2025-11-07T14:21:41-06:00 2024-12-31 420714325 RSM US LLP 30 South Wacker Dr Suite 3300 Chicago IL 606063392 990 2024-01-01 141933339 ReliabilityFirst Corporation RELI 2165030600 3 Summit Park Drive Suite 600 Cleveland OH 44131 Christi Klein Treasurer/Mgr, Finance & Acctg 2165030600 2025-11-05 1 1 Ariel Garcia P02244437 3126343400 2025-11-05 2024 2025-03-06 01:10:19Z Timothy R Gallagher 3 Summit Park Drive Suite 600 Cleveland OH 44131 28160719 0 X www.RFirst.org X 2005 DE ReliabilityFirst's general purpose is to ensure the reliability and security of the bulk power system for the interconnected electric systems within the ReliabilityFirst geographic area (across 13 states and the District of Columbia). 14 11 131 11 0 0 27606336 27811922 0 0 198319 347302 1255 1495 27805910 28160719 0 0 0 0 24148455 26588173 0 0 0 3803553 3787903 27952008 30376076 -146098 -2215357 23703418 21306561 11535121 11147539 12168297 10159022 X To serve the public good and support health and safety through preserving and enhancing the reliability, security and resilience of the grid. 0 0 12218587 0 0 Reliability Assurance and Compliance Monitoring - The Reliability Assurance and Compliance Monitoring Program identified risks impacting entities, evaluated the effectiveness of entities' internal controls around specific Reliability Standards and Requirements, evaluated entities' capabilities in key management practice areas, tailored training centered on the needs of entities, and monitored compliance to the NERC Reliability Standards. 2297138 0 0 Reliability Assessment and Performance Analysis (RAPA) - The RAPA Program analyzed, assessed, and reported on the reliability and adequacy of the Bulk Electric System within the ReliabilityFirst footprint. Staff helped identify and assess risks across the footprint and its deliverables were a major contributor to the risk based efforts of the entire organization. This work included the performance of resource and transmission assessment studies; special analyses and investigations as warranted; and the collection and dissemination of data, lessons learned, and other information. 2256522 0 0 Enforcement - The Enforcement Program enforced compliance with Reliability Standards. Staff ensured that the selected disposition method for any noncompliance was consistent with the risk posed by the noncompliance, was adequately supported by the record, and promoted desired entity behaviors to enhance reliability. 1738456 0 0 Training and Education - The Training and Education Program focused on providing relevant training on risk identification, mitigation, and prevention to entities operating in the ReliabilityFirst footprint. 1338655 0 0 Situational Awareness - The Situational Awareness Program monitored conditions and emerging threats to the Bulk Electric System and performed event analysis for system disturbances and events by working with entities to identify and analyze the root causes of system events. 3077111 0 0 19849358 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 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 0 0 0 0 1 30 0 1 131 1 0 0 0 0 0 0 0 0 0 0 0 0 X 14 11 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 OH X Christi Klein 2165030657 3 Summit Park Drive Suite 600 Cleveland OH 44131 Patrick A Cass Director until 10/31/24 4.00 X 135215 0 0 Joanna Burkey Director 5.00 X 109758 0 0 Lesley Evancho Director 4.00 X 109758 0 0 Antonio Smythe Director - Chair 2.00 X 0 0 0 Nelson Peeler Director - Vice Chair 2.00 X 0 0 0 Steve Ambrose Director 2.00 X 0 0 0 Melika Carroll Director 2.00 X 16580 0 0 Craig Grooms Director 2.00 X 0 0 0 Courtney Geduldig Director until 1/31/24 1.00 X 26896 0 0 Scott Hipkins Director 1.25 X 0 0 0 Ken Seiler Director until 12/31/24 2.00 X 0 0 0 Rachel Snead Director until 12/31/24 2.00 X 0 0 0 Jennifer Sterling Director until 12/31/24 2.00 X 0 0 0 Robert Taylor Director 2.00 X 0 0 0 Joe Trentacosta Director 2.00 X 0 0 0 Simon Whitelocke Director 1.00 X 0 0 0 Timothy R Gallagher President & CEO 40.00 X 925300 0 94731 Jeffrey L Craigo SVP, Operations & Risk 40.00 X 413097 0 67508 Niki Schaefer VP & General Counsel 40.00 X 394595 0 86698 Diane Holder VP, Engineering & Strategic Engmnt 40.00 X 418483 0 76197 Beth Dowdell Treasurer & Sr Director, Corp Srvcs 40.00 X 334093 0 76824 Marcus Noel VP, Chief Security Officer 40.00 X 327569 0 65628 Kristen Senk Director, Legal & Enforcement 40.00 X 332493 0 66671 James A Uhrin Director, Engineering & Reliability 40.00 X 325682 0 69536 Erik Johnson Dir., Rel. Analysis until 5/17/24 40.00 X 322342 0 19083 Brian Thiry Director, Strategic Engagement 40.00 X 305307 0 72010 Matthew Thomas Director, Compliance Monitoring 40.00 X 299015 0 72009 Anthony Jablonski Sr Manager Risk Analysis 40.00 X 269274 0 67904 Antun Purgar Jr Sr Manager Ops Analysis & Awareness 40.00 X 267933 0 66299 Thomas Scanlon Sr Managing Counsel, Legal & Enforcement 40.00 X 245747 0 61954 Megan Gambrel Managing Counsel, Corp Compliance 40.00 X 246739 0 72057 Shawn Liggett Principal IT Analyst 40.00 X 234439 0 60923 6060315 0 1096032 90 0 1 0 0 X 27811922 27811922 347302 347302 1495 1495 1495 28160719 0 0 348797 5048752 2996556 2052196 14870315 11167164 3703151 3196535 2197497 999038 2241212 1508951 732261 1231359 913859 317500 8555 94 8461 140073 140073 24016 24016 561495 138314 423181 212081 94950 117131 675431 194677 480754 715497 715497 596925 465445 131480 362140 168948 193192 294686 2319 292367 132958 132958 64046 584 63462 30376076 19849358 10526718 0 8215892 6543633 182856 132842 31807 111140 198814 546301 6295247 5508072 928660 787175 10102704 9597072 4042685 3588398 23703418 21306561 6075500 6284759 350000 350000 5109621 4512780 11535121 11147539 X 12168297 10159022 12168297 10159022 23703418 21306561 -2215357 206082 0 X 0 1 X 1 0 X 24623554 26136945 25939413 27606336 27811922 132118170 24623554 26136945 25939413 27606336 27811922 132118170 51944029 80174141 120879 110094 169099 198992 347302 946366 81610 3958 1373 1255 1495 89691 133154227 0.60210 0.57850 X Schedule A, Part II, Line 10, Explanation of Other Income: Corporate Credit Cards Rewards Program - 2020 Amount: $ 1,297. 2021 Amount: $ 458. 2022 Amount: $ 1,373. 2023 Amount: $ 1,255. 2024 Amount: $ 1,495. Employee Flexible Spending Account Funds Forfeited - 2020 Amount: $ 2,934. 2021 Amount: $ 3,500. Miscellaneous Income - 2020 Amount: $ 77,379. Schedule A, Part II, Explanation of Organizational Funding: In 2024, ReliabilityFirst Corporation (RF) received assessments, pursuant to section 215(c) of the Federal Power Act. The Federal Energy Regulatory Commission (FERC) has certified the North American Electric Reliability Corporation (NERC), a section 501(c)(6) nonprofit organization, as an Electric Reliability Organization (ERO) to: (1) develop and enforce reliability standards applicable to all owners, operators, and users of the bulk power system and (2) delegate any of these activities to regional entities. RF and NERC have entered into a delegation agreement that designates RF as the regional entity for its region, which consists of all or portions of 13 states and the District of Columbia. As a regional entity, RF is responsible for developing and enforcing federal electric reliability standards in the RF region pursuant to RF's delegation agreement. The purpose of RF's activities is to enhance the reliability of the bulk power system and to prevent or reduce security threats, cyber-attacks, outages, and blackouts that could otherwise cause serious risk to public health, safety, and the economy. Assessments to fund RF's budget are allocated to electric market participants (load-serving entities or designees), based upon their electric usage in the region. This funding mechanism stems from and is consistent with section 215(c)(2)(b) of the Federal Power Act, which provides that the ERO must have rules that "allocate equitably reasonable dues, fees, and other charges among end users for all activities under this section." Load-serving entities include the costs of these assessments in the total cost of electricity sold to their individual ratepayers. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2110357 1724644 385713 416028 395191 20837 3768862 3388237 380625 787175 Deferred Comp. Plan Liability 603361 Operating Lease Right-Of-Use Assets 2985037 3588398 Deferred Comp. Plan Liability 603361 Operating Lease Obligations 3909419 4512780 X 28342785 206082 206082 28136703 24016 24016 28160719 30352060 0 30352060 24016 24016 30376076 Part X, Line 2: The Corporation is exempt from federal income taxes under Section 501(c)(3) of the Internal Revenue Code (the Code) and applicable state law, except for taxes pertaining to unrelated business income, if any. In accordance with the accounting standard on accounting for uncertainty in income taxes, the Corporation addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under this guidance, the Corporation may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. Examples of tax positions include the tax-exempt status of the Corporation and various positions related to the potential sources of unrelated business taxable income. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. There were no unrecognized tax benefits identified or recorded as liabilities during the period covered by these financial statements. The Corporation currently files Form 990 in the U.S. federal jurisdiction. The Corporation also files the charitable registration annual report in the state of Ohio. The Corporation's federal and state returns are generally open for examination for three years following the date filed. The Corporation will account for interest and penalties related to uncertain tax positions, if any, as part of tax expense. Part XI, Line 1: Revenue per Audited Financial Statements: Unrestricted $28,964,720 Regulatory Designations -$621,935 Total $28,342,785 Part XI, Line 1 Parts IX-X, Line 1: ASC 842 is the new lease accounting standard that replaced ASC 840 in 2019. In recognizing leases under ASC 840, Operating leases were not reflected in the Balance Sheet. Under the new accounting standard, ASC 842, all operating leases longer than 12 months are to be on the company balance sheet. The lease must be recognized as both an asset and offsetting liability for future lease payment. X X X X 1 0 0 0 0 0 0 1 0 Timothy R Gallagher President & CEO 533861 0 350765 0 40674 0 69000 0 25731 0 1020031 0 0 0 Diane Holder VP, Engineering & Strategic Engmnt 343228 0 74223 0 1032 0 69000 0 7197 0 494680 0 0 0 Niki Schaefer VP & General Counsel 324468 0 69887 0 240 0 64442 0 22256 0 481293 0 0 0 Jeffrey L Craigo SVP, Operations & Risk 340950 0 71115 0 1032 0 44976 0 22532 0 480605 0 0 0 Beth Dowdell Treasurer & Sr Director, Corp Srvcs 279701 0 54032 0 360 0 54292 0 22532 0 410917 0 0 0 Kristen Senk Director, Legal & Enforcement 279013 0 53264 0 216 0 53837 0 12834 0 399164 0 0 0 James A Uhrin Director, Engineering & Reliability 276030 0 48068 0 1584 0 52465 0 17071 0 395218 0 0 0 Marcus Noel VP, Chief Security Officer 270789 0 56540 0 240 0 52794 0 12834 0 393197 0 0 0 Brian Thiry Director, Strategic Engagement 256074 0 48993 0 240 0 49478 0 22532 0 377317 0 0 0 Matthew Thomas Director, Compliance Monitoring 250527 0 48272 0 216 0 49477 0 22532 0 371024 0 0 0 Erik Johnson Dir., Rel. Analysis until 5/17/24 75581 0 44436 0 202325 0 13678 0 5405 0 341425 0 6389 0 Anthony Jablonski Sr Manager Risk Analysis 231033 0 37898 0 343 0 42172 0 25732 0 337178 0 0 0 Antun Purgar Jr Sr Manager Ops Analysis & Awareness 230072 0 36894 0 967 0 43767 0 22532 0 334232 0 0 0 Megan Gambrel Managing Counsel, Corp Compliance 212114 0 34426 0 199 0 39921 0 32136 0 318796 0 0 0 Thomas Scanlon Sr Managing Counsel, Legal & Enforce 210007 0 35565 0 175 0 39422 0 22532 0 307701 0 0 0 Shawn Liggett Principal IT Analyst 200158 0 33470 0 811 0 38391 0 22532 0 295362 0 0 0 Part I, Line 4a The following individual received severance payments in 2024. These payments are reported as taxable compensation on Part II, Column b(iii): Erik Johnson, Severance - $195,499 Part I, Line 7 The Company paid bonuses during the year, which were partly determined by management's discretion. There are three components to these bonuses, including the incentive tier rate, the corporate percentage rate earned based on the performance of the Company as a whole, and the individual percentage rate earned based on the individual's performance. This is a standard formula, however, the incentive tier rate is based upon an individual's position in the company, the corporate rate is decided by the Talent and Compensation Committee of the Board, and the individual rate is based upon the management team's assessment of the individual's performance against their goals. Form 990, Part VI, Section A, line 6 ReliabilityFirst has three classes of members: Regular Members, Associate Members, and Adjunct Members. A Regular Member is any entity that has joined an Industry Sector that either (i) has no Affiliates or Related Parties that are Members or (ii) is the entity designated to be the Regular Member by any related group of Associate Members. Regular Members shall have the right to vote on all matters within their Industry Sector. Regular Members shall have all the rights and obligations of being a member in the Corporation. An Associate Member is any entity that has joined an Industry Sector and is an Affiliate or Related Party of a Regular Member. Associate Members shall not be entitled to vote within their Industry Sector or for any other purpose as a member. Associate Members shall otherwise have all the rights and obligations of being a member in the Corporation. An Adjunct Member is any entity that does not qualify to join an Industry Sector but has been approved for membership. Adjunct Members shall not be entitled to vote for any purpose as a member. Adjunct Members shall otherwise have all the rights of being a member in the Corporation. Form 990, Part VI, Section A, line 7a Members may elect one or more members of the governing body. Form 990, Part VI, Section A, line 7b Member approval is required to amend the Articles of Incorporation. Members elect directors. Two-thirds of the Industry Sector votes cast shall be required to: (a) amend the Bylaws, and (b) approve any proposal to terminate the Corporation. Form 990, Part VI, Section B, line 11b The Form 990 is prepared by RSM US LLP working in conjunction with RF's Finance and Accounting Manager. The completed Form 990 is reviewed by RF's SVP Operations & Risk, Treasurer, Finance and Accounting Manager, and the Chair of the Finance and Audit Committee, who is elected by the members of the governing board. It is at the discretion of the Finance and Audit Committee Chair to discuss the Form 990 with the Finance and Audit Committee and/or Board before filing. The Form 990 may not be presented to the full Finance and Audit Committee and the Board until after filing. Form 990, Part VI, Section B, line 12c ReliabilityFirst employees, officers, and directors complete conflict of interest forms annually that are reviewed and approved by the General Counsel. Any conflicts disclosed by the General Counsel or CEO are reviewed by the Finance and Audit Committee of ReliabilityFirst's Board of Directors, who also determines the appropriate way to address such conflicts. All other conflicts are addressed through mitigation plans specific to the conflict and reviewed and approved by the General Counsel. Form 990, Part VI, Section B, line 15 A full salary and benefits survey is conducted every three years and an update letter is received annually by an independent firm and is presented to the Talent and Compensation Committee of the Board of Directors. This independent firm also advises the organization regarding the President & CEO's total compensation package, which is reviewed annually by the Talent and Compensation Committee. A recommendation for any compensation change is presented to the full Board of Directors for approval. The President & CEO, Sr. Director of Corporate Services, and the Talent and Compensation Committee review the compensation of all other officers, key employees, and staff on an annual basis. The Board minutes document this review at a very high level; however, the Chair of the Talent and Compensation Committee provides written documentation as to the decisions made regarding compensation. Form 990, Part VI, Section C, line 19 Governance documents, including the conflict of interest policy, are available on the ReliabilityFirst public website. Additionally, the governing documents, conflict of interest policy, and financial statements are available upon request for the same period of disclosure as set forth in IRC Section 6104(d). Part VIII, Line 1f: Explanation of Organizational Funding: In 2024, ReliabilityFirst Corporation (RF) received assessments, pursuant to section 215(c) of the Federal Power Act. The Federal Energy Regulatory Commission (FERC) has certified the North American Electric Reliability Corporation (NERC), a section 501(c)(6) nonprofit organization, as an Electric Reliability Organization (ERO) to: (1) develop and enforce reliability standards applicable to all owners, operators, and users of the bulk power system and (2) delegate any of these activities to regional entities. RF and NERC have entered into a delegation agreement that designates RF as the regional entity for its region, which consists of all or portions of 13 states and the District of Columbia. As a regional entity, RF is responsible for developing and enforcing federal electric reliability standards in the RF region pursuant to RF's delegation agreement. The purpose of RF's activities is to enhance the reliability of the bulk power system and to prevent or reduce security threats, cyber-attacks, outages, and blackouts that could otherwise cause serious risk to public health, safety, and the economy. Assessments to fund RF's budget are allocated to electric market participants (load-serving entities or designees), based upon their electric usage in the region. This funding mechanism stems from and is consistent with section 215(c)(2)(b) of the Federal Power Act, which provides that the ERO must have rules that "allocate equitably reasonable dues, fees, and other charges among end users for all activities under this section." Load-serving entities include the costs of these assessments in the total cost of electricity sold to their individual ratepayers.