2023-08-28T16:32:24-05:00 2022-12-31 366055558 GRANT THORNTON LLP 171 N CLARK ST SUITE 200 CHICAGO IL 60601 990 2022-01-01 352531359 GOODWILL MANUFACTURING INC GOOD 4148474200 6055 N 91ST STREET MILWAUKEE WI 53225 JEFFREY DOCALAVICH CFO 4148474200 2023-08-28 1 JEFFREY DOCALAVICH 999009999 0 3128560200 2023-08-21 3 AAL1 IAL1 2022 2023-04-26 12:10:37Z JACQUELINE HALLBERG 6055 N 91ST STREET MILWAUKEE WI 53225 3898412 0 X GOODWILLSEW.COM X 2015 WI PROVIDES TRAINING, EMPLOYMENT & SUPPORTIVE SERVICES TO PEOPLE WITH DISABILITIES OR DISADVANTAGES 5 5 95 7 0 0 14 0 2540732 3819068 3069 -708914 35480 27841 2579295 3137995 0 0 0 0 3099399 3431542 0 0 0 2890275 3753543 5989674 7185085 -3410379 -4047090 3795340 2715300 28437974 31405024 -24642634 -28689724 X GOODWILL MANUFACTURING, INC. ("GOODWILL MANUFACTURING") IS A NONSTOCK, NOT-FOR-PROFIT WISCONSIN CORPORATION, WHOSE SOLE MEMBER IS GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. ("GOODWILL"), A WISCONSIN NONSTOCK, NOT-FOR-PROFIT CORPORATION WITH (CONTINUED ON SCHEDULE O) 0 0 6416412 3819068 GOODWILL MANUFACTURING OPERATIONS CREATES EMPLOYMENT OPPORTUNITIES FOR LOCAL RESIDENTS, MANY WITH DISABILITIES OR DISADVANTAGES. GOODWILL OPERATES A COMMERCIAL LAUNDRY ON THE NORTHWEST SIDE OF MILWAUKEE WHICH HOLDS ACCREDITATION FROM THE HEALTH CARE LAUNDRY ACCREDITATION COUNCIL (HLAC). IN 2022, GOODWILL MANUFACTURING'S LAUNDRY OPERATION PROCESSED ABOUT 4.2 MILLION POUNDS OF LAUNDRY AND PROVIDED ON-SITE LINEN SERVICES TO LOCAL HEALTHCARE PROVIDERS. GOODWILL ALSO OPERATES A RECYCLING PROGRAM IN RACINE PROCESSING OVER 5,000 TONS. THE LAUNDRY AND RECYCLING OPERATIONS PROVIDE WORK OPPORTUNITIES AND SKILL DEVELOPMENT FOR INDIVIDUALS WITH DISABILITIES AND DISADVANTAGES/OTHER BARRIERS TO EMPLOYMENT. 6416412 1 0 0 0 0 0 0 0 0 0 1 0 0 0 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 0 0 0 1 3 0 1 95 1 0 0 0 0 0 0 0 0 0 0 0 0 X 5 5 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 WI X X CJ WANG 4148474200 6055 N 91ST STREET MILWAUKEE WI 53225 X ROBERT KLUG CHAIR 1.00 3.00 X X 0 0 0 MICHELLE GREENE DIR.; VICE CHAIR - AS OF 2/2022 1.00 2.00 X X 0 0 0 RICHARD MEEUSEN VICE CHAIR - THRU 2/2022 1.00 2.00 X X 0 0 0 THOMAS SAVAGE SECRETARY 1.00 3.00 X X 0 0 0 TIMOTHY MATTKE TREASURER - AS OF 2/2022 1.00 4.00 X X 0 0 0 IRENE SUDAC TREASURER - THRU 2/2022 1.00 4.00 X X 0 0 0 IKE UMANNAH DIRECTOR - AS OF 2/2022 1.00 3.00 X 0 0 0 JACQUELINE HALLBERG PRESIDENT & CEO 2.00 50.00 X 0 803146 32757 JEFFREY DOCALAVICH ASST. TREASURER 2.00 50.00 X 0 478644 39167 BASIL BUCHKO ASST. SECRETARY 2.00 50.00 X 0 343300 45155 STEVEN LOOS FORMER ASST. SECRETARY 0.00 40.00 X 0 346802 34465 0 1971892 151544 0 1 1 0 0 PARTICIPANT PRGM/SVCS 624100 3819068 3819068 3819068 1555 1555 24003 24003 49948 760417 -710469 -710469 -710469 MISCELLANEOUS REVENUE 900099 3838 3838 3838 3137995 3819068 0 -681073 X 2673558 2673558 132611 132611 441120 441120 184253 184253 2400 2400 1362032 1362032 325 325 677427 677427 20123 20123 434877 434877 309663 309663 27359 27359 1306 1306 257440 257440 14404 14404 ALLOCATED MANAGEMENT 768673 768673 ALLOCATED OCCUPANCY 637931 637931 ELIM FOR INTCO EXP DEP -760417 -760417 7185085 6416412 768673 0 0 0 938368 1284289 0 0 508294 775675 0 0 0 0 0 0 0 0 785664 655336 147328 147328 810612 0 0 0 0 0 0 0 0 0 752402 0 3795340 2715300 1442777 232576 0 0 0 0 0 0 0 0 0 0 0 0 0 0 26995197 31172448 28437974 31405024 X -24642634 -28689724 -24642634 -28689724 3795340 2715300 -4047090 0 X 0 1 X 1 0 X X 1 GOODWILL INDUSTRIES OF SE WI INC 390808491 7 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 147328 147328 0 0 DUE TO AFFILIATED GOODWILLS 31172448 31172448 X 3651553 0 3651553 -513558 -513558 3137995 7698643 760417 760417 6938226 246859 246859 7185085 PART X, LINE 2: LIABILITY FOR ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC., GOODWILL INDUSTRIES OF METROPOLITAN CHICAGO, INC., GOODWILL RETAIL SERVICES, INC. AND GOODWILL MANUFACTURING, INC. HAVE RECEIVED DETERMINATION LETTERS FROM THE INTERNAL REVENUE SERVICE (IRS) INDICATING THAT THEY ARE EXEMPT FROM FEDERAL INCOME TAXES, EXCEPT FOR TAXES PERTAINING TO UNRELATED BUSINESS INCOME UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. GOODWILL TALENTBRIDGE, LLC HAS BEEN ORGANIZED AS A LIMITED LIABILITY COMPANY AND, ACCORDINGLY, IS NOT SUBJECT TO FEDERAL OR STATE INCOME TAXES. ALL INCOME TAX ATTRIBUTES OF THE ENTITY ARE PASSED THROUGH TO ITS SOLE MEMBER, GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. THE ENTITY IS INCLUDED IN THE CONSOLIDATED INFORMATION RETURN FILED BY GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. THE FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) ISSUED GUIDANCE RELATED TO THE UNCERTAINTY OF INCOME TAX POSITIONS, WHICH CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES RECOGNIZED IN AN ORGANIZATION'S FINANCIAL STATEMENTS AND REQUIRES ADDITIONAL DISCLOSURE. GOODWILL RECOGNIZES THE FINANCIAL STATEMENT BENEFIT OF A TAX POSITION ONLY AFTER DETERMINING THAT THE RELEVANT TAX AUTHORITY WOULD MORE LIKELY THAN NOT SUSTAIN THE POSITION FOLLOWING AN AUDIT. FOR TAX POSITIONS MEETING THE MORE-LIKELY-THAN-NOT THRESHOLD, THE AMOUNT RECOGNIZED IN THE FINANCIAL STATEMENTS IS THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT WITH THE RELEVANT TAX AUTHORITY. AS OF DECEMBER 31, 2022 AND 2021, GOODWILL DOES NOT BELIEVE THERE IS ANY UNCERTAINTY WITH RESPECT TO ITS TAX POSITIONS. GOODWILL FILES INFORMATION RETURNS IN THE U.S. FEDERAL AND THE STATES OF WISCONSIN AND ILLINOIS JURISDICTIONS. TAX YEARS OPEN UNDER THE FEDERAL STATUTE OF LIMITATIONS INCLUDE 2018 THROUGH 2022. TAX YEARS OPEN UNDER THE STATE OF WISCONSIN AND STATE OF ILLINOIS STATUTES INCLUDE 2017 THROUGH 2022. GOODWILL HAD NOT HISTORICALLY FILED ANY UNRELATED BUSINESS INCOME TAX ("UBIT") RETURNS BUT FILED IN 2018 FOR FEDERAL AND THE STATES OF WISCONSIN AND ILLINOIS JURISDICTIONS. DUE TO TAX REFORM LEGISLATION, THE FEDERAL AND ILLINOIS UBIT RETURNS HAVE BEEN AMENDED TO OBTAIN REFUNDS OF INCOME TAX PAYMENTS MADE ON UBIT REPEALED BY LEGISLATION. THE ORGANIZATION FILED UBIT RETURNS FOR 2019 AND 2020 FOR WISCONSIN; HOWEVER, WISCONSIN HAS SINCE REPEALED SIMILAR TO FEDERAL. TAX YEARS REMAIN OPEN FOR YEARS IN WHICH A UBIT RETURN HAS NOT BEEN FILED. PART XI, LINE 4B - OTHER ADJUSTMENTS: WAXDALE MARGIN 246,859. ELIMINATION FOR INTERCO EXPRESS DEPRECIATION -760,417. PART XII, LINE 2D - OTHER ADJUSTMENTS: ELIMINATION FOR INTERCO EXPRESS DEPRECIATION 760,417. PART XII, LINE 4B - OTHER ADJUSTMENTS: WAXDALE MARGIN 246,859. 0 0 0 1 1 1 1 0 0 JACQUELINE HALLBERG PRESIDENT & CEO 0 552844 0 240486 0 9816 0 23650 0 9107 0 835903 0 0 JEFFREY DOCALAVICH ASST. TREASURER 0 353556 0 123114 0 1974 0 23650 0 15517 0 517811 0 0 BASIL BUCHKO ASST. SECRETARY 0 262666 0 79020 0 1614 0 23650 0 21505 0 388455 0 0 STEVEN LOOS FORMER ASST. SECRETARY 0 128936 0 216297 0 1569 0 23650 0 10815 0 381267 0 0 PART I, LINE 3: COMPENSATION DETERMINATION GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. AND AFFILIATES' ("GOODWILL") COMPENSATION PACKAGE INCLUDES A SALARY, DEFINED CONTRIBUTION PLAN AND HEALTH AND WELFARE BENEFITS. GOODWILL ENGAGED AN INDEPENDENT FIRM TO ASSESS REASONABLENESS OF ITS COMPENSATION PACKAGE FOR TOP MANAGEMENT POSITIONS. THE FIRM ASSESSED COMPENSATION USING SURVEY DATA REPRESENTING SIMILAR POSITIONS BASED ON INDUSTRY, REVENUE, NUMBER OF EMPLOYEES AND OTHER PEER GROUP DATA. THE REPORT WAS REVIEWED BY THE HUMAN RESOURCES AND COMPENSATION COMMITTEE ("COMMITTEE") OF THE BOARD OF DIRECTORS AND COMPENSATION FOR GOODWILL'S TOP MANAGEMENT POSITIONS APPROVED BY A COMMITTEE VOTE. PART I, LINES 5A - B AND 6A - B LEADERSHIP INCENTIVE PLAN GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. AND AFFILIATES ("GOODWILL") PROVIDES AN INCENTIVE PLAN FOR CERTAIN MANAGEMENT PERSONNEL. THE PURPOSE OF GOODWILL'S LEADERSHIP INCENTIVE PLAN ("PLAN") IS TO MOTIVATE EXECUTIVES TO ACHIEVE MISSION-RELATED OBJECTIVES AND TO PRODUCE MEASURABLE FINANCIAL RESULTS, WHICH WILL ENHANCE GOODWILL'S LONG-TERM VALUE TO THE COMMUNITIES SERVED AND WILL PROMOTE THE FINANCIAL SECURITY AND STABILITY OF THE ORGANIZATION. THE PLAN INCLUDES FINANCIAL PERFORMANCE GOALS BASED ON REVENUE AND NET INCOME AND A MISSION-RELATED GOAL. THE PLAN IS ADMINISTERED BY GOODWILL'S PRESIDENT WITH REVIEW AND APPROVAL BY THE HUMAN RESOURCE AND COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS. FORM 990, PART III, LINE 1 501(C)(3) STATUS. GOODWILL MANUFACTURING SHARES THE MISSION OF ITS PARENT COMPANY, WHICH IS TO PROVIDE TRAINING, EMPLOYMENT, AND SUPPORTIVE SERVICES FOR PEOPLE WITH DISABILITIES OR DISADVANTAGES WHO SEEK GREATER INDEPENDENCE. SUCH DISABILITIES OR DISADVANTAGES INCLUDE PHYSICAL OR INTELLECTUAL DISABILITIES, MENTAL HEALTH CONDITIONS, SKILL LIMITATIONS, CRIMINAL BACKGROUND, LACK OF EDUCATION AND JOB PREPARATION, COMMUNICATION CHALLENGES, AND OTHER SOCIO-ECONOMIC DISADVANTAGES. GOODWILL PURSUES ITS MISSION IN TWO WAYS. THE FIRST IS BY EMPLOYING PEOPLE WITH DISABILITIES AND DISADVANTAGES WITHIN THE ORGANIZATION'S OWN OPERATIONS. THE SECOND IS BY PROVIDING SOCIAL SERVICES, COMMUNITY PROGRAMS, VOCATIONAL TRAINING, TRANSITIONAL EMPLOYMENT, EMPLOYMENT SERVICES, AND SUPPORTIVE SERVICES FOR INDIVIDUALS IN SOUTHEASTERN WISCONSIN AND NORTHERN ILLINOIS WHO HAVE DISABILITIES OR ARE DISADVANTAGED OR HAVE OTHER SPECIAL NEEDS, IN ORDER TO ENHANCE THEIR EMPLOYMENT OPPORTUNITIES, PREVENT OR ALLEVIATE REHABILITATION PROBLEMS, AND FACILITATE THEIR ABILITY TO LIVE INDEPENDENTLY IN THE COMMUNITY. BEGINNING WITH ITS FIRST WORKSHOP IN A MILWAUKEE CHURCH BASEMENT, WHERE DONATIONS WERE SORTED AND PREPARED FOR SALE IN A SMALL STORE NEARBY, GOODWILL HAS OFFERED WHAT ITS FOUNDER DESCRIBED AS "A CHANCE, NOT CHARITY" TO PEOPLE WHO WERE LABELED UNEMPLOYABLE. TO FULFILL ITS PRIMARY PURPOSES OF EMPLOYMENT AND SELF-SUFFICIENCY FOR PEOPLE WITH DISABILITIES OR DISADVANTAGES, GOODWILL TAKES AN ENTREPRENEURIAL APPROACH. OVER THE YEARS, GOODWILL HAS PURSUED A VARIETY OF ENTERPRISES IN ORDER TO HELP PREPARE INDIVIDUALS FOR EMPLOYMENT AND PLACE THEM IN JOBS BOTH IN THE COMMUNITY AND WITHIN GOODWILL'S OWN OPERATIONS. GOODWILL MANUFACTURING IS ONE OF THOSE ENTERPRISES; IT PROVIDES COMMERCIAL LAUNDRY SERVICES TO PRIVATE COMPANIES AND OPERATES A RECYCLING PROGRAM. GOODWILL MANUFACTURING PROMOTES THE MISSION OF GOODWILL BY CREATING OPPORTUNITIES TO EMPLOY INDIVIDUALS WITH DISADVANTAGES AND/OR DISABILITIES, AS WELL AS PROVIDING ON-THE-JOB TRAINING AND SUPPORT. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OR STOCKHOLDERS GOODWILL IS THE SOLE CORPORATE MEMBER OF GOODWILL MANUFACTURING. FORM 990, PART VI, SECTION A, LINE 7A MEMBERS OR STOCKHOLDERS WHO MAY ELECT GOVERNING BODY GOODWILL IS THE SOLE CORPORATE MEMBER AND IN THIS CAPACITY ELECTS THE BOARD OF DIRECTORS OF GOODWILL MANUFACTURING. FORM 990, PART VI, SECTION A, LINE 7B MEMBERS OR STOCKHOLDERS WHO MAY APPROVE DECISIONS GOODWILL IS THE SOLE CORPORATE MEMBER AND IN THIS CAPACITY APPROVES THE ACTIONS OF GOODWILL MANUFACTURING. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW MEMBERS OF THE AUDIT, RISK AND COMPLIANCE COMMITTEE OF THE BOARD OF DIRECTORS REVIEWED THE FORM AT ITS MAY 24, 2023 COMMITTEE MEETING. IN ADDITION, MEMBERS OF THE FULL BOARD WERE PROVIDED WITH AN ELECTRONIC COPY OF THE FORM PRIOR TO FILING OF THE FORM 990. FORM 990, PART VI, SECTION B, LINE 12C WRITTEN CONFLICT OF INTEREST POLICY GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC., AND AFFILIATES ("GOODWILL") MAINTAINS A CONFLICT OF INTEREST POLICY ("POLICY"). THE PURPOSE OF THE POLICY IS TO PROTECT GOODWILL'S INTERESTS WHEN CONTEMPLATING ENTERING INTO A TRANSACTION OR ARRANGEMENT THAT MIGHT BENEFIT THE FINANCIAL INTEREST OF AN INTERESTED PERSON SUCH AS AN OFFICER, DIRECTOR, OR KEY EMPLOYEE OF GOODWILL. AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF HIS OR HER FINANCIAL INTEREST AND ALL MATERIAL FACTS RELATED TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER SUCH DISCLOSURE, HE OR SHE SHALL RECUSE HIMSELF OR HERSELF DURING THE DISCUSSION OF, AND THE VOTE ON, THE PROPOSED TRANSACTION, WHETHER THE TRANSACTION REFLECTS FAIR MARKET VALUE, HAS NO BEARING ON THE RELATIONSHIP, AND IS IN THE BEST INTEREST OF THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION DETERMINATION GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. AND AFFILIATES' ("GOODWILL") COMPENSATION PACKAGE INCLUDES A SALARY, DEFINED CONTRIBUTION PLAN AND HEALTH AND WELFARE BENEFITS. GOODWILL ENGAGED AN INDEPENDENT FIRM TO ASSESS REASONABLENESS OF ITS COMPENSATION PACKAGE FOR TOP MANAGEMENT POSITIONS. THE FIRM ASSESSED COMPENSATION USING SURVEY DATA REPRESENTING SIMILAR POSITIONS BASED ON INDUSTRY, REVENUE, NUMBER OF EMPLOYEES AND OTHER PEER GROUP DATA. THE REPORT WAS REVIEWED BY THE HUMAN RESOURCES AND COMPENSATION COMMITTEE ("COMMITTEE") OF THE BOARD OF DIRECTORS AND COMPENSATION FOR GOODWILL'S TOP MANAGEMENT POSITIONS WAS APPROVED BY A COMMITTEE VOTE. FORM 990, PART VI, SECTION C, LINE 18 PUBLIC AVAILABILITY GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC. AND AFFILIATES ("GOODWILL") POSTS ITS GOVERNING DOCUMENTS, ANNUAL REPORTS, FINANCIAL STATEMENTS AND FORMS 990 TO ITS WEBSITE. GOODWILL ALSO MAKES THIS INFORMATION, AND OTHER REQUIRED DISCLOSURES, AVAILABLE UPON REQUEST. FORM 990, PART VI, SECTION C, LINE 19 REFER TO NARRATIVE LISTED ON LINE 18. FORM 990, PART VII: COMPENSATION FROM A RELATED ORGANIZATION GOODWILL MANUFACTURING DOES NOT DIRECTLY COMPENSATE ITS OFFICERS. THE FILING ORGANIZATION RELIES ON ITS PARENT ORGANIZATION, GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN, INC., TO FACILITATE ITS COMPENSATION. THE COMPENSATION LISTED IN FORM 990, PART VII IS THE TOTAL COMPENSATION PAID BY THE PARENT ORGANIZATION TO MANAGE THE PARENT ORGANIZATION AND ITS RELATED ORGANIZATIONS, INCLUDING GOODWILL MANUFACTURING. FORM 990, PART IX, LINE 11G LEASED EMPLOYEES: PROGRAM SERVICE EXPENSES 1,143,834. TOTAL EXPENSES 1,143,834. CONTRACTED SERVICES: PROGRAM SERVICE EXPENSES 184,862. TOTAL EXPENSES 184,862. TEMPORARY STAFFING: PROGRAM SERVICE EXPENSES 21,922. TOTAL EXPENSES 21,922. PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 11,414. TOTAL EXPENSES 11,414. GOODWILL RETAIL SERVICES INC 6055 N 91ST STREET MILWAUKEE WI 53225 392040239 SUPPORTING WI 501(C)(3) LINE 12A, I GOODWILL SE WI 0 GOODWILL INDUSTRIES OF METRO CHICAGO INC 6055 N 91ST STREET MILWAUKEE WI 53225 364455490 HUMAN SERVICE IL 501(C)(3) LINE 7 GOODWILL SE WI 0 GOODWILL INDUSTRIES OF SOUTHEASTERN WISCONSIN INC 6055 N 91ST STREET MILWAUKEE WI 53225 390808491 HUMAN SERVICE WI 501(C)(3) LINE 7 N/A 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 1 0 0