2019-05-13T17:22:12-05:00 2018-12-31 111986323 Marcum LLP 1899 L Street NW Suite 850 Washington DC 20036 990 2018-01-01 530114930 Grocery Manufacturers Association GROC 5713786760 1001 19th Street North 7th Floor Arlington VA 22209 Mr Bill Pappas Controller 5713786740 2019-05-13 1 Thomas J Raffa P00916458 2022274000 47.19.127.190 2019-05-13 17:22:04 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 D55D10C7D78F0432772A20FC78952E4C5D6EECA9 2018 2019-02-21 02:37:17Z X Mr Geoff Freeman 1001 19th Street North 7th Floor Arlington VA 22209 26603097 0 X www.gmaonline.org X 1909 DE GMA represents the world's leading consumer packaged goods companies. 33 33 72 0 174281 223419 1178090 676438 23066381 16557324 1059041 1725858 858668 640506 26162180 19600126 592167 554500 0 0 14092898 14267438 0 0 0 10525249 11182190 25210314 26004128 951866 -6404002 43021800 49379495 12727484 30302456 30294316 19077039 X The Grocery Manufacturers Association represents the world's leading consumer packaged goods (CPG) companies. The CPG industry plays a unique role as the single largest U.S. manufacturing employment sector, delivering products vital to the wellbeing of people's lives every day. The Association's mission is to empower the industry to grow and thrive. For more information, visit www.gmaonline.org. 0 0 Public Affairs and Advocacy: Through this program, the Association monitors and advocates public policy issues affecting the consumer products industry and provides a link between the consumer products industry and federal and state policy makers and regulators to ensure that public policy does not unnecessarily burden member companies or create obstacles for consumers. Scientific and Regulatory Affairs (SRA) - Through this program, the Association works to protect public health and assure consumer confidence in the consumer packaged goods industry and its products. The team is comprised of multidisciplinary advocacy professionals widely recognized as subject-matter experts with extensive networks within key government agencies and non-governmental organizations (NGO's). SRA monitors regulatory issues affecting the consumer products industry and develops strategies to advance regulations that are science based and to protect the public health through engagement with the Food and Drug Administration, Department of Agriculture, Environmental Protection Agency and the Centers for Disease Control and Prevention. The SRA program also provides forums to exchange ideas and knowledge related to the consumer products industry. Conferences, workshops and webinars are also provided which increase the overall awareness of the industry to regulatory changes. Industry Affairs: Through this program, the Association seeks to create member value by enabling growth, lowering costs and improving industry performance on issues best solved through trading partner collaboration in the areas of supply chain, customer service, transportation and joint business planning. SmartLabel: This program is a voluntary digital transparency initiative that allows consumers to find more detailed information about the products they use and consume. The initiative spans food, beverage, personal care, household, supplement, over-the-counter, and pet care products. 0 1 0 1 0 0 0 0 0 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 58 0 1 72 1 1 1 0 0 0 1 1 0 1 0 X 33 33 0 0 0 0 1 1 1 1 1 0 0 0 1 0 1 1 1 1 0 0 X Bill Pappas VP & Controller 5713786760 1001 19th Street North 7th Floor Arlington VA 20005 Vivek Sankaran Frito-Lay NA Chair 2.00 X X 0 0 0 Benno Dorer The Clorox Co Vice Chair 1.00 X X 0 0 0 William Cyr Freshpet Inc Treasurer 1.00 X X 0 0 0 Chad Geise Furmano Foods Director 1.00 X 0 0 0 Roger Bird Abbott Nutrition Director 1.00 X 0 0 0 Robert Cantwell BG Foods Inc.; Director 1.00 X 0 0 0 Bobby Chacko Ocean Spray Cranberries, Inc.; Director 1.00 X 0 0 0 Paul D Chibe Ferrero USA Inc.; Director 1.00 X 0 0 0 Mark A Clouse Pinnacle Foods; Director 1.00 X 0 0 0 Sean Connolly Conagra Brands, Inc.; Director 1.00 X 0 0 0 David Darragh Reily Foods Co.; Director 1.00 X 0 0 0 James L Dinkins Coca- Cola North Am.; Director 1.00 X 0 0 0 Stanley K Dunbar Moody Dunbar, Inc.; Director 1.00 X 0 0 0 Jim Dwyer Michael Foods Post Holdings; Director 1.00 X 0 0 0 Tom Ferriter Bush Brothers & Co.; Director 1.00 X 0 0 0 Seth French Lassonde Pappas & Co., Inc.; Director 1.00 X 0 0 0 Beth Ford Land O'Lakes Inc.; Director 1.00 X 0 0 0 Stephan Fusti-Molnar Henkel Consumer Goods, Inc.; Director 1.00 X 0 0 0 Robert J Gamgort Keurig Green Mountain; Director 1.00 X 0 0 0 William G Gisel Jr Rich Products Corp.; Director 1.00 X 0 0 0 Louis C Gottsponer Jr Morgan Foods, Inc.; Director 1.00 X 0 0 0 Ken Guise Knouse Foods Cooperative, Inc.; Director 1.00 X 0 0 0 Jeff Harmening General Mills Inc.; Director 1.00 X 0 0 0 Hendrik Hartong III Sunny Delight Beverages Co.; Director 1.00 X 0 0 0 Chris Hood Kellogg Co Director 1.00 X 0 0 0 Brad Irwin Welch Foods Inc Director 1.00 X 0 0 0 Rahul Kadyan Reckitt Benckiser Group PLC; Director 1.00 X 0 0 0 Lawrence Kurzius McCormick & Co., Inc.; Director 1.00 X 0 0 0 Chris Lischewski Bumble Bee Foods; Director 1.00 X 0 0 0 Gregory N Longstreet Del Monte Foods, Inc.; Director 1.00 X 0 0 0 Mark McNeil Lassonde Pappas & Co., Inc.; Director 1.00 X 0 0 0 Randy Papadellis Ocean Spray Cranberries, Inc.; Director 1.00 X 0 0 0 Fred Penny Bimbo Bakeries USA; Director 1.00 X 0 0 0 Chris Policinski Land O'Lakes Director 1.00 X 0 0 0 Tony B Sarsam Ready Pac Foods, Inc.; Director 1.00 X 0 0 0 Allen L Shiver Flowers Foods, Inc.; Director 1.00 X 0 0 0 P Justin Skala Colgate- Palmolive Co.; Director 1.00 X 0 0 0 Mark Smucker The JM Smucker Co.; Director 1.00 X 0 0 0 James P Snee Hormel Foods Corp.; Director 1.00 X 0 0 0 Carolyn M Tastad The Procter & Gamble Co.; Director 1.00 X 0 0 0 Glen Tellock Lakeside Foods Inc.; Director 1.00 X 0 0 0 Glen Walter Mondelez Internat'l, Inc.; Director 1.00 X 0 0 0 Kathleen A Walters Georgia- Pacific Consumer Products; Director 1.00 X 0 0 0 George Zhogbi The Kraft Heinz Co.; Director 1.00 X 0 0 0 Geoff Freeman President & CEO (beg. Aug) 37.00 0.50 X 530551 0 450769 Pamela Bailey President & CEO (Jan-July) 37.00 0.50 X 4689270 0 535734 Steve McCroddan Senior VP & CFO (Jan-Oct) 37.50 X 352789 0 172993 Bill Pappas VP & Corporate Controller 36.50 1.00 X 187497 0 55604 James Flannery Sr. VP-Operations (Jan-Oct) 37.50 X 666062 0 55203 Leon Bruner Chief Science Officer (Jan-Oct) 37.50 X 414462 0 237883 Brian Folkerts Exec. VP Gov't Affairs (Jan-Sept) 37.50 X 346992 0 2623 Roger Lowe Exec VP- Strategic Communications (Jan-Oct) 37.50 X 309088 0 156874 Karin Moore General Counsel 37.50 X 278410 0 65910 Michael Gruber VP, Gov't Affairs 37.50 X 271897 0 70817 Carla Mitchell Senior VP HR (Jan-Sept) 37.50 X 258068 0 130073 Mary Sophos Exec VP- Policy & Strategic Planning (Jan) 37.50 X 244304 0 829 Denzel McGuire Exec. VP Gov't Affairs (Jan) 37.50 X 186614 0 8147 Shannon Cooksey VP, Science Policy & Prog. Mgm't 37.50 X 183949 0 87308 Basu Manojit VP, Regulatory Affairs 37.50 X 179958 0 30854 John Hewitt Sr. Dir., State Affairs 37.50 X 168680 0 46572 Greg Costa Sr. Dir., State Affairs 37.50 X 160907 0 45781 Zachary You Chief Technology Officer (Jan-Nov) 37.50 X 154096 0 76896 9583594 0 2230870 30 0 1 0 SSI (US) Inc PO Box 98991 Chicago IL 60693 Executive search 482215 Hogan & Lovells US LLP 555 13th Street NW Washington DC 20004 Legal counsel 230037 Hazel Productions PO Box 122 Glen Echo MD 20812 Conf. production 224135 Meetings & Incentives Worldwide Inc 10520 7 Mile Rd Caledonia WI 53108 Conf. production 211216 Vision Technologies Inc 530 McCormick Drive Suite J Glen Burnie MD 21061 Consulting 191919 13 676438 676438 Membership dues 900099 14344930 14344930 Conf's/conventions 900099 1716106 1716106 Smart Label subscriptions 900099 271400 271400 Publications 900099 118646 118646 Project funding 900099 106242 106242 16557324 911211 911211 16550 16550 7817618 7002971 814647 814647 814647 Exempt pass-thru K-1 invest. inc. 900099 224270 224270 Advertising 541800 174281 174281 Prof. services & exp. reimb's 900099 143086 143086 82319 82319 623956 19600126 17006999 174281 1742408 554500 9652598 2212682 1064129 706830 631199 298360 70623 719198 161626 2358045 161884 221065 304580 2991548 441882 1372794 379318 135170 Excise tax provision 870509 Broker commission 455857 UBI exp. provision 68815 Dues 55195 115721 26004128 1234393 1071284 8393733 4484996 685540 978686 1129076 1602592 4506619 821609 389572 3685010 9497503 6049466 21561663 18065732 130320 13441729 43021800 49379495 1798953 4494850 3799486 2707804 7129045 23099802 12727484 30302456 X 30294316 19077039 30294316 19077039 43021800 49379495 X -6404002 -2790292 -2022983 X X 0 1 X 1 0 GMA Political Action Committee 1001 19th St N Arlington VA 22209 911981944 13868 0 0 1 14344930 1950559 111061 2061620 2926366 -864746 2735054 36530 2698524 706148 182463 523685 1065417 602616 462801 3685010 Institutional funds (partnerships) 18065732 F 18065732 Office lease security deposit 100000 Right of use asset 13341729 13441729 Accrued pension and post-retirement benefits 5412903 Lease liability 17686899 23099802 X 17476294 -2790292 828086 -1962206 19438500 161626 161626 19600126 26790376 947874 947874 25842502 161626 161626 26004128 Part X, Line 2: Management reviews and assesses all activities annually to identify any changes in the scope of the activities and revenue sources and the tax treatment thereof to identify any uncertainty in income tax. For the year ended December 31, 2018, management did not identify any uncertainty in income tax requiring recognition or disclosure in the financial statements. Part XI, Line 2d - Other Adjustments: Revenue of entities other than GMA included in the consolidated audited financial statements, net of elimination entries. 828,086. Part XII, Line 2d - Other Adjustments: Expenses of entities other than GMA included in the consolidated audited financial statements, net of elimination entries. 947,874. 1 Michigan State University 1129 Farm Lane Food Safety Toxicology Bldg East Lansing MI 48824 386005984 501(c)(3) 400000 Conditional support of a center for ingredient safety and risk assessment GMA Science and Education Foundation 1001 19th Street North 7th Floor Arlington VA 22209 522088235 501(c)(3) 50000 Support of Hands On Nutrition Curriculum National Consumers League 1701 K Street NW Suite 1200 Washington DC 20006 530242038 501(c)(3) 50000 Funding for "Support the Food Program" AG America PO Box 40074 Washington DC 20016 471607934 501(c)(6) 10000 General support Field to Market 777 N Capitol Street NE Washington DC 20002 900885216 501(c)(3) 10000 General support Johns Hopkins University 651 N Wolfe St Suite W7032 Baltimore MD 21205 520595110 501(c)(3) 7500 Support for toxicity and product safety testing 5 1 Part I, Line 2: Contributions are made with the general understanding that funding will be used to support a specific program (general contribution) or research grant (with an expected deliverable) that is aligned with the interests of the consumer products industry and/or their customers. General contributions are made to well-established organizations known for successfully accomplishing specific goals of interest while research grants are made by program managers who receive updates and monitor progress to ensure research deliverables are completed. X 1 1 X X X X X X 1 1 0 Geoff Freeman President & CEO (beg. Aug) 480551 0 50000 0 0 0 442468 0 8301 0 981320 0 0 0 Pamela Bailey President & CEO (Jan-July) 800809 0 0 0 3888461 0 511584 0 24150 0 5225004 0 2603286 0 Steve McCroddan Senior VP & CFO (Jan-Oct) 236327 0 0 0 116462 0 152818 0 20175 0 525782 0 0 0 Bill Pappas VP & Corporate Controller 181397 0 6100 0 0 0 36407 0 19197 0 243101 0 6100 0 James Flannery Sr. VP-Operations (Jan-Oct) 566062 0 0 0 100000 0 36205 0 18998 0 721265 0 0 0 Leon Bruner Chief Science Officer (Jan-Oct) 334711 0 0 0 79751 0 216599 0 21284 0 652345 0 0 0 Brian Folkerts Exec. VP Gov't Affairs (Jan-Sept) 229119 0 36500 0 81373 0 0 0 2623 0 349615 0 0 0 Roger Lowe Exec VP- Strategic Communications (Jan-Oct) 248064 0 0 0 61024 0 142532 0 14342 0 465962 0 0 0 Karin Moore General Counsel 278410 0 0 0 0 0 46205 0 19705 0 344320 0 0 0 Michael Gruber VP, Gov't Affairs 263397 0 8500 0 0 0 51205 0 19612 0 342714 0 8500 0 Carla Mitchell Senior VP HR (Jan-Sept) 173227 0 0 0 84841 0 113046 0 17027 0 388141 0 0 0 Mary Sophos Exec VP- Policy & Strategic Planning (Jan) 46466 0 0 0 197838 0 0 0 829 0 245133 0 0 0 Denzel McGuire Exec. VP Gov't Affairs (Jan) 59490 0 0 0 127124 0 0 0 8147 0 194761 0 0 0 Shannon Cooksey VP, Science Policy & Prog. Mgm't 183949 0 0 0 0 0 86042 0 1266 0 271257 0 0 0 Basu Manojit VP, Regulatory Affairs 178658 0 1300 0 0 0 29947 0 907 0 210812 0 0 0 John Hewitt Sr. Dir., State Affairs 167430 0 1250 0 0 0 27744 0 18828 0 215252 0 0 0 Greg Costa Sr. Dir., State Affairs 159657 0 1250 0 0 0 26769 0 19012 0 206688 0 0 0 Zachary You Chief Technology Officer (Jan-Nov) 126170 0 1000 0 26926 0 58449 0 18447 0 230992 0 0 0 Part I, Line 1a First class travel for the President and CEO was provided in accordance with the employment agreement. Such costs were required to be substantiated via receipts and itinerary submitted. All travel was business related. Part I, Lines 4a-b Geoff Freeman: GMA provides a 457(f) Plan for its President and CEO. The employer's contribution to this Plan in 2018, in accordance with the employment contract and as approved by the compensation committee of the Board of Directors of GMA, was $150,000. Pamela Bailey: GMA President and CEO for Jan. - July 2018. GMA provided a 457(f) Plan in accordance with the terms of an employment contract. The employer contribution to this 457(f) Plan in 2018 was $620,376 which was in accordance with the terms of a written contract which was board approved. A payout of the 457(f) Plan cumulative balance of $3,218,434 was made in 2018. A total of $966,862 was awarded in severance pay of which $491,483 was paid in 2018. Steve McCroddan: Severance of $198,777 of which $82,163 was paid in 2018 James Flannery: Severance of $100,000 all of which was paid in 2018 Leon Bruner: Severance of $226,509 of which $46,115 was paid in 2018 Brian Folkerts: Severance of $55,000 all of which was paid in 2018 Roger Lowe: Severance of $140,308 of which $33,981 was paid in 2018 Carla Mitchell: Severance of $142,646 of which $61,000 was paid in 2018 Mary Sophos: Severance of $183,096 all of which was paid in 2018 Denzel McGuire: Severance of $89,735 all of which was paid in 2018 Zachary You: Severance of $56,031 of which $12,892 was paid in 2018 Form 990, Part VI, Section A, line 6 There are three categories of membership in GMA: 1. General members: General membership is limited to 1) entities engaged in the manufacture of food, beverage and consumer products; 2) sales agencies engaged in sales and marketing or merchandising of food, beverage and consumer products; and 3) suppliers by invitation only. General members can participate on councils and committees, ultimately helping to drive GMA's agenda. 2. Associate members: Associate membership is limited to entities engaged in providing products or services to the food, beverage and consumer products industry and interested in the well-being and success of grocery product manufacturers. 3. Chain Restaurant Corporate Headquarters Members: Any company actively and regularly engaged in furnishing food and/or beverage retail services to the public at multiple locations ("chain restaurants") is qualified to become a Chain Restaurant Corporate headquarters member. Form 990, Part VI, Section A, line 7a The governing body of GMA is its Board of Directors. The Board of Directors shall elect from its members a Nominating Committee. The Nominating Committee shall propose candidates for election as directors at each Annual Meeting and shall propose candidates for election as officers and members of the Executive Committee and the Finance and Audit Committee as vacancies occur. Members of the Board are generally elected to three-year terms but there is no limit to the number of terms an individual director may serve. Officers, including the Chair, Vice Chair, Secretary and Treasurer, shall be elected for a term of two years. The Chair and Vice Chair may hold their respective offices for not more than one term. Form 990, Part VI, Section A, line 7b Decisions involving proposed mergers or liquidation would be brought before the full membership for approval. Form 990, Part VI, Section B, line 11b GMA's Federal Form 990 is reviewed by its accounting staff, including the Director of Accounting and the Controller and by its general counsel. Such review takes place upon receipt of the draft Form 990 received from the independent public accounting firm who conducts the consolidated financial statement audit of GMA. The review involves comparison of financial data in the Form 990 with the audited financial statements and the books and records of GMA and review of all narrative information for accuracy and completeness by the appropriate GMA staff. Additionally, a report is made to GMA's Finance and Audit Committee. Form 990, Part VI, Section B, line 12c In addition to the written conflict of interest policy, GMA's in-house legal counsel regularly reviews antitrust and conflict of interest policies at board meetings and most committee meetings. Members of the GMA Finance and Audit Committee shall make an initial determination as to whether a conflict exists and what subsequent action is appropriate, if any. The GMA Finance and Audit Committee shall inform the Board of such determination and action. The Board shall retain the right to modify or reverse such determination and action, and shall retain the ultimate enforcement authority with respect to the interpretation and application of this policy. Form 990, Part VI, Section B, line 15a Pay comparability data is gathered from a variety of publicly available sources including published survey data and Form 990's. Specific to the incoming President and CEO, a salary survey was obtained and the total 2018 compensation reviewed and approved by the compensation committee of the Board of Directors. Compensation recommendations for other officers and key employees are reviewed and approved by GMA's CEO. Form 990, Part VI, Section C, line 19 GMA makes its Form 990 available upon request. Audited financial statements and governing documents may be made available upon GMA's consideration of the request. Form 990, Part XI, line 9: Unrecognized actuarial loss -2,022,983. Form 990, Part XII, Line 2c: The Finance and Audit Committee of the Grocery Manufacturers Association is responsible, annually, for the approval of the independent public accounting firm who conducts the consolidated financial statement audit of GMA and for the approval of the consolidated financial statements. This process is unchanged from the prior year. GMA Science and Education Foundation 1001 19th St North 7th Fl Arlington VA 22209 522088235 Research, training & education programs to the CPG industry and consumers DC 501(c)(3) 12(a) N/A 1 GMA Political Action Committee 1001 19th St North 7th Fl Arlington VA 22209 911981944 Raises money to contribute to candidates that share GMA's goals DC 527 N/A N/A 0 1 1 0 0 0 0 1 0 0 0 0 1 0 0 1 1 1 0 1 GMA Science and Education Foundation A 23137 Fair value GMA Science and Education Foundation L 199596 Fair value GMA Science and Education Foundation O 184929 Fair value GMA Science and Education Foundation P 325574 Fair value GMA Science and Education Foundation Q 111720 Fair value