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The Blood & Tissue Center Foundation Annual Board of Directors Questionnaire

As a tax-exempt organization, The Blood & Tissue Foundation is required to annually file with the Internal Revenue Service (IRS), Form 990, Return of Organization Exempt from Income Tax. The Form 990 is used by the IRS as the primary compliance tool for tax-exempt organizations.  Many states rely on the Form 990 to perform charitable and regulatory oversight.  In addition, the Form 990 is a public document and is used by the public to obtain information about the tax-exempt sector and specific information about exempt organizations. 
 
The questionnaire consists of two parts, the Questionnaire and the Instructions and Definitions.  The Questionnaire contains three sections or questions that are required to be answered as part of the annual preparation of the Form 990.  In addition, the Instructions and Definitions provide clarification for key terms used for the respective sections.  Please complete each section and sign and date the acknowledgement section at the back of the Questionnaire and return the completed questionnaire back to the organization by May 31, 2026. If you have any questions, please contact Ashley Frolick at 210-249-4498.

Instructions and Definitions

A member of the governing body is considered “independent” only if all three of the following circumstances applied at all times during the organization’s tax year.

  1. The member was not compensated as an officer or other employee of the organization or of a related organization.
  2. The member did not receive total compensation or other payments exceeding $10,000 during the organization’s tax year from the organization or from related organizations as an independent contractor, other than reimbursement of expenses under an accountable plan or reasonable compensation for services provided in the capacity as a member of the governing body.
  3. Neither the member, nor any family member of the member, was involved in a transaction with the organization (whether directly or indirectly through affiliation with another organization) that is required to be reported on Schedule L (Form 990) for the organization’s tax year. Transactions reported on Schedule L include excess benefit transactions, loans to and from interested persons, grants or assistance benefiting interested persons, and business transactions involving interested persons.

Family relationships include:

  • Your legal spouse
  • Your ancestors (this category does not include step-parents/grandparents)
  • Your children (biological or adopted) and their legal spouses
  • Your grandchildren and great-grandchildren and their legal spouses
  • Your siblings (whether by whole or half blood) and their legal spouses

Business relationships include:

  • One person is employed by the other in a sole proprietorship or by an organization with which the other is associated as a trustee, director, officer, key employee, or greater-than-35% owner.
  • One person is transacting business with the other (other than in the ordinary course of either party’s business on the same terms as are generally offered to the public), directly or indirectly, in one or more contracts of sale, lease, license, loan, performance of services, or other transaction involving transfers of cash or property valued in excess of $10,000 in the aggregate during the organization’s tax year. (Indirect transactions are transactions with an organization with which the one person is associated as a trustee, director, officer, key employee, or greater-than-35% owner).
  • The two persons are each a director, trustee, officer, or greater than 10% owner in the same business or investment entity.

Ownership is measured by stock ownership (either voting power or value) of a corporation, profits or capital interest in a partnership or limited liability company, membership interest in a nonprofit organization, or beneficial interest in a trust. Ownership includes indirect ownership (for example, ownership in an entity that has ownership in the entity in question); there may be ownership through multiple tiers of entities.

Privileged relationship exception. A “business relationship” does not include a relationship between an attorney and client, a medical professional (including psychologist) and patient, or a priest/clergy and penitent/communicant.

Business Transactions include but are not limited to contracts of sale, lease, license, and performance of services, whether initiated during the organization’s tax year or ongoing from a prior year.  Business transactions also include joint ventures, whether new or ongoing, in which either the profits or capital interest of the organization and of the interested person each exceeds 10%.  The organization’s charging of membership dues to its officers, directors, etc. are not considered business transactions for purposes of this form. 

Reportable Business Transactions include:

  • Compensation of one’s family member by The Blood and Tissue Center Foundation (whether as an employee or in providing independent contractor services) in an amount greater than $10,000 during the course of the year beginning January 1, 2025 and ending December 31, 2025. Reimbursement of expenses under an accountable plan, expenses separately itemized in billing for providing independent contractor services, and reasonable compensation for services provided in the capacity as a member of the governing body do not constitute compensation.
  • Family members, or entities affiliated with you or your family member(s), that had engaged in a business transaction in an amount greater than $10,000 OR whose business transactions in the year in the aggregate are greater than $100,000. Identify any family member or any entity (other than Section 501c tax-exempt organizations) of which you or a family member was serving (at the time of the transaction(s)) as a director/trustee, officer, key employee, or in which you or your family members together had a greater than 5% partnership/membership or shareholder interest (in the case of an entity taxed as a partnership or a professional corporation, respectively), or an entity more than 35% owned by yourself or your family member, which engaged in any one business transaction with The Blood and Tissue Center Foundation in amount greater than $10,000 or whose aggregate business transactions with The Blood and Tissue Center Foundation were greater than $100,000.

 

Exhibit A

With respect to 2025 Form 990 Reporting

The following is a list of individuals who are anticipated as being reported on the Form 990 as having been a current or former Trustee/Director, Officer or Key Employee of The Blood and Tissue Center Foundation.

Martin Landon, President/CEO
Mary Uhlig, Executive Director
Meredith & David Alvarez, Chairmen
Elizabeth & Scott McMillan, Immediate Past Chairmen
Morgan Bertram & Kristen Schneider Berger, Chairmen Elect
Robin Diamond, Treasurer

Erin Nichols Schulz, Secretary
Jeanne Baker, Vice Chair Membership
Allison Kustoff, Vice Chair Fundraising
Delaine Mathieu, Vice Chair Outreach

Alison De Paoli
Jennifer Holshouser
Claire & Patrick Rouse
Nicole & C.J. Czelusta
Rose Marie Banack
Mary & Steve Brook
Ginny & Art Bennert
Michael Brouillet
Holli Brunsman
Chris Callaway
Helen Coronado
Kelli & Mike Cubeta
Valerie & Ron Finch
Leslie Fowler
Richard Funke
Lilly & Alan Grzinger
Denise Gross
Rhonda Gurinsky
Will Holshouser
Jon & Maria Hudson
Randi & Bob Hutchens

Laurie Kaplan
Michael Kaplan
Mila & Faisal Khan
Mike Kreager
Janel (Garcia) Kolodejcak
Daniel Kustoff
Denise Landon
Yona McNish
Brandi & Ryan Morkovsky
Adriana Salinas De Moreno
Marcus De Moreno
George Muller
Rebecca & Scott Nathan
Cindy Schneider
Pamela Smothers
Stephanie Stephens
Tyree & Cody Stewart
Rose Urbanczyk
Adam Wetherell
Shannon & Dr. Matthew Windrow
Brittany Zars