2022-11-14T12:50:44-06:00 2021-12-31 910189318 MOSS ADAMS LLP 101 SECOND STREET SUITE 900 SAN FRANCISCO CA 94105 990 2021-01-01 272367522 MANIFEST MEDEX MANI 5106831333 6001 SHELLMOUND STREET 500 EMERYVILLE CA 94608 PATRICIA GROBECK CFO 5106831309 2022-11-12 1 PATRICIA GROBECK 999009999 LESLIE VAN P01294411 4159561500 2022-11-11 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z ERICA GALVEZ 6001 SHELLMOUND STREET 500 EMERYVILLE CA 94608 40119770 0 X HTTPS://WWW.MANIFESTMEDEX.ORG/ X 2010 CA MANIFEST MEDEX FACILITATES THE COLLECTION OF ELECTRONIC CLINICAL RECORDS FROM HEALTHCARE PROVIDERS AND CLAIMS DATA FROM HEALTH INSURERS. THE CLINICAL AND CLAIMS DATA IS AGGREGATED TO PROVIDE COMPREHENSIVE LONGITUDINAL PATIENT RECORDS THAT EMPOWER MANIFEST MEDEX PARTICIPANTS WITH POWERFUL DATA TO EFFECTIVELY MANAGE THE CONTINUUM OF CARE AND DRIVE HIGHER QUALITY CARE AT A LOWER COST. 8 8 81 8 0 0 23323957 27316877 12017231 12797745 88459 1521 0 3627 35429647 40119770 0 0 0 0 11940230 13588036 0 0 0 17335235 18292211 29275465 31880247 6154182 8239523 29856630 35771057 12974454 10649358 16882176 25121699 BE THE SMART GRID FOR HEALTH INFORMATION - DELIVER DATA-DRIVEN INSIGHT TO INDIVIDUALS AND HEALTH TEAMS WHEN AND WHERE THEY NEED IT SO THEY CAN IMPROVE CARE, LOWER COSTS AND ENHANCE HEALTH. 0 0 18349999 12797745 AGGREGATING HEALTH CARE INFORMATION FROM DISPARATE PROVIDERS AND PAYERS TO ENABLE THEM TO PROVIDE MORE TIMELY, COMPLETE AND HIGHER QUALITY PATIENT-CENTERED CARE. 18349999 1 1 0 1 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 41 0 1 81 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 8 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X TRISHA GROBECK 5106831309 6001 SHELLMOUND STREET NO 500 EMERYVILLE CA 94608 JARROD B MCNAUGHTON CHAIR 2.50 X X 0 0 0 MARK SAVAGE VICE CHAIR 2.50 X X 0 0 0 ABNER MASON MEMBER 2.50 X 0 0 0 DEVEN MCGRAW MEMBER 2.50 X 0 0 0 DOLORES GREEN MEMBER 2.50 X 0 0 0 LEIGH HUTCHINS MEMBER 2.50 X 0 0 0 PAUL MARKOVICH MEMBER 2.50 X 0 0 0 MARK REYNOLDS MEMBER 2.50 X 0 0 0 CLAUDIA WILLIAMS CEO 40.00 X 757441 0 16622 PAUL BIBERKRAUT CFO 40.00 X 394948 0 19299 SANDRA PARKER SECRETARY 40.00 X 572417 0 5171 ERICA GALVEZ CHIEF STRATEGY OFFICER 40.00 X 371213 0 23551 DAVID KATES CHIEF TECHNOLOGY OFFICER 40.00 X 378751 0 22601 SARITA CHOY VP, MARKETING & COMMUNICATIONS 40.00 X 263392 0 15462 JASON BUCKNER CHIEF INFORMATION OFFICER 40.00 X 279189 0 30192 ADAM HARRISON CHIEF GROWTH OFFICER 40.00 X 289040 0 31774 NICHOLAS RICHARD YARKER MANAGING DIRECTOR 40.00 X 250865 0 22146 3557256 0 186818 46 0 1 0 LOGICWORKS SYSTEMS CORPORATION 155 AVENUE OF THE AMERICAS 8TH FL NEW YORK NY 10013 PLATFORM MAINTENANCE 3933714 J2 INTERACTIVE LLC 2 THIRTEENTH STREET CHARLESTOWN MA 02129 TECHNICAL CONSULTING IT SERVICES 2136859 SLALOM LLC 821 2ND AVE SUITE 1900 SEATTLE WA 98104 CONSULTING SERVICES 1849635 INTERSYSTEMS CORPORATION PO BOX 84-5809 BOSTON MA 022845809 CONSULTING SERVICES 1704056 AUDACIOUS INQUIRYLLC 5523 RESEARCH PARK DRIVE SUITE 370 CATONSVILLE MD 21228 CONSULTING SERVICES 1200206 21 12316877 15000000 27316877 HEALTH INFORMATION EXC 519100 12797745 12797745 12797745 1521 1521 OTHER INCOME 900099 3627 3627 3627 40119770 12797745 0 5148 X 2118895 693792 1425103 9452120 4266166 5185954 311908 160185 151723 1705113 833944 871169 52178 52178 96183 96183 3836860 2787154 1049706 97074 97074 92066 42092 49974 562170 399343 162827 374171 374171 81681 4474 77207 59186 6338 52848 154464 154464 1852669 1852669 235187 235187 SAAS FEES 4926885 4926885 PLATFORM MAINTENANCE AN 4229626 4229626 INCENTIVES 1445000 1445000 HIO CONTRIBUTION EXPENS 204000 204000 -7189 -7189 31880247 18349999 13530248 0 373536 10000 21629866 29816675 1439867 514023 2706168 2263596 8657221 6740934 2145245 1916287 1561948 1250476 29856630 35771057 5639392 4252106 700000 30000 5000000 5000000 1635062 1367252 12974454 10649358 X 16882176 25121699 16882176 25121699 29856630 35771057 8239523 0 X 0 1 X 1 0 X 21644124 15000000 11738590 23323957 27316877 99023548 21644124 15000000 11738590 23323957 27316877 99023548 79752391 19271157 19487 173321 88459 1521 282788 3627 3627 99309963 50985046 0.19410 0.10180 X PURSUANT TO REGULATION 1.170A-9(F)(3), THE ORGANIZATION NORMALLY RECEIVES A SUBSTANTIAL PART OF ITS SUPPORT DIRECTLY OR INDIRECTLY FROM THE GENERAL PUBLIC AND IS ACTIVELY ENGAGED IN THE ATTRACTION OF PUBLIC SUPPORT. THE ORGANIZATION IS PUBLICLY SUPPORTED UNDER THE FACTS AND CIRCUMSTANCES TEST AS FOLLOWS:(I) TEN PERCENT-OF-SUPPORT LIMITATION: THE PERCENTAGE OF SUPPORT NORMALLY RECEIVED BY THE ORGANIZATION FROM CONTRIBUTIONS MADE BY GOVERNMENT UNITS, FROM CONTRIBUTIONS MADE DIRECTLY OR INDIRECTLY BY THE GENERAL PUBLIC, OR FROM A COMBINATION OF THESE SOURCES EQUALS AT LEAST 10 PERCENT.(II) ATTRACTION OF PUBLIC SUPPORT: THE ORGANIZATION IS ORGANIZED AND OPERATED TO CONTINUOUSLY ATTRACT NEW AND ADDITIONAL SOURCES OF PUBLIC SUPPORT. THE ORGANIZATION CONTINUES TO SOLICIT ADDITIONAL HOSPITALS AND HOSPITAL SYSTEMS FOR INCREMENTAL REVENUE, ALTHOUGH HEALTH PLANS CONTRIBUTE SIGNIFICANTLY MORE REVENUE IN SUBSCRIPTION FEES. THE ORGANIZATION ALREADY HAS THE TWO LARGEST HEALTH PLANS IN THE STATE OF CALIFORNIA (OTHER THAN KAISER) WITH MEMBERSHIPS FROM ANTHEM BLUE CROSS AND BLUE SHIELD SO REVENUE IS MORE HIGHLY CONCENTRATED FROM THOSE TWO HEALTH PLANS. THE ORGANIZATION IS ACTIVELY PURSUING OTHER HEALTH PLANS. (III) SOURCES OF SUPPORT: THE ORGANIZATION HAS BEEN IN EXISTENCE SINCE 2010 (JUST OVER 10 YEARS). THREE YEARS AGO, THERE WAS A CHANGE IN STRATEGY OF THE ORGANIZATION THERE WAS A MERGER OF TWO ENTITIES THAT CHANGED THE SOURCE OF FUNDING THAT HAD HISTORICALLY BEEN DONE. AS THIS NEW STRATEGY WAS BEING IMPLEMENTED, THE ORGANIZATION WAS BEING LARGELY SUPPORTED BY A SINGLE SOURCE FOR THE FIRST COUPLE OF YEARS AFTER THE MERGER OCCURRED. THE ORGANIZATION HAS TAKEN OFF AFTER THE INITIAL START-UP PHASE AFTER THE MERGER AND IS CONTINUING TO EXPAND ITS BASE OF PUBLIC SUPPORT. THE ORGANIZATION ALSO RECEIVED APPROVAL FOR A $4.9 MILLION GRANT FROM THE CENTERS FOR MEDICARE AND MEDICAID SERVICES (CMS) FOR THE CALIFORNIA EMERGENCY MEDICAL SERVICES AUTHORITY PROGRAM, OF WHICH THE ORGANIZATION RECEIVED APPROXIMATELY $700K IN 2021. THE ORGANIZATION HAS ALSO APPLIED FOR FUNDING UNDER THE 2019 CALIFORNIA HEALTH INFORMATION EXCHANGE ONBOARDING PROGRAM (CAL-HOP) WHICH IS FUNDED BY A $50 MILLION CMS GRANT AND THE STATE OF CALIFORNIA. CAL-HOP WILL PROVIDE FUNDING TO ASSIST MEDI-CAL PROVIDERS ACCESS AND USE OF HEALTH INFORMATION EXCHANGE TO IMPROVE QUALITY OF CARE FOR MEDI-CAL BENEFICIARIES. FINALLY, THE ORGANIZATION ENDED THE FEE HOLIDAY GRANTED TO HOSPITAL PARTICIPANTS AT THE END OF 2018 AND DURING 2019 AND 2020 COMMENCED BILLING AND COLLECTION OF SUBSCRIPTION DUES FOR JUST UNDER 100 HOSPITAL PARTICIPANTS. (V) REPRESENTATIVE GOVERNING BODY: THE ORGANIZATION'S BOARD OF DIRECTORS IS COMPRISED OF INDIVIDUALS HAVING SPECIFIC KNOWLEDGE OR EXPERTISE IN THE INDUSTRY AS WELL AS INCLUDES DIRECTORS FROM THE GENERAL PUBLIC.(VI) AVAILABILITY OF PUBLIC SERVICES: THE ORGANIZATION SUPPORTS THE GREATER PUBLIC AT LARGE IN THAT IT ASSISTS WITH PROVIDING DATA DRIVEN HEALTH INFORMATION AND MAKING FOR READILY AVAILABLE TO INDIVIDUALS AND HEALTH TEAMS SO THE HEALTH TEAMS CAN IMPROVE CARE, LOWER COSTS, AND ENHANCE HEALTH. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 1 150000 0 0 150000 0 PART II-B, LINE 1: LOBBYING FOR A STATEWIDE HEALTHCARE DATA EXCHANGE INFRASTRUCTURE FOR KEY MEDI-CAL PROGRAM AND STATE FUNCTIONS, INCLUDING THE RESPONSE TO COVID-19, FUNDED WITH FEDERAL MEDICAID MATCH, AND WITH A STATEWIDE MANDATE FOR PARTICIPATION. THERE ARE NO ACTIVE BILLS IN THE LEGISLATURE, BUT WE HAVE MET THE GOVERNOR'S OFFICE, SENATE, AND ASSEMBLY HEALTH COMMITTEES, AND MULTIPLE STATE AGENCIES. 134050 102257 31793 6874598 6615785 258813 1648573 22892 1625681 1916287 OPERATING LEASE LIABILITY 1367252 1367252 X 40230442 110672 110672 40119770 0 40119770 31990919 110672 110672 31880247 0 31880247 PART X, LINE 2: MANIFEST MEDEX IS EXEMPT FROM FEDERAL INCOME TAXES AS A NOT-FOR-PROFIT ORGANIZATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. A COMPARABLE EXEMPTION HAS BEEN GRANTED BY THE STATE OF CALIFORNIA. IN ADDITION, THE COMPANY IS SUBJECT TO INCOME TAX ON NET INCOME THAT IS DERIVED FROM BUSINESS ACTIVITIES THAT ARE UNRELATED TO ITS EXEMPT PURPOSES. MANAGEMENT HAS DETERMINED THAT THE COMPANY IS NOT SUBJECT TO UNRELATED BUSINESS INCOME TAX AND, ACCORDINGLY, HAS NOT FILED AN EXEMPT ORGANIZATION BUSINESS INCOME TAX RETURN (FORM 990-T) WITH THE INTERNAL REVENUE SERVICE ("IRS"). THE COMPANY'S FORM 990, RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX IS SUBJECT TO EXAMINATION BY THE IRS, GENERALLY FOR THREE YEARS FROM THE DATE OF FILING. MANAGEMENT HAS DETERMINED THAT THE COMPANY HAS APPROPRIATE SUPPORT FOR ANY TAX POSITIONS TAKEN AFFECTING ITS ANNUAL FILING REQUIREMENTS, AND AS SUCH, DOES NOT HAVE ANY UNCERTAIN TAX POSITIONS THAT ARE MATERIAL TO THE FINANCIAL STATEMENTS. ANY FUTURE ACCRUED INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS AND LIABILITIES WOULD BE RECOGNIZED IN INCOME TAX EXPENSE IF SUCH INTEREST AND PENALTIES ARE INCURRED. X X 1 0 0 0 0 0 0 0 0 CLAUDIA WILLIAMS CEO 570724 0 186717 0 0 0 0 0 16622 0 774063 0 0 0 SANDRA PARKER SECRETARY 141038 0 61379 0 370000 0 0 0 5171 0 577588 0 0 0 PAUL BIBERKRAUT CFO 297125 0 97823 0 0 0 11600 0 7699 0 414247 0 0 0 DAVID KATES CHIEF TECHNOLOGY OFFICER 318588 0 60163 0 0 0 5403 0 17198 0 401352 0 0 0 ERICA GALVEZ CHIEF STRATEGY OFFICER 280297 0 90916 0 0 0 11274 0 12277 0 394764 0 0 0 ADAM HARRISON CHIEF GROWTH OFFICER 210851 0 78189 0 0 0 11600 0 20174 0 320814 0 0 0 JASON BUCKNER CHIEF INFORMATION OFFICER 233839 0 45350 0 0 0 11156 0 19036 0 309381 0 0 0 SARITA CHOY VP, MARKETING & COMMUNICATIONS 242892 0 20500 0 0 0 9220 0 6242 0 278854 0 0 0 NICHOLAS RICHARD YARKER MANAGING DIRECTOR 209902 0 40963 0 0 0 9009 0 13137 0 273011 0 0 0 PART I, LINE 4A SANDRA PARKER RECEIVED SEVERANCE OF $370,000 IN 2021, WHICH HAS BEEN INCLUDED ON SCHEDULE J, COLUMN B(III). BLUE SHIELD OF CALIFORNIA FOUNDER & SUBSTANTIAL CONTRIBUTOR OPERATING CASH FLOW X 5000000 5000000 0 1 1 5000000 FORM 990, PART VI, SECTION B, LINE 11B PROCESS SUMMARY 1-MANIFEST MEDEX'S AUDITORS COMPLETE AN AUDIT OF THE FINANCIAL STATEMENTS FOR THE APPLICABLE YEAR. 2-MANIFEST MEDEX'S TAX PREPARER USES INFORMATION FROM (I) THE AUDITED FINANCIAL STATEMENTS AND (II) MANIFEST MEDEX AND COMPLETES A DRAFT OF THE FORM 990. 3-INTERNAL STAFF, INCLUDING THE AVP OF FINANCE, CFO AND CEO REVIEW THE DRAFT FORM 990 AND MAKE ANY REQUIRED ADJUSTMENTS TO IT. 4-THE MANIFEST MEDEX BOARD IS PROVIDED A COPY OF THE FINAL DRAFT OF THE FORM 990 AND PROVIDED A REASONABLE PERIOD OF TIME TO REVIEW IT AND ASK ANY QUESTIONS OF MANAGEMENT BEFORE IT IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C EACH "INSIDER" IS RESPONSIBLE FOR KNOWING AND FOLLOWING THE POLICY INCLUDING HAVING A DUTY TO DISCOVER AND DISCLOSE A CONFLICT. ALSO, EACH INSIDER, AND OTHER PERSONS THAT MX'S BOARD MAY IDENTIFY FROM TIME TO TIME, SHALL ANNUALLY SIGN A DISCLOSURE STATEMENT IN THE FORM ATTACHED HERETO, THAT: 1. AFFIRMS THAT THE PERSON HAS RECEIVED, READ AND UNDERSTANDS THIS POLICY, AND AGREES TO COMPLY WITH THE POLICY; AND 2. DISCLOSES THE PERSON'S INTERESTS AND FAMILY RELATIONSHIPS THAT COULD GIVE RISE TO A CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE COMPANY'S BOARD ADOPTED AN EMPLOYEE COMPENSATION POLICY AND ESTABLISHED A COMPENSATION COMMITTEE. THIS COMMITTEE REVIEWS AND RECOMMENDS TO THE BOARD ALL COMPENSATION FOR OFFICERS AND OTHER KEY EMPLOYEES, EXCEPT FOR THE CEO WHICH THE BOARD AS A WHOLE ANALYZES AND APPROVES. THE REVIEW PROCESS INCLUDES A REVIEW OF BACKGROUND INFORMATION (E.G. EDUCATION, EXPERIENCE, ETC.) AND COMPARABILITY DATA (E.G. COMPENSATION SURVEYS). THE BOARD THEN DETERMINES WHETHER TO APPROVE THE COMPENSATION OF THE CEO AND OTHER OFFICERS AND KEY EMPLOYEES BASED ON THE INFORMATION COMPILED. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE ALL AVAILABLE UPON REQUEST. FORM 990, PART IX, LINE 11G CONSULTANTS & CONTRACTORS: PROGRAM SERVICE EXPENSES 2,787,154. MANAGEMENT AND GENERAL EXPENSES 1,049,706. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,836,860.