2021-12-21T13:46:16-06:00 2020-12-31 271728945 PKF O'CONNOR DAVIES LLP 3001 SUMMER STREET 5TH FLOOR EAST STAMFORD CT 06905 990 2020-01-01 263618722 PENCILS OF PROMISE INCORPORATED PENC 2127773170 1115 BROADWAY NO 1157 NEW YORK NY 10010 KAILEE SCALES CHIEF EXECUTIVE OFFICER 2127773170 2021-12-21 1 KAILEE SCALES XXX-XX-XXXX GARRETT M HIGGINS P00543209 2033232400 2021-12-21 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z X KAILEE SCALES 1115 BROADWAY NO 1157 NEW YORK NY 10010 5485138 0 X WWW.PENCILSOFPROMISE.ORG X 2008 CT AT PENCILS OF PROMISE, INC. ("POP"), WE BELIEVE EVERY CHILD DESERVES ACCESS TO QUALITY EDUCATION. WE CREATE SCHOOLS, PROGRAMS AND GLOBAL COMMUNITIES AROUND THE COMMON GOAL OF EDUCATION FOR ALL. WE ACCOMPLISH THESE ACTIVITIES BY DEDICATING SIGNIFICANT AMOUNTS OF TIME, LABOR AND EFFORT RAISING MONEY IN THE U.S. THROUGH YOUTH AND PROFESSIONAL ENGAGEMENT PROGRAMS AND SPECIAL EVENTS. THE FUNDS RAISED ALLOW US TO INCREASE OUR DOMESTIC AND INTERNATIONAL REACH AND IMPACT. 13 13 21 63 0 0 6949483 5475030 0 0 761 9999 -338655 -132046 6611589 5352983 273624 243288 0 0 3074797 3191376 0 0 539620 3676939 2004097 7025360 5438761 -413771 -85778 4814362 4634038 99617 263202 4714745 4370836 X WE BELIEVE EVERY CHILD DESERVES ACCESS TO QUALITY EDUCATION. WE CREATE SCHOOLS, PROGRAMS AND GLOBAL COMMUNITIES AROUND THE COMMON GOAL OF EDUCATION FOR ALL. WE ACCOMPLISH THESE ACTIVITIES BY DEDICATING SIGNIFICANT AMOUNTS OF TIME, LABOR AND EFFORT RAISING MONEY IN THE U.S. THROUGH YOUTH AND PROFESSIONAL ENGAGEMENT PROGRAMS AND SPECIAL EVENTS. THE FUNDS RAISED ALLOW US TO INCREASE OUR DOMESTIC AND INTERNATIONAL REACH AND IMPACT.AT THE CONCLUSION OF 2020, WE HAVE BROKEN GROUND ON 547 SCHOOLS ACROSS THE FOUR COUNTRIES OF LAOS, GHANA, GUATEMALA AND NICARAGUA. OUR SCHOOLS ARE OPEN TO STUDENTS IN EACH COUNTRY AND THE STAGES OF PLANNING AND CONSTRUCTION ARE UNDERWAY IN SEVERAL NEW COMMUNITIES. 0 0 2139844 224862 0 THE FIRST OF OUR CORE PROGRAMS IS SCHOOLS BUILDS. WE PARTNER WITH LOCAL COMMUNITIES AND GOVERNMENTS TO IMPROVE THE STATE OF EDUCATION INFRASTRUCTURE IN COMMUNITIES. OUR SHORT TERM GOALS ARE TO ADDRESS THE NEED FOR IMPROVED INFRASTRUCTURE WITH OUR LONG TERM GOALS BEING TO IMPROVE STUDENT ATTENDANCE, PROGRESSION, AND TEST SCORES. THE BENEFICIARIES OF OUR SCHOOL BUILDING PROGRAM ARE PRIMARY SCHOOL STUDENTS CURRENTLY ATTENDING SCHOOL IN POOR QUALITY STRUCTURES AND PRIMARY SCHOOL TEACHERS CURRENTLY TEACHING IN POOR QUALITY STRUCTURES. THROUGH THE END OF 2020, WE HAVE BROKEN GROUND ON A TOTAL OF 547 SCHOOLS ACROSS OUR GEOGRAPHIES. 1264336 0 0 OUR SECOND CORE PROGRAM IS TEACHER SUPPORT. WE SUPPORT TEACHER DEVELOPMENT THROUGH IN-SERVICE AND WORKSHOP TRAINING SESSIONS. OUR STAFF MEMBERS VISIT GOVERNMENT TEACHERS IN OUR COMMUNITIES TWICE PER MONTH TO AID IN LESSON PLANNING, METHODOLOGY TRAINING AND RAPPORT BUILDING WITH STUDENTS. TEACHERS ATTEND WORKSHOPS FOR GROUP TRAINING AND NETWORK BUILDING. WE USE A METHODOLOGY OF TEACHING THAT FOCUSES ON THE ENGAGEMENT OF THE STUDENT BECAUSE MORE ENGAGED STUDENTS PERFORM AT A HIGHER LEVEL. THE SHORT TERM GOALS OF OUR TEACHER SUPPORT PROGRAMS ARE: TO IMPROVE LESSON PLANNING BY ASSISTING TEACHERS IN THE CREATION AND USE LESSON PLANS; TO BUILD RAPPORT WITH STUDENTS BY ENCOURAGING TEACHERS TO ADOPT OUR INTERACTIVE METHODOLOGY TO BETTER ENGAGE STUDENTS; TO SUPPORT A PEER NETWORK OF TEACHERS THROUGH TEACHER TRAINING WORKSHOPS, AND TO PROVIDE CLASSROOMS WITH TEACHING AND LEARNING MATERIALS. OUR LONG TERM GOAL IS TO INCREASE PRIMARY STUDENT SCORES IN LITERACY ACROSS ALL OUR GEOGRAPHIES. THE MAIN BENEFICIARIES OF OUR TEACHER SUPPORT PROGRAM ARE THE TEACHERS AND STUDENTS IN OUR SCHOOLS AND COMMUNITIES. THROUGH 2020, WE HAVE SUPPORTED 2,257 TEACHERS ACROSS LAOS, GUATEMALA AND GHANA. 514660 0 0 OUR THIRD CORE PROGRAM IS OUR WASH PROGRAM. WASH IS AN INTERNATIONALLY RECOGNIZED AND UTILIZED PROGRAM THAT IS DESIGNED TO PROVIDE ACCESS TO AND KNOWLEDGE ABOUT WATER, SANITATION, AND HYGIENE (WASH). UNICEF ADOPTED WASH IN 2005 AS THEIR PRIMARY INTERVENTION TO TACKLE HYGIENE NEEDS IN THE DEVELOPING WORLD; POP BEGAN WASH PRACTICES IN 2010 IN LAOS AND HAVE SINCE EXPANDED TO GUATEMALA AND GHANA. IN CARRYING OUT THIS PROGRAM, WE BUILD STUDENT AND TEACHER SANITATION FACILITIES (HAND WASHING STATIONS AND BATHROOMS) IN CONJUNCTION WITH CLASSROOM BUILDS. IN ADDITION, OUR STAFF MEMBERS VISIT CLASSES TWICE PER MONTH DURING THE SCHOOL YEAR TO TEACH LESSONS RELATED TO WATER, SANITATION AND HYGIENE. THE PRIMARY GOALS OF THIS PROGRAM ARE TO BUILD AND PROVIDE ACCESS TO QUALITY TOILETS, POTABLE WATER AND HAND WASHING STATIONS IN CONJUNCTION WITH POP SCHOOLS LACKING SUCH INFRASTRUCTURE. ADDITIONALLY, WE AIM TO INCREASE PROPER HYGIENIC AND SANITARY BEHAVIOR IN PRIMARY STUDENTS. THROUGH 2020, WE HAVE SUPPORTED 161 SCHOOLS WITH WASH PROGRAMMING. 492558 18426 0 POP ALSO OPERATES A GLOBAL COMMUNITIES AND SCHOLARSHIP PROGRAM. 492558 18426 0 4411398 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 1 1 0 1 0 1 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 11 0 21 1 0 1 GH LA GT 0 0 0 0 0 0 0 0 0 0 X 13 13 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 0 0 AL AR CA FL GA HI IL KS KY MD MA MI MN NH NJ NM NY NC ND OR PA RI SC TN UT VA WV WI X X X LESLIE ENGLE YOUNG 2127773170 1115 BROADWAY NO 1157 NEW YORK NY 10010 ROBERT HAMWEE CO-CHAIR 1.00 X X 0 0 0 LINDA RIEFLER CO-CHAIR 1.00 X X 0 0 0 JASON HODES SECRETARY 1.00 X X 0 0 0 MICHAEL WEISS TREASURER 1.00 X X 0 0 0 COURTNEY BEALE DIRECTOR 1.00 X 0 0 0 GABRIEL BOURGEOIS DIRECTOR 1.00 X 0 0 0 KAREN HARRIS DIRECTOR 1.00 X 0 0 0 DAVID HYRCK DIRECTOR 1.00 X 0 0 0 ITAI MADAMOMBE DIRECTOR 1.00 X 0 0 0 MICHAEL SEGAL DIRECTOR 1.00 X 0 0 0 PHITSAMAY UY DIRECTOR 1.00 X 0 0 0 ASTRID WOMBLE DIRECTOR 1.00 X 0 0 0 GARY VAYNERCHUK DIRECTOR 1.00 X 0 0 0 TANYA RAMOS CHIEF EXECUTIVE OFFICER 50.00 X 270520 0 8199 LESLIE ENGLE YOUNG CHIEF OPERATING OFFICER 50.00 X 132256 0 18231 AUDREY PASS SENIOR VP, EXTERNAL AFFAIRS 50.00 X 152020 0 11013 CHRISTOPHER STANFILL SENIOR DIRECTOR, DATA & OPERATIONS 50.00 X 110533 0 9392 665329 0 46835 4 0 1 0 CFO STRATEGIES LLC 4 REPUBLIC DRIVE MONROE TOWNSHIP NJ 08831 ACCOUNTING SERVICES 148050 1 672853 4802177 28224 5475030 184 184 9815 0 9815 9815 9815 0 672853 132155 -132155 -132155 109 0 109 109 5352983 0 0 -122047 224862 224862 18426 18426 429207 42921 107302 278984 2348018 2216445 81952 49621 40532 33252 2691 4589 134795 129624 4097 1074 238824 195929 15857 27038 17554 13472 713 3369 174300 52425 104400 17475 178587 139102 6895 32590 4468 4468 94689 70338 1720 22631 64836 4813 59103 920 167839 68952 72975 25912 122322 110328 5566 6428 10230 10230 90807 90807 38016 33743 746 3527 SCHOOL CONSTRUCTION 632930 632930 PROGRAM MATERIALS 236292 236292 PROCESSING AND REGISTRA 57212 6943 3950 46319 REPAIRS 39782 39782 74233 50012 9546 14675 5438761 4411398 487743 539620 2522783 3542847 91497 77545 1916687 849400 35709 29367 1053063 926184 217686 126879 30000 8000 4814362 4634038 99617 22705 0 240497 99617 263202 X 3406345 3662336 1308400 708500 4714745 4370836 4814362 4634038 X -85778 -258131 X X 0 1 X 1 0 X 8802814 11395025 7416547 6799483 5475030 39888899 8802814 11395025 7416547 6799483 5475030 39888899 3948837 35940062 408 144 478 761 184 1975 39890874 0.90100 0.92740 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 640953 536924 104029 412110 389260 22850 126879 PAYCHECK PROTECTION PROGRAM LOAN 240497 240497 X 5352983 0 5352983 0 5352983 5696892 258131 258131 5438761 0 5438761 PART X, LINE 2: THE ORGANIZATION RECOGNIZES THE EFFECT OF TAX POSITIONS WHEN THEY ARE MORE LIKELY THAN NOT TO BE SUSTAINED. MANAGEMENT HAS DETERMINED THAT THE ORGANIZATION HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION OR DISCLOSURE. THE ORGANIZATION IS NO LONGER SUBJECT TO EXAMINATIONS BY THE APPLICABLE TAXING JURISDICTIONS FOR PERIODS PRIOR TO 2017. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS FOR UNCOLLECTIBLE PLEDGES RECEIVABLE 251,334. LOSS ON FOREIGN CURRENCY EXCHANGE 6,797. 1 SUB-SAHARAN AFRICA 3 35 PROGRAM SERVICES SCHOOL CONSTRUCTION, TEACHER TRAINING, WATER SANITATION AND HYGIENE 1105011 EAST ASIA AND THE PACIFIC 1 30 PROGRAM SERVICES SCHOOL CONSTRUCTION, TEACHER TRAINING, WATER SANITATION AND HYGIENE 554826 CENTRAL AMERICA AND THE CARIBBEAN 2 40 PROGRAM SERVICES SCHOOL CONSTRUCTION, TEACHER TRAINING, WATER SANITATION AND HYGIENE 950839 CENTRAL AMERICA AND THE CARIBBEAN GRANTMAKING 3232 EAST ASIA AND THE PACIFIC GRANTMAKING 15194 6 105 0 0 6 105 2629102 0 2629102 SCHOLARSHIP EAST ASIA AND THE PACIFIC 264 15194 CHECK 0 0 0 0 0 0 PART I, LINE 2: ALL GRANTS AND ASSISTANCE ISSUED TO INDIVIDUALS UNDERGO THE SAME SCRUTINY AS IF OUR ORGANIZATION CARRIED OUT THE SERVICE DIRECTLY. ONCE THE SCHOLARSHIP FUNDS ARE ISSUED TO THE INDIVIDUALS, THE GRANT UNDERGOES QUARTERLY REPORTING WHERE THE GRANTEE ISSUES BOTH QUANTITATIVE AND QUALITATIVE REPORTS TO OUR ORGANIZATION IN ORDER TO ACCURATELY MONITOR AND MEASURE THE IMPACT THAT OUR FUNDS ARE HAVING IN THE REGIONS WE WORK IN. PART I, LINE 3: THE ORGANIZATION USES THE ACCRUAL METHOD TO ACCOUNT FOR EXPENDITURES. PART III ACCOUNTING METHOD: VIRTUAL GALA 672853 672853 111332 20823 672853 672853 111332 20823 132155 -132155 1 WORLDREADER 2030 1ST AVENUE SUITE 300 SEATTLE WA 98121 272092468 501(C)(3) 224862 TO PURCHASE E-READERS FOR TEACHERS & STUDENTS 1 0 PART I, LINE 2: ALL GRANTS AND ASSISTANCE ISSUED TO WORLDREADER UNDERGOES THE SAME SCRUTINY AS IF OUR ORGANIZATION CARRIED OUT THE SERVICE DIRECTLY. WE ENSURE THAT WORLDREADER'S MISSION ALIGNS WITH OUR ORGANIZATION'S MISSION AND THAT THE SERVICES PROVIDED WILL BE PROVIDED EFFICIENTLY AND WITH THE MOST IMPACT. ONCE THE FUNDS ARE ISSUED TO WORLDREADER, THE GRANT UNDERGOES QUARTERLY REPORTING WHERE THE GRANTEE ISSUES BOTH QUANTITATIVE AND QUALITATIVE REPORTS TO OUR ORGANIZATION IN ORDER TO ACCURATELY MONITOR AND MEASURE THE IMPACT THAT OUR FUNDS ARE HAVING IN THE REGIONS WE WORK IN. X X X 0 0 0 0 0 0 0 0 0 TANYA RAMOS CHIEF EXECUTIVE OFFICER 270250 0 0 0 270 0 0 0 8199 0 278719 0 0 0 AUDREY PASS SENIOR VP, EXTERNAL AFFAIRS 151246 0 0 0 774 0 0 0 11013 0 163033 0 0 0 LESLIE ENGLE YOUNG CHIEF OPERATING OFFICER 132094 0 0 0 162 0 0 0 18231 0 150487 0 0 0 X CRYPTOCURRENCY 4 28244 AVG. SELLING PRICE 0 0 1 0 PART I, COLUMN (B): THE ORGANIZATION IS REPORTING THE NUMBER OF CONTRIBUTORS. FORM 990, PART VI, SECTION B, LINE 11B THE CHIEF OPERATING OFFICER, IN COLLABORATION WITH THE FINANCE & GOVERNANCE COMMITTEE, IS TASKED WITH DRAFTING OF FORM 990, IN CONJUNCTION WITH AN INDEPENDENT ACCOUNTING FIRM. ALL MEMBERS OF THE COMMITTEE, THE CHIEF EXECUTIVE OFFICER, AND OTHER EMPLOYEES OF THE ORGANIZATION ARE PROVIDED WITH A COPY OF THE FORM 990 FOR REVIEW, COMMENT AND APPROVAL. A COPY OF THE FORM 990 IS ALSO PROVIDED TO THE ENTIRE BOARD OF DIRECTORS PRIOR TO FILING THE RETURN WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION HAS A CONFLICT OF INTEREST POLICY THAT APPLIES TO ALL EMPLOYEES, BOARD MEMBERS AND OFFICERS OF THE ORGANIZATION. EACH PERSON IS ASKED TO READ THE POLICY EACH YEAR AND SIGN AN AFFIRMATION STATEMENT REGARDING THE POLICY. SHOULD A CONFLICT ARISE, THEY ARE BROUGHT TO THE ATTENTION OF THE CHIEF OPERATING OFFICER ("COO") (WHEN AN EMPLOYEE IS INVOLVED) AND THE CHAIRS OF THE BOARD OF DIRECTORS (WHEN A BOARD MEMBER OR OFFICER IS INVOLVED) AND BOTH ARE DISCUSSED AT THE BOARD LEVEL TO DECIDE THE PROPER COURSE OF ACTION. THERE ARE QUARTERLY CONFLICTS CHECKS ADMINISTERED BY THE COO TO EMPLOYEES, AND BY THE CHAIRMAN OF THE BOARD TO BOARD MEMBERS. AT THE START OF EACH BOARD MEETING, THE CHAIR ASKS IF THERE ARE ANY CONFLICTS. IF THERE ARE, THE MEMBER RAISES THE CONFLICT AND A DISCUSSION ENSUES REGARDING WHETHER OR NOT IT RISES TO THE LEVEL OF A CONFLICT THAT THE ORGANIZATION SHOULD NOT PURSUE. A FINAL DECISION IS MADE BY MEMBERS OF THE BOARD PRESENT, EXCLUDING THE CONFLICTED BOARD MEMBER. THE BOARD HAS AN ATTORNEY ON RETAINER WHO THEY CONSULT WITH IF NEEDED. SIMILAR DISCLOSURES AND PROCEDURES ARE USED FOR EMPLOYEES WITH POTENTIAL CONFLICTS AND THAT IS ADMINISTERED BY THE COO, WITH COUNSEL FROM THE BOARD CHAIR IF NEEDED. FORM 990, PART VI, SECTION B, LINE 15A THE ORGANIZATION HAS A POLICY TO DETERMINE THE COMPENSATION OF THE CHIEF EXECUTIVE OFFICER WHICH INCLUDES: (1) REVIEW AND APPROVAL BY THE TALENT AND COMPENSATION COMMITTEE OF THE BOARD; (2) USE OF DATA AS TO COMPARABLE COMPENSATION; AND (3) CONTEMPORANEOUS DOCUMENTATION AND RECORDKEEPING. REVIEW AND APPROVAL - THE COMPENSATION OF THE CEO IS REVIEWED AND APPROVED BY THE TALENT AND COMPENSATION COMMITTEE OF THE BOARD. USE OF DATA AS TO COMPARABLE COMPENSATION - THE COMPENSATION OF THE PERSON IS REVIEWED AND APPROVED USING DATA AS TO COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. CONTEMPORANEOUS DOCUMENTATION AND RECORDKEEPING - THERE IS CONTEMPORANEOUS DOCUMENTATION AND RECORDKEEPING WITH RESPECT TO THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENT. THE CEO MAKES RECOMMENDATIONS FOR THE COMPENSATION FOR THE OTHER MEMBERS OF THE LEADERSHIP TEAM AND THE BOARD DECIDES WHETHER TO SUPPORT THE CEO'S RECOMMENDATIONS. THE LAST COMPENSATION REVIEW PROCESS WAS UNDERTAKEN IN DECEMBER 2020. FORM 990, PART VI, SECTION C, LINE 19 POP MAKES ITS FORM 990 AND FORM 1023 AVAILABLE FOR PUBLIC INSPECTION AS REQUIRED UNDER SECTION 6104 OF THE INTERNAL REVENUE CODE. THE RETURN IS AVAILABLE ON GUIDESTAR.ORG AND OTHER SIMILAR TYPES OF WEBSITES, AS WELL AS THE ORGANIZATION'S OWN WEBSITE. IN ADDITION, THE AUDITED FINANCIAL STATEMENTS ARE AVAILABLE ON THE ORGANIZATIONS WEBSITE, AS WELL AS UPON WRITTEN REQUEST. GOVERNING DOCUMENTS ARE ALSO AVAILABLE UPON A WRITTEN REQUEST. FORM 990, PART XI, LINE 9: LOSS ON FOREIGN CURRENCY EXCHANGE -6,797. LOSS FOR UNCOLLECTIBLE PLEDGES -251,334. FORM 990, PART XII, LINE 2C: THE AUDIT COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT AND THE SELECTION OF THE INDEPENDENT ACCOUNTANT. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. RETURN FILING EXTENDED TO JANUARY 3, 2022PENCILS OF PROMISE INCORPORATED HAS MADE A DECLARATION WITH THE IRS TO POSTPONE THE FILING OF ITS TAX RETURN TO ON OR BEFORE JANUARY 3, 2022 DUE TO THE EFFECTS OF HURRICANE IDA. THE IRS'S HURRICANE IDA TAX RELIEF POSTPONES VARIOUS TAX FILINGS AND PAYMENTS NORMALLY DUE AFTER SEPTEMBER 1, 2021 THROUGH JANUARY 3, 2022. AS SUCH, PLEASE ACCEPT OUR TAX RETURN AS BEING TIMELY FILED.