2020-11-16T14:06:49-06:00 2019-12-31 990 2019-01-01 203687536 UVPC SPECIALISTS INC UVPC 9374999942 110 N MAIN ST 500 DAYTON OH 45402 TIMOTHY D SNIDER VP & CFO 9374999942 2020-11-16 184.57.171.100 2020-11-16 14:06:44 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 986CFAB4546D7DBDFBAA527D8BCEED6C2968A6DF 2019 2021-01-29 14:40:06Z KEVIN HARLAN 3130 N COUNTY RD 25A TROY OH 45373 12837722 0 X WWW.PREMIERHEALTH.COM X 2005 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. 7 6 119 6 0 0 0 0 12355702 12794035 -12926 0 25407 16677 12368183 12810712 0 0 0 0 17382091 14907394 0 0 0 3553643 5415108 20935734 20322502 -8567551 -7511790 2485757 2893650 3135991 1660445 -650234 1233205 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 20322502 12810796 THE PRIMARY EXEMPT PURPOSE OF UVPC SPECIALISTS, INC. IS TO PROVIDESPECIALTY HEALTH CARE TO INDIVIDUALS IN THE COMMUNITY SERVED BYUPPER VALLEY MEDICAL CENTER, A RELATED TAX-EXEMPT HOSPITAL. AS APART OF THE UVMC HEALTH SYSTEM, UVPC SPECIALISTS, INC. ISCOMMITTED TO PRESERVING LONG-TERM ACCESS TO QUALITY HEALTH CARESERVICES FOR MIAMI COUNTY AND THE SURROUNDING AREA. THISORGANIZATION WAS FORMED IN 2005 TO ASSURE ACCESS TO APPROPRIATECARE AT AN ACCEPTABLE COST FOR PATIENTS IN A MANAGED CAREENVIRONMENT.SEE SCHEDULE O FOR MORE INFORMATION 20322502 1 0 0 0 0 0 0 0 0 0 1 0 0 1 0 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 0 1 0 0 0 1 18 0 1 119 1 0 0 0 0 0 0 0 0 0 0 0 0 X 7 6 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 STEWART I ADAM III PHYSICIAN: SPECIALITY 40.00 0.00 X 858727 0 42926 ROBERT M KOHUT PHYSICIAN: SPECIALITY 40.00 0.00 X 722448 0 22000 GEOFFREY P WALKER FORMER OFFICER 0.00 40.00 X 0 648904 50342 THOMAS R PARKER UPPER VALLEY PRES & CEO 0.50 39.50 X X 0 619173 79761 KENNETH L REED DO PHYSICIAN: SPECIALITY 40.00 0.00 X 647114 0 36118 MARK R ZUNKIEWICZ MD PHYSICIAN: UVPC 40.00 0.00 X 556595 0 39747 SAMEEP P KADAKIA PHYSICIAN: SPECIALITY 40.00 0.00 X 531061 0 33680 DALE E CREECH JR FORMER OFFICER 0.00 0.00 X 0 510477 29497 TIMOTHY D SNIDER BOARD TREASURER 0.50 39.50 X 0 355991 51164 JENNA M DOWNEY ESQ FORMER OFFICER 0.00 40.00 X 0 223359 21938 REBECCA A RICE FORMER OFFICER 0.00 0.00 X 0 178181 17806 BENJAMIN A WATSON ESQ BOARD SECRETARY 0.50 39.50 X 0 166716 16245 MIKE HULME BOARD VICE PRESIDENT 0.50 1.50 X X 0 0 0 STEVEN STALEY BOARD CHAIR 0.50 1.50 X X 0 0 0 ARTHUR R DISBROW TRUSTEE 0.50 1.50 X 0 0 0 WILLIAM E LUKENS TRUSTEE 0.50 1.50 X 0 0 0 ROWAN R NICKOL MD TRUSTEE 0.50 1.50 X 0 0 0 SUSIE WISE TRUSTEE 0.50 1.50 X 0 0 0 3315945 2702801 441224 28 1 1 0 WEATHERBY LOCUMS INC 6451 N FEDERAL HIGHWAY 700 FORT LAUDERDALE FL 33308 STAFFING 1830987 HAYES LOCUMS LLC 6700 N ANDREWS DRIVE 600 FORT LAUDERDALE FL 33309 STAFFING 166670 CARDIOSOLUTIONS LLC 375 WEST STREET WEST BRIDGEWATER MA 02379 MEDICAL SERVICES 141088 THOMAS W CARRIGAN MD 450 HYATT ST 302 TIPP CITY OH 45371 MEDICAL SERVICES 129800 KUHURANI HUSSAIN MD 3130 N COUNTY RD 25A TIPP CITY OH 45373 MEDICAL SERVICES 120625 5 X NET PATIENT SERVICES REVENUE 561110 12794035 12794035 12794035 26926 27010 -84 -84 -84 MISCELLANEOUS 900099 16761 16761 16761 12810712 12810796 0 -84 12881435 12881435 354575 354575 1070056 1070056 601328 601328 496227 496227 592 592 104526 104526 10481 10481 1117502 1117502 11437 11437 291 291 251489 251489 225836 225836 PURCHASED PERSONNEL 2180035 2180035 OPERATING SUPPLIES 826857 826857 PURCHASED SERVICES 149764 149764 REPAIRS AND MAINTENANCE 21872 21872 18199 18199 20322502 20322502 0 0 2005 1325 98175 1258381 1562123 243934 183789 2141594 1287898 642431 853696 42634 16114 296372 178428 2485757 2893650 1528161 1428754 1067 2257 230624 1605573 0 3135991 1660445 X -650234 1233205 -650234 1233205 2485757 2893650 X -7511790 9395229 X 0 1 X 1 0 X 8383670 10903384 11222642 12377674 12810796 55698166 8383670 10903384 11222642 12377674 12810796 55698166 0 0 0 55698166 5490 5249 10461 15814 26926 63940 5490 5249 10461 15814 26926 63940 8389160 10908633 11233103 12393488 12837722 55762106 0.99890 0.99930 0.00110 0.00070 X 264652 51170 213482 105363 34303 71060 1752774 1202425 550349 18805 18805 853696 LOANS TO PHYSICIANS 178428 178428 X PART X, LINE 2: THE FOLLOWING FOOTNOTE IS FROM THE 2019 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR PREMIER HEALTH (PHP) AND AFFILIATES. PHP IS THE SOLE MEMBER OF UPPER VALLEY PROFESSIONAL CORPORATION, WHICH IS THE SOLE MEMBER OF UVPC SPECIALISTS. PHP HAS BEEN DETERMINED BY THE INTERNAL REVENUE SERVICE TO BE A TAX-EXEMPT NONPROFIT 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), UVMC MANAGEMENT CORPORATION AND AFTER HOURS FAMILY CARE, INC. (SUBSIDIARIES OF PHP). THE TAX CUTS AND JOBS ACT (THE ACT) WAS ENACTED ON DECEMBER 22, 2017. FOR TAX-EXEMPT ENTITIES, THE ACT REQUIRES ORGANIZATIONS TO PAY AN EXCISE TAX ON REMUNERATION TO EXECUTIVES ABOVE CERTAIN THRESHOLDS AND REPORT INCOME OR LOSS FROM UNRELATED BUSINESS ACTIVITIES ON AN ACTIVITY-BY-ACTIVITY BASIS, AMONG OTHER PROVISIONS. PHP HAS RECORDED ESTIMATED LIABILITIES AND RELATED EXPENSES FOR ALL EXCISE AND UNRELATED BUSINESS INCOME TAXES IDENTIFIED AT DECEMBER 31, 2019. MANAGEMENT ANNUALLY REVIEWS THE TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS. X X X X 1 1 0 0 0 0 0 0 0 STEWART I ADAM III PHYSICIAN: SPECIALITY 471003 0 341110 0 46614 0 10041 0 32885 0 901653 0 0 0 ROBERT M KOHUT PHYSICIAN: SPECIALITY 553270 0 127247 0 41931 0 0 0 22000 0 744448 0 0 0 GEOFFREY P WALKER FORMER OFFICER 0 411905 0 140011 0 96988 0 23811 0 26531 0 699246 0 0 THOMAS R PARKER UPPER VALLEY PRES & CEO 0 399599 0 168998 0 50576 0 66901 0 12860 0 698934 0 0 KENNETH L REED DO PHYSICIAN: SPECIALITY 504058 0 114810 0 28246 0 9012 0 27106 0 683232 0 0 0 MARK R ZUNKIEWICZ MD PHYSICIAN: UVPC 514697 0 22492 0 19406 0 10051 0 29696 0 596342 0 0 0 SAMEEP P KADAKIA PHYSICIAN: SPECIALITY 475373 0 21063 0 34625 0 0 0 33680 0 564741 0 0 0 DALE E CREECH JR FORMER OFFICER 0 0 0 82482 0 427995 0 17945 0 11552 0 539974 0 151924 TIMOTHY D SNIDER BOARD TREASURER 0 255385 0 98141 0 2465 0 25016 0 26148 0 407155 0 0 JENNA M DOWNEY ESQ FORMER OFFICER 0 190262 0 32305 0 792 0 8381 0 13557 0 245297 0 0 REBECCA A RICE FORMER OFFICER 0 0 0 36605 0 141576 0 17678 0 128 0 195987 0 40307 BENJAMIN A WATSON ESQ BOARD SECRETARY 0 144706 0 21428 0 582 0 6180 0 10065 0 182961 0 0 PART I, LINES 4A-B THE FOLLOWING INDIVIDUALS WERE SELECTED TO PARTICIPATE IN A VOLUNTARY RETIREMENT PROGRAM AND RECEIVED THE FOLLOWING PAYMENTS IN 2019: DALE CREECH $234,232; REBECCA RICE $111,075. 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, UVPC SPECIALISTS, INC. (UVPCS) AND ITS AFFILIATED ORGANIZATIONS COMPENSATE FOR THIS LIMITATION AND SUPPLEMENT THE AFFECTED EXECUTIVES' QUALIFIED PENSION THROUGH CERTAIN NONQUALIFIED PLANS. UVPCS 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 2019. THE INDIVIDUALS LISTED BELOW HAVE MET THE MULTI-YEAR VESTING REQUIREMENT UNDER THE PENSION RESTORATION PLAN AND RECEIVED THE ASSOCIATED PAYMENT IN 2019: DALE CREECH $196,960; THOMAS PARKER $22,946; REBECCA RICE $30,579; GEOFFREY WALKER $90,728. 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 $43,947; TIMOTHY SNIDER $3,843. 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. FORM 990, PART III, LINE 4A (CONTINUED): 2019 OPERATING STATISTICS FOR UVPC SPECIALISTS, INC.: OFFICE VISITS: OUTPATIENT BEHAVIORAL HEALTH 15,780 GASTROENTEROLOGY 15,248 OBSTETRICAL/GYNECOLOGICAL 12,346 EAR, NOSE, AND THROAT 10,669 ORTHOPEDICS 10,130 EAR, NOSE, AND THROAT 7,623 SURGICAL 6,389 UROLOGY 5,570 INFECTIONS DISEASES 1,705 CARDIOLOGY 168 ________________________________________ TOTAL 85,628 MEDICAL SERVICES ARE PROVIDED TO ALL INDIVIDUALS, REGARDLESS OF ABILITY TO PAY. INDIVIDUALS MAY BE REFERRED FROM UPPER VALLEY MEDICAL CENTER, UPPER VALLEY PROFESSIONAL CORPORATION (RELATED 501(C)(3) ORGANIZATIONS), PRIVATE PHYSICIANS, AND OTHER ORGANIZATIONS. UVPC SPECIALISTS, INC. PARTICIPATES IN GOVERNMENT-SPONSORED HEALTH CARE PROGRAMS SUCH AS MEDICARE AND MEDICAID. UVPC SPECIALISTS, INC. PROVIDES CHARITY CARE TO ITS PATIENTS, WHICH IS DETERMINED CASE-BY-CASE BASED ON THE PATIENT'S INDIVIDUAL CIRCUMSTANCES AND NEEDS. PATIENTS WHO ARE IDENTIFIED FOR POTENTIAL CHARITY CARE ARE ASKED TO COMPLETE A FINANCE STATEMENT. IF THE PATIENT'S FAMILY'S INCOME FALLS WITHIN 300% OF THE FEDERAL POVERTY GUIDELINES, THE PATIENT QUALIFIES FOR ASSISTANCE UNDER THE FINANCIAL ASSISTANCE POLICY. ALL OR PART OF THE ACCOUNT WILL BE WRITTEN OFF TO CHARITY CARE, BASED UPON A SLIDING FEE SCHEDULE. THE AMOUNTS CHARGED TO PATIENTS WHO ARE ELIGIBLE FOR FINANCIAL ASSISTANCE ARE NOT MORE THAN THE AMOUNTS GENERALLY BILLED TO INDIVIDUALS WHO HAVE INSURANCE COVERING SUCH CARE. WE OFFER REASONABLE PAYMENT PLANS TO THOSE WHO HAVE QUALIFIED FOR CHARITY CARE. PATIENTS MAY ALSO QUALIFY FOR CHARITY CARE DISCOUNTS DUE TO A MEDICALLY BASED CATASTROPHIC EVENT WHICH HAS OCCURRED IN THEIR LIFE. IF A PATIENT QUALIFIES FOR THIS DISCOUNT, HE/SHE WOULD ONLY BE HELD RESPONSIBLE FOR PAYMENT OF HIS/HER FAMILY'S MEDICAL EXPENSES UP TO 15% OF THEIR ANNUAL INCOME. FORM 990, PART VI, SECTION A, LINE 3 PREMIER HEALTH (PREMIER) AS THE OPERATOR OF UVPC SPECIALISTS (UVPCS) DEVELOPS AND OVERSEES THE IMPLEMENTATION OF THE STRATEGIC PLAN FOR UVPCS, WHICH INCLUDES (BUT IS NOT LIMITED TO) SUCH MATTERS AS LOCATION OF CLINICAL AND ADMINISTRATIVE EXPENSES AND THE CONSOLIDATION OF SUCH SERVICES. UVPCS SHALL COMPLY WITH AND IMPLEMENT THIS PLAN AND SHALL NOT TAKE ANY ACTION THAT MATERIALLY DEPARTS FROM THIS PLAN WITHOUT PREMIER'S APPROVAL. UVPCS SHALL IMPLEMENT ANY CAPITAL AND OPERATING BUDGET SO APPROVED AND/OR REVISED FOR IT BY PREMIER. UVPCS SHALL IMPLEMENT THE BUSINESS PLAN APPROVED BY PREMIER. PREMIER IS THE SOLE AGENT TO NEGOTIATE ALL RELATIONSHIPS WITH PAYORS ON BEHALF OF UVPC WITH ALL THIRD-PARTY PAYORS AND ALTERNATIVE DELIVERY SYSTEMS INCLUDING, BUT NOT LIMITED TO INSURERS. UVPCS 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. UVPCS MUST SEEK PREMIER'S APPROVAL FOR ANY ACQUISITIONS, SALE OR TRANSFER OF ANY MATERIAL ASSET USED IN UVPCS'S ACTIVITIES. FORM 990, PART VI, SECTION A, LINE 6 UVPCS HAS ONE CORPORATE MEMBER; UPPER VALLEY PROFESSIONAL CORPORATION (UVPC), 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 UVPCS. FOR ADDITIONAL INFORMATION, SEE THE RESPONSE ABOVE FOR FORM 990, PART VI, SECTION A, LINE 3. FORM 990, PART VI, SECTION A, LINE 7B SEE EXPLANATION FOR LINE 7A ABOVE. 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 UVPCS 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 SENT 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 UVPCS 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 UVPCS'S CEO IS REVIEWED AND APPROVED BY PREMIER, WITH WHICH UVPCS 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 PREMIER. THIS REPORT INCLUDES COMPARABILITY 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 IS COMPRISED OF 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: UVPCS SHARES EXPENSES WITH AND IS ALLOCATED COSTS FROM ITS CORPORATE MEMBER, UVPC. THE ONLY COSTS CHARGED BACK TO UVPCS ARE THE EXPENSES OF UVPCS'S PROGRAM SERVICES. THEREFORE, THERE ARE NO EXPENSES PAID BY UVPCS TO REPORT IN COLUMN (C) FOR MANAGEMENT AND GENERAL EXPENSES. FORM 990, PART XI, LINE 9: TRANSFER FROM AFFILIATE 9,395,229. PREMIER HEALTH PARTNERS (PREMIER) 110 MAIN STREET SUITE 500 DAYTON OH 45402 311446699 PARENT OH 501 (C) (3) 12B N/A 0 MEDAMERICA HEALTH SYSTEMS CO (MAHS) 110 MAIN STREET SUITE 500 DAYTON OH 45402 311040228 SUPPORT ORG OH 501 (C) (3) 12B N/A 0 MIAMI VALLEY HOSPITAL (MVH) 110 MAIN STREET SUITE 500 DAYTON OH 45402 310537504 HOSPITAL OH 501 (C) (3) 3 PREMIER 0 MIAMI VALLEY HOSPITAL FOUNDATION 110 MAIN STREET SUITE 500 DAYTON OH 45402 311040231 FOUNDATION OH 501 (C) (3) 7 PREMIER 0 FIDELITY HEALTH CARE INC (FHC) 1370 KETTERING BLVD MORAINE OH 45439 311075381 HOME HEALTH OH 501 (C) (3) 10 PREMIER 0 PREMIER COMMUNITY HEALTH 110 MAIN STREET SUITE 500 DAYTON OH 45402 311122883 HEALTH EDU OH 501 (C) (3) 10 FHC 0 SAMARITAN HEALTH PARTNERS 110 MAIN STREET SUITE 500 DAYTON OH 45402 311107411 SUPPORT ORG OH 501 (C) (3) 12B PREMIER 0 GOOD SAMARTIAN FOUNDATION - DAYTON 110 MAIN STREET SUITE 500 DAYTON OH 45402 237296923 FOUNDATION OH 501 (C) (3) 7 PREMIER 0 HEART INSTITUTE OF DAYTON 110 MAIN STREET SUITE 500 DAYTON OH 45402 300502367 HEALTH EDU OH 501 (C) (3) 10 PREMIER 0 SAMARITAN BEHAVIORAL HEALTH INC 110 MAIN STREET SUITE 500 DAYTON OH 45402 020633634 BEHAVIOR HLTH OH 501 (C) (3) 7 PREMIER 0 ATRIUM HEALTH SYSTEM 110 MAIN STREET SUITE 500 DAYTON OH 45402 310537492 SUPPORT ORG OH 501 (C) (3) 12B N/A 0 ATRIUM MEDICAL CENTER 110 MAIN STREET SUITE 500 DAYTON OH 45402 311079309 HOSPITAL OH 501 (C) (3) 3 PREMIER 0 UVMC 110 MAIN STREET SUITE 500 DAYTON OH 45402 341850683 SUPPORT ORG OH 501 (C) (3) 12B N/A 0 UPPER VALLEY MEDICAL CENTER 110 MAIN STREET SUITE 500 DAYTON OH 45402 310537095 HOSPITAL OH 501 (C) (3) 3 PREMIER 0 UPPER VALLEY PROFESSIONAL CORP (UVPC) 110 MAIN STREET SUITE 500 DAYTON OH 45402 311400963 HEALTH CARE OH 501 (C) (3) 10 PREMIER 0 UVMC NURSING CARE INC 110 MAIN STREET SUITE 500 DAYTON OH 45402 311224064 NURSING HOME OH 501 (C) (3) 10 PREMIER 0 PREMIER PLAZA LLC 110 N MAIN STREET SUITE 500 DAYTON OH 45402 800708185 HOLDING COMPANY OH MAHS EXCLUDED 0 0 COMPUNENT CLINICAL LABORATORIES 2308 SANDRIDGE DRIVE MORAINE OH 45439 311258010 MEDICAL LABS OH MVHE INC RELATED 0 0 SWEITZER STREET LLC 110 N MAIN STREET SUITE 500 DAYTON OH 45402 454700417 REAL ESTATE OH MVHE INC EXCLUDED 0 0 SWEITZER 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 HOLDING C 0 PREMIER HEALTH SPECIALISTS 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 061744704 PHYSICIAN SVCS OH PREMIER HOLDING C 0 SAMARITAN FAMILY CARE 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311299450 PHYSICIAN SVCS OH PREMIER HOLDING C 0 AFTER HOURS FAMILY CARE 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311269483 HEALTH CARE OH UVPC C 0 UVMC MANAGEMENT CORP 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311360489 MANAGEMENT COMPANY OH PREMIER C 0 PREMIER HEALTH URGENT CARE INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 822079409 URGENT CARE OH PREMIER HOLDING C 0 PREMIER HEALTH PLAN INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 463024049 HEALTH INSURANCE OH PHIC C 0 GOOD SAMARITAN HOSPITAL 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 310536981 HOSPITAL OH PREMIER C 0 PREMIER HEALTH ACO OF OHIO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 474049773 MEDICARE ACO OH PREMIER C 0 PREMIER HEALTH HOLDING (PREMIER HOLDING) 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 812419110 HOLDING CO OH PREMIER C 0 PREMIER HEALTH INSURING CO (PHIC) 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 464766841 HEALTH INSURANCE OH PREMIER C 0 0 0 1 0 0 0 0 0 0 1 1 1 1 0 1 1 1 1 1