2025-04-21T06:55:51-05:00 2024-06-30 135565207 KPMG LLP 60 SOUTH STREET TWO FINANCIAL CENTER BOSTON MA 02111 990 2023-07-01 451556038 UNIVERSITY OF VERMONT AND STATE AGRICULTURAL COLLEGE FOUNDATION INC UNIV 8026568600 411 MAIN STREET BURLINGTON VT 05401 MARK METIVER VP & CFO 8026568600 2025-04-17 1 0 KRISTIN ANDERSON P01231300 6179881000 2025-04-16 2023 2025-03-06 01:10:19Z MONICA DELISA 411 MAIN STREET BURLINGTON VT 05401 74035815 0 X WWW.UVMFOUNDATION.ORG X 2011 VT THE MISSION OF THE UVM FOUNDATION IS TO SECURE AND MANAGE PRIVATE SUPPORT FOR THE BENEFIT OF THE UNIVERSITY OF VERMONT. 26 25 98 6373 6775 0 38246267 34813426 12282814 12514074 12838814 15034578 50085 6775 63417980 62368853 23608018 23750316 0 0 10099482 12245137 0 0 10539485 3577772 3791965 37285272 39787418 26132708 22581435 344092949 379533908 12303715 13892000 331789234 365641908 THE MISSION OF THE UVM FOUNDATION IS TO SECURE AND MANAGE PRIVATE SUPPORT FOR THE BENEFIT OF THE UNIVERSITY OF VERMONT. 0 0 23750316 23750316 12464604 THE FOUNDATION'S PRIMARY FUNCTION IS TO RAISE, RECEIVE, AND MANAGE FUNDS FOR SCHOLARSHIPS, PROFESSORSHIPS, AND FACILITIES AND OTHER SUPPORT FOR THE BENEFIT OF THE UNIVERSITY OF VERMONT AND STATE AGRICULTURAL COLLEGE AND BY OTHERWISE PERFORMING SUPPORT FUNCTIONS THAT CARRY OUT ITS CHARITABLE, SCIENTIFIC, EDUCATIONAL, OR OTHER EXEMPT PURPOSES. 1922801 49470 ALUMNI ARE OFFERED OPPORTUNITIES TO ATTEND SOCIAL AND EDUCATIONAL EVENTS FOR AN ADMISSION FEE THAT COVERS, AT THE MOST, DIRECT EXPENSES, BUT NEVER COVERS ALL EXPENSES. EVENTS INCLUDE ALUMNI REUNIONS, HOMECOMINGS, BASEBALL GAMES, TENNIS MATCHES, DANCES, ETC. 25673117 1 1 0 0 0 0 0 0 0 1 1 1 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 0 1 22 0 1 98 1 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 26 25 1 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA KY MD MA MI MN NH NJ NY OR SC UT WI X X MARK METIVIER 8026568600 411 MAIN STREET BURLINGTON VT 05401 MONICA DELISA DIRECTOR/EX OFFICIO/FNDN PRES 43.00 0.00 X X 386511 0 53640 HOWARD AVERILL DIRECTOR 1.00 0.00 X 0 0 0 LYDIA BATES BEG 723 DIRECTOR 1.00 0.00 X 0 0 0 FRANK BOLDEN END 624 DIRECTOR 1.00 0.00 X 0 0 0 ROBERT P BRENNAN JR DIRECTOR/VICE CHAIR 2.00 0.00 X X 0 0 0 MICHELE COHEN DIRECTOR 1.00 0.00 X 0 0 0 ROGER CRANDALL DIRECTOR 1.00 0.00 X 0 0 0 PHILIP DANIELS END 1223 DIRECTOR/EX OFFICIO 1.00 0.00 X 0 0 0 SURESH GARIMELLA DIRECTOR/EX OFFICIO/UNIV PRES 2.00 0.00 X 0 0 0 DAVID GODKIN END 624 DIRECTOR/SECRETARY 2.00 0.00 X X 0 0 0 JAMES HEBERT DIRECTOR 1.00 0.00 X 0 0 0 VITO IMBASCIANI DIRECTOR 1.00 0.00 X 0 0 0 KATHARINE LAUD BEG 124 DIRECTOR/EX OFFICIO 1.00 0.00 X 0 0 0 THOMAS LEAVITT III DIRECTOR 1.00 0.00 X 0 0 0 RON LUMBRA DIRECTOR/EX OFFICIO 1.00 0.00 X 0 0 0 SUSAN MARCHAND HIGGINS END 624 DIRECTOR 1.00 0.00 X 0 0 0 DEBORAH MCANENY DIRECTOR/CHAIR 3.00 0.00 X X 0 0 0 DONALD H MCCREE III DIRECTOR 1.00 0.00 X 0 0 0 ALICE PLANTE DIRECTOR 1.00 0.00 X 0 0 0 ROBERT PLANTE BEG 723 DIRECTOR 1.00 0.00 X 0 0 0 RAY ROBERTS DIRECTOR 1.00 0.00 X 0 0 0 MARA SAULE DIRECTOR 1.00 0.00 X 0 0 0 WILLIAM SHEAN END 624 DIRECTOR 1.00 0.00 X 0 0 0 CATHY TREMBLAY DIRECTOR/EX OFFICIO 1.00 0.00 X 0 0 0 H WHITNEY WAGNER END 624 DIRECTOR/TREASURER 2.00 0.00 X X 0 0 0 CATHI WIEBRECHT-SEARER END 624 DIRECTOR 1.00 0.00 X 0 0 0 CYMA ZARGHAMI DIRECTOR 1.00 0.00 X 0 0 0 KATHLEEN DESJARDINS VP & CHIEF INFORMATION OFFICER 40.00 0.00 X 314623 0 51142 ANDREW FLEWELLING VP & CHIEF PEOPLE OFFICER 40.00 0.00 X 246528 0 47704 MARK METIVIER VP & CFO 40.00 0.00 X 173802 0 29221 CHARLES FEENEY END 823 VP & CFO 40.00 0.00 X 160119 0 25595 DIANE L SEDER BEG 723 FOUNDATION CHAIR EMERITUS 1.00 0.00 X 0 0 0 KATHLEEN KELLEHER VP & CHIEF DEVELOPMENT OFFICER 40.00 0.00 X 283917 0 48071 MANON O'CONNOR END 424 ASSOCIATE VP MAJ GIFTS, AHS 40.00 0.00 X 177625 0 34942 JOSEPH CAPORALE ASSISTANT VP DEV/CORPS & FNDNS 40.00 0.00 X 189550 0 35961 ALAN RYEA ASSISTANT VP OF DEVELOPMENT 40.00 0.00 X 180802 0 34140 CHRISTOPHER BERNIER ASSISTANT VP OF DEVELOPMENT 40.00 0.00 X 170218 0 40873 JOHN YOUSEY-HINDES ASSISTANT VP FOR EXEC OP. 40.00 0.00 X 131281 0 36955 KEVIN MORGANSTEIN FUERST AVP ANNUAL GIVING, MARKETING, PIPELINE DEV 40.00 0.00 X 130100 0 16505 2545076 0 454749 25 0 1 0 UNIVERSITY OF VERMONT 85 SOUTH PROSPECT STREET BURLINGTON VT 05401 PRINT, TUITION, REPAIR SERVICES 538500 ELLUCIAN COMPANY LP 2003 EDMUND HALLEY DRIVE STE 500 RESTON VA 20191 IT SERVICES 466885 UNIVERSITY OF VERMONT MEDICAL CENTER PO BOX 1902 BURLINGTON VT 05402 LEASED EMPLOYEES 238904 MARKETING COMMUNICATION RESOURCE INC 4800 E 345TH STEET WILLOUGHBY OH 44094 PRINT & MAIL SERVICES 164119 ADVANCEMENT RESOURCES 3950 RIVER RIDGE DRIVE NE STE A CEDAR RAPIDS IA 52402 TRAINING SERVICES 163188 7 34813426 2373066 34813426 SERVICE AGREEMENT - UNI SUPPORT 900099 12464604 12464604 ALUMNI ACTIVITIES 900099 49470 49470 12514074 14529732 14529732 6775 6775 12171808 11666962 504846 504846 504846 62368853 12514074 6775 15034578 23750316 23750316 2095283 88487 961416 1045380 7306191 925698 779205 5601288 703255 85577 78421 539257 1515415 180112 165693 1169610 624993 68787 108791 447415 273032 273032 42722 42722 122148 122148 10020 10020 113764 42743 21848 49173 856878 75886 217975 563017 644585 126618 136984 380983 42845 12853 21851 8141 434381 33170 28875 372336 598661 174583 225732 198346 368035 105427 174741 87867 204722 204722 MISCELLANEOUS EXPENSES 80172 2860 640 76672 39787418 25673117 3574816 10539485 5249523 3852257 57908030 31231297 10130126 13225805 430775 684793 0 0 0 0 0 0 0 0 686206 723730 25540973 2694827 23252324 22846146 18304775 55772430 227974465 251068443 0 0 0 0 156725 129007 344092949 379533908 8083564 9894307 0 0 0 0 0 0 0 0 0 0 4220151 3997693 0 0 12303715 13892000 X 18821949 19774837 312967285 345867071 331789234 365641908 344092949 379533908 X 22581435 14162165 -2890926 X 0 1 X 1 0 X 31836454 92192980 55889812 38081368 34813426 252814040 31836454 92192980 55889812 38081368 34813426 252814040 61629507 191184533 2033379 1743447 2244623 12601800 14529732 33152981 250 250 285967271 54863845 0.66860 0.70430 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: FUNDRAISING EVENT MISC - 2022 AMOUNT: $ 250. PART II, SECTION A, LINE 1: THE FOUNDATION ADJUSTS THE AMOUNT OF CONTRIBUTIONS REPORTED FOR EACH YEAR AS UNCOLLECTIBLE PLEDGES ARE WRITTEN OFF IN SUBSEQUENT YEARS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 252893243 12567197 25117954 1840425 8692998 280044971 236128454 18723478 7343895 1581347 7721237 252893243 169355523 84869675 -12640402 1277160 4179182 236128454 122990847 18999923 33278313 1365994 4299320 248246 169355523 116530968 12464796 -303252 1125536 4066728 509401 122990847 0.03600 0.94710 0.01690 1 1 1 15900000 15900000 9187992 2363305 6824687 331038 304424 26614 121943 27098 94845 22846146 PARNTERSHIPS 7626000 F INVESTMENTS IN UVM POOL 241673741 F PARTNERSHIPS 50 C BENE INT HELD BY OTHERS 1674730 F CRYPTO CURRENCY 80173 F OTHER INVESTMENTS 13749 F 251068443 X 73604038 14162165 -2926980 11235185 62368853 0 62368853 39751364 0 39751364 36054 36054 39787418 PART V, LINE 4: THE FOUNDATION'S ENDOWMENT IS A CONSOLIDATED POOL OF ENDOWMENTS BENEFITTING THE UNIVERSITY OF VERMONT, BASED ON DONOR RESTRICTIONS OR BOARD DESIGNATIONS. EACH ENDOWMENT SUPPORTS A PURPOSE AT UVM, SUCH AS SCHOLARSHIPS (19%), PROFESSORSHIPS (36%) OR OTHER ACADEMIC AND CAMPUS PROGRAMS (45%). THE BOARD-APPROVED SPENDING POLICY PROVIDES A STABLE AND UNIFORM FUNDING STREAM FOR THESE PURPOSES. THE BOARD MONITORS INVESTMENT PERFORMANCE AND INFLATION TO MAXIMIZE ANNUAL SPENDING DISTRIBUTIONS TO UVM WHILE PRESERVING PURCHASING POWER IN PERPETUITY IN ACCORDANCE WITH DONOR AGREEMENTS AND BOARD RESOLUTIONS. PART X, LINE 2: UVM FOUNDATION GENERALLY DOES NOT PROVIDE FOR INCOME TAXES BECAUSE IT IS A TAX-EXEMPT ORGANIZATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. ASC 740, INCOME TAXES, PERMITS AN ENTITY TO RECOGNIZE THE BENEFIT AND REQUIRES ACCRUAL OF AN UNCERTAIN TAX POSITION ONLY WHEN THE POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED IN THE EVENT OF EXAMINATION BY TAX AUTHORITIES. IN EVALUATING WHETHER A TAX POSITION HAS MET THE RECOGNITION THRESHOLD, UVM FOUNDATION MUST PRESUME THAT THE POSITION WILL BE EXAMINED BY THE APPROPRIATE TAXING AUTHORITY THAT HAS FULL KNOWLEDGE OF ALL RELEVANT INFORMATION. ASC 740 ALSO PROVIDES GUIDANCE ON THE RECOGNITION, MEASUREMENT, AND CLASSIFICATION OF INCOME TAX UNCERTAINTIES, ALONG WITH ANY RELATED INTEREST OR PENALTIES. TAX POSITIONS DEEMED TO MEET THE MORE LIKELY THAN NOT THRESHOLD ARE RECORDED AS A TAX EXPENSE IN THE CURRENT YEAR. UVM FOUNDATION HAS ANALYZED ALL OPEN TAX YEARS, DEFINED BY THE STATUTES OF LIMITATIONS FOR ALL MAJOR JURISDICTIONS. OPEN TAX YEARS ARE THOSE THAT ARE OPEN FOR EXAM BY TAXING AUTHORITIES. MAJOR JURISDICTIONS FOR UVM FOUNDATION INCLUDE FEDERAL AND THE STATE OF VERMONT. AS OF JUNE 30, 2024, OPEN FEDERAL AND VERMONT TAX YEARS FOR UVM FOUNDATION INCLUDE TAX YEARS ENDED JUNE 30, 2021, 2022 AND 2023. UVM FOUNDATION HAS NO EXAMINATIONS IN PROGRESS. UVM FOUNDATION BELIEVES THAT IT HAS NO SIGNIFICANT UNCERTAIN TAX POSITIONS. PART XI, LINE 2D - OTHER ADJUSTMENTS: NET ASSET TRANSFER TO UVM -2,121,327. NET ASSET TRANSFER FROM UVM 355,507. INV MGMT FEES -10,020. CHANGE IN ALLOWANCE CONT. REC. -293,383. CHANGE IN DISCOUNT OF CONT. REC. -62,499. UNCOLLECTIBLE PLEDGES -733,506. INVESTMENT ACCOUNTING -25,500. INVESTMENT INSURANCE -534. CHANGE IN VALUE OF DERIVATIVES -35,718. PART XII, LINE 4B - OTHER ADJUSTMENTS: INVESTMENT MANAGEMENT FEES 10,020. INVESTMENT ACCOUNTING 25,500. INVESTMENT INSURANCE 534. PART V, LINE 2 THE FOUNDATION HAS ADOPTED FASB ASU 2016-14, PRESENTATION OF THE FINANCIAL STATEMENTS OF NOT-FOR-PROFIT ENTITIES, AND THE JUNE 30, 2024 AUDITED FINANCIAL STATEMENTS CLASSIFY NET ASSETS AS EITHER NET ASSETS WITHOUT DONOR RESTRICTIONS OR NET ASSETS WITH DONOR RESTRICTIONS. FOR PURPOSES OF PART V, LINE 2, THE FOUNDATION HAS REPORTED ITS YEAR END ENDOWMENT BALANCE WITHOUT DONOR RESTRICTIONS AS QUASI-ENDOWMENT AND ITS YEAR END BALANCE WITH DONOR RESTRICTIONS AS PERMANENT ENDOWMENT AND TERM ENDOWMENT. 1 UNIVERSITY OF VERMONT & STATE AGRICULTURAL COLLEGE 85 SOUTH PROSPECT STREET BURLINGTON VT 05401 030179440 501)(C)(3) 22767741 303270 FMV SEE PART IV SEE PART IV HILLEL AT THE UNIVERSITY OF VERMONT 439 COLLEGE STREET BURLINGTON VT 05401 810554021 501)(C)(3) 444305 0 FMV SEE PART IV SEE PART IV THE CATHOLIC CENTER AT UVM 390 SOUTH PROSPECT STREET BURLINGTON VT 05401 030210450 501)(C)(3) 20000 0 FMV SEE PART IV SEE PART IV PAINTING WITH PURPOSE LLC 184 PROSPECT PARKWAY BURLINGTON VT 05401 874604613 215000 0 FMV SEE PART IV SEE PART IV 3 1 PART I, LINE 2: THE FOUNDATION OPERATES ON A REIMBURSEMENT BASIS AND REQUIRES A REPORT OF EXPENSES ON A QUARTERLY BASIS FOR REVIEW BY THE CONTROLLER FOR APPROPRIATENESS PRIOR TO DISTRIBUTION OF FUNDS. SCHEDULE I, PART II, LINE 1(G), ROW 1 NONCASH ASSISTANCE INCLUDES CONTRIBUTIONS OF EQUIPMENT AND LIVESTOCK AND VARIOUS SMALL GIFTS OF ART, FOOD, AND COLLECTIBLES. SCHEDULE I, PART II, LINE 1(H), ROW 1 PURPOSES OF THE GRANTS AND ASSISTANCE INCLUDE: UNIVERSITY EDUCATIONAL DEPARTMENT USE; SCHOLARSHIPS, FELLOWSHIPS, AND AWARDS; PROFESSORSHIPS, RESEARCH, AND FACULTY SUPPORT; CAPITAL CONSTRUCTION; AND, OTHER ACADEMIC AND STUDENT SUPPORT. SCHEDULE I, PART II, LINE 1(H), ROW 2 THE PURPOSE OF THE GRANTS AND ASSISTANCE IS TO PROVIDE PROGRAMMING AND SERVICES TO ENRICH THE LIVES OF THE UNIVERSITY COMMUNITY AT LARGE INCLUDING BUT NOT LIMITED TO JEWISH UNDERGRADUATE AND GRADUATE STUDENTS. SCHEDULE I, PART II, LINE 1(H), ROW 3 THE PURPOSE OF THE GRANTS AND ASSISTANCE IS TO PROVIDE PROGRAMMING AND SERVICES TO ENRICH THE LIVES OF THE UNIVERSITY COMMUNITY AT LARGE INCLUDING BUT NOT LIMITED TO CATHOLIC UNDERGRADUATE AND GRADUATE STUDENTS. SCHEDULE I, PART II, LINE 1(H), ROW 4 THE PURPOSE OF THE GRANT IS THE AWARD TO THE WINNER OF UNIVERSITY OF VERMONT STUDENT ENTREPRENEURIAL COMPETITION TO AN UNDERGRADUATE STUDENT-OWNED BUSINESS. X X X 1 1 X X 0 0 0 0 0 0 0 1 0 MONICA DELISA DIRECTOR/EX OFFICIO/FNDN PRES 374314 0 0 0 12197 0 33000 0 20640 0 440151 0 0 0 KATHLEEN DESJARDINS VP & CHIEF INFORMATION OFFICER 239623 0 75000 0 0 0 34440 0 16702 0 365765 0 0 0 KATHLEEN KELLEHER VP & CHIEF DEVELOPMENT OFFICER 283917 0 0 0 0 0 31369 0 16702 0 331988 0 0 0 ANDREW FLEWELLING VP & CHIEF PEOPLE OFFICER 213773 0 0 0 32755 0 24548 0 23156 0 294232 0 0 0 JOSEPH CAPORALE ASSISTANT VP DEV/CORPS & FNDNS 183956 0 0 0 5594 0 19131 0 16830 0 225511 0 0 0 ALAN RYEA ASSISTANT VP OF DEVELOPMENT 180802 0 0 0 0 0 19970 0 14170 0 214942 0 0 0 MANON O'CONNOR END 424 ASSOCIATE VP MAJ GIFTS, AHS 177625 0 0 0 0 0 18240 0 16702 0 212567 0 0 0 CHRISTOPHER BERNIER ASSISTANT VP OF DEVELOPMENT 170218 0 0 0 0 0 17717 0 23156 0 211091 0 0 0 MARK METIVIER VP & CFO 173802 0 0 0 0 0 20119 0 9102 0 203023 0 0 0 CHARLES FEENEY END 823 VP & CFO 132276 0 0 0 27843 0 13837 0 11758 0 185714 0 0 0 JOHN YOUSEY-HINDES ASSISTANT VP FOR EXEC OP. 131281 0 0 0 0 0 13799 0 23156 0 168236 0 0 0 PART I, LINE 1A THE FOUNDATION PAYS FOR ONE OFFICER'S MEMBERSHIP TO A GOLF CLUB FOR BONAFIDE BUSINESS REASONS. THE EXPENSE IS A TAXABLE BENEFIT TO THE OFFICER. THE FOUNDATION HAS A POLICY THAT ALLOWS A SPOUSE OR PARTNER TO ACCOMPANY DIRECTORS ON FOUNDATION TRIPS FOR BONAFIDE BUSINESS REASONS WITH PRIOR APPROVAL FROM A SUPERVISOR. TWO DIRECTORS HAD THEIR SPOUSES ACCOMPANY THEM FOR BONAFIDE BUSINESS REASONS. SPOUSAL TRAVEL IS A TAXABLE BENEFIT TO THE DIRECTORS. TWO DIRECTORS AND ONE KEY EMPLOYEE ALONG WITH STAFF AND VOLUNTEERS UTILIZED CHARTER TRAVEL ONCE DURING THE YEAR. PART I, LINE 7 ONE OFFICER LISTED ON FORM 990, PART VII, SECTION A, LINE A RECEIVED A ONE-TIME BONUS AS REPORTED IN PART II, COLUMN B(II). X 10 248404 FMV X 58 1954252 FMV X 1 8000 FMV X 17 21659 FMV X CRYPTO CURRENCY 3 98369 FMV X LIVESTOCK 3 23000 FMV X MISC 10 19382 FMV 2 0 1 1 PART I, COLUMN (B): PART I, COLUMN B IS REPORTING THE NUMBER OF CONTRIBUTIONS. PART I, LINE 32B: THE FOUNDATION USED SERVICES OF A JEWELER TO SELL PEICES OF DONATED JEWELRY FORM 990, PART VI, SECTION A, LINE 2 DIRECTORS ROBERT PLANTE AND ALICE PLANTE HAVE A FAMILY RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 4 THE BYLAWS WERE AMENDED ON APRIL 12, 2024 TO CHANGE THE TERMS OF THE CHAIR AND VICE CHAIR OF THE BOARD FROM 3 YEARS TO 2 YEARS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 HAS BEEN REVIEWED BY THE OFFICERS OF THE FOUNDATION AND A COMPLETE COPY OF THE FEDERAL 990 HAS BEEN PROVIDED TO EACH MEMBER OF THE BOARD OF DIRECTORS BEFORE FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD OF DIRECTORS APPROVED A CONFLICT OF INTEREST POLICY AND THE OVERVIEW ADDRESSES THE QUESTIONS IN PART VI: THE GOALS OF THE POLICY ARE TO IDENTIFY WHEN AND HOW CONFLICTS MAY ARISE, PROMOTE A PROCESS FOR EACH DIRECTOR TO DISCLOSE CONFLICTS, AND ELABORATE HOW THE BOARD CAN MANAGE CONFLICTS OF INTEREST. THERE IS NOTHING INHERENTLY WRONG WITH A CONFLICT SO LONG AS THE CONFLICT IS DISCLOSED AND MANAGED APPROPRIATELY. - A CONFLICT EXISTS WHEN THERE IS A APPARENT OR ACTUAL DIVERGENCE BETWEEN A DIRECTOR'S PRIVATE INTERESTS AND HIS/HER FIDUCIARY DUTY. THIS INCLUDES TIMES WHEN RELEVANT MATERIAL FACTS AFFECT A DIRECTOR, A MEMBER OF HIS/HER FAMILY, OR AN AFFILIATE. - IT IS NOT A CONFLICT TO SERVE IN LEADERSHIP CAPACITIES FOR OTHER NONPROFIT ORGANIZATIONS, UNIVERSITY/COLLEGE FOUNDATIONS, OR INSTITUTIONS OF HIGHER EDUCATION. - IT IS NOT POSSIBLE FOR OUR POLICY TO INCLUDE AN ALL-INCLUSIVE LIST OF SITUATIONS GIVING RISE TO A CONFLICT OF INTEREST. THE POLICY DOES GIVE EXAMPLES OF SITUATIONS PRESENTING POTENTIAL, ACTUAL OR APPARENT CONFLICTS: (I) COMMERCIAL TRANSACTIONS BETWEEN DIRECTOR AND THE FOUNDATION (II) CONFIDENTIAL, PROPRIETARY OR PRIVILEGED INFORMATION NOT TO BE SHARED WITH THE PUBLIC (III) DIVERTING BUSINESS OPPORTUNITIES AWAY FROM THE FOUNDATION FOR PRIVATE GAIN (IV) DIRECTORS CANNOT HIRE, SUPERVISE OR EVALUATE IMMEDIATE FAMILY MEMBERS OR AFFILIATES (V) DIRECTORS SHALL NOT ACCEPT COMPENSATION, GIFTS OR OTHER ITEMS IN EXCHANGE FOR INFLUENCING FOUNDATION OPERATIONS AND ACTIVITIES (VI) DIRECTORS CAN ACCEPT FROM THE FOUNDATION MODEST VALUE GIFTS OR OTHER ITEMS IN CONNECTION WITH BUSINESS AND SERVICE ON THE BOARD OF DIRECTORS (VII) DIRECTORS CAN EMPLOY FOUNDATION ADMINISTRATION FOR PRIVATE CONSULTING WITH PRIOR APPROVAL - UVM TRUSTEES AND EMPLOYEES WHO SERVE AS DIRECTORS ARE SUBJECT TO THE POLICY. THEY ARE NOT AUTOMATICALLY DISQUALIFIED FROM PARTICIPATING IN FOUNDATION BOARD DISCUSSIONS AND BUSINESS. RARE OCCASIONS MAY EXIST WHEN THEY WILL BE DISQUALIFIED FROM VOTING ON SPECIFIC MATTERS. -PROTOCOL (I) DIRECTORS ANNUALLY FILE CONFLICTS DISCLOSURE FORMS BY MAY 30 (II) PRIOR TO COMMITTEE OR FULL BOARD MEETINGS, CONFLICTS MUST BE DISCLOSED AND MANAGED. THEY WILL BE EVALUATED BY PRESIDENT & CEO, COMMITTEE/BOARD CHAIR, AND THE AUDIT COMMITTEE. (III) DEPENDING UPON THE CONFLICT, DIRECTOR MAY OR MAY NOT BE ABLE PARTICIPATE IN THE DISCUSSION AND/OR VOTE ON AGENDA ITEM RELATED TO THE CONFLICT. (IV) IF NECESSARY, WE CAN REQUEST THE OPINION OF FOUNDATION LEGAL COUNSEL. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE COMMITTEE SHALL ALSO SERVE AS THE COMPENSATION COMMITTEE, CHARGED WITH PERIODICALLY AND NO LESS THAN ONCE ANNUALLY REVIEWING AND APPROVING, FOLLOWING RECOMMENDATIONS FROM THE PRESIDENT AND CHIEF EXECUTIVE OFFICER, THE COMPENSATION AND BENEFITS THE FOUNDATION WILL PROVIDE TO ITS CORPORATE OFFICERS (WITH THE PRESIDENT AND CHIEF EXECUTIVE OFFICER RECUSING HIM OR HERSELF WITH RESPECT TO ANY DELIBERATIONS OR DECISIONS REGARDING HIS OR HER COMPENSATION). THE BOARD OF DIRECTORS HAS DELEGATED THE HIRING DECISION FOR ALL NON-OFFICERS TO THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. FORM 990, PART VI, SECTION C, LINE 19 THE UVM FOUNDATION MAINTAINS A DOCUMENT LIBRARY ON ITS WEBSITE FOR THE PUBLIC TO VIEW GOVERNANCE & POLICIES, GIVING FORMS, FINANCIAL REPORTS, MEETING AGENDAS, AND MEETING MINUTES. WWW.UVMFOUNDATION.ORG FORM 990, PART XI, LINE 9: UNCOLLECTABLE PLEDGES -733,506. NET ASSET TRANSFER TO UVM -2,121,327. NET ASSET TRANSFER FROM UVM 355,507. CHANGE IN ALLOWANCE FOR CONTRIBUTION RECEIVABLE -293,383. CHANGE IN DISCOUNT OF CONTRIBUTION RECEIVABLE -62,499. CHANGE IN VALUE OF DERIVATIVES -35,718. UVMF HOLDINGS 411 MAIN STREET BURLINGTON VT 05401 300877053 INVESTMENT HOLDINGS VT 2019708 45188656 UVM FOUNDATION UNIVERSITY OF VERMONT INVESTMENT MGMT CO 411 MAIN STREET BURLINGTON VT 05401 INVESTMENT HOLDINGS VT 0 0 UVM FOUNDATION UVM FOUNDATION RETIREE HEALTH PLAN TRUST 411 MAIN STREET BURLINGTON VT 05401 320443476 HEALTH BENEFIT VT 501(C)(9) UVM FOUNDATION 1 FEUSRA REIT HOLDINGS LLC 1370 AVENUE OF THE AMERICAS NEW YORK NY 10019 844382223 INVESTMENT DE UVM FOUNDATION 1333637 0 0 0.99800 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 UVM FOUNDATION RETIREE HEALTH PLAN TRUST R 43082 CASH FEUSRA REIT HOLDINGS LLC F 195633 CASH PART V THE FOUNDATION USUALLY MAKES A TRANSFER OF CASH FOR EMPLOYER AND EMPLOYEE CONTRIBUTIONS TO THE UVM FOUNDATION RETIREE HEALTH PLAN TRUST TWICE A MONTH FOR COVERED EMPLOYEES FOR HEALTH BENEFITS IN RETIREMENT.