2018-02-14T07:31:26-06:00 2017-03-31 KPMG LLP 1676 International Drive Ste 1200 McLean VA 22102 990 2016-04-01 522149962 In-Q-Tel Inc % MATTHEW STROTTMAN IN-Q 7032483000 2107 WILSON BLVD Suite 1100 ARLINGTON VA 22201 MATTHEW STROTTMAN EVP AND COO 7032483000 2018-02-13 true JG WHITE P01498698 7032868000 167.68.102.5 54028020180455000000 2018-02-14 P 6F321923765C04EB30ECA77512AF51A673583565 CD1E5CCB2BE3C840F7484A12C7B19BF4FDF69301 2016 2021-01-29 14:40:06Z X CHRISTOPHER DARBY 2107 WILSON BLVD SUITE 1100 ARLINGTON VA 22201 151810791 false X WWW.IQT.ORG X 1999 DE IN-Q-TEL IDENTIFIES, ADAPTS, AND DELIVERS INNOVATIVE TECHNOLOGY SOLUTIONS THAT SERVE THE NATIONAL SECURITY INTERESTS OF THE UNITED STATES. 12 11 171 0 0 0 91423952 127638926 0 0 20945396 12249940 454581 35380 112823929 139924246 200000 200000 0 0 36628440 41084784 0 0 0 37704028 67319297 74532468 108604081 38291461 31320165 472487183 535480336 111493010 130364037 360994173 405116299 X In-Q-Tel identifies, adapts, and delivers innovative technology solutions that serve the national security interests of the United States. false false 90647084 200000 In-Q-Tel (IQT) was established in 1999 as a private, independent, not-for-profit corporation to help the CIA and broader U.S. Intelligence Community (IC) identify, adapt, and deliver cutting-edge technologies that address national security needs. IQT's strategic investment model gives it the agility often lacking within traditional government contracting approaches to find and nurture entrepreneurs and companies that can provide a supply chain of innovation which enables the IC to benefit from commercial technology advances. IQT's purpose is to take the calculated investment risks necessary to support leading-edge, but often unproven, technologies, and mature them to operational readiness to help the CIA and broader IC achieve their missions. Approach: -------- IQT works as: * A strategic investor, investing in companies to help nascent commercial technologies mature into mission-ready products at a lower cost than alternative approaches; * A technology accelerator, fostering development and introduction of technologies needed by the IC; and * An idea lab and forum for innovation and exploration, providing the IC with insight and access into both new technologies and leading innovators and thinkers. Identifying Innovative Technologies: ------------------------------------ As a strategic investor, IQT identifies startup companies that have commercially-focused, "ready-soon" innovative technologies, which are off the shelf products that do not require long-term development from the ground up. IQTs focus on this space means that it finds and delivers critical, innovative technology more quickly and cost effectively. IQT crafts work programs to adapt a companys technology to specific customer requirements and makes an investment towards that work program. IQT designs its strategic investments to accelerate product development and delivery, and specifically to help companies add capabilities that its Intelligence Community customers need. IQT also makes seed investments, which are investments in companies that have technology of potential value for our government partners, but do not yet have a government customer, or the investment provides educational insights into a technology area for our government partners. IQT also serves as a technology consultant and advisor that provides market, technology, and venture captial insights to our government customers. Additionally, IQT effectively leverages a significant amount of private sector funds, often from top-tier venture capital firms, to co-invest in our portfolio companies. On average, for every dollar that IQT invests in a company, the venture capital community has invested more than sixteen dollars, helping to deliver crucial new capabilities at lower cost to the government. As of March 31, 2017, IQTs areas of technology focus are: Field Technologies, Architecture, and Enterprise Technologies. Building Strong Companies for Strong Technologies: -------------------------------------------------- Using product development funding and equity investing, IQT creates incentives for companies to put their best talent into solving the toughest technology problems facing the CIA and broader Intelligence Community. Once an investment is made, IQT works with the company and the customer to adapt the technology according to customer need, and facilitates solution delivery. The advantages to the IC are significant: lower initial and long-term costs, faster development, and ongoing product enhancements to meet IC needs. Serving New Intelligence Community Customers: --------------------------------------------- Since its inception, IQT has expanded its IC partnerships to include the CIA, the Defense Intelligence Agency (DIA), the Department of Homeland Security Science & Technology Directorate (DHS S&T), the National Geospatial-Intelligence Agency (NGA), the Department of Defense (DOD) and others. Program Service Accomplishments: -------------------------------- In furtherance of its exempt purposes, IQT has made more than 360 investments, which includes more than 30 in the current tax year, many of which have produced technologies that have contributed directly to IC missions. Technology delivered by IQT, for example, makes it possible to fuse data from maps, images, text and other sources; visualize information in ways not previously possible; rapidly process vast amounts of information in multiple languages; make sense of seemingly unconnected information; and identify critical intelligence faster and more effectively. Simultaneously, IQT has cultivated a network of more than 200 venture capital firms and more than 100 labs and research organizations, further broadening the IC's access to innovative technologies. This network has allowed IQT to leverage more than $11.4 billion in private-sector funds to support technology for the IC. The establishment of IQT Labs created a strategic venture to conduct in-depth exploration in select technology areas that affect national security and help our government partners prepare to take advantage of these emerging trends. IQT Labs began with the launch of Lab41 and has expanded to include CosmiQ Works, B.Next and Cyber Reboot . IQT Labs are a result of IQTs mission-centric focus and are funded by proceeds from investment realizations on portfolio company exits. A brief description of each lab is below: * Lab41 explores how the U.S. government can leverage emerging machine learning capabilities against national security problems; * CosmiQ Works is exploring how the nations intelligence agencies can leverage new and emerging commercial space capabilities; * B.Next seeks to better understand and communicate the impact of emerging life science technologies; ; and * Cyber Reboot challenges how we think about cybersecurity and develops strategies to improve todays cybersecurity approach. Governance and Oversight: ------------------------- The company is governed by an independent Board of Trustees comprised of former officials from the Defense and Intelligence Communities, as well as current or former CEOs of major companies, and university and investment industry leaders. IQT is a private, independent, not-for-profit corporation. IQT is neither part of the CIA nor is it a government agency. However, IQT is party to and bound by a Charter Agreement and annual contracts with the CIA. These agreements provide for appropriate insight and oversight of IQT by the Government. 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DEVELOPMENT 3950000 ORBITAL INSIGHT INC 100 W EVELYN AVE MOUNTAIN VIEW CA 94041 TECH. DEVELOPMENT 2417592 TRANSVOYANT LLC 5845 RICHMOND HWY SUITE 600 ALEXANDRIA VA 22303 TECH. DEVELOPMENT 1800000 SPACEFLIGHT INDUSTRIES INC 3415 S 116TH STREET SUITE 123 TUKWILA WA 98186 TECH. DEVELOPMENT 1700000 KEYSSA INC 655 CAMPBELL TECHNOLOGY PKWY SUITE CAMPBELL CA 95008 TECH. 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Further, the Company has not identified any unrelated business taxable income. Accordingly, no income tax provision is recorded in the accompanying financial statements. North America Program Services TECHNOLOGY DEVELOPMENT 2112986 Europe (Including Iceland and Greenland) Program Services TECHNOLOGY DEVELOPMENT 816255 East Asia and the Pacific Program Services TECHNOLOGY DEVELOPMENT 20000 North America Investments 13865069 Europe (Including Iceland and Greenland) Investments 2765173 19579483 19579483 true false true false false false true CIA OFFICERS' MEMORIAL FOUNDATION 2251 CORP PARK DR 3RD FL HERNDON VA 20171 522360463 501(C)(3) 200000 SEE PART IV 1 0 PART I, LINE 2 & PART II, LINE 1, COLUMN (H) THE IN-Q-TEL BOARD OF TRUSTEES APPROVED A GRANT OF UP TO $1M TO THE CIA OFFICERS' MEMORIAL FOUNDATION. THE GRANTEE IS A 501(C)(3) PUBLIC CHARITY AND THE GRANT WAS MADE SOLELY FOR CHARITABLE PURPOSES TO PROVIDE SUPPORT TO THE FAMILIES OF CIA OFFICERS WHO HAVE DIED WHILE ON ACTIVE DUTY. THE GRANT IS TO BE MADE IN $200K ANNUAL INSTALLMENTS UPON IQT'S SATISFACTION THAT THE GRANTEE IS STILL ADEQUATELY PERFORMING ITS CHARITABLE PURPOSE. X true true X X X X X false true true false false false false false false C DARBY PRESIDENT, CEO & TRUSTEE 741606 0 1850000 0 100368 0 31800 0 26232 0 2750006 0 1100000 0 S BOWSHER EVP & GENERAL MANAGING PARTNER 668756 0 1075000 0 1748 0 31800 0 24049 0 1801353 0 400000 0 M STROTTMAN EVP & COO 381984 0 574219 0 1479 0 31800 0 25199 0 1014681 0 300000 0 B ADAMS EVP & GENERAL COUNSEL 341370 0 218262 0 3116 0 31800 0 15773 0 610321 0 0 0 R GLEICHAUF EVP & CHIEF SCIENTIST 321723 0 194559 0 3564 0 31800 0 25417 0 577063 0 0 0 T O'TOOLE EVP & SENIOR FELLOW 322691 0 191235 0 6858 0 31800 0 2052 0 554636 0 0 0 E POULOS EVP & CHIEF OF STAFF 318369 0 190572 0 2181 0 31800 0 20080 0 563002 0 0 0 W RADOSEVICH EVP - TECHNOLOGY PROGRAMS 291459 0 168000 0 1738 0 31800 0 20106 0 513103 0 0 0 L PORTER EVP & DIRECTOR OF IQT LABS 322061 0 94759 0 810 0 31800 0 16828 0 466258 0 0 0 T SHEA EVP & DIRECTOR OF CYBER REBOOT 305991 0 0 0 1838 0 31800 0 1161 0 340790 0 0 0 S DAVIDSON PARTNER 308455 0 319214 0 810 0 10600 0 24487 0 663566 0 150000 0 T RYLANDER PARTNER 201783 0 415962 0 338 0 10600 0 1298 0 629981 0 225000 0 R AMES SVP,MISSION & PORTFOLIO IMPACT 266114 0 316285 0 810 0 10600 0 12969 0 606778 0 150000 0 T PEARSALL CHIEF INFORMATION OFFICER 287387 0 207667 0 844 0 10600 0 24677 0 531175 0 0 0 J EMMANUEL CHIEF ARCHITECT 194411 0 300000 0 1035 0 10600 0 26626 0 532672 0 150000 0 FORM 990, SCHEDULE J THE COMPENSATION OF THE CEO AND MANAGING PARTNER IS NOT PAID FOR WITH GOVERNMENT FUNDING. IN ADDITION, ALL INDIVIDUAL EMPLOYEE COMPENSATION IN EXCESS OF $487,000 IS ALSO NOT PAID FOR WITH GOVERNMENT FUNDING. FORM 990, PART VII & SCHEDULE J, PART II IN ADDITION TO C. DARBY'S RESPONSIBILITIES AS PRESIDENT AND CEO OF IN-Q-TEL (IQT), MR. DARBY SERVES AS A TRUSTEE ON THE COMPANY'S BOARD OF TRUSTEES. MR. DARBY HAS WAIVED ANY COMPENSATION RELATED TO HIS TRUSTEE DUTIES AND HIS INCOME AS REPORTED IN THIS FORM IS ENTIRELY ATTRIBUTABLE TO HIS DUTIES AS PRESIDENT AND CEO. FORM 990, SCHEDULE J, PART I, LINE 1A IN-Q-TEL'S CORPORATE TRAVEL POLICY STATES, "WITH THE EXCEPTION OF FOREIGN BUSINESS TRAVEL, AND NOTWITHSTANDING THE CEO AND EXECUTIVE VICE PRESIDENTS, ALL OTHER IQT EMPLOYEES ARE REQUIRED TO TRAVEL IN COACH OR ECONOMY CLASS. EXCEPTIONS MUST BE PRE-APPROVED BY THE CEO OR COO. WHILE ON FOREIGN BUSINESS TRIPS, EMPLOYEES TRAVELING ON NONSTOP FLIGHTS LONGER THAN SIX HOURS ARE ELIGIBLE TO UPGRADE TO BUSINESS CLASS OR FIRST CLASS IF BUSINESS CLASS IS NOT AVAILABLE." WHILE THE CORPORATE TRAVEL POLICY SPECIFICALLY ADDRESSES IN-Q-TEL EMPLOYEE TRAVEL, IN-Q-TEL BOARD OF TRUSTEES ARE PROVIDED THE OPTION TO TRAVEL TO QUARTERLY BOARD MEETINGS IN BUSINESS CLASS AND RECEIVE REIMBURSEMENT. FORM 990, SCHEDULE J, LINE 4B FOR CALENDAR YEAR 2016, MR. DARBYS EMPLOYMENT ARRANGEMENT IS AS FOLLOWS: - BASE SALARY OF $750,000 - AN ANNUAL PERFORMANCE BASED BONUS DECIDED BY THE BOARD BASED ON PRESET CRITERIA - SUPPLEMENTAL NON-QUALIFIED DEFERRED COMPENSATION AS A RETENTION MECHANISM, PAYABLE UPON COMPLETION OF THE CONTRACT TERM. THE AMOUNT PAID OUT DURING CALENDAR YEAR 2016 IS $1,100,000. FOR CALENDAR YEAR 2016, MR. BOWSHERS EMPLOYMENT ARRANGEMENT IS AS FOLLOWS: - BASE SALARY OF $675,000 - AN ANNUAL PERFORMANCE BASED BONUS DECIDED BY THE BOARD BASED ON PRESET CRITERIA - SUPPLEMENTAL NON-QUALIFIED DEFERRED COMPENSATION AS A RETENTION MECHANISM, PAYABLE UPON COMPLETION OF THE CONTRACT TERM. THE AMOUNT PAID OUT DURING CALENDAR YEAR 2016 IS $400,000. FOR CALENDAR YEAR 2016, THE FOLLOWING INDIVIDUALS RECEIVED SUPPLEMENTAL NON-QUALIFIED DEFERRED COMPENSATION AS A RETENTION MECHANISM. THE AMOUNT PAID OUT DURING CALENDAR YEAR 2016 IS: M. STROTTMAN $300,000 T. RYLANDER $225,000 S. DAVIDSON $150,000 R. AMES $150,000 J. EMMANUEL $150,000 FORM 990, SCHEDULE J, LINE 4C PLEASE REFER TO THE SCHEDULE R, PART VII DISCLOSURE ON IN-Q-TEL EMPLOYEE FUND, LLC. PART VI, LINE 11B REVIEW OF FORM 990 THE FORM 990 WAS PREPARED BY THE COMPANY'S EXTERNAL TAX ADVISORY FIRM WITH THE ASSISTANCE OF IN-Q-TEL'S FINANCE TEAM. THE FORM 990 WAS ALSO REVIEWED BY CERTAIN MEMBERS OF THE COMPANY'S EXECUTIVE TEAM, INCLUDING THE COO AND GENERAL COUNSEL. ADDITIONALLY, THE AUDIT AND ETHICS COMMITTEE OF THE BOARD OF TRUSTEES REVIEWED THE FORM 990 DURING ONE OF ITS QUARTERLY MEETINGS. AFTER REVIEW BY THE AUDIT AND ETHICS COMMITTEE, THE FORM 990 WAS DISTRIBUTED TO ALL MEMBERS OF THE BOARD OF TRUSTEES PRIOR TO FILING. PART VI, LINE 12C CONFLICT OF INTEREST POLICY DISCLOSURE AND RECUSAL ARE REQUIRED FOR ALL CONFLICTS OF INTEREST UNDER THE CONFLICTS OF INTEREST POLICIES FOR TRUSTEES, OFFICERS AND EMPLOYEES. FOR EVERY TRANSACTION SUBJECT TO BOARD/COMMITTEE APPROVAL, THE MEMBERS OF THE BOARD AND COMMITTEE ARE ASKED TO DISCLOSE ANY CONFLICTS UNDER THE POLICIES. FOR EACH TRANSACTION, IQT ALSO IDENTIFIES AND DISCLOSES ANY CONFLICTS INVOLVING IQT TRUSTEES, OFFICERS AND EMPLOYEES. EACH TRUSTEE, OFFICER AND EMPLOYEE WHO HAS A CONFLICT IS RECUSED FROM PARTICIPATING IN IN-Q-TELS DELIBERATIONS OF, OR VOTES TO AUTHORIZE, RATIFY OR CONFIRM THE TRANSACTION THAT IS THE SUBJECT OF THE CONFLICT UNLESS A WAIVER IS GIVEN BY A MAJORITY OF THE DISINTERESTED MEMBERS OF THE BOARD (IN THE EVENT OF A TRUSTEE OR OFFICER), THE BOARD, OR THE COPORATIONS ETHICS OFFICER (IN THE EVENT OF AN EMPLOYEE WHO IS NOT A TRUSTEE OR OFFICER.) ADDITIONALLY, EACH YEAR, ALL IQT TRUSTEES AND OFFICERS ARE REQUIRED TO COMPLETE A QUESTIONNAIRE AS TO WHETHER THE TRUSTEES ARE INDEPENDENT AND WHETHER THE OFFICERS OR TRUSTEES HAVE A FAMILY RELATIONSHIP OR A BUSINESS RELATIONSHIP WITH ANY OTHER OFFICER, DIRECTOR, TRUSTEE, OR KEY EMPLOYEE OF IN-Q-TEL. IN ADDITION, ANNUALLY, EMPLOYEES ARE REQUIRED TO DISCLOSE OUTSIDE ACTIVITIES. PART VI, LINE 15A & 15B COMPENSATON EXPLANATION IN FORMULATING IQT'S COMPENSATION SYSTEM, THE BOARD OF TRUSTEES COMPLIES WITH ITS RESPONSIBILITIES UNDER THE INTERNAL REVENUE CODE OF 1986, AS AMENDED ("CODE"), TO PAY REASONABLE COMPENSATION TO IQT'S EMPLOYEES AND TO AVOID ANY "EXCESS BENEFIT TRANSACTIONS" UNDER SECTION 4958 OF THE CODE. IN OVERSEEING IQT'S COMPENSATION SYSTEM, THE BOARD ADHERES TO THE FOLLOWING PRINCIPLES: - THE COMPENSATION SYSTEM IS APPROVED BY THE BOARD OR A COMMITTEE OF THE BOARD COMPOSED ENTIRELY OF INDEPENDENT TRUSTEES WHO ARE NOT EMPLOYEES OF, OR INDEPENDENT CONTRACTORS TO, IQT. - THE BOARD, OR COMMITTEE THEREOF, OBTAINS AND RELIES UPON APPROPRIATE COMPENSATION DATA FOR COMPARABLE ENTITIES PRIOR TO MAKING COMPENSATION DETERMINATIONS; AND - THE BASIS FOR ITS DETERMINATION IS DOCUMENTED CONCURRENTLY WITH THE BOARD OR COMMITTEE MAKING THAT DETERMINATION. THE HUMAN RESOURCES & COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES, AS SET FORTH IN ITS CHARTER, IQT'S HUMAN RESOURCES AND COMPENSATION COMMITTEE (THE "HR AND COMPENSATION COMMITTEE"COMMITTEE") HAS BEEN CHARGED BY THE BOARD OF TRUSTEES TO ASSIST THE BOARD IN OVERSEEING IQT'S COMPENSATION SYSTEM. SPECIFICALLY, THE COMMITTEE PERFORMS THE FOLLOWING DUTIES: - ENSURES THAT IQT'S COMPENSATION PROGRAM AND OTHER EMPLOYEE BENEFITS ARE COMPARABLE TO APPROPRIATE MARKETS. - CONDUCTS AN ANNUAL REVIEW OF THE CHIEF EXECUTIVE OFFICER'S ("CEO'S") PERFORMANCE, AND MAKES RECOMMENDATIONS TO THE BOARD OF TRUSTEES ON THE CEO'S COMPENSATION AND BENEFITS FOR THE NEXT YEAR. - ON AN ANNUAL BASIS, REVIEWS THE CEO'S RECOMMENDATIONS REGARDING THE COMPENSATION AND BENEFITS OF THE OTHER DISQUALIFIED PERSONS, AS DEFINED IN SECTION 4958 OF THE INTERNAL REVENUE CODE, AND DETERMINES THEIR COMPENSATION AND BENEFITS FOR THE NEXT YEAR. - ON AN ANNUAL BASIS, REVIEWS THE DETERMINATION OF COMPENSATION AND BENEFITS OF THE OTHER EMPLOYEES MADE BY THE CEO OR THE CEO'S DESIGNEE. - ENGAGES AN INDEPENDENT COMPENSATION CONSULTING FIRM TO PERFORM A PERIODIC STUDY OF IQT'S COMPENSATION PROGRAM AND ADMINISTRATION, OR PARTS THEREOF. (THIS STUDY INCLUDES, BUT IS NOT LIMITED TO, A REVIEW OF DATA THE COMPANY USED TO BENCHMARK POSITIONS, DOCUMENTATION OF BASE SALARY ADJUSTMENTS, AND ANNUAL INCENTIVE PLAN AWARDS.) FOLLOWING COMPLETION OF SUCH STUDY, THE COMPENSATION CONSULTING FIRM DELIVERS A REPORT TO THE HUMAN RESOURCES AND COMPENSATION COMMITTEE DISCUSSING IQT'S ADHERENCE TO ITS COMPENSATION POLICIES. - WORKS WITH IQT'S IN-HOUSE AND OUTSIDE COUNSEL TO ENSURE THAT IQT'S COMPENSATION STRUCTURE AND PLANS COMPLY WITH INTERNAL REVENUE CODE AND OTHER LEGAL REQUIREMENTS. - KEEPS THE BOARD OF TRUSTEES INFORMED OF KEY COMPENSATION AND HUMAN RESOURCE ISSUES AFFECTING IQT. PART VI, LINE 19 DOCUMENTS AVAILABLE TO THE PUBLIC IN-Q-TEL DOES NOT MAKE THIS INFORMATION AVAILABLE TO THE PUBLIC. PART IX, LINE 1 THE IQT BOARD OF TRUSTEES HAS APPROVED A $1,000,000 PAYMENT, PAYABLE ANNUALLY OVER FIVE YEARS, TO THE CIA OFFICERS' MEMORIAL FOUNDATION AND HAS PAID $600,000 OF THAT COMMITMENT AS OF 3/31/2017. LAB41 LLC 800 EL CAMINO REAL STE 300 MENLO PARK CA 94025 461185334 CHALLENGE LAB CA 0 0 IN-Q-TELINC IQT EMPL FUND LLC 2107 WILSON BLVD SUITE 1100 ARLINGTON VA 22201 542043626 INVESTMENTS DE NA EXCLUDED -64555 472128 true 0 true 0.19293 false false false false false false false false false false false true false false false false false false true SCHEDULE R, PART V EIP DISCLOSURE STATEMENT IN-Q-TEL MAINTAINS AN INVESTMENT IN A SEPARATE RELATED ENTITY CALLED IN-Q-TEL EMPLOYEE FUND, LLC. THIS ENTITY WAS CREATED AS PART OF AN EMPLOYEE INCENTIVE PROGRAM (EIP) WHICH INVOLVED MAKING SIDE-BY-SIDE EQUITY INVESTMENTS WITH IN-Q-TEL. THE EIP WAS SUSPENDED IN JUNE 2007 AND NO FURTHER INVESTMENTS ARE BEING MADE.