2020-11-12T15:21:54-06:00 2019-12-31 042387531 SULLIVAN & WORCESTER LLP ONE POST OFFICE SQUARE BOSTON MA 02109 990 2019-01-01 223195349 FIDELITY NON-PROFIT MANAGEMENT FOUNDATION FIDE 6176467418 7 WATER STREET BOSTON MA 02109 MAURA MARX PRESIDENT 6176467418 2020-11-12 1 JOHN GRAHAM P00041039 6173382800 192.223.236.130 2020-11-12 15:21:50 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 6CE4384BAE5235D213432B3FDB9A3081E7C82BC2 2019 2021-01-29 14:40:06Z MAURA MARX 7 WATER STREET BOSTON MA 02109 596015030 0 X N/A X 1992 DE SEE PART III LINE 1 5 4 0 0 0 0 199310558 13789807 0 0 183631109 366914769 139839 2887586 383081506 383592162 33381646 134308518 0 0 349000 1237616 0 0 0 544877 660388 34275523 136206522 348805983 247385640 1674450896 2021140913 0 0 1674450896 2021140913 X MAKING GRANTS AND CONDUCTING SUPPORTING ACTIVITIES EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM ONE OR MORE OF THE FUNCTIONS OF, OR TO CARRY OUT ONE OR MORE OF THE PURPOSES OF, SUPPORTED ORGANIZATIONS DESCRIBED IN SECTION 501(C)(3) AND 509(A)(1) OR (2) OF THE CODE THAT CONDUCT ACTIVITIES IN ARTS AND CULTURE, EDUCATION, OR MEDICAL RESEARCH AND HEALTHCARE, WITH EMPHASIS ON ENCOURAGING THE HIGHEST STANDARDS OF NON-PROFIT MANAGEMENT. 0 0 135549741 134308518 GRANT MAKING TO SUPPORT ARTS AND CULTURE, EDUCATION, MEDICAL RESEARCH AND HEALTHCARE, WITH EMPHASIS ON ENCOURAGING THE HIGHEST STANDARDS OF NON-PROFIT MANAGEMENT. 135549741 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 1 0 0 0 0 0 0 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 X 5 4 1 1 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X DANIEL M ARDITO 6036814291 11 KEEWAYDIN DRIVE SUITE 100 SALEM NH 03079 ELIZABETH B JOHNSON DIRECTOR 5.00 X 0 0 0 EDWARD C JOHNSON IV DIRECTOR & CHAIRMAN 5.00 X X 0 0 0 THOMAS R POWERS DIRECTOR & VICE PRES 5.00 X X 9000 0 0 ROBERT A RADLOFF DIRECTOR & VICE PRES 5.00 X X 10000 0 0 SUSAN HOCKFIELD DIRECTOR 5.00 X X 10000 725363 0 MAURA MARX PRESIDENT 22.00 X 276957 0 47090 DANIEL M ARDITO TREASURER 18.00 X 168836 0 50310 CHRISTOPHER J MCKOWN SECRETARY 5.00 X 0 0 0 MELANIE S SOMMER ASST. SECRETARY/LEGAL COUN 5.00 X 0 0 0 LYDIA BERGEN VP OPERATIONS 16.00 X 108511 0 13951 CAROLINE NOLAN PROGRAM OFFICER 28.00 X 134327 0 27358 717631 725363 138709 4 0 1 0 SULLIVAN & WORCESTER ONE POST OFFICE SQUARE BOSTON MA 02109 LEGAL 171223 KOYA LEADERSHIP 575 BOYLSTON ST BOSTON MA 02116 EXECUTIVE SEARCH, STRATEGIC ADVICE 124917 2 13789807 13789807 162566655 162566655 416770982 212422868 204348114 204348114 204348114 INCOME FROM PASSIVE FOREIGN INVES 900099 2845006 2845006 SECURITIES LITIGATION PROCEEDS 900099 42352 42352 CLASS ACTION PROCEEDS 900099 228 228 2887586 383592162 0 0 369802355 134308518 134308518 474793 474793 565499 565499 124035 124035 73289 73289 201031 201031 57330 57330 3607 3607 CONSULTANTS 326599 326599 SOFTWARE LICENSE & MAIN 37757 37757 INSURANCE 19835 19835 DUES AND SUBSCRIPTIONS 6250 6250 7979 7979 136206522 135549741 656781 0 254082240 130310369 334000 185441 1413435895 1754731568 6598761 135913535 1674450896 2021140913 0 0 X 1674450896 2021140913 1674450896 2021140913 1674450896 2021140913 X 247385640 99304377 X 0 1 X 1 0 X X 3 MIT 042103594 2 1 0 0 BAYLOR COLLEGE OF MEDICINE 741613878 2 1 3000000 0 MUSEUM OF FINE ARTS 042103607 7 1 5000000 100485818 3 8000000 100485818 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 SCHEDULE A PART IV SECTION A LINE 1 THE SUPPORTED ORGANIZATIONS ARE DESIGNATED BY PURPOSE OR CLASS IN THE ORGANIZATION'S ARTICLES. THE MEMBERS WHICH ELECT A MAJORITY OF THE ORGANIZATION'S DIRECTORS AND CONTROL THE ORGANIZATION ARE ALL PUBLICLY SUPPORTED ORGANIZATIONS WHICH ARE LISTED BY NAME IN THE ORGANIZATION'S GOVERNING DOCUMENTS AND WHICH FALL WITHIN THE CLASS OF SUPPORTED ORGANIZATIONS THAT THEY REPRESENT. SCHEDULE A PART IV SECTION A LINE 9C DISQUALIFIED PERSONS WITH RESPECT TO THE ORGANIZATION ARE ACTIVE INVESTORS IN THE PUBLIC SECURITIES MARKETS AND THERE MAY BE NUMEROUS INSTANCES WHERE THERE IS OVERLAP BETWEEN THE HOLDINGS IN THE STOCK PORTFOLIOS OF DISQUALIFIED PERSONS AND THE STOCK PORTFOLIO OF THE ORGANIZATION. NEVERTHELESS, THE ORGANIZATION IS CONFIDENT THAT ANY OVERLAP IS COINCIDENTAL AND NO DISQUALIFIED PERSON DERIVED ANY BENEFIT FROM THE ORGANIZATION'S INVESTMENT. THE ORGANIZATION ALSO OWNS APPROXIMATELY 4.5% OF THE STOCK OF FIL LTD. A NON-PUBLICLY TRADED ENTITY IN WHICH A DISQUALIFIED PERSON INDIRECTLY HOLDS A NON-CONTROLLING INTEREST. NO DISQUALIFIED PERSON DERIVES ANY BENEFIT AS A RESULT OF THE ORGANIZATION'S INVESTMENTS. UNDER THE ORGANIZATION'S CONFLICT OF INTEREST POLICY, ANY INVESTMENT DECISION OF THE FOUNDATION TO MAKE AN INVESTMENT IN A SECURITY IN WHICH A DISQUALIFIED PERSON MAY HOLD AN INTEREST (OTHER THAN NON-MATERIAL HOLDINGS OF PUBLICLY AVAILABLE SECURITIES OR MUTUAL FUNDS) WOULD BE MADE EXCLUSIVELY BY THE INDEPENDENT TRUSTEES WHO REPRESENT THE CONTROLLING SUPPORTED ORGANIZATIONS. SCHEDULE A PART IV SECTION B LINE 2 THE ORGANIZATION MADE GRANTS AMONG ITS SUPPORTED ORGANIZATIONS DESIGNATED BY CLASS. SEE DESCRIPTION FOR SECTION A, ITEM 1 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 FIL EQUITY 2752100 C ERS 133161435 C 135913535 X 435720000 -41355000 96328251 54973251 380746749 2845413 2845413 383592162 133331000 324477 324477 133006523 3199999 3199999 136206522 PART X, LINE 2: THE FOUNDATION HAD NO LIABILITY FOR UNCERTAIN TAX POSITIONS. PART XI, LINE 2D - OTHER ADJUSTMENTS: GAINS AND LOSSES REPORTED AT BOOK VALUE DIVIDENDS ACCRUED ON FINANCIALS NOT RECEIVED IN TAX REPORTING YEAR PART XI, LINE 4B - OTHER ADJUSTMENTS: INCOME FROM PASSIVE FOREIGN INVESTMENT COMPANY OTHER INCOME PART XII, LINE 2D - OTHER ADJUSTMENTS: PROFESSIONAL SERVICES COMPENSATION INSURANCE PART XII, LINE 4B - OTHER ADJUSTMENTS: GRANTS CONSULTANTS OTHER EXPENSE 1 ALZHEIMER'S DRUG DISCOVERY FOUNDATION 57 WEST 57TH STREET NEW YORK NY 10019 201082179 501C(3) 5000000 MEDICAL RESEARCH BAYLOR COLLEGE OF MEDICINE ONE BAYLOR PLAZA HOUSTON TX 77030 741613878 501C(3) 3000000 MEDICAL RESEARCH BENJAMIN FRANKLIN INSTITUTE OF TECHNOLOGY 41 BERKELEY STREET BOSTON MA 02116 231370501 501C(3) 275000 EQUIPMENT CATHOLIC SCHOOLS FOUNDATION INC 67 BATTERYMARCH STREET BOSTON MA 02110 222485502 501C(3) 5000000 ENDOWMENT DUET INC 50 MILK STREET BOSTON MA 02109 320568985 501C(3) 1000000 STRATEGIC PLAN MASSACHUSETTS GENERAL HOSPITAL 55 FRUIT STREET BOSTON MA 02144 041564655 501C(3) 5000000 MEDICAL RESEARCH MUSEUM OF FINE ARTS 465 HUNTINGTON AVENUE BOSTON MA 021155523 042103607 501C(3) 5000000 100485818 NET ASSET VALUE AS DETERMINED UNDER THE GOVERNING INSTRUMENT OF FIL LTD SHARES OF FIL LTD CONSTRUCTION, ORGANIZATION SUPPORT NATIONAL MENTORING PARTNERSHIP INC 201 SOUTH STREET BOSTON MA 02111 521674088 501C(3) 200000 TECHNOLOGY INFRASTRUCTURE SUPPORT TRUSTEES OF RESERVATIONS 200 HIGH STREET BOSTON MA 02110 042105780 501C(3) 3200000 PUBLIC SPACES AND ART TRUSTEES OF TUFTS COLLEGE 62R TALBOT AVE MEDFORD MA 02155 042103634 501C(3) 2300000 PROGRAM SUPPORT UASPRIRE INC 31 MILK STREET BOSTON MA 02109 461314848 501C(3) 850000 TECHNOLOGY INFRASTRUCTURE SUPPORT WORLD MONUMENTS FUND INC 350 FIFTH AVENUE SUITE 2412 NEW YORK NY 10118 132571900 501C(3) 297700 STRATEGIC PLAN YEAR UP INC 45 MILK STREET BOSTON MA 02109 043534407 501C(3) 2700000 EDUCATION 13 0 PART I, LINE 2: THE ORGANIZATION MONITORS ITS GRANTS TO ENSURE THAT THEY ARE USED FOR THE INTENDED CHARITABLE PURPOSES AND ARE NOT OTHERWISE DIVERTED FROM THE INTENDED USE. GRANT RECIPIENTS ARE CHOSEN ON THE BASIS OF DETAILED WRITTEN DESCRIPTIONS OF THE INTENDED CHARITABLE USE OF FUNDS; PUBLIC CHARITY DETERMINATIONS; AND OCCASIONAL FIELD INVESTIGATIONS CONDUCTED BY THE ORGANIZATION'S STAFF. EACH GRANTEE PROVIDES DETAILED WRITTEN REPORTS OF THE EXPENDITURE OF GRANT FUNDS TO THE ORGANIZATION. GRANTS ARE ACCOUNTED FOR ON A CASH BASIS. 1 0 0 0 0 0 0 0 1 0 SUSAN HOCKFIELD DIRECTOR 10000 725363 0 0 0 0 0 0 0 0 10000 725363 0 0 MAURA MARX PRESIDENT 276957 0 0 0 0 0 39011 0 8079 0 324047 0 0 0 DANIEL M ARDITO TREASURER 168836 0 0 0 0 0 37658 0 12652 0 219146 0 0 0 CAROLINE NOLAN PROGRAM OFFICER 134327 0 0 0 0 0 8710 0 18648 0 161685 0 0 0 PART I, LINE 3 THE FOUNDATION ENGAGES FFSP LLC IN A COST SHARING ARRANGEMENT TO PROVIDE STAFF, ADMINISTRATIVE AND PROGRAM MANAGEMENT SUPPORT. FFSP ENTERED INTO WRITTEN COMPENSATION AGREEMENTS WITH ALL OF ITS EMPLOYEES ON THE DATE OF HIRE. THE COMPENSATION IN THE AGREEMENTS WERE ALL BASED ON THIRD-PARTY COMPARABILITY DATA COMPILED AND UPDATED IN 2019. IN 2019, THE FFSP COMPENSATION COMMITTEE RELIED ON THE SAME COMPARABILITY DATA WHEN MAKING YEAR END SALARY ADJUSTMENTS, DETERMINING YEAR-END BONUSES, AND AWARDING LONG-TERM COMPENSATION FOR 2020. AS A RESULT, THE PROCESS FOR DETERMINING THE COMPENSATION OF THE PRESIDENT AND THE TREASURER INCLUDED THE FOLLOWING: (1) PRIOR TO ENTERING INTO SUCH ARRANGEMENTS, APPROPRIATE COMPARABILITY DATA WAS OBTAINED AND USED, AND SUCH ARRANGEMENT WAS THEN REVIEWED AND APPROVED BY THE APPROPRIATE COMPENSATION COMMITTEE, OF WHICH ONLY INDEPENDENT PERSONS VOTED; AND (2) MINUTES FOR COMPENSATION COMMITTEE MEETINGS WERE PREPARED, PROVIDING CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION BY NOTING THE TERMS OF THE ARRANGEMENT AND DATE IT WAS APPROVED, THE COMMITTEE MEMBERS WHO WERE PRESENT AND THOSE WHO VOTED ON IT, AND THE COMPARABILITY DATA OBTAINED AND RELIED UPON BY THE COMMITTEE. PART I, LINE 7 THE ORGANIZATION PROVIDED A NON-FIXED PAYMENT FOR THE PRESIDENT AND TREASURER IN THE FORM OF A BONUS WHICH REFLECTED REASONABLE COMPENSATION. THE BONUS WAS NOT TIED TO THE NET REVENUES OF THE ORGANIZATION NOR WAS A JOINT VENTURE PRESENT. THE COMPENSATION COMMITTEE APPROVED AN EMPLOYMENT CONTRACT WITH THE EXECUTIVES THAT INCLUDED A YEAR END BONUS WITH A SPECIFIED CAP ON THE AMOUNT, THE COMPENSATION COMMITTEE HAS ESTABLISHED A REBUTTABLE PRESUMPTION AS TO THE NONFIXED PAYMENT WHEN THE EMPLOYMENT CONTRACT WAS ENTERED INTO BY, IN EFFECT, ASSUMING THAT THE MAXIMUM AMOUNT PAYABLE UNDER THE CONTRACT WOULD BE PAID, AND SATISFYING THE REQUIREMENTS GIVING RISE TO THE REBUTTABLE PRESUMPTION FOR THAT MAXIMUM AMOUNT. 26 C.F.R. 53.4958-6(D)(2) FIL LTD INDIRECT BUSINESS RELATIONSHIP THROUGH TRUSTEES' OWNERSHIP 24584820 THE FOUNDATION SOLD SHARES OF FIL LTD IN A REDEMPTION TRANSACTION TO THE COMPANY. THE SALES PRICE $24,584,820.00 WAS THE NET ASSET VALUE OF THE SHARES AS DETERMINED UNDER THE GOVERNING INSTRUMENT OF FIL LTD, WHICH IS THE PRICE UNIFORMLY APPLICABLE TO ALL TRANSACTIONS IN THE CORPORATION'S STOCK. PURSUANT TO THE FOUNDATION'S CONFLICT OF INTEREST POLICY, ONLY MEMBERS OF THE FOUNDATION'S BOARD OF TRUSTEES WHO HAD NO FINANCIAL OR OTHER INTEREST IN THE TRANSACTION PARTICIPATED IN THE DELIBERATIONS OR DECISION TO SELL THE SHARES. 0 FORM 990, PART VI, SECTION A, LINE 2 ELIZABETH B JOHNSON EDWARD C JOHNSON IV CHRISTOPHER J MCKOWN FAMILY RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 3 THE FOUNDATION ENGAGES FFSP LLC IN A COST SHARING ARRANGEMENT TO PROVIDE STAFF, ADMINISTRATIVE AND PROGRAM MANAGEMENT SUPPORT. IN ADDITION, PROGRAM MANAGEMENT AND GRANTS ADMINISTRATION SERVICES WERE PROVIDED TO THE FOUNDATION UNDER AN ADMINISTRATIVE SERVICES CONTRACT BY FMR LLC, WHICH IS A SUBSTANTIAL CONTRIBUTOR TO THE FOUNDATION. FMR LLC PROVIDED THESE SERVICES TO THE FOUNDATION AT NO CHARGE. FORM 990, PART VI, SECTION A, LINE 6 THE MEMBERS OF THE ORGANIZATION ELECT MEMBERS OF THE BOARD OF TRUSTEES PERIODICALLY AND/OR WHEN VACANCIES ARISE. FORM 990, PART VI, SECTION A, LINE 7A THE TRUSTEES ARE ELECTED BY VOTE PERIODICALLY AND/OR WHEN VACANCIES ARISE, BY THE MEMBERS OF THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11B A COPY OF THE FORM 990 IS PROVIDED TO EACH OF THE MEMBERS OF THE GOVERNING BODY. THE ENTIRE FORM 990 IS REVIEWED BY THE MEMBERS OF THE AUDIT COMMITTEE. OFFICERS OF THE ORGANIZATION AS WELL AS THE PAID PREPARER REVIEW THE FORM 990 WITH THE MEMBERS OF THE AUDIT COMMITTEE BEFORE THE RETURN IS FILED. FORM 990, PART VI, SECTION B, LINE 12C OFFICERS, DIRECTORS AND TRUSTEES SIGN AN ANNUAL STATEMENT ATTESTING THAT THEY ARE IN COMPLIANCE WITH THE ORGANIZATION'S WRITTEN CONFLICT OF INTEREST POLICY AND DISCLOSE RELEVANT FINANCIAL INTERESTS AND AFFILIATIONS WITH POTENTIAL GRANTEES. IN INSTANCES WHERE THE BOARD DETERMINES THE EXISTENCE OF A CONFLICT, PARTICIPATION IN THE BOARD'S DELIBERATIONS AND DECISIONS IS LIMITED TO DISINTERESTED TRUSTEES. FORM 990, PART VI, SECTION B, LINE 15 THE FOUNDATION ENGAGES FFSP LLC IN A COST SHARING ARRANGEMENT TO PROVIDE STAFF, ADMINISTRATIVE AND PROGRAM MANAGEMENT SUPPORT. FFSP ENTERED INTO WRITTEN COMPENSATION AGREEMENTS WITH ALL OF ITS EMPLOYEES ON THE DATE OF HIRE. THE COMPENSATION IN THE AGREEMENTS WERE ALL BASED ON THIRD-PARTY COMPARABILITY DATA COMPILED AND UPDATED IN 2019. IN 2019, THE FFSP COMPENSATION COMMITTEE RELIED ON THE SAME COMPARABILITY DATA WHEN MAKING YEAR END SALARY ADJUSTMENTS, DETERMINING YEAR-END BONUSES, AND AWARDING LONG-TERM COMPENSATION FOR 2020. AS A RESULT, THE PROCESS FOR DETERMINING THE COMPENSATION OF THE PRESIDENT AND THE TREASURER INCLUDED THE FOLLOWING: (1) PRIOR TO ENTERING INTO SUCH ARRANGEMENTS, APPROPRIATE COMPARABILITY DATA WAS OBTAINED AND USED, AND SUCH ARRANGEMENT WAS THEN REVIEWED AND APPROVED BY THE APPROPRIATE COMPENSATION COMMITTEE, OF WHICH ONLY INDEPENDENT PERSONS VOTED; AND (2) MINUTES FOR COMPENSATION COMMITTEE MEETINGS WERE PREPARED, PROVIDING CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION BY NOTING THE TERMS OF THE ARRANGEMENT AND DATE IT WAS APPROVED, THE COMMITTEE MEMBERS WHO WERE PRESENT AND THOSE WHO VOTED ON IT, AND THE COMPARABILITY DATA OBTAINED AND RELIED UPON BY THE COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC ON FILE WITH THE OFFICE OF THE MASSACHUSETTS ATTORNEY GENERAL. FORM 990, PART XI, LINE 9: DIFFERENCE BETWEEN TAX COST AND NET ASSET VALUE OF NONCASH GRANTS 99,304,377. FORM 990, PART VI, SECTION A, LINE 8A: THE ORGANIZATION CONTEMPORANEOUSLY DOCUMENTED EVERY MEETING HELD AND WRITTEN ACTION TAKEN BY THE MEMBERS OF ITS GOVERNING BODY BY COMPLETING WRITTEN BOARD MINUTES PRIOR TO THE NEXT SCHEDULED MEETING OF THE MEMBERS OF THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 8B THE ORGANIZATION CONTEMPORANEOUSLY DOCUMENTED EVERY MEETING HELD AND WRITTEN ACTION TAKEN BY EACH COMMITTEE WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY BY COMPLETING WRITTEN BOARD MINUTES PRIOR TO THE NEXT SCHEDULED MEETING OF THE MEMBERS OF THE GOVERNING BODY. MASSACHUSETTS INSTITUTE OF TECHNOLOGY 292 MAIN STREET CAMBRIDGE MA 02139 042103594 EDUCATION MA 501 C 3 2 NOT APPLICABLE 0 MUSEUM OF FINE ARTS 465 HUNTINGTON AV BOSTON MA 02115 042103607 CULTURE MA 501 C 3 7 NOT APPLICABLE 0 BAYLOR COLLEGE OF MEDICINE ONE BAYLOR PLAZA HOUSTON TX 77030 741613878 MEDICAL TX 501 C 3 2 NOT APPLICABLE 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 MASSACHUSETTS INSTITUTE OF TECHNOLOGY B 0 CASH MUSEUM OF FINE ARTS B 105485818 CASH AND NET ASSET VALUE BAYLOR COLLEGE OF MEDICINE B 3000000 CASH