2024-10-29T08:58:48-05:00 2023-12-31 521446779 JOHNSON LAMBERT LLP 4242 SIX FORKS ROAD SUITE 1500 RALEIGH NC 27609 990 2023-01-01 522337019 HEALTH AND ENVIRONMENTAL SCIENCES INSTITUTE HEAL 2026598404 740 15TH STREET NW 600 WASHINGTON DC 20005 SYRIL PETTIT 10/24/24 2026598404 2024-10-29 1 0 J CALVIN MARKS P01226973 9197196400 2023 2024-10-15 13:58:12Z HESI SYRIL PETTIT 740 15TH STREET NW 600 WASHINGTON DC 20005 7956415 0 X WWW.HESIGLOBAL.ORG X 2001 DC THE HEALTH AND ENVIRONMENTAL SCIENCES INSTITUTE (HESI) IS A NONPROFIT INSTITUTION WHOSE MISSION IS TO ENGAGE SCIENTISTS FROM ACADEMIA, GOVERNMENT, INDUSTRY, NONPROFIT, AND OTHER RESEARCH INSTITUTIONS TO IDENTIFY AND RESOLVE GLOBAL HEALTH AND ENVIRONMENTAL ISSUES. 30 30 17 300 0 0 4887207 6213200 10643 10876 77262 122292 0 0 4975112 6346368 434237 1293517 0 0 2011145 2300256 0 0 60101 2479990 2910407 4925372 6504180 49740 -157812 9947407 10423827 3610004 3872730 6337403 6551097 X THE HEALTH AND ENVIRONMENTAL SCIENCES INSTITUTE (HESI) IS A NONPROFIT INSTITUTION WHOSE MISSION IS TO ENGAGE SCIENTISTS FROM ACADEMIA, GOVERNMENT, INDUSTRY, NONPROFIT, AND OTHER RESEARCH INSTITUTIONS TO IDENTIFY AND RESOLVE GLOBAL HEALTH AND ENVIRONMENTAL ISSUES. 0 0 910718 652838 EMERGING SYSTEMS TOXICOLOGY FOR THE ASSESSMENT OF RISK (ESTAR): THE MISSION OF THIS COMMITTEE IS TO DEVELOP AND DELIVER INNOVATIVE SYSTEMS TOXICOLOGY APPROACHES FOR RISK ASSESSMENT. THIS INCLUDES THE CATALYZE ADOPTION OF NEW TRANSLATIONAL AND PREDICTIVE TOOLS THAT GUIDE DECISION-MAKING BASED ON MECHANISTIC UNDERSTANDING OF TOXICOLOGICAL RESPONSE, ENGAGING THE GLOBAL SCIENTIFIC COMMUNITY TO PROMOTE INTERNATIONAL ACCEPTANCE OF GENOMIC BIOMARKERS FOR DECISION-MAKING, AND IDENTIFYING AND CHARACTERIZING BIOFLUID AND TISSUE-BASED GENOMIC BIOMARKERS FOR TOXICOLOGY. THE COMMITTEE HAS SIX ACTIVE PROJECTS, INCLUDING THE OMICS FOR ASSESSING SIGNATURES FOR INTEGRATED SAFETY (OASIS) CONSORTIUM, WHICH IS INVESTIGATING THE USE OF CELL PAINTING AND TRANSCRIPTOMICS FROM IN VITRO MODELS AND COMPARING THEM TO EXISTING RAT IN VIVO DATA. ANOTHER PROJECT IS EVALUATING THE USE OF ERROR CORRECTED SEQUENCING TO DETECT CLONAL EXPANSION INDUCED BY NON-GENOTOXIC CARCINOGENS. EXISTING PROJECTS HAVE MADE GREAT PROGRESS AS WELL IN 2023. THE TGX-DDI PROJECT WAS AWARDED A U01 GRANT FROM THE US FDA'S BIOMARKER QUALIFICATION PROGRAM, WHICH ALLOWED IT TO COMPLETE A MULTI-SITE TRIAL FOR QUALIFICATION. THE COMMITTEE HAS PUBLISHED TWO MANUSCRIPTS THIS YEAR AND HAS PRESENTED AT 4 SCIENTIFIC MEETINGS. 901354 277441 1701 CARDIAC SAFETY TECHNICAL COMMITTEE: THE MISSION OF THE CARDIAC SAFETY TECHNICAL COMMITTEE IS TO IMPROVE PUBLIC HEALTH BY REDUCING UNANTICIPATED CARDIOVASCULAR-RELATED ADVERSE EFFECTS FROM DRUGS OR CHEMICALS AND DEVELOP INNOVATIVE APPROACHES TO SUPPORT EARLY DETECTION AND PREDICTION AS WELL AS IMPROVED UNDERSTANDING OF CARDIOVASCULAR TOXICOLOGY AND PATHOBIOLOGY. IN 2023, THE COMMITTEE CONTINUED TO SPONSOR PROJECTS ADDRESSING CARDIOVASCULAR SAFETY TESTING, PUBLISHED TWO SCIENTIFIC MANUSCRIPTS IN A PEER-REVIEWED TECHNICAL JOURNAL BASED ON THE COMMITTEE'S RESEARCH AND PRESENTED 9 TIMES AT PUBLIC SCIENTIFIC MEETINGS. AN ADDITIONAL 6 MANUSCRIPTS ARE IN PROGRESS. KEY PROJECTS INCLUDED CONTINUATION OF A NEW STUDY TO EXPLORE DRUG-INDUCED BLOOD PRESSURE CHANGES, A STUDY TO IDENTIFY BIOMARKERS OF BLEEDING DISORDERS, PROJECT PLANNING TO EXPLORE CARDIAC FUNCTION AND SODIUM CHANNEL BLOCK, AND COMPLETION OF DATA ANALYSIS FOR A NEW STUDY TO EXPLORE USE OF CARDIAC STEM CELLS TO PREDICT TOXICITY. THE COMMITTEE ALSO CONTINUED THEIR SUPPORT OF TWO GRANTS AWARDED THROUGH FDA AND NIH IN SUPPORT OF A STRATEGIC FRAMEWORK TO ENHANCE THE USE OF MECHANISTIC STUDIES TO PREDICT POTENTIAL CARDIAC RISKS FOR PHARMACEUTICALS. THE GRANTS INCLUDE SUBCONTRACTS AT SEVERAL LABORATORIES IN THE US AND EUROPE. 380158 BOTANICAL SAFETY CONSORTIUM (BSC): THE BSC WAS OFFICIALLY CONVENED IN NOVEMBER 2019, AS THE RESULT OF A MEMORANDUM OF UNDERSTANDING BETWEEN THE US FDA, THE NATIONAL INSTITUTES OF HEALTH'S NATIONAL INSTITUTE OF ENVIRONMENTAL HEALTH SCIENCES (NIEHS), AND THE NON-PROFIT HEALTH AND ENVIRONMENTAL SCIENCES INSTITUTE (HESI). THE CONSORTIUM IS SUPPORTED VIA US FEDERAL FUNDING AND PRIVATE SECTOR CONTRIBUTIONS TO CREATE A PARTNERSHIP TO ADVANCE THE SCIENCE OF BOTANICAL EVALUATION. WITH THE ENGAGEMENT OF A BROAD GROUP OF GLOBAL STAKEHOLDERS, THE BSC'S MISSION IS TO ESTABLISH SUITABLE LEVELS OF CHEMICAL CHARACTERIZATION FOR BOTANICALS AND IDENTIFY FIT-FOR-PURPOSE IN VITRO AND IN SILICO ASSAYS THAT CAN BE USED TO EVALUATE BOTANICAL SAFETY. THE BSC IS COMPRISED OF EXPERTS IN AREAS RELATED TO PHARMACOGNOSY, NATURAL PRODUCTS CHEMISTRY, MODELING, TOXICOLOGY, AND/OR NEW APPROACH METHODOLOGIES. AN UP-TO-DATE LIST OF PARTICIPATING ORGANIZATIONS CAN BE FOUND AT WWW.BOTANICALSAFETYCONSORTIUM.ORG. PRIORITIZED TOXICITY ENDPOINTS LED TO THE FORMATION OF SIX ENDPOINT WORKING GROUPS: HEPATOTOXICITY, CARDIOTOXICITY, NEUROTOXICITY, GENOTOXICITY, DEVELOPMENTAL AND REPRODUCTIVE TOXICITY (DART), AND SYSTEMIC TOXICITY. THERE IS ALSO CONSIDERABLE FOCUS ON EVALUATION OF ABSORPTION, DISTRIBUTION, METABOLISM, AND EXCRETION (ADME) AND BOTANICAL-DRUG INTERACTIONS (BDIS) WITHIN THESE WORKING GROUPS. ALL TOXICOLOGICAL ENDPOINT GROUPS WORK IN COLLABORATION WITH THE CHEMICAL AND DATA ANALYSIS GROUPS FOR SUBSTANCE CHARACTERIZATION, EXPERIMENTAL DESIGN, AND ULTIMATELY, EVALUATION OF RESULTS. IN VITRO TO IN VIVO EXTRAPOLATION (IVIVE) IS A KEY CONSIDERATION FOR THE VARIOUS ENDPOINTS AND ASSAYS TO ENSURE THAT THE RESULTS FROM THE ASSAYS CAN BE APPROPRIATELY COMPARED TO AVAILABLE ANIMAL AND HUMAN SAFETY INFORMATION. IN 2023, THE BSC MADE PRESENTATIONS AT VARIOUS SCIENTIFIC MEETINGS INCLUDING THE SOCIETY OF TOXICOLOGY ANNUAL MEETING AND THE INTERNATIONAL CONGRESS OF NATURAL PRODUCTS RESEARCH. 3425869 363238 9175 ECO RISK; IN VITRO GENOTOXICITY; NITROSAMINE GRANT; DEV AND REPRODUCTIVE TOX; CT TRACS; PROTEIN ALLERGENICITY; IMMUNOTOXICOLOGY; ANNUAL MEETING; THRIVE; COMMUNICATIONS AND OUTREACH; PROTAC; UVCB; ACSA 2; EMERGING ISSUES CMTE; CORA OTOTOXICITY; ENV EPI RA; PB/PK; GRATC; RA 21ST CENTURY; NEOUROTOX BIOMARKERS; FAST FUND; EXTERNAL ADVISORY; PROG STRATEGY AND STEWARDSHIP; BIOACCUMULATION; ADC; HESI HELPS. 3425869 363238 9175 5618099 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 1 1 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 18 0 1 17 1 0 0 0 0 0 0 0 0 0 0 0 0 X 30 30 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 0 0 CA CT DC IL MD MA MI MN NJ NY NC OH PA VA WI X BETH-ELLEN BERRY 2026590502 740 15TH STREET NW 600 WASHINGTON DC 20005 DR SYRIL PETTIT EXECUTIVE DIRECTOR 37.50 X 307517 0 52902 MS BETH-ELLEN BERRY CHIEF FINANCIAL OFFICER 10.00 X 215419 0 16004 DR MICHELLE EMBRY ASSOCIATE DIRECTOR 37.50 X 194790 0 18053 DR CONNIE JIANG SR. SCIENTIFIC PROGRAM MGR 37.50 X 136057 0 26358 DR RAEGAN O'LONE SR. PROGRAM ADVISOR 37.50 X 135969 0 21850 DR SANDRINE DEGLIN SR. SCIENTIFIC PROGRAM MGR 37.50 X 131802 0 19231 MS JENNIFER PIERSON ASSOC. DIR. PROGRAM DEV & RES 37.50 X 134756 0 13255 DR LUCILIA PEREIRA MOURIES SR. SCIENTIFIC PROGRAM MGR 37.50 X 126015 0 10047 PROF RUTH A ROBERTS CHAIR 2.00 X X 0 0 0 DR MARTIN VAN DEN BERG PAST CHAIR 2.00 X X 0 0 0 DR ANTHONY HOLMES PRESIDENT 2.00 X X 0 0 0 DR JON C COOK PAST PRESIDENT (TO FEB '23) 2.00 X X 0 0 0 DR DAVID L EATON TREASURER 2.00 X X 0 0 0 DR PAMELA J SPENCER SECRETARY (TO JAN '23) 2.00 X X 0 0 0 DR KARISSA ADKINS TRUSTEE 2.00 X 0 0 0 DR WARREN M CASEY TRUSTEE 2.00 X 0 0 0 DR ROGER CHAMMAS TRUSTEE 2.00 X 0 0 0 DR MYRTLE DAVIS TRUSTEE 2.00 X 0 0 0 DR DORIT DONOVIEL TRUSTEE (FROM JUN '23) 2.00 X 0 0 0 DR PATRICIA ESCOBAR TRUSTEE 2.00 X 0 0 0 DR NINA HALLMARK TRUSTEE 2.00 X 0 0 0 DR SARAH A HUGHES TRUSTEE 2.00 X 0 0 0 DR ELKE JENSEN TRUSTEE (FROM JUN '23) 2.00 X 0 0 0 DR JESSICA LAROCCA TRUSTEE (FROM JUN '23) 2.00 X 0 0 0 DR JERRY S H LEE TRUSTEE (TO JUN '23 2.00 X 0 0 0 DR ELISE MADISON LEWIS TRUSTEE (FROM JUN '23) 2.00 X 0 0 0 DR ADAM LILLICRAP TRUSTEE 2.00 X 0 0 0 DR JOSE E MANAUTOU TRUSTEE 2.00 X 0 0 0 DR CHARLENE A MCQUEEN TRUSTEE (TO JUN '23 2.00 X 0 0 0 DR GARY MINSAVAGE TRUSTEE 2.00 X 0 0 0 DR GRAEME MOFFAT TRUSTEE 2.00 X 0 0 0 DR ELIANA ROSA MUNARRIZ TRUSTEE 2.00 X 0 0 0 DR ROSE OMARI TRUSTEE 2.00 X 0 0 0 DR MARC PALLARDY TRUSTEE 2.00 X 0 0 0 DR TRACEY L PAPENFUSS TRUSTEE 2.00 X 0 0 0 DR STEFAN PFUHLER TRUSTEE 2.00 X 0 0 0 DR HANS SANDERSON TRUSTEE 2.00 X 0 0 0 DR YUKO SEKINO TRUSTEE 2.00 X 0 0 0 DR KATHLEEN SHELTON TRUSTEE (TO FEB '23) 2.00 X 0 0 0 DR JUSTIN TEEGUARDEN TRUSTEE (FROM JUN '23) 2.00 X 0 0 0 DR JEAN-PIERRE VALENTIN TRUSTEE 2.00 X 0 0 0 DR DOUGLAS C WOLF TRUSTEE 2.00 X 0 0 0 DR CAROLE L YAUK TRUSTEE 2.00 X 0 0 0 1382325 0 177700 9 0 1 1 ARZA BIOSCIENCE LTD 32 WESTLAND AVE BOLTON UK BL 5NP CONTRACT RESEARCH 196085 LABCORP UK HOLDINGS LTD 21 HOLBORN VIADUCT LONDON UK EC1A 2DY CONTRACT RESEARCH 153334 CHARLES RIVER LABORATORIES 251 BALLARDVALE ST WILMINGTON MA 01887 CONTRACT RESEARCH 105106 3 1498509 1442041 3272650 6213200 REGISTRATIONS 900099 10876 10876 10876 229491 229491 1502848 1610047 -107199 -107199 -107199 6346368 10876 0 122292 1224567 1224567 14500 14500 54450 54450 360419 282908 63921 13590 1582744 1395037 168343 19364 117308 101297 14022 1989 98210 84805 11739 1666 141575 122253 16921 2401 415 415 18900 18900 15035 15035 146053 131997 3806 10250 117399 55779 60901 719 57626 51302 5074 1250 338309 292134 40438 5737 356325 304762 51563 270 270 211760 195564 16196 6333 6333 6616 6616 RESEARCH SUPPORT 1091680 1091680 SHARED SERVICES 494784 159645 332004 3135 PUBLICATIONS 48902 48816 86 6504180 5618099 825980 60101 739923 355231 18536 33989 163109 224361 31639 68030 51313 10092 96507 96507 6333 0 6789320 7852631 2147234 1879493 9947407 10423827 440813 1074652 783902 685388 2385289 2112690 3610004 3872730 X 6329650 6391097 7753 160000 6337403 6551097 9947407 10423827 -157812 371506 0 X 0 1 X 1 1 1 X 3411425 4595445 4461455 4887207 6213200 23568732 3411425 4595445 4461455 4887207 6213200 23568732 1624297 21944435 154360 108534 123898 134419 229491 750702 24319434 75244 0.90230 0.88610 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 96507 96507 0 0 RIGHT OF USE ASSET - OPERATING LEASE 1771479 DEPOSITS 108014 1879493 OPERATING LEASE LIABILITY 2038029 PAYABLE UNDER SHARED SERVICE AGREEMENT 74661 2112690 X 6702839 371506 371506 6331333 15035 15035 6346368 6489145 0 6489145 15035 15035 6504180 PART X, LINE 2: HESI DOES NOT HAVE ANY UNCERTAIN TAX POSITIONS THAT ARE MATERIAL TO THE FINANCIAL STATEMENTS AS OF DECEMBER 31, 2023 AND 2022. 1 EUROPE 0 0 GRANTMAKING; PROGRAM ACTIVITIES SCIENTIFIC RESEARCH 559000 NORTH AMERICA 0 0 GRANTMAKING SCIENTIFIC RESEARCH 31078 0 0 0 0 0 0 590078 0 590078 NORTH AMERICA RESEARCH GRANT 31078 WIRE 0 EUROPE RESEARCH GRANT 10000 WIRE 0 EUROPE GENERAL CONTRIBUTION 7500 WIRE 0 3 0 0 0 0 0 0 0 PART I, LINE 2: HEALTH AND ENVIRONMENTAL SCIENCES INSTITUTE REQUIRES SIGNED AGREEMENTS THAT SPECIFY COMPLIANCE REPORTING OR OTHER COMMUNICATION REQUIREMENTS. STAFF MONITOR PROJECTS TO ENSURE FUNDS ARE USED FOR THE INTENDED PURPOSE. 1 BROAD INSTITUTE 415 MAIN ST CAMBRIDGE MA 02142 263428781 501(C)3 546000 0 RESEARCH SUPPORT STANFORD UNIVERSITY 450 JANE STANFORD WY STANFORD CA 94305 941156365 501(C)3 274941 0 RESEARCH GRANT GEORGETOWN UNIVERSITY 3700 O ST NW WASHINGTON DC 20057 530196603 501(C)3 106088 0 RESEARCH GRANT NATIONAL SCIENCE TEACHING ASSOCIATION 405 E LABURNUM AVE STE 3 RICHMOND VA 23222 526055229 501(C)3 70000 0 RESEARCH GRANT UNIVERSITY OF COLORADO DENVER - SKAGGS SCHOOL OF PHARMACY AND PHARMACEUTICA 12850 E MONTVIEW BLVD AURORA CO 80045 846000555 501(C)3 37750 0 THRIVE RESEARCH GRANT BETH ISRAEL DEACONESS MEDICAL CENTER INC 3 BLACKFAN CIR CLS-911 BOSTON MA 02115 042103881 501(C)3 37750 0 THRIVE RESEARCH GRANT RUTGERS THE STATE UNIVERSITY OF NEW JERSEY 57 US HWY 1 NEW BRUNSWICK NJ 08901 226001086 501(C)3 37750 0 THRIVE RESEARCH GRANT UNIVERSITY OF TEXAS MD ANDERSON CANCER CENTER 1515 HOLCOMBE BLVD HOUSTON TX 77030 746001118 501(C)3 27500 0 THRIVE RESEARCH GRANT MIDDLE TENNESSEE STATE UNIVERSITY 1301 E MAIN ST MURFREESBORO TN 37132 626005794 501(C)3 20000 0 RESEARCH GRANT TERATOLOGY SOCIETY 1821 MICHAEL FARADAY DR STE 300 RESTON VA 20190 520962081 501(C)3 15000 0 ANNUAL MEETING SPONSOR MASSACHUSETTS GENERAL HOSPITAL 55 FRUIT ST BOSTON MA 02114 042697983 501(C)3 12500 0 THRIVE RESEARCH GRANT DUKE UNIVERSITY 614 CHAPEL DR BOX 90563 DURHAM NC 27708 560532129 501(C)3 11250 0 RESEARCH GRANT UNIVERSITY OF WISCONSIN-MADISON 1111 HIGHLAND AVE 4136 MADISON WI 53705 396006492 501(C)3 11250 0 THRIVE RESEARCH GRANT SOCIETY OF ENVIRONMENTAL TOXICOLOGY AND CHEMISTRY OF NORTH AMERICA 229 S BAYLEN ST 2ND FL PENSACOLA FL 32502 371482800 501(C)3 7500 0 GENERAL SUPPORT 14 0 SCIENTIFIC COMMITTEE GRANTS 11 14500 PART I, LINE 2: HEALTH AND ENVIRONMENTAL SCIENCES INSTITUTE REQUIRES SIGNED AGREEMENTS THAT SPECIFY COMPLIANCE REPORTING OR OTHER COMMUNICATION REQUIREMENTS. STAFF MONITOR PROJECTS TO ENSURE FUNDS ARE USED FOR THE INTENDED PURPOSE. X X X X 0 0 0 0 0 0 0 0 0 DR SYRIL PETTIT EXECUTIVE DIRECTOR 300819 0 0 0 6698 0 21870 0 31032 0 360419 0 0 0 MS BETH-ELLEN BERRY CHIEF FINANCIAL OFFICER 209426 0 0 0 5993 0 14660 0 1344 0 231423 0 0 0 DR MICHELLE EMBRY ASSOCIATE DIRECTOR 194340 0 0 0 450 0 13658 0 4395 0 212843 0 0 0 DR CONNIE JIANG SR. SCIENTIFIC PROGRAM MGR 134174 0 0 0 1883 0 9773 0 16585 0 162415 0 0 0 DR RAEGAN O'LONE SR. PROGRAM ADVISOR 135519 0 0 0 450 0 9838 0 12012 0 157819 0 0 0 DR SANDRINE DEGLIN SR. SCIENTIFIC PROGRAM MGR 131352 0 0 0 450 0 9337 0 9894 0 151033 0 0 0 FORM 990, PART VII, SECTION A, LINE 5: BETH-ELLEN BERRY, HESI'S CFO, WAS COMPENSATED A TOTAL OF $231,423 BY NPO SERVICES. NPO SERVICES PROVIDES ACCOUNTING, LEGAL, HR, IT AND GENERAL BUSINESS SERVICES THROUGH A SHARED SERVICES ARRANGEMENT TO A GROUP OF NONPROFIT SCIENTIFIC ORGANIZATIONS CO-LOCATED IN WASHINGTON DC OFFICE SPACE. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OF THE ASSEMBLY INCLUDE: (A) INDIVIDUALS AFFILIATED WITH PUBLIC SECTOR ORGANIZATIONS, WHO ARE ENROLLED ON A ROSTER OF ACTIVE PARTICIPANTS IN HESI'S SCIENTIFIC COMMITTEES OR HESI'S EMERGING ISSUES COMMITTEE, OR WHO ARE MEMBERS OF HESI'S BOARD OF TRUSTEES; (B) ONE INDIVIDUAL DESIGNATED BY EACH SPONSOR AS AN OFFICIAL REPRESENTATIVE; AND (C) INDIVIDUALS AFFILIATED WITH A SPONSOR WHO ARE ENROLLED ON A ROSTER OF ACTIVE PARTICIPANTS IN HESI'S SCIENTIFIC COMMITTEES OR HESI'S EMERGING ISSUES COMMITTEE, OR WHO ARE MEMBERS OF HESI'S BOARD OF TRUSTEES. ALL MEMBERS OF THE HESI ASSEMBLY ARE ELIGIBLE TO VOTE AT ALL MEETINGS AND ON BALLOTS OF THE HESI ASSEMBLY. FORM 990, PART VI, SECTION A, LINE 7A PURSUANT TO ARTICLE IV, SECTION 3 OF THE BYLAWS, HESI'S ASSEMBLY ELECTS MEMBERS OF THE BOARD OF TRUSTEES. FORM 990, PART VI, SECTION B, LINE 11B THE CFO, EXECUTIVE DIRECTOR, AND GENERAL COUNSEL REVIEW THE RETURN. ONCE IT IS IN ITS FINAL FORM, A COPY IS SENT ELECTRONICALLY TO THE BOARD OF TRUSTEES FOR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD OF TRUSTEES COMPLETE CONFLICT OF INTEREST FORMS ON AN ANNUAL BASIS. COMPLETED CONFLICT OF INTEREST FORMS ARE REVIEWED BY IN-HOUSE COUNSEL, WHOSE OBSERVATIONS ARE SHARED WITH THE CHAIR AND THE EXECUTIVE COMMITTEE. IN THE EVENT THAT A CONFLICT SHOULD ARISE ON THE PART OF A TRUSTEE, THE DISINTERESTED MEMBERS OF THE EXECUTIVE COMMITTEE WILL COMMUNICATE WITH THE INTERESTED TRUSTEE TO DETERMINE THE NATURE OF THE CONFLICT AND WHETHER THE TRUSTEE SHOULD ABSTAIN FROM DECIDING ON MATTERS AFFECTED BY THE INTEREST. THE EXECUTIVE COMMITTEE HAS THE AUTHORITY TO REMOVE THE TRUSTEE WITH THE INTEREST FROM CONSIDERATION OF THE MATTER TO WHICH THE INTEREST PERTAINS. FORM 990, PART VI, SECTION B, LINE 15A IN 2008, THE EXECUTIVE COMMITTEE OF HESI'S BOARD OF TRUSTEES ESTABLISHED A FORMAL PROCESS FOR SETTING EXECUTIVE COMPENSATION IN ACCORDANCE WITH THE INTERNAL REVENUE SERVICE SAFE HARBOR REGULATION REGARDING EXCESS BENEFITS. THAT PROCEDURE WAS INCLUDED IN HESI'S BY LAWS BY VIRTUE OF AN AMENDMENT IN JANUARY 2009. THE PROCEDURE ESTABLISHED A COMPENSATION COMMITTEE CONSISTING OF FOUR TRUSTEES, NONE OF WHOM SHALL HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE REVIEW AND DETERMINATION OF THE COMPENSATION OF HESI EMPLOYEES. IN THE ABSENCE OF A CONFLICT OF INTEREST, THE MEMBERS OF THE COMPENSATION COMMITTEE SHALL BE THE PRESIDENT, THE VICE PRESIDENT, THE TREASURER, AND THE CHAIRPERSON OF THE HESI BOARD OF TRUSTEES. THE COMPENSATION COMMITTEE SHALL REVIEW THE COMPENSATION OF THE EXECUTIVE DIRECTOR AND SUCH OTHER EMPLOYEES OF HESI THE COMPENSATION COMMITTEE DETERMINES APPROPRIATE. ANNUALLY, AND WHENEVER A MODIFICATION IN COMPENSATION IS PROPOSED, THE REVIEW INCLUDES AN EVALUATION OF THE PERFORMANCE OF THE EMPLOYEES AND AN ANALYSIS OF APPROPRIATE COMPARABILITY DATA. BASED ON ITS REVIEW, THE COMPENSATION COMMITTEE SHALL DECIDE JUST AND REASONABLE COMPENSATION AMOUNTS FOR THE EMPLOYEES. THE COMPENSATION COMMITTEE RECORDS ITS DECISION IN CONTEMPORANEOUS WRITTEN MINUTES IN ACCORDANCE WITH THE IRS SAFE HARBOR REGULATION WITH REGARD TO EXCESS BENEFITS. THE COMPENSATION COMMITTEE IS ONLY REQUIRED TO PERFORM THE COMPENSATION REVIEW DESCRIBED ABOVE WITH REGARD TO COMPENSATION OF THE EXECUTIVE DIRECTOR. HOWEVER, THE COMMITTEE HAS THE DISCRETION TO PERFORM SUCH A REVIEW WITH REGARD TO ANY HESI EMPLOYEE AS IT DETERMINES APPROPRIATE. IF THE COMPENSATION OF A HESI EMPLOYEE, OTHER THAN THE EXECUTIVE DIRECTOR, IS NOT DETERMINED IN ACCORDANCE WITH THE PROCEDURE DESCRIBED ABOVE, HIS/HER COMPENSATION IS SET BY THE EXECUTIVE DIRECTOR IN ACCORDANCE WITH HIGH-TO-LOW RANGES ESTABLISHED BY THE DIRECTOR OF HUMAN RESOURCES IN COOPERATION WITH THE EXECUTIVE DIRECTOR. THE COMPENSATION REVIEW FOR THE EXECUTIVE DIRECTOR AND ANY OTHER HESI EMPLOYEE SUBJECTED TO COMPENSATION COMMITTEE REVIEW DOES INCLUDE A REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. COMPENSATION OF EMPLOYEES THAT IS NOT SUBJECT TO SUCH A FORMAL REVIEW IS ESTABLISHED BY THE EXECUTIVE DIRECTOR, WHO IS INDEPENDENT OF THE EMPLOYEES, AND IT IS NORMALLY BASED ON AN INFORMAL REVIEW OF COMPARABLE COMPENSATION IN NONPROFIT CORPORATIONS OF THE SAME SIZE IN THE WASHINGTON, DC AREA. THE PROCESS BY WHICH COMPENSATION IS SET IS DOCUMENTED IN WRITING, BUT THIS IS NOT DONE IN THE SAME FORMAL MANNER AS REVIEW BY THE COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 THE ARTICLES OF INCORPORATION, BY LAWS, AND CONFLICT OF INTEREST POLICY ARE POSTED ON HESI'S WEBSITE.