2025-10-21T15:50:24-05:00 2024-12-31 420714325 RSM US LLP 9801 WASHINGTONIAN BLVD STE 500 GAITHERSBURG MD 20878 990 2024-01-01 522126751 SEABROOK VILLAGE INC SEAB 7326432000 3000 ESSEX ROAD TINTON FALLS NJ 07753 EILEEN ERSTAD TREASURER 7326432000 2025-10-17 1 1 JULIA FLANNERY P00928918 3012963600 2025-10-17 2024 2025-03-06 01:10:19Z MARY COLINS 3000 ESSEX ROAD TINTON FALLS NJ 07753 73946940 0 X WWW.NATIONALSENIORCOMMUNITIES.ORG X 1998 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. 14 10 901 283 0 0 2241341 1471385 68228968 70841225 545016 1038482 419019 415894 71434344 73766986 141616 255369 0 0 33437369 36449070 0 0 126530 48386070 48780514 81965055 85484953 -10530711 -11717967 311983168 311171530 397659713 402633179 -85676545 -91461649 X MISSION STATEMENT - HOME IS BELONGING, PEACE OF MIND, LOVE AND ACCEPTANCE. WELCOME HOME!VISION STATEMENT - SEABROOK VILLAGE, INC. CELEBRATES AGING! GROUNDED IN INCLUSION, INNOVATION AND ADVOCACY, WE CREATE UNPARALLELED VALUE AND OPPORTUNITIES FOR EVERY LIFE WE TOUCH. AS PART OF THE NATIONAL SENIOR COMMUNITIES ENTERPRISE, WE LEVERAGE OUR STRONG FINANCIAL FOUNDATION AND GOVERNANCE FOR THE BENEFIT OF SENIORS AND THOSE WHO SUPPORT THEM. 0 0 72311179 255369 70841225 SEABROOK VILLAGE PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 1,025 INDEPENDENT LIVING UNITS, 86 ASSISTED LIVING UNITS, AND 86 SKILLED NURSING BEDS. THE SERVICES WE PROVIDE TO OUR RESIDENTS INCLUDE, BUT ARE NOT LIMITED TO HOUSING, FOOD, MEDICAL, SECURITY AND MAINTENANCE SERVICES, RECREATIONAL AND PASTORAL ACTIVITIES. 72311179 1 1 0 0 0 0 0 0 1 0 1 1 0 0 1 1 1 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 113 0 1 901 1 0 0 0 0 0 0 0 0 0 0 0 0 X 14 10 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NJ X X SAMANTHA WHIRLEY 4102422880 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 X MARY D COLINS CHAIR & PRESIDENT/SECRETARY 0.30 11.80 X X 0 150000 0 BARBARA C BISGAIER VICE CHAIR & VICE PRESIDENT 0.50 8.40 X X 0 110000 0 EILEEN G ERSTAD TREASURER 0.10 21.20 X X 0 140000 0 PATRICIA M BROWN DIRECTOR 0.10 8.90 X 0 90000 0 IAN BROWN DIRECTOR 0.10 7.80 X 0 80000 0 KATHLEEN CLUPPER DIRECTOR (BEG 4/1/24) 0.10 6.90 X 0 65000 0 REV DR ZINA JACQUE DIRECTOR 0.10 13.00 X 0 172500 0 MONTY C LEONARD DIRECTOR 0.10 10.30 X 0 90000 0 MARY MOSCATO DIRECTOR (BEG 4/1/24) 0.10 7.20 X 0 65000 0 PAMELA D PAULK DIRECTOR 0.10 8.80 X 0 90000 0 STEPHANIE L REEL DIRECTOR/VICE CHAIR (THRU 3/31/24) 0.10 13.90 X X 0 150000 0 MICHAEL W ROSKIEWICZ DIRECTOR 0.10 15.30 X 0 135000 0 RUSSELL SHARP DIRECTOR 0.10 8.90 X 0 80000 0 LINDA J KAUFER RESIDENT DIRECTOR (THRU 3/31/24) 0.20 X 0 0 0 ED BATTEN RESIDENT DIRECTOR (BEG 4/1/24) 0.20 X 0 0 0 CHRIS RATHMANN ASSISTANT TREASURER (THRU 3/31/24) 1.00 15.00 X 0 0 0 PAMELA STINER ASSISTANT TREASURER (BEG 4/1/24) 1.00 18.00 X 0 0 0 JOHN HALL ASSISTANT TREASURER 1.00 18.00 X 0 0 0 MARK EMBLEY ASSISTANT TREASURER 1.00 18.00 X 0 0 0 NEAL GANTERT ASSISTANT TREASURER 1.00 18.00 X 0 0 0 SCOTT SAWICKI ASSISTANT SECRETARY (BEG 4/1/24) 0.30 45.40 X 0 307034 37698 JENNIFER MCNAMARA EXECUTIVE DIRECTOR 40.00 X 240409 0 20433 NEAL FIORE DIRECTOR, FINANCE 40.00 X 179946 0 33690 KATHRYN VICTOR REGIONAL DIRECTOR, EH&WB 40.00 X 175331 0 6376 SANDRA KEFFER DIRECTOR, NURSING 40.00 X 156997 0 14321 CHRISTIAN DESORMES LICENSED PRACTICAL NURSE 40.00 X 145650 0 16586 AMELIA BIRMINGHAM MANAGER, REHABILITATION 40.00 X 135366 0 11903 MEGAN MARTIN REHABILITATION ASSISTANT MANAGER 40.00 X 123208 0 4392 MARIA LENTINO COMMUNITY FINANCIAL ANALYST 40.00 X 121919 0 4716 ADRIANNE ROBINSON INFECTION PREVENTIONIST 40.00 X 117561 0 13829 1396387 1724534 163944 25 0 1 0 ERICKSON SENIOR LIVING LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT - SEE SCH. O 8456740 SWEETWATER CONSTRUCTION CORP 32 N MAIN ST CRANBURY NJ 08512 BUILDING CONTRACTOR 5188121 NJSB CONSTRUCTION LLC 12 WILLIAM LN ASHBURY PARK NJ 07712 BUILDING CONTRACTOR 3308757 BIERBACH CONSTRUCTION LLC 126 N ENSIGN DR LITTLE EGG HARBOR TOWN NJ 08087 BUILDING CONTRACTOR 1904545 THE SHERWIN WILLIAMS CO 6650 SANTA BARBARA RD ELKRIDGE MD 210755841 PAINTING SERVICES 553030 20 89697 1381688 8172 1471385 RESIDENT FEES 623000 62862588 62862588 ANCILLARY FEES 623000 6462847 6462847 RESIDENT DEPOSITS 623000 1437435 1437435 OTHER PROGRAM REVENUE 623000 78355 78355 70841225 631538 631538 421533 0 421533 421533 421533 581259 174315 0 -174315 581259 406944 406944 0 89697 5639 -5639 -5639 73766986 70841225 0 1454376 32661 32661 222708 222708 827503 827503 28341145 24330964 3922611 87570 515118 418416 94075 2627 4471094 3536426 922100 12568 2294210 1944042 343470 6698 2144714 2144714 31238 1254 29984 84794 84794 24730 24730 5901015 5900174 841 3276688 3276688 5652798 5088704 557889 6205 6151463 6139807 11656 44707 28360 16147 200 3698466 3698466 17938098 17776870 161228 944293 944293 EQUIPMENT RENTAL 1240678 1199140 41538 RESIDENT RELATIONS 827967 708801 109345 9821 CHARITY CARE 818865 818865 85484953 72311179 13047244 126530 500 500 17946000 27860124 2515304 2809293 2840900 1530200 125091 106664 329099 190347 376263010 164154851 216986362 212108159 2211464 2334478 65716632 60899616 3311816 3332149 311983168 311171530 8806715 7737077 105393893 102836036 1751000 999200 171968 137394 281536137 290923472 397659713 402633179 X -86767355 -92679035 1090810 1217386 -85676545 -91461649 311983168 311171530 X -11717967 336586 5596277 X 0 1 X 1 0 X 1432711 2291871 2715963 2241341 1471385 10153271 62239824 61031781 62606377 68234647 70841225 324953854 63672535 63323652 65322340 70475988 72312610 335107125 100000 267000 204315 169518 130000 870833 0 100000 267000 204315 169518 130000 870833 334236292 649689 623706 712534 907444 1053071 3946444 649689 623706 712534 907444 1053071 3946444 1645 4369 1711 7725 64322224 63949003 66039243 71385143 73365681 339061294 0.98580 0.98640 0.01160 0.01110 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: OTHER INCOME - 2021 AMOUNT: $ 1,645. 2022 AMOUNT: $ 4,369. 2023 AMOUNT: $ 1,711. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 16749004 16749004 340319746 158661561 181658185 8996854 5061984 3934870 10197406 431306 9766100 212108159 BENEFICIAL INTEREST IN COMERICA LEGACY FOUNDATION 70333 F BENEFICIAL INTEREST IN NATIONAL CCRC BUSINESS TRUST 1 59545032 F FIXED INCOME SECURITIES 1284251 F 60899616 RESIDENT DEPOSITS 270210043 RESIDENT REFUNDS 19364728 CLAIMS RESERVE 1003656 FUNDS HELD FOR RESIDENTS 237809 DEFERRED MANAGEMENT FEES 107236 290923472 X 79677996 336586 5599154 5935740 73742256 24730 24730 73766986 85463538 3315 3315 85460223 24730 24730 85484953 PART IV, LINE 2B: PROSPECTIVE RESIDENTS ARE REQUIRED TO MAKE CERTAIN INSTALLMENT PAYMENTS PRIOR TO THE FINAL SETTLEMENT OF THE GIVEN UNIT. THOSE ADVANCE DEPOSITS ARE REPORTED ON FORM 990, PART X, LINE 21. PART X, LINE 2: SEABROOK VILLAGE, INC. ("SBV") IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE APPLICABLE STATE INCOME TAX REGULATIONS. TINTON FALLS CAMPUS, LLC ("TFC") IS A SINGLE MEMBER LIMITED LIABILITY COMPANY AND HAS ELECTED TO BE DISREGARDED FOR FEDERAL AND STATE INCOME TAX PURPOSES. TFC'S FINANCIAL STATEMENT ACTIVITY IS REFLECTED ON SBV'S BOOKS AND RECORDS. MANAGEMENT HAS EVALUATED SBV'S TAX POSITIONS AND HAS CONCLUDED THAT SBV HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO NET ASSETS WITH DONOR RESTRICTIONS -2,324. CHANGE IN BENEFICIAL INTEREST IN NATIONAL CCRC BUSINESS TRUST I 5,231,556. FUNDRAISING EXPENSES NETTED WITH REVENUE 5,639. UNREALIZED GAIN ON INTEREST SWAP 291,711. CHANGE IN RESTRICTED NET INVESTMENT RETURN 72,572. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO NET ASSETS WITH DONOR RESTRICTIONS -2,324. FUNDRAISING EXPENSES NETTED WITH REVENUE 5,639. TELETHON 89697 89697 1288 850 3501 89697 89697 1288 850 3501 5639 -5639 1 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 51 222708 SCHEDULE I, PART I, LINE 2: THE SCHOLAR'S FUND IS A RESIDENT RUN AND FUNDED PROGRAM TO PROVIDE FINANCIAL SUPPORT AND RECOGNITION TO STUDENTS SEEKING TO CONTINUE THEIR EDUCATION WHO HAVE DEMONSTRATED A STRONG PERSONAL COMMITMENT TO SERVING OUR SENIOR POPULATION. STUDENT SCHOLAR CANDIDATES ARE REQUIRED TO BE EMPLOYEES IN GOOD STANDING. TO BE ELIGIBLE, A STUDENT MUST MEET A MINIMUM STANDARD OF HOURS WORKED, ACHIEVE CERTAIN LEVELS OF ACADEMIC SUCCESS, MAINTAIN A MINIMUM NUMBER OF CREDIT HOURS OF ENROLLMENT AND COMPLETION OF COURSEWORK. ELIGIBLE COSTS ARE REVIEWED AND VERIFIED BEFORE PAYMENTS ARE MADE FROM THE FUND FOR SUBSEQUENT SEMESTERS OR TERMS OF ENROLLMENT. THE STUDENT SCHOLAR CANDIDATES MUST MAINTAIN "GOOD STANDING" THROUGHOUT THEIR PARTICIPATION IN THE SCHOLARSHIP APPLICATION AND AWARD PROGRAM, AS DEFINED FOR EMPLOYEES IN THE EMPLOYMENT POLICIES AND PROCEDURES DOCUMENTS. DUE DATES FOR DOCUMENT SUBMISSION AND EVALUATION MUST BE ADHERED TO, TO ASSURE QUALIFICATION FOR THE INITIAL AWARD AND SUBSEQUENT SEMESTERS. GAPS IN ENROLLMENT BEYOND TWO SEMESTERS REQUIRE SPECIAL APPROVAL. THE PROGRAM REQUIRES ENROLLMENT AT RECOGNIZED TRADE SCHOOLS, COLLEGES OR UNIVERSITIES AFTER HIGH SCHOOL. A MAXIMUM AWARD LEVEL EACH SEMESTER AND THROUGHOUT THE POST-HIGH SCHOOL EDUCATION FOR EACH STUDENT IS IN PLACE SUBJECT TO AVAILABLE FUNDS IN THE PROGRAM. X X X 0 0 0 0 0 0 0 1 0 SCOTT SAWICKI ASSISTANT SECRETARY (BEG 4/1/24) 0 256472 0 50562 0 0 0 25180 0 12518 0 344732 0 0 JENNIFER MCNAMARA EXECUTIVE DIRECTOR 198312 0 41500 0 597 0 8032 0 12401 0 260842 0 0 0 NEAL FIORE DIRECTOR, FINANCE 155979 0 22000 0 1967 0 5713 0 27977 0 213636 0 0 0 KATHRYN VICTOR REGIONAL DIRECTOR, EH&WB 155479 0 19000 0 852 0 4999 0 1377 0 181707 0 0 0 REV DR ZINA JACQUE DIRECTOR 0 172500 0 0 0 0 0 0 0 0 0 172500 0 0 SANDRA KEFFER DIRECTOR, NURSING 138123 0 16450 0 2424 0 4619 0 9702 0 171318 0 0 0 CHRISTIAN DESORMES LICENSED PRACTICAL NURSE 144733 0 580 0 337 0 5942 0 10644 0 162236 0 0 0 PART I, LINE 7 THE EMPLOYEES LISTED ON FORM 990, PART VII, SECTION A, LINE 1A RECEIVED A DISCRETIONARY BONUS DURING THE YEAR. SCHEDULE J, PART II: JENNIFER MCNAMARA AND NEAL FIORE ARE LISTED IN SCHEDULE J, PART II AND ARE EMPLOYEES OF ERICKSON SENIOR LIVING, LLC ("ESL"), AN UNRELATED ORGANIZATION TO SEABROOK VILLAGE, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN SEABROOK VILLAGE, INC. AND ESL. SEE SCHEDULE O EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 3. THEREFORE, FOR IRS MATCHING PURPOSES, ESL IS THE ISSUER OF THESE FORMS W-2. UNDER THE MANAGEMENT AGREEMENT, SEABROOK VILLAGE, INC. REIMBURSES ESL FOR THE COST OF SERVICES PERFORMED FOR SEABROOK VILLAGE, INC. A VA SMALL BUSINESS FINANCING AUTHORITY 541300845 2020-10-15 94139690 REFUND OF PRIOR ISSUE 0 0 1 B VA SMALL BUSINESS FINANCING AUTHORITY 541300845 2020-10-15 17578506 NEW MONEY 0 0 1 A 4158606 94139690 883329 4500000 88756361 2020 1 0 1 1 B 582793 17578506 78506 17500000 2023 0 0 1 1 A 1 1 1 1 0 0 0 1 B 1 1 1 1 0 0 0 1 A 0 1 0 0 1 0 0 0 1 B 0 1 0 0 1 1 TRUIST BANK 12.000000000000 0 0 0 0 1 A 1 B 1 PART I, LINE A, COLUMN (C): CUSIP #'S 928104NC8, 928104ND6 PART II, LINE 3, COLUMN (A): THE AMOUNT SHOWN REPRESENTS THE SHARE OF BOND PROCEEDS ALLOCABLE TO THE ORGANIZATION FROM THE $381,030,000 VIRGINIA SMALL BUSINESS FINANCING AUTHORITY SERIES 2020A, THE PROCEEDS OF WHICH WERE ALLOCABLE TO THE ORGANIZATION AND CERTAIN OF ITS AFFILIATES. PART II, LINE 3, COLUMN (B): THE AMOUNT SHOWN REPRESENTS THE SHARE OF BOND PROCEEDS ALLOCABLE TO THE ORGANIZATION FROM THE $118,800,000 VIRGINIA SMALL BUSINESS FINANCING AUTHORITY SERIES 2020B, THE PROCEEDS OF WHICH WERE ALLOCABLE TO THE ORGANIZATION AND CERTAIN OF ITS AFFILIATES. SERIES B WAS ISSUED AS A DRAWDOWN BOND AND THE SERIES A & B ARE PART OF THE SAME ISSUE. PART III, LINE 1, COLUMNS A & B: THE ORGANIZATION IS A MEMBER OF A DISREGARDED ENTITY WHICH OWNS BOND FINANCED PROPERTY. PART III, LINES 4 & 6, COLUMNS A & B: THE PERCENTAGE IS LESS THAN 3%. FORM 990, PART VI, SECTION A, LINE 1A IF THERE ARE MATERIAL DIFFERENCES IN VOTING RIGHTS AMONG MEMBERS OF THE GOVERNING BODY, OR IF THE GOVERNING BODY DELEGATED BROAD AUTHORITY TO AN EXECUTIVE COMMITTEE OR SIMILAR COMMITTEE, EXPLAIN IN SCHEDULE O. UNDER THE BYLAWS OF THE ORGANIZATION, THE BOARD HAS DELEGATED AUTHORITY TO AN EXECUTIVE COMMITTEE COMPRISED OF THE ORGANIZATION'S CHAIR, VICE CHAIRS, PRESIDENT, SECRETARY AND TREASURER. THE EXECUTIVE COMMITTEE HAS AND MAY EXERCISE ALL OF THE POWERS AND AUTHORITY OF THE BOARD IN THE MANAGEMENT OF THE BUSINESS AND AFFAIRS OF THE ORGANIZATION EXCEPT FOR THOSE ACTIONS RESERVED SOLELY TO THE MEMBER OR THE DIRECTORS UNDER THE GENERAL LAWS OF THE STATE OF MARYLAND. FORM 990, PART VI, SECTION A, LINE 1B: ENTER THE NUMBER OF VOTING MEMBERS INCLUDED ON LINE 1A, ABOVE, WHO ARE INDEPENDENT. THE BOARD MEMBERS THAT ARE DEEMED NOT INDEPENDENT ON THE FORM 990 ARE THOSE INDIVIDUALS WHO RECEIVE COMPENSATION AS AN OFFICER OR OTHER EMPLOYEE FROM THE ORGANIZATION OR FROM A RELATED ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 3 DID THE ORGANIZATION DELEGATE CONTROL OVER MANAGEMENT DUTIES CUSTOMARILY PERFORMED BY OR UNDER THE DIRECT SUPERVISION OF OFFICERS, DIRECTORS, OR TRUSTEES, OR KEY EMPLOYEES TO A MANAGEMENT COMPANY OR OTHER PERSON? SEABROOK VILLAGE, INC. ENTERED INTO A NEW MANAGEMENT AND MARKETING AGREEMENT TO REPLACE THE EXISTING AMENDED & RESTATED MANAGEMENT AND MARKETING AGREEMENT ALREADY IN EFFECT WITH ERICKSON SENIOR LIVING, LLC ("ESL"). THE AGREEMENT WAS EFFECTIVE AS OF APRIL 30, 2024. THE EXISTING MANAGEMENT AND MARKETING AGREEMENT HAS BEEN AMENDED TO CLARIFY CERTAIN MATTERS. ESL IS A MARYLAND LIMITED LIABILITY COMPANY WHICH MANAGES LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. TAX-EXEMPT BONDS HAVE BEEN ISSUED FOR THE BENEFIT OF THE ORGANIZATION, AND THE MANAGEMENT AGREEMENT COMPLIES WITH REV. PROC. 2017-13. THE ORGANIZATION ENTERED INTO A DEVELOPMENT SERVICES AGREEMENT DATED AS OF DECEMBER 16, 2021 WITH ERICKSON LIVING HOLDINGS, LLC, AN AFFILIATE OF ESL, TO RESPOSITION VILLAGE CENTRE. THE FOLLOWING OFFICERS ARE LISTED IN PART VII, AS NON-COMPENSATED OFFICERS OF THE FILING ORGANIZATION, JOHN HALL, CHRIS RATHMANN (THRU 3/31/24), PAMELA STINER (BEG 4/1/24), NEAL GANTERT, AND MARK EMBLEY. THEIR DUTIES ARE CONSIDERED PERFORMED PRO BONO. JENNIFER MCNAMARA, EXECUTIVE DIRECTOR AND NEAL FIORE, DIRECTOR, FINANCE, ARE LEASED EMPLOYEES FROM THE MANAGEMENT COMPANY. THE FILING ORGANIZATION REIMBURSES THE MANAGEMENT COMPANY FOR THEIR COMPENSATION WHICH IS REPORTED ON FORM 990, PART VII, SECTION A. FORM 990, PART VI, SECTION A, LINE 6 DID THE ORGANIZATION HAVE MEMBERS OR STOCKHOLDERS? SEABROOK VILLAGE, INC.'S SOLE MEMBER IS NATIONAL SENIOR COMMUNITIES, INC. ("NSC"). NSC IS A MARYLAND NON-STOCK CORPORATION. NSC IS A "SUPPORTING ORGANIZATION" WITH RESPECT TO SEABROOK VILLAGE, AS WELL AS CERTAIN OTHER ORGANIZATIONS SPECIFIED IN ITS GOVERNING DOCUMENTS. AS REQUIRED BY THE REGULATIONS RELATING TO "SUPPORTING ORGANIZATIONS," CERTAIN MEMBERS OF THE BOARD OF DIRECTORS OF NSC WILL ALSO BE MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A DID THE ORGANIZATION HAVE MEMBERS, STOCKHOLDERS, OR OTHER PERSONS WHO HAD THE POWER TO ELECT OR APPOINT ONE OR MORE MEMBERS OF THE GOVERNING BODY? THE BOARD OF DIRECTORS MAY NOMINATE A SLATE OF CANDIDATES FOR CONSIDERATION BY THE MEMBER, BUT THE MEMBER HAS SOLE DISCRETION TO ELECT DIRECTORS WHETHER OR NOT NOMINATED BY THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B ARE ANY GOVERNANCE DECISIONS OF THE ORGANIZATION RESERVED TO (OR SUBJECT TO APPROVAL BY) MEMBERS, STOCKHOLDERS, OR PERSONS OTHER THAN THE GOVERNING BODY? CERTAIN EXTRAORDINARY ACTIONS OF THE CORPORATION REQUIRE THE APPROVAL OF THE MEMBER UNDER APPLICABLE STATE LAW. UNDER THE ORGANIZATION'S BYLAWS, CERTAIN GOVERNANCE DECISIONS ARE MADE BY THE BOARD WITH THE CONSENT OF THE MEMBER AS SHARED POWERS AND CERTAIN GOVERNANCE DECISIONS ARE RESERVED TO THE MEMBER. SHARED POWERS INCLUDE AMENDMENTS TO ANY OF THE COMMUNITY DOCUMENTS (EXCEPT WHERE IT INVOLVES A RESERVED POWER), APPROVAL OF ALL CONTRACTS WITH OR PAYMENTS TO THE MEMBER OR OTHER RELATED ENTITIES (OTHER THAN GOVERNANCE COSTS OF THE MEMBER), AUTHORIZING THE FILING OF ANY BANKRUPTCY, CHANGES TO SHARED POWERS, A SIGNIFICANT EXPANSION OR NEW LINE OF BUSINESS JUST INVOLVING THE ORGANIZATION, AND SELECTION OF THE MANAGEMENT COMPANY. RESERVED POWERS OF THE MEMBER INCLUDE: APPROVAL OF POLICIES AFFECTING MORE THAN ONE COMMUNITY; SPONSORSHIP OF A NEW COMMUNITY; PAYMENT OF REASONABLE AMOUNTS TO COVER THE MEMBER'S OPERATING COSTS; THE EXECUTION OF JOINT PURCHASE CONTRACTS OR SIMILAR AGREEMENTS ALONG WITH AFFILIATE(S); THE DISPOSITION OR PLEDGE OF ALL OR SUBSTANTIALLY ALL OF THE ORGANIZATION'S ASSETS (OTHER THAN A PLEDGE IN CONNECTION WITH AN ASSET OR FINANCING TRANSACTION); COMPENSATION OF OFFICERS, DIRECTORS AND ADVISORY COMMITTEE MEMBERS; AND APPROVAL OF CONTRACTS, AMENDMENTS, ETC. AFFECTING THE ORGANIZATION AND ONE OR MORE RELATED ENTITIES OR THE RESIDENTS OF THEIR COMMUNITIES. FORM 990, PART VI, SECTION B, LINE 11B HAS THE ORGANIZATION PROVIDED A COMPLETE COPY OF THIS FORM 990 TO ALL MEMBERS OF ITS GOVERNING BODY BEFORE FILING THE FORM? THE CHAIR OF THE AUDIT, INVESTMENT, AND TREASURY COMMITTEE APPOINTS THE REVIEWER OF THE FORM 990. ONCE THAT REVIEW IS COMPLETE, THE FULL BOARD IS GIVEN THE OPPORTUNITY TO REVIEW THE FINAL VERSION OF FORM 990 BEFORE IT IS FILED AND ASK QUESTIONS OF THE REVIEWER REGARDING THE FORM. FORM 990, PART VI, SECTION B, LINE 12C DID THE ORGANIZATION REGULARLY AND CONSISTENTLY MONITOR AND ENFORCE COMPLIANCE WITH THE POLICY? ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER SEABROOK VILLAGE, INC.'S AFFAIRS, COMMITTEE MEMBERS, PROSPECTIVE DIRECTORS, AND SENIOR STAFF PROVIDING SERVICES TO THE ORGANIZATION UNDER A MANAGEMENT AGREEMENT COMPLETE A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY AND AS POTENTIAL CONFLICTS ARISE DURING THE YEAR. THE DIRECTOR CONFLICT OF INTEREST STATEMENTS ARE REVIEWED BY THE BOARD CHAIR. IF THE CONFLICT INVOLVES A COVERED EMPLOYEE, THE CHAIR DETERMINES WHETHER A CONFLICT EXISTS AND, IF SO, HOW IT IS TO BE HANDLED, OR THE CHAIR MAY REFER THE MATTER TO THE BOARD OF DIRECTORS FOR CONSIDERATION. FOR ALL OTHER CONFLICTS, THE BOARD OF DIRECTORS OR A COMMITTEE OF DISINTERESTED DIRECTORS WILL DETERMINE WHETHER A CONFLICT ACTUALLY EXISTS. A COVERED PERSON MAY NOT PARTICIPATE IN ANY DISCUSSION OR DEBATE BY THE BOARD BUT MAY ANSWER QUESTIONS OR PROVIDE CLARIFYING INFORMATION UNLESS ANY BOARD MEMBER OBJECTS. FORM 990, PART VI, SECTION B, LINE 15 DID THE PROCESS FOR DETERMINING COMPENSATION OF THE ORGANIZATION'S CEO, EXECUTIVE DIRECTOR, OR TOP MANAGEMENT OFFICIAL, OR OTHER OFFICERS OR KEY EMPLOYEES, INCLUDE A REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION? THE BOARD HAS APPROVED A DIRECTORS' COMPENSATION POLICY WHICH ESTABLISHES THE PROCESS BY WHICH ALL DIRECTOR COMPENSATION IS DETERMINED. AN INDEPENDENT COMPENSATION CONSULTANT IS PERIODICALLY RETAINED TO PERFORM AN ANALYSIS OF SEABROOK VILLAGE, INC.'S COMPENSATION USING COMPARABLES OF BOTH FOR-PROFIT AND NON-PROFIT PEERS. A COMMITTEE OF THE NSC BOARD REVIEWS THE CONSULTANT'S REPORT AND MAKES A RECOMMENDATION TO THE ORGANIZATION AS TO APPROPRIATE COMPENSATION OF DIRECTORS. THE COMMITTEE OF THE NSC BOARD HAS ACCESS TO THE CONSULTANT'S REPORT AND AN OPPORTUNITY TO QUESTION THE CONSULTANT ABOUT THE PROCESS, METRICS, AND COMPARABLES THAT WERE USED IN DETERMINING THE RECOMMENDED COMPENSATION. THE BOARD THEN VOTES ON THE COMPENSATION RECOMMENDATIONS AND A CONTEMPORANEOUS RECORD IS MADE OF THE MEETING AND THE VOTE. A NEW COMPENSATION STUDY WAS UNDERTAKEN IN THE FALL OF 2024 WHICH DID NOT RECOMMEND ANY CHANGES TO THE CURRENT STRUCTURE IN 2024. COMPENSATION IS APPROACHED ON AN OVERALL BASIS AND THE TOTAL VALUE OF ALL FORMS OF COMPENSATION IS ESTABLISHED AND MONITORED. THERE IS A COMPREHENSIVE COMPENSATION REVIEW PERFORMED ANNUALLY FOR THE EXECUTIVE DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL. THE COMPENSATION IS REVIEWED, DOCUMENTED, AND APPROVED BY THE BOARD DURING THE BUDGET PROCESS. FORM 990, PART VI, SECTION C, LINE 19 DESCRIBE WHETHER (AND IF SO, HOW) THE ORGANIZATION MADE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC DURING THE TAX YEAR. THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST FROM THE EXECUTIVE DIRECTOR'S OFFICE, FOR THE DISCLOSURE PERIOD SPECIFIED UNDER SECTION 6104(D). FORM 990, PART VII, SECTION B: INDEPENDENT CONTRACTORS COMPENSATION. THE AMOUNT INCLUDED IN COLUMN (C) FOR ERICKSON SENIOR LIVING IS FOR PAYMENTS MADE FOR MANAGEMENT SERVICES AND THE DIRECT AND SHARED COSTS ALLOCATED TO THE COMMUNITY. DIRECT AND SHARED COSTS INCLUDE SALARIES AND BENEFITS FOR MANAGEMENT PERSONNEL, AND THE USE OF SERVICES SUCH AS FINANCE, LEGAL, HUMAN RESOURCES, INFORMATION SERVICES, AND OPERATIONS. FORM 990, PART VII, SECTION A: REPORTABLE COMPENSATION FROM THE ORGANIZATION AND FROM RELATED ORGANIZATIONS. THE COMPENSATION INCLUDED IN COLUMNS D AND E FOR THE BOARD DIRECTORS IS FOR SERVICES PERFORMED FOR THE FILING ORGANIZATION AND ALL RELATED ORGANIZATIONS INCLUDED ON SCHEDULE R, PART II. THE COMPENSATION FOR THE ASSISTANT SECRETARY INCLUDED IN COLUMNS D AND E IS FOR SERVICES PERFORMED FOR NATIONAL SENIOR COMMUNITIES, INC, A RELATED ORGANIZATION. NATIONAL SENIOR COMMUNITIES SUPPORTS EIGHTEEN COMMUNITIES. FORM 990, PART XI, LINE 9: CHANGE IN BENEFICIAL INTEREST IN NATIONAL CCRC BUSINESS TRUST I 5,231,556. UNREALIZED GAIN ON INTEREST SWAP 291,711. CHANGE IN RESTRICTED NET INVESTMENT RETURN 72,572. CONTRIBUTION FROM CONVERSION TRANSACTION 438. TINTON FALLS CAMPUS LLC 3000 ESSEX ROAD TINTON FALLS NJ 07753 522027818 OWNER OF LAND AND BUILDINGS MD 0 198407189 SEABROOK VILLAGE INC ANN'S CHOICE INC 10000 ANNS CHOICE WAY WARMINSTER PA 18974 522095427 CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 ASHBY PONDS INC 21170 ASHBY PONDS BLVD ASHBURN VA 20147 205609803 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 AVERY POINT INC 1000 AVERY POINT WAY RICHMOND VA 23233 922254866 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 BETHESDA NSC RETIREMENT COMMUNITY INC 816 CONNECTICUT AVE NW 7TH FL WASHINGTON DC 20006 922205771 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 BROOKSBY VILLAGE INC 100 BROOKSBY VILLAGE DRIVE PEABODY MA 01960 522126755 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 CEDAR CREST VILLAGE INC 1 CEDAR CREST VILLAGE DRIVE POMPTON PLAINS NJ 07444 522184915 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 EAGLE'S TRACE INC 14703 EAGLE VISTA DRIVE HOUSTON TX 77077 030498683 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 FOX RUN VILLAGE INC 41000 13 MILE ROAD NOVI MI 48377 522291271 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 GREENSPRING VILLAGE INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 522095427 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 HIGHLAND SPRINGS INC 8000 FRANKFORD ROAD DALLAS TX 75252 510536892 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 LANTERN HILL INC 535 MOUNTAIN AVENUE NEW PROVIDENCE NJ 07974 371742780 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 LINDEN PONDS INC 300 LINDEN PONDS WAY HINGHAM MA 02043 141849849 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 MARIS GROVE INC 100 MARIS GROVE WAY GLEN MILLS PA 19342 550878964 CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 MATTHEWS NSC RETIREMENT COMMUNITY INC 816 CONNECTICUT AVE NW 7TH FL WASHINGTON DC 20006 922269292 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 NATIONAL SENIOR COMMUNITIES INC 816 CONNECTICUT AVE NW 7TH FLOOR WASHINGTON DC 20006 204356247 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 12C, III-FI N/A 0 OAK CREST VILLAGE INC 8800 WALTHER BOULEVARD PARKVILLE MD 21234 521874053 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 RIDERWOOD VILLAGE INC 3110 GRACEFIELD ROAD SILVER SPRING MD 20904 522126753 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 TALLGRASS CREEK INC 13800 METCALF AVENUE OVERLAND PARK KS 66223 870765641 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 WIND CREST INC 3235 MILL VISTA ROAD HIGHLANDS RANCH CO 80129 510549976 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 WOODLEIGH CHASE INC 816 CONNECTICUT AVE NW 7TH FL WASHINGTON DC 20006 922217836 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR COMMUNITIES INC 0 NATIONAL CCRC BUSINESS TRUST I 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 266455718 CHARITABLE BUSINESS TRUST MD NATIONAL SENIOR COMMUNITIES INC EXCLUDED 2741634 53500951 0 0 0.04080 NATIONAL CCRC STATUTORY TIER IV TRUST 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 853943847 CHARITABLE BUSINESS TRUST MD N/A 0 0 THE TALON BAR COMPANY 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 562520131 LIQUOR LICENSE HOLDER FOR EAGLE'S TRACE TX N/A C 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 PART II, IDENTIFICATION OF RELATED TAX-EXEMPT ORGANIZATIONS: BETHESDA NSC RETIREMENT COMMUNITY, INC WAS DISSOLVED ON 4/11/24.