2019-06-14T01:46:23-05:00 2018-07-31 861065772 DELOITTE TAX LLP 555 MISSION STREET SAN FRANCISCO CA 94105 990 2017-08-01 956052058 NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES INC NATI 3103923777 3030 OLYMPIC BOULEVARD SANTA MONICA CA 904045073 NEIL PORTNOW PRESIDENT/CEO 3103923777 2019-05-29 1 JOAN S MCMAHON P00966494 4157834000 100.6.46.92 2019-05-29 11:14:03 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 40B1CA659B6B02CC8A600264B1F205665E55F07D 2017 2019-02-21 02:37:17Z THE RECORDING ACADEMY NEIL PORTNOW 3030 OLYMPIC BOULEVARD SANTA MONICA CA 904045073 141120262 0 X WWW.GRAMMY.COM X 1987 DE OUR MISSION IS TO ADVANCE THE ARTS AND SCIENCES OF RECORDING AND TO FOSTER CREATIVE LEADERSHIP FOR ARTISTIC, CULTURAL, EDUCATIONAL, AND TECHNICAL PROGRESS IN THE RECORDING FIELD. A PRIMARY ACTIVITY OF THE RECORDING ACADEMY IS THE RECOGNITION OF OUTSTANDING CREATIVE AND TECHNICAL ACHIEVEMENTS IN THE RECORDING ARTS OF THOSE DEEMED TO BE MOST WORTHY BY THEIR PEERS THROUGH THE ANNUAL PRESENTATION OF THE GRAMMY AWARDS. 44 44 192 500 100784 -42376 1697525 1651223 73663244 88819294 3546804 4233107 1823795 1451851 80731368 96155475 6096974 6011975 0 0 21580548 22284658 0 0 0 51579821 61592213 79257343 89888846 1474025 6266629 137003587 138704299 28528408 23702924 108475179 115001375 X OUR MISSION IS TO ADVANCE THE ARTS AND SCIENCES OF RECORDING AND TO FOSTER CREATIVE LEADERSHIP FOR ARTISTIC, CULTURAL, EDUCATIONAL, AND TECHNICAL PROGRESS IN THE RECORDING FIELD. A PRIMARY ACTIVITY OF THE RECORDING ACADEMY IS THE RECOGNITION OF OUTSTANDING CREATIVE AND TECHNICAL ACHIEVEMENTS IN THE RECORDING ARTS OF THOSE DEEMED TO BE MOST WORTHY BY THEIR PEERS THROUGH THE ANNUAL PRESENTATION OF THE GRAMMY AWARDS. 0 0 THE RECORDING ACADEMY PRODUCES THE GRAMMY AWARDS, THE ONLY PEER- PRESENTED AWARD TO HONOR ARTISTIC ACHIEVEMENT, TECHNICAL PROFICIENCY AND EXCELLENCE IN THE RECORDING INDUSTRY, WITHOUT REGARD TO ALBUM SALES OR CHART POSITION. 0 0 1 1 0 0 0 0 1 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 X 253 0 1 192 1 1 1 0 0 0 1 1 0 X 44 44 1 0 0 0 1 1 0 1 1 0 1 1 1 1 1 1 1 1 1 0 0 CA IL NY X WAYNE J ZAHNER 3103923777 3030 OLYMPIC BOULEVARD SANTA MONICA CA 904045073 NEIL PORTNOW PRESIDENT/CEO 40.00 1.20 X 2506823 0 128950 WAYNE ZAHNER CHIEF FINANCIAL OFFICER 40.00 3.20 X 382410 0 33718 BRANDEN CHAPMAN EXEC IN CHARGE PROD/CBDO 40.00 1.20 X 331933 0 42209 EVAN GREENE CHIEF MARKETING OFFICER 40.00 X 457442 0 51313 DARYL FRIEDMAN CHIEF INDUSTRY, GOVT & MEM 40.00 X 431715 0 45746 WILLIAM FREIMUTH VP AWARDS 40.00 X 317492 0 43884 JASON JAMES CHIEF DIGITAL OFFICER 40.00 X 307671 0 54748 RICK ENGDAHL CHIEF INFORMATION OFFICER 40.00 X 283004 0 31408 GAETANO FRIZZI CHIEF HR OFFICER 40.00 X 291320 0 35284 NEDA AZAFAR VP MARKETING COMMUNICATION 40.00 X 242263 0 24561 LAURA SEGURA MUELLER SVP SPECIAL PROJECTS 40.00 X 210279 0 46667 NANCY SHAPIRO SVP SPECIAL PROJECTS 40.00 X 103000 0 21203 JOHN POPPO NATIONAL CHAIR 5.00 X 0 0 0 RUBY MARCHAND VICE CHAIR 1.00 X 0 0 0 TERRY HEMMINGS SEC/TREASURER/TRUSTEE 1.00 X 0 0 0 CHRISTINE ALBERT CHAIR EMERITUS/ TRUSTEE 1.00 X 0 0 0 ANN MINCIELI TRUSTEE 1.00 X 0 0 0 BOOKER T JONES TRUSTEE 1.00 X 0 0 0 BRIAN DECK TRUSTEE 1.00 X 0 0 0 BRETT JAMES TO 53118 TRUSTEE 1.00 X 0 0 0 CARL WALKER FROM 6118 TRUSTEE 1.00 X 0 0 0 CARLOS ALVAREZ TRUSTEE 1.00 X 0 0 0 CARLOS H ALVAREZ TO 53118 TRUSTEE 1.00 X 0 0 0 CATHERINE HARRIS-WHITE TRUSTEE (FROM 6/1/18) 1.00 X 0 0 0 CLAUDIA MENKARSKI TRUSTEE 1.00 X 0 0 0 DAVID MESSIER FROM 6118 TRUSTEE 1.00 X 0 0 0 ED CHERNEY TO 53118 TRUSTEE 1.00 X 0 0 0 ERIC SCHILLING TRUSTEE/FORMER SEC 1.00 X 0 0 0 FLETCHER FOSTER FROM 6118 TRUSTEE 1.00 X 0 0 0 GEORGE FLANIGEN TRUSTEE/FRMR CHAIR EMERITUS 1.00 X 0 0 0 GINO ROBAIR TRUSTEE 1.00 X 0 0 0 GREGORY CHIN TO 53118 TRUSTEE 1.00 X 0 0 0 HARVEY MASON FROM 6118 TRUSTEE 1.00 X 0 0 0 IVAN BARIAS TRUSTEE 1.00 X 0 0 0 JAMES MCKINNEY TO 53118 TRUSTEE 1.00 X 0 0 0 JEFF BALDING TRUSTEE 1.00 X 0 0 0 JEFF LEVENSON TRUSTEE 1.00 X 0 0 0 JOHN BURK TRUSTEE 1.00 X 0 0 0 JUSTIN ROBERTS TRUSTEE 1.00 X 0 0 0 KEN SHEPHERD TRUSTEE 1.00 X 0 0 0 KIM KEM OWENS TO 53118 TRUSTEE 1.00 X 0 0 0 LALAH HATHAWAY FROM 6118 TRUSTEE 1.00 X 0 0 0 LEE LEVIN FROM 6118 TRUSTEE 1.00 X 0 0 0 LESLIE ANN JONES FROM 6118 TRUSTEE 1.00 X 0 0 0 LINDA LORENCE CRITELLI TRUSTEE (TO 5/31/18) 1.00 X 0 0 0 MATT STILL TRUSTEE 1.00 X 0 0 0 MATTHEW HENNESSY TRUSTEE 1.00 X 0 0 0 MICHAEL ROMANOWSKI TO 53118 TRUSTEE 1.00 X 0 0 0 MIKE CLINK TO 53118 TRUSTEE 1.00 X 0 0 0 MIKE KNOBLOCH TRUSTEE 1.00 X 0 0 0 MINDI ABAIR TRUSTEE 1.00 X 0 0 0 NICK PHILLIPS TRUSTEE 1.00 X 0 0 0 NILE RODGERS TRUSTEE 1.00 X 0 0 0 RICHARD STUMPF TRUSTEE 1.00 X 0 0 0 RIGGS MORALES TRUSTEE 1.00 X 0 0 0 RODNEY JERKINS TO 53118 TRUSTEE 1.00 X 0 0 0 SCOTT BILLINGTON TRUSTEE 1.00 X 0 0 0 SHANNON SANDERS TRUSTEE 1.00 X 0 0 0 SUE ENNIS TRUSTEE 1.00 X 0 0 0 TAMMY HURT TRUSTEE 1.00 X 0 0 0 TERESA LABARBERA TRUSTEE 1.00 X 0 0 0 TERRI LYNE CARRINGTON TRUSTEE (FROM 6/1/18) 1.00 X 0 0 0 TERRY JONES TRUSTEE 1.00 X 0 0 0 TIM PALMER TRUSTEE 1.00 X 0 0 0 TRACY GERSHON TRUSTEE 1.00 X 0 0 0 TRACY HAMLIN TRUSTEE 1.00 X 0 0 0 TYLER STONE TO 53118 TRUSTEE 1.00 X 0 0 0 5865352 0 559691 12 1 1 0 AEG EHRLICH VENTURES LLC 4355 LANAI ROAD ENCINO CA 91436 EVENT PRODUCTION 19374625 GREENBERG TRAURIG LLP 3333 PIEDMONT ROAD NORTHEAST SUITE ATLANTA GA 30305 LEGAL SERVICES 1758388 NEW YORK MARRIOTT MARQUIS 1535 BROADWAY NEW YORK NY 10036 HOSPITALITY 1017554 PROSKAUER ROSE LLP 2049 CENTURY PARK EAST LOS ANGELES CA 90067 LEGAL SERVICES 906691 THE JOE LEWIS COMPANY INC 1209 MANHATTAN AVENUE 19 MANHATTAN BEACH CA 90266 EVENT PRODUCTION 879670 63 1651223 1651223 TELECAST EVENT INCOME 900099 57419019 57419019 SPONSORSHIP INCOME 711130 17379663 100784 17278879 GRAMMY TICKET SALES 711130 12796094 12796094 PUBLICATION INCOME 711130 868784 868784 NARAS RELATED EVENTS 541800 355734 355734 88819294 4655532 4655532 1516842 1516842 380851 726227 -345376 -345376 -345376 43816135 44238560 -422425 -422425 -422425 OTHER INCOME 900099 135891 135891 FILM CLIP INCOME 900099 134903 134903 ANNUITY INCOME 900099 9591 9591 280385 96155475 14156503 100784 80246965 5991975 20000 4196541 13900745 668393 2234155 1284824 3737440 409885 162000 626826 4215186 3455758 1839338 2782809 4465398 3598536 1591467 521308 369526 EVENT PRODUCTION 26631672 EVENT EXPENSES 6470257 ENTERTAINMENT 594371 120436 89888846 1700 1700 24507070 10209848 4862360 1189288 5908595 4400389 9278567 6633755 2963926 2644812 75976178 80446792 11623 16957274 22772135 22854196 137003587 138704299 3846780 4671084 24113116 18309994 568512 721846 28528408 23702924 X 108475179 115001375 108475179 115001375 137003587 138704299 6266629 259567 0 X X 0 1 X 1 0 13913 13913 0 0 0 1 1651223 865219 63458 928677 660489 268188 PART I-A, LINE 1: NARAS, FROM TIME TO TIME, HAS PAID FOR EXPENSES WHERE EVENTS ARE RAISING MONEY FOR THE GRAMMY FUND FOR MUSIC CREATORS, A RELATED POLITICAL ACTION COMMITTEE. 75976177 750169 4347271 626826 80446791 65009235 4800011 6741834 574903 75976177 57891733 7186805 416680 485983 65009235 51670203 5972154 706545 457169 57891733 38275062 9000342 4691434 296635 51670203 1.00000 1 0 5515031 3109648 2405383 3742530 3503101 239429 21006 21006 0 2644812 OTHER SECURITIES 16957274 C 16957274 DUE FROM NARAS PROPERTIES, INC. 18133731 DUE FROM LATIN ACADEMY OF RECORDING ARTS & SCIENCES, INC. 123375 ROYALTY RECEIVABLE DUE FROM LATIN ACADEMY OF RECORDING ARTS & SCIENCES, INC. 1163697 DUE FROM MUSICARES FOUNDATION, INC. 889697 OTHER RETIREMENT LIABILITY - 457 (B) 286512 BARTER INVENTORY 259933 DUE FROM THE LATIN GRAMMY CULTURAL FOUNDATION 43479 DUE FROM GRAMMY MUSEUM FOUNDATION, INC. 1952510 MOVIE TICKETS 1262 22854196 OTHER RETIREMENT LIABILITY - 457(B) 286512 NON QUALIFIED PENSION LIABILITY 435334 721846 X PART V, LINE 4: THE INTENDED PURPOSE OF THE ENDOWMENT FUND IS TO EVENTUALLY USE ITS INVESTMENT INCOME TOWARDS OPERATIONS IN PROMOTION OF THE MISSION AND GROWTH OF THE RECORDING ACADEMY AS WELL AS PROVIDE OPERATIONAL SUPPORT IN CASE OF A CATASTROPHIC EVENT. PART X, LINE 2: THE RECORDING ACADEMY ACCOUNTS FOR INCOME TAXES IN ACCORDANCE WITH FINANCIAL ACCOUNTING STANDARDS BOARD ("FASB") ACCOUNTING STANDARDS CODIFICATION ("ASC") 740, INCOME TAXES. FASB ASC 740 PRESCRIBES A COMPREHENSIVE MODEL FOR HOW A COMPANY SHOULD RECOGNIZE, MEASURE, PRESENT, AND DISCLOSE IN ITS FINANCIAL STATEMENTS UNCERTAIN TAX POSITIONS THAT THE COMPANY HAS TAKEN, OR EXPECTS TO TAKE, ON A TAX RETURN. DURING THE YEARS ENDED JULY 31, 2018 AND 2017, THE RECORDING ACADEMY DID NOT HAVE ANY LIABILITY FOR UNRECOGNIZED TAX BENEFITS. PART IX DUE FROM NARAS PROPERTIES, INC.: ON DECEMBER 21, 2016 NARAS PROPERTIES, INC. PURCHASED A RESIDENTIAL PROPERTY IN NEW YORK CITY, NEW YORK ON BEHALF OF NARAS, A RELATED TAX-EXEMPT ORGANZIATION THAT IS THE CONTROLLING ENTITY OF NARAS PROPERTIES, INC., TO BE USED BY NARAS AND ITS AFFILIATED TAX EXEMPT ORGANIZATIONS. THE PROPERTY IS IN THE PROCESSS OF BEING PREPARED FOR COMMERCIAL USE. THE RENOVATIONS ARE EXPECTED TO BE COMPLETED DURING FISCAL YEAR ENDED JULY 31, 2020. 1 GRAMMY MUSEUM FOUNDATION INC 800 WEST OLYMPIC BOULEVARD A245 LOS ANGELES CA 90015 261447714 501(C)(3) 1708680 167237 FMV EVENT TICKETS, BARTER ASSETS, AND RENT CONTRIBUTIONS AND PROGRAM SERVICE SUPPORT MUSICARES FOUNDATION INC 3030 OLYMPIC BOULEVARD LOS ANGELES CA 90404 954470909 501(C)(3) 3487670 331063 FMV EVENT TICKETS, BARTER ASSETS, AND RENT CONTRIBUTIONS AND PROGRAM SERVICE SUPPORT LATIN GRAMMY CULTURAL FOUNDATION 3470 NW 82ND AVENUE SUITE 700 MIAMI FL 33122 464770436 501(C)(3) 150000 FMV GENERAL SUPPORT MUSIC EDUCATION COALITION INC 202 WASHINGTON STREET SUITE 322 BROOKLINE NY 02445 814015913 501(C)(3) 61866 FMV GENERAL SUPPORT SONGWRITERS HALL OF FAME 330 WEST 58TH STREET 411 NEW YORK NY 10019 237051690 501(C)(3) 18300 FMV GENERAL SUPPORT INTERNATIONAL MEDICAL CORPS 12400 WILSHIRE BOULEVARD 1500 LOS ANGELES CA 90025 953949646 501(C)(3) 10000 FMV GENERAL SUPPORT 6 SCHOLARSHIPS 8 20000 CASH VALUE PART I, LINE 2: CHAPTERS OF THE RECORDING ACADEMY MAKE DONATIONS TO VARIOUS CHARITABLE ORGANIZATIONS IN THEIR RESPECTIVE COMMUNITIES. THE CHAPTERS, EITHER THROUGH THEIR LOCAL CHARITABLE GIVING COMMITTEE OR LOCAL EXECUTIVE COMMITTEE, PUT FORTH A PROPOSAL FOR THE LOCAL CHAPTER BOARD TO APPROVE DONATIONS OF THEIR SPECIAL PROJECT FUNDS TO BE USED FOR THIS PURPOSE. THESE FUNDS ARE THE ACCUMULATION OF FUNDS BASED ON EVENTS HELD AT THE LOCAL LEVEL. THESE CHAPTER-APPROVED DISBURSEMENTS ARE THEN SENT TO THE NATIONAL FINANCE SUBCOMMITTEE FOR FINAL APPROVAL. A PRESENTATION IS MADE DISCLOSING INFORMATION ABOUT THE BENEFICIARY, ITS TAX-EXEMPT STATUS, THE NATURE OF THE USE OF THE FUNDS AND OTHER PERTINENT INFORMATION. THE NATIONAL HEADQUARTERS OF THE RECORDING ACADEMY SPONSORS VARIOUS CHARITIES IN THE COMMUNITIES IT SERVES THROUGH PURCHASES OF TABLES AT EVENTS AND/OR ADVERTISEMENTS IN PROGRAM BOOKS AND FROM TIME-TO-TIME MINIMAL CASH DONATIONS. THE RECORDING ACADEMY PROVIDES ASSISTANCE TO ITS AFFILIATED ENTITIES: MUSICARES FOUNDATION, INC., GRAMMY MUSEUM FOUNDATION, INC., AND LATIN GRAMMY CULTURAL FOUNDATION. X 1 1 X X X X X X 1 1 0 NEIL PORTNOW PRESIDENT/CEO 1083865 0 1375000 0 47958 0 117432 0 11518 0 2635773 0 0 0 WAYNE ZAHNER CHIEF FINANCIAL OFFICER 376850 0 1750 0 3810 0 19600 0 14118 0 416128 0 0 0 BRANDEN CHAPMAN EXEC IN CHARGE PROD/CBDO 326373 0 1750 0 3810 0 19600 0 22609 0 374142 0 0 0 EVAN GREENE CHIEF MARKETING OFFICER 327555 0 126077 0 3810 0 18275 0 33038 0 508755 0 0 0 DARYL FRIEDMAN CHIEF INDUSTRY, GOVT & MEM 400223 0 1750 0 29742 0 22600 0 23146 0 477461 0 0 0 WILLIAM FREIMUTH VP AWARDS 308920 0 1750 0 6822 0 21275 0 22609 0 361376 0 0 0 JASON JAMES CHIEF DIGITAL OFFICER 302111 0 1750 0 3810 0 15625 0 39123 0 362419 0 0 0 RICK ENGDAHL CHIEF INFORMATION OFFICER 275932 0 1750 0 5322 0 19950 0 11458 0 314412 0 0 0 GAETANO FRIZZI CHIEF HR OFFICER 282748 0 1750 0 6822 0 21275 0 14009 0 326604 0 0 0 NEDA AZAFAR VP MARKETING COMMUNICATION 237052 0 1750 0 3461 0 14692 0 9869 0 266824 0 0 0 LAURA SEGURA MUELLER SVP SPECIAL PROJECTS 205120 0 1750 0 3409 0 13298 0 33369 0 256946 0 0 0 NANCY SHAPIRO SVP SPECIAL PROJECTS 103000 0 0 0 0 0 0 0 21203 0 124203 0 0 0 PART I, LINE 1A THE RECORDING ACADEMY HAS A WRITTEN POLICY REGARDING THE CIRCUMSTANCES IN WHICH FIRST CLASS TRAVEL MAY BE USED. THE ORGANIZATION MAKES IT A PRACTICE TO ROUTINELY USE COACH OR BUSINESS CLASS AIRLINE TRAVEL. ADDITIONALLY, THE RECORDING ACADEMY RECEIVES, AS PART OF ITS SPONSORSHIP INCOME, A FUNDED ACCOUNT THAT MAY BE SPENT ON COACH, BUSINESS AND FIRST CLASS AIRLINE TRAVEL ("BARTER TICKETS"). THE RECORDING ACADEMY HAS A POLICY TO UTILIZE BARTER TICKETS FIRST EXCEPT WHEN TRAVEL TIME, DUE TO LAYOVERS, IS A BURDEN OR IF BARTER TICKETS DO NOT PROVIDE AN AVAILABLE FLIGHT OPTION THAT IS COMPATIBLE WITH THE TRAVELER'S SCHEDULE. THE PRESIDENT/CEO AND ELECTED OFFICERS ARE PERMITTED TO FLY FIRST CLASS EITHER USING BARTER TICKETS OR NOT, ALTHOUGH THEY ARE ENCOURAGED TO FLY BUSINESS CLASS, IF AVAILABLE, PRIOR TO BOOKING IN FIRST CLASS. FURTHER, THESE INDIVIDUALS ARE ALSO ENCOURAGED TO USE COACH CLASS TRAVEL FOR VERY SHORT TRIPS. OTHER MEMBERS OF SENIOR MANAGEMENT (MANAGING DIRECTORS AND ABOVE) ARE ONLY ALLOWED TO FLY BUSINESS OR FIRST CLASS IF THE FLIGHT IS OVER TWO HOURS IN DURATION. IN THESE CASES, BARTER TICKETS ARE THE FIRST OPTION UNLESS THE ITINERARY IS NOT COMPATIBLE WITH THE TRAVELER'S SCHEDULE. FOR INTERNATIONAL TRAVEL, THE FIRST CHOICE IS BUSINESS CLASS AND THE SECOND CHOICE IS FIRST CLASS FOR ALL MEMBERS OF SENIOR MANAGEMENT (MANAGING DIRECTORS AND ABOVE). THE BOARD OF TRUSTEES MEMBERS ARE OFFERED THE OPPORTUNITY TO FLY FIRST CLASS OR BUSINESS CLASS FOR THE IN-PERSON BOARD MEETINGS EACH YEAR. PART I, LINES 4A-B A NON-QUALIFIED DEFERRED COMPENSATION PLAN WAS ESTABLISHED EFFECTIVE AUGUST 1, 2013. MR. PORTNOW ACCRUED $96,157 THROUGH DECEMBER 31, 2017 UNDER THE PLAN, WHICH IS SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE. FORM 990, PART V, LINE 6B: THE ORGANIZATION DOES NOT SOLICIT CONTRIBUTIONS FROM THE GENERAL PUBLIC, HOWEVER, THEY DO ACCEPT SPONSORSHIP INCOME FROM CORPORATE DONORS AS PART OF THEIR EVENTS. FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE IS COMPRISED OF THE CHAIR OF THE BOARD OF TRUSTEES, VICE CHAIR OF THE BOARD OF TRUSTEES, SECRETARY/TREASURER OF THE BOARD OF TRUSTEES, CHAIR EMERITUS OF THE BOARD OF TRUSTEES AND FOUR (4) SITTING TRUSTEES SELECTED BY THE CHAIR OF THE BOARD OF TRUSTEES IN CONSULTATION WITH THE PRESIDENT/CHIEF EXECUTIVE OFFICER AND RATIFIED BY THE BOARD OF TRUSTEES. THEY ARE GRANTED UNILATERAL RIGHTS TO CONDUCT BUSINESS ON BEHALF OF THE BOARD OF TRUSTEES. ANY SUCH ACTION SHALL BE COMMUNICATED TO THE ENTIRE BOARD AS PROMPTLY AS THE EXECUTIVE COMMITTEE DEEMS REASONABLY PRACTICABLE. SUCH ACTIONS SHALL NOT INCLUDE: (A)ALTERING MAJOR LEGAL DOCUMENTS SUCH AS, BUT NOT LIMITED TO, THE CERTIFICATE OF INCORPORATION, BYLAWS, OR GOVERNANCE MANUAL; (B)AUTHORIZING MERGERS (OTHER THAN A MERGER OF ANY WHOLLY-OWNED SUBSIDIARY WITH THE RECORDING ACADEMY), ACQUISITIONS, JOINT VENTURES, CONSOLIDATIONS OR DISSOLUTIONS; OR APPROVING THE SALE, LEASE, EXCHANGE OR ENCUMBRANCE OF ANY MATERIAL ASSET OF THE RECORDING ACADEMY THAT IS NOT IN THE ORDINARY COURSE OF BUSINESS OF THE RECORDING ACADEMY; (C)FORMING OR DISSOLVING STANDING AND TRUSTEE-ONLY COMMITTEES OF THE BOARD, OR AMENDING THE CHARTER OF ANY COMMITTEE; (D)TAKING ANY ACTIONS THAT HAVE BEEN EXPRESSLY, BY CHARTER OR RESOLUTIONS, DELEGATED TO ANY OTHER TRUSTEE-ONLY COMMITTEE; AND (E)AMENDING OR REPEALING ANY RESOLUTION OF THE BOARD. FORM 990, PART VI, SECTION A, LINE 2 THE FOLLOWING PEOPLE HAD BUSINESS RELATIONSHIPS: CARLOS ALVAREZ AND ERIC SCHILLING MATT STILL AND TAMMY HURT NICK PHILLIPS AND JOHN BURK JOHN BURK AND MINDI ABAIR JOHN BURK AND BOOKER T. JONES JOHN BURK AND SHANNON SANDERS JOHN BURK AND KEN SHEPHERD JOHN BURK AND SCOTT BILLINGTON MATT HENNESSY AND BRIAN DECK CHRISTINE ALBERT AND CARLOS ALVAREZ FORM 990, PART VI, SECTION A, LINE 6 THERE ARE THREE CATEGORIES OF MEMBERS OF THE RECORDING ACADEMY: (A) VOTING MEMBERS; (B) ASSOCIATE MEMBERS; AND (C) GRAMMY UNIVERSITY MEMBERS. EACH MEMBERSHIP CLASS HAS ITS OWN RIGHTS AND ESTABLISHED CRITERIA FOR PARTICIPATION AS SET FORTH BY THE ORGANIZATION'S BYLAWS. FORM 990, PART VI, SECTION A, LINE 7A THE VOTING MEMBERS FROM EACH CHAPTER SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "CHAPTER VOTING MEMBER MEMBERSHIP CLASS") AT THE TIME AND, AS SUCH, SHALL ELECT THE VOTING MEMBER GOVERNORS FROM SUCH CHAPTER BY A PLURALITY VOTE OF QUALIFIED RETURNED BALLOTS EQUAL TO NOT LESS THAN TEN PERCENT OF THE TOTAL NUMBER OF MEMBERS OF SUCH MEMBERSHIP CLASS. THE VOTING MEMBERS AND ASSOCIATE MEMBERS FROM EACH CHAPTER AT THE TIME SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "CHAPTER VOTING MEMBER AND ASSOCIATE MEMBER MEMBERSHIP CLASS") AND, AS SUCH, SHALL ELECT THE ASSOCIATE MEMBER GOVERNORS FROM SUCH CHAPTER BY A PLURALITY VOTE OF QUALIFIED RETURN BALLOTS EQUAL TO NOT LESS THAN TEN PERCENT OF THE TOTAL NUMBER OF MEMBERS OF SUCH MEMBERSHIP CLASS. VOTING MEMBER GOVERNORS AND ASSOCIATE MEMBER GOVERNORS FROM EACH CHAPTER: THE MEMBERS FROM EACH CHAPTER WHO AT THE TIME ARE VOTING MEMBER GOVERNORS AND ASSOCIATE MEMBER GOVERNORS SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "CHAPTER GOVERNOR MEMBERSHIP CLASS"). THE CHAPTER GOVERNOR MEMBERSHIP CLASS SHALL ELECT (A) THE TRUSTEES FROM SUCH CHAPTER BY A PLURALITY VOTE OF A MAJORITY OF THE MEMBERSHIP CLASS ELIGIBLE TO VOTE AND (B) THE CHAPTER OFFICERS OF SUCH CHAPTER BY A PLURALITY VOTE OF A MAJORITY OF THE MEMBERSHIP CLASS ELIGIBLE TO VOTE, AND SHALL HAVE THE POWER TO REMOVE SUCH PERSONS FROM OFFICE. TRUSTEES: THE MEMBERS WHO AT THE TIME ARE TRUSTEES SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "TRUSTEE MEMBERSHIP CLASS"). DURING THE PERIOD A PERSON IS IN OFFICE AS A TRUSTEE OFFICER, SUCH PERSON WILL ALSO BE A TRUSTEE. THE TRUSTEE MEMBERSHIP CLASS SHALL (A) ELECT THE TRUSTEE OFFICERS BY A MAJORITY VOTE OF A SIMPLE QUORUM; (B) HAVE THE POWER, BY A SUPERMAJORITY VOTE OF A SUPERMAJORITY QUORUM, (I) TO REMOVE ANY TRUSTEE FROM OFFICE (II) TO REMOVE ANY TRUSTEE OFFICER FROM OFFICE AND (III) TO REMOVE ANY GOVERNOR FROM OFFICE; (C) HAVE THE POWER TO RATIFY THE COMMITTEE NOMINATIONS; AND (D) HAVE THE POWER TO APPROVE, ADOPT, VOTE ON, CONSENT WITH RESPECT TO, OR RATIFY SUCH MATTERS OR ACTIONS THAT THE CHAIR OR THE EXECUTIVE COMMITTEE DECIDES TO SUBMIT TO THE TRUSTEE MEMBERSHIP CLASS FOR SUCH ACTION. VOTING MEMBER GOVERNORS AND ASSOCIATE MEMBER GOVERNORS FROM ALL CHAPTERS: THE MEMBERS FROM ALL CHAPTERS WHO AT THE TIME ARE VOTING MEMBER GOVERNORS AND ASSOCIATE MEMBER GOVERNORS SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "GOVERNOR MEMBERSHIP CLASS"). THE GOVERNOR MEMBERSHIP CLASS SHALL HAVE THE RIGHT TO VOTE ON ANY MAJOR CHAPTER MATTER, AND APPROVAL WILL REQUIRE A SUPERMAJORITY VOTE OF A SUPERMAJORITY QUORUM. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 IS PREPARED BY DELOITTE TAX LLP, WORKING IN CONJUNCTION WITH THE ORGANIZATION'S FINANCE DEPARTMENT. THE DRAFT OF THE FORM 990 IS REVIEWED BY THE ORGANIZATION'S MANAGEMENT. THE INITIAL DRAFT OF THE FORM 990 IS THEN PROVIDED TO THE RECORDING ACADEMY'S AUDIT/FINANCE COMMITTEE FOR THEIR REVIEW. ANY COMMENTS RESULTING FROM THEIR REVIEW ARE INCORPORATED INTO THE FINAL FILING OF THE FORM 990. THE AUDIT/FINANCE COMMITTEE HAS BEEN AUTHORIZED BY THE BOARD OF TRUSTEES TO REVIEW THE TAX FILINGS AND APPROVE THEM TO BE FILED. FORM 990, PART VI, SECTION B, LINE 12C THE CORPORATE SECRETARY DISTRIBUTES THE STATEMENT OF CONFLICT OF INTEREST POLICY AT A TRUSTEES MEETING. THE STATEMENTS ARE COLLECTED BY THE CORPORATE SECRETARY AND THEN A SUMMARY REPORT IS GIVEN TO THE CHAIR OF THE BOARD OF TRUSTEES AND THE PRESIDENT/CHIEF EXECUTIVE OFFICER. ACCORDINGLY, THE CHAIR OF THE BOARD OF TRUSTEES AS WELL AS THE PRESIDENT/CHIEF EXECUTIVE OFFICER ARE RESPONSIBLE FOR BOTH MONITORING AND ENFORCING THE CONFLICT OF INTEREST POLICY BASED ON THE STATEMENTS THAT ARE PROVIDED. FORM 990, PART VI, SECTION B, LINE 15A THE PRESIDENT/CEO COMPENSATION WAS DETERMINED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES, FUNCTIONING AS A COMPENSATION COMMITTEE FOR THIS PURPOSE. THE DECISION WAS THEN RATIFIED BY THE BOARD OF TRUSTEES. THE COMMITTEE RELIED UPON THE ADVICE AND EXPERTISE OF LEGAL COUNSEL, AN INDEPENDENT OUTSIDE COMPENSATION CONSULTANT AND COMPARABILITY DATA IN DETERMINING THE COMPENSATION. THE MEETING IN WHICH THOSE DELIBERATIONS WERE CONDUCTED WAS CONTEMPORANEOUSLY DOCUMENTED. FORM 990, PART VI, SECTION B, LINE 15(B) COMPENSATION FOR OTHER EMPLOYEES OF NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES, INC. IS SET BY THE PRESIDENT/CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER AND CHIEF HUMAN RESOURCES OFFICER. COMPENSATION IS DETERMINED BY THE REVIEW OF THE COMPENSATION OF OTHER EMPLOYEES AT SIMILAR LEVELS. INFORMATION FROM OUTSIDE ORGANIZATIONS IS GATHERED BY THE CHIEF HUMAN RESOURCES OFFICER AND BY A GENERAL KNOWLEDGE OF WHAT IS EXPECTED FOR THE POSITION BY THESE THREE INDIVIDUALS. DURING THE YEAR ENDED 7/31/2018, AN INDEPENDENT COMPENSATION STUDY WAS COMPLETED AND CONSIDERED IN DETERMINING COMPENSATION FOR THE YEAR. AS IT RELATES TO ANNUAL INCREASES, THE CHIEF HUMAN RESOURCES OFFICER AND THE CHIEF FINANCIAL OFFICER HAVE DISCUSSED BENCHMARKING WITH HUMAN RESOURCES MANAGEMENT AND THE CHIEF FINANCIAL OFFICER OF SIMILAR ORGANIZATIONS. AGREEMENT IS OBTAINED BETWEEN THESE THREE INDIVIDUALS (CEO, CFO, CHIEF HUMAN RESOURCES OFFICER) AS TO THE VALUE OF SERVICES PROVIDED. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART XII, LINE 2A & 2B THE ORGANIZATION'S FINANCIAL STATEMENTS WERE AUDITED AS PART OF THE COMBINED FINANCIAL STATEMENTS THAT INCLUDED NARAS PROPERTIES, INC. A RELATED TAX-EXEMPT ORGANIZATION. FORM 990, PART VIII AND IX: DURING THE TAX YEAR, THE RECORDING ACADEMY RECEIVED DONATED SERVICES IN THE FORM OF PRINTED ADVERTISEMENTS. REVENUE FROM THESE DONATED SERVICES IS INCLUDED IN SPONSORSHIP INCOME ON FORM 990, PART VIII, LINE 2B. EXPENSES INCURRED ASSOCIATED WITH THE DONATED SERVICES ARE INCLUDED ON FORM 990, PART IX, LINE 12. IN ADDITION, THE FAIR MARKET VALUE OF THE PORTION OF THE DONATED SERVICES THAT WERE CONTRIBUTED TO OTHER ORGANIZATIONS IS INCLUDED IN FORM 990, PART IX, LINE 1 AND SCHEDULE R IF THE ORGANIZATION WAS ALSO A RELATED ORGANIZATION. TANGIBLE PROPERTY REGULATION ELECTIONS SECTION 1.263(A)-1(F) DE MINIMIS SAFE HARBOR ELECTION TAXPAYER IS MAKING THE DE MINIMIS SAFE HARBOR ELECTION UNDER TREAS. REG. 1.263(A)-1(F) FOR ALL ELIGIBLE AMOUNTS PAID OR INCURRED DURING THE TAXABLE YEAR. SECTION 1.263(A)-3(N) CAPITALIZATION ELECTION TAXPAYER HEREBY ELECTS TO CAPITALIZE REPAIR AND MAINTENANCE COSTS UNDER TREAS. REG. 1.263(A)-3(N). THE COSTS WERE INCURRED DURING THE TAXABLE YEAR IN THE ELECTING TAXPAYER'S TRADE OR BUSINESS AND THE ELECTING TAXPAYER TREATS SUCH COSTS AS CAPITAL EXPENDITURES ON ITS BOOKS AND RECORDS. NARAS PROPERTIES INC 3030 OLYMPIC BLVD SANTA MONICA CA 904045073 954516666 HOLD TITLE TO REAL PROPERTY CA 501(C)(2) NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES INC 1 0 0 0 1 0 0 0 0 0 0 1 0 0 0 1 0 1 0 1 NARAS PROPERTIES INC D 1000000 FMV NARAS PROPERTIES INC K 3527488 CASH VALUE NARAS PROPERTIES INC O 73077 CASH VALUE NARAS PROPERTIES INC S 3804141 FMV SCHEDULE R, PART V NARAS PROPERTIES, INC. A RELATED SECTION 501(C)(2) TAX-EXEMPT ORGANIZATION CONTROLLED BY THE RECORDING ACADEMY, OWNS THE CORPORATE HEADQUARTERS IN SANTA MONICA, CALIFORNIA USED BY THE RECORDING ACADEMY AND ITS AFFILIATED TAX-EXEMPT ORGANIZATIONS. THE RECORDING ACADEMY PAID RENT FOR ITS USE OF THE CORPORATE HEADQUARTERS. THE VALUE OF THE RENT WAS DETERMINED BASED ON COMPARABLES OF SIMILAR PROPERTIES. NARAS PROPERTIES, INC. ALSO OWNS AN OFFICE BUILDING IN NASHVILLE, TENNESSEE USED BY THE NASHVILLE CHAPTER OF THE RECORDING ACADEMY AND MUSICARES, ONE OF ITS AFFILIATED TAX-EXEMPT ORGANIZATIONS. THE RECORDING ACADEMY PAID RENT FOR ITS USE OF THE PROPERTY. THE VALUE OF THE RENT WAS DETERMINED BASED ON COMPARABLES OF SIMILAR PROPERTIES. VALUE OF DONATED ADVERTISING IS BASED ON RATE CARD FROM THE PUBLICATION. ON DECEMBER 21, 2016 NARAS PROPERTIES, INC. PURCHASED A RESIDENTIAL BUILDING IN NEW YORK CITY, NEW YORK. THE NEW YORK CHAPTERS OF NARAS AND MUSICARES WILL UTILIZE THE PROPERTY ONCE RENOVATIONS ARE COMPLETE, WHICH IS EXPECTED TO BE DURING FISCAL YEAR ENDED JULY 31, 2020.