2024-11-15T09:10:19-06:00 2023-12-31 PwC US Tax LLP 2001 MARKET ST SUITE 1800 PHILADELPHIA PA 19103 990 2023-01-01 823819611 KAISER FOUNDATION FOR THE ADVANCEMENT OF INTEGRATED HEALTH CARE % CHIEF TAX OFFICER KAIS 5102716611 C/O KP Tax One Kaiser Plz FL 26 OAKLAND CA 94612 MICHAEL P WALTON CHIEF TAX OFFICER 5102716611 2024-10-24 true ROBERT W FRIZ P00438748 2673303000 2024-10-21 2023 2024-10-15 13:58:12Z ANTHONY A BARRUETA C/O KP Tax One Kaiser Plz FL 26 OAKLAND CA 94612 443280 false X N/A X 2017 CA Promote understanding of the benefits of integrated care and coverage, and support of the Kaiser Permanente model of integration through provider based health plans 3 0 0 0 0 0 0 0 0 0 13288 443280 0 0 13288 443280 0 0 0 0 0 0 0 0 0 1444888 843776 1444888 843776 -1431600 -400496 15432831 15876110 1887839 2731614 13544992 13144496 X KAISER FOUNDATION FOR THE ADVANCEMENT OF INTEGRATED HEALTH CARE IS A NONPROFIT 501(C)(4) ADVOCACY ORGANIZATION TO ENGAGE IN PROACTIVE ADVOCACY TO PROMOTE UNDERSTANDING OF THE BENEFITS OF INTEGRATED CARE AND COVERAGE, AND SUPPORT OF THE KAISER PERMANENTE MODEL OF INTEGRATION THROUGH PROVIDER BASED HEALTH PLANS. false false 843776 0 0 Kaiser Foundation for the Advancement of Integrated Health Care is a nonprofit 501(c)(4) advocacy organization to engage in proactive advocacy to promote understanding of the benefits of integrated care and coverage, and support of the Kaiser Permanente model of integration through provider based health plans. 843776 false false false false false false false false false false false false false true false false true false false false false false false false false false false false true false false false false false false false false false false false false false true false false true 2 0 0 false false false false false false false false false false false false X 3 0 false false false false true true true true false false false true true true true true true true true false CA X CHIEF TAX OFFICER 5102716611 C/O KP TAX ONE KAISER PLZ FL 26 OAKLAND CA 94612 X Kathryn Lancaster EVP & Chief Financial Officer 0.1 49.9 X 0 4923403 137899 Mark Zemelman SVP, General Counsel & Secy 0.0 0.0 X 0 1833838 660356 Paul Swenson Director 0.1 49.9 X 0 2410782 77168 Vanessa Benavides SVP,Chief Legal Officer & Secy 1.0 49.0 X 0 1792455 308115 Thomas Meier SVP, Corporate Treasurer 0.1 49.9 X 0 1721108 121348 Anthony Barrueta Director & President 0.1 49.9 X X 0 1547457 162747 Andrew Bindman Director 0.1 49.9 X 0 1267982 341640 Hong-Sze Yu VP, Brd & Corp Gov & Asst Secy 0.1 49.9 X 0 508592 167556 0 16005617 1976829 0 true true false GMMB INC 1010 WISCONSIN AVE NW STE 800 WASHINGTON DC 20007 Consulting Services 1162614 1 0 0 443280 443280 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 443280 443280 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 115000 115000 0 0 0 0 0 0 0 0 0 0 0 0 0 PURCH'D SVCS-OTHER NON-MEDICAL 570776 570776 0 0 DUES & SUBSCRIPTION 158000 158000 0 0 843776 843776 0 0 0 0 15430268 15873547 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2563 2563 15432831 15876110 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1887839 2731614 1887839 2731614 X 15000000 15000000 0 0 -1455008 -1855504 13544992 13144496 15432831 15876110 -400496 X false true X true false 0 DUE TO AFFILIATED ORGANIZATION 2731614 2731614 true true false false false false false true false Kathryn Lancaster EVP & Chief Financial Officer 0 1269207 0 3069715 0 584481 0 118595 0 19304 0 5061302 0 0 Mark Zemelman SVP, General Counsel & Secy 0 0 0 0 0 1833838 0 660356 0 0 0 2494194 0 0 Paul Swenson Director 0 793698 0 1292121 0 324963 0 48208 0 28960 0 2487950 0 0 Vanessa Benavides SVP,Chief Legal Officer & Secy 0 708622 0 1028988 0 54845 0 288586 0 19529 0 2100570 0 0 Thomas Meier SVP, Corporate Treasurer 0 593270 0 977784 0 150054 0 94964 0 26384 0 1842456 0 227652 Anthony Barrueta Director & President 0 518219 0 811756 0 217482 0 137148 0 25599 0 1710204 0 0 Andrew Bindman Director 0 757028 0 474330 0 36624 0 312785 0 28855 0 1609622 0 0 Hong-Sze Yu VP, Brd & Corp Gov & Asst Secy 0 300090 0 188569 0 19933 0 137523 0 30033 0 676148 0 0 SCHEDULE J, PART I, LINE 3 THE FILING ORGANIZATION RELIED ON A RELATED ORGANIZATION THAT USED ONE OR MORE OF THE METHODS DESCRIBED BELOW TO ESTABLISH THE TOP MANAGEMENT OFFICIALS' COMPENSATION: - COMPENSATION COMMITTEE - INDEPENDENT COMPENSATION CONSULTANT - FORM 990 OF OTHER ORGANIZATIONS - WRITTEN EMPLOYMENT CONTRACT - COMPENSATION SURVEY OR STUDY, AND - APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE OF A RELATED ORGANIZATION. SCHEDULE J, PART I, LINE 4A Mark Zemelman $1,823,105 LISTED PERSONS PARTICIPATED IN SEPARATION ARRANGEMENTS. DEPENDING ON POSITION LEVEL, TENURE, AND SEPARATION REASON, BENEFITS PAYABLE UNDER THESE ARRANGEMENTS PROVIDE FOR PAY AND HEALTH BENEFITS CONTINUATION PLUS PAYMENT OF ACCRUED OBLIGATIONS. IN ADDITION, FOR SOME OF THE LISTED PERSONS, BENEFITS PAYABLE INCLUDE PRORATED INCENTIVE AWARDS FOR PERFORMANCE PERIODS NOT YET ENDED. NONE OF THE LISTED PERSONS PARTICIPATED IN ARRANGEMENTS ENTITLING THEM TO CHANGE-OF-CONTROL PAYMENTS. SCHEDULE J, PART I, LINE 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN PAYMENT Kathryn Lancaster $ 521,405 Paul Swenson 265,422 Thomas Meier 95,030 Anthony Barrueta 170,053 SOME OF THE PARTICIPANTS LISTED IN SCHEDULE J, PART II PARTICIPATED IN NONQUALIFIED SUPPLEMENTAL RETIREMENT PLANS. UNDER THESE PLANS, THE ORGANIZATION MAKES ANNUAL CONTRIBUTIONS TO A NOTIONAL ACCOUNT ON BEHALF OF EACH PARTICIPANT. CONTRIBUTIONS VARY BY POSITION, LEVEL AND PAY, AND VEST OVER TIME BASED ON AGE AND/OR SERVICE. PARTICIPANT ACCOUNTS ARE CREDITED WITH A FIXED RATE OF INTEREST, INVESTED IN AVAILABLE MUTUAL FUNDS OR A COMBINATION OF BOTH. CERTAIN OFFICERS ACCRUE A BENEFIT THAT VESTS BASED ON AGE AND SERVICE AND TARGETS A PERCENTAGE OF FINAL AVERAGE PAY LESS PRIOR PLAN OFFSETS. UNVESTED AMOUNTS ARE SUBJECT TO RISK OF FORFEITURE. SCHEDULE J, PART I, LINE 7 NON-FIXED PAYMENTS THE ORGANIZATION PROVIDED NON-FIXED PAYMENTS TO SOME OF THE PERSONS LISTED. PAYMENTS WERE MADE UNDER DISCRETIONARY BONUS PROGRAMS AND INCENTIVE PLANS, BASED ON ATTAINMENT OF ORGANIZATIONAL PERFORMANCE GOALS AND INDIVIDUAL PERFORMANCE, DESIGNED TO SUPPORT THE ORGANIZATION'S MISSION TO PROVIDE HIGH-QUALITY, AFFORDABLE CARE AND IMPROVE THE HEALTH OF ITS MEMBERS AND THE COMMUNITIES IT SERVES. THE PLANS' ORGANIZATIONAL PERFORMANCE GOALS INCLUDED: QUALITY OF CARE AND SERVICE, MEMBERSHIP GROWTH, OPERATING INCOME, PER MEMBER EXPENSE TREND, AND COMMUNITY BENEFIT. PLAN DESIGNS, PERFORMANCE, AND PAYOUT LEVELS, AS WELL AS INDIVIDUAL PAYMENTS TO CERTAIN PERSONS, WERE REVIEWED AND APPROVED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS, COMPRISED OF INDEPENDENT DIRECTORS. SCHEDULE J, PART II, SECTION A, COLUMN F AMOUNTS INCLUDED IN SCHEDULE J, PART II, COLUMN F INCLUDE AMOUNTS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION, AS WELL AS DISTRIBUTIONS FROM A 457(B) PLAN THAT WERE PREVIOUSLY REPORTED AS REPORTABLE COMPENSATION IN ACCORDANCE WITH FORM 990 INSTRUCTIONS. FORM 990, PART VI, QUESTION 6 THE SOLE CORPORATE MEMBER OF THE CORPORATION IS KAISER FOUNDATION HEALTH PLAN, INC. (KFHP), A CALIFORNIA NONPROFIT CORPORATION. FORM 990, PART VI, QUESTION 7A KAISER FOUNDATION HEALTH PLAN, INC. APPOINTS THE DIRECTORS (AND FILLS VACANCIES AND HAS AUTHORITY TO REMOVE DIRECTORS). FORM 990, PART VI, QUESTION 7B THE FOLLOWING ACTIONS OF THE CORPORATION IS RESERVED TO OR REQUIRE APPROVAL OF THE MEMBER: (A) CHANGES IN MEMBERSHIP; (B) REMOVAL OF THE PRESIDENT; AND (C) AMENDMENT OF THE BYLAWS. FORM 990, PART VI, QUESTION 11B FORM 990 REVIEW PROCESS 1. KEY INFORMATION IS OBTAINED AND/OR CONFIRMED WITH INTERNAL SOURCES INCLUDING REGIONAL FINANCE AND EXECUTIVE COMPENSATION. 2. PRIOR TO FINALIZATION, THE RETURN IS REVIEWED WITH AN EXTERNAL TAX ADVISOR. 3. ONCE SIGNED BY AN EXTERNAL TAX ADVISOR, THE RETURN AND UNDERLYING DATA ARE REVIEWED BY AN OFFICER OR A MEMBER OF MANAGEMENT DESIGNATED BY AN OFFICER FOR SIGNATURE AND FILING. 4. COPIES ARE THEN PROVIDED TO BOARD MEMBERS PRIOR TO FILING. FORM 990, PART VI, QUESTION 12C Ethics and Compliance Ongoing Monitoring and Enforcement Activities Kaiser Permanente regularly and consistently monitors and enforces compliance with the Conflicts of Interest policy in the following ways: Reporting Conflicts of Interest Concerns - The Kaiser Permanente Ethics and Compliance Hotline or Webline is available to all employees, vendors, contractors, and agents to anonymously report actual or perceived conflicts of interest. The Hotline is managed by a third party; however, reported conflicts of interest allegations are provided to Ethics and Compliance for investigation, and if required, corrective actions are taken to address the conflict of interest. Employees are prohibited from retaliating against or intimidating anyone who reports concerns in good faith or refuse to participate in wrongdoing. Annual Disclosure Process - Annually, Directors, Officers, Key Employees, Executives, and other employees in roles with elevated risk (e.g., research investigator, managers and supervisors with funds disbursement authority, or sales consultants) are required to complete a Conflicts of Interest Disclosure form. Responses are reviewed by Ethics and Compliance, Board Services, and / or the Governance, Accountability and Nominating Committee of the Kaiser Foundation Health Plan/Hospital Board of Directors. When actions are required, they are addressed in accordance with policies and written standards. Conflicts of interest responses and actions are maintained in our system of record for tracking and reporting purposes. Ongoing Disclosure Process - In addition to the annual disclosure process and in accordance with the Conflicts of Interest policy, on an ongoing basis Ethics and Compliance receives, consults, and reports on conflicts of interest matters. External Audit Review of Disclosures - Annually, as a part of the Kaiser Permanente external audit, an outside certified public accounting firm reviews the conflicts of interest disclosure process and actions taken for Directors, Officers, Key Employees, and Executives. The results, inclusive of any findings, are presented to the Kaiser Foundation Health Plan/ Hospital Audit and Compliance Committee of the Board of Directors. Awareness and Enforcement - Kaiser Permanente adheres to the following general awareness and enforcement guidelines: - Interactive conflicts of interest scenarios, and the Conflicts of Interest and Corrective or Disciplinary Action policies are provided and reviewed as part of the general annual ethics and compliance training, and compliance training for new employees. - Employees who complete the training are provided learning boosters which occur 2 days, 2 weeks, and 2 months after the course to help retain and apply learning. - The Conflicts of Interest Policy is reviewed and attested to by those selected to complete the annual disclosure form. - Conflict of interest topics (e.g., how to disclose conflict of interest situations, examples of conflicts of interest, etc.) are included in annual Ethics and Compliance week's activities. - Road shows are conducted throughout the year to educate employees in elevated risk departments, such as Community Health, on conflicts of interest situations. - Represented employees are subject to corrective or disciplinary action provisions outlined in the regional or national collective bargaining agreements and applicable policies. In the event disciplinary action is required due to failure to comply with applicable legal and regulatory requirements, Kaiser Permanente policies and procedures, the Code of Conduct (Principles of Responsibility), unsatisfactory performance, or misconduct disciplinary action includes, but is not limited to: * verbal discussion, coaching, and/or warning by the employee's immediate; supervisor or higher-level manager to correct the problem; * written notice, with or without final warning; * suspension, with or without final warning; or * termination of employment FORM 990, PART VI, QUESTION 15A/B COMPENSATION DETERMINATION THE EXECUTIVE COMPENSATION PROGRAM AS ADMINISTERED BY KAISER FOUNDATION HEALTH PLAN, INC. IS DESIGNED TO RECRUIT, RETAIN AND MOTIVATE QUALIFIED SENIOR MANAGEMENT PERSONNEL. SENIOR MANAGEMENT PERSONNEL HAVE A SIGNIFICANT IMPACT ON THE STRATEGIC AND POLICY DIRECTION AND RESULTS OF THE ORGANIZATION. THEREFORE, THE EXECUTIVE COMPENSATION PROGRAM IS, TO A SIGNIFICANT DEGREE, PERFORMANCE-BASED. THE COMPENSATION PROGRAM IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS AND THE MANAGEMENT COMMITTEE ON COMPENSATION. PRIOR TO PAYMENT, ALL PROGRAMS AND PAYMENTS TO THE CEO, EXECUTIVE DIRECTOR, AND TOP MANAGEMENT OFFICIALS (EXECUTIVES) ARE REVIEWED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS AND THE MANAGEMENT COMMITTEE ON COMPENSATION. BASE PAY FOR EXECUTIVE POSITIONS IS ESTABLISHED AT A LEVEL COMPARABLE TO THE RELEVANT MARKET. IN ADDITION, OTHER COMPONENTS OF THE COMPENSATION PROGRAM BEAR 'AT-RISK' FEATURES DESIGNED TO FOCUS ON STRATEGICALLY IMPORTANT PERFORMANCE GOALS AND TO ASSIST IN ATTRACTING AND RETAINING TOP PERFORMERS. THE EXECUTIVE COMPENSATION PROGRAM IS TARGETED TO BE COMPETITIVE TO THE COMPARABLE EXTERNAL MARKET IN WHICH THE ORGANIZATION COMPETES FOR EXECUTIVE LEADERSHIP. EVALUATION OF COMPARABLE PAY DATA IS PERFORMED BY AN INDEPENDENT COMPENSATION, BENEFITS & HUMAN RESOURCES CONSULTING FIRM. THE COMPENSATION PROGRAM FOCUSES ON OBJECTIVES IN THE AREAS OF QUALITY OF MEMBER CARE AND SERVICE, MEMBERSHIP GROWTH, FINANCIAL SOUNDNESS, AND THE COMMUNITY AND SOCIAL MISSION OF THE ORGANIZATION. FORM 990, PART VI, QUESTION 18 TO REQUEST COPIES CONTACT: NATIONAL COMMUNICATIONS - RM OPERATIONS KAISER FOUNDATION HEALTH PLAN AND HOSPITALS ONE KAISER PLAZA, 22ND FLOOR OAKLAND, CA 94612 FORM 990, PART VI, QUESTION 19 These documents are made available when regulatorily required. FORM 990, PART VII, SECTION A, COLUMN B HOURS FOR RELATED ORGANIZATIONS INDIVIDUALS WHO ARE BOTH OFFICERS AND MEMBERS OF BOARDS OF DIRECTORS WORK FULL TIME AS EMPLOYEES AS WELL AS FULFILL THEIR BOARD ASSIGNMENT. ALL OFFICERS WORK FULL TIME IN THEIR EMPLOYEE CAPACITY. FULL TIME WORK MAY REQUIRE IN EXCESS OF THE TRADITIONAL 40 HOUR WEEK. GIVEN THE INTEGRATED NATURE OF OUR ORGANIZATION, EMPLOYEES MAY PROVIDE SUPPORT FOR VARIOUS KAISER PERMANENTE COMPANIES. THE AVERAGE HOURS PER WEEK REPORTED FOR THE FILING ORGANIZATION AND RELATED ORGANIZATIONS WAS ESTIMATED. 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