2020-11-11T14:24:35-06:00 2019-12-31 420714325 RSM US LLP 2021 L STREET NW 400 WASHINGTON DC 20036 990 2019-01-01 131088150 HEALTHCARE DISTRIBUTION ALLIANCE HEAL 7038850268 901 NORTH GLEBE ROAD NO 1000 ARLINGTON VA 22203 ANN BITTMAN EVP AND COO 7037870000 2020-11-11 1 SARA SMITH P01332734 2022932200 2020-11-11 138.88.173.105 2020-11-11 14:24:11 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 C7C937CA623DFB7884503BA84EC9B5C24C7C8E34 2019 2021-04-22 16:20:28Z JOHN M GRAY 901 NORTH GLEBE ROAD NO 1000 ARLINGTON VA 22203 31790583 0 X WWW.HDA.ORG X 1944 VA MISSION STATEMENT:PROTECT PATIENT SAFETY AND ACCESS TO MEDICINES THROUGH THE SAFE AND EFFICIENT DISTRIBUTION OF HEALTHCARE PRODUCTS AND SERVICES.CREATE AND EXCHANGE INDUSTRY KNOWLEDGE AND BEST PRACTICES TO ENHANCE THE VALUE OF THE HEALTHCARE SUPPLY CHAIN.ADVOCATE FOR STANDARDS, PUBLIC POLICIES AND BUSINESS PROCESSES THAT PRODUCE SAFE, INNOVATIVE AND COST-EFFECTIVE HEALTHCARE SOLUTIONS. 31 31 36 100 1600 -2211 0 0 16652386 27142247 198596 73554 18419 30963 16869401 27246764 1500 1500 0 0 8851958 10140332 0 0 0 16277444 16117569 25130902 26259401 -8261501 987363 10504086 14354154 10143927 12520419 360159 1833735 X SEE SCHEDULE O: 0 0 GOVERNMENT AFFAIRS: THROUGH ITS GOVERNMENT AFFAIRS INITIATIVES, HDA ADDRESSES LEGISLATIVE AND REGULATORY ISSUES AT THE FEDERAL AND STATE LEVELS. IT ADVOCATES FOR THE HEALTHCARE DISTRIBUTION INDUSTRY AS WELL AS FOR THE LARGER INTERESTS OF NATIONAL HEALTHCARE. MEETINGS & CONFERENCES: THROUGH ITS MEETINGS, HDA DISSEMINATES INFORMATION TO MEMBERS, CREATES OPPORTUNITIES FOR MEMBER AND TRADING PARTNER INTERACTION AND FOSTERS ALLIANCES AND COALITIONS BETWEEN THE HDA AND ITS CONSTITUENCIES. MEETINGS INCLUDE THE DISTRIBUTION MANAGEMENT CONFERENCE (DMC), THE BUSINESS & LEADERSHIP CONFERENCE (BLC), THE ANNUAL BOARD & MEMBERSHIP MEETING (ABMM) AND THE INTERNATIONAL PHARMACEUTICAL DISTRIBUTION CONFERENCE(IPDC). AT DMC ATTENDEES ATTEND EDUCATIONAL SESSIONS AND DISCUSS OPERATIONAL ISSUES, INCLUDING MANAGEMENT PROCEDURES, INNOVATION IN TECHNOLOGY AND IMPROVEMENTS IN PRODUCTIVITY AND EFFICIENCY. THE BLC IS ATTENDED BY DISTRIBUTORS, MANUFACTURERS AND SERVICE PROVIDER EXECUTIVES AND SENIOR MANAGERS WHO MANAGE NEW PRODUCT INTRODUCTIONS, THE RESUPPLY PROCESS, CREDIT AND FINANCE, ELECTRONIC COMMERCE, CONTRACT MANAGEMENT, MARKET DEVELOPMENT PROGRAMS, INFORMATION SYSTEMS AND SPECIFIC CUSTOMER SEGMENTS. ATTENDEES MEET IN ONE-ON-ONE SCHEDULED MEETINGS TO DISCUSS STRATEGIC AND OPERATIONAL TRADING PARTNER ISSUES.THE ABMM IS ATTENDED BY KEY EXECUTIVES FROM DISTRIBUTOR AND MANUFACTURER COMPANIES. IN ADDITION TO CONDUCTING EXECUTIVE COMMITTEE AND BOARD OF DIRECTOR BUSINESS, ATTENDEES DISCUSS BUSINESS, STRATEGIC PLANNING AND OPERATIONAL ISSUES WITH THEIR TRADING PARTNERS AND ATTEND HIGH LEVEL EDUCATIONAL AND INFORMATION SESSIONS.INTERNATIONAL PHARMACEUTICAL DISTRIBUTION CONFERENCE (IPDC) INDUSTRY RELATIONS & EDUCATION: THESE ACTIVITIES FOCUS ON INFORMATION SYSTEMS, OPERATIONAL INTEGRATION AND THE EFFICIENT DISTRIBUTION OF HEALTHCARE AND THE IMPROVEMENT OF BUSINESS PROCESSES. IN ADDITION, THROUGHOUT THE YEAR PROGRAMS ARE CONDUCTED TO EDUCATE MEMBERS AND OTHER INDUSTRY PARTNERS IN CRITICAL INDUSTRY ISSUES, EMERGING TRENDS, LEGISLATION AND OTHER TOPICS OF INTEREST. THESE PROGRAMS INCLUDE LIVE IN-PERSON SEMINARS AND REMOTELY BROADCAST SEMINARS (WEBINARS). EDUCATIONAL PROGRAMS -- PERIODICALLY THROUGHOUT THE YEAR PROGRAMS ARE CONDUCTED TO EDUCATE MEMBERS AND OTHER INDUSTRY PARTNERS IN SUCH AREAS AS CRITICAL INDUSTRY ISSUES, EMERGING TRENDS, LEGISLATION, AND MANY OTHER TOPICS OF INTEREST. THESE PROGRAMS INCLUDE LIVE IN-PERSON SEMINARS AND REMOTELY BROADCAST SEMINARS (WEBINARS). 0 0 1 1 0 0 0 0 0 1 0 0 1 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 1 1 0 0 1 48 0 1 36 1 1 1 0 0 0 1 1 0 1 0 X 31 31 0 0 0 0 1 1 0 1 1 0 0 0 1 1 1 1 1 1 1 0 X THE ALLIANCE 7037870000 901 NORTH GLEBE ROAD SUITE 1000 ARLINGTON VA 22203 GREG DREW CHAIR 1.00 0.50 X X 0 0 0 ROBERT MAUCH VICE CHAIR 1.00 0.00 X X 0 0 0 FRED BATTAH DIRECTOR 0.50 0.00 X 0 0 0 DAWN BOYTER DIRECTOR 0.50 0.00 X 0 0 0 MICHAEL BROOME DIRECTOR 0.50 0.00 X 0 0 0 VICTOR CRAWFORD DIRECTOR 0.50 0.00 X 0 0 0 PAUL DICKSON DIRECTOR 0.50 0.00 X 0 0 0 EARL ENGLISH DIRECTOR 0.50 0.00 X 0 0 0 SAUL FACTOR DIRECTOR 0.50 0.00 X 0 0 0 LOUIS FERRARO DIRECTOR 0.50 0.00 X 0 0 0 SCOTT GRANKLIN DIRECTOR 0.50 0.00 X 0 0 0 CHAD GIELEN DIRECTOR 0.50 0.00 X 0 0 0 BRIAN HARDY DIRECTOR 0.50 0.00 X 0 0 0 JUAN HERNANDEZ DIRECTOR 0.50 0.00 X 0 0 0 MICHAEL HOLMES DIRECTOR 0.50 0.00 X 0 0 0 KIRK KAMINSKY DIRECTOR 0.50 0.00 X 0 0 0 SAM LAZICH DIRECTOR 0.50 0.00 X 0 0 0 DAVID MACFARLANE DIRECTOR 0.50 0.00 X 0 0 0 NISHIT MEHTA DIRECTOR 0.50 0.00 X 0 0 0 JACOB PASKES DIRECTOR 0.50 0.00 X 0 0 0 KEITH PATEK DIRECTOR 0.50 0.00 X 0 0 0 CHARLES PHILLIPS DIRECTOR 0.50 1.00 X 0 0 0 GK RICHARDS DIRECTOR 0.50 0.00 X 0 0 0 LENNY RODRIGUEZ DIRECTOR 0.50 0.00 X 0 0 0 TED SCHERR DIRECTOR 0.50 0.00 X 0 0 0 CHRISTOPHER SCHOEN DIRECTOR 0.50 0.00 X 0 0 0 WALTER SHIKANY DIRECTOR 0.50 0.00 X 0 0 0 JOEL SILBERSTEIN DIRECTOR 0.50 0.00 X 0 0 0 MARY TIM SMITH DIRECTOR 0.50 0.00 X 0 0 0 NICHOLAS SMOCK DIRECTOR 0.50 0.00 X 0 0 0 R TODD SZEWC DIRECTOR 0.50 0.00 X 0 0 0 JOHN M GRAY PRESIDENT & CEO 39.00 1.00 X 1183773 30353 473543 ANN W BITTMAN EVP & CHIEF OPERATING OFFICER 38.00 2.00 X 458440 24128 77479 PATRICK M KELLY EVP, GOVERNMENT AFFAIRS 39.60 0.40 X 571433 5772 82381 PERRY L FRI EVP, INDUSTRY REL., MEMBERSHIP & EDUC/FOUNDATION 28.00 12.00 X 345605 148117 80226 ELIZABETH A GALLENAGH SVP, GOV'T AFFAIRS & GENERAL COUNSEL 39.60 0.40 X 406370 4105 44756 JOHN E PARKER SVP, COMMUNICATIONS 39.20 0.80 X 309682 6320 54214 ANITA T DUCCA SVP, REGULATORY AFFAIRS 39.20 0.80 X 245975 5020 22466 KRISTEN L FREITAS VP, FEDERAL AFFAIRS 40.00 0.00 X 243998 0 45956 MATTHEW J DILORETO VP, STATE GOV'T AFFAIRS 40.00 0.00 X 239034 0 24564 EDWARD J PEZZULLO VP, INFO TECHNOLOGY SYSTEMS & FACILITIES 40.00 0.00 X 235948 0 55019 BROOKE N NAYLOR SVP, MEETINGS & CONFERENCES 40.00 0.00 X 232925 0 61309 4473183 223815 1021913 22 0 1 0 DAVIS POLK & WARDWELL LLP 450 LEXINGTON AVENUE NEW YORK NY 10017 LEGAL SERVICES 5986464 RESERVOIR COMMUNICATIONS GROUP LLC 607 14TH STREET NW STE 675 WASHINGTON DC 20005 CONSULTING SERVICES 1552503 LOCUST STREET SOLUTIONS 2008 HILLYER PLACE NW WASHINGTON DC 20009 STATE LOBBYING/COMMUNICATIONS 1515358 MCDERMOTT WILL & EMERY LLP 444 WEST LAKE STREET CHICAGO IL 60606 LEGAL SERVICES 1176886 DELOITTE CONSULTING 200 BERKELEY STREET BOSTON MA 02116 CONSULTING SERVICES 447488 12 LITIGATION ASSESSMENTS 900099 13114168 13114168 MEMBERSHIP DUES 900099 9788023 9788023 MEETINGS & ACTIVITIES 900099 4234001 3131711 1102290 PUBLICATIONS 541800 6055 4455 1600 27142247 63398 63398 4553975 4543819 10156 10156 10156 MISCELLANEOUS 900099 30963 30963 30963 27246764 26038357 1600 1206807 X 1500 4045766 4811562 569588 369717 343699 7067441 29253 1876979 6925 3510306 3500 342847 157575 699380 315981 1626501 138081 54078 GOVERNMENT AND PROFESSI 175875 TAXES 84191 DUES & MEMBERSHIPS 68113 MISCELLANEOUS 31316 -70773 26259401 5236674 10629776 23387 21649 467206 420322 2474124 1931841 621524 542283 3991955 230823 1000 162340 2509301 10504086 14354154 2183783 869954 5380667 7272579 2579477 4377886 10143927 12520419 X 360159 1833735 360159 1833735 10504086 14354154 987363 486213 0 X X 0 1 X 1 0 HEALTHCARE DISTRIBUTION ALLIANCE PAC 901 NORTH GLEBE RD ARLINGTON VA 22203 541559237 31843 0 0 1 17342380 3315806 -216288 3099518 2514645 584873 PART I-A, LINE 1: INDIRECT POLITICAL CAMPAIGN ACTIVITIES ARE MADE THROUGH THE HEALTHCARE DISTRIBUTION ALLIANCE POLITICAL ACTION COMMITTEE (HDA PAC) WHICH WAS ORGANIZED AS A VOLUNTARY, NON-PROFIT, UNINCORPORATED ASSOCIATION TO FURTHER THE INTERESTS OF HDA AND THE DRUG DISTRIBUTION INDUSTRY AND TO PROMOTE GOOD CITIZENSHIP THROUGH PERSONAL AND FINANCIAL PARTICIPATION IN THE ELECTIVE PROCESS. 480773 232366 248407 1993351 1699475 293876 542283 DUE FROM AFFILIATE 72732 DEFERRED COMPENSATION 2436569 2509301 DEFERRED COMPENSATION 3531238 DEFERRED RENTAL INCENTIVE 846648 4377886 27726052 486213 486213 27239839 6925 6925 27246764 26252476 0 26252476 6925 6925 26259401 X X X 1 1 X X X X X X 0 1 0 JOHN M GRAY PRESIDENT & CEO 962855 24689 193521 4962 27397 702 406380 10420 55324 1419 1645477 42192 0 0 ANN W BITTMAN EVP & CHIEF OPERATING OFFICER 409570 21556 40850 2150 8020 422 34010 1790 39595 2084 532045 28002 0 0 PATRICK M KELLY EVP, GOVERNMENT AFFAIRS 487756 4927 74250 750 9427 95 35442 358 46115 466 652990 6596 0 0 PERRY L FRI EVP, INDUSTRY REL., MEMBERSHIP & EDU 309595 132684 30100 12900 5910 2533 25060 10740 31098 13328 401763 172185 0 0 ELIZABETH A GALLENAGH SVP, GOV'T AFFAIRS & GENERAL COUNSEL 367948 3717 37620 380 802 8 16632 168 27676 280 450678 4553 0 0 JOHN E PARKER SVP, COMMUNICATIONS 283965 5795 24500 500 1217 25 16464 336 36666 748 362812 7404 0 0 ANITA T DUCCA SVP, REGULATORY AFFAIRS 226176 4616 13720 280 6079 124 14259 291 7758 158 267992 5469 0 0 KRISTEN L FREITAS VP, FEDERAL AFFAIRS 228235 0 15000 0 763 0 15121 0 30834 0 289953 0 0 0 MATTHEW J DILORETO VP, STATE GOV'T AFFAIRS 223602 0 15000 0 432 0 14400 0 10163 0 263597 0 0 0 EDWARD J PEZZULLO VP, INFO TECHNOLOGY SYSTEMS & FACILI 220884 0 13000 0 2064 0 14281 0 40738 0 290967 0 0 0 BROOKE N NAYLOR SVP, MEETINGS & CONFERENCES 214860 0 16000 0 2065 0 14467 0 46842 0 294234 0 0 0 PART I, LINE 1A FIRST CLASS/CHARTER TRAVEL (NOT INCLUDED IN TAXABLE COMPENSATION): JOHN GRAY, $25,052 CLUB MEMBERSHIP (INCLUDED IN TAXABLE COMPENSATION): JOHN GRAY, $8,162 CLUB MEMBERSHIP (NOT INCLUDED IN TAXABLE COMPENSATION): JOHN GRAY: $1,078 SPOUSAL TRAVEL (INCLUDED IN TAXABLE COMPENSATION): JOHN GRAY, $1,078 PART I, LINE 4B CONTRIBUTIONS WERE MADE TO A 457(F) PLAN ON BEHALF OF JOHN GRAY IN THE AMOUNT OF $381,000. PART III, LINE 1 MISSION STATEMENT: PROTECT PATIENT SAFETY AND ACCESS TO MEDICINES THROUGH THE SAFE AND EFFICIENT DISTRIBUTION OF HEALTHCARE PRODUCTS AND SERVICES. CREATE AND EXCHANGE INDUSTRY KNOWLEDGE AND BEST PRACTICES TO ENHANCE THE VALUE OF THE HEALTHCARE SUPPLY CHAIN. ADVOCATE FOR STANDARDS, PUBLIC POLICIES AND BUSINESS PROCESSES THAT PRODUCE SAFE, INNOVATIVE AND COST-EFFECTIVE HEALTHCARE SOLUTIONS. FORM 990, PART VI, SECTION A, LINE 6 THE ALLIANCE WILL HAVE FOUR CLASSES OF MEMBERSHIP: ACTIVE, INTERNATIONAL, ASSOCIATE, AND ALLIED. (A) ACTIVE MEMBERS. THE ACTIVE MEMBERSHIP OF THE ALLIANCE CONSISTS OF FULL-SERVICE HEALTHCARE DISTRIBUTORS. TO BE ELIGIBLE FOR ACTIVE MEMBERSHIP, AN INDIVIDUAL OR BUSINESS ENTITY SHALL MEET ALL OF THE FOLLOWING CRITERIA: 1. IT MUST (I) SELL PREDOMINANTLY TO INDIVIDUALS AND BUSINESS ENTITIES THAT ARE PHARMACIES OR HEALTHCARE PROVIDERS NOT UNDER COMMON DIRECT OR INDIRECT OWNERSHIP WITH THE DISTRIBUTOR; AND (II) MAINTAIN AND OWN ADEQUATE LOCAL INVENTORIES CONSISTING PRIMARILY OF DRUG AND HEALTH-RELATED ITEMS PREDOMINANTLY PURCHASED DIRECTLY FROM MANUFACTURERS. 2. IT MUST OFFER CREDIT TO CUSTOMERS WHOSE FINANCIAL CONDITIONS WARRANT THE EXTENSION OF CREDIT. 3. IT MUST OFFER ON-GOING REGULAR SALES, CUSTOMER SERVICE, AND OTHER VALUE-ADDED SERVICES CUSTOMARILY OFFERED BY FULL-SERVICE HEALTHCARE DISTRIBUTORS. 4. IT MUST PROVIDE REASONABLE AND RELIABLE DELIVERY SERVICE. 5. ITS PRIMARY BUSINESS MUST BE LOCATED IN THE UNITED STATES. 6. IT MUST COMPLY WITH FEDERAL, STATE, AND LOCAL LAWS AND REGULATIONS OR, AS APPLICABLE, THE LAWS AND REGULATIONS OF THE UNITED STATES, AND MUST DEMONSTRATE THAT IT HAS RIGOROUS COMPLIANCE PROGRAMS IN PLACE, INCLUDING BEST PRACTICES TO ENSURE THE SAFETY AND SECURITY OF DRUG PRODUCTS. THIS INCLUDES THE REQUIREMENT THAT A DISTRIBUTOR LOCATED IN THE UNITED STATES OR ITS TERRITORIES HOLDS A VALID LICENSE UNDER THE PRESCRIPTION DRUG MARKETING ACT AND, IF APPROPRIATE, REGISTRATION WITH THE DRUG ENFORCEMENT ADMINISTRATION UNDER THE CONTROLLED SUBSTANCES ACT. 7. IT MUST PROMOTE THE OBJECTIVES OF THE ASSOCIATION, AND BE COMMITTED TO PARTICIPATE IN THE ASSOCIATION'S PROGRAMS AND ACTIVITIES. 8. IT MUST HAVE AN ESTABLISHED BUSINESS AS A FULL-SERVICE HEALTHCARE DISTRIBUTOR. (B) INTERNATIONAL MEMBERS. ANY INDIVIDUAL OR BUSINESS ENTITY ENGAGED IN THE DISTRIBUTION OF HEALTHCARE PRODUCTS IN A GEOGRAPHICAL TERRITORY OTHER THAN THAT DESCRIBED IN SECTION 1(A) (5) BUT OTHERWISE ELIGIBLE FOR ACTIVE MEMBERSHIP UNDER SECTION 1(A) MAY APPLY FOR INTERNATIONAL MEMBERSHIP. INTERNATIONAL MEMBERS SHALL ENJOY SUCH PRIVILEGES AND ENTITLEMENTS OF MEMBERSHIP AS THE BOARD OF DIRECTORS DEEMS APPROPRIATE FROM TIME TO TIME, BUT SHALL NOT BE ENTITLED TO VOTE UNDER ARTICLE IV, SECTION 5. (C) ASSOCIATE MEMBERS. ANY INDIVIDUAL OR BUSINESS ENTITY ENGAGED IN DEVELOPING, MANUFACTURING, OR LABELING OF HEALTHCARE, BEAUTY CARE, AND/OR CONSUMER PRODUCTS MAY APPLY FOR ASSOCIATE MEMBERSHIP. AN ASSOCIATE MEMBER SHALL COMPLY WITH FEDERAL, STATE, AND OTHER LAWS AND LOCAL LICENSING REGULATIONS, OR AS APPLICABLE, THE LAWS AND REGULATIONS OF THE COUNTRY IN WHICH THE MEMBER IS LOCATED. IN THE EVENT THAT A SUBSIDIARY, DIVISION, OR BRANCH OF AN ASSOCIATE MEMBER WISHES TO JOIN THE ASSOCIATION, A SEPARATE APPLICATION FOR MEMBERSHIP SHALL BE SUBMITTED FOR EACH SUCH SUBSIDIARY, DIVISION, OR BRANCH. A SEPARATE MEMBERSHIP SHALL BE MAINTAINED FOR EACH SUBSIDIARY, DIVISION, OR BRANCH THAT SEPARATELY MARKETS TO, SEPARATELY SHIPS TO, OR SEPARATELY INVOICES ACTIVE MEMBERS AND OTHER DISTRIBUTORS. AN ASSOCIATE MEMBER'S CORPORATE HEADQUARTERS MAY MAINTAIN AN ADDITIONAL MEMBERSHIP, SEPARATE FROM ITS OPERATING SUBSIDIARIES, DIVISIONS, OR BRANCHES, AT THE MINIMUM DUES LEVEL FOR THE ASSOCIATE MEMBER CATEGORY. ASSOCIATE MEMBERS SHALL ENJOY SUCH PRIVILEGES AND ENTITLEMENTS OF MEMBERSHIP AS THE BOARD OF DIRECTORS DEEMS APPROPRIATE FROM TIME TO TIME, BUT SHALL NOT BE ENTITLED TO VOTE UNDER ARTICLE IV, SECTION 5. (D) ALLIED MEMBERS. THERE ARE TWO CATEGORIES OF ALLIED MEMBERSHIP: - SERVICE PROVIDER ALLIED MEMBERS. ANY INDIVIDUAL OR BUSINESS ENTITY, OTHER THAN DISTRIBUTORS NOT ELIGIBLE FOR ACTIVE MEMBERSHIP IN THE ASSOCIATION UNDER SECTION 1(A), ENGAGED IN PROVIDING SERVICES TO DISTRIBUTORS AND/OR MANUFACTURERS RELATED TO THE BUSINESS OF HEALTHCARE, BEAUTY CARE, OR CONSUMER PRODUCTS THAT IS OTHERWISE INELIGIBLE FOR ACTIVE, INTERNATIONAL, OR ASSOCIATE MEMBERSHIP MAY APPLY FOR MEMBERSHIP AS A SERVICE PROVIDER ALLIED MEMBER. - PHARMACEUTICAL CARGO SECURITY ALLIED MEMBERS. ANY INDIVIDUAL, BUSINESS ENTITY, OR GOVERNMENTAL AGENCY ENGAGED IN ESTABLISHING, PROTECTING, AND MAINTAINING THE SECURITY OF PHARMACEUTICAL CARGO WITHIN THE PHARMACEUTICAL DISTRIBUTION SUPPLY CHAIN MAY APPLY FOR MEMBERSHIP AS A PHARMACEUTICAL CARGO SECURITY ALLIED MEMBER. SUCH MEMBERS MAY INCLUDE, BUT ARE NOT LIMITED TO, PHARMACEUTICAL MANUFACTURERS, DISTRIBUTORS, SHIPPERS AND CARRIERS, THIRD PARTY LOGISTICS PROVIDERS, SUPPLY CHAIN SERVICE PROVIDERS, TECHNOLOGY VENDORS, PHARMACIES AND OTHER DISPENSERS, REGULATORS, LAW ENFORCEMENT AGENCIES, SECURITY PROFESSIONALS, AND CONSULTANTS. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF DIRECTORS SHALL BE COMPRISED OF A CORPORATE OFFICER OF EACH ACTIVE MEMBER THAT CHOOSES TO BE REPRESENTED ON THE BOARD OF DIRECTORS. EACH ACTIVE MEMBER CHOOSING TO BE REPRESENTED ON THE BOARD OF DIRECTORS SHALL DESIGNATE ITS QUALIFIED REPRESENTATIVE IN WRITING TO THE SECRETARY, TO SERVE UNTIL A QUALIFIED REPLACEMENT IS DESIGNATED. FORM 990, PART VI, SECTION B, LINE 11B INFORMATION NEEDED TO COMPLETE FORM 990 IS PULLED TOGETHER AND COMPILED BY THE EXECUTIVE VICE PRESIDENT & COO AND REVIEWED WITH HDA'S AUDITING AND TAX FIRM. HDA'S CEO AND EVP & COO, REVIEW THE SIGNIFICANT FORM 990 INFORMATION AND DISCUSS WITH THE TAX MANAGER FROM OUR AUDITING AND TAX FIRM TO AGREE ON HOW TO ADDRESS ANY QUESTIONS OR CHANGES IN REQUIREMENTS. FORM 990, PART VI, SECTION B, LINE 12C HDA HAS A WRITTEN CONFLICT OF INTEREST POLICY. ALL EMPLOYEES AND BOARD MEMBERS ARE COVERED BY THE POLICY. A CONFLICT OF INTEREST COMPLIANCE CERTIFICATION IS REQUIRED TO BE SIGNED BY BOTH BOARD MEMBERS AND STAFF ANNUALLY. IF A CONFLICT OR POTENTIAL CONFLICT IS IDENTIFIED, HDA'S CEO AND COO WILL DETERMINE WHAT RESTRICTIONS WILL BE IMPOSED ON THE PERSONS INVOLVED. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION SETTING PROCESS FOR HDA CEO HDA'S CEO HAS A MULTI-YEAR EMPLOYMENT CONTRACT. THIS AGREEMENT IS REVIEWED AND AGREED TO BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS AND SIGNED BY THE CHAIRMAN OF THE BOARD. EACH YEAR, THE CHAIR AND VICE CHAIR OF THE BOARD REVIEW THE CEO'S PERFORMANCE, PREPARE A WRITTEN PERFORMANCE REVIEW AND DETERMINE THE AMOUNT OF ANY BONUS AND ANNUAL SALARY INCREASE. ANY COMPENSATION CHANGES ARE COMMUNICATED IN WRITING TO THE EXECUTIVE VICE PRESIDENT & COO FOR IMPLEMENTATION. IN SETTING THE CEO'S COMPENSATION, THE EXECUTIVE COMMITTEE UTILIZES AN INDEPENDENT COMPENSATION CONSULTANT AND THE FORM 990 OF OTHER ORGANIZATIONS. COMPENSATION SETTING PROCESS FOR OTHER HDA KEY EMPLOYEES THE CEO, EVP & COO, AND THE VP OF HUMAN RESOURCES REVIEW ALL OTHER STAFF COMPENSATION AT THE END OF EACH CALENDAR YEAR. A WRITTEN PERFORMANCE APPRAISAL IS REQUIRED FOR EACH EMPLOYEE. EACH POSITION HAS A SALARY RANGE, WHICH IS UPDATED BY AN INDEPENDENT OUTSIDE CONSULTANT APPROXIMATELY EVERY THREE YEARS. THE CEO, EVP & COO, AND THE VP OF HUMAN RESOURCES ALSO LOOKS AT WHERE EMPLOYEES' COMPENSATION FALLS WITHIN THEIR SALARY RANGES (BASED UPON THE MOST RECENT JOB DESCRIPTIONS) AND MAKE "PARITY" ADJUSTMENTS, ON A CASE-BY-CASE BASIS. IN ADDITION, ALL SUPERVISORS WHO REQUEST ANNUAL BONUSES FOR ANY OF THEIR EMPLOYEES MUST SUBMIT A WRITTEN PROPOSAL. THESE PROPOSALS ARE REVIEWED BY THE CEO, EVP & COO, AND THE VP OF HUMAN RESOURCES AND APPROVED BY THE CEO. FORM 990, PART VI, SECTION C, LINE 19 THEY ARE NOT MADE AVAILABLE TO THE PUBLIC. FORM 990, PART IX, LINE 11G OTHER PROFESSIONAL FEES 3,510,306. FORM 990, PART XII, LINE 2C THE AUDIT OVERSIGHT PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. HDA SERVICE CORPORATION 901 NORTH GLEBE ROAD SUITE 1000 ARLINGTON VA 22203 521191833 NO ACTIVITY/DORMANT VA 0 0 HEALTHCARE DISTRIBUTION ALLIANCE HDA RESEARCH FOUNDATION 901 NORTH GLEBE ROAD ARLINGTON VA 22203 521225130 RESEARCH AND EDUCATION VA 501(C)(3) LINE 12A, I HEALTHCARE DISTRIBUTION ALLIANCE 0 HEALTHCARE DISTRIBUTION ALLIANCE PAC 901 NORTH GLEBE ROAD ARLINGTON VA 22203 541559237 POLITICAL VA 527 HEALTHCARE DISTRIBUTION ALLIANCE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 HDA RESEARCH FOUNDATION Q 100000 FMV HDA RESEARCH FOUNDATION O 281331 FMV