2023-11-14T14:07:32-06:00 2022-12-31 990 2022-01-01 311258010 COMPUNET CLINICAL LABORATORIES LLC COMP 9374999942 110 N MAIN ST 500 DAYTON OH 45402 TERESA WILLIAMS COO 9374999942 2023-11-14 TERESA WILLIAMS 999009999 0 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z TERESA WILLIAMS 2308 SANDRIDGE DR MORAINE OH 45439 115346497 0 X HTTPS://WWW.COMPUNETLAB.COM X SMLLC 2001 OH SEE PART III, LINE 1 6 2 1832 0 18498078 269043 319079 172041 115449220 115117873 12695 30429 54 134 115781048 115320477 0 0 0 0 54804807 55524455 0 0 0 55435762 52817519 110240569 108341974 5540479 6978503 23803375 18065575 12421222 12174172 11382153 5891403 TO PROVIDE QUALITY DIAGNOSTIC LABORATORY SERVICES TO IMPROVE HEALTH OUTCOMES WITHIN THE COMMUNITIES WE SERVE. 0 0 97336847 0 115118293 COMPUNET CLINICAL LABORATORIES, LLC PROVIDES CLINICAL AND ANATOMIC PATHOLOGY TESTING LABORATORY SERVICES. 97336847 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 0 0 1832 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 6 2 1 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X J MICHAEL SIMS 9374999942 110 N MAIN ST 500 DAYTON OH 45429 MARY M CLANCY TRUSTEE 0.50 39.50 X 0 704534 52422 MICHAEL R UHL TRUSTEE (TO JUN) 0.50 39.50 X 0 629989 33939 J NICK LAIR TRUSTEE 0.50 39.50 X 0 459782 52216 ROBIN B RUTLEDGE TRUSTEE 0.50 39.50 X 0 358836 32241 LYNDSEY A PITTMAN TRUSTEE 0.50 39.50 X 0 196956 7752 M ATEF SHRIT MD BOARD CHAIR 0.50 0.00 X X 0 0 0 DANIEL L HOOD MD TRUSTEE 0.50 0.00 X 0 0 0 TERESA WILLIAMS PRESIDENT & COO 40.00 0.00 X 366044 0 11901 BARBARA A MILLS EXEC DIR - FINANCE & SUPPLY CHAIN 40.00 0.00 X 136889 0 29173 JOHN EVE EXECUTIVE DIRECTOR HUMAN RESOURCES 40.00 0.00 X 245047 0 26628 KIMBERLY STANFORTH SR DIRECTOR MARKETING, SALES AND COMM 40.00 0.00 X 184321 0 18336 AMANDA CLARK DIRECTOR INFORMATION TECHNOLOGY 40.00 0.00 X 166575 0 36076 GALE PACE DIRECTOR ANATOMIC PATHOLOGY 40.00 0.00 X 163884 0 25928 LISA BERGER SENIOR DIRECTOR CORE LAB OPERTATIONS 40.00 0.00 X 148026 0 32803 1410786 2350097 359415 36 0 1 0 0 18469 145952 7620 25669 172041 CLINICAL & ANATOMIC PATHOLOGY LAB 621500 114986997 96488919 18498078 DRAW FEES 621500 130876 130876 115117873 56449 26020 30429 30429 30429 PURCHASE DISCOUNTS 900099 134 134 134 115320477 96619795 18498078 30563 X 544007 377945 166062 43037202 37634622 5402580 1051958 971469 80489 7366038 6377023 989015 3525250 3127258 397992 9849 9849 41493 213 41280 750 750 11882514 10552887 1329627 268838 17439 251399 1716366 915785 800581 2915052 2788534 126518 2453429 1467617 985812 133999 87364 46635 2765752 2765752 146089 34534 111555 OPERATING SUPPLIES 28703592 28703592 EQUIPMENT RENTAL 659816 634277 25539 CLIA CERTIFICATION 320589 279556 41033 REPAIRS AND MAINTENANCE 312063 201647 110416 487328 399333 87995 108341974 97336847 11005127 0 200 200 6212484 1153540 4478383 4452390 963562 583108 1160708 989958 31009825 20878587 10732897 10131238 248551 748551 6590 6590 23803375 18065575 11368076 11533616 653199 640556 399947 0 12421222 12174172 X 11382153 5891403 11382153 5891403 23803375 18065575 X 6978503 -12469253 X 0 1 X 1 0 X X 3 ATRIUM MEDICAL CENTER 311079309 3 0 0 0 MIAMI VALLEY HOSPITAL 310537504 3 0 0 0 UPPER VALLEY MEDICAL CENTER 310537095 3 0 0 0 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 PART IV, SECTION A, LINE 1: COMPUNET CLINICAL LABORATORIES, LLC IS A WHOLLY-OWNED LLC OF ITS MEMBER, PREMIER HEALTH, WHICH IS ALSO THE CORPORATE MEMBER OF THE THREE HOSPITAL ORGANIZATIONS SUPPORTED BY CCL. AS STATED IN CCL'S GOVERNING DOCUMENTS, ITS PRIMARY PURPOSE IS TO BENEFIT THE TAX-EXEMPT HOSPITALS CONTROLLED BY ITS MEMBER, PREMIER HEALTH. THOSE TAX-EXEMPT HOSPITALS ARE: MIAMI VALLEY HOSPITAL, ATRIUM MEDICAL CENTER, AND UPPER VALLEY MEDICAL CENTER. PART IV, SECTION C, LINE 1: ALL VOTING MEMBERS OF COMPUNET'S GOVERNING BOARD ARE APPOINTED BY ITS SOLE MEMBER, PREMIER HEALTH. THEREFORE, COMPUNET IS CONTROLLED BY PREMIER HEATH. PREMIER HEALTH IS ALSO THE SOLE MEMBER OF THE SUPPORTED ORGANIZATIONS, MIAMI VALLEY HOSPITAL, ATRIUM MEDICAL CENTER, AND UPPER VALLEY MEDICAL CENTER (COLLECTIVELY "MEMBER HOSPITALS"). IN ADDITION, THE CEO OF PREMIER HEALTH, ACTING IN THAT OFFICIAL CAPACITY SELECTS THE MEMBERS OF THE BOARDS OF TRUSTEES OF THE MEMBER HOSPITALS. AS SOLE MEMBER, PREMIER HEALTH HAS SIGNIFICANT RESERVED POWERS OVER THE MEMBER HOSPITALS. THEREFORE, COMPUNET AND THE MEMBER HOSPITALS ARE CONTROLLED BY THE SAME PERSON, PREMIER HEALTH, AND ARE BROTHER/SISTER ORGANIZATIONS UNDER COMMON CONTROL. CONSEQUENTLY, THEY MEET THE "CONTROLLED IN CONNECTION WITH" TEST OF SECTION 1.509(A)-4(H). RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2091483 1573809 517674 7717495 6382448 1335047 20647442 12922330 7725112 553405 553405 10131238 X PART X, LINE 2: THE FOLLOWING FOOTNOTE IS FROM THE 2022 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR PREMIER HEALTH (PHP) AND AFFILIATES. PHP IS THE SOLE MEMBER OF COMPUNET CLINICAL LABORATORIES, LLC. PHP HAS BEEN DETERMINED BY THE INTERNAL REVENUE SERVICE TO BE A TAX-EXEMPT NON-PROFIT CORPORATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. AS A TAX-EXEMPT ORGANIZATION, ITS INCOME IS EXEMPT FROM FEDERAL INCOME TAX EXCEPT TO THE EXTENT OF ANY UNRELATED BUSINESS ACTIVITIES. PHP CONSOLIDATES CERTAIN SUBSIDIARIES WHICH ARE FOR-PROFIT CORPORATIONS SUBJECT TO FEDERAL INCOME TAXES. THESE ARE: * PREMIER HEALTH INSURING CO. (PHIC), AND PREMIER HEALTH HOLDING COMPANY (PHHC) (WHOLLY OWNED SUBSIDIARIES OF PHP), * PREMIER HEALTH PLAN (PHPLAN) (A WHOLLY OWNED SUBSIDIARY OF PHIC), * MVHE, INC., SAMARITAN FAMILY CARE, INC., PREMIER HEALTH SPECIALISTS, INC. AND PREMIER HEALTH URGENT CARE, INC. (SUBSIDIARIES OF PHHC), * PREMIER HEALTH ACO OF OHIO AND UVMC MANAGEMENT CORPORATION - CLOSED JUNE 2022 (SUBSIDIARIES OF PHP) MANAGEMENT ANNUALLY REVIEWS THE TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS. X X 0 1 0 0 0 0 0 0 0 MARY M CLANCY TRUSTEE 0 470691 0 150789 0 83054 0 19693 0 32729 0 756956 0 0 MICHAEL R UHL TRUSTEE (TO JUN) 0 344188 0 274802 0 10999 0 19572 0 14367 0 663928 0 241187 J NICK LAIR TRUSTEE 0 294776 0 90575 0 74431 0 18073 0 34143 0 511998 0 0 ROBIN B RUTLEDGE TRUSTEE 0 241923 0 74721 0 42192 0 18517 0 13724 0 391077 0 0 TERESA WILLIAMS PRESIDENT & COO 274956 0 88759 0 2329 0 11901 0 0 0 377945 0 0 0 JOHN EVE EXECUTIVE DIRECTOR HUMAN RESOURCES 186528 0 56676 0 1843 0 4376 0 22252 0 271675 0 0 0 LYNDSEY A PITTMAN TRUSTEE 0 149402 0 47221 0 333 0 5363 0 2389 0 204708 0 0 KIMBERLY STANFORTH SR DIRECTOR MARKETING, SALES AND COM 131593 0 50692 0 2036 0 4176 0 14160 0 202657 0 0 0 AMANDA CLARK DIRECTOR INFORMATION TECHNOLOGY 125970 0 40069 0 536 0 7023 0 29053 0 202651 0 0 0 GALE PACE DIRECTOR ANATOMIC PATHOLOGY 134770 0 28029 0 1085 0 1675 0 24253 0 189812 0 0 0 LISA BERGER SENIOR DIRECTOR CORE LAB OPERTATIONS 121131 0 25495 0 1400 0 6151 0 26652 0 180829 0 0 0 BARBARA A MILLS EXEC DIR - FINANCE & SUPPLY CHAIN 113295 0 22506 0 1088 0 4441 0 24732 0 166062 0 0 0 PART I LINE 4B: DUE TO RESTRICTIONS IMPOSED BY THE INTERNAL REVENUE CODE, CERTAIN PERSONS ARE LIMITED IN THE AMOUNT OF BENEFIT THAT CAN BE EARNED UNDER A QUALIFIED RETIREMENT PLAN. LIKE MANY EMPLOYERS, COMPUNET CLINICAL LABORATORIES, LLC. (CCL) AND ITS AFFILIATED ORGANIZATIONS COMPENSATE FOR THIS LIMITATION AND SUPPLEMENT THE AFFECTED EXECUTIVES' QUALIFIED PENSION THROUGH CERTAIN NONQUALIFIED PLANS. CCL SUPPLEMENTS THE AFFECTED EXECUTIVES THROUGH A PENSION RESTORATION PLAN AND A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP). THE BENEFITS UNDER THESE SUPPLEMENTAL NONQUALIFIED PLANS ARE SUBJECT TO MULTI-YEAR VESTING AND A PARTICIPANT CAN FORFEIT BENEFITS EARNED IF VESTING REQUIREMENTS ARE NOT SATISFIED. UNDER THE TERMS OF THE SUPPLEMENTAL PLANS, AND BECAUSE OF TAX RULES PERTAINING TO TAXATION OF THE EARNED BENEFITS UPON VESTING, CERTAIN INDIVIDUALS RECEIVED A PAYOUT OF THE CUMULATIVE VESTED BENEFITS UNDER THEIR SUPPLEMENTAL PLAN DURING 2022. THE INDIVIDUALS LISTED BELOW HAVE MET THE MULTI-YEAR VESTING REQUIREMENT UNDER THE PENSION RESTORATION PLAN AND RECEIVED THE ASSOCIATED PAYMENT IN 2022: MARY CLANCY $78,305; J. NICK LAIR $52,306. THE FOLLOWING SERP AMOUNTS WERE DEFERRED ON THE PARTICIPANTS' BEHALF DURING THE YEAR AND WILL BE HELD UNTIL THE INCREMENTAL AMOUNTS ARE VESTED AND PAID TO THE SERP PARTICIPANTS: MICHAEL UHL $8,385. BASED ON THE GUIDANCE PROVIDED IN THE INSTRUCTIONS TO THE FORM 990, ANY PAYMENTS TO THE PARTICIPANTS RELATED TO THESE PLANS THAT WERE MADE WITHIN 2-1/2 MONTHS AFTER THE END OF THE ORGANIZATION'S TAX YEAR ARE NOT TREATED AS DEFERRED COMPENSATION FOR PURPOSES OF SCHEDULE J. SUCH AMOUNTS ARE PROPERLY REPORTED AS COMPENSATION FOR FORM 990 PURPOSES WHEN INCLUDED IN THE PARTICIPANTS' FORM W-2 WAGES. X POPCORN 2340 23400 FMV X BUBBL'R WATER 1 2198 FMV X LUNCHES FOR SOCIAL SERVICES ICM STAFF 1 71 FMV 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 DANIEL L. HOOD, M.D. AND M. ATEF SHRIT, M.D. HAVE A BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 3 PREMIER HEALTH (PREMIER), AS THE OPERATOR OF COMPUNET CLINICAL LABORATORIES, LLC (CCL) DEVELOPS AND OVERSEES THE IMPLEMENTATION OF THE STRATEGIC PLAN FOR CCL, WHICH INCLUDES (BUT IS NOT LIMITED TO) SUCH MATTERS AS LOCATION OF CLINICAL AND ADMINISTRATIVE EXPENSES AND THE CONSOLIDATION OF SUCH SERVICES. CCL SHALL COMPLY WITH AND IMPLEMENT THIS PLAN AND SHALL NOT TAKE ANY ACTION THAT MATERIALLY DEPARTS FROM THIS PLAN WITHOUT PREMIER'S APPROVAL. CCL SHALL IMPLEMENT ANY CAPITAL AND OPERATING BUDGET SO APPROVED AND/OR REVISED FOR IT BY PREMIER. CCL SHALL IMPLEMENT THE BUSINESS PLAN APPROVED BY PREMIER. PREMIER IS THE SOLE AGENT TO NEGOTIATE ALL RELATIONSHIPS WITH PAYORS ON BEHALF OF CCL WITH ALL THIRD-PARTY PAYORS AND ALTERNATIVE DELIVERY SYSTEMS INCLUDING, BUT NOT LIMITED TO INSURERS. CCL MUST HAVE APPROVAL FROM PREMIER TO BORROW IN ANY FISCAL YEAR, GUARANTEE IN ANY YEAR, OR INCUR ANY LIEN OR OTHER ENCUMBRANCE ON ANY PROPERTY IN AN AMOUNT EQUAL TO OR GREATER THAN $1,000,000. CCL MUST SEEK PREMIER'S APPROVAL FOR ANY ACQUISITIONS, SALE OR TRANSFER OF ANY MATERIAL ASSET USED IN CCL'S ACTIVITIES. FORM 990, PART VI, SECTION A, LINE 6 COMPUNET CLINICAL LABORATORIES, LLC HAS ONE CORPORATE MEMBER: PREMIER HEALTH, AN OHIO NON-PROFIT CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A PREMIER HEALTH (PREMIER) HAS THE SOLE AUTHORITY TO ELECT THE BOARD OF TRUSTEES FOR COMPUNET CLINICAL LABORATORIES, LLC. PREMIER HAS THE AUTHORITY TO REMOVE SUCH TRUSTEES AT ANY REGULAR OR SPECIAL MEETING OR BY WRITTEN CONSENT. FORM 990, PART VI, SECTION A, LINE 7B SEE LINE 7A FORM 990, PART VI, SECTION B, LINE 11B THIS 990 FILING AND ATTACHED SCHEDULES (THE RETURN) ARE PREPARED BY A STAFF MEMBER IN THE TAX DEPARTMENT OF PREMIER, OF WHICH COMPUNET CLINICAL LABORATORIES, LLC. IS AN AFFILIATE. THE RETURN IS REVIEWED BY THE MANAGER AND DIRECTOR OF TAX COMPLIANCE OF PREMIER. AFTER ALL CHANGES FROM THE ABOVE PERSONS ARE MADE, THE RETURN IS REVIEWED BY THE VICE-PRESIDENT/CONTROLLER OF PREMIER. A FINAL VERSION OF THE RETURN IS PROVIDED TO THE BOARD OF TRUSTEES FOR REVIEW. AT A BOARD OF TRUSTEES MEETING, THE VICE PRESIDENT/CONTROLLER OF PREMIER (OR DESIGNEE) SHARES DETAILED INFORMATION ON COMPENSATION AND OTHER KEY AREAS, AS WELL AS ADDRESSES ANY QUESTIONS FROM THE BOARD OF TRUSTEES, PENDING THEIR REVIEW. THE 990 FILING IS ALSO SHARED WITH THE AUDIT COMMITTEE OF PREMIER. FORM 990, PART VI, SECTION B, LINE 12C PREMIER REQUIRES ALL BOARD MEMBERS, BOARD COMMITTEE MEMBERS, MEDICAL DIRECTORS, SUPPLY CHAIN DIVISION MEMBERS, AUTHORIZED SIGNERS, DIRECTORS, EXECUTIVES, MEDICAL EXECUTIVE COMMITTEE MEMBERS, MEDICAL DEPARTMENT AND SECTION CHAIRS, PHYSICIAN PARTNERSHIP COMMITTEE MEMBERS, PHYSICIAN GUIDANCE GROUP MEMBERS, AND ALL EMPLOYED PHYSICIANS TO ANNUALLY REVIEW THE PREMIER COMPREHENSIVE CONFLICT OF INTEREST STATEMENT, AN EXPLANATORY MEMORANDUM, THE ANTITRUST COMPLIANCE POLICY, AND COMPLETE AN INDIVIDUAL QUESTIONNAIRE DISCLOSING ANY POTENTIAL CONFLICTS AS DEFINED IN THE CONFLICT OF INTEREST POLICY. THIS IS ACCOMPLISHED EITHER BY WAY OF AN ELECTRONIC COMMUNICATION SENT OUT DIRECTLY BY THE CORPORATE COMPLIANCE DEPARTMENT OR BY WAY OF A MEMO SENT OUT FROM THE CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER OF PREMIER. IT ALSO INCLUDES AN EXPLANATORY MEMORANDUM OF SPECIFIC ACTIVITIES THAT MIGHT GIVE CAUSE TO A CONFLICT AND AN INDIVIDUAL QUESTIONNAIRE TO DISCLOSE ALL SUCH ACTIVITIES. THIS QUESTIONNAIRE MUST BE COMPLETED AND SIGNED BY THE INDIVIDUAL. THIS CORRESPONDENCE INCLUDES A COPY OF THE ANTITRUST COMPLIANCE POLICY THAT MUST BE SIGNED BY THE INDIVIDUAL. ALL OF THESE DOCUMENTS ARE SENT TO THE CORPORATE COMPLIANCE DEPARTMENT. THE CORPORATE COMPLIANCE DEPARTMENT ENSURES ALL FORMS ARE RETURNED AND RETAINS THE DOCUMENTS FOR FIVE YEARS. IN ADDITION, AT EACH MEETING OF THE BOARD OR ANY BOARD COMMITTEE, FOLLOWING APPROVAL OF THE PREVIOUS MEETING'S MINUTES, THE BOARD OR COMMITTEE CHAIR SHALL REQUEST ANY BOARD MEMBER WHO PERCEIVES A POTENTIAL CONFLICT OF INTEREST ON ANY OF THE MEETING'S AGENDA ITEMS TO DISCLOSE THE POTENTIAL CONFLICT. ADDITIONALLY, AT ANY BOARD OR BOARD COMMITTEE MEETING WHERE THE SUBJECT OF CONFLICT OF INTEREST IS DISCUSSED, THE MINUTES SHALL CONTAIN THE NAME OF THE PARTY DISCUSSING A POTENTIAL CONFLICT OF INTEREST, THE NATURE OF THE POTENTIAL CONFLICT OF INTEREST AND WHETHER A CONFLICT OF INTEREST WAS FOUND TO EXIST. IF A CONFLICT OF INTEREST IS DETERMINED BY THE BOARD TO EXIST, THE MEMBER WILL BE EXCUSED FROM PARTICIPATING IN ANY DISCUSSION OR VOTING ON THE PARTICULAR AGENDA ITEM. THE CHIEF COMPLIANCE AND ENTERPRISE RISK OFFICER REPORTS THE RESULTS OF THE PREMIER CONFLICT OF INTEREST QUESTIONNAIRES NO LESS THAN ANNUALLY TO THE BOARD OF TRUSTEES BY WAY OF THE COMPLIANCE AND AUDIT COMMITTEE. THIS REVIEW IS DOCUMENTED IN THE MINUTES OF THE MEETING. PERIODICALLY, THE INTERNAL AUDIT DEPARTMENT WILL REVIEW A SAMPLE OF COMPLETED CONFLICT OF INTEREST QUESTIONNAIRES AND REPORT THE RESULTS TO THE COMPLIANCE AND AUDIT COMMITTEE. THE ANNUAL CONFLICT OF INTEREST QUESTIONNAIRES ARE INDIVIDUALLY SUMMARIZED IN A DOCUMENT AND SENT ELECTRONICALLY TO THE FINANCE DEPARTMENT FOR ANY NECESSARY DISCLOSURES REQUIRED ON THE 990 FILING. FORM 990, PART VI, SECTION B, LINE 15 COMPUNET CURRENTLY BASES EXECUTIVE COMPENSATION ON MARKET DATA PROVIDED BY AN OUTSIDE BENCHMARKING SERVICE FOR HEALTHCARE ORGANIZATIONS. INCENTIVE COMPENSATION IS PAID TO EXECUTIVES BASED ON PERFORMANCE ACCORDING TO FIXED, PRE-ESTABLISHED METRICS. THESE GOALS ARE DESIGNED TO INCREASE EMPLOYEE ENGAGEMENT, INCREASE ACCESS TO CARE, AND OPTIMIZE COMPUNET. THE EXECUTIVES DO NOT HAVE DISCRETION IN DETERMINING WHETHER AND TO WHAT EXTENT THE GOALS HAVE BEEN MET. COMPUNET WILL JOIN PREMIER HEALTH'S REVIEW PROCESS IN 2023. THE REVIEW PROCESS PERFORMED BY PREMIER FOLLOWS A MARKET BASED COMPENSATION PHILOSOPHY DESIGNED TO ATTRACT AND RETAIN THE EXECUTIVE TALENT REQUIRED TO MEET THE HIGH-PERFORMANCE STANDARDS OF OUR BOARD AND OUR COMMUNITY. PREMIER ANNUALLY REVIEWS EXECUTIVE COMPENSATION SURVEY DATA FOR A REGIONAL AND NATIONAL PEER GROUP OF SYSTEMS AND HOSPITALS THAT ARE SIMILAR IN SIZE AND COMPLEXITY TO PREMIER AND ITS AFFILIATES. THE DATA FOR THE SURVEY IS PROVIDED BY A THIRD-PARTY CONSULTANT GROUP THAT IS INDEPENDENT OF PREMIER. THIS REPORT INCLUDES COMPARABILITY DATA FOR KEY EXECUTIVES, VICE PRESIDENTS, AND DIRECTOR LEVEL POSITIONS. THE INDEPENDENT COMPARABILITY DATA IS REVIEWED BY THE EXECUTIVE COMPENSATION COMMITTEE ON AN ANNUAL BASIS. THIS COMMITTEE CONTAINS THREE MEMBERS, ALL OF WHOM ARE INDEPENDENT. THIS COMMITTEE REVIEWS IN DETAIL THE COMPENSATION FOR THE PREMIER CEO, COO, CFO, CCO AND OTHER TOP EXECUTIVES. OTHER POSITIONS ARE REVIEWED AT A HIGH LEVEL FOR REASONABLENESS. ALL THE MEETING MINUTES ARE DOCUMENTED AND KEPT ON FILE ALONG WITH ANY COMPARABILITY DATA AND THE CONSULTANT REPORT. AFTER THE COMPENSATION COMMITTEE REVIEWS AND APPROVES THE COMPENSATION ACTIONS, THE PROCESS IS AUDITED BY THE INTERNAL AUDIT DEPARTMENT. THE EXECUTIVE COMPENSATION COMMITTEE PRESENTS THE COMPENSATION ACTIONS TO THE PREMIER BOARD ANNUALLY. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC WHEN REQUIRED BY LAW OR FOR ACCREDITATION PURPOSES. THE CONFLICT OF INTEREST POLICY IS AVAILABLE UPON REQUEST. FORM 990, PART IX, LINE 11G OUTSIDE SERVICES: PROGRAM SERVICE EXPENSES 5,761,044. MANAGEMENT AND GENERAL EXPENSES 197,999. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 5,959,043. PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 1,718,184. MANAGEMENT AND GENERAL EXPENSES 832,803. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,550,987. CONSULTANT FEES: PROGRAM SERVICE EXPENSES 1,615,922. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,615,922. PURCH LABOR: PROGRAM SERVICE EXPENSES 780,014. MANAGEMENT AND GENERAL EXPENSES 31,934. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 811,948. PHYSICIAN FEES: PROGRAM SERVICE EXPENSES 481,000. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 481,000. BANK FEES: PROGRAM SERVICE EXPENSES 4. MANAGEMENT AND GENERAL EXPENSES 252,463. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 252,467. COURIER SERVICE: PROGRAM SERVICE EXPENSES 137,598. MANAGEMENT AND GENERAL EXPENSES 23. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 137,621. COLLECTION COSTS: PROGRAM SERVICE EXPENSES 59,121. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 59,121. PERSONNEL PHYSICALS: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 14,405. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 14,405. FORM 990, PART XI, LINE 9: EQUITY TRANSFERS -12,469,253. PREMIER HEALTH 110 MAIN STREET SUITE 500 DAYTON OH 45402 311446699 PARENT OH 501 (C) (3) 12B N/A 0 MEDAMERICA HEALTH SYSTEMS CO 110 MAIN STREET SUITE 500 DAYTON OH 45402 311040228 SUPPORT ORG OH 501 (C) (3) 12B N/A 0 MIAMI VALLEY HOSPITAL 110 MAIN STREET SUITE 500 DAYTON OH 45402 310537504 HOSPITAL OH 501 (C) (3) 3 PREMIER HEALTH 0 MIAMI VALLEY HOSPITAL FOUNDATION 110 MAIN STREET SUITE 500 DAYTON OH 45402 311040231 FOUNDATION OH 501 (C) (3) 7 PREMIER HEALTH 0 FIDELITY HEALTH CARE INC 110 MAIN STREET SUITE 500 DAYTON OH 45402 311075381 HOME HEALTH OH 501 (C) (3) 10 PREMIER HEALTH 0 PREMIER COMMUNITY HEALTH 110 MAIN STREET SUITE 500 DAYTON OH 45402 311122883 HEALTH EDUCATION OH 501 (C) (3) 10 FIDELITY HEALTH CARE 0 GOOD SAMARITAN FOUNDATION - DAYTON 110 MAIN STREET SUITE 500 DAYTON OH 45402 237296923 FOUNDATION OH 501 (C) (3) 7 PREMIER HEALTH 0 ATRIUM HEALTH SYSTEM 110 MAIN STREET SUITE 500 DAYTON OH 45402 310537492 SUPPORT ORG OH 501 (C) (3) 12B N/A 0 ATRIUM MEDICAL CENTER 110 MAIN STREET SUITE 500 DAYTON OH 45402 311079309 HOSPITAL OH 501 (C) (3) 3 PREMIER HEALTH 0 UVMC 110 MAIN STREET SUITE 500 DAYTON OH 45402 341850683 SUPPORT ORG OH 501 (C) (3) 12B N/A 0 UPPER VALLEY MEDICAL CENTER 110 MAIN STREET SUITE 500 DAYTON OH 45402 310537095 HOSPITAL OH 501 (C) (3) 3 PREMIER HEALTH 0 UPPER VALLEY PROFESSIONAL CORP 110 MAIN STREET SUITE 500 DAYTON OH 45402 311400963 HEALTH CARE OH 501 (C) (3) 10 PREMIER HEALTH HOLDING CO 0 UVPC SPECIALISTS 110 MAIN STREET SUITE 500 DAYTON OH 45402 203687536 HEALTH CARE OH 501 (C) (3) 10 PREMIER HEALTH HOLDING CO 0 UVMC NURSING CARE INC 110 MAIN STREET SUITE 500 DAYTON OH 45402 311224064 NURSING HOME OH 501 (C) (3) 10 PREMIER HEALTH 0 SAMARITAN BEHAVIORAL HEALTH INC 110 MAIN STREET SUITE 500 DAYTON OH 45402 020633634 BEHAVIORAL HEALTH OH 501 (C) (3) 7 PREMIER HEALTH 0 SWEITZER STREET LLC 110 N MAIN STREET SUITE 500 DAYTON OH 45402 454700417 REAL ESTATE OH MVHE INC EXCLUDED 0 0 SWEITZER MOB LLC 110 N MAIN STREET SUITE 500 DAYTON OH 45402 474554657 REAL ESTATE OH MVHE INC EXCLUDED 0 0 MVHE INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311185270 PHYSICIAN SVCS OH PREMIER HEALTH HOLDING CO C 0 PREMIER HEALTH SPECIALISTS 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 061744704 PHYSICIAN SVCS OH PREMIER HEALTH HOLDING CO C 0 SAMARITAN FAMILY CARE 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311299450 PHYSICIAN SVCS OH PREMIER HEALTH HOLDING CO C 0 AFTER HOURS FAMILY CARE 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311269483 HEALTH CARE OH UPPER VALLEY PROFESSIONAL CORP C 0 UVMC MANAGEMENT CORP 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 311360489 MANAGEMENT COMPANY OH PREMIER HEALTH C 0 PREMIER HEALTH URGENT CARE INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 822079409 URGENT CARE OH PREMIER HEALTH HOLDING CO C 0 PREMIER HEALTH PLAN INC 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 463024049 HEALTH INSURANCE OH PREMIER HEALTH INSURING CO C 0 GOOD SAMARITAN HOSPITAL 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 310536981 HOSPITAL OH PREMIER HEALTH C 0 PREMIER HEALTH INT'L INSURANCE BUTTERFIELD BANK BLDG 6TH FLR 65 HAMILTON BD HM12 980548485 INSURANCE BD PREMIER HEALTH C 0 PREMIER HEALTH ACO OF OHIO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 474049773 MEDICARE ACO OH PREMIER HEALTH C 0 PREMIER HEALTH HOLDING CO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 812419110 HOLDING CO OH PREMIER HEALTH C 0 PREMIER HEALTH INSURING CO 110 NORTH MAIN STREET SUITE 500 DAYTON OH 45402 464766841 HEALTH INSURANCE OH PREMIER HEALTH C 0 0 0 1 0 0 0 0 0 0 0 1 1 1 0 0 1 1 1 1