2024-05-09T15:28:29-05:00 2023-06-30 PWC US TAX LLP 2001 MARKET STREET SUITE 1800 PHILADELPHIA PA 19103 990 2022-07-01 452586739 UCLA INVESTMENT COMPANY % MIOARA LARSON UCLA 3109540680 12400 WILSHIRE BLVD SUITE 1000 Los Angeles CA 90025 JULIE A SINA CFO 3109540680 2024-05-07 true JULIE A SINA 999009999 ERICA R MCREYNOLDS PARTNER P00977806 2673303000 2024-05-03 2 2022 2023-04-26 12:10:37Z JUSTIN BARTON 12400 WILSHIRE BLVD STE 1000 Los Angeles CA 90025 8233770 false X WWW.UCLAINVESTMENTCOMPANY.ORG X 2011 CA THE UCLA INVESTMENT COMPANY PROVIDES PROFESSIONAL STEWARDSHIP OF INVESTMENT ASSETS ENTRUSTED TO UCLA FOUNDATION FOR THE ADVANCEMENT OF UCLA AND RELATED CHARITABLE PURPOSES 11 8 15 8 0 0 0 0 7004284 8233770 0 0 0 0 7004284 8233770 0 0 0 0 5599491 6483629 0 0 0 1404793 1750141 7004284 8233770 0 3834949 5210382 3834949 5210382 0 0 X THE SPECIFIC PURPOSE OF THE UCLA INVESTMENT COMPANY IS TO ALLOCATE, INVEST AND MANAGE THE GENERAL ENDOWMENT POOL OF THE UCLA FOUNDATION, TOGETHER WITH ANY OTHER ASSETS FOR WHICH THE FOUNDATION OR OTHER CHARITABLE NONPROFIT ENTITIES WHICH ARE EXEMPT FROM FEDERAL INCOME TAX UNDER CODE SECTION 501(C)(3) MAY DELEGATE INVESTMENT AND MANAGEMENT RESPONSIBILITY TO THIS COMPANY, SUBJECT TO THE OVERSIGHT OF THE FOUNDATION AND THE BOARD OF DIRECTORS OF THIS COMPANY, AND TO PROMOTE, CONDUCT AND SUPPORT ACTIVITIES RELATED OR INCIDENTAL TO SUCH PURPOSE. false false 523930 6310053 0 8233770 AS A SUPPORTING ORGANIZATION OF THE UCLA FOUNDATION, THE COMPANY MANAGES THE INVESTMENT OF OVER $3.8 BILLION THAT HAS BEEN ENTRUSTED TO THE UCLA FOUNDATION AND SEVEN OTHER RELATED ORGANIZATIONS IN SUPPORT OF UCLA'S MISSION OF CREATION, DISSEMINATION, PRESERVATION, AND APPLICATION OF KNOWLEDGE FOR THE BETTERMENT OF THE GLOBAL SOCIETY. 6310053 true false false false false false false false false false false false false true false false false true false false false false false false false false false false false true false false false false false false false false false false false false false true false false false true 7 0 true 15 true false false false false false false false false false false false false X 11 8 false false false false true true true true true false false true true true true true true true true false CA X MIOARA LARSON 3109540683 12400 WILSHIRE BLVD SUITE 1000 LOS ANGELES CA 90025 JUSTIN BARTON PRESIDENT / CIO 40.0 10.0 X X 793398 0 264610 MICHAEL MARVELLI CORPORATE SECRETARY 40.0 0.0 X 588152 0 200076 RAYMOND SCHLEINKOFER INVESTMENT DIRECTOR 40.0 0.0 X 433690 0 152819 BREANNE ESHELMAN INVESTMENT DIRECTOR 40.0 0.0 X 385022 0 169450 MIOARA LARSON DIRECTOR OF OPERATIONS 40.0 0.0 X 352509 0 143039 ALLISON BAIRD-JAMES DIRECTOR 10.0 40.0 X 0 371199 104284 JULIE A SINA CHIEF FINANCIAL OFFICER 10.0 40.0 X X 0 372046 83117 BENDICK SY DIRECTOR, INVESTMENT REPORTING 40.0 0.0 X 284047 0 137694 XIANHUI CAO FINANCE MANAGER 40.0 0.0 X 161170 0 33234 DREW ZAGER DIRECTOR 1.0 1.0 X 0 0 0 JOHN MAPES BOARD CHAIRMAN 1.0 1.0 X 0 0 0 DAVID ACKERT DIRECTOR 1.0 1.0 X 0 0 0 PHILIP HAN DIRECTOR 1.0 0.0 X 0 0 0 ANDREA AUERBACH DIRECTOR 1.0 0.0 X 0 0 0 JULIO HERRERA DIRECTOR 1.0 1.0 X 0 0 0 ANDREA EISFELDT DIRECTOR 1.0 0.0 X 0 0 0 ALICIA MINANA DE LOVELACE DIRECTOR (AS OF JULY 1, 2022) 1.0 0.0 X 0 0 0 2997988 743245 1288323 11 false true false 0 0 INVESTMENT MANAGEMENT SERVICES 523930 8233770 8233770 8233770 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 8233770 8233770 0 0 0 0 2526672 2392447 134225 0 0 3408826 2297351 1111475 0 142523 108905 33618 0 264449 178223 86226 0 141159 95133 46026 0 92182 0 92182 0 244352 234168 10184 0 38966 38966 0 0 0 0 0 0 36527 0 36527 0 33431 0 33431 0 132972 66486 66486 0 0 384304 192152 192152 0 130932 130932 0 0 0 29514 29514 0 0 0 0 0 81185 0 81185 0 RESEARCH SOFTWARE LICENSE 537343 537343 0 0 PROFESSIONAL DEVELOPMENT 8317 8317 0 0 TAXES & FILING FEES 116 116 0 0 8233770 6310053 1923717 0 136414 74010 651389 1900255 0 0 0 0 0 0 0 0 0 0 0 0 74103 77909 0 0 0 0 0 0 0 0 0 0 2973043 3158208 3834949 5210382 3834949 5210382 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 3834949 5210382 X 0 0 0 0 0 0 0 0 3834949 5210382 0 X false true X true false X X X 1 THE UCLA FOUNDATION 952250801 5 true 8233770 0 1 8233770 0 true false false false false false false false false false false false false false false true false SCHEDULE A, PART I, LINE 11F THE COMPANY PROVIDED VARIOUS SERVICES TO BENEFIT THE UCLA FOUNDATION AND OTHER RELATED ENTITIES. SEE FORM 990, PART IX FOR FURTHER DETAILS. DUE FROM UCLA FOUNDATION 3158208 3158208 FORM 990, SCHEDULE D, PART X, LINE 2 THE COMPANY IS INCLUDED IN CONSOLIDATED FINANCIAL STATEMENTS THAT ARE PREPARED IN ACCORDANCE WITH GASB. THEREFORE, THERE IS NO FOOTNOTE THAT ADDRESSES ASC 740 THAT IS REQUIRED BY FASB. X X X X false false false false false false false true false JUSTIN BARTON PRESIDENT / CIO 634866 0 156250 0 2282 0 211000 0 53610 0 1058008 0 0 0 MICHAEL MARVELLI CORPORATE SECRETARY 433743 0 148750 0 5659 0 161000 0 39076 0 788228 0 0 0 JULIE A SINA CHIEF FINANCIAL OFFICER 359546 12500 0 66496 16621 455163 0 BENDICK SY DIRECTOR, INVESTMENT REPORTING 187870 0 94500 0 1677 0 90850 0 46844 0 421741 0 0 0 RAYMOND SCHLEINKOFER INVESTMENT DIRECTOR 320973 0 110250 0 2467 0 115500 0 37319 0 586509 0 0 0 BREANNE ESHELMAN INVESTMENT DIRECTOR 278239 0 105000 0 1783 0 115500 0 53950 0 554472 0 0 0 MIOARA LARSON DIRECTOR OF OPERATIONS 232699 0 118125 0 1685 0 89396 0 53643 0 495548 0 0 0 ALLISON BAIRD-JAMES DIRECTOR 0 371199 0 0 0 0 0 71394 0 32890 0 475483 0 0 XIANHUI CAO FINANCE MANAGER 108400 0 52000 0 770 0 32582 0 652 0 194404 0 0 0 SCHEDULE J, PART I, LINE 7 THE COMPANY HAS A PERFORMANCE-BASED BONUS PROGRAM TO RECOGNIZE ACHIEVEMENT OF INVESTMENT PERFORMANCE OBJECTIVE AND INDIVIDUAL CONTRIBUTIONS. THE ADMINISTRATIVE OVERSIGHT COMMITTEE APPROVES THE BUDGET FOR THE BONUS POOL AT THE BEGINNING OF THE FISCAL YEAR. THE CHIEF INVESTMENT OFFICER SELECTS AND DETERMINES THE AMOUNT FOR EACH EMPLOYEE AT YEAR END. MEMBERS OR STOCKHOLDERS OF CORPORATION FORM 990, PART VI, SECTION A, LINE 6 THE UCLA FOUNDATION IS THE SOLE MEMBER OF THE CORPORATION. POWER TO ELECT OR APPOINT MEMBERS OF GOVERNING BODY FORM 990, PART VI, SECTION A, LINE 7A THE ELECTION OF THE COMPANY'S BOARD MEMBERS ARE SUBJECT TO THE APPROVAL BY THE BOARD OF THE UCLA FOUNDATION. GOVERNANCE DECISIONS SUBJECT TO APPROVAL BY THE MEMBER FORM 990, PART VI, SECTION A, LINE 7B PURSUANT TO ARTICLE III OF THE ORGANIZATION'S BYLAWS, THE FOLLOWING ACTIONS REQUIRE THE APPROVAL BY THE UCLA FOUNDATION, AS THE SOLE MEMBER:(A) APPROVAL OF ARTICLES OF INCORPORATION AND BY LAWS FOR ADOPTION BY THE BOARD; (B) ANY AMENDMENTS TO THE ARTICLES OF INCORPORATION OR BYLAWS; (C) APPOINTMENT OF THE BOARD, AND REMOVAL OF DIRECTORS AT ANY TIME WITH OR WITHOUT CAUSE FOLLOWING CONSULTATION WITH THE PRESIDENT; (D) SELECTION OF THE PRESIDENT AND CHIEF INVESTMENT OFFICER; (E) MERGER,CONSOLIDATION,OR AFFILIATION WITH ANOTHER CORPORATION, ORGANIZATION OR PROGRAM, OR THE DISSOLUTION OF THE CORPORATION; (F) ASSUMPTION OR CREATION OF ANY INDEBTEDNESS, EXCEPT IN THE ORDINARY COURSE OF BUSINESS; (G) SALE,LEASE ENCUMBRANCE OR OTHER DISPOSITION OF SUBSTANTIALLY ALL ASSETS; (H) ESTABLISHMENT OF ANY SUBSIDIARY. MONITORING OF CONFLICT OF INTEREST POLICY FORM 990, PART VI, SECTION B, LINE 12C THE COMPANY'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS OR MEMBERS OF ANY COMMITTEE OF THE BOARD OF DIRECTORS (INTERESTED PERSONS). ALL INTERESTED PERSONS ARE REQUIRED TO COMPLETE THE ANNUAL CONFLICT OF INTEREST POLICY AFFIRMATION AND DISLOSURE STATEMENT. DISCLOSURE OF POTENTIAL CONFLICTS REPORTED ON AFFIRMATION FORMS ARE REVIEWED BY THE ADMINISTRATIVE AND OVERSIGHT COMMITTEE. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND COMMITTEE MEMBERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTEREST, ALL MATERIAL FACTS CONCERNING THE TRANSACTION AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. AFTER EXERCISING DUE DILIGENCE, INCLUDING REVIEW OF APPROPRIATE DATA AS TO COMPARABILITY THE BOARD OR COMMITTEE SHALL DETERMINE WHETHER THE COMPANY CAN OBTAIN WITH REASONABLE EFFORTS A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. THE BOARD OR COMMITTEE SHALL DECIDE BY A MAJORITY VOTE OF THE MEMBERS, EXCLUDING ANY INTERESTED PERSONS, WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT. THE BOARD CONDUCTS PERIODIC REVIEWS OF COMPLIANCE OF THE OFFICERS AND DIRECTORS AT LEAST ONCE EVERY THREE YEARS WHICH MAY BE CONDUCTED BY OUTSIDE ADVISORS. THAT REVIEW INCLUDES COMPENSATION AND BENEFIT ARRANGEMENTS AND POTENTIAL PRIVATE INUREMENT OR BENEFIT RESULTING FROM ANY PARTNERSHIPS, JOINT VENTURES OR ARRANGEMENTS WITH MANAGEMENT ORGANIZATIONS. PROCESS OF DETERMINING COMPENSATION FOR PRESIDENT / CIO FORM 990, PART VI, LINE 15A THE BOARD DELEGATED RESPONSIBLITY FOR DETERMINING COMPENSATION OF THE PRESIDENT/CIO TO THE ADMINISTRATIVE & OVERSIGHT COMMITTEE (AOC), WHO ACTS AS A COMPENSATION COMMITTEE. THE AOC IS COMPRISED OF 1) THE BOARD CHAIRMAN OF THE UCLA FOUNDATION, 2) BOARD CHAIR OF THE UCLA INVESTMENT COMPANY, 3) CFO OF THE UCLA CAMPUS, AND 4) ONE (1) DIRECTOR RECOMMENDED BY THE CHAIR AND DESIGNATED BY THE BOARD FOR A ONE-YEAR TERM ON THE AOC. ALL ARE INDEPENDENT AND HAVE NO CONFLICTS TO THE TRANSACTIONS. THE AOC REVIEWS THE PROPOSED COMPENSATION, BONUS AND BENEFIT PACKAGES OF THE PRESIDENT EMPLOYMENT CONTRACTS AND APPROVES ON BEHALF OF THE FULL BOARD. THE REVIEW AND APPROVAL OF THE EMPLOYMENT CONTRACT SHALL OCCUR INITIALLY UPON THE HIRING OF THE PRESIDENT, WHENEVER THE TERM OF EMPLOYMENT, IF ANY, OF THE PRESIDENT IS RENEWED OR EXTENDED, AND WHENEVER THE COMPENSATION IS MODIFIED. THE COMPANY UTILIZED AN INDUSTRY LEADING THIRD PARTY'S NATIONAL COMPENSATION SURVEY FOR ENDOWMENT & FOUNDATION OFFICERS TO PROVIDE BENCHMARKING DATA OF TOTAL COMPENSATION AND BENEFITS PACKAGES OF THE PRESIDENT. IN ADDITION, THE COMPANY REVIEWED FORM 990S OF UNIVERSITY FOUNDATIONS WITH SIMILAR ENDOWMENT ASSET SIZES IN THE GREATER LOS ANGELES AREA. THE COMPENSATION PACKAGE FOR THE PRESIDENT/CIO EFFECTIVE FOR THE FISCAL YEARS 2021-2022 AND 2022-2023 WAS REVIEWED AND APPROVED BY THE AOC ON MAY 19, 2021 AND JUNE 15, 2022 RESPECTIVELY. KEY DELIBERATIONS ARE CONTEMPORANEOUSLY DOCUMENTED IN COMMITTEE MINUTES WHICH ARE APPROVED AT THE SUBSEQUENT MEETING. DOCUMENTATION INCLUDES THE TERMS OF THE APPROVED TRANSACTION AND THOSE WHO VOTED ON IT, MEMBERS OF THE COMMITTEE AND RESULTS OF THEIR VOTE, A DESCRIPTION OF THE COMPARABILITY DATA RELIED UPON AND HOW IT WAS OBTAINED. PROCESS OF DETERMINING COMPENSATION FOR OTHER OFFICERS FORM 990, PART VI, SECTION B, LINE 15B THE CIO DETERMINES THE BASE COMPENSATION FOR EACH STAFF MEMBER PRIOR TO THE BEGINNING OF EACH FISCAL YEAR SUBJECT TO THE APPROVAL BY THE ADMINISTRATIVE & OVERSIGHT COMMITTEE ("AOC"). THE CIO UTILIZES AN INDUSTRY LEADING THIRD PARTY'S NATIONAL COMPENSATION SURVEY FOR ENDOWMENT & FOUNDATION OFFICERS. THE CIO ALSO COMPARES THE BASE SALARY, BONUS AND TOTAL COMPENSATION PACKAGE OF EACH STAFF TO THE COMPENSATION OF RELEVANT PEER GROUP, TAKING INTO CONSIDERATION, THE LEVEL OF EXPERIENCE AND THE INDIVIDUAL CONTRIBUTION OF EACH STAFF. THE COMPENSATION PACKAGES FOR THE OTHER OFFICERS AND HIGHLY COMPENSATED EMPLOYEES ARE PRESENTED TO THE AOC AS PART OF THE ANNUAL COMPANY BUDGET REVIEW. THE COMPANY BUDGET FOR THE FISCAL YEARS 2021-2022 AND 2022-2023 WERE REVIEWED AND APPROVED BY THE AOC ON MAY 19, 2021 AND JUNE 15, 2022 RESPECTIVELY. THE AOC REVIEWS AND APPROVES COMPENSATION OF ITS OFFICERS AND EMPLOYEES. THE PURPOSE OF THE REVIEW IS TO EVALUATE WHETHER THE COMPENSATION ARRANGEMENTS OF OFFICERS AND HIGHLY COMPENSATED EMPLOYEES ARE REASONABLE AND TO ENSURE COMPLIANCE WITH IRS REQUIREMENT TO CONDUCT A PERIODIC REVIEW. AVAILABILITY OF GOVERNING DOCUMENTS AND POLICIES FORM 990, PART VI, SECTION C, LINE 19 WHILE FEDERAL TAX LAWS DO NOT MANDATE THAT THE ARTICLES OF INCORPORATION, BYLAWS, CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS BE MADE AVAILABLE FOR PUBLIC INSPECTION, THE COMPANY MAKES THEM AVAILABLE UPON REQUEST. FORM 990 REVIEW PROCESS FORM 990, PART VI SECTION B, LINE 11A MANAGEMENT WORKS WITH AN OUTSIDE ACCOUNTING FIRM IN PREPARING A DRAFT FORM 990. IN ACCORDANCE WITH ITS CHARTER, THE UCLA FOUNDATION AUDIT COMMITTEE REVIEWS THE DRAFT 990 FOR THE UCLA INVESTMENT COMPANY DURING ITS ANNUAL SPRING MEETING. THE FINAL FORM 990 IS MADE AVAILABLE TO THE ENTIRE GOVERNING BODY THROUGH A SECURE INTRANET SITE PRIOR TO FILING WITH THE IRS. THE UCLA FOUNDATION 10920 WILSHIRE BLVD SUITE 900 LOS ANGELES CA 90024 952250801 UCLA PHILANTH CA 501(C)(3) 5 UC REGENTS false THE REGENTS OF THE UNIVERSITY OF CA 1111 FRANKLIN STREET OAKLAND CA 94607 956006143 EDUCATION CA STATE OF CA false false false false false false false false false false false true true false true true false true false false PART II - IDENTIFICATION OF RELATED TAX-EXEMPT ORGANIZATIONS THE REGENTS OF THE UNIVERSITY OF CALIFORNIA (UC) IS NOT A "RELATED ORGANIZATION" AS DEFINED BY THE INSTRUCTIONS TO THE IRS FORM 990, INCLUDING THE INSTRUCTIONS TO SCHEDULE R. HOWEVER, UC POLICY PROVIDES THAT THE FILING ORGANIZATION IS ORGANIZED AND OPERATED FOR THE PURPOSE OF PROVIDING SUPPORT OF FOSTERING PRIVATE GIVING, MANAGING GIFT AND ENDOWMENT FUNDS, AND PROVIDE OTHER SUPPORT FOR THE BENEFIT OF UCLA CAMPUS OF UC. ACCORDINGLY, DUE TO THE CLOSE RELATIONSHIP BETWEEN THE FILING ORGANIZATION AND UC, AND FOR THE SAKE OF TRANSPARENCY, UC IS LISTED AS A RELATED ORGANIZATION.