2019-11-15T07:41:47-06:00 2018-12-31 ERNST & YOUNG US LLP 221 E 4TH STREET SUITE 2900 CINCINNATI OH 45202 990 2018-01-01 311446699 Premier Health Partners % J MICHAEL SIMS PREM 9374999942 110 N MAIN ST 500 Dayton OH 45402 J MICHAEL SIMS VP & CONTROLLER 9374999942 2019-10-30 true JULIE L SPARKS P01268401 5136121400 108.206.163.59 31049020193195000000 2019-11-15 P 770194AAF055F9EA87E64CA02E08FE540289067F 770194AAF055F9EA87E64CA02E08FE540289067F 2018 2020-03-31 21:24:44Z PREMIER HEALTH Mary H Boosalis 110 N MAIN ST 500 Dayton OH 45402 254743 false X www.premierhealth.com X 1995 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. 21 17 35 20 0 76473 0 0 17258 254711 0 0 0 32 17258 254743 0 0 0 0 477996 1722766 0 0 0 131075 1108486 609071 2831252 -591813 -2576509 45488 9387 425964 735487 -380476 -726100 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. false false 2536800 0 254711 PREMIER HEALTH GROUP (PHG) IS A NON-EQUITY MODEL PHYSICIAN HOSPITAL ORGANIZATION CREATED TO CLINICALLY INTEGRATE PHYSICIANS AND HOSPITALS IN THE COMMON INTEREST OF ACHIEVING THE TRIPLE AIM: IMPROVED CONSUMER EXPERIENCE WITH THE HEALTHCARE SYSTEM AND LOWERING TOTAL COST OF CARE, WHILE MAINTAINING OR IMPROVING QUALITY OUTCOMES. PHG SERVES AS THE PROVIDER NETWORK FOR, AND PROVIDES CONTINUOUS QUALITY IMPROVEMENT FUNCTIONS FOR PREMIER HEALTH PLAN, PREMIER HEALTH INSURING CORPORATION AND PREMIER HEALTH ACO OF OHIO, ALL AFFILIATES OF PREMIER HEALTH. CONTINUED IN SCHEDULE O. 0 0 0 THE PRIMARY EXEMPT PURPOSE OF PREMIER HEALTH (PREMIER) IS TO ESTABLISH, MAINTAIN, SUPPORT, AND STIMULATE THE DEVELOPMENT OF A HEALTHCARE SYSTEM INCLUDING WITHOUT LIMITATION, HOSPITALS, CLINICS, AND OTHER FACILITIES THAT PROVIDE INPATIENT OR OUTPATIENT CARE OR AMBULATORY SERVICES, ACCOMMODATIONS, DIAGNOSTICS, AND TREATMENTS TO PERSONS SUFFERING FROM ILLNESS. CONTINUED IN SCHEDULE O. 2536800 true false false false false false false false false false true false false false false true false true false false false false false false false false false false false true false false false false false false false false false false false false true true true true false false true 169 0 true 35 true true true false false false false false false false false false true false X 21 17 true false true false true true true true true false false true true true true true true true true false OH X J MICHAEL SIMS 9374999942 110 N MAIN ST SUITE 500 DAYTON OH 45402 ANITA J MOORE BOARD CHAIR 0.5 0.5 X X 0 0 0 MARY H BOOSALIS PRESIDENT 36.5 3.5 X X 1877611 0 40298 STEVE BEINLICH TRUSTEE 0.5 0.0 X 0 0 0 GEORGE T BRODERICK JR MD TRUSTEE 0.5 39.5 X 0 782010 22123 KATHLEEN A CARLSON TRUSTEE 0.5 0.0 X 0 0 0 LARRY L HOLLINGSHEAD TRUSTEE 0.5 0.5 X 0 0 0 DANIEL L HOOD MD TRUSTEE 0.5 0.0 X 0 0 0 CHARLES A JONES TRUSTEE 0.5 0.5 X 0 0 0 JEFFREY S LEVINE TRUSTEE 0.5 0.5 X 0 0 0 JOHN W JACK LOHBECK TRUSTEE 0.5 0.5 X 0 0 0 WILLIAM E LUKENS TRUSTEE 0.5 2.0 X 0 0 0 MITCH MELFI TRUSTEE 0.5 0.0 X 0 0 0 ROWAN R NICKOL MD TRUSTEE 0.5 2.5 X 0 0 0 DARIN J PANGALANGAN MD TRUSTEE 0.5 0.0 X 3450 16425 0 EDGAR M PURVIS JR TRUSTEE 0.5 0.0 X 0 0 0 COLLEEN RYAN TRUSTEE 0.5 0.0 X 0 0 0 BELINDA STENSON TRUSTEE 0.5 0.0 X 0 0 0 THOMAS G THORNTON MD TRUSTEE 0.5 0.0 X 0 0 0 SUBODH K WADHWA MD TRUSTEE 0.5 39.5 X 0 265283 21789 JILL WILSON TRUSTEE 0.5 0.5 X 0 0 0 SUSIE WISE TRUSTEE 0.5 2.0 X 0 0 0 DALE E CREECH JR BOARD SECRETARY & CLO (TO JUN) 8.0 32.0 X 712176 0 198521 THOMAS M DUNCAN BOARD TREASURER & CFO (TO JUN) 39.5 0.5 X 704605 0 40666 MICHAEL J MAIBERGER PREMIER COO, MVH PRES 20.0 20.0 X 0 1208794 48670 SCOTT SHELTON BOARD TREAS & CFO (FROM JUL) 8.0 32.0 X 527994 0 21072 GEOFFREY P WALKER BOARD SECRETARY & CLO-FROM JUL 8.0 32.0 X 426301 0 48447 THOMAS R CURTIN VP REVENUE CYCLE 8.0 32.0 X 334595 0 54623 GARY G GINTER VP &PREMIER CHIEF INFO OFFICER 8.0 32.0 X 554305 0 50289 JENNIFER J HAULER MD VP MEDICAL AFFIARS&PREMIER CMO 8.0 32.0 X 648598 0 16249 BARBARA A JOHNSON SYS VP - HR OPERATIONS 8.0 32.0 X 575983 0 25035 RENEE M JOHNSON SYS VP-MANAGED CARE (FROM APR) 8.0 32.0 X 185662 0 20889 MARGARET W MARK VP NURSING SERVICE/PREMIER CNO 8.0 32.0 X 588511 0 32768 CRAIG SELF CHF STRATEGY OFFICER (TO NOV) 8.0 32.0 X 787777 0 360014 MARK W SHAW SYS VP - MANAGED CARE (TO APR) 8.0 32.0 X 683676 0 83843 J MICHAEL SIMS SYS VP-TREAS & CORP CONTROLLER 8.0 32.0 X 401849 0 53110 KIM K STRAHL SYS VP & CPO (FROM JUL) 8.0 32.0 X 268169 0 34030 JERRY CLARK MD FACP PRESIDENT/CMO PREMIER HLTH GRP 40.0 0.0 X 1173465 0 109096 KATHLEEN L FORBES MD CHIEF INTEGRATION OFFICER 40.0 0.0 X 749245 0 154110 RENEE P GEORGE PRESIDENT-PREMIER HEALTH PLAN 40.0 0.0 X 571367 0 37650 J NICK LAIR SYSTEM VP - LABORATORY SVCS 40.0 0.0 X 261479 103037 54377 HAROLD T KEPLER MD PREMIER HEALTH PLAN MED DIR 40.0 0.0 X 314456 0 118681 TAMMY S LUNDSTROM MD FORMER KEY EMPLOYEE 0.0 40.0 X 0 445094 10973 THOMAS R PARKER FORMER KEY EMPLOYEE 0.0 40.0 X 0 600098 43008 MARK S SHAKER FORMER KEY EMPLOYEE 0.0 0.0 X 0 814710 25970 12351274 4235451 1726301 22 true true false EPIC SYSTEMS CORPORATION 1979 MILKY WAY VERONA WI 53593 SOFTWARE MAINTENANCE 5791816 PLATINUM MARKETING GROUP 1205 PENDLETON ST CINCINNATI OH 45202 PROFESSIONAL SERVICE 3441020 MICROSOFT LICENSING GP 6100 NEIL RD 100 RENO NV 89511 SOFTWARE LICENSING 3334138 DEVITO VERDI 330 HUDSON ST 16TH FLOOR NEW YORK NY 10013 ADVERTISING 1984695 LEAPFROG INC 6401 HOLLIS ST 100 YVILLE CA 94608 PROFESSIONAL SERVICE 1905912 108 0 POPULATION HEALTH REVENUE 254711 254711 254711 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 PURCHASE DISCOUNTS 32 32 32 254743 254711 32 0 0 0 0 0 0 0 0 0 1527221 1368390 158831 15511 13898 1613 105246 94300 10946 74788 67010 7778 0 0 0 0 0 0 479431 429570 49861 0 450 403 47 1695 1519 176 0 0 23942 21452 2490 1883 1687 196 0 0 0 0 8789 7875 914 36391 32606 3785 ASSET IMPAIRMENT 485613 435109 50504 PURCHASED SERVICES 68712 61566 7146 DUES & SUBSCRIPTIONS 1442 1292 150 SPECIAL EVENTS 63 56 7 75 67 8 2831252 2536800 294452 0 0 0 0 0 0 0 21000 0 0 0 0 0 0 0 0 0 0 0 76111 66724 24488 9387 0 0 0 0 0 0 0 0 0 0 45488 9387 425964 735487 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 425964 735487 X -380476 -726100 0 0 0 0 -380476 -726100 45488 9387 X -2576509 2230885 X false true X true false X X 13 ATRIUM MEDICAL CENTER 311079309 3 true 0 0 GOOD SAMARITAN HOSPITAL 310536981 3 true 0 0 MIAMI VALLEY HOSPITAL 310537504 3 true 0 0 UPPER VALLEY MEDICAL CENTER 310537095 3 true 0 0 MIAMI VALLEY HOSPITAL FOUNDATION 311040231 7 true 0 0 FIDELITY HEALTH CARE INC 311075381 10 true 0 0 PREMIER COMMUNITY HEALTH 311122883 10 true 0 0 GOOD SAMARITAN HOSPITAL FOUNDATION - DAYTON 237296923 7 true 0 0 HEART INSTITUTE OF DAYTON 300502367 10 true 0 0 SAMARITAN BEHAVIORAL HEALTH INC 020633634 7 true 0 0 UPPER VALLEY PROFESSIONAL CORPORATION 311400963 10 true 0 0 UVPC SPECIALISTS INC 203687536 10 true 0 0 UVMC NURSING CARE INC 311224064 10 true 0 0 13 false false false false true true false false false false false false false false false false false PART IV, SECTION A, LINE 1: THE JANUARY 1, 2018 DEFINITIVE SYSTEM REORGANIZATION AGREEMENT DESIGNATED PREMIER HEALTH (PREMIER) AS THE SOLE CORPORATE MEMBER OF THE FOUR SYSTEM HOSPITALS AND ALL HOSPITAL SUBSIDIARIES AND AFFILIATES UNLESS SPECIFICALLY EXCLUDED. THE HOSPITAL SUBSIDIARIES ARE NOT CALLED OUT BY NAME. PART IV, SECTION A, LINE 5A: PRIOR TO THE JANUARY 1, 2018 DEFINITIVE SYSTEM REORGANIZATION AGREEMENT, PREMIERS SUPPORTED ORGANIZATIONS INCLUDED THE FOUR SYSTEM HOSPITALS (MIAMI VALLEY HOSPITAL, GOOD SAMARITAN HOSPITAL, ATRIUM MEDICAL CENTER, AND UPPER VALLEY MEDICAL CENTER). ORGANIZATIONS ADDED IN 2018 WERE: MIAMI VALLEY HOSPITAL FOUNDATION 31-1040231 FIDELITY HEALTH CARE, INC. 31-1075381 PREMIER COMMUNITY HEALTH 31-1122883 GOOD SAMARITAN HOSPITAL FOUNDATIONDAYTON 23-7296923 HEART INSTITUTE OF DAYTON 30-0502367 SAMARITAN BEHAVIORAL HEALTH, INC. 02-0633634 UPPER VALLEY PROFESSIONAL CORPORATION 31-1400963 UVPC SPECIALISTS, INC. 20-3687536 UVMC NURSING CARE INC. 31-1224064 PART IV, SECTION C, LINE 1: THE JANUARY 1, 2018 DEFINITIVE SYSTEM AGREEMENT GRANTS PREMIER THE ABILITY TO APPOINT AND / OR REMOVE BOARD MEMBERS OF THE SUPPORTED ORGANIZATIONS. 9428 2567 6861 66683 64157 2526 9387 0 0 X PART X, LINE 2: THE FOLLOWING FOOTNOTE IS TAKEN FROM THE 2018 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR PREMIER HEALTH (PHP) AND AFFILIATES. 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. The Tax Cuts and Jobs Act (the Act) was enacted on December 22, 2017. For tax-exempt entities, the Act requires organizations to categorize certain fringe benefit expenses as a source of unrelated business income, pay an excise tax on remuneration above certain thresholds that is paid to executives by the organization, and report income or loss from unrelated business activities on an activity-by-activity basis, among other provisions. Certain regulatory guidance provides for a measurement period of up to one year, during which the accounting for the tax effects of the Act may be completed. PHP may record further adjustments in future periods upon obtaining, preparing, or analyzing additional information about facts and circumstances that existed as of the date of enactment. PHP will continue to revise and refine the calculations as additional IRS guidance is issued; however, PHP does not anticipate any material impact to the consolidated financial statements. Management annually reviews the tax positions and has determined that there are no material uncertain tax positions. X X X X true true false false false false false false false MARY H BOOSALIS PRESIDENT 1098492 0 744674 0 34445 0 24572 0 15726 0 1917909 0 0 0 GEORGE T BRODERICK JR MD TRUSTEE 0 681216 0 76732 0 24062 0 9239 0 12884 0 804133 0 0 SUBODH K WADHWA MD TRUSTEE 0 247718 0 0 0 17565 0 9471 0 12318 0 287072 0 0 DALE E CREECH JR BOARD SECRETARY & CLO (TO JUN) 226848 0 163898 0 321430 0 173749 0 24772 0 910697 0 0 0 THOMAS M DUNCAN BOARD TREASURER & CFO (TO JUN) 318465 0 362389 0 23751 0 23519 0 17147 0 745271 0 0 0 MICHAEL J MAIBERGER PREMIER COO, MVH PRES 0 827405 0 361953 0 19436 0 16296 0 32374 0 1257464 0 0 SCOTT SHELTON BOARD TREAS & CFO (FROM JUL) 360128 0 122854 0 45012 0 15941 0 5131 0 549066 0 0 0 GEOFFREY P WALKER BOARD SECRETARY & CLO-FROM JUL 317976 0 88247 0 20078 0 22722 0 25725 0 474748 0 0 0 THOMAS R CURTIN VP REVENUE CYCLE 255614 0 72332 0 6649 0 21583 0 33040 0 389218 0 0 0 GARY G GINTER VP &PREMIER CHIEF INFO OFFICER 397507 0 152860 0 3938 0 23309 0 26980 0 604594 0 0 0 JENNIFER J HAULER MD VP MEDICAL AFFIARS&PREMIER CMO 518950 0 127987 0 1661 0 13812 0 2437 0 664847 0 0 0 BARBARA A JOHNSON SYS VP - HR OPERATIONS 387494 0 159514 0 28975 0 14183 0 10852 0 601018 0 0 0 RENEE M JOHNSON SYS VP-MANAGED CARE (FROM APR) 157107 0 27452 0 1103 0 12055 0 8834 0 206551 0 0 0 MARGARET W MARK VP NURSING SERVICE/PREMIER CNO 362886 0 216282 0 9343 0 12540 0 20228 0 621279 0 0 0 CRAIG SELF CHF STRATEGY OFFICER (TO NOV) 385642 0 369777 0 32358 0 332468 0 27546 0 1147791 0 0 0 MARK W SHAW SYS VP - MANAGED CARE (TO APR) 124054 0 136382 0 423240 0 59456 0 24387 0 767519 0 0 0 J MICHAEL SIMS SYS VP-TREAS & CORP CONTROLLER 288061 0 74913 0 38875 0 23763 0 29347 0 454959 0 0 0 KIM K STRAHL SYS VP & CPO (FROM JUL) 187401 0 78137 0 2631 0 22405 0 11625 0 302199 0 0 0 JERRY CLARK MD FACP PRESIDENT/CMO PREMIER HLTH GRP 180218 0 108414 0 884833 0 86917 0 22179 0 1282561 0 628977 0 KATHLEEN L FORBES MD CHIEF INTEGRATION OFFICER 352748 0 200000 0 196497 0 128035 0 26075 0 903355 0 0 0 RENEE P GEORGE PRESIDENT-PREMIER HEALTH PLAN 383206 0 186870 0 1291 0 24090 0 13560 0 609017 0 0 0 J NICK LAIR SYSTEM VP - LABORATORY SVCS 161532 96733 80259 0 19688 6304 14347 7596 20281 12153 296107 122786 0 0 HAROLD T KEPLER MD PREMIER HEALTH PLAN MED DIR 233902 0 59640 0 20914 0 103527 0 15154 0 433137 0 0 0 TAMMY S LUNDSTROM MD FORMER KEY EMPLOYEE 0 215866 0 227220 0 2008 0 10115 0 858 0 456067 0 0 THOMAS R PARKER FORMER KEY EMPLOYEE 0 419601 0 152940 0 27557 0 36093 0 6915 0 643106 0 0 MARK S SHAKER FORMER KEY EMPLOYEE 0 0 0 97534 0 717176 0 23763 0 2207 0 840680 0 0 PART I, LINE 3: THE COO'S COMPENSATION IS REPORTED AS PAID BY UVMC MANAGEMENT COMPANY (AN AFFILIATE OF PREMIER HEALTH). SEE COMMENT IN SCHEDULE O PERTAINING TO PART VI, SECTION B, LINES 15A & 15B FOR FURTHER EXPLANATION. PART I, LINE 4A: THE FOLLOWING INDIVIDUALS RECEIVED A SEVERANCE PAYMENT: KATHLEEN FORBES RECEIVED $190,728 IN 2018 AND $228,874 IN 2019; CRAIG SELF RECEIVED $16,230 IN 2018 AND WILL RECEIVE $381,414 IN 2019; MARK SHAKER RECEIVED $583,003 IN 2018 AND WILL RECEIVE $11,212 IN 2019. THE FOLLOWING INDIVIDUALS WERE SELECTED TO PARTICIPATE IN A VOLUNTARY RETIREMENT PROGRAM AND RECEIVED THE FOLLOWING PAYMENTS: JERRY CLARK, M.D. $253,898; DALE CREECH JR $205,770; MARK SHAW $247,000. 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, PREMIER HEALTH (PREMIER) AND ITS AFFILIATED ORGANIZATIONS COMPENSATE FOR THIS LIMITATION AND SUPPLEMENT THE AFFECTED EXECUTIVES' QUALIFIED PENSION THROUGH CERTAIN NONQUALIFIED PLANS. PREMIER 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 2018. THE INDIVIDUALS LISTED BELOW HAVE MET THE MULTI-YEAR VESTING REQUIREMENT UNDER THE PENSION RESTORATION PLAN AND RECEIVED THE ASSOCIATED PAYMENT IN 2018: DALE CREECH JR. $112,018; BARBARA JOHNSON $23,417; J. NICK LAIR $6,064; MARGARET MARK $1,276; MARK SHAKER $134,793; MARK SHAW $173,140; SCOTT SHELTON $40,846; J. MICHAEL SIMS $15,913; GEOFFREY WALKER $17,073. IN ADDITION, 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: JERRY CLARK $7,700; THOMAS CURTIN $2,634; RENEE GEORGE $13,523; JENNIFER HAULER $6,140; BARBARA JOHNSON $(1,815); TAMMY LUNDSTROM, M.D. $877; MARGARET MARK $3,852; THOMAS PARKER $12,494; CRAIG SELF $22,957. 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 I, LINE 7B: NET UNRELATED BUSINESS TAXABLE INCOME/(LOSS) COMPRISES AMOUNTS FROM PARTNERSHIP INVESTMENTS THAT ARE NOT RECOGNIZED FOR BOOK PURPOSES, THEREFORE NO UNRELATED BUSINESS INCOME/(LOSS) APPEARS ON PART VIII. FORM 990, PART III, LINE 4A (CONTINUED): THROUGH OUR PHYSICIAN-LED ORGANIZATION, WE DEPLOY VARIOUS POPULATION HEALTH MODELS TO OUR PROVIDERS TO HELP THEM BETTER COORDINATE CARE FOR THEIR PATIENTS IN OUR EFFORTS TO SERVE PREMIER HEALTH'S MISSION OF BUILDING HEALTHIER COMMUNITIES. FORM 990, PART III, LINE 4B (CONTINUED): AS SUCH, PREMIER IS RESPONSIBLE FOR OVERSIGHT OF THE FOUR HOSPITAL ENTITIES AS ITS CHARITABLE GOAL, AND THE INFORMATION BELOW IS CUMULATIVE OF THEIR SEPARATE REPORTS: QUANTITATIVE DESCRIPTION OF COMMUNITY BENEFIT COMMUNITY BENEFIT SUMMARY FROM RELATED HOSPITALS SCHEDULE H FOR THE YEAR ENDED DECEMBER 31, 2018. CHARITY AND MEANS-TESTED GOVERNMENT PROGRAMS AND CERTAIN OTHER COMMUNITY BENEFITS AT COST: CHARITY CARE AT COST $21,460,000 UNREIMBURSED MEDICAID $122,696,000 UNREIMBURSED COSTS OF OTHER MEANS-TESTED GOVERNMENT PROGRAMS $5,975,000 ----------- TOTAL $150,131,000 OTHER BENEFITS: COMMUNITY HEALTH IMPROVEMENT SERVICES & COMMUNITY BENEFIT OPERATIONS $3,328,000 HEALTH PROFESSIONS EDUCATION $7,297,000 SUBSIDIZED HEALTH SERVICES $42,309,000 CASH AND IN-KIND CONTRIBUTIONS FOR COMMUNITY GROUPS $6,319,000 ----------- TOTAL $59,253,000 ----------- GRAND TOTAL PROGRAM & OTHER COMMUNITY BENEFITS $209,384,000 COMMUNITY BUILDING ACTIVITIES: PHYSICAL IMPROVEMENTS $638,000 OTHER $80,000 --------- TOTAL COMMUNITY BUILDING ACTIVITIES $718,000 UNPAID COST OF MEDICARE (ALLOWABLE COST AND REIMBURSEMENTS REPORTED ON MEDICARE COST REPORT) $35,715,000 OTHER UNPAID COST OF MEDICARE (COST AND REIMBURSEMENTS NOT REPORTED ON MEDICARE COST REPORT) $98,141,000 ------------ TOTAL UNPAID COST OF MEDICARE $133,856,000 ------------------------------------- ------------ TOTAL COMMUNITY BENEFIT INCLUDING THE UNPAID COSTS OF MEDICARE $343,958,000 ============ FORM 990, PART VI, SECTION A, LINE 2: DANIEL HOOD, M.D. (TRUSTEE) AND THOMAS CURTIN (KEY EMPLOYEE) HAVE A BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 4: THE DEFINITIVE SYSTEM REORGANIZATION AGREEMENT EFFECTIVE JANUARY 1, 2018 REPLACED THE PRIOR JOINT OPERATING AGREEMENT. LISTED BELOW ARE THE SIGNIFICANT CHANGES: * PREMIER BECAME THE SOLE CORPORATE MEMBER (PARENT) OF THE FOUR SYSTEM HOSPITALS AND ALL HOSPITAL SUBSIDIARIES UNLESS SPECIFICALLY EXCLUDED. * PRIOR JOINT OPERATING AGREEMENT TERMINATED WITH THE ADOPTION OF THE DEFINITIVE SYSTEM REORGANIZATION AGREEMENT. FORM 990, PART VI, SECTION A, LINE 6: PREMIER HEALTH (PREMIER) HAS FOUR CORPORATE MEMBERS; MEDAMERICA HEALTH SYSTEMS, CATHOLIC HEALTH INITIATIVES, ATRIUM HEALTH SYSTEM, AND UVMC. FORM 990, PART VI, SECTION A, LINES 7A & 7B: MEDAMERICA HEALTH SYSTEMS ELECTS 8 BOARD MEMBERS, CATHOLIC HEALTH INITIATIVES ELECTS 7 BOARD MEMBERS, ATRIUM HEALTH SYSTEM ELECTS 3 BOARD MEMBERS AND UVMC ELECTS 3 BOARD MEMBERS. THE MEMBERS MUST APPROVE ANY DISSOLUTION OF ASSETS AND ANY CHANGES IN THE CODE OF REGULATIONS OR ARTICLES OF INCORPORATION. THE MEMBERS DO NOT APPROVE ANY OPERATIONAL DECISIONS OF THE BOARD. 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. THE RETURN IS REVIEWED BY THE TAX MANAGER AND DIRECTOR OF TAX COMPLIANCE OF PREMIER. THE RETURN IS CONCURRENTLY SENT TO ERNST & YOUNG U.S. LLP FOR THEIR REVIEW. 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 ERNST & YOUNG U.S. LLP FOR A FINAL REVIEW AND THEN 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 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, LINES 15A AND 15B: THE ANNUAL 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 VII, SECTION A, SYSTEM KEY EMPLOYEES: THE SYSTEM KEY EMPLOYEES' TOTAL COMPENSATION AMOUNT IS ACCURATELY REPORTED ON THE VARIOUS ENTITIES THEY SERVE. THE KEY EMPLOYEE'S COMPENSATION IS BEING REPORTED AS PAID BY PREMIER AS THE PAYMASTER OF THEIR APPLICABLE AFFILIATED ORGANIZATION IN ORDER TO MORE CLEARLY REFLECT THEIR RESPONSIBILITIES ACROSS THE PREMIER SYSTEM. COMPENSATION AND RELATED PAYROLL REPORTING REQUIREMENTS FOR SYSTEM KEY EMPLOYEES ARE PROCESSED AND FILED BY AFFILIATES OF PREMIER. FORM 990, PART XI, LINE 9: EQUITY TRANSFERS FROM AFFILIATED ORGANIZATIONS $2,230,885 FORM 990 PART IX LINE 11G DESCRIPTION:POPULATION HEALTH TOTAL FEES:326957 FORM 990 PART IX LINE 11G DESCRIPTION:PROF/CONSULTING FEES TOTAL FEES:152474 PREMIER HEALTH GROUP LLC 110 N MAIN ST 500 DAYTON OH 45402 461428664 DR NETWORK OH 254743 9387 PREMIER MedAmerica Health Systems (MAHS) 110 N MAIN ST 500 Dayton OH 45402 311040228 SUPPORT ORG OH 501(C)(3) 12B NA false Miami Valley Hospital (MVH) 110 N MAIN ST 500 Dayton OH 45402 310537504 Hospital OH 501(C)(3) 3 PREMIER true MIAMI VALLEY HOSPITAL FOUNDATION 110 N MAIN ST 500 Dayton OH 45402 311040231 FOUNDATION OH 501(C)(3) 7 PREMIER true PREMIER COMMUNITY HEALTH 110 N MAIN ST 500 Dayton OH 45402 311122883 HEALTH EDU OH 501(C)(3) 10 FHC true FIDELITY HEALTH CARE INC (FHC) 110 N MAIN ST 500 Dayton OH 45402 311075381 HOME HEALTH OH 501(C)(3) 10 PREMIER true SAMARITAN HEALTH PARTNERS (SHP) 110 N MAIN ST 500 Dayton OH 45402 311107411 SUPPORT ORG OH 501(C)(3) 12B NA false GOOD SAMARITAN HOSPITAL (GSH) 110 N MAIN ST 500 DAYTON OH 45402 310536981 HOSPITAL OH 501(C)(3) 3 PREMIER true GOOD SAMARITAN HOSPITAL FOUNDATION - DAY 110 N MAIN ST 500 DAYTON OH 45402 237296923 FOUNDATION OH 501(C)(3) 7 PREMIER true HEART INSTITUTE OF DAYTON 110 N MAIN ST 500 DAYTON OH 45402 300502367 EDUCATION OH 501(C)(3) 10 PREMIER true SAMARITAN BEHAVIORAL HEALTH INC 110 N MAIN ST 500 DAYTON OH 45402 020633634 BEHAVIOR HLTH OH 501(C)(3) 7 PREMIER true ATRIUM HEALTH SYSTEM (AHS) 110 N MAIN ST 500 DAYTON OH 45402 310537492 SUPPORT ORG OH 501(C)(3) 12B NA false ATRIUM MEDICAL CENTER 110 N MAIN ST 500 DAYTON OH 45402 311079309 HOSPITAL OH 501(C)(3) 3 PREMIER true UVMC 110 N MAIN ST 500 DAYTON OH 45402 341850683 SUPPORT ORG OH 501(C)(3) 12B NA false UPPER VALLEY MEDICAL CENTER 110 N MAIN ST 500 DAYTON OH 45402 310537095 HOSPITAL OH 501(C)(3) 3 PREMIER true UPPER VALLEY PROFESSIONAL CORP (UVPC) 110 N MAIN ST 500 DAYTON OH 45402 311400963 HEALTH CARE OH 501(C)(3) 10 PREMIER true UVPC SPECIALISTS INC 110 N MAIN ST 500 DAYTON OH 45402 203687536 HEALTH CARE OH 501(C)(3) 10 UVPC true UVMC NURSING CARE INC 110 N MAIN ST 500 DAYTON OH 45402 311224064 NURSING HOME OH 501(C)(3) 10 PREMIER true COMPUNET CLINICAL LABORATORIES LLC 2308 SANDRIDGE DR MORAINE OH 45439 311258010 MEDICAL LABS OH MVHE INC RELATED 0 0 false 0 false 0.00000 SWEITZER STREET LLC 110 N MAIN ST 1250 DAYTON OH 45402 454700417 REAL ESTATE OH MVHE INC EXCLUDED 0 0 false 0 false 0.00000 SWEITZER MOB LLC 110 N MAIN ST 1250 DAYTON OH 45402 474554657 Real Estate OH MVHE INC EXCLUDED 0 0 false 0 false 0.00000 PREMIER PLAZA LLC 110 N Main St 500 DAYTON OH 45402 800708185 HOLDING COMPANY OH MAHS EXCLUDED 0 0 false 0 false 0.00000 SOUTHWEST OHIO NEONATAL COLLABORATIVE 110 N Main St 500 DAYTON OH 45402 463231330 NEONATOLOGY OH MVH RELATED 0 0 false 0 false 0.00000 SAMARITAN NORTH SURGERY CENTER 9000 N MAIN ST DAYTON OH 45415 311618587 O/P SURGERY OH GSH RELATED 0 0 false 0 false 0.00000 PREMIER HEALTH PLAN INC 110 N Main St 500 Dayton OH 45402 463024049 HEALTH INSURANCE OH PHIC C CORP 0 0 0.00000 true PREMIER HEALTH INSURING CO (PHIC) 110 N MAIN ST 500 DAYTON OH 45402 464766841 HEALTH INSURANCE OH PREMIER C CORP 23488975 11511015 1.00000 true PREMIER HEALTH ACO OF OHIO 110 N MAIN ST 500 DAYTON OH 45402 474049773 MEDICARE ACO OH PREMIER C CORP 3151574 3058109 1.00000 true MVHE INC 110 N MAIN ST 400 DAYTON OH 45402 311185270 PHYSICIAN SVCS OH PREMIER HOLDING C CORP 0 0 0.00000 true PREMIER HEALTH SPECIALISTS 110 N MAIN ST 400 DAYTON OH 45402 061744704 PHYSICIAN SVCS OH PREMIER HOLDING C CORP 0 0 0.00000 true SAMARITAN FAMILY CARE INC 110 N MAIN ST 400 DAYTON OH 45402 311299450 PHYSICIAN SVCS OH PREMIER HOLDING C CORP 0 0 0.00000 true PREMIER HEALTH HOLDING (PREMIER HOLDING) 110 N MAIN ST 500 DAYTON OH 45402 812419110 HOLDING CO OH PREMIER C CORP 178755490 78342264 1.00000 true PREMIER HEALTH URGENT CARE INC 110 N MAIN ST 500 DAYTON OH 45402 822079409 URGENT CARE OH PREMIER C CORP 1962873 4643696 1.00000 true AFTER HOURS FAMILY CARE 110 N MAIN ST 500 DAYTON OH 45402 311269483 HEALTH CARE OH UVPC C CORP 0 0 0.00000 true UVMC MANAGEMENT CORP 110 N MAIN ST 500 DAYTON OH 45402 311360489 MANAGEMENT CO OH PREMIER C CORP 1042790 0 1.00000 true false false false false false false false false false false true false false false false true true false false PREMIER HEALTH INSURING CO Q 785067 FMV PREMIER HEALTH PLAN P 141068 FMV