2024-11-13T12:14:11-06:00 2023-12-31 RSM US LLP 6 S PATTERSON BLVD DAYTON OH 45402 990 2023-01-01 464991603 CareSource Kentucky Co % JANET FERNANDES CARE 9372243300 PO Box 8738 Dayton OH 454018738 Lawrence Smart CFO 9372243300 2024-11-15 true true Karen O Crim P00368385 9372980201 2023 2024-10-15 13:58:12Z Michael Taylor Same as C above Dayton OH 45401 188297102 false X N/A X 2014 KY To Make a Lasting Difference in our members' lives by improving their health and well-being. CareSource Kentucky Co. is a nonprofit HMO licensed by the State of Kentucky. 3 0 0 0 0 0 0 0 232716749 185899673 723427 2397429 0 0 233440176 188297102 0 0 0 0 0 0 0 0 0 237898173 184767394 237898173 184767394 -4457997 3529708 65144241 63052991 39986643 34344699 25157598 28708292 X CARESOURCE KENTUCKY CO.'S MISSION IS TO MAKE A LASTING DIFFERENCE IN MEMBERS' LIVES BY IMPROVING THEIR HEALTH AND WELL-BEING. THE ORGANIZATION'S VISION IS TO TRANSFORM LIVES THROUGH INNOVATIVE HEALTH AND LIFE SERVICES. (CONTINUED ON SCHEDULE O) false false 161624577 185899673 CareSource Kentucky Co. ("CSKY") is a nonprofit organization established under the Commonwealth of Kentucky. CSKY was granted a Certificate of Authority by the Kentucky Department of Insurance ("KDOI"), allowing it to operate as a Health Maintenance Organization ("HMO"). On July 7, 2016, CSKY received a determination letter from the Internal Revenue Service, recognizing CSKY as an organization exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code, effective as of the date of CSKY's formation. CSKY is a member of the CareSource group of nonprofit tax-exempt organizations (the "CareSource Public Charities"). (Continued on Schedule O) 161624577 true false false true false false false false false false false false false false true true true 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 false true 9 0 true 0 false false false false false false false false false false false false X 3 0 false false true false true true true true true false false true true true true true true false false false X JANET FERNANDES 9372243300 PO BOX 8738 Dayton OH 454018738 Erhardt Preitauer Pres/CEO to 4/23 then Chr/Dir 8.0 52.0 X X 0 7982382 4047739 Richard Topping Secretary/Director (Eff 5/23) 8.0 52.0 X X 0 2429434 942437 Lawrence Smart CFO, Treasurer/Dir (Eff 5/23) 8.0 52.0 X X 0 2282374 712492 Scott Markovich Director (To 4/23) 8.0 52.0 X 0 2046512 861652 Jai Pillai Chief Operating Ofr (To 4/23) 8.0 52.0 X 0 1975288 15770 Stephanie Williams Dir (To 4/23) then Asst Treas 10.0 50.0 X X 0 874375 548452 Michael Taylor Dir (To 4/23), Pres (Eff 5/23) 30.0 30.0 X X 0 893712 392563 Daniel McCabe Former Chief Admin Officer 0.0 0.0 X 0 140542 0 William Coffin Jr Former VP Mkt Finance/Director 0.0 0.0 X 0 24304 0 0 18648923 7521105 0 true true false Express Scripts Inc 21653 Network Place CHICAGO IL 60673 PHARMACY Services 64031893 DentaQuest Group Inc 465 Medford Street CHARLESTOWN MA 02129 Medical Services 545911 2 0 STATE HEALTH INSURANCE EXCHANGE 524114 185890200 185890200 MEDICARE ADVANTAGE 524114 9473 9473 185899673 2397429 2397429 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 188297102 185899673 2397429 0 0 0 0 0 0 0 0 0 0 0 63046 2022 61024 0 174611 0 174611 0 18730 51 18679 0 0 8467 0 8467 0 6116841 198560 5918281 0 762377 431 761946 0 2875314 4255 2871059 0 0 0 530499 0 530499 0 73697 7416 66281 0 0 0 3538 0 3538 0 0 0 88374 0 88374 0 MEDICAL EXPENSES 107881836 107881836 0 0 PHARMACY EXPENSES 51386130 51386130 0 0 MGMT FEES CARESOURCE MGMT SVCS 11804847 2016339 9788508 0 HLTH INS PROVIDER & PCORI FEES 2118349 0 2118349 0 860738 127537 733201 184767394 161624577 23142817 0 X 0 0 26831546 30770500 0 0 4386998 6999664 0 0 0 0 0 0 0 0 13305 0 0 0 33912392 25282827 0 0 0 0 0 0 0 0 65144241 63052991 33251589 23870557 0 0 4830910 9437797 0 0 0 0 0 0 0 0 0 0 1904144 1036345 39986643 34344699 X 25157598 28708292 0 0 25157598 28708292 65144241 63052991 3529708 20986 X false true X true false X 0 0 0 0 0 0 236599250 254461958 313085570 232716749 185899673 1222763200 0 0 0 236599250 254461958 313085570 232716749 185899673 1222763200 0 0 0 1222763200 469073 87103 88751 723427 2397429 3765783 0 469073 87103 88751 723427 2397429 3765783 0 0 237068323 254549061 313174321 233440176 188297102 1226528983 0.99693 0.99872 0.00307 0.00128 X false false false false false false true 7379 false true 30081 37460 false Form 990, Schedule C, Part II-B, Line 1g Lobbyists are retained to provide updates and represent the Organization's interests with federal and state legislators who deal with legislation related to Government sponsored health care programs. Form 990, Schedule C, Part II-B, Line 1i $30,081 is the allocable portion of the Organization's dues paid to the Kentucky Association of Health Plans and America's Health Insurance Plans for lobbying and grassroots efforts conducted by the trade association on behalf of its members. 0 RELATED PARTY PAYABLE 1036345 1036345 X 188243725 20986 20986 188222739 74363 74363 188297102 184758915 184758915 8479 8479 184767394 FIN 48 (ASC 740) Footnote As outlined in CareSource's Audited Consolidated Financial Statements, which include the activity of CareSource Kentucky Co., the Company annually reviews its tax positions and has determined that there are no material uncertain tax positions that require recognition in the consolidated financial statements. Currently, tax years 2020-2022 are open for audit by the Internal Revenue Service. Form 990, Schedule D, Parts XI and XII The entity has separate audited financial statements prepared on a statutory ("STAT") basis in compliance with The National Association of Insurance Commissioners ("NAIC") requirements. The entity is also included in the consolidated audited financial statements of the member entity, CareSource, which are prepared on a GAAP basis. The 990 has been prepared consistent with the GAAP-basis financial statements. The amounts included on Schedule D, Part XI, Lines 2A & 4b and Part XII, Line 4b, are comprised of the STAT-to-GAAP adjustments. true true false false false false false false false Erhardt Preitauer Pres/CEO to 4/23 then Chr/Dir 0 1320200 0 6194161 0 468021 0 4027671 0 20068 0 12030121 0 3950998 Richard Topping Secretary/Director (Eff 5/23) 0 569753 0 1738540 0 121141 0 913781 0 28656 0 3371871 0 920889 Lawrence Smart CFO, Treasurer/Dir (Eff 5/23) 0 587567 0 1571834 0 122973 0 692889 0 19603 0 2994866 0 887402 Scott Markovich Director (To 4/23) 0 524810 0 1411293 0 110409 0 832617 0 29035 0 2908164 0 824021 Jai Pillai Chief Operating Ofr (To 4/23) 0 201797 0 1311318 0 462173 0 12209 0 3561 0 1991058 0 1021349 Stephanie Williams Dir (To 4/23) then Asst Treas 0 358045 0 441980 0 74350 0 537620 0 10832 0 1422827 0 438762 Michael Taylor Dir (To 4/23), Pres (Eff 5/23) 0 312442 0 512644 0 68626 0 373995 0 18568 0 1286275 0 388639 Daniel McCabe Former Chief Admin Officer 0 0 0 0 0 140542 0 0 0 0 0 140542 0 0 William Coffin Jr Former VP Mkt Finance/Director 0 0 0 0 0 24304 0 0 0 0 0 24304 0 0 Form 990, Schedule J, Part I, Question 3 CareSource Management Services LLC, a related entity, utilizes a compensation committee, independent compensation consultant, compensation survey or study, review of form 990 of other organizations, and approval by the board or compensation committee comprised solely of independent directors. Form 990, Schedule J, Part I, Line 4a Jai Pillai, Daniel McCabe, and William Coffin, Jr. received severance payments that are properly reported on Schedule J, Part II, Column B(iii). Form 990, Schedule J, Part I, Question 4b The following listed persons listed on Form 990, Part VII, Section A, participate in a supplemental nonqualified retirement plan of CSMS: Erhardt Preitauer, Richard Topping, Lawrence Smart, Scott Markovich, Stephanie Williams, and Michael Taylor. Amounts are accrued monthly for plan participants. The plans provide compensation to the participants after a vesting period, and the funds are available to the participants after they retire or resign from the organization. The plans provide for normal terms and conditions contained in a standard nonqualified retirement plan. The following listed persons listed on Form 990, Part VII, Section A, participate in a long-term incentive plan of CSMS: Erhardt Preitauer, Richard Topping, Lawrence Smart, Scott Markovich, Stephanie Williams, and Michael Taylor. The plan provides compensation to the participants based on annual and long-term goals. The long-term incentive plan will pay out if these goals, or a subset of these goals, are achieved over a three-year period. If a participant leaves their employment prior to this three-year performance period, they forfeit any amounts accrued under this plan. Employees must be employed on the date which the long-term incentive plan is paid, which in no event is later than March 15th. Exceptions to this general statement include death, disability, or a qualified retirement, which may result in prorated payment. Amounts paid or accrued in 2023 for both deferred compensation arrangements include the following: Erhardt Preitauer $1,820,312, Richard Topping $450,394, Lawrence Smart $450,852, Scott Markovich $409,557, Stephanie Williams $233,747, and Michael Taylor $204,703. Form 990, Schedule J, Part I, Question 6b The following persons listed on Form 990, Part VII, Section A, line 1a are or were employees of CSMS: Erhardt Preitauer, Richard Topping, Lawrence Smart, Scott Markovich, Jai Pillai, Stephanie Williams, and Michael Taylor. All of these listed persons are or were eligible for a performance bonus as part of their compensation packages. The amount of this Annual Incentive Plan ("AIP") bonus is based on the degree of achievement of the Companies' goals and the Individual's goals, which is ultimately documented in the year end performance management process. The performance management process documents the company goals and individual goals, the corresponding potential performance bonus, and the progress/outcomes. The performance bonus is based on the employee's calendar year regular earnings. Form 990, Schedule J, Part II All compensation amounts reported on Schedule J, Part II for all listed persons are paid by CSMS. Form 990, Part III, Question 1 (Continued) CARESOURCE KENTUCKY CO. IS A HEALTH MAINTENANCE ORGANIZATION LICENSED BY THE STATE OF KENTUCKY AND SERVES MEMBERS THROUGH MARKETPLACE PLANS. Form 990, Part III, Question 4a (Continued) The sole member of the CareSource Public Charities is CareSource, an Ohio nonprofit corporation that is tax-exempt under section 501(c)(3) of the Internal Revenue Code of 1986 (the "Code"). The CareSource Public Charities' primary activity for the last three decades has been to provide nonprofit Medicaid, Medicare, and Marketplace health maintenance organization ("HMO") services. As a mission-driven organization, CSKY follows the guidance of the CareSource Public Charities and is focused on transforming health care with innovative programs that address the social determinants of health, health equity, prevention and access to care. CSKY is accredited through the National Committee for Quality Assurance ("NCQA") for its Qualified Health Plan ("QHP"). Accreditation is the most comprehensive evaluation in the industry and the only assessment that bases results on clinical performance and consumer experience. CSKY Marketplace plans are available in 100 counties in Kentucky. The Marketplace-qualified dental, vision and fitness plans cover more than the essential health benefits. They offer adult dental through DentaQuest, adult vision through EyeMed, and a Fitness Benefits program. There are no lifetime maximums for most benefits, no medical review for enrollment, and CSKY covers an extensive list of prescription drugs. Members enrolled in our Kentucky Marketplace plans have access to the following services: (1) $0 copay telehealth office visits via Teladoc with 24/7 access to U.S.-licensed physicians, (2) Ambulatory patient services (outpatient care), (3) Emergency services, (4) Hospitalization, (5) Pregnancy, maternity and newborn care (both before and after birth), (6) Breastfeeding coverage, (7) Mental health and substance use disorder services, including behavioral health treatment (this includes counseling and psychotherapy), (8) Prescription drugs, (9) Rehabilitative and habilitative services and devices, (10) Laboratory services, (11) Preventive and wellness services and chronic disease management, (12) Pediatric services, including dental and vision care, and (13) Birth control coverage. CSKY focuses on prevention with a goal of improving Member health, the quality of health care services received, and accessibility of health care services for its Members. This is done through an innovative health and wellness methodology. CSKY has built a high-performing provider network to operate as an HMO. This provider network relies heavily upon Federally Qualified Health Centers ("FQHCs"). FQHCs are generally health care providers that have been recognized by the federal government as providing care to populations that have limited access to medical treatment due to conditions such as poverty and geographic location. CSKY's Qualified Health Plan on the Health Insurance Marketplace primarily serves low-income individuals and was designed for those low-income adults who are recently uninsured or have never been insured. The plan is affordable, with a majority of Members qualifying for subsidies to lower their monthly premiums or out-of-pocket costs. Members have the choice of buying plans with only the essential health benefits, or ones that also include adult dental, vision, and fitness supplemental benefits. Members can receive assistance through CSKY's many programs designed to remove barriers to health and well-being, and in addition, case management services are available to all Members who are at risk for substance use disorder. CSKY can, therefore, further its mission as a means of improving the health and well-being of Kentucky's low-income populations. Part 990, Part VI, Section A, Question 4 The amended bylaws included the following changes: (1) Updated the number of board members from three to a total of three to nine members (2) Added a section titled "General Powers" that outlines that the board has power to manage the Corporation except as otherwise reserved to the sole member (3) Added that the Corporation's sole member has the power to elect, remove and fill any vacancy on the board and that the Chief Executive Officer of the sole member shall be a Director with voting rights (4) Added that directors shall possess certain qualifications that are adopted by the Corporation's sole member (5) Updated the terms of directors to one year coinciding with the calendar year (6) Simplified who can call a meeting and removed telegram as a means of communication (7) Simplified the wording about what constitutes a quorum (8) Simplified the requirements for receipt of electronic communication (9) Added Article II, Section 6 named "Presumed Assent" to clarify that a director present at a meeting is presumed to have assented to the action taken unless his/her contrary vote is recorded (10) Added Article II, Section 7 named "Conduct of Meetings" establishing the chair of the committee sets the order of business for meetings (11) Clarified that the officers of the Corporation are to be appointed by the board at the annual meeting, with the exception of the Chair, who shall be designated by office, and members may be removed by the Chair (12) Added that the Chair of the Corporation will preside at all meetings and perform all necessary duties expected of presiding officers and established that the CEO of the sole member shall serve as chair for as long as he/she holds the position (13) Added that the President will manage all affairs of the business and perform all duties that are required of him/her (14) Added Article III, Section 4 named "Treasurer" outlining duties the treasurer is responsible for such as receiving money due to the Corporation and that the officer may be responsible for additional duties assigned by the President (15) Added Article III, Section 5 named "Secretary" indicating duties expected of the officer such as keeping minutes of meetings and that additional responsibilities may be assigned by the President (16) Added Article III, Section 6 named "Assistant Officers" indicating that the board may appoint assistant officers when deemed necessary (17) Added "Article IV - Committees" establishing that the Audit Committee, Risk Committee and Compensation Committee of the sole member have full authority to act on behalf of the Corporation with duties, responsibilities, and membership to be defined by each committee's charter (18) Simplified terms related to indemnification adding that a director is an authorized party of the Corporation and that funds can be paid to an employee with the stipulation they must be repaid if certain legal conditions are not met (19) Simplified the wording about conflicts of interest by removing part of the passage (20) Simplified the wording that changes may be made by the board. Form 990, Part VI, Section A, Question 6 CareSource is the sole member of CareSource Kentucky Co. CareSource is recognized as exempt from federal income taxation under Internal Revenue Code ("IRC") Section 501(c)(3). Form 990, Part VI, Section A, Question 7a CareSource, the sole member of CareSource Kentucky Co., has the authority to appoint CareSource Kentucky Co.'s board. Form 990, Part VI, Section A, Question 7b The Audit Committee, Risk Committee, and Compensation Committee of CareSource, the sole member of CareSource Kentucky Co., have full authority as committees to act on behalf of CareSource Kentucky Co. to the extent permitted by applicable law. Each Committee's duties, responsibilities, and membership shall be defined by the respective Committee's charter. Form 990, Part VI, Section B, Question 11B The Form 990 was provided to each voting member of the filing organization's governing body for review prior to filing. Additionally, the Form 990 was reviewed by CareSource's Audit Committee, VP Treasury, Internal Tax Department, and Internal General Counsel as well as an external CPA firm and legal counsel. Form 990, Part VI, Section B, Question 12C Annually, each director, principal officer, and member of a committee with board-delegated powers ("interested person") shall confirm that they have received a copy of the CareSource Conflicts of Interest policy and have read, understood, and agree to comply with the policy. Interested Persons have an obligation to immediately report any Conflicts of Interest (including any relationships, positions, or circumstances that could contribute to a Conflict of Interest). All relevant information reported through the Conflict-of-Interest Policy will be sent to the Chairman of the Board for review. If the Interested Person with the Conflict of Interest is the Chairman of the Board, then the required disclosure must be provided to the Chief Legal Officer of CareSource. If it is not entirely clear whether a Conflict of Interest exists, then the person with the potential conflict must disclose the circumstances to CareSource's Chief Legal Officer. The Chief Legal Officer will consult with the Corporation's Corporate Compliance Officer or the Chairman of the Board to determine whether there exists a Conflict of Interest that is subject to this policy. Before Board action or other action by the organization on a Transaction that involves a Conflict of Interest, an Interested Person who knows he or she has a Conflict of Interest must have disclosed to the Board all facts material to the Conflict of Interest. The Chairman of the Board may postpone Board or other corporate action on a Transaction until the Interested Person provides written information relating to the Conflict of Interest. An Interested Person who knows he or she has a Conflict of Interest must not participate in the Board's discussion of the Transaction except to disclose material facts and respond to questions. The Interested Person must not attempt to influence the Board's action on the Transaction, either at or outside the meeting. Prior to voting, the Board must be given an opportunity to discuss the Transaction without the person who has the Conflict of Interest being present. A Transaction involving a Conflict of Interest may be approved by the Board if the material facts as to the Transaction and the Conflict of Interest are fully disclosed or known to the Board and the Board in good faith determines after reasonable investigation that (a) the Board is aware of all material facts concerning the Transaction and the Interested person's interest in the Transaction; (b) the organization is entering into the Transaction for its own benefit; (c) the Transaction is fair and reasonable as to the organization; and (d) the organization could not have obtained a more advantageous arrangement with reasonable effort under the circumstances. The Person with the Conflict of Interest must not vote on the Transaction and must not be present in the room when the vote is taken. Form 990, Part VI, Section C, Question 19 The company's Form 1023 is available for public inspection upon request, and Form 990 is available for public inspection upon request in accordance with IRC Section 6104(d). The company's Form 990 is also available on the U.S. nonprofit database website at www.guidestar.org. The Company's statutory financial statements are available on the SNL Financial LC website at www.snl.com for a nominal fee. The company's articles of incorporation are available on the Kentucky Secretary of State's website at www.sos.ky.gov. CareSource PO Box 8738 Dayton OH 454018738 311703368 SUPPORTING OH 501(c)(3) 509(a)(3)II NA false CareSource Indiana Inc PO Box 8738 Dayton OH 454018738 320121856 HMO Ins Plan IN 501(c)(3) 509(a)(2) CareSource false CareSource Georgia Co PO Box 8738 Dayton OH 454018738 472408339 HMO Ins Plan GA 501(c)(3) 509(a)(2) CareSource false CareSource West Virginia Co PO Box 8738 Dayton OH 454018738 473028244 HMO Ins Plan WV 501(c)(3) 509(a)(2) CareSource false CareSource Life Services Co PO Box 8738 Dayton OH 454018738 811602217 No Activity OH 501(c)(3) 509(a)(2) CareSource false CareSource Ohio Inc PO Box 8738 Dayton OH 454018738 311143265 HIC Ins Plan OH 501(c)(3) 509(A)(2) CareSource false The CareSource Foundation PO Box 8738 Dayton OH 454018738 562582561 Grantmaking OH 501(c)(3) 509(A)(3)II CareSource false CareSource Diversity & Social Impact Inv 50 East 91st Street Suite 213 Indianapolis IN 462401555 871811106 Investing DE NA N/A CareSource Midwest Fund LLC 415 12th Ave SE Cedar Rapids IA 524012449 883585337 Investing DE NA N/A ImagineCare Holdings LLC PO Box 8738 Dayton OH 454018738 932340017 Holding Co DE NA N/A HAP Empowered Holding LLC PO Box 8738 Dayton OH 454018738 923877012 Holding Co DE NA N/A CareSource Bayou Holding LLC PO Box 8738 Dayton OH 454018738 883042610 Holding Co DE NA N/A CareSource Virginia Co PO Box 8738 Dayton OH 454018738 811727271 No Activity VA NA C Corp CareSource Arkansas Health Plan Co PO Box 8738 Dayton OH 454018738 844476729 COA Insurance AR NA C Corp Kids' CareAlliance Co PO Box 8738 Dayton OH 454018738 854022039 No Activity OH NA C Corp CareSource Oklahoma Health Plan Co PO Box 8738 Dayton OH 454018738 854038326 HMO Ins Plan OK NA C Corp CareSource Kansas LLC PO Box 8738 Dayton OH 454018738 873411276 HMO Ins Plan KS NA C Corp CareSource PASSE LLC PO Box 8738 Dayton OH 454018738 863112470 RBPO Ins Plan AR NA C Corp Columbus Organization Holdings LLC PO Box 8738 Dayton OH 454018738 814132952 Holding Co DE NA C Corp Healthedge-Columbus Holdings LLC PO Box 8738 Dayton OH 454018738 814132842 Holding Co DE NA C Corp CareSource Tennessee Co PO Box 8738 Dayton OH 454018738 874254502 COA Insurance TN NA C Corp Columbus Medical Services Inc PO Box 8738 Dayton OH 454018738 300975112 No Activity MD NA C Corp CareSource North Carolina Co PO Box 8738 Dayton OH 454018738 873079479 HMO Ins Plan NC NA C Corp CareSource Iowa Co PO Box 8738 Dayton OH 454018738 881429834 HMO Ins Plan IA NA C Corp CareSource Florida Co PO Box 8738 Dayton OH 454018738 883601120 HMO Ins Plan FL NA C Corp CareSource Bayou Health LLC PO Box 8738 Dayton OH 454018738 883401520 HMO Ins Plan TX NA C Corp CareSource Military & Veterans Co PO Box 8738 Dayton OH 454018738 932552094 Tricare CPD OH NA C Corp GCRE Protected Cell No 3 - CS LLC PO Box 8738 Dayton OH 454018738 933077861 Captive Ins MT NA C Corp HAP CareSource New Center One Ste 110 3031 W Grand Detroit MI 482023033 383123777 HMO Ins Plan MI NA C Corp CareSource Reinsurance II LLC PO Box 8738 Dayton OH 454018738 872901879 Captive Ins MT NA C Corp false false false false false false false false false false false true true false true false false false PART III, RELATED ORGANIZATIONS TAXABLE AS A PARTNERSHIP - ADDITIONAL INFO 1) IMAGINECARE HOLDINGS LLC (EIN: 93-2340017) WAS INCORPORATED 07/12/2023 2) HAP EMPOWERED HOLDING LLC (EIN: 92-3877012) WAS INCORPORATED 04/19/2023 PART IV, RELATED ORGANIZATIONS TAXABLE AS A CORP - ADDITIONAL INFORMATION 1) CARESOURCE MILITARY & VETERANS CO (EIN: 93-2552094) WAS INCORPORATED 07/21/2023 2) GCRE PROTECTED CELL NO. 3 - CS LLC (EIN: 93-3077861) WAS INCORPORATED 08/22/2023