2016-11-15T08:26:27-06:00 2015-12-31 251408703 SCHNEIDER DOWNS & CO INC ONE PPG PLACE SUITE 1700 PITTSBURGH PA 15222 990 2015-01-01 263467683 THE MARCELLUS SHALE COALITION MARC 4127065160 24 SUMMIT PARK DRIVE 2ND FLOOR PITTSBURGH PA 15275 DAVID SPIGELMYER PRESIDENT 4127065160 2016-11-11 1 EUGENE J LOGAN P00227231 4122613644 2015 2017-02-10 21:41:12Z DAVID SPIGELMYER 24 SUMMIT PARK DRIVE 2ND FLOOR PITTSBURGH PA 15275 8149376 0 X WWW.MARCELLUSCOALITION.ORG X 2008 PA THE ORGANIZATION FOCUSES ON MATTERS FOSTERING RESPONSIBLE SHALE GAS DEVELOPMENT. 51 50 18 56 20388 -114134 0 0 9468857 8096613 13301 8500 43400 43200 9525558 8148313 0 0 0 0 2871134 3212764 0 0 0 7963453 5265149 10834587 8477913 -1309029 -329600 6313590 5145953 2299195 1461158 4014395 3684795 X FOUNDED IN 2008 AND REORGANIZED IN LATE 2009, THE MARCELLUS SHALE COALITION (MSC) IS A NONPROFIT ORGANIZATION COMMITTED TO THE RESPONSIBLE DEVELOPMENT OF NATURAL GAS FROM THE MARCELLUS AND OTHER GEOLOGICAL FORMATIONS AND THE ENHANCEMENT (CONTINUED ON SCHEDULE O) OF THE COMMONWEALTH'S ECONOMY THAT CAN BE REALIZED BY THIS CLEAN-BURNING ENERGY SOURCE. MSC IS PRIMARILY FUNDED THROUGH DUES FROM ITS MEMBERS.THE MEMBERS OF THE COALITION WORK WITH REGULATORS, GOVERNMENT OFFICIALS AND THE PEOPLE OF THE COMMONWEALTH ON KEY ASPECTS OF DRILLING AND EXTRACTING NATURAL GAS FROM THE SHALE FORMATIONS. 0 0 ADVOCACY REGARDING ISSUES RELATED TO THE ACQUISITION, EXPLORATION, DRILLING AND DEVELOPMENT OF THE MARCELLUS AND OTHER SHALE HORIZONS. VARIOUS IMPACT EVALUATIONS AND STUDIES RELATED TO THE ACQUISITION, EXPLORATION, DRILLING AND DEVELOPMENT OF THE MARCELLUS AND OTHER SHALE HORIZONS. 0 0 0 1 0 0 0 0 0 1 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 39 0 1 18 1 1 1 0 0 0 0 0 X 51 50 1 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X ROBERT PETRILLI 4127065160 24 SUMMIT PARK DRIVE 2ND FLOOR PITTSBURGH PA 15275 ADRIAN ACEVEDO BOARD MEMBER (ENTER 11/2015) 1.00 0.00 X 0 0 0 HARRY ALEXANDER BOARD MEMBER 1.00 0.00 X 0 0 0 JACK BERGERON BOARD MEMBER 1.00 0.00 X 0 0 0 JOHN BURKHART BOARD MEMBER 1.00 0.00 X 0 0 0 DAVID CANNON BOARD MEMBER 1.50 0.00 X 0 0 0 ARTHUR CANTRELL BOARD MEMBER (EXIT 07/2015) 1.00 0.00 X 0 0 0 HUGH CAPERTON BOARD MEMBER 1.00 0.00 X 0 0 0 JEFF DAVIS BOARD MEMBER (ENTER 10/2015) 1.00 0.00 X 0 0 0 DEBORAH DEGNER BOARD MEMBER 1.50 0.00 X 0 0 0 MICHAEL DEWITT BOARD MEMBER 1.00 0.00 X 0 0 0 WHIT FAIRBANKS BOARD MEMBER 1.00 0.00 X 0 0 0 DARIA FISH BOARD MEMBER 1.00 0.00 X 0 0 0 STEVE FORDE BOARD MEMBER 1.50 0.30 X 0 0 0 JASON FRENCH BOARD MEMBER 1.00 0.00 X 0 0 0 MARK FRY BOARD MEMBER 1.00 0.00 X 0 0 0 JUSTIN FURNACE BOARD MEMBER 1.00 0.00 X 0 0 0 THOMAS GILLESPIE BOARD MEMBER 1.00 0.00 X 0 0 0 GORDON GOODMAN BOARD MEMBER 1.50 0.00 X 0 0 0 J EDDY GREY BOARD MEMBER 1.00 0.00 X 0 0 0 JOEL HEISER BOARD MEMBER 1.00 0.00 X 0 0 0 ROB HILLIARD BOARD MEMBER 1.00 0.00 X 0 0 0 DON HOUSER BOARD MEMBER (ENTER 03/2015) 1.00 0.00 X 0 0 0 MIKE HUWAR BOARD MEMBER (ENTER 01/2015) 1.00 0.00 X 0 0 0 TOMMY JOHNSON BOARD MEMBER 1.50 0.00 X 0 0 0 RENEE JONES BOARD MEMBER 1.50 0.00 X 0 0 0 RICK KESSY BOARD MEMBER 1.00 0.00 X 0 0 0 HIDEAKI KONISHI BOARD MEMBER 1.00 0.00 X 0 0 0 KEITH MANGINI BOARD MEMBER 1.00 0.00 X 0 0 0 PATRICK MARTY BOARD MEMBER (EXIT 10/2015) 1.00 0.00 X 0 0 0 CRAIG MAYER BOARD MEMBER 1.50 0.00 X 0 0 0 RON MCGLADE BOARD MEMBER 1.00 0.00 X 0 0 0 TORU MITSUI BOARD MEMBER (EXIT 04/2015) 1.00 0.00 X 0 0 0 CHUCK MORAN BOARD MEMBER (EXIT 01/2015) 1.00 0.00 X 0 0 0 MORGAN O'BRIEN BOARD MEMBER 1.00 0.00 X 0 0 0 SUSAN OLIVER BOARD MEMBER 1.00 0.00 X 0 0 0 BOB ORTH BOARD MEMBER (EXIT 03/2015) 1.00 0.00 X 0 0 0 BILL PHILLIPS BOARD MEMBER (EXIT 06/2015) 1.00 0.00 X 0 0 0 BILL PICQUET BOARD MEMBER 1.00 0.00 X 0 0 0 WILL RATCLIFFE BOARD MEMBER 1.00 0.00 X 0 0 0 DANIEL RICE BOARD MEMBER 1.00 0.00 X 0 0 0 DALE ROWEKAMP BOARD MEMBER 1.00 0.00 X 0 0 0 BARBARA SEXTON BOARD MEMBER 1.50 0.30 X 0 0 0 THOMAS STABLEY BOARD MEMBER 1.00 0.00 X 0 0 0 PHIL STALNAKER BOARD MEMBER 1.00 0.00 X 0 0 0 CALLUM STREETER BOARD MEMBER 1.00 0.00 X 0 0 0 PETER TERRANOVA BOARD MEMBER 1.00 0.00 X 0 0 0 NATE TETI BOARD MEMBER 1.00 0.00 X 0 0 0 STEPHEN TRUJILLO BOARD MEMBER 1.00 0.00 X 0 0 0 FRANK VAN HORN BOARD MEMBER (ENTER 08/2015) 1.00 0.00 X 0 0 0 KO WATANABE BOARD MEMBER (ENTER 03/2015) 1.00 0.00 X 0 0 0 RICHARD WEBER BOARD MEMBER 1.00 0.00 X 0 0 0 CHRIS ZONA BOARD MEMBER 1.00 0.00 X 0 0 0 SCOTT ROY CHAIR 1.50 1.00 X X 0 0 0 HEATHER LAMPARTER VICE CHAIR 1.50 0.00 X X 0 0 0 MARK HAGER TREASURER 1.50 0.00 X X 0 0 0 DAVID CALLAHAN SECRETARY 1.50 0.00 X X 0 0 0 DAVID SPIGELMYER PRESIDENT 40.00 1.00 X X 426000 0 108489 ERICA CLAYTON WRIGHT VP COMMUNICATION & MEMBERSHIP 40.00 0.00 X X 193833 0 28888 ROBERT PETRILLI VP FINANCE & ADMIN 40.00 2.00 X 232185 0 32697 JIM WELTY VP OF GOVERNMENT AFFAIRS 40.00 0.00 X 284510 0 25877 PATRICK HENDERSON DIR. OF REG. AFFAIRS (ENTER 2/2015) 40.00 0.00 X 147500 0 25854 LOREN ANDERSON MGR OF STRATEGIC PROJECTS 40.00 0.00 X 137500 0 26645 AMBER BENZON DIRECTOR GOVERNMENT AFFAIR 40.00 0.00 X 155100 0 27145 DAVID BROCIOUS DIR. BUSINESS DEV & MEMBERSHIP 40.00 0.00 X 143220 0 27833 HELEN GOODMAN EXIT 122015 DIRECTOR CONFERENCES/EVENTS 40.00 0.00 X 121949 0 13116 1841797 0 316544 10 0 1 0 FTI CONSULTING INC PO BOX 418005 BOSTON MA 022418005 PUBLIC RELATIONS 819323 FIVE CORNERS' STRATEGIES 36 WASHINGTON ST STE 345 WELLESLEY HILLS MA 02481 CONSULTING 580990 PAVONE LLC 1006 MARKET STREET HARRISBURG PA 17101 MEDIA SERVICES 337276 ARAMARK 1101 ARCH STREET PHILADELPHIA PA 19107 CONVENTION CENTER CATERING 188728 BABST CALLAND CLEMENTS ZOMNIER 2 GATEWAY CENTER 6TH FLOOR PGH PA 15222 LEGAL SERVICES 175363 11 MEMBERSHIP DUES 900099 6669167 6669167 SI CONFERENCE 900099 1153516 1153516 MEETINGS/EVENTS 900099 157374 157374 PROJECT REVENUE 900099 66000 66000 TRAINING 900099 30168 30168 20388 20388 8096613 9563 9563 43200 0 43200 43200 43200 1063 -1063 -1063 -1063 8148313 8076225 20388 51700 1258451 1515730 74991 208599 154993 367598 26175 752640 26630 1133991 130780 85091 401716 103523 24499 1582967 132810 44360 RESEARCH & ANALYSIS 216546 TRAINING DEV AND SVCS 82781 MEMBER PORTAL 42346 PRE-DRILL DATABASE & HO 39200 71496 8477913 5742737 4642980 178525 185057 114457 119995 682808 484887 277871 197921 6313590 5145953 1215245 723075 1083950 738083 2299195 1461158 X 4014395 3684795 4014395 3684795 6313590 5145953 -329600 0 X X 0 1 X 1 0 0 0 0 6669176 2625011 1385064 4010075 2267520 1742555 682808 484887 197921 197921 X 8149376 0 8149376 -1063 -1063 8148313 8478976 1063 1063 8477913 0 8477913 PART X, LINE 2: MARCELLUS SHALE COALITION (MSC) FOLLOWS THE FASB CODIFICATION TOPIC INCOME TAXES. THE TOPIC PRESCRIBES A MINIMUM RECOGNITION THRESHOLD AND MEASUREMENT METHODOLOGY THAT A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN IS REQUIRED TO MEET BEFORE BEING RECOGNIZED IN FINANCIAL STATEMENTS. MSC'S CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT DECEMBER 31, 2015 AND 2014 DOES NOT INCLUDE ANY LIABILITIES ASSOCIATED WITH UNCERTAIN TAX POSITIONS; FURTHER, MSC HAS NO UNRECOGNIZED TAX BENEFITS. MSC BELIEVES THAT IT IS NO LONGER SUBJECT TO EXAMINATION OF ITS TAX RETURNS FOR YEARS BEFORE 2012. PART XI, LINE 4B - OTHER ADJUSTMENTS: RECLASS OF LOSS ON SALE OF EQUIPMENT -1,063. PART XII, LINE 2D - OTHER ADJUSTMENTS: RECLASS OF LOSS ON SALE OF EQUIPMENT 1,063. X 1 1 X X X 0 0 0 DAVID SPIGELMYER PRESIDENT 300000 0 108000 0 18000 0 87900 0 20589 0 534489 0 0 0 ERICA CLAYTON WRIGHT VP COMMUNICATION & MEMBERSHIP 168333 0 25500 0 0 0 10100 0 18788 0 222721 0 0 0 ROBERT PETRILLI VP FINANCE & ADMIN 201900 0 30285 0 0 0 12114 0 20583 0 264882 0 0 0 JIM WELTY VP OF GOVERNMENT AFFAIRS 247400 0 37110 0 0 0 14844 0 11033 0 310387 0 0 0 PATRICK HENDERSON DIR. OF REG. AFFAIRS (ENTER 2/2015) 132500 0 15000 0 0 0 7250 0 18604 0 173354 0 0 0 LOREN ANDERSON MGR OF STRATEGIC PROJECTS 125000 0 12500 0 0 0 7500 0 19145 0 164145 0 0 0 AMBER BENZON DIRECTOR GOVERNMENT AFFAIR 141000 0 14100 0 0 0 8460 0 18685 0 182245 0 0 0 DAVID BROCIOUS DIR. BUSINESS DEV & MEMBERSHIP 130200 0 13020 0 0 0 7812 0 20021 0 171053 0 0 0 PART I, LINE 1A THE PERSONNEL COMPENSATION COMMITTEE REVIEWED AND APPROVED THE FOLLOWING BENEFITS FOR THE PRESIDENT: - FIRST CLASS CHARTER OR TRAVEL FORM 990, PART VI, SECTION A, LINE 2 IN THE OIL AND GAS INDUSTRY, IT IS LIKELY THAT BUSINESS RELATIONSHIPS EXIST BECAUSE DIRECTORS OF THE ORGANIZATION MAY SIT ON MULTIPLE MEMBER COMPANIES OWNED OR CONTROLLED BY THE SAME ENTITY. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS THREE CLASSES OF MEMBERSHIP: "EXECUTIVE BOARD MEMBERS," "BOARD MEMBERS, AND "ASSOCIATE MEMBERS." FORM 990, PART VI, SECTION A, LINE 7A THE MEMBERS HOLD ONLY THE RIGHTS SPECIFIED IN THE BYLAWS AND NO MEMBER, WHETHER EXECUTIVE BOARD, BOARD MEMBER OR ASSOCIATE, HAS THE RIGHTS OF A MEMBER UNDER THE PENNSYLVANIA NONPROFIT CORPORATION LAW OF 1988, AS AMENDED. EACH EXECUTIVE BOARD AND BOARD MEMBER HAS THE RIGHT TO APPOINT A DIRECTOR, AS SET FORTH IN SECTION 3.3 OF THE BYLAWS, AND THAT DIRECTOR OR HIS/HER DESIGNEE FROM WITHIN HIS/HER COMPANY IS ELIGIBLE TO VOTE ON MATTERS PUT BEFORE THE COALITION. FORM 990, PART VI, SECTION B, LINE 11 FORM 990 WAS REVIEWED FOR FILING BY THE PRESIDENT, TREASURER OF THE BOARD, VICE PRESIDENT OF FINANCE AND ADMINISTRATION, AND THE AUDIT COMMITTEE. A COMPLETE COPY OF FORM 990 WAS PROVIDED TO THE BOARD PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C COVERED PERSONS ARE REQUIRED TO DISCLOSE ALL ACTUAL AND POTENTIAL CONFLICTS. IF A CONFLICT EXISTS, THE INDIVIDUAL SHALL RECUSE HIM/HERSELF FROM PARTICIPATING IN ANY PROCEEDING OR VOTING ON ANY TRANSACTION OR ARRANGEMENT INVOLVING THE COALITION IN WHICH HE OR SHE HAS A POTENTIAL OR ACTUAL CONFLICT OF INTEREST, AND SHALL NOT BE PRESENT WHEN ANY SUCH VOTE IS TAKEN. COVERED PERSONS ARE REQUIRED TO DISCLOSE FACTS OF EVERY ACTUAL OR POTENTIAL CONFLICT ANNUALLY THROUGH THE ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE. FORM 990, PART VI, SECTION B, LINE 15 A COMPENSATION STUDY WAS CONDUCTED BY A THIRD PARTY REGARDING OFFICER COMPENSATION. ALSO, THE PERSONNEL COMPENSATION COMMITTEE REVIEWED AND APPROVED ALL OFFICER AND TOP MANAGEMENT COMPENSATION. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S FORM 990 AND FORM 5500 IS MADE AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. FORM 990, PART XII, LINE 2C, OVERSIGHT OF FINANCIAL STATEMENT AUDIT: THE ORGANIZATION'S FINANCIAL STATEMENTS ARE AUDITED BY AN INDEPENDENT ACCOUNTING FIRM. IN ADDITION, THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND ITS SELECTION OF THE INDEPENDENT ACCOUNTANT. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. MSC FOUNDATION 24 SUMMIT PARK DRIVE 2ND FL PITTSBURGH PA 15275 460639843 SUPPORTING ORGANIZATION OF MARCELLUS SHALE COALITION PA 501(C)(3) LINE 11A, I THE MARCELLUS SHALE COALITION 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0