2024-11-13T14:52:31+00:00 2023-12-31 350921680 CROWE LLP 575 Market Street Suite 3300 San Francisco CA 941055829 990 2023-01-01 871920284 ARC RESEARCH INSTITUTE ARCR 6508994880 3181 Porter Dr Palo Alto CA 943041249 SILVANA M KONERMANN EXECUTIVE DIRECTOR 6508994880 2024-11-13 true Diane Kirmaci P01578407 4155761100 2024-11-13 2023 2024-10-15 13:58:12Z Nathaniel Friedman 3181 Porter Dr Palo Alto CA 943041249 53611444 false X https://arcinstitute.org/ X 2021 DE Our mission is to accelerate scientific progress and understand the root causes of complex diseases. This challenge requires researchers across many disciplines to study fundamental biological mechanisms, develop new technologies, and innovate on therapeutic concepts. By doing this, we aim to improve human health by narrowing the gap between discoveries and impact on patients. 1 1 92 1 0 0 97360040 52978731 0 0 -784012 632713 0 0 96576028 53611444 819000 8572720 0 0 5962945 16259942 0 0 0 26013177 39371036 32795122 64203698 63780906 -10592254 150115619 155698196 77639349 93814180 72476270 61884016 Our mission is to accelerate scientific progress, understand the root causes of disease, and narrow the gap between discoveries and impact on patients. false false 49064708 8572720 0 Headquartered in Palo Alto, California, Arc is a nonprofit research organization founded on the belief that many important scientific programs can be enabled by new organizational models. Arc operates in partnership with Stanford University, UCSF, and UC Berkeley. Arc gives scientists no-strings-attached, multi-year funding, so that they don't have to apply for external grants, and INSTEAD CAN invest in the rapid development of experimental and computational technological tools. As individuals, Arc researchers collaborate across diverse disciplines to study complex diseases, including cancer, neurodegeneration, and immune dysfunction. As an organization, Arc strives to enable ambitious, long-term research agendas. The Gilbert lab's expertise is in synthetic biology, functional genomics and cancer biology. We build CRISPR epigenetic editing tools to turn genes on and off and to perturb gene regulatory elements. We are developing CRISPR functional genomics approaches to map individual genes or sets of genes that regulate phenotypes of interest in vitro and in vivo. We are focused on utilizing our expertise to tackle big problems in deadly human cancers such as metastasis and drug resistance. The Hsu Lab works at the intersection of synthetic biology and genomics to invent new biotechnologies for improving human health. The Konermann lab develops and applies next-generation functional genomics to understand the cellular and molecular pathways underlying the neuronal system and neurodegenerative disease, with the long-term goal of developing rationally targeted therapeutics for neurodegenerative disorders. At the Li Lab we combine chemistry, biochemistry, immunology, and physiology to uncover basic mechanisms in innate immunity and, in parallel, develop therapeutic hypotheses and lead molecules. Innate immune pathways as the first line of defense against pathogens present many exciting opportunities for scientists from many disciplines. These pathways are a rich source of novel chemistry: they involve diverse molecular patterns in pathogens, little-explored second messengers, and drugs with poorly understood mechanism. Activation of innate immunity is a proven therapeutic strategy for vaccination, viral infection, and cancer, while inhibition is a strategy for treating autoimmune diseases and neurodegeneration. To date, however, most modulators of innate immunity are broad, non-specific, and poorly characterized, such as killed bacteria, alum crystals, and steroids. The Li lab seeks to improve understanding of these pathways and facilitate the development of more precise drugs for preventing or treating specific diseases. 49064708 true true false false false false false false false true false false true true true true false false true true false false false false false false true false true false false false false false false false false false false false false true false false false false true 28 0 true 92 true false false false false false false false false false false false false X 1 1 false false false false true true true true false false true true true true true true false false false CA X Michael Teng 2029425355 3181 Porter Dr Palo Alto CA 943041249 Nathaniel Friedman Secretary/Director 1.0 0.0 X 36000 0 0 Alden J Woodrow COO 40.0 0.0 X 742239 0 35102 Daniel Dever PhD Head of Scientific Operations 40.0 0.0 X 117098 0 8809 Julia M Kazaks General Counsel 40.0 0.0 X 365174 0 25698 Lynn M Hendrickson University Relations & Academic Affairs 40.0 0.0 X 338360 0 14205 Nicolle D Seuss Senior Operations Program Manager 40.0 0.0 X 270911 0 20678 Patrick D Hsu PhD Core Investigator 40.0 0.0 X 504392 0 19740 Rose E Harris Finance 40.0 0.0 X 151655 0 0 Silvana M Konermann PhD Executive Director 40.0 0.0 X 225268 0 1418 Susan Cull Senior Finance 40.0 0.0 X 156004 0 7572 Therese Costello Head of People 40.0 0.0 X 146619 0 6311 Benjamin N Mijts Senior Director, Genome Engineering Technology Center 40.0 0.0 X 259934 0 20285 Jennifer A Moss Senior Recruiter 40.0 0.0 X 341470 0 16098 Lingyin Li Core Investigator 40.0 0.0 X 283866 0 6358 Luke Gilbert CORE INVESTIGATOR 40.0 0.0 X 279098 0 15338 Nianzhen Li PHD Senior Director, Multi-omics technology development 40.0 0.0 X 274094 0 4096 4492182 0 201708 40 false true false WilmerHale 3040 Newmark Drive Miamisburg OH 45342 Legal Services 295477 Arnold & Porter Kaye Scholer LLP PO Box 759451 Philadelphia PA 191719451 Legal Services 262684 One North Talent Group 401 Legacy Drive Alamo CA 94507 Recruiting 260000 Baker & McKenzie LLP 660 Hansen Way Palo Alto CA 94304 Legal Services 214632 Milltown Partners LP 550 Montgomery Street Suite 750 San Francisco CA 94111 Marketing 200000 7 52978731 52978731 0 0 0 0 0 632713 632713 0 0 0 0 0 0 0 0 0 53611444 0 0 632713 8572720 8572720 3193251 1801861 1391390 10792988 6090178 4702810 296275 167179 129096 1095670 661101 434569 881758 510090 371668 829742 746768 82974 1055228 1055228 67118 67118 3053825 210464 2843361 0 83469 8732 74737 609434 133197 476237 14899739 13409882 1489857 649574 359093 290481 127727 21918 105809 7814257 7032831 781426 145099 145099 Lab expenses 6904314 6903182 1132 Student expenses 1209582 1209582 Subscriptions 1011248 629566 381682 Health and safety expenses 317509 317509 593171 278855 314316 0 64203698 49064708 15138990 0 38341866 4091658 618831 618831 11357 6564 0 0 0 0 1429524 1232853 99499504 8616377 47856273 90883127 1000000 1000000 0 0 60857768 57865163 150115619 155698196 8439343 11494900 0 0 0 16080816 69200006 66238464 77639349 93814180 X 72476270 61884016 72476270 61884016 150115619 155698196 -10592254 0 X false true X true false X See part VI See part VI CA Schedule A, Part I Hospitals The Institute is a medical research organization that operates in conjunction with Stanford (including its school of medicine and hospital system), UCSF (including its school of medicine and hospital system), and UC Berkeley. The Institute entered into an affiliation agreement and began its collaboration with each Home Institution in early 2022. Stanford University is a tax-exempt educational institution described in sections 501(c)(3) and 170(b)(1)(A)(ii) of the Code. Stanford Health Care, the university's hospital system, is a tax-exempt hospital described in sections 501(c)(3) and 170(b)(1)(A)(iii) of the Code. UCSF and UC Berkeley are tax-exempt educational institutions described in sections 501(c)(3) and 170(b)(1)(A)(ii) of the Code. UCSF (including its hospital system, UCSF Health) and UC Berkeley are part of the University of California system, which is a tax-exempt educational institution described in sections 501(c)(3) and 170(b)(1)(A)(ii) of the Code and an instrumentality of the state of California. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 78466037 5601945 72864092 21033467 3014432 18019035 90883127 Right of Use Lease 57865163 57865163 Lease liability 66238464 66238464 X 53611444 0 0 53611444 0 0 53611444 64203698 0 0 64203698 0 0 64203698 Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote The Institute qualifies as a tax-exempt organization under Section 501(c)(3) of the Internal Revenue Code and has been classified as a Medical Research Organization under Section 170(b)(1)(A)(iii). The Institute has adopted accounting guidance related to accounting for uncertainty in income taxes. This guidance requires the Institute to recognize a tax benefit only if it is more likely than not the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50 percent likely of being realized on examination. For tax positions not meeting the more-likely-than-not test, no tax benefit is recorded. The Institute has examined this issue and has determined there are no material contingent liabilities or questionable tax positions. The Institute does not expect the total amount of unrecognized tax benefits to significantly change in the next 12 months. The Institute recognizes interest and/or penalties to income tax matters in income tax expense. The Institute did not have any amounts accrued for interest and penalties as of December 31, 2023. North America (Canada & Mexico only) 0 1 Salaries and wages 166781 0 1 0 0 0 1 166781 0 166781 false false false false false false Schedule F, Part I, Line 3 Method used to account for expenditures on org's financial statements NORTH AMERICA (CANADA & MEXICO ONLY)-Accrual true Stanford University Attn Joel Shaeffer Med School 1/F 1265 Welch Road Mail Code 5404 Stanford CA 943055101 941156365 501(c)(3) 3482720 University Fellowships University of California San Francisco Attn Luke Gilbert PhD UCSFBOX 0815 SUITE 425 San Francisco CA 941430000 941156628 501(c)(3) 4000000 Goldberg-Benioff Endowed Professorship in Prostate Cancer Translational Biology Stanford University 1/F 1265 Welch Road Mail Code 5404 Stanford CA 943055101 941156365 501(c)(3) 540000 Ignite Award Recipients Katrin Andreasson, Michael Fischbach, Calvin Kuo, Xiaojie Qiu, Julia Salzman University of California San Francisco UCSFBOX 0815 SUITE 425 SAN FRANCISCO CA 941430000 946036493 501(c)(3) 440000 Ignite Awards to Fattahi, Kampmann, Pollen, Yang UNIVERSITY OF CALIFORNIA BERKELEY 2195 HEARST AVE RM 120 MC 1104 BERKELEY CA 947201083 946002123 501(c)(3) 110000 Ignite Award to Robert Saxton 3 0 Schedule I, Part I, Line 2 Procedures for monitoring use of grant funds. University Fellowships to Stanford University to support PHD students pursuing degrees in science areas relating to Arc's mission. X X X X true false false false false false false true false Silvana M Konermann PhD Executive Director 204502 0 20600 0 166 0 0 0 1418 0 226686 0 0 0 Alden J Woodrow COO 381399 0 360600 0 240 0 16500 0 18602 0 777341 0 0 0 Julia M Kazaks General Counsel 317722 0 46900 0 552 0 16500 0 9198 0 390872 0 0 0 Rose E Harris Finance 130320 0 21200 0 135 0 0 0 0 0 151655 0 0 0 Patrick D Hsu PhD Core Investigator 457280 0 46920 0 192 0 16500 0 3240 0 524132 0 0 0 Nicolle D Seuss Senior Operations Program Manager 229898 0 40500 0 513 0 13840 0 6838 0 291589 0 0 0 Lynn M Hendrickson University Relations & Academic Affairs 279320 0 58800 0 240 0 14205 0 0 0 352565 0 0 0 Susan Cull Senior Finance 149754 0 6000 0 250 0 7572 0 0 0 163576 0 0 0 Therese Costello Head of People 146095 0 400 0 124 0 5833 0 478 0 152930 0 0 0 Jennifer A Moss Senior Recruiter 271026 0 70100 0 344 0 16098 0 0 0 357568 0 0 0 Lingyin Li Core Investigator 236041 0 47600 0 225 0 2479 0 3879 0 290224 0 0 0 Luke Gilbert CORE INVESTIGATOR 232502 0 46400 0 196 0 13920 0 1418 0 294436 0 0 0 Benjamin N Mijts Senior Director, Genome Engineering Technology Center 252098 0 7500 0 336 0 12625 0 7660 0 280219 0 0 0 Nianzhen Li PHD Senior Director, Multi-omics technology development 259150 0 14600 0 344 0 3918 0 178 0 278190 0 0 0 Schedule J, Part I, Line 1a Tax indemnification and gross-up payments 2 executives received tax gross-up payments. These are treated as taxable compensation to individuals. Schedule J, Part I, Line 4a Severance or change-of-control payment THE FOLLOWING INDIVIDUALS RECEIVED SEVERANCE PAY DURING 2023 (INCLUDED IN SCHEDULE J, PART II, COLUMN (B)(III): BENJAMIN N MIJTS - $ JENNIFER A MOSS - $ DANIEL DEVER, PHD - $ Schedule J, Part I, Line 7 Non-fixed payments For each full year of employment with the Institute, individuals shall be eligible to earn an annual bonus of up to a percentage of their effective Base Salary ("Annual Bonus"), based half on their and half on the Institute's achievement of performance goals established in advance by the Board of Directors of the Institute ("Board") or its delegate and provided in writing, contingent on the individuals remaining actively employed with the Institute through the payment date of each Annual Bonus. The Annual Bonus will be prorated based on start date. The Annual Bonus, if any, will be earned and paid no later than two and a half months after the end of the fiscal year, at which point the Board (or its delegate) will also have determined goals for the then current fiscal year. All bonus payments shall be made less deductions and withholdings required by law or approved by the individuals. COO Bonus program: For each year of employment with the Institute, the COO shall be eligible to earn a discretionary bonus, on a semi-annual basis, in the target amount of 50% of their then effective Base Salary, based on: (a) the extent of their achievement against individual performance goals set for each semi-annual period, and (b) overall performance rating for that semi-annual period ("Individual Performance Bonus"). The goals for each bonus period will be mutually agreed upon between the COO and the Institute and provided in writing. In each semi-annual period, if the COO achieves the goals and receives a performance rating of "3 - Exemplary," they will be eligible for the target bonus amount (50% of Base Salary). If they achieve fewer than all goals or receive a performance rating of "2 - Success," they will be eligible for a partial bonus in an amount deemed appropriate for the level of performance. If they receive a performance rating of "1 - Missed Expectations," they will not be eligible for any bonus for the period. Decisions concerning performance ratings, whether they receive an Individual Performance Bonus in any semi-annual period, and the amount of any such bonus, shall be at the Institute's discretion. Each Individual Performance Bonus, if awarded, will be paid by April 30 or October 31, as applicable. Eligibility to receive any Individual Performance Bonus payment is contingent upon the COO remaining actively employed with the Institute through the scheduled payment date. All bonus payments will be made less deductions and withholdings required by law or approved by the COO. Form 990, Part VI, Line 15b Process to establish compensation Compensation is reviewed and approved by the Executive Director, COO, and Head of People. Radford survey data was used to determine compensation ranges, as well as publicly available data and compensation policies from Stanford and the University of California system. All deliberations and decisions are documented. Form 990, Part VI, Line 15a Process to establish compensation for top management official Compensation, including benefits, is reviewed and approved by the board for the executive director to ensure that it is just and reasonable. This occurs upon hiring, term renewal/extension (when applicable), and whenever the officer's compensation is modified, unless there is a universal modification of compensation that extends to substantially all employees. Arc engaged a compensation consultant in 2021 who completed a compensation survey to give an opinion to determine the appropriate compensation of the executive director, which was approved by the board. Comparability data was used from the survey to determine compensation ranges, as well as publicly available data and compensation policies from Stanford and the University of California system. All compensation increases must be approved by the board and are documented accordingly. Form 990, Part VI, Line 6 Classes of members or stockholders The Institute has, and will only have, one member at a time. The Member shall serve until the Member's death, incapacity or resignation. The Member and each successive Member shall name his/her successor. If at any time there is no Member serving and no successor has been designated, the Board of Directors shall designate the Member. Form 990, Part VI, Line 7a Members or stockholders electing members of governing body The Board of Directors shall be elected or appointed by the Member. The Member may remove and replace any member of the Board of Directors at any time for any or no reason. Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders The member has the following governing powers: -The annual meeting of the Member for the election of directors and for the transaction of such other business as may properly come before the meeting shall be held at such date, time and place, if any, as shall be determined by the Board of Directors and stated in the notice of the meeting. -Special meetings of the Member for any purpose or purposes shall be called pursuant to a resolution approved by the Board of Directors and may be called by the Member. The only business which may be conducted at a special meeting shall be the matter or matters set forth in the notice of such meeting. -Any meeting of the Member, annual or special, may be adjourned from time to time to reconvene at the same or some other place, if any, and notice need not be given of any such adjourned meeting if the time, place, if any, thereof, and the means of remote communication, if any, are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. If after the adjournment a new record date is fixed for the Member at the adjourned meeting, the Board of Directors shall fix a new record date for notice of the adjourned meeting and shall give notice of the adjourned meeting to the Member. -Notice of the place, if any, date, hour, and means of remote communication, if any, of every meeting of the Member shall be given by the Corporation not less than 10 days nor more than 60 days before the meeting (unless a different time is specified by law) to the Member. Notices of special meetings shall also specify the purpose or purposes for which the meeting has been called. Notices of meetings to the Member may be given by mailing the same, addressed to the Member, at the Member's mailing address as it appears on the records of the corporation and such notice shall be deemed to be given when deposited in the U.S. mail, postage prepaid. Without limiting the manner by which notices of meetings otherwise may be given effectively to the Member, any such notice may be given by electronic transmission in accordance with applicable law. For purposes of these bylaws, "electronic transmission" means any form of communication, not directly involving the physical transmission of paper, that creates a record that may be retained, retrieved, and reviewed by a recipient thereof, and that may be directly reproduced in paper form by such a recipient through an automated process. -The Board of Directors may adopt by resolution with the approval of the Member such rules and regulations for the conduct of the meeting of the Member as it shall deem appropriate. At every meeting of the Member, the Member, or in his/her absence or inability to act, such other officer or person appointed by the Member, shall act as chair of, and preside at, the meeting. The secretary or, in his/her absence or inability to act, the person whom the chair of the meeting shall appoint secretary of the meeting, shall act as secretary of the meeting and keep the minutes thereof. Except to the extent inconsistent with such rules and regulations as adopted by the Board of Directors, the chair of any meeting shall have the right and authority to prescribe such rules, regulations, and procedures and to do all such acts as, in the judgment of such chair, are appropriate for the proper conduct of the meeting. Such rules, regulations, or procedures, whether adopted by the Board of Directors with approval of the Member or prescribed by the chair of the meeting, may include, without limitation, the following: (a) the establishment of an agenda or order of business for the meeting; and (b) rules and procedures for maintaining order at the meeting and the safety of those present. Meetings of the Member may be held by means of telephone conference or other communications equipment by means of which all persons participating in the meeting can hear each other and be heard. -Any action to be taken at any annual or special meeting of the Member may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing or by electronic transmission, setting forth the action to be so taken, shall be signed by the Member and shall be delivered to the Corporation by delivery to its registered office in the State of Delaware (by hand or by certified or registered mail, return receipt requested), its principal place of business, an officer or agent of the Corporation having custody of the book in which proceedings of meetings of the Member are recorded, or to an information processing system designated by the corporation for receiving such consents in accordance with applicable law. Every consent shall bear the date of signature of the Member. -The Board of Directors shall be elected or appointed by the Member. The Member may remove and replace any member of the Board of Directors at any time for any or no reason. Form 990, Part VI, Line 11b Review of form 990 by governing body THE FORM 990 AND SUPPLEMENTAL SCHEDULES ARE PREPARED AND REVIEWED BY AN EXTERNAL ACCOUNTING FIRM. IT IS THEN REVIEWED INTERNALLY BY MANAGEMENT and the audit committee. A COMPLETE COPY OF THE FORM IS PROVIDED TO ALL MEMBERS OF THE BOARD OF DIRECTORS AND AUDIT COMMITTEE AND THEY ARE REQUESTED TO REVIEW AND SUBMIT ANY QUESTIONS prior to filing. Form 990, Part VI, Line 12c Conflict of interest policy The Institute has a conflict of interest policy that requires directors, officers, key employees and other designated individuals to disclose if they have a personal interest or relationship in a transaction involving the Institute, whether directly or indirectly through a family member, controlled entity or business or investment relationship. Any individual with a personal interest or relationship in a transaction involving the Institute must be recused from the discussions and approval for that transaction. The transaction must be reviewed by disinterested persons who do not have a personal interest in the transaction under review, and such disinterested persons may approve the transaction after determining that the terms are fair and reasonable to the Institute. Form 990, Part VI, Line 19 Required documents available to the public THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. ARC MOBILITY LLC 3181 PORTER DIRVE PALO ALTO CA 94304 TRANSPORTATION DE 0 0 ARC RESEARCH INSTITUTE