2015-08-12T12:46:16-05:00 2014-12-31 GRANT THORNTON LLP 101 CALIFORNIA STREET SUITE 2700 SAN FRANCISCO CA 94111 990 2014-01-01 237175375 Electric Power Research Institute Inc % EPRI FINANCE DIVISION ELEC 6508552000 3420 Hillview Avenue Suite Palo Alto CA 94304 PAMELA J KEEFE SVP CFO AND TREASURER 6508552000 2015-08-12 true ROSEMARIE BROWN P01278077 4159863900 2014 2016-02-25 16:41:14Z Michael W Howard 3420 Hillview Avenue Palo Alto CA 94304 619302435 false X www.epri.com X 1972 DC See Schedule O 34 34 937 37 48989639 0 0 376748690 383281829 1925522 1492734 4330483 4387270 383004695 389161833 1397468 1791041 0 0 133438809 141355420 0 0 0 221807177 229129006 356643454 372275467 26361241 16886366 328978340 335467448 219313264 209013311 109665076 126454137 X SEE SCHEDULE O false false 286690664 1791041 384721302 See Schedule O 286690664 true false false true false false false false false false true true false false true false false true false true true true false false false false false true true true false false false false false false false true false false false false false true true true false false true 419 0 true 937 true true true true JA SP UK EI CA KS false false false false false false false false X 34 34 false false true false true true true true true false false true true true true true true true true true true CA X EPRI FINANCE DIVISION 6508552000 3420 HILLVIEW AVENUE Palo Alto CA 94304 DENIS P O'BRIEN CHAIRMAN OF THE BOARD 1.0 0.0 X X 0 0 0 GIL C QUINIONES VICE CHAIRMAN 1.0 0.0 X X 0 0 0 KIMBERLY S GREENE DIRECTOR / CHAIR - PART YEAR 1.0 0.0 X X 0 0 0 NICHOLAS K AKINS DIRECTOR 1.0 0.0 X 0 0 0 KENNETH J ANDERSON DIRECTOR - CYPT 1.0 0.0 X 0 0 0 REBECCA BLALOCK DIRECTOR 1.0 0.0 X 0 0 0 JOHN A BOHN DIRECTOR 1.0 0.0 X 750 0 0 MARK B BONSALL DIRECTOR 1.0 0.0 X 0 0 0 W TERRY BOSTON DIRECTOR 1.0 0.0 X 0 0 0 JOSEPH P BRANNAN DIRECTOR 1.0 0.0 X 0 0 0 JIM BURKE DIRECTOR 1.0 0.0 X 0 0 0 CAREN BYRD DIRECTOR 1.0 0.0 X 0 0 0 JORGE CARRASCO DIRECTOR 1.0 0.0 X 0 0 0 SHERYL CARTER DIRECTOR 1.0 0.0 X 0 0 0 SEOK CHO DIRECTOR 1.0 0.0 X 0 0 0 DANIEL F COLE DIRECTOR 1.0 0.0 X 0 0 0 DAVID C COEN DIRECTOR 1.0 0.0 X 1500 0 0 PAT K COLLAWN DIRECTOR 1.0 0.0 X 0 0 0 THEODORE F CRAVER JR DIRECTOR 1.0 0.0 X 0 0 0 BRIAN DAMES DIRECTOR - CYPT 1.0 0.0 X 0 0 0 ANTHONY F EARLEY JR DIRECTOR 1.0 0.0 X 0 0 0 BENJAMIN G S FOWKE III DIRECTOR 1.0 0.0 X 0 0 0 W GARY GATES DIRECTOR - CYPT 1.0 0.0 X 0 0 0 DUANE D HIGHLEY DIRECTOR 1.0 0.0 X 0 0 0 CRAIG IVEY DIRECTOR 1.0 0.0 X 0 0 0 LISA D JOHNSON DIRECTOR 1.0 0.0 X 0 0 0 PATRICIA L KAMPLING DIRECTOR 1.0 0.0 X 0 0 0 JAMES Y KERR II DIRECTOR - CYPT 1.0 0.0 X 5000 0 0 GALE E KLAPPA DIRECTOR 1.0 0.0 X 0 0 0 JAMES H LASH DIRECTOR 1.0 0.0 X 0 0 0 CONSTANCE H LAU DIRECTOR 1.0 0.0 X 0 0 0 STEPHEN J LENNON DIRECTOR 1.0 0.0 X 0 0 0 TOM MITCHELL DIRECTOR 1.0 0.0 X 0 0 0 CHARLES G PARDEE DIRECTOR 1.0 0.0 X 0 0 0 TERRY OLIVER DIRECTOR 1.0 0.0 X 0 0 0 DAVID SAGGAU DIRECTOR - CYPT 1.0 0.0 X 0 0 0 BERNARD SALHA DIRECTOR 1.0 0.0 X 0 0 0 THOMAS R STANDISH DIRECTOR - CYPT 1.0 0.0 X 0 0 0 B KEITH TRENT DIRECTOR 1.0 0.0 X 0 0 0 DAVID G VICTOR DIRECTOR 1.0 0.0 X 6500 0 0 LIVIO VIDO DIRECTOR - CYPT 1.0 0.0 X 0 0 0 MICHAEL W HOWARD PRESIDENT AND CEO 40.0 0.0 X 1254188 0 437424 HENRY A COURTRIGHT SVP GLOBAL STRAT AND EXT RELAT 40.0 0.0 X 597765 0 173140 ARSHAD MANSOOR SVP RESEARCH AND DEVELOPMENT 40.0 0.0 X 608751 0 190207 PAMELA J KEEFE SVP CFO AND TREASURER 40.0 0.0 X 443023 0 151181 C THOMAS ALLEY JR VP GENERATION 40.0 0.0 X 431999 0 116849 SALVADOR A CASENTE JR VP GEN COUNSEL AND SECRETARY 40.0 0.0 X 412239 0 104050 ROBERT N CHAPMAN VP MEMBER AND TECHNICAL SVCS 40.0 0.0 X 406833 0 126174 MARK MCGRANAGHAN VP POWER DELIVERY AND UTIL 40.0 0.0 X 426652 0 132861 ANDA RAY VP ENV AND CHIEF SUSTAIN OFFIC 40.0 0.0 X 344361 0 115501 CAROLYN R SHOCKLEY VP PEOPLE AND PERFORMANCE 40.0 0.0 X 463677 0 138351 NEIL M WILMSHURST VP NUCLEAR 40.0 0.0 X 472967 0 136344 JANIS G MENDELSON ASSISTANT CORP SECRETARY 40.0 0.0 X 126851 0 22753 NORRIS S HIROTA SENIOR TECHNICAL EXECUTIVE 40.0 0.0 X 322837 0 58499 KURT W EDSINGER DIRECTOR PWR AND BWR MATERIALS 40.0 0.0 X 310730 0 56092 TUAN M NGUYEN DIRECTOR OPERATION EXCELLENCE 40.0 0.0 X 301848 0 31968 MICHAEL J MILLER SR MGR MEMBER AND TECH SVCS 40.0 0.0 X 289834 0 61049 ANDREW PHILLIPS DIRECTOR POWER DELIV AND UTIL 40.0 0.0 X 289956 0 54397 CLARK W GELLINGS EPRI FELLOW 40.0 0.0 X 353379 0 55495 ROSA L YANG SENIOR TECHNICAL EXECUTIVE 40.0 0.0 X 346646 0 62542 8218286 0 2224877 518 true true false ODYNE SYSTEMS LLC N4 W22610 BLUEMOUND RD WAUKESHA WI 53186 CONTRACT R&D 12867022 SOUTHERN COMPANY SERVICES INC 241 RALPH MCGILL BOULEVARD NE ATLANTA GA 30308 CONTRACT R&D 6629503 ELECTRICITE DE FRANCE 1 AVENUE DU GENERAL DE GAULLE CLAMART CEDEX 0 FR CONTRACT R&D 4986514 AREVA FEDERAL SERVICES INC 7207 IBM DRIVE CHARLOTTE NC 28262 CONTRACT R&D 3411293 STUDSVIK NUCLEAR AB SE-611 82 NYKOPING 0 SW CONTRACT R&D 2951156 399 0 MEMBERSHIP FEE REVENUE 541900 183631148 167909468 15721680 SUPPLEMENTAL FUNDING 541900 192684011 166382722 26301289 BILLABLE SERVICES 541900 6966670 6966670 383281829 795166 795166 0 967800 967800 2291318 311321 1979997 0 1979997 1979997 229830000 696849 229829281 719 696849 697568 697568 0 0 0 SALE OF R&D REPORTS 900099 711925 711925 OTHER INCOME 900099 727548 727548 1439473 389161833 335731663 48989639 4440531 1716120 1716120 28000 28000 46921 46921 0 7428571 7428571 0 93406572 55429752 37976820 11679128 7136789 4542339 22060965 13480840 8580125 6780184 4143181 2637003 0 730353 71897 658456 324863 324863 21608 21608 0 277710 277710 462592 462592 0 12383190 11508735 874455 4490583 4490583 0 4122634 4021069 101565 14542686 11101755 3440931 0 8514842 7568426 946416 0 5072471 494814 4577657 9734012 9494205 239807 658637 658637 R&D EXPENSES 157766426 157766426 CONSULTING 2558131 2558131 TELEPHONE 1966190 1966190 EQUIPMENT RENTAL & MAINT. 934049 934049 4568029 2681734 1886295 372275467 286690664 85584803 0 19749438 30558042 119659596 123572592 0 0 49183117 46599934 0 0 0 0 0 0 0 0 8052470 5556236 144926463 90143125 59054790 54783338 0 0 71688860 70468853 0 0 0 0 1590069 3928453 328978340 335467448 65954959 58044643 0 0 137883064 136529458 0 0 0 0 0 0 0 0 0 0 15475241 14439210 219313264 209013311 X 109665076 126454137 0 0 0 0 109665076 126454137 328978340 335467448 16886366 -97305 X false true X true true true X 0 0 0 0 0 0 361989545 360794350 379265089 376748690 383281829 1862079503 0 0 0 361989545 360794350 379265089 376748690 383281829 1862079503 0 115845139 121175441 111578750 124546693 113035690 586181713 115845139 121175441 111578750 124546693 113035690 586181713 1275897790 23624183 5520706 4425618 4548482 4054284 42173273 0 23624183 5520706 4425618 4548482 4054284 42173273 0 1448243 2002177 1716193 924694 1439473 7530780 387061971 368317233 385406900 382221866 388775586 1911783556 0.66739 0.65875 0.02206 0.02376 X SUPPORT SCHEDULE FOR ORGANIZATIONS DESCRIBED IN SECTION 509(A)(2) SCHEDULE A, PART III: OTHER INCOME DESCRIPTION SCHEDULE A, PART III, LINE 12: 21608 21608 371976149 371997757 1000000 250000 1000000 1000000 1000000 1000000 4000000 6000000 24113 1047 5312 21608 52080 250000 250000 250000 250000 1000000 1500000 2293299 2293299 68183152 43107476 25075676 7711474 3975505 3735969 28758811 21000448 7758363 37979727 22059696 15920031 54783338 LONG TERM INVESTMENTS 68698784 F INVESTMENT IN SUBSIDIARIES 1769410 F INVESTMENT IN OTHER COMPANIES 659 F 70468853 0 ACCRUED POST RETIREMENT BENEFITS 10893468 INTERCO PAYABLE WITH RELATED PARTY 1791552 OTHER LONG-TERM LIABILITIES 1754190 14439210 FIN 48 (ASC 740) FOOTNOTE SCHEDULE D, PART X, LINE 2: EPRI ADOPTED FIN 48 (CODIFIED AS ASC 740) IN 2009. THE ADOPTION IN 2009 DID NOT HAVE A MATERIAL IMPACT ON THE EPRI FINANCIAL STATEMENTS. THERE WAS NO CHANGE IN 2013 OR 2014. AS A RESULT, THE FINANCIAL STATEMENTS DO NOT HAVE A FIN 48 LIABILITY RECORDED AND A FOOTNOTE FOR FIN 48 WAS NOT REQUIRED. true Central America and the Caribbean Program Services R&D PROJECT 7916 East Asia and the Pacific Program Services R&D PROJECT 2730377 Europe (Including Iceland and Greenland) 1 Program Services R&D PROJECT 16250227 Middle East and North Africa Program Services R&D PROJECT 2235 North America Program Services R&D PROJECT 4257923 Russia and the Newly Independent States Program Services R&D PROJECT 105754 South America Program Services R&D PROJECT 26349 South Asia Program Services R&D PROJECT 5286 Sub-Saharan Africa Program Services R&D PROJECT 168146 East Asia and the Pacific Unrelated Trade or Business 1000593 Europe (Including Iceland and Greenland) Unrelated Trade or Business 1305570 North America Unrelated Trade or Business 269001 Europe (Including Iceland and Greenland) Grantmaking 46921 East Asia and the Pacific Investments 25228398 Europe (Including Iceland and Greenland) Investments 31265268 North America Investments 22955592 1 1 105625556 105625556 Europe (Including Iceland and Greenland) CONTRIBUTION 30697 ELECTRONIC Europe (Including Iceland and Greenland) CONTRIBUTION 16224 ELECTRONIC 2 false false false false false true PROCEDURE FOR MONITORING USE OF GRANT FUNDS OUTSIDE OF THE UNITED STATES SCHEDULE F, PART I, LINE 2: EPRI OCCASIONALLY MAKES GRANTS TO OTHER INSTITUTIONS WHEN DOING SO IS CONSISTENT WITH AND FURTHERS EPRI'S CHARITABLE PURPOSE. GRANTS ARE MADE ONLY TO ENTITIES WHICH ARE WELL KNOWN TO EPRI AND AFTER APPROPRIATE DUE DILIGENCE. THE PERMITTED USES OF THE GRANTED FUNDS ARE SPELLED OUT TO THE GRANTEE AND EPRI TYPICALLY RECEIVES REPORTS, TECHNICAL PAPERS, CONFERENCE AND SIMILAR MATERIALS DEMONSTRATING THE APPROPRIATE USE OF THE GRANTED FUNDS. true ARIZONA STATE UNIVERSITY 577 ENGINEERING RSRCH CTR TEMPE AZ 85287 860196696 115 448730 CONTRIBUTION ASME TWO PARK AVE NEW YORK NY 10016 131623899 501(c)(3) 12000 CONTRIBUTION CARNEGIE MELLON UNIVERSITY 5000 FORBES AVENUE PITTSBURGH PA 15213 250969449 501(c)(3) 200000 CONTRIBUTION LITTLE BROTHERS FRIENDS OF THE ELDERLY 909 HYDE ST SAN FRANCISCO CA 94109 943143730 501(c)(3) 7250 CONTRIBUTION TEXAS A&M UNIVERSITY 201 MECHANICAL ENGINEERING OFFICE B COLLEGE STATION TX 77843 741974733 115 12000 CONTRIBUTION THE UNIVERSITY OF CONNECTICUT FOUNDATION INC 2390 ALUMNI DR STORRS CT 06269 066070722 501(c)(3) 50000 CONTRIBUTION UNIVERSITY OF NORTH CAROLINA AT CHARLOTTE 9201 UNIVERSITY CITY BLVD CHARLOTTE NC 28223 566001393 115 64167 CONTRIBUTION THE UNIVERSTY OF TEXAS AT AUSTIN 1 UNIVERSITY STATION AUSTIN TX 78712 746000203 115 45000 CONTRIBUTION UNIVERSITY OF CALIFORNIA SAN DIEGO 9500 GILMAN DR LA JOLLA CA 92093 952872494 115 300000 CONTRIBUTION UNIVERSITY OF KENTUCKY RESEARCH FOUNDATION 109 Kinkead Hall Lexington KY 40506 616033693 501(c)(3) 200000 CONTRIBUTION UNIVERSITY OF TENNESSEE KNOXVILLE 1534 WHITE AVE KNOXVILLE TN 37996 626001636 115 38373 CONTRIBUTION WOODS HOLE OCEANOGRAPHIC INSTITUTION 266 WOODS HOLE RD WOODS HOLE MA 02543 042105850 501(c)(3) 300000 CONTRIBUTION 12 0 HONORARIUM FOR SUPPORT OF THE DEMAND DELPHI PANEL 8 4000 HONORARIUM FOR PARTICIPATION ON ADVISORY COUNCIL 11 24000 PROCEDURE FOR MONITORING USE OF GRANT FUNDS IN THE UNITED STATES SCHEDULE I, PART I, LINE 2: EPRI OCCASIONALLY MAKES GRANTS TO OTHER INSTITUTIONS WHEN DOING SO IS CONSISTENT WITH AND FURTHERS EPRI'S CHARITABLE PURPOSE. GRANTS ARE MADE ONLY TO ENTITIES WHICH ARE WELL KNOWN TO EPRI AND AFTER APPROPRIATE DUE DILIGENCE. THE PERMITTED USES OF THE GRANTED FUNDS ARE SPELLED OUT TO THE GRANTEE AND EPRI TYPICALLY RECEIVES REPORTS, TECHNICAL PAPERS, CONFERENCE AND SIMILAR MATERIALS DEMONSTRATING THE APPROPRIATE USE OF THE GRANTED FUNDS. X X true true X X X X X false true false false false false false true false MICHAEL W HOWARD PRESIDENT AND CEO 561072 0 603800 0 89316 0 413928 0 23496 0 1691612 0 0 0 HENRY A COURTRIGHT SVP GLOBAL STRAT AND EXT RELAT 336616 0 232000 0 29149 0 153936 0 19204 0 770905 0 0 0 ARSHAD MANSOOR SVP RESEARCH AND DEVELOPMENT 345803 0 234200 0 28748 0 165421 0 24786 0 798958 0 0 0 PAMELA J KEEFE SVP CFO AND TREASURER 263924 0 160000 0 19099 0 135690 0 15491 0 594204 0 0 0 C THOMAS ALLEY JR VP GENERATION 251936 0 166700 0 13363 0 106411 0 10438 0 548848 0 0 0 SALVADOR A CASENTE JR VP GEN COUNSEL AND SECRETARY 244006 0 154200 0 14033 0 104020 0 30 0 516289 0 0 0 ROBERT N CHAPMAN VP MEMBER AND TECHNICAL SVCS 239635 0 152031 0 15167 0 101755 0 24419 0 533007 0 0 0 MARK MCGRANAGHAN VP POWER DELIVERY AND UTIL 254893 0 170500 0 1259 0 108587 0 24274 0 559513 0 0 0 ANDA RAY VP ENV AND CHIEF SUSTAIN OFFIC 275000 0 55000 0 14361 0 115471 0 30 0 459862 0 0 0 CAROLYN R SHOCKLEY VP PEOPLE AND PERFORMANCE 267448 0 180000 0 16229 0 112565 0 25786 0 602028 0 0 0 NEIL M WILMSHURST VP NUCLEAR 284030 0 184000 0 4937 0 118940 0 17404 0 609311 0 0 0 NORRIS S HIROTA SENIOR TECHNICAL EXECUTIVE 228036 0 93740 0 1061 0 33080 0 25419 0 381336 0 0 0 KURT W EDSINGER DIRECTOR PWR AND BWR MATERIALS 221164 0 89170 0 396 0 31674 0 24418 0 366822 0 0 0 TUAN M NGUYEN DIRECTOR OPERATION EXCELLENCE 222764 0 77811 0 1273 0 30218 0 1750 0 333816 0 0 0 MICHAEL J MILLER SR MGR MEMBER AND TECH SVCS 182942 0 104600 0 2292 0 29701 0 31348 0 350883 0 0 0 ANDREW PHILLIPS DIRECTOR POWER DELIV AND UTIL 208065 0 81519 0 372 0 29611 0 24786 0 344353 0 0 0 CLARK W GELLINGS EPRI FELLOW 243991 0 100556 0 8832 0 34976 0 20519 0 408874 0 0 0 ROSA L YANG SENIOR TECHNICAL EXECUTIVE 226168 0 117564 0 2914 0 35373 0 27169 0 409188 0 0 0 FIRST-CLASS TRAVEL SCHEDULE J, PART I, LINE 1A: EPRI'S CEO AND SENIOR VICE PRESIDENTS ARE REQUIRED TO TRAVEL FREQUENTLY AND OFTEN FOR EXTENDED PERIODS AWAY FROM HOME. TO LESSEN THE BURDEN AND INCREASE PRODUCTIVITY, FIRST CLASS TRAVEL IS ALLOWED AND PRE-APPROVED FOR EPRI'S CEO AND SENIOR VICE PRESIDENTS DURING PERIODS WHEN THE INDIVIDUAL IS SUBJECTED TO A HEAVY TRAVEL SCHEDULE AND EXTENDED FLIGHT DURATION. PERSONAL SERVICES SCHEDULE J, PART I, LINE 1A: EPRI MAKES AVAILABLE TO ITS KEY OFFICERS A FINANCIAL PLANNING BENEFIT THROUGH AN OUTSIDE VENDOR, WHICH EACH OFFICER MAY DETERMINE TO ACCEPT OR DECLINE. OFFICERS SELECTING THE SERVICE MAY ALSO USE THE PLANNER FOR TAX PREPARATION ADVICE. THE BENEFIT IS TREATED AS TAXABLE INCOME TO THE OFFICER. THE FOLLOWING OFFICERS ACCEPTED A VOLUNTARY FINANCIAL PLANNING BENEFIT OFFERED BY EPRI, WHICH IN 2014 RESULTED IN TAXABLE INCOME TO THE OFFICERS: MICHAEL W. HOWARD $12,295 HENRY A. COURTRIGHT $12,295 ARSHAD MANSOOR $12,295 PAMELA J. KEEFE $12,295 C. THOMAS ALLEY, JR. $12,295 SALVADOR A. CASENTE, JR. $12,295 ROBERT N. CHAPMAN $12,295 ANDA RAY $12,000 CAROLYN R. SHOCKLEY $12,295 SEVERANCE ARRANGEMENTS SCHEDULE J, PART I, LINE 4A: THE INSTITUTE HAS ESTABLISHED SEVERANCE PLANS FOR ITS REGULAR EMPLOYEES, INCLUDING OFFICERS. EMPLOYEES HAVE NO PRE-EXISTING VESTED OR ACCRUED RIGHTS TO A SEVERANCE BENEFIT UNDER THESE PLANS, AND THE PLANS MAY BE CHANGED AT THE DISCRETION OF THE INSTITUTE. SEVERANCE BENEFITS IN EACH PLAN ARE CONTINGENT UPON QUALIFYING EMPLOYEE TERMINATIONS AND OTHER CONDITIONS AS REQUIRED IN THE PARTICULAR PLAN. GENERALLY, THE AMOUNT OF ANY SEVERANCE BENEFIT PROVIDED IS DEPENDENT UPON THE POSITION HELD BY THE EMPLOYEE AND LENGTH OF SERVICE UP TO FORTY TWO WEEKS OF SALARY AND TWO MONTHS OF HEALTH BENEFIT CONTINUATION IN THE OFFICER PLAN. IN CONNECTION WITH THE LONG TERM INCENTIVE PROGRAM, OFFICERS (AS DETERMINED BY THE BOARD OR A BOARD COMMITTEE) MAY BE ENTITILED TO A PAYMENT UPON QUALIFYING TERMINATIONS, AS REQUIRED IN THE PROGRAM. SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN SCHEDULE J, PART I, LINE 4B: EPRI PROVIDES A RETIREMENT CONTRIBUTION FOR ITS EMPLOYEES BASED ON THEIR COMPENSATION. THIS RETIREMENT CONTRIBUTION IS USUALLY IN THE FORM OF AN EMPLOYER CONTRIBUTION TO ITS RETIREMENT PLANS. HOWEVER, IF THE CALCULATED RETIREMENT CONTRIBUTION EXCEEDS THE RETIREMENT PLAN EMPLOYER CONTRIBUTION LIMIT FOR THE YEAR, THE AMOUNT OF THE RETIREMENT CONTRIBUTION IN EXCESS OF THE LIMIT IS REPORTED ON THE EMPLOYEES' FORM W-2 AS TAXABLE INCOME AS REQUIRED AND REPORTED ON SCHEDULE J, PART II, COLUMN B(III) AS FOLLOWS: MICHAEL W. HOWARD $74,315 HENRY A. COURTRIGHT $14,500 ARSHAD MANSOOR $15,895 MARK MCGRANAGHAN $166 CAROLYN R. SHOCKLEY $2,688 NEIL M. WILMSHURST $4,261 NON-FIXED PAYMENTS SCHEDULE J, PART I, LINE 7: OFFICERS, AS WELL AS EMPLOYEES, ARE ELIGIBLE FOR INCENTIVE AWARDS BASED ON EPRI'S RESULTS AGAINST CORPORATE GOALS AND EACH INDIVIDUAL'S PERFORMANCE AND CONTRIBUTION TOWARD ACHIEVING THOSE GOALS. INCENTIVE AWARDS ARE STRONGLY TIED TO BOTH CORPORATE AND INDIVIDUAL PERFORMANCE. INCENTIVE AWARDS ARE DETERMINED BASED AS A PERCENTAGE OF BASE SALARY AND ARE CONSIDERED IN THE DETERMINATION BY EPRI OF A TOTAL REASONABLE COMPENSATION PACKAGE. THE EPRI BOARD APPROVES INCENTIVE PAYMENTS FOR ALL OFFICERS. DEFERRED COMPENSATION SCHEDULE J, PART II, COLUMN (C): FOR CERTAIN OFFICERS OF THE ORGANIZATION, DEFERRED COMPENSATION INCLUDES AMOUNTS EARNED OR ACCRUED (BUT NOT FUNDED OR VESTED) AT DECEMBER 31, 2014 IN RELATION TO THE ORGANIZATION'S LONG TERM INCENTIVE PROGRAM. American Electric Power Overlapping Director/Mgmt 1597659 Funding for Services false Duke Energy Corporation Overlapping Director/Mgmt 33700 Funding for Services false Entergy Corporation Overlapping Director/Mgmt 241014 Funding for Services false Exelon Corporation Overlapping Director/Mgmt 106658 Funding for Services false FirstEnergy Corporation Overlapping Director/Mgmt 75679 Funding for Services false PGE Corporation Overlapping Director/Mgmt 348163 Funding for Services false Edison International Overlapping Director/Mgmt 607821 Funding for Services false Southern Company Overlapping Director/Mgmt 182267 Funding for Services false Tennessee Valley Authority Overlapping Director/Mgmt 82500 Funding for Services false American Electric Power Overlapping Director/Mgmt 119646 Pymnt for Public Interest R&D false Duke Energy Corporation Overlapping Director/Mgmt 594873 Pymnt for Public Interest R&D false Electricite de France Overlapping Director/Mgmt 4986514 Pymnt for Public Interest R&D false Exelon Corporation Overlapping Director/Mgmt 167267 Pymnt for Public Interest R&D false FirstEnergy Corporation Overlapping Director/Mgmt 466903 Pymnt for Public Interest R&D false Hawaiian Electric Industries Inc Overlapping Director/Mgmt 362033 Pymnt for Public Interest R&D false Korea Electric Power Company Overlapping Director/Mgmt 612413 Pymnt for Public Interest R&D false PGE Corporation Overlapping Director/Mgmt 233503 Pymnt for Public Interest R&D false Southern Company Overlapping Director/Mgmt 6792342 Pymnt for Public Interest R&D false Tennessee Valley Authority Overlapping Director/Mgmt 221447 Pymnt for Public Interest R&D false BUSINESS TRANSACTIONS INVOLVING INTEREST PERSONS SCHEDULE L, PART IV: EPRI RECEIVED PAYMENT FROM THE ORGANIZATIONS LISTED IN SCHEDULE L, PART IV WITH "FUNDING FOR SERVICES" SHOWN AS THE DESCRIPTION OF TRANSACTION IN COLUMN (D) FOR WORK ASSOCIATED WITH UNRELATED BUSINESS ACTIVITIES. AN INDIVIDUAL THAT SERVED AS A CURRENT OR FORMER OFFICER, DIRECTOR, OR KEY EMPLOYEE LISTED IN EPRI'S FORM 990, PART VII, SECTION A MAY HAVE SERVED IN A SIMILAR POSITION FOR THE LISTED ORGANIZATIONS. ALL OF THE LISTED TRANSACTIONS WERE ON AN ARMS-LENGTH BASIS. EPRI MADE PAYMENT TO THE ORGANIZATIONS LISTED ON SCHEDULE L, PART IV WITH "PAYMENT FOR PUBLIC INTEREST R&D" SHOWN AS THE DESCRIPTION OF TRANSACTION IN COLUMN (D). AN INDIVIDUAL THAT SERVED AS A CURRENT OR FORMER OFFICER, DIRECTOR, OR KEY EMPLOYEE LISTED IN EPRI'S FORM 990, PART VII, SECTION A MAY HAVE SERVED IN A SIMILAR POSITION FOR THE LISTED ORGANIZATIONS. ALL OF THE LISTED TRANSACTIONS WERE ON AN ARMS-LENGTH BASIS. Organization's Mission and Most Important Activities Form 990, Part I, Line 1 and Form 990, Part III, Line 1: EPRI conducts research and development relating to generation, delivery and use of electricity for the benefit of the public. An independent nonprofit organization, EPRI brings together its scientists and engineers as well as experts from academia and industry to help address challenges in electricity, including reliability, efficiency, health, safety and the environment. EPRI also provides technology, policy and economic analyses to drive long-range research and development planning, and supports research in emerging technologies. EPRI's principal offices and laboratories are located in Palo Alto, CA; Charlotte, NC; Knoxville, TN; and Lenox, MA. Program Service Activity Form 990, Part III, Line 4a: EPRI's mission is to conduct research & development through science and technology with a view of providing benefits to its member's customers and the U.S. public. To accomplish this objective, EPRI develops and manages research and development programs for improving energy generation, delivery and usage. Program service expenses are direct charges to the research programs. Certain indirect expenses are included in the management and general expense category, as EPRI does not separate these expenses for financial accounting purposes. Significant Changes to the Organization's Governing Documents Form 990, Part VI, Section A, Line 4: During the tax year, EPRI updated its bylaws to clarify that Directors of the organization appointed by Class I, CLass II, or Class III members shall also be Directors, Officers, or Other Key Employees of the Class I, Class II, or Class III members. Organization's Members or Stockholders Form 990, Part VI, Section A, Line 6: EPRI has three classes of members, namely: (a) Class I (1) Any person, firm, agency or corporation owned by the federal government, or by an agency, authority or instrumentality of the federal government, which is engaged to a substantial degree in the production, transmission or distribution of electric power for public use within the United States; (2) Any cooperative association or cooperative corporation which is engaged to a substantial degree in the production, transmission or distribution of electric power for public use within the United States; (3) Any nonfederal governmental or other public agency, authority or instrumentality, or any non-profit corporation, association or other non-profit organization operating pursuant to governmental oversight or regulation, which is engaged to a substantial degree in the production, transmission or distribution of electric power for public use within the United States; (4) Any corporation, association or other organization operating pursuant to governmental oversight or regulation, which is engaged to a substantial degree in operating, maintaining or assuring reliability of systems for the transmission of electric power for public uses within the United States and Canada; or (5) Any governmental or other public agency, authority or instrumentality within the United States which is engaged to a substantial degree in directly funding research and development related to the production, transmission, distribution, sale, and utilization of electric power, including but not limited to, energy efficiency, renewables, and environmental research. (b) Class II (1) Any investor-owned person, firm or corporation which is engaged to a substantial degree in the production, transmission or distribution of electric power for public use within the United States, or any person controlling such person, firm, corporation or other entity; (2) Any person, firm, corporation, or other entity which is engaged to a substantial degree within the United States in the production or sale of electric power and which is not regulated as a public utility, or any person controlling such person, firm or corporation. (c) Class III Any non-United States government agency or person, firm, corporation or other entity regulated as a utility, which is engaged to a substantial degree in the production, sale, transmission or distribution of electric power for public use outside the United States. Member's Power to Elect or Appoint the Governing Body Form 990, Part VI, Section A, Line 7a: In 2014, the members of EPRI's Board of Directors were elected and appointed as follows: Class I members may elect seven members of the Board. The Tennessee Valley Authority and the Bonneville Power Administrator may each appoint one member of the Board. Class II members may elect fifteen members of the Board. Class III members may elect five members of the Board. The EPRI Governance and Nominating Committee may appoint six members of the Board. Governance Decisions Reserved to Members Form 990, Part VI, Section A, Line 7b: Members have the power to amend the articles of incorporation and may have other powers conferred by the Nonprofit Corporation Code of the District of Columbia. Form 990 Review Process Form 990, Part VI, Section B, Line 11b: An external tax firm and EPRI staff work together to gather the required tax information necessary to complete the tax return. The tax firm prepares an initial draft return and reviews the initial draft return with the finance and legal management team; items are discussed and reviewed. Recommended changes are reflected in the return and a draft tax return is prepared. The draft tax return is presented to the Audit Committee for their review and a copy is provided through a secure link to the Board of Directors. The audit committee may question EPRI management and the external tax firm or ask for clarification on any item on the return. After the Committee has reviewed the tax return, the return is filed with the appropriate governing tax authorities. Monitoring and Enforcement of Conflict of Interest Policy Form 990, Part VI, Section B, Line 12c: EPRI requires all employees to complete an annual statement disclosing any conflicts of interest and they have a requirement to update the disclosure on an ongoing basis. Process for Determining Compensation of CEO, Officers, and Key Employees Form 990, Part VI, Section B, Lines 15a and 15b: Officers' compensation decisions are determined by the Compensation and Leadership Development Committee of EPRI's Board of Directors, with the exception of determination of compensation levels for the CEO and new officers, which are usually determined by the Executive Committee of the Board of Directors. The Committees obtain and act in reliance upon appropriate comparability and benchmarking data for the officer positions from a nationally recognized independent source to support determinations of fair market value of officers' compensation for the services rendered. The Committees vote on officer compensation at their meetings and document the approval in the minutes. Participation in Joint Venture/Similar Arrangement With a Taxable Entity Form 990, Part VI, Section B, Line 16b: As defined by the Form 990 instructions, a joint venture or similar arrangement (or a "venture or arrangement") means any joint ownership or contractual arrangement through which there is an agreement to jointly undertake a specific business enterprise, investment, or exempt-purpose activity without regard to (1) whether the organization controls the venture or arrangement, and (2) the legal structure of the venture or arrangement. EPRI performs services and other unrelated business activities and reports that work as unrelated business income for appropriate tax treatment. Particular care is taken in structuring business arrangements such as commercialization transactions, strategic alliances, service centers, and other similar arrangements, including obtaining advice early in the process, in order to protect EPRI's tax-exempt status and minimize any liability. Documents Made Available to the Public Form 990, Part VI, Section C, Line 19: EPRI makes its governing documents, conflict of interest policy, and audited financial statements for the past 3 years available to the public through its own website. Electricity Innovation Institute 3420 Hillview Avenue Palo Alto CA 94304 770562327 DORMANT CA 501(c)(3) 09 EPRI Inc true EPRI Solutions Inc 942 Corridor Park Knoxville TN 37932 770449454 R&D Applic DE na C Corp -15163 1886853 1.00000 true EPRI International Inc 3420 Hillview Avenue Palo Alto CA 94304 522357247 Intl Sales DE na C Corp 201544 759076 1.00000 true false false false false false false false false false false false true true true true false false false false EPRI INTERNATIONAL INC M 5023878 ACTUAL EXPENSE EPRI INTERNATIONAL INC L 49361 ACTUAL EXPENSE