2023-07-05T08:20:20-05:00 2023-02-28 420714325 RSM US LLP 1250 H STREET SUITE 700 WASHINGTON DC 20005 990 2022-03-01 135582627 NATIONAL RETAIL FEDERATION INC NATI 2027837971 1101 NEW YORK AVENUE NW 1200 WASHINGTON DC 200054348 ZAHILYS HERNANDEZ-PEREZ CFO 2027837971 2023-07-05 1 ZAHILYS HERNANDEZ-PEREZ 999009999 0 ELIZABETH W HELLER P00397829 2022932200 2023-07-05 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z MATTHEW SHAY 1101 NEW YORK AVENUE NW 1200 WASHINGTON DC 200054348 70135238 0 X WWW.NRF.COM X 1911 NY NRF'S MISSION IS TO ADVANCE AND PROTECT THE INTERESTS OF THE RETAIL INDUSTRY. 32 31 105 500 660418 0 8105707 0 37012091 59995369 2935903 1059395 640915 660418 48694616 61715182 0 0 0 0 21586923 24926268 0 0 0 29878756 40182243 51465679 65108511 -2771063 -3393329 44909805 46878422 29351956 35140983 15557849 11737439 NRF'S MISSION IS TO ADVANCE AND PROTECT THE INTERESTS OF THE RETAIL INDUSTRY AND TO HELP RETAILERS ACHIEVE EXCELLENCE IN ALL AREAS OF THEIR BUSINESS. 0 0 NRF ADVANCES AND PROTECTS THE INTERESTS OF THE RETAIL INDUSTRY THROUGH ITS LEGISLATIVE AND REGULATORY ADVOCACY. THESE EFFORTS FOCUS ON THE ISSUES THAT DIRECTLY AFFECT THE RETAIL BUSINESS INCLUDING CREDIT AND PAYMENTS POLICY, LABOR BENEFITS AND EMPLOYMENT PRACTICES, TRADE AND TAX POLICY, AMONG OTHERS. NRF HELPS RETAILERS ACHIEVE EXCELLENCE IN ALL AREAS OF THEIR BUSINESS THROUGH ITS ANNUAL CONVENTION, CONFERENCES AND WORKSHOPS. THESE EVENTS BRING RETAILERS TOGETHER WITH INDUSTRY THOUGHT LEADERS AND SUPPLIERS TO EXPLORE RESEARCH ON THE FUTURE OF RETAIL; EXAMINE BENCHMARKING AND BEST PRACTICES OF INDUSTRY PEERS; AND LEARN ABOUT CUTTING EDGE PRODUCTS FROM THE INDUSTRY'S LEADING SOLUTION PROVIDERS. DESIGNED TO MEET THE NEEDS OF A VARIETY OF RETAIL DISCIPLINES INCLUDING STRATEGY AND RETAIL OPERATIONS, TECHNOLOGY, E-COMMERCE, LOSS PREVENTION AND MARKETING THE EVENTS ATTRACT MORE THAN 40,000 INDUSTRY PROFESSIONALS ANNUALLY. NRF HELPS ITS MEMBERS ACHIEVE EXCELLENCE IN THEIR BUSINESS THROUGH INFORMATION DISSEMINATION ON TOPICS THAT RANGE FROM DATA SECURITY, E-COMMERCE, SALES TRENDS, TO FACILITATION OF PEER TO PEER INTERACTION THAT CREATE WORKABLE SOLUTIONS TO BUSINESS CHALLENGES SUCH AS LEVERAGING TECHNOLOGY IN AN UNCERTAIN ECONOMY AND MANAGING GENERATIONAL DIFFERENCES. THE WORK IS CONDUCTED BY OVER 40 PLUS INDUSTRY COUNCILS AND TASK FORCES. 0 0 0 1 0 0 0 0 0 1 0 0 1 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 194 0 1 105 1 1 1 0 0 0 1 1 0 1 0 X 32 31 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 X ZAHILYS HERNANDEZ-PEREZ 2027837971 1101 NEW YORK AVENUE NW 1200 WASHINGTON DC 200054348 MATTHEW R SHAY PRESIDENT AND CEO 41.50 8.50 X X 4416170 0 918450 JOHN FURNER CHAIR 0.50 0.00 X X 0 0 0 MIKE GEORGE IMMEDIATE PAST CHAIR 0.50 0.00 X X 0 0 0 JEFF GENNETTE FIRST VICE CHAIR 0.50 0.50 X X 0 0 0 BETH ABERG DIRECTOR 0.50 0.00 X 0 0 0 RAY ALLEN DIRECTOR 0.50 0.00 X 0 0 0 CHRISTOPHER BALDWIN DIRECTOR 0.50 0.00 X 0 0 0 HORACIO BARBEITO DIRECTOR (START 1/14/23) 0.50 0.00 X 0 0 0 SHELLY BRANSTEN DIRECTOR (START 1/14/23) 0.50 0.00 X 0 0 0 BRIAN CORNELL DIRECTOR 0.50 0.00 X 0 0 0 TYSON CORNELL DIRECTOR 0.50 0.00 X 0 0 0 JOSEPH DITTMAR DIRECTOR (START 1/14/23) 0.50 0.00 X 0 0 0 ROBERT EDDY DIRECTOR 0.50 0.00 X 0 0 0 MICHELLE GASS DIRECTOR 0.50 0.00 X 0 0 0 NANCY GREEN DIRECTOR 0.50 0.00 X 0 0 0 ANTHONY HUCKER DIRECTOR 0.50 0.00 X 0 0 0 SURESH KRISHNA DIRECTOR (START 1/14/23) 0.50 0.00 X 0 0 0 HAL LAWTON DIRECTOR 0.50 0.00 X 0 0 0 SHARON M LEITE DIRECTOR (THRU 1/14/23) 0.50 0.00 X 0 0 0 PATRICE LOUVET DIRECTOR (THRU 1/14/23) 0.50 0.00 X 0 0 0 JOHN MCATEER DIRECTOR 0.50 0.00 X 0 0 0 ANISH MELWANI DIRECTOR 0.50 0.00 X 0 0 0 MARC METRICK DIRECTOR 0.50 0.00 X 0 0 0 DAVID RATNER DIRECTOR 0.50 0.00 X 0 0 0 DAVID RAWLINSON II DIRECTOR (START 1/14/23) 0.50 0.00 X 0 0 0 SERGIO ROJAS DIRECTOR 0.50 0.00 X 0 0 0 VIVEK SANKARAN DIRECTOR 0.50 0.00 X 0 0 0 KIMBERLY SMITH DIRECTOR 0.50 0.00 X 0 0 0 TONY SPRING DIRECTOR 0.25 0.25 X 0 0 0 EDWARD W STACK DIRECTOR 0.50 0.00 X 0 0 0 COLLEEN TAYLOR DIRECTOR 0.50 0.00 X 0 0 0 KIP TINDELL DIRECTOR (THRU 1/14/23) 0.50 0.00 X 0 0 0 ROBERT WALLSTROM DIRECTOR (THRU 1/14/23) 0.50 0.00 X 0 0 0 DAVID WILKINSON DIRECTOR (START 1/14/23) 0.50 0.00 X 0 0 0 STEVEN WILLIAMS DIRECTOR 0.50 0.00 X 0 0 0 TIFFANY ZARFAS WILLIAMS DIRECTOR 0.50 0.00 X 0 0 0 STEPHANIE MARTZ SECRETARY AND GENERAL COUNSEL 41.50 8.50 X 826949 0 95000 DAVID FRENCH SVP, GOVERNMENT RELATIONS 50.00 0.00 X 989416 0 99830 SUSAN NEWMAN SVP, CONFERENCES 50.00 0.00 X 544124 0 82694 MARTINE REARDON CHIEF MARKETING OFFICER & EVP 50.00 0.00 X 738051 0 89450 ARTEMIS SAKELL SENIOR DIRECTOR, EXHIBITS 50.00 0.00 X 383715 0 11048 WILLIAM THORNE SVP, PUBLIC RELATIONS/ED, 25.00 25.00 X 349063 349064 89450 8247488 349064 1385922 54 0 1 0 LEVY RESTAURANT LIMITED PARTNERSHIP 980 N MICHIGAN AVENUE CHICAGO IL 60611 CONVENTION CATERING SERVICES 934554 BLUETEXT LLC 3400 IDAHO AVE NW SUITE 400 WASHINGTON DC DC 20016 MARKETING STRATEGY CONSULTING, EXECUTION 758242 CRAFT MEDIA DIGITAL LLC 1600 K STREET NW WASHINGTON DC DC 20006 RECONCILIATION COMPANY 710750 LONG POINT DEVELOPMENT LLC 100 TERRANEA WAY RANCHO PALOS VERDES CA 90275 CONVENTION RELATED SERVICES 607185 THE GATE WORLDWIDE LLC 71 5TH AVENUE 8TH FLOOR NEW YORK NY 10003 MARKETING STRATEGY CONSULTING, EXECUTION 546910 24 EVENTS 900099 50551790 50551790 MEMBERSHIP DUES 900099 7591236 7591236 SPECIAL PROJECTS 900099 1001440 1001440 MEMBER PROGRAMS 900099 850903 850903 59995369 1056801 1056801 660418 660418 8422650 8420056 2594 2594 2594 61715182 59995369 660418 1059395 6256569 15164040 1242881 1079338 1183440 1523218 102534 1515303 60216 4231642 1684003 2947845 1442692 2328287 1028785 19254811 181775 713949 102269 BUS & REPRESENTATION 1303466 TAXES 919560 DUES 615436 BAD DEBT EXPENSE 99870 126582 65108511 3818623 3395152 1903095 1912387 738491 948700 6574044 5500341 1639646 1073703 34373776 32612102 2436174 6936378 44909805 46878422 12785316 13646132 10432309 11960392 2500000 4006716 3634331 5527743 29351956 35140983 X 15557849 11737439 15557849 11737439 44909805 46878422 X -3393329 -2682602 2255521 X 0 1 X 1 0 1 0 0 SCHEDULE C, PART III: ADDITIONAL INFORMATION: A LARGE AMOUNT OF NRF'S DIRECT AND GRASSROOTS LOBBYING ACTIVITIES ARE PERFORMED BY NRF'S STAFF OF LOBBYISTS. 3309978 2854429 455549 592525 443193 149332 2671541 2202719 468822 1073703 DEFERRED COMPENSATION 3181476 PENSION ASSET 1820889 ROU ASSET 1934013 6936378 DEFERRED COMPENSATION 2779466 LEASES PAYABLE 61854 ROU LIABILITY 2686423 5527743 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICE MEETINGS AND CONFERENCES 108204 NORTH AMERICA 0 0 PROGRAM SERVICE MEETINGS AND CONFERENCES 3423 0 0 0 0 0 0 111627 0 111627 0 0 0 0 0 0 PART III ACCOUNTING METHOD: X X X 1 1 X X X X X X 0 1 0 MATTHEW R SHAY PRESIDENT AND CEO 2283334 0 1650000 0 482836 0 754050 0 164400 0 5334620 0 0 0 DAVID FRENCH SVP, GOVERNMENT RELATIONS 635833 0 277000 0 76583 0 54050 0 45780 0 1089246 0 0 0 STEPHANIE MARTZ SECRETARY AND GENERAL COUNSEL 568750 0 210000 0 48199 0 54050 0 40950 0 921949 0 0 0 MARTINE REARDON CHIEF MARKETING OFFICER & EVP 491666 0 200000 0 46385 0 54050 0 35400 0 827501 0 0 0 WILLIAM THORNE SVP, PUBLIC RELATIONS/ED, 245833 245834 83500 83500 19730 19730 27025 27025 17700 17700 393788 393789 0 0 SUSAN NEWMAN SVP, CONFERENCES 352500 0 170000 0 21624 0 54050 0 28644 0 626818 0 0 0 ARTEMIS SAKELL SENIOR DIRECTOR, EXHIBITS 153450 0 230006 0 259 0 0 0 11048 0 394763 0 0 0 PART I, LINE 1A FIRST CLASS TRAVEL IS PROVIDED TO NRF EMPLOYEES ON AN EXCEPTION BASIS FOR OVERSEAS TRAVEL. IT IS NOT INCLUDED AS COMPENSATION ON A W-2 AS WE CONSIDER IT PART OF DOING BUSINESS. THE CEO CONTRACT REQUIRES SPOUSAL PARTICIPATION IN A LIMITED NUMBER OF EVENTS THROUGHOUT THE YEAR. THIS IS A BUSINESS REQUIREMENT AND AS SUCH IS NOT REPORTED ON A W-2. NRF PAYS MONTHLY CLUB DUES FOR ONE HCE FOR BUSINESS PURPOSES. ANY NON-BUSINESS USE IS REPORTED AS COMPENSATION ON THE HCE'S W-2. PART I, LINE 4B THE CEO PARTICIPATES IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN AS DESCRIBED IN SECTION 457F OF THE IRC. PAYMENTS TO THE 457F PLAN CONSIST OF EMPLOYER CONTRIBUTIONS. THERE WAS A 457F CONTRIBUTION OF $800,000 IN THE CURRENT YEAR. FORM 990, PART VI, SECTION A, LINE 6 NRF IS A MEMBERSHIP BASED TRADE ASSOCIATION. FORM 990, PART VI, SECTION A, LINE 7A NRF'S GOVERNING BODY IS ELECTED BY ITS MEMBERSHIP. FORM 990, PART VI, SECTION A, LINE 7B NRF'S GOVERNING BODY NOMINATES ITS OFFICERS, WHICH ARE THEN SUBJECT TO THE APPROVAL OF THE MEMBERSHIP. FORM 990, PART VI, SECTION B, LINE 11B NRF'S FINANCE COMMITTEE IS A STANDING COMMITTEE OF THE BOARD OF DIRECTORS AND IS RESPONSIBLE FOR THE FINANCIAL AND ACCOUNTING MATTERS OF THE FEDERATION. AS SUCH, THE FINANCE COMMITTEE HAS PRIMARY BOARD RESPONSIBILITY FOR THE REVIEW OF THE NRF'S OPERATING BUDGET AND AUDITED FINANCIAL STATEMENTS IN ITS BOARD AUTHORIZED ROLE. THE FINANCE COMMITTEE ALSO REVIEWS THE FORM 990 WITH NRF'S MANAGEMENT. A COMPLETE COPY OF THE 2022 FORM 990 WAS SHARED WITH THE FINANCE COMMITTEE PRIOR TO ITS FILING. THE FINAL RETURN WAS SIGNED BY NRF'S TAX ADVISOR, RSM US LLP AND NRF'S CFO AND WAS FILED ON A TIMELY BASIS. FORM 990, PART VI, SECTION B, LINE 12C NRF PERIODICALLY REVIEWS ITS BUSINESS ETHICS & EMPLOYEE CONDUCT POLICY WITH STAFF. MEMBER MEETINGS, COMMITTEE MEETINGS AND ALL BOARD MEETINGS ARE OPENED WITH EITHER A WRITTEN DISTRIBUTION OF THE NRF ANTITRUST GUIDELINES OR A GENERAL REFERENCE TO THE FACT THAT NRF DOES HAVE SUCH GUIDELINES AND THOSE ATTENDING ARE REQUESTED TO ADHERE TO THEM. NRF'S GOVERNING BODY ALSO ATTESTS ANNUALLY TO ITS CONFLICT OF INTEREST POLICY. IN THE EVENT A CONFLICT IS DETERMINED, THE BOARD MEMBER WITH THE CONFLICT IS ASKED TO RECUSE HIM OR HERSELF FROM VOTING ON THE MATTER UNDER DISCUSSION. FORM 990, PART VI, SECTION B, LINE 15 NRF'S COMPENSATION COMMITTEE, WHICH IS COMPRISED OF MEMBERS OF THE GOVERNING BODY, ESTABLISHES THE COMPENSATION FOR THE CEO. IN SETTING THE COMPENSATION THE GROUP CONSIDERS PERFORMANCE TO GOALS AS WELL AS COMPARABILITY DATA. THERE IS CONTEMPORANEOUS SUBSTANTIATION OF THE COMMITTEE'S DELIBERATIONS. PART VI, SECTION B, LINE 15B: NRF'S PRESIDENT AND CEO ESTABLISHES THE COMPENSATION OF THE OTHER OFFICERS OF THE ORGANIZATION. IN SETTING THE COMPENSATION, THE PRESIDENT AND CEO CONSIDERS PERFORMANCE TO GOALS AS WELL AS COMPARABILITY DATA. THESE DECISIONS ARE REVIEWED WITH THE COMPENSATION COMMITTEE ANNUALLY AND THERE IS CONTEMPORANEOUS SUBSTANTIATION OF THE COMPENSATION DECISIONS. FORM 990, PART VI, SECTION C, LINE 19 NRF'S FINANCIAL INFORMATION IS MADE AVAILABLE THROUGH THE PUBLIC DISCLOSURE OF ITS FORM 990. NRF'S ARTICLES OF INCORPORATION ARE ON FILE WITH THE STATE OF NEW YORK AND ADDITIONAL GOVERNANCE INFORMATION IS CONTAINED IN THE FORM 990. NRF'S CONFLICT OF INTEREST POLICIES ARE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: OCI-PENSION 2,255,521. NRF FOUNDATION 1101 NEW YORK AVE NW SUITE 1200 WASHINGTON DC 20005 521224690 SUPPORT AND PROMOTE RETAIL EDUCATION, RESEARCH, AND CAREERS DC 501(C)(3) LINE 10 NATIONAL RETAIL FEDERATION 1 NRF POLITICAL ACTION COMMITTEE 1101 NEW YORK AVE NW SUITE 1200 WASHINGTON DC 20005 SEPARATE SEGREGATED FUND DC 527 NATIONAL RETAIL FEDERATION 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1 NRF FOUNDATION Q 1925115 COST NRF FOUNDATION R 414923 COST NRF FOUNDATION S 569814 COST