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Security and Exchange Commission total compensation filings at <br />htt2:HwrovcN,,sec.zov/answei-s/execoQp.htm.) <br />iv. Subrecipient Executives. Unless you are exempt as provided above, for each first -tier <br />subrecipient under this award, you shall report the names and total compensation of each <br />of the subrecipient's five most highly compensated executives for the subrecipient's <br />preceding completed fiscal year, if in the subrecipient's preceding fiscal year, She <br />subrecipient received 80 percent or more of its annual gross revenues from federal <br />procurement contracts (and subcontracts) and federal financial assistance subject to the <br />Transparency Act, as defined at 2 CFR 170.320 (and subawards); and $25,000,000 or <br />more in annual gross revenues from federal procurement contracts (and subcontracts), and . <br />federal financial assistance subject to the Transparency Act (and subawards); and the <br />public does not have access to information about the compensation of the executives <br />through periodic reports filed tinder section 13(a) or 15(d) of the Securities Exchange Act <br />of 1934 (I5 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. <br />(To determine if the public has access to the compensation information, see the U.S. <br />Security and Exchange Commission total compensation filings at <br />littp;llwww, see .eov /answers /execomp,htin.)Yoti must report subrecipient executive total <br />compensation to Cal EMA by the end of the month following the month during which you <br />make the subaward. For example, if a subaward is obligated on any date during the month <br />of October of a given year (i.e., between October 1 and 31), you must report any required <br />compensation information of the subrecipient by November 30 of that year. <br />60. Exemptions to Paragraph 59 include: If, in the previous tax year, you had gross income, from all sources, <br />under $300,000, you are exempt from the requirements to repots on subawards, and the total <br />compensation of the five most highly compensated executives of any subrecipient. <br />a. Definitions associated with paragraph 59 include: <br />i. "Executive" means officers, managing partners, or any other employees in management <br />positions. <br />ii. "Total compensation' means the cash and noncash dollar value earned by the executive <br />during the recipient's or subrecipient's preceding fiscal year and includes the following <br />(for more information see 17 CFR 229.402(c)(2)): <br />• Salary and bonus, <br />• Awards of stock, stock options, and stock appreciation rights. Use the dollar <br />amount recognized for financial statement reporting purposes with respect to <br />the fiscal year it) accordance with the Statement of Financial Accounting <br />Standards No. 123 (Revised 2004) (FAS 123R), Shared Based Payments. <br />• Earnings for services under non - equity incentive plans. This does not <br />include group life, health, hospitalization or medical reimbursement plans <br />that do not discriminate in favor of executives, and are available generally to <br />all salaried employees. <br />• Change in pension value. This is the change in present value of defined <br />benefit and actuarial pension plans. <br />• Above - market earnings on deferred compensation which is not tax- qualified. <br />• Other compensation, if the aggregate value of all such other compensation <br />(e.g., severance, termination payments, value of life insurance paid on behalf <br />of the employee, perquisites or property) for the executive exceeds $10,000. <br />61. Understands that failure to comply with any of the above assurances may result in suspension, <br />termination, or reduction of grant funds. <br />Page 11 Initials — <br />