2021-11-15T13:27:46-06:00 2020-12-31 450250958 EIDE BAILLY LLP 5929 FASHION POINT DR STE 300 OGDEN UT 844034684 990 2020-01-01 876133162 WESTERN ELECTRICITY COORDINATING COUNCIL WEST 8015820353 155 N 400 W STE 200 SALT LAKE CITY UT 841031114 MELANIE FRYE CEO 8015820353 2021-11-15 1 MELANIE FRYE 999009999 ERIC C JOHNSON CPA P00243603 8016211575 2021-11-13 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z MELANIE FRYE 1915 NORTH ROLLING OAKS LANE LAYTON UT 84040 41927393 0 X WWW.WECC.ORG X 1994 UT TO EFFECTIVELY AND EFFICIENTLY MITIGATE RISKS TO THE RELIABILITY AND SECURITY OF (CONT'D SCH. O) THE WESTERN INTERCONNECTION'S BULK POWER SYSTEM. 10 9 159 0 0 0 0 3827394 33322376 28580589 442972 306076 0 0 33765348 32714059 0 0 0 0 20388161 22086141 0 0 0 7811923 6822899 28200084 28909040 5565264 3805019 46947187 47669490 24142400 21051378 22804787 26618112 TO EFFECTIVELY AND EFFICIENTLY MITIGATE RISKS TO THE RELIABILITY AND SECURITY OF THE WESTERN INTERCONNECTION'S BULK POWER SYSTEM. 0 0 18398716 28580589 MONITORED AND ENFORCED STANDARDS FOR THE RELIABILITY OF THE BULK ELECTRIC SYSTEM (BES) IN THE WESTERN INTERCONNECTION AND CONDUCTED A VARIETY OF STUDIES AND ASSESSMENTS ESSENTIAL TO THE RELIABLE PLANNING AND OPERATION OF THE BES. 18398716 0 1 0 1 0 0 0 0 0 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 0 0 0 0 0 0 0 0 0 1 X 61 0 1 159 1 0 0 0 0 0 0 0 0 0 0 0 0 X 10 9 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 UT X JILLIAN LESSNER 8018836872 155 N 400 W STE 200 SALT LAKE CITY UT 84103 GARY LEIDICH DIRECTOR 4.00 X 94500 0 0 IAN MCKAY DIRECTOR 5.00 X 96375 0 0 JAMES AVERY DIRECTOR 4.00 X 94500 0 0 JOE MCARTHUR DIRECTOR 4.00 X 92625 0 0 KRIS HAFNER DIRECTOR 5.00 X 100125 0 0 MELANIE FRYE DIRECTOR, PRESIDENT/CEO 40.00 X X 522603 0 49830 RICHARD CAMPBELL DIRECTOR 4.00 X 92625 0 0 RICHARD WOODWARD DIRECTOR 4.00 X 94500 0 0 SHELLEY LONGMUIR DIRECTOR 4.00 X 94500 0 0 DAN ARVIZU DIRECTOR - JOINED 7/2020 4.00 X 39437 0 0 BRANDEN SUDDUTH VP, RPPA 40.00 X 269593 0 52292 JILLIAN LESSNER VP, CFAO 40.00 X 313313 0 32995 STEVEN GOODWILL SVP, GEN COUNSEL, CORP SEC 40.00 X 487399 0 53579 JORDAN WHITE VP, DEPUTY GC - JOINED 5/2020 40.00 X 122826 0 23577 ANDREA COON DIRECTOR, WREGIS 40.00 X 176147 0 39033 DEBORAH MCENDAFFER DIRECTOR, ENTITY MONITORING 40.00 X 193391 0 33350 VICTOR HOWELL DIRECTOR, RELIABILITY RISK MGMT 40.00 X 216738 0 38284 STEVEN ASHBAKER RELIABILITY INITIATIVES DIRECTOR 40.00 X 183681 0 33346 STEVEN RUECKERT DIRECTOR, STANDARDS 40.00 X 186244 0 40064 DAVID GODFREY FORMER VP, RSO 40.00 X 417380 0 1626 3888502 0 397976 79 1 1 0 SLALOM LLC DBA SLALOM CONSULTING PO BOX 101416 PASADENA CA 91189 CONSULTING 402008 GIBSON DUNN & CRUTCHER LLP PO BOX 840723 LOS ANGELES CA 900840723 CONSULTING 256784 KINGCHAPMAN INC 3355 W ALABAMA ST STE 1225 HOUSTON TX 77098 CONSULTING 200182 GENERAL ELECTRIC INTERNATIONAL INC PO BOX 31001-0844 PASADENA CA 911100844 CONSULTING 150000 QUANTUM PLANNING GROUP INC 250 POINT LOBOS STE 304 SAN FRANCISCO CA 94121 CONSULTING 147825 5 3827394 3827394 ANNUAL ASSESSMENTS 900099 26464000 26464000 FEES AND CONTRACTS 900099 2116589 2116589 28580589 302737 302737 9216673 9213334 3339 3339 3339 32714059 28580589 0 306076 2727194 862864 1864330 419007 419007 14352081 11614153 2737928 1333718 1021446 312272 2082513 1556950 525563 1171628 866875 304753 400439 353346 47093 40800 40800 2171040 431567 1739473 435612 38944 396668 1731752 996199 735553 1217224 1217224 284707 211432 73275 103209 9732 93477 248303 1333 246970 89520 89520 EXCISE TAXES 53338 53338 RECRUITING 36955 4868 32087 10000 10000 28909040 18398716 10510324 0 31274997 30392777 5448118 6181743 406112 815130 4462131 3735379 426181 726752 9391779 9553088 46947187 47669490 8329710 8445867 15667577 11945326 145113 660185 24142400 21051378 X 22804787 26618112 22804787 26618112 46947187 47669490 3805019 8306 0 X 0 1 X 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 1806627 1325829 480798 1068052 835575 232477 1587452 1573975 13477 726752 DEFERRED RENT 611012 DEFERRED COMPENSATION 49173 660185 X 32722365 8306 8306 32714059 0 32714059 28909040 0 28909040 0 28909040 PART X, LINE 2: WECC BELIEVES THAT IT HAS APPROPRIATE SUPPORT FOR ANY TAX POSITIONS TAKEN AFFECTING ITS ANNUAL FILING REQUIREMENTS, AND AS SUCH, DOES NOT HAVE ANY UNCERTAIN TAX POSITIONS THAT ARE MATERIAL TO THE FINANCIAL STATEMENTS. WECC WOULD RECOGNIZE FUTURE ACCRUED INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS AND LIABILITIES IN INCOME TAX EXPENSE IF SUCH INTEREST AND PENALTIES ARE INCURRED. X X 1 1 X X X X X 1 0 0 0 0 0 0 0 0 MELANIE FRYE DIRECTOR, PRESIDENT/CEO 418078 0 104525 0 0 0 31519 0 18311 0 572433 0 104525 0 STEVEN GOODWILL SVP, GEN COUNSEL, CORP SEC 341202 0 146197 0 0 0 30629 0 22950 0 540978 0 73697 0 DAVID GODFREY FORMER VP, RSO 396035 0 0 0 21345 0 966 0 660 0 419006 0 0 0 JILLIAN LESSNER VP, CFAO 246563 0 60375 0 6375 0 25650 0 7345 0 346308 0 60375 0 BRANDEN SUDDUTH VP, RPPA 210764 0 54959 0 3870 0 29342 0 22950 0 321885 0 54959 0 VICTOR HOWELL DIRECTOR, RELIABILITY RISK MGMT 176738 0 40000 0 0 0 16257 0 22027 0 255022 0 0 0 DEBORAH MCENDAFFER DIRECTOR, ENTITY MONITORING 174916 0 18475 0 0 0 17632 0 15718 0 226741 0 18475 0 STEVEN RUECKERT DIRECTOR, STANDARDS 168824 0 17420 0 0 0 17114 0 22950 0 226308 0 17420 0 STEVEN ASHBAKER RELIABILITY INITIATIVES DIRECTOR 183681 0 0 0 0 0 16936 0 16410 0 217027 0 0 0 ANDREA COON DIRECTOR, WREGIS 160596 0 15551 0 0 0 16247 0 22786 0 215180 0 15551 0 PART I, LINE 1A FIRST CLASS TRAVEL IS APPROVED FOR EXECUTIVES WHEN COACH SEATS ARE UNAVAILABLE OR WHEN THE AVAILABLE SEATS ARE RESTRICTIVE. THE BENEFIT PLAN PROVIDES REIMBURSEMENTS FOR GYM MEMBERSHIP AND FITNESS CLASS FEES FOR EMPLOYEES AND THOSE REIMBURSEMENTS ARE INCLUDED IN COMPENSATION. PART I, LINE 4A DAVID GODFREY - $355,966 THE ABOVE AMOUNT WAS INADVERTENTLY REPORTED ON THE 2019 SCHEDULE J PART III NARRATIVE SECTION EVEN THOUGH IT WAS NOT INCLUDED IN THE 2019 SCHEDULE J PART II SECTION. THIS AMOUNT WAS RECEIVED IN 2020 AND IS INCLUDED IN THE 2020 SCHEDULE J AMOUNTS ON PART II. FORM 990, PART VI, SECTION A, QUESTION 1A THE CEO MAY NOT CAST A VOTE THAT CREATES OR BREAKS A TIE. FORM 990, PART VI, SECTION A, LINE 6 MEMBERSHIP IN WECC IS VOLUNTARY. ANY ORGANIZATION MAY BECOME A MEMBER OF WECC AS LONG AS ELIGIBILITY CRITERIA HAVE BEEN MET AS OUTLINED IN THE BYLAWS. THERE ARE 5 CLASSES OF MEMBERS BASED UPON THE ACTIVITIES OF THE MEMBER ORGANIZATION. MEMBERS OF WECC HAVE THE RIGHT TO ELECT AND REMOVE DIRECTORS, AMEND BYLAWS AND TO REVIEW AND RESCIND ANY BOARD AMENDMENT OF THE BYLAWS AS WELL AS THE RIGHT TO ATTEND AND PARTICIPATE IN MEETINGS AND COMMITTEES. FORM 990, PART VI, SECTION A, LINE 7A CHANGES TO THE WECC BYLAWS, AS OUTLINED IN SECTION 12, REQUIRE THE APPROVAL OF THE BOARD OR THE FULL MEMBERSHIP OF WECC, RESPECTIVELY. THOSE SECTIONS MOST DIRECTLY RELATED TO GOVERNANCE REQUIRE MEMBER APPROVAL. SUCH CHANGES ARE VOTED UPON BY BOARD AND, IF RECEIVING THE REQUIRED TWO-THIRDS MAJORITY IN FAVOR OF APPROVAL, THEY ARE THEN FORWARDED TO THE MEMBERSHIP FOR FINAL APPROVAL. IN ADDITION, ALL CHANGES TO THE WECC BYLAWS, WECC'S DELEGATION AGREEMENT, AND WECC RELIABILITY STANDARDS REQUIRE APPROVAL BY THE NORTH AMERICAN ELECTRIC RELIABILITY CORPORATION(NERC) AND THE FEDERAL ENERGY REGULATORY COMMISSION (FERC). WECC MAY BE TERMINATED UPON A VOTE OF A MAJORITY OF THE MEMBERS IN ACCORDANCE WITH THE PROVISIONS OF UTAH LAW, THE FEDERAL POWER ACT AND THE REQUIREMENTS OF THE DELEGATION AGREEMENT AND APPLICABLE INTERNATIONAL RELIABILITY AGREEMENTS. WECC'S BUDGET AND BUSINESS PLAN ALSO REQUIRE APPROVAL BY BOTH NERC AND FERC. SUCH ITEMS ARE SENT TO THE NERC BOARD OF TRUSTEES FOR RATIFICATION. NERC THEN FILES THEM WITH FERC FOR APPROVAL. FORM 990, PART VI, SECTION A, LINE 7B CHANGES TO THE WECC BYLAWS, AS OUTLINED IN SECTION 12, REQUIRE THE APPROVAL OF THE BOARD OR THE FULL MEMBERSHIP OF WECC, RESPECTIVELY. THOSE SECTIONS MOST DIRECTLY RELATED TO GOVERNANCE REQUIRE MEMBER APPROVAL. SUCH CHANGES ARE VOTED UPON BY BOARD AND, IF RECEIVING THE REQUIRED TWO-THIRDS MAJORITY IN FAVOR OF APPROVAL, THEY ARE THEN FORWARDED TO THE MEMBERSHIP FOR FINAL APPROVAL. IN ADDITION, ALL CHANGES TO THE WECC BYLAWS AND WECC'S DELEGATION AGREEMENT REQUIRE APPROVAL BY THE NORTH AMERICAN ELECTRIC RELIABILITY CORPORATION(NERC) AND THE FEDERAL ENERGY REGULATORY COMMISSION (FERC). WECC MAY BE TERMINATED UPON A VOTE OF A MAJORITY OF THE MEMBERS IN ACCORDANCE WITH THE PROVISIONS OF UTAH LAW, THE FEDERAL POWER ACT AND THE REQUIREMENTS OF THE DELEGATION AGREEMENT AND APPLICABLE INTERNATIONAL RELIABILITY AGREEMENTS. WECC'S BUDGET AND BUSINESS PLAN ALSO REQUIRE APPROVAL BY BOTH NERC AND FERC. SUCH ITEMS ARE SENT TO THE NERC BOARD OF TRUSTEES FOR RATIFICATION. NERC THEN FILES THEM WITH FERC FOR APPROVAL. FORM 990, PART VI, SECTION B, LINE 11B ONCE THE RETURN HAS BEEN PREPARED BY THE TAX PREPARER, THE CHIEF FINANCIAL AND ADMINISTRATIVE OFFICER REVIEWS THE FORM 990 FOR COMPLETENESS AND ANY NECESSARY CHANGES ARE MADE. A COPY IS PROVIDED TO THE CEO AND GENERAL COUNSEL FOR REVIEW PRIOR TO FILING. THE BOARD OF DIRECTORS IS ALSO PROVIDED WITH A COPY PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C WECC'S CONFLICT OF INTEREST POLICY IS CONTAINED IN THE STANDARDS OF CONDUCT FOR MEMBERS OF THE BOARD OF DIRECTORS AND OFFICERS AND EMPLOYEE STANDARDS OF CONDUCT, BOTH OF WHICH ARE APPENDED TO THE WECC BYLAWS. AS SUCH, THESE POLICIES APPLY TO ALL BOARD DIRECTORS AND EMPLOYEES. CONFLICTS OF INTEREST ARE ALSO ADDRESSED IN THE WECC BOARD OF DIRECTORS PRINCIPLES OF CORPORATE GOVERNANCE, A BOARD-APPROVED DOCUMENT PROVIDING GUIDANCE TO BOARD DIRECTORS ON VARIOUS TOPICS. ANY POTENTIAL CONFLICT OF INTEREST IS REPORTED TO THE CEO, BOARD CHAIR, OR GENERAL COUNSEL, AS APPROPRIATE. IN ADDITION, WECC PRACTICE PERMITS ANONYMOUS REPORTING OF POTENTIAL CONFLICTS TO THE WECC HOTLINE. THE CEO AND BOARD CHAIR CONSULT WITH THE GENERAL COUNSEL REGARDING ANY POTENTIAL CONFLICTS NOT REPORTED DIRECTLY TO THE GENERAL COUNSEL. THE GENERAL COUNSEL WILL THEN ADVISE THE REPORTING DIRECTOR, EMPLOYEE, OR CONTRACTOR REGARDING WHETHER THE ACTIVITY IS OR MAY BE CONSIDERED A CONFLICT AND DISCUSS APPROPRIATE ACTION TO AVOID OR REMEDY THE CONFLICT, INCLUDING, IN THE CASE OF BOARD DIRECTORS, RECUSAL BY THE AFFECTED DIRECTOR FROM THE MATTER IN QUESTION BY WRITTEN NOTICE TO THE BOARD OR, IN EXTREME CASES, RESIGNATION. FORM 990, PART VI, SECTION B, LINE 15 EACH YEAR THE CEO PREPARES A SELF-ASSESSMENT COMPARING THEIR PERFORMANCE TO THE GOALS SET FOR THE YEAR BY THE BOARD. THE SELF-ASSESSMENT IS REVIEWED BY THE HUMAN RESOURCES AND COMPENSATION COMMITTEE (HRCC). HRCC THEN SOLICITS INPUT ON THE CEO'S PERFORMANCE FROM THE BOARD. HRCC REVIEWS ALL INPUT AND MAKES AN ASSESSMENT. BASED ON THE ASSESSMENT, A RECOMMENDED INCREASE IN SALARY IS PROPOSED TO THE BOARD TAKING INTO ACCOUNT THE BUDGET AND ANY AVAILABLE MARKET DATA (MARKET DATA IS SOUGHT EVERY TWO TO THREE YEARS). THE BOARD REVIEWS THE INFORMATION AND APPROVES OR REJECTS THE PROPOSED SALARY FOR THE CEO. EACH YEAR THE EXECUTIVES OF WECC PREPARE A SELF-ASSESSMENT COMPARING THEIR PERFORMANCE TO THE GOALS SET FOR THE YEAR BY THE CEO. THE SELF-ASSESSMENT IS REVIEWED BY THE CEO. THE CEO ALSO ASSESSES THE EXECUTIVES' PERFORMANCE. BASED UPON THEIR PERFORMANCE, A RECOMMENDED INCREASE IN SALARY IS PROPOSED TO HRCC TAKING INTO ACCOUNT THE BUDGET AND ANY AVAILABLE MARKET DATA (MARKET DATA IS SOUGHT EVERY TWO TO THREE YEARS). THE HRCC REVIEWS THE INFORMATION AND MAKES A RECOMMENDATION TO THE BOARD FOR APPROVAL. THE EXECUTIVE TEAM REVIEWS AND APPROVES OR REJECTS PROPOSED SALARY INCREASES FOR THE REMAINING EMPLOYEE POPULATION. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS ARE AVAILABLE ON THE WECC WEBSITE. THE CONFLICT OF INTEREST POLICY AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST.