2017-11-14T13:44:22-06:00 2016-12-31 ERNST & YOUNG US LLP 800 YARD ST 200 GRANDVIEW HTS OH 43212 990 2016-01-01 311224064 UVMC Nursing Care Inc % J MICHAEL SIMS UVMC 9374499942 110 N MAIN ST 500 DAYTON OH 45402 TIMOTHY D SNIDER Treasurer & CFO 9374999942 2017-11-07 true DIANE L BEAN P00104972 6142245678 108.206.163.59 31499120173185000017 2017-11-14 P 582F47EFACDD6166E52205D1FBFEA2601660FA18 582F47EFACDD6166E52205D1FBFEA2601660FA18 2016 2017-02-10 21:41:12Z REBECCA RICE 3130 N COUNTY ROAD 25A TROY OH 45373 20374117 false X WWW.PREMIERHEALTH.COM X 1987 OH TO PROVIDE SKILLED NURSING AND REHABILITATIVE SERVICES. 6 5 0 6 0 0 0 18784893 20091481 45217 149848 239149 132788 19069259 20374117 0 0 0 0 0 0 0 0 0 18352894 19061006 18352894 19061006 716365 1313111 18499330 20050080 11324621 11705671 7174709 8344409 X SEE SCHEDULE O false false 16642927 0 19206392 Nursing Homes - See schedule O 1155800 0 885089 Retirement Community - See schedule O 17798727 true false false false false false false false true false true false false false true 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 false true true true false false true 47 0 true 0 false false false false false false false false false false X 6 5 false true false 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 X ARTHUR R DISBROW Board Chair 0.5 2.0 X X 0 0 0 CRAIG C BUNDSCHUH SEC(TO JAN)/TRUSTEE(FROM JAN) 0.5 2.0 X X 0 0 0 REBECCA A RICE UPPER VALLEY MED CTR PRES& CEO 0.5 39.5 X X 0 511177 54827 WILLIAM E LUKENS TRUSTEE 0.5 2.0 X 0 0 0 DOUGLAS R MURRAY TRUSTEE 0.5 1.5 X 0 0 0 PETER E NIMS MD TRUSTEE 0.5 1.5 X 0 0 0 TIMOTHY D SNIDER - SEE SCH O TREASURER & CFO 0.5 19.5 X 0 267607 40198 BENJAMIN A WATSON RECORDING SECRETARY 0.5 2.0 X 0 0 0 0 778784 95025 0 false true false ADCARE HEALTH SYSTEM 454 SATELLITE BLVD NW SUWANEE GA 30024 MANAGEMENT SERVICES 10441058 CONCEPT REHAB 7150 GRANITE CIR TOLEDO OH 43617 THERAPY SERVICES 1789203 REMEDI SENIOR CARE PO BOX 75744 BALTIMORE MD 21275 SENIOR CARE 693232 3 0 NET PATIENT REVENUE (NURSING HOMES) 623000 19206392 19206392 RETIREMENT COMMUNITY FEES 531390 885089 885089 20091481 149848 149848 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 BEAUTY SHOP 812900 31409 31409 TRANSPORTATION 485000 1215 1215 MEDICAL RECORDS 900099 653 653 99511 99511 132788 20374117 20091481 282636 0 0 0 0 0 0 0 0 0 0 933930 851464 82466 24020 21899 2121 5789 5789 0 0 11990 11990 1958748 1958748 54872 54872 301384 274772 26612 0 0 729320 664921 64399 20191 18408 1783 0 0 0 0 689103 628255 60848 44423 40500 3923 PURCHASED PERSONNEL 10285705 9377477 908228 BED OCCUPANCY TAX 1116033 1116033 OPERATING SUPPLIES 1819587 1819587 PURCHASED SERVICES 1015622 925943 89679 50289 45848 4441 19061006 17798727 1262279 0 6250 6250 2068442 2637094 0 0 1709127 2222703 0 0 0 0 0 0 0 0 114184 200163 24419766 17380152 7200103 7039614 7401224 7944256 0 0 0 0 0 0 0 0 18499330 20050080 1611607 1630879 0 0 1385098 1730646 0 0 101605 118303 0 0 0 0 0 0 8226311 8225843 11324621 11705671 X 7174709 8344409 0 0 0 0 7174709 8344409 18499330 20050080 1313111 -143411 X false true X true false X 0 0 0 0 0 0 20287869 20069554 19124035 18784893 20091481 98357832 152638 187449 149603 239149 132788 861627 0 0 20440507 20257003 19273638 19024042 20224269 99219459 0 0 0 99219459 343621 53667 40222 45217 149848 632575 0 343621 53667 40222 45217 149848 632575 0 0 20784128 20310670 19313860 19069259 20374117 99852034 0.99367 0.99291 0.00634 0.00709 X false true X 641407 641407 17369139 12255099 5114040 6293595 5125053 1168542 115595 115625 7039614 0 REFUNDABLE FEES 8029725 DUE TO AFFILIATES 145545 DUE TO THIRD PARTIES 50573 8225843 X SCHEDULE D, 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. SCHEDULE D, PART X, LINE 2: THE FOLLOWING FOOTNOTE IS SUMMARIZED FROM THE AUDITED COMBINED FINANCIAL STATEMENTS FOR PREMIER HEALTH AND AFFILIATES. UVMC IS THE PARENT ORGANIZATION OF UPPER VALLEY NURSING CARE. PREMIER HEALTH (PREMIER), MEDAMERICA HEALTH SYSTEMS (MAHS), SAMARITAN HEALTH PARTNERS (SHP), ATRIUM HEALTH SYSTEM (AHS), AND UVMC have been determined by the Internal Revenue Service to be tax-exempt nonprofit corporations and public charities under Sections 501(c)(3) and 509(a), respectively, of the Internal Revenue Code. As tax-exempt organizations, their income is exempt from federal income tax except to the extent of any unrelated business activities. PREMIER, SHP, AND UVMC ALSO OWN OR CONTROL CERTAIN SUBSIDIARIES, WHICH ARE FOR PROFIT CORPORATIONS SUBJECT TO FEDERAL INCOME TAXES. Taxes payable at December 31, 2016 and 2015, for such unrelated business activities are not significant. Management annually reviews the tax positions and has determined that there are no material uncertain tax positions. X X X X false true false false false false false false false REBECCA A RICE UPPER VALLEY MED CTR PRES& CEO 0 317890 0 161267 0 32020 0 40939 0 13888 0 566004 0 0 TIMOTHY D SNIDER - SEE SCH O TREASURER & CFO 0 198405 0 68205 0 997 0 14231 0 25967 0 307805 0 0 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, UVMC NURSING CARE, INC. (UVMCN) AND ITS AFFILIATED ORGANIZATIONS COMPENSATE FOR THIS LIMITATION AND SUPPLEMENT THE AFFECTED EXECUTIVES' QUALIFIED PENSION THROUGH CERTAIN NONQUALIFIED PLANS. UVMCN 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 2016. THE INDIVIDUAL LISTED BELOW HAS MET THE MULTI-YEAR VESTING REQUIREMENT UNDER THE SERP AND RECEIVED THE ASSOCIATED PAYMENT IN 2016: REBECCA A. RICE $6,314. In addition, the following SERP amount was deferred on the participant's behalf during the year and will be held until the incremental amount is vested and paid to the SERP participant: Rebecca Rice $9,476. 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 II, Line 2: Timothy Snider serves as an officer for both Upper Valley Medical Center and another unrelated hospital. However, 100% of his compensation is paid by Upper Valley Medical Center. Mr. Snider spends approximately one-half of his working hours at each Hospital. The compensation reported on Part VII & Schedule J, Part II includes all of his reportable compensation, even though Upper Valley Medical Center is reimbursed by the unrelated hospital for his time spent at that institution. PART III, LINE 1: UVMC NURSING CARE, INC., AS A SUBSIDIARY OF UVMC, SERVES AN INTEGRAL PART IN ACHIEVING UVMC'S MISSION: UVMC WILL STRIVE TO PROVIDE QUALITY CARE THAT UPHOLDS THE DIGNITY OF ALL INDIVIDUALS. CARE WILL BE GIVEN IN A HOLISTIC MANNER WITHOUT REGARD TO RACE, RELIGION, CREED, NATIONAL ORIGIN, OR SOCIAL STATUS. OUR HEALTH CARE DELIVERY SYSTEM IS STRUCTURED TO OPTIMIZE THE DELIVERY OF SAFE, EFFICIENT, AND COST-EFFECTIVE HEALTH CARE. PART III, LINE 4A & 4B: THE PRIMARY EXEMPT PURPOSE OF UVMC NURSING CARE, INC. 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, UVMC NURSING CARE, INC. 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 2016 WERE: KOESTER PAVILION 43,285 SPRINGMEADE 33,410 TOTAL 76,695 THE 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. EXPENSES ASSOCIATED WITH LONG-TERM CARE ARE REPORTED ON FORM 990, PART III, LINE 4A. 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 STRUCTURES 2) YEAR ROUND INTERIOR AND EXTERIOR MAINTENANCE AND GROUNDS KEEPING 3) SPRINGMEADE SPONSORED SPECIAL EVENTS AND SOCIAL FUNCTIONS 4) ELECTRONIC CONTACT SYSTEM THAT PROVIDES NOTIFICATION FOR RAPID RESPONSE TO HEALTH EMERGENCIES. EXPENSES ASSOCIATED WITH THE RETIREMENT COMMUNITY ARE REPORTED ON FORM 990, PART III, LINE 4B. PART V, QUESTION 2A: UVMC NURSING CARE, INC. 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. PART VI, SECTION A, QUESTION 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. PART VI, SECTION A, QUESTION 6: UVMC IS THE SOLE CORPORATE MEMBER OF UVMC NURSING CARE, INC., AND AS SUCH, HAS SOLE AUTHORITY TO ELECT THE BOARD OF TRUSTEES OF THE ORGANIZATION. PART VI, SECTION A, QUESTION 7A: UVMC HAS THE SOLE AUTHORITY TO ELECT THE BOARD OF TRUSTEES FOR UVMC NURSING CARE, INC. PART VI, SECTION A, QUESTION 7B: PREMIER HEALTH (PREMIER) AS THE OPERATOR OF UVMC NURSING CARE, INC. (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 PREMIER'S ACTIVITIES. PART VI, SECTION B, QUESTION 11B: THIS 990 TAX RETURN AND ATTACHED SCHEDULES (THE RETURN) ARE PREPARED BY A STAFF MEMBER IN THE TAX DEPARTMENT OF PREMIER HEALTH (PREMIER), OF WHICH UVMC (THE PARENT OF UVMC NURSING CARE, INC.) IS AN AFFILIATE. 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 TAX RETURN IS ALSO SHARED WITH THE AUDIT COMMITTEE OF PREMIER. PART VI, SECTION B, QUESTION 12C: PREMIER HEALTH (PREMIER), OF WHICH UVMC (THE PARENT OF UVMC NURSING CARE, INC.) IS AN AFFILIATE, REQUIRES ALL BOARD MEMBERS, OFFICERS, EXECUTIVE DIRECTORS, VICE PRESIDENTS, DIRECTORS, PURCHASING DEPARTMENT STAFF, AUTHORIZED PURCHASERS, MEDICAL DIRECTORS, DEPARTMENT AND SECTIONS CHAIRS, 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 TAX RETURN. PART VI, SECTION B, QUESTION 15A AND 15B: COMPENSATION TO UVMC'S (THE PARENT OF UVMC NURSING CARE, INC.) CEO IS REVIEWED AND APPROVED BY PREMIER HEALTH (PREMIER), WITH WHICH UVMC 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 STRATEGY OFFICER, CHIEF INTEGRATION 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. PART VI, SECTION C, QUESTION 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 ON THE COMPANY WEBSITE. Part VII, Line 1A, item 7: Timothy Snider serves as an officer for both Upper Valley Medical Center and another unrelated hospital. However, 100% of his compensation is paid by Upper Valley Medical Center. Mr. Snider spends approximately one-half of his working hours at each Hospital. The compensation reported on Part VII & Schedule J, Part II includes all of his reportable compensation, even though Upper Valley Medical Center is reimbursed by the unrelated hospital for his time spent at that institution. PART IX, LINE 11G: THERAPY SERVICES $ 1,812,733 MEDICAL DIRECTOR FEES 54,600 PATIENT TRANSPORTATION 52,278 OTHER CONTRACTED SERVICES 24,021 BANK FEES 15,116 TOTAL FEES FOR SERVICES-OTHER $ 1,958,748 Upper Valley Medical Center 110 N MAIN ST SUITE 500 DAYTON OH 45402 310537095 Hospital OH 501(C)(3) 3 UVMC true Upper Valley Professional Corp (UVPC) 110 N MAIN ST SUITE 500 DAYTON OH 45402 311400963 Health Care OH 501(C)(3) 10 UVMC true UVPC Specialists 110 N MAIN ST SUITE 500 DAYTON OH 45402 203687536 Health Care OH 501(C)(3) 10 UVPC true UVMC 110 N MAIN ST SUITE 500 DAYTON OH 45402 341850683 Parent OH 501(C)(3) 12C III FI NA false UVMC Management Corporation 110 N MAIN ST 500 DAYTON OH 45402 311360489 MGT Company OH UVMC C Corp. 0 0 true After Hours Family Care Inc 31 Stanfield Troy OH 45373 311269483 Healthcare OH UVPC C Corp. 0 0 true false false false false false false false false false false false false false false false true false false false UPPER VALLEY MEDICAL CENTER P 55532 FMV