2022-11-15T16:09:03-06:00 2021-12-31 366055558 GRANT THORNTON LLP 1000 WILSON BOULEVARD SUITE 1400 ARLINGTON VA 22209 990 2021-01-01 541278944 UVA PRINCE WILLIAM HEALTH SYSTEM UVAP 5712841163 8650 SUDLEY ROAD MANASSAS VA 20110 CHARLES CODER CFO 5712841163 2022-11-15 1 CHARLES CODER 999009999 MARY TORRETTA P00847851 7038477500 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z X X CHARLES CODER 28 BLACKWELL PARK SUITE 303 WARRENTON VA 20186 48970081 0 X N/A X 1997 VA SEE SCHEDULE O 12 7 400 17 0 0 1111151 13442 43931811 48461374 -169 332461 2483681 88248 47526474 48895525 0 0 0 0 44193448 44728011 0 0 0 17688761 20506866 61882209 65234877 -14355735 -16339352 34920621 37023686 23736169 10885833 11184452 26137853 X SEE SCHEDULE O 0 0 56171519 44369554 IN 2021, UVA COMMUNITY HEALTH PHYSICIAN PRACTICES OFFERED PHYSICIAN SERVICES TO THE COMMUNITY AT MULTIPLE VA LOCATIONS. THE PHYSICAN PRACTICES OF UVA PRINCE WILLIAM HEALTH SYSTEM HAD 227,418 OUTPATIENT ENCOUNTERS DURING 2021. THE ORGANIZATION'S OPERATIONS SERVE THE COMMUNITY BY PROVIDING ACCESS TO MUCH NEEDED HEALTHCARE SERVICES, REGARDLESS OF THE PATIENTS' ABILITY TO PAY. 623070 1472169 UVA PRINCE WILLIAM HEALTH SYSTEM PROVIDES INTERMEDIARY ADMINISTRATIVE SUPPORT TO UVA MEDICAL CENTER LOCATED IN PRINCE WILLIAM COUNTY, AND CONTINUES TO PROVIDE CORPORATE REAL ESTATE ADMINISTRATION SUPPORT TO THESE SAME ENTITIES. 2770613 2741614 IN 2021, UVA PRINCE WILLIAM HEALTH SYSTEM OFFERED DIAGNOSTIC IMAGING SERVICES TO THE CENTERVILLE, VA AREA, WITH 9,012 OUTPATIENT ENCOUNTERS. 59565202 1 0 0 1 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 0 0 400 1 0 0 0 0 0 0 0 0 0 0 0 0 X 12 7 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 VA X CHARLES CODER 5712841163 28 BLACKWELL PARK SUITE 303 WARRENTON VA 20186 X CARL ARMATO PRES&CEO/TRUSTEE (END 6/30/21) 0.20 50.00 X 0 4412465 60912 STEVEN M DANZIGER TRUSTEE (END 6/30/21) / CHAIR (EFF 7/1/21) 0.20 0.00 X X 0 0 0 MATTHEW GUILFOYLE TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 CHRISTOPHER HEATON MD TRUSTEE (EFF 7/1/21) 45.00 0.20 X 454552 0 46058 KEVIN KELLEY SEC (END 6/30/21) 0.20 0.00 X X 0 0 0 VIKRAM KHOT MD CHAIR (END 6/30/21) 0.20 45.00 X X 20869 0 0 JACQUELINE KRICK VICE CHAIR (END 6/30/21) 0.20 0.00 X X 0 0 0 KARLA LACAYO MD TRUSTEE (END 6/30/21) 0.20 0.00 X 0 20184 0 IAN MCDONALD TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 JACKSON MILLER TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 STEPHEN NELSON TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 MARIA PACE MD TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 PAMELA SESSOMS TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 PATRICK SMALL TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 STEPHEN SMITH MD PRES & COO / TRUSTEE 50.00 0.00 X X 0 647657 56078 ROSS SWITKES MD TRUSTEE (END 6/30/21) 0.20 0.00 X 0 30420 0 JONATHAN L WAY TRUSTEE (END 6/30/21) 0.20 0.00 X 0 0 0 MARY FRANCES SOUTHERLAND TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 388370 81839 KIRSTEN GREEN MD TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 882841 106767 CHARLES BARRELL TRUSTEE (EFF 7/1/21) 0.20 0.00 X X 0 0 0 LISA ANN PEACOCK TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 0 0 RICHARD HARRINGTON TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 0 0 MICHELLE METZGAR TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 0 0 PAM KINCHELOE RN JD TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 0 0 BEN WAMPLER MD TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 0 0 SHIV KHANDELWAL MD TRUSTEE (EFF 7/1/21) 0.20 0.00 X 0 546606 49804 CHARLES CODER CFO & TREASURER 0.00 50.00 X 0 461941 35908 ALFRED PILONG SVP & CEO 0.20 0.00 X 0 1081946 150118 ALFRED BURRIS II MD CARDIOLOGIST 45.00 0.00 X 657604 0 51286 AHSAN JAFIR MD CARDIOLOGIST 45.00 0.00 X 605064 0 52955 ARA MARANIAN MD CARDIOLOGIST 45.00 0.00 X 588871 0 48930 JARID TAREEN MD ORTHOPAEDIST 45.00 0.00 X 495077 0 34576 DAVID DEMARIA CARDIOLOGIST 45.00 0.00 X 445675 0 30048 3267712 8472430 805279 109 0 1 0 COMPHEALTH PO BOX 972651 DALLAS TX 75397 PHYSICIAN SERVICES 381407 DPS TELECOM SERVICES 3401 MALLORY LANE FRANKLIN TN 37067 REMOTE MONITORING SERVICES 222773 ENVERA HEALTH INC 1001 HAXALL POINT RICHMOND VA 23219 PATIENT HEALTHCARE SERVICES 176764 UNIV OF VIRGINIA DEPT RADIOLOGY & MED PO BOX 800170 CHARLOTTESVILLE VA 22908 HEALTH SERVICES 164728 NOVA JANITORIAL 10407 BALLS FORD ROAD MANASSAS VA 20109 CLEANING SERVICES 150996 7 13442 13442 NET PATIENT REVENUE 621111 46665704 46665704 MOB RENTAL INCOME 531120 1418591 1418591 VALUE BASED INCENTIVE 900099 176192 176192 PHYSICIAN SERVICES 621111 149884 149884 CARE COORDINATION FEES 900099 51003 51003 48461374 240836 240836 33715 -33715 -33715 -33715 132466 0 40841 132466 -40841 91625 91625 MISCELLANEOUS REVENUE 900099 121963 121963 121963 48895525 48583337 0 298746 521479 521479 37495246 36745342 749904 1535964 1504952 31012 3100627 3038614 62013 2074695 2033201 41494 2048 2048 2774345 1377374 1396971 11017 11017 557623 389670 167953 524502 524502 3708698 3682001 26697 67522 66829 693 22527 22076 451 1000 24 976 1565224 1559974 5250 3024496 2797811 226685 BILLING FEES 1863121 1863121 PHARMACEUTICALS 1602865 1602865 CONTRACT LABOR 1559938 1528739 31199 BAD DEBT 959127 959127 2262813 1721084 541729 65234877 59565202 5669675 0 1400184 2070956 2710067 4322376 263697 225826 17268 17920 39984489 19902079 21521570 20082410 468282 468282 199925 195561 8339628 9640355 34920621 37023686 3755357 3748816 5903 19980812 7131114 23736169 10885833 X 11184452 26137853 11184452 26137853 34920621 37023686 X -16339352 -175743 31468496 X 0 1 X 1 1 1 X X 3 UVA PRINCE WILLIAM MEDICAL CENTER 540696355 3 1 0 0 UVA CANTON MERCHANT HOUSE ASSISTED LIVING 541291284 10 1 0 0 UVA COMMUNITY HEALTH FOUNDATION 541307595 7 0 0 0 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 PART I, LINE 12G: UVA PRINCE WILLIAM HEALTH SYSTEM PROVIDES INTERMEDIARY ADMINISTRATIVE SUPPORT TO THE RELATED ENTITIES LOCATED IN PRINCE WILLIAM COUNTY AND CONTINUES TO PROVIDE CORPORATE REAL ESTATE ADMINISTRATION SUPPORT TO THE SUPPORTED ORGANIZATIONS LISTED IN PART I. PART IV, SECTION A, LINE 1: THERE ARE OTHER PUBLICLY SUPPORTED ORGANIZATIONS WITHIN THE HEALTH SYSTEM THAT THE FILING ORGANIZATION SUPPORTS. THESE ORGANIZATIONS HAVE A CONTINUING RELATIONSHIP WITH THE FILING ORGANIZATION BY VIRTUE OF THEIR RELATIONSHIPS TO THE SPECIFIED SUPPORTED ORGANIZATIONS. BY REASON OF THIS RELATIONSHIP, A SUBSTANTIAL IDENTITY OF INTEREST HAS BEEN DEVELOPED BETWEEN THE ORGANIZATIONS THEREBY ESTABLISHING A HISTORIC AND CONTINUING RELATIONSHIP. PART IV, SECTION D, LINE 3: REPRESENTATIVES OF THE SUPPORTED ORGANIZATIONS PROVIDE ONGOING FEEDBACK AND GUIDANCE ON THE BUDGETING, OVERHEAD ALLOCATIONS, AND ASSET PURCHASING AND UTILIZATION. PART IV, SECTION E, LINE 3A: THE ORGANIZATION HAS THE POWER TO REGULARLY APPOINT OR ELECT A MAJORITY OF OFFICERS, DIRECTORS OR TRUSTEES OF UVA CANTON MERCHANT HOUSE ASSISTED LIVING, A SUPPORTED ORGANIZATION LISTED IN PART I. PART IV, SECTION E, LINE 3B: BECAUSE OF THE RELATIONSHIP DESCRIBED ABOVE, THE SAME INDIVIDUALS WHO HAVE OVERSIGHT OVER THE SUPPORTING ORGANIZATION ARE DIRECTLY INVOLVED OR HAVE A SUBSTANTIAL DEGREE OF INFLUENCE IN THE OVERSIGHT, INCLUDING POLICY/PROGRAM DEVELOPMENT AND ACTIVITIES, OF THE SUPPORTED ORGANIZATIONS. 0 0 0 0 0 0 0 0 1 434 434 0 PART II-B, LINE 1: LINE 1I DUES PAID TO CERTAIN ORGANIZATIONS WHICH INCLUDE A PORTION RELATED TO LOBBYING ACTIVITIES. 12692563 12692563 14782261 9851562 4930699 6215111 4758604 1456507 6070416 5138441 931975 224138 153472 70666 20082410 RIGHT OF USE ASSETS 5885665 DUE FROM AFFILIATES 3754690 9640355 0 OTHER LIABILITIES 316556 PATIENT REFUNDS 493586 THIRD PARTY PAYMENT PAYABLE 342350 OPERATING LEASE 5978622 7131114 X PART X, LINE 2: PART X, LINE 2: LIABILITY UNDER FIN 48 (ASC 740) FOOTNOTE THE AUDIT FOR UVA COMMUNITY HEALTH AND ITS AFFILIATES IS PREPARED ON A CONSOLIDATED BASIS. THE COMPANY IS REQUIRED TO EVALUATE UNCERTAIN TAX POSITIONS. THIS EVALUATION INCLUDES A QUANTIFICATION OF TAX RISK IN AREAS SUCH AS UNRELATED BUSINESS TAXABLE INCOME. THIS EVALUATION DID NOT HAVE A MATERIAL EFFECT ON THE COMPANY'S CONSOLIDATED STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020. 0 1 0 0 0 0 0 1 0 CARL ARMATO PRES&CEO/TRUSTEE (END 6/30/21) 0 2029555 0 1620785 0 762125 0 17400 0 43512 0 4473377 0 7500 ALFRED PILONG SVP & CEO 0 524123 0 516734 0 41089 0 116327 0 33791 0 1232064 0 0 KIRSTEN GREEN MD TRUSTEE (EFF 7/1/21) 0 799322 0 75690 0 7829 0 81114 0 25653 0 989608 0 0 ALFRED BURRIS II MD CARDIOLOGIST 544220 0 92472 0 20912 0 17400 0 33886 0 708890 0 0 0 STEPHEN SMITH MD PRES & COO / TRUSTEE 0 357053 0 254369 0 36235 0 16677 0 39401 0 703735 0 0 AHSAN JAFIR MD CARDIOLOGIST 500698 0 82470 0 21896 0 17400 0 35555 0 658019 0 0 0 ARA MARANIAN MD CARDIOLOGIST 436980 0 120059 0 31832 0 17400 0 31530 0 637801 0 7500 0 SHIV KHANDELWAL MD TRUSTEE (EFF 7/1/21) 0 361528 0 175000 0 10078 0 25117 0 24688 0 596411 0 0 JARID TAREEN MD ORTHOPAEDIST 478405 0 2982 0 13690 0 0 0 34576 0 529653 0 0 0 CHRISTOPHER HEATON MD TRUSTEE (EFF 7/1/21) 372161 0 63360 0 19031 0 14644 0 31414 0 500610 0 7500 0 CHARLES CODER CFO & TREASURER 0 309412 0 133602 0 18927 0 16087 0 19821 0 497849 0 0 DAVID DEMARIA CARDIOLOGIST 373516 0 43690 0 28469 0 17400 0 12648 0 475723 0 0 0 MARY FRANCES SOUTHERLAND TRUSTEE (EFF 7/1/21) 0 307569 0 64000 0 16801 0 17943 0 63896 0 470209 0 0 PART I, LINE 3 EFFECTIVE JANUARY 1, 2022 THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA ON BEHALF OF ITS MEDICAL CENTER WILL ASSUME RESPONSIBILITY FOR THE PROCESS PREVIOUSLY SUPPORTED BY NOVANT HEALTH, INC. THAT IS OUTLINED BELOW. THE FILING ORGANIZATION IS AN INTEGRAL PART OF NOVANT HEALTH UVA HEALTH SYSTEM ("THE SYSTEM") AND RELIES UPON NOVANT HEALTH, INC., A SUPPORTING ORGANIZATION OF THE SYSTEM, TO USE THE PROCESS DESCRIBED IN PART VI, LINE 15A/15B OF THIS RETURN TO ESTABLISH COMPENSATION FOR CERTAIN EXECUTIVES. THIS PROCESS ADHERES TO THE REQUIREMENTS SET FORTH TO SECURE THE REBUTTABLE PRESUMPTION OF REASONABLENESS AND INCLUDES A REVIEW AND APPROVAL BY INDEPENDENT AND DISINTERESTED MEMBERS OF A COMPENSATION COMMITTEE, CONSULTATION WITH INDEPENDENT COMPENSATION CONSULTANTS, THE UTILIZATION OF THIRD-PARTY COMPARABILITY DATA SUCH AS PUBLISHED COMPENSATION SURVEYS, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. PART I, LINE 4B - SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS: THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") IS INTENDED TO SUPPORT RETENTION OF KEY EXECUTIVES, AND TO OFFER COMPETITIVE TOTAL COMPENSATION. ELIGIBLE EXECUTIVES WILL BE NOMINATED BY THE CEO AND APPROVED BY THE NOVANT HEALTH COMPENSATION AND LEADERSHIP COMMITTEE ("THE COMMITTEE") TO PARTICIPATE. GENERALLY, ANNUAL CONTRIBUTIONS TO THE PLAN OR PAYMENTS TO PARTICIPANTS WILL BE BASED ON A PERCENTAGE OF THE PARTICIPANT'S BASE SALARY AS OF JANUARY 1ST OF THE PREVIOUS PLAN YEAR AND ARE REPORTED IN COLUMN (C) OF SCHEDULE J. PRIOR TO MAKING THE CONTRIBUTIONS OR PAYMENTS, THE COMMITTEE WILL APPROVE THE AMOUNTS AS TO REASONABLENESS, WHEN COMBINED WITH ALL OTHER ANNUAL COMPENSATION. A 3 YEAR CLASS-YEAR VESTING PERIOD WILL APPLY UP TO AGE 62, WHEN ALL MONEY WOULD BE VESTED AND PAID OUT TO THE PARTICIPANT. OTHERWISE, VESTING WILL OCCUR ON JANUARY 1ST OF EACH YEAR FOR THE APPROPRIATE CLASS-YEAR VESTING PERIOD. THE COMMITTEE REVIEWS, APPROVES, AND OVERSEES ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS. PART I, LINE 7 - NONFIXED PAYMENTS: DEPENDING ON INDIVIDUAL PERFORMANCE, SOME EMPLOYEES MAY BE ELIGIBLE FOR PERFORMANCE BONUSES IN ADDITION TO THEIR REGULAR COMPENSATION. THE AWARDING OF ANY COMPENSATION BONUS CONSIDERS THE INDIVIDUAL'S GOALS AND THE GOALS OF THE ORGANIZATION AS A WHOLE. ANY POTENTIAL BONUS IS CONSIDERED WHEN EVALUATING AN EMPLOYEE'S TOTAL COMPENSATION FOR REASONABLENESS. FORM 990, PI, L1: ORGANIZATION'S MISSION OR MOST SIGNIFICANT ACTIVITIES UVA PRINCE WILLIAM HEALTH SYSTEM IS AN INTEGRAL PART OF UVA COMMUNITY HEALTH, INC. ("UVACH"). UVACH IS A NOT-FOR-PROFIT INTEGRATED SYSTEM OF HOSPITALS, PHYSICIAN CLINICS, OUTPATIENT CENTERS, AND OTHER HEALTHCARE SERVICES PROVIDERS (COLLECTIVELY KNOWN AS "UVA COMMUNITY HEALTH"). IN 2016, NOVANT HEALTH, INC. AND THE UNIVERSITY OF VIRGINIA MEDICAL CENTER ("UVA MEDICAL CENTER") FORMED A JOINT OPERATING COMPANY CALLED NOVANT HEALTH UVA HEALTH SYSTEM ("NHUVAHS"), WHICH INCLUDED CULPEPER MEDICAL CENTER, HAYMARKET MEDICAL CENTER, PRINCE WILLIAM MEDICAL CENTER, LAKE MANASSAS CANCER CENTER, CATON MERCHANT HOUSE, AND A NETWORK OF PHYSICIAN CLINICS STAFFED BY AN EMPLOYED MEDICAL GROUP. AS OF JULY 1, 2021, UVA MEDICAL CENTER TOOK FULL OWNERSHIP OF NHUVAHS, AT WHICH TIME THE SYSTEM TRANSITIONED ITS NAME TO UVA COMMUNITY HEALTH, INC. AND BEGAN THE PROCESS TO REBRAND ALL FACILITIES AND ENTITIES UNDER THE "UVA HEALTH" BRAND. FORM 990, PART III, LINE 1: MISSION, VISION AND VALUES MISSION AS OF JULY 1, 2021, UVA PRINCE WILLIAM HEALTH SYSTEM BEGAN ADOPTION OF UVA HEALTH MISSION, VISION AND VALUES. UVA HEALTH'S MISSION IS: TRANSFORMING HEALTH AND INSPIRING HOPE FOR ALL VIRGINIANS AND BEYOND. VISION TO BE THE NATION'S LEADING PUBLIC ACADEMIC HEALTH SYSTEM AND BEST PLACE TO WORK WHILE TRANSFORMING PATIENT CARE, RESEARCH, EDUCATION AND ENGAGEMENT WITH THE DIVERSE COMMUNITIES WE SERVE. VALUES AS PART OF UVA HEALTH, WE PUT THE PATIENT AT THE CENTER OF EVERYTHING WE DO. WE ASPIRE TO CREATE A CULTURE OF EXCELLENCE, ENGAGEMENT AND TRUST THROUGH OUR VALUES: - ACCOUNTABILITY: ACKNOWLEDGING AND ASSUMING RESPONSIBILITY FOR WHERE WE HAVE SUCCEEDED AND FAILED IN TERMS OF OUR ACTIONS, DECISIONS, POLICIES, AND RESULTS. - STEWARDSHIP: MANAGING OUR RESOURCES AND COMMITMENT TO CONTINUAL IMPROVEMENT AND LEARNING RESPONSIBLY AND CAREFULLY WHILE ACKNOWLEDGING SHORTCOMINGS OR PROBLEMS IN OUR QUEST. - PROFESSIONALISM: APPROACHING ALL THAT WE DO IN A COLLABORATIVE WAY AND DELIVERING EXCELLENT CARE THROUGH THE LENS OF HELPFULNESS, POSITIVITY, KINDNESS, AND COMPETENCY. - INTEGRITY: BEING HONEST, OPEN, AND FAIR THROUGH OUR BEHAVIORS, ATTITUDE, AND TREATMENT OF OTHERS. - RESPECT: VALUING EVERYONE THROUGH OUR COMPASSIONATE AND CARING WAYS. - EQUITY: FOSTERING AN ENVIRONMENT OF BELONGING THAT PROMOTES JUSTICE, EQUITY, DIVERSITY, INCLUSION, AND UNITY THROUGHOUT THE ORGANIZATION AND WITHIN THE COMMUNITIES WE SERVE. OUR GUIDING PRINCIPLES - CARE FOR, EMPOWER, AND SUPPORT OUR FELLOW TEAM MEMBERS IN EVERYTHING WE DO - STRIVE FOR EXCELLENCE ACROSS ALL MISSIONS - MAKE TRANSPARENT AND DATA-DRIVEN DECISIONS IN THE LONG-TERM BEST INTERESTS OF THE ORGANIZATION - PROVIDE THE HIGHEST QUALITY, UNPARALLELED SAFETY, AND AN EXCEPTIONAL CARE EXPERIENCE - BE A LEARNING ORGANIZATION COMMITTED TO INNOVATION AND CONTINUAL DEVELOPMENT OF OURSELVES AND OTHERS - BE RESPONSIBLE MANAGERS OF OUR FINANCIAL, ENVIRONMENTAL, AND OTHER RESOURCES - HAVE CLEAR OBJECTIVES, MEASURE RESULTS, AND CELEBRATE SUCCESSES - DEEPEN COMMUNITY ENGAGEMENT AND FOSTER HEALTHY COMMUNITIES FORM 990, PART VI, SECTION A, LINE 4 THE ORGANIZATION AMENDED ITS ARTICLES OF INCORPORATION SO THAT THE SOLE MEMBER OF THE ORGANIZATION WAS UVA COMMUNITY HEALTH, INC. THE ACTION WAS APPROVED BY THE BOARD AND LEGAL DOCUMENTS REFLECTING THE CHANGE TO THE GOVERNANCE WERE FILED WITH THE STATE OFFICE. FORM 990, PART VI, SECTION A, LINE 6 FORM 990, PART VI, SECTION A, LINE 6: CLASSES OF MEMBERS OR STOCKHOLDERS THE CORPORATION IS A NONPROFIT CORPORATION WITH MEMBERS (OR A MEMBER). THE SOLE MEMBER, UVACH HAS CERTAIN RIGHTS AND POWERS WITH REGARD TO THE CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A FORM 990, PART VI, SECTION A, LINE 7A: ELECTION OF MEMBERS AND THEIR RIGHTS AS THE SOLE MEMBER OF THE ORGANIZATION, UVACH HAS THE POWER TO APPOINT ALL MEMBERS OF THE GOVERNING BODY OF UVA PRINCE WILLIAM HEALTH SYSTEM. FORM 990, PART VI, SECTION A, LINE 7B FORM 990, PART VI, SECTION A, LINE 7B: DECISIONS SUBJECT TO APPROVAL OF MEMBERS AS THE SOLE MEMBER, UVACH HAS THE POWER TO APPROVE CERTAIN TRANSACTIONS, ACTIONS AND CHANGES TO THE ORGANIZATION'S ARTICLES OF INCORPORATION AND BYLAWS. FORM 990, PART VI, SECTION B, LINE 11B FORM 990, PART VI, SECTION B, LINE 11: ORGANIZATION'S PROCESS TO REVIEW FORM 990 THE BOARD HAS DELEGATED REVIEW OF THE FORM 990 TO UVA COMMUNITY HEALTH'S BOARD OF TRUSTEES' AUDIT AND COMPLIANCE COMMITTEE ("THE COMMITTEE"), WHICH OVERSEES TAX MATTERS FOR ENTITIES IN THE UVA COMMUNITY HEALTH SYSTEM. THE COMMITTEE IS THE REVIEW BODY FOR ALL OF THE FORM 990S FILED FOR ORGANIZATIONS WITHIN THE UVA COMMUNITY HEALTH SYSTEM. THE COMMITTEE MEETS BEFORE THE FORM 990S ARE FILED WITH THE IRS AND AFTER ALL BOARD MEMBERS HAVE BEEN PROVIDED A PAPER OR ELECTRONIC COPY OF THE FORM 990 AND A SUMMARY OF ITS CONTENTS. THE VICE PRESIDENT OF TAX AND LEGAL COUNSEL FOR UVA COMMUNITY HEALTH ATTEND THE MEETING TO ANSWER ANY QUESTIONS AND ADDRESS ANY SIGNIFICANT DISCLOSURES WITHIN THE FORM 990. FORM 990, PART VI, SECTION B, LINE 12C FORM 990, PART VI, SECTION B, LINE 12C: MONITORING AND ENFORCEMENT OF COI THE ORGANIZATION'S TRUSTEE CONFLICT OF INTEREST POLICY APPLIES TO ALL TRUSTEES, PRINCIPAL OFFICERS OR MEMBERS OF A COMMITTEE WITH BOARD DELEGATED POWERS. ALL TRUSTEES ARE SENT AN ANNUAL DISCLOSURE QUESTIONNAIRE. THE BEGINNING OF EACH MEETING OF THE BOARD BEGINS WITH VOLUNTARY VERBAL SELF-DISCLOSURE OF ANY CONFLICTS WITH ANY ITEMS ON THE AGENDA. AS ADDITIONAL ISSUES ARISE DURING THE COURSE OF THE MEETING, A SIMILAR SELF-DISCLOSURE IS EXPECTED. CHALLENGES BY PARTICIPANTS ARE ENCOURAGED IF SELF-DISCLOSURES ARE NOT FORTH-COMING. DURING THE COURSE OF DOING BUSINESS, IF CONFLICTS ARE SUSPECTED BY ANYONE, THEY ARE ENCOURAGED TO NOTIFY THE CEO OF THEIR SUSPICIONS. THE CEO WILL INVESTIGATE, EMPLOYING LEGAL COUNSEL AS NECESSARY, AND WILL RESOLVE AS APPROPRIATE. ULTIMATELY IT IS THE RESPONSIBILITY OF THE CEO AND THE CHAIRMAN OF THE BOARD TO ENFORCE THE POLICY. FORM 990, PART VI, SECTION B, LINE 15 FORM 990, PART VI, SECTION B, LINE 15A/15B: EFFECTIVE JANUARY 1, 2022 THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA ON BEHALF OF ITS MEDICAL CENTER WILL ASSUME RESPONSIBILITY FOR THE PROCESS PREVIOUSLY SUPPORTED BY NOVANT HEALTH, INC. THAT IS OUTLINED BELOW. THE FILING ORGANIZATION IS AN INTEGRAL PART OF THE NOVANT HEALTH UVA HEALTH SYSTEM ("THE SYSTEM"), WHICH IS SUPPORTED BY NOVANT HEALTH, INC. ("NOVANT HEALTH"), ONE OF ITS MEMBERS. NOVANT HEALTH SUPPORTS THE SYSTEM BY PROVIDING A COMPENSATION REVIEW AND APPROVAL PROCESS TO CERTAIN SYSTEM ENTITIES. THE PROCESS IS CONDUCTED BY THE INDEPENDENT AND DISINTERESTED MEMBERS OF THE NOVANT HEALTH, INC. BOARD OF TRUSTEES (WHO COMPRISE THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD) WHO REVIEW, APPROVE, AND OVERSEE ALL ASPECTS OF COMPENSATION AND BENEFITS FOR CERTAIN LEADERS AND EXECUTIVES ("EXECUTIVES") SERVING AS OFFICERS, INCLUDING THE TOP MANAGEMENT OFFICIAL, OR KEY EMPLOYEES FOR CERTAIN ENTITIES WITHIN THE SYSTEM. THE COMMITTEE WORKS WITH AN INDEPENDENT COMPENSATION CONSULTANT AND USES THIRD PARTY COMPARABILITY DATA FOR FUNCTIONALLY SIMILAR POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS TO ENSURE THAT TOTAL COMPENSATION AND BENEFITS FOR EACH EXECUTIVE IS REASONABLE FOR THAT EXECUTIVE'S POSITION. THE COMMITTEE REVIEWS AND APPROVES EXECUTIVE COMPENSATION AND BENEFITS ANNUALLY, CONSISTENT WITH THE WRITTEN EXECUTIVE COMPENSATION PHILOSOPHY OF NOVANT HEALTH, AND IN A MANNER THAT QUALIFIES FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS, THEREBY ASSURING THAT TOTAL COMPENSATION AND BENEFITS PROVIDED TO EACH EXECUTIVE IS REASONABLE. FORM 990, PART VI, SECTION C, LINE 19 FORM 990, PART VI, SECTION C, LINE 19: GOVERNING DOCUMENTS DISCLOSURE THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS CONTAIN ALL ORGANIZATIONS IN THE UVA COMMUNITY HEALTH SYSTEM ARE AVAILABLE UPON REQUEST. THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE MADE AVAILABLE TO THE EXTENT REQUIRED BY LAW. FORM 990, PART VII, SECTION B: INDEPENDENT CONTRACTORS THE FILING ENTITY IS PART OF THE NOT-FOR-PROFIT INTEGRATED HEALTHCARE SYSTEM KNOWN AS UVA COMMUNITY HEALTH. THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA ON BEHALF OF ITS MEDICAL CENTER IS A MEMBER OF THE ENTITY THAT OPERATES THE HEALTH SYSTEM AND IS RESPONSIBLE FOR CERTAIN CORPORATE SUPPORT FUNCTIONS INCLUDING ACCOUNTS PAYABLE AND ISSUES FORMS 1099 FOR CERTAIN ENTITIES IN THE SYSTEM INCLUDING THE FILING ENTITY. INFORMATION REPORTED IN PART VII, SECTION B REPRESENTS THE EXPENSES PAID ON BEHALF OF THE FILING ENTITY TO INDEPENDENT CONTRACTORS OVER $100,000. FORM 990, PART XI, LINE 9: DEBT FORGIVENESS 31,223,842. JOC DIVESTURE 244,654. 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