2017-05-15T12:44:59-05:00 2016-06-30 990 2015-07-01 251441960 Nixsar Corporation NIXS 7242824429 One Hospital Way Butler PA 160014670 Anne B Krebs Vice President of Finance 7242824429 2017-05-15 2015 2021-01-29 14:40:06Z Kenneth P DeFurio One Hospital Way Butler PA 16001 911545 0 X www.butlerhealthsystem.org X 1983 PA Support Butler Health System and its subsidiaries that includes Butler Healthcare Providers by owning and leasing real estate assets. 3 0 0 0 0 0 0 0 380327 911396 7 149 0 0 380334 911545 0 0 0 0 0 0 0 0 0 1019736 2158023 1019736 2158023 -639402 -1246478 21291523 28868800 2805377 329132 18486146 28539668 Support Butler Health System and its subsidiaries that includes Butler Healthcare Providers by owning and leasing real estate assets. 0 0 2158023 911396 Owns and leases medical office buildings and other real estate to support Butler Health System and its subsidiaries. 2158023 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 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 0 0 0 1 0 0 0 1 9 0 0 0 0 0 0 0 0 0 0 0 0 X 3 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 PA X X Anne Krebs 7242844429 One Hospital Way Butler PA 16001 Kenneth P DeFurio President & CEO 1.00 61.00 X X 0 730033 217864 Anne B Krebs Chief Financial Officer 1.00 54.00 X X 0 386041 81932 Paula Hooper Esq Corporate Secretary 1.00 55.00 X X 0 374639 63703 0 1490713 363499 0 0 1 0 Turner Construction 1133 Penn Avenue Suite 300 Pittsburgh PA 15222 Construction 8257460 Ritter Project Mgmt Inc 1448 Mt Baker Highway Bellingham WA 98226 Project Management 296389 Signinnovation 514 German Street Butler PA 16037 Signs 180339 Design Group 515 E Main Street Columbus OH 43215 Architect Services 133762 Quality Services Inc 559 Rodi Road Pittsburgh PA 15235 Cleaning Services 104927 5 Building Rental 531120 911396 911396 911396 149 149 911545 911396 0 149 779808 779808 1378215 1378215 2158023 2158023 0 0 581008 1517414 33688 79270 6780 5374 33518064 6251322 20670047 27266742 21291523 28868800 2805377 329132 2805377 329132 X 18486146 28539668 18486146 28539668 21291523 28868800 X -1246478 11300000 X X 0 1 X 1 0 X X 1 Butler Healthcare Providers 250965274 3 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Schedule A, Page 5, Section C, Line 1 Butler Health System, a related non profit organization, has the power to appoint the board of trustees for NixSar and Butler Healthcare Providers. All corporations are exempt organizations under section 501(c)(3). 1315234 1315234 17551582 4464471 13087111 11037007 1404582 9632425 3614241 382269 3231972 27266742 0 1 0 0 0 0 0 0 0 Kenneth P DeFurio President & CEO 0 524020 0 160655 0 45358 0 176114 0 41750 0 947897 0 0 Anne B Krebs Chief Financial Officer 0 294509 0 73263 0 18269 0 52749 0 29183 0 467973 0 0 Paula Hooper Esq Corporate Secretary 0 284007 0 72509 0 18123 0 24702 0 39001 0 438342 0 0 Part I, Line 3 The CEO is paid by Butler Healthcare Providers, a nonprofit related corporation. Butler Healthcare providers uses the following methods to establish compensation for the CEO: compensation committee, independent compensation consultant, Form 990 of other organizations, compensation survey or study, independent legal review, and approval by the board and board compensation committee. Part I, Line 4b All of the benefits listed hereunder are also reported on the 990 for Butler Healthcare Providers. No additional payments are made by Nixsar Corporation. 4(b) Butler Healthcare Providers, a releated organization utilizes a Supplemental Executive Retirement Program (SERP) to recruit and retain leadership talent. Vesting periods are 5 and 10 years, for all executives, with the exception of the President/CEO, at age 65. The third vesting period for the President/CEO is age 60. Eligible executives receive distributions upon reaching the vesting periods. All contributions to the SERP have been reported previously and are reported annually. The annual accrual amounts for calender year 2015 were: Kenneth P DeFurio, 153,158; Anne B Krebs 35,166; Paula L Hooper 20,302. Form 990, Part VI, Section A, line 6 Per the By-Laws of the organization, the organization shall have one corporate member, Butler Health System, Inc. There shall be no other members. Form 990, Part VI, Section A, line 7a Butler Health System, Inc., the corporate member of the organization, appoints the members of the Board of Trustees. Form 990, Part VI, Section A, line 7b As per the By-Laws of the organization, the subject matters of the powers reserved to the Member are as follows: a. The number of Trustees that will comprise the Board. b. The election of Trustees. c. The removal of any Trustee for cause from the Corporation's Board of Trustees and approval of the replacement of any such removed Trustee for the unexpired portion of the term. d. The election, re-election, appointment and reappointment of all Officers of the Board. e. The amendment, revision, or restatement of the Corporation's Articles of Incorporation and/or By-Laws. f. The adoption or change in the mission, purpose, philosophy or objectives of the Corporation. g. The change in the general structure of the Corporation as a voluntary, nonprofit corporation. h. The dissolution, division, conversion or liquidation of the Corporation, the consolidation or merger of the Corporation with another corporation or entity, or the acquisition of substantially all of the assets of another corporation or entity, subject to the provision of the Articles of Incorporation. i. The Corporation's borrowing of money, issuance of indebtedness and/or incurrence of guarantees, whether in a single transaction or a series of related transactions, whether or not such borrowings or guarantees are to be secured by a mortgage, pledge or other lien on the Corporation's current or future real property, personal property or endowment funds. j. Approval of the annual capital and operating budgets of the Corporation and any amendments thereto. k. Approval of any charitable donation by the Corporation, other than to the Member or any nonprofit entity in which the Member is a sole member, in an amount exceeding $15,000 or in an amount exceeding $150,000 in the aggregate during any one fiscal year. l. Approval of any transfer other than charitable donations of the Corporation's assets unless specifically authorized in the Corporation's approved budgets. m. Approval of change of membership or voting rights of the Member. Form 990, Part VI, Section B, line 11 The completed Form 990 was reviewed by the Chief Financial Officer and an outside independent public accounting firm. Relevant sections were reviewed by the Vice President and General Counsel. After these reviews, but prior to filing, the full Board of Trustees were notified that the completed Form 990 was available for review on the Boards secure website. Form 990, Part VI, Section B, line 12c The responses to the conflict of interest disclosure form are collected and review annually by General Counsel, who then reviews the same with the Audit and Compliance Committee of the Board of Trustees. Conflict of Interest disclosure forms are completed by all trustees, officers, committee members as well as the executive team. In the event a relationship results in a potential conflict for an issue being discussed by the Board, the trustee recues himself/herself from the discussion and vote. The recusal is documented in the minutes. The Vice President and General Counsel attends all board meetings and ensures that any needed recusals occur. Form 990, Part VI, Section B, line 15 NixSar does not have employees and does not pay salaries. Compensation and benefits that are reported are recorded on the books of Butler Healthcare Providers (BMH), a related nonprofit corporation Butler Health System Executive Compensation Philosophy and Process The Board of Trustees recognizes the great challenges and difficulties that healthcare executives face, particularly in the current era of national and state healthcare reform. In addition, the Pittsburgh regional market is highly competitive and changing rapidly. The Board competes for and seeks executive talent on a national basis. It engages expert compensation consultants, utilizing national comparative data to guide the determination of competitive, appropriate levels of compensation. The total compensation program for executives consists of cash compensation and benefits. Factors taken into consideration in determining compensation for executives include: actual performance and effectiveness, market demand and competition for similar positions, experience and tenure in similar positions. Based on these and other pertinent criteria. BHS executive compensation generally will not exceed the 75th percentile of the market. Exceptions to this may be subject to review and recommendation by the Compensation Committee, which in turn is subject to review and approval by the Board of Trustees. Exception must be supported by organizational and /or individual performance, or a retention/recruitment circumstance that warrants such compensation. The Compensation Committee consists exclusively of independent individuals with no real or perceived conflicts of interest in recommending executive compensation guidelines and levels. While benefits are accounted for in Schedule J, actual "take home" pay to the employees typically consists only of base salary, and incentive award earned, if any. Applicable taxes or other withholdings are deducted. Annual increases in base pay, if any, are based on competitive market trends from the comparison group. Supplemental retirement benefits are used as a vehicle for executive recruitment and retention with appropriate vesting periods. The Board of Trustees reviews and approves executive compensation in its entirety, including the use of "tally sheets", which disclose 100% executive compensation. The Board of Trustees engages external compensation and legal expertise to assure reasonableness of executive compensation levels. Form 990, Part VI, Section C, line 19 Bylaws, Articles of Incorporation and the Conflict of Interest Policy are posted on the website. Form 990, Part XI, line 9: Transfer (to) from Affiliates 11,300,000. Form 990, Part XII, Line 2c: Line XII, Line 2c: The organization has not changed its overview or selection process regarding the audit during the current year. Butler Health System One Hospital Way Butler PA 16001 251441855 Healthcare delivery system PA 501(c)(3) Line 3 0 Butler Healthcare Providers DBA Butler Memorial Hospital One Hospital Way Butler PA 160014670 250965274 Acute Care Hospital PA 501(c)(3) Line 3 Butler Health System 0 Butler Medical Providers One Hospital Way Butler PA 160014670 251441961 Physician Practices PA 501(c)(3) Line 3 Butler Health System 0 Butler Health System Foundation One Hospital Way Butler PA 160014670 261543883 Fundraising on behalf of Butler Health System PA 501(c)(3) Line 11a, I Butler Health System 0 Butler Imaging and Interventional Assoc One Hospital Way Butler PA 16001 264263364 Imaging and Interventional PA 501(c)(3) Line 3 Butler Medical Providers 0 BHS Nallathambi Medical Associates One Hospital Way Butler PA 16001 264746949 Physician Practices PA 501 (c) (3) Line 3 Butler Medical Providers 0 BHS - Dermatology Associates One Hospital Way Butler PA 16001 800929620 Dermatology Physician Practice PA 501 (c) (3) Line 3 Butler Medical Providers 0 BHS - Seneca Medical Center LLC One Hospital Way Butler PA 16001 464444529 Primary Care Practice PA 501 (c) (3) Line 3 Butler Medical Providers 0 Butler Health System Provider Hospital Organization One Hospital Way Butler PA 16001 474212217 Provider Hospital Organization PA 501 (c) (3) Line 3 Butler Heathcare Providers 0 Butler Ambulatory Surgery Center 102 Technology Drive Butler PA 16001 061728190 Surgery Center PA N/A BHS FasterCare One Hospital Way Butler PA 16001 271961562 Urgent Care PA N/A PCA of Butler PC 480 East Jefferson Street Butler PA 16001 251351445 Physician office practice PA N/A C 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 1