2016-11-08T16:43:25-06:00 2015-12-31 ERNST & YOUNG US LLP TWO NORTH CENTRAL AVENUE STE 2300 PHOENIX AZ 85004 990 2015-01-01 900532831 Banner Medical Group Colorado % DAVID BIXBY BANN 6027474000 1801 16TH STREET GREELEY CO 80631 LESLIE FLAKE VP & CFO 6027474000 2016-11-08 true BRENDA D GRIESEMER P00264669 6023223000 2015 2017-02-10 21:41:12Z LESLIE FLAKE 2901 N CENTRAL AVE SUITE 160 PHOENIX AZ 85012 147571228 false X WWW.BANNERHEALTH.COM X 2009 CO ASSIST BANNER HEALTH COMPLETE ITS MISSION TO MAKE A DIFFERENCE IN PEOPLE'S LIVES THROUGH EXCELLENT PATIENT CARE BY PROVIDING INTEGRATED & COORDINATED CARE & POPULATION HEALTH MGMNT. 15 0 1234 0 0 0 0 6083 136830912 147364334 0 0 196542 200811 137027454 147571228 0 0 0 0 114921108 122802502 0 0 0 49041406 50595591 163962514 173398093 -26935060 -25826865 10306529 10646748 12956542 13008010 -2650013 -2361262 X ASSIST BANNER HEALTH COMPLETE ITS MISSION TO MAKE A DIFFERENCE IN PEOPLE'S LIVES THROUGH EXCELLENT PATIENT CARE BY PROVIDING INTEGRATED & COORDINATED CARE & POPULATION HEALTH MANAGEMENT. false false 158670230 0 147364334 PROVIDING INTEGRATED AND COORDINATED CARE AND POPULATION HEALTH MANAGEMENT. SEE SCHEDULE O FOR ADDITIONAL INFORMATION. 158670230 true true false false false false false false false false true false false false false 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 true true true false false false true 75 0 true 1234 true false false false false false false false false false false X 15 0 false false false false true true true true true false false false true true true true true false true false X DAVID BIXBY 6027474000 2901 N CENTRAL AVENUE SUITE 160 PHOENIX AZ 850122702 John Hensing MD Director 4.0 44.0 X 0 1278133 249247 Kathy Bollinger Director 4.0 44.0 X 0 1359030 243204 Sheldon Stadnyk MD Director 8.0 40.0 X 0 540354 17174 Charles Garner MD Director 40.0 8.0 X 0 364410 25548 Edward Kowaleski MD Director 40.0 8.0 X 0 412106 25054 Clay Triplehorn MD Director 40.0 8.0 X 0 356987 39315 Teresa Malcolm MD Director 40.0 8.0 X 0 319467 35337 Edward Norman MD Director 40.0 8.0 X 325314 0 33871 Heidi Roeber Rice MD Director (THRU 9/15) 40.0 8.0 X 0 13400 8408 Dawn Sorenson MD Director 40.0 8.0 X 0 198057 20694 Shiva Birdi MD Director 40.0 8.0 X 0 600580 40233 Jenny Brady Director 40.0 8.0 X 0 158962 20192 Michael Simons MD Director (AS OF 9/15) 40.0 8.0 X 0 444019 28210 James Brannon President, CEO 20.0 20.0 X X 0 773595 39169 Gustav Decker MD CMO/Chairman(thru 2/15) 20.0 20.0 X X 0 276823 7019 Mindy Smith DIRECTOR 20.0 20.0 X 0 585767 127911 MystiE Johnson Foote DIRECTOR (AS OF 9/15) 20.0 20.0 X 0 431150 105744 David Bixby Secretary 4.0 44.0 X 0 1025492 892509 Diane Ekstrand VICE-PRESIDENT/CHRO 20.0 20.0 X 0 311166 27631 Leslie Flake VP FIN OPS, CFO, TREASURER 20.0 20.0 X 0 286082 61666 Elizabeth Avant ASSISTANT SECRETARY 4.0 44.0 X 0 102204 18178 Riley Hale MD Physician 40.0 0.0 X 806525 0 31830 Maurice Lyons MD Physician 40.0 0.0 X 800572 0 41014 David Blatt MD Physician 40.0 0.0 X 712803 0 39766 Ahmed Sherif MD Physician 40.0 0.0 X 698909 0 40829 Mark Rosenblatt MD Physician 40.0 0.0 X 694241 0 41518 Roberta Carlson VP OPERATIONS, ARIZONA WEST 8.0 40.0 X 0 363473 76768 Theodore Matthews VP FIN OP/CFO/TREAS THRU 12/15 20.0 20.0 X 0 248961 19966 ALAN SCOTT BAKER VP OPERATIONS, WEST REGION 0.0 48.0 X 418228 0 93606 4456592 10450218 2451611 376 true true false COMPHEALTH 6440 SOUTH MILLROCK DRIVE SUITE 17 SALT LAKE CITY UT 84121 MEDICAL STAFFING 1390067 LOCUMTENENSCOM 2655 NORTHWINDS PARKWAY ALPHARETTA GA 30009 MEDICAL STAFFING 441234 STAFF CARE INC PO BOX 281923 ATLANTA GA 303841923 MEDICAL STAFFING 429881 WEATHERBY LOCUMS INC PO BOX 972633 DALLAS TX 753972633 MEDICAL STAFFING 319366 SERVICEMASTER CLEAN 3054 LAKE CANAL COURT SUITE 120 FORT COLLINS CO 80524 JANITORIAL SERVICES 256632 5 6083 0 6083 HEALTHCARE SERVICES 621111 147364334 147364334 0 0 147364334 0 0 0 200811 200811 0 200811 200811 0 0 0 0 0 147571228 147364334 0 200811 0 0 0 0 0 0 0 0 359185 0 359185 0 0 0 0 0 108088592 108088592 0 0 2565574 2565574 0 0 5902174 5902174 0 0 5886977 5886977 0 0 230 0 230 0 12775 0 12775 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4590413 4590413 47670 0 47670 0 9164668 9164668 0 0 366731 366731 0 0 0 0 0 0 8591736 8591736 0 0 91545 91545 0 0 0 0 0 0 980 980 0 0 512310 0 512310 0 0 0 0 0 190860 190860 0 0 1687598 1523762 163836 0 CORPORATE ALLOCATIONS 10724257 0 10724257 0 BILLING 2893524 0 2893524 0 RECRUITMENT 1674046 1674046 0 0 STAFF DEVELOPMENT 1021846 1021846 0 0 9024402 9010326 14076 173398093 158670230 14727863 0 0 7070 9814 0 0 0 0 7878853 8547626 0 0 0 0 0 0 0 0 395746 218576 6650236 4779504 2024860 1870732 0 0 0 0 0 0 0 0 0 0 10306529 10646748 12956542 13008010 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 12956542 13008010 X -2650013 -2361262 0 0 0 0 -2650013 -2361262 10306529 10646748 X -25826865 0 0 0 0 26115616 X false true X true false X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 154196 154196 1766705 760458 1006247 1190269 1109280 80989 3502335 2909766 592569 36731 36731 1870732 0 0 X SCHEDULE D, PART X, LINE 2 BANNER HAS NOT RECORDED ANY EXPENSE OR ACCRUED FOR ANY RELATED EXPENSE FOR ANY UNCERTAIN TAX POSITIONS. BANNER'S 2011 THROUGH 2015 TAX YEARS REMAIN SUBJECT TO EXAMINATION FOR FEDERAL INCOME TAX PURPOSES, WHEREAS 2010 THROUGH 2015 TAX YEARS REMAIN SUBJECT TO EXAMINATION FOR STATE TAXING JURISDICTIONS IN WHICH BANNER OPERATES. 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THIS AMOUNT IS INCLUDED IN HER COMPENSATION AND IS INCLUDED IN SCHEDULE J, PART II, COL B(III): KATHY BOLLINGER $76,400 SCHEDULE J, PART I, LINE 3 THE FILING ORGANIZATION, BANNER MEDICAL GROUP COLORADO (BMGC), DOES NOT COMPENSATE OR PROVIDE BENEFITS TO BMGC'S CEO. ALL COMPENSATION AND BENEFITS OF BMGC'S CEO ARE DETERMINED BY BANNER HEALTH AND PAID BY BANNER MEDICAL GROUP, BOTH RELATED TAX-EXEMPT ORGANIZATIONS. SEE SCHEDULE O FOR FORM 990, PART VI, LINES 15A AND 15B FOR THE PROCESS USED BY THE RELATED ORGANIZATION TO DETERMINE COMPENSATION. SCHEDULE J, PART I, LINE 4A THE FOLLOWING INDIVIDUAL RECEIVED SEVERANCE PAY DURING 2015 (INCLUDED IN SCH J, PART II, COL (B)(III)): THEODORE MATTHEWS $152,455 SCHEDULE J, PART I LINE 4B 1. SERP II - COVERED 1 EXECUTIVE (BIXBY). THIS SERP IS HELD IN A RABBI TRUST AT NORTHERN TRUST COMPANY. EMPLOYER CONTRIBUTIONS TO SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (INCLUDED IN COL C AS DEFERRED COMPENSATION): DAVID BIXBY - $689,900 2. EXEC 457(B) COVERED APPROXIMATELY 290 FORMER AND CURRENT EXECUTIVES. THIS NONQUALIFIED PLAN IS HELD AT FIDELITY INVESTMENTS AND IS 100% VESTED. TAXATION OCCURS UPON DISTRIBUTION. THE ONLY CONTRIBUTIONS ALLOWED ARE EMPLOYER CONTRIBUTIONS. CONTRIBUTIONS ARE CALCULATED BASED ON ACTUARILY DETERMINED FACTORS. EMPLOYER CONTRIBUTIONS TO EXEC 457(B) ARE INCLUDED IN SCHEDULE J, PART II, COL B(III). 3. EXEC 457(F) - COVERED EXECUTIVES COMPENSATED BY BANNER HEALTH. THIS NONQUALIFIED PLAN IS HELD AT FIDELITY INVESTMENTS. VESTING OCCURS UPON MEETING VESTING REQUIREMENTS (SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE) - EARLIER OF AGE 62, 5 YEARS FROM DATE OF DEPOSIT, OR RULE OF 80. TAXATION OCCURS UPON DISTRIBUTION (IF VESTED). THE ONLY CONTRIBUTIONS ALLOWED ARE EMPLOYER CONTRIBUTIONS. PAYOUT AMOUNTS ARE TAXABLE AND INCLUDED IN SCHEDULE J, PART II, COL B(III). DEPOSIT AMOUNTS ARE INCLUDED IN SCHEDULE J, PART II, COL (C). Name 457(F) PAYOUT EMPLOYER 457(F) DEPOSIT John Hensing, MD $124,123 $0 Kathy Bollinger $122,035 $0 MINDY Smith $0 $25,788 ROBERTA CARLSON $10,524 $0 SHELDON STADNYK, MD $45,898 $0 THEODORE MATTHEWS $5,458 $0 MYSTIE JOHNSON FOOTE $0 $23,289 LESLIE FLAKE $0 $2,843 SCHEDULE J, PART I, LINE 7 1. DAVID BIXBY, JOHN HENSING, KATHY BOLLINGER, MINDY SMITH, MYSTIE JOHNSON FOOTE, LESLIE FLAKE, ALAN SCOTT BAKER, AND ROBERTA CARLSON PARTICIPATE IN A LONG-TERM INCENTIVE PLAN (LTIP) COVERING A TWO-YEAR CYCLE FROM 2015-2016 AND A THREE-YEAR CYCLE FROM 2015-2017. THE LTIP WAS DESIGNED AT THE INITIATIVE OF THE BANNER BOARD OF DIRECTORS WITH THE ASSISTANCE OF TOWERS WATSON, AND ALL COMPONENTS WERE APPROVED BY THE BOARD. THE PLAN HAS THREE AREAS OF PERFORMANCE TARGETS: OPERATING MARGINS, ACCOUNTABLE CARE ORGANIZATION (ACO) QUALITY PERFORMANCE AND COVERED LIVES (POPULATION HEALTH MANAGEMENT). AWARDS ARE CALCULATED AS A PERCENTAGE OF AVERAGE BASE SALARY DURING THE THREE-YEAR CYCLE, AND OPPORTUNITY VARIES BY POSITION LEVEL. THE PLAN REQUIRES A THRESHOLD LEVEL OF FINANCIAL PERFORMANCE BEFORE ANY AWARDS CAN BE MADE, AND THE AMOUNT OF THE AWARDS VARIES WITH THE DEGREE OF ACHIEVEMENT OF THE TARGETS. THE MAXIMUM LTIP PAYOUT OPPORTUNITY RANGES FROM 9% TO 75% OF THE AVERAGE THREE-YEAR BASE SALARY. AWARDS HAVE BEEN ACCRUED UNDER THE LTIP, BUT NO PAYMENTS ARE MADE UNTIL AFTER YEAR-END AND ACHIEVEMENT IS VERIFIED BY THE BANNER HEALTH BOARD COMPENSATION COMMITTEE AND APPROVED BY THE FULL BOARD OF DIRECTORS OF BANNER HEALTH. ALL LTIP COMPENSATION PAYMENTS ARE REPORTED IN THE INCENTIVE AND BONUS COMPENSATION SHOWN IN SCHEDULE J, PART II, COL B (II). AMOUNTS ACCRUED FOR 2015 FOR THE 2015-2016 CYCLE (TO BE PAID OUT IN 2017) AND THE 2015-2017 CYCLE (TO BE PAID OUT IN 2018) ARE REPORTED IN SCHEDULE J, PART II, COLUMN C AS DEFERRED COMPENSATION. THE FOLLOWING INDIVIDUALS ACCRUED LTIP BENEFITS DURING THE YEAR: JOHN HENSING, MD $208,528 KATHY BOLLINGER $200,377 DAVID BIXBY $168,463 MINDY SMITH $ 67,983 MYSTIE JOHNSON FOOTE $ 63,242 ALAN SCOTT BAKER $ 50,220 ROBERTA CARLSON $ 47,520 LESLIE FLAKE $ 39,435 2. BANNER HEALTH HAS A MANAGEMENT INCENTIVE PLAN (MIP) WHICH IS BASED ON COMPANY ACHIEVEMENT OF BASE AND STRETCH TARGETS FOR SEVERAL FINANCIAL AND NON-FINANCIAL/CLINICAL QUALITY METRICS THAT ARE ESTABLISHED ANNUALLY BY THE BANNER HEALTH BOARD OF DIRECTORS. AWARDS ARE GRANTED AS A PERCENTAGE OF THE PARTICIPANT'S BASE SALARY AND VARY WITH THE POSITION LEVEL OF THE PARTICIPATING EMPLOYEE, RANGING FROM 24% TO 80% OF BASE SALARY. IN 2015, THERE WERE 919 MIP PARTICIPANTS. MIP COMPENSATION PAID IN 2015 IS INCLUDED IN SCHEDULE J, PART II, COL B (II). 3. CLINICAL PHYSICIANS EMPLOYED BY BANNER ARE TYPICALLY PAID ON THE BASIS OF A COMPENSATION SYSTEM THAT INCORPORATES A BASE SALARY AND A NON-FIXED PRODUCTIVITY COMPONENT THAT IS BASED UPON THE PHYSICIAN'S PRODUCTIVITY. ALL BONUS AND INCENTIVE COMPENSATION UNDER THIS PLAN IS INCLUDED IN SCHEDULE J, PART II, COL B(II). 4. the following individual received a one-time retention bonus (included in Part II, Col b(II)): MINDY SMITH $ 50,000 5. These one-time awards were special recognition awards for individuals who exhibited outstanding performance and dedication for their work in the UAHN acquisition. Their contributions were the results of a successful transition of the UAHN acquisition and in appreciation of exceptional accomplishments, initiative, commitment and excellence. The Special Incentive is INCLUDED IN SCHEDULE J, PART II, COL B (II). KATHY BOLLINGER $100,000 DAVID BIXBY $100,000 SCHEDULE J, PART II ADDITIONAL COMPENSATION NOTES 1) BONUS LIFE INSURANCE AS PART OF BANNER HEALTH'S (BH) EXECUTIVE SELECT BENEFIT PROGRAM (ESB), CERTAIN INDIVIDUALS PARTICIPATED IN THE BONUS LIFE INSURANCE PROGRAM (BLIP). ELIGIBLE EMPLOYEES COULD ELECT TO USE PART OF THEIR ESB ALLOWANCE TO PURCHASE BLIP THROUGH NORTHWESTERN MUTUAL. THE PARTICIPATING EMPLOYEE OWNS THE POLICY AND CAN ACCESS ITS CASH VALUE. THE ENTIRE AMOUNT PURCHASED IS REPORTED AS TAXABLE COMPENSATION IN COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS: GUSTAV DECKER, MD $84,347 JAMES BRANNON $72,067 2) CASHOUT OF PAID TIME OFF CERTAIN INDIVIDUALS RECEIVED ONE-TIME CASHOUTS OF EARNED AND UNUSED PAID TIME OFF. THESE AMOUNTS ARE INCLUDED IN SCHEDULE J, PART II, COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS: JOHN HENSING, MD $109,421 KATHY BOLLINGER $ 67,275 SHELDON STADNYK, MD $ 8,125 HEIDI ROEBER RICE, MD $ 33 SHIVA BIRDI, MD $ 50,397 JENNY BRADY $ 7,101 DAVID BIXBY $ 39,250 JAMES BRANNON $ 36,077 GUSTAV DECKER, MD $ 35,434 MINDY SMITH $ 30,919 LESLIE FLAKE $ 29,209 DIANE EKSTRAND $ 8,744 ALAN SCOTT BAKER $ 7,388 ROBERTA CARLSON $ 5,317 MYSTIE JOHNSON FOOTE $ 4,623 3) ROBERTA CARLSON AND ALAN SCOTT BAKER ARE STILL EMPLOYED WITHIN THE BANNER HEALTH SYSTEM BUT ARE NO LONGER OFFICERS OF BMGC. THEREFORE, THEY ARE MARKED AS FORMER ON THIS FORM 990. 3) SHARE OPTION PLAN CERTAIN INDIVIDUALS PARTICIPATED IN BANNER'S SHARE OPTION PLAN WHICH ALLOWED THEM TO PURCHASE MUTUAL FUND SHARE OPTIONS OVER A SPECIFIED PERIOD OF TIME AT BELOW FAIR MARKET VALUE. THE VALUE OF MUTUAL FUNDS RECEIVED IS TAXABLE UPON EXERCISE OF THE OPTIONS. THE FOLLOWING INDIVIDUAL EXERCISED MUTUAL FUND SHARE OPTIONS AS PART OF THIS PLAN DURING 2015, THE VALUE OF WHICH IS INCLUDED IN SCHEDULE J, PART II, COLUMN B(III): DAVID BIXBY $68,438 FORM 990, PART III, LINE 4 BANNER MEDICAL GROUP COLORADO (BMGC) WAS FORMED FOR THE PURPOSES OF ENABLING THE BANNER HEALTH (BH) SYSTEM TO PROVIDE INTEGRATED AND COORDINATED CARE AND POPULATION HEALTH MANAGEMENT, THEREBY FURTHERING BANNER'S EXEMPT PURPOSES BY ENABLING IT TO PROVIDE HIGHER QUALITY, MORE EFFICIENT (AND LESS DUPLICATIVE) AND LESS EXPENSIVE HEALTHCARE FOR THE COMMUNITIES IT SERVES. BY CONSOLIDATING PHYSICIAN EMPLOYMENT WITHIN A SINGLE ENTITY, BMGC IS ABLE TO COORDINATE AND INTEGRATE WITH BH IN ORDER TO IMPROVE TRANSPARENCY AND ACCOUNTABILITY IN THE PHYSICIAN OPERATIONS AND TO ALIGN THE PHYSICIAN OPERATIONS MORE FULLY AND CONSISTENTLY WITH THE EXEMPT PURPOSES AND OPERATIONS OF BH. THIS ALLOWS THE BH SYSTEM TO RESPOND TO CHANGES IN THE COMMUNITY HEALTHCARE SYSTEM ENCOURAGED BY THE PATIENT PROTECTION AND AFFORDABLE CARE ACT OF 2010. BMGC ACTIVITIES ARE PRIMARILY FUNDED THROUGH PROFESSIONAL REVENUE EARNED THROUGH THE ACTIVITIES OF THE EMPLOYED PHYSICIANS AND SUPPORT FROM BH. BMGC'S EMPLOYED PHYSICIANS PROVIDE THE FOLLOWING SERVICES: A. MOST OF THE PHYSICIANS ARE HOUSED IN BANNER HEALTH CLINICS LOCATED THROUGHOUT THE SERVICE AREA OF BH'S ACUTE CARE HOSPITALS. THESE PHYSICIANS INCLUDE PRIMARY CARE PROVIDERS AND SPECIALISTS WHO MEET THE HEALTHCARE NEEDS OF THE AREA BY PROVIDING HIGH-QUALITY HEALTHCARE IN A CONVENIENT AND PATIENT-FRIENDLY ENVIRONMENT. A NUMBER OF THESE PHYSICIANS WILL EVENTUALLY BE GROUPED INTO LARGER BANNER HEALTH CENTERS WHICH WILL PROVIDE A VARIETY OF PRIMARY AND SPECIALIST PHYSICIAN SERVICES AND ANCILLARY SERVICES SUCH AS CLINICAL LABORATORY, IMAGING, PHYSICAL THERAPY, AMBULATORY SURGERY, AND OTHER SERVICES FOUND IN MULTI-SPECIALTY PHYSICIAN CLINIC SITES. B. ANOTHER GROUP OF BMGC'S PHYSICIANS ARE WORKING, AND WILL CONTINUE TO WORK, PRIMARILY IN BH'S ACUTE CARE HOSPITALS TO PROVIDE SPECIALTY PROCEDURE-BASED CARE, SUCH AS CARDIOLOGY, GASTROENTEROLOGY, UROLOGY, RADIOLOGY, CARDIOVASCULAR SURGERY, BARIATRIC SURGERY, ORTHOPEDIC SURGERY AND GENERAL SURGERY. THIS GROUP OF PHYSICIANS ALSO INCLUDES HOSPITALISTS, WHO PROVIDE 24/7 CARE FOR PATIENTS ADMITTED TO BH'S ACUTE CARE HOSPITALS, AND INTENSIVISTS, WHO PROVIDE CARE FOR PATIENTS ADMITTED TO BH'S INTENSIVE CARE UNITS, INCLUDING INTENSIVISTS WHO ARE EMPLOYED IN BH'S E-ICU, A REMOTE ICU MONITORING SYSTEM THAT ENABLES HIGHLY TRAINED AND EXPERIENCED INTENSIVISTS HOUSED IN REMOTE MONITORING CENTERS TO OBSERVE AND MONITOR ICU PATIENTS ON A 24/7 BASIS, INCLUDING PATIENTS ADMITTED TO ICUS IN BH'S SMALLER, RURAL HOSPITALS. C. ANOTHER COMPONENT OF BMGC'S PHYSICIANS AND ALLIED HEALTH PROVIDERS PROVIDE OCCUPATIONAL HEALTH SERVICES IN BH'S OCCUPATIONAL HEALTH CLINICS. THESE CLINICS PROVIDE TRADITIONAL WORKER'S COMPENSATION, EMPLOYEE HEALTH EVALUATIONS AND SIMILAR SERVICES, BOTH FOR BH'S SUBSTANTIAL WORKFORCE AND FOR EMPLOYERS IN THE COMMUNITIES SERVED BY BH'S HOSPITALS. FORM 990, PART VI, LINE 1A BMGC'S EXECUTIVE COMMITTEE CONSISTS OF AT LEAST THREE MEMBERS OF THE BOARD OF DIRECTORS, INCLUDING THE CHAIRMAN. THE EXECUTIVE COMMITTEE MEETS AS NEEDED BETWEEN SCHEDULED BOARD MEETINGS AND HAS THE DUTY AND DELEGATED RESPONSIBILITY TO TAKE ACTION AS REQUIRED ON BEHALF OF, AND IN PLACE OF, THE BOARD. ALL SUCH ACTIONS MUST BE REPORTED TO THE BOARD AT THE NEXT REGULARLY SCHEDULED BOARD MEETING. FORM 990, PART VI, LINE 6 BANNER MEDICAL GROUP COLORADO'S (BMGC) SOLE MEMBER IS BANNER HEALTH (BH), AN ARIZONA NON-PROFIT CORPORATION, WHICH IS ALSO EXEMPT UNDER SECTION 501(C)(3). FORM 990, PART VI, LINE 7A THE BOARD OF DIRECTORS OF BANNER HEALTH, THE SOLE MEMBER, ELECTS THE BOARD OF DIRECTORS OF BANNER MEDICAL GROUP COLORADO. A MAJORITY OF THE MEMBERS OF THE BOARD OF DIRECTORS ARE REQUIRED TO BE PHYSICIANS WHO ARE EMPLOYED BY BANNER MEDICAL GROUP COLORADO OR AN AFFILIATE OF BANNER MEDICAL GROUP COLORADO FOR THE PRIMARY PURPOSE OF PROVIDING CLINIC SERVICES. ANY DIRECTOR MAY BE REMOVED BY BANNER HEALTH AT ANY TIME, WITH OR WITHOUT CAUSE. FORM 990, PART VI, LINE 7B BANNER HEALTH, THE SOLE MEMBER, SHALL HAVE AND EXERCISE THOSE POWERS HEREAFTER DESCRIBED: (A) APPOINT OR REMOVE THE PRESIDENT, THE CHIEF FINANCIAL OFFICER, THE CHIEF MEDICAL OFFICER, AND OTHER EXECUTIVE EMPLOYEES OF THE CORPORATION; (B) EVALUATE THE PERFORMANCE OF, AND ESTABLISH THE COMPENSATION OF, THE PRESIDENT; (C) REVIEW AND APPROVE THE COMPENSATION OF THE CHIEF FINANCIAL OFFICER, THE CHIEF MEDICAL OFFICER, AND OTHER EXECUTIVE EMPLOYEES OF THE CORPORATION; (D) APPOINT OR REMOVE ALL MEMBERS OF THE BOARD OF DIRECTORS OF THE CORPORATION, WHICH SHALL BE DONE BY VOTE OF THE BOARD OF DIRECTORS OF THE MEMBER; (E) REVIEW AND APPROVE MISSION STATEMENTS AND STRATEGIC PLANS; (F) APPROVE THE ESTABLISHMENT OF ALL NEW CORPORATE OR PARTNERSHIP ENTITIES CREATED OR JOINED BY THE CORPORATION; (G) REVIEW AND APPROVE OPERATING AND CAPITAL BUDGETS OF THE CORPORATION; (H) APPROVE ALL UNBUDGETED EXPENDITURES OVER THRESHOLDS AND SIGNATURE AUTHORITY AS ESTABLISHED BY POLICY OF THE MEMBER; (I) APPROVE THE PURCHASE OR SALE OF ANY ASSET OVER THRESHOLDS AND SIGNATURE AUTHORITY AS ESTABLISHED BY POLICY OF THE VOTING MEMBER, OR THE MERGER OR CONSOLIDATION OF THE CORPORATION WITH OR INTO ANY OTHER ENTITY; (J) APPROVE MAJOR CONTRACTS OF A NATURE AND SIZE AS DETERMINED BY POLICY AND SIGNATURE AUTHORITY OF THE MEMBER; (K) APPROVE ALL DEBT AND GUARANTIES OF THE CORPORATION OF TYPES AND LIMITS OVER THRESHOLDS AND SIGNATURE AUTHORITY AS ESTABLISHED BY POLICY OF THE MEMBER; (L) APPROVE THE INFORMATION TECHNOLOGY INFRASTRUCTURE OF THE CORPORATION; (M) APPROVAL OF THE COMPENSATION PHILOSOPHY, MODELS AND METHODOLOGY FOR CLINICAL PHYSICIANS EMPLOYED BY THE CORPORATION; (N) APPROVAL OF THE PATIENT FINANCIAL ASSISTANCE POLICIES APPLICABLE TO SERVICES PROVIDED BY THE CLINICAL PHYSICIANS AND OTHER HEALTH PROFESSIONALS EMPLOYED BY THE CORPORATION; AND (O) APPROVAL OF ANY ACTION, OR THE PROHIBITION OF ANY ACTION, IN EACH AS IS REASONABLY NECESSARY TO PRESERVE THE STATUS OF THE MEMBER AND OF THE CORPORATION AS ORGANIZATIONS DESCRIBED IN SECTION 501(C)(3) OF THE CODE. FORM 990, PART VI, LINE 11B THE 990 IS REVIEWED BY BANNER HEALTH'S LEGAL DEPARTMENT, TAX DEPARTMENT, INTERNAL AUDIT DEPARTMENT, AND CERTAIN BANNER MEDICAL GROUP COLORADO OFFICERS. A MEETING IS HELD WITH THE TAX PREPARER AND A LINE-BY-LINE REVIEW IS DONE PRIOR TO THE FILING OF THE RETURN. THE FORM 990 WILL BE MADE AVAILABLE TO THE GOVERNING BODY AT THE NEXT REGULARLY SCHEDULED BOARD MEETING AFTER FILING. FORM 990, PART VI, LINE 12C BANNER MEDICAL GROUP COLORADO HAS ADOPTED THE BANNER HEALTH CONFLICT OF INTEREST POLICY. THIS POLICY REQUIRES THE INTERNAL AUDIT DEPARTMENT OF BANNER HEALTH TO PROVIDE EACH PARTY WITH A DISCLOSURE QUESTIONNAIRE. THE INTERNAL AUDIT DEPARTMENT PREPARES A SUMMARY FOR THE TAX DEPARTMENT. THIS SUMMARY IS ALSO PRESENTED TO THE AUDIT COMMITTEE. THE TAX DEPARTMENT PREPARES THE FORM 990 DISCLOSURE. THIS DISCLOSURE IS PRESENTED TO THE LEGAL DEPARTMENT FOR REVIEW. PURSUANT TO BANNER HEALTH'S CONFLICT OF INTEREST POLICY, ALL BOARD MEMBERS, OFFICERS AND THE DIRECTOR OF AUDIT SERVICES MUST DISCLOSE THE EXISTENCE OF ANY FINANCIAL INTEREST THAT MAY GIVE RISE TO A CONFLICT OF INTEREST. FORM 990, PART VI, LINE 15 PART VI, LINE 15A WAS ANSWERED "NO" IN ACCORDANCE WITH FORM 990 INSTRUCTIONS BECAUSE THE FILING ENTITY DOES NOT DETERMINE COMPENSATION. THE COMPENSATION OF THE BANNER MEDICAL GROUP COLORADO CEO IS DETERMINED BY THE BANNER HEALTH EXECUTIVE VICE-PRESIDENT/CHIEF MEDICAL OFFICER AND IS SUBJECT TO OVERSIGHT BY THE BANNER HEALTH BOARD OF DIRECTOR'S COMPENSATION COMMITTEE IN THE SAME MANNER AS SUCH OVERSIGHT IS EXERCISED OVER OTHER VICE PRESIDENTS AND HIGHER EXECUTIVES OF BANNER HEALTH. THE COMPENSATION OF OTHER OFFICERS OF BANNER MEDICAL GROUP COLORADO IS ESTABLISHED BY THE BANNER MEDICAL GROUP COLORADO CEO, IF THEY ARE EMPLOYEES OF BANNER MEDICAL GROUP COLORADO, OR BY BANNER HEALTH, IF THEY ARE EMPLOYEES OF BANNER HEALTH, IN EACH CASE WITHIN COMPENSATION RANGES SET BY THE BANNER HEALTH COMPENSATION AND BENEFITS DEPARTMENT BASED ON MARKET DATA. BANNER HEALTH'S PROCESS TO DETERMINE THE COMPENSATION OF BANNER MEDICAL GROUP COLORADO IS AS FOLLOWS: BANNER HEALTH UTILIZES A COMPENSATION COMMITTEE COMPRISED OF INDEPENDENT DIRECTORS THAT EXERCISES OVERSIGHT OVER ALL ASPECTS OF THE COMPENSATION PAID TO OR FOR THE BENEFIT OF THE CEO AND ALL OTHER SENIOR EXECUTIVES OF BANNER HEALTH AND ANY OF ITS AFFILIATES, INCLUDING THE BANNER MEDICAL GROUP COLORADO CEO, AND ALL OTHER PERSONS WHO CONSTITUTE "DISQUALIFIED PERSONS" WITH RESPECT TO BANNER HEALTH UNDER CODE SECTION 4958. THE COMMITTEE: - ASSESSES ANNUALLY THE PERFORMANCE OF THE CEO - RECOMMENDS TO THE BOARD APPROPRIATE COMPENSATION FOR THE CEO - REVIEWS AND DETERMINES THE EXECUTIVE TOTAL COMPENSATION PHILOSOPHY OF BANNER HEALTH - ESTABLISHES THE PERMISSIBLE RANGES OF COMPENSATION FOR SENIOR EXECUTIVES AND DISQUALIFIED PERSONS, INCLUDING THE BANNER MEDICAL GROUP COLORADO CEO - REVIEWS AND APPROVES THE DESIGN OF THE COMPONENTS OF COMPENSATION FOR SENIOR EXECUTIVES AND ANY OTHER DISQUALIFIED PERSONS AND MONITORS COMPLIANCE OF BANNER HEALTH WITH THE PHILOSOPHY AND DESIGN COMPONENTS OF EXECUTIVE COMPENSATION - RECEIVES THE CEO'S REPORT CONCERNING THE OVERALL PERFORMANCE AND DEVELOPMENT ASSESSMENT OF THE SENIOR EXECUTIVES, INCLUDING BANNER MEDICAL GROUP COLORADO CEO - ACTS FOR THE BOARD IN THE ENGAGEMENT AND DIRECT OVERSIGHT OF EXTERNAL INDEPENDENT COMPENSATION CONSULTANTS ENGAGED TO PROVIDE ADVICE AND INFORMATION WITH RESPECT TO THE REASONABLENESS AND COMPETITIVENESS OF THE COMPENSATION PAID TO THE CEO, SENIOR EXECUTIVES AND ANY OTHER DISQUALIFIED PERSONS, WHICH CONSULTANT REPORTS DIRECTLY TO THE COMMITTEE IN ADDITION, THE COMMITTEE HAS ADOPTED THE FOLLOWING BEST PRACTICES WITH RESPECT TO ITS EXECUTIVE COMPENSATION OVERSIGHT FUNCTION: RECEIVES THE REPORT OF THE VICE PRESIDENT, TOTAL COMPENSATION, REGARDING ALL MATERIAL INCENTIVE PLANS, BENEFIT PLANS AND PROGRAMS THAT APPLY TO EMPLOYEES AND PHYSICIANS GENERALLY; APPROVES THE BANNER HEALTH CEO'S RECOMMENDATIONS AS TO THE COMPENSATION OF SENIOR EXECUTIVES. THE COMPENSATION COMMITTEE MAY RETAIN EXTERNAL INDEPENDENT COMPENSATION CONSULTANTS TO THE EXTENT THE COMMITTEE DEEMS NECESSARY OR APPROPRIATE TO CARRY OUT ITS RESPONSIBILITIES. IF SO ENGAGED, THE COMMITTEE HAS RESPONSIBILITY FOR APPROVING THE FEES AND THE TERMS OF ENGAGEMENT FOR THE CONSULTANTS, AS WELL AS TERMINATION OF SUCH ENGAGEMENT. TYPICALLY, THE COMMITTEE HAS ENGAGED A CONSULTANT ANNUALLY TO REVIEW AND OPINE AS TO THE REASONABLENESS OF THE CEO'S COMPENSATION PACKAGE AND HAS ENGAGED A CONSULTANT APPROXIMATELY ONCE EVERY THREE YEARS TO REVIEW AND OPINE AS TO THE REASONABLENESS OF SENIOR EXECUTIVE AND OTHER EXECUTIVE MANAGEMENT COMPENSATION, INCLUDING THAT OF THE BANNER MEDICAL GROUP COLORADO CEO. THE COMMITTEE PERIODICALLY REVIEWS THE RELATIONSHIP BETWEEN BANNER HEALTH AND EACH CONSULTANT TO ENSURE THE CONSULTANT'S INDEPENDENCE. IN CONNECTION WITH EACH SUCH EVALUATION, THE COMMITTEE REQUESTS A WRITTEN CERTIFICATION FROM EACH CONSULTANT THAT: - INCLUDES AN INDEPENDENCE ATTESTATION AFFIRMING THAT THE CONSULTANT HAS CONDUCTED ITS OWN INTERNAL ASSESSMENT AND, BASED ON SUCH ASSESSMENT AND ITS INTERNAL CONTROLS, CONCLUDED THAT IT HAS PERFORMED ITS SERVICES FOR THE COMMITTEE IN AN INDEPENDENT MANNER AND IS INDEPENDENT AS DEFINED IN THE INTERMEDIATE SANCTION REGULATIONS UNDER CODE SECTION 4958 - CONFIRMS THAT THE CONSULTANT REPORTS TO THE COMMITTEE THROUGH THE CHAIR OF THE COMMITTEE AND THAT ALL CONSULTING ACTIVITY FOR BANNER HEALTH CONDUCTED BY SUCH CONSULTANT DURING THE PRECEDING YEAR WAS CONDUCTED WITH THE KNOWLEDGE AND CONSENT OF THE CHAIR OF THE COMMITTEE - DETAILS THE AMOUNTS PAID BY BANNER HEALTH TO THE CONSULTANT IN ITS CAPACITY AS AN EXTERNAL COMPENSATION CONSULTANT TO THE COMMITTEE, AND THE AMOUNTS PAID BY BANNER HEALTH, IF ANY, TO THE CONSULTANT AND ITS AFFILIATES FOR ANY OTHER ENGAGEMENTS THE COMMITTEE MAY ALSO REQUIRE THE CONSULTANT TO VERIFY THAT IT MEETS THE DEFINITION OF "INDEPENDENT" AS DESCRIBED IN THE FORM 990 INSTRUCTIONS. COMPENSATION SURVEYS AND STUDIES ARE UTILIZED BY INDEPENDENT CONSULTANTS THAT THE COMMITTEE MAY ENGAGE FROM TIME TO TIME. THE COMPENSATION REVIEWPROCESS WAS LAST COMPLETED IN 2015 FORM 990, PART VI, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, AUDITED FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY, AND TAX RETURNS ARE AVAILABLE UPON REQUEST. COPIES ARE MAINTAINED AT EACH ADMINISTRATIVE OFFICE AND IN THE LEGAL AND TAX DEPARTMENTS. FORM 990, PART XI, LINE 9 INTERCOMPANY TRANSFERS $28,411,021 OTHER CHANGES IN NET ASSESTS ($2,295,405) ------------ ALL OTHER CHANGES IN NET ASSETS: $26,115,616 Banner Occupational Hlth - Colorado LLC 1801 16th Street Greeley CO 80631 900733286 Medical Svs CO 3697795 513177 BMGC Banner Anesthesiologists - Colorado LLC 1801 16th Street Greeley CO 80631 900933809 Medical Svs CO 0 0 BMGC Banner Urgent Care - Colorado LLC 1801 16th Street Greeley CO 80631 900733287 Medical Svs CO 0 0 BMGC Banner Health Physicians - Colorado LLC 1801 16th Street Greeley CO 80631 900733283 Medical Svs CO 136281383 7188867 BMGC Banner Hospital Based Physicians-Co LLC 1801 16th Street Greeley CO 80631 900733285 Medical Svs CO 7595050 414315 BMGC Banner Health 2901 N Central Ave Suite 160 Phoenix AZ 85012 450233470 Hospital AZ 501(C)(3) 3 NA false Banner Health Foundation 2901 N Central Ave Suite 160 Phoenix AZ 85012 942545356 Support AZ 501(C)(3) 7 BANNER HLTH true Banner Alzheimers Foundation 2901 N Central Ave Suite 160 Phoenix AZ 85012 204862361 Support AZ 501(C)(3) 7 BANNER HLTH true Banner Medical Group 2901 N Central Ave Suite 160 Phoenix AZ 85012 900532830 Medical Svs AZ 501(C)(3) 3 BANNER HLTH true Good Samaritan Community FDN (THRU 715) 2901 N Central Ave Suite 160 Phoenix AZ 85012 866306490 Support AZ 501(C)(3) 11A-I BANNER HLTH true Casa Grande Community Hospital Fdn 1800 E Florence Blvd Casa Grande AZ 85122 311726569 Support AZ 501(C)(3) 7 BANNER HLTH true Banner-University Medical Group 2901 N CENTRAL AVE SUITE 160 PHOENIX AZ 85012 942958258 Medical Svs AZ 501(C)(3) 3 BANNER HLTH true Univ Physicians Healthcare Comm Hlth Ctr 2901 N Central Ave Suite 160 Phoenix AZ 85012 264586679 Medical Svs AZ 501(C)(3) 3 BUMG true THE UNIV OF AZ HEALTH PLANS-FAMILY CARE 2901 N Central Ave Suite 160 Phoenix AZ 85012 463766901 Health Insur AZ 501(C)(3) 9 BANNER HLTH true THE UNIV OF AZ HEALTH PLANS - UCA 2901 N Central Ave Suite 160 Phoenix AZ 85012 463757358 Health Insur AZ 501(C)(3) 9 BANNER HLTH true Caduceus Indemnity Ins Corp (THRU 715) 745 Fort Street Suite 1000 Honolulu HI 96813 990343363 Captive Insur HI 501(C)(3) 11A-1 BANNER HLTH true Partners in Integrated Health LLC 2901 N Central Avenue Suite 160 Phoenix AZ 85012 611700965 Management svs AZ NA N/A Banner Arizona ASC LLC 525 W Brown Road Mesa AZ 85201 900532830 OP SURGERY CTR TN NA N/A UM Leasing LLC (THRU 715) 2901 N Central Avenue Suite 160 Phoenix AZ 85012 203400643 Leasing AZ NA N/A DGV Enhanced US Equity Fund LLC 10 Second Street NE Suite 200 Minneapolis MN 55413 472398930 Investments MN NA N/A Banner Plan Administration Inc 445 W 5th Place Suite 101 Mesa AZ 85201 860800246 Third Party Admin AZ NA C Corp true Tanana Valley Medical (THRU 115) 1001 Noble Street Fairbanks AK 99701 920049930 Medical Services AK NA C Corp true Banner Indemnity Ltd 1627 E 18TH ST PO BOX 1051 Grand Cayman BWI CJ 450233470 Investments CJ NA Foreign Corp true Banner Health Network 2901 N Central Ave Suite 160 Phoenix AZ 85012 900750689 Acctble Care Org AZ NA C Corp true ACADEMIC INSURANCE FUNDING LTD PO Box 1051 Grand Cayman BWI CJ 980116943 Captive Insurance CJ NA Foreign Corp true THE UNIV OF AZ HEALTH PLANS-U HEALTHCARE 2901 N Central Ave Suite 160 Phoenix AZ 85012 454370907 Health Insurance AZ NA C Corp true false false false false false false false false false false true true true true true true false false true SCHEDULE R, PART III PARTNERS IN INTEGRATED HEALTH, LLC EIN: 61-1700969 ADDRESS: 2901 N CENTRAL AVE SUITE 160, PHOENIX, AZ 85012 BANNER ARIZONA ASC, LLC EIN: 90-0532830 ADDRESS: 525 W. BROWN ROAD, MESA, AZ 85201 UM Leasing LLC (THRU 7/15) EIN: 20-3400643 ADDRESS: 2901 N CENTRAL AVENUE SUITE 160, PHOENIX, AZ 85012 DGV ENHANCED US EQUITY FUND, LLC EIN: 47-2398930 ADDRESS: 10 SECOND STREET NE SUITE 200, MINNEAPOLIS, MN 55413