Chan Zuckerberg Biohub Inc

“Directors priscilla chan and mark zuckerberg have a family relationship.”

“Chan zuckerberg initiative llc designates all directors of the board.”

“Form 990 is prepared by the organization's accounting firm. A copy is provided to each director and counsel for review before being filed.”

“The conflict of interest policy applies to biohub and all disregarded entities. Each covered person must disclose in writing to the chief conflicts officer each of his or her conflicts of interest, including financial interests, when they join the company. To ensure that potential conflicts of interest and conflicts of commitment are disclosed, each covered person is required to update their disclosure each year and periodically throughout the year at any time when his or her previously disclosed financial interests change or a new potential conflict of commitment or conflict of interest arises. In addition, certain employees at the level of group or platform leader or above are required to file updated disclosure statements each year. The board of directors ("the board") approved the conflict of commitment and conflict of interest policy for the company, which outlines the mechanisms for implementing the policy. The board, or a conflicts committee designated by the board, and a chief conflicts officer appointed by the board is responsible for interpreting both conflicts of commitment and conflicts of interest under the policy. The primary responsibility of the chief conflicts officer or the conflicts committee is determining whether a conflict of commitment or conflict of interest exists and, if so, whether the proposed activity or the transaction or arrangement giving rise to the conflict is in the best interests of biohub and can proceed in a manner that protects biohub's financial, scientific and reputational interests. When a covered person discloses an actual or potential conflict of commitment or conflict of interest under this policy, the chief conflicts officer, the board, or the conflicts committee, as required under the policy, will follow the review procedures outlined in the policy. A covered person may not engage in any activity that gives rise to a conflict of commitment or a conflict of interest without receiving the approval(s) required in this policy. With respect to any conflict of interest, the covered person will be recused from all decisions involving the activity giving rise to the conflict, and the chief conflicts officer, the board, or a committee designed by the board will determine whether to proceed with the activity notwithstanding the conflict. If the covered person involved in the potential or actual conflict under review is an officer or director of biohub, the conflict review procedures will be performed by the disinterested members of the conflicts committee, assisted by the chief conflicts officer, and if reviewed by the conflicts committee, it may refer the conflict to the disinterested members of the board for final review. If requested by the board or committee, it may be referred to outside counsel.”

“The board of directors and executive committee of the board review and approve the compensation of biohub's co-presidents and officers. The process includes a review of the compensation against comparability data survey provided periodically by an independent compensation service. The approval process is documented contemporaneously. The most recent comparability data study was completed in 2022.”

“The organization's governing documents, conflict of interest policy and financial statements are made available to the public upon request when required by federal or state law.”

“The whistleblower policy and written retention and destruction policy apply to biohub and all disregarded entities.”

“Where 40 hours is listed as hours of service in respect of an individual, this is based on an estimated full-time work week. Actual hours devoted by the individual may vary significantly, and may exceed the 40 hour estimate.”

“No directors of biohub are compensated in their capacity as directors. In 2024 joseph derisi was compensated in his capacity as president of cz biohub sf llc, a disregarded entity of biohub, and should be classified as a key employee of biohub based on form 990 instructions. As form 990 instructions dictate that an individual can not be reported as both director and key employee, joseph derisi is reported as an officer solely to reflect his officer position at the disregarded entity.”

“Compensation has been paid to officers listed on part vii by an entity that is not listed as a "related organization" on schedule r. All services of the officers were donated free of charge to biohub, and no deduction was sought for such donation.”

“Form 990 part viii line 1 reports negative contribution revenue on line 1f as a result of applying the accounting rules with respect to (i) prior year pledges made by one donor and (ii) current year fulfilment of pledges by a second donor-as provided for under the pledge agreement. In order to accurately report all donor contributions, the total contributions reported on schedule b are greater than total contribution revenue on line 1h, resulting in the presentation of negative contribution revenue.”