2025-11-11T13:43:19-06:00 2024-12-31 991856619 GRANT THORNTON ADVISORS LLC 53 STATE STREET SUITE 1600 BOSTON MA 02109 990 2024-01-01 391372542 VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION INC VERS 4149335000 PO BOX 2178 MILWAUKEE WI 532012178 CHRIS MISKEL PRESIDENT & CEO 4149335000 2025-11-11 1 0 ERIN COUTURE P01390592 6177237900 2024 2025-03-06 01:10:19Z CHRIS MISKEL PO BOX 2178 MILWAUKEE WI 532012178 55794093 0 X WWW.VERSITI.ORG X 1981 WI VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION ADVANCES LIFE-SAVING BASIC AND CLINICAL BLOOD RESEARCH. 15 14 6 16 -18218 0 5836992 7583828 0 0 4768070 9242860 341884 490843 10946946 17317531 9242529 10774042 0 0 1015980 1096354 441440 40610 980846 657548 520027 11357497 12431033 -410551 4886498 133873238 142624739 1501991 808137 132371247 141816602 X (SEE SCHEDULE O) 0 0 10689610 10689610 THE VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION (VBRIF) ADVANCES SCIENTIFIC DISCOVERY AND PATIENT CARE THROUGH COMPREHENSIVE SUPPORT OF BLOOD-RELATED RESEARCH, EDUCATION, AND COMMUNITY ENGAGEMENT PROGRAMS. ROOTED IN ITS NONPROFIT MISSION, THE VBRIF ENABLES GROUNDBREAKING BLOOD RESEARCH WHILE FOSTERING THE NEXT GENERATION OF SCIENTISTS AND IMPROVING THE LIVES OF PATIENTS AFFLICTED BY BLOOD DISORDERS. IN 2024, VBRIF-SUPPORTED RESEARCHERS PUBLISHED 122 PEER-REVIEWED MANUSCRIPTS WITH 45 FEATURING VBRI FACULTY AS LEAD OR SENIOR AUTHORS, INCLUDING 5 PUBLICATIONS IN JOURNALS WITH IMPACT FACTORS EXCEEDING 30. THE VBRIF'S RESEARCH SPANS 5 MAJOR PROGRAMS: TRANSFUSION MEDICINE, VASCULAR BIOLOGY, AND CELLULAR THERAPY; THROMBOSIS AND HEMOSTASIS; STEM CELL BIOLOGY AND HEMATOPOIESIS; IMMUNOLOGY; (CONTINUED IN SCHEDULE O) AND TRANSLATIONAL HEMATOLOGY. VBRIF GRANT TEAMS PROCESSED APPROXIMATELY $41M IN NEW MULTI-YEAR GRANTS AND SUBMITTED 112 PROPOSALS TOTALING $140.13M IN 2024. LEADERSHIP: VBRIF SUPPORTS VERSITI'S LEADERSHIP IN VENUS (VENOUS THROMBOEMBOLISM NETWORK US) AND REDS-IV-P (RECIPIENT EPIDEMIOLOGY AND DONOR EVALUATION STUDY), NATIONAL PROGRAMS ADVANCING THROMBOSIS TREATMENT AND BLOOD TRANSFUSION SAFETY. VBRIF FUNDS SPECIALIZED SHARED RESOURCES INCLUDING BIOINFORMATICS, FLOW CYTOMETRY, AND MOLECULAR BIOLOGY CORES. VBRIF ALSO CO-LEADS THE MRMC HEMATOLOGY BIOREPOSITORY WHICH PROVIDES ANNOTATED BIOLOGICAL SAMPLES FOR BIOMARKER DISCOVERY. INFRASTRUCTURE AND EDUCATION: OPERATING IN AN 82,000 SQUARE-FOOT FACILITY, THE VBRIF SUPPORTED 213 RESEARCH STAFF, INCLUDING 35 INVESTIGATORS, IN 2024. EDUCATIONAL INITIATIVES INCLUDE GRADUATE TRAINING, RESEARCH SYMPOSIA, AND COLLABORATIVE PARTNERSHIPS IN THE MILWAUKEE REGIONAL MEDICAL CENTER. THE VBRIF IS ALSO UNDERTAKING A $79M FACILITY EXPANSION WITH STATE FUNDING AND PRIVATE PHILANTHROPIC SUPPORT. THE INITIATIVE WILL GROW RESEARCH CAPACITY TO 167K SQUARE FEET AND STRENGTHEN WISCONSIN'S ROLE AS A GLOBAL CENTER FOR BLOOD RESEARCH. BY SUPPORTING RESEARCH, EDUCATION, AND SCIENTIFIC COLLABORATION, VBRIF CATALYZES DISCOVERY AND IMPROVED PATIENT CARE IN HEMATOLOGY AND TRANSFUSION MEDICINE. 84432 84432 VBRIF SUPPORTS THE EFFORTS OF ITS SUPPORTED ORGANIZATIONS, WHICH FURTHER THE IMPORTANT CAUSES OF BLOOD AND ORGAN DONATIONS AND RESEARCH. 10774042 1 1 0 0 0 0 0 0 0 1 1 1 0 0 0 1 0 1 0 0 1 0 0 1 1 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 0 0 6 1 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 15 14 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 WI X X DAWN HENSE 4149335000 638 N 18TH STREET MILWAUKEE WI 532332121 X CHRIS MISKEL PRESIDENT & CEO 1.00 54.00 X X 0 1622596 57669 JULIA SYBURG CHAIR 1.00 0.00 X X 0 0 0 DIXON BENZ II VICE CHAIR 1.00 0.00 X X 0 0 0 ANDY ANDERSON MD SECRETARY 1.00 0.00 X X 0 0 0 GUY CRANE TREASURER 1.00 0.00 X X 0 0 0 SAM BRADT BOARD MEMBER 1.00 0.00 X 0 0 0 LOUISE CROWLEY BOARD MEMBER - THRU 10/24 1.00 0.00 X 0 0 0 WILLIAM CROWLEY BOARD MEMBER 1.00 0.00 X 0 0 0 JASON DVORAK BOARD MEMBER 1.00 0.00 X 0 0 0 FRED GEILFUSS BOARD MEMBER 1.00 5.00 X 0 0 0 EMERY HARLAN BOARD MEMBER 1.00 0.00 X 0 0 0 KATHY KLEIN BOARD MEMBER 1.00 0.00 X 0 0 0 ROBERT H MANEGOLD BOARD MEMBER 1.00 5.00 X 0 0 0 ABHISHEK PULAKANTI BOARD MEMBER 1.00 0.00 X 0 0 0 JOHN R RAYMOND SR MD BOARD MEMBER 1.00 0.00 X 0 0 0 JOHAN SEGERDAHL BOARD MEMBER 1.00 0.00 X 0 0 0 SUZY STEMPER BOARD MEMBER - THRU 8/24 1.00 0.00 X 0 0 0 BART REUTER EVP & GENERAL COUNSEL 1.00 54.00 X 0 861600 66046 ANTHONY WATKINS EVP&CFO-THRU 3/24;BUS DEV-AS OF 3/24 1.00 54.00 X 0 748711 29876 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 3.00 52.00 X 33530 637080 39231 BARBARA BRYANT EVP & CHIEF MED. OFF. - THRU 8/24 1.00 54.00 X 0 447822 25848 KELLEY MCCASKILL VP OF PHILANTHROPY 55.00 0.00 X 182039 0 37232 MATTHEW ANDERSON MD EVP & CHIEF MED. OFF. - AS OF 7/24 1.00 54.00 X 0 471868 65850 DEREK TYUS EVP & CHIEF FINANCIAL OFF. - AS 3/24 1.00 54.00 X 0 452304 48353 JOHN MABRY DIRECTOR TECH TRANSFER 55.00 0.00 X 199236 0 55178 ALBERTO G HUERTA DIRECTOR FDN DEVELOPMENT 55.00 0.00 X 110578 0 14786 525383 5241981 440069 3 0 1 0 ZIZZO GROUP 131 S 1ST STREET MILWAUKEE WI 53204 MARKETING FIRM 137999 1 5619 281269 3810000 3486940 52962 7583828 3315036 -18218 3333254 530284 530284 44301670 38373846 5927824 5927824 5927824 63275 281269 102716 -39441 -39441 17317531 0 -18218 9751921 10774042 10774042 254762 35491 219271 631685 281687 349998 31615 16183 15432 118508 53535 64973 59784 22635 37149 99190 99190 40610 40610 72842 72842 47516 54 47462 131979 25 131954 422 422 37646 37646 46838 46838 1050 1050 12661 4413 8248 38430 21627 16803 3866 3866 UBI TAXES 20500 20500 EQUIPMENT LEASE & MAINT 3500 3500 DUES & MEMBERSHIPS 2410 1075 1335 EMPLOYMENT 831 50 781 346 346 12431033 10774042 676145 980846 X 0 0 4753757 1562028 1554665 3020656 97087 165244 0 0 0 0 0 0 0 0 0 0 54657 54657 3866 0 90599806 100917738 36864057 36959073 0 0 0 0 0 133873238 142624739 1501991 808137 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1501991 808137 X 123216504 129211445 9154743 12605157 132371247 141816602 133873238 142624739 X 4886498 4602836 -43979 X 0 1 X 1 0 X X X 4 VERSITI WISCONSIN INC 390807235 7 1 10774042 0 VERSITI ILLINOIS INC 362179768 10 1 0 0 VERSITI MICHIGAN INC 381550001 10 1 0 0 VERSITI INDIANA INC 350991629 10 1 0 0 4 10774042 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 PART IV, SECTION C, LINE 1: MAJORITY OF DIRECTORS OR TRUSTEES A MAJORITY OF THE VBRIF BOARD OF DIRECTORS SERVE BY VIRTUE OF THEIR ROLE AT VERSITI, INC., VERSITI WISCONSIN, INC., VERSITI ILLINOIS, INC., VERSITI MICHIGAN, INC., OR VERSITI INDIANA, INC. WHICH SHARE A COMMON BOARD, OR AS ELECTED BY THE VERSITI WISCONSIN BOARD OF DIRECTORS. SENIOR MANAGEMENT PERSONNEL HAVE OVERSIGHT OVER THE SUPPORTING AND SUPPORTED ORGANIZATIONS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 104985040 784199 12490658 4744538 113515359 94766972 671355 14059961 4513248 104985040 112901289 848275 -13361785 5620807 94766972 99612019 1371435 16077669 4159834 112901289 89992682 4494881 9457908 4333452 99612019 0.98030 0.01970 0 0 54657 54657 0 0 PARTNERSHIP INTERESTS 23338695 F PRIVATE EQUITY 7657982 F REAL ESTATE FUNDS 4429766 F MUTUAL FUNDS 1278733 F EMERGING GROWTH FUNDS 253897 F 36959073 X 21943965 4602836 4602836 17341129 72842 -96440 -23598 17317531 12498610 0 12498610 72842 -140419 -67577 12431033 PART V, LINE 4: ENDOWMENTS THE BOARD DESIGNATED ENDOWMENT FUNDS ARE DESIGNATED BY THE BOARD AS ENDOWMENT FUNDS TO ENSURE THE CONTINUING AVAILABILITY OF FUNDS FOR RESEARCH PURPOSES. THE PERMANENT ENDOWMENT FUNDS ARE DESIGNATED BY THE DONOR AND ARE SUBJECT TO PURPOSE RESTRICTIONS. PART X, LINE 2: INCOME TAXES VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION HAVE ALL RECEIVED TAX DETERMINATION LETTERS CONFIRMING THAT THE ORGANIZATIONS QUALIFY AS TAX-EXEMPT ORGANIZATIONS UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). THE ORGANIZATION FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION ARE EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3), THOUGH THEY ARE SUBJECT TO TAX ON INCOME UNRELATED TO THEIR EXEMPT PURPOSES, UNLESS THAT INCOME IS OTHERWISE EXCLUDED BY THE IRC. THE ORGANIZATION HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT HAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. THE ORGANIZATION FILES FEDERAL AND STATE INCOME TAX RETURNS TO REPORT UNRELATED BUSINESS INCOME WHERE APPLICABLE, AND WITH FEW EXCEPTIONS, THOSE PERIODS GENERALLY REMAIN OPEN THREE YEARS FOR FEDERAL PURPOSES AND FOUR YEARS FOR STATE PURPOSES. THE STATUTE OF LIMITATIONS WILL REMAIN OPEN FOR ANY YEARS WHERE RETURNS WERE NOT FILED. THE ORGANIZATION HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE ORGANIZATION RECOGNIZES, IF NECESSARY, INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN THE PROVISION FOR INCOME TAXES. THERE WERE NO MATERIAL INTEREST OR PENALTIES RELATED TO INCOME TAXES THAT HAVE BEEN ACCRUED OR RECOGNIZED AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023. PART XI, LINE 4B - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES REPORTED WITH REVENUE -102,716. DONATED AUCTION ITEMS 6,276. PART XII, LINE 4B - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES REPORTED WITH REVENUE -96,440. BAD DEBT RESERVE ADJUSTMENT -43,979. CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 7467000 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 INVESTMENTS 2061000 0 0 0 0 0 0 9528000 0 9528000 1 0 1 0 0 0 PART I, LINE 3: THE FMV OF THE INVESTMENTS IS LISTED IN COLUMN (F). X X X X X X 1 COMMUNITY COUNSELING SERVICE CO LLC 155 W WACKER DR 1790 CHICAGO IL 60606 DONOR INTERVIEWS, PROJECT SUPPORT, MATERIALS PREPARATION 0 0 40610 -40610 40610 -40610 WI IMAGINE GALA 314051 264909 49142 15644 600 37090 5000 20077 VAMPIRE BALL 30493 16360 14133 7021 725 9216 830 6513 344544 281269 63275 22665 1325 46306 5830 26590 102716 -39441 1 VERSITI WISCONSIN INC 638 N 18TH ST MILWAUKEE WI 53233 390807235 501(C)(3) 10216154 0 RESEARCH VERSITI WISCONSIN INC 638 N 18TH ST MILWAUKEE WI 53233 390807235 501(C)(3) 458652 0 PROJECT RESEARCH VERSITI WISCONSIN INC 638 N 18TH ST MILWAUKEE WI 53233 390807235 501(C)(3) 84432 0 ORGAN PROJECTS VERSITI WISCONSIN INC 638 N 18TH ST MILWAUKEE WI 53233 390807235 501(C)(3) 14804 0 CLINICAL PROJECTS 1 PART I, LINE 2: PROCEDURE FOR MONITORING USE OF GRANT FUNDS INSIDE U.S. VBRIF PROVIDES GRANT FUNDING TO ITS SUPPORTED ORGANIZATIONS. THESE FUNDS ARE USED TO PROVIDE RESOURCES THAT WILL SUPPORT FUTURE TRANSFUSION MEDICINE AND TRANSPLANT RESEARCH. MONITORING THE INVESTMENT OF THESE FUNDS IS PERFORMED BY THE INVESTMENT COMMITTEE. THE DISTRIBUTIONS AND WHAT THESE ARE USED FOR ARE COMPLETED BY THE VICE PRESIDENT OF DEVELOPMENT AND EXEC VP & CFO. 0 0 0 1 1 1 1 1 0 CHRIS MISKEL PRESIDENT & CEO 0 797098 0 800704 0 24794 0 24151 0 33518 0 1680265 0 0 BART REUTER EVP & GENERAL COUNSEL 0 430545 0 405410 0 25645 0 24151 0 41895 0 927646 0 0 ANTHONY WATKINS EVP&CFO-THRU 3/24;BUS DEV-AS OF 3/24 0 327282 0 354500 0 66929 0 24151 0 5725 0 778587 0 0 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 26178 497386 5905 112195 1447 27499 794 15090 1167 22180 35491 674350 0 0 MATTHEW ANDERSON MD EVP & CHIEF MED. OFF. - AS OF 7/24 0 403926 0 65100 0 2842 0 24150 0 41700 0 537718 0 0 DEREK TYUS EVP & CHIEF FINANCIAL OFF. - AS 3/24 0 329247 0 120000 0 3057 0 23693 0 24660 0 500657 0 0 BARBARA BRYANT EVP & CHIEF MED. OFF. - THRU 8/24 0 328620 0 101700 0 17502 0 23946 0 1902 0 473670 0 0 JOHN MABRY DIRECTOR TECH TRANSFER 176651 0 21371 0 1214 0 13229 0 41949 0 254414 0 0 0 KELLEY MCCASKILL VP OF PHILANTHROPY 169752 0 11100 0 1187 0 12429 0 24803 0 219271 0 0 0 PART I, LINE 3 TOP MANAGEMENT'S COMPENSATION VBRIF DOES NOT DIRECTLY COMPENSATE ITS EMPLOYEES OR OFFICERS; INSTEAD VBRIF RELIES ON ITS RELATED ENTITIES, VERSITI WISCONSIN, INC. AND VERSITI, INC., TO FACILITATE COMPENSATION OF VBRIF EMPLOYEES AND OFFICERS. VERSITI AND ITS AFFILIATED BLOOD CENTERS GREATLY VALUE THE GENEROUS CONTRIBUTIONS OF THE INDIVIDUALS AND ORGANIZATIONS THAT SUPPORT OUR MISSION WITHIN THE COMMUNITY WE SERVE. IN ORDER TO ENSURE PROPER STEWARDSHIP OF OUR CHARITABLE RESOURCES, VERSITI AND ITS AFFILIATES FOLLOW A FORMALIZED PROCESS TO CONFIRM THAT COMPENSATION PROVIDED TO OUR EXECUTIVE LEADERSHIP TEAM IS FAIR, REASONABLE, AND NOT EXCESSIVE WHEN COMPARED TO OTHER EXECUTIVES. THIS PROCESS ALSO HELPS US ENSURE THAT OUR COMPENSATION PROGRAM SUPPORTS THE RETENTION OF EXPERIENCED HIGHLY-QUALIFIED EXECUTIVES WHO ARE COMMITTED TO OUR MISSION. THE EXECUTIVE COMMITTEE OF THE VERSITI BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR VERSITI AND THE RELATED ENTITIES THAT IT SUPPORTS, INCLUDING VBRIF. OTHER THAN THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER, THE EXECUTIVE COMMITTEE DOES NOT INCLUDE MEMBERS OF MANAGEMENT. TO ENSURE THAT THE COMMITTEE IS COMPRISED OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO VERSITI COMPENSATION ARRANGEMENTS, THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER RECUSES HER/HIMSELF FROM ALL DISCUSSIONS AND APPROVALS RELATED TO HER/HIS COMPENSATION. THE VERSITI EXECUTIVE COMMITTEE REVIEWS EXECUTIVE COMPENSATION ARRANGEMENTS TO ENSURE SUCH ARRANGEMENTS ARE FAIR, REASONABLE, AND NOT EXCESSIVE WHEN COMPARED TO SIMILARLY-SITUATED EXECUTIVES. EXECUTIVE COMPENSATION ARRANGEMENTS ARE REVIEWED FOR REASONABLENESS AND APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY IN ACCORDANCE WITH THE VERSITI REASONABLENESS REVIEW POLICY. IN ORDER TO ASSESS THE REASONABLENESS OF EXECUTIVE COMPENSATION ARRANGEMENTS, THE EXECUTIVE COMMITTEE OBTAINS AND REVIEWS APPROPRIATE COMPARABILITY DATA COLLECTED BY THE HUMAN RESOURCE DEPARTMENT AND/OR A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT. THE EXECUTIVE COMMITTEE ENGAGES A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT ANNUALLY. THE INDEPENDENT CONSULTANT PERFORMS AN ANALYSIS OF COMPENSATION LEVELS AT REGIONAL AND NATIONAL ORGANIZATIONS OF COMPARABLE SIZE, SCOPE AND STRUCTURE; AND PROVIDES THE COMMITTEE WITH COMPREHENSIVE DATA ON THE AVAILABILITY OF SIMILAR SERVICES WITHIN THE GEOGRAPHIC AREA, COMPENSATION SURVEYS, WRITTEN OFFERS FROM SIMILAR INSTITUTIONS, AND OTHER INFORMATION RELEVANT TO COMPARABILITY OF COMPENSATION. THE EXECUTIVE COMMITTEE'S REVIEW, RECOMMENDATIONS AND APPROVALS ARE DOCUMENTED CONCURRENTLY IN THE COMMITTEE MINUTES, WHICH ARE SUBSEQUENTLY REVIEWED AND APPROVED BY THE EXECUTIVE COMMITTEE AS REASONABLE, ACCURATE AND COMPLETE. THE COMMITTEE CHAIR VERBALLY COMMUNICATES TO THE VERSITI BOARD OF DIRECTORS A CONFIRMATION OF COMPENSATION REASONABLENESS AND TEH OVERALL DUE DILIGENCE PROCESS. VERSITI AND VERSITI WISCONSIN HAVE INCENTIVE PROGRAMS FOR EXECUTIVES, DIRECTORS, MANAGEMENT, INVESTIGATORS AND STAFF DESCRIBED IN DETAILED WRITTEN POLICIES APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY. EVALUATION AND COMPENSATION REVIEW -CEO - EACH YEAR, THE EXECUTIVE COMMITTEE EVALUATES THE CEO'S PERFORMANCE AGAINST ESTABLISHED OBJECTIVES, DETERMINES INCENTIVE PAYMENT AND MERIT INCREASE BASED UPON PERFORMANCE AND MARKET DATA PROVIDED BY THE THIRD PARTY COMPENSATION CONSULTANT, AND WORKS WITH THE CEO TO ESTABLISH OBJECTIVES FOR THE NEXT YEAR. -EXECUTIVES - THE BOARD OF DIRECTORS HAS DELAGATED TO THE VERSITI/VERSITI WISCONSIN CEO THE PERFORMANCE ASSESSMENT AND COMPENSATION DECISIONS FOR HIS/HER TEAM AND LEADERS ELIGIBLE FOR THE VERSITI LEADERSHIP INCENTIVE PLAN. DURING THE MAY MEETING, THE EXECUTIVE COMMITTEE REVIEWS THE INCENTIVES (SHORT AND LONG-TERM) PAYOUTS AND MERIT INCREASES ASSIGNED TO THE EXECUTIVE TEAM AS PART OF THE ANNUAL COMPENSATION REASONABILITY REVIEW CONDUCTED BY AON CONSULTANTS. THE EXECUTIVE COMMITTEE REVIEWS AND APPROVES THE SALARY INCREASES AND INCENTIVE PAYOUTS OF THE CEO BEFORE PAYMENT. EXECUTIVES ARE POSITIONED WITHIN THE APPROPRIATE SALARY RANGE BASED UPON THE: -EXECUTIVE'S KNOWLEDGE, COMPETENCIES, AND EXPERIENCE, -PERFORMANCE OF THE EXECUTIVE'S AREAS OF RESPONSIBILITY, -THE EXECUTIVE'S CONTRIBUTION TO OVERALL PERFORMANCE -THE IMPORTANCE OF RETAINING THE EXECUTIVE, -INTERNAL EQUITY CONSIDERATIONS, -THE FINANCIAL RESOURCES AVAILABLE, AND -EXECUTIVE BASE SALARY INCREASES PROVIDED IN THE COMPETITIVE MARKET PART I, LINES 5A, 5B, 6A, 6B AND 7: NON-FIXED PAYMENTS INCENTIVE PAYOUT OPPORTUNITIES, BASED ON PERCENTAGE OF BASE PAY RATE, ARE AVAILABLE TO CERTAIN EMPLOYEES OF THE FILING ORGANIZATION. WHILE LEVELS OF THE INCENTIVE PAYOUT OPPORTUNITY ARE FIXED AND DETERMINED PERCENTAGES OF BASE COMPENSATION, THE INCENTIVE PAYOUT IS DETERMINED, IN PART, ON THE CONSOLIDATED REVENUE AND NET EARNINGS OF OPERATING DIVISIONS. THE INCENTIVE PAYOUT IS SUBJECT TO THE REVIEW OF ACCOMPLISHMENTS/OBJECTIVES AND THE ULTIMATE DETERMINATION OF INCENTIVE COMPENSATION IS SUBJECT TO PRESIDENT/CEO AND EXECUTIVE COMMITTEE OF THE BOARD APPROVAL. X 4 46686 FMV X AUCTION ITEMS 16 6276 FMV 0 1 0 PART I, COLUMN (B): METHOD USED VBRIF USES THE NUMBER OF CONTRIBUTIONS AS THE METHOD FOR DETERMINING THE AMOUNT IN COLUMN (B). FORM 990, PART III, LINE 1 VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION, INC. (VBRIF) WAS FORMED TO SUPPORT RESEARCH AND EDUCATIONAL ACTIVITIES RELATED TO BLOOD AT VERSITI WISCONSIN, INC., VERSITI ILLINOIS, INC., VERSITI INDIANA, INC. AND MICHIGAN BLOOD, INC. AND OTHER SIMILAR ENTITIES ENGAGED IN TRANSFUSION OR TRANSPLANT MEDICAL SERVICES OR RESEARCH. FORM 990, PART VI, SECTION A, LINE 6 ORGANIZATION MEMBERS VBRIF HAS INDIVIDUAL VOTING MEMBERS CONSISTING OF THE DIRECTORS OF THIS CORPORATION, VBRIF DIRECTORS EMERITUS, INDIVIDUALS WHO WERE INDIVIDUAL MEMBERS OF THE VERSITI WISCONSIN, INC. ON DECEMBER 31, 2013, VERSITI WISCONSIN DIRECTORS EMERITUS, AND ANY OTHER INDIVIDUAL ELECTED TO MEMBERSHIP BY VERSITI WISCONSIN (VBRIF MEMBERS). THE VBRIF MEMBERS ARE INVITED TO ATTEND THE ANNUAL MEETING OF THE VBRIF BOARD OF DIRECTORS. VBRIF MEMBERS' VOTING RIGHTS ARE LIMITED TO THE ELECTION OF THE TYPE II DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7A REFER TO NARRATIVE LISTED IN LINE 6. FORM 990, PART VI, SECTION A, LINE 7B GOVERNANCE DECISIONS CERTAIN GOVERNANCE DECISIONS, INCLUDING AMENDING OF THE FILING ORGANIZATION'S BYLAWS, ARE SUBJECT TO APPROVAL BY THE VERSITI WISCONSIN, INC. BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW VBRIF UTILIZES GRANT THORNTON TO COMPLETE THE IRS FORM 990 AND RELATED SCHEDULES. FOLLOWING COMPLETION, THEY ARE REVIEWED BY THE ORGANIZATION'S MANAGEMENT. THE DRAFT FORMS ARE THEN REVIEWED BY THE AUDIT AND COMPLIANCE COMMITTEE PRIOR TO SUBMISSION TO THE IRS. THE FULL BOARD IS PROVIDED A COPY OF THE FORM 990 PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY VBRIF MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY. ON AN ANNUAL BASIS, CURRENT DIRECTORS AND OFFICERS ARE ASKED TO COMPLETE A DISCLOSURE FORM BASED ON IRS REQUIREMENTS THAT INCLUDE THE FOLLOWING: WHETHER THEY HAVE ANY DIRECT OR INDIRECT RELATIONSHIP EITHER THROUGH BUSINESS OR FAMILY MEMBER WITH THE ORGANIZATION. WHETHER THEY RECEIVED COMPENSATION FROM ANY ORGANIZATION THAT SHARES COMMON OWNERSHIP OR CONTROL WITH THE ORGANIZATION. WHETHER THEY HAVE SERVED AS AN OFFICER, DIRECTOR, KEY EMPLOYEE, PARTNER OR MEMBER OF AN ENTITY (OR SHAREHOLDER OF A PROFESSIONAL CORPORATION) DOING BUSINESS WITH THE ORGANIZATION. THESE ANSWERS ARE ACCUMULATED, SUMMARIZED AND EVALUATED BY MANAGEMENT TO DETERMINE IF ANY CONFLICT EXIST. IDENTIFIED CONFLICTS ARE ADDRESSED IN ACCORDANCE WITH THE WRITTEN POLICY. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION PROCESS VBRIF DOES NOT DIRECTLY COMPENSATE ITS EMPLOYEES OR OFFICERS; INSTEAD VBRIF RELIES ON ITS RELATED ENTITIES, VERSITI WISCONSIN, INC. AND VERSITI, INC., TO FACILITATE COMPENSATION OF VBRIF EMPLOYEES AND OFFICERS. FORM 990, PART VI, SECTION C, LINE 19 ORGANIZATION'S DOCUMENTS OPEN TO THE PUBLIC THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST TO THE PUBLIC DURING NORMAL BUSINESS HOURS AND AT THE ORGANIZATION'S LOCATION. PART VII: AVERAGE HOURS THE HOURS LISTED ON FORM 990, PART VII ARE REPRESENTATIVE OF AN AVERAGE FOR THE OFFICERS AND EXECUTIVE TEAM. EACH INDIVIDUAL PERSON'S WEEKLY TALLY MAY BE GREATER OR LESSER PER WEEK BASED ON THEIR INDIVIDUAL ROLES AND RESPONSIBILITIES WITHIN THE FILING ORGANIZATION AND RELATED PARTIES. PART X, LINES 27 AND 28 UNRESTRICTED AND TEMPORARILY RESTRICTED NET ASSETS: NET ASSETS WITHOUT DONOR RESTRICTIONS INCLUDE: BOARD-DESIGNATED ENDOWMENT FUNDS OF $111,281,484 AND UNRESTRICTED FUNDS OF $17,929,961. NET ASSETS WITH RESTRICTIONS INCLUDE: DONOR RESTRICTED ASSETS OF $22,254,386, TIME RESTRICTED ASSETS OF $85,064, AND PERMANENT RESTRICTED ENDOWMENT $2,233,875. FORM 990, PART XI, LINE 9: BAD DEBT RESERVE ADJUSTMENT -43,979. VERSITI WISCONSIN INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53233 390807235 BLOOD WI 501(C)(3) LINE 7 VERSITI 0 VERSITI INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53233 454675354 SUPPORTING WI 501(C)(3) LINE 12B, II N/A 0 VERSITI ILLINOIS INC 1200 N HIGHLAND AVE AURORA IL 60506 362179768 BLOOD IL 501(C)(3) LINE 10 VERSITI 0 VERSITI MICHIGAN INC 1036 FULLER AVE NE GRAND RAPIDS MI 49503 381550001 BLOOD MI 501(C)(3) LINE 10 VERSITI 0 VERSITI INDIANA INC 3450 N MERIDIAN STREET INDIANAPOLIS IN 46208 350991629 BLOOD IN 501(C)(3) LINE 10 VERSITI 0 0 1 1 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 0