2020-10-27T11:03:50-05:00 2019-12-31 990 2019-01-01 541346393 MPB INC MPBI 7574557020 6015 POPLAR HALL DRIVE NORFOLK VA 23502 ROBERT A BROERMANN TREASURER 7574557020 2020-10-27 163.230.200.172 2020-10-27 11:37:17 ED P A10FC4E6EECC153797E345FA58E1474247E2C237 A10FC4E6EECC153797E345FA58E1474247E2C237 2019 2021-04-22 16:20:28Z ROBERT A BROERMANN 6015 POPLAR HALL DRIVE NORFOLK VA 23502 44713210 0 X N/A X 1981 VA MPB IS ORGANIZED SOLELY TO HOLD TITLE TO PROPERTY AND TURNS NET INCOME OVER TO SENTARA ENTERPRISES. 3 0 0 0 337722 204384 0 0 38461057 43027583 0 -33677 492495 506720 38953552 43500626 0 0 0 0 0 0 0 0 0 29580883 31902928 29580883 31902928 9372669 11597698 277800851 310181919 4930440 16640772 272870411 293541147 X SEE SCHEDULE O.AS PART OF SENTARA HEALTHCARE'S INTEGRATED HEALTH CARE SYSTEM, MPB, INC. WAS ORGANIZED PURSUANT TO IRC SECTION 501(C)(2) FOR THE EXCLUSIVE PURPOSE OF HOLDING TITLE TO PROPERTY, COLLECTING INCOME THERE FROM, AND TURNING OVER THE ENTIRE AMOUNT THEREOF, LESS EXPENSES, TO SENTARA ENTERPRISES, INC., ITS SECTION 501(C)(3) TAX EXEMPT PARENT. 0 0 31902928 0 43196581 MPB, INC. HOLDS TITLE TO PROPERTY, COLLECTS RENT, AND TURNS OVER THE ENTIRE AMOUNT, LESS EXPENSES, TO IT'S SECTION 501(C)(3) TAX EXEMPT PARENT, SENTARA ENTERPRISES. 31902928 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 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 1 1 1 0 1 X 40 0 1 0 1 1 0 0 0 0 0 0 0 X 3 0 1 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 X CORPORATE OFFICERS 7574557020 6015 POPLAR HALL DR NORFOLK VA 23502 HOWARD P KERN DIRECTOR/CHAIRMAN 2.00 51.00 X X 0 4253331 3800414 ROBERT A BROERMANN DIRECTOR/TREASURER 1.00 50.00 X X 0 1674648 149586 MICHAEL V GENTRY DIRECTOR 1.00 50.00 X 0 1524592 218927 MEGAN R PERRY FORMER OFFICER 0.00 45.00 X 0 945206 378247 JEFFREY P KING SECRETARY (THRU 6/19) 1.00 48.00 X 0 970273 106745 KURT T HOFELICH PRESIDENT 5.00 41.00 X 0 567235 262862 SAMUEL HAWLEY SECRETARY (EFFEC 6/19) 1.00 48.00 X 0 197855 46598 0 10133140 4963379 0 1 1 0 WHITING TURNING CONTRACTING COMPANY PO BOX 17596 BALTIMORE MD 21297 CONSTRUCTION 31661702 BUILDING MAINTENANCE SERVICE LLC PO BOX 26032 NEW YORK NY 10087 INTEGRATED FACILITY SERVICES 665581 KT JACKSON JANITORIAL 942 QUASH STREET HAMPTON VA 23669 PROFESSIONAL SERVICES 493597 BRIGHTVIEW LANDSCAPE SERVICES INC 1030 RURITAN BOULEVARD CHESAPEAKE VA 23324 LANDSCAPING SERVICES 489484 DSG CONSTRUCTION INC 620 INNOVATION DRIVE SUITE 104 CHESAPEAKE VA 23320 CONSTRUCTION 486663 14 PROGRAM SERVICE REV 531120 43027583 43027583 43027583 1178907 1212584 -33677 -33677 -33677 PARKING GARAGE REVENUE 900099 506720 168998 337722 506720 43500626 43196581 337722 -33677 2262507 2262507 12404 12404 55083 55083 1787216 1787216 1269 1269 9943983 9943983 12633859 12633859 330797 330797 PURCHASED & CONTRACTED 4161315 4161315 OTHER & ADMINISTRATIVE 666325 666325 TAXES & LICENSES 48170 48170 31902928 31902928 0 0 400 400 561240 70035 154907 82979 469870707 172997461 276398614 296873246 12532702 685690 622557 277800851 310181919 3736157 2589873 1047168 995689 147115 13055210 4930440 16640772 X 272870411 293541147 272870411 293541147 277800851 310181919 X 11597698 9073038 X 0 1 X 1 0 15582123 45138704 60720827 246845091 112837418 134007673 3292303 2067235 1225068 55161762 36323105 18838657 103850724 21769703 82081021 296873246 DUE TO AFFILIATES 86833 SECURITY DEPOSITS PAYABLE 81838 SHORT TERM ROU LIABILITY 52807 LONG TERM ROU LIABILITY 12833732 13055210 1 1 0 HOWARD P KERN DIRECTOR/CHAIRMAN 0 1721005 0 1718080 0 814246 0 3776265 0 24149 0 8053745 0 81692 ROBERT A BROERMANN DIRECTOR/TREASURER 0 865809 0 603561 0 205278 0 132432 0 17154 0 1824234 0 0 MICHAEL V GENTRY DIRECTOR 0 820035 0 555458 0 149099 0 198191 0 20736 0 1743519 0 0 MEGAN R PERRY FORMER OFFICER 0 496378 0 313527 0 135301 0 358252 0 19995 0 1323453 0 62861 JEFFREY P KING SECRETARY (THRU 6/19) 0 274339 0 156153 0 539781 0 82095 0 24650 0 1077018 0 165897 KURT T HOFELICH PRESIDENT 0 321112 0 197379 0 48744 0 233239 0 29623 0 830097 0 24862 SAMUEL HAWLEY SECRETARY (EFFEC 6/19) 0 176744 0 20980 0 131 0 34469 0 12129 0 244453 0 0 PART I, LINE 3 SENTARA HEALTHCARE, THE SECTION 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM, ESTABLISHED THE COMPENSATION OF THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL THROUGH THE USE OF AN INDEPENDENT COMPENSATION CONSULTANT AND A COMPENSATION STUDY. PART I, LINES 4A-B JEFFREY P. KING RECEIVED $218,939 IN COMPENSATION RELATED TO HIS SEPARATION FROM SERVICE. THIS AMOUNT HAS BEEN INCLUDED IN COLUMN(B)(III) OF SCHEDULE J, PART II. HOWARD KERN PARTICIPATED IN THE SENTARA SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN. PARTICIPATION IN THE PLAN IS LIMITED TO SELECT INDIVIDUALS AS APPROVED BY SENTARA HEALTHCARE'S BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. THE PLAN IS CURRENTLY CLOSED TO ADDITIONAL MEMBERS. VESTING OCCURS UPON THE COMPLETION OF A TWO YEAR NON-COMPETE PERIOD FOLLOWING TERMINATION AFTER EARLY RETIREMENT DATE OR UPON DEATH. EARLY RETIREMENT DATE IS WHEN THE EXECUTIVE OBTAINS AT LEAST AGE 55 AND HAS 10 YEARS OF SERVICE AND BENEFITS ARE FORFEITED IF PARTICIPANT LEAVES PRIOR TO AGE 55 WITH 10 YEARS OF SERVICE. HOWARD KERN, ROBERT BROERMANN, MICHAEL GENTRY, KURT HOFELICH, MEGAN PERRY AND JEFFREY KING PARTICIPATED IN THE SENTARA CAPITAL ACCUMULATION ACCOUNT PLAN. PARTICIPATION IS LIMITED TO A SELECT GROUP OF CORPORATE EXECUTIVES AS APPROVED BY SENTARA HEALTHCARE'S BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. TERMS OF THE PLAN CHANGED EFFECTIVE JANUARY 1, 2009, WHEREBY VESTING OF CONTRIBUTIONS MADE ON OR AFTER THAT DATE NOW OCCURS ON THE EARLIER OF FIVE YEARS FOR EACH YEARS' CONTRIBUTIONS OR AGE 55 WITH 10 YEARS OF SERVICE. UNDER THE OLD TERMS, VESTING OF CONTRIBUTIONS MADE PRIOR TO JANUARY 1, 2009 OCCURS ON THE EARLIEST OF ASSIGNED DISTRIBUTION DATE, DEATH, INVOLUNTARY TERMINATION WITHOUT CAUSE OR COMPLETION OF TWO-YEAR NON-COMPETE AFTER VOLUNTARY TERMINATION (REGARDLESS OF ORIGINAL ASSIGNED DISTRIBUTION DATE). DURING 2019, THE FOLLOWING CORPORATE EXECUTIVES RECEIVED VESTED DISTRIBUTIONS UNDER THE PLAN: ROBERT BROERMANN ($154,711); MICHAEL GENTRY ($116,632); KURT HOFELICH ($33,182); HOWARD KERN ($721,088); JEFFREY KING ($228,358) AND MEGAN PERRY ($81,572). THESE AMOUNTS HAVE BEEN REPORTED IN COLUMN (B)(III) OF SCHEDULE J, PART II. FORM 990, PART V, LINE 1A: FORM 1096: SENTARA HEALTHCARE, A VIRGINIA NONSTOCK CORPORATION AND THE SECTION 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM, MAINTAINS AN AGENCY RELATIONSHIP WITH THE ORGANIZATION AND ISSUES ALL 1099S ON ITS BEHALF. THE NUMBER REPORTED IS A BEST ESTIMATE OF THE 1099S ATTRIBUTABLE TO THE ORGANIZATION. THE EXACT NUMBER CANNOT BE DETERMINED; AS SOME OF THE 1099S ISSUED BY THE AGENT ARE ATTRIBUTABLE TO MORE THAN ONE ENTITY, AND THERE IS NO REPORTING MECHANISM TO DETERMINE 1099'S ATTRIBUTABLE SOLELY TO THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 2 THE ORGANIZATION'S OFFICERS AND DIRECTORS SERVED TOGETHER ON THE BOARDS OF OTHER ORGANIZATIONS WITHIN THE SENTARA HEALTHCARE SYSTEM ("THE SYSTEM"), AS WELL AS JOINT VENTURES IN WHICH THE SYSTEM HAD AN OWNERSHIP INTEREST. SEE SCHEDULE R FOR A LISTING OF SUCH ENTITIES. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAD ONE CLASS OF STOCK, THE SOLE SHAREHOLDER BEING SENTARA ENTERPRISES, A VIRGINIA NONSTOCK CORPORATION AND SECTION 501(C)(3) TAX EXEMPT ENTITY. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF DIRECTORS, WHICH SERVED AS THE ORGANIZATION'S GOVERNING BODY, WAS ELECTED BY ITS SOLE SHAREHOLDER, SENTARA ENTERPRISES, A VIRGINIA NON-STOCK CORPORATION AND SECTION 501(C)(3) TAX EXEMPT ENTITY. FORM 990, PART VI, SECTION A, LINE 7B AS SOLE SHAREHOLDER, SENTARA ENTERPRISES, A VIRGINIA NONSTOCK CORPORATION AND SECTION 501(C)(3) TAX EXEMPT ENTITY, HAS THE RIGHT TO ELECT AND REMOVE MEMBERS OF THE ORGANIZATION'S GOVERNING BODY; APPROVE ANY ALTERATION, AMENDMENT OR REPEAL OF ITS GOVERNING DOCUMENTS; APPROVE THE ANNUAL OPERATING AND CAPITAL BUDGET AND ALL FORMAL LONG-RANGE PLANS; APPROVE ANY CAPITAL EXPENDITURE EXCEEDING $100,000; APPROVE ALL BORROWING OR INDEBTEDNESS WHICH IN ANY ONE TRANSACTION OR RELATED SERIES OF TRANSACTIONS EXCEEDS $100,000; APPROVE ANY PLAN OF MERGER OR CONSOLIDATION, ANY SALE, LEASE, EXCHANGE, MORTGAGE, PLEDGE OR OTHER DISPOSITION OF ALL, OR SUBSTANTIALLY ALL, THE PROPERTY AND ASSETS OF THE ORGANIZATION, THE VOLUNTARY DISSOLUTION OF THE ORGANIZATION, OR REVOCATION OF VOLUNTARY DISSOLUTION PROCEEDINGS; REVIEW THE BOOKS AND RECORDS, CONDUCT AUDITS, AND APPROVE THE SELECTION OF AUDITORS CHOSEN TO CONDUCT AUDITS OF THE ORGANIZATION; APPROVE THE CREATION OR ACQUISITION OF ANY SUBSIDIARY OF THE ORGANIZATION, OR THE CREATION OF ANY OTHER CORPORATION OF WHICH THE ORGANIZATION IS TO BE A MEMBER, AND TO APPROVE ANY DISSOLUTION OR OTHER CHANGE IN ANY SUCH LEGAL RELATIONSHIP PREVIOUSLY APPROVED BY SENTARA ENTERPRISES; APPROVE ANY SIGNIFICANT CHANGE IN THE SCOPE OF SERVICES OR PROGRAMS PROVIDED BY THE ORGANIZATION; AND ADOPT OR CHANGE THE MISSION STATEMENT, PURPOSES OR STRATEGIC GOALS OF THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION WAS PART OF THE SENTARA HEALTH SYSTEM ("THE SYSTEM"), AND AS SUCH, USED THE SYSTEM'S IN-HOUSE TAX DEPARTMENT, HEADED BY A LICENSED CERTIFIED PUBLIC ACCOUNTANT, TO BOTH PREPARE AND REVIEW ITS FORM 990. DURING THE PREPARATION AND REVIEW PROCESS, THE TAX DEPARTMENT WORKED CLOSELY WITH OTHER SYSTEM DEPARTMENTS, SUCH AS LEGAL, COMPENSATION AND BENEFITS, COMPLIANCE, FINANCE, AND MARKETING, TO ENSURE THAT A COMPLETE AND ACCURATE RETURN WAS FILED. THE PARENT OF THE SYSTEM IS SENTARA HEALTHCARE, A VIRGINIA NONSTOCK CORPORATION AND SECTION 501(C)(3) TAX EXEMPT ENTITY. FORM 990, PART VI, SECTION B, LINE 12C DIRECTORS, BOARD-NOMINATED OFFICERS, AND KEY EMPLOYEES ARE REQUESTED TO SUBMIT AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE AND CERTIFY TO THE COMPLETION AND ACCURACY OF THE INFORMATION DISCLOSED. ADDITIONALLY, EACH ORGANIZATION'S GOVERNING BOARD OR APPROPRIATE BODY MONITORS TRANSACTIONS INVOLVING DISCLOSED POTENTIAL CONFLICTS OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 AS PART OF THE SENTARA HEALTH SYSTEM ("THE SYSTEM"), THE ORGANIZATION FOLLOWED PROCESSES AND PROCEDURES SET FORTH IN ITS GOVERNING DOCUMENTS TO ENSURE COMPLIANCE WITH ITS OBLIGATIONS AS A SECTION 501(C)(3) HEALTHCARE ORGANIZATION TO PAY DISQUALIFIED PERSONS REASONABLE COMPENSATION. SUCH PROCESSES AND PROCEDURES ARE INTENDED TO ESTABLISH THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE INTERNAL REVENUE CODE SECTION 4958 REGULATIONS. THE COMPENSATION PHILOSOPHY OF THE SYSTEM AS A WHOLE IS TO BASE OVERALL COMPENSATION AND BENEFITS FOR EXECUTIVES ON NOT-FOR-PROFIT MARKET COMPARABLES, ADJUSTED AS APPLIED TO EACH EXECUTIVE, TAKING INTO CONSIDERATION THE INDIVIDUAL SKILLS, EXPERIENCE, TENURE AND PERFORMANCE OF THE EXECUTIVE BEING COMPENSATED AND OVERALL PERFORMANCE OF THE ORGANIZATION. IN LINE WITH THIS PHILOSOPHY, THE SYSTEM PERFORMED SUBSTANTIAL DUE DILIGENCE AS TO MARKET COMPARABLES. THE SYSTEM'S COMPENSATION COMMITTEE, WHICH CONSISTS OF SYSTEM BOARD MEMBERS WITHOUT CONFLICTS OF INTERESTS, ENGAGED AN OUTSIDE CONSULTANT, WHO REPORTS TO THE COMPENSATION COMMITTEE, TO CONDUCT A STUDY ASSESSING THE COMPETITIVENESS OF TOTAL COMPENSATION (INCLUDING CASH COMPENSATION, BENEFITS AND PERQUISITES) OF ITS SENIOR EXECUTIVES PRIOR TO MAKING DECISIONS REGARDING ANNUAL BASE SALARY ADJUSTMENTS, APPROVING INCENTIVE AWARDS, OR CONSIDERING PROGRAMMATIC CHANGES. THE STUDY COMPARED THE COMPENSATION OF THE SYSTEM'S SENIOR EXECUTIVES TO COMPENSATION DATA FROM MULTIPLE PUBLISHED SURVEY SOURCES BASED ON THE SENIOR EXECUTIVE'S FUNCTIONAL RESPONSIBILITY. IN CONDUCTING THE STUDY, THE CONSULTANT TARGETED OTHER NOT-FOR-PROFIT HEALTH SYSTEMS OF SIMILAR SIZE BASED ON NET REVENUE AND COMPLEXITY. FOR HEALTH PLAN POSITIONS, HEALTH PLANS WITH SIMILAR PREMIUMS, OR MEMBERS, WERE TARGETED. THE CONSULTANT ALSO CONDUCTS A REVIEW OF THE ORGANIZATION'S PERFORMANCE RELATIVE TO A GROUP OF NOT-FOR-PROFIT HEALTH SYSTEMS OF COMPARABLE SIZE AND SCOPE OF OPERATIONS EVERY YEAR. THE MOST RECENT STUDY COMPARED SENTARA'S PERFORMANCE TO 29 NOT-FOR-PROFIT HEALTHCARE SYSTEMS BASED ON NET REVENUE GROWTH, OPERATING MARGIN, VARIOUS CLINICAL QUALITY METRICS AND PATIENT SATISFACTION. OVERALL, THE CONSULTANT DETERMINED THAT SENTARA'S PAY WAS ALIGNED WITH ITS RELATIVE PERFORMANCE. THE COMPENSATION STUDY WAS PRESENTED TO THE SYSTEM'S COMPENSATION COMMITTEE, WHICH MADE ITS COMPENSATION DECISIONS BASED ON A)ITS REVIEW AND ANALYSIS OF THE PERFORMANCE OF BOTH THE ORGANIZATION AND ITS SENIOR EXECUTIVES AND, B) A REASONABLENESS OF COMPENSATION ANALYSIS AND OPINION FROM AN EXTERNAL EXPERT IN THE COMPENSATION OF EXECUTIVES IN THE TAX-EXEMPT HEALTH CARE FIELD. THE COMMITTEE'S BASES FOR ITS DECISIONS WERE DOCUMENTED IN COMMITTEE MINUTES TAKEN DURING THE MEETING AND THEN CIRCULATED FOR REVIEW AND APPROVAL. ALL DECISIONS REGARDING COMPENSATION WERE MADE BY THE COMMITTEE, WHICH CONSISTS OF SYSTEM BOARD MEMBERS WITHOUT CONFLICT OF INTERESTS. THIS PROCESS WAS USED TO ESTABLISH COMPENSATION FOR THE ORGANIZATION'S CHAIRMAN AND TREASURER; WHO ALSO SERVED AS PRESIDENT AND CEO, EXECUTIVE VICE PRESIDENT AND COO, AND EXECUTIVE VICE PRESIDENT AND CFO OF THE SYSTEM, RESPECTIVELY. THE PROCESS WAS LAST UNDERTAKEN DURING THE CURRENT TAX YEAR FOR THE POSITIONS LISTED. THE OUTSIDE MARKET STUDY DESCRIBED ABOVE WAS ALSO USED TO ESTABLISH COMPENSATION FOR THE ORGANIZATION'S PRESIDENT, WHO IS CONSIDERED THE TOP MANAGEMENT OFFICIAL OF THE ORGANIZATION. RESULTS WERE PRESENTED TO THE PRESIDENT AND CEO OF THE SYSTEM FOR REVIEW AND APPROVAL RATHER THAN THE SYSTEM'S COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 THE CONSOLIDATED FINANCIAL STATEMENTS FOR SENTARA HEALTHCARE AND SUBSIDIARIES WERE MADE PUBLICLY AVAILABLE THROUGH THE USE OF DAC BOND (DISCLOSURE DISSEMINATION AGENT) AND CAN BE FOUND ON THE INTERNET AT WWW.DACBOND.COM. THE ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICTS OF INTEREST POLICY ARE GENERALLY NOT MADE AVAILABLE TO THE PUBLIC. FORM 990, PT VI, LINES 1A AND B: BOARD MEMBERS ARE ELECTED ANNUALLY BY SENTARA ENTERPRISES, A VIRGINIA NONSTOCK CORPORATION. THE BOARD MEMBERS OF SENTARA ENTERPRISES ARE ELECTED ANNUALLY BY ITS SOLE MEMBER, SENTARA HEALTHCARE, A VIRGINIA NONSTOCK CORPORATION AND THE SECTION 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM. SENTARA HEALTHCARE'S GOVERNING BOARD IS A COMMUNITY-BASED BOARD COMPRISED OF 17 VOTING MEMBERS, 16 OF WHICH ARE CONSIDERED INDEPENDENT, AS DEFINED IN THE FORM 990 INSTRUCTIONS. FORM 990, PART XI, LINE 9: BOOK RECLASS OF INTERCOMPANY ACCOUNTS TO EQUITY 9,073,038. 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