2023-11-14T10:59:19-06:00 2022-12-31 861065772 DELOITTE TAX LLP 111 MONUMENT CIRCLE SUITE 4200 INDIANAPOLIS IN 462045108 990 2022-01-01 237376679 AMERICAN MUTUAL SHARE INSURANCE CORPORATION AMER 6147641900 5656 FRANTZ ROAD DUBLIN OH 430172599 CURTIS L ROBSON CFO, SECRETARY & TREASURER 6147641900 2023-11-14 1 CURTIS ROBSON 999009999 0 SAMANTHA BOKORI P01057347 3174648600 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z AMERICAN SHARE INSURANCE THERESA M MASON 5656 FRANTZ ROAD DUBLIN OH 430172599 22670365 0 X WWW.AMERICANSHARE.COM X 1974 OH PROVIDE PRIMARY AND EXCESS SHARE (DEPOSIT) INSURANCE EXCLUSIVELY TO CREDIT UNIONS. 7 7 30 0 2175444 0 0 0 0 0 4342040 4188804 6015240 10184924 10357280 14373728 0 0 0 0 4956698 4724830 0 0 0 4325997 5531302 9282695 10256132 1074585 4117596 356642183 346716309 22718012 24033446 333924171 322682863 X TO PROVIDE PRIMARY AND EXCESS SHARE (DEPOSIT) INSURANCE TO CREDIT UNIONS IN ACCORDANCE WITH ITS STATUTORY AUTHORITY UNDER OHIO REVISED CODE SECTION 1761, AS A MEMBER-OWNED, MUTUALLY ORGANIZED SHARE GUARANTY CORPORATION, AND THE NATION'S LARGEST NON-FEDERAL INSURER OF CREDIT UNION DEPOSITS. 0 0 AMERICAN MUTUAL SHARE INSURANCE CORPORATION (ASI) PROVIDES PRIMARY AND EXCESS SHARE (DEPOSIT) INSURANCE TO CREDIT UNIONS UNDER OHIO REVISED CODE SECTION 1761, AS A MEMBER-OWNED, MUTUALLY ORGANIZED SHARE GUARANTY CORPORATION, AND THE NATION'S LARGEST NON-FEDERAL INSURER OF CONSUMER DEPOSITS. APPROXIMATELY 123 MEMBER CREDIT UNIONS IN 10 STATES WERE SERVED BY ASI IN 2022 AND THE AGGREGATE NUMBER OF INDIVIDUAL MEMBERS IN THOSE CREDIT UNIONS INSURED BY ASI IS ESTIMATED TO BE APPROXIMATELY 1.4 MILLION. 0 0 1 0 0 0 0 0 0 1 0 1 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 43 0 1 30 1 1 1 0 0 0 0 0 0 0 X 7 7 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 0 0 X J PAUL MCCAFFREY CO AMERICAN SHARE INSURANCE 6147641900 5656 FRANTZ ROAD DUBLIN OH 430172599 DENNIS R ADAMS PRESIDENT/CEO (END 04/22) 45.00 10.00 X X 824316 0 47500 CHRISTINE K HALEY VICE CHAIR/DIRECTOR 1.00 0.00 X X 29600 0 0 JAMES C MILES DIRECTOR 1.00 0.00 X 24000 0 0 JANICE L THOMAS DIRECTOR 1.00 0.00 X 24000 0 0 ELIZABETH A CALDERONE CHAIR/DIRECTOR 1.00 0.00 X X 22000 0 0 KEVIN W WILLOUR DIRECTOR 1.00 0.00 X 21500 0 0 SCOTT ARKILLS DIRECTOR 1.00 0.00 X 21500 0 0 BRAD SWARTZENTUBER DIRECTOR (BEGIN 12/22) 1.00 0.00 X 9300 0 0 J PAUL MCCAFFREY CFO/SECRETARY/TREASURER (BEGIN 01/22) 45.00 10.00 X 292893 0 78244 THERESA M MASON PRESIDENT/CEO (BEGIN 04/22) 45.00 10.00 X 284072 0 40422 KURT R LOOSE VP EXAMINATION & INSURANCE 45.00 10.00 X 336269 0 31504 KURT G KLUTH VP INFORMATION TECHNOLOGY 45.00 10.00 X 264312 0 53857 DAVID W KETTLEHAKE VP SALES & MARKETING 45.00 10.00 X 220017 0 56750 MICHAEL D BASWELL SALES MANAGER 45.00 10.00 X 170456 0 36278 SHAWN KESSINGER CONTROLLER 45.00 10.00 X 167842 0 23298 DON E GENSLER SALES MANAGER 45.00 10.00 X 163677 0 19457 CHAD E WAITS AUDIT & EXAMINATION MANAGER 45.00 10.00 X 158733 0 18969 EVA CHUNG ASSISTANT CONTROLLER 45.00 10.00 X 122115 0 17062 3156602 0 423341 16 0 1 0 DELOITTE & TOUCHE LLP PO BOX 267 DALLAS TX 75284 AUDIT AND TAX SERVICES 313474 MESAWARE LLC 2085 JEWETT RD POWELL OH 43065 INFORMATION TECHNOLOGY CONSULTING 219032 CROWE LLP PO BOX 71570 CHICAGO IL 606941570 INTERNAL AUDIT OUTSOURCING 162855 CREATIVE FINANCIAL STAFFING PO BOX 95111 CHICAGO IL 606945111 RECRUITING 117167 CL ROBSON CONSULTING LLC 4527 WITHEM CT HILLIARD OH 430268907 MANAGEMENT CONSULTING 104150 6 3922653 3922653 8562788 8296637 266151 266151 266151 PRIMARY INS. PREMIUM 524298 8003426 8003426 MANAGEMENT FEES 524298 1900000 1900000 EXCESS INS. PREMIUMS 524298 168144 168144 113354 6054 107300 10184924 14373728 8009480 2175444 4188804 2682056 1415742 109640 276405 240987 769226 362622 225109 470306 210993 116028 219860 149265 224087 INS. LOSSES INCURRED 1738236 LOBBYING & CONSULTING 712918 IMPLICIT RENT 120000 PREM. TAX/STATE FILING 51066 161586 10256132 37891793 31682926 25216848 3420890 195216 219482 3089116 2027918 1140642 1061198 259747502 279251045 1309400 922200 25554838 24793637 5585944 5364931 356642183 346716309 3212098 2627532 19505914 21405914 22718012 24033446 X 0 0 266601750 257294361 67322421 65388502 333924171 322682863 356642183 346716309 X 4117596 -6051514 -9307390 X 0 1 X 1 0 22000 0 0 22000 22000 1 CALIFORNIA CREDIT UNION LEAGUE PAC 2855 E GUASTI ROAD NO 202 ONTARIO CA 91761 940357265 15000 NEVADA CREDIT UNION LEAGUE PAC 2855 E GUASTI ROAD NO 202 ONTARIO CA 91761 880270264 5000 DEWINE HUSTED INAUGURAL COMMITTEE 2168 SUTTER PKWY DUBLIN OH 43016 832479480 2000 PART I-A, LINE 1: AMERICAN MUTUAL SHARE INSURANCE CORPORATION ENGAGES IN POLITICAL CAMPAIGN ACTIVITIES AND LOBBYING THAT IS LIMITED, IS NOT A PRIMARY ACTIVITY, AND IS RELATED TO ITS EXEMPT PURPOSE. IN 2022, THE CORPORATION PARTICIPATED INDIRECTLY IN CAMPAIGN ACTIVITIES THROUGH CONTRIBUTIONS TO STATE LEVEL POLITICAL CAUSES. 121045 121045 1711137 927337 783800 43939 43939 0 852910 696557 156353 360085 360085 0 1061198 INVESTMENT IN SUBSIDIARY 24793637 F 24793637 LOSS RESERVES 21365914 LOSS ADJUSTMENT EXPENSES PAYABLE 40000 21405914 X 14073777 0 14073777 139290 160661 299951 14373728 9956181 0 9956181 139290 160661 299951 10256132 PART X, LINE 2: AS A TAX-EXEMPT ORGANIZATION, AMERICAN MUTUAL SHARE INSURANCE CORPORATION IS SUBJECT TO INCOME TAX ON ACTIVITIES THAT GENERATE NET INCOME UNRELATED TO ITS TAX-EXEMPT PURPOSE OF PROVIDING PRIMARY SHARE INSURANCE TO ITS MEMBERS. AT DECEMBER 31, 2022 AND 2021, AMERICAN MUTUAL SHARE INSURANCE CORPORATION HAS UNRELATED BUSINESS INCOME TAX (UBIT) LOSS CARRYFORWARDS OF APPROXIMATELY $17,978,925 AND $17,609,000, RESPECTIVELY, THAT ARE AVAILABLE TO OFFSET FUTURE UNRELATED BUSINESS INCOME. NO TAX BENEFIT HAS BEEN RECOGNIZED FOR ANY OF THESE UBIT LOSS CARRYFORWARDS SINCE MANAGEMENT HAS DETERMINED THAT NONE OF THE TAX BENEFITS WILL BE REALIZED. AS OF DECEMBER 31, 2022, THE COMPANY IS NOT AWARE OF, AND HAS NO ACCRUALS FOR, ANY UNCERTAIN TAX POSITIONS. PART XI, LINE 4B - OTHER ADJUSTMENTS: ESI COMMISSION GROSS UP 82,300. BUILDING DEPRECIATION 78,361. PART XII, LINE 4B - OTHER ADJUSTMENTS: ESI COMMISSION GROSS UP 82,300. BUILDING DEPRECIATION 78,361. X X 1 1 X X X X 0 1 0 DENNIS R ADAMS PRESIDENT/CEO (END 04/22) 259065 0 0 0 565251 0 47500 0 0 0 871816 0 561666 0 J PAUL MCCAFFREY CFO/SECRETARY/TREASURER (BEGIN 01/22 249710 0 42000 0 1183 0 47500 0 30744 0 371137 0 0 0 KURT R LOOSE VP EXAMINATION & INSURANCE 260815 0 46400 0 29054 0 20500 0 11004 0 367773 0 0 0 THERESA M MASON PRESIDENT/CEO (BEGIN 04/22) 276766 0 0 0 7306 0 33000 0 7422 0 324494 0 0 0 KURT G KLUTH VP INFORMATION TECHNOLOGY 205330 0 34500 0 24482 0 20500 0 33357 0 318169 0 0 0 DAVID W KETTLEHAKE VP SALES & MARKETING 194745 0 20700 0 4572 0 35101 0 21649 0 276767 0 0 0 MICHAEL D BASWELL SALES MANAGER 125994 0 35400 0 9062 0 27000 0 9278 0 206734 0 0 0 SHAWN KESSINGER CONTROLLER 150771 0 15300 0 1771 0 12294 0 11004 0 191140 0 0 0 DON E GENSLER SALES MANAGER 124241 0 37900 0 1536 0 19457 0 0 0 183134 0 0 0 CHAD E WAITS AUDIT & EXAMINATION MANAGER 137509 0 6500 0 14724 0 7965 0 11004 0 177702 0 0 0 PART I, LINE 1A FIRST CLASS AIRFARE - UNDER THE COMPANY'S BOARD POLICY, FIRST CLASS AIRFARE IS PERMITTED AND PAID FOR BY THE COMPANY FOR OFFICERS AND DIRECTORS TRAVELING ON COMPANY BUSINESS. BOARD MEMBERS MAY TRAVEL FIRST CLASS AT ANY TIME ON COMPANY BUSINESS, WHILE OFFICERS MUST TRAVEL MORE THAN THREE HOURS ONE WAY TO BE ELIGIBLE FOR FIRST CLASS TRAVEL ON COMPANY BUSINESS, SUBJECT TO THE APPROVAL OF THE CEO. ONE DIRECTOR/OFFICER RECEIVED THIS BENEFIT IN 2022. THE BENEFIT IS TREATED AS A BUSINESS EXPENSE AND IS NOT TREATED AS TAXABLE W-2 COMPENSATION. HEALTH CLUB DUES - HEALTH CLUB DUES ARE REIMBURSABLE UNDER THE COMPANY'S PERSONNEL POLICY TO ALL EMPLOYEES FOR 50% OF THE DUES UP TO A MAXIMUM MONTHLY REIMBURSEMENT OF $50 ($600 PER YEAR MAX). ONE OFFICER, ONE KEY EMPLOYEE, AND TWO HIGHEST COMPENSATED EMPLOYEES RECEIVED THIS BENEFIT IN 2022. THESE REIMBURSEMENTS ARE REPORTABLE AS TAXABLE COMPENSATION TO EMPLOYEES ON THEIR FORM W-2. PART I, LINE 4B ELIGIBLE EMPLOYEES PARTICIPATE IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN UNDER CODE SECTION 457(F). ANY AMOUNTS ULTIMATELY PAID UNDER THE PLAN TO AN ELIGIBLE EMPLOYEE IS REPORTED AS COMPENSATION ON FORM 990, SCHEDULE J, PART II, COLUMN B IN THE YEAR PAID. NONQUALIFIED PLAN PAYMENTS WERE MADE DURING THE YEAR TO THE FOLLOWING LISTED PERSON IN PART VII: - DENNIS R. ADAMS: $561,666. FORM 990, PART VI, SECTION A, LINE 6 THE COMPANY HAS ONLY ONE CLASS OF MEMBERSHIP, THAT OF A "PARTICIPATING CREDIT UNION" AS DEFINED UNDER BOTH THE COMPANY'S CODE OF REGULATIONS AND ITS GOVERNING STATUTE (OHIO REVISED CODE SECTION 1761.01(J)). A PARTICIPATING CREDIT UNION REMAINS IN GOOD STANDING (INCLUDING ITS VOTING RIGHTS DESCRIBED BELOW) AS LONG AS THE PARTICIPATING CREDIT UNION HAS PAID IN FULL ITS CAPITAL CONTRIBUTION OR ANY APPLICABLE PREMIUMS, FEES OR ASSESSMENTS (ORC SECTION 1761.07(F)). EACH PARTICIPATING CREDIT UNION HAS ONE VOTE (ORC SECTION 1761.07(G)) AND EACH PARTICIPATING CREDIT UNION HAS THE SAME PRIVILEGES, BENEFITS AND OBLIGATION OF PARTICIPATION AS ALL OTHER PARTICIPATING CREDIT UNIONS OF THE COMPANY (ORC SECTION 1761.07(E)). UNDER THE COMPANY'S CODE OF REGULATIONS, AN ANNUAL MEETING OF PARTICIPATING CREDIT UNIONS IS HELD WITHIN 120 DAYS OF YEAR END AT WHICH MEETING EACH PARTICIPATING CREDIT UNION MAY CAST ONE VOTE IN PERSON OR BY PROXY BALLOT, VOTING ON DIRECTORS OF THE COMPANY. DIRECTORS ARE ELECTED FOR THREE-YEAR TERMS AND THE TERMS ARE STAGGERED SO THAT APPROXIMATELY ONE-THIRD OF THE BOARD SEATS ARE UP FOR ELECTION EACH YEAR. THE NUMBER OF DIRECTORS SHALL BE SET AT NO LESS THAN FIVE (5) AND NOT MORE THAN ELEVEN (11) UNDER THE CODE OF REGULATIONS. PARTICIPATING CREDIT UNIONS MAY ALSO HAVE RIGHTS TOWARDS ANY NET ASSETS OF THE COMPANY IN THE EVENT OF A DISSOLUTION OF THE COMPANY, BUT ONLY AFTER SETTLING ANY RECORDED, CONTINGENT AND CONTRACTUAL LIABILITIES, AND ALL COSTS OF DISSOLUTION (ORC SECTION 1761.10(I). FORM 990, PART VI, SECTION A, LINE 7A SEE FORM 990, PART VI, SECTION A, LINE 6 DESCRIPTION IN SCHEDULE O ABOVE. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PROVIDED TO THE COMPANY'S BOARD OF DIRECTORS AS PART OF THEIR ADVANCE MANAGEMENT PACKAGE FOR THE BOARD MEETING THAT OCCURRED ON NOVEMBER 13, 2023 PRIOR TO FILING THE FORM AND WILL BE REVIEWED IN THE PRESENCE OF THE CEO AND CFO. FORM 990, PART VI, SECTION B, LINE 12C AS PART OF ITS BOARD POLICY AND PERSONNEL POLICY, THE COMPANY ANNUALLY REQUIRES EACH BOARD MEMBER, MEMBER OF MANAGEMENT AND ALL OTHER COMPANY EMPLOYEES TO COMPLETE AND SIGN ITS "ANNUAL ACKNOWLEDGEMENT OF BUSINESS CONDUCT AND ETHICS AND DISCLOSURE OF POTENTIAL CONFLICTS OF INTEREST" FORM. THE COMPLETED FORMS ARE RETAINED BY THE COMPANY AND A SUMMARY OF ALL THE RESPONSES IS SUBMITTED TO THE COMPANY'S BOARD FOR THEIR REVIEW AND CONSIDERATION, WHICH WAS LAST DONE IN APRIL 2023. THE POLICIES REFERRED TO ABOVE AND THE FORM ITSELF ALSO REQUIRE THAT THE BOARD MEMBER, MANAGEMENT MEMBER, AND/OR EMPLOYEE INFORM THE COMPANY PROMPTLY IN WRITING OF ANY CHANGE IN THE STATEMENT MADE IN THE SIGNED FORMS. ALL NEW DIRECTORS, MANAGEMENT MEMBERS AND EMPLOYEES ARE REQUIRED TO ALSO COMPETE AND SIGN THE FORM UPON THEIR START DATE. BOARD MEMBERS MUST ABSTAIN FROM DISCUSSION AND VOTING ON ANY MATTERS IN WHICH THEY HAVE REPORTED A POTENTIAL CONFLICT OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15A THE COMPENSATION OF THE CEO IS SET BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD ("COMPENSATION COMMITTEE OR "COMMITTEE"), WHICH MEETS AS A COMMITTEE OF THE WHOLE BOARD (EXCLUDING THE CEO). THE COMPENSATION COMMITTEE REVIEWS THE CEO'S PERFORMANCE ANNUALLY AND PREPARES A FORMAL WRITTEN REVIEW OF THEIR FINDINGS. THE COMMITTEE/BOARD ALSO PERIODICALLY (GENERALLY EVERY TWO YEARS) OBTAINS AN INDEPENDENT SALARY STUDY, LAST PREPARED AS OF JULY 2022, BY PAY GOVERNANCE, WHICH PROVIDES SALARY DATA FOR ALL OFFICER POSITIONS AND MOST OTHER COMPANY POSITIONS. ONCE PERFORMED AND AVAILABLE, THE COMMITTEE REVIEWS THE SALARY STUDY AND ACCEPTS IT AS PART OF ITS DELIBERATIONS, WHICH ARE DOCUMENTED, ALONG WITH THE COMMITTEE'S CONCLUSIONS, IN THE COMPENSATION COMMITTEE MINUTES. THE SALARY STUDY ALSO PROVIDES DATA ON BONUSES FOR DIFFERENT POSITIONS, WHICH IS USED BY THE COMPENSATION COMMITTEE TO ARRIVE AT THE CEO'S ANNUAL BONUS AWARD, IF ANY. THE CEO IS GIVEN AUTHORITY BY THE BOARD, UNDER THE COMPANY'S BOARD POLICY, TO SET ALL OTHER OFFICER AND EMPLOYEE SALARIES AND BONUS AWARDS, AND IS SUBJECT TO GUIDANCE PROVIDED WITHIN THE INDEPENDENT SALARY STUDY THAT IS PROVIDED TO THE BOARD. DURING PERIODS IN WHICH THE INDEPENDENT SALARY STUDY IS NOT OBTAINED (SUCH AS FOR 2019 AND 2021, THE "OFF" CYCLE YEARS), THE COMPANY PURCHASES SPECIFIC SALARY INFORMATION FOR ITS VARIOUS POSITIONS. THE REVIEW OF THE CEO'S SALARY, BONUS AND OTHER COMPENSATION MATTERS WAS LAST PERFORMED BY THE COMPENSATION COMMITTEE AS OF DECEMBER 10, 2021 (FOR ESTABLISHMENT OF 2022 SALARY AND 2021 BONUS AWARDS), OF NOTE, THERE WAS NO EXECUTIVE COMPENSATION MEETING FOR THE DETERMINATION OF THE NEW CEO INCENTIVE COMPENSATION IN 2022. BONUS AND MERIT INCREASES FOR THE CEO WERE DETERMINED IN 2023. FORM 990, PART VI, SECTION C, LINE 19 QUARTERLY FINANCIAL STATEMENTS AND ANNUAL AUDITED FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE COMPANY'S MEMBERS/INSURED POLICYHOLDERS AT ITS WEBSITE UNDER THE "POLICYHOLDERS" SECTION. ANY DOCUMENTS OPEN FOR PUBLIC INSPECTION ARE ALSO AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: NET CHANGE IN PARTICIPATING CREDIT UNIONS' CAPITAL CONTRIBUTIONS -9,307,390. EXCESS SHARE INSURANCE CORPORATION 5656 FRANTZ ROAD DUBLIN OH 43017 311383517 EXCESS DEPOSIT INSURANCE FOR CREDIT UNIONS OH AMERICAN MUTUAL SHARE INSURANCE CORPORATION C 3666369 71328517 1.00000 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 EXCESS SHARE INSURANCE CORPORATION Q 3079284 COST SHARING ALLOCATION EXCESS SHARE INSURANCE CORPORATION L 1900000 COST SHARING ALLOCATION