2024-11-15T10:57:48-06:00 2023-12-31 630813240 PEARCE BEVILL LEESBURG MOORE PC 110 OFFICE PARK DR BIRMINGHAM AL 35223 990 2023-01-01 630328360 APCO EMPLOYEES CREDIT UNION APCO 2052266800 750 17TH STREET NORTH BIRMINGHAM AL 35203 BLANE MINK CFO 2052266800 2024-11-14 1 0 W GLENN BRIDGES P00519867 2053235440 2024-11-14 2023 2024-10-15 13:58:12Z BLANE MINK 750 17TH STREET NORTH BIRMINGHAM AL 35203 118347236 0 X WWW.APCOCU.ORG X STATE CHARTERED COOPERATIVE CREDIT UNION 1953 AL COOPERATIVE CREDIT UNION 9 9 217 19 236332 45548 0 0 88615377 118347236 0 0 0 0 88615377 118347236 21286 53775 0 0 14331395 17324305 0 0 0 48058311 83620615 62410992 100998695 26204385 17348541 3420389538 3501472069 3288884735 3288093222 131504803 213378847 COOPERATIVE SOCIETY INCORPORATED FOR THE TWOFOLD PURPOSE OF PROMOTING THRIFT AMONG ITS MEMBERS AND CREATING A SOURCE OF CREDIT FOR THEM AT LEGITIMATE RATES OF INTEREST. 0 0 CODE OF ALABAMA, SEC 5-17-1, STATES THAT A CREDIT UNION IS A COOPERATIVE SOCIETY INCORPORATED FOR THE TWOFOLD PURPOSE OF PROMOTING THRIFT AMONG ITS MEMBERS AND CREATING A SOURCE OF CREDIT FOR THEM AT LEGITIMATE RATES OF INTEREST. APCO EMPLOYEES CREDIT UNION,AN ALABAMA STATE CHARTERED CREDIT UNION, WAS ESTABLISHED TO PROVIDE THESE SERVICES TO ITS MEMBERS WHO ARE EMPLOYEES AND THEIR RELATIVES OF ALABAMA POWER COMPANY. THE CREDIT UNION'S MEMBERSHIP ALSO INCLUDES AFFILIATES OF ALABAMA POWER AND SELECTED EMPLOYEE GROUPS WITHIN THE REGION. AS OF DECEMBER 31, 2023, THE CREDIT UNION HAD MEMBERSHIP AND PROVIDED SERVICES TO APPROXIMATELY 87,096 MEMBERS. 0 0 0 0 0 0 0 1 0 1 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 1 0 0 0 0 0 0 1 1 1 0 0 1 65739 0 217 1 1 1 0 0 0 0 0 0 0 X 9 9 1 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 X X BLANE MINK 2052266800 750 17TH STREET NORTH BIRMINGHAM AL 35203 X JOHN VALEKIS DIRECTOR - TREASURER 1.00 X 1754 0 0 WENDELL PATE DIRECTOR 1.00 X 3256 0 0 GREG BASS SUPERVISORY COMMITTEE CHAIR 1.00 X 4851 0 0 CARLTON STEPHENS DIRECTOR 1.00 X 6016 0 0 GREGG SHIPP DIRECTOR - VICE CHAIRPERSON 1.00 X 4817 0 0 ROBERT B ROY DIRECTOR 1.00 X 7162 0 0 MARK WILKINSON DIRECTOR - CHAIRPERSON 1.00 X 1805 0 0 ANN WILKINSON SUPERVISORY COMMITTEE 1.00 X 1718 0 0 ALLISON BOONE DIRECTOR 1.00 X 8471 0 0 CELIA YATES DIRECTOR - SECRETARY 1.00 X 6351 0 0 CARISSA LEDBETTER SUPERVISORY COMMITTEE 1.00 X 6280 0 0 DAN BLALOCK DIRECTOR 1.00 X 10346 0 0 DERRICK RAGLAND CEO 40.00 X 4573446 0 38051 BLANE MINK CFO/VP 40.00 X 459827 0 280645 ANDY RUSH COO 40.00 X 373569 0 154007 ANGELA WRIGHT IT MANAGER 40.00 X 240893 0 132106 DANNA HORNE ADMIN MANAGER 40.00 X 167861 0 142974 JACOB JULIAN COMPTROLLER 40.00 X 195908 0 94531 PRESTON HOLDER LENDING MANAGER 40.00 X 144992 0 65887 JONATHAN CANTRELL LOAN OFFICER 40.00 X 142216 0 30914 DAVID A MARLOWE FORMER COO OF POWERCO 40.00 X 160184 0 0 MARCIA E TIDMORE FORMER CFO OF POWERCO 40.00 X 149390 0 0 6671113 0 939115 21 1 1 0 LOGISTA 5911 GREENWOOD PKWY BESSEMER AL 35022 IT CONSULTING AND NETWORK SUPPORT 520413 SECURITY ENGINEERS INC SECURITY ENGINEERS INC BIRMINGHAM AL 35203 SECURITY GUARDS 115999 2 INVESTMENT INCOME 522100 72524754 72524754 LOAN INTEREST INCOME-MEMBERS 522100 37457396 37457396 FINANCIAL SERVICE FEES AND OTHER 522100 8365086 8128754 236332 118347236 118347236 118110904 236332 0 53775 5942371 6412711 4276827 692396 58576 108120 306028 790845 337744 1195855 546022 FEDERAL INCOME TAX 21000 MEMBER SHARE DIVIDENDS 70520560 DATA PROC, FINANCIAL SV 5725614 OTHER OPERATING EXPENSE 878579 3131672 100998695 13701 364398 76825822 29653767 811116465 918256693 534574 480061 39836915 13508678 26206953 26328237 2394994997 2410514088 110697026 115874825 3420389538 3501472069 18686210 23818558 21981 22653 3270176544 3264252011 3288884735 3288093222 X 0 0 0 0 131504803 213378847 131504803 213378847 3420389538 3501472069 X 17348541 45983593 18541910 X X 0 0 0 0 1 X 3902761 3902761 24034282 4226197 19808085 65503 65503 11834369 9282481 2551888 26328237 DEPOSITS IN CORPORATE CREDIT UNIONS 218964159 C CUSO INVESTMENTS 612616 C FEDERAL AGENCY SECURITIES 2188542913 F FHLB STOCK INVESTMENT 2394400 C 2410514088 MEMBERS SHARE AND CERTIFICATE ACCOUNTS 3264252011 3264252011 PART IV, LINE 2B: THE CREDIT UNION ACCEPTS AND MAINTAINS ESCROW PAYMENTS TO PAY ANNUAL TAXES AND INSURANCE ON MEMBER BORROWER MORTGAGE LOANS. 1 APCO EMPLOYEES CU SHARE THE CARE FOUNDATION INC 750 17TH ST N BIRMINGHAM AL 35203 841910896 501(C)(3) 53775 0 CASH DONATIONS TO SPONSOR SHARE THE CARE'S MISSION. 1 PART I, LINE 2: APCO MADE DONATIONS TO APCO EMPLOYEES CU SHARE THE CARE FOUNDATION INC IN 2023 OF $53,775. APCO IS SHARE THE CARE'S CONTROLLING ENTITY, AND HAS DIRECT CONTROL OVER THE USE OF THE FUNDS. X 1 1 X X X X 0 1 0 DERRICK RAGLAND CEO 815465 0 0 0 3757981 0 16454 0 21597 0 4611497 0 0 0 BLANE MINK CFO/VP 458327 0 0 0 1500 0 253238 0 27407 0 740472 0 0 0 ANDY RUSH COO 372069 0 0 0 1500 0 129907 0 24100 0 527576 0 0 0 ANGELA WRIGHT IT MANAGER 230493 0 0 0 10400 0 123438 0 8668 0 372999 0 0 0 DANNA HORNE ADMIN MANAGER 167861 0 0 0 0 0 133938 0 9036 0 310835 0 0 0 JACOB JULIAN COMPTROLLER 195908 0 0 0 0 0 74338 0 20193 0 290439 0 0 0 PRESTON HOLDER LENDING MANAGER 144992 0 0 0 0 0 45130 0 20757 0 210879 0 0 0 JONATHAN CANTRELL LOAN OFFICER 142216 0 0 0 0 0 11010 0 19904 0 173130 0 0 0 DAVID A MARLOWE FORMER COO OF POWERCO 160184 0 0 0 0 0 0 0 0 0 160184 0 0 0 MARCIA E TIDMORE FORMER CFO OF POWERCO 149390 0 0 0 0 0 0 0 0 0 149390 0 0 0 PART I, LINE 1A THE BOARD OF DIRECTORS APPROVES TRAVEL EACH YEAR FOR ANY BOARD MEMBER OR OFFICER OF THE CREDIT UNION AND IF A SPOUSE WILL BE PERMITTED TO TRAVEL. PART I, LINE 1B THE BOARD OF DIRECTORS APPROVES TRAVEL EACH YEAR FOR ANY BOARD MEMBER OR OFFICER OF THE CREDIT UNION AND IF A SPOUSE WILL BE PERMITTED TO TRAVEL. ALL EXPENSES ARE REVIEWED BY THE TREASURER AND BOARD CHAIR. PART I, LINE 3 MANAGEMENT'S COMPENSATION IS DETERMINED ANNUALLY BY THE CREDIT UNION'S BOARD OF DIRECTORS AND IS BASED ON PERFORMANCE AND INDEPENDENT COMPARABLE INDUSTRY COMPENSATION DATA. PART I, LINE 4B APCO EMPLOYEES CREDIT UNION SPONSORS THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN, ORGINALLY EFFECTIVE AS OF MARCH 1, 2016 AND RESTATED EFFECTIVE MAY 1, 2022. THE CREDIT UNION HAS ESTABLISHED THE PLAN TO ENCOURAGE LONG-TERM EMPLOYMENT WITH THE CREDIT UNION BY KEY MEMBERS OF THE CREDIT UNION'S MANAGEMENT TEAM BY PROVIDING DEFERRED COMPENSATION SUBJECT TO SUBSTANTIAL RISK OF FORFEITURE. THE PLAN IS A NONQUALIFIED DEFERRED COMPENSATION PLAN SUBJECT TO CLIFF VESTING, AND AS SUCH IS INTENDED TO QUALIFY FOR INCOME TAX DEFERRAL UNDER 26 U.S.C. SECTION 457(F). EXECUTIVE UNDER THE TERMS OF THE PLAN MEANS A KEY EMPLOYEE OF THE CREDIT UNION WHOM THE CREDIT UNION SPECIFICALLY DESIGNATES AS A PARTICIPANT OF THE PLAN, WHO IS IN A COVERED POSISTION, WHO QUALIFIES AS A MEMBER OF THE SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED INDIVIDUALS UNDER 29 C.F.R. SECTION 2520.104-24, AND WHO ENTERS INTO A PARTICIPATION AGREEMENT. COVERED POSISTIONS ARE: PRESIDENT, VICE PRESIDENT, ACCOUNTING MANAGER, ADMINISTRATIVE MANAGER, COLLECTION MANAGER, CUSO EXECUTIVE MANAGER, DATA PROCESSING & IT MANAGER, HR MANAGER/GENERAL COUNSEL, LOAN MANAGER, MEMBER SERVICE MANAGER, AND ANY ADDITIONAL POSISTIONS DETERMINED BY THE BOARD OF DIRECTORS. THE EXECUTIVE BECOMES ENTITLED TO THE FULL SERP UPON SEPARATION FROM SERVICE (FOR REASONS OTHER THAN DEATH OR CAUSE) ON OR AFTER THE EXECUTIVE'S 65TH BIRTHDAY. NO BENEFITS ARE PAYABLE UNDER THIS PLAN FOLLOWING THE EXECUTIVE'S DEATH. THE SERP BENEFIT IS THE LIFETIME ANNUITY DESCRIBED IN THE PARTICIPATION AGREEMENT. THE CREDIT UNION MAY VEST THE EXECUTIVE IN A PORTION OF THE SERP BENEFIT BEFORE AN ENTITLEMENT ABOVE. IF THE CREDIT UNION DOES SO, IT WILL DISTRIBUTE A PORTION OF THE SERP BENEFIT CALCULATED TO EQUAL THE INCREASED INCOME TAX BURDEN ON THE EXECUTIVE DUE TO THE VESTING EVENT. THE CREDIT UNION WILL PAY THE REMAINDER OF THE NEWLY VESTED SERP BENEFIT AS ORIGINALLY SCHEDULED. PURSUANT TO THE INSTRUCTIONS FOR FORM 990, AMOUNTS DEFERRED BY THE EMPLOYER UNDER A SECTION 457(F) PLAN, BUT NOT SUBSTANTIALLY VESTED, ARE INCLUDED IN FORM 990 PART VII SECTION A COLUMN (F) AND SCHEDULE J (FORM 990) PART II COLUMN C. ONE PARTICIPANT VESTED IN THE PLAN DURING 2023 AT THE DISCRETION OF THE CREDIT UNION. WENDELL PATE BOARD MEMBER 12000 2016 FORD EXPLORER 0 FORM 990, PART VI, SECTION A, LINE 2 MARK WILKINSON AND ANN WILKINSON, BOARD OF DIRECTORS CHAIRPERSON AND MEMBER OF THE SUPERVISORY COMMITTEE, RESPECTIVELY, ARE SPOUSES. FORM 990, PART VI, SECTION A, LINE 6 ALABAMA BANKING CODE, SECTION 5-17-5 STATES THAT, "CREDIT UNION MEMBERSHIP SHALL CONSIST OF THE INCORPORATORS AND SUCH OTHER PERSONS AS MAY BE ELECTED TO MEMBERSHIP AND WHO SUBSCRIBE TO AT LEAST ONE SHARE AND PAY THE INITIAL INSTALLMENT THEREON AND THE ENTRANCE FEE. ORGANIZATIONS, INCORPORATED OR OTHERWISE, COMPOSED FOR THE MOST PART OF THE SAME GENERAL GROUP AS THE CREDIT UNION MEMBERSHIP MAY BE MEMBERS. CREDIT UNION ORGANIZATION SHALL BE LIMITED TO GROUPS, OF BOTH LARGE AND SMALL MEMBERSHIP, HAVING A COMMON BOND OF OCCUPATION OR ASSOCIATION OR TO GROUPS WITHIN A WELL-DEFINED NEIGHBORHOOD, COMMUNITY OR RURAL DISTRICT." APCO EMPLOYEES CREDIT UNION, AN ALABAMA STATE CHARTERED CREDIT UNION, WAS ESTABLISHED TO PROVIDE THESE SERVICES TO ITS MEMBERS WHO ARE EMPLOYEES AND THEIR RELATIVES OF ALABAMA POWER COMPANY. THE CREDIT UNION'S MEMBERSHIP ALSO INCLUDES AFFILIATES OF ALABAMA POWER AND SELECTED EMPLOYEE GROUPS WITHIN THE REGION. AS OF DECEMBER 31, 2023, THE CREDIT UNION PROVIDED SERVICES TO APPROXIMATELY 87,096 MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF DIRECTORS ARE ELECTED BY THE CREDIT UNION'S MEMBERSHIP AT THE ANNUAL MEETING. THE CREDIT UNION'S BYLAWS GOVERN THE ELECTION PROCEDURES. THE TERMS OF THE BOARD OF DIRECTORS, AS SET BY THE BYLAWS, ARE 3 YEARS AND ARE STAGGERED SO THAT AN EQUAL NUMBER EXPIRE AT EACH ANNUAL MEETING. PRIOR TO THE ANNUAL MEETING, THE BOARD CHAIRMAN APPOINTS A NOMINATING COMMITTEE TO NOMINATE A CANDIDATE FOR EACH VACANCY. NOMINATIONS CAN ALSO BE TAKEN THROUGH ABSENTEE BALLOTS OR CALLED FOR FROM THE FLOOR AT THE ANNUAL MEETING. ELECTION BY THE MEMBERSHIP IS PERFORMED THROUGH WRITTEN BALLOTS, UNLESS THERE IS ONLY ONE NOMINEE. ALL ELECTIONS ARE DETERMINED BY A PLURALITY VOTE. ANY VACANCIES ARISING ON THE BOARD OF DIRECTORS IN THE INTERIM SHALL BE FILLED BY VOTE OF A MAJORITY OF THE DIRECTORS THEN HOLDING OFFICE. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING TYPES OF DECISIONS ARE SUBJECT TO APPROVAL BY THE CREDIT UNION'S MEMBERS: DISSOLUTION AND MERGER DECISIONS, ELECTION AND TERMINATION OF BOARD MEMBERS, ELECTION AND TERMINATION OF SUPERVISORY COMMITTEE MEMBERS, AND CONVERSION FROM STATE TO FEDERAL CHARTER. FORM 990, PART VI, SECTION B, LINE 11B MANAGEMENT PERFORMS A REVIEW OF THE 990 & 990-T PRIOR TO FILING. 990 & 990-T PROVIDED TO THE BOARD OF DIRECTORS AT A LATER DATE. FORM 990, PART VI, SECTION B, LINE 12C ANNUAL REVIEW OF POLICY BY OFFICERS AND BOARD OF DIRECTORS. THE CODE OF ETHICS POLICY REQUIRED OFFICERS, DIRECTORS, KEY EMPLOYEES, ETC. TO IMMEDIATELY DISCLOSE ANY POTENTIAL CONFLICTS OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 MANAGEMENT'S COMPENSATION IS DETERMINED ANNUALLY BY THE CREDIT UNION'S BOARD OF DIRECTORS AND IS BASED ON PERFORMANCE AND INDEPENDENT COMPARABLE INDUSTRY COMPENSATION DATA. OFFICER SALARY RANGES ESTABLISHED BY THE BOARD OF DIRECTORS. CEO SALARY SET BY THE BOARD. OTHER OFFICER SALARIES SET BY CEO. FORM 990, PART VI, SECTION C, LINE 18 THE CREDIT UNION MAKES ITS FORMS 990 AND 990-T AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. THE CREDIT UNION'S FORM 990 IS ALSO AVAILABLE ON THE IRS WEBSITE THROUGH THE TAX-EXEMPT ORGANIZATION SEARCH TOOL. FORM 990, PART VI, SECTION C, LINE 19 THE CREDIT UNION MAKES ITS GOVERNING DOCUMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. THE CREDIT UNION'S FINANCIAL STATEMENTS CAN BE FOUND ON THE WEBSITE OF THE NCUA AT WWW.NCUA.GOV AND ARE AVAILABLE IN THE LOBBIES OF THE BRANCHES, THE CU'S NEWSLETTER, AND THE CU'S ANNUAL REPORT. 990 PART VII LINE 1A THE BOARD OF DIRECTORS APPROVES TRAVEL EACH YEAR FOR ANY BOARD MEMBER OR OFFICER OF THE CREDIT UNION AND IF A SPOUSE WILL BE PERMITTED TO TRAVEL. ALL EXPENSES ARE REVIEWED BY THE TREASURER AND BOARD CHAIR. FORM 990, PART XI, LINE 9: CHANGE IN OTHER COMPREHENSIVE INCOME 2,670,000. EQUITY ACQUIRED IN MERGER 17,886,312. DIRECT TRANSFER BETWEEN RESERVES - CECL ADJUSTMENT -2,014,402. FORM 990, PART XII, LINE 2B: ON A ROUTINE BASIS, THE ALABAMA CREDIT UNION ADMINISTRATION AND THE NATIONAL CREDIT UNION ADMINISTRATION PERFORM A REGULATORY EXAMINATION OF THE FINANCIAL STATEMENTS AND SAFETY AND SOUNDNESS OF THE CREDIT UNION. ADDITIONALLY, THE CREDIT UNION'S FINANCIAL STATEMENTS ARE AUDITED BY AN INDEPENDENT ACCOUNTANT AS OF JUNE 30 EACH YEAR. FORM 990, PART XII, LINE 2C: THE CREDIT UNION HAS A SUPERVISORY COMMITTEE THAT IS RESPONSIBLE FOR ENSURING THAT THE BOARD OF DIRECTORS AND MANAGEMENT OF THE CREDIT UNION - (1)MEET REQUIRED FINANCIAL REPORTING OBJECTIVES AND (2) ESTABLISH PRACTICES AND PROCEDURES SUFFICIENT TO SAFEGUARD MEMBERS' ASSETS. THIS INCLUDES OVERSEEING THE ANNUAL FINANCIAL STATEMENT AUDIT AND THE SELECTION OF THE INDEPENDENT ACCOUNTANT. COMMON BOND MORTGAGE LLC 750 17TH ST N BIRMINGHAM AL 35203 300734298 ORIGINATION, PURCHASE, SALE, BROKERING, AND SERVICING OF MORTGAGES AL 10632 1160143 APCO CUSO INC APCO EMPLOYEES CREDIT UNION SHARE THE CARE FOUNDATION INC 750 17TH ST N BIRMINGHAM AL 35203 841910896 FUNDRAISING FOR EDUCATIONAL ORGS, SCHOLARSHIPS, & HEALTH/WELFARE OF CHILDREN AL 501(C)(3) LINE 7 APCO EMPLOYEES CREDIT UNION 1 APCO CUSO INC 750 17TH ST N BIRMINGHAM AL 35203 454403821 FINANCIAL SERVICES AL APCO EMPLOYEES CREDIT UNION C 745407 1.00000 1 1 1 0 1 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 APCO CUSO INC D 804007 CASH APCO CUSO INC A 36000 CASH APCO CUSO INC J 36000 CASH APCO CUSO INC N 24000 CASH APCO EMPLOYEES CU SHARE THE CARE FOUNDATION INC B 53775 CASH