2023-11-14T08:27:00-06:00 2022-12-31 410746749 CLIFTONLARSONALLEN LLP 227 WEST TRADE STREET SUITE 800 CHARLOTTE NC 28202 990 2022-01-01 900885759 WELL-SPRING SERVICES INC WELL 3365455407 4100 WELL SPRING DRIVE GREENSBORO NC 27410 ALAN TUTTEROW CFO 3365455407 2023-11-13 1 ALAN TUTTEROW 999009999 0 JOHN NORMAN P01506766 7049985200 2023-11-10 3 AAL1 IAL1 2022 2023-04-26 12:10:37Z WELL-SPRING GROUP HOME CARE FROM WELL-SPRING SOLUTIONS STEPHEN P FLEMING 4100 WELL SPRING DRIVE GREENSBORO NC 27410 2985653 0 X WWW.WELL-SPRING.ORG X 2012 NC WELL-SPRING SERVICES, INC. (THE "CORPORATION") WAS CREATED FOR THE PURPOSE OF SUPPORTING WELL-SPRING RETIREMENT COMMUNITY, INC. (THE "RETIREMENT COMMUNITY"), WHICH IS TAX-EXEMPT PURSUANT TO INTERNAL REVENUE CODE (THE "CODE") SECTIONS 501(C)(3) AND 509(A)(1). 22 22 0 0 0 0 500000 100000 0 0 49333 69251 -377383 2816402 171950 2985653 0 0 0 0 0 0 0 0 0 0 9017 0 9017 171950 2976636 7096672 11085589 0 1025458 7096672 10060131 WELL-SPRING SERVICES, INC. (THE "CORPORATION") WAS CREATED FOR THE PURPOSE OF SUPPORTING WELL-SPRING RETIREMENT COMMUNITY, INC. (THE "RETIREMENT COMMUNITY"), WHICH IS TAX-EXEMPT PURSUANT TO INTERNAL REVENUE CODE (THE "CODE") SECTIONS 501(C)(3) AND 509(A)(1). 0 0 THE ORGANIZATION PROVIDES SUPPORT SERVICES TO WELL-SPRING RETIREMENT COMMUNITY. 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 22 22 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X THE ORGANIZATION 3365455421 4100 WELL SPRING DR GREENSBORO NC 27410 KENNETH BOGGS CHAIR 1.00 2.00 X X 0 0 0 KATHRYN COOKIE BILLINGS VICE-CHAIR, IMM. PAST CHAIR 1.00 2.00 X X 0 0 0 RICHARD BEARD BOARD MEMBER 1.00 2.00 X 0 0 0 ANTHONY BOYD BOARD MEMBER 1.00 2.00 X 0 0 0 CHRIS BROWN BOARD MEMBER 1.00 2.00 X 0 0 0 DAN CAMIA BOARD MEMBER 1.00 2.00 X 0 0 0 TIM CLONTZ BOARD MEMBER 1.00 2.00 X 0 0 0 SALLY CONE BOARD MEMBER 1.00 2.00 X 0 0 0 SUSAN COX BOARD MEMBER 1.00 2.00 X 0 0 0 GINNA FREYALDENHOVEN BOARD MEMBER 1.00 2.00 X 0 0 0 WENDY GATLIN BOARD MEMBER 1.00 2.00 X 0 0 0 DANNY GATLING BOARD MEMBER 1.00 2.00 X 0 0 0 MARK HYMAN BOARD MEMBER 1.00 2.00 X 0 0 0 JENNIFER KOENIG BOARD MEMBER 1.00 2.00 X 0 0 0 BONNIE MCALISTER BOARD MEMBER 1.00 2.00 X 0 0 0 SUSAN MCDONALD BOARD MEMBER 1.00 2.00 X 0 0 0 BOB POWELL BOARD MEMBER 1.00 2.00 X 0 0 0 SUSAN SHUMAKER BOARD MEMBER 1.00 2.00 X 0 0 0 CAROLE SIMMS BOARD MEMBER 1.00 2.00 X 0 0 0 LESLYE TUCK BOARD MEMBER 1.00 2.00 X 0 0 0 DALE WHITFIELD BOARD MEMBER 1.00 2.00 X 0 0 0 BEN ZURAW BOARD MEMBER 1.00 2.00 X 0 0 0 STEPHEN P FLEMING PRESIDENT/CEO 40.00 5.00 X 0 409612 35991 K ALAN TUTTEROW SECRETARY 40.00 5.00 X 0 289521 32184 BRIAN TUCKMANTEL TREASURER 40.00 5.00 X 0 267028 16235 0 966161 84410 3 0 1 0 0 100000 100000 69251 69251 LOSS FROM INV IN PACE 621990 2816402 2816402 2816402 2985653 0 0 2885653 8876 8876 BANK CHARGES 141 141 9017 0 9017 0 531124 784835 1463695 1385578 152684 138403 23158 14281 754625 1760423 4324070 7140472 7096672 11085589 0 1025458 0 1025458 X 7096672 10060131 7096672 10060131 7096672 11085589 2976636 -13177 0 X 0 1 X 1 0 X X X 1 WELL-SPRING RETIREMENT COMMUNITY 561497371 10 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 80176 80176 0 72508 58227 14281 14281 MEMBERSHIP INTEREST - PACE ORGANIZATIONS 7140472 7140472 OTHER LIABILITY 1008791 INTERCOMPANY PAYABLE 16667 1025458 X PART X, LINE 2: THE ORGANIZATION FOLLOWS GUIDANCE ON THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE GUIDANCE HAS HAD NO IMPACT ON THE ORGANIZATION'S CONSOLIDATED FINANCIAL STATEMENTS. 0 0 0 0 0 0 0 0 0 STEPHEN P FLEMING PRESIDENT/CEO 0 355216 0 53364 0 1032 0 12200 0 23791 0 445603 0 0 K ALAN TUTTEROW SECRETARY 0 257002 0 30935 0 1584 0 12200 0 19984 0 321705 0 0 BRIAN TUCKMANTEL TREASURER 0 266728 0 0 0 300 0 0 0 16235 0 283263 0 0 PART I, LINE 1B COMPENSATION FOR OFFICERS LISTED IN PART VII AND SCHEDULE J PART II WERE PAID BY A RELATED ORGANIZATION. THE PROCEDURES THAT THE RELATED ORGANIZATION FOLLOWS FOR SETTING COMPENSATION ARE AS FOLLOWS: 1. A BOARD OF TRUSTEES COMPENSATION COMMITTEE SHALL BE APPOINTED ANNUALLY BY THE BOARD CHAIR. THE COMMITTEE SHALL BE COMPRISED OF THE CURRENT CHAIR, IMMEDIATE PAST CHAIR, CHAIR-ELECT (IF ANY) AND 1-2 TRUSTEES AT LARGE. 2. THE COMMITTEE SHALL MEET APPROXIMATELY THIRTY DAYS PRIOR TO THE END OF THE WELL-SPRING RETIREMENT COMMUNITY'S FISCAL YEAR. 3. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE COMPARABLE SALARY AND BENEFIT DATA THROUGH EXTERNAL SOURCES SUCH AS: THE AAHSA SALARY AND BENEFIT REPORT, NCANPHA WAGE SURVEY, PUBLIC RECORD IRS FORM 990S, AND INDEPENDENT SURVEYS. 4. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE A STATEMENT OF ACHIEVEMENTS COMPARED TO GOALS FOR THE CURRENT YEAR AND A PRELIMINARY LIST OF PERFORMANCE GOALS FOR THE SUCCEEDING YEAR. 5. AT THE MEETING, THE PRESIDENT/CEO SHALL INFORM THE COMMITTEE OF PROPOSED SALARY ADJUSTMENTS FOR SENIOR MANAGEMENT FOR THE SUCCEEDING YEAR. THE PRESIDENT/CEO MAY PRESENT COMPARABLE SALARY DATA FOR SENIOR MANAGEMENT AT THE COMMITTEE'S DISCRETION. 6. AT THE MEETING AND AFTER PRESENTING YEAR-END RESULTS AND SUCCEEDING YEAR GOALS, THE COMMITTEE MAY EXCUSE THE PRESIDENT/CEO, ENTER INTO EXECUTIVE SESSION AND DISCUSS THE PRESIDENT/CEO'S PERFORMANCE AND COMPENSATION. 7. AT THE CONCLUSION OF THE MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL MEET WITH THE PRESIDENT/CEO IN ORDER TO REVIEW THE COMMITTEE'S ASSESSMENT OF PERFORMANCE AND SALARY. SALARY ADJUSTMENTS TO THE PRESIDENT/CEO'S COMPENSATION SHALL BE AUTHORIZED BY SIGNATURE OF THE BOARD CHAIR OR VICE CHAIR ONLY. 8. AT THE FIRST BOARD OF TRUSTEES' MEETING FOLLOWING THE COMPENSATION COMMITTEE'S MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL REPORT THE COMMITTEE'S FINDINGS AND THE COMMITTEE'S ACTIONS REGARDING EMPLOYMENT STATUS, RECOMMENDATIONS AND SALARY OR BENEFIT ADJUSTMENTS FOR THE PRESIDENT/CEO. EXECUTIVE MANAGERS COMPENSATION PHILOSOPHY OBJECTIVE: THE COMPENSATION COMMITTEE BELIEVES THAT THE PRIMARY OBJECTIVES OF WELL-SPRING'S EXECUTIVE COMPENSATION POLICIES SHOULD BE: - TO ATTRACT AND RETAIN TALENTED EXECUTIVES BY PROVIDING COMPENSATION THAT IS, OVERALL, HIGHLY COMPETITIVE WITH THE COMPENSATION PROVIDED TO EXECUTIVES AT COMPANIES OF COMPARABLE POSITION IN THE CONTINUING CARE RETIREMENT COMMUNITY FIELD, WHILE MAINTAINING COMPENSATION WITHIN LEVELS THAT ARE CONSISTENT WITH WELL-SPRING'S ANNUAL BUDGET, FINANCIAL OBJECTIVES, OPERATING PERFORMANCE AND RESIDENT AND STAFF SATISFACTION; AND - TO PROVIDE APPROPRIATE INCENTIVES FOR EXECUTIVES TO WORK TOWARD THE ACHIEVEMENT OF WELL-SPRING'S ANNUAL FINANCIAL PERFORMANCE AND BUSINESS GOALS BASED ON WELL-SPRING'S ANNUAL BUDGET. THE COMPENSATION COMMITTEE REVIEWS EXECUTIVE COMPENSATION POLICIES ANNUALLY TAKING INTO CONSIDERATION WELL-SPRING'S FINANCIAL PERFORMANCE, ITS ANNUAL BUDGET, ITS POSITION IN THE INDUSTRY AND WELL-SPRING'S MISSION STATEMENT AND CORE VALUES. THE COMPENSATION COMMITTEE BELIEVES THAT IN ADDITION TO CORPORATE PERFORMANCE, IT IS APPROPRIATE IN SETTING AND REVIEWING EXECUTIVE COMPENSATION TO CONSIDER THE LEVEL OF EXPERIENCE AND RESPONSIBILITIES OF EACH EXECUTIVE OFFICER AS WELL AS THE PERSONAL CONTRIBUTIONS A PARTICULAR INDIVIDUAL MAY MAKE TO THE SUCCESS OF WELL-SPRING RETIREMENT COMMUNITY, INC. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2022 FORM 990, PART VI, SECTION B, LINE 11B BEFORE THE FILING OF THE INFORMATION TAX RETURN 990 FOR WELL-SPRING SERVICES, INC., THE FORM 990 WAS REVIEWED IN DETAIL BY THE CHIEF FINANCIAL OFFICER AND CHIEF EXECUTIVE OFFICER. EACH MEMBER OF WELL-SPRING SERVICES' BOARD OF TRUSTEES WAS PROVIDED WITH A COPY OF THE ORGANIZATION'S FORM 990 PRIOR TO FILING OF THE FORM 990. FORM 990, PART VI, SECTION B, LINE 12C THE TRUSTEES SHALL COMPLETE AND RETURN TO THE SECRETARY AN ANNUAL STATEMENT THAT EACH OF THEM: (A) HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY; (B) HAS READ AND UNDERSTANDS THE POLICY; (C) AGREES TO COMPLY WITH THIS POLICY; (D) UNDERSTANDS THAT THE POLICY APPLIES TO ALL COMMITTEES; AND (C) UNDERSTANDS THAT THE ORGANIZATION IS A CHARITABLE ORGANIZATION AND MUST CONTINUOUSLY ENGAGE PRIMARILY IN ACTIVITIES THAT ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. FORM 990, PART VI, SECTION B, LINE 15 PRESIDENT/CEO COMPENSATION: IT SHALL BE THE POLICY OF WELL-SPRING RETIREMENT COMMUNITY TO ANNUALLY REVIEW THE PERFORMANCE OF THE PRESIDENT AND CEO UNLESS CIRCUMSTANCES DEMAND MORE FREQUENT REVIEW INTERVALS. THE PRESIDENT/CEO'S REVIEW SHALL BE CONDUCTED BY THE BOARD OF TRUSTEES; HOWEVER THE BOARD OF TRUSTEES MAY DELEGATE THIS FUNCTION TO ITS COMPENSATION COMMITTEE. PROCEDURES FOR SETTING COMPENSATION: 1. A BOARD OF TRUSTEES COMPENSATION COMMITTEE SHALL BE APPOINTED ANNUALLY BY THE BOARD CHAIR. THE COMMITTEE SHALL BE COMPRISED OF THE CURRENT CHAIR, IMMEDIATE PAST CHAIR, CHAIR-ELECT (IF ANY) AND 1-2 TRUSTEES AT LARGE. 2. THE COMMITTEE SHALL MEET APPROXIMATELY THIRTY DAYS PRIOR TO THE END OF THE WELL-SPRING RETIREMENT COMMUNITY'S FISCAL YEAR. 3. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE COMPARABLE SALARY AND BENEFIT DATA THROUGH EXTERNAL SOURCES SUCH AS: THE AAHSA SALARY AND BENEFIT REPORT, NCANPHA WAGE SURVEY, PUBLIC RECORD IRS FORM 990S, AND INDEPENDENT SURVEYS. 4. PRIOR TO THE MEETING, THE PRESIDENT/CEO SHALL PROVIDE A STATEMENT OF ACHIEVEMENTS COMPARED TO GOALS FOR THE CURRENT YEAR AND A PRELIMINARY LIST OF PERFORMANCE GOALS FOR THE SUCCEEDING YEAR. 5. AT THE MEETING, THE PRESIDENT/CEO SHALL INFORM THE COMMITTEE OF PROPOSED SALARY ADJUSTMENTS FOR SENIOR MANAGEMENT FOR THE SUCCEEDING YEAR. THE PRESIDENT/CEO MAY PRESENT COMPARABLE SALARY DATA FOR SENIOR MANAGEMENT AT THE COMMITTEE'S DISCRETION. 6. AT THE MEETING AND AFTER PRESENTING YEAR-END RESULTS AND SUCCEEDING YEAR GOALS, THE COMMITTEE MAY EXCUSE THE PRESIDENT/CEO, ENTER INTO EXECUTIVE SESSION AND DISCUSS THE PRESIDENT/CEO'S PERFORMANCE AND COMPENSATION. 7. AT THE CONCLUSION OF THE MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL MEET WITH THE PRESIDENT/CEO IN ORDER TO REVIEW THE COMMITTEE'S ASSESSMENT OF PERFORMANCE AND SALARY. SALARY ADJUSTMENTS TO THE PRESIDENT/CEO'S COMPENSATION SHALL BE AUTHORIZED BY SIGNATURE OF THE BOARD CHAIR OR VICE CHAIR ONLY. 8. AT THE FIRST BOARD OF TRUSTEES' MEETING FOLLOWING THE COMPENSATION COMMITTEE'S MEETING, THE BOARD OF TRUSTEES' CHAIR SHALL REPORT THE COMMITTEE'S FINDINGS AND THE COMMITTEE'S ACTIONS REGARDING EMPLOYMENT STATUS, RECOMMENDATIONS AND SALARY OR BENEFIT ADJUSTMENTS FOR THE PRESIDENT/CEO. EXECUTIVE MANAGERS COMPENSATION PHILOSOPHY OBJECTIVE: THE COMPENSATION COMMITTEE BELIEVES THAT THE PRIMARY OBJECTIVES OF WELL-SPRING'S EXECUTIVE COMPENSATION POLICIES SHOULD BE: - TO ATTRACT AND RETAIN TALENTED EXECUTIVES BY PROVIDING COMPENSATION THAT IS, OVERALL, HIGHLY COMPETITIVE WITH THE COMPENSATION PROVIDED TO EXECUTIVES AT COMPANIES OF COMPARABLE POSITION IN THE CONTINUING CARE RETIREMENT COMMUNITY FIELD, WHILE MAINTAINING COMPENSATION WITHIN LEVELS THAT ARE CONSISTENT WITH WELL-SPRING'S ANNUAL BUDGET, FINANCIAL OBJECTIVES, OPERATING PERFORMANCE AND RESIDENT AND STAFF SATISFACTION; AND - TO PROVIDE APPROPRIATE INCENTIVES FOR EXECUTIVES TO WORK TOWARD THE ACHIEVEMENT OF WELL-SPRING'S ANNUAL FINANCIAL PERFORMANCE AND BUSINESS GOALS BASED ON WELL-SPRING'S ANNUAL BUDGET. THE COMPENSATION COMMITTEE REVIEWS EXECUTIVE COMPENSATION POLICIES ANNUALLY TAKING INTO CONSIDERATION WELL-SPRING'S FINANCIAL PERFORMANCE, ITS ANNUAL BUDGET, ITS POSITION IN THE INDUSTRY AND WELL-SPRING'S MISSION STATEMENT AND CORE VALUES. THE COMPENSATION COMMITTEE BELIEVES THAT IN ADDITION TO CORPORATE PERFORMANCE, IT IS APPROPRIATE IN SETTING AND REVIEWING EXECUTIVE COMPENSATION TO CONSIDER THE LEVEL OF EXPERIENCE AND RESPONSIBILITIES OF EACH EXECUTIVE OFFICER AS WELL AS THE PERSONAL CONTRIBUTIONS A PARTICULAR INDIVIDUAL MAY MAKE TO THE SUCCESS OF WELL-SPRING RETIREMENT COMMUNITY, INC. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2022 FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION WILL MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO PUBLIC INSPECTION UPON REQUEST. WELL-SPRING FOUNDATION 4100 WELL SPRING DRIVE GREENSBORO NC 27410 562217797 FUNDRAISING NC 501(C)(3) LINE 12A, I N/A 1 PACE OF GUILFORD & ROCKINGHAM COUNTIES INC 721 GREEN VALLEY ROAD GREENSBORO NC 27408 271560334 ALL INCLUSIVE ELDERLY CARE NC 501(C)(3) LINE 10 N/A 0 WELL-SPRING RETIREMENT COMMUNITY INC 4100 WELL SPRING DRIVE GREENSBORO NC 27410 561497371 ELDERLY CARE NC 501(C)(3) LINE 10 N/A 1 ADULT CENTER FOR ENRICHMENT INC POST OFFICE BOX 13408 GREENSBORO NC 27415 561599072 ADULT CARE CENTER NC 501(C)(3) LINE 10 N/A 1 ALAMANCE EXTENDED CARE 4100 WELL SPRING DRIVE GREENSBORO NC 27410 581681364 CCRC NC 501(C)(3) LINE 10 0 WELL-SPRING MANAGEMENT & DEVELOPMENT COMPANY INC 4100 WELL SPRING DR GREENSBORO NC 27410 460944965 MANAGEMENT SERVICES NC WELL-SPRING SERVICES C 1.00000 1 1 0 1 1 0 0 0 0 0 0 0 1 1 1 1 0 0 0 1 WELL SPRING RETIREMENT COMMUNITY C 100000 CASH