2024-09-25T15:54:38-05:00 2023-12-31 410746749 CLIFTONLARSONALLEN LLP 227 WEST TRADE STREET SUITE 800 CHARLOTTE NC 28202 990 2023-01-01 561497371 WELL-SPRING RETIREMENT COMMUNITY INC WELL 3365455421 4100 WELL SPRING DRIVE GREENSBORO NC 27410 K ALAN TUTTEROW CFO 3365455421 2024-09-25 1 0 JOHN NORMAN P01506766 7049985200 2024-09-25 2023 2024-08-08 14:25:15Z WELL-SPRING A LIFE PLAN COMMUNITY STEPHEN P FLEMING 4100 WELL SPRING DRIVE GREENSBORO NC 27410 39926094 0 X WWW.WELL-SPRING.ORG X 1987 NC TO PROVIDE RETIREMENT LIVING SERVICES. 25 25 652 25 0 0 825163 1360486 34365310 36937797 1416879 1515409 97314 112402 36704666 39926094 1078134 1729878 0 0 16822120 19145525 0 0 69722 19025300 20235990 36925554 41111393 -220888 -1185299 137378238 138730668 98561523 96593105 38816715 42137563 WELL-SPRING IS A NOT-FOR-PROFIT ORGANIZATION PROVIDING AGING-ADULT SERVICES WHICH CREATE AN EXPERIENCE THAT EXCEEDS THE NEEDS OF AN EVOLVING POPULATION OF OLDER ADULTS. 0 0 37726435 1729878 36937797 WELL-SPRING RETIREMENT COMMUNITY, INC ("WELL-SPRING"), A NORTH CAROLINA NONPROFIT CORPORATION, WAS ORGANIZED FOR THE PURPOSE OF OPERATING A CONTINUING CARE RETIREMENT COMMUNITY. WELL-SPRING IS GOVERNED BY A BOARD OF TRUSTEES COMPOSED OF CIVIC LEADERS, CURRENTLY CONSISTING OF 17 INDIVIDUALS, WHO SERVE WITHOUT COMPENSATION FOR STAGGERED THREE-YEAR TERMS. A MULTI-DENOMINATIONAL GROUP OF CHURCHES IN GREENSBORO, NORTH CAROLINA INITIALLY SPONSORED AND PROVIDED LEADERSHIP TO WELL-SPRING. REV. RUL. 72-124, 1972-1 C.B. 145, SETS OUT REQUIREMENTS THAT "HOME FOR THE AGED" MUST MEET TO QUALIFY FOR SECTION 501(C) 3 EXEMPTION. THE INTERNAL REVENUE SERVICE PROVIDED THE FOLLOWING REQUIREMENTS: (1) SATISFACTION OF THE NEED FOR HOUSING THROUGH THE PROVISION OF EMOTIONAL, RECREATIONAL, SOCIAL, RELIGIOUS AND SIMILAR NEEDS OF AGED. 37726435 1 1 0 1 0 0 0 0 0 0 1 1 0 1 1 1 1 1 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 135 0 652 1 0 0 0 0 0 0 0 0 0 0 0 0 X 25 25 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X THE ORGANIZATION 3365455421 4100 WELL SPRING DRIVE GREENSBORO NC 27410 KENNETH BOGGS VICE-CHAIR, IMM. PAST CHAI 1.00 2.00 X X 0 0 0 KATHRYN COOKIE BILLINGS CHAIR 1.00 2.00 X X 0 0 0 JERRY BAILEY BOARD MEMBER 1.00 2.00 X 0 0 0 JEFF BLASER ASSISTANT SECRETARY 1.00 2.00 X X 0 0 0 ANTHONY BOYD BOARD MEMBER 1.00 2.00 X 0 0 0 CHRIS BROWN BOARD MEMBER 1.00 2.00 X 0 0 0 DAN CAMIA BOARD MEMBER 1.00 2.00 X 0 0 0 BARRY CANNER BOARD MEMBER 1.00 2.00 X 0 0 0 BOB CHANDLER BOARD MEMBER 1.00 2.00 X 0 0 0 TIM CLONTZ BOARD MEMBER 1.00 2.00 X 0 0 0 SALLY CONE BOARD MEMBER 1.00 2.00 X 0 0 0 SUSAN COX BOARD MEMBER 1.00 2.00 X 0 0 0 WENDY GATLIN BOARD MEMBER 1.00 2.00 X 0 0 0 RUSTY HOLT BOARD MEMBER 1.00 2.00 X 0 0 0 DARYL INGOLD BOARD MEMBER 1.00 2.00 X 0 0 0 JENNIFER KOENIG BOARD MEMBER 1.00 2.00 X 0 0 0 BONNIE MCALISTER BOARD MEMBER 1.00 2.00 X 0 0 0 SUSAN MCDONALD BOARD MEMBER 1.00 2.00 X 0 0 0 BOB POWELL BOARD MEMBER 1.00 2.00 X 0 0 0 SUSAN SHUMAKER BOARD MEMBER 1.00 2.00 X 0 0 0 CAROLE SIMMS BOARD MEMBER 1.00 2.00 X 0 0 0 MARTY STADLER BOARD MEMBER 1.00 2.00 X 0 0 0 TOM STEELE BOARD MEMBER 1.00 2.00 X 0 0 0 JENNIFER YOUNG BOARD MEMBER 1.00 2.00 X 0 0 0 BEN ZURAW BOARD MEMBER 1.00 2.00 X 0 0 0 STEPHEN P FLEMING PRESIDENT/CEO 5.00 40.00 X 0 447834 34843 K ALAN TUTTEROW SECRETARY/INTERIM TREAS 5.00 40.00 X 0 434923 23512 MISTI RIDENOUR EXECUTIVE DIRECTOR 40.00 2.00 X 218836 0 11230 TODD DUMKE DIRECTOR OF DINING SERVICES 40.00 X 130916 0 10580 PHILIP JOHNSON DIRECTOR OF FACILITIES 40.00 X 127950 0 13430 SUSAN SUEK DIRECTOR OF NURSING 40.00 X 136821 0 10580 MICHAEL JONES DIRECTOR OF HEALTH SERVICES 40.00 X 145664 0 38799 760187 882757 142974 7 0 1 0 US FOODSERVICE INC PO BOX 602292 CHARLOTTE NC 28260 FOOD 1740289 CNE IMPROVEMENT PO BOX 2632 KING NC 27021 CONSTRUCTION 1498464 THE CHRISTMAN COMPANY 408 S ELM STREET GREENSBORO NC 27401 CONSTRUCTION 672958 BECO INC 2124 SURRETT DR HIGH POINT NC 27263 CONSTRUCTION 623705 RIGHT TOUCH INTERIORS LLC 807 POST ST GREENSBORO NC 27405 FLOORING 539533 35 751290 609196 1360486 RESIDENT FEES 623990 35935053 35935053 HEALTH CARE SERVICES 623990 298851 298851 703893 703893 36937797 1489246 1489246 112402 0 112402 112402 112402 26163 0 26163 26163 26163 39926094 36937797 0 1627811 1729878 1729878 15803351 14331702 1471649 2260883 2018318 242565 1081291 938126 143165 1038494 973256 65238 52792 52792 122737 122737 2345462 2340978 4484 239500 19831 219669 709439 703763 5676 1341111 1330382 10729 13734 11784 1950 59702 51224 8478 1277483 1277483 7417621 7357913 59708 357783 354921 2862 EQUIP. RENTAL & MAINT. 2283510 2283510 FOOD 2222072 2222072 MAINT. & HORTICULTURE 476823 476823 RESIDENT ACTIVITIES 119939 119939 157788 157788 41111393 37726435 3315236 69722 1457218 1032897 1127087 771870 801185 685020 99181 108851 169830 212068 156064691 73777681 83976614 82287010 30129604 34662209 19617519 18970743 137378238 138730668 5860340 3559022 48732606 48918536 42999421 42763442 969156 1352105 98561523 96593105 X 37445957 40707798 1370758 1429765 38816715 42137563 137378238 138730668 X -1185299 5186941 -680794 X X 0 1 X 1 0 X 2622966 671683 2051625 825163 1360486 7531923 28896565 30357277 31548311 34365310 36937797 162105260 31519531 31028960 33599936 35190473 38298283 169637183 2908751 609187 654497 162184 4334619 0 2908751 609187 654497 162184 4334619 165302564 1400013 1503428 2124238 1489647 1601648 8118974 1400013 1503428 2124238 1489647 1601648 8118974 32919544 32532388 35724174 36680120 39899931 177756157 0.92990 0.92610 0.04570 0.04680 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 4813 4813 0 PART II-B, LINE 1: A PORTION OF THE ORGANIZATION'S ASSOCIATION DUES ARE ATTRIBUTABLE TO LOBBYING. 3402472 3402472 90704044 37969680 52734364 39762275 24603759 15158516 21707362 11204242 10503120 488538 488538 82287010 INVESTMENTS 34662209 F 34662209 REFUNDABLE ENTRANCE FEES 355996 ADMISSIONS DEPOSITS 612890 OTHER ASSETS 241036 STATUTORY OPERATING RESERVE 8028000 DUE FROM RELATED PARTY 604133 EXTERNALLY RESTRICTED UNDER DONORS RESTRICTIONS 1451079 BOARD DESIGNATED 3900000 INTEREST RATE SWAP AGREEMENT 3777609 18970743 REFUNDABLE FEES 355996 REFUNDABLE RESERVATION FEE 612890 DUE TO RELATED PARTY 383219 1352105 X 44302738 5186941 550189 5737130 38565608 1360486 1360486 39926094 39839393 0 39839393 1272000 1272000 41111393 PART X, LINE 2: THE COMMUNITY IS A NOT-FOR-PROFIT ORGANIZATION EXEMPT FROM FEDERAL AND STATE INCOME TAXES UNDER INTERNAL REVENUE CODE SECTION 501(C)(3). THE COMMUNITY FILES AS A TAX-EXEMPT ORGANIZATION. SHOULD ANY STATUS BE CHALLENGED IN THE FUTURE, THE COMMUNITY IS OPEN FOR EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. MANAGEMENT IS NOT AWARE OF ANY ACTIVITIES THAT WOULD JEOPARDIZE THE TAX-EXEMPT STATUS OF THE COMMUNITY. MANAGEMENT IS NOT AWARE OF ANY SIGNIFICANT ACTIVITIES THAT ARE SUBJECT TO TAX ON UNRELATED BUSINESS INCOME OR EXCISE OR OTHER TAXES FOR THE COMMUNITY. THE COMMUNITY HAS ADOPTED GUIDANCE ON THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE IMPLEMENTATION HAS HAD NO IMPACT ON THE COMMUNITY'S FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: NET ASSETS RELEASED FROM RESTRICTIONS FOR USE IN OPERATIONS 550,189. PART XI, LINE 4B - OTHER ADJUSTMENTS: CONTRIBUTION FROM RELATED ORGANIZATION 751,290. DONOR RESTRICTED CONTRIBUTIONS 609,196. GAIN ON DISPOSAL OF PROPERTY AND EQUIPMENT PART XII, LINE 4B - OTHER ADJUSTMENTS: TRANSFER TO RELATED ORGANIZATIONS 1,272,000. 1 GREENSBORO SYMPHONY ORCHESTRA 200 NORTH DAVIE ST BOX 10 GREENSBORO NC 27401 566063111 501(C)(3) 10000 0 GENERAL SUPPORT GUILFORD COLLEGE 5800 WEST FRIENDLY AVE GREENSBORO NC 27410 560529982 501(C)(3) 7000 0 GENERAL SUPPORT AUTHORACARE COLLECTIVE 2500 SUMMIT AVE GREENSBORO NC 27405 561249146 501(C)(3) 40025 0 GENERAL SUPPORT CONE HEALTH 1200 NORTH ELM ST GREENSBORO NC 27401 581588823 501(C)(3) 81000 0 GENERAL SUPPORT EASTERN MUSIC FESTIVAL PO BOX 22026 GREENSBORO NC 27420 560771005 501(C)(3) 5055 0 GENERAL SUPPORT ADULT CENTER FOR ENRICHMENT INC 4100 WELL SPRING DR GREENSBORO NC 27410 561599072 501(C)(3) 392000 0 GENERAL SUPPORT ARTS GREENSBORO 200 N DAVIE STREET STE 201 GREENSBORO NC 27401 560746180 501(C)(3) 12500 0 GENERAL SUPPORT GREENSBORO JEWISH FEDERATION 5509-C WEST FRIENDLY AVE GREENSBORO NC 27410 237107693 501(C)(3) 5050 0 GENERAL SUPPORT NORTH CAROLINA FOR COMMUNITY AND JUSTICE INC 713 N GREENE ST GREENSBORO NC 27401 061753756 501(C)(3) 6000 0 GENERAL SUPPORT ALZHEIMER'S ASSOCIATION 225 N MICHIGAN ST CHICAGO IL 60601 561440727 501(C)(3) 7575 0 GENERAL SUPPORT AUTHORACARE FOUNDATION 2500 SUMMIT AVE GREENSBORO NC 27405 471169471 501(C)(3) 7500 0 GENERAL SUPPORT GUILFORD GREEN FOUNDATION 121 N GREENE ST GREENSBORO NC 27401 562091293 501(C)(3) 10000 0 GENERAL SUPPORT NC FOLK FESTIVAL PO BOX 5364 GREENSBORO NC 27435 824363298 501(C)(3) 6000 0 GENERAL SUPPORT TINY HOUSE COMMUNITY DEVELOPMENT PO BOX 20691 GREENSBORO NC 27420 474942066 501(C)(3) 6500 0 GENERAL SUPPORT TRIAD HONOR FLIGHT PO BOX 8606 GREENSBORO NC 27419 850603095 501(C)(3) 5025 0 GENERAL SUPPORT TRIAD STAGE 232 SOUTH ELM ST GREENSBORO NC 27401 621743981 501(C)(3) 7500 0 GENERAL SUPPORT 16 PART I, LINE 2: WELL-SPRING RETIREMENT COMMUNITY RECEIVES PERIODIC REPORTS FOR THE ORGANIZATION TO WHOM FUNDS WERE DONATED TO ESTABLISH SCHOLARSHIPS. 0 0 0 0 0 0 0 0 0 STEPHEN P FLEMING PRESIDENT/CEO 0 358593 0 63883 0 25358 0 13200 0 21643 0 482677 0 0 K ALAN TUTTEROW SECRETARY/INTERIM TREAS 0 389856 0 35949 0 9118 0 13200 0 10312 0 458435 0 0 MISTI RIDENOUR EXECUTIVE DIRECTOR 185006 0 22882 0 10948 0 0 0 11230 0 230066 0 0 0 MICHAEL JONES DIRECTOR OF HEALTH SERVICES 138053 0 6301 0 1310 0 0 0 38799 0 184463 0 0 0 PART I, LINE 3 COMPENSATION FOR OFFICERS LISTED IN PART VII AND SCHEDULE J PART II WERE PAID BY A RELATED ORGANIZATION. THE PROCEDURES THAT THE RELATED ORGANIZATION FOLLOWS FOR SETTING COMPENSATION ARE AS FOLLOWS: 1. A BOARD OF TRUSTEES COMPENSATION COMMITTEE SHALL BE APPOINTED ANNUALLY BY THE BOARD CHAIR. THE COMMITTEE SHALL BE COMPRISED OF THE CURRENT CHAIR, IMMEDIATE PAST CHAIR, CHAIR-ELECT (IF ANY) AND 1-2 TRUSTEES AT LARGE. 2. THE COMMITTEE SHALL MEET APPROXIMATELY THIRTY DAYS PRIOR TO THE END OF THE WELL-SPRING RETIREMENT COMMUNITY'S FISCAL YEAR. 3. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE COMPARABLE SALARY AND BENEFIT DATA THROUGH EXTERNAL SOURCES SUCH AS: THE AAHSA SALARY AND BENEFIT REPORT, NCANPHA WAGE SURVEY, PUBLIC RECORD IRS FORM 990S, AND INDEPENDENT SURVEYS. 4. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE A STATEMENT OF ACHIEVEMENTS COMPARED TO GOALS FOR THE CURRENT YEAR AND A PRELIMINARY LIST OF PERFORMANCE GOALS FOR THE SUCCEEDING YEAR. 5. AT THE MEETING, THE PRESIDENT/CEO SHALL INFORM THE COMMITTEE OF PROPOSED SALARY ADJUSTMENTS FOR SENIOR MANAGEMENT FOR THE SUCCEEDING YEAR. THE PRESIDENT/CEO MAY PRESENT COMPARABLE SALARY DATA FOR SENIOR MANAGEMENT AT THE COMMITTEE'S DISCRETION. 6. AT THE MEETING AND AFTER PRESENTING YEAR-END RESULTS AND SUCCEEDING YEAR GOALS, THE COMMITTEE MAY EXCUSE THE PRESIDENT/CEO, ENTER INTO EXECUTIVE SESSION AND DISCUSS THE PRESIDENT/CEO'S PERFORMANCE AND COMPENSATION. 7. AT THE CONCLUSION OF THE MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL MEET WITH THE PRESIDENT/CEO IN ORDER TO REVIEW THE COMMITTEE'S ASSESSMENT OF PERFORMANCE AND SALARY. SALARY ADJUSTMENTS TO THE PRESIDENT/CEO'S COMPENSATION SHALL BE AUTHORIZED BY SIGNATURE OF THE BOARD CHAIR OR VICE CHAIR ONLY. 8. AT THE FIRST BOARD OF TRUSTEES' MEETING FOLLOWING THE COMPENSATION COMMITTEE'S MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL REPORT THE COMMITTEE'S FINDINGS AND THE COMMITTEE'S ACTIONS REGARDING EMPLOYMENT STATUS, RECOMMENDATIONS AND SALARY OR BENEFIT ADJUSTMENTS FOR THE PRESIDENT/CEO. EXECUTIVE MANAGERS COMPENSATION PHILOSOPHY OBJECTIVE: THE COMPENSATION COMMITTEE BELIEVES THAT THE PRIMARY OBJECTIVES OF WELL-SPRING'S EXECUTIVE COMPENSATION POLICIES SHOULD BE: - TO ATTRACT AND RETAIN TALENTED EXECUTIVES BY PROVIDING COMPENSATION THAT IS, OVERALL, HIGHLY COMPETITIVE WITH THE COMPENSATION PROVIDED TO EXECUTIVES AT COMPANIES OF COMPARABLE POSITION IN THE CONTINUING CARE RETIREMENT COMMUNITY FIELD, WHILE MAINTAINING COMPENSATION WITHIN LEVELS THAT ARE CONSISTENT WITH WELL-SPRING'S ANNUAL BUDGET, FINANCIAL OBJECTIVES, OPERATING PERFORMANCE AND RESIDENT AND STAFF SATISFACTION; AND - TO PROVIDE APPROPRIATE INCENTIVES FOR EXECUTIVES TO WORK TOWARD THE ACHIEVEMENT OF WELL-SPRING'S ANNUAL FINANCIAL PERFORMANCE AND BUSINESS GOALS BASED ON WELL-SPRING'S ANNUAL BUDGET. THE COMPENSATION COMMITTEE REVIEWS EXECUTIVE COMPENSATION POLICIES ANNUALLY TAKING INTO CONSIDERATION WELL-SPRING'S FINANCIAL PERFORMANCE, ITS ANNUAL BUDGET, ITS POSITION IN THE INDUSTRY AND WELL-SPRING'S MISSION STATEMENT AND CORE VALUES. THE COMPENSATION COMMITTEE BELIEVES THAT IN ADDITION TO CORPORATE PERFORMANCE, IT IS APPROPRIATE IN SETTING AND REVIEWING EXECUTIVE COMPENSATION TO CONSIDER THE LEVEL OF EXPERIENCE AND RESPONSIBILITIES OF EACH EXECUTIVE OFFICER AS WELL AS THE PERSONAL CONTRIBUTIONS A PARTICULAR INDIVIDUAL MAY MAKE TO THE SUCCESS OF WELL-SPRING RETIREMENT COMMUNITY, INC. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2023. A PUBLIC FINANCE AUTHORITY 273866124 NONEAVAIL 2016-10-18 9205000 CURRENT REFUNDING OF SERIES 2003 BONDS AND TAXABLE VARIABLE RATE DEBT 0 0 0 B PUBLIC FINANCE AUTHORITY 273866124 NONEAVAIL 2016-11-03 30795000 FUND EXPANSION AND RENOVATION OF RESIDENT AMENITIES, AS NEEDED 0 0 0 C PUBLIC FINANCE AUTHORITY 273866124 NONEAVAIL 2020-03-01 22410000 CONSTRUCTION OF NEW APARTMENTS 0 0 0 A 6672500 9205000 99535 9105465 1 0 1 1 B 4078333 30795000 329122 30465878 2019 0 0 1 1 C 8565000 22410000 370994 314627 217720745 3634 2023 0 0 0 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 C 0 0 0 0 0 0 1 A 0 0 0 1 1 1 BB&T 9.900000000000 0 0 0 0 1 B 0 0 0 1 1 1 BB&T 5.000000000000 0 0 0 0 1 C 0 1 0 0 0 1 BB&T 13.300000000000 0 0 0 0 1 A 1 B 1 C 1 FORM 990, PART VI, SECTION B, LINE 11B BEFORE THE FILING OF THE INFORMATION TAX RETURN 990 FOR WELL-SPRING RETIREMENT COMMUNITY, THE FORM 990 WAS REVIEWED IN DETAIL BY THE CHIEF FINANCIAL OFFICER AND CHIEF EXECUTIVE OFFICER. EACH MEMBER OF THE WELL-SPRING RETIREMENT COMMUNITY'S BOARD OF TRUSTEES WAS PROVIDED WITH A COPY OF WELL-SPRING RETIREMENT COMMUNITY'S FORM 990 PRIOR TO FILING OF THE FORM 990. FORM 990, PART VI, SECTION B, LINE 12C THE TRUSTEES SHALL COMPLETE AND RETURN TO THE SECRETARY AN ANNUAL STATEMENT THAT EACH OF THEM: (A) HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY; (B) HAS READ AND UNDERSTANDS THE POLICY; (C) AGREES TO COMPLY WITH THIS POLICY; (D) UNDERSTANDS THAT THE POLICY APPLIES TO ALL COMMITTEES; AND (E) UNDERSTANDS THAT THE ORGANIZATION IS A CHARITABLE ORGANIZATION AND MUST CONTINUOUSLY ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. FORM 990, PART VI, SECTION B, LINE 15 PRESIDENT/CEO COMPENSATION: IT SHALL BE THE POLICY OF WELL-SPRING RETIREMENT COMMUNITY TO ANNUALLY REVIEW THE PERFORMANCE OF THE PRESIDENT AND CEO UNLESS CIRCUMSTANCES DEMAND MORE FREQUENT REVIEW INTERVALS. THE PRESIDENT/CEO'S REVIEW SHALL BE CONDUCTED BY THE BOARD OF TRUSTEES; HOWEVER THE BOARD OF TRUSTEES MAY DELEGATE THIS FUNCTION TO ITS COMPENSATION COMMITTEE. PROCEDURES FOR SETTING COMPENSATION: 1. A BOARD OF TRUSTEES COMPENSATION COMMITTEE SHALL BE APPOINTED ANNUALLY BY THE BOARD CHAIR. THE COMMITTEE SHALL BE COMPRISED OF THE CURRENT CHAIR, IMMEDIATE PAST CHAIR, CHAIR-ELECT (IF ANY) AND 1-2 TRUSTEES AT LARGE. 2. THE COMMITTEE SHALL MEET APPROXIMATELY THIRTY DAYS PRIOR TO THE END OF THE WELL-SPRING RETIREMENT COMMUNITY'S FISCAL YEAR. 3. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE COMPARABLE SALARY AND BENEFIT DATA THROUGH EXTERNAL SOURCES SUCH AS: THE AAHSA SALARY AND BENEFIT REPORT, NCANPHA WAGE SURVEY, PUBLIC RECORD IRS FORM 990S, AND INDEPENDENT SURVEYS. 4. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE A STATEMENT OF ACHIEVEMENTS COMPARED TO GOALS FOR THE CURRENT YEAR AND A PRELIMINARY LIST OF PERFORMANCE GOALS FOR THE SUCCEEDING YEAR. 5. AT THE MEETING, THE PRESIDENT/CEO SHALL INFORM THE COMMITTEE OF PROPOSED SALARY ADJUSTMENTS FOR SENIOR MANAGEMENT FOR THE SUCCEEDING YEAR. THE PRESIDENT/CEO MAY PRESENT COMPARABLE SALARY DATA FOR SENIOR MANAGEMENT AT THE COMMITTEE'S DISCRETION. 6. AT THE MEETING AND AFTER PRESENTING YEAR-END RESULTS AND SUCCEEDING YEAR GOALS, THE COMMITTEE MAY EXCUSE THE PRESIDENT/CEO, ENTER INTO EXECUTIVE SESSION AND DISCUS THE PRESIDENT/CEO'S PERFORMANCE AND COMPENSATION. 7. AT THE CONCLUSION OF THE MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL MEET WITH THE PRESIDENT/CEO IN ORDER TO REVIEW THE COMMITTEE'S ASSESSMENT OF PERFORMANCE AND SALARY. SALARY ADJUSTMENTS TO THE PRESIDENT/CEO'S COMPENSATION SHALL BE AUTHORIZED BY SIGNATURE OF THE BOARD CHAIR OR VICE CHAIR ONLY. 8. AT THE FIRST BOARD OF TRUSTEES' MEETING FOLLOWING THE COMPENSATION COMMITTEE'S MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL REPORT THE COMMITTEE'S FINDINGS AND THE COMMITTEE'S ACTIONS REGARDING EMPLOYMENT STATUS, RECOMMENDATIONS AND SALARY OR BENEFIT ADJUSTMENTS FOR THE PRESIDENT/CEO. EXECUTIVE MANAGERS COMPENSATION PHILOSOPHY OBJECTIVE: THE COMPENSATION COMMITTEE BELIEVES THAT THE PRIMARY OBJECTIVES OF WELL-SPRING'S EXECUTIVE COMPENSATION POLICIES SHOULD BE: - TO ATTRACT AND RETAIN TALENTED EXECUTIVES BY PROVIDING COMPENSATION THAT IS, OVERALL, HIGHLY COMPETITIVE WITH THE COMPENSATION PROVIDED TO EXECUTIVES AT COMPANIES OF COMPARABLE POSITION IN THE CONTINUING CARE RETIREMENT COMMUNITY FIELD, WHILE MAINTAINING COMPENSATION WITHIN LEVELS THAT ARE CONSISTENT WITH WELL-SPRING'S ANNUAL BUDGET, FINANCIAL OBJECTIVES, OPERATING PERFORMANCE AND RESIDENT AND STAFF SATISFACTION; AND - TO PROVIDE APPROPRIATE INCENTIVES FOR EXECUTIVES TO WORK TOWARD THE ACHIEVEMENT OF WELL-SPRING'S ANNUAL FINANCIAL PERFORMANCE AND BUSINESS GOALS BASED ON WELL-SPRING'S ANNUAL BUDGET. THE COMPENSATION COMMITTEE REVIEWS EXECUTIVE COMPENSATION POLICIES ANNUALLY TAKING INTO CONSIDERATION WELL-SPRING'S FINANCIAL PERFORMANCE, ITS ANNUAL BUDGET, ITS POSITION IN THE INDUSTRY AND WELL-SPRING'S MISSION STATEMENT AND CORE VALUES. THE COMPENSATION COMMITTEE BELIEVES THAT IN ADDITION TO CORPORATE PERFORMANCE, IT IS APPROPRIATE IN SETTING AND REVIEWING EXECUTIVE COMPENSATION TO CONSIDER THE LEVEL OF EXPERIENCE AND RESPONSIBILITIES OF EACH EXECUTIVE OFFICER AS WELL AS THE PERSONAL CONTRIBUTIONS A PARTICULAR INDIVIDUAL MAY MAKE TO THE SUCCESS OF WELL-SPRING RETIREMENT COMMUNITY, INC. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2022. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2023. FORM 990, PART VI, SECTION C, LINE 19 WELL-SPRING RETIREMENT COMMUNITY'S FINANCIAL STATEMENTS ARE PART OF WELL-SPRING'S ANNUAL DISCLOSURE STATEMENT WHICH IS FILED WITH THE NC DEPARTMENT OF INSURANCE. THE NC DEPARTMENT OF INSURANCE POSTS ALL DISCLOSURE STATEMENTS ON THEIR WEB SITE. THE FINANCIAL STATEMENTS ARE FILED ANNUALLY WITH THE SEC VIA EMMA (ELECTRONIC MUNICIPAL MARKET ACCESS). ADDITIONALLY, COPIES OF GOVERNING DOCUMENTS, OUR CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN VALUE OF INTEREST RATE SWAP AGREEMENTS -680,794. FORM 990, PART XII, LINE 2C: THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THE ORGANIZATION HAS NOT CHANGED ITS OVERSIGHT PROCESS OR SELECTION PROCESS DURING THE TAX YEAR. FORM 990, PART VII, LINE 1A, COLUMN (B): AVERAGE HOURS PER WEEK LISTED IN COLUMN (B) INCLUDE HOURS UTILIZED TOWARDS BOTH THE FILING ORGANIZATION AND RELATED ORGANIZATIONS. WELL-SPRING FOUNDATION 4100 WELL SPRING DRIVE GREENSBORO NC 27410 562217797 FUNDRAISING NC 501(C)(3) LINE 12A, I WELL SPRING SERVICES 1 PACE OF GUILFORD & ROCKINGHAM COUNTIES INC 721 GREEN VALLEY ROAD GREENSBORO NC 27408 271560334 ALL INCLUSIVE ELDERLY CARE NC 501(C)(3) LINE 10 N/A 0 WELL SPRING SERVICES INC 4100 WELL SPRING DRIVE GREENSBORO NC 27410 900885759 HOLDING COMPANY NC 501(C)(3) LINE 10 N/A 0 ADULT CENTER FOR ENRICHMENT INC 4100 WELL SPRING DRIVE GREENSBORO NC 27410 561599072 ADULT CARE CENTER NC 501(C)(3) LINE 10 N/A 0 ALAMANCE EXTENDED CARE 4100 WELL SPRING DRIVE GREENSBORO NC 27410 581681364 CCRC NC 501(C)(3) 0 WELL-SPRING MANAGEMENT AND DEVELOPMENT COMPANY INC 4100 WELL SPRING DRIVE GREENSBORO NC 27410 460944965 MANAGEMENT SERVICES NC WELL-SPRING SERVICES C 0 1 1 1 1 0 0 0 0 0 0 0 1 0 1 1 1 1 1 1 WELL-SPRING FOUNDATION C 557248 CASH ADULT CENTER FOR ENRICHMENT B 392000 CASH