2019-05-13T12:05:08-07:00 2018-06-30 990 2017-07-01 730580274 OKLAHOMA MEDICAL RESEARCH FOUNDATION OKLA 4052717421 825 NE 13th Street Oklahoma City OK 73104 Tim Hassen Chief Financial Officer 4052717421 2019-05-13 157.142.200.2 2017 2019-02-21 02:37:17Z Tim Hassen VP and CFO 825 NE 13th Street Oklahoma City OK 73104 132885258 0 X www.omrf.org X 1946 OK Oklahoma Medical Research Foundation (OMRF) is dedicated to developing a better understanding of and more effective treatments for human disease. 70 70 532 70 6304 22282 58846030 58406493 9992552 23054835 4487212 4679205 5469397 5642641 78795191 91783174 0 0 0 0 35108542 37608837 0 0 1917006 40004795 51600819 75113337 89209656 3681854 2573518 390204230 404739259 55594045 55574718 334610185 349164541 OMRF is dedicated to developing a better understanding of and more effective treatments for human disease. 0 0 32003078 0 23054835 Arthritis & Clinical Immunology/Clinical Operations - 2018 saw the launch of a pair of watershed clinical trials at OMRF: one to prevent lupus, the other to stop rheumatoid arthritis before it takes hold in patients. With these new studies, OMRF is now home to almost 40 clinical trials for new treatments for autoimmune diseases. The initiatives not only deliver novel experimental treatments to people suffering from lupus, RA and multiple sclerosis, but they also help scientists develop new insights into stopping these life-altering illnesses. By blending lab research with patient studies, program leader Dr. Judith James has created a model for how physicians and scientists can work together to create better outcomes for people suffering from diseases in which the body mistakenly turns the immune system against itself. 6308364 0 0 Cardiovascular Biology Research Program - Highlights from the past year spanned a broad range of health problems. One scientist helped solve a puzzling genetic mystery, opening the door to new treatments for a young patient suffering from a rare disorder. Another research team pinpointed the cause of liver bleeding during Tylenol overdose, which results in 56,000 ER visits in the U.S. each year and is the leading cause of liver transplants. In experiments, the researchers also found a way to treat overdoses using an existing prescription drug, a discovery whose therapeutic impact could be lifesaving. Finally, work in OMRF labs blazed a new path for treating deep vein thrombosis, a potentially fatal blood clotting disorder that claims up to 100,000 American lives each year. 2998999 0 0 Aging and Metabolism Research Program - With the goal of lengthening people's healthspans - the period of time they enjoy active, productive lives - scientists in this program secured a grant to study whether a compound that's naturally produced in broccoli, cauliflower and Brussels sprouts can protect eyes from macular degeneration. They also found that high-carbohydrate diets increased the risk of osteoarthritis in mice, even when the animals didn't differ in weight. The year ended with the successful recruitment of a trio of new researchers, each focused on fighting aging in a different vital bodily network: the brain and nervous system; the cardiovascular system; and our muscles. 41325667 0 3737072 Other program services include departments such as Cell Cycle and Cancer Biology, Functional and Chemical Genomics, Laboratory of Coagulation Biology and other scientific and research support services. 41325667 0 3737072 82636108 1 1 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 1 0 0 0 1 0 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 128 0 1 532 1 1 1 0 0 0 1 1 1 1 0 0 0 1 1 0 X 70 70 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 OK X X Tim Hassen 4052717421 825 NE 13th Street Oklahoma City OK 73104 Anoatubby Bill Board member 1 0 X 0 0 0 Bell Sharon Board Member 1 0 X 0 0 0 Benbrook Bruce Board Member 1 0 X 0 0 0 Benham Lance Board Member 1 0 X 0 0 0 Boghetich Jil Board Member 1 0 X 0 0 0 Braught Barbara Board Member 1 0 X 0 0 0 Brown Randy Board Member 1 0 X 0 0 0 Burgess Ellen Board Member 1 0 X 0 0 0 Carolina Mike Board Member 1 0 X 0 0 0 Carroll Michael Board Member 1 0 X 0 0 0 Cason Len Board Member 1 0 X 0 0 0 Cawley Michael Board Member 1 0 X 0 0 0 Champlin Hiram Board Member 1 0 X 0 0 0 Collins Mark Board Member 1 0 X 0 0 0 Drake Ramsey Board Member 1 0 X 0 0 0 Duncan Walt Board Member 1 0 X 0 0 0 Eagan Claire Board Member 1 0 X 0 0 0 Edwards Carl Board Member 1 0 X 0 0 0 Evans Pat Board Member 1 0 X 0 0 0 Everest Christy Board Member 1 0 X 0 0 0 Felton Ann Board Member 1 0 X 0 0 0 Fergeson Ken Board Member 1 0 X 0 0 0 Fischer Malinda Board Member 1 0 X 0 0 0 Funke Mark Board Member 1 0 X 0 0 0 Gamble Gerald Board Member 1 0 X 0 0 0 Griffin John Board Member 1 0 X 0 0 0 Groendyke Virginia Board Member 1 0 X 0 0 0 Haglund Jacqui Board Member 1 0 X 0 0 0 Hall Brooks Board Member 1 0 X 0 0 0 Hargis Burns Board Member 1 0 X 0 0 0 Hatfield Judy Board Member 1 0 X 0 0 0 Hawley Bill Board Member 1 0 X 0 0 0 Henry Kim Board Member 1 0 X 0 0 0 Henry Robert Board Member 1 0 X 0 0 0 Hogan Randy Board Member 1 0 X 0 0 0 Holmes Jerome Board Member 1 0 X 0 0 0 Hudson Cliff Board Member 1 0.00 X 0 0 0 Jameson Brett Board Member 1 0 X 0 0 0 Johnstone Bill Board Member 1 0 X 0 0 0 Kelly Michael Board Member 1 0 X 0 0 0 Kern Terence Board Member 1 0 X 0 0 0 Kerr Lou Board Member 1 0 X 0 0 0 Levy Harrison Board Member 1 0 X 0 0 0 Little Dan Board Member 1 0 X 0 0 0 Loughridge Bill Board Member 1 0 X 0 0 0 Mahaney Mindy Board Member 1 0 X 0 0 0 McCarty Jack Board Member 1 0 X 0 0 0 Morris Jim Board Member 1 0 X 0 0 0 Nichols Larry Board Member 1 0.00 X 0 0 0 Parry Richard Board Member 1 0 X 0 0 0 Patten Rebecca Board Member 1 0 X 0 0 0 Payne Bond Board Member 1 0 X 0 0 0 Pierson Gary Board Member 1 0 X 0 0 0 Pitman Don Board Member 1 0 X 0 0 0 Rainbolt David Board Member 1 0 X 0 0 0 Replogle Dee Board Member 1 0 X 0 0 0 Rooney Pat Board Member 1 0 X 0 0 0 Ross Bob Board Member 1 0 X 0 0 0 Samis Mike Board Member 1 0 X 0 0 0 Saxon John Board Member 1 0 X 0 0 0 Schulte Paul Board Member 1 0 X 0 0 0 Stough Phyllis Board Member 1 0 X 0 0 0 Swimmer Ross Board Member 1 0 X 0 0 0 Switzer Becky Board Member 1 0 X 0 0 0 Taylor Steven Board Member 1 0 X 0 0 0 Thorpe Betsy Board Member 1 0 X 0 0 0 Walton Greg Board Member 1 0 X 0 0 0 Williams Jr G Rainey Board Member 1 0 X 0 0 0 Wymer Deane Board Member 1 0 X 0 0 0 Yauk Sarah Board Member 1 0 X 0 0 0 Prescott Stephen President and CEO 50 0 X 2436742 0 342316 James Judith VP of Clinical Affairs and Program Chair 50 0 X 442288 0 102440 McEver Rodger VP of Research and Member 50 0 X 289242 0 44123 Morgan Chip Executive VP & Chief Operating Officer 50 0 X 239458 0 38171 Cohen Adam Sr VP & General Counsel 50 0 X 237283 0 42355 Hassen Tim VP and CFO 50 0 X 230026 0 50466 Voss Penny VP of Development 50 0 X 208247 0 61793 Nair Manu VP of Technology Transfer 50 0 X 207615 0 41498 Courtney Greenwood VP of Human Resources 50 0 X 144872 0 35697 Day Lisa VP of Business and Government Affairs 50 0 X 126999 0 25775 Pardo Gabriel Associate Member, Arthritis and Clinical Immunology 50 0 X 334939 0 46666 Xia Lijun Program Chair Cardiovascular Biology 50 0 X 251198 0 59346 Jones David Program Chair, Functional and Chemical Genomics 50 0 X 306868 0 46666 Gaffney Patrick Program Chair, Arthritis and Clinical Immunology 50 0 X 287952 0 58703 Nath Swapan Member, Arthritis and Clinical Immunology 50 0 X 248618 0 46299 Rezaie Alireza Member Cardiovascular Biology 50 0 X 244089 0 31698 Tummala Saigiridhar Assoc VP Comparative Medicine 50 0 X 229186 0 44105 6465622 0 1118117 56 0 1 0 Infusion Management LLC 11233 Shadow Creek Pkwy Pearland TX 77584 Medical Billing Services 10231111 Aramark 24863 Network Pl Chicago IL 606731248 HouseKeeping Services 518173 Grant Thornton LLP 211 N Robinson Ave Oklahoma City OK 73102 Audit Services 118000 3 100857 0 650424 0 34176007 23479205 166222 58406493 Clinic Revenue 621399 23054835 23054835 0 0 0 0 0 0 23054835 6773011 0 2375 6770636 85916 0 0 85916 2763895 1434726 0 1329169 363468 0 0 0 363468 0 363468 0 0 363468 38373595 427596 40747053 233860 -2373458 193736 -2179722 0 3929 -2183651 57780 650424 121171 -63391 0 -63391 0 0 0 0 0 0 0 0 0 0 0 0 Laboratory Income 541380 2302346 2302346 0 0 Cafe Income 722212 276323 0 0 276323 0 0 0 0 2578669 91783174 26791907 6304 6578470 0 0 0 0 0 0 0 0 5148909 3883474 1057188 208247 0 0 0 0 23482238 21859615 639173 983450 1670165 1501694 98955 69516 5412436 4573440 668944 170052 1895089 1703929 112282 78878 0 0 0 0 60661 42960 17701 0 118000 83568 34432 0 60034 0 60034 0 0 0 0 0 0 0 1399017 1399017 0 0 0 0 0 0 548070 326751 67773 153546 838044 713276 97298 27470 0 0 0 0 3406911 2664458 742357 96 700870 635236 48731 16903 0 0 0 0 149839 148885 954 0 966299 948055 18244 0 0 0 0 0 7620347 7266037 354310 0 303205 214730 88475 0 Lab supplies 6334316 6334316 0 0 Trainee costs 1082174 1082174 0 0 Inhouse 1019187 983367 23815 12005 Subcontracts 24835105 24835105 0 0 2158740 1436021 525876 196843 89209656 82636108 4656542 1917006 4800 4200 20855994 22699110 5599323 6573788 4537322 4945865 0 0 0 0 292000 102500 14159 13070 326363 288761 230136490 129715735 104152786 100420755 102745415 110679441 11497688 13632479 0 0 0 0 140178380 145379290 390204230 404739259 7935365 10458467 0 0 1098984 1795563 40355000 37605000 0 0 0 0 0 0 0 0 6204696 5715688 55594045 55574718 X 106534776 113467709 40977643 42961441 187097766 192735391 334610185 349164541 390204230 404739259 X 2573518 6104853 0 0 0 5875985 X 0 1 X 1 1 1 X 55514837 51509291 55448766 58391949 58406493 279271336 0 0 0 0 0 0 0 0 0 0 0 0 55514837 51509291 55448766 58391949 58406493 279271336 47805450 231465886 6350970 6537705 6651582 6182195 8549189 34271641 0 0 0 0 5304 5304 721289 724249 287716 732460 334103 2799817 316348098 66476904 0.73168 0.73061 X Schedule A, Part II, Line 10 Other income includes cafeteria sales as well as fundraising income that was not included in contributions. 0 1 0 0 0 0 1 614653 0 0 614653 0 Schedule C, Part II-B, Line 1 The Foundation's lobbying activities entail monitoring proposed legislation and educating legislators and their staffs about the Foundation, medical research and the impact of proposed legislation on medical research and the Foundation. 91545136 75342 9892364 0 4000000 0 97512842 82018035 246125 13280976 0 4000000 0 91545136 86604791 389217 -1175973 0 3800000 0 82018035 86302560 1057014 2745217 0 3500000 0 86604791 76260090 390308 12952162 0 3300000 0 86302560 0.0862 0.5645 0.3493 1 0 0 3944520 3944520 0 181817775 95792137 86025638 0 0 0 0 0 44338412 33923598 10414814 0 35783 0 35783 100420755 Funds Held in Trust by Others 137294383 Wills and Bequests 4216293 Cash Surrender Value of Life Insurance 3283448 Debt Issue Costs 247646 Deposits 98876 Accrued Interest Receivable 90755 Assets Held for Sale 147781 Minerals 108 145379290 Postretirement Benefits & Deferred Comp 5583800 Split Interest Agreements 131888 5715688 X 103764012 6104853 0 0 5875985 11980838 91783174 0 0 0 91783174 89209656 0 0 0 0 0 89209656 0 0 0 89209656 Schedule D, Part V, Line 4 The Foundation's endowment consists of individual funds established to provide the Foundation with funding in perpetuity. Schedule D, Part X, Line 2 The Foundation is a public foundation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code except for amounts relating to unrelated business income. There was no known material unrelated business income incurred in 2018, and accordingly, no provision for income taxes has been made in these financial statements. Management has reviewed the Foundation's tax positions and concluded that there are no uncertain tax positions that require accrual in the financial statements or disclosure in the footnotes to be in compliance with authoritative literature. Generally, the Foundation is no longer subject to income tax examination by federal, state or local tax authorities for years prior to 2015. The statute of limitations will remain open for both federal and state purposes for any returns not filed. Schedule D, Part XI, Line 2d Includes change in fair value of funds held in trust by others of $5,402,037 as well as pension related changes other than net periodic pension costs of $473,948. East Asia and the Pacific 0 1 Program Services Speaking Seminars 1605 Europe (including Iceland and Greenland) 0 22 Program Services Speaking Seminars 63572 Middle East and North Africa 0 1 Program Services Speaking Seminars 1315 North America (including Canada and Mexico, but not the United States) 0 11 Program Services Speaking Seminars 24000 South America 0 1 Program Services Speaking Seminars 806 South Asia 0 1 Program Services Speaking Seminars 462 Europe (including Iceland and Greenland) 0 3 Program Services Education 5227 South Asia 0 1 Program Services Intellectual Property/Research Collaboration 2150 Sub-Saharan Africa 0 3 Program Services Research 9544 North America (including Canada and Mexico, but not the United States) 0 0 Investments 953341 Central America and the Caribbean 0 0 Investments 1992500 0 44 3054522 1 0 0 1 1 0 Schedule F, Part I, Line 3 Program service activity in all regions includes scientists attending and/or speaking at scientific conferences and collaborations. OMRF does not maintain ongoing operations in foreign jurisdictions however the Foundation's scientists do travel to various scientific conferences in other countries to share in scientific discoveries, as well as, to learn from other scientists across the world. 241 Event 708204 650424 57780 0 7007 23200 17155 44236 29573 0 0 708204 650424 57780 0 7007 23200 17155 44236 29573 121171 -63391 X X X 1 1 X X X X X 0 1 0 0 0 0 0 1 0 Prescott Stephen President and CEO 779863 0 412361 0 1244519 0 329740 0 11644 0 2778127 0 900000 0 Morgan Chip Executive VP & Chief Operating Officer 211868 0 75 0 27515 0 25827 0 12344 0 277629 0 0 0 Cohen Adam Sr VP & General Counsel 199123 0 0 0 38160 0 31960 0 10395 0 279638 0 0 0 Voss Penny VP of Development 187895 0 0 0 20352 0 43906 0 17887 0 270040 0 0 0 Nair Manu VP of Technology Transfer 188235 0 0 0 19380 0 26693 0 14805 0 249113 0 0 0 Hassen Tim VP and CFO 220271 0 275 0 9480 0 31655 0 18812 0 280493 0 0 0 Day Lisa VP of Business and Government Affairs 122359 0 125 0 4515 0 11212 0 14564 0 152775 0 0 0 Courtney Greenwood VP of Human Resources 142192 0 0 0 2680 0 16099 0 19599 0 180570 0 0 0 James Judith VP of Clinical Affairs and Program Chair 399192 0 0 0 43096 0 91660 0 10780 0 544728 0 0 0 McEver Rodger VP of Research and Member 244894 0 0 0 44348 0 32480 0 11644 0 333366 0 0 0 Pardo Gabriel Associate Member, Arthritis and Clinical Immunology 334072 0 75 0 792 0 29055 0 17612 0 381606 0 0 0 Xia Lijun Program Chair Cardiovascular Biology 225974 0 0 0 25224 0 41734 0 17612 0 310544 0 0 0 Jones David Program Chair, Functional and Chemical Genomics 305896 0 0 0 972 0 29055 0 17612 0 353535 0 0 0 Gaffney Patrick Program Chair, Arthritis and Clinical Immunology 273250 0 0 0 14702 0 41092 0 17612 0 346656 0 0 0 Tummala Saigiridhar Assoc VP Comparative Medicine 211406 0 0 0 17780 0 25834 0 18272 0 273292 0 0 0 Nath Swapan Member, Arthritis and Clinical Immunology 224306 0 0 0 24312 0 28027 0 18272 0 294917 0 0 0 Rezaie Alireza Member Cardiovascular Biology 198013 0 2490 0 43586 0 19449 0 12249 0 275787 0 0 0 Schedule J, Part I, Line 1a First class travel is allowed for the CEO to allow him to accomplish work related tasks while traveling. Travel for companions is allowed in certain limited circumstances where the companion's presence has a benefit to the Foundation but does not qualify as a business expense under IRS rules. In those limited cases the companion's travel expenses are treated as taxable compensation. Also, the CEO can expend up to $10,000 per fiscal year in additional compensation for reimbursement of non-qualified business expenses. Schedule J, Part I, Line 3 Compensation for the CEO is determined by leadership of the board of directors based on comparability data from widely accepted peer benchmarking surveys that are segmented by region and size of entity. Schedule J, Part I, Line 4 The Board of the Foundation periodically uses non-qualified retirement plans as a retention tool. The amount reported is the amount vested in the 457(f) plan. The remaining amount of the plan is not vested and is subject to substantial risk of forfeiture. Schedule J, Part I, Line 7 The CEO receives an annual bonus that is determined by leadership of the board of directors based on performance. The bonus is considered as a portion of total compensation and is subject to the review process previously described. Schedule J, Part II Included in the CEO's 2017 compensation are two fiscal year bonuses. Fiscal year 2016 bonus was paid in January 2017. Fiscal year 2017 bonus was paid in December 2017. The timing of bonus payments was changed during this fiscal year. Also, included in 2017 compensation is the payment of a 5 year deferred comp agreement of which $300,000 became vested in the current year. A Oklahoma Industries Authority Revenue Bonds (OMRF Project) Series 2008 736194355 679103YC9 2008-08-26 43699472 Construct and equip a new research facility 1 0 0 B Oklahoma Industries Authority Revenue Bonds (OMRF Project) Series 2010 736194355 000000000 2010-05-26 12185000 Refunding of prior year 2001 bond 0 0 0 C Oklahoma Industries Authority Revenue Bonds (OMRF Project) Series 2016 736194355 000000000 2016-07-13 29535000 Refunding of prior year 2008 bond 0 0 0 A 8345000 35610000 43955000 3316750 0 0 380753 0 0 0 30838640 9418857 2011 0 0 1 1 B 0 0 12320300 1218339 96500 0 142005 0 0 0 10863456 0 2001 1 1 1 1 C 4115000 0 29535000 2953564 0 26315325 266175 0 0 0 0 0 2011 0 1 1 1 A 0 0 0 1 1 0.01238 0 0.01238 0 0 1 B 0 0 0 1 1 0 0 0 0 0 1 C 0 0 0 1 1 0.01238 0 0.01238 0 0 1 A 0 0 0 1 0 0 0 1 1 B 1 0 0 0 0 1 C 0 1 0 0 0 0 0 0 1 A 1 B 1 C 1 Schedule K, Part I-08/26/2008 43,699,472 Oklahoma Industries Authority The Foundation issued $43,955,000 of OIA Series 2008 Revenue Bonds (the "Series 2008 Bonds") dated July 1, 2008; the proceeds from this bond were used to construct and equip a new research facility. The Series 2008 Bonds were defeased when the Foundation issued $29,535,000 of OIA Series 2016 Revenue Bonds (the "Series 2016 Bonds") dated July 13, 2016. Schedule K, Part I-05/26/2010 12,185,000 Oklahoma Industries Authority In May 2010, the Foundation issued $12,185,000 of Oklahoma Industrial Authorities ("OIA") Series 2010 Revenue Bonds (the "Series 2010 Bonds") dated May 1, 2010. The proceeds from the Series 2010 Bonds were used to retire the OIA 2001 Series Bonds on February 1, 2011. The Series 2010 Bonds mature February 1, 2021 and bear interest at the stated rate of 4.375% per annum. Interest payments began July 1, 2010 and are due on August 1st and February 1st of each year through 2021, at which time the principal will be due in its entirety. The Series 2010 bonds were issued with no premium or discount. The Series 2010 Bond agreements also require maintenance of a reserve fund which is included in investments in the accompanying statement of financial position. This amount was approximately $1,218,400 as of June 30, 2018. Schedule K, Part I-07/13/2016 29,535,000 Oklahoma Industries Authority In July 2016, the Foundation entered into advanced refinancing of the Series 2008 bonds. The Foundation issued $43,955,000 of OIA Series 2008 Revenue Bonds (the "Series 2008 Bonds") dated July 1, 2008; the proceeds from this bond were used to construct and equip a new research facility. The Series 2008 Bonds were defeased when the Foundation issued $29,535,000 of OIA Series 2016 Revenue Bonds (the "Series 2016 Bonds") dated July 13, 2016. The Series 2016 Bonds mature on July 1, 2026 and bear interest at the stated rate of 1.81% per annum. Payments of principal and interest began January 1, 2017 and are due January 1st and July 1st of each year. The Series 2016 Bond agreements also require maintenance of a reserve fund which is included in investments in the accompanying statement of financial position. This amount was $2,953,500 as of June 30, 2018. Schedule K, Part IV, Line 2c-08/26/2008 43,699,472 Oklahoma Industries Authority No rebate was due according to the rebate calculated December 14, 2018, for the rebate period beginning August 2008 through July 1, 2016. In addition, because the Bonds were defeased in July 2016, no further arbitrage rebate calculations will be required for the Bonds. Schedule K, Part IV, Line 2c-05/26/2010 12,185,000 Oklahoma Industries Authority For the first fifth year arbitrage calculation period ended on January 31, 2015 for the series 2010 bonds, a payment of $9,086.22 was made. The next arbitrage calculation date for the 2010 bonds will be January 31, 2020. X 18 166222 FMV 0 0 1 0 Form 990, Part VI, Section A, Line 1a The Foundation's Board of Directors has delegated all of its powers to the Foundation's Executive Committee, except as follows: establish the overall policies and direction of the Foundation, appoint the members of the Executive Committee, elect and remove the Chair of the Board of Directors, amend the Bylaws and the Certificate of Incorporation of the Foundation, and appoint special committees to the Board of Directors. The Board of Directors may at any time amend or revoke this delegation of powers. Form 990, Part VI, Section A, Line 2 The Foundation currently has 70 directors, many of whom are business leaders and members of prominent families in the State of Oklahoma. The Foundation believes there are multiple business relationships between and among board members and families of Board members, but the Foundation review of signed conflict of interest disclosures from all board members and of the Foundation's ledger accounts indicated there are no such relationships that would impair the fiduciary duties of any director to the Foundation. Form 990, Part VI, Section B, Line 11b The Form 990 is prepared by the Foundation, internally reviewed by the CFO and externally reviewed by the tax department of a public accounting firm. A summary of the Form 990 is presented for review to the Executive Committee. Subsequent to that review, the Form 990 with all supplemental schedules is made available to all members of the board of directors for review and comment prior to filing. Form 990, Part VI, Section B, Line 12c Each director, officer and key employee is annually provided with a copy of the Foundation's conflict of interest policy. Each of these individuals is annually provided with a questionnaire regarding potential conflicts and required to disclose any potential conflict that he or she might have. In addition, each of these individuals must annually sign a statement affirming that he or she has; received a copy of the conflicts of interest policy, read and understood the policy and agrees to comply with the policy. Once the Foundation has collected annual disclosure statements from all directors, officer and key employees, the Foundation's Governance Committee reviews such information to identify situations in which a potential conflict exists and is material. If a potential material conflict is identified, the committee analyzes whether the contemplated transaction may be authorized as just, fair, and reasonable to the Foundation. The Governance Committee then makes a recommendation to the Foundations' Executive Committee regarding the management of all potential conflicts it has identified. The final decision as to the approval and , where applicable, management of all such potential conflicts rests in the sole discretion of the Executive Committee, which makes such decisions based upon the welfare of the Foundation and the advancement of its purpose. The recommendations of the Governance Committee and decisions of the Executive Committee are documented in the respective minutes of these Committees' regular meetings. Form 990, Part VI, Section B, Line 15 Compensation for officers and key employees is determined and evaluated in May of each year by the executive committee of the board of directors based on comparability data from widely accepted peer benchmarking salary surveys that are segmented by region and size of entity. Form 990, Part VI, Section C, Line 18 The Foundation's Form 990 for the last three years are publicly available on the Foundation's website, as well as on Guidestar and other nonprofit databases. Form 1023, 990 and 990-T are provided upon request. Form 990, Part VI, Section C, Line 19 The Foundation's governing documents, conflicts of interest policy, and financial statements are provided upon request and are publicly available on the Foundation's website. Form 990, Part XI, Line 9 Includes change in fair value of funds held in trust by others of $5,402,037 as well as pension related changes other than net periodic pension costs of $473,948.