2023-11-01T11:04:33-05:00 2022-12-31 366055558 GRANT THORNTON LLP 75 STATE ST 13TH FLOOR BOSTON MA 02109 990 2022-01-01 381550001 VERSITI MICHIGAN INC VERS 6167742300 1036 FULLER AVE NE GRAND RAPIDS MI 49503 CHRIS MISKEL PRESIDENT & CEO 4149335000 2023-10-31 1 CHRIS MISKEL 999009999 0 ERIN COUTURE P01390592 4142898200 2023-10-30 3 AAL1 IAL1 2022 2023-04-26 12:10:37Z CHRIS MISKEL 638 N 18TH STREET MILWAUKEE WI 532332121 76731545 0 X WWW.VERSITI.ORG X 1955 MI (SEE SCHEDULE O)VERSITI MICHIGAN, INC. (VERSITI MICHIGAN) IS A BLOOD HEALTH INNOVATOR WHO ENHANCES LIVES THROUGH DISCOVERY, DIAGNOSIS AND TREATMENT. VERSITI EXPANDS THE FRONTIERS OF PATIENT HEALTH THROUGH THE INTEGRATION OF SCIENCE, MEDICINE AND SERVICE. 16 15 653 209 0 0 755209 562299 64355383 63618408 1361464 1022800 4627 280 66476683 65203787 1845293 86325 0 0 25896483 27833912 0 0 0 35429232 35949675 63171008 63869912 3305675 1333875 40816832 40583920 5133321 5582670 35683511 35001250 VERSITI MICHIGAN, INC. (VERSITI) IS A BLOOD HEALTH INNOVATOR WHO ENHANCES LIVES THROUGH DISCOVERY, DIAGNOSIS AND TREATMENT. VERSITI EXPANDS THE FRONTIERS OF PATIENT HEALTH THROUGH THE INTEGRATION OF SCIENCE, MEDICINE AND SERVICE. 0 0 54405405 86325 63618408 VERSITI RECRUITS VOLUNTEER BLOOD DONORS, COLLECTS, PROCESSES AND DISTRIBUTES BLOOD AND BLOOD COMPONENTS TO PROVIDE A SAFE AND RELIABLE SUPPLY OF BLOOD FOR HOSPITALS AND OTHER BLOOD CENTERS SERVED. DURING 2022, 161,643 BLOOD UNITS WERE COLLECTED.VERSITI MEDICAL SERVICES PROVIDES MEDICAL AND THERAPEUTIC SERVICES IN PARTNERSHIP WITH LOCAL HOSPITALS. DURING 2022, 2,347 THERAPEUTIC PROCEDURES WERE PERFORMED.VERSITI PROVIDES CLINICAL DIAGNOSTIC TESTING SERVICES TO HOSPITALS, PHYSICIAN OFFICES AND OTHER REFERENCE LABORATORIES. DURING 2022, 12,555 TESTS WERE PERFORMED. 54405405 1 1 0 1 0 0 0 0 0 1 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 0 0 0 0 0 0 1 0 0 0 1 0 0 1 653 1 0 0 0 0 0 0 0 0 0 0 1 0 X 16 15 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MI X BRIAN MALANEY 4149335000 638 N 18TH ST MILWAUKEE WI 532332121 X CHRIS MISKEL PRESIDENT & CEO 11.00 44.00 X X 270149 1080597 50894 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 11.00 44.00 X 141562 566248 51630 BART REUTER EVP & GENERAL COUNSEL 11.00 44.00 X 130823 523290 60544 GITESH DUBAL EVP & CHIEF MARKETING OFFICER 11.00 44.00 X 119340 477363 52363 ANTHONY WATKINS EVP & CHIEF FINANCIAL OFFICER 9.00 35.00 X 117673 470696 58277 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 0.00 55.00 X 0 589520 37160 BRADLEY PIETZ EVP & CHIEF LABORATORY OFFICER 11.00 44.00 X 96082 384327 58097 JAMES WEIDNER EVP & CHIEF HR OFFICER 11.00 44.00 X 93931 375723 50698 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 11.00 44.00 X 85718 342868 58761 LEEANN WIETEKAMP MD SENIOR MEDICAL DIRECTOR 55.00 0.00 X 399846 0 28627 ALEXANDRA PIEPER VP & CHIEF QUALITY OFFICER 11.00 44.00 X 65487 261947 49780 MARGARET MCELLIGOTT FORMER VP & CHIEF QUALITY OFFICER 11.00 44.00 X 63771 255081 30199 DAWN KAISER AVP & DIRECTOR OF DONOR SERVICES 55.00 0.00 X 182699 0 32816 BARBARA BRYANT EVP & CHIEF MED OFF - AS OF 11/2022 0.00 55.00 X 0 195264 4469 ASHLEY K MINOR REG MANAGER OF DONOR RECRUITMENT 55.00 0.00 X 120170 0 43407 M ELIZABETH ATKINSON COLE MD ASSOCIATE MEDICAL DIRECTOR 55.00 0.00 X 155128 0 3852 PERPETUE U BARIYANGA ADV REG NURSE THERAPEUTIC SERVICES 55.00 0.00 X 133384 0 21652 JOSHUA J FIELD MD SR MED DIR(INT CH MED OFF)-THRU 4/22 0.00 55.00 X 0 138846 13788 THOMAS HAUSKE JR CHAIR 1.00 5.00 X X 0 0 0 FRED GEILFUSS VICE CHAIR; LEGAL ADVISOR 1.00 4.00 X X 0 0 0 SHERRY HUSA SECRETARY 1.00 4.00 X X 0 0 0 JOHN PERRAS TREASURER 1.00 4.00 X X 0 0 0 COREEN DICUS-JOHNSON JD BOARD MEMBER 1.00 4.00 X 0 0 0 DAVID GINSBURG MD BOARD MEMBER 1.00 4.00 X 0 0 0 GAIL HANSON BOARD MEMBER 1.00 4.00 X 0 0 0 DALE KENT BOARD MEMBER 1.00 4.00 X 0 0 0 ROBERT H MANEGOLD BOARD MEMBER 1.00 5.00 X 0 0 0 JEFFREY S MCDONALD BOARD MEMBER 1.00 4.00 X 0 0 0 RON MILLER BOARD MEMBER 1.00 4.00 X 0 0 0 KATHY THORNTON-BIAS BOARD MEMBER 1.00 4.00 X 0 0 0 GREG WESLEY BOARD MEMBER 1.00 4.00 X 0 0 0 L ALAN WHALEY BOARD MEMBER 1.00 4.00 X 0 0 0 PETER ZIEGLER BOARD MEMBER 1.00 4.00 X 0 0 0 2175763 5661770 707014 21 1 1 0 EV CONSTRUCTION CO 86 EAST SIXTH STREET HOLLAND MI 49423 CONTRACTOR 344234 INVITA HEALTHCARE TECHNOLOGIES 135 2ND AVENUE NORTH JACKSONVILLE FL 32250 SOFTWARE SUPPORT 253529 BLOOD BANK COMPUTER SYSTEMS 1002 15TH ST SW STE 120 AUBURN WA 98001 SOFTWARE SUPPORT 241701 INCEPT 4150 BELDEN VILLAGE ST NW STE 205 CANTON OH 44718 CALL CENTER SERVICES 175444 PRESTIGE MANAGEMENT SERVICES LLC 7521 3 MILE RD BLANCHARD MI 49310 CLEANING SERVICES 120329 5 510876 51423 562299 BLOOD SERVICES 621500 55169565 55169565 MEDICAL SERVICES 621500 6632772 6632772 DIAGNOSTIC LABORATORIES 621500 1816071 1816071 63618408 265480 265480 12113755 171323 11520797 6961 592958 164362 757320 757320 MISCELLANEOUS 900099 280 280 280 65203787 63618408 0 1023080 86325 86325 1218972 259590 959382 69811 69811 20746394 19624207 1122187 1021545 949707 71838 3242415 2966067 276348 1534775 1383522 151253 183074 183074 36000 36000 2809 2809 5956691 5862034 94657 82548 32989 49559 359770 342111 17659 570472 406884 163588 2134690 1200959 933731 1668792 1584598 84194 19048 10963 8085 1222768 709363 513405 59628 59628 MEDICAL LAB SUPPLIES 9562398 9562398 COST OF IMPORTED PROD 6192798 6192798 VERSITI SERVICES ALLOC 6007753 1636932 4370821 EQUIPMENT LEASE/MAINT 1384526 1168800 215726 505910 389158 116752 63869912 54405405 9464507 0 0 0 0 0 0 0 13850403 14385143 0 0 0 0 218599 237802 1363795 1780694 281449 210803 30482848 21550300 8248085 8932548 0 0 16740531 13811343 0 0 0 0 113970 1225587 40816832 40583920 4975042 4517459 0 0 0 0 0 0 0 0 0 0 0 0 0 0 158279 1065211 5133321 5582670 X 35683511 35001250 0 0 35683511 35001250 40816832 40583920 1333875 -2016136 0 X 0 1 X 1 0 X 453226 393752 17904 755209 562299 2182390 55299607 57234864 58958588 64355383 63618408 299466850 55752833 57628616 58976492 65110592 64180707 301649240 0 26659495 26058716 23308272 15394179 1675932 93096594 26659495 26058716 23308272 15394179 1675932 93096594 208552646 379218 422471 391664 396278 265480 1855111 379218 422471 391664 396278 265480 1855111 20571 38289 26118 4627 280 89885 56152622 58089376 59394274 65511497 64446467 303594236 0.68690 0.58990 0.00610 0.00670 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: SPECIAL EVENT GROSS REVENUE - 2018 AMOUNT: $ 15,247. 2019 AMOUNT: $ 22,079. 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. PATRONAGE DIVIDENDS - 2018 AMOUNT: $ 0. 2019 AMOUNT: $ 15,930. 2020 AMOUNT: $ 25,770. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. CREDIT CARD REBATES - 2018 AMOUNT: $ 5,124. 2019 AMOUNT: $ 0. 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 3,722. 2022 AMOUNT: $ 0. MISCELLANEOUS INCOME - 2018 AMOUNT: $ 200. 2019 AMOUNT: $ 280. 2020 AMOUNT: $ 348. 2021 AMOUNT: $ 905. 2022 AMOUNT: $ 280. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 1 0 0 0 0 0 0 1 36000 36000 0 PART II-B, LINE 1: PAID STAFF OR MANAGEMENT GENERAL COUNSEL PROVIDES LOBBYING SERVICES TO THE FILING ORGANIZATION. HOWEVER, SUCH EXPENSES ARE PAID FOR BY VERSITI INC., THE FILING ORGANIZATION'S PARENT. LOBBYING ACTIVITES $36,000 OF THE FEES PAID TO EVERGREEN PUBLIC RELATIONS HAS BEEN ALLOCATED TO LOBBYING. THE SERVICES RELATED TO THESE FEES INCLUDE, BUT ARE NOT LIMITED TO, SECURING LEGISLATIVE APPROPRIATION FROM THE MICHIGAN DEPARTMENT OF HEALTH AND HUMAN SERVICES. 112901289 848275 -13361785 5620807 94766972 99612019 1371435 16077669 4159834 4159834 112901289 89992682 4494881 9457908 4333452 4333452 99612019 77632272 2512261 14163049 4314900 4314900 89992682 86045725 301738 -4472887 4242304 4242304 77632272 0.97880 0.02120 0 1 1 525459 525459 14822988 10712538 4110450 1201913 1080694 121219 11952096 9489353 2462743 1980392 267715 1712677 8932548 MUTUAL FUNDS 13811343 F 13811343 LEASE LIABILITY 896141 LONG TERM RETIREMENT LIABILITIES 169070 1065211 X 62929917 -2016136 -90563 -2106699 65036616 2809 164362 167171 65203787 63612178 -164362 -164362 63776540 2809 90563 93372 63869912 PART V, LINE 4: ENDOWMENTS THE FILING ORGANIZATION IS THE BENEFICIARY OF THE VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION'S ("VBRIF") ENDOWMENT AS A SUPPORTED ORGANIZATION. THE VBRIF BOARD DESIGNATED ENDOWMENT FUNDS ARE DESIGNATED BY THE BOARD AS ENDOWNMENT FUNDS TO ENSURE THE COUNTINUING AVAILABILITY OF FUNDS FOR RESEARCH PURPOSES. PART X, LINE 2: INCOME TAXES VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION HAVE ALL RECEIVED TAX DETERMINATION LETTERS CONFIRMING THAT THE ORGANIZATIONS QUALIFY AS TAX-EXEMPT ORGANIZATIONS UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). THE ORGANIZATION FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION ARE EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3), THOUGH THEY ARE SUBJECT TO TAX ON INCOME UNRELATED TO THEIR EXEMPT PURPOSES, UNLESS THAT INCOME IS OTHERWISE EXCLUDED BY THE IRC. THE ORGANIZATION HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT HAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. THE ORGANIZATION FILES FEDERAL AND STATE INCOME TAX RETURNS TO REPORT UNRELATED BUSINESS INCOME WHERE APPLICABLE, AND WITH FEW EXCEPTIONS, THOSE PERIODS GENERALLY REMAIN OPEN THREE YEARS FOR FEDERAL PURPOSES AND FOUR YEARS FOR STATE PURPOSES. THE STATUTE OF LIMITATIONS WILL REMAIN OPEN FOR ANY YEARS WHERE RETURNS WERE NOT FILED. THE ORGANIZATION HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. SALUS HAS BEEN ORGANIZED AS A LIMITED LIABILITY COMPANY AND, ACCORDINGLY, IS NOT SUBJECT TO FEDERAL OR STATE INCOME TAXES. ALL INCOME TAX ATTRIBUTES OF THE ENTITY ARE PASSED THROUGH TO ITS SOLE MEMBER, WISCONSIN. THE ENTITY IS, HOWEVER, SUBJECT TO TEXAS FRANCHISE TAX. THE ENTITY IS INCLUDED IN THE CONSOLIDATED INFORMATION RETURN FILED BY VERSITI. CENETRON HAS BEEN ORGANIZED AS A WHOLLY OWNED LLC THAT HAS ELECTED TO BE TREATED AS A C-CORPORATION FOR TAX PURPOSES AND SO IS SUBJECT TO FEDERAL AND STATE INCOME TAXES. INCOME TAXES ARE PROVIDED FOR THE TAX EFFECTS OF TRANSACTIONS REPORTED BY CENETRON AND CONSIST OF TAXES CURRENTLY DUE AND DEFERRED TAXES. DEFERRED TAXES ARE RECOGNIZED FOR DIFFERENCES BETWEEN THE BASIS OF ASSETS AND LIABILITIES FOR FINANCIAL STATEMENT AND INCOME TAX PURPOSES. THE DIFFERENCES RELATE PRIMARILY TO INTANGIBLE ASSETS. THE DEFERRED TAX ASSETS AND LIABILITIES REPRESENT THE FUTURE TAX RETURN CONSEQUENCES OF THOSE DIFFERENCES, WHICH WILL EITHER BE TAXABLE OR DEDUCTIBLE WHEN THE ASSETS AND LIABILITIES ARE RECOVERED OR SETTLED. CENETRON IS SUBJECT TO TAXATION IN THE UNITED STATES AND THE STATE OF TEXAS. THE ORGANIZATION RECOGNIZES, IF NECESSARY, INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN THE PROVISION FOR INCOME TAXES. THERE WERE NO MATERIAL INTEREST OR PENALTIES RELATED TO INCOME TAXES THAT HAVE BEEN ACCRUED OR RECOGNIZED AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021. PART XI, LINE 2D - OTHER ADJUSTMENTS: SERVICE ALLOCATION REPORTED WITH EXPENSE -90,563. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON DISPOSITION OF FIXED ASSETS -6,961. GAIN ON OPERATING LEASES 171,323. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS ON DISPOSITION OF FIXED ASSETS 6,961. GAIN ON OPERATING LEASES -171,323. PART XII, LINE 4B - OTHER ADJUSTMENTS: SERVICE ALLOCATION REPORTED WITH REVENUE 90,563. 1 LEUKEMIA AND LYMPHOMA SOCIETY 3 INTERNATIONAL DRIVE RYE BROOK NY 10573 135644916 501(C)(3) 10000 0 PROGRAM SUPPORT 1 PART I, LINE 2: PROCEDURE FOR MONITORING USE OF GRANT FUNDS INSIDE U.S. FROM TIME TO TIME, VERSITI MICHIGAN PROVIDES GRANT ASSISTANCE TO VERSITI WISCONSIN, INC. AND OTHER ORGANIZATIONS. THESE FUNDS WILL SUPPORT FUTURE BLOOD RESEARCH AND OTHER INITIATIVES TO SERVE MORE PATIENTS AND REDUCE OVERALL COSTS. MONITORING THE INVESTMENT OF THESE FUNDS, THE DISTRIBUTIONS AND WHAT THESE FUNDS ARE USED FOR IS COMPLETED BY THE LEADERSHIP OF VERSITI. 0 0 0 1 1 1 1 1 0 CHRIS MISKEL PRESIDENT & CEO 149013 596053 116802 467208 4334 17336 4100 16400 6078 24316 280327 1121313 0 0 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 89071 356284 48237 192948 4254 17016 3954 15814 6372 25490 151888 607552 0 0 BART REUTER EVP & GENERAL COUNSEL 78050 312198 48269 193076 4504 18016 4270 17080 7838 31356 142931 571726 0 0 GITESH DUBAL EVP & CHIEF MARKETING OFFICER 71924 287698 43080 172321 4336 17344 4100 16400 6372 25491 129812 519254 0 0 ANTHONY WATKINS EVP & CHIEF FINANCIAL OFFICER 73177 292710 39568 158274 4928 19712 4270 17080 7385 29542 129328 517318 0 0 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 0 495101 0 33530 0 60889 0 16060 0 21100 0 626680 0 0 BRADLEY PIETZ EVP & CHIEF LABORATORY OFFICER 55528 222112 35936 143744 4618 18471 4163 16651 7457 29826 107702 430804 0 0 JAMES WEIDNER EVP & CHIEF HR OFFICER 59834 239336 29049 116196 5048 20191 4270 17080 5870 23478 104071 416281 0 0 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 60249 240993 24363 97450 1106 4425 4880 19520 6872 27489 97470 389877 0 0 LEEANN WIETEKAMP MD SENIOR MEDICAL DIRECTOR 315334 0 47770 0 36742 0 15250 0 13377 0 428473 0 0 0 ALEXANDRA PIEPER VP & CHIEF QUALITY OFFICER 57662 230649 0 0 7825 31298 4100 16400 5856 23424 75443 301771 0 0 MARGARET MCELLIGOTT FORMER VP & CHIEF QUALITY OFFICER 31101 124405 27776 111104 4894 19572 2885 11538 3155 12621 69811 279240 0 0 DAWN KAISER AVP & DIRECTOR OF DONOR SERVICES 162455 0 18750 0 1494 0 8519 0 24297 0 215515 0 0 0 BARBARA BRYANT EVP & CHIEF MED OFF - AS OF 11/2022 0 76464 0 50000 0 68800 0 4119 0 350 0 199733 0 0 ASHLEY K MINOR REG MANAGER OF DONOR RECRUITMENT 58131 0 61467 0 572 0 6526 0 36881 0 163577 0 0 0 M ELIZABETH ATKINSON COLE MD ASSOCIATE MEDICAL DIRECTOR 152308 0 0 0 2820 0 2619 0 1233 0 158980 0 0 0 PERPETUE U BARIYANGA ADV REG NURSE THERAPEUTIC SERVICES 131223 0 350 0 1811 0 6865 0 14787 0 155036 0 0 0 JOSHUA J FIELD MD SR MED DIR(INT CH MED OFF)-THRU 4/22 0 93924 0 27220 0 17702 0 4534 0 9254 0 152634 0 0 PART I, LINE 3 TOP MANAGEMENT'S COMPENSATION THE EXECUTIVE COMMITTEE OF THE VERSITI BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR VERSITI AND THE RELATED ENTITIES THAT IT SUPPORTS, INCLUDING VERSITI MICHIGAN. OTHER THAN THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER, THE EXECUTIVE COMMITTEE DOES NOT INCLUDE MEMBERS OF MANAGEMENT. TO ENSURE THAT THE COMMITTEE IS COMPRISED OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO VERSITI COMPENSATION ARRANGEMENTS, ONE MEMBER OF THE COMMITTEE RECUSES HIMSELF FROM DISCUSSIONS AND APPROVALS RELATED TO COMPENSATION; IN ADDITION, THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER RECUSES HER/HIMSELF FROM ALL DISCUSSIONS AND APPROVALS RELATED TO HER/HIS COMPENSATION. THE VERSITI EXECUTIVE COMMITTEE REVIEWS VERSITI MICHIGAN EXECUTIVE COMPENSATION ARRANGEMENTS TO ENSURE SUCH ARRANGEMENTS ARE FAIR, REASONABLE, AND NOT EXCESSIVE WHEN COMPARED TO SIMILARLY-SITUATED EXECUTIVES. EXECUTIVE COMPENSATION ARRANGEMENTS ARE REVIEWED FOR REASONABLENESS AND APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY IN ACCORDANCE WITH THE VERSITI REASONABLENESS REVIEW POLICY. IN ORDER TO ASSESS THE REASONABLENESS OF EXECUTIVE COMPENSATION ARRANGEMENTS, THE EXECUTIVE COMMITTEE OBTAINS AND REVIEWS APPROPRIATE COMPARABILITY DATA COLLECTED BY THE HUMAN RESOURCE DEPARTMENT AND/OR AN INDEPENDENT COMPENSATION CONSULTANT. THE EXECUTIVE COMMITTEE ENGAGES A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT ANNUALLY. THE INDEPENDENT CONSULTANT PERFORMS AN ANALYSIS OF COMPENSATION LEVELS AT REGIONAL AND NATIONAL ORGANIZATIONS OF COMPARABLE SIZE, SCOPE AND STRUCTURE AND PROVIDES THE COMMITTEE WITH COMPREHENSIVE DATA ON THE AVAILABILITY OF SIMILAR SERVICES WITHIN THE GEOGRAPHIC AREA, COMPENSATION SURVEYS, WRITTEN OFFERS FROM SIMILAR INSTITUTIONS, AND OTHER INFORMATION RELEVANT TO COMPARABILITY OF COMPENSATION. THE EXECUTIVE COMMITTEE'S REVIEW, RECOMMENDATIONS AND APPROVALS ARE DOCUMENTED CONCURRENTLY IN THE COMMITTEE MINUTES, WHICH ARE SUBSEQUENTLY REVIEWED AND APPROVED BY THE EXECUTIVE COMMITTEE AS REASONABLE, ACCURATE AND COMPLETE. THE COMMITTEE CHAIR VERBALLY COMMUNICATES TO THE VERSITI BOARD OF DIRECTORS A CONFIRMATION OF COMPENSATION REASONABLENESS AND THE OVERALL DUE DILIGENCE PROCESS. VERSITI AND VERSITI MICHIGAN HAVE INCENTIVE PROGRAMS FOR THE CHIEF EXECUTIVE OFFICER AND OTHER CORPORATE OFFICERS DESCRIBED IN DETAILED WRITTEN POLICIES APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY. EVALUATION AND COMPENSATION REVIEW -CEO - EACH YEAR, THE EXECUTIVE COMMITTEE EVALUATES THE VERSITI/VERSITI MICHIGAN CEO'S PERFORMANCE AGAINST ESTABLISHED OBJECTIVES, DETERMINES INCENTIVE PAYMENT AND MERIT INCREASE BASED UPON PERFORMANCE AND MARKET DATA PROVIDED BY THE THIRD PARTY COMPENSATION CONSULTANT, AND WORKS WITH THE CEO TO ESTABLISH OBJECTIVES FOR THE NEXT YEAR. -OTHER CORPORATE OFFICERS - THE BOARD OF DIRECTORS HAS DELAGATED TO THE VERSITI/VERSITI MICHIGAN CEO THE PERFORMANCE ASSESSMENT AND COMPENSATION DECISIONS FOR HIS/HER TEAM AND LEADERS ELIGIBLE FOR THE VERSITI LEADERSHIP INCENTIVE PLAN. DURING THE MAY MEETING, THE EXECUTIVE COMMITTEE REVIEWS THE INCENTIVES (SHORT AND LONG-TERM) PAYOUTS AND MERIT INCREASES ASSIGNED TO THE EXECUTIVE TEAM AS PART OF THE ANNUAL COMPENSATION REASONABILITY REVIEW CONDUCTED BY AON CONSULTANTS. THE EXECUTIVE COMMITTEE REVIEWS AND APPROVES THE SALARY INCREASES AND INCENTIVE PAYOUTS OF THE CEO BEFORE PAYMENT. CORPORATE OFFICERS ARE POSITIONED WITHIN THE APPROPRIATE SALARY RANGE BASED UPON: -EXECUTIVE'S KNOWLEDGE, COMPETENCIES, AND EXPERIENCE, -PERFORMANCE OF THE EXECUTIVE'S AREAS OF RESPONSIBILITY, -THE EXECUTIVE'S CONTRIBUTION TO OVERALL PERFORMANCE, -THE IMPORTANCE OF RETAINING THE EXECUTIVE, -INTERNAL EQUITY CONSIDERATIONS, -THE FINANCIAL RESOURCES AVAILABLE, AND -EXECUTIVE BASE SALARY INCREASES PROVIDED IN THE COMPETITIVE MARKET PART I, LINE 5A, 5B, 6A, 6B AND 7 NON-FIXED PAYMENTS INCENTIVE PAYOUT OPPORTUNITIES, BASED ON PERCENTAGE OF BASE PAY RATE, ARE AVAILABLE TO CERTAIN EMPLOYEES OF THE FILING ORGANIZATION. WHILE LEVELS OF THE INCENTIVE PAYOUT OPPORTUNITY ARE FIXED AND DETERMINED PERCENTAGES OF BASE COMPENSATION, THE INCENTIVE PAYOUT IS DETERMINED, IN PART, ON THE CONSOLIDATED REVENUE AND NET EARNING OF OPERATING DIVISIONS. THE INCENTIVE PAYOUT IS SUBJECT TO THE REVIEW OF ACCOMPLISHMENTS/OBJECTIVES AND THE ULTIMATE DETERMINATION OF INCENTIVE COMPENSATION IS SUBJECT TO PRESIDENT/CEO AND EXECUTIVE COMMITTEE OF THE BOARD APPROVAL. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OR STOCKHOLDERS VERSITI, INC. (A 501(C)(3) ORGANIZATION) IS THE SOLE VOTING MEMBER. FORM 990, PART VI, SECTION A, LINE 7A MEMBER OR STOCKHOLDERS POWERS VERSITI, INC. HAS RESERVE POWERS, INCLUDING THE ABILITY TO ELECT A MAJORITY OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B REFER TO NARRATIVE LISTED IN LINE 7A. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW VERSITI MICHIGAN UTILIZES GRANT THORNTON LLP TO COMPLETE THE IRS FORM 990 AND RELATED SCHEDULES. FOLLOWING COMPLETION, THEY ARE REVIEWED BY THE ORGANIZATION'S MANAGEMENT. THE DRAFT FORMS ARE THEN REVISED BY THE AUDIT AND COMPLIANCE COMMITTEE PRIOR TO SUBMISSION TO THE IRS. THE FULL BOARD IS PROVIDED A COPY OF THE FORM 990 PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY VERSITI MICHIGAN MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY. ON AN ANNUAL BASIS, CURENT DIRECTORS AND OFFICERS ARE ASKED TO COMPLETE A DISCLOSURE FORM BASED ON IRS REQUIREMENTS THAT INCLUDES THE FOLLOWING: WHETHER THEY HAVE ANY DIRECT OR INDIRECT RELATIONSHIP EITHER THROUGH BUSINESS OR FAMILY MEMBER WITH THE ORGANIZATION. WHETHER THEY RECEIVED COMPENSATION FROM ANY ORGANIZATION THAT SHARES COMMON OWNERSHIP OR CONTROL WITH THE ORGANIZATION. WHETHER THEY HAVE SERVED AS AN OFFICER, DIRECTOR, KEY EMPLOYEE, PARTNER OR MEMBER OF AN ENTITY (OR SHAREHOLDER OF A PROFESSIONAL CORPORATION) DOING BUSINESS WITH THE ORGANIZATION. THESE ANSWERS ARE ACCUMULATED, SUMMARIZED, AND EVALUATED BY MANAGEMENT TO DETERMINE IF ANY CONFLICTS EXIST. IDENTIFIED CONFLICTS ARE ADDRESSED IN ACCORDANCE WITH THE WRITTEN POLICY. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION PROCESS THE EXECUTIVE COMMITTEE OF THE VERSITI BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR VERSITI AND THE RELATED ENTITIES THAT IT SUPPORTS, INCLUDING VERSITI MICHIGAN. FORM 990, PART VI, SECTION C, LINE 19 ORGANIZATION'S DOCUMENTS OPEN TO THE PUBLIC VERSITI MICHIGAN MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. PART VII: AVERAGE HOURS THE HOURS LISTED ON FORM 990, PART VII ARE REPRESENTATIVE OF AN AVERAGE FOR THE OFFICERS AND EXECUTIVE TEAM. EACH INDIVIDUAL PERSON'S WEEKLY TALLY MAY BE GREATER OR LESSER PER WEEK BASED ON THEIR INDIVIDUAL ROLES AND RESPONSIBILITIES WITHIN THE FILING ORGANIZATION AND RELATED PARTIES. VERSITI WISCONSIN INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 390807235 BLOOD WI 501(C)(3) LINE 7 VERSITI 0 VERSITI BLOOD RESEARCH INSTITUTE FNDN PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 391372542 SUPPORTING WI 501(C)(3) LINE 12B, II VERSITI 0 VERSITI INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 454675354 SUPPORTING WI 501(C)(3) LINE 12B, II N/A 0 VERSITI ILLINOIS INC 1200 N HIGHLAND AVE AURORA IL 60506 362179768 BLOOD IL 501(C)(3) LINE 10 VERSITI 0 VERSITI INDIANA INC 3450 N MERIDIAN ST INDIANAPOLIS IN 46208 350991629 BLOOD IN 501(C)(3) LINE 10 VERSITI 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 1 1 1 1