2025-11-17T15:16:39-06:00 2024-12-31 PwC US Tax LLP 2001 MARKET ST SUITE 1800 PHILADELPHIA PA 19103 990 2024-01-01 814089215 POINT32HEALTH INC % MARK PORTER TREASURER POIN 6179729400 1 WELLNESS WAY CANTON MA 02021 MARK PORTER TREASURER 6179729400 2025-11-17 true true ANTONIO C RUSSO P00858539 2673303000 2025-11-13 2024 2025-03-06 01:10:19Z SCOTT WALKER 1 WELLNESS WAY CANTON MA 02021 0 false X WWW.POINT32HEALTH.ORG X 2016 MA SEE SCHEDULE O 12 12 0 0 0 0 0 0 0 0 -396838 1151306 -55058078 -553181574 -55454916 -552030268 0 0 0 0 0 0 0 0 0 35168849 9109862 35168849 9109862 -90623765 -561140130 2083086166 1524215390 19124373 21393727 2063961793 1502821663 X SEE SCHEDULE O false false 0 0 0 P32H'S PURPOSE IS TO OPERATE EXCLUSIVELY FOR THE PROMOTION OF SOCIAL WELFARE, FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF,AND TO CARRY OUT THE PURPOSES OF AND OVERSEE ORGANIZATIONS THAT: (A) ARRANGE FOR THE PROVISION OF COMPREHENSIVE HEALTH CARE SERVICES, PRIMARILY ON A PRE-PAID BASIS, MANAGED CARE PROGRAMS,AND OTHER ALTERNATIVE HEALTH CARE DELIVERY PROGRAMS, INCLUDING PROGRAMS DIRECTED PRIMARILY AT LOW INCOME RESIDENTS; (B) PROMOTE HEALTH MAINTENANCE THROUGH PROVIDING AND/OR ARRANGING FOR THE PROVISION OF HEALTH EDUCATION SERVICES; AND/OR (C) PROMOTE POSITIVE REGIONAL HEALTH PLANNING BETWEEN PROVIDERS AND CONSUMERS P32H'S ACTIVITIES INCLUDE SUPERVISING, OVERSEEING, AND APPROVING STRATEGIC PLANNING FOR TAHMO, THPP, HPHC AND OTHER ENTITIES IN THE POINT32HEALTH ENTERPRISE. 0 false false false false false false false false false false false false true 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 false false true 36 0 true 0 false false false false false false false false X 12 12 true false false false false false false true true false false true true true true true true true true false MA X MARK PORTER TREASURER 6179729400 1 WELLNESS WAY CANTON MA 02021 X CAIN HAYES DIR. PRES. & CEO (END 9/24) 2.5 47.5 X X 0 4532289 42363 PHILIP BARR EVP, PRESIDENT, MARKETS 2.5 47.5 X 0 1580792 159172 TRACEY CARTER FORMER SVP, CHIEF ACTUARY 0.0 0.0 X 0 1598732 18185 PETE CHURCH CHIEF PEOPLE & CULTURE OFFICER 2.5 47.5 X 0 1284213 156654 PATRICIA BLAKE FORMER SVP, PRES MEDICARE 0.0 0.0 X 0 1330488 19544 ROLAND PRICE FORMER TREASURER 0.0 0.0 X 0 1299914 15069 R SCOTT WALKER CFO & PRESIDENT (START 9/24) 2.5 47.5 X 0 1041266 162232 ADAM SCOTT SVP, PRES DIVER BUS (END 7/24) 2.5 47.5 X 0 1115810 42425 MARK PORTER TREASURER 2.5 47.5 X 0 1024863 112221 KRISTIN LEWIS CHIEF PUB & COMM AFF OFFICER 2.5 47.5 X 0 998596 118145 UMESH KURPAD FORMER CFO 0.0 0.0 X 0 1087771 21702 KATIE CATLENDER COO (START 1/24) 2.5 47.5 X 0 880347 67611 DEAN PEASLEY SVP, OPERATIONS (END 4/24) 2.5 47.5 X 0 840092 31405 URCEL FIELDS SVP, PRES. GOVT MKT(END 11/24) 2.5 47.5 X 0 842020 16316 TISA HUGHES Former Clerk/Secretary 0.0 0.0 X 0 824422 31490 SUSAN KEE CLERK/SECRETARY, CLO 2.5 47.5 X 0 696820 93265 MARY MAHONEY FORMER SVP, CLO 0.0 0.0 X 0 705784 0 PATRICIA TREBINO FORMER SVP, COO 0.0 0.0 X 0 553026 0 EILEEN AUEN EXECUTIVE CHAIR (START 9/24) 2.5 50.0 X X 0 533336 0 THOMAS CROSWELL FORMER CEO 0.0 0.0 X 0 404893 9900 PATRICIA HOWARD FORMER COO 0.0 0.0 X 0 232740 0 MICHAEL J MCCOLGAN DIRECTOR 1.0 3.0 X 0 141000 0 BERTRAM L SCOTT LEAD DIR/VICE CHR(START 10/24) 1.0 3.0 X X 0 138000 0 MICHAEL SHEA DIRECTOR 1.0 3.0 X 0 136000 0 TODD WHITBECK DIRECTOR 1.0 3.0 X 0 135500 0 HEDWIG VEITH WHITNEY DIRECTOR 1.0 3.0 X 0 135000 0 GREGORY D TRANTER DIRECTOR 1.0 3.0 X 0 133000 0 PETER SLAVIN MD DIRECTOR (END 9/24) 1.0 3.0 X 0 124306 0 RAYMOND PAWLICKI DIRECTOR 1.0 3.0 X 0 120000 0 IRINA SIMMONS DIRECTOR (END 6/24) 1.0 3.0 X 0 79778 0 JOYCE MURPHY DIRECTOR (END 6/24) 1.0 3.0 X 0 79778 0 GAUROV DAYAL MD DIRECTOR (START 6/24) 1.0 3.0 X 0 44695 0 ELIZABETH BIERBOWER DIRECTOR (START 6/24) 1.0 7.0 X 0 42223 0 MICHAEL TARNOFF MD DIRECTOR (START 12/24) 1.0 3.0 X 0 0 0 GREG SHELL DIRECTOR, VICE CHAIR 1.0 5.0 X X 0 0 0 0 23958714 1117699 0 true true false JONES DAY 100 HIGH STREET BOSTON MA 021101781 LEGAL SERVICES 1921768 DELOITTEE TRANSACTIONS BUSINESS A PO BOX 840728 DALLAS TX 752840728 CONSULTING SERVICES 1900734 EILEEN AUEN 3 DEEP RUN COURT HUNT VALLEY MD 21030 BOARD MEMBER 693753 ERNST YOUNG LLP 2100 ONE PPG PLACE PITTSBURG PA 152640382 AUDIT SERVICES 536000 MICHAEL J MCCOLGAN 17421 VIA LUGANO CT MIROMAR LAKES FL 33913 BOARD MEMBER 141000 17 0 0 1151306 1151306 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 EQUITY IN SUBSIDIARIES 524114 -553181574 0 0 -553181574 -553181574 -552030268 0 0 -552030268 0 0 0 0 0 0 0 0 0 0 0 0 11284660 0 11284660 0 310582 0 310582 0 0 0 0 974 0 974 0 167 0 167 0 0 11824 0 11824 0 257362 0 257362 0 0 0 43186 0 43186 0 0 43437 0 43437 0 0 0 0 0 BOARD/COMMITTEE FEES 2104842 0 2104842 0 MEMBERSHIP/DUES 14219 0 14219 0 BUSINESS EXPENSE 3230 0 3230 0 INSURANCE RECOVERIES -4966498 0 -4966498 0 1877 1877 9109862 0 9109862 0 617477 972875 38084412 118658883 0 0 97718 16 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2999991 0 0 36954590 36954590 2007331969 1364629035 2083086166 1524215390 17701917 10151867 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1422456 11241860 19124373 21393727 X 2063961793 1502821663 0 0 2063961793 1502821663 2083086166 1524215390 -561140130 X false true X true false EQUITY INVESTMENTS 932145203 INVESTMENT IN HPHC 431832035 INTERCOMPANY - GENERAL 651797 1364629035 0 DUE TO AFFILIATES 10402118 OUTSTANDING CHECK LIABILITY 839742 11241860 X FORM 990, SCHEDULE D, PART X, LINE 2 ASC 740 (FKA FIN 48) FOOTNOTE THE BELOW FOOTNOTE DERIVES FROM THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS OF POINT32HEALTH, INC.("P32H") AND AFFILIATES. THE COMPANY BELIEVES THAT THE POSITIONS TAKEN ON ITS INCOME TAX RETURNS FOR OPEN TAX YEARS WILL BE SUSTAINED UPON EXAMINATION BY THE INTERNAL REVENUE SERVICE ("IRS"). THEREFORE, P32H HAS NOT RECORDED ANY LIABILITY FOR UNCERTAIN TAX POSITIONS UNDER ASC 740, INCOME TAXES. AS OF DECEMBER 31, 2024, THERE ARE NO UNRECOGNIZED TAX BENEFITS, AND THE COMPANY DOES NOT ANTICIPATE ANY SIGNIFICANT CHANGES IN THE AMOUNT OF UNRECOGNIZED TAX BENEFITS DURING THE NEXT TWELVE MONTHS. ---------- X X X true true X X X X X X true true false false false false false true true true CAIN HAYES DIR. PRES. & CEO (END 9/24) 0 979462 0 3054752 0 498075 0 22382 0 19981 0 4574652 0 183763 PHILIP BARR EVP, PRESIDENT, MARKETS 0 710093 0 784920 0 85779 0 149235 0 9937 0 1739964 0 72281 PATRICIA HOWARD FORMER COO 0 0 0 0 0 232740 0 0 0 0 0 232740 0 0 UMESH KURPAD FORMER CFO 0 3526 0 498533 0 585712 0 21379 0 323 0 1109473 0 97380 PETE CHURCH CHIEF PEOPLE & CULTURE OFFICER 0 635016 0 586187 0 63010 0 129669 0 26985 0 1440867 0 55508 TISA HUGHES Former Clerk/Secretary 0 36117 0 609522 0 178783 0 23751 0 7739 0 855912 0 57138 TRACEY CARTER FORMER SVP, CHIEF ACTUARY 0 0 0 350690 0 1248042 0 17697 0 488 0 1616917 0 91806 MARK PORTER TREASURER 0 433000 0 324735 0 267128 0 86199 0 26022 0 1137084 0 225509 PATRICIA BLAKE FORMER SVP, PRES MEDICARE 0 97425 0 186170 0 1046893 0 14993 0 4551 0 1350032 0 79062 KRISTIN LEWIS CHIEF PUB & COMM AFF OFFICER 0 442629 0 474467 0 81500 0 87269 0 30876 0 1116741 0 78011 R SCOTT WALKER CFO & PRESIDENT (START 9/24) 0 693032 0 345302 0 2932 0 135198 0 27034 0 1203498 0 0 SUSAN KEE CLERK/SECRETARY, CLO 0 499421 0 174827 0 22572 0 92127 0 1138 0 790085 0 18517 ROLAND PRICE FORMER TREASURER 0 815 0 126875 0 1172224 0 14765 0 304 0 1314983 0 0 THOMAS CROSWELL FORMER CEO 0 0 0 375000 0 29893 0 9900 0 0 0 414793 0 0 EILEEN AUEN EXECUTIVE CHAIR (START 9/24) 0 0 0 0 0 533336 0 0 0 0 0 533336 0 0 ADAM SCOTT SVP, PRES DIVER BUS (END 7/24) 0 252444 0 363388 0 499978 0 26192 0 16233 0 1158235 0 241211 KATIE CATLENDER COO (START 1/24) 0 552885 0 325000 0 2462 0 67319 0 292 0 947958 0 0 URCEL FIELDS SVP, PRES. GOVT MKT(END 11/24) 0 406154 0 400000 0 35866 0 16094 0 222 0 858336 0 0 DEAN PEASLEY SVP, OPERATIONS (END 4/24) 0 105334 0 299692 0 435066 0 21657 0 9748 0 871497 0 102219 MARY MAHONEY FORMER SVP, CLO 0 0 0 705784 0 0 0 0 0 0 0 705784 0 0 PATRICIA TREBINO FORMER SVP, COO 0 0 0 0 0 553026 0 0 0 0 0 553026 0 0 FORM 990, SCHEDULE J, PART I, LINE 1A FIRST-CLASS OR CHARTER TRAVEL THE ORGANIZATION'S SENIOR MANAGEMENT MAINTAINS A DEMANDING MEETING AND TRAVEL SCHEDULE. TO MEET THOSE TRAVEL COMMITMENTS, THE ORGANIZATION PERMITS APPROPRIATE AIR AND RAIL TRAVEL FOR SENIOR LEVEL MANAGEMENT IN ACCORDANCE WITH AN ACCOUNTABLE PLAN. FIRST CLASS TRAVEL WAS PROVIDED TO TWO INDIVIDUALS LISTED ON FORM 990 PART VII EXCLUSIVELY FOR BUSINESS USE, THE VALUE OF WHICH WAS NOT INCLUDED IN TAXABLE COMPENSATION. PERSONAL SERVICES A COMMITTEE OF THE BOARD HAS ESTABLISHED TRANSPORTATION AND SECURITY POLICIES FOR THE CEO PURSUANT TO WHICH THE COMPANY PROVIDED SERVICES OF A DRIVER AND VEHICLE UTILIZED BY THE CEO AND ONE OTHER SENIOR EXECUTIVE. THE VALUE OF ANY TAXABLE SERVICES PROVIDED WERE INCLUDED IN THE EXECUTIVES' TAXABLE COMPENSATION. GROSS-UP PAYMENTS TWO FORMER EXECUTIVES RECEIVED TAX GROSS-UP PAYMENTS IN THEIR W-2 EARNINGS. -------------------- FORM 990, SCHEDULE J, PART I, LINE 4A SEVERANCE OR CHANGE IN CONTROL PAYMENTS THE FOLLOWING SENIOR LEADERS ALSO RECEIVED SEVERANCE PAYMENTS IN 2024: CAIN HAYES = $292,731 TRACEY CARTER = $483,832 PATRICIA BLAKE = $337,674 ADAM SCOTT = $183,242 URCEL FIELDS = $33,846 DEAN PEASLEY = $267,989 PATRICIA HOWARD = $232,740 -------------------- FORM 990, SCHEDULE J, PART 1, LINE 4B DISCRETIONARY RETIREMENT PLAN THE ORGANIZATION'S LEADERS PARTICIPATED IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN SPONSORED BY THEIR EMPLOYER, POINT32HEALTH SERVICES, INC., A RELATED PARTY. THE EMPLOYEES AND AMOUNTS LISTED ON SCHEDULE J, PART II, COLUMN C REFLECT EMPLOYER CONTRIBUTIONS TO THE SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. -------------------- FORM 990, SCHEDULE J, PART 1, LINE 7 DESCRIPTION OF NONFIXED PAYMENTS ALL EMPLOYEE COMPENSATION FOR POINT32HEALTH, INC. IS PAID BY A RELATED ORGANIZATION, POINT32HEALTH SERVICES, INC. LONG-TERM INCENTIVE PLAN A LONG-TERM INCENTIVE ("LTI") PLAN FOR CERTAIN SENIOR LEADERS IS DESIGNED TO RECOGNIZE AND REWARD SIGNIFICANT ACHIEVEMENTS THAT HAVE CONTRIBUTED TO THE ORGANIZATION'S LONG-TERM STRATEGIC GOALS AND ITS FULFILLMENT OF ITS MISSION BASED ON A VARIETY OF LONG-TERM PERFORMANCE MEASURES FOR A SPECIFIED PERFORMANCE PERIOD. THE LTI PAYMENTS REPORTED IN SCHEDULE J, PART II, COLUMN B(ii) ARE BASED ON THE RESULTS OF THE ORGANIZATION'S LTI PLAN FOR THE PERFORMANCE PERIOD THAT PAID IN 2024. SHORT-TERM INCENTIVE PLAN AN ANNUAL SHORT-TERM INCENTIVE ("STI") PLAN RECOGNIZES AND REWARDS PARTICIPANTS BASED ON ACHIEVING SPECIFIED ORGANIZATIONAL AND INDIVIDUAL ANNUAL PERFORMANCE MEASURES. THE PAYMENTS REPORTED IN SCHEDULE J, PART II, COLUMN B(ii) ARE BASED ON THE RESULTS OF THE ORGANIZATION'S STI PLAN FOR THE PERFORMANCE PERIOD THAT PAID IN 2024. OTHER PAYMENTS ONE COMBINATION-RELATED PAYMENT WAS PROVIDED TO RECOGNIZE WORK ON THE COMBINATION AND TO MAINTAIN LEADERSHIP STABILITY AND CONTINUITY OF OPERATIONS FOR BOTH ORGANIZATIONS THROUGHOUT THE LENGTHY AND UNCERTAIN REGULATORY REVIEW PROCESS RELATED TO THE COMBINATION OF HARVARD PILGRIM HEALTH CARE AND TUFTS HEALTH PLAN THAT SPANNED OVER A FIFTEEN MONTH PERIOD, AS WELL AS A GLOBAL PANDEMIC. ---------- FORM 990, SCHEDULE J, PART 1, LINE 8 INITIAL CONTRACT THE CEO, CAIN HAYES, WAS SERVING UNDER HIS INITIAL CONTRACT WITH A RELATED ORGANIZATION TO THE FILING ORGANIZATION. -------------------- FORM 990, PART I, LINE 1 & PART III, LINE 1 DETAIL REGARDING THE ORGANIZATION'S MISSION POINT32HEALTH, INC.'S ("P32H") PURPOSE IS TO GUIDE AND EMPOWER HEALTHIER LIVES FOR EVERYONE. P32H SEEKS TO OPERATE EXCLUSIVELY FOR THE PROMOTION OF SOCIAL WELFARE, FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF, AND TO CARRY OUT THE PURPOSES OF AND OVERSEE ORGANIZATIONS THAT: (A) ARRANGE FOR THE DELIVERY OF COMPREHENSIVE HEALTH CARE SERVICES, ON A PREPAID BASIS, MANAGED CARE PROGRAMS, AND OTHER ALTERNATIVE HEALTH CARE DELIVERY PROGRAMS, INCLUDING PROGRAMS DIRECTED PRIMARILY AT LOW INCOME RESIDENTS; (B) PROMOTE HEALTH MAINTENANCE THROUGH PROVIDING AND/OR ARRANGING FOR THE PROVISION OF HEALTH EDUCATION SERVICES; AND/OR (C) PROMOTE POSITIVE REGIONAL HEALTH PLANNING BETWEEN PROVIDERS AND CONSUMERS. P32H IS THE SOLE CORPORATE MEMBER OF TUFTS ASSOCIATED HEALTH MAINTENANCE ORGANIZATION, INC. ("TAHMO"), TUFTS HEALTH PUBLIC PLANS, INC. ("THPP") AND HARVARD PILGRIM HEALTH CARE, INC. ("HPHC"). ---------- FORM 990, PART VI, LINE 2 DETAIL OF FAMILY OR BUSINESS RELATIONSHIPS BUSINESS RELATIONSHIP - THE FOLLOWING INDIVIDUALS SERVED ON THE BOARDS OR WERE AN OFFICER OR KEY EMPLOYEE OF ONE OR MORE FOR-PROFIT ORGANIZATIONS AFFILIATED WITH THE FILING ORGANIZATION FROM 1/1/2024 TO 12/31/2024: CAIN HAYES, DIRECTOR; PRESIDENT & CEO (END 9/12/2024) SUSAN KEE, CLERK/SECR; CHIEF LEGAL OFFICER EILEEN AUEN, DIRECTOR, CHAIR; EXECUTIVE CHAIR (ADD'L EXECUTIVE CHAIR TITLE START 9/12/2024) R. SCOTT WALKER, CFO; PRESIDENT (ADD'L PRESIDENT TITLE START 9/12/2024) ---------- FORM 990, PART VI, LINE 8B CONTEMPORANEOUS BOARD MEETING DOCUMENTATION FOR A MAJORITY OF THE TIME, THE ORGANIZATION CONTEMPORANEOUSLY DOCUMENTS MEETINGS HELD AND WRITTEN ACTIONS UNDERTAKEN BY ITS GOVERNING BODY AND COMMITTEES. HOWEVER, ON LIMITED OCCASIONS, THE GOVERNING BODY OR A COMMITTEE MAY HAVE A SERIES OF CONFERENCE CALLS AND MINUTES FOR THOSE CALLS ARE NOT APPROVED UNTIL THE NEXT MEETING. ---------- FORM 990, PART VI, LINE 11B PROCESS USED TO REVIEW THE FORM 990 THIS FORM 990 WAS PREPARED BY THE ORGANIZATION'S EXTERNAL ACCOUNTANT, REVIEWED BY P32H'S FINANCE DEPARTMENT AND CERTAIN SECTIONS ARE REVIEWED FOR INPUT BY SUBJECT MATTER PERSONNEL IN OTHER DEPARTMENTS THROUGHOUT THE ORGANIZATION. THE FORM 990 IS PROVIDED TO THE BOARD OF DIRECTORS BEFORE FILING. ---------- FORM 990, PART VI, LINE 12C MONITORING & ENFORCEMENT OF COMPLIANCE WITH CONFLICT-OF-INTEREST POLICY: THE P32H'S CONFLICT OF INTEREST ("COI") POLICY AND PROCEDURES ("P&P") APPLIES TO THE FILING COMPANY AS A SUBSIDIARY ORGANIZATION. THE P32H'S COI P&P IS REVIEWED ANNUALLY, REVISED AS NEEDED AND APPROVED UPON MATERIAL REVISIONS. THE POLICY REQUIRES ALL EMPLOYEES, INCLUDING THE PRESIDENT AND CEO AND GOVERNING BODY MEMBERS TO COMPLY WITH THE COI POLICY AND PROCESSES. ALL EMPLOYEES RECEIVE ANNUAL COMPLIANCE TRAINING WHICH INCLUDE EXPECTATIONS RELATED TO FOLLOWING THE COI P&P. THE COI P&P REQUIRES THE OFFICERS, KEY EMPLOYEES AND BOARD OF DIRECTORS OF THE TAX-EXEMPT ENTITIES TO COMPLETE AND SUBMIT AN ANNUAL DISCLOSURE SURVEY AND STATEMENT TO THE CHIEF LEGAL OFFICER ("CLO") OR DESIGNEE IN THE LEGAL DEPARTMENT, LISTING ANY OUTSIDE RELATIONSHIPS, INCLUDING FINANCIAL AND/OR BOARD RELATIONSHIPS THAT THEY OR A FAMILY MEMBER HAVE WITH P32H'S (OR ITS SUBSIDIARIES) SUPPLIERS, PURCHASERS, PROVIDERS AND/OR COMPETITORS. ADDITIONALLY, P32H REQUIRES EXECUTIVE MANAGEMENT AND SENIOR MANAGEMENT (AS DEFINED IN THE COI POLICY) TO COMPLETE AND SUBMIT AN ANNUAL DISCLOSURE SURVEY AND STATEMENT TO THE CHIEF COMPLIANCE OFFICER OR DIRECTOR, CORPORATE COMPLIANCE. BY COMPLETING THE ANNUAL DISCLOSURE STATEMENT, THESE INDIVIDUALS ACKNOWLEDGE THE POINT32HEALTH COI P&P. ALL EMPLOYEES ARE REQUIRED TO REPORT THE OFFER BY AN OUTSIDE ENTITY OF GIFTS OVER $250, HONORARIA OR COVERAGE OF BUSINESS EXPENSES, OR OTHER EVENTS OR RELATIONSHIPS THAT MAY BE PERCEIVED AS CONFLICTS TO THE CHIEF COMPLIANCE OFFICER, DIRECTOR, CORPORATE COMPLIANCE OR DESIGNEE AND THE EMPLOYEE'S MANAGEMENT. BOTH MUST APPROVE BEFORE ACCEPTANCE IS ALLOWED. THERE ARE PROTOCOLS AND PROCESSES TO REVIEW ANY DISCLOSURE THAT MIGHT BE A POTENTIAL CONFLICT OF INTEREST. BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES' RESPONSES TO THE DISCLOSURE SURVEY AND STATEMENT ARE REVIEWED BY THE CLO, WHO WILL REVIEW THE SELF-DISCLOSURE WITH THE CHAIR OF THE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS OF P32H AND DETERMINE EXPECTATIONS AND RECOMMENDED ACTIONS IF NEEDED. A SUMMARY REPORT OF ALL DISCLOSED ACTUAL OR POTENTIAL CONFLICTS ALONG WITH ANY RECOMMENDED ACTIONS TO ADDRESS A DISCLOSED ACTUAL OR POTENTIAL CONFLICT IS REVIEWED AND APPROVED BY THE GOVERNANCE COMMITTEE AND THE COMMITTEE'S REVIEW/FINDINGS ARE REPORTED TO THE FULL BOARD. THE CLO COMMUNICATES THE RECOMMEND ACTIONS TO INDIVIDUAL SURVEY RECIPIENTS. THE CHIEF COMPLIANCE OFFICER IS CONSULTED AND INFORMED OF THE DECISIONS MADE BY THE CLO OR LEGAL DESIGNEE. EXECUTIVE MANAGEMENT AND SENIOR MANAGEMENT'S RESPONSES TO THE DISCLOSURE SURVEY AND STATEMENT ARE REVIEWED BY THE DIRECTOR, CORPORATE COMPLIANCE, LEGAL, AND CHIEF COMPLIANCE OFFICER, WHO WILL REPORT TO THE CLO ANY POTENTIAL CONFLICTS ALONG WITH ANY RECOMMENDED ACTIONS TO ADDRESS THE POTENTIAL CONFLICT, IF NECESSARY. RECOMMENDED ACTIONS/EXPECTATIONS ARE COMMUNICATED BY THE DIRECTOR, CORPORATE COMPLIANCE/CHIEF COMPLIANCE OFFICER TO IMPACTED INDIVIDUALS. FOR CONFLICT DISCLOSURES INVOLVING THE CHIEF COMPLIANCE OFFICER, THE CLO WILL MAKE THE FINAL DETERMINATION. ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST THAT ARISES AFTER COMPLETION OF THE DISCLOSURE SURVEY WILL FOLLOW THE SAME REVIEW PROCESS. ---------- FORM 990, PART VI, LINE 13 WRITTEN WHISTLEBLOWER/NON-RETALIATION POLICY THE FILING ORGANIZATION IS SUBJECT TO THE WRITTEN WHISTLEBLOWER/NON-RETALIATION POLICY WITHIN THE CODE OF CONDUCT THAT WAS APPROVED BY THE BOARD OF DIRECTORS OF P32H. ---------- FORM 990, PART VI, LINE 14 WRITTEN DOCUMENT RETENTION POLICY THE FILING ORGANIZATION IS SUBJECT TO THE WRITTEN DOCUMENT RETENTION POLICY AND RECORD RETENTION SCHEDULE OF P32H. ----------- FORM 990, PART VI, LINES 15A & 15B PROCESS FOR DETERMINING COMPENSATION P32H HAS AN INDEPENDENT HUMAN RESOURCES COMMITTEE (THE "COMMITTEE") THAT ANNUALLY REVIEWS THE TOTAL REMUNERATION OPPORTUNITIES, POLICIES AND PROGRAMS OF THE CEO AND CERTAIN EXECUTIVES, INCLUDING OTHER OFFICERS AND KEY EMPLOYEES AS WELL AS INDIVIDUALS THE COMMITTEE DEEMS APPROPRIATE TO REVIEW. THE COMMITTEE IS COMPRISED OF INDEPENDENT DIRECTORS OF THE COMPANY. THE COMMITTEE CONSIDERS MARKET DATA AND ANALYSES ASSEMBLED BY INDEPENDENT AND INTERNAL COMPENSATION CONSULTANTS WITH THE GOAL TO DETERMINE EXECUTIVE TOTAL REMUNERATION THAT IS REASONABLE AND COMPETITIVE WITHIN THE INDUSTRY AND GEOGRAPHY IN WHICH P32H OPERATES. ------------ FORM 990, PART VI, LINE 19 PROCESS FOR MAKING DOCUMENTS AVAILABLE TO THE PUBLIC THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICTS OF INTEREST POLICY, AND ANNUAL FINANCIAL REPORT AND QUARTERLY FINANCIAL UPDATES ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. ----------- HPHC OF NEW ENGLAND INC 1 WELLNESS WAY CANTON MA 02021 042663394 HEALTH INS. MA 501(C)(4) N/A HPHCINC true POINT32HEALTH FOUNDATION INC 1 WELLNESS WAY CANTON MA 02021 261374263 GRANT MAKING MA 501(C)(3) 12A TAHMO true TUFTS HEALTH PUBLIC PLANS INC 1 WELLNESS WAY CANTON MA 02021 800721489 HMO MA 501(C)(4) N/A P32H true CARE PARTNERS OF CONNECTICUT INC 1 WELLNESS WAY CANTON MA 02021 822604728 HMO CT 501(C)(4) N/A TAHMO true TUFTS ASSOC HEALTH MAINTEN ORG INC 1 WELLNESS WAY CANTON MA 02021 042674079 HMO MA 501(C)(4) N/A P32H true HPHC INC 1 WELLNESS WAY CANTON MA 02021 042452600 HEALTH INS. MA 501(C)(3) 10 P32H true CAREPARTNERS OF CT HOLDINGS LLC 1 WELLNESS WAY CANTON MA 02021 823129930 HOLDING COMPANY CT TAHMO N/A CLARION MANAGEMENT SOLUTIONS LLC 1212 CORPORATE DRIVE SUITE 225 IRVING TX 75038 822713764 CLINICAL CONSULTG DE EH NEXUS N/A EMPLOYERS HEALTH NEXUS LLC 1500 W PARK DRIVE SUITE 330 WESTBOROUGH MA 01581 882938454 HOLDING COMPANY MA HEALTH PLANS N/A EMPLOYERS HEALTH NETWORK LLC 1212 CORPORATE DRIVE SUITE 225 IRVING TX 75038 471678150 SELF INSURANCE DE EH NEXUS N/A KP VENTURES LLC SERIES B 1 KAISER PLAZA OAKLAND CA 94612 273339892 HEALTHCARE CA TAHMO N/A KP VENTURES LLC SERIES D 1 KAISER PLAZA OAKLAND CA 94612 471874366 HEALTHCARE CA TAHMO N/A HPHC INSURANCE COMPANY INC 1 WELLNESS WAY CANTON MA 020211166 043149694 HEALTH INSURANCE MA NEW HPHC HOLDCO C CORP true PLAN MARKETING INSURANCE AGENCY INC 1500 W PARK DRIVE STE 330 WESTBOROUGH MA 01581 042734281 BROKERAGE MA HEALTH PLANS C CORP true HPHC INSURANCE AGENCY INC 1 WELLNESS WAY CANTON MA 020211166 043016201 BROKERAGE MA NEW HPHC HOLDCO C CORP true HEALTH PLANS INC 1500 W PARK DRIVE STE 330 WESTBOROUGH MA 01581 042734278 TPA MA NEW HPHC HOLDCO C CORP true CARE MANAGEMENT SERVICES INC 1500 W PARK DRIVE STE 330 WESTBOROUGH MA 01581 043438779 CARE MANAGEMENT MA HEALTH PLANS C CORP true NEW HPHC HOLDING CORPORATION 1 WELLNESS WAY CANTON MA 020211166 815340662 HOLDING COMPANY DE HPHC INC C CORP true POINT32HEALTH SERVICES INC 1 WELLNESS WAY CANTON MA 02021 042985923 MANAGEMENT SVCS DE TAHMO C CORP true TUFTS INSURANCE COMPANY 1 WELLNESS WAY CANTON MA 02021 043319729 INSURANCE MA P32H SRVCS C CORP true TUFTS BENEFIT ADMINISTRATORS INC 1 WELLNESS WAY CANTON MA 02021 043270923 TPA MA P32H SRVCS C CORP true TOTAL HEALTH PLAN INC 1 WELLNESS WAY CANTON MA 02021 042918943 TPA MA P32H SRVCS C CORP true TAHP BROKERAGE CORPORATION 1 WELLNESS WAY CANTON MA 02021 043072692 BROKERAGE MA P32H SRVCS C CORP true INTEGRA PARTNERS HOLDINGS INC 100 WALL ST STE 2502 NEW YORK NY 10005 453032233 MED EQUP & SUPPLY NY TAHMO C CORP true false true true false false false false false false false false false false true true true true false false TUFTS ASSOC HEALTH MAINTEN ORG INC P,Q 370279 FMV POINT32HEALTH SERVICES INC P,Q -10120599 FMV HARVARD PILGRIM HEALTH CARE INC P,Q -40000000 FMV TUFTS HEALTH PUBLIC PLANS INC C 50000000 CASH TUFTS ASSOC HEALTH MAINTEN ORG INC C 65000000 CASH HARVARD PILGRIM HEALTH CARE INC C 50000000 CASH HARVARD PILGRIM HEALTH CARE INC B -75000000 CASH