2014-05-13T12:16:33-05:00 2013-06-30 271728945 O'CONNOR DAVIES LLP 665 FIFTH AVENUE NEW YORK NY 10022 990 2012-07-01 130417693 THE ADVERTISING COUNCIL INC ADVE 2129221500 815 SECOND AVENUE 9TH FLOOR NEW YORK NY 10017 JON FISH 2129221500 2014-05-13 1 GARRETT M HIGGINS P00543209 2122862600 2014-05-13 2012 2015-11-30 17:44:51Z JON FISH 815 SECOND AVENUE 9TH FLOOR NEW YORK NY 10017 44144951 0 X HTTP://WWW.ADCOUNCIL.ORG/ X 1942 NY SEE SCHEDULE O 119 118 123 272 0 0 9864057 10441895 28951530 31107147 1333166 449055 -138980 -1992 40009773 41996105 0 0 0 0 13135331 14222245 34000 42000 1653441 24844675 26402973 38014006 40667218 1995767 1328887 33009942 36321773 13198361 14644161 19811581 21677612 X SEE SCHEDULE O 0 0 32761502 31296391 THE AD COUNCIL'S PUBLIC SERVICE CAMPAIGNS TARGETING THE AMERICAN PEOPLE ARE BEST DEFINED WITHIN FOUR MAJOR PROGRAM AREAS: 1. HEALTH; 2. SAFETY; 3. EDUCATION; AND 4. FAMILY & COMMUNITY.AS SO MANY LEADING ILLNESSES AND DISEASES ARE PROVEN TO BE PREVENTABLE BY A HANDFUL OF HEALTH BEHAVIORS, A PRIORITY IS TO UTILIZE COMMUNICATIONS TO EDUCATE THE PUBLIC AND ESTABLISH HEALTHY HABITS AS EARLY ON IN LIFE AS POSSIBLE. THE AD COUNCIL PROMOTES HEALTHY BEHAVIORS TO ADDRESS CRITICAL ISSUES FROM PREVENTING CHILDHOOD OBESITY, RAISING AWARENESS ABOUT THE IMPORTANCE OF CHILDREN'S ORAL HEALTH, INCREASING EARLY DETECTION OF AUTISM TO EDUCATION OF THE CRITICAL STEPS NEEDED TO RESPOND TO A STROKE. PREVENTION IS THE KEY TO EDUCATION EFFORTS FOR INJURIES THAT MAY OCCUR IN OUR DAILY LIVES. COMMUNICATIONS ADDRESSING SAFETY ISSUES IS IMPERATIVE FOR ALL AMERICANS BECAUSE IT STRIVES TO KEEP PEOPLE SAFE AND SECURE. AD COUNCIL CAMPAIGNS HAVE CONTINUED TO EDUCATE THE PUBLIC ON THE PROPER USE OF CAR SEATS, THE CONSEQUENCES OF IMPAIRED DRIVING TO THE IMPORTANCE OF PREPARING FOR AN EMERGENCY AND STANDING UP TO BULLYING.A SKILLED WORKFORCE AND A WELL-EDUCATED POPULACE ARE ESSENTIAL TO THE HEALTH OF OUR ECONOMY AND DEMOCRACY. BY BUILDING COMMUNICATIONS PROGRAMS AROUND KEY EDUCATION AREAS, AD COUNCIL INITIATIVES RAISE AWARENESS OF ISSUES CRITICAL FOR AN INDIVIDUAL'S FUTURE SUCCESS. THE AD COUNCIL'S PUBLIC SERVICE MESSAGING AROUND EDUCATION INCLUDES CAMPAIGNS RANGING FROM READING, HIGH SCHOOL DROPOUT PREVENTION, COLLEGE ACCESS TO FINANCIAL LITERACY AND ADULT EDUCATION. THE AD COUNCIL'S LARGEST PROGRAM SERVICE IS FAMILY & COMMUNITY. THE AD COUNCIL WORKS TO IMPROVE AND BUILD UPON THE FOUNDATION OF WHAT MAKES A FAMILY STRONG, INCLUDING ADOPTING FROM FOSTER CARE, FATHER INVOLVEMENT, CAREGIVER ASSISTANCE AND MAKING SURE NO CHILD GOES HUNGRY. AD COUNCIL PUBLIC SERVICE CAMPAIGNS ALSO ENCOMPASS KEY FACTORS AFFECTING THE COMMON AND SHARED WELL-BEING OF COMMUNITIES INCLUDING FORECLOSURE PREVENTION, COMMUNITY ENGAGEMENT AND PROTECTING OUR NATURAL RESOURCES. 32761502 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 1 1 0 0 0 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 117 0 123 1 0 0 0 0 0 1 1 0 0 0 0 X 119 118 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 1 1 0 AL AK AZ AR CA CO CT FL GA IL KS KY MA MD ME MI MN MS MO NC ND NH NJ NM NY OH OK OR PA RI SC TN UT VA WA WV WI X X KENNETH M KROLL SVP CONTROLLER 2129841946 815 SECOND AVENUE 9TH FLOOR NEW YORK NY 10017 PEGGY CONLON 38.70 0.00 X X 886297 0 229784 MARC PRITCHARD 3.00 0.00 X X 0 0 0 ANDREW ROBERTSON 2.00 0.00 X X 0 0 0 DEBRA LEE 2.00 0.00 X X 0 0 0 LAURA DESMOND 2.00 0.00 X X 0 0 0 DAVID CHRISTOPHER 2.00 0.00 X X 0 0 0 NANCY HILL 1.00 0.00 X X 0 0 0 JAMES BARGE 2.00 0.00 X X 0 0 0 MAGID ABRAHAM 0.50 0.00 X 0 0 0 JOSEPH ABRUZZESE 0.50 0.00 X 0 0 0 MARK ADDICKS 0.50 0.00 X 0 0 0 A SALMAN AMIN 0.50 0.00 X 0 0 0 ADAM BAIN 1.00 0.00 X 0 0 0 MARYAM BANIKARIM 0.50 0.00 X 0 0 0 MARK BAYNES 0.50 0.00 X 0 0 0 KATHY BEHRENS 1.00 0.00 X 0 0 0 TOM BERNARDIN 0.50 0.00 X 0 0 0 JONATHAN BLUM 0.50 0.00 X 0 0 0 DERMOT BODEN 0.50 0.00 X 0 0 0 LINDA BOFF 0.50 0.00 X 0 0 0 MONIQUE BONNER 0.50 0.00 X 0 0 0 JOANNE BRADFORD 0.50 0.00 X 0 0 0 SEAN BRATCHES 0.50 0.00 X 0 0 0 ANDREW BRENNAN 0.50 0.00 X 0 0 0 NICK BRIEN 0.50 0.00 X 0 0 0 LEE BROWN 0.50 0.00 X 0 0 0 CHUCK BRYMER 0.50 0.00 X 0 0 0 TOBY BYRNE 0.50 0.00 X 0 0 0 CHRISTA CARONE 0.50 0.00 X 0 0 0 TOM CARROLL 0.50 0.00 X 0 0 0 PAUL CHIBE 0.50 0.00 X 0 0 0 MICHAEL CLINTON 0.50 0.00 X 0 0 0 LISA COCHRANE 0.50 0.00 X 0 0 0 DEBORAH CONRAD 0.50 0.00 X 0 0 0 LAURA CORB 1.00 0.00 X 0 0 0 SEAN CUNNINGHAM 0.50 0.00 X 0 0 0 JAMES DATRI 0.50 0.00 X 0 0 0 MAINARDO DE NARDIS 0.50 0.00 X 0 0 0 HARRIS DIAMOND 0.50 0.00 X 0 0 0 HOWARD DRAFT 0.50 0.00 X 0 0 0 DAVID EASTMAN 0.50 0.00 X 0 0 0 WILLIAM ECCLESHARE 0.50 0.00 X 0 0 0 RICHARD EDELMAN 1.00 0.00 X 0 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DAVID KENNY 1.00 0.00 X 0 0 0 PETER KRIVKOVICH 0.50 0.00 X 0 0 0 STEPHEN LACY 1.00 0.00 X 0 0 0 STEVEN LANZANO 0.50 0.00 X 0 0 0 DAVID LEVY 0.50 0.00 X 0 0 0 ANN LEWNES 1.00 0.00 X 0 0 0 ROBERT LIODICE 1.00 0.00 X 0 0 0 CAROLINE LITTLE 0.50 0.00 X 0 0 0 ROBERT LORD 0.50 0.00 X 0 0 0 ANTONIO LUCIO 0.50 0.00 X 0 0 0 BILL LUDWIG 0.50 0.00 X 0 0 0 LESYA LYSYJ 0.50 0.00 X 0 0 0 ALAN MARKS 0.50 0.00 X 0 0 0 ROB MASTER 0.50 0.00 X 0 0 0 COLIN MCCONNELL 0.50 0.00 X 0 0 0 PETER MCDONOUGH 0.50 0.00 X 0 0 0 MAUREEN MCGUIRE 0.50 0.00 X 0 0 0 CHARLOTTE MCKINES 0.50 0.00 X 0 0 0 JAMIE MOLDAFSKY 0.50 0.00 X 0 0 0 NIGEL MORRIS 0.50 0.00 X 0 0 0 STEVE MOSKO 0.50 0.00 X 0 0 0 JO MUSE 0.50 0.00 X 0 0 0 TOM NOLAND 0.50 0.00 X 0 0 0 ROB NORMAN 0.50 0.00 X 0 0 0 STEVE PACHECO 0.50 0.00 X 0 0 0 STEVE PHELPS 0.50 0.00 X 0 0 0 MICHAEL POWELL 0.50 0.00 X 0 0 0 STEPHEN QUINN 0.50 0.00 X 0 0 0 KAREN QUINTOS 0.50 0.00 X 0 0 0 DESIREE ROGERS 0.50 0.00 X 0 0 0 JO ANN ROSS 0.50 0.00 X 0 0 0 MICHAEL ROTH 0.50 0.00 X 0 0 0 RANDALL ROTHENBERG 1.00 0.00 X 0 0 0 DAVID SABLE 0.50 0.00 X 0 0 0 DEBRA SANDLER 0.50 0.00 X 0 0 0 JOHN SEIFERT 0.50 0.00 X 0 0 0 MICHAEL SENACKERIB 0.50 0.00 X 0 0 0 CLARA SHIH 0.50 0.00 X 0 0 0 KRIS SIRCHIO 0.50 0.00 X 0 0 0 CLIVE SIRKIN 0.50 0.00 X 0 0 0 GORDON SMITH 0.50 0.00 X 0 0 0 MICHAEL SNEED 1.00 0.00 X 0 0 0 MOLLIE SPILMAN 0.50 0.00 X 0 0 0 MITCH SPOLAN 0.50 0.00 X 0 0 0 BENJAMIN STUART 0.50 0.00 X 0 0 0 PAUL STURMAN 0.50 0.00 X 0 0 0 KRISTIN SUPPELSA 0.50 0.00 X 0 0 0 HARIT TALWAR 0.50 0.00 X 0 0 0 ROBERT TAS 0.50 0.00 X 0 0 0 CHARLES THURSTON 0.50 0.00 X 0 0 0 JOSEPH TRIPODI 0.50 0.00 X 0 0 0 DEBORAH VAN VALKENBURGH 0.50 0.00 X 0 0 0 MEREDITH VERDONE 0.50 0.00 X 0 0 0 MANNY VIDAL 1.00 0.00 X 0 0 0 MARK WALLER 0.50 0.00 X 0 0 0 CONNIE WEAVER 0.50 0.00 X 0 0 0 MARY BETH WEST 0.50 0.00 X 0 0 0 SUSAN WHITING 1.00 0.00 X 0 0 0 MICHELLE WILSON 1.00 0.00 X 0 0 0 BILL WISE 0.50 0.00 X 0 0 0 DAVID ZASLAV 0.50 0.00 X 0 0 0 JONATHAN FISH 41.20 0.00 X 361301 0 125882 BARBARA LESHINSKY 38.40 0.00 X 388739 0 133334 PRISCILLA NATKINS 38.30 0.00 X 356134 0 116362 PAULA VEALE 35.80 0.00 X 316757 0 94698 MICHAEL AUERBACH 36.40 0.00 X 245726 0 9331 HEIDI ARTHUR 36.10 0.00 X 217140 0 15716 KENNETH KROLL 40.00 0.00 X 200705 0 34065 JENNIFER MAMLET 35.90 0.00 X 195471 0 31476 REGINA BRADLEY 35.40 0.00 X 186259 0 37350 MICHELLE HILLMAN 39.00 0.00 X 167368 0 19330 BARBARA SHIMAITIS 35.70 0.00 X 202575 0 34888 ANTHONY FOLENO 41.80 0.00 X 173325 0 21409 DANIELLE LINET 35.00 0.00 X 169911 0 39568 JAMES BAUMANN 36.30 0.00 X 165651 0 43902 SARA WEISENTHAL 38.30 0.00 X 164555 0 22169 4397914 0 1009264 25 0 1 0 CIRCLE GRAPHICS LLC 120 9TH AVENUE LONGMONT CO 80501 DIGITAL PRINTING - BILLBOARD 2778104 YOUNG & RUBICAM 2 COLUMBUS CIRCLE NEW YORK NY 10019 AD AGENCY PRODUCTION SERVICES 1418869 PUBLICIS 13935 COLLECTIONS CENTER DR CHICAGO IL 60693 AD AGENCY PRODUCTION SERVICES 887186 GREY GLOBAL GROUP PO BOX 32840 HARTFORD CT 06150 AD AGENCY PRODUCTION SERVICES 783677 BBDO 1375 BROADWAY NEW YORK NY 10018 AD AGENCY PRODUCTION SERVICES 698879 59 2690067 7751828 10441895 PUBLIC SVC CAMPAIGNS 900099 31107147 31107147 31107147 329465 329465 1749130 1629540 119590 119590 119590 328070 2690067 519306 -191236 -191236 BAD DEBT RECOVERY 900099 189244 189244 189244 41996105 31296391 0 257819 4122906 1294007 1945795 883104 8019926 6108215 1507376 404335 498283 395665 80659 21959 855938 573115 205939 76884 725192 494243 203228 27721 107704 1749 105955 253283 253283 42000 42000 38460 38460 84796 64312 20484 5154 5154 331985 184504 133796 13685 954285 740838 207916 5531 1221383 910541 249773 61069 252071 179153 44514 28404 122823 16327 76061 30435 576214 576214 74038 74038 PRODUCTION, GRANTS & PR 21554425 21554425 TEMP HELP & RECRUITING 580950 130626 449421 903 CAMPAIGN OUTREACH 65524 65165 359 PSA ANALYTICS 43005 43005 136873 64770 35535 36568 40667218 32761502 6252275 1653441 2307 1000 6786527 7947825 2026354 1663586 7937870 8468702 541043 768004 6609652 3188979 3076595 3420673 12639246 14051983 33009942 36321773 6408973 6473411 1268029 2187816 5521359 5982934 13198361 14644161 X 18523022 20999294 1288559 678318 19811581 21677612 33009942 36321773 X 1328887 554224 -17080 X X 0 1 X 1 1 1 X 7388042 8784479 9415045 9864057 10441895 45893518 33620431 31269874 31654964 29242235 31435217 157222721 41008473 40054353 41070009 39106292 41877112 203116239 116350 132007 93300 141775 145629 629061 14841288 12262580 14390436 12735465 13036243 67266012 14957638 12394587 14483736 12877240 13181872 67895073 135221166 440774 292954 305133 297173 329465 1665499 440774 292954 305133 297173 329465 1665499 66698 189244 255942 41449247 40347307 41375142 39470163 42395821 205037680 0.65950 0.65290 0.00810 0.01170 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 3537416 1225927 2311489 1948116 917395 1030721 1124120 1045657 78463 3420673 DEPOSITS FROM CAMPAIGN SPONSORS 845832 ACCUMULATED POSTRETIREMENT BENEFIT OBLIGATION 133295 DEFERRED COMPENSATION AND SERP 2861570 DEFERRED RENTAL OBLIGATIONS 2142237 5982934 X 43448421 554224 378786 519306 1452316 41996105 0 41996105 41582390 378786 17080 519306 915172 40667218 0 40667218 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: IN 2009, THE COUNCIL ADOPTED THE PROVISIONS OF ACCOUNTING STANDARDS CODIFICATION ("ASC") 740-10-05 RELATING TO ACCOUNTING AND REPORTING FOR UNCERTAINTY IN INCOME TAXES. MANAGEMENT EVALUATED THE COUNCIL'S TAX POSITION AND CONCLUDED THAT THE COUNCIL HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. PART XI, LINE 2D - OTHER ADJUSTMENTS: DIRECT EXPENSES OF SPECIAL EVENTS REPORTED ON PART VIII, LINE 8B - $519,306 PART XII, LINE 2D - OTHER ADJUSTMENTS: DIRECT EXPENSES OF SPECIAL EVENTS REPORTED ON PART VIII, LINE 8B - $519,306 X X X X X X 1 PATRICE CLAREMAN 45 BERMUDA RD WESTPORT CT 06880 SOLICITATION AND ADM SUPPORT FOR ANNUAL DINNER 0 3018137 42000 2976137 3018137 42000 2976137 AL AK AZ AR CA CO CT FL GA IL KS KY ME MD MA MI MN MS MO NH NJ NM NY NC ND OH OK OR PA RI SC TN UT VA WA WV WI ANNUAL DINNER 3018137 2690067 328070 345193 174113 3018137 2690067 328070 345193 174113 519306 -191236 EXPLANATION OF FUNDRAISING PAYMENTS SCHEDULE G, PART I, LINE 2B, COLUMN (V) PATRICE CLAREMAN PROVIDES CONSULTATION REGARDING SOLICITATION AND ADMINISTRATIVE SUPPORT FOR THE ADVERTISING COUNCIL'S ANNUAL DINNER. SHE RECEIVED A BASE FEE OF $30,000; WITH $5,000 DUE ON SIGNING OF CONTRACT AND $10,000 DUE ON NOVEMBER 15TH AND $15,000 DUE ON DECEMBER 15TH. ADDITIONAL FEE OF $1,000 TO BE PAID FOR EACH $100,000 RAISED ABOVE TARGET GOAL OF $ 2.2 MILLION. X X 1 1 X X X X X X 0 1 0 0 0 0 0 0 0 PEGGY CONLON 622919 0 160350 0 103028 0 211000 0 18784 0 1116081 0 0 0 JONATHAN FISH 277696 0 70013 0 13592 0 93000 0 32882 0 487183 0 0 0 BARBARA LESHINSKY 289764 0 83000 0 15975 0 95000 0 38334 0 522073 0 0 0 PRISCILLA NATKINS 278559 0 66050 0 11525 0 82500 0 33862 0 472496 0 0 0 PAULA VEALE 243908 0 65450 0 7399 0 64000 0 30698 0 411455 0 0 0 MICHAEL AUERBACH 197226 0 48500 0 0 0 0 0 9331 0 255057 0 0 0 HEIDI ARTHUR 187415 0 29725 0 0 0 15302 0 414 0 232856 0 0 0 KENNETH KROLL 166205 0 34500 0 0 0 14912 0 19153 0 234770 0 0 0 JENNIFER MAMLET 156171 0 39300 0 0 0 0 0 31476 0 226947 0 0 0 REGINA BRADLEY 151959 0 34300 0 0 0 14371 0 22979 0 223609 0 0 0 MICHELLE HILLMAN 137743 0 29625 0 0 0 12409 0 6921 0 186698 0 0 0 BARBARA SHIMAITIS 160325 0 42250 0 0 0 14923 0 19965 0 237463 0 0 0 ANTHONY FOLENO 145825 0 27500 0 0 0 12819 0 8590 0 194734 0 0 0 DANIELLE LINET 138591 0 31320 0 0 0 12654 0 26914 0 209479 0 0 0 JAMES BAUMANN 133151 0 32500 0 0 0 13576 0 30326 0 209553 0 0 0 SARA WEISENTHAL 137805 0 26750 0 0 0 12583 0 9586 0 186724 0 0 0 PART I, LINE 1A PER THE EMPLOYMENT CONTRACT FOR THE PRESIDENT & CEO, THE LONG TERM CARE POLICY & ANNUAL CLUB DUES ARE PAID IN FULL BY THE ORGANIZATION AND "GROSSED UP" AS TAXABLE INCOME WITHIN EACH CALENDAR YEAR. THESE AMOUNTS TOTALING $33,632 ARE INCLUDED IN SCHEDULE J PART II COLUMN B(III). PART I, LINE 3 APPROXIMATELY EVERY TWO TO FOUR YEARS, THE AD COUNCIL HIRES AN INDEPENDENT CONSULTING FIRM TO CONDUCT A COMPREHENSIVE COMPENSATION STUDY. THE STUDY IS CONDUCTED TO ASSESS THE EXTERNAL COMPETITIVENESS OF THE AD COUNCIL'S CURRENT TOTAL PAY, DEVELOP COMPARABLE MARKET BASE SALARY AND TOTAL PAY SUMMARY STATISTICS AND AUDIT & RECOMMEND CHANGES TO THE AD COUNCIL'S EMPLOYEE INCENTIVE PLAN. THE MOST RECENT STUDY WAS PERFORMED IN JUNE 2010. THE NEXT STUDY WILL BE PERFORMED IN 2014. THE INFORMATION GATHERED FROM THESE STUDIES IS USED TO HELP INFORM THE DECISION MAKING PROCESS OF THE COMPENSATION COMMITTEE. THE COMPENSATION COMMITTEE IS COMPRISED OF THE CHAIRMAN OF THE BOARD, THE TWO VICE CHAIRS AND THE HEAD OF THE FINANCE COMMITTEE. THE COMMITTEE MEETS AT LEAST ANNUALLY TO REVIEW AND ESTABLISH THE TOTAL COMPENSATION PACKAGE (BASE SALARY AND INCENTIVE GOALS) FOR THE PRESIDENT & CEO AND EXECUTIVE VICE PRESIDENTS. THE COMMITTEE ALSO REVIEWS AND APPROVES THE TOTAL INCENTIVE PAYOUT FOR THE ENTIRE ORGANIZATION. THIS ENTIRE PROCESS IS CONTEMPORANEOUSLY DOCUMENTED IN MEETING MINUTES. FISCAL YEAR 2013 COMPENSATION REVIEW WAS PERFORMED ON SEPTEMBER 20, 2012. FISCAL YEAR 2014 COMPENSATION REVIEW WAS PERFORMED ON SEPTEMBER 17, 2013. OTHER KEY EMPLOYEES ARE ADDRESSED IN THE COMPENSATION STUDY AND THIS COMPARATIVE DATA IS USED AS A PART OF THE PROCESS WHERE THE CEO, CFO, HR AND DEPARTMENT HEADS REVIEW AND APPROVE THE COMPENSATION PACKAGE FOR EACH EMPLOYEE ANNUALLY. PART I, LINE 4B THE ADVERTISING COUNCIL, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") IS SPONSORED BY THE ADVERTISING COUNCIL, INC., A TAX-EXEMPT ENTITY UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). THE PURPOSE OF THE PLAN IS TO OFFER ELIGIBLE EMPLOYEES OF THE EMPLOYER DEFERRED COMPENSATION BENEFITS UNDER CODE SECTION 457(F) TO SUPPLEMENT SUCH EMPLOYEES' RETIREMENT BENEFITS. THE PLAN IS INTENDED TO BE A TOP-HAT PLAN (I.E., AN UNFUNDED DEFERRED COMPENSATION PLAN MAINTAINED FOR CERTAIN MEMBERS OF A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES) PURSUANT TO SECTIONS 201(2), 301(A)(3) AND 401(A)(1) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"). DURING THE TAX YEAR, THE FOLLOWING OFFICERS AND KEY EMPLOYEES PARTICIPATED IN THE SERP PLAN AND RECEIVED CONTRIBUTIONS TOWARDS THEIR PLAN: PEGGY CONLON - $193,500 BARBARA LESHINSKY - $77,500 JON FISH - $75,500 BETH ELLARD - $67,500 PRISCILLA NATKINS - $65,000 PAULA VEALE - $46,500 THE NIELSEN COMPANY BOARD MEMBER SUSAN WHITING IS AN OFFICER OF THE NIELSEN COMPANY. 470055 NIELSEN PROVIDED STANDARD AD MONITORING SERVICES 0 ORGANIZATION MISSION STATEMENT FORM 990, PART I, LINE 1 DURING THE COURSE OF THE YEAR, THE AD COUNCIL CONDUCTED OVER 50 NATIONAL MULTIMEDIA PUBLIC SERVICE CAMPAIGNS ON BEHALF OF BOTH NON-PROFIT ORGANIZATIONS AND GOVERNMENT AGENCIES ADDRESSING ISSUE AREAS SUCH AS IMPROVING THE QUALITY OF LIFE FOR CHILDREN, PREVENTIVE HEALTH, EDUCATION, COMMUNITY WELL-BEING, AND STRENGTHENING FAMILIES. ORGANIZATION MISSION STATEMENT FORM 990, PART III, LINE 1 THE ADVERTISING COUNCIL'S MISSION IS TO IDENTIFY A SELECT NUMBER OF SIGNIFICANT PUBLIC ISSUES AND STIMULATE ACTION ON THOSE ISSUES THROUGH COMMUNICATIONS PROGRAMS THAT MAKE A MEASURABLE DIFFERENCE IN OUR SOCIETY. TO THAT END, THE AD COUNCIL MARSHALS VOLUNTEER TALENT FROM THE ADVERTISING AND COMMUNICATIONS INDUSTRIES, THE FACILITIES OF THE MEDIA, AND THE RESOURCES OF THE BUSINESS AND NON-PROFIT COMMUNITIES TO CREATE AWARENESS, FOSTER UNDERSTANDING AND MOTIVATE ACTION. FORM 990, PART VI, SECTION B, LINE 11 I) A COPY WAS PROVIDED TO THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS; II) THE 990 WAS PROVIDED ELECTRONICALLY; III) THE AD COUNCIL HAS ITS FORM 990 PREPARED BY AN OUTSIDE ACCOUNTING FIRM AND HAS ESTABLISHED THE FOLLOWING REVIEW PROCESS TO ENSURE THE INFORMATION PROVIDED IS COMPREHENSIVE AND TRUTHFUL. THROUGHOUT THE COURSE OF THE YEAR, THE FORM 990 WAS ADDRESSED DURING AUDIT COMMITTEE MEETINGS AND THERE WERE SEVERAL OPPORTUNITIES FOR DISCUSSION AND COMMENT. THEN, ONCE A FINAL DRAFT OF THE FORM 990 IS COMPLETED, REVIEWED BY MANAGEMENT, AND READY FOR FILING, IT IS PROVIDED IN ITS ENTIRETY TO THE AUDIT COMMITTEE MEMBERS IN ELECTRONIC FORM PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C ALL BOARD MEMBERS, EMPLOYEES AND VOLUNTEERS RECEIVE THE CODE OF CONDUCT AND CONFLICT OF INTEREST POLICY AND ARE REQUIRED TO SIGN THE POLICY. A LOG IS MAINTAINED BOTH WITHIN THE DEVELOPMENT DEPARTMENT (FOR BOARD MEMBERS/VOLUNTEERS) AND WITHIN THE HR DEPARTMENT (FOR EMPLOYEES). AD COUNCIL REQUIRES THAT ANY MEMBER REPORT IN WRITING ANY CONFLICT OF INTEREST THAT ARISES IN THE FOLLOWING MANNER: (1) MEMBERS OF THE BOARD OF DIRECTORS SHALL DISCLOSE ANY CONFLICT OF INTEREST TO THE CHAIRMAN OF THE BOARD; (2) EMPLOYEES SHALL DISCLOSE ANY CONFLICT OF INTEREST TO THE SENIOR VICE PRESIDENT, DIRECTOR OF HUMAN RESOURCES; AND (3) VOLUNTEERS SHALL DISCLOSE ANY CONFLICT OF INTEREST TO THE AD COUNCIL'S CEO OR CFO. THE EXISTENCE OF A POTENTIAL CONFLICT OF INTEREST DOES NOT NECESSARILY CONSTITUTE A VIOLATION OF THE CONFLICT OF INTEREST POLICY. THE POLICY REQUIRES DISCLOSURE AND REVIEW OF POTENTIAL CONFLICTS AND PROHIBITION OF ACTUAL CONFLICTS OF INTEREST. IN SOME CASES, DISCLOSURE MAY BE ALL THAT IS REQUIRED. IN OTHER CASES, THE SITUATION MAY REQUIRE ADDITIONAL ACTION TO AVOID AN ACTUAL CONFLICT OF INTEREST OR TO REMEDY ONE. WHERE A CONFLICT OF INTEREST ARISES, AN INTERESTED COVERED PARTY SHALL ABSTAIN FROM DELIBERATIONS AND REFRAIN FROM PARTICIPATING IN ANY DECISIONS OR VOTING IN CONNECTION WITH THE MATTER. THE CODE OF CONDUCT AND CONFLICT OF INTEREST POLICY IS REVIEWED ANNUALLY. THE POLICY WAS LAST UPDATED DECEMBER 2007. FORM 990, PART VI, SECTION B, LINE 15 APPROXIMATELY EVERY TWO TO FOUR YEARS, THE AD COUNCIL HIRES AN INDEPENDENT CONSULTING FIRM TO CONDUCT A COMPREHENSIVE COMPENSATION STUDY. THE STUDY IS CONDUCTED TO ASSESS THE EXTERNAL COMPETITIVENESS OF THE AD COUNCIL'S CURRENT TOTAL PAY, DEVELOP COMPARABLE MARKET BASE SALARY AND TOTAL PAY SUMMARY STATISTICS AND AUDIT & RECOMMEND CHANGES TO THE AD COUNCIL'S EMPLOYEE INCENTIVE PLAN. THE MOST RECENT STUDY WAS PERFORMED IN JUNE 2010. THE NEXT STUDY WILL BE PERFORMED IN 2014. THE INFORMATION GATHERED FROM THESE STUDIES IS USED TO HELP INFORM THE DECISION MAKING PROCESS OF THE COMPENSATION COMMITTEE. THE COMPENSATION COMMITTEE IS COMPRISED OF THE CHAIRMAN OF THE BOARD, THE TWO VICE CHAIRS AND THE HEAD OF THE FINANCE COMMITTEE. THE COMMITTEE MEETS AT LEAST ANNUALLY TO REVIEW AND ESTABLISH THE TOTAL COMPENSATION PACKAGE (BASE SALARY AND INCENTIVE GOALS) FOR THE PRESIDENT & CEO AND EXECUTIVE VICE PRESIDENTS. THE COMMITTEE ALSO REVIEWS AND APPROVES THE TOTAL INCENTIVE PAYOUT FOR THE ENTIRE ORGANIZATION. THIS ENTIRE PROCESS IS CONTEMPORANEOUSLY DOCUMENTED IN MEETING MINUTES. FISCAL YEAR 2013 COMPENSATION REVIEW WAS PERFORMED ON SEPTEMBER 20, 2012. FISCAL YEAR 2014 COMPENSATION REVIEW WAS PERFORMED ON SEPTEMBER 17, 2013. OTHER KEY EMPLOYEES ARE ADDRESSED IN THE COMPENSATION STUDY AND THIS COMPARATIVE DATA IS USED AS A PART OF THE PROCESS WHERE THE CEO, CFO, HR AND DEPARTMENT HEAD REVIEW AND APPROVE THE COMPENSATION PACKAGE FOR EACH EMPLOYEE ANNUALLY. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS (BY-LAWS) AND/OR CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. THE FINANCIAL STATEMENTS CAN BE FOUND ON THE AD COUNCIL'S WEBSITE WWW.ADCOUNCIL.ORG. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 9: ACTUARIAL CHANGE IN POST RETIREMENT OBLIGATIONS -17,080. OVERSIGHT OF INDEPENDENT AUDIT AND SELECTION OF ACCOUNTANT: FORM 990, PART XI, LINE 2C: THE ADVERTISING COUNCIL, INC. HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR THE OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS AND FOR THE SELECTION OF THE INDEPENDENT AUDITORS. THIS PROCESS HAS NOT CHANGED FORM THE PRIOR YEAR. BREAKDOWN OF VOLUNTEERS FORM 990, PART I, LINE 6: BOARD = 134 CHAIR EMERITUS & HONORARY MEMBERS = 39 CRC COMMITTEE = 39 ADVISORY COMMITTEE = 28 FINANCE COMMITTEE = 6 AUDIT COMMITTEE = 1 RESEARCH COMMITTEE = 25 TOTAL = 272 EXPLANATION OF FUNDRAISING EVENTS LOSS: FORM 990, PART VIII, LINE 8C AND FORM 990, SCHEDULE G, PART II, LINE 11: EACH NOVEMBER THE AD COUNCIL HOLDS THE PUBLIC SERVICE AWARD DINNER. CONTRIBUTIONS FROM THIS EVENT ARE REPORTED ON PART VIII, LINE 1C OF THE FORM 990 AS $2,690,067. AS MANY EVENT ATTENDEES PAY MORE THAN THE RETAIL VALUE OF THE ACTUAL DINNER AN OVERALL GAIN OF $2,498,831 IS REALIZED VS. THE EVENT LOSS OF $191,236 AS REPORTED ON SCHEDULE G PART II. FORM 990, PART IV, LINE 28B AND FORM 990, PART VI, LINE 2: THE AD COUNCIL IS UNAWARE OF ANY FAMILY MEMBER WHO HAD A DIRECT OR INDIRECT BUSINESS RELATIONSHIP WITH THE ORGANIZATION. THIS RESPONSE IS BASED ON BOTH THE AD COUNCIL'S CONFLICT OF INTEREST POLICY AND RELATED DISCLOSURE REQUIREMENTS, AS WELL AS INTERNAL KNOWLEDGE OF CURRENT AD COUNCIL PRACTICES. FORM 990, PART IV, LINE 28C AND FORM 990, PART VI, LINE 2: THE ADVERTISING COUNCIL'S ("AD COUNCIL") BUSINESS MODEL INCLUDES THE SERVICES OF A PRO BONO ADVERTISING AGENCY FOR EACH OF THE PUBLIC SERVICE ANNOUNCEMENT CAMPAIGNS ("CAMPAIGNS") THAT THE AD COUNCIL CREATES AND DISTRIBUTES FOR ITS GOVERNMENT AND NON-PROFIT CLIENTS. AMONGST THESE VOLUNTEER AD AGENCIES INCLUDE SEVERAL AGENCIES THAT HAVE OFFICERS WHO ALSO SIT ON THE AD COUNCIL BOARD. THE PRO BONO ADVERTISING AGENCIES ARE APPROVED BY THE CLIENT PRIOR TO THEIR SELECTION. THESE AGENCIES DONATE THEIR LABOR TO THE CAMPAIGN; WITH THE EXCEPTION OF CERTAIN PRE-AUTHORIZED SPECIALIZED TASKS WHICH ARE OFFERED AT SIGNIFICANTLY DISCOUNTED RATES. THE AD COUNCIL AND ITS CLIENTS PAY FOR PRE-APPROVED OUT OF POCKET COSTS INCURRED IN THE COURSE OF PERFORMANCE FOR THESE SPECIFIC CAMPAIGNS. THESE REIMBURSED COSTS INCLUDE PHYSICAL PRODUCTION, TRAVEL, THIRD PARTY RESEARCH, TELEPHONE, POSTAGE AND CERTAIN OTHER COSTS OF CREATING, PRODUCING, AND DISTRIBUTING THESE CAMPAIGNS. ADDITIONALLY, THE AD COUNCIL UTILIZES THE SERVICES OF SPECIALIZED VENDORS FOR THE CAMPAIGNS WHO OFTEN PROVIDE DISCOUNTED AND NONPROFIT RATES TO THE AD COUNCIL. AMONGST THESE SPECIALIZED VENDORS INCLUDE SEVERAL BUSINESSES THAT HAVE OFFICERS WHO ALSO SIT ON THE AD COUNCIL BOARD. THE AD COUNCIL ALSO HAS SEVERAL REGIONAL EMPLOYEES WHO WORK OUT OF DONATED OFFICE SPACE FROM COMPANIES THAT HAVE OFFICERS WHO SIT ON THE AD COUNCIL BOARD. THESE COSTS ARE ACCOUNTED FOR AS DONATED USE OF FACILITIES.