2015-06-25T10:25:23-05:00 2014-08-31 420714325 MCGLADREY LLP 221 THIRD AVENUE SE STE 300 CEDAR RAPIDS IA 524011512 990 2013-09-01 420841485 ACT INC ACTI 3193371000 PO BOX 168 IOWA CITY IA 522430168 THOMAS J GOEDKEN CFO/TREASURER 3193371000 2015-06-25 1 KAY HEGARTY P00091057 3192985333 2013 2016-02-25 16:41:14Z DR JON WHITMORE PO BOX 168 IOWA CITY IA 522430168 625094270 0 X WWW.ACT.ORG X 1960 IA HELPING PEOPLE ACHIEVE EDUCATION AND WORKPLACE SUCCESS 17 14 1987 823 874510 55486 0 0 290120081 309969396 26758841 18802751 0 0 316878922 328772147 1727413 3892656 0 0 123773736 128187203 0 0 0 187484585 186771154 312985734 318851013 3893188 9921134 509217424 530638419 99819033 92138181 409398391 438500238 X ACT, INC. (ACT) WAS ESTABLISHED AS A CORPORATION NOT FOR PECUNIARY PROFIT UNDER THE LAWS OF THE STATE OF IOWA ON AUGUST 23, 1960. THE PURPOSE AND MISSION OF ACT IS TO ADVANCE EDUCATION BY PROVIDING PROGRAMS, SERVICES, AND CONDUCTING RESEARCH THAT ASSISTS: A) INDIVIDUALS PLANNING AND PURSUING EDUCATION AND TRAINING, B) EDUCATORS DELIVERING INSTRUCTION AND TRAINING, AND C) POLICY MAKERS CONCERNED WITH ENSURING THAT INDIVIDUALS ARE READY FOR EDUCATION AND WORKPLACE SUCCESS. 0 0 259740457 2176258 284242869 EDUCATION ASSESSMENT PROGRAM - ACT'S EDUCATION ASSESSMENT PROGRAM IS DESIGNED AND DEVELOPED TO INFORM INDIVIDUALS (AND THOSE HELPING THEM) ABOUT THE KNOWLEDGE AND SKILLS NEEDED FOR SUCCESS IN EDUCATION AND EVENTUALLY CAREER. INFORMATION RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLE INDIVIDUALS TO PREPARE THEMSELVES FOR A NEXT LEVEL OF EDUCATION AND/OR TRAINING. THE ASSESSMENTS PROVIDE EDUCATORS AND TRAINERS WITH INFORMATION USEFUL IN GUIDING THEIR TEACHING AND INSTRUCTION. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS FACILITATES RESEARCH ON EFFECTIVE EDUCATIONAL PRACTICES OF VALUE TO NATIONAL, STATE AND LOCAL EDUCATORS AND POLICY MAKERS. 35419153 1716398 24852017 WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM - ACT'S WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM IS COMPLEMENTARY OF ITS EDUCATION ASSESSMENT PROGRAM IN THAT IT FOCUSES ON HELPING INDIVIDUALS TO ACQUIRE THE SKILLS THAT THEY NEED FOR SUCCESS IN THE WORKPLACE. THE PROGRAM IS A COMPONENT PART OF THE OVERALL EDUCATION PROCESS AND HELPS INDIVIDUALS TO UNDERSTAND THE SKILLS THEY WILL NEED TO BE READY FOR WORKPLACE RELATED EDUCATION AND TRAINING PROGRAMS. THE ASSESSMENTS ARE USED WIDELY BY EDUCATORS AND TRAINERS TO PRESCRIBE AND PROVIDE INSTRUCTIONAL INTERVENTIONS FOR THOSE INDIVIDUALS. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLES RESEARCH ON NATIONAL, STATE, AND REGIONAL SKILL GAPS IN THE LABOR POOL AND FACILITATES DECISIONS AND STRATEGIES FOR ADDRESSING THEM. 295159610 1 0 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 0 1 X 13254 0 1 1987 1 1 1 1 AS CH HK KS ID SP NL 0 0 0 0 0 0 0 0 X 17 14 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 0 1 1 CA GA IL IN MA MN NH NY OH X THOMAS J GOEDKEN 3193371000 500 ACT DRIVE IOWA CITY IA 522430168 X JON S WHITMORE CEO/DIRECTOR 40.00 X X 835802 0 75261 CARL A COHN CHAIRMAN OF THE BOARD 3.00 X X 58875 0 0 VIVIEN STEWART TEITELBAUM SECRETARY 3.00 X X 48125 0 0 JOSEPH A AGUERREBERE JR DIRECTOR 3.00 X 48500 0 0 DIXIE L AXLEY DIRECTOR 2.00 X 42250 0 0 ROBERT M BERDAHL DIRECTOR 3.00 X 46000 0 0 JAMES E BOSTIC JR DIRECTOR 3.00 X 46000 0 0 SARITA E BROWN DIRECTOR 3.00 X 57500 0 0 WALTER C BUMPHUS DIRECTOR 3.00 X 44500 0 0 D ROBERT GRAHAM DIRECTOR 3.00 X 57500 0 0 KAREN A HOLBROOK DIRECTOR 2.00 X 46500 0 0 MARK D MUSICK DIRECTOR 3.00 X 34500 0 17500 CHARLES B REED DIRECTOR 3.00 X 48000 0 0 RICHARD W RILEY DIRECTOR 3.00 X 40000 0 17500 THOMAS G ROTHERHAM DIRECTOR 3.00 X 51375 0 0 BELLE S WHEELAN DIRECTOR 3.00 X 47750 0 0 CHAD P WICK DIRECTOR 2.00 X 45500 0 0 THOMAS J GOEDKEN CFO/TREASURER 50.00 X 397546 0 55078 JON L ERICKSON PRESIDENT & COO EDUCATION 40.00 X 416013 0 61634 PATRICIA COX STEINBRECH SR. VP CORPORATE SYSTEMS 40.00 X 415442 0 41624 RICHARD J PATZ CHIEF MEASUREMENT OFFICER 40.00 X 270234 0 9384 LAMAR C BUNTS SR. VICE PRESIDENT 40.00 X 296909 0 36075 DAVID I CUMBERBATCH SR. VICE PRESIDENT 55.00 X 327227 0 41274 L MIGUEL ENCARNACAO SR. VICE PRESIDENT 40.00 X 281208 0 39312 JANET E GODWIN CHIEF OF STAFF/ACCOUNTABILITY 40.00 X 275265 0 50633 JENNIFER M YI BOYER SR. VICE PRESIDENT 40.00 X 294002 0 38506 4572523 0 483781 136 0 1 1 NCS PEARSON INC 2510 N DODGE ST IOWA CITY IA 52245 COMPUTER PROCESSING 37462969 ATOS IT SOLUTIONS AND SERVICES INC 2500 WESTCHESTER AVE 300 PURCHASE NY 10577 IT SUPPORT 8391744 FEDERAL EXPRESS CORP PO BOX 94515 PALATINE IL 60094 FREIGHT AND SHIPPING 2977560 RR DONNELLEY 111 S WACKER DR CHICAGO IL 60606 PUBLISHING 2809828 UNITED PARCEL SERVICE LOCKBOX 77 CAROL STREAM IL 60132 FREIGHT AND SHIPPING 2729978 129 EDUCATIONAL ASSESSMENT 611710 284242869 284242869 WORKFORCE DEVELOPMENT 541900 25726527 24852017 874510 309969396 6645727 6645727 307389995 1089152 294558314 1763809 12831681 -674657 12157024 12157024 328772147 309094886 874510 18802751 X 3892656 3892656 3932166 1859335 2072831 95356913 87498262 7858651 9425422 8421069 1004353 12574667 11325280 1249387 6898035 6162995 735040 2051253 10252 2041001 356850 356850 374595 374595 1047588 1047588 72180192 69671224 2508968 869653 830545 39108 29102742 26698285 2404457 13983593 13859000 124593 177879 177879 6470985 6028839 442146 6531403 5856060 675343 2808019 2306204 501815 472624 472624 12124307 11013321 1110986 640787 24597 616190 STATE TAXES (UBIT) 650 650 FEDERAL TAXES (UBIT) -276431 -276431 TEST ADMINISTRATION 37254804 37254804 MEMBERSHIP FEES 823792 677092 146700 -224131 -27115 -197016 318851013 295159610 23691403 0 59186054 52222757 29261164 18882751 3030231 2495988 2318761 2461706 9679017 9085781 125327723 61120297 68506837 64207426 279311817 315646913 128067 12914660 39233265 37954267 8130756 7758279 10431455 7007891 509217424 530638419 41227025 34110573 22909197 23458481 30725000 29595000 4010 0 4953801 4974127 99819033 92138181 X 409398391 438366037 134201 409398391 438500238 509217424 530638419 X 9921134 25331796 -6151083 X X 0 1 X 1 1 1 X 1660477 1933784 749195 4343456 260965498 263697801 271933101 287574210 309094886 1393265496 262625975 265631585 272682296 287574210 309094886 1397608952 1856626 1961524 873375 224851 849640 5766016 30934592 33418101 28298434 27380397 36623158 156654682 32791218 35379625 29171809 27605248 37472798 162420698 1235188254 6419666 6888811 11520866 7454107 6645727 38929177 6419666 6888811 11520866 7454107 6645727 38929177 132124 424173 1069356 55486 1681139 269177765 272944569 285272518 295028317 315796099 1438219268 0.85880 0.85560 0.02710 0.02890 X 0 1 0 0 0 0 1 674485 0 0 674485 0 PART II-B, LINE 1: ACT HAS CERTAIN EMPLOYEES LOCATED IN WASHINGTON, D.C. THAT ARE REGISTERED LOBBYISTS. IN ADDITION, ACT CONTRACTED WITH LOBBYING FIRMS DURING THE YEAR TO ASSIST IN MONITORING FEDERAL AND STATE LEGISLATIVE ACTIVITY AND HELPING TO STRENGTHEN ACT'S RELATIONSHIPS WITHIN EACH STATE CONCERNING ACT INITIATIVES AND PROGRAMS. OF THE AMOUNT REPORTED, $374,595 REPRESENTS DIRECT EXPENDITURES BY THE FILING ORGANIZATION AND $299,890 REPRESENTS THE FILING ORGANIZATION'S SHARE OF LOBBYING ACTIVITIES CONDUCTED BY A JOINT VENTURE, ACT ASPIRE, LLC. 4755955 4755955 55441221 17841666 37599555 18567794 8753684 9814110 45607649 34524947 11082702 955104 955104 64207426 NONMARKETABLE EQUITY SECURITIES 3881011 C INVESTMENT IN FOREIGN SUBSIDIARIES 3955972 C INVESTMENT IN ACT FOUNDATION 30117284 C 37954267 INTEREST RATE SWAP 1274127 POST RETIREMENT BENEFIT PLAN OBLIGATIONS 3700000 4974127 X 357098236 25331796 2565589 27897385 329200851 -428704 -428704 328772147 327996389 428704 8716672 9145376 318851013 0 318851013 PART X, LINE 2: FIN 48 FOOTNOTE FROM AUDITED FINANCIAL REPORT: ACT AND ACT FOUNDATION ARE RECOGNIZED AS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THESE ORGANIZATIONS MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAXES ON ANY NET INCOME FROM UNRELATED BUSINESS ACTIVITIES. THESE ORGANIZATIONS FILE FORMS 990 (RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX) ANNUALLY AND UNRELATED BUSINESS INCOME (UBI) IS REPORTED ON FORM 990-T, AS APPROPRIATE. ACT BRIDGE, INC. AND PACIFIC METRICS ARE TAXABLE CORPORATIONS UNDER THE INTERNAL REVENUE CODE REGULATIONS. THE ENTITIES CONSOLIDATED INTO ACT INTERNATIONAL B.V. ARE NOT DIRECTLY SUBJECT TO U.S. INCOME TAX. FURTHERMORE, SUCH INCOME AND LOSS OF SUCH FOREIGN ENTITIES ARE NOT INCLUDED IN THE U.S. TAXABLE INCOME OF ACT. ACT HAS CERTAIN REVENUE FROM PROGRAMS AND SERVICES THAT, BY VIRTUE OF A 1980 AGREEMENT WITH THE INTERNAL REVENUE SERVICE (IRS), IS DEEMED TO BE UNRELATED TO ITS TAX-EXEMPT PURPOSE AND, THEREFORE, MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAX. MANAGEMENT HAS EVALUATED THEIR MATERIAL TAX POSITIONS, WHICH INCLUDE SUCH MATTERS AS THE TAX EXEMPT STATUS AND VARIOUS POSITIONS RELATIVE TO POTENTIAL SOURCES OF UBI. AS OF AUGUST 31, 2014 AND 2013, THERE WERE NO UNCERTAIN TAX BENEFITS IDENTIFIED AND RECORDED AS A LIABILITY AND ANY AMOUNTS OWED RELATED TO UBI ARE IMMATERIAL TO THE FINANCIAL STATEMENTS AS A WHOLE. FORMS 990 AND 990-T FILED BY ACT ARE SUBJECT TO EXAMINATION BY THE IRS UP TO THREE YEARS FROM THE EXTENDED DUE DATE OF EACH RETURN. FORMS 990 AND 990-T FILED BY ACT ARE NO LONGER SUBJECT TO EXAMINATION FOR THE FISCAL YEARS ENDED AUGUST 31, 2010 AND PRIOR. PART XI, LINE 2D - OTHER ADJUSTMENTS: NET DEPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS -29,214. INTERCOMPANY REVENUE - AES -134,886. INTERCOMPANY REVENUE - ACT BRIDGE -227,699. INTERCOMPANY REVENUE - ACT FOUNDATION -3,035,997. ACT INTERNATIONAL REVENUE - SEPARATE ENTITIES 3,668,242. ACT BRIDGE REVENUE - SEPARATE ENTITY 2,185,538. ACT FOUNDATION REVENUE - SEPARATE ENTITY 6,980,104. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -6,840,499. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON SALE OF EQUIPMENT -428,704. PART XII, LINE 2D - OTHER ADJUSTMENTS: INTERCOMPANY EXPENSE - AES -134,886. INTERCOMPANY EXPENSE - ACT BRIDGE -227,699. INTERCOMPANY EXPENSE - ACT FOUNDATION -3,035,997. ACT INTERNATIONAL EXPENSES - SEPARATE ENTITIES 3,428,909. ACT BRIDGE EXPENSES - SEPARATE ENTITY 6,099,075. ACT FOUNDATION EXPENSE - SEPARATE ENTITY 2,587,270. CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES TESTING SERVICES 115728 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES TESTING SERVICES 965734 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES TESTING SERVICES 367139 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 54539 NORTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 4204802 RUSSIA AND NEIGHBORING STATES 0 0 PROGRAM SERVICES TESTING SERVICES 167607 SOUTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 114398 SOUTH ASIA 0 0 PROGRAM SERVICES TESTING SERVICES 71831 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 83803 EUROPE (INCLUDING ICELAND & GREENLAND) PROGRAM-RELATED INVESTMENTS 3955972 0 0 0 0 0 0 6061778 4039775 10101553 0 0 1 0 0 1 PART I, LINE 3: THE FOREIGN EXPENDITURES FOR PROGRAM SERVICES REPORTED IN COLUMN (F) RELATE TO THE ADMINISTRATION OF ACT ASSESSMENTS INTERNATIONALLY. ACT MAY HAVE OTHER FOREIGN EXPENDITURES IN THE REGIONS LISTED THAT SUPPORT THE PROGRAMS OF ACT'S FOREIGN SUBSIDIARIES. THESE AMOUNTS ARE NOT SEPARATELY TRACKED AND ARE NOT REFLECTED IN THE AMOUNTS REPORTED. 1 ACT FOUNDATION 500 ACT DRIVE IOWA CITY IA 52243 272574917 501(C)(3) 3035996 N/A N/A GENERAL SUPPORT COMMITTEE FOR ECONOMIC DEVELOPMENT 2000 L ST NW WASHINGTON DC 20008 131623973 501(C)(3) 50000 N/A N/A GENERAL SUPPORT DES MOINES AREA COMMUNITY COLLEGE 2006 S ANKENY BLVD ANKENY IA 50023 237229486 501(C)(3) 5000 N/A N/A DMACC SUCCESS CENTER AT SOUTHRIDGE DIVERSITY FOCUS 222 2ND ST SE CEDAR RAPIDS IA 524011407 203420207 501(C)(3) 50000 N/A N/A 2014 INVESTOR CONTRIBUTION EASTERN IOWA ARTS ACADEMY 1841 E AVE NE CEDAR RAPIDS IA 52402 260557542 501(C)(3) 5000 N/A N/A EXTENDED OUTREACH PROGRAMMING EXCELENCIA IN EDUCATION 1717 N ST NW 2ND FL WASHINGTON DC 20036 200927912 501(C)(3) 50000 N/A N/A DIAMOND LEVEL SPONSOR 2014 EXAMPLES OF EXCELENCIA FILMSCENE 118 E COLLEGE ST IOWA CITY IA 52240 454103745 501(C)(3) 5000 N/A N/A GENERAL SUPPORT GEORGIA TECH FOUNDATION INC STE 400 760 SPRING ST NW ATLANTA GA 30308 586043294 501(C)(3) 350000 N/A N/A GENERAL SUPPORT IOWA CITY AREA DEVELOPMENT GROUP INC 325 E WASHINGTON ST STE 101 IOWA CITY IA 522403959 421234837 501(C)(6) 35000 N/A N/A FY 2014 INVESTMENT CONTRIBUTION IOWA CITY COMMUNITY SCHOOL DISTRICT FOUNDATION 1725 N DODGE ST IOWA CITY IA 52245 421177023 501(C)(3) 50700 N/A N/A SUPPORT OF ICCSD COMPLEMENTARY LEARNING PROGRAM IOWA CITY PUBLIC LIBRARY FRIENDS FOUNDATION 123 S LINN ST IOWA CITY IA 52240 421181774 501(C)(3) 20000 N/A N/A BETTER BUILDING, BETTER SERVICE CAMPAIGN IOWA JOBS FOR AMERICAS GRADUATES 400 E 14TH ST DES MOINES IA 50319 421492988 501(C)(3) 5000 N/A N/A CAREER AND POST-SECONDARY EDUCATION PREPARATION PROGRAM IOWA WOMENS LEADERSHIP CONFERENCE PO BOX 10641 CEDAR RAPIDS IA 52410 452932668 501(C)(3) 10000 N/A N/A SUPPORT OF 2014 WOMEN'S LEADERSHIP CONFERENCE JUNIOR ACHIEVEMENT OF EASTERN IOWA INC 324 3RD ST SE STE 200 CEDAR RAPIDS IA 52401 431990830 501(C)(3) 5000 N/A N/A PROGRAMMING FOR STUDENTS IN IOWA CITY COMMUNITY SCHOOL DISTRICT KIRKWOOD COMMUNITY COLLEGE FOUNDATION 1030 5TH AVE SE CEDAR RAPIDS IA 52403 237076632 501(C)(3) 15000 N/A N/A WORKPLACE LEARNING CONNECTION MARYS CENTER FOR MATERNAL AND CHILD CARE 2333 ONTARIO RD NW WASHINGTON DC 20009 521594116 501(C)(3) 5000 N/A N/A MARY'S CENTER TEEN PROGRAM DONATION NATIONAL CRC ADVOCATES 7063 COUNTRY SPRINGS DR SW BYRON CENTER MI 49315 452041430 501(C)(3) 10000 N/A N/A INFRASTRUCTURE DONATION NATIONAL GOVERNORS ASSOCIATION 444 N CAPITOL ST WASHINGTON DC 20001 237391796 501(C)(3) 16400 N/A N/A CORPORATE FELLOWS CONTRIBUTION THE ARC OF SOUTHEAST IOWA 2620 MUSCATINE AVE IOWA CITY IA 52240 420933140 501(C)(3) 10000 N/A N/A ARC'S PARK, A SPECIAL PLAYGROUND AND GARDEN FOR PHYSICALLY CHALLENGED ADULTS UNITED WAY OF JOHNSON COUNTY 1150 5TH ST STE 290 CORALVILLE IA 522412933 426062055 501(C)(3) 76166 N/A N/A MATCHING CONTRIBUTION FOR UNITED WAY CAMPAIGN WATERLOO SCHOOLS FOUNDATION PO BOX 1896 WATERLOO IA 50704 421364293 501(C)(3) 5000 N/A N/A STEM IMMERSION FOR KIDS PROJECT 20 1 PART I, LINE 2: ACT REVIEWS THE QUALIFICATIONS OF THOSE REQUESTING CONTRIBUTIONS TO ENSURE THAT THEY ARE NONPROFIT ORGANIZATIONS. ACT HAS CREATED AN EMPLOYEE COMMITTEE TO REVIEW ALL SUCH REQUESTS. ALL GRANTS AND CONTRIBUTIONS ARE REVIEWED AND APPROVED BY THE CEO PRIOR TO COMMITMENT. X X 1 1 X X X X X 0 1 0 0 0 0 0 1 0 JON S WHITMORE CEO/DIRECTOR 672853 0 150000 0 12949 0 57152 0 18109 0 911063 0 0 0 CARL A COHN CHAIRMAN OF THE BOARD 58875 0 0 0 0 0 0 0 0 0 58875 0 0 0 THOMAS J GOEDKEN CFO/TREASURER 332150 0 43969 0 21427 0 39036 0 16042 0 452624 0 0 0 JON L ERICKSON PRESIDENT & COO EDUCATION 337598 0 50624 0 27791 0 48077 0 13557 0 477647 0 0 0 PATRICIA COX STEINBRECH SR. VP CORPORATE SYSTEMS 310191 0 59328 0 45923 0 21603 0 20021 0 457066 0 0 0 RICHARD J PATZ CHIEF MEASUREMENT OFFICER 104618 0 150000 0 15616 0 8522 0 862 0 279618 0 0 0 LAMAR C BUNTS SR. VICE PRESIDENT 242787 0 50000 0 4122 0 20592 0 15483 0 332984 0 0 0 DAVID I CUMBERBATCH SR. VICE PRESIDENT 272303 0 51425 0 3499 0 23107 0 18167 0 368501 0 0 0 L MIGUEL ENCARNACAO SR. VICE PRESIDENT 240912 0 38800 0 1496 0 22065 0 17247 0 320520 0 0 0 JANET E GODWIN CHIEF OF STAFF/ACCOUNTABILITY 240557 0 33099 0 1609 0 29805 0 20828 0 325898 0 0 0 JENNIFER M YI BOYER SR. VICE PRESIDENT 254487 0 37200 0 2315 0 15888 0 22618 0 332508 0 0 0 PART I, LINE 1A ONE OFFICER, ONE KEY EMPLOYEE, AND TWO HIGHEST COMPENSATED EMPLOYEES WERE PROVIDED WITH FIRST CLASS TRAVEL. NO AMOUNT WAS TREATED AS TAXABLE COMPENSATION TO THE LISTED PERSONS. ONE KEY EMPLOYEE RECEIVED AN AMOUNT FOR INTERIM HOUSING. THIS AMOUNT IS TAXABLE TO THE EMPLOYEE AND IS REFLECTED IN REPORTABLE COMPENSATION ON SCHEDULE J, PART II, COLUMN (B)(III). PART I, LINE 3 THE EXECUTIVE COMMITTEE SERVES AS THE COMPENSATION COMMITTEE IN REGARDS TO ESTABLISHING THE COMPENSATION OF THE ORGANIZATION'S CEO. PART I, LINE 4B ACT MAINTAINS A NON-QUALIFIED DEFERRED COMPENSATION PLAN UNDER SECTION 457(F) OF THE INTERNAL REVENUE CODE FOR CERTAIN LISTED PERSONS. THE PLAN PROVIDES FOR ACT TO MAKE DISCRETIONARY CONTRIBUTIONS FOR ELIGIBLE EMPLOYEES. THREE LISTED PERSONS PARTICIPATED IN BUT DID NOT RECEIVE DISTRIBUTIONS FROM THIS PLAN DURING THE CALENDAR YEAR. ACT MAINTAINS A LEGACY EARLY RETIREMENT PLAN THAT HAS BEEN CLOSED TO NEW ENTRANTS. TO BE ELIGIBLE, THE EMPLOYEE MUST HAVE COMPLETED 20 YEARS OF CONTINUOUS SERVICE AND RETIRE BETWEEN THE AGES OF 60 AND 65. THE PLAN PROVIDES FOR THE PAYMENT OF CERTAIN RETIREMENT BENEFITS BASED ON SALARY OF THE EMPLOYEE AT DATE OF RETIREMENT. PART II, COLUMN (C), DEFERRED COMPENSATION INCLUDES THE INCREASE OR DECREASE IN ACTUARIAL VALUE THAT HAS OCCURRED TO AN INDIVIDUAL'S VESTED BALANCE DURING THE YEAR. DEPENDING ON THE INDIVIDUAL'S AGE AT DATE OF RETIREMENT, THE ACTUAL EARLY RETIREMENT BENEFIT DISTRIBUTED AT THE TIME OF RETIREMENT MAY BE LESS THAN THE AMOUNT THAT IS CURRENTLY BEING INCLUDED IN DEFERRED COMPENSATION. ONE LISTED PERSON PARTICIPATES IN BUT DID NOT RECEIVE A DISTRIBUTION FROM THIS PLAN DURING THE YEAR. PART I, LINE 7 ACT HAS IMPLEMENTED A BONUS PLAN FOR CERTAIN LEADERSHIP EMPLOYEES THAT ENABLES THEM TO EARN ADDITIONAL COMPENSATION BASED ON THE ACHIEVEMENT OF CERTAIN GOALS. SUCH BONUSES HAVE A MAXIMUM AMOUNT THAT IS A PERCENTAGE OF THE INDIVIDUAL'S BASE COMPENSATION. THESE PAYMENTS ARE CONSIDERED NON-FIXED AS THEY ARE DISCRETIONARY IN NATURE AND ARE BASED PRIMARILY ON PERFORMANCE, WHICH DOES NOT INCLUDE PERFORMANCE BASED UPON NET INCOME OR REVENUE. THIS BONUS PLAN IS REVIEWED AND APPROVED BY THE BOARD OF DIRECTORS. FORM 990, PART VII, SECTION A, LINE 5 AND SCH J, PART II: CARL COHN'S BASE COMPENSATION OF $58,875 WAS PAID BY URBAN SCHOOL IMAGINEERS, AN UNRELATED ORGANIZATION OF WHICH COHN IS A PRINCIPAL. THIS AMOUNT REPRESENTS COMPENSATION FOR SERVICES PROVIDED TO ACT. TEACHERS SUPPORT NETWORK SEE SCH L, PART V 400000 SEE PART V 0 PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS (B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: THOMAS J. GOEDKEN, CFO/TREASURER IS A DIRECTOR OF TEACHERS SUPPORT NETWORK.(D) DESCRIPTION OF TRANSACTION: ACT HOLDS A NOTE RECEIVABLE RELATED TO ITS REDEMPTION OF SHARES OF STOCK IN TEACHERS SUPPORT NETWORK WHICH OCCURRED DURING THE YEAR ENDED AUGUST 31, 2011. THE ENTIRE SALES PRICE, INCLUDING THE PORTION FINANCED BY THE NOTE, WAS REPORTED ON ACT'S FORM 990, SCHEDULE L FOR THE YEAR ENDED AUGUST 31, 2011. ACT RECEIVED PRINCIPAL AND INTEREST PAYMENTS OF $400,000 DURING THE CURRENT FISCAL YEAR. FORM 990, PART I, LINE 6, NUMBER OF VOLUNTEERS: ACT HAS STATE ORGANIZATIONS THAT SERVE AS ADVISORY AND ADVOCACY GROUPS TO FACILITATE COMMUNICATIONS BETWEEN ACT AND THE EDUCATIONAL INSTITUTIONS AND AGENCIES THAT PARTICIPATE IN ACT PROGRAMS. THESE ORGANIZATIONS ARE NOT SEPARATE LEGAL ENTITIES, BUT DO HAVE ORGANIZING BYLAWS. THE STATE ORGANIZATIONS PROVIDE FEEDBACK TO ACT ON ITS PROGRAMS AS THEY RELATE TO THE INFORMATION NEEDS OF INDIVIDUALS, SCHOOLS, AND AGENCIES IN THE STATE. THERE ARE 823 REPRESENTATIVES INCLUDING EDUCATORS, AGENCY PERSONNEL, LEADERS OF STATE ASSOCIATIONS, AND WORKFORCE PROFESSIONALS WHO ACTIVELY VOLUNTEER THEIR TIME TO SERVE IN AN ADVISORY CAPACITY BY ATTENDING MEETINGS WITH ACT REGIONAL AND NATIONAL OFFICE STAFF TO PROVIDE INPUT. FORM 990, PART VI, SECTION A, LINE 2 JOSEPH A. AGUERREBERE, JR. AND BELLE S. WHEELAN HAVE A BUSINESS RELATIONSHIP WITH SARITA E. BROWN TO THE EXTENT THAT THEY ARE DIRECTORS OF A TAX-EXEMPT ORGANIZATION THAT EMPLOYS SARITA E. BROWN. SOME OFFICERS AND DIRECTORS HAVE A BUSINESS RELATIONSHIP WITH OTHER OFFICERS AND DIRECTORS TO THE EXTENT THAT THEY ALSO SERVE TOGETHER ON THE BOARDS OF OTHER RELATED ENTITIES: (1) JON S. WHITMORE AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT INTERNATIONAL B.V. (2) JON S. WHITMORE AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT EDUCATION SOLUTIONS LTD (HONG KONG). (3) JON S. WHITMORE AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT EDUCATION SOLUTIONS (AUSTRALIA) PTY LTD. (4) JON S. WHITMORE AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT INFORMATION CONSULTING (SHANGHAI) CO LTD. (5) JON S. WHITMORE AND THOMAS J. GOEDKEN ARE DIRECTORS OF ACT BUSINESS SOLUTIONS B.V. (6) THOMAS J. GOEDKEN, MARK D. MUSICK, AND CHARLES B. REED ARE DIRECTORS OF ACT BRIDGE, INC. (7) THOMAS J. GOEDKEN, JON L. ERICKSON, AND CHAD P. WICK ARE DIRECTORS OF ACT ASPIRE, LLC. (8) JON L. ERICKSON AND THOMAS J. GOEDKEN ARE DIRECTORS OF PACIFIC METRICS CORPORATION. FORM 990, PART VI, SECTION B, LINE 11 PROCEDURES FOR REVIEW OF FORM 990 THE AUDIT COMMITTEE OF THE CORPORATION CONDUCTS A SUBSTANTIVE REVIEW OF THE FORM 990 PRIOR TO ITS FILING WITH THE ASSISTANCE OF THE OUTSIDE TAX PREPARER AND THE CORPORATION'S CHIEF FINANCIAL OFFICER, COUNSEL, AND STAFF. THE FINAL VERSION OF THE FORM 990 IS PROVIDED TO ALL OF THE MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS BEFORE IT IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C ACT HAS CREATED AN ETHICS ADVISORY COMMITTEE. MEMBERS OF THE ETHICS ADVISORY COMMITTEE REVIEW CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY EMPLOYEES AND ARE RESPONSIBLE FOR SEEING THAT CONFLICTS OF INTEREST ARE INVESTIGATED AND APPROPRIATELY ADDRESSED. THEY ALSO WORK CLOSELY WITH ACT'S HUMAN RESOURCES DEPARTMENT TO DEVELOP EDUCATION AND TRAINING PROGRAMS FOR EMPLOYEES REGARDING THE CONFLICTS OF INTEREST POLICY AND ETHICS ISSUES. THE ETHICS ADVISORY COMMITTEE REPORTS DIRECTLY TO THE AUDIT COMMITTEE OF ACT'S BOARD OF DIRECTORS. CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY DIRECTORS OR OFFICERS ARE REVIEWED AND ADDRESSED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 15A COMPENSATION OF OFFICERS AND DIRECTORS IS DETERMINED BY THE BOARD BASED UPON A PROCESS THAT INCLUDES A COMPENSATION COMMITTEE OF THE BOARD AND AN INDEPENDENT COMPENSATION STUDY CONDUCTED BY A PROFESSIONAL FIRM THAT INCLUDES REVIEW OF COMPENSATION PUBLISHED BY SIMILAR ORGANIZATIONS CONTAINED IN FORM 990. WITH THE EXCEPTION OF BOARD OFFICERS WHO BY THEIR NATURE CANNOT BE CONSIDERED INDEPENDENT DUE TO SERVING ON THE EXECUTIVE COMMITTEE, WHICH SERVES AS THE COMPENSATION COMMITTEE, COMPENSATION FOR THE CEO, ALL OTHER OFFICERS, AND KEY EMPLOYEES IS REVIEWED AND APPROVED BY INDEPENDENT PERSONS. COMPENSATION OF KEY EMPLOYEES IS INFORMED BY THE SAME STUDY AND IS ESTABLISHED BY THE BOARD ANNUALLY. ALL OTHER EMPLOYEE COMPENSATION IS REVIEWED AT LEAST ANNUALLY, UNDER THE DIRECTION OF THE HUMAN RESOURCE DEPARTMENT AND INCLUDES APPLICABLE DATA GATHERED AND REVIEWED. FORM 990, PART VI, SECTION C, LINE 19 ACT DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION A, BOARD MEMBER COMPENSATION: PER ACT POLICY, BOARD MEMBERS ARE EXPECTED TO PARTICIPATE IN FOUR THREE-DAY BOARD MEETINGS, COMMITTEE MEETINGS THAT OCCUR THROUGHOUT THE YEAR, AND AT OTHER TIMES TO DISCUSS IMPORTANT AND STRATEGIC MATTERS PERTAINING TO ACT. IN EXCHANGE FOR THEIR VALUABLE TIME AND SERVICE, ACT COMPENSATES THE BOARD WITH AN ANNUAL AMOUNT THAT IS PRORATED FOR MEETING ATTENDANCE AND PARTIAL YEARS OF SERVICE. THE CHAIRMAN OF THE BOARD AND COMMITTEE CHAIRS, AS WELL AS BOARD MEMBERS WHO ARE REQUESTED TO PROVIDE TIME OTHER THAN FOR MEETING ATTENDANCE, RECEIVE ADDITIONAL COMPENSATION AT A COMMENSURATE RATE. IN ADDITION TO SERVING AS A VOTING MEMBER OF THE BOARD OF DIRECTORS, JON S. WHITMORE ALSO SERVES AS CEO OF ACT. HIS COMPENSATION AS CEO IS DISCLOSED ON FORM 990, PART VII, SECTION A AND SCHEDULE J. HE RECEIVES NO ADDITIONAL COMPENSATION FOR SERVICE AS A MEMBER OF THE BOARD OF DIRECTORS. FORM 990, PART VII, SECTION A, LINE 1A, COLUMN (B), AVERAGE HOURS PER WEEK: HOURS LISTED FOR EACH INDIVIDUAL ARE REPORTED ON A CALENDAR YEAR BASIS. FORM 990, PART IX, LINE 11G OTHER OPERATING EXPENSE: PROGRAM SERVICE EXPENSES 9,680. MANAGEMENT AND GENERAL EXPENSES 100. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 9,780. HONORARIA OTHER: PROGRAM SERVICE EXPENSES 5,250. MANAGEMENT AND GENERAL EXPENSES 9,000. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 14,250. ESSAY SCORING: PROGRAM SERVICE EXPENSES 9,671,422. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 9,671,422. ITEM DEVELOPMENT: PROGRAM SERVICE EXPENSES 1,317,100. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,317,100. OTHER DATA PROCESSING: PROGRAM SERVICE EXPENSES 509,741. MANAGEMENT AND GENERAL EXPENSES 5,283. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 515,024. COMPUTER PROGRAMMING-EXTERNAL: PROGRAM SERVICE EXPENSES 668,010. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 668,010. COMPUTER PROCESSING-EXTERNAL: PROGRAM SERVICE EXPENSES 14,187,096. MANAGEMENT AND GENERAL EXPENSES 67,271. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 14,254,367. CONSULTING FEES: PROGRAM SERVICE EXPENSES 21,651,500. MANAGEMENT AND GENERAL EXPENSES 1,213,620. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 22,865,120. OTHER SERVICES & FEES: PROGRAM SERVICE EXPENSES 21,651,500. MANAGEMENT AND GENERAL EXPENSES 1,213,619. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 22,865,119. FORM 990, PART XI, LINE 9: NET DEPRECIATION IN FAIR VALUE OF INTEREST RATE SWAPS -29,214. INCREASE IN NET ASSETS - ACT INTERNATIONAL 239,333. (DECREASE) IN NET ASSETS - ACT BRIDGE -3,913,537. INCREASE IN NET ASSETS - ACT FOUNDATION 4,392,834. EQUITY IN NET LOSS OF NONMARKETABLE EQUITY SECURITIES -6,840,499. FORM 990, PART XII, LINE 2C, RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT: THE ORGANIZATION'S AUDIT COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. ACT FOUNDATION 500 ACT DRIVE IOWA CITY IA 52243 272574917 TO SUPPORT THE ACTIVITIES OF ACT, INC. 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