2018-11-15T07:16:35-06:00 2017-12-31 420714325 RSM US LLP 9737 WASHINGTONIAN BLVD 400 GAITHERSBURG MD 20878 990 2017-01-01 536000125 ASSOCIATION OF AMERICAN RAILROADS ASSO 2026392114 425 3RD ST NW NO 1000 WASHINGTON DC 20024 JEFFREY D MARSH SR. VP, FINANCE & CFO 2026392114 2018-11-03 1 WILLIAM E TURCO CPA P00369217 3012963600 66.98.98.16 2018-11-03 11:44:23 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 00BFBB601F26E6691F3C42FDB75EEBE807206D5E 2017 2019-02-21 02:37:17Z EDWARD R HAMBERGER 425 3RD ST NW NO 1000 WASHINGTON DC 20024 59842695 0 X WWW.AAR.ORG X 1934 DC TO PROMOTE THE COMMON INTERESTS OF RAILROADS. 12 11 96 10 105590 59202 0 0 56600645 56432990 -41534 58806 3071912 3074751 59631023 59566547 1443291 1699822 0 0 20954767 21250462 0 0 0 35746256 31693111 58144314 54643395 1486709 4923152 25518641 23964746 45801469 35564553 -20282828 -11599807 AAR PROMOTES A SAFE AND EFFICIENT NORTH AMERICAN RAIL SYSTEM WITH PRINCIPAL ACTIVITIES IN AREAS SUCH AS STANDARDS, OPERATIONS, SAFETY, SECURITY, PUBLIC AFFAIRS AND PUBLIC POLICY. 0 0 STRATEGIC RESEARCH INITIATIVES (SRI):THE SRI PROGRAM FOCUSES ON RESEARCH THAT WILL MAKE RAIL TRANSPORTATION SAFER, MORE EFFICIENT, AND MORE RELIABLE. THE CURRENT SRI PROGRAM INCLUDES PROJECTS ADDRESSING SIGNALS, TRAIN CONTROL, AUTOMATED OPERATIONS, TRACK, BRIDGES, AND RAIL CAR COMPONENTS SUCH AS WHEELS, BRAKES, AND COUPLERS. INTEGRATED COMMUNICATIONS CAMPAIGN:A PROGRAM OF MEDIA OUTREACH, PUBLIC AFFAIRS, ADVERTISING, AND CONTENT DEVELOPMENT THAT FOCUSES ON (1) HOW THE FREIGHT RAIL INDUSTRY CONSISTENTLY AND EFFICIENTLY DELIVERS ECONOMIC AND ENVIRONMENTAL BENEFITS TO AMERICANS, (2) HOW RAILROADS USE MODERN TECHNOLOGY TO IMPROVE SAFETY AND PROVIDE PUBLIC BENEFITS INCLUDING A SAFE, FUEL EFFICIENT WAY TO MOVE GOODS AND CONNECT US TO THE GLOBAL ECONOMY, AND (3) PRESERVING BALANCED REGULATION OF THE FREIGHT RAIL INDUSTRY. PRESERVING BALANCED REGULATION:A PROGRAM TO PROMOTE THE BALANCED REGULATORY STRUCTURE REQUIRED TO ALLOW RAILROADS THE OPPORTUNITY TO ACHIEVE A REASONABLE RATE OF RETURN AND TO CONTINUE THEIR SUBSTANTIAL INVESTMENT IN THE NORTH AMERICAN RAIL NETWORK. SUCH REINVESTMENT IS CRITICAL IF RAILROADS ARE TO BE ABLE TO ADDRESS THE CAPACITY CHALLENGES THAT INCREASED RAIL DEMAND FOR TRANSPORTATION BRINGS. 0 0 0 1 0 0 0 1 0 1 1 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 56 0 1 96 1 1 1 0 0 0 0 0 X 12 11 1 0 0 0 1 0 1 1 1 0 0 1 1 1 1 1 1 1 1 0 DC X JEFFREY MARSH SVP FINANCE ADMIN & CFO 2026392118 425 3RD ST NW NO 1000 WASHINGTON DC 20024 WILLIAM G O'LEARY DIRECTOR UNTIL 12/2017 1.00 X 0 0 0 IKER DELUISA DIRECTOR 1.00 X 0 0 0 LORENZO REYES RETANA DIRECTOR UNTIL 12/2017 1.00 X 0 0 0 CARL ICE DIRECTOR 1.00 X 0 0 0 LUC JOBIN DIRECTOR 1.00 X 0 0 0 KEITH CREEL DIRECTOR 1.00 X 0 0 0 E HUNTER HARRISON DIRECTOR UNTIL 12/2017 1.00 X 0 0 0 MICHAEL J WARD DIRECTOR UNTIL 03/2017 1.00 X 0 0 0 JAMES M FOOTE DIRECTOR 1.00 X 0 0 0 JAMES HERTWIG DIRECTOR UNTIL 12/2017 1.00 X 0 0 0 JOHN C HELLMANN DIRECTOR 1.00 X 0 0 0 PATRICK OTTENSMEYER DIRECTOR 1.00 X 0 0 0 RICHARD ANDERSON DIRECTOR 1.00 X 0 0 0 CHARLES W WICK MOORMAN DIRECTOR UNTIL 12/2017 1.00 X 0 0 0 JAMES SQUIRES DIRECTOR 1.00 X 0 0 0 LANCE FRITZ DIRECTOR 1.00 X 0 0 0 LARRY PARSONS DIRECTOR UNTIL 12/2017 1.00 X 0 0 0 EDWARD HAMBERGER PRESIDENT 39.00 1.00 X X 7372448 0 1189143 MICHAEL J RUSH SVP-SAFETY & OPERATIONS 36.00 4.00 X 402834 0 164350 JEFFREY D MARSH SVP-FINANCE & CFO 36.00 4.00 X 986203 0 166224 PATRICIA M REILLY SVP-COMMUNICATIONS 39.00 1.00 X 742945 0 42404 JOHN T GRAY SVP-POLICY & ECONOMICS 39.00 1.00 X 551413 0 51479 KATHY D KIRMAYER SVP-LAW & GENERAL COUNSEL 39.00 1.00 X 565277 0 90154 IAN N JEFFERIES SVP-GOVERNMENT AFFAIRS 40.00 X 544301 0 65560 JOHN F WETZEL VP-GOVERNMENT AFFAIRS 40.00 X 97718 0 56827 JANET L BARTELMAY CORPORATE SECRETARY 39.00 1.00 X 287712 0 96362 WILLIAM C THOMPSON PROGRAM MANAGER 40.00 X 294575 0 72319 DANIEL SAPHIRE ASSOCIATE GENERAL COUNSEL 40.00 X 257342 0 69280 KELLEY FRENCH DONLEY AVP-MEMBER SERVICES 40.00 X 248721 0 66852 ROBERT E FRONCZAK AVP-ENVIRONMENT/HAZMAT 40.00 X 244811 0 41086 TIMONTHY J STRAFFORD ASSOCIATE GENERAL COUNSEL 40.00 X 243640 0 45604 12839940 0 2217644 47 0 1 0 TRANSPORTATION TECHNOLOGY CENTER INC 55500 DOT RD PUEBLO CO 810010130 TESTING & RESEARCH 13189773 SUBJECT MATTER 1201 NEW YORK AV NW SUITE 900 WASHINGTON DC 20005 PAID MEDIA CONSULTING + ADVERTISING 5179101 GIBSON DUNN & CRUTCHER LLP 1050 CONNECTICUT AV NW WASHINGTON DC 20036 LEGAL CONSULTING 1113335 ARINC 2551 RIVA ROAD ANNAPOLIS MD 21401 ENGINEERING CONSULTING 412900 HOGAN LOVELLS US LLP 555 13TH ST NW WASHINGTON DC 20004 LEGAL CONSULTING 372263 30 MEMBERSHIP DUES 900099 49276276 49276276 USER FEES 900099 4021372 4021372 INDUSTRY SUPPORT 900099 2398962 2398962 LICENSING 900099 368425 368425 MEETINGS & CONFERENCES 812900 157676 94184 63492 210279 209510 769 56432990 47702 47702 141139 0 141139 141139 141139 287252 274291 1857 12961 -1857 11104 11104 INTERCO COST SHARE 900099 2533103 2533103 OTHER REVENUE 900099 327392 327392 MEMBERSHIP DIRECTORY A 541800 41329 41329 31788 31788 2933612 59566547 58933620 105590 527337 1699822 13545781 3178086 1638263 1176402 1711930 2141592 304054 722079 5454983 4243614 764347 328285 1981215 969768 7689 845642 207075 INCOME TAX/DEFERRED TAX 23442 INTERCOMPANY EXPENSES 13243581 OTHER EXPENSES 400913 BAD DEBT 54498 334 54643395 6577539 6348301 1000288 776512 424659 858962 6559070 3980084 2754419 2578986 1016370 1018152 8970899 8970899 4774467 3412934 25518641 23964746 5143062 6567876 1940542 1528887 294910 804319 38422955 26663471 45801469 35564553 X -20282828 -11599807 -20282828 -11599807 25518641 23964746 X 4923152 -8853 3768722 X 0 1 X 1 0 0 0 1 49276276 4544042 118754 4662796 4493233 169563 0 1 X 3130333 1564850 1565483 1026343 831667 194676 2402394 1583567 818827 2578986 8970899 C 8970899 CUSTODIAL FUNDS 804319 DEFERRED TAX ASSET 31860 INVESTMENTS RELATED TO SUPP. EMPLOYEE BENEFIT PLANS 1360390 OTHER POST-EMPLOYMENT BENEFITS 382237 DUE FROM SUBSIDIARIES 834128 3412934 CURRENT PORTION-OPEB LIABILITY 114800 ACCRUED PENSION COST 22978419 DEFERRED COMPENSATION ARRANGEMENT 80978 DEFERRED RENT PAYABLES 3398147 CAPITAL LEASE OBLIGATION 91127 26663471 X PART IV, LINE 2B: CUSTODIAL FUNDS ARE CARRIED AS AN ASSET AND AS AN OFFSETTING LIABILITY IN THE ASSOCIATION'S BALANCE SHEET. THE ASSOCIATION ACTS AS CUSTODIAN AND AGENT ON BEHALF OF CERTAIN RAILROAD INDUSTRY RELATED ORGANIZATIONS FOR WHICH THE ASSOCIATION PROVIDES BOOKKEEPING SERVICES. PART X, LINE 2: AAR IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(6) OF THE IRC. HOWEVER, AAR IS SUBJECT TO FEDERAL INCOME TAXES FOR ACTIVITIES THAT ARE UNRELATED TO ITS TAX-EXEMPT FUNCTION. RRF IS INCORPORATED UNDER IRC SECTION 501(C)(3) AS A TAX-EXEMPT ORGANIZATION AND IS FURTHER CLASSIFIED AS A PUBLIC CHARITY UNDER SECTION 509(A)(1) OF THE IRC; HOWEVER, RRF IS SUBJECT TO FEDERAL INCOME TAXES FOR ACTIVITIES THAT ARE UNRELATED TO ITS TAX-EXEMPT FUNCTION. AAR AND RRF, AS TAX-EXEMPT ORGANIZATIONS, FILE SEPARATE INFORMATION RETURNS, FORM 990-RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX, AND TO THE EXTENT OF ANY UNRELATED ACTIVITIES TO THEIR TAX-EXEMPT FUNCTION, FILE FORM 990-T-RETURN OF ORGANIZATION BUSINESS INCOME TAX RETURN. TTCI AND RAILINC FILE SEPARATE FEDERAL AND STATE INCOME TAX RETURNS. ACCORDINGLY, AMOUNTS REPORTED IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS REPRESENT THE COMBINED INCOME TAX ACCOUNTS OF AAR, TTCI, RAILINC AND RRF. DEFERRED TAX ASSETS AND LIABILITIES ARE RECOGNIZED FOR THE FUTURE TAX CONSEQUENCES ATTRIBUTABLE TO DIFFERENCES BETWEEN THE CONSOLIDATED FINANCIAL STATEMENT CARRYING AMOUNTS OF EXISTING ASSETS AND LIABILITIES AND THEIR RESPECTIVE TAX BASES AND OPERATING LOSS AND TAX CREDIT CARRYFORWARDS. DEFERRED TAX ASSETS AND LIABILITIES ARE MEASURED USING ENACTED TAX RATES EXPECTED TO APPLY TO TAXABLE INCOME IN THE YEARS IN WHICH THOSE TEMPORARY DIFFERENCES ARE EXPECTED TO REVERSE. IF APPROPRIATE, DEFERRED TAX ASSETS ARE REDUCED BY A VALUATION ALLOWANCE, WHICH REFLECTS EXPECTATIONS OF THE EXTENT TO WHICH SUCH ASSETS WILL BE REALIZED. THE ASSOCIATION FOLLOWS THE CODIFICATION TOPIC, INCOME TAXES, WHICH ADDRESSES THE DETERMINATION OF WHETHER TAX BENEFITS CLAIMED OR EXPECTED TO BE CLAIMED ON A TAX RETURN SHOULD BE RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS. UNDER THIS GUIDANCE, THE ASSOCIATION MAY RECOGNIZE THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE CONSOLIDATED FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ALSO ADDRESSES DE-RECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES ON INCOME TAXES AND ACCOUNTING IN INTERIM PERIODS. MANAGEMENT EVALUATED THE ASSOCIATION'S PRECONSOLIDATED TAX POSITIONS AND CONCLUDED THAT THE ASSOCIATION HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE CONSOLIDATED FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. NORTH AMERICA 0 0 PROGRAM SERVICES TRAVEL, MEETING, LODGING, REGISTRATION FEES, SALARY AND FRINGE 102480 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES TRAVEL, MEETING, LODGING, REGISTRATION FEES, SALARY AND FRINGE 6353 0 0 0 0 0 0 108833 0 108833 0 0 0 0 0 0 1 ALSRRA 50 F STREET NW SUITE 7020 WASHINGTON DC 20001 536000080 501(C)(6) 17908 PROGRAM SUPPORT AMERICAN CHEMISTRY COUNCIL 700 2ND ST NE WASHINGTON DC 20002 530104410 501(C)(6) 7500 PROGRAM SUPPORT AMERICANS FOR TAX REFORM 722 12TH ST NW 4TH FLOOR WASHINGTON DC 20005 521403587 501(C)(6) 25000 PROGRAM SUPPORT CONGRESSIONAL BLACK CAUCUS POLITCAL EDUCATION AND LEADERSHIP INSTITUTE 413 NEW JERSEY AVE SE WASHINGTON DC 20003 522270607 501(C)(4) 20000 EVENT SUPPORT CONGRESSIONAL BLACK CAUCUS FOUNDATION 1720 MASSACHUSETTS AVENUE NW WASHINGTON DC 20036 521160561 501(C)(3) 6000 EVENT SUPPORT CONGRESSIONAL HISPANIC CAUCUS INSTITUTE 1128 16TH STREET NW WASHINGTON DC 20036 521114225 501(C)(3) 7500 EVENT SUPPORT CONGRESSIONAL INSTITUTE INC 1700 DIAGONAL ROAD STE 730 ALEXANDRIA VA 22314 521504189 501(C)(4) 27500 PROGRAM SUPPORT COALITION AGAINST BIGGER TRUCKS LLC 1001 N FAIRFAX ST STE 505 ALEXANDRIA VA 22314 943229678 501(C)(4) 470000 PROGRAM SUPPORT EDISON ELECTRIC INSTITUTE 701 PENNSYLVANIA AVE NW WASHINGTON DC 20004 130659550 501(C)(6) 6500 PROGRAM SUPPORT GEORGETOWN UNIVERSITY GEORGETOWN U CTR FOR BUS PUB WASHINGTON DC 20057 530196603 501(C)(3) 160000 PROGRAM SUPPORT GORAIL 425 THIRD ST SW STE 940 WASHINGTON DC 20024 352226505 501(C)(4) 500000 PROGRAM SUPPORT JOHN W BARRIGER III NATIONAL RAILROAD LIBRARY ONE UNIVERSITY BLVD ST LOUIS MO 631214499 570976265 501(C)(3) 6000 PROGRAM SUPPORT NCSL FOUNDATION FOR STATE LEGISLATURES 7700 EAST FIRST PLACE DENVER CO 80230 742232576 501(C)(3) 7500 PROGRAM SUPPORT RUTGERS UNIVERSITY FOUNDATION 96 FRELINGHUYSEN ROAD PISCATAWAY NJ 08854 237318742 501(C)(3) 10000 PROGRAM SUPPORT SURFACE TRANSPORTATION POLICY PROJECT 750 FIRST ST NE SUITE 1130 WASHINGTON DC 20002 521864166 501(C)(3) 50000 PROGRAM SUPPORT UNIVERSITY OF ILLINOIS 205 N MATHEWS AVE NEWMARK URBANA IL 61801 376006007 501(C)(3) 214000 PROGRAM SUPPORT BECAUSE OF ELIZABETH PO BOX 214 MCLEAN VA 22101 300220742 501(C)(3) 5246 PROGRAM SUPPORT 9 8 PART I, LINE 2: AAR AWARDS ASSISTANCE TO ORGANIZATIONS RECOGNIZED AS TAX-EXEMPT UNDER IRC SECTION 501(C) OR AS A COLLEGE OR UNIVERSITY. X X X X X 1 1 X X X X X 0 1 0 EDWARD HAMBERGER PRESIDENT 994036 0 1001810 0 5376602 0 1149445 0 55093 0 8576986 0 5180338 0 MICHAEL J RUSH SVP-SAFETY & OPERATIONS 293089 0 103593 0 6152 0 160328 0 12018 0 575180 0 0 0 JEFFREY D MARSH SVP-FINANCE & CFO 365407 0 0 0 620796 0 140913 0 34800 0 1161916 0 615324 0 PATRICIA M REILLY SVP-COMMUNICATIONS 363701 0 0 0 379244 0 39053 0 12678 0 794676 0 372275 0 JOHN T GRAY SVP-POLICY & ECONOMICS 360643 0 180595 0 10175 0 25291 0 32813 0 609517 0 0 0 KATHY D KIRMAYER SVP-LAW & GENERAL COUNSEL 413003 0 150092 0 2182 0 57115 0 42385 0 664777 0 0 0 IAN N JEFFERIES SVP-GOVERNMENT AFFAIRS 400174 0 142979 0 1148 0 22669 0 49805 0 616775 0 0 0 JOHN F WETZEL VP-GOVERNMENT AFFAIRS 96173 0 0 0 1545 0 55772 0 2420 0 155910 0 0 0 JANET L BARTELMAY CORPORATE SECRETARY 224886 0 59272 0 3554 0 84178 0 18058 0 389948 0 0 0 WILLIAM C THOMPSON PROGRAM MANAGER 235674 0 33907 0 24994 0 46131 0 29106 0 369812 0 0 0 DANIEL SAPHIRE ASSOCIATE GENERAL COUNSEL 212473 0 40342 0 4527 0 65860 0 8578 0 331780 0 0 0 KELLEY FRENCH DONLEY AVP-MEMBER SERVICES 205824 0 39907 0 2990 0 43264 0 29292 0 321277 0 0 0 ROBERT E FRONCZAK AVP-ENVIRONMENT/HAZMAT 200833 0 38409 0 5569 0 22963 0 22631 0 290405 0 0 0 TIMONTHY J STRAFFORD ASSOCIATE GENERAL COUNSEL 204066 0 39131 0 443 0 21353 0 29494 0 294487 0 0 0 PART I, LINE 1A TRAVEL FOR COMPANIONS: EDWARD R. HAMBERGER RECEIVED A NON-TAXABLE SPOUSAL TRAVEL DUE TO ACTIVE PARTICIPATION IN BUSINESS EVENT. SERPS PAID OUT IN 2017 INCLUDED A TAX GROSS UP FACTOR. HOUSING ALLOWANCE: WILLIAM C. THOMPSON - $14,237 - TAXABLE NONTAXABLE SOCIAL CLUB DUES: EDWARD R. HAMBERGER - $13,510 IAN JEFFRIES - $8,452 PART I, LINE 4B THE FOLLOWING INDIVIDUAL PARTICIPATES IN A NON-QUALIFIED DERERRED COMPENSATION ARRANGEMENT. KATHY D. KIRMAYER - $35,000 THE FOLLOWING EXECUTIVES PARTICIPATE IN RETENTION AND STAY AGREEMENTS: EDWARD R. HAMBERGER - $1,130,474 MICHAEL J. RUSH - $66,657 JEFFREY D. MARSH - $96,494 THE FOLLOWING INDIVIDUALS RECEIVED PAYMENT FROM SERP: EDWARD R. HAMBERGER - $5,356,986 JEFFREY D. MARSH - $615,324 PATRICIA M. REILLY - $372,275 FORM 990, PART VI, SECTION A, LINE 2 EDWARD HAMBERGER, JANET BARTELMAY AND KATHRYN KIRMAYER - BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 6 ORGANIZATION'S MEMBERS AAR MEMBERS INCLUDE THE MAJOR FREIGHT RAILROADS OF THE UNITED STATES, CANADA AND MEXICO, AS WELL AS SMALLER RAILROADS THAT PROVIDE FREIGHT OR PASSENGER SERVICES THROUGHOUT NORTH AMERICA. IN ADDITION, NATIONAL RAILROAD PASSENGER CORP. (AMTRAK) IS A FULL MEMBER OF AAR. AAR'S FULL MEMBERS HAVE VOTING RIGHTS AS PRESCRIBED IN THE AAR BY-LAWS. AAR HAS THREE CLASSES OF MEMBERSHIP: (1) FULL MEMBERSHIP IS AVAILABLE TO U.S. RAILROADS, (2) SPECIAL MEMBERSHIP IS AVAILABLE TO CANADIAN AND MEXICAN RAILROADS, AND (3) ASSOCIATE MEMBERSHIP IS AVAILABLE TO NON-CLASS 1 RAILROADS AND RAILROAD SUPPLIERS. FORM 990, PART VI, SECTION A, LINE 7B AAR CORPORATE DOCUMENTS ALLOW FOR DECISIONS TO BE APPROVED BY MEMBERS TO THE EXTENT PROVIDED BY LAW. ALL MATTERS ARE SUBJECT TO APPROVAL IN ACCORDANCE WITH STATE/LOCAL LAW. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS REVIEWED IN DETAIL BY PRESIDENT AND GENERAL COUNSEL PRIOR TO FILING. THEN A COPY OF THE RETURN IS PROVIDED TO EACH MEMBER OF CURRENT GOVERNING BODY - VIA SECURE ONLINE LINK TO PDF DOCUMENT. THE DIRECTORS ARE GIVEN AN OPPORTUNITY TO REVIEW, DISCUSS, AND ASK QUESTIONS BEFORE THE RETURN IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C AN ANNUAL WRITTEN CONFIRMATION OF COMPLIANCE WITH THE ORGANIZATION'S CONFLICT OF INTEREST POLICIES IS REQUIRED FROM ALL AAR EMPLOYEES AND DIRECTORS. THE ANNUAL CONFLICT OF INTEREST DISCLOSURES OF EMPLOYEES ARE REVIEWED BY THE DIRECTOR OF HUMAN RESOURCES OR GENERAL COUNSEL. THE DISCLOSURES OF THE OFFICERS,INCLUDING PRESIDENT, AND CEO, ARE REPORTED TO THE GENERAL COUNSEL. DISCLOSURES OF THE GENERAL COUNSEL ARE REPORTED TO THE CEO. IN THE EVENT OF AN ACTUAL OR POTENTIAL CONFLICT, AAR WOULD INVESTIGATE AND TAKE APPROPRIATE ACTION TO AVOID AN ACTUAL OR POTENTIAL CONFLICT. SUCH ACTION WOULD INCLUDE THAT THE CONFLICTED PERSON DOES NOT PARTICIPATE IN THE REVIEW, RESOLUTION PROCESS, OR ANY DELIBERATION/DECISION MAKING RELATED TO THE MATTER. FOLLOW UP ACTIONS ARE TAKEN AS NEEDED BY AAR GENERAL COUNSEL OR THE CEO. FORM 990, PART VI, SECTION B, LINE 15 COMPARABILITY DATA IS PREPARED BY AN INDEPENDENT COMPENSATION CONSULTANT FOR EXECUTIVE (CEO AND VICE PRESIDENTS) COMPENSATION. THAT INFORMATION IS PROVIDED ANNUALLY TO THE ORGANIZATION'S GOVERNANCE COMMITTEE AS PART OF ITS ANNUAL BUDGET DELIBERATIONS. EXECUTIVE SALARIES ARE REVIEWED AND ANY MERIT ADJUSTMENTS FOR THAT FISCAL YEAR ARE DETERMINED AS PART OF THE ANNUAL BUDGETARY PROCESS. CONTEMPORANEOUS MINUTES OF GOVERNANCE COMMITTEE MEETINGS ARE MAINTAINED. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC TO THE EXTENT REQUIRED BY LAW. FORM 990, PART XI, LINE 9: UNRECOGNIZED CHANGE, DEFINED BENEFIT PLAN OBLIGATIONS 3,768,722. RAILROAD RESEARCH FOUNDATION 425 THIRD ST SW SUITE 910 WASHINGTON DC 20024 522344655 RESEARCH DE 501(C)(3) LINE 7 ASSOCIATION OF AMERICAN RAILROADS 1 RAILPAC 425 THIRD ST SW SUITE 1000 WASHINGTON DC 20024 521811074 POLITICAL ACTIVITIES DC 527 ASSOCIATION OF AMERICAN RAILROADS 1 AAR RETIREE LIFE INSURANCE TRUST 425 THIRD ST SW SUITE 1000 WASHINGTON DC 20024 521161363 PROVIDES RETIREE LIFE INSURANCE TO PLAN PARTICIPANTS DC 501(C)(9) ASSOCIATION OF AMERICAN RAILROADS 1 TRANSPORTATION TECHNOLOGY CENTER INC 55500 DOT ROAD PUEBLO CO 81001 841440384 RESEARCH & TESTING DE ASSOCIATION OF AMERICAN RAILROADS C 33386191 33712121 1.00000 1 RAILINC CORPORATION 7001 WESTON PARKWAY SUITE 200 CARY NC 27513 522131600 IT & SVCS DE ASSOCIATION OF AMERICAN RAILROADS C 67076824 36810704 1.00000 1 0 0 0 1 1 0 0 0 0 1 1 1 1 1 1 0 1 1 1 RAILINC CORPORATION L 1588153 COST RAILINC CORPORATION M 359410 COST RAILINC CORPORATION Q 395483 COST RAILINC CORPORATION S 4144490 COST TRANSPORTATION TECHNOLOGY CENTER INC L 942102 COST TRANSPORTATION TECHNOLOGY CENTER INC M 13194854 COST TRANSPORTATION TECHNOLOGY CENTER INC Q 1102149 COST RAILPAC R 59630 COST FORM 990, PART V THE TRANSACTION CORRESPONDING WITH LINES 1D AND 1E INVOLVES AN UNSECURED LINE OF CREDIT WHICH WAS CO-SIGNED BY ORGANIZATIONS RELATED TO THE ASSOCIATION OF AMERICAN RAILROADS. THE $4 MILLION UNSECURED LINE OF CREDIT HAD AN ORIGINAL EXPIRATION DATE OF JULY 31, 2008 AND THE AGREEMENT WAS SUBSEQUENTLY RENEWED MOST RECENTLY DURING 2017, WITH A MATURITY DATE OF AUGUST 31, 2018. UNDER THE LINE OF CREDIT FACILITY, SUNTRUST BANK WILL ALLOW ADVANCES AT ANY TIME PROVIDED NO SIGNIFICANT DETERIORATION IN THE FINANCIAL CONDITION OF THE CO-BORROWERS HAS OCCURRED. AS OF DECEMBER 31, 2017, NO AMOUNTS HAD BEEN WITHDRAWN ON THE LINE OF CREDIT.