2022-12-14T14:17:19-06:00 2022-03-31 910189318 MOSS ADAMS LLP 21700 OXNARD ST STE 300 WOODLAND HILLS CA 91367 990 2021-04-01 954002032 THE ALFRED E MANN FOUNDATION FOR SCIENTIFIC RESEARCH ALFR 6617026700 25134 RYE CANYON LOOP SANTA CLARITA CA 91355 ROBERT GREENBERG CEO 6617026700 2022-12-14 1 ROBERT GREENBERG 999009999 WENDY CAMPOS P00448102 8185771900 2022-12-13 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z ROBERT GREENBERG 25134 RYE CANYON LOOP SANTA CLARITA CA 91355 164202186 0 X WWW.AEMF.ORG X 1985 CA CONDUCT MEDICAL AND SCIENTIFIC RESEARCH 5 4 65 5 0 0 995 721081 944985 1059040 206241 120224737 224811212 6533970 225963433 128538828 5000 5000 0 0 13789592 11812035 0 0 0 8623613 6325662 22418205 18142697 203545228 110396131 307411437 374343975 2731424 2647791 304680013 371696184 X THE ALFRED E. MANN FOUNDATION FOR SCIENTIFIC RESEARCH IS A MEDICAL RESEARCH ORGANIZATION DEDICATED TO DEVELOPING AND COMMERCIALIZING INNOVATIVE SOLUTIONS FOR SIGNIFICANT UNMET MEDICAL CONDITIONS. 0 0 1909991 562505 IMPLANTABLE MYOELECTRIC SENSOR II (IMES INFINITY) + OSSURTHE TECHNOLOGY HAS BEEN LICENSED TO OSSUR AND IS IN DESIGN AND MANUFACTURING TRANSFER.STATUS: ADDITIONAL ANALYSIS AND DEVELOPMENT WORK WAS DONE TO PREDICT FEASIBILITY OF THE USE OF THE DEVICE ON LOWER LIMBS; THE PRODUCT WAS TRANSFERRED TO A COMMERCIAL PARTNER (OSSUR) INCLUDING DOCUMENTATION OF ALL ELEMENTS OF THE UPPER LIMB PRODUCT; BUILD OF INITIAL CLINICAL IMES INFINITY UNITS WAS COMPLETED AT AMF. 8571195 5000 0 IMPLANTABLE NEUROMODULATION PROJECT TO TREAT CHRONIC DISEASE THE AIM OF THE AMF PROGRAM IS TO DEVELOP A NEUROSTIMULATION SYSTEM THAT WILL IMPROVE MEDICAL OUTCOMES AT A LOWER COST AND/OR HIGHER PATIENT SATISFACTION THAN CURRENTLY AVAILABLE TREATMENT OPTIONS.SUCH A SYSTEM WILL CONSIST OF A FULLY IMPLANTABLE NEURAL STIMULATOR FOR SEAMLESS OPERATION AND REQUIRING MINIMAL INTERACTION FROM A PATIENT, WITH THE GOAL OF OFFERING A HIGHER LEVEL OF PATIENT SATISFACTION, ADOPTION, AND COMPLIANCE.STATUS:PLANNING, DESIGN, AND DEVELOPMENT OF THE FIRST-IN-HUMAN IMPLANT AND EXTERNALS HAVE BEEN INITIATED AND ARE WELL UNDER WAY; SEVERAL NON-SIGNIFICANT RISK CLINICAL STUDIES ARE UNDERWAY OR COMPLETED, INCLUDING A STUDY AT UCLA, ONE CONDUCTED BY HARVEY MUDD COLLEGE, AND AN INTERNAL VOLUNTEER STUDY. 3193231 6566658 NEW PROJECT DEVELOPMENTTHIS PROGRAM COVERS (A) THE MONITORING AND EVALUATION OF SEVERAL EARLY STAGE ADVANCED RESEARCH AND DEVELOPMENT EFFORTS UNDERWAY THAT ARE DIRECTED AT DEVELOPING ADVANCED TECHNOLOGIES, PROJECT IDEAS AND CONCEPTS BEFORE THEY ARE ELEVATED TO THE STATUS OF FULL-FLEDGED DEVELOPMENT PROGRAMS, AND (B) ONGOING EFFORTS RELATED TO THE ADVANCEMENT OF COMMERCIAL DEVELOPMENT AND PROTECTION OF INTELLECTUAL PROPERTY OF THESE PROJECTS ACROSS THE DEVELOPMENT LIFECYCLE. THE TEAM COMPRISES THE FULL RANGE OF EXPERTISE AVAILABLE AT AMF, INCLUDING SENIOR EXECUTIVE MANAGEMENT, RESEARCH SCIENTISTS AND ENGINEERS, LEGAL AND INTELLECTUAL PROPERTY EXPERTS, BUSINESS DEVELOPMENT STRATEGISTS AND ANALYSTS.EXPENSES MAY INCLUDE ONGOING PARTICIPATION IN THE DEVELOPMENT EFFORT INCLUDING RESEARCH AND DEVELOPMENT SUPPORT, COLLABORATION MANAGEMENT, CONFERENCE AND PROFESSIONAL SOCIETY MEETING ATTENDANCE, SERVICE IN MANAGEMENT OR ON THE BOARD OF DIRECTORS OF SPINOUT ENTITIES, PATENT PROSECUTION AND THE PROSECUTION OF INFRINGEMENT ACTIONS TO PROTECT THE VALUE OF THE INTELLECTUAL PROPERTY WE CREATE. IN ADDITION TO PAYROLL EXPENSES AND DIRECT EXPENSES PAID TO OUTSIDE VENDORS FOR GOODS AND SERVICES RELATED TO PROJECTS, EXPENSES IN THIS PROGRAM MAY INCLUDE TRAVEL EXPENSES, PATENT PROSECUTION EXPENSES AND FEES, LEGAL FEES (FOR INTERNAL AND OUTSIDE LEGAL COUNSEL) FOR EXPENSES TO CREATE, PRESERVE AND PROTECT INTELLECTUAL PROPERTY FROM INFRINGEMENT AND REMEDY PAST INFRINGEMENT, AND INCENTIVE AND OTHER COMPENSATION PAYMENTS TO EMPLOYEES AND OTHERS RELATED TO THESE PROGRAMS AND ACTIONS. IN SOME CASES, CERTAIN OF THESE EXPENDITURES MIGHT BE INCURRED LONG AFTER THE PROJECTS HAVE BEEN LAUNCHED INTO SPINOUT COMPANIES OR LICENSED TO THIRD PARTIES.REVENUES ASSOCIATED WITH THESE PROJECTS (SOME OF WHICH MAY ACCRUE LONG AFTER THE PROJECT AND ANY RELATED PROGRAM HAVE BEEN OUT-LICENSED OR LAUNCHED INTO A SPINOUT COMPANY) MAY INCLUDE RECOVERIES OF JUDGMENTS OR SETTLEMENTS FROM PATENT INFRINGEMENT LITIGATION, ROYALTIES ON NET SALES OF LICENSED PRODUCTS, MILESTONE PAYMENTS, ONGOING CONTRACT R&D FROM PARTNERS, LICENSEES AND SPINOUT COMPANIES, INTEREST, AND PROCEEDS OF LIQUIDITY EVENTS (E.G., INITIAL PUBLIC OFFERINGS, ACQUISITIONS) INVOLVING RETAINED EQUITY INTERESTS IN PROJECTS THAT HAVE BEEN SPUN OUT INTO STARTUP COMPANIES.STATUS:PRELIMINARY DESIGN ACTIVITIES BEGAN FOR A NEW BIOELECTRONIC PROGRAM BASED ON THE BUSINESS CASE ANALYSIS CONDUCTED IN THE PRIOR YEAR. THESE ACTIVITIES INCLUDED GENERATION OF INITIAL SYSTEM REQUIREMENTS, ASSEMBLY OF A TEAM OF KEY OPINION LEADERS WITH DOMAIN EXPERTISE, AND THE INITITAION OF SOME FUNDAMENTAL APPLIED RESEARCH IN THE AREA OF NOVEL ELECTRODE DESIGN, INCLUDING POTENTIAL PRE-CLINICAL TESTING. ADDITIONALLY, THE BUSINESS DEVELOPMENT TEAM, ALONG WITH EXECUTIVE MANAGEMENT AND OTHER STAFF, PERFORMED PRELIMINARY DUE DILIGENCE ON A NUMBER OF ASSETS. 693562 0 0 OTHER PROJECT STATUS:SEVERAL STUDIES ARE PLANNED TO EXPLORE THE FEASIBILITY OF USING THE AMF'S TECHNOLOGY FOR OTHER APPLICATIONS. THESE STUDIES INCLUDE AN INTERNAL NSR STUDY, PRE-CLINICAL STUDIES, AND COMPUTER SIMULATION STUDIES. ADDITIONALLY, THE SOFTWARE FOR AMF'S TECHNOLOGY IS BEING DEVELOPED WITH FLEXIBILITY TOWARDS OTHER APPLICATIONS. 64163 0 153337 ORIONAMF IS SUPPORTING THE DEVELOPMENT OF A NEW, GROUNDBREAKING VISUAL CORTICAL PROSTHESIS FOR THE PARTIAL RESTORATION OF VISION TO PATIENTS SUFFERING FROM DISORDERS SUCH AS DIABETIC RETINOPATHY, GLAUCOMA, OR TRAUMA TO THE EYES OR OPTIC NERVE. IT IS A FULLY IMPLANTABLE, NEURAL-INTERFACE SYSTEM CAPABLE OF ELECTRICALLY STIMULATING THE HUMAN VISUAL CORTEX AND RESTORING VISUAL PERCEPTION TO PROFOUNDLY BLIND PATIENTS WHO TODAY HAVE NO OTHER TREATMENT OPTIONS. THIS HIGH-DENSITY CORTICAL STIMULATION PROSTHESIS, CALLED THE ORION CORTICAL VISUAL PROSTHESIS, HAS AN ARRAY SPECIFICALLY DESIGNED FOR THE VISUAL CORTEX. THE GOAL OF THIS PROJECT IS TO INVESTIGATE THE PERFORMANCE OF THE CORTICAL PROSTHESIS THROUGH AN IDE EARLY FEASIBILITY HUMAN CLINICAL TRIAL.STATUS:INITIAL CLINICAL TRIAL RESULTS IN THE FIRST PATIENTS ARE ENCOURAGING; AMF HAS BEEN KEY IN THE PROGRAM MANAGEMENT BY PROVIDING ACCESS TO ONE OF THE PRINCIPAL INVESTIGATORS. IN ADDITION, AMF HAS BEEN SUPPORTING VARIOUS MECHANICAL AND ELECTRICAL ENGINEERING ACTIVITIES. 403832 0 310510 IMPLANTABLE DRUG PUMPSINCE 2019 AMF HAS SEARCHED FOR SUITABLE APPLICATIONS AND PARTNERS TO DEVELOP THE IDP FURTHER IN CERTAIN FIELDS OF USE REQUIRING DRUG DELIVERY FOR CHRONIC CONDITIONS. THE IDP IS A SOPHISTICATED, HIGHLY PROGRAMMABLE DRUG INFUSION DEVICE THAT IS IMPLANTED IN THE BODY AND REFILLED VIA A HYPODERMIC NEEDLE THROUGH THE SKIN. INFUSION RATES AND SCHEDULES MAY BE PROGRAMMED, AND VIA VARIOUS FORMS OF CATHETERS, DRUGS CAN BE DELIVERED INTRATHECALLY TO THE SPINAL COLUMN, INTO THE ABDOMEN, INTO THE BRAIN, OR INTRAVENOUSLY. STATUS: AMF HAS SOLD THE IDP TECHNOLOGY TO MEDTRONIC DIABETES. AMF CONTINUES TO SUPPORT MEDTRONIC AS IT WORKS TO ADAPT THE DESIGN FOR DIABETES BY DELIVERING INSULIN TO THE ABDOMEN IN AND READY IT FOR COMMERCIALIZATION FOR THE BENEFIT OF PATIENTS WITH HARD-TO-TREAT TYPE 1 DIABETES. 1161557 0 463847 14835974 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 37 0 1 65 1 0 0 0 0 0 0 0 0 0 0 0 0 X 5 4 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 CA X FARAH BOROOMAND 6617026731 25134 RYE CANYON LOOP SANTA CLARITA CA 91355 ROBERT GREENBERGAS OF 4121 CEO, EXECUTIVE CHAIRMAN OF THE BOARD 40.00 X X 928439 0 72925 MARI DANIHEL EMERITUS AS OF 2422 BOARD MEMBER 1.00 X 0 0 0 KEN WEATHERWAX BOARD MEMBER 1.50 X 0 0 0 RICHARD WAUGH BOARD MEMBER 1.75 X 0 0 0 DAVID GILL BOARD MEMBER 1.75 X 0 0 0 DAVID SCOTT BOARD MEMBER 1.50 X 0 0 0 FARAH BOROOMAND CHIEF FINANCIAL OFFICER 44.00 X 501004 0 46907 NEIL TALBOT VP, RESEARCH & TECHNOLOGY 41.00 X 311975 0 30035 MICHAEL PERRIN THRU 21822 VP QUAL ASSUR, REGULATORY, OPERATIONS 40.00 X 286691 0 33695 VALMA KLEIN VICE PRESIDENT, CLINICAL AFFAIRS 41.00 X 236577 0 29899 PHILIP LEE ASSISTANT GENERAL COUNSEL 41.00 X 191685 0 34812 COREY DISHMON AS OF 6121 CHIEF LEGAL OFFICER, EXEC. VP, BUSINESS DEV 40.00 X 156986 0 15252 BRIAN MECH AS OF 6121 VICE PRESIDENT, STRATEGY 40.00 X 252593 0 4648 CHARLES NELSON AS OF 91421 CHIEF OPERATING OFFICER 40.00 X 95696 0 8850 JOHN PETROVICH THRU 33121 PRESIDENT AND CEO 40.00 X 366806 0 14739 JOSEPH CALDERON DIRECTOR, MECHANICAL ENGINEERING 44.00 X 245162 0 43443 BRIAN DEARDEN DIRECTOR, ELECTRICAL ENGINEERING 43.00 X 235159 0 42677 BRIAN SHELTON DIRECTOR, SOFTWARE AND SYSTEMS DEV 40.00 X 227896 0 17269 CHRISTOPHER FLECK MANUFACTURING ENGINEERING DIRECTOR 40.00 X 223298 0 15452 SAM W BOWMAN PRINCIPAL ENGINEER ELECTRICAL 40.00 X 200861 0 24135 RONGQING DAI CHIEF ELECTRICAL ENGINEER 40.00 X 187461 0 32395 WILLIAM BRANDT SR. PRINCIPAL MECHANICAL ENGINEER 45.00 X 186554 0 21660 KAREN MORRIS SR. DIRECTOR, HR & FACILITIES MGMT. 40.00 X 177041 0 27507 DAVID HANKIN THRU 73117 FORMER CEO 0.00 X 113251 0 0 5125135 0 516300 39 1 1 0 MORGAN LEWIS & BOCKIUS LLP 1701 MARKET STREET PHILADELPHIA PA 19103 LEGAL GENERAL, PATENT & TRADE, COCHLEAR 323295 COVINGTON & BURLING LLP ONE CITYCENTER 850 TENTH STREET N WASHINGTON DC 20001 LEGAL GENERAL 288146 BRIAN MECH 1529 PULASKI ROAD BUFFALO MN 55313 CONSULTING 119463 3 721081 721081 IMES II PROGRAM REVENUE 541700 495628 495628 OTHER PROJECT INCOME (OSSUR) 541700 410075 410075 RESEARCH GRANT INCOME 541700 153337 153337 1059040 3661083 3661083 6533970 6533970 152223512 3500 35659339 4019 116564173 -519 116563654 116563654 128538828 7593010 0 120224737 5000 5000 4799654 3794976 1004678 266795 244715 22080 5210300 4570190 640110 117999 100887 17112 829487 678053 151434 587800 508827 78973 777747 653413 124334 79345 79345 517508 517508 1764916 1743381 21535 879446 785314 94132 202632 182363 20269 1135958 908405 227553 22507 21757 750 18489 12056 6433 546998 496484 50514 94324 80337 13987 RELOCATION EXPENSE 231886 11000 220886 EMPLOYEE MORALE 26094 21713 4381 EMPLOYEE TRAINING 22635 12135 10500 TUITION REIMBURSEMENT 3000 3000 0 2177 1968 209 18142697 14835974 3306723 0 30566852 1040546 174571573 118586920 11795 6079 225377 512509 9339861 7720006 682872 1619855 96004228 241873349 1479795 1477043 1529700 919507 2339245 8308167 307411437 374343975 2731424 2647791 2731424 2647791 X 304680013 371696184 304680013 371696184 307411437 374343975 110396131 -43379960 0 X 0 1 X 1 0 X UCLA FOUNDATION LOS ANGELES CA RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1239514 838002 401512 5508110 4713595 794515 2592237 2168409 423828 1619855 X 85158868 -43379960 -43379960 128538828 0 128538828 18142705 0 18142705 -8 -8 18142697 PART X, LINE 2: THE ALFRED E. MANN FOUNDATION FOR SCIENTIFIC RESEARCH IS EXEMPT FROM FEDERAL INCOME AND CALIFORNIA FRANCHISE TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE CORRESPONDING CALIFORNIA PROVISIONS. THE ALFRED E. MANN FOUNDATION FOR SCIENTIFIC RESEARCH HAD NO SIGNIFICANT UNRELATED BUSINESS INCOME TAX DURING THE YEARS ENDED MARCH 31, 2022 AND 2021. ACCORDINGLY, NO TAX PROVISION FOR UNRELATED BUSINESS INCOME HAS BEEN MADE IN THE ACCOMPANYING FINANCIAL STATEMENTS FOR THE YEARS ENDED MARCH 31, 2022 AND 2021. THE FOUNDATION, UNDER THE PROVISIONS OF ASC 740, INCOME TAXES, HAD NO UNCERTAIN TAX POSITIONS REQUIRING ACCRUAL AS OF MARCH 31, 2022 AND 2021. PART XII, LINE 4B - OTHER ADJUSTMENTS: ROUNDING DIFFERENCE -8. CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 24581290 NORTH AMERICA 0 0 INVESTMENTS 397948 0 0 0 0 0 0 24979238 0 24979238 1 0 1 1 1 0 PART I, LINE 3: THE ACCRUAL METHOD OF ACCOUNTING IS USED FOR BOTH AMOUNTS REPORTED AS INVESTMENTS AND EXPENDITURES. PART III ACCOUNTING METHOD: X X X 0 0 0 1 0 0 0 1 0 ROBERT GREENBERGAS OF 4121 CEO, EXECUTIVE CHAIRMAN OF THE BOARD 488294 0 440125 0 20 0 8700 0 64225 0 1001364 0 0 0 FARAH BOROOMAND CHIEF FINANCIAL OFFICER 280862 0 220142 0 0 0 8700 0 38207 0 547911 0 0 0 JOHN PETROVICH THRU 33121 PRESIDENT AND CEO 127115 0 217017 0 22674 0 6861 0 7878 0 381545 0 0 0 NEIL TALBOT VP, RESEARCH & TECHNOLOGY 248475 0 63500 0 0 0 8700 0 21335 0 342010 0 0 0 MICHAEL PERRIN THRU 21822 VP QUAL ASSUR, REGULATORY, OPERATION 184097 0 102594 0 0 0 7544 0 26151 0 320386 0 0 0 JOSEPH CALDERON DIRECTOR, MECHANICAL ENGINEERING 163225 0 81917 0 20 0 7755 0 35688 0 288605 0 0 0 BRIAN DEARDEN DIRECTOR, ELECTRICAL ENGINEERING 181622 0 53517 0 20 0 5264 0 37413 0 277836 0 0 0 VALMA KLEIN VICE PRESIDENT, CLINICAL AFFAIRS 177477 0 59100 0 0 0 5609 0 24290 0 266476 0 0 0 BRIAN MECH AS OF 6121 VICE PRESIDENT, STRATEGY 132985 0 125 0 119483 0 4060 0 588 0 257241 0 0 0 BRIAN SHELTON DIRECTOR, SOFTWARE AND SYSTEMS DEV 179751 0 48125 0 20 0 5801 0 11468 0 245165 0 0 0 CHRISTOPHER FLECK MANUFACTURING ENGINEERING DIRECTOR 184153 0 39125 0 20 0 6995 0 8457 0 238750 0 0 0 PHILIP LEE ASSISTANT GENERAL COUNSEL 165060 0 26625 0 0 0 4945 0 29867 0 226497 0 0 0 SAM W BOWMAN PRINCIPAL ENGINEER ELECTRICAL 157716 0 43125 0 20 0 4344 0 19791 0 224996 0 0 0 RONGQING DAI CHIEF ELECTRICAL ENGINEER 179316 0 8125 0 20 0 5321 0 27074 0 219856 0 0 0 WILLIAM BRANDT SR. PRINCIPAL MECHANICAL ENGINEER 147029 0 39525 0 0 0 5842 0 15818 0 208214 0 0 0 KAREN MORRIS SR. DIRECTOR, HR & FACILITIES MGMT. 152416 0 24625 0 0 0 4792 0 22715 0 204548 0 0 0 COREY DISHMON AS OF 6121 CHIEF LEGAL OFFICER, EXEC. VP, BUSIN 156861 0 125 0 0 0 4685 0 10567 0 172238 0 0 0 DAVID HANKIN THRU 73117 FORMER CEO 0 0 113251 0 0 0 0 0 0 0 113251 0 0 0 PART I, LINE 5 BONUSES WERE PAID THIS YEAR UNDER TWO INCENTIVE COMPENSATION PLANS KNOWN AS THE ALFRED MANN FOUNDATION FOR SCIENTIFIC RESEARCH INCENTIVE COMPENSATION PLAN AXONICS MODULATION TECHNOLOGIES AND B) THE DEFERRED COMPENSATION PLAN RE: MEDTRONIC TRANSACTION. THE AXONICS INCENTIVE WILL CONTINUE UPON THE RECEIPT BY AMF FROM AXONICS QUARTERLY ROYALTIES UNDER A LICENSE AGREEMENT BETWEEN AMF AND AXONICS COVERING CERTAIN AMF PATENTS AND OTHER INTELLECTUAL PROPERTY LICENSED TO AXONICS TILL THE EXPIRATION OF THE PATENTS. THE MEDTRONIC DEFERRED COMP INCENTIVE WILL CONTINUE FOR THE NEXT 4 YEARS. THE AXONICS PLAN WAS APPROVED BY THE BOARD OF DIRECTORS EFFECTIVE AS OF APRIL 1, 2014, AS AMENDED AND RESTATED ON AUGUST 3, 2016 AND THE MEDTRONIC PLAN WAS APPROVED AS OF APRIL 30, 2021. AS STATED IN THE PLAN, "THE PURPOSE OF THESE PLANS IS TO ENHANCE THE ABILITY OF AMF TO ATTRACT AND RETAIN HIGHLY QUALIFIED EMPLOYEES BY PROVIDING INCENTIVE COMPENSATION OPPORTUNITIES. TO THE EXTENT THE PLANS PROVIDE FOR A DEFERRAL OF COMPENSATION, THE PLANS ARE INTENDED TO BE INELIGIBLE DEFERRED COMPENSATION PLANS WITHIN THE MEANING OF SECTION 457(F) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE")." THESE PLANS ARE INTENDED TO BE A NONQUALIFIED DEFERRED COMPENSATION PLAN WITHIN THE MEANING OF CODE SECTION 457(F), AND AS SUCH PARTICIPATION IS LIMITED TO EMPLOYEES WHO (I) QUALIFY FOR INCLUSION IN A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES" WITHIN THE MEANING OF ERISA SECTIONS 201(2), 301(A)(3) AND 401(A)(1), AND (II) ARE DESIGNATED BY THE COMMITTEE TO BE ELIGIBLE FOR A COMPENSATION AWARD. EMPLOYEES DESIGNATED TO RECEIVE AWARDS ENTER INTO AN INDIVIDUAL AWARD AGREEMENTS UNDER THE PLAN. PLAN AWARDS PROVIDE LONG-TERM, DEFERRED INCENTIVE COMPENSATION TO AWARD RECIPIENTS MEANT TO SERVE AS A GENERAL EMPLOYEE RETENTION TOOL, AND ALSO TO REWARD KEY PARTICIPANTS IN THE UNDERLYING PROJECT OR RESEARCH EFFORT THAT WAS THE SUBJECT OF THE LTIPS. UPON ACTUAL RECEIPT BY AMF OF PROCEEDS OF A LIQUIDITY EVENT (AND AFTER DEDUCTING CERTAIN AMOUNTS DESIGNED TO REIMBURSE AMF FOR ITS COSTS OF THE UNDERLYING ASSET), AN AWARD POOL IS CREATED AND AWARD RECIPIENTS ARE PAID A PERCENTAGE OF THE NET PROCEEDS RECEIVED BY AMF. TYPICALLY, THE TOTAL AWARDS TO ALL RECIPIENTS IN ANY PLAN DO NOT EXCEED 12.00% OF THE AMOUNT OF NET PROCEEDS REALIZED BY AMF. NO AMOUNTS ARE PAYABLE UNLESS AND UNTIL AMF HAS ACTUALLY RECEIVED THE PROCEEDS OF A LIQUIDITY EVENT OR ROYALTIES UNDER THE LICENSE AGREEMENT. THE AWARDS ARE SUBJECT TO SEVERAL CONDITIONS, DESIGNED TO PROVIDE A SUBSTANTIAL RISK OF FORFEITURE TO THE AWARD RECIPIENT. AMONG THESE CONDITIONS AND RISKS ARE: - THE RISK OF FORFEITURE IF THE RECIPIENT LEAVES THE EMPLOY OF AMF OR IS TERMINATED PRIOR TO VESTING (THERE IS A VESTING PERIOD FOR THE AWARDS, AND AWARDS FURTHER DO NOT VEST EVEN DURING THE PERIOD TO THE EXTENT THAT A LIQUIDITY EVENT SHALL NOT HAVE YET OCCURRED). THERE ARE VERY LIMITED EXCEPTIONS FOR RETIREMENT, DEATH AND DISABILITY. - THE RISK THAT THE PROCEEDS OF A LIQUIDITY EVENT WILL FAIL TO EXCEED PREDETERMINED COST REIMBURSEMENT HURDLES THAT ARE BUILT INTO EACH AWARD AGREEMENT. - THE RISK THAT THE UNDERLYING PROJECT OR SPINOUT COMPANY FAILS TO ACHIEVE A LIQUIDITY EVENT AT ALL. - THERE ARE ANNUAL AND CUMULATIVE CAPS TO THE PAYMENT OF AWARDS UNDER THE AWARD AGREEMENT. - RESTRICTIONS SET FORTH IN EACH AWARD AGREEMENT LIMIT THE MAXIMUM AMOUNT OF PROCEEDS TO WHICH A RECIPIENT'S AWARD PERCENTAGE WILL APPLY. THE PLANS AND THE AWARD AGREEMENTS WERE APPROVED BY THE BOARD OF DIRECTORS AFTER REVIEWING DETAILED COMPENSATION ANALYSIS INFORMATION PREPARED BY AN INDEPENDENT, REPUTABLE FIRM AND RECEIVING OUTSIDE LEGAL ADVICE, BOTH RELATING TO THE REASONABLENESS OF THE LTIP COMPENSATION. THE LTIPS REQUIRE THAT THIS COMPENSATION ANALYSIS BE UPDATED AT LEAST EVERY TWO YEARS, AND THIS WAS DONE IN 2016, 2018, 2020 AND MOST RECENTLY IN 2021. THERE WAS AN UPDATE TO THE 2021 IN APRIL 2022. PART I, LINE 7 REGULAR ANNUAL BONUSES ARE PAID PURSUANT TO AMF'S ANNUAL INCENTIVE PLAN, WHICH IS REVIEWED, RENEWED AND APPROVED EACH YEAR BY THE BOARD OF DIRECTORS. THESE BONUSES ARE BASED ON ACHIEVEMENT OF PERSONAL AND CORPORATE GOALS, AMONG OTHER CONSIDERATIONS, AND ARE APPROVED BY THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B A DRAFT OF THE 990 WILL BE PRESENTED BY MANAGEMENT TO THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS FOR THEIR REVIEW AND DISCUSSION. A FULL COPY OF THE FORM WILL BE PROVIDED TO ALL VOTING MEMBERS PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST DISCLOSURES ARE UPDATED ANNUALLY AND POTENTIAL CONFLICTS ARE REVIEWED PRIOR TO PARTICIPATING IN TRANSACTIONS. IF A CONFLICT EXISTS, THE PERSON WITH A CONFLICT DOES NOT VOTE. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD OF DIRECTORS REVIEWS AND APPROVES THE COMPENSATION OF THE CEO AND HIS DIRECT REPORTS INCLUDING THE CFO. IT ALSO REVIEWS AND APPROVES THE OVERALL ANNUAL ADJUSTMENTS TO COMPENSATION OF OTHER EMPLOYEES. SPECIFIC ADJUSTMENTS FOR OTHER EMPLOYEES ARE HANDLED BY THE CEO AND HEAD OF HUMAN RESOURCES USING COMPARISONS TO SALARY SURVEYS FOR SIMILAR POSITIONS AND EXPERIENCE. THE BOARD OF DIRECTORS APPROVED COMPENSATION FOR THE CEO AND HIS DIRECT REPORTS INCLUDING THE CFO ON 4/22/22. THIS PROCESS WAS DOCUMENTED AND USED INFORMATION FROM AN INDEPENDENT, REPUTABLE COMPENSATION ANALYSIS FIRM. FORM 990, PART VI, SECTION C, LINE 19 MEMBERS OF THE PUBLIC OR INTERESTED PARTIES MAY REQUEST TO REVIEW OR RECEIVE A COPY OF THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS BY PHONE OR MAIL.