2021-10-15T17:16:03-05:00 2020-12-31 366055558 GRANT THORNTON LLP 171 N CLARK ST STE 200 CHICAGO IL 60601 990 2020-01-01 274813461 NAVY PIER INC NAVY 3125957437 600 EAST GRAND AVENUE CHICAGO IL 606113419 MARILYNN GARDNER PRESIDENT/CEO 3125957437 2021-10-15 1 MARILYNN GARDNER XXX-XX-XXXX BRIDGET ROCHE P00666837 3128560200 3 AAL1 IAL1 2020 2022-09-23 18:48:47Z MARILYNN GARDNER 600 EAST GRAND AVENUE CHICAGO IL 606113419 19584692 0 X WWW.NAVYPIER.ORG X 2011 IL NAVY PIER, CHICAGO'S ICONIC LAKEFRONT DESTINATION AND CULTURAL INSTITUTION, IS (SEE SCHEDULE O) AN ALL-WELCOMING, YEAR-ROUND CIVIC SPACE WHICH IS FREE TO THE PUBLIC, OFFERING UNIQUE DINING, RETAIL, ENTERTAINMENT AND FREE PROGRAMMING TO NEARLY 9 MILLION ANNUAL GUESTS, WHILE RELIEVING THE BURDEN OF THE GOVERNMENT TO MAINTAIN AND OPERATE THE HISTORIC DESTINATION. 30 29 543 100 0 0 2402511 4544012 55740423 14642574 226024 121408 140134 158249 58509092 19466243 0 0 0 0 15342506 10403942 0 62512 626098 45999287 30462636 61341793 40929090 -2832701 -21462847 209784547 187052693 82426622 81887775 127357925 105164918 X NAVY PIER IS THE PEOPLE'S PIER, CHICAGO'S LAKEFRONT TREASURE, WELCOMING ALL AND OFFERING DYNAMIC AND ECLECTIC EXPERIENCES THROUGH PARTNERSHIPS AND PROGRAMS THAT INSPIRE DISCOVERY AND WONDER. 0 0 35624316 0 14609074 UNIQUELY SITUATED ADJACENT TO THE MOUTH OF THE FAMOUSLY REVERSED CHICAGO RIVER, HUGGED BY THE BIG-SHOULDER SKYLINE, AND POKING INTO THE ENDLESS-HORIZON OF LAKE MICHIGAN, NAVY PIER IS CHICAGO'S FRONT PORCH. MORE THAN A LIVING POSTCARD, IT'S AN ECONOMIC ENGINE, OFFERING EMPLOYMENT OPPORTUNITIES FOR OVER 3,000 PEOPLE, OFTEN WITH UNIQUE JOB-SKILLS TRAINING, AND OFTEN TO NEW-ENTRIES TO THE WORKFORCE. NAVY PIER ALSO PROVIDES A YEAR-ROUND WORLD-CLASS STAGE FOR EMERGING INDEPENDENT ARTISTS AND ESTABLISHED CULTURAL INSTITUTIONS ALIKE, PARTNERING WITH MORE THAN 1,000 ARTISTS AND 50 ORGANIZATIONS, INCLUDING TENANT NONPROFITS SUCH AS CHICAGO SHAKESPEARE THEATER AND CHICAGO CHILDREN'S MUSEUM. NAVY PIER DESIGNED ITS OWN ARTS, CULTURE, AND ENGAGEMENT (ACE) PROGRAMMING TO INSPIRE, EDUCATE AND (SEE SCHEDULE O) CONNECT ARTISTS TO AUDIENCES FROM AROUND THE CITY AND AROUND THE WORLD. EVEN IN A YEAR DRASTICALLY CURTAILED BY THE CORONAVIRUS PANDEMIC, NAVY PIER DELIVERED ON SEVERAL FREE DYNAMIC EVENTS.HIGHLIGHTS INCLUDE:- WINTER MUSIC SERIES: INAUGURAL SEASONAL MUSIC PROGRAM, FEATURING LOCAL ARTISTS AND ENSEMBLES REPRESENTING MOST EVERY GENRE OF MUSIC EVERY WEEK IN FEBRUARY.- GLOBAL CONNECTIONS PRESENTED BY COMED: A SERIES CELEBRATING DIVERSE CULTURES AND CELEBRATIONS FROM AROUND THE WORLD, INCLUDING CHINESE NEW YEAR AND CARNIVALE. A CELEBRATION OF THE HINDU FESTIVAL HOLI WAS PLANNED FOR MARCH 2020, BUT CANCELED DUE TO THE PANDEMIC.- LATINXT: A TWO-DAY LATIN MUSIC FESTIVAL FEATURING NEXT-GENERATION, TRADITION-BENDING MUSIC FROM LOCAL AND INTERNATIONAL LATINX ARTISTS.- FRESH FEST! PRESENTED BY ALLSTATE: AN ALL-DAY SHOWCASE FEATURING TALENTED LOCAL YOUTH.- THE RETURN OF NAVY PIER'S MOST POPULAR FREE PROGRAMS, SUCH AS LIVE BY THE LAKE! (WEEKLY LIVE MUSIC SERIES); WAVE WALL WAX (WEEKLY DJ SERIES); WIGGLEWORMS (WEEKLY CHILDREN'S MUSIC SERIES); SUMMER FITNESS (WEEKLY EXERCISE AND YOGA SERIES); WATER FLICKS (WEEKLY OUTDOOR FILM SERIES); NAVY PIER PRIDE (ANNUAL LGBTQ+ PRIDE CELEBRATION); WATER COLORS (WEEKLY LIVE JAZZ MUSIC SERIES); AND MORE.- POSTCARDS TO CHICAGO: A NEW PERMANENT PUBLIC ART INSTALLATION FEATURING A VIBRANT MURAL ACROSS THE NORTH WALL OF NAVY PIER, COMMISSIONED WITH THE DESIGN MUSEUM OF CHICAGO AND PRODUCED IN PARTNERSHIP WITH STUDENT PHOTOGRAPHERS FROM LOCAL COLLEGES.- VIRTUAL EXPIERIENCES: NEARLY ALL OF NAVY PIER'S PUBLIC PROGRAMMING WAS LIVE-STREAMED VIA THE INTERNET TO HELP THE COMMUNITY STAY CONNECTED AND EXPERIENCE THE PIER FROM HOME DURING THE COVID-19 PANDEMIC.- VIRTUAL GALA: A DIGITAL SHOWCASE FEATURING SPECIAL PERFORMANCES FROM LOCAL ARTISTS TO HELP RAISE FUNDS TO SUPPORT NAVY PIER'S FREE, YEAR-ROUND ARTS AND CULTURAL PROGRAMS.IN ADDITION TO SERVING AS ONE OF THE MIDWEST'S TOP DESTINATIONS FOR FREE PUBLIC PROGRAMMING, NAVY PIER CONTINUES TO SERVE AS A VITAL ECONOMIC DRIVER FOR THE CITY OF CHICAGO, TYPICALLY EMPLOYING MORE THAN 3,000 PEOPLE ACROSS THE ROUGHLY 70+ BUSINESSES ON SITE. PRE-PANDEMIC, NAVY PIER AND AFFILIATED PARTNERS GENERATED ANNUAL $130 MILLION IN SALES ONSITE, WHICH INFUSED APPROXIMATELY $13 MILLION INTO THE ECONOMY VIA CITY, COUNTY AND STATE TAXES, AS WELL AS AN ADDITIONAL $200 MILLION IN SALES IN THE IMMEDIATE VICINITY.SINCE BECOMING A NONPROFIT ORGANIZATION IN 2011, NAVY PIER HAS RAISED $60 MILLION FOR CAPITAL AND OPERATIONS. IN 2020, ROUGHLY 23% OF THE PIER'S $19.5 MILLION OPERATING REVENUE CAME FROM CORPORATE AND PHILANTHROPIC PARTNERS. THEIR GENEROUS SUPPORT AND CONTRIBUTIONS HELPED UNDERWRITE MANY OF THE PIER'S FREE PUBLIC PROGRAMS.NAVY PIER, GOVERNED BY A 29-MEMBER VOLUNTEER BOARD CONSISTING OF BUSINESS AND CIVIC LEADERS, CONTINUES TO OPERATE DILIGENTLY UNDER THE VALUES OF EXCELLENCE, INCLUSION, STEWARDSHIP, AND INTEGRITY. 0 0 0 0 0 0 35624316 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 1 1 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 233 0 1 543 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 30 29 0 0 0 0 0 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 IL X X X JEFFREY BROWN 3125955205 600 EAST GRAND AVENUE CHICAGO IL 606113419 MARILYNN GARDNER PRESIDENT & CEO 37.50 0.00 X X 506451 0 51173 WILLIAM J BRODSKY CHAIRPERSON 5.00 0.00 X X 0 0 0 NORMAN R BOBINS VICE CHAIRPERSON 5.00 0.00 X X 0 0 0 JENNIFER STEANS TREASURER (AS OF 2/20) 5.00 0.00 X X 0 0 0 SARAH NAVA GARVEY THRU 220 TREASURER 5.00 0.00 X X 0 0 0 MICHELLE COLLINS SECRETARY 5.00 0.00 X X 0 0 0 LISA KONIK ARONIN DIRECTOR 1.00 0.00 X 0 0 0 DOUGLAS R BROWN DIRECTOR 1.00 0.00 X 0 0 0 DEVON BRUCE THRU 0120 DIRECTOR 1.00 0.00 X 0 0 0 JOHN BUCKSBAUM DIRECTOR 1.00 0.00 X 0 0 0 GISSELLE CASTILLO-VERMIS DIRECTOR 1.00 0.00 X 0 0 0 GERY CHICO DIRECTOR 1.00 0.00 X 0 0 0 LARITA CLARK EX-OFFICIO 1.00 0.00 X 0 0 0 NORA DALEY THRU 1220 DIRECTOR 1.00 0.00 X 0 0 0 PATRICK F DALY THRU 220 DIRECTOR 1.00 0.00 X 0 0 0 JILL GRIEBENOW AS OF 220 DIRECTOR 1.00 0.00 X 0 0 0 SANDRA P GUTHMAN DIRECTOR 1.00 0.00 X 0 0 0 DEAN HARRISON DIRECTOR 1.00 0.00 X 0 0 0 BRETT HART EX-OFFICIO 1.00 0.00 X 0 0 0 EMILY HEISLEY STOECKEL DIRECTOR 1.00 0.00 X 0 0 0 ROGER J KILEY JR EX-OFFICIO 1.00 0.00 X 0 0 0 STEVE KOCH DIRECTOR 1.00 0.00 X 0 0 0 DONNA LAPIETRA THRU 1220 DIRECTOR 1.00 0.00 X 0 0 0 LAURA MARTIN AS OF 220 DIRECTOR 1.00 0.00 X 0 0 0 CHARLES R MATTHEWS DIRECTOR 1.00 0.00 X 0 0 0 MICHAEL O'ROURKE THRU 1220 DIRECTOR 1.00 0.00 X 0 0 0 TERRY PETERSON THRU 220 DIRECTOR 1.00 0.00 X 0 0 0 RICHARD PRICE DIRECTOR 1.00 0.00 X 0 0 0 JORGE RAMIREZ DIRECTOR 1.00 0.00 X 0 0 0 BRIDGET REIDY DIRECTOR 1.00 0.00 X 0 0 0 SANDRA REYNOLDS DIRECTOR 1.00 0.00 X 0 0 0 JOHN SCHMIDT DIRECTOR 1.00 0.00 X 0 0 0 SMITA SHAH DIRECTOR 1.00 0.00 X 0 0 0 JOHN SIMPSON DIRECTOR 1.00 0.00 X 0 0 0 ROBIN LOEWENBERG TEBBE DIRECTOR (AS OF 2/20) 1.00 0.00 X 0 0 0 MICHAEL TOOLIS DIRECTOR 1.00 0.00 X 0 0 0 KELLY WELSH DIRECTOR 1.00 0.00 X 0 0 0 JEFFREY BROWN CFO & ASST. TREASURER 37.50 0.00 X 215453 0 47951 CHONA MAGLAYA SR DIRECTOR AND ASSISTANT SECRETARY 37.50 0.00 X 119112 0 33405 BRIAN MURPHY CHIEF OPERATING OFFICER 37.50 0.00 X 350211 0 47765 DANIEL BLONDIN THRU 1220 EVP & GENERAL COUNSEL 37.50 0.00 X 287709 0 37819 MICHELLE BOONE CHIEF PROGRAM & CIVIC ENGAGEMENT OFFICER 37.50 0.00 X 283327 0 25059 MICHAEL DEGNAN SVP OF OPERATIONS 37.50 0.00 X 171927 0 41844 NORISSA BAILEY VP OF PEOPLE & CULTURE 37.50 0.00 X 162150 0 39981 SETH KAGY VP OF SALES & GUEST EXPERIENCE 37.50 0.00 X 160188 0 40510 2256528 0 365507 9 0 1 0 JAMES MCHUGH CONSTRUCTION COMPANY 1737 SOUTH MICHIGAN AVENUE CHICAGO IL 60616 CONSTRUCTION 4243009 ARAMARK GLOBETROTTERS LLC 2301 SOUTH MICHIGAN AVENUE CHICAGO IL 60616 HOUSEKEEPING 2602130 ABM PARKING SERVICES 180 NORTH LASALLE STREET CHICAGO IL 60601 PARKING 2527162 ALLIED UNIVERSAL SECURITY 55 EAST JACKSON BOULEVARD CHICAGO IL 60604 SECURITY 1989342 SPURRIER GROUP LLC 101 SOUTH 15TH STREET RICHMOND VA 23219 ADVERTISING 1515300 44 552107 424933 3566972 4544012 RETAIL 453220 5106981 5106981 PUBLIC PARKING 480000 3232511 3232511 SPONSORSHIPS 532000 2338909 2305409 33500 USE OF EXHIBITION FACILITIES 532000 2084555 2084555 PIER PARK AMUSEMENTS 713110 943786 943786 935832 935832 14642574 121350 121350 90000 89942 58 58 58 0 552107 28507 -28507 -28507 MISCELLANEOUS 900099 186756 186756 186756 19466243 14609074 0 313157 X 1371521 1371521 6566233 5156571 1100425 309237 720580 618213 92273 10094 1140423 975157 90065 75201 605185 445660 134167 25358 4723298 4718894 4404 520713 520713 95934 95934 62512 62512 4664162 4663002 1160 1589463 1588471 944 48 682881 244554 436534 1793 435972 156051 258875 21046 3400340 3095368 296719 8253 66381 24933 8966 32482 2136242 2104199 21362 10681 10281374 10127153 102814 51407 1700305 1603166 89150 7989 DUES AND SUBSCRIPTIONS 41222 26009 14193 1020 TRAINING 10834 5831 3182 1821 113515 71084 40839 1592 40929090 35624316 4678676 626098 3352615 1602077 22810247 4388557 1220726 3456179 2025107 441876 1142258 921399 221893543 46572166 178273069 175321377 960525 921228 0 0 209784547 187052693 9357494 4962132 7333615 7276018 40965390 39695014 22771463 27245388 1998660 2709223 82426622 81887775 X 126267698 101262753 1090227 3902165 127357925 105164918 209784547 187052693 X -21462847 10992 -741152 X X 0 1 X 1 0 X 16342383 8870634 2065425 2402511 4544012 34224965 16342383 8870634 2065425 2402511 4544012 34224965 2914005 31310960 100460 20420 443764 291107 121350 977101 12915 0 0 0 0 12915 210000 636482 186756 1033238 36248219 236508463 0.86380 0.93600 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: GROSS INCOME FROM FUNDRAISING - 2016 AMOUNT: $ 0. 2017 AMOUNT: $ 210,000. 2018 AMOUNT: $ 0. 2019 AMOUNT: $ 153,636. 2020 AMOUNT: $ 0. MISCELLANEOUS INCOME - 2016 AMOUNT: $ 0. 2017 AMOUNT: $ 0. 2018 AMOUNT: $ 0. 2019 AMOUNT: $ 482,846. 2020 AMOUNT: $ 186,756. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 187013832 35886179 151127653 32105765 9335682 22770083 2773946 1350305 1423641 175321377 ADVANCED DEPOSITS 995284 SWAP LIABILITY 1713939 2709223 X 18955920 10992 191330 -741152 -538830 19494750 -28507 -28507 19466243 41148927 191330 28507 219837 40929090 0 40929090 PART X, LINE 2: NPI IS EXEMPT FROM FEDERAL INCOME TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). NPI HAS ADOPTED THE REQUIREMENTS FOR ACCOUNTING FOR UNCERTAIN TAX POSITIONS IN ACCORDANCE WITH ACCOUNTING STANDARDS CODIFICATION (ASC) SUBTOPIC 740-10, INCOME TAXES - OVERALL. NPI IS SUBJECT TO INCOME TAXES ONLY ON INCOME DETERMINED TO BE UNRELATED BUSINESS INCOME. MANAGEMENT BELIEVES THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION IN THE ACCOMPANYING FINANCIAL STATEMENTS. NPI HAS A POLICY TO RECORD INTEREST AND PENALTIES (IF ANY) RELATED TO INCOME TAX MATTERS IN INCOME TAX EXPENSE. NPI RECOGNIZED NO INTEREST OR PENALTIES FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019. PART XI, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN VALUE OF SWAP -741,152. PART XI, LINE 4B - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES -28,507. PART XII, LINE 2D - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES 28,507. X X X X X X X 1 COMMUNITY COUNSELLING SERVICE CO LLC 527 MADISON AVENUE 5TH FLOOR NEW YORK NY 10022 PROFESSIONAL FUNDRAISING CONSULTING FOR CAMPAIGN 0 50000 62512 50000 50000 62512 50000 IL VIRTUAL CELEBRATION 552107 552107 28507 552107 552107 28507 28507 -28507 SCHEDULE G, PART I, LINE 2B(I): FUNDRAISING SERVICES COMMUNITY COUNSELLING SERVICE CO. LLC (CCS) WAS HIRED AS A FUNDRAISING CONSULTANT FOR A FUNDRAISING CAMPAIGN THAT STARTED IN DECEMBER 2020. $50,000 WAS RAISED IN DECEMBER 2020. THE CAMPAIGN CONTINUED IN 2021, $9 MILLION IN CASH AND PLEDGES HAS BEEN RECEIVED THROUGH AUGUST 2021. SCHEDULE G, PART II: FUNDRAISING EVENTS DURING 2020, VIRTUAL CELEBRATION WAS THE ONLY FUNDRAISING EVENT HELD. AS THE EVENT WAS ENTIRELY VIRTUAL, THERE WAS NO DIRECT BENEFIT TO DONORS WHO ATTENDED THE EVENT. AS SUCH, ALL RECEIPTS FROM THIS EVENT WERE CONSIDERED CONTRIBUTIONS. X X X X X 0 0 0 0 0 0 0 1 0 MARILYNN GARDNER PRESIDENT & CEO 355364 0 150221 0 866 0 16036 0 35137 0 557624 0 0 0 BRIAN MURPHY CHIEF OPERATING OFFICER 258762 0 90852 0 597 0 13378 0 34387 0 397976 0 0 0 DANIEL BLONDIN THRU 1220 EVP & GENERAL COUNSEL 195748 0 46013 0 45948 0 11560 0 26259 0 325528 0 0 0 MICHELLE BOONE CHIEF PROGRAM & CIVIC ENGAGEMENT OFF 226278 0 56130 0 919 0 12036 0 13023 0 308386 0 0 0 JEFFREY BROWN CFO & ASST. TREASURER 172890 0 42400 0 163 0 9589 0 38362 0 263404 0 0 0 MICHAEL DEGNAN SVP OF OPERATIONS 171249 0 0 0 678 0 6809 0 35035 0 213771 0 0 0 NORISSA BAILEY VP OF PEOPLE & CULTURE 162150 0 0 0 0 0 6406 0 33575 0 202131 0 0 0 SETH KAGY VP OF SALES & GUEST EXPERIENCE 155045 0 5000 0 143 0 6463 0 34047 0 200698 0 0 0 CHONA MAGLAYA SR DIRECTOR AND ASSISTANT SECRETARY 118952 0 0 0 160 0 3762 0 29643 0 152517 0 0 0 PART I, LINE 7 NON-FIXED PAYMENTS INCENTIVE PAYMENTS WERE BASED ON PRE-ESTABLISHED METRICS AND SUBJECT TO REVIEW AND APPROVAL BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS. SHORT TERM INCENTIVE PAYMENTS WERE EARNED IN 2019 AND WERE PAID IN FEBRUARY 2020, BEFORE THE COVID-19 PANDEMIC OCCURRED. A IL FINANCE AUTHORITY REV BONDS 861091967 2014-12-16 26500000 EQUIPMENT/CAPITAL PROJECTS/THEATRE 0 0 0 B IL FINANCE AUTHORITY REV BONDS 861091967 2017-10-12 19250000 REFUND PRIOR ISSUE FROM 12/16/14 0 0 0 A 3917000 26695389 26695389 2017 0 0 0 1 B 3000000 19257223 1005453 18251770 2017 0 1 0 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 A 0 1 0 0 0 0 0 0 1 B 0 1 0 0 1 0 0 0 1 A 1 B 1 SCHEDULE K, PART I, COLUMN F: COLUMN A: $26,684,702 OF THE PROCEEDS WERE USED TO MANUFACTURE AND INSTALL A NEW OBSERVATION WHEEL AND COMPLETE NECESSARY STRUCTURAL IMPROVEMENTS. COLUMN B: $18,251,770 OF THE LOAN WAS USED TO REFUND A PRIOR ISSUE AND $1,003,057 WAS USED TO COMPLETE CAPITAL PROJECTS INCLUDING CONSTRUCTION OF A LIVE PERFORMANCE THEATRE. THIS BOND WAS ISSUED ON 10/12/2017 AS A REFUND FOR A PRIOR ISSUE. PROCEEDS: THE VARIANCE BETWEEN PROCEEDS IN PART I AND PROCEEDS IN PART II LINE 3, IS INTEREST EARNINGS ON THE PROCEEDS. FORM 990, PART VI, SECTION A, LINE 7A MEMBERS OR STAKEHOLDERS WHO MAY ELECT UNDER THE LEASE AGREEMENT BETWEEN NAVY PIER AND THE METROPOLITAN PIER AND EXPOSITION AUTHORITY (MPEA), THE CHAIR OF THE BOARD, THE SECRETARY-TREASURER AND THE CHIEF EXECUTIVE OFFICER OF MPEA ARE REQUIRED TO BE VOTING MEMBERS OF NAVY PIER'S BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW PROCESS THE FORM 990 IS PREPARED BY NAVY PIER INC.'S CFO, CONTROLLER AND AN OUTSIDE CPA FIRM. THE FORM 990 IS REVIEWED BY NPI'S PRESIDENT AND CEO, GENERAL COUNSEL AND FINANCE COMMITTEE PRIOR TO FINAL APPROVAL OF THE BOARD OF DIRECTORS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY NAVY PIER MAINTAINS A CONFLICT OF INTEREST POLICY COVERING DIRECTOR, OFFICER, MEMBER OF A COMMITTEE OF THE BOARD OF DIRECTORS OF NAVY PIER,INC., OR KEY EMPLOYEE (AS DEFINED BY THE IRS IN INSTRUCTIONS FOR FROM 990) WHICH REQUIRES DISCLOSURE OF FINANCIAL INTERESTS THAT PRESENT A POTENTIAL CONFLICT OF INTEREST AS DEFINED IN THE POLICY. ANNUAL ATTESTATIONS ARE REQUIRED AS WELL AS IMMEDIATE DISCLOSURE IF A POTENTIAL CONFLICT ARISES. THE BOARD OF DIRECTORS ADJUDICATES IF A CONFLICT EXISTS AND IF THE TRANSACTION SHOULD PROCEED BASED UPON THE BEST INTEREST OF THE COMPANY. NAVY PIER ALSO MAINTAINS A WHISTLEBLOWER POLICY THAT INCLUDES THE ABILITY TO PROVIDE ANONYMOUS INFORMATION VIA A HOTLINE. SUCH INFORMATION IS REPORTED TO THE VP OF PEOPLE AND CULTURE, OR IF THIS PERSON IS NOT AVAILABLE OR IS THE SUBJECT OF THE INFORMATION, TO THE GENERAL COUNSEL. THIS PERSON MAKES A RECORD OF THE COMPLAINT, CONDUCTS AN INVESTIGATION, MAKES FINDINGS AND RECOMMENDS OR IMPLEMENTS CORRECTIVE ACTION IF APPROPRIATE. FORM 990, PART VI, SECTION B, LINE 15 PROCESS OF DETERMINING COMPENSATION THE EXECUTIVE COMMITTEE REVIEWS THE GOALS AND PERFORMANCE OF THE PRESIDENT AND CEO AND SENIOR MANAGEMENT. THE COMMITTEE ALSO RETAINS AN INDEPENDENT CONSULTANT WHO CONDUCTS AN INDEPENDENT EVALUATION USING COMPENSATION DATA OF THE COMPARABLE KEY EMPLOYEES AT LOCAL AND NATIONAL PEER INSTITUTIONS. THE EXECUTIVE COMMITTEE REVIEWS THE INFORMATION PROVIDED BY THE INDEPENDENT CONSULTANT AND APPROVES RECOMMENDATIONS FROM THE PRESIDENT AND CEO FOR COMPENSATION OF KEY EMPLOYEES. THE EVALUATIONS, REVIEWS, COMMENTS AND DECISIONS ARE DOCUMENTED IN THE MINUTES OF THE EXECUTIVE COMMITTEE. THE PRESIDENT AND CEO REVIEWS THE GOALS AND PERFORMANCE OF SENIOR STAFF AND REVIEWS THE COMPENSATION DATA OF THE COMPARABLE KEY EMPLOYEES OF WHICH RECOMMENDATIONS ARE REVIEWED, MODIFIED AND APPROVED BY THE EXECUTIVE COMMITTEE. SHORT TERM INCENTIVE PAYMENTS WERE EARNED IN 2019 AND WERE PAID IN FEBRUARY 2020, BEFORE THE COVID-19 PANDEMIC OCCURRED. TO HELP LIMIT COSTS DURING COVID-19 CLOSURES, NAVY PIER PRESIDENT & CEO MARILYNN GARDNER'S BASE SALARY WAS REDUCED BY 25% AS OF MAY, 2020. OTHER EXECUTIVE LEADERSHIP TEAM MEMBERS' BASE SALARIES WERE ALSO REDUCED BY 20% AT THAT TIME. SHORT-TERM INCENTIVE COMPENSATION TO EXECUTIVE TEAM MEMBERS WAS ELIMINATED IN 2020. OTHER FULL-TIME ADMINISTRATIVE STAFF SALARIES WERE REDUCED AS OF JULY, 2020. FORM 990, PART VI, SECTION C, LINE 19 HOW DOCUMENTS ARE MADE AVAILABLE TO THE PUBLIC GOVERNING DOCUMENTS, THE CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART IX, LINE 11G SECURITY: PROGRAM SERVICE EXPENSES 1,832,773. TOTAL EXPENSES 1,832,773. HOUSEKEEPING: PROGRAM SERVICE EXPENSES 1,654,931. TOTAL EXPENSES 1,654,931. OTHER FEES: PROGRAM SERVICE EXPENSES 1,175,298. FUNDRAISING EXPENSES 1,160. TOTAL EXPENSES 1,176,458. FORM 990, PART XI, LINE 9: CHANGE IN VALUE OF SWAP -741,152. COVID-19 PANDEMIC ON MARCH 11, 2020, THE WORLD HEALTH ORGANIZATION DECLARED THE OUTBREAK OF A RESPIRATORY DISEASE CAUSED BY A NEW CORONAVIRUS AS A "PANDEMIC". FIRST IDENTIFIED IN LATE 2019 AND KNOWN NOW AS COVID-19, THE OUTBREAK HAS IMPACTED MILLIONS OF INDIVIDUALS WORLDWIDE. IN RESPONSE, MANY COUNTRIES HAVE IMPLEMENTED MEASURES TO COMBAT THE OUTBREAK WHICH HAVE IMPACTED GLOBAL BUSINESS OPERATIONS. OUT OF CONCERN FOR THE SAFETY AND HEALTH OF ITS GUESTS AND EMPLOYEES, NPI TEMPORARILY CLOSED THE PIER ON MARCH 16, 2020. ILLINOIS GOVERNOR J.B. PRITZKER ISSUED EXECUTIVE ORDER 2020-10 ON MARCH 20, 2020 WHICH REQUIRED NON-ESSENTIAL BUSINESSES TO TEMPORARILY CEASE OPERATIONS. APPROXIMATELY 80 STAFF WERE FURLOUGHED OR LAID-OFF AFTER MARCH 27, 2020. NPI WAS ABLE TO SECURE A PAYCHECK PROTECTION PROGRAM TERM NOTE (PPP LOAN) THROUGH ITS PRIMARY LENDER ON APRIL 20, 2020, ALLOWING FURLOUGHED AND LAID-OFF STAFF TO RETURN TO WORK IN ORDER TO PREPARE FOR THE UPCOMING SUMMER SEASON. (FORGIVENESS OF THE PPP LOAN WAS GRANTED IN SEPTEMBER 2021 USING A 12-WEEK COVERED PERIOD FOR SALARIES, EMPLOYEE BENEFITS, AND UTILITY EXPENSES.) THE PIER REMAINED CLOSED TO THE PUBLIC UNTIL JUNE 10, 2020, WHEN IT REOPENED PER THE TERMS OF EXECUTIVE ORDER 2020-38. PURSUANT TO STATE OF ILLINOIS RESTRICTIONS, NPI WAS NOT ABLE TO OPERATE PIER PARK AMUSEMENTS, OR ITS CONVENTION AND MEETING FACILITIES AFTER MARCH 16, 2020. DUE TO THE ANTICIPATED DROP IN ATTENDANCE, EACH TENANT WAS OFFERED A RENT-RELIEF PACKAGE IN ORDER TO ENSURE THE TENANTS' LONG-TERM SURVIVAL; AGREEMENTS FOR RENT RELIEF WERE REACHED WITH ALL BUT THREE TENANTS BY THE END OF 2020. THE OPERATING RESTRICTIONS AND DECREASED ATTENDANCE NEGATIVELY IMPACTED NPI'S REVENUES, LIQUIDITY, AND NET ASSETS WITHOUT DONOR RESTRICTIONS. NPI MOVED TO MITIGATE THE IMPACT BY REDUCING ITS WORKFORCE, REDUCING SALARIES, REDUCING CONTRACTED SERVICES, DELAYING CAPITAL EXPENDITURES, REDUCING ADVERTISING COSTS AND OTHER DISCRETIONARY SPENDING, AND ACTIVELY MANAGING CASH DISBURSEMENTS, WHICH HAS ALLOWED NPI TO MEET ITS OBLIGATIONS AS THEY BECOME DUE. NPI'S DEBT OBLIGATIONS WERE RENEGOTIATED WITH ITS PRIMARY LENDER. THE VOLUNTEER BOARD AND STAFF LEADERSHIP OF NPI ENGAGED IN A FUNDRAISING CAMPAIGN TO ALLOW THE PIER TO RE-OPEN, REPLENISH CASH RESERVES AND CONTINUE TO OFFER RENT RELIEF TO ITS TENANT PARTNERS. DESPITE THESE PROACTIVE MEASURES, ATTENDANCE DURING SUMMER 2020 WAS APPROXIMATELY 15% OF THAT FROM THE PRIOR YEAR. IN AN EFFORT TO PRESERVE ITS LIQUIDITY, NPI DECIDED TO CLOSE THE PIER TO THE GENERAL PUBLIC AFTER LABOR DAY, AND RE-OPENED APRIL 30, 2021. TENANT LEASES WERE AGAIN MODIFIED DURING THIS CLOSURE PERIOD.