2017-05-10T17:06:23-05:00 2016-06-30 ERNST & YOUNG US LLP 200 CLARENDON STREET BOSTON MA 02116 990 2015-07-01 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 2017-05-08 true BARBARA E HUNT SNR MNGR P00916443 6172662000 2017-05-01 2015 2021-01-29 14:40:06Z Lawrence E Kochard 560 Ray C Hunt Dr STE 400 Charlottesville VA 22903 1465588415 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. 12 11 43 11 -12012369 -12012369 0 0 0 0 514568751 274730987 0 0 514568751 274730987 0 0 0 0 12415703 13512643 0 0 0 528028904 3426156 540444607 16938799 -25875856 257792188 7638717535 7897613647 7625309100 7881179103 13408435 16434544 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 12187691 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. 12187691 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 35 0 true 43 true true true false false false false false false false false false X 12 11 false false false false false true false true true false false true true true true true true true true false X Kristina Alimard 4349244245 PO Box 400215 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 509096 199927 DAVID C BURKE DIRECTOR 2.0 0.0 X 0 0 0 A MACDONALD CAPUTO 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 W AUSTIN LIGON 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 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 LAWRENCE E KOCHARD CEO/CIO 50.0 0.0 X 2295422 6000 1480922 KRISTINA M ALIMARD CHIEF OPERATING OFFICER 50.0 0.0 X 418078 0 402226 EDWARD H KLEESEND 116 GEN COUNSEL & ASST SECRETARY 50.0 0.0 X 361088 0 49724 JOHN WINN GC 116- GEN COUNSEL & CHIEF COMP OFFCR 50.0 0.0 X 353155 0 48757 ROBERT W FREER MANAGING DIRECTOR 50.0 0.0 X 1263377 0 56445 E SARGENT MCGOWAN MANAGING DIRECTOR 50.0 0.0 X 787687 0 355266 JASON LOVE MANAGING DIRECTOR 50.0 0.0 X 556790 0 253897 STEVEN P PETERSON MANAGING DIRECTOR 50.0 0.0 X 485930 16000 40695 MELANIE E DAVIS MANAGING DIRECTOR 50.0 0.0 X 442019 0 37549 LINDSAY R LARSEN MANAGING DIRECTOR 50.0 0.0 X 302271 0 28914 JONATHAN E EARNHARDT MANAGING DIRECTOR (BEGAN 4/16) 50.0 0.0 X 0 0 0 SHARON F HERBERT DIRECTOR CORPORATE OPERATIONS 50.0 0.0 X 226612 0 30592 CAITLIN FITZMAURICE INVESTMENT ASSOCIATE 50.0 0.0 X 222830 0 26180 DAWN WILSON DIRECTOR INVESTMENT OPERATIONS 50.0 0.0 X 212810 0 30075 JOHN MARRON INVESTMENT ASSOCIATE 50.0 0.0 X 189147 0 25471 GORDON CRENSHAW SR.INVESTMENT ANALYST(END 5/16 50.0 0.0 X 163325 0 29210 SHERRI KING OCONNOR FORMER MNG DIRECTOR (END 9/14) 0.0 0.0 X 138838 0 0 8419379 531096 3095850 21 true true false Dynamo Internacional Gesto de Recu AV ATAULFO DE PAIVA 1235 6 ANDAR RIO DE JANEIRO RJ BR 22440-034 INVESTMENT MANAGER 1484125 Shapiro Capital Management LLC 3060 PEACHTREE RD NW 1555 ATLANTA GA 30305 INVESTMENT MANAGER 983291 Bares Capital Management Inc 12600 Hill Country Blvd Ste R-230 Austin TX 78738 INVESTMENT MANAGER 817296 The Bank of New York Mellon One Wall Street New York NY 10286 CUSTODIAN 399031 Parametric Clifton 3600 Minnesota Drive Ste 325 Minneapolis MN 55435 INVESTMENT ADVISORY 293217 12 0 0 0 0 14462809 0 -20672193 35135002 0 0 0 0 0 1451125606 1190857428 260268178 260268178 8659824 251608354 0 0 0 0 274730987 0 -12012369 286743356 0 0 0 0 0 0 0 0 8812431 7672025 1140406 0 111423 111423 0 3087718 1473507 1614211 0 527443 327081 200362 0 607891 329245 278646 0 365737 240109 125628 0 0 0 0 0 35872 1943 33929 0 297500 0 297500 0 0 0 0 0 0 0 0 0 0 0 73746 2245 71501 10674 0 10674 113784 31260 82524 0 516904 258452 258452 0 0 0 0 0 431389 215694 215695 0 718633 670631 48002 0 0 0 0 0 34550 33277 1273 0 0 0 0 0 0 0 0 0 333867 166933 166934 0 180788 118976 61812 0 DATA SERVICES 463322 463322 0 0 RECRUITING 66115 66115 0 TRAINING 38118 0 38118 0 MISCELLANEOUS 110894 71568 39326 0 16938799 12187691 4751108 0 0 666483 840813 105539645 272615355 0 0 3145535 3684020 0 0 0 0 0 0 0 0 281521 474960 2904829 2260202 734808 644627 1369840614 1060586410 6158508929 6558767462 0 0 0 0 0 0 7638717535 7897613647 7648210 8602521 0 0 0 0 0 0 0 0 0 0 0 0 0 0 7617660890 7872576582 7625309100 7881179103 X 13408435 16434544 0 0 0 0 13408435 16434544 7638717535 7897613647 X 257792188 -386834331 0 0 0 132068252 X false true X true false X X 1 THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA 546001796 2 true 0 0 1 0 0 true false false false false false false false false false false false false false false true true true X 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 I, LINE 11G 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. MONETARY SUPPORT IS NOT REQUIRED. SCHEDULE A, PART IV, SECTION A, LINE 6 UVIMCO PROVIDES SUPPORT TO ITS SUPPORTING ORGANIZATION, THE UNIVERSITY OF VIRIGINIA, 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 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 0 1566502 1354926 211576 441026 247682 193344 897301 657594 239707 644627 Long/Short Equity 1653922435 F Buyout 547306344 F Real Estate 504006756 F Resources 343793436 F Venture Capital 336998623 F Public Equity 1689610635 F Marketable Alternatives/Credit 1065026428 F Growth Equity 418102805 F 6558767462 0 AMOUNTS HELD FOR OTHERS - LTP 7615479967 AMOUNTS HELD FOR OTHERS - STP 257096615 7872576582 X -112103344 -386834331 -386834331 274730987 0 0 274730987 -115129453 -132068252 -132068252 16938799 0 0 16938799 SCHEDULE D, PART X, LINE 2 FIN 48 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, 2016, 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 2013 TO 2016. 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 (132,993,260) General fees reimbursed by Long-Term Pool shareholders 925,008 Total Other Changes in Reconciliation of Expenses Per Audited Financial Statements (Line 2d) (132,068,252) East Asia and the Pacific Program services Travel 106490 Europe (Including Iceland and Greenland) Program services Travel 186744 Middle East and North Africa Program services Travel 14539 Sub-Saharan Africa Program services Travel 25627 North America 1 Program services Compensation 58527 Central America and the Caribbean Investments, program-relate 2440294717 Europe (Including Iceland and Greenland) Investments, program-relate 162789611 Sub-Saharan Africa Investments, program-relate 229243423 1 1 2832719678 2832719678 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 false true false false false false false true false PATRICK D HOGAN DIRECTOR AND SECRETARY 0 492852 0 0 0 16244 0 179521 0 20406 0 709023 0 0 LAWRENCE E KOCHARD CEO/CIO 607549 6000 250000 0 1437873 0 1458757 0 22165 0 3776344 6000 868028 0 KRISTINA M ALIMARD CHIEF OPERATING OFFICER 417549 0 0 0 529 0 377560 0 24666 0 820304 0 0 0 EDWARD H KLEESEND 116 GEN COUNSEL & ASST SECRETARY 310050 0 50000 0 1038 0 27560 0 22164 0 410812 0 0 0 JOHN WINN GC 116- GEN COUNSEL & CHIEF COMP OFFCR 252737 0 100000 0 418 0 26780 0 21977 0 401912 0 0 0 ROBERT W FREER MANAGING DIRECTOR 293836 0 100000 0 869541 0 31680 0 24765 0 1319822 0 116452 0 E SARGENT MCGOWAN MANAGING DIRECTOR 283693 0 225000 0 278994 0 334245 0 21021 0 1142953 0 182995 0 JASON LOVE MANAGING DIRECTOR 257574 0 125000 0 174216 0 231757 0 22140 0 810687 0 66544 0 STEVEN P PETERSON MANAGING DIRECTOR 204962 16000 280000 0 968 0 23518 0 17177 0 526625 16000 0 0 MELANIE E DAVIS MANAGING DIRECTOR 176773 0 265000 0 246 0 21386 0 16163 0 479568 0 0 0 LINDSAY R LARSEN MANAGING DIRECTOR 186912 0 115000 0 359 0 21896 0 7018 0 331185 0 0 0 SHERRI KING OCONNOR FORMER MNG DIRECTOR (END 9/14) 0 0 0 0 138838 0 0 0 0 0 138838 0 0 0 SHARON F HERBERT DIRECTOR CORPORATE OPERATIONS 175174 0 50000 0 1438 0 18720 0 11872 0 257204 0 0 0 CAITLIN FITZMAURICE INVESTMENT ASSOCIATE 167436 0 55000 0 394 0 19070 0 7110 0 249010 0 0 0 DAWN WILSON DIRECTOR INVESTMENT OPERATIONS 167107 0 45000 0 703 0 17420 0 12655 0 242885 0 0 0 JOHN MARRON INVESTMENT ASSOCIATE 163735 0 25000 0 412 0 17160 0 8311 0 214618 0 0 0 GORDON CRENSHAW SR.INVESTMENT ANALYST(END 5/16 117163 0 46000 0 162 0 13600 0 15610 0 192535 0 0 0 SCHEDULE J, PART I, LINE 1A AND 1B ONE SENIOR INVESTMENT ANALYST RECEIVED A FIRST-CLASS AIRFARE THAT WAS NOT INCLUDED IN HIS TAXABLE INCOME. THIS WORK-RELATED TRAVEL WAS NOT TAXED. COO APPROVED THE EXPENSE AFTER A REVIEW OF THE CIRCUMSTANCES. SCHEDULE J, PART I, LINE 4B UVIMCO MADE PAYMENTS FROM THE UVIMCO INCENTIVE COMPENSATION PLAN, A NONQUALIFIED INCENTIVE PLAN UNDER IRC SECTION 457(F). 2015 COMPENSATION REPORTED IN PART II RELATED TO THIS 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 $1,436,823 $1,431,197 $868,028 Robert W. Freer 868,941 - - E. Sargent McGowan 278,558 306,685 116,452 Jason Love 173,780 204,457 66,544 Sherri King OConnor 138,838 - - CALCULATION OF LONG-TERM INCENTIVE COMPENSATION IS BASED ON UVIMCO'S NET THREE-YEAR PERFORMANCE, VERSUS POLICY PORTFOLIO, AND GROSS THREE-YEAR PERFORMANCE, VERSUS PERFORMANCE OF PEERS MANAGING ASSETS. 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. IN 2015 UVIMCO DEFERRED KRISTINA ALIMARD'S DISCRETIONARY CASH BONUS IN THE AMOUNT OF $350,000 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. SCHEDULE J, PART I, LINE 7 CURRENT UVIMCO EMPLOYEES LISTED IN FORM 990, PART VII, SECTION A, LINE 1A, EXCEPT JONATHAN E. EARNHARDT (HIRED DURING CALENDAR YEAR 2016), WERE ELIGIBLE FOR NON-FIXED PAYMENTS IN THE FORM OF DISCRETIONARY CASH BONUSES BASED ON INDIVIDUAL PERFORMANCE DURING FISCAL YEAR 2015, 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 COMPRISED OF BOARD MEMBERS. IT 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 BYLAWS 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 POSTED ON THE SECURE PORTION OF THE UVIMCO WEBSITE PRIOR TO FILING WHERE IT IS ACCESSIBLE BY ALL BOARD MEMBERS. AN EMAIL IS SENT TO ALL BOARD MEMBERS WHEN THE FINAL FORM 990 IS AVAILABLE FOR VIEWING. 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 2016. 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 AND THE CONFLICT OF INTEREST POLICY TO OUR DEPOSITORS THROUGH A SECURE PORTION OF THE COMPANY WEBSITE, AND ORGANIZATIONAL DOCUMENTS TO OUR DEPOSITORS 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 (SUCH AS HEDGE FUNDS OR PRIVATE EQUITY FUNDS). 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 REFLECTED AS CHANGE IN NET ASSETS 132,993,260 General fees reimbursed by Long-Term Pool Shareholders (925,008) Total Other Changes in net assets or fund balances 132,068,252 AFTON MOUNTAIN I LLC 560 Ray C Hunt Drive Suite 400 Charlottesville VA 22903 562462804 STRUCT INVEST DE 0 0 NA HAWKSBILL MOUNTAIN LLC 560 Ray C Hunt Dr Suite 400 Charlottesville VA 22903 562462804 STRUCT INVEST DE 0 0 NA FON I LLC 560 Ray C Hunt Dr Suite 400 Charlottesville VA 22903 562462804 STRUCT INVEST DE -141717 6958283 NA DYNAMO BRASIL II LLC 560 Ray C Hunt Drive Suite 400 Charlottesville VA 22903 562462804 STRUCT INVEST DE 5906819 76572227 NA STONY MAN MOUNTAIN I LLC 560 Ray C Hunt Dr Suite 400 Charlottesville VA 22903 562462804 STRUCT INVEST DE 0 0 NA Rector and Visitors of the University of PO Box 400228 Charlottesville VA 22901 546001796 Higher Edu. 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