2025-07-07T14:11:26-05:00 2024-08-31 420714325 RSM US LLP 201 FIRST ST SE STE 800 CEDAR RAPIDS IA 524011425 990 2023-09-01 420841485 INTERMEDIARYED (F/K/A ACT INC) INTE 8003033070 PO BOX 28 MOUNT VERNON IA 52314 CURT YEDLIK CFO & TREASURER 8003033070 2025-07-01 1 0 SHAWNA HULS P01315330 3192985333 2025-07-01 2023 2025-03-06 01:10:19Z X X RANJIT SIDHU PO BOX 28 MOUNT VERNON IA 52314 647678084 0 X WWW.INTERMEDIARYED.ORG X 1960 IA HELPING PEOPLE ACHIEVE EDUCATION AND WORKPLACE SUCCESS X 9 7 972 362 177003 0 742900 1434386 234242638 194072939 5410482 156374289 337514 612316 240733534 352493930 536046 225976 0 0 109859253 65819230 0 0 0 109629137 97111163 220024436 163156369 20709098 189337561 298125051 420492194 51183908 3743400 246941143 416748794 X INTERMEDIARYED, FORMERLY KNOWN AS ACT, INC. (ACT), WAS ESTABLISHED AS A CORPORATION NOT FOR PECUNIARY PROFIT UNDER THE LAWS OF THE STATE OF IOWA ON AUGUST 23, 1960. THE PURPOSE AND MISSION OF ACT WAS TO ADVANCE EDUCATION BY PROVIDING PROGRAMS, SERVICES, AND CONDUCTING RESEARCH THAT ASSISTS: A) INDIVIDUALS PLANNING AND PURSUING EDUCATION AND TRAINING,B) EDUCATORS DELIVERING INSTRUCTION AND TRAINING, AND C) POLICY MAKERS CONCERNED WITH ENSURING THAT INDIVIDUALS ARE READY FOR EDUCATION AND WORKPLACE SUCCESS. 0 1 132019328 204837 178015454 EDUCATION ASSESSMENT PROGRAM - THE EDUCATION ASSESSMENT PROGRAM IS DESIGNED AND DEVELOPED TO INFORM INDIVIDUALS (AND THOSE HELPING THEM) ABOUT THE KNOWLEDGE AND SKILLS NEEDED FOR SUCCESS IN EDUCATION AND EVENTUALLY CAREER. INFORMATION RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLE INDIVIDUALS TO PREPARE THEMSELVES FOR A NEXT LEVEL OF EDUCATION AND/OR TRAINING. THE ASSESSMENTS PROVIDE EDUCATORS AND TRAINERS WITH INFORMATION USEFUL IN GUIDING THEIR TEACHING AND INSTRUCTION. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS FACILITATES RESEARCH ON EFFECTIVE EDUCATIONAL PRACTICES OF VALUE TO NATIONAL, STATE AND LOCAL EDUCATORS AND POLICY MAKERS. 13624111 21139 15880482 WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM - THE WORKFORCE DEVELOPMENT ASSESSMENT PROGRAM IS COMPLEMENTARY OF ITS EDUCATION ASSESSMENT PROGRAM IN THAT IT FOCUSES ON HELPING INDIVIDUALS TO ACQUIRE THE SKILLS THAT THEY NEED FOR SUCCESS IN THE WORKPLACE. THE PROGRAM IS A COMPONENT PART OF THE OVERALL EDUCATION PROCESS AND HELPS INDIVIDUALS TO UNDERSTAND THE SKILLS THEY WILL NEED TO BE READY FOR WORKPLACE RELATED EDUCATION AND TRAINING PROGRAMS. THE ASSESSMENTS ARE USED WIDELY BY EDUCATORS AND TRAINERS TO PRESCRIBE AND PROVIDE INSTRUCTIONAL INTERVENTIONS FOR THOSE INDIVIDUALS. COLLECTIVELY, DATA RESULTING FROM THE ADMINISTRATION OF THE ASSESSMENTS ENABLES RESEARCH ON NATIONAL, STATE, AND REGIONAL SKILL GAPS IN THE LABOR POOL AND FACILITATES DECISIONS AND STRATEGIES FOR ADDRESSING THEM. 145643439 1 1 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 1 0 0 1 X 6971 0 1 972 1 1 1 1 AS CH ID NL HK 0 0 0 0 0 0 0 0 0 0 X 9 7 1 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 0 1 1 CA IL MA MN NH NY X CURT D YEDLIK 8003033070 PO BOX 28 MOUNT VERNON IA 52314 X JANET GODWIN CEO (THRU 04/24) 40.00 X X 743850 0 37458 DANIEL A DOMENECH CHAIR 4.00 X X 87050 0 0 ANTHONY MILLER DIRECTOR 5.00 X 74750 0 0 JULIUS W MUIS DIRECTOR (THRU 07/24) 7.00 X 67250 0 0 KAREN CATOR DIRECTOR 4.00 X 61550 0 0 DEB DELISLE VICE CHAIR 3.00 X X 60600 0 0 EDUARDO J PADRON DIRECTOR 4.00 X 56900 0 0 RICHARD RHODES DIRECTOR 3.00 X 56750 0 0 SHIRLEY COLLADO DIRECTOR 2.00 X 50300 0 0 JAMIE MERISOTIS DIRECTOR 2.00 X 43650 0 0 RICARDO D TORRES DIRECTOR 3.00 X 12500 0 0 RANJIT SIDHU EXECUTIVE DIRECTOR (AS OF 05/24) 40.00 X 598725 0 30409 CURT YEDLIK CFO & TREASURER 40.00 X 383393 0 32151 JASON HAPPEL CORPORATE SECRETARY (09/23-05/24) 40.00 X 287167 0 38878 EMILY KASIK CORPORATE SECRETARY (AS OF 05/24) 40.00 X 116807 0 37322 CHARLES ASTORINO CHIEF SALES OFFICER 40.00 X 415937 0 45723 SHANE KING CHIEF OPERATING OFFICER 40.00 X 379238 0 19009 ADRIENNE DIEBALL VP - CONTENT SERVICES & SOLUTIONS 40.00 X 321121 0 46685 DIANNE HENDERSON VP - MEASUREMENT INNOVATION 40.00 X 397967 0 29740 DON WINGERT VP - IT INFRASTRUCTURE AND SERVICES 40.00 X 300969 0 24907 CHARLES MERRITT VP - EA-ADMINISTRATION 40.00 X 300150 0 15414 CAHNDRASHEKAR JOIS CHIEF INFORMATION OFFICER 40.00 X 319549 0 27801 ANDREW TAYLOR VP - PRODUCT 40.00 X 288850 0 31479 CHAD P WICK FORMER DIRECTOR 5.00 X 67744 0 0 WALTER BUMPHUS FORMER DIRECTOR 3.00 X 36600 0 0 MICHAEL CLIFTON FORMER CORPORATE SECRETARY 40.00 X 252875 0 31092 5782242 0 448068 295 1 1 0 NCS PEARSON 13036 COLLECTION CENTER DR CHICAGO IL 60693 DATA PROCESSING 24509786 AMAZON WEB SERVICES LLC PO BOX 84023 SEATTLE WA 98124 DATA PROCESSING/STORAGE 4541568 FEDERAL EXPRESS CORP PO BOX 94515 PALATINE IL 60094 DELIVERY SERVICES 3698317 STARTEK INC 4610 SOUTH ULSTER STREET SUITE 150 DENVER CO 80237 CALL CENTER - CUSTOMER CARE 2947610 HCL TECHNOLOGIES LIMITED 806 SIDDHARTHA 96 NEHRU PLACE NEW DELHI IN IT/SOFTWARE SERVICES 2442195 76 1434386 1434386 EDUCATIONAL ASSESSMENT 611710 153883832 153883832 EDU ASSESSMENT-ENCOURA 611710 24131622 24131622 WORKFORCE DEVELOPMENT 541900 16057485 15880482 177003 194072939 8903281 8903281 105 105 703766 91555 612211 612211 612211 197418296 245145311 198133973 96958626 -715677 148186685 147471008 147471008 352493930 193895936 177003 156986605 X 225976 225976 3036666 953549 2083117 49967338 43507166 6460172 2706381 2292270 414111 6215002 4598065 1616937 3893843 3299624 594219 593987 22302 571685 315676 6300 309376 168743 168743 189505 189505 37602652 37071324 531328 2742629 2710379 32250 11505672 11111662 394010 4960119 4053582 906537 500457 437152 63305 1439145 1229206 209939 792645 685074 107571 304965 304965 5446803 5356655 90148 2849548 17517 2832031 TEST ADMINISTRATION 13886884 13886884 ASSET IMPAIRMENT 13099230 13099230 PROGRAM EXPENSE 300600 300600 MEMBERSHIP FEES 270257 224606 45651 141646 80608 61038 163156369 145643439 17512930 0 70259864 252690234 329650 18741359 1104591 1177948 4106247 3572259 248773 18085000 34083496 18085000 80720097 108225770 97060951 -28198109 27900605 9095507 7505432 11907571 298125051 420492194 20351657 2055716 18507283 97103 10070000 53970 2200998 1590581 51183908 3743400 X 246576733 415821368 364410 927426 246941143 416748794 298125051 420492194 X 189337561 11818424 -31348334 X X 0 1 X 1 0 X 322000 844745 70000 742900 1434386 3414031 189688429 237692081 238503304 233991036 193895936 1093770786 190010429 238536826 238573304 234733936 195330322 1097184817 605632 1775235 5122930 3732080 1672 11237549 17458649 20036260 28080594 28092897 93668400 18064281 21811495 33203524 31824977 1672 104905949 992278868 6180329 2042622 1772549 3796697 9607152 23399349 6180329 2042622 1772549 3796697 9607152 23399349 33154 33154 196190758 240579448 240345853 238563787 204937474 1120617320 0.88550 0.86920 0.02090 0.01870 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 0 1 190625 0 0 190625 0 PART II-B, LINE 1, LOBBYING ACTIVITIES: THE ORGANIZATION CONTRACTED WITH LOBBYING FIRMS DURING THE YEAR TO ASSIST IN MONITORING FEDERAL AND STATE LEGISLATIVE ACTIVITY AND HELPING TO STRENGTHEN RELATIONSHIPS WITHIN EACH STATE CONCERNING THE ORGANIZATION'S INITIATIVES AND PROGRAMS. 10159178 10159178 7925822 7925822 18085000 PRIVATE EQUITY INVESTMENTS 7522220 C INVESTMENT IN ACT EDUCATION CORP. 20378385 C 27900605 POST RETIREMENT BENEFIT PLAN OBLIGATIONS 1590581 1590581 X PART X, LINE 2: FIN 48 FOOTNOTE FROM AUDITED FINANCIAL REPORT: INTERMEDIARYED AND ACT EDUCATION ASSESSMENT SERVICES, INC. ARE EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAXES ON ANY NET INCOME FROM UNRELATED BUSINESS ACTIVITIES. INTERMEDIARYED AND AEAS FILE FORM 990 (RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX) ANNUALLY, AND UNRELATED BUSINESS INCOME (UBI) IS REPORTED ON FORM 990-T, AS APPROPRIATE. INTERMEDIARYED HAS CERTAIN REVENUE FROM PROGRAMS AND SERVICES THAT, BY VIRTUE OF A 1980 AGREEMENT WITH THE INTERNAL REVENUE SERVICE (IRS), IS DEEMED TO BE UNRELATED TO ITS TAX-EXEMPT PURPOSE AND, THEREFORE, MAY BE SUBJECT TO FEDERAL AND STATE INCOME TAX. ACT EDUCATION ASSESSMENT SERVICES WAS DISSOLVED DURING FISCAL YEAR 2024 AND HAS FILED ITS FINAL RETURN. THE ENTITIES CONSOLIDATED INTO ACT INTERNATIONAL B.V. ARE NOT DIRECTLY SUBJECT TO U.S. INCOME TAX AND SUCH INCOME AND LOSS OF SUCH FOREIGN ENTITIES ARE NOT INCLUDED IN THE U.S. TAXABLE INCOME OF ACT. MANAGEMENT HAS EVALUATED THEIR MATERIAL TAX POSITIONS, WHICH INCLUDE SUCH MATTERS AS THE TAX-EXEMPT STATUS AND VARIOUS POSITIONS RELATIVE TO POTENTIAL SOURCES OF UBI. AS OF AUGUST 31, 2024 AND 2023, THERE WERE NO UNCERTAIN TAX BENEFITS IDENTIFIED AND RECORDED AS A LIABILITY AND ANY AMOUNTS OWED RELATED TO UBI ARE IMMATERIAL TO THE CONSOLIDATED FINANCIAL STATEMENTS AS A WHOLE. FORMS 990 AND 990-T FILED BY THE COMPANY ARE SUBJECT TO EXAMINATION BY THE IRS UP TO THREE YEARS FROM THE EXTENDED DUE DATE OF EACH RETURN. 1 CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES TESTING SERVICES 32777 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES TESTING SERVICES 1870097 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES TESTING SERVICES 282706 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 1701757 NORTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 172794 RUSSIA AND NEIGHBORING STATES 0 0 PROGRAM SERVICES TESTING SERVICES 39012 SOUTH AMERICA 0 0 PROGRAM SERVICES TESTING SERVICES 55045 SOUTH ASIA 0 0 PROGRAM SERVICES TESTING SERVICES 115256 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES TESTING SERVICES 86219 0 0 0 0 0 0 4269444 86219 4355663 0 0 1 0 0 1 PART I, LINE 3: PRIOR TO THE SALE TRANSACTION ON 5/1/24, THE FOREIGN EXPENDITURES FOR PROGRAM SERVICES REPORTED IN COLUMN (F) RELATE TO THE ADMINISTRATION OF THE ORGANIZATION'S ASSESSMENTS INTERNATIONALLY. THE ORGANIZATION MAY HAVE OTHER FOREIGN EXPENDITURES IN THE REGIONS LISTED THAT SUPPORT THE PROGRAMS OF ITS FOREIGN SUBSIDIARIES. THESE AMOUNTS ARE NOT SEPARATELY TRACKED AND ARE NOT REFLECTED IN THE AMOUNTS REPORTED. 1 ACT EDUCATION ASSESSMENT SERVICES INC 500 ACT DRIVE IOWA CITY IA 522430168 831610170 501(C)(3) 5452 0 GENERAL OPERATING UNITED WAY OF JOHNSON COUNTY 1150 5TH ST CORALVILLE IA 522412933 426062055 501(C)(3) 70000 0 MATCHING CONTRIBUTION FOR UNITED WAY CAMPAIGN IOWA CITY COMMUNITY SCHOOL DISTRICT FOUNDATION 1725 N DODGE ST IOWA CITY IA 52245 421177023 501(C)(3) 40000 0 2023-24 GREATEST NEED DONATION 3 0 PART I, LINE 2: THE ORGANIZATION REVIEWS THE QUALIFICATIONS OF THOSE REQUESTING CONTRIBUTIONS TO ENSURE THAT THEY ARE NONPROFIT ORGANIZATIONS. THE ORGANIZATION HAS CREATED AN EMPLOYEE COMMITTEE TO REVIEW ALL SUCH REQUESTS. REQUESTS UP TO $10,000 ARE APPROVED/DENIED BY THE COMMITTEE. REQUESTS OVER $10,000 ARE APPROVED/DENIED BY THE CEO. X 1 1 X X X X X X 1 1 0 0 0 1 0 0 0 JANET GODWIN CEO (THRU 04/24) 559622 0 156181 0 28047 0 19800 0 17658 0 781308 0 0 0 RANJIT SIDHU EXECUTIVE DIRECTOR (AS OF 05/24) 437110 0 157663 0 3952 0 19800 0 10609 0 629134 0 12501 0 CHARLES ASTORINO CHIEF SALES OFFICER 313359 0 77766 0 24812 0 19800 0 25923 0 461660 0 0 0 DIANNE HENDERSON VP - MEASUREMENT INNOVATION 315666 0 79288 0 3013 0 19127 0 10613 0 427707 0 0 0 CURT YEDLIK CFO & TREASURER 305798 0 75713 0 1882 0 16982 0 15169 0 415544 0 0 0 SHANE KING CHIEF OPERATING OFFICER 301039 0 75035 0 3164 0 18062 0 947 0 398247 0 0 0 ADRIENNE DIEBALL VP - CONTENT SERVICES & SOLUTIONS 257004 0 62602 0 1515 0 14268 0 32417 0 367806 0 0 0 CAHNDRASHEKAR JOIS CHIEF INFORMATION OFFICER 239965 0 61752 0 17832 0 15051 0 12750 0 347350 0 0 0 JASON HAPPEL CORPORATE SECRETARY (09/23-05/24) 216230 0 69790 0 1147 0 13331 0 25547 0 326045 0 0 0 DON WINGERT VP - IT INFRASTRUCTURE AND SERVICES 255077 0 31773 0 14119 0 15960 0 8947 0 325876 0 0 0 ANDREW TAYLOR VP - PRODUCT 232888 0 53323 0 2639 0 14170 0 17309 0 320329 0 0 0 CHARLES MERRITT VP - EA-ADMINISTRATION 245303 0 54290 0 557 0 7403 0 8011 0 315564 0 0 0 MICHAEL CLIFTON FORMER CORPORATE SECRETARY 159468 0 91927 0 1480 0 9710 0 21382 0 283967 0 91927 0 EMILY KASIK CORPORATE SECRETARY (AS OF 05/24) 107963 0 0 0 8844 0 6956 0 30366 0 154129 0 0 0 CHAD P WICK FORMER DIRECTOR 67744 0 0 0 0 0 0 0 0 0 67744 0 0 0 WALTER BUMPHUS FORMER DIRECTOR 36600 0 0 0 0 0 0 0 0 0 36600 0 0 0 PART I, LINE 1A THE ORGANIZATION'S TRAVEL POLICY GENERALLY PROHIBITS FIRST CLASS TRAVEL FOR TEAM MEMBERS AT THE ORGANIZATION'S EXPENSE. THE POLICY DOES ALLOW LIMITED EXCEPTIONS FOR FIRST CLASS TRAVEL AT THE ORGANIZATION'S EXPENSE UNDER CIRCUMSTANCES REQUIRING EXTENDED UNINTERRUPTED FLIGHTS. IN ADDITION, TEAM MEMBERS ARE ELIGIBLE TO FLY FIRST CLASS IF THERE IS NO ADDITIONAL EXPENSE TO THE ORGANIZATION (I.E., USE OF TRAVEL POINTS). ONE KEY EMPLOYEE WAS PROVIDED WITH FIRST CLASS TRAVEL, AND THE BOARD OF DIRECTORS TRAVELED FIRST CLASS WHERE ALLOWED PER BOARD COMPENSATION POLICY (I.E, AT LEAST ONE DIRECTION OF TRIP IS >= 3 HOURS). NO AMOUNT WAS TREATED AS TAXABLE COMPENSATION TO THE LISTED PERSONS. PART I, LINES 4A-B THE ORGANIZATION MAINTAINS A NON-QUALIFIED DEFERRED COMPENSATION PLAN UNDER SECTION 457(F) OF THE INTERNAL REVENUE CODE FOR CERTAIN LISTED PERSONS. THE PLAN DOES NOT ALLOW ELIGIBLE EMPLOYEES TO MAKE ELECTIVE CONTRIBUTIONS BUT DOES PROVIDE FOR THE ORGANIZATION TO MAKE DISCRETIONARY CONTRIBUTIONS TO ELIGIBLE EMPLOYEES. THE ORGANIZATION MADE NO SUCH CONTRIBUTIONS DURING THE YEAR. THE ORGANIZATION MAINTAINS SEVERANCE/TERMINATION AGREEMENTS WITH CERTAIN LISTED PERSONS. SEVERANCE AGREEMENTS GENERALLY PROVIDE FOR EITHER A LUMP SUM PAYMENT OR A SERIES OF PAYMENTS OVER TIME UPON THE TERMINATION OF THE LISTED PERSON. THE SPECIFIC TERMS AND CONDITIONS OF EACH SEVERANCE AGREEMENT ARE DETERMINED ON AN INDIVIDUAL BASIS. DURING THE YEAR THERE WERE SEVERANCE PAYMENTS MADE PURSUANT TO A CONFIDENTIAL AGREEMENT. ALL AMOUNTS PAID HAVE BEEN PROPERLY REPORTED ON FORM W-2 AND REPORTED IN FORM 990, PART VII, COLUMN D, AND ALSO IN SCHEDULE J, PART II, COLUMN B(III). THE AGREEMENT IS AVAILABLE TO THE INTERNAL REVENUE SERVICE UPON REQUEST. OTHER LISTED PERSONS MAY BE ELIGIBLE FOR SIMILAR SEVERANCE ARRANGEMENTS. PART I, LINE 6 THE ORGANIZATION MAINTAINS AN ANNUAL INCENTIVE PLAN WHICH PAYS OUT BONUSES YEARLY TO CERTAIN LISTED PERSONS. THE PLAN IS REEVALUATED AND UPDATED EVERY FISCAL YEAR. THE PAYOUT OF THE PLAN IS PARTLY BASED UPON THE FINAL FISCAL YEAR OPERATING INCOME RESULTS OF THE ORGANIZATION AND IS TYPICALLY PAID OUT FOLLOWING THE END OF THE FISCAL YEAR. ALL AMOUNTS PAID HAVE BEEN PROPERLY REPORTED ON FORM W-2 AND REPORTED IN FORM 990, PART VII, COLUMN D, AND ALSO IN SCHEDULE J, PART II, COLUMN B(II). DISCONTINUED OPERATIONS, PHYSICAL AND INTELLECTUAL PROPERTY, EQUIPMENT, AND OTHER ASSETS 2024-05-01 240699251 CASH AND OTHER CONSIDERATION RECEIVED IN SALE 991938691 IMPACT ASSET CORP (NOW KNOWN AS ACT EDUCATION CORP) 500 ACT DRIVE IOWA CITY IA 52243 PUBLIC BENEFIT CORP. 2100 & 2101 ACT CIRCLE, IOWA CITY, IOWA (LAND, BUILDINGS AND EQUIPMENT) 2024-04-01 4698000 SALE PRICE (GROSS PROCEEDS) 461275773 GRD DEVELOPMENT LLC 1805 STATE STREET SUITE 101 BETTENDORF IA 52722 LIMITED LIABILITY COMPANY 0 1 0 0 PART II, LINE 2E: EXPLANATION OF INVOLVEMENT: ON 5/1/24, MOST OF THE ORGANIZATION'S LEADERSHIP AND KEY EMPLOYEES TRANSITIONED TO A NEW COMPANY AS PART OF AN ASSET PURCHASE AGREEMENT. OFFICERS WHO TRANSFERRED TO THE NEW COMPANY INCLUDED: JANET GODWIN, JASON HAPPEL, CHARLES ASTORINO, SHANE KING, ADRIENNE DIEBALL, DON WINGERT, AND CHARLES MERRITT. AS PART OF THE TRANSACTION, THE ORGANIZATION RECEIVED 19.9% OF THE CLASS A COMMON STOCK OF GATEWAY IMPACT CORP. ONE DIRECTOR OF GATEWAY IMPACT CORP IS APPOINTED BY THE ORGANIZATION. THIS POSITION IS CURRENTLY HELD BY KAREN CATOR, WHO IS A BOARD MEMBER OF THE ORGANIZATION. FORM 990, PART I, LINE 6, NUMBER OF VOLUNTEERS: THE ORGANIZATION HAS STATE ORGANIZATIONS THAT SERVE AS ADVISORY AND ADVOCACY GROUPS TO FACILITATE COMMUNICATIONS BETWEEN ITSELF AND THE EDUCATIONAL INSTITUTIONS AND AGENCIES THAT PARTICIPATE IN ITS PROGRAMS. THESE ORGANIZATIONS ARE NOT SEPARATE LEGAL ENTITIES, BUT DO HAVE ORGANIZING BYLAWS. THE STATE ORGANIZATIONS PROVIDE FEEDBACK TO THE ORGANIZATION ON ITS PROGRAMS AS THEY RELATE TO THE INFORMATION NEEDS OF INDIVIDUALS, SCHOOLS, AND AGENCIES IN THE STATE. THERE ARE 362 REPRESENTATIVES INCLUDING EDUCATORS, AGENCY PERSONNEL, LEADERS OF STATE ASSOCIATIONS, AND WORKFORCE PROFESSIONALS WHO ACTIVELY VOLUNTEER THEIR TIME TO SERVE IN AN ADVISORY CAPACITY BY ATTENDING MEETINGS WITH THE ORGANIZATION'S REGIONAL AND NATIONAL OFFICE STAFF TO PROVIDE INPUT. FORM 990, PART III, LINE 3 ALL PROGRAMS AND SERVICES WERE SOLD ON 5/1/24 AS PART OF AN ASSET PURCHASE AGREEMENT. A FEW CONTRACTS COULD NOT BE IMMEDIATELY ASSIGNED TO THE NEW FOR-PROFIT PUBLIC BENEFIT CORPORATION, SO THE ORGANIZATION RETAINED THE EXISTING CONTRACT AND SUB-CONTRACTS THE DELIVERY TO THE NEW COMPANY. MORE SPECIFICALLY, THE ORGANIZATION RETAINED THE OREGON PREACT CONTRACT THAT EXPIRES ON 6/30/27. THE ORGANIZATION PROVIDES CONTRACT AND PROGRAM OVERSIGHT, IT COORDINATION SUPPORT (I.E., E-MAILS AND WEB HOSTING) AND ANNUAL INVOICING/PAYMENT SUPPORT. THE ORGANIZATION ALSO RETAINED TWO EXISTING GRANTS (ECMC AND KRESGE) AND SUBCONTRACTED TO THE NEW COMPANY FOR DELIVERY. THE ORGANIZATION PROVIDES GRANT CONTRACT AND PROGRAM OVERSIGHT AS WELL AS ACCOUNTING SUPPORT. FORM 990, PART VI, SECTION A, LINE 2 SOME CURRENT AND FORMER OFFICERS, DIRECTORS, AND KEY EMPLOYEES HAVE A BUSINESS RELATIONSHIP WITH OTHER CURRENT AND FORMER OFFICERS, DIRECTORS, AND KEY EMPLOYEES TO THE EXTENT THAT THEY ALSO SERVE TOGETHER ON THE BOARDS OF OTHER ENTITIES RELATED TO THE ORGANIZATION: JANET GODWIN, CURT YEDLIK, SHANE KING, AND JASON HAPPEL FORM 990, PART VI, SECTION A, LINE 4 IN MAY 2024, THE ORGANIZATION COMPLETED AN ASSET PURCHASE AGREEMENT WITH A BUYER TO SELL VARIOUS OPERATIONS, ASSETS AND LIABILITIES OF THE ORGANIZATION, AS WELL AS EQUITY INTERESTS OF THE ORGANIZATION'S WHOLLY OWNED SUBSIDIARIES. THE SALE TO THE BUYER WAS CONSIDERED A STRATEGIC SHIFT THAT HAD A MAJOR EFFECT ON THE ORGANIZATION'S OPERATIONS. FOLLOWING THE SALE OF ITS OPERATIONS AND MAJORITY OF ITS ASSETS , THE ORGANIZATION AMENDED AND RESTATED ITS BYLAWS AND ARTICLES OF INCORPORATION. THE SIGNIFICANT CHANGES ARE LISTED BELOW: 1. CHANGED ITS NAME FROM ACT, INC. TO INTERMEDIARYED. 2. UPDATED THE NUMBER OF BOARD MEMBERS TO AT LEAST FIVE BUT NOT MORE THAN NINE. 3. REMOVED ALL SECTIONS THAT REFERENCE THE ACT STATE ORGANIZATIONS. FORM 990, PART VI, SECTION B, LINE 11B PROCEDURES FOR REVIEW OF FORM 990 THE AUDIT COMMITTEE OF THE CORPORATION CONDUCTS A SUBSTANTIVE REVIEW OF THE FORM 990 PRIOR TO ITS FILING WITH THE ASSISTANCE OF THE CORPORATION'S CHIEF FINANCIAL OFFICER AND EXECUTIVE DIRECTOR. THE FINAL VERSION OF THE FORM 990 IS PROVIDED TO ALL OF THE MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS BEFORE IT IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST QUESTIONNAIRES SUBMITTED BY DIRECTORS AND OFFICERS ARE REVIEWED BY COUNSEL AND ADDRESSED BY THE GOVERNANCE AND NOMINATING COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15A COMPENSATION OF THE CEO IS DETERMINED BASED UPON A PROCESS THAT INCLUDES CONTEMPORANEOUS DOCUMENTATION AND A PERIODIC INDEPENDENT COMPENSATION STUDY CONDUCTED BY A PROFESSIONAL FIRM. AMONG OTHER BENCHMARKS, THE STUDY INCLUDES A REVIEW OF COMPENSATION PUBLISHED BY SIMILAR ORGANIZATIONS CONTAINED IN FORM 990. COMPENSATION OF THE CEO IS APPROVED BY THE BOARD BASED UPON THE RECOMMENDATION OF THE COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15B: COMPENSATION OF ALL OTHER OFFICERS AND KEY EMPLOYEES IS ESTABLISHED UNDER THE ORGANIZATION'S COMPENSATION POLICY. THE CEO APPROVES THE COMPENSATION FOR ALL OTHER OFFICERS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION A, BOARD MEMBER COMPENSATION: PER THE ORGANIZATION POLICY, BOARD MEMBERS ARE EXPECTED TO PARTICIPATE IN FOUR TWO-DAY BOARD MEETINGS, COMMITTEE MEETINGS THAT OCCUR THROUGHOUT THE YEAR, AND AT OTHER TIMES TO DISCUSS IMPORTANT AND STRATEGIC MATTERS PERTAINING TO THE ORGANIZATION. IN EXCHANGE FOR THEIR VALUABLE TIME AND SERVICE, THE ORGANIZATION COMPENSATES THE BOARD WITH AN ANNUAL AMOUNT THAT IS PRORATED FOR MEETING ATTENDANCE AND PARTIAL YEARS OF SERVICE. THE CHAIRMAN OF THE BOARD AND COMMITTEE CHAIRS, AS WELL AS BOARD MEMBERS WHO ARE REQUESTED TO PROVIDE TIME OTHER THAN FOR MEETING ATTENDANCE, RECEIVE ADDITIONAL COMPENSATION AT A COMMENSURATE RATE. IN ADDITION TO SERVING AS A VOTING MEMBER OF THE BOARD OF DIRECTORS, JANET GODWIN ALSO SERVED AS CEO OF THE ORGANIZATION UNTIL 5/1/24. COMPENSATION AS CEO IS DISCLOSED ON FORM 990, PART VII, SECTION A AND SCHEDULE J. SHE RECEIVES NO ADDITIONAL COMPENSATION FOR SERVICE AS A MEMBER OF THE BOARD OF DIRECTORS. FORM 990, PART VII, SECTION A, LINE 1A, COLUMN (B), AVERAGE HOURS PER WEEK: HOURS LISTED FOR EACH INDIVIDUAL ARE REPORTED ON A CALENDAR YEAR BASIS. HOURS REPORTED FOR EMPLOYEES REPRESENT RECORDED PAYROLL HOURS. ACTUAL HOURS WORKED MAY EXCEED THE HOURS REPORTED. FORM 990, PART IX, LINE 11G OTHER DATA PROCESSING: PROGRAM SERVICE EXPENSES 3,115,540. MANAGEMENT AND GENERAL EXPENSES 45,436. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,160,976. COMPUTER PROGRAMMING-EXTERNAL: PROGRAM SERVICE EXPENSES 922,337. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 922,337. COMPUTER PROCESSING-EXTERNAL: PROGRAM SERVICE EXPENSES 6,941,544. MANAGEMENT AND GENERAL EXPENSES 164,771. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 7,106,315. TEMPORARY LABOR: PROGRAM SERVICE EXPENSES 457,755. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 457,755. INTERCOMPANY SERVICE & M: PROGRAM SERVICE EXPENSES 331,011. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 331,011. ESSAY SCORING: PROGRAM SERVICE EXPENSES 2,266,439. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,266,439. ITEM DEVELOPMENT: PROGRAM SERVICE EXPENSES 57,754. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 57,754. CONSULTING AND OTHER SERVICE FEES: PROGRAM SERVICE EXPENSES 22,956,532. MANAGEMENT AND GENERAL EXPENSES 290,303. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 23,246,835. HONORARIA: PROGRAM SERVICE EXPENSES 22,412. MANAGEMENT AND GENERAL EXPENSES 30,818. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 53,230. FORM 990, PART XI, LINE 9: INCOME ON EQUITY INVESTMENT -5,946,025. PASSTHROUGH INCOME BOOK-TAX DIFFERENCE -24,131,622. (DECREASE) IN NET ASSETS - ACT INTERNATIONAL CONSOLIDATED -56,196. (INCREASE) IN NET ASSETS - ACT ASSESSMENT TECHNOLOGIES CONSOLIDATED 373,257. (DECREASE) IN NET ASSETS - ENCOURA, LLC -1,247,790. (DECREASE) IN NET ASSETS - ACT EDUCATION ASSESSMENT SERVICES -725. NET LOSS FROM ELIMINATING ENTRIES -339,233. FORM 990, PART XII, LINE 2C, RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT: THE ORGANIZATION'S AUDIT COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. ACT EDUCATION ASSESSMENT SERVICES INC (DISSOLVED 32624) 500 ACT DRIVE IOWA CITY IA 52243 831610170 TESTING SERVICES IA 501(C)(3) LINE 12A, I ACT INC 1 ENCOURA LLC (FKA NRCCUA LLC) (DIRECT) (UNTIL 52024) 1108 LAVACA ST STE 110-390 AUSTIN TX 78701 262320841 TESTING SERVICES DE ACT INC RELATED 24131622 0 0 ENCOURA LLC (FKA NRCCUA LLC) (INDIRECT) (UNTIL 52024) 1108 LAVACA ST STE 110-390 AUSTIN TX 78701 262320841 TESTING SERVICES DE STERLING NRCCUA HOLDINGS INC RELATED 0 0 MY COLLEGE OPTIONS INC (UNTIL 52024) 1212 NE WINDSOR DR LEES SUMMIT MO 64086 811392058 TESTING SERVICES DE ENCOURA LLC C 1 ACT ASSESSMENT TECHNOLOGIES INC (FKA ACT BRIDGE INC) (UNTIL 52024) 500 ACT DRIVE IOWA CITY IA 52243 461405341 TESTING SERVICES DE ACT INC C 813311 1 STERLING NRCCUA HOLDINGS INC (UNTIL 52024) 500 ACT DRIVE IOWA CITY IA 52243 811258127 TESTING SERVICES DE ACT ASSESSMENT TECHNOLOGIES INC C 1 ACT INTERNATIONAL BV (UNTIL 52024) NARITAWEG 165 1043 BW AMSTERDAM NL HOLDING COMPANY NL ACT INC C 1 ACT BUSINESS SOLUTIONS BV (UNTIL 52024) NARITAWEG 165 1043 BW AMSTERDAM NL TESTING SERVICES NL ACT INTERNATIONAL BV C 1 ACT INFORMATION CONSULTING (SHANGHAI) CO LTD (UNTIL 52024) RMS 326-329 3F BRIDGE NO 660-6 SHANGHAI CH TESTING SERVICES CH ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 2758750 1 ACT EDUCATION SOLUTIONS LTD (HONG KONG) (UNTIL 52024) ROOM 2503 BANK OF AMERICA TOWER 1 HONG KONG HK TESTING SERVICES HK ACT INTERNATIONAL BV C 999346 1 ACT EDUCATION SOLUTIONS (AUSTRALIA) PTY LTD (UNTIL 52024) UNIT 53 29 CARABELLA STREET NSW AS TESTING SERVICES AS ACT EDUCATION SOLUTIONS LTD (HONG KONG) C 1 0 1 0 1 0 0 0 0 0 0 0 1 1 1 1 1 1 1 1 ACT ASSESSMENT TECHNOLOGIES INC S 7823847 CASH ACT INTERNATIONAL BV S 2917694 CASH ACT INFORMATION CONSULTING (SHANGHAI) CO LTD L 1459573 WRITTEN CONTRACT ENCOURA LLC (FKA NRCCUA LLC) B 775657 CASH ENCOURA LLC (FKA NRCCUA LLC) M 413219 WRITTEN CONTRACT ACT EDUCATION SOLUTIONS LTD (HONG KONG) L 96590 WRITTEN CONTRACT FORM 990, SCHEDULE R, PARTS III AND IV IN MAY 2024, THE COMPANY COMPLETED AN ASSET PURCHASE AGREEMENT WITH A BUYER TO SELL VARIOUS OPERATIONS, ASSETS AND LIABILITIES OF THE COMPANY, AS WELL AS EQUITY INTERESTS OF THE COMPANY'S WHOLLY OWNED SUBSIDIARIES. AT 8/31/2024, THE ORGANIZATION HAD NO INTEREST IN THESE SUBSIDIARIES.