2020-11-16T15:00:54-06:00 2019-12-31 990 2019-01-01 311224064 UVMC NURSING CARE INC UVMC 9374499942 110 N MAIN ST 500 DAYTON OH 45402 TIMOTHY D SNIDER TREASURER & CFO 9374499942 2020-11-16 184.57.171.100 2020-11-16 15:00:49 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 986CFAB4546D7DBDFBAA527D8BCEED6C2968A6DF 2019 2021-01-29 14:40:06Z KEVIN HARLAN 3130 N COUNTY ROAD 25A TROY OH 45373 24457783 0 X WWW.PREMIERHEALTH.COM X 1987 OH WE WILL IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE WITH OTHERSWHO SHARE OUR COMMITMENT TO PROVIDE HIGH-QUALITY, COST COMPETITIVEHEALTH SERVICES. 7 6 0 6 0 0 0 0 21438575 24031490 151687 207257 346701 219036 21936963 24457783 0 0 0 0 0 0 0 0 0 20950892 22777723 20950892 22777723 986071 1680060 22383132 24803828 11340274 11702791 11042858 13101037 X WE WILL IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE WITH OTHERSWHO SHARE OUR COMMITMENT TO PROVIDE HIGH-QUALITY, COST COMPETITIVEHEALTH SERVICES. 0 0 19570356 22757211 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 2019 WERE:KOESTER PAVILION 44,202SPRINGMEADE 37,939 TOTAL 82,141THE 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. 1519004 1274279 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. 21089360 1 0 0 0 0 0 0 0 1 0 1 0 0 0 1 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 X 61 0 1 0 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 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 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-CHAIR 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 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 0 2702801 266753 0 1 1 0 CONCEPT REHAB INC 7150 GRANITE CIR TOLEDO OH 43617 THERAPY SERVICES 2850392 ADCARE HEALTH SYSTEMS INC 454 SATELLITE BLVD NW 100 SUWANEE GA 30024 MANAGEMENT SERVICES 2213852 REMEDI SENIOR CARE PO BOX 75744 BALTIMORE MD 21275 SENIOR CARE 965221 BRACKETT BUILDERS INC 185 MARYBILL DRIVE TROY OH 45373 PRE-CONSTRUCTION SVCS 293491 COMPREHENSIVE POST-ACUTE NETWORK - CPAN 8200 BECKETT PARK DR 111 WEST CHESTER OH 45069 COLLECTION SERVICES 111390 5 NET PATIENT REVENUE (NURSING HOME 624100 22990172 22990172 RETIREMENT COMMUNITY FEES 531390 1041318 1041318 24031490 206957 206957 300 0 300 300 300 OTHER FEES 900099 186014 186014 BEAUTY SHOP 900099 31250 31250 TRANSPORTATION 900099 815 815 957 957 219036 24457783 24031490 0 426293 X 985899 888295 97604 25356 22846 2510 2208 2208 11930 11930 2598639 2598639 50915 50915 249606 224895 24711 750282 676004 74278 15280 13767 1513 860302 775132 85170 65817 59301 6516 PURCHASED PERSONNEL 12466412 11232237 1234175 OPERATING SUPPLIES 2066619 2066619 PURCHASED SERVICES 1319769 1189112 130657 BED OCCUPANCY TAX 1136054 1136054 172635 155544 17091 22777723 21089360 1688363 0 7250 7250 1588175 2648720 2936677 3234756 224886 99683 29231272 19651272 9625868 9580000 8000276 9176084 0 57335 22383132 24803828 1474754 1811737 2178929 2460389 340999 94196 7345592 7336469 11340274 11702791 X 11042858 13101037 11042858 13101037 22383132 24803828 X 1680060 323079 55040 X 0 1 X 1 0 X 18784893 20091481 20051970 21438575 24031490 104398409 18784893 20091481 20051970 21438575 24031490 104398409 0 0 0 104398409 45217 149848 139323 152192 206957 693537 45217 149848 139323 152192 206957 693537 239149 132788 245073 346701 219036 1182747 19069259 20374117 20436366 21937468 24457483 106274693 0.98230 0.99470 0.00650 0.00530 X 0 1 X 641407 641407 21290431 13911566 7378865 7233949 5739706 1494243 65485 65485 9580000 REFUNDABLE FEES 7271752 AFFILIATES PAYABLE 64717 7336469 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 2019 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 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 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 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 36605 0 141576 0 0 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 RECEIVED $234,232; REBECCA RICE RECEIVED $111,075. 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 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. 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 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, LINE 11G CONTRACTED SERVICES: PROGRAM SERVICE EXPENSES 2,518,877. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,518,877. MEDICAL DIRECTOR: PROGRAM SERVICE EXPENSES 68,900. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 68,900. BANK FEES: PROGRAM SERVICE EXPENSES 10,862. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,862. FORM 990, PART XI, LINE 9: TRANSFER FROM AFFILIATES 55,040. PREMIER HEALTH PARTNERS (PREMIER) 110 N MAIN ST 500 DAYTON OH 45402 311446699 PARENT OH 501(C)(3) 12B N/A 0 MEDAMERICA HEALTH SYSTEMS CO (MAHS) 110 N MAIN ST 500 DAYTON OH 45402 311040228 SUPPORT ORG OH 501(C)(3) 12B N/A 0 MIAMI VALLEY HOSPITAL (MVH) 110 N MAIN ST 500 DAYTON OH 45402 310537504 HOSPITAL OH 501(C)(3) 3 PREMIER 0 MIAMI VALLEY HOSPITAL FOUNDATION 110 N MAIN ST 500 DAYTON OH 45402 311040231 FOUNDATION OH 501(C)(3) 7 PREMIER 0 FIDELITY HEALTH CARE INC (FHC) 110 N MAIN ST 500 DAYTON OH 45402 311075381 HOME HEALTH OH 501(C)(3) 10 PREMIER 0 PREMIER COMMUNITY HEALTH 110 N MAIN ST 500 DAYTON OH 45402 311122883 HEALTH EDU OH 501(C)(3) 10 FHC 0 SAMARITAN HEALTH PARTNERS 110 N MAIN ST 500 DAYTON OH 45402 311107411 SUPPORT ORG OH 501(C)(3) 12B PREMIER 0 GOOD SAMARITAN FOUNDATION - DAYTON 110 N MAIN ST 500 DAYTON OH 45402 237296923 FOUNDATION OH 501(C)(3) 7 PREMIER 0 HEART INSTITUTE OF DAYTON 110 N MAIN ST 500 DAYTON OH 45402 300502367 HEALTH EDU OH 501(C)(3) 10 PREMIER 0 SAMARITAN BEHAVIORAL HEALTH INC 110 N MAIN ST 500 DAYTON OH 45402 020633634 BEHAVIOR HLTH OH 501(C)(3) 7 PREMIER 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 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 0 UPPER VALLEY PROFESSIONAL CORP (UVPC) 110 N MAIN ST 500 DAYTON OH 45402 311400963 HEALTH CARE OH 501(C)(3) 10 PREMIER 0 UVPC SPECIALISTS INC 110 N MAIN ST 500 DAYTON OH 45402 203687536 HEALTH CARE OH 501(C)(3) 10 UVPC 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 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 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 CO (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 0 0 0 0 0 0 1 1 0 0