2025-11-14T16:41:09-06:00 2024-12-31 410746749 CLIFTONLARSONALLEN LLP 2021 SPRING ROAD SUITE 200 OAK BROOK IL 60523 990 2024-01-01 882122474 CRAIG AMARILLO LLC CRAI 5052885805 3501 OLYMPUS BLVD 300 DALLAS TX 75019 NICK HARSHFIELD SVP, CFO, & TREASURER 5052885805 2025-11-14 1 1 CHAD D KUNZE CPA P00639380 6305738600 2025-11-13 2024 2025-03-06 01:10:19Z JESSE JANTZEN 3501 OLYMPUS BLVD 300 DALLAS TX 75019 17055169 0 X WWW.CRAIGSENIORLIVING.COM X 2022 TX CREATE COMMUNITIES CELEBRATING THE LIVES OF SENIORS 3 0 335 4 0 0 152275 32807 16089080 16892373 140595 119678 8588 10311 16390538 17055169 0 0 0 0 8292415 8986537 0 0 0 11870058 12281960 20162473 21268497 -3771935 -4213328 50666454 50348284 52358252 56901056 -1691798 -6552772 X CREATING COMMUNITIES CELEBRATING THE LIVES OF SENIORS. LIFESPACE RECOGNIZES THAT ITS MISSION CAN ONLY BE FULFILLED THROUGH THE DEDICATED EFFORTS OF ITS EMPLOYEES, THEREFORE, INCLUDED IN OUR MISSION IS THE ABILITY TO PROVIDE DISASTER RELIEF FUNDS TO EMPLOYEES WHO ENCOUNTER CIRCUMSTANCES RECOGNIZED BY FEDERAL AND STATE AGENCIES AS QUALIFYING FOR EMERGENCY DISASTER RELIEF. 0 0 18784744 16892373 TO PROVIDE APARTMENTS AND HEALTH CARE FOR RETIRED PERSONS. RESIDENTS PAY AN INITIAL ENTRANCE FEE AND MONTHLY FEES THEREAFTER WHICH ENTITLE THEM TO USE OF THE COMMUNITY FOR LIFE AND UNLIMITED USE OF THE HEALTH CENTER. RESIDENTS DO NOT ACQUIRE TITLE TO THE PROPERTY. 18784744 1 1 0 0 0 0 0 0 1 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 27 0 1 335 1 0 0 0 0 0 0 0 0 0 0 0 0 X 3 0 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 0 0 0 X NICK HARSHFIELD 5152885805 3501 OLYMPUS BLVD DALLAS TX 75019 JESSE JANTZEN PRESIDENT & CEO 0.33 43.67 X X 0 1201697 101040 JOSEPH GORMAN GENERAL COUNSEL 0.33 43.67 X X 0 504000 43040 NICHOLAS HARSHFIELD CHEIF FINANCIAL OFFICER 0.33 43.67 X 0 679873 42076 CARRIE JOHNSON DIRECTOR OF SALES 42.00 0.00 X 118734 0 0 118734 2385570 186156 1 0 1 0 SELECT REHABILITATION LLC PO BOX 71985 CHICAGO IL 60694 THERAPY/MEDICAL SERVICES 939668 US FOODS INC PO BOX 98420 CHICAGO IL 60693 CULINARY SERVICES 470191 SHIFTKEY LLC PO BOX 735913 DALLAS TX 75373 TEMPORARY LABOR 415760 OMNICARE INC DEPT 781668 PO BOX 78000 DETROIT MI 48278 MEDICAL SERVICES 337071 SANCHEZ CUSTOM CONTRACTORS 5410 S BELL 423 AMARILLO TX 79109 CONSTRUCTION/REDEVELOPMENT 271642 9 32807 32807 SKILLED NURSING 623000 9612232 9612232 INDEPENDENT LIVING 531110 7024180 7024180 ENTRANCE FEES 531110 255961 255961 16892373 119678 119678 EMPLOYEE MEALS 900099 9861 9861 TECHNOLOGY PACKAGE INC 900099 450 450 10311 17055169 16892373 0 129989 7218745 5774996 1443749 101271 81017 20254 1014460 811568 202892 652061 521649 130412 911356 865788 45568 19493 19493 15767 15767 6179 6179 746377 709058 37319 284388 227510 56878 347920 278336 69584 371838 297470 74368 1592669 1592669 69576 55661 13915 2301656 2301656 2903958 2758760 145198 140131 137328 2803 FOOD 644304 644304 MEDICAL SUPPLIES/ DRUGS 564374 564374 0 BAD DEBT EXPENSES 441102 352882 88220 PLANT OPERATIONS 365100 365100 555772 444618 111154 21268497 18784744 2483753 0 -343483 544216 1254184 1129638 12391 12391 113045 64465 39939022 3124597 37180403 36814425 7966329 6915825 4483585 4867324 50666454 50348284 1897210 2473758 56000 46580 33822885 32418276 3685200 3685200 12896957 18277242 52358252 56901056 X -1691798 -6552772 -1691798 -6552772 50666454 50348284 X -4213328 45511 -693157 X 0 1 X 1 0 X 152275 32807 185082 16089080 16892373 32981453 16241355 16925180 33166535 0 4854150 4854150 4854150 4854150 28312385 110568 119678 230246 110568 119678 230246 8588 10311 18899 16360511 17055169 33415680 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: EMPLOYEE MEALS - 2023 AMOUNT: $ 8,419. 2024 AMOUNT: $ 9,861. TECHNOLOGY PACKAGE - 2023 AMOUNT: $ 169. 2024 AMOUNT: $ 450. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 3260485 3311885 34123730 2235677 31836653 2271570 888920 1382650 283237 283237 36814425 MARKETING COMMISSIONS 36365 DEBT SERVICE FUND 1030008 REAL ESTATE ESCROW 461244 CASH - WORKING CAPITAL CMW 812188 ADMISSIONS DEPOSITS 36439 DEBT SERVICE RESERVE 1371454 INTERCOMPANY RECEIVABLES 535192 FINANCE COST 523582 CHECK TRUST FUND 12113 OTHER DEPOSITS 48739 4867324 INTERCOMPANY PAYABLES 5316501 CHECKING TRUST FUND LIABILITY 12113 NON-REFUNDABLE ATTRITION 14371450 REFUNDABLE NET PRESENT VALUE -1848522 REFUNDS IN PROGRESS 425700 18277242 X PART IV, LINE 2B: CRAIG AMARILLO, LLC HAS A TRUST ACCOUNT FOR THE MEDICAID RESIDENTS FOR THEIR PERSONAL NEEDS ALLOWANCE. THIS IS A SEPARATE BANK ACCOUNT THAT ALLOWS INTEREST FOR MEDICAID RESIDENTS WITH FUNDS OVER $50. PART X, LINE 2: CRAIG AMARILLO, LLC HAS BEEN GRANTED AN EXEMPTION FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND HAS BEEN DESIGNATED AS A PUBLICLY SUPPORTED ORGANIZATION (RATHER THAN A PRIVATE FOUNDATION). CRAIG AMARILLO, LLC EVALUATES TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN WHILE IN THE COURSE OF PREPARING ITS TAX RETURNS TO DETERMINE WHETHER IT IS MORE LIKELY THAN NOT THAT EACH TAX POSITION WOULD BE SUSTAINED UPON EXAMINATION BY A TAXING AUTHORITY BASED ON THE TECHNICAL MERITS OF THE POSITION. TAX POSITIONS NOT DEEMED TO MEET THE MORE-LIKELY-THAN-NOT THRESHOLD WOULD BE RECORDED AS A TAX BENEFIT OR EXPENSE IN THE CURRENT YEAR. AS OF OR DURING THE YEAR ENDED DECEMBER 31, 2024, CRAIG AMARILLO, LLC HAS NOT RECORDED ANY SUCH TAX BENEFIT OR EXPENSE IN THE ACCOMPANYING FINANCIAL STATEMENTS. 0 0 0 1 1 1 1 0 0 JESSE JANTZEN PRESIDENT & CEO 0 753053 0 445740 0 2904 0 98171 0 2869 0 1302737 0 0 NICHOLAS HARSHFIELD CHEIF FINANCIAL OFFICER 0 472987 0 202782 0 4104 0 42076 0 0 0 721949 0 0 JOSEPH GORMAN GENERAL COUNSEL 0 375132 0 124764 0 4104 0 42900 0 140 0 547040 0 0 PART I, LINE 3 THE COMPENSATION OF THE PRESIDENT & CEO IS DETERMINED BY LIFESPACE COMMUNITIES, INC., A RELATED ENTITY. THE FOLLOWING WERE USED BY LIFESPACE COMMUNITIES INC. TO DETERMINE COMPENSATION: 1. COMPENSATION COMMITTEE 2. INDEPENDENT COMPENSATION CONSULTANT 3. FORM 990 OF OTHER ORGANIZATIONS 4. COMPENSATION SURVEY OR STUDY 5. APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. PART I, LINE 5 THE LONG-TERM INCENTIVE PLAN HAS A CONTINGENCY FOR THE CMW PORTFOLIO TO REACH 7% OF THE NET OPERATING MARGIN; THE SHORT-TERM INCENTIVE PLAN IS CONTINGENT ON NET CASH PRODUCTION GOALS, NET ENTRANCE FEE GOALS AND NET OPERATING MARGIN GOALS THAT ARE SET. PART I, LINE 6 THE LONG-TERM INCENTIVE PLAN HAS A CONTINGENCY FOR THE CMW PORTFOLIO TO REACH 7% OF THE NET OPERATING MARGIN; THE SHORT-TERM INCENTIVE PLAN IS CONTINGENT ON NET CASH PRODUCTION GOALS, NET ENTRANCE FEE GOALS AND NET OPERATING MARGIN GOALS THAT ARE SET. A TARRANT COUNTY CULTURAL EDUCATION FACILITIES FINANCE CORP 043833551 87638TGS6 2022-07-19 53310000 FACILITY AQUISITION AND IMPROVEMENTS 0 0 0 A 132876 15202992 1371451 1120185 296851 141358 11617932 655214 0 0 0 1 A 0 1 0 0 0.00300 0.00300 0 0 1 A 0 1 0 0 0 0 0 0 1 A 1 PART I, COLUMN (E) TOTAL ISSUE PRICE PER IRS FORM 8038 - $53,310,000, ALLOCATED BETWEEN 3 ORGANIZATIONS. PART II, LINE 3 THE TOTAL PROCEEDS DO NOT AGREE TO THE ISSUE PRICE IN PART I, COLUMN (E) DUE TO INVESTMENT EARNINGS / MARKET VALUE FLUCTATIONS. FORM 990, PART VI, SECTION A, LINE 1A THE BYLAWS OF THE ORGANIZATION PROVIDE FOR AN EXECUTIVE COMMITTEE, BUT AT THIS TIME THE COMMITTEE IS NOT ACTIVE. IF THE COMMITTEE DOES COMMENCE MEETINGS, IT WILL CONTEMPORANEOUSLY DOCUMENT MEETINGS HELD AND WRITTEN ACTIONS UNDERTAKEN DURING THE YEAR CONSISTENT WITH EXISTING PRACTICES OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE CHAIR OF THE BOARD, THE VICE CHAIR OF THE BOARD, THE IMMEDIATE PAST CHAIR OF THE BOARD, THE CHAIR OF THE GOVERNANCE AND NOMINATING COMMITTEE AND, AS AN EX-OFFICIO MEMBER, THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. EXCEPT AS LIMITED HEREIN, AND EXCEPT FOR RESPONSIBILITIES DELEGATED TO ANOTHER COMMITTEE, THE EXECUTIVE COMMITTEE SHALL POSSESS AND MAY EXERCISE ALL OF THE POWERS OF THE BOARD OF DIRECTORS IN THE OVERSIGHT OF THE BUSINESS AND AFFAIRS OF THE CORPORATION WHEN THE BOARD OF DIRECTORS IS NOT IN SESSION, EXCEPT AS HEREIN PROVIDED. THE EXECUTIVE COMMITTEE SHALL NOT HAVE THE POWERS OF THE BOARD OF DIRECTORS WITH RESPECT TO AUTHORIZING DISTRIBUTIONS; APPROVING DISSOLUTION, MERGER, OR THE SALE, PLEDGE OR TRANSFER OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION'S ASSETS; ELECTING, APPOINTING, OR REMOVING DIRECTORS OR FILLING VACANCIES ON THE BOARD OF DIRECTORS OR ON ANY OF ITS COMMITTEES; OR ADOPTING, AMENDING, REPEALING THE ARTICLES OF INCORPORATION OR THE BYLAWS, OR THE APPOINTMENT OR REMOVAL OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. THE PRIMARY PURPOSE OF THE COMMITTEE IS TO ENABLE THE BOARD OF DIRECTORS TO ACT WHERE AN ASSEMBLY OF A QUORUM OF THE BOARD WOULD BE IMPRACTICABLE OR IMPOSSIBLE. THE COMMITTEE ALSO SHALL SERVE AS AN ADVISOR TO THE PRESIDENT AND CEO, PROVIDING CONSULTATION, SUPPORT AND GUIDANCE ON AN INFORMAL BASIS AS REQUESTED FROM TIME TO TIME, AND REVIEW AND APPROVE BOARD MEETING AGENDAS. FORM 990, PART VI, SECTION A, LINE 6 LIFESPACE COMMUNITIES, INC. IS THE SOLE MEMBER OF CRAIG AMARILLO, LLC. FORM 990, PART VI, SECTION A, LINE 7A LIFESPACE COMMUNITIES, INC. HAS THE AUTHORITY TO ELECT THE MEMBERS OF THE GOVERNING BODY OF CRAIG AMARILLO, LLC. FORM 990, PART VI, SECTION A, LINE 7B THE BOARD OF DIRECTORS OF LIFESPACE COMMUNITIES, INC. HAS RESERVED POWERS OVER CERTAIN GOVERNANCE DECISIONS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS REVIEWED BY THE CHIEF FINANCIAL OFFICER BEFORE FILING. FORM 990, PART VI, SECTION B, LINE 12C OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS OF CRAIG AMARILLO, LLC. AND ALL RELATED ORGANIZATIONS MUST CONDUCT THEIR PERSONAL AFFAIRS IN SUCH A MANNER AS TO AVOID ANY POSSIBLE CONFLICTS OF INTEREST WITH DUTIES AND RESPONSIBILITIES AS OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS. ALL NEW BOARD MEMBERS AND OFFICERS ARE REQUIRED TO COMPLETE A CONFLICTS OF INTEREST STATEMENT. THIS IS REVIEWED BY THE GOVERNANCE & NOMINATING COMMITTEE OF THE BOARD OF DIRECTORS FOR APPROVAL. OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS ANNUALLY ARE REQUIRED TO COMPLETE A CONFLICTS OF INTEREST STATEMENT. THESE STATEMENTS ARE REVIEWED BY THE GOVERNANCE AND NOMINATING COMMITTEE TO DETERMINE IF ANY CONFLICTS OF INTEREST EXIST PRIOR TO REAPPOINTMENT TO THE BOARD AND OFFICER POSITIONS. ANY DIRECTORS HAVING A CONFLICT OF INTEREST SHALL NOT VOTE OR USE HIS OR HER PERSONAL INFLUENCE ON THE MATTER, AND SHALL NOT BE COUNTED IN DETERMINING THE QUORUM FOR THE MEETING. THE MINUTES OF THE MEETING SHALL REFLECT THAT A DISCLOSURE WAS MADE, THE ABSTENTION FROM VOTING, AND THE QUORUM SITUATION. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR DIRECTORS PAID BY LIFESPACE COMMUNITIES, INC. (INCLUDING THE OFFICER-DIRECTOR POSITIONS OF CHAIR AND VICE-CHAIR) IS REVIEWED ANNUALLY BY THE GOVERNANCE AND NOMINATING COMMITTEE. GENERALLY, AN OUTSIDE CONSULTANT IS RETAINED EVERY YEAR TO DETERMINE THE REASONABLENESS OF DIRECTOR COMPENSATION. A REPORT IS PROVIDED TO THE BOARD OF DIRECTORS BY THE CONSULTANT. THE BOARD OF DIRECTORS APPROVES THE ANNUAL COMPENSATION BASED ON THESE REVIEWS. COMPENSATION FOR EMPLOYEES WHO ARE DISQUALIFIED PERSONS UNDER INTERMEDIATE SANCTIONS REGULATION IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS. THE DISQUALIFIED PERSONS INCLUDE THE CEO, THE CFO, THE SVP OF OPERATIONS, AND THE SVP OF SUCCESSFUL AGING AND HEALTH SERVICES. THE COMPENSATION COMMITTEE USES AN OUTSIDE, INDEPENDENT COMPENSATION CONSULTANT AT LEAST EVERY OTHER YEAR TO DETERMINE THE REASONABLENESS OF THE DISQUALIFIED PERSONS' COMPENSATION. THE COMPENSATION CONSULTANT PROVIDES A REPORT TO THE COMPENSATION COMMITTEE OF ITS MARKET COMPETITIVENESS REVIEW, FINDINGS, AND RECOMMENDATIONS, AND A LETTER STATING ITS ASSESSMENT OF THE REASONABLENESS OF COMPENSATION. IN YEARS WHEN THE COMPENSATION COMMITTEE DOES NOT USE AN OUTSIDE CONSULTANT, IT REVIEWS SURVEY INFORMATION TO DETERMINE THE REASONABLENESS OF COMPENSATION. THE COMPENSATION COMMITTEE RECOMMENDS TO THE BOARDS, AND THE BOARD OF DIRECTORS APPROVES THE ANNUAL COMPENSATION CHANGES BASED ON THE RECOMMENDATION OF THE COMPENSATION COMMITTEE. THE SALARIES AND BENEFITS LISTED CONTAIN THE TOTAL SALARIES AND BENEFITS PAID TO EACH INDIVIDUAL THROUGH LIFESPACE COMMUNITIES, INC. AND ALL RELATED ENTITIES. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2024. FORM 990, PART VI, SECTION C, LINE 19 REQUESTS FROM THIRD PARTIES FOR GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE REFERRED TO THE CHIEF FINANCIAL OFFICER. ANNUAL RETURNS AND THE APPLICATION FOR EXEMPTION ARE MADE AVAILABLE FOR THE PUBLIC INSPECTION AND ARE PROVIDED TO INDIVIDUALS WHO REQUEST THEM. COPIES ARE PROVIDED WITHIN 30 DAYS OF A WRITTEN REQUEST OR THE SAME DAY IF REQUESTED IN PERSON. FORM 990, PART XI, LINE 9: EQUITY TRANSFER -693,157. LIFESPACE COMMUNITIES INC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 421068850 OPERATION OF RETIREMENT COMMUNITIES IA 501(C)(3) LINE 10 LIFESPACE INC 0 THE LIFESPACE FOUNDATION 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 421370848 SUPPORT OF RETIREMENT COMMUNITIES IA 501(C)(3) LINE 12A, I LIFESPACE INC 0 LIFESPACE INC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 273270337 OWNERSHIP & ADMINISTRATION OF RETIREMENT COMMUNITIY PROPERTY IA 501(C)(3) LINE 12B, II N/A 0 TARRANT COUNTY SENIOR LIVING CENTER INC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 208068602 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE INC 0 BARTON CREEK SENIOR LIVING CENTER INC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 201203479 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE INC 0 WESLEY COURT LLC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 882178567 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE INC 0 MEADOW LAKE LLC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 882146585 OPERATION OF RETIREMENT COMMUNITIES TX 501(C)(3) LINE 10 LIFESPACE INC 0 FRIENDSHIP VILLAGE OF MILL CREEK NFP 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 203300991 OPERATION OF RETIREMENT COMMUNITIES IL 501(C)(3) LINE 10 LIFESPACE INC 0 SENIORITY INC 3501 OLYMPUS BLVD STE 300 DALLAS TX 75019 943287180 OPERATION OF RETIREMENT COMMUNITIES TX N/A C 0 PRAIRIE VIEW CLUB OF KANSAS 8101 MISSION RD PRAIRIE VILLAGE KS 66208 481159378 RESIDENT ENTERTAINMENT SERVICES KS N/A C 0 0 1 1 0 0 0 0 0 0 0 0 1 1 1 1 1 1 1 1