2025-11-07T12:10:37-06:00 2025-06-30 410746749 CLIFTONLARSONALLEN LLP TWO INTERNATIONAL PLACE 22ND FLOOR BOSTON MA 02110 990 2024-07-01 451450956 THE RIVERWOODS GROUP RIVE 6036581786 121 TECHNOLOGY DRIVE A105 DURHAM NH 03824 KEVIN GOYETTE CFO 6036583035 2025-11-06 1 0 KATARZYNA O PADZIK P02268641 7819821001 2025-11-06 2024 2025-03-06 01:10:19Z X JUSTINE VOGEL 121 TECHNOLOGY DRIVE A105 DURHAM NH 03824 34177232 0 X WWW.RIVERWOODSGROUP.ORG X 2011 NH TO PLAN, COORDINATE, IMPLEMENT AND FURTHER THE MISSIONS OF THE RIVERWOODS GROUP SYSTEM ENTITIES. 9 8 63 8 0 0 6396 681684 7895092 7670514 963669 2133656 0 0 8865157 10485854 0 0 0 0 7571786 8599069 0 0 0 1699589 2662161 9271375 11261230 -406218 -775376 24855117 28866568 3529337 6285180 21325780 22581388 THE MISSION OF THE RIVERWOODS GROUP (TRWG) IS TO PLAN, COORDINATE, IMPLEMENT & FURTHER THE MISSIONS OF THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE (RWE), BIRCH HILL TERRACE (BH) DBA RIVERWOODS MANCHESTER (RWM), RIVERWOODS DURHAM (RWD), & OTHER POTENTIAL FUTURE PARTICIPANTS. 0 0 2872312 0 4007609 SUPPORT RWE: THIS PROGRAM CURRENTLY INCLUDES TWO PRIMARY FUNCTIONS:(1) TO CENTRALIZE THE ADMINISTRATIVE AND MANAGEMENT FUNCTIONS FOR THE THREE COMMUNITIES(2) TO EXPLORE OPPORTUNITIES FOR EXPANSION, AND PLAN FOR AND IMPLEMENT AN INTEGRATED SYSTEM OF NON-PROFIT, CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES 1833391 0 2093285 SUPPORT RWD: THIS PROGRAM CURRENTLY INCLUDES TWO PRIMARY FUNCTIONS:(1) TO CENTRALIZE THE ADMINISTRATIVE AND MANAGEMENT FUNCTIONS FOR THE CAMPUS(2) TO EXPLORE OPPORTUNITIES FOR EXPANSION, AND PLAN FOR AND IMPLEMENT AN INTEGRATED SYSTEM OF NON-PROFIT, CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES 1405600 0 1569620 SUPPORT RWM: THIS PROGRAM CURRENTLY INCLUDES TWO PRIMARY FUNCTIONS:(1) TO CENTRALIZE THE ADMINISTRATIVE AND MANAGEMENT FUNCTIONS FOR THE CAMPUS(2) TO EXPLORE OPPORTUNITIES FOR EXPANSION, AND PLAN FOR AND IMPLEMENT AN INTEGRATED SYSTEM OF NON-PROFIT, CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES 6111303 1 1 0 0 0 0 0 0 0 0 1 0 0 1 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 38 0 1 63 1 0 0 0 0 0 0 0 0 0 0 0 0 X 9 8 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NH X SHELLY CRAIG SENIOR DIRECTOR OF FINANCE 6036583007 121 TECHNOLOGY DRIVE SUITE A105 DURHAM NH 03824 JUSTINE VOGEL CEO/CLERK 38.00 2.00 X X 518164 0 30473 PATTY PRUE CHAIR 1.50 0.00 X X 0 0 0 KATHY ANDERSON FIRST VICE-CHAIR 1.50 0.00 X X 0 0 0 JANET BAMBERG SECOND VICE-CHAIR 1.50 0.00 X X 0 0 0 TAMMY MICHAUD TREASURER 1.50 0.00 X X 0 0 0 DAVE BROWNELL TRUSTEE 1.50 0.00 X 0 0 0 PHIL RYAN TRUSTEE 1.50 0.00 X 0 0 0 KATE SKOUTERIS TRUSTEE 1.50 0.00 X 0 0 0 PHIL STEAD TRUSTEE (JOINED JUNE 2025) 1.50 0.00 X 0 0 0 KEVIN GOYETTE CFO 40.00 0.00 X 373948 0 8429 DAVID LAFFERTY CIO 40.00 0.00 X 254355 0 20817 KIMBERLY GASKELL VP OF OPERATIONS 20.00 20.00 X 287089 0 10239 CATHLEEN TOOMEY VP OF MARKETING (LEFT JUNE 2024) 40.00 0.00 X 237049 0 5072 JOHN BOWE VP OF HUMAN RESOURCES 40.00 0.00 X 266919 0 16130 SHARI WOODY YOUNG VP OF SALES 40.00 0.00 X 188064 0 20928 2125588 0 112088 29 0 1 0 CLIFTON LARSON ALLEN LLP 150 S WARNER RD 310 KING OF PRUSSIA PA 19406 AUDIT, TAX AND SOFTWARE DEVELOPMENT SERV 316422 UCH ENGAGE LLC 170 EAST CENTER STREET MARION OH 43301 PROFESSIONAL SERVICES 103500 2 583834 97850 681684 ADMINISTRATIVE FEE 623000 4000279 4000279 IT FEE 623000 2192555 2192555 MANAGEMENT FEE 623000 1477680 1477680 7670514 729104 729104 25095930 23691378 1404552 1404552 1404552 10485854 7670514 0 2133656 915599 482429 433170 6119805 3780264 2339541 135597 88097 47500 942019 615511 326508 486049 315932 170117 83334 83334 9568 9568 33285 33285 374336 197191 177145 210365 178810 31555 57326 19503 37823 354903 354903 120188 120188 190326 190326 9221 7838 1383 270720 230112 40608 4719 4719 RETENTION AND RECRUITME 235489 81377 154112 INVENTORY WRITE-OFF 231082 231082 LOSS ON IMPAIRMENT 200000 200000 DUES AND SUBSCRIPTIONS 103587 103587 173712 114239 59473 11261230 6111303 5149927 0 10655 10655 2765297 3526960 22359 1288943 246224 98470 139454 1348208 583856 699840 764352 15731837 15418443 5280435 7717761 24855117 28866568 1780175 2451234 1742830 3833946 6332 0 3529337 6285180 X 21325780 22518724 62664 21325780 22581388 24855117 28866568 X -775376 -573582 2604566 X X 0 1 X 1 0 X X 3 RWETHE RIVERWOODS COMPANY AT EXETER NEW HAMPSIRE 020400703 10 1 0 5292778 RWDRIVERWOODS DURHAM 820719418 10 0 0 3378369 RWM BIRCH HILL TERRACE DBA RIVERWOODS 223015416 10 0 0 2590083 3 0 11261230 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 PART I, LINE 12G, COLUMN IV: SEE PART IV, SECTION A, LINE 1 EXPLANATION. PART IV, SECTION A, LINE 1: THE BYLAWS OF TRWG STATE "THE PURPOSE OF THE CORPORATION IS TO SUPPORT THE CHARITABLE PURPOSES AND ACTIVITIES OF THE PARTICIPANT ORGANIZATIONS." RWE, RWM, AND RWD FALL UNDER THE CATEGORY OF PARTICIPANT ORGANIZATIONS SINCE THEY ARE MEMBERS OF THE RIVERWOODS GROUP SYSTEM. TRWG IS THE SOLE MEMBER OF RWE, RWM, AND RWD. IN 2020, BIRCH HILL TERRACE (BH) ADOPTED THE DBA NAME OF RIVERWOODS MANCHESTER (RWM). PART IV, SECTION B, LINE 1: TRWG HAS A CONTINUING AND HISTORIC RELATIONSHIP WITH EACH OF THE SUPPORTED ORGANIZATIONS. THE SUPPORTED ORGANIZATIONS, RWE, RWM, AND RWD, ARE EACH CONTINUING CARE RETIREMENT COMMUNITIES (CCRC). THE SUPPORTED ORGANIZATIONS HAVE ONE SINGLE UNIFIED BOARD (CCRC BOARD) THAT IS RESPONSIBLE FOR GOVERNING EACH SUPPORTED ORGANIZATION. IN ORDER TO ENSURE TRWG IS SUFFICIENTLY ACCOUNTABLE TO THE SUPPORTED ORGANIZATIONS AND RESPONSIVE TO THEIR NEEDS, MORE THAN FIFTY PERCENT (50%) OF THE TRWG BOARD WILL BE REPRESENTATIVES NOMINATED BY THE CCRC BOARD. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 421394 215237 206157 926814 368619 558195 764352 DUE FROM RELATED ORGANIZATIONS 7717761 7717761 X PART X, LINE 2: THE RIVERWOODS GROUP IS A NONPROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE IRC. THE ORGANIZATION FOLLOWS THE PROVISIONS OF THE INCOME TAX ACCOUNTING STANDARDS REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE APPLICATION OF THESE PROVISIONS HAS NO IMPACT ON THE ORGANIZATION'S FINANCIAL STATEMENTS. X X X X X 1 0 0 0 0 0 0 1 0 JUSTINE VOGEL CEO/CLERK 433755 0 52881 0 31528 0 12801 0 17672 0 548637 0 0 0 KEVIN GOYETTE CFO 296550 0 29565 0 47833 0 8429 0 0 0 382377 0 0 0 KIMBERLY GASKELL VP OF OPERATIONS 222945 0 22972 0 41172 0 6940 0 3299 0 297328 0 0 0 JOHN BOWE VP OF HUMAN RESOURCES 210734 0 21155 0 35030 0 8118 0 8012 0 283049 0 0 0 DAVID LAFFERTY CIO 230676 0 20538 0 3141 0 7813 0 13004 0 275172 0 0 0 CATHLEEN TOOMEY VP OF MARKETING (LEFT JUNE 2024) 110217 0 19139 0 107693 0 0 0 5072 0 242121 0 0 0 SHARI WOODY YOUNG VP OF SALES 143642 0 35587 0 8835 0 3222 0 17706 0 208992 0 0 0 PART I, LINE 4A NAME: CATHLEEN TOOMEY, DESCRIPTION: SEVERENCE, CURRENT YEAR AMOUNT: $76,844. PLAN DESCRIPTION: SEVERANCE PAYMENT PART I, LINE 7: ALL COMPENSATION PAID TO THE CEO, INCLUDING ANY DISCRETIONARY BONUS, IS SUBJECT TO REVIEW AND APPROVAL BY THE BOARD. THIS REVIEW INCLUDED THE USE OF AN INDEPENDENT CONSULTANT TO GAIN RELEVANT COMPARABILITY DATA. ANY OTHER BONUS PAYMENT IS UP TO THE DISCRETION OF THE EMPLOYEE'S SENIOR LEADER. ANY BONUSES PAID TO SENIOR LEADERSHIP ARE ALSO SUBJECT TO REVIEW BY THE CEO. THE BONUS DETERMINATION IS BASED ON AN ANALYSIS OF THE EMPLOYEE'S PERFORMANCE DURING THE YEAR AND IS SUBJECT TO THE BUDGETARY CONSTRAINTS OF THE ORGANIZATION. THE BONUS PAID WAS INCLUDED IN 2024 W-2 COMPENSATION, AND AS SUCH IS REPORTED ON FORM 990, PART VII, COLUMN D AND SCHEDULE J, PART II, COLUMN B(II) AS FOLLOWS: JUSTINE VOGEL, CEO - $52,881 SHARI WOODY YOUNG, VP OF SALES - $35,587 KEVIN GOYETTE, CFO - $29,565 KIMBERLY GASKELL, VP OF OPERATIONS - $22,972 JOHN BOWE, VP OF HUMAN RESOURCES - $21,155 DAVID LAFFERTY, CIO - $20,538 CATHLEEN TOOMEY, VP OF MARKETING - $19,139 FORM 990, PART VI, SECTION A, LINE 1A THE CHIEF EXECUTIVE OFFICER (CEO) OF TRWG WILL SERVE ON THE BOARD OF TRUSTEES (THE BOARD) AS EX-OFFICIO WITH FULL VOTING RIGHTS. THE BOARD MAY VOTE TO EXCLUDE THE CEO OF TRWG FROM ITS MEETINGS IF DISCUSSING PERSONNEL MATTERS RELATING TO THE CEO AND/OR THE COMPENSATION OF THE CEO. THE EXECUTIVE COMMITTEE WILL EXERCISE THE FULL AUTHORITY OF THE BOARD BETWEEN MEETINGS OF THE BOARD. THE EXECUTIVE COMMITTEE WILL BE RESPONSIBLE TO THE BOARD AND WILL REPORT ITS ACTIONS AT EACH MEETING OF THE BOARD. THE EXECUTIVE COMMITTEE SHALL ALSO SERVE AS THE COMPENSATION COMMITTEE OF THE BOARD. MEMBERS OF THE BOARD OF TRUSTEES WILL NOT RECEIVE COMPENSATION FOR THEIR SERVICES AS TRUSTEES; HOWEVER, A MEMBER OF THE BOARD OF TRUSTEES MAY RECEIVE REIMBURSEMENT OF DIRECT OUT-OF-POCKET EXPENSES FOR EFFORTS MADE ON BEHALF OF TRWG. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PREPARED BY TAX ADVISORS OF A NATIONAL ACCOUNTING FIRM WITH INFORMATION PROVIDED BY MANAGEMENT. DRAFT COPIES OF THE FORM 990 WILL BE DISTRIBUTED TO AND REVIEWED BY THE AUDIT COMMITTEE PRIOR TO FILING. ALL TRUSTEES ARE WELCOME TO ATTEND THE MEETING IN WHICH THE FORM 990 IS DISCUSSED. AFTER REVIEW BY THE AUDIT COMMITTEE, A FULL COPY OF THE FINAL FORM 990 WILL BE PROVIDED TO TRWG'S BOARD VIA A LINK TO A SECURE WEBSITE AND THE TRWG'S BOARD WILL BE NOTIFIED THAT IT IS AVAILABLE FOR REVIEW PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE IS SENT TO ALL TRUSTEES, OFFICERS AND KEY EMPLOYEES. THE QUESTIONNAIRE IS PREPARED AND AFFIRMATIVE ANSWERS ARE REVIEWED BY TRWG'S LEGAL COUNSEL. NO TRUSTEE SHALL PARTICIPATE AS A MEMBER OF THE BOARD IN ANY DECISION AFFECTING THAT TRUSTEE'S PERSONAL FINANCIAL WELFARE OR THE FINANCIAL WELFARE OF ANY OTHER PERSON, ORGANIZATION OR INSTITUTION WITH WHICH THAT TRUSTEE IS AFFILIATED AS AN OWNER, EMPLOYEE, BOARD MEMBER, OR STOCKHOLDER. THIS SHALL NOT PRECLUDE A TRUSTEE FROM VOTING ON MATTERS AFFECTING THE OPERATION OF TRWG FOR THE SOLE REASON THAT A FAMILY MEMBER IS A RESIDENT OF THE FACILITY. IN THE EVENT A TRUSTEE HAS SUCH A CONFLICT IN A MATTER WHICH IS BEING EXPOUNDED, DELIBERATED AND/OR VOTED UPON BY THE BOARD, SAID TRUSTEE SHALL ABSENT HIMSELF/HERSELF FROM THE BOARD, AND IF THE BOARD MEETING IS NOT OPEN TO THE PUBLIC AT LARGE, SHALL ABSENT HIMSELF/HERSELF FROM THE MEETING ROOM FOR THE TIME PERIOD DURING WHICH THE TOPIC IS UNDER DELIBERATION AND VOTE. FORM 990, PART VI, SECTION B, LINE 15 WHITE OFORM 990, PART VI, SECTION B, LINE 15A: THE CEO'S SALARY IS REVIEWED AND APPROVED ANNUALLY BY THE EXECUTIVE COMMITTEE. THE BOARD CHAIR DISCUSSES SALARY AND PERFORMANCE WITH THE CEO. THIS PROCESS AND FINAL DETERMINATIONS ARE TIMELY DOCUMENTED IN THE EXECUTIVE COMMITTEE MINUTES. PAY RANGES FOR SIMILAR POSITIONS ARE ANALYZED ANNUALLY AND COMPARED TO WAGE INFORMATION OBTAINED THROUGH SALARY SURVEYS AND OTHER LABOR MARKET RESOURCES WITH SIMILAR CONDITIONS. THE EXECUTIVE COMMITTEE ALSO CONTRACTS WITH AN INDEPENDENT CONTRACTOR WHO HELPS FACILITATE THE GATHERING OF SALARY INFORMATION. THE INDEPENDENT COMPENSATION CONSULTANT REVIEWS THE CEO COMPENSATION PACKAGE FOR REASONABLENESS UNDER THE INTERMEDIATE SANCTIONS RULE (IRS SECTION 4598). CONSIDERATION IS GIVEN TO THE FOLLOWING IN DEVELOPING PAY RANGES: -PREVAILING RATES FOR SIMILAR WORK IN OTHER SIMILAR INSTITUTIONS -NATIONAL, REGIONAL, AND LOCAL SALARY PATTERNS -APPLICABLE LEGAL REQUIREMENTS -STANDARDS ESTABLISHED BY PROFESSIONAL ORGANIZATIONS -THE FINANCIAL STATUS OF TRWG THE CEO'S COMPENSATION WAS MOST RECENTLY REVIEWED DURING 2024. FORM 990, PART VI, SECTION B, LINE 15B: TOP MANAGEMENT POSITIONS, INCLUDING THE CHIEF FINANCIAL OFFICER (CFO), ARE OVERSEEN BY THE CEO, BUT FINAL REVIEW AND APPROVAL IS CONDUCTED BY THE BOARD. THIS PROCESS AND FINAL DETERMINATIONS ARE TIMELY DOCUMENTED IN THE BOARD MINUTES. ALL EXECUTIVE POSITIONS WERE REVIEWED BY AN INDEPENDENT CONSULTANT IN 2024. IN ADDITION, SALARY SURVEYS, FORM 990'S OF OTHER ENTITIES AND INTERNAL EQUITY WERE ALL CONSIDERED. SALARY RANGES FOR ALL POSITIONS WERE DEVELOPED USING SIMILAR DATA AS OUTLINED ABOVE FOR THE CEO. THE INFORMATION IS USED BY THE CEO IN THE DEVELOPMENT OF SALARY RANGES. DURING THE BUDGETING PROCESS, THE BOARD APPROVES THE COMPENSATION BUDGET WHICH LISTS EACH OFFICER AND KEY EMPLOYEE SEPARATELY. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2024. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: SYSTEM DEVELOPMENT FEE 2,604,566. FORM 990, PART XII, LINE 2C: THE ORGANIZATION DID NOT CHANGE ITS OVERSIGHT PROCESS OR SELECTION PROCESS DURING THE TAX YEAR. THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE 7 RIVERWOODS DRIVE EXETER NH 03833 020400703 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 1 RIVERWOODS DURHAM 14 STONE QUARRY DRIVE DURHAM NH 03824 820719418 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 1 BIRCH HILL TERRACE 200 ALLIANCE WAY MANCHESTER NH 03102 223015416 ESTABLISH, OWN AND MAINTAIN A CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 10 THE RIVERWOODS GROUP 1 WOMEN'S AID HOME DBA PEARL MANOR 200 ALLIANCE WAY MANCHESTER NH 03102 020222249 PROVIDE SUPPORT FOR BIRCH HILL TERRACE NH 501(C)(3) PF BIRCH HILL TERRACE 1 1 0 0 1 0 0 0 0 0 0 0 1 0 1 1 0 1 0 1 BIRCH HILL TERRACE A 60000 COST BIRCH HILL TERRACE D 2703838 OUTSTANDING AT YEAR-END THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE D 4293453 OUTSTANDING AT YEAR-END RIVERWOODS DURHAM D 720470 OUTSTANDING AT YEAR-END THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE L 4007684 COST RIVERWOODS DURHAM L 2093285 COST BIRCH HILL TERRACE L 1569620 COST THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE N 77338 COST THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE Q 6602987 COST RIVERWOODS DURHAM Q 2488800 COST BIRCH HILL TERRACE Q 2255681 COST THE RIVERWOODS COMPANY AT EXETER NEW HAMPSHIRE S 1523550 BOARD APPROVED RIVERWOODS DURHAM S 449016 BOARD APPROVED BIRCH HILL TERRACE S 632000 BOARD APPROVED