2025-06-06T10:10:15-05:00 2024-06-30 991856619 GRANT THORNTON ADVISORS LLC 1000 WILSON BOULEVARD SUITE 1500 ARLINGTON VA 22209 990 2023-07-01 521836384 NATIONAL STUDENT CLEARINGHOUSE NATI 7037424200 2300 DULLES STATION BLVD 220 HERNDON VA 201716350 ANDREW SICLARI CHIEF FINANCIAL OFFICER 7037424201 2025-06-06 1 1 MARY TORRETTA P00847851 7038477500 2023 2025-03-06 01:10:19Z DANIEL LEE 2300 DULLES STATION BLVD 220 HERNDON VA 201716350 113317324 0 X WWW.STUDENTCLEARINGHOUSE.ORG X 1993 VA TO SERVE EDUCATION & WORKFORCE COMMUNITIES WITH TRUSTED DATA, RELATED SERVICES, & INSIGHTS. 12 12 422 12 0 0 0 0 94244066 98727418 155295 2209056 1897761 1562615 96297122 102499089 47010 18000 0 0 55106007 59993930 0 0 0 46606303 39057606 101759320 99069536 -5462198 3429553 99792092 98082707 57935866 52351598 41856226 45731109 X THE MISSION OF THE NATIONAL STUDENT CLEARINGHOUSE IS TO SERVE THE EDUCATION AND WORKFORCE COMMUNITIES AND ALL LEARNERS WITH ACCESS TO TRUSTED DATA, RELATED SERVICES, AND INSIGHTS. 0 0 23063164 18000 24442512 EDUCATION DATA EXCHANGE SERVICES - SEE SCHEDULE OEDUCATION DATA EXCHANGE SERVICES: ON BEHALF OF PARTICIPATING POST-SECONDARY INSTITUTIONS, NATIONAL STUDENT CLEARINGHOUSE PROVIDES A CENTRAL AUTHENTICATED DATA EXCHANGE PLATFORM AMONG PARTICIPATING EDUCATIONAL INSTITUTIONS TO MEET THEIR COLLECTIVE NEED FOR THE SECURE AND CONFIDENTIAL TRANSFER AND ACCESS TO ACADEMIC DATA. NATIONAL STUDENT CLEARINGHOUSE PROVIDES A TRANSCRIPT ORDERING PLATFORM, WHICH IS AVAILABLE TO ALL PARTICIPATING INSTITUTIONS, WHICH PROCESSED ORDERS FOR OVER 6.6 MILLION TRANSCRIPTS FROM THE INSTITUTION'S STUDENTS TO: 1) OTHER POST-SECONDARY INSTITUTIONS FOR CONSIDERATION OF STUDENT ENROLLMENT APPLICATIONS. 2) EMPLOYERS SO THAT PARTICIPATING INSTITUTIONS CAN SUPPORT THE TRANSITION OF STUDENTS TO GAINFUL EMPLOYMENT AND PRESERVE THE INTEGRITY OF THE EDUCATION SYSTEM BY ELIMINATING FRAUD.3) ADMISSIONS OFFICERS WHO HAVE A SIGNED STUDENT CONSENT MEETING THE FERPA CONSENT REQUIREMENTS TO ORDER TRANSCRIPTS FOR THEIR INSTITUTION'S ADMITTED STUDENTS AND APPLICANTS. 8605617 483901 ENROLLMENT REPORTING SERVICES - SEE SCHEDULE OENROLLMENT REPORTING SERVICES: THE NATIONAL STUDENT CLEARINGHOUSE WAS ESTABLISHED IN 1993 TO MEET A SPECIFIC NEED IN THE US EDUCATION SYSTEM. SINCE THEN, ON BEHALF OF PARTICIPATING POST-SECONDARY INSTITUTIONS ENROLLING 97% OF THE US STUDENT POPULATION, THE NATIONAL STUDENT CLEARINGHOUSE HAS COMPLETED ALL REQUIRED STUDENT LOAN ENROLLMENT VERIFICATION ACTIVITIES. ALL RELATED STUDENT VERIFICATION RECORDS WERE REPORTED TO THE US DEPARTMENT OF EDUCATION, ALL STATE AND NON-PROFIT GUARANTEE AGENCIES, AND THE STUDENT LOAN SERVICING ORGANIZATIONS. THIS HAS RESULTED IN A REDUCED ADMINISTRATIVE WORKLOAD, MORE PROMPT AND ACCURATE REPORTING OF DEFERMENTS, IMPROVED SERVICE TO STUDENTS AND FINANCIAL AID PROVIDERS, ELIMINATION OF MANUAL STUDENT LOAN-BASED VERIFICATIONS, GREATER ENROLLMENT REPORTING AND RECORD-KEEPING EFFICIENCY, AND DECREASED LOAN DELINQUENCY AND DEFAULT RATES. 21504539 56676032 DEGREE VERIFICATION SERVICES - SEE SCHEDULE ODEGREE VERIFICATION SERVICES:PARTICIPATING POST-SECONDARY INSTITUTIONS HAVE AUTHORIZED THE NATIONAL STUDENT CLEARINGHOUSE TO MAINTAIN A COMPREHENSIVE DEGREE DATABASE, FOR THE PURPOSE OF ENHANCING EDUCATION INFORMATION ACCURACY AND ELIMINATING FRAUD. AS AN AGENT OF THESE INSTITUTIONS, THE CLEARINGHOUSE IS AUTHORIZED TO PROVIDE LIMITED ACCESS TO THE PORTIONS OF THIS DATA THAT VERIFY DEGREE ATTAINMENT FOR.:1) OTHER POST-SECONDARY INSTITUTIONS AND HIGHER EDUCATION ORGANIZATIONS SO THAT THEY COULD COMPLY WITH THE U.S. DEPARTMENT OF EDUCATION-MANDATED PERFORMANCE REPORTING.2) EMPLOYERS SO THAT INSTITUTIONS CAN SUPPORT THE TRANSITION OF STUDENTS AND GRADUATES TO GAINFUL EMPLOYMENT.3) PROVIDERS OF BENEFITS TO GRADUATES THAT IS DEPENDENT ON A GRADUATE'S STATUS. 16123099 18684611 RESEARCH SERVICES:ON BEHALF OF PARTICIPATING POST-SECONDARY INSTITUTIONS, NATIONAL STUDENT CLEARINGHOUSE IS AUTHORIZED TO MAINTAIN A DATABASE OF THE COLLEGE ENROLLMENT AND DEGREE DATA FOR APPROXIMATELY 3,600 PARTICIPATING COLLEGES AND UNIVERSITIES WHICH ENABLES ADMINISTRATORS AT HIGH SCHOOLS, COLLEGES AND UNIVERSITIES, AND OTHER EDUCATION ORGANIZATIONS TO ACCESS STUDENT DATA TO PERFORM EDUCATIONAL RESEARCH AND ANALYSES. RESEARCH SERVICES ALSO PERFORMS ANALYSIS ON THESE DATA BASED ON CUSTOMER-DEFINED REQUIREMENTS TO FURTHER THE ASSESSMENTS MADE REGARDING THE SUCCESS OF VARIOUS ACADEMIC PROGRAMS AT THE LOCAL, STATE, AND NATIONAL LEVELS; ENABLE MANDATORY STATE AND FEDERAL OUTCOMES REPORTING; AND FACILITATE IMPROVEMENT TO THE QUALITY OF THE K-20 EDUCATION SYSTEM.ENROLLMENT VERIFICATION SERVICES:THE NATIONAL STUDENT CLEARINGHOUSE IS AUTHORIZED BY PARTICIPATING POST-SECONDARY INSTITUTIONS TO MAINTAIN A COMPREHENSIVE ENROLLMENT DATABASE. AS THEIR AGENT, IT PROVIDES LIMITED ACCESS TO VERIFY STUDENT RECORDS TO PROVIDERS OF BENEFITS TO STUDENTS AND GRADUATES DEPENDENT ON ENROLLMENT STATUS. THIS HELPS TO PRESERVE THE INTEGRITY OF THE EDUCATION SYSTEM BY ELIMINATING FRAUD. THE PROCESS AUTOMATES ALL ENROLLMENT VERIFICATIONS FOR CREDIT GRANTORS, TRAVEL COMPANIES, COMPUTER HARDWARE AND SOFTWARE RESELLERS. THIS IMPROVES EFFICIENCY AND STUDENT SERVICE AND REDUCES FRAUDULENT STUDENT STATUS CLAIMS. THE SERVICE IS FREE FOR INSTITUTIONS AND IS FERPA COMPLIANT. 16123099 18684611 69296419 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 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 X 41 0 1 422 1 0 0 0 0 0 0 0 0 X 12 12 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X ANDREW SICLARI 7037424201 2300 DULLES STATION BLVD NO 220 HERNDON VA 201716350 MR MICHAEL COLLINS BOARD CHAIR 1.00 0.00 X 0 0 0 DR DEBRA CHROMY BOARD VICE CHAIR 1.00 1.00 X 0 0 0 MR CHARLES BARBER DIRECTOR (BEG 7/23) 1.00 0.00 X 0 0 0 DR BARBARA BRITTINGHAM DIRECTOR 1.00 0.00 X 0 0 0 MR ROBERT FITZGERALD DIRECTOR 1.00 0.00 X 0 0 0 MS KATHLEEN MCNEELY DIRECTOR 1.00 0.00 X 0 0 0 DR CARISSA MOFFAT MILLER DIRECTOR (THRU 1/24) 1.00 1.00 X 0 0 0 MS HELEN MOHRMANN DIRECTOR (BEG 7/23) 1.00 0.00 X 0 0 0 DR SHARON MORRISEY DIRECTOR 1.00 1.00 X 0 0 0 DR VAN TON-QUINLIVAN DIRECTOR 1.00 0.00 X 0 0 0 MR PAUL ROBINSON DIRECTOR 1.00 0.00 X 0 0 0 DR SAMUEL SUDHAKAR DIRECTOR 1.00 0.00 X 0 0 0 DR A HOPE WILLIAMS DIRECTOR 1.00 0.00 X 0 0 0 RICARDO D TORRES PRESIDENT AND CEO 40.00 0.00 X 983530 0 263092 MARY CHAPIN VP & CHIEF LEGAL OFC, CORP SEC 35.00 5.00 X 457124 0 35211 GEORGE LEVATHES VP, COMPLIANCE & OPS (THRU 12/23) 40.00 0.00 X 431114 0 53614 DOUGLAS FALK VP & CHIEF INFORMATION OFFICER 40.00 0.00 X 376630 0 63356 LAWRENCE HATCH VP, INDUSTRY & WORKFORCE SERV 40.00 0.00 X 380531 0 60405 BRIDGET SEDLOCK CHIEF PEOPLE OFFICER 40.00 0.00 X 389204 0 34556 ROBERTA HYLAND CHIEF DATA OFFICER 40.00 0.00 X 357335 0 53750 ERIN SERAYDIAN CFO & TREASURER (BEG 7/23 THRU 3/24) 35.00 5.00 X 311458 0 51269 CHRISTOPHER GOODSON CHIEF GROWTH OFFICER 40.00 0.00 X 266956 0 45710 LAWRENCE W ANDERSON CHIEF TECH & OPS OFFICER (THRU 8/23) 40.00 0.00 X 225003 0 39660 CHRISTINE COLE SENIOR DIRECTOR, SALES & BUS. DVPT. 40.00 0.00 X 542384 0 43868 DR DOUGLAS SHAPIRO VP RESEARCH 5.00 35.00 X 333342 0 34353 DAVID G PAYNE PHD VP, LEARNER INSIGHTS 40.00 0.00 X 169520 0 33544 MELBA AMISSI VP, CORPORATE STRATEGY 40.00 0.00 X 152130 0 32185 JOHN RAMSEY EXEC DIR CISO 40.00 0.00 X 367441 0 55875 THOMAS BURKE MANAGING DIRECTOR, IT 40.00 0.00 X 317659 0 64107 TROY FRIDY BUSINESS DEVELOPMENT EXEC 40.00 0.00 X 351796 0 27032 ROBERT ROMANO MANAGING DIRECTOR, IT 40.00 0.00 X 300389 0 53832 TRACY LOCKLIN MANAGING DIR PRIVACY & GOVT RELATIONS 35.00 5.00 X 295889 0 57884 MICHAEL KETCHAM FORMER VP & CFO, TREASURER 0.00 0.00 X 336078 0 20023 7345513 0 1123326 218 1 1 0 SLALOM LLC DBA SLALOM CONSULTING 7900 TYSON ONE PLACE STE 450 MCLEAN VA 22102 IT CONSULTING 1790306 GSDS GROUP INC 2600 TOWER OAKS BOULEVARD STE 700 ROCKVILLE MD 20852 IT CONSULTING 1467505 NEOVERA INC PO BOX 418615 BOSTON MA 022418615 IT CONSULTING 1124528 INFINITIVE 20365 EXCHANGE STREET STE 301 ASHBURN VA 20147 IT CONSULTING 1054538 MICORE SOLUTIONS INC 5746 UNION MILL RD 172 CLIFTON VA 20124 IT CONSULTING 797210 23 DEGREE VERIFICATION SERVICES 518210 56676032 56676032 EDUCATION DATA EXCHANGE SERVICES 518210 24442512 24442512 RESEARCH SERVICES 518210 15255395 15255395 ENROLLMENT VERIFICATION SERVICES 518210 1869578 1869578 ENROLLMENT REPORTING SERVICES 518210 483901 483901 98727418 476552 476552 12541914 8825 10818235 0 1723679 8825 1732504 1732504 SUPPORTING SERVICES 900099 1559638 1559638 MISCELLANEOUS REVENUE 900099 2977 2977 1562615 102499089 100287056 0 2212033 X 18000 18000 4624029 3429971 1194058 130632 96899 33733 41393683 29757076 11636607 4424082 3281656 1142426 5935202 4109182 1826020 3486302 2586038 900264 915924 915924 189392 189392 108583 108583 11526572 5867022 5659550 489498 489498 1908926 1636461 272465 12979826 9447180 3532646 2425377 1799070 626307 791812 554460 237352 379430 228082 151348 310015 310015 2293790 1675911 617879 796549 590857 205692 BANK & CREDIT CARD FEES 3123252 3123136 116 PERSONNEL & DEVELOPMENT 794297 587848 206449 OTHER MISCELLANEOUS 24363 18072 6291 99069536 69296419 29773117 0 247159 951670 16932154 18037761 4873159 4425361 40650776 37353212 3982951 3297564 22068651 18790230 6552198 5171897 45135820 47408224 99792092 98082707 23395713 19361601 6756182 5882068 23308960 25107929 4475011 2000000 57935866 52351598 X 41856226 45731109 41856226 45731109 99792092 98082707 3429553 445330 0 X 0 1 X 1 0 0 4401086 2572573 1828513 179793 137388 42406 36069897 34643251 1426645 3297564 DUE FROM NSCRC 29619619 RIGHT OF USE ASSET - OPERATING LEASE 16349090 OTHER ASSETS 1280319 SECURITY DEPOSITS 144623 INTEREST RECEIVABLE 14573 47408224 LINE OF CREDIT & NOTES PAYABLE 2000000 2000000 X PART X, LINE 2: LIABILITY FOR UNCERTAIN TAX POSITIONS: THE CLEARINGHOUSE HAS DETERMINED THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRED RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. 1 EVANS SCHOLARS FOUNDATION 2501 SCHOLARS FOUNDATION GLENVIEW IL 60026 362518129 501(C)(3) 18000 0 IN HONOR OF BOARD MEMBER MR. PAUL ROBINSON 1 PART I, LINE 2: PROCEDURE FOR MONITORING USE OF GRANTS: EDUCATIONAL INSTITUTIONS MUST BE PRIMARY, SECONDARY OR HIGHER EDUCATION INSTITUTIONS OR A SCHOLARSHIP PROGRAM MANAGED BY A NON-PROFIT ORGANIZATION. CHARITABLE ORGANIZATIONS MUST BE RECOGNIZED BY THE INTERNAL REVENUE SERVICE (IRS) AS TAX-EXEMPT AND DESIGNATED A PUBLIC CHARITY UNDER SECTION 501(C)(3) OF THE IRS CODE OR AS AN INSTRUMENTALITY OF A STATE OR LOCAL GOVERNMENT AS PROVIDED BY 170(C)(1) OF THE CODE. IT IS THE INTENT FOR NATIONAL STUDENT CLEARINGHOUSE TO SUPPORT SECULAR CHARITIES; HOWEVER CHARITABLE ORGANIZATIONS AND EDUCATIONAL INSTITUTIONS THAT MEET THE ABOVE CRITERIA AND HAVE RELIGIOUS AFFILIATIONS MAY BE INCLUDED. HOUSES OF WORSHIP OR ORGANIZATIONS WHOSE POLICIES VIOLATE NATIONAL STUDENT CLEARINGHOUSE'S NON-DISCRIMINATION POLICIES DO NOT QUALIFY. SCHEDULE I, PART II, COLUMN (H) PURPOSE OF GRANTS: NSC MADE CONTRIBUTIONS DURING THE YEAR TO THE ORGANIZATION LISTED IN PART II IN HONOR AND APPRECIATION OF THE BOARD MEMBER WHO RETIRED DURING THE YEAR. X X X X X 0 1 0 1 0 0 0 1 0 RICARDO D TORRES PRESIDENT AND CEO 569215 0 206000 0 208315 0 233000 0 30092 0 1246622 0 181946 0 CHRISTINE COLE SENIOR DIRECTOR, SALES & BUS. DVPT. 210193 0 330949 0 1242 0 14683 0 29185 0 586252 0 0 0 MARY CHAPIN VP & CHIEF LEGAL OFC, CORP SEC 380074 0 66930 0 10120 0 33000 0 2211 0 492335 0 0 0 GEORGE LEVATHES VP, COMPLIANCE & OPS (THRU 12/23) 390541 0 38250 0 2323 0 29991 0 23623 0 484728 0 0 0 LAWRENCE HATCH VP, INDUSTRY & WORKFORCE SERV 312256 0 59500 0 8775 0 33000 0 27405 0 440936 0 0 0 DOUGLAS FALK VP & CHIEF INFORMATION OFFICER 308610 0 51000 0 17020 0 33000 0 30356 0 439986 0 0 0 BRIDGET SEDLOCK CHIEF PEOPLE OFFICER 323711 0 57096 0 8397 0 28053 0 6503 0 423760 0 0 0 JOHN RAMSEY EXEC DIR CISO 302389 0 63639 0 1413 0 27720 0 28155 0 423316 0 0 0 ROBERTA HYLAND CHIEF DATA OFFICER 299949 0 44000 0 13386 0 30127 0 23623 0 411085 0 0 0 THOMAS BURKE MANAGING DIRECTOR, IT 270885 0 43970 0 2804 0 29783 0 34324 0 381766 0 0 0 TROY FRIDY BUSINESS DEVELOPMENT EXEC 141658 0 207764 0 2374 0 17580 0 9452 0 378828 0 0 0 DR DOUGLAS SHAPIRO VP RESEARCH 284248 0 40375 0 8719 0 33000 0 1353 0 367695 0 0 0 ERIN SERAYDIAN CFO & TREASURER (BEG 7/23 THRU 3/24) 270175 0 40105 0 1178 0 28183 0 23086 0 362727 0 0 0 MICHAEL KETCHAM FORMER VP & CFO, TREASURER 267356 0 66930 0 1792 0 17222 0 2801 0 356101 0 0 0 ROBERT ROMANO MANAGING DIRECTOR, IT 256352 0 40474 0 3563 0 27734 0 26098 0 354221 0 0 0 TRACY LOCKLIN MANAGING DIR PRIVACY & GOVT RELATION 254228 0 40356 0 1305 0 27429 0 30455 0 353773 0 0 0 CHRISTOPHER GOODSON CHIEF GROWTH OFFICER 240954 0 25000 0 1002 0 25592 0 20118 0 312666 0 0 0 LAWRENCE W ANDERSON CHIEF TECH & OPS OFFICER (THRU 8/23) 224334 0 0 0 669 0 22996 0 16664 0 264663 0 0 0 DAVID G PAYNE PHD VP, LEARNER INSIGHTS 166870 0 0 0 2650 0 18448 0 15096 0 203064 0 0 0 MELBA AMISSI VP, CORPORATE STRATEGY 151632 0 0 0 498 0 15692 0 16493 0 184315 0 0 0 PART I, LINE 4B NONQUALIFIED RETIREMENT PLAN: THE FOLLOWING OFFICER PARTICIPATED IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN 457(F): RICARDO TORRES $200,000 THIS CONTRIBUTION TO THE NONQUALIFIED RETIREMENT PLAN IS PART OF THEIR TOTAL COMPENSATION AND IS EVALUATED AS PART OF THE BOARD'S PROCEDURES RELATED TO THE REASONABLENESS OF TOTAL COMPENSATION. IT IS INCLUDED IN COLUMN(C) OF SCHEDULE J, PART II. MR. TORRES ALSO RECEIVED A DISTRIBUTION IN THE AMOUNT OF $181,946. FROM THE PLAN DURING THE CURRENT YEAR. PART I, LINE 5 INCENTIVE BONUSES FOR CERTAIN BUSINESS DEVELOPMENT EXECUTIVES, DIRECTORS AND MANAGERS ARE PAID BASED UPON ACHIEVEMENT OF ESTABLISHED SALES ACTIVITY OR PROGRAM REVENUE GOALS. SALES AND REVENUE GOALS ARE ESTABLISHED ANNUALLY. ON A QUARTERLY BASIS, THE ACTUAL SALES ACTIVITY AND PROGRAM SERVICE REVENUE TOTALS ARE COMPARED TO THE GOALS, AND THE INCENTIVE PAYMENT IS CALCULATED AND PAID IN ACCORDANCE WITH THE INCENTIVE AGREEMENT. ALL INCENTIVE PROGRAMS ARE REVIEWED BY THE RESPONSIBLE SENIOR EXECUTIVE WITH SUPPORT BY FINANCE, HUMAN RESOURCES AND LEGAL AS APPROPRIATE. PART I, LINE 7 BONUS AWARDS: THE BOARD ESTABLISHES ANNUAL GOALS FOR THE CEO AND EVALUATES THE CEO'S ACHIEVEMENT AT THE END OF THE YEAR. THE BOARD HAS DISCRETION TO AWARD BONUSES BASED ON THE RESULTS DELIVERED BY THE CEO. SUCH BONUS IS CONSIDERED BY THE BOARD AS PART OF ITS EVALUATION OF REASONABLE COMPENSATION. BONUSES ARE PAID BASED ON COMPLETION OF GOALS. THE CEO WORKS JOINTLY WITH EACH EXECUTIVE TO SET ANNUAL GOALS. THE EXECUTIVE PREPARES AN ASSESSMENT OF HIS OR HER PERFORMANCE AGAINST THOSE GOALS AT THE END OF THE PERFORMANCE YEAR. THIS ASSESSMENT IS PROVIDED TO THE CEO WHO THEN EVALUATES PERFORMANCE AGAINST THOSE GOALS. THE CEO PRESENTS A RECOMMENDATION TO THE BOARD REGARDING SALARY INCREASE AND BONUS FOR EACH EXECUTIVE FOR THE BOARD TO REVIEW AND APPROVE PRIOR TO PAYMENT, BASED ON THE ASSESSMENT OF PERFORMANCE RELATIVE TO THE SET GOALS. THE VALUE OF ANY BONUSES OR PAY INCREASES ARE EVALUATED AS PART OF THE INDIVIDUAL'S TOTAL COMPENSATION PACKAGE FOR REASONABLENESS BY THE BOARD OF DIRECTORS. FORM 990, PART V, LINE 2A NSC REPORTED ISSUING 422 FORMS W-2 ON ITS 2023 FORM W-3; HOWEVER, OF THIS AMOUNT, 83 EMPLOYEES WERE ASSIGNED TO WORK FOR NSC RESEARCH CENTER, A RELATED ENTITY. FORM 990, PART VI, SECTION A, LINE 1A EXECUTIVE COMMITTEE: WHEN THE BOARD OF DIRECTORS IS NOT IN SESSION, THE EXECUTIVE COMMITTEE SHALL HAVE AND MAY EXERCISE ALL OF THE POWERS OF THE BOARD OF DIRECTORS, EXCEPT TO THE EXTENT, IF ANY, THAT SUCH AUTHORITY SHALL BE LIMITED BY RESOLUTION OF THE ENTIRE BOARD OF DIRECTORS; PROVIDED, HOWEVER, THAT NEITHER THE EXECUTIVE COMMITTEE NOR ANY OTHER COMMITTEE SHALL HAVE THE POWER TO AMEND THE ARTICLES OF INCORPORATION OR THESE BYLAWS OF THE CORPORATION, OR TO ELECT OR REMOVE ANY DIRECTOR OR OFFICER, OR TO AMEND OR REPEAL ANY RESOLUTION OF THE BOARD OF DIRECTORS (OR COMMITTEE THEREOF) UNLESS BY ITS TERMS SUCH RESOLUTION MAY BE AMENDED OR REPEALED. FORM 990, PART VI, SECTION A, LINE 4 SIGNIFICANT CHANGES TO ORGANIZING DOCUMENTS: EFFECTIVE OCTOBER 2023, NATIONAL STUDENT CLEARINGHOUSE AMENDED ITS BYLAWS FOR THE FOLLOWING SIGNIFICANT CHANGES: - REPLACED "VICE PRESIDENT" EVERY PLACE IT OCCURS IN ARTICLE V, SECTION 6, SO THAT IN THE ABSENCE OF THE PRESIDENT OR IN THE EVENT OF THE PRESIDENT'S INABILITY TO ACT, THE DUTIES OF THE PRESIDENT SHALL BE EXERCISED BY THAT "OFFICER" OF THE CLEARINGHOUSE (RATHER THAN THAT "VICE PRESIDENT" OF THE CLEARINGHOUSE) WHOM THE PRESIDENT HAS DESIGNATED IN WRITING TO ASSUME SUCH DUTIES IN SUCH CIRCUMSTANCES. EFFECTIVE OCTOBER 2023, NATIONAL STUDENT CLEARINGHOUSE RESTATED ITS ARTICLES FOR THE FOLLOWING SIGNIFICANT CHANGES: - UPDATED THE PURPOSES OF THE CLEARINGHOUSE. SEE ARTICLE III. - INCLUDED LANGUAGE SPECIFYING THAT EACH DIRECTOR SERVES A TERM OF THREE YEARS, AND SHALL BE ELIGIBLE FOR RE-ELECTION AS PROVIDED IN THE BYLAWS. SEE ARTICLE V. - INCLUDED LANGUAGE THAT DIRECTORS' TERMS SHALL BE STAGGERED, WITH THE BOARD DIVIDED INTO THREE GROUPS OF DIRECTORS EACH OF WHICH SHALL: (I) CONSIST OF DIRECTORS UP FOR ELECTION (OR RE-ELECTION AS THE CASE MAY BE) IN THE SAME YEAR, AND (I) CONTAIN UP TO SIX BUT NO FEWER THAN 3 DIRECTORS. SEE ARTICLE V. - DELETED THE PRIOR ARTICLE VIII WHICH NOTED THE INITIAL REGISTERED OFFICE AND INITIAL REGISTERED AGENT OF THE CLEARINGHOUSE, FROM BACK IN 1993. THIS PROVISION WAS OUTDATED AND NO LONGER NECESSARY. - DELETED PRIOR ARTICLES IX AND X REGARDING INITIAL DIRECTOR AND INITIAL INCORPORATOR OF CLEARINGHOUSE FROM BACK IN 1993. THESE PROVISIONS WERE OUTDATED AND NO LONGER NECESSARY. - DELETED LANGUAGE IN PRIOR ARTICLE XI (CURRENT ARTICLE VIII) REGARDING AMENDING THE ARTICLES PRIOR TO 1999. THIS PROVISION WAS OUTDATED AND NO LONGER NECESSARY. EFFECTIVE JUNE 2024, NATIONAL STUDENT CLEARINGHOUSE AMENDED ARTICLE III FOR THE FOLLOWING SIGNIFICANT CHANGES: - THE PURPOSE OF NSC ARE STATED MORE GENERALLY AS "CHARITABLE, EDUCATIONAL, AND SCIENTIFIC PURPOSES, WITHIN THE MEANING OF SECTION 501(C) (3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (OR THE CORRESPONDING PROVISION OF ANY FUTURE UNITED STATES INTERNAL REVENUE CODE." FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW PROCESS: FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM AND REVIEWED BY MANAGEMENT. IN ACCORDANCE WITH NSC'S POLICY, A COMPLETE FORM 990 IS PRESENTED TO THE FULL BOARD OF DIRECTORS FOR REVIEW. FORM 990 IS REVIEWED BY ALL MEMBERS OF THE BOARD PRIOR TO THE SUBMISSION OF THE FORM TO THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY: BOARD MEMBERS ARE PROVIDED WITH THE CONFLICT OF INTEREST POLICY ON AN ANNUAL BASIS AND REQUIRED TO COMPLETE A FORM ACKNOWLEDGING THE POLICY AND DISCLOSING ANY CONFLICTS. THE POLICY INCLUDES A REQUIREMENT THAT ANY NEW CONFLICTS THAT MAY ARISE DURING THE COURSE OF THE YEAR BE REPORTED TO THE CHAIRMAN OF THE BOARD. PROCEDURES FOR EVALUATING POTENTIAL CONFLICTS ARE INCORPORATED IN THE POLICY. ANY DIRECTOR WHO MAY BE INVOLVED IN A NATIONAL STUDENT CLEARINGHOUSE BUSINESS TRANSACTION IN WHICH THERE IS A POSSIBLE CONFLICT OF INTEREST SHALL PROMPTLY NOTIFY THE CHAIRMAN OF THE BOARD. THE CHAIRMAN, OR AT THE DIRECTION OF THE CHAIRMAN, THE PRESIDENT OF NATIONAL STUDENT CLEARINGHOUSE SHALL PROMPTLY INFORM THE ENTIRE BOARD OF SUCH POTENTIAL CONFLICT. THE AFFECTED DIRECTOR SHALL NOT VOTE ON ANY SUCH TRANSACTION, PARTICIPATE IN DELIBERATIONS CONCERNING IT, OR USE PERSONAL INFLUENCE IN ANY WAY IN THE MATTER. THE DIRECTOR WILL BE EXCUSED FROM THE PORTION OF ANY MEETING DISCUSSING THE TRANSACTION AND THE DIRECTOR'S PRESENCE MAY NOT BE COUNTED IN DETERMINING THE QUORUM FOR ANY VOTE WITH RESPECT TO NATIONAL STUDENT CLEARINGHOUSE BUSINESS TRANSACTION IN WHICH HE OR SHE HAS A POSSIBLE CONFLICT OF INTEREST. FURTHERMORE, THE DIRECTOR, OR THE CHAIRMAN IN THE DIRECTOR'S ABSENCE, SHALL NOTE A POTENTIAL CONFLICT OF INTEREST TO THE OTHER DIRECTORS BEFORE ANY VOTE ON NATIONAL STUDENT CLEARINGHOUSE BUSINESS TRANSACTION AND SUCH DISCLOSURE SHALL BE RECORDED IN THE MINUTES OF THE MEETING AT WHICH IT WAS MADE. IN THE EVENT OF POTENTIAL CONFLICT INVOLVES THE CHAIRMAN OF THE BOARD, THE VICE CHAIRMAN SHALL ACT IN THE PLACE OF THE CHAIRMAN FOR THE PURPOSES OF THIS POLICY. ANY BOARD OF DIRECTORS SHALL NOT APPROVE ANY TRANSACTION WHICH INVOLVES A POTENTIAL CONFLICT OF INTEREST WITH A DIRECTOR UNLESS AND UNTIL THE BOARD OF DIRECTORS HAS SPECIFICALLY AND IN GOOD FAITH DETERMINED AFTER REASONABLE INVESTIGATION (INCLUDING A REVIEW OF THE TERMS UPON WHICH OTHER COMPARABLE ORGANIZATIONS ENTER TRANSACTIONS OR ARRANGEMENTS SIMILAR TO THE ONE UNDER CONSIDERATION) THAT: A. THE BOARD IS AWARE OF ALL MATERIAL FACTS CONCERNING THE TRANSACTION AND THE DIRECTOR OR OFFICER'S INTEREST IN THE TRANSACTION; B. NATIONAL STUDENT CLEARINGHOUSE IS ENTERING INTO THE TRANSACTION FOR ITS OWN BENEFIT; C. THE TRANSACTION IS FAIR AND REASONABLE AS TO NATIONAL STUDENT CLEARINGHOUSE; D. NATIONAL STUDENT CLEARINGHOUSE COULD NOT HAVE OBTAINED A MORE ADVANTAGEOUS ARRANGEMENT WITH REASONABLE EFFORT UNDER THE CIRCUMSTANCES. MANAGEMENT SHALL BE RESPONSIBLE FOR PROVIDING THE BOARD WITH SUFFICIENT INFORMATION SO THAT THE BOARD CAN ASSESS THE FAIRNESS AND REASONABLENESS OF THE COMPENSATION INVOLVED. FORM 990, PART VI, SECTION B, LINE 15 PROCESS FOR DETERMINING COMPENSATION: THE BOARD OF DIRECTORS CONDUCTS AN INDEPENDENT OUTSIDE COMPENSATION ANALYSIS FOR THE CEO EACH YEAR THAT IS USED TO MONITOR THE APPROPRIATENESS OF HIS COMPENSATION. A SIMILAR PROCESS IS COMPLETED BY THE CHIEF PEOPLE OFFICER FOR THE OTHER EXECUTIVES. PERIODICALLY, NSC HIRES AN OUTSIDE FIRM TO CONDUCT A COMPENSATION ANALYSIS FOR THE NON-EXECUTIVE EMPLOYEE POSITIONS. AS PART OF OUR ANNUAL REVIEW PROCESS, ANOTHER OUTSIDE FIRM THAT COMPLETES OUR AFFIRMATIVE ACTION PLAN ALSO CONDUCTS THE PERFORMANCE RATINGS ANALYSIS AND COMPARES COMPENSATION AMONG ETHNICITY AND GENDER TO ASSESS CONSISTENCY AND FAIRNESS. AT MERIT INCREASE TIME, THE CHIEF PEOPLE OFFICER DOES A REVIEW OF COMPENSATION BY WORKGROUP TO DETERMINE WHETHER ANY ADJUSTMENTS ARE REQUIRED TO BRING PEOPLE WITH LIKE POSITIONS AND EXPERIENCE TO A COMPARABLE COMPENSATION LEVEL. THE BOARD APPROVES THE COMPENSATION OF THE CEO AND OTHER OFFICERS. DELIBERATIONS AND DECISIONS ARE DOCUMENTED CONTEMPORANEOUSLY IN THE MINUTES OF THE BOARD OF DIRECTORS. A GROUP OF INDEPENDENT PERSONS WHO SERVE ON THE BOARD OF DIRECTORS EVALUATE EXTERNAL COMPENSATION DATA FROM COMPARABLE INSTITUTIONS, DISCUSS THEIR REVIEW, AND CONTEMPORANEOUSLY DOCUMENT THEIR CONCLUSION THAT THE TOTAL COMPENSATION PAID TO SUCH PERSONS IS REASONABLE. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS AVAILABLE TO THE PUBLIC: GOVERNING DOCUMENTS, INCLUDING THE CONFLICT OF INTEREST POLICY, ARE AVAILABLE TO THE PUBLIC BY REQUEST TO THE CORPORATE SECRETARY. FINANCIAL STATEMENTS ARE AVAILABLE TO PARTICIPANTS IN OUR SERVICES UNDER THE TERMS OF OUR CONTRACTS WITH THEM AND TO INDIVIDUALS BY REQUEST TO THE TREASURER. FORM 990, PART IX, LINE 11G TEMPORARY AND CONTRACT HELP: PROGRAM SERVICE EXPENSES 2,341,213. MANAGEMENT AND GENERAL EXPENSES 821,997. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,163,210. OTHER PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 3,157,790. MANAGEMENT AND GENERAL EXPENSES 1,605,328. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 4,763,118. IT PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 368,019. MANAGEMENT AND GENERAL EXPENSES 3,232,225. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,600,244. NATL STUDENT CLEARINGHOUSE RESEARCH CTR 2300 DULLES STATION BLVD 220 HERNDON VA 201716350 271255674 SUPPORT EDUCATION & RESEARCH PRGRAMS OF NSC VA 501(C)(3) LINE 12A, I NATIONAL STUDENT CLEARINGHOUSE 1 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 NATIONAL STUDENT CLEARINGHOUSE RESEARCH CENTER N 1052941 COST NATIONAL STUDENT CLEARINGHOUSE RESEARCH CENTER O 506697 COST