2014-10-31T14:38:19-05:00 2013-12-31 ERNST & YOUNG US LLP 4370 LA JOLLA VILLAGE DR STE 500 SAN DIEGO CA 92122 990 2013-01-01 942690415 SUTTER EAST BAY MEDICAL FOUNDATION % WOJTEK NOWAK SUTT 9162866665 3687 MT DIABLO BLVD SUITE 200 Suite LAFAYETTE CA 94549 John Gates CFO 9162866665 2014-10-28 true DEBRA HEISKALA P00649485 9162866665 2013 2015-11-30 17:44:51Z GARY ZUFELT 3687 Mt Diablo Blvd Ste 200 Lafayette CA 94549 132777906 false X WWW.SUTTERHEALTH.ORG X 1980 CA SEE SCHEDULE O 17 15 404 15 0 5000 0 113340953 132763177 21513 9454 5730 5222 113373196 132777853 8000 0 0 0 24461084 27413242 0 0 0 100508495 113421868 124977579 140835110 -11604383 -8057257 58077866 51732520 5727412 7247631 52350454 44484889 X SEE SCHEDULE O false false 124511014 131763177 SEE SCHEDULE O 124511014 true false false false false false false false false false true false true 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 true false false true 1048 0 true 404 true false false false false false false false false false false X 17 15 false false false false true true true true true false false false true true true true true true true true true CA X WOJTEK NOWAK 5102046713 3687 MT DIABLO BLVD SUITE 200 LAYFAYETTE CA 94549 CHRISTOPHER BECNEL TRUSTEE, CHAIR 1.0 0.0 X X 0 0 0 DAVID BLACK MD TRUSTEE, VICE CHAIR 1.0 0.0 X X 0 0 0 DAVID BRADLEY REGIONAL PRES EAST BAY 1.0 40.0 X X 0 1178191 230213 MICHAEL DAVIES TRUSTEE 1.0 0.0 X 0 0 0 MICHAEL DIGIACOMO DPM TRUSTEE, CHAIR FIN & PLAN 1.0 0.0 X X 0 0 0 ERIC DOVICHI MD TRUSTEE 1.0 0.0 X 0 0 0 VINCENT FORTE TRUSTEE 1.0 0.0 X 0 0 0 DAVID L FREY TRUSTEE 1.0 0.0 X 0 0 0 PAT FRY PRESIDENT & CEO, SUTTER HEALTH 1.0 40.0 X 0 6369288 2020826 OWEN GARRICK MD TRUSTEE 1.0 0.0 X 0 0 0 ROGER HENRY JR TRUSTEE 1.0 0.0 X 0 0 0 CORNELIUS HOPPER MD TRUSTEE 1.0 0.0 X 0 0 0 SARAH KREVANS COO, SUTTER HEALTH 1.0 40.0 X 0 3578888 372873 DONALD G NELSON TRUSTEE 1.0 0.0 X 0 0 0 ROGER PHELPS MD TRUSTEE, COS 1.0 0.0 X 0 0 0 JEFFREY B RANDALL MD TRUSTEE 1.0 0.0 X 0 0 0 THEODORE SAENGER TRUSTEE 1.0 0.0 X 0 0 0 ANNETTE M SHAIEB MD TRUSTEE 1.0 0.0 X 0 0 0 GREGORY L BROWN VP & REG COUNSEL, EB (PART YR) 1.0 40.0 X 0 183991 26645 AMY CELLA VP & REG COUNSEL, EB (PT YR) 1.0 40.0 X 0 210701 21455 JOHN GATES CFO, EAST & WEST BAY REGION 1.0 40.0 X 0 1090615 103106 KAREN KALKOWSKI COO, SUTTER EAST BAY MED FOUND 40.0 0.0 X 0 330329 32235 WOJTEK NOWAK CFO, SUTTER EAST BAY MED FOUND 40.0 0.0 X 0 385450 48783 GARY ZUFELT CEO, SUTTER EAST BAY MED FOUND 40.0 0.0 X 0 558479 97788 KATHERINE BLANTON DIR INTEGRATED QUALITY SVC 40.0 0.0 X 181192 0 28179 CATHLEEN CONNELLY DIR OF CLINICAL OPERATIONS 40.0 0.0 X 165751 0 16391 KENNETH FARR DIRECTOR OF FINANCE 40.0 0.0 X 156355 0 16190 VIOLA LAQUAY DIRECTOR OF PROVIDER SERVICES 40.0 0.0 X 146941 0 21001 CATHERINE PROSSER DIR PATIENT FINANCIAL SERVICES 40.0 0.0 X 178639 0 20920 LEN ALISON FORMER CEO, SEBMF 0.0 0.0 X 0 113784 0 ED BERDICK REGIONAL PRES, EAST BAY 0.0 40.0 X 0 1712630 356051 BRIAN HUNTER VP SHARED SVCS, SUTTER HEALTH 0.0 40.0 X 0 684882 122790 828878 16397228 3535446 22 true true false EAST BAY PHYSICIANS MEDICAL GROUP 3687 MT DIABLO BLVD STE 200 LAFAYETTE CA 94549 MEDICAL SERVICES 60182819 SUTTER CONNECT CARE OF FINANCE DEPT PO BOX 255448 SACRAMENTO CA 95865 BILLING SERVICES 5724562 AEROTEK INC 3689 COLLECTION CENTER DRIVE CHICAGO IL 60693 STAFFING SERVICES 823523 TOWERS WATSON DELAWARE PO BOX 7141881 ATLANTA GA 30374 CONSULTING SERVICES 455160 QUEST DIAGNOSTICS INC 3924 COLLECTION CENTER DRIVE CHICAGO IL 606930039 LAB SERVICES 365670 14 0 PATIENT SERVICE REVENUE 622110 131220275 131220275 ASC OPERATORS - EAST BAY, LLC 900099 1482810 1482810 RENTAL TO AFFILIATES 900099 60092 60092 132763177 9454 9454 0 0 5275 53 5222 0 5222 5222 0 0 0 0 0 132777853 132763177 14676 0 0 0 0 1274257 1274257 0 17618291 14798347 2819944 405994 318011 87983 6588265 5160523 1427742 1526435 1195641 330794 393221 393221 85293 85293 10359 10359 0 0 8869 8869 1540820 1540820 5392 3871 1521 1185057 104340 1080717 2582715 2582715 0 6697828 6697828 101443 79459 21984 0 30318 23748 6570 1236000 1236000 0 0 5942868 5942868 315400 315400 MEDICAL GROUP COMPENSATION 60208390 60208390 CAPITATED PURCHASED SERVICES 13101167 13101167 PURCHASED SERVICES 8923194 6989450 1933744 SUPPLIES 6843243 5360245 1482998 4210291 1629011 2581280 140835110 124511014 16324096 0 0 0 5069953 1836762 0 0 7207924 7288469 0 0 0 0 0 0 0 0 129295 213736 54939520 18659707 41541691 36279813 0 0 0 0 2894506 2672234 0 0 1234497 3441506 58077866 51732520 5580566 7136065 0 0 0 0 0 0 0 0 0 0 0 0 0 0 146846 111566 5727412 7247631 X 52292963 44427399 57491 57490 0 0 52350454 44484889 58077866 51732520 X -8057257 -49371 241063 X false true X true false X X false false false SUTTER EAST BAY HOSPITALS 941196176 03 true 0 1 PART I, LINE 11H SUTTER EAST BAY MEDICAL FOUNDATION SUPPORTS SUTTER EAST BAY HOSPITALS BY PROVIDING PHYSICIANS AND MEDICAL CARE FOR PATIENTS. 3572131 3572131 15512759 3350445 12162314 16756683 6146150 10610533 16200672 8530660 7670012 2897275 632452 2264823 36279813 ASC OPERATORS, LLC 2672234 C 2672234 INTERCOMPANY RECEIVABLES 1878030 OTHER RECEIVABLES 1423795 CAPITATION RECEIVABLES 57284 GOODWILL 47000 OTHER ASSETS 35397 3441506 0 INSURANCE LIABILITIES 36308 OTHER LIABILITIES 75258 111566 X PART X, LINE 2 FIN 48 (ASC 740) FOOTNOTE FROM AUDIT THIS ORGANIZATION WAS PART OF A CONSOLIDATED FINANCIAL SYSTEM AUDIT. 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, (PURSUANT TO INTERNAL REVENUE CODE SECTION 501 (C) (3)), AND THE CALIFORNIA FRANCHISE TAX BOARD (PURSUANT TO CALIFORNIA REVENUE AND TAXATION CODE 23701(D)) 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 COMBINED 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. SUTTER RECOGNIZES INTEREST AND PENALTIES RELATED TO INCOME TAX MATTERS IN OPERATING EXPENSES. AT DECEMBER 31, 2013 AND 2012, THERE WERE NO SUCH UNCERTAIN TAX POSITIONS. X true true true true false false false false false true false LEN ALISON FORMER CEO, SEBMF 0 6863 0 0 0 106921 0 0 0 0 0 113784 0 0 ED BERDICK REGIONAL PRES, EAST BAY 0 793936 0 765256 0 153438 0 336916 0 19135 0 2068681 0 718832 KATHERINE BLANTON DIR INTEGRATED QUALITY SVC 158728 0 13513 0 8951 0 8154 0 20025 0 209371 0 0 0 DAVID BRADLEY REGIONAL PRES EAST BAY 0 675355 0 418602 0 84234 0 214816 0 15397 0 1408404 0 488302 GREGORY L BROWN VP & REG COUNSEL, EB (PART YR) 0 106981 0 50105 0 26905 0 18378 0 8267 0 210636 0 0 AMY CELLA VP & REG COUNSEL, EB (PT YR) 0 4374 0 125434 0 80893 0 18921 0 2534 0 232156 0 158934 CATHLEEN CONNELLY DIR OF CLINICAL OPERATIONS 152794 0 11288 0 1669 0 7459 0 8932 0 182142 0 0 0 KENNETH FARR DIRECTOR OF FINANCE 143375 0 12980 0 0 0 7036 0 9154 0 172545 0 0 0 PAT FRY PRESIDENT & CEO, SUTTER HEALTH 0 3948862 0 1958195 0 462231 0 1986744 0 34082 0 8390114 0 2310942 JOHN GATES CFO, EAST & WEST BAY REGION 0 602582 0 196871 0 291162 0 84396 0 18710 0 1193721 0 191359 BRIAN HUNTER VP SHARED SVCS, SUTTER HEALTH 0 459691 0 170600 0 54591 0 103780 0 19010 0 807672 0 195964 KAREN KALKOWSKI COO, SUTTER EAST BAY MED FOUND 0 237489 0 71929 0 20911 0 18535 0 13700 0 362564 0 88668 SARAH KREVANS COO, SUTTER HEALTH 0 2223699 0 875587 0 479602 0 348316 0 24557 0 3951761 0 1312940 VIOLA LAQUAY DIRECTOR OF PROVIDER SERVICES 130077 0 11954 0 4910 0 6612 0 14389 0 167942 0 0 0 WOJTEK NOWAK CFO, SUTTER EAST BAY MED FOUND 0 261572 0 101849 0 22029 0 36560 0 12223 0 434233 0 110767 CATHERINE PROSSER DIR PATIENT FINANCIAL SERVICES 158757 0 11973 0 7909 0 8039 0 12881 0 199559 0 0 0 GARY ZUFELT CEO, SUTTER EAST BAY MED FOUND 0 355764 0 161417 0 41298 0 78283 0 19505 0 656267 0 177461 PART I, LINE 1A RELEVANT INFORMATION REGARDING COMPENSATION ITEMS 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 EMPLOYEE'S WAGES AND TAXED ACCORDINGLY. PART I, LINE 3 SUPPLEMENTAL COMPENSATION INFORMATION THE CEO OF THE 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 ENSURE 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 SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. PART I, LINE 4A NONQUALIFIED RETIREMENT PLAN LEN ALISON RECIEVED A SEVERANCE PAYMENT OF $113,784. 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 HEALTH'S 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. SUTTER'S PLANS ARE DESIGNED CONSISTENT WITH COMPETITIVE INDUSTRY PRACTICES. THE RETIREMENT PLAN FOR SUTTER HEALTH EMPLOYEES IS A COMBINATION OF SOCIAL SECURITY, 403B EMPLOYER MATCH CONTRIBUTIONS AND QUALIFIED PLAN BENEFITS. SUTTER HEALTH EXECUTIVES ARE GENERALLY INELIGIBLE FOR EMPLOYER MATCH CONTRIBUTIONS. ADDITIONALLY, QUALIFIED PLAN BENEFITS 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 EARNINGS BEYOND THE PENSION PAY CAP. THE LATTER OF WHICH IS DESIGNED TO HELP RESTORE LOST PENSION BENEFITS FORFEITED UNDER THE QUALIFIED 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 457F) FALLS BELOW 50% - 65% OF FINAL 4-YEAR AVERAGE BASE SALARY WHEN RETIRING AT AGE 65. TARGET BENEFIT LEVELS VARY BY YEARS OF SERVICE. UNLIKE SUTTER HEALTH'S QUALIFIED PLAN WHERE EMPLOYEE BENEFITS ARE GUARANTEED (I.E., A DEFINED BENEFIT), SUTTER'S 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. 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% OF GROSS PAY. 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, REGION, AND SYSTEM-WIDE OBJECTIVES THAT DRIVE OVERALL ORGANIZATION PERFORMANCE. A PORTION OF THE PLAN AWARD IS DISCRETIONARY IN THAT THE SUPERVISOR MAY ADD +/- 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 LONG TERM PERFORMANCE PLANS WHICH ARE DESIGNED TO FOCUS ON LONGER TERM STRATEGIC OBJECTIVES OF THE ORGANIZATION. SUTTER'S 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 HEALTH'S OVERALL MISSION, VISION, AND VALUES, SUTTER'S LONG TERM INCENTIVE 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 PRIOR TO PAYMENT BY THE COMPENSATION COMMITTEE. FORM 990, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT THE MISSION OF SUTTER EAST BAY MEDICAL FOUNDATION IS TO ENHANCE THE HEALTH AND WELL-BEING OF PEOPLE IN THE COMMUNITIES WE SERVE THROUGH COMPASSION AND EXCELLENCE. FORM 990, PART III, LINE 4A EXEMPT PURPOSE ACHIEVEMENTS SUTTER EAST BAY MEDICAL FOUNDATION (SEBMF) IS A NOT-FOR-PROFIT HEALTH CARE ORGANIZATION COMMITTED TO ENHANCING THE HEALTH AND WELL BEING OF THE COMMUNITIES WE SERVE. SUTTER EAST BAY MEDICAL FOUNDATION (SEBMF) AND EAST BAY PHYSICIANS MEDICAL GROUP (EBPMG) HAVE CREATED AN INTEGRATED HEALTH CARE DELIVERY SYSTEM WORKING IN PARTNERSHIP WITH LOCAL HOSPITALS, COMMUNITY PHYSICIANS, AND HEALTHCARE ORGANIZATIONS. THROUGH DEDICATION TO COMPASSION AND PATIENT CARE EXCELLENCE, OUR FAMILY OF MORE THAN 200 PHYSICIANS AND CLINICIANS IS TRANSFORMING HEALTH CARE IN THE EAST BAY. WITH CARE CENTERS IN ALBANY, ANTIOCH, BERKELEY, BRENTWOOD, CASTRO VALLEY, DUBLIN, OAKLAND, ORINDA AND RICHMOND, SEBMF IS ABLE TO OFFER HIGH QUALITY MEDICAL CARE CLOSE TO YOU AND YOUR FAMILY. WE SEEK TO ENHANCE THE HEALTH AND WELL-BEING OF PEOPLE IN THE COMMUNITY THROUGH A COMMITMENT TO COMPASSION AND EXCELLENCE IN PATIENT CARE, EDUCATION, AND RESEARCH. WE STRIVE TO PROVIDE THE HIGHEST LEVELS OF QUALITY CARE AND SERVICE, AS WELL AS TO IMPROVE HEALTH CARE ACCESS AND AFFORDABILITY THROUGH A MULTIDISCIPLINARY GROUP PRACTICE. AS PART OF THE SUTTER HEALTH FAMILY OF COMMUNITY BASED, NOT-FOR-PROFIT HOSPITALS AND PHYSICIAN ORGANIZATIONS, SEBMF BENEFITS FROM SHARED RESOURCES AND EXPERTISE TO ADVANCE HEALTH CARE QUALITY TO OUR PATIENTS. SUTTER HEALTH, ONE OF THE NATION'S LEADING NOT-FOR-PROFIT NETWORKS OF COMMUNITY BASED HEALTH CARE PROVIDERS. WITH OVER 26 HOSPITALS (INCLUDING ALTA BATES SUMMIT MEDICAL CENTER, EDEN MEDICAL CENTER, SAN LEANDRO HOSPITAL AND SUTTER DELTA MEDICAL CENTER) AND OVER 3500 CONTRACTING PHYSICIANS IN NORTHERN CALIFORNIA, SUTTER HEALTH ENABLES US TO FOCUS ON LOCAL NEEDS AND, AT THE SAME TIME, BENEFIT FROM PARTICIPATING IN A LARGER NETWORK. SUTTER EAST BAY MEDICAL FOUNDATION SERVED 390,572 PATIENTS IN 2013. FORM 990, PART VI, LINES 6 & 7A DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS 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 DESCR CLASSES OF PERSONS, DECISIONS REQUIRING APPR & TYPE OF VOTING RIGHTS 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 OR 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 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 CAPITAL BUDGET OF THE CORPORATION; 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 AN UNRELATED 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 ASSURANCE POLICIES NOT IN CONFORMITY WITH POLICIES ESTABLISHED BY THE GENERAL MEMBER; M. ANY TRANSACTION BETWEEN THE CORPORATION, A SUBSIDIARY OR AFFILIATE AND A DIRECTOR OF THE CORPORATION OR AN AFFILIATE OF SUCH DIRECTOR. IN ADDITION, THE GENERAL MEMBER SHALL HAVE THE AUTHORITY (BY A VOTE OF NOT LESS THAN TWO-THIRDS (2/3) OF ITS BOARD), TO DECLARE A MAJOR ACTIVITY REQUIRING APPROVAL. FORM 990, PART VI, LINE 11B SUTTER HEALTH, A RELATED TAX-EXEMPT ORGANIZATION, 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 12 DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST 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, LINE 15 PROCESS FOR DETERMINING COMPENSATION THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ENSURE 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 SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. IN ORDER TO ENSURE EXTERNAL COMPETITIVENESS, NATIONAL, CALIFORNIA AND LOCAL MARKET AREA COMPENSATION DATA COMPARISONS ARE REVIEWED. COMPETITIVE ANALYSIS INCLUDES: (A) BASE SALARY, (B) TOTAL CASH (BASE SALARY + ANNUAL INCENTIVE) AND (C) TOTAL REMUNERATION (BASE SALARY + ANNUAL INCENTIVE + BENEFITS AND LONG TERM INCENTIVE). THIS ANALYSIS INCLUDES COMPARABLE ORGANIZATIONS AND GEOGRAPHIC CONSIDERATIONS. FOR THE MOST SENIOR EXECUTIVE POSITIONS, NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH ARE MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. ON THE OTHER HAND, BECAUSE CALIFORNIA'S UNDERLYING COMPENSATION STRUCTURE IS HIGHER THAN NATIONAL DATA (ESPECIALLY IN THE BAY AREA), REGIONAL PAY COMPARISONS AND ADJUSTMENTS ARE MADE. OFFICERS AND KEY EMPLOYEES OF THIS ORGANIZATION WHO ARE SUTTER HEALTH EMPLOYEES UNDERGO A REVIEW AND COMPENSATION COMMITTEE APPROVAL, AND SUCH APPROVAL IS RECORDED IN THE MINUTES. FORM 990, PART VI, LINE 19 AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC 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 XI, LINE 9 OTHER CHANGES IN FUND BALANCE PARTNERSHIP INVESTMENT ON BOOKS $ 1,322,262 EQUITY TRANSFERS (NET) 401,629 K-1 ORDINARY INCOME (1,482,810) K-1 INTEREST INCOME (16) OTHER CHANGES (2) ----------- TOTAL $ 241,063 =========== ADOLESCENT TREATMENT CENTERS INC 390 40TH STREET OAKLAND CA 94609 680088443 HEALTHCARE CA 501(C)(3) 3 SUTTER EBH true ALTA BATES SUMMIT FOUNDATION 3012 SUMMIT STREET 3RD FLOOR OAKLAND CA 94609 510160184 FUNDRAISING CA 501(C)(3) 7 SUTTER EBH true CALIFORNIA PACIFIC MEDICAL CTR FOUND 2015 STEINER STREET 2ND FLOOR SAN FRANCISCO CA 94115 942728423 FUNDRAISING CA 501(C)(3) 7 SUTTER WBH true DELTA MEMORIAL HOSPITAL FOUNDATION 3901 LONE TREE WAY ANTIOCH CA 94509 942417022 FUNDRAISING CA 501(C)(3) 11a - I SUTTER EBH true EAST BAY PERINATAL CENTER 3012 SUMMIT STREET 3RD FLOOR OAKLAND CA 94609 510172285 HEALTHCARE CA 501(C)(3) 3 SUTTER EBH true EDEN MEDICAL CENTER 20103 LAKE CHABOT ROAD CASTRO VALLEY CA 94546 942948100 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true MEMORIAL HOSPITAL FOUNDATION 1800 COFFEE ROAD SUITE 76 MODESTO CA 95355 942290244 FUNDRAISING CA 501(C)(3) 11a - I SUTTER CVH true MILLS-PENINSULA HEALTH SERVICES 1501 TROUSDALE DRIVE BURLINGAME CA 94010 941156265 HOSPITAL CA 501(C)(3) 3 PAMF true MILLS-PENINSULA HOSPITAL FOUNDATION 1501 TROUSDALE DRIVE BURLINGAME CA 94010 237288765 FUNDRAISING CA 501(C)(3) 7 MPHS true PALO ALTO MEDICAL FOUNDATION 2350 EL CAMINO REAL MOUNTAIN VIEW CA 94040 941156581 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SAMUEL MERRITT UNIVERSITY 450 30TH STREET 2840 OAKLAND CA 94609 942992642 UNIVERSITY CA 501(C)(3) 2 SUTTER EBH true SUTTER AUBURN FAITH HOSPITAL FOUNDATION 11815 EDUCATION ST AUBURN CA 95602 942594966 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER CENTRAL VALLEY HOSPITALS 1800 COFFEE ROAD SUITE 76 MODESTO CA 95355 941080917 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER COAST HOSPITAL 800 E WASHINGTON BLVD CRESCENT CITY CA 95531 942988520 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER DAVIS HOSPITAL FOUNDATION PO BOX 1617 DAVIS CA 95617 680217870 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER EAST BAY HOSPITALS 3012 SUMMIT STREET 3RD FLOOR OAKLAND CA 94609 941196176 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER GOULD MEDICAL FOUNDATION 600 COFFEE ROAD MODESTO CA 95355 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) 11c 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 HEALTH PLAN 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 461183948 HEALTH PLAN CA PENDING PENDING SUTTER HLTH true SUTTER HEALTH SACRAMENTO SIERRA REGION PO BOX 160727 SACRAMENTO CA 95816 941156621 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER INSURANCE SERVICES CORPORATION 745 FORT STREET SUITE 800 HONOLULU HI 96813 990289310 INSURANCE SER HI 501(C)(3) 11b - II SUTTER HLTH true SUTTER MEDICAL CENTER FOUNDATION PO BOX 160727 SACRAMENTO CA 95816 942788906 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER MEDICAL CENTER CASTRO VALLEY 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 770146047 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER MEDICAL FOUNDATION 2800 L STREET 7TH FLOOR SACRAMENTO CA 95816 680273974 HEALTHCARE CA 501(C)(3) 11b - II SUTTER HLTH true SUTTER ROSEVILLE MEDICAL CTR FOUNDATION ONE MEDICAL PLAZA ROSEVILLE CA 95661 680040113 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER SOLANO CHARITABLE FOUNDATION 300 HOSPITAL DRIVE VALLEJO CA 94589 942668262 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER VISITING NURSE ASSOC AND HOSPICE 1900 POWELL ST 300 EMERYVILLE CA 94608 946068843 HEALTHCARE CA 501(C)(3) 9 SUTTER HLTH true SUTTER WEST BAY HOSPITALS 2333 BUCHANAN STREET SAN FRANCISCO CA 94115 940562680 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER WEST BAY MEDICAL FOUNDATION 2015 STEINER STREET 1ST FLOOR SAN FRANCISCO CA 94115 942948131 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true TRACY HOSPITAL FOUNDATION 1420 N TRACY BLVD TRACY CA 95376 680318845 FUNDRAISING CA 501(C)(3) 11a - 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