2014-04-15T13:13:41-05:00 2013-12-31 521855942 TATE AND TRYON 2021 L STREET NW SUITE 400 WASHINGTON DC 20036 990 2013-01-01 530196517 GOODWILL INDUSTRIES INTERNATIONAL INC GOOD 8007410186 15810 INDIANOLA DRIVE ROCKVILLE MD 208552639 JIM GIBBONS PRESIDENT AND CEO 8007410186 2014-04-15 1 DEBORAH G KOSNETT P00290720 2022932200 2013 2015-11-30 17:44:51Z JIM GIBBONS 15810 INDIANOLA DRIVE ROCKVILLE MD 208552639 51045035 0 X WWW.GOODWILL.ORG X 1910 MA GOODWILL WORKS TO ENHANCE THE DIGNITY AND QUALITY OF LIFE OF INDIVIDUALS AND FAMILIES BY STRENGTHENING COMMUNITIES, ELIMINATING BARRIERS TO OPPORTUNITY, AND HELPING PEOPLE IN NEED REACH THEIR FULL POTENTIAL THROUGH LEARNING AND THE POWER OF WORK. 32 32 150 34 23196 -27916 28225490 22891266 21836015 22783536 697830 193921 11657 189974 50770992 46058697 20252673 17300270 0 0 15609908 15758425 0 0 804775 8720307 10007192 44582888 43065887 6188104 2992810 31125117 35447285 7594637 8457624 23530480 26989661 X GOODWILL WORKS TO ENHANCE THE DIGNITY AND QUALITY OF LIFE OF INDIVIDUALS AND FAMILIES BY STRENGTHENING COMMUNITIES, ELIMINATING BARRIERS TO OPPORTUNITY, AND HELPING PEOPLE IN NEED REACH THEIR FULL POTENTIAL THROUGH LEARNING AND THE POWER OF WORK. 0 0 18439932 15743795 SPONSORED PROGRAMS & GRANTS:GOODWILL INDUSTRIES INTERNATIONAL, INC. (GII) RECEIVES SPONSORED PROGRAMS AND GRANTS FROM THE DEPARTMENT OF LABOR, DEPARTMENT OF JUSTICE AND NUMEROUS PRIVATE FOUNDATIONS. GII SUBGRANTS MOST OF THESE FUNDS TO GOODWILL MEMBERS.FEDERAL:DOLETA SCSEP: FOR JULY 2012 THROUGH JUNE 2013, GII WAS AWARDED $11.18 MILLION FOR THE SENIOR COMMUNITY SERVICE EMPLOYMENT PROGRAM TO PROVIDE LOW-INCOME SENIORS WITH JOB TRAINING VIA PLACEMENT IN COMMUNITY SERVICE POSITIONS WITH THE GOAL OF ACHIEVING UNSUBSIDIZED EMPLOYMENT. SIX GOODWILL MEMBERS IMPLEMENTED THE PROGRAM IN THEIR COMMUNITIES. FOR JULY 2013 THROUGH JUNE 2014, GII WAS AWARDED AN ADDITIONAL $10.79 MILLION FOR THE SAME PURPOSE.DOJ: FOR OCTOBER 2011 THROUGH SEPTEMBER 2014, GII WAS AWARDED $5 MILLION FOR 10 GOODWILL MEMBERS TO SERVE YOUTH WITH GOODGUIDES(R) CAREER-FOCUSED YOUTH MENTORING. FOR OCTOBER 2013 THROUGH SEPTEMBER 2016, GII WAS AWARDED ANOTHER $9 MILLION FOR 22 GOODWILL MEMBERS TO SERVE YOUTH WITH CAREER-FOCUSED YOUTH MENTORING. FOUNDATIONS: CHARLES SCHWAB - GOOD ASSETS: FOR SEPTEMBER 2012 THROUGH SEPTEMBER 2014, GII RECEIVED AN AWARD IN THE AMOUNT OF $300,000 FROM THE CHARLES SCHWAB FOUNDATION TO SUPPORT THE GOOD ASSETS PROJECT. IT SUPPORTS FINANCIAL STRENGTHENING INCLUDING FINANCIAL EDUCATION, FINANCIAL COACHING, DEBT REDUCTION, AND ASSET BUILDING AT GOODWILL INDUSTRIES CENTRAL INDIANA, INC. (GICI). WAL-MART FOUNDATION: FOR AUGUST 2012 THROUGH DECEMBER 2014, THE WALMART FOUNDATION AWARDED GII A $7.8 MILLION GRANT FOR BEYOND JOBS, COMPREHENSIVE CAREER DEVELOPMENT SERVICES FOR UNEMPLOYED AND UNDEREMPLOYED WOMEN, THAT IS SUBGRANTED TO 45 GOODWILL MEMBERS TO SERVE 12,250 INDIVIDUALS. THE PROGRAM INCLUDES JOB TRAINING AND RETENTION SERVICES WITH WRAP-AROUND FAMILY SUPPORTS WITH A FOCUS ON MEETING THE NEEDS OF LOCAL INDUSTRY SO PARTICIPANTS CAN LEVERAGE SUSTAINABLE RESOURCES VIA CAREERS.FOR JULY 2012 TO JULY 2013, THE WALMART FOUNDATION AWARDED GII A GRANT OF $1.0 MILLION TO FUND OPERATIONS GOODJOBS TO SUPPORT THREE GOODWILL MEMBERS IN EQUIPPING VETERANS AND THEIR FAMILIES TO SECURE EDUCATION, TRAINING AND SUPPORTIVE SERVICES NECESSARY TO BECOME FINANCIALLY STRONG. FOR JULY 2013 THROUGH JUNE 2016, THE WALMART FOUNDATION AWARDED GII A GRANT OF $5 MILLION TO FUND OPERATION: GOODJOBS 2.0 TO SUPPORT 15 GOODWILL MEMBERS AND TO EQUIP 4,005 VETERANS AND THEIR FAMILIES TO SECURE EDUCATION, TRAINING AND SUPPORTIVE SERVICES NECESSARY TO BECOME FINANCIALLY STRONG. THE PROGRAM FOCUSES ON GOODWILL COMMUNITIES WITH A HIGH CONCENTRATION OF VETERANS, ESPECIALLY NATIONAL GUARDS, RESERVES AND VETERANS OF OEF AND OIF. FOR NOVEMBER 2012 TO AUGUST 2013, THE WALMART FOUNDATION AWARDED GII THE MYFREETAXES GRANT IN THE AMOUNT OF $867,141 TO EXPAND ACCESS TO AND USE OF FREE TAX PREPARATION SERVICES AMONG LOWER-INCOME INDIVIDUALS AND FAMILIES THROUGHOUT THE U.S. FOR AUGUST 2013 THROUGH SEPTEMBER 2014, THE WALMART FOUNDATION AWARDED GII THE MYFREETAXES GRANT IN THE AMOUNT OF $920,759 TO EXPAND ACCESS TO AND USE OF FREE TAX PREPARATION SERVICES AMONG LOWER-INCOME INDIVIDUALS AND FAMILIES THROUGHOUT THE U.S. IT COMBINES TRADITIONAL VITA VOLUNTEER TAX PREPARATION WITH INNOVATIVE, ONLINE SELF-PREPARATION AND FILING TOOLS THAT CAN ENGAGE NEW FILERS. CATERPILLAR FOUNDATION: FOR JUNE 2012 THROUGH DECEMBER 2014, THE CATERPILLAR FOUNDATION AWARDED GII A THREE YEAR GRANT IN THE AMOUNT OF $509,328 TO FUND EXPANSION OF THE GOODWILL MODEL IN BRAZIL TO PROMOTE EMPLOYMENT, TRAINING AND JOB PLACEMENT SERVICES FOR PERSONS WITH DISABILITIES.BANK OF AMERICA: FOR JANUARY 2013 THROUGH DECEMBER 2014, BANK OF AMERICA AWARDED GII A GRANT IN THE AMOUNT OF $500,000 FOR THE VESTED IN VETS PROGRAM. THE FUNDS ARE USED TO HELP 1,000 VETERANS AND THEIR FAMILY MEMBERS IN TWENTY COMMUNITIES TO CONNECT WITH THE EDUCATION, TRAINING AND SUPPORTS THEY NEED TO SUCCEED. ANNIE E. CASEY FOUNDATION: FOR JANUARY THROUGH DECEMBER, 2013, THE ANNIE E. CASEY FOUNDATION AWARDED GII $150,000 TO SUPPORT INITIATIVES THAT CONNECT FAMILIES TO SERVICES, SUPPORT, AND RESOURCES THEY NEED TO ACHIEVE ECONOMIC INDEPENDENCE. IN NOVEMBER 2013, GII RECEIVED AN ADDITIONAL $115,000 TO SUPPORT MISSION DATA REPORTING AND A LEARN AND LEAD LAB FOCUSED ON INTEGRATED SERVICE DELIVERY.LUMINA FOUNDATION: FOR SEPTEMBER 2011 THROUGH SEPTEMBER 2014, THE LUMINA FOUNDATION AWARDED GII $550,000 TO EXPAND GOODWILL'S COMMUNITY/COLLEGE CAREER COLLABORATION (C4) PROJECT TO CONNECT PEOPLE WITH CREDENTIALS TO ADVANCE THEIR CAREERS.GOIZUETA FOUNDATION: FOR JANUARY 2013 THROUGH DECEMBER 2015, GII AND FOUR GEORGIA GOODWILLS RECEIVED A GRANT OF $3.2 MILLION FROM THE GOIZUETA FOUNDATION TO ENHANCE AND SUPPORT COMPREHENSIVE LATINO/HISPANIC INITIATIVES IN GEORGIA'S HISPANIC COMMUNITIES. ACCENTURE: FOR DECEMBER 2013 THROUGH DECEMBER 2016, GII RECEIVED A GRANT IN THE AMOUNT OF $1.5 MILLION FROM ACCENTURE TO BUILD CAPACITY AND PROVIDE ONLINE SUPPORT FOR MEMBER GOODWILLS AND THEIR PARTICIPANTS IN THE GOODPROSPECTS(R) FOR CREDENTIALS TO CAREERS PROGRAM.QBE FOUNDATION: FOR JANUARY THROUGH DECEMBER 2013, THE QBE FOUNDATION AWARDED GII $50,000 TO SUPPORT GOODPROSPECTS VIRTUAL CAREER NAVIGATION SERVICES.KRESGE FOUNDATION: FOR JANUARY 2012 THROUGH MARCH 2013, THE KRESGE FOUNDATION AWARDED GII $150,000 TO BUILD CAPACITY AND INFRASTRUCTURE TO OFFER CAPITALIZATION OPPORTUNITIES TO GOODWILL MEMBERS.DULIN ENDOWMENT: FOR JANUARY THROUGH DECEMBER OF 2013, THE DULIN FOUNDATION AWARDED GII $75,000 TO SUPPORT TRAINING AND LEADERSHIP DEVELOPMENT FOR GOODWILL MEMBERS. 14838775 530354 21071345 DIRECT SERVICES TO GOODWILL MEMBERS:GOODWILL INDUSTRIES INTERNATIONAL, INC., FUNCTIONS AS A MEMBER ASSOCIATION, REPRESENTING THE NETWORK OF INDEPENDENT, COMMUNITY-BASED GOODWILL AGENCIES, AND PROVIDING PRODUCTS, SERVICES AND EXPERTISE THAT SUPPORT THE LOCAL GOODWILL ORGANIZATIONS. EACH LOCAL GOODWILL AGENCY IS AN AUTONOMOUS MEMBER OF GOODWILL INDUSTRIES INTERNATIONAL. THIS INDEPENDENCE IS THE CORNERSTONE OF GOODWILL'S SUCCESS FOR OVER 110 YEARS, AFFORDING THE LOCAL GOODWILL THE FLEXIBILITY TO RESPOND TO COMMUNITY NEEDS AND OPPORTUNITIES.AMONG THE DIRECT SERVICES TO LOCAL GOODWILL MEMBERS:- MISSION ADVANCEMENT AND BUSINESS CONSULTATIONS- ADVISORY SUPPORT TO LOCAL GOODWILL BOARDS OF DIRECTORS IN EXECUTIVE SEARCHES- LEARNING OPPORTUNITIES FOR LOCAL GOODWILL STAFF- PUBLIC WEBSITE, EXTRANET AND KNOWLEDGE RESOURCE- FINANCIAL AND MANAGEMENT ANALYSES - NATIONAL AND LOCAL MARKETING AND PUBLIC RELATIONS MATERIALS- GOODTRAK(TM) CLIENT TRACKING SOFTWARE SYSTEM- MEDIA RELATIONS AND MARKETING- BENCHMARKING RESEARCH- CONSULTATION AND TECHNICAL ASSISTANCE- MYGOODWILL EXTRANET FOR GOODWILL MEMBERS- PROFESSIONAL DEVELOPMENT PROGRAMS FOR EXECUTIVES AND SENIOR STAFF- LICENSING OF THE GOODWILL BRAND 5730803 1026121 1712191 SUPPORT SERVICES TO GOODWILL MEMBERS:GOODWILL INDUSTRIES INTERNATIONAL, INC., FUNCTIONS AS A MEMBER ASSOCIATION, REPRESENTING THE NETWORK OF INDEPENDENT, COMMUNITY-BASED GOODWILL AGENCIES, AND PROVIDING PRODUCTS, SERVICES AND EXPERTISE THAT SUPPORT THE LOCAL GOODWILL ORGANIZATIONS. EACH LOCAL GOODWILL AGENCY IS AN AUTONOMOUS MEMBER OF GOODWILL INDUSTRIES INTERNATIONAL. THIS INDEPENDENCE IS THE CORNERSTONE OF GOODWILL'S SUCCESS FOR OVER 110 YEARS, AFFORDING THE LOCAL GOODWILL THE FLEXIBILITY TO RESPOND TO COMMUNITY NEEDS AND OPPORTUNITIES.AMONG THE SUPPORT SERVICES TO LOCAL GOODWILL MEMBERS:- BOARD AND GOVERNANCE SUPPORT- BUSINESS DEVELOPMENT - RESOURCE DEVELOPMENT- CONFERENCES AND LEARNING EVENTS- INTERNATIONAL DEVELOPMENT- STRATEGIC SOURCING PROGRAMS- PUBLIC POLICY AND GOVERNMENT RELATIONS- RESEARCH AND DATA ANALYSIS 39009510 1 1 0 1 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 1 1 1 0 0 0 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 1 110 0 1 150 1 1 1 0 0 0 0 0 0 0 0 0 X 32 32 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 0 AL AK AR CA CT FL GA HI IL KS KY MD MA MI MN MS MO NH NJ NM NY NC OH OK OR PA RI SC TN UT VA WV WI X X JEFFREY MCCAW 3015306500 15810 INDIANOLA DRIVE ROCKVILLE MD 208552639 A GIDGET HOPF BOARD MEMBER/CHAIR 2.00 0.00 X X 0 0 0 LARRY ISHOL BOARD MEMBER/VICE CHAIR 2.00 0.00 X X 0 0 0 BRENDA GUMBS BOARD MEMBER/SECRETARY 2.00 0.00 X X 0 0 0 MICHELLE BELKNAP BOARD MEMBER/TREASURER 2.00 0.00 X X 0 0 0 CARLOS ARTOLA BOARD MEMBER 2.00 0.00 X 0 0 0 PHYLLIS BANDSTRA BOARD MEMBER 2.00 0.00 X 0 0 0 TONY BELL BOARD MEMBER 2.00 0.00 X 0 0 0 SUE BOHAICHUK BOARD MEMBER 2.00 0.00 X 0 0 0 RICHARD BORER BOARD MEMBER 2.00 0.00 X 0 0 0 PHIL BOYCE BOARD MEMBER 2.00 0.00 X 0 0 0 DIANA BURLEY BOARD MEMBER 2.00 0.00 X 0 0 0 KATHY CROSBY BOARD MEMBER 2.00 0.00 X 0 0 0 LARRY DEJARNETT BOARD MEMBER 2.00 0.00 X 0 0 0 JEFFRY GOLDEN BOARD MEMBER 2.00 0.00 X 0 0 0 KARLA GRAZIER BOARD MEMBER 2.00 0.00 X 0 0 0 TERRY HAYES BOARD MEMBER 2.00 0.00 X 0 0 0 BRIAN ITZKOWITZ BOARD MEMBER 2.00 0.00 X 0 0 0 RONALD JOHNSON BOARD MEMBER 2.00 0.00 X 0 0 0 MICHAEL KEMPNER BOARD MEMBER 2.00 0.00 X 0 0 0 JIM MARTIN BOARD MEMBER 2.00 0.00 X 0 0 0 JANET MCCARTHY BOARD MEMBER 2.00 0.00 X 0 0 0 DONNA MILLER BOARD MEMBER 2.00 0.00 X 0 0 0 TOMMY MOORE BOARD MEMBER 2.00 0.00 X 0 0 0 ROBBIN MORTON BOARD MEMBER 2.00 0.00 X 0 0 0 DENNIS PASTRANA BOARD MEMBER 2.00 0.00 X 0 0 0 MICHELLE QUINTYN BOARD MEMBER 2.00 0.00 X 0 0 0 FRED SHELFER BOARD MEMBER 2.00 0.00 X 0 0 0 ROBERT SMITH BOARD MEMBER 2.00 0.00 X 0 0 0 LORNA UTLEY BOARD MEMBER 2.00 0.00 X 0 0 0 JEFFREY VAN DOREN BOARD MEMBER 2.00 0.00 X 0 0 0 JOHN WICKLAND BOARD MEMBER 2.00 0.00 X 0 0 0 MICHAEL WIRTH-DAVIS BOARD MEMBER 2.00 0.00 X 0 0 0 GIBBONS JAMES PRESIDENT & CEO 40.00 0.00 X 533342 0 105743 KROTONSKY STEVEN CHIEF OPERATING OFFICER 38.00 2.00 X 307551 0 43567 MCCAW JEFFREY CHIEF FINANCIAL OFFICER 40.00 0.00 X 195724 0 42038 ZIMMER KIMBERLY CHIEF COMMUNICATIONS OFFICER 40.00 0.00 X 225034 0 45668 TANNOZZINI LUCY VP, HR & LEADERSHIP DEV 40.00 0.00 X 187643 0 27503 COPELAND WENDI VP, MISSION ADVANCEMENT 40.00 0.00 X 171631 0 26691 BRANZELLE JUDITH GENERAL COUNSEL 40.00 0.00 X 163657 0 35640 MEYER MICHAEL VP, DONATED GOODS & RETAIL 40.00 0.00 X 161910 0 32030 DOWNES PAUL VP, INFO TECHNOLOGY 40.00 0.00 X 153773 0 36947 2100265 0 395827 9 0 1 0 THE ADVERTISING COUNCIL 815 SECOND AVE 9TH FLOOR NEW YORK NY 10017 CONSULTING SERVICES 1049782 FREDERICK J SMITH 8598 MONTPELIER WAY SACRAMENTO CA 95823 CONSULTING SERVICES 188243 TANGO ANALYTICS LLC 5525 NORTH MACARTHUR BLVD STE 450 IRVING TX 75038 DATA ANALYTICS SERVICES 142585 GILBERT EXPOSITION MANAGEMENT INC 895 CEN FL PKWY STE 100 ORLANDO FL 32824 CONFERENCE MANAGEMENT 139551 CAPITOL HILL PARTNERS LLC 513 CAPITOL COURT NE SUITE 100 WASHINGTON DC 20002 LOBBYING/ADVOCACY WORK 120378 9 13164497 9726769 54375 22891266 MEMBERSHIP DUES 900099 19976038 19976038 CONFERENCES, SEMINARS, AND LEARNI 900099 1139777 1126210 13567 OTHER PROGRAM SERVICES 900099 763615 763615 GOODTRAK 900099 472482 472482 STRATEGIC SOURCING CENTER 541900 413653 413653 17971 17971 22783536 166436 166436 297244 296963 281 281 9629 -9348 4716860 4689375 27485 27485 27485 BAD DEBT EXPENSE RECOVERY 900099 185849 185849 MISCELLANEOUS REVENUE 900099 3844 3844 189693 46058697 22769969 23196 374266 17222053 17222053 51000 51000 27217 27217 1498667 1252597 214119 31951 11067474 9206120 1624790 236564 739027 633380 90107 15540 1541437 1321081 187942 32414 911820 755522 136754 19544 120277 63740 56392 145 108807 52287 56520 166800 166800 33863 33863 3495579 3192127 247234 56218 100963 100479 464 20 682255 525470 127996 28789 212020 178831 33189 1118072 632487 262931 222654 1021582 878716 124536 18330 1475843 1438897 27450 9496 67333 25052 19638 22643 1014624 708005 201928 104691 PROFESSIONAL DUES 371516 369306 -3530 5740 SEMINAR & TRAINING 198522 169888 28657 -23 EMPLOYEE RELATIONS 64480 27489 36932 59 BANK SERVICE CHARGES 51619 10966 40653 -296963 -296963 43065887 39009510 3251602 804775 1938299 2303723 3204123 1864514 901343 835828 263523 334158 14410198 6199304 8429474 8210894 16259097 21718840 0 54375 55000 55000 74258 69953 31125117 35447285 5470000 5369998 0 820000 393119 673567 1709635 1572176 21883 21883 7594637 8457624 X 14120877 14479204 8174694 11221047 1234909 1289410 23530480 26989661 31125117 35447285 X 2992810 428912 37459 X X 0 1 X 1 1 1 X 19025069 33407624 31910626 28225490 22891265 135460074 19025069 33407624 31910626 28225490 22891265 135460074 15322293 120137781 511650 627473 471524 496970 463680 2571297 16325 16325 12373 5701 189693 240417 138271788 102622769 0.86890 0.91680 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME - 2009 AMOUNT: $ 16,325. 2010 AMOUNT: $ 16,325. 2011 AMOUNT: $ 12,373. 2012 AMOUNT: $ 5,701. 2013 AMOUNT: $ 3,844. BAD DEBT EXPENSE RECOVERY - 2009 AMOUNT: $ 0. 2010 AMOUNT: $ 0. 2011 AMOUNT: $ 0. 2012 AMOUNT: $ 0. 2013 AMOUNT: $ 185,849. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 129471 296042 425513 52932252 53357765 1000000 250000 0 0 1000000 1000000 1000000 1000000 4000000 6000000 365373 448701 488738 425513 1728325 250000 250000 250000 250000 1000000 1500000 93518 62048 131500 129471 416537 1451133 116714 8617 1559230 1357249 108963 15079 1451133 1370182 15445 28378 1357249 1391904 11049 32771 1370182 1273372 143593 25061 1391904 0.00000 0.17300 0.82700 0 0 1500000 1500000 7764526 2753840 5010686 397902 104531 293371 4687770 3340933 1346837 60000 60000 8210894 SECURITY DEPOSIT 21883 21883 X 56964825 428912 10176656 334422 10939990 46024835 33863 33863 46058698 53505644 10176656 296963 10473619 43032025 33863 33863 43065888 PART V, LINE 4: GOODWILL'S ENDOWMENT FUNDS CONSIST OF: -- TEMPORARILY RESTRICTED NET ASSETS: NET ASSETS WHOSE USE HAS BEEN DONOR RESTRICTED BY SPECIFIED TIME OR PURPOSE LIMITATIONS. -- PERMANENTLY RESTRICTED NET ASSETS: MUST BE MAINTAINED IN PERPETUITY. IN ACCORDANCE WITH DONOR INSTRUCTIONS, GOODWILL MAY USE THE INTEREST AND DIVIDENDS, NET OF INVESTMENT FEES, EARNED ON PERMANENTLY RESTRICTED NET ASSETS FOR SPECIFIED PURPOSES. GOODWILL'S TEMPORARILY AND PERMANENTLY RESTRICTED FUNDS ARE USED TO FUND SPECIFIC PROGRAMS THAT ADVANCE OUR MISSION OF ENHANCING THE DIGNITY AND QUALITY OF LIFE OF INDIVIDUALS, FAMILIES, AND COMMUNITIES BY ELIMINATING BARRIERS TO OPPORTUNITY AND HELPING PEOPLE IN NEED REACH THEIR FULLEST POTENTIAL THROUGH LEARNING AND THE POWER OF WORK. GOODWILL'S RESTRICTED FUNDS CONSIST OF THE FOLLOWING: DOMESTIC ACTIVITIES -- FRANK F. FLEGAL EDUCATION AND TRAINING (ENDOWMENT) KENNETH K. KING TRAINING TRUST (ENDOWMENT) RICHARD AND LOIS ENGLAND (ENDOWMENT) ALUMNI CENTURY FUND ALUMNI TRAVEL FUND ANTHONY FAMILY FOUNDATION - FAMILY STRENGTHENING ANTHONY FAMILY FOUNDATION - COMMUNITY COLLEGE BANK OF AMERICA - VESTED IN VETS CASEY FOUNDATION CHARLES SCHWAB - GOOD A$$ET$ CHARLES SCHWAB - GOOD A$$ET$ 2 DISASTER RELIEF FUND DULIN EXECUTIVE MANAGEMENT DEVELOPMENT FUND DULIN MEMBERSHIP GII TRAINING FUND DULIN SENIOR MANAGEMENT FUND DULIN STRATEGIC PLANNING FUND ELSINE KATZ FUND GOIZUETA FOUNDATION PROGRAMS GOOD PROSPECTS C2C - ACCENTURE KRESGE FOUNDATION LUMINA II FOUNDATION MATTHEWS ENTREPRENEURIAL AWARD NATIONAL ASSEMBLY WORKS SUPPORT NATIONAL PSA CAMPAIGN PUBLIC POLICY FUND QBE FOUNDATION ROBERT WATKINS AWARD FUND TRACFONE WIRELESS, INC. WALMART FOUNDATION - BEYOND JOBS PROGRAMS 2.0 WALMART FOUNDATION - OPERATION GOODJOBS PROGRAM WALMART FOUNDATION - OPERATION GOODJOBS 2 PROGRAM WALMART FOUNDATION - MY FREE TAXES WALMART FOUNDATION - MY FREE TAXES 2 INTERNATIONAL ACTIVITIES -- BARKER EDUCATION (ENDOWMENT) GERALD CLORE TRAINING (ENDOWMENT) SIOUX CITY (ENDOWMENT) CATERPILLAR FOUNDATION GOING GLOBAL FUND OAKLAND/PHILIPPINE FUND PART X, LINE 2: THE ORGANIZATION BELIEVES THAT IT HAS APPROPRIATE SUPPORT FOR INCOME TAX POSITIONS TAKEN. THEREFORE, MANAGEMENT HAS NOT IDENTIFIED ANY UNCERTAIN INCOME TAX POSITIONS. GENERALLY, INCOME TAX RETURNS RELATED TO THE CURRENT AND THREE PRIOR YEARS REMAIN OPEN FOR EXAMINATION BY TAXING AUTHORITIES. PART XI, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSE REPORTED ON PART VIII 296,963. UNREALIZED GAIN ON INTEREST RATE SWAP 37,459. PART XII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSE REPORTED ON PART VIII 296,963. 0 CENTRAL AMERICA AND THE CARIBBEAN 0 3 SUPPORT FOR PROGRAMMATIC OPERATIONS MEETING WITH INTERNATIONAL AFFILIATES 8694 EAST ASIA AND THE PACIFIC 0 4 SUPPORT FOR PROGRAMMATIC OPERATIONS ASIA SUMMIT CONFERENCE 57724 EUROPE (INCLUDING ICELAND & GREENLAND) 0 2 SUPPORT FOR PROGRAMMATIC OPERATIONS TOUR & MEETING WITH INTERNATIONAL AFFILIATES 6057 NORTH AMERICA 0 5 SUPPORT FOR PROGRAMMATIC OPERATIONS MEMBER VISITS, CERTIFICATION AND CONSULTATION, & PROFESSIONAL DEVELOPMENT 9634 SOUTH AMERICA 1 5 SUPPORT FOR PROGRAMMATIC OPERATIONS VISIT GOODWILL OFFICE & WORK WITH AVAPE, A LOCAL OFFICE 124273 NORTH AMERICA GRANTS TO RECIPIENTS LOCATED IN REGION 26217 EAST ASIA AND THE PACIFIC GRANT TO RECIPIENT LOCATED IN REGION 1000 1 19 0 0 1 19 233599 0 233599 NORTH AMERICA ASSOCIATION GRANT 23017 CHECK N/A 1 0 0 0 0 0 0 0 PART I, LINE 2: ALL GRANT AWARDS ARE ASSIGNED A UNIQUE COST CENTER IN THE GII GENERAL LEDGER SYSTEM. EACH GRANT IS ASSIGNED TO A PROGRAM MANAGER WHO IS RESPONSIBLE FOR FOLLOWING THE GRANT BUDGET AND ACHIEVING THE GOALS SPECIFIED BY THE GRANT AWARD. WHEN GII MAKES SUB AWARDS TO MEMBER GOODWILLS TO CARRY OUT CERTAIN GRANT FUNDED PROGRAMS, AN AGREEMENT IS SIGNED BETWEEN GII AND THE SUB RECIPIENT. THE AGREEMENT SPECIFIES ALL OF THE REQUIREMENTS OF THE ORIGINAL AWARD AND THE REPORTING REQUIREMENTS OF THE SUB RECIPIENT TO GII. MONTHLY REPORTS ARE RECEIVED FROM THE SUB RECIPIENTS, REVIEWED BY PROGRAM AND FINANCIAL STAFF, AND ENTERED INTO THE GII GENERAL LEDGER SYSTEM WHEN APPROVED. 1 GOODWILL MISSION & JOB CREATION SVCS INC 15810 INDIANOLA DRIVE ROCKVILLE MD 208552639 455221005 501(C)(3) 1000000 SUPPORT FOR PROGRAMMATIC OPERATIONS COUNCIL OF CALIFORNIA GOODWILL INDUSTRIES 1080 NORTH 7TH STREET SAN JOSE CA 95112 237102688 501(C)(3) 44390 ASSOCIATION GRANT FLORIDA GOODWILL ASSOCIATION PO BOX 6700 TALLAHASSEE FL 323146700 311667466 501(C)(3) 24661 ASSOCIATION GRANT GOODWILL ASSOCIATION OF MICHIGAN 2279 SOUTH AIRPORT ROAD WEST TRAVERSE CITY MI 49684 383474383 501(C)(3) 32882 ASSOCIATION GRANT MID-ATLANTIC GOODWILL INDUSTRIES COALITION PO BOX 905 FREDERICKSBURG VA 22404 900147552 501(C)(3) 29594 ASSOCIATION GRANT NORTH CENTRAL GOODWILL ASSOCIATION 4900 NE 22ND STREET DES MOINES IA 50313 420764469 501(C)(3) 36670 ASSOCIATION GRANT NORTHEAST REGIONAL ASSOCIATION 432 WASHINGTON AVE NORTH HAVEN CT 06473 237431264 501(C)(3) 34526 ASSOCIATION GRANT NEBRASKA ASSOCIATION 4805 NORTH 72ND STREET OMAHA NE 68134 470378996 501(C)(3) 13153 ASSOCIATION GRANT NORTHWEST ASSOCIATION 130 E THIRD AVE SPOKANE WA 99202 910597006 501(C)(3) 31238 ASSOCIATION GRANT OHIO ASSOCIATION OF GOODWILL INDUSTRIES PO BOX 93 CHILLICOTHE OH 45601 237296009 501(C)(3) 51953 ASSOCIATION GRANT OKLAHOMA ASSOCIATION OF GOODWILLS 1210 SUMMIT AVE LAWTON OK OK 73501 730675119 501(C)(3) 9865 ASSOCIATION GRANT PENNSYLVANIA ASSOCIAITON OF GOODWILLS 1150 GOODWILL DR HARRISBURG PA 17101 231365338 501(C)(3) 18085 ASSOCIATION GRANT SOUTHEAST ASSOCIATION 2407 31ST STREET GULFPORT MS 39501 640547585 501(C)(3) 57773 ASSOCIATION GRANT GEORGIA GOODWILL ASSOCIATION 2601 CROSS COUNTRY DRIVE COLUMBUS GA 31906 010709306 501(C)(3) 7990 ASSOCIATION GRANT IOWA ASSOCIATION 4900 NE 22ND STREET DES MOINES IA 50313 420764469 501(C)(3) 6576 ASSOCIATION GRANT ARIZONA ASSOCIATION OF GOODWILLS 1940 E SILVERLAKE ROAD SUITE 405 TUCSON AZ 85713 860223401 501(C)(3) 9865 ASSOCIATION GRANT TEXAS ASSOCIATION OF GOODWILLS 10040 CIRCLEVIEW AUSTIN TX 78733 742972090 501(C)(3) 46034 ASSOCIATION GRANT VIRGINIA GOODWILL NETWORK PO BOX 905 FREDERICKSBURG VA 22404 141993959 501(C)(3) 19729 ASSOCIATION GRANT GOODWILL IND OF SOUTHEASTERN LOUISIANA INC P0 BOX 13006 NEW ORLEANS LA 70185 720546906 501(C)(3) 18522 KATRINA FUND GOODWILL IND OF SOUTHERN NJ AND PHILADELPHIA 2835 ROUTE 73 SOUTH MAPLE SHADE NJ 08052 210681239 501(C)(3) 6415 GRADUATE OF THE YEAR GOODWILL IND OF HOUSTON 1140 WEST LOOP NORTH HOUSTON TX 77055 741285095 501(C)(3) 6415 ACHIEVER OF THE YEAR GOODWILL IND OF CENTRAL INDIANA INC 1635 WEST MICHIGAN ST INDIANAPOLIS IN 46222 350893506 501(C)(3) 25000 GIVE BACK BOX PILOT PROGRAM EASTER SEALS - GOODWILL NORTHERN ROCKY MOUNTAIN INC 4400 CENTRAL AVE GREAT FALLS MT 59405 810232125 501(C)(3) 71500 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL EASTER SEALS INC 553 FAIRVIEW AVE N ST PAUL MN 55104 410706171 501(C)(3) 34800 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL EASTER SEALS MIAMI VALLEY 1511 KUNTZ RD DAYTON OH 454041297 310537112 501(C)(3) 145650 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND - KNOXVILLE INC PO BOX 11066 KNOXVILLE TN 379391066 620868796 501(C)(3) 45200 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND - SUNCOAST INC 10596 GANDY BLVD ST PETERSBURG FL 33702 590718492 501(C)(3) 88800 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND EASTER SEALS OF THE GULF COAST INC 2448 GORDON SMITH DRIVE MOBILE AL 36617 630363472 501(C)(3) 203844 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF ARKANSAS INC 1110 WEST 7TH ST LITTLE ROCK AR 72201 710236903 501(C)(3) 74700 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF CENTRAL FLORIDA 7531 S ORANGE BLOSSOM TRAIL ORLANDO FL 32809 590908166 501(C)(3) 143350 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF CENTRAL ILLINOIS INC 2319 E WAR MEMORIAL DR PEORIA IL 61614 370673521 501(C)(3) 210644 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF CENTRAL OHIO 1331 EDGEHILL RD COLUMBUS OH 43212 314379448 501(C)(3) 38400 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF CENTRAL TEXAS 1015 NORWOOD PARK BLVD AUSTIN TX 78753 741322808 501(C)(3) 192012 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF CENTRAL VIRGINIA 6301 MIDLOTHIAN TURNPIKE RICHMOND VA 23225 540455395 501(C)(3) 43087 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF DALLAS INC 3020 NWESTMORELAND RD DALLAS TX 75212 750800649 501(C)(3) 41550 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF GREATER DETROIT 3111 GRAND RIVER AVENUE DETROIT MI 48208 381362823 501(C)(3) 58800 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF GREATER NY AND NORTHERN NJ 4-21 27TH AVENUE ASTORIA NY 11102 131641068 501(C)(3) 344176 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF HOUSTON 1140 WEST LOOP NORTH HOUSTON TX 77055 741285095 501(C)(3) 208142 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF KYOWVA AREA INC 1102 MEMORIAL BLVD HUNTINGTON WV 25704 237374240 501(C)(3) 25079 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF LANE & SOUTH COAST COUNTIES 1010 GREEN ACRES RD EUGENE OR 97408 930572370 501(C)(3) 111650 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF MICHIANA INC 1805 W WESTERN AVE SOUTH BEND IN 46619 351093073 501(C)(3) 34300 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF MIDDLE TENNESSEE INC 1015 HERMAN ST NASHVILLE TN 37208 620599413 501(C)(3) 60200 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF NORTH FLORIDA 4527 LENOX AVE JACKSONVILLE FL 32205 590637858 501(C)(3) 42400 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF NORTHERN NEW ENGLAND 353 CUMBERLAND AVE PORTLAND ME 04101 010284340 501(C)(3) 17150 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF ORANGE COUNTY CALIFORNIA INC 410 N FAIRVIEW ST SANTA ANA CA 92703 951644018 501(C)(3) 54050 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SAN ANTONIO 406 W COMMERCE ST SAN ANTONIO TX 782073102 741238444 501(C)(3) 124200 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SOUTH TEXAS INC 2961 S PORT AVE CORPUS CHRISTI TX 784052098 741223056 501(C)(3) 30700 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SOUTHEASTERN LOUISIANA INC 3400 TULANE AVE NEW ORLEANS LA 70119 720546906 501(C)(3) 35700 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SOUTHERN NEVADA INC 1280 W CHEYENNE AVE NORTH LAS VEGAS NV 89030 237437479 501(C)(3) 50600 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SOUTHWEST FLORIDA INC 4940 BAYLINE DR N FORT MYERS FL 33917 596196141 501(C)(3) 37400 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SOUTHWESTERN MICHIGAN 420 EAST ALCOTT KALAMAZOO MI 49001 381558550 501(C)(3) 32100 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF THE COASTAL EMPIRE INC 7220 SALLIE MOOD DR SAVANNAH GA 31406 586046795 501(C)(3) 30700 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF THE INLAND NORTHWEST 130 E THIRD AVE SPOKANE WA 99202 910597006 501(C)(3) 69900 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF THE VALLEYS INC 2502 MELROSE AVE NW ROANOKE VA 240175909 540884014 501(C)(3) 2479722 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF TULSA 2800 SOUTHWEST BLVD TULSA OK 74107 730614297 501(C)(3) 50800 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF WEST MICHIGAN 271 EAST APPLE AVE MUSKEGON MI 49442 381357148 501(C)(3) 33500 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF WESTERN NEW YORK INC 1119 WILLIAM STREET BUFFALO NY 14206 160761225 501(C)(3) 72700 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND UPSTATEMIDLANDS SC 115 HAYWOOD RD GREENVILLE SC 29607 570564001 501(C)(3) 212868 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF FORT WORTH INC 4445 RIVER OAKS BLVD FORT WORTH TX 76114 750868393 501(C)(3) 29100 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF NORTHWEST NORTH CAROLINA INC 2701 UNIVERSITY PKWY WINSTONSALEM NC 27105 560588474 501(C)(3) 30100 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF SAN DIEGO COUNTY INC 3663 ROSECRANS ST SAN DIEGO CA 92110 951652910 501(C)(3) 29100 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL IND OF VENTURA & SANTA BARBARA COUNTIES INC 350 CACTUS DRIVE OXNARD CA 93030 770448301 501(C)(3) 29100 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF CENTRAL ARIZONA INC 417 NORTH 16TH ST PHOENIX AZ 85006 860104415 501(C)(3) 1171735 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF CENTRAL INDIANA INC 1635 W MICHIGAN ST INDIANAPOLIS IN 46222 350893605 501(C)(3) 2378336 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF HAWAII INC 2610 KILIHAU STREET HONOLULU HI 96819 996001264 501(C)(3) 35400 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF KEYSTONE AREA INC 1150 GOODWILL DR HARRISBURG PA 17101 231365338 501(C)(3) 1735523 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF NEW MEXICO INC 5000 SAN MATEO BLVD NE ALBUQUERQUE NM 87109 850107916 501(C)(3) 1645165 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF SOUTH CENTRAL OHIO INC 462 E SECOND ST CHILLICOTHE OH 45601 310917970 501(C)(3) 139419 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL INDUSTRIES OF SOUTHERN RIVERS INC 2601 CROSS COUNTRY DRIVE BLDG A COLUMBUS GA 31906 586035822 501(C)(3) 62619 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL OF DELAWARE & DELAWARE COUNTY INC 300 E LEA BLVD WILMINGTON DE 19802 510064311 501(C)(3) 24851 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL OF NORTH GEORGIA INC 235 PEACHTREE STREET NORTH TOWER SUITE 2300 ATLANTA GA 30303 208351046 501(C)(3) 78000 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL OF WESTERN AND NORTHERN CT INC 165 OCEAN TERR BRIDGEPORT CT 066050203 060662111 501(C)(3) 35400 SUPPORT FOR PROGRAMMATIC OPERATIONS GOODWILL SERVING THE PEOPLE OF SOUTHERN LOS ANGELES COUNTY 800 PACIFIC COAST HIGHWAY LONG BEACH CA 90806 951644017 501(C)(3) 146400 SUPPORT FOR PROGRAMMATIC OPERATIONS HEART OF TEXAS GOODWILL IND INC 1700 SOUTH NEW RD WACO TX 76711 741238443 501(C)(3) 80400 SUPPORT FOR PROGRAMMATIC OPERATIONS LAND OF LINCOLN GOODWILL IND 800 N 10TH ST SPRINGFIELD IL 627026310 370661254 501(C)(3) 168529 SUPPORT FOR PROGRAMMATIC OPERATIONS MERSMISSOURI GOODWILL IND 1727 LOCUST ST ST LOUIS MO 631063252 430652657 501(C)(3) 37400 SUPPORT FOR PROGRAMMATIC OPERATIONS MORGAN MEMORIAL GOODWILL IND INC 1010 HARRISON AVE BOSTON MA 02119 042106765 501(C)(3) 47800 SUPPORT FOR PROGRAMMATIC OPERATIONS OKLAHOMA GOODWILL IND INC PO BOX 2780 OKLAHOMA CITY OK 73101 730641590 501(C)(3) 149309 SUPPORT FOR PROGRAMMATIC OPERATIONS SOUTHERN OREGON GOODWILL IND INC 11 W JACKSON ST MEDFORD OR 97501 930564141 501(C)(3) 29800 SUPPORT FOR PROGRAMMATIC OPERATIONS TACOMA GOODWILL IND 714 S 27TH ST TACOMA WA 98409 910573106 501(C)(3) 1998686 SUPPORT FOR PROGRAMMATIC OPERATIONS 80 0 TRAVEL ASSISTANCE FOR ADVOCACY DAY 19 40000 ROBERT E. & CHARLOTTE WATKINS AWARD 1 2500 P.J. TREVETHAN AWARD 1 500 J.D. ROBINS JR. DISTINGUISHED CAREER AWARD 1 1000 KENNETH SHAW GII GRADUATE OF THE YEAR AWARD 1 1000 GII ACHIEVER OF THE YEAR AWARD 1 1000 KENNETH K. KING MANAGEMENT AWARD 1 5000 PART I, LINE 2: ALL GRANT AWARDS ARE ASSIGNED A UNIQUE COST CENTER IN THE GII GENERAL LEDGER SYSTEM. EACH GRANT IS ASSIGNED TO A PROGRAM MANAGER WHO IS RESPONSIBLE FOR FOLLOWING THE GRANT BUDGET AND ACHIEVING THE GOALS SPECIFIED BY THE GRANT AWARD. WHEN GII MAKES SUB AWARDS TO MEMBER GOODWILLS TO CARRY OUT CERTAIN GRANT FUNDED PROGRAMS, AN AGREEMENT IS SIGNED BETWEEN GII AND THE SUB RECIPIENT. THE AGREEMENT SPECIFIES ALL OF THE REQUIREMENTS OF THE ORIGINAL AWARD AND THE REPORTING REQUIREMENTS OF THE SUB RECIPIENT TO GII. MONTHLY REPORTS ARE RECEIVED FROM THE SUB RECIPIENTS, REVIEWED BY PROGRAM AND FINANCIAL STAFF, AND ENTERED INTO THE GII GENERAL LEDGER SYSTEM WHEN APPROVED. GII DRAWS AND DISBURSES THE GRANT FUNDS ACCORDING TO THE SPECIFICATIONS OF THE GRANT AGREEMENT. GII ALSO MAKES PERIODIC REPORTS TO THE FUNDING FOUNDATION OR GOVERNMENT AGENCY AS REQUIRED BY THE GRANT AGREEMENT. GII PROGRAM AND ACCOUNTING STAFF MAKE MONITORING VISITS TO THE SUB RECIPIENTS, USUALLY ON AN ANNUAL BASIS, TO REVIEW THE PROGRAM OUTCOMES AND FINANCIAL RECORDING OF THE PROGRAM EXPENDITURES. EXPLANATION OF 2013 GRANTS AND AWARDS: ASSOCIATION GRANTS & SUPPORT FOR PROGRAMMATIC OPERATIONS: THE ASSOCIATION GRANT PROGRAM IS INTENDED TO GENERATE ACTION THAT WILL STIMULATE THE STRENGTHENING OF ASSOCIATIONS' ABILITY TO COLLABORATE AND REACH CONSENSUS ON ISSUES OF IMPORTANCE TO THE BROAD GOODWILL COMMUNITY. ROBERT E. AND CHARLOTTE WATKINS AWARD: RECOGNIZES A STAFF MEMBER OF LOCAL GOODWILL INDUSTRIES WHO DEMONSTRATES GOODWILL'S MISSION IN THEIR DAILY WORK IN A CONTINUED AND OUTSTANDING MANNER. P.J. TREVETHAN AWARD: RECOGNIZES A LOCAL GOODWILL CEO WHO DEMONSTRATES COMMITMENT TO THE CONTINUED PERSONAL GROWTH OF THE GOODWILL'S EMPLOYEES AND OTHERS THROUGH TRAINING, PROFESSIONAL DEVELOPMENT OPPORTUNITIES AND OTHER MEANS. J.D. ROBINS JR. DISTINGUISHED CAREER AWARD: RECOGNIZES A LOCAL GOODWILL CEO WHO CONTRIBUTES TO GOODWILL'S GROWTH IN MISSION, BUSINESS AND SERVICES OVER MANY YEARS IN AN EXECUTIVE POSITION. GII ACHIEVER OF THE YEAR AWARD: RECOGNIZES A PERSON RECEIVING SERVICES IN A LOCAL GOODWILL INDUSTRIES FOR THEIR PERSONAL ACHIEVEMENT AND GROWTH RELATED TO THEIR CAREER DEVELOPMENT. KENNETH SHAW GII GRADUATE OF THE YEAR AWARD: RECOGNIZES A PERSON WHO ONCE RECEIVED SERVICES WITHIN A GOODWILL, BUT WHO HAS NOW GRADUATED TO EMPLOYMENT IN THE COMMUNITY FOR THEIR PERSONAL ACHIEVEMENT AND GROWTH RELATED TO THEIR CAREER DEVELOPMENT. KENNETH K. KING MANAGEMENT AWARD: RECOGNIZES A LOCAL GOODWILL INDUSTRIES CEO FOR THEIR OUTSTANDING EXECUTIVE LEADERSHIP AND MANAGEMENT SUCCESS AS A GOODWILL LEADER WITH AT LEAST FIVE YEARS OF SERVICE. X X 1 1 X X X X X 0 1 0 0 0 0 0 0 0 GIBBONS JAMES PRESIDENT & CEO 447223 0 44300 0 41819 0 82584 0 23159 0 639085 0 0 0 KROTONSKY STEVEN CHIEF OPERATING OFFICER 224218 0 76231 0 7102 0 27084 0 16483 0 351118 0 0 0 MCCAW JEFFREY CHIEF FINANCIAL OFFICER 172942 0 21168 0 1614 0 20125 0 21913 0 237762 0 0 0 ZIMMER KIMBERLY CHIEF COMMUNICATIONS OFFICER 199434 0 24269 0 1331 0 23617 0 22051 0 270702 0 0 0 TANNOZZINI LUCY VP, HR & LEADERSHIP DEV 164620 0 20056 0 2967 0 18868 0 8635 0 215146 0 0 0 COPELAND WENDI VP, MISSION ADVANCEMENT 157635 0 11774 0 2222 0 17183 0 9508 0 198322 0 0 0 BRANZELLE JUDITH GENERAL COUNSEL 153811 0 7774 0 2072 0 16443 0 19197 0 199297 0 0 0 MEYER MICHAEL VP, DONATED GOODS & RETAIL 152764 0 7737 0 1409 0 16103 0 15927 0 193940 0 0 0 DOWNES PAUL VP, INFO TECHNOLOGY 145049 0 7769 0 955 0 15252 0 21695 0 190720 0 0 0 PART I, LINE 1A JAMES D. GIBBONS, GOODWILL'S CEO, IS BLIND, AND ACCORDINGLY IS PROVIDED WITH AN AUTOMOBILE TRANSPORTATION SERVICE. ALL AMOUNTS WERE APPROPRIATELY INCLUDED AS TAXABLE INCOME IN HIS FORM W-2. ADDITIONALLY, THE CEO IS ELIGIBLE FOR UPGRADING LONG DISTANCE FLIGHTS AND TOOK ADVANTAGE OF THIS DURING 2013 IN ACCORDANCE WITH POLICY. PART I, LINE 4B JAMES D. GIBBONS, SECTION 457F PLAN, $55,500. A MARYLAND ECONOMIC DEVELOPMENT CORPORATION 521376562 574205ER7 2004-01-15 3700000 PURCHASE OF LAND AND BUILDING AT 15810 INDIANOLA DR. ROCKVILLE, MD 0 0 0 A 1600000 2100000 86096 2100000 2004 1 0 1 1 A 0 0 0 0 0 0 0 A 0 0 0 0 1 1 SUNTRUST 7.000000000000 0 0 0 0 0 A 1 SCHEDULE K, PART II, LINE 14: THE ORIGINAL BOND ISSUE AMOUNT WAS $3,700,000. PRIOR TO THE BONDS' REFUNDING ON MARCH 23, 2010, $1,600,000 IN BOND PRINCIPAL HAD BEEN PAID DOWN. THE BONDS WERE REFUNDED BY SUNTRUST BANK, IN THE AMOUNT OF $2,100,000. THROUGH THE END OF 2013, AN ADDITIONAL $100,000 IN PRINCIPAL HAS BEEN PAID. SCHEDULE K, PART IV, LINE 2C: NO REBATE WAS NECESSARY AS ALL PROCEEDS FROM THE BOND ISSUANCE WERE SPENT BY 2004. X 1 54375 FAIR VALUE 0 0 0 0 PART I, COLUMN (B): PART I, COLUMN (B) REPRESENTS THE TOTAL AMOUNT OF ITEMS CONTRIBUTED. FORM 990, PART VI, SECTION A, LINE 1 THE ORGANIZATION HAS AN EXECUTIVE COMMITTEE CONSISTING OF THE CORPORATION'S OFFICERS, THE CHAIR OF THE CONFERENCE OF EXECUTIVES, AND THREE ADDITIONAL DIRECTORS SELECTED BY THE CHAIR OF THE BOARD. FOUR MEMBERS OF THE EXECUTIVE COMMITTEE ARE EMPLOYED CHIEF EXECUTIVES OF ORGANIZATIONAL MEMBERS AND IMMEDIATE PAST CHAIRMAN OF THE CONFERENCE OF EXECUTIVES WHO SHALL BE AN EX-OFFICIO WITH VOICE, BUT NO VOTE. THE IMMEDIATE PAST CHAIR OF THE BOARD SHALL BE EXTENDED ONE YEAR WITH VOTING RIGHTS IF THE CHAIR'S TERM OTHERWISE WOULD TERMINATE. THE EXECUTIVE COMMITTEE HAS THE AUTHORITY TO ACT ON BEHALF OF THE ORGANIZATION AND THE BOARD, EXCEPT THAT THE EXECUTIVE COMMITTEE DOES NOT HAVE THE AUTHORITY TO BUY, SELL, LEASE, RENT, OR MANAGE REAL PROPERTY, OR TO FILL VACANCIES ON THE BOARD. ACTIONS TAKEN BY THE EXECUTIVE COMMITTEE ARE REPORTED TO THE FULL BOARD AND DISCUSSED AS NECESSARY. FORM 990, PART VI, SECTION A, LINE 6 ACCORDING TO GII'S BYLAWS, THERE ARE TWO CATEGORIES OF MEMBERS: (1) ORGANIZATIONAL MEMBERS, AND (2) AFFILIATE ORGANIZATIONS. ORGANIZATIONAL MEMBERS INCLUDE ALL MEMBERS IN THE UNITED STATES AND CANADA AND ANY OTHER MEMBERS, WHICH APPLY FOR AND ARE FOUND ELIGIBLE UNDER THE REQUIREMENTS ESTABLISHED BY THE DELEGATE ASSEMBLY. AFFILIATE ORGANIZATIONS OUTSIDE US AND CANADA ARE CONNECTED TO GII BY AGREEMENTS. FORM 990, PART VI, SECTION A, LINE 7A THE DELEGATE ASSEMBLY (COMPRISED OF THE LOCAL CEO OR A MEMBER OF THEIR STAFF, AND A LOCAL BOARD MEMBER) ELECTS PUBLIC/PRIVATE BOARD MEMBERS; THE CONFERENCE OF EXECUTIVES (COMPRISED OF MEMBER CEO'S) ELECTS THE MEMBERS OF THE EXECUTIVE COUNCIL, WHICH ARE EX-OFFICIO MEMBERS OF THE BOARD. THE IMMEDIATE PAST BOARD CHAIR WILL REMAIN AS A VOTING MEMBER OF THE BOARD FOR THE YEAR SUBSEQUENT TO HIS OR HER SERVICES AS CHAIR OR THE END OF HIS OR HER TERM ON THE BOARD, WHICHEVER IS LONGER. (BOARD CHAIRS ARE SELECTED BY THE BOARD OF DIRECTORS). FORM 990, PART VI, SECTION A, LINE 7B THE DELEGATE ASSEMBLY, ACCORDING TO THE BYLAWS, "SHALL ELECT THE BOARD OF DIRECTORS, FIX THE DUES OF THE CORPORATION'S ORGANIZATIONAL MEMBERS, VOTE UPON PROPOSED AMENDMENTS TO THE BYLAWS, VOTE UPON PROPOSED CHANGES TO THE TERRITORY POLICY, AND VOTE UPON REQUIREMENTS FOR ORGANIZATIONAL MEMBERSHIP." ADDITIONALLY, THE DELEGATE ASSEMBLY HAS THE RIGHT TO VOTE ON THE FOLLOWING: MATERIAL MODIFICATIONS OR ADDITIONS TO GOODWILL'S REQUIREMENTS FOR MEMBERSHIP OF ITS ORGANIZATIONAL MEMBERS. ANY SUCH MODIFICATION OR ADDITION MUST BE APPROVED BY A TWO-THIRDS VOTE OF THE DELEGATE ASSEMBLY. FORM 990, PART VI, SECTION B, LINE 11 ONCE THE FORM 990 HAS BEEN FINALIZED, GOODWILL'S AUDIT COMMITTEE REVIEWS, DISCUSSES, AND VOTES TO ACCEPT. AFTER THE COMMITTEE-ACCEPTED, THE FORM 990 IS THEN: (A) DISTRIBUTED TO THE FULL BOARD AS PART OF BOARD MEETING MATERIALS, AND (B) OFFERED FOR ACCEPTANCE. IT IS EACH BOARD MEMBER'S RESPONSIBILITY TO REVIEW THE FORM 990 IN SUFFICIENT DETAIL SO AS TO BRING ANY QUESTIONS OR CONCERNS TO THE TABLE BEFORE ACCEPTANCE. FORM 990, PART VI, SECTION B, LINE 12C GOODWILL REQUIRES EVERY BOARD MEMBER AND EVERY EMPLOYEE TO FILL OUT AND RETURN AN ANNUAL CONFLICT OF INTEREST CHECKLIST. THE COMPLETED CHECKLISTS ARE THEN REVIEWED FOR ITEMS OF CONFLICT. ITEMS NOTED AS A POTENTIAL CONFLICT, IF ANY, ARE REVIEWED BY BOTH THE AUDIT COMMITTEE AND GENERAL COUNSEL, AND APPROPRIATE ACTION IS TAKEN TO HANDLE THE DISCLOSURES. FORM 990, PART VI, SECTION B, LINE 15 EVERY YEAR, WE HIRE AN EXTERNAL COMPENSATION CONSULTANT TO SURVEY THE MARKETPLACE AND TO PROVIDE US WITH MARKET DATA ON THE CEO POSITION. THIS POSITION IS MATCHED WITH OTHER SIMILAR POSITIONS IN ORGANIZATIONS WITH SIMILAR REVENUES AS GOODWILL INDUSTRIES INTERNATIONAL, INC. FOR THE CEO POSITION, BOTH BASE PAY AND TOTAL COMPENSATION PAY ARE COMPARED. TOTAL COMPENSATION INCLUDES BASE PAY, BONUS PAY, AND DEFERRED COMPENSATION. EVERY YEAR, THE COMPENSATION COMMITTEE, A SUB-COMMITTEE OF THE BOARD, CONDUCTS A FORMAL PERFORMANCE EVALUATION ON THE CEO. THIS REVIEW CONSIDERS OUTCOMES ON GOALS RELATED TO THE ORGANIZATIONAL STRATEGIC PLAN AS WELL AS RESULTS FROM A SURVEY OF THE BOARD MEMBERS ON PERFORMANCE. SURVEY RESULTS ARE COMPILED BY AN EXTERNAL COMPENSATION CONSULTANT AND FORWARDED TO THE CHAIR OF THE COMPENSATION COMMITTEE. THE COMPENSATION COMMITTEE USES THE RESULTS FROM THE GOALS AND THE RESULTS FROM THE COMPILED PERFORMANCE SURVEY TO REPORT TO THE BOARD OF DIRECTORS ANY INCREASE IN PAY AND/OR BONUS THAT IS WITHIN THE MARKET COMPENSATION RANGES FOR COMPARABLE CEO POSITIONS. THE CEO'S CHANGE IN COMPENSATION AND BONUS, IF ANY, IS EFFECTIVE JUNE 1ST. FOR OFFICERS AND KEY EMPLOYEES, POSITIONS ARE MATCHED BY AN EXTERNAL COMPENSATION CONSULTANT WITH OTHER SIMILAR POSITIONS IN ORGANIZATIONS WITH SIMILAR REVENUES AS GOODWILL INDUSTRIES INTERNATIONAL, INC. THE POSITIONS REVIEWED ARE: CHIEF OPERATING OFFICER, CHIEF COMMUNICATIONS OFFICER & SENIOR VP GLOBAL AFFAIRS, CHIEF FINANCIAL OFFICER, AND THE VICE PRESIDENT OF HUMAN RESOURCES AND ORGANIZATIONAL DEVELOPMENT. THE MARKET RANGES FOR BASE PAY AND BASE PLUS BONUS ARE PROVIDED TO THE COMPENSATION COMMITTEE FOR THESE POSITIONS BY THE EXTERNAL COMPENSATION CONSULTANT. THE COMPENSATION COMMITTEE REVIEWS THIS DATA AND APPROVES THE RANGES TO BE USED BY THE CEO IN DETERMINING THEIR BASE PAY PLUS BONUS. THE PAY AND BONUS AWARD FOR THE OFFICERS AND KEY EMPLOYEES, IF ANY, ARE AWARDED IN JANUARY OF EACH YEAR. NOTES FROM THE ABOVE PROCESS ARE PRODUCED CONTEMPORANEOUSLY BY THE CHAIR OF THE COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 GOODWILL PROVIDES, UPON REQUEST, COPIES OF ITS ARTICLES OF INCORPORATION, BYLAWS, AND ITS CONFLICT OF INTEREST POLICIES. THE ORGANIZATION'S FINANCIAL STATEMENTS AND FORMS 990 ARE AVAILABLE ON ITS PUBLIC WEBSITE. FORM 990, PART XI, LINE 9: UNREALIZED GAIN ON INTEREST RATE SWAP 37,459. FORM 990, PART XII, LINE 2C: THE AUDIT OVERSIGHT PROCESS HAS REMAINED UNCHANGED FROM THE PREVIOUS YEAR. FORM 990, PART VII, SECTION A, LINE 1A: IN ADDITION TO ITS VOTING DIRECTORS, GOODWILL HAS TWO NON-VOTING EMERITUS BOARD MEMBERS: WILL A. COURTNEY AND EVELYNE VILLINES. THEY MAY BE CONTACTED IN CARE OF GOODWILL. 15810 INDIANOLA DRIVE LLC (SINGLE MEMBER LLC) 15810 INDIANOLA DRIVE ROCKVILLE MD 20855 530196517 HOLDING ENTITY FOR GII'S MEMBER SERVICES CENTER MD 318842 75640 GOODWILL MISSION AND JOB CREATION SERVICES INC (GMJCS) 15810 INDIANOLA DRIVE ROCKVILLE MD 20855 455221005 LOANS TO GW MEMBERS AT A LOWER COST TO CREATE JOBS AND PROMOTE MISSION DC 501(C)(3) 509(A)(2) GII 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 1 0 GMJCS B 1000000 CASH GMJCS Q 12240 LOAN SERVICING AGREEMENT GMJCS R 1000 CASH