2023-05-12T10:55:27-05:00 2022-06-30 910189318 MOSS ADAMS LLP 225 S LAKE AVE SUITE 900 PASADENA CA 91101 990 2021-07-01 951643381 MEMORIAL HEALTH SERVICES MEMO 7143773002 17360 BROOKHURST STREET FOUNTAIN VALLEY CA 92708 KAREN TESTMAN EVP, CFO 7143773002 2023-05-12 1 KAREN TESTMAN 999009999 LAUREN A HAVERLOCK P00545829 3104770450 3 AAL1 IAL1 2021 2023-04-26 12:10:37Z MEMORIALCARE KAREN TESTMAN 17360 BROOKHURST STREET FOUNTAIN VALLEY CA 92708 909132766 0 5661 X WWW.MEMORIALCARE.ORG X 1937 CA TO IMPROVE THE HEALTH AND WELL-BEING OF INDIVIDUALS, FAMILIES AND OUR COMMUNITIES. 10 8 1060 10 0 0 3921335 2977654 229310501 247657220 69206864 154157494 9099063 6988611 311537763 411780979 45000 246700 0 0 121997514 124332252 0 0 0 182434974 194928595 304477488 319507547 7060275 92273432 3700941895 3483340551 2658285692 2705437195 1042656203 777903356 X TO IMPROVE THE HEALTH AND WELL-BEING OF INDIVIDUALS, FAMILIES AND OUR COMMUNITIES, BY BENEFITING, PERFORMING THE FUNCTIONS OF AND CARRYING OUT THE PURPOSES OF THE NONPROFIT, TAX-EXEMPT HOSPITALS AND OTHER HEALTHCARE PROVIDERS OF WHICH THE ORGANIZATION IS THE SOLE MEMBER ("THE SUPPORTED ORGANIZATION"), AND SUPPORTING THE PURPOSES AND ACTIVITIES OF THE SUPPORTED ORGANIZATIONS BY PROVIDING THEM WITH ADMINISTRATIVE SERVICES. 0 0 169626132 246700 247657220 SEE SCHEDULE OTHE ORGANIZATION, MEMORIAL HEALTH SERVICES, IS THE PARENT NONPROFIT CORPORATION OF A NONPROFIT INTEGRATED HEALTH CARE DELIVERY SYSTEM, KNOWN AS THE MEMORIALCARE HEALTH SYSTEM (MEMORIALCARE). MEMORIAL HEALTH SERVICES IS THE SOLE MEMBER OF (1) LONG BEACH MEMORIAL MEDICAL CENTER, A CALIFORNIA NONPROFIT CORPORATION WHICH OPERATES MEMORIALCARE LONG BEACH MEDICAL CENTER AND MILLER CHILDREN'S AND WOMEN'S HOSPITAL LONG BEACH, (2) ORANGE COAST MEMORIAL MEDICAL CENTER, A CALIFORNIA NONPROFIT CORPORATION, AND (3) SADDLEBACK MEMORIAL MEDICAL CENTER, A CALIFORNIA NONPROFIT CORPORATION. MEMORIALCARE'S LARGEST PROGRAM SERVICES CONSIST OF PROVIDING INPATIENT AND OUTPATIENT HOSPITAL CARE TO IMPROVE THE HEALTH OF THE COMMUNITIES IT SERVES. MEMORIALCARE HOSPITALS ARE COMMITTED TO MEETING THE HEALTH CARE NEEDS OF PATIENTS WHO MAY BE UNINSURED OR UNDERINSURED, AND PROVIDE MEDICALLY NECESSARY SERVICES, WITHOUT COST OR AT A REDUCED COST, TO PATIENTS WHO QUALIFY BASED ON INCOME. IN THE YEAR ENDING JUNE 30, 2022, MEMORIALCARE HOSPITALS OPERATED 1,280 BEDS, RECORDED 253,942 PATIENT DAYS, DISCHARGED 51,947 PATIENTS, PROVIDED 25,071 SURGICAL PROCEDURES, DELIVERED 9,590 BABIES, AND HAD 173,392 EMERGENCY DEPARTMENT VISITS.MEMORIAL HEALTH SERVICES IS THE SOLE MEMBER OF MEMORIALCARE MEDICAL FOUNDATION (MCMF), A CALIFORNIA NONPROFIT CORPORATION AND MEDICAL PRACTICE FOUNDATION DESCRIBED IN SECTION 1206(L) OF THE CALIFORNIA HEALTH AND SAFETY CODE, WHICH PROVIDES COMPREHENSIVE OUTPATIENT CLINICAL SERVICES AT APPROXIMATELY 40 SITES THROUGHOUT ORANGE AND LOS ANGELES COUNTIES IN THE AREAS OF INTERNAL MEDICINE, FAMILY MEDICINE, AND MULTIPLE OTHER SPECIALTIES. ALSO, MCMF PROVIDES ADMINISTRATION, MANAGEMENT AND CONTRACTING SERVICES FOR EXCLUSIVE PRIMARY CARE PROVIDERS AND A SPECIALTY NETWORK OF AFFILIATED INDIVIDUAL AND PHYSICIAN GROUPS. MCMF ALSO OPERATES SEVERAL AMBULATORY SURGERY CENTERS THROUGHOUT ORANGE AND LOS ANGELES COUNTIES. ADDITIONALLY, MCMF IS PART OF SEVERAL JOINT VENTURE PARTNERSHIPS FOR DIALYSIS CLINICS AND IMAGING CENTERS THROUGHOUT ORANGE AND LOS ANGELES COUNTIES. FOR THE YEAR ENDING JUNE 30, 2022, MCMF PROVIDED 793,866 CLINIC VISITS AND PERFORMED 45,410 AMBULATORY SURGERIES. 169626132 1 1 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 1 1 0 1 998 0 1 1060 1 0 0 0 0 0 0 0 0 0 0 1 0 X 10 8 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 CA X ADOLFO CHANEZ 7143773411 17360 BROOKHURST STREET FOUNTAIN VALLEY CA 92708 BARRY S ARBUCKLE PRESIDENT/CEO 50.00 10.00 X X 4120677 0 1795264 RICHARD A GRANIERE EVP/CHIEF INV OFF/TREAS(THRU 1/3/22) 59.00 1.00 X 1443792 0 129109 KAREN A TESTMAN EVP, CHIEF FINANCIAL OFFICER 59.00 1.00 X 1061177 0 422734 HELEN L MACFIE SVP, CHIEF TRANSFORMATION OFF 60.00 0.00 X 1179320 0 176657 THOMAS J LEARY SVP, CHIEF LEGAL OFFICER 60.00 0.00 X 833785 0 237640 STEVEN BEAL SVP, INFO SYSTEMS/CIO 60.00 0.00 X 659776 0 212601 LAURIE D SICAEROS CHIEF STRATEGY OFFICER 60.00 0.00 X 691716 0 137093 CATHY D CAPALDI SVP, BUSINESS DEV, MARK & COMM 60.00 0.00 X 578534 0 178562 JOHN D CASCELL SVP, MANAGED CARE 60.00 0.00 X 564726 0 181971 BRIAN C STUCKMAN SVP SUPPLY CHAIN & ANCILLARY 60.00 0.00 X 553024 0 112047 KEVIN C TORRES VP, INFORMATION SYSTEMS 60.00 0.00 X 578806 0 49110 ADOLFO O CHANEZ SVP, CORPORATE FINANCE 60.00 0.00 X 529115 0 80094 MARY P LEAHY SVP, CHIEF HR OFFICER 60.00 0.00 X 484951 0 80432 JOHN SOMERS VP, REAL ESTATE AND FACILITIES 60.00 0.00 X 468248 0 39114 STEPHEN MCNAMARA VP, PFS AND CFO SHP 60.00 0.00 X 446621 0 42182 ARAVIND SAMPATH VP, STRATEGIC SOURC (THRU 12/27/21) 60.00 0.00 X 432927 0 22537 ELIZABETH ACORD VP, ONCOLOGY 60.00 0.00 X 392913 0 27330 CHRISTOPHER FINCH VP, CHIEF COMPLIANCE OFFICER 60.00 0.00 X 371745 0 44147 KRISTEN L PUGH VP, ADVOCACY & GOVERN RELATION 60.00 0.00 X 395458 0 15502 SETH ELLIS VP, CLINICAL INTEGRATION 60.00 0.00 X 361267 0 31498 DONALD THOMPSON ASSISTANT GENERAL COUNSEL 60.00 0.00 X 337948 0 32388 JAMES M JONES VP, QUALITY & RISK MANAGEMENT 60.00 0.00 X 342473 0 22287 KAREN WEINSTEIN ASSISTANT GENERAL COUNSEL 60.00 0.00 X 310515 0 41119 SUZANNA H WINSLOW ASSOCIATE GENERAL COUNSEL 60.00 0.00 X 319657 0 29845 DIANA JANIS EXE DIR, HRIS-CMP-TAL (THRU 1/14/22) 60.00 0.00 X 294987 0 36570 PAUL A HOLT EXEC. DIR, ENTERPRISE IT SVCS 60.00 0.00 X 278309 0 32326 JENNIFER L TINAJERO VP CLINICAL TRANSFORMATION 60.00 0.00 X 274477 0 15380 TROY D VEILLEUX VP, INFORMATION SYSTEMS 60.00 0.00 X 255977 0 12579 LORRAINE C BOOTH FORMER SVP, CHF HR OFF 0.00 0.00 X 243287 0 1601 SARA L KOORS EXEC. RESEARCH CONSULT(THRU 7/11/21) 60.00 0.00 X 177051 0 14875 SHARON CHEEVER DIRECTOR, VICE CHAIR 1.00 0.00 X X 0 0 0 ROBERT F SCHACK DIRECTOR, SECRETARY 1.00 0.00 X X 0 0 0 SAMUEL TANG DIRECTOR, CHAIRMAN 1.00 0.00 X X 0 0 0 SATHYA CHEY DIRECTOR 1.00 0.00 X 0 0 0 JIM LEO MD DIRECTOR 1.00 0.00 X 0 0 0 THOMAS B ROGERS DIRECTOR 1.00 0.00 X 0 0 0 TERESA EVANS DIRECTOR 1.00 0.00 X 0 0 0 BRADEN PHILLIPS DIRECTOR 1.00 0.00 X 0 0 0 STEVE GEIDT DIRECTOR 1.00 0.00 X 0 0 0 18983259 0 4254594 392 1 1 0 LAW OFFICES OF JOY YOUNG INC 303 N GLENOAKS BLVD 700 BURBANK CA 91502 COLLECTION AGENCY 1817785 HEALTH ADVOCATES LLC 14721 CALIFA STREET VAN NUYS CA 91411 PUBLIC ADVOCACY 1193708 PRICEWATERHOUSECOOPERS LLP 350 SOUTH GRAND AVE LOS ANGELES CA 90017 ACCOUNTING 1073400 ARCH GROUP LLC 4491 CONEFLOWER CT MIDDLETON WI 53562 CONSULTING 943383 PAYNE & FEARS LLP 4 PARK PLAZA SUITE 1100 IRVINE CA 92614 LEGAL 922825 48 750000 2227654 2977654 HEALTH CARE SUPPORT 900099 247657220 247657220 247657220 6072422 6072422 2713486 1011077 1702409 1702409 1702409 644372782 53000 496340710 0 148032072 53000 148085072 148085072 OTHER REVENUE 900099 5286202 5286202 5286202 411780979 247657220 0 161146105 246700 246700 19251513 5390424 13861089 72342415 20510457 51831958 4966286 1545753 3420533 21187551 6039578 15147973 6584487 2415208 4169279 8452725 1687814 6764911 4604994 35326 4569668 359765 24975 334790 119844 119844 10920455 10920455 14865438 6001329 8864109 5391055 4928865 462190 1099337 388530 710807 58768648 56195513 2573135 4430349 4337556 92793 28847 10233 18614 179730 31187 148543 22244101 22244101 17031087 16405423 625664 827955 35319 792636 INSTITUTIONAL SUPPORT 40059084 40059084 DUES & SUBSCRIPTIONS 1965454 1514662 450792 LICENSES & TAXES 1931232 604907 1326325 MEDICAL SUPPLIES 1544938 1027770 517168 103557 69675 33882 319507547 169626132 149881415 0 168587481 78640319 596453 9926658 189575173 210791994 6609549 6639551 24044158 25963517 232932704 84332897 143582136 148599807 2809414332 2622361545 344822963 369899419 13709650 10517741 3700941895 3483340551 229607668 262021780 12209816 8952208 281615000 384523000 497405000 397277000 1637448208 1652663207 2658285692 2705437195 X 1042656203 777903356 1042656203 777903356 3700941895 3483340551 X 92273432 -353077546 -3948733 X X 0 1 X 1 1 1 X X 4 LONG BEACH MEMORIAL MEDICAL CENTER 953527031 3 1 0 0 SADDLEBACK MEMORIAL MEDICAL CENTER 952585792 3 1 0 0 ORANGE COAST MEMORIAL MEDICAL CENTER 330687414 3 1 0 0 MEMORIALCARE MEDICAL FOUNDATION 271504911 3 1 0 0 4 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 SCHEDULE A, PART I, LINE 12G, COLUMN VI: MEMORIAL HEALTH SERVICES (MHS) SUPPORTS THE PURPOSES AND ACTIVITIES OF ITS SUPPORTED ORGANIZATIONS, ALL NONPROFIT TAX-EXEMPT PUBLIC CHARITIES OF WHICH MHS IS THE SOLE MEMBER, BY PROVIDING THEM WITH A WIDE RANGE OF ADMINISTRATIVE AND SUPPORT SERVICES. IN PROVIDING SUCH SERVICES, MHS IS OPERATED IN CONNECTION WITH THE SUPPORTED ORGANIZATIONS AND MAINTAINS A CLOSE, CONTINUOUS AND RESPONSIVE WORKING RELATIONSHIP WITH THEM. SUCH SERVICES INCLUDE FINANCE, ACCOUNTING, PURCHASING, GOVERNMENT RELATIONS, COMPLIANCE, HUMAN RESOURCES ADMINISTRATION, RISK MANAGEMENT, AND LEGAL, AMONG OTHERS. SCHEDULE A, PART IV, SECTION A, LINE 6: THE FILING ORGANIZATION PROVIDES GRANTS TO CHARITABLE ORGANIZATIONS THAT SUPPORT THE COMMUNITY SERVED AND THE EXEMPT PURPOSE OF THE SUPPORTED ORGANIZATIONS. SCHEDULE A, PART IV, SECTION D, LINE 3: THE SUPPORTED ORGANIZATIONS AND THE SUPPORTING ORGANIZATION SHARE THE SAME BOARD OF DIRECTORS. AS SUCH, THE SUPPORTED ORGANIZATIONS ARE INTEGRATED IN ALL DECISIONS MADE ABOUT THE FILING ORGANIZATION'S INVESTMENT POLICIES AND USE OF ASSETS. SCHEDULE A, PART IV, SECTION E, LINE 3A: THE ORGANIZATION IS THE SOLE MEMBER OF THE SUPPORTED ORGANIZATIONS, AND HAS THE RIGHT, CONSISTENT WITH CALIFORNIA'S NONPROFIT CORPORATION LAW, AND AS REFLECTED IN APPLICABLE GOVERNING DOCUMENTS, TO ELECT THE DIRECTORS OF EACH SUPPORTED ORGANIZATION. SCHEDULE A, PART IV, SECTION E, LINE 3B: IN ADDITION TO EXERCISING ITS RIGHT TO ELECT THE DIRECTORS OF THE SUPPORTED ORGANIZATIONS, THE ORGANIZATION HAS AND EXERCISES CERTAIN RESERVED POWERS OVER EACH SUPPORTED ORGANIZATION, INCLUDING THE RIGHT TO APPROVE ANY CHANGES TO THE GOVERNING DOCUMENTS OF ANY SUPPORTED ORGANIZATION, THE ABILITY TO EMPLOY, SELECT AND REMOVE THE PRESIDENT OF ANY SUPPORTED ORGANIZATION, APPROVAL OF ANY SIGNIFICANT TRANSACTIONS OF A SUPPORTED ORGANIZATION, APPROVAL OF ANNUAL CAPITAL AND OPERATING BUDGETS FOR EACH SUPPORTED ORGANIZATION AND CAPITAL AND OTHER EXPENDITURES OVER $7,000,000, AND THE ADOPTION OF ANY LONG TERM STRATEGIC PLANS BY A SUPPORTED ORGANIZATION. IN ADDITION, THE ORGANIZATION DEVELOPS AND MAINTAINS MOST POLICIES AND PROCEDURES FOR EACH SUPPORTED ORGANIZATION. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 0 1 112344 0 1 7500 119844 0 PART II-B, LINE 1: EXPENSES TOTALING $57,510 (POLITICAL SOLUTIONS, LLC) WERE FOR ACTIVITIES FOR THE PURPOSE OF INFLUENCING STATE LEGISLATION WHICH WOULD HAVE A DIRECT IMPACT ON THE ORGANIZATION'S ABILITY TO FULFILL ITS CHARITABLE MISSION OF SERVING THE COMMUNITY'S HEALTHCARE NEEDS. WE HAVE A CONTRACTUAL ENGAGEMENT WITH MCALLISTER AND QUINN AT $30,000 TO LEAD A FISCAL YEAR 2022 FEDERAL APPROPRIATIONS FUNDING REQUEST TO UPDATE OBSTETRICS CLINIC TO IMPROVE ACCESS AND COORDINATION OF CARE FOR PREDOMINATELY MEDI-CAL PATIENTS, WHICH IS LOCATED ON THE MILLER CHILDREN'S AND WOMEN'S HOSPITAL LONG BEACH CAMPUS. IN ADDITION, A CONTRIBUTION WAS MADE TO THE HEALTHCARE LEADERSHIP COUNCIL, FOR ANNUAL DUES IN THE AMOUNT $25,000. THE HLC HAS ADVISED THAT 30% OF DUES WERE ASSOCIATED WITH LOBBYING ACTIVITIES AND BE REPORTED AS $7,500 FOR THE YEAR. THE ORGANIZATIONAL COSTS INCURRED FOR OVERHEAD AND STAFF TIME TOTALED $24,834 FOR ADVOCACY ON BEHALF OF THE ORGANIZATION AROUND IMPROVEMENTS IN FEDERAL, STATE, AND LOCAL POLICIES TO ENSURE ACCESS TO HEALTH CARE SERVICES FOR THE COMMUNITY. 15081753 15081753 74377716 18696732 55680984 693192 601411 91781 51854527 30758308 21096219 90925516 34276446 56649070 148599807 INVESTMENT-MCMF 251480927 C INVESTMENT-MCSHP 118227000 C INVESTMENT-SHV GEN PARTNER 1739 C INVESTMENT-VIVITY 187834 C INVESTMENT-CMGIC 1919 C 369899419 DUE TO AFFILIATES 1657275310 SERP PAYABLE 671524 BOND PREMIUM/DISCOUNT -6987727 WORKERS COMPENSATION LIABILITY 1052890 SWAP PAYABLE -8506337 OPERATING LEASE 9157547 1652663207 X PART X, LINE 2: ACCOUNTING STANDARDS CODIFICATION (ASC) 740, INCOME TAXES, CLARIFIES THE ACCOUNTING FOR INCOME TAXES BY PRESCRIBING A MINIMUM RECOGNITION THRESHOLD THAT A TAX POSITION IS REQUIRED TO MEET BEFORE BEING RECOGNIZED IN THE FINANCIAL STATEMENTS. ASC 740 ALSO PROVIDES GUIDANCE ON DE-RECOGNITION, MEASUREMENT, CLASSIFICATION, INTEREST, AND PENALTIES, DISCLOSURE AND TRANSITION. THE GUIDANCE IS APPLICABLE TO PASS-THROUGH ENTITIES AND TAX-EXEMPT ORGANIZATIONS. NO SIGNIFICANT TAX LIABILITY FOR TAX BENEFITS, INTEREST OR PENALTIES WAS ACCRUED AT JUNE 30, 2022. 1 BIPARTISAN POLICY CENTER INC 1225 EYE STREET NW SUITE 1000 WASHINGTON DC 20005 731628382 501(C)(3) 25000 0 GENERAL SUPPORT MARCH OF DIMES INC 101 MONTOMERY STREET SUITE 300 SAN FRANCISCO CA 94104 131846366 501(C)(3) 10000 0 SPONSORSHIP THE AFYA FOUNDATION 140 SAW MILL RIVER ROAD YONKERS NY 10701 261300361 501(C)(3) 0 211700 BOOK MASKS KN95 MASKS DONATION FOR UKRAINE 3 0 PART I, LINE 2: MEMORIAL HEALTH SERVICES GENERALLY DOES NOT MAKE GRANTS OR GIFTS OTHER THAN TO NONPROFIT ORGANIZATIONS THAT ARE TAX-EXEMPT PUBLIC CHARITIES OR GOVERNMENTAL ENTITIES FOR THE PURPOSE OF IMPROVING THE HEALTH AND WELL-BEING OF INDIVIDUALS, FAMILIES AND COMMUNITIES. HOWEVER, ALL PROPOSED AND CONTEMPLATED GRANTS ARE CONSIDERED AND ASSESSED BY THE ORGANIZATION TO DETERMINE WHETHER THE USE OF THE FUNDS BY THE RECIPIENT WILL FURTHER THE CHARITABLE MISSION OF THE ORGANIZATION AND ADDRESS IDENTIFIED COMMUNITY HEALTH NEEDS. THE ORGANIZATIONS DO REQUIRE FORMAL REPORTING ON THE USE OF GRANTS BY THE RECIPIENT. HOWEVER, THE ORGANIZATIONS DO NOT ALWAYS REQUIRE RECIPIENTS TO REPORT ON USE OF GIFT PROCEEDS. X X X X X X 0 1 0 0 0 0 0 1 0 BARRY S ARBUCKLE PRESIDENT/CEO 1595149 0 2444199 0 81329 0 1772314 0 22950 0 5915941 0 1309741 0 RICHARD A GRANIERE EVP/CHIEF INV OFF/TREAS(THRU 1/3/22) 644203 0 778651 0 20938 0 110903 0 18206 0 1572901 0 115992 0 KAREN A TESTMAN EVP, CHIEF FINANCIAL OFFICER 548374 0 495601 0 17202 0 401318 0 21416 0 1483911 0 266365 0 HELEN L MACFIE SVP, CHIEF TRANSFORMATION OFF 555759 0 532930 0 90631 0 161938 0 14719 0 1355977 0 77244 0 THOMAS J LEARY SVP, CHIEF LEGAL OFFICER 567974 0 243410 0 22401 0 219372 0 18268 0 1071425 0 70644 0 STEVEN BEAL SVP, INFO SYSTEMS/CIO 462402 0 162875 0 34499 0 190040 0 22561 0 872377 0 0 0 LAURIE D SICAEROS CHIEF STRATEGY OFFICER 485717 0 172985 0 33014 0 135007 0 2086 0 828809 0 65574 0 CATHY D CAPALDI SVP, BUSINESS DEV, MARK & COMM 385457 0 175146 0 17931 0 164785 0 13777 0 757096 0 54096 0 JOHN D CASCELL SVP, MANAGED CARE 356711 0 164393 0 43622 0 163634 0 18337 0 746697 0 51002 0 BRIAN C STUCKMAN SVP SUPPLY CHAIN & ANCILLARY 378142 0 159025 0 15857 0 94412 0 17635 0 665071 0 38396 0 KEVIN C TORRES VP, INFORMATION SYSTEMS 382700 0 122561 0 73545 0 26100 0 23010 0 627916 0 0 0 ADOLFO O CHANEZ SVP, CORPORATE FINANCE 356006 0 111748 0 61361 0 61244 0 18850 0 609209 0 0 0 MARY P LEAHY SVP, CHIEF HR OFFICER 363353 0 107677 0 13921 0 63233 0 17199 0 565383 0 0 0 JOHN SOMERS VP, REAL ESTATE AND FACILITIES 345159 0 109613 0 13476 0 26100 0 13014 0 507362 0 0 0 STEPHEN MCNAMARA VP, PFS AND CFO SHP 316544 0 96919 0 33158 0 23200 0 18982 0 488803 0 0 0 ARAVIND SAMPATH VP, STRATEGIC SOURC (THRU 12/27/21) 284238 0 88976 0 59713 0 14500 0 8037 0 455464 0 0 0 ELIZABETH ACORD VP, ONCOLOGY 291549 0 90642 0 10722 0 14500 0 12830 0 420243 0 0 0 CHRISTOPHER FINCH VP, CHIEF COMPLIANCE OFFICER 270718 0 88244 0 12783 0 26100 0 18047 0 415892 0 0 0 KRISTEN L PUGH VP, ADVOCACY & GOVERN RELATION 292022 0 91821 0 11615 0 14500 0 1002 0 410960 0 0 0 SETH ELLIS VP, CLINICAL INTEGRATION 258307 0 85296 0 17664 0 14500 0 16998 0 392765 0 0 0 DONALD THOMPSON ASSISTANT GENERAL COUNSEL 303514 0 33103 0 1331 0 14500 0 17888 0 370336 0 0 0 JAMES M JONES VP, QUALITY & RISK MANAGEMENT 250980 0 79016 0 12477 0 14500 0 7787 0 364760 0 0 0 KAREN WEINSTEIN ASSISTANT GENERAL COUNSEL 277548 0 31074 0 1893 0 23200 0 17919 0 351634 0 0 0 SUZANNA H WINSLOW ASSOCIATE GENERAL COUNSEL 272279 0 33649 0 13729 0 14500 0 15345 0 349502 0 0 0 DIANA JANIS EXE DIR, HRIS-CMP-TAL (THRU 1/14/22) 260010 0 33868 0 1109 0 17400 0 19170 0 331557 0 0 0 PAUL A HOLT EXEC. DIR, ENTERPRISE IT SVCS 229114 0 27436 0 21759 0 24948 0 7378 0 310635 0 0 0 JENNIFER L TINAJERO VP CLINICAL TRANSFORMATION 229155 0 25591 0 19731 0 13925 0 1455 0 289857 0 0 0 TROY D VEILLEUX VP, INFORMATION SYSTEMS 223601 0 25000 0 7376 0 2081 0 10498 0 268556 0 0 0 LORRAINE C BOOTH FORMER SVP, CHF HR OFF 45968 0 87575 0 109744 0 0 0 1601 0 244888 0 64521 0 SARA L KOORS EXEC. RESEARCH CONSULT(THRU 7/11/21) 139529 0 0 0 37522 0 10700 0 4175 0 191926 0 0 0 PART I, LINE 4B SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN: THE ORGANIZATION MAINTAINS A DEFINED CONTRIBUTION PLAN UNDER WHICH, WITH LIMITED EXCEPTIONS REFERENCED BELOW, EACH YEAR'S CONTRIBUTION VESTS AFTER THREE YEARS CONDITIONED UPON THE RECIPIENT'S CONTINUED EMPLOYMENT WITH THE ORGANIZATION AS OF SUCH DATE. DURING THE 2021 CALENDAR YEAR, THE ORGANIZATION MADE THE FOLLOWING CONTRIBUTIONS TO THE PLAN ON BEHALF OF THE FOLLOWING INDIVIDUALS. CONTRIBUTIONS THAT ARE SUBJECT TO A FUTURE VESTING CONDITION OR EVENT ARE REPORTED AS "RETIREMENT AND DEFERRED COMPENSATION" ON SCHEDULE J, PART II, COLUMN (C). CONTRIBUTIONS THAT ARE IMMEDIATELY VESTED UNDER THE CIRCUMSTANCES REFERENCED BELOW ARE REPORTED AS "BONUS & INCENTIVE COMPENSATION" ON SCHEDULE J, PART II, COLUMN (B)(II). BARRY S. ARBUCKLE - $465,628 KAREN A. TESTMAN - $208,807 LAURIE D. SICAEROS - $57,344 THOMAS J. LEARY - $66,643 CATHY D. CAPALDI - $46,860 JOHN D. CASCELL - $43,665 STEVEN BEAL - $55,213 PARTICIPANTS WHO ATTAIN SPECIFIC AGE AND YEARS OF SERVICE REQUIREMENTS ARE FULLY VESTED IN THEIR PLAN BENEFIT AND EACH SUBSEQUENT CONTRIBUTION IS VESTED ON A QUARTERLY BASIS WHEN PAID. FOR THE 2021 CALENDAR YEAR, THE FOLLOWING INDIVIDUALS RECEIVED THE FOLLOWING VESTED CONTRIBUTIONS AND PAYMENTS, WHICH WERE INCLUDED ON THEIR 2021 W-2 AND WHICH ARE REPORTED AS "BONUS & INCENTIVE COMPENSATION" ON SCHEDULE J, PART II, COLUMN B(II): RICHARD A. GRANIERE - $98,283 HELEN MACFIE - $66,594 IF A PARTICIPANT IN THE PLAN IS TERMINATED WITHOUT CAUSE PRIOR TO THE NORMAL THREE-YEAR VESTING DATE, THEN SUCH PARTICIPANT VESTS IN AND IS ENTITLED TO PAYMENT OF THE BALANCE IN THE PARTICIPANT'S PLAN ACCOUNT AS OF THE DATE OF TERMINATION. PART I, LINE 7 CERTAIN EXECUTIVES RECEIVE PART OF THEIR OVERALL COMPENSATION IN THE FORM OF AN ANNUAL INCENTIVE PAYMENT. SEVERAL FINANCIAL AND NON-FINANCIAL METRICS ARE UTILIZED IN THE FORMULA FOR THE INCENTIVE COMPENSATION, AND THESE METRICS AND THE FORMULA ARE REVIEWED AND APPROVED EACH YEAR IN ADVANCE BY THE COMPENSATION COMMITTEE OF THE ORGANIZATION'S BOARD OF DIRECTORS. PAYMENT OF ANY INCENTIVE COMPENSATION MUST BE APPROVED BY THE COMPENSATION COMMITTEE AFTER IT HAS REVIEWED THE METRICS TO DETERMINE WHETHER THEY HAVE BEEN MET AND THE AMOUNT OF THE PAYMENTS (IF ANY) BASED ON THE APPROVED FORMULA. A CALIFORNIA HEALTH FACILITIES FINANCING AUTHORITY 521643828 13033L2R7 2013-11-20 100000000 SEE PART VI 0 0 0 B CALIFORNIA HEALTH FACILITIES FINANCING AUTHORITY 521643828 2016-09-01 50000000 SEE PART VI 0 0 0 C CALIFORNIA HEALTH FACILITIES FINANCING AUTHORITY 521643828 2016-09-01 65000000 SEE PART VI 0 0 0 A 50000000 100000000 100000000 2015 0 0 1 1 B 50000000 50000000 0 1 1 1 C 65000000 65000000 1 0 1 1 A 0 0 0 0 0.00000 0.00000 0.00000 0 0 0 B 0 0 0 0 0.00000 0.00000 0.00000 0 0 0 C 0 0 0 0 0.00000 0.00000 0.00000 0 0 0 A 0 0 0 1 1 0 0 0 1 B 0 1 0 0 0 0 0 0 1 C 0 1 0 0 1 0 0 0 1 A 1 B 1 C 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: CALIFORNIA HEALTH FACILITIES FINANCING AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 10/17/2018 SCHEDULE K, PART I, COLUMN F, BOND A: THE BONDS WERE USED FOR THE BENEFIT OF WHOLLY CONTROLLED AFFILIATES OF MEMORIAL HEALTH SERVICES WHICH ARE EXEMPT FROM TAX AS PUBLIC CHARITIES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. SCHEDULE K, PART I, COLUMN F, BOND B: THE BONDS WERE USED FOR ADVANCE REFUNDING OF THE 2013B BONDS, WHICH WERE ORIGINALLY ISSUED ON NOVEMBER 1, 2013. SCHEDULE K, PART I, COLUMN F, BOND C: THE BONDS WERE USED FOR CURRENT REFUNDING OF THE 1991 BONDS, WHICH WERE ORIGINALLY ISSUED ON OCTOBER 1, 1991. JAMES D LEO MD INC SEE PART V 349680 ADMINISTRATIVE SERVICES PROVIDED BY DIRECTOR'S BUSINESS. 0 SPACH CAPALDI AND WAGGAMAN LLP SEE PART V 120709 LEGAL SERVICES PROVIDED BY LAW FIRM 35% OWNED BY KEY EMPLOYEE'S SPOUSE 0 SCHEDULE L, PART IV JIM LEO, MD IS A BOARD MEMBER OF MHS AND THE OWNER OF JAMES D LEO MD INC.CATHY CAPALDI IS A KEY EMPLOYEE OF MHS AND HER SPOUSE IS A PARTNER & 35% OWNER OF SPACH, CAPALDI, AND WAGGAMAM, LLP. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION ENGAGES AN INDEPENDENT ACCOUNTING FIRM TO ASSIST WITH THE PREPARATION OF ITS ANNUAL FORM 990, AND THE CHIEF FINANCIAL OFFICER WITH ASSISTANCE FROM OTHER EXECUTIVES AND INCLUDING FINANCE, LEGAL, COMPLIANCE AND GOVERNMENT RELATIONS, PROVIDE ALL THE FINANCIAL DATA AND OTHER INFORMATION FOR THE REPORTING PERIOD NECESSARY TO COMPLETE THE FORM 990. THE CHIEF FINANCIAL OFFICER THEN REVIEW THE FORM 990, WITH ASSISTANCE FROM OTHER EXECUTIVES AS NEEDED OR APPROPRIATE. FINALLY, THE FORM 990 IS PROVIDED TO EACH MEMBER OF THE MEMORIALCARE HEALTH SYSTEM BOARD OF DIRECTORS FOR REVIEW PRIOR TO A MEETING OF THE BOARD OF DIRECTORS, SO THAT ANY QUESTIONS OR CONCERNS CAN BE ADDRESSED AT THE MEETING OF THE BOARD AND PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C EACH DIRECTOR, OFFICER, AND KEY EMPLOYEE IS REQUIRED TO COMPLETE AN ANNUAL SURVEY THAT REQUIRES DISCLOSURE OF ACTUAL OR POTENTIAL CONFLICTS OF INTEREST AND AFFIRMATION THAT THE ORGANIZATION'S CONFLICT OF INTEREST POLICY HAS BEEN READ AND UNDERSTOOD. THE RESULTS OF THE SURVEY ARE REPORTED TO THE ORGANIZATION'S EXECUTIVE LEADERSHIP AND THE ORGANIZATION'S BOARD OF DIRECTORS. QUESTIONS AND CONFLICTS ARE EVALUATED IN CONSULTATION WITH THE ORGANIZATION'S LEGAL, COMPLIANCE, AND FINANCE EXECUTIVES, AND OUTSIDE EXPERTS AS NECESSARY, SO THAT CONFLICTS MAY BE APPROPRIATELY MANAGED AND ADDRESSED IN ACCORDANCE WITH THE CALIFORNIA NONPROFIT CORPORATION LAW AND THE APPLICABLE PRINCIPLES GOVERNING TAX EXEMPT PUBLIC CHARITIES. IN ADDITION, AN ANNUAL NOTICE IS SENT TO EACH EMPLOYEE TO REMIND EMPLOYEES OF THE ORGANIZATION'S POLICY REGARDING THE ACCEPTANCE OF GIFTS FROM VENDORS AND OTHERS WHO DO OR SEEK TO DO BUSINESS WITH THE ORGANIZATION. FINALLY, EACH EMPLOYEE IS REQUIRED TO ATTEST ANNUALLY THAT THEY HAVE READ AND UNDERSTOOD THE ORGANIZATION'S CODE OF CONDUCT. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF ALL EXECUTIVES HOLDING THE POSITION OF VICE PRESIDENT OR HIGHER (E.G., SENIOR VICE PRESIDENT OR C-LEVEL OFFICER), INCLUDING THE CEO, IS REVIEWED ANNUALLY BY AN INDEPENDENT CONSULTANT WITH EXPERTISE IN ASSESSING WHETHER EXECUTIVE COMPENSATION IS REASONABLE AND CONSISTENT WITH FAIR MARKET VALUE, CONSIDERING APPROPRIATE MARKET DATA. THE RESULTS OF THIS REVIEW ARE PRESENTED TO THE COMPENSATION COMMITTEE OF THE ORGANIZATION'S BOARD OF DIRECTORS FOR CONSIDERATION, AND BASED UPON THIS INFORMATION, COMPENSATION (INCLUDING ANY PROPOSED CHANGES TO COMPENSATION) IS APPROVED ONLY IF THE COMPENSATION COMMITTEE, HAVING CONSIDERED THE REVIEW AND DATA PRESENTED BY THE INDEPENDENT EXPERT CONSULTANT, DETERMINES THAT THE COMPENSATION IS REASONABLE AND CONSISTENT WITH FAIR MARKET VALUE. SUCH DETERMINATIONS ARE REFLECTED IN THE MINUTES OF THE MEETING(S) OF THE COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS (ARTICLES OF INCORPORATION, BYLAWS) AVAILABLE TO THE GENERAL PUBLIC. HOWEVER, THE ARTICLES OF INCORPORATION ARE AVAILABLE FROM THE CALIFORNIA SECRETARY OF STATE'S OFFICE. THE ORGANIZATION'S RESEARCH CONFLICT OF INTEREST POLICY IS POSTED ON THE ORGANIZATION'S WEBSITE AT HTTPS://WWW.MEMORIALCARE.ORG/POLICIES-LEGAL-NOTICES/CONFLICT-INTEREST-RE SEARCH-POLICY-702. THE ORGANIZATION'S AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST. THE ORGANIZATION'S VARIOUS POLICIES GOVERNING CONFLICTS, COMPLIANCE AND ETHICS ARE SUMMARIZED IN THE ORGANIZATION'S CODE OF CONDUCT, WHICH IS AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: OTHER NET ASSET ADJUSTMENT -3,948,733. PART XII, LINE 3B: THE SINGLE AUDIT IS UNDERWAY AND WILL BE FILED ON OR BEFORE MARCH 31, 2023. MEMORIALCARE CLINICALLY INTEGRATED NETWORK LLC 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 951643381 HEALTHCARE CA 2603971 0 MHS MEMORIALCARE SELECT HEALTH PLAN 2801 ATLANTIC AVENUE LONG BEACH CA 90806 461870181 MEDICAL SVCS CA 501(C)(4) MHS 1 SADDLEBACK MEMORIAL FOUNDATION 24451 HEALTH CENTER DRIVE LAGUNA HILLS CA 92653 330011887 PHILANTHROPIC CA 501(C)(3) LINE 7 SMMC 1 MEMORIAL MEDICAL CENTER FOUNDATION 2801 ATLANTIC AVENUE LONG BEACH CA 90806 956105984 PHILANTHROPIC CA 501(C)(3) LINE 7 LBMMC 1 BEACH SURGICAL HOLDINGS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM AL 35244 371708521 HEALTHCARE CA MCMF RELATED 4704968 16866894 0 1 0.51000 BEACH SURGICAL HOLDINGS II LLC 17360 BROOKHURST ST FOUNTAIN VALLEY AL 92708 472083076 HEALTHCARE CA MCMF RELATED -84327 580684 0 1 0.51000 RMV MOB I LLC 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 301013230 OWN, OPERATE, LEASE, MAINTAIN MEDICAL OFFICE BLDG PROP, RANCHO MISSION VIEJO CA MCMF UNRELATED -84721 7298392 0 1 0.60120 MC FV MOB I LLC 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 464578097 OWN, OPERATE, LEASE, MAINTAIN THE MEDICAL OFFICE BLDG PROP, FOUNTAIN VALLEY CA MCMF UNRELATED 71489 1344605 0 1 0.19710 MEMORIALCARE HOME HEALTH LLC 23521 PASEO DE VALENCIA STE 100 LAGUNA HILLS CA 92653 463056446 HEALTHCARE CA SMMC RELATED 919960 3669889 0 0 0.60000 MEMORIALCARE INNOVATION FUND LP 320 GOLDEN SHORE AVENUE STE 120 LONG BEACH CA 90802 460791893 INVESTMENTS CA MHS EXCLUDED -5981276 169221739 0 0 1.00000 SUMMATION HEALTH VENTURES LP 320 GOLDEN SHORE AVENUE STE 120 LONG BEACH CA 90802 465252681 INVESTMENTS DE MHS RELATED 36230099 42706964 0 1 0.50000 BRISTOL PARK INVESTMENT GROUP I LP 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 330180494 OWN, LEASE, PROVIDE MANAGEMENT SERVICES FOR MEDICAL OFFICE BUILDING CA MCMF UNRELATED 3980 34881 0 1 0.02000 BRISTOL PARK INVESTMENT GROUP II LP 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 330180495 OWN, LEASE, PROVIDE MANAGEMENT SERVICES FOR MEDICAL OFFICE BUILDING CA MCMF UNRELATED 6264 37160 0 1 0.02000 BRISTOL PARK INVESTMENT GROUP III LP 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 330226684 OWN, LEASE, PROVIDE MANAGEMENT SERVICES FOR MEDICAL OFFICE BUILDING CA MCMF UNRELATED 21906 122213 0 1 0.02000 BRISTOL PARK INVESTMENT GROUP V LP 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 330975781 OWN, LEASE, PROVIDE MANAGEMENT SERVICES FOR MEDICAL OFFICE BUILDING CA MCMF UNRELATED 10203 52987 0 1 0.02000 PS CENTER LLC 569 BROOKWOOD VILLAGE STE 901 BIRMINGHAM AL 35209 900876656 HEALTHCARE CA BEACH SURGICAL HOLDINGS II LLC 0 0 0.51000 NATIONAL HEALTHCARE SERVICES 330 GOLDEN SHORE AVENUE LONG BEACH CA 90802 953496341 MEDICAL INVESTING CA MHS C -629760 3922923 1.00000 1 0 0 1 0 0 0 0 0 0 1 0 0 0 1 1 1 1 1 1 MEMORIALCARE INNOVATION FUND LP C 750000 ACCRUAL MEMORIALCARE SELECT HEALTH PLAN J 165006 ACCRUAL MEMORIALCARE MEDICAL FOUNDATION N 31080472 ACCRUAL ORANGE COAST MEMORIAL MEDICAL CENTER N 26542710 ACCRUAL SADDLEBACK MEMORIAL MEDICAL CENTER N 30720322 ACCRUAL LONG BEACH MEMORIAL MEDICAL CENTER N 88495008 ACCRUAL MEMORIALCARE CLINICALLY INTEGRATED NETWORK N 249436 ACCRUAL MEMORIALCARE SELECT HEALTH PLAN N 539463 ACCRUAL MEMORIALCARE MEDICAL FOUNDATION O 6282598 ACCRUAL ORANGE COAST MEMORIAL MEDICAL CENTER O 5365336 ACCRUAL SADDLEBACK MEMORIAL MEDICAL CENTER O 6209797 ACCRUAL LONG BEACH MEMORIAL MEDICAL CENTER O 17888356 ACCRUAL MEMORIALCARE CLINICALLY INTEGRATED NETWORK O 50421 ACCRUAL MEMORIALCARE SELECT HEALTH PLAN O 109047 ACCRUAL MEMORIALCARE MEDICAL FOUNDATION P 413993573 ACCRUAL ORANGE COAST MEMORIAL MEDICAL CENTER P 352232419 ACCRUAL SADDLEBACK MEMORIAL MEDICAL CENTER P 304996104 ACCRUAL LONG BEACH MEMORIAL MEDICAL CENTER P 955879006 ACCRUAL MEMORIALCARE CLINICALLY INTEGRATED NETWORK P 743002 ACCRUAL MEMORIALCARE SELECT HEALTH PLAN P 2362894 ACCRUAL MEMORIAL MEDICAL CENTER FOUNDATION P 586661 ACCRUAL SADDLEBACK MEMORIAL FOUNDATION P 470159 ACCRUAL MEMORIALCARE MEDICAL FOUNDATION R 10000000 ACCRUAL MEMORIALCARE SELECT HEALTH PLAN R 15000000 ACCRUAL MEMORIALCARE MEDICAL FOUNDATION S 409748744 ACCRUAL ORANGE COAST MEMORIAL MEDICAL CENTER S 386435005 ACCRUAL SADDLEBACK MEMORIAL MEDICAL CENTER S 356338312 ACCRUAL LONG BEACH MEMORIAL MEDICAL CENTER S 1100535760 ACCRUAL MEMORIALCARE SELECT HEALTH PLAN S 3117151 ACCRUAL MEMORIAL MEDICAL CENTER FOUNDATION S 610602 ACCRUAL SADDLEBACK MEMORIAL FOUNDATION S 4261517 ACCRUAL SCHEDULE R, PART II MEMORIAL HEALTH SERVICES IS RELATED TO AFFILIATED ORGANIZATIONS THAT ARE INCLUDED IN THE MEMORIAL HEALTH SERVICES GROUP EXEMPTION. THE AFFILIATED ORGANIZATIONS OF THE MEMORIAL HEALTH SERVICES GROUP EXEMPTION HAVE NOT BEEN INCLUDED ON SCHEDULE R, PART II, IN ACCORDANCE WITH THE IRS INSTRUCTIONS.