Vanderbilt University

“John R. Ingram and Adolpho Birch - Business relationship, Steve Ertel, Eric Kopstain, and Brett Sweet - Business relationship, Candice Lee and Brett Sweet - Business relationship, Anders Hall and Ruby Shellaway - Business relationship, Daniel Diermeier, Brett Sweet, & Ruby Shellaway - Business relationship, John Ingram, Daniel Diermeier, & Brett Sweet - Business relationship”

“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.”

“Under the Vanderbilt University Conflict of Interest and Commitment Policy (the "Policy"), all Board of Trust members, senior executives, and faculty, and most staff are required to disclose any potential conflicts of interest in accordance with the Policy. Vanderbilt University requires that for any faculty or staff member disclosing a potential conflict of interest, the conflict be reviewed by the individual's dean or the dean's designee (for faculty) or supervisor (for staff), as well as by the conflict of interest and commitment management office, and the reported conflict be managed, reduced, or eliminated. The responsible reviewer 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 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 executives 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 and senior executives are notified of their management plans and asked to review and approve of them or pose any questions or comments that are then resolved 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. Emeritus trustees are exempt from the disclosure requirements. Additionally, all Board of Trust members, senior executives, and faculty, and most staff are required to disclose potential conflicts as they arise throughout the year in accordance with the Policy. 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 approve total compensation annually for the vice chancellors, and review and approve total compensation annually for the chancellor for recommendation to the Executive Committee of the Board of Trust . The committee utilizes appropriate, nationally-recognized consulting firms to conduct market compensation analyses, provide expert information, and issue reasonableness 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 for the chancellor is further recorded in the minutes of the Executive Committee meetings. The full Board is informed annually of the total compensation of the general officers during executive 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: https://www.vanderbilt.edu/generalcounsel/conflictofinterest/ Vanderbilt University makes its financial statements available to the public through its website located at: https://finance.vanderbilt.edu/accounting/report/”

“- Anders W. Hall - Vice Chancellor for Investments and Chief Investment Officer - Jerry Stackhouse - Head Men's Basketball Coach - Clark Lea - Head Football Coach - Daniel Diermeier - Chancellor - Derek Mason - Former Head Football Coach - Timothy C. Corbin - Head Baseball Coach - Brett C. Sweet - Vice Chancellor for Finance, Information Technology and Chief Financial Officer - John M. Lutz - Vice Chancellor for Development and Alumni Relations - Candice S. Lee - Vice Chancellor for Athletics and University Affairs and Athletic Director - John Kuriyan - Dean of School of Medicine Basic Sciences - John Geer - Dean of College of Arts and Science - C. Cybele Raver - Provost and Vice Chancellor for Academic Affairs - Randall Thomas - Professor of Law and Business, Director, Law & Business Program, Professor of Management, Owen Graduate School of Management - Ruby Shellaway - Vice Chancellor, General Counsel, and University Secretary - Eric C. Kopstain - Vice Chancellor for Administration - Andre L. Churchwell - Former Chief Diversity Officer and Vice Chancellor for Equity, Diversity, and Inclusion - Lawrence J. Marnett - Former Dean of School of Medicine Basic Sciences - Steve Ertel - Vice Chancellor for Communications and Marketing - Nathan Green - Vice Chancellor for Government and Community Relations - Nicholas S. Zeppos - Former Chancellor - Sydney Savion - Vice Chancellor for People, Culture and Belonging”

“All other program service revenue - Total Revenue: 20955260, Related or Exempt Function Revenue: 20955260, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“One trustee listed in Part VII, serving as a member of the governing body with certain voting rights at the end of the tax year, does not have the power to vote on all matters that come before the governing body, the Board of Trust, and such trustee is not included in the count of voting members of the governing body at the end of the tax year.”

“Vanderbilt 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.”

“Vanderbilt is among a unique set of independent universities that offers both a high-quality undergraduate program and a full range of top-ranked graduate and professional degree programs. Its world-class faculty consists of more than 2,400 full-time members, and the diverse student body is more than 12,000 strong across 10 schools and colleges. 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 7,221 undergraduate students, 6,354 graduate and professional students, and an 7:1 student-to-faculty ratio. For more information regarding education at Vanderbilt, visit http://www.vanderbilt.edu.”

“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 - -9900375; Deconsolidated Distribution - 250000;”