Vanderbilt University

“Brett Sweet and David Williams - Business relationship, John R. Ingram and Mark Wilf - Business relationship, Steve Ertel, Eric Kopstain and Brett Sweet - Business relationship”

“A Code of By-Laws amendment modified responsibilities pertaining to the Compensation Committee.”

“The Form 990 is prepared by Vanderbilt University and provided to PricewaterhouseCoopers, Vanderbilt University's independent accounting firm for review. After review by PricewaterhouseCoopers, Vanderbilt University provides a draft copy of the Form 990 and all required schedules for review to all General Officers, which includes the Chancellor and Chief Financial Officer. Once this review process is complete, all trustees are provided electronic access to the draft Form 990 and all required schedules for review. The final Form 990 and all required schedules are made available to the full Board of Trust for review via Boardbooks prior to the filing of the return.”

“Vanderbilt University requires that for any faculty or staff member disclosing a potential conflict of interest, the conflict be reviewed by the individual's manager, as well as by the conflict of interest and commitment management office, and the reported conflict be managed, reduced, or eliminated. The manager is required to respond that any recommended management plan has been implemented or that the reported conflict no longer exists. For those conflicts in which Vanderbilt may have an institutional interest, those in which human subject research is performed, or those deemed unmanageable, the university conflicts committee reviews and determines appropriate actions. The university conflicts committee members are appointed by the chancellor and are made up of representatives from relevant areas across the University including faculty, audit, research, legal, administrative, and compliance. At least one representative on the Committee is a person from outside the University community. The University's General Counsel serves as the chair of the Committee. The university conflicts committee reports bi-annually to the audit committee of the Board of Trust the matters brought before the committee and the resulting actions. Board of Trust members and senior executive management of the university also must complete annual conflict of interest disclosures and management plans are developed to manage, reduce, or eliminate any potential conflicts of interest. Trustees are notified of their plans and the plans are thoroughly discussed with them to ensure compliance. Those with disclosed potential conflict of interest are presented to the audit committee of the board of trust, along with their respective management action plans, where applicable. Management plans may include restrictions on members such as recusing themselves during deliberations and decisions in which a potential conflict may exist, with the minutes of the meeting reflecting their recusal. Additionally, all members of the Vanderbilt community are required to disclose potential conflicts as they arise throughout the year. The same processes noted above occur for these disclosures.”

“To ensure that Vanderbilt is paying reasonable total compensation, is not violating the private inurement prohibition, which requires that none of the organization's income or assets unreasonably benefit any of its trustees, officers, or key employees, and is in compliance with intermediate sanctions provisions with respect to the general officers, Vanderbilt's Board of Trust has designated a Compensation Committee made up of outside, independent, board members to review and recommend to the Executive Committee of the Board of Trust the total compensation annually for the general officers. The committee utilizes appropriate, nationally-recognized consulting firms to conduct market compensation analyses, provide expert information, and issue reasonable opinions regarding comparative compensation norms, and to ensure compliance with all Internal Revenue Service rules concerning executive compensation, including the Internal Revenue Code provision related to intermediate sanctions, deferred compensation, and private inurement. The Compensation Committee reviews the executive compensation philosophy and affirms that it is in line with the Board's expectations. The compensation of the general officers is disclosed in the annual Form 990, which is available to the public in accordance with regulations section 301.6104(d)-1 through 3. Each year, the total compensation review and recommendations are recorded in the minutes of the Compensation Committee meetings. The approval of the recommendations is recorded in the Executive Committee meetings. The full Board is informed annually of the total compensation of the general officers during private session.”

“Vanderbilt uses the same procedures as described in response to Part VI, Line 15a.”

“Vanderbilt University makes its governing documents available to the public through its Board of Trust website located at: http://www.vanderbilt.edu/boardoftrust. Vanderbilt University makes its conflict of interest policy available to the public through its Compliance Program website located at http://www.vanderbilt.edu/compliance. Vanderbilt University makes its financial statements available to the public through its website located at: https://finance.vanderbilt.edu/accounting/report/.”

“- Nicholas S. Zeppos - Chancellor - Audrey Jane Anderson - Vice Chancellor, General Counsel, and University Secretary; TERMINATED STATUS AS AN OFFICER EFFECTIVE JULY 31ST, 2018 -Andre L. Churchwell, Interim Chief Diversity Officer and Vice Chancellor for Equity, Diversity, and Inclusion (effective June 8th, 2019) - Steve Ertel, Vice Chancellor for Communications - Nathan Green - Vice Chancellor for Government and Community Relations - Anders W. Hall - Vice Chancellor for Investments and Chief Investment Officer - Eric C. Kopstain - Vice Chancellor for Administration - John M. Lutz - Vice Chancellor for Information Technology -James Page - Vice Chancellor for Equity, Diversity, and Inclusion; Served as an officer effective August 17, 2018 and terminated his status on June 7th, 2019 -Ruby Z. Shellaway - Vice Chancellor, General Counsel, and University Secretary (effective August 1st, 2018) - Tina Smith - Interim Vice Chancellor for Equity, Diversity, and Inclusion; TERMINATED STATUS AS AN OFFICER EFFECTIVE AUGUST 16th, 2018 - Susie S. Stalcup - Vice Chancellor for Development and Alumni Relations - Brett C. Sweet - Vice Chancellor for Finance and Chief Financial Officer -Malcolm Turner - Vice Chancellor for Athletics and University Affairs and Athletics Director (effective February 1, 2019) - Susan Wente - Provost and Vice Chancellor for Academic Affairs - David Williams, II - Vice Chancellor for Athletics and University Affairs and Athletics Director; TERMINATED STATUS AS AN OFFICER EFFECTIVE JANUARY 31ST, 2019 - John Geer - Dean of College of Arts and Science - Lawrence J. Marnett - Dean of Basic Sciences - Timothy C. Corbin - Head Baseball Coach - Bryce Drew - Head Men's Basketball Coach - Derek Mason - Head Football Coach - Hunter McCrossin - Managing Director, Office of Investments - Travis W. Shore - Managing Director, Office of Investments - Richard C. McCarty - Former Officer (Provost and Vice Chancellor for Academic Affairs); Terminated status as an officer effective July 1, 2014; Current Professor of Psychology - George C. Hill - Former Chief Diversity Officer and Vice Chancellor for Equity, Diversity, and Inclusion. Terminated status as an officer effective June 30, 2017. - Lauren Benton - Former Dean of College of Arts and Science and Key Employee; TERMINATED STATUS AS A KEY EMPLOYEE EFFECTIVE December 31,2017”

“All other program service revenue - Total Revenue: 12739162, Related or Exempt Function Revenue: 12739162, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“Vanderbilt University is a center for scholarly research, informed and creative teaching, and service to the community and society at large. Vanderbilt will uphold the highest standards and be a leader in the quest for new knowledge through scholarship, dissemination of knowledge through teaching and outreach, and creative experimentation of ideas and concepts. In pursuit of these goals, Vanderbilt values most highly the intellectual freedom that supports open inquiry and equality, compassion and excellence in all endeavors.”

“See Disclosure Above.”

“Top-ranked in both academics and financial aid, Vanderbilt University ("Vanderbilt") offers an immersive living-learning undergraduate experience, with programs in the liberal arts and sciences, engineering, music, education and human development. Vanderbilt also is home to nationally and internationally recognized graduate schools of law, education, business, medicine, nursing and divinity, and offers robust graduate-degree programs across a range of academic disciplines. Vanderbilt's ten schools and colleges include: College of Arts and Science, Blair School of Music, Divinity School, School of Engineering, Graduate School, Law School, School of Medicine, School of Nursing, Owen Graduate School of Management, and Peabody College (of education and human development). Vanderbilt has approximately 6,900 undergraduate students, 6,200 graduate and professional students, and more than 4,700 faculty members including Vanderbilt University Medical Center faculty (Vanderbilt University Medical Center faculty are appointed by Vanderbilt but are employed by Vanderbilt University Medical Center). Vanderbilt ranked 15th among the nation's best universities in an annual survey conducted by U.S. News & World Report. Vanderbilt's Peabody College of education and human development was named the No. 6 graduate school of education in the nation by U.S. News & World Report. Vanderbilt's School of Nursing ranked 8th among the nation's top graduate nursing schools. The Doctor of Nursing Practice program was ranked 5th. Nursing programs ranking in the top 5 in their respective fields include: Psychiatric Mental Health Nurse Practitioner, Adult Gerontology Acute Care Nurse Practitioner, Pediatric Nurse Practitioner-Primary Care, Nursing Informatics, Family Nurse Practitioner, Adult Gerontology-Primary Care Nurse Practitioner. Vanderbilt's School of Medicine ranked 16th for research schools of medicine in the nation, the Law School ranked 18th, the Vanderbilt School of Engineering ranked 39th, and the Owen Graduate School of Management ranked 29th for graduate business schools. For more information regarding education at Vanderbilt, visit http://www.vanderbilt.edu.”

“Vanderbilt University ("Vanderbilt") is an internationally recognized research university. A majority of Vanderbilt's research funding is received from the federal government. Funding is also received from foundations, associations, corporations, and other sources. Vanderbilt's researchers are at the forefront of posing innovative solutions to some of the most challenging questions facing the world today. For more information regarding research at Vanderbilt, visit http://research.vanderbilt.edu”

“Change in minority interest - -11311045; Deconsolidated Distribution - 100100;”