| FORM 990, PART I, LINE 5 AND PART V, LINE 2A: |
TOTAL INDIVIDUALS EMPLOYED INCLUDE BOTH FULL-TIME AND PART-TIME EMPLOYEES. |
| FORM 990, PART VI, SECTION B, LINE 11B |
THE FORM 990 IS DRAFTED BY INDEPENDENT ACCOUNTANTS BASED ON INFORMATION PROVIDED BY THE ORGANIZATION. THE DRAFT FORM 990 IS PROVIDED TO THE ORGANIZATION'S FINANCE AND LEGAL DEPARTMENTS FOR REVIEW, AND COMMENTS ARE DISCUSSED WITH THE ACCOUNTANTS AND APPROPRIATE REVISIONS ARE MADE TO THE FORM 990. A COPY OF THE FORM 990 IS PROVIDED TO THE CEO FOR REVIEW. AFTER ALL INTERNAL MANAGEMENT REVIEWS, THE FORM 990 IS PROVIDED TO MEMBERS OF THE AUDIT COMMITTEE, WHICH HAS BEEN DESIGNATED BY THE BOARD OF DIRECTORS WITH THE RESPONSIBILITY FOR REVIEWING THE COMPLETED FORM 990 PRIOR TO IT BEING MADE AVAILABLE TO THE BOARD OF DIRECTORS. AUDIT COMMITTEE MEMBERS PARTICIPATE IN A MEETING OR CONFERENCE CALL WITH REPRESENTATIVES OF THE LEGAL AND FINANCE DEPARTMENTS AND THE INDEPENDENT ACCOUNTANTS TO DISCUSS THE CONTENT OF THE FORM 990. BEFORE BEING FILED, A COPY OF THE APPROVED FORM 990 IS PROVIDED ELECTRONICALLY TO THE ENTIRE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 12C |
ON AN ANNUAL BASIS, DIRECTORS, OFFICERS AND MEMBERS OF SENIOR MANAGEMENT RECEIVE A COPY OF THE ORGANIZATION'S CONFLICT OF INTEREST POLICY, SIGN A DECLARATION TO ADHERE TO THE POLICY, AND COMPLETE A QUESTIONNAIRE SEEKING DISCLOSURE OF POTENTIAL CONFLICTS. THE POLICY REQUIRES THE FILING OF AMENDED DISCLOSURE IN THE EVENT OF ANY CHANGE IN CIRCUMSTANCES. INITIAL DETERMINATIONS AS TO WHETHER CONFLICTS EXIST AND, IF SO, WHAT ACTIONS SHOULD BE TAKEN, ARE MADE BY THE GENERAL COUNSEL IN CONSULTATION WITH THE CEO, OR THE AUDIT COMMITTEE AND IF WARRANTED, REVIEWED BY THE CHAIR OR A DESIGNATED MEMBER OF THE EXECUTIVE COMMITTEE. DEPENDING ON ITS NATURE AND SERIOUSNESS, ANY POTENTIAL CONFLICT WILL BE REVIEWED BY THE BOARD AND ANY RESULTING ACTION SHOULD BE DETERMINED BY THE BOARD. IN MOST INSTANCES, THE APPROPRIATE ACTIONS IN THE FACE OF POTENTIAL OR ACTUAL CONFLICTS ARE DISCLOSURE OF THE CONFLICT AND REMOVAL OF THE INDIVIDUAL WITH THE CONFLICT FROM THE CONSIDERATION AND DECISION-MAKING PROCESSES WITH REGARD TO CERTAIN MATTERS WHERE HIS OR HER JUDGMENT WOULD OR MIGHT BE COMPROMISED BY THE CONFLICT. |
| FORM 990, PART VI, SECTION B, LINE 15 |
(A) COMPENSATION OF THE ORGANIZATION'S CEO IS DETERMINED BY THE HUMAN RESOURCES & COMPENSATION COMMITTEE, WHICH CONSIDERS INDIVIDUAL ACCOMPLISHMENTS, ORGANIZATIONAL PERFORMANCE AND COMPARABLE COMPENSATION DATA. THE COMMITTEE'S RECOMMENDATION IS PRESENTED TO THE BOARD OF DIRECTORS FOR REVIEW AND APPROVAL. (B) THE COMPENSATION PERCENTAGES OF SALARY INCREASES AND BONUSES FOR SENIOR/VICE PRESIDENTS, DEPARTMENT HEADS AND DEPARTMENTAL DIRECTORS, MANAGERS AND STAFF POSITIONS ARE DETERMINED BY THE HUMAN RESOURCES & COMPENSATION COMMITTEE, BASED UPON THE RECOMMENDATIONS OF THE CEO WHO REVIEWS PERFORMANCE REPORTS AND BENCHMARKING DATA. THE RECOMMENDATIONS OF THE HUMAN RESOURCES & COMPENSATION COMMITTEE ARE PRESENTED TO THE BOARD OF DIRECTORS FOR APPROVAL, AND ITS DELIBERATIONS AND DECISION ARE CONTEMPORANEOUSLY DOCUMENTED AS PART OF THE MINUTES OF THE PROCEEDINGS. PERSONS WHOSE COMPENSATION ARE AT ISSUE ARE EXCUSED FROM PARTICIPATION AT MEETINGS IN WHICH SUCH COMPENSATION DECISIONS ARE DISCUSSED AND/OR DECIDED. THE BOARD MET AND APPROVED THE COMPENSATION PERCENTAGES OF SALARY INCREASES AND BONUSES FOR ALL STAFF. |
| FORM 990, PART VI, SECTION C, LINE 19 |
CONSISTENT WITH ITS OBLIGATIONS UNDER STATUTORY LAW, RULES AND REGULATIONS, AS APPLICABLE, THE ORGANIZATION MAKES ITS DOCUMENTS, SUCH AS ITS APPLICATION FOR TAX EXEMPTION, ANNUAL INFORMATION RETURNS, CONFLICT OF INTEREST POLICY, FINANCIAL STATEMENTS, AND GOVERNING DOCUMENTS, AVAILABLE THROUGH PUBLIC FILINGS AND/OR ON WRITTEN REQUEST, EITHER BY PROVIDING COPIES OR MAKING THEM AVAILABLE FOR INSPECTION AT THE OFFICES OF THE ORGANIZATION. |
| FORM 990, PART IX, LINE 24E, ALL OTHER FUNCTIONAL EXPENSES: |
INCLUDES STAFF EXPENSES (TRAINING, RECRUITMENT, AND STAFF EVENTS) |
| FORM 990, PART XII, LINE 2C: |
THE AUDIT COMMITTEE OF THE BOARD HIRES THE AUDIT FIRM, THE REVIEW OF THE RISK ISSUES FOR THE ORGANIZATION AND THE FINAL AUDIT REVIEW AND PACKAGE THAT IS ACCEPTED BY THE BOARD. THE COMMITTEE MEETS WITH THE AUDIT FIRM INDEPENDENTLY FROM STAFF DURING THE AUDIT REVIEW PROCESS AND RECOMMENDS TO THE BOARD THE ACCEPTANCE OF THE AUDIT AND ITS FINDINGS. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. |
| FORM 990, COVID PANDEMIC: |
NYRR'S OPERATIONS AND FINANCIAL PERFORMANCE HAVE BEEN AFFECTED BY THE RECENT CORONAVIRUS OUTBREAK, WHICH HAS SPREAD GLOBALLY AND HAS ADVERSELY AFFECTED ECONOMIC CONDITIONS THROUGHOUT THE WORLD. IN RESPONSE TO RESTRICTIONS ISSUED BY STATE AND LOCAL GOVERNMENTS REGARDING LARGE PUBLIC GATHERINGS, AS A PRECAUTIONARY MEASURE TO LIMIT THE SPREAD OF THE COVID-19 VIRUS, NYRR WAS FORCED TO CANCEL MANY RACES AND LIMITED PARTICIPANT CAPACITY IN OTHER RACES BASED ON SOCIAL DISTANCING, WHICH SIGNIFICANTLY REDUCED REVENUE. NYRR RECEIVED INSURANCE PROCEEDS AS SETTLEMENT FOR CLAIMS RELATED TO 6 CANCELED EVENTS, INCLUDING THE MAJOR RACES (NYC HALF, BROOKLYN HALF, QUEENS 10K, BRONX 10M AND STATEN ISLAND HALF) AND THE TCSNYC MARATHON. FOR THE MAJOR CANCELED RACES, NYRR OFFERED ENTRANTS THE CHOICE TO RECEIVE REFUNDS OF THE ENTRY FEES PAID OR RECEIVE NON-COMPLEMENTARY GUARANTEED ENTRANCE INTO THE 2021 OR 2022 RACE. FOR THE TCSNYC MARATHON, NYRR OFFERED ENTRANTS THE CHOICE TO RECEIVE REFUNDS OF THE ENTRY FEE OR RECEIVE COMPLEMENTARY GUARANTEED ENTRANCE INTO THE 2021, 2022 OR 2023 EDITION OF THE NYC MARATHON AT THEIR CHOICE. FOR ALL OTHER CANCELED RACES, NYRR OFFERED ENTRANTS THE OPTION OF A REFUND OF THE ENTRY FEES PAID OR RECEIVE CREDIT FOR A COMPLIMENTARY ENTRANCE INTO A FUTURE NYRR WEEKLY RACE. ENTRY FEES RECEIVED FOR THOSE ENTRANTS THAT SELECTED NON-COMPLIMENTARY AND COMPLIMENTARY ENTRY TO A FUTURE RACE HAVE BEEN CLASSIFIED AS OTHER DEFERRED REVENUE ON THE 2021 BALANCE SHEET. NYRR HAS, HOWEVER, TAKEN SEVERAL STEPS TO STRENGTHEN ITS FINANCIAL POSITION AND TO MAINTAIN FINANCIAL LIQUIDITY AND FLEXIBILITY. ON APRIL 13, 2020, NYRR RECEIVED LOAN PROCEEDS IN THE AMOUNT OF $4,700,000 UNDER THE PAYCHECK PROTECTION PROGRAM ("PPP LOAN"). THE PPP LOAN, ESTABLISHED AS PART OF THE CORONAVIRUS AID, RELIEF AND ECONOMIC SECURITY ACT ("CARES ACT"), PROVIDES FOR LOANS TO QUALIFYING BUSINESSES FOR AMOUNTS UP TO 2.5 TIMES OF THE AVERAGE MONTHLY PAYROLL EXPENSES OF THE QUALIFYING BUSINESS. ALL OR A PORTION OF THE PPP LOAN'S PRINCIPAL AND ACCRUED INTEREST ARE FORGIVABLE AS LONG AS THE BORROWER USES THE LOAN PROCEEDS FOR ELIGIBLE PURPOSES INCLUDING PAYROLL, BENEFITS, RENT AND UTILITIES, AS DESCRIBED IN THE CARES ACT AS AMENDED BY THE ECONOMIC AID ACT, OVER A PERIOD BETWEEN EIGHT TO TWENTY-FOUR WEEKS FROM THE DATE THE LOAN PROCEEDS ARE RECEIVED (THE "COVERED PERIOD"). THE AMOUNT OF LOAN FORGIVNESS COULD BE REDUCED IF THE BORROWER TERMINATES EMPLOYEES OR REDUCES SALARIES ABOVE A CERTAIN THRESHOLD DURING THE COVERED PERIOD AND DOES NOT QUALIFY FOR CERTAIN SAFE HARBORS. THE UNFORGIVEN PORTION OF THE PPP LOAN, IF ANY, IS PAYABLE WITHIN TWO YEARS FROM THE DATE OF THE PPP LOAN WITH A DEFERRAL OF PAYMENTS OF PRINCIPAL OR INTEREST UNTIL THE AMOUNT OF LOAN FORGIVENESS IS APPROVED BY THE SBA. THE SBA HAS STATED IT WILL REVIEW THE NEEDS CERTIFICATION ON ALL LOANS OVER $2,000,000. NYRR BELIEVES IT WAS ELIGIBLE TO RECEIVE THE PPP LOAN PROCEEDS AND BELIEVES IT HAS USED THE PROCEEDS FOR ELIGIBLE EXPENSES. NYRR APPLIED FOR THE PPP FORGIVNESS. NO PAYMENTS ON THE PPP LOAN ARE DUE YET. NYRR EXPECTES FULL FORGIVNESS OF THE PPP LOAN. |
Attach to Form 990 or 990-EZ.