2019-11-13T15:34:53-06:00 2018-12-31 KPMG LLP 8350 BROAD STREET MCLEAN VA 22102 990 2018-01-01 237268394 INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION % RICHARD WHITTY INTE 2029624600 777 N CAPITOL ST NE Suite 600-TAX WASHINGTON DC 200024240 MICHAEL GUARASCI TREASURER 2029624600 2019-11-13 true MARGARET A BRADSHAW P00501222 7032868000 2019-11-13 167.68.102.5 73017020193175000000 2019-11-13 P EB2737A96B8F377BD085BED9F3BA68158C374A96 5730E019CE73AD64C30081DBCB8D71502993F88D 2018 2020-03-31 21:24:44Z ROBERT SCHULTZE 777 N CAPITOL ST NE WASHINGTON DC 200024240 477047508 false X WWW.ICMARC.ORG X 1972 DE TO LESSEN THE BURDENS OF STATE AND LOCAL GOVERNMENTS AND THEIR AGENCIES... (CON'T ON SCHEDULE O, GENERAL STATEMENT 1). 10 8 985 0 17623784 0 0 0 217926243 224446174 15850143 15003614 188720 188973 233965106 239638761 1242212 1267575 0 0 151962291 152795842 0 0 0 87744056 93648704 240948559 247712121 -6983453 -8073360 542617546 497452269 79922412 75931932 462695134 421520337 THE CORPORATION SERVES TO LESSEN THE BURDENS OF STATE AND LOCAL GOVERNMENTS AND THEIR AGENCIES AND INSTRUMENTALITIES BY ADMINISTERING QUALIFIED AND DEFERRED COMPENSATION RETIREMENT PLANS, THEREBY HELPING PUBLIC SECTOR EMPLOYEES BUILD RETIREMENT SECURITY. false false 221282874 1267575 224446174 THE CORPORATION PROVIDED PLAN ADMINISTRATION, ASSET MANAGEMENT, AND RETIREMENT EDUCATION AND PLANNING SERVICES TO 4,776 STATE AND LOCAL GOVERNMENT EMPLOYERS OFFERING 9,834 RETIREMENT PLANS WITH 1,420,647 PUBLIC SECTOR EMPLOYEE RETIREMENT ACCOUNTS. 221282874 true false false false false false false false false false true true false false true true false true false false true false false false false false false true false true false false false false false false false false false false false false true true false false false true 186 0 true 985 true true true false false false false false false false false false true false X 10 8 true false false false false true true true true false false true true true true true true true true false CA DE GA ID IN NH NM NC OK X RICHARD WHITTY 2029624600 777 N CAPITOL ST NE STE 600-TAX WASHINGTON DC 200024240 X ROBERT SCHULTZE PRESIDENT/CEO/DIRECTOR 40.0 0.0 X X 2428103 0 105121 CYNTHIA STEER DIRECTOR 2.0 0.0 X 2184 0 0 ROBERT JONES DIRECTOR 2.0 0.0 X 6509 0 0 LEE FELDMAN DIRECTOR 2.0 0.0 X 6230 0 0 PEGGY MERRISS DIRECTOR 2.0 0.0 X 1598 0 0 TANISHA BRILEY DIRECTOR 2.0 0.0 X 9906 0 0 DEANNA SANTANA DIRECTOR 2.0 0.0 X 11668 0 0 MARC OTT DIRECTOR 2.0 37.5 X 0 626872 58630 ROBERT VIVIAN DIRECTOR 2.0 0.0 X 9868 0 0 TINA BYLES WILLIAMS DIRECTOR 2.0 0.0 X 1421 0 0 MICHAEL GUARASCI TREASURER/CFO 40.0 0.0 X 1165960 0 404578 GEORGE SUZICH ASST TREAS/FINANCE MVP 40.0 0.0 X 495305 0 43544 PATRICIA VAUSE ASST TREAS/FINANCE VP 40.0 0.0 X 372279 0 42304 RICHARD WHITTY ASST TREAS/FINANCE VP 40.0 0.0 X 358496 0 64542 BARBARA STOTLER ASST TREAS/FINANCE DIRECTOR 40.0 0.0 X 187645 0 59785 ANGELA MONTEZ SECRETARY/GEN COUNSEL 40.0 0.0 X 768690 0 70081 THOMAS MCANDREWS ASST SEC/DEPUTY GEN CNSL 40.0 0.0 X 538435 0 51641 ERICA MCFARQUHAR ASST SEC/SENIOR COUNSEL 40.0 0.0 X 314097 0 44044 GREGORY DYSON SENIOR VICE PRESIDENT 40.0 0.0 X 1582727 0 18697 ROSS GRAHAM Senior Vice President 40.0 0.0 X 531637 0 31334 CHRISTOPHER MATZKE SENIOR VICE PRESIDENT 40.0 0.0 X 3160275 0 38285 WAYNE WICKER SENIOR VICE PRESIDENT 40.0 0.0 X 2119064 0 1064545 DAVID BRAVERMAN MANAGING VICE PRESIDENT 40.0 0.0 X 1030404 0 63917 KAREN CHONG-WULFF MANAGING VICE PRESIDENT 40.0 0.0 X 1276747 0 553397 KARLA GILL SENIOR VICE PRESIDENT 40.0 0.0 X 741696 0 99626 FLORA HEDRICK MANAGING VICE PRESIDENT 40.0 0.0 X 692532 0 30017 CATHERINE LEGGETT SENIOR VICE PRESIDENT 40.0 0.0 X 709100 0 47056 ELIZABETH GLISTA CHIEF RISK OFFICER (FMR TREAS) 40.0 0.0 X 511948 0 83563 19034524 626872 2974707 439 true true false SEE SCHEDULE O GENERAL STATEMENT 9 6981998 45 0 RETIREMENT PLANS/TRUST 524292 207011363 207011363 RETIREMENT ACCOUNTS 524292 15923739 15923739 INVESTMENT ACCOUNTS 524292 1511072 1511072 224446174 12511783 12511783 0 0 0 0 0 239900578 237408747 2491831 2491831 2491831 0 0 0 0 0 0 0 0 0 ACCOUNTING SERVICES 525990 185196 185196 ALL OTHER REVENUE 524292 3777 3777 188973 239638761 207011363 17623784 15003614 1267575 1267575 0 0 0 16110593 12279971 3830622 601109 542689 58420 106463279 96559850 9903429 9239774 8601553 638221 13883315 12320049 1563266 6497772 5866958 630814 0 1548334 981810 566524 1371275 798997 572278 0 0 81783 81783 0 1737542 1737542 2702931 2420854 282077 13738154 11726295 2011859 2483375 2483375 7988064 6819979 1168085 4357631 4119550 238081 0 1898159 1468729 429430 115721 115721 0 7649910 6826015 823895 2465364 1309602 1155762 DATA PROCESSING 19409101 19408827 274 0 PLAN MAILING/POSTAGE 4161920 4161920 0 0 TEMPORARY SERVICES 3608637 3219987 388650 0 PLAN PRINTING/PUBLISHING 3442737 3442737 0 0 14888066 12720506 2167560 247712121 221282874 26429247 0 0 4605298 37419771 19236954 0 0 29110497 34295172 0 0 0 0 0 0 0 0 5742860 7335369 96288029 79199692 18109458 17088337 257756089 288196494 187799720 120369532 0 0 0 0 6679151 6325113 542617546 497452269 69864127 65860727 0 0 0 0 0 0 0 0 0 0 0 0 0 0 10058285 10071205 79922412 75931932 X 462695134 421520337 0 0 0 0 462695134 421520337 542617546 497452269 X -8073360 -32724761 -376676 X false true X true false X 0 0 0 0 0 0 194814326 197831535 191055855 202936916 207011363 993649995 0 0 0 194814326 197831535 191055855 202936916 207011363 993649995 0 4623698 5845390 5096845 6713182 8809579 31088694 4623698 5845390 5096845 6713182 8809579 31088694 962561301 12508968 11919630 13523691 12793397 12511783 63257469 0 12508968 11919630 13523691 12793397 12511783 63257469 0 0 207323294 209751165 204579546 215730313 219523146 1056907464 0.91073 0.91299 0.05985 0.06155 X 12591915 6470362 6121553 32596885 25235061 7361824 51099229 47494269 3604960 17088337 I-SHARES MSCI EAFE(445,875 SH) 26208533 F VANGUARD VINIX (152,395 SH) 34677408 F VOYA MORTGAGE FUND 16205223 F CERBERUS INSTITUTIONAL PTNRS 13299279 F BLACKSTONE PROPERTY PARTNERS 10287968 F PIMCO DISCO 8208834 F OAKTREE REAL ESTATE DEBT FD II 3183977 F SEE PART XIII 8298310 F 120369532 0 RETIREMENT BENEFITS-NONCURRENT 3809522 OBLIGATIONS UNDER CAPITAL LEAS 636323 OTHER LIABILITIES 5625360 10071205 X PART VII, LINE 3: INVESTMENTS - OTHER SECURITIES (CONTINUED) DESCRIPTION BOOK VALUE COST OR FMV ----------- ---------- ----------- ALPINVEST SECONDARIES FUND VI 3,042,307 FMV INSIGHT VENTURE PARTNERS X 2,904,392 FMV STRATEGIC PARTNERS REAL ASSETS II 2,098,221 FMV CARLYLE REALTY PARTNERS VIII 411,220 FMV APOLLO INVESTMENT FUND IX (157,830) FMV ---------- TOTAL OTHER SECURITIES 8,298,310 PART X, LINE 2: FIN 48 (ASC 740) FOOTNOTE TO THE CORPORATION'S AUDITED FINANCIAL STATEMENTS PROVIDES THE FOLLOWING DISCLOSURE: THE FASB ASC 740, INCOME TAXES, ESTABLISHES GUIDELINES FOR RECOGNIZING, MEASURING, AND DISCLOSING TAX RETURN POSITIONS IN FINANCIAL STATEMENTS. MANAGEMENT HAS EVALUATED THE TAX POSITIONS OF ICMA-RC AND DETERMINED THAT THE APPLICATION OF ASC 740 HAD NO MATERIAL IMPACT ON ITS CONSOLIDATED FINANCIAL STATEMENTS. ACCORDINGLY, NO ADJUSTMENTS FOR UNRECOGNIZED TAX BENEFITS OR RELATED INTEREST OR PENALTIES WERE REQUIRED AS OF DECEMBER 31, 2018. IF APPLICABLE, ICMA-RC WOULD RECOGNIZE ACCRUED INTEREST RELATED TO UNRECOGNIZED TAX BENEFITS IN INTEREST EXPENSE AND PENALTIES IN "OTHER EXPENSES" IN THE CONSOLIDATED STATEMENTS OF REVENUE, EXPENSES AND CHANGES IN NET ASSETS. MANAGEMENT IS NOT AWARE OF ANY TAX POSITIONS FOR WHICH IT IS REASONABLY POSSIBLE THAT THE TOTAL AMOUNTS OF UNRECOGNIZED TAX BENEFITS WOULD SIGNIFICANTLY INCREASE OR DECREASE DURING THE NEXT TWELVE MONTHS. EACH OF THE TAX YEARS IN THE FOUR-YEAR PERIOD ENDING DECEMBER 31, 2018, REMAINS SUBJECT TO EXAMINATION BY FEDERAL AND STATE TAXING AUTHORITIES, ALTHOUGH CERTAIN STATE TAXING AUTHORITIES MAY LENGTHEN THIS PERIOD TO FIVE YEARS. Europe (Including Iceland and Greenland) 0 0 Investments 16205000 Central America and the Caribbean 0 0 Investments 32737000 0 0 0 0 48942000 48942000 true false true true true false PART I, LINE 3: THE MAXIMUM AGGREGATE VALUE OF INVESTMENT IN EUROPE WAS $18,743,000, WITH A YEAR-END VALUE OF $16,205,000. THE MAXIMUM AGGREGATE VALUE OF INVESTMENT IN CENTRAL AMERICA AND THE CARIBBEAN WAS $35,351,000, WITH A YEAR-END VALUE OF $32,737,000. THE CORPORATION HAS ENGAGED JPMORGAN CHASE BANK TO SERVE AS A THIRD-PARTY CUSTODIAN OF THE ABOVE-NOTED INVESTMENTS AND DID NOT HAVE AN INTEREST IN, OR SIGNATURE OR OTHER AUTHORITY OVER, ANY REPORTABLE FOREIGN FINANCIAL ACCOUNTS. true CENTER FOR STATE & LOCAL GOV'T EXCELLENCE INC 777 N CAPITOL ST NE 5TH FLOOR WASHINGTON DC 20002 262661207 501(C)(3) 1267575 SEE PART IV 1 PART I, LINE 2: SUPPLEMENTAL INFORMATION ON GRANTS MADE BY THE CORPORATION: TO ADVANCE ITS MISSION, THE CORPORATION SUPPORTS RESEARCH INTO RETIREMENT COMPENSATION AND BENEFIT ISSUES FACING STATE AND LOCAL GOVERNMENT EMPLOYERS. IN PROVIDING SUCH SUPPORT, THE CORPORATION MADE GRANT PAYMENTS TO THE CENTER FOR STATE AND LOCAL GOVERNMENT EXCELLENCE, INC., A SECTION 501(C)(3) PUBLIC CHARITY. THE CORPORATION MONITORS THE ACTIVITIES OF THIS ORGANIZATION BY ATTENDING PRESENTATIONS AND REVIEWING PUBLICATIONS THROUGH WHICH RESEARCH FINDINGS ON STATE AND LOCAL GOVERNMENT EMPLOYER AND EMPLOYEE RETIREMENT TOPICS ARE BEING DISSEMINATED. IN ADDITION, THE CORPORATION MAINTAINS REPRESENTATION ON THE BOARD OF DIRECTORS OF THIS ORGANIZATION. PART II, LINE 1, COLUMN H: THE PURPOSE OF THE GRANT TO THE CENTER FOR STATE AND LOCAL GOVERNMENT EXCELLENCE, INC. IS TO SUPPORT PUBLIC RESEARCH INTO STATE AND LOCAL GOVERNMENT RETIREMENT COMPENSATION AND BENEFITS. X X true true X X X X X X false true false false false false false true false ROBERT SCHULTZE PRESIDENT/CEO/DIRECTOR 601202 0 1655300 0 171601 0 100020 0 5101 0 2533224 0 0 0 MARC OTT DIRECTOR 0 475353 0 128189 0 23330 0 35198 0 23432 0 685502 0 0 ELIZABETH GLISTA CHIEF RISK OFFICER (FMR TREAS) 246291 0 253938 0 11719 0 48676 0 34887 0 595511 0 0 0 MICHAEL GUARASCI TREASURER/CFO 391845 0 632420 0 141695 0 377310 0 27268 0 1570538 0 0 0 GEORGE SUZICH ASST TREAS/FINANCE MVP 264559 0 228957 0 1789 0 27500 0 16044 0 538849 0 0 0 PATRICIA VAUSE ASST TREAS/FINANCE VP 195214 0 157046 0 20019 0 27500 0 14804 0 414583 0 0 0 RICHARD WHITTY ASST TREAS/FINANCE VP 203843 0 153077 0 1576 0 27500 0 37042 0 423038 0 0 0 BARBARA STOTLER ASST TREAS/FINANCE DIRECTOR 137173 0 49825 0 647 0 19914 0 39871 0 247430 0 0 0 ANGELA MONTEZ SECRETARY/GEN COUNSEL 322929 0 425134 0 20627 0 64933 0 5148 0 838771 0 0 0 THOMAS MCANDREWS ASST SEC/DEPUTY GEN CNSL 285310 0 252403 0 722 0 16500 0 35141 0 590076 0 0 0 ERICA MCFARQUHAR ASST SEC/SENIOR COUNSEL 211206 0 101977 0 914 0 27500 0 16544 0 358141 0 0 0 GREGORY DYSON SENIOR VICE PRESIDENT 466071 0 100000 0 1016656 0 15702 0 2995 0 1601424 0 0 0 ROSS GRAHAM Senior Vice President 248409 0 282872 0 356 0 27500 0 3834 0 562971 0 0 0 CHRISTOPHER MATZKE SENIOR VICE PRESIDENT 77742 0 817079 0 2265454 0 27500 0 10785 0 3198560 0 0 0 WAYNE WICKER SENIOR VICE PRESIDENT 486232 0 1436276 0 196556 0 1027500 0 37045 0 3183609 0 0 0 DAVID BRAVERMAN MANAGING VICE PRESIDENT 304859 0 704698 0 20847 0 27500 0 36417 0 1094321 0 0 0 KAREN CHONG-WULFF MANAGING VICE PRESIDENT 383825 0 871681 0 21241 0 527500 0 25897 0 1830144 0 0 0 KARLA GILL SENIOR VICE PRESIDENT 310304 0 412053 0 19339 0 63283 0 36343 0 841322 0 0 0 FLORA HEDRICK MANAGING VICE PRESIDENT 263085 0 373140 0 56307 0 27500 0 2517 0 722549 0 0 0 CATHERINE LEGGETT SENIOR VICE PRESIDENT 206962 0 283212 0 218926 0 27500 0 19556 0 756156 0 0 0 SCHEDULE J, PART I, LINE 1A: FIRST-CLASS TRAVEL: THE CORPORATION'S BOARD APPROVED TRAVEL GUIDELINES PROVIDE DIRECTORS WITH THE OPTION OF FIRST-CLASS TRAVEL WHEN IT INVOLVES EXTENUATING CIRCUMSTANCES, SUCH AS LONG FLIGHTS AND LATE NIGHT ARRIVALS. WHILE ATTENDING BOARD MEETINGS IN 2018, SEVEN OF TEN DIRECTORS USED THIS OPTION. TRAVEL FOR COMPANIONS: IN CONSIDERATION OF PERSONAL AND FAMILY OBLIGATIONS, THE CORPORATION'S BOARD APPROVED TRAVEL GUIDELINES PROVIDE FOR ASSISTANCE IN DEFRAYING TRAVEL COSTS OF COMPANIONS OR FAMILY MEMBERS WHO MAY ACCOMPANY DIRECTORS TO BOARD MEETINGS. ALTHOUGH NOT PAID DIRECTOR FEES FOR THEIR SERVICES, DIRECTORS RECOGNIZE TAXABLE INCOME IN THE AMOUNT OF ANY SUCH TRAVEL ASSISTANCE. IN 2018, EIGHT OF TEN DIRECTORS RECEIVED PAYMENTS UNDER THIS POLICY. SCHEDULE J, PART I, LINE 4B: SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN: IN 2000, THE BOARD OF DIRECTORS ADOPTED A SECTION 457(F) SUPPLEMENTAL RETIREMENT PLAN FOR SENIOR EXECUTIVES (2000 PLAN). A SECOND SUCH PLAN WAS ADOPTED BY THE BOARD OF DIRECTORS, EFFECTIVE AS OF 2010 (2010 PLAN). THE BOARD REVIEWED COMPARABILITY DATA PROVIDED BY AN INDEPENDENT COMPENSATION CONSULTANT BEFORE APPROVING THESE PLANS AS PART OF AN OVERALL PROGRAM OF REASONABLE COMPENSATION. THEREAFTER, THE BOARD HAS ALSO PERIODICALLY REVIEWED COMPARABILITY DATA THROUGH 2018 AS THE RIGHTS OF PARTICIPANTS RESPECTIVELY ACCRUED OR VESTED UNDER THESE PLANS. AFTER EACH SUCH REVIEW, THE BOARD DETERMINED THAT THE AMOUNTS ACCRUED OR PAID UNDER THE PLANS WERE REASONABLE AS PART OF EACH INDIVIDUAL PARTICIPANTS' OVERALL COMPENSATION, AND NO PLAN PARTICIPANTS TOOK PART IN THE BOARD'S DELIBERATIONS OR DECISIONS RELATING TO A PLAN IN WHICH THEY WERE PARTICIPATING. ALL ELIGIBLE AND APPROVED PLAN PARTICIPANTS LISTED IN FORM 990, PART VII, SECTION A, EARNED VESTED CREDIT TOWARD RETIREMENT BENEFITS UNDER THIS 2000 PLAN. DURING 2018, THIS GROUP INCLUDED THE FOLLOWING INDIVIDUALS: WAYNE WICKER, CATHERINE LEGGETT, GREGORY DYSON, AND CHRISTOPHER MATZKE. SENIOR VICE PRESIDENT WAYNE WICKER HAS MET ALL SERVICE AND AGE REQUIREMENTS AND VESTED UNDER THE 2000 PLAN, AND MAY RECEIVE FUTURE PAYMENTS BEGINNING AT RETIREMENT. THE COMPENSATION TOTAL REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN B(III) INCLUDES $173,000 REPRESENTING A VESTED CREDIT TOWARDS ANY SUCH FUTURE RETIREMENT PAYMENTS UNDER THIS PLAN. THE CORPORATION REPORTED THIS AMOUNT AS TAXABLE INCOME TO THIS PARTICIPANT IN 2018 PURSUANT TO THE REQUIREMENTS OF SECTIONS 61 AND 457(F) OF THE INTERNAL REVENUE CODE. SENIOR VICE PRESIDENT CATHERINE LEGGETT HAS MET ALL SERVICE AND AGE REQUIREMENTS AND VESTED UNDER THE 2000 PLAN, AND MAY RECEIVE FUTURE PAYMENTS BEGINNING AT RETIREMENT. THE COMPENSATION TOTAL REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN B(III) INCLUDES $197,000 REPRESENTING A VESTED CREDIT TOWARDS ANY SUCH FUTURE RETIREMENT PAYMENTS UNDER THIS PLAN. THE CORPORATION REPORTED THIS AMOUNT AS TAXABLE INCOME TO THIS PARTICIPANT IN 2018 PURSUANT TO THE REQUIREMENTS OF SECTIONS 61 AND 457(F) OF THE INTERNAL REVENUE CODE. SENIOR VICE PRESIDENT GREGORY DYSON, MET ALL SERVICE AND AGE REQUIREMENTS AND VESTED UNDER THE 2000 PLAN. THE COMPENSATION TOTAL REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN B(III) INCLUDES $39,000 REPRESENTING A VESTED CREDIT TOWARDS RETIREMENT PAYMENTS, ALONG WITH OTHER ACTUARIAL ADJUSTMENTS REQUIRED UNDER THIS PLAN. THE CORPORATION REPORTED ALL SUCH AMOUNTS AS TAXABLE INCOME TO THIS PARTICIPANT IN 2018 PURSUANT TO THE REQUIREMENTS OF SECTIONS 61 AND 457(F) OF THE INTERNAL REVENUE CODE. THIS PARTICIPANT ALSO SEPARATED FROM EMPLOYMENT IN JANUARY 2018, AND THEREUPON RECEIVED A ONE-TIME LUMP-SUM DISTRIBUTION OF $2,161,000 REPRESENTING ALL RETIREMENT BENEFITS DUE TO HIM UNDER THE PLAN. DURING 2018, SENIOR VICE PRESIDENT CHRISTOPHER MATZKE MET ALL SERVICE AND AGE REQUIREMENTS AND VESTED UNDER THE 2000 PLAN. THE COMPENSATION TOTAL REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN B (III) INCLUDES $2,105,000 REPRESENTING A VESTED CREDIT TOWARDS RETIREMENT PAYMENTS UNDER THIS PLAN, ALONG WITH A PAYMENT OF $160,000 UNDER THIS PLAN. THE CORPORATION REPORTED THESE AMOUNTS AS TAXABLE INCOME TO THIS PARTICIPANT IN 2018 PURSUANT TO THE REQUIREMENTS OF SECTIONS 61 AND 457(F) OF THE INTERNAL REVENUE CODE. THIS PARTICIPANT ALSO RETIRED AND SEPARATED FROM EMPLOYMENT IN 2018, AND THEREUPON RECEIVED A ONE-TIME LUMP-SUM DISTRIBUTION OF $1,340,000 REPRESENTING ALL RETIREMENT BENEFITS DUE TO HIM UNDER THE PLAN. PRESIDENT AND CEO, ROBERT SCHULTZE, HAS MET ALL SERVICE AND AGE REQUIREMENTS AND VESTED UNDER THE 2010 PLAN, AND MAY RECEIVE FUTURE PAYMENTS BEGINNING AT RETIREMENT. THE COMPENSATION TOTAL REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN B(III) INCLUDES $132,000 REPRESENTING A VESTED CREDIT TOWARDS ANY SUCH FUTURE RETIREMENT PAYMENTS. THE CORPORATION REPORTED THIS AMOUNT AS TAXABLE INCOME TO THIS PARTICIPANT IN 2018 PURSUANT TO THE REQUIREMENTS OF SECTIONS 61 AND 457(F) OF THE INTERNAL REVENUE CODE. ALL OTHER ELIGIBLE AND APPROVED PLAN PARTICIPANTS LISTED IN FORM 990, PART VII, SECTION A, EARNED UNVESTED CREDIT TOWARD RETIREMENT BENEFITS UNDER THIS 2010 PLAN. AMOUNTS REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN C FOR THESE UNVESTED PARTICIPANTS INCLUDED AN ANNUAL CREDIT TOWARDS FUTURE RETIREMENT BENEFITS THAT MAY BECOME PAYABLE UNDER THE PLAN. DURING 2018, THIS GROUP INCLUDED THE FOLLOWING INDIVIDUALS: ELIZABETH GLISTA, MICHAEL GUARASCI, ANGELA MONTEZ, AND KARLA GILL. SCHEDULE J, PART I, LINE 7: NON-FIXED PAYMENTS: SHORT-TERM, FUNCTIONAL, AND LONG-TERM INCENTIVE COMPENSATION PROGRAMS ARE OFFERED FOR CERTAIN EXECUTIVES OF THE CORPORATION. THESE PLANS ARE ESTABLISHED BY THE CORPORATION'S BOARD BASED ON RECOMMENDATIONS OF THE ADMINISTRATION AND COMPENSATION COMMITTEE OF THE BOARD. THE PROGRAMS HAVE SPECIFIC GOALS AND OBJECTIVES THAT ARE APPROVED IN ADVANCE BY THE BOARD, AND IN THE BOARD'S DISCRETION, PARTICIPANTS MAY BE AWARDED COMPENSATORY AMOUNTS BASED ON PERFORMANCE IN ACCORDANCE WITH SUCH GOALS AND OBJECTIVES. THE CORPORATION'S BOARD APPROVES ALL AMOUNTS UNDER THESE PROGRAMS AND RELIES ON MARKET DATA FROM AN INDEPENDENT COMPENSATION CONSULTANT TO DETERMINE THEIR REASONABLENESS AS PART OF THE PARTICIPANTS' OVERALL COMPENSATION. ALL EXECUTIVES OF THE CORPORATION LISTED ON FORM 990, SCHEDULE J, PART II EARNED AND RECEIVED A FORM OF SUCH PAYMENTS DURING 2018. SCHEDULE J, PART II, LINE 3(I), COLUMN E: $595,511 REPRESENTS TOTAL COMPENSATION PAID TO ELIZABETH GLISTA IN HER CURRENT CAPACITY AS THE CHIEF RISK OFFICER OF THE CORPORATION. DURING THE YEARS 2009 THROUGH 2015, MS. GLISTA SERVED AS THE CORPORATION'S TREASURER AND CFO, AND AS A FORMER OFFICER, SUCH COMPENSATION IS ALSO SHOWN ON FORM 990, PART VII, SECTION A, LINE 28, AND INCLUDED IN THE AMOUNT ON PART IX, LINE 6. GENERAL STATEMENT 1 FORM 990, PART I, LINE 1, DESCRIPTION OF ORGANIZATION MISSION: TO LESSEN THE BURDENS OF STATE AND LOCAL GOVERNMENTS AND THEIR AGENCIES AND INSTRUMENTALITIES IN THE ESTABLISHMENT AND ADMINISTRATION OF QUALIFIED AND DEFERRED COMPENSATION RETIREMENT PLANS UNDER SECTIONS 457 AND 401 OF THE INTERNAL REVENUE CODE, BY PROVIDING THEM WITH EXTENSIVE RETIREMENT PLAN ADMINISTRATION AND ASSET MANAGEMENT SERVICES, WHICH INCLUDE BROAD-BASED RETIREMENT PLANNING AND INVESTMENT EDUCATION SUPPORT. THE CORPORATION MAKES ITS SERVICES AVAILABLE TO ALL STATE AND LOCAL GOVERNMENT EMPLOYERS, INCLUDING MANY THAT HAVE LIMITED OR NO VIABLE RETIREMENT PLAN ADMINISTRATION OR PUBLIC TRUST INVESTMENT OPTIONS AVAILABLE TO THEM. GENERAL STATEMENT 2 FORM 990, PART VI, SECTION A, LINE 2: DURING 2018, ROBERT SCHULTZE AND MARC OTT ALSO SERVED AS DIRECTORS ON THE BOARD OF THE CENTER FOR PUBLIC ADMINISTRATION AND SERVICE, INC., AN ORGANIZATION THAT OWNS AND MANAGES THE OFFICE BUILDING LOCATION OF THE CORPORATION'S HEADQUARTERS IN WASHINGTON, D.C. ROBERT SCHULTZE, MICHAEL GUARASCI, AND RICHARD WHITTY ALSO SERVED AS OFFICERS OF THIS ENTITY. GENERAL STATEMENT 3 FORM 990, PART VI, SECTION A, LINE 7A: CERTAIN ACTIONS OF THE CORPORATION'S BOARD OF DIRECTORS MAY BE REVIEWED OR APPROVED BY ANOTHER SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION, INTERNATIONAL CITY/COUNTY MANAGEMENT ASSOCIATION. DIRECTORS WHO HAVE BEEN SELECTED BY THE CORPORATION'S BOARD ARE ALSO SUBJECT TO APPOINTMENT BY THIS SECTION 501(C)(3) ORGANIZATION. IN ADDITION, ANY DECISION BY THE CORPORATION'S BOARD TO REMOVE A DIRECTOR OR AMEND ITS CHARTER WOULD BE SUBJECT TO CONCURRENCE OR APPROVAL BY THIS SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION. HOWEVER, THIS ORGANIZATION DOES NOT HAVE THE POWER TO REMOVE CORPORATION'S DIRECTORS AND DESIGNATE NEW DIRECTORS. GENERAL STATEMENT 4 FORM 990, PART VI, SECTION A, LINE 7B: CERTAIN GOVERNANCE DECISIONS OF THE CORPORATION'S BOARD OF DIRECTORS MAY BE REVIEWED OR APPROVED BY ANOTHER SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION. SEE THE RESPONSE TO THE FORM 990, PART VI, SECTION A, LINE 7A, ABOVE. GENERAL STATEMENT 5 FORM 990, PART VI, SECTION B, LINE 11: THE CORPORATION'S ANNUAL FORM 990 UNDERGOES A NUMBER OF INTERNAL AND EXTERNAL REVIEWS BEFORE IT IS FILED WITH THE IRS. IT IS PREPARED BY AN INDEPENDENT TAX ACCOUNTING FIRM AND REVIEWED BY OUTSIDE TAX COUNSEL. THE FORM IS ALSO EXAMINED BY SENIOR MANAGEMENT AND PROVIDED TO THE CORPORATION'S DIRECTORS BEFORE IT IS FILED. GENERAL STATEMENT 6 FORM 990, PART VI, SECTION B, LINE 12C: THE CORPORATION'S BOARD OF DIRECTORS HAS ADOPTED A WRITTEN CONFLICT OF INTEREST POLICY THAT APPLIES TO ALL OF ITS DIRECTORS. IN ADDITION, THE BOARD OF DIRECTORS HAS ADOPTED, AND THE SENIOR MANAGEMENT HAS IMPLEMENTED, A SEPARATE WRITTEN CONFLICT OF INTEREST POLICY THAT APPLIES TO OFFICERS AND ALL CLASSES OF EMPLOYEES. THE CORPORATION'S CONFLICT OF INTEREST POLICIES DEFINE "CONFLICTS OF INTERESTESTABLISH REPORTING, REVIEW, AND DISCIPLINARY PROCEDURES. THE CORPORATION MONITORS COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICIES THROUGH DISCLOSURE, WHISTLEBLOWER, AND OTHER PERIODIC REPORTING PROCESSES DESIGNED TO IDENTIFY INVESTMENT OR BUSINESS TRANSACTIONS AND AFFILIATIONS THAT MAY BE SIGNIFICANT AND GIVE RISE TO CONFLICTS OF INTEREST. ALL DIRECTORS, OFFICERS, AND EMPLOYEES MUST ACKNOWLEDGE RECEIPT AND UNDERSTANDING OF THE RESPECTIVE CONFLICT OF INTEREST POLICIES EACH YEAR. IN ADDITION, DIRECTORS, OFFICERS, AND SENIOR MANAGERS (INCLUDING KEY EMPLOYEES) ARE REQUIRED TO REPORT ANY EMPLOYMENT, INVESTMENT, BUSINESS, OR FAMILY RELATIONSHIPS THAT MAY INVOLVE THE CORPORATION, ITS DIRECTORS, OFFICERS, AND EMPLOYEES, OR CERTAIN THIRD PARTIES THAT MAY HAVE MATERIAL BUSINESS OR FINANCIAL RELATIONSHIPS WITH THE CORPORATION, TO INCLUDE SIGNIFICANT VENDORS AND SERVICE PROVIDERS. THE CORPORATION AND ITS BOARD OF DIRECTORS HAVE ESTABLISHED PROCEDURES FOR REVIEWING AND ENFORCING MATTERS INVOLVING POTENTIAL OR ACTUAL CONFLICTS OF INTEREST IN ORDER TO PRECLUDE DIRECTORS, OFFICERS, OR EMPLOYEES (IN DECISION-MAKING CAPACITIES) FROM PARTICIPATING IN DELIBERATIONS OR DECISIONS IN WHICH CONFLICTS MAY BE FOUND TO EXIST. THE CORPORATION'S CONFLICT OF INTEREST POLICIES ARE ADMINISTERED BY THE COMPLIANCE AND LEGAL DEPARTMENTS, WITH DETERMINATIONS MADE AND EFFECTED BY THE CHIEF COMPLIANCE OFFICER, AND, WHEN APPROPRIATE, THE CHIEF EXECUTIVE OFFICER OR THE AUDIT AND OVERSIGHT COMMITTEE OF THE BOARD OF DIRECTORS. WHEN APPROPRIATE, THESE MATTERS ARE ALSO SUBJECT TO FINAL REVIEW AND DECISION BY THE BOARD OF DIRECTORS, WITH ANY POTENTIALLY CONFLICTED PARTIES BEING RECUSED. GENERAL STATEMENT 7 FORM 990, PART VI, SECTION B, LINE 15: THE 2018 COMPENSATION OF THE CORPORATION'S SENIOR EXECUTIVES WAS REVIEWED AND APPROVED, IN ADVANCE, BY VOTE OF THE INDEPENDENT MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS. IN EVALUATING SUCH COMPENSATION, THE BOARD HAD THE BENEFIT OF RECOMMENDATIONS FROM ITS ADMINISTRATION AND COMPENSATION COMMITTEE, ALSO COMPRISED OF INDEPENDENT DIRECTORS. NO MEMBER OF THE BOARD OR THE COMMITTEE VOTING ON SUCH COMPENSATION HAD OR HAS A CONFLICT OF INTEREST IN RESPECT THERETO. AS PART OF THE REVIEW AND APPROVAL PROCESS, THE BOARD AND COMMITTEE OBTAINED FROM AN INDEPENDENT COMPENSATION CONSULTANT, AND RELIED ON, DATA ON MARKET COMPARABILITY COMPENSATION FOR COMPARABLE POSITIONS IN COMPARABLE ORGANIZATIONS, INCLUDING DATA OBTAINED FROM FORMS 990 OF OTHER TAX-EXEMPT ORGANIZATIONS, PUBLICLY-AVAILABLE FINANCIAL AND MARKET DATA ON RELEVANT PRIVATE SECTOR ENTITIES, AND COMPENSATION STUDIES COMPILED BY THIRD-PARTY COMPENSATION EXPERTS. BOARD AND COMMITTEE DELIBERATIONS AND DECISIONS ON SUCH COMPENSATION MATTERS WERE FULLY AND CONTEMPORANEOUSLY DOCUMENTED. DURING 2018, THIS REVIEW AND APPROVAL PROCESS WAS UNDERTAKEN FOR EACH OF THE FOLLOWING PERSONS AND POSITIONS: ROBERT SCHULTZE (PRESIDENT, CHIEF EXECUTIVE OFFICER); ELIZABETH GLISTA (PAST TREASURER, CHIEF FINANCIAL OFFICER); MICHAEL GUARASCI (TREASURER, CHIEF FINANCIAL OFFICER); ANGELA MONTEZ (SECRETARY, GENERAL COUNSEL); GREGORY DYSON (SENIOR VICE PRESIDENT); CHRISTOPHER MATZKE (SENIOR VICE PRESIDENT); WAYNE WICKER (SENIOR VICE PRESIDENT); CATHERINE LEGGETT (SENIOR VICE PRESIDENT); KARLA GILL (SENIOR VICE PRESIDENT); DAVID BRAVERMAN (MANAGING VICE PRESIDENT); KAREN CHONG-WULFF (MANAGING VICE PRESIDENT). THE CORPORATION ALSO CONDUCTS PERIODIC INTERNAL STUDIES OF COMPENSATION AMOUNTS PROVIDED TO THE MEMBERS OF ITS BOARD OF DIRECTORS. THIS REVIEW PROCESS WAS UNDERTAKEN IN 2016 USING COMPARABILITY DATA GATHERED FROM RECENT FORMS 990 OF OTHER TAX-EXEMPT ORGANIZATIONS AND FROM PUBLICLY-DISCLOSED FINANCIAL AND MARKET INFORMATION ON RELEVANT PRIVATE SECTOR ENTITIES. (ALTHOUGH THEY ARE NOT PAID DIRECTOR FEES FOR THEIR SERVICES, MEMBERS OF THE BOARD OF DIRECTORS MAY RECOGNIZE TAXABLE INCOME WITH RESPECT TO PAYMENTS INTENDED TO DEFRAY OCCASIONAL, INCIDENTAL TRAVEL COSTS OF COMPANION OR FAMILY MEMBERS ACCOMPANYING THEM TO BOARD MEETINGS, AND, WHEN APPROPRIATE, MAY ALSO INCLUDE OTHER SMALL TAXABLE AMOUNTS). GENERAL STATEMENT 8 FORM 990, PART VI, SECTION C, LINE 19: SENIOR MANAGEMENT OF THE CORPORATION HAS APPROVED AND IMPLEMENTED A PUBLIC DISCLOSURE POLICY WHICH SETS OUT PROCEDURES FOR MAKING ITS GOVERNING DOCUMENTS, CONFLICTS OF INTEREST POLICIES, FINANCIAL DATA AND TAX DOCUMENTS AVAILABLE FOR INSPECTION UPON REQUEST BY THE GENERAL PUBLIC. GENERAL STATEMENT 9 FORM 990, PART VII: SECTION B. INDEPENDENT CONTRACTORS NAME & BUSINESS ADDRESS DESCRIPTION OF SERVICES COMPENSATION ----------------------- ------------------------ ------------ DATA MANAGEMENT GROUP, LLC IT CONSULTING $2,363,780 2119 ELLIOTT AVE MCLEAN, VA 22101 DELOITTE CONSULTING, LLP STRATEGIC CONSULTING $1,474,157 4022 SELLS DRIVE HERMITAGE, TN 37076 SELECTECH SOLUTIONS LLC PERSONNEL SERVICES $1,233,537 2425 WEST LOOP SOUTH #200 HOUSTON, TX 77027 SLALOM CONSULTING IT NETWORK SERVICES $1,034,783 821 2nd Ave., Suite 100 Seattle, WA 98104 OUR IDEAWORKS, LLC. IT CONSULTING $875,741 50 BRYANT AVE WHITE PLAINS, NY 10605 ------------ TOTAL $6,981,998 GENERAL STATEMENT 10 FORM 990, PART XI, LINE 9: CHANGE IN UNRECOGNIZED NONQUALIFIED RETIREMENT PLAN COSTS 633,439 CHANGE IN AN INVESTMENT ACCOUNTED FOR USING THE EQUITY METHOD <52,428> CHANGE DUE TO LOSS ON EMPLOYEE BENEFIT SETTLEMENT <957,687> ----------- TOTAL TO FORM 990, PART XI, LINE 9 <376,676> ICMA-RC SERVICES LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522138303 SEE PART VII DE 5338700 1136337 ICMA-RC VANTAGEPOINT TRANSFER AGENTS LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522138305 SEE PART VII DE 0 0 ICMA-RC VANTAGEPOINT INVESTMENT ADVISERS LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522138307 SEE PART VII DE 0 1000000 ICMA-RC VANTAGETRUST COMPANY LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522325093 SEE PART VII NH 170745884 2575057 ICMA-RC INTERNATIONAL CITYCOUNTY MGMT ASSOC 777 N CAPITOL ST NE STE 500 WASHINGTON DC 20002 362167755 SEE PART VII IL 501(C)(3) LINE 10 NA false CENTER FOR PUBLIC ADMIN AND SERVICE INC 777 NORTH CAPITOL ST NE WASHINGTON DC 20002 521655825 SEE PART VII MD NA C CORP 3336597 9441081 0.33330 false false false false false false true false false false false true true false false false true false true false SUPPLEMENTAL INFORMATION ON PRIMARY ACTIVITY OF RELATED ORGANIZATIONS: SCHEDULE R ENTITY PRIMARY ACTIVITY ---------- ------ ---------------- PART I, LINE 1 ICMA-RC SERVICES, LLC SEC/FINRA-REGISTERED BROKER-DEALER DISTRIBUTING RETIREMENT TRUST INVESTMENT INTERESTS. PART I, LINE 2 VANTAGEPOINT TRANSFER TRANSFER AGENT PROVIDING AGENTS, LLC ADMINISTRATIVE SERVICES TO RETIREMENT PLANS AND TRUSTS. PART I, LINE 3 VANTAGEPOINT INVESTMENT SEC-REGISTERED INVESTMENT ADVISERS, LLC ADVISOR. PART I, LINE 4 VANTAGETRUST COMPANY, LLC STATE-REGULATED TRUST COMPANY MANAGING RETIREMENT TRUST INVESTMENT ASSETS. PART II, LINE 1 INTERNATIONAL CITY/COUNTY PROFESSIONAL AND EDUCATIONAL MANAGEMENT ASSOCIATION ORGANIZATION ADVANCING LOCAL GOVERNMENTS. PART IV, LINE 1 CENTER FOR PUBLIC REAL ESTATE INVESTMENT TRUST ADMINISTRATION AND HOLDING AND MANAGING SERVICE, INC. HEADQUARTERS OFFICE SPACE.