New York Independent System Operator Inc

“Nyiso does not have any members or stockholders with ownership rights in nyiso or its assets. In accordance with nyiso's governing documents, entities that participate in the nyiso-administered markets may take part in a committee process to develop nyiso's budget and modifications to nyiso's tariffs and procedures, which are then recommended to nyiso's board for its approval. Nyiso's board maintains the ultimate responsibility for the governance decisions of nyiso.”

“Nyiso's board of directors makes final determinations to fill vacancies on the board. Nyiso stakeholders participating in the management committee ( nyiso's highest ranking stakeholder committee with representatives from generation owners, transmission owners, end-use consumers, public power/environmental parties, and other suppliers ) assist in this process by conducting a search to identify at least three board candidates for each vacancy that meet the qualifications specified in nyiso's governing documents. Nyiso's board may select a director from this list, or it may seek a candidate identified through another source, such as an executive search firm.”

“As a general rule, the decisions of nyiso's board are not subject to the approval of nyiso stakeholders. Note that in accordance with nyiso's governing documents, nyiso stakeholders that participate in nyiso's highest ranking stakeholder committee, the management committee, have to endorse changes sought by nyiso's board to nyiso's tariffs and governing documents to be filed pursuant to section 205 of the federal power act with nyiso's chief regulator - the federal energy regulatory commission. However, nyiso's board may pursue such changes without the management committee's concurrence by filing pursuant to section 206 of the federal power act.”

“The NYISO has no committees with authority to act on behalf of the governing body.”

“Prior to filing, nyiso's form 990 is reviewed by the controller & assistant treasurer and/or chief financial officer and president & chief executive officer, as well as legal counsel. Following the completion of reviews by these parties, nyiso's form 990 is provided to the commerce and compensation committee of nyiso's board of directors along with the rest of the board of directors for their review. A complete copy of the form 990 (including all required schedules), as ultimately filed with the irs, is provided to the board of directors before being filed with the irs.”

“Nyiso provides training for new employees on a variety of compliance issues, including its conflicts of interest policy, and conducts annual refresher training for all employees, management and board members. Nyiso also publishes a prohibited investment list at least annually and requires that employees, management and board members sign an annual compliance certificate acknowledging their obligations under the code of conduct and certifying that they have no prohibited investments or business or financial conflicts of interest. Further, nyiso periodically conducts a conflicts of interest survey to ensure employees are in compliance with the conflicts of interest policy and require that they disclose any possible concerns to the compliance office. Employees also have access to a compliance hotline and an external whistleblower service, should they have a compliance question or wish to report a compliance concern. The compliance office follows up on reported compliance concerns and ensures that identified issues are handled in accordance with nyiso's policies.”

“To determine the compensation of nyiso's president and chief executive officer, nyiso, through collaboration with other independent system operators and regional transmission organizations, periodically engages an independent executive compensation firm to perform a benchmark compensation assessment to aid nyiso's board of directors in their review of the president and chief executive officer's compensation. Such benchmarking assessment was last completed in 2024. In addition, as part of this compensation assessment, the form 990 of other relevant organizations (including other independent system operators and regional transmission organizations) are reviewed. The results of this assessment are provided to the commerce and compensation committee of nyiso's board of directors for review annually. The commerce and compensation committee makes a recommendation regarding the president and chief executive officer's compensation to the board of directors, and the board of directors authorizes the president and chief executive officer's compensation annually. The president and chief executive officer has a written employment contract with conditions approved by the board of directors. Nyiso complies with the three requirements of the rebuttable presumption standard, as outlined in treasury regulations section 53.4958-6: (1) executive compensation is authorized by the nyiso's board of directors, which is composed entirely of individuals who do not have a conflict of interest with respect to the compensation arrangement (2) the board of directors authorizing executive compensation obtains and relies on appropriate data as to comparability prior to making determinations, and (3) the board of directors adequately documents the basis for determinations concurrently with making the determinations.”

“To determine the compensation of nyiso's officers, nyiso, through collaboration with other independent system operators and regional transmission organizations, periodically engages an independent executive compensation firm to perform a benchmark compensation assessment to aid nyiso's board of directors in their review of officer's compensation. Such benchmarking assessment was last completed in 2024. In addition, the form 990 of other relevant organizations (including other independent system operators and regional transmission organizations) are reviewed. The president and chief executive officer provides the results of this assessment and his recommendations to the commerce and compensation committee of nyiso's board of directors for review annually. The commerce and compensation committee will make recommendations regarding the officers compensation to the board of directors, and the board of directors will authorize the officers compensation annually. This review is performed annually and includes contemporaneous documentation of deliberations and decisions regarding the compensation arrangements. Similarly, key employee positions are periodically benchmarked by independent compensation firms and/or against similar positions in other organizations and industries.”

“Nyiso's governing documents and conflict of interest policy are part of its federally approved tariffs. These documents are on file at ferc and are published on nyiso's website. Nyiso's financial statements are included in an annual report, published on nyiso's website.”

“WIND FORECASTING SUBSCRIPTION - Total Revenue: 487976, Related or Exempt Function Revenue: 487976, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ; MISCELLANEOUS REIMBURSEMENTS - Total Revenue: 4267, Related or Exempt Function Revenue: 4267, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“Nyiso's responses to these questions indicate 714 as the total number of employees. As per the form 990 instructions, this total represents the number of wage forms for employees (including student interns and part-time employees) on nyiso's payroll at any point during 2024. The total number of nyiso employees on december 31, 2024, was 628, the majority of whom are professional power system engineers, nerc certified system operators, accountants, economists and attorneys with bachelors and/or postgraduate degrees. All nyiso employees have been subjected to extensive security reviews, in cooperation with the united states departments of energy and homeland security.”

“MARKET MONITORING - Total Expense: 6153903, Program Service Expense: 6153903, Management and General Expenses: 0, Fundraising Expenses: ; PLANNING STUDIES - Total Expense: 11277165, Program Service Expense: 11277165, Management and General Expenses: 0, Fundraising Expenses: ; OTHER CONSULTING SRV - Total Expense: 14902091, Program Service Expense: 14902091, Management and General Expenses: 0, Fundraising Expenses: ;”