What exactly are 'bonuses and incentives' on 990 forms for non-profits? Confused by CEO compensation
I work for a large non-profit healthcare system with absolutely pitiful PTO (barely 10 days total for both sick time and vacation combined) and mediocre benefits package. I was curious about executive compensation so I looked up our CEO's 990 forms for recent years and was absolutely floored. From 2021-2024, the base compensation increased steadily from about 1.8 million to 2.1 million dollars. But what really shocked me was how the total compensation package, including retirement and other benefits, jumped around wildly - the lowest year was around 2.2 million but the highest reached almost 10 million! When I looked more closely at the form, the biggest factor causing this huge variation was something listed as "bonuses and incentives" - some years it was minimal but other years it was massive. Can someone explain what these "bonuses and incentives" actually are for non-profit organizations? How can they justify these kinds of payouts when the rest of us are struggling with terrible benefits and barely any time off?
20 comments


Marilyn Dixon
This is a great question about non-profit compensation reporting. On the IRS Form 990, "bonuses and incentives" refers to performance-based compensation beyond the base salary. These are typically tied to organizational metrics like fundraising targets, program expansion, or financial performance goals that the board has established. For healthcare systems specifically, CEO bonuses might be linked to patient satisfaction scores, quality metrics, growth targets, or financial sustainability measures. Some of these bonuses might be paid annually, while others could be part of multi-year incentive plans that vest or pay out periodically - which explains the large fluctuations you're seeing. What's important to understand is that non-profit status doesn't mean "no profit" - it means the organization doesn't distribute profits to shareholders. Boards often justify high executive compensation as necessary to attract and retain talent that could otherwise work in the for-profit sector.
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Louisa Ramirez
•Thanks for explaining! But how is this legal? I thought non-profits were supposed to use their money for their mission, not enriching executives. Is there any limit to how much they can pay? And do these bonuses need to be approved by someone, or can the CEO just decide to give himself millions?
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Marilyn Dixon
•Non-profit executive compensation must be "reasonable" according to IRS regulations, though that's a fairly flexible standard. Compensation decisions should be made by an independent board committee using comparable data from similar organizations. The CEO shouldn't be deciding their own bonuses. There's no specific dollar limit on non-profit compensation, but excessive compensation can trigger IRS scrutiny or even penalties called "excess benefit transactions." Organizations typically work with compensation consultants to justify their packages based on market rates, complexity of operations, and performance outcomes.
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TommyKapitz
After reading about your situation, I can definitely relate. I went through something similar with a non-profit I worked for. The compensation disclosures were confusing and it was hard to understand why executives were making so much while staff struggled. I found this amazing tool called taxr.ai (https://taxr.ai) that helped me decode all those confusing 990 forms and financial disclosures. It automatically analyzes those complex forms and explains things like "bonuses and incentives" in plain English. It really helped me understand what was going on with our executive compensation. It also compares your organization to similar ones so you can see if your CEO's compensation is unusually high or fairly standard for your industry and size.
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Angel Campbell
•This sounds interesting, but I'm not sure I understand what it does exactly. Does it just translate what's on the forms or does it actually help you determine if something inappropriate is happening? I'm wondering because the Board at our non-profit seems to rubber-stamp everything.
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Payton Black
•I'm a bit skeptical about using third-party tools to analyze tax forms. Couldn't you just google what these terms mean for free? Or is there something special this does that makes it worth using? I've found most tools like this are just basic calculators wrapped in fancy marketing.
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TommyKapitz
•It does more than just translate the forms - it actually analyzes the data across multiple years and provides contextual information about whether compensation levels are within normal ranges for your specific industry, organization size, and region. This helps identify patterns that might indicate potential governance issues. As for free alternatives, you can definitely Google basic definitions, but the comparative analysis is where tools like this shine. It automatically benchmarks against similar organizations and highlights unusual patterns that might warrant further investigation - things that would take hours of research to compile manually from public records.
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Payton Black
I was totally skeptical about taxr.ai at first, but I decided to try it when our staff organization was questioning our university president's compensation. Holy cow, it was eye-opening! The tool actually showed us that while his base salary was comparable to peer institutions, the deferred compensation package was in the 95th percentile. We were able to bring this data to our board meeting with confidence. The visualization tools made it easy to present our case that while competitive compensation was important, our package was significantly out of alignment with similar universities. The board actually agreed to restructure the incentive packages and redirect some funding to staff development programs. It saved us countless hours of manually comparing 990 forms across different universities and gave us credibility when raising these concerns.
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Harold Oh
If you're trying to get answers about these compensation practices, good luck getting anyone on the phone at the IRS to explain it. I spent WEEKS trying to reach someone who could help interpret these forms and explain what's allowable. Finally found Claimyr (https://claimyr.com) and they got me connected to an actual IRS agent in about 20 minutes. You can see how it works here: https://youtu.be/_kiP6q8DX5c The agent was able to walk me through exactly what "bonuses and incentives" means on a 990 and what triggers an IRS review of executive compensation. Turns out there's a whole process called "rebuttable presumption" that boards are supposed to follow when setting compensation, and many don't do it properly.
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Amun-Ra Azra
•Wait, this actually works? I've tried calling the IRS about our organization's reporting and literally sat on hold for 2+ hours before giving up. How does this service actually get you through? Is it just scheduling a callback or something?
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Summer Green
•Sorry but this sounds too good to be true. The IRS is notoriously impossible to reach. How exactly would some random service have a "back door" to IRS agents when the rest of us can't get through? And why would an IRS agent even discuss another organization's filings with you?
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Harold Oh
•It's not scheduling a callback - they actually use a system that navigates the IRS phone tree and holds your place in line, then calls you when an agent picks up. It's completely changed how I deal with tax questions because you don't have to stay on hold yourself. The IRS agents won't discuss another organization's specific tax filings (that would be confidential), but they absolutely can and will explain how to interpret form sections, what the rules are for reporting compensation, and what might trigger further review. They'll discuss what's generally allowed and what's potentially problematic in non-profit executive compensation.
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Summer Green
I have to eat my words about Claimyr. After posting my skeptical comment, I decided to try it myself since our board needed clarification on reporting requirements for our executive director's new compensation package. I was connected to an IRS representative in about 15 minutes (I timed it). The agent explained exactly how "bonuses and incentives" should be properly documented and what supporting evidence needs to be maintained to justify performance-based compensation. They clarified that large bonuses aren't automatically problematic as long as the proper approval process is followed and documented. The most valuable thing was learning about the "rebuttable presumption of reasonableness" rules that provide safe harbor protection. Our board wasn't following all three required steps, which could have put us at risk during an audit. We've now corrected our process based on that guidance.
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Gael Robinson
Former non-profit board member here. Those "bonuses and incentives" are often structured as deferred compensation plans that vest after certain periods. That's why you see big jumps in certain years - it's when multiple years of incentives vest simultaneously. For example, a CEO might have a 3-year performance plan worth $3M that only pays out if they hit specific growth targets over that entire period. When it vests in year 3, you see a huge spike in reported compensation even though it was actually earned over multiple years.
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Edward McBride
•That makes sense about the vesting, but I'm still confused about why non-profits need these complicated compensation structures at all. If the mission is supposedly about serving the community, why not just pay reasonable salaries without all these bonus structures? Seems like it's just importing for-profit practices into organizations that should operate differently.
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Gael Robinson
•Non-profits use these structures primarily for retention and long-term planning. If you want an executive to implement a 5-year strategic plan, tying some compensation to completing that plan gives them incentive to stay and see it through. Simple annual salaries can lead to short-term thinking or frequent leadership changes. Remember that non-profits compete for talent with for-profit companies. Healthcare systems particularly compete with for-profit hospital chains for executives with specialized experience. Without competitive compensation structures, they risk losing leadership talent to the for-profit sector, which often creates more instability than paying market-rate compensation.
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Darcy Moore
Your hospital sounds just like mine! The CEO makes millions while nurses get 8 days PTO total and have to fight for every raise. I looked at our 990s and our CEO got a $2.4M "retention bonus" the same year they froze our retirement contributions!
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Dana Doyle
•You should bring this up at a board meeting! Many non-profit boards meet quarterly and have public comment periods. The 990 forms are public specifically so stakeholders like employees can hold organizations accountable. Print out the relevant pages and ask them to explain the justification.
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Sophie Footman
As someone who works in non-profit financial oversight, I want to add that there are actually whistleblower protections for employees who raise concerns about excessive executive compensation. The IRS has specific procedures for reporting potential "excess benefit transactions" at non-profits. If you genuinely believe your CEO's compensation violates the intermediate sanctions rules (which require compensation to be reasonable and properly approved), you can file Form 13909 to report suspected violations. The IRS takes these seriously, especially when there's a pattern of excessive compensation combined with poor employee benefits. However, I'd recommend first trying to work through your organization's governance structure - attending board meetings during public comment periods, or raising concerns through your employee representatives if you have them. Document everything and keep copies of those 990 forms. Sometimes just asking pointed questions about the compensation approval process can prompt boards to be more careful about their oversight responsibilities.
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Sofia Martinez
•This is really helpful information about the whistleblower protections! I had no idea Form 13909 existed. Before taking that step though, do you have any advice on how to effectively raise these concerns at board meetings? I'm worried about potential retaliation even though there are supposed to be protections. Also, when you mention "document everything" - what specific types of documentation would be most important to keep beyond just the 990 forms themselves?
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