Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA
Employer identification number
23-1352685
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
1,131,214,000
1,451,557,000
1,314,155,000
1,383,430,000
1,311,611,000
6,591,967,000
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
0
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
4
Total. Add lines 1 through 3
1,131,214,000
1,451,557,000
1,314,155,000
1,383,430,000
1,311,611,000
6,591,967,000
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
0
6
Public support. Subtract line 5 from line 4.
6,591,967,000
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
7
Amounts from line 4..
1,131,214,000
1,451,557,000
1,314,155,000
1,383,430,000
1,311,611,000
6,591,967,000
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
95,070,000
114,057,436
139,371,259
190,848,313
133,084,947
672,431,955
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
0
0
0
0
0
0
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
1,741,000
1,862,000
1,726,000
1,449,000
1,613,000
8,391,000
11
Total support (Add lines 7 through 10).
7,272,789,955
12
Gross receipts from related activities, etc. (see instructions)
..................
12
18,335,124,498
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.................................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
90.639 %
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
0 %
16a
33 1/3% support test—2013.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2012.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2013.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
13
Total support. (Add lines 9, 10c, 11, and 12.)..
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2012.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE E(Form 990 or 990-EZ) Department of the Treasury Internal Revenue Service
SchoolsComplete if the organization answered "Yes" to Form 990, Part IV, line 13, or Form 990-EZ, Part VI, line 48. Attach to Form 990 or Form 990-EZ. Information about Schedule E (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA
Employer identification number
23-1352685
Part I
YES
NO
1
Does the organization have a racially nondiscriminatory policy toward students by statement in its charter, bylaws,
other governing instrument, or in a resolution of its governing body?
......................
1
Yes
2
Does the organization include a statement of its racially nondiscriminatory policy toward students in all its
brochures, catalogues, and other written communications with the public dealing with student admissions,
programs, and scholarships?
......................................
2
Yes
3
Has the organization publicized its racially nondiscriminatory policy through newspaper or broadcast media during
the period of solicitation for students, or during the registration period if it has no solicitation program, in a way
that makes the policy known to all parts of the general community it serves? If "Yes," please describe. If "No,"
please explain. If you need more space use Part II.
.............................
3
Yes
4
Does the organization maintain the following?
a
Records indicating the racial composition of the student body, faculty, and administrative staff?
..........
4a
Yes
b
Records documenting that scholarships and other financial assistance are awarded on a racially nondiscriminatory
Other extracurricular activities?
.....................................
5h
No
If you answered "Yes" to any of the above, please explain. If you need more space, use Part II.
6a
Does the organization receive any financial aid or assistance from a governmental agency?
...........
6a
Yes
b
Has the organization's right to such aid ever been revoked or suspended?
...................
6b
No
If you answered "Yes" to either line 6a or line 6b, explain on Part II.
7
Does the organization certify that it has complied with the applicable requirements of sections 4.01 through 4.05
of Rev. Proc. 75-50, 1975-2 C.B. 587, covering racial nondiscrimination? If "No," explain on Part II.
7
Yes
Paperwork Reduction Act Notice, see the Instructions for Form 990 or Form 990-EZ.
Cat. No. 50085D
Schedule E (Form 990 or 990-EZ) 2013
Schedule E (Form 990 or 990EZ) 2013
Page 2
Part II
Supplemental Information. Provide the explanations required by Part I, lines 3, 4d, 5h, 6b, and 7, as applicable. Also complete this part to provide any other additional information (see instructions).
Return Reference
Explanation
RACIAL NONDISCRIMINATORY POLICY PUBLICATION- FORM 990, SCHEDULE E, LINE 3
THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE UNIVERSITY) PUBLISHES ITS RACIALLY NON-DISCRIMINATORY POLICY IN THE STUDENT CATALOGUE, ON ITS FINANCIAL AID APPLICATIONS AND IN OTHER BROCHURES WHICH DESCRIBE THE UNIVERSITY OF PENNSYLVANIA, ITS SCHOOLS, CENTERS, AND INSTITUTES. --------------------
FINANCIAL AID/ASSISTANCE FROM GOV'T AGENCY- FORM 990, SCHEDULE E, LINE 6A
THE UNIVERSITY IS A PRIVATE NON-PROFIT INSTITUTION THAT RECEIVES DIRECT ANNUAL NON-PREFERRED APPROPRIATIONS FROM THE COMMONWEALTH OF PENNSYLVANIA. THE UNIVERSITY AlSO RECEIVES VARIOUS GOVERNMENTAL FUNDING WHICH SUPPORTS ITS EDUCATIONAL, PATIENT CARE, AND RESEARCH MISSIONS.
Schedule E (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA
Employer identification number
23-1352685
Return Reference
Explanation
BUSINESS TRANs-FORM 990, PART IV, LINE 28 & FORM 990, SCHEDULE L, PART IV
DURING THE NORMAL COURSE OF ITS OPERATIONS AND AFTER APPROPRIATE REVIEW, THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA (THE "UNIVERSITY") MAY OCCASIONALLY TRANSACT BUSINESS WITH PERSONS AND/OR ORGANIZATIONS DESCRIBED ON FORM 990, PART IV, LINE 28. IN THIS REGARD, THE UNIVERSITY ADHERES TO A CONFLICT OF INTEREST POLICY AND ANY SUCH TRANSACTIONS ARE CONDUCTED AT AN ARMS-LENGTH BASIS. --------------------
FORM 990 REVIEW PROCESS- FORM 990, PART VI, SECTION B, LINE 11
THE FIRST DRAFT OF THE FEDERAL FORM 990 IS RECEIVED FROM OUR TAX CONSULTING FIRM, PRICEWATERHOUSECOOPERS LLP ("PWC"), ON OR BEFORE MARCH 15TH OF THE FILING YEAR AND REVIEWED BY THE ASSOCIATE COMPTROLLER. THE FORM 990 IS THEN DISTRIBUTED TO VARIOUS SENIOR FINANCIAL MANAGEMENT OFFICIALS, INCLUDING THE COMPTROLLER, CFO OF THE HEALTH SYSTEM, AND VICE PRESIDENT FOR FINANCE AND TREASURER PRIOR TO MEETING WITH PWC AND THE ASSOCIATE COMPTROLLER TO DISCUSS AND FINALIZE THE FORM. A "FINAL" DRAFT COPY OF THE FEDERAL FORM 990 IS DISTRIBUTED ELECTRONICALLY TO THE AUDIT AND COMPLIANCE COMMITTEE APPROXIMATELY 6 WEEKS PRIOR TO THE FILING DEADLINE. A TELECONFERENCE IS ESTABLISHED WITHIN 3 WEEKS FROM THE DISTRIBUTION DATE TO DISCUSS QUESTIONS, CONCERNS AND ISSUES. ATTENDEES INCLUDE THE MEMBERS OF THE AUDIT AND COMPLIANCE COMMITTEE, ASSOCIATE VP FOR AUDIT, COMPLIANCE AND PRIVACY, AND THE ASSOCIATE COMPTROLLER. THE FINAL COPY OF THE FEDERAL FORM 990 IS POSTED TO THE TRUSTEES' WEB SITE FOR DISTRIBUTION AND REVIEW BY ALL TRUSTEES PRIOR TO THE ACTUAL FILING DEADLINE. --------------------
CONFLICT OF INTEREST POLICY- FORM 990, PART VI, SECTION A, LINE 12C
EACH COVERED PERSON* ANNUALLY SHALL COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE PROVIDED BY THE UNIVERSITY AND SHALL UPDATE SUCH QUESTIONNAIRE PROMPTLY AS NECESSARY TO REFLECT CHANGES DURING THE COURSE OF THE YEAR. FORMER BOARD MEMBERS WHO ARE NOT TRUSTEE EMERITI ARE ENCOURAGED BUT NOT REQUIRED TO COMPLETE THE QUESTIONNAIRE DURING THE FIVE-YEAR PERIOD FOLLOWING COMPLETION OF THEIR TERMS. COMPLETED QUESTIONNAIRES SHALL BE RETURNED TO THE OFFICE OF THE SECRETARY AND SHALL BE SUBJECT TO REVIEW BY SUCH OFFICE AND THE OFFICE OF THE GENERAL COUNSEL, AS WELL AS BY ANY OUTSIDE LEGAL COUNSEL AND/OR AUDITORS WHO MAY BE APPOINTED TO ADVISE THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES APPOINTED TO OVERSEE THIS POLICY. COMPLETED QUESTIONNAIRES ALSO SHALL BE AVAILABLE FOR INSPECTION BY ANY BOARD MEMBER. *COVERED PERSONS INCLUDE: (1) VOTING MEMBERS OF THE BOARD OF TRUSTEES (INCLUDING CHARTER TRUSTEES, TERM TRUSTEES, ALUMNI TRUSTEES, AND COMMONWEALTH TRUSTEES); (2) TRUSTEE EMERITI WHO HAVE SERVED IN THAT CAPACITY FOR FIVE YEARS OR LESS; (3) OTHER FORMER VOTING TRUSTEES FOR A PERIOD OF FIVE YEARS FROM THE END OF THEIR TERM AS SUCH; (4) OFFICERS AS DEFINED IN THE STATUTES; (5) MEMBERS OF THE INVESTMENT BOARD; AND (5) KEY EMPLOYEES. EACH COVERED PERSON (EXCEPT FORMER BOARD MEMBERS WHO ARE NOT TRUSTEE EMERITI) SHALL BE REQUIRED TO ACKNOWLEDGE, NOT LESS THAN ANNUALLY, THAT HE OR SHE HAS READ AND IS IN COMPLIANCE WITH THIS POLICY. --------------------
COMPENSATION PROCESS- FORM 990, PART VI, SECTION B, LINE 15
THE MEMBERSHIP OF THE COMPENSATION COMMITTEE CONSISTS OF AT LEAST 5 DISINTERESTED, VOTING MEMBERS OF THE BOARD OF THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA. THE COMMITTEE HAS THE AUTHORITY AND RESPONSIBILITY BOTH FOR PROVIDING OVERSIGHT AND REVIEW OF THE EXECUTIVE COMPENSATION PROCESS, OVERSIGHT AND REVIEW OF THE ACTUAL COMPENSATION DECISIONS, AND FOR REVIEWING ACTUAL AND PERCEIVED CONFLICT OF INTEREST TRANSACTIONS INVOLVING TRUSTEES AND STATUTORY OFFICERS ACCORDING TO GUIDELINES ESTABLISHED BY THE UNIVERSITY'S CONFLICT-OF-INTEREST POLICY AS ADOPTED BY THE BOARD OF TRUSTEES. THE COMMITTEE ADOPTS AND IMPLEMENTS EXECUTIVE COMPENSATION PRINCIPLES, AND IS ACCOUNTABLE FOR THE COMPENSATION AND BENEFITS ARRANGEMENTS OF THE PRESIDENT AND HER DIRECT REPORTS, THE STATUTORY OFFICERS, SENIOR ACADEMIC OFFICIALS, DEANS, OTHER KEY EMPLOYEES, AND ALL THOSE INDIVIDUALS WHO ARE POTENTIALLY DISQUALIFIED PERSONS WITHIN THE MEANING OF THE INTERMEDIATE SANCTIONS LEGISLATION. THE COMMITTEE MAY PERIODICALLY REVIEW THE COMPENSATION AND BENEFITS OF OTHER HIGHLY COMPENSATED INDIVIDUALS, EVEN IF THEY ARE NOT DEEMED TO EXERCISE "SUBSTANTIAL INFLUENCE" OVER THE UNIVERSITY. THE COMPENSATION SUBCOMMITTEE (CREATED TO CONFORM TO CERTAIN PROCEDURES IN DOCUMENTING REASONABLE SALARIES FOR THE OFFICERS OF THE UNIVERSITY), MEETS AT LEAST TWICE A YEAR TO REVIEW APPROPRIATE DATA, INCLUDING COMPARABLE SALARIES, IN ORDER TO REPORT ITS CONCLUSIONS AND RECOMMENDATIONS ON OFFICERS' SALARIES FOR FINAL APPROVAL. THE COMPENSATION SUBCOMMITTEE ENGAGES AN INDEPENDENT THIRD PARTY TO SERVE AS A CONSULTANT. --------------------
DOCUMENTS AVAILABLE TO PUBLIC- FORM 990, PART VI, SECTION C, LINE 19
GOVERNING DOCUMENTS - OFFICIAL RECORDS GENERATED OR RECEIVED BY THE ADMINISTRATIVE AND ACADEMIC OFFICES OF THE UNIVERSITY IN THE CONDUCT OF THEIR BUSINESS ARE THE PROPERTY OF THE UNIVERSITY AND MAY BECOME ARCHIVAL MATERIAL. THE ARCHIVED RECORDS ARE AVAILABLE THROUGH THE UNIVERSITY ARCHIVES AND RECORDS CENTER WEB SITE HTTP://WWW.ARCHIVES.UPENN.EDU UNDER PRIMARY SOURCES. FORM 1023 - SINCE THE UNIVERSITY HAS BEEN IN EXISTENCE SINCE 1740, THE ORGANIZATION WAS NOT REQUIRED TO FILE A FORM 1023 APPLICATION. INSTEAD, ITS IRC SECTION 501(C)(3) TAX-EXEMPT STATUS WAS GRANDFATHERED BY THE IRS. CONFLICT OF INTEREST POLICES - POLICIES, STATEMENTS, AND GUIDELINES ARE AVAILABLE TO THE PUBLIC ON THE OFFICE OF THE AUDIT, COMPLIANCE, AND PRIVACY WEB SITE AT HTTP://WWW.UPENN.EDU/AUDIT/OACP UNDER PRINCIPLES OF RESPONSIBLE CONDUCT. FINANCIAL STATEMENTS - THE UNIVERSITY'S ANNUAL REPORT IS PRODUCED BY THE OFFICE OF THE VICE PRESIDENT AND TREASURER IN CONJUNCTION WITH THE OFFICE OF THE COMPTROLLER AND INCLUDES THE UNIVERSITY'S AUDITED FINANCIAL STATEMENTS, SUMMARY OF ENDOWMENT PERFORMANCE, AND MESSAGES FROM EXECUTIVE MANAGEMENT. ANNUAL REPORTS ARE PUBLISHED AFTER THE CLOSE OF EACH FISCAL YEAR (JULY 1 TO JUNE 30) AND ARE AVAILABLE ON THE COMPTROLLER WEB SITE AT HTTP://WWW.FINANCE.UPENN.EDU/COMPTROLLER UNDER ANNUAL REPORTS. --------------------
DETAIL OF OTHER CHANGES IN NET ASSETS- FORM 990, PART XI, LINE 9
PENSION & OTHER POSTRETIREMENT PLAN ADJ. $(39,856,000)
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.