2014-11-17T09:38:24-06:00 2013-12-31 381357951 PLANTE & MORANPLLC 1111 MICHIGAN AVE PO BOX 2500 EAST LANSING MI 488262500 990 2013-01-01 381791480 DELTA DENTAL PLAN OF MICHIGAN INC DELT 5173496000 4100 OKEMOS ROAD OKEMOS MI 48864 GORAN JURKOVIC CFO 5173496000 2014-11-13 1 DAVID LOWENTHAL CPA P00378651 5173326200 2013 2015-11-30 17:44:51Z LAURA L CZELADA 4100 OKEMOS ROAD OKEMOS MI 48864 1612452948 0 X WWW.DDPMI.COM X 1957 MI SEE SCHEDULE ODELTA DENTAL OF MICHIGAN'S MISSION IS TO ADVANCE AND PROMOTE THE IMPROVEMENT OF ORAL HEALTH THROUGH PREPAID DENTAL SERVICES, SUPPORT FOR RESEARCH AND EDUCATION, AND COMMUNITY OUTREACH DIRECTED TOWARD SECURING ACCESS TO QUALITY DENTAL CARE FOR ALL. 18 14 993 0 66818 -3312 0 0 1418932444 1476068935 4954065 7358398 57697337 62852240 1481583846 1546279573 98210 6158854 0 0 79566773 78814833 0 0 0 1346449001 1394745623 1426113984 1479719310 55469862 66560263 485073759 569056072 177476965 148073130 307596794 420982942 X SEE SCHEDULE ODELTA DENTAL OF MICHIGAN'S MISSION IS TO ADVANCE AND PROMOTE THE IMPROVEMENT OF ORAL HEALTH THROUGH PREPAID DENTAL SERVICES, SUPPORT FOR RESEARCH AND EDUCATION, AND COMMUNITY OUTREACH DIRECTED TOWARD SECURING ACCESS TO QUALITY DENTAL CARE FOR ALL. 0 0 1423740275 6158854 1538541904 PROMOTING DENTAL CAREDELTA DENTAL PLAN OF MICHIGAN, INC. IS A LEADING PREPAID DENTAL BENEFITS PROVIDER IN THE MIDWEST. THE PURPOSE OF THE ORGANIZATION IS TO ADVANCE AND PROMOTE THE IMPROVEMENT OF ORAL HEALTH. THIS IS DONE BY OFFERING INNOVATIVE, COST-EFFECTIVE PRODUCTS THAT MEET THE NEEDS OF CUSTOMERS. THIS WAS DEMONSTRATED IN 2013 BY PAYING OUT OVER $1.3 BILLION FOR DENTAL CARE AND PROVIDING DENTAL BENEFITS FOR THE PUBLIC AND ADVANCING THE SCIENCE OF DENTISTRY. IN ADDITION, OVER 8 MILLION CLAIMS WERE PROCESSED FOR OVER 2.4 MILLION SUBSCRIBERS.SEE SCHEDULE O FOR CONTINUATIONCOST SAVING STRATEGIESDELTA DENTAL BENEFIT PLANS ARE COMMITTED TO SAVING GROUPS AND SUBSCRIBERS MONEY. THE DELTA DIFFERENCE IS AN INTEGRATION OF ACTIVITIES; SUCH AS COST MANAGEMENT POLICIES, FEE REDUCTION AGREEMENTS WITH DENTISTS, AND AN ANTI-FRAUD HOTLINE, PUT TO WORK ENSURING QUALITY, COST-EFFECTIVE DENTAL BENEFIT DELIVERY. THE DELTA DIFFERENCE HELPS KEEP OUR TREND BELOW THE NATIONAL INFLATIONARY TREND IN DENTAL BENEFITS. IN 2013, THE DELTA DIFFERENCE SAVED GROUPS AND SUBSCRIBERS APPROXIMATLEY $1.1 BILLION. DELTA DENTAL'S INDUSTRY LEADING TECHNOLOGY PLATFORM, ENTERPRISE TECHNOLOGY SOLUTIONS (ETS), HAS BEEN INTERNATIONALLY RECOGNIZED AS PROVIDING THE BEST IN FAST, FLEXIBLE SERVICE INCLUDING ONLINE, REAL-TIME CLAIMS PROCESSING. DELTA DENTAL'S CONTINUED PRIORITY IS TO REDUCE COSTS AND IMPROVE SERVICE BY INCREASING THE VOLUME OF CLAIMS THAT ARE SUBMITTED ELECTRONICALLY. IN 2013, AN ESTIMATED 80% OF CLAIMS WERE SUBMITTED ELECTRONICALLY, WHICH REPRESENTS A 2% INCREASE FROM THE PREVIOUS YEAR, AND MORE THAN 95% OF ALL CLAIMS - ELECTRONIC, ONLINE AND PAPER - WERE PROCESSED WITHOUT ANY MANUAL INTERVENTION. QUALITY INITIATIVES AND RESULTSBRINGING QUALITY TO ALL WE DO IS THE QUALITY POLICY FOR DELTA DENTAL PLAN OF MICHIGAN, INC. THE AFFILIATED DELTA DENTAL PLANS OF MICHIGAN, OHIO AND INDIANA HOLD THE PRESTIGIOUS ISO 9001 CERTIFICATION, UNDERSCORING OUR COMMITMENT TO PROVIDING QUALITY PRODUCTS AND SERVICES THAT SURPASS CUSTOMER'S EXPECTATIONS. QUALITY STANDARDS ARE EXTREMELY RIGOROUS AND GUARANTEE THAT DELTA DENTAL HAS DOCUMENTED ITS QUALITY PROCEDURES AND SYSTEMS THROUGHOUT THE COMPANY. THE LONGSTANDING COMMITMENT TO PROVIDING QUALITY TO CUSTOMERS, DENTISTS, SUBSCRIBERS AND OTHER BUSINESS PARTNERS HAS NOW BEEN INTERNATIONALLY RECOGNIZED.QUALITY SERVICE IS ALSO MEASURED THROUGH INTERNAL AUDITS. RESULTS INDICATE OVER 96.8 PERCENT OF CLAIMS ARE PROCESSED WITHIN 10 WORKING DAYS.COMMITMENT TO THE COMMUNITYDELTA DENTAL PLAN OF MICHIGAN, INC. BELIEVES ADVANCES IN DENTAL RESEARCH AND ENHANCED EDUCATIONAL OPPORTUNITIES FOR DENTISTS GO A LONG WAY TOWARD IMPROVING ORAL HEALTH. THE COMPANY IS A KEY PLAYER IN GROUNDBREAKING RESEARCH ON TRENDS IN ORAL HEALTH. THE DELTA DENTAL FUND, THE COMPANY'S PHILANTHROPIC AFFILIATE, ENCOURAGES ADVANCES IN DENTISTRY AND SUPPORTS DENTAL EDUCATION AND RESEARCH. ONLY AN ORGANIZATION OF DELTA DENTAL'S SIZE AND EXPERIENCE IN THE BENEFITS FIELD WOULD HAVE OVER 26 YEARS WORTH OF EXTENSIVE DATA REGARDING DENTAL TREATMENT PATTERNS OVER EXTENDED PERIODS OF TIME. BECAUSE OF ITS COMMITMENT TO ADVANCING THE SCIENCE OF DENTISTRY, EACH YEAR THE COMPANY GRANTS RESEARCHERS AT FIVE DENTAL SCHOOLS IN MICHIGAN, OHIO AND INDIANA ACCESS TO THIS IMPORTANT INFORMATION TO STUDY ORAL HEALTH TRENDS. THE RESULTS OF THEIR STUDIES WILL ADD SIGNIFICANT DATA TO THE BODY OF KNOWLEDGE IN THE FIELD OF DENTISTRY.SINCE IT WAS FORMED IN 1980, THE DELTA DENTAL FUND HAS GRANTED OVER $18 MILLION TOWARD THE ADVANCEMENT OF DENTAL SCIENCE AND IMPROVEMENT OF THE ORAL HEALTH OF THE PUBLIC. DELTA DENTAL FUND REGULARLY PROVIDES FUNDING FOR PROGRAMS THAT HELP AT-RISK POPULATIONS AND INDIVIDUALS WITH SPECIAL NEEDS OBTAIN DENTAL TREATMENT, FOR SCHOLARSHIP AND LEADERSHIP AWARDS TO DENTAL STUDENTS, FOR GRANTS TO PURCHASE LEARNING TOOLS AND OTHER PROGRAMS TO DENTAL SCHOOLS, FOR CONTINUING EDUCATION PROGRAMS FOR THE DENTAL PROFESSION, AND FOR EDUCATIONAL MATERIALS ON THE IMPORTANCE OF ORAL HEALTH AND HAZARDS TO ORAL HEALTH.IN 2013, DELTA DENTAL FUND PROVIDED GRANTS TOTALING OVER $1.3 MILLION FOR DENTAL AND COMMUNITY RELATIONS PROJECTS. AMONG THEM WERE GRANTS TO THE MICHIGAN DEPARTMENT OF COMMUNITY HEALTH , THE SEAL INDIANA PROGRAM, AND THE OHIO DEPARTMENT OF HEALTH TO SUPPORT COMMUNITY WATER FLUORIDATION AND DENTAL SEALANT PROGRAMS.DELTA DENTAL PLAN OF MICHIGAN IS ALSO COMMITTED TO THE COMMUNITY. DELTA DENTAL HAS ALWAYS BEEN KEENLY AWARE OF ITS CIVIC AND SOCIAL RESPONSIBILITY. DELTA DENTAL PLANS ARE PROUD TO SHARE, THROUGH DIRECT FINANCIAL CONTRIBUTIONS, WITH HUNDREDS OF COMMUNITY AGENCIES AND GROUPS. IN ADDITION, EMPLOYEES LOG COUNTLESS HOURS OF THEIR OWN TIME AS VOLUNTEERS. COMMUNITY SUPPORT GENERALLY FALLS UNDER THE BROAD CATEGORIES THAT PROVIDE SUPPORT TO AGENCIES AND INSTITUTIONS SERVING CHILDREN, SENIORS, LOW-INCOME INDIVIDUALS, MINORITIES, AND THE DISABLED AND AT-RISK INDIVIDUALS, TO ORGANIZATIONS THAT PROMOTE EDUCATION, ARTS AND RECREATION AND COMMUNITY DEVELOPMENT, AND TO CHARITABLE PROJECTS OR PROGRAMS RECOMMENDED BY EMPLOYEES, CUSTOMERS, PARTICIPATING DENTISTS AND OTHER KEY GROUPS. THROUGH A PUBLIC-PRIVATE PARTNERSHIP WITH THE MICHIGAN DEPARTMENT OF COMMUNITY HEALTH, DELTA DENTAL ADMINISTERS THE HEALTHY KIDS DENTAL AND MICHILD PROGRAMS. HEALTHY KIDS DENTAL IS A DENTAL BENEFITS PROGRAM FOR MEDICAID BENEFICIARIES UNDER AGE 21. IT IS AVAILABLE IN 78 COUNTIES AND COVERS BASIC DENTAL HEALTH BENEFITS SUCH AS X-RAYS, CLEANINGS, CAVITY FILLINGS, ROOT CANALS, TOOTH EXTRACTIONS AND DENTURES. APPROXIMATELY 442,000 MICHIGAN CHILDREN ARE SERVED BY THIS PROGRAM.MICHILD IS AN INSURANCE PROGRAM THAT IS STATE AND FEDERALLY FUNDED WHICH MAKES COMPREHENSIVE HEALTH AND DENTAL COVERAGE AVAILABLE TO UNINSURED LOW AND MIDDLE INCOME CHILDREN UNDER 19 YEARS OF AGE. DELTA DENTAL PLAN OF MICHIGAN HAS APPLIED ITS ADMINISTRATIVE EXPERTISE AND DENTIST NETWORKS TO IMPROVING ORAL HEALTH CARE FOR THIS SEGMENT OF THE POPULATION ALSO.UNEQUALED ACCESS TO DENTISTSTHE BENEFITS OF DELTA DENTAL ARE NOW AVAILABLE BEYOND THIS NATION'S BORDERS. THROUGH A PARTNERSHIP WITH INTERNATIONAL SOS ASSISTANCE, INC., DELTA DENTAL ENROLLEES CAN NOW RECEIVE EXPERT TREATMENT FOR NON-EMERGENCY AND EMERGENCY DENTAL CARE WHEN THEY ARE OUTSIDE OF THE UNITED STATES.FOR FIVE DECADES, DELTA DENTAL HAS HELPED PROMOTE ORAL HEALTH BY DESIGNING AND ADMINISTERING INNOVATIVE, COST-EFFECTIVE DENTAL BENEFIT PROGRAMS. EXPERTS AT PLAN DESIGN, DELTA DENTAL HAS CREATED DENTAL BENEFIT PROGRAMS THAT MEET CUSTOMER COST-OBJECTIVES WHILE HELPING TO IMPROVE AND MAINTAIN ORAL HEALTH.THE PROGRAMS FEATURE LARGE PANELS OF FULL-TIME PARTICIPATING DENTISTS. IN FACT, 3 OUT OF 4 DENTISTS NATIONWIDE PARTICIPATE WITH DELTA DENTAL. THIS KIND OF REACH HAS ENABLED MILLIONS OF PEOPLE TO RECEIVE COST-EFFECTIVE DENTAL CARE.DELTA DENTAL'S GROUP MEMBERS ARE AFFORDED ADDED PROTECTION BECAUSE THEY GUARANTEE THAT PARTICIPATING DENTISTS WILL ACCEPT THEIR PAYMENT FOR COVERED SERVICES AND THAT NO CHARGES, OTHER THAN CO-PAYMENTS AND DEDUCTIBLES WILL BE BILLED. THIS LOWERS CLAIM COSTS FOR CUSTOMERS AND REDUCES OUT-OF-POCKET COSTS FOR SUBSCRIBERS.WITH TWO NETWORKS OF FULL-TIME PARTICIPATING DENTISTS IN ONE INTEGRATED CLAIMS SYSTEM, DELTA DENTAL CAN DELIVER TO CUSTOMERS AND GROUP MEMBERS, THE GREATEST ACCESS AT THE BEST COST. 1423740275 0 0 0 0 0 0 0 0 0 1 1 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 1 1 0 0 0 0 1 1 1 1 0 1 54863 0 1 993 1 1 1 0 0 0 0 0 X 18 14 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X GORAN JURKOVIC CHIEF FINANCIAL OFFICER 5173496000 4100 OKEMOS ROAD OKEMOS MI 48864 X JOSEPH C HARRIS DDS VICE CHAIRPERSON 5.00 6.00 X X 28202 6100 0 BRUCE R SMITH CHAIRPERSON 5.00 12.00 X X 35100 22540 0 KELLY JUBB SCHEIDERER SECRETARY/TREASURER 5.00 10.00 X X 11040 3570 17500 DOUGLAS R ANDERSON DIRECTOR 5.00 11.00 X 14749 7120 13700 JOSHUA S HOWIE DIRECTOR 5.00 5.00 X 20700 500 0 BRUCE BAIRD DDS DIRECTOR 5.00 12.00 X 16700 78825 0 FATHER JACK H BAKER DIRECTOR 5.00 5.00 X 11600 0 0 LISA DANCSOK DIRECTOR 5.00 5.00 X 21400 2100 0 RORY GAMBLE DIRECTOR 5.00 5.00 X 18600 0 0 JEFFREY A KELLER DIRECTOR 5.00 5.00 X 2100 0 0 TERRI A MILLER CPCU MEMBER-AT-LARGE 5.00 5.00 X 22800 2100 0 TIMOTHY E MOFFIT DBA MEMBER-AT-LARGE 5.00 10.00 X 26802 8540 0 C RICHARD SEITZ DIRECTOR 5.00 8.00 X 20000 17000 0 TERENCE R COMAR DDS MS IMMEDIATE PAST CHAIRPERSON 5.00 7.00 X 54900 9800 0 JAMES P HALLAN IMMEDIATE PAST CHAIR THRU 5/15/13 5.00 11.00 X 23829 13950 0 THOMAS FLESZAR DDS MS DIRECTOR 5.00 5.00 X 490952 0 0 STEPHEN A EKLUND DIRECTOR 5.00 1.00 X 3500 112500 0 ANN MARIE FLERMOEN DIRECTOR 5.00 11.00 X 12629 2950 16240 KURT D GALLIGER DIRECTOR 5.00 5.00 X 13300 8400 0 LAURA L CZELADA CPA CEO, PRESIDENT 37.00 13.00 X 1770139 0 2129409 GORAN JURKOVIC CPA CHIEF FINANCIAL OFFICER 19.50 30.50 X 717169 0 345991 LUIGI BATTAGLIERI SR. V-P, CHEIF RELATIONSHI 50.00 0.00 X 444395 0 40517 BRENDA LAIRD V-P INFORMATION TECHNOLOGY 50.00 0.00 X 1107425 0 62285 KAREN GREEN V-P INFORMATICS/QUALITY 50.00 0.00 X 298360 0 31560 RANDY TASCO V-P CHIEF MARKETING OFFICER 50.00 0.00 X 492523 0 292052 EDWARD ZOBECK CHIEF ADMINISTRATION OFFICER 40.00 10.00 X 1129821 0 61786 NANCY HOSTETLER SR. V-P, CHIEF OF STAFF 50.00 1.00 X 406868 0 18730 JED JACOBSON DDS MS MPH SR. V-P, PROFESSIONAL SERV 50.00 0.00 X 726468 0 61629 TOBY HALL SR. V-P- CHIEF ACTUARY 50.00 0.00 X 479925 0 173693 JON GROAT V-P GENERAL COUNSEL 42.00 8.00 X 317312 0 26204 ANTHONY ROBINSON V-P, SALES 50.00 0.00 X 288177 0 44827 DANIEL LOVEJOY MANAGER SALE & ACCOUNT MGT 50.00 0.00 X 286644 0 33913 DAVID FITZKE V-P, CLIENT & CLAIMS SVS 50.00 0.00 X 246771 0 85539 JOADI KECK V-P, HR & ADMINISTRATION 50.00 0.00 X 248564 0 43718 BRADLEY ROSS V-P, ECOMMERCE APPLICATION & SUPPORT 50.00 0.00 X 226678 0 70466 SHERRY CRISP FORMER SR. V-P, OPERATIONS 50.00 0.00 X 275423 0 0 10311565 295995 3569759 173 1 1 0 MESSA 1480 KENDALE BLVD EAST LANSING MI 48826 COMMISSIONS 2651573 GS&F 4235 HILLSBORO PIKE NASHVILLE TN 37215 ADVERTISING 1698022 RAPID 7 LLC 545 BOYSTON ST 400 BOSTON MA 02116 IT SERVICES 1582798 TEK SYSTEMS PO BOX 198568 ATLANTA GA 30384 IT SERVICES 1024403 DELOITTE CONSULTING LLP PO BOX 402901 ATLANTA GA 30384 CONSULTING 1003667 40 DENTAL CARE REVENUE 624100 1476002117 1476002117 EXTERNAL SERVICES 524292 66818 66818 1476068935 5628261 5628261 64592718 3310794 62894579 3278796 1698139 31998 1730137 1730137 ADMINISTRATIVE REIMBUR 900099 62052675 62052675 MISCELLANEOUS INCOME 900099 799565 487112 312453 62852240 1546279573 1538541904 66818 7670851 X 6158854 6158854 12352726 8029272 4323454 51052658 28734305 22318353 1769856 768346 1001510 9345452 5264461 4080991 4294141 2468961 1825180 2103158 1083699 1019459 667922 667922 328835 328835 103573 103573 1335769808 1332334938 3434870 2801323 621710 2179613 11555081 9924044 1631037 6468024 4716310 1751714 2936762 1210 2935552 3169316 2471276 698040 482949 184237 298712 57612 57612 9201226 3536142 5665084 585397 585397 COMMISSIONS 11213318 11213318 0 PROCESSING FEES 3763394 3763394 0 RISK SHARE CHARGES 1914835 1810598 104237 MEMBERSHIP DUES 1038229 111159 927070 584861 544041 40820 1479719310 1423740275 55979035 0 2117 2119 89369594 43931787 73476537 88529604 17546504 22765302 188995069 88225686 106005745 100769383 153954258 243757229 41638150 64620703 3080854 4679945 485073759 569056072 43983611 50851474 133493354 97221656 177476965 148073130 X 15744473 15744473 5122500 5122500 286729821 400115969 307596794 420982942 485073759 569056072 X 66560263 9652873 37173012 X X 0 1 X 1 0 7859592 7859592 103372742 24841426 78531316 23921185 19735846 4185339 53841550 43648414 10193136 100769383 DDIC. STOCK 200217 C INVESTMENT IN RHC 64420486 C 64620703 IBNR - CLAIM ADJUSTMENT RESERVES 40954088 UNEARNED PREMIUMS 23370677 FAS 158 FUNDED STATUS 32896891 97221656 X PART X, LINE 2: AS OF DECEMBER 31, 2013 AND 2012, THE ENTERPRISE'S UNRECOGNIZED TAX BENEFITS WERE NOT SIGNIFICANT. THERE WERE NO SIGNIFICANT PENALTIES OR INTEREST RECOGNIZED DURING THE YEARS OR ACCRUED AT YEAR END. THE ENTERPRISE IS NO LONGER SUBJECT TO TAX EXAMINATIONS BY TAX AUTHORITIES FOR YEARS BEFORE DECEMBER 31, 2010. 1 MICHIGAN ECONOMIC DEVELOPMENT FOUNDATION PO BOX 13063 LANSING MI 48901 382527475 501(C)(3) 15000 CASH N/A SUPPORT DENTAL EDUCATION AND RESEARCH PROGRAMS BLESSINGS IN A BACKPACK 4121 SHELBYVILLE RD LOUISVILLE KY 40207 261964620 501(C)(3) 95854 CASH N/A CHARITABLE DONATION AMERICA'S DENTISTS CARE FOUNDATION 9110 E 35TH ST N WICHITA KS 67226 262275291 501(C)(3) 23000 CASH N/A MISSION OF MERCEY PROJECT HEALTHSTRIDES LTD 1105 JUDY CT WATERSVILLE OH 43081 314662950 17500 CASH N/A TO SUPPORT CITY FAIRS AMERICAN HEART ASSOCIATION 7272 GREENVILLE AVENUE DALLAS TX 75231 135613797 501(C)(3) 7500 CASH N/A CHARITABLE PLEDGE DELTA DENTAL FUND PO BOX 30416 LANSING MI 489097916 382337000 501(C)(3) 6000000 CASH N/A VITAL DENTAL EDUCATION AND RESEARCH 5 1 PART I, LINE 2: CONTRIBUTIONS ARE MADE AT BOARD MEMBER DISCRETION TO ORGANIZATIONS THAT SUPPORT DELTA DENTAL PLAN OF MICHIGAN'S MISSION. IN ORDER FOR FUNDS TO BE DISBURSED, VOUCHER RECORDS MUST PASS THROUGH THE APPROVAL PROCESS, SIMILAR TO ANY OTHER EXPENDITURE MADE BY DELTA DENTAL PLAN OF MICHIGAN. SUPPORT OF THE NATIONAL BLESSINGS IN A BACKPACK PROGRAM, WHICH PROVIDES WEEKEND FOOD BACKPACKS TO IMPOVERISHED ELEMENTARY SCHOOL CHILDREN. DURING THE 2012-13 SCHOOL YEAR, WE PROVIDED $69,000 TO PAY FOR WEEKLY FOOD FOR 1,295 CHILDREN. DURING THE 2013-14 SCHOOL YEAR, WE SPENT $74,000 WHICH PROVIDED FOOD FOR 1,309 STUDENTS. IN ADDITION TO PROVIDING FUNDING, DELTA DENTAL OF MICHIGAN EMPLOYEES VOLUNTEER ON A WEEKLY BASIS AT FAIRVIEW ELEMENTARY SCHOOL IN LANSING, MICHIGAN TO PACK AND DISTRIBUTE THE BACKPACKS. SEVENTY-FIVE OF OUR EMPLOYEES VOLUNTEERED FOR MICHIGAN'S FIRST-EVER MISSION OF MERCY AT SAGINAW VALLEY STATE UNIVERSITY, WHERE ALMOST 1,300 UNINSURED PATIENTS RECEIVED FREE DENTAL CARE VALUED AT CLOSE TO $1 MILLION. CELEBRATION OF NATIONAL READING MONTH, WHICH INCLUDED: 79 EMPLOYEE VOLUNTEER READERS VISITING AREA CLASSROOMS TO READ TO CHILDREN AND SHARE ORAL HEALTH INFORMATION AND MATERIALS; THE CREATION OF 1,200 FIRST GRADE READING/ORAL HEALTH TOTE BAGS CONTAINING READING AND ORAL HEALTH RESOURCES WHICH STATE LEGISLATORS DELIVERED TO CLASSROOMS THEY VISITED IN THEIR DISTRICTS; DELTA DENTAL OF MICHIGAN SPONSORED ORAL HEALTH STORY HOURS FOR LIBRARIES THAT ARE MEMBERS OF THE CAPITAL AREA LIBRARIES ASSOCIATION. HOSTING THE RONALD MCDONALD HOUSE OF MID-MICHIGAN'S 2013 RACE FOR THE HOUSE EVENTS, WHICH WERE HELD ON DELTA DENTAL OF MICHIGAN'S CAMPUS. IN ADDITION TO PROVIDING THE VENUE AT NO CHARGE, EMPLOYEES VOLUNTEERED TO HELP WITH THE EVENT. X X X 1 1 X X X X X 1 1 0 0 0 0 0 0 0 THOMAS FLESZAR DDS MS DIRECTOR 22100 0 0 0 468852 0 0 0 0 0 490952 0 0 0 LAURA L CZELADA CPA CEO, PRESIDENT 728114 0 1029047 0 12978 0 2122054 0 7355 0 3899548 0 0 0 GORAN JURKOVIC CPA CHIEF FINANCIAL OFFICER 344396 0 358443 0 14330 0 323985 0 22006 0 1063160 0 0 0 LUIGI BATTAGLIERI SR. V-P, CHEIF RELATIONSHI 225458 0 204404 0 14533 0 40487 0 30 0 484912 0 0 0 BRENDA LAIRD V-P INFORMATION TECHNOLOGY 300592 0 341980 0 464853 0 54930 0 7355 0 1169710 0 0 0 KAREN GREEN V-P INFORMATICS/QUALITY 175067 0 110895 0 12398 0 9554 0 22006 0 329920 0 0 0 RANDY TASCO V-P CHIEF MARKETING OFFICER 233802 0 253628 0 5093 0 292052 0 0 0 784575 0 0 0 EDWARD ZOBECK CHIEF ADMINISTRATION OFFICER 401214 0 474529 0 254078 0 39780 0 22006 0 1191607 0 0 0 NANCY HOSTETLER SR. V-P, CHIEF OF STAFF 195917 0 194362 0 16589 0 18730 0 0 0 425598 0 0 0 JED JACOBSON DDS MS MPH SR. V-P, PROFESSIONAL SERV 266390 0 279277 0 180801 0 54274 0 7355 0 788097 0 0 0 TOBY HALL SR. V-P- CHIEF ACTUARY 229820 0 231113 0 18992 0 151687 0 22006 0 653618 0 0 0 JON GROAT V-P GENERAL COUNSEL 222295 0 83875 0 11142 0 18849 0 7355 0 343516 0 0 0 ANTHONY ROBINSON V-P, SALES 193166 0 90773 0 4238 0 22821 0 22006 0 333004 0 0 0 DANIEL LOVEJOY MANAGER SALE & ACCOUNT MGT 47456 0 239127 0 61 0 11907 0 22006 0 320557 0 0 0 DAVID FITZKE V-P, CLIENT & CLAIMS SVS 174006 0 69317 0 3448 0 70126 0 15413 0 332310 0 0 0 JOADI KECK V-P, HR & ADMINISTRATION 174438 0 69050 0 5076 0 34348 0 9370 0 292282 0 0 0 BRADLEY ROSS V-P, ECOMMERCE APPLICATION & SUPPORT 161359 0 63536 0 1783 0 55053 0 15413 0 297144 0 0 0 SHERRY CRISP FORMER SR. V-P, OPERATIONS 0 0 74706 0 200717 0 0 0 0 0 275423 0 0 0 PART I, LINE 1A FIRST CLASS TRAVEL AVAILABLE TO KEY EMPLOYEES. THIS AMOUNT WAS TREATED AS NONTAXABLE TO THE KEY EMPLOYEE. TRAVEL FOR COMPANIONS RELATED TO TRAVEL FOR A SPOUSE. THIS AMOUNT WAS TREATED AS TAXABLE TO THE BOARD MEMBER OR EMPLOYEE. VARIOUS INDIVIDUALS ON SCHEDULE J ARE ELIGIBLE FOR REIMBURSEMENT OF SUBSTANTIATED HEALTH OR SOCIAL CLUB DUES OR INITIATION FEES THAT HAVE A BUSINESS PURPOSE. THIS BENEFIT IS NOT TAXABLE BUT THE EXPENSE MUST BE SUBSTANTIATED AS A BUSINESS EXPENSE. PART I, LINE 3 OUTSIDE COMPENSATION CONSULTANTS ARE USED TO DETERMINE MARKET DATA FOR THE EXECUTIVE POSITIONS AND FOR OTHER OFFICERS AND KEY EMPLOYEES. THE POSITIONS COVERED ARE THE CEO, COO, CAO, CIO, CRO, CHIEF ACTUARY, CFO, AND CSO. THE ORGANIZATION CONTRACTS WITH TOWERS WATSON TO DO A COMPENSATION AND REASONABLENESS ANALYSIS EVERY TWO YEARS. THE FINAL DETERMINATION OF COMPENSATION IS DONE BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS, WHICH IS MADE UP OF INDEPENDENT PERSONS, AND IS BASED ON THE COMPARABILITY DATA PROVIDED BY THE COMPENSATION CONSULTANTS. THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARE CONTEMPORANEOUSLY DOCUMENTED IN THE COMMITTEE MINUTES AND APPROVED BY THE BOARD. THE COMPENSATION WAS LAST REVIEWED UNDER THIS PROCESS DURING 2012. THE REPORT BASED ON THIS REVIEW WAS THEN ISSUED BY THE CONSULTANTS IN APRIL OF 2013. PART I, LINES 4A-B SEVERANCE PAYMENTS RECEIVED: BRENDA LAIRD: $303,685 SHERRY CRISP: $200,717 SERP DISTRIBUTION MADE TO THOMAS FLESZAR: $465,102 ADDITIONALLY, DELTA DENTAL PLAN OF MICHIGAN, HAS A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP). IN ORDER TO BE ELIGIBLE FOR THE SERP, AN EMPLOYEE MUST BE A SENIOR VICE PRESIDENT OR HIGHER. AN OUTSIDE INDEPENDENT ACTUARY CALCULATES THE VALUE ON AN ANNUAL BASIS. COMAR & COMAR PC TERENCE COMAR, DIRECTOR OF DDPMI, IS AN OWNER IN COMAR & COMAR, PC. 143636 PARTICIPATING DENTIST - PAYMENTS FOR DENTAL SERVICES 0 TERI BATTAGLIERI SPOUSE OF DDPMI KEY EMPLOYEE LUIGI BATTAGLIERI 175277 EMPLOYEE OF DELTA DENTAL PLAN OF MICHIGAN 0 BRIAN BATTAGLIERI SON OF DDPMI KEY EMPLOYEE LUIGI BATTAGLIERI 85368 EMPLOYEE OF DELTA DENTAL PLAN OF MICHIGAN 0 CLAIRE DORAH DAUGHTER OF DDPMI BOARD MEMBER JAMES HALLAN 42132 EMPLOYEE OF DELTA DENTAL PLAN OF MICHIGAN 0 THE ARSENAL GROUP LLC PARTNERSHIP OWNED 50% BY JEFFREY FLESZAR, SON OF THOMAS FLESZAR, FORMER CEO 580240 CONSULTING SERVICES 0 FORM 990, PART VI, SECTION A, LINE 6 DELTA DENTAL PLAN OF MICHIGAN HAS A SOLE MEMBER, RENAISSANCE HEALTH SERVICE CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A THE SOLE MEMBER HAS VOTING RIGHTS AND ELECTS DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING ITEMS ARE SUBJECT TO APPROVAL BY THE SOLE MEMBER: IF 10% OF THE ASSETS ARE TO BE SPENT/SOLD OR A NEW PRESIDENT IS TO BE APPOINTED. FORM 990, PART VI, SECTION B, LINE 11 THE INFORMATION PRESENTED ON THE FORM 990 IS GATHERED BY THE SENIOR TAX ADMINISTRATOR FOR THE ORGANIZATION. THE CFO REVIEWS THE INFORMATION. ONCE APPROVED THE INFORMATION IS GIVEN TO OUTSIDE TAX PREPARERS WHO PREPARE AND REVIEW THE FORM 990. ONCE COMPLETE AN ELECTRONIC COPY OF THE FORM 990 IS PUT ONTO A WEBSITE FOR THE BOARD TO REVIEW. THIS IS DONE BEFORE THE RETURN IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE COMPANY'S VICE PRESIDENT AND GENERAL COUNSEL IS CHARGED WITH REVIEWING AND MONITORING ANY POTENTIAL CONFLICT OF INTEREST TRANSACTIONS. ALL MEMBERS OF THE BOARD OF DIRECTORS, OFFICERS, AND KEY EMPLOYEES ARE REQUIRED TO REVIEW AND EXECUTE A CONFLICT OF INTEREST POLICY. THIS POLICY REQUIRES THAT ANY CONFLICTS OF INTEREST BE DISCLOSED ON AN ANNUAL BASIS, OR AT ANY OTHER TIME THAT THE PERSON EXECUTING THE POLICY BECOMES AWARE OF A SITUATION OR TRANSACTION THAT ACTUALLY OR POTENTIALLY CREATES A CONFLICT OF INTEREST. ALL CONFLICT OF INTEREST DISCLOSURE FORMS ARE INITIALLY REVIEWED BY THE VICE PRESIDENT AND GENERAL COUNSEL. IF A PROHIBITED TRANSACTION WERE IDENTIFIED, THE MATTER WOULD BE BROUGHT TO THE CHAIRPERSON OF THE BOARD FOR FURTHER REVIEW AND APPROPRIATE ACTION. IN THE EVENT OF A CONFLICT OF INTEREST INVOLVING A MEMBER OF THE BOARD OF DIRECTORS, SUCH AS A CONFLICT IN WHICH A MEMBER HAD AN INTEREST, THE MEMBER IS REQUIRED TO DISCLOSE THE POTENTIAL CONFLICT AND ABSTAIN FROM ANY VOTE ON THE MATTER. WHETHER FURTHER PRECAUTIONS ARE REQUIRED (E.G., PROHIBITING THE INTERESTED PARTY FROM ENGAGING IN DISCUSSIONS) WOULD DEPEND UPON THE SPECIFIC NATURE AND BACKGROUND OF THE CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 OUTSIDE COMPENSATION CONSULTANTS ARE USED TO DETERMINE MARKET DATA FOR THE EXECUTIVE POSITIONS AND FOR OTHER OFFICERS AND KEY EMPLOYEES. THE POSITIONS COVERED ARE THE CEO, COO, CAO, CIO, CRO, CHIEF ACTUARY, CFO, AND CSO. THE ORGANIZATION CONTRACTS WITH TOWERS WATSON TO DO A COMPENSATION AND REASONABLENESS ANALYSIS EVERY TWO YEARS. THE FINAL DETERMINATION OF COMPENSATION IS DONE BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS, WHICH IS MADE UP OF INDEPENDENT PERSONS, AND IS BASED ON THE COMPARABILITY DATA PROVIDED BY THE COMPENSATION CONSULTANTS. THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARE CONTEMPORANEOUSLY DOCUMENTED IN THE COMMITTEE MINUTES AND APPROVED BY THE BOARD. THE COMPENSATION WAS LAST REVIEWED UNDER THIS PROCESS DURING 2012. THE REPORT BASED ON THIS REVIEW WAS THEN ISSUED BY THE CONSULTANTS IN APRIL OF 2013. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. FORM 990 PART VII: CERTAIN OFFICERS ARE OFFICERS IN MULTIPLE RELATED ORGANIZATIONS. AVERAGE HOURS WORKED REFLECTS THE TIME SPENT IN EACH ORGANIZATION HOWEVER COMPENSATION IS REPORTED IN FULL TO AGREE TO THE W-2. ANY ALLOCATION OF COMPENSATION IS INCLUDED ON SCHEDULE R. FORM 990, PART IX, LINE 11G CONTRACT LABOR: PROGRAM SERVICE EXPENSES 7,218,104. MANAGEMENT AND GENERAL EXPENSES 2,740,219. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 9,958,323. CONTRACTED SERVICES: PROGRAM SERVICE EXPENSES 356,828. MANAGEMENT AND GENERAL EXPENSES 694,651. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,051,479. PURCHASED DENTAL SERVICES: PROGRAM SERVICE EXPENSES 1,324,760,006. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,324,760,006. FORM 990, PART XI, LINE 9: GAIN ON EQUITY IN SUBSIDIARIES 992,297. PENSION RELATED CHANGES 36,180,715. FORM 990 PART XII LINE 2C AND 2D: DELTA DENTAL PLAN OF MICHIGAN IS AUDITED BY AN INDEPENDENT ACCOUNTANT AS PART OF A CONSOLIDATED FINANCIAL STATEMENT ISSUED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES. DELTA DENTAL PLAN OF MICHIGAN ALSO RECEIVES AN AUDITED FINANCIAL STATEMENT BY AN INDEPENDENT ACCOUNTANT THAT IS PREPARED ON A STATUTORY BASIS. THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. RED CEDAR INVESTMENT MANAGEMENT LLC 2852 EYDE PARKWAY SUITE 240 EAST LANSING MI 48823 462667997 REGISTERED INVESTMENT ADVISORS MI 0 0 DELTA DENTAL PLAN OF MICHIGAN INC RENAISSANCE HEALTH SERVICE CORPORATION PO BOX 30416 LANSING MI 489097916 381675667 PROMOTING DENTAL CARE MI 501(C)(4) N/A N/A 0 DELTA DENTAL PLAN OF OHIO PO BOX 30416 LANSING MI 489097916 310685339 PROVIDE DENTAL SERVICE PLANS OH 501(C)(4) N/A DELTA DENTAL PLAN OF MICHIGAN INC 1 DELTA DENTAL PLAN OF INDIANA PO BOX 30416 LANSING MI 489097916 351545647 PROVIDE DENTAL SERVICE PLANS IN 501(C)(4) N/A DELTA DENTAL PLAN OF MICHIGAN INC 1 DELTA DENTAL OF TENNESSEE PO BOX 30416 LANSING MI 489097916 620812197 PROVIDE DENTAL SERVICE PLANS TN 501(C)(4) N/A RENAISSANCE HEALTH SERVICE CORPORATION 1 DELTA DENTAL FUND PO BOX 30416 LANSING MI 489097916 382337000 SUPPORT DENTAL EDUCATION AND RESEARCH PROGRAMS MI 501(C)(3) 11A TYPE II DELTA DENTAL PLAN OF MICHIGAN INC 1 DELTA DENTAL OF NEW MEXICO PO BOX 30416 LANSING MI 489097916 850224562 PROVIDE DENTAL SERVICE PLANS NM 501(C)(4) N/A RENAISSANCE HEALTH SERVICE CORPORATION 1 DELTA DENTAL OF KENTUCKY PO BOX 30416 LANSING MI 489097916 610659432 PROVIDE DENTAL SERVICE PLANS KY 501(C)(4) N/A RENAISSANCE HEALTH SERVICE CORPORATION 1 DELTA DENTAL OF NORTH CAROLINA PO BOX 30416 LANSING MI 489097916 561018068 PROVIDE DENTAL SERVICE PLANS NC 501(C)(4) N/A RENAISSANCE HEALTH SERVICE CORPORATION 1 DELTA DENTAL OF ARKANSAS PO BOX 30416 LANSING MI 489097916 710561140 PROVIDE DENTAL SERVICE PLANS AR 501(C)(4) N/A RENAISSANCE HEALTH SERVICE CORPORATION 1 DELTA DENTAL OF ARKANSAS FOUNDATION PO BOX 30416 LANSING MI 489097916 261569324 PROVIDE DENTAL SERVICE PLANS AR 501(C)(3) PF RENAISSANCE HEALTH SERVICE CORPORATION 1 RENAISSANCE FAMILY FOUNDATION INC 4100 OKEMOS RD OKEMOS MI 48864 461376165 EMPHASIZE DENTAL HEALTH IN COMMUNITIES IN 501(C)(3) PF RENAISSANCE HOLDING COMPANY 1 RENAISSANCE HOLDING COMPANY PO BOX 30381 LANSING MI 48909 412177193 HOLDING COMPANY MI RENAISSNCE HEALTH SERVICE CORPORATION C 67613070 0.58000 1 RENAISSANCE LIFE & HEALTH INSURANCE COMPANY OF AMERICA PO BOX 30416 LANSING MI 489097916 470397286 INSURANCE IN RENAISSANCE HOLDING COMPANY C 1 RENAISSANCE HEALTH INSURANCE COMPANY OF NEW YORK PO BOX 30416 LANSING MI 489097916 134098096 INSURANCE NY RENAISSANCE HOLDING COMPANY C 1 FORE HOLDING CORPORATION 240 VENTURE CIRCLE NASHVILLE TN 37228 204116122 EMPLOYEE BENEFITS TN DELTA DENTAL OF TENNESSEE C 1 DENTAL CHOICE INC 10100 LINN STATION ROAD SUITE 700 LOUISVILLE KY 40223 611105118 REAL ESTATE HOLDING COMPANY KY DELTA DENTAL OF KENTUCKY C 1 DENTAL CHOICE AGENCY INC 10100 LINN STATION RD SUITE 700 LOUISVILLE KY 40223 611336003 PRIMARY GENERAL AGENCY FOR DDKY & DENTAL CHOICE KY DELTA DENTAL OF KENTUCKY C 1 OMEGA ADMINISTRATORS INC 1513 COUNTRY CLUB ROAD SHERWOOD AR 72120 043740469 PROVIDING THIRD-PARTY ADMINISTRATIVE SERVICES AR DELTA DENTAL OF ARKANSAS C 1 0 1 0 1 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 DELTA DENTAL OF TENNESSEE L 5440318 ACTUAL COST DELTA DENTAL PLAN OF OHIO L 23244977 ACTUAL COST DELTA DENTAL PLAN OF INDIANA L 8938466 ACTUAL COST RENAISSANCE HEALTH SERVICE CORPORATION L 125004 ACTUAL COST DELTA DENTAL FUND L 170060 ACTUAL COST RENAISSANCE LIFE AND HEALTH INSURANCE COMPANY OF AMERICA L 3654771 ACTUAL COST DELTA DENTAL PLAN OF NEW MEXICO L 1668913 ACTUAL COST DELTA DENTAL OF KENTUCKY L 1603823 ACTUAL COST DELTA DENTAL OF NORTH CAROLINA L 1781654 ACTUAL COST RENAISSANCE HOLDING COMPANY L 308925 ACTUAL COST DELTA DENTAL FUND B 6000000 ACTUAL COST DELTA DENTAL OF ARKANSAS L 456577 ACTUAL COST DELTA DENTAL OF NORTH CAROLINA D 2700000 ACTUAL LOAN AMOUNT RENAISSANCE HEALTH INSURANCE COMPANY OF NEW YORK L 40091 ACTUAL COST RENAISSANCE HOLDING COMPANY G 1515636 BOOK VALUE