2017-06-28T09:07:56-05:00 2016-08-31 420714325 RSM US LLP 201 FIRST ST SE SUITE 800 CEDAR RAPIDS IA 52401 990 2015-09-01 420841485 ACT INC ACTI 3193371000 PO BOX 168 IOWA CITY IA 522430168 THOMAS J GOEDKEN CFO/TREASURER 3193371000 2017-06-20 1 CARLEY UMSTEAD P00982177 3192985333 2015 2021-01-29 14:40:06Z MARTEN ROORDA PO BOX 168 IOWA CITY IA 522430168 762069474 0 X WWW.ACT.ORG X 1960 IA HELPING PEOPLE ACHIEVE EDUCATION AND WORKPLACE SUCCESS 13 9 1598 675 0 0 0 0 334242998 340379936 14996477 16894579 0 0 349239475 357274515 3764644 4883371 0 0 136943269 125097273 0 0 0 198810913 204917514 339518826 334898158 9720649 22376357 527915702 542058962 102516928 98702911 425398774 443356051 X ACT, INC. (ACT) WAS ESTABLISHED AS A CORPORATION NOT FOR PECUNIARY PROFIT UNDER THE LAWS OF THE STATE OF IOWA ON AUGUST 23, 1960. THE PURPOSE AND MISSION OF ACT IS TO ADVANCE EDUCATION BY PROVIDING PROGRAMS, SERVICES, AND CONDUCTING RESEARCH THAT ASSISTS: A) INDIVIDUALS PLANNING AND PURSUING EDUCATION AND TRAINING, B) EDUCATORS DELIVERING INSTRUCTION AND TRAINING, AND C) POLICY MAKERS CONCERNED WITH ENSURING THAT INDIVIDUALS ARE READY FOR EDUCATION AND WORKPLACE SUCCESS. 0 0 268699052 2773665 315283927 EDUCATION ASSESSMENT PROGRAM - ACT'S EDUCATION ASSESSMENT PROGRAM IS DESIGNED AND DEVELOPED TO INFORM INDIVIDUALS (AND THOSE HELPING THEM) ABOUT THE KNOWLEDGE AND SKILLS NEEDED FOR SUCCESS IN EDUCATION AND EVENTUALLY CAREER. INFORMATION RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLE INDIVIDUALS TO PREPARE THEMSELVES FOR A NEXT LEVEL OF EDUCATION AND/OR TRAINING. THE ASSESSMENTS PROVIDE EDUCATORS AND TRAINERS WITH INFORMATION USEFUL IN GUIDING THEIR TEACHING AND INSTRUCTION. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS FACILITATES RESEARCH ON EFFECTIVE EDUCATIONAL PRACTICES OF VALUE TO NATIONAL, STATE AND LOCAL EDUCATORS AND POLICY MAKERS. 36640780 2109706 25096009 WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM - ACT'S WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM IS COMPLEMENTARY OF ITS EDUCATION ASSESSMENT PROGRAM IN THAT IT FOCUSES ON HELPING INDIVIDUALS TO ACQUIRE THE SKILLS THAT THEY NEED FOR SUCCESS IN THE WORKPLACE. THE PROGRAM IS A COMPONENT PART OF THE OVERALL EDUCATION PROCESS AND HELPS INDIVIDUALS TO UNDERSTAND THE SKILLS THEY WILL NEED TO BE READY FOR WORKPLACE RELATED EDUCATION AND TRAINING PROGRAMS. THE ASSESSMENTS ARE USED WIDELY BY EDUCATORS AND TRAINERS TO PRESCRIBE AND PROVIDE INSTRUCTIONAL INTERVENTIONS FOR THOSE INDIVIDUALS. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLES RESEARCH ON NATIONAL, STATE, AND REGIONAL SKILL GAPS IN THE LABOR POOL AND FACILITATES DECISIONS AND STRATEGIES FOR ADDRESSING THEM. 305339832 1 0 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 X 14259 0 1 1598 1 0 1 AS CH KS ID NL HK 0 0 0 0 0 0 0 0 X 13 9 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 0 1 1 CA IL IN MA MN NH NY OH X THOMAS J GOEDKEN 3193371000 500 ACT DRIVE IOWA CITY IA 522430168 X MARTEN ROORDA CEO/DIRECTOR (EFF. 10/01/2015) 40.00 X X 220137 0 25341 ROBERT M BERDAHL CHAIRMAN OF THE BOARD 3.00 X X 60375 0 0 CHAD P WICK VICE CHAIR 3.00 X X 61375 0 0 VIVIEN STEWART TEITELBAUM SECRETARY (UNTIL 12/31/15) 3.00 X X 54000 0 0 JOSEPH A AGUERREBERE JR DIRECTOR 3.00 X 57000 0 0 DIXIE L AXLEY DIRECTOR 3.00 X 57500 0 0 JAMES E BOSTIC JR DIRECTOR 3.00 X 49000 0 0 SARITA E BROWN DIRECTOR 3.00 X 53000 0 0 WALTER C BUMPHUS DIRECTOR 3.00 X 54167 0 0 DANIEL A DOMENECH DIRECTOR 2.00 X 40500 0 0 D ROBERT GRAHAM DIRECTOR 3.00 X 47500 0 0 DIANA NATALICIO DIRECTOR 3.00 X 49000 0 0 THOMAS G ROTHERHAM DIRECTOR 3.00 X 61500 0 0 THOMAS J GOEDKEN CFO/TREASURER 48.00 2.00 X 444661 0 58197 SARA NETOLICKY SECRETARY (EFF. 01/01/16) 43.00 2.00 X 277695 0 35677 PATRICIA COX STEINBRECH SR. VP CORPORATE SYSTEMS 40.00 X 420348 0 48934 RICHARD PATZ CHIEF MEASUREMENT OFFICER 40.00 X 687483 0 38474 JANET E GODWIN CHIEF OPERATING OFFICER 47.00 X 390298 0 55603 LUCAS KUHLMANN VP CORPORATE SYSTEMS 41.00 X 191489 0 35554 LAMAR C BUNTS VP INTERNATIONAL PROGRAMS 40.00 X 323264 0 30574 WAYNE CAMARA SR. VICE PRESIDENT 40.00 X 423886 0 32931 L MIGUEL ENCARNACAO SR. VICE PRESIDENT 40.00 X 312378 0 41697 JAMES LARIMORE CHIEF OFFICER EQUITY IN LEARNING 40.00 X 284444 0 39755 JENNIFER M YI BOYER SR. VICE PRESIDENT 40.00 X 327589 0 44167 JON S WHITMORE FORMER CEO/DIRECTOR 40.00 2.00 X 704236 0 62590 JON L ERICKSON FORMER PRESIDENT & COO EDUCATION 40.00 X 736170 0 10894 CARL A COHN FORMER DIRECTOR 3.00 X 51750 0 0 MARK D MUSICK FORMER DIRECTOR 5.00 X 43500 0 18000 RICHARD W RILEY FORMER DIRECTOR 3.00 X 15000 0 18000 BELLE S WHEELAN FORMER DIRECTOR 3.00 X 34500 0 0 KAREN A HOLBROOK FORMER DIRECTOR 2.00 X 16100 0 0 CHARLES B REED FORMER DIRECTOR 2.00 X 16000 0 0 6565845 0 596388 237 1 1 1 NCS PEARSON 21510 N DODGE ST IOWA CITY IA 52245 COMPUTER PROCESSING 31389411 ATOS IT SOLUTIONS 2500 WESTCHESTER AVE 300 PURCHASE NY 10577 IT SUPPORT 14649176 FEDEX CORPORATION PO BOX 94515 PALATINE IL 60094 DELIVERY SERVICES 5907178 TAVANT TECHNOLOGIES INC 311 JAY ST 101 SANTA CLARA CA 95054 IT CONSULTING 3094500 SIRIUS COMPUTER SOLUTIONS INC 10100 REUNION PLACE 500 SAN ANTONIO TX 78216 IT SUPPORT 2930104 136 EDUCATIONAL ASSESSMENT 611710 315283927 315283927 WORKFORCE DEVELOPMENT 541900 25096009 25096009 340379936 7606472 7606472 414083066 404717693 77266 9365373 -77266 9288107 9288107 357274515 340379936 0 16894579 X 4883371 4883371 4344485 2485405 1859080 91014552 81475171 9539381 9304740 8170419 1134321 13417027 8140013 5277014 7016469 6161106 855363 1796611 61635 1734976 227177 57417 169760 659193 659193 972268 972268 90599575 88724415 1875160 1382769 1034382 348387 25902674 23586692 2315982 14381724 14142659 239065 375551 375551 5101346 4694509 406837 5330615 4547169 783446 2864897 2365481 499416 424319 424319 8141982 7440874 701108 661687 661687 TEST ADMINISTRATION 38355399 38355399 MEMBERSHIP FEES 1116868 848197 268671 BAD DEBTS 398737 398737 6224122 6307718 -83596 334898158 305339832 29558326 0 43277403 33228633 30041815 39811496 848572 0 2083854 1581124 10957709 8303057 125504133 67416537 62910907 58087596 299424468 297880427 9785724 18572235 55819157 72197528 7401843 7045408 5364250 5351458 527915702 542058962 43665013 39289820 26030223 28303818 28420000 27200000 4401692 3909273 102516928 98702911 X 421996665 442623393 3402109 732658 425398774 443356051 527915702 542058962 X 22376357 2547861 -6966941 X X 0 1 X 1 0 X 749195 749195 271933101 287574210 309094886 334242998 340397936 1543243131 272682296 287574210 309094886 334242998 340397936 1543992326 873375 224851 849640 24833637 21330491 48111994 28298434 27380397 36623158 40913316 29050661 162265966 29171809 27605248 37472798 65746953 50381152 210377960 1333614366 11520866 7454107 6645727 6648528 7606472 39875700 11520866 7454107 6645727 6648528 7606472 39875700 1069356 55486 1124842 285272518 295028317 315796099 340891526 348004408 1584992868 0.84140 0.84360 0.02520 0.02590 X 0 1 0 0 0 0 1 841490 0 0 841490 0 PART II-B, LINE 1: ACT HAS CERTAIN EMPLOYEES LOCATED IN WASHINGTON, D.C. THAT ARE REGISTERED LOBBYISTS. IN ADDITION, ACT CONTRACTED WITH LOBBYING FIRMS DURING THE YEAR TO ASSIST IN MONITORING FEDERAL AND STATE LEGISLATIVE ACTIVITY AND HELPING TO STRENGTHEN ACT'S RELATIONSHIPS WITHIN EACH STATE CONCERNING ACT INITIATIVES AND PROGRAMS. OF THE AMOUNT REPORTED, $825,588 REPRESENTS DIRECT EXPENDITURES BY THE FILING ORGANIZATION AND $15,902 REPRESENTS THE FILING ORGANIZATION'S SHARE OF LOBBYING ACTIVITIES CONDUCTED BY A JOINT VENTURE, ACT ASPIRE, LLC. 4755955 4755955 55441221 20178774 35262447 19706157 7374241 12331916 45287498 39863522 5423976 313302 313302 58087596 PRIVATE EQUITY INVESTMENTS 6994804 C INVESTMENTS IN JOINT VENTURE 27362080 C INVESTMENT IN FOREIGN SUBSIDIARIES 5584739 C INVESTMENT IN ACT FOUNDATION 32255905 C 72197528 INTEREST RATE SWAP 1198593 POST RETIREMENT BENEFIT PLAN OBLIGATIONS 2710680 3909273 X 371649859 2547861 11750217 14298078 357351781 -77266 -77266 357274515 351023131 77266 16047707 16124973 334898158 0 334898158 PART X, LINE 2: FIN 48 FOOTNOTE FROM AUDITED FINANCIAL REPORT: ACT AND ACT FOUNDATION, BOTH EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE, MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAXES ON ANY NET INCOME FROM UNRELATED BUSINESS ACTIVITIES AND FILE FORMS 990 (RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX) ANNUALLY AND UNRELATED BUSINESS INCOME (UBI) IS REPORTED ON FORM 990-T, AS APPROPRIATE. ACT HAS CERTAIN REVENUE FROM PROGRAMS AND SERVICES THAT, BY VIRTUE OF A 1980 AGREEMENT WITH THE INTERNAL REVENUE SERVICE (IRS), IS DEEMED TO BE UNRELATED TO ITS TAX-EXEMPT PURPOSE AND, THEREFORE, MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAX. THE ENTITIES CONSOLIDATED INTO ACT INTERNATIONAL B.V. ARE NOT DIRECTLY SUBJECT TO U.S. INCOME TAX AND SUCH INCOME AND LOSS OF SUCH FOREIGN ENTITIES ARE NOT INCLUDED IN THE U.S. TAXABLE INCOME OF ACT. MANAGEMENT HAS EVALUATED THEIR MATERIAL TAX POSITIONS, WHICH INCLUDE SUCH MATTERS AS THE TAX EXEMPT STATUS AND VARIOUS POSITIONS RELATIVE TO POTENTIAL SOURCES OF UBI. AS OF AUGUST 31, 2016 AND 2015, THERE WERE NO UNCERTAIN TAX BENEFITS IDENTIFIED AND RECORDED AS A LIABILITY AND ANY AMOUNTS OWED RELATED TO UBI ARE IMMATERIAL TO THE FINANCIAL STATEMENTS AS A WHOLE. FORMS 990 AND 990-T FILED BY ACT ARE SUBJECT TO EXAMINATION BY THE IRS UP TO THREE YEARS FROM THE EXTENDED DUE DATE OF EACH RETURN. FORMS 990 AND 990-T FILED BY ACT ARE NO LONGER SUBJECT TO EXAMINATION FOR THE YEARS ENDED AUGUST 31, 2012 AND PRIOR. PART XI, LINE 2D - OTHER ADJUSTMENTS: NET DEPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS -6,184. INTERCOMPANY REVENUE - ACT INTERNATIONAL CONSOLIDATED -81,389. INTERCOMPANY REVENUE - ACT ASSESSMENT TECHNOLOGIES CONSOLIDATED -13,909,349. INTERCOMPANY REVENUE - ACT FOUNDATION -4,039,113. ACT INTERNATIONAL CONSOLIDATED REVENUE - SEPARATE ENTITIES 3,902,749. ACT ASSESSMENT TECHNOLOGIES CONSOLIDATED REVENUE - SEPARATE ENTITIES 21,691,270. ACT FOUNDATION REVENUE - SEPARATE ENTITY 4,588,136. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -1,923,400. ACT FOUNDATION NET APPRECIATION IN FAIR VLAUE OF INTEREST RATE SWAPS 1,527,497. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON SALE OF EQUIPMENT -77,266. PART XII, LINE 2D - OTHER ADJUSTMENTS: INTERCOMPANY EXPENSE - ACT INTERNATIONAL CONSOLIDATED -81,389. INTERCOMPANY EXPENSE - ACT ASSESSMENT TECHNOLOGIES CONSOLIDATED -13,909,349. INTERCOMPANY EXPENSE - ACT FOUNDATION -4,039,113. ACT INTERNATIONAL CONSOLIDATED EXPENSES - SEPARATE ENTITIES 3,000,636. ACT ASSESSMENT TECHNOLOGIES CONSOLIDATED EXPENSES - SEPARATE ENTITIES 27,543,639. ACT FOUNDATION EXPENSE - SEPARATE ENTITY 3,533,283. CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES TESTING SERVICES 118345 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES TESTING SERVICES 1584505 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES TESTING SERVICES 430643 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 60268 NORTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 4745844 RUSSIA AND NEIGHBORING STATES 0 0 PROGRAM SERVICES TESTING SERVICES 147931 SOUTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 164368 SOUTH ASIA 0 0 PROGRAM SERVICES TESTING SERVICES 58077 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 49310 ANTARCTICA 0 0 PROGRAM SERVICES TESTING SERVICES 1096 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM-RELATED INVESTMENTS 5584739 0 0 0 0 0 0 7309981 5635145 12945126 0 0 1 0 0 1 PART I, LINE 3: THE FOREIGN EXPENDITURES FOR PROGRAM SERVICES REPORTED IN COLUMN (F) RELATE TO THE ADMINISTRATION OF ACT ASSESSMENTS INTERNATIONALLY. ACT MAY HAVE OTHER FOREIGN EXPENDITURES IN THE REGIONS LISTED THAT SUPPORT THE PROGRAMS OF ACT'S FOREIGN SUBSIDIARIES. THESE AMOUNTS ARE NOT SEPARATELY TRACKED AND ARE NOT REFLECTED IN THE AMOUNTS REPORTED. 1 ACT FOUNDATION 500 ACT DRIVE IOWA CITY IA 52243 272574917 501(C)(3) 4039113 N/A N/A GENERAL SUPPORT DIVERSITY FOCUS 222 2ND ST SE CEDAR RAPIDS IA 524011407 203420207 501(C)(3) 50000 N/A N/A 2016 INVESTOR CONTRIBUTION GEORGIA TECH FOUNDATION INC 760 SPRING ST NW STE 400 ATLANTA GA 30308 586043294 501(C)(3) 15000 N/A N/A 2016 INVESTOR CONTRIBUTION IOWA CITY AREA DEVELOPMENT GROUP INC 316 E COURT ST IOWA CITY IA 52240 421234837 501(C)(6) 35000 N/A N/A FY2016 INVESTMENT CONTRIBUTION IOWA CITY COMMUNITY SCHOOL DISTRICT FOUNDATION 1725 N DODGE ST IOWA CITY IA 52245 421177023 501(C)(3) 74700 N/A N/A SUPPORT OF ICCSD COMPLEMENTARY LEARNING PROGRAM JUNIOR ACHIEVEMENT OF EASTERN IOWA INC PO BOX 331 NORTH LIBERTY IA 52317 420919209 501(C)(3) 5200 N/A N/A PROGRAM MATERIALS AND THE TITAN CHALLENGE MAKE A WISH FOUNDATION OF IOWA 3024 104TH ST URBANDALE IA 50322 421310530 501(C)(3) 10000 N/A N/A FUND-A-WISH UNITED WAY OF JOHNSON COUNTY 1150 5TH ST CORALVILLE IA 52241 426062055 501(C)(3) 44758 N/A N/A MATCHING CONTRIBUTION FOR UNITED WAY CAMPAIGN AMERICAN COUNCIL ON EDUCATION 1 DUPONT CIR NW WASHINGTON DC 20036 530196573 501(C)(3) 400000 N/A N/A SUPPORT FOR AMERICAN COLLEGE APPLICATION CAMPAIGN UNIVERSITY OF CALIFORNIA LOS ANGELES 10920 WILSHIRE BLVD STE 620 LOS ANGELES CA 90024 956006143 501(C)(3) 100000 N/A N/A SUPPORT FOR RACIAL HETEROGENEITY AND COLLEGE/CAREER READINESS AMERICAN COUNCIL ON EDUCATION 1 DUPONT CIR NW WASHINGTON DC 20036 530196573 501(C)(3) 5000 0 N/A N/A DGR STUDENT AID ALLIANCE CONTRIBUTION 9 1 PART I, LINE 2: ACT REVIEWS THE QUALIFICATIONS OF THOSE REQUESTING CONTRIBUTIONS TO ENSURE THAT THEY ARE NONPROFIT ORGANIZATIONS. ACT HAS CREATED AN EMPLOYEE COMMITTEE TO REVIEW ALL SUCH REQUESTS. REQUESTS UP TO $10,000 ARE APPROVED/DENIED BY THE COMMITTEE. REQUESTS OVER $10,000 ARE APPROVED/DENIED BY THE CEO. X X 1 1 X X X X X 0 1 0 0 0 0 0 1 0 MARTEN ROORDA CEO/DIRECTOR (EFF. 10/01/2015) 142227 0 0 0 77910 0 10015 0 15326 0 245478 0 0 0 THOMAS J GOEDKEN CFO/TREASURER 356506 0 67990 0 20165 0 43576 0 14621 0 502858 0 0 0 SARA NETOLICKY SECRETARY (EFF. 01/01/16) 217569 0 41576 0 18550 0 28428 0 7249 0 313372 0 0 0 PATRICIA COX STEINBRECH SR. VP CORPORATE SYSTEMS 336525 0 64478 0 19345 0 30755 0 18179 0 469282 0 0 0 RICHARD PATZ CHIEF MEASUREMENT OFFICER 394255 0 274160 0 19068 0 36605 0 1869 0 725957 0 0 0 JANET E GODWIN CHIEF OPERATING OFFICER 308316 0 80828 0 1154 0 37440 0 18163 0 445901 0 0 0 LUCAS KUHLMANN VP CORPORATE SYSTEMS 172657 0 16759 0 2073 0 16146 0 19408 0 227043 0 0 0 LAMAR C BUNTS VP INTERNATIONAL PROGRAMS 248554 0 53560 0 21150 0 24102 0 6472 0 353838 0 0 0 WAYNE CAMARA SR. VICE PRESIDENT 339005 0 62918 0 21963 0 30827 0 2104 0 456817 0 0 0 L MIGUEL ENCARNACAO SR. VICE PRESIDENT 262089 0 47827 0 2462 0 23607 0 18090 0 354075 0 0 0 JAMES LARIMORE CHIEF OFFICER EQUITY IN LEARNING 236316 0 43200 0 4928 0 21600 0 18155 0 324199 0 0 0 JENNIFER M YI BOYER SR. VICE PRESIDENT 276525 0 50618 0 446 0 24984 0 19183 0 371756 0 0 0 JON S WHITMORE FORMER CEO/DIRECTOR 436122 0 132300 0 135814 0 49786 0 12804 0 766826 0 0 0 JON L ERICKSON FORMER PRESIDENT & COO EDUCATION 339800 0 0 0 396370 0 0 0 10894 0 747064 0 159558 0 CARL A COHN FORMER DIRECTOR 51750 0 0 0 0 0 0 0 0 0 51750 0 0 0 MARK D MUSICK FORMER DIRECTOR 43500 0 0 0 0 0 18000 0 0 0 61500 0 0 0 RICHARD W RILEY FORMER DIRECTOR 15000 0 0 0 0 0 18000 0 0 0 33000 0 0 0 BELLE S WHEELAN FORMER DIRECTOR 34500 0 0 0 0 0 0 0 0 0 34500 0 0 0 KAREN A HOLBROOK FORMER DIRECTOR 16100 0 0 0 0 0 0 0 0 0 16100 0 0 0 CHARLES B REED FORMER DIRECTOR 16000 0 0 0 0 0 0 0 0 0 16000 0 0 0 PART I, LINE 1A ACT'S TRAVEL POLICY GENERALLY PROHIBITS FIRST CLASS TRAVEL AT ACT'S EXPENSE. THE POLICY DOES ALLOW LIMITED EXCEPTIONS FOR FIRST CLASS TRAVEL AT ACT'S EXPENSE UNDER CIRCUMSTANCES REQUIRING EXTENDED UNINTERRUPTED FLIGHTS. IN ADDITION, TEAM MEMBERS ARE ELIGIBLE TO FLY FIRST CLASS IF THERE IS NO ADDITIONAL EXPENSE TO ACT (I.E., USE OF TRAVEL POINTS). ONE OFFICER, TWO KEY EMPLOYEES, ONE HIGHEST COMPENSATED EMPLOYEE, ONE FORMER OFFICER, AND ONE FORMER DIRECTOR WERE PROVIDED WITH FIRST CLASS TRAVEL. NO AMOUNT WAS TREATED AS TAXABLE COMPENSATION TO THE LISTED PERSONS. ACT PROVIDED A MOVING ALLOWANCE FOR MARTEN ROORDA THAT WAS GROSSED UP FOR TAXES. THE MOVING ALLOWANCE AND GROSS UP WERE APPROVED BY THE BOARD OF DIRECTORS AND CEO AS A TOTAL COMPENSATION PACKAGE PROVIDED TO MARTEN ROORDA. PART I, LINE 4B ACT MAINTAINS A NON-QUALIFIED DEFERRED COMPENSATION PLAN UNDER SECTION 457(F) OF THE INTERNAL REVENUE CODE FOR CERTAIN LISTED PERSONS. THE PLAN DOES NOT ALLOW ELIGIBLE EMPLOYEES TO MAKE ELECTIVE CONTRIBUTIONS BUT DOES PROVIDE FOR ACT TO MAKE DISCRETIONARY CONTRIBUTIONS TO ELIGIBLE EMPLOYEES. THE PLAN HAD NO PARTICIPANTS DURING THE FISCAL YEAR AUGUST 31, 2016, AND NO LISTED PERSONS THAT PARTICIPATED IN THIS PLAN IN PREVIOUS YEARS RECEIVED DISTRIBUTIONS DURING CALENDAR YEAR 2015. ACT MAINTAINS A LEGACY EARLY RETIREMENT PLAN THAT HAS BEEN CLOSED TO NEW ENTRANTS. TO BE ELIGIBLE, THE EMPLOYEE MUST HAVE COMPLETED 20 YEARS OF CONTINUOUS SERVICE AND RETIRE BETWEEN THE AGES OF 60 AND 65. THE PLAN PROVIDES FOR THE PAYMENT OF CERTAIN RETIREMENT BENEFITS BASED ON SALARY OF THE EMPLOYEE AT DATE OF RETIREMENT. PART II, COLUMN (C), DEFERRED COMPENSATION INCLUDES THE INCREASE OR DECREASE IN ACTUARIAL VALUE THAT HAS OCCURRED TO AN INDIVIDUAL'S VESTED BALANCE DURING THE YEAR. ONE LISTED PERSON, JON L. ERICKSON, PARTICIPATED IN AND RECEIVED A DISTRIBUTION FROM THIS PLAN DURING THE YEAR IN THE AMOUNT OF $312,000. OF THIS AMOUNT, $159,588 WAS REPORTED AS DEFERRED COMPENSATION ON A PRIOR YEAR FORM 990. FISCAL YEAR 2016 IS THE FINAL YEAR FOR THE LEGACY EARLY RETIREMENT PLAN. PART I, LINE 7 ACT HAS IMPLEMENTED A BONUS PLAN FOR CERTAIN LEADERSHIP EMPLOYEES THAT ENABLES THEM TO EARN ADDITIONAL COMPENSATION BASED ON THE ACHIEVEMENT OF CERTAIN GOALS. SUCH BONUSES HAVE A MAXIMUM AMOUNT THAT IS A PERCENTAGE OF THE INDIVIDUAL'S BASE COMPENSATION. THESE PAYMENTS ARE CONSIDERED NON-FIXED AS THEY ARE DISCRETIONARY IN NATURE AND ARE BASED PRIMARILY ON PERFORMANCE, WHICH DOES NOT INCLUDE PERFORMANCE BASED UPON NET INCOME OR REVENUE. THIS BONUS PLAN IS REVIEWED AND APPROVED BY THE BOARD OF DIRECTORS. FORM 990, PART VII, SECTION A, LINE 5 AND SCH J, PART II: CARL COHN'S BASE COMPENSATION OF $51,750 WAS PAID BY URBAN SCHOOL IMAGINEERS, AN UNRELATED ORGANIZATION OF WHICH COHN IS A PRINCIPAL. THIS AMOUNT REPRESENTS COMPENSATION FOR SERVICES PROVIDED TO ACT. COMPENSATION REPORTED FOR FORMER CEO/DIRECTOR JON S. WHITMORE, FORMER DIRECTORS CARL A. COHN, MARK D. MUSICK, RICHARD W. RILEY, AND BELLE S. WHEELAN REPRESENTS CALENDAR YEAR 2015 COMPENSATION FOR SERVICES PROVIDED DURING ACT'S FISCAL YEAR ENDING AUGUST 31, 2015. COMPENSATION REPORTED FOR FORMER DIRECTORS KAREN A. HOLBROOK AND CHARLES B. REED REPRESENTS COMPENSATION FOR THEIR SERVICES PROVIDED IN RELATION TO THE CEO SEARCH DURING CALENDAR YEAR 2015. FORM 990, PART I, LINE 6, NUMBER OF VOLUNTEERS: ACT HAS STATE ORGANIZATIONS THAT SERVE AS ADVISORY AND ADVOCACY GROUPS TO FACILITATE COMMUNICATIONS BETWEEN ACT AND THE EDUCATIONAL INSTITUTIONS AND AGENCIES THAT PARTICIPATE IN ACT PROGRAMS. THESE ORGANIZATIONS ARE NOT SEPARATE LEGAL ENTITIES, BUT DO HAVE ORGANIZING BYLAWS. THE STATE ORGANIZATIONS PROVIDE FEEDBACK TO ACT ON ITS PROGRAMS AS THEY RELATE TO THE INFORMATION NEEDS OF INDIVIDUALS, SCHOOLS, AND AGENCIES IN THE STATE. THERE ARE 675 REPRESENTATIVES INCLUDING EDUCATORS, AGENCY PERSONNEL, LEADERS OF STATE ASSOCIATIONS, AND WORKFORCE PROFESSIONALS WHO ACTIVELY VOLUNTEER THEIR TIME TO SERVE IN AN ADVISORY CAPACITY BY ATTENDING MEETINGS WITH ACT REGIONAL AND NATIONAL OFFICE STAFF TO PROVIDE INPUT. FORM 990, PART VI, SECTION A, LINE 2 JOSEPH A. AGUERREBERE, JR. AND BELLE S. WHEELAN HAVE A BUSINESS RELATIONSHIP WITH SARITA E. BROWN TO THE EXTENT THAT THEY ARE DIRECTORS OF A TAX-EXEMPT ORGANIZATION THAT EMPLOYS SARITA E. BROWN. SOME CURRENT AND FORMER OFFICERS, DIRECTORS, AND KEY EMPLOYEES HAVE A BUSINESS RELATIONSHIP WITH OTHER CURRENT AND FORMER OFFICERS, DIRECTORS, AND KEY EMPLOYEES TO THE EXTENT THAT THEY ALSO SERVE TOGETHER ON THE BOARDS OF OTHER RELATED ENTITIES: (1) MARTEN ROORDA AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT INTERNATIONAL B.V. (2) MARTEN ROORDA AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT EDUCATION SOLUTIONS LTD (HONG KONG). (3) MARTEN ROORDA AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT EDUCATION SOLUTIONS (AUSTRALIA) PTY LTD. (4) MARTEN ROORDA AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT INFORMATION CONSULTING (SHANGHAI) CO LTD. (5) MARTEN ROORDA AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT BUSINESS SOLUTIONS B.V. (6) THOMAS J. GOEDKEN AND JANET E. GODWIN ARE DIRECTORS OF ACT ASSESSMENT TECHNOLOGIES, INC. (FKA ACT BRIDGE, INC.) (7) THOMAS J. GOEDKEN, MARTEN ROORDA, AND RICHARD PATZ ARE DIRECTORS OF ACT ASPIRE, LLC. (8) THOMAS J. GOEDKEN AND RICHARD PATZ ARE DIRECTORS OF PACIFIC METRICS CORPORATION. (9) THOMAS J. GOEDKEN AND RICHARD PATZ ARE DIRECTORS OF OPENED, INC. FORM 990, PART VI, SECTION B, LINE 11 PROCEDURES FOR REVIEW OF FORM 990 THE AUDIT COMMITTEE OF THE CORPORATION CONDUCTS A SUBSTANTIVE REVIEW OF THE FORM 990 PRIOR TO ITS FILING WITH THE ASSISTANCE OF THE CORPORATION'S SENIOR DIRECTOR OF TAX, PAYROLL AND CONTRACTS AND THE CORPORATION'S CHIEF FINANCIAL OFFICER, COUNSEL, AND STAFF. THE FINAL VERSION OF THE FORM 990 IS PROVIDED TO ALL OF THE MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS BEFORE IT IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C ACT HAS CREATED AN ETHICS ADVISORY COMMITTEE. MEMBERS OF THE ETHICS ADVISORY COMMITTEE REVIEW CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY EMPLOYEES AND ARE RESPONSIBLE FOR SEEING THAT CONFLICTS OF INTEREST ARE INVESTIGATED AND APPROPRIATELY ADDRESSED. THEY ALSO WORK CLOSELY WITH ACT'S HUMAN RESOURCES DEPARTMENT TO DEVELOP EDUCATION AND TRAINING PROGRAMS FOR EMPLOYEES REGARDING THE CONFLICTS OF INTEREST POLICY AND ETHICS ISSUES. THE ETHICS ADVISORY COMMITTEE REPORTS DIRECTLY TO THE AUDIT COMMITTEE OF ACT'S BOARD OF DIRECTORS. CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY DIRECTORS OR OFFICERS ARE REVIEWED AND ADDRESSED BY THE AUDIT COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15A COMPENSATION OF THE CEO IS DETERMINED BASED UPON A PROCESS THAT INCLUDES CONTEMPORANEOUS DOCUMENTATION AND AN INDEPENDENT COMPENSATION STUDY CONDUCTED BY A PROFESSIONAL FIRM. AMONG OTHER BENCHMARKS, THE STUDY INCLUDES A REVIEW OF COMPENSATION PUBLISHED BY SIMILAR ORGANIZATIONS CONTAINED IN FORM 990. COMPENSATION OF THE CEO IS APPROVED BY THE BOARD BASED UPON THE RECOMMENDATION OF THE COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15B: COMPENSATION OF ALL OTHER OFFICERS AND KEY EMPLOYEES IS ESTABLISHED UNDER ACT'S COMPENSATION POLICY. THE CEO APPROVES THE COMPENSATION FOR ALL OTHER OFFICERS. FORM 990, PART VI, SECTION C, LINE 19 ACT DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION A, BOARD MEMBER COMPENSATION: PER ACT POLICY, BOARD MEMBERS ARE EXPECTED TO PARTICIPATE IN FOUR THREE-DAY BOARD MEETINGS, COMMITTEE MEETINGS THAT OCCUR THROUGHOUT THE YEAR, AND AT OTHER TIMES TO DISCUSS IMPORTANT AND STRATEGIC MATTERS PERTAINING TO ACT. IN EXCHANGE FOR THEIR VALUABLE TIME AND SERVICE, ACT COMPENSATES THE BOARD WITH AN ANNUAL AMOUNT THAT IS PRORATED FOR MEETING ATTENDANCE AND PARTIAL YEARS OF SERVICE. THE CHAIRMAN OF THE BOARD AND COMMITTEE CHAIRS, AS WELL AS BOARD MEMBERS WHO ARE REQUESTED TO PROVIDE TIME OTHER THAN FOR MEETING ATTENDANCE, RECEIVE ADDITIONAL COMPENSATION AT A COMMENSURATE RATE. IN ADDITION TO SERVING AS A VOTING MEMBER OF THE BOARD OF DIRECTORS, MARTEN ROORDA ALSO SERVES AS CEO OF ACT. HIS COMPENSATION AS CEO IS DISCLOSED ON FORM 990, PART VII, SECTION A AND SCHEDULE J. HE RECEIVES NO ADDITIONAL COMPENSATION FOR SERVICE AS A MEMBER OF THE BOARD OF DIRECTORS. FORM 990, PART VII, SECTION A, LINE 1A, COLUMN (B), AVERAGE HOURS PER WEEK: HOURS LISTED FOR EACH INDIVIDUAL ARE REPORTED ON A CALENDAR YEAR BASIS. HOURS REPORTED FOR EMPLOYEES REPRESENT RECORDED PAYROLL HOURS. ACTUAL HOURS WORKED MAY EXCEED THE HOURS REPORTED. FORM 990, PART IX, LINE 11G COMPUTER PROCESSING-EXTERNAL: PROGRAM SERVICE EXPENSES 19,216,484. MANAGEMENT AND GENERAL EXPENSES 149,483. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 19,365,967. TEMPORARY LABOR: PROGRAM SERVICE EXPENSES 14,801,856. MANAGEMENT AND GENERAL EXPENSES 134,378. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 14,936,234. CONSULTING FEES: PROGRAM SERVICE EXPENSES 13,966,061. MANAGEMENT AND GENERAL EXPENSES 778,662. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 14,744,723. OTHER SERVICES & FEES: PROGRAM SERVICE EXPENSES 13,966,061. MANAGEMENT AND GENERAL EXPENSES 778,662. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 14,744,723. ESSAY SCORING: PROGRAM SERVICE EXPENSES 12,587,474. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 12,587,474. PASS THROUGH EXPENSES: PROGRAM SERVICE EXPENSES 10,712,558. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,712,558. COMPUTER PROGRAMMING-EXTERNAL: PROGRAM SERVICE EXPENSES 1,636,151. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,636,151. OTHER DATA PROCESSING: PROGRAM SERVICE EXPENSES 1,360,634. MANAGEMENT AND GENERAL EXPENSES 33,975. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,394,609. ITEM DEVELOPMENT: PROGRAM SERVICE EXPENSES 401,336. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 401,336. HONORARIA OTHER: PROGRAM SERVICE EXPENSES 75,800. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 75,800. FORM 990, PART XI, LINE 9: NET DEPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS -6,184. INCREASE IN NET ASSETS - ACT INTERNATIONAL CONSOLIDATED 902,113. (DECREASE) IN NET ASSETS - ACT ASSESSMENT TECHNOLOGIES CONSOLIDATED -5,852,369. (DECREASE) IN NET ASSETS - ACT FOUNDATION -87,101. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -1,923,400. FORM 990, PART XII, LINE 2C, RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT: THE ORGANIZATION'S AUDIT COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. ACT FOUNDATION 500 ACT DRIVE IOWA CITY IA 52243 272574917 TO SUPPORT THE ACTIVITIES OF ACT, INC. IA 501(C)(3) LINE 11A, I ACT INC 1 ACT ASPIRE LLC 110 5TH ST STE 270 CORALVILLE IA 52241 455560033 TESTING SERVICES DE ACT INC RELATED -5173668 28284445 0 0 0.50000 ACT EDUCATION SOLUTIONS LTD (HONG KONG) ROOM 2503 BANK OF AMERICA TOWER 1 HONG KONG HK TESTING SERVICES HK ACT INTERNATIONAL BV C 795851 2973939 1.00000 1 ACT INTERNATIONAL BV NARITAWEG 165 1043 BW AMSTERDAM NL HOLDING COMPANY NL ACT INC C -107 12681104 1.00000 1 ACT BUSINESS SOLUTIONS BV NARITAWEG 165 1043 BW AMSTERDAM NL TESTING SERVICES NL ACT INTERNATIONAL BV C 13194 1.00000 1 ACT EDUCATION SOLUTIONS (AUSTRALIA) PTY LTD SUITE 1201 LEVEL 12 275 ALFRED ST NORTH SYDNEY, NSW 2060 AS TESTING SERVICES AS ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 658885 659429 1.00000 1 ACT EDUCATION SOLUTIONS (KOREA) INC ROOM 2503 BANK OF AMERICA TOWER 1 HONG KONG HK TESTING SERVICES KS ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 11825 1.00000 1 ACT INFORMATION CONSULTING (SHANGHAI) CO LTD RM 1204 TIAN AN CTR 338 NANJING W SHANGHAI CH TESTING SERVICES CH ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 2881765 3389420 1.00000 1 ACT ASSESSMENT TECHNOLOGIES INC (FKA ACT BRIDGE INC) 950 E PACES FERRY ROAD NE SUITE 155 ATLANTA GA 30326 461405341 TESTING SERVICES DE ACT INC C 5983 29087497 1.00000 1 PACIFIC METRICS CORPORATION 1 LWR RAGDALE BLDG 1 STE 150 MONTEREY CA 93940 943378681 TESTING SERVICES CA ACT ASSESSMENT TECHNOLOGIES INC C 21645139 14369644 1.00000 1 OPENED INC 746 THE ALMEDA SUITE 20 SAN JOSE CA 95126 460946927 TESTING SERVICES DE ACT ASSESSMENT TECHNOLOGIES INC C 46131 15314218 1.00000 1 0 1 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 0 0 ACT EDUCATION SOLUTIONS LTD (HONG KONG) L 81389 WRITTEN CONTRACT ACT FOUNDATION B 4039113 CASH ACT ASSESSMENT TECHNOLOGIES INC B 285000 CASH PACIFIC METRICS CORPORATION M 13946864 WRITTEN CONTRACT ACT ASPIRE LLC B 12500000 CASH ACT ASPIRE LLC Q 21238260 WRITTEN CONTRACT ACT ASPIRE LLC M 19329742 WRITTEN CONTRACT SCHEDULE R, PART III: ACT ASPIRE, LLC IS REPORTED ON SCH R, PART III AS A RELATED ORGANIZATION DUE TO ACT'S AUTHORITY TO APPOINT FOUR OF THE SEVEN TOTAL VOTING DIRECTORS THAT GOVERN ACT ASPIRE, LLC. ACT DOES NOT OWN MORE THAN A 50% PROFITS OR CAPITAL INTEREST IN ACT ASPIRE, LLC. THEREFORE, ACT ASPIRE, LLC IS NOT A SECTION 512(B)(13) CONTROLLED ENTITY.