2019-11-13T11:39:06-06:00 2018-12-31 346565596 ERNST & YOUNG US LLP 221 E 4TH ST SUITE 2900 CINCINNATI OH 45202 990 2018-01-01 541071867 INOVA HEALTH SYSTEM FOUNDATION INOV 7032892433 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 ALICE POPE CFO 7032892433 2019-11-12 1 JULIE L SPARKS P01268401 5136121400 167.201.241.175 2019-11-12 07:48:18 ES P E21AF0F1BD5C10A123A0C82CC8A47C454803277B E21AF0F1BD5C10A123A0C82CC8A47C454803277B 2018 2020-03-31 21:24:44Z J STEPHEN JONES MD 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 129379338 0 X HTTPS://FOUNDATION.INOVA.ORG X 1977 VA IHSF, THE PARENT COMPANY OF INOVA HEALTH SYSTEM, OVERSEES AND COORDINATES THE ACTIVITIES OF INOVA HEALTH SYSTEM TO ENSURE THAT THEY FURTHER FOUNDATION'S AND SYSTEM'S TAX-EXEMPT PURPOSES AND SERVES AS A CHARITABLE FOUNDATION TO SUPPORT INOVA'S TAX-EXEMPT ENTITIES. 15 14 76 395 -3250081 -3331724 38904907 35854163 0 0 734180822 -187471546 -7158301 16929392 765927428 -134687991 15025212 16033580 0 0 10348024 12019738 184198 71910 6288060 23197236 24649132 48754670 52774360 717172758 -187462351 5087709890 4798487417 2289574250 2329865075 2798135640 2468622342 X INOVA HEALTH SYSTEM FOUNDATION IS THE PARENT COMPANY OF INOVA HEALTH SYSTEM. INOVA HEALTH SYSTEM (INOVA) PROVIDES HEALTHCARE AND RELATED SERVICES THROUGHOUT NORTHERN VIRGINIA AND THE GREATER METROPOLITAN WASHINGTON, D.C. AREA, INCLUDING CERTAIN CONTIGUOUS COUNTIES OF VIRGINIA AND MARYLAND. 0 0 30819983 16033580 17501070 INOVA HEALTH SYSTEM FOUNDATION (IHSF), THE PARENT COMPANY OF INOVA HEALTH SYSTEM, IS A NON-STOCK, NOT-FOR-PROFIT CORPORATION EXEMPT FROM FEDERAL INCOME TAXES UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. INOVA HEALTH SYSTEM (INOVA) PROVIDES HEALTHCARE AND RELATED SERVICES THROUGHOUT NORTHERN VIRGINIA AND THE GREATER METROPOLITAN WASHINGTON, D.C. AREA, INCLUDING CERTAIN CONTIGUOUS COUNTIES OF VIRGINIA AND MARYLAND.SINCE ITS INITIATION BY CITIZEN-VOLUNTEERS IN 1956, INOVA AND ITS AFFILIATES HAVE GROWN TO MEET THE CHANGING NEEDS OF A DIVERSE AND GROWING POPULATION. AS A NOT-FOR-PROFIT ORGANIZATION, INOVA DOES NOT HAVE SHAREHOLDERS. IT IS GOVERNED BY THE PEOPLE IT SERVES: MEMBERS OF THE COMMUNITY. THIS MODEL OF GOVERNANCE HELPS TO ENSURE THAT INOVA MEETS THE DIVERSE HEALTHCARE NEEDS OF THE COMMUNITY.IN KEEPING WITH INOVA'S COMMUNITY SERVICE MISSION, INOVA AND ITS AFFILIATES PROVIDE A WIDE RANGE OF PROGRAMS AND SERVICES WHICH DIRECTLY BENEFIT THE COMMUNITY THEY SERVE. THESE INCLUDE:PROVIDING THE HIGHEST QUALITY MEDICAL CARE TO ALL MEMBERS OF THE COMMUNITY, REGARDLESS OF THEIR FINANCIAL RESOURCES.PROVIDING FREE AND BELOW COST HEALTH SERVICES TO MEET THE IDENTIFIED NEEDS OF TARGETED COMMUNITY GROUPS, SUCH AS: THE INDIGENT AND ELDERLY; VICTIMS OF CANCER, HEART DISEASE, AND STROKE; PERSONS AFFECTED BY SUBSTANCE ABUSE; HIV-POSITIVE INDIVIDUALS; AND OTHERS. PROVIDING UNCOMPENSATED CARE IN ACCORDANCE WITH INOVA POLICIES WHICH ENSURE ACCESS TO MEDICALLY NECESSARY CARE FOR ALL INDIVIDUALS. CHARITY CARE IS DEFINED AS FREE OR DISCOUNTED HEALTHCARE SERVICES PROVIDED TO PERSONS WHO CANNOT AFFORD TO PAY. INOVA HEALTH SYSTEM IS ONE OF THE LARGEST PROVIDERS OF UNCOMPENSATED CARE IN VIRGINIA. PROVIDING HEALTH EDUCATION AND A VARIETY OF OTHER SERVICES TO THE COMMUNITY.TRAINING HEALTH PROFESSIONALS AND PARTICIPATING IN MEDICAL RESEARCH ACTIVITIES. IHSF IS COMPRISED OF: INOVA HEALTH SYSTEM FOUNDATION (FOUNDATION), A PARENT COMPANY, WHICH ALSO SERVES AS A CHARITABLE FOUNDATION, RAISING FUNDS TO SUPPORT INOVA'S TAX-EXEMPT ENTITIES. THE FOUNDATION OPERATES IN ACCORDANCE WITH INOVA'S ARTICLES OF INCORPORATION, WHICH PROVIDE THAT ALL FUNDS RAISED, EXCEPT FOR THOSE REQUIRED FOR THE OPERATIONS OF THE FOUNDATION, BE DISTRIBUTED OR HELD IN SUPPORT OF THE CHARITABLE OBJECTIVES AND MISSION OF INOVA AND ITS TAX-EXEMPT SUBSIDIARIES. FUNDS RAISED ARE CHANNELED TO THE COMMUNITY IN THE FORM OF EXPANDED MEDICAL AND OTHER COMMUNITY SERVICES. DURING 2018, FOUNDATION FUNDS WERE USED TO SUPPORT INOVA'S CENTERS OF EXCELLENCE IN CANCER, CARDIOVASCULAR AND NEUROLOGICAL CARE, AS WELL AS THE LIFE WITH CANCER SUPPORT AND EDUCATIONAL PROGRAM AND THE FORENSIC ASSESSMENT CONSULTATION TEAM (FACT) PROGRAM. IN ADDITION, DONATED FUNDS WERE USED IN 2018 TO SUPPORT MANY OTHER INOVA PROGRAMS INCLUDING THE INOVA JUNIPER PROGRAM, INOVA CENTER FOR WELLNESS AND METABOLIC HEALTH, INOVACARES CLINICS FOR WOMEN AND CHILDREN, THE INOVA HEALTHY PLATE CLUB AND THE INOVA KELLAR CENTER'S BEHAVIORAL SERVICES PROGRAM.INOVA HEALTH CARE SERVICES (IHCS) IS A NOT-FOR-PROFIT CORPORATION THAT OPERATES HOSPITAL FACILITIES, PROGRAMS, AND OTHER SHARED SERVICE ARRANGEMENTS AND CARRIES ON EDUCATION AND RESEARCH ACTIVITIES. AS OF DECEMBER 31, 2018, IHCS OPERATED FOUR HOSPITALS, HAVING A TOTAL OF 1,631 LICENSED HOSPITAL BEDS IN FAIRFAX COUNTY, VIRGINIA - INOVA FAIRFAX HOSPITAL (FAIRFAX), INOVA MOUNT VERNON HOSPITAL (MOUNT VERNON), INOVA ALEXANDRIA HOSPITAL (ALEXANDRIA) AND INOVA FAIR OAKS HOSPITAL (FAIR OAKS). EACH OF THESE HOSPITALS PROVIDES GENERAL ACUTE CARE SERVICES, INCLUDING EMERGENCY ROOM FACILITIES, INPATIENT AND OUTPATIENT SERVICES, AND A VARYING NUMBER OF ANCILLARY AND SPECIALIZED SERVICES BASED ON THE NEEDS OF THE COMMUNITY. IHCS AND ITS SUBSIDIARIES PROVIDE LONG-TERM CARE AND BEHAVIORAL HEALTH SERVICES. LONG TERM CARE IS PROVIDED THROUGH INOVA ASSISTED LIVING, A TRANSITIONAL LIVING FACILITIES PROVIDER AND THROUGH ELDERLINK, A COOPERATIVE PROGRAM PROVIDING CASE MANAGEMENT SERVICES TO OLDER ADULTS. IN ADDITION, COMPREHENSIVE ADDICTION TREATMENT SERVICES PROVIDES SERVICES TO ADULTS SUFFERING FROM ALCOHOL AND OTHER CHEMICAL DEPENDENCIES. THE KELLAR CENTER PROVIDES TREATMENT FOR CHILDREN AND ADOLESCENTS WITH SUBSTANCE ABUSE AND BEHAVIORAL AND EMOTIONAL PROBLEMS. IHCS IS ALSO THE PARENT COMPANY OF FOUR FREE-STANDING 24-HOUR EMERGENCY CENTERS, WHICH ARE AFFILIATED WITH ITS HOSPITALS, AND OPERATES THE INOVA RESEARCH CENTER, WHICH PROVIDES A QUALITY ARENA FOR PROFESSIONAL EDUCATION AND CLINICAL RESEARCH. IN ADDITION, IHCS OPERATES INOVA ALEXANDRIA FOUNDATION, A CHARITABLE FOUNDATION.LOUDOUN HOSPITAL CENTER (LHC) IS A NOT-FOR-PROFIT CORPORATION ORGANIZED TO PROMOTE THE HEALTH AND WELL-BEING OF LOUDOUN COUNTY, VIRGINIA, AND SURROUNDING AREAS. LHC OPERATES INOVA LOUDOUN HOSPITAL CENTER (A 183-BED HOSPITAL), LOUDOUN NURSING AND REHABILITATION CENTER, THE ASHBURN HEALTHPLEX, LOUDOUN HEALTHCARE FOUNDATION AND OTHER HEALTHCARE RELATED FACILITIES.INOVA HOME HEALTH (IHH) IN SEPTEMBER 2018, INOVA ENTERED INTO A JOINT VENTURE WITH ALTERNATE SOLUTIONS HEALTH NETWORK TO RESTRUCTURE THE MANAGEMENT OF THE INOVA VNA SERVICES. INOVA MAINTAINS 51% OWNERSHIP OF THE COMPANY, AND THE JOINT VENTURE IS NOW KNOWN AS INOVA HOME HEALTH (IHH).IMANCO, INC. IS A NOT-FOR-PROFIT MANAGEMENT SERVICES COMPANY THAT PROVIDES EXECUTIVE MANAGEMENT OVERSIGHT TO IHSF AND ITS PRINCIPAL AFFILIATES.INTOTAL HEALTH, LLC WAS A MEDICAID MANAGED CARE HEALTH INSURANCE PLAN LICENSED BY THE COMMONWEALTH OF VIRGINIA. THE PLAN SERVED APPROXIMATELY 60,000 TEMPORARY ASSISTANCE FOR NEEDY FAMILIES, CHILDREN'S HEALTH INSURANCE PROGRAM RECIPIENTS, AND SUPPLEMENTAL SECURITY INCOME/AGED, BLIND AND DISABLED MEMBERS THROUGH THE MEDALLION 3.0 AND FAMILY ACCESS TO MEDICAL INSURANCE SECURITY PROGRAMS UNTIL THE PLAN WAS SOLD TO UNITED HEALTHCARE EFFECTIVE OCTOBER 31, 2017. THE PLAN VOLUNTARILY SURRENDERED ITS INSURANCE LICENSE EFFECTIVE DECEMBER 26, 2018 AND HAD NO MEMBERS AND NO ACTIVE BUSINESS DURING 2018.INOVA HOLDINGS, INC. (IHI) IS THE PARENT HOLDING COMPANY FOR VARIOUS TAXABLE ENTITIES WITHIN INOVA INCLUDING TECHNICAL DYNAMICS INC., A BIOMEDICAL EQUIPMENT MAINTENANCE AND ENGINEERING COMPANY. IHI AND ITS SUBSIDIARIES OPERATE FACILITIES PROVIDING A VARIETY OF HEALTH CARE AND SUPPORT SERVICES TO PATIENTS AND TO AFFILIATED HEALTH CARE PROVIDERS.PHILANTHROPY IS CRITICAL TO INOVA'S MISSION. THERE ARE OVER 500 PHILANTHROPIC FUNDS IN INOVA'S FOUNDATION. THIS BROAD RANGE OF PHILANTHROPY HELPS INOVA STAY ON THE FOREFRONT OF MEDICAL ADVANCES, DEVELOP NEW PROGRAMS TO MEET CHANGING NEEDS AND PROVIDE AFFORDABLE HEALTHCARE TO ALL WHO NEED IT. PROGRAMS SUPPORTED INCLUDE PARTNERSHIP FOR HEALTHIER KIDS (PHK), SERVING 11,313 CHILDREN AND FAMILIES IN 2018; THE INOVA JUNIPER PROGRAM SERVING OVER 1,700 PERSONS LIVING WITH HIV; AND THE LIFE WITH CANCER PROGRAM WITH 44,000 SERVICE HOURS SPENT WITH PATIENTS. FOUNDATION FUNDS ALSO SUPPORT MANY OTHER INOVA PROGRAMS INCLUDING THE INOVA CENTER FOR WELLNESS AND METABOLIC HEALTH, INOVACARES CLINICS FOR WOMEN AND CHILDREN, AND THE INOVA KELLAR CENTER'S BEHAVIORAL SERVICES PROGRAM.TOTAL SUPPORT PROVIDED IN 2018 TO THE COMMUNITY AND INOVA PROGRAMS WAS APPROXIMATELY $16 MILLION. 11343848 INVESTMENT MANAGEMENT FEES OF $11.3 MILLION ARE RELATED TO INVESTMENTS THAT INOVA HEALTH SYSTEM FOUNDATION UTILIZES TO PROVIDE HEALTHCARE AND RELATED SERVICES THROUGHOUT NORTHERN VIRGINIA AND THE GREATER WASHINGTON, D.C., METROPOLITAN AREA. THE FEES ARE CALCULATED BASED ON THE MARKET VALUE OF THE INVESTMENTS TIMES BASIS POINTS ESTABLISHED IN EACH CONTRACT. THE RATES ON THESE CONTRACTS APPLY UNTIL A NEW RATE IS NEGOTIATED. 2430455 THE FOUNDATION MAINTAINS AUXILIARY SERVICES AT THE HOSPITALS FOR THE PURPOSE OF OPERATING GIFT AND THRIFT SHOPS THAT PROVIDE SUPPORT TO THE HOSPITALS WITHIN THE SYSTEM. THE AUXILIARIES RECEIVE COMMISSIONS FROM VARIOUS FUNDRAISING ACTIVITIES. THE COST ASSOCIATED WITH THE AUXILIARIES WAS $2.4 MILLION IN 2018. 44594286 1 1 0 0 0 0 0 0 0 1 1 1 0 0 1 1 0 1 0 0 1 0 0 1 1 0 0 1 0 1 0 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 1 X 230 0 1 76 1 1 1 1 BR CA CI CO EZ DA EN HU GR IS JA MY PE PL KS TW TU MX 0 0 0 1 1 0 0 0 0 0 0 X 15 14 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 0 X INOVA HEALTH SYSTEM FOUNDATION 7032892433 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 ANTHONY NADER CHAIRMAN 5.00 3.00 X X 0 0 0 PAUL SAVILLE TRUSTEE 4.00 2.00 X 0 0 0 NICHOLAS CAROSI TRUSTEE 4.00 2.00 X 0 0 0 SUDHAKAR KESAVAN SECRETARY 3.00 0.00 X X 0 0 0 PENNY GROSS TRUSTEE 3.00 0.00 X 0 0 0 MARK STAVISH TRUSTEE 2.00 4.00 X 0 0 0 BILL DUDLEY TRUSTEE 3.00 0.00 X 0 0 0 ALAN DABBIERE TRUSTEE 3.00 0.00 X 0 0 0 DONNA MOREA TRUSTEE 4.00 2.00 X 0 0 0 MARK MOORE TRUSTEE 3.00 0.00 X 0 0 0 JACK EBELER TRUSTEE 2.00 2.00 X 0 0 0 KATE HANLEY TRUSTEE 3.00 0.00 X 0 0 0 PAUL HARBOLICK JR TREASURER 3.00 0.00 X X 0 0 0 WESLEY BUSH TRUSTEE 3.00 3.00 X 0 0 0 J STEPHEN JONES CEO, PRESIDENT, BEGINNING 4/9/18 10.00 40.00 X X 0 1350889 447629 J KNOX SINGLETON CEO, PRESIDENT, ENDING 4/9/18 10.00 40.00 X 0 4616750 45945 RICHARD MAGENHEIMER ASST TREASURER/CFO 6.00 44.00 X 0 3312496 716003 JOHN GAUL ASST SECRETARY/SVP GENERAL 6.00 44.00 X 0 980858 253765 MARK STAUDER COO, ENDING 7/30/18 5.00 45.00 X 0 4784635 26675 RUSSELL MOHAWK SVP CFO HEALTH PLAN POP HE 10.00 30.00 X 0 533754 7263 TRICIA NGUYEN SVP CLIN INTEGRATED NETWOR 40.00 0.00 X 931577 0 50450 SAGE BOLTE PRESIDENT IHS FOUNDATION 40.00 10.00 X 0 234048 49995 MATTHEW POFFENROTH AVP COMO 40.00 0.00 X 431010 0 91850 MICHAEL THOMAS DIR IPHA 40.00 0.00 X 411333 0 53817 PETER JOBSE VP MANAGING DIRECTOR 40.00 0.00 X 693393 0 215202 RICHARD GORDON DIR IPHA 40.00 0.00 X 348486 0 56113 ANNE RIEGER AVP, COO SIGNATURE PARTNER 40.00 0.00 X 306725 0 58887 MARSHALL RUFFIN FORMER EVP CTO 9.00 41.00 X 0 511853 0 JOHN NIEDERHUBER FORMER CEO ITMI & EVP IHS 9.00 41.00 X 0 1562299 48784 LORING FLINT EVP CHIEF MEDICAL OFFICER FORMER 3.00 47.00 X 0 1777748 579485 ROBERT GRASTY EVP CHRO CDO FORMER 9.00 41.00 X 0 210100 0 JAMES SANTRY EVP CEO DTC AND AMB SVCS FORMER 1.00 49.00 X 0 1024416 41037 3122524 20899846 2742900 12 1 1 0 GRANTHAM MAYO VAN OTTERLOO & CO LLC 40 ROWES WHARF BOSTON MA 02110 INVESTMENT FEES 2384569 KILTEARN PARTNERS LLP 3 SEMPLE STREET EDINBURGH UK EH38BL INVESTMENT FEES 1569482 HARDING LOEVNER LP 400 CROSSING BLVD 4TH FLOOR BRIDGEWATER NJ 08807 INVESTMENT FEES 1193505 VULCAN VALUE PARTNERS LLC 2801 HWY 280 SOUTH SUITE 300 BIRMINGHAM AL 35223 INVESTMENT FEES 823600 CAMBRIDGE ASSOCIATES 125 HIGH STREET BOSTON MA 02110 INVESTMENT FEES 784569 29 X 24726 6266930 29562507 1090463 35854163 63304868 -3250081 66554949 10461853 261238267 0 -261238267 10461853 -250776414 -250776414 823480 6266930 1395158 -571678 -571678 8581024 1433904 7147120 7147120 INNOVATION HEALTH SEE SCHEDULE O 524298 10381784 10381784 INNOVATION HEALTH HOLDINGS LLC 524298 -27834 -27834 10353950 -134687991 17501070 -3250081 -184793143 X 16033580 16033580 931577 931577 9175033 4784070 945946 3445017 349063 173651 28739 146673 911752 487140 80622 343990 652313 346455 57339 248519 1174854 535565 88637 550652 50212 41931 6940 1341 71910 71910 11343848 11343848 7077219 6856372 177341 43506 244838 89236 14768 140834 404765 110934 18360 275471 412560 74899 12396 325265 1173099 993193 164375 15531 142644 69127 11441 62076 78075 32261 5339 40475 30728 26157 4329 242 25515 3912 647 20956 OTHER PURCHASED SERVICE 1637247 1210320 200309 226618 TAXES AND LICENSES 571895 418940 69335 83620 FOOD 180629 29177 4829 146623 INCOME TAX 93674 93674 7330 1941 322 5067 52774360 44594286 1892014 6288060 668638 1047188 37194445 47128631 749460 735328 155397 158225 316107 602732 3015650 677888 2344840 2337762 2051761746 1907437876 2863088357 2681409230 131430900 157630445 5087709890 4798487417 4645670 2653254 2284928580 2327211821 2289574250 2329865075 X 2675792578 2325569238 106903947 128512658 15439115 14540446 2798135640 2468622342 5087709890 4798487417 X -187462351 -142414819 2000000 -1636128 X X 0 1 X 1 0 X X 2 INOVA HEALTH CARE SERVICES 540620889 3 1 16033560 0 INOVA VNA HOME CARE INC 541277164 10 1 0 0 2 16033560 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 26226400 151351 -390959 14077 122567 112572 25737576 21758119 2009250 2961353 431077 71245 26226400 19593177 1798279 840100 314405 159032 21758119 19921712 678087 -159295 86663 718276 42388 19593177 19748938 379367 459337 169347 456076 40507 19921712 0.21000 0.79000 0.00000 0 0 2275486 2275486 32250 22038 10212 348715 318977 29738 359199 336873 22326 2337762 2681409230 F 2681409230 DUE TO SUBSIDIARIES AND AFFILIATES 2323902810 OTHER 9751 LEASE LIABILITY 3299260 2327211821 X PART V, LINE 4: THE INOVA HEALTH FOUNDATION MANAGES 47 INDIVIDUAL ENDOWMENT FUNDS. THE ENDOWED FUNDS PROVIDE STABLE FINANCIAL SUPPORT TO A WIDE VARIETY OF PROGRAMS AND INITIATIVES IN PERPETUITY, PLAYING A CRITICAL ROLE IN ENABLING INOVA TO ACHIEVE ITS MISSION. PROGRAMS AND INITIATIVES SUPPORTED BY ENDOWED FUNDS INCLUDE SCHOLARSHIPS FOR CLINICAL STAFF, PROFESSIONAL EDUCATION, PATIENT EDUCATION, RESEARCH, COMMUNITY OUTREACH PROGRAMS, AND OPERATIONAL AND CAPITAL NEEDS SUPPORT. PART X, LINE 2: FROM INOVA HEALTH SYSTEM CONSOLIDATED FINANCIAL STATEMENTS THAT INCLUDE INOVA HEALTH SYSTEM FOUNDATION: THE FOUNDATION, IHCS, AND LHC ARE NOT-FOR-PROFIT CORPORATIONS AND HAVE BEEN DETERMINED TO BE EXEMPT FROM FEDERAL INCOME TAX UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. IHI AND ITS SUBSIDIARIES ARE TAXABLE ORGANIZATIONS. DEFERRED INCOME TAXES ARE PROVIDED FOR ALL SIGNIFICANT TIMING DIFFERENCES BETWEEN REVENUES AND EXPENSES REPORTED FOR FINANCIAL STATEMENT AND FOR TAX PURPOSES. MANAGEMENT ANNUALLY REVIEWS ITS TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. CENTRAL AMERICA AND THE CARIBBEAN INVESTMENT 1003547000 EUROPE/GUERNSEY INVESTMENT 13351000 0 0 0 0 0 0 1016898000 0 1016898000 1 0 1 1 1 0 PART 1, LINE 3, COLUMN F ACCRUAL METHOD OF ACCOUNTING X X X X X 1 MACKAY COMMUNICATIONS LLC 1177 22ND ST NW UNIT 5F WASHINGTON DC 20037 SPECIAL EVENT 0 5350000 16000 5334000 KATHY NEWMAN 6100 SADDLE HORN DR FAIRFAX VA 22030 SPECIAL EVENT 0 919987 28000 891987 EXPERT EVENTS 123 S BROAD ST PHILADELPHIA PA 19109 SPECIAL EVENT 0 407070 22910 384160 ALLISON JOHNSON 19130 COTON HALL ST LEESBURG VA 20176 SPECIAL EVENT 0 184798 5000 179798 6861855 71910 6789945 VA MD DC FL A WORLD WITHOUT CANCER 5350000 5337800 12200 84599 157261 223163 LWC LOBSTER EXTRAVAGENZA 919987 410421 509566 72628 109591 24706 81258 6 820423 518709 301714 1876 32225 47266 22831 8595 529159 7090410 6266930 823480 1876 32225 119894 217021 190562 833580 1395158 -571678 1 INOVA HEALTH CARE SERVICES 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 540620889 501(C)(3) 16033580 MULTIPLE GRANTS MADE TO FURTHER THE MISSION OF INOVA HEALTH CARE SERVICES OF PROVIDING QUALITY HEALTHCARE TO THE COMMUNITY. 1 0 PART I, QUESTION 2 THE FOUNDATION DONATED FUNDS TO ITS 501(C )(3) SUPPORTED ORGANIZATION, INOVA HEALTH CARE SERVICES, IN FURTHERANCE OF THE MISSION TO IMPROVE THE HEALTH OF THE DIVERSE COMMUNITY WE SERVE THROUGH EXCELLENCE IN PATIENT CARE, EDUCATION AND RESEARCH. EXPENDITURE OF SUCH FUNDS IS OVERSEEN BY THE FOUNDATION'S LEADERSHIP AND BOARD. 1 1 0 0 0 0 0 0 0 J STEPHEN JONES CEO, PRESIDENT, BEGINNING 4/9/18 0 825142 0 300000 0 225747 0 428108 0 19521 0 1798518 0 0 J KNOX SINGLETON CEO, PRESIDENT, ENDING 4/9/18 0 718511 0 3779513 0 118726 0 42491 0 3454 0 4662695 0 1890422 RICHARD MAGENHEIMER ASST TREASURER/CFO 0 777202 0 979253 0 1556041 0 697070 0 18933 0 4028499 0 513084 JOHN GAUL ASST SECRETARY/SVP GENERAL 0 497263 0 360509 0 123086 0 225359 0 28406 0 1234623 0 160023 MARK STAUDER COO, ENDING 7/30/18 0 827779 0 2919962 0 1036894 0 13750 0 12925 0 4811310 0 1554300 RUSSELL MOHAWK SVP CFO HEALTH PLAN POP HE 0 33346 0 86662 0 413746 0 5488 0 1775 0 541017 0 0 TRICIA NGUYEN SVP CLIN INTEGRATED NETWOR 497215 0 224923 0 209439 0 32250 0 18200 0 982027 0 70310 0 SAGE BOLTE PRESIDENT IHS FOUNDATION 0 181265 0 40365 0 12418 0 29306 0 20689 0 284043 0 0 MATTHEW POFFENROTH AVP COMO 294887 0 120944 0 15179 0 64787 0 27063 0 522860 0 0 0 MICHAEL THOMAS DIR IPHA 336536 0 54010 0 20787 0 36750 0 17067 0 465150 0 0 0 PETER JOBSE VP MANAGING DIRECTOR 410580 0 255289 0 27524 0 215173 0 29 0 908595 0 121567 0 RICHARD GORDON DIR IPHA 327973 0 0 0 20513 0 31806 0 24307 0 404599 0 0 0 ANNE RIEGER AVP, COO SIGNATURE PARTNER 226993 0 57098 0 22634 0 54614 0 4273 0 365612 0 0 0 MARSHALL RUFFIN FORMER EVP CTO 0 0 0 16294 0 495559 0 0 0 0 0 511853 0 0 JOHN NIEDERHUBER FORMER CEO ITMI & EVP IHS 0 985483 0 339353 0 237463 0 38250 0 10534 0 1611083 0 0 LORING FLINT EVP CHIEF MEDICAL OFFICER FORMER 0 654307 0 873051 0 250390 0 555685 0 23800 0 2357233 0 610394 ROBERT GRASTY EVP CHRO CDO FORMER 0 0 0 0 0 210100 0 0 0 0 0 210100 0 0 JAMES SANTRY EVP CEO DTC AND AMB SVCS FORMER 0 295447 0 548267 0 180702 0 32018 0 9019 0 1065453 0 278901 PART I, LINE 3 THESE METHODS ARE PERFORMED BY THE RELATED ENTITY, IMANCO INC. WHICH USED: COMPENSATION COMMITTEE INDEPENDENT COMPENSATION CONSULTANT WRITTEN EMPLOYMENT CONTRACT COMPENSATION SURVEY OR STUDY FORM 990 OF OTHER ORGANIZATIONS APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE PART I, LINES 4A-B SEVERENCE: J. KNOX SINGLETON $63,000 MARK STAUDER $224,611 RICHARD MAGENHEIMER $1,428,789 JAMES SANTRY $86,371 RUSSELL MOHAWK $411,629 MARSHALL RUFFIN $495,559 ROBERT GRASTY $210,100 TRICIA NGUYEN $134,856 SEVERANCE AMOUNTS WERE PAID WITHIN 24 MONTHS AFTER SEPARATION FROM SERVICE. SERP PLAN PAYMENTS: RICHARD MAGENHEIMER - $108,398 MARK STAUDER - $571,942 JAMES SANTRY - $73,389 ANNE RIEGER - $11,186 LORING FLINT - $211,246 JOHN GAUL - $82,771 THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP PLAN) IS A NONQUALIFIED RETIREMENT PLAN. EMPLOYEES ELIGIBLE TO PARTICIPATE ARE EXECUTIVE DIRECTORS, ASSISTANT VICE PRESIDENTS, VICE PRESIDENTS, SENIOR VICE PRESIDENTS, EXECUTIVE VICE PRESIDENTS, CFO, COO, AND CEO. EACH YEAR, A CERTAIN PERCENTAGE OF EACH PARTICIPANT'S BASE SALARY IS CONTRIBUTED TO THE SERP PLAN. THIS AMOUNT RANGES FROM 5% TO 20%, DEPENDING ON POSITION. AFTER THREE YEARS OF CONTINUOUS PARTICIPATION, PARTICIPANTS VEST IN 50% OF THEIR BALANCE AT THAT TIME AND ARE PAID OUT THE VESTED BALANCE AS A TAXABLE EVENT. AFTER A TOTAL OF SIX YEARS PARTICIPATION AND AFTER ATTAINING AGE 45, PARTICIPANTS ARE 100% VESTED AND ARE PAID OUT THEIR REMAINING BALANCE AS A TAXABLE EVENT. VESTING THEN REVERTS TO A THREE-YEAR ROLLING SCHEDULE UNTIL YEAR 12. THEREAFTER, THE ANNUAL CONTRIBUTION IS PAID OUT TO THE PARTICIPANT EACH YEAR AS A TAXABLE EVENT. X 22 11788 MARKET VALUE X 24245 RESALE VALUE X 422035 RESALE VALUE X 31 8115162 MARKET QUOTE X 16 2075 MARKET VALUE X 64 19479 MARKET VALUE X VACATION PACKAGE 47 98603 MARKET VALUE X GIFT CERTIFICATES 242 91293 MARKET VALUE X EVENT TICKETS 51 17236 MARKET VALUE 0 1 0 PART V, QUESTION 1A AND 2A - NUMBER OF 1099S AND EMPLOYEES THE ORGANIZATION FILES ITS FORM 1099S UNDER A SUBSIDIARY ENTITY AND DOES NOT REPORT ANY EMPLOYEE COMPENSATION UNDER ITS OWN EIN. THE ORGANIZATION FALLS UNDER A MASTER PAY AGENT AND DOES NOT FILE ANY PAYROLL RETURNS UNDER ITS OWN EIN, HOWEVER ALL REQUIRED RETURNS HAVE BEEN FILED ON TIME. FORM 990, PART VI, SECTION A, LINE 1 WITH THE EXCEPTION OF THE DUTIES AND RESPONSIBILITIES THAT ARE RESERVED TO THE BOARD OF TRUSTEES AS REQUIRED BY LAW, THE EXECUTIVE COMMITTEE IS APPOINTED BY THE BOARD TO SUPPORT THE BOARD OF TRUSTEES IN THE PERFORMANCE OF ITS DUTIES AND RESPONSIBILITIES THAT ARE TIME-SENSITIVE AND MUST BE ADDRESSED BEFORE THE NEXT REGULARLY SCHEDULED MEETING OF THE FULL BOARD. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED AND PROVIDED TO THE CHIEF ACCOUNTING OFFICER AND EXTERNAL TAX CONSULTANTS FOR INITIAL REVIEW. AFTER THE REVIEW IT IS GIVEN TO THE CFO OF INOVA HEALTH SYSTEM FOR REVIEW AND COMMENT. THE FORM 990 IS PRESENTED TO THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES FOR THEIR REVIEW. UPON COMPLETION OF THE EXECUTIVE COMMITTEE REVIEW, IT IS PROVIDED TO THE FULL BOARD OF TRUSTEES. IN THIS PROCESS, THE FORM 990 HAS BEEN PROVIDED TO THE GOVERNING BOARD APPROXIMATELY TWO WEEKS PRIOR TO THE FILING OF THE RETURN. FORM 990, PART VI, SECTION B, LINE 12C YES, ANNUALLY THE ORGANIZATION DISTRIBUTES THE CONFLICT OF INTEREST POLICY TO ALL DIRECTORS, OFFICERS, TRUSTEES, AND KEY EMPLOYEES. THE ORGANIZATION REQUIRES THAT EACH DIRECTOR, OFFICER, TRUSTEE, AND KEY EMPLOYEE ACKNOWLEDGE THAT THEY HAVE READ, UNDERSTOOD, AND WILL ABIDE BY THE POLICY. EACH DIRECTOR, OFFICER, TRUSTEE, AND KEY EMPLOYEE IS REQUIRED TO COMPLETE AND SUBMIT AN ANNUAL CONFLICT OF INTEREST DISCLOSURE. THESE DISCLOSURES ARE BROAD AND REQUIRE THAT THE INDIVIDUAL LIST ANY BUSINESS RELATIONSHIPS OR PERSONAL RELATIONSHIPS WITH OTHER DIRECTORS, OFFICERS, TRUSTEES, AND KEY EMPLOYEES, AS WELL AS ANY RELATIONSHIPS WITH COMPETITORS, OR CURRENT OR POTENTIAL VENDORS OR CONTRACTORS. DISCLOSURE STATEMENTS ARE REVIEWED BY SENIOR MANAGEMENT AND ANY POTENTIAL CONFLICTS ARE DISCUSSED WITH GOVERNING BODY CHAIRMAN TO ENSURE THAT ANY MEMBER WHO MAY HAVE A CONFLICT DISCLOSES THEIR POTENTIAL CONFLICT, AND IS DISMISSED FROM RELATED DISCUSSIONS AND RECUSED FROM PARTICIPATION IN APPLICABLE DECISIONS. FORM 990, PART VI, SECTION B, LINE 15 COMPLETED BY RELATED ENTITY, IMANCO, INC.: THE COMPENSATION OF ALL SENIOR MANAGEMENT POSITIONS IS EVALUATED ANNUALLY IN LIGHT OF EACH MANAGER'S JOB CONTENT, SCOPE AND COMPLEXITY. COMPENSATION LEVELS FOR VICE PRESIDENTS AND ABOVE ARE REVIEWED BY AN INDEPENDENT EXTERNAL CONSULTANT TO ENSURE THAT REMUNERATION IS CONSISTENT WITH THE ORGANIZATION'S COMPENSATION PHILOSOPHY AND OBJECTIVES AND COMPETITIVE WITH OTHER LARGE COMPLEX HEALTH SYSTEMS. THE INDEPENDENT COMPENSATION CONSULTANT MAINTAINS NATIONAL BENCHMARK COMPENSATION DATABASES AND SURVEYS AND ALSO REVIEWS FORMS 990 OF COMPARABLE HEALTHCARE SYSTEMS TO DETERMINE MARKET LEVELS OF COMPENSATION. IN ADDITION, THE INOVA HEALTH SYSTEM'S CEO'S COMPENSATION AND CERTAIN OTHER SENIOR EXECUTIVES IS REVIEWED AND APPROVED ANNUALLY BY AN INDEPENDENT GOVERNING BOARD. THE JOB REQUIREMENTS AND COMPLEXITY OF ALL OTHER MANAGEMENT POSITIONS ARE EVALUATED ANNUALLY USING NATIONALLY RECOGNIZED THIRD PARTY SALARY SURVEYS TO ASSURE THAT THE COMPENSATION FOR SUCH POSITIONS IS CONSISTENT WITH EXTERNAL MARKET COMPENSATION COMPARISONS. SALARY RANGES ARE DEVELOPED FOR EACH MANAGEMENT POSITION CLASSIFICATION TO ENSURE THAT THE COMPENSATION LEVELS FOR THESE POSITIONS ARE CONSISTENT WITH THE ORGANIZATION'S COMPENSATION PHILOSOPHY AND OBJECTIVES AND WITH COMPETITIVE MARKET COMPARISONS. FORM 990, PART VI, SECTION C, LINE 19 INOVA HEALTH SYSTEM MAKES CERTAIN INFORMATION PUBLICLY AVAILABLE. INOVA'S CONSOLIDATED FINANCIAL STATEMENTS ARE POSTED ON THE ELECTRONIC MUNICIPAL MARKET ACCESS'S (EMMA) WEBSITE ON A QUARTERLY BASIS. INOVA'S GOVERNING DOCUMENTS ARE NOT CURRENTLY PUBLICLY AVAILABLE. WHILE THE CONFLICT OF INTEREST POLICY IS NOT SPECIFICALLY PUBLICLY DISCLOSED, INOVA'S CODE OF CONDUCT IS ON THE PUBLIC WEBSITE. SECTION III OF THE CODE OF CONDUCT DESCRIBES WHAT CAN CONSTITUTE A CONFLICT AND REQUIRES THAT POTENTIAL CONFLICTS BE REPORTED TO MANAGEMENT OR THE CHIEF COMPLIANCE OFFICER. THE CODE ALSO REFERS TO THE CONFLICT OF INTEREST POLICY WHICH IS AVAILABLE TO STAFF AND PHYSICIANS ON INOVA'S INTRANET WEBSITE. PART VIII, LINE 11B THE INNOVATION HEALTH HOLDINGS, LLC FORM K-1 DOES NOT INCLUDE THE EARNINGS FROM TWO 100% OWNED CORPORATE ENTITIES: INNOVATION HEALTH INSURANCE COMPANY INNOVATION HEALTH PLAN, INC. THE NET LOSS RELATED TO THESE TWO ENTITIES HAS BEEN RECORDED ON THIS LINE AND AS A FUND BALANCE ADJUSTMENT. FORM 990, PART IX, LINE 11G INTERNAL PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 6,291,086. MANAGEMENT AND GENERAL EXPENSES 83,786. FUNDRAISING EXPENSES 43,506. TOTAL EXPENSES 6,418,378. PHYSCIAN FEES: PROGRAM SERVICE EXPENSES 565,286. MANAGEMENT AND GENERAL EXPENSES 93,555. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 658,841. FORM 990, PART XI, LINE 9: EQUITY EARNINGS IN SUBS 9,516,425. TRANSFERS -798,603. INNOVATION PARTNERSHIP NET LOSS 27,834. INNOVATION HEALTH NET LOSS -10,381,784. PART XII, LINE 2B AND 2C - AUDITED FINANCIAL STATEMENTS THE COMPANY IS PART OF THE INOVA HEALTH SYSTEM, A NOT-FOR-PROFIT INTEGRATED HEALTH CARE DELIVERY SYSTEM SERVING NORTHERN VIRGINIA AND SURROUNDING AREAS. THE COMPANY'S FINANCIAL STATEMENTS ARE CONSOLIDATED IN THE INOVA HEALTH SYSTEM CONSOLIDATED FINANCIAL STATEMENTS. INOVA HEALTH SYSTEM IS AUDITED ON AN ANNUAL BASIS BY A "BIG FOUR" INDEPENDENT PUBLIC ACCOUNTING FIRM. IN ADDITION, THEY ARE RESPONSIBLE FOR THE ISSUANCE OF A MANAGEMENT LETTER ENCOMPASSING EACH MEMBER OF THE CONSOLIDATED GROUP. THE AUDIT AND COMPLIANCE COMMITTEE OF THE BOARD OF TRUSTEES OF INOVA HEALTH SYSTEM IS RESPONSIBLE FOR THE OVERSIGHT OF THE AUDIT, INCLUDING THE HIRING OF THE AUDIT FIRM, REVIEW AND APPROVAL OF AUDITED FINANCIAL STATEMENTS AND COMMUNICATION WITH THE EXTERNAL AUDITORS AT LEAST TWICE A YEAR WITHOUT THE PRESENCE OF INTERNAL MANAGEMENT. PART XII, LINE 3A - A-133 AUDIT THE COMPANY IS A PART OF THE INOVA HEALTH SYSTEM (IHS), A NOT-FOR-PROFIT INTEGRATED HEALTH CARE DELIVERY SYSTEM SERVING NORTHERN VIRGINIA AND SURROUNDING AREAS. IHS RECEIVES VARIOUS FEDERAL GRANTS. THESE GRANTS AND AWARDS ARE AUDITED AS PART OF THE CONSOLIDATED INOVA HEALTH SYSTEM UNIFORM GUIDANCE COMPLIANCE AUDIT. THE INOVA HEALTH SYSTEM'S FEDERAL GRANTS ARE AUDITED ON AN ANNUAL BASIS BY A "BIG FOUR" INDEPENDENT PUBLIC ACCOUNTING FIRM AND A "REPORT OF INDEPENDENT AUDITORS ON COMPLIANCE FOR EACH MAJOR PROGRAM; REPORT ON INTERNAL CONTROL OVER COMPLIANCE AND REPORT ON SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS REQUIRED BY THE UNIFORM GUIDANCE" IS ISSUED ON A CONSOLIDATED BASIS. THE AUDIT AND COMPLIANCE COMMITTEE OF THE BOARD OF TRUSTEES OF INOVA HEALTH SYSTEM IS RESPONSIBLE FOR THE OVERSIGHT OF THE UNIFORM GUIDANCE AUDIT, INCLUDING THE HIRING OF THE AUDIT FIRM, REVIEW AND APPROVAL OF AUDITED FINANCIAL STATEMENTS AND COMMUNICATIONS WITH THE EXTERNAL AUDITORS DURING THE YEAR WITHOUT THE PRESENCE OF INTERNAL MANAGEMENT. SIGNATURE PARTNERS IN HEALTH LLC 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 461392631 HEALTH INSURANCE VA 4172077 1003349 INOVA HEALTH SYSTEM FOUNDATION INOVA VNA HOME CARE 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 541277164 HOME CARE SERVICES VA 501(C)(3) 10 INOVA HEALTH CARE SERVICES 1 INOVA HEALTH CARE SERVICES 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 540620889 HOSPTIAL SYSTEM VA 501(C)(3) 3 INOVA HEALTH SYSTEM FOUNDATION 1 IMANCO INC 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 541340725 PAYROLL CORPORATION VA 501(C)(3) 12, I INOVA HEALTH SYSTEM FOUNDATION 1 INOVA HEALTH PLAN LLC 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 201581237 HMO VA 501(C)(3) 10 INOVA HEALTH CARE SERVICES 1 ALEXANDRIA HOSPITAL FOUNDATION 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 510241913 FUNDRAISING VA 501(C)(3) 12, I INOVA HEALTH CARE SERVICES 1 LOUDOUN HOSPITAL CENTER 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 540525802 HOSPITAL VA 501(C)(3) 3 INOVA HEALTH SYSTEM FOUNDATION 1 LOUDOUN NURSING AND REHABILITATION CENTER 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 541361310 REHABILITATION SERVICES VA 501(C)(3) 10 LOUDOUN HOSPITAL CENTER 1 LOUDOUN HEALTHCARE FOUNDATION 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 542011240 FUNDRAISING VA 501(C)(3) 12, I LOUDOUN HOSPITAL CENTER 1 INNOVATION HEALTH HOLDINGS LLC 151 FARMINGTON AVENUE RT21 HARTFORD CT 06156 455527797 HEALTH INSURANCE CT N/A RELATED -78720 63219233 0 1 0.50000 INOVA HOLDINGS INC 8110 GATEHOUSE ROAD SUITE 400W FALLS CHURCH VA 22042 510332880 MEDICAL EQUIPMENT VA INOVA HEALTH SYSTEM FOUNDATION C 66400339 59754820 1.00000 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 INOVA HEALTH CARE SERVICES R 46187 INTERCOMPANY BALANCE ALEXANDRIA HOSPITAL FOUNDATION R 1013330 INTERCOMPANY BALANCE LOUDOUN HOSPITAL CENTER R 11290701 INTERCOMPANY BALANCE LOUDOUN NURSING AND REHABILITATION CENTER S 472918 INTERCOMPANY BALANCE LOUDOUN HEALTHCARE FOUNDATION S 1339136 INTERCOMPANY BALANCE INOVA HEALTH PLAN LLC S 11171136 INTERCOMPANY BALANCE INOVA VNA HOME CARE S 28338488 INTERCOMPANY BALANCE IMANCO INC S 436852 INTERCOMPANY BALANCE INOVA HEALTH CARE SERVICES B 16033580 GENERAL LEDGER