2017-11-09T17:32:07-06:00 2016-12-31 KPMG LLP 210 Park Ave Suite 2650 Oklahoma City OK 73102 990 2016-01-01 237268394 International City Management Association Retirement Corporation % RICHARD WHITTY INTE 2029624600 777 N CAPITOL ST NE Suite 600TAX WASHINGTON DC 200024240 MICHAEL GUARASCI TREASURER 2029624600 2017-11-09 true STEPHANIE L STEWART P01646944 4052396411 2017-11-09 167.68.102.5 73017020173135000000 2017-11-09 P BB309F27E2FD9BDCE24FC8FA01C08E83A7AA4A69 0EAA22B2C3DA13DBE0E7C6D8610A4AA845F8EF4C 2016 2017-02-10 21:41:12Z ROBERT SCHULTZE 777 N CAPITOL ST NE WASHINGTON DC 200024240 336267582 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 8 986 0 15248398 -4790055 0 0 212208360 206112396 11821204 10535921 191380 191857 224220944 216840174 936000 1276858 0 0 128316840 138868695 0 0 0 71169917 82376679 200422757 222522232 23798187 -5682058 489002619 514923005 60454562 70540881 428548057 444382124 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 202183792 1276858 206112396 THE CORPORATION PROVIDED PLAN ADMINISTRATION, INVESTMENT MANAGEMENT, AND RETIREMENT PLANNING AND INVESTMENT EDUCATION SERVICES TO 4,825 STATE AND LOCAL GOVERNMENT EMPLOYERS THAT OFFER 9,748 RETIREMENT PLANS HOLDING 1,260,862 PUBLIC SECTOR EMPLOYEE RETIREMENT ACCOUNTS. 202183792 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 171 0 true 986 true true true false false false false false false false false false X 10 8 true false false false false true true true true false false true true true true true true true true false AZ CA DE GA ID IN NH NM NC OK X RICHARD WHITTY 2029624600 777 N CAPITOL ST NE SUITE 800-T WASHINGTON DC 20002 X ROBERT SCHULTZE PRESIDENT/CEO/DIRECTOR 40.0 0.0 X X 1160367 0 88576 JACQUELINE CHARNLEY DIRECTOR 2.0 0.0 X 1064 0 0 ROBERT JONES DIRECTOR 2.0 0.0 X 132 0 0 THOMAS LUNDY DIRECTOR 2.0 0.0 X 6509 0 0 PEGGY MERRISS DIRECTOR 2.0 0.0 X 1060 0 0 TANISHA BRILEY DIRECTOR 2.0 0.0 X 6431 0 0 ROBERT O'NEILL DIRECTOR 2.0 37.5 X 7780 398446 92041 DEANNA SANTANA DIRECTOR 2.0 0.0 X 16332 0 0 TIMOTHY VAILL DIRECTOR 2.0 0.0 X 3544 0 0 ROBERT VIVIAN DIRECTOR 2.0 0.0 X 8756 0 0 TINA BYLES WILLIAMS DIRECTOR 2.0 0.0 X 451 0 0 MICHAEL GUARASCI TREASURER/CFO 40.0 0.0 X 726797 0 72869 GEORGE SUZICH ASST TREAS/FINANCE MVP 40.0 0.0 X 424364 0 49089 PATRICIA VAUSE ASST TREAS/FINANCE VP 40.0 0.0 X 313973 0 39169 RICHARD WHITTY ASST TREAS/FINANCE VP 40.0 0.0 X 298413 0 61074 BARBARA STOTLER ASST TREAS/FINANCE DIRECTOR 40.0 0.0 X 172652 0 52268 ANGELA MONTEZ SECRETARY/GEN COUNSEL 40.0 0.0 X 618816 0 51700 THOMAS MCANDREWS ASST SEC/DEPUTY GEN CNSL 40.0 0.0 X 470718 0 57680 ERICA MCFARQUHAR ASST SEC/SENIOR COUNSEL 40.0 0.0 X 248610 0 39448 GREGORY DYSON SENIOR VICE PRESIDENT 40.0 0.0 X 921935 0 61286 CHRISTOPHER MATZKE SENIOR VICE PRESIDENT 40.0 0.0 X 766087 0 75490 WAYNE WICKER SENIOR VICE PRESIDENT 40.0 0.0 X 2172877 0 61899 DAVID BRAVERMAN MANAGING VICE PRESIDENT 40.0 0.0 X 928896 0 61898 KAREN CHONG-WULFF MANAGING VICE PRESIDENT 40.0 0.0 X 1072179 0 51708 JULIE DELLINGER MANAGING VICE PRESIDENT 40.0 0.0 X 992727 0 62082 CATHERINE LEGGETT SENIOR VICE PRESIDENT 40.0 0.0 X 653082 0 41742 KARLA GILL SENIOR VICE PRESIDENT 40.0 0.0 X 579263 0 68368 ELIZABETH GLISTA FORMER TREAS/CHIEF RISK OFF 40.0 0.0 X 472306 0 93408 13046121 398446 1181795 352 true true false SEE SCHEDULE O GENERAL STATEMENT 9 12629975 34 0 RETIREMENT PLANS/TRUST 523920 191055855 191055855 RETIREMENT ACCOUNTS 523920 14886883 14886883 INVESTMENT ACCOUNTS 523920 169658 169658 206112396 13523691 13523691 0 0 0 0 0 116439638 119427408 -2987770 -2987770 -2987770 0 0 0 0 0 0 0 0 0 ACCOUNTING SERVICES 541200 185196 185196 ALL OTHER REVENUE 523920 6661 6661 191857 216840174 191055855 15248398 10535921 1276858 1276858 0 0 0 9058216 6095429 2962787 565714 530017 35697 100693922 94343454 6350468 9373364 8781281 592083 12332191 10641379 1690812 6845288 6375170 470118 0 2685822 2451840 233982 895859 610909 284950 0 0 78412 78412 0 1020335 1020335 3245224 2912588 332636 9945408 8784120 1161288 419158 419158 8240949 7396252 844697 3502721 3277312 225409 0 2078406 1060357 1018049 11397 11397 0 6948401 6236190 712211 1541157 790459 750698 DATA PROCESSING 15205719 15199176 6543 0 PLAN MAILING/POSTAGE 5086228 4353800 732428 0 PLAN RESEARCH/DEVELOPMENT 4309887 4309887 0 0 PLAN PRINTING/PUBLISHING 3868395 3868395 0 0 13293201 11359617 1933584 222522232 202183792 20338440 0 0 0 21216711 24694847 0 0 28322867 28701449 0 0 0 0 0 0 0 0 4111994 4234862 92992267 80066251 13343692 12926016 278524911 252291083 139029867 186930241 0 0 0 0 4452577 5144507 489002619 514923005 51386064 60405103 0 0 0 0 0 0 0 0 0 0 0 0 0 0 9068498 10135778 60454562 70540881 X 428548057 444382124 0 0 0 0 428548057 444382124 489002619 514923005 X -5682058 21643264 -127139 X false true X true false X 0 0 0 0 0 0 160271865 176800998 194814326 197831535 191055855 920774579 0 0 0 160271865 176800998 194814326 197831535 191055855 920774579 0 3456815 3862035 4623698 5845390 5096845 22884783 3456815 3862035 4623698 5845390 5096845 22884783 897889796 9880126 12438852 12508968 11919630 13523691 60271267 0 9880126 12438852 12508968 11919630 13523691 60271267 0 0 170151991 189239850 207323294 209751165 204579546 981045846 0.91524 0.91970 0.06144 0.05800 X 6882824 3841728 3041096 38519574 32709333 5810241 47589869 43515190 4074679 12926016 I-SHARES MSCI EAFE(730,000 SH) 42142900 F INVESCO ABRIX (1,500,354 SH) 15963769 F RIDGEWORTH SAMBX (3,304,662) 28882745 F SPDR BARCLAYS JNK (824,326 SH) 30046683 F VANGUARD VINIX (146,993 SH) 29961502 F VOYA MORTGAGE FUND (63,286 SH) 10726103 F CERBERUS INST (1,605,531 SH) 1877669 F VANGUARD VGSNX (1,510,717 SH) 27328870 F 186930241 0 RETIREMENT BENEFITS-NONCURRENT 5831500 OBLIGATIONS UNDER CAPITAL LEASES 50201 OTHER LIABILITIES 4254077 10135778 X PART X, LINE 2: FIN 48 (ASC 740) FOOTNOTE TO THE CORPORATIONS'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, 2016. 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, 2016, 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 10868000 East Asia and the Pacific 0 0 Investments 258000 North America 0 0 Investments 938000 Central America and the Caribbean 0 0 Investments 1878000 0 0 0 0 13942000 13942000 true false true true true false PART I, LINE 3: THE CORPORATION ENGAGED JPMORGAN CHASE BANK TO SERVE AS A THIRD-PARTY CUSTODIAN OF ITS FOREIGN INVESTMENTS. DURING THE YEAR, THE CORPORATION ACQUIRED AND SOLD SEVERAL FOREIGN GOVERNMENT BONDS HELD IN THE CUSTODIAN'S OMNIBUS FINANCIAL ACCOUNTS IN NEW ZEALAND, AUSTRALIA, EUROPE, AND CANADA. THE CORPORATION ALSO PURCHASED SHARES OF A CAYMAN ISLANDS PARTNERSHIP AND CONTINUED TO HOLD SHARES OF A EUROPEAN INVESTMENT FUND. THE MAXIMUM AGGREGATE VALUE OF INVESTMENT IN EUROPE WAS $12,174,000, WITH A YEAR-END VALUE OF $10,868,000. THE MAXIUM AGGREGATE VALUE OF INVESTMENT IN EAST ASIA WAS $1,146,000, WITH A YEAR-END VALUE OF $258,000. THE MAXIMUM AGGREGATE VALUE OF INVESTMENT IN NORTH AMERICA WAS $1,738,000, WITH A YEAR-END VALUE OF $938,000. THE MAXIMUM AGGREGATE VALUE OF INVESTMENT IN CENTRAL AMERICA AND THE CARIBBEAN WAS $1,878,000, WITH A YEAR-END VALUE OF $1,878,000. THE CORPORATION DID NOT HAVE AN INTEREST IN, OR SIGNATURE OR OTHER AUTHORITY OVER ANY FINANCIAL ACCOUNTS IN FOREIGN COUNTRIES. true CENTER FOR STATE & LOCAL GOV'T EXCELLENCE INC 777 N CAPITOL ST NE WASHINGTON DC 20002 262661207 501(C)(3) 1276858 SEE PART IV 1 0 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 502831 0 543334 0 114202 0 86884 0 1692 0 1248943 0 0 0 ROBERT O'NEILL DIRECTOR 7780 394243 0 4203 0 0 0 59000 0 33041 7780 490487 0 0 ELIZABETH GLISTA FORMER TREAS/CHIEF RISK OFF 234117 0 227489 0 10700 0 59379 0 34029 0 565714 0 0 0 MICHAEL GUARASCI TREASURER/CFO 370153 0 209333 0 147311 0 38654 0 34215 0 799666 0 100000 0 GEORGE SUZICH ASST TREAS/FINANCE MVP 245532 0 177259 0 1573 0 26500 0 22589 0 473453 0 0 0 PATRICIA VAUSE ASST TREAS/FINANCE VP 170341 0 124409 0 19223 0 26500 0 12669 0 353142 0 0 0 RICHARD WHITTY ASST TREAS/FINANCE VP 179773 0 117767 0 873 0 26500 0 34574 0 359487 0 0 0 BARBARA STOTLER ASST TREAS/FINANCE DIRECTOR 131793 0 37939 0 2920 0 17567 0 34701 0 224920 0 0 0 ANGELA MONTEZ SECRETARY/GEN COUNSEL 299939 0 299450 0 19427 0 48192 0 3508 0 670516 0 0 0 THOMAS MCANDREWS ASST SEC/DEPUTY GEN CNSL 267936 0 202340 0 442 0 26500 0 31180 0 528398 0 0 0 ERICA MCFARQUHAR ASST SEC/SENIOR COUNSEL 198707 0 49091 0 812 0 25273 0 14175 0 288058 0 0 0 GREGORY DYSON SENIOR VICE PRESIDENT 324615 0 587789 0 9531 0 26500 0 34786 0 983221 0 0 0 CHRISTOPHER MATZKE SENIOR VICE PRESIDENT 285987 0 478729 0 1371 0 42588 0 32902 0 841577 0 0 0 WAYNE WICKER SENIOR VICE PRESIDENT 460962 0 1368170 0 343745 0 26500 0 35399 0 2234776 0 0 0 DAVID BRAVERMAN MANAGING VICE PRESIDENT 287499 0 621355 0 20042 0 26500 0 35398 0 990794 0 0 0 KAREN CHONG-WULFF MANAGING VICE PRESIDENT 334879 717039 0 20261 0 26500 0 25208 0 1123887 0 0 0 JULIE DELLINGER MANAGING VICE PRESIDENT 306007 0 665823 0 20897 0 26500 0 35582 0 1054809 0 0 0 CATHERINE LEGGETT SENIOR VICE PRESIDENT 189612 0 248451 0 215019 0 26500 0 15242 0 694824 0 0 0 KARLA GILL SENIOR VICE PRESIDENT 286166 0 157000 0 136097 0 34464 0 33904 0 647631 0 0 0 SCHEDULE J, PART I, LINE 1A: FIRST-CLASS TRAVEL: THE CORPORATION'S TRAVEL GUIDELINES PROVIDE DIRECTORS WITH THE OPTION OF FIRST-CLASS TRAVEL WHEN IT INVOLVES EXTENUATING CIRCUMSTANCES, SUCH AS LATE NIGHT ARRIVALS AND LONGER FLIGHT TIMES. WHILE ATTENDING BOARD MEETINGS IN 2016, FIVE OF TEN DIRECTORS USED THIS OPTION. TRAVEL FOR COMPANIONS: IN CONSIDERATION OF PERSONAL AND FAMILY OBLIGATIONS, THE CORPORATION'S 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 ASSISTANCE. IN 2016, 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 2016 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. DURING 2016, SENIOR VICE PRESIDENT CHRISTOPHER MATZKE WAS THE ONLY PERSON LISTED IN FORM 990, PART VII, SECTION A, WHO WAS ELIGIBLE AND APPROVED BY THE BOARD TO PARTICIPATE AND CONTINUE TO EARN UNVESTED CREDIT TOWARD RETIREMENT BENEFITS UNDER THE 2000 PLAN. AMOUNTS REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN C FOR THIS UNVESTED PARTICIPANT INCLUDED AN ANNUAL INCREASE IN THE PRESENT VALUE OF ACCRUED BENEFITS UNDER THE PLAN AS DETERMINED BY THE CORPORATION'S ACTUARIES. ALL OTHER ELIGIBLE AND APPROVED PLAN PARTICIPANTS LISTED IN FORM 990, PART VII, SECTION A, EARNED VESTED CREDIT TOWARD RETIREMENT BENEFITS UNDER THIS 2000 PLAN. DURING 2016, THIS GROUP INCLUDED THE FOLLOWING INDIVIDUALS: WAYNE WICKER AND CATHERINE LEGGETT. GREGORY DYSON ALSO REMAINED ELIGIBLE TO PARTICIPATE IN THE 2000 PLAN DURING 2016, BUT DID NOT HAVE ANY REPORTABLE BENEFITS FOR THE CURRENT YEAR. 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 $323,000 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 2016 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. THE COMPENSATION TOTAL REPORTED IN FORM 990, SCHEDULE J, PART II, COLUMN B(III) INCLUDES $114,000 REPRESENTING A VESTED CREDIT TOWARDS ANY SUCH RETIREMENT PAYMENTS UNDER THIS PLAN, ALONG WITH A PAYMENT OF $81,000 UNDER THIS PLAN. THE CORPORATION REPORTED THESE AMOUNTS AS TAXABLE INCOME TO THIS PARTICIPANT IN 2016 PURSUANT TO THE REQUIREMENTS OF SECTIONS 61 AND 457(F) OF THE INTERNAL REVENUE CODE. DURING 2016, 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 $90,000 REPRESENTING A VESTED CREDIT TOWARDS ANY SUCH FUTURE RETIREMENT PAYMENTS. THE CORPORATION REPORTED THIS AMOUNT AS TAXABLE INCOME TO THIS PARTICIPANT IN 2016 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 2016, THIS GROUP INCLUDED THE FOLLOWING INDIVIDUALS: ELIZABETH GLISTA, MICHAEL GUARASCI, ANGELA MONTEZ, AND KARLA GILL. SCHEDULE J, PART I, LINE 7: NON-FIXED PAYMENTS: THE CORPORATION OFFERS SHORT-TERM, FUNCTIONAL, AND LONG-TERM INCENTIVE COMPENSATION PROGRAMS FOR CERTAIN EXECUTIVES. 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 PERSONS LISTED ON FORM 990, SCHEDULE J, PART II EARNED AND RECEIVED A FORM OF SUCH PAYMENTS DURING 2016. SCHEDULE J, PART II, LINE 3(I), COLUMN E AND FORM 990, PART IX, LINE 6: THIS AMOUNT 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 CORPORATIONS TREASURER AND CFO, AND AS A FORMER OFFICER, SUCH COMPENSATION IS ALSO SHOWN ON FORM 990, PART VII, SECTION A, LINE 28 AND 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 2016, ROBERT SCHULTZE AND ROBERT O'NEILL 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. DURING 2016, THOMAS LUNDY ALSO SERVED AS DIRECTOR ON THE BOARD OF THE VANTAGEPOINT FUNDS, AN INVESTMENT COMPANY IN WHICH CERTAIN OF THE RETIREMENT PLANS ADMINISTERED BY THE CORPORATION INVEST THEIR ASSETS. LIKEWISE, ROBERT SCHULTZE, MICHAEL GUARASCI, GEORGE SUZICH, RICHARD WHITTY, TOM MCANDREWS AND ANGELA MONTEZ 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 2016 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 2016, 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 GUARSCI (TREASURER, CHIEF FINANCIAL OFFICER); ANGELA MONTEZ (SECRETARY, GENERAL COUNSEL); GREGORY DYSON (SENIOR VICE PRESIDENT); CHRISTOPHER MATZKE (SENIOR VICE PRESIDENT); WAYNE WICKER (SENIOR VICE PRESIDENT); KARLA GILL (SENIOR VICE PRESIDENT); CATHERINE LEGGETT (SENIOR VICE PRESIDENT); DAVID BRAVERMAN (MANAGING VICE PRESIDENT); KAREN CHONG-WULFF (MANAGING VICE PRESIDENT); JULIE DELLINGER (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 TRAVEL COSTS OF COMPANION OR FAMILY MEMBERS ACCOMPANYING THEM TO BOARD MEETINGS, AND, WHEN APPROPRIATE, MAY 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 ----------------------- ----------------------- ------------ DELOITTE CONSULTING, LLP STRATEGIC CONSULTING $8,673,376 4022 SELLS DRIVE HERMITAGE, TN 37076 CDW DIRECT, LLC INFORMATION SYSTEMS $1,457,333 200 NORTH MILWAUKEE AVENUE VERNON HILLS, IL 60061 IRON BOW TECHNOLOGIES, LLC INFORMATION SYSTEMS $1,021,262 4800 WESTFIELDS BLVD., STE. 300 CHANTILLY, VA 20151 DIMENSION DATA NORTH AMERICA INFORMATION SYSTEMS $ 795,601 7808 CREEKRIDGE CIRCLE, SUITE 250 EDINA, MN 55439 MORGAN, LEWIS & BOCKIUS LLP LEGAL SERVICES $ 682,403 1111 PENNSYLVANIA AVENUE NW WASHINGTON, DC 20004-2541 ----------- TOTAL $12,629,975 GENERAL STATEMENT 10 FORM 990, PART XI, LINE 9: CHANGE IN UNRECOGNIZED NONQUALIFIED RETIREMENT PLAN COSTS <24,996> CHANGE IN AN INVESTMENT ACCOUNTED FOR USING THE EQUITY METHOD <102,143> --------- TOTAL TO FORM 990, PART XI, LINE 9 <127,139> ICMA-RC SERVICES LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522138303 SEE PART VII DE 906682 1136854 ICMA-RC VANTAGEPOINT TRANSFER AGENTS LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522138305 SEE PART VII DE 158958251 0 ICMA-RC VANTAGEPOINT INVESTMENT ADVISORS LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 522138307 SEE PART VII DE 25187939 0 ICMA-RC VANTAGETRUST COMPANY LLC 777 N CAPITOL ST NE STE 600 WASHINGTON DC 20002 SEE PART VII NH 131916266 2512371 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 3280737 9642156 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-REGISTERED BROKER-DEALER: DISTRIBUTES MUTUAL FUND & RETIREMENT TRUST INTERESTS. PART I, LINE 2 VANTAGEPOINT TRANSFER SEC-REGISTERED AGENTS, LLC TRANSFER AGENT: SERVICES RETIREMENT TRUST & MUTUTAL FUND ASSETS. PART I, LINE 3 VANTAGEPOINT INVESTMENT SEC-REGISTERED ADVISOR: ADVISERS, LLC MANAGES MUTUAL FUND ASSETS HELD BY RETIREMENT TRUST. PART I, LINE 4 VANTAGETRUST COMPANY, LLC STATE-REGULATED TRUST COMPANY: MANAGES RETIREMENT PLAN ASSETS. PART II, LINE 1 INTERNATIONAL CITY/COUNTY DEVELOPING AND ADVANCING MANAGEMENT ASSOCIATION PROFESSIONAL LOCAL GOVERNMENT MANAGEMENT. PART IV, LINE 1 CENTER FOR PUBLIC REIT HOLDING THE ADMINISTRATION AND HEADQUARTERS OFFICE SERVICE, INC. BUILDING.