2024-03-26T07:54:32-05:00 2023-09-30 410746749 CLIFTONLARSONALLEN LLP 4 BATTERYMARCH PARK SUITE 100 QUINCY MA 02169 990 2022-10-01 231352309 GIRL SCOUTS OF EASTERN PENNSYLVANIA INC GIRL 2155642030 330 MANOR ROAD MIQUON PA 19444 KIM FRAITES-DOW CEO 2155642030 2024-03-21 1 KIM FRAITES-DOW 999009999 0 DANIELLE NIHILL P01350943 7819821001 2024-03-21 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z KIM FRAITES-DOW 330 MANOR ROAD MIQUON PA 19444 28507131 0 X WWW.GSEP.ORG X 1917 PA GIRL SCOUTING BUILDS GIRLS OF COURAGE, CONFIDENCE, & CHARACTER, WHO MAKE THE WORLD A BETTER PLACE. 24 24 381 13085 0 0 1912621 1602049 1899859 1940338 722125 494763 14001486 15130991 18536091 19168141 301442 386192 0 0 7591075 8339452 0 0 1247599 10140151 11070669 18032668 19796313 503423 -628172 34488291 35016435 1583706 1496274 32904585 33520161 X GIRL SCOUTS OF EASTERN PENNSYLVANIA, INC. (GSEP) BUILDS GIRLS OF COURAGE, CONFIDENCE, AND CHARACTER, WHO MAKE THE WORLD A BETTER PLACE. 0 0 6757509 25050 OTHER GIRL SCOUTING PROGRAMS: ALL COUNCIL ACTIVITIES ARE DEVELOPED AND DELIVERED AS PART OF A CONSISTENT CORE LEADERSHIP PROGRAM, WITH PARTICULAR FOCUS ON "STEM" (SCIENCE, TECHNOLOGY, ENGINEERING, AND MATH), OUTDOOR EXPERIENCES, LIFE SKILLS, ENTREPRENEURSHIP AND LEADERSHIP DEVELOPMENT. FOR FISCAL YEAR ACCOMPLISHMENTS PLEASE SEE FORM 990, PART III, LINE 4D NARRATIVE ON SCHEDULE O. 5307643 231031 MEMBERSHIP SERVICES: THE COUNCIL PROVIDES YEAR-ROUND LEADERSHIP DEVELOPMENT OPPORTUNITIES FOR GIRLS IN BERKS, BUCKS, CARBON, CHESTER, DELAWARE, LEHIGH, MONTGOMERY, NORTHAMPTON AND PHILADELPHIA COUNTIES. MORE THAN 25,100 GIRLS EXPERIENCE GIRL SCOUTING THROUGH SUMMER CAMP, TROOP-BASED, INDIVIDUAL, AND EVENT-BASED MEMBERSHIP, AND A RANGE OF OTHER PROGRAMS AND ACTIVITIES. MORE THAN 13,000 VOLUNTEERS PARTICIPATE IN NUMEROUS CAPACITIES AND FREQUENCY TO SUPPORT THE COUNCIL, AND PROVIDE ONGOING LEADERSHIP AND PROGRAM TRAINING. FOR FISCAL YEAR ACCOMPLISHMENTS, PLEASE SEE FORM 990, PART III, LINE 4D NARRATIVE ON SCHEDULE O. 4807619 130111 CAMP PROGRAMS: THE COUNCIL OPERATES SIX CAMP PROPERTIES (ALL ARE ACCREDITED BY THE AMERICAN CAMP ASSOCIATION) THAT ENCOMPASS NEARLY 2,000 ACRES. SUMMER RESIDENT AND DAY CAMP PROGRAMS PROVIDE OPPORTUNITIES FOR GIRLS TO DO WHAT THEY LOVE, ENCOURAGE SELF-DISCOVERY, INTERACTION WITH OTHERS, EXPLORATION, RESOURCEFUL DECISION MAKING, ENVIRONMENTAL STEWARDSHIP AND LEADERSHIP DEVELOPMENT, ALL IN A NURTURING AND SUPPORTIVE ENVIRONMENT. FOR FISCAL YEAR ACCOMPLISHMENTS PLEASE SEE FORM 990, PART III, LINE 4D NARRATIVE ON SCHEDULE O. 0 0 17170789 PROGRAM REVENUE FOR ALL GSEP PROGRAMS (SPECIFIC PROGRAM ACCOMPLISHMENTS DETAILED BELOW): 0 0 17170789 16872771 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 94 0 381 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 24 24 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 0 PA NJ NY X X MICHAEL VANIC 2155642030 330 MANOR RD MIQUON PA 19444 DEBORAH HASSAN CHAIR; LEFT MAY 2023 8.00 X X 0 0 0 NICOLE LEVINE CHAIR AS OF MAY 2023 8.00 X X 0 0 0 SUSAN MUCCIARONE 1ST VICE CHAIR 3.00 X X 0 0 0 ANN DONLEY VICE CHAIR 3.00 X X 0 0 0 LORAINE BALLARD MORRILL VICE CHAIR 3.00 X X 0 0 0 RICK PERKINS TREASURER UNTIL MAY 2023 3.00 X X 0 0 0 DEBRA WALTERS SECRETARY; LEFT MAY 2023 3.00 X X 0 0 0 ANNE BAUM MEMBER AT LARGE 1.00 X 0 0 0 MARLENE BEERS TREASURER AS OF MAY 2023 1.00 X 0 0 0 HARRIS BOCK ESQ MEMBER AT LARGE; LEFT MAY 2023 1.00 X 0 0 0 TERRI BOYER MEMBER AT LARGE 1.00 X 0 0 0 FUSUN BUBERNACK MEMBER AT LARGE 1.00 X 0 0 0 JENNIFER DEMPSEY FOX MEMBER AT LARGE 1.00 X 0 0 0 JUDY FREYER MEMBER AT LARGE 1.00 X 0 0 0 JOANN GONZALEZ-GENERALS SECRETARY AS OF MAY 2023 1.00 X 0 0 0 ALLISON GREEN JOHNSON MEMBER AT LARGE 1.00 X 0 0 0 STEPHANIE KOSTA MEMBER AT LARGE 1.00 X 0 0 0 SOPHIA LEE MEMBER AT LARGE; LEFT SEPT 2023 1.00 X 0 0 0 JOANNE MCFALL MEMBER AT LARGE 1.00 X 0 0 0 DEBBIE O'BRIEN MEMBER AT LARGE 1.00 X 0 0 0 SHELLEY SMITH MEMBER AT LARGE 1.00 X 0 0 0 ALISON SNYDER MEMBER AT LARGE 1.00 X 0 0 0 MARIA KRAUS MEMBER AT LARGE; LEFT MAY 2023 1.00 X 0 0 0 ELLEN IOBST MEMBER AT LARGE 1.00 X 0 0 0 DAYI MIRIAM SHOU MEMBER AT LARGE 1.00 X 0 0 0 MARY BETH BIDDLE MEMBER AT LARGE; AS OF MAY 2023 1.00 X 0 0 0 KATHY KILLIAN MEMBER AT LARGE; AS OF MAY 2023 1.00 X 0 0 0 ASHLEY RUSSO MEMBER AT LARGE; AS OF MAY 2023 1.00 X 0 0 0 BUNMI OJIKUTU MEMBER AT LARGE; AS OF MAY 2023 1.00 X 0 0 0 KIM FRAITES-DOW CHIEF EXECUTIVE OFFICER 40.00 X 281669 0 43757 MICHAEL VANIC CHIEF FINANCIAL OFFICER 40.00 X 187746 0 20316 JENNIFER ALLEBACH CHIEF MIS. DEL. OFF. ; LEFT AUG 2023 40.00 X 154622 0 4910 NORMAN MARKS CONTROLLER 40.00 X 118365 0 22016 CECILY MACY CHIEF DEVELOPMENT OFFICER 40.00 X 125731 0 9521 STACEY MOYERS CHIEF MARKETING OFFICER 40.00 X 149099 0 5122 DEBRA JACOBSON FORMER DIRECTOR OF HR;LEFT SEPT 2022 40.00 X 118014 0 27836 1135246 0 133478 9 1 1 0 CAMFRED CONSTRUCTION LLC 2 BALA PLAZA SUITE 300 BALA CYNWYD PA 19004 CONSTRUCTION CONTRACTOR 791759 TIERNEY 200 S BROAD STREET 10 PHILADELPHIA PA 19102 PR/CREATIVE/MEDIA SERVICES 362453 THRIVE OPERATIONS LLC 25 FORBES BOULEVARD SUITE 3 FOXBORO MA 02035 IT PROVIDER 283290 KREMMER'S CAFE & CATERING 1901 S 12TH STREET BOX 9 ALLENTOWN PA 18103 FOOD SERVICE PROVIDER 266296 4 166128 656632 779289 25561 1602049 CAMP PROGRAM 900099 1574041 1574041 GIRL SCOUTING PROGRAMS 900099 227064 227064 FACILITY RENTAL REVENUE 531120 139233 139233 1940338 491347 491347 8450 0 8450 8450 8450 3507066 3503650 3416 3416 3416 127031 656632 296929 -169898 -169898 1863 4703 -2840 -2840 20764159 5533708 15230451 15230451 MISCELLANEOUS 900099 57128 57128 ADVERTISING 541800 7700 7700 64828 19168141 17170789 0 395303 386192 386192 604838 235416 271331 98091 5925974 4760101 492825 673048 755790 581979 86188 87623 627449 500477 55558 71414 425401 326885 50578 47938 24816 16712 5337 2767 75250 75250 29208 29208 824790 682189 142601 290517 228920 13010 48587 1392517 1203423 152079 37015 685750 503203 90927 91620 770463 712562 31499 26402 360038 323857 11650 24531 49392 49392 1365462 1303085 45794 16583 387946 371085 12353 4508 TROOP & SERVICE UNIT 3775018 3775018 FOOD 556381 540964 6741 8676 PROGRAM FEES 135894 126992 106 8796 347227 293711 53516 19796313 16872771 1675943 1247599 257115 531347 1773426 3784284 219773 210112 23498 18493 304358 332100 131056 161880 38485980 22725925 16423290 15760055 14961846 13660554 393929 557610 34488291 35016435 789213 636410 121742 207511 469136 325252 203615 327101 1583706 1496274 X 31481725 31928091 1422860 1592070 32904585 33520161 34488291 35016435 -628172 1243748 0 X 0 1 X 1 0 X 1829186 1450174 1662640 2000076 1602049 8544125 18910291 18144854 13303227 19893124 22704497 92955993 20739477 19595028 14965867 21893200 24306546 101500118 110607 131832 161684 215724 133349 753196 0 110607 131832 161684 215724 133349 753196 100746922 476383 416009 308358 378484 499797 2079031 476383 416009 308358 378484 499797 2079031 12318 12318 82195 95226 1660607 1324948 64828 3227804 21310373 20106263 16934832 23596632 24871171 106819271 0.94320 0.94190 0.01950 0.01900 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME - 2018 AMOUNT: $ 58,775. 2019 AMOUNT: $ 89,001. 2020 AMOUNT: $ 69,305. 2021 AMOUNT: $ 113,352. 2022 AMOUNT: $ 57,128. PROGRAM ADVERTISING - 2018 AMOUNT: $ 23,420. 2019 AMOUNT: $ 6,225. 2020 AMOUNT: $ 2,650. 2021 AMOUNT: $ 10,800. 2022 AMOUNT: $ 7,700. GAIN ON EXTINGUISHMENT OF DEBT - 2020 AMOUNT: $ 1,588,652. 2021 AMOUNT: $ 1,200,796. 2022 AMOUNT: $ 0. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 7423504 750 899680 4000 401064 7918870 9459493 775 -1655916 3450 377398 7423504 8510958 250 1336548 3450 384813 9459493 8119167 450 767880 3450 373089 8510958 8198387 2500 296961 4650 374031 8119167 0.90651 0.08043 0.01306 1 0 1085193 1085193 30964202 17863372 13100830 3931514 3371513 560001 2505071 1491040 1014031 15760055 OTHER LIABILITIES 190874 RIGHT-OF-USE LIABILITIES 136227 327101 X 20686563 1243748 2250 1245998 19440565 29208 -301632 -272424 19168141 20070987 2250 301632 303882 19767105 29208 29208 19796313 PART V, LINE 4: THE EARNINGS ON ENDOWMENT FUNDS ARE PERMITTED TO BE USED FOR CURRENT OPERATIONS, PROGRAMS OR SCHOLARSHIP AWARDS. TEMPORARY ENDOWMENT CORPUS FUNDS ARE USED ACCORDING TO DONOR SPECIFICATIONS. PERMANENT ENDOWMENT CORPUS FUNDS ARE PRESERVED. PART X, LINE 2: THE INTERNAL REVENUE SERVICE (IRS) HAS CLASSIFIED GSEP AS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC); AS AN ORGANIZATION, CONTRIBUTIONS TO WHICH ARE DEDUCTIBLE UNDER SECTION 170(C) OF THE IRC; AND AS AN ORGANIZATION THAT IS NOT A PRIVATE FOUNDATION AS DEFINED IN SECTION 509(A) OF THE IRC. GSEP'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL AND STATE AUTHORITIES. GSEP IS NOT AWARE OF ANY ACTIVITY THAT WOULD JEOPARDIZE ITS TAX-EXEMPT STATUS. THE TAX RETURNS ARE OPEN TO EXAMINATION BY FEDERAL AND STATE AUTHORITIES. GSEP FOLLOWS THE INCOME TAX STANDARD FOR UNCERTAIN TAX POSITIONS. THIS STANDARD HAD NO IMPACT ON GSEP'S FINANCIAL STATEMENTS. PART XI, LINE 4B - OTHER ADJUSTMENTS: DIRECT SPECIAL EVENT EXPENSE -296,929. DIRECT GAMING EXPENSE -4,703. PART XII, LINE 2D - OTHER ADJUSTMENTS: DIRECT SPECIAL EVENT EXPENSE 296,929. DIRECT GAMING EXPENSE 4,703. TAKE THE LEAD 709868 594088 115780 10550 148769 105171 GOLFING 48949 41174 7775 4950 6865 6270 10398 1 24846 21370 3476 831 3049 76 783663 656632 127031 5781 17415 158088 115645 296929 -169898 1863 4703 1 1.00000 1863 4703 4703 -2840 PA 1 0 1 0 1.00000 MICHAEL VANIC 330 MANOR ROAD MIQUON PA 19444 0 KATHRYN VORE OVERSEE THE RAFFLE TICKETING AND PRIZE DRAWINGS X 0 1 MEMBERSHIP AND TROOP DUES 9241 231031 CAMPERSHIPS 230 130111 SCHOLARSHIPS 28 25050 PART I, LINE 2: NO SUBSEQUENT MONITORING OF GRANTS THAT ARE AWARDED TO INDIVIDUALS IS REQUIRED BECAUSE GSEP AWARDS FINANCIAL AID IN THE FORM OF MEMBERSHIPS, SCHOLARSHIPS OR CAMPERSHIPS. THEREFORE, THE FINANCIAL AID IS PAID DIRECTLY TO EITHER AN INTERNAL DEPARTMENT OF GSEP OR A THIRD PARTY OTHER THAN THE AWARDEE WHO IS OPERATING THE ACTIVITY IN WHICH AWARDEE GIRL PARTICIPATES. X X X X 1 0 0 0 0 0 0 1 0 KIM FRAITES-DOW CHIEF EXECUTIVE OFFICER 281669 0 0 0 0 0 8748 0 35009 0 325426 0 0 0 MICHAEL VANIC CHIEF FINANCIAL OFFICER 182746 0 5000 0 0 0 0 0 20316 0 208062 0 0 0 JENNIFER ALLEBACH CHIEF MIS. DEL. OFF. ; LEFT AUG 2023 154622 0 0 0 0 0 4260 0 650 0 159532 0 0 0 STACEY MOYERS CHIEF MARKETING OFFICER 149099 0 0 0 0 0 4467 0 655 0 154221 0 0 0 DEBRA JACOBSON FORMER DIRECTOR OF HR;LEFT SEPT 2022 118014 0 0 0 0 0 2884 0 24952 0 145850 0 0 0 PART I, LINE 4A DEBRA JACOBSON, DIRECTOR OF HUMAN RESOURCES - SEVERANCE PAYOUT FOLLOWING HER RETIREMENT UNTIL 12/31/22 WAS $27,150.78; HER VACATION PAYOUT WAS $3,620.10. PART I, LINE 7 NON-FIXED PAYMENTS BONUSES, IF ANY, ARE BASED ON A NUMBER OF VARIABLES INCLUDING BUT NOT LIMITED TO AN INDIVIDUAL'S GOAL ACHIEVEMENTS AS WELL AS ORGANIZATION OPERATIONAL ACHIEVEMENTS. BONUSES FOR THE CEO ARE AT THE DISCRETION OF THE BOARD OF DIRECTORS AS PART OF THE OVERALL COMPENSATION REVIEW. X DONATED GOODS 77 17530 X DONATED AUCTION/RAFFLE ITEMS 19 5781 0 0 1 0 PART I, COLUMN (B): THE ORGANIZATION IS REPORTING THE NUMBER OF CONTRIBUTORS IN THIS COLUMN. FORM 990, PART III, LINE 4D PROGRAM ACCOMPLISHMENTS FISCAL YEAR OCTOBER 1, 2022-SEPTEMBER 30, 2023 (FY2023): GIRL SCOUTS OF EASTERN PENNSYLVANIA, INC. (GSEP), OPERATES AS AN INDEPENDENT, NONPROFIT ORGANIZATION CHARTERED BY GIRL SCOUTS OF THE USA (GSUSA). GSEP'S MISSION IS TO BUILD GIRLS OF COURAGE, CONFIDENCE, AND CHARACTER, WHO MAKE THE WORLD A BETTER PLACE IN NINE PENNSYLVANIA COUNTIES: BERKS, BUCKS, CARBON, CHESTER, DELAWARE, LEHIGH, MONTGOMERY, NORTHAMPTON, AND PHILADELPHIA. IN FISCAL YEAR 2023 (OCTOBER 1, 2022-SEPTEMBER 30, 2023), GSEP PROVIDED THE GIRL SCOUT LEADERSHIP EXPERIENCE (GSLE) TO OVER 25,000 GIRLS, WITH THE HELP OF MORE THAN 13,000 ADULT MEMBERS. PROGRAM ACCOMPLISHMENTS FY23 BACK ON TRACK. THAT IS WHAT FY23 FELT LIKE FOR THE GIRL SCOUTS OF EASTERN PENNSYLVANIA. THE HEADLINE: A 12% INCREASE IN GIRL MEMBERSHIP, YEAR OVER YEAR, AFTER A COVID-INDUCED DECLINE, MARKING TWO CONSECUTIVE YEARS OF A SIGNIFICANT UPWARD TREND. IN FY23, ADULT MEMBERSHIP WAS UP 6% AND LIFETIME MEMBERSHIP WAS UP 4%. FORM 990, PART III, LINE 4D (CONTINUED): GENERAL MAINTENANCE PROJECTS WERE PERFORMED AT CAMPS SHELLY RIDGE, VALLEY FORGE, MOSEY WOOD AND WOOD HAVEN, AND A MAINTENANCE VEHICLE WAS ALSO PURCHASED. DURING 2023, GSEP SECURED A COMMITMENT FOR THE GIRL ADVENTURE PLACE CAMPAIGN AT CAMP MOUNTAIN HOUSE IN THE AMOUNT OF $125,000 FROM SENATOR NICK MILLER. ADDITIONALLY, SOLICITATIONS ARE PENDING FOR CAMP SHELLY RIDGE FOR A SECOND PHASE OF THE CAPITAL CAMPAIGN TO ACCESS THE BACKEND OF THE PROPERTY, FOR A NEW WELL AND SWIMMING POOL AT CAMP WOOD HAVEN, AND FOR THE ONGOING GIRL ADVENTURE PLACE CAMPAIGN FOR CAMP MOUNTAIN HOUSE. FORM 990, PART III, LINE 4D (CONTINUED): THESE GAINS MOVED GSEP INTO THE SLOT AS SIXTH LARGEST GIRL SCOUT COUNCIL IN THE NATION, SERVING 5.5% OF THE AVAILABLE GIRL MARKET. OTHER SUCCESSES INCLUDE A RECORD YEAR FOR THE COOKIE PROGRAM, AND FOR SPONSORSHIP AND ATTENDANCE AT OUR SIGNATURE EVENT, TAKE THE LEAD. PROGRAMS AND SUMMER CAMP SAW STRONG ATTENDANCE. AS WE LOOK AHEAD TO THE FUTURE OF GIRL SCOUTING, WE FOCUS ON EVOLVING TO MEET MORE GIRLS WHERE THEY ARE THROUGH MEANINGFUL AND RELEVANT PROGRAMS AND ARE KEENLY FOCUSED ON BRINGING THE GSLE TO GIRLS IN COMMUNITIES OF THE GREATEST NEED. STRATEGY AND NEW MARKETS THE GSEP TEAM HAD TWO PRIORITY FOCUS AREAS FOR FY23 RECRUITMENT: (1) LAUNCH A HYPER-LOCAL REGIONAL STRATEGY ACROSS OUR NINE-COUNTY FOOTPRINT, AND (2) BUILD NEW TROOPS, ESPECIALLY IN THE K-3 AGE RANGE. RENEWAL FOR MEMBER YEAR '23 (MY23) KICKED OFF IN APRIL OF 2022, WITH NATIONAL MARKETING FROM GIRL SCOUTS OF THE USA ENCOURAGING MEMBERS TO RENEW FOR THE NEW YEAR. GSEP ALSO LAUNCHED ITS OWN EARLY RENEWAL CAMPAIGN WITH TIERED INCENTIVES OFFERED TO GIRL SCOUTS TO RENEW THROUGH JUNE. THE MISSION DELIVERY TEAM ORGANIZED THE ANNUAL COUNCIL-WIDE RECRUITMENT EVENT CALLED MEET US AT RITA'S IN SEPTEMBER 2022. WE STARTED MY23 AT 55% OF OUR GIRL GOAL FOR THE MEMBER YEAR. TO CUSTOMIZE OUR RECRUITMENT EFFORTS TO LOCAL NEEDS, WE ANALYZED COMMUNITIES WHERE WE HAD A LOWER MARKET SHARE. FORM 990, PART III, LINE 4D (CONTINUED): WE IDENTIFIED THE AREA WITH THE GREATEST NEED AS PHILADELPHIA. WE RESTRUCTURED STAFF SO ALL COMMUNITIES HAD SUPPORT, ADDING TEAM MEMBERS WHO LIVE IN THE COMMUNITY THEY ARE SERVING. OVER FY23 WE ACHIEVED A TOTAL OF 41% GROWTH ACROSS PHILADELPHIA COMPARED TO THE PRIOR YEAR. THE SUCCESS RESULTED FROM INCREASED LOCAL RECRUITMENT EVENTS AND THE LAUNCH OF THE FIRST EVER GIRL SCOUTS CAMP IN PHILADELPHIA. THE CAMP QUICKLY FILLED ITS 500 AVAILABLE SPOTS AND HAD A WAITING LIST. TO PRIORITIZE REACHING GIRLS IN THE K-3 AGE RANGE, WE COORDINATED A COUNCIL-WIDE CAMPAIGN IN JANUARY THROUGH MARCH 2023 WITH THE GOAL OF ENGAGING SCHOOLS AND COMMUNITY LOCATIONS, LIKE LIBRARIES. WE FOCUSED ON GRADES K-3 TO ENSURE FAMILIES THAT MAY NOT HAVE HAD THE SAME OPPORTUNITIES TO JOIN GIRL SCOUTS DURING COVID-19 HAD AN EASY PATH TO GET ENGAGED. OUR GOAL WAS TO RECRUIT 1,500 GIRLS. AT THE END OF MARCH, WE HAD RECRUITED 2,066 GIRLS, IN 362 TROOPS, 22 OF WHICH WERE NEWLY FORMED IN THE SPRING. MEMBER AND COMMUNITY EXCELLENCE IN FY23, GSEP GIRL MEMBERSHIP WAS UP ANOTHER 12%, FINISHING THE YEAR AT 25,178 GIRLS. ADULT MEMBERSHIP WAS UP 6% TO 9,598, AND LIFETIME MEMBERSHIP WAS UP 4%, AT 3,487. THESE GAINS MOVED GSEP INTO THE SLOT AS SIXTH LARGEST GIRL SCOUT COUNCIL IN THE NATION, SERVING 5.5% OF THE AVAILABLE GIRL MARKET. FY23 WAS THE SECOND YEAR OF GSEP'S NEWLY FORMED REGIONAL STRUCTURE. FORM 990, PART III, LINE 4D (CONTINUED): REGION 1: PHILADELPHIA COUNTY REGION 2: BERKS COUNTY, CHESTER COUNTY, DELAWARE COUNTY REGION 3: BUCKS COUNTY, CARBON COUNTY, LEHIGH COUNTY, NORTHAMPTON COUNTY, MONTGOMERY COUNTY EACH REGION WAS LED BY A REGIONAL MISSION DELIVERY DIRECTOR AND INCLUDED COMMUNITY ENGAGEMENT SPECIALISTS (CES), VOLUNTEER EXPERIENCE SPECIALISTS (VES), AND GIRL EXPERIENCE SPECIALISTS (GES). THIS APPROACH BRINGS THE TRANSFORMATION STRATEGY TO LIFE WITH COMMUNITIES AT THE CENTER. CES ARE FOCUSED ON MEMBERSHIP GOALS FOR THEIR SERVICE UNITS AND ORGANIZED AND ATTENDED RECRUITMENT EVENTS ACROSS THE COUNCIL WHILE MANAGING RELATIONSHIPS WITH SERVICE UNIT LEADERSHIP TEAMS. VES PROVIDE SUPPORT FOR OUR NEARLY 13,000 ADULT VOLUNTEERS AND OFFERED TRAINING FOR THEM TO BETTER SERVE THEIR GIRLS. IN MY23, OUR GES TEAM DEVELOPED A NEW FOCUS ON REGIONAL PROGRAMMING, TO MAKE SURE PROGRAMS AND EVENTS WERE AVAILABLE FOR GIRL SCOUTS ACROSS THE COUNCIL FOOTPRINT. FOR THE FIRST TIME IN A LONG TIME, PROGRAMS WERE PLANNED PROPORTIONALLY, BASED ON THE NUMBER OF GIRL MEMBERS. THESE PROGRAMS WILL TAKE PLACE IN LATE MY23 AND MY24. FORM 990, PART III, LINE 4D (CONTINUED): THERE REMAINS A FOCUS ON PHILADELPHIA, AND IN MY23 FOCUS GROUPS WERE CONDUCTED TO FIND OUT MORE ABOUT GIRLS WHO LIVE IN THE CITY OF PHILADELPHIA, INCLUDING WHAT CHALLENGES THEY AND THEIR CAREGIVERS FACE, WHAT THEY KNOW ABOUT GIRL SCOUTS AND WHAT THEY NEED FROM PROGRAMS DESIGNED FOR THEM. THIS DATA IS SUPPORTING HOW WE APPROACH OUR WORK IN PHILADELPHIA AND WILL HELP TO INFORM A NEW SPECIAL PROJECT, CALLED "CALLING ALL GIRL BOSSES." PLANNING FOR THIS KICKED OFF IN MY23. IT AIMS TO INCREASE ACCESS AND ENGAGEMENT FOR MIDDLE AND HIGH SCHOOL AGED GIRLS IN PHILADELPHIA. THE FY23 FALL PRODUCT PROGRAM EXCEEDED GOAL BY ALMOST 14%, WITH GIRL SCOUTS SELLING $644,305 WORTH OF NUTS, CANDY AND MAGAZINES, A 24% INCREASE OVER LAST YEAR'S GROSS SALES. MORE THAN 2,370 GIRL SCOUTS TOOK PART, AN INCREASE OF 16% OVER THE PRIOR YEAR. THE FY23 COOKIE PROGRAM RAN FROM JANUARY 19 MARCH 12, AND CLOSED WITH A RECORD HIGH $19,307,276 IN GROSS REVENUE, $903,474 ABOVE BUDGET. THE PER GIRL AVERAGE (PGA) WAS 269, SLIGHTLY BELOW FY22'S NUMBER OF 294. 77% OF REGISTERED GIRL SCOUTS PARTICIPATED, OR 14,313 GIRLS. FORM 990, PART III, LINE 4D (CONTINUED): BY COMPARISON, IN THE PREVIOUS YEAR AN AVERAGE OF 75.7% OF REGISTERED GIRL SCOUTS PARTICIPATED. WHILE THE SEASON WAS A SUCCESS FROM A REVENUE STANDPOINT, IT WAS NOT WITHOUT CHALLENGES. GSUSA LAUNCHED A NEW COOKIE, THE RASPBERRY RALLY, WHICH WAS AVAILABLE TO CUSTOMERS ONLY ONLINE, NOT AT TRADITIONAL COOKIE BOOTHS. THIS CAUSED CONFUSION FOR THE CONSUMER AND FRUSTRATIONS FOR GIRL SCOUTS. ADDITIONALLY, BAKERS DID NOT KEEP UP WITH DEMAND, WHICH LED TO NEGATIVE FEEDBACK FROM TROOPS AND GIRL SCOUTS, AND DISSATISFACTION FROM SOME CONSUMERS. GSEP ENDED THE SEASON WITH A LOT OF LEFTOVER INVENTORY, DUE TO VARIOUS FACTORS, INCLUDING TROOPS HOLDING ONTO TOO MANY COOKIES FOR FEAR OF RUNNING OUT AND GSEP FACILITATING TROOP TO TROOP TRANSFERS INSTEAD OF UTILIZING INVENTORY AT THE COUNCIL LEVEL. IN FY23, FUNDRAISING AT GSEP MET 95% OF ITS OVERALL GOAL. ALL THREE TAKE THE LEAD FUNDRAISING EVENTSPHILADELPHIA, BERKS COUNTY AND LEHIGH VALLEYWERE HELD IN-PERSON. IN EACH LOCATION, GSEP HOSTED A GIRL-LED, FULLY PRODUCED EVENT, ATTENDED BY MEMBERS OF EACH RESPECTIVE COMMUNITY. AS IN PRIOR YEARS, EACH EVENT RECOGNIZED REMARKABLE WOMEN, WHOSE WORK AND CONTRIBUTIONS TO THEIR REGION EXEMPLIFIES THE GIRL SCOUT MISSION. IN 2023, GSEP WAS PROUD TO RECOGNIZE 12 HONOREES, WHO WERE PAIRED WITH HIGH SCHOOL-AGED GIRL SCOUTS FOR A SHADOW DAY AND MENTORSHIP EXPERIENCE. DUE TO THE GENEROUS SUPPORT OF CORPORATE SPONSORS AND INDIVIDUALS, AND THE COMMITMENT OF OUR CO-CHAIRS, COMMITTEES, AND STAFF, TAKE THE LEAD FUNDRAISING REACHED 118% OF ITS GOAL. FORM 990, PART III, LINE 4D (CONTINUED): IN FALL 2022, GSEP HOSTED ITS INAUGURAL GOLF FOR GIRL SCOUTS EVENT AT STONEWALL GOLF CLUB IN CHESTER COUNTY, WHICH RAISED ALMOST $42,000 AND INTRODUCED THE ORGANIZATION TO MANY NEW MEMBERS OF THE COMMUNITY. UNITED WAY EFFORTS SURPASSED THEIR FUNDRAISING GOALS AND INDIVIDUAL GIVING REACHED 96% OF ITS FUNDRAISING GOAL. FURTHERMORE, GSEP WAS CHOSEN TO PARTICIPATE IN A WORKFORCE DEVELOPMENT GRANT, ALONG WITH FIVE OTHER GIRL SCOUT COUNCILS, THROUGH THE DEPARTMENT OF LABOR TO INCREASE EMPLOYMENT OPPORTUNITIES FOR HISTORICALLY UNDERSERVED POPULATIONS AT OUR CAMP PROPERTIES. OPERATIONAL EXCELLENCE GSEP CELEBRATED 572 BRONZE AWARD GIRL SCOUTS AND HELD IN-PERSON AWARD CEREMONIES FOR 135 SILVER AWARD GIRL SCOUTS AND 63 GOLD AWARD GIRL SCOUTS. 2023 WAS THE INAUGURAL YEAR FOR GSEP'S PHILLY CAMP, HELD IN FOUR LOCATIONS ACROSS THE CITY OF PHILADELPHIA: NORTHWEST, CENTER CITY/SOUTH, NORTHEAST AND NORTH. 511 GIRLS REGISTERED FOR PHILLY CAMP. EACH ATTENDEE RECEIVED A FREE WEEK-LONG SESSION, WHICH INCLUDED GSLE ACTIVITIES AND A FIELD TRIP. THE CAMP WAS FEATURED ON PHL-17. GSEP'S FOUR RESIDENT CAMPS AND THREE-DAY CAMPS SERVED CLOSE TO 3,700 GIRL SCOUTS DURING SUMMER 2023.THERE WERE 1,502 REGISTRATIONS FOR DAY CAMP, AND 2,164 REGISTRATIONS FOR RESIDENT CAMP. CAMPERS IN GRADES K-3 MADE UP 24% OF ALL GSEP CAMP REGISTRATIONS, WHILE CAMPERS IN GRADES 4-5 MADE UP 28%. FORM 990, PART III, LINE 4D (CONTINUED): CADETTES AND OLDER CAMPERS MADE UP AROUND 47% OF CAMP REGISTRATIONS. THE AVERAGE AGE OF ALL CAMPERS WAS 10.5 YEARS; 9 YEARS FOR DAY CAMP AND 11 YEARS FOR RESIDENT CAMP. GIRL SCOUTS BEYOND BARS (GSBB) SERVED 27 GIRLS IN 2023. AN IMPORTANT LIFE-CHANGING PROGRAM AT GSEP FOR GIRLS WHOSE MOTHERS ARE OR WERE INCARCERATED, THIS PROGRAM HAS BEEN RUNNING SINCE THE 1990S. THIS YEAR'S EVENTS AND ACTIVITIES INCLUDED WILDLIFE EXPLORATION AND OVERNIGHT CAMPING AT CAMP SHELLY RIDGE. ON APRIL 16, 2023, GSEP HELD THE WOMEN'S LEADERSHIP SUMMIT FOR 75 VOLUNTEERS AND LOCAL LEADERS. HELD DURING NATIONAL VOLUNTEER WEEK, THIS EVENT HAD KEYNOTE SPEAKER AUTHOR TINA WELLS, WHO SHARED HER "ELEVATION APPROACH" TOWARD ACHIEVING WORK-LIFE HARMONY. THE EVENT INCLUDED A SERVICE PROJECT FOR THE LAUREL HOUSE, A LOCAL DOMESTIC VIOLENCE SHELTER, AND PERSONAL AND PROFESSIONAL DEVELOPMENT SESSIONS ON PERSONAL FINANCE, FOSTERING AN INCLUSIVE CULTURE, AND ART THERAPY. GSEP ATTENDED THE GIRLS SCOUTS' 56TH NATIONAL COUNCIL SESSION (NCS), HELD IN ORLANDO, FLORIDA IN JULY. OUR 16 DELEGATES AND 3 ALTERNATES WERE JOINED BY 11 STAFF, AND OUR TOP SIX COOKIE SELLERS. GSEP'S PROPOSED CHANGE TO THE BLUE BOOK OF BASIC DOCUMENTS ALLOWING VIRTUAL ATTENDANCE AT FUTURE NCS SESSIONS, WAS PRESENTED, DEBATED, AND ACCEPTED. DELEGATES FROM EVERY COUNCIL ACROSS THE NATION AND USA GIRL SCOUTS OVERSEAS WERE ALSO IN ATTENDANCE. THE SESSION WAS FOLLOWED BY "PHENOM BY GIRLS SCOUTS" - A GIRL SCOUTS EXTRAVAGANZA THAT INCLUDED SPEAKERS, PERFORMERS AND MORE. FORM 990, PART III, LINE 4D (CONTINUED): THE NEXT NCS TAKES PLACE IN 2026 IN WASHINGTON, D.C.. ADULT CAMPING WEEKEND, ORGANIZED BY GSEP'S ALUMNI ASSOCIATION WAS A BIG SUCCESS IN AUGUST 2023, WITH 150 PARTICIPANTS ATTENDING FROM THE GSEP FOOTPRINT AND WELL BEYOND. IN TOTAL, THE EVENT RAISED MORE THAN $23,000 FOR OLDER GIRL SCHOLARSHIPS. OUR F.A.L.L. (FALL ADULT LEADING AND LEARNING) 2022-2023 EVENT SERVED 124 PARTICIPANTS FROM ALL OVER GSEP FOR A DAY OF LEARNING, NETWORKING, AND FUN. THERE WERE MORE THAN 30 WORKSHOPS FOR ATTENDEES. BUT IT WASN'T ALL WORK AS ATTENDEES ALSO HAD A CAMP-FILLED FUN TIME GETTING PREPARED TO SERVE GIRLS. THE ANNUAL VOLUNTEER AWARDS CEREMONY WAS AT CAMP LAUGHING WATERS ON NOVEMBER 9, 2022. IT WAS A WONDERFUL OPPORTUNITY TO THANK VOLUNTEERS FOR ALL THAT THEY TO DO BUILD GIRLS OF COURAGE, CONFIDENCE AND CHARACTER WHO MAKE THE WORLD A BETTER PLACE. IN 2022, 52 VOLUNTEERS AND 13 SERVICE UNITS WERE RECOGNIZED FOR THEIR EXEMPLARY SERVICE TO GSEP. THERE WERE 12 NUMERAL GUARD PICS AWARDED, TOTALING 585 YEARS OF COLLECTIVE SERVICE TO GIRL SCOUTS. EIGHT SERVICE UNITS RECEIVED THE CEO AWARD, WHICH RECOGNIZES THEIR EFFORTS TO ACHIEVE THE COUNCIL'S GOALS AND OBJECTIVES OF SERVICE, LEARNING, AND GROWTH IN MEMBERSHIP YEAR 2022. RETAIL INTRODUCED TWO NEW CONCEPTS: LUELLA THE MOBILE SHOP VAN AND A BUILD-A-BEAR WORKSHOP AT SHELLY RIDGE. FORM 990, PART III, LINE 4D (CONTINUED): FUNCTIONAL EXCELLENCE THE FY23 OPERATING BUDGET WAS BOLSTERED BY THE SUCCESS OF THE COOKIE PROGRAM, AND THE THREE TAKE THE LEAD EVENTS SURPASSING GOALS. BOTH HELPED TO PUT GSEP IN A GREAT FINANCIAL POSITION FOR THE SECOND HALF OF THE YEAR. WHILE GSEP CAMPS DID NOT REACH THEIR BUDGETED ATTENDANCE GOAL, CORRESPONDING COSTS WERE ALSO CONSIDERED, AND THE IMPACT WAS ABLE TO BE ABSORBED. GSEP ENDED THE YEAR WITH A MULTIPLE SIX-FIGURE INCOME FROM OPERATIONS FOR THE SECOND CONSECUTIVE YEAR. HUMAN RESOURCES WAS INCREDIBLY ACTIVE RECRUITING AND ONBOARDING NEW POSITIONS FOR THE THREE-REGION REALIGNMENT. FOR FY23 GSEP PLANNED FOR 84 FULL-TIME AND 9 PART-TIME POSITIONS. THE BULK OF THE HIRING WAS DONE DURING QUARTERS ONE & TWO, HOWEVER, HR CONTINUED HIRING INTO FY24 FOR THE REMAINING OPEN POSITIONS, SOME OF WHICH WERE NEWLY CREATED ROLES. GSEP ALSO HIRED A CHIEF ADMINISTRATIVE OFFICER OVERSEEING HUMAN RESOURCES AND PROPERTY, AND A CHIEF INFORMATION & TRANSFORMATION OFFICER MANAGING IT, BUSINESS ANALYTICS, AND MEMBER SUPPORT. IN FY23, GSEP REALIZED SIGNIFICANT PROGRESS UNDER THE DYNAMIC LEADERSHIP OF GSEP'S FIRST CHIEF INFORMATION AND TRANSFORMATION OFFICER. FORM 990, PART III, LINE 4D (CONTINUED): THE STRATEGIC VISION AND INITIATIVES UNDERTAKEN THE PAST YEAR HAVE ALLOWED THE ORGANIZATION TO INCREASE MOMENTUM IN MOVING TOWARD A MORE TECHNOLOGICALLY MATURE AND OPTIMIZED STATE. A FEW NOTABLE ACHIEVEMENTS INCLUDED COMPLETING MAJOR PROJECTS OUTLINED BY THE IT STRATEGY COMMITTEE. THESE PROJECTS, EMPHASIZING MICROSOFT CLOUD TECHNOLOGIES AND IMPROVED SECURITY OFFERINGS, HAVE POSITIONED US WELL TO ACCELERATE AND THRIVE IN TODAY'S FAST-PACED TECH LANDSCAPE. DATA AND BUSINESS INTELLIGENCE PLATFORMS HAVE ALSO SEEN POSITIVE CHANGES, MAKING IT EASIER FOR US TO GET VALUABLE INSIGHTS. WE'VE HIRED NEW STAFF TO ENSURE WE PROVIDE THE BEST POSSIBLE VALUE FOR BOTH OUR INTERNAL TEAMS AND EXTERNAL CUSTOMERS. RENEWED ATTENTION TO BOTH MEMBER AND CUSTOMER SUPPORT APPLICATIONS AND PROCESSES HAS LED TO REAL IMPROVEMENTS AND HAS STRENGTHENED COLLABORATION AMONG OUR TEAMS, INCREASING OPPORTUNITIES FOR TROOP PLACEMENTS IN OUR LOCAL AREAS. SEVERAL ANNUAL CAPITAL PROJECTS AT GSEP CAMPS PROVIDED SIGNIFICANT IMPROVEMENTS TO THE GIRL EXPERIENCE. CAMP MOSEY WOOD RECEIVED THE REPLACEMENT OF 2 LARGE, BEAUTIFUL DECKING SYSTEMS FOR FOUR PLATFORM TENT SITES AT STONEWOOD. CAMP SHELLY RIDGE RECEIVED A NEW ROOF FOR THE SERVICE CENTER, THE ADDITION OF A CLIVUS MULTRUM BATHROOM FACILITY AT THE SITE OF THE NEW PLATFORM TENT UNIT, AS WELL AS A NEW PICTURESQUE WINDOW IN THE LOFT SPACE OF SMITH LODGE. CAMP LAUGHING WATERS RECEIVED A BRAND-NEW HORSE BARN AND EXTENSIVE RENOVATIONS TO THE INTERIOR AND EXTERIOR OF THE HEALTH CENTER. FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE IS COMPRISED OF THE OFFICERS OF GSEP (CHAIR, FIRST VICE CHAIR, ONE OR MORE VICE CHAIRS, SECRETARY, AND TREASURER) AND TWO BOARD MEMBERS-AT-LARGE APPOINTED BY THE BOARD CHAIR AND APPROVED BY THE ENTIRE BOARD. THE CEO WILL BE A NON-VOTING MEMBER OF THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE WILL HAVE AND MAY EXERCISE THE POWERS OF THE BOARD OF DIRECTORS BETWEEN MEETINGS OF THE BOARD OF DIRECTORS, EXCEPT THAT THE EXECUTIVE COMMITTEE WILL NOT HAVE THE POWER TO TAKE ANY ACTION WHICH IS CONTRARY TO OR A SUBSTANTIAL DEPARTURE FROM THE DIRECTION ESTABLISHED BY THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE WILL REPORT ACTIONS TAKEN TO THE BOARD OF DIRECTORS AT ITS NEXT BOARD MEETING. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OF GSEP WILL BE MEMBERS OF GSUSA, AGE 14 OR OLDER, AND CURRENTLY REGISTERED THROUGH GSEP. MEMBERS SHALL HAVE THE RIGHT TO RUN FOR AND BE ELECTED TO THE GSEP DELEGATE COUNCIL. THE DELEGATE COUNCIL SHALL BE COMPRISED OF: SERVICE UNIT DELEGATES, ADDITIONAL DELEGATES, BOARD AND BOARD DEVELOPMENT COMMITTEE, GIRL ADVISORS, AND GIRL DELEGATES. FORM 990, PART VI, SECTION A, LINE 7A DELEGATE COUNCIL MEMBERS ARE RESPONSIBLE FOR ELECTING THE OFFICERS AND MEMBERS-AT-LARGE TO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B THE MEMBER OF THE DELEGATE COUNCIL MUST ALSO: (A) APPROVE ANY AMENDMENTS, ALTERATIONS OR REPEALS TO THE BYLAWS OR ARTICLES OF INCORPORATION (B) DETERMINE THE GENERAL DIRECTION OF GIRL SCOUTING WITHIN THE JURISDICTION OF THE GSEP BY RESPONDING TO REPORTS AND INFORMATION FROM THE BOARD OF DIRECTORS (C) ELECT THE BOARD DEVELOPMENT COMMITTEE: CHAIR AND MEMBERS-AT-LARGE (D) ELECT THE DELEGATES TO THE NATIONAL COUNCIL OF GSUSA (E) TAKING ALL OTHER ACTIONS REQUIRING A VOTE BY GSEP FORM 990, PART VI, SECTION B, LINE 11B THE IRS FORM 990 HAS BEEN PREPARED BY AN INDEPENDENT PUBLIC ACCOUNTING FIRM WITH THE ASSISTANCE OF MANAGEMENT. AN INITIAL AND DETAILED REVIEW OF THE COMPLETED FORM 990 IS PERFORMED BY THE ORGANIZATION'S CHIEF FINANCIAL OFFICER AND CHIEF EXECUTIVE OFFICER. FOLLOWING THIS REVIEW, THE FORM 990 IS PRESENTED TO THE FINANCE/AUDIT COMMITTEE FOR THEIR REVIEW. ADDITIONALLY, A LEAD MEMBER FROM THE PUBLIC ACCOUNTING FIRM THAT PREPARED THE FORM 990 ATTENDS SUCH MEETING. THE FINANCE/AUDIT COMMITTEE WILL THEN RECOMMEND THE APPROVAL OF THE IRS FORM 990 TO THE BOARD OF DIRECTORS. SUBSEQUENT TO THE COMMITTEE'S REVIEW BUT PRIOR TO FILING, A COMPLETE COPY OF THE FORM 990 IS PROVIDED ELECTRONICALLY TO EACH MEMBER OF THE BOARD OF DIRECTORS. EACH BOARD MEMBER HAS AMPLE TIME AND OPPORTUNITY TO RAISE QUESTIONS PRIOR TO FILING. THE CEO IS AUTHORIZED TO SIGN THE IRS FORM 990 AFTER IT HAS BEEN APPROVED. THE PUBLIC DISCLOSURE COPY OF THE FORM 990 IS MADE AVAILABLE TO THE PUBLIC ON THE COUNCIL'S WEBSITE. FORM 990, PART VI, SECTION B, LINE 12C EACH BOARD MEMBER OF THE ORGANIZATION IS REQUIRED TO ANNUALLY DISCLOSE ANY CONFLICTS OF INTEREST THAT ARISE BY VIRTUE OF BOARD SERVICE. THE ORGANIZATION MONITORS COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY THROUGH AN ANNUAL DISCLOSURE STATEMENT THAT IS DISTRIBUTED TO THESE INDIVIDUALS. ANNUALLY, EACH BOARD MEMBER SIGNS A CONFLICT OF INTEREST AND CONFIDENTIALITY STATEMENT. THIS PROCESS IS OVERSEEN BY THE CFO. ANY CONFLICTS OF INTEREST NOTED ON THE FORMS ARE COMMUNICATED TO THE FINANCE/AUDIT COMMITTEE, THE CEO, AND THE BOARD CHAIR FOR REVIEW AND APPROVAL. POTENTIAL CONFLICTS ARE INVESTIGATED IMMEDIATELY. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION IS DETERMINED FOR THE CEO ANNUALLY BY THE BOARD OF DIRECTORS, AS RECOMMENDED BY THE HUMAN RESOURCES COMMITTEE. IN MAKING THIS DETERMINATION, COMPARABILITY AND SURVEY DATA ARE CONSIDERED BY THE BOARD OF DIRECTORS, INPUT FROM THE CEO'S DIRECT REPORTS, A CEO SELF-ASSESSMENT, AND A REVIEW OF PERFORMANCE AGAINST GOALS AND METRICS. CHANGES IN COMPENSATION ARE DETERMINED ON THE BASIS OF PERFORMANCE INCLUDING THE MEASURABLE RESULTS OF GOALS SET FOR THIS POSITION BY THE BOARD. FORM 990, PART VI, SECTION B, LINE 15B: COMPENSATION FOR OTHER OFFICERS IS RECOMMENDED BY THE CEO AND REVIEWED BY THE HUMAN RESOURCES COMMITTEE. IN MAKING THIS DETERMINATION, COMPARABILITY DATA, SELF-ASSESSMENTS, AND A REVIEW OF PERFORMANCE AGAINST GOALS AND METRICS ARE CONSIDERED. CHANGES IN COMPENSATION ARE DETERMINED ON THE BASIS OF PERFORMANCE INCLUDING THE MEASURABLE RESULTS OF GOALS SET BY THE CEO. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2022. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST BY EMAILING THE DIRECTOR OF GOVERNANCE VIA THE ORGANIZATION'S WEBSITE. THE AUDITED FINANCIAL STATEMENTS ARE AVAILABLE FOR THE PUBLIC ON THE WEBSITE.