2024-11-14T08:52:48-06:00 2023-12-31 991856619 GRANT THORNTON ADVISORS LLC 53 STATE STREET SUITE 1600 BOSTON MA 02109 990 2023-01-01 050296998 DELTA DENTAL OF RHODE ISLAND DELT 4017526000 10 CHARLES STREET PROVIDENCE RI 02904 RICHARD A FRITZ SR VP FINANCE & CFO 4017526000 2024-11-14 1 1 ERIN COUTURE P01390592 6177327900 2023 2024-10-15 13:58:12Z JOSEPH R PERRONI 10 CHARLES STREET PROVIDENCE RI 02904 66777235 0 X WWW.DELTADENTALRI.COM X 1959 RI TO PROVIDE COST EFFECTIVE GROUP DENTAL INSURANCE TO THE RHODE ISLAND BUSINESS COMMUNITIES. 16 15 50 16 13653 7627 0 0 60116299 64330960 6013606 2189591 65102 97491 66195007 66618042 417572 2656723 40904954 44518446 11204103 11222888 0 0 0 7474952 7274726 60001581 65672783 6193426 945259 125388328 131064002 15352882 15487102 110035446 115576900 OUR MISSION IS TO DELIVER IMPECCABLE SERVICE, QUALITY AND INNOVATION THAT EXCEEDS EXPECTATIONS. AS EXPERTS IN ORAL HEALTH CARE, WE ARE COMMITTED TO ACCESSIBLE, AFFORDABLE CARE THAT DRIVES IMPROVED HEALTH OUTCOMES. 0 0 47141369 0 62429231 DENTAL BENEFITS FOR 407,393 MEMBERS UNDER 204,492 CONTRACTS. THE COMPANY OFFERS A BROAD RANGE OF PREPAID DENTAL CARE COVERAGE OPTIONS AND ADMINISTRATIVE SERVICES TO ORGANIZATIONS PROVIDING SUCH BENEFITS TO THEIR EMPLOYEES ON A CONTRIBUTORY OR A NONCONTRIBUTORY BASIS. 8271378 2656723 0 AT DELTA DENTAL, WE HAVE A LONG-STANDING TRADITION OF HELPING OUR STATE'S MOST VULNERABLE CITIZENS. IN 2005, WE ESTABLISHED THE DELTA DENTAL OF RHODE ISLAND FUND, FORMALIZING OUR COMMITMENT TO DENTAL HEALTH INITIATIVES IN OUR COMMUNITY. AS A VESTED COMMUNITY PARTNER, WE LEVERAGE THE DELTA DENTAL OF RHODE ISLAND FUND, AS WELL AS OUR ROBUST EMPLOYEE VOLUNTEER PROGRAM, AND MATCHING GIFT PROGRAM TO SUPPORT CRITICAL ORAL HEALTH NEEDS ACROSS THE STATE. GRANTS ARE AWARDED TO QUALIFYING CHARITABLE ORGANIZATIONS FOR PROGRAMS OR CAPITAL EXPENDITURES THAT INCREASE ACCESS TO DENTAL CARE FOR AT-RISK, VULNERABLE RHODE ISLANDERS. 0 0 1901729 THE COMPANY PARTICIPATED, PURSUANT TO RISK SHARING AGREEMENTS, IN THREE SEPARATE JOINT VENTURES WITH OTHER DELTA DENTAL MEMBER COMPANIES. PROJECTED LOSSES ARE RECOGNIZED IN THE PERIOD THEY BECOME PROBABLE. CHANGES IN ACCRUED LOSS ESTIMATES ARE REFLECTED IN CURRENT PERIOD OPERATIONS. 55412747 0 0 0 0 0 0 0 0 0 1 1 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 1 159 0 1 50 1 1 1 0 0 0 0 0 0 0 X 16 15 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X DUANE EASTER 4017526267 10 CHARLES STREET PROVIDENCE RI 02904 JOHN T RUGGIERI CHAIR 1.00 1.00 X X 19950 0 0 JAMES V ROSATI VICE CHAIR 1.00 1.00 X X 15000 0 0 MARC A PAULHUS DIRECTOR 1.00 1.00 X 14400 0 0 STEVEN ISSA DIRECTOR 1.00 1.00 X 13800 0 0 EDWIN J SANTOS DIRECTOR 1.00 1.00 X 12600 0 0 COLIN P KANE DIRECTOR 1.00 1.00 X 12000 0 0 JONATHAN W HALL DIRECTOR 1.00 1.00 X 11400 0 0 JUNIOR JABBIE DIRECTOR 1.00 1.00 X 10800 0 0 HEATHER A PROVINO DIRECTOR 1.00 1.00 X 10800 0 0 ELIZABETH CATUCCI DIRECTOR 1.00 1.00 X 10200 0 0 PETE HAYES DIRECTOR 1.00 1.00 X 9900 0 0 MARK SHAW DIRECTOR 1.00 1.00 X 9600 0 0 DR THOMAS ENRIGHT DIRECTOR 1.00 1.00 X 9000 0 0 CHRISTINE GADBOIS DIRECTOR 1.00 1.00 X 9000 0 0 FRANCIS J FLYNN DIRECTOR 1.00 1.00 X 7050 0 0 MICHAEL F SABITONI DIRECTOR (AS OF 04/23) 1.00 1.00 X 3000 0 0 JOSEPH R PERRONI PRESIDENT & CEO 40.00 1.00 X 809177 0 70181 RICHARD A FRITZ SR VP FINANCE & CFO 40.00 1.00 X 496121 0 64551 GEORGE J BEDARD CONTROLLER (THRU 12/23) 40.00 1.00 X 171122 0 41410 MELISSA GENNARI AVP & DIRECTOR COMPLIANCE 40.00 1.00 X 170380 0 18766 WILLIAM LANDRY SECRETARY 1.00 1.00 X 0 0 0 THOMAS D CHASE COO 40.00 0.00 X 507336 0 65216 WENDY DUNCAN VP MARKETING & EXTERNAL AF 40.00 1.00 X 239906 0 14491 ELIZABETH WALSH SR DIRECTOR HUMAN RESOURCES 40.00 0.00 X 148839 0 42777 JAMES KINNEY VP SALES AND BUSINESS RELATIONS 40.00 0.00 X 335647 0 61658 ELLEN M HENDRIX VP UNDERWRITING 40.00 0.00 X 282781 0 54382 ANGELO PEZZULLO SR ADV SALES & BUSINESS RELATIONS 40.00 0.00 X 206031 0 49498 DUANE S EASTER DIRECTOR OF FINANCE 40.00 0.00 X 177310 0 44431 JOSEPH NAGLE FORMER PRESIDENT & CEO (THRU 06/19) 40.00 0.00 X 123562 0 0 3846712 0 527361 12 1 1 0 EDGEWATER FULLSCOPE INC PO BOX 845183 BOSTON MA 02284 IT-PRODUCT DEVELOPMENT 892383 SKYGEN USA W140 N8981 LILLY ROAD MENOMONEE FALLS WI 53051 IT-PRODUCT DEVELOPMENT 748786 8 WEST CONSULTING BUILDING 1 UTC CURRAHEEN ROAD CORK EI T12 AY18 IT-PRODUCT CONSULTING SERVICES 552458 CLARITY 2801 LAKESIDE DRIVE BANNOCKBURN IL 60015 PRINT AND MAIL 502935 DUFFY & SHANLEY INC 10 CHARLES STREET PROVIDENCE RI 02903 MARKETING, PUBLIC RELATIONS 431341 12 RISK PREMIUMS 524114 62429231 62429231 OTHER STATE RISK PREMIUMS 524114 1901729 1901729 64330960 2082831 2082831 265953 159193 106760 106760 106760 INCOME FROM SUBSIDIARIES 900099 50175 13653 36522 OTHER INCOME 900099 47316 47316 97491 66618042 64330960 13653 2273429 2656723 2656723 44518446 44518446 2847158 879359 1967799 6459746 4417792 2041954 545632 257283 288349 650997 40570 610427 719355 328337 391018 240741 240741 401235 401235 63000 63000 456034 456034 1068503 -478522 1547025 579870 579870 539251 334635 204616 966136 602130 364006 124980 3179 121801 2200 2200 204086 204086 288806 288806 EQUIPMENT RENTAL & MAIN 1766114 1766114 BOARD & ASSOCIATION FEE 447384 3204 444180 LICENSE & FEES 34259 34259 92127 20497 71630 65672783 55412747 10260036 0 249 250 2862532 1378445 4656217 6816009 5281921 4183319 19498076 13778602 1653802 5719474 83578465 86145151 26952259 26370534 0 0 402883 450820 125388328 131064002 11582763 11495636 0 0 3770119 3991466 15352882 15487102 X 0 0 0 0 110035446 115576900 110035446 115576900 125388328 131064002 945259 4596195 0 X 0 1 X 1 0 3193642 3060940 132702 7670706 7356351 314355 8633728 3361311 5272417 5719474 SUBSIDIARIES 19465026 C INVESTMENT - OTHER 6905508 F 26370534 UNEARNED SUBSCRIPTIONS 1781468 ACCRUED FOR DENTAL CLAIMS EXPENSE 1453000 ADVANCED DEPOSITS 468546 ACCRUED FOR CLAIMS HANDLING EXP 266602 ACCRUED FOR VISION CLAIMS EXPENSE 21850 3991466 X PART X, LINE 2: ASC 740 DELTA DENTAL OF RHODE ISLAND IS A NOT-FOR-PROFIT CORPORATION PURSUANT TO SECTION 501(C)(4) OF THE INTERNAL REVENUE CODE (IRC) AND IS GENERALLY EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME UNDER SECTION 501(A) OF THE IRC. ACCORDINGLY, NO PROVISION FOR INCOME TAXES RELATIVE TO DELTA DENTAL OF RHODE ISLAND HAS BEEN MADE IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS. THE COMPANY EVALUATES ITS UNCERTAIN TAX POSITIONS WITH A TWO-STEP PROCESS IN ACCORDANCE WITH GAAP. FIRST, THE COMPANY DETERMINES WHETHER IT IS MORE LIKELY THAN NOT THAT AN UNCERTAIN TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BASED ON THE TECHNICAL MERITS OF THE POSITION. SECOND, AN UNCERTAIN TAX POSITION THAT MEETS THE MORE LIKELY THAN NOT THRESHOLD IS MEASURED TO DETERMINE THE AMOUNT OF BENEFIT TO RECOGNIZE IN THE FINANCIAL STATEMENTS. THE POSITION IS MEASURED AT THE LARGEST AMOUNT OF BENEFIT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED UPON ULTIMATE SETTLEMENT. UNCERTAIN TAX POSITIONS THAT PREVIOUSLY FAILED TO MEET THE MORE LIKELY THAN NOT RECOGNITION THRESHOLD ARE RECOGNIZED IN THE FIRST SUBSEQUENT REPORTING PERIOD IN WHICH THE THRESHOLD IS MET. PREVIOUSLY RECOGNIZED UNCERTAIN TAX POSITIONS THAT NO LONGER MEET THE MORE LIKELY THAN NOT RECOGNITION THRESHOLD ARE DERECOGNIZED IN THE FIRST SUBSEQUENT REPORTING PERIOD IN WHICH THE THRESHOLD IS NO LONGER MET. SHOULD INTEREST OR PENALTIES BE ASSESSED, SUCH EXPENSES WOULD BE REFLECTED IN SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. AS OF DECEMBER 31, 2023 AND 2022, THE COMPANY HAD NO UNCERTAIN TAX POSITIONS. 1 RHODE ISLAND FOUNDATION ONE UNION STATION PROVIDENCE RI 02914 222604963 501 (C ) (3) 2010000 0 PROGRAM SUPPORT UNITED WAY OF RI 50 VALLEY STREET PROVIDENCE RI 02909 050276059 501 (C ) (3) 95606 0 PROGRAM SUPPORT MAKE A WISH FOUNDATION OF MA & RI 133 FEDERAL STREET 2ND FLOOR BOSTON MD 02110 222867371 501 (C ) (3) 81175 0 PROGRAM SUPPORT STEPS 135 PRAIRIE AVE PROVIDENCE RI 02905 222485332 501 (C ) (3) 43389 0 PROGRAM SUPPORT GREATER PROVIDENCE CHAMBER OF COMMERCE 30 EXCHANGE TER PROVIDENCE RI 02903 050203250 501 (C ) (6) 33800 0 PROGRAM SUPPORT RI COMMUNITY FOOD BANK 200 NIANTIC AVE PROVIDENCE RI 02907 050395601 501 (C ) (3) 26720 0 PROGRAM SUPPORT CROSSROAD RHODE ISLAND 160 BROAD STREET PROVIDENCE RI 02903 050259094 501 (C ) (6) 26500 0 PROGRAM SUPPORT RI HOSPITAL FOUNDATION 167 POINT STREET PROVIDENCE RI 02903 050468736 501 (C ) (3) 19500 0 PROGRAM SUPPORT ST PATRICK ACADEMY 244 SMITH STREET PROVIDENCE RI 02908 050348697 501 (C ) (3) 17950 0 PROGRAM SUPPORT THUNDERMIST HEALTH CENTER 171 SERVICE AVENUE BLDG 1 WARWICK RI 02886 050355097 501 (C ) (3) 17000 0 PROGRAM SUPPORT BRYANT UNIVERSITY 1150 DOUGLAS PIKEL BOX 40 SMITHFIELD RI 02917 050258810 501 (C ) (3) 13500 0 PROGRAM SUPPORT PROVIDENCE COLLEGE 1 CUNNINGHAM SQ PROVIDENCE RI 02918 050258932 501 (C ) (3) 13500 0 PROGRAM SUPPORT RHODE ISLAND FREE CLINIC 655 BROAD STREET PROVIDENCE RI 02907 050501276 501 (C ) (3) 12118 0 PROGRAM SUPPORT AMOS HOUSE 415 FRIENDSHIP STREET PROVIDENCE RI 02907 050387218 501 (C ) (3) 11100 0 PROGRAM SUPPORT FIRSTWORKS 235 PROMENADE STREET SUITE 130 PROVIDENCE RI 02908 222597014 501 (C ) (3) 10000 0 PROGRAM SUPPORT SALVE REGINA UNIVERSITY 100 OCHRE POINT AVE NEWPORT RI 02840 050259080 501 (C ) (3) 10000 0 PROGRAM SUPPORT JUNIOR ACHIEVEMENT 57 GREENE STREET WARWICK RI 02886 050263443 501 (C ) (3) 9500 0 PROGRAM SUPPORT MCAULEY MINISTRIES 622 ELMWOOD AVE PROVIDENCE RI 02907 050440470 501 (C ) (3) 7700 0 PROGRAM SUPPORT JEFFREY OSBORNE CELEBRITY CLASSIC PO BOX 27815 PROVIDENCE RI 02907 050510492 501 (C ) (3) 7500 0 PROGRAM SUPPORT MIRIAM HOSPITAL FOUNDATION DEVELOPMENT OFFICE PO BOX H PROVIDENCE RI 02901 050377502 501 (C ) (3) 7500 0 PROGRAM SUPPORT RHODE ISLAND BUSINESS GROUP HEALTH 951 NORTH MAIN ST PROVIDENCE RI 02904 204545288 501 (C ) (3) 7500 0 PROGRAM SUPPORT SAN MIGUEL SCHOOL 525 BRANCH AVENUE PROVIDENCE RI 02904 223232973 501 (C ) (3) 7500 0 PROGRAM SUPPORT SPECIAL OLYMPICS RHODE ISLAND 370 GEORGE WASHINGTON HIGHWAY SMITHFIELD RI 02917 050377867 501 (C ) (3) 7400 0 PROGRAM SUPPORT CHILDREN'S FRIEND & SERVICE 153 SUMMER STREET PROVIDENCE RI 02903 050258819 501 (C ) (3) 6840 0 PROGRAM SUPPORT OCEAN STATE JOB LOT CHARITABLE 375 COMMERCE PARK RD N KINGSTOWN RI 02852 200959438 501 (C ) (3) 6000 0 PROGRAM SUPPORT FAMILY SERVICE OF RI 55 HOPE STREET PROVIDENCE RI 02903 050258858 501 (C ) (3) 5853 0 PROGRAM SUPPORT TOMORROW FUND 593 EDDY STREET PROVIDENCE RI 02903 050450569 501 (C ) (3) 5200 0 PROGRAM SUPPORT 26 1 PART I, LINE 2: THE COMPANY DOES NOT ISSUE SPECIFIC GRANTS, HOWEVER, AS PART OF THE CORPORATE RESPONSIBILITY PROGRAM, DELTA DENTAL OF RHODE ISLAND SUPPORTS LOCAL CHARITABLE ORGANIZATIONS. X X 1 1 X X X X X 0 1 0 0 0 0 0 0 0 JOSEPH R PERRONI PRESIDENT & CEO 608509 0 189852 0 10816 0 42222 0 27959 0 879358 0 0 0 THOMAS D CHASE COO 420506 0 80890 0 5940 0 41825 0 23391 0 572552 0 0 0 RICHARD A FRITZ SR VP FINANCE & CFO 406367 0 78358 0 11396 0 41364 0 23187 0 560672 0 0 0 JAMES KINNEY VP SALES AND BUSINESS RELATIONS 263819 0 64444 0 7384 0 37974 0 23684 0 397305 0 0 0 ELLEN M HENDRIX VP UNDERWRITING 234348 0 46153 0 2280 0 32697 0 21685 0 337163 0 0 0 ANGELO PEZZULLO SR ADV SALES & BUSINESS RELATIONS 177827 0 17238 0 10966 0 23896 0 25602 0 255529 0 0 0 WENDY DUNCAN VP MARKETING & EXTERNAL AF 68069 0 171377 0 460 0 14364 0 127 0 254397 0 0 0 DUANE S EASTER DIRECTOR OF FINANCE 158388 0 17429 0 1493 0 20170 0 24261 0 221741 0 0 0 GEORGE J BEDARD CONTROLLER (THRU 12/23) 154170 0 12731 0 4221 0 19020 0 22390 0 212532 0 0 0 ELIZABETH WALSH SR DIRECTOR HUMAN RESOURCES 136616 0 11544 0 679 0 17337 0 25440 0 191616 0 0 0 MELISSA GENNARI AVP & DIRECTOR COMPLIANCE 155387 0 13642 0 1351 0 17877 0 889 0 189146 0 0 0 JOSEPH NAGLE FORMER PRESIDENT & CEO (THRU 06/19) 0 0 0 0 123562 0 0 0 0 0 123562 0 0 0 PART I, LINE 1A GROSS-UP PAYMENTS THE PRESIDENT'S EMPLOYMENT AGREEMENT CONTAINS PROVISIONS FOR HIM TO RECEIVE PAYMENTS SO THAT HE CAN PERSONALLY PROCURE CERTAIN FRINGE BENEFITS SUCH AS LIFE INSURANCE AND LONG TERM DISABILITY POLICIES THAT ARE OTHERWISE AVAILABLE TO ALL OTHER EMPLOYEES. THIS ADDITIONAL INCOME IS GROSSED UP TO ACCOUNT FOR THE TAX IMPACT OF THESE PAYMENTS AND THE GROSS-UP IS INCLUDED IN REPORTABLE COMPENSATION ON SCHEDULE J PART II COLUMN (B)(III). HEALTH OR SOCIAL CLUB DUES THE PRESIDENT IS A MEMBER OF A LOCAL BUSINESS CLUB. REIMBURSEMENT FOR USE OF THIS IS EXCLUSIVELY FOR OFFSITE EMPLOYEE MEETINGS AS WELL AS BUSINESS RELATED MEETINGS WITH INDIVIDUALS OUTSIDE THE COMPANY. THE COMPANY MAINTAINS STRICT POLICIES REGARDING SUBSTANTIATION AND DOCUMENTATION FOR ALL BUSINESS RELATED EXPENSES INCURRED. THIS BENEFIT IS NOT REPORTED AS TAXABLE COMPENSATION. PART I, LINE 4B DURING THE 2023 CALENDAR YEAR, DELTA DENTAL OF RHODE ISLAND MAINTAINED A SUPPLEMENTAL NON-QUALIFIED DEFERRED COMPENSATION PLAN FOR JOSEPH R. PERRONI, THOMAS D. CHASE, RICHARD A. FRITZ, WENDY DUNCAN, AND JOSEPH NAGLE. DURING 2023 JOSEPH NAGLE RECEIVED A $123,562 DISTRIBUTION FROM THE PLAN. BLISH & CAVANAGH LANDRY - SECRETARY 163928 LEGAL SERVICES 0 EAST BAY DENTAL ASSO INC ENRIGHT - BOARD MEMBER 588921 DENTAL SERVICES 0 SCHEDULE L PART IV BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONSTHE ORGANIZATION ENGAGES IN TRANSACTIONS WITH DENTAL PRACTICES WITH WHOM THE BOARD MEMBER IDENTIFIED ON SCHEDULE L, PART IV, LINE (2) HAS A CONTROLLING INTEREST. THE TRANSACTION IS ENTERED INTO IN THE ORDINARY COURSE OF BUSINESS AND AT FAIR MARKET VALUE. THE TRANSACTION WITH THIS ENTITY IS SUBJECT TO THE SAME PROCEDURES AND REVIEW AS ALL DENTAL PRACTICES.THE ORGANIZATION RECEIVED LEGAL SERVICES FROM THE LAW FIRM, BLISH & CAVANAGH, WITH WHOM THE SECRETARY, IDENTIFIED ON SCHEDULE L, PART IV, LINE (1), HAS A CONTROLLING INTEREST. THIS TRANSACTION IS ENTERED INTO IN THE ORDINARY COURSE OF BUSINESS AND AT FAIR MARKET VALUE. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OF THE ORGANIZATION THE ORGANIZATION HAS 76 CORPORATE MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A MEMBERS THAT MAY ELECT THE GOVERNING BODY THE CORPORATE MEMBERS MEET ANNUALLY TO APPROVE ANY BY-LAW CHANGES AND TO ELECT INDIVIDUALS TO THE 16 MEMBER BOARD OF DIRECTORS WHICH IS THE ORGANIZATION'S GOVERNING BODY. ALL 16 MEMBERS OF THE BOARD OF DIRECTORS ALSO SERVE AS REPRESENTATIVES OF THE CORPORATE MEMBERS. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS OF THE GOVERNING BODY SUBJECT TO APPROVAL BY MEMBERS THE MEMBERS OF THE CORPORATION, AT THE ANNUAL MEETING, SHALL ELECT DIRECTORS OF THE CORPORATION THAT HAVE BEEN PROPOSED BY THE BOARD OF DIRECTORS AND SHALL APPROVE AMENDMENTS OR ALTERATIONS OF THE BY-LAWS PROPOSED BY THE BOARD OF DIRECTORS FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW PROCESS THE ANNUAL FORM 990 IS PREPARED BY GRANT THORNTON ADVISORS LLC, THE COMPANY'S TAX ADVISOR USING INFORMATION PROVIDED BY DELTA DENTAL OF RHODE ISLAND. AFTER PREPARATION AND REVIEW OF THE RETURN BY GRANT THORNTON ADVISORS, THE DRAFT IS REVIEWED BY DELTA DENTAL'S FINANCE DEPARTMENT AND MANAGEMENT, INCLUDING THE CONTROLLER, THE DIRECTOR OF FINANCE, SR VP-CFO, AND CEO AS NECESSARY. THE COMPLETE FORM 990 IS THEN PROVIDED TO EACH MEMBER OF THE BOARD OF DIRECTORS PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY ALL W-2 EMPLOYEES, INTERNS, TEMPS, DENTAL CONSULTANTS, AND BOARD MEMBERS COMPLETE AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE. THE REVIEW PROCESS FOR COMPLETE QUESTIONNAIRES CONTAINING DISCLOSURES IS AS FOLLOWS: FOR W-2 EMPLOYEES, INTERNS, AND TEMPS, DISCLOSURES ARE REVIEWED BY THE AVP & DIRECTOR OF COMPLIANCE AND SR VP-CFO. DISCLOSED POTENTIAL CONFLICTS ARE DISCUSSED AND MAY BE ELEVATED IN THE REVIEW PROCESS TO THE CEO AND EXTERNAL LEGAL COUNSEL FOR ADVICE. ANY REQUIRED ACTIONS ARE IMMEDIATELY IMPLEMENTED IN ACCORDANCE WITH THE COMPANY'S DOCUMENTED CONFLICT OF INTEREST POLICIES. FOR THE CEO AND SR VP-CFO, DISCLOSURES ARE REVIEWED BY EXTERNAL LEGAL COUNSEL. LEGAL COUNSEL ADVISES OF ANY REQUIRED ACTIONS WHICH ARE IMMEDIATELY IMPLEMENTED IN ACCORDANCE WITH THE COMPANY'S DOCUMENTED STANDARDS OF CONDUCT AND BUSINESS ETHICS AND CONFLICT OF INTEREST POLICIES. FOR DENTAL CONSULTANTS, DISCLOSURES ARE REVIEWED BY THE AVP & DIRECTOR OF COMPLIANCE, THE SR VP-CFO, AND THE SR VP-COO. ALL CONFLICTS ARE DISCUSSED AND MAY BE ELEVATED TO EXTERNAL LEGAL COUNSEL FOR ADVICE. ANY REQUIRED ACTIONS ARE IMMEDIATELY IMPLEMENTED IN ACCORDANCE WITH THE COMPANY'S DOCUMENTED CONFLICT OF INTEREST POLICIES. FOR BOARD MEMBERS, DISCLOSURES ARE REVIEWED BY EXTERNAL LEGAL COUNSEL. LEGAL COUNSEL PREPARES A WRITTEN MEMORANDUM FOR PRESENTATION TO BOARD MEMBERS WITH THE RESULTS OF THE REVIEW. ALL CONFLICTS ARE DISCUSSED AND ANY REQUIRED ACTIONS ARE IMMEDIATELY IMPLEMENTED IN ACCORDANCE WITH THE COMPANY'S DOCUMENTED CONFLICT OF INTEREST POLICIES. IN THE CASE OF A CONFLICT, IMMEDIATE AND APPROPRIATE ACTION IS TAKEN IN ACCORDANCE WITH THE COMPANY'S POLICIES. PERSONS WITH A CONFLICT ARE RECUSED FROM DISCUSSIONS AND DO NOT VOTE ON RESOLUTIONS THAT PERTAIN DIRECTLY TO THEIR CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION POLICY THE BOARD OF DIRECTORS ELECTS INDEPENDENT MEMBERS TO SERVE ON ITS COMPENSATION COMMITTEE WHICH IS RESPONSIBLE FOR SETTING THE CEO'S COMPENSATION AND APPROVING PAY RANGES FOR THE VARIOUS JOB TRACKS WITHIN THE COMPANY AS WELL AS APPROVING ANY FRINGE BENEFITS. THE COMPANY AND THE COMMITTEE ANNUALLY CONTRACT WITH INDEPENDENT COMPENSATION CONSULTANTS TO HELP DETERMINE APPROPRIATE PAY RANGES AND FRINGE BENEFITS SUCH AS HEALTH AND OTHER INSURANCES AND RETIREMENT AND OTHER BENEFITS. COMPARABLE DATA IS USED TO DETERMINE WHETHER COMPENSATION IS CONSISTENT WITH SIMILAR ORGANIZATIONS. RECOMMENDATIONS FOR THE CEO'S COMPENSATION ARE MADE BY THE COMPENSATION COMMITTEE TO THE BOARD OF DIRECTORS FOR REVIEW AND APPROVAL. THE REVIEW AND APPROVAL PROCESS IS CONTEMPORANEOUSLY DOCUMENTED IN THE MINUTES OF BOTH THE COMPENSATION COMMITTEE AND THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION C, LINE 19 PUBLIC DISCLOSURE THE COMPANY'S GOVERNING DOCUMENTS, SUCH AS BYLAWS AND CORPORATE CHARTER, ARE AVAILABLE UPON REQUEST FROM THE COMPANY AND CAN ALSO BE OBTAINED FROM THE SECRETARY OF STATE'S OFFICE WITHIN THE STATE OF RHODE ISLAND. THE COMPANY'S CONFLICT OF INTEREST POLICY, AS WELL AS THE COMPANY'S AUDITED FINANCIAL STATEMENTS, ARE ALSO AVAILABLE UPON REQUEST AT THE COMPANY'S HEADQUARTERS. ADDITIONALLY, ALL STATUTORY FILINGS COMPLETED BY THE COMPANY ARE AVAILABLE THROUGH THE INSURANCE DIVISION WITHIN THE RHODE ISLAND DEPARTMENT OF BUSINESS REGULATION. THE COMPANY'S FORM 990 IS ALSO POSTED ON WWW.GUIDESTAR.ORG. ALTUS REALTY INC 10 CHARLES STREET PROVIDENCE RI 029042208 030396397 HOLDING CO. RI 501(C)(2) DDRI 1 THE ALTUS GROUP INC 10 CHARLES STREET PROVIDENCE RI 02903 050502610 HOLDING COMPANY RI DDRI C 95759107 83766266 1.00000 1 ALTUS DENTAL INC 10 CHARLES STREET PROVIDENCE RI 029042208 050502612 DENTAL NETWORK MA ALTUS GROUP INC C 1.00000 1 ALTUS VENTURES INC 10 CHARLES STREET PROVIDENCE RI 029042208 465627174 INVESTMENT MGMT RI ALTUS GROUP INC C 1.00000 1 ALTUS DENTAL INSURANCE CO INC 10 CHARLES STREET PROVIDENCE RI 029042208 050513223 INSURANCE RI ALTUS GROUP INC C 1.00000 1 ALTUS SYSTEMS INC 10 CHARLES STREET PROVIDENCE RI 029042208 050502611 CLAIMS PROCESSING RI ALTUS GROUP INC C 1.00000 1 FIRST CIRCLE INC 10 CHARLES STREET PROVIDENCE RI 029042208 814567207 SOFTWARE PLATFORM RI ALTUS GROUP INC C 1.00000 1 FIRST CIRCLE REALTY INC 10 CHARLES STREET PROVIDENCE RI 029042208 832724654 MGMT. PROP. RI ALTUS GROUP INC C 1.00000 1 1 0 0 1 0 0 0 0 0 0 1 1 1 1 1 1 1 1 0 ALTUS DENTAL INC A 64950 FMV FIRST CIRCLE INC A 11452 FMV FIRST CIRCLE REALTY INC A 2202 FMV ALTUS REALTY INC A 24025 FMV ALTUS REALTY INC K 966136 FMV ALTUS SYSTEMS INC L 4896445 FMV ALTUS DENTAL INSURANCE COMPANY INC M 2360009 FMV ALTUS DENTAL INSURANCE COMPANY INC N 481635 FMV ALTUS DENTAL INSURANCE COMPANY INC O 1974701 FMV