2024-11-08T08:20:35-06:00 2023-12-31 346565596 ERNST & YOUNG US LLP 221 E 4TH ST SUITE 2900 CINCINNATI OH 45202 990 2023-01-01 541071867 INOVA HEALTH SYSTEM FOUNDATION INOV 5714728123 8095 INNOVATION PARK DRIVE FINANCE FAIRFAX VA 22031 RICK TALENTO ACTING CFO 5714728123 2024-11-07 1 0 JULIE L SPARKS P01268401 5136121400 2023 2024-10-15 13:58:12Z INOVA HEALTH SYSTEM J STEPHEN JONES MD 8095 INNOVATION PARK DRIVE FINANCE FAIRFAX VA 22031 907940605 0 X HTTPS://FOUNDATION.INOVA.ORG X 1977 VA IHSF, THE PARENT COMPANY OF INOVA HEALTH SYSTEM, OVERSEES AND COORDINATES THE ACTIVITIES OF INOVA HEALTH SYSTEM TO ENSURE THAT THEY FURTHER FOUNDATION'S AND SYSTEM'S TAX-EXEMPT PURPOSES AND SERVES AS A CHARITABLE FOUNDATION TO SUPPORT INOVA'S TAX-EXEMPT ENTITIES. 17 15 54 103 5906724 1075391 31251049 112114802 -1024318 -1499285 -766443020 780436550 21997926 12444130 -714218363 903496197 33210488 34238104 0 0 10068960 10839178 0 0 12236607 19400773 17674228 62680221 62751510 -776898584 840744687 7010668996 7860546699 2756898157 2681359636 4253770839 5179187063 X INOVA HEALTH SYSTEM FOUNDATION IS THE PARENT OF INOVA HEALTH SYSTEM (IHS). IHS PROVIDES HEALTHCARE AND RELATED SERVICES THROUGHOUT NORTHERN VIRGINIA AND THE GREATER METROPOLITAN WASHINGTON, D.C. AREA, INCLUDING CERTAIN CONTIGUOUS COUNTIES OF VIRGINIA AND MARYLAND. 0 0 39210444 34238104 10938942 INOVA HEALTH SYSTEM FOUNDATION (IHSF), THE PARENT COMPANY OF INOVA HEALTH SYSTEM, IS A NON-STOCK, NOT-FOR-PROFIT CORPORATION EXEMPT FROM FEDERAL INCOME TAXES UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. INOVA HEALTH SYSTEM (INOVA) PROVIDES HEALTHCARE AND RELATED SERVICES THROUGHOUT NORTHERN VIRGINIA AND THE GREATER METROPOLITAN WASHINGTON, D.C. AREA, INCLUDING CERTAIN CONTIGUOUS COUNTIES OF VIRGINIA AND MARYLAND.SINCE ITS INITIATION BY CITIZEN-VOLUNTEERS IN 1956, INOVA AND ITS AFFILIATES HAVE GROWN TO MEET THE CHANGING NEEDS OF A DIVERSE AND GROWING POPULATION. AS A NOT-FOR-PROFIT ORGANIZATION, INOVA DOES NOT HAVE SHAREHOLDERS. IT IS GOVERNED BY THE PEOPLE IT SERVES: MEMBERS OF THE COMMUNITY. THIS MODEL OF GOVERNANCE HELPS TO ENSURE THAT INOVA MEETS THE DIVERSE HEALTHCARE NEEDS OF THE COMMUNITY.IN KEEPING WITH INOVA'S COMMUNITY SERVICE MISSION, INOVA AND ITS AFFILIATES PROVIDE A WIDE RANGE OF PROGRAMS AND SERVICES WHICH DIRECTLY BENEFIT THE COMMUNITY THEY SERVE. THESE INCLUDE:PROVIDING THE HIGHEST QUALITY MEDICAL CARE TO ALL MEMBERS OF THE COMMUNITY, REGARDLESS OF THEIR ABILITY TO PAY.PROVIDING FREE AND BELOW COST HEALTH SERVICES TO MEET THE IDENTIFIED NEEDS OF COMMUNITY GROUPS, SUCH AS: THE INDIGENT AND ELDERLY; VICTIMS OF CANCER, HEART DISEASE, AND STROKE; PERSONS AFFECTED BY SUBSTANCE ABUSE; HIV-POSITIVE INDIVIDUALS; AND OTHERS. PROVIDING UNCOMPENSATED CARE IN ACCORDANCE WITH INOVA POLICIES WHICH ENSURE ACCESS TO MEDICALLY NECESSARY CARE FOR ALL INDIVIDUALS. CHARITY CARE IS DEFINED AS FREE OR DISCOUNTED HEALTHCARE SERVICES PROVIDED TO PERSONS WHO CANNOT AFFORD TO PAY. INOVA HEALTH SYSTEM IS ONE OF THE LARGEST PROVIDERS OF UNCOMPENSATED CARE IN VIRGINIA. PROVIDING HEALTH EDUCATION AND A VARIETY OF OTHER SERVICES TO THE COMMUNITY.TRAINING HEALTH PROFESSIONALS AND PARTICIPATING IN MEDICAL RESEARCH ACTIVITIES. INOVA HEALTH SYSTEM IS COMPRISED OF: INOVA HEALTH SYSTEM FOUNDATION (FOUNDATION), A PARENT COMPANY, WHICH ALSO SERVES AS A CHARITABLE FOUNDATION, RAISING FUNDS TO SUPPORT INOVA'S TAX-EXEMPT ENTITIES. THE FOUNDATION OPERATES IN ACCORDANCE WITH INOVA'S ARTICLES OF INCORPORATION, WHICH PROVIDE THAT ALL FUNDS RAISED, EXCEPT FOR THOSE REQUIRED FOR THE OPERATIONS OF THE FOUNDATION, BE DISTRIBUTED OR HELD IN SUPPORT OF THE CHARITABLE OBJECTIVES AND MISSION OF INOVA AND ITS TAX-EXEMPT SUBSIDIARIES. FUNDS RAISED ARE CHANNELED TO THE COMMUNITY IN THE FORM OF EXPANDED MEDICAL AND OTHER COMMUNITY SERVICES. DURING 2023, FOUNDATION FUNDS WERE USED TO SUPPORT INOVA'S CENTERS OF EXCELLENCE IN CANCER, CARDIOVASCULAR AND NEUROLOGICAL CARE, AS WELL AS THE LIFE WITH CANCER SUPPORT AND EDUCATIONAL PROGRAM AND THE INOVA EWING FORENSIC ASSESSMENT CONSULTATION TEAM (FACT) DEPARTMENT. IN ADDITION, DONATED FUNDS WERE USED IN 2023 TO SUPPORT MANY OTHER INOVA PROGRAMS INCLUDING THE INOVA JUNIPER PROGRAM, INOVA CARES FOR WOMEN, CHILDREN, AND FAMILIES, THE INOVA HEALTHY PLATE CLUB, INOVA LIONS EYE CLINIC, AND THE INOVA KELLAR CENTER'S BEHAVIORAL SERVICES PROGRAM. EFFECTIVE DECEMBER 31, 2019, LOUDOUN HEALTHCARE FOUNDATION AND ALEXANDRIA HEALTHCARE FOUNDATION MERGED INTO THE INOVA HEALTH SYSTEM FOUNDATION.INOVA HEALTH CARE SERVICES (IHCS) IS A TAX-EXEMPT, NON-STOCK CORPORATION THAT SERVES THE HEALTH CARE NEEDS OF THE COMMUNITY BY ESTABLISHING, MAINTAINING AND OPERATING HOSPITAL AND HEALTH CARE FACILITIES, PROGRAMS, AND OTHER SHARED AND INTEGRATED HEALTH CARE DELIVERY ARRANGEMENTS. IHCS OPERATES THE FOLLOWING FACILITIES, AMONG OTHERS: INOVA FAIRFAX HOSPITAL ("FAIRFAX"), INOVA MOUNT VERNON HOSPITAL ("MOUNT VERNON"), INOVA FAIR OAKS HOSPITAL ("FAIR OAKS"), INOVA LOUDOUN HOSPITAL ("LOUDOUN") AND INOVA ALEXANDRIA HOSPITAL ("ALEXANDRIA"). IHCS ALSO PROVIDES AND MANAGES THE CLINICAL, NON-HOSPITAL FACILITIES AND PROGRAMS WHOSE SERVICES INCLUDE SENIOR SERVICES, ASSISTED LIVING FACILITIES, ADDICTION TREATMENT SERVICES FOR ADULTS AND ADOLESCENTS, OUTPATIENT REHABILITATION SERVICES, URGENT CARE AND OTHER OUTPATIENT HEALTH CARE SERVICES. IHCS ALSO MAINTAINS A GROUP OF PRIMARY CARE AND SPECIALTY PHYSICIANS PRIMARILY OPERATED BY ITS RESPECTIVE SERVICE LINE DIVISIONS AND JOINTLY MANAGED BY IHCS' PHYSICIAN SERVICES DIVISION. INOVA HAS A JOINT VENTURE WITH ALTERNATE SOLUTIONS HEALTH NETWORK WHICH RESTRUCTURED THE MANAGEMENT OF THE INOVA VNA SERVICES. INOVA MAINTAINS 51% OWNERSHIP OF THE COMPANY, AND THE JOINT VENTURE IS NOW KNOWN AS INOVA HOME HEALTH (IHH). INOVA HOME HEALTH COMPLETED 78,858 HOME HEALTH VISITS IN 2023.INOVA HOLDINGS, INC. (IHI) IS THE PARENT HOLDING COMPANY FOR VARIOUS TAXABLE ENTITIES WITHIN INOVA INCLUDING TECHNICAL DYNAMICS INC., A BIOMEDICAL EQUIPMENT MAINTENANCE AND ENGINEERING COMPANY. IHI AND ITS SUBSIDIARIES OPERATE FACILITIES PROVIDING A VARIETY OF HEALTH CARE AND SUPPORT SERVICES TO PATIENTS AND TO AFFILIATED HEALTH CARE PROVIDERS.PROGRAM SERVICESPHILANTHROPY IS CRITICAL TO INOVA'S MISSION. THERE ARE OVER 500 PHILANTHROPIC FUNDS IN INOVA'S FOUNDATION. THIS BROAD RANGE OF PHILANTHROPY HELPS INOVA STAY ON THE FOREFRONT OF MEDICAL ADVANCES, DEVELOP NEW PROGRAMS TO MEET CHANGING NEEDS, AND PROVIDE AFFORDABLE HEALTHCARE TO ALL WHO NEED IT. PROGRAMS SUPPORTED INCLUDE PARTNERSHIP FOR HEALTHIER COMMUNITIES (PHC), SERVING 34,200 CHILDREN AND FAMILIES IN 2023; THE INOVA JUNIPER PROGRAM SERVING 1,759 PERSONS LIVING WITH HIV; AND THE LIFE WITH CANCER PROGRAM WITH 29,192 PARTICIPANTS. FOUNDATION FUNDS ALSO SUPPORT MANY OTHER INOVA PROGRAMS INCLUDING INOVA CARES FOR WOMEN, CHILDREN AND FAMILIES AND THE INOVA KELLAR CENTER'S BEHAVIORAL SERVICES PROGRAM.TOTAL SUPPORT PROVIDED IN 2023 TO THE COMMUNITY AND INOVA PROGRAMS WAS APPROXIMATELY $34 MILLION. 8396557 INVESTMENT MANAGEMENT EXPENSE OF $8.4 MILLION IS RELATED TO INVESTMENTS THAT INOVA HEALTH SYSTEM FOUNDATION UTILIZES TO PROVIDE HEALTHCARE AND RELATED SERVICES THROUGHOUT NORTHERN VIRGINIA AND THE GREATER WASHINGTON, D.C. METROPOLITAN AREA. THE FEES ARE CALCULATED BASED ON THE MARKET VALUE OF THE INVESTMENTS TIMES BASIS POINTS ESTABLISHED IN EACH CONTRACT. THE RATES ON THESE CONTRACTS APPLY UNTIL A NEW RATE IS NEGOTIATED. 1659864 THE FOUNDATION MAINTAINS AUXILIARY SERVICES AT THE HOSPITALS FOR THE PURPOSE OF OPERATING GIFT AND THRIFT SHOPS THAT PROVIDE SUPPORT TO THE HOSPITALS WITHIN THE SYSTEM. THE AUXILIARIES RECEIVE COMMISSIONS FROM VARIOUS FUNDRAISING ACTIVITIES. THE COST ASSOCIATED WITH THE AUXILIARIES WAS $1.7 MILLION IN 2023. 49266865 1 1 0 0 0 0 0 0 0 1 1 1 0 0 1 1 0 1 0 0 1 0 0 0 1 0 0 1 0 1 0 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 1 X 105 0 1 54 1 1 1 1 BR CA CI CO EZ DA FR GM GR JA MY HK BE KS TU MX EI EN NL PE UK 0 0 0 1 1 0 0 0 0 0 0 X 17 15 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X INOVA HEALTH SYSTEM FOUNDATION 5714728123 8095 INNOVATION DRIVE FINANCE FAIRFAX VA 22031 ANTHONY NADER CHAIRMAN 3.00 0.00 X X 0 0 0 JEAN STACK TRUSTEE 3.00 0.00 X 0 0 0 PAUL SAVILLE TREASURER 3.00 0.00 X X 0 0 0 RENEE DESILVA TRUSTEE 3.00 0.00 X 0 0 0 WILLIAM DUDLEY SECRETARY 3.00 0.00 X X 0 0 0 ALAN DABBIERE TRUSTEE 3.00 0.00 X 0 0 0 MARK STAVISH TRUSTEE 3.00 0.00 X 0 0 0 DONNA MOREA TRUSTEE 3.00 0.00 X 0 0 0 MARK MOORE TRUSTEE 3.00 0.00 X 0 0 0 NAZZIC KEENE VICE CHAIRMAN 3.00 0.00 X X 0 0 0 CHARLES BEARD TRUSTEE 3.00 0.00 X 0 0 0 PENELOPE GROSS TRUSTEE 3.00 0.00 X 0 0 0 LESLEY KALAN TRUSTEE 3.00 0.00 X 0 0 0 J STEPHEN JONES CEO, PRESIDENT 13.00 37.00 X X 0 5480396 70495 MADELINE ERARIO MD TRUSTEE 40.00 0.00 X 0 433739 92665 JILL DUNCAN TRUSTEE 3.00 0.00 X 0 0 0 KATHRYN FALK TRUSTEE 3.00 0.00 X 0 0 0 JOHN GAUL ASST SEC/CHIEF LEGAL OFFICER 12.00 38.00 X 0 1217563 256018 ALICE POPE ASST TREASURER/CFO 13.00 37.00 X 0 1619969 301898 SAGE BOLTE PRESIDENT IHS FOUNDATION 40.00 0.00 X 1035569 0 34978 STEVEN NORRIS VP PHILANTRHOPY 40.00 0.00 X 496627 0 123158 LAURA MOSES AVP FOUNDATION OPS AND FINANCE 40.00 0.00 X 325334 0 62882 SUZANNE QUINN AVP PHILANTHROPY PROGRAM LEADER 40.00 0.00 X 247120 0 58135 MELISSA MCCRACKEN AVP DONOR ENGAGEMENT 40.00 0.00 X 255142 0 97111 SHANNAN HISKEY EXEC DIR PHILANTHROPY 40.00 0.00 X 257433 0 37854 CHRISTOPHER SMITH FORMER VP FINANCE IAH 40.00 0.00 X 0 416662 87970 TERRI FEELY FORMER CHIEF PEOPLE OFFICER IHS 10.00 40.00 X 0 1215528 287161 2617225 10383857 1510325 31 1 1 0 ARTISAN 875 E WISCONSIN AVE SUITE 800 MILWAUKEE WI 53202 INVESTMENT FEES 1599170 NORTHERN TRUST 50 S LASALLE STREET CHICAGO IL 60603 INVESTMENT FEES 1375588 MARKETEAM LLC 1200 ABERNATHY ROAD NE SUITE 400 ATLANTA GA 30328 MARKETING 1280995 HITT CONTRACTING INC 2900 FAIRVIEW PARK DRIVE FALLS CHURCH VA 22042 CONSTRUCTION 660416 LEGAL & GENERAL INVESTMENT MGMT AMERICA 71 S WACKER DR 800 CHICAGO IL 60606 INVESTMENT FEES 597031 15 X 2513644 226482 109374676 1652339 112114802 LORTON LLC PARTNERSHIP LOSS 621400 -1499285 -1499285 -1499285 104761289 5906724 98854565 674627053 3940000 0 2891792 674627053 1048208 675675261 675675261 347397 2513644 341494 5903 5903 14207944 1211122 12996822 12996822 INNOVATION HEALTH HOLDINGS LLC 524298 -5525 -5525 INNOVATION HEALTH SEE SCHEDULE O 524298 -553070 -553070 -558595 903496197 10938942 5906724 774535729 34238104 34238104 1035569 1035569 8113488 958675 383252 6771561 319313 84335 16207 218771 838203 237870 45714 554619 532605 139065 26725 366815 1492 102 20 1370 8396557 8396557 5142238 1716443 329865 3095930 74173 74173 292323 60343 11562 220418 798683 633177 121684 43822 744895 614058 118009 12828 111184 3844 739 106601 32746 2198 422 30126 323063 221644 42595 58824 5132 4305 827 MISCELLANEOUS FEES 1037414 891026 144738 1650 INCOME TAX 644877 644877 TAXES AND LICENSES 35203 29528 5675 FOOD 34248 22 4 34222 62751510 49266865 1248038 12236607 1461470 3391952 42622636 85811346 81141 0 1489508 1316265 5159414 1587924 2712021 3571490 1982632683 2645508808 4760557496 5026971230 219112041 93975608 7010668996 7860546699 1680013 2651846 477708 415545 2754740436 2678292245 2756898157 2681359636 X 4018362471 4881229736 235408368 297957327 4253770839 5179187063 7010668996 7860546699 X 840744687 116090298 -31418761 X X 0 1 X 1 0 X X 1 INOVA HEALTH CARE SERVICES 540620889 3 1 34238104 0 1 34238104 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 PART IV, SECTION C, LINE 1 DURING THE TAX YEAR, THE CEO AND PRINCIPAL OFFICER OF THE FOUNDATION (STEPHEN JONES), ITS CFO (ALICE POPE) AND ITS ASSISTANT SECRETARY AND SENIOR VICE PRESIDENT (JOHN GAUL) WERE THE SOLE DIRECTORS OF ITS SUPPORTED ORGANIZATION, INOVA HEALTH CARE SERVICES (IHCS), AND SERVED IN IDENTICAL OR SUBSTANTIALLY IDENTICAL OFFICER ROLES FOR IHCS. THUS, THE CONTROL AND MANAGEMENT OF THE FOUNDATION WAS VESTED IN THE SAME PERSONS WHO CONTROLLED AND MANAGED IHCS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 48354120 587377 2573832 -10000 1219048 50306281 48377513 381967 -3198608 10000 -2803248 48354120 42259191 1572187 5815551 10000 1204687 54729 48377513 27539601 12582985 2555415 25000 393655 155 42259191 25737576 406083 1591240 1941 187657 5700 27539601 0.13000 0.87000 0.00000 0 0 2275486 2275486 2245449 1096241 1149208 601004 491683 109321 37475 37475 3571490 5026971230 F 5026971230 DUE TO SUBSIDIARIES AND AFFILIATES 2675823398 LEASE LIABILITY 2468847 2678292245 X PART V, LINE 4: THE INOVA HEALTH SYSTEM FOUNDATION MANAGES OVER 100 INDIVIDUAL ENDOWMENT FUNDS. THE ENDOWED FUNDS PROVIDE STABLE FINANCIAL SUPPORT TO A WIDE VARIETY OF PROGRAMS AND INITIATIVES IN PERPETUITY, PLAYING A CRITICAL ROLE IN ENABLING INOVA TO ACHIEVE ITS MISSION. PROGRAMS AND INITIATIVES SUPPORTED BY ENDOWED FUNDS INCLUDE SCHOLARSHIPS FOR CLINICAL STAFF, PROFESSIONAL EDUCATION, PATIENT EDUCATION, RESEARCH, COMMUNITY OUTREACH PROGRAMS, AND OPERATIONAL AND CAPITAL NEEDS SUPPORT. PART X, LINE 2: FROM INOVA HEALTH SYSTEM CONSOLIDATED FINANCIAL STATEMENTS THAT INCLUDE INOVA HEALTH SYSTEM FOUNDATION: THE FOUNDATION AND IHCS ARE NOT-FOR-PROFIT CORPORATIONS AND HAVE BEEN DETERMINED TO BE EXEMPT FROM FEDERAL INCOME TAX UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THEREFORE, THESE ENTITIES WILL NOT INCUR ANY LIABILITY FOR FEDERAL INCOME TAX, EXCEPT FOR POSSIBLE UNRELATED BUSINESS INCOME. INOVA HOLDINGS, INC. (IHI) AND ITS SUBSIDIARIES ARE TAXABLE ORGANIZATIONS. DEFERRED INCOME TAXES ARE PROVIDED FOR ALL SIGNIFICANT TIMING DIFFERENCES BETWEEN REVENUES AND EXPENSES REPORTED FOR FINANCIAL STATEMENT AND FOR TAX PURPOSES. MANAGEMENT ANNUALLY REVIEWS ITS TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES REQUIRE MANAGEMENT TO EVALUATE UNCERTAIN TAX POSITIONS TAKEN BY THE FOUNDATION. THE FINANCIAL STATEMENT EFFECTS OF A TAX POSITION ARE RECOGNIZED WHEN THE POSITION IS MORE LIKELY THAN NOT, BASED ON THE TECHNICAL MERITS, TO BE SUSTAINED UPON EXAMINATION BY THE INTERNAL REVENUE SERVICE. MANAGEMENT HAS CONCLUDED THAT AS OF DECEMBER 31, 2023 AND 2022, THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN. THE FOUNDATION HAS RECOGNIZED NO INTEREST OR PENALTIES RELATED TO UNCERTAIN TAX POSITIONS. THE FOUNDATION IS SUBJECT TO ROUTINE AUDITS BY TAXING JURISDICTIONS; HOWEVER, THERE ARE CURRENTLY NO AUDITS FOR ANY TAX PERIODS IN PROGRESS. MANAGEMENT BELIEVES THAT IHS IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS FOR YEARS PRIOR TO 2019. CENTRAL AMERICA AND THE CARIBBEAN INVESTMENT 230373000 EUROPE/GUERNSEY INVESTMENT 116367000 EAST ASIA AND THE PACIFIC INVESTMENT 13019000 0 0 0 0 0 0 359759000 0 359759000 1 0 1 0 1 0 INOVA HONORS 1457080 1291573 165507 5000 68213 LWC LOBSTER 989190 836914 152276 268281 1 414771 385157 29614 2861041 2513644 347397 5000 336494 341494 5903 1 INOVA HEALTH CARE SERVICES 8095 INNOVATION PARK DRIVE FAIRFAX VA 22031 540620889 501(C)(3) 34238104 0 MULTIPLE GRANTS MADE TO FURTHER THE MISSION OF INOVA HEALTH CARE SERVICES OF PROVIDING QUALITY HEALTHCARE TO THE COMMUNITY. 1 0 PART I, LINE 2 THE FOUNDATION DONATES FUNDS TO ITS 501(C) (3) SUPPORTED ORGANIZATION, INOVA HEALTH CARE SERVICES, IN FURTHERANCE OF THE MISSION TO IMPROVE THE HEALTH OF THE DIVERSE COMMUNITY IT SERVES THROUGH EXCELLENCE IN PATIENT CARE, EDUCATION AND RESEARCH. EXPENDITURE OF SUCH FUNDS IS OVERSEEN BY THE FOUNDATION'S LEADERSHIP AND BOARD. X X X X X X 1 1 0 0 0 0 0 0 0 J STEPHEN JONES CEO, PRESIDENT 0 2061564 0 2850712 0 568120 0 39000 0 31495 0 5550891 0 0 ALICE POPE ASST TREASURER/CFO 0 1018623 0 587313 0 14033 0 286609 0 15289 0 1921867 0 0 TERRI FEELY FORMER CHIEF PEOPLE OFFICER IHS 0 758631 0 443631 0 13266 0 248536 0 38625 0 1502689 0 0 JOHN GAUL ASST SEC/CHIEF LEGAL OFFICER 0 761611 0 443631 0 12321 0 221053 0 34965 0 1473581 0 0 SAGE BOLTE PRESIDENT IHS FOUNDATION 495495 0 230968 0 309106 0 4737 0 30241 0 1070547 0 201237 0 STEVEN NORRIS VP PHILANTRHOPY 366401 0 127367 0 2859 0 102975 0 20183 0 619785 0 0 0 MADELINE ERARIO MD TRUSTEE 0 317220 0 109376 0 7143 0 89446 0 3219 0 526404 0 0 CHRISTOPHER SMITH FORMER VP FINANCE IAH 0 308341 0 105967 0 2354 0 86824 0 1146 0 504632 0 0 LAURA MOSES AVP FOUNDATION OPS AND FINANCE 209713 0 49274 0 66347 0 40794 0 22088 0 388216 0 17032 0 MELISSA MCCRACKEN AVP DONOR ENGAGEMENT 162785 0 44664 0 47693 0 78597 0 18514 0 352253 0 0 0 SUZANNE QUINN AVP PHILANTHROPY PROGRAM LEADER 203470 0 42297 0 1353 0 57691 0 444 0 305255 0 0 0 SHANNAN HISKEY EXEC DIR PHILANTHROPY 178293 0 42100 0 37040 0 18375 0 19479 0 295287 0 0 0 PART I, LINES 4A-B SEVERANCE PAYMENTS: MELISSA MCCRACKEN $45,423 SEVERANCE AMOUNTS WERE PAID WITHIN 24 MONTHS AFTER SEPARATION FROM SERVICE. SERP PLAN PAYMENTS: MADELINE ERARIO - $27,744 TERRI FEELY - $179,536 JOHN GAUL - $175,787 ALICE POPE - $218,574 CHRISTOPHER SMITH - $49,939 MELISSA MCCRACKEN - $20,778 STEVE NORRIS - 67,868 SUZANNE QUINN - $19,933 THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) IS A NONQUALIFIED RETIREMENT PLAN. EMPLOYEES ELIGIBLE TO PARTICIPATE ARE AT LEVEL OF ASSISTANT VICE PRESIDENT AND ABOVE. EACH YEAR, A CERTAIN PERCENTAGE OF EACH PARTICIPANT'S BASE SALARY IS CONTRIBUTED TO THE SERP RANGING FROM 10% TO 25%, DEPENDING ON THE POSITION. VESTING FOR EACH CONTRIBUTION WILL BE THREE YEARS FROM THE AWARD DATE, AND PARTICIPANTS ARE PAID OUT IMMEDIATELY UPON VESTING. AT AGE 62 AND LATER, PARTICIPANTS ARE 100% VESTED AT THE TIME OF EACH ANNUAL AWARD AND PAID OUT IMMEDIATELY UPON VESTING. ANY VESTED BALANCE IS PAID TO PARTICIPANTS AS A TAXABLE EVENT. X 3 2550 MARKET VALUE X 4324 RESALE VALUE X 229471 RESALE VALUE X 51 14833359 MARKET QUOTE X 3 1601 MARKET VALUE X 32 24764 MARKET VALUE X 2 1255 MARKET VALUE X VACATION PACKAGE 15 61039 MARKET VALUE X GIFT CERTIFICATES 88 42519 MARKET VALUE X EVENT TICKETS 17 8869 MARKET VALUE 2 0 1 0 PART I, COLUMN B THE ORGANIZATION IS REPORTING A COMBINATION OF BOTH THE NUMBER OF CONTRIBUTIONS AND THE NUMBER OF ITEMS RECEIVED. PART V, LINES 1A AND 2A - NUMBER OF FORMS 1099 AND EMPLOYEES THE ORGANIZATION FILES ITS FORMS 1099 UNDER A SUBSIDIARY ENTITY AND DOES NOT REPORT ANY EMPLOYEE COMPENSATION UNDER ITS OWN EIN. THE ORGANIZATION FALLS UNDER A MASTER PAY AGENT AND DOES NOT FILE ANY PAYROLL RETURNS UNDER ITS OWN EIN, HOWEVER ALL REQUIRED RETURNS HAVE BEEN FILED ON TIME. FORM 990, PART VI, SECTION A, LINE 1A WITH THE EXCEPTION OF THE DUTIES AND RESPONSIBILITIES THAT ARE RESERVED TO THE BOARD OF TRUSTEES AS REQUIRED BY LAW, THE EXECUTIVE COMMITTEE IS APPOINTED BY THE BOARD TO SUPPORT THE BOARD OF TRUSTEES IN THE PERFORMANCE OF ITS DUTIES AND RESPONSIBILITIES THAT ARE TIME-SENSITIVE AND MUST BE ADDRESSED BEFORE THE NEXT REGULARLY SCHEDULED MEETING OF THE FULL BOARD. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED AND PROVIDED TO THE CORPORATE CONTROLLER AND EXTERNAL TAX CONSULTANTS FOR INITIAL REVIEW. AFTER THE REVIEW IT IS GIVEN TO THE CFO OF INOVA HEALTH SYSTEM FOR REVIEW AND COMMENT. THE FORM 990 IS PRESENTED TO THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES FOR THEIR REVIEW. UPON COMPLETION OF THE EXECUTIVE COMMITTEE REVIEW, IT IS PROVIDED TO THE FULL BOARD OF TRUSTEES. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY THE ORGANIZATION DISTRIBUTES THE CONFLICT OF INTEREST POLICY TO ALL DIRECTORS, OFFICERS, TRUSTEES, AND KEY EMPLOYEES. THE ORGANIZATION REQUIRES THAT EACH DIRECTOR, OFFICER, TRUSTEE, AND KEY EMPLOYEE ACKNOWLEDGE THAT THEY HAVE READ, UNDERSTOOD, AND WILL ABIDE BY THE POLICY. EACH DIRECTOR, OFFICER, TRUSTEE, AND KEY EMPLOYEE IS REQUIRED TO COMPLETE AND SUBMIT AN ANNUAL CONFLICT OF INTEREST DISCLOSURE. THESE DISCLOSURES ARE BROAD AND REQUIRE THAT THE INDIVIDUAL LIST ANY BUSINESS RELATIONSHIPS OR PERSONAL RELATIONSHIPS WITH OTHER DIRECTORS, OFFICERS, TRUSTEES, AND KEY EMPLOYEES, AS WELL AS ANY RELATIONSHIPS WITH COMPETITORS, OR CURRENT OR POTENTIAL VENDORS OR CONTRACTORS. DISCLOSURE STATEMENTS ARE REVIEWED BY SENIOR MANAGEMENT AND ANY POTENTIAL CONFLICTS ARE DISCUSSED WITH GOVERNING BODY CHAIRMAN TO ENSURE THAT ANY MEMBER WHO MAY HAVE A CONFLICT DISCLOSES THEIR POTENTIAL CONFLICT, AND IS DISMISSED FROM RELATED DISCUSSIONS AND RECUSED FROM PARTICIPATION IN APPLICABLE DECISIONS. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF ALL SENIOR MANAGEMENT POSITIONS IS EVALUATED ANNUALLY IN CONSIDERATION OF EACH MANAGER'S JOB CONTENT, SCOPE AND COMPLEXITY. COMPENSATION LEVELS FOR EXECUTIVES ARE REVIEWED BY AN INDEPENDENT EXTERNAL CONSULTANT TO ENSURE THAT REMUNERATION IS CONSISTENT WITH THE ORGANIZATION'S COMPENSATION PHILOSOPHY AND OBJECTIVES AND COMPETITIVE WITH OTHER LARGE COMPLEX HEALTH SYSTEMS. THE INDEPENDENT COMPENSATION CONSULTANT MAINTAINS NATIONAL BENCHMARK COMPENSATION DATABASES AND SURVEYS AND ALSO REVIEWS FORMS 990 OF COMPARABLE HEALTHCARE SYSTEMS TO DETERMINE MARKET LEVELS OF COMPENSATION. IN ADDITION, THE INOVA HEALTH SYSTEM'S CEO'S COMPENSATION IS REVIEWED ALONG WITH CERTAIN OTHER SENIOR EXECUTIVES AND APPROVED ANNUALLY BY AN INDEPENDENT GOVERNING BOARD, THE EXECUTIVE COMPENSATION & TALENT COMMITTEE THE JOB REQUIREMENTS AND COMPLEXITY OF ALL OTHER MANAGEMENT POSITIONS ARE EVALUATED ANNUALLY USING NATIONALLY RECOGNIZED THIRD-PARTY SALARY SURVEYS TO ASSURE THAT THE COMPENSATION FOR SUCH POSITIONS IS CONSISTENT WITH EXTERNAL MARKET COMPENSATION COMPARISONS. SALARY RANGES ARE DEVELOPED FOR EACH MANAGEMENT POSITION CLASSIFICATION TO ENSURE THAT THE COMPENSATION LEVELS FOR THESE POSITIONS ARE CONSISTENT WITH THE ORGANIZATION'S COMPENSATION PHILOSOPHY AND WITH COMPETITIVE MARKET COMPARISONS. COMPENSATION FOR EMPLOYED PHYSICIANS IS REVIEWED AND APPROVED BY THE PROVIDER CONTRACTS COMMITTEE. THE COMMITTEE IS COMPRISED OF EXECUTIVE MANAGEMENT OF THE CLINICAL ENTERPRISE AND PHYSICIAN SERVICES GROUP. THE FAIR MARKET VALUE (FMV) COMPENSATION IS BASED ON FOUR NATIONALLY RECOGNIZED INDUSTRY PHYSICIAN COMPENSATION BENCHMARK SURVEYS (MGMA, AMGA, SULLIVAN & COTTER, GALLAGHER (FORMALLY INTEGRATED)). THE COMMITTEE ALSO UTILIZES INDEPENDENT CONSULTANTS TO PROVIDE FMV OPINIONS FOR POSITIONS THAT ARE NOT READILY AVAILABLE IN THE FOUR PUBLISHED BENCHMARK SURVEYS. THE CONSULTANTS' OPINIONS AND COMPENSATION SURVEY DATA ARE PRESENTED TO THE PROVIDER CONTRACTS COMMITTEE FOR REVIEW AND APPROVAL. FORM 990, PART VI, SECTION C, LINE 19 INOVA HEALTH SYSTEM MAKES CERTAIN INFORMATION PUBLICLY AVAILABLE. INOVA'S CONSOLIDATED FINANCIAL STATEMENTS ARE POSTED ON THE ELECTRONIC MUNICIPAL MARKET ACCESS'S (EMMA) WEBSITE ON A QUARTERLY BASIS. INOVA'S GOVERNING DOCUMENTS ARE NOT CURRENTLY PUBLICLY AVAILABLE. WHILE THE CONFLICT OF INTEREST POLICY IS NOT SPECIFICALLY PUBLICLY DISCLOSED, INOVA'S CODE OF CONDUCT IS ON THE PUBLIC WEBSITE. SECTION II OF THE CODE OF CONDUCT DESCRIBES WHAT CAN CONSTITUTE A CONFLICT AND REQUIRES THAT POTENTIAL CONFLICTS BE REPORTED TO MANAGEMENT OR THE CHIEF COMPLIANCE OFFICER AND/OR INOVA'S LEGAL DEPARTMENT. THE CODE OF CONDUCT CONTAINS THE CONFLICT OF INTEREST PRINCIPLES, IS PART OF INOVA'S ORIENTATION AND ANNUAL COMPLIANCE TRAINING, AND IS AVAILABLE TO TEAM MEMBERS AND PHYSICIANS ON INOVA'S INTRANET WEBSITE. PART VIII, LINE 11A THE INNOVATION HEALTH HOLDINGS, LLC FORM K-1 DOES NOT INCLUDE THE EARNINGS FROM TWO 100% OWNED CORPORATE ENTITIES: INNOVATION HEALTH INSURANCE COMPANY INNOVATION HEALTH PLAN, INC. THE NET INCOME RELATED TO THESE TWO ENTITIES HAS BEEN RECORDED ON THIS LINE AND AS A FUND BALANCE ADJUSTMENT. FORM 990, PART XI, LINE 9: EQUITY EARNINGS IN SUBS -188,962. OTHER 5,310. INNOVATION PARTNERSHIP NET INCOME 5,525. INNOVATION HEALTH NET INCOME 553,070. LORTON SURGERY PARTNERSHIP NET LOSS 1,499,285. NET ASSET RECLASSIFICATION -33,292,989. PART XII, LINE 2B AND 2C - AUDITED FINANCIAL STATEMENTS THE COMPANY IS PART OF THE INOVA HEALTH SYSTEM, A NOT-FOR-PROFIT INTEGRATED HEALTH CARE DELIVERY SYSTEM SERVING NORTHERN VIRGINIA AND SURROUNDING AREAS. THE COMPANY'S FINANCIAL STATEMENTS ARE CONSOLIDATED IN THE INOVA HEALTH SYSTEM CONSOLIDATED FINANCIAL STATEMENTS. INOVA HEALTH SYSTEM IS AUDITED ON AN ANNUAL BASIS BY A "BIG FOUR" INDEPENDENT PUBLIC ACCOUNTING FIRM. IN ADDITION, THE ACCOUNTING FIRM IS RESPONSIBLE FOR THE ISSUANCE OF A MANAGEMENT LETTER ENCOMPASSING EACH MEMBER OF THE CONSOLIDATED GROUP. THE FINANCE AND AUDIT COMMITTEE OF THE BOARD OF TRUSTEES OF INOVA HEALTH SYSTEM IS RESPONSIBLE FOR THE OVERSIGHT OF THE AUDIT, INCLUDING THE HIRING OF THE AUDIT FIRM, REVIEW AND APPROVAL OF AUDITED FINANCIAL STATEMENTS AND COMMUNICATION WITH THE EXTERNAL AUDITORS AT LEAST TWICE A YEAR WITHOUT THE PRESENCE OF INTERNAL MANAGEMENT. PART XII, LINE 3A - A-133 AUDIT THE COMPANY IS PART OF THE INOVA HEALTH SYSTEM (IHS), A NOT-FOR-PROFIT INTEGRATED HEALTH CARE DELIVERY SYSTEM SERVING NORTHERN VIRGINIA AND SURROUNDING AREAS. IHS RECEIVES VARIOUS FEDERAL GRANTS. THESE GRANTS AND AWARDS ARE AUDITED AS PART OF THE CONSOLIDATED INOVA HEALTH SYSTEM UNIFORM GUIDANCE COMPLIANCE AUDIT. THE INOVA HEALTH SYSTEM'S FEDERAL GRANTS ARE AUDITED ON AN ANNUAL BASIS BY A "BIG FOUR" INDEPENDENT PUBLIC ACCOUNTING FIRM. THE FIRM ISSUES A "REPORT OF INDEPENDENT AUDITORS ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS". THE FIRM ALSO ISSUES A "REPORT OF INDEPENDENT AUDITORS ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS". THE FINANCE AND AUDIT COMMITTEE OF THE BOARD OF TRUSTEES OF INOVA HEALTH SYSTEM IS RESPONSIBLE FOR THE OVERSIGHT OF THE UNIFORM GUIDANCE AUDIT, INCLUDING THE HIRING OF THE AUDIT FIRM, REVIEW AND APPROVAL OF AUDITED FINANCIAL STATEMENTS AND COMMUNICATIONS WITH THE EXTERNAL AUDITORS WITHOUT THE PRESENCE OF INTERNAL MANAGEMENT. SIGNATURE PARTNERS IN HEALTH LLC 8095 INNOVATION PARK DRIVE FAIRFAX VA 22031 461392631 HEALTH INSURANCE VA 10434042 130692 INOVA HEALTH SYSTEM FOUNDATION INOVA HEALTH CARE SERVICES 8095 INNOVATION PARK DRIVE FAIRFAX VA 22031 540620889 HOSPITAL SYSTEM VA 501(C)(3) 3 INOVA HEALTH SYSTEM FOUNDATION 1 LOUDOUN NURSING AND REHABILITATION CENTER 8095 INNOVATION PARK DRIVE FAIRFAX VA 22031 541361310 REHABILITATION SERVICES VA 501(C)(3) 10 INOVA HEALTH SYSTEM FOUNDATION 1 INOVA HH HOLDINGS LLC 1050 FORRER BLVD KETTERING OH 45420 825217263 HOME CARE VA INOVA HEALTH CARE SERVICES RELATED 237153 2636480 0 0 0.51000 INOVA AMBULATORY SURGERY CTR AT LORTON LLC 8095 INNOVATION PARK DRIVE FAIRFAX VA 22031 461955980 SURGERY CENTER VA N/A RELATED 929757 -1499285 0 0 0.34920 INOVA HOLDINGS INC 8095 INNOVATION PARK DRIVE FAIRFAX VA 22031 510332880 MEDICAL EQUIPMENT VA INOVA HEALTH SYSTEM FOUNDATION C 7119786 59846620 1.00000 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 INOVA HEALTH CARE SERVICES R 127321215 INTERCOMPANY BALANCE LOUDOUN NURSING AND REHABILITATION CENTER S 1634427 INTERCOMPANY BALANCE INOVA HEALTH CARE SERVICES B 34238104 GENERAL LEDGER