AARP

“The AARP Bylaws were amended in March 2019 to allow for the election of the Chief Executive Officer (CEO) to the AARP Board of Directors. In the event the CEO is elected to serve on the Board, the Bylaws provide that the CEO has voting rights except for the election of directors and Board leaders and any matter concerning the CEO. The Bylaws also prohibit the CEO from serving in a Board Leadership Position. The Board approved a policy that sets forth the areas where the CEO is prohibited from voting due to real or perceived conflicts of interest on matters concerning the CEO. The AARP Bylaws prohibit the CEO from serving on a Committee unless the charter of such committee allows the CEO to be a member. This policy confirms the need to maintain current committee charter language for those committees that must be limited to independent directors, the Compensation and Audit and Finance Committees. And finally, the policy addresses other areas concerning the CEO's service on the Board. The current AARP CEO was elected to serve on the Board. Other governance changes included: The Board travel and expense policy was updated and streamlined. The policy is subject to Board approval and the procedures for expense reconciliation are delegated to the Office of the Corporate Secretary. The National Volunteer President position was eliminated as of June 2020.”

“The Form 990 is prepared and reviewed in AARP's internal tax department. The return is then put through a secondary review which includes the AARP Controller and AARP General Counsel. After this thorough review process, the Form 990 is distributed to the Board of Directors for their review. After all issues are addressed the return is reviewed by the Chief Operating Officer prior to electronically filing with the Internal Revenue Service.”

“Annually, all board members and employees (including officers) are required to review the Code of Conduct, formally acknowledge their understanding of the Code, and disclose any real or potential conflicts of interest. Disclosures are reviewed by appropriate management (or in the case of a board member, the Board Chair, the Corporate Secretary's Office, and if necessary, the Governance Committee), and the Ethics & Compliance Office. The appropriate resolution plan is implemented (for example, recusal from participating in any deliberations and decisions relevant to the disclosure). The Ethics & Compliance Office monitors compliance (with the assistance of the Corporate Secretary's Office for board members) with these requirements and ensures proper follow-up as needed.”

“AARP considers relevant for-profit and not-for-profit data since this is the landscape in which AARP competes for talent. Establishing the appropriate compensation for positions and jobs considers external market pricing (where possible) from an independent, third party compensation consulting firm, internal criteria, and an individual's actual performance and contribution. Internal criteria is based on a standard approach that measures the internal value of positions, including: complexity and scope of responsibility, skill set and competencies, education and experience, and the reporting relationship of the position. An individual's actual performance and contribution is measured through AARP's performance management approach and then rewarded through AARP's annual base pay merit and incentive awards programs. For the CEO, information from all three areas (external data, internal data, individual performance and contribution) is submitted to the Board of Directors for review and approval. In some cases, the Board may deal directly with the independent, third party compensation consulting firm on external market pricing. The individual in this position may have legal representation and may insist on an employment contract with terms that are mutually agreed upon by the individual and the Board. For the Executive Vice Presidents (listed in Part VII), the compensation recommendations of the CEO are provided to the Compensation Committee together with external comparability data provided by an independent third party compensation consulting firm. The Compensation Committee reviewed and approved the 2019 recommendations and their deliberations were recorded in the Committee's minutes.”

“AARP makes its Form 990 available on its website at www.aarp.org or upon request to the General Counsel's Office. AARP's audited financial statements and conflict of interest policy are also available on its website at www.aarp.org. AARP's Form 1024 will be made public upon request to AARP's Office of General Counsel. All other governing documents will be made available to the public in the event those documents are included in a filing with the Internal Revenue Service.”

“AARP has a standard 40 hour work week and are the average hours disclosed on Form 990. Officers, key employees, and highest compensated employees often work in excess of that amount.”

“Consulting and Professional Services: Program service expenses 217,316,610. Management and general expenses 16,765,547. Fundraising expenses 350,847. Total expenses 234,433,004. Member Call Centers: Program service expenses 17,615,439. Management and general expenses 0. Fundraising expenses 0. Total expenses 17,615,439.”

“Income from Terrell Place Condo Association K-1s -419. Actuarial adjustments for Pension and PRHB plan -8,484,619.”

“The 2019 Form 990 for AARP is being amended to include three Form 926s inadvertently omitted in the original filing for the following funds: held by AARP (EIN: 95-1985500) ASSF IV Debt Holdings Cayman Feeder 1, LP Jay Blocker Ltd. held by AARP Insurance Plan (Grantor Trust EIN: 52-6069387) Jay Blocker Ltd.”

“The AARP Insurance Plan is a grantor trust established by an Agreement and Declaration of Trust for the purpose of making group health insurance and other health-related products and services available to AARP, Inc. members. Agreements between AARP, Inc., AARP Services, Inc., and several insurance companies enable AARP-branded insurance products to be made available to AARP members. At the direction of the third party insurance carriers, the Plan pays AARP, Inc. a portion of the total premiums collected for the use of its intellectual property, which is reported as royalties in the consolidated statements of activities.”