2026-07-15T10:02:52-05:00 2025-08-31 991856619 GRANT THORNTON ADVISORS LLC 2001 MARKET STREET SUITE 700 PHILADELPHIA PA 19103 990 2024-09-01 231501159 ACADEMY OF MUSIC OF PHILADELPHIA INC ACAD 2158931900 300 SOUTH BROAD STREET PHILADELPHIA PA 19102 MARIO MESTICHELLI BD MEMBER/TREASURER 2158931900 2026-07-15 1 0 RUSSLEE ARMSTRONG P00288383 2155614200 2024 2025-03-06 01:10:19Z RYAN FLEUR 300 SOUTH BROAD STREET PHILADELPHIA PA 19102 3548559 0 X WWW.ENSEMBLEARTSPHILLY.ORG X 1956 DE TO RAISE FUNDS THROUGH THE RESTORATION AND PRESERVATION FUND TO RESTORE (CONTINUED IN SCH O)(CONTINUED):AND MAINTAIN THE 168-YEAR-OLD ACADEMY OF MUSIC, THE OLDEST KNOWN CONTINUOUSLY USED OPERA HOUSE IN THE UNITED STATES. 15 13 0 55 0 0 2139568 3297479 0 0 0 31500 -733761 -409578 1405807 2919401 20000 0 0 0 560063 662487 0 0 234778 2805347 2847167 3385410 3509654 -1979603 -590253 25436097 25022220 191754 340256 25244343 24681964 X THE ACADEMY'S PRIMARY EXEMPT PURPOSE IS TO RAISE FUNDS THROUGH THE RESTORATION AND PRESERVATION FUND TO RESTORE AND MAINTAIN THE 168-YEAR-OLD ACADEMY OF MUSIC, THE OLDEST KNOWN CONTINUOUSLY OPERATING OPERA HOUSE IN THE UNITED STATES. 0 0 234393 0 0 THE ORGANIZATION'S PRIMARY PROGRAM SERVICE ACTIVITY IS TO RAISE FUNDS FOR THE RESTORATION OF THE ACADEMY OF MUSIC BUILDING THROUGH SPECIAL EVENTS AND A CAPITAL CAMPAIGN PROGRAM. COMBINED PROCEEDS ARE USED TO FUND NUMEROUS RESTORATION PROJECTS AS APPROVED BY THE ACADEMY BOARD. THE ACADEMY OF MUSIC BUILDING HAS BEEN DESIGNATED AS A NATIONAL HISTORIC LANDMARK AND THEREFORE ITS UPKEEP AND MAINTENANCE IS THE ORGANIZATION'S PRIMARY CONCERN. FOR THE YEAR ENDED AUGUST 31, 2025, THE RESTORATION PROJECTS INCLUDED SOUND SYSTEM REPLACEMENT, ELEVATOR MODERNIZATION, AND LAVATORY & BOX OFFICE RENOVATIONS. (CONTINUED IN SCHEDULE O).(CONTINUED):THESE PROGRAM SERVICE ACTIVITY EXPENDITURES ARE REPORTED AS PART OF FIXED ASSETS IN SCHEDULE D, PART VI. 234393 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 0 0 1 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 X 0 0 0 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 15 13 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 0 0 0 PA AL AR AZ AK CA CT DC FL IL KS KY LA ME MD MA MI MN MS MO NH NJ NY NC ND OH OK OR RI SC TN UT VA WA WV WI X X MARIO MESTICHELLI 2158931900 300 SOUTH BROAD STREET PHILADELPHIA PA 19102 X MATIAS TARNOPOLSKY - BOARD MEMBER (PRESIDENT-POKC)(THRU 12/24) 5.00 45.00 X X 0 1159583 66031 RYAN FLEUR - BOARD MEMBER (PRESIDENT-POKC)(AS OF 04/25) 5.00 45.00 X X 0 486110 65030 MARIO MESTICHELLI BOARD MEMBER/TREASURER (CFO-POKC) 5.00 45.00 X X 0 358273 62133 RALPH W MULLER BOARD MEMBER (CHAIR-POKC) 5.00 15.00 X X 0 0 0 CAROLINE B ROGERS CHAIR 10.00 6.00 X X 0 0 0 ADELE K SCHAEFFER CHAIR EMERITUS 2.00 2.00 X X 0 0 0 JAMES P BRANDAU BOARD MEMBER 2.00 2.00 X 0 0 0 ANNE F HAMILTON BOARD MEMBER 2.00 0.00 X 0 0 0 HARRY EDWARD HILL III BOARD MEMBER 2.00 0.00 X 0 0 0 SCOTT S JOHNSON BOARD MEMBER 2.00 0.00 X 0 0 0 TERESA C KENNY BOARD MEMBER 2.00 0.00 X 0 0 0 BRUCE G LETO BOARD MEMBER 2.00 4.00 X 0 0 0 JOHN H MCFADDEN BOARD MEMBER 2.00 2.00 X 0 0 0 JOHN R SALER BOARD MEMBER 2.00 2.00 X 0 0 0 LINDA FYNES SIEGFRIED BOARD MEMBER 2.00 0.00 X 0 0 0 MICHAEL ZISMAN BOARD MEMBER 2.00 12.00 X 0 0 0 0 2003966 193194 0 0 1 0 ELLIOTT-LEWIS CORPORATION 2900 BLACK LAKE PLACE PHILADELPHIA PA 19154 CONSTRUCTION 1558260 ATKIN OLSHIN SCHADE ARCHITECTS INC 125 S 9TH ST SUITE 900 PHILADELPHIA PA 19107 ARCHITECT SERVICES 473976 OVATIONS FOOD SERVICES LP 150 ROUSE BLVD 3RD FLOOR PHILADELPHIA PA 19112 EVENT CATERING 226090 PENNCORA PRODUCTION INC PO BOX 581 OAKS PA 19456 EVENT DECORATING 114785 4 816535 1489193 991751 65948 3297479 31500 31500 219580 816535 629158 -409578 -409578 2919401 0 0 -378078 X 197353 190719 6634 346765 212854 133911 26379 17355 9024 57570 37278 20292 34420 23769 10651 19198 18724 474 40589 9809 30780 347 347 9529 579 8950 757 350 407 1550 1550 1230 1230 234393 234393 2512926 2512926 CULTIVATION EXPENSES 12987 332 12655 EQUIPMT MAINT/REPAIR 10124 10124 MISCELLANEOUS EXPENSES 3382 2382 1000 MARKETING AND PROMOTION 155 155 3509654 234393 3040483 234778 1658593 1938638 93447 558500 0 14361 91736203 69228467 23684057 22507736 0 0 0 0 0 2985 25436097 25022220 10685 292056 0 0 181069 48200 191754 340256 X 25147343 24211964 97000 470000 25244343 24681964 25436097 25022220 X -590253 27874 X X 0 1 X 1 0 X X X 1 THE PHILADELPHIA ORCHESTRA ASSOCIATION 231352289 10 1 234393 0 1 234393 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 1 1 1 1 1 1 1 1 1 0 1 1 629610 629610 89322038 68077380 21244658 0 1784555 1151087 633468 0 22507736 POSTRETIREMENT BENEFIT OBLIGATION 38133 DUE TO AFFILIATE 10067 48200 X 5400908 1848563 1848563 3552345 -632944 -632944 2919401 4138812 629158 629158 3509654 0 3509654 PART X, LINE 2: FIN 48 (ASC 740) FOOTNOTE UNDER PROVISIONS OF THE INTERNAL REVENUE CODE, SECTION 501(C)(3), AND THE APPLICABLE INCOME TAX REGULATIONS OF PENNSYLVANIA, THE ASSOCIATION IS EXEMPT FROM TAXES ON INCOME OTHER THAN UNRELATED BUSINESS INCOME. THE ACADEMY RECOGNIZES OR DERECOGNIZES A TAX POSITION BASED ON A "MORE LIKELY THAN NOT" THRESHOLD. THIS APPLIES TO POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. THE ACADEMY DOES NOT BELIEVE ITS CONSOLIDATED FINANCIAL STATEMENTS INCLUDE ANY MATERIAL UNCERTAIN TAX POSITIONS. INTERNAL REVENUE SERVICE REGULATIONS STIPULATE TAX YEARS ARE OPEN FOR THREE YEARS FROM THE DATE OF FILING AND REMAIN SUBJECT TO EXAMINATION. PART XI, LINE 2D - OTHER ADJUSTMENTS: INVESTMENT GAIN - AOM ENDOWMENT FUND 1,848,563. PART XI, LINE 4B - OTHER ADJUSTMENTS: FUNDRAISING DIRECT EXPENSES -629,158. OTHER BENEFIT CHANGES PER FS -3,786. PART XII, LINE 2D - OTHER ADJUSTMENTS: FUNDRAISING DIRECT EXPENSES 629,158. ENDOWMENT FUNDS ACADEMY OF MUSIC OF PHILADELPHIA, INC. ("THE ACADEMY") HAS ANSWERED YES TO PART IV, LINE 10, BUT HAS REPORTED NO FINANCIAL DATA IN SCHEDULE D, PART V WITH RESPECT TO ITS ENDOWMENT FUND. THIS IS BECAUSE THE ACADEMY'S ENDOWMENT FUND IS SET UP AS A SEPARATE LEGAL ENTITY. THIS SEPARATE LEGAL ENTITY (TRUST), THE ACADEMY OF MUSIC ENDOWMENT FUND (EIN#: 23-2108123), HAS ITS OWN TAX EXEMPTION UNDER IRC SECTION 501(C)(3), IS RECOGNIZED AS AN IRC SECTION 509(A)(3) SUPPORTING ORGANIZATION OF THE ACADEMY AND ACCORDINGLY, FILES ITS OWN FEDERAL FORM 990. THE ACADEMY RECEIVED FUNDS WHICH IT SET ASIDE IN THIS ENDOWMENT TO BE HELD AND ADMINISTERED BY PNC BANK IN THE NAME OF THE ACADEMY OF MUSIC ENDOWMENT FUND. THE VALUE OF THE TRUST ASSETS WAS $30,246,000 AND $28,397,000 IN FY25 AND FY24, RESPECTIVELY. SCHEDULE D, PART V, LINE 4 THESE ENDOWMENT FUNDS ARE INTENDED TO PROVIDE FUNDING FOR VARIOUS RESTORATION PROJECTS UNDERTAKEN BY THE ACADEMY. THE ACADEMY BOARD OF TRUSTEES CAN DRAW DOWN REVENUE FROM THE TRUST PURSUANT TO THE APPLICATION OF THE BOARD APPROVED SPENDING POLICY IN ACCORDANCE WITH PENNSYLVANIA LAW AND SPECIFIC ELECTION BY THE BOARD. THE DRAW IS SUBJECT TO ALL DONOR IMPOSED RESTRICTIONS. THIS DRAW DOWN IS REPRESENTED AS A CHARITABLE CONTRIBUTION FROM THE ENDOWMENT FUND ON THE ACADEMY'S FORM 990. SCHEDULE D, PART V DUE TO CONSTRAINTS WITH THE TAX SOFTWARE, AT LEAST $1 MUST BE SHOWN IN ORDER TO PRESENT THE NARRATIVES REGARDING THE ACADEMY'S UNIQUE ENDOWMENT FUND SITUATION. CENTRAL AMERICA AND THE CARIBBEAN INVESTMENTS 9630331 0 0 0 0 0 0 9630331 0 9630331 1 0 0 0 0 0 AL AK AZ AR CA CT DC FL IL KS KY LA ME MD MA MI MN MO MS NH NJ NY NC ND OH OK OR PA RI SC TN UT VA WA WV WI GREAT STAGES GALA 1036115 816535 219580 245888 6608 376662 1036115 816535 219580 245888 6608 376662 629158 -409578 0 1 0 0 0 0 0 0 0 MATIAS TARNOPOLSKY - BOARD MEMBER (PRESIDENT-POKC)(THRU 12/24) 0 736838 0 216300 0 206445 0 27600 0 38431 0 1225614 0 205728 RYAN FLEUR - BOARD MEMBER (PRESIDENT-POKC)(AS OF 04/25) 0 435393 0 50000 0 717 0 27600 0 37430 0 551140 0 0 MARIO MESTICHELLI BOARD MEMBER/TREASURER (CFO-POKC) 0 356983 0 0 0 1290 0 27600 0 34533 0 420406 0 0 PART I, LINE 3 THE ACADEMY DOES NOT HAVE ANY PAID EMPLOYEES; ALL COMPENSATION TO THE OFFICERS REPORTED ON PART VII OF THE FORM 990 WAS PAID BY A RELATED ORGANIZATION, THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER INC (POKC). POKC UNDERTAKES A THOROUGH PROCESS TO ENSURE THAT THE EXECUTIVE COMPENSATION IT PAYS TO ITS TOP MANAGEMENT OFFICIALS AND ALL OF ITS OFFICERS AND KEY EMPLOYEES OF THE ASSOCIATION IS REASONABLE GIVEN THE MARKET IN WHICH THE ASSOCIATION OPERATES. POKC CHECKS THE FOLLOWING BOXES FOR QUESTION 3 ON ITS FORM 990: COMPENSATION COMMITTEE FORM 990 OF OTHER ORGANIZATIONS WRITTEN EMPLOYMENT CONTRACT COMPENSATION SURVEY OR STUDY APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE IN RELEVANT PART, POKC'S BOARD OF TRUSTEES HAS ESTABLISHED A COMPENSATION COMMITTEE OF INDEPENDENT PERSONS THAT HAVE NO PERSONAL INTEREST IN THE PROPOSED COMPENSATION AGREEMENT. THE COMPENSATION COMMITTEE OBTAINS A MARKET ASSESSMENT AND COMPETITIVE POSITION ANALYSIS FOR THE ORGANIZATION'S TOP EXECUTIVES. THE COMPENSATION COMMITTEE WILL THEN SET THE COMPENSATION FOR THE RELEVANT EXECUTIVE AND DOCUMENT THE DECISION IN BOARD MINUTES. APPLICABLE DOCUMENTS, EMAILS AND OTHER WRITINGS CREATED CONTEMPORANEOUSLY WERE USED AS THE BASIS FOR THE SELECTION AND COMPENSATION DECISIONS. PART I, LINE 4B THE ACADEMY OF MUSIC OF PHILADELPHIA, INC. BOARD MEMBER AND OFFICER, MATIAS TARNOPOLSKY, WAS THE PRESIDENT/CEO OF THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER, INC. (POKC) UNTIL DECEMBER 2024. AS PART OF HIS EMPLOYMENT AGREEMENT, MR. TARNOPOLSKY PARTICIPATED IN POKC'S NONQUALIFIED DEFERRED COMPENSATION PLAN. AMOUNTS ARE CREDITED TO THE PLAN EACH YEAR AND PLAN BALANCES ARE SUBJECT TO FORFEITURE AND/OR PAYMENT IF CERTAIN CONDITIONS ARE MET. NO PAYMENTS WERE MADE TO MR. TARNOPOLSKY UNDER THE PLAN IN CALENDAR YEAR 2024. MR. TARNOPOLSKY TERMINATED IN DECEMBER 2024. $486,000 WAS FORFEITED FROM THIS PLAN IN JANUARY 2025. X 3 59948 FMV X FOOD AND BEV. 1 6000 COST 0 1 1 PART I, COLUMN (B): NUMBER OF CONTRIBUTIONS PART I, LINE 32B: TO THE EXTENT THAT THE ORGANIZATION RECEIVES DONATIONS OF SECURITIES, ITS INVESTMENT BROKER/MANAGER IS TASKED WITH SELLING THOSE SECURITIES IN EXCHANGE FOR CASH. FORM 990, PART V, LINES 1A AND 2A FORMS 1096/W-3 REPORTING FORM 1096 AND FORM W-3 FOR THE FILING ORGANIZATION IS PROCESSED AND REPORTED BY ITS RELATED ORGANIZATION THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER, INC. (EIN: 87-4303823). FORM 990, PART VI, SECTION A, LINE 6 THE ACADEMY OF MUSIC OF PHILADELPHIA, INC.'S SOLE MEMBER IS PHILADELPHIA ORCHESTRA ASSOCIATION. EFFECTIVE DECEMBER 2, 2021, THE BYLAWS OF PHILADELPHIA ORCHESTRA ASSOCIATION WERE AMENDED AND RESTATED TO REFLECT A NUMBER OF CHANGES COINCIDENT WITH THE CREATION OF THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER INC. (THE "POKC"). THE SOLE MEMBER OF THE ORCHESTRA WITHIN THE MEANING OF SECTION 5103(A) OF THE PENNSYLVANIA NONPROFIT CORPORATION LAW OF 1988 (THE NPCL) SHALL BE THE POKC. THE POKC SHALL HAVE THE RIGHT TO VOTE AND SHALL ACT THROUGH THE EXECUTIVE COMMITTEE OF ITS BOARD OF TRUSTEES. FORM 990, PART VI, SECTION A, LINE 7A SEE NARRATIVE UNDER FORM 990, PART VI, SECTION A, LINE 6 FORM 990, PART VI, SECTION A, LINE 7B SEE NARRATIVE UNDER FORM 990, PART VI, SECTION A, LINE 6 FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PREPARED BY AN INTERNATIONAL ACCOUNTING FIRM IN CONJUNCTION WITH THE ORGANIZATION'S FINANCIAL DEPARTMENT. A COPY OF THE FORM 990 IS CIRCULATED TO THE BOARD BEFORE IT IS FILED. HOWEVER, SCHEDULE B IS REDACTED FROM THE FORM 990 BEFORE IT IS CIRCULATED TO THE BOARD TO PROTECT THE IDENTITY OF CERTAIN DONORS WHO WISH TO REMAIN ANONYMOUS. AS SUCH, THE ORGANIZATION HAS CHECKED 'NO' TO PART VI, QUESTION 11A. SCHEDULE B WILL BE MADE AVAILABLE TO THOSE BOARD MEMBERS WHO WISH TO INSPECT IT INDIVIDUALLY. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION MONITORS AND ENFORCES COMPLIANCE BY FOLLOWING THESE PROCEDURES: 1. ANY INTERESTED PERSON HAS A DUTY TO DISCLOSE THE TRANSACTION OR ARRANGEMENT; 2. THE INTERESTED PERSON PRESENTS THIS POTENTIAL CONFLICT OF INTEREST TO THE BOARD/COMMITTEE; 3. THE BOARD/COMMITTEE DETERMINES WHETHER THERE IS A CONFLICT OF INTEREST; 4. BOARD/COMMITTEE/INTERESTED PERSON FOLLOWS PREDETERMINED PROCEDURES TO ADDRESS THE ISSUE IF ONE EXISTS; 5. THE ABOVE WILL BE RECORDED IN THE MINUTES OF THE MEETINGS OF THE BOARD/COMMITTEE. EACH DIRECTOR, OFFICER AND MEMBER OF A COMMITTEE WITH BOARD-DELEGATED POWERS SHALL ANNUALLY RESPOND TO A QUESTIONNAIRE AND SIGN A STATEMENT WHICH AFFIRMS SUCH PERSON: A. HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY, B. HAS READ AND UNDERSTANDS THE POLICY, C. HAS AGREED TO COMPLY WITH THE POLICY, D. UNDERSTANDS THE ORGANIZATION IS CHARITABLE AND IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION IT MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES; AND E. PROVIDES SUCH INFORMATION AS THE AOM REQUIRES TO PREPARE THE AOM'S ANNUAL IRS FORM 990. FORM 990, PART VI, LINES 13 AND 14: THE ACADEMY OPERATES UNDER THE WHISTLEBLOWER AND DOCUMENT RETENTION POLICIES OF ITS RELATED ORGANIZATION, PHILADELPHIA ORCHESTRA ASSOCIATION. FORM 990, PART VI, SECTION B, LINE 15 THE ACADEMY DOES NOT HAVE ANY PAID EMPLOYEES; ALL COMPENSATION TO OFFICERS REPORTED ON PART VII OF THE FORM 990 WAS PAID BY A RELATED ORGANIZATION, THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER, INC. THE PROCESS USED TO DETERMINE COMPENSATION FOR THESE INDIVIDUALS IS REPORTED ON THAT ORGANIZATION'S FORM 990. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS FORM 990 AVAILABLE TO THE PUBLIC BY RETAINING A COPY AT ITS PLACE OF BUSINESS AND ON ITS WEBSITE AT WWW.ENSEMBLEARTSPHILLY.ORG. THE FORM 990 IS LIKEWISE PUBLISHED ON THE INTERNET AT WWW.GUIDESTAR.ORG. THE ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT ORDINARILY MADE AVAILABLE TO THE PUBLIC, BUT, IF REQUESTED, WILL BE PROVIDED AT MANAGEMENT'S DISCRETION. THE ACADEMY OF MUSIC'S FINANCIAL OPERATIONS ARE REPORTED IN THE CONSOLIDATED FINANCIAL STATEMENTS OF ITS PARENT ORGANIZATION, PHILADELPHIA ORCHESTRA ASSOCIATION. THESE FINANCIAL STATEMENTS ARE, LIKEWISE, PUBLISHED ANNUALLY ON THE ORGANIZATION'S WEBSITE. FORM 990, PART VII: THE ACADEMY SHARES CERTAIN EMPLOYEES WITH RELATED ORGANIZATIONS: PHILADELPHIA ORCHESTRA ASSOCIATION; KIMMEL CENTER, INC. AND THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER, INC. THE FULL TIME OFFICERS ALLOCATE THEIR TIME BETWEEN THE ORGANIZATIONS. ACCORDINGLY, 5 HOURS PER WEEK ARE REPORTED FOR EACH OF THE OFFICERS. FORM 990, PART IX: LINES 7 & 9: THE SALARY EXPENSES REPORTED ON LINES 7 & 9 REPRESENT AN ALLOCATION OF SALARY EXPENDITURES INCURRED BY THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER, INC. FOR EMPLOYEES PROVIDING SERVICES ON BEHALF OF THE ACADEMY. PROGRAM SERVICE EXPENSES: THERE IS ONLY A SMALL AMOUNT OF EXPENSES REFLECTED IN PART IX, COLUMN B, PROGRAM SERVICE EXPENSES; THE REASON FOR THIS PRESENTATION IS AS FOLLOWS: THE ORGANIZATION'S PRIMARY PROGRAM SERVICE ACTIVITY IS TO RAISE FUNDS FOR THE RESTORATION OF THE ACADEMY OF MUSIC BUILDING. THE EXPENSES ASSOCIATED WITH FUNDRAISING EVENTS ARE REPORTED ON THE DIRECT EXPENSES FROM FUNDRAISING EVENTS LINE (PART VIII, LINE 8) AND THE EXPENSES ASSOCIATED WITH BUILDING RESTORATIONS ARE CAPITALIZED AND REPORTED WITHIN FIXED ASSETS ON PART X, LINE 10. FORM 990, PART XI, LINE 9: ADJUSTMENT TO POSTRETIREMENT BENEFIT OBLIGATION 3,786. TRUE UP TO PRIOR YEAR ENDOWMENT DRAW FROM TRUST 24,094. MISC OTHER -6. GENERAL STATEMENT OF INFORMATION THE PHILADELPHIA ORCHESTRA ASSOCIATION (POA) AND THE KIMMEL CENTER, INC. (KCI) ENTERED INTO A PARTNERSHIP AND AFFILIATION AGREEMENT ON OCTOBER 21, 2021. A NEW 501(C)(3) ORGANIZATION WAS ESTABLISHED CALLED THE PHILADELPHIA ORCHESTRA AND KIMMEL CENTER, INC. (POKC) TO SERVE AS THE COMMON CONTROLLING MEMBER/PARENT OF POA AND KCI. THE TRANSACTION WAS CLOSED ON DECEMBER 2, 2021, AND ASSOCIATED FILINGS WERE MADE ON DECEMBER 3, 2021. THE POA AND KCI WILL REMAIN SEPARATE LEGAL ENTITIES EACH OPERATING AS TAX-EXEMPT ORGANIZATIONS AND SHALL CONTINUE TO OPERATE IN ACCORDANCE WITH AND TO FURTHER ITS RESPECTIVE TAX-EXEMPT MISSION AND PURPOSES. EACH WILL MAINTAIN SEPARATE FINANCIAL STATEMENTS AND PERFORM AN ANNUAL AUDIT, NOTWITHSTANDING THAT THE PARTIES' FINANCIAL STATEMENTS MAY BE CONSOLIDATED WITH POKC'S. EACH OF THE ORCHESTRA AND THE KIMMEL CENTER SHALL CONTINUE TO HOLD, MANAGE, AND USE ITS ENDOWED AND OTHERWISE DONOR-RESTRICTED ASSETS (INCLUDING THOSE HELD BY ITS RESPECTIVE SUBORDINATE ORGANIZATIONS) CONSISTENT WITH THE RESTRICTIONS THAT APPLY TO SUCH ASSETS AND PURSUANT TO THE TERMS OF THEIR RESPECTIVE GIFT INSTRUMENTS. THE ACADEMY OF MUSIC OF PHILADELPHIA, INC. WILL CONTINUE TO BE A WHOLLY OWNED SUBORDINATE ENTITY OF THE POA, AND ITS OPERATIONS WILL BE MANAGED BY THE SENIOR MANAGEMENT OF POKC AND THEIR DESIGNEES AT THE POA AND KCI CONSISTENT WITH THE ACADEMY'S MISSION TO OPERATE, MANAGE AND MAINTAIN THE ACADEMY OF MUSIC BUILDING. PHILADELPHIA ORCHESTRA ASSOCIATION 300 SOUTH BROAD STREET PHILADELPHIA PA 19102 231352289 ORCHESTRA PA 501(C)(3) LINE 10 POKC 0 THE ACADEMY OF MUSIC ENDOWMENT FUND 1600 MARKET ST 4TH FLOOR PHILADELPHIA PA 19103 232108123 SUPPORT AOM PA 501(C)(3) LINE 12A, I AOM 1 KIMMEL CENTER INC 300 SOUTH BROAD STREET PHILADELPHIA PA 19102 232865855 PERFORMING ARTS PA 501(C)(3) LINE 7 POKC 0 THE PHILADLELPHIA ORCHESTRA AND KIMMEL CENTER INC 300 SOUTH BROAD STREET PHILADELPHIA PA 19102 874303823 ORCHESTRA MGMT PA 501(C)(3) LINE 7 N/A 0 0 0 1 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 THE ACADEMY OF MUSIC ENDOWMENT FUND C 1440580 FMV