2023-11-13T07:46:49-06:00 2022-12-31 410746749 CLIFTONLARSONALLEN LLP 227 WEST TRADE STREET SUITE 800 CHARLOTTE NC 28202 990 2022-01-01 521862677 ASBURY COMMUNITIES INC ASBU 3012502100 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 ANDREW JEANNERET CFO 3012502100 2023-11-09 1 ANDREW JEANNERET XXX-XX-XXXX 1 JOHN NORMAN P01506766 7049985200 2023-11-09 3 AAL1 IAL1 2022 2023-04-26 12:10:37Z DOUG LEIDIG 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 28207941 0 X WWW.ASBURY.ORG X 1994 MD EXPLORING POSSIBILITIES TO LIVE YOUR BEST LIFE BY DOING ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY AND GRACE. 11 0 0 0 0 0 657935 0 13767424 15016761 4134946 -304254 0 0 18560305 14712507 0 0 0 0 12897067 14894287 0 0 0 5160301 4658936 18057368 19553223 502937 -4840716 43643378 24179247 69443460 60492785 -25800082 -36313538 X OUR MISSION IS EXPLORING POSSIBILITIES TO LIVE YOUR BEST LIFE BY DOING ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY AND GRACE.CONTINUED ON SCHEDULE OAS THE NOT-FOR-PROFIT PARENT OF THE ASBURY SYSTEM, WE GUIDE OUR COMMUNITIES AND AFFILIATED ORGANIZATIONS IN PROVIDING THE BEST POSSIBLE EXPERIENCE FOR THE OLDER ADULTS WE SERVE, AS WELL AS FAMILIES, EMPLOYEES, VOLUNTEERS AND PARTNERS. 0 0 15119132 0 15016761 ASBURY COMMUNITIES, INC. ("ASBURY") IS A TAX-EXEMPT, NOT-FOR-PROFIT, SUPPORTING ORGANIZATION PURSUANT TO 501(C)(3) AND 509(A)(3) OF THE INTERNAL REVENUE CODE. ASBURY PROVIDES DEFINED BUSINESS, ADMINISTRATIVE, AND OPERATIONAL SUPPORT TO A SYSTEM OF 501(C)(3) TAX-EXEMPT, NOT-FOR-PROFIT SUPPORTED ORGANIZATIONS THAT PROVIDE RESIDENTIAL LIVING AND HEALTH CARE SERVICES TO OLDER ADULTS. BEYOND RESIDENTIAL HOUSING FOR OLDER ADULTS, THE SUPPORTED ORGANIZATIONS ALSO PROVIDE ASSISTED LIVING, SKILLED NURSING, LONG TERM CARE, PACE (LIFE) PROGRAMMING, REHABILITATION, PHARMACY, HOME HEALTH AND HOME CARE SERVICES PURSUANT TO THEIR RESPECTIVE NOT-FOR-PROFIT MISSIONS. 15119132 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 438 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 11 0 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X X ANDREW JEANNERET CFO 3012502100 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 X DOUG LEIDIG PRESIDENT/EX-OFFICIO 35.00 5.00 X X 0 945472 36079 LARRY PARKS CHAIR 2.00 0.00 X X 20000 0 0 R SCOTT COOLIDGE VICE CHAIR 2.00 0.00 X X 15000 0 0 CHRISTINA CROLL DIRECTOR 2.00 2.00 X 6500 0 0 JEFFREY ERNICO DIRECTOR 2.00 2.00 X 15000 0 0 MELISSA FORS DIRECTOR 2.00 2.00 X 13750 0 0 EFONDA SPROLES DIRECTOR 2.00 2.00 X 10000 0 0 JULIE GILBERT DIRECTOR 2.00 0.00 X 15000 0 0 RICHARD SHUMAN DIRECTOR 2.00 2.00 X 8000 0 0 C ERIC WINZER DIRECTOR 2.00 0.00 X 15000 0 0 NELLIE WARD COLE DIRECTOR-LEFT JULY 2022 2.00 2.00 X 18750 0 0 JEAN A MACHART DIRECTOR 2.00 0.00 X 7500 0 0 ANDREW JEANNERET CFO/TREASURER 31.00 9.00 X 0 574190 30915 ANDREW JOSEPH GENERAL COUNSEL/SECRETARY 31.00 9.00 X 0 365377 26987 SANDRA H LAWSON CHIEF GROWTH OFFICER 40.00 0.00 X 0 449417 26848 TODD ANDREWS ASST. SECRETARY 38.00 2.00 X 0 373694 26987 SHAUN SMITH CHIEF GROWTH OFFICER 37.00 3.00 X 0 330539 36981 MICHAEL REYNOLDS DIRECTOR 40.00 0.00 X 0 277530 27190 HENRY R MOEHRING VICE PRESIDENT-LEFT OCT 2022 40.00 0.00 X 0 248842 24603 KIMBERLY EHRENFRIED VICE PRESIDENT 40.00 0.00 X 0 242837 28176 RHONDA TERANTO VICE PRESIDENT 40.00 0.00 X 0 230054 24183 JONATHAN MORRISON SR DIRECTOR 40.00 0.00 X 0 224990 23144 144500 4262942 312093 38 0 1 0 SODEXO INC AND AFFILIATES PO BOX 360170 PITTSBURGH PA 152626170 DINING, MAINT, HOUSEKEEPING AND LAUNDRY 39960543 CARDINAL HEALTH 110 LLC 5303 COLLECTIONS CENTER DRIVE CHICAGO IL 60693 PARMACEUTICAL SUPPLIES 4423263 FUSION MEDICAL STAFFING LLC PO BOX 30131 OMAHA NE 68103 PROFESSIONAL STAFFING 4217909 FOCUSONE SOLUTIONS LLC PO BOX 3037 OMAHA NE 68103 PROFESSIONAL STAFFING 2511927 MCKESSON MEDICAL-SURGICAL MINNESOTA PO BOX 630693 CINCINNATI OH 45263 PPE AND NURSING SUPPLIES 1991592 124 MANAGEMENT FEES 541610 15016761 15016761 15016761 363625 363625 12827555 13495434 -667879 -667879 -667879 14712507 15016761 0 -304254 144500 122825 21675 12100000 10444702 1655298 892319 655739 236580 1002035 697268 304767 755433 671677 83756 412827 412827 95577 90699 4878 221977 221977 44368 44206 162 122197 121313 884 833067 208652 624415 431295 430603 692 409638 382040 27598 32504 32504 508527 508527 60591 60591 CONSULTING FEES 697366 492103 205263 BOARD RELATED EXPENSES 269069 269069 RECRUITING/TRAINING 187756 184311 3445 DUES AND SUBSCRIPTIONS 156000 142813 13187 176177 115109 61068 19553223 15119132 4434091 0 14895027 7307508 382213 1075111 5827588 3966857 1533832 1860731 21584378 8991671 5247928 4944226 43643378 24179247 23528381 26347921 45915079 34144864 69443460 60492785 X -25800082 -36313538 -25800082 -36313538 43643378 24179247 X -4840716 -2952620 394653 -3114773 X X 0 1 X 1 1 1 X X X 6 ASBURY ATLANTIC INC 520607956 10 1 0 0 ASBURY COMMUNITIES HCBS INC 450634490 10 1 0 0 ASBURY FOUNDATION INC 521862674 7 1 0 0 ASBURY INC 620630670 10 1 0 0 ALBRIGHT CARE SERVICES 231887138 10 1 0 0 BETHANY DEVELOPMENT CORPORATION 232078064 10 0 0 0 6 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 SCHEDULE A, PART I, LINE 12G, COLUMN VI ASBURY COMMUNITIES, INC. PROVIDES SPECIFIC BUSINESS AND OPERATIONAL SERVICES AS WELL AS POLICY AND GUIDANCE TO ITS SUPPORTED ORGANIZATIONS, ASBURY ATLANTIC, INC., ASBURY COMMUNITIES HCBS, INC., ASBURY FOUNDATION, INC., ASBURY, INC., ALBRIGHT CARE SERVICES, AND BETHANY DEVELOPMENT CORPORATION. ASBURY COMMUNITIES, INC. PROVIDES CLINICAL, OPERATIONAL, FINANCE, MARKETING, COMMUNICATIONS, LEGAL, HUMAN RESOURCES, COMPLIANCE, RISK MANAGEMENT, PROJECT DEVELOPMENT, AND STRATEGIC PLANNING SERVICES. ASBURY COMMUNITIES, INC. HAS A SERVICES AGREEMENT WITH ITS SUPPORTED ORGANIZATIONS THAT OUTLINES THE SERVICES PROVIDED. FOR THE PURPOSE OF SCHEDULE A PART I LINE 12G(VI), THE AMOUNT OF OTHER SUPPORT HAS NOT BEEN ATTRIBUTED TO ANY OF THE INDIVIDUAL SUPPORTED ORGANIZATIONS. HOWEVER, THE ORGANIZATION DOES BELIEVE THE AMOUNT OF SUPPORT PROVIDED TO THESE ENTITIES IS $19,354,276 A PORTION OF WHICH ASBURY COMMUNITIES IS REIMBURSED FOR. ALSO INCLUDED IN TOTAL EXPENSES IS $198,947 OF SUPPORT PROVIDED TO THE ASBURY GROUP, INC. FOR WHICH ASBURY COMMUNITIES IS REIMBURSED. THE TOTAL OF THESE AMOUNTS EQUALS $19,533,223 - TOTAL EXPENSE REPORTED IN PART IX IN THE FORM 990. SCHEDULE A, PART IV, SECTION E, LINE 3A THE ORGANIZATION'S BOARD OF DIRECTORS HAS RESERVED POWERS TO REMOVE AND ELECT DIRECTORS OF THE SUPPORTED ORGANIZATIONS. SCHEDULE A, PART IV, SECTION E, LINE 3B ASBURY COMMUNITIES, INC. PROVIDES CLINICAL, OPERATIONAL, FINANCE, MARKETING, COMMUNICATIONS, LEGAL, HUMAN RESOURCES, COMPLIANCE, RISK MANAGEMENT, PROJECT DEVELOPMENT, AND STRATEGIC PLANNING SERVICES. IN THAT REGARD, THE ORGANIZATION SETS OR PROVIDES SIGNIFICANT INPUT IN THE POLICIES AND PROCEDURES THAT GOVERN THESE FUNCTIONAL AREAS AT THE SUPPORTED ORGANIZATION. ADDITIONALLY, FOR PURPOSES OF EFFICIENCY, CERTAIN ACTIVITIES ARE CENTRALIZED AT THE ORGANIZATION'S HOME OFFICE AND THEREBY GUIDED BY THE POLICIES AND PROCEDURES AS SET BY THE ORGANIZATION. SCHEDULE A, PART IV, SECTION D, LINE 3 THE AUDIT, FINANCE AND INVESTMENT COMMITTEE MAKES RECOMMENDATIONS ON INVESTMENTS AND FINANCIAL MATTERS AND REVIEWS ALL OF THE ASBURY ENTITIES' BUDGETS PRIOR TO BEING PRESENTED TO THE BOARD OF THE SUPPORTING AND/OR SUPPORTED ORGANIZATIONS FOR ACTION. TO DATE THE RECOMMENDATIONS OF THE AUDIT, FINANCE AND INVESTMENT COMMITTEE HAVE BEEN FOLLOWED IN ALL INSTANCES. 395439 159708 235731 5432149 3807149 1625000 1860731 DEPOSITS 822417 INVESTMENT IN ZIEGLER 127545 RIGHT OF USE ASSETS 2702648 INVESTMENT IN THE ASBURY GROUP, INC. 1291616 4944226 DUE TO SUPPORTED ORGANIZATIONS 30935147 LEASES PAYABLE 3209717 34144864 X PART X, LINE 2: ACOMM AND AFFILIATES, EXCEPT THE ASBURY GROUP, INC. (TAG) AND IVA, INC., ARE EXEMPT FROM FEDERAL INCOME TAXES PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC); ACCORDINGLY, NO PROVISION FOR INCOME TAXES IS REQUIRED AS THERE ARE NO UNRELATED TRADES OR BUSINESSES. TAG AND IVA ARE ORGANIZED AS FOR-PROFIT ENTITIES AND ARE SUBJECT TO FEDERAL AND STATE INCOME TAXES. INCOME TAXES FOR TAG AND IVA ARE RECORDED AS DEFERRED TAX ASSETS AND INCLUDED IN OTHER RECEIVABLES AND PREPAID EXPENSES IN THE ACCOMPANYING CONSOLIDATED BALANCE SHEETS TO REFLECT TEMPORARY BOOK AND TAX DIFFERENCES. THE COMPANY HAS IMPLEMENTED PROCESSES TO ENSURE COMPLIANCE WITH THE IRC INTERMEDIATE SANCTIONS PROVISIONS FOR ALL ITS SUPPORTED ORGANIZATIONS, INCLUDING THE COMPANY. THIS INCLUDES AN INDEPENDENT REVIEW BY THE BOARD'S COMPENSATION COMMITTEE OF ALL COMPENSATION ARRANGEMENTS WITH DISQUALIFIED PERSONS AND OUTSIDE COMPENSATION CONSULTANTS TO PROVIDE INDEPENDENT THIRD-PARTY REVIEW AND ADVISEMENT, AND THE IMPLEMENTATION OF A DETAILED CONFLICT-OF-INTEREST POLICY AND ANNUAL DISCLOSURE PROCESS FOR ALL DISQUALIFIED PERSONS. THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION MUST BE RECOGNIZED ONLY IF IT IS MORE-LIKELY-THAN-NOT THAT THE TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE RESOLUTION. THE COMPANY'S REASSESSMENT OF ITS TAX POSITIONS DID NOT HAVE A MATERIAL IMPACT ON THE COMPANY'S RESULTS OF OPERATIONS OR FINANCIAL POSITION. THE COMPANY'S INCOME TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. THE COMPANY IS NOT AWARE OF ANY ACTIVITIES THAT WOULD JEOPARDIZE ITS TAX-EXEMPT STATUS. X X X X X X 1 1 0 0 0 1 1 0 0 DOUG LEIDIG PRESIDENT/EX-OFFICIO 0 588862 0 181250 0 175360 0 12662 0 23417 0 981551 0 148724 ANDREW JEANNERET CFO/TREASURER 0 393912 0 94099 0 86179 0 14729 0 16186 0 605105 0 84438 SANDRA H LAWSON CHIEF GROWTH OFFICER 0 352889 0 95000 0 1528 0 15328 0 11520 0 476265 0 0 TODD ANDREWS ASST. SECRETARY 0 317651 0 55313 0 730 0 12675 0 14312 0 400681 0 0 ANDREW JOSEPH GENERAL COUNSEL/SECRETARY 0 308588 0 55444 0 1345 0 10469 0 16518 0 392364 0 0 SHAUN SMITH CHIEF GROWTH OFFICER 0 306002 0 23217 0 1320 0 15275 0 21706 0 367520 0 0 MICHAEL REYNOLDS DIRECTOR 0 254073 0 21006 0 2451 0 13056 0 14134 0 304720 0 0 HENRY R MOEHRING VICE PRESIDENT-LEFT OCT 2022 0 207258 0 34425 0 7159 0 12765 0 11838 0 273445 0 0 KIMBERLY EHRENFRIED VICE PRESIDENT 0 211690 0 30690 0 457 0 8936 0 19240 0 271013 0 0 RHONDA TERANTO VICE PRESIDENT 0 207311 0 21471 0 1272 0 10252 0 13931 0 254237 0 0 JONATHAN MORRISON SR DIRECTOR 0 196195 0 28026 0 769 0 9392 0 13752 0 248134 0 0 PART I, LINE 3 THE COMPENSATION OF THE ORGANIZATION'S CEO AND ALL PERSONS DEEMED POTENTIALLY DISQUALIFIED IS REVIEWED AND RECOMMENDED TO THE BOARD OF ASBURY COMMUNITIES, INC. BY THE COMPENSATION COMMITTEE OF THE BOARD. PART I, LINES 4A-B THE PRESIDENT, CFO, GENERAL COUNSEL, AND CHIEF GROWTH OFFICER PARTICIPATE IN A 457(F) PLAN. THE PRESIDENT AND CFO RECEIVED DISTRIBUTIONS OF $148,724 AND $84,438, RESPECTIVELY, IN 2022. THERE WERE NO OTHER PLAN DISTRIBUTIONS. HENRY MOEHRING, VICE PRESIDENT, LEFT THE ORGANIZATION IN OCTOBER 2022. HE ROUTINELY WORKED 40 HOURS PER WEEK PRIOR TO HIS DEPARTURE, AND HE RECEIVED $5,834 SEVERANCE DURING 2022 UPON SEPARATING FROM THE ORGANIZATION. PART I, LINE 6 EXECUTIVE INCENTIVE COMPENSATION IS BASED IN PART UPON THE OPERATING RATIO FROM THE CONSOLIDATED ASBURY COMMUNITIES, INC. FINANCIAL STATEMENTS. THE OPERATING RATIO MEASURES WHETHER CURRENT YEAR CASH OPERATING REVENUES ARE SUFFICIENT TO COVER CURRENT YEAR CASH OPERATING EXPENSES. FORM 990, PART VII, SECTION A THE ORGANIZATION DOES NOT ADMINISTER ANY W-2S. ALL W-2S ARE FILED UNDER THE EIN OF AFFILIATED ASSOCIATES, INC., A RELATED PARTY 501(C)(3) ORGANIZATION CREATED TO SUPPORT THE TAX EXEMPT FUNCTIONS OF ASBURY COMMUNITIES AND AFFILIATES BY ADMINISTERING PAYROLL FUNDS. THE COMPENSATION REPORTED ON FROM 990, PART VII AND PART IX REFLECTS THE COMPENSATION PAID BY ASBURY COMMUNITIES, INC. FOR THOSE ASSOCIATES DIRECTLY ALLOCATED TO ASBURY COMMUNITIES, INC. PURSUANT TO AN EMPLOYEE LEASE AGREEMENT. FORM 990, PART III, LINE 4 THE ASBURY COMMUNITIES SYSTEM OF SENIOR LIVING AND HEALTH SERVICE PROVIDERS ORIGINATED WITH ASBURY METHODIST VILLAGE (GAITHERSBURG, MD), WHICH WAS ORIGINALLY ESTABLISHED IN 1926 AS THE METHODIST HOME FOR ORPHANS AND THE AGED. ALTHOUGH NO LONGER FORMALLY AFFILIATED WITH THE UNITED METHODIST CHURCH, ASBURY COMMUNITIES REMAINS COMMITTED TO THE ETHICAL PRINCIPLES AND SPIRIT OF ITS FAITH-BASED HERITAGE. THESE VALUES ARE REFLECTED IN OUR MISSION AND GUIDING PRINCIPLE OF DOING ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY, AND GRACE. THE COMMUNITIES WITHIN THE ASBURY COMMUNITIES SYSTEM, ARE COMMITTED TO FULFILLING ASBURY'S MISSION FOR THOSE WE SERVE AND TO BE A VALUED PARTNER IN THE REGIONS WHERE THEY OPERATE. EACH YEAR, OUR LEADERS AND ASSOCIATES WORK WITH SERVICE ORGANIZATIONS, HEALTH PROVIDERS AND FOUNDATIONS THAT ADDRESS THE NEEDS OF THE GREATER COMMUNITY. WE ACCOMPLISH THIS IN THREE PRIMARY WAYS: PROVIDING A BENEVOLENT CARE PROGRAM FOR ELIGIBLE RESIDENTS WHO OUTLIVE THEIR RESOURCES THROUGH NO FAULT OF THEIR OWN (SEE BELOW, 2022 BENEVOLENT CARE); PROVIDING UNREIMBURSED MEDICAL SERVICES ABOVE MEDICAID CONTRACTED PAYMENT RATES FOR RESIDENTS RECEIVING SERVICES AT ASBURY'S SKILLED NURSING CENTERS (SEE BELOW, 2022 UNREIMBURSED SERVICES); AND, SUPPORTING AND PARTNERING WITH NUMEROUS CHARITABLE AND COMMUNITY ORGANIZATIONS AND PROVIDING INTERNSHIP AND PROFESSIONAL DEVELOPMENT OPPORTUNITIES FOR A WIDE RANGE EDUCATIONAL INSTITUTIONS AND AGING SERVICES AND HEALTH PROVIDERS, (SEE SECTION, COMMUNITY BENEFIT). ASBURY FOUNDATION THE ASBURY FOUNDATION, A NOT-FOR-PROFIT ORGANIZATION, SECURES PHILANTHROPIC GIFTS TO SUPPORT AND ENHANCE QUALITY OF LIFE FOR OLDER ADULTS SERVED BY THE ASBURY SYSTEM, THROUGH BENEVOLENT CARE, NEW PROGRAMS AND SERVICES THAT PROMOTE RESIDENTS' WELL-BEING, AND SCHOLARSHIPS FOR ASBURY ASSOCIATES. TO DATE, ASBURY FOUNDATION HAS SECURED MORE THAN $800,000 IN SCHOLARSHIPS FUNDS, WITH MANY OF THOSE DOLLARS GOING TOWARD CAREER ADVANCEMENT IN THE NURSING AND HEALTHCARE FIELDS. THESE SCHOLARSHIPS HELP ADDRESS A NATIONAL SHORTAGE IN QUALIFIED APPLICANTS FOR CAREERS IN HEALTH CARE. THE SCHOLARSHIPS EASE THE FINANCIAL BURDEN WORKING INDIVIDUALS FACE IN SPECIALIZED DEGREES OFTEN WHILE SUPPORTING FAMILIES. SCHOLARSHIPS ARE ALSO AWARDED TO ASSOCIATES PURSUING CAREERS OUTSIDE OF HEALTH CARE. SECTION I: BENEVOLENT CARE 2022 BENEVOLENT CARE IS THE PAYMENT BY THE ORGANIZATION OF RESIDENTS' FEES, INCLUDING MONTHLY, AND ANCILLARY FEES, AND CERTAIN THIRD-PARTY EXPENSES, FOR RESIDENTS WHO HAVE EXHAUSTED THEIR ASSETS AND MEET ELIGIBILITY REQUIREMENTS FOR THE PROGRAM. BENEVOLENT CARE IS AT THE HEART OF ASBURY'S GUIDING PRINCIPLE TO DO ALL THE GOOD WE CAN WITH INTEGRITY, TRANSPARENCY, AND GRACE. IN 2022, MORE THAN $1.7 MILLION IN ANNUAL FUNDS AND UNRESTRICTED GIFTS WERE CONTRIBUTED TO HELP MEET IMMEDIATE BENEVOLENT CARE NEEDS FOR 77 COMMUNITY LIVING RESIDENTS: ASBURY METHODIST VILLAGE $2,114,549 ASBURY PLACE KINGSPORT $43,905 ASBURY PLACE MARYVILLE $32,388 ASBURY SOLOMONS $370,816 BETHANY VILLAGE $344,011 NORMANDIE RIDGE $462,321 RIVERWOODS $199,139 SPRINGHILL $206,893 TOTAL $3,774,022 SECTION II: UNREIMBURSED MEDICAL SERVICES UNREIMBURSED MEDICAL SERVICES ARE THE TOTAL COST AND EXPENSES INCURRED IN THE PROVISION OF CARE TO RESIDENTS OF ASBURY'S SKILLED NURSING CENTERS THAT EXCEED THE REIMBURSEMENT PROVIDED BY CERTAIN PAYOR SOURCES, INCLUDING MEDICAID (MEDICAL ASSISTANCE). ASBURY METHODIST VILLAGE $4,587,608 ASBURY PLACE $6,571,350 ASBURY SOLOMONS $424,922 BETHANY VILLAGE $1,110,887 NORMANDIE RIDGE $1,186,627 RIVERWOODS $4,002,305 SPRINGHILL $999,097 TOTAL $18,882,796 SECTION III: COMMUNITY BENEFIT AS A NOT-FOR-PROFIT ORGANIZATION, ASBURY COMMUNITIES, INC., IS COMMITTED TO PROVIDING BENEFIT TO THE REGIONS WHERE WE OPERATE BY PARTNERING WITH ORGANIZATIONS AND INSTITUTIONS THAT PROVIDE NEEDED SERVICES TO OTHERS OR ADDRESS UNMET NEEDS. EXAMPLES OF OUR COMMUNITIES' LOCAL PRESENCE ARE WIDE RANGING. SOME CATEGORIES INCLUDE: -TRAINING THE NEXT GENERATION OF CAREGIVERS AND AGING SERVICES PROFESSIONALS AND LEADERS THROUGH INTERNSHIPS AND PROFESSIONAL DEVELOPMENT PROGRAMS -FOSTERING ENVIRONMENTAL SUSTAINABILITY THROUGH ENERGY-USE REDUCTION PROGRAMS AND PROJECTS THAT HELP PROTECT THE CHESAPEAKE BAY AND LOCAL WATERSHEDS -SUPPORTING AT-RISK YOUTH AND FAMILIES THROUGH A MENTORING AND ADVOCACY PROGRAM WITH LOCAL GOVERNMENT AND SCHOOLS -SEEKING OPPORTUNITIES TO TAKE OUR SERVICES TO AT-RISK SENIORS WHO DO NOT LIVE AT OUR COMMUNITIES THROUGH GRANTS AND PARTNERSHIPS WITH PEER ORGANIZATIONS -PROVIDING MEALS ON WHEELS MEALS AND PROGRAM MANAGEMENT, AS WELL AS VOLUNTEERING FOR MEAL DELIVERY -DONATING SPACE AT OUR COMMUNITIES FOR LOCAL CIVIC ORGANIZATIONS -DONATING DURABLE MEDICAL EQUIPMENT OR OTHER SUPPLIES AND FOOD AND OTHER ITEMS THAT SUPPORT UNDERSERVED PEOPLE -FUNDRAISING FOR AGING-RELATED ORGANIZATIONS SUCH AS ALZHEIMER'S ASSOCIATION AS WELL AS LOCAL CHARITABLE ORGANIZATIONS SUCH AS HOMELESS SHELTERS AND FOOD KITCHENS -PROVIDING EDUCATIONAL PRESENTATIONS ON TOPICS BENEFICIAL TO SENIORS AND FAMILY MEMBERS -PROVIDING PEER-TO-PEER PRESENTATIONS ON INNOVATIONS IN SENIOR WELLNESS AND TECHNOLOGY FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE WILL CONSIST OF THE CHAIR, VICE CHAIR, AND PRESIDENT/CEO. THE CHAIR OF THE BOARD OF DIRECTORS SHALL SERVE AS CHAIR OF THE EXECUTIVE COMMITTEE AND MAY APPOINT TWO (2) ADDITIONAL DIRECTORS TO SERVE ON THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE MAY ACT IN PLACE OF THE BOARD WHEN THERE IS BUSINESS OF THE CORPORATION TO BE TRANSACTED BETWEEN REGULAR MEETINGS AND CONVENING A SPECIAL MEETING WAS DEEMED BY THE CHAIR TO NOT BE NECESSARY OR POSSIBLE. THE FULL BOARD WILL BE NOTIFIED WITHIN FIFTEEN (15) DAYS OF ANY ACTIONS OF THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE WILL HAVE NO POWER TO (1) ELECT OR REMOVE ANY MEMBER OR OFFICER OF THE BOARD OF DIRECTORS, (2) AMEND THE ARTICLES OF INCORPORATION OR BYLAWS OF THE CORPORATION, OR (3) TAKE SUCH OTHER ACTION AS RESTRICTED BY APPLICABLE LAW. FORM 990, PART VI, SECTION A, LINE 4 ON APRIL 21, 2022, THE CORPORATION'S BOARD OF DIRECTORS APPROVED THE FOLLOWING AMENDMENTS TO THE BYLAWS: 1. ARTICLE VII. BOARD OF DIRECTORS, SECTION 15 WAS ADDED FOR COMPLIANCE. THE BOARD OF DIRECTORS OVERSEES THE CORPORATE COMPLIANCE PROGRAM WHICH IS MODELED AFTER THE DEPARTMENT OF HEALTH AND HUMAN SERVICES, OFFICE OF THE INSPECTOR GENERAL'S COMPLIANCE PROGRAM GUIDANCE FOR SKILLED NURSING FACILITIES. THE COMPLIANCE OFFICER SHALL HAVE A DIRECT LINE OF COMMUNICATION TO THE CHAIR AND SHALL BE RESPONSIBLE FOR PREPARING AND PRESENTING COMPLIANCE REPORTS TO THE BOARD OF DIRECTORS. 2. ARTICLE IX. COMMITTEES, SECTION 6. GOVERNANCE AND NOMINATIONS COMMITTEE WAS MODIFIED TO REFLECT THE COMMITTEE NAME CHANGE WHICH WAS PREVIOUSLY REFERRED TO AS THE GOVERNANCE AND COMPLIANCE COMMITTEE. ADDITIONALLY, THE CLAUSE STATING THAT THE GOVERNANCE AND NOMINATIONS COMMITTEE OVERSEES THE CORPORATE COMPLIANCE PROGRAM WAS REMOVED. THE CORPORATE COMPLIANCE PROGAM IS NOW OVERSEEN BY THE BOARD OF DIRECTORS AS STATED IN ITEM 1. ABOVE. FORM 990, PART VI, SECTION B, LINE 11B ASBURY COMMUNITIES, INC. IS THE SOLE MEMBER OF ASBURY FOUNDATION, INC., ASBURY ATLANTIC, INC., ASBURY, INC., BETHANY DEVELOPMENT CORPORATION, ALBRIGHT CARE SERVICES, AND ASBURY COMMUNITIES HCBS, INC. ASBURY COMMUNITIES, INC. HAS A SYSTEM-WIDE AUDIT, FINANCE, AND INVESTMENT COMMITTEE (AFIC). THE ASBURY COMMUNITIES, INC. BOARD OF DIRECTORS HAS DELEGATED A REVIEW OF THE FORM 990 TO THE SYSTEM AFIC WHICH PERFORMED ITS REVIEW ON 10/25/23. THE ASBURY COMMUNITIES, ASBURY FOUNDATION, ASBURY ATLANTIC, ASBURY COMMUNITIES HCBS, ASBURY, INC., ALBRIGHT CARE SERVICES, AND BETHANY DEVELOPMENT CORPORATION BOARD OF DIRECTORS WERE FORWARDED A COPY OF THEIR RESPECTIVE DRAFT FORM 990 FOR THEIR REVIEW AND PROVIDED A LINK TO A RECORDING OF THE AFIC MEETING IF MEMBERS CHOSE TO LISTEN TO THE MEETINGS AS THEY REVIEWED ANY OF THE FORM 990S. ALL DIRECTORS MAY POSE QUESTIONS OR ASK FOR CLARIFICATION FROM STAFF AND THE AFIC. FORM 990, PART VI, SECTION B, LINE 12C THE ASBURY COMMUNITIES CONFLICT OF INTEREST POLICY WAS APPROVED BY THE BOARD OF DIRECTORS. THE COMPLIANCE OFFICER IS RESPONSIBLE FOR THE POLICY AND OVERSEES THE IMPLEMENTATION OF THE PROCESS. ALL THE ENTITIES WITHIN THE ASBURY COMMUNITIES SYSTEM ARE SUBJECT TO THE POLICY. ANNUALLY, THE COMPLIANCE OFFICER CONDUCTS A COMPREHENSIVE CONFLICT DISCLOSURE PROCESS COVERING ALL MEMBERS OF THE GOVERNING BOARDS, SYSTEM WIDE COMMITTEES, AND INDIVIDUALS IN MANAGEMENT POSITIONS. EACH PERSON COMPLETES A CONFLICT OF INTEREST DISCLOSURE FORM AND IS ADVISED OF THEIR FIDUCIARY OBLIGATIONS. THE COMPLIANCE OFFICER, WHO HAD A DIRECT REPORTING LINE TO THE CHAIR OF THE GOVERNANCE AND NOMINATIONS COMMITTEE AND REPORTS QUARTERLY TO THE GOVERNANCE AND NOMINATIONS COMMITTEE, ANALYZES ALL DISCLOSURE FORMS FOR POTENTIAL CONFLICTS, AND PREPARES A REPORT FOR THE GOVERNANCE AND NOMINATIONS COMMITTEE. A REPORT WAS MADE TO THE BOARD THAT THERE WERE NO CONFLICTS DURING 2022. WHEN AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST ARISES INVOLVING A BOARD OR COMMITTEE MEMBER, THE GOVERNANCE AND NOMINATIONS COMMITTEE IS INFORMED AND WILL FOLLOW SPECIFIC PROTOCOL OUTLINED IN THE CONFLICT OF INTEREST POLICIES AND PROCEDURES. FORM 990, PART VI, SECTION B, LINE 15 ON AN ANNUAL BASIS, THE COMPENSATION COMMITTEE RELIES ON STAFF FEEDBACK AND THE DATA AND RECOMMENDATIONS PROVIDED BY AN EXTERNAL COMPENSATION CONSULTANT TO ASCERTAIN THE REASONABLENESS OF COMPENSATION AND BENEFITS OF ALL OF THE DIRECT REPORTS OF THE CEO AND OTHER POTENTIALLY DISQUALIFIED PERSONS. IN ADDITION, THE COMPENSATION COMMITTEE REVIEWS THE ORGANIZATION'S PROGRESS TOWARDS KEY PERFORMANCE INDICATORS SELECTED FOR INCENTIVIZING PERFORMANCE OF DISQUALIFIED PERSONS THROUGH A PERFORMANCE BASED-COMPENSATION PROGRAM. QUARTERLY, THE COMPENSATION COMMITTEE REVIEWS UPDATES TO THE OVERALL BENEFITS AND COMPENSATION PLAN FOR THE ORGANIZATION AS WELL AS PROGRESS ON THE ORGANIZATION'S EMPLOYER OF CHOICE STRATEGIC GOALS. ALSO ON AN ANNUAL BASIS, THE COMPENSATION COMMITTEE SPECIFICALLY REVIEWS THE COMPENSATION AND BENEFITS OF THE CEO USING THE DATA GATHERED BY THE COMPENSATION CONSULTANT AT THE DIRECTION OF THE COMMITTEE AND PROVIDES INPUT TO THE FULL BOARD OF DIRECTORS IN ORDER TO SUPPORT THEIR DECISION MAKING PROCESS REGARDING THE CEO'S COMPENSATION. THE COMPENSATION COMMITTEE CHARTER, THE EXECUTIVE COMPENSATION PHILOSOPHY, AND THE EXECUTIVE INCENTIVE PLAN WERE REVIEWED MOST RECENTLY IN 2021. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2022 FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. AUDITED FINANCIAL STATEMENTS ARE AVAILABLE FOR PUBLIC VIEWING ON OUR WEBSITE (WWW.ASBURY.ORG). FORM 990, PART VII, SECTION A THE ORGANIZATION DOES NOT ADMINISTER ANY W-2S. ALL W-2S ARE FILED UNDER THE EIN OF AFFILIATED ASSOCIATES, INC., A RELATED PARTY 501(C)(3) ORGANIZATION CREATED TO SUPPORT THE TAX EXEMPT FUNCTIONS OF ASBURY COMMUNITIES AND AFFILIATES BY ADMINISTERING PAYROLL FUNDS. THE COMPENSATION OF ASBURY COMMUNITIES' OFFICERS, HIGHEST COMPENSATED EMPLOYEES, AND KEY EMPLOYEES AS SHOWN ON THE FORM 990, PART VII, SECTION A, NOT ONLY RELATES TO THEIR RESPONSIBILITIES AT ASBURY COMMUNITIES, INC. BUT ALSO REFLECTS THEIR RESPONSIBILITY TO PROVIDE EXECUTIVE MANAGEMENT FUNCTIONS, AS WELL AS POLICY AND OVERALL GUIDANCE TO ITS SUPPORTED AND RELATED ORGANIZATIONS. THE COMPENSATION IS PAID BY ASBURY COMMUNITIES FOR THOSE ASSOCIATES DIRECTLY ALLOCATED TO ASBURY COMMUNITIES PURSUANT TO AN EMPLOYEE LEASE AGREEMENT. ASBURY COMMUNITIES, INC., THE SUPPORTING ORGANIZATION ALONE HAD 92 EMPLOYEES AS OF 12/31/2022. THESE EMPLOYEES ARE RESPONSIBLE FOR PROVIDING EXPERTISE AND GUIDANCE TO MULTIPLE SUPPORTED ORGANIZATIONS IN THE ASBURY SYSTEM WHICH SERVES MORE THAN 5,000 RESIDENTS AND CLIENTS AND EMPLOYS MORE THAN 2,300 EMPLOYEES. THE 2022 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR ASBURY COMMUNITIES, INC. HAD TOTAL REVENUES IN EXCESS OF $249 MILLION AND TOTAL ASSETS IN EXCESS OF $673 MILLION. FORM 990, PART XI, LINE 9: TRANSFERS TO AND FROM SUPPORTED ORGANIZATIONS -1,604,750. LOSS ON DISCONTINUED OPERATIONS -1,461,094. EQUITY TRANSFER -48,929. FORM 990, PART XII, LINE 2C THERE HAS BEEN NO CHANGE IN OVERSIGHT PROCESS FROM THE PRIOR YEAR. 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