2018-05-09T11:02:34-05:00 2017-06-30 ERNST & YOUNG US LLP 200 CLARENDON STREET BOSTON MA 02116 990 2016-07-01 562462804 University of Virginia Investment Management Company % KRISTINA ALIMARD UNIV 4349244245 560 RAY C HUNT DRIVE Suite STE 400 CHARLOTTESVILLE VA 22903 KRISTINA ALIMARD COO 4349240473 2018-05-01 true BARBARA E HUNT SNR MNGR P00916443 6172662000 2018-04-12 164.57.159.254 04750420181295000006 2018-05-09 P CF5840316F0E3F046F827FB6FB4C849B877BD126 9DD828E3FEFAFAA96267439EC7D475D2A602590E 2016 2021-01-29 14:40:06Z KRISTINA ALIMARD 560 RAY C HUNT DR STE 400 CHARLOTTESVILLE VA 22903 1932779757 false X HTTP://WWW.UVIMCO.ORG X 2004 VA UVIMCO IS ORGANIZED TO INVEST FUNDS ON BEHALF OF THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA AND UNIVERSITY-RELATED FOUNDATIONS. 11 10 46 10 -9622688 -9952641 0 0 0 0 274730987 389508188 0 0 274730987 389508188 0 0 0 0 13512643 14205285 0 0 0 3426156 5180580 16938799 19385865 257792188 370122323 7897613647 8665220536 7881179103 8647183110 16434544 18037426 X THE UNIVERSITY OF VIRGINIA INVESTMENT MANAGEMENT COMPANY (UVIMCO) IS ORGANIZED TO INVEST FUNDS ON BEHALF OF THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA (THE UNIVERSITY) AND UNIVERSITY RELATED FOUNDATIONS (THE FOUNDATIONS). false false 14209913 0 0 UVIMCO PROVIDED HIGH-QUALITY INVESTMENT MANAGEMENT ON BEHALF OF THE UNIVERSITY OF VIRGINIA (THE 'UNIVERSITY') AND AFFILIATED EXEMPT ORGANIZATIONS DESIGNATED BY THE UNIVERSITY. THE ORGANIZATION IMPROVED THE MANAGEMENT OF THE ENDOWMENT OF THE UNIVERSITY AND THEREBY ENHANCED THE EDUCATIONAL BENEFITS PROVIDED TO THE STUDENTS. 14209913 true false false false false false false false false false true true false false true true true false false false true false false false false false false false false true false false false false false false false false false false false false true true true true true false true X 30 0 true 46 true true true false false false false false false false false false X 11 10 false false false false false true false true true false false true true true true true true true true false X KRISTINA ALIMARD 4349244245 560 RAY C HUNT DRIVE CHARLOTTESVILLE VA 22903 X DAVID B MACFARLANE CHAIR - BOD 2.0 0.0 X 0 0 0 PATRICK D HOGAN DIRECTOR AND SECRETARY 5.0 55.0 X X 0 504277 398987 DAVID C BURKE DIRECTOR 2.0 0.0 X 0 0 0 JOHN B HARRIS JR DIRECTOR 2.0 0.0 X 0 0 0 MEREDITH B JENKINS DIRECTOR 2.0 0.0 X 0 0 0 ANTON J LEVY DIRECTOR 2.0 0.0 X 0 0 0 JOHN G MACFARLANE III DIRECTOR 2.0 0.0 X 0 0 0 RICHARD A MAYO END 1216 DIRECTOR 2.0 0.0 X 0 0 0 OWEN D THOMAS DIRECTOR 2.0 0.0 X 0 0 0 MERYL B WITMER DIRECTOR 2.0 0.0 X 0 0 0 MITCHELL R COHEN BEG 716 DIRECTOR 2.0 0.0 X 0 0 0 TIMOTHY P O'HARA BEG 716 DIRECTOR 2.0 0.0 X 0 0 0 LAWRENCE E KOCHARD CEO/CIO 50.0 0.0 X 2579364 0 1142721 KRISTINA M ALIMARD CHIEF OPERATING OFFICER 50.0 0.0 X 416315 0 453812 JOHN WINN GEN COUNSEL & CHIEF COMP OFFCR 50.0 0.0 X 377112 0 125629 ROBERT W FREER MANAGING DIRECTOR 50.0 0.0 X 1066361 0 35736 E SARGENT MCGOWAN MANAGING DIRECTOR 50.0 0.0 X 858529 0 358267 JASON LOVE MANAGING DIRECTOR 50.0 0.0 X 704208 0 256195 STEVEN P PETERSON MANAGING DIRECTOR 50.0 0.0 X 476862 16000 175381 MELANIE E DAVIS MANAGING DIRECTOR 50.0 0.0 X 516947 0 257769 LINDSAY R LARSEN MANAGING DIRECTOR 50.0 0.0 X 483162 0 196567 JONATHAN E EARNHARDT MANAGING DIRECTOR 50.0 0.0 X 316297 0 39245 SHARON F HERBERT DIRECTOR CORPORATE OPERATIONS 50.0 0.0 X 243842 0 31053 CAITLIN FITZMAURICE DIRECTOR 50.0 0.0 X 254923 0 28216 DAWN WILSON DIRECTOR INVESTMENT OPERATIONS 50.0 0.0 X 225311 0 31072 JOHN MARRON END 1116 INVESTMENT ASSOCIATE 50.0 0.0 X 210007 0 25695 STEVEN EELKMAN ROODA SR INV ASSOCIATE(END 1/17) 50.0 0.0 X 171508 0 22364 EDWARD H KLEESEND 116 FORMER GEN COUNCEL & ASST SEC 0.0 0.0 X 131114 0 6512 9031862 520277 3585221 16 true true false Dynamo Internacional Gesto de Recu AV ATAULFO DE PAIVA 1235 6 ANDAR RIO DE JANEIRO RJ BR 22440-034 INVESTMENT MANAGER 1049000 Shapiro Capital Management LLC 3060 PEACHTREE RD NW 1555 ATLANTA GA 30305 INVESTMENT MANAGER 956533 Standish Mellon Asset Management One Boston Place 201 Washington St BOSTON MA 02108 INVESTMENT MANAGER 453611 The Bank of New York Mellon One Wall Street NEW YORK NY 10286 CUSTODIAN 986132 KPMG LLP 345 Park Avenue NEW YORK NY 10154 ACCOUNTANT 196959 9 0 0 0 0 11153727 -15919149 27072876 0 0 0 0 0 1921626030 1543271569 378354461 378354461 6296461 372058000 0 0 0 0 0 0 0 0 0 0 389508188 -9622688 399130876 0 0 0 0 8959334 8096559 862775 137626 137626 3423635 1616535 1807100 544428 349649 194779 756665 401019 355646 383597 248956 134641 0 254492 121298 133194 447935 0 447935 0 0 0 250721 159151 91570 15276 0 15276 118715 36418 82297 759617 402597 357020 0 444317 235488 208829 575731 523442 52289 0 32521 30844 1677 0 0 380683 201762 178921 177770 104746 73024 CUSTODIAN FEES AND EXPENSES 1023494 1023494 DATA SERVICES 448643 448643 0 RECRUITING 85207 0 85207 TRAINING 46970 46970 118488 71686 46802 19385865 14209913 5175952 0 840813 1134726 272615355 37680998 0 0 3684020 4234122 0 0 0 0 0 0 0 0 474960 439267 2966304 2640885 644627 325419 1060586410 1053601956 6558767462 7567804048 0 0 0 0 0 0 7897613647 8665220536 8602521 10678235 0 0 0 0 0 0 0 0 0 0 0 0 0 0 7872576582 8636504875 7881179103 8647183110 X 16434544 18037426 0 0 0 0 16434544 18037426 7897613647 8665220536 X 370122323 560107632 -928627073 X false true X true false X X 1 THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA 546001796 2 true 262316217 0 1 262316217 0 true false false false false true false false false false false false false false false true true true X SCHEDULE A, PART I, LINE 12G OTHER SUPPORT The expenses incurred by UVIMCO that are reported on Form 990, Part IX were expended to invest funds on behalf of the Rector and Visitors of the University of Virginia, its supported organization. UVIMCO receives, manages, invests, disburses, and holds title to the Universitys endowment and certain other funds in direct furtherance of the Universitys exempt purposes. These are activities that the University would normally be engaged in but for UVIMCOs involvement. The dollar amount shown on Schedule A, Part I, Line 12(g)(v) is the aggregate amount of cash distributions made by UVIMCO to the University during the reporting year. These distributions consisted of funds deposited with UVIMCO by the University which were then held and invested by UVIMCO for the Universitys benefit. SCHEDULE A, PART IV, SECTION A, LINE 6 UVIMCO PROVIDES SUPPORT TO ITS SUPPORTING ORGANIZATION, THE UNIVERSITY OF VIRGINIA, AND TO THE UNIVERSITY'S RELATED FOUNDATIONS, ALL OF WHICH ARE 501(c)(3) PUBLIC CHARITIES AND ARE OPERATED, SUPERVISED, OR CONTROLLED DIRECTLY BY OR IN CONNECTION WITH THE UNIVERSITY. THIS IS A PERMISSIBLE ACTIVITY UNDER SECTION 1.509(a)-4(e)(1) OF THE REGULATIONS. SCHEDULE A, PART IV, SECTION D, LINE 3 THE UVIMCO ARTICLES OF INCORPORATION STIPULATE THAT THE BOARD INCLUDES THREE DIRECTORS APPOINTED BY THE BOARD OF VISITORS OF THE UNIVERSITY OF VIRGINIA AND ONE DIRECTOR APPOINTED BY THE PRESIDENT OF THE UNIVERSITY. THE BOARD IS RESPONSIBLE FOR ESTABLISHING UVIMCOS INVESTMENT POLICY STATEMENT. THE BOARD MONITORS THE DEVELOPMENT, ANALYSIS, ADOPTION, AND EXECUTION OF INVESTMENT DECISIONS AND ACTIONS BY UVIMCOS STAFF TO ENSURE COMPLIANCE WITH THE INVESTMENT POLICY STATEMENT. THE BOARD REVIEWS THE INVESTMENT POLICY STATEMENT (INCLUDING THE LIQUIDITY AND INVESTMENT MANAGER DIVERSIFICATION POLICIES CONTAINED THEREIN) ANNUALLY. IN PREPARATION FOR THAT REVIEW, UVIMCO STAFF PROVIDES AN ANALYSIS OF ANY CHANGES IN THE RISK TOLERANCE AND SPENDING PLANS OF THE UNIVERSITY THAT HAVE BEEN REPORTED TO IT AND ON ECONOMIC AND INVESTMENT DECISIONS. UVIMCO STAFF COMPILES A MONTHLY BOARD REPORT THAT INCLUDES, AMONG OTHER THINGS, COMMENTARY AND STATISTICS ON THE PERFORMANCE OF THE LONG TERM POOL, A QUARTERLY COMMENTARY ON THE STATE OF THE MARKET ENVIRONMENT, SUMMARIES OF INVESTMENT ACTIVITY, SHORT-TERM LIQUIDITY AND COMMITMENTS, AND COMPARISONS OF THE LONG-TERM POOL TO POLICY PORTFOLIO RANGES. WHILE THE BOARD HAS DELEGATED MANAGER SELECTION AND RETENTION DECISIONS TO UVIMCOS CEO, THE BOARD MONITORS THE CEOS DECISION-MAKING PROCESS AND REVIEWS DOCUMENTATION OF DUE DILIGENCE IN ANALYZING AND MONITORING INVESMENT MANAGERS. SCHEDULE A, PART IV, SECTION E, LINE 1C UVIMCO IS OPERATED SOLELY TO PROVIDE INVESTMENT MANAGEMENT ON BEHALF OF THE UNIVERSITY OF VIRGINIA (A VIRGINIA STATE SUPPORTED EDUCATIONAL INSTITUTION) AND THE UNIVERSITYS RELATED FOUNDATIONS, WHICH ALSO SUPPORT THE UNIVERSITY, AND ALL OF WHICH ARE 501(c)(3) PUBLIC CHARITIES AND ARE OPERATED, SUPERVISED, OR CONTROLLED DIRECTLY BY OR IN CONNECTION WITH THE UNIVERSITY. THE UNIVERSITY OF VIRGINIA WOULD NEED TO CARRY OUT INVESTMENT MANAGEMENT ACTIVITES IN THE ABSENCE OF UVIMCO. 0 1566502 1566310 192 0 448689 334395 114294 0 951113 740180 210933 325419 LONG/SHORT EQUITY 1687419011 F BUYOUT 499012204 F REAL ESTATE 477700441 F RESOURCES 534667797 F VENTURE CAPITAL 373474570 F PUBLIC EQUITY 2166798068 F MARKETABLE ALTERNATIVES/CREDIT 1246095456 F GROWTH EQUITY 482633430 F FIXED INCOME 100003071 F 7567804048 0 AMOUNTS HELD FOR OTHERS - LTP 8609871508 AMOUNTS HELD FOR OTHERS - STP 26633367 8636504875 X 949615820 560107632 560107632 389508188 389508188 948012938 928627073 928627073 19385865 19385865 SCHEDULE D, PART X, LINE 2 FIN 48 (ASC 740) FOOTNOTE PER AUDITED FINANCIAL STATEMENTS U.S. GAAP REQUIRES MANAGEMENT TO EVALUATE TAX POSITIONS TAKEN AND RECOGNIZE A TAX LIABILITY (OR ASSET) IF AN UNCERTAIN POSITION TAKEN, MORE LIKELY THAN NOT, WOULD NOT BE SUSTAINED UPON EXAMINATION BY THE INTERNAL REVENUE SERVICE. MANAGEMENT HAS ANALYZED THE TAX POSITIONS TAKEN BY THE COMPANY, AND HAS CONCLUDED THAT AS OF JUNE 30, 2017, THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY (OR ASSET) OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE COMPANY IS SUBJECT TO ROUTINE AUDITS BY TAXING JURISDICTIONS; HOWEVER, THERE ARE CURRENTLY NO AUDITS FOR ANY TAX PERIODS IN PROGRESS. THE MAJOR TAX JURISDICTIONS FOR THE COMPANY ARE THE UNITED STATES AND COMMONWEALTH OF VIRGINIA AND THE TAX YEARS SUBJECT TO EXAMINATION ARE 2014 TO 2017. SCHEDULE D, PART XII, LINE 2D RECONCILIATION OF EXPENSES PER AUDITED FINANCIAL STATEMENTS WITH EXPENSES PER RETURN: ALLOCATION OF NET (LOSS)/GAIN ON INVESTMENTS HELD FOR OTHERS REFLECTED AS CHANGE IN NET ASSETS $ 928,627,073 THE LONG TERM POOL HAD A RETURN OF 12.4% FOR THE FISCAL YEAR VERSUS A RETURN OF (1.5)% IN THE PRIOR YEAR. East Asia and the Pacific Program services TRAVEL 22327 Europe (Including Iceland and Greenland) Program services TRAVEL 153162 Central America and the Caribbean Program services TRAVEL 778 North America Program services TRAVEL 3145 South Asia Program services TRAVEL 13455 North America 1 Program services COMPENSATION 22437 Central America and the Caribbean Investments, program-relate 2696907516 Europe (Including Iceland and Greenland) Investments, program-relate 231440399 Sub-Saharan Africa Investments, program-relate 247199573 1 1 3175762792 3175762792 true false true true true false SCHEDULE F, PART I, INVESTMENTS THE INVESTMENTS DISCLOSURES IN SCHEDULE F, PART I, INDICATE WHERE EXTERNAL INVESTMENT FUNDS ARE INCORPORATED OR OTHERWISE DOMICILED. ACTUAL INVESTMENTS ARE TYPICALLY MADE IN OTHER REGIONS OF THE WORLD. X false true X X X X true true false false false false false true false PATRICK D HOGAN DIRECTOR AND SECRETARY 0 488617 0 0 0 15660 0 378830 0 20157 0 903264 0 0 LAWRENCE E KOCHARD CEO/CIO 643988 0 250000 0 1685376 0 1119464 0 23257 0 3722085 0 1225828 0 KRISTINA M ALIMARD CHIEF OPERATING OFFICER 415786 0 0 0 529 0 427560 0 26252 0 870127 0 0 0 JOHN WINN GEN COUNSEL & CHIEF COMP OFFCR 276676 0 100000 0 436 0 102560 0 23069 0 502741 0 0 0 ROBERT W FREER MANAGING DIRECTOR 294412 0 175000 0 596949 0 15600 0 20136 0 1102097 0 0 0 E SARGENT MCGOWAN MANAGING DIRECTOR 298511 0 130000 0 430018 0 339533 0 18734 0 1216796 0 269794 0 JASON LOVE MANAGING DIRECTOR 284092 0 145000 0 275116 0 235542 0 20653 0 960403 0 168772 0 STEVEN P PETERSON MANAGING DIRECTOR 294213 16000 150000 0 32649 0 152349 0 23032 0 652243 16000 0 0 MELANIE E DAVIS MANAGING DIRECTOR 282517 0 130000 0 104430 0 235541 0 22228 0 774716 0 0 0 LINDSAY R LARSEN MANAGING DIRECTOR 269757 0 135000 0 78405 0 183546 0 13021 0 679729 0 0 0 JONATHAN E EARNHARDT MANAGING DIRECTOR 176018 0 140000 0 279 0 21351 0 17894 0 355542 0 0 0 SHARON F HERBERT DIRECTOR CORPORATE OPERATIONS 192404 0 50000 0 1438 0 21781 0 9272 0 274895 0 0 0 CAITLIN FITZMAURICE DIRECTOR 174529 0 80000 0 394 0 20600 0 7616 0 283139 0 0 0 DAWN WILSON DIRECTOR INVESTMENT OPERATIONS 174608 0 50000 0 703 0 19700 0 11372 0 256383 0 0 0 JOHN MARRON END 1116 INVESTMENT ASSOCIATE 151723 0 40000 0 18284 0 17536 0 8159 0 235702 0 0 0 STEVEN EELKMAN ROODA SR INV ASSOCIATE(END 1/17) 116150 0 55000 0 358 0 13870 0 8494 0 193872 0 0 0 EDWARD H KLEESEND 116 FORMER GEN COUNCEL & ASST SEC 1639 0 30000 0 99475 0 3363 0 3149 0 137626 0 0 SCHEDULE J, PART I, LINE 1A AND 1B QUESTIONS REGARDING COMPENSATION: CHARTER TRAVEL UVIMCO PAID EXPENSES FOR A CHARTER FLIGHT IN MAY 2016 TO TRANSPORT THE COO, DIRECTOR OF INVESTMENT OPERATIONS, GENERAL COUNSEL AND CCO, AND THREE MANAGING DIRECTORS FOR A MEETING OF THE BOARD OF DIRECTORS IN NEW YORK. THIS WAS A WORK-RELATED EXPENSE AND WAS NOT INCLUDED IN TAXABLE COMPENSATION FOR ANY OF THE LISTED INDIVIDUALS. UVIMCO DOES NOT HAVE A WRITTEN POLICY SPECIFIC TO CHARTER FLIGHTS. IN THIS INSTANCE THE COST OF THE CHARTER FOR SIX STAFF MEMBERS WAS LOWER THAN THE COST OF COMMERCIAL FLIGHTS AND WAS REVIEWED AND APPROVED BY THE COO PRIOR TO BOOKING AND ALSO PRIOR TO PAYMENT. SCHEDULE J, PART I, LINE 4A JOHN MARRON TERMINATED EMPLOYMENT ON NOVEMBER 30, 2016 AND RECEIVED A SEVERANCE PAYMENT OF $14,167 UNDER TERMS OF A WRITTEN SEPARATION AGREEMENT. THIS AMOUNT IS INCLUDED IN PART II, COLUMN B (III), OTHER REPORTABLE COMPENSATION. SCHEDULE J, PART I, LINE 4B UVIMCO MADE PAYMENTS FROM THE UVIMCO INCENTIVE COMPENSATION PLAN, A NONQUALIFIED INCENTIVE PLAN UNDER IRC SECTION 457(F). 2016 COMPENSATION REPORTED IN PART II RELATED TO THE UVIMCO INCENTIVE COMPENSATION PLAN IS DETAILED BELOW: Participant Part II, Part II, Part II, Col B(iii) Col C Col F Other Reportable Deferred (Reported on Compensation Comp. prior Form 990) Lawrence E. Kochard $1,683,912 $1,091,904 $1,225,828 Robert W. Freer 596,469 - - E. Sargent McGowan 429,582 311,973 269,794 Jason Love 274,680 207,982 168,772 Steven Peterson 31,197 124,789 - Melanie Davis 103,991 207,982 - Lindsay Larsen 77,993 155,986 - SCHEDULE J, PART II, COLUMN B(iii) INCLUDES TAXABLE FRINGE BENEFITS IN ADDITION TO THE IRC SECTION 457(f) AMOUNTS SHOWN ABOVE. CALCULATION OF LONG-TERM INCENTIVE COMPENSATION IS BASED ON UVIMCO'S NET THREE-YEAR INVESTMENT PERFORMANCE, VERSUS POLICY PORTFOLIO, AND GROSS THREE-YEAR INVESTMENT PERFORMANCE, VERSUS PERFORMANCE OF PEERS MANAGING ASSETS. IN 2016 UVIMCO DEFERRED CERTAIN DISCRETIONARY CASH BONUSES UNDER TERMS OF A DEFERRED COMPENSATION AGREEMENT UNDER IRC SECTION 457(f). AMOUNTS DEFERRED UNDER THE AGREEMENT ARE REPORTED IN COLUMN C, RETIREMENT AND OTHER DEFERRED COMPENSATION AS DETAILED BELOW: NAME PART II, COL C, DEFERRED COMPENSATION KRISTINA ALIMARD $400,000 JOHN WINN 75,000 PATRICK HOGAN PARTICIPATED IN A SUPPLEMENTAL, NONQUALIFIED RETIREMENT PLAN UNDER IRC SECTION 415(M), WHICH IS SPONSORED BY THE UNIVERSITY OF VIRGINIA. AMOUNTS DEFERRED UNDER THE AGREEMENT ARE REPORTED IN COLUMN C, RETIREMENT AND OTHER DEFERRED COMPENSATION. SCHEDULE J, PART I, LINE 7 CURRENT UVIMCO EMPLOYEES LISTED IN FORM 990, PART VII, SECTION A, LINE 1A, WERE ELIGIBLE FOR NON-FIXED PAYMENTS IN THE FORM OF DISCRETIONARY CASH BONUSES BASED ON INDIVIDUAL PERFORMANCE DURING FISCAL YEAR 2016, WHICH ARE INCLUDED IN SCHEDULE J, PART II, COLUMN B (II). FORM 990, PART VI, LINE 1A SECTION A. GOVERNING BODY AND MANAGEMENT THE EXECUTIVE COMMITTEE IS ELECTED BY THE BOARD AND INCLUDES AT LEAST THREE BOARD MEMBERS. THE EXECUTIVE COMMITTEE MUST INCLUDE: (I) EITHER A UVA BOARD OF VISITORS DESIGNEE OR THE UVA PRESIDENTS BOARD DESIGNEE; (II) AT LEAST ONE DIRECTOR DESIGNATED A UNIVERSITY REPRESENTATIVE IN ACCORDANCE WITH THE UNIVERSITYS POLICY ON UNIVERSITY RELATED FOUNDATIONS; AND (III) THE CHAIR OF THE AUDIT COMMITTEE. IN ADDITION TO ANY DUTY OR MATTER THAT MAY BE ASSIGNED TO IT BY THE BOARD OF DIRECTORS, THE EXECUTIVE COMMITTEE IS EMPOWERED TO ACT ON BEHALF OF THE BOARD OF DIRECTORS AND IS AUTHORIZED TO TAKE SUCH ACTIONS AS IT MAY APPROVE OR DIRECT ON BEHALF OF THE BOARD OF DIRECTORS, OTHER THAN CERTAIN FUNDAMENTAL ACTIONS SPECIFIED IN THE BY-LAWS WHICH REQUIRE APPROVAL OF THE FULL BOARD. FORM 990, PART VI, LINE 7A SECTION A. GOVERNING BODY AND MANAGEMENT THREE BOARD MEMBERS ARE APPOINTED BY THE BOARD OF VISITORS OF THE UNIVERSITY OF VIRGINIA UPON THE RECOMMENDATION OF THE RECTOR, AND ONE IS APPOINTED BY THE UNIVERSITY OF VIRGINIA PRESIDENT. FORM 990, PART VI, LINE 11A SECTION B: POLICIES A DRAFT OF FORM 990 IS REVIEWED BY MEMBERS OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS. THE FINAL FORM 990, INCLUDING SCHEDULES, IS MADE AVAILABLE TO ALL BOARD MEMBERS PRIOR TO FILING. FORM 990, PART VI, LINE 12C CONFLICT OF INTEREST POLICY: ALL DIRECTORS AND STAFF OF UVIMCO, AND CERTAIN OTHER AFFILIATED PERSONS, ARE SUBJECT TO UVIMCO'S CODE OF CONDUCT (THE CODE). THE CODE COMPRISES A PART OF UVIMCOS BROADER COMPLIANCE POLICIES AND PROCEDURES MANUAL. AMONG OTHER THINGS, THE CODE PLACES CERTAIN RESTRICTIONS ON PERSONAL TRADING, RECEIPT OF GIFTS, POLITICAL CONTRIBUTIONS, OUTSIDE ACTIVITIES, RELATED-PARTY TRANSACTIONS, AND OTHER CONFLICTS OF INTEREST. THE CODE ALSO CONTAINS CERTAIN PROVISIONS REQUIRING INTERESTED STAFF AND DIRECTORS TO RECUSE THEMSELVES FROM INFLUENCING OR PARTICIPATING IN TRANSACTIONS IN WHICH THEY HAVE A CONFLICT OF INTEREST. UVIMCOS CHIEF COMPLIANCE OFFICER (CCO) ADMINISTERS UVIMCOS COMPLIANCE PROGRAM, INCLUDING THE CODE. THE CODE CONTAINS PROVISIONS REGARDING DISCLOSURE AND REMEDIATION OF ANY COMPLIANCE VIOLATIONS. THE CCO IS ASSISTED IN ADMINISTERING THE COMPLIANCE PROGRAM BY MEMBERS OF UVIMCOS OPERATIONS TEAM AS WELL AS AN EXTERNAL COMPLIANCE CONSULTING FIRM. AMONG OTHER THINGS, UVIMCOS COMPLIANCE CONSULTANT REVIEWS EMPLOYEE BROKERAGE STATEMENTS AND PERFORMS AN ANNUAL REVIEW OF UVIMCOS COMPLIANCE PROGRAM. THE CCO REPORTS ON THE FINDINGS OF THIS REVIEW TO UVIMCOS AUDIT COMMITTEE. THE CCO ALSO REPORTS ON CONFLICTS OF INTEREST AND OTHER COMPLIANCE MATTERS WHICH ARISE DURING THE COURSE OF THE YEAR TO THE AUDIT COMMITTEE. ALL DIRECTORS AND STAFF MUST SUBMIT AN ANNUAL CERTIFICATION THAT THEY HAVE COMPLIED WITH THE CODE, OR NOTE EXCEPTIONS. ANY SUCH EXCEPTIONS ARE INVESTIGATED BY THE CCO. FORM 990, PART VI, LINE 15A EXECUTIVE COMPENSATION POLICY THE COMPENSATION COMMITTEE, COMPRISED OF BOARD MEMBERS WITHOUT POTENTIAL CONFLICTS OF INTEREST CONCERNING COMPENSATION ARRANGEMENTS, MAKES COMPENSATION DECISIONS REGARDING THE CEO, COO, GENERAL COUNSEL, AND MANAGING DIRECTORS WITHOUT DISCUSSION OR OTHER PARTICIPATION OF THE STAFF MEMBER WHOSE COMPENSATION IS UNDER CONSIDERATION. THE CEO PROVIDES INDUSTRY SURVEYS, EXPERT COMPENSATION STUDIES, OR OTHER COMPARABLE DATA FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR ORGANIZATIONS. THE CEO ALSO PROVIDES PERFORMANCE REVIEWS, ACTUAL COMPENSATION DATA, AND COMPENSATION RECOMMENDATIONS TO ASSIST THE COMPENSATION COMMITTEE IN MAKING DECISIONS. THE CEO DOES NOT PROVIDE RECOMMENDATIONS REGARDING HIS/HER OWN COMPENSATION. THE COMPENSATION COMMITTEE FULLY DOCUMENTS ALL COMPENSATION DECISIONS AND THE BASIS FOR THE DECISIONS. THIS PROCESS FOR COMPENSATION DECISIONS WAS LAST UNDERTAKEN FOR THE CEO, COO, GENERAL COUNSEL, AND MANAGING DIRECTORS IN 2017. COMPENSATION DECISIONS FOR NON-SENIOR STAFF MAY BE DELEGATED TO THE CEO. FORM 990, PART VI, LINE 19 AVAILABILITY OF DOCUMENTS UVIMCO PROVIDES FINANCIAL STATEMENTS TO UVA AND RELATED FOUNDATIONS THROUGH A SECURE PORTION OF THE ORGANIZATION'S WEBSITE, AND ORGANIZATIONAL DOCUMENTS TO UVA AND RELATED FOUNDATIONS UPON REQUEST. UVIMCO DOES NOT MAKE THESE DOCUMENTS AVAILABLE TO THE GENERAL PUBLIC. FORM 990, Part VII, SECTION B, INDEPENDENT CONTRACTORS THREE OF THE FIVE HIGHEST COMPENSATED INDEPENDENT CONTRACTORS REPORTED IN PART VII REPRESENT SEPARATE ACCOUNT INVESTMENT MANAGERS PAID DIRECTLY BY UVIMCO. OTHER EXTERNAL MANAGERS ARE PAID INDIRECTLY THROUGH A REDUCTION IN THE NET ASSET VALUES OF INVESTMENT FUNDS IN WHICH UVIMCO INVESTS. THE FINANCIAL RESULTS OF UVIMCO'S OPERATIONS ARE REPORTED NET OF ALL INVESTMENT MANAGEMENT FEES. FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSET OR FUND BALANCES ALLOCATION OF NET (LOSS)/GAIN ON INVESTMENTS HELD FOR OTHERS RELFECTED AS CHANGE IN NET ASSETS $ (928,627,073) THE LONG TERM POOL HAD A RETURN OF 12.4% FOR THE FISCAL YEAR VERSUS A RETURN OF (1.5)% IN THE PRIOR YEAR. 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