2025-06-16T14:13:44-05:00 2024-12-31 410746749 CLIFTONLARSONALLEN LLP 10700 NORTHUP WAY SUITE 200 BELLEVUE WA 98004 990 2024-01-01 462710915 HERON'S KEY HERO 4255568100 10901 176TH CIRCLE NE REDMOND WA 98052 DENISA FEDDERSEN VP OF FINANCE & CFO 4255568100 2025-06-13 1 0 KURT BENNION CPA P01469618 4252506100 2025-06-13 2024 2025-03-06 01:10:19Z AL CHAMBARD 10901 176TH CIRCLE NE REDMOND WA 98052 25470139 0 X WWW.HERONSKEY.ORG X 2013 WA HERON'S KEY IS A LIFE PLAN RETIREMENT COMMUNITY. 12 12 234 12 0 0 943178 63664 24394344 24500021 496283 906454 0 0 25833805 25470139 0 0 0 0 9295841 9959645 0 0 0 14577009 15148117 23872850 25107762 1960955 362377 134165705 139770393 174486044 177985089 -40320339 -38214696 X HERON'S KEY IS A NOT-FOR-PROFIT NON-DENOMINATIONAL LIFE PLAN RETIREMENT COMMUNITY PROVIDING A CONTINUUM OF LIVING ACCOMMODATIONS, SUPPORTIVE SERVICES, AND HEALTH CARE FOR RESIDENTS 55 YEARS OF AGE AND OLDER. (CONTINUED IN SCHEDULE O)AS A LIFE PLAN RETIREMENT COMMUNITY IN GIG HARBOR, THE ORGANIZATION OFFERS A WIDE RANGE OF QUALITY PROGRAMS, SERVICES, AND FACILITIES TO MEET THE HEALTH, SOCIAL, SPIRITUAL, AND INTELLECTUAL NEEDS OF ITS RESIDENTS AND TO SERVE THE BROADER COMMUNITY. HERON'S KEY IS OPERATED TO FULFILL ITS MISSION OF SERVICE WHILE REMAINING TRUE TO ITS CORE VALUES OF INTEGRITY, STEWARDSHIP, EMPOWERMENT, FAITH, CHANGE, AND CHOICE. THE ASSOCIATION'S BOARD OF DIRECTORS IS COMPRISED OF LOCAL COMMUNITY MEMBERS AND HERON'S KEY RESIDENTS, ALL DEDICATED TO THE MISSION OF HERON'S KEY AND TO ENSURE IT CONTINUES TO MAINTAIN ITS HIGH STANDARDS OF EXCELLENCE AND REMAINS FINANCIALLY SOUND. 0 0 11947521 0 14893771 HERON'S KEY PROVIDES SAFE AND SECURE SENIOR HOUSING AND SERVICES TO APPROXIMATELY 252 INDEPENDENT LIVING RESIDENTS IN THE ORGANIZATION'S 194 APARTMENTS. THE ORGANIZATION PROVIDES MANY SUPPORT SERVICES, INCLUDING MEAL SERVICES PROVIDED IN A CENTRAL DINING ROOM, FITNESS AND EXERCISE CLASSES, EQUIPMENT, AN ON-SITE CLINIC, WELLNESS PROGRAMS, SOCIAL PROGRAMS, A WIDE VARIETY OF RESIDENT ACTIVITIES, BOTH ON SITE AND OTHER LOCATIONS, AND TRANSPORTATION TO MEDICAL APPOINTMENTS AND GROCERY STORES, BANKS, AND SPECIAL ACTIVITIES. ALL LIFE PLAN RESIDENTS HAVE UNLIMITED ACCESS TO ASSISTED LIVING AND SKILLED NURSING HEALTH CARE. (CONTINUED IN SCHEDULE O)HERON'S KEY WAS FINANCED WITH BONDS ISSUED BY THE WASHINGTON STATE HOUSING FINANCE COMMISSION. AS A TYPE A FACILITY IN THE STATE OF WASHINGTON, NO RESIDENT OF HERON'S KEY MAY UTILIZE TAX-PAYER FUNDED PUBLIC ASSISTANCE PROGRAMS SUCH AS MEDICAID. HERON'S KEY PROVIDES FINANCIAL ASSISTANCE TO RESIDENTS WHO, FOR REASONS BEYOND THEIR CONTROL, BECOME UNABLE TO PAY THEIR MONTHLY SERVICE FEES. AS A NOT-FOR-PROFIT, MISSION-DRIVEN ORGANIZATION, REVENUES GENERATED IN EXCESS OF EXPENSES ARE INVESTED AND HELD AS RESERVES TO ENSURE ALL CURRENT AND FUTURE CONTRACTUAL OBLIGATIONS CAN BE FULLY MET, TO REPLACE FACILITY AND PROGRAM ASSETS AS NEEDED, AND TO ALLOW PRUDENT EXPANSION OF THE MISSION. HERON'S KEY PROVIDES OPPORTUNITIES FOR RESIDENTS AND STAFF TO INTERACT WITHIN THE HERON'S KEY COMMUNITY, THE GREATER GIG HARBOR COMMUNITY AND BEYOND BY ESTABLISHING CLOSE TIES WITH COMMUNITY FACILITIES SUCH AS GIG HARBOR CHAMBER OF COMMERCE, AND BY DEVELOPING COMMUNITY OUTREACH PROGRAMS CONSISTENT WITH ITS MISSION. HERON'S KEY RECRUITS, DEVELOPS AND RETAINS COMPETENT AND CARING STAFF WHO SHARE THE ORGANIZATION'S PRINCIPLES, VALUES AND STANDARDS BY MAINTAINING OPEN COMMUNICATION AND STRESSING TEAM WORK THAT BUILDS UP THE SPIRIT OF COMMUNITY, AND DEVELOPING STANDARDS OF PERFORMANCE FOR EVALUATION BASED ON POSITION DESCRIPTIONS, AND PROVIDING FAIR, COMPETITIVE COMPENSATION AND BENEFITS. 5405830 0 6738904 HERON'S KEY HAS 30 SKILLED NURSING BEDS IN PRIVATE ROOMS THAT PROVIDE HOUSING, CARE AND NURSING SERVICES TO RESIDENTS THAT NEED THIS HIGHER LEVEL OF CARE. SERVICES IN THIS AREA MAY BE SHORT TERM TO PROVIDE NEEDED CARE TO REHABILITATE AFTER AN ILLNESS OR INJURY. THE SKILLED NURSING FACILITY ALSO PROVIDES LONG-TERM CUSTODIAL CARE FOR THOSE RESIDENTS NEEDING THIS HIGHER LEVEL OF HEALTH CARE. FOR LIFE PLAN RESIDENTS THESE ADDITIONAL SERVICES AND SUPPORT ARE PROVIDED AT THE RATE THE RESIDENT WOULD PAY IF THEY REMAINED IN THEIR INDEPENDENT LIVING RESIDENTIAL UNIT PLUS THE COST OF RECEIVING ADDITIONAL MEALS. A WIDE VARIETY OF HEALTH CARE, SUPPORT SERVICES, SOCIAL AND PROGRAM ACTIVITIES ARE AVAILABLE TO ASSIST AND CARE FOR RESIDENTS. 2300135 0 2867346 HERON'S KEY HAS 51 ASSISTED LIVING APARTMENTS THAT PROVIDE LONG-TERM HOUSING AND SERVICES TO RESIDENTS THAT NEED MORE CARE THAN INDEPENDENT LIVING RESIDENTS. FOR LIFE PLAN RESIDENTS THESE ADDITIONAL SERVICES AND SUPPORT ARE PROVIDED AT THE RATE THE RESIDENT WOULD PAY IF THEY REMAINED IN THEIR PRIVATE RESIDENTIAL UNIT PLUS THE COST OF RECEIVING ADDITIONAL MEALS. A WIDE VARIETY OF SUPPORT SERVICES ARE AVAILABLE TO ASSIST WITH ACTIVITIES OF DAILY LIVING AND MEMORY CARE FOR THOSE RESIDENTS WITH DEMENTIA. SOCIAL AND PROGRAM ACTIVITIES ARE PROVIDED. 19653486 1 1 0 0 0 0 0 0 1 0 1 0 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 45 0 234 1 0 0 0 0 0 0 0 0 0 0 0 0 X 12 12 0 1 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X DENISA FEDDERSEN 4255568100 10901 176TH CIRCLE NE REDMOND WA 98052 DWIGHT WHITING CHAIR 2.00 4.00 X X 0 0 0 DAPHNE SCHNEIDER VICE CHAIR 1.00 2.00 X X 0 0 0 DANNA VANHORN SECRETARY 1.00 2.00 X X 0 0 0 DAVID HUDSON TREASURER 1.00 2.00 X X 0 0 0 KAREN COHOE DIRECTOR 1.00 2.00 X 0 0 0 ROBERT CRIST DIRECTOR 1.00 2.00 X 0 0 0 JILL GUERNSEY DIRECTOR 1.00 2.00 X 0 0 0 JEFF JONES DIRECTOR 1.00 2.00 X 0 0 0 GARY KING DIRECTOR 1.00 2.00 X 0 0 0 STEPHANIE MARSHALL DIRECTOR 1.00 2.00 X 0 0 0 DEWAYNE MCMULLIN DIRECTOR 1.00 2.00 X 0 0 0 JUDY RICHARDSON DIRECTOR 1.00 2.00 X 0 0 0 LISA HARDY PRESIDENT & CEO (THROUGH DEC 2024) 15.00 35.00 X 0 643917 51536 DIANA JAMISON CFO (THROUGH JANUARY 2024) 20.00 30.00 X 0 105944 1620 KAY WALLIN VP OF MARKETING PUBLIC RELATIONS (THROUGH JUNE 2024) 22.50 27.50 X 0 273962 22107 DENISA FEDDERSEN CFO (AS OF JANUARY 2024) 15.00 35.00 X 0 291243 12893 SANDRA COOK VP OF MARKETING & PUBLIC RELATIONS (AS OF JULY 2024) 22.50 27.50 X 0 96305 364 AL CHAMBARD INTERIM CEO (AS OF NOVEMBER 2024) 15.00 35.00 X 0 79153 0 KAREN ROSE HEALTH SERVICES ADMINISTRATOR 50.00 0.00 X 171610 0 12924 STACY EDWARDS MARKETING DIRECTOR 50.00 0.00 X 147010 0 27257 ANGELA MCCLOSKEY DIRECTOR OF NURSING 50.00 0.00 X 149355 0 12256 DAWN EMERICH REGISTERED NURSE 50.00 0.00 X 108516 0 12881 HOLLY PHILLIPS HEALTH SERVICES ADMINISTRATOR 50.00 0.00 X 114974 0 13720 691465 1490524 167558 8 0 1 0 EMERALD COMMUNITIES 10901 176TH CIRCLE NE REDMOND WA 98052 MANAGEMENT SERVICES 1535945 ANGELL MARKETING 5353 N 16TH STREET SUITE 300 PHOENIX AZ 85016 MARKETING SERVICES 518791 E&J RENOVATIONS 20602 86TH AVENUE COURT E SPANAWAY WA 98387 CONSTRUCTION SERVICES 417608 GLY CONSTRUCTION PO BOX 672 BELLEVUE WA 98008 CONSTRUCTION SERVICES 390587 RICE FERGUS MILLER 275 FIFTH ST 100 BREMERTON WA 98337 ARCHITECTURAL SERVICES 372221 7 63664 63664 MONTHLY MAINTENANCE FE 623000 18076196 18076196 ENTRANCE FEES EARNED 623000 4693421 4693421 MEALS & OTHER SERVICES 623000 1051561 1051561 HEALTH SERVICES 623000 678843 678843 24500021 906442 906442 12 0 12 12 12 25470139 24500021 0 906454 7367777 6351665 1016112 86614 72668 13946 1901967 1675404 226563 603287 525601 77686 1535945 1535945 78215 78215 62449 62449 8002 8002 1605670 429301 1176369 592954 65685 527269 601650 368117 233533 176191 24943 151248 806692 806692 35793 25985 9808 83781 34205 49576 4197819 4194015 3804 3867033 3867033 277487 277487 FOOD 825019 818857 6162 HEALTH SERVICES 295084 295084 OTHER EXPENSES 63333 63231 102 BAD DEBT EXPENSE 35000 35000 25107762 19653486 5454276 0 8853922 7146505 109446 363905 531454 60267 45013 133433 150065 132659879 27121780 107530244 105538099 15496488 22997257 1618000 3362000 134165705 139770393 1458016 1509647 36489029 38890651 55305939 56682373 72806174 72202528 8426886 8699890 174486044 177985089 X -40635583 -38597320 315244 382624 -40320339 -38214696 134165705 139770393 X 362377 1743266 X X 0 1 X 1 0 X 1564439 68220 524593 943178 63664 3164094 18526098 20697539 23314276 24394344 24500021 111432278 20090537 20765759 23838869 25337522 24563685 114596372 0 0 0 114596372 277862 235084 124046 536928 906442 2080362 277862 235084 124046 536928 906442 2080362 20368399 21000843 23962915 25874450 25470127 116676734 0.98220 0.98480 0.01780 0.01490 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 4203334 4203334 118186556 21552534 96634022 3918654 1433895 2484759 6068576 4135351 1933225 282759 282759 105538099 DUE TO RELATED ORGANIZATIONS 208829 LOAN DUE TO RELATED ORGANIZATION 8491061 8699890 X 25359745 11619 11619 25348126 8002 114011 122013 25470139 25064760 0 25064760 8002 35000 43002 25107762 PART IV, LINE 2B: THE ORGANIZATION HOLDS UNIT RESERVATION DEPOSITS FOR INDIVIDUALS WAITING TO ENTER RESIDENCY AT HERON'S KEY. RESIDENT FUNDS ARE HELD IN TRUST FOR THE CONVENIENCE OF RESIDENTS. RESIDENTS CAN ACCESS THEIR FUNDS UPON REQUEST. RESIDENT FUNDS ARE HELD IN A SEPARATE INTEREST-BEARING BANK ACCOUNT. PART X, LINE 2: THE ORGANIZATION HAS BEEN GRANTED EXEMPTION FROM FEDERAL TAXES ON INCOME UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AS AN ORGANIZATION FORMED TO ESTABLISH AND OPERATE A CHARITABLE, NONPROFIT HOME FOR THE AGING. THE ORGANIZATION FILES FEDERAL TAX RETURN FORM 990 WITH THE U.S. GOVERNMENT. THERE ARE TAX YEARS THAT MAY BE SUBJECT TO REVIEW BY THE INTERNAL REVENUE SERVICE; HOWEVER, MANAGEMENT HAS DETERMINED THAT NO PROVISION FOR UNCERTAIN TAX POSITIONS WAS REQUIRED AS OF DECEMBER 31, 2024 AND 2023. PART XI, LINE 2D - OTHER ADJUSTMENTS: NET ASSETS RELEASED FROM RESTRICTIONS 11,619. PART XI, LINE 4B - OTHER ADJUSTMENTS: REALIZED GAINS OF INVESTMENTS AND ASSETS LIMITED AS TO USE 12. CONTRIBUTIONS WITH DONOR RESTRICTIONS 63,664. BAD DEBT EXPENSE 35,000. NET INVESTMENT GAIN ON BENEVOLENCE FUND 15,335. PART XII, LINE 4B - OTHER ADJUSTMENTS: BAD DEBT EXPENSE 35,000. X X X X 0 1 0 0 0 0 0 1 0 LISA HARDY PRESIDENT & CEO (THROUGH DEC 2024) 0 483015 0 99408 0 61494 0 22915 0 28621 0 695453 0 0 DENISA FEDDERSEN CFO (AS OF JANUARY 2024) 0 262539 0 27750 0 954 0 6675 0 6218 0 304136 0 0 KAY WALLIN VP OF MARKETING PUBLIC RELATIONS (THROUGH JUNE 2024) 0 164993 0 33284 0 75685 0 13749 0 8358 0 296069 0 0 KAREN ROSE HEALTH SERVICES ADMINISTRATOR 152038 0 19385 0 187 0 0 0 12924 0 184534 0 0 0 STACY EDWARDS MARKETING DIRECTOR 82464 0 64405 0 141 0 4875 0 22382 0 174267 0 0 0 ANGELA MCCLOSKEY DIRECTOR OF NURSING 140238 0 8653 0 464 0 0 0 12256 0 161611 0 0 0 PART I, LINE 4B EMERALD COMMUNITIES HAS A 457(F) SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN FOR CERTAIN EXECUTIVE EMPLOYEES. DURING 2024, THE FOLLOWING AMOUNTS WERE CONTRIBUTED TO THEIR PLANS: LISA HARDY, PRESIDENT & CEO (THROUGH DECEMBER 2024), $22,995 DENISA FEDDERSEN, CFO (AS OF JANUARY 2024), $13,678 DURING 2024, THE FOLLOWING AMOUNTS WERE DISTRIBUTED OUT OF THEIR PLANS: AL CHAMBARD, INTERIM CEO (AS OF NOVEMBER 2024), $31,153 DIANA JAMISON, CFO (THROUGH JANUARY 2024), $23,128 PART I, LINE 7 CERTAIN NON-FIXED INCENTIVE PAYMENTS WERE PAID TO MANAGEMENT STAFF THAT RELATED TO PERFORMANCE MEASUREMENTS OTHER THAN REVENUES AND NET EARNINGS. FORM 990, PART VI, SECTION A, LINE 1A THE EXECUTIVE COMMITTEE CONSISTS OF THE OFFICERS OF THE BOARD AND ONE AT-LARGE BOARD MEMBER. THE EXECUTIVE COMMITTEE IS RESPONSIBLE FOR (A) THE DEVELOPMENT AND PROPOSAL OF THE BOARD'S ANNUAL WORK PLAN FOR REVIEW AND ADOPTION BY THE BOARD, (B) THE REVIEW AND ACTION UPON ANY URGENT ISSUES AS MAY ARISE FOR THE BOARD BETWEEN THE REGULARLY SCHEDULED BOARD MEETINGS, EXCEPT AS MAY BE LIMITED BY THE BYLAWS, (C) THE REVIEW AND PREPARATION OF ANY ACTIONS OR POLICIES FOR CONSIDERATION BY THE BOARD AT ITS REGULARLY SCHEDULED MEETINGS, (D) THE CALL FOR A SPECIAL MEETING AND/OR ACTION OF THE BOARD AS MAY BE NEEDED, IN THE JUDGMENT OF THE EXECUTIVE COMMITTEE, BETWEEN REGULARLY SCHEDULED BOARD MEETINGS, (E) ANY APPROPRIATION OR EXPENDITURE OUTSIDE THE APPROVED OPERATIONS BUDGET NOT IN EXCESS OF 1% OF THE APPROVED OPERATING BUDGET FOR ANY FISCAL YEAR, SUBJECT TO REPORTING ANY SUCH APPROPRIATION OR EXPENDITURE TO THE BOARD MEETING NEXT FOLLOWING THE DECISION, AND (F) ANY SUCH MATTER OR MATTERS AS THE BOARD MAY FROM TIME TO TIME DEEM IT EXPEDIENT TO DELEGATE ITS AUTHORITY TO THE EXECUTIVE COMMITTEE. BETWEEN MEETINGS OF THE BOARD, THE EXECUTIVE COMMITTEE HAS THE AUTHORITY TO ACT FOR THE BOARD IN ANY MATTER FOR WHICH THE BOARD HAS POWER TO ACT, EXCEPT THAT THE EXECUTIVE COMMITTEE DOES NOT HAVE THE AUTHORITY TO (A) AMEND, ALTER OR REPEAL THE BYLAWS; (B) ELECT, APPOINT OR REMOVE ANY MEMBER OF ANY COMMITTEE, ANY DIRECTOR OR OFFICER; (C) AMEND THE ARTICLES OF INCORPORATION; (D) ADOPT A PLAN OF MERGER OR CONSOLIDATION; (E) AUTHORIZE THE SALE, LEASE OR EXCHANGE OF ALL OR SUBSTANTIALLY ALL THE ORGANIZATION'S PROPERTY AND ASSETS OUTSIDE OF THE ORDINARY COURSE OF BUSINESS; (F) AUTHORIZE THE ORGANIZATION'S VOLUNTARY DISSOLUTION OR REVOKE PROCEEDINGS THEREFORE; (G) ADOPT A PLAN FOR THE DISTRIBUTION OF THE ORGANIZATION'S ASSETS; OR (H) AMEND, ALTER OR REPEAL ANY RESOLUTION OF THE BOARD. ALL SUCH ACTS OF THE EXECUTIVE COMMITTEE ARE REPORTED TO THE BOARD AT ITS NEXT REGULARLY SCHEDULED MEETING, EXCEPT WHERE A NON-WRITTEN REPORT MAY BE GIVEN IN AN EXECUTIVE SESSION OF THE BOARD DUE TO THE CONFIDENTIAL NATURE OF THE MATTER. FORM 990, PART VI, SECTION A, LINE 3 MANAGEMENT SERVICES ARE PROVIDED BY EMERALD COMMUNITIES, THE SOLE MEMBER. FORM 990, PART VI, SECTION A, LINE 4 THE ORGANIZATION'S BYLAWS WERE AMENDED IN MAY 2024 TO CLARIFY DIRECTORS' VOTING RIGHTS ON COMMITTEES. FORM 990, PART VI, SECTION A, LINE 6 THE SOLE MEMBER OF HERON'S KEY IS EMERALD COMMUNITIES. FORM 990, PART VI, SECTION A, LINE 7A THE ELECTION OF DIRECTORS MUST BE APPROVED BY EMERALD COMMUNITIES, THE SOLE MEMBER. FORM 990, PART VI, SECTION A, LINE 7B AS THE SOLE MEMBER, EMERALD COMMUNITIES HAS THE RIGHT TO VOTE ON (A) THE ADMISSION OF NEW MEMBERS, (B) THE ELECTION AND REMOVAL OF DIRECTORS AND FILLING ANY VACANCIES ON THE BOARD, (C) ANY FINANCINGS OF THE ORGANIZATION FOR AMOUNTS IN EXCESS OF $1,000,000, (D) THE DISPOSITION OF SUBSTANTIALLY ALL OF THE ORGANIZATION'S ASSETS, (E) ANY MERGER WITH ANOTHER ENTITY, (F) ANY ELECTION TO DISSOLVE THE ORGANIZATION AND (G) ANY AMENDMENT OF THE BYLAWS OR THE ARTICLES OF INCORPORATION. IN ADDITION, THE MEMBER HAS ALL RIGHTS AFFORDED MEMBERS UNDER THE WASHINGTON NONPROFIT CORPORATION ACT. FORM 990, PART VI, SECTION B, LINE 11B THE CONTROLLER AND CFO REVIEWED THE FORM 990 WITH THE CEO. ALL MEMBERS OF THE BOARD OF DIRECTORS RECEIVED A COPY OF THE FORM 990 FOR REVIEW AND INPUT BEFORE IT WAS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION'S CONFLICT OF INTEREST POLICY APPLIES TO ALL BOARD MEMBERS, OFFICERS, COMMITTEE MEMBERS, AND EMPLOYEES DESIGNATED AS COVERED BY THE CEO. EVERY COVERED INDIVIDUAL IS REQUIRED TO COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE ANNUALLY. IF A BOARD OR COMMITTEE MEMBER HAS A POTENTIAL CONFLICT OF INTEREST RELATED TO A TRANSACTION, THE INDIVIDUAL DISCLOSES THE MATERIAL FACTS TO THE BOARD OR COMMITTEE MEMBERS. IF IT IS UNCLEAR WHETHER A BOARD OR COMMITTEE MEMBER OR THE CEO HAS A CONFLICT OF INTEREST, THE GOVERNANCE COMMITTEE OF THE BOARD MAKES THE DETERMINATION AND MAY EVALUATE ALTERNATIVES THAT DO NOT INVOLVE A CONFLICT. AFTER DISCLOSING MATERIAL FACTS, THE INDIVIDUAL WITH THE CONFLICT RECUSES THEMSELF FROM ALL OTHER DISCUSSIONS AND VOTES ON THE MATTER. THE BOARD OR COMMITTEE MEMBERS WITHOUT CONFLICTS MAY VOTE ON WHETHER TO ENTER THE TRANSACTION. IF AN EMPLOYEE OTHER THAN THE CEO HAS A POTENTIAL CONFLICT OF INTEREST, THEY DISCLOSE THE MATERIAL FACTS TO THE CEO. IF IT'S UNCLEAR WHETHER A CONFLICT EXISTS, THE CEO MAKES THE DETERMINATION. THE CEO MAY WORK WITH THE BOARD'S GOVERNANCE COMMITTEE TO EVALUATE ALTERNATIVES THAT DO NOT INVOLVE A CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE EMERALD COMMUNITIES EXECUTIVE COMMITTEE IS RESPONSIBLE FOR THE ANNUAL PERFORMANCE REVIEW OF THE PRESIDENT/CEO AND ESTABLISHING THE SALARY FOR THE POSITION. THESE INDEPENDENT BOARD MEMBERS CONSIDER COMPARABLE DATA FROM SURVEYS OR STUDIES AND APPROPRIATE INPUT FROM COMPENSATION PROFESSIONALS. THE RESULTS OF THESE DELIBERATIONS AND DECISIONS ARE CONTEMPORANEOUSLY SUBSTANTIATED. COMPENSATION REVIEWS ARE CONDUCTED ANNUALLY. THE PROCESS FOR DETERMINING COMPENSATION FOR OTHER OFFICERS AND KEY EMPLOYEES INCLUDES OVERALL BUDGET COMPENSATION CRITERIA FOR THE ORGANIZATION THAT ARE APPROVED BY THE BOARD OF DIRECTORS. ALL EMPLOYEES OF THE ORGANIZATION RECEIVE ANNUAL PERFORMANCE EVALUATIONS WHICH ARE CONDUCTED AT THE SAME TIME AND BECOME A KEY FACTOR IN COMPENSATION DECISIONS. SALARY SURVEYS AND MARKET COMPENSATION INFORMATION IS ALSO CONSIDERED. THE PERFORMANCE EVALUATION AND COMPENSATION DETERMINATION INCLUDE REVIEW AND APPROVAL BY THE CEO AND DIRECTOR OF HUMAN RESOURCES. THE PERFORMANCE EVALUATIONS, COMPENSATION DECISIONS, COMPARABILITY DATA AND COMPARISONS TO APPROVED BUDGETS ARE DOCUMENTED AS PART OF THE PROCESS. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2024. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP AGREEMENTS 1,743,266. FORM 990, PART XII, LINE 2C: THE ORGANIZATION'S PROCESS FOR SELECTING THE FINANCIAL STATEMENT AUDITOR AND FOR OVERSEEING THE FINANCIAL STATEMENT AUDIT DID NOT CHANGE DURING THE FISCAL YEAR. EMERALD COMMUNITIES 10901 176TH CIRCLE NE REDMOND WA 98052 204381745 PROVIDE MANAGEMENT SERVICES FOR RELATED ORGANIZATIONS WA 501(C)(3) LINE 12C, III-FI N/A 0 EASTSIDE RETIREMENT ASSOCIATION (DBA EMERALD HEIGHTS) 10901 176TH CIRCLE NE REDMOND WA 98052 911261904 LIFE PLAN RETIREMENT COMMUNITY WA 501(C)(3) LINE 10 EMERALD COMMUNITIES 0 LUANA KAI A LIFE PLAN COMMUNITY 10901 176TH CIRCLE NE REDMOND WA 98052 862275800 LIFE PLAN RETIREMENT COMMUNITY HI 501(C)(3) LINE 10 EMERALD COMMUNITIES 0 0 0 0 0 1 0 0 0 0 0 0 1 1 1 1 1 1 1 0