2022-05-13T16:47:55-05:00 2021-12-31 450250958 EIDE BAILLY LLP 2355 E CAMELBACK RD STE 900 PHOENIX AZ 850169065 990 2021-01-01 273966137 DESERT MOUNTAIN CLUB INC DESE 4805954000 10550 E DESERT HILLS DRIVE SCOTTSDALE AZ 85262 ANDREA RANDALL CHIEF FINANCIAL OFFICER 4805954000 2022-05-11 1 ANDREA RANDALL 999009999 BRENDA ANN BLUNT CPA P00075126 4803151040 2022-05-11 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z STEVEN HARPER 10550 E DESERT HILLS DRIVE SCOTTSDALE AZ 85262 101830932 0 X WWW.DESERTMOUNTAIN.COM X 2010 AZ WE PROVIDE PRIVATE GOLF COURSES, CLUBHOUSES, AND OTHER STANDARD AMENTITIES TO OUR MEMBERS. 9 9 1203 9 2304925 684065 379850 67365 63602918 81859031 214630 403074 6435045 8431323 70632443 90760793 18365 50590 0 0 36851138 41341348 0 0 0 29377431 30864586 66246934 72256524 4385509 18504269 147991088 166271047 44742753 41825415 103248335 124445632 NONE 0 0 WE PROVIDED PRIVATE GOLF COURSES, CLUBHOUSES, AND OTHER STANDARD AMENTITIES TO THE CLUB'S APPROXIMATELY 2,240 MEMBERS. 0 1 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 1 1 0 0 0 0 0 0 1 288 0 1 1203 1 1 1 0 0 0 0 12975866 3040191 0 0 0 X 9 9 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X AMY IACOVELLI 4805954000 10550 E DESERT HILLS DR SCOTTSDALE AZ 85262 DAMON DIORIO CEO 45.00 X 886473 0 39921 JOHN LYBERGER PGA DIRECTOR OF GOLF 45.00 X 460239 0 23212 ANDREA RANDALL CFO 45.00 X 317747 0 28317 TODD BRUEN DIRECTOR OF FACILITIES & MAINTENANCE 45.00 X 291250 0 22645 SHAWN EMERSON THRU 022021 DIRECTOR OF AGRONOMY 45.00 X 271898 0 15650 BERTRAND BOUQUIN DIRECTOR OF CULINARY 45.00 X 261485 0 22430 GREGG LEONARD DIRECTOR OF CLUB OPERATIONS 45.00 X 257932 0 24058 TODD BOHN DIRECTOR OF AGRONOMY 45.00 X 245871 0 4553 ARNDALDO COCUZZA DIRECTOR OF ATHLETICS & SONORAN 45.00 X 219214 0 25193 AMY IACOVELLI CONTROLLER 45.00 X 176201 0 12188 CHRIS STORBEK BOARD MEMBER 8.00 X 0 0 0 STEVE CARDINAL BOARD MEMBER 8.00 X 0 0 0 PAMELA FORBES LIEBERMAN BOARD MEMBER 8.00 X 0 0 0 MIKE ERVIN BOARD MEMBER 8.00 X 0 0 0 WAYNE MAILLOUX BOARD MEMBER 8.00 X 0 0 0 KATHY KORY SECRETARY 8.00 X X 0 0 0 JEFF SMITH VICE CHAIRMAN 8.00 X X 0 0 0 STEVEN HARPER CHAIRMAN 8.00 X X 0 0 0 SCOTT URDANG TREASURER 8.00 X X 0 0 0 3388310 0 218167 40 0 1 0 FENNEMORE CRAIG PC 2394 E CAMELBACK ROAD PHOENIX AZ 85016 LEGAL SERVICES 319036 ARIZONA MACHINERY LLC 11111 W MCDOWELL ROAD AVONDALE AZ 85392 MACHINERY RENTAL 298357 LANDSCAPES UNLIMITED LLC 1201 ARIES DRIVE LINCOLN NE 68512 GOLF COURSE MAINTENANCE 136050 CRAYON SOFTWARE EXPERTS LLC 12221 MERIT DRIVE SUITE 800 DALLAS TX 75251 CLOUD COMPUTING 129159 GPS INDUSTRIES LLC 1074 N ORANGE AVENUE SARASOTA FL 34236 GPS LOCATION SERVICES ON GOLF CARTS 110561 9 67365 67365 67365 MEMBER DUES AND ASSESMENTS 713910 55313326 55313326 INITIATION AND TRANSFER FEES 713910 12895000 12895000 GOLF CART AND CLUB RENTALS 713910 3388950 3388950 MISC CLUB INCOME 713910 3218678 2526957 691721 GREENS AND HANDICAP FEES 713910 3159860 3159860 3883217 3883217 81859031 403074 400536 2538 1358682 316122 1042560 1042560 1026696 15864 18142780 10754017 7388763 7202791 185972 90760793 88370101 2304925 18402 50590 2295958 31488718 541730 4266525 2748417 371559 14562 2399957 1319545 1668489 717889 4416976 83668 24458 1086277 8194380 1125165 FEDERAL AND STATE INCOM 55746 REPAIRS AND MAINTENANCE 1984059 EQUIPMENT RENTAL 1390114 FERTILIZER AND CHEMICAL 1321775 4689967 72256524 4723813 5021236 21557517 39505132 6859127 7186057 1494232 1405142 1744088 1933574 1497445 1157535 173223931 70094052 103781085 103129879 921155 5412626 5160492 0 1772000 147991088 166271047 5468666 6573827 2090962 2326806 25013858 26398520 12169267 6526262 44742753 41825415 X 103248335 124445632 103248335 124445632 147991088 166271047 X 18504269 921028 1772000 X 0 1 X 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2239000 5248792 7487792 1379000 64719700 15803023 50295677 9675008 8734970 940038 89962431 45556059 44406372 103129879 90782 CAPITAL LEASES 2487453 DUES REPAYMENT PROGRAM 23832 RETIREMENT PLAN 457(B) 389612 NON-EQUITY MEM. SUR. BENEFIT 260000 CLUB LIABILITY SUPPLEMENTAL ASSESSMENT 1300000 INTEREST RATE SWAP LIABILITY 1973258 RECIPROCAL - DUE TO OTHER CLUBS 1325 6526262 X 94329075 921028 2647254 3568282 90760793 0 90760793 73131778 875254 875254 72256524 0 72256524 PART X, LINE 2: THE CLUB EVALUATES ITS TAX POSITIONS THAT HAVE BEEN TAKEN OR ARE EXPECTED TO BE TAKEN ON INCOME TAX RETURNS TO DETERMINE IF AN ACCRUAL IS NECESSARY FOR UNCERTAIN TAX POSITIONS. AS OF DECEMBER 31, 2021 AND 2020, THE UNRECOGNIZED TAX BENEFITS ACCRUAL WAS ZERO. PART XI, LINE 2D - OTHER ADJUSTMENTS: ADDITIONAL COST OF SALES NETTED AGAINST REVENUE 449,743. RENTAL EXPENSES NETTED AGAINST REVENUE 316,121. MISCELLANEOUS EXPENSES RECLASSIFIED FROM FINANCIAL STATEMENTS 109,390. DEFERRED INCOME TAX RELIEF 1,772,000. PART XII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENESS NETTED AGAINST REVENUE 316,121. ADDITIONAL COST OF SALES NETTED AGAINST REVENUE 449,743. MISCELLANEOUS EXPENSES RECLASSIFIED FROM FINANCIAL STATEMENTS 109,390. 1 ARIZONA COMMUNITY FOUNDATION 2201 E CAMELBACK ROAD SUITE 405B PHOENIX AZ 85016 860348306 501(C)(3) 29662 0 DESERT MOUNTAIN COMMUNITY PROGRAMS 1 0 PART I, LINE 2: GRANTS ARE MADE TO WELL-ESTABLISHED CHARITIES FOR UNRESTRICTED USE IN THEIR GENERAL PROGRAMS. POST-GRANT MONITORING IS NOT CONSIDERED NECESSARY. X X X X X X 1 0 0 DAMON DIORIO CEO 666077 0 206445 0 13951 0 31100 0 9384 0 926957 0 0 0 JOHN LYBERGER PGA DIRECTOR OF GOLF 363084 0 83616 0 13539 0 9753 0 14035 0 484027 0 0 0 ANDREA RANDALL CFO 243558 0 60430 0 13759 0 11406 0 11475 0 340628 0 0 0 TODD BRUEN DIRECTOR OF FACILITIES & MAINTENANCE 226442 0 51600 0 13208 0 8178 0 15043 0 314471 0 0 0 SHAWN EMERSON THRU 022021 DIRECTOR OF AGRONOMY 219827 0 51120 0 951 0 5243 0 10769 0 287910 0 0 0 BERTRAND BOUQUIN DIRECTOR OF CULINARY 238846 0 22080 0 559 0 10437 0 12569 0 284491 0 0 0 GREGG LEONARD DIRECTOR OF CLUB OPERATIONS 198846 0 45600 0 13486 0 7333 0 17181 0 282446 0 0 0 TODD BOHN DIRECTOR OF AGRONOMY 240356 0 0 0 5515 0 0 0 4564 0 250435 0 0 0 ARNDALDO COCUZZA DIRECTOR OF ATHLETICS & SONORAN 173846 0 33000 0 12368 0 8282 0 17383 0 244879 0 0 0 AMY IACOVELLI CONTROLLER 159143 0 16020 0 1038 0 6215 0 6352 0 188768 0 0 0 PART I, LINE 3 AS PART OF THEIR FIDUCIARY RESPONSIBILITY, THE BOARD OF DIRECTORS HAS A COMPENSATION COMMITTEE WHICH OBTAINS A COMPENSATION SURVEY BY AN INDEPENDENT THIRD PARTY. THE SURVEY IS ORDERED AS APPROPRIATE TO EVALUATE COMPENSATION. THE COMPENSATION OF THE CEO IS REVIEWED ANNUALLY BY THE BOARD OF DIRECTORS' COMPENSATION COMMITTEE. PART I, LINE 4A ON FEBRUARY 8, 2021, SHAWN EMERSON, THE FORMER DIRECTOR OF AGRONOMY, AND DESERT MOUNTAIN CLUB ENTERED INTO AN AGREEMENT TITLED "CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT" (HEREAFTER "AGREEMENT"). PER THE AGREEMENT, MR. EMERSON RELEASED ALL CLAIMS, WITH SOME LIMITED EXCEPTIONS, HE POTENTIALLY HAD AGAINST DESERT MOUNTAIN CLUB IN EXCHANGE FOR $243,638. THE PAYMENT WAS CALCULATED TO INCLUDE SIX MONTHS OF SEVERANCE PAY THAT WAS OWED TO MR. EMERSON UNDER HIS EMPLOYMENT AGREEMENT, MR. EMERSON'S UNUSED AND ACCRUED VACATION, AND A BONUS FOR 2020. THE PARTIES AGREE THAT THEY WILL REFER TO THE END OF EMPLOYEE'S EMPLOYMENT WITH THE COMPANY AS "THE PARTIES DECIDED TO GO THEIR SEPARATE WAYS." MR. EMERSON AND DESERT MOUNTAIN CLUB ALSO AGREED THAT NEITHER MR. EMERSON NOR DAMON DIORIO, DESERT MOUNTAIN'S CEO, WOULD DISPARAGE EACH OTHER BUT EACH COULD TESTIFY TRUTHFULLY IN ANY LEGAL OR GOVERNMENTAL PROCEEDING WITHOUT BREACHING THE AGREEMENT. MR. EMERSON ALSO AGREED TO KEEP THE TERMS OF THE AGREEMENT CONFIDENTIAL. X 2 67365 DONOR COST 0 0 0 0 SCHEDULE M, PART I, COLUMN (B) PART I, COL. (B) IS THE NUMBER OF ITEMS CONTRIBUTED. FORM 990, PART VI, SECTION A, LINE 4 DESERT MOUNTAIN AMENDED THE BYLAWS TO CHANGE THE MEMBERSHIP MODEL. WITH THE NEW MODEL, THE MEMBER ARRANGED TRANSFER PROGRAM AND MEMBERSHIP RESALE PROGRAM WERE DISCONTINUED, THE OUTGOING MEMBER IS NO LONGER REQUIRED TO PAY A TRANSFER FEE, AND A MEMBERSHIP RESIGNATION PROGRAM WAS ADDED, WHICH ALLOWS MEMBERS TO GIVE NOTICE OF RESIGNATION AND EXIT THE CLUB WITHIN 12 MONTHS. THE EXIT TIMEFRAME DEPENDS ON WHETHER OR NOT THE MEMBERSHIP COUNT IS AT THE TARGET SET BY THE BOARD AND MAY NOT GO OVER THE MAXIMUM MEMBERSHIP CAPACITY COUNT IN THE CLUB BYLAWS IF THERE IS A WAIT LIST OF APPLICANTS WISHING TO BECOME A MEMBER. UPON CHANGE TO THE MEMBERSHIP MODEL, EXISTING MEMBERS WERE REQUIRED TO PAY A CAPITAL AND OPERATING RESERVE FEE, AND INCOMING MEMBERS ARE REQUIRED TO PAY THE CLUB A CLUB INITIATION FEE, A PORTION OF WHICH IS ALLOCATED TOWARD THE CAPITAL AND OPERATING RESERVE FEE. FORM 990, PART VI, SECTION A, LINE 6 THE CLUB HAS THREE CATEGORIES OF VOTING FULL MEMBERS: FULL GOLF MEMBERS, FULL SEVEN GOLF AND FULL LIFESTYLE MEMBERS. FULL GOLF MEMBERS HAVE ACCESS TO ALL FACILITIES INCLUDING UNLIMITED GOLF AND TENNIS. FULL GOLF MEMBERS HAVE TWO (2) VOTES EACH, SEVEN GOLF MEMBERS HAVE ONE AND A HALF (1.5) VOTES EACH AND FULL LIFESTYLE MEMBERS HAVE ONE (1) VOTE, EACH. LIMITED (FORMERLY NON-EQUITY) MEMBERSHIPS WERE ISSUED PRIOR TO DECEMBER 31, 2010. LIMITED MEMBERS DO NOT VOTE ON GENERAL MATTERS; THEIR VOTING RIGHTS ARE FURTHER DESCRIBED ON LINE 7(B). FORM 990, PART VI, SECTION A, LINE 7A CERTAIN DIRECTORS ARE ELECTED ANNUALLY BY THE MEMBERS. FORM 990, PART VI, SECTION A, LINE 7B AT ANNUAL MEMBER MEETINGS FULL MEMBERS ENTITLED TO VOTE MAY VOTE ON "MAJOR DECISIONS". MAJOR DECISIONS ARE DEFINED AS: (A) A MAJOR CAPITAL EXPENDITURE FOR NEW CAPITAL IMPROVEMENTS AND EXPANDED FACILITIES OR AS MAY BE REQUIRED, AS DETERMINED BY THE BOARD, THAT ARE NOT CAPITAL REPAIR AND REPLACEMENT ITEMS AND ARE IN EXCESS OF FIVE PERCENT (5%) OF THE THEN CURRENT CLUB ANNUAL GROSS REVENUE, INCLUDING TRANSFER FEES. (B) A SALE OF THE CLUB FACILITIES OR ANY INDIVIDUAL CLUB FACILITY, (C) A MATERIAL ADVERSE CHANGE TO THE MEMBERSHIP TRANSFER FEE, (D) A CHANGE OR ADDITION TO THE MEMBERSHIP CATEGORIES OR CHANGES IN EXISTING MEMBERSHIP CATEGORIES THAT RESULT IN AN INCREASE IN THE MAXIMUM NUMBER OF EQUITY GOLF OR EQUITY CLUB MEMBERS ABOVE THE CAPS STATED IN THE BYLAWS, AND (E) AND AMENDMENT TO THE BYLAWS. ANY AMENDMENT TO THE BYLAWS THAT DISCRIMINATES OR IMPOSES GREATER OBLIGATIONS OR FEWER RIGHTS THAT APPLY SOLELY AGAINST THE DEVELOPER RETAINED MEMBERSHIPS COMPARED TO OTHER FULL GOLF MEMBERSHIPS IN THE CLUB, OR MODIFIES ANY OF THE RIGHTS AND PRIVILEGES OF THE LIMITED MEMBERSHIPS IN THE CLUB NOT OTHERWISE AMENDABLE UNDER THE APPLICABLE TERMS AND PROVISIONS OF THE PRIOR CLUB OF THE PRIOR PLANS, OR REVISE ANY OF THE RIGHTS OF DESERT MOUNTAIN PROPERTIES LIMITED PARTNERSHIP ("DMP") GRANTED IN THE BYLAWS, REQUIRES PRIOR WRITTEN APPROVAL OF DMP. SUCH APPROVAL CANNOT BE UNREASONABLY WITHHELD. FORM 990, PART VI, SECTION B, LINE 11B THE RETURN IS REVIEWED BY THE CLUB'S CHIEF FINANCIAL OFFICER AND IS PROVIDED TO ALL BOARD MEMBERS. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD OF DIRECTORS MEET MONTHLY TO DISCUSS ANY CONFLICTS. FORM 990, PART VI, SECTION B, LINE 15 AS PART OF THEIR FIDUCIARY RESPONSIBILITY, THE BOARD OF DIRECTORS HAS A COMPENSATION COMMITTEE WHICH OBTAINS A COMPENSATION SURVEY BY AN INDEPENDENT THIRD PARTY, AS APPROPRIATE. THE COMPENSATION OF TOP-LEVEL EMPLOYEES IS EVALUATED ANNUALLY BY THE CEO AND THE COMPENSATION OF THE CEO IS REVIEWED ANNUALLY BY THE BOARD OF DIRECTORS' COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS AVAILABLE TO THE PUBLIC. ONLY FULL MEMBERS HAVE ACCESS TO THE DOCUMENTS KEPT READILY AVAILABLE IN THE MAIN OFFICE OF THE CLUB. FORM 990, PART XI, LINE 9: INCOME TAX BENEFIT 1,772,000.