2025-10-11T09:38:47-05:00 2024-12-31 420714325 RSM US LLP 100 INTERNATIONAL DRIVE SUITE 400 BALTIMORE MD 21202 990 2024-01-01 521121163 NATIONAL AQUARIUM INC NATI 4105763800 501 EAST PRATT STREET BALTIMORE MD 21202 VIRGINIA Y NEWTON SVP, COFO 4105763800 2025-10-08 1 1 JULIA FLANNERY P00928918 3012963600 2025-10-08 2024 2025-03-06 01:10:19Z JOHN C RACANELLI 501 EAST PRATT STREET BALTIMORE MD 21202 74376443 0 X WWW.AQUA.ORG X 1976 MD TO CONNECT PEOPLE WITH NATURE TO INSPIRE COMPASSION AND CARE FOR OUR OCEAN PLANET 19 18 426 2017 731154 33232 16175128 28736222 34859573 34985959 1049783 7073049 3557189 3580556 55641673 74375786 39080 20190860 0 0 22897649 23863854 661739 643708 6005495 30485459 31550697 54083927 76249119 1557746 -1873333 108867004 101493868 44435304 38750471 64431700 62743397 X TO CONNECT PEOPLE WITH NATURE TO INSPIRE COMPASSION AND CARE FOR OUR OCEAN PLANET 0 0 30964221 34189543 AQUARIUM EXPERIENCE: THE NATIONAL AQUARIUM IS LOCATED IN THE HEART OF THE INNER HARBOR IN BALTIMORE, MARYLAND. SITUATED ON TWO CITY PIERS WITH THE CHESAPEAKE BAY ON EITHER SIDE, THE AQUARIUM FEATURES THREE PAVILIONS AND A LIVING COLLECTION THAT INCLUDES MORE THAN 10,000 ANIMALS FROM MORE THAN 500 SPECIES OF FISH, BIRDS, AMPHIBIANS, REPTILES AND MAMMALS IN AWARD-WINNING HABITATS. THE NATIONAL AQUARIUM IS MARYLAND'S LARGEST PAID TOURIST ATTRACTION, WELCOMING MORE THAN 1.2 MILLION VISITORS ANNUALLY. MORE THAN 60 MILLION GUESTS HAVE VISITED THE AQUARIUM SINCE IT OPENED IN 1981, AND AQUARIUM STAFF MEMBERS ARE COMMITTED TO GOING TO EXTRAORDINARY LENGTHS TO DELIGHT GUESTS AND INSPIRE THEM TO ACT TO CONSERVE THE WORLD'S AQUATIC TREASURES. AS AN ORGANIZATION ACCREDITED BY THE ASSOCIATION OF ZOOS AND AQUARIUMS (AZA), THE NATIONAL AQUARIUM MAINTAINS THE HIGHEST POSSIBLE STANDARDS OF EXCELLENCE IN ALL ASPECTS OF ANIMAL CARE IN ORDER TO ADVANCE ANIMAL HEALTH, HUSBANDRY AND WELFARE PRACTICES. IN ADDITION TO PROVIDING THE BEST POSSIBLE CARE FOR ALL ANIMALS AT THE AQUARIUM, STAFF CONDUCT SCIENTIFIC RESEARCH AND FIELD WORK TO SUPPORT SPECIES AND HABITAT CONSERVATION, WITH A STRONG EMPHASIS ON THE CHESAPEAKE BAY. CURRENT EXHIBITS AT THE NATIONAL AQUARIUM INCLUDE AMAZON RIVER FOREST, ATLANTIC CORAL REEF, ATLANTIC TO PACIFIC, AUSTRALIA: WILD EXTREMES, BLACKTIP REEF, DOLPHIN DISCOVERY, JELLIES INVASION, HARBOR WETLAND, LIVING SEASHORE, MARYLAND EXPERIENCE, SHARK ALLEY, SURVIVING ADAPTATION, TROPICAL RAINFOREST, HARRY AND JEANETTE WEINBERG WATERFRONT PARK, AND THE 4D IMMERSION THEATER. 27763069 20190860 444783 CONSERVATION & EDUCATION: THE NATIONAL AQUARIUM IS A NONPROFIT ORGANIZATION FOCUSED ON CHANGING THE WAY HUMANITY CARES FOR THE OCEAN. WHAT BEGAN OVER 40 YEARS AGO AS A VISITOR ATTRACTION HAS EVOLVED INTO A CONSERVATION ORGANIZATION THAT OPERATES A WORLD-CLASS AQUARIUM. THROUGH UNPARALLELED EXHIBITS, SCIENCE-BASED EDUCATION PROGRAMS AND HANDS-ON FIELD INITIATIVES, WE ARE CREATING A GLOBAL COMMUNITY OF HOPEFUL CONSERVATIONISTS, UNITED TO RESTORE OUR PLANET, DRIVEN BY OUR MISSION TO CONNECT PEOPLE WITH NATURE TO INSPIRE COMPASSION AND CARE FOR OUR OCEAN PLANET. WE ARE AT THE FOREFRONT OF EFFORTS TO INCREASE PUBLIC AWARENESS OF THE CHALLENGES FACING OUR COASTS AND OCEANS AND TO LEAD DIRECT ACTION TO IMPROVE THE HEALTH OF THE BALTIMORE HARBOR, THE CHESAPEAKE BAY AND OCEANS AROUND THE WORLD. THE NATIONAL AQUARIUM IS ALSO COMMITTED TO EDUCATING STUDENTS OF ALL AGES ABOUT THE ENVIRONMENT AND THE OCEAN. BY GETTING THEIR BOOTS WET AND THEIR HANDS DIRTY, STUDENTS WHO PARTICIPATE IN THE NATIONAL AQUARIUM'S EDUCATION PROGRAMS HAVE OPPORTUNITIES TO EXPLORE THEIR SKILLS AND INTERESTS, AND MAKE EMOTIONAL CONNECTIONS TO THE ENVIRONMENT AND OUR BLUE PLANET. MORE THAN 56,000 MARYLAND STUDENTS VISIT THE NATIONAL AQUARIUM FREE OF CHARGE EACH YEAR, WHERE THEY BECOME IMMERSED IN THE WORLD OF WATER AND LEARN MORE ABOUT PROTECTING ANIMALS AND THEIR HABITATS. 58727290 1 1 0 1 0 0 0 1 0 1 1 0 0 1 1 1 0 1 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 1 1 1 0 0 1 133 0 1 426 1 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 19 18 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 AR AL CA CO CT DC FL GA HI IL KS KY MA MD ME MI MS MN NC ND NJ NH NM NV NY OH OK PA RI SC TN UT VA WA WI WV OR X X X LAUREN NGUYEN 4105762296 111 MARKET PLACE SUITE 800 BALTIMORE MD 21202 X VICTOR ABIAMIRI BOARD MEMBER 1.00 X 0 0 0 ADAM BORDEN BOARD MEMBER 1.00 X 0 0 0 TODD CHESTER BOARD MEMBER 1.00 1.00 X 0 0 0 CELINE COUSTEAU BOARD MEMBER 1.00 X 0 0 0 DAVID DARDIS BOARD MEMBER 1.00 X 0 0 0 COLLEEN DILENSCHNEIDER CHAIR 5.00 X 0 0 0 JACK DWYER BOARD MEMBER 1.00 X 0 0 0 NANCY GRASMICK BOARD MEMBER 1.00 X 0 0 0 CHRIS GRIFFITH TREASURER 2.00 X 0 0 0 KATHRYN MATTHEWS BOARD MEMBER 2.00 X 0 0 0 ROBERT MATTHEWS BOARD MEMBER 1.00 X 0 0 0 MAGGIE MCINTOSH BOARD MEMBER 1.00 X 0 0 0 MERRIE MOWEN BOARD MEMBER 2.00 2.00 X 0 0 0 ROY PRATHER III SECRETARY 2.00 X 0 0 0 JENNIFER REYNOLDS VICE CHAIR 2.00 X 0 0 0 ENRIC SALA BOARD MEMBER 1.00 X 0 0 0 TED WIESE BOARD MEMBER 2.00 1.00 X 0 0 0 JAYSON WILLIAMS BOARD MEMBER 1.00 X 0 0 0 MARC WYATT BOARD MEMBER 2.00 X 0 0 0 MOHANNAD JISHI BOARD MEMBER (THRU 3/24) 2.00 1.00 X 0 0 0 SHARI SANT BOARD MEMBER (THRU 3/24) 2.00 X 0 0 0 CHUCK TILDON BOARD MEMBER (THRU 3/24) 2.00 X 0 0 0 VIRGINIA Y NEWTON SVP/CFO/COO 40.00 1.00 X 355990 0 30450 JOHN C RACANELLI PRESIDENT & CHIEF EXECUTIVE OFFICER 34.00 6.00 X 462783 0 174987 JENNIFER DRIBAN SVP/CHIEF MISSION OFFICER 40.00 X 268413 0 43187 SCOTT MELTON SVP/CHIEF PHILANTHROPY OFFICER 40.00 X 259815 0 11850 STEPHANIE ALLARD SVP/CHIEF ANIMAL WELFARE OFFICER 40.00 X 223334 0 20004 MARGOT AMELIA SVP/CHIEF STRATEGY OFFICER 39.00 1.00 X 284017 0 20757 JACQUELINE BERSHAD VP OF PLANNING AND DESIGN 40.00 X 162381 0 38488 SEAN BEATTIE VP OF PHILANTHROPY 40.00 X 151339 0 16151 SAMUEL TAWIAH VP OF INFORMATION TECHNOLOGY 40.00 X 172570 0 38137 ALISON DINGER VP OF HR AND ADMINISTRATION 40.00 X 159069 0 33849 KRISTEN ROSENBERGER VP OF FINANCIAL PLANNING & ANALYSIS 40.00 X 155154 0 6962 2654865 0 434822 26 0 1 0 WHITING TURNER CONTRACTING CO PO BOX 17596 BALTIMORE MD 21297 CONSTRUCTION & DESIGN 5607705 IMPACTS EXPERIENCE LLC 1048 SINCLAIR POINTE SAINT SIMONS ISLAND GA 31522 ADVERTISING 2300000 ARAMARK SERVICES PO BOX 978839 DALLAS TX 75397 FACILITY & MAINTENANCE 1308582 WHHLS LLC PO BOX 936650 ATLANTA GA 31193 MEDIA & ADVERTISING CAMPAIGN 1233029 JOHNSON CONTROLS PO BOX 730068 DALLAS TX 75373 FACILITY & MAINTENANCE 1081980 27 X 6035919 15856119 1668036 5176148 14739411 28736222 ADMISSIONS 713990 29483790 29483790 CONSIGNMENT 713990 1220223 1220223 SCHOOL GROUPS 900099 1038989 1038989 IMMERSION TOURS 713990 919892 919892 4D 900099 732087 732087 1590978 859824 731154 34985959 723593 723593 3125 3125 6350113 657 6349456 6349456 6349456 COMMISSION-GIFT SHOP 722320 2268553 2268553 FOOD SERVICE 722100 769963 769963 PHOTOS 900004 379521 379521 159394 159394 3577431 74375786 34634326 731154 10274084 20156119 20156119 34741 34741 2155587 1471601 360780 323206 18213597 13745159 1602197 2866241 579900 138966 380506 60428 1518349 363854 996277 158218 1396421 334635 916273 145513 117364 33256 37483 46625 153623 43530 49063 61030 157793 157793 643708 643708 7036584 5661555 974001 401028 3958946 49778 3870471 38697 819175 458190 297338 63647 3715390 3620645 41451 53294 573909 493833 33551 46525 106562 78020 10961 17581 853472 90024 762650 798 8535401 7250532 562131 722738 732858 616021 51033 65804 PROGRAM EXPENSES 2302283 2228405 66596 7282 DUES AND SUBSCRIPTIONS 1303505 954547 200224 148734 BANK & CREDIT CARD FEES 936588 787202 64537 84849 MISCELLANEOUS EXPENSE 239557 110901 79726 48930 7687 5776 1292 619 76249119 58727290 11516334 6005495 5367920 3205666 18195740 10782894 1508261 2324167 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1000000 250000 250000 0 0 0 0 1000000 1000000 1000000 1000000 4000000 6000000 175085 170438 173266 179232 698021 250000 250000 250000 250000 1000000 1500000 3400 151144 X 0 5307649 375755 266884 5416520 5019155 563558 275064 5307649 6111376 -1092221 5019155 5634888 706523 230035 6111376 5059224 761565 185901 5634888 1.00000 0 1 1 1362888 1362888 211527965 149828291 61699674 40682709 29557411 11125298 2681040 2681040 76868900 457(F) PLAN ASSETS 399027 RIGHT OF USE ASSETS - FINANCE 165699 RIGHT OF USE ASSETS - OPERATING 4220282 INTEREST RATE SWAP ASSET 1218210 6003218 457(F) PLAN LIABILITY 399027 LEASE LIABILITIES - FINANCE 866705 LEASE LIABILITIES - OPERATING 5872916 7138648 X 61521694 346447 -11688989 -11342542 72864236 1511550 1511550 74375786 57279635 346447 2339711 2686158 54593477 21655642 21655642 76249119 PART III, LINE 1A: THE COLLECTION INCLUDES A 6 FT. TALL, 15-FOOT WIDE MURAL HONORING THE CONTRIBUTIONS OF FORMER MAYOR WILLIAM DONALD SCHAEFER IN REVITALIZING THE INNER HARBOR. PART V, LINE 4: THE ENDOWMENT FUNDS ARE HELD BY THE NATIONAL AQUARIUM FOUNDATION, INC., A RELATED 501(C)(3) ORGANIZATION. THE FOUNDATION'S OBJECTIVE IS TO EARN A RESPECTABLE LONG-TERM, RISK ADJUSTED TOTAL RATE OF RETURN TO SUPPORT THE DESIGNATED PROGRAMS. THE FOUNDATION RECOGNIZES AND ACCEPTS THAT PURSUING A RESPECTABLE RATE OF RETURN INVOLVES RISK AND POTENTIAL VOLATILITY. THE GENERATION OF SECONDARY INCOME WILL BE A SECONDARY CONSIDERATION. PART X, LINE 2: THE AQUARIUM AND ITS SUBSIDIARIES ARE GENERALLY EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). MANAGEMENT HAS EVALUATED THE AQUARIUM'S TAX POSITIONS AND HAS CONCLUDED THAT THE AQUARIUM HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE CONSOLIDATED FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: INCOME OF THE NATIONAL AQUARIUM FOUNDATION, INC. 2,445,001. INCOME OF ACRC LESSOR, INC. -14,319,967. GAIN ON INTEREST RATE SWAP 185,977. PART XI, LINE 4B - OTHER ADJUSTMENTS: INCOME ELIMINATED ON THE CONSOLIDATED FINANCIAL STATEMENTS 1,511,550. PART XII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES OF THE NATIONAL AQUARIUM FOUNDATION, INC. 1,402,717. EXPENSES OF ACRC LESSOR, INC. 936,047. RECLASSIFICATION OF EXTINGUISHMENT OF DEBT 947. PART XII, LINE 4B - OTHER ADJUSTMENTS: EXPENSES ELIMINATED ON THE CONSOLIDATED FINANCIAL STATEMENTS 1,511,550. LOAN FORGIVENESS INCLUDED IN GRANT EXPENSE ON FORM 990 20,144,092. X X X X X X 1 SCHULTZ & WILLIAMS 1617 JFK BOULEVARD STE 1700 PHILADELPHIA PA 19103 FUNDRAISING CONSULTANT 0 0 643708 -643708 643708 -643708 AL AR CA CO CT DC FL GA IL KS KY ME MA MI MS NV NH NJ NM NY NC ND OH OK OR PA RI SC TN UT VA WA WV WI MD SCHEDULE G, PART I, LINE 2B, COLUMN IV, GROSS RECEIPTS FROM ACTIVITY: THESE COSTS MEET THE DEFINITION OF PROFESSIONAL FUNDRAISING FEES, HOWEVER THEY WERE NOT TIED DIRECTLY TO SPECIFIC CAMPAIGNS THAT WOULD BE REFLECTED IN PART I AS "GROSS RECEIPTS FROM ACTIVITY". 1 ACRC LESSOR INC 111 MARKET PL STE 800 BALTIMORE MD 21202 820658936 501(C)(3) 20144092 0 LOAN FORGIVENESS 1 0 HENRY HALL FELLOWS 5 12350 HENRY HALL SCHOLARSHIPS 9 5000 WHAT LIVES IN THE HARBOR? INTERNS 27 11251 WHAT LIVES IN THE HARBOR? TEACHERS 11 2340 TEACHER PROFESSIONAL DEVELOPMENT 38 3800 PART I, LINE 2: NATIONAL AQUARIUM FOUNDATION BOARD MONITORS PORTFOLIO PERFORMANCE AND DISTRIBUTIONS OF FUNDS. PROGRAM SCHOLARSHIPS ARE MONITORED AND AWARDED BY NATIONAL AQUARIUM CONSERVATION & EDUCATION LEADERSHIP. X 0 0 X X X X X 0 1 0 0 0 0 0 0 0 JOHN C RACANELLI PRESIDENT & CHIEF EXECUTIVE OFFICER 453473 0 0 0 9310 0 128325 0 46662 0 637770 0 0 0 VIRGINIA Y NEWTON SVP/CFO/COO 355276 0 0 0 714 0 10602 0 19848 0 386440 0 0 0 JENNIFER DRIBAN SVP/CHIEF MISSION OFFICER 268263 0 0 0 150 0 8074 0 35113 0 311600 0 0 0 MARGOT AMELIA SVP/CHIEF STRATEGY OFFICER 283768 0 0 0 249 0 6242 0 14515 0 304774 0 0 0 SCOTT MELTON SVP/CHIEF PHILANTHROPY OFFICER 259649 0 0 0 166 0 9093 0 2757 0 271665 0 0 0 STEPHANIE ALLARD SVP/CHIEF ANIMAL WELFARE OFFICER 223085 0 0 0 249 0 7986 0 12018 0 243338 0 0 0 SAMUEL TAWIAH VP OF INFORMATION TECHNOLOGY 171964 0 0 0 606 0 6455 0 31682 0 210707 0 0 0 JACQUELINE BERSHAD VP OF PLANNING AND DESIGN 162381 0 0 0 0 0 4541 0 33947 0 200869 0 0 0 ALISON DINGER VP OF HR AND ADMINISTRATION 158880 0 0 0 189 0 5889 0 27960 0 192918 0 0 0 SEAN BEATTIE VP OF PHILANTHROPY 151083 0 0 0 256 0 5418 0 10733 0 167490 0 0 0 KRISTEN ROSENBERGER VP OF FINANCIAL PLANNING & ANALYSIS 155154 0 0 0 0 0 5427 0 1535 0 162116 0 0 0 PART I, LINE 1A THE AQUARIUM'S EXPENSE POLICY EXCLUDES FIRST CLASS TRAVEL. HOWEVER, AN EXCEPTION WAS MADE FOR TWO INTERNATIONAL TRAVEL TRIPS IN 2024 FOR THE CEO. THIS BENEFIT WAS NOT INCLUDED IN HIS TAXABLE COMPENSATION. PART I, LINE 4B THE PRESIDENT AND CEO, JOHN RACANELLI PARTICIPATES IN A 457(F) NONQUALIFIED RETIREMENT PLAN. DURING THE TAX YEAR, $116,250 WAS SET ASIDE AS A CONTRIBUTION TO HIS SECTION 457(F) ACCOUNT. A MIDFA SERIES A & B 2019 526002033 NONEAVAIL 2019-05-30 32609000 REFUND OF PRIOR ISSUE (2012) & REFINANCE 0 0 0 A 10261195 32609000 343650 32265350 2019 1 1 1 1 A 0 0 1 1 0 0 0 1 A 0 1 0 0 1 1 BB&T 10.000000000000 0 0 0 0 1 A 1 SCHEDULE K, ADDITIONAL INFORMATION: THE NATIONAL AQUARIUM FOUNDATION, INC. IS THE CO-BORROWER ON THIS BOND ISSUE. IMPACTS EXPERIENCE LLC ENTITY MORE THAN 35% OWNED BY COLLEEN DILENSCHNEIDER, BOARD MEMBER 2300000 A LONG-TERM MEMBER OF THE BOARD OF DIRECTORS HAS A CONNECTION TO A SIGNIFICANT VENDOR. PRIOR TO 2023, THE BOARD MEMBER WAS EMPLOYED BY AN AFFILIATED VENDOR, IMPACTS RESEARCH & DEVELOPMENT LLC, IN WHICH SHE HAD NO OWNERSHIP INTEREST. BEGINNING IN 2023, THE AGREEMENT WITH THE PRIOR VENDOR WAS TRANSITIONED TO A RELATED ENTITY, IMPACTS EXPERIENCE LLC, IN WHICH THE BOARD MEMBER HAS A CONTROLLING FINANCIAL INTEREST. IMPACTS EXPERIENCE PROVIDES ONLINE ADVERTISING AND MARKETING SERVICES AT COST, WITHOUT ANY ADMINISTRATIVE COSTS, COMMISSIONS, SERVICE FEES, OR PROFIT. THIS RELATIONSHIP HAS BEEN REVIEWED AND THE CONTRACT APPROVED BY THE EXECUTIVE COMMITTEE, WHICH HAS DETERMINED THAT NO CONFLICT EXISTS. 0 X 1 5900 FAIR MARKET VALUE X 13 306998 FAIR MARKET VALUE X 1 14414522 BOOK VALUE X SUPPLIES 2 6432 FAIR MARKET VALUE X FOOD AND BEVERAGE 3 5599 FAIR MARKET VALUE 0 0 1 1 PART I, COLUMN (B): REPORTING THE NUMBER OF CONTRIBUTIONS PART I, LINE 32B: FOR NONCASH CONTRIBUTIONS THAT THE AQUARIUM CANNOT USE, IT IS SOLD AT AN AUCTION AND PROCEEDS ARE USED TO DETERMINE FMV AND BENEFIT THE AQUARIUM. FORM 990, PART I, LINE 6: THE ORGANIZATION USES THE SERVICES OF VOLUNTEERS TO REALIZE ITS MISSION TO CONNECT PEOPLE WITH NATURE TO INSPIRE COMPASSION AND CARE FOR OUR OCEAN PLANET. THE ORGANIZATION IS VERY APPRECIATIVE OF ALL THE SERVICE FROM OUR VOLUNTEERS: VOLUNTEER SERVICE HOURS TOTALED 65,834 HOURS, A VALUE OF $2,204,781. VOLUNTEERS ARE ESSENTIAL FOR OUR MISSION, AND THE NATIONAL AQUARIUM IS ALWAYS LOOKING FOR MORE VOLUNTEERS TO BECOME A PART OF THE COMMUNITY AND ASSIST THE AQUARIUM IN GETTING ITS MESSAGE OUT TO THE MORE THAN 1.2 MILLION VISITORS WHO VISIT THE AQUARIUM ANNUALLY. FORM 990, PART VI, SECTION B, LINE 11B PRIOR TO THE FILING OF THE FORM 990, THE AUDIT COMMITTEE WILL REVIEW THE FORM DURING LIVE MEETING. THEN A COPY OF THE FORM IS PROVIDED ELECTRONICALLY TO ALL BOARD MEMBERS. FORM 990, PART VI, SECTION B, LINE 12C AS STATED IN THE ORGANIZATION'S CONFLICT OF INTEREST POLICY, ANNUALLY EACH BOARD MEMBER AND KEY EMPLOYEE IS REQUIRED TO COMPLETE A CONFLICT OF INTEREST DISCLOSURE AND INDICATE ANY POTENTIAL CONFLICTS. A SUMMARY OF THE DISCLOSURES IS REVIEWED AND ANY AND ALL APPROPRIATE ACTIONS ARE THEN TAKEN IN ACCORDANCE WITH THE POLICY. ADDITIONALLY THE SUMMARY OF DISCLOSURES IS DISTRIBUTED TO KEY EMPLOYEES TO ENHANCE THEIR AWARENESS WHEN CONTEMPLATING AND/OR ENTERING INTO BUSINESS TRANSACTIONS. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION FOR THE CHIEF EXECUTIVE OFFICER IS REVIEWED AND DOCUMENTED ANNUALLY BY AN INDEPENDENT COMPENSATION COMMITTEE OF THE BOARD AND UPDATED AS PRUDENT BASED ON INFORMATION RECEIVED FROM INDEPENDENT COMPENSATION STUDIES, AS WELL AS INFORMATION RECEIVED BY THE COMMITTEE FROM OTHER INTERNAL AND EXTERNAL SOURCES. THE COMPENSATION FOR THE OTHER OFFICERS AND KEY EMPLOYEES IS REVIEWED AND DOCUMENTED ANNUALLY BY AN INDEPENDENT COMPENSATION COMMITTEE OF THE BOARD. COMPENSATION STUDIES AND SURVEYS ARE USED TO ESTABLISH THEIR COMPENSATION. FORM 990, PART VI, SECTION C, LINE 19 NATIONAL AQUARIUM, INC. HAS ITS GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICIES AVAILABLE TO THE PUBLIC UPON REQUEST. FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST, ON THE WEBSITE, AND ARE INCLUDED WITH PUBLICATIONS ASSOCIATED WITH THE NATIONAL AQUARIUM, INC.'S ANNUAL REPORT. THEY ARE ALSO AVAILABLE THROUGH NOT-FOR-PROFIT INTERNET PORTALS SUCH AS GUIDESTAR AND CHARITY NAVIGATOR. THESE DOCUMENTS ARE AVAILABLE FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). FORM 990, PART VII, COLUMN B: THE AVERAGE HOURS PER WEEK LISTED ARE STANDARD PAYROLL HOURS. ACTUAL HOURS WORKED ARE GREATER THAN 40. FORM 990, PART VIII, PART IX, AND PART X: IN 2017, THE AQUARIUM ENTERED A NEW MARKET TAX CREDIT (NMTC) TRANSACTION THAT ALLOWED FOR PARTIAL FUNDING OF THE BUILD OF THE ANIMAL CARE AND RESCUE CENTER. IN 2024, FOLLOWING THE REQUIRED 7-YEAR COMPLIANCE PERIOD, THE AQUARIUM UNWOUND THIS NMTC TRANSACTION. AS A RESULT OF THE UNWIND, NAI BECAME THE OWNER OF LEVERAGE LOANS TO ACRC LENDER, LLC, A DISREGARDED ENTITY, AND THE QLICI LOANS OWED BY ACRC LESSOR, INC., A RELATED ORGANIZATION. THESE RELATED LOANS WERE FORGIVEN BETWEEN LENDER AND NAI AND NAI AND LESSOR. THERE IS A NET GAIN OF $6,349,456 AS A RESULT OF THE NMTC LOAN FORGIVENESS. AS OF 12/31/24, BOTH LENDER AND LESSOR WERE DISSOLVED. FORM 990, PART XI, LINE 9: LOSS ON INTEREST RATE SWAP 185,977. LOSS ON EXTINGUISHMENT OF DEBT -947. ACRC LENDER LLC 111 MARKET PLACE SUITE 800 BALTIMORE MD 21202 LEVERAGED LENDER IN NMTC TRANSACTION MD 0 0 NATIONAL AQUARIUM INC NANI LLC 111 MARKET PLACE SUITE 800 BALTIMORE MD 21202 REAL ESTATE HOLDING MD 0 0 NATIONAL AQUARIUM INC 2328 CEDLEY STREET LLC 111 MARKET PLACE SUITE 800 BALTIMORE MD 21202 REAL ESTATE HOLDING MD 0 80000 NATIONAL AQUARIUM INC NATIONAL AQUARIUM FOUNDATION INC 111 MARKET PLACE BALTIMORE MD 21202 521301162 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 12A, I NATIONAL AQUARIUM INC 1 ACRC LESSOR INC 111 MARKET PLACE BALTIMORE MD 21202 820658936 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 12B, II N/A 0 0 1 1 0 0 0 0 0 0 1 1 0 0 1 1 1 0 0 0 NATIONAL AQUARIUM FOUNDATION INC C 1402717 FMV PART I, IDENTIFICATION OF DISREGARDED ENTITIES: ACRC LENDER, LLC WAS DISSOLVED AS OF 12/31/24. PART II, IDENTIFICATION OF RELATED TAX-EXEMPT ORGANIZATIONS: ACRC LESSOR, INC WAS DISSOLVED AS OF 12/31/24. NATIONAL AQUARIUM INC PIER 3 - 501 EAST PRATT STREET BALTIMORE MD 21202 521121163 X 0 179232 179232 75183235 75362467 1000000 250000 0 0 0 ACRC LESSOR INC 111 MARKET PLACE STE 800 BALTIMORE MD 21202 820658936 0 0 0 936047 936047 165407 41352 0 0 0 NATIONAL AQUARIUM FOUNDATION INC 111 MARKET PLACE STE 800 BALTIMORE MD 21202 521301162 0 0 0 1556548 1556548 227827 56957 0 0 0