2024-08-29T10:08:46-05:00 2023-12-31 135565207 KPMG LLP 60 SOUTH STREET TWO FINANCIAL CENTER BOSTON MA 02111 990 2023-01-01 043372500 ISO NEW ENGLAND INC ISON 4135354000 ONE SULLIVAN ROAD HOLYOKE MA 01040 ROBERT C LUDLOW VP, CHIEF FIN'L AND COMPL OFFI 4135354000 2024-08-28 1 0 ZELJKO POPOVIC P01795951 6179881000 2024-08-05 2023 2024-08-08 14:25:15Z GORDON VAN WELIE ONE SULLIVAN ROAD HOLYOKE MA 01040 235600056 0 X WWW.ISO-NE.COM X 1997 DE THE CORPORATION IS ORGANIZED AND OPERATED EXCLUSIVELY FOR CHARITABLE PURPOSES INCLUDING THE FOLLOWING: TO (I) MAINTAIN THE RELIABILITY OF THE BULK POWER AND TRANSMISSION SYSTEM IN NEW ENGLAND BY, AMONGST OTHER FUNCTIONS, EXERCISING OPERATIONAL AUTHORITY OVER THE BULK TRANSMISSION FACILITIES, (II) ADMINISTER AND SEEK TO ENHANCE SUSTAINABLE, COMPETITIVE AND EFFICIENT ENERGY MARKETS, AND (III) PROVIDE NON-DISCRIMINATORY, OPEN-ACCESS TRANSMISSION SERVICE. 9 9 705 0 0 0 0 0 209827910 233806868 985488 1793188 0 0 210813398 235600056 17900 13500 0 0 127162889 139985650 0 0 0 83632609 95600906 210813398 235600056 0 0 732557047 513103203 732557047 513103203 0 0 X THE CORPORATION IS ORGANIZED AND OPERATED EXCLUSIVELY FOR CHARITABLE PURPOSES INCLUDING THE FOLLOWING: TO (I) MAINTAIN THE RELIABILITY OF THE BULK POWER AND TRANSMISSION SYSTEM IN NEW ENGLAND BY, AMONG OTHER FUNCTIONS, EXERCISING OPERATIONAL AUTHORITY OVER THE BULK TRANSMISSION FACILITIES, (II) ADMINISTER AND SEEK TO ENHANCE SUSTAINABLE, COMPETITIVE AND EFFICIENT ENERGY MARKETS, AND (III) PROVIDE NON-DISCRIMINATORY, OPEN-ACCESS TRANSMISSION SERVICE. 0 0 104980949 116539145 ISO NEW ENGLAND INC. (ISO-NE) IS THE NOT-FOR-PROFIT ORGANIZATION AUTHORIZED BY THE FEDERAL GOVERNMENT TO PERFORM THREE CRITICAL ACTIVITIES TO ENSURE THE RELIABLE SUPPLY OF ELECTRICITY THROUGHOUT NEW ENGLAND. THROUGH ITS FIRST ACTIVITY, ENERGY ADMINISTRATION, ISO-NE ENSURES THE CONSTANT AVAILABILITY OF COMPETITIVELY PRICED ELECTRICITY FOR THE REGION'S 15.1 MILLION RESIDENTS BY DESIGNING, REFINING, AND ADMINISTERING, IN A FAIR AND UNBIASED MANNER, THE REGION'S WHOLESALE ELECTRICITY MARKETS. DURING 2023, ISO-NE WAS RESPONSIBLE FOR THE FAIR ADMINISTRATION OF APPROXIMATELY $6 BILLION OF MARKET TRANSACTIONS. 63746753 13500 70764293 THROUGH ITS SECOND ACTIVITY, RELIABILITY ADMINISTRATION, ISO-NE ENSURES THE RELIABLE DAY-TO-DAY OPERATION OF THE REGION'S HIGH VOLTAGE TRANSMISSION SYSTEM. AMONG OTHER ACTIVITIES, THIS INVOLVES: (I) COORDINATING THE OPERATION OF THE REGION'S MORE THAN 350 DISPATCHABLE POWER PLANTS AND 9,000 MILES OF HIGH VOLTAGE TRANSMISSION LINES; (II) MANAGING THE MOVEMENT OF HIGH-VOLTAGE ELECTRICITY INTO, WITHIN, AND OUT OF NEW ENGLAND; (III) ENSURING THAT THE SIX-STATE NEW ENGLAND REGION HAS THE POWER SYSTEM RESOURCES NECESSARY TO MEET CONSUMER DEMAND FOR ELECTRICITY AND FEDERALLY-MANDATED RELIABILITY REQUIREMENTS; (IV) COORDINATING HOW TRANSMISSION LINES, GENERATION, AND OTHER RESOURCES CONNECT TO AND OPERATE ON THE POWER GRID RELIABLY; AND (V), WORKING WITH THE INDUSTRY TO DEVELOP TRANSMISSION INFRASTRUCTURE SOLUTIONS THAT ARE ESSENTIAL FOR MAINTAINING POWER SYSTEM RELIABILITY. DURING 2023 ISO-NE COORDINATED THE GENERATION AND TRANSMISSION OF THE APPROXIMATELY 114,700 GIGAWATT-HOURS OF POWER CONSUMED IN THE REGION. 43055531 47808405 THROUGH ITS THIRD ACTIVITY, SCHEDULING SERVICES, ISO-NE FORECASTS AND SCHEDULES THE ELECTRICITY NEEDED IN THE REGION FOR EVERY SECOND OF EVERY DAY AND ENSURES THERE IS ENOUGH ELECTRICITY GENERATED TO MEET DEMAND AS WELL AS RESOURCES NEEDED TO MAINTAIN STRINGENT RELIABILITY CRITERIA. IN CONDUCTING THIS ACTIVITY, ISO-NE: (I) MONITORS THE FLOW OF ELECTRICITY INTO, OUT OF, AND OVER NEW ENGLAND'S HIGH-VOLTAGE TRANSMISSION SYSTEM AND (II) SCHEDULES HUNDREDS OF DIVERSE POWER RESOURCES AND TRANSMISSION COMPONENTS TO SUPPLY JUST THE RIGHT AMOUNT OF ELECTRICITY TO MEET THE REGION'S DEMAND AND REQUIRED RESERVE MARGIN. ISO-NE IS RESPONSIBLE FOR ENSURING THAT THE GRID CAN WITHSTAND THE SUDDEN LOSS OF A POWER PLANT OR TRANSMISSION EQUIPMENT CAUSED BY WEATHER, MECHANICAL FAILURE, OR OTHER TRIGGERS. 211783233 1 0 0 1 0 0 0 0 1 0 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 1 1 1 1 0 1 85 0 1 705 1 0 0 0 0 0 0 0 0 0 0 1 0 X 9 9 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 0 MA X ROBERT C LUDLOW 4135354014 ONE SULLIVAN ROAD HOLYOKE MA 01040 X CHERYL LAFLEUR CHAIR, BOARD OF DIRECTORS 8.00 X 165750 0 0 CAREN ANDERS DIRECTOR 8.00 X 146750 0 0 BROOK M COLANGELO DIRECTOR 7.00 X 149250 0 0 STEVEN B CORNELI DIRECTOR 6.00 X 140250 0 0 MICHAEL J CURRAN DIRECTOR 8.00 X 151000 0 0 ROBERTO R DENIS DIRECTOR (THROUGH 9/30/23) 8.00 X 99250 0 0 CATHERINE FLAX DIRECTOR 6.00 X 135750 0 0 CRAIG IVEY DIRECTOR (BEGINNING 10/1/23) 4.00 X 47250 0 0 MARK VANNOY DIRECTOR 7.00 X 141500 0 0 MELVIN G WILLIAMS JR DIRECTOR 6.00 X 137750 0 0 GORDON VAN WELIE PRESIDENT & CHIEF EXECUTIVE OFFICER 45.00 X 1883859 0 892902 VAMSI K CHADALAVADA EXEC. VP & CHIEF OPERATING OFFICER 45.00 X 1449836 0 756020 ROBERT C LUDLOW VP, CHIEF FINANCIAL & COMP. OFF. 45.00 X 782546 0 360284 MATTHEW W WHITE VP, MARKET DEV. & CHIEF ECON. 45.00 X 689186 0 139626 PETER T BRANDIEN VP, SYSTEM OPS. & MARKET ADMIN. 45.00 X 702339 0 346140 KATHLEEN DECASTRO VP, HR & CHIEF PEOPLE DIV. OFF. 45.00 X 456319 0 194424 ROBERT G ETHIER VP, SYSTEM PLANNING 45.00 X 535608 0 280093 ANNE C GEORGE VP, CHIEF EXT AFFAIRS & COMM. OFF. 45.00 X 539504 0 253320 MARIA A GULLUNI VP, GEN. COUNSEL & CORP. SEC. 45.00 X 619544 0 275366 LORRAINE M BRADY SR. CORP. ADMIN. & ASST. SEC. 40.00 X 115931 0 100362 MARK G KARL VP, MARKET DEV. & SETTLEMENTS 45.00 X 656988 0 224835 RUDOLF A PAWUL VP, INFO. & CYBER SEC. SVCS. 45.00 X 424942 0 266937 M DAVID HAMEEDY DIRECTOR, PROGRAM MGMT. OFFICE 40.00 X 341165 0 242693 MATTHEW F GOLDBERG DIRECTOR, STRAT., RISK & OPS. COMM. 41.00 X 376660 0 150424 MICHAEL N TANIWHA IT DIR., INFR. & ENTRPR. SUPP. 44.00 X 361558 0 191650 SHANNON L CAREY DIRECTOR, MKT. ANALYSIS & STLMNT. 41.00 X 335902 0 183544 BRENT OBERLIN DIRECTOR, TRANSMISSION PLANNING 45.00 X 294809 0 133292 DENNIS G ROBINSON DIRECTOR, MARKET ADMIN. & AUCTIONS 41.00 X 321405 0 265681 ALAN F MCBRIDE DIRECTOR, TRANS. SVCS. & RESC. QUAL. 44.00 X 286531 0 127511 ALBERT EVANS DIRECTOR, CYBER SEC. & COMPL. 40.00 X 388661 0 37550 DAVID NAUGHTON EXEC. DIR., MKT. MONITORING 40.00 X 321316 0 108497 ELLEN FOLEY DIRECTOR, CORP. MEDIA & WEB COMM. 40.00 X 330233 0 228138 CHRISTOPHER NOLAN DIRECTOR, MARKET & CREDIT RISK 42.00 X 475128 0 64625 TONGXIN ZHENG DIRECTOR, ADVANCED TECH SOLUTIONS 44.00 X 334058 0 152004 GREGG BRADLEY MANAGER, MARKET MONITORING 40.00 X 359620 0 57690 JOHN DILORETO DIRECTOR, INTERNAL AUDIT 40.00 X 334542 0 38517 15032690 0 6072125 504 0 1 0 GE ENERGY MANAGEMENT SERVICE 4200 WILDWOOD PARKWAY ATLANTA GA 30339 ENERGY MANAGEMENT SYSTEM 10271963 MITSUBISHI ELECTRIC POWER PRODUCTS INC 530 KEYSTONE DRIVE WARRENDALE PA 15086 POWER SYSTEM CONSULTING 5194260 SIEMENS INDUSTRY INC 100 TECHNOLOGY DRIVE ALPHARETTA GA 30005 POWER SYSTEM CONSULTING 2620444 RLC ENGINEERING LLC 267 WHITTEN DRIVE HALLOWELL ME 04347 ENGINEERING SERVICES 2072351 CAPGEMINI AMERICA INC 79 5TH AVE NEW YORK NY 10003 INFORMATION TECHNOLOGY 1620332 76 ENERGY ADMIN. SERVICES 221000 115863821 115863821 RELIABILITY ADMIN. SVC 221000 70415864 70415864 SCH. SYS. CONT. & DISP 221000 47527183 47527183 233806868 1793188 1304975 488213 235600056 235111843 0 488213 13500 13500 16914505 11255476 5659029 257276 257276 90279092 81251183 9027909 14424104 12981694 1442410 11346191 10140465 1205726 6764482 6088034 676448 1228056 606813 621243 735376 515076 220300 187066 168359 18707 19349624 17444468 1905156 2343996 1972954 371042 22145598 21000643 1144955 7547567 6990746 556821 802854 646999 155855 647902 528868 119034 1177708 1177708 30034229 29852433 181796 373940 248832 125108 NORTH AMERICAN ELECTRIC 7107173 7107173 DUES & SUBSCRIPTIONS 1498504 1138065 360439 RECRUITING/ADVERTISING 158591 142732 15859 NORTHEAST POWER COORD. 153806 153806 108916 99930 8986 235600056 211783233 23816823 0 4413 4413 178311998 70007375 34283250 34120967 34860035 31421723 493621363 383962727 106724670 109658636 378372681 267890089 732557047 513103203 47186401 43714720 50342874 47662266 39726228 36560989 519780799 317435036 49993735 49998177 25527010 17732015 732557047 513103203 X 0 0 0 0 0 0 0 0 732557047 513103203 0 0 X 0 1 X 1 0 X 193969455 195585357 201634657 210614772 235111843 1036916084 193969455 195585357 201634657 210614772 235111843 1036916084 0 95503479 100011426 98226088 105037327 115237692 514016012 95503479 100011426 98226088 105037327 115237692 514016012 522900072 297971 57999 50902 197151 488213 1092236 297971 57999 50902 197151 488213 1092236 194267426 195643356 201685559 210811923 235600056 1038008320 0.50380 0.50850 0.00110 0.00090 X 211783233 211783233 1000000 250000 0 0 1000000 1000000 1000000 1000000 4000000 6000000 250000 250000 250000 250000 1000000 1500000 0 1 X 67782372 39246504 28535868 60429490 46165774 14263716 365409501 298550449 66859052 109658636 SECURITY DEPOSITS FINANCIAL ASSURANCE, HELD ON BEHALF OF MARKET PARTICIP 234322947 RESTRICTED CASH ON DEPOSIT (CLUSTER FUNDS), HELD ON BEHALF OF MARKET PARTICI 17398205 RESTRICTED CONGESTION REVENUE FUND, HELD ON BEHALF OF MARKET PARTICIPANTS 7564698 RESTRICTED CASH ON DEP(FORF FCM FUNDS),HELD ON BEHALF OF MARKET PARTICIPANTS 4477764 SYSTEM IMPACT STUDY DEPOSITS 1778500 MARKET PARTICIPANT SETTLEMENT FUNDS 1157503 RIGHT OF USE ASSET, OPERATING LEASES 1189622 FAIR MARKET VALUE OF INTEREST RATE CAP FOR TAX EXEMPT DEBT 850 267890089 PENSIONS BENEFIT LIABILITY 16541860 LEASE LIABILITY OPERATING 1189622 ACTIVITIES RESERVE LIABILITIES 533 17732015 X 235600056 0 235600056 0 235600056 235600056 0 235600056 0 235600056 PART X, LINE 2: THE COMPANY HAS DETERMINED PRIOR TO RECORDING ANY BENEFIT IN THE FINANCIAL STATEMENTS THAT IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE APPROPRIATE TAXING AUTHORITY, AS REQUIRED BY THE ACCOUNTING FOR UNCERTAINTY WITHIN INCOME TAXES IN FASB ASC TOPIC 740, INCOME TAXES. A TAX POSITION IS MEASURED AT THE LARGEST AMOUNT OF BENEFIT THAT IS GREATER THAN FIFTY PERCENT LIKELY OF BEING REALIZED UPON SETTLEMENT. SCHEDULE D, PART IV, LINE 2B THE $317,435,036 REPORTED ON LINE 21, PART X OF THE FORM 990 REPRESENTS FUNDS HELD BY ISO NEW ENGLAND INC., FOR OR ON BEHALF OF MARKET PARTICIPANTS IN FURTHERANCE OF ISO NEW ENGLAND INC'S TAX-EXEMPT PURPOSE. SCHEDULE D, PART VI, LINE 1A ISO NEW ENGLAND INCURRED COSTS ASSOCIATED WITH THE PURCHASE OF LAND AT THE MAIN CONTROL CENTER LOCATED AT SULLIVAN ROAD IN HOLYOKE, MA AND THE BACKUP CONTROL CENTER LOCATED AT HELMSFORD WAY IN WINDSOR, CT. ISO NEW ENGLAND RECOVERS CURRENT YEAR AMORTIZATION THROUGH THE ANNUAL TARIFF FILING "RECOVERY OF ISO ADMINISTRATIVE EXPENSES". UNAMORTIZED LAND IS RECOGNIZED AS A DEFERRED ASSET AND REPORTED ON PART X, LINE 9 - PREPAID EXPENSES AND DEFERRED ASSETS ON THE FORM 990. THE MAIN CONTROL CENTER INCLUDES FULLY AMORTIZED LAND OF $150,596 AND THE BACKUP CONTROL CENTER INCLUDES LAND PURCHASE OF $982,581 AND AMORTIZATION OF $383,207 FOR A BOOK VALUE OF $599,374. 1 UNIVERSITY OF MASSACHUSETTS AMHERST 130 NATURAL RESOURCES ROAD AMHERST MA 01003 043167352 GOVERNMENTAL ENTITY 7500 0 N/A SUPPORT FOR THE COLLEGE OF ENGINEERING INDUSTRY PARTNER PROGRAM FOR THE ACADEMIC YEAR 2023 IEEE FOUNDATION INC 445 HOES LANE PISCATAWAY NJ 08855 131356633 501(C)(3) 6000 0 N/A SUPPORT OF THE REGION 1 RECIPIENTS FOR THE IEEE PES SCHOLARSHIP PLUS INITIATIVE FUND 2 2 SCH I, PART I, LINE 2 IN 2023 ISO NEW ENGLAND INC. MADE A TOTAL OF THREE GRANTS TO 501(C) AND GOVERNMENT ORGANIZATIONS. THESE CONSISTED OF TWO GRANTS TO AN EDUCATIONAL INSTITUTION AND ONE NON-PROFIT EDUCATIONAL AND SERVICE ORGANIZATION. ISO NEW ENGLAND INC. GRANTS IN 2023 CONSISTED OF THREE SCHOLARSHIPS. ISO NEW ENGLAND INC. MONITORS THE USE OF THESE SCHOLARSHIP GRANTS BY WORKING WITH EACH ORGANIZATION AND PROVIDING INPUT INTO THE SCHOLARSHIP AWARDEES AND BY RECEIVING SUPPORTING DOCUMENTATION FROM THE ORGANIZATION ON HOW THE SCHOLARSHIP GRANT WILL BE USED AND NOTING THE STATED USE ON THE PAYMENT TO EACH ORGANIZATION. X 1 1 X X X X X 1 0 0 0 0 0 0 1 0 GORDON VAN WELIE PRESIDENT & CHIEF EXECUTIVE OFFICER 913364 0 960687 0 9808 0 864420 0 28482 0 2776761 0 451607 0 VAMSI K CHADALAVADA EXEC. VP & CHIEF OPERATING OFFICER 651917 0 793601 0 4318 0 724310 0 31710 0 2205856 0 320884 0 ROBERT C LUDLOW VP, CHIEF FINANCIAL & COMP. OFF. 482249 0 294881 0 5416 0 329762 0 30522 0 1142830 0 208683 0 PETER T BRANDIEN VP, SYSTEM OPS. & MARKET ADMIN. 443754 0 251895 0 6690 0 323929 0 22211 0 1048479 0 159709 0 MARIA A GULLUNI VP, GEN. COUNSEL & CORP. SEC. 426087 0 190417 0 3040 0 275228 0 138 0 894910 0 103483 0 MARK G KARL VP, MARKET DEV. & SETTLEMENTS 331830 0 280105 0 45053 0 205752 0 19083 0 881823 0 161863 0 MATTHEW W WHITE VP, MARKET DEV. & CHIEF ECON. 344739 0 341317 0 3130 0 102814 0 36812 0 828812 0 72695 0 ROBERT G ETHIER VP, SYSTEM PLANNING 373459 0 158791 0 3358 0 247740 0 32353 0 815701 0 93459 0 ANNE C GEORGE VP, CHIEF EXT AFFAIRS & COMM. OFF. 378825 0 158939 0 1740 0 220601 0 32719 0 792824 0 88169 0 RUDOLF A PAWUL VP, INFO. & CYBER SEC. SVCS. 368259 0 55779 0 904 0 240065 0 26872 0 691879 0 0 0 KATHLEEN DECASTRO VP, HR & CHIEF PEOPLE DIV. OFF. 356412 0 98850 0 1057 0 163205 0 31219 0 650743 0 0 0 DENNIS G ROBINSON DIRECTOR, MARKET ADMIN. & AUCTIONS 257708 0 59998 0 3699 0 239877 0 25804 0 587086 0 0 0 M DAVID HAMEEDY DIRECTOR, PROGRAM MGMT. OFFICE 275679 0 57952 0 7534 0 205743 0 36950 0 583858 0 0 0 ELLEN FOLEY DIRECTOR, CORP. MEDIA & WEB COMM. 235318 0 92395 0 2520 0 216356 0 11782 0 558371 0 0 0 MICHAEL N TANIWHA IT DIR., INFR. & ENTRPR. SUPP. 268010 0 92483 0 1065 0 162502 0 29148 0 553208 0 0 0 CHRISTOPHER NOLAN DIRECTOR, MARKET & CREDIT RISK 271576 0 60000 0 143552 0 28500 0 36125 0 539753 0 0 0 MATTHEW F GOLDBERG DIRECTOR, STRAT., RISK & OPS. COMM. 261123 0 114695 0 842 0 111529 0 38895 0 527084 0 60461 0 SHANNON L CAREY DIRECTOR, MKT. ANALYSIS & STLMNT. 246911 0 87262 0 1729 0 152454 0 31090 0 519446 0 41364 0 TONGXIN ZHENG DIRECTOR, ADVANCED TECH SOLUTIONS 232886 0 99579 0 1593 0 116312 0 35692 0 486062 0 0 0 DAVID NAUGHTON EXEC. DIR., MKT. MONITORING 268249 0 52650 0 417 0 71418 0 37079 0 429813 0 0 0 BRENT OBERLIN DIRECTOR, TRANSMISSION PLANNING 242016 0 51134 0 1659 0 97600 0 35692 0 428101 0 0 0 ALBERT EVANS DIRECTOR, CYBER SEC. & COMPL. 290440 0 80234 0 17987 0 36300 0 1250 0 426211 0 0 0 GREGG BRADLEY MANAGER, MARKET MONITORING 195806 0 53210 0 110604 0 25826 0 31864 0 417310 0 0 0 ALAN F MCBRIDE DIRECTOR, TRANS. SVCS. & RESC. QUAL. 238257 0 46639 0 1635 0 91338 0 36173 0 414042 0 0 0 JOHN DILORETO DIRECTOR, INTERNAL AUDIT 268125 0 62723 0 3694 0 35325 0 3192 0 373059 0 0 0 LORRAINE M BRADY SR. CORP. ADMIN. & ASST. SEC. 106506 0 8310 0 1115 0 76936 0 23426 0 216293 0 0 0 CHERYL LAFLEUR CHAIR, BOARD OF DIRECTORS 165750 0 0 0 0 0 0 0 0 0 165750 0 0 0 MICHAEL J CURRAN DIRECTOR 151000 0 0 0 0 0 0 0 0 0 151000 0 0 0 PART I, LINE 1A DURING 2023, TWO OF ISO NEW ENGLAND'S FIVE HIGHEST PAID EMPLOYEES (THAT WERE NOT ALSO A CURRENT OFFICER, DIRECTOR, TRUSTEE OR KEY EMPLOYEE) RECEIVED RELOCATION BENEFITS AND RELATED TAX INDEMNIFICATION AND GROSS UP COMPENSATION. ONE OF THESE AWARDS HAD AN AFTER TAX VALUE OF $141,909 AND A RELATED $51,538 TAX GROSS UP, WHILE THE OTHER HAD AN AFTER TAX VALUE OF $109,726 AND A RELATED $38,638 TAX GROSS UP. THE VALUE OF THE BENEFITS RECEIVED DURING 2023 WERE INCLUDED ON THE EMPLOYEE'S IRS FORM W-2 FOR 2023 AS TAXABLE COMPENSATION. ONE KEY EMPLOYEE AND ONE FIVE HIGHEST PAID EMPLOYEE RECEIVED A RETIREMENT GIFT THAT WAS GROSSED UP SO THAT EACH HAD AN AFTER TAX VALUE OF $500 AND RELATED APPROXIMATE GROSS UP OF $165. TWO KEY EMPLOYEES RECEIVED AN AWARD UNDER THE COMPANY'S EMPLOYEE RECOGNITION PROGRAM. THE TAXABLE EMPLOYEE RECOGNITION PROGRAM IS AVAILABLE TO ALL EMPLOYEES WITH EXCEPTION OF THE CEO, EXECUTIVE/SENIOR VICE PRESIDENTS, AND VICE PRESIDENTS. THE EMPLOYEE RECOGNITION PROGRAM RECOGNIZES EMPLOYEE ACHIEVEMENTS OR ACCOMPLISHMENTS THAT CONTRIBUTE TO THE OVERALL OBJECTIVE OF THE BUSINESS. IT ENCOURAGES EMPLOYEES TO EXCEL IN ISO CORE COMPETENCIES, EITHER INDIVIDUALLY OR THROUGH TEAMS. EACH OF THESE AWARDS HAD AN AFTER TAX VALUE OF $150 AND A RELATED APPROXIMATE $67 TAX GROSS UP. PART I, LINE 3 COMPENSATION IS APPROVED IN ADVANCE BY THE BOARD OF DIRECTORS (THE "BOARD"). SCHEDULE O, FORM 990, PART VI, SECTION B, LINE 15 PROVIDES A COMPLETE DESCRIPTION OF THE ESTABLISHMENT OF COMPENSATION FOR ISO NEW ENGLAND'S CHIEF EXECUTIVE OFFICER, AND OTHER OFFICERS OF THE COMPANY. PART I, LINE 4A MARK KARL RECEIVED SEVERANCE PAYMENT IN THE AMOUNT OF $32,753.88. PART I, LINE 7 ISO NEW ENGLAND CURRENTLY ADMINISTERS TWO INCENTIVE COMPENSATION PLANS THAT BOTH PROVIDE FOR NON-FIXED PAYMENTS: AN ANNUAL PERFORMANCE INCENTIVE PLAN (THE "API PLAN") AND A LONG-TERM INCENTIVE PLAN (THE DEFERRED PERFORMANCE INCENTIVE PLAN, "DPI PLAN"). SUBJECT TO CERTAIN ELIGIBILITY CRITERIA, MOST EMPLOYEES MAY RECEIVE AN API PLAN AWARD BASED UPON A FORMULA THAT TAKES INTO ACCOUNT ORGANIZATIONAL PERFORMANCE, INDIVIDUAL PERFORMANCE, ANNUAL BASE PAY (AS DECEMBER 31ST OF THE PLAN YEAR) AND A GRADE-RELATED SALARY PERCENTAGE. ORGANIZATIONAL PERFORMANCE IS MEASURED BY THE BOARD OF DIRECTORS OF ISO NEW ENGLAND (THE "BOARD") AGAINST GOALS AND OBJECTIVES DEVELOPED BY THE COMPENSATION AND HUMAN RESOURCES COMMITTEE OF THE BOARD (THE "COMMITTEE"), OTHER BOARD COMMITTEES, AND THE BOARD AT THE COMMENCEMENT OF EACH PLAN YEAR. THE INDIVIDUAL PERFORMANCE OF AN OFFICER IS EVALUATED BY THE COMMITTEE AND THE BOARD. THE FINAL API PLAN AWARD FOR AN OFFICER IS CALCULATED AND PAID ONCE THE BOARD DETERMINES THE SCORES FOR ORGANIZATIONAL PERFORMANCE AND INDIVIDUAL PERFORMANCE FOR THE PLAN YEAR. THE DPI PLAN AWARDS ARE AVAILABLE TO OFFICERS AND ARE BASED UPON THE ACHIEVEMENT OF ORGANIZATIONAL AND INDIVIDUAL LONG-TERM GOALS ESTABLISHED BY RECOMMENDATIONS OF THE COMMITTEE (WITH INPUT FROM OTHER BOARD COMMITTEES) AND WITH THE APPROVAL OF THE BOARD. SIMILAR TO THE API PLAN, THE DPI PLAN AWARDS ARE CALCULATED USING AN ELIGIBLE EMPLOYEE'S BASE SALARY IN EFFECT AS OF DECEMBER 31ST OF THE PLAN YEAR AND A GRADE-RELATED SALARY PERCENTAGE; HOWEVER, DPI PLAN AWARDS GENERALLY ARE PAID TWO AND ONE-HALF YEARS AFTER THE END OF THE PLAN YEAR. THE BOARD ASSESSES THE PERFORMANCE OF THE ORGANIZATION AND THE INDIVIDUAL AT THE END OF EACH PLAN YEAR, AND REASSESSES THE ORGANIZATION'S PROGRESS TOWARDS ITS LONG-TERM GOALS AND OBJECTIVES TWO AND ONE-HALF YEARS LATER, IMMEDIATELY PRIOR TO THE CALCULATION AND PAY-OUT OF THE DPI PLAN AWARD. UNDER BOTH PLANS, ISO NEW ENGLAND RESERVES THE RIGHT TO REDUCE OR ELIMINATE PLAN AWARDS IF THE ELIGIBLE EMPLOYEE OR THE ORGANIZATION UNDERPERFORMS OR THERE IS A MAJOR COLLAPSE OF THE BULK ELECTRIC POWER SYSTEM MANAGED BY ISO NEW ENGLAND. A MASSACHUSETTS DEVELOPMENT FINANCE AGENCY 043431814 57583RAA3 2005-02-25 45500000 FINANCE ACQUISITION OF 64K SQ. FOOT FACILITY, RENOVATE EXISTING BUILDING 0 0 0 B CONNECTICUT INNOVATIONS INCORPORATED 041423798 20758CAA3 2012-12-13 36000000 FINANCE ACQUISITION OF LAND & OFFICE BUILDING FOR BACK-UP CONTROL CENTER 0 0 0 A 30485000 45500000 146955 45353045 2007 0 0 1 1 B 14270000 36000000 386499 222060 34041441 1350000 2014 0 0 1 1 A 0 0 1 1 0 0.00000 0.00000 0.00000 0 0 1 B 0 0 0 0 0.00000 0.00000 0.00000 0 0 1 A 0 0 0 1 1 0 0 0 1 B 0 0 0 1 1 0 0 0 1 A 1 B 1 PART I, COLUMN F: 02/25/2005 45,500,000 MASSACHUSETTS DEVELOPMENT - THE PROCEEDS OF THE BONDS LOANED TO ISO NEW ENGLAND INC. WERE MADE TO FINANCE AND REFINANCE A PROJECT LOCATED AT ONE SULLIVAN ROAD, HOLYOKE, MASSACHUSETTS; GENERALLY CONSISTING OF (A) THE ACQUISITION OF A 13-ACRE PARCEL OF PROPERTY AND ATTACHED EXISTING 64,000 SQUARE FOOT FACILITY; (B) THE RENOVATION, EQUIPPING AND FURNISHING OF THE EXISTING FACILITY, INCLUDING CONSTRUCTION OF A 3,200 SQUARE FOOT EXPANSION, A NEW LOBBY AND MECHANICAL PENTHOUSES, (C) CONSTRUCTION, EQUIPPING AND FURNISHING OF A THREE STORY, 100,000 SQUARE FOOT FACILITY; AND (D) CONSTRUCTION OF SITE IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO AN ADDITIONAL 342-SPACE PARKING LOT, A RETAINING WALL AND SECURITY SCREEN, A PEDESTRIAN CONNECTING BRIDGE BETWEEN THE EXISTING AND NEW FACILITY AND A GUARD HOUSE, ALL TO BE USED BY THE COMPANY TO CONDUCT ITS MISSION AND ACTIVITIES. PART I, COLUMN F: 12/13/2012 36,000,000 CONNECTICUT INNOVATIONS INCORPORATED - THE PROCEEDS OF THE BONDS LOANED TO ISO NEW ENGLAND INC., WERE MADE TO FINANCE THE COST OF A (A) ACQUISITION OF REAL PROPERTY LOCATED AT 55 HELMSFORD WAY, WINDSOR, CONNECTICUT (THE "PROPERTY"), (B) THE CONSTRUCTION OF AN APPROXIMATELY 70,000 SQUARE FOOT OFFICE BUILDING FOR A BACK-UP CONTROL CENTER WITH DATA CENTER AND CONTROL ROOM COMPONENTS ON THE PROPERTY, (C) THE PURCHASE AND INSTALLATION OF GENERAL MACHINERY, EQUIPMENT, OFFICE FURNITURE AND FIXTURES, AND (D) MISCELLANEOUS CAPITAL PROJECTS; AND (E) PAY COSTS OF ISSUANCE AND CREDIT ENHANCEMENT FEES WITH RESPECT TO THE BONDS (THE "PROJECT"). PART IV, LINE 2C 02/25/2005 45,500,000 MASSACHUSETTS DEVELOPMENT - 02/25/2005 45,500,000 MASSACHUSETTS DEVELOPMENT - MARCH 19, 2010 THE ARBITRAGE REBATE CALCULATION WAS COMPLETED. PART IV, LINE 2C 12/13/2012 36,000,000 CONNECTICUT INNOVATIONS INCORPORATED - 12/13/2012 36,000,000 CONNECTICUT INNOVATIONS INCORPORATED - NOVEMBER 30, 2022 THE ARBITRAGE REBATE CALCULATION WAS COMPLETED. RALPH SLATE FAMILY MEMBER OF OFFICER 257276 COMPENSATION OF EMPLOYEE AT ISO 0 SCHEDULE L, PART IV, LINE 1 LINE 1 - RALPH SLATE IS A FAMILY MEMBER OF MARIA GULLUNI, CURRENT OFFICER. COMPENSATION AS AN EMPLOYEE OF ISO NEW ENGLAND INC. IN THE POSITION OF TECHNICAL MANAGER. THE AMOUNT IN COLUMN (C) REPRESENTS COMPENSATION EARNED FOR RALPH SLATE FOR 2023. FORM 990, PART VI, SECTION A, LINE 1A ISO NEW ENGLAND HAS NINE INDEPENDENT VOTING MEMBERS OF THE GOVERNING BODY THAT RECEIVE REASONABLE COMPENSATION FOR THEIR SERVICES PROVIDED IN THEIR CAPACITY AS MEMBERS OF THE GOVERNING BODY. THE COMPANY'S COMPENSATION CONSULTANT ASSESSES DIRECTOR COMPENSATION AMOUNTS TO ENSURE THE COMPENSATION IS REASONABLE. THIS BENCHMARK ASSESSMENT INCLUDES REVIEW OF PEER ORGANIZATIONS AND ORGANIZATIONS THAT BEST REFLECT THE MARKET FROM WHICH DIRECTOR TALENT IS SOURCED. FORM 990, PART VI, SECTION A, LINE 4 DURING 2023 ISO NEW ENGLAND AMENDED ITS BY-LAWS FOR THE FOLLOWING TWO ITEMS: TO INCREASE THE AGE, FROM 70 TO 75, FOR WHICH AN INDIVIDUAL IS ELIGIBLE FOR ELECTION OR REELECTION AS A BOARD MEMBER; AND TO ELIMINATE THE 4 YEAR TERM LIMIT FOR THE BOARD CHAIRMANSHIP. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY THE LEAD FINANCIAL ANALYST AND THEN REVIEWED AND COMMENTED UPON BY THE MANAGER, BUDGET AND FINANCIAL REPORTING. THE FORM 990 IS THEN REVIEWED AND COMMENTED UPON BY THE CONTROLLER AND DIRECTOR, ACCOUNTING, AND THEN BY ISO NEW ENGLAND'S EXTERNAL TAX COUNSEL AND EXTERNAL ACCOUNTING FIRM AS PAID TAX PREPARER, CHIEF FINANCIAL AND COMPLIANCE OFFICER AND THEN REVIEWED BY THE AUDIT & FINANCE COMMITTEE OF THE BOARD OF DIRECTORS AND THEN BY ISO NEW ENGLAND'S FULL BOARD OF DIRECTORS PRIOR TO BEING FILED. FORM 990, PART VI, SECTION B, LINE 12C ISO NEW ENGLAND HAS A "CODE OF CONDUCT" THAT APPLIES TO ITS DIRECTORS AND EMPLOYEES (INCLUDING OFFICERS AND KEY EMPLOYEES). THE AUDIT AND FINANCE COMMITTEE OF THE BOARD OF DIRECTORS OVERSEES THE ADMINISTRATION OF THE CODE OF CONDUCT AND ENSURES THAT PROMPT ACTION IS TAKEN TO INVESTIGATE ANY POTENTIAL VIOLATIONS OF, OR NONCOMPLIANCE WITH, THE CODE OF CONDUCT. WHEN A MEMBER OF THE BOARD OF DIRECTORS IS INVOLVED, THE FULL BOARD MAKES THE RELEVANT DETERMINATION. ON BEHALF OF THE AUDIT AND FINANCE COMMITTEE, THE COMPLIANCE OFFICER, WHO IS THE VICE PRESIDENT, HUMAN RESOURCES, HAS THE DAY-TO-DAY RESPONSIBILITY FOR REVIEWING COMPLIANCE WITH THE CODE OF CONDUCT, INCLUDING INTERPRETING THE CODE OF CONDUCT, ADVISING DIRECTORS, OFFICERS AND EMPLOYEES REGARDING POTENTIAL CONFLICTS OF INTEREST AND FOLLOWING UP ON ALL SUSPECTED VIOLATIONS. INDIVIDUALS SUBJECT TO THE CODE OF CONDUCT ARE PROHIBITED FROM USING THEIR POSITIONS TO IMPROPERLY BENEFIT THEMSELVES, THEIR FAMILY MEMBERS OR THE PEOPLE WITH WHOM THEY COHABITATE. SIMILARLY, SUCH INDIVIDUALS ARE PROHIBITED FROM HAVING A SIGNIFICANT FINANCIAL INTEREST IN ANY CONTRACTOR, COMPANY, BUSINESS, OR ENTERPRISE WHICH HAS, OR IS SEEKING TO ESTABLISH, BUSINESS RELATIONS WITH ISO NEW ENGLAND INC., UNLESS THAT RELATIONSHIP HAS BEEN DISCLOSED TO THE COMPLIANCE OFFICER OR HIS OR HER DESIGNEE AND APPROVED BY THE AUDIT AND FINANCE COMMITTEE OF THE BOARD OF DIRECTORS. INDIVIDUALS SUBJECT TO THE CODE OF CONDUCT ARE OBLIGATED TO IDENTIFY ACTIVITIES OF ANOTHER DIRECTOR, OFFICER OR EMPLOYEE THAT DO NOT COMPLY WITH THE CODE OF CONDUCT AND REPORT THEM TO THE COMPLIANCE OFFICER. SUCH REPORTS MAY BE MADE ON A CONFIDENTIAL BASIS AND INDIVIDUALS WILL NOT BE SUBJECT TO RETALIATORY ACTIONS FOR MAKING SUCH REPORTS. INDIVIDUALS WHO VIOLATE THE CODE OF CONDUCT MAY BE SUBJECT TO DISCIPLINARY ACTION INCLUDING SUSPENSION FROM DUTIES OR TERMINATION. ALL DIRECTORS AND EMPLOYEES ARE REQUIRED TO SIGN AN ANNUAL COMPLIANCE CERTIFICATE THAT STATES, AMONG OTHER THINGS, THAT THE INDIVIDUAL HAS READ, FULLY UNDERSTANDS AND WILL COMPLY WITH THE CODE OF CONDUCT. IF A CONFLICT EXISTS UNDER THE CODE OF CONDUCT, EMPLOYEES MUST EITHER REMOVE SUCH CONFLICT (WHICH MAY INCLUDE SEPARATION OF EMPLOYMENT FROM ISO NEW ENGLAND) OR BE GRANTED A WAIVER OF COMPLIANCE FROM A SPECIFIC PROVISION OF THE CODE OF CONDUCT FROM THE AUDIT AND FINANCE COMMITTEE. FOR CONFLICTS INCLUDING PROHIBITED INVESTMENTS, DIVESTITURE MUST OCCUR WITHIN SIX MONTHS OF COMMENCEMENT OF EMPLOYMENT, OF SUCH INVESTMENT BECOMING A PROHIBITED INVESTMENT, OR OF SUCH PROHIBITED INVESTMENT BEING ACQUIRED INVOLUNTARILY, AS APPLICABLE. FOR ISSUES INVOLVING THE PROHIBITION OF EMPLOYEE ASSOCIATION WITH MARKET PARTICIPANTS (INCLUDING SPOUSAL EMPLOYMENT BY A MARKET PARTICIPANT), THE AUDIT AND FINANCE COMMITTEE OF THE BOARD OF DIRECTORS MAY GRANT A WAIVER WHICH MAY INCLUDE LIMITATIONS ON THE EMPLOYEE'S DUTIES AND/OR CHANGE OF DUTIES TO AVOID AN APPEARANCE OF A CONFLICT. FOR OTHER POTENTIAL CODE OF CONDUCT VIOLATIONS, THE AUDIT AND FINANCE COMMITTEE OF THE BOARD OF DIRECTORS (OR WITH RESPECT TO MATTERS INVOLVING DIRECTORS, THE BOARD OF DIRECTORS) MAY GRANT A WAIVER OF COMPLIANCE FROM A SPECIFIC PROVISION OF THE CODE OF CONDUCT TO AVOID UNJUST OR UNREASONABLE RESULTS AND SUCH WAIVER MAY INCLUDE APPROPRIATE LIMITATIONS ON THE EMPLOYEE'S DUTIES AND RESPONSIBILITIES TO AVOID A CONFLICT OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF THE CHIEF EXECUTIVE OFFICER AND OF EACH OF THE OTHER SENIOR EXECUTIVE OFFICERS OF ISO NEW ENGLAND INC. (THE "COMPANY") IS DETERMINED IN A MANNER SO THAT THE TOTAL COMPENSATION OF EACH INDIVIDUAL IS PRESUMED TO BE REASONABLE IN ACCORDANCE WITH TREASURY REGULATION 53.4958-6. IN ACCORDANCE WITH THIS TREASURY REGULATION: (I) EACH COMPENSATION ARRANGEMENT IS APPROVED IN ADVANCE BY THE MEMBERS OF THE BOARD OF DIRECTORS (THE "BOARD") AND/OR OF THE COMPENSATION AND HUMAN RESOURCES COMMITTEE OF THE BOARD (THE "COMMITTEE") WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THAT COMPENSATION ARRANGEMENT (AS SET FORTH IN TREAS. REG. 53.4958-6(C)(1)(III)); (II) EACH OF THE BOARD AND THE COMMITTEE OBTAINS AND RELIES UPON APPROPRIATE DATA AS TO COMPARABILITY PRIOR TO MAKING ITS DETERMINATION REGARDING A COMPENSATION ARRANGEMENT; AND (III) THE BASIS FOR THE COMPENSATION-RELATED DETERMINATION MADE BY THE BOARD OR THE COMMITTEE IS ADEQUATELY DOCUMENTED CONCURRENTLY WITH THE MAKING OF THE DETERMINATION. THE COMPANY'S OVERALL COMPENSATION POLICY IS DESIGNED TO PROMOTE THE TAX-EXEMPT PURPOSES OF THE COMPANY BY ATTRACTING, RETAINING AND MOTIVATING HIGHLY-SKILLED SENIOR MANAGEMENT TO DELIVER SUPERIOR SERVICE IN FURTHERANCE OF THE COMPANY'S EXEMPT PURPOSE: TO LESSEN THE BURDENS ON GOVERNMENT THROUGH THE ADMINISTRATION OF AN EFFICIENT AND RELIABLE ELECTRICITY TRANSMISSION SYSTEM, WHOLESALE ELECTRICITY MARKETPLACE AND COMPREHENSIVE REGIONAL BULK POWER SYSTEM PLANNING PROCESS FOR THE BENEFIT OF NEW ENGLAND. FOR EACH FISCAL YEAR, THE COMMITTEE DEVELOPS RECOMMENDATIONS REGARDING: (I) THE BASE SALARY OF EACH SENIOR EXECUTIVE; (II) THE ANNUAL PERFORMANCE INCENTIVE PLAN (I.E. THE SHORT-TERM INCENTIVE COMPENSATION PLAN) GOALS AND OBJECTIVES FOR THE PLAN YEAR FOR THE COMPANY AND EACH SENIOR EXECUTIVE; (III) THE LONG-TERM INCENTIVE COMPENSATION PLAN GOALS AND OBJECTIVES FOR THE PLAN YEAR FOR THE COMPANY AND EACH SENIOR EXECUTIVE; AND (IV) PROPOSED CHANGES, IF ANY, TO THE COMPANY'S FRINGE BENEFIT PLANS. AT THE END OF EACH FISCAL YEAR, THE COMMITTEE ALSO MAKES RECOMMENDATIONS REGARDING THE PERFORMANCE OF THE COMPANY AND EACH SENIOR EXECUTIVE AGAINST THE PLAN YEAR GOALS AND OBJECTIVES ESTABLISHED UNDER BOTH THE SHORT-TERM INCENTIVE COMPENSATION PLAN AND THE LONG-TERM INCENTIVE COMPENSATION PLAN. ALL OF THE AFOREMENTIONED COMMITTEE RECOMMENDATIONS ARE BASED UPON INFORMATION AND MATERIALS DERIVED FROM A NUMBER OF SOURCES, INCLUDING: EVALUATIONS OF THE COMPANY'S PERFORMANCE, REQUIREMENTS AND SHORT- AND LONG-RANGE STRATEGIC PLANS AS PREPARED BY THE BOARD, BOARD COMMITTEES AND SENIOR EXECUTIVES; EVALUATIONS OF THE PERFORMANCE OF EACH SENIOR EXECUTIVE'S PERFORMANCE AS PREPARED BY THE BOARD, THE COMMITTEE AND/OR SENIOR EXECUTIVES; SALARY AND OTHER COMPENSATION SURVEYS CONDUCTED BY INDEPENDENT HUMAN RESOURCES AND COMPENSATION CONSULTING FIRMS; REPORTS AND FINDINGS PREPARED BY AN INDEPENDENT HUMAN RESOURCES AND COMPENSATION CONSULTING FIRM RETAINED BY THE COMPANY TO EVALUATE THE REASONABLENESS OF THE COMPENSATION PAID TO SENIOR EXECUTIVES; AND WRITTEN AND ANECDOTAL INFORMATION COLLECTED BY THE HUMAN RESOURCES DEPARTMENT OF THE COMPANY IN CONNECTION WITH THE RECRUITMENT AND RETENTION OF SENIOR EXECUTIVES FOR THE COMPANY (INCLUDING REPORTS PROVIDED BY EXECUTIVE RECRUITMENT FIRMS). THE COMPENSATION-RELATED RECOMMENDATIONS MADE BY THE COMMITTEE ARE REFERRED TO THE BOARD FOR ITS REVIEW, TOGETHER WITH ALL EVALUATIONS, SURVEYS, CONSULTANT REPORTS AND FINDINGS AND OTHER INFORMATION COMPILED BY THE COMMITTEE. THE BOARD REVIEWS THE RECOMMENDATIONS AND MATERIAL PROVIDED BY THE COMMITTEE, AND CONSIDERS THE RECOMMENDATIONS IN LIGHT OF: THE PERFORMANCE, FINANCIAL CONDITION, REQUIREMENTS, AND EXEMPT PURPOSE GOALS AND OBJECTIVES OF THE COMPANY; THE PERFORMANCE, EXPERIENCE, AND RESPONSIBILITIES OF EACH SENIOR EXECUTIVE; AND THE COMPETITIVE MARKET FOR EXECUTIVE TALENT. THE RECOMMENDATIONS ALSO ARE WEIGHED AGAINST A RANGE OF REASONABLE COMPENSATION ESTABLISHED FOR EACH OF THE COMPANY'S EXECUTIVES BY AN INDEPENDENT HUMAN RESOURCES AND COMPENSATION CONSULTING FIRM (IN 2024, MERCER), BASED UPON INDEPENDENT SURVEY SOURCES AND COMPENSATION INFORMATION FOR FUNCTIONALLY-COMPARABLE POSITIONS PROVIDED OR MADE AVAILABLE BY OTHER REGIONAL TRANSMISSION OPERATORS, INDEPENDENT SYSTEMS OPERATORS, AND OTHER SIMILARLY SITUATED TAXABLE AND TAX-EXEMPT ORGANIZATIONS. BASED ON THE FOREGOING, THE BOARD MAKES A FINAL DECISION REGARDING EACH OF THE ELEMENTS OF EACH SENIOR EXECUTIVE'S COMPENSATION, INCLUDING: BASE SALARY; THE CURRENT FISCAL YEAR'S GOALS AND OBJECTIVES FOR EACH OF THE COMPANY AND THE EXECUTIVE FOR EACH OF THE SHORT-TERM INCENTIVE COMPENSATION PLAN AND THE LONG-TERM INCENTIVE COMPENSATION PLAN; CHANGES (IF ANY) TO THE COMPANY'S FRINGE BENEFIT PLANS; THE PERFORMANCE SCORES AGAINST THE PRIOR FISCAL YEAR'S GOALS AND OBJECTIVES FOR EACH OF THE COMPANY AND THE EXECUTIVE FOR EACH OF THE SHORT-TERM INCENTIVE COMPENSATION PLAN AND THE LONG-TERM INCENTIVE COMPENSATION PLAN; AND THE FINAL PAYMENTS TO BE MADE IN THE CURRENT FISCAL YEAR UNDER THE COMPANY'S INCENTIVE COMPENSATION PLANS BASED UPON THOSE COMPANY AND INDIVIDUAL PERFORMANCE SCORES. EACH COMPENSATION-RELATED DECISION OF THE BOARD IS DOCUMENTED IN THE MINUTES OF THE MEETING OR MEETINGS AT WHICH THAT DECISION IS MADE INCLUDING THE MATERIALS AND INFORMATION RELIED UPON TO MAKE THE DECISION, THE IDENTITY OF THE MEMBERS OF THE BOARD MAKING THE DECISION AND A SUMMARY OF THE BOARD'S DELIBERATIONS AND REASONS UNDERLYING THE DECISION. THOSE MINUTES ARE THEREAFTER REVIEWED AND, WITH ANY CORRECTIONS AGREED TO BY THE BOARD, ARE APPROVED AT THE NEXT MONTHLY MEETING OF THE BOARD. FORM 990, PART VI, SECTION B, LINE 16A: THE COMPANY HAS ENTERED INTO AGREEMENTS TO SHARE COSTS FOR STUDIES AND OTHER WORK OF COMMON INTEREST. THESE COST SHARING AGREEMENTS ARE WITH OTHER INDEPENDENT SYSTEM OPERATORS (ISOS) AND REGIONAL TRANSMISSION ORGANIZATIONS (RTOS,) ALL OF WHICH ARE TAX-EXEMPT ORGANIZATIONS EXCEPT FOR PJM INTERCONNECTION LLC, WHICH IS A TAXABLE ENTITY ORGANIZED AS A LIMITED LIABILITY COMPANY. THE COMPANY REVIEWS AGREEMENTS ENTERED INTO TO SAFEGUARD ITS EXEMPT STATUS AND TO ENSURE THAT THE COMPANY'S PARTICIPATION IN THE AGREEMENTS FURTHERS ITS TAX EXEMPT PURPOSE. FORM 990, PART VI, SECTION B, LINE 16B: THE METHODOLOGY OF ISO NEW ENGLAND'S FIN 48 (ASC 740) ANALYSIS INCLUDES REVIEW AND EVALUATION OF THE ORGANIZATIONS TAX EXEMPT STATUS, GEOGRAPHICAL SCOPE IN WHICH IT OPERATES, AND ORGANIZATIONAL AND OPERATIONAL DOCUMENTS. INCLUDED IN THE REVIEW OF THE OPERATIONAL DOCUMENTS, ARE ANY JOINT VENTURE ARRANGEMENTS. THE CONTROLLER AND DIRECTOR, ACCOUNTING REVIEWS THE OBJECTIVE AND THE SCOPE OF ANY JOINT VENTURE ARRANGEMENT, TOGETHER WITH ANY DOCUMENTS MEMORIALIZING THE JOINT VENTURE ARRANGEMENT, TO SAFEGUARD THE ASSETS AND TAX-EXEMPT STATUS OF THE COMPANY AND TO ENSURE THAT THE COMPANY'S PARTICIPATION IN THE JOINT VENTURE FURTHERS ITS TAX EXEMPT PURPOSE. IN ADDITION, ISO NEW ENGLAND MONITORS ALL ACTIVITIES TO ENSURE THAT NO ACTIVITY RESULTS IN ITS EARNINGS OR ASSETS INURING TO THE BENEFIT OF ANY INDIVIDUAL. FORM 990, PART VI, SECTION C, LINE 19 ISO NEW ENGLAND MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY (CALLED "THE CODE OF CONDUCT"), AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC ON ITS WEBSITE WWW.ISO-NE.COM. EACH OF THESE DOCUMENTS CAN BE FOUND ON THE WEBSITE AS FOLLOWS: GOVERNING DOCUMENTS AND CODE OF CONDUCT - HTTPS://WWW.ISO-NE.COM/ABOUT/CORPORATE-GOVERNANCE/CORPORATE-DOCUMENTS, AND THE FINANCIAL STATEMENTS CAN BE FOUND AT WWW.ISO-NE.COM/ABOUT/CORPORATE-GOVERNANCE/FINANCIAL-PERFORMANCE. FORM 990, PART VII, SECTION A, LINE 1A ISO NEW ENGLAND ENTERED INTO A SETTLEMENT AGREEMENT WITH THE FEDERAL ENERGY REGULATORY COMMISSION'S OFFICE OF ENFORCEMENT TO RESOLVE A DISPUTE STEMMING FROM THE DELAY IN THE COMMERCIALIZATION OF THE SALEM HARBOR POWER DEVELOPMENT GENERATING FACILITY IN MASSACHUSETTS (FORMERLY KNOWN AS FOOTPRINT POWER) AND ITS RECEIPT OF CAPACITY PAYMENTS. AS OUTLINED IN THE SETTLEMENT AGREEMENT, A $500,000 PENALTY THAT WAS PAID IN OCTOBER 2022, WAS FUNDED THROUGH A REDUCTION IN EXECUTIVE COMPENSATION. DURING 2022 ACCRUED COMPENSATION WAS REDUCED BY THE $500,000 PENALTY THAT RESULTED IN A REDUCTION IN ANNUAL PERFORMANCE PLAN (THE "API PLAN" AS NOTED ON SCHEDULE J PART III) PAYMENTS MADE IN MARCH 2023 TO ISO NEW ENGLAND INC. OFFICERS. ISO NEW ENGLAND INC RETIREE MEDICAL DENTAL AND LIFE TRUST ONE SULLIVAN ROAD HOLYOKE MA 01040 137379693 RETIREE INSURANCE MA 501(C)(9) N/A N/A 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 ISO NEW ENGLAND INC RETIREE MEDICAL DENTAL AND LIFE TRUST R 622250 FMV