2023-05-09T20:02:32-05:00 2022-06-30 910189318 MOSS ADAMS LLP 101 SECOND STREET SUITE 900 SAN FRANCISCO CA 94105 990 2021-07-01 941156566 MILLS COLLEGE MILL 6173732000 360 HUNTINGTON AVENUE BOSTON MA 02115 THOMAS NEDELL SVP FINANCE & TREASURER 6173732000 2023-05-09 1 THOMAS NEDELL 999009999 MICHAEL LUMSDEN P01262236 4159561500 2023-05-09 3 AAL1 IAL1 2021 2023-04-26 12:10:37Z X X JOSEPH E AOUN 360 HUNTINGTON AVENUE BOSTON MA 02115 114717931 0 X WWW.MILLS.EDU X 1852 CA FOUNDED IN 1852 AND LOCATED IN OAKLAND, CALIFORNIA, IN THE HEART OF THE SAN FRANCISCO BAY AREA, MILLS COLLEGE ("THE COLLEGE") IS A LIBERAL ARTS COLLEGE FOR WOMEN AND GENDER NON-BINARY STUDENTS, WITH GRADUATE PROGRAMS FOR ALL GENDERS. EFFECTIVE JUNE 30, 2022, THE ORGANIZATION MERGED WITH NORTHEASTERN UNIVERSITY. X 23 22 1017 22 113868 0 12154165 11537101 30402318 26216699 22069767 2618652 2350023 2674132 66976273 43046584 11167366 12089252 0 0 35475466 39935778 0 0 1649009 29525039 28541393 76167871 80566423 -9191598 -37519839 350121466 0 46952459 0 303169007 0 X MILLS COLLEGE IS AN INDEPENDENT LIBERAL ARTS COLLEGE FOR WOMEN AND GENDER NONBINARY STUDENTS, WITH GRADUATE PROGRAMS FOR ALL GENDERS. THE COLLEGE EDUCATES STUDENTS TO THINK CRITICALLY AND COMMUNICATE RESPONSIBLY AND EFFECTIVELY, TO ACCEPT THE CHALLENGES OF THEIR CREATIVE VISIONS, AND TO ACQUIRE THE KNOWLEDGE AND SKILLS NECESSARY TO EFFECT THOUGHTFUL CHANGES IN A GLOBAL, MULTICULTURAL SOCIETY. 0 0 37618276 12052819 20693586 WITH A TOTAL ENROLLMENT OF 868 STUDENTS, REPRESENTING 34 STATES AND 12 COUNTRIES, THE COLLEGE PROVIDES INSTRUCTION, RESEARCH, PUBLIC SERVICE, AND ACADEMIC SUPPORT TO 461 UNDERGRADUATE, 379 GRADUATE, AND 28 NON-DEGREE STUDENTS. ON THE UNDERGRADUATE SIDE, STUDENTS OF COLOR REPRESENT 66% OF THE CLASS, AND 44% ARE FIRST-GENERATION STUDENTS; ON THE GRADUATE SIDE, STUDENTS OF COLOR REPRESENT 59% OF THE CLASS. THE COLLEGE'S UNDERGRADUATE HISPANIC POPULATION IS 32%, MAKING US ELIGIBLE TO DECLARE AS A HISPANIC-SERVING INSTITUTION (HSI). THE COLLEGE PROVIDES FINANCIAL AID, SCHOLARSHIPS, AND FELLOWSHIPS TO BOTH OUR UNDERGRADUATE AND GRADUATE STUDENTS. A TOTAL OF 28% OF OUR STUDENTS RECEIVE CAL GRANTS, AND 44% ARE ELIGIBLE FOR PELL GRANTS. THE PERCENTAGE OF GRADUATE STUDENTS RECEIVING FINANCIAL AID WAS 84%, WITH MILLS PROVIDING $2.8 MILLION IN SCHOLARSHIPS AND GRANTS OUT OF A TOTAL OF $12.7 OF ANY FINANCIAL AID AWARDED TO GRADUATE STUDENTS. EFFECTIVE JUNE 30, 2022, THE ORGANIZATION MERGED WITH NORTHEASTERN UNIVERSITY. 26490411 36433 6479737 THE COLLEGE PROVIDES AUXILIARY SERVICES, INCLUDING STUDENT HOUSING, FOOD SERVICES, AND OTHER STUDENT SERVICES. 64108687 1 1 0 0 0 0 0 1 0 1 0 0 0 0 0 1 1 0 1 0 1 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 1 1 0 0 1 1 0 0 0 1 1522 0 1 1017 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 23 22 0 1 1 0 1 1 0 1 1 0 0 0 1 1 1 1 1 1 1 0 CA FL IL KY MA MD MI NH NY OR PA SC WI X THOMAS NEDELL 6173735374 360 HUNTINGTON AVE BOSTON MA 02115 ELIZABETH HILLMAN PRESIDENT 60.00 X X 419349 0 160718 KATIE SANBORN BOARD CHAIR 5.00 X X 0 0 0 LIZ PARKER BOARD VICE CHAIR 2.00 X X 0 0 0 OPHELIA BASGAL BOARD TRUSTEE 1.00 X 0 0 0 JOHN BRABSON BOARD TRUSTEE 1.00 X 0 0 0 JACKI BROWN BOARD TRUSTEE 1.00 X 0 0 0 LARRY COLTON BOARD TRUSTEE 1.00 X 0 0 0 LESLIE DECKER BOARD TRUSTEE 1.00 X 0 0 0 LYN FLANIGAN BOARD TRUSTEE 1.00 X 0 0 0 ADRIENNE FOSTER BOARD TRUSTEE 1.00 X 0 0 0 SABRINA KWIST BOARD TRUSTEE 1.00 X 0 0 0 KONDA MASON BOARD TRUSTEE 1.00 X 0 0 0 KAREN MAY BOARD TRUSTEE 1.00 X 0 0 0 ALEX MOSES BOARD TRUSTEE 1.00 X 0 0 0 VIJI NAKKA-CAMMAUF BOARD TRUSTEE 1.00 X 0 0 0 ANNE O'BRIEN BOARD TRUSTEE 1.00 X 0 0 0 ERIC ROBERTS BOARD TRUSTEE 2.00 X 0 0 0 MARILYN SCHUSTER BOARD TRUSTEE 2.00 X 0 0 0 BOB THOMPSON BOARD TRUSTEE 1.00 X 0 0 0 GLENN VOYLES BOARD TRUSTEE 1.00 X 0 0 0 CARMEN WILEY BOARD TRUSTEE 1.00 X 0 0 0 KRISTEN WOLFE BOARD TRUSTEE 2.00 X 0 0 0 DEBI WOOD BOARD TRUSTEE 1.00 X 0 0 0 MARIA CAMMARATA VP FOR FINANCE & ADMIN / TREASURER 50.00 X 250564 0 15141 CARRIE HALL BOARD SECRETARY / SENIOR EA TO PRES 40.00 X 139862 0 13728 PATRICIA HARDAWAY JD INT. PROVOST & DEAN OF THE FACULTY 50.00 X 0 0 0 RENEE JADUSHLEVER VP FOR STRATEGIC COMMS & OPERATIONS 50.00 X 225360 0 20745 NIKOLE ADAMS ASSOCIATE VP FOR INST ADVANCEMENT 40.00 X 172138 0 2682 CHICORA MARTIN VP STUDENT LIFE / DEAN OF STUDENTS 40.00 X 152847 0 60811 KAMALA GREEN ASSOCIATE VP OF HUMAN RESOURCES 40.00 X 205318 0 14238 WENDI WILLIAMS PROFESSOR OF EDUCATION 40.00 X 174441 0 10027 ROBYNNE LOFTON AVP ENROLL MGMT & STUD FIN SRVCS 40.00 X 172250 0 2581 EKATERINA KARNIOUCHINA DEAN, LOKEY SCHOOL / PROFESSOR 40.00 X 172090 0 3686 JUDITH SILVA ASSOCIATE VP OF MARKETING 40.00 X 169928 0 11914 JULIA OPARAH FORMER PROVOST & DEAN OF THE FACULTY 0.00 X 151435 0 7620 2405582 0 323891 55 1 1 0 HOGAN LOVELLS UC LLP COLUMBIA SQUARE 555 13TH ST NW WASHINGTON DC 200041109 LEGAL SERVICES 1694406 BON APPETIT (COMPASS GROUP) PO BOX 59184 BOULDER CO 803229184 FOOD SERVICE PROVIDER 1168652 IMPEC GROUP INC 3350 SCOTT BLVD BLDG 8 SANTA CLARA CA 95054 FACILITY MANAGEMENT 934545 NOODLE PARTNERS INC 860 BROADWAY FLOOR 6 NEW YORK NY 10003 ONLINE SCHOOL RESOURCES PROVIDER 554525 BRIGHTSPARK TRAVEL INC 8750 WEST BRYN MAWR AVE STE 450E CHICAGO IL 60631 TRAVEL MANAGEMENT - TOURS 249969 22 6266687 5270414 77238 11537101 TUITION AND FEES 611710 20693586 20693586 AUXILIARY ENTERPRISES 611710 5523113 5463580 59533 26216699 121918 54335 67583 74167081 1000 71550647 120700 2616434 -119700 2496734 2496734 MISCELLANEOUS REVENUE 561000 1717508 1717508 FACILITIES REVENUE 561000 956624 956624 2674132 43046584 27113790 113868 4281825 12089252 12089252 1691286 217591 1279501 194194 31258644 26200022 4193977 864645 502210 398596 85442 18172 3987278 2987237 872076 127965 2496360 2109288 322033 65039 2198270 960 2176442 20868 214413 2661 211752 1840357 1462807 339721 37829 5600253 4398258 1156745 45250 24522 15744 8746 32 842023 664035 123173 54815 1526538 577919 879526 69093 7797542 7013432 766402 17708 305538 281437 21504 2597 97424 83428 13934 62 956061 759925 176484 19652 4610506 3664659 851076 94771 939354 74892 864462 HOSPITALITY 452730 259796 176617 16317 COLLEGE/STUDENT EVENT 257958 257396 562 INDIRECT COSTS 166270 166262 8 BAD DEBT EXPENSE 140919 140919 570715 282171 288544 80566423 64108687 14808727 1649009 3480264 0 14250223 0 14979969 0 3080156 0 0 0 0 32171 0 1372943 0 0 0 95006130 0 77066946 0 136945312 0 414609 0 0 3492743 0 350121466 0 5874309 0 782820 0 24253909 0 5000000 0 1999800 0 9041621 0 46952459 0 X 64091751 0 239077256 0 303169007 0 350121466 0 X -37519839 -25526277 -240122891 X 0 1 X 1 1 1 X 11692482 13632209 20080897 12154165 11357101 68916854 11692482 13632209 20080897 12154165 11357101 68916854 2882602 66034252 1802160 2160478 1691260 3214543 67583 8936024 0 0 0 0 52165 52165 290553 638931 3273581 1902728 2674132 8779925 86684968 208643875 0.76180 0.77350 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: MISCELLANEOUS REVENUE - 2017 AMOUNT: $ 290,553. 2018 AMOUNT: $ 638,931. 2019 AMOUNT: $ 3,273,581. 2020 AMOUNT: $ 1,902,728. 2021 AMOUNT: $ 2,674,132. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 18000 0 X X X X 1 225622133 3605354 -22842260 3437318 9944960 1840357 191162592 187318992 1474369 51172798 2292026 10334397 1717603 225622133 196403975 1043204 3675311 2399447 10140203 1263848 187318992 191278617 4837256 10527930 2663987 6347403 1228438 196403975 183274856 5759977 12394662 1790153 7254180 1106545 191278617 0.03610 0.83150 0.13240 0 0 0 X 718101 -25526277 -14907514 -40433791 41151892 1840357 54335 1894692 43046584 67675348 0 67675348 1840357 11050718 12891075 80566423 PART III, LINE 4: COLLECTION ITEMS ARE ACQUIRED BY DONATION AND INCLUDE WORKS OF ART, RARE BOOKS, AND OTHER DOCUMENTS. COLLECTIONS ARE HELD FOR THE PURPOSES OF ENHANCING CURRICULUM AND FOR PUBLIC EXHIBITION FOR EDUCATION PURPOSES OR RESEARCH; THEY ARE NOT HELD FOR FINANCIAL GAIN. COLLECTIONS ARE PROTECTED, CARED FOR, AND PRESERVED. PART V, LINE 4: ENDOWMENT FUNDS ARE MANAGED AND USED FOR THE PURPOSE OF CONTINUED SUPPORT FOR THE COLLEGE'S LONG-TERM EDUCATIONAL PURPOSES. THE LONG-TERM FINANCIAL GOAL FOR THE ENDOWMENT INVESTMENT PORTFOLIO IS TO PROVIDE A RELATIVELY STABLE STREAM OF EXPENDABLE REVENUE THAT INCREASES OVER TIME, AT LEAST AS FAST AS THE GENERAL RATE OF INFLATION. EFFECTIVE JUNE 30, 2022 THE ENDOWMENT ASSETS WERE TRANSFERRED TO NORTHEASTERN UNIVERSITY. PART X, LINE 2: THE COLLEGE APPLIED ASC 740-10-25, ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, TO ALL TAX POSITIONS FOR WHICH THE STATUTE OF LIMITATIONS REMAINED OPEN AND DETERMINED THERE WERE NO MATERIAL UNRECOGNIZED TAX BENEFITS AS OF THE YEAR ENDED JUNE 30, 2022 AND 2021, NOR ARE ANY CHANGES ANTICIPATED IN THE TWELVE MONTHS FOLLOWING JUNE 30, 2022. PART XI, LINE 2D - OTHER ADJUSTMENTS: STUDENT FINANCIAL AID -11,050,718. ACTUARIAL ADJUSTMENT -3,856,796. PART XI, LINE 4B - OTHER ADJUSTMENTS: INCOME FROM PASSTHROUGHS 54,335. PART XII, LINE 4B - OTHER ADJUSTMENTS: STUDENT FINANCIAL AID 11,050,718. 1 1 1 1 1 1 1 0 0 0 0 0 0 0 0 1 0 1 SCHEDULE E, PART I, LINE 3 MILLS COLLEGE DRAWS STUDENTS FORM A LARGE GEOGRAPHIC REGION AND ENROLLS STUDENTS OF RACIAL MINORITY GROUPS IN MEANINGFUL NUMBERS. MILLS COLLEGE WAS RANKED ONE OF THE TOP 20 MOST DIVERSE LIBERAL ARTS COLLEGES IN THE NATION BY U.S. NEWS AND WORLD REPORT. IN THE ACADEMIC YEAR 2021-2022, 66% OF THE UNDERGRADUATE STUDENTS AND 59% OF THE GRADUATE STUDENTS WERE OF COLOR, INCLUDING STUDENTS THAT IDENTIFIED THEMSELVES AS MULTI-ETHNIC. MILLS COLLEGE INCLUDES A STATEMENT OF ITS RACIALLY NONDISCRIMINATORY POLICY IN ITS CATALOG, STUDENT APPLICATION, AND IN THE MAJORITY OF ITS BROCHURES AND OTHER WRITTEN ADMISSIONS COMMUNICATIONS. THE POLICY IS ALSO INCLUDED ON THE COLLEGE WEB PAGE. SCHEDULE E, PART I, LINE 6 THE COLLEGE RECEIVES FINANCIAL AID FROM THE U.S. DEPARTMENT OF EDUCATION AND ASSISTANCE FROM THE NATIONAL SCIENCE FOUNDATION. CENTRAL AMERICA AND THE CARIBBEAN - ANTIGUA & BARBUDA, ARUBA, BAHAMAS, 0 0 INVESTMENTS 44453421 EUROPE (INCLUDING ICELAND & GREENLAND) - ALBANIA, ANDORRA, AUSTRIA, BELGIUM 0 0 INVESTMENTS 17445491 0 0 0 0 0 0 61898912 0 61898912 1 0 1 1 1 0 PART III ACCOUNTING METHOD: SCHEDULE F, PART I: THE BOOK VALUE OF INVESTMENTS HELD IN FOREIGN COUNTRIES REPORTED ON SCHEDULE F, PART I REPRESENTS THE BOOK VALUE PRIOR TO THE MERGER WITH NORTHEASTERN UNIVERSITY, WHICH WAS EFFECTIVE ON THE LAST DAY OF THE ORGANIZATION'S TAX YEAR. 1 FINANCIAL AID 865 11020922 RESEARCH AWARDS, PRIZES 151 178514 STIPENDS 81 44057 INSTRUCTION, RESEARCH, SUPPORT 23 845759 PART I, LINE 2: GRANTS ARE PUT INTO A SEPARATE AND UNIQUE FUND AND THE EXPENDITURES ARE MONITORED AGAINST THE PROPOSAL AND AWARD. THE COLLEGE MANAGES AN EXTENSIVE FINANCIAL AID PROGRAM TO ENSURE THAT A HIGHLY QUALIFIED AND DIVERSE POPULATION IS ABLE TO MATRICULATE AND CONTINUE TO GRADUATION. THE ASSISTANCE PROGRAMS TAKES TWO MAJOR FORMS: (I) MERIT SCHOLARSHIPS AND (II) NEED-BASED FINANCIAL AID. THE FINANCIAL AID DEPARTMENT MONITORS THE AMOUNTS GIVEN BY THE GRANT. X X 1 1 X X X X 0 0 0 0 0 0 0 0 0 ELIZABETH HILLMAN PRESIDENT 343490 0 50000 0 25859 0 5353 0 155365 0 580067 0 0 0 MARIA CAMMARATA VP FOR FINANCE & ADMIN / TREASURER 197231 0 53333 0 0 0 3078 0 12063 0 265705 0 0 0 RENEE JADUSHLEVER VP FOR STRATEGIC COMMS & OPERATIONS 176020 0 33333 0 16007 0 3078 0 17667 0 246105 0 0 0 KAMALA GREEN ASSOCIATE VP OF HUMAN RESOURCES 185318 0 20000 0 0 0 2318 0 11920 0 219556 0 0 0 CHICORA MARTIN VP STUDENT LIFE / DEAN OF STUDENTS 128847 0 24000 0 0 0 2181 0 58630 0 213658 0 0 0 WENDI WILLIAMS PROFESSOR OF EDUCATION 174441 0 0 0 0 0 431 0 9596 0 184468 0 0 0 JUDITH SILVA ASSOCIATE VP OF MARKETING 149928 0 20000 0 0 0 2318 0 9596 0 181842 0 0 0 EKATERINA KARNIOUCHINA DEAN, LOKEY SCHOOL / PROFESSOR 172090 0 0 0 0 0 1428 0 2258 0 175776 0 0 0 ROBYNNE LOFTON AVP ENROLL MGMT & STUD FIN SRVCS 152250 0 20000 0 0 0 2318 0 263 0 174831 0 0 0 NIKOLE ADAMS ASSOCIATE VP FOR INST ADVANCEMENT 152138 0 20000 0 0 0 2336 0 346 0 174820 0 0 0 JULIA OPARAH FORMER PROVOST & DEAN OF THE FACULTY 121870 0 0 0 29565 0 0 0 7620 0 159055 0 0 0 CARRIE HALL BOARD SECRETARY / SENIOR EA TO PRES 109782 0 30080 0 0 0 1743 0 11985 0 153590 0 0 0 PART I, LINE 1A HOUSING ALLOWANCE OR RESIDENCE FOR PERSONAL USE: THE COLLEGE PROVIDED BOTH THE PRESIDENT AND VP FOR STUDENT LIFE/DEAN OF STUDENTS WITH HOUSING ON CAMPUS AS A CONDITION OF THEIR EMPLOYMENT. HOUSING FOR THE PRESIDENT WAS FOR THE BENEFIT AND CONVENIENCE TO THE COLLEGE TO CONDUCT FUNDRAISING AND OTHER COLLEGE RELATED BUSINESS. THE VALUE OF THE HOUSING IS EXCLUDABLE FROM EACH INDIVIDUAL'S TAXABLE INCOME UNDER IRS CODE SECTION 119(D) AND HAS BEEN INCLUDED WITHIN THEIR NONTAXABLE BENEFITS REPORTED ON SCHEDULE J, PART II, COLUMN D. PERSONAL SERVICES: ON OCCASION, COLLEGE EMPLOYEES PERFORM ROUTINE CLEANING AND YARD SERVICE FOR THE PRESIDENT'S ON-CAMPUS RESIDENCE RELATED TO COLLEGE BUSINESS. IF REQUIRED, THE APPLICABLE AMOUNTS FOR THE ABOVE ITEMS ARE REPORTED AS TAXABLE COMPENSATION. PART II, COLUMN (B)(II): PURSUANT TO AN ANNOUNCEMENT OF A MERGER BETWEEN MILLS COLLEGE AND NORTHEASTERN UNIVERSITY, MILLS COLLEGE OFFERED ITS EXECUTIVE TEAM, AND OTHER CRITICAL MANAGERS, BONUSES THAT WERE CONTINGENT ON THEIR CONTINUED EMPLOYMENT WITH THE ORGANIZATION. THIS TEAM WAS ESSENTIAL TO BOTH SERVING MILLS' STUDENT POPULATION THROUGHOUT THE TRANSITION PERIOD AND COMPLETING THE MERGER ITSELF. PAYMENTS HAVE BEEN REPORTED WITHIN SCHEDULE J, PART II, COLUMN (B)(II) AS "BONUS AND INCENTIVE COMPENSATION". X 2 18000 OPINIONS OF EXPERTS X 36 59238 FAIR MARKET VALUE 3 0 1 0 PART I, COLUMN (B): THE COLLEGE IS REPORTING THE NUMBER OF CONTRIBUTIONS RECEIVED (DEFINED AS EACH SEPARATE GIFT) IN SCHEDULE M, PART I, COLUMN (B). CASH AND CASH EQUIVALENTS 2022-06-30 1447197 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) STUDENT ACCOUNTS AND LOANS RECEIVABLE, NET 2022-06-30 2529972 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) GOVERNMENT GRANTS AND OTHER RECEIVABLES, NET 2022-06-30 1228283 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) INVENTORIES AND OTHER ASSETS 2022-06-30 1221297 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) CONTRIBUTIONS AND TRUSTS RECEIVABLE, NET 2022-06-30 10021807 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) INVESTMENTS 2022-06-30 190706886 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) PROPERTY, PLANT, AND EQUIPMENT, NET 2022-06-30 90914208 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) COLLECTIONS 2022-06-30 3380169 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (ASSUMED BY NORTHEASTERN UNIVERSITY) 2022-06-30 -4137350 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) CONTRACT LIABILITY - STUDENT DEPOSITS (ASSUMED BY NORTHEASTERN UNIVERSITY) 2022-06-30 -17500 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) OTHER LIABILITIES (ASSUMED BY NORTHEASTERN UNIVERSITY) 2022-06-30 -8910385 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) PAYABLE TO NORTHEASTERN UNIVERSITY (ASSUMED BY NORTHEASTERN UNIVERSITY) 2022-06-30 -50980073 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) ANNUITY AND LIFE INCOME LIABILITY (ASSUMED BY NORTHEASTERN UNIVERSITY) 2022-06-30 -794132 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) GOVERNMENT ADVANCES FOR STUDENT LOANS (ASSUMED BY NORTHEASTERN UNIVERSITY) 2022-06-30 -398619 BOOK VALUE 041679980 NORTHEASTERN UNIVERSITY 360 HUNTINGTON AVENUE BOSTON MA 02115 501(C)(3) 1 1 0 1 1 1 1 1 1 1 PART I, LINE 2E: PERSON(S) INVOLVED: KATIE SANBORN, WHO SERVED AS BOARD CHAIR OF MILLS COLLEGE, BECAME A BOARD MEMBER OF NORTHEASTERN UNIVERSITY SUBSEQUENT TO MILLS COLLEGE'S MERGER WITH NORTHEASTERN UNIVERSITY.ADDITIONALLY, MILLS COLLEGE OFFICERS ELIZABETH HILLMAN, MARIA CAMMARATA, CARRIE HALL, AND PATRICIA HARDAWAY, JD AND MILLS COLLEGE KEY EMPLOYEES RENEE JADUSHLEVER, CHICORA MARTIN, AND NIKOLE ADAMS BECAME AN EMPLOYEE OR INDEPENDENT CONTRACTOR OF NORTHEASTERN UNIVERSITY SUBSEQUENT TO THE MERGER. PART I, LINE 2E: EXPLANATION OF INVOLVEMENT: PURSUANT TO AN ANNOUNCEMENT OF A MERGER BETWEEN MILLS COLLEGE AND NORTHEASTERN UNIVERSITY, MILLS COLLEGE OFFERED ITS EXECUTIVE TEAM, AND OTHER CRITICAL MANAGERS, BONUSES THAT WERE CONTINGENT ON THEIR CONTINUED EMPLOYMENT WITH THE ORGANIZATION. THIS TEAM WAS ESSENTIAL TO BOTH SERVING MILLS' STUDENT POPULATION THROUGHOUT THE TRANSITION PERIOD AND COMPLETING THE MERGER ITSELF. PAYMENTS HAVE BEEN REPORTED WITHIN SCHEDULE J, PART II, COLUMN (B)(II) AS "BONUS AND INCENTIVE COMPENSATION". INDIVIDUALS RECEIVING RETENTION BONUSES WERE: ELIZABETH HILLMAN, PRESIDENT; MARIA CAMMARATA, VP FOR FINANCE & ADMIN/TREASURER; RENEE JADUSHLEVER, VP FOR STRATEGIC COMMUNICATIONS & OPERATIONS; CHICORA MARTIN, VP STUDENT LIFE/DEAN OF STUDENTS; CARRIE HALL, BOARD SECRETARY/SENIOR EXECUTIVE ASSISTANT TO THE PRESIDENT; AND NIKOLE ADAMS, ASSOCIATE VP FOR INSTITUTIONAL ADVANCEMENT. PART I, LINE 6C: NORTHEASTERN UNIVERSITY SETTLED MILLS TAX-EXEMPT BOND LIABILITY BEFORE THE CLOSE OF THE 6/30/2022 FISCAL YEAR-END AND MERGER. FORM 990, PART VI, SECTION A, LINE 3 EFFECTIVE JULY 2021, THE ROLE OF "INTERIM PROVOST & DEAN OF THE FACULTY" (AN OFFICER POSITION PER THE BYLAWS) WAS FULFILLED BY PATRICIA HARDAWAY, JD, A CONSULTANT WITH THE REGISTRY. COMPENSATION PAID TO THE REGISTRY IN EXCHANGE FOR THESE SERVICES TOTALED $152,950 DURING THE 2021 CALENDAR YEAR. FORM 990, PART VI, SECTION A, LINE 4 THE ORGANIZATION AMENDED ITS BYLAWS IN SEPTEMBER 2021 TO REMOVE THE POWER OF THE ALUMNAE ASSOCIATION OF MILLS COLLEGE TO DESIGNATE FOUR MEMBERS OF THE MILLS COLLEGE BOARD OF TRUSTEES. EFFECTIVE SEPTEMBER 2021, THE BOARD OF TRUSTEES OF MILLS COLLEGE MAY INCLUDE UP TO FOUR MEMBERS NOMINATED BY THE ALUMNAE ASSOCIATION OF MILLS COLLEGE, WHO MAY ONLY SERVE IF ELECTED BY THE BOARD OF TRUSTEES OF MILLS COLLEGE. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION DID NOT HAVE "MEMBERS" BY DEFINITION OF THE BYLAWS, HOWEVER, THE FORM 990 INSTRUCTIONS FURTHER DEFINE A MEMBER AS ANY PERSON, INCLUDING A CORPORATION OR OTHER LEGAL ENTITY, WITH THE POWER TO ELECT MEMBERS OF THE GOVERNING BODY. ACCORDINGLY, THE ALUMNAE ASSOCIATION OF MILLS COLLEGE WAS CONSIDERED A "MEMBER" OF MILLS COLLEGE UNTIL SEPTEMBER 2021, WHEN THE BYLAWS WERE AMENDED. FORM 990, PART VI, SECTION A, LINE 7A THE ALUMNAE ASSOCIATION OF MILLS COLLEGE HAD THE POWER TO DESIGNATE FOUR OF ITS MEMBERS TO THE BOARD OF TRUSTEES OF MILLS COLLEGE UNTIL SEPTEMBER 2021, WHEN THE BYLAWS WERE AMENDED. FORM 990, PART VI, SECTION B, LINE 11B THE COLLEGE'S FORM 990 REVIEW PROCESS IS A COLLABORATIVE EFFORT. THE CORE FORM 990 AND RELATED SCHEDULES WERE PREPARED BY AN INDEPENDENT TAX ACCOUNTANT, IN CONJUNCTION WITH THE ACCOUNTING AND FINANCE STAFF OF BOTH MILLS COLLEGE AND NORTHEASTERN UNIVERSITY (THE SURVIVING ORGANIZATION SUBSEQUENT TO THE MERGER EFFECTIVE JUNE 30, 2022). THE FORM 990 IS THEN REVIEWED BY SENIOR MANAGEMENT, THE AUDIT COMMITTEE, AND THE BOARD OF TRUSTEES OF NORTHEASTERN UNIVERSITY. ALL FEEDBACK FROM THE ABOVE PARTIES WAS INCORPORATED THE FORM 990 PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. THE FORM 990 AS FILED IS PROVIDED TO THE FULL BOARD OF TRUSTEES OF NORTHEASTERN UNIVERSITY PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE CONFLICT OF INTEREST POLICY IS REGULARLY AND CONSISTENTLY ENFORCED BY THE AUDIT AND ENTERPRISE COMMITTEE WITH THE ADVICE AND ASSISTANCE OF THE VICE PRESIDENT FOR FINANCE AND ADMINISTRATION/TREASURER. THE AUDIT AND ENTERPRISE COMMITTEE REQUIRES EACH TRUSTEE, OFFICER, AND KEY EMPLOYEE TO COMPLETE ANNUALLY A CONFLICT OF INTEREST QUESTIONNAIRE. THE QUESTIONNAIRES ARE FILED WITH THE VICE PRESIDENT FOR FINANCE & ADMINISTRATION/TREASURER AND REVIEWED BY THE AUDIT AND ENTERPRISE COMMITTEE, WHICH MAKES RECOMMENDATIONS ABOUT THE POTENTIAL CONFLICTS OF INTEREST TO THE FULL BOARD. THE AUDIT AND ENTERPRISE COMMITTEE AND BOARD BOTH MAINTAIN MINUTES AND OTHER DOCUMENTATION TO RECORD THEIR REVIEW OF ACTUAL OR POTENTIAL CONFLICTS. COLLEGE TRUSTEES, OFFICERS, AND KEY EMPLOYEES ARE ALSO AWARE OF THE DUTY DISCLOSE ANY POTENTIAL OR ACTUAL CONFLICTS OF INTERESTS THROUGHOUT THE YEAR. THESE ADDITIONAL DISCLOSURES BY AN INDIVIDUAL COVERED BY THE POLICY ARE SUBMITTED TO THE AUDIT AND ENTERPRISE COMMITTEE CHAIR AND THE VICE PRESIDENT FOR FINANCE AND ADMINISTRATION/TREASURER. THE AUDIT AND ENTERPRISE COMMITTEE ALSO REVIEWS THESE POTENTIAL CONFLICTS AND MAKES RECOMMENDATIONS TO THE FULL BOARD. AT REGULARLY SCHEDULED MEETINGS OF THE FULL BOARD, THE AUDIT AND ENTERPRISE COMMITTEE REPORTS ON ANY ACTUAL OR POTENTIAL CONFLICTS OF INTEREST AND THEIR RESOLUTION OR RECOMMENDATION. THE AUDIT AND ENTERPRISE COMMITTEE ALSO REVIEWS THE OPERATION OF THE POLICY AND MAKES RECOMMENDATIONS TO THE BOARD OF TRUSTEES REGARDING ANY PROPOSED CHANGES. THE VICE PRESIDENT FOR FINANCE AND ADMINISTRATION/TREASURER (OR HIS OR HER REPRESENTATIVE) ATTENDS ALL RELEVANT MEETINGS AND ASSISTS IN PREPARING THE MINUTES. IF AN INDIVIDUAL BELIEVES THAT SHE/HE MAY HAVE AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, SHE/HE SHALL IMMEDIATELY AND FULLY DISCLOSE THE POTENTIAL CONFLICT IN WRITING, AND SHALL REFRAIN FROM PARTICIPATING IN ANY TRANSACTIONS OR DECISIONS OF ANY ACTUAL OR POTENTIAL ETHICAL, LEGAL, FINANCIAL, OR OTHER CONFLICTS OF INTEREST INVOLVING THE COLLEGE. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE COMMITTEE ANNUALLY A CONDUCTS A REVIEW OF COMPENSATION FOR THE COLLEGE PRESIDENT, OFFICERS, AND KEY EMPLOYEES, WHICH FOLLOWS THE EXECUTIVE COMPENSATION POLICY APPROVED BY THE BOARD OF TRUSTEES. EXECUTIVE COMPENSATION ARRANGEMENTS FALL WITHIN THE BOUNDS OF MARKET PRACTICE FOR COMPARABLE POSITIONS AT COMPARABLE ORGANIZATIONS. FACTORS THAT ARE REVIEWED INCLUDE: (I) COMPENSATION LEVELS PAID BY SIMILARLY SITUATED ORGANIZATIONS, BOTH TAXABLE AND TAX-EXEMPT, FOR FUNCTIONALLY COMPARABLE POSITIONS; (II) THE AVAILABILITY OF SIMILAR SERVICES IN THE GEOGRAPHIC AREA OF THE ORGANIZATION; (III) CURRENT COMPENSATION SURVEYS COMPILED BY INDEPENDENT FIRMS, AND (IV) ACTUAL WRITTEN OFFERS FROM SIMILAR INSTITUTIONS COMPETING FOR THE SERVICES OF THE AFFECTED PERSON. COMPENSATION PACKAGES AND CONTRACTS FOR COLLEGE OFFICERS AND KEY EXECUTIVES ARE REVIEWED FOR INTERNAL CONSISTENCY AND EQUITY AS WELL AS COMPARABILITY WITH EXTERNAL MARKET DATA. SALARIES OF COLLEGE OFFICERS AND KEY EMPLOYEES WERE LAST REVIEWED BY THE MILLS COLLEGE BOARD OF TRUSTEES EXECUTIVE COMMITTEE AT THEIR APRIL 28, 2022 MEETING AND THE COMMITTEE REPORTED ON THEIR MEETING TO THE BOARD OF TRUSTEES ON MAY 13, 2022. FORM 990, PART VI, SECTION C, LINE 19 THE COLLEGE'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: ACTUARIAL ADJUSTMENT -3,856,796. UBI FROM PASSTHROUGHS -54,335. TRANSFER OF NET ASSETS TO NORTHEASTERN UNIVERSITY EFFECTIVE 6/30/2022 -236,211,760. CHARITABLE REMAINDER TRUSTS (2) CHARITABLE GIVING CA MILLS COLLEGE 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0