2023-11-02T07:33:03-05:00 2022-12-31 440160260 FORVIS LLP 999 S SHADY GROVE RD STE 400 MEMPHIS TN 38120 990 2022-01-01 620943809 DIXON GALLERY AND GARDENS DIXO 9017615250 4339 PARK AVENUE MEMPHIS TN 38117 KEVIN SHARP DIRECTOR 9017615250 2023-10-13 1 KEVIN SHARP 999009999 0 LAKRISHA J CASTLEBERRY P01677333 9017613000 2023-10-12 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z KEVIN SHARP 4339 PARK AVENUE MEMPHIS TN 38117 5943435 0 X WWW.DIXON.ORG X 1975 TN MAINTAIN & OPERATE ART GALLERY & GARDENS FOR BENEFIT, EDUCATION & ENJOYMENT OF THE PUBLIC 42 42 43 100 0 0 5156875 5594438 224685 153845 0 0 228452 195152 5610012 5943435 0 0 0 0 2369235 2523902 0 0 214518 3056654 3727305 5425889 6251207 184123 -307772 9304777 9250363 833704 1087062 8471073 8163301 OPERATE AND MAINTAIN AN ART GALLERY FOR THE EXIBITION AND DISPLAY OFPAINTINGS, OTHER ART, AND GARDENS FOR THE BENEFIT, EDUCATION ANDENJOYMENT OF THE PUBLIC. 0 0 5504899 181687 OPERATE AND MAINTAIN AN ART GALLERY FOR THE EXHIBITION AND DISPLAY OF PAINTINGS, OTHER ART, AND GARDENS FOR THE BENEFIT, EDUCATION AND ENJOYMENT OF THE PUBLIC. 5504899 1 1 0 0 0 0 0 1 0 1 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 0 1 0 0 0 1 1 1 0 0 1 32 0 1 43 1 0 0 0 0 0 0 0 0 0 0 0 0 X 42 42 1 0 0 0 1 1 0 1 1 0 0 0 1 1 1 1 1 1 0 0 TN X GAIL HOPPER 9017615250 4339 PARK AVENUE MEMPHIS TN 38117 J KENNETH MARSTON JR CHAIR 1.00 X 0 0 0 VERNON H STAFFORD JR PRESIDENT 1.00 X 0 0 0 MICHAEL E KEENEY SECRETARY/COUNSEL 1.00 X 0 0 0 BEN C ADAMS JR TRUSTEE 1.00 X 0 0 0 THOMAS C ADAMS JR TRUSTEE 1.00 X 0 0 0 MARKOVA REED ANDERSON TRUSTEE 1.00 X 0 0 0 ESSIE ARRINDELL-WILLIAMS TRUSTEE 1.00 X 0 0 0 JACK R BLAIR TRUSTEE 1.00 X 0 0 0 RUTH PRICE BOWLIN TRUSTEE 1.00 X 0 0 0 KENNETH F CLARK JR TRUSTEE 1.00 X 0 0 0 G DOUGLAS EDWARDS TRUSTEE 1.00 X 0 0 0 ELIZABETH FARNSWORTH TRUSTEE 1.00 X 0 0 0 JAMES H FERGUSON TRUSTEE 1.00 X 0 0 0 AMANDA E GOETZE TRUSTEE 1.00 X 0 0 0 LUCIA P HEROS TRUSTEE 1.00 X 0 0 0 JOHN HORSEMAN TRUSTEE 1.00 X 0 0 0 BERNICE HUSSEY TRUSTEE 1.00 X 0 0 0 ANNE ORGILL KEENEY TRUSTEE 1.00 X 0 0 0 JOSHUA S LIPMAN TRUSTEE 1.00 X 0 0 0 RICHARD LOU TRUSTEE 1.00 X 0 0 0 SUZANNE MALLORY TRUSTEE 1.00 X 0 0 0 W NEELY MALLORY JR TRUSTEE 1.00 X 0 0 0 W NEELY MALLORY III TRUSTEE 1.00 X 0 0 0 ESTELLA MAYHUE-GREER TRUSTEE 1.00 X 0 0 0 HARRIET BOYLE MCFADDEN TRUSTEE 1.00 X 0 0 0 ALLEN B MORGAN JR TRUSTEE 1.00 X 0 0 0 BRANDON GARROTT MORRISON TRUSTEE 1.00 X 0 0 0 D STEPHEN MORROW TRUSTEE 1.00 X 0 0 0 C PENN OWEN III TRUSTEE 1.00 X 0 0 0 STEPHEN C REYNOLDS TRUSTEE 1.00 X 0 0 0 CHRISTINE P RICHARDS TRUSTEE 1.00 X 0 0 0 W REID SANDERS TRUSTEE 1.00 X 0 0 0 E ELKAN SCHEIDT TRUSTEE 1.00 X 0 0 0 DARNELL SETTLES III TRUSTEE 1.00 X 0 0 0 GIL UHLHORN TREASURER 1.00 X 0 0 0 CHARLES W WESTBROOK TRUSTEE 1.00 X 0 0 0 SHARON JOHNSON WHEELER TRUSTEE 1.00 X 0 0 0 WILLIS H WILLEY III TRUSTEE 1.00 X 0 0 0 BARBARA C WILLIAMSON TRUSTEE 1.00 X 0 0 0 LARRY CRAWFORD TRUSTEE 1.00 X 0 0 0 BRIAN DOTSON TRUSTEE 1.00 X 0 0 0 SUSAN ADLER THROP TRUSTEE 1.00 X 0 0 0 GAIL HOPPER CONTROLLER 40.00 X 90103 0 11279 KEVIN SHARP EXECUTIVE DIRECTOR 40.00 X 272726 0 52508 362829 0 63787 1 0 1 0 0 479751 1337000 210523 3567164 5594438 VARIOUS 900099 78845 78845 ADMISSIONS 900099 75000 75000 153845 167310 0 167310 167310 167310 27842 0 27842 27842 5943435 181687 0 167310 385776 131164 127306 127306 1794490 1705695 88795 185833 157958 18583 9292 157803 134133 15780 7890 76177 17430 58747 40570 40570 255029 207577 23573 23879 526825 427513 89168 10144 6759 5739 1020 10025 10025 664949 664949 105522 73503 32019 ACQUISITION EXPENSE 940000 940000 GALLERY AND GARDEN EXPE 831475 786863 44612 EDUCATION 252467 211805 4655 36007 MISCELLANEOUS 17507 17507 6251207 5504899 531790 214518 377040 321533 3795 56032 103525 111739 13614 224507 359380 402701 18454734 10320883 8447423 8133851 9304777 9250363 507439 335614 96265 429981 230000 321467 833704 1087062 X 8054403 7919798 416670 243503 8471073 8163301 9304777 9250363 -307772 0 X 0 1 X 0 0 X 7303964 5848914 5064550 5156875 5594438 28968741 7303964 5848914 5064550 5156875 5594438 28968741 12472632 16496109 142494 120282 47765 176882 167310 654733 29623474 657907 0.55690 0.54240 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED X X X X 0 10222547 50000 -1150364 9122183 10032370 50000 140177 10222547 9966225 50012 16133 10032370 6230503 3125000 610722 9966225 6007760 40000 237743 55000 6230503 1.00000 0 1 1 240000 240000 12730908 7560771 5170137 938554 799343 139211 4545272 1960769 2584503 8133851 DUE TO ENDOWMENT 321467 321467 X 5943435 0 5943435 0 5943435 6251207 0 6251207 0 6251207 PART III, LINE 1A: THE COLLECTIONS OF THE GALLERY ARE COMPRISED OF MORE THAN 2000 WORKS OF ART, INCLUDING NINETEENTH AND EARLY TWENTIETH-CENTURY EUROPEAN AND AMERICAN PAINTINGS, SCULPTURE, AND WORKS ON PAPER, EIGHTEENTH AND NINETEENTH-CENTURY GERMAN AND ENGLISH PORCELAIN, AND EIGHTEENTH, NINETEENTH AND TWENTIETH-CENTURY EUROPEAN AND AMERICAN PEWTER. THE COLLECTIONS WERE ACQUIRED THROUGH BEQUESTS, GIFTS, AND PURCHASES SINCE THE MUSEUM'S FOUNDING IN 1976. EACH OBJECT IS CATALOGUED AND CARED FOR, ITS EXISTENCE IS VERIFIED, AND ITS CONDITION IS ASSESSED ON A REGULAR BASIS. THE COLLECTIONS ARE MAINTAINED FOR PUBLIC EXHIBITION, EDUCATION, AND RESEARCH IN FURTHERANCE OF PUBLIC SERVICE, RATHER THAN FOR FINANCIAL GAIN. IN CONFORMITY WITH ACCOUNTING PRACTICES GENERALLY FOLLOWED BY ART MUSEUMS, THE VALUE OF THE GALLERY'S COLLECTIONS ARE NOT RECOGNIZED AS ASSETS ON THE STATEMENT OF FINANCIAL POSITION, AND GIFTS OF WORKS OF ART ARE EXCLUDED FROM REVENUE IN THE STATEMENT OF ACTIVITIES. PURCHASES OF WORKS OF ART BY THE GALLERY ARE RECORDED AS DECREASES IN NET ASSETS IN THE STATEMENT OF ACTIVITIES. PURSUANT TO GALLERY POLICY, PROCEEDS FROM THE SALE OF WORKS OF ART AND RELATED INSURANCE SETTLEMENTS ARE RECORDED AS TEMPORARILY RESTRICTED NET ASSETS FOR THE ACQUISITION OF ART. PART V, LINE 4: THE DIXON GALLERY AND GARDENS ENDOWMENT FUND (THE "ENDOWMENT FUND") WAS INCORPORATED FOR THE PURPOSE OF ACCEPTING CONTRIBUTIONS, HONORARIUMS, MEMORIALS AND BEQUESTS, WHETHER IN CASH OR IN KIND, WHICH ARE RECEIVED OR ALLOCATED WITH SPECIFIC REFERENCE THERETO, FOR THE BENEFIT OF THE DIXON GALLERY AND GARDENS (THE "GALLERY"). ALTHOUGH THE ENDOWMENT FUND'S BOARD HAS NOT EXPRESSED THE INTENTION TO DO SO, IT MAY, AT ITS DISCRETION, DISTRIBUTE FUNDS TO OTHER NOT-FOR-PROFIT ORGANIZATIONS. PART X, LINE 2: THE GALLERY IS EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE; ACCORDINGLY, THE ACCOMPANYING FINANCIAL STATEMENTS DO NOT REFLECT A PROVISION OR LIABILITY FOR FEDERAL AND STATE INCOME TAXES. THE GALLERY HAS DETERMINED THAT IT DOES NOT HAVE ANY MATERIAL UNRECOGNIZED TAX POSITIONS AS OF DECEMBER 31, 2022 AND 2021. PART V, LINE 1G DUE TO THE ACCOUNTING PROCEDURE FOR AUDITED FINANCIAL STATEMENTS, THE END OF YEAR ENDOWMENT TOTAL SHOWN ON SCHEDULE D, PART V, LINE 1G INCLUDES NET ASSETS WITH DONOR RESTRICTIONS AS WELL AS PERMANENTLY RESTRICTED ASSETS. X X 0 1 0 0 0 0 0 0 0 KEVIN SHARP EXECUTIVE DIRECTOR 204204 0 40840 0 27682 0 0 40840 11668 0 284394 40840 0 0 PART I, LINE 4B THE EXECUTIVE DIRECTOR, KEVIN SHARP, PARTICIPATED IN A DEFERRED COMPENSATION PLAN FOR 2021. THIS PLAN WAS FUNDED $40,840 BY THE DIXON GALLERY AND GARDENS ENDOWMENT FUND WHICH IS A RELATED ORGANIZATION. FEDEX CORPORATION 1 TRUSTEE IS AN EXECUTIVE OF FEDEX CORPORATION 11113 DIXON USES FEDEX FOR FREIGHT SERVICES 0 X 8 0 0 0 PART I, LINE 33: IN CONFORMITY WITH ACCOUNTING PRACTICES GENERALLY FOLLOWED BY ART MUSEUMS, THE VALUE OF THE GALLERY'S COLLECTIONS ARE NOT RECOGNIZED AS ASSETS ON THE STATEMENT OF FINANCIAL POSITION, AND GIFTS OF WORKS OF ART ARE EXCLUDED FROM REVENUE IN THE STATEMENT OF ACTIVIITES AS ALLOWED UNDER SFAS 116. FORM 990, PART VI, SECTION A, LINE 2 PERSONAL/FAMILY RELATIONSHIPS: WILLIAM N. MALLORY, III (BOARD TRUSTEE), W. NEELY MALLORY, JR. (BOARD TRUSTEE), SUZANNE MALLORY (BOARD TRUSTEE), MICHAEL E. KEENEY (BOARD TRUSTEE), ANNE O. KEENEY (BOARD TRUSTEE) FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION SHALL HAVE ONE CLASS OF MEMBERS CONSISTING OF NOT LESS THAN THREE NOR MORE THAN NINE MEMBERS. UNLESS OTHERWISE DETERMINED BY THE MEMBERS, THE MEMBERS OF THE CORPORATION SHALL CONSIST OF THOSE INDIVIDUALS WHO, FROM TIME TO TIME, SERVE ON THE OPERATING COMMITTEE OF THE HUGO DIXON FOUNDATION ESTABLISHED PURSUANT TO THAT CERTAIN TRUST AGREEMENT BETWEEN HUGO N. DIXON AND THE MORGAN GUARANTY TRUST COMPANY OF NY DATED JULY 21, 1958, AS IT MAY BE AMENDED AND/OR RESTATED FROM TIME TO TIME. FORM 990, PART VI, SECTION A, LINE 7A EACH MEMBER OF THE CORPORATION WHO IS ELECTED AND QUALIFIED SHALL BE A STANDING MEMBER OF THE BOARD OF TRUSTEES OF THE CORPORATION, AND EACH SHALL HAVE THE RIGHT TO VOTE UPON ALL MATTERS UPON WHICH THE BOARD OF TRUSTEES IS ENTITLED TO VOTE. FORM 990, PART VI, SECTION B, LINE 11B THE AUDIT COMMITTEE, CHAIRMAN AND PRESIDENT OF THE BOARD OF DIRECTORS REVIEW THE FORM 990 DRAFT BEFORE THE RETURN IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C DIXON TRUSTEES FILE WITH THE BOARD A STATEMENT DISCLOSING THEIR PERSONAL, BUSINESS OR ORGANIZATION INTERESTS AND AFFILIATIONS AND THOSE OF PERSONS CLOSE TO THEM THAT COULD BE CONSTRUED AS BEING DIXON-RELATED. DISCLOSURE STATEMENTS ARE UPDATED WHENEVER SIGNIFICANT CHANGES OCCUR. FORM 990, PART VI, SECTION B, LINE 15A THE EMPLOYMENT OF THE DIRECTOR AS WELL AS SALARY WAS APPROVED BY THE EXECUTIVE COMMITTEE. AN EMPLOYMENT CONTRACT EXISTS FOR THE CURRENT DIRECTOR. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC IN ITS OFFICE AND UPON REQUEST. THE DIXON GALLERY AND GARDENS ENDOWMENT FUND 4339 PARK AVENUE MEMPHIS TN 38117 581973160 TO ACCEPT FUNDS FOR THE SOLE BENEFIT OF DIXON GALLERY AND GARDENS TN 501 (C)(3) LINE 11 TYPE II N/A 1 0 0 1 0 1 0 0 0 0 0 0 1 0 1 1 0 1 1 0 DIXON GALLERY AND GARDENS ENDOWMENT FUND C 1337000 DIXON GALLERY AND GARDENS ENDOWMENT FUND E 321467 DIXON GALLERY AND GARDENS ENDOWMENT FUND Q 65000