2012-05-04T14:56:44-05:00 2011-06-30 Deloitte Tax LLP 250 East Fifth Street Suite 1900 Cincinnati OH 45202 990 2010-07-01 311321973 KnowledgeWorks Foundation KNOW 5139294777 One West Fourth Street No 200 Cincinnati OH 452023634 WILLIAM L MCNEESE 5139294777 2012-05-03 1 Rebecca Lyons 5137847100 2010 2016-02-24 21:20:13Z Brian A Ross One West Fourth Street No 200 Cincinnati OH 452023634 21897019 0 X http://www.kwfdn.org/ X 1991 OH Develop and implement innovative and effective approaches to high school education in the US. 13 11 90 0 0 0 3733124 4896566 10388061 16784618 8315 2569 210939 213266 14340439 21897019 1729459 1668092 0 0 8021616 10629940 0 0 27237 20289240 19753781 30040315 32051813 -15699876 -10154794 122379692 190763496 118399778 181739515 3979914 9023981 X KnowledgeWorks Foundation strives to be the leader in developing and implementing innovative and effective approaches to high school education in the United States. Our work primarily focuses on redesigning high schools, developing STEM and Early College High schools, implementing project-based learning and supporting student-centered approaches to delivering real learning and results in our schools. We partner with schools, districts, and states to assess their situations and then offer solutions that range from restructuring large, struggling comprehensive high schools in the urban core to developing and designing innovative new high schools in urban, suburban, and rural environments. We offer proven approaches that will deliver real results. 0 0 3536363 2904378 High School Redesign - In fiscal 2011 EdWorks provided technical assistance under contract to transform or start-up schools in 25 districts in Indiana, Maryland, Michigan, New York, Ohio and Washington. Work focused on improving the education of more than 20,000 students. In all, EdWorks supported the development or expansion of 20 Early College High Schools in New York in partnership with the State University of New York; the transformation seven urban high schools in Detroit, Gary, Baltimore; the transformation of a suburban high school in Ohio; and the start-up of STEM (Science, Technology, Engineering and mathematics) high schools in Ohio and Washington. In 2011 EdWorks launched a new approach to transforming persistently low-performing schools. For the first time, clients began implementing two or more of EdWorks new interest-based academy designs. The six innovative academies move students firmly into the 21st century world of connected learning. All six academies were developed in collaboration with national content-area partners like curriculum developer, BSCS, the Richard Riley Institute at Furman University, Open Sky Jazz and the Granville Studio for Visual Arts. All academy models provide a rigorous, college and career-ready curriculum, with courses aligned to the new Common State Core Standards. Lessons are designed to integrate all subject areas, organizing learning experiences around annual big ideas or themes. All schools are designed to be implemented in technology-rich environments. Interest-based academies include three STEM designs, a leadership institute, an innovation lab and schools focused on the social sciences and performing arts. The interest-based academies are also being used to launch new stand alone STEM schools and add definition to EdWorks Early College High School model. 7729952 1000 5011042 New Technology Network (NTN) is a non-profit school development organization that partners with districts and organizations to implement innovative schools. With over 85 schools in 16 states, New Tech schools are characterized by a positive school culture that empowers students and teachers, an engaging project-based curriculum, and the integrated use of technology to facilitate relevant, teaching and learning. New Tech Network provides customized strategic consulting, teacher and administrative training and coaching, and access to the Echo Learning Management System for students and teachers. New Tech Network provides a wide range of professional services to help rural, urban and suburban communities build thriving New Tech schools that achieve meaningful student outcomes. New Tech Network is a subsidiary of KnowledgeWorks, which seeks to transform U.S. public education from a world of schooling to a world of learning. 3255439 1144004 18039 Strive Partnership - The Strive Partnership focuses on improving outcomes for children and students, cradle to career, in Cincinnati, Covington and Newport. The partnership continues to drive greater focus on aligning its work and local resources around its shared goals and student success measures in the urban core of our region. The partnership released its 2011 Partnership Report to update the community on progress being made to improve achievement. The report offers a promising outlook as 81% of the partnerships measures are trending in the right direction (vs. 74% last year and 68% two years ago). Strive Cradle to Career - Strive has drawn upon lessons in Cincinnati and Northern Kentucky, as well as other national sites, to develop a framework for building what is called the Cradle to Career Civic Infrastructure. Using this framework, Strive is now working nationally to build a network of communities. During the year, Strive added 15 new members to the national network and continued to work with 5 communities across the country to implement the Cradle to Career work. 12452072 523088 9031671 Included in the other program services are Education Policy, Organizational Learning & Innovation (OLI), Grantmaking and Student Lending, described below:Education Policy - From July 2010 to June 2011, KnowledgeWorks continued to provide research, best practices and information on key education issues in Ohio that helped state leaders, policymakers, and elected officials make informed decisions to keep moving the states education agenda forward. Acting on the request of the Governor and the State Superintendent, KnowledgeWorks and its new subsidiary for Ohio, Ohio Education Matters, began work on an initiative it dubbed Ohio Smart Schools to find ways to improve education quality but at a lower cost to respond to the state's budget crisis. During the summer and fall of 2010, Ohio Education Matters created a web site for the Ohio Smart Schools initiative to provide information and a forum for the public to offer ideas and feedback on how to make the state's education system more efficient and effective. The foundation and OEM held numerous meetings and focus groups with Ohio education stakeholders (Ohio School Boards Association, Ohio Education Association, Ohio Federation of Teachers, Ohio Association of Public Charter Schools, e.g.), state leaders and legislators, and school districts to learn more from them on how to keep improving Ohio's education system but at a lower cost. In January, KnowledgeWorks and Ohio Education Matters held in Columbus a day-long summit on digital learning called Learning Unbound to draw attention to the potential of on-line digital learning to improve education quality but at a lower cost. In February 2011, KnowledgeWorks and Ohio Education Matters released a report entitled, A Check-Up on School Employee Health Care: A Proposal to Reduce Costs Without Reducing Quality, which outlined how the state could save up to $138 million by requiring public school districts to pool statewide or regionally their purchases of employee health insurance. In March 2011, KnowledgeWorks and Ohio Education Matters released two reports designed to help the state make its education system more efficient and effective. The first report, entitled Toward a New Model of Governance for Ohio, proposed that Ohio encourage more shared services among local school districts to reduce costs by providing a more comprehensive regional system of supports the education system. The report also called for a statewide network of local P-16 Councils to help communities use existing resources better to improve student achievement. The second report, entitled Benchmarking Ohio's School Districts: Identifying districts that get more for their money in non-instructional spending, showed how the state could save more than $1 billion if Ohio school districts were to emulate the best practices of their best-in-class peers in providing non-instructional services in administration, food service, transportation and maintenance. The summit and reports helped to inform the agenda of the incoming governor and administration, which proposed regional governance reform, digital learning initiatives, pooling employee health care insurance purchases, and other efficiency measures. Those proposals were eventually included in the state budget bill for FY12-13. Throughout the year, KnowledgeWorks continued to provide support for a facilitated forum for Ohio education stakeholders and state leaders to build consensus on core values and vision for public education in the state (entitled Transformation Dialogue for Public Education) and a forum and working group for the eight largest urban school district superintendents and union leaders (Ohio 8 Council.)OLI - KnowledgeWorks' Organizational Learning and Innovation (OLI) group continued to work with the organization's subsidiaries and with external partners to help each organization create a vision for the future of learning and identify ways of taking action in the present that will help make that vision a reality. It continued to distribute, conduct presentations on, and design learning experiences around KnowledgeWorks' second future forecast, the 2020 Forecast: Creating the Future of Learning (http://futureofed.org/wp-content/uploads/2011/07/2020-Forecast.pdf). OLI impacted the strategic planning processes of major national education organizations, including the Council of Chief State School Officers, the American Association of Colleges of Teacher Education, the National Education Association, and Grantmakers for Education. It also supported state- and district-level educators in planning for a world of learning, in part by managing the Transformational Dialogue for Public Education initiative in Ohio, in which twenty-four state education leaders participated.OLI published a 2011 update to its 2020 Forecast(http://futureofed. org/wp-content/uploads/2011/07/2020-Forecast-Update.pdf) to reflect the latest research on future trends, re-launched the associated website (http://futureofed.org/) to be more current and to include new resources describing learning in 2025, and published a self-facilitation guide to help education stakeholders explore the future of learning and its implications for their organizations (http://futureofed.org/wp-content/uploads/2011/07/11024-Toolkit-FINAL.pdf). Lastly, OLI designed an organization-wide examination of KnowledgeWorks workspace, work strategies, and culture. The Grant making program provided approximately $1.7 million of grant funding to 70 organizations.The Student Lending Programs continued its work to help students and their families plan for how to pay for college. KnowledgeWorks and its subsidiary, KnowledgeFunding Ohio, Inc. served approximately 27,000 students during the fiscal year. 12452072 523088 9031671 26973826 1 1 0 1 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 230 0 1 90 1 0 0 0 0 0 0 0 0 0 0 X 13 11 0 1 1 0 0 0 0 1 1 0 1 1 1 1 1 1 1 1 1 1 0 X William L McNeese 5139291135 One West Fourth Street Suite 200 Cincinnati OH 452023634 Joseph P Tomain Esq 2.00 X 20900 5500 10000 Dr Jacquelyn M Belcher 2.00 X 14450 0 0 John E Dean Esq 2.00 X 0 0 14250 Dr Sherrill Cleland 2.00 X 13050 0 1000 Hon Nathaniel R Jones 2.00 X 8600 0 0 Lucie Lapovsky start 810 2.00 X 500 0 0 Richard W Riley Esq 2.00 X 42000 0 7200 Timothy Tuff 2.00 X 0 0 15850 Steven Minter 2.00 X 0 0 8050 Eileen Rudden 2.00 X 2300 0 0 Barry Schuler 2.00 X 2800 0 0 Chad P Wick 40.00 X X 1589871 0 165624 Brian Ross start 810 40.00 X X 131440 0 22132 Douglas Thomson 2.00 X 0 0 0 William L McNeese 40.00 X 206614 0 58248 Holly A Brinkman 40.00 X 161629 0 50501 Meredith Meyer 40.00 X 168748 0 19918 James Scott start 0411 40.00 X 0 0 0 Harold Brown 40.00 X 182046 0 33763 Monica Martinez 40.00 X 384146 0 23489 Matthew Barcus 40.00 X 176762 0 46776 Andrew Benson 40.00 X 136243 0 43904 Jeff Edmondson 40.00 X 136075 0 42021 Jillian Darwish 40.00 X 135778 0 44320 Christopher Walsh 40.00 X 124508 0 40737 Deborah Howard 40.00 X 113833 0 18460 Patricia Ruggie Conley end 0210 40.00 X 363349 0 31923 4115642 5500 698166 19 1 1 0 Kohne O'Neill LLC 8060 Corporate Park Dr Suite 100 Cincinnati OH 45242 Student Loan Consulting 1592459 Logicalis PO Box 670000 Detroit MI 482671723 Technology Development & Support 1084119 Frost Brown Todd LLC 2200 PNC Center 201 East Fifth Str Cincinnati OH 45201 Legal Services 468635 JP Morgan 270 Park Avenue New York NY 10017 Underwriter for Student Loan Financing 334488 Intrinzic PO Box 643699 Cincinnati OH 452643699 Website Development 180687 13 4896566 4896566 Fees for Svcs 611710 7933459 7933459 Int on Student Loans 611710 6861171 6861171 KFO Admin Fees Income 611710 1570855 1570855 OH Centric Admin Fees 611710 341933 341933 77200 77200 16784618 2569 2569 KWI Admin Fee Income 611710 110512 110512 Pledge Fee Income 611710 70000 70000 Securities Litigation 611710 32754 32754 213266 21897019 16965130 0 35323 1668092 1668092 2757696 1095686 1651643 10367 5849915 5096470 740480 12965 607368 538974 66709 1685 822202 642412 178607 1183 592759 438388 153334 1037 405250 245392 159858 248372 96117 152255 48766 48766 5416462 4970425 446037 248192 215974 32218 541301 325576 215725 1373468 1131157 242311 541133 153357 387776 1982257 1872040 110217 935497 887300 48197 3994272 3994272 540355 221632 318723 98924 150 98774 Rebate Fees 1417895 1417895 0 0 Origination Fees 746314 746314 0 0 Amortization Expense 618253 618253 0 0 Student Loan Provision 342777 342777 0 0 Dues & Memberships 134846 122843 12003 0 119447 83564 35883 32051813 26973826 5050750 27237 4030246 9568535 16783525 12542879 1006850 1194989 2249099 2564979 450252 291425 4403899 3299730 1439174 1104169 94725491 159370081 1695055 4126439 122379692 190763496 5318513 5559678 113000 2810750 110000000 171164491 2968265 2204596 118399778 181739515 X 620220 4985504 3359694 4038477 3979914 9023981 122379692 190763496 X -10154794 15198861 X 0 1 1 X 0 X 29890505 16445905 17843966 17368861 16920840 98470077 8127857 9449729 8862099 10388061 16856707 53684453 38018362 25895634 26706065 27756922 33777547 152154530 25085868 10766699 12459767 13635737 14162367 76110438 988272 934345 1949042 759858 4631517 25085868 11754971 13394112 15584779 14922225 80741955 71412575 7028252 4084902 849014 999992 743089 13705249 7028252 4084902 849014 999992 743089 13705249 248995 135455 200194 140939 143266 868849 45295609 30115991 27755273 28897853 34663902 166728628 0.42830 0.43260 0.08220 0.11690 X Schedule A, Part II, Line 12, Explanation of Other Income: KWI Admin Fee income Securities Litigation Income KWF Miscellaneous income RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 1 48766 0 0 48766 0 Part IV, Supplemental Information: Part I-A and I-B: These sections are "Not Applicable" as KnowledgeWorks Foundation does not participate in or intervene in (including the publishing or distributing of statements), any political campaign on behalf of (or in opposition to) any candidate for public office. 1049337 666972 382365 1082743 923432 159311 2271819 1709326 562493 1104169 Student Loan Receivables, Net of Unamortized Loan Acquisition Costs 159370081 C 159370081 Interest Rate Swap Agreement 1771384 Interest Payable 433212 2204596 Description of Uncertain Tax Positions Under FIN 48: Part X: On July 1, 2009, the Foundation adopted Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 740, Income Taxes, which prescribed a comprehensive model for how an organization should measure, recognize, present, and disclose in its financial statements uncertain tax positions that an organization has taken or expects to take on a tax return. The Foundation has analyzed tax positions taken for filing with the IRS and all state jurisdictions where it operates. The Foundation believes that income tax filing positions will be sustained upon examination and does not anticipate any adjustments that would result in a material adverse affect on the Foundation's financial position, statement of activities, or cash flows. Accordingly, the Foundation has not recorded any reserves or related accruals for interest and penalties for uncertain income tax positions at June 30, 2011 and 2010. In the event interest and penalties accrued on unrecognized tax benefits, the Foundation would recognize such amounts as a component of income tax expense. 1 Arizona State University 522 N Central Avenue Suite 243 Phoenix AZ 850042165 860196696 Gov't Entity 10000 EPDN/Cradle to Career Initiative Art Opportunities Inc 20 E Central Pkwy Cincinnati OH 45202 311665900 501(c)(3) 10000 Sponsorship/Secret Artworks California State University East Bay Foundation Inc SA 4300 25800 Carlos Bee Blvd Hayward CA 94542 941524922 501(c)(3) 75000 EPIN/Cradle to Career Initiative California State University Fresno Foundation (Fiscal Agent) 5241 N Maple Avenue M/S TA48 Fresno CA 937408027 946003272 501(c)(3) 10000 EPDN/Cradle to Career Initiative Center for Effective Philanthropy Inc 100 Montgomery Street 17th Floor San Francisco CA 94104 043523528 501(c)(3) 30000 Sponsorship/Implementation of Youth Truth 2010-2011 Cincinnati Public Schools 2651 Burnet Avenue Cincinnati OH 452192551 316000758 Gov't Entity 425010 Hughes STEM High School Innovation Cincinnati Scholarship Foundation 602 Main Street Suite 1000 Cincinnati OH 45202 310603619 501(c)(3) 6310 Sheehan Scholarship Fund Cincinnati State and Technical Community College Foundation 3520 Central Parkway Cincinnati OH 45223 311430847 501(c)(3) 11925 Connect 2 SuccessProject Cincinnati Youth Collaborative 301 Oak Street Cincinnati OH 45219 311204406 501(c)(3) 87883 College Readiness Fund/Mentoring Program Council of Chief State School Officers One Massachusetts Avenue NW Ste 700 700 Washington DC 200011431 530198090 501(c)(3) 20000 Sponsor/State Education Deputy Commissioners Covington Partners in Prevention PO Box 0426 Covington KY 41012 201515753 501(c)(3) 24563 Covington Mentoring Program Education Writers Association One Dupont Circle NW Suite 800 Washington DC 20036 237439790 501(c)(3) 15000 EWA 64th NationalSeminar Mount Vernon Ladies' Association PO Box 110 Mt Vernon VA 22121 540564701 501(c)(3) 50000 Teaching Ambassador for George Washington in the State of Ohio Grantmakers for Education 720 SW Washington Street Ste 605 Portland OR 97205 330919329 501(c)(3) 25000 Sponsorship/Innvovation 2.0 Conference Jobs for Cincinnati Graduates 7162 Reading Road Suite 1100 Cincinnati OH 45237 311045504 501(c)(3) 5925 Connect 2 Success Project Mayerson Academy for Human Resource Dev 2650 Highland Avenue Cincinnati OH 45219 311366582 501(c)(3) 31239 Ascend Performance Institute Napa Valley Unified School District 2425 Jefferson Street Napa CA 94558 521550087 Gov't Entity 100000 Support of New Technology High School National Association of Secondary School Principals 1904 Association Drive Reston VA 201911537 526006937 501(c)(3) 15000 High School Leader's Luncheon/2011 Confr. Ohio Grantmakers Forum 37 West Broad Street Suite 800 Columbus OH 43215 311111842 501(c)(3) 45000 Education Initiative; Race to the Top Support Partnership for 21 Century Skills 1 Massachusetts Ave NW Suite 700 Washington DC 20001 161621376 501(c)(3) 15000 National Summit on 21st Century Readiness Policy Matters Ohio 3631 Perkins Avenue Suite 4C East Cleveland OH 44114 541774039 501(c)(3) 10000 Review of Charter Schools Voucher Portland Schools Foundation 608G-ED PO Box 751 Portland OR 97207 931149789 501(c)(3) 70000 EPIN/Cradle to Career Initiative Project GRAD Cincinnati Inc 301 Oak Street PO Box 19477 Cincinnati OH 45219 311816376 501(c)(3) 50000 College Readiness Fund/Founders Award Banquet United Way of Greater Cincinnati 2400 Reading Road Cincinnati OH 452021478 310537502 501(c)(3) 267950 General Program Support University of Cincinnati Foundation PO Box 210022 4551 Corry Blvd Ste 5150 Cincinnati OH 452210002 310896555 501(c)(3) 21226 Higher Education Mentoring Initiative University of Memphis College of Education B409 C Ball Hall Memphis TN 381523570 620648618 Gov't Entity 10000 EPDN/Cradle to Career Initiative University of New Mexico MSC05 3300 Scholes Hall Suite 144 Albuquerque NM 87131 856000642 Gov't Entity 10000 EPDN/Cradle to Career Initiative Virginia Commonwealth University School of Education 1015 W Main Street PO Box 842020 Richmond VA 232842020 546001758 Gov't Entity 75000 EPIN/Cradle to Career Initiative YMCA of Greater Cincinnati 1105 Elm Street 3rd Floor Cincinnati OH 45202 310537178 501(c)(3) 7838 YMCA Mentoring Program University of Houston College of Education 214A Farish Hall Houston TX 772045023 743400139 Gov't Entity 65000 EPIN/Cradle to Career Initiative 30 0 Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: KnowledgeWorks Foundation uses the MicroEdge Gifts for Windows software system to maintain grantmaking records. Data tracked by KnowledgeWorks includes: date of request, eligibility of grantee, contact information, date grant was awarded or denied, grant purpose, grant budget, electronic copy of executed grant contracts and required financial reports and timing. The KnowledgeWorks Grants Administrator provides periodic reporting to Program Managers and follows up with grantees as required financial reporting is due. X 1 1 X X X X X X 1 1 0 0 0 0 0 1 0 Chad P Wick 314586 0 54360 0 1220925 0 144572 0 21052 0 1755495 0 786198 0 Brian Ross start 810 106440 0 25000 0 0 0 8400 4000 9732 0 149572 4000 0 0 William L McNeese 181614 0 25000 0 0 0 32920 0 25328 0 264862 0 0 0 Holly A Brinkman 141629 0 20000 0 0 0 25422 0 25079 0 212130 0 0 0 Meredith Meyer 148748 0 20000 0 0 0 8535 0 11383 0 188666 0 0 0 Harold Brown 167046 0 15000 0 0 0 28040 0 5723 0 215809 0 0 0 Monica Martinez 171946 0 25000 0 187200 0 10024 0 13465 0 407635 0 0 0 Matthew Barcus 161762 0 15000 0 0 0 27817 0 18959 0 223538 0 0 0 Andrew Benson 126243 0 10000 0 0 0 20351 0 23553 0 180147 0 0 0 Jeff Edmondson 124075 0 12000 0 0 0 20092 0 21929 0 178096 0 0 0 Jillian Darwish 125778 0 10000 0 0 0 20377 0 23943 0 180098 0 0 0 Christopher Walsh 120758 0 3750 0 0 0 18344 0 22393 0 165245 0 0 0 Patricia Ruggie Conley end 0210 138093 0 0 0 225256 0 25397 0 6526 0 395272 0 101500 0 Part I, Line 1a The Foundation maintains memberships in a local social club in the name of the CEO and the President. These memberships are business memberships for the benefit of the Foundation. As such, the monthly dues are paid by the Foundation. Any personal use is paid by the CEO or the President. Supplemental Information Part III Part I, Line 4a: Severance payments were made to: Patricia Conley - $225,256 Payments were made under the terms of a negotiated employment agreement. Monica Martinez - $187,200. Payments were made under the terms of negotiated separation agreement. Part I, Line 4b: Contribution to 457(f) Plan: Chad Wick, $105,108. The 457(f) Plan is a nonqualified retirement plan for the CEO. Supplemental Information Part III Part I, Line 7: KnowledgeWorks Foundation offers an individual incentive based bonus program, where the annual payout is determined by a discretionary evaluation of each person's performance. Supplemental Information Part III Schedule J, Part II: Description of Chad Wick's Compensation: In June 2010, Chad P. Wick, then KnowledgeWorks Foundation's President and CEO, reached the vesting date of his deferred compensation plan ("Plan") with KnowledgeWorks Foundation. As a result, the balance in the Plan, $1,220,925, was paid to Mr. Wick by KnowledgeWorks Foundation. This balance represented amounts earned by Mr. Wick in the Plan (and related interest) over 11 years. Of the amount paid in 2010, $786,198 was previously reported on prior years' Forms 990 as deferred compensation. The Plan was reviewed and approved by KnowledgeWorks Foundation's independent Human Resources and Compensation Committee. The Committee relied on an independent compensation consultant which advised it that Mr. Wick's compensation (including accruals under the Plan) was reasonable. This determination considered Mr. Wick's responsibilities for KnowledgeWorks Foundation and its related organizations which include KWI, KnowledgeFunding Ohio, Inc., Student LendingWorks, Inc., New Technology Foundation, KnowledgeWorks Intermediary, LLC, Edworks, LLC, New Technology Network, LLC, Strive, LLC and KWSL, LLC. These organizations had collective revenues of $29,157,000, expenses of $42,653,000 and assets of $653,547,000. Form 990, Part VI, Section A, line 3 KWSL LLC, a wholly owned subsidiary of KnowledgeWorks Foundation contracted with Kohne O'Neill, LLC to administer its student lending programs. Form 990, Part VI, Section A, line 4 KnowledgeWorks Foundation amended its Regulations (i) to permit the separation of the offices of President and Chief Executive Officer and (ii) to eliminate service for partial terms when determining the length of service for purposes of Board term limits. Form 990, Part VI, Section B, line 11 After completion by the preparer, the draft of the Form 990 is reviewed by the Controller and Chief Financial Officer. The final draft of the Form 990 is reviewed with the Audit Committee. After it receives the approval of the Audit Committee, the final Form 990 is distributed to all members of the Board of Directors before it is filed. Form 990, Part VI, Section B, line 12c On an annual basis the conflict of interest policy is distributed to the directors, officers and key employees along with a questionaire that must be completed, signed and returned to legal counsel. Form 990, Part VI, Section B, line 15 The compensation of the CEO, other officers, and key employees are set by the Compensation Committee of the Board of Directors utilizing a compensation study performed by an independent compensation consulting firm comparing similar positions in similar organizations. Form 990, Part VI, Section C, line 19 The consolidated financial statements of KnowledgeWorks Foundation and its subsidiaries are available on the KnowledgeWorks Foundation website. KnowledgeWorks Foundation's Form 990 is also available on its website. The governing documents and conflict of interest policy are available upon request. Changes in Net Assets or Fund Balances: Form 990, Part XI, line 5: Distribution of Investments from Exempt Subsidiary - KWI 12,720,807. Distribution of Funds from Exempt Subsidiary - New Tech Foundation 85,236. Distribution of Funds from Exempt Subsidiary - SLW 442,162. Unrealized Gain on Interest Rate Swap Agreement 817,890. Amortization of Discount on Student Loans 1,132,766. Total to Form 990, Part XI, Line 5: 15,198,861. Schedule R, Part V, Line 2: Contributions from KnowledgeWorks Foundation subsidiary, KWI, are cash transfers and are based on the actual value. Services provided by KnowledgeWorks Foundation on behalf of subsidiaries are based on actual time reported by employees and reimbursements from subsidiaries are based on actual expenses, supported by invoices and receipts. KnowledgeWorks Intermediary LLC One West Fourth Street Suite 200 Cincinnati OH 452023634 311321973 Facilitate Receipt of Federal and State Grant Funds. OH 0 200 KnowledgeWorks Foundation KWSL LLC One West Fourth Street Suite 200 Cincinnati OH 452023634 510560916 Directs Operations of SLW and KFO. OH 1716605 1198505 KnowledgeWorks Foundation EdWorks LLC One West Fourth Street Suite 200 Cincinnati OH 452023634 272300265 Effective Long-Term High School Improvement Solutions OH 2904378 1622689 KnowledgeWorks Foundation Strive LLC One West Fourth Street Suite 200 Cincinnati OH 452023634 272300365 Implement Best Practices for Student Success OH 2510764 1146946 KnowledgeWorks Foundation New Technology Network LLC One West Fourth Street Suite 200 Cincinnati OH 452023634 270845123 Services & Support to Implement Innovative High Schools OH 7130622 3255854 KnowledgeWorks Foundation KWI One West Fourth Street Suite 200 Cincinnati OH 452023634 311776354 Supporting Organization OH Section 501(c)(3) Schedule A, Line 11a KnowledgeWorks Foundation 1 KnowledgeFunding Ohio Inc One West Fourth Street Suite 250 Cincinnati OH 452023634 201888000 Student Loan Acquisition OH Section 501(c)(3) Schedule A, Line 9 KnowledgeWorks Foundation 1 EdWorks Inc 4350 Glendale Milford Road Ste 230 Cincinnati OH 452423700 262783244 Supporting Organization OH Section 501(c)(3) Schedule A, Line 9 KnowledgeWorks Foundation 1 Student LendingWorks Inc One West Fourth Street Suite 285 Cincinnati OH 452023634 201887944 Student Loan Originator OH Section 501(c)(3) Schedule A, Line 9 KnowledgeWorks Foundation 1 New Technology Foundation 935 Clinton Street Napa CA 94559 680436871 Supporting Project Based Learning CA Section 501(c)(3) Schedule A, Line 11a KnowledgeWorks Foundation 1 0 0 1 1 1 0 1 0 0 0 1 0 1 1 0 1 0 0 KWI C 12720807 Actual Cash Transferred Student LendingWorks Inc C 442162 Actual Cash Transferred Student LendingWorks Inc D 10000000 Value Stated in Guarantee Agmt. KWI E 7000000 Principal in Note KnowledgeFunding Ohio Inc G 78486821 FMV KnowledgeFunding Ohio Inc (Via KWSL LLC) K 1640855 Actual Time and Expenses Student LendingWorks Inc (Via KWSL LLC) K 489742 Actual Time and Expenses New Technology Foundation (Via New Tech Network LLC) K 257127 Actual Expenses KWI K 110512 Specific Allocated Expenses KWI P 165800 Actual Expenses New Technology Foundation (Via New Tech Network LLC) P 85236 Actual Expenses