Hockaday School

“Part VI, Line 1a The Executive Committee consists of the Officers of the Board, Chairs of other standing committees, subject to exceptions, and up to three at-large members appointed by the Board Chair. Per the School's bylaws, the Board delegates to the Executive Committee all powers and duties of the Board except those powers and duties which are expressly reserved to the full board. Included in such delegated powers is the power to compromise, settle, and defend against any and all disputes, claims, and lawsuits, subject to the policies of the Board. The Executive Committee shall conduct the business of the School and oversee the work of Committees between meetings of the full Board. Specific responsibilities include, but are not limited to: Monitoring the School's progress relative to the long range plan; Setting annual goals for the School and the Head of School; Monitoring the Board's progress toward its annual goals; Monitoring and reviewing the progress of the Head of School against established goals; and Reviewing all policy recommendations prior to presentation to the full Board.”

“Part VI, Line 2 Kathryn Priddy and Kathryn Walker Francis have a family relationship. Jennifer Mosle and Paula Mosle have a family relationship.”

“Part VI, Line 9 Kim Wargo, 4527 Cedarbrush Drive, Dallas, TX 75229; John Ashton, 6139 Lupton Drive, Dallas, TX 75225; JEN MOORE (LIGGITT), 1657 SHADOW OAKS PLACE, THOUSAND OAKS, CA 91362”

“Part VI, Line 11b The Form 990 is prepared by the management of the School with the assistance of Grant Thornton LLP, independent tax advisors. The Form 990 and all of the required schedules are presented to the Audit & Ethics Committee, consisting of not less than four members. The Audit & Ethics Committee then reviews the draft Form 990 with management of the school and Grant Thornton LLP. Once the draft is finalized, it is distributed to the Board members via email prior to filing with the IRS.”

“Part VI, Line 12c The conflict of interest policy and questionnaire are distributed to the Board of Trustees at the May (final) board meeting. The conflict of interest policy and questionnaire are distributed to key employees during the same time frame (as they do not all attend the Board meeting). The questionnaires are returned to the office of the CFO and are reviewed for any conflicts. In addition, the director of finance and the CFO review the forms and discuss other potential conflicts. A summary of such conflicts, if any, is prepared for disclosure on the Form 990 and is reviewed by the Audit & Ethics Committee. A person found to have a conflict of interest shall not be involved in the discussion of or vote on the transaction or arrangement giving rise to the conflict.”

“Part VI, Lines 15a & 15b The Compensation Committee sets the compensation for the Head of School, with the assistance of an independent compensation consultant. The Compensation Committee is comprised of the Chair of the Board, the Chair of the Finance and Administration Committee, and the Chair of the Board Governance and Leadership Committee. The Compensation Committee is deemed independent as it is comprised of individuals unrelated to and not subject to the control of the Head of School. In preparation for this decision, a compensation comparison is prepared using data from the National Association of Independent Schools (NAIS). Data is pulled and analyzed for a set of predetermined peer schools and benchmark schools. The Strategic Planning Committee sets the list of benchmark schools as they are used for comparison for various items across the School. The Compensation Committee then uses this information to negotiate the contract for the Head of School. The Head of School sets the salaries of the Leadership Team (including the key employees as well as various other leadership positions). The Head uses similar comparable data from NAIS to determine salary levels. The Compensation Committee approves the salaries set by the Head of School. In addition, the compensation agreement between the Head of School and the Compensation Committee is documented in meeting minutes which are retained as part of the year's Board meeting minutes.”

“Part VI, Line 19 The school's governing documents, conflict of interest policy, and financial statements are available to the public upon request.”

“Part IX, Line 11f The School nets investment fees against interest and dividend income. These fees include custodial, advisory, and other fees disclosed by certain investment managers and were approximately $489,000 and $622,000 for the years ended June 30, 2015 and 2014, respectively.”