TY 2023 Form 990

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)	(F) Estimated amount of other compensation from the organization and related organizations
(1) HERSHEL HARPER...................................................................... CHIEF INVESTMENT OFFICER	60.0 ................. 0.0		X			1,540,888	54,433
(2) DEBRA RITTENOUR...................................................................... CEO UNTIL 5/12/23	60.0 ................. 0.0		X			967,321	33,311
(3) ROBERT MACARTHUR...................................................................... CHIEF RISK OFFICER	60.0 ................. 0.0			X		702,956	49,933
(4) GARON MEIKLE...................................................................... CHIEF FINANCIAL OFFICER	60.0 ................. 1.0		X			706,237	42,775
(5) GINA BUCCALO...................................................................... CHIEF MEDICAL OFFICER	60.0 ................. 0.0				X	603,895	53,461
(6) BRIAN BAUMHOVER...................................................................... DIRECTOR-REAL ASSETS	60.0 ................. 0.0				X	526,376	57,385
(7) KENNETH STEMME...................................................................... Sr Managing Dir Income Strateg	60.0 ................. 0.0				X	512,618	39,874
(8) ARLENE JONES-MCCALLA...................................................................... Director Income Strategies	60.0 ................. 0.0				X	488,100	56,200
(9) JOE STACKPOOLE...................................................................... CHIEF INVESTMENT ADMIN OFFICER	60.0 ................. 0.0				X	492,246	30,936
(10) LINDA DENOMME...................................................................... CLO UNTIL 5/12/23	60.0 ................. 1.0		X			383,661	11,592
(11) MARTIN TYLENDA...................................................................... CONTROLLER	60.0 ................. 0.0			X		329,509	57,424
(12) ROBERT NAFTALY...................................................................... COMMITTEE CHAIR	3.0 ................. 0.0	X				72,545	0
(13) CELESTE T WILLIAMS MD...................................................................... COMMITTEE MEMBER	2.0 ................. 0.0	X				65,023	0
(14) GERALD BANTOM...................................................................... COMMITTEE MEMBER	2.0 ................. 0.0	X				62,366	0
(15) AMY ROBINSON...................................................................... COMMITTEE MEMBER	2.0 ................. 0.0	X				62,316	0
(16) DENISE LEWIS...................................................................... COMMITTEE MBR AS OF 1/1/23	2.0 ................. 0.0	X				52,632	0
(17) R EVAN INGLIS...................................................................... COMMITTEE MEMBER as of 2/6/23	2.0 ................. 0.0	X				46,949	0

(A) Name and business address	(B) Description of services	(C) Compensation
BLUE CROSS BLUE SHIELD OF MICHIGAN, 600 East LAFAYETTE AVE DETROIT,MI48226	CLAIMS ADMN SRVS	60,138,704
NEW MOUNTAIN CAPITAL LLC, 787 SEVENTH AVE Floor 49 NEW YORK,NY10019	INVESTMENT MGMT SRVS	48,995,800
Kayne Anderson Capital Advisors LP, 2121 Avenue of the Stars Floor 9 LOS ANGELES,CA90067	INVESTMENT MGMT SRVS	33,871,229
Tempo Holding Company, 4 OVERLOOK POINT LINCOLNSHIRE,IL60069	ELIGIB. ADMIN SRVS	17,597,140
KPS CAPITAL PARTNERS, 485 LEXINGTON AVE FLOOR 31 NEW YORK,NY10017	INVESTMENT MGMT SRVS	14,913,106
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 200

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," on Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
right arrow

Attach to Form 990.
right arrow

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2022

Open to Public Inspection

Name of the organization

UAW RETIREE MEDICAL BENEFITS TRUST

Employer identification number

90-0424876

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate value of contributions to (during year)
3	Aggregate value of grants from (during year)
4	Aggregate value at end of year ........

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization’s property, subject to the organization’s exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

Conservation Easements.
Complete if the organization answered "Yes" on Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements ......................	2a
b	Total acreage restricted by conservation easements ....................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after July 25, 2006, and not on a historic structure listed in the National Register ...	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year right arrow

Number of states where property subject to conservation easement is located right arrow

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
right arrow

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
right arrow

Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................

Yes No

In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.

If the organization elected, as permitted under FASB ASC 958, not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under FASB ASC 958, to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

Revenue included on Form 990, Part VIII, line 1 ......................... right arrow

(ii)

Assets included in Form 990, Part X ............................... right arrow

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under FASB ASC 958 relating to these items:

Revenue included on Form 990, Part VIII, line 1 .......................... right arrow

Assets included in Form 990, Part X ............................... right arrow

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 52283D

Schedule D (Form 990) 2022

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No


b	If "Yes," explain the arrangement in Part XIII and complete the following table:		Amount
c	Beginning balance .............................	1c
d	Additions during the year ............................	1d
e	Distributions during the year ..........................	1e
f	Ending balance ................................	1f

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ....

Part V

Endowment Funds.
Complete if the organization answered "Yes" on Form 990, Part IV, line 10.

		(a) Current year	(b) Prior year	(c) Two years back	(d) Three years back	(e) Four years back

1a	Beginning of year balance ....
b	Contributions ...
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...
f	Administrative expenses ....
g	End of year balance ......

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment right arrow

Permanent endowment right arrow

Term endowment right arrow

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) Unrelated organizations .................

3a(i)

(ii) Related organizations .................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b) Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value

1a	Land .....
b	Buildings ....
c	Leasehold improvements	0	0
d	Equipment ....	0	0
e	Other .....	6,484,892	6,484,892
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..

Schedule D (Form 990) 2022

Page 3

Part VII

Investments - Other Securities.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)	(b) Book value	(c) Method of valuation: Cost or end-of-year market value
(1) Financial derivatives.........
(2) Closely-held equity interests........
(3) Other (A) PARTNERSHIP INVESTMENTS	1,093,582,681	F
(B) REAL ESTATE AND REAL ASSETS	6,895,699,559	F
(C) PRIVATE EQUITY INVESTMENTS	7,706,610,716	F
(D) PRIVATE CREDIT INVESTMENTS	8,385,628,451	F
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	24,081,521,407

Part VIII

Investments - Program Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment	(b) Book value	(c) Method of valuation: Cost or end-of-year market value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes	0
PAYABLE TO BROKER FOR SEC. PUR	3,219,875,063
OBLIGATION UNDER SECURITY LEND	109,834,241
OTHER INVESTMENT PAYABLES	551,464






Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	3,330,260,768
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

Schedule D (Form 990) 2022

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......			1	4,559,416,178
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a	2,436,639,842
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ...........	2d	-461,569,491
e	Add lines 2a through 2d .....................			2e	1,975,070,351
3	Subtract line 2e from line 1..................			3	2,584,345,827
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b....................			4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	2,584,345,827

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........			1	2,629,513,819
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities .........	2a
b	Prior year adjustments ............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ...........	2d	-318,266,766
e	Add lines 2a through 2d....................			2e	-318,266,766
3	Subtract line 2e from line 1...................			3	2,947,780,585
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.....................			4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	2,947,780,585

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference	Explanation
PART X, LINE 2	TEXT OF FIN 48 (ASC 740) FOOTNOTE THE INTERNAL REVENUE SERVICE HAS DETERMINED AND INFORMED THE COMMITTEE IN A LETTER DATED MARCH3, 2010, THAT THE TRUST IS DESIGNED IN ACCORDANCE WITH SECTION501(C)(9)OF THE IRC AS A VOLUNTARY EMPLOYEES' BENEFICIARY ASSOCIATION. THE PLAN IS SUBJECT TO FEDERAL AND STATE INCOME TAX ON ITS UNRELATED BUSINESS TAXABLE INCOME. THE TRUST EVALUATES UNCERTAIN TAX POSITIONS FOR MORE-LIKELY-THAN-NOT SUSTAINABILITY. THE TRUST HAS CONCLUDED THAT AS OF DECEMBER 31, 2023 AND 2022, THERE ARE NO UNCERTAIN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY OR DISCLOSURE IN THE FINANCIAL STATEMENTS. --------------------
PART XI, LINE 2D	DETAIL OF OTHER ADJUSTMENTS PART XI, LINE 2D - OTHER ADJUSTMENTS: Investment Expense Tax Reclass $(335,615,467) Income on Real Investments 21,097,275 Realized Gain on Foreign Currency 58,012,706 Unrealized Gains/(Losses) - UK Holdc (77,610,667) BOOK ELIMINATIONS (127,453,338) ------------ TOTAL TO SCHEDULE D, PART XI, LINE 2D $(461,569,491) ------------
Part XII, Line 2d	PART XII, LINE 2D - OTHER ADJUSTMENTS: Investment Expense Tax Reclass $(335,615,467) Investment Manager Fees (274,655) FOREIGN INCOME TAXES 17,379,316 UK HOLDCO TRUSTEE FEES 162,000 UK Holdco Insurance Fees 9,933 UK Holdco Other Expenses 72,107 -------------- TOTAL TO SCHEDULE D, PART XII, LINE 2D $(318,266,766) --------------

Schedule D (Form 990) 2022

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16. Right arrow

Attach to Form 990. Right arrow

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2023

Open to Public Inspection

Name of the organization
UAW RETIREE MEDICAL BENEFITS TRUST

Employer identification number

90-0424876

Part I

General Information on Activities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 14b.

For grantmakers. Does the organization maintain records to substantiate the amount of its grants and

other assistance, the grantees’ eligibility for the grants or assistance, and the selection criteria used

to award the grants or assistance? . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other assistance outside the United States.

Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)

(a) Region		(b) Number of offices in the region	(c) Number of employees, agents, and independent contractors in the region	(d) Activities conducted in region (by type) (such as, fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in the region	(f) Total expenditures for and investments in the region
	Europe (Including Iceland and Greenland)	0	0	Investments		580,416,612
	Central America and the Caribbean	0	0	Investments		3,096,262,715
	East Asia and the Pacific	0	0	Investments		191,426,986
	East Asia and the Pacific	0	1	Program Services	INVESTMENT SERVICES	9,030













3a	Sub-total ....	0	1			3,868,115,343
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)	0	1			3,868,115,343

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2023

Schedule F (Form 990) 2023

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.

1 (a) Name of organization		(b) IRS code section and EIN (if applicable)	(c) Region	(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(g) Amount of noncash assistance	(h) Description of noncash assistance	(i) Method of valuation (book, FMV, appraisal, other)

2	Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .......
3	Enter total number of other organizations or entities .......................

Schedule F (Form 990) 2023

Schedule F (Form 990) 2023Page 3

Part III

Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 16.

Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance		(b) Region	(c) Number of recipients	(d) Amount of cash grant	(e) Manner of cash disbursement	(f) Amount of noncash assistance	(g) Description of noncash assistance	(h) Method of valuation (book, FMV, appraisal, other)

Schedule F (Form 990) 2023

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2023

Page 5

Part V

Supplemental Information
Provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information. See instructions.

ReturnReference	Explanation

Schedule F (Form 990) 2023

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
medium right arrow graphic

Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
medium right arrow graphic

Attach to Form 990.
medium right arrow graphic

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2023

Open to Public Inspection

Name of the organization

UAW RETIREE MEDICAL BENEFITS TRUST

Employer identification number

90-0424876

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes on Line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .....

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked on Line 1a? ....

Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:

Receive a severance payment or change-of-control payment? .............

Yes

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Participate in, or receive payment from, an equity-based compensation arrangement? .........

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

The organization? ....................

Any related organization? .......................

If "Yes," on line 5a or 5b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

The organization? ..................

Any related organization? ......................

If "Yes," on line 6a or 6b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III ..........................

If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

Schedule J (Form 990) 2023

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2, 1099-MISC compensation, and/or 1099-NEC			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1JOE STACKPOOLE CHIEF INVESTMENT ADMIN OFFICER	(i) (ii)	487,890 ------------- 0	0 ------------- 0	4,356 ------------- 0	30,000 ------------- 0	936 ------------- 0	523,182 ------------- 0	0 ------------- 0
2HERSHEL HARPER CHIEF INVESTMENT OFFICER	(i) (ii)	645,439 ------------- 0	893,931 ------------- 0	1,518 ------------- 0	27,000 ------------- 0	27,433 ------------- 0	1,595,321 ------------- 0	0 ------------- 0
3LINDA DENOMME CLO UNTIL 5/12/23	(i) (ii)	160,661 ------------- 0	0 ------------- 0	223,000 ------------- 0	11,250 ------------- 0	342 ------------- 0	395,253 ------------- 0	0 ------------- 0
4GARON MEIKLE CHIEF FINANCIAL OFFICER	(i) (ii)	573,247 ------------- 0	132,000 ------------- 0	990 ------------- 0	22,500 ------------- 0	20,275 ------------- 0	749,012 ------------- 0	0 ------------- 0
5GINA BUCCALO CHIEF MEDICAL OFFICER	(i) (ii)	598,713 ------------- 0	0 ------------- 0	5,182 ------------- 0	30,000 ------------- 0	23,461 ------------- 0	657,356 ------------- 0	0 ------------- 0
6DEBRA RITTENOUR CEO UNTIL 5/12/23	(i) (ii)	366,979 ------------- 0	0 ------------- 0	600,342 ------------- 0	24,142 ------------- 0	9,169 ------------- 0	1,000,632 ------------- 0	0 ------------- 0
7BRIAN BAUMHOVER DIRECTOR-REAL ASSETS	(i) (ii)	284,166 ------------- 0	240,763 ------------- 0	1,447 ------------- 0	30,000 ------------- 0	27,385 ------------- 0	583,761 ------------- 0	0 ------------- 0
8MARTIN TYLENDA CONTROLLER	(i) (ii)	312,653 ------------- 0	12,500 ------------- 0	4,356 ------------- 0	30,000 ------------- 0	27,424 ------------- 0	386,933 ------------- 0	0 ------------- 0
9ROBERT MACARTHUR CHIEF RISK OFFICER	(i) (ii)	701,966 ------------- 0	0 ------------- 0	990 ------------- 0	22,500 ------------- 0	27,433 ------------- 0	752,889 ------------- 0	0 ------------- 0
10KENNETH STEMME Sr Managing Dir Income Strateg	(i) (ii)	311,824 ------------- 0	198,159 ------------- 0	2,635 ------------- 0	12,646 ------------- 0	27,228 ------------- 0	552,492 ------------- 0	0 ------------- 0
11ARLENE JONES-MCCALLA Director Income Strategies	(i) (ii)	261,424 ------------- 0	224,175 ------------- 0	2,501 ------------- 0	28,875 ------------- 0	27,325 ------------- 0	544,300 ------------- 0	0 ------------- 0

Schedule J (Form 990) 2023

Page 3

Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.

Return Reference	Explanation
SCHEDULE J, PART I, LINE 4A	DETAIL OF SEVERANCE PAYMENTS THE FOLLOWING INDIVIDUALS RECEIVED A SEVERANCE PAYMENT DURING THE YEAR: DEBRA RITTENOUR $567,275 LINDA DENOMME $216,373

Schedule J (Form 990) 2023

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990)

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 990-EZ or to provide any additional information.
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2023

Open to Public
Inspection

Name of the organization

UAW RETIREE MEDICAL BENEFITS TRUST

Employer identification number

90-0424876

Return Reference	Explanation
FORM 990, PART V, LINE 4B	FOREIGN COUNTRIES WHERE BANK ACCOUNTS ARE HELD COLOMBIA, COSTA RICA, CYPRUS, CURACAO, CZECH REPUBLIC, EGYPT, GHANA, GREECE, HONG KONG, HUNGARY, INDONESIA, ISRAEL, IVORY COAST, JAPAN, KENYA, KUWAIT, MALAYSIA, MAURITIUS, MOROCCO, NAMIBIA, NIGERIA, OMAN, PAKISTAN, PANAMA, PERU, PHILIPPINES, POLAND, QATAR, ROMANIA, RUSSIA, SLOVAKIA, SOUTH KOREA, SPAIN, TAIWAN, THAILAND, TUNISIA, TURKEY, UGANDA, UNITED ARAB EMIRATES, UNITED KINGDOM, URUGUAY, VIETNAM, ZIMBABWE - SEE ADDITIONAL ATTACHMENT FOR FORM 990, PART V, LINE 4B FOR ADDITIONAL FOREIGN COUNTRIES WHERE BANK ACCOUNTS ARE HELD --------------------
FORM 990, PART VI, SECTION A, LINE 2	DETAIL OF BUSINESS RELATIONSHIPS FOR SOME OR ALL OF THE 2023 CALENDAR YEAR, MIKE BOOTH, RICH BOYER, CHUCK BROWNING, RAY CURRY, AND SHAWN FAIN WERE ALL MEMBERS OR OFFICERS OF THE INTERNATIONAL UNION, UNITED AUTOMOBILE, AEROSPACE AND AGRICULTURAL IMPLEMENT WORKERS OF AMERICA ("UAW"). GERALD BANTOM IS A RETIRED OFFICER OF THE UAW AND APPOINTED BY THE UAW PRESIDENT. --------------------
FORM 990, PART VI, SECTION A, LINE 7A	DETAIL OF MEMBERS OR STOCKHOLDERS THE UAW MEMBERS WHO ARE APPOINTED TO THE UAW RETIREE MEDICAL BENEFITS TRUST'S (THE "TRUST") GOVERNING BODY ("THE COMMITTEE") SERVE AT THE DISCRETION OF THE UAW INTERNATIONAL PRESIDENT AND MAY BE REMOVED OR REPLACED, AND A SUCCESSOR DESIGNATED, AT ANY TIME BY WRITTEN NOTICE FROM THE UAW PRESIDENT TO THE COMMITTEE OF THE TRUST. --------------------
FORM 990, PART VI, SECTION B, LINE 11B	FORM 990 REVIEW PROCESS A PROFESSIONAL TAX PREPARER IS ENGAGED TO PREPARE THE FORM 990. THE TRUST'S CHIEF FINANCIAL OFFICER, TAX DIRECTOR AND EXTERNAL COUNSEL REVIEW THE FORM 990 PRIOR TO SUBMITTING TO THE AUDIT SUBCOMMITTEE OF THE TRUST FOR THEIR REVIEW. A COPY OF FORM 990 IS PROVIDED TO THE TRUST'S GOVERNING BODY (THE "COMMITTEE") FOR REVIEW PRIOR TO FINALIZATION AND FILING WITH THE INTERNAL REVENUE SERVICE. THE INDEPENDENT CPA FIRM PREPARING THE RETURN IS MADE AVAILABLE FOR COMMITTEE MEMBERS TO ASK QUESTIONS. --------------------
FORM 990, PART VI, SECTION B, LINE 12C	CONFLICT OF INTEREST POLICY THE TRUST'S CONFLICT OF INTEREST POLICY IS APPLIED TO ALL EMPLOYEES AND COMMITTEE MEMBERS. EACH OF THESE INDIVIDUALS MUST DISCLOSE CERTAIN OWNERSHIP INTERESTS, COMPENSATION ARRANGEMENTS AND BOARD MEMBERSHIPS TO THE TRUST'S COMPLIANCE OFFICIAL UPON COMMENCEMENT OF THEIR ROLE AND PERIODICALLY THEREAFTER REGARDING MATERIAL CHANGES IN THEIR DISCLOSURES. THE TRUST'S COMPLIANCE OFFICER REVIEWS ALL CONFLICT OF INTEREST DISCLOSURE FORMS. IF A CONFLICT OF INTEREST EXISTS, RECUSALS MAY BE APPROPRIATE. --------------------
FORM 990, PART VI, SECTION B, LINE 15	COMPENSATION PROCESS UPON FORMATION AND PERIODICALLY THEREAFTER, THE TRUST HAS ENGAGED INDEPENDENT CONSULTANTS AND EXECUTIVE SEARCH FIRMS TO CONSULT WITH MEMBERS OF THE COMMITTEE TO ESTABLISH STAFFING NEEDS, JOB REQUIREMENTS, COMPENSATION BENCHMARKS AND SALARY RANGES. THE INDEPENDENT CONSULTANTS INITIALLY WORKED WITH THE COMMITTEE CHARIMAN AND THEN SUBSEQUENTLY WITH THE OTHER MEMBERS OF THE COMMITTEE TO IDENTIFY NECCESARY JOB POSITIONS, DEVELOP AN ORGANIZATION CHART, PREPARE JOB DESCRIPTIONS, ASSIGN A PAY GRADE TO EACH POSITION, AND BENCHMARK SALARY SURVEYS FOR VARIOUS JOB POSITIONS. SALARY SURVEYS CONSIDERED HEALTH CARE ORGANIZATIONS, INVESTMENT MANAGEMENT FIRMS, AND OTHER TRUST ORGANIZATIONS. THIS BENCHMARK DATA IS USED BY THE COMMITTEE TO ESTABLISH AND APPROVE COMPENSATION OFFERED TO THE TRUST'S SENIOR LEADERSHIP, INCLUDING THE CEO, CFO AND CIO, AS WELL AS ESTABLISHING PAY RANGES FOR EACH LOWER PAY GRADE. THE COMMITTEE IS ADVISED ON A PERIODIC BASIS OF STAFFING STATUS AND ACTIVITIES. --------------------
FORM 990, PART VI, SECTION C, LINE 19	DOCUMENTS AVAILABILITY TO THE PUBLIC THE TRUST MAKES MANY OF ITS GOVERNING DOCUMENTS AVAILABLE ON ITS WEBSITE, AND IT PERIODICALLY DISTRIBUTES CERTAIN GOVERNING DOCUMENTS TO PLAN PARTICIPANTS AND BENEFICIARIES. THE CONFLICT-OF-INTEREST POLICY AND FINANCIAL STATEMENTS ARE GENERALLY AVAILABLE FOR INSPECTION UPON WRITTEN REQUEST MADE DIRECTLY TO THE TRUST. --------------------
FORM 990, PART VII, SECTION A	ADDITIONAL INFORMATION REGARDING THE INSTITUTIONAL TRUSTEE REPORTED IN ADDITION TO ACTING AS TRUSTEE, STATE STREET BANK & TRUST PROVIDES VARIOUS OTHER SERVICES TO THE TRUST, INCLUDING INVESTMENT, MANAGEMENT, CUSTODIAN AND ADMINISTRATIVE SERVICES. TOTAL ASSET CUSTODY FEES PAID TO STATE STREET BANK & TRUST FOR THE TAX YEAR ENDED DECEMBER 31, 2023 WAS $3,953,000. --------------------
FORM 990, PART VIII AND PART IX	ADDITIONAL INFORMATION REGARDING THE REVENUES/EXPENSES REPORTED THIS FORM 990 IS FOR THE TRUST AND ENCOMPASSES THREE PLANS. THE FORM 990 IS REPORTED AT THE TRUST LEVEL AND INCLUDES THE SUM OF THE FINANCIAL STATEMENTS FOR THESE THREE PLANS. --------------------

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990) 2023

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
Attach to Form 990.
Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2023

Open to Public Inspection

Name of the organization

UAW RETIREE MEDICAL BENEFITS TRUST

Employer identification number

90-0424876

Part I

Identification of Disregarded Entities. Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity

Part II

Identification of Related Tax-Exempt Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

Schedule R (Form 990) 2023

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, because it had one or more related organizations treated as a partnership during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership
(1) ALPINVEST A2 INVESTMENT FUND LP ONE VANDERBILT AVENUE SUITE 3400 NEW YORK,NY10017 46-2426430	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	1,916,302	353,874,528		No	25,334,127		No	99.010 %
(2) ALPINVEST A2 INVESTMENT FUND II LP 299 PARK AVENUE 35TH FLOOR NEW YORK,NY10171 47-1663811	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	17,413,186	48,386,145		No	16,857,845		No	99.010 %
(3) AMERRA AGRI MULTI STRATEGY FUND LP 55 WEST 46TH STREET STE 2801 NEW YORK,NY10036 46-5521889	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	18,662,755	130,528,951		No	-3,210,397		No	99.710 %
(4) BLACK RIVER AGRICULTURE COINVEST FUND A 33 SOUTH SIXTH STREET SUITE 4100 MINNEAPOLIS,MN55402 47-1295276	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	5,306,908	53,235,313		No	0		No	98.970 %
(5) BLACK RIVER AGRICULTURE FUND 21 LP 33 SOUTH SIXTH STREET SUITE 4100 MINNEAPOLIS,MN55402 47-2022335	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	11,178,175	83,536,910		No	0		No	99.990 %
(6) BRIGHTWOOD CAPITAL CO-INVEST FUND LP 810 SEVENTH AVENUE 26TH FLOOR NEW YORK,NY10019 82-2816560	PRIVATE CREDIT	NY	UAW RMBT	EXCLUDED FROM TAX	4,659,125	47,862,138		No	-65,444		No	98.010 %
(7) BTG PACTUAL BRAZIL TIMBERLAND FUND I D PO BOX 309 UGLAND HOUSE GRAND CAYMAN KY1-1104 CJ	REAL ASSETS	CJ	UAW RMBT	EXCLUDED FROM TAX	1,503,525	78,941,877		No	0		No	88.440 %
(8) C-III RECOVERY FUND II CO-INVESTMENT LP 6031 CONNECTION DRIVE SUITE 200 IRVING,TX75039 47-3031134	REAL ESTATE	DE	UAW RMBT	EXCLUDED FROM TAX	13	47,270,410		No	0		No	97.990 %
(9) CORAL SEA CO INVESTMENT PARTNERS LP 410 PARK AVENUE 19TH FLOOR NEW YORK,NY10022 81-2909714	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	19,644,574	106,559,735		No	-2,532,076		No	98.000 %
(10) EARNEST INTEREST FD I LP 1180 PEACHTREE ST NE SUITE 2300 ATLANTA,GA30309 87-2737809	PRIVATE EQUITY	GA	UAW RMBT	EXCLUDED FROM TAX	24,702,633	271,351,771		No	0		No	99.000 %
(11) ELY PENNSYLVANIA DW LP 301 HOWARD STREET SUITE 2100 SAN FRANCISCO,CA94105 82-4043126	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	-1,108,096	131,901,415		No	-945,431		No	97.910 %
(12) ENTRUST GLOBAL ROC PARTNERS LP 375 PARK AVENUE 24TH FLOOR NEW YORK,NY10152 83-1292112	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	68,733,636	821,784,686		No	0		No	97.360 %
(13) GCM GROSVENOR STRATEGIC CREDIT LP 900 NORTH MICHIGAN AVENUE STE 1100 CHICAGO,IL60611 85-0750568	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	66,676,799	748,757,422		No	0		No	98.710 %
(14) GCM GROSVENOR WRENCH PRIMARIES LP 767 FIFTH AVENUE 14TH FLOOR NEW YORK,NY10153 83-4203908	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	225,432	112,263,302		No	-172,494		No	98.490 %
(15) HARBOURVEST REAL ASSETS ENERGY FUND LP ONE FINANCIAL CENTER BOSTON,MA02112 46-5164921	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	11,821,369	62,044,287		No	7,835,868		No	99.840 %
(16) HARBOURVEST REAL ASSETS ENERGY FUND II ONE FINANCIAL CENTER BOSTON,MA02111 47-2184367	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	18,071,301	310,896,394		No	13,846,610		No	99.960 %
(17) HV SPECIAL SITUATIONS FUND LP ONE FINANCIAL CENTER BOSTON,MA02113 47-4289568	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	209,776,820	221,132,777		No	-14,091,661		No	98.990 %
(18) IP IV AIV (E) LP - NEWPORT SERIES 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10105 81-2590336	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	0	31,606,751		No	0		No	100.000 %
(19) IP IV AIV (E) LP - PLANET SERIES 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10105 81-2618631	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	0	15,183,698		No	0		No	100.000 %
(20) IP IV AIV (E) LP - PME SRS 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10106 92-0916817	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	0	2,786,944		No	0		No	100.000 %
(21) IP IV AIV (E) LP - RX SERIES 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10107 84-4729076	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	0	5,173,249		No	0		No	100.000 %
(22) IP IV AIV (E) LP - STEEL SERIES 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10108 82-5352227	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	0	4,533,325		No	0		No	100.000 %
(23) IP IV AIV (E) LP - VION SERIES 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10109 92-0916904	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	0	1,105,091		No	0		No	100.000 %
(24) IP IV AIV (E) LP - YOST UNBLOCKED SERIES 1345 AVENUE OF THE AMERICAS 42ND F NEW YORK,NY10105 81-2630795	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	3,882,517	23,801,971		No	0		No	86.960 %
(25) IRRADIANT CROSS PLATFORM FUND - U LP 2810 N CHURCH ST PMB 49321 WILMINGTON,DE19802 88-4205159	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	18,667,223	126,627,074		No	82,495		No	98.850 %
(26) KAYNE ANDERSON REAL ESTATE V PARALLEL ONE TOWN CENTER ROAD SUITE 300 BOCA RATON,FL33486 82-3171847	REAL ESTATE	DE	UAW RMBT	EXCLUDED FROM TAX	8,451,630	165,099,944		No	3,697,116		No	98.960 %
(27) KAYNE PRIVATE ENERGY INCOME FUND 811 MAIN STREET 14TH FLOOR HOUSTON,TX77002 30-0887747	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	52,888,522	295,662,556		No	355,343,875		No	99.000 %
(28) NORTHWOOD REAL ESTATE PARTNERS 2012 LP 1819 WAZEE STREET DENVER,CO80202 32-0396964	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	-4,195,630	77,982,020		No	-523,900		No	99.230 %
(29) NORTHWOOD REAL ESTATE PARTNERS 2018 LP 1819 WAZEE STREET DENVER,CO80202 83-2726237	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	167,128	48,020,002		No	0		No	98.680 %
(30) NOVAQUEST PHARMA OPPORTUNITIES FUND V 4208 SIX FORKS ROAD SUITE 920 RALEIGH,NC27609 84-2199143	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	6,636,670	95,677,207		No	0		No	98.930 %
(31) OAK STREET EMERGING MANAGER U1 LP 30 N LASALLE STREET SUITE 4140 CHICAGO,IL60602 82-1482783	REAL ESTATE	DE	UAW RMBT	EXCLUDED FROM TAX	1,948,844	78,000,461		No	57,408		No	99.000 %
(32) OAK STREET EMERGING MANAGER U1A LP 30 N LASALLE STREET SUITE 4140 CHICAGO,IL60602 82-1519293	REAL ESTATE	DE	UAW RMBT	EXCLUDED FROM TAX	4,841,386	63,589,129		No	511,308		No	98.900 %
(33) OAK STREET EMERGING MANAGER U2 LP 30 N LASALLE STREET SUITE 4140 CHICAGO,IL60602 84-3860738	REAL ESTATE	DE	UAW RMBT	EXCLUDED FROM TAX	1,547,551	129,006,562		No	-164,761		No	99.000 %
(34) OAKTREE TBMR STRATEGIC CREDIT FUND C LLC 333 SOUTH GRANDE AVE 28TH FLOOR LOS ANGELES,CA90071 47-1169920	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	8,968,074	139,244,130		No	0		No	99.800 %
(35) OAKTREE TBMR STRATEGIC CREDIT FUND F LLC 333 SOUTH GRANDE AVE 28TH FLOOR LOS ANGELES,CA90071 47-1189792	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	22,076,215	197,509,672		No	561,007		No	99.800 %
(36) OAKTREE TBMR STRATEGIC CREDIT FUND G LLC 333 SOUTH GRANDE AVE 28TH FLOOR LOS ANGELES,CA90071 47-1179049	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	25,741,863	323,107,615		No	0		No	99.800 %
(37) OLD IRONSIDES ENERGY FUND III-A LP 500 TOTTEN POND ROAD 6TH FLOOR WALTHAM,MA48108 82-2325117	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	142,572,161	161,557,336		No	77,289,427		No	51.530 %
(38) PROTERRA BRAZIL OPPORTUNITY DIRECT FUND 33 SOUTH SIXTH STREET SUITE 4100 MINNEAPOLIS,MN55402 82-1198066	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	1,869,337	41,485,652		No	0		No	98.770 %
(39) PROTERRA BRAZIL OPPORTUNITY FUND B LP 33 SOUTH SIXTH STREET SUITE 4100 MINNEAPOLIS,MN55402 82-1199572	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	3,887,565	76,382,736		No	0		No	98.510 %
(40) SALTUS SEPARATE ACCOUNT LP CO TRG RR SEPARATE ACCT GP 33 BROA BOSTON,MA02109 47-3397090	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	210,882	226,297,753		No	0		No	99.470 %
(41) SCHRODERS CAPITAL SECURITIZED HI-GRADE F 7 BRYANT PARK NEW YORK,NY100183700 88-2306844	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	44,780,937	1,261,830,682		No	0		No	99.650 %
(42) SSP 2017 LP 1133 AVENUE OF THE AMERICAS 30TH F NEW YORK,NY10036 82-0886132	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	2,080,006	112,619,198		No	-23,030		No	98.050 %
(43) SSP 2020 OPPORTUNISTIC LP 1 FLR 802 W BAY RD PO BOX 31855 SMB GEORGE TOWN,GR CJ 98-1563166	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	4,334,178	723,474,218		No	0		No	98.990 %
(44) SSP 2020 PRIVATE EQUITY SERIES A 1133 AVENUE OF THE AMERICAS NEW YORK,NY10036 85-3374188	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	4,056,679	333,369,411		No	-117,778		No	98.750 %
(45) SSP 2020 PRIVATE EQUITY SERIES B 1133 AVENUE OF AMERICAS 30TH FLOOR NEW YORK,NY10036 88-1763494	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	9,203,908	301,423,711		No	40,482		No	98.840 %
(46) STEPSTONE LMM OPPORTUNITIES FUND I LP 4225 EXECUTIVE SQUARE SUITE 1600 LA JOLLA,CA92037 83-4603550	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	7,505,634	244,405,290		No	-555,380		No	99.000 %
(47) STEPSTONE LMM OPPORTUNITIES FUND I LP 4225 EXECUTIVE SQUARE SUITE 1600 LA JOLLA,CA92037 84-3198725	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	3,834,723	223,674,941		No	-308,004		No	99.000 %
(48) STONEPEAK INFRASTRUCTURE FUND IV-U LP 550 WEST 34TH STREET 48TH FLOOR NEW YORK,NY10001 87-0837597	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	-1,390,931	83,778,643		No	-1,391,041		No	98.680 %
(49) TARAWA CO-INVEST FUND (ALTERNA CCA II) 10 CORPORATE DRIVE SUITE 2204 BEDFORD,NH03110 61-1844543	REAL ASSETS	DE	UAW RMBT	EXCLUDED FROM TAX	5,108,042	62,403,366		No	0		No	99.000 %
(50) VIRTUS REAL ESTATE CAPITAL II LP 835 W 6TH STREET SUITE 1500 AUSTIN,TX78703 30-0876191	REAL RETURNS	DE	UAW RMBT	EXCLUDED FROM TAX	-4,888,044	91,029,944		No	-3,620,886		No	68.470 %
(51) VISTA CO-INVEST FUND 2017-1 LP 111 BROADWAY SUITE 1980 OAKLAND,CA94607 82-2972696	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	0	79,156,837		No	0		No	99.000 %
(52) WCAS - CO-INVEST HOLDCO LP 599 LEXINGTON AVE SUITE 1800 NEW YORK,NY10022 30-0886559	PRIVATE EQUITY	DE	UAW RMBT	EXCLUDED FROM TAX	-7,823,560	160,000,274		No	-8,302,910		No	99.000 %
(53) Z CAPITAL PARTNERS II-B LP 1330 AVENUE OF THE AMERICAS FL 16 NEW YORK,NY10019 46-5179518	PRIVATE CREDIT	DE	UAW RMBT	EXCLUDED FROM TAX	-1,872,379	156,650,777		No	-5,696,520		No	86.450 %

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	Yes	No
(1) BRIGHTWOOD CAP OFFSHORE FEEDR FUND IV(E) 810 7TH AVE 26TH FLOOR NEW YORK,NY10019 98-1357479	HEDGE FUND	CJ	UAW RMBT	C CORP	16,208,404	168,052,372	97.911 %	Yes
(2) COLLER INT'L PARTNERS VI FEEDER FUND E TRAFALGAR COURT LES BANQUES ST PETER PORT,CHANNEL ISLANDSGY1 3QL CJ	PRIVATE EQUITY	CJ	UAW RMBT	C CORP	1,013	29,357,762	99.990 %	Yes
(3) OCEANWOOD ROW SEGREGATED PORTFOLIO PO BOX 309 UGLAND HOUSE GRAND CAYMAN KY1-1105 CJ	HEDGE FUND	CJ	UAW RMBT	C CORP	-4,108,872	2,494,293	96.770 %	Yes
(4) RMBT UK-C CORP LIMITED 20 CHURCHILL PLACE CANARY WHARF LONDON E14 5HJ UK	REAL ASSESTS	UK	UAW RMBT	C CORP	-3,293,104	38,182,977	100.000 %	Yes
(5) RMBT UK-F CORP LIMITED 20 CHURCHILL PLACE CANARY WHARF LONDON E14 5HJ UK	REAL ASSETS	UK	UAW RMBT	C CORP	-5,345,793	62,136,623	100.000 %	Yes
(6) RMBT UK-G CORP LIMITED 20 CHURCHILL PLACE CANARY WHARF LONDON E14 5HJ UK	REAL ASSETS	UK	UAW RMBT	C CORP	-7,203,122	83,810,482	100.000 %	Yes
(7) NMF SLF I INC 1633 BROADWAY 48TH FL NEW YORK,NY10019 83-3291673	BUS. DEVELOPMENT	MD	UAW RMBT	C CORP	122,003,989	1,355,449,606	94.226 %	Yes
(8) COMMONWEALTH CREDIT PARTNERS BDC I INC 525 OKEECHOBEE BLVD STE 1050 WEST PALM BEACH,FL33401 86-3335466	INVESTMENTS	DE	UAW RMBT	C CORP	47,149,000	630,414,000	99.000 %	Yes
(9) KAYNE DL 2021 INC 811 MAIN ST 14TH FL HOUSTON,TX77002 86-2440860	INVESTMENTS	DE	UAW RMBT	C CORP	16,654,000	189,819,000	99.000 %	Yes

Schedule R (Form 990) 2023

Page 3

Part V

Transactions With Related Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................

b Gift, grant, or capital contribution to related organization(s) ............................

Yes

c Gift, grant, or capital contribution from related organization(s) ............................

d Loans or loan guarantees to or for related organization(s) ............................

e Loans or loan guarantees by related organization(s) ............................

f Dividends from related organization(s) ............................

g Sale of assets to related organization(s) ............................

h Purchase of assets from related organization(s) ............................

i Exchange of assets with related organization(s) ............................

j Lease of facilities, equipment, or other assets to related organization(s) .......................

k Lease of facilities, equipment, or other assets from related organization(s) ......................

l Performance of services or membership or fundraising solicitations for related organization(s) .....................

m Performance of services or membership or fundraising solicitations by related organization(s) .................

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................

o Sharing of paid employees with related organization(s) ............................

p Reimbursement paid to related organization(s) for expenses ............................

q Reimbursement paid by related organization(s) for expenses ............................

r Other transfer of cash or property to related organization(s) ............................

s Other transfer of cash or property from related organization(s) ............................

Yes

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) ALPINVEST A2 INVESTMENT FUND II LP	B	1,501,161	FMV
(2) ALPINVEST A2 INVESTMENT FUND II LP	S	8,301,615	FMV
(3) ALPINVEST A2 INVESTMENT FUND LP	B	2,755,446	FMV
(4) ALPINVEST A2 INVESTMENT FUND LP	S	16,025,661	FMV
(5) AMERRA AGRI MULTI STRATEGY FUND LP	B	9,979,209	FMV
(6) AMERRA AGRI MULTI STRATEGY FUND LP	S	58,679,554	FMV
(7) BLACK RIVER AGRICULTURE CO-INVEST FUND A LP	B	173,206	FMV
(8) BLACK RIVER AGRICULTURE CO-INVEST FUND A LP	S	9,749,915	FMV
(9) BLACK RIVER AGRICULTURE FUND 21 LP	B	10,700,664	FMV
(10) BLACK RIVER AGRICULTURE FUND 21 LP	S	21,879,773	FMV
(11) BRIGHTWOOD CAPITAL CO-INVEST FUND LP	S	4,950,495	FMV
(12) BTG PACTUAL BRAZIL TIMBERLAND FUND I D LP	S	23,614,964	FMV
(13) C-III RECOVERY FUND II CO-INVESTMENT LP	B	97,991	FMV
(14) CORAL SEA CO INVESTMENT PARTNERS LP	B	5,397,383	FMV
(15) EARNEST INTEREST FD I LP	B	198,000,000	FMV
(16) ENTRUST GLOBAL ROC PARTNERS LP	B	208,159,310	FMV
(17) ENTRUST GLOBAL ROC PARTNERS LP	S	16,008,300	FMV
(18) GCM GROSVENOR WRENCH PRIMARIES LP	B	31,623,318	FMV
(19) GCM GROSVENOR WRENCH PRIMARIES LP	S	2,864,943	FMV
(20) HARBOURVEST REAL ASSETS-ENERGY FUND II LP	S	67,160,000	FMV
(21) HARBOURVEST REAL ASSETS-ENERGY FUND LP	S	13,154,246	FMV
(22) HV SPECIAL SITUATIONS FUND LP	S	237,600,000	FMV
(23) IP IV AIV (E) LP - YOST UNBLOCKED SERIES	S	620,474	FMV
(24) IRRADIANT CROSS PLATFORM FUND - U LP	B	144,473,465	FMV
(25) IRRADIANT CROSS PLATFORM FUND - U LP	S	35,545,394	FMV
(26) KAYNE ANDERSON REAL ESTATE PARTNERS V	B	14,960,736	FMV
(27) KAYNE ANDERSON REAL ESTATE PARTNERS V	S	2,484,002	FMV
(28) KAYNE PRIVATE ENERGY INCOME PARALLEL FUND	S	61,469,707	FMV
(29) NORTHWOOD REAL ESTATE PARTNERS 2012 LP	B	24,597,186	FMV
(30) NORTHWOOD REAL ESTATE PARTNERS 2012 LP	S	2,147,442	FMV
(31) NORTHWOOD REAL ESTATE PARTNERS 2018 LP	B	8,876,939	FMV
(32) NOVAQUEST PHARMA OPP FUND V (DELAWARE)	B	19,338,469	FMV
(33) NOVAQUEST PHARMA OPP FUND V (DELAWARE)	S	1,980,482	FMV
(34) OAK STREET EMERGING MANAGER U1 LP	B	7,389,617	FMV
(35) OAK STREET EMERGING MANAGER U1 LP	S	15,574,559	FMV
(36) OAK STREET EMERGING MANAGER U1A LP	B	12,392,891	FMV
(37) OAK STREET EMERGING MANAGER U1A LP	S	16,068,067	FMV
(38) OAK STREET EMERGING MANAGER U2 LP	B	13,319,187	FMV
(39) OAK STREET EMERGING MANAGER U2 LP	S	13,665,549	FMV
(40) OAKTREE-TBMR STRATEGIC CREDIT FUND C LLC	S	7,416,250	FMV
(41) OAKTREE-TBMR STRATEGIC CREDIT FUND F LLC	S	11,563,544	FMV
(42) OAKTREE-TBMR STRATEGIC CREDIT FUND G LLC	S	18,926,154	FMV
(43) OLD IRONSIDES ENERGY FUND III-A LP	B	40,109,900	FMV
(44) OLD IRONSIDES ENERGY FUND III-A LP	S	80,137,538	FMV
(45) PROTERRA BRAZIL OPPORTUNITY DIRECT FUND LP	B	242,550	FMV
(46) PROTERRA BRAZIL OPPORTUNITY DIRECT FUND LP	S	3,010,593	FMV
(47) PROTERRA BRAZIL OPPORTUNITY FUND B LP	B	1,320,898	FMV
(48) PROTERRA BRAZIL OPPORTUNITY FUND B LP	S	5,260,566	FMV
(49) SALTUS SEPARATE ACCOUNT LP	B	7,575,000	FMV
(50) SCHRODERS CAPITAL SECURITIZED HI-GRADE	B	420,000,000	FMV
(51) SSP 2017 LP	B	1,750,000	FMV
(52) SSP 2017 LP	S	4,865,000	FMV
(53) SSP 2020 OPPORTUNISTIC LP	B	75,738,150	FMV
(54) SSP 2020 OPPORTUNISTIC LP	S	268,379,715	FMV
(55) SSP 2020 - PRIVATE EQUITY SERIES A	B	62,000,000	FMV
(56) SSP 2020 - PRIVATE EQUITY SERIES A	S	10,760,000	FMV
(57) SSP 2020 - PRIVATE EQUITY SERIES B	B	203,500,000	FMV
(58) SSP 2020 - PRIVATE EQUITY SERIES B	S	21,050,000	FMV
(59) STEPSTONE LMM OPP FUND I LP - SERIES A	B	67,017,090	FMV
(60) STEPSTONE LMM OPP FUND I LP - SERIES A	S	7,663,187	FMV
(61) STEPSTONE LMM OPP FUND I LP - SERIES B	B	5,345,194	FMV
(62) STEPSTONE LMM OPP FUND I LP - SERIES B	S	4,581,818	FMV
(63) STONEPEAK INFRASTRUCTURE FUND IV-U (SIDE CAR)	B	1,235,530	FMV
(64) TARAWA CO-INVESTMENT FUND LP	S	31,466,837	FMV
(65) VIRTUS REAL ESTATE CAPITAL II LP	S	564,604	FMV
(66) WCAS - CO-INVEST HOLDCO LP	B	11,682,000	FMV
(67) WCAS - CO-INVEST HOLDCO LP	S	18,622,976	FMV
(68) Z CAPITAL PARTNERS II-B LP	B	48,825,634	FMV
(69) Z CAPITAL PARTNERS II-B LP	S	5,290,421	FMV

Schedule R (Form 990) 2023

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 37.

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership

Schedule R (Form 990) 2023

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R. See instructions.

Return Reference	Explanation

Schedule R (Form 990) 2023

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: ADMINISTER FUNDS FOR POST-RETIREMENT MEDICAL BENEFITS. THE PRIMARY MISSION OF THE RMBT IS TO PROVIDE EVERY MEMBER WITH HEALTH BENEFITS AND ACHIEVE HIS/HER BEST QUALITY OF LIFE.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	11
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	11
5	Total number of individuals employed in calendar year 2023 (Part V, line 2a) ......	5	170
6	Total number of volunteers (estimate if necessary) .............	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	188,958,302
b	Net unrelated business taxable income from Form 990-T, Part I, line 11 .........	7b	144,821,275

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	906,698,005	375,156,246
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	545,616,057	1,311,625,174
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	551,040,452	897,564,407
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	2,003,354,514	2,584,345,827
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	3,380,840,497	2,343,491,995
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	28,109,945	29,164,812
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	561,642,774	575,123,778
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	3,970,593,216	2,947,780,585
19	Revenue less expenses. Subtract line 18 from line 12.......	-1,967,238,702	-363,434,758
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	62,366,524,500	64,033,874,200
21	Total liabilities (Part X, line 26).............	3,923,915,656	3,518,060,272
22	Net assets or fund balances. Subtract line 21 from line 20.....	58,442,608,844	60,515,813,928

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 0 including grants of $ 0 ) (Revenue $ 375,156,246 )
	THE TRUST IS GOVERNED BY AN 11-PERSON COMMITTEE COMPRISED OF SIX INDEPENDENT MEMBERS AND FIVE MEMBERS APPOINTED BY THE UAW. ADDITIONAL SUBCOMMITTEES EXIST FOR PLAN ADMINISTRATION, INVESTMENT, AND AUDIT. ALL COMMITTEE MEMBERS AND TRUST STAFF ADHERE TO A STRICT CODE OF ETHICS. THE PURPOSE OF THE TRUST IS TO SERVE AS A SOURCE FOR RETIREE HEALTHCARE COVERAGE FOR ITS MEMBERS. SEPARATE TRUST ACCOUNTS ARE MAINTAINED FOR EACH AUTO PLAN (GM, FORD, AND CHRYSLER) FROM WHICH BENEFITS ARE PAID. WHEN THE TRUST LAUNCHED IN JANUARY 2010, IT BECAME THE LARGEST NON-GOVERNMENTAL PURCHASER OF RETIREE HEALTHCARE IN THE UNITED STATES, PROVIDING HEALTHCARE BENEFITS TO MORE THAN 860,000 PEOPLE. IN 2023, THE TRUST PROVIDED COVERAGE FOR OVER 550,000 MEMBERS. THE TRUST CONTINUES TO SERVE ITS MISSION OF PROVIDING HEALTHCARE BENEFITS TO RETIREES AND REVIEWS THE BENEFIT DESIGN EACH YEAR TO MAKE ANY ADJUSTMENTS NECESSARY. IN 2023, THE TRUST PAID APPROXIMATELY $3.0 BILLION PROVIDING HEALTHCARE FOR ITS RETIREES AND DEPENDENTS, INCLUDING FILLING NEARLY 15 MILLION PRESCRIPTIONS FOR MEMBERS DURING THE PLAN YEAR. SINCE ITS LAUNCH, THE TRUST HAS MADE GREAT STRIDES IN FINDING WAYS TO CONTROL COSTS, WHILE IMPROVING HEALTHCARE BENEFITS. FOR 2023, THE TRUST WAS PLEASED TO LOWER MONTHLY CONTRIBUTIONS, DEDUCTIBLES, OUT-OF-POCKET MAXIMUMS, AND TIER 2 PRESCRIPTION DRUG COPAYS FOR CERTAIN HEALTH PLANS. ADDITIONALLY, THE TRUST ADDED A NEW MEDICARE ADVANTAGE PLAN CARRIER AND PRESCRIPTION DRUG CARRIER. THE TRUST MEMBERSHIP IS GEOGRAPHICALLY AND DEMOGRAPHICALLY DIVERSE. THE TRUST MAINTAINS ROBUST COMMUNICATION WITH MEMBERSHIP IN ORDER TO OPERATE IN A TRANSPARENT FASHION. THE GOAL IS TO KEEP BENEFICIARIES INFORMED ON THE TRUST ACTIVITIES, AS WELL AS THE BENEFITS PROVIDED BY THE TRUST. THE TRUST AND CARRIERS SENT A SERIES OF COMMUNICATIONS TO MEMBERS REGARDING 2023 AND 2024 ENROLLMENT AND PLAN OFFERINGS. RETIREE HEALTH CARE CONNECT, THE CALL CENTER FOR TRUST MEMBERS, HANDLED MORE THAN 260,000 CALLS, FROM MEMBERS AND UNION BENEFIT REPRESENTATIVES, IN 2023. A SERIES OF PRINTED MAILINGS WERE DISTRIBUTED BY THE TRUST TO NEARLY 390,000 CONTRACT-HOLDER PARTICIPANTS IN 2023. IN 2023, THE TRUST MAILED ALL MEMBER HOUSEHOLDS A NEW SUMMARY PLAN DESCRIPTION (SPD)-EXPLAINING THE CURRENT HEALTHCARE BENEFITS AVAILABLE TO ELIGIBLE UAW TRUST MEMBERS AND THEIR DEPENDENTS. ADDITIONAL MAILINGS THROUGHOUT THE YEAR UPDATED THE TRUST MEMBERSHIP ON BENEFIT CHANGES AND INFORMATION REGARDING THE TRUST'S FINANCIAL POSITION. TRUST PARTNERS ALSO COMMUNICATED DIRECTLY WITH MEMBERS, ON BEHALF OF THE TRUST, REGARDING BENEFITS, PREVENTION, CHRONIC CONDITIONS AND DISEASE MANAGEMENT WHERE APPROPRIATE. ADDITIONALLY, MEMBERS WITH SPECIFIC GAPS IN CARE WERE SENT COMMUNICATIONS ENCOURAGING THEM TO TAKE PREVENTIVE MEASURES TO MANAGE THEIR CONDITION(S), IMPROVE THEIR HEALTH STATUS, AND ENGAGE WITH THEIR PRIMARY CARE PHYSICIAN. THE TRUST CONTINUES TO LEVERAGE COMMUNICATION FORMATS TO COMPLEMENT MAILINGS, INCLUDING THE TRUST-BRANDED WEBSITE (WWW.UAWTRUST.ORG) AND VIDEOS. THE MEMBER EXPERIENCE TEAM TRAVELED TO IN-PERSON RETIREE MEETINGS. THE TEAM ATTENDED A TOTAL OF 269 RETIREE MEETINGS IN THE FALL OF 2023. BECAUSE OF ITS PAST SUCCESS, THE TEAM ALSO HELD VIRTUAL SESSIONS-VIA ZOOM AND DIAL-IN CALLS-TO INFORM MEMBERS OF 2024 ANNUAL BENEFIT CHANGES AND OTHER INFORMATION. THE TEAM HOSTED APPROXIMATELY 16 SESSIONS LISTENED TO BY NEARLY 4,300 MEMBERS.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses0

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and title
(18) MARK ANSON........................................................................ COMMITTEE MEMBER	2.0 .......................0.0	X		1,251	0	0
(19) CHARLES BROWNING........................................................................ COMMITTEE MEMBER	2.0 .......................0.0	X		0	0	0
(20) SHAWN FAIN........................................................................ COMMITTEE MBR AS OF 4/1/23	2.0 .......................0.0	X		0	0	0
(21) MIKE BOOTH........................................................................ COMMITTEE MBR AS OF 1/1/23	2.0 .......................0.0	X		0	0	0
(22) RICH BOYER........................................................................ COMMITTEE MBR AS OF 1/1/23	2.0 .......................0.0	X		0	0	0
(23) RAY CURRY........................................................................ COMMITTEE MBR UNTIL 3/31/23	2.0 .......................0.0	X		0	0	0
(24) STATE STREET BANK TRUST........................................................................ INSTITUTIONAL TRUSTEE	2.0 .......................0.0		X	0	0	0

1b	Sub-Total..............
c	Total from continuation sheets to Part VII, Section A..
d	Total (add lines 1b and 1c).........	7,616,889	0	487,324

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f

g	Noncash contributions included in lines 1a - 1f:$		1g

h Total. Add lines 1a-1f.......		0

		Business Code
2a	EGWP FEDERAL SUBSIDY	525100	343,538,686	343,538,686
b	PARTICIPANT CONTRIBUTIONS	525100	31,617,560	31,617,560
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....		375,156,246

3 Investment income (including dividends, interest, and othersimilar amounts) ......			1,338,036,664		188,958,302	1,149,078,362
4 Income from investment of tax-exempt bond proceeds			0
5 Royalties...........			0
			(i) Real	(ii) Personal
6a	Gross rents	6a
b	Less: rental expenses	6b
c	Rental income or (loss)	6c	0	0
d	Net rental income or (loss).......			0
			(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	7a	593,531,967
b	Less: cost or other basis and sales expenses	7b	619,943,457
c	Gain or (loss)	7c	-26,411,490
d	Net gain or (loss).........			-26,411,490			-26,411,490
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a	0
b	Less: direct expenses ...		8b	0
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a	0
b	Less: direct expenses ...		9b	0
c	Net income or (loss) from gaming activities..			0
10a	Gross sales of inventory, less returns and allowances ..
			10a	0
b	Less: cost of goods sold ..		10b	0
c	Net income or (loss) from sales of inventory..			0

Business Code
11a	INCOME ON ALT. INVESTMENTS		523000	893,404,475			893,404,475
b	OTHER INVESTMENT INCOME		523000	3,053,010			3,053,010
c	SECURITIES LENDING		523000	1,106,922			1,106,922
d	All other revenue ....
e	Total. Add lines 11a–11d ......			897,564,407
12	Total revenue. See instructions.....			2,584,345,827	375,156,246	188,958,302	2,020,231,279

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	0
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........	0
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............	0
4	Benefits paid to or for members .......	2,343,491,995
5	Compensation of current officers, directors, trustees, and key employees ...........	4,993,653
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........	0
7	Other salaries and wages........	19,532,524
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	1,497,887
9	Other employee benefits .......	1,827,731
10	Payroll taxes ...........	1,313,017
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	1,684,006
c	Accounting ...........	3,952,052
d	Lobbying ...........	0
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	148,574,177
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	127,360,648
12	Advertising and promotion ....	0
13	Office expenses .......	469,979
14	Information technology ......	6,864,798
15	Royalties ..	0
16	Occupancy ...........	1,585,046
17	Travel ............	367,895
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .	0
19	Conferences, conventions, and meetings ....	250,583
20	Interest ...........	0
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization ..	0
23	Insurance ...	2,937,478
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	INVESTMENT FUND EXPENSE	188,213,627
b	FED & STATE UBIT	86,690,840
c	LIQUID INV FOREIGN TAX	3,693,246
d	ACA FEE	2,073,210
e	All other expenses	406,193
25	Total functional expenses. Add lines 1 through 24e	2,947,780,585
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........			0	1	0
2	Savings and temporary cash investments .........			3,220,391,985	2	4,801,205,718
3	Pledges and grants receivable, net ......			0	3	0
4	Accounts receivable, net .............			2,539,672,552	4	2,213,453,382
5	Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
				0	6	0
7	Notes and loans receivable, net ...........			0	7	0
8	Inventories for sale or use ............			0	8	0
9	Prepaid expenses and deferred charges ......			2,310,969	9	3,492,482
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	6,484,892
b	Less: accumulated depreciation	10b	6,484,892		10c
11	Investments—publicly traded securities .			34,268,049,249	11	32,824,366,970
12	Investments—other securities. See Part IV, line 11 .....			22,232,259,297	12	24,081,521,407
13	Investments—program-related. See Part IV, line 11 ..			0	13	0
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			103,840,448	15	109,834,241
16	Total assets. Add lines 1 through 15 (must equal line 33)...			62,366,524,500	16	64,033,874,200

17	Accounts payable and accrued expenses .....	212,471,546	17	187,689,571
18	Grants payable ...	0	18	0
19	Deferred revenue .........	179,469	19	109,933
20	Tax-exempt bond liabilities .........	0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D	0	21	0
22	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
		0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	0	23	0
24	Unsecured notes and loans payable to unrelated third parties ..	0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D	3,711,264,641	25	3,330,260,768
26	Total liabilities. Add lines 17 through 25..	3,923,915,656	26	3,518,060,272

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	58,442,608,844	27	60,515,813,928
28	Net assets with donor restrictions ...........	0	28	0
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	58,442,608,844	32	60,515,813,928
33	Total liabilities and net assets/fund balances ........	62,366,524,500	33	64,033,874,200

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to separately file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; don't file with Form 990). . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471). . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) .	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships (see Instructions for Form 8865). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to separately file Form 5713, International Boycott Report (see Instructions for Form 5713; don't file with Form 990).. . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No