2024-11-11T09:31:10-06:00 2024-06-30 410746749 CLIFTONLARSONALLEN LLP 4 BATTERYMARCH PARK SUITE 100 QUINCY MA 02169 990 2023-07-01 451450956 THE RIVERWOODS GROUP RIVE 6036581786 5 WHITE OAK DRIVE EXETER NH 03833 KEVIN GOYETTE CFO 6036583035 2024-11-08 1 0 KATARZYNA O PADZIK P02268641 7819821001 2024-11-08 2023 2024-10-15 13:58:12Z JUSTINE VOGEL 5 WHITE OAK DRIVE EXETER NH 03833 16566032 0 X WWW.RIVERWOODSGROUP.ORG X 2011 NH TO PLAN, COORDINATE, IMPLEMENT AND FURTHER THE MISSIONS OF THE RIVERWOODS GROUP SYSTEM ENTITIES. 8 7 64 8 0 0 0 6396 6244616 7895092 460049 963669 0 0 6704665 8865157 0 0 0 0 6614085 7571786 0 0 0 1191818 1699589 7805903 9271375 -1101238 -406218 22411525 24855117 1423954 3529337 20987571 21325780 THE MISSION OF THE RIVERWOODS GROUP (TRWG) IS TO PLAN, COORDINATE, IMPLEMENT & FURTHER THE MISSIONS OF THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE (RWE), BIRCH HILL TERRACE (BH) DBA RIVERWOODS MANCHESTER (RWM), RIVERWOODS DURHAM (RWD), & OTHER POTENTIAL FUTURE PARTICIPANTS. 0 0 2630068 0 4157692 SUPPORT RWE: THIS PROGRAM CURRENTLY INCLUDES TWO PRIMARY FUNCTIONS:(1) TO CENTRALIZE THE ADMINISTRATIVE AND MANAGEMENT FUNCTIONS FOR THE THREE COMMUNITIES(2) TO EXPLORE OPPORTUNITIES FOR EXPANSION, AND PLAN FOR AND IMPLEMENT AN INTEGRATED SYSTEM OF NON-PROFIT, CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES 1657932 0 2192948 SUPPORT RWD: THIS PROGRAM CURRENTLY INCLUDES TWO PRIMARY FUNCTIONS:(1) TO CENTRALIZE THE ADMINISTRATIVE AND MANAGEMENT FUNCTIONS FOR THE CAMPUS(2) TO EXPLORE OPPORTUNITIES FOR EXPANSION, AND PLAN FOR AND IMPLEMENT AN INTEGRATED SYSTEM OF NON-PROFIT, CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES 1136514 0 1544452 SUPPORT RWM: THIS PROGRAM CURRENTLY INCLUDES TWO PRIMARY FUNCTIONS:(1) TO CENTRALIZE THE ADMINISTRATIVE AND MANAGEMENT FUNCTIONS FOR THE CAMPUS(2) TO EXPLORE OPPORTUNITIES FOR EXPANSION, AND PLAN FOR AND IMPLEMENT AN INTEGRATED SYSTEM OF NON-PROFIT, CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES 5424514 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 1 0 0 1 38 0 64 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 7 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NH X SHELLY CRAIG SENIOR DIRECTOR OF FINANCE 6036583007 5 WHITE OAK DRIVE EXETER NH 03833 JUSTINE VOGEL CEO 37.60 2.40 X X 504915 0 40317 KEVIN GOYETTE CFO 40.00 0.00 X 349077 0 9052 DAVID LAFFERTY CIO 40.00 0.00 X 260181 0 36670 KIMBERLY GASKELL VP OF OPERATIONS 15.00 25.00 X 260341 0 16588 CATHLEEN TOOMEY VP MARKETING 40.00 0.00 X 251888 0 16561 CYNTHIA MARTIN VP OF QUALITY 40.00 0.00 X 244969 0 14253 JOHN BOWE VP OF HUMAN RESOURCES 40.00 0.00 X 227260 0 26572 PATTY PRUE CHAIR 1.50 0.00 X X 0 0 0 JANET BAMBERG VICE-CHAIR 1.50 0.00 X X 0 0 0 TAMMY MICHAUD TREASURER 1.50 0.00 X X 0 0 0 KATHY ANDERSON TRUSTEE 1.50 0.00 X 0 0 0 PHIL RYAN TRUSTEE 1.50 0.00 X 0 0 0 KATE SKOUTERIS TRUSTEE 1.50 0.00 X 0 0 0 DAVE BROWNELL TRUSTEE (JOINED JUNE 2024) 1.50 0.00 X 0 0 0 STEVE MCPHERSON TRUSTEE (LEFT JUNE 2024) 1.50 0.00 X 0 0 0 2098631 0 160013 23 0 1 0 CLIFTON LARSON ALLEN LLP 4 BATTERYMARCH PARK SUITE 100 QUINCY MA 02169 AUDIT, TAX AND SOFTWARE DEVELOPMENT SERV 382809 CHERRY BEKAERT LLP 200 S 10TH STREET STE 900 RICHMOND VA 23219 PROFESSIONAL SERVICES 322245 GREYSTONE DEVELOPMENT COMPANY LLC 225 E JOHN CARPENTER FREEWAY IRVING TX 75062 BUSINESS DEVELOPMENT SERVICES 312624 3 6396 6396 MANAGEMENT FEE 623000 3069116 3069116 ADMINISTRATIVE FEE 623000 2608216 2608216 IT FEE 623000 2217760 2217760 7895092 718999 718999 7945545 7700875 244670 244670 244670 8865157 7895092 0 963669 957656 957656 5565546 4108777 1456769 139331 102377 36954 460650 318060 142590 448603 291592 157011 39348 29511 9837 17997 17997 30157 30157 176142 75626 100516 263909 224323 39586 70793 13186 57607 294068 294068 112434 112434 181969 27295 154674 9321 271 9050 167421 142308 25113 3782 3782 RETENTION AND RECRUITME 229040 80117 148923 DUES AND SUBSCRIPTIONS 47078 47078 BOARD RELATIONS 30324 30324 COMMUNITY RELATIONS 22115 11071 11044 3691 3691 9271375 5424514 3846861 0 2004832 10655 25889 2765297 23210 22359 289213 246224 165009 98470 1019308 319468 409362 699840 15764026 15731837 3729984 5280435 22411525 24855117 1407009 1780175 16945 1742830 0 6332 1423954 3529337 X 20987571 21325780 20987571 21325780 22411525 24855117 -406218 744427 0 X 0 1 X 1 0 X X 3 RWETHE RIVERWOODS COMPANY AT EXETER NEW HAMPSIRE 020400703 10 1 0 4495212 RWDRIVERWOODS DURHAM 820719418 10 0 0 2833675 RWM BIRCH HILL TERRACE DBA RIVERWOODS 223015416 10 0 0 1942488 3 0 9271375 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 PART IV, SECTION A, LINE 1: THE BYLAWS OF TRWG STATE "THE PURPOSE OF THE CORPORATION IS TO SUPPORT THE CHARITABLE PURPOSES AND ACTIVITIES OF THE PARTICIPANT ORGANIZATIONS." RWE, RWM, AND RWD FALL UNDER THE CATEGORY OF PARTICIPANT ORGANIZATIONS SINCE THEY ARE MEMBERS OF THE RIVERWOODS GROUP SYSTEM. TRWG IS THE SOLE MEMBER OF RWE, RWM, AND RWD. IN 2020, BIRCH HILL TERRACE (BH) ADOPTED THE DBA NAME OF RIVERWOODS MANCHESTER (RWM). PART IV, SECTION B, LINE 1: TRWG HAS A CONTINUING AND HISTORIC RELATIONSHIP WITH EACH OF THE SUPPORTED ORGANIZATIONS. THE SUPPORTED ORGANIZATIONS, RWE, RWM, AND RWD, ARE EACH CONTINUING CARE RETIREMENT COMMUNITIES (CCRC). THE SUPPORTED ORGANIZATIONS HAVE ONE SINGLE UNIFIED BOARD (CCRC BOARD) THAT IS RESPONSIBLE FOR GOVERNING EACH SUPPORTED ORGANIZATION. IN ORDER TO ENSURE TRWG IS SUFFICIENTLY ACCOUNTABLE TO THE SUPPORTED ORGANIZATIONS AND RESPONSIVE TO THEIR NEEDS, MORE THAN FIFTY PERCENT (50%) OF THE TRWG BOARD WILL BE REPRESENTATIVES NOMINATED BY THE CCRC BOARD. 979692 319468 660224 39616 39616 699840 RIGHT-OF-USE ASSETS 6332 DUE FROM RELATED ORGANIZATIONS 5274103 5280435 CURRENT PORTION OF LEASE OBLIGATION 6332 6332 X PART X, LINE 2: THE RIVERWOODS GROUP IS A NONPROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE IRC. THE ORGANIZATION FOLLOWS THE PROVISIONS OF THE INCOME TAX ACCOUNTING STANDARDS REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE APPLICATION OF THESE PROVISIONS HAS NO IMPACT ON THE ORGANIZATION'S FINANCIAL STATEMENTS. X X X X X X 0 0 0 0 0 0 0 1 0 JUSTINE VOGEL CEO 420038 0 71994 0 12883 0 11644 0 28673 0 545232 0 0 0 KEVIN GOYETTE CFO 299960 0 34778 0 14339 0 9052 0 0 0 358129 0 0 0 DAVID LAFFERTY CIO 218731 0 41450 0 0 0 7997 0 28673 0 296851 0 0 0 KIMBERLY GASKELL VP OF OPERATIONS 219849 0 35050 0 5442 0 6314 0 10274 0 276929 0 0 0 CATHLEEN TOOMEY VP MARKETING 216100 0 27588 0 8200 0 6787 0 9774 0 268449 0 0 0 CYNTHIA MARTIN VP OF QUALITY 218732 0 20235 0 6002 0 3979 0 10274 0 259222 0 0 0 JOHN BOWE VP OF HUMAN RESOURCES 202716 0 19225 0 5319 0 6891 0 19681 0 253832 0 0 0 PART I, LINE 7 ANY BONUS PAYMENT IS UP TO THE DISCRETION OF THE EMPLOYEE'S SENIOR LEADER. ANY BONUSES PAID TO SENIOR LEADERSHIP ARE ALSO SUBJECT TO REVIEW BY THE CEO. THE BONUS DETERMINATION IS BASED ON AN ANALYSIS OF THE EMPLOYEE'S PERFORMANCE DURING THE YEAR AND IS SUBJECT TO THE BUDGETARY CONSTRAINTS OF THE ORGANIZATION. THE BONUS PAID WAS INCLUDED IN 2023 W-2 COMPENSATION, AND AS SUCH IS REPORTED ON FORM 990, PART VII, COLUMN D AND SCHEDULE J, PART II, COLUMN B(II) AS FOLLOWS: JUSTINE VOGEL, CEO - $71,994 DAVID LAFFERTY, CIO - $41,450 KIMBERLY GASKELL, VP OF OPERATIONS - $35,050 KEVIN GOYETTE, CFO - $34,778 CATHLEEN TOOMEY, VP MARKETING - $27,588 CYNTHIA MARTIN, VP OF QUALITY - $20,235 JOHN BOWE, VP OF HUMAN RESOURCES - $19,225 FORM 990, PART VI, SECTION A, LINE 1A THE CHIEF EXECUTIVE OFFICER (CEO) OF TRWG WILL SERVE ON THE BOARD OF TRUSTEES (THE BOARD) AS EX-OFFICIO WITH FULL VOTING RIGHTS. THE BOARD MAY VOTE TO EXCLUDE THE CEO OF TRWG FROM ITS MEETINGS IF DISCUSSING PERSONNEL MATTERS RELATING TO THE CEO AND/OR THE COMPENSATION OF THE CEO. THE EXECUTIVE COMMITTEE WILL EXERCISE THE FULL AUTHORITY OF THE BOARD BETWEEN MEETINGS OF THE BOARD. THE EXECUTIVE COMMITTEE WILL BE RESPONSIBLE TO THE BOARD AND WILL REPORT ITS ACTIONS AT EACH MEETING OF THE BOARD. THE EXECUTIVE COMMITTEE SHALL ALSO SERVE AS THE COMPENSATION COMMITTEE OF THE BOARD. MEMBERS OF THE BOARD OF TRUSTEES WILL NOT RECEIVE COMPENSATION FOR THEIR SERVICES AS TRUSTEES; HOWEVER, A MEMBER OF THE BOARD OF TRUSTEES MAY RECEIVE REIMBURSEMENT OF DIRECT OUT-OF-POCKET EXPENSES FOR EFFORTS MADE ON BEHALF OF TRWG. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PREPARED BY TAX ADVISORS OF A NATIONAL ACCOUNTING FIRM WITH INFORMATION PROVIDED BY MANAGEMENT. DRAFT COPIES OF THE FORM 990 WILL BE DISTRIBUTED TO AND REVIEWED BY THE AUDIT COMMITTEE PRIOR TO FILING. ALL TRUSTEES ARE WELCOME TO ATTEND THE MEETING IN WHICH THE FORM 990 IS DISCUSSED. AFTER REVIEW BY THE AUDIT COMMITTEE, A FULL COPY OF THE FINAL FORM 990 WILL BE PROVIDED TO TRWG'S BOARD VIA A LINK TO A SECURE WEBSITE AND THE TRWG'S BOARD WILL BE NOTIFIED THAT IT IS AVAILABLE FOR REVIEW PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE IS SENT TO ALL TRUSTEES, OFFICERS AND KEY EMPLOYEES. THE QUESTIONNAIRE IS PREPARED AND AFFIRMATIVE ANSWERS ARE REVIEWED BY TRWG'S LEGAL COUNSEL. NO TRUSTEE SHALL PARTICIPATE AS A MEMBER OF THE BOARD IN ANY DECISION AFFECTING THAT TRUSTEE'S PERSONAL FINANCIAL WELFARE OR THE FINANCIAL WELFARE OF ANY OTHER PERSON, ORGANIZATION OR INSTITUTION WITH WHICH THAT TRUSTEE IS AFFILIATED AS AN OWNER, EMPLOYEE, BOARD MEMBER, OR STOCKHOLDER. THIS SHALL NOT PRECLUDE A TRUSTEE FROM VOTING ON MATTERS AFFECTING THE OPERATION OF TRWG FOR THE SOLE REASON THAT A FAMILY MEMBER IS A RESIDENT OF THE FACILITY. IN THE EVENT A TRUSTEE HAS SUCH A CONFLICT IN A MATTER WHICH IS BEING EXPOUNDED, DELIBERATED AND/OR VOTED UPON BY THE BOARD, SAID TRUSTEE SHALL ABSENT HIMSELF/HERSELF FROM THE BOARD, AND IF THE BOARD MEETING IS NOT OPEN TO THE PUBLIC AT LARGE, SHALL ABSENT HIMSELF/HERSELF FROM THE MEETING ROOM FOR THE TIME PERIOD DURING WHICH THE TOPIC IS UNDER DELIBERATION AND VOTE. FORM 990, PART VI, SECTION B, LINE 15 FORM 990, PART VI, SECTION B, LINE 15A: THE CEO'S SALARY IS REVIEWED AND APPROVED ANNUALLY BY THE EXECUTIVE COMMITTEE. THE BOARD CHAIR DISCUSSES SALARY AND PERFORMANCE WITH THE CEO. THIS PROCESS AND FINAL DETERMINATIONS ARE TIMELY DOCUMENTED IN THE EXECUTIVE COMMITTEE MINUTES. PAY RANGES FOR SIMILAR POSITIONS ARE ANALYZED ANNUALLY AND COMPARED TO WAGE INFORMATION OBTAINED THROUGH SALARY SURVEYS AND OTHER LABOR MARKET RESOURCES WITH SIMILAR CONDITIONS. THE EXECUTIVE COMMITTEE ALSO CONTRACTS WITH AN INDEPENDENT CONTRACTOR WHO HELPS FACILITATE THE GATHERING OF SALARY INFORMATION. THE INDEPENDENT COMPENSATION CONSULTANT REVIEWS THE CEO COMPENSATION PACKAGE FOR REASONABLENESS UNDER THE INTERMEDIATE SANCTIONS RULE (IRS SECTION 4598). CONSIDERATION IS GIVEN TO THE FOLLOWING IN DEVELOPING PAY RANGES: -PREVAILING RATES FOR SIMILAR WORK IN OTHER SIMILAR INSTITUTIONS -NATIONAL, REGIONAL, AND LOCAL SALARY PATTERNS -APPLICABLE LEGAL REQUIREMENTS -STANDARDS ESTABLISHED BY PROFESSIONAL ORGANIZATIONS -THE FINANCIAL STATUS OF TRWG THE CEO'S COMPENSATION WAS MOST RECENTLY REVIEWED DURING 2023. FORM 990, PART VI, SECTION B, LINE 15B: TOP MANAGEMENT POSITIONS, INCLUDING THE CHIEF FINANCIAL OFFICER (CFO), ARE OVERSEEN BY THE CEO, BUT FINAL REVIEW AND APPROVAL IS CONDUCTED BY THE BOARD. THIS PROCESS AND FINAL DETERMINATIONS ARE TIMELY DOCUMENTED IN THE BOARD MINUTES. ALL EXECUTIVE POSITIONS WERE REVIEWED BY AN INDEPENDENT CONSULTANT IN 2022. IN ADDITION, SALARY SURVEYS, FORM 990'S OF OTHER ENTITIES AND INTERNAL EQUITY WERE ALL CONSIDERED. SALARY RANGES FOR ALL POSITIONS WERE DEVELOPED USING SIMILAR DATA AS OUTLINED ABOVE FOR THE CEO. THE INFORMATION IS USED BY THE CEO IN THE DEVELOPMENT OF SALARY RANGES. DURING THE BUDGETING PROCESS, THE BOARD APPROVES THE COMPENSATION BUDGET WHICH LISTS EACH OFFICER AND KEY EMPLOYEE SEPARATELY. THE CFO'S COMPENSATION WAS MOST RECENTLY REVIEWED DURING 2023. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE 5 WHITE OAK DRIVE EXETER NH 03833 020400703 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 1 RIVERWOODS DURHAM 14 STONE QUARRY DRIVE DURHAM NH 03824 820719418 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 1 BIRCH HILL TERRACE 200 ALLIANCE WAY MANCHESTER NH 03102 223015416 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 1 WOMEN'S AID HOME DBA PEARL MANOR 200 ALLIANCE WAY MANCHESTER NH 03102 020222249 PROVIDE SUPPORT FOR BIRCH HILL TERRACE NH 501(C)(3) PF BIRCH HILL TERRACE 1 1 0 0 1 0 0 0 0 0 0 0 1 0 1 0 0 1 0 0 BIRCH HILL TERRACE A 60000 COST BIRCH HILL TERRACE D 2717748 OUTSTANDING AT YEAR-END THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE D 2339253 OUTSTANDING AT YEAR-END RIVERWOODS DURHAM D 217102 OUTSTANDING AT YEAR-END THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE L 4157691 COST RIVERWOODS DURHAM L 2192948 COST BIRCH HILL TERRACE L 1544452 COST THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE N 92148 COST THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE Q 5887485 COST RIVERWOODS DURHAM Q 2409493 COST BIRCH HILL TERRACE Q 2256604 COST