2021-11-11T17:17:25-06:00 2020-12-31 366055558 GRANT THORNTON LLP 100 E WISCONSIN AVE MILWAUKEE WI 53202 990 2020-01-01 350991629 VERSITI INDIANA INC VERS 3179165010 3450 NORTH MERIDIAN STREET INDIANAPOLIS IN 46208 CHRIS MISKEL PRESIDENT & CEO 3179165010 2021-11-10 1 CHRIS MISKEL MICHELLE L WEBER P00556798 4142898200 3 AAL1 IAL1 2020 2022-09-23 18:48:47Z CHRIS MISKEL 638 N 18TH STREET MILWAUKEE WI 532332121 89989909 0 X WWW.VERSITI.ORG X 1952 IN (SEE SCHEDULE O)VERSITI INDIANA, INC. (VERSITI INDIANA) 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 15 604 54 0 0 22067 117530 75029441 85920324 562813 681880 119936 92393 75734257 86812127 54690 1582230 0 0 24873700 25907060 0 0 0 51192509 56106789 76120899 83596079 -386642 3216048 45507285 52408972 7274959 9711004 38232326 42697968 X (SEE SCHEDULE O) STEWARDS OF INDIANA'S BLOOD SUPPLY, LINKING VOLUNTEER DONORS TO HOOSIER PATIENTS IN NEED BY RECRUITING, COLLECTING, PROCESSING, TESTING, LABELING AND DISTRIBUTING BLOOD TO HOSPITALS EVERY DAY. A COMMUNITY BLOOD PROGRAM, SUPPLYING FIRST IN INDIANA THEN WHEREVER THE LIFE-SAVING RESOURCE IS NEEDED. 0 0 72039662 1582230 81853474 VERSITI INDIANA, INC. (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 2020, 132,522 BLOOD UNITS WERE COLLECTED. VERSITI PROVIDES CLINICAL DIAGNOSTIC TESTING SERVICES TO HOSPITALS, PHYSICIAN OFFICES AND OTHER REFERENCE LABORATORIES. DURING 2020, 42,079 TESTS WERE PERFORMED. VERSITI MEDICAL SERVICES PROVIDES MEDICAL AND THERAPEUTIC SERVICES IN PARTNERSHIP WITH LOCAL HOSPITALS. DURING 2020, 139 THERAPEUTIC PROCEDURES WERE PERFORMED. 2561061 4066850 VERSITI DONOR TESTING LABORATORY PROVIDES INFECTIOUS DISEASE TESTING TO DETERMINE DONOR SUITABILITY AND PRODUCT SAFETY FOR VERSITI AFFILIATES AND OTHER BLOOD CENTER PARTNERS. DURING 2020, 9,371,489 TESTS WERE PERFORMED. 74600723 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 1 604 1 0 0 0 0 0 0 0 0 0 0 1 0 X 16 15 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 IN X JOANNA MCCOY 6308013147 1200 N HIGHLAND AVE AURORA IL 60506 X CHRIS MISKEL PRESIDENT & CEO 11.00 44.00 X 199881 819925 43085 THOMAS ABSHIRE MD EVP MSI & CHIEF MED OFFICER 0.00 55.00 X 0 671220 25280 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 11.00 44.00 X 126909 520586 43085 BART REUTER EVP & GENERAL COUNSEL 11.00 44.00 X 115346 473155 43640 ANTHONY WATKINS EVP & CHIEF FINANCIAL OFFICER 9.00 35.00 X 101450 416149 36332 GITESH DUBAL EVP & CHIEF MARKETING OFFICER 11.00 44.00 X 94811 388921 41028 JAMES WEIDNER EVP & CHIEF HR OFFICER 11.00 44.00 X 82262 337444 38589 DAN WAXMAN MD EVP & CHIEF MEDICAL OFFICER 55.00 0.00 X 408407 0 30713 BRADLEY PIETZ EVP & CHIEF INNOVATION OFFICER 11.00 44.00 X 75220 308557 43406 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 11.00 44.00 X 73256 300505 46219 MARGARET MCELLIGOTT VP & CHIEF QUALITY OFFICER 11.00 44.00 X 62218 255222 37051 JULIE CRUZ MD ASSISTANT MEDICAL DIRECTOR 55.00 0.00 X 328448 0 22097 GILBERT C WHITE MD PRINCIPAL INVESTIGATOR 0.00 28.00 X 0 317144 29436 LORA POORE VP LABORATORY SERVICES 55.00 0.00 X 259361 0 24854 DAMON CLEMENTS DIRECTOR END USER TECHNOLOGY SVCS 55.00 0.00 X 140114 0 25742 PENNY SCHROEDER DIRECTOR BLOOD COLLECTION 55.00 0.00 X 154894 0 8653 BETH HUGHES DIRECTOR QA 55.00 0.00 X 139155 0 8545 DEBRA QUALKENBUSH DIRECTOR ACCOUNTING 55.00 0.00 X 134549 0 14986 CHARLES MIRAGLIA MD FRMR PRES/CONSULTANT;DIR-THRU 5/2020 21.00 0.00 X 135000 0 0 DALE KENT CHAIR - AS OF 5/2020 1.00 5.00 X X 0 0 0 THOMAS HAUSKE JR VICE CHAIR - AS OF 5/2020 1.00 4.00 X X 0 0 0 JAMES M RAUH SECRETARY - AS OF 5/2020 1.00 5.00 X X 0 0 0 CONNIE DANIELSON MD SECRETARY - THRU 5/2020 1.00 0.00 X X 0 0 0 JOHN PERRAS TREASURER - AS OF 5/2020 1.00 4.00 X X 0 0 0 FRED GEILFUSS BM; LEGAL ADVISOR - AS OF 5/2020 1.00 4.00 X 0 0 0 DAVID GINSBURG MD BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 GAIL HANSON BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 SHERRY HUSA BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 ROBERT H MANEGOLD BOARD MEMBER - AS OF 5/2020 1.00 5.00 X 0 0 0 JEFFREY S MCDONALD BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 RON MILLER BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 JAMES L RICE DIRECTOR - THRU 5/2020 1.00 0.00 X 0 0 0 AMY SHAPIRO DIRECTOR - THRU 5/2020 1.00 0.00 X 0 0 0 MITCHELL G WATT BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 GREG WESLEY BOARD MEMBER - AS OF 5/2020 1.00 4.00 X 0 0 0 L ALAN WHALEY BOARD MEMBER 1.00 4.00 X 0 0 0 E RANDALL WRIGHT DIRECTOR - THRU 5/2020 1.00 0.00 X 0 0 0 PETER ZIEGLER BOARD MEMBER - AS OF 5/2020 1.00 5.00 X 0 0 0 2631281 4808828 562741 19 0 1 0 MEDSPEED LLC 655 WEST GRAND AVENUE ELMHURST IL 60126 DELIVERY SERVICES 2517947 INVITA HEALTHCARE TECHNOLOGIES 135 2ND AVENUE NORTH JACKSONVILLE FL 32250 SOFTWARE SUPPORT 336550 NOW COURIER 111 E MCCARTY STREET INDIANAPOLIS IN 46225 DELIVERY SERVICES 302249 BLUELINE SECURITY 2302 E TROY AVE INDIANAPOLIS IN 46203 HQ SECURITY SERVICES 170710 COVERALL NORTH AMERICA INC 8435 KEYSTONE CROSSING STE 200 INDIANAPOLIS IN 46240 CLEANING SERVICES 127172 5 8100 109430 117530 BLOOD SERVICES 900099 52103905 52103905 DONOR TESTING LABORATORY 621500 29285127 29285127 DIAGNOSTIC LABORATORIES 621500 4066850 4066850 MEDICAL SERVICES 962150 464442 464442 85920324 470237 470237 3389425 3099572 78210 289853 -78210 211643 211643 PATRONAGE DIVIDENDS 900099 92386 92386 MISCELLANEOUS 900099 7 7 92393 86812127 85920324 0 774273 1582230 1582230 1862687 1607239 255448 18786533 16210157 2576376 911496 783397 128099 2945879 2532248 413631 1400465 1203932 196533 12614 831 11783 9100 9100 3641 3641 3136984 2873208 263776 30947 30947 319700 265535 54165 824593 592683 231910 1706496 831306 875190 740616 740616 7749 3450 4299 1247061 544736 702325 -297673 77793 -375466 MEDICAL LAB SUPPLIES 30557443 30557443 COST OF IMPORTED PROD 11824155 11824155 VERSITI SERVICES ALLOC 4286926 920493 3366433 0 EQUIPMENT LEASE/MAINT 1150099 938142 211957 546338 480182 66156 83596079 74600723 8995356 0 368663 0 0 0 0 0 16062648 19386716 0 0 0 0 0 432555 2596389 3335105 404754 375795 35982835 27822839 7634571 8159996 18196596 20567860 0 0 0 0 0 0 243664 150945 45507285 52408972 6963859 9046402 0 0 0 17300 0 0 0 0 0 0 0 0 0 0 311100 647302 7274959 9711004 X 37754042 42430157 478284 267811 38232326 42697968 45507285 52408972 3216048 1249619 -25 0 X 0 1 X 1 0 X 61621 40971 32624 22067 117530 274813 60016732 67246177 67413846 75050266 85920324 355647345 60078353 67287148 67446470 75072333 86037854 355922158 0 33404428 40111391 39237398 43177371 52422716 208353304 33404428 40111391 39237398 43177371 52422716 208353304 147568854 378163 485008 490460 543845 470237 2367713 378163 485008 490460 543845 470237 2367713 57243 52797 99111 92393 301544 60456516 67829399 67989727 75715289 86600484 358591415 0.41150 0.42730 0.00660 0.00720 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: PATRONAGE DIVIDENDS - 2016 AMOUNT: $ 0. 2017 AMOUNT: $ 54,726. 2018 AMOUNT: $ 52,600. 2019 AMOUNT: $ 84,207. 2020 AMOUNT: $ 92,386. MISCELLANEOUS INCOME - 2016 AMOUNT: $ 0. 2017 AMOUNT: $ 2,517. 2018 AMOUNT: $ 197. 2019 AMOUNT: $ 14,904. 2020 AMOUNT: $ 7. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 60355 60355 60355 60355 60313 42 60355 60267 46 60313 60217 50 60267 1.00000 0 0 1380724 1380724 17878177 14380126 3498051 821160 592765 228395 11878528 9946860 1931668 4024246 2903088 1121158 8159996 DEFERRED PAYROLL TAXES 350725 LONG TERM RETIREMENT LIABILITIES 213736 NH LEASE OBLIGATION 71820 SUBLESSEE SECURITY DEPOSIT 11021 647302 X 88136290 1249619 -25 1249594 86886696 3641 -78210 -74569 86812127 83670648 78210 78210 83592438 3641 3641 83596079 PART V, LINE 4: ENDOWMENTS THE INTENDED USE OF THE ORGANIZATION'S ENDOWMENT FUNDS IS TO PERPETUATE THE MISSION OF VERSITI INDIANA, INC. ADDITIONALLY, THE FILING ORGANIZATION IS A 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 ENDOWMENT FUNDS TO ENSURE THE CONTINUING AVAILABILITY OF FUNDS FOR RESEARCH PURPOSES. THE AMOUNT OF THE VBRIF TOTAL ENDOWMENT AS OF 12/31/2020 WAS $99,612,019 AND WAS ALL BOARD RESTRICTED. 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 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 INTEREST OR PENALTIES RELATED TO INCOME TAXES THAT HAVE BEEN ACCRUED OR RECOGNIZED AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019. PART XI, LINE 2D - OTHER ADJUSTMENTS: PRIOR PERIOD ADJUSTMENT -25. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON SALE OF ASSET -78,210. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS ON SALE OF ASSET 78,210. 1 VERSITI BLOOD RESEARCH INSITUTE FOUNDATION INC PO BOX 2178 638 N 18TH STREET MILWAUKEE WI 532012178 391372542 501(C)(3) 1568000 GENERAL SUPPORT COMMUNITY HEALTH NETWORK FOUNDATION INC 7240 SHADELAND STN INDIANAPOLIS IN 46256 510181688 501(C)(3) 10000 GIVING GIG SPSHP 2 PART I, LINE 2: PROCEDURE FOR MONITORING USE OF GRANT FUNDS INSIDE U.S. FROM TIME TO TIME, VERSITI INDIANA 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. ADDITIONALLY, THE FILING ORGANIZATION OFFERS SCHOLARSHIPS TO HIGH SCHOOL SENIORS IF CERTAIN CRITERIA ARE MET. THE SCHOLARSHIPS ARE SENT TO THE COLLEGE, OR UNIVERSITY WHERE THE STUDENT IS ENROLLED. THERE WERE NO SCHOLARSHIPS DISBURSED DURING 2020. 1 0 0 0 1 0 1 1 0 CHRIS MISKEL PRESIDENT & CEO 133603 548047 65990 270696 288 1182 3822 15678 4623 18962 208326 854565 0 0 THOMAS ABSHIRE MD EVP MSI & CHIEF MED OFFICER 0 517993 0 146405 0 6822 0 22800 0 2480 0 696500 0 0 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 88797 364251 37706 154671 406 1664 3821 15679 4623 18962 135353 555227 0 0 BART REUTER EVP & GENERAL COUNSEL 75938 311502 39002 159989 406 1664 3774 15481 4779 19606 123899 508242 0 0 ANTHONY WATKINS EVP & CHIEF FINANCIAL OFFICER 72768 298495 25906 106267 2776 11387 3910 16040 3211 13171 108571 445360 0 0 GITESH DUBAL EVP & CHIEF MARKETING OFFICER 72785 298567 21738 89172 288 1182 3419 14024 4623 18962 102853 421907 0 0 JAMES WEIDNER EVP & CHIEF HR OFFICER 61510 252318 20043 82216 709 2910 3910 16040 3653 14986 89825 368470 0 0 DAN WAXMAN MD EVP & CHIEF MEDICAL OFFICER 345516 0 43133 0 19758 0 14250 0 16463 0 439120 0 0 0 BRADLEY PIETZ EVP & CHIEF INNOVATION OFFICER 56291 230907 18566 76157 363 1493 3765 15444 4743 19454 83728 343455 0 0 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 57896 237495 14336 58808 1024 4202 4469 18331 4590 18829 82315 337665 0 0 MARGARET MCELLIGOTT VP & CHIEF QUALITY OFFICER 50005 205124 11199 45939 1014 4159 4084 16751 3178 13038 69480 285011 0 0 JULIE CRUZ MD ASSISTANT MEDICAL DIRECTOR 308064 0 18586 0 1798 0 13288 0 8809 0 350545 0 0 0 GILBERT C WHITE MD PRINCIPAL INVESTIGATOR 0 202525 0 112095 0 2524 0 13500 0 15936 0 346580 0 0 LORA POORE VP LABORATORY SERVICES 217555 0 38434 0 3372 0 8832 0 16022 0 284215 0 0 0 DAMON CLEMENTS DIRECTOR END USER TECHNOLOGY SVCS 136464 0 2750 0 900 0 2239 0 23503 0 165856 0 0 0 PENNY SCHROEDER DIRECTOR BLOOD COLLECTION 149322 0 4500 0 1072 0 7425 0 1228 0 163547 0 0 0 PART I, LINE 4A SEVERANCE PAYMENTS AN INDIVIDUAL RECEIVED SEVERANCE IN 2020, WHICH IS INCLUDED ON FORM 990, PART VII. DUE TO A CONFIDENTIALITY AGREEMENT, NEITHER THE NAME NOR THE AMOUNT WILL BE LISTED. PART I, LINE 3: TOP MANAGEMENT'S COMPENSATION THE COMPENSATION 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 INDIANA. OTHER THAN THE VERSITI PRESIDENT & CHIEF EXECUTIVE OFFICER, THE COMPENSATION COMMITTEE DOES NOT INCLUDE MEMBERS OF MANAGEMENT AND IS COMPRISED ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO VERSITI OR VERSITI INDIANA COMPENSATION ARRANGEMENTS. THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER RECUSES HER/HIMSELF FROM ALL DISCUSSIONS AND APPROVALS RELATED TO HER/HIS COMPENSATION. THE VERSITI COMPENSATION COMMITTEE REVIEWS VERSITI INDIANA 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 COMPENSATION COMMITTEE ANNUALLY IN ACCORDANCE WITH THE VERSITI REASONABLENESS REVIEW POLICY. THE COMPENSATION COMMITTEE ASSESSES THE REASONABLENESS OF EXECUTIVE COMPENSATION ARRANGEMENTS AFTER IT OBTAINS AND REVIEWS APPROPRIATE DATA FOR COMPARABILITY FROM THE HUMAN RESOURCE DEPARTMENT AND/OR AN INDEPENDENT COMPENSATION CONSULTANT. THE COMPENSATION 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 COMPENSATION COMMITTEE'S REVIEW, RECOMMENDATIONS AND APPROVALS ARE DOCUMENTED CONCURRENTLY IN THE COMMITTEE MINUTES, WHICH ARE SUBSEQUENTLY REVIEWED AND APPROVED BY THE COMPENSATION COMMITTEE AS REASONABLE, ACCURATE AND COMPLETE. VERSITI AND VERSITI INDIANA HAVE INCENTIVE PROGRAMS FOR THE CHIEF EXECUTIVE OFFICER AND OTHER CORPORATE OFFICERS DESCRIBED IN DETAILED WRITTEN POLICIES APPROVED BY THE COMPENSATION COMMITTEE ANNUALLY. EVALUATION AND COMPENSATION REVIEW -CEO - EACH YEAR, THE EXECUTIVE/COMPENSATION COMMITTEE EVALUATES THE VERSITI/VERSITI INDIANA 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 - EACH YEAR, THE VERSITI/VERSITI INDIANA CEO REVIEWS THE PERFORMANCE AND THE ACHIEVEMENT OF INDIVIDUAL GOALS AND OBJECTIVES OF EACH VERSITI/VERSITI INDIANA CORPORATE OFFICER. THE VERSITI/VERSITI INDIANA CEO PRESENTS HIS/HER RECOMMENDATIONS TO THE COMPENSATION COMMITTEE, WHICH REVIEWS AND APPROVES RECOMMENDED COMPENSATION RANGES, AND APPROVES FINAL SALARY AND INCENTIVE PAYMENTS. 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 5B, 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 4 SIGNIFICANT CHANGES TO GOVERNING DOCUMENTS THE FILING ORGANIZATION'S BYLAWS WERE AMENDED IN MAY 2020 TO: - CHANGE VERSITI, INC. FROM THE SOLE VOTING MEMBER TO THE SOLE MEMBER. - REMOVE PROVISION FOR INDIVIDUAL NON-VOTING MEMBERS. - REMOVE BOARD OF DIRECTORS' POWERS TO AMEND BYLAWS, NOMINATE DIRECTORS, AND ELECT BOARD OFFICERS. - UPDATE THE BOARD OF DIRECTORS' NUMBER, COMPOSITION, ELIGIBILITY AND TERM TO: CONSIST OF NOT LESS THAN THREE DIRECTORS AND BE COMPOSED OF THE THEN SERVING DIRECTORS OF THE CORPORATE MEMBER, REMOVE THE LIMITATION ON ELIGIBILITY OF BOARD OF DIRECTORS FOR ELECTION AFTER THE AGE OF 75 YEARS AND AFTER MAXIMUM NUMBER OF TERMS, AND UPDATE THE BOARD OF DIRECTORS' TERM TO SERVE THE SAME TERM THAT SUCH INDIVIDUAL SERVES AS A DIRECTOR OF THE CORPORATE MEMBER. - UPDATE THE RESIGNATION/REMOVAL PROVISIONS SO THAT RESIGNATION/REMOVAL FROM THE CORPORATE MEMBER'S BOARD OF DIRECTORS/OFFICERS SIMULTANEOUSLY RESIGNS/REMOVES THE INDIVIDUAL FROM AFFILIATED BOARDS OF DIRECTORS/OFFICERS. - THE BOARD OF DIRECTORS, BY CHARTER, DELEGATED OVERSIGHT OF THE CORPORATION'S AUDIT AND COMPLIANCE FUNCTIONS TO THE VERSITI AUDIT & COMPLIANCE COMMITTEE. 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 STOCKHOLDER 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 INDIANA UTILIZES GRANT THORNTON LLP TO COMPLETE THE IRS FORM 990 AND RELATED SCHEDULES. FOLLOWING COMPLETION, THEY ARE REVIEWED BY THE CONTROLLER AND CEO OF VERSITI. THE DRAFT FORMS ARE THEN REVIEWED BY THE COMPLIANCE AND AUDIT 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 INDIANA MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY. ON AN ANNUAL BASIS, CURRENT 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 COMPENSATION 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 INDIANA. FORM 990, PART VI, SECTION C, LINE 19 ORGANIZATION'S DOCUMENTS OPEN TO THE PUBLIC THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST DURING NORMAL BUSINESS HORUS AND AT THE ORGANIZATION'S LOCATION. 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 INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 454675354 SUPPORTING WI 501(C)(3) LINE 12B, II N/A 0 VERSITI WISCONSIN INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 390807235 BLOOD WI 501(C)(3) LINE 7 VERSITI 0 VERSITI MICHIGAN INC 1036 FULLER AVE NE GRAND RAPIDS MI 49503 381550001 BLOOD MI 501(C)(3) LINE 10 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 ILLINOIS INC 1200 N HIGHLAND AVE AURORA IL 60506 362179768 BLOOD IL 501(C)(3) LINE 10 VERSITI 0 0 1 0 0 0 0 1 1 0 0 0 1 1 0 1 1 1 0 0