2023-06-15T06:19:47-05:00 2022-07-31 861065772 DELOITTE TAX LLP 695 TOWN CENTER DRIVE SUITE 1000 COSTA MESA CA 92626 990 2021-08-01 956052058 NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES INC NATI 3103923777 3030 OLYMPIC BOULEVARD SANTA MONICA CA 904045073 WAYNE ZAHNER CHIEF FINANCIAL OFFICER 3103923777 2023-06-14 1 WAYNE ZAHNER 999009999 JESSICA KARANTONIS P00969387 7144367100 3 AAL1 IAL1 2021 2023-04-26 12:10:37Z RECORDING ACADEMY HARVEY MASON JR 3030 OLYMPIC BOULEVARD SANTA MONICA CA 904045073 97908738 0 X WWW.GRAMMY.COM X 1987 DE OUR MISSION IS TO ADVANCE THE ARTS AND SCIENCES OF RECORDING AND TO FOSTER CREATIVE LEADERSHIP. 43 43 214 500 184160 0 1197707 1312986 63255398 76178390 7321854 8713909 1906590 3118257 73681549 89323542 6045451 6677361 0 0 23157717 25941816 0 0 0 50676506 55850692 79879674 88469869 -6198125 853673 144766278 126130993 27658916 27660195 117107362 98470798 X OUR MISSION IS TO ADVANCE THE ARTS AND SCIENCES OF RECORDING AND TO FOSTER CREATIVE LEADERSHIP FOR ARTISTIC, CULTURAL, EDUCATIONAL, AND TECHNICAL PROGRESS IN THE RECORDING FIELD. A PRIMARY ACTIVITY OF THE RECORDING ACADEMY IS THE RECOGNITION OF OUTSTANDING CREATIVE AND TECHNICAL ACHIEVEMENTS IN THE RECORDING ARTS OF THOSE DEEMED TO BE MOST WORTHY BY THEIR PEERS THROUGH THE ANNUAL PRESENTATION OF THE GRAMMY AWARDS. 0 0 THE RECORDING ACADEMY PRODUCES THE GRAMMY AWARDS, THE ONLY PEER-PRESENTED AWARD TO HONOR ARTISTIC ACHIEVEMENT, TECHNICAL PROFICIENCY, AND EXCELLENCE IN THE RECORDING INDUSTRY, WITHOUT REGARD TO ALBUM SALES OR CHART POSITION. 0 1 0 1 0 0 0 0 1 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 1 0 0 1 0 0 0 1 1 1 1 0 1 X 190 0 1 214 1 1 1 0 0 0 1 1 0 1 0 X 43 43 1 0 0 0 1 1 0 1 1 0 1 1 1 1 1 1 1 1 1 0 0 CA IL NY X X WAYNE J ZAHNER 3103923777 3030 OLYMPIC BOULEVARD SANTA MONICA CA 904045073 X DEBORAH SZULANSKY FORMER OFFICER (PRESIDENT/CEO) 0.00 0.00 X 5750000 0 0 HARVEY MASON CEO 40.00 1.20 X 1369344 0 14081 NEIL PORTNOW FORMER OFFICER 40.00 0.00 X 800000 0 0 BRANDEN CHAPMAN CHIEF OPERATING OFFICER 40.00 1.20 X 507709 0 31480 DARYL FRIEDMAN CHIEF ADVOCACY & PUBLIC POLICY OFFCR 40.00 0.00 X 487940 0 34402 WAYNE ZAHNER CHIEF FINANCIAL OFFICER 40.00 1.20 X 420984 0 26688 RUBY MARCHAND CHIEF AWARDS AND INDUSTRY OFFICER 40.00 0.00 X 389161 0 36968 VALEISHA JONES CO-PRESIDENT 40.00 0.00 X 368498 0 30631 ADAM ROTH SR. VP PARTNERSHIPS & BUSINESS DEVELOPMENT 40.00 0.00 X 319624 0 18396 WILLIAM FREIMUTH CHIEF AWARDS OFFICER 40.00 0.00 X 275387 0 24290 SHONDA GRANT CHIEF PEOPLE & CULTURE OFFICER 40.00 0.00 X 246980 0 35988 RICHARD ENGDAHL CIO 40.00 0.00 X 263485 0 16424 PANOS PANAY PRESIDENT 40.00 0.00 X 234857 0 16132 ALEX CHAVEZ TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 ANDREW JOSLYN TRUSTEE 1.00 0.00 X 0 0 0 ANGELIQUE KIDJO TRUSTEE 1.00 0.00 X 0 0 0 ANNA FRICK TRUSTEE 1.00 0.00 X 0 0 0 BERNARD FREEMAN TRUSTEE 1.00 0.00 X 0 0 0 BETH COHEN TRUSTEE 1.00 0.00 X 0 0 0 CAROLYN MALACHI TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 CAROLYN RIDDICK TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 CHECHE ALARA TRUSTEE 1.00 0.00 X 0 0 0 CHELSEY GREEN TRUSTEE 1.00 0.00 X 0 0 0 CHRISTINE ALBERT CHAIR EMERITUS 1.00 0.00 X 0 0 0 CHUCK AINLAY TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 CLAUDIA MENKARSKI BRANDT TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 DAVE COBB TRUSTEE 1.00 0.00 X 0 0 0 DAVID GROSS TRUSTEE 1.00 0.00 X 0 0 0 DAVID HARRIS TRUSTEE 1.00 0.00 X 0 0 0 DOUGLAS EMERY TRUSTEE 1.00 0.00 X 0 0 0 ERIK GAINES TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 EVAN BOGART TRUSTEE 1.00 0.00 X 0 0 0 FERDDY CALDERON MOSCOSO TRUSTEE 1.00 0.00 X 0 0 0 FLETCHER FOSTER TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 GEBRE WADDELL TRUSTEE 1.00 0.00 X 0 0 0 GEORGE FLANIGEN IV TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 J IVY TRUSTEE 1.00 0.00 X 0 0 0 JENNIFER BLAKEMAN TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 JENNIFER HANSON TRUSTEE 1.00 0.00 X 0 0 0 JIMMY DOUGLASS TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 JOHN LEGEND TRUSTEE 1.00 0.00 X 0 0 0 JORDAN HAMLIN TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 JULIA MICHELS TRUSTEE 1.00 0.00 X 0 0 0 KENNARD GARRETT TRUSTEE 1.00 0.00 X 0 0 0 LARRY BATISTE TRUSTEE 1.00 0.00 X 0 0 0 LESLIE ANN JONES TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 LISA KAPLAN TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 MARCUS BAYLOR TRUSTEE 1.00 0.00 X 0 0 0 MARIA ELISA AYERBE TRUSTEE 1.00 0.00 X 0 0 0 MICHAEL ROMANOWSKI TRUSTEE 1.00 0.00 X 0 0 0 MIKE KNOBLOCH TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 NABIL AYERS TRUSTEE (FROM 6/1/22) 1.00 0.00 X 0 0 0 NATALIA RAMIREZ TRUSTEE 1.00 0.00 X 0 0 0 OM'MAS KEITH GRAHAM SECRETARY/TREASURER 1.00 0.00 X 0 0 0 PJ MORTON TRUSTEE 1.00 0.00 X 0 0 0 RICHARD BUTLER VICE CHAIR 5.00 0.00 X 0 0 0 RIGGS MORALES TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 SAMANTHA COX TRUSTEE 1.00 0.00 X 0 0 0 SUSAN MARSHALL TRUSTEE 1.00 0.00 X 0 0 0 TAMMY HURT CHAIR 5.00 0.00 X 0 0 0 TERRI LYNE CARRINGTON TRUSTEE (TO 5/31/22) 1.00 0.00 X 0 0 0 TERRY JONES TRUSTEE 1.00 0.00 X 0 0 0 TK KIDD TRUSTEE 1.00 0.00 X 0 0 0 TRACY GERSHON TRUSTEE 1.00 0.00 X 0 0 0 VON VARGAS TRUSTEE 1.00 0.00 X 0 0 0 YOLANDA ADAMS TRUSTEE 1.00 0.00 X 0 0 0 11433969 0 285480 62 1 1 0 FULWELL 73 UK LIMITED 7A BAYHAM STREET LONDON LONDON UK NW1 0EY EVENT PRODUCTION 15221800 PROSKAUER ROSE LLP ELEVEN TIMES SQUARE NEW YORK NY 10036 LEGAL SERVICES 3431712 PRUDENT RISK MANAGEMENT INTERNATIONAL LL 9710 TRAVILLE GATEWAY DR PMB 155 ROCKVILLE MD 20850 EVENT SEROLOGY 1809317 YOUNG BULL PRODUCTIONS INC 333 N GLENOAKS BLVD 510 BURBANK CA 91502 EVENT PRODUCTION 1764880 GVF PRODUCTIONS INC 14803 CRANBROOK AVENUE HAWTHORNE CA 90250 PRODUCTION SERVICES 1049897 47 1216448 96538 96538 1312986 TELECAST EVENT INCOME 900099 55610594 55610594 SPONSORSHIP INCOME 711320 13288432 13288432 GRAMMY TICKET SALES 711320 6854555 6854555 PUBLICATION INCOME 541800 373660 189500 184160 NARAS RELATED EVENTS 711320 51149 51149 76178390 7870600 7870600 2574185 2574185 9428505 8585196 843309 843309 843309 FILM CLIP INCOME 900099 334518 334518 OTHER INCOME 900099 199963 199963 ANNUITY INCOME 900099 9591 9591 544072 89323542 8138476 184160 79687920 6583561 93800 4353961 16748963 807647 2600719 1430526 3266618 409195 151243 548965 4687172 3371090 1291257 2269739 5232898 2012356 203648 56971 935838 1061237 EVENT PRODUCTION 25143924 EVENT EXPENSES 4600522 ENTERTAINMENT 416347 ALL OTHER EXPENSE 191672 88469869 1288 55577 8579005 8284356 9154793 4825803 2662599 1904945 11714608 8519097 1720750 3195511 108784536 97609869 11456 13851851 10254932 144766278 126130993 9653089 9040358 17877563 18508035 128264 111802 27658916 27660195 X 117107362 98470798 117107362 98470798 144766278 126130993 853673 -19340129 -150108 0 X X 0 1 X 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 0 1 1216448 583766 583766 1216448 -632682 108784536 -10625702 548965 97609869 89675816 19745657 636937 108784536 87064143 0 3170493 558820 89675816 80446791 4500000 2776667 659315 87064143 75976177 750169 4347271 626826 80446791 1.00000 1 0 5515031 4740000 775031 6178571 3758091 2420480 21006 21006 0 3195511 DUE FROM NARAS PROPERTIES, INC. 6133329 DUE FROM GRAMMY MUSEUM FOUNDATION, INC. 1962711 DUE FROM LATIN ACADEMY OF RECORDING ARTS & SCIENCES, INC. 424625 ROYALTY RECEIVABLE DUE FROM LATIN ACADEMY OF RECORDING ARTS & SCIENCES, INC. 704580 OTHER RETIREMENT LIABILITY - 457(B) 111802 DUE FROM MUSICARES FOUNDATION, INC. 121212 BARTER/OTHER INVENTORY 618024 DUE FROM THE LATIN GRAMMY CULTURAL FOUNDATION 178649 10254932 OTHER RETIREMENT LIABILITY - 457(B) 111802 111802 X PART V, LINE 4: THE INTENDED PURPOSE OF THE ENDOWMENT FUND IS TO EVENTUALLY USE ITS INVESTMENT INCOME TOWARDS OPERATIONS IN PROMOTION OF THE MISSION AND GROWTH OF THE RECORDING ACADEMY AS WELL AS PROVIDE OPERATIONAL SUPPORT IN CASE OF A CATASTROPHIC EVENT. PART X, LINE 2: THE RECORDING ACADEMY ACCOUNTS FOR INCOME TAXES IN ACCORDANCE WITH FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) ACCOUNTING STANDARDS CODIFICATION (ASC) 740, INCOME TAXES. FASB ASC 740 PRESCRIBES A COMPREHENSIVE MODEL FOR HOW A COMPANY SHOULD RECOGNIZE, MEASURE, PRESENT, AND DISCLOSE IN ITS COMBINED FINANCIAL STATEMENTS UNCERTAIN TAX POSITIONS THAT THE COMPANY HAS TAKEN, OR EXPECTS TO TAKE, ON A TAX RETURN. DURING THE YEARS ENDED JULY 31, 2022 AND 2021, THE RECORDING ACADEMY DID NOT INCUR A MATERIAL LIABILITY FOR UNRECOGNIZED TAX BENEFITS. PART IX: DUE FROM NARAS PROPERTIES, INC.: ON DECEMBER 21, 2016, NARAS PROPERTIES, INC. PURCHASED A RESIDENTIAL PROPERTY IN NEW YORK CITY, NEW YORK ON BEHALF OF THE RECORDING ACADEMY, A RELATED TAX-EXEMPT ORGANIZATION THAT IS THE CONTROLLING ENTITY OF NARAS PROPERTIES, INC., TO BE USED BY THE RECORDING ACADEMY AND ITS AFFILIATED TAX EXEMPT ORGANIZATIONS. THE PROPERTY WAS PUT INTO USE DURING JULY 2022. 1 MUSICARES FOUNDATION INC 3030 OLYMPIC BLVD SANTA MONICA CA 90404 954470909 501(C)(3) 3218566 0 CONTRIBUTIONS AND PROGRAM SERVICE SUPPORT GRAMMY MUSEUM FOUNDATION INC 800 WEST OLYMPIC BOULEVARD A245 LOS ANGELES CA 90015 261447714 501(C)(3) 2940086 25112 FMV SIDEWALK PLAQUE REPLACEMENT CONTRIBUTIONS AND PROGRAM SERVICE SUPPORT LATIN GRAMMY CULTURAL FOUNDATION INC 3470 NW 82ND AVENUE STE 600 MIAMI FL 33122 464770436 501(C)(3) 150000 0 GENERAL SUPPORT GLAAD INC 1801 WEST OLYMPIC BLVD FILE 2334 PASADENA CA 91199 133384027 501(C)(3) 145000 0 GENERAL SUPPORT CREATIVE COMMUNITY FOR PEACE PO BOX 34122 LOS ANGELES CA 90034 010566033 501(C)(3) 15000 0 GENERAL SUPPORT BEATS BY GIRLZ INC 2812 WEST JASPER DRIVE CHANDLER AZ 85224 844427785 501(C)(3) 10000 0 GENERAL SUPPORT DILLARD UNIVERSITY 2601 GENTILLY BLVD NEW ORLEANS LA 70122 720408929 501(C)(3) 10000 0 GENERAL SUPPORT ENTERTAINMENT INDUSTRY FOUNDATION 10880 WILSHIRE BLVD STE 1400 LOS ANGELES CA 90024 951644609 501(C)(3) 10000 0 GENERAL SUPPORT GIRLS MAKE BEATS INC 999 BRICKELL AVE STE 840 MIAMI FL 33131 463360600 501(C)(3) 10000 0 GENERAL SUPPORT LIVE NATION WORLDWIDE INC FEMME IT FORWARD 9348 CIVIC CENTER DRIVE BEVERLY HILLS CA 90210 133977880 10000 0 GENERAL SUPPORT WOMENS AUDIO MISSION 542-544 NATOMA ST C-1 SAN FRANCISCO CA 94103 542105425 501(C)(3) 10000 0 GENERAL SUPPORT XAVIER UNIVERSITY OF LOUISIANA 1 DREXEL DRIVE NEW ORLEANS LA 70125 720635884 501(C)(3) 10000 0 GENERAL SUPPORT 11 1 SCHOLARSHIPS 14 93800 PART I, LINE 2: CHAPTERS OF THE RECORDING ACADEMY MAKE DONATIONS TO VARIOUS CHARITABLE ORGANIZATIONS IN THEIR RESPECTIVE COMMUNITIES. THE CHAPTERS, EITHER THROUGH THEIR LOCAL CHARITABLE GIVING COMMITTEE OR LOCAL EXECUTIVE COMMITTEE, PUT FORTH A PROPOSAL FOR THE LOCAL CHAPTER BOARD TO APPROVE DONATIONS OF THEIR SPECIAL PROJECT FUNDS TO BE USED FOR THIS PURPOSE. THESE FUNDS ARE THE ACCUMULATION OF FUNDS BASED ON EVENTS HELD AT THE LOCAL LEVEL. THESE CHAPTER-APPROVED DISBURSEMENTS OVER $2,500 ARE THEN SENT TO THE NATIONAL FINANCE SUBCOMMITTEE FOR FINAL APPROVAL. A PRESENTATION IS MADE DISCLOSING INFORMATION ABOUT THE BENEFICIARY, ITS TAX-EXEMPT STATUS, THE NATURE OF THE USE OF THE FUNDS AND OTHER PERTINENT INFORMATION. THE FINANCE SUBCOMMITTEE APPROVES ALL DONATIONS OVER $2,500. THE NATIONAL HEADQUARTERS OF THE RECORDING ACADEMY SPONSORS VARIOUS CHARITIES IN THE COMMUNITIES IT SERVES THROUGH PURCHASES OF TABLES AT EVENTS AND/OR ADVERTISEMENTS IN PROGRAM BOOKS AND FROM TIME-TO-TIME CASH DONATIONS. THE RECORDING ACADEMY PROVIDES ASSISTANCE TO ITS AFFILIATED ENTITIES: MUSICARES FOUNDATION, INC., GRAMMY MUSEUM FOUNDATION, INC., AND LATIN GRAMMY CULTURAL FOUNDATION. X 1 1 X X X X X X 1 0 0 DEBORAH SZULANSKY FORMER OFFICER (PRESIDENT/CEO) 0 0 0 0 5750000 0 0 0 0 0 5750000 0 0 0 HARVEY MASON CEO 484527 0 875000 0 9817 0 13000 0 1081 0 1383425 0 0 0 NEIL PORTNOW FORMER OFFICER 0 0 800000 0 0 0 0 0 0 0 800000 0 0 0 BRANDEN CHAPMAN CHIEF OPERATING OFFICER 502149 0 1750 0 3810 0 4875 0 26605 0 539189 0 0 0 DARYL FRIEDMAN CHIEF ADVOCACY & PUBLIC POLICY OFFCR 410640 0 0 0 77300 0 8250 0 26152 0 522342 0 0 0 WAYNE ZAHNER CHIEF FINANCIAL OFFICER 414992 0 1750 0 4242 0 10625 0 16063 0 447672 0 0 0 RUBY MARCHAND CHIEF AWARDS AND INDUSTRY OFFICER 377553 0 1750 0 9858 0 8666 0 28302 0 426129 0 0 0 VALEISHA JONES CO-PRESIDENT 363208 0 1750 0 3540 0 7653 0 22978 0 399129 0 0 0 ADAM ROTH SR. VP PARTNERSHIPS & BUSINESS DEVEL 271609 0 44475 0 3540 0 5154 0 13242 0 338020 0 0 0 WILLIAM FREIMUTH CHIEF AWARDS OFFICER 238099 0 0 0 37288 0 6920 0 17370 0 299677 0 0 0 SHONDA GRANT CHIEF PEOPLE & CULTURE OFFICER 241472 0 1750 0 3758 0 6866 0 29122 0 282968 0 0 0 RICHARD ENGDAHL CIO 222803 0 0 0 40682 0 6500 0 9924 0 279909 0 0 0 PANOS PANAY PRESIDENT 166827 0 66750 0 1280 0 0 0 16132 0 250989 0 0 0 PART I, LINE 1A THE RECORDING ACADEMY HAS A WRITTEN POLICY REGARDING THE CIRCUMSTANCES IN WHICH FIRST CLASS TRAVEL MAY BE USED. THE ORGANIZATION MAKES IT A PRACTICE TO ROUTINELY USE COACH OR BUSINESS CLASS AIRLINE TRAVEL. THE PRESIDENT/CEO AND ELECTED OFFICERS ARE PERMITTED TO FLY FIRST CLASS, ALTHOUGH THEY ARE ENCOURAGED TO FLY BUSINESS CLASS, IF AVAILABLE, PRIOR TO BOOKING IN FIRST CLASS. FURTHER, THESE INDIVIDUALS ARE ALSO ENCOURAGED TO USE COACH CLASS TRAVEL FOR VERY SHORT TRIPS. OTHER MEMBERS OF SENIOR MANAGEMENT (MANAGING DIRECTORS AND ABOVE) ARE ONLY ALLOWED TO FLY BUSINESS OR FIRST CLASS IF THE FLIGHT IS OVER TWO HOURS IN DURATION. FOR INTERNATIONAL TRAVEL, THE FIRST CHOICE IS BUSINESS CLASS AND THE SECOND CHOICE IS FIRST CLASS FOR ALL MEMBERS OF SENIOR MANAGEMENT (MANAGING DIRECTORS AND ABOVE). THE BOARD OF TRUSTEES MEMBERS ARE OFFERED THE OPPORTUNITY TO FLY FIRST CLASS OR BUSINESS CLASS FOR THE IN-PERSON BOARD MEETINGS EACH YEAR. PART I, LINE 4A DEBORAH SZULANSKY RECEIVED A SEVERANCE PAYMENT IN THE AMOUNT OF $3,050,350 AND A LEGAL SETTLEMENT IN THE AMOUNT OF $2,699,650 DURING CALENDAR YEAR 2021. PHOENIX RESTORATIONS INC SEE PART V 75000 PRODUCTION 0 RIGGD UP PROJECTS SEE PART V 10000 PRODUCTION 0 SCHEDULE L, PART IV: GEORGE FLANIGEN, IV, TRUSTEE (UNTIL 5/31/22), WAS COMPENSATED BY PHOENIX RESTORATIONS, INC. FOR HIS WORK AS A PRODUCTION CONSULTANT OF THE 64TH GRAMMY AWARDS.RIGGS MORALES, TRUSTEE (UNTIL 5/31/22), WAS COMPENSATED BY RIGGD UP PROJECTS FOR HIS WORK AS EXECUTIVE PRODUCER OF THE BLACK MUSIC COLLECTIVE HONORS EVENT. RIGGS MORALES IS THE SOLE PROPRIETOR OF RIGGD UP PROJECTS. X BEVERAGES 2 75040 COST OR SELLING PRIC X GIFT BAG ITEMS 300 21498 COST OR SELLING PRIC 0 0 0 0 PART V, LINE 6B: THE ORGANIZATION DOES NOT SOLICIT CONTRIBUTIONS FROM THE GENERAL PUBLIC. HOWEVER, THEY DO ACCEPT SPONSORSHIP INCOME FROM CORPORATE DONORS AS PART OF THEIR EVENTS. FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE IS COMPRISED OF THE CHAIR OF THE BOARD OF TRUSTEES, VICE CHAIR OF THE BOARD OF TRUSTEES, SECRETARY/TREASURER OF THE BOARD OF TRUSTEES, CHAIR EMERITUS OF THE BOARD OF TRUSTEES AND FOUR (4) SITTING TRUSTEES SELECTED BY THE CHAIR OF THE BOARD OF TRUSTEES IN CONSULTATION WITH THE CHIEF EXECUTIVE OFFICER AND RATIFIED BY THE BOARD OF TRUSTEES. THEY ARE GRANTED UNILATERAL RIGHTS TO CONDUCT BUSINESS ON BEHALF OF THE BOARD OF TRUSTEES. ANY SUCH ACTION SHALL BE COMMUNICATED TO THE ENTIRE BOARD AS PROMPTLY AS THE EXECUTIVE COMMITTEE DEEMS REASONABLY PRACTICABLE. SUCH ACTIONS SHALL NOT INCLUDE: (A)ALTERING MAJOR LEGAL DOCUMENTS SUCH AS, BUT NOT LIMITED TO, THE CERTIFICATE OF INCORPORATION, BYLAWS, OR GOVERNANCE MANUAL; (B)AUTHORIZING MERGERS (OTHER THAN A MERGER OF ANY WHOLLY-OWNED SUBSIDIARY WITH THE RECORDING ACADEMY), ACQUISITIONS, JOINT VENTURES, CONSOLIDATIONS OR DISSOLUTIONS; OR APPROVING THE SALE, LEASE, EXCHANGE OR ENCUMBRANCE OF ANY MATERIAL ASSET OF THE RECORDING ACADEMY THAT IS NOT IN THE ORDINARY COURSE OF BUSINESS OF THE RECORDING ACADEMY; (C)FORMING OR DISSOLVING STANDING AND TRUSTEE-ONLY COMMITTEES OF THE BOARD, OR AMENDING THE CHARTER OF ANY COMMITTEE; (D)TAKING ANY ACTIONS THAT HAVE BEEN EXPRESSLY, BY CHARTER OR RESOLUTIONS, DELEGATED TO ANY OTHER TRUSTEE-ONLY COMMITTEE; AND (E)AMENDING OR REPEALING ANY RESOLUTION OF THE BOARD. FORM 990, PART VI, SECTION A, LINE 2 THE FOLLOWING PEOPLE HAD BUSINESS RELATIONSHIPS: EVAN BOGART WITH HARVEY MASON JR. EVAN BOGART WITH JENNIFER BLAKEMAN MICHAEL ROMANOWSKI WITH TAMMY HURT MATT STILL WITH TAMMY HURT JOHN LEGEND WITH HARVEY MASON JR. MICHAEL ROMANOWSKI WITH CHUCK AINLAY VON VARGAS WITH ANDREW JOSLYN VON VARGAS WITH J IVY FORM 990, PART VI, SECTION A, LINE 6 THERE ARE THREE CATEGORIES OF MEMBERS OF THE RECORDING ACADEMY: (A) VOTING MEMBERS; (B) PROFESSIONAL MEMBERS; AND (C) GRAMMY UNIVERSITY MEMBERS. EACH MEMBERSHIP CLASS HAS ITS OWN RIGHTS AND ESTABLISHED CRITERIA FOR PARTICIPATION AS SET FORTH BY THE ORGANIZATION'S BYLAWS. FORM 990, PART VI, SECTION A, LINE 7A VOTING MEMBERS FROM EACH CHAPTER: THE VOTING MEMBERS FROM EACH CHAPTER SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "CHAPTER VOTING MEMBER MEMBERSHIP CLASS") AT THE TIME AND, AS SUCH, SHALL ELECT THE VOTING MEMBER GOVERNORS FROM SUCH CHAPTER BY A PLURALITY VOTE OF QUALIFIED RETURNED BALLOTS EQUAL TO NOT LESS THAN TEN PERCENT OF THE TOTAL NUMBER OF MEMBERS OF SUCH MEMBERSHIP CLASS. VOTING MEMBERS AND PROFESSIONAL MEMBERS FROM EACH CHAPTER: THE VOTING MEMBERS AND PROFESSIONAL MEMBERS FROM EACH CHAPTER AT THE TIME SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "CHAPTER VOTING MEMBER AND PROFESSIONAL MEMBER MEMBERSHIP CLASS") AND, AS SUCH, SHALL ELECT THE PROFESSIONAL MEMBER GOVERNORS FROM SUCH CHAPTER BY A PLURALITY VOTE OF QUALIFIED RETURN BALLOTS EQUAL TO NOT LESS THAN TEN PERCENT OF THE TOTAL NUMBER OF MEMBERS OF SUCH MEMBERSHIP CLASS. TRUSTEE ELECTIONS: THE MEMBERS FROM EACH CHAPTER WHO AT THE TIME ARE VOTING MEMBER GOVERNORS, PROFESSIONAL MEMBER GOVERNORS, CHAPTER OFFICERS AND TRUSTEES SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "CHAPTER BOARD MEMBERSHIP CLASS"). THE CHAPTER BOARD MEMBERSHIP CLASS SHALL ELECT, BY A PLURALITY VOTE OF A MAJORITY OF THE CHAPTER BOARD MEMBERSHIP CLASS ELIGIBLE TO VOTE: (A) THE TRUSTEES TO BE ELECTED BY SUCH CHAPTER; AND (B) THE CHAPTER OFFICERS OF SUCH CHAPTER. THE VOTING MEMBER AND PROFESSIONAL MEMBER MEMBERSHIP CLASS SHALL ELECT, BY A PLURALITY VOTE OF A MAJORITY OF THE VOTING MEMBER AND PROFESSIONAL MEMBER MEMBERSHIP CLASS ELIGIBLE TO VOTE, THE TRUSTEES TO BE ELECTED BY THE VOTING MEMBER AND PROFESSIONAL MEMBER MEMBERSHIP CLASS. ALL TRUSTEES SHALL HAVE THE SAME ROLES AND RESPONSIBILITIES, REGARDLESS OF WHETHER THEY ARE ELECTED BY THE CHAPTER BOARD MEMBERSHIP CLASS OR THE VOTING AND PROFESSIONAL MEMBER MEMBERSHIP CLASSES. TRUSTEES: THE MEMBERS WHO AT THE TIME ARE TRUSTEES SHALL CONSTITUTE A SEPARATE MEMBERSHIP CLASS (THE "TRUSTEE MEMBERSHIP CLASS"). DURING THE PERIOD A PERSON IS IN OFFICE AS A TRUSTEE OFFICER, SUCH PERSON WILL ALSO BE A TRUSTEE. THE TRUSTEE MEMBERSHIP CLASS SHALL (A) ELECT THE TRUSTEE OFFICERS BY A MAJORITY VOTE OF A SIMPLE QUORUM. IF THERE IS A TIE, THERE SHALL BE RUNOFF ELECTIONS UNTIL A SINGLE CANDIDATE RECEIVES A MAJORITY VOTE OF A SIMPLE QUORUM; (B) HAVE THE POWER, BY A SUPERMAJORITY VOTE OF A SUPERMAJORITY QUORUM, (I) TO REMOVE ANY TRUSTEE FROM OFFICE UNDER SECTION 6.9, (II) TO REMOVE ANY TRUSTEE OFFICER FROM OFFICE UNDER SECTION 7.1.3, AND (III) TO REMOVE ANY GOVERNOR FROM OFFICE UNDER SECTION 9.4.6; (C) HAVE THE POWER TO RATIFY THE COMMITTEE NOMINATIONS UNDER SECTION 6.14; AND (D) HAVE THE POWER TO APPROVE, ADOPT, VOTE ON, CONSENT WITH RESPECT TO, OR RATIFY SUCH MATTERS OR ACTIONS THAT THE CHAIR OR THE EXECUTIVE COMMITTEE DECIDES TO SUBMIT TO THE TRUSTEE MEMBERSHIP CLASS FOR SUCH ACTION. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 IS PREPARED BY DELOITTE TAX LLP, WORKING IN CONJUNCTION WITH THE ORGANIZATION'S FINANCE DEPARTMENT. THE DRAFT OF FORM 990 IS REVIEWED BY THE ORGANIZATION'S MANAGEMENT. THE INITIAL DRAFT OF FORM 990 IS THEN PROVIDED TO THE RECORDING ACADEMY'S AUDIT/FINANCE COMMITTEE FOR THEIR REVIEW. ANY COMMENTS RESULTING FROM THEIR REVIEW ARE INCORPORATED INTO THE FINAL FILING OF FORM 990. THE AUDIT/FINANCE COMMITTEE HAS BEEN AUTHORIZED BY THE BOARD OF TRUSTEES TO REVIEW THE TAX FILINGS AND APPROVE THEM TO BE FILED. A COPY OF THE RETURN IS MAILED TO EACH TRUSTEE AFTER APPROVAL AND BEFORE THE ULTIMATE FILING. FORM 990, PART VI, SECTION B, LINE 12C THE CORPORATE SECRETARY DISTRIBUTES THE STATEMENT OF CONFLICT OF INTEREST POLICY AT A TRUSTEES MEETING. THE STATEMENTS ARE COLLECTED BY THE CORPORATE SECRETARY AND THEN A SUMMARY REPORT IS GIVEN TO THE CHAIR OF THE BOARD OF TRUSTEES AND THE PRESIDENT/CHIEF EXECUTIVE OFFICER. ACCORDINGLY, THE CHAIR OF THE BOARD OF TRUSTEES AS WELL AS THE CHIEF EXECUTIVE OFFICER ARE RESPONSIBLE FOR BOTH MONITORING AND ENFORCING THE CONFLICT OF INTEREST POLICY BASED ON THE STATEMENTS THAT ARE PROVIDED. FORM 990, PART VI, SECTION B, LINE 15A THE PRESIDENT/CEO COMPENSATION WAS DETERMINED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES, FUNCTIONING AS A COMPENSATION COMMITTEE FOR THIS PURPOSE. THE DECISION WAS THEN RATIFIED BY THE BOARD OF TRUSTEES. THE COMMITTEE RELIED UPON THE ADVICE AND EXPERTISE OF LEGAL COUNSEL, AN INDEPENDENT OUTSIDE COMPENSATION CONSULTANT AND COMPARABILITY DATA IN DETERMINING THE COMPENSATION. THE MEETING IN WHICH THOSE DELIBERATIONS WERE CONDUCTED WAS CONTEMPORANEOUSLY DOCUMENTED. FORM 990, PART VI, SECTION B, LINE 15B: COMPENSATION FOR OTHER EMPLOYEES OF NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES, INC. IS SET BY THE PRESIDENT/CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER AND CHIEF PEOPLE AND CULTURE OFFICER. COMPENSATION IS DETERMINED BY THE REVIEW OF THE COMPENSATION OF OTHER EMPLOYEES AT SIMILAR LEVELS. INFORMATION FROM OUTSIDE ORGANIZATIONS IS GATHERED BY THE CHIEF PEOPLE AND CULTURE OFFICER AND BY A GENERAL KNOWLEDGE OF WHAT IS EXPECTED FOR THE POSITION BY THESE THREE INDIVIDUALS. AS IT RELATES TO ANNUAL INCREASES, THE CHIEF PEOPLE AND CULTURE OFFICER AND THE CHIEF FINANCIAL OFFICER HAVE DISCUSSED BENCHMARKING WITH PEOPLE AND CULTURE MANAGEMENT AND THE CHIEF FINANCIAL OFFICER OF SIMILAR ORGANIZATIONS. AGREEMENT IS OBTAINED BETWEEN THESE THREE INDIVIDUALS (CEO, CFO, CHIEF PEOPLE AND CULTURE OFFICER) AS TO THE VALUE OF SERVICES PROVIDED. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES THE BYLAWS AVAILABLE ON ITS WEBSITE. IT DOES NOT MAKE THE CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION A: SALARY INFORMATION REPORTED ON PART VII AND SCHEDULE J IS FOR THE CALENDAR YEAR ENDED WITH OR WITHIN THE FISCAL TAX YEAR, AS REQUIRED BY THE IRS. PART XII, LINE 2C: THE ORGANIZATION'S FINANCIAL STATEMENTS WERE AUDITED AS PART OF THE COMBINED FINANCIAL STATEMENTS THAT INCLUDED NARAS PROPERTIES, INC., A RELATED TAX-EXEMPT ORGANIZATION, AND GRAMMY GLOBAL VENTURES, LLC, A DISREGARDED ENTITY. TANGIBLE PROPERTY REGULATION ELECTIONS SECTION 1.263(A)-1(F) DE MINIMIS SAFE HARBOR ELECTION TAXPAYER IS MAKING THE DE MINIMIS SAFE HARBOR ELECTION UNDER TREAS. REG. 1.263(A)-1(F) FOR ALL ELIGIBLE AMOUNTS PAID OR INCURRED DURING THE TAXABLE YEAR. SECTION 1.263(A)-3(N) CAPITALIZATION ELECTION TAXPAYER HEREBY ELECTS TO CAPITALIZE REPAIR AND MAINTENANCE COSTS UNDER TREAS. REG. 1.263(A)-3(N). THE COSTS WERE INCURRED DURING THE TAXABLE YEAR IN THE ELECTING TAXPAYER'S TRADE OR BUSINESS AND THE ELECTING TAXPAYER TREATS SUCH COSTS AS CAPITAL EXPENDITURES ON ITS BOOKS AND RECORDS. GRAMMY GLOBAL VENTURES 3030 OLYMPIC BOULEVARD SANTA MONICA CA 90404 874829735 CELEBRATES MUSIC AND EDUCATES PEOPLE ON MUSIC DE 100000 54326 NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES INC NARAS PROPERTIES INC 3030 OLYMPIC BOULEVARD SANTA MONICA CA 90404 954516666 HOLD TITLE TO REAL PROPERTY CA 501(C)(2) NATIONAL ACADEMY OF RECORDING ARTS & SCIENCES INC 1 0 0 0 1 0 0 0 0 0 0 1 0 0 0 1 1 1 0 1 NARAS PROPERTIES INC D 100000 CASH VALUE NARAS PROPERTIES INC K 4128124 FMV NARAS PROPERTIES INC O 51829 FMV NARAS PROPERTIES INC S 4451489 FMV NARAS PROPERTIES INC P 3073 CASH VALUE NARAS PROPERTIES INC Q 45766 CASH VALUE SCHEDULE R, PART V: NARAS PROPERTIES, INC. A RELATED SECTION 501(C)(2) TAX-EXEMPT ORGANIZATION CONTROLLED BY THE RECORDING ACADEMY, OWNS THE CORPORATE HEADQUARTERS IN SANTA MONICA, CALIFORNIA USED BY THE RECORDING ACADEMY AND ITS AFFILIATED TAX-EXEMPT ORGANIZATIONS. THE RECORDING ACADEMY PAID RENT FOR ITS USE OF THE CORPORATE HEADQUARTERS. THE VALUE OF THE RENT WAS DETERMINED BASED ON COMPARABLES OF SIMILAR PROPERTIES. NARAS PROPERTIES, INC. ALSO OWNS AN OFFICE BUILDING IN NASHVILLE, TENNESSEE USED BY THE NASHVILLE CHAPTER OF THE RECORDING ACADEMY AND MUSICARES, ONE OF ITS AFFILIATED TAX-EXEMPT ORGANIZATIONS. THE RECORDING ACADEMY PAID RENT FOR ITS USE OF THE PROPERTY. THE VALUE OF THE RENT WAS DETERMINED BASED ON COMPARABLES OF SIMILAR PROPERTIES. ON DECEMBER 21, 2016, NARAS PROPERTIES, INC. PURCHASED A RESIDENTIAL BUILDING IN NEW YORK CITY, NEW YORK. THE NEW YORK CHAPTERS OF THE RECORDING ACADEMY AND MUSICARES WILL UTILIZE THE PROPERTY AS RENOVATIONS WERE COMPLETED IN JULY 2022.