2020-04-03T09:38:18-05:00 2019-06-30 752393478 WHITLEY PENN LLP 640 TAYLOR STREET SUITE 2200 FT WORTH TX 76102 990 2018-07-01 752457270 PERFORMING ARTS FORT WORTH INC PERF 8172124300 330 E 4TH STREET FORT WORTH TX 76102 KATHY DUBOSE VICE PRESIDENT / CFO 8172124300 2020-01-29 1 CHRISTY CATES P00440503 8172599100 66.51.12.244 2020-01-29 15:19:33 CS P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 C9CC508B603D8A41B6E0CF17653875976BD10DA7 2018 2020-09-23 17:36:50Z DIONE KENNEDY 330 E 4TH STREET FORT WORTH TX 76102 33825239 0 X WWW.BASSHALL.COM X 1992 TX TO SERVE AS A PERMANENT HOME TO MAJOR PERFORMING ARTS ORGANIZATIONS OF FORT WORTH AND AS A PREMIER VENUE FOR TOURING ATTRACTIONS AND TO PROMULGATE ARTS EDUCATION. SEE SCH. O, GS 1. 42 39 174 530 206633 83041 5139685 1860413 11272900 13170937 1445743 2177846 609632 674325 18467960 17883521 17000 17000 0 0 4150004 4449907 0 0 364590 13380754 14382844 17547758 18849751 920202 -966230 123407410 130589813 6479681 11848808 116927729 118741005 TO SERVE AS A PERMANENT HOME TO MAJOR ARTS ORGANIZATIONS OF FORT WORTH AND AS A PREMIER VENUE FOR TOURING ATTRACTIONS AND TO PROMULGATE ARTS EDUCATION. SEE SCHEDULE O, GENERAL STATEMENT 1. 0 0 15545746 13170937 PRODUCTIONS AND PERFORMANCES - SEE SCHEDULE O GENERAL STATEMENT 2. 1231200 17000 EDUCATIONAL ACTIVITIES - SEE SCHEDULE O GENERAL STATEMENT 2. 16776946 1 1 0 0 0 0 0 0 0 1 1 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 1 1 0 0 0 0 1 1 1 0 0 1 83 0 1 174 1 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 42 39 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X KATHY DUBOSE 8172124300 330 E 4TH STREET FORT WORTH TX 76102 ANNE HELMREICH PARTIAL YEAR DIRECTOR 1.00 X 0 0 0 BECKY BRUMLEY DIRECTOR 1.00 X 0 0 0 DAVID MCDAVID DIRECTOR 1.00 X 0 0 0 DEE J KELLY JR DIRECTOR 1.00 X 0 0 0 DR JENNIFER GIDDINGS BROOKS DIRECTOR 1.00 X 0 0 0 EBONY COBB DIRECTOR 1.00 X 0 0 0 EDGAR H SCHOLLMAIER DIRECTOR 1.00 X 0 0 0 EDWARD P BASS CHAIRMAN EMERITUS 1.00 X X 0 0 0 ELAINE B AGATHER BOARD CHAIRMAN 1.00 X X 0 0 0 ERICH HOLMSTEN DIRECTOR 1.00 X 0 0 0 GLENN S FORBES DIRECTOR 1.00 X 0 0 0 GLORIA STARLING DIRECTOR 1.00 X 0 0 0 JEAN ROACH BOARD SECRETARY 1.00 X X 0 0 0 JEAN TUCKER DIRECTOR 1.00 X 0 0 0 JEFFREY K WENTWORTH DIRECTOR 1.00 X 0 0 0 JIL BARNES DIRECTOR 1.00 X 0 0 0 JOE T LANCARTE DIRECTOR 1.00 X 0 0 0 JOEL T SAWYER DIRECTOR 1.00 X 0 0 0 JOHN C GOFF DIRECTOR 1.00 X 0 0 0 JOHN L MARION DIRECTOR 1.00 X 0 0 0 KIM DARDEN DIRECTOR 1.00 X 0 0 0 LISA ROSE DIRECTOR 1.00 X 0 0 0 MARK L JOHNSON DIRECTOR 1.00 X 0 0 0 MARSHA KLEINHEINZ DIRECTOR 1.00 X 0 0 0 MARTIN C BOWEN PARTIAL YEAR BOARD VICE PRESIDENT / TREASURER 1.00 X X 0 0 0 MARY HALLMAN SMITH DIRECTOR 1.00 X 0 0 0 MARY RALPH LOWE DIRECTOR 1.00 X 0 0 0 MOLLIE LASATER DIRECTOR 1.00 X 0 0 0 PAIGE MCNAMARA DIRECTOR 1.00 X 0 0 0 PATRICIA H SCHUTTS DIRECTOR OF DEVEL / BOARD 40.00 X X 193248 0 19682 PRISCILLA MARTIN DIRECTOR 1.00 X 0 0 0 RICHARD GARVEY DIRECTOR 1.00 X 0 0 0 ROBERT M LANSFORD DIRECTOR 1.00 X 0 0 0 ROZANNE ROSENTHAL DIRECTOR 1.00 X 0 0 0 SHARON LEITE DIRECTOR 1.00 X 0 0 0 STACY MARSHALL DIRECTOR 1.00 X 0 0 0 STEFFEN E PALKO DIRECTOR 1.00 X 0 0 0 STEPHEN SELENY DIRECTOR 1.00 X 0 0 0 TERESA KING DIRECTOR 1.00 X 0 0 0 TIMOTHY W MCKINNEY DIRECTOR 1.00 X 0 0 0 WESLEY R TURNER DIRECTOR 1.00 X 0 0 0 WILLIAM P HALLMAN JR PARTIAL YEAR BOARD VICE PRESIDENT 1.00 X X 0 0 0 DANA STAYTON ASSISTANT SECRETARY 1.00 X 0 0 0 DIONE KENNEDY PRESIDENT / CEO 40.00 X 476942 0 27733 KATHY DUBOSE VICE PRESIDENT / CFO 40.00 X 257358 0 24551 JASON WISE DIRECTOR OF PROGRAMMING, COMMUNICATION, AND SALES 40.00 X 155436 0 18859 1082984 0 90825 4 0 1 0 LND ON TOUR LLC CO TROIKA ENTERTAINMEN 818 WEST DIAMOND AVE STE 250 GAITHERSBURG MD 20878 ARTIST FEE 481705 WAITRESS TOUR LLC 165 WEST 46TH ST STE 1202 NEW YORK NY 10036 ARTIST FEE 444031 FNL TOURING 7135 MINSTREL WAY STE 105 COLUMBIA MD 21045 ARTIST FEE 402433 ROTTEN TOUR LLC 42 MAPLE ST 2ND FLOOR SUMMIT NJ 07901 ARTIST FEE 397006 SCHOOL OF ROCK TOURING LLC 818 WEST DIAMOND AVE STE 250 GAITHERSBURG MD 20878 ARTIST FEE 391055 8 1860413 349005 1860413 TICKET SALES/SURCHARGE/COMMISSION 711190 11724670 11724670 HALL RENTAL FEES 532000 847075 847075 FACILITY OPERATIONS 900099 332400 332400 VALET PARKING 900099 258042 258042 RETURN OF IPN MEMBERSHIP CONTRIBU 900099 8750 8750 13170937 1324503 1324503 523528 83478 58672 0 464856 83478 548334 83478 464856 16471972 15618629 853343 853343 853343 387572 264417 123155 123155 OTHER INCOME 900099 2836 2836 2836 17883521 13170937 206633 2645538 17000 17000 980000 273000 576000 131000 2737388 2423225 187758 126405 137546 95063 30879 11604 348369 273313 53125 21931 246604 190628 40554 15422 18099 13574 4525 57275 28638 28637 281910 281910 380614 379040 1574 1230090 1230090 219470 144640 62266 12564 554799 355036 199763 364324 301561 62763 87368 72122 13319 1927 2689418 2689418 196780 98390 98390 ARTIST AND EVENT EXPENS 7278518 7256890 21628 BUILDING MAINTENANCE 726564 690236 36328 ALL OTHER EXPENSES 297615 245082 30424 22109 18849751 16776946 1708215 364590 9491650 15835847 879919 355933 1109156 665622 171654 241048 187534 188713 96668480 53135781 44481857 43532699 54429983 56847202 12655657 12922749 123407410 130589813 561131 1145421 5918550 10703387 6479681 11848808 X 53390390 53911289 21419924 22712301 42117415 42117415 116927729 118741005 123407410 130589813 -966230 2779506 0 X X 0 1 X 1 0 X 4751340 13805960 10503527 5139685 1860413 36060925 4751340 13805960 10503527 5139685 1860413 36060925 10381042 25679883 853545 743039 784561 1456160 1931509 5768814 96711 162773 136362 100362 123155 619363 6946 7377 2885 18996 2836 39040 42488142 60694041 0.60440 0.63600 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 66836972 299666 4514738 1769092 69882284 61016937 2600764 4054562 835291 66836972 34726778 23368289 3975595 1053725 61016937 24275221 12113021 -613207 1048257 34726778 23896811 832716 541625 995931 24275221 0.08720 0.78760 0.12520 0 1 1 7309619 7309619 79751611 47435186 32316425 9607250 5700595 3906655 43532699 BENEFICIAL IN NET ASSETS OF ENDOWMENT TRUST 12922749 12922749 X 20884839 2779506 503722 3283228 17601611 281910 281910 17883521 19071563 503722 503722 18567841 281910 281910 18849751 PART V, LINE 4: IT IS THE POLICY OF THE BOARD OF DIRECTORS OF THE COMPANY TO TREAT THE BOARD DESIGNATED INVESTED RESERVES TOGETHER WITH THE UNDISTRIBUTED EARNINGS AND APPRECIATION FROM THEIR INVESTMENT AS PERMANENT ENDOWMENT. AS SUCH, THE BOARD ENDEAVORS TO PRESERVE AND INVEST THE FUNDS SO AS TO GENERATE A TOTAL RETURN OVER THE LONG TERM THAT WILL BOTH ACCOMMODATE DISTRIBUTIONS FOR THE PURPOSES OF THE ENDOWMENT AND ALSO MAINTAIN THE REAL VALUE, AFTER INFLATION, OF THE UNDISTRIBUTED BALANCE OF THE FUNDS. THE BOARD HAS ADOPTED A POLICY FOR NORMAL ANNUAL DISTRIBUTIONS CONSISTENT WITH THE FOREGOING. THIS POLICY NOTWITHSTANDING, THE BOARD MAY MAKE EXTRAORDINARY DISTRIBUTIONS FROM TIME TO TIME FOR CAPITAL MAINTENANCE OF FACILITIES AND OTHER PURPOSES. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2A, "BOARD DESIGNATED OR QUASI-ENDOWMENT", REPRESENTS THESE BOARD DESIGNATED INVESTED RESERVES. PERMANENTLY RESTRICTED NET ASSETS INCLUDES DONOR RESTRICTED ENDOWMENT GIFTS TO BE HELD IN PERPETUITY WITH THE INVESTMENT INCOME TO BE USED FOR THE COMPANY'S CHILDREN'S EDUCATION PROGRAM. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2B, "PERMANENT ENDOWMENT", INCLUDES THESE PERMANENTLY RESTRICTED CONTRIBUTIONS. IT IS THE POLICY OF THE BOARD OF DIRECTORS OF THE COMPANY TO TREAT, FOR ENDOWMENT MANAGEMENT PURPOSES, BOTH THE PERMANENTLY RESTRICTED ORIGINAL PRINCIPAL AMOUNT OF ENDOWMENT GIFTS AND THE UNDISTRIBUTED EARNINGS AND APPRECIATION FROM THEIR INVESTMENT AS PERMANENT ENDOWMENT. AS SUCH, THE BOARD ENDEAVORS TO PRESERVE AND INVEST THE FUNDS SO AS TO GENERATE A TOTAL RETURN OVER THE LONG TERM THAT WILL BOTH ACCOMMODATE DISTRIBUTIONS FOR THE PURPOSES OF THE ENDOWMENT AND ALSO MAINTAIN THE REAL VALUE, AFTER INFLATION, OF THE UNDISTRIBUTED BALANCE OF THE FUNDS. THE BOARD HAS ADOPTED A DISTRIBUTION POLICY CONSISTENT WITH THE FOREGOING. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2C, "TEMPORARILY RESTRICTED ENDOWMENT", INCLUDES THESE UNDISTRIBUTED EARNINGS AND APPRECIATION. THE COMPANY RECEIVED CONTRIBUTIONS TO THE PAFW ENDOWMENT DURING THE FISCAL YEAR. MANY DONORS SIGNED A CHARITABLE CONTRIBUTION AGREEMENT PERMANENTLY RESTRICTING THE ORIGINAL PRINCIPAL OF THEIR CONTRIBUTION. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2B, "PERMANENT ENDOWMENT", INCLUDES THESE PERMANENTLY RESTRICTED CONTRIBUTIONS. THE COMPANY ALSO RECEIVED CONTRIBUTIONS TO THE PAFW ENDOWMENT WHICH WERE NOT DONOR RESTRICTED. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2C, "TEMPORARILY RESTRICTED ENDOWMENT", INCLUDES THESE CONTRIBUTIONS. IT IS THE POLICY OF THE BOARD OF DIRECTORS OF THE COMPANY TO TREAT, FOR ENDOWMENT MANAGEMENT PURPOSES, BOTH THE PERMANENTLY RESTRICTED ORIGINAL PRINCIPAL AMOUNT OF ENDOWMENT GIFTS AND THE UNDISTRIBUTED EARNINGS AND APPRECIATION FROM THEIR INVESTMENT AS PERMANENT ENDOWMENT. AS SUCH, THE BOARD ENDEAVORS TO PRESERVE AND INVEST THE FUNDS SO AS TO GENERATE A TOTAL RETURN OVER THE LONG TERM THAT WILL BOTH ACCOMMODATE DISTRIBUTIONS FOR THE PURPOSES OF THE ENDOWMENT AND ALSO MAINTAIN THE REAL VALUE, AFTER INFLATION, OF THE UNDISTRIBUTED BALANCE OF THE FUNDS. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2C, "TEMPORARILY RESTRICTED ENDOWMENT", INCLUDES THESE UNDISTRIBUTED EARNINGS AND APPRECIATION. DURING FISCAL YEAR 2016, THE ORGANIZATION AGREED TO AND ACCEPTED A $25 MILLION CHALLENGE GRANT FROM THE PHILECOLOGY FOUNDATION (THE FOUNDATION) TO PROVIDE FINANCIAL SUPPORT TO PAFW FOR ITS ENDOWMENT. THE FOUNDATION PLEDGED TO MATCH THE AMOUNT OF EACH QUALIFYING GIFT RECEIVED BY PAFW COMMENCING JANUARY 1, 2014 THROUGH DECEMBER 31, 2020 ON A RATIO OF $2 FOR ENDOWMENT FOR EVERY $1 CONTRIBUTED TO PAFW DESIGNATED AS PERMANENT ENDOWMENT. FURTHER, THE FOUNDATION PLEDGED TO MATCH THE AMOUNT OF EACH NEW QUALIFYING GIFT OF $25,000 OR GREATER PAID TO PAFW FOR ITS OPERATIONS DURING THE PERIOD COMMENCING JANUARY 1, 2014 THROUGH DECEMBER 31, 2020 ON A RATIO OF $2 FOR ENDOWMENT FOR EVERY $1 CONTRIBUTED TO PAFW FOR ITS OPERATIONS. ON SEPTEMBER 30, 2015, THE FOUNDATION AND PAFW ENTERED INTO A GENERAL PARTNERSHIP NAMED PHILECOLOGY-PAFW PARTNERS. IN ORDER TO FULFILL A GIFT INSTALLMENT PAYMENT PURSUANT TO THE TERMS OF THE GIFT AGREEMENT LETTER BETWEEN THE FOUNDATION AND PAFW, THE FOUNDATION ASSIGNS TO PAFW UNDIVIDED OWNERSHIP INTEREST IN AN INVESTMENT ACCOUNT THE FOUNDATION OWNS. DURING FISCAL YEAR 2017, QUALIFYING GIFTS EXCEEDED THE $12.5 MILLION REQUIRED TO FULFILL PAFW'S $25 MILLION CHALLENGE GRANT. PAFW'S CUMULATIVE PARTNERSHIP INTEREST OF 89.6009% IN THE NET ASSETS OF THE PHILECOLOGY-PAFW PARTNERS WAS VALUED AT $26,659,749 AT JUNE 30, 2017. ON JULY 1, 2017, THE PHILECOLOGY-PAFW PARTNERSHIP WAS TERMINATED AND PAFW'S ASSIGNED UNDIVIDED OWNERSHIP INTEREST IN THE FOUNDATION INVESTMENT ACCOUNT WAS DISTRIBUTED TO PAFW TO ESTABLISH THE PHILECOLOGY ENDOWMENT FUND. AT JUNE 30, 2019, THE PHILECOLOGY ENDOWMENT FUND WAS VALUED AT $29,399,144. IN ADDITION TO THE ABOVE, THERE ARE ENDOWMENT FUNDS HELD AND ADMINISTERED FOR THE BENEFICIAL INTEREST OF THE COMPANY BY A RELATED ORGANIZATION: THE NANCY LEE AND PERRY R. BASS PERFORMANCE HALL ENDOWMENT TRUST (THE "ENDOWMENT TRUST"). THESE FUNDS ARE INCLUDED IN THE SUMS REPORTED IN SCHEDULE D, PART V. THE PERCENTAGE REPORTED IN SCHEDULE D, PART V, LINE 2C, "TEMPORARILY RESTRICTED ENDOWMENT", INCLUDES THE ENDOWMENT FUNDS HELD AND ADMINISTERED BY THE ENDOWMENT TRUST. DISTRIBUTIONS TO THE COMPANY FROM THE ENDOWMENT TRUST ARE RESTRICTED AND MUST BE UTILIZED FOR CAPITAL MAINTENANCE AND REPLACEMENT AND RELATED PURPOSES, AS DEFINED, AND FOR CERTAIN BUILDING OPERATION AND MAINTENANCE PURPOSES, AS DEFINED. IT IS THE POLICY OF THE TRUSTEES OF THE ENDOWMENT TRUST TO TREAT THE ORIGINAL PRINCIPAL OF THE TRUST TOGETHER WITH UNDISTRIBUTED EARNINGS AND APPRECIATION FROM ITS INVESTMENT AS PERMANENT ENDOWMENT. AS SUCH, THE TRUSTEES ENDEAVOR TO PRESERVE AND INVEST THE FUNDS SO AS TO GENERATE A TOTAL RETURN OVER THE LONG TERM THAT WILL BOTH ACCOMMODATE DISTRIBUTIONS FOR THE PURPOSES OF THE ENDOWMENT AND ALSO MAINTAIN THE REAL VALUE, AFTER INFLATION, OF THE UNDISTRIBUTED BALANCE OF THE FUNDS. THE TRUSTEES HAVE ADOPTED A DISTRIBUTION POLICY CONSISTENT WITH THE FOREGOING. AT THE SAME TIME, THE TRUSTEES REMAIN AWARE AND TAKE INTO ACCOUNT THAT, DUE TO THE NATURE OF CAPITAL MAINTENANCE OF A LARGE AND COMPLEX FACILITY, EXTRAORDINARY DISTRIBUTIONS OF LARGER AMOUNTS MAY BE APPROPRIATE FROM TIME TO TIME AND WOULD BE PERMISSIBLE TO COVER CAPITAL MAINTENANCE EXPENDITURES BY THE COMPANY OF A SPECIAL OR EXTRAORDINARY NATURE. ENDOWMENT FUNDS HAVE BEEN UPDATED TO EXCLUDE WORKING CAPITAL WHICH IS NOT PART OF AN ENDOWMENT, QUASI-ENDOWMENT, OR INTEREST. PART X, LINE 2: SCHEDULE D, PART X, LINE 2: THE FASB ASC TOPIC 740, ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES (ASC 740), PRESCRIBES A RECOGNITION THRESHOLD AND MEASUREMENT EQUIVALENTS FOR FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT OF A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. IN ADDITION, ASC 740 PROVIDES GUIDANCE ON RECOGNITION, CLASSIFICATION, ACCOUNTING IN INTERIM PERIODS AND DISCLOSURE REQUIREMENTS FOR UNCERTAIN TAX PROVISIONS. THE ORGANIZATION HAS NO FINANCIAL REPORTING REQUIREMENTS ASSOCIATED WITH ASC 740 IN FISCAL YEAR 2019 OR 2018. PART XI, LINE 2D - OTHER ADJUSTMENTS: RECLASS OF GIFT SHOP EXPENSES 445,050. RECLASS OF RENTAL EXPENSES 58,672. PART XII, LINE 2D - OTHER ADJUSTMENTS: RECLASS OF GIFT SHOP EXPENSES 445,050. RECLASS OF RENTAL EXPENSES 58,672. 1 BAYARD H FREIDMAN AWARD FOR TEACHING EXCELLENCE IN PERFORMING ARTS 1 5000 PERRY R. BASS FELLOWSHIP 1 5000 ROZANNE ROSENTHAL AWARD FOR OUTSTANDING STUDENT IN PERFORMING ARTS 1 2000 BROADWAY AT THE BASS FOR TEACHING EXCELLENCE IN PERFORMING ARTS - THEATER AND/OR DANCE 1 5000 SCHEDULE I, PART I, LINE 2 PERRY R. BASS FELLOWSHIP THE PERRY R. BASS FELLOWSHIP WAS ESTABLISHED TO RECOGNIZE STUDENTS AND EDUCATORS SEEKING A GRADUATE DEGREE IN MUSIC, WHO MODEL EXCELLENCE IN MUSIC EDUCATION WITH CAREER ASPIRATIONS TO INCLUDE TEACHING. HONOREES MUST BE ENROLLED IN ONE OF THE FOUR DESIGNATED UNIVERSITIES: TEXAS CHRISTIAN UNIVERSITY, TEXAS WOMAN'S UNIVERSITY, THE UNIVERSITY OF NORTH TEXAS, AND THE UNIVERSITY OF TEXAS AT ARLINGTON. CANDIDATES MUST BE NOMINATED BY THE MUSIC EXECUTIVE AT HIS/HER RESPECTIVE UNIVERSITY AND MUST HAVE COMPLETED AT LEAST ONE SEMESTER TOWARD A MASTER'S OR DOCTORATE DEGREE AT ONE OF THE DESIGNATED UNIVERSITIES. NO MORE THAN TWO NOMINATIONS MAY BE SUBMITTED FROM ANY ONE UNIVERSITY PER ANNUAL SCHOLARSHIP CYCLE. FELLOWSHIP RECIPIENTS ARE SELECTED ON AN OBJECTIVE AND NONDISCRIMINATORY BASIS BY A COMMITTEE OF PROFESSIONALS IN MUSIC AND MUSIC EDUCATION AND REPRESENTATIVES FROM PAFW'S EDUCATION COMMITTEE. HONOREES ARE AWARDED A GIFT IN THE AMOUNT OF $5,000 AT THE PAFW CHILDREN'S EDUCATION PROGRAM ANNUAL AWARDS LUNCHEON. BAYARD H FRIEDMAN AWARD FOR TEACHING EXCELLENCE IN PERFORMING ARTS PERFORMING ARTS FORT WORTH (PAFW) RECOGNIZES ANNUALLY ONE EXCEPTIONAL TEACHER FROM THE FORT WORTH ISD WHO HAS DEMONSTRATED AN EXEMPLARY DEDICATION TO HIS/HER STUDENTS AND THE PERFORMING ARTS. BAYARD H FRIEDMAN AWARD CHAIRS ARE INTERVIEWED AND CHOSEN BY A COMMITTEE RECOMMENDED BY PAFW AND FWISD. HONOREES RECEIVE THEIR AWARDS, IN THE AMOUNT OF $5,000, AT THE FWISD'S ANNUAL ACADEMIC CHAIRS FOR TEACHING EXCELLENCE LUNCHEON. ROZANNE ROSENTHAL AWARD FOR OUTSTANDING STUDENT IN PERFORMING ARTSME ANNUALLY, PAFW HONORS ONE TALENTED STUDENT WHO HAS DEMONSTRATED OUTSTANDING ACHIEVEMENT IN THE PERFORMING ARTS. THE RECIPIENT IS SELECTED BY A GROUP OF COMMUNITY MUSIC PROFESSIONALS CHOSEN BY THE DIRECTOR OF EDUCATION. AT THE PAFW CHILDREN'S EDUCATION PROGRAM ANNUAL AWARDS LUNCHEON, THE HONOREE IS AWARDED A GIFT IN THE AMOUNT OF $2,000 AND THE OPPORTUNITY TO PERFORM AT THE LUNCHEON. BROADWAY AT THE BASS FOR TEACHING EXCELLENCE IN PERFORMING ARTS - THEATER AND/OR DANCE BEGINNING IN FISCAL YEAR 2017, PAFW CHILDREN'S EDUCATION PROGRAM INITIATED AN AWARD HONORING AN EXCEPTIONAL TEACHER OF PERFORMING ARTS FROM THE FORT WORTH ISD WHO HAS WORKED DILIGENTLY TO PREPARE STUDENTS FOR LIFE AND JOB SKILLS THROUGH THE VEHICLE OF DANCE AND THEATER ARTS PROGRAMS AND PRODUCTIONS. THE RECIPIENT IS SELECTED BY A GROUP OF COMMUNITY PERFORMING ARTS PROFESSIONALS CHOSEN BY THE DIRECTOR OF EDUCATION. AT THE PAFW CHILDREN'S EDUCATION PROGRAM ANNUAL AWARDS LUNCHEON, THE HONOREE IS AWARDED A GIFT IN THE AMOUNT OF $5,000 AND THE OPPORTUNITY FOR HIS/HER STUDENTS TO PERFORM AT THE LUNCHEON. X X X 0 0 0 0 0 0 0 0 0 PATRICIA H SCHUTTS DIRECTOR OF DEVEL / BOARD 193248 0 0 0 0 0 9616 0 10066 0 212930 0 0 0 DIONE KENNEDY PRESIDENT / CEO 476942 0 0 0 0 0 14375 0 13358 0 504675 0 0 0 KATHY DUBOSE VICE PRESIDENT / CFO 257358 0 0 0 0 0 13500 0 11051 0 281909 0 0 0 JASON WISE DIRECTOR OF PROGRAMMING, COMMUNICATI 155436 0 0 0 0 0 8076 0 10783 0 174295 0 0 0 KELLY HART & HALLMAN COMMON OWNER/DIRECTOR 17493 LEGAL FEES 0 BEPCO COMMON OWNER/DIRECTOR 406569 CONTRACT SECURITY SERVICE 0 X 111448 FMV X 1 136044 FMV X AIRLINE TICKET VOUCHERS 1 75225 FMV X ADVERTISING 1 44245 FMV X TICKETS 569 42165 FMV X TRAINING 1 5000 FMV 0 1 0 PART I, LINE 1 AND PART III, LINE 1 GENERAL STATEMENT 1 THE MISSION OF THE NANCY LEE AND PERRY R. BASS PERFORMANCE HALL IS TO SERVE AS A PERMANENT HOME TO MAJOR PERFORMING ARTS ORGANIZATIONS OF FORT WORTH AND AS A PREMIER VENUE FOR TOURING ATTRACTIONS SO AS TO ENHANCE THE RANGE, QUALITY AND ACCESSIBILITY OF CULTURAL FARE AVAILABLE TO THE PUBLIC, TO PROMULGATE ARTS EDUCATION, AND TO CONTRIBUTE TO THE CULTURAL LIFE OF FORT WORTH, TARRANT COUNTY AND THE REGION. PART III, LINE 4A AND 4B: PROGRAM SERVICE ACCOMPLISHMENTS LINE 4A - PRODUCTIONS AND PERFORMANCES: PERFORMING ARTS FORT WORTH OWNS AND OPERATES BASS PERFORMANCE HALL AND THE MADDOX-MUSE CENTER, WHICH INCLUDES THE VAN CLIBURN RECITAL HALL AND THE MCDAVID STUDIO. MORE THAN 300,000 INDIVIDUALS VISIT PAFW VENUES ANNUALLY, ENJOYING A HOST OF SUPERIOR QUALITY PERFORMING ARTS OFFERINGS: I. BASS PERFORMANCE HALL SERVES AS THE PERMANENT HOME FOR FOUR RESIDENT COMPANIES: FORT WORTH SYMPHONY ORCHESTRA, TEXAS BALLET THEATER, FORT WORTH OPERA AND THE CLIBURN CONCERTS AND THE QUADRENNIAL VAN CLIBURN INTERNATIONAL PIANO COMPETITION. SPECIAL THEATER LICENSE AGREEMENTS WITH EACH COMPANY WERE INITIALLY CONTRACTED FOR FIVE THEATER SEASONS WITH AUTOMATIC ONE YEAR EXTENSIONS AFTER THE FIRST FIVE SEASONS, PROVIDING NEITHER PARTY CHOOSES TO TERMINATE THE RELATIONSHIP. THE AGREEMENTS PROVIDE RESIDENT COMPANIES THE FIRST OPPORTUNITY TO SCHEDULE EACH SEASON AT SPECIFICALLY AGREED UPON RATES. II. PAFW HAS ALSO DEVELOPED ITS OWN PROGRAMMING SERIES, PRESENTING TOURING ATTRACTIONS IN A VARIETY OF FORMATS: BROADWAY AT THE BASS SERIES|A FAMILY SERIES|POPULAR ENTERTAINMENT SERIES| AND BROADWAY OFF BASS SERIES PRESENT THE MOST POPULAR, AWARD WINNING PRODUCTIONS OF TODAY, THE MCDAVID STUDIO CONCERT SERIES PRESENTS CRITICALLY ACCLAIMED ARTISTS PERFORMING MUSIC FROM VARIOUS GENRES IN AN INTIMATE VENUE WITH STATE-OF-THE-ART ACOUSTICS AND SPECIAL LIGHTING FEATURES. III. PAFW PROVIDES OPPORTUNITIES FOR THE PUBLIC TO RENT SPACE AT THE HALL FOR SPECIAL OCCASIONS AND EVENTS (E.G., WEDDINGS AND COMPANY PARTIES) THAT REQUIRE AN INCOMPARABLE SETTING FOR ONCE-IN-A-LIFETIME EXPERIENCES. RENTAL SPACES INCLUDE THE FOUNDER'S CONCERT THEATER, GRAND LOBBY, MEZZANINE LOBBY, GREEN ROOM AND RICHARDSON ROOM, MCDAVID STUDIO AND VAN CLIBURN RECITAL HALL. LINE 4B - EDUCATIONAL ACTIVITIES: PERFORMING ARTS FORT WORTH ESTABLISHED ITS CHILDREN'S EDUCATION PROGRAM (CEP) TO PROMULGATE ARTS EDUCATION, ONE OF THE CORNERSTONES OF THE PAFW MISSION. BASS PERFORMANCE HALL IS AT THE CENTER OF THE PROGRAM, SERVING AS A CLASSROOM AND OFFERING A VARIETY OF PERFORMING ARTS EDUCATIONAL OPPORTUNITIES OF SUPERIOR QUALITY AND FREE OF CHARGE FOR ALL STUDENTS AND EDUCATORS. THE CEP DEVELOPS AND PRESENTS PERFORMING ARTS PROGRAMS THAT ARE ENGAGING AND AGE-APPROPRIATE, DESIGNED TO EDUCATE AND INSPIRE, AS WELL AS, CULTIVATE ARTS PATRONS AND ARTISTS OF TOMORROW. EACH YEAR, MORE THAN 70,000 CHILDREN ATTEND AND ARE ENRICHED BY EXEMPLARY CEP PERFORMING ARTS PRESENTATIONS, WHICH ARE MANDATED BY THE FORT WORTH INDEPENDENT SCHOOL DISTRICT TO FIRST THROUGH FIFTH GRADES AND PERFORMED PRIMARILY BY OUR RESIDENT COMPANIES; MASTER CLASSES AND TEACHERS' INSTITUTES CONDUCTED BY NATIONALLY ACCLAIMED ARTISTS AND CLINICIANS; DISTANCE LEARNING PROGRAMS THAT REACH OUTLYING RURAL COMMUNITIES AND SCHOOLS ACROSS THE NATION; AND THE SUMMER MUSIC CAMPS FEATURING PROMINENT CLINICIANS WHO GUIDE ASPIRING YOUNG VOCALISTS AND MUSICIANS FROM UNDERSERVED AREA SCHOOLS. THE CEP IS SUPPORTED BY FUNDING FROM INDIVIDUALS, CORPORATIONS AND FOUNDATIONS. FORM 990, PART VI, SECTION A, LINE 2 PART VI: SECTION A. GOVERNING BODY AND MANAGEMENT PART VI, QUESTION 2: - EDWARD P. BASS AND MARTIN C. BOWEN HAVE A BUSINESS RELATIONSHIP. - DEE J. KELLY, JR. AND DANA STAYTON HAVE A BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION B, LINE 11B PART VI: SECTION B. POLICIES PART VI, QUESTION 11B: PERFORMING ARTS FORT WORTH, INC. (PAFW) ENGAGES A PAID PREPARER EXPERIENCED IN THE PREPARATION OF FORM 990 TO PREPARE THE FORM. PAFW'S CONTROLLER AND VICE PRESIDENT/CHIEF FINANCIAL OFFICER WORK CLOSELY WITH THE PAID PREPARER TO PROVIDE INFORMATION FOR THE RETURN. A DRAFT FORM 990 IS PROVIDED TO AND REVIEWED BY THE VICE PRESIDENT/CHIEF FINANCIAL OFFICER AND PRESIDENT/CHIEF EXECUTIVE OFFICER. A REVISED DRAFT IS THEN REVIEWED IN DETAIL, REVISED AS NEEDED, AND APPROVED BY THE FINANCE AND AUDIT COMMITTEE. A FINAL FORM 990 IS PROVIDED TO THE VICE PRESIDENT/CHIEF FINANCIAL OFFICER TO SIGN. IN ADDITION, A COPY OF THE COMPLETED FORM 990 IS PROVIDED TO THE BOARD OF DIRECTORS PRIOR TO FILING THE RETURN. FORM 990, PART VI, SECTION B, LINE 12C PART VI: SECTION B. POLICIES PART VI, QUESTION 12C: EACH YEAR THE BOARD OF DIRECTORS IS PROVIDED WITH THE CONFLICT OF INTEREST POLICY AND CONFLICT OF INTEREST STATEMENT AND ARE ASKED TO RETURN THE COMPLETED DOCUMENT TO PERFORMING ARTS FORT WORTH. THE EXECUTIVE COMMITTEE ADDRESSES ANY CONFLICT OF INTEREST ISSUES THAT ARISE. FOR STAFF, PERFORMING ARTS FORT WORTH, INC.'S HUMAN RESOURCE DEPARTMENT REQUIRES THAT ALL FULL-TIME EMPLOYEES SIGN THE ORGANIZATION'S CONFLICT OF INTEREST POLICY AND STATEMENT. HUMAN RESOURCES CONSISTENTLY MONITORS AND REVIEWS CONFLICT OF INTEREST POLICY COMPLIANCE ISSUES. FORM 990, PART VI, SECTION B, LINE 15 PART VI: SECTION B. POLICIES PART VI: QUESTION 15A AND 15B: PERFORMING ARTS FORT WORTH, INC. APPLIES THE FOLLOWING POLICIES AND PROCEDURES TO TAKE ADVANTAGE OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS PROVIDED IN THE INTERMEDIATE SANCTIONS REGULATIONS AND TO INSURE THE COMPENSATION PAID TO ITS EMPLOYEES IS APPROPRIATE: ENGAGES AN OUTSIDE CONSULTANT TO CONDUCT AN ANNUAL COMPENSATION SURVEY OF COMPARABLE ORGANIZATIONS IN THE PERFORMING ARTS INDUSTRY. THE ANNUAL SALARY SURVEY IS REVIEWED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS WHO RECOMMEND AND APPROVE THE PRESIDENT/CEO'S SALARY AS WELL AS THE SALARIES OF THE VP/CFO AND DIRECTOR OF DEVELOPMENT, FOR BUDGETING PURPOSES. ALL INDIVIDUALS WITH A CONFLICT OF INTEREST RELATED TO COMPENSATION ISSUES ARE EXCUSED DURING THIS REVIEW PROCESS. DOCUMENTATION OF THE COMPENSATION DISCUSSIONS IS CONTEMPORANEOUSLY PREPARED AND RETAINED. THE FULL BOARD APPROVES THE FINAL BUDGET WHICH INCLUDES THE OFFICER COMPENSATION. FORM 990, PART VI, SECTION C, LINE 19 PART VI: SECTION C. DISCLOSURE PART VI: QUESTION 19: PERFORMING ARTS FORT WORTH, INC. MAKES ITS IRS FORM 990, GOVERNING DOCUMENTS, AND CONFLICTS OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. PART XII, LINE 2C THE ORGANIZATION'S AUDIT COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THE ORGANIZATION DID NOT CHANGE ITS OVERSIGHT OR SELECTION PROCESS DURING THE TAX YEAR. BASS PERFORMANCE HALL ENDOWMENT TRUST 201 MAIN STREET FORT WORTH TX 76102 311594563 FUNDING TX 501(C)(3) LINE 12A, I PAFW 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 BASS PERFORMANCE HALL ENDOWMENT TRUST C 485900 CASH SCHEDULE R, PART II, LINE 1 AT JUNE 30, 2019, THE NANCY LEE AND PERRY R. BASS PERFORMANCE HALL ENDOWMENT TRUST HAD A FAIR VALUE OF $12,922,749. THE ENDOWMENT TRUST ALLOWS FOR AN ANNUAL PAY OUT OF THE EQUIVALENT OF UP TO FIVE PERCENT OF THE ALLOWABLE TRUST BASE, WITH NO LESS THAN 50% OF THE FUNDS DRAWN DEDICATED FOR (1) CAPITAL MAINTENANCE AND REPLACEMENT, AS DEFINED, (2) CONDUCTING AN ANNUAL MAINTENANCE REVIEW OF THE HALL, AND/OR (3) PAYMENT OF FIRE AND CASUALTY INSURANCE DEDUCTIBLES. THE REMAINING FUNDS DRAWN MAY BE USED FOR CERTAIN DEFINED BUILDING OPERATION AND MAINTENANCE PURPOSES. IT IS THE POLICY OF THE TRUSTEES TO TREAT THE UNDISTRIBUTED ASSETS OF THE TRUST AS A PERMANENT ENDOWMENT. AS SUCH, THE TRUSTEES ENDEAVOR TO PRESERVE AND INVEST THE ASSETS OF THE TRUST SO AS TO GENERATE A TOTAL RETURN OVER THE LONG TERM THAT WILL BOTH ACCOMODATE DISTRIBUTIONS FOR THE PURPOSES OF THE FUNDS AND ALSO MAINTAIN THE REAL VALUE, AFTER INFLATION, OF THE UNDISTRIBUTED BALANCE OF THE FUNDS. THE TRUSTEES HAVE ADOPTED A DISTRIBUTION POLICY CONSISTENT WITH THE FOREGOING. AT THE SAME TIME, THE TRUSTEES REMAIN AWARE AND TAKE INTO ACCOUNT THAT, DUE TO THE NATURE OF CAPITAL MAINTENANCE OF A LARGE AND COMPLEX FACILITY, EXTRAORDINARY DISTRIBUTIONS OF LARGER AMOUNTS MAY BE APPROPRIATE AND WOULD BE PERMISSIBLE FROM TIME TO TIME TO COVER CAPITAL MAINTENANCE EXPENDITURES BY THE COMPANY OF A SPECIAL NATURE.