2025-11-06T17:19:15-06:00 2024-12-31 410746749 CLIFTONLARSONALLEN LLP 950 NORTH GLEBE ROAD SUITE 1200 ARLINGTON VA 22203 990 2024-01-01 237451693 NATIONAL AUTOMATED CLEARING HOUSE ASSOCIATION NATI 7035613933 11951 FREEDOM DRIVE 1001 RESTON VA 20190 JANE E LARIMER PRESIDENT & CHIEF EXECUTIVE OFFICER 7035613933 2025-10-17 1 0 ROBERT WILLIAMS P01345960 5712279500 2025-10-17 2024 2025-03-06 01:10:19Z NACHA JANE E LARIMER 11951 FREEDOM DRIVE 1001 RESTON VA 20190 31799759 0 X WWW.NACHA.ORG X 1974 DE NACHA GOVERNS THE THRIVING ACH NETWORK, THE PAYMENT SYSTEM THAT DRIVES SAFE, SMART, AND FAST DIRECT DEPOSITS AND DIRECT PAYMENTS WITH THE CAPABILITY TO REACH ALL U.S. BANK AND CREDIT UNION ACCOUNTS. NACHA ADVANCES INNOVATION AND INTEROPERABILITY IN THE PAYMENTS SYSTEM. 18 18 87 100 554300 0 0 0 24532460 25672507 36290 119196 2248588 2054177 26817338 27845880 0 0 0 0 15196390 16234456 0 0 0 10867091 12028502 26063481 28262958 753857 -417078 27940948 32026596 10320767 14796808 17620181 17229788 X NACHA GOVERNS THE THRIVING ACH NETWORK, THE PAYMENT SYSTEM THAT DRIVES SAFE, SMART, AND FAST DIRECT DEPOSITS AND DIRECT PAYMENTS WITH THE CAPABILITY TO REACH ALL U.S. BANK AND CREDIT UNION ACCOUNTS. THROUGH PROBLEM-SOLVING AND CONSENSUS-BUILDING AMONG DIVERSE PAYMENT INDUSTRY STAKEHOLDERS, NACHA ADVANCES INNOVATION AND INTEROPERABILITY IN THE PAYMENTS SYSTEM. NACHA DEVELOPS RULES AND STANDARDS, PROVIDES INDUSTRY SOLUTIONS, AND DELIVERS EDUCATION, ACCREDITATION, AND ADVISORY SERVICES. 0 1 ACH NETWORK ADMINISTRATOR: THE ACH NETWORK ELECTRONICALLY MOVES MONEY AND RELATED PAYMENT INFORMATION FROM ANY FINANCIAL INSTITUTION ACCOUNT TO ANOTHER IN AS LITTLE AS A FEW HOURS WITH SAME DAY ACH OR ONE TO TWO DAYS (AS DESIGNATED BY THE SENDER) WITH STANDARD ACH. NACHA DEVELOPS AND ADMINISTERS THE PRIVATE SECTOR NACHA OPERATING RULES FOR ACH PAYMENTS, WHICH DEFINE THE ROLES AND RESPONSIBILITIES OF ACH NETWORK PARTICIPANTS. NACHA CONTINUES TO SAFELY GROW AND ENHANCE THE USE OF ACH PAYMENTS THROUGH COLLABORATION AND INNOVATION. CONFERENCE:SMARTER FASTER PAYMENTS IS AN IN-PERSON CONFERENCE WITH MORE THAN 100 EDUCATIONAL SESSIONS AND A DYNAMIC EXHIBIT HALL. THE EVENTS BRING MORE THAN 2,000 DIVERSE PAYMENTS PROFESSIONALS TOGETHER TO OBTAIN LEADING-EDGE EDUCATION AND SOLUTIONS. PUBLICATIONS:NACHA PRODUCES THE NACHA OPERATING RULES & GUIDELINES AND MORE THAN 40 OTHER PAYMENT-RELATED PUBLICATIONS, GUIDES, AND TRAINING MATERIALS IN A VARIETY OF FORMATS. ACH NETWORK ADMINISTRATOR: NACHA DEVELOPS AND ADMINISTERS THE PRIVATE SECTOR NACHA OPERATING RULES FOR ACH PAYMENTS, WHICH DEFINE THE ROLES AND RESPONSIBILITIES FOR MORE THAN 8,000 PARTICIPATING FINANCIAL INSTITUTIONS. RISK MANAGEMENT, RULES ENFORCEMENT, NETWORK ADVOCACY AND DEVELOPMENT OF ELECTRONIC SOLUTIONS IS ALSO INCLUDED WITHIN THE PROGRAM SERVICES AS ADMINISTRATOR OF THE ACH NETWORK. CONFERENCE:SMARTER FASTER PAYMENTS IS AN IN-PERSON CONFERENCE WITH MORE THAN 100 EDUCATIONAL SESSIONS AND A DYNAMIC EXHIBIT HALL. THE EVENTS BRING MORE THAN 2,000 DIVERSE PAYMENTS PROFESSIONALS TOGETHER TO OBTAIN LEADING-EDGE EDUCATION AND SOLUTIONS. PUBLICATIONS:NACHA PRODUCES THE NACHA OPERATING RULES & GUIDELINES AND MORE THAN 40 OTHER PAYMENT-RELATED PUBLICATIONS, GUIDES, AND TRAINING MATERIALS IN A VARIETY OF FORMATS. 0 0 0 1 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 20 0 87 1 1 1 0 0 0 0 0 0 0 1 0 X 18 18 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 X ROXANNE ORTICKE LYTTLE 7035611100 11951 FREEDOM DRIVE RESTON VA 20190 JOE HUSSEY CHAIRPERSON 2.00 X X 0 0 0 LAURA LISTWAN VICE CHAIRPERSON (UNTIL 11/24) 2.00 X X 0 0 0 TINA KNAPP SECRETARY/TREASURER 2.00 X X 0 0 0 ROBERT ABRAMS DIRECTOR 2.00 X 0 0 0 MARLENE BARKHEIMER DIRECTOR 2.00 X 0 0 0 SARAH BILLINGS DIRECTOR 2.00 X 0 0 0 LISA COFFEY DIRECTOR 2.00 X 0 0 0 ELIZABETH CRONENWORTH DIRECTOR 2.00 X 0 0 0 JENNIFER DENOO DIRECTOR 2.00 X 0 0 0 TINA EIDE DIRECTOR 2.00 X 0 0 0 RICHARD LEARY DIRECTOR 2.00 X 0 0 0 THOMAS LOPES DIRECTOR 2.00 X 0 0 0 STEPHEN MAX DIRECTOR 2.00 X 0 0 0 ARTHUR MCCRAY DIRECTOR 2.00 X 0 0 0 TIMOTHY MILLS DIRECTOR 2.00 X 0 0 0 CHRISTOPHER RICHARDS DIRECTOR 2.00 X 0 0 0 CARL SLABICKI DIRECTOR 2.00 X 0 0 0 TYNIKA WILSON DIRECTOR 2.00 X 0 0 0 HANK WORD DIRECTOR 2.00 X 0 0 0 JANE LARIMER CEO AND PRESIDENT 40.00 X 1338045 0 46282 ROXANNE ORTICKE LYTTLE CHIEF FINANCIAL OFFICER 40.00 X 276612 0 37481 MICHAEL HERD VICE PRESIDENT, ACH NETWORK ADMIN 40.00 X 395279 0 53811 STEPHANIE PREBISH SNR MANAGING DIR, ASSOCIATION SERVICES 40.00 X 281647 0 35813 NICK HAMADE CHIEF TECHNOLOGY OFFICER 40.00 X 335694 0 55547 SCOTT LANG CHIEF OF STAFF 40.00 X 397497 0 44772 JENNIFER STOKLEY GENERAL COUNSEL 40.00 X 294015 0 21976 DEVON MARSH MANAGING DIR, RULES & RISK 40.00 X 247247 0 49009 WILLIAM SULLIVAN ASSOC MANAGING DIR, GOV. & INDUSTRY RELATIONS 40.00 X 265195 0 35611 VICTORIA DAY CHIEF COMMUNICATIONS OFFICER 40.00 X 273124 0 43695 ROBERT UNGER MANAGING DIR, ACH NETWORK DEV 40.00 X 247922 0 43952 4352277 0 467949 54 0 1 0 PTAP ADVISORY 1500 N DEE RD PARK RIDGE IL 60068 CONSULTING 291342 SIDLEY AUSTIN LP ONE SOUTH DEARBORN STREET CHICAGO IL 60603 LEGAL CONSULTING 218356 RICH FEUER ANDERSON 1133 CONNECTICUT AVE STE 620 WASHINGTON DC 20036 CONSULTING 125747 WHITFORD TAYLOR PRESTON SEVEN SAINT PAUL STREET 15TH FL BALTIMORE MD 21202 LEGAL CONSULTING 104592 4 ACH ADMINISTRATIVE FEE 900099 15649515 15649515 CONFERENCES 900099 4319979 4319979 MEMBERSHIP DUES 900099 3230785 3230785 ACCREDITATION PROGRAMS 900099 1031401 1031401 EDUCATION AND TRAINING 611710 410586 410586 1030241 975019 55222 25672507 118706 118706 3564510 3564020 490 490 490 1655095 389859 1265236 1265236 PREFERRED MARKETING PROGRAM 541990 414090 124227 289863 CONSULTATIVE SERVICES 541900 374851 374851 788941 27845880 26882521 554300 409059 3298480 10437372 669987 1031813 796804 401109 195906 1804259 980864 599995 2438243 1100323 647577 1938260 1532626 127246 PUBLIC RELATIONS 262094 28262958 54974 46572 17494475 14680305 1950375 1966127 21191 11473 1152867 1420079 13226256 8102020 2245421 5124236 2737673 3904358 2283972 4873446 27940948 32026596 3776870 4134212 4164502 4438388 2379395 6224208 10320767 14796808 X 17620181 17229788 17620181 17229788 27940948 32026596 -417078 26685 0 X X 0 1 X 1 0 0 0 0 3230785 2496 2496 0 2496 1237757 46118 1191639 1511212 1050016 461196 10477287 7005886 3471401 5124236 ACCRUED INTEREST 43097 DEFERRED COMPENSATION PLAN ASSETS 1520785 DEPOSITS 153533 RIGHT-OF-USE ASSET 3156031 4873446 DEFERRED COMPENSATION OBLIGATION 1520785 OTHER LIABILITY 19922 LEASE LIABILITY 4683501 6224208 X 28262424 26685 26685 28235739 -389859 -389859 27845880 28652817 389859 389859 28262958 0 28262958 PART X, LINE 2: THE ASSOCIATION IS EXEMPT FROM THE PAYMENT OF INCOME TAXES ON ITS EXEMPT ACTIVITIES UNDER SECTION 501(C)(6) OF THE INTERNAL REVENUE CODE (IRC). THE ASSOCIATION ADOPTED THE INCOME TAX STANDARD FOR UNCERTAIN TAX POSITIONS. THE ASSOCIATION EVALUATED ITS TAX POSITIONS AND DETERMINED THAT ITS TAX POSITIONS ARE MORE LIKELY THAN NOT TO BE SUSTAINED ON EXAMINATION. THE ASSOCIATION'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. PART XI, LINE 4B - OTHER ADJUSTMENTS: COST OF GOODS SOLD -389,859. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 389,859. X X X X 0 0 0 JANE LARIMER CEO AND PRESIDENT 795663 0 540000 0 2382 0 27600 0 18682 0 1384327 0 0 0 MICHAEL HERD VICE PRESIDENT, ACH NETWORK ADMIN 293518 0 100000 0 1761 0 21331 0 32480 0 449090 0 0 0 SCOTT LANG CHIEF OF STAFF 297515 0 97500 0 2482 0 24650 0 20122 0 442269 0 0 0 NICK HAMADE CHIEF TECHNOLOGY OFFICER 258333 0 75000 0 2361 0 21567 0 33980 0 391241 0 0 0 STEPHANIE PREBISH SNR MANAGING DIR, ASSOCIATION SERVIC 215526 0 65000 0 1121 0 17635 0 18178 0 317460 0 0 0 VICTORIA DAY CHIEF COMMUNICATIONS OFFICER 208942 0 62500 0 1682 0 17720 0 25975 0 316819 0 0 0 JENNIFER STOKLEY GENERAL COUNSEL 256754 0 36000 0 1261 0 20693 0 1283 0 315991 0 0 0 ROXANNE ORTICKE LYTTLE CHIEF FINANCIAL OFFICER 211607 0 64000 0 1005 0 14949 0 22532 0 314093 0 0 0 WILLIAM SULLIVAN ASSOC MANAGING DIR, GOV. & INDUSTRY 214313 0 48000 0 2882 0 17579 0 18032 0 300806 0 0 0 DEVON MARSH MANAGING DIR, RULES & RISK 215532 0 30000 0 1715 0 18721 0 30288 0 296256 0 0 0 ROBERT UNGER MANAGING DIR, ACH NETWORK DEV 195540 0 50000 0 2382 0 16777 0 27175 0 291874 0 0 0 PART I, LINE 1A NACHA PROVIDES A WELLNESS BENEFIT UP TO $500 THAT IS REIMBURSED UPON DOCUMENTATION OF ELIGIBLE EXPENSES AND IT IS INCLUDED ON THE EMPLOYEES PAYROLL AS A TAXABLE FRINGE BENEFIT. FORM 990, PART III, LINE 3 NACHA DISCONTINUED THE AFINIS MEMBERSHIP PROGRAM. FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE IS RESPONSIBLE FOR THE MANAGEMENT OF THE CORPORATION WHEN THE BOARD IS NOT IN SESSION. THE EXECUTIVE COMMITTEE CONSISTS OF THE CHAIRPERSON, THE VICE-CHAIRPERSON, AND THE SECRETARY/TREASURER, AND IS CHAIRED BY THE CHAIRPERSON OF THE BOARD. THE PRESIDENT OF THE ORGANIZATION SERVES AS THE EX OFFICIO NON-VOTING MEMBER OF THE EXECUITVE COMMITTEE. FORM 990, PART VI, SECTION A, LINE 6 NATIONAL AUTOMATED CLEARING HOUSE ASSOCIATION (NACHA) IS A TRADE ASSOCIATION. ITS BYLAWS INCLUDE THREE DISTINCT MEMBERSHIP CLASSES INCLUDING DIRECT FINANCIAL INSTITUTION (DFI) MEMBER, PAYMENTS ASSOCIATION (PA) MEMBER AND COUNCIL MEMBERSHIPS. EACH CLASS OF MEMBERSHIP HAS THE RIGHT TO VOTE FOR DIRECTORS AND OFFICERS OF NACHA AND SHALL DESIGNATE ONE INDIVIDUAL REPRESENTATIVE FOR PURPOSES OF VOTING AND ANY OTHER PURPOSES RELEVANT TO NACHA. A DUES-BASED MEMBERSHIP ASSOCIATION THAT ADDRESSES PAYMENTS SYSTEM TOPICS AND HAS THE PRIMARY PURPOSE OF PROVIDING EDUCATIONAL, REGULATORY, AND COMMUNICATIONS SUPPORT FOR ITS MEMBERS' USE OF THE ACH NETWORK AND COMPLIANCE WITH THE NACHA OPERATING RULES IS ELIGIBLE TO JOIN AS A MEMBER PA. PAS HAVE THE AUTHORITY TO REPRESENT AND VOTE ON BEHALF OF ONLY ITS DFI MEMBERS ON THE NACHA OPERATING RULES. THE PA SHALL BE INCORPORATED IN THE US, OR IF NOT INCORPORATED SHALL BE PART OF AN ENTITY THAT IS INCORPORATED IN THE US. A MAJORITY OF PAS SHALL BE DFIS AND, IF APPLICABLE, DFIS SHALL HOLD MAJORITY OWNERSHIP IN THE PA PARENT ENTITY. DFI MEMBERS OF AN PA SHALL BE CONSIDERED INDIRECT MEMBERS OF NACHA. A DFI THAT IS A MEMBER OF ANY PAYMENT ASSOCIATION THAT IS (I) ITSELF A MEMBER OF THE ORGANIZATION, AND (II) A RECOGNIZED PROVIDER OF EDUCATION AND TRAINING THAT HAS MET THE CRITERIA SET BY THE ORGANIZATION FOR PAYMENTS ACCREDITATION, MAY JOIN AS A MEMBER. REPRESENTATIVES OF DFIS AND OTHER STAKEHOLDERS FOCUSED ON DEVELOPING ELECTRONIC PAYMENT AND E-COMMERCE APPLICATIONS MAY FORM A COUNCIL IN ACCORDANCE WITH POLICIES AND PROCEDURES ADOPTED BY THE BOARD. THE COUNCIL IS PART OF THE ORGANIZATION AND NOT SEPARATELY INCORPORATED, BUT IS CONSIDERED A MEMBER. THE COUNCIL'S INDIVIDUAL OR ORGANIZATION MEMBERS, OR EMANCIPATED GROUPS, ARE NOT CONSIDERED MEMBERS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A EACH CLASS OF MEMBERSHIP SHALL HAVE THE RIGHT TO VOTE FOR DIRECTORS AND OFFICERS. FORM 990, PART VI, SECTION A, LINE 7B DFI AND RPA MEMBERS SHALL BE ALLOTTED A CERTAIN NUMBER OF VOTES ON THE NACHA OPERATING RULES BASED ON ANNUAL MEMBERSHIP DUES AND THE ANNUAL ACH ORIGINATED AND RECEIVED VOLUME OF ITS RESPECTIVE FINANCIAL INSTITUTIONS. DFI AND RPA MEMBERS SHALL HAVE THE POWER TO OVERRIDE ANY AMENDMENT TO THE BYLAWS VOTED ON BY THE BOARD OF DIRECTORS BY A TWO-THIRDS MAJORITY. FORM 990, PART VI, SECTION B, LINE 11B THE CFO WILL REVIEW THE DETAILS OF THE 990 AND 990T. THE CEO IS ALSO PROVIDED A DRAFT COPY TO DISCUSS WITH THE CFO BEFORE FILING. ANY MATERIAL MATTERS WILL BE DISCUSSED AND RESOLVED WITH EXTERNAL AUDITOR BEFORE FILING. FORM 990, PART VI, SECTION B, LINE 12C ALL DIRECTORS OF THE BOARD ARE COVERED UNDER THE ORGANIZATION'S CONFLICT OF INTEREST POLICY. A CONFLICT OF INTEREST EXISTS IF THE DIRECTOR'S ALLEGIANCE MIGHT BE SPLIT BETWEEN A NACHA POSITION OR RESPONSIBLITY AND SOME OTHER PROFESSIONAL POSITION OR RESPONSIBILITY. DIRECTORS ARE REMINDED AT THE BEGINNING OF EVERY MEETING OF THE COI POLICY AND SUBMITTAL OF ANY COI IS MADE AT THE BEGINNING OF A DIRECTOR TERM AND UPDATED IF REQUIRED. NEW DIRECTORS ARE PROVIDED A COPY OF THE CONFLICT OF INTEREST POLICY (COI) DURING BOARD ORIENTATION AND ARE REQUESTED TO COMPLETE A DISCLOSURE FORM OF ACTUAL OR POTENTIAL CONFLICTS. EACH DIRECTOR IS RESPONSIBLE FOR PROVIDING NOTICE TO THE CHAIRPERSON IF A CONFLICT OF INTEREST ARISES. THE CHAIRPERSON OF THE BOARD, IN CONSULTATION WITH THE THE EXECUTIVE COMMITTEE AS NECESSARY, REVIEWS AND DETERMINES IF A CONFLICT OF INTEREST EXISTS. A COMPLETE DISCLOSURE IS MADE TO THE FULL BOARD OF ALL BOARD MEMBERS' COI FILINGS, INCLUDING THE DATE OF THE LAST FILING AND ALL POTENTIAL AND ACTUAL CONFLICTS, BUSINESS AND OTHER. ANY DIRECTOR WITH A CONFLICT OF INTEREST MAY BE ASKED TO RECUSE HIM/HERSELF FROM REPORTS, DISCUSSION, DEBATES, AND DECISION-MAKING REGARDING THE MATTER. A DIRECTOR WITH A CONFLICT OF INTEREST MAY BE ASKED TO RESIGN IF DISCLOSURE AND RECUSAL CANNOT REMEDY THE CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 NACHA PARTICIPATES ANNUALLY/SEMI-ANNUALLY IN COMPENSATION SURVEYS TO REMAIN COMPETITIVE IN THE MARKET. A BENCHMARKING ANALYSIS IS CONDUCTED ANNUALLY TO ENSURE NACHA'S KEY EMPLOYEES AND STAFF ARE COMPENSATED COMPETITIVELY BASED ON A NUMBER OF FACTORS TO INCLUDE: INDUSTRY, SKILL SET AND GEOGRAPHICAL LOCATION. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2024. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST AS REQUIRED UNDER DISCLOSURE REQUIREMENTS OF 501(C)(6). PART XII, LINE 2C THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR.