2024-11-06T07:15:35-06:00 2023-12-31 410746749 CLIFTONLARSONALLEN LLP 227 WEST TRADE STREET SUITE 800 CHARLOTTE NC 28202 990 2023-01-01 521862677 ASBURY COMMUNITIES INC ASBU 3012502100 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 ANDREW JEANNERET CFO 3012502100 2024-11-04 1 1 JOHN NORMAN P01506766 7049985200 2024-11-04 2023 2024-10-15 13:58:12Z DOUG LEIDIG 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 32878898 0 X WWW.ASBURY.ORG X 1994 MD EXPLORING POSSIBILITIES TO LIVE YOUR BEST LIFE BY DOING ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY, AND GRACE. 11 0 0 0 0 0 0 0 15016761 21392699 -304254 30842 0 0 14712507 21423541 0 0 0 0 14894287 16386610 0 0 0 4658936 5352184 19553223 21738794 -4840716 -315253 24179247 15512155 60492785 62876144 -36313538 -47363989 X OUR MISSION IS EXPLORING POSSIBILITIES TO LIVE YOUR BEST LIFE BY DOING ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY, AND GRACE. 0 0 16266175 0 21392699 ASBURY COMMUNITIES, INC. ("ASBURY") IS A TAX-EXEMPT, NOT-FOR-PROFIT, SUPPORTING ORGANIZATION PURSUANT TO 501(C)(3) AND 509(A)(3) OF THE INTERNAL REVENUE CODE. ASBURY PROVIDES DEFINED BUSINESS, ADMINISTRATIVE, AND OPERATIONAL SUPPORT TO A SYSTEM OF 501(C)(3) TAX-EXEMPT, NOT-FOR-PROFIT SUPPORTED ORGANIZATIONS THAT PROVIDE RESIDENTIAL LIVING AND HEALTH CARE SERVICES TO THE AGED. BEYOND RESIDENTIAL HOUSING FOR THE AGED, THE SUPPORTED ORGANIZATIONS ALSO PROVIDE ASSISTED LIVING, SKILLED NURSING, LONG TERM CARE, PACE (LIFE) PROGRAMMING, REHABILITATION, PHARMACY, AND OTHER ANCILLARY SERVICES PURSUANT TO THEIR RESPECTIVE NOT-FOR-PROFIT MISSIONS.THE ASBURY COMMUNITIES SYSTEM OF SENIOR LIVING AND HEALTH SERVICE PROVIDERS ORIGINATED WITH ASBURY METHODIST VILLAGE (GAITHERSBURG, MD), WHICH WAS ORIGINALLY ESTABLISHED IN 1926 AS THE METHODIST HOME FOR ORPHANS AND THE AGED. ALTHOUGH NO LONGER FORMALLY AFFILIATED WITH THE UNITED METHODIST CHURCH, ASBURY COMMUNITIES REMAINS COMMITTED TO THE ETHICAL PRINCIPLES AND SPIRIT OF ITS FAITH-BASED HERITAGE. THESE VALUES ARE REFLECTED IN OUR MISSION AND GUIDING PRINCIPLE OF DOING ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY, AND GRACE.THE PROVIDERS WITHIN THE ASBURY COMMUNITIES SYSTEM, ARE COMMITTED TO FULFILLING ASBURY'S MISSION FOR THOSE WE SERVE AND TO BE A VALUED PARTNER IN THE REGIONS WHERE THEY OPERATE. EACH YEAR, OUR LEADERS AND ASSOCIATES WORK WITH SERVICE ORGANIZATIONS, HEALTH PROVIDERS AND FOUNDATIONS THAT ADDRESS THE NEEDS OF THE GREATER COMMUNITY. WE ACCOMPLISH THIS IN THREE PRIMARY WAYS:-PROVIDING A BENEVOLENT CARE PROGRAM FOR ELIGIBLE RESIDENTS WHO OUTLIVE THEIR RESOURCES THROUGH NO FAULT OF THEIR OWN (SEE BELOW, 2023 BENEVOLENT CARE);-PROVIDING UNREIMBURSED MEDICAL SERVICES ABOVE MEDICAID CONTRACTED PAYMENT RATES FOR RESIDENTS RECEIVING SERVICES AT ASBURY'S SKILLED NURSING CENTERS (SEE BELOW, 2023 UNREIMBURSED SERVICES); AND,-SUPPORTING AND PARTNERING WITH NUMEROUS CHARITABLE AND COMMUNITY ORGANIZATIONS AND PROVIDING INTERNSHIP AND PROFESSIONAL DEVELOPMENT OPPORTUNITIES FOR EDUCATIONAL INSTITUTIONS AND AGING SERVICES AND HEALTH PROVIDERS, (SEE SECTION, COMMUNITY BENEFIT).ASBURY FOUNDATIONTHE ASBURY FOUNDATION, A NOT-FOR-PROFIT ORGANIZATION, SECURES PHILANTHROPIC GIFTS TO SUPPORT AND ENHANCE QUALITY OF LIFE FOR OLDER ADULTS SERVED BY THE ASBURY SYSTEM, THROUGH BENEVOLENT CARE, PROGRAMS AND SERVICES THAT PROMOTE RESIDENTS' WELL-BEING, AND SCHOLARSHIPS FOR ASBURY ASSOCIATES. ASBURY FOUNDATION HAS SECURED MORE THAN $500,000 IN SCHOLARSHIPS FUNDS, WITH MANY OF THOSE DOLLARS GOING TOWARD CAREER ADVANCEMENT IN THE NURSING AND HEALTHCARE FIELDS. THESE SCHOLARSHIPS HELP ADDRESS A NATIONAL SHORTAGE IN QUALIFIED APPLICANTS FOR CAREERS IN HEALTH CARE. THE SCHOLARSHIPS EASE THE FINANCIAL BURDEN WORKING INDIVIDUALS FACE IN SPECIALIZED DEGREES OFTEN WHILE SUPPORTING FAMILIES. SCHOLARSHIPS ARE ALSO AWARDED TO ASSOCIATES PURSUING CAREERS OUTSIDE OF HEALTH CARE.SECTION I: BENEVOLENT CARE 2023BENEVOLENT CARE IS THE PAYMENT BY THE ORGANIZATION OF RESIDENTS' FEES, INCLUDING MONTHLY, AND ANCILLARY FEES, AND CERTAIN THIRD-PARTY EXPENSES, FOR RESIDENTS WHO HAVE EXHAUSTED THEIR ASSETS AND MEET ELIGIBILITY REQUIREMENTS FOR THE PROGRAM. BENEVOLENT CARE IS AT THE HEART OF ASBURY'S GUIDING PRINCIPLE TO DO ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY, AND GRACE. IN 2023, MORE THAN $6.2 MILLION IN ANNUAL FUNDS AND UNRESTRICTED GIFTS WERE CONTRIBUTED TO HELP MEET IMMEDIATE BENEVOLENT CARE NEEDS FOR 88 COMMUNITY LIVING RESIDENTS:ASBURY METHODIST VILLAGE $1,986,699ASBURY PLACE KINGSPORT $54,360ASBURY PLACE MARYVILLE $32,945ASBURY SOLOMONS $573,262BETHANY VILLAGE $719,300NORMANDIE RIDGE $465,135RIVERWOODS $165,161SPRINGHILL $216,366TOTAL $4,213,228SECTION II: UNREIMBURSED MEDICAL SERVICESUNREIMBURSED MEDICAL SERVICES ARE THE TOTAL COST AND EXPENSES INCURRED IN THE PROVISION OF CARE TO RESIDENTS OF ASBURY'S SKILLED NURSING CENTERS THAT EXCEED THE REIMBURSEMENT PROVIDED BY CERTAIN PAYOR SOURCES, INCLUDING MEDICAID (MEDICAL ASSISTANCE).ASBURY METHODIST VILLAGE $3,786,537ASBURY PLACE KINGSPORT $0.00ASBURY PLACE MARYVILLE $341,109ASBURY SOLOMONS $581,797BETHANY VILLAGE $628,342NORMANDIE RIDGE $891,790RIVERWOODS $2,753,293SPRINGHILL $459,458TOTAL $9,442,326SECTION III: COMMUNITY BENEFITAS A NOT-FOR-PROFIT ORGANIZATION, ASBURY COMMUNITIES, INC., IS COMMITTED TO PROVIDING BENEFIT TO THE REGIONS WHERE WE OPERATE BY PARTNERING WITH ORGANIZATIONS AND INSTITUTIONS THAT PROVIDE NEEDED SERVICES TO OTHERS OR ADDRESS UNMET NEEDS. EXAMPLES OF OUR COMMUNITIES' LOCAL PRESENCE ARE WIDE RANGING. SOME CATEGORIES INCLUDE: TRAINING THE NEXT GENERATION OF CAREGIVERS AND AGING SERVICES PROFESSIONALS AND LEADERS THROUGH INTERNSHIPS AND PROFESSIONAL DEVELOPMENT PROGRAMS FOSTERING ENVIRONMENTAL SUSTAINABILITY THROUGH ENERGY-USE REDUCTION PROGRAMS AND PROJECTS THAT HELP PROTECT THE CHESAPEAKE BAY AND LOCAL WATERSHEDS SUPPORTING AT-RISK YOUTH AND FAMILIES THROUGH A MENTORING AND ADVOCACY PROGRAM WITH LOCAL GOVERNMENT AND SCHOOLS SEEKING OPPORTUNITIES TO TAKE OUR SERVICES TO AT-RISK SENIORS WHO DO NOT LIVE AT OUR COMMUNITIES THROUGH GRANTS AND PARTNERSHIPS WITH PEER ORGANIZATIONS PROVIDING MEALS ON WHEELS MEALS AND PROGRAM MANAGEMENT, AS WELL AS VOLUNTEERING FOR MEAL DELIVERY DONATING SPACE AT OUR COMMUNITIES FOR LOCAL CIVIC ORGANIZATIONS DONATING DURABLE MEDICAL EQUIPMENT OR OTHER SUPPLIES AND FOOD AND OTHER ITEMS THAT SUPPORT UNDERSERVED PEOPLE FUNDRAISING FOR AGING-RELATED ORGANIZATIONS SUCH AS ALZHEIMER'S ASSOCIATION AS WELL AS LOCAL CHARITABLE ORGANIZATIONS SUCH AS HOMELESS SHELTERS AND FOOD KITCHENS PROVIDING EDUCATIONAL PRESENTATIONS ON TOPICS BENEFICIAL TO SENIORS AND FAMILY MEMBERS PROVIDING PEER-TO-PEER PRESENTATIONS ON INNOVATIONS IN SENIOR WELLNESS AND TECHNOLOGY 16266175 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 436 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 11 0 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X X ANDREW JEANNERET 3012502100 5285 WESTVIEW DRIVE FREDERICK MD 21703 X DOUG LEIDIG PRESIDENT/EX-OFFICIO 35.00 5.00 X X 0 1020253 36279 R SCOTT COOLIDGE CHAIR 2.00 0.00 X X 15750 0 0 JULIE GILBERT VICE CHAIR 2.00 0.00 X X 15000 0 0 CHRISTINA CROLL DIRECTOR 2.00 0.00 X 8000 0 0 JEFFREY ERNICO DIRECTOR 2.00 2.00 X 15000 0 0 JEAN A MACHART DIRECTOR 2.00 0.00 X 13750 0 0 MELISSA FORS SHACKELFORD DIRECTOR 2.00 0.00 X 15000 0 0 RICHARD SHUMAN DIRECTOR 2.00 4.00 X 5600 0 0 EFONDA SPROLES DIRECTOR 2.00 2.00 X 10000 0 0 LARRY PARKS DIRECTOR 2.00 0.00 X X 12500 0 0 C ERIC WINZER DIRECTOR 2.00 0.00 X 15000 0 0 ANDREW JEANNERET CFO/TREASURER 32.00 8.00 X 0 580617 36244 ANDREW JOSEPH GENERAL COUNSEL/SECRETARY 32.00 8.00 X 0 441003 29015 SANDRA H LAWSON CHIEF GROWTH OFFICER 40.00 0.00 X 0 418959 18979 SHAUN SMITH CHIEF OFFICER 37.00 3.00 X 0 374850 40149 TODD ANDREWS ASST. SECRETARY 38.00 2.00 X 0 415851 29993 MICHAEL BARTOSZEK CHIEF OFFICER 40.00 0.00 X 0 350667 7885 KIMBERLY EHRENFRIED VICE PRESIDENT 40.00 0.00 X 0 248416 35896 RHONDA TERANTO VICE PRESIDENT 40.00 0.00 X 0 244092 28470 JONATHAN MORRISON SR DIRECTOR 40.00 0.00 X 0 225786 28068 MICHAEL REYNOLDS DIRECTOR 40.00 0.00 X 0 269032 29426 125600 4589526 320404 41 0 1 0 SODEXO INC & AFFILIATES 3181 SHORE DRIVE VIRGINIA BEACH VA 23451 DINING, MAINT, HKP, LAUNDRY 39712642 CARDINAL HEALTH 110 LLC 7000 CARDINAL PLACE DUBLIN OH 43017 PHARMACEUTICAL DISTRIBUTOR 6620982 FUSION MEDICAL STAFFING LLC 18881 W DODGE ROAD STE 300W ELKHORN NE 68022 PROFESSIONAL STAFFING 3407300 CORE BTS INC 5875 CASTLE CREEK PKWY N DR STE 32 INDIANAPOLIS IN 46250 TECHNOLOGY NETWORK MANAGEMENT 2447460 RT GLOBAL INFOSOLUTIONS PVT LTD 16 RAJIV GANDHI TECHNOLOGY PARK CHANDIGARH IN 16010-1 PROFESSIONAL STAFFING 1865990 132 MANAGEMENT FEES 541610 21392699 21392699 21392699 537365 537365 10948834 11455357 -506523 -506523 -506523 21423541 21392699 0 30842 125600 106760 18840 13076253 11077304 1998949 956500 615262 341238 1377448 957565 419883 850809 752736 98073 487853 487853 217732 216326 1406 165250 165250 91669 91669 95111 93011 2100 809261 229873 579388 643811 643170 641 344763 316555 28208 255456 255456 529383 529383 85031 85031 CONSULTING FEES 969665 287059 682606 BOARD RELATED EXPENSES 229519 229519 RECRUITING/TRAINING 188350 181263 7087 DUES AND SUBSCRIPTIONS 107384 104969 2415 131946 86916 45030 21738794 16266175 5472619 0 7307508 1236079 1075111 574250 6944862 4481823 1860731 2463039 8991671 6104051 4944226 5134736 24179247 15512155 26347921 31253335 34144864 31622809 60492785 62876144 X -36313538 -47363989 -36313538 -47363989 24179247 15512155 X -315253 1527071 -12262269 X X 0 1 X 1 1 1 X X X 7 ASBURY ATLANTIC INC 520607956 10 1 0 0 ASBURY COMMUNITIES HCBS INC 450634490 10 1 0 0 ASBURY FOUNDATION INC 521862674 7 1 0 0 ASBURY INC 620630670 10 1 0 0 ALBRIGHT CARE SERVICES 231887138 10 1 0 0 BETHANY DEVELOPMENT CORPORATION 232078064 10 0 0 0 ASBURY LIVING INC 933545102 10 0 0 0 7 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 SCHEDULE A, PART I, LINE 12G, COLUMN VI ASBURY COMMUNITIES, INC. PROVIDES SPECIFIC BUSINESS AND OPERATIONAL SERVICES AS WELL AS POLICY AND GUIDANCE TO ITS SUPPORTED ORGANIZATIONS, ASBURY ATLANTIC, INC., ASBURY COMMUNITIES HCBS, INC., ASBURY FOUNDATION, INC., ASBURY, INC., ALBRIGHT CARE SERVICES, ASBURY LIVING, INC., AND BETHANY DEVELOPMENT CORPORATION. ASBURY COMMUNITIES, INC. PROVIDES CLINICAL, OPERATIONAL, FINANCE, MARKETING, COMMUNICATIONS, LEGAL, HUMAN RESOURCES, COMPLIANCE, RISK MANAGEMENT, PROJECT DEVELOPMENT, AND STRATEGIC PLANNING SERVICES. ASBURY COMMUNITIES, INC. HAS A SERVICES AGREEMENT WITH ITS SUPPORTED ORGANIZATIONS THAT OUTLINES THE SERVICES PROVIDED. FOR THE PURPOSE OF SCHEDULE A PART I LINE 12G(VI), THE AMOUNT OF OTHER SUPPORT HAS NOT BEEN ATTRIBUTED TO ANY OF THE INDIVIDUAL SUPPORTED ORGANIZATIONS. HOWEVER, THE ORGANIZATION DOES BELIEVE THE AMOUNT OF SUPPORT PROVIDED TO THESE ENTITIES IS $21,513,482 A PORTION OF WHICH ASBURY COMMUNITIES IS REIMBURSED FOR. ALSO INCLUDED IN TOTAL EXPENSES IS $225,313 OF SUPPORT PROVIDED TO THE ASBURY GROUP, INC. FOR WHICH ASBURY COMMUNITIES IS REIMBURSED. THE TOTAL OF THESE AMOUNTS EQUALS $21,738,795 - TOTAL EXPENSE REPORTED IN PART IX IN THE FORM 990. SCHEDULE A, PART IV, SECTION E, LINE 3A THE ORGANIZATION'S BOARD OF DIRECTORS HAS RESERVED POWERS TO REMOVE AND ELECT DIRECTORS OF THE SUPPORTED ORGANIZATIONS. SCHEDULE A, PART IV, SECTION E, LINE 3B ASBURY COMMUNITIES, INC. PROVIDES CLINICAL, OPERATIONAL, FINANCE, MARKETING, COMMUNICATIONS, LEGAL, HUMAN RESOURCES, COMPLIANCE, RISK MANAGEMENT, PROJECT DEVELOPMENT, AND STRATEGIC PLANNING SERVICES. IN THAT REGARD, THE ORGANIZATION SETS OR PROVIDES SIGNIFICANT INPUT IN THE POLICIES AND PROCEDURES THAT GOVERN THESE FUNCTIONAL AREAS AT THE SUPPORTED ORGANIZATION. ADDITIONALLY, FOR PURPOSES OF EFFICIENCY, CERTAIN ACTIVITIES ARE CENTRALIZED AT THE ORGANIZATION'S HOME OFFICE AND THEREBY GUIDED BY THE POLICIES AND PROCEDURES AS SET BY THE ORGANIZATION. PART IV, SECTION A, LINE 1: ACOMM'S SUPPORTED ORGANIZATIONS ARE DESIGNATED BY CLASS OR PURPOSE. THE GOVERNING DOCUMENTS LIST ASBURY ATLANTIC, INC., ASBURY, INC., ALBRIGHT CARE SERVICES, ASBURY COMMUNITIES, HCBS, INC., AND ASBURY FOUNDATION, INC. BY NAME, AND ANY FUTURE ENTITES WHICH MAY BECOME SUPPORTED ORGANIZATIONS SO LONG AS SUCH ENTITIES ARE EXEMPT FROM TAXATION UNDER SECTION 501(C)(3) AND DESCRIBED IN SECTION 509(A)(1) OR (A)(2) OF THE INTERNAL REVENUE CODE. PART IV, SECTION A, LINE 5A: (I) ASBURY LIVING, INC. (II) DURING 2023, ACOMM FORMED ASBURY LIVING, INC. (ASBURY LIVING), A PENNSYLVANIA NONPROFIT CORPORATION, TO OPERATE ASBURY GRACE PARK AND ASBURY IVY GABLES. ACOMM IS THE SOLE MEMBER OF ASBURY LIVING. SCHEDULE A, PART IV, SECTION D, LINE 3 THE AUDIT, FINANCE AND INVESTMENT COMMITTEE MAKES RECOMMENDATIONS ON INVESTMENTS AND FINANCIAL MATTERS AND REVIEWS ALL OF THE ASBURY ENTITIES' BUDGETS PRIOR TO BEING PRESENTED TO THE BOARD OF THE SUPPORTING AND/OR SUPPORTED ORGANIZATIONS FOR ACTION. TO DATE THE RECOMMENDATIONS OF THE AUDIT, FINANCE AND INVESTMENT COMMITTEE HAVE BEEN FOLLOWED IN ALL INSTANCES. 395439 200339 195100 6549423 4281484 2267939 2463039 DEPOSITS 1160237 INVESTMENT IN PRIVATE EQUITY FUND 154809 RIGHT OF USE ASSETS 2299375 INVESTMENT IN THE ASBURY GROUP, INC. 1291616 OTHER RECEIVABLES 228699 5134736 DUE TO SUPPORTED ORGANIZATIONS 28867263 LEASES PAYABLE 2755546 31622809 X PART X, LINE 2: ACOMM AND AFFILIATES, EXCEPT THE ASBURY GROUP, INC. (TAG) AND IVA, INC., ARE EXEMPT FROM FEDERAL INCOME TAXES PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC); ACCORDINGLY, NO PROVISION FOR INCOME TAXES IS REQUIRED AS THERE ARE NO UNRELATED TRADES OR BUSINESSES. TAG AND IVA ARE ORGANIZED AS FOR-PROFIT ENTITIES AND ARE SUBJECT TO FEDERAL AND STATE INCOME TAXES. INCOME TAXES FOR TAG AND IVA ARE RECORDED AS DEFERRED TAX ASSETS AND INCLUDED IN OTHER RECEIVABLES AND PREPAID EXPENSES IN THE ACCOMPANYING CONSOLIDATED BALANCE SHEETS TO REFLECT TEMPORARY BOOK AND TAX DIFFERENCES. THE COMPANY HAS IMPLEMENTED PROCESSES TO ENSURE COMPLIANCE WITH THE IRC INTERMEDIATE SANCTIONS PROVISIONS FOR ALL ITS SUPPORTED ORGANIZATIONS, INCLUDING THE COMPANY. THIS INCLUDES AN INDEPENDENT REVIEW BY THE BOARD'S COMPENSATION COMMITTEE OF ALL COMPENSATION ARRANGEMENTS WITH DISQUALIFIED PERSONS AND OUTSIDE COMPENSATION CONSULTANTS TO PROVIDE INDEPENDENT THIRD-PARTY REVIEW AND ADVISEMENT, AND THE IMPLEMENTATION OF A DETAILED CONFLICT-OF-INTEREST POLICY AND ANNUAL DISCLOSURE PROCESS FOR ALL DISQUALIFIED PERSONS. THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION MUST BE RECOGNIZED ONLY IF IT IS MORE-LIKELY-THAN-NOT THAT THE TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE RESOLUTION. THE COMPANY'S REASSESSMENT OF ITS TAX POSITIONS DID NOT HAVE A MATERIAL IMPACT ON THE COMPANY'S RESULTS OF OPERATIONS OR FINANCIAL POSITION. THE COMPANY'S INCOME TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. THE COMPANY IS NOT AWARE OF ANY ACTIVITIES THAT WOULD JEOPARDIZE ITS TAX-EXEMPT STATUS. X X X X X X 0 1 0 0 0 1 1 0 0 DOUG LEIDIG PRESIDENT/EX-OFFICIO 0 587948 0 241200 0 191105 0 9754 0 26525 0 1056532 0 171430 ANDREW JEANNERET CFO/TREASURER 0 392589 0 135322 0 52706 0 17730 0 18514 0 616861 0 50895 ANDREW JOSEPH GENERAL COUNSEL/SECRETARY 0 306669 0 84064 0 50270 0 12270 0 16745 0 470018 0 47871 TODD ANDREWS ASST. SECRETARY 0 317742 0 97350 0 759 0 14466 0 15527 0 445844 0 0 SANDRA H LAWSON CHIEF GROWTH OFFICER 0 285861 0 0 0 133098 0 12154 0 6825 0 437938 0 131814 SHAUN SMITH CHIEF OFFICER 0 305642 0 66835 0 2373 0 16117 0 24032 0 414999 0 0 MICHAEL BARTOSZEK CHIEF OFFICER 0 297499 0 51188 0 1980 0 7885 0 0 0 358552 0 0 MICHAEL REYNOLDS DIRECTOR 0 259277 0 6789 0 2966 0 10912 0 18514 0 298458 0 0 KIMBERLY EHRENFRIED VICE PRESIDENT 0 222927 0 25008 0 481 0 9371 0 26525 0 284312 0 0 RHONDA TERANTO VICE PRESIDENT 0 216746 0 26023 0 1323 0 9956 0 18514 0 272562 0 0 JONATHAN MORRISON SR DIRECTOR 0 204562 0 20424 0 800 0 9554 0 18514 0 253854 0 0 PART I, LINE 3 THE COMPENSATION OF THE ORGANIZATION'S CEO AND ALL PERSONS DEEMED POTENTIALLY DISQUALIFIED IS REVIEWED AND RECOMMENDED TO THE BOARD OF ASBURY COMMUNITIES, INC. BY THE COMPENSATION COMMITTEE OF THE BOARD. PART I, LINE 4B THE PRESIDENT, CFO, GENERAL COUNSEL, AND CHIEF GROWTH OFFICER PARTICIPATE IN A 457(F) PLAN AND RECEIVED DISTRIBUTIONS OF $171,430, $50,895, $47,871, AND $131,814, RESPECTIVELY, IN 2023. THERE WERE NO OTHER PLAN DISTRIBUTIONS. PART I, LINE 6 EXECUTIVE INCENTIVE COMPENSATION IS BASED IN PART UPON THE OPERATING RATIO FROM THE CONSOLIDATED ASBURY COMMUNITIES, INC. FINANCIAL STATEMENTS. THE OPERATING RATIO MEASURES WHETHER CURRENT YEAR CASH OPERATING REVENUES ARE SUFFICIENT TO COVER CURRENT YEAR CASH OPERATING EXPENSES. SEE ABOVE FORM 990, PART VII, SECTION A THE ORGANIZATION DOES NOT ADMINISTER ANY W-2S. ALL W-2S ARE FILED UNDER THE EIN OF AFFILIATED ASSOCIATES, INC., A RELATED PARTY 501(C)(3) ORGANIZATION CREATED TO SUPPORT THE TAX EXEMPT FUNCTIONS OF ASBURY COMMUNITIES AND AFFILIATES BY ADMINISTERING PAYROLL FUNDS. THE COMPENSATION REPORTED ON FROM 990, PART VII AND PART IX REFLECTS THE COMPENSATION PAID BY ASBURY COMMUNITIES, INC. FOR THOSE ASSOCIATES DIRECTLY ALLOCATED TO ASBURY COMMUNITIES, INC. PURSUANT TO AN EMPLOYEE LEASE AGREEMENT. FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE WILL CONSIST OF THE CHAIR, VICE CHAIR, AND PRESIDENT/CEO. THE CHAIR OF THE BOARD OF DIRECTORS SHALL SERVE AS CHAIR OF THE EXECUTIVE COMMITTEE AND MAY APPOINT TWO (2) ADDITIONAL DIRECTORS TO SERVE ON THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE MAY ACT IN PLACE OF THE BOARD WHEN THERE IS BUSINESS OF THE CORPORATION TO BE TRANSACTED BETWEEN REGULAR MEETINGS AND CONVENING A SPECIAL MEETING WAS DEEMED BY THE CHAIR TO NOT BE NECESSARY OR POSSIBLE. THE FULL BOARD WILL BE NOTIFIED WITHIN FIFTEEN (15) DAYS OF ANY ACTIONS OF THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE WILL HAVE NO POWER TO (1) ELECT OR REMOVE ANY MEMBER OR OFFICER OF THE BOARD OF DIRECTORS, (2) AMEND THE ARTICLES OF INCORPORATION OR BYLAWS OF THE CORPORATION, OR (3) TAKE SUCH OTHER ACTION AS RESTRICTED BY APPLICABLE LAW. FORM 990, PART VI, SECTION B, LINE 11B ASBURY COMMUNITIES, INC. IS THE SOLE MEMBER OF ASBURY FOUNDATION, INC., ASBURY ATLANTIC, INC., ASBURY, INC., BETHANY DEVELOPMENT CORPORATION, ALBRIGHT CARE SERVICES, AND ASBURY COMMUNITIES HCBS, INC. ASBURY COMMUNITIES, INC. HAS A SYSTEM-WIDE AUDIT, FINANCE, AND INVESTMENT COMMITTEE (AFIC). THE ASBURY COMMUNITIES, INC. BOARD OF DIRECTORS HAS DELEGATED A REVIEW OF THE FORM 990 TO THE SYSTEM AFIC WHICH PERFORMED ITS REVIEW ON 10/23/24. THE ASBURY COMMUNITIES, ASBURY FOUNDATION, ASBURY ATLANTIC, ASBURY COMMUNITIES HCBS, ASBURY, INC., ALBRIGHT CARE SERVICES, AND BETHANY DEVELOPMENT CORPORATION BOARD OF DIRECTORS WERE FORWARDED A COPY OF THEIR RESPECTIVE DRAFT FORM 990 FOR THEIR REVIEW AND PROVIDED A LINK TO A RECORDING OF THE AFIC MEETING IF MEMBERS CHOSE TO LISTEN TO THE MEETINGS AS THEY REVIEWED ANY OF THE FORM 990S. ALL DIRECTORS MAY POSE QUESTIONS OR ASK FOR CLARIFICATION FROM STAFF AND THE AFIC. FORM 990, PART VI, SECTION B, LINE 12C THE ASBURY COMMUNITIES CONFLICT OF INTEREST POLICY WAS APPROVED BY THE BOARD OF DIRECTORS. THE COMPLIANCE OFFICER IS RESPONSIBLE FOR THE POLICY AND OVERSEES THE IMPLEMENTATION OF THE PROCESS. ALL THE ENTITIES WITHIN THE ASBURY COMMUNITIES SYSTEM ARE SUBJECT TO THE POLICY. ANNUALLY, THE COMPLIANCE OFFICER CONDUCTS A COMPREHENSIVE CONFLICT DISCLOSURE PROCESS COVERING ALL MEMBERS OF THE GOVERNING BOARDS, SYSTEM WIDE COMMITTEES, AND INDIVIDUALS IN MANAGEMENT POSITIONS. EACH PERSON COMPLETES A CONFLICT OF INTEREST DISCLOSURE FORM AND IS ADVISED OF THEIR FIDUCIARY OBLIGATIONS. THE COMPLIANCE OFFICER, WHO HAD A DIRECT REPORTING LINE TO THE CHAIR OF THE GOVERNANCE AND NOMINATIONS COMMITTEE AND REPORTS QUARTERLY TO THE GOVERNANCE AND NOMINATIONS COMMITTEE, ANALYZES ALL DISCLOSURE FORMS FOR POTENTIAL CONFLICTS, AND PREPARES A REPORT FOR THE GOVERNANCE AND NOMINATIONS COMMITTEE. A REPORT WAS MADE TO THE BOARD THAT THERE WERE NO CONFLICTS DURING 2023. WHEN AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST ARISES INVOLVING A BOARD OR COMMITTEE MEMBER, THE GOVERNANCE AND NOMINATIONS COMMITTEE IS INFORMED AND WILL FOLLOW SPECIFIC PROTOCOL OUTLINED IN THE CONFLICT OF INTEREST POLICIES AND PROCEDURES. FORM 990, PART VI, SECTION B, LINE 15 ON AN ANNUAL BASIS, THE COMPENSATION COMMITTEE RELIES ON STAFF FEEDBACK AND THE DATA AND RECOMMENDATIONS PROVIDED BY AN EXTERNAL COMPENSATION CONSULTANT TO ASCERTAIN THE REASONABLENESS OF COMPENSATION AND BENEFITS OF ALL OF THE DIRECT REPORTS OF THE CEO AND OTHER POTENTIALLY DISQUALIFIED PERSONS. IN ADDITION, THE COMPENSATION COMMITTEE REVIEWS THE ORGANIZATION'S PROGRESS TOWARDS KEY PERFORMANCE INDICATORS SELECTED FOR INCENTIVIZING PERFORMANCE OF DISQUALIFIED PERSONS THROUGH A PERFORMANCE BASED-COMPENSATION PROGRAM. QUARTERLY, THE COMPENSATION COMMITTEE REVIEWS UPDATES TO THE OVERALL BENEFITS AND COMPENSATION PLAN FOR THE ORGANIZATION AS WELL AS PROGRESS ON THE ORGANIZATION'S EMPLOYER OF CHOICE STRATEGIC GOALS. ALSO ON AN ANNUAL BASIS, THE COMPENSATION COMMITTEE SPECIFICALLY REVIEWS THE COMPENSATION AND BENEFITS OF THE CEO USING THE DATA GATHERED BY THE COMPENSATION CONSULTANT AT THE DIRECTION OF THE COMMITTEE AND PROVIDES INPUT TO THE FULL BOARD OF DIRECTORS IN ORDER TO SUPPORT THEIR DECISION MAKING PROCESS REGARDING THE CEO'S COMPENSATION. THE COMPENSATION COMMITTEE CHARTER, THE EXECUTIVE COMPENSATION PHILOSOPHY, AND THE EXECUTIVE INCENTIVE PLAN WERE REVIEWED MOST RECENTLY IN 2023. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. AUDITED FINANCIAL STATEMENTS ARE AVAILABLE FOR PUBLIC VIEWING ON OUR WEBSITE (WWW.ASBURY.ORG). FORM 990, PART VII, SECTION A THE ORGANIZATION DOES NOT ADMINISTER ANY W-2S. ALL W-2S ARE FILED UNDER THE EIN OF AFFILIATED ASSOCIATES, INC., A RELATED PARTY 501(C)(3) ORGANIZATION CREATED TO SUPPORT THE TAX EXEMPT FUNCTIONS OF ASBURY COMMUNITIES AND AFFILIATES BY ADMINISTERING PAYROLL FUNDS. THE COMPENSATION OF ASBURY COMMUNITIES' OFFICERS, HIGHEST COMPENSATED EMPLOYEES, AND KEY EMPLOYEES AS SHOWN ON THE FORM 990, PART VII, SECTION A, NOT ONLY RELATES TO THEIR RESPONSIBILITIES AT ASBURY COMMUNITIES, INC. BUT ALSO REFLECTS THEIR RESPONSIBILITY TO PROVIDE EXECUTIVE MANAGEMENT FUNCTIONS, AS WELL AS POLICY AND OVERALL GUIDANCE TO ITS SUPPORTED AND RELATED ORGANIZATIONS. THE COMPENSATION IS PAID BY ASBURY COMMUNITIES FOR THOSE ASSOCIATES DIRECTLY ALLOCATED TO ASBURY COMMUNITIES PURSUANT TO AN EMPLOYEE LEASE AGREEMENT. ASBURY COMMUNITIES, INC., THE SUPPORTING ORGANIZATION ALONE HAD 87 EMPLOYEES AS OF 12/31/2023. THESE EMPLOYEES ARE RESPONSIBLE FOR PROVIDING EXPERTISE AND GUIDANCE TO MULTIPLE SUPPORTED ORGANIZATIONS IN THE ASBURY SYSTEM WHICH SERVES MORE THAN 5,000 RESIDENTS AND CLIENTS AND EMPLOYS MORE THAN 2,400 EMPLOYEES. THE 2023 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR ASBURY COMMUNITIES, INC. HAD TOTAL REVENUES IN EXCESS OF $308 MILLION AND TOTAL ASSETS IN EXCESS OF $662 MILLION. FORM 990, PART XI, LINE 9: TRANSFERS TO AND FROM SUPPORTED ORGANIZATIONS -1,352,750. LOSS ON DISCONTINUED OPERATIONS -10,909,519. FORM 990, PART XII, LINE 2C THERE HAS BEEN NO CHANGE IN OVERSIGHT PROCESS FROM THE PRIOR YEAR. 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