Chicago Symphony Orchestra

“Business Relationship 1: Jay L. Henderson, E. Scott Santi Business Relationship 2: Richard C. Godfrey, Keith S. Crow Business Relationship 3: Debora de Hoyos, Britt Miller, John R. Schmidt Business Relationship 4: Jay L. Henderson, Susan C. Levy Business Relationship 5: Debra A. Cafaro, Scott C. Swanson Business Relationship 6: Gerald L. Pauling II, Burton X. Rosenberg Business Relationship 7: Walter Carlson (spouse of Debora de Hoyos) Charles W. Douglas, R. Eden Martin”

“In June 2022, the Bylaws of the CSOA were amended with regard to the Trustee term limits and Life Trustee status. Going forward, Trustees will serve three-year terms without any maximum term limit. Also, rather than be nominated for Life Trustee status after completing four terms, the Committee will instead nominate only those Trustees who have served on the Board for at least 12 years and meet one or more existing qualifications outlined in the Bylaws, demonstrating exemplary service to the CSOA. Life Trustees will retain their full voting power and the full financial expectations of Trustees. Current Life Trustees may be offered to be reinstated as Trustees, along with all accompanying powers and financial expectations, or they may be grandfathered into any new policy.”

“The members of the Chicago Symphony Orchestra (the "Corporation") are designated as Governing Members. Governing Members are elected from among persons who have demonstrated a significant interest in the CSO and who meet such additional criteria as the Board of Trustees may from time to time determine.”

“Governing Members ratify the election of Governing Members and, at each Annual Meeting, the fully ratified Governing Members elect Regular and Life Trustees.”

“The governing body receives a copy of the 990 without the inclusion of the Schedule A "Identification of Excess Contributions or the names and addresses of contributors listed in Part I of Schedule B, "Schedule of Contributors". The CSO's tax advisor, RSM, prepares the Form 990 using the audited financial statements and supporting schedules prepared by CSO staff. Staff and the tax advisor discuss and review the entire Form 990 and Form 990-T with members of the CSO Audit Committee, who review and accept it before it is filed as set forth in the Committee Authority and Responsibility section of the Audit Committee charter. The 2022 Form 990 and Form 990-T were reviewed and approved at the April 30, 2024 meeting of the Audit Committee.”

“The CSO maintains a Conflict of Interest Policy that applies to all trustees, the Executive Committees of certain auxiliary operations operating under the CSO's bylaws, senior management and other designated staff members, and non-trustee members of Trustee committees. The Policy requires each person to whom the policy applies to complete an annual disclosure questionnaire that discloses any business or financial interest, which might reasonably be expected to give rise to a possible conflict between the interest of the CSO and the interest of such person. To the extent that the required disclosure questionnaire cannot be obtained after multiple attempts, alternative procedures are completed by staff and the Audit Committee to reasonably conclude whether any conflicts exist. The Policy forbids such individuals from voting on or using their personal influence in connection with such business or financial issues. In the event the CSO does conduct business with a related party, the financial terms of those relationships are reported annually to the Audit Committee, whose members are independent per the terms of its charter. The CSO requires each non-union employee to conduct themselves in accordance with the code of Business Conduct and Ethics, approved by the Board of Trustees, and to sign an annual statement acknowledging their understanding of and compliance with the Code.”

“The process for determining the compensation of the President included a meeting on March 30, 2023, of the Human Resources Committee, which was comprised of five independent trustees and two non-trustees. The Committee reviewed the compensation arrangements and peer benchmark data based on size of budget and scope of management responsibility. Published compensation surveys for non-profit organizations were also reviewed. Recommendations were made to the Committee and accepted, and the deliberations of the Committee were documented in the minutes of the meeting. The process for determining the compensation of other officers or key employees included a meeting on March 30, 2023, of the Human Resources Committee, which was comprised of five independent trustees and two non-trustees. The Committee reviewed the compensation arrangements and peer benchmark data based on size of budget and scope of management responsibility. Published compensation surveys for non-profit organizations were also reviewed. Recommendations were made to the Committee and accepted, and the deliberations of the Committee were documented in the minutes of the meeting.”

“Financial statements, governing documents and conflict of interest policy are available to the public upon request pursuant to the guidelines of Section 6104(d).”

“Interest rate swap fair value adjustments 4,983,294. Changes in pension plan assets and benefit obligations 4,654,171.”