2017-11-09T17:45:26-06:00 2016-12-31 ERNST & YOUNG US LLP 560 MISSION ST STE 1600 SAN FRANCISCO CA 94105 990 2016-01-01 461183948 SUTTER HEALTH PLAN % CARLA WHITE-SNYDER SUTT 9162866665 C/O SH TAX 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 BRIAN FELLNER CFO 2017-10-23 true EVA NITTA P01286320 4158948000 164.57.159.254 68127220173135000010 2017-11-09 P 5BF8B1FAA6EEDEED44D541882D0DE71D1382AD83 80845012B14DF568E88DDCE0E813406EF8012573 2016 2021-01-29 14:40:06Z SUTTER HEALTH PLUS PHIL JACKSON 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 208877752 false X WWW.SUTTERHEALTH.ORG X 2012 CA THE SPECIFIC AND PRIMARY PURPOSE OF THIS CORPORATION IS TO SUPPORT OR BENEFIT SUTTER HEALTH AND ITS CHARITABLE SUBSIDIARIES. 7 5 107 0 0 0 0 78657217 208842324 105935 31149 7672 4279 78770824 208877752 200000 336999 0 0 11631776 15311489 0 0 0 94401555 233818178 106233331 249466666 -27462507 -40588914 41443753 76233810 31196229 63144104 10247524 13089706 X THE SPECIFIC AND PRIMARY PURPOSE OF THIS CORPORATION IS TO SUPPORT OR BENEFIT SUTTER HEALTH AND ITS CHARITABLE SUBSIDIARIES BY PROVIDING REASONABLY PRICED COMPREHENSIVE HEALTHCARE COVERAGE OPTIONS TO OUR SOCIALLY AND ECONOMICALLY DIVERSE COMMUNITIES THAT WE SERVE. false false 213935313 336999 208842324 SEE SCHEDULE O 213935313 false false false false false false false false false true false false false true true false true false false false false false false false false false true false true false false false false false false false false false false false false false true true true false true 195 0 true 107 true false false false false false false false false false false X 7 5 false false true false true true true true true false false true true true true true true true true false CA X CARLA WHITE-SNYDER 9162979847 9100 FOOTHILLS BOULEVARD ROSEVILLE CA 95747 X JEFF BURDA TRUSTEE (PART YEAR) 1.0 0.0 X 0 0 0 DAVE COMARCHERO TRUSTEE 1.0 0.0 X 0 0 0 MARJORIE GINSBERG TRUSTEE 1.0 0.0 X 0 0 0 JIM GRAY TRUSTEE, CHAIR FINANCE & PLAN 2.0 0.0 X X 0 0 0 SARAH KREVANS CHAIR,PRES & CEO SUTTER HEALTH 2.0 40.0 X X 0 2365948 1511150 TRACY MESSINEO TRUSTEE, PRESIDENT SHP (PT-YR) 40.0 0.0 X X 0 574258 118299 STEVE NOLTE TRUSTEE, PRESIDENT SHP (PT-YR) 40.0 0.0 X X 0 928249 88215 STEVE PLEAU TRUSTEE 1.0 0.0 X 0 0 0 STEPHANIE WALTON MD TRUSTEE 1.0 0.0 X 0 0 0 DENNIS BALMER CFO, SHP (PART YEAR) 40.0 0.0 X 180343 0 20899 SHELLY BOEHM CFO, SHP (PART YEAR) 30.0 10.0 X 0 386803 77358 GRETCHEN LACHANCE SECRETARY & ASSIST GEN COUNSEL 1.0 40.0 X 0 250843 30699 ROBERT CARNAROLI VP, SALES SUTTER HEALTH PLAN 40.0 0.0 X 0 378879 59698 MONICA MAJORS VP, MKTG & STRTG SALES SH PLAN 40.0 0.0 X 0 341247 63220 JENNIFER NUOVO MD CME, SUTTER HEALTH PLAN 40.0 0.0 X 0 493560 71184 JENNIFER SCHIRMER VP, OPERATIONS, SHP 40.0 0.0 X 0 334395 61524 PAUL BRUNETTA ACCOUNT EXECUTIVE 40.0 0.0 X 235737 0 15303 JILL A GLENN DIRECTOR UTIL. & CASE MGMT 40.0 0.0 X 204968 0 26418 JILL M KELLEY ACCOUNT MANAGER 40.0 0.0 X 205238 0 22639 JERI LAZARO DIR. NETWORK DEV. & CONTRCTING 40.0 0.0 X 189003 0 17733 JACKIE R NOLEN DIRECTOR, BENEFIT ADMIN. 40.0 0.0 X 212904 0 23400 PATRICK FRY PRESIDENT & CEO, SUTTER HEALTH 0.0 40.0 X 0 13170825 279177 PETER ANDERSON SH VP STRATEGY & BUS. 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THE ASC 740 AUDIT FOOTNOTE DISCLOSURE FOR THE SUTTER SYSTEM IS AS FOLLOWS: SUTTER HEALTH, THE LEGAL ENTITY, AND MOST AFFILIATES HAVE BEEN DETERMINED TO BE EXEMPT ORGANIZATIONS BY THE INTERNAL REVENUE SERVICE AND THE CALIFORNIA FRANCHISE TAX BOARD AND, GENERALLY, ARE NOT SUBJECT TO TAXES ON INCOME. CERTAIN ACTIVITIES OF SUTTER ARE SUBJECT TO INCOME TAXES; HOWEVER, SUCH ACTIVITIES ARE NOT SIGNIFICANT TO THE CONSOLIDATED FINANCIAL STATEMENTS. WITH RESPECT TO ITS TAXABLE ACTIVITIES, SUTTER RECORDS INCOME TAXES USING THE LIABILITY METHOD, UNDER WHICH DEFERRED TAX ASSETS AND LIABILITIES ARE DETERMINED BASED ON THE DIFFERENCES BETWEEN THE FINANCIAL ACCOUNTING AND TAX BASIS OF ASSETS AND LIABILITIES. DEFERRED TAX ASSETS OR LIABILITIES AT THE END OF EACH PERIOD ARE DETERMINED USING THE CURRENTLY ENACTED TAX RATE EXPECTED TO APPLY TO TAXABLE INCOME IN THE PERIODS THAT THE DEFERRED TAX ASSET OR LIABILITY IS EXPECTED TO BE REALIZED OR SETTLED. SUTTER RECOGNIZES THE TAX BENEFIT FROM UNCERTAIN TAX POSITIONS ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITIONS WILL BE SUSTAINED ON EXAMINATION BY THE TAX AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFIT IS MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE STATUTE OF LIMITATIONS FOR TAX YEARS 2013 THROUGH 2015 REMAIN OPEN IN U.S. TAX JURISDICTIONS IN WHICH SUTTER AND ITS AFFILIATES ARE SUBJECT TO TAXATION. SUTTER RECOGNIZES INTEREST AND PENALTIES RELATED TO INCOME TAX MATTERS IN OPERATING EXPENSES. AT DECEMBER 31, 2016 AND 2015, THERE WERE NO SUCH UNCERTAIN TAX POSITIONS. false CENTER FOR HEALTHCARE DECISIONS INC 955 UNIVERSITY AVE STE C SACRAMENTO CA 95825 680441958 501(C)(3) 10000 PROGRAM SUPPORT COUNTY OF SONOMA 3313 CHANATE ROAD SANTA ROSA CA 95404 946000539 GOVT 38333 PROGRAM SUPPORT SHADY CREEK OUTDOOR EDUCATION FOUNDATION 970 KLAMATH LANE YUBA CITY CA 95993 680239809 501(C)(3) 75000 PROGRAM SUPPORT WELLSPACE HEALTH 1820 J STREET SACRAMENTO CA 95811 941713704 501(C)(3) 114000 PROGRAM SUPPORT STREET LEVEL HEALTH PROJECT 2501 INTERNATIONAL BLVD OAKLAND CA 94601 562324355 501(C)(3) 43333 HEAL PROJECT PO BOX 3051 HALF MOON BAY CA 94019 270192940 501(C)(3) 43333 PROGRAM SUPPORT 6 0 SCHEDULE I, PART I, LINE 2 PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS: IN ORDER TO CLOSELY MONITOR EFFICIENCY AND EFFECTIVENESS, THE COMMUNITY BENEFIT FUNCTION OUTLINES MEASURABLE REPORTING (QUARTERLY, SIX-MONTH AND/OR YEAR-END), PROGRAM AND FUNDING REQUIREMENTS IN A MEMORANDUM OF UNDERSTANDING (MOU), BUSINESS SERVICES AGREEMENT (BSA), OR JOINT VENTURE AGREEMENT FOR EACH INVESTMENT MADE WITH A COMMUNITY PARTNER. WHERE IT IS DETERMINED NECESSARY, ADDITIONAL EFFORTS ARE MADE TO MONITOR EFFECTIVENESS AND EFFICIENCY OF INVESTMENTS, WHICH COULD INCLUDE: - QUARTERLY MEETINGS WITH COMMUNITY PARTNERS - E-MAIL AND TELEPHONIC COMMUNICATIONS WITH COMMUNITY PARTNERS - CONTINUED DIALOGUE WITH INVOLVED HOSPITAL STAFF AND COMMUNITY PARTNERS THROUGHOUT DURATION OF PROGRAM - SITE VISITS WITH COMMUNITY PARTNERS - BI-ANNUAL "OUTCOMES" SURVEY (6-MONTH AND YEAR-END OUTCOMES) - REVIEW OF HOSPITAL USAGE AND PATIENT LEVEL DATA - COLLECTION OF PATIENT STORIES AND NARRATIVES - COLLABORATIVE DISCUSSIONS AROUND AD-HOC SUCCESSES AND CHALLENGES THAT ARISE - REPORTING TO INCLUDE YEAR-END FINANCIAL SUMMARY THAT COMPARES ACTUAL EXPENDITURES TO THE FUNDED PROJECT'S BUDGET, INDICATING ANY UNUSED AMOUNT OF GRANT FUNDS. AT THE END OF EACH YEAR/REPORTING PERIOD, COMMUNITY BENEFIT ANALYZES FULL-YEAR DATA TO ENSURE COMMUNITY PARTNERS MET THE OBJECTIVES OUTLINED IN THE MOU OR BAA. IF THE COMMUNITY PARTNERS DID NOT REACH THE ANTICIPATED OUTCOMES, COMMUNITY BENEFIT WORKS TO UNDERSTAND WHAT CIRCUMSTANCES PREVENTED THE ORGANIZATION FROM NOT MEETING THE GOALS TO HELP IDENTIFY WAYS TO IMPROVE OR PERHAPS RE-EVALUATE WHAT SUCCESS OF THIS PROGRAM LOOKS LIKE, AND MAKES THE DETERMINATION TO CONTINUE OR TERMINATE FUNDING. X true true X X X X false true false false false false false true false SARAH KREVANS CHAIR,PRES & CEO SUTTER HEALTH 0 1528303 0 647289 0 190356 0 1484076 0 27074 0 3877098 0 345896 TRACY MESSINEO TRUSTEE, PRESIDENT SHP (PT-YR) 0 395547 0 133150 0 45561 0 97326 0 20973 0 692557 0 36526 STEVE NOLTE TRUSTEE, PRESIDENT SHP (PT-YR) 0 311080 0 248050 0 369119 0 72376 0 15839 0 1016464 0 57671 DENNIS BALMER CFO, SHP (PART YEAR) 157207 0 21180 0 1956 0 9244 0 11655 0 201242 0 0 0 SHELLY BOEHM CFO, SHP (PART YEAR) 0 278995 0 95430 0 12378 0 64851 0 12507 0 464161 0 0 GRETCHEN LACHANCE SECRETARY & ASSIST GEN COUNSEL 0 222531 0 27858 0 454 0 13085 0 17614 0 281542 0 0 ROBERT CARNAROLI VP, SALES SUTTER HEALTH PLAN 0 199951 0 175582 0 3346 0 44345 0 15353 0 438577 0 0 MONICA MAJORS VP, MKTG & STRTG SALES SH PLAN 0 250349 0 85706 0 5192 0 46621 0 16599 0 404467 0 0 JENNIFER NUOVO MD CME, SUTTER HEALTH PLAN 0 362761 0 122570 0 8229 0 69076 0 2108 0 564744 0 0 JENNIFER SCHIRMER VP, OPERATIONS, SHP 0 249094 0 85102 0 199 0 45973 0 15551 0 395919 0 0 PAUL BRUNETTA ACCOUNT EXECUTIVE 84807 0 150930 0 0 0 4987 0 10316 0 251040 0 0 0 JILL A GLENN DIRECTOR UTIL. & CASE MGMT 178664 0 25457 0 847 0 10505 0 15913 0 231386 0 0 0 JILL M KELLEY ACCOUNT MANAGER 126079 0 79159 0 0 0 7413 0 15226 0 227877 0 0 0 JERI LAZARO DIR. NETWORK DEV. & CONTRCTING 165225 0 22713 0 1065 0 9715 0 8018 0 206736 0 0 0 JACKIE R NOLEN DIRECTOR, BENEFIT ADMIN. 196740 0 14857 0 1307 0 11568 0 11832 0 236304 0 0 0 PETER ANDERSON SH VP STRATEGY & BUS. DEVELOP. 0 649434 0 288531 0 98930 0 274426 0 18445 0 1329766 0 80286 SUZANNE CHAMMOUT SH OFFICE OF GENERAL COUNCIL 0 210510 0 29582 0 1883 0 12378 0 8722 0 263075 0 0 PATRICK FRY PRESIDENT & CEO, SUTTER HEALTH 0 116532 0 2164509 0 10889784 0 273326 0 5851 0 13450002 0 11519311 SCHEDULE J, PART I, LINE 1A TAX INDEMNIFICATION: STANDARD POLICY FOR ALL SUTTER HEALTH EMPLOYEES IS THAT NON-CASH GIFTS AND AWARDS ARE GROSSED-UP FOR TAX PURPOSES. THE AMOUNT OF THE GROSS-UP IS ADDED TO THE EMPLOYEES WAGES AND TAXED ACCORDINGLY. SCHEDULE J, PART I, LINE 3 THE CEO OF THIS ORGANIZATION IS AN EMPLOYEE OF SUTTER HEALTH, A RELATED TAX-EXEMPT ORGANIZATION. THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ASSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARM'S LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTERS EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATIONS OVERALL MISSION. SEE SCHEDULE O NARRATIVE FOR PART VI, LINE 15 FOR A FULL DESCRIPTION OF THE COMPENSATION APPROVAL PROCESS COMPLETED BY SUTTER HEALTH. SCHEDULE J, PART I, LINE 4B NONQUALIFIED RETIREMENT PLAN: THE PURPOSE OF THE NONQUALIFIED RETIREMENT PLAN IS TO PROVIDE SUTTER HEALTH EXECUTIVES WITH A COMPETITIVE RETIREMENT BENEFIT CONSISTENT WITH SUTTER HEALTHS OVERALL COMPENSATION PHILOSOPHY FOR ALL EMPLOYEES. CONTRIBUTIONS ARE DESIGNED TAKING INTO CONSIDERATION LOST RETIREMENT BENEFITS THAT WOULD OTHERWISE BE OBTAINED THROUGH THE QUALIFIED PENSION PLAN AND SOCIAL SECURITY BENEFITS. SUTTERS PLANS ARE DESIGNED CONSISTENT WITH COMPETITIVE INDUSTRY PRACTICES. THE RETIREMENT PLAN FOR SUTTER HEALTH EMPLOYEES IS A COMBINATION OF SOCIAL SECURITY, 403(B) EMPLOYER MATCH CONTRIBUTIONS AND QUALIFIED PENSION PLAN BENEFITS. SUTTER HEALTH EXECUTIVES ARE GENERALLY INELIGIBLE FOR EMPLOYER MATCH CONTRIBUTIONS. ADDITIONALLY, QUALIFIED PENSION PLAN AND SOCIAL SECURITY BENEFIT CAPS HAVE THE EFFECT OF SUBSTANTIALLY REDUCING RETIREMENT BENEFITS THAT ARE OTHERWISE PROVIDED TO ALL EMPLOYEES. THE EFFECT IS THAT EXECUTIVES OFTEN DO NOT RECEIVE THE SAME LEVEL OF RETIREMENT BENEFIT ON AN INCOME REPLACEMENT BASIS AS OTHER EMPLOYEES. TO ENSURE A COMPETITIVE RETIREMENT BENEFIT AND TO ADDRESS THE SHORTFALLS DESCRIBED ABOVE, SUTTER HEALTH MAKES AN ANNUAL CONTRIBUTION TO A NON-QUALIFIED 457(F) PLAN FOR ITS EXECUTIVES. THE FORMULA HAS TWO PARTS: (1) 4% TO 7% OF BASE SALARY (COMMENSURATE WITH MANAGEMENT LEVEL), PLUS (2) A CONTRIBUTION STARTING AT 5% (BASED UPON TENURE) FOR ELIGIBLE EARNINGS BEYOND THE IRS DEFINITION OF INCLUDIBLE COMPENSATION ("PENSION PAY CAP"). THE LATTER OF WHICH IS DESIGNED TO HELP RESTORE LOST PENSION BENEFITS FORFEITED UNDER THE QUALIFIED PENSION PLAN FOR EARNINGS OVER THE PENSION PAY CAP LIMIT. CONTRIBUTIONS ARE ALSO MADE FOR A SMALL GROUP OF SENIOR LEVEL EXECUTIVES WHOSE ESTIMATED RETIREMENT BENEFIT (SOCIAL SECURITY PLUS QUALIFIED PLAN BENEFITS PLUS 457(F)) FALLS BELOW 50% - 65% OF FINAL 4-YEAR AVERAGE BASE SALARY WHEN RETIRING AT AGE 65 WITH 22.5 YEARS OF SERVICE. TARGET BENEFIT LEVELS ARE DISCOUNTED FOR YEARS OF SERVICE LESS THAN 22.5 AT AGE 65. UNLIKE SUTTER HEALTHS QUALIFIED PENSION PLAN WHERE EMPLOYEE BENEFITS ARE GUARANTEED (I.E., A DEFINED BENEFIT), SUTTERS NON-QUALIFIED PLAN BENEFITS ARE NOT GUARANTEED BY SUTTER HEALTH. INVESTMENT RISK IS BORNE BY PARTICIPANTS AND BENEFITS ARE NOT PROTECTED SHOULD SUTTER HEALTH BECOME INSOLVENT. THE FOLLOWING INDIVIDUALS RECEIVED 457(F) NON-QUALIFIED PAYMENTS DURING THE YEAR: SHELLY BOEHM - $11,900 PATRICK FRY - $10,648,923 (*SEE NOTE BELOW) *PATRICK FRY 2016 COMPENSATION: IN 2016 PATRICK FRY RETIRED AS CEO OF SUTTER HEALTH AFTER A CAREER SPANNING OVER 30 YEARS WITH OUR SYSTEM AND RECEIVED A LUMP-SUM PAYOUT OF A RETIREMENT BENEFIT. SCHEDULE J, PART I, LINE 7 NON-FIXED PAYMENTS: SPOT AWARDS ARE INFREQUENTLY USED TO REWARD EMPLOYEES. THERE ARE NO SPECIFIC GUIDELINES FOR THE AMOUNT OF THE SPOT AWARD BUT THE AMOUNT TENDS TO NOT EXCEED 5% TO 10% OF GROSS ANNUAL SALARY. ANNUAL INCENTIVE PLAN (AIP) THE PURPOSE OF THE PLAN IS TO FOCUS EXECUTIVES ON SPECIFIC, SHORTER-TERM GOALS THAT ARE CRITICAL TO THE ACHIEVEMENT OF AFFILIATE, OPERATING UNIT AND SYSTEM-WIDE OBJECTIVES THAT DRIVE OVERALL ORGANIZATION PERFORMANCE. A PORTION OF THE PLAN AWARD IS DISCRETIONARY IN THAT THE SUPERVISOR MAY ADD UP TO 5% TO THE AWARD PROVIDED THE TOTAL AWARD (FORMULA PORTION PLUS DISCRETIONARY) DOES NOT EXCEED THE MAXIMUM ESTABLISHED FOR ANY GIVEN EXECUTIVE. LONG TERM PERFORMANCE PLANS SUTTER HEALTH ALSO EMPLOYS A LONG TERM PERFORMANCE PLAN WHICH IS DESIGNED TO FOCUS ON LONGER TERM STRATEGIC OBJECTIVES OF THE ORGANIZATION. SUTTERS LONG TERM PERFORMANCE PLAN APPROACH IS A COMBINATION OF BOTH LONGER TERM MEASURES OF ORGANIZATION SUCCESS AND KEY ORGANIZATION STRATEGIES WHICH REQUIRE THE COMBINED EFFORT OF ALL LEADERSHIP TO ACHIEVE SUCCESS. SUTTER USES A COMMON FATE APPROACH IN THAT ALL PLAN PARTICIPANTS ARE MEASURED AGAINST THE SAME, ORGANIZATION-WIDE CRITERIA VS. INDIVIDUAL EFFORTS. THIS FOSTERS A COMMON PURPOSE ACROSS LEADERSHIP AND A SHARED SENSE OF ACCOUNTABILITY FOR THE OVERALL SUCCESS OF SUTTER HEALTH. TO ENSURE THAT EXTRAORDINARY EFFORTS BY INDIVIDUALS CAN BE RECOGNIZED AND THAT ACTIONS OF LEADERSHIP ARE CONSISTENT WITH SUPPORTING SUTTER HEALTHS OVERALL MISSION, VISION, AND VALUES, SUTTERS LONG TERM PERFORMANCE PLAN APPROACH ALSO INCORPORATES A COMBINATION OF CEO AND SUTTER HEALTH COMPENSATION COMMITTEE DISCRETION. IN SOME CASES, THE SUTTER HEALTH COMPENSATION COMMITTEE HAS DELEGATED AUTHORITY TO THE PRESIDENT & CEO TO MODIFY INDIVIDUAL AWARDS WITHIN LIMITS THAT HAVE BEEN PRE-APPROVED BY THE SUTTER HEALTH COMPENSATION COMMITTEE. THIS INCLUDES BOTH THE REDUCTION AND INCREASE OF AWARD AMOUNTS. SUCH MODIFICATIONS GENERALLY DO NOT EXCEED +/- 20% AND ARE EMPLOYED JUDICIOUSLY. IN ALL CASES, THE COMPENSATION COMMITTEE OF THE BOARD DETERMINES ACHIEVEMENT OF ORGANIZATION GOALS AND MAKES FINAL AWARD DETERMINATION WHICH MAY RESULT IN A REDUCTION OF AWARD IF APPROPRIATE. ALL SENIOR EXECUTIVE AWARDS ARE REVIEWED FOR COMPENSATION REASONABLENESS AND APPROVED BY THE COMPENSATION COMMITTEE PRIOR TO PAYMENT. FORM 990, PART III, LINE 4A PROGRAM SERVICE ACCOMPLISHMENTS SUTTER HEALTH PLAN (DOING BUSINESS AS SUTTER HEALTH PLUS) IS AN AFFILIATE OF THE SUTTER HEALTH SYSTEM, A COMPREHENSIVE NETWORK OF CARE SPANNING MORE THAN 20 COUNTIES ACROSS NORTHERN CALIFORNIA. THE SUTTER NETWORK INCLUDES NINE PHYSICIAN ORGANIZATIONS, TWO DOZEN ACUTE CARE HOSPITALS AND A WIDE ARRAY OF MEDICAL RESEARCH FACILITIES, TRAINING PROGRAMS, CARE CENTERS AND SPECIALTY SERVICES. WE BELIEVE THAT ALL PEOPLE DESERVE ACCESS TO EXCELLENT MEDICAL CARE - WHOEVER THEY ARE AND WHEREVER THEY LIVE. SUTTER HEALTH DOCTORS, HOSPITALS AND OTHER CAREGIVERS PARTNER WITH EACH OTHER TO ADVANCE OUR MEDICAL SERVICES AND INCREASE PATIENTS ACCESS TO THEM. SUTTER-AFFILIATED HOSPITALS ARE REGIONAL LEADERS IN CARDIAC CARE, WOMENS AND CHILDRENS SERVICES, CANCER CARE, ORTHOPEDICS AND ADVANCED PATIENT SAFETY TECHNOLOGY. THE PRIMARY PURPOSE OF SUTTER HEALTH PLUS IS TO IMPROVE THE HEALTH OF THE COMMUNITY BY INCREASING ACCESS TO SUTTER HEALTHS NETWORK OF HIGH-QUALITY DOCTORS, HOSPITALS AND OTHER HEALTH CARE SERVICES. THE HEALTH PLAN PROMOTES AFFORDABILITY THROUGH THE DELIVERY OF COST-EFFECTIVE HEALTH CARE SERVICES; THIS INCLUDES PARTNERING WITH OUR PROVIDER NETWORK TO IMPROVE QUALITY AND REDUCE COSTS. SUTTER HEALTH PLUS IS LICENSED BY THE DEPARTMENT OF MANAGED HEALTH CARE AS A KNOX-KEENE HEALTH MAINTENANCE ORGANIZATION WITH PLAN COVERAGE BEGINNING IN JANUARY 2014. SUTTER HEALTH PLUS MEMBERS ARE ASSIGNED PRIMARY CARE PROVIDERS EXCLUSIVELY WITH PHYSICIANS THROUGH RELATED SUTTER HEALTH TAX-EXEMPT MEDICAL FOUNDATIONS. SUTTER HEALTH PLUS DEVELOPS ITS PLAN PRODUCTS UNDER A NOT-FOR-PROFIT MISSION WITH A COMMITMENT TO PROVIDE AFFORDABLY PRICED HMO HEALTH PLANS IN ACCORDANCE WITH PATIENT PROTECTION AND AFFORDABLE CARE ACT AND FEDERAL GUIDELINES THAT ALLOW NORTHERN CALIFORNIAS SOCIALLY AND ECONOMICALLY DIVERSE COMMUNITIES TO ACCESS HIGH QUALITY AND ACCESSIBLE CARE AT SUTTER HEALTHS NETWORK OF DOCTORS AND HOSPITALS. SUTTER HEALTH PLUS PARTICIPATES IN ACTIVITIES DESIGNED TO PROMOTE THE GENERAL HEALTH OF COMMUNITIES, PROMOTES AND ENCOURAGE ADVANCEMENT AND IMPROVEMENT OF HIGH-QUALITY AND COST-EFFECTIVE HEALTH CARE SERVICES; AND FACILITATES THE INTERCHANGE OF IDEAS AMONG HEALTH CARE SERVICE ORGANIZATIONS AND COMMUNITIES SERVED. ADDITIONALLY, SUTTER HEALTH PLUS WILL: - PARTICIPATE IN AND SUPPORT THE COMMUNITY BENEFIT EFFORTS OF SUTTER HEALTHS AFFILIATED HOSPITALS AND DOCTORS IN THE SACRAMENTO AND CENTRAL VALLEY AREAS, INCLUDING INCREASING ACCESS TO HEALTH EDUCATION AND CHILD ACCESS TO CARE AND ACTIVITIES. - PARTICIPATE IN NEW CARE MODELS THAT PROMOTE AND ENCOURAGE THE ADVANCEMENT AND IMPROVEMENT OF HIGH QUALITY AND COST-EFFECTIVE CARE SERVICES; - FACILITATE THE INTERCHANGE OF IDEAS AMONG PROVIDER ORGANIZATIONS AND THE COMMUNITIES SERVED THROUGH EDUCATION ACTIVITIES AND ADVANCE THE PLANNING FOR AND DELIVERY OF HIGH QUALITY HEALTH CARE SERVICES IN THE COMMUNITIES SERVED; - TO ENGAGE IN, CONDUCT OR SUPPORT CHARITABLE, EDUCATIONAL OR SCIENTIFIC ACTIVITIES, AND TO FURTHER SUCH ACTIVITIES AS MAY BE DEEMED ADVISABLE FOR THE ADVANCEMENT OF HEALTH CARE; - TO PROMOTE OR CARRY ON SUCH OTHER ACTIVITIES AS MAY BE DEEMED ADVISABLE FOR THE BETTERMENT OF THE GENERAL HEALTH OF THE COMMUNITIES SERVED. SUTTER HEALTH PLUS PARTICIPATES IN ACTIVITIES DESIGNED TO PROMOTE THE GENERAL HEALTH OF COMMUNITIES; PROMOTES AND ENCOURAGE ADVANCEMENT AND IMPROVEMENT OF HIGH-QUALITY AND COST-EFFECTIVE HEALTH CARE SERVICES; AND FACILITATES THE INTERCHANGE OF IDEAS AMONG HEALTH CARE SERVICE ORGANIZATIONS AND COMMUNITIES SERVED. FORM 990, PART VI, LINE 4 THE BYLAWS WERE AMENDED TO REMOVE VICE CHAIR AS AN OFFICER POSITION AND ADD ASSISTANT SECRETARY AS AN OFFICER POSITION. FORM 990, PART VI, LINES 6 & 7A THIS CORPORATION IS AN AFFILIATE OF SUTTER HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION. SUTTER HEALTH IS THE SOLE MEMBER WITH THE RIGHT TO ELECT AT LEAST A MAJORITY OF THE MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, LINE 7B SUTTER HEALTH AS THE SOLE MEMBER OF THE ORGANIZATION IS ENTITLED TO EXERCISE FULLY ALL RIGHTS AND PRIVILEGES OF MEMBERS OF NONPROFIT CORPORATIONS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW, AND ALL OTHER APPLICABLE LAWS. THE MEMBER HAS THE RIGHTS AND POWERS TO APPOINT (AND REMOVE) MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS, SUBJECT TO THE PROVISIONS OF THE BYLAWS. IN ADDITION, THE MEMBER HAS THE RIGHT TO APPROVE THE FOLLOWING ACTIONS OF THE CORPORATION'S BOARD OF DIRECTORS: A. MERGER, CONSOLIDATION, REORGANIZATION, OR DISSOLUTION OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; B. AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION OR THE BYLAWS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; C. ADOPTION OF OPERATING BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY, INCLUDING CONSOLIDATED OR COMBINED BUDGETS OF THE CORPORATION AND ALL SUBSIDIARY ORGANIZATIONS OF THE CORPORATION; D. ADOPTION OF CAPITAL BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; E. AGGREGATE OPERATING OR CAPITAL EXPENDITURES ON AN ANNUAL BASIS THAT EXCEED APPROVED OPERATING OR CAPITAL BUDGETS BY A SPECIFIED DOLLAR AMOUNT TO BE DETERMINED FROM TIME TO TIME BY THE GENERAL MEMBER; F. LONG-TERM OR MATERIAL AGREEMENTS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY INCLUDING BUT NOT LIMITED TO, BORROWINGS, EQUITY FINANCINGS, CAPITALIZED LEASES AND INSTALLMENT CONTRACTS; AND PURCHASE, SALE, LEASE, DISPOSITION, HYPOTHECATION, EXCHANGE, GIFT, PLEDGE OR ENCUMBRANCE OF ANY ASSET, REAL OR PERSONAL, WITH A FAIR MARKET VALUE IN EXCESS OF A DOLLAR AMOUNT TO BE DETERMINED FROM TIME TO TIME BY THE DIRECTORS OF THE GENERAL MEMBER, WHICH SHALL NOT BE LESS THAN 10% OF THE TOTAL ANNUAL ROUTINE CAPITAL BUDGET OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; G. APPOINTMENT OF AN INDEPENDENT AUDITOR AND HIRING OF INDEPENDENT COUNSEL EXCEPT IN CONFLICT SITUATIONS BETWEEN THE GENERAL MEMBER AND THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY. H. THE CREATION OR ACQUISITION OF ANY SUBSIDIARY OR AFFILIATE ENTITY; I. CONTRACTING WITH ANY THIRD PARTY FOR ALL OR SUBSTANTIALLY ALL OF THE MANAGEMENT OF THE ASSETS OR OPERATIONS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY. J. APPROVAL OF MAJOR NEW PROGRAMS AND CLINICAL SERVICES OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY. THE GENERAL MEMBER SHALL FROM TIME TO TIME DEFINE THE TERM "MAJOR" IN THIS CONTEXT; K. APPROVAL OF STRATEGIC PLANS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; L. ADOPTION OF QUALITY IMPROVEMENT POLICIES NOT IN CONFORMITY WITH POLICIES ESTABLISHED BY THE GENERAL MEMBER; M. ANY SELF DEALING TRANSACTION BETWEEN A DIRECTOR OF THE CORPORATION AND THE CORPORATION OR A SUBSIDIARY OR THE CORPORATION OR AFFILATE ENTITY OF THE CORPORATION; N. REHIRING, CONTRACTING WITH, OR OTHERWISE COMPENSATING A SUTTER HEALTH EXECUTIVE, OR ANY OFFICER OR MEMBER OF MANAGEMENT OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY AFTER THEIR EMPLOYMENT ENDED. IN ADDITION, THE GENERAL MEMBER SHALL HAVE THE AUTHORITY TO REQUIRE THE PRIOR REVIEW AND APPROVAL OF THOSE ACTIVITIES OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY WHICH THE GENERAL MEMBER DETERMINES TO BE MAJOR ACTIVITIES. "MAJOR ACTIVITIES" SHALL BE THOSE WHICH THE GENERAL MEMBER BY A VOTE OF ITS BOARD OF DIRECTORS HAS DECLARED "MAJOR ACTIVITIES". FORM 990, PART VI, LINE 11B SUTTER HEALTH HAS A CENTRALIZED TAX DEPARTMENT RESPONSIBLE FOR THE PREPARATION OF THE FORM 990. ANNUALLY THE TAX DEPARTMENT PROVIDES TRAINING AND EDUCATION TO AFFILIATE PERSONNEL WHO ASSIST THE TAX DEPARTMENT IN COLLECTING AND REVIEWING DATA TO BE REPORTED ON THE FORM 990. THE PREPARATION MATERIAL IS REVIEWED BY VARIOUS DEPARTMENTS INCLUDING TAX, FINANCE, LEGAL, AND HUMAN RESOURCES. A NATIONAL ACCOUNTING FIRM PREPARES AND/OR REVIEWS THE RETURN. A COMPLETED RETURN IS THEN REVIEWED BY THE TAX DEPARTMENT, THE AFFILIATE, AND THE CFO BEFORE THE RETURN IS FILED. FORM 990, PART VI, LINE 12C EMPLOYEES ARE EDUCATED ON THE CONFLICT OF INTEREST POLICY AND THE NEED TO MAKE DISCLOSURE AS PART OF ANNUAL COMPLIANCE EDUCATION. IN ADDITION, ANNUALLY A DISCLOSURE STATEMENT IS COMPLETED BY ALL DIRECTORS AND OFFICERS THAT INCLUDES AN ACKNOWLEDGEMENT THAT THEY HAVE READ THE CONFLICT OF INTEREST POLICY. ON THIS STATEMENT THE INDIVIDUAL WILL LIST A WIDE RANGE OF INFORMATION WHICH INCLUDES BUSINESS RELATIONSHIPS, EMPLOYMENT RELATIONSHIPS, PROPERTY INTERESTS, AND THOSE OF RELATED PARTIES. THE CEO AND BOARD CHAIR WILL REVIEW THE STATEMENTS AND MONITOR SITUATIONS THAT MAY POSE A POTENTIAL CONFLICT OF INTEREST. THE CEO AND BOARD CHAIR MAY CONSULT WITH THE OFFICE OF THE GENERAL COUNSEL AS NECESSARY. IF THERE IS A POTENTIAL CONFLICT OF INTEREST RELATED TO A PARTICULAR TRANSACTION, THE INTERESTED INDIVIDUAL MUST DISCLOSE THE EXISTENCE AND NATURE OF THE RELATIONSHIP. THE BOARD CHAIR MAY APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE THE CONFLICT. UNTIL THE POTENTIAL CONFLICT IS RESOLVED, THE BOARD CHAIR MAY REQUEST THE INDIVIDUAL TO NOT PARTICIPATE DURING RELATED PRESENTATIONS AND DISCUSSIONS. IN ALL CIRCUMSTANCES INVOLVING AN ACTUAL CONFLICT, THE INTERESTED INDIVIDUAL SHALL REFRAIN FROM VOTING ON ANY MATTER RELATED TO THE TRANSACTION. FORM 990, PART VI, LINES 15A & 15B THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ASSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTERS EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATIONS OVERALL MISSION. IN ORDER TO ENSURE EXTERNAL COMPETITIVENESS, NATIONAL COMPENSATION DATA COMPARISONS ARE REVIEWED. COMPETITIVE ANALYSIS INCLUDES: (A) BASE SALARY, (B) TOTAL CASH (BASE SALARY + ANNUAL INCENTIVE), (C) TOTAL DIRECT CASH (BASE SALARY + ANNUAL INCENTIVE + LONG TERM INCENTIVE) AND (D) TOTAL REMUNERATION (BASE SALARY + ANNUAL INCENTIVE + BENEFITS AND LONG TERM INCENTIVE). THIS ANALYSIS INCLUDES NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH. THIS METHOD IS MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. OFFICERS AND KEY EMPLOYEES OF THIS ORGANIZATION UNDERGO AN ANNUAL REVIEW BY THE COMPENSATION COMMITTEE OR A DELEGATED SUB-COMMITTEE. APPROVAL IS RECORDED IN THE MINUTES. EXECUTIVE COMPENSATION REVIEW WAS LAST COMPLETED IN DECEMBER 2016. FORM 990, PART VI, LINE 19 THE SUTTER HEALTH SYSTEM POSTS ITS CURRENT AND PAST AUDITED FINANCIAL STATEMENTS AT SUTTERHEALTH.ORG. OTHER DOCUMENTS ARE ALSO LOCATED AT THIS WEBSITE INCLUDING THE ANNUAL REPORT, MISSION STATEMENT, HISTORY, AND LINKS TO AFFILIATE WEBSITES. THE GOVERNING DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC AT THIS TIME. FORM 990, PART VII, SECTION A THE FOLLOWING BOARD MEMBERS OF THE ORGANIZATION ARE FULL-TIME EMPLOYEES (40 HOURS PER WEEK) OF SUTTER HEALTH AND THEIR SUTTER HEALTH SALARIES ARE REPORTED HEREIN. THESE INDIVIDUALS RECEIVE NO COMPENSATION FOR THEIR SERVICE AS BOARD MEMBERS OF THIS ORGANIZATION. - SARAH KREVANS - STEVE NOLTE - TRACY MESSINEO FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSETS: EQUITY TRANSFERS: $43,419,942 ADOLESCENT TREATMENT CENTERS INC C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 680088443 HEALTHCARE CA 501(C)(3) 3 SUTTER EBH true BETTER HEALTH EAST BAY FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 510160184 FUNDRAISING CA 501(C)(3) 7 SUTTER EBH true CALIFORNIA PACIFIC MEDICAL CTR FOUND C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 942728423 FUNDRAISING CA 501(C)(3) 7 SUTTER BH true EAST BAY PERINATAL CENTER C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 510172285 HEALTHCARE CA 501(C)(3) 3 SUTTER EBH true EDEN MEDICAL CENTER C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 942948100 HEALTHCARE CA 501(C)(3) 10 SUTTER HLTH true MEMORIAL HOSPITAL FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 942290244 FUNDRAISING CA 501(C)(3) 12A - 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II SUTTER HLTH true SUTTER GOULD MEDICAL FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 941682256 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SUTTER HEALTH 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 942788907 SUPPORTING OR CA 501(C)(3) 12C III-FI NA false SUTTER HEALTH PACIFIC 91-2301 FT WEAVER RD EWA BEACH HI 96706 990298651 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER INSURANCE SERVICES CORPORATION 745 FORT STREET SUITE 1100 HONOLULU HI 96813 990289310 INSURANCE SER HI 501(C)(3) 12C III-FI SUTTER HLTH true SUTTER MEDICAL CENTER FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 942788906 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER MEDICAL CENTER CASTRO VALLEY C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 770146047 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER ROSEVILLE MEDICAL CTR FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 680040113 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER SOLANO CHARITABLE FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 942668262 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER VALLEY HOSPITALS C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 941156621 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER VALLEY MEDICAL FOUNDATION C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 680273974 HEALTHCARE CA 501(C)(3) 12B - 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