2021-11-08T14:59:32-06:00 2020-12-31 990 2020-01-01 311224064 UVMC NURSING CARE INC UVMC 9374999942 110 N MAIN ST 500 DAYTON OH 45402 TIMOTHY D SNIDER BOARD TREASURER 9374999942 2021-11-08 TIMOTHY SNIDER 999009999 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z KEVIN HARLAN 3130 N COUNTY ROAD 25A TROY OH 45373 21856195 0 X WWW.PREMIERHEALTH.COM X 1987 OH WE WILL IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE WITH OTHERS WHO SHARE OUR COMMITMENT TO PROVIDE HIGH-QUALITY, COST COMPETITIVE HEALTH SERVICES. 6 5 0 5 0 0 0 5974 24031490 18993383 207257 288793 219036 2568045 24457783 21856195 0 0 0 0 0 0 0 0 0 22777723 18389643 22777723 18389643 1680060 3466552 24803828 28838288 11702791 11941537 13101037 16896751 X WE WILL IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE WITH OTHERS WHO SHARE OUR COMMITMENT TO PROVIDE HIGH-QUALITY, COST COMPETITIVE HEALTH SERVICES. 0 0 15680317 17669036 THE PRIMARY EXEMPT PURPOSE OF UVMC NURSING CARE, INC. (UVMCN) IS TO PROVIDE SKILLED NURSING AND REHABILITATIVE SERVICES IN A LONG-TERM HEALTHCARE SETTING TO INDIVIDUALS IN THE COMMUNITY SERVED BY UPPER VALLEY MEDICAL CENTER, A RELATED TAX-EXEMPT HOSPITAL. AS A PART OF THE UVMC HEALTH SYSTEM, UVMCN IS COMMITTED TO PRESERVING LONG-TERM ACCESS TO QUALITY HEALTH CARE SERVICES FOR MIAMI COUNTY AND THE SURROUNDING AREA. THIS ORGANIZATION WAS FORMED IN 1987 TO ASSURE ACCESS TO APPROPRIATE CARE AT AN ACCEPTABLE COST FOR PATIENTS IN A MANAGED CARE ENVIRONMENT. IN JUNE OF 1989, IT WAS GRANTED TAX EXEMPT STATUS.KOESTER PAVILION IS A 150-BED NURSING HOME PROVIDING LONG-TERM CARE FOR SKILLED AND INTERMEDIATE CARE PATIENTS AS WELL AS FREEDOM COURT, A SPECIALIZED ALZHEIMER'S UNIT.SPRINGMEADE HEALTH CENTER IS A 99-BED NURSING HOME OFFERING A RECUPERATIVE, REHABILITATIVE HEALTH CENTER AND CONVALESCENT AND EXTENDED CARE SERVICES INCLUDING FREEDOM COURT, A DEDICATED ALZHEIMER'S UNIT. BOTH NURSING HOMES CARE FOR MEDICAID, MEDICARE, INSURANCE AND PRIVATE PAY PATIENTS.PATIENT DAYS FOR 2020 WERE:KOESTER PAVILION 34,979SPRINGMEADE 27,040 TOTAL 62,019THE MAJORITY OF THE EXPENDITURES FOR UVMC NURSING CARE, INC. RELATES TO THE COSTS OF THE PROFESSIONAL AND NURSING SERVICES NEEDED TO SERVE THOSE ENTRUSTED TO OUR CARE. 1301302 1324347 SPRINGMEADE RESIDENCE, LOCATED ON THE SAME CAMPUS AS THE HEALTH CENTER, OFFERS TWO- AND THREE-BEDROOM RETIREMENT LIVING COACH HOMES. SPRINGMEADE COACH HOMES ARE SITUATED TO OFFER A VIEW OF THE NATURAL BEAUTY AND VISUAL AMENITIES WHICH SURROUND THE AREA. SERVICES ARE DESIGNED TO ENHANCE THE LIVES OF THE RESIDENTS BY PROVIDING:1) ALL PROPERTY TAXES AND INSURANCE ON THE STRUCTURES2) YEAR-ROUND INTERIOR AND EXTERIOR MAINTENANCE AND GROUNDS KEEPING3) SPRINGMEADE SPONSORED SPECIAL EVENTS AND SOCIAL FUNCTIONS4) ELECTRONIC CONTACT SYSTEM THAT PROVIDES NOTIFICATION FOR RAPID RESPONSE TO HEALTH EMERGENCIES. 16981619 1 1 0 0 0 0 0 0 1 0 1 0 0 0 1 1 0 1 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 X 53 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 6 5 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X J MICHAEL SIMS 9374999942 110 N MAIN ST SUITE 500 DAYTON OH 45402 THOMAS R PARKER UPPER VALLEY PRESIDENT & CEO (TO JUL) 0.50 39.50 X X 0 686531 57139 KEVIN W HARLAN UPPER VALLEY PRESIDENT & CEO (FROM SEP) 0.50 39.50 X X 0 112095 3954 STEVEN STALEY BOARD CHAIR 0.50 1.50 X X 0 0 0 MIKE HULME BOARD VICE CHAIR 0.50 1.50 X X 0 0 0 WILLIAM E LUKENS TRUSTEE 0.50 2.00 X 0 0 0 ROWAN R NICKOL MD TRUSTEE 0.50 2.50 X 0 0 0 SUSIE WISE TRUSTEE 0.50 2.00 X 0 0 0 TIMOTHY D SNIDER BOARD TREASURER 0.50 39.50 X 0 336468 58632 BENJAMIN A WATSON ESQ BOARD SECRETARY (TO JAN) 0.50 39.50 X 0 187718 15994 ANDREA L FLAUTE BOARD SECRETARY (FROM JAN) 0.50 39.50 X 0 83482 12029 GEOFFREY P WALKER FORMER OFFICER 0.50 39.50 X 0 834993 50821 JENNA M DOWNEY ESQ FORMER OFFICER 0.50 39.50 X 0 232761 19568 0 2474048 218137 0 1 1 0 CONCEPT REHAB INC 7150 GRANITE CIR TOLEDO OH 43617 THERAPY SERVICES 2584827 ADCARE HEALTH SYSTEMS INC 454 SATELLITE BLVD NW 100 SUWANEE GA 30024 MANAGEMENT SERVICES 2335797 REMEDI SENIOR CARE PO BOX 75744 BALTIMORE MD 21275 SENIOR CARE 602696 LEADERSTAT LTD 1322 MANNING PKWY SUITE B POWELL OH 43065 STAFFING SERVICES 113156 4 5974 5974 NET PATIENT REVENUE (NURSING HOME 624100 17669036 17669036 RETIREMENT COMMUNITY FEES 531390 1324347 1324347 18993383 288793 288793 OTHER FEES 900099 2556996 2556996 BEAUTY SHOP 900099 10129 10129 TRANSPORTATION 900099 400 400 520 520 2568045 21856195 18993383 0 2856838 X 1014004 899422 114582 45111 40013 5098 14044 14044 3170909 3170909 43877 43877 229954 203969 25985 773214 685841 87373 8269 7335 934 876743 777671 99072 38678 34307 4371 PURCHASED PERSONNEL 9292094 8242087 1050007 OPERATING SUPPLIES 1595328 1595328 BED OCCUPANCY TAX 1201968 1201968 DUES & SUBSCRIPTIONS 27415 27415 58035 51477 6558 18389643 16981619 1408024 0 7250 7250 2648720 5490255 3234756 2424842 99683 243409 29540490 20520715 9580000 9019775 9176084 11606495 57335 46262 24803828 28838288 1811737 1698975 2460389 2605870 94196 126992 7336469 7509700 11702791 11941537 X 13101037 16896751 13101037 16896751 24803828 28838288 3466552 329162 0 X 0 1 X 1 0 X 5974 5974 20091481 20051970 21438575 24031490 18993383 104606899 20091481 20051970 21438575 24031490 18999357 104612873 0 0 0 104612873 149848 139323 152192 206957 288793 937113 149848 139323 152192 206957 288793 937113 132788 245073 346701 219036 2568045 3511643 20374117 20436366 21937468 24457483 21856195 109061629 0.95920 0.98230 0.00860 0.00650 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 641407 641407 21468141 14563379 6904762 7270887 5957336 1313551 160055 160055 9019775 REFUNDABLE FEES 7383025 AFFILIATES PAYABLE 126675 7509700 X PART IV, LINE 2B: THE LONG-TERM CARE FACILITIES ARE MANAGED BY AN OUTSIDE COMPANY. THE ESCROW LIABILITY ON FORM 990, PART X, LINE 21 REPRESENTS FUNDS HELD BY EACH NURSING HOME FOR USE BY THE RESIDENTS AND "GOOD FAITH" DEPOSITS ON PURCHASES OF COTTAGES. MEDICAID RESIDENTS ARE ABLE TO KEEP A PORTION OF THEIR BENEFITS AND ARE RESPONSIBLE FOR PERSONAL CARE ITEMS SUCH AS HAIR CARE, TOILETRIES, DINING OUT, ETC. THE NURSING HOME HOLDS THE FUNDS FOR THE RESIDENTS, AND THE RESIDENTS ARE ABLE TO ACCESS THEIR FUNDS WHEN THEY ARE NEEDED. DEPOSITS ON THE PURCHASES OF COTTAGES ARE GENERALLY REFUNDABLE UNDER THE TERMS OF THE RESIDENCY AGREEMENT BETWEEN THE BUYER AND UVMC NURSING CARE, INC. (UVMCN). PART X, LINE 2: THE FOLLOWING FOOTNOTE IS FROM THE 2020 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR PREMIER HEALTH (PHP) AND AFFILIATES. PHP IS THE SOLE MEMBER OF UVMCN. PHP HAS BEEN DETERMINED BY THE INTERNAL REVENUE SERVICE TO BE A TAX-EXEMPT NON-PROFIT CORPORATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. AS A TAX-EXEMPT ORGANIZATION, ITS INCOME IS EXEMPT FROM FEDERAL INCOME TAX EXCEPT TO THE EXTENT OF ANY UNRELATED BUSINESS ACTIVITIES. PHP CONSOLIDATES CERTAIN SUBSIDIARIES, WHICH ARE FOR-PROFIT CORPORATIONS SUBJECT TO FEDERAL INCOME TAXES. THESE ARE: * PREMIER HEALTH INSURING CO. (PHIC), AND PHHC (WHOLLY OWNED SUBSIDIARIES OF PHP), * PREMIER HEALTH PLAN (PHPLAN) (A WHOLLY OWNED SUBSIDIARY OF PHIC), * MVHE, INC., SAMARITAN FAMILY CARE, INC., PREMIER HEALTH SPECIALISTS, INC. AND PREMIER HEALTH URGENT CARE, INC. (SUBSIDIARIES OF PHHC), *GOOD SAMARITAN HOSPITAL, UVMC MANAGEMENT CORPORATION (SUBSIDIARIES OF PHP) AND AFTER-HOURS FAMILY CARE, INC. (SUBSIDIARY OF UVPC). MANAGEMENT ANNUALLY REVIEWS THE TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS. EAST ASIA AND THE PACIFIC 0 0 INVESTMENTS 202016 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 INVESTMENTS 637156 NORTH AMERICA 0 0 INVESTMENTS 315682 0 0 0 0 0 0 1154854 0 1154854 0 0 0 0 0 0 PART III ACCOUNTING METHOD: 1 1 0 0 0 0 0 0 0 GEOFFREY P WALKER FORMER OFFICER 0 417391 0 188245 0 229357 0 27819 0 23002 0 885814 0 0 THOMAS R PARKER UPPER VALLEY PRESIDENT & CEO (TO JUL 0 244968 0 224567 0 216996 0 37630 0 19509 0 743670 0 35319 TIMOTHY D SNIDER BOARD TREASURER 0 237989 0 76445 0 22034 0 29531 0 29101 0 395100 0 0 JENNA M DOWNEY ESQ FORMER OFFICER 0 197785 0 34590 0 386 0 9114 0 10454 0 252329 0 0 BENJAMIN A WATSON ESQ BOARD SECRETARY (TO JAN) 0 160670 0 26383 0 665 0 6182 0 9812 0 203712 0 0 PART I, LINE 3 COMPENSATION FOR UVMCN'S CEO IS REVIEWED AND APPROVED BY PREMIER, WITH WHICH UVMCN IS AN AFFILIATE. SEE EXPLANATION ON SCHEDULE O FOR FORM 990, PART VI, SECTION B, LINE 15. PART I, LINES 4A-B THE FOLLOWING INDIVIDUALS WERE SELECTED TO PARTICIPATE IN A VOLUNTARY RETIREMENT PROGRAM AND RECEIVED THE FOLLOWING PAYMENTS IN 2020: THOMAS R. PARKER RECEIVED $163,848. PART I, LINE 4B: DUE TO RESTRICTIONS IMPOSED BY THE INTERNAL REVENUE CODE, CERTAIN PERSONS ARE LIMITED IN THE AMOUNT OF BENEFIT THAT CAN BE EARNED UNDER A QUALIFIED RETIREMENT PLAN. LIKE MANY EMPLOYERS, FIDELITY HEALTH CARE (FHC) AND ITS AFFILIATED ORGANIZATIONS COMPENSATE FOR THIS LIMITATION AND SUPPLEMENT THE AFFECTED EXECUTIVES' QUALIFIED PENSION THROUGH CERTAIN NONQUALIFIED PLANS. FHC SUPPLEMENTS THE AFFECTED EXECUTIVES THROUGH A PENSION RESTORATION PLAN AND A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP). THE BENEFITS UNDER THESE SUPPLEMENTAL NONQUALIFIED PLANS ARE SUBJECT TO MULTI-YEAR VESTING AND A PARTICIPANT CAN FORFEIT BENEFITS EARNED IF VESTING REQUIREMENTS ARE NOT SATISFIED. UNDER THE TERMS OF THE SUPPLEMENTAL PLANS, AND BECAUSE OF TAX RULES PERTAINING TO TAXATION OF THE EARNED BENEFITS UPON VESTING, CERTAIN INDIVIDUALS RECEIVED A PAYOUT OF THE CUMULATIVE VESTED BENEFITS UNDER THEIR SUPPLEMENTAL PLAN DURING 2020. THE INDIVIDUALS LISTED BELOW HAVE MET THE MULTI-YEAR VESTING REQUIREMENT UNDER THE PENSION RESTORATION PLAN AND RECEIVED THE ASSOCIATED PAYMENT IN 2020: GEOFFREY WALKER $222,983. THE FOLLOWING SERP AMOUNTS WERE DEFERRED ON THE PARTICIPANTS' BEHALF DURING THE YEAR AND WILL BE HELD UNTIL THE INCREMENTAL AMOUNTS ARE VESTED AND PAID TO THE SERP PARTICIPANTS: THOMAS PARKER $15,609; TIMOTHY SNIDER $7,337. BASED ON THE GUIDANCE PROVIDED IN THE INSTRUCTIONS TO THE FORM 990, ANY PAYMENTS TO THE PARTICIPANTS RELATED TO THESE PLANS THAT WERE MADE WITHIN 2-1/2 MONTHS AFTER THE END OF THE ORGANIZATION'S TAX YEAR ARE NOT TREATED AS DEFERRED COMPENSATION FOR PURPOSES OF SCHEDULE J. SUCH AMOUNTS ARE PROPERLY REPORTED AS COMPENSATION FOR FORM 990 PURPOSES WHEN INCLUDED IN THE PARTICIPANTS' FORM W-2 WAGES. ANY PAYMENTS MADE AFTER THE 2-1/2 MONTHS WERE PROPERLY REPORTED ON PRIOR YEARS' FILED IRS FORM 990 RETURNS, DISCLOSING COMPENSATION EARNED BY THESE INDIVIDUALS UNDER THE PLANS FOR EACH SUCH YEAR. PART V, QUESTION 2A: UVMCN DOES NOT HAVE DIRECT EMPLOYEES. ADCARE HEALTH SYSTEMS, INC. PROVIDES ALL NURSING, ADMINISTRATIVE, AND FINANCIAL SERVICES TO PERFORM THE DAY-TO-DAY OPERATION OF THE NURSING HOMES. ALLOCATED PERSONNEL EXPENSES ARE REPORTED ON PART IX, LINE 24A OF FORM 990. FORM 990, PART VI, SECTION A, LINE 3 ADCARE HEALTH SYSTEMS, INC., UNDER THE DIRECTION OF THE EXECUTIVE MANAGEMENT TEAM OF UVMC, PROVIDES ALL ADMINISTRATIVE, NURSING, AND FINANCIAL SERVICES TO PERFORM THE DAY-TO-DAY OPERATIONS OF THE NURSING HOMES. FORM 990, PART VI, SECTION A, LINE 6 UVMCN HAS ONE CORPORATE MEMBER: PREMIER, AN OHIO NON-PROFIT CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A PREMIER HAS THE SOLE AUTHORITY TO ELECT THE BOARD OF TRUSTEES FOR UVMCN. PREMIER AS THE OPERATOR OF UVMCN DEVELOPS AND OVERSEES THE IMPLEMENTATION OF THE STRATEGIC PLAN FOR UVMCN, WHICH INCLUDES (BUT IS NOT LIMITED TO) SUCH MATTERS AS LOCATION OF CLINICAL AND ADMINISTRATIVE SERVICES AND THE CONSOLIDATION OF SUCH SERVICES. UVMCN SHALL COMPLY WITH AND IMPLEMENT THIS PLAN AND SHALL NOT TAKE ANY ACTION THAT MATERIALLY DEPARTS FROM THIS PLAN WITHOUT PREMIER'S APPROVAL. UVMCN SHALL IMPLEMENT THE CAPITAL AND OPERATING BUDGET SO APPROVED AND/OR REVISED FOR IT BY PREMIER. UVMCN SHALL IMPLEMENT ANY BUSINESS PLAN APPROVED BY PREMIER. UVMCN MUST HAVE APPROVAL FROM PREMIER TO BORROW IN ANY FISCAL YEAR, GUARANTEE IN ANY YEAR, OR INCUR ANY LIEN OR OTHER ENCUMBRANCE ON ANY PROPERTY IN AN AMOUNT EQUAL TO OR GREATER THAN $1,000,000. UVMCN MUST SEEK PREMIER'S APPROVAL FOR ANY ACQUISITIONS, SALE OR TRANSFER OF ANY MATERIAL ASSET USED IN UVMCN'S ACTIVITIES. FORM 990, PART VI, SECTION A, LINE 7B SEE EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 7A. FORM 990, PART VI, SECTION B, LINE 11B THIS 990 FILING AND ATTACHED SCHEDULES (THE RETURN) ARE PREPARED BY A STAFF MEMBER IN THE TAX DEPARTMENT OF PREMIER, WITH WHICH UVMCN IS AFFILIATED. THE RETURN IS REVIEWED BY THE TAX MANAGER AND DIRECTOR OF TAX COMPLIANCE OF PREMIER. AFTER ALL CHANGES FROM THE ABOVE GROUPS ARE MADE, THE RETURN IS REVIEWED BY THE VICE PRESIDENT/CONTROLLER OF PREMIER AND THE CHIEF FINANCIAL OFFICER OF THIS ENTITY. A FINAL VERSION OF THE RETURN IS PROVIDED TO THE BOARD OF TRUSTEES FOR REVIEW. AT A BOARD OF TRUSTEES MEETING, THE VICE PRESIDENT/CONTROLLER OF PREMIER (OR DESIGNEE) SHARES DETAILED INFORMATION ON COMPENSATION AND OTHER KEY AREAS, AS WELL AS ADDRESSES ANY OTHER QUESTIONS FROM THE BOARD OF TRUSTEES, PENDING THEIR REVIEW. THE 990 FILING IS ALSO SHARED WITH THE AUDIT COMMITTEE OF PREMIER. FORM 990, PART VI, SECTION B, LINE 12C PREMIER, WITH WHICH UVMCN IS AN AFFILIATE, REQUIRES ALL BOARD MEMBERS, BOARD COMMITTEE MEMBERS, MEDICAL DIRECTORS, SUPPLY CHAIN DIVISION MEMBERS, AUTHORIZED SIGNERS, DIRECTORS, EXECUTIVES, MEDICAL EXECUTIVE COMMITTEE MEMBERS, MEDICAL DEPARTMENT AND SECTION CHAIRS, PHYSICIAN PARTNERSHIP COMMITTEE MEMBERS, PHYSICIAN GUIDANCE GROUP MEMBERS, AND ALL EMPLOYED PHYSICIANS TO ANNUALLY REVIEW THE PREMIER COMPREHENSIVE CONFLICT OF INTEREST STATEMENT, AN EXPLANATORY MEMORANDUM, THE ANTITRUST COMPLIANCE POLICY, AND COMPLETE AN INDIVIDUAL QUESTIONNAIRE DISCLOSING ANY POTENTIAL CONFLICTS AS DEFINED IN THE CONFLICT OF INTEREST POLICY. THIS IS ACCOMPLISHED EITHER BY WAY OF AN ELECTRONIC COMMUNICATION SENT OUT DIRECTLY BY THE CORPORATE COMPLIANCE DEPARTMENT OR BY WAY OF A MEMO SENT OUT FROM THE CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER OF PREMIER. IT ALSO INCLUDES AN EXPLANATORY MEMORANDUM OF SPECIFIC ACTIVITIES THAT MIGHT GIVE CAUSE TO A CONFLICT AND AN INDIVIDUAL QUESTIONNAIRE TO DISCLOSE ALL SUCH ACTIVITIES. THIS QUESTIONNAIRE MUST BE COMPLETED AND SIGNED BY THE INDIVIDUAL. THIS CORRESPONDENCE INCLUDES A COPY OF THE ANTITRUST COMPLIANCE POLICY THAT MUST BE SIGNED BY THE INDIVIDUAL. ALL OF THESE DOCUMENTS ARE SENT TO THE CORPORATE COMPLIANCE DEPARTMENT. THE CORPORATE COMPLIANCE DEPARTMENT ENSURES ALL FORMS ARE RETURNED AND RETAINS THE DOCUMENTS FOR FIVE YEARS. IN ADDITION, AT EACH MEETING OF THE BOARD OR ANY BOARD COMMITTEE, FOLLOWING APPROVAL OF THE PREVIOUS MEETING'S MINUTES, THE BOARD OR COMMITTEE CHAIR SHALL REQUEST ANY BOARD MEMBER WHO PERCEIVES A POTENTIAL CONFLICT OF INTEREST ON ANY OF THE MEETING'S AGENDA ITEMS TO DISCLOSE THE POTENTIAL CONFLICT. ADDITIONALLY, AT ANY BOARD OR BOARD COMMITTEE MEETING WHERE THE SUBJECT OF CONFLICT OF INTEREST IS DISCUSSED, THE MINUTES SHALL CONTAIN THE NAME OF THE PARTY DISCUSSING A POTENTIAL CONFLICT OF INTEREST, THE NATURE OF THE POTENTIAL CONFLICT OF INTEREST AND WHETHER A CONFLICT OF INTEREST WAS FOUND TO EXIST. IF A CONFLICT OF INTEREST IS DETERMINED BY THE BOARD TO EXIST, THE MEMBER WILL BE EXCUSED FROM PARTICIPATING IN ANY DISCUSSION OR VOTING ON THE PARTICULAR AGENDA ITEM. THE CHIEF COMPLIANCE AND ENTERPRISE RISK OFFICER REPORTS THE RESULTS OF THE PREMIER CONFLICT OF INTEREST QUESTIONNAIRES NO LESS THAN ANNUALLY TO THE BOARD OF TRUSTEES BY WAY OF THE COMPLIANCE AND AUDIT COMMITTEE. THIS REVIEW IS DOCUMENTED IN THE MINUTES OF THE MEETING. PERIODICALLY, THE INTERNAL AUDIT DEPARTMENT WILL REVIEW A SAMPLE OF COMPLETED CONFLICT OF INTEREST QUESTIONNAIRES AND REPORT THE RESULTS TO THE COMPLIANCE AND AUDIT COMMITTEE. THE ANNUAL CONFLICT OF INTEREST QUESTIONNAIRES ARE INDIVIDUALLY SUMMARIZED IN A DOCUMENT AND SENT ELECTRONICALLY TO THE FINANCE DEPARTMENT FOR ANY NECESSARY DISCLOSURES REQUIRED ON THE 990 FILING. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR UVMCN'S CEO IS REVIEWED AND APPROVED BY PREMIER, WITH WHICH UVMCN IS AN AFFILIATE, ON AN ANNUAL BASIS. THE REVIEW PROCESS PERFORMED BY PREMIER FOLLOWS A MARKET BASED COMPENSATION PHILOSOPHY DESIGNED TO ATTRACT AND RETAIN THE EXECUTIVE TALENT REQUIRED TO MEET THE HIGH-PERFORMANCE STANDARDS OF OUR BOARD AND OUR COMMUNITY. PREMIER ANNUALLY REVIEWS EXECUTIVE COMPENSATION SURVEY DATA FOR A REGIONAL PEER GROUP OF SYSTEMS AND HOSPITALS THAT ARE SIMILAR IN SIZE AND COMPLEXITY TO PREMIER AND ITS AFFILIATES. THE DATA FOR THE SURVEY IS PROVIDED BY A THIRD-PARTY CONSULTANT GROUP THAT IS INDEPENDENT OF PREMIER. THIS REPORT INCLUDES COMPARABILITY DATA FOR KEY EXECUTIVES, VICE PRESIDENTS, AND DIRECTOR LEVEL POSITIONS. THE INDEPENDENT COMPARABILITY DATA IS REVIEWED BY THE EXECUTIVE COMPENSATION COMMITTEE ON AN ANNUAL BASIS. THIS COMMITTEE CONTAINS THREE MEMBERS, ALL OF WHOM ARE INDEPENDENT. THIS COMMITTEE REVIEWS IN DETAIL THE COMPENSATION FOR THE PREMIER CEO, COO, CFO, CHIEF INTEGRATION OFFICER, CHIEF STRATEGY OFFICER, AND THE HOSPITAL CEOS. OTHER POSITIONS ARE REVIEWED AT A HIGH LEVEL FOR REASONABLENESS. ALL THE MEETING MINUTES ARE DOCUMENTED AND KEPT ON FILE ALONG WITH ANY COMPARABILITY DATA AND THE CONSULTANT REPORT. AFTER THE COMPENSATION COMMITTEE REVIEWS AND APPROVES THE COMPENSATION ACTIONS, THE PROCESS IS AUDITED BY THE INTERNAL AUDIT DEPARTMENT. THE EXECUTIVE COMPENSATION COMMITTEE PRESENTS THE COMPENSATION ACTIONS TO THE PREMIER BOARD ANNUALLY. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC WHEN REQUIRED BY LAW OR FOR ACCREDITATION PURPOSES. THE CONFLICT OF INTEREST POLICY IS AVAILABLE UPON REQUEST. FORM 990, PART IX, LINE 11G CONTRACTED SERVICES: PROGRAM SERVICE EXPENSES 3,088,477. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,088,477. MEDICAL DIRECTOR: PROGRAM SERVICE EXPENSES 69,000. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 69,000. BANK FEES: PROGRAM SERVICE EXPENSES 13,432. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 13,432. PREMIER HEALTH 110 N MAIN ST 500 DAYTON OH 45402 311446699 PARENT OH 501(C)(3) 12B N/A 0 MEDAMERICA HEALTH SYSTEMS CO 110 N MAIN ST 500 DAYTON OH 45402 311040228 SUPPORT ORG OH 501(C)(3) 12B N/A 0 MIAMI VALLEY HOSPITAL 110 N MAIN ST 500 DAYTON OH 45402 310537504 HOSPITAL OH 501(C)(3) 3 PREMIER HEALTH 0 MIAMI VALLEY HOSPITAL FOUNDATION 110 N MAIN ST 500 DAYTON OH 45402 311040231 FOUNDATION OH 501(C)(3) 7 PREMIER HEALTH 0 FIDELITY HEALTH CARE INC 110 N MAIN ST 500 DAYTON OH 45402 311075381 HOME HEALTH OH 501(C)(3) 10 PREMIER HEALTH 0 PREMIER COMMUNITY HEALTH 110 N MAIN ST 500 DAYTON OH 45402 311122883 HEALTH EDUCATION OH 501(C)(3) 10 FIDELITY HEALTH CARE 0 SAMARITAN HEALTH PARTNERS 110 N MAIN ST 500 DAYTON OH 45402 311107411 SUPPORT ORG OH 501(C)(3) 12B PREMIER HEALTH 0 GOOD SAMARITAN FOUNDATION - DAYTON 110 N MAIN ST 500 DAYTON OH 45402 237296923 FOUNDATION OH 501(C)(3) 7 PREMIER HEALTH 0 SAMARITAN BEHAVIORAL HEALTH INC 110 N MAIN ST 500 DAYTON OH 45402 020633634 BEHAVIORAL HEALTH OH 501(C)(3) 7 PREMIER HEALTH 0 ATRIUM HEALTH SYSTEM 110 N MAIN ST 500 DAYTON OH 45402 310537492 SUPPORT ORG OH 501(C)(3) 12B N/A 0 ATRIUM MEDICAL CENTER 110 N MAIN ST 500 DAYTON OH 45402 311079309 HOSPITAL OH 501(C)(3) 3 PREMIER HEALTH 0 UVMC 110 N MAIN ST 500 DAYTON OH 45402 341850683 SUPPORT ORG OH 501(C)(3) 12B N/A 0 UPPER VALLEY MEDICAL CENTER 110 N MAIN ST 500 DAYTON OH 45402 310537095 HOSPITAL OH 501(C)(3) 3 PREMIER HEALTH 0 UPPER VALLEY PROFESSIONAL CORP 110 N MAIN ST 500 DAYTON OH 45402 311400963 HEALTH CARE OH 501(C)(3) 10 PREMIER HEALTH 0 UVPC SPECIALISTS INC 110 N MAIN ST 500 DAYTON OH 45402 203687536 HEALTH CARE OH 501(C)(3) 10 UPPER VALLEY PROFESSIONAL CORP 0 COMPUNET CLINICAL LABORATORIES LLC 110 MAIN STREET SUITE 500 DAYTON OH 45402 311258010 LAB OH 501(C)(3) 12B PREMIER HEALTH 0 SWEITZER STREET LLC 110 N MAIN STREET SUITE 500 DAYTON OH 45402 454700417 REAL ESTATE OH MVHE INC EXCLUDED 0 0 SWEITZER STREET MOB LLC 110 N MAIN STREET SUITE 500 DAYTON OH 45402 474554657 REAL ESTATE OH MVHE INC EXCLUDED 0 0 MVHE INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311185270 PHYSICIAN SVCS OH PREMIER HEALTH HOLDING C 0 PREMIER HEALTH SPECIALISTS 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 061744704 PHYSICIAN SVCS OH PREMIER HEALTH HOLDING C 0 SAMARITAN FAMILY CARE 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311299450 PHYSICIAN SVCS OH PREMIER HEALTH HOLDING C 0 AFTER HOURS FAMILY CARE 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311269483 HEALTH CARE OH UPPER VALLEY PROFESSIONAL CORP C 0 UVMC MANAGEMENT CORP 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311360489 MANAGEMENT COMPANY OH PREMIER HEALTH C 0 PREMIER HEALTH URGENT CARE INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 822079409 URGENT CARE OH PREMIER HEALTH HOLDING C 0 PREMIER HEALTH PLAN INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 463024049 HEALTH INSURANCE OH PREMIER HEALTH INSURING CO C 0 GOOD SAMARITAN HOSPITAL 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 310536981 HOSPITAL OH PREMIER HEALTH C 0 PREMIER HEALTH ACO OF OHIO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 474049773 MEDICARE ACO OH PREMIER HEALTH C 0 PREMIER HEALTH HOLDING CO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 812419110 HOLDING CO OH PREMIER HEALTH C 0 PREMIER HEALTH INSURING CO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 464766841 HEALTH INSURANCE OH PREMIER HEALTH C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0