2025-11-14T09:15:08-06:00 2024-12-31 991856619 GRANT THORNTON ADVISORS LLC 757 THIRD AVENUE 9TH FLOOR NEW YORK NY 100172013 990 2024-01-01 223619257 BIOCON INC BIOC 7326610202 125 MAY STREET EDISON NJ 08837 DEBORAH ALLISON CHIEF FINANCIAL OFFICER 7326610202 2025-11-14 1 1 SCOTT THOMPSETT P00741490 2125990100 2025-11-13 2024 2025-03-06 01:10:19Z JOSEPH A YACCARINO 125 MAY STREET EDISON NJ 08837 4649455 0 X N/A X 1998 DC BIOCON INC. (BIO) IS THE PARENT HOLDING COMPANY FOR THE MUSCULOSKELETAL TRANSPLANT FOUNDATION. 6 5 0 0 0 0 0 0 0 0 0 0 3848762 4649455 3848762 4649455 0 0 0 0 0 0 0 0 0 3196702 4130474 3196702 4130474 652060 518981 30050664 30182299 25410999 25023653 4639665 5158646 X SEE SCHEDULE O. 0 0 2115366 0 0 SEE SCHEDULE O. 2115366 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 6 0 1 0 0 1 GM 0 0 0 0 0 0 0 0 0 0 X 6 5 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 0 NJ X DEBORAH ALLISON 7326610202 125 MAY ST EDISON NJ 08837 X WILLIAM W TOMFORD MD DIRECTOR 0.00 4.00 X 0 75000 0 DONALD HACKBARTH MD DIRECTOR 0.00 1.00 X 0 35000 0 JOSEPH D ZUCKERMAN MD DIRECTOR 0.00 1.00 X 0 30000 0 SYMERIA T HUDSON DIRECTOR 0.00 1.00 X 0 0 0 JOSEPH A BUCKWALTER MD DIRECTOR 0.00 1.00 X 0 27500 0 SHARON GABRIELSON DIRECTOR 0.00 1.00 X 0 25000 0 ALLAN GROSS MD NON-VOTING DIRECTOR 0.00 1.00 X 0 0 0 GERALD FINERMAN MD NON-VOTING DIRECTOR 0.00 1.00 X 0 0 0 JOSEPH A YACCARINO PRESIDENT / CEO 0.00 60.00 X 0 901884 56874 MICHAEL J KAWAS TREASURER / CFO 0.00 60.00 X 0 661023 36365 JENNIFER BIRMINGHAM SECRETARY / GENERAL COUNSEL 0.00 60.00 X 0 477283 56656 0 2232690 149895 0 0 1 0 0 X 4649455 0 4649455 4649455 4649455 4649455 0 0 4649455 X 611604 611604 533157 533157 1077473 1077473 777809 777809 90215 90215 TAXES 1037893 1037893 BANK FEE 2323 2323 4130474 2115366 2015108 0 741096 1125056 188892 180974 36485334 11076324 25664021 25409010 3456655 3467259 30050664 30182299 87955 102027 14265494 13434311 11057550 11487315 25410999 25023653 X 4639665 5158646 4639665 5158646 30050664 30182299 518981 0 X 0 1 X 1 0 X X 1 MUSCULOSKELETAL TRANSPLANT FOUNDATION INC 222803458 10 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SCHEDULE A, PART IV, SECTION C BIOCON, A NONPROFIT ORGANIZATION, WAS INCORPORATED ON AUGUST 19, 1998, AND SERVES AS THE SOLE CORPORATE MEMBER OF MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC. ("MTF"). PURSUANT TO THE ORGANIZATION'S BYLAWS, THE FOLLOWING GOVERNANCE DECISIONS ARE SUBJECT TO THE APPROVAL OF THE ORGANIZATION'S SOLE MEMBER: 4349923 4349923 31332208 10598711 20733497 803203 477613 325590 25409010 DUE FROM AFFILIATE 3418928 DEFERRED FINANCING COSTS 48331 3467259 DUE TO AFFILIATE 11474696 SECURITY DEPOSIT 12619 11487315 X PART X, LINE 2: FIN 48: BIO FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS "MORE-LIKELY- THAN-NOT" TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. BIO HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT WAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. BIO HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2024. 0 0 0 0 0 0 0 0 0 JOSEPH A YACCARINO PRESIDENT / CEO 0 740000 0 138480 0 23404 0 20700 0 36174 0 958758 0 0 MICHAEL J KAWAS TREASURER / CFO 0 571170 0 82030 0 7823 0 20700 0 15665 0 697388 0 0 JENNIFER BIRMINGHAM SECRETARY / GENERAL COUNSEL 0 412553 0 64730 0 0 0 20700 0 35956 0 533939 0 0 PART I, LINE 3 RELATED ORG METHODS USED FOR COMPENSATION EXPLANATION BIOCON, INC., (BIO), IS THE SOLE CORPORATE MEMBER OF THE MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC., (MTF). THE BOARD OF DIRECTORS AND THE OFFICERS OF BIO OVERLAPS THAT OF MTF WITH BIO HAVING THE EXCLUSIVE RIGHT TO ELECT OR APPOINT ALL MEMBERS OF THE BOARD OF DIRECTORS OF MTF. BELOW IS AN OUTLINE OF MTF'S PROCESS TO ESTABLISH COMPENSATION LEVELS FOR EXECUTIVE AND OFFICER COMPENSATION. EACH YEAR, MTF RECEIVES AND ASSESSES THE REASONABLENESS OF TOTAL COMPENSATION ARRANGEMENTS FOR THE EXECUTIVE TEAM, INCLUDING THE CEO. THE ANALYSIS INCORPORATES COMPENSATION SURVEY DATA, LAST COMPILED IN JULY 2023, FORM 990'S OF COMPANIES OF RELATED INDUSTRIES AND SIMILAR SIZE. A BLEND OF BOTH FOR-PROFIT AND NOT-FOR-PROFIT COMPANIES IS USED. EVERY THIRD YEAR (MOST RECENTLY JULY 2023), MTF RETAINS THE SERVICES OF AN INDEPENDENT COMPENSATION CONSULTANT TO ASCERTAIN AND DETERMINE THAT MTF IS PAYING AND PROVIDING A REASONABLE TOTAL COMPENSATION PACKAGE TO THEIR EXECUTIVES AND TO PROVIDE AN OPINION LETTER OF THEIR FINDINGS. COMPENSATION COMMITTEE REVIEW: MTF'S BOARD OF DIRECTORS ESTABLISHED A COMPENSATION COMMITTEE IN 1995. THE RESPONSIBILITY OF THE COMMITTEE INCLUDES THE REVIEW AND APPROVAL OF EXECUTIVE AND STAFF COMPENSATION AND BENEFITS. THE COMPENSATION COMMITTEE TYPICALLY MEETS SEMI-ANNUALLY TO REVIEW MERIT AND BONUS RECOMMENDATIONS. A COPY OF THE COMPENSATION COMMITTEE'S CHARTER, AGENDAS, MEETING MATERIALS, AND MEETING MINUTES ARE MAINTAINED. FORM 990, PART III, LINE 1 BIOCON, INC'S. (BIO) MISSION IS TO SUPPORT THE TAX-EXEMPT MISSION OF THE MUSCULOSKELETAL TRANSPLANT FOUNDATION INC., (MTF). BIOCON, INC. (BIO) WAS FORMED TO SERVE AS THE SOLE VOTING MEMBER OF, AND ACT AS THE HOLDING COMPANY FOR, THE MUSCULOSKELETAL TRANSPLANT FOUNDATION INC., (MTF) A NON-PROFIT 501(C) ORGANIZATION AND DEUTSCHES INSTITUT FUR ZELL-UND GEWEBEERSATZ GMBH, (DIZG) A GERMAN NON-PROFIT ORGANIZATION (AS DISCLOSED ON FORM 5471). MTF'S MISSION IS TO PROVIDE QUALITY ALLOGRAFT TISSUES FOR TRANSPLANTATION, RESEARCH AND EDUCATION. DIZG SPECIALIZES IN CULTURING AND DISTRIBUTION OF KERATINOCYTES, MUSCULOSKELETAL, AND OTHER TISSUE FORMS. BIO, AS HOLDING COMPANY, HAS AUTHORITY TO APPROVE FUNDAMENTAL AMENDMENTS TO ORGANIZATIONAL DOCUMENTS AND TO APPROVE CERTAIN CORPORATE TRANSACTIONS SUCH AS MERGERS AND DISSOLUTIONS. BIO ALSO HAS THE EXCLUSIVE RIGHT TO ELECT OR APPOINT ALL MEMBERS OF THE BOARD OF DIRECTORS OF MTF AND DIZG. BIO CONTINUES TO MONITOR AND GUIDE THE ACTIVITIES OF MTF AND DIZG, AS WELL AS ANY AFFILIATES THAT MAY BE FORMED OR ACQUIRED IN THE FUTURE, TO FOSTER THE PROVISION OF HIGH QUALITY HUMAN ALLOGRAFT TISSUE TO THE COMMUNITY THROUGH THE MOST ECONOMICAL AND EFFICIENT SYSTEM POSSIBLE. FORM 990, PART III, LINE 4A BIO PROGRAM SERVICE ACTIVITY: BIO'S PROGRAM SERVICE ACTIVITY IS TO SUPPORT THE TAX-EXEMPT MISSION OF MTF AND DIZG. BIO'S SUPPORT OF MTF INCLUDES THE SEGREGATION, PROTECTION AND OPERATION OF REAL PROPERTY ASSETS USED BY MTF IN CARRYING OUT ITS CHARITABLE ACTIVITIES. BIO HOLDS REAL ESTATE VIA ITS FOUR DISREGARDED ENTITIES (AS DISCLOSED ON SCHEDULE R, PART 1). AS SOLE MEMBER OF DIZG, BIO PROVIDES GUIDANCE TO FURTHER EXPAND GLOBAL REACH TO PATIENTS AROUND THE WORLD. FOR INDIVIDUAL STORIES ABOUT DONOR FAMILIES, PLEASE VISIT MTF'S WEBSITE AT HTTPS://WWW.MTFBIOLOGICS.ORG/WHO-WE-SERVE/DONORS-COMMUNITY/DONORS-FAMILI ES. STORIES ABOUT RECIPIENTS ARE ALSO AVAILABLE ON THE WEBSITE AT HTTPS://WWW.MTFBIOLOGICS.ORG/WHO-WE-SERVE/DONORS-COMMUNITY/RECIPIENTS. FORM 990, PART VI, SECTION A, LINE 1A THE BOARD OF DIRECTORS HAS SIX VOTING MEMBERS AND TWO NON-VOTING DIRECTORS EMERITUS. FORM 990, PART VI, SECTION A, LINE 4 BIOCON OPERATES UNDER GOVERNANCE DOCUMENTS OF ITS RELATED ORGANIZATION, MUSCULOSKELETAL TRANSPLANT FOUNDATION, INC, ("MTF"). IN JUNE 2025, MTF ADOPTED THE AMENDED ITS BYLAWS TO IMPLEMENT SEVERAL SIGNIFICANT GOVERNANCE CHANGES. KEY UPDATES INCLUDE: 1) EXPANSION OF THE FOUNDATION'S STATED PURPOSES TO INCLUDE REGENERATIVE MEDICINE, MEDICAL DEVICES, DONOR AWARENESS PROGRAMS, AND BROADER CLINICAL APPLICATIONS. 2) CLARIFICATION OF MEMBERSHIP STRUCTURE, SPECIFYING BIOCON, INC. AS THE SOLE CORPORATE MEMBER WITH EXCLUSIVE VOTING RIGHTS FOR PURPOSES OF NONPROFIT LAW. 3) SIGNIFICANT EXPANSION AND CLARIFICATION OF THE BOARD OF DIRECTORS' POWERS, INCLUDING EXPLICIT APPROVAL AUTHORITY OVER FINANCIAL PLANS, BUDGETS, INVESTMENTS, STRATEGIC PLANS, MERGERS, SUBSIDIARY FORMATION, MAJOR TRANSACTIONS, CHARITABLE CONTRIBUTIONS, LOANS, AUDITED FINANCIALS, AND ACTIONS AFFECTING TAX-EXEMPT STATUS. 4) REMOVAL OF THE PRIOR "CLASS" STRUCTURE FOR DIRECTORS AND CLARIFICATION OF DIRECTOR TERM FILLING AND SUCCESSION. 5) ENHANCED COMMITTEE STRUCTURES AND ROLES, INCLUDING EXPANDED RESPONSIBILITIES FOR AUDIT, GOVERNANCE, RESEARCH, COMPENSATION, AND EXECUTIVE COMMITTEES. 6) UPDATED OFFICER APPOINTMENT AND REMOVAL PROCEDURES, WITH MORE DETAILED STANDARDS OF CONDUCT FOR OFFICERS AND DIRECTORS. 7) ADDITION OF EXPLICIT INDEMNIFICATION AND LIABILITY LIMITATIONS FOR VOLUNTEERS AND EMPLOYEES, TIED TO INSURANCE COVERAGE. 8) STRENGTHENED CONFLICT-OF-INTEREST POLICIES AND PROCEDURES, INCLUDING STRICTER QUORUM RULES FOR INTERESTED DIRECTORS. 9) CLARIFIED AMENDMENT PROCEDURES, INCLUDING REQUIREMENTS FOR NOTICE, VOTING THRESHOLDS, AND RATIFICATION BY THE SOLE CORPORATE MEMBER. THESE AMENDMENTS WERE ADOPTED TO REFLECT CURRENT PRACTICES, REGULATORY REQUIREMENTS, AND BEST PRACTICES IN NONPROFIT GOVERNANCE. FORM 990, PART VI, SECTION B, LINE 11B ORGANIZATION'S PROCESS TO REVIEW FORM 990 THE FORM 990 WAS PREPARED BY MANAGEMENT IN CONJUNCTION WITH AN EXTERNAL THIRD-PARTY ACCOUNTING FIRM. THE FORM 990 IS SHARED WITH MEMBERS OF THE AUDIT COMMITTEE OF THE BOARD DIRECTORS WHERE IT IS REVIEWED AT AN OPEN MEETING OF THE COMMITTEE. PENDING ANY MODIFICATIONS BORNE OUT OF THAT MEETING, THE 990 IS CIRCULATED TO THE FULL BOARD OF DIRECTORS FOR THEIR FINAL REVIEW BEFORE THE FORM 990 IS ULTIMATELY ELECTRONICALLY FILED WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C ENFORCEMENT OF CONFLICTS POLICY BIOCON OPERATES UNDER THE CONFLICT OF INTERESTS POLICY OF ITS RELATED ORGANIZATION, MTF. MTF EMPLOYS THE FOLLOWING PROCEDURES TO MONITOR CONFLICTS OF INTERESTS. MTF SENDS A COMPREHENSIVE QUESTIONNAIRE ANNUALLY TO BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES REQUESTING DISCLOSURE OF ANY CONFLICTS OF INTEREST. MTF IS DILIGENT IN REVIEWING THE ANNUAL DISCLOSURE FORMS SUBMTTED BY THE COVERED PERSONS, AND IN SCREENING COMPILING AND MAINTAINING THE SUBMISSIONS. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION PROCESS FOR TOP OFFICIAL THE CEO RECEIVES NO COMPENSATION FOR DUTIES ASSOCIATED WITH BIOCON, INC. AND RELATED DISREGARDED ENTITIES. HE IS PAID BY MTF, A RELATED ORGANIZATION. SEE SCHEDULE J, SUPPLEMENTAL INFORMATION, FOR ADDITIONAL INFORMATION. COMPENSATION PROCESS FOR OFFICERS THE TREASURER AND SECRETARY RECEIVE NO COMPENSATION FOR DUTIES RELATED TO BIOCON, INC. AND RELATED DISREGARDED ENTITIES. THEY ARE PAID BY MTF, A RELATED ORGANIZATION. SEE SCHEDULE J, SUPPLEMENTAL INFORMATION, FOR ADDITIONAL INFORMATION. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS DISCLOSURE EXPLANATION BIOCON MAKES ITS FORM 990 AND OTHER PUBLIC DOCUMENTS AVAILABLE TO THE PUBLIC AT ITS REGULAR PLACE OF BUSINESS IN PERSON, REQUESTS THROUGH EMAIL OR VIA US POSTAL SERVICE. IN ADDITION FORM 990 IS AVAILABLE ON THE INTERNET AT WWW.GUIDESTAR.ORG. FORM 990, PART VII-A BOARD OF DIRECTORS COMPENSATION MEMBERS OF THE BOARD OF DIRECTORS ARE COMPENSATED FOR THEIR SERVICE ON THE BOARD THROUGH THE PAYMENT OF DIRECTOR FEES. THESE FEES RECOGNIZE THE TIME, EXPERTISE, AND FIDUCIARY RESPONSIBILITIES ASSOCIATED WITH BOARD SERVICE, INCLUDING PARTICIPATION IN BOARD AND COMMITTEE MEETINGS, REVIEW OF STRATEGIC INITIATIVES, AND OVERSIGHT OF THE ORGANIZATION'S FINANCIAL AND PROGRAMMATIC PERFORMANCE. THE AMOUNT OF FEES PAID TO EACH DIRECTOR IS DETERMINED ANNUALLY AND APPROVED BY THE BOARD'S GOVERNANCE (OR COMPENSATION) COMMITTEE BASED ON A REVIEW OF COMPARABLE DATA FROM SIMILARLY SIZED NONPROFIT ORGANIZATIONS. DIRECTORS RECEIVE NO ADDITIONAL COMPENSATION FOR COMMITTEE PARTICIPATION UNLESS NOTED. IN CERTAIN CASES, DIRECTORS MAY ALSO RECEIVE COMPENSATION FOR PROFESSIONAL SERVICES PROVIDED TO THE ORGANIZATION OUTSIDE OF THEIR BOARD RESPONSIBILITIES. FOR EXAMPLE: WILLIAM TOMFORD IS AN MTF EMPLOYEE WHOSE SALARY IS PAID THROUGH PAYROLL. EXPENSE REIMBURSEMENTS ARE PROVIDED FOR COSTS INCURRED TO ATTEND BOARD MEETINGS AND OTHER MTF FUNCTIONS. ALL SUCH ARRANGEMENTS ARE SUBJECT TO REVIEW AND APPROVAL TO ENSURE COMPLIANCE WITH APPLICABLE POLICIES AND REGULATIONS. FORM 990, PART VII AVERAGE HOURS PER WEEK JOINT MEETINGS WITH THE BOARD OF MTF ARE HELD TO FACILITATE GREATER INTEGRATION OF GOVERNANCE OVERSIGHT AND TO REVIEW ISSUES AND MATTERS OF COMMON CONCERN. ACCORDINGLY, NO HOURS ARE NOTED FOR BIOCON BUT RATHER NOTED AS HOURS FOR A RELATED ORGANIZATION (MTF). FORM 990, PART VIII, LINE 6 ALL REVENUES GENERATED BY BIOCON, INC. ARE DERIVED FROM PROPERTY HOLDING DISREGARDED ENTITIES; ALL EXPENSES INCURRED ARE ASSOCIATED WITH THE GENERATION OF THAT INCOME, SUCH AS DEPRECIATION, UTILITIES, PROPERTY TAXES AND MORE. FORM 990, PART IX, LINE 11G PROFESSIONAL SERVICES- MGT FEE: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 611,604. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 611,604. MAY STREET MEDICAL LLC 125 MAY STREET EDISON NJ 08837 223751785 REAL ESTATE RENTAL DE 2565043 13265830 BIOCON OLYPHANT LLC 125 MAY STREET EDISON NJ 08837 223619257 REAL ESTATE RENTAL DE 523666 3378568 BIOCON JESSUPPRTB LLC 125 MAY STREET EDISON NJ 08837 223619257 REAL ESTATE RENTAL PA 285419 2188404 BIOCON JESSUP III LLC 125 MAY STREET EDISON NJ 08837 223619257 REAL ESTATE RENTAL PA 1275327 13762867 BIOCON MTF INNOVATIONS LLC 125 MAY STREET EDISON NJ 08837 223619257 THE LLC WILL ADVISE AND MANAGE PARTNER ENTITIES AS NEW TECHNOLOGIES COME TO NJ 0 0 BIOCON MUSCULOSKELETAL TRANSPLANT 125 MAY STREET EDISON NJ 08837 222803458 TISSUE BK. 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