2022-07-25T15:37:54-05:00 2021-12-31 131655065 LUTZ AND CARR CPAS LLP 551 FIFTH AVENUE SUITE 400 NEW YORK NY 10176 990 2021-01-01 262506162 HARMONY LABS INC HARM 2129667606 311 WEST 43RD STREET - 12TH FLOOR NEW YORK NY 10036 BRIAN WANIEWSKI EXECUTIVE DIRECTOR 2129667606 2022-07-20 1 BRIAN WANIEWSKI 999009999 FREDERICK MARTENS P00298107 2126972299 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z BRIAN WANIEWSKI 311 WEST 43RD STREET - 12TH FLOOR NEW YORK NY 10036 4578656 0 X WWW.HARMONYLABS.ORG X 2008 NY HARMONY LABS AIMS TO PROMOTE AND ADVANCE RESEARCH AND UNDERSTANDING OF HOW MEDIA INFLUENCE WORKS WITHIN SOCIETY AND PARTNERS WITH RELEVANT STAKEHOLDERS, INCLUDING RESEARCH, INDUSTRY AND MEDIA PRACTICIONERS TO ADDRESS KNOWLEDGE GAPS AND TO EXPERIMENT WITH AND DEVELOP SOLUTIONS THAT HAVE POSITIVE SOCIAL OUTCOMES. 8 7 21 7 0 0 2245305 3361538 89473 1210331 0 0 4382 6787 2339160 4578656 0 0 0 0 2393299 2525597 0 0 310692 996722 1106077 3390021 3631674 -1050861 946982 779528 1442508 372016 134889 407512 1307619 X HARMONY LABS AIMS TO PROMOTE AND ADVANCE RESEARCH AND UNDERSTANDING OF HOW MEDIA INFLUENCE WORKS WITHIN SOCIETY AND PARTNERS WITH RELEVANT STAKEHOLDERS, INCLUDING RESEARCH, INDUSTRY AND MEDIA PRACTICIONERS TO ADDRESS KNOWLEDGE GAPS AND TO EXPERIMENT WITH AND DEVELOP SOLUTIONS THAT HAVE POSITIVE SOCIAL OUTCOMES. 0 0 2877348 1210331 HARMONY LABS BUILDS PUBLIC KNOWLEDGE, EDUCATIONAL RESOURCES, TOOLS AND COMMUNITIES TO REFORM AND TRANSFORM MEDIA SYSTEMS. WE'RE ON A MISSION TO CREATE A WORLD WHERE MEDIA SYSTEMS SUPPORT DEMOCRATIC CULTURE AND HEALTHY, HAPPY PEOPLE.WE'RE BUILDING A COMMUNITY OF PRIVATE MEDIA COMPANIES THAT DONATE THE DATA WE NEED TO UNDERSTAND WHAT'S GOING ON IN OUR MEDIA SYSTEMS, AND HOW THEY AFFECT PEOPLE, COMMUNITIES, AND SOCIETY AS A WHOLE. OUR DATA PHILANTHROPY COMMUNITY INCLUDES BIG COMPANIES, LIKE NIELSEN AND COMSCORE, AND SMALLER STARTUPS, LIKE PEAKMETRICS, THAT ARE SCRAPING DIFFERENT CORNERS OF THE WEB, NEWS, TELEVISION, RADIO, AND OTHER KINDS OF MEDIA. THIS DATA PHILANTHROPY SUPPORTS, AND SERVES AS A FOUNDATION FOR, AN ADJACENT COMMUNITY OF ACADEMIC RESEARCHERS (HARMONY LABS RESEARCH NETWORK) WHO ARE USING THESE DATA TO STUDY AND IMPROVE MEDIA SYSTEMS.IN ADDITION, WE HARNESS THESE INDUSTRY AND RESEARCH RELATIONSHIPS FOR OUR NARRATIVE OBSERVATORY, A FIRST-OF-ITS-KIND DATA TOOL THAT CONTENT CREATORS, ADVOCATES, AND FUNDERS CAN USE TO NAVIGATE AN INCREASINGLY POLARIZED MEDIA LANDSCAPE AND CHANNEL THE IMMENSE POWER OF STORY TO SHAPE THE FUTURE. THE NARRATIVE OBSERVATORY GROWS OUT OF A DECADE OF WORK SUPPORTING NARRATIVE AND CULTURAL STRATEGY. ONE OF THE FIRST PEER-REVIEWED ACADEMIC PAPERS HARMONY LABS CO-AUTHORED LOOKED AT FRACKING NARRATIVES IN DOCUMENTARY FILM. SINCE THEN, WE'VE WORKED ON CLIMATE, GUN VIOLENCE, POLITICAL CORRUPTION, ARTIFICIAL INTELLIGENCE, AND OTHER ISSUES, AND RECENTLY REPORTED ON LATINX AND BLACK ONLINE AUDIENCES. THE NARRATIVE OBSERVATORY'S PURPOSE-BUILT DATA INFRASTRUCTURE ALLOWS PEOPLE TO IDENTIFY AND TRACK NARRATIVES AND STORY OPPORTUNITIES AND THREATS AS THEY COME AND GO IN MEDIA CULTURE, WITHIN VALUES-BASED AUDIENCES AND ACROSS MEDIA PLATFORMS.FOUNDED BY JOHN S. JOHNSON IN 2008, HARMONY LABS IS A NEW YORK CITY-BASED 501(C)3 THAT HAS EVOLVED FROM OVER A DECADE OF RESEARCH AND PROTOTYPING, IN PARTNERSHIP WITH AND/OR FUNDED BY LEADING ORGANIZATIONS LIKE BILL & MELINDA GATES FOUNDATION, GOOGLE, THE FORD FOUNDATION, THE CORPORATION FOR PUBLIC BROADCASTING, MTV, AND COLUMBIA UNIVERSITY. ALL OF OUR RESEARCH OUTPUTS ARE PUBLISHED IN OPEN PUBLIC FORUMS TO EDUCATE THE PUBLIC ON THE FUNCTION AND EFFECT OF OUR MEDIA SYSTEMS. THE OUTPUTS WE'VE CREATED WITH PARTNERS INCLUDE WEBSITES, PRESENTATIONS, PEER-REVIEWED PUBLICATIONS, WHITE PAPERS, TOOLKITS, CURRICULUM, INSIGHTS DECKS, AND MEDIA. 2877348 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 26 0 1 21 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 7 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY CA X X X AMY SEWELL 2129667606 311 W 43RD STREET 12FL NEW YORK NY 10036 JOHN S JOHNSON CHAIRMAN 1.00 X X 0 0 0 EMMA CANARICK TREASURER 1.00 X X 0 0 0 ADAM WOLFENSOHN SECRETARY 1.00 X X 0 0 0 BRIAN WANIEWSKI EXECUTIVE DIRECTOR 40.00 X X 284149 0 110528 JED ALPERT DIRECTOR 1.00 X 0 0 0 MATTHEW BARZUN DIRECTOR 1.00 X 0 0 0 CHARLES MELCHER DIRECTOR 1.00 X 0 0 0 JONAH PERETTI DIRECTOR 1.00 X 0 0 0 FREDERICA CONREY SCIENCE DIRECTOR 40.00 X 179852 0 50489 H P JOHNSON MARCOMM DIRECTOR 40.00 X 178923 0 51583 MERCEDES COYLE LEAD SOFTWARE ENGINEER 40.00 X 143517 0 37584 JUSTIN SMITH ENGINEERING DIRECTOR 40.00 X 137547 0 49086 AMY SEWELL OPERATIONS DIRECTOR 40.00 X 129516 0 47414 1053504 0 346684 9 0 1 0 AMAZON WEB SERVICES INC 410 TERRY AVENUE NORTH SEATTLE WA 98109 WEB HOSTING 312158 1 638175 2723363 3361538 PROGRAM SERVICE FEES 900099 1210331 1210331 1210331 OTHER INCOME 900099 6787 6787 6787 4578656 1210331 0 6787 X 377547 113264 37755 226528 1611186 1407980 160410 42796 85971 75171 8559 2241 309765 260207 30848 18710 141128 109887 14061 17180 856 856 46639 46639 452233 405210 47023 1981 1585 396 328124 259430 68694 20746 17146 1769 1831 8918 508 8410 15934 13169 1359 1406 10243 10243 SUBSCRIPTIONS/RESEARCH 203761 203670 91 DESIGN/COMMUNICATIONS 10121 10121 MISCELLANEOUS 6521 6521 3631674 2877348 443634 310692 91488 188287 533244 933360 21898 224134 87237 74237 114368 95048 33455 19320 12206 3170 779528 1442508 80626 129389 5500 291390 372016 134889 X 152766 1277619 254746 30000 407512 1307619 779528 1442508 946982 -46875 0 X 0 1 X 1 0 X 2190568 2305309 3485520 2245305 3361538 13588240 2190568 2305309 3485520 2245305 3361538 13588240 10967809 2620431 31050 31050 8526 6969 4382 6787 26664 13645954 1667087 0.19200 0.12180 X HARMONY LABS INC. ("HL") QUALIFIES AS A PUBLICLY SUPPORTED ORGANIZATION BECAUSE IT MEETS THE 10% FACTS AND CIRCUMSTANCES TEST SET FORTH IN 1.170A-9(E)(3) OF THE TREASURY REGULATIONS. AN ORGANIZATION THAT FAILS TO MEET THE 33 1/3% PUBLIC SUPPORT TEST IS PUBLICLY SUPPORTED IF: (1) IT NORMALLY RECEIVES A SUBSTANTIAL PART OF ITS SUPPORT FROM GOVERNMENTAL UNITS, FROM CONTRIBUTIONS MADE DIRECTLY OR INDIRECTLY BY THE GENERAL PUBLIC, OR FROM A COMBINATION OF THESE SOURCES; (2) IT IS ORGANIZED AND OPERATED SO AS TO ATTRACT NEW AND ADDITIONAL PUBLIC OR GOVERNMENTAL SUPPORT ON A CONTINUOUS BASIS; AND (3) IT IS IN THE NATURE OF A PUBLICLY SUPPORTED ORGANIZATION, TAKING INTO CONSIDERATION CERTAIN FACTS AND CIRCUMSTANCES. AMONG THE FACTORS TO BECONSIDERED ARE WHETHER THE ORGANIZATION HAS A GOVERNING BODY THAT IS REPRESENTATIVE OF THE BROAD INTERESTS OF THE PUBLIC, THE PERCENTAGE OF THE ORGANIZATION'S PUBLIC SUPPORT ABOVE THE 10% THRESHOLD, THE SOURCES OF THEORGANIZATION'S SUPPORT,AND THE AVAILABILITY OF THE ORGANIZATION'S FACILITIES OR SERVICES TO THE GENERAL PUBLIC.1. SUBSTANTIAL SUPPORT FROM THE GENERAL PUBLIC. AN ORGANIZATION IS TREATED AS NORMALLY RECEIVING A SUBSTANTIAL AMOUNT OF GOVERNMENTAL OR PUBLIC SUPPORT IF THE TOTAL AMOUNT OF GOVERNMENTAL AND PUBLIC SUPPORT NORMALLY RECEIVED EQUALS AT LEAST 10% OF THE TOTAL SUPPORT NORMALLY RECEIVED BY THE ORGANIZATION. FOR THE FIVE-YEAR PERIOD FROM 2017 THROUGH 2021, HL RECEIVED 19.2% OF ITS TOTAL SUPPORT FROM CONTRIBUTIONS MADE BY THE GENERAL PUBLIC.2. ATTRACTION OF PUBLIC SUPPORT. TO SATISFY THE 10% FACTS AND CIRCUMSTANCES TEST, AN ORGANIZATION "MUST BE SO ORGANIZED AND OPERATED AS TO ATTRACT NEW AND ADDITIONAL PUBLIC OR GOVERNMENTAL SUPPORT ON A CONTINUOUS BASIS." TREAS. REG. 1.170A-9(E)(3)(II). THE TREASURY REGULATIONS PROVIDE THAT AN ORGANIZATION WILL BE CONSIDERED TO MEET THIS REQUIREMENT IF IT MAINTAINS A CONTINUOUS AND BONA FIDEPROGRAM FOR SOLICITATION OF FUNDS FROM THE GENERAL PUBLIC OR COMMUNITY, OR IF IT CARRIES ON ACTIVITIES DESIGNED TO ATTRACT SUPPORT FROM GOVERNMENTAL UNITS OR OTHER PUBLIC CHARITIES. IN DETERMINING WHETHER AN ORGANIZATION MAINTAINS A CONTINUOUS AND BONA FIDE PROGRAM FOR SOLICITATION OF FUNDS FROM THE GENERAL PUBLIC OR COMMUNITY, CONSIDERATION IS TO BE GIVEN TO WHETHER THE SCOPE OF THE ORGANIZATION'S FUND-RAISING ACTIVITIES IS REASONABLE IN LIGHT OF ITS CHARITABLE ACTIVITIES. TO DATE, HL HAS BEEN FOCUSED PRIMARILY ON ITS CHARITABLE MISSION AND OPERATIONS. HL'S DEVELOPMENT STAFF DUTIES AND RESPONSIBILITIES INCLUDE PURSUING TRADITIONAL SOURCES OF SUPPORT FOR THE ORGANIZATION'S OPERATIONS AND CHARITABLE ACTIVITIES (SUCH AS FOUNDATION AND CORPORATION GRANTS AND CONTRIBUTIONS FROM THE GENERAL PUBLIC) AND WORKING WITH STAFF AND THE BOARD OF DIRECTORS (THE "BOARD") TO DEVELOP AN INDIVIDUAL MAJOR GIFT CAMPAIGN. IN ADDITION, HL SOLICITS INDIVIDUAL DONATIONS THROUGH A LINK ON ITS WEBSITE HTTP://HARMONYLABS.ORG). ACCORDINGLY, HL IS CLEARLY "SO ORGANIZED AND OPERATED AS TO ATTRACT NEW AND ADDITIONAL PUBLIC OR GOVERNMENTAL SUPPORT ON A CONTINUOUS BASIS," AS EQUIRED BY TREAS. REG. 1.170A-9(E)(3)(II).3. COMMUNITY BOARD. THE FACT THAT AN ORGANIZATION HAS A GOVERNING BODY WHICH REPRESENTS THE BROAD INTERESTS OF THE PUBLIC, RATHER THAN THE PERSONAL OR PRIVATE INTERESTS OF A LIMITED NUMBER OF DONORS (OR PERSONS STANDING IN A RELATIONSHIP TO SUCH DONORS WHICH IS DESCRIBED IN SECTION 4946(A)(1)(C) THROUGH (A)(1)(G) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED) WILL BE CONSIDERED EVIDENCE OF AN ORGANIZATION BEING PUBLICLY SUPPORTED. HL'S BOARD CONSISTS OF CIVIC AND COMMUNITYLEADERS WHO ARE BROADLY REPRESENTATIVE OF THE COMMUNITY WITHIN THE MEANING OF TREAS. REG. 1.170A-9(E)(3)(V), AMONG THEM THE MANAGING DIRECTOR OF AN INVESTMENT FIRM, AN INTERNET ENTREPRENEUR, THE FOUNDER OF AN INDEPENDENT BOOK PACKAGER AND PUBLISHER, A FOUNDATION PROGRAM OFFICER AND ONE OF THE FOREMOST AUTHORITIES ON MOBILE COMMUNICATIONS STRATEGY. THROUGH THEIR VARIED BACKGROUNDS AND EXPERTISE, THE MEMBERS OF THE BOARD ARE UNIQUELY QUALIFIED TO CONTRIBUTE TO HL'S CHARITABLE MISSION AND OPERATIONS. IN ADDITION, HL IS IN THE PROCESS OF IDENTIFYING ADDITIONAL DIRECTORS WITH VARYING BACKGROUNDS TO BE ELECTED TO THE BOARD. ACCORDINGLY, HL HAS A GOVERNING BODY WHICH REPRESENTS THE BROAD INTERESTS OF THE PUBLIC. 4. PERCENTAGE PUBLIC SUPPORT. THE TREASURY REGULATIONS PROVIDE THAT THE HIGHER THE PERCENTAGE OF SUPPORT ABOVE THE 10% REQUIREMENT FROM PUBLIC OR GOVERNMENTAL SOURCES, THE LESSER WILL BE THE BURDEN OF ESTABLISHING THE PUBLICLY SUPPORTED NATURE OF THE ORGANIZATION THROUGH OTHER FACTORS. FOR THE FIVE-YEAR PERIOD FROM 2017 THROUGH 2021, HL RECEIVED 19.2% OF ITS TOTAL SUPPORT FROM CONTRIBUTIONS MADE BY THE GENERAL PUBLIC. HOWEVER, WITH THE DEVELOPMENT STAFF AND WITH THE CONTINUED FUNDRAISING EFFORTS OF HL'S STAFF AND BOARD, HL EXPECTS THIS PERCENTAGE TO INCREASE GOING FORWARD. HL HAS THE ABILITY TO GENERATE SUBSTANTIAL PUBLIC SUPPORT, AND THAT SUPPORT IS EXPECTED TO COME FROM A WIDE VARIETY OF SOURCES,INCLUDING FOUNDATION AND CORPORATE GRANTS AND INDIVIDUAL CONTRIBUTIONS FROM THE GENERAL PUBLIC.5. HL GENERALLY PROVIDES ITS SERVICES DIRECTLY FOR THE BENEFIT OF THE GENERAL PUBLIC ON A CONTINUING BASIS. HL IS A RESEARCH CENTER THAT STUDIES THE IMPACT OF ENTERTAINMENT ON INDIVIDUALS AND SOCIETY. MUCH OF THE WORK THAT HL HAS COMPLETED SINCE ITS INCEPTION IS FREELY AVAILABLE TO THE GENERAL PUBLIC THROUGH ITS WEBSITE. ON THE BASIS OF THE FOREGOING, HL SHOULD BE RECOGNIZED AS PUBLICLY SUPPORTED FOR HAVING MET THE 10% FACTS AND CIRCUMSTANCES TEST SET FORTH IN SECTION 1.170A-9(E)(3) OF THE TREASURY REGULATIONS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 34556 33206 1350 49712 36139 13573 30100 25703 4397 19320 4578656 0 4578656 0 4578656 3631674 0 3631674 0 3631674 X X X X 0 0 0 1 0 0 0 0 0 BRIAN WANIEWSKI EXECUTIVE DIRECTOR 265896 0 17130 0 1123 0 67198 0 43330 0 394677 0 17130 0 FREDERICA CONREY SCIENCE DIRECTOR 178646 0 729 0 477 0 10763 0 39726 0 230341 0 0 0 H P JOHNSON MARCOMM DIRECTOR 177479 0 729 0 715 0 10690 0 40893 0 230506 0 0 0 MERCEDES COYLE LEAD SOFTWARE ENGINEER 142521 0 583 0 413 0 8032 0 29552 0 181101 0 0 0 JUSTIN SMITH ENGINEERING DIRECTOR 135458 0 1760 0 329 0 8297 0 40789 0 186633 0 0 0 AMY SEWELL OPERATIONS DIRECTOR 127604 0 521 0 1391 0 7688 0 39726 0 176930 0 0 0 PART I, LINE 5 BRIAN WANIEWSKI, EXECUTIVE DIRECTOR, RECEIVED INCENTIVE COMPENSATION OF $50,000, ACCRUED AND INCLUDED IN DEFERRED COMPENSATION AS OF DECEMBER 31, 2021, TO BE PAID IN 2022, BASED ON A PERCENTAGE OF CERTAIN CONTRIBUTION REVENUE RAISED DURING A SPECIFIED PERIOD. INCENTIVE COMPENSATION OF $17,130 THAT WAS ACCRUED AS OF DECEMBER 31, 2020, WAS PAID IN 2021. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 IS PREPARED BY THE ORGANIZATION'S INDEPENDENT ACCOUNTANTS, AND IS REVIEWED BY THE ORGANIZATION'S BUSINESS MANAGER AND EXECUTIVE DIRECTOR. A COPY OF THE FORM 990 IS PROVIDED TO ALL OFFICERS AND DIRECTORS BEFORE THE RETURN IS FILED. FORM 990, PART VI, SECTION B, LINE 12C PURUSANT TO THE ORGANIZATION'S CONFLICT OF INTEREST POLICY, EACH DIRECTOR SHALL COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE PRIOR TO BECOMING A DIRECTOR AND ANNUALLY THEREAFTER. EACH OFFICER OR KEY PERSON SHALL COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE WHEN ASSUMING THE RELEVANT POSITION AND ANNUALLY THEREAFTER. EACH DIRECTOR, OFFICER, OR KEY PERSON SHALL PROMPTLY ADVISE THE SECRETARY OR DESIGNATED COMPLIANCE OFFICER OF ANY CHANGES TO THE INFORMATION PROVIDED IN THAT INDIVIDUAL'S LAST COMPLETED CONFLICT OF INTEREST QUESTIONNAIRE. IF DURING THE COURSE OF A BOARD OF DIRECTORS OR ANY COMMITTEE MEETING, DISCUSSION, OR DELIBERATION ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST OR RELATED PARTY TRANSACTION BECOMES APPARENT TO A BOARD OF DIRECTORS OR ANY COMMITTEE MEMBER, THE INDIVIDUAL MUST DISCLOSE SUCH ACTUAL OR POTENTIAL CONFLICT TO THE BOARD OF DIRECTORS OR THE COMMITTEE. IF ANOTHER DIRECTOR OR ANY COMMITTEE MEMBER BECOMES AWARE OF ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST OR RELATED PARTY TRANSACTION, HE OR SHE SHALL DISCLOSE SUCH CONFLICT IF THE CONFLICTED BOARD OF DIRECTORS OR COMMITTEE MEMBER IS ABSENT. IN BOTH CASES, SUCH DISCLOSURE SHALL BE MADE A MATTER OF RECORD. ONCE A RELATED PARTY TRANSACTION IS IDENTIFIED, THE INDIVIDUAL WHO IDENTIFIED THE RELATED PARTY TRANSACTION SHALL COMPLETE A RELATED PARTY TRANSACTION REVIEW REQUEST AND SUBMIT THE FORM TO THE SECRETARY OR DESIGNATED COMPLIANCE OFFICER. UPON RECEIPT OF A RELATED PARTY TRANSACTION REVIEW REQUEST, THE SECRETARY OR DESIGNATED COMPLIANCE OFFICER SHALL CONVENE A MEETING OF THE BOARD OF DIRECTORS TO REVIEW THE RELATED PARTY TRANSACTION BEFORE IT IS ENTERED INTO BY THE CORPORATION. THE BOARD OF DIRECTORS SHALL REVIEW THE RELATED PARTY TRANSACTION TO CONFIRM THAT IT IS FAIR, REASONABLE AND IN THE CORPORATION'S BEST INTERESTS TO ENTER INTO THE TRANSACTION. THE BOARD OF DIRECTORS SHALL UTILIZE THE FOLLOWING PROCESS TO APPROVE TRANSACTIONS SUBJECT TO THIS POLICY: (A) THE BOARD OF DIRECTORS MUST APPROVE IN ADVANCE THE RELATED PARTY TRANSACTION. ANY MEMBER OF THE BOARD OF DIRECTORS WHO HAS A FINANCIAL INTEREST IN THE TRANSACTION MAY NOT PARTICIPATE IN THE VOTE, NOR MAY HE OR SHE BE PRESENT DURING VOTING OR DELIBERATIONS. (B) THE BOARD OF DIRECTORS MUST MAKE ITS DECISION IN RELIANCE ON APPROPRIATE DATA AS TO COMPARABLE ARRANGEMENTS TO THE EXTENT THEY ARE AVAILABLE. (C) THE BOARD OF DIRECTORS MUST ADEQUATELY DOCUMENT ITS DECISION AND DELIBERATIONS IN THE CORPORATE RECORDS. A POTENTIAL CONFLICT OF INTEREST SHOULD BE DISCLOSED AS IT ARISES FOR CONSIDERATION BY THE BOARD OF DIRECTORS, A COMMITTEE OR INDIVIDUALS REVIEWING THE MATTER TO DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS AND WHETHER THE INDIVIDUAL SHOULD BE RECUSED FROM DELIBERATIONS AND VOTING. IF THE BOARD OF DIRECTORS OR A COMMITTEE DETERMINES THAT A CONFLICT OF INTEREST EXISTS, THEN THE INDIVIDUAL WITH THE CONFLICT OF INTEREST MAY NOT PARTICIPATE IN THE VOTE, NOR MAY HE OR SHE BE PRESENT DURING VOTING OR DELIBERATIONS ON THE MATTER. THE BOARD OF DIRECTORS OR A COMMITTEE SHOULD ALSO ADEQUATELY DOCUMENT ITS DECISION AND DELIBERATIONS IN THE CORPORATE RECORDS. DIRECTORS OR COMMITTEE MEMBERS WHO MUST LEAVE A MEETING DUE TO A CONFLICT OF INTEREST OR RELATED PARTY TRANSACTION SHALL BE DEEMED PRESENT FOR VOTING PURPOSES REGARDLESS OF WHETHER THE INDIVIDUAL RETURNS TO THE MEETING. FORM 990, PART VI, SECTION B, LINE 15 APPROVAL OF COMPENSATION: THE BOARD OF DIRECTORS MUST APPROVE IN ADVANCE THE AMOUNT OF ALL COMPENSATION TO BE PAID TO AN OFFICER. BEFORE APPROVING SUCH COMPENSATION, THE BOARD SHALL DETERMINE THAT THE TOTAL COMPENSATION TO BE PROVIDED BY THE CORPORATION TO THE OFFICER IS REASONABLE IN AMOUNT IN LIGHT OF THE POSITION, RESPONSIBILITY AND QUALIFICATION OF THE INDIVIDUAL FOR THE POSITION, INCLUDING THE RESULT OF AN EVALUATION OF THE INDIVIDUAL'S PRIOR PERFORMANCE FOR THE CORPORATION, IF APPLICABLE. IN MAKING THE DETERMINATION, THE BOARD SHALL CONSIDER TOTAL COMPENSATION TO INCLUDE THE SALARY AND THE VALUE OF ALL BENEFITS PROVIDED BY THE CORPORATION TO THE INDIVIDUAL IN PAYMENT FOR SERVICES. AT THE TIME OF THE BOARD'S DELIBERATION OR VOTE CONCERNING AN OFFICER'S COMPENSATION, SUCH OFFICER SHALL NOT BE PRESENT. THE BOARD MAY REQUEST THAT THE OFFICER PROVIDE INFORMATION AS BACKGROUND OR ANSWER QUESTIONS AT A BOARD MEETING PRIOR TO START OF DELIBERATIONS OR VOTING ON THE COMPENSATION. DOCUMENTATION OF APPROVAL: THE BOARD SHALL SET FORTH THE BASIS FOR ITS DECISIONS WITH RESPECT TO COMPENSATION IN THE MINUTES OF THE MEETING AT WHICH THE DECISIONS ARE MADE, INCLUDING THE CONCLUSIONS OF THE EVALUATION AND THE BASIS FOR DETERMINING THAT THE INDIVIDUAL'S COMPENSATION WAS REASONABLE IN LIGHT OF THE EVALUATION AND THE COMPARABILITY DATA. FORM 990, PART VI, SECTION C, LINE 19 THESE DOCUMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART IX, LINE 11G PAYROLL SERVICE FEES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 39,523. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 39,523. PROGRAM CONSULTING: PROGRAM SERVICE EXPENSES 400,481. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 400,481. TECHNOLOGY CONSULTING: PROGRAM SERVICE EXPENSES 3,729. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,729. OTHER CONSULTANTS AND EXPENSES: PROGRAM SERVICE EXPENSES 1,000. MANAGEMENT AND GENERAL EXPENSES 7,500. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 8,500. HARMONY LABS LLC 311 WEST 43RD STREET - 12TH FLOOR NEW YORK NY 10036 TO CONDUCT ACCELERATOR PROGRAM DE 0 10000 HARMONY LABS INC