2013-07-08T15:04:32-05:00 2012-08-31 420714325 MCGLADREY LLP 221 THIRD AVENUE SE STE 300 CEDAR RAPIDS IA 524011512 990 2011-09-01 420841485 ACT INC ACTI 3193371000 PO BOX 168 IOWA CITY IA 522430168 THOMAS J GOEDKEN 3193371000 2013-06-12 1 KAY HEGARTY P00091057 3192985333 2011 2016-02-24 21:20:13Z DR JON WHITMORE PO BOX 168 IOWA CITY IA 522430168 379351124 0 X WWW.ACT.ORG X 1960 IA HELPING PEOPLE ACHIEVE EDUCATION AND WORKPLACE SUCCESS 15 12 1924 244 8295262 1069356 1933784 749195 277064750 280228363 14401801 21607407 0 0 293400335 302584965 2617924 25762708 0 0 101375814 114019711 0 0 0 140535943 158842122 244529681 298624541 48870654 3960424 454190773 501993190 86673170 101283424 367517603 400709766 X ACT, INC. (ACT) WAS ESTABLISHED AS A CORPORATION NOT FOR PECUNIARY PROFIT UNDER THE LAWS OF THE STATE OF IOWA ON AUGUST 23, 1960. THE PURPOSE AND MISSION OF ACT IS TO ADVANCE EDUCATION BY PROVIDING PROGRAMS, SERVICES, AND CONDUCTING RESEARCH THAT ASSISTS: A) INDIVIDUALS PLANNING AND PURSUING EDUCATION AND TRAINING, B) EDUCATORS DELIVERING INSTRUCTION AND TRAINING, AND C) POLICY MAKERS CONCERNED WITH ENSURING THAT INDIVIDUALS ARE READY FOR EDUCATION AND WORKPLACE SUCCESS. 1 0 240574608 13114208 242365293 EDUCATION ASSESSMENT PROGRAM - ACT'S EDUCATION ASSESSMENT PROGRAM IS DESIGNED AND DEVELOPED TO INFORM INDIVIDUALS (AND THOSE HELPING THEM) ABOUT THE KNOWLEDGE AND SKILLS NEEDED FOR SUCCESS IN EDUCATION AND EVENTUALLY CAREER. INFORMATION RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLE INDIVIDUALS TO PREPARE THEMSELVES FOR A NEXT LEVEL OF EDUCATION AND/OR TRAINING. THE ASSESSMENTS PROVIDE EDUCATORS AND TRAINERS WITH INFORMATION USEFUL IN GUIDING THEIR TEACHING AND INSTRUCTION. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS FACILITATES RESEARCH ON EFFECTIVE EDUCATIONAL PRACTICES OF VALUE TO NATIONAL, STATE AND LOCAL EDUCATORS AND POLICY MAKERS. 29461282 12648500 37863070 WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM - ACT'S WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM IS COMPLEMENTARY OF ITS EDUCATION ASSESSMENT PROGRAM IN THAT IT FOCUSES ON HELPING INDIVIDUALS TO ACQUIRE THE SKILLS THAT THEY NEED FOR SUCCESS IN THE WORKPLACE. THE PROGRAM IS A COMPONENT PART OF THE OVERALL EDUCATION PROCESS AND HELPS INDIVIDUALS TO UNDERSTAND THE SKILLS THEY WILL NEED TO BE READY FOR WORKPLACE RELATED EDUCATION AND TRAINING PROGRAMS. THE ASSESSMENTS ARE USED WIDELY BY EDUCATORS AND TRAINERS TO PRESCRIBE AND PROVIDE INSTRUCTIONAL INTERVENTIONS FOR THOSE INDIVIDUALS. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLES RESEARCH ON NATIONAL, STATE, AND REGIONAL SKILL GAPS IN THE LABOR POOL AND FACILITATES DECISIONS AND STRATEGIES FOR ADDRESSING THEM. 270035890 1 1 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 0 1 X 12043 0 1 1924 1 1 1 1 AS CH HK KS ID SP NL 0 0 0 0 0 0 0 0 X 15 12 1 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 0 1 1 CA GA IL IN LA MA MI MN NH NY OH OR X THOMAS J GOEDKEN 3193371000 500 ACT DRIVE IOWA CITY IA 522430168 X JON S WHITMORE 57.00 X X 640311 0 60855 BELLE S WHEELAN 3.00 X X 49000 0 0 MARK D MUSICK 4.00 X X 45750 0 16500 JOSEPH A AGUERREBERE 3.00 X 13500 0 0 DIXIE L AXLEY 4.00 X 52500 0 0 ROBERT M BERDAHL 2.00 X 11500 0 0 JAMES E BOSTIC JR 4.00 X 52750 0 0 SARITA E BROWN 3.00 X 48000 0 0 CARL A COHN 4.00 X 51625 0 0 D ROBERT GRAHAM 2.00 X 37500 0 0 KAREN A HOLBROOK 2.00 X 34500 0 0 CHARLES B REED 4.00 X 48000 0 0 RICHARD W RILEY 3.00 X 32500 0 16500 THOMAS G ROTHERHAM 3.00 X 15500 0 0 VIVIEN STEWART TEITELBAUM 3.00 X 23000 0 0 THOMAS J GOEDKEN 61.00 X 334822 0 52698 JON ERICKSON 56.00 X 297358 0 92288 MARTIN L SCAGLIONE 48.00 X 333018 0 45552 CHARLES SMITH 38.00 X 218696 0 30354 SHEILA BOYINGTON 45.00 X 250750 0 15254 DANE BOYINGTON 44.00 X 247739 0 30308 ROSE RENNEKAMP 45.00 X 221031 0 26905 RANJIT SIDHU 41.00 X 290125 0 43741 J THEODORE SANDERS 2.00 X 43875 0 0 ROBERTS T JONES 2.00 X 34500 0 0 ARTHUR C PETERS 0.00 X 185160 0 0 JANET GODWIN 54.00 X 215704 0 47434 CYNTHIA SCHMEISER 40.00 X 143931 0 1008 THOMAS SATERFIEL 0.00 X 264788 0 2168 4237433 0 481565 101 1 1 1 NCS PEARSON INC 2510 N DODGE ST IOWA CITY IA 52245 COMPUTER PROCESSING 25566036 ORACLE INC 500 ORACLE PARKWAY REDWOOD SHORES CA 94065 CONTRACTOR FEES 7796703 VON HOFFMAN CORP AN RR DONNELLY COMPANY PO BOX 7060 ST LOUIS MO 63195 PUBLISHING SERVICES 3596195 UNITED PARCEL SERVICE LOCKBOX 77 CAROL STREAM IL 60132 FREIGHT AND SHIPPING 2742568 FEDERAL EXPRESS CORP 942 S SHADY GROVE RD MEMPHIS TN 38120 FREIGHT AND SHIPPING 2418295 110 749195 749195 EDUCATIONAL ASSESSMENT 611710 242365293 242365293 WORKFORCE DEVELOPMENT 541900 37863070 29567808 8295262 280228363 11520866 11520866 86294572 558128 76072975 693184 10221597 -135056 10086541 10086541 302584965 271933101 8295262 21607407 25762708 25762708 3485306 1932762 1552544 82637490 75556420 7081070 9470519 8579350 891169 12105966 7955419 4150547 6320430 5725682 594748 1375035 1375035 379584 11521 368063 102701 102701 1138105 1138105 47440370 45198651 2241719 617328 497925 119403 27820577 25110448 2710129 11130364 10114049 1016315 6453030 5681591 771439 7557620 6302267 1255353 3129236 1844129 1285107 810249 810249 11605218 10512023 1093195 771185 1384 769801 FEDERAL TAXES (UBIT) 352549 352549 0 STATE TAXES (UBIT) 4195 4195 0 TEST ADMINISTRATION 37599624 37599624 0 MEMBERSHIP FEES 480369 335034 145335 74783 45209 29574 298624541 270035890 28588651 0 66964039 57729678 21067266 20421891 1444792 1197031 2821025 3074229 6232080 7847053 156444980 84705683 64274578 71739297 254242152 275250034 3341680 985117 15702631 40865708 8953628 8542192 9146902 14340960 454190773 501993190 19607149 38003687 25986735 25598458 32865000 31815000 34018 19463 2949150 0 5231118 5846816 86673170 101283424 X 367517603 400709766 367517603 400709766 454190773 501993190 X 3960424 29231739 X X 0 1 1 X 1 1 X 640000 1660477 1933784 749195 4983456 215000757 230131241 260965498 263697801 271933101 1241728398 215000757 230771241 262625975 265631585 272682296 1246711854 744764 1856626 1961524 873375 5436289 28301121 29868001 30934592 33474799 28298434 150876947 28301121 30612765 32791218 35436323 29171809 156313236 1090398618 7876843 7036999 6419666 6888811 11520866 39743185 7876843 7036999 6419666 6888811 11520866 39743185 193568 215650 132124 424173 1069356 2034871 223071168 238023890 269177765 272944569 285272518 1288489910 0.84630 0.83500 0.03080 0.02990 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 0 1 102701 0 0 102701 0 EXPLANATION OF LOBBYING ACTIVITIES: PART II-B, LINE 1: ACT HAS CERTAIN EMPLOYEES LOCATED IN WASHINGTON, D.C. THAT ARE REGISTERED LOBBYISTS. IN ADDITION, ACT CONTRACTED WITH LOBBYING FIRMS DURING THE YEAR TO ASSIST IN MONITORING FEDERAL AND STATE LEGISLATIVE ACTIVITY AND HELPING TO STRENGTHEN ACT'S RELATIONSHIPS WITHIN EACH STATE CONCERNING ACT INITIATIVES AND PROGRAMS. 4857955 4857955 69280573 22644546 46636027 5308645 4777286 531359 74034847 57283851 16750996 2962960 2962960 71739297 NONMARKETABLE EQUITY SECURITIES 12431122 C INVESTMENT IN FOREIGN SUBSIDIARIES 3434586 C INVESTMENT IN ACT FOUNDATION 25000000 C 40865708 INTEREST RATE SWAP 2092900 POST RETIREMENT BENEFIT PLAN OBLIGATIONS 3753916 5846816 302584965 298624541 3960424 7286767 21944972 29231739 33192163 312604859 7286767 2598071 9884838 302720021 -135056 -135056 302584965 279412696 -19211845 -19211845 298624541 0 298624541 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: FIN 48 FOOTNOTE FROM AUDITED FINANCIAL REPORT: ACT AND ACT FOUNDATION ARE RECOGNIZED AS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THESE ORGANIZATIONS MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAXES ON ANY NET INCOME FROM UNRELATED BUSINESS ACTIVITIES. THESE ORGANIZATIONS FILE FORMS 990 (RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX) ANNUALLY AND UNRELATED BUSINESS INCOME (UBI) IS REPORTED ON FORM 990-T, AS APPROPRIATE. ACT BRIDGE, INC. IS A TAXABLE CORPORATION UNDER THE INTERNAL REVENUE CODE REGULATIONS. ACT HAS CERTAIN REVENUE FROM PROGRAMS AND SERVICES THAT, BY VIRTUE OF A 1980 AGREEMENT WITH THE INTERNAL REVENUE SERVICE, IS DEEMED TO BE UNRELATED TO ITS TAX-EXEMPT PURPOSE AND, THEREFORE, MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAX. MANAGEMENT HAS EVALUATED THEIR MATERIAL TAX POSITIONS, WHICH INCLUDE SUCH MATTERS AS THE TAX EXEMPT STATUS AND VARIOUS POSITIONS RELATIVE TO POTENTIAL SOURCES OF UBI. AS OF AUGUST 31, 2012 AND 2011, THERE WERE NO UNCERTAIN TAX BENEFITS IDENTIFIED AND RECORDED AS A LIABILITY AND ANY AMOUNTS OWED RELATED TO UBI ARE IMMATERIAL TO THE FINANCIAL STATEMENTS AS A WHOLE. FORMS 990 AND 990-T FILED BY ACT ARE SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE (IRS) UP TO THREE YEARS FROM THE EXTENDED DUE DATE OF EACH RETURN. FORMS 990 AND 990-T FILED BY ACT ARE NO LONGER SUBJECT TO EXAMINATION FOR THE FISCAL YEARS ENDED AUGUST 31, 2008 AND PRIOR. PART XI, LINE 8 - OTHER ADJUSTMENTS: NET APPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS 47,545. (DECREASE) IN NET ASSETS - FOREIGN SUBSIDIARIES -334,572. (DECREASE) IN NET ASSETS - ACT BRIDGE -2,356,563. INCREASE IN NET ASSETS - ACT FOUNDATION 25,000,000. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -411,438. TOTAL TO SCHEDULE D, PART XI, LINE 8: 21,944,972. PART XII, LINE 2D - OTHER ADJUSTMENTS: NET APPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS 47,545. INTERCOMPANY REVENUE - AES -201,685. INTERCOMPANY REVENUE - ACT BRIDGE -1,995. INTERCOMPANY REVENUE - ACT FOUNDATION -25,000,000. ACT INTERNATIONAL REVENUE - SEPARATE ENTITIES 3,133,161. ACT FOUNDATION REVENUE - SEPARATE ENTITY 25,000,000. ACT BRIDGE REVENUE - SEPARATE ENTITY 32,483. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -411,438. PART XII, LINE 4B - OTHER ADJUSTMENTS: (LOSS) ON SALE OF EQUIPMENT -135,056. PART XIII, LINE 2D - OTHER ADJUSTMENTS: INTERCOMPANY REVENUE - AES -201,685. INTERCOMPANY REVENUE - ACT BRIDGE -1,995. INTERCOMPANY REVENUE - ACT FOUNDATION -25,000,000. ACT INTERNATIONAL EXPENSES - SEPARATE ENTITIES 3,467,733. ACT BRIDGE EXPENSES - SEPARATE ENTITY 2,389,046. LOSS ON SALE OF EQUIPMENT 135,056. CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES TESTING SERVICES 82326 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES TESTING SERVICES 115771 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES TESTING SERVICES 53091 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 6081 NORTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 610898 RUSSIA & THE NEWLY INDEPENDENT STATES 0 0 PROGRAM SERVICES TESTING SERVICES 37655 SOUTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 12162 SOUTH ASIA 0 0 PROGRAM SERVICES TESTING SERVICES 7250 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 5613 ANTARCTICA 0 0 PROGRAM SERVICES TESTING SERVICES 468 0 0 0 0 0 0 925234 6081 931315 0 0 1 0 0 1 METHOD USED TO ACCCOUNT FOR EXPENDITURES: SCHEDULE F, PART I, LINE 3: THE FOREIGN EXPENDITURES FOR PROGRAM SERVICES REPORTED IN COLUMN (F) RELATE TO THE ADMINISTRATION OF ACT ASSESSMENTS INTERNATIONALLY. ACT MAY HAVE OTHER FOREIGN EXPENDITURES IN THE REGIONS LISTED THAT SUPPORT THE PROGRAMS OF ACT'S FOREIGN SUBSIDIARIES. THESE AMOUNTS ARE NOT SEPARATELY TRACKED AND ARE NOT REFLECTED IN THE AMOUNTS REPORTED. 1 COMMUNITY FOUNDATION OF JOHNSON COUNTY 325 E WASHINGTON ST IOWA CITY IA 52240 421508117 501(C)(3) 5000 N/A N/A ICCSD SCHOOL BASED HEALTH CLINIC, HEALTHY KIDS COMMUNITY CARE FULTON COUNTY POLICE 64 2029 PERNOSHAL CT 300 ATLANTA GA 30338 581697809 501(C)(3) 6000 N/A N/A FULTON COUNTY FOP COPS AND KIDS SHOPPING PROGRAM UNIVERSITY OF IOWA 1150 5TH ST STE 290 CORALVILLE IA 522412933 426004813 501(C)(3) 7500 N/A N/A IOWA WOMENS LEADERSHIP CONFERENCE GOLD SPONSORSHIP IOWA CITY CHAMBER OF COMMERCE 325 E WASHINGTON STE 100 IOWA CITY IA 52240 420330530 501(C)(6) 9050 N/A N/A TRC 2012 EDUCATION PROGRAM SPONSOR THE EDUCATION TRUST 1250 H ST STE 700 WASHINGTON DC 20005 521982223 501(C)(3) 10000 N/A N/A 2011 DTM CONFERENCE COUNCIL OF CHIEF STATE SCHOOL OFFICERS ONE MASSACHUSETTS AVE NW STE 700 WASHINGTON DC 20001 530198090 501(C)(3) 10000 N/A N/A 2011-12 RURAL CHIEFS FORUM SERIES COMMUNITY FOUNDATION OF JOHNSON COUNTY 325 E WASHINGTON ST IOWA CITY IA 52240 421508117 501(C)(3) 10000 N/A N/A AWARD FOR PROJECT 1105 NORTHERN ILLINOIS FOOD BANK 273 DEARBORN CT GENEVA IL 601343587 363203648 501(C)(3) 10000 N/A N/A NORTHERN ILLINOIS FOOD BANK ACQUISITION/DISTRIBUTION KIRKWOOD COMMUNITY COLLEGE 6301 KIRKWOOD BLVD SW PO BOX 2068 CEDAR RAPIDS IA 52406 237076632 501(C)(3) 15000 N/A N/A WORKPLACE LEARNING CONNECTION CONTRIBUTION NATIONAL GOVERNORS ASSOCIATION OFFICE OF CORPORATE RELATIONS 444 N CAPITOL ST SUITE 267 WASHINGTON DC 20001 237391796 501(C)(3) 20000 N/A N/A 2013 CORPORATE FELLOWS CONTRIBUTION IOWA CITY AREA DEVELOPMENT GROUP INC 325 E WASHINGTON ST STE 101 IOWA CITY IA 522403959 421234837 501(C)(6) 25000 N/A N/A FY2012 PLEDGE PAYMENT ENGLERT CIVIC THEATRE 221 E WASHINGTON ST IOWA CITY IA 52240 421508154 501(C)(3) 25000 N/A N/A 2012 DONATION COMMUNITY FOUNDATION OF JOHNSON COUNTY 325 E WASHINGTON ST IOWA CITY IA 52240 421508117 501(C)(3) 25000 N/A N/A FINAL YEAR-UNITED WAY HEALTHY KIDS SCHOOL BASED HEALTH CLINICS ENDOWMENT FUND COMMITTEE ON INSTITUTIONAL COOPERATION 1819 S NEIL ST STE D CHAMPAIGN IL 618207271 376000511 501(C)(3) 25000 N/A N/A 4-29-12 SPONSORSHIP 5TH GLOBAL UNIVERSITY SUMMIT IOWA CITY COMMUNITY SCHOOL DISTRICT FOUNDATION 1725 N DODGE ST IOWA CITY IA 52245 421177023 501(C)(3) 25000 N/A N/A ICCSD COMPLEMENTARY LEARNING PROGRAM NATIONAL CRC ADVOCATES 7063 COUNTRY SPRINGS BYRON CENTER MI 49315 452041430 501(C)(3) 70000 N/A N/A GENERAL SUPPORT ASSOCIATION OF LATINO ADMINISTRATORS AND SUPERINTENDENTS 65 W BOSTON POST RD STE 200 MARLBOROUGH MA 01752 272674757 501(C)(3) 30000 N/A N/A 2011-12 SUPERINTENDENTS LEADERSHIP ACADEMY SPONSORSHIP EXCELENCIA IN EDUCATION 1717 N ST NW 2ND FL WASHINGTON DC 20036 200927912 501(C)(3) 30000 N/A N/A DIAMOND LEVEL SPONSOR 2012 EXAMPLES OF EXCELENCIA COUNCIL OF CHIEF STATE SCHOOL OFFICERS ONE MASSACHUSETTS AVE NW STE 700 WASHINGTON DC 20001 530198090 501(C)(3) 42000 N/A N/A 2012 CORPORATE PARTNER SPONSORSHIP DIVERSITY FOCUS 222 2ND ST SE CEDAR RAPIDS IA 524011407 203420207 501(C)(3) 50000 N/A N/A 2012 SPONSOR PAYMENT STATE OF KENTUCKY 1050 US HWY 127 S STE 100 FRANKFORT KY 40601 610600439 170(B)(1)(A) 55000 N/A N/A NCRC 2012 SCHOLARSHIPS KENTUCKY WESTERN INTERSTATE COMMISSION FOR HIGHER EDUCATION 3035 CENTER GREEN DR STE 200 BOULDER CO 803012204 846008945 501(C)(3) 75000 N/A N/A KNOCKING AT THE COLLEGE DOOR THIRD AND FINAL PAYMENT UNITED WAY OF JOHNSON COUNTY 1150 5TH ST STE 290 CORALVILLE IA 522412933 426062055 501(C)(3) 78093 N/A N/A 2011 DONATION ACT FOUNDATION 500 ACT DRIVE IOWA CITY IA 52243 272574917 501(C)(3) 25000000 N/A N/A GENERAL SUPPORT 19 2 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: ACT REVIEWS THE QUALIFICATIONS OF THOSE REQUESTING CONTRIBUTIONS TO ENSURE THAT THEY ARE NONPROFIT ORGANIZATIONS. ACT HAS CREATED AN EMPLOYEE COMMITTEE TO REVIEW ALL SUCH REQUESTS. ALL GRANTS AND CONTRIBUTIONS ARE REVIEWED AND APPROVED BY THE CEO PRIOR TO COMMITMENT. X X 1 1 X X X X X 1 1 0 0 0 0 0 0 0 JON S WHITMORE 521989 0 100000 0 18322 0 45190 0 15665 0 701166 0 0 0 CARL A COHN 51625 0 0 0 0 0 0 0 0 0 51625 0 0 0 THOMAS J GOEDKEN 307111 0 10000 0 17711 0 38140 0 14558 0 387520 0 0 0 JON ERICKSON 270569 0 10000 0 16789 0 80338 0 11950 0 389646 0 0 0 MARTIN L SCAGLIONE 287743 0 10000 0 35275 0 29932 0 15620 0 378570 0 0 0 CHARLES SMITH 202405 0 10000 0 6291 0 18421 0 11933 0 249050 0 0 0 SHEILA BOYINGTON 250000 0 0 0 750 0 14700 0 554 0 266004 0 0 0 DANE BOYINGTON 246989 0 0 0 750 0 14700 0 15608 0 278047 0 0 0 ROSE RENNEKAMP 120683 0 0 0 100348 0 15917 0 10988 0 247936 0 0 0 RANJIT SIDHU 246568 0 10000 0 33557 0 22382 0 21359 0 333866 0 0 0 J THEODORE SANDERS 43875 0 0 0 0 0 0 0 0 0 43875 0 0 0 ROBERTS T JONES 34500 0 0 0 0 0 0 0 0 0 34500 0 0 0 ARTHUR C PETERS 0 0 0 0 185160 0 0 0 0 0 185160 0 0 0 JANET GODWIN 205241 0 10000 0 463 0 25723 0 21711 0 263138 0 0 0 CYNTHIA SCHMEISER 135283 0 0 0 8648 0 0 0 1008 0 144939 0 0 0 THOMAS SATERFIEL 4394 0 0 0 260394 0 1406 0 762 0 266956 0 3806 0 PART I, LINE 1A ONE OFFICER RECEIVED AN AMOUNT FOR TRAVEL FOR COMPANIONS. THIS AMOUNT IS TAXABLE TO THE EMPLOYEE AND IS REFLECTED IN REPORTABLE COMPENSATION ON SCHEDULE J, PART II, COLUMN (B)(III). ONE HIGHEST COMPENSATED EMPLOYEE RECEIVED AN AMOUNT FOR HOUSING. THIS AMOUNT IS TAXABLE TO THE EMPLOYEE AND IS REFLECTED IN REPORTABLE COMPENSATION ON SCHEDULE J, PART II, COLUMN (B)(III). PART I, LINE 3 THE EXECUTIVE COMMITTEE SERVES AS THE COMPENSATION COMMITTEE IN REGARDS TO ESTABLISHING THE COMPENSATION OF THE ORGANIZATION'S CEO. PART I, LINES 4A-B ACT MAINTAINS A NON-QUALIFIED DEFERRED COMPENSATION PLAN UNDER SECTION 457(F) OF THE INTERNAL REVENUE CODE FOR CERTAIN LISTED PERSONS. THE PLAN PROVIDES FOR ACT TO MAKE DISCRETIONARY CONTRIBUTIONS FOR ELIGIBLE EMPLOYEES. CERTAIN LISTED PERSONS PARTICIPATE IN BUT DID NOT RECEIVE DISTRIBUTIONS FROM THIS PLAN DURING THE YEAR. ACT MAINTAINS A LEGACY EARLY RETIREMENT PLAN THAT HAS BEEN CLOSED TO NEW ENTRANTS. TO BE ELIGIBLE, THE EMPLOYEE MUST HAVE COMPLETED 20 YEARS OF CONTINUOUS SERVICE AND RETIRE BETWEEN THE AGES OF 60 AND 65. THE PLAN PROVIDES FOR THE PAYMENT OF CERTAIN RETIREMENT BENEFITS BASED ON SALARY OF THE EMPLOYEE AT DATE OF RETIREMENT. PART II, COLUMN (C), DEFERRED COMPENSATION INCLUDES THE INCREASE IN ACTUARIAL VALUE THAT HAS OCCURRED TO AN INDIVIDUAL'S VESTED BALANCE DURING THE YEAR. DEPENDING ON THE INDIVIDUAL'S AGE AT DATE OF RETIREMENT, THE ACTUAL EARLY RETIREMENT BENEFIT DISTRIBUTED AT THE TIME OF RETIREMENT MAY BE LESS THAN THE AMOUNT THAT IS CURRENTLY BEING INCLUDED IN DEFERRED COMPENSATION. PART II, COLUMN (B)(III), OTHER REPORTABLE COMPENSATION FOR THOMAS SATERFIEL, FORMER VICE PRESIDENT, INCLUDES A DISTRIBUTION FROM THE EARLY RETIREMENT PLAN IN THE AMOUNT OF $114,250. OF THIS AMOUNT, $3,806 WAS REPORTED AS DEFERRED COMPENSATION IN A PRIOR YEAR FORM 990. ONE OTHER LISTED PERSON PARTICIPATES IN BUT DID NOT RECEIVE A DISTRIBUTION FROM THIS PLAN DURING THE YEAR. ACT MAINTAINS SEVERANCE AGREEMENTS WITH CERTAIN LISTED PERSONS. SEVERANCE AGREEMENTS GENERALLY PROVIDE FOR EITHER A LUMP SUM PAYMENT OR A SERIES OF PAYMENTS OVER TIME UPON THE TERMINATION OF THE LISTED PERSON. THE SPECIFIC TERMS AND CONDITIONS OF EACH SEVERANCE AGREEMENT ARE DETERMINED ON AN INDIVIDUAL BASIS. DURING CALENDAR YEAR 2011, SEVERANCE OF $185,160 WAS PAID TO ARTHUR C. PETERS, FORMER VICE PRESIDENT, SEVERANCE OF $82,904 WAS PAID TO ROSE RENNEKAMP, VICE PRESIDENT, AND SEVERANCE OF $114,250 WAS PAID TO THOMAS SATERFIEL, FORMER VICE PRESIDENT. OTHER LISTED PERSONS MAY BE ELIGIBLE FOR SIMILAR SEVERANCE ARRANGEMENTS. SUPPLEMENTAL INFORMATION PART III FORM 990, PART VII, SECTION A, LINE 5 AND SCH J, PART II: CARL COHN'S BASE COMPENSATION OF $51,625 WAS PAID BY URBAN SCHOOL IMAGINEERS, AN UNRELATED ORGANIZATION OF WHICH COHN IS A PRINCIPAL. THIS AMOUNT REPRESENTS COMPENSATION FOR SERVICES PROVIDED TO ACT. TEACHERS SUPPORT NETWORK SEE SCH L, PART V 325000 SEE PART V 0 PART IV BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS (B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: THOMAS J. GOEDKEN, CFO/TREASURER AND J. THEODORE SANDERS, FORMER DIRECTOR ARE DIRECTORS OF TEACHERS SUPPORT NETWORK.(D) DESCRIPTION OF TRANSACTION: ACT HOLDS A NOTE RECEIVABLE RELATED TO ITS REDEMPTION OF SHARES OF STOCK IN TEACHERS SUPPORT NETWORK WHICH OCCURRED DURING THE YEAR ENDED AUGUST 31, 2011. THE ENTIRE SALES PRICE, INCLUDING THE PORTION FINANCED BY THE NOTE, WAS REPORTED ON ACT'S FORM 990, SCHEDULE L FOR THE YEAR ENDED AUGUST 31, 2011. ACT RECIEVED PRINCIPAL AND INTEREST PAYMENTS OF $325,000 DURING THE CURRENT FISCAL YEAR. FORM 990, PART I, LINE 6, NUMBER OF VOLUNTEERS: ACT HAS STATE ORGANIZATIONS THAT SERVE AS ADVISORY AND ADVOCACY GROUPS TO FACILITATE COMMUNICATIONS BETWEEN ACT AND THE EDUCATIONAL INSTITUTIONS AND AGENCIES THAT PARTICIPATE IN ACT PROGRAMS. THESE ORGANIZATIONS ARE NOT SEPARATE LEGAL ENTITIES, BUT DO HAVE ORGANIZING BYLAWS. THE STATE ORGANIZATIONS PROVIDE FEEDBACK TO ACT ON ITS PROGRAMS AS THEY RELATE TO THE INFORMATION NEEDS OF INDIVIDUALS, SCHOOLS, AND AGENCIES IN THE STATE. APPROXIMATELY 905 REPRESENTATIVES FROM EDUCATIONAL INSTITUTIONS ARE MEMBERS OF ACT'S ADVISORY GROUPS THAT RECEIVE INFORMATION FROM ACT. OUT OF THIS GROUP, THERE ARE APPROXIMATELY 244 INDIVIDUALS WHO ACTIVELY VOLUNTEER THEIR TIME TO SERVE IN AN ADVISORY CAPACITY BY ATTENDING MEETINGS WITH ACT REGIONAL AND NATIONAL OFFICE STAFF TO PROVIDE INPUT. NEW PROGRAM SERVICES FORM 990, PART III, LINE 2 DURING THE YEAR, ACT, INC. FUNDED ACT FOUNDATION WITH AN INITIAL CONTRIBUTION OF $25 MILLION. ACT FOUNDATION IS A SEPARATE IRC SECTION 501(C)(3) TAX-EXEMPT ENTITY. ACT FOUNDATION WAS FORMED TO SUPPORT THE ACTIVITIES OF ACT, INC. FORM 990, PART VI, SECTION A, LINE 2 SOME OFFICERS AND DIRECTORS HAVE A BUSINESS RELATIONSHIP WITH OTHER OFFICERS AND DIRECTORS TO THE EXTENT THAT THEY ALSO SERVE TOGETHER ON THE BOARDS OF OTHER ENTITIES: (1) JON WHITMORE AND THOMAS GOEDKEN ARE DIRECTORS OF ACT INTERNATIONAL B.V. (2) JON WHITMORE AND THOMAS GOEDKEN ARE DIRECTORS OF ACT EDUCATION SOLUTIONS LTD (HONG KONG). (3) JON WHITMORE AND THOMAS GOEDKEN ARE DIRECTORS OF ACT EDUCATION SOLUTIONS (AUSTRALIA) PTY LTD. (4) JON WHITMORE AND THOMAS GOEDKEN ARE DIRECTORS OF ACT INFORMATION CONSULTING (SHANGHAI) CO LTD. (5) JON WHITMORE AND THOMAS GOEDKEN ARE DIRECTORS OF ACT BUSINESS SOLUTIONS B.V. (6) JON WHITMORE AND JAMES BOSTIC, JR. ARE DIRECTORS OF ACT BRIDGE, INC. (7) THOMAS GOEDKEN AND J THEODORE SANDERS (FORMER) ARE DIRECTORS OF TEACHERS SUPPORT NETWORK. (8) THOMAS GOEDKEN, JON ERICKSON, AND THOMAS ROTHERHAM ARE DIRECTORS OF NEXT GENERATION ASSESSMENT, LLC. FORM 990, PART VI, SECTION A, LINE 4 SIGNIFICANT CHANGES TO ARTICLES OF INCORPORATION 1. ARTICLE V: THE PROCESS FOR AMENDING THE ARTICLES OF INCORPORATION AND BYLAWS WAS REVISED TO REQUIRE APPROVAL OF A MAJORITY OF DIRECTORS IN OFFICE AT THE TIME THE AMENDMENT IS ADOPTED. 2. ARTICLE VI: THE LIMITATION OF LIABILITY FOR DIRECTORS WAS EXPANDED TO THE EXTENT PERMITTED BY THE REVISED IOWA NONPROFIT CORPORATION ACT. 3. ARTICLE IX: THE INDEMNIFICATION OF OFFICERS AND DIRECTORS WAS EXPANDED TO THE EXTENT PERMITTED BY THE REVISED IOWA NONPROFIT CORPORATION ACT. SIGNIFICANT CHANGES TO BYLAWS 1. ARTICLE I: THE PRIOR PROLOGUE SECTION WAS DELETED AND REPLACED WITH A PURPOSE CLAUSE THAT IS CONSISTENT WITH THE PURPOSE SET FORTH IN THE ARTICLES OF INCORPORATION. 2. ARTICLE II SECTION 3 (TERM): THE NUMBER OF TERMS A DIRECTOR PREVIOUSLY COULD SERVE WAS LIMITED TO THREE TERMS OF THREE YEARS EACH. THIS PROVISION WAS REVISED TO ALLOW FOR AN ADDITIONAL TERM OF UP TO A MAXIMUM OF TWO YEARS. 3. ARTICLE II SECTION 4 (VACANCIES ON THE BOARD OF DIRECTORS): THE NUMBER OF DIRECTORS NECESSARY TO FILL VACANCIES ON THE BOARD WAS CHANGED FROM TWO THIRDS TO A MAJORITY OF THE DIRECTORS IN OFFICE AT THE TIME THE VACANCY IS FILLED. 4. ARTICLE II SECTION 5 (REMOVAL): A SPECIFIC PROVISION WAS ADDED STATING THAT A DIRECTORS MAY BE REMOVED BY A TWO THIRD VOTE OF THE DIRECTORS THEN IN OFFICE. 5. ARTICLE II SECTION 6 (EXECUTIVE COMMITTEE OF THE BOARD): THIS SECTION WAS REVISED TO STATE THAT IN ADDITION TO THE BOARD CHAIR, THE VICE CHAIR, AND THE BOARD SECRETARY, THE CHAIRS OF ALL STANDING COMMITTEES AND THE CHIEF EXECUTIVE OFFICER ARE ALSO MEMBERS OF THE EXECUTIVE COMMITTEE. LANGUAGE WAS ALSO ADDED CLARIFYING THAT THE CHIEF EXECUTIVE OFFICER SHALL NOT PARTICIPATE IN ANY ACTIONS RELATING TO HIS OR HER EMPLOYMENT WITH THE CORPORATION. 6. ARTICLE II SECTION 7(C) (DUTIES OF THE EXECUTIVE COMMITTEE): STATUTORY LIMITATIONS ON THE AUTHORITY OF THE EXECUTIVE COMMITTEE WERE ADDED TO THIS SECTION. 7. ARTICLE II SECTION 11 (QUORUM AND VOTING OF THE STANDING COMMITTEES): THIS SECTION WAS ADDED TO CLARIFY WHAT CONSTITUTES A QUORUM FOR A COMMITTEE MEETING AND WHAT NUMBER OF VOTES IS NECESSARY TO CONSTITUTE COMMITTEE APPROVAL. 8. ARTICLE II SECTION 12 (REMOVAL AND VACANCIES OF THE STANDING COMMITTEES' MEMBERS): THIS SECTION WAS ADDED TO CLARIFY THE PROCEDURES FOR REMOVING COMMITTEE MEMBERS AND FILLING VACANCIES ON COMMITTEES. 9. ARTICLE II SECTION 14 (PRESENCE AND WAIVER): THIS SECTION WAS ADDED TO ALLOW FOR THE USE OF NEW TECHNOLOGIES TO CONDUCT MEETINGS AND FOR WAIVER OF REQUIRED NOTICES. 10. ARTICLE II SECTION 15 (ACTION BY THE DIRECTORS WITHOUT A MEETING): THIS SECTION WAS REVISED TO REQUIRE CONSENT OF ALL DIRECTORS FOR ACTION TAKEN WITHOUT A MEETING AND TO ALLOW FOR USE OF NEW TECHNOLOGIES TO DELIVER SUCH CONSENT. FORM 990, PART VI, SECTION B, LINE 11 PROCEDURES FOR REVIEW OF FORM 990 THE AUDIT COMMITTEE OF THE CORPORATION CONDUCTS A SUBSTANTIVE REVIEW OF THE FORM 990 PRIOR TO ITS FILING WITH THE ASSISTANCE OF THE OUTSIDE TAX PREPARER AND THE CORPORATION'S CHIEF FINANCIAL OFFICER, COUNSEL, AND STAFF. THE FINAL VERSION OF THE FORM 990 IS PROVIDED TO ALL OF THE MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS BEFORE IT IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C ACT HAS CREATED AN ETHICS ADVISORY COMMITTEE. MEMBERS OF THE ETHICS ADVISORY COMMITTEE REVIEW CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY EMPLOYEES AND ARE RESPONSIBLE FOR SEEING THAT CONFLICTS OF INTEREST ARE INVESTIGATED AND APPROPRIATELY ADDRESSED. THEY ALSO WORK CLOSELY WITH ACT'S HUMAN RESOURCES DEPARTMENT TO DEVELOP EDUCATION AND TRAINING PROGRAMS FOR EMPLOYEES REGARDING THE CONFLICTS OF INTEREST POLICY AND ETHICS ISSUES. THE ETHICS ADVISORY COMMITTEE REPORTS DIRECTLY TO THE AUDIT COMMITTEE OF ACT'S BOARD OF DIRECTORS. CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY DIRECTORS OR OFFICERS ARE REVIEWED AND ADDRESSED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 15A COMPENSATION OF OFFICERS AND DIRECTORS IS DETERMINED BY THE BOARD BASED UPON A PROCESS THAT INCLUDES A COMPENSATION COMMITTEE OF THE BOARD AND AN INDEPENDENT COMPENSATION STUDY CONDUCTED BY A PROFESSIONAL FIRM THAT INCLUDES REVIEW OF COMPENSATION PUBLISHED BY SIMILAR ORGANIZATIONS CONTAINED IN FORM 990. WITH THE EXCEPTION OF BOARD OFFICERS WHO BY THEIR NATURE CANNOT BE CONSIDERED INDEPENDENT DUE TO SERVING ON THE EXECUTIVE COMMITTEE, WHICH SERVES AS THE COMPENSATION COMMITTEE, COMPENSATION FOR THE CEO, ALL OTHER OFFICERS, AND KEY EMPLOYEES IS REVIEWED AND APPROVED BY INDEPENDENT PERSONS. COMPENSATION OF KEY EMPLOYEES IS INFORMED BY THE SAME STUDY AND IS ESTABLISHED BY THE BOARD ANNUALLY. ALL OTHER EMPLOYEE COMPENSATION IS REVIEWED AT LEAST ANNUALLY, UNDER THE DIRECTION OF THE HUMAN RESOURCE DEPARTMENT AND INCLUDES APPLICABLE DATA GATHERED AND REVIEWED. FORM 990, PART VI, SECTION C, LINE 19 ACT DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION A, BOARD MEMBER COMPENSATION: PER ACT POLICY, BOARD MEMBERS ARE EXPECTED TO PARTICIPATE IN FOUR THREE-DAY BOARD MEETINGS, COMMITTEE MEETINGS THAT OCCUR THROUGHOUT THE YEAR, AND AT OTHER TIMES TO DISCUSS IMPORTANT AND STRATEGIC MATTERS PERTAINING TO ACT. IN EXCHANGE FOR THEIR VALUABLE TIME AND SERVICE, ACT COMPENSATES THE BOARD WITH AN ANNUAL AMOUNT THAT IS PRORATED FOR MEETING ATTENDANCE AND PARTIAL YEARS OF SERVICE. THE CHAIRMAN OF THE BOARD AND COMMITTEE CHAIRS, AS WELL AS BOARD MEMBERS WHO ARE REQUESTED TO PROVIDE TIME OTHER THAN FOR MEETING ATTENDANCE, RECEIVE ADDITIONAL COMPENSATION AT A COMMENSURATE RATE. IN ADDITION TO SERVING AS A VOTING MEMBER OF THE BOARD OF DIRECTORS, JON WHITMORE ALSO SERVES AS CEO OF ACT. HIS COMPENSATION AS CEO IS DISCLOSED ON FORM 990, PART VII, SECTION A AND SCHEDULE J. HE RECEIVES NO ADDITIONAL COMPENSATION FOR SERVICE AS A MEMBER OF THE BOARD OF DIRECTORS. FORM 990, PART VII, SECTION A, LINE 1A, COLUMN (B), AVERAGE HOURS PER WEEK: HOURS LISTED FOR EACH INDIVIDUAL ARE REPORTED ON A CALENDAR YEAR BASIS. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 7,286,767. NET APPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS 47,545. (DECREASE) IN NET ASSETS - FOREIGN SUBSIDIARIES -334,572. (DECREASE) IN NET ASSETS - ACT BRIDGE -2,356,563. INCREASE IN NET ASSETS - ACT FOUNDATION 25,000,000. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -411,438. TOTAL TO FORM 990, PART XI, LINE 5: 29,231,739. FORM 990, PART XII, LINE 2C, RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT: THE ORGANIZATION'S AUDIT COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. ACT FOUNDATION 500 ACT DRIVE IOWA CITY IA 52243 272574917 TO SUPPORT THE ACTIVITIES OF ACT, INC. IA 501(C)(3) LINE 11A, I ACT INC 1 NEXT GENERATION ASSESSMENT LLC 327 2ND STREET SUITE 103 CORALVILLE IA 52241 455560033 TESTING SERVICES DE ACT INC RELATED 0 1 0.50000 ACT EDUCATION SOLUTIONS LTD (HONG KONG) ROOM 2503 BANK OF AMERICA TOWER 1 HONG KONG HK TESTING SERVICES HK ACT INTERNATIONAL BV C 1193606 2344413 1.00000 ACT INTERNATIONAL BV NARITAWEG 165 1043 BW AMSTERDAM NL HOLDING COMPANY NL ACT INC C -50527 12817861 1.00000 ACT BUSINESS SOLUTIONS BV NARITAWEG 165 1043 BW AMSTERDAM NL HOLDING COMPANY NL ACT INTERNATIONAL BV C -17698 3646560 1.00000 ACT EDUCATION SOLUTIONS (AUSTRALIA) PTY LTD SUITE 1201 LEVEL 12 275 ALFRED ST NORTH SYDNEY, NSW 2060 AS TESTING SERVICES AS ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 1185887 705707 1.00000 ACT EDUCATION SOLUTIONS (KOREA) INC ROOM 2503 BANK OF AMERICA TOWER 1 HONG KONG HK DORMANT KS ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 1180 1.00000 ACT INFORMATION CONSULTING (SHANGHAI) CO LTD RM 1204 TIAN AN CTR 338 NANJING W SHANGHAI CH TESTING SERVICES CH ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 1835023 2289345 1.00000 ACT BRIDGE INC 3475 LENOX ROAD NE SUITE 300 ATLANTA GA 30326 451602599 TESTING SERVICES DE ACT INC C 24362 751956 1.00000 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 ACT EDUCATION SOLUTIONS LTD (HONG KONG) P 145935 COST PLUS % MARK-UP ACT EDUCATION SOLUTIONS LTD (HONG KONG) K 55750 COMPARABLE SALES ACT FOUNDATION B 25000000 CASH