2024-09-17T15:54:39-05:00 2023-12-31 991856619 GRANT THORNTON ADVISORS LLC 75 STATE ST 13TH FLOOR BOSTON MA 02109 990 2023-01-01 410847713 AMERICAN BOARD OF MEDICAL SPECIALTIES AMER 3124362600 353 NORTH CLARK STREET 1400 CHICAGO IL 60654 RICHARD E HAWKINS MD PRESIDENT & CEO 3124362600 2024-09-13 1 0 ERIN COUTURE P01390592 6178485039 2023 2024-08-08 14:25:15Z RICHARD E HAWKINS MD 353 NORTH CLARK STREET 1400 CHICAGO IL 60654 21808011 0 X WWW.ABMS.ORG X 1935 IL THE MISSION OF THE AMERICAN BOARD OF MEDICAL SPECIALTIES (ABMS) IS TO SERVE (CONTINUED IN SCH O) THE PUBLIC AND THE MEDICAL PROFESSION BY IMPROVING THE QUALITY OF HEALTH CARE THROUGH SETTING PROFESSIONAL STANDARDS FOR LIFELONG CERTIFICATION IN PARTNERSHIP WITH ITS MEMBER BOARDS. 34 33 70 138 0 0 2700 0 20690018 20895772 529747 846791 174646 65448 21397111 21808011 0 0 0 0 11863460 12428626 0 0 0 5758933 6039420 17622393 18468046 3774718 3339965 34498682 41229992 10364121 11414332 24134561 29815660 X IN COLLABORATION WITH ITS MEMBER BOARDS, ABMS CREATES STANDARDS FOR BOARD CERTIFICATION FOR PHYSICIANS AND MEDICAL SPECIALISTS. SPECIFICALLY, FOR INITIAL CERTIFICATION, ABMS AND THE MEMBER BOARDS ESTABLISH RIGOROUS STANDARDS OF KNOWLEDGE, SKILLS (CONTINUED IN SCH O) 0 0 IN PARTNERSHIP WITH ITS MEMBER BOARDS, ABMS IS A LEADER IN SETTING RIGOROUS STANDARDS FOR BOARD CERTIFICATION ACROSS 40 MEDICAL SPECIALTIES AND 89 MEDICAL SUBSPECIALTIES. WHILE MEMBER BOARDS TAILOR THESE STANDARDS TO THEIR SPECIFIC SPECIALTIES AND SUBSPECIALTIES, ABMS SUPPORTS THE MEMBER BOARDS IN THE OVERALL IMPLEMENTATION OF THE STANDARDS BY PROVIDING LEARNING OPPORTUNITIES AND RESOURCES REGARDING EVALUATION, ASSESSMENT AND POLICY DEVELOPMENT RELATIVE TO CERTIFICATION. THESE SUPPORTS ARE CRITICAL TO THE ABMS COMMUNITY. AT PRESENT, IN THE UNITED STATES, ABMS MEMBER BOARDS HAVE CERTIFIED MORE THAN 940,000 PHYSICIANS AND MEDICAL SPECIALISTS. INTERNATIONALLY, ABMS CONTRACTS WITH THE SINGAPORE MINISTRY OF HEALTH TO DEVELOP AND MAINTAIN A PROGRAM OF PHYSICIAN ASSESSMENT AND CERTIFICATION FOR SINGAPORE'S PHYSICIANS AND MEDICAL SPECIALISTS, AS WELL AS CONSULTS WITH OTHER COUNTRIES AND COMMUNITIES ACROSS THE WORLD SEEKING TO EXPLORE OR ESTABLISH PHYSICIAN CERTIFICATION PROGRAMS. ABMS CONVENES LEADERS AND STAKEHOLDERS FROM ACROSS THE ABMS AND GREATER HEALTH CARE COMMUNITIES TO DISCUSS CURRENT AND EMERGING ISSUES IN TODAY'S HEALTH CARE SYSTEM, SEEKING TO UNDERSTAND WAYS IN WHICH ABMS AND ITS MEMBER BOARDS CAN ADDRESS THOSE ISSUES TO IMPROVE THE QUALITY OF PATIENT CARE. IN TERMS OF ADVOCACY, ABMS COMMUNICATES INFORMATION ABOUT AND EMPHASIZES THE IMPORTANCE OF BOARD CERTIFICATION TO DIPLOMATES, MEDICAL PROFESSIONALS, HEALTH CARE ORGANIZATIONS, INSURERS, LEGISLATORS AND THE GENERAL PUBLIC. THESE COMMUNICATIONS PROVIDE THESE STAKEHOLDERS AND ADVOCATES WITH FACTUAL INFORMATION ABOUT THE IMPORTANCE OF BOARD CERTIFICATION AND THE MARKER OF TRUST SIGNIFIED BY THE CREDENTIAL. CERTIFICATIONMATTERS.ORG, WHICH IS A PUBLIC ACCESS ABMS WEBSITE, ALSO PROVIDES INFORMATION ABOUT BOARD CERTIFICATION. ANY INDIVIDUAL MAY ACCESS THIS SITE TO DETERMINE IF A PHYSICIAN OR MEDICAL SPECIALIST IS BOARD CERTIFIED BY AN ABMS MEMBER BOARD. IN TERMS OF RESEARCH AND PROFESSIONAL DEVELOPMENT, ABMS AND ITS MEMBER BOARDS ACTIVELY STUDY AND SUPPORT RESEARCH INTO THE IMPACT THAT CERTIFICATION PROGRAMS HAVE ON BOTH THE PROFESSION OF MEDICINE AS WELL AS IMPROVING PATIENT SAFETY AND HEALTH CARE. ABMS IS ALSO COMMITTED TO PHYSICIAN PROFESSIONAL DEVELOPMENT AS PART OF ITS MEMBER BOARDS' CONTINUING CERTIFICATION PROGRAMS, INCLUDING CONTINUING MEDICAL EDUCATION AND QUALITY AND PRACTICE IMPROVEMENT ACTIVITIES. 0 0 0 1 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 66 0 1 70 1 0 0 0 0 0 0 0 0 X 34 33 0 0 1 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X X X JULIE HUBBARD 3124362694 353 NORTH CLARK STREET STE 1400 CHICAGO IL 60654 RICHARD E HAWKINS MD PRESIDENT & CEO 48.00 2.00 X X 801672 33403 81193 GREGORY OGRINC MD SVP, CERT STANDARD & PRGM 45.00 5.00 X 423617 47068 97603 JENNIFER MICHAEL CHIEF OPERATING OFFICER 50.00 0.00 X 352655 0 80802 THOMAS GRANATIR SVP POLICY & EXT. RELATIONS 50.00 0.00 X 287822 0 87540 DAVID COURSEY DIRECTOR OF SALES 50.00 0.00 X 330094 0 37229 RICHARD WATERS CHIEF MARKETING OFFICER 50.00 0.00 X 279622 0 60992 CARRIE RADABAUGH SVP, GOVERNANCE AND BOARD RELATIONS 48.00 2.00 X 245619 10234 74129 STEPHANIE DONOVAN CHIEF LEGAL OFFICER (AS OF 03/23) 49.00 1.00 X 232968 4755 62704 KRISTA ALLBEE VP, ASSESSMENT PROGRAMS 50.00 0.00 X 263200 0 19623 JULIE HUBBARD CFO 49.00 1.00 X 243486 4969 33266 DORIA LESS ACCOUNT EXECUTIVE 50.00 0.00 X 231542 0 41080 KATHLEEN HOLTZMAN AVP, ASSESS PROGRAMS 50.00 0.00 X 214313 0 58221 REBECCA L JOHNSON MD CHAIR (AS OF 06/2023) 10.00 1.00 X X 22500 2500 0 MICHAEL L CARIUS MD CHAIR (THRU 02/23) 10.00 1.00 X X 11250 1250 0 LARRY A GREEN MD IMMEDIATE PAST CHAIR 10.00 1.00 X X 22500 2500 0 SUSAN RAMIN MD SECRETARY-TREASURER 10.00 1.00 X X 22500 2500 0 J BRANTLEY THRASHER MD FACS CHAIR-ELECT (AS OF 10/23) 1.00 1.00 X 0 0 0 RICHARD J BARON MD DIRECTOR 1.00 0.00 X 0 0 0 GEORGE B BARTLEY MD DIRECTOR 1.00 0.00 X 0 0 0 PRIYA J BATHIJA JD DIRECTOR 1.00 0.00 X 0 0 0 MIRIAM G BLITZER PHD FACMG DIRECTOR 1.00 0.00 X 0 0 0 KEITH BRANDT MD DIRECTOR 1.00 1.00 X 0 0 0 JO BUYSKE MD DIRECTOR 1.00 0.00 X 0 0 0 DANIEL J COLE MD DIRECTOR (THRU 06/23) 1.00 0.00 X 0 0 0 LARRY R FAULKNER MD DIRECTOR (THRU 06/23) 1.00 0.00 X 0 0 0 ROBERT R GAISER MD MSED DIRECTOR (AS OF 06/23) 1.00 0.00 X 0 0 0 THOMAS W HESS JD DIRECTOR 1.00 0.00 X 0 0 0 JOHN L KENDALL MD FACEP DIRECTOR 1.00 0.00 X 0 0 0 CAROLYN L KINNEY MD DIRECTOR 1.00 0.00 X 0 0 0 JEFFREY M LYNESS MD DIRECTOR (AS OF 03/23) 1.00 0.00 X 0 0 0 DAVID F MARTIN MD DIRECTOR 1.00 0.00 X 0 0 0 WALTER H MERRILL MD DIRECTOR 1.00 0.00 X 0 0 0 TARA MONTGOMERY MS DIRECTOR 1.00 1.00 X 0 0 0 MICHAEL R NELSON MD PHD DIRECTOR 1.00 1.00 X 0 0 0 MARY S NEWELL MD FACR FSBI DIRECTOR (AS OF 10/23) 1.00 0.00 X 0 0 0 WARREN P NEWTON MD MPH DIRECTOR 1.00 0.00 X 0 0 0 BRIAN NUSSENBAUM MD DIRECTOR 1.00 0.00 X 0 0 0 CHRISTOPHER J ONDRULA JD DIRECTOR 1.00 0.00 X 0 0 0 KATIE O ORRICO JD DIRECTOR (THRU 06/23) 1.00 0.00 X 0 0 0 DONALD J PALMISANO JR JD DIRECTOR 1.00 0.00 X 0 0 0 GARY W PROCOP MD DIRECTOR 1.00 0.00 X 0 0 0 THOMAS E READ MD DIRECTOR 1.00 0.00 X 0 0 0 RANDALL K ROENIGK MD DIRECTOR 1.00 0.00 X 0 0 0 TARA B ROUSE MA CPHQ CPXP DIRECTOR (AS OF 06/23) 1.00 0.00 X 0 0 0 JUDY SCHAECHTER MD MBA DIRECTOR (THRU 06/23) 1.00 0.00 X 0 0 0 GEORGE M SEGALL MAD DIRECTOR 1.00 0.00 X 0 0 0 BARBARA WACHSMAN MPH DIRECTOR 1.00 0.00 X 0 0 0 BRENT J WAGNER MD DIRECTOR (THRU 07/23) 1.00 0.00 X 0 0 0 GEORGE D WENDEL JR MD DIRECTOR (THRU 10/23) 1.00 0.00 X 0 0 0 JOHN A WILSON MD FAANS FACS DIRECTOR 1.00 0.00 X 0 0 0 SUZANNE K WOODS MD DIRECTOR (AS OF 06/23) 1.00 0.00 X 0 0 0 AMY E YOUNG MD DIRECTOR (AS OF 10/23) 1.00 0.00 X 0 0 0 3985360 109179 734382 44 0 1 0 INTERNET TESTING SYSTEMS LLC 300 CHESTNUT AVE STE 401 BALTIMORE MD 21211 TEST ADMINISTRATION 413588 DATA RECOGNITION CORPORATION 13036 COLLECTION CENTER DRIVE CHICAGO IL 60693 TEST ADMINISTRATION 142000 GRANT THORNTON LLP 171 N CLARK ST SUITE 200 CHICAGO IL 60601 AUDIT AND TAX SERVICE 129168 INNOVATIONLABS CONSULTING AND TRAINING L 159 PINE HILL ROAD CHESTER NY 10918 CONSULTANTS 121543 ARENTFOX SCHIFF HARDIN 233 SOUTH WACKER DRIVE SUITE 7100 CHICAGO IL 60606 LEGAL SERVICES 116184 6 SUBS AND DATA SERVICES 730000 8631453 8631453 0 0 MEMBERSHIP DUES 862100 7457200 7457200 0 0 PROGRAM AND SPONSORSHI 860000 2323652 2323652 0 0 LICENSE FEES 860000 1248247 1248247 0 0 INTERNATIONAL PROGRAMS 900099 1235220 1235220 0 0 20895772 846791 846791 43781 0 43781 43781 43781 PAYROLL SERVICES 541214 21167 21167 HONORARIA 541990 500 500 21667 21808011 20895772 0 912239 3165933 7432408 392592 793280 644413 220738 233132 118992 182223 110138 567475 356558 234686 1114271 936812 332962 1186550 138244 267438 SINGAPORE INCOME TAX 34144 RECRUITMENT 5057 18468046 7265337 9266165 406580 441697 779466 827248 4199283 3905787 288660 293496 20422187 23250678 796836 796836 4539616 6353872 34498682 41229992 2149680 2172972 6143728 6427350 2070713 2814010 10364121 11414332 X 24134561 29815660 24134561 29815660 34498682 41229992 3339965 2341134 0 X 0 1 X 1 0 0 0 0 0 0 1 7457200 227451 147 227598 227451 147 527711 411996 115715 3671572 3493791 177781 293496 DUE FROM RELATED AFFILIATE 3207540 RIGHT OF USE ASSET 2419152 DEFERRED COMPENSATION PLAN 727180 6353872 OPERATING LEASE LIABILITY 2814010 2814010 X PART X, LINE 2: FIN 48 FOOTNOTE THE FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) HAS ISSUED GUIDANCE THAT REQUIRES THE TAX EFFECTS FROM UNCERTAIN TAX POSITIONS TO BE RECOGNIZED IN THE FINANCIAL STATEMENTS ONLY IF THE POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. OTHER THAN WHAT IS DISCLOSED IN NOTE M, MANAGEMENT HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN POSITIONS THAT REQUIRE RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. NOTE M OF THE AUDITED FINANCIAL STATEMENTS OUTLINES TAX EXPENSE RECEIVABLES AND PAYABLES FOR INCOME TAX PURPOSES. 1 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES SPECIALTY CERTIFICATION 1428641 0 0 0 0 0 0 1428641 0 1428641 0 0 0 0 0 0 PART I, LINE 2: PROCEDURES FOR MONITORING ASSISTANCE OUTSIDE THE U.S. THE ORGANIZATION TRACKS AND MONITORS EXPENDITURES TO ORGANIZATIONS OUTSIDE THE U.S. USING THE SAME METHODS IT USES TO TRACK AND MONITOR EXPENDITURES WITHIN THE U.S. PART I, LINE 3: ACTIVITIES PER REGION THE ORGANIZATION USES THE ACCRUAL METHOD TO ACCOUNT FOR EXPENDITURES. X X 1 1 X X X X 0 0 0 RICHARD E HAWKINS MD PRESIDENT & CEO 698120 29088 53421 2226 50131 2089 39600 1650 38345 1598 879617 36651 0 0 GREGORY OGRINC MD SVP, CERT STANDARD & PRGM 310539 34504 33300 3700 79778 8864 36047 4005 51796 5755 511460 56828 0 0 JENNIFER MICHAEL CHIEF OPERATING OFFICER 322655 0 30000 0 0 0 40052 0 40750 0 433457 0 0 0 THOMAS GRANATIR SVP POLICY & EXT. RELATIONS 261942 0 25000 0 880 0 39633 0 47907 0 375362 0 0 0 DAVID COURSEY DIRECTOR OF SALES 324317 0 4370 0 1407 0 22961 0 14268 0 367323 0 0 0 RICHARD WATERS CHIEF MARKETING OFFICER 265112 0 14510 0 0 0 20742 0 40250 0 340614 0 0 0 CARRIE RADABAUGH SVP, GOVERNANCE AND BOARD RELATIONS 223073 9295 22176 924 370 15 33109 1380 38054 1586 316782 13200 0 0 STEPHANIE DONOVAN CHIEF LEGAL OFFICER (AS OF 03/23) 224462 4581 8506 174 0 0 20327 415 41123 839 294418 6009 0 0 KRISTA ALLBEE VP, ASSESSMENT PROGRAMS 251716 0 9010 0 2474 0 19255 0 368 0 282823 0 0 0 JULIE HUBBARD CFO 234989 4796 8497 173 0 0 18205 372 14395 294 276086 5635 0 0 DORIA LESS ACCOUNT EXECUTIVE 229646 0 1690 0 206 0 10523 0 30557 0 272622 0 0 0 KATHLEEN HOLTZMAN AVP, ASSESS PROGRAMS 205612 0 6700 0 2001 0 16482 0 41739 0 272534 0 0 0 PART I, LINE 1A FIRST-CLASS OR CHARTER TRAVEL PER THE TERMS OF HIS EMPLOYMENT CONTRACT, THE PRESIDENT AND CHIEF EXECUTIVE OFFICER IS PERMITTED TO FLY FIRST CLASS FOR ORGANIZATION-RELATED BUSINESS ON FLIGHTS THAT ARE THREE HOURS IN DURATION OR LONGER. THIS BENEFIT IS NOT TAXABLE AS COMPENSATION. DISCRETIONARY SPENDING PER THE TERMS OF HIS OFFER LETTER, ONE KEY EMPLOYEE RECEIVES A TRAVEL ALLOWANCE. THE TRAVEL ALLOWANCE IS TAXABLE AS COMPENSATION. FORM 990, PART VI, SECTION A, LINE 1A DELEGATION OF AUTHORITY WITH RESPECT TO "MATERIAL DIFFERENCES IN VOTING RIGHTS AMONG MEMBERS OF THE GOVERNING BODY," THE ABMS BOARD OF DIRECTORS IS COMPRISED OF 35 VOTING MEMBERS. THE CHAIR, CHAIR-ELECT, IMMEDIATE PAST CHAIR, SECRETARY-TREASURER AND PRESIDENT AND CHIEF EXECUTIVE OFFICER EACH HAVE ONE VOTE. THE SIX PUBLIC MEMBERS EACH HAVE ONE VOTE. THE VOTES ALLOCATED TO THE 24 MEMBER BOARD EMPOWERED REPRESENTATIVES (MBERS) DEPEND ON THE TYPE OF VOTE REQUIRED BY THE BYLAWS. IF THE VOTE REQUIRED IS A "REPRESENTATIONAL VOTE," THEN EACH MBER HAS ONE VOTE. IF THE VOTE REQUIRED IS A "PROPORTIONAL VOTE," THEN THE MBERS HAVE AN ALLOCATED PORTION OF 100 VOTES BASED ON A FORMULA SET FORTH IN THE BYLAWS. IN THE CASE OF PROPORTIONAL VOTING, THE BYLAWS STATE THAT EACH MBER HAS A BASE VOTE OF TWO VOTES AND THAT THE REMAINDER OF THE 100 VOTES ARE PRORATED AMONG THE MBERS BASED ON THE NUMBER OF NEW DIPLOMATES CERTIFIED DURING A DEFINED PERIOD. AT YEAR END 2023, THERE WERE 33 VOTING MEMBERS DUE TO ATTRITION. WITH RESPECT TO THE GOVERNING BOARD DELEGATING "BROAD AUTHORITY" TO AN EXECUTIVE COMMITTEE, THE EXECUTIVE COMMITTEE OF THE ABMS BOARD OF DIRECTORS IS A STANDING COMMITTEE WITH RESPONSIBILITY FOR OVERSEEING THE CORPORATION AND WITH FULL AUTHORITY TO ACT ON BEHALF OF THE CORPORATION IN THE INTERIM BETWEEN MEETINGS OF THE ABMS BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE IS REQUIRED TO COMMUNICATE TO THE ABMS BOARD OF DIRECTORS IN A TIMELY FASHION ALL OF ITS ACTIONS TAKEN ON BEHALF OF THE CORPORATION. THE EXECUTIVE COMMITTEE IS COMPRISED OF THE FOLLOWING MEMBERS OF THE ABMS BOARD OF DIRECTORS: CHAIR, CHAIR-ELECT, IMMEDIATE PAST CHAIR, SECRETARY-TREASURER, PRESIDENT, AND CHIEF EXECUTIVE OFFICER, THREE MBERS, AND ONE PUBLIC MEMBER. FORM 990, PART VI, SECTION A, LINE 4 BELOW IS AN OUTLINE OF CHANGES MADE FROM THE REVISED BYLAWS: - STATES THE PURPOSE OF THE CORPORATION ARE ESTABLISHED BY THE ACT, THE CODE, THE CORPORATION'S ARTICLES OF INCORPORATION, THE BYLAWS, AND THE POLICES ADOPTED BY THE BOARD OF DIRECTORS. - UPDATES CLASSES OF MEMBERSHIP FROM THREE TO TWO - MEMBER BOARDS AND ASSOCIATE MEMBERS. PUBLIC MEMBERS ARE ALSO NO LONGER CONSIDERED MEMBERS AND ARE ONLY DIRECTORS. - STATES NEW MEMBER BOARDS WILL BE APPROVED FOR MEMBERSHIP IN ACCORDANCE WITH THE POLICIES AND PROCEDURES DEVELOPED BY THE BOARD OF DIRECTORS. - EXPANDS ON THE QUALIFICATIONS FOR BECOMING AN ASSOCIATE MEMBER FROM AN ORGANIZATION. - AFFIRMS ALL DIRECTORS HAVE THE RIGHT TO VOTE. - DESCRIBES NEW PROCESS WHEREBY MEMBER BOARDS APPOINT MBERS TO THE BOARD OF DIRECTORS, PROVIDED THE MBERS SATISFY THE QUALIFICATIONS ESTABLISHED BY THE GOVERNANCE COMMITTEE. - EXPANDS ON THE DIRECTOR'S FIDUCIARY DUTIES AND RESPONSIBILITIES OF LOYALTY AND CARE, DISCLOSURE OF CONFLICTS OF INTEREST AND MAINTAINING CONFIDENTIALITY OF MATTERS DISCUSSED DURING BOARD OF DIRECTOR MEETINGS. - DEFINES TYPES OF VOTES USED BY THE BOARD OF DIRECTORS. - HIGHLIGHTS RESPONSIBILITIES AND DUTIES OF THE CHAIR, CHAIR-ELECT, PAST CHAIR, SECRETARY-TREASURER, PRESIDENT AND CHIEF EXECUTIVE OFFICER, AND ASSISTANT TREASURERS AND SECRETARIES. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OR STOCKHOLDERS THERE ARE THREE CLASSES OF MEMBERS: REGULAR MEMBERS, ASSOCIATE MEMBERS AND PUBLIC MEMBERS. EACH CLASS HAS ONLY THE RIGHTS AND POWERS SET FORTH BELOW. REGULAR MEMBERS ARE ALL 24 PRIMARY AND CONJOINT MEDICAL SPECIALTY BOARDS THAT HAVE BEEN APPROVED BY ABMS FOR MEMBERSHIP. ASSOCIATE MEMBERS ARE LIMITED TO SUCH ORGANIZATIONS INTERESTED IN MEDICAL EDUCATION OR THE STANDARDS OF MEDICAL PRACTICE AS, IN THE SOLE OPINION OF ABMS, MAY ASSIST IT SIGNIFICANTLY IN THE ATTAINMENT OF ITS PURPOSES. PUBLIC MEMBERS ARE PERSONS ELECTED BY THE ABMS BOARD OF DIRECTORS TO BRING VIEWPOINTS FROM THE PUBLIC TO THE DELIBERATIONS OF THE CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A MEMBERS OR STOCKHOLDERS WHO MAY ELECT PER THE BYLAWS, CANDIDATES FOR OPEN MEMBER POSITIONS ARE RECOMMENDED BY THE RESPECTIVE MEMBER BOARD TO THE ABMS BOARD OF DIRECTORS GOVERNANCE COMMITTEE. CANDIDATES FOR PUBLIC MEMBER POSITIONS MAY BE RECOMMENDED TO THE GOVERNANCE COMMITTEE BY ANY MEMBER OF THE ABMS BOARD OF DIRECTORS, ANY MEMBER OR ASSOCIATE MEMBERS. THE GOVERNANCE COMMITTEE REVIEWS THE CRITERIA AND QUALIFICATIONS OF PROSPECTIVE CANDIDATES BEFORE NOMINATING THEM TO THE ABMS BOARD OF DIRECTORS. NEW MEMBERS OF THE ABMS BOARD OF DIRECTORS ARE ELECTED BY A REPRESENTATIONAL SUPERMAJORITY VOTE OF THE EXISTING MEMBERS OF THE ABMS BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW PROCESS ABMS RETAINED THE SERVICES OF AN INDEPENDENT CERTIFIED PUBLIC ACCOUNTING FIRM TO REVIEW FORM 990 AND ACCOMPANYING SCHEDULES. THE INDEPENDENT FIRM PRESENTS THE FORM 990 TO THE AUDIT COMMITTEE OF THE ABMS BOARD OF DIRECTORS THAT THEN APPROVES IT FOR PRESENTATION TO AND APPROVAL BY THE EXECUTIVE COMMITTEE OF THE ABMS BOARD OF DIRECTORS. AFTER APPROVAL BY THE EXECUTIVE COMMITTEE, A COMPLETE COPY OF FORM 990 IS PROVIDED TO THE ABMS BOARD OF DIRECTORS FOR FINAL APPROVAL. FORM 990, PART VI, SECTION B, LINE 12C WRITTEN CONFLICT OF INTEREST POLICY THE ABMS CONFLICT OF INTEREST AND DUALITIES OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, COUNCIL MEMBERS, COMMITTEE MEMBERS, IDENTIFIED KEY AGENTS AND EMPLOYEES. ON AN ANNUAL BASIS, ALL COVERED INDIVIDUALS ARE REQUIRED TO DISCLOSE CONFLICTS AND DUALITIES OF INTEREST IN WRITING TO THE ABMS BOARD OF DIRECTORS. AT THE BEGINNING OF ALL ABMS BOARD OF DIRECTORS AND COMMITTEE MEETINGS, PARTICIPANTS ARE REQUIRED TO DISCLOSE ANY NEW OR ADDITIONAL CONFLICTS OF INTEREST AND DUALITIES OF INTEREST. THE MINUTES OF ALL ABMS BOARD OF DIRECTORS AND COMMITTEE MEETINGS CONTAIN THE NAMES OF THE PERSONS WHO DISCLOSED OR OTHERWISE WERE FOUND TO HAVE AN ACTUAL OR POTENTIAL CONFLICT OR DUALITY OF INTEREST, THE NATURE OF THE CONFLICT OR DUALITY OF INTEREST, ANY ACTION TAKEN TO DETERMINE WHETHER A CONFLICT OR DUALITY OF INTEREST WAS PRESENT, AND THE ABMS BOARD OF DIRECTORS OR COMMITTEE'S DETERMINATION AS TO WHETHER A CONFLICT OR DUALITY OR INTEREST IN FACT EXISTED. FORM 990, PART VI, SECTION B, LINE 15 PROCESS OF DETERMINING COMPENSATION FOR THE ABMS PRESIDENT AND CHIEF EXECUTIVE OFFICER'S COMPENSATION 1. COMPARABILITY DATA FROM SIMILAR NOT FOR PROFIT HEALTH CARE ORGANIZATIONS AND INSTITUTIONS IS REVIEWED BY THE EXECUTIVE COMMITTEE OF THE ABMS BOARD OF DIRECTORS. 2. MEMBERS OF THE EXECUTIVE COMMITTEE OF THE ABMS BOARD OF DIRECTORS, WHO ARE INDEPENDENT, SET THE COMPENSATION FOR THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. FOR KEY EMPLOYEES COMPENSATION FOR KEY EMPLOYEES (AS DEFINED IN PART VII) OF ABMS IS SET BY THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. WHEN SETTING COMPENSATION, THE PRESIDENT AND CHIEF EXECUTIVE OFFICER TAKES INTO ACCOUNT COMPARABILITY DATA REGARDING COMPENSATION. THE COMPENSATION OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER AND KEY EMPLOYEES WAS LAST REVIEWED IN 2023. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS MADE AVAILABLE TO THE PUBLIC THE ARTICLES OF INCORPORATION ARE AVAILABLE THROUGH THE ILLINOIS SECRETARY OF STATE; THE CONFLICT OF INTEREST POLICY IS AVAILABLE UPON WRITTEN REQUEST TO THE ORGANIZATION. ABMS HOLDING LLC 353 N CLARK ST SUITE 1400 CHICAGO IL 60654 274201101 CERTIFICATION AND DATA SERVICES IL 10921427 61492626 ABMS ABMS ASSESSMENT SERVICES LLC 353 N CLARK ST SUITE 1400 CHICAGO IL 60654 274201326 CERTIFICATION IL ABMS HOLDING LLC ABMS SOLUTIONS LLC 353 N CLARK ST SUITE 1400 CHICAGO IL 60654 453952583 DATA SERVICES IL ABMS HOLDING LLC ABMS STRATEGIES LLC 353 N CLARK ST SUITE 1400 CHICAGO IL 60654 932235674 CERTIFICATION IL ABMS HOLDING LLC ABMS RESEARCH AND EDUCATION FOUNDATION 353 N CLARK ST SUITE 1400 CHICAGO IL 60654 237304902 SUPPORTING IL 501(C)(3) LINE 12A, I ABMS 1 0 0 0 1 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 ABMS RESEARCH AND EDUCATION FOUNDATION D 3207540 FMV ABMS RESEARCH AND EDUCATION FOUNDATION N 2530131 FMV