2015-03-06T09:46:33-06:00 2014-03-31 271728945 O'CONNOR DAVIES LLP 665 FIFTH AVENUE NEW YORK NY 10022 990 2013-04-01 132949483 NEW YORK ROAD RUNNERS INC CO FINANCE DEPARTMENT NEWY 6467589656 156 WEST 56TH STREET NEW YORK NY 100193800 LINDA FRANKEN VICE PRESIDENT OF FINANCE 6467589656 2015-03-06 1 GARRETT M HIGGINS P00543209 2122862600 2015-03-06 2013 2016-03-07 17:11:31Z X MARY WITTENBERG 156 WEST 56TH STREET NEW YORK NY 100193800 87481552 0 X WWW.NYRR.ORG X 1979 NY THE ORGANIZATION IS A NEW YORK NOT-FOR-PROFIT CORPORATION, DEDICATED TO PROMOTING RUNNING, WALKING, AND OTHER PHYSICAL ACTIVITIES FOR THE BENEFIT OF PERSONS OF ALL AGES AND ABILITIES, ENHANCING HEALTH AND FITNESS FOR ALL AND RESPONDING TO A VARIETY OF COMMUNITY NEEDS. 25 24 664 18000 99488 -58456 14994130 22312161 24185811 48104475 942957 1544744 15051713 756941 55174611 72718321 1897683 845603 0 0 17913117 19349172 20944 5475 628235 39995940 49952897 59827684 70153147 -4653073 2565174 43440732 54957562 29626236 37520329 13814496 17437233 X NEW YORK ROAD RUNNERS (NYRR) IS DEDICATED TO PROMOTING THE SPORT OF DISTANCE RUNNING, ENHANCING HEALTH AND FITNESS FOR ALL, AND RESPONDING TO COMMUNITY NEEDS. OUR ROAD RACES AND OTHER FITNESS PROGRAMS DRAW UPWARDS OF 365,000 RUNNERS ANNUALLY. 0 0 35475106 845603 32656294 MARATHON, GENERAL/OTHER:IN FISCAL YEAR 2014, NEW YORK ROAD RUNNERS (NYRR) HAD OVER 90,000 PERSONS APPLY TO THE ING NYC MARATHON. THE MARATHON WAS CONTESTED ON NOVEMBER 3, 2013 AND HAD OVER 50,000 FINISHERS. 18709487 14280358 OTHER RACES AND PROGRAMS, GENERAL/OTHER: IN FISCAL YEAR 2014, NEW YORK ROAD RUNNERS (NYRR) HAD OVER 205,000 PERSONS SIGN UP TO PARTICIPATE IN 72 WEEKLY EVENTS, INCLUDING KID'S RACES. WEEKLY RACES AND OTHER RUNNING AND WALKING EVENTS PROVIDE OPPORTUNITIES FOR PERSONS OF ALL AGES AND ABILITIES, INCLUDING CHILDREN, SENIORS, AND DISABLED INDIVIDUALS, TO PARTICIPATE IN REGULAR EXERCISE ACTIVITIES, THEREBY PROMOTING AN ACTIVE AND HEALTHY LIFESTYLE. 5521658 YOUTH SERVICES, GENERAL/OTHER:THE YOUTH AND COMMUNITY SERVICES DIVISION BRINGS FREE RUNNING PROGRAMS AND WELLNESS EVENTS TO SCHOOLS AND NEIGHBORHOODS, FOSTERING PHYSICAL FITNESS, CHARACTER DEVELOPMENT, AND PERSONAL ACHIEVEMENT IN CHILDREN ON UP TO SENIORS. OUR YOUTH PROGRAMS SERVE MORE THAN 200,000 CHILDREN IN HUNDREDS OF UNDERSERVED SCHOOLS AND COMMUNITY CENTERS ACROSS THE COUNTRY. NYRR SUPPORTED 1,100 COMMUNITY-BASED FITNESS EVENTS. 2360841 1833088 OTHER PROGRAM SERVICES INCLUDES PUBLICATIONS, CLASSES AND MERCHANDISING. 2360841 1833088 62067092 1 1 0 1 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 1 1 0 0 1 1 1 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 348 0 664 1 1 1 0 0 0 0 1 1 0 0 0 0 X 25 24 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 NJ NY CT CA MA PA IL X X LINDA FRANKEN - VP FINANCE 6467589656 156 WEST 56TH STREET NEW YORK NY 100193800 GEORGE HIRSCH CHAIRMAN/BOARD MEMBER 3.00 X X 0 0 0 MICHAEL FRANKFURT SECRETARY/BOARD MEMBER 2.00 X X 0 0 0 MARY WITTENBERG PRESIDENT/BOARD MEMBER 50.00 X X 547840 0 50784 NORMAN GOLUSKIN BOARD MEMBER 2.00 X 0 0 0 THOMAS LABRECQUE JR BOARD MEMBER 2.00 X 0 0 0 CLAUDIA MALLEY BOARD MEMBER 1.00 X 0 0 0 BRYANT MCBRIDE BOARD MEMBER 1.00 X 0 0 0 MARTIN OPPENHEIMER BOARD MEMBER 2.00 X 0 0 0 DR NOBERT SANDER BOARD MEMBER 1.00 X 0 0 0 ERIC A SEIFF BOARD MEMBER 1.00 X 0 0 0 TOBY TANSER BOARD MEMBER 1.00 X 0 0 0 ALLAN STEINFELD BOARD MEMBER 1.00 X 0 0 0 STEVE ROTH BOARD MEMBER 2.00 X 0 0 0 ANNE BEANE RUDMAN BOARD MEMBER 1.00 X 0 0 0 RICHARD BYRNE BOARD MEMBER 1.00 X 0 0 0 RAUL DAMAS BOARD MEMBER 1.00 X 0 0 0 DOUG FELTMAN BOARD MEMBER 2.00 X 0 0 0 MICHAEL GROSS BOARD MEMBER 1.00 X 0 0 0 ADAM MANUS BOARD MEMBER 1.00 X 0 0 0 JAMES MILNE BOARD MEMBER 1.00 X 0 0 0 STEVE PAMON BOARD MEMBER 1.00 X 0 0 0 NINA BRODY BOARD MEMBER THRU APRIL 2013 1.00 X 0 0 0 JOHN LEGERE BOARD MEMBER 1.00 X 0 0 0 JUANNE HARRIS BOARD MEMBER 1.00 X 0 0 0 GRANT BEHRMAN BOARD MEMBER 1.00 X 0 0 0 MARK LEVENFUS BOARD MEMBER 1.00 X 0 0 0 NNENNA LYNCH BOARD MEMBER 1.00 X 0 0 0 PETER CIACCIA VICE PRESIDENT/EVENTS 40.00 X 336831 0 15300 ROBERT L LAUFER VICE PRESIDENT/LEGAL 40.00 X 209591 0 15034 CLIFF SPERBER VICE PRESIDENT/YOUTH SERVI 40.00 X 188960 0 11378 LINDA FRANKEN VP OF FINANCE 40.00 X 237412 0 13617 JAMES HEIM VP EVENT DEVELOPMENT & OPERATIONS 40.00 X 148077 0 12957 MICHAEL CAPIRASO EVP, OPERATIONS, ADMIN & STRATEGY 40.00 X 295214 0 15675 VERONICA TUCKER VP MARKETING & DIGITAL 40.00 X 218677 0 16551 JOHN GASSNER VP BUS DEV/STRATEGIC PARTNERSHIPS 40.00 X 182885 0 14200 MARIA NOTE VP HUMAN RESOURCES 40.00 X 135717 0 22794 KERIN HEMPEL VP STRATEGY & PLANNING 40.00 X 135162 0 7558 MICHAEL RODGERS VP DEVELOPMENT & PHILANTHROPY 40.00 X 116692 0 4106 CHRISTOPHER WEILLER VP MEDIA & PUBLIC RELATIONS 40.00 X 32692 0 2115 DAMEN CHAN IT DIRECTOR THRU AUGUST 2013 40.00 X 176420 0 375 RICHARD FINN DIR. MEDIA RELATION THRU MARCH 2014 40.00 X 138097 0 375 MICHAEL TRAVERSO CONTROLLER 40.00 X 132115 0 7402 MICHELLE TAYLOR DIRECTOR NEW BUSINESS DEVELOPMENT 40.00 X 131160 0 27224 ELIZABETH CREIGHTON DIRECTOR MERCHANDISE THRU JANUARY 2014 40.00 X 123497 0 23231 3487039 0 260676 17 0 1 0 CITY OF NEW YORK DEPARTMENT OF FINANCE 55 WATER STREET 9TH FLOOR NEW YORK NY 10041 NYPD FEES 4151889 TRANS WORLD INTERNATIONAL INC IMG CENT 1360 EAST 9TH STREET CLEVELAND OH 44114 BROADCAST NYC MARATHON 1859121 ICREON TECH 433 5TH AVENUE 4TH FLOOR NEW YORK NY 10016 INFORMATION TECHNOLOGY 1528917 MC CREATIONS INC 83 HOBART STREET HACKENSACK NJ 07601 T-SHIRTS FOR WEEKLY EVENTS & NYCM 1234057 BBDO PO BOX 101425 ATLANTA GA 303921425 ADVERTISING AGENCY 831704 98 71280 279500 21961381 4689170 22312161 EVENT ENTRY REVENUE 900099 41117000 41117000 MARATHON AUXILIARY REV 900099 3945511 3945511 MEMBERSHIP DUES 900099 1849641 1849641 MAGAZINE REVENUE 841800 718110 718110 0 CLASSES REVENUE 900099 462913 462913 11300 11300 48104475 611375 611375 14713117 13779748 933369 933369 933369 109845 71280 104457 5388 5388 1531091 879026 652065 652065 ADVERTISING INCOME 541800 86288 86288 SPONSORSHIPS INCOME 900099 13200 13200 99488 72718321 48756540 99488 1550132 827603 827603 15500 15500 2500 2500 3186293 1051476 2134817 13039614 11735653 1303961 391158 352042 39116 1408698 1267828 140870 1323409 1191068 132341 290248 290248 482520 482520 258537 258537 28000 28000 5475 5475 170044 170044 393980 393980 1365026 1229323 135703 1318126 1054503 263623 2016419 1750142 266277 2313041 1156520 1156521 316787 253430 63357 81141 81141 1903136 1903136 1392824 1183900 208924 NYC MARATHON 25424896 25424896 WEEKLY EVENTS 10366337 10366337 YOUTH SERVICES 1831835 1220094 16981 594760 70153147 62067092 7457820 628235 2355659 10360195 1083690 2442035 4731828 5148597 191135 1019554 1213788 14439291 8495727 5305517 5943564 26705374 28657277 2047975 1192106 43440732 54957562 11932872 8235136 15293364 29285193 2400000 29626236 37520329 X 13598401 16535696 216095 901537 13814496 17437233 43440732 54957562 2565174 1057563 0 X X 0 1 X 1 0 X 16225583 16416685 19835592 14994130 22312161 89784151 16225583 16416685 19835592 14994130 22312161 89784151 16931981 72852170 405698 473072 703010 611534 611375 2804689 193810 696623 104876 995309 15000000 15000000 108584149 184407375 0.67090 0.67340 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: INSURANCE PROCEEDS - 2012 AMOUNT: $ 15,000,000. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 28000 28000 0 PART II-B, LINE 1: KATHERINE DEFOYD LLC LOBBIED NEW YORK CITY COUNCIL MEMBERS AND NEW YORK STATE LEGISLATORS ON NYRR'S BEHALF SEEKING FUNDS TO SUPPORT NYRR'S YOUTH SERVICES PROGRAMS AND SUPPORTING LEGISLATION PERMITTING OUT-OF-STATE MEDICAL PROVIDERS TO VOLUNTEER AS PART OF THE MEDICAL TEAM AT THE 2013 ING NEW YORK CITY MARATHON. THE LLC'S ACTIVITIES INCLUDED MAKING TELEPHONE CALLS AND SENDING EMAILS TO, AND SCHEDULING MEETINGS WITH, SUCH OFFICIALS AND MEMBERS OF THEIR STAFF, ATTENDING MEETINGS, AND HAVING FOLLOW-UP COMMUNICATIONS WITH OFFICIALS AND STAFF AFTER THE MEETINGS. 1636132 1586548 49584 870032 157696 712336 11593373 6730315 4863058 339754 21168 318586 5943564 X 75524353 1057563 1902611 983483 3943657 71580696 170044 967581 1137625 72718321 71901616 1902611 983483 2886094 69015522 170044 967581 1137625 70153147 PART X, LINE 2: MANAGEMENT RECOGNIZES THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED. MANAGEMENT HAS DETERMINED THAT NYRR HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION OR DISCLOSURE. NYRR IS NO LONGER SUBJECT TO EXAMINATION BY THE APPLICABLE JURISDICTIONS FOR PERIODS PRIOR TO MARCH 31, 2010. PART XI, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD REPORTED ON PART VIII, LINE 10B 879,026. SPECIAL EVENTS DIRECT EXPENSES REPORTED ON PART VIII, LINE 8C 104,457. PART XI, LINE 4B - OTHER ADJUSTMENTS: MEMBERSHIP DUES EXPENSES NETTED AGAINST REVENUE 236,425. EVENT ENTRY FEES NETTED AGAINST REVENUE 731,156. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD REPORTED ON PART VIII, LINE 10B 879,026. SPECIAL EVENTS DIRECT EXPENSES REPORTED ON PART VIII, LINE 8C 104,457. PART XII, LINE 4B - OTHER ADJUSTMENTS: MEMBERSHIP DUES EXPENSES NETTED AGAINST REVENUE 236,425. EVENT ENTRY FEES NETTED AGAINST REVENUE 731,156. X X X X X X 1 ASHLEIGH KING 6001 BUENA VISTA DRIVE VANCOUVER WA 98661 GRANT WRITER 0 0 5475 -5475 5475 -5475 NJ NY CT MA CA PA IL TX FALL GALA 181125 71280 109845 11425 60925 3490 28617 181125 71280 109845 11425 60925 3490 28617 104457 5388 1 STEPHEN SILLER TUNNEL 2361 HYLAN BLVD STATEN ISLAND NY 10306 020554654 501(C)3 100000 DONTATION TO STATEN ISLAND NJ NY TRACK CLUB 358 PARK AVENUE RYE NY 10580 274812118 501(C)3 70000 2014 CHAMPION'S CIRCLE DONATION ONE FUND BOSTON INC 18 TREAMONT ST STE 330 BOSTON MA 02108 462547157 501(C)3 42989 DONATIONS TO SUPPORT BOSTON MARATHON AFTER THE BOMBING US FUND FOR UNICEF 125 MAIDEN LANE NEW YORK NY 10038 131760110 501(C)3 26200 MATCH THE FIRST 26,200 IN RUN FOR THE PHILIPPINES THE EMERGENCY CHILDREN'S 3041 VETERANS ROAD WEST STATEN ISLAND NY 10309 113828185 501(C)3 25000 DONTATION TO STATEN ISLAND AMERICAN DISTANCE PROJECT 3427 W FONTANERO STREET COLORADO SPRINGS CO 80904 272166390 501(C)3 10000 2014 CHAMPION'S CIRCLE DONATION FURMAN ELITEFURMAN UNIVERSITY TRACK 3300 POINSETT HIGHWAY GREENVILLE SC 29613 570314395 501(C)3 10000 2014 CHAMPION'S CIRCLE DONATION ROAD RUNNERS CLUB OF AMERICA MAMMOTH TRACK CLUB PO BOX 3778 MAMMOTH LAKES CA 93546 202746882 501(C)3 10000 2014 CHAMPION'S CIRCLE DONATION NYC & CO FOUNDATION 810 SEVENTH AVE 3 FL NEW YORK NY 10019 134020446 501(C)3 10000 GALA HONORING BLOOMBERG TEAM USA MINNESOTA 4417 MORNINGSIDE ROAD MINNEAPOLIS MN 55416 411994677 501(C)3 10000 2014 CHAMPION'S CIRCLE DONATION ZAP FITNESS PO BOX 192 BLOWING ROCK NC 28605 562275993 501(C)3 10000 2014 CHAMPION'S CIRCLE DONATION ALLIANCE FOR CONEY ISLAND 1000 SURF AVENUE BROOKLYN NY 11224 460802042 501(C)3 9975 UNERWRITTEN COMMUNITY GALA / CONEYRECOVERS CEREMONEY EVENT UNDERWRITE WOMEN IN SPORTS AND EVENTS 244 FIFTH AVENUE SUITE 2087 NEW YORK NY 10001 134119533 501(C)6 8000 TABLE AT 2013 WOMEN IN SPORTS AND ENTERTAINMENT LUNCHEON MARCH OF DIMES 515 MADISON AVENUE NEW YORK NY 10022 131846366 501(C)3 6500 TABLE AT THE 30TH ANNUAL MARCH OF DIMES LUNCHEON CENTRAL PARK TRACK CLUB 801 WEST END AVENUE NEW YORK NY 10025 711005273 501(C)3 5000 2014 CHAMPION'S CIRCLE DONATION VAN CORTLANDT PARK CONSERVANCY 1 BRONX RIVER PARKWAY BRONX NY 10462 800361646 501(C)3 5000 SPONSORSHIP RUN FOR THE TRAIL 15 1 SCHOLARSHIPS 16 15500 PART I, LINE 2: NYRR YOUTH PROGRAMS REQUIRES A POST-GRANT STATUS REPORT DUE WITHIN 6 MONTHS OF THE GRANT AWARD PAYMENT FOR ALL GRANTS MORE THAN $1,500. THE REPORT INCLUDES A DESCRIPTION OF THE GRANTEE'S ACTIVITIES DURING THE PAST SIX MONTHS AND HOW THE FUNDS WERE SPENT. IN ADDITION, NYRR SUPPORTS VARIOUS RUNNING, TRACK AND FIELD ORGANIZATION IN THE US. FOR GRANTS LESS THAN $1,500, GRANTEE ORGANIZATIONS ARE REQUIRED TO SUBMIT A BRIEF DESCRIPTION TO NYRR EXPLAINING WHAT THE FUNDS WERE SPENT ON. A TOTAL OF $15,000 INCLUDES $1,000 GRANTS ISSUED TO EACH OF THE 15 PARTICIPANTS IN THE RUN FOR THE FUTURE PROGRAM THAT UPON PROGRAM COMPLETION (80%+ ATTENDANCE AT PRACTICES, COMPLETION IN THE PERCY SUTTON 5K AND VOLUNTEER ACTIVITY). WE DON'T REQUIRE A REPORT; THE INDIVIDUAL IS REQUIRED TO SUBMIT A BILL FROM THEIR COLLEGE OF CHOICE SHOWING THE BALANCE DUE IN ORDER FOR US TO AWARD THE SCHOLARSHIP. X X X X X 1 0 0 0 0 0 0 1 0 MARY WITTENBERG PRESIDENT/BOARD MEMBER 387788 0 160000 0 52 0 15300 0 35484 0 598624 0 0 0 PETER CIACCIA VICE PRESIDENT/EVENTS 306831 0 30000 0 0 0 15300 0 0 0 352131 0 0 0 ROBERT L LAUFER VICE PRESIDENT/LEGAL 202656 0 6935 0 0 0 12159 0 2875 0 224625 0 0 0 CLIFF SPERBER VICE PRESIDENT/YOUTH SERVI 182711 0 6249 0 0 0 10963 0 415 0 200338 0 0 0 LINDA FRANKEN VP OF FINANCE 220692 0 16720 0 0 0 13242 0 375 0 251029 0 0 0 JAMES HEIM VP EVENT DEVELOPMENT & OPERATIONS 128077 0 20000 0 0 0 7685 0 5272 0 161034 0 0 0 MICHAEL CAPIRASO EVP, OPERATIONS, ADMIN & STRATEGY 276314 0 18900 0 0 0 15300 0 375 0 310889 0 0 0 VERONICA TUCKER VP MARKETING & DIGITAL 204677 0 14000 0 0 0 12281 0 4270 0 235228 0 0 0 JOHN GASSNER VP BUS DEV/STRATEGIC PARTNERSHIPS 145385 0 37500 0 0 0 0 0 14200 0 197085 0 0 0 MARIA NOTE VP HUMAN RESOURCES 127308 0 8400 0 9 0 7638 0 15156 0 158511 0 0 0 DAMEN CHAN IT DIRECTOR THRU AUGUST 2013 80805 0 11000 0 84615 0 0 0 375 0 176795 0 0 0 MICHELLE TAYLOR DIRECTOR NEW BUSINESS DEVELOPMENT 111913 0 19200 0 47 0 6715 0 20509 0 158384 0 0 0 PART I, LINE 4A DAMEN CHAN RECEIVED SEVERANCE PAYMENT OF $84,615. RICHARD FINN RECEIVED SEVERANCE PAYMENT OF $63,138. ELIZABETH CREIGHTON RECEIVED SEVERANCE PAYMENT OF $25,962. PART I, LINE 7 THE FOLLOWING PERSONS LISTED IN FORM 990, PART VII, SECTION A, LINE 1A RECEIVED NON-FIXED PAYMENTS IN THE FORM OF BONUSES AS SET FORTH BELOW. IN ALL CASES (OTHER THAN THAT OF MARY WITTENBERG PRESIDENT/CEO), SUCH BONUSES WERE DETERMINED BY THE COMPENSATION COMMITTEE OF THE BOARD, BASED ON THE RECOMMENDATION OF THE PRESIDENT/CEO, WHO RELIED ON EVALUATIONS OF DEPARTMENT HEADS, PERFORMANCE REPORTS, AND COMPARABILITY DATA PROVIDED BY THE ORGANIZATION'S HUMAN RESOURCES DEPARTMENT, AND THE DECISIONS OF THE HR/COMPENSATION COMMITTEE, WHICH ALSO CONSIDERED THE ORGANIZATION'S FINANCIAL RESULTS FOR THE YEAR. THE DETERMINATIONS OF THE HR/COMPENSATION COMMITTEE WERE PRESENTED TO THE BOARD OF DIRECTORS FOR APPROVAL, FOLLOWING DELIBERATIONS WHICH EXCLUDED ANY AFFECTED OFFICER/EMPLOYEE. THE PRESIDENT/CEO BONUS WAS SET AT $130,000 BY THE TERMS OF AN EMPLOYMENT AGREEMENT (SEE SCHEDULE O STATEMENT RELATING TO FORM 990, PART VI, SECTION B, LINE 15.) THE PRESIDENT WAS ALSO AWARDED AN "ADDITIONAL BONUS" OF $30,000 (FOR A TOTAL BONUS, SHOWN BELOW), BASED UPON THE BOARD'S DETERMINATION THAT SUCH ADDITIONAL BONUS WAS WARRANTED, PURSUANT TO THE TERMS OF THE EMPLOYMENT AGREEMENT, DUE TO HER "SUPERIOR INDIVIDUAL PERFORMANCE" AND "NYRR'S FISCAL PERFORMANCE." MARY WITTENBERG $160,000 PETER CIACCIA $ 30,000 MICHAEL CAPIRASO $ 18,900 LINDA FRANKEN $ 16,720 VERONICA TUCKER $ 14,000 ROBERT L. LAUFER $ 6,935 CLIFF SPERBER $ 6,249 JOHN GASSNER $ 37,500 RICHARD FINN $ 15,000 JAMES HEIM $ 20,000 MARIA NOTE $ 8,400 DAMEN CHAN $ 11,000 KERIN HEMPEL $ 9,200 MICHELLE TAYLOR $ 19,200 WORLD MARATHON MAJORS LLC MARY WITTENBERG SERVES ON THE BOARD OF WORLD MARATHON MAJORS, LLC 188000 NYRR IS A MEMBER OF WORLD MARATHON MAJOR WHICH SEEK TO RAISE INTEREST IN MARATHONING. 0 X 1889468 FAIR MARKET VALUE X 1271718 FAIR MARKET VALUE X 1 42879 FAIR MARKET VALUE X 9 1184425 FAIR MARKET VALUE X 2 144650 FAIR MARKET VALUE X BAGGAGE 1 90300 FAIR MARKET VALUE X AWARDS-TIFFAN 1 65730 FAIR MARKET VALUE 0 0 0 0 PART I, COLUMN (B): COLMUN B IS THE NUMBER OF ITEMS CONTRIBUTED. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS DRAFTED BY INDEPENDENT ACCOUNTANTS BASED ON INFORMATION PROVIDED BY THE ORGANIZATION. THE DRAFT FORM 990 IS PROVIDED TO THE ORGANIZATION'S FINANCE AND LEGAL DEPARTMENTS FOR REVIEW, AND COMMENTS ARE DISCUSSED WITH THE ACCOUNTANTS AND APPROPRIATE REVISIONS ARE MADE TO THE FORM 990. A COPY OF THE FORM 990 IS PROVIDED TO THE PRESIDENT/CEO FOR REVIEW. AFTER ALL INTERNAL MANAGEMENT REVIEWS, THE FORM 990 IS PROVIDED TO MEMBERS OF THE AUDIT COMMITTEE, WHICH HAS BEEN DESIGNATED BY THE BOARD OF DIRECTORS WITH THE RESPONSIBILITY FOR REVIEWING THE COMPLETED FORM 990 PRIOR TO IT BEING MADE AVAILABLE TO THE BOARD OF DIRECTORS. AUDIT COMMITTEE MEMBERS PARTICIPATE IN A MEETING OR CONFERENCE CALL WITH REPRESENTATIVES OF THE LEGAL AND FINANCE DEPARTMENTS AND THE INDEPENDENT ACCOUNTANTS TO DISCUSS THE CONTENT OF THE FORM 990. BEFORE BEING FILED, A COPY OF THE APPROVED FORM 990 IS PROVIDED ELECTRONICALLY TO THE ENTIRE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 12C DIRECTORS, OFFICERS (PRESIDENT AND VICE PRESIDENTS) AND MEMBERS OF SENIOR MANAGEMENT (DEPARTMENT HEADS) RECEIVE A COPY OF THE ORGANIZATION'S CONFLICT OF INTEREST POLICY, SIGN A DECLARATION TO ADHERE TO THE POLICY, AND COMPLETE A QUESTIONAIRE SEEKING DISCLOSURE OF POTENTIAL CONFLICTS. THE POLICY REQUIRES THE FILING OF AMENDED QUESTIONAIRES IN THE EVENT OF ANY CHANGE IN CIRCUMSTANCES AND, PERIODICALLY, THE ORGANIZATION CIRCULATES TO EACH OF THE ABOVE INDIVIDUALS HIS/HER QUESTIONAIRE FOR REVIEW AND UPDATING. INITIAL DETERMINATIONS AS TO WHETHER CONFLICTS EXIST AND, IF SO, WHAT ACTIONS SHOULD BE TAKEN, ARE MADE BY GENERAL COUNSEL IN CONSULTATION WITH THE PRESIDENT/CEO, AND IF WARRANTED, REVIEWED BY THE CHAIR OR A DESIGNATED MEMBER OF THE EXECUTIVE COMMITTEE. DEPENDING ON ITS NATURE AND SERIOUSNESS, ANY ACTUAL CONFLICT MIGHT BE REVIEWED BY THE EXECUTIVE COMMITTEE, AND WHERE NECESSARY, DECISIONS AS TO ANY RESULTING ACTIONS TO BE TAKEN MADE BY THE COMMITTEE OR THE BOARD. IN MOST INSTANCES, THE APPROPRIATE ACTIONS IN THE FACE OF POTENTIAL OR ACTUAL CONFLICTS ARE DISCLOSURE OF THE CONFLICT AND REMOVAL OF THE INDIVIDUAL WITH THE CONFLICT FROM THE CONSIDERATION AND DECISION-MAKING PROCESSES WITH REGARD TO CERTAIN MATTERS WHERE HIS OR HER JUDGMENT WOULD OR MIGHT BE COMPROMISED BY THE CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 (A) COMPENSATION OF THE ORGANIZATION'S CEO WAS DETERMINED PURSUANT TO A FIVE YEAR (APRIL 1, 2010 - MARCH 31, 2015) EMPLOYMENT AGREEMENT NEGOTIATED BY AND BETWEEN THE ORGANIZATION AND THE CEO, EACH REPRESENTED BY SEPARATE INDEPENDENT LEGAL COUNSEL. NEGOTIATIONS ON BEHALF OF THE ORGANIZATION WERE DIRECTED BY THE CHAIR OF THE HR/COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS, WHICH RETAINED THE SERVICES OF AN INDEPENDENT CONSULTANT AND REVIEWED COMPARABILITY DATA. THE AGREEMENT WAS APPROVED BY THE COMMITTEE AND BOARD, IN THE ABSENCE OF THE CEO, AND THE DECISION DOCUMENTED IN THE MINUTES. (B) COMPENSATION OF VICE PRESIDENTS, DEPARTMENT HEADS AND DEPARTMENTAL DIRECTORS AND MANAGERS IS DETERMINED BY THE HR/COMPENSATION COMMITTEE, BASED UPON THE RECOMMENDATIONS OF THE CEO, WHO RELIES ON PERFORMANCE REPORTS AND COMPARABILITY DATA PROVIDED TO HER BY THE ORGANIZATION'S HUMAN RESOURCES DIRECTOR. THE RECOMMENDATIONS OF THE HR/COMPENSATION COMMITTEE, WHICH ALSO TAKES INTO CONSIDERATION DATA REGARDING COMPARABLE POSITIONS AT OTHER ORGANIATIONS, ARE PRESENTED TO THE BOARD OF DIRECTORS FOR APPROVAL, AND ITS DELIBERATIONS AND DECISION ARE CONTEMPORANEOUSLY DOCUMENTED AS PART OF THE MINUTES OF THE PROCEEDINGS. PERSONS WHOSE COMPENSATION IS AT ISSUE ARE NOT INCLUDED IN, OR ARE EXCUSED FROM, MEETINGS AT WHICH SUCH COMPENSATION IN DISCUSSED AND/OR DECIDED. THE FOREGOING PROCESS IS FOLLOWED ANNUALLY AND WAS LAST UNDERTAKEN FOR KEY EMPLOYEES IN MARCH 2014, AND FOR OFFICERS AND OTHER MEMBERS OF SENIOR MANAGEMENT IN JULY 2014. FORM 990, PART VI, SECTION C, LINE 19 CONSISTENT WITH ITS OBLIGATIONS UNDER STATUTORY LAW, RULES AND REGULATIONS, AS APPLICABLE, THE ORGANIZATION MAKES ITS DOCUMENTS, SUCH AS ITS APPLICATION FOR TAX EXEMPTION, ANNUAL INFORMATION RETURNS, CONFLICT OF INTEREST POLICY, FINANCIAL STATEMENTS, AND GOVERNING DOCUMENTS, AVAILABLE THROUGH PUBLIC FILINGS AND/OR ON WRITTEN REQUEST, EITHER BY PROVIDING COPIES OR MAKING THEM AVAILABLE FOR INSPECTION AT THE OFFICES OF THE ORGANIZATION. FORM 990, PART XII, LINE 2C: THE AUDIT COMMITTEE OF THE BOARD HIRES THE AUDIT FIRM, THE REVIEW OF THE RISK ISSUES FOR THE ORGANIZATION AND THE FINAL AUDIT REVIEW AND PACKAGE THAT IS ACCEPTED BY THE BOARD. THE COMMITTEE MEETS WITH THE AUDIT FIRM INDEPENDENTLY FROM STAFF DURING THE AUDIT REVIEW PROCESS AND RECOMMENDS TO THE BOARD THE ACCEPTANCE OF THE AUDIT AND ITS FINDINGS. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990, SECTION B, AMENDED RETURN THIS FORM HAS BEEN AMENDED TO CHANGE THE FOLLOWING: FORM 990, PART VIII, LINE 1 E & F: A RECLASS OF $258,500 WAS MADE FROM GOVERNMENT GRANTS TO OTHER CONTIRUBTIONS.