2017-05-11T11:22:07-05:00 2016-06-30 KPMG LLP 55 SECOND STREET SUITE 1400 SAN FRANCISCO CA 94105 990 2015-07-01 462037641 Dignity Health Foundation % MARYLEE MADDEN-BOST DIGN 4154385500 185 Berry Street Suite 300 San Francisco CA 94107 NANCY BUSSANI SECRETARY 4154385500 2017-05-02 true VALERIE J BALL P00178114 4159635100 2017-05-11 2015 2021-01-29 14:40:06Z NANCY BUSSANI 185 Berry Street 300 San Francisco CA 94107 2871017 false X www.dignityhealthfoundation.org X 2013 CA TO PROVIDE FINANCIAL ASSISTANCE AND SUPPORTING SERVICES FOR DIGNITY HEALTH. 11 8 0 7 0 1432180 2768044 0 0 3987 6547 0 -449707 1436167 2324884 175489 259014 0 0 0 0 0 0 605706 787237 980372 962726 1239386 473441 1085498 1145244 2231795 101737 0 1043507 2231795 X DIGNITY HEALTH FOUNDATION SERVES AS A SUPPORTING ORGANIZATION TO DIGNITY HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION RECOGNIZED AS A TAX-EXEMPT CHARITABLE ORGANIZATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (THE "CODE"). THE FOUNDATION PROVIDES FUNDRAISING SUPPORT AND SERVICES SYSTEM-WIDE TO DIGNITY HEALTH AND ITS NETWORK OF HOSPITALS, WHILE STREAMLINING ADMINISTRATIVE COSTS THROUGH INCREASED OPERATIONAL EFFICIENCY. THE FOUNDATION PROVIDES FOCUSED PHILANTHROPIC SUPPORT TO DRIVE INNOVATION AT DIGNITY HEALTH, IMPROVE CLINICAL OUTCOMES, GROW ACCESS TO CARE, AND ENABLE DIGNITY HEALTH TO SERVE MORE PEOPLE. false false 308124 259014 0 DIGNITY HEALTH FOUNDATION IS AN IRC SEC 509(A)3 SUPPORTING ORGANIZATION TO DIGNITY HEALTH. AS A SUPPORTING ORGANIZATION, THE FOUNDATION OPERATES EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM THE FUNCTION OF, OR TO CARRY OUT THE EXEMPT PURPOSES OF DIGNITY HEALTH. THE FOUNDATION PROVIDES SUPPORT TO DIGNITY HEALTH BY CARRYING OUT DIGNITY HEALTH'S EXEMPT PURPOSE OF ADVANCING HEALTHCARE BY SEEKING PHILANTHROPIC GRANTS AND CONTRIBUTIONS FROM ORGANIZATIONS AND INDIVIDUALS THAT ADVANCE HEALTHCARE SYSTEM-WIDE TO DIGNITY HEALTH. 308124 true true false true false false false false false true false false false true false true false true false false false false false false true false false true false true false false false false false false false false false false false false false true false false false true X 0 0 0 false false false false false true true false false false false X 11 8 false false false false true true true true true false false true true true true true true false false false CA X MARYLEE MADDEN-BOST 6023072520 3033 NORTH 3RD AVENUE PHOENIX AZ 85013 Willie Brown Jr Board Member 1.0 0.0 X 0 0 0 John de Souza Board Member 1.0 0.0 X 0 0 0 Melissa Dyrdahl Board Member 1.0 0.0 X 0 0 0 Amir Mashkoori Board Member 1.0 0.0 X 0 0 0 Bernita McTernan Board Member (thru 11/2015) 1.0 40.0 X 0 7115036 194139 Anita Pramoda Board Member 1.0 0.0 X 0 0 0 Lisa Suennen Board Member 1.0 0.0 X 0 0 0 Geetha Vallabheneni Board Member 1.0 0.0 X 0 0 0 Nancy Bussani Secretary 32.0 8.0 X X 0 395239 76171 Lloyd H Dean Ex-officio Member/President 1.0 40.0 X X 0 7058864 1214434 Fred Najjar Treasurer 1.0 40.0 X X 0 668647 85141 Jed York Chairman 2.0 0.0 X X 0 0 0 0 15237786 1569885 0 false true false 0 X 794080 1504975 468989 4100 2768044 0 5974 5974 0 0 0 0 0 10674 10101 573 573 573 86325 794080 536032 -449707 -449707 0 0 0 2324884 -443160 X 259014 259014 0 0 0 0 0 0 0 0 0 0 1706 1706 0 16 16 0 137 137 887526 49110 301675 536741 41734 0 300 41434 26386 2309 24077 371 371 0 0 15691 15608 83 0 0 0 0 0 0 DUES & SUBSCRIPTIONS 6628 0 3628 3000 LICENSES AND TAXES 150 0 150 0 OTHER EXPENSES 27 0 27 0 1239386 308124 325556 605706 X 0 0 401981 1825320 72096 103455 0 0 0 0 0 0 0 0 0 0 0 35397 0 671167 104063 0 43327 0 0 0 0 0 120233 1145244 2231795 1615 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 100122 0 101737 0 X 325052 1186623 597300 920172 121155 125000 1043507 2231795 1145244 2231795 1085498 -3026 105880 -64 X false true X true false X X X 1 DIGNITY HEALTH 941196203 3 true 259014 980372 1 259014 980372 true false false false false false false false false false false false false false false true false SCHEDULE A, PART I, LINE 11g THE FOUNDATION PROVIDED OR PURCHASED FOR THE BENEFIT OF DIGNITY HEALTH, VARIOUS SERVICES, FACILITIES AND GOODS. SEE FORM 990, PART IX FOR FURTHER DETAILS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false false false false false false false false true 16 16 false SCH C, PART II-B, LINE I LOBBYING PORTION FOR ANNUAL MEMBERSHIP DUES: ASSOCIATION FOR HEALTHCARE PHILANTHROPY; $16. 124915 3845 -1189 127571 28184 96155 576 124915 24707 3477 28184 25000 -293 24707 0.00000 0.97000 0.03000 false false DUE FROM RELATED PARTIES 120233 120233 0 0 X SCHD D, PART V, LINE 4 TO FUND STUDENT SCHOLARSHIPS FOR UNIVERSITY OF CALIFORNIA STUDENTS WORKING AS RESIDENTS OR INTERNS WITHIN THE DIGNITY HEALTH SYSTEM, AND TO SUPPORT COMMUNITY HEALTH PROGRAMS IN UNDERSERVED COMMUNITIES. SCHD D, PART X, LINE 2 - FIN 48 (ASC 740) FOOTNOTE DIGNITY HEALTH REVIEWS ITS TAX POSITIONS ANNUALLY AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS. Gala 880405 794080 86325 4100 28300 161411 20310 321911 NONE 0 0 0 0 0 880405 794080 86325 4100 28300 161411 20310 321911 536032 -449707 true DIGNITY HEALTH 185 BERRY STREET SUITE 300 SAN FRANCISCO CA 94107 941196203 501(C)(3) 259014 N/A N/A HOSPITAL SUPPORT 1 0 SCHEDULE I, PART I, LINE 2 AS A SEC. 509(A)(3) SUPPORTING ORGANIZATION, THE FOUNDATION OPERATES EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM THE FUNCTION OF, OR TO CARRY OUT THE EXEMPT PURPOSES OF THE GRANTEE LISTED IN PART II, ITEM 1 (DIGNITY HEALTH), WHICH INCLUDES MAKING PAYMENTS DIRECTLY TO THE BENEFICIARY ORGANIZATION. false true false false false false false false false Bernita McTernan Board Member (thru 11/2015) 0 462339 0 1088080 0 5564617 0 122434 0 71705 0 7309175 0 5431331 Nancy Bussani Secretary 0 258641 0 134249 0 2349 0 28681 0 47490 0 471410 0 0 Lloyd H Dean Ex-officio Member/President 0 1661119 0 4779900 0 617845 0 1118725 0 95709 0 8273298 0 572831 Fred Najjar Treasurer 0 328421 0 309757 0 30469 0 53567 0 31574 0 753788 0 0 PART I, LINE 3 THE ORGANIZATION RELIED ON A RELATED ORGANIZATION, DIGNITY HEALTH, THAT USED ONE OR MORE OF THE METHODS DESCRIBED IN SCHEDULE J, PART I, LINE 3, TO ESTABLISH THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL'S COMPENSATION. SEE SCHEDULE O DISCLOSURE FOR FORM 990, PART VI, SECTION B, LINE 15 FOR ADDITIONAL INFORMATION. PART I, LINE 4A CERTAIN LISTED PERSONS PARTICIPATE IN A SEVERANCE PLAN ESTABLISHED BY ITS SUPPORTED ORGANIZATION. THE PLAN PROVIDES MARKET-STANDARD COMPENSATION, RANGING FROM PAYMENTS OF 6 MONTHS TO 2 YEARS OF BASE COMPENSATION, DEPENDING ON THE EXECUTIVE'S POSITION, IN THE EVENT OF A POSITION ELIMINATION OR OTHER INVOLUNTARY TERMINATION, IN ACCORDANCE WITH THE GUIDELINES OF THE PLAN. NO PAYMENTS OCCURRED DURING 2015 PURSUANT TO THE PLAN. PART I, LINE 4B CERTAIN LISTED PERSONS PARTICIPATE IN THE DIGNITY HEALTH EXCESS BENEFIT PLAN, A NONQUALIFIED SUPPLEMENTAL BENEFIT PLAN LIMITED TO PARTICIPANTS IN THE DIGNITY HEALTH RETIREMENT PLAN WHOSE BENEFITS ARE AFFECTED BY THE LIMITATIONS IMPOSED BY SECTIONS 401(A)(17) AND 415 OF THE INTERNAL REVENUE CODE. BENEFIT SERVICE UNDER THIS PLAN WAS FROZEN AS OF JANUARY 1, 2008. PAYMENTS PURSUANT TO THE PLAN OCCURRED DURING 2015 INCLUDE B. MCTERNAN, $5,431,331. CERTAIN LISTED PERSONS are eligible to participate in non-qualified 457(f) plans that are subject to substantial risk of forfeiture, as required by the IRS. The 2007 Executive Deferred Compensation Plan is for executives hired prior to June 30, 2006. The benefit is intended to bridge the difference, if any, between the benefit provided under the Dignity Health Excess Benefit Plan had benefit service not been frozen at January 1, 2008, and the benefits provided from all other qualified and non-qualified plans. Benefits vest under this 457(f) plan at the later of the date the participant attains age 62 or is credited with 15 years of service. The 2010 Executive Deferred Compensation Plan is for certain officers and key employees, primarily those who are not eligible to participate in the Dignity Health Excess Benefit Plan or the 2007 Executive Deferred Compensation Plan described above. This benefit provides an annual accrual of 10% of total compensation and is payable annually on July 1 once vested, which is age 62 with 5 years of service; the plan also allows for special awards. Payments pursuant to the plan arrangements during 2015 include L. Dean, $572,831. Certain listed persons participate in the Dignity Health Key Employee Share Option Plan (KeySOP), which was frozen in May 2002. The KeySOP program was established in 2001 with the purpose of providing income deferral opportunities to employees eligible for the company's key employee retention program. There were no payments related to this plan in 2015. Compensation amounts for the supplemental nonqualified retirement plans discussed above are reported as deferred compensation in the year accrued (Schedule J, Part II, column C) and are reflected again as reportable compensation in the year paid (Schedule J, Part II, column B(iii)). SCHEDULE J, PART III THE ORGANIZATION DOES NOT DIRECTLY EMPLOY ANY PERSONNEL, HOWEVER, THE SUPPORTED ORGANIZATION'S EXECUTIVE COMPENSATION PHILOSOPHY IS DESIGNED to assist the organization in attracting and retaining the caliber of executives required to enable to fulfill its mission of providing high quality healthcare for all persons regardless of their ability to pay for services, improving the quality of life in the communities it serves, promoting patient and employee satisfaction, and ensuring financial stability. A substantial portion of executive compensation is performance based and is linked to organizational goals approved in advance by the Human Resources and Compensation Committee. These goals include attainment of annual and long-term financial performance, certain healthcare quality standards and the organization's commitment to serving the poor and disenfranchised in the communities it serves. Total compensation, which includes base salary, annual and long-term incentive compensation, is established to approximate the prevailing market conditions for executives of companies of similar size, revenues and complexity. FORM 990 PARTS V-VII FORM 990, PART V, LINE 2A THE FOUNDATION DOES NOT HAVE EMPLOYEES. AS A SUPPORTING ORGANIZATION, THE FOUNDATION OPERATES FOR THE BENEFIT OF DIGNITY HEALTH AND UTILIZES THE EMPLOYEES OF DIGNITY HEALTH. THE PROPORTIONATE SALARIES AND BENEFITS FOR THESE INDIVIDUALS ARE ALLOCATED TO THE FOUNDATION. THE SALARIES OF THESE EMPLOYEES ARE INCLUDED IN THE DIGNITY HEALTH ENTITY'S FORM W-3 AND FEDERAL EMPLOYMENT TAX RETURNS. FORM 990, PART VI, SECTION A, LINE 6 THE FOUNDATION HAS A SOLE CORPORATE MEMBER, DIGNITY HEALTH, A 501(C)(3) EXEMPT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A DIGNITY HEALTH, AS THE SOLE MEMBER, RATIFIES THE SELECTION OF MEMBERS AND THE DIGNITY HEALTH BOARD APPROVES NEW BOARD MEMBERS, AND may appoint and remove any board members OF THE FOUNDATION. FORM 990, PART VI, SECTION A, LINE 7B RESERVED RIGHTS OF THE SOLE MEMBER INCLUDE ADOPTION OF MISSION AND PHILOSOPHY STATEMENTS, AMENDMENT OR RESTATEMENT OF ARTICLES OF INCORPORATION AND BYLAWS, DISSOLUTION OF THE CORPORATION, ACQUISITION OF ANOTHER CORPORATION, CREATION OF A NEW SUBSIDIARY, MERGER OR CONSOLIDATION WITH ANOTHER CORPORATION, PARTICIPATION AS A GENERAL OR LIMITED PARTNER IN ANY VENTURE, INCURRING LONG-TERM INDEBTEDNESS IN EXCESS OF NORMAL OPERATING REQUIREMENTS, RATIFICATION OF BOARD MEMBER APPOINTMENTS AND DISMISSALS, SELECTION AND REMOVAL OF INDEPENDENT AUDITORS, AND TRANSACTIONS OUTSIDE THE ORDINARY COURSE OF BUSINESS. FORM 990, PART VI, SECTION B, LINE 11A THE FOUNDATION'S SECRETARY REVIEWED THE FORM 990. IN ADDITION, THE SUPPORTED ORGANIZATION'S TAX MANAGER WORKED CLOSELY WITH THE CORPORATE ACCOUNTING DIRECTOR AND THE INDEPENDENT ACCOUNTING FIRM ENGAGED TO REVIEW THE RETURN. THE FORM 990, IN ITS ENTIRETY, WAS PROVIDED BY THE FOUNDATION'S BOARD PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE FOUNDATION HAS ADOPTED DIGNITY HEALTH'S CONFLICTS OF INTEREST POLICY. Under such policy, the EVP/General Counsel is responsible for collecting, reviewing and validating annual disclosures of all covered persons (i.e., Board and Board Committee members, officers and executive leadership, key employees, management personnel at the vice president level and above, and any other personnel at his or her discretion). UNDER THE DIGNITY HEALTH POLICY, All covered persons are required to disclose real or potential conflicts arising from the business, financial and personal interests held by such covered persons or their family members. Covered persons are required to disclose to their superiors and to relevant decision makers any interest that may present a conflict, or the appearance of a conflict of interest. Such disclosure is required on a transactional basis at the time such conflicts arise, when an individual becomes a covered person, and annually thereafter. Each covered person is required to certify at least annually that he/she: (1) has received a copy of the policy applicable to his/her position; (2) has read the policy and understands said policy; and (3) agrees to comply with all requirements of the policy, including completing the conflicts of interest disclosure statement as required by the policy. The President/CEO and EVP/General Counsel prepare annual reports of reported conflicts of interest, which are provided to the Board of Directors, Committee Chairs, and key leaders of the organization to enable responsible individuals to monitor and manage disclosed conflicts of interest and assure decisions are made in the organization's best interests. The procedures for addressing a conflict of interest related to a proposed transaction include, but are not limited to, the following: (1) the conflicting interest is fully disclosed to the Board of Directors, MEMBERS OF BOARD COMMITTEES WITH SUBJECT MATTER JURISDICTION AND ANY OTHER RELEVANT DECISION-MAKERS; (2) the interested person responds to factual questions related to the substance of the transaction or arrangement being considered, after which he/she shall leave the meeting; (3) the interested person is excluded from the discussion and approval of such transaction; (4) if warranted, alternatives to the proposed transaction are investigated, and competitive bids or comparable valuations are obtained; (5) the transaction or action is approved by a majority of disinterested persons, consistent with any requirements of bylaws or policies; and (6) any conflicting issues arising during the course of a board meeting which cannot be resolved may be referred to an independent committee of the Board of Directors. There are similar conflicts of interest provisions under the Standards of Conduct, which are applicable to all employees and which are administered by the VP/Corporate Compliance Officer who has reporting responsibility to the President/CEO as well as to the Audit and Compliance Committee of the Board of Directors OF DIGNITY HEALTH. FORM 990, PART VI, SECTION B, LINE 15 FOR 2015, COMPENSATION IS DETERMINED IN ACCORDANCE WITH AN ANNUAL REVIEW PROCESS AND AGREED UPON GOALS AND DIGNITY HEALTH COMPENSATION POLICIES FOR INCENTIVE PAY. The supported organization's Human Resources and Compensation Committee approves, consistent with the organization's philosophy and principles, the annual performance goals and criteria to be used in determining merit increases and variable compensation criteria for officers and key employees. The Human Resources and Compensation Committee also engages outside legal counsel as necessary and qualified independent compensation and benefits specialists (independent experts) to review, analyze and provide benchmarking data for the total compensation and benefits packages of officers and key executives. Appropriate comparable data is obtained from the independent experts, (e.g., total economic benefits paid by similarly situated organizations, both taxable and tax-exempt, for similar job responsibilities). Key deliberations of the Committee are documented in meeting minutes which are approved at the next Committee meeting and provided to the Board of Directors. The documentation of the deliberations includes (a) the terms of the transaction approved and the date approved; (b) the members of the Committee who were present during discussion of the approved transaction and those who voted on it; and (c) the comparability data obtained and relied upon by the Committee and how the data was obtained. FORM 990, PART VI, SECTION C, LINE 19 FEDERAL TAX LAWS DO NOT MANDATE THAT THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS BE MADE AVAILABLE FOR PUBLIC INSPECTION. THE ORGANIZATION MAKES ITS FINANCIAL STATEMENTS AVAILABLE ON DIGNITY HEALTH'S WEBSITE AND UPON REQUEST. FORM 990, PART VII, SECTION A ALL COMPENSATION AND BENEFITS REPORTED FOR DIRECTORS AND OFFICERS REPRESENT COMPENSATION AS AN EMPLOYEE OF THE SUPPORTED ORGANIZATION. FORM 990 PART IX LINE 11G DESCRIPTION:ADMINISTRATIVE SERVICES TOTAL FEES:738829 FORM 990 PART IX LINE 11G DESCRIPTION:PROFESSIONAL CONSULTING TOTAL FEES:138304 FORM 990 PART IX LINE 11G DESCRIPTION:ON-LINE CHARITY AUCTION SVCS TOTAL FEES:7150 FORM 990 PART IX LINE 11G DESCRIPTION:CATERING TOTAL FEES:1559 FORM 990 PART IX LINE 11G DESCRIPTION:OTHER PURCHASED SERVICES TOTAL FEES:1684 DIGNITY HEALTH 185 BERRY STREET SUITE 300 SAN FRANCISCO CA 94107 941196203 HOSPITAL SVCS CA 501(C)(3) 3 NA false false true true false false false false false false false false true false false false false false false false NONE