2016-11-15T13:55:53-06:00 2015-12-31 PricewaterhouseCoopers LLP 101 SEAPORT BOULEVARD BOSTON MA 02210 990 2015-01-01 042105850 WOODS HOLE OCEANOGRAPHIC INSTITUTION % DANA FERNANDEZ CONTROLLER WOOD 5084572000 569 WOODS HOLE ROAD MS 14 WOODS HOLE MA 02543 JEFFREY FERNANDEZ VP OPERATIONS & CFO 5084572000 2016-11-14 true ERIN COUTURE P01390592 6175305000 2015 2017-02-10 21:41:12Z DR MARK R ABBOTT 569 WOODS HOLE ROAD MS 14 WOODS HOLE MA 02543 259237508 false X www.whoi.edu X 1930 MA SEE SCHEDULE O 32 30 1083 133 380143 -696280 215911523 213415785 4013139 5704950 6928436 6702823 873346 625435 227726444 226448993 8736755 9224517 0 0 95664469 92560267 0 0 2062390 137492012 134442510 241893236 236227294 -14166792 -9778301 588280155 568116376 254734141 226359151 333546014 341757225 X SEE SCHEDULE O false false 203324323 8738207 199906 Sponsored and Institutional Research in oceanography and related fields: Of the 1165 Sponsored Research Awards, 633 awards are from 7 Federal agencies and 548 are from 148 other sponsors. Institution Research sponsored 93 projects from unrestricted funds. In addition, Woods Hole Oceanographic Institution issued 618 publications in 2015. 11313701 486310 5704950 Education: Joint Graduate Program with M.I.T. in the marine sciences. In 2015 there were 122 Graduate Students, 23 degree recipients, 51 Post Doctoral Scholars and Fellows, 10 Geophysical Fluid Dynamics Program participants, 32 Summer Student Fellows, and 111 Guest Students. 214638024 true true false true false false true true false true true true false false true false false true false true true false false false false false false false true true true false false false false false false false false false false true false false false true true true true true false true 217 0 true 1083 true true true false false false false false false false false false X 32 30 false false true false true true true true true false false true true true true true true true true true false CA MA NY X X X DANA FERNANDEZ CONTROLLER 5082893505 MS 14 569 WOODS HOLE RD WOODS HOLE MA 02543 X MARK ABBOTT PRESIDENT/DIR (AS OF 10/15) 40.0 0.0 X X 155425 0 45916 SUSAN K AVERY PRESIDENT/DIRECTOR (UNT 7/15) 40.0 0.0 X X 579707 0 41240 NEWTON PS MERRILL CHAIRMAN OF BOARD (UNT 10/15) 2.5 0.0 X X 0 0 0 David Scully CHAIRMAN OF BOARD(AS OF 10/15) 2.5 0.0 X X 0 0 0 JEFFERSON E HUGHES JR VICE CHAIR BOARD (AS OF 10/15) 2.5 0.0 X X 0 0 0 JOHN F O'BRIEN CHAIRMAN OF CORP (UNT 10/15) 2.5 0.0 X X 0 0 0 STEVEN HOCH CHAIRMAN OF CORP (AS OF 10/15) 2.5 0.0 X X 0 0 0 THOMAS G NEMMERS EXEC PROJ MGR/CLERK (UNT 5/15) 40.0 0.0 X X 119289 0 53221 CHRISTOPHER LAND SECRETARY OF CORP (AS OF 5/15) 40.0 0.0 X X 256732 0 43998 HARDWICK SIMMONS TREASURER/TRUSTEE 2.5 0.0 X X 0 0 0 JAMES A AUSTIN JR TRUSTEE 2.5 0.0 X 0 0 0 RODNEY B BERENS TRUSTEE 2.5 0.0 X 0 0 0 COLEMAN P BURKE TRUSTEE 2.5 0.0 X 0 0 0 JAMES M CLARK JR TRUSTEE 2.5 0.0 X 0 0 0 ROBERT A DAY JR TRUSTEE 2.5 0.0 X 0 0 0 ALFRED T DENGLER TRUSTEE 2.5 0.0 X 0 0 0 SARA G DENT TRUSTEE 2.5 0.0 X 0 0 0 ROBERT C DUCOMMUN TRUSTEE 2.5 0.0 X 0 0 0 RICHARD A FALKENRATH JR TRUSTEE 2.5 0.0 X 0 0 0 MARGARET FLANAGEN TRUSTEE (AS OF 5/15) 2.5 0.0 X 0 0 0 EDWARD C FORST TRUSTEE (UNT 4/15) 2.5 0.0 X 0 0 0 MICHELE S FOSTER TRUSTEE 2.5 0.0 X 0 0 0 CHRISTINE FOX TRUSTEE 2.5 0.0 X 0 0 0 SHERRI W GOODMAN TRUSTEE (UNT 1/15) 2.5 0.0 X 0 0 0 JOSEPH HOOPES TRUSTEE (AS OF 5/15) 2.5 0.0 X 0 0 0 HAMILTON E JAMES TRUSTEE 2.5 0.0 X 0 0 0 ERIC H JOSTROM TRUSTEE 2.5 0.0 X 0 0 0 ANNE C KROENBERG TRUSTEE (AS OF 5/15) 2.5 0.0 X 0 0 0 GEORGETTE C MCCONNELL TRUSTEE 2.5 0.0 X 0 0 0 JOYCE K MOSS TRUSTEE 2.5 0.0 X 0 0 0 NANCY S NEWCOMB TRUSTEE 2.5 0.0 X 0 0 0 JOSEPH F PATTON JR TRUSTEE 2.5 0.0 X 0 0 0 JAMES P ROSENFIELD TRUSTEE 2.5 0.0 X 0 0 0 GARY ROUGHEAD TRUSTEE(UNT 4/15) 2.5 0.0 X 0 0 0 STEPHEN E TAYLOR TRUSTEE 2.5 0.0 X 0 0 0 JEAN C TEMPEL trustee 2.5 0.0 X 0 0 0 GEOFFREY A THOMPSON TRUSTEE 2.5 0.0 X 0 0 0 THOMAS J TIERNEY TRUSTEE 2.5 0.0 X 0 0 0 EDMUND B WOOLLEN TRUSTEE 2.5 0.0 X 0 0 0 JEFFREY A FERNANDEZ CFO/VP OPERATIONS 40.0 0.0 X 331282 0 88412 LAURENCE MADIN EXECUTIVE VP/DIRECTOR 40.0 0.0 X 305856 0 53385 ROBERT MUNIER VP MAR FAC & OP 40.0 0.0 X 287046 0 51110 JAMES YODER VICE PRESIDENT OF ACADEMICS 40.0 0.0 X 257339 0 71160 ROBERT WELLER SENIOR SCIENTIST 40.0 0.0 X 288467 0 59113 SUSAN HUMPHRIS SENIOR SCIENTIST 40.0 0.0 X 219438 0 98931 DONALD ANDERSON SENIOR SCIENTIST 40.0 0.0 X 220123 0 62443 JAMES BELLINGHAM DIRECTOR, CTR MARINE ROBOTICS 40.0 0.0 X 220509 0 24839 DANA FERNANDEZ CONTROLLER 40.0 0.0 X 189155 0 49545 3430368 0 743313 252 true true false TELEDYNE WEBB RESEARCH 49 EDGERTON DRIVE NORTH FALMOUTH MA 02556 SCIENTIFIC RESEARCH 6472293 RAYTHEON COMPANY 50 APPLE HILL DRIVE TEWKSBURY MA 01876 SCIENTIFIC RESEARCH 4783025 RANDOLPH AND BALDWIN INC 17 BLIGH STREET AYER MA 01432 SCIENTIFIC RESEARCH 3525363 BETA MARITIME 1 GLENDINNING PLACE WESTPORT CT 06880 SCIENTIFIC RESEARCH 3171026 WORLD-LINK COMMUNICATIONS INC 1101 WORCESTER ROAD FRAMINGHAM MA 01701 SCIENTIFIC RESEARCH 2147481 100 170666873 42748912 657959 213415785 EDUCATION 900099 5704950 4726795 978155 5704950 284174 284174 0 141005 141005 550628 266104 284524 0 284524 284524 36426060 2515000 31446127 1076284 4979933 1438716 6418649 -598012 7016661 0 0 0 INFO CENTER INCOME 541900 199906 199906 199906 226448993 4926701 380143 7726364 0 9224517 9224517 0 0 1837436 529982 1242072 65382 188936 188936 61304622 53871484 6335214 1097924 12783620 10981158 1567644 234818 11531120 9905258 1414051 211811 4914533 4221595 602665 90273 1501427 1161485 339942 622006 69274 547246 5486 690896 690896 0 0 3059655 3059655 1106307 1088582 1150 16575 399995 337379 23363 39253 19509288 19229169 261307 18812 626907 528429 85741 12737 0 4631081 4081135 483940 66006 5340149 5041213 269777 29159 0 0 4703249 4703249 0 9435238 9129409 305829 3398034 2993483 404214 337 EQUIPMENT 28690762 28551714 124193 14855 OUTSIDE SERVICES 17325481 16606343 667280 51858 EQUIPMENT RENT & MAINTENANCE 6314144 5839170 419828 55146 SUBCONTRACTS 21136640 21136640 5951251 5407356 491937 51958 236227294 214638024 19526880 2062390 2069216 -4064673 27464950 26405704 2938692 2779755 47435036 51429788 5000 0 0 0 792488 679094 2733210 1816698 10564322 10642477 217359962 132616542 84995458 84743420 5151168 2885814 390804411 388694454 0 0 0 0 13326204 2103845 588280155 568116376 29188112 25853472 0 0 21163371 17541969 55941613 54079559 0 0 0 0 0 0 25000000 16000000 123441045 112884151 254734141 226359151 X -24309867 -12865051 267996339 259309387 89859542 95312889 333546014 341757225 588280155 568116376 X -9778301 6887902 11101610 X false true X true true true X 204529422 199587473 194620964 215911523 213415785 1028065167 0 0 204529422 199587473 194620964 215911523 213415785 1028065167 0 1028065167 4720711 3540848 1370579 2404645 975807 13012590 341665 42205 383870 1325380 841419 264749 440317 199906 3071771 1044533398 36048775 0.98423 0.98023 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false true false true 14 true 2118 false true 15756 true 1080 false 18968 false LOBBYING ACTIVITY EXPLANATION THE WOODS HOLE OCEANOGRAPHIC INSTITUTION DID NOT PARTICIPATE OR INTERVENE IN ANY POLITICAL CAMPAIGNS. THE WOODS HOLE OCEANOGRAPHIC INSTITUTION EMPLOYS A DIRECTOR OF GOVERNMENT RELATIONS TO LOBBY ON A BROAD RANGE OF POLICY AND SPENDING LEGISLATION RELATING TO OCEAN SCIENCE. SPECIFICALLY, WHOI LOBBIES FOR INCREASED FUNDING FOR COMPETITIVE OCEAN SCIENCE GRANT PROGRAMS IN THE US NAVY, THE NATIONAL SCIENCE FOUNDATION, AND THE NATIONAL OCEANIC AND ATMOSPHERIC ADMINISTRATION. IN ADDITION, THE INDIVIDUAL REPORTS TO WOODS HOLE OCEANOGRAPHIC INSTITUTION ON DEVELOPMENTS AND ISSUES OF INTEREST TO AND/OR FACING THE INSTITUTION. FOR THE YEAR ENDED DECEMBER 31, 2015, WHOI PAID $2,830 IN COMPENSATION TO THIS INDIVIDUAL FOR LOBBYING ACTIVITIES. DIRECT CONTACT WITH LEGISLATORS, THEIR STAFFS, GOVERNMENT OFFICIALS, OR A LEGISLATIVE BODY PRODUCED COSTS OF $12,926 FOR DOMESTIC TRAVEL, MEALS, AND OFFICE RENT. THE ORGANIZATION PAID MEMBERSHIP DUES OF $1,080 TO MEMBER ORGANIZATIONS WHICH MAY ENGAGE IN LOBBYING ACTIVITIES. THEREFORE, A PORTION OF THE DUES MAY BE ATTRIBUTABLE TO LOBBYING ACTIVITIES. ADDITIONAL COSTS WERE INCURRED FOR MAILINGS $14 AND PUBLICATIONS $2,118. WHOI ALSO PROVIDES EXPERT ADVICE TO CONGRESS ON OCEAN MATTERS INCLUDING ENVIRONMENTAL QUALITY, CLIMATE CHANGE AND MARINE RESOURCES. X 2 15.45 1 true 12.00 1278 true X X X false 423921896 3227111 11228745 30166037 408211715 409037438 2764783 39329467 27209792 423921896 370305446 2142811 54879456 18290275 409037438 329699724 4707590 40348644 4450512 370305446 347898559 2493109 -7074013 13617931 329699724 0.20010 0.59380 0.20610 false false 5247 1201892 1207139 574821 63499434 25646135 38428120 37670942 28458804 9212138 991497 113416129 78511603 35896023 84743420 PVT EQTY,VENTURE CAP, & OTHER 35779462 F MULTI-STRATEGY INVESTMENT FUND 352914992 F 388694454 0 SUPPLEMENT RETIREMENT RESERVE 9813339 ACCRUED PENSION LIABILITY 103070812 112884151 245767364 6887902 544478 15118260 22550640 223216724 3059655 172614 3232269 226448993 232335452 544478 266104 810582 231524870 3059655 1642769 4702424 236227294 CONSERVATION EASEMENTS FORM 990, SCHEDULE D, PART II, LINE 5 FACILITIES OFFICE PERSONNEL WALK THE CONSERVATION EASEMENT AREAS TWICE A YEAR TO ENSURE THAT THERE ARE NO ENCROACHMENTS ON THE 15.45 ACRES AND THAT THERE ARE NO PROHIBITED USES AS DEFINED IN THE TERMS OF THE CONSERVATION RESTRICTIONS. FORM 990, SCHEDULE D, PART II, LINE 9 THE WOODS HOLE OCEANOGRAPHIC INSTITUTION'S CONSERVATION EASEMENTS ARE NOT ACCOUNTED FOR SEPARATELY, BUT ARE INCLUDED AS PART OF LAND ON THE BALANCE SHEET. ORGANIZATIONS MAINTAINING COLLECTIONS OF ART, HISTORICAL TREASURES, OR OTHER SIMILIAR ASSETS FORM 990, SCHEDULE D, PART III, LINE 4 In 2013, Woods Hole Oceanographic Institution (WHOI) added the Deepsea Challenger, a human occupied submersible vehicle, to its collection. WHOI scientists and engineers collaborated with the Deepsea CHALLENGER ENGINEERING TEAM TO CONDUCT A FULL SYSTEM SURVEY, COMPLETELY DISASSEMBLING AND REASSEMBLING THE VEHICLE, AND TO DOCUMENT AND DETAIL THE DESIGN APPROACH TO THE VEHICLE'S SUBSYSTEMS. WHOI ENGINEERS HAVE PRESENTED THEIR FINDINGS TO THE OCEAN ENGINEERING COMMUNITY AND INFORMATION ABOUT THE DEEPSEA CHALLENGER IS INCLUDED ON WHOI'S WEBSITE. INTENDED USE OF ENDOWMENT FUND FORM 990, SCHEDULE D, PART V, LINE 4 -PROVIDE A STREAM OF INCOME IN SUPPORT OF ANNUAL BUDGETARY NEEDS. -PRESERVE AND ENHANCE THE REAL (INFLATION-ADJUSTED) PURCHASING POWER. -PROVIDE SUPPORT FOR CAPITAL INVESTMENT NEEDS AS THEY ARISE. other liabilities SCHEDULE D, PART X, LINE 2 Woods Hole Oceanographic Institution does not have a fin 48 footnote in its financial statements. REVENUE INCLUDED ON BOOKS BUT NOT ON RETURN FORM 990, SCHEDULE D, PART XI, LINE 2D PENSION RELATED CHANGES OTHER THAN COST $23,088,598 CHANGE IN SPLIT INTEREST AGREEMENTS 2,431,534 Return on Investment for Retiree & Active Med. (441,032) Net Periodic Benefit Cost (8,318,071) Swap Interest Expense (1,642,769) ============== TOTAL $15,118,260 REVENUE INCLUDED ON RETURN BUT NOT ON BOOKS FORM 990, SCHEDULE D, PART XI, LINE 4B RENTAL EXPENSE ($266,104) CHANGE IN NET ASSETS 438,718 ============= TOTAL $172,614 EXPENSES INCLUDED ON BOOKS BUT NOT ON RETURN FORM 990, SCHEDULE D, PART XII, LINE 2D RENTAL EXPENSE $266,104 EXPENSES INCLUDED ON RETURN BUT NOT ON BOOKS FORM 990, SCHEDULE D, PART XII, LINE 4B Swap Interest Expense $1,642,769 Central America and the Caribbean 1 Program Services SHIP OPERATIONS 1000 Europe (Including Iceland and Greenland) 1 Program Services SHIP OPERATIONS 4505 South America 2 Program Services SHIP OPERATIONS 9879 East Asia and the Pacific 13 Program Services SCIENTIFIC RESEARCH 63864 Europe (Including Iceland and Greenland) 45 Program Services SCIENTIFIC RESEARCH 224271 North America 16 Program Services SCIENTIFIC RESEARCH 110471 South America 21 Program Services SCIENTIFIC RESEARCH 140921 Central America and the Caribbean Investments 12421536 99 99 12976447 12976447 true false true true true false DESCRIPTION OF FOREIGN ACTIVITIES SCHEDULE F, PART I, LINE 3 WOODS HOLE OCEANOGRAPHIC INSTITUTION (WHOI) OPERATES THREE U.S. GOVERNMENT-OWNED OCEANOGRAPHIC RESEARCH VESSELS UNDER THE UNIVERSITY-NATIONAL OCEANOGRAPHIC LABORATORY SYSTEM (UNOLS). THE SHIPS OPERATE BY "LEGS," PERIODS OF TIME AT SEA. EACH LEG ENDS IN A PORT OF CALL TO DISEMBARK RESEARCHERS, EQUIPMENT AND SOMETIMES MARINE CREW, THEN LOAD EQUIPMENT, AND BOARD THE NEXT SET OF RESEARCHERS AND SOMETIMES CREW MEMBERS FOR THE FOLLOWING LEG. SOME PORTS OF CALL ARE IN FOREIGN REGIONS AS DETERMINED BY GRANTS THAT FUND SHIP OPERATIONS. WHOI DOES NOT CONSIDER THESE TRANSIENT ACTIVITIES TO CONSTITUTE FOREIGN ACTIVITIES THAT SHOULD BE REPORTED ON FORM 990, SCHEDULE F. IN ALL OF THESE CASES THE PURPOSE OF JOINING A SHIP IS TO CONDUCT RESEARCH ACTIVITIES OR SHIP OPERATIONS AT SEA, NOT IN THE FOREIGN COUNTRY. HOWEVER, AGENTS, PRIMARILY SHIP'S AGENTS WHO ARE PAID FOR SERVICES TO FACILITATE THE TURNOVER BETWEEN LEGS AT SEA, ARE REPORTED BY NUMBER AND TOTAL EXPENDITURES (PART I, LINE 3, COLUMNS (C) AND (F)). ACTIVITIES PER REGION PART I, LINE 3, COLUMNS (B) & (F) REPORTABLE INFORMATION IS OBTAINED THROUGH WHOI'S FINANCIAL MANAGEMENT SYSTEM. PROVISION OF COLUMN (F) DATA FOR THE INSTITUTION WAS FACILITATED BY A LOCALLY-IMPOSED ACCOUNTING PROCEDURE THAT SEPARATES COSTS INCURRED INSIDE ITS BORDERS FROM THOSE INCURRED OUTSIDE. true TUITION/FELLOWSHIPS & SCHOLARSHIPS 156 6965653 BOOK TUITION STIPENDS 112 2258864 MAINTAINING RECORDS FORM 990, SCHEDULE I, PART I, LINE 1 APPLICATIONS FOR ADMISSIONS ARE REVIEWED BY FACULTY. STUDENTS ARE ADMITTED BASED UPON THEIR ACADEMIC RECORD, AND ALL ARE GIVEN SUPPORT THROUGH EITHER WHOI OR MIT. WRITTEN RECORDS OF ALL DECISIONS ARE RETAINED. MONITORING USE OF GRANT FUNDS FORM 990, SCHEDULE I, PART I, LINE 2 EACH STUDENT'S ACADEMIC PROGRESS IS EVALUATED YEARLY TO ENSURE SATISFACTORY ACADEMIC PROGRESS. X X false true X X X X X false true false false false false false true true true MARK ABBOTT PRESIDENT/DIR (AS OF 10/15) 152500 0 0 0 2925 0 30000 0 15916 0 201341 0 0 0 SUSAN K AVERY PRESIDENT/DIRECTOR (UNT 7/15) 349472 0 120134 0 110101 0 27665 0 13575 0 620947 0 0 0 THOMAS G NEMMERS EXEC PROJ MGR/CLERK (UNT 5/15) 118727 0 0 0 562 0 32949 0 20272 0 172510 0 0 0 CHRISTOPHER LAND SECRETARY OF CORP (AS OF 5/15) 256484 0 0 0 248 0 15704 0 28294 0 300730 0 0 0 JEFFREY A FERNANDEZ CFO/VP OPERATIONS 324689 0 0 0 6593 0 51500 0 36912 0 419694 0 0 0 LAURENCE MADIN EXECUTIVE VP/DIRECTOR 287402 0 0 0 18454 0 35000 0 18385 0 359241 0 0 0 ROBERT MUNIER VP MAR FAC & OP 284334 0 0 0 2712 0 26500 0 24610 0 338156 0 0 0 JAMES YODER VICE PRESIDENT OF ACADEMICS 257339 0 0 0 0 0 50750 0 20410 0 328499 0 0 0 ROBERT WELLER SENIOR SCIENTIST 279411 0 0 0 9056 0 35178 0 23935 0 347580 0 0 0 DANA FERNANDEZ CONTROLLER 188936 0 0 0 219 0 38376 0 11169 0 238700 0 0 0 SUSAN HUMPHRIS SENIOR SCIENTIST 214796 0 0 0 4642 0 73572 0 25359 0 318369 0 0 0 DONALD ANDERSON SENIOR SCIENTIST 215832 0 0 0 4291 0 35000 0 27443 0 282566 0 0 0 JAMES BELLINGHAM DIRECTOR, CTR MARINE ROBOTICS 220059 0 0 0 450 0 4738 0 20101 0 245348 0 0 0 FIRST CLASS TRAVEL FORM 990, SCHEDULE J, LINES 1A & 2 SUSAN AVERY, JEFFREY FERNANDEZ, AND DR. MARK ABBOTT TRAVELED FIRST CLASS VIA TRAIN IN CONNECTION WITH THE BUSINESS PURPOSES OF WOODS HOLE OCEANOGRAPHIC INSTITUTION. SUSAN AVERY ALSO HAD FIRST CLASS AIR TRAVEL FOR BUSINESS PURPOSES. SUCH TRAVEL WAS TREATED AS NON-TAXABLE AND REVIEWED AND APPROVED PURSUANT TO THE ORGANIZATION'S TRAVEL EXPENSE REIMBURSEMENT POLICY. Housing Allowance or Residence for Personal Use Form 990, Schedule J, Line 1A DR. Mark R Abbott received housing as a condition of employment for the convenience of the employer. Such amounts ARE not considered taxable compensation. The value of the housing is included in Schedule J, Part II, Column (D). HOUSING ALLOWANCE DESCRIPTION FORM 990, SCHEDULE J, LINES 1B & 2 AN ON-SITE RESIDENCE WAS MADE AVAILABLE TO THE FORMER PRESIDENT/DIRECTOR AS AN ELEMENT OF HER EMPLOYMENT CONTRACT. IMPUTED INCOME WAS CALCULATED FOR THIS HOUSING PROVISION AND WAS REPORTED AS TAXABLE INCOME. SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN FORM 990, SCHEDULE J, LINE 4B THE ORGANIZATION MAINTAINS A RETIREMENT BENEFIT RESTORATION PLAN ("PLAN") FOR CERTAIN EMPLOYEES. UNDER THE PLAN, PARTICIPANTS ARE ENTITLED TO CERTAIN RESTORATION BENEFIT PAYMENTS UPON OBTAINMENT OF TARGET RETIREMENT AGE, DEATH, DISABILITY, OR INVOLUNTARY TERMINATION. No amounts were accrued under the plan in 2015. CERTAIN INDIVIDUALS LISTED ON SCHEDULE J, PART II ARE ELIGIBLE TO PARTICIPATE IN A SUPPLEMENTAL RETIREMENT PLAN. UNDER THE PLAN, PARTICIPANTS ARE ENTITLED TO CERTAIN BENEFITS UPON RETIREMENT. No amounts were accrued or vested under the plan in 2015. Pursuant to his employment agreement, DR. Mark R. Abbott is entitled to a discretionary bonus of up to $100,000 per year for five years. Subject to the officers continued employment as President and Director through September 30, 2020, the Institution shall pay the total of all annual bonus awards no later than December 31, 2020. The award of $25,000 accrued in 2015 is included in Schedule J, Part II, Column (C). Jeffrey Fernandez is entitled to a one-time lump-sum retention payment of $200,000 if he remains employed by the Institution through June 30, 2019. The amount accrued in 2015 of $25,000 is included in Schedule J, Part II, Column (C). Terms and Conditions of Discretionary Bonus Form 990, Schedule J, Line 7 WHOI provides DR. Mark R. Abbott with a discretionary bonus of up to $100,000 to be paid out in 2020. The bonus is at the discretion of the Board or the Compensation Committee. Please see disclosure for DR. Abbott in connection with Schedule J, Part I, Line 4b. FORM 990, SCHEDULE J, LINE 8 WHOI ENTERED INTO AN EMPLOYMENT CONTRACT WITH DR. MARK ABBOTT IN JUNE 2015. THE TERMS OF THIS CONTRACT INCLUDE A BASE SALARY, INCENTIVE PROGRAM, CONFIDENTIALITY, AND SEVERANCE PROVISION. A MHEFA 042456011 57586ECE9 2008-12-04 64403887 Refinanced Bond Issue of 6/29/2004 false false false A 10219668 0 64482881 0 0 0 592200 0 0 10190681 53700000 0 2011 true false true true A false false false true true 0.00055 0.00055 false false false false A false false true true false false 0 false 0 false false A false TOTAL PROCEEDS OF ISSUE SCHEDULE K, PART I, LINE A, COLUMN (F) REFINANCED BOND ISSUE OF 06/29/2004 AND CONSTRUCTION. SCHEDULE K, PART II, LINE 3 THE AMOUNT REPORTED INCLUDES TOTAL PROCEEDS OF ISSUE AND INTEREST EARNED OF $78,994. SCHEDULE K, PART IV, LINE 2C THE REBATE COMPUTATION WAS PERFORMED ON 12/31/2014. X 25 657959 FMV false true true CONTRIBUTION METHOD FORM 990, SCHEDULE M, PART I, COLUMN (B) WOODS HOLE OCEANOGRAPHIC INSTITUTION HAS REPORTED THE NUMBER OF CONTRIBUTIONS ON THIS SCHEDULE. MISSION STATEMENT FORM 990, PART I, LINE 1 AND PART III, LINE 1 THE WOODS HOLE OCEANOGRAPHIC INSTITUTION IS DEDICATED TO RESEARCH AND EDUCATION TO ADVANCE UNDERSTANDING OF THE OCEAN AND ITS INTERACTION WITH THE EARTH SYSTEM, AND TO COMMUNICATE THIS UNDERSTANDING FOR THE BENEFIT OF SOCIETY. DELEGATION OF BOARD AUTHORITY FORM 990, PART VI, LINE 1A THE BOARD OF TRUSTEES DELEGATES BROAD AUTHORITY TO ACT IN ITS STEAD TO AN EXECUTIVE COMMITTEE. PER THE BYLAWS, THE COMPOSITION AND SCOPE OF AUTHORITY OF THE EXECUTIVE COMMITTEE ARE AS FOLLOWS: THE EXECUTIVE COMMITTEE SHALL BE COMPOSED OF THE CHAIRMAN OF THE BOARD OF TRUSTEES; VICE CHAIRMAN OF THE BOARD OF TRUSTEES; CHAIRMAN OF THE CORPORATION; THE PRESIDENT AND DIRECTOR; THE TREASURER; THE CHAIRS OF THE BUSINESS DEVELOPMENT AND TECHNOLOGY TRANSFER COMMITTEE, COMPENSATION COMMITTEE, COMMITTEE ON THE BOARD, DEVELOPMENT COMMITTEE, INVESTMENT COMMITTEE, RESEARCH AND EDUCATION COMMITTEE; AND OTHER TRUSTEES AND LIFE TRUSTEES, FOR A TOTAL COMMITTEE MEMBERSHIP OF NOT MORE THAN FIFTEEN. THE CHAIRMAN OF THE BOARD OF TRUSTEES SHALL SERVE AS THE CHAIR OF THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE SHALL HAVE AND MAY EXERCISE, SO FAR AS MAY BE PERMITTED BY LAW, ALL OF THE POWERS OF THE BOARD DURING THE INTERVALS BETWEEN MEETINGS OF THE BOARD OF TRUSTEES EXCEPT SUCH POWERS OR DUTIES AS MAY HAVE BEEN SPECIFICALLY DELEGATED BY THE BOARD TO OTHER COMMITTEES OR OFFICERS, AND SHALL HAVE POWER TO AUTHORIZE THE SEAL OF THE CORPORATION TO BE AFFIXED TO ALL PAPERS WHICH MAY REQUIRE IT, AND SUCH OTHER POWERS AS THE BOARD MAY DELEGATE TO IT. THE EXECUTIVE COMMITTEE MAY HOLD MEETINGS AND MAKE RULES FOR THE CONDUCT OF ITS BUSINESS AS IT SHALL FROM TIME TO TIME DEEM NECESSARY OR ADVISABLE. THE PRESENCE OF AT LEAST FIVE MEMBERS OF THE EXECUTIVE COMMITTEE WHO ARE TRUSTEES SHALL CONSTITUTE A QUORUM AND MAY TAKE ACTION BY MAJORITY VOTE OF SUCH QUORUM. ALL ACTIONS OF THE EXECUTIVE COMMITTEE SHALL BE REPORTED TO THE BOARD IN WRITING OR AT THE NEXT MEETING OF THE BOARD. CONSISTENT WITH THE PROVISIONS OF THE MASSACHUSETTS GENERAL LAWS, THE EXECUTIVE COMMITTEE SHALL NOT HAVE THE AUTHORITY TO: (I) CHANGE THE PRINCIPAL OFFICE OF THE CORPORATION; (II) AMEND THE BYLAWS; (III) ELECT THE STATUTORY OFFICERS OF THE CORPORATION INCLUDING THE PRESIDENT AND DIRECTOR, TREASURER, AND CLERK, OR FILL VACANCIES IN SUCH OFFICES; (IV) CHANGE THE NUMBER OF THE BOARD OF TRUSTEES OR FILL VACANCIES IN THE BOARD OF TRUSTEES; OR (V) REMOVE OFFICERS OR TRUSTEES FROM OFFICE. CHANGE IN BYLAWS FORM 990, PART VI, LINE 4 THE ORGANIZATION AMENDED ITS BYLAWS EFFECTIVE OCTOBER 2015. THE VICE CHAIRMAN OF THE BOARD OF TRUSTEES IS NOW AN EX-OFFICIO VOTING MEMBER OF THE BOARD OF TRUSTEES, AN OFFICER OF THE CORPORATION, AND A MEMBER OF THE EXECUTIVE COMMITTEE. IN THE ABSENCE OR INABILITY OF THE CHAIR TO ATTEND A BOARD OR EXECUTIVE COMMITTEE MEETING, THE VICE CHAIRMAN OF THE BOARD OF TRUSTEES SHALL HAVE THE POWER AND PERFORM THE DUTIES OF THE CHAIR, AS WELL AS OTHER RESPONSIBILITIES, AS APPROPRIATE. IN ADDITION, THE COMPENSATION COMMITTEE SHALL NOW REPORT THEIR FINDINGS FROM THEIR ANNUAL REVIEW OF COMPENSATION OF THE PRESIDENT AND DIRECTOR TO THE EXECUTIVE COMMITTEE, RATHER THAN TO THE FULL BOARD. THE COMPENSATION COMMITTEE SHALL ALSO PERIODICALLY REVIEW THE FULL COMPENSATION OF OTHER HIGHLY COMPENSATED EXECUTIVES AND MAKE COMPENSATION RECOMMENDATIONS TO THE EXECUTIVE COMMITTEE. MEMBERS OR STOCKHOLDERS FORM 990, PART VI, LINES 6, 7A & 7B The WHOI Bylaws provide that the organization shall consist of a Board of Directors and separate corporate members. The bylaws further provide that there shall be not more than one hundred twenty elected members of the corporation at any one time. The Members of the Corporation are responsible to assure that the Corporation accomplishes its mission in the public interest. The Members shall have and exercise all rights and powers conferred upon members, generally, pursuant to Chapter 180 of the Massachusetts General Laws and such other powers and rights as are vested in them pursuant to the Articles of Organization of the Corporation or the organization's Bylaws, including, without limitation, the right to elect the Trustees from time to time. FORM 990 REVIEW PROCESS FORM 990, PART VI, LINE 11B WOODS HOLE OCEANOGRAPHIC INSTITUTION'S (WHOI) FORM 990 IS PREPARED WITH THE ASSISTANCE OF ITS OUTSIDE TAX ACCOUNTANTS. FOLLOWING WHOI'S INTERNAL MANAGEMENT'S REVIEW, A DRAFT VERSION OF THE RETURN IS DISTRIBUTED TO THE AUDIT AND RISK COMMITTEE FOR REVIEW AND COMMENTS. ONCE THE RETURN HAS BEEN UPDATED WITH INTERNAL MANAGEMENT AND THE AUDIT AND RISK COMMITTEE'S COMMENTS, EACH VOTING MEMBER OF THE GOVERNING BODY, THE PRESIDENT & DIRECTOR AND CHIEF FINANCIAL OFFICER, WILL RECEIVE COPIES OF FORM 990 FOR REVIEW. THE AUDITORS/TAX CONSULTANTS WILL THEN FINALIZE THE FORM 990. COPIES OF COMPLETED FORM 990 WILL BE DISTRIBUTED IN ELECTRONIC OR PAPER FORM TO MEMBERS OF THE GOVERNING BODY PRIOR TO FILING WITH THE IRS. A DESIGNEE OF THE CHIEF FINANCIAL OFFICER WILL BE RESPONSIBLE FOR MAINTAINING A CURRENT DISTRIBUTION LIST AND DISTRIBUTING THE COPIES. CONFLICT OF INTEREST COMPLIANCE FORM 990, PART VI, LINE 12C EACH TRUSTEE, OFFICER, AND KEY EMPLOYEE OF WOODS HOLE OCEANOGRAPHIC INSTITUTION ("WHOI") IS REQUIRED TO DISCLOSE ON AN ONGOING BASIS, IN WRITING, ON WHOI'S DISCLOSURE STATEMENT, (A) ANY FINANCIAL OR BUSINESS RELATIONSHIPS THAT HE OR SHE, OR ANY FAMILY MEMBER, HAS WITH WHOI OR ANY AFFILIATED ORGANIZATION OR WITH ORGANIZATIONS THAT DO BUSINESS WITH WHOI OR ANY AFFILIATED ORGANIZATION, (B) ANY ELECTED OR APPOINTED OFFICE OR POSITION THAT HE OR SHE, OR ANY FAMILY MEMBER, HOLDS IN A BRANCH OF GOVERNMENT OR IN A REGULATORY AGENCY HAVING AUTHORITY OR JURISDICTION OVER WHOI, OR (C) OTHER PERSONAL, FAMILIAL, FINANCIAL, OR BUSINESS RELATIONSHIPS THAT OTHERWISE COULD BE CONSTRUED TO AFFECT THE INDEPENDENT, UNBIASED JUDGMENT OF SUCH TRUSTEE OR OFFICER IN LIGHT OF HIS OR HER DECISION-MAKING AUTHORITY OR RESPONSIBILITIES FOR WHOI. THE DISCLOSURE STATEMENTS ARE FILED WITH WHOI'S CLERK AND THE CLERK WILL PREPARE A REPORT ANNUALLY OR MORE FREQUENTLY AS NECESSARY FOR THE TRUSTEES AND OFFICERS SUMMARIZING ANY CONFLICT ISSUES. THE AUDIT COMMITTEE REVIEWS THE DISCLOSURE REPORTS AND ANY CONFLICTS OR POTENTIAL CONFLICTS ARE BROUGHT TO THE EXECUTIVE COMMITTEE'S ATTENTION. THE EXECUTIVE COMMITTEE WILL DETERMINE WHETHER A CONFLICT EXISTS BASED ON WHOI'S CONFLICT OF INTEREST POLICY. IF A CONFLICT OF INTEREST IS DETERMINED, THE EXECUTIVE COMMITEE WILL EXERCISE ITS JUDGMENT ON THE BEST COURSE TO FOLLOW. COMPENSATION APPROVAL FORM 990, PART VI, LINE 15 THE ANNUAL COMPENSATION APPROVAL PROCESS CONSISTS OF A REVIEW BY THE ORGANIZATION'S INDEPENDENT COMPENSATION COMMITTEE, USING COMPARABLE, RELEVANT MARKET DATA FOR THE INSTITUTION'S POSITIONS OBTAINED FROM PUBLISHED SURVEYS, AND OTHER AVAILABLE SOURCES SUCH AS PEER ORGANIZATIONS' 990 FORMS. OTHER SURVEYS OF SPECIALIZED SKILL SETS OR EMPLOYEE ATTRIBUTES CRITICAL TO THE SUCCESS OF THE INSTITUTION WILL ALSO BE INCORPORATED AS NEEDED. MOREOVER, THE COMMITTEE MAY RELY ON MEMBERS OF WHOI MANAGEMENT AND OUTSIDE ADVISORS, CONSULTANTS, AND COUNSEL TO PROVIDE MARKET DATA REPORTS, ANALYSIS, AND OPINIONS WITH RESPECT TO COMPENSATION-RELATED MATTERS. ALL COMPENSATION DECISIONS MADE ARE DOCUMENTED IN THE MINUTES. PUBLIC DISCLOSURE OF DOCUMENTS FORM 990, PART VI, LINE 18 THE FORM 990 IS MADE AVAILABLE ON THE ORGANIZATION'S WEBSITE, UPON REQUEST, AND ON GUIDESTAR.ORG. FORM 990, PART VI, LINE 19 THE WOODS HOLE OCEANOGRAPHIC INSTITUTION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC THROUGH ITS WEBSITE. RECONCILIATION OF NET ASSETS FORM 990, PART XI, LINE 9 VEBA RELATED EXPENSES ($5,220,701) Return on Investment for Retiree & Active Med. (441,032) NET PERIODIC BENEFIT COST (8,318,071) Change in SPLIT INTEREST AGREEMENTS 2,431,534 Change IN Net Assets (438,718) PENSION RELATED CHANGES OTHER THAN COST 23,088,598 ============ TOTAL $11,101,610 WHOI TAX EXEMPT EMP WELFARE BEN TRUST 569 WOODS HOLE ROAD WOODS HOLE MA 02543 043282355 BEN. TRUST MA 501(C)(9) N/A WOODS HOLE true EOM Offshore LLC 20 Jonathon Bourne Dr Pocasset MA 02559 800436296 Bld Mooring MA WOODS HOLE UNRELATED 237794 433248 false false 0.90000 WHOI INVESTMENTS HOLDINGS LP 569 WOODS HOLE ROAD MS 14 WOODS HOLE MA 02543 371769504 INVESTING DE WOODS HOLE EXCLUDED 30925410 343110129 false -889094 false 1.00000 QUISSETT DEVELOPMENT CORP REALTY TRUST 569 WOODS HOLE ROAD WOODS HOLE MA 02543 266212595 LICENSING MA WOODS HOLE TRUST 1.00000 true CHARITABLE REMAINDER TRUST (1) SUPPORT MA WOODS HOLE TRUST true CHARITABLE REMAINDER TRUST (2) SUPPORT NY WOODS HOLE TRUST true CHARITABLE REMAINDER TRUST (3) SUPPORT FL WOODS HOLE TRUST true false true false false false false false false false false false false false false false false true true false WHOI TAX EXEMPT EMP WELFARE BEN TRUST Q 1258060 CASH Retirement Trust for Employees of WHOI R 5305000 CASH WHOI INVESTMENTS HOLDINGS LP B 379945438 CASH