2024-11-14T15:03:03-06:00 2023-12-31 WithumSmithBrown PC 1835 MARKET STREET SUITE 1710 PHILADELPHIA PA 19103 990 2023-01-01 201090801 GUTHRIE RISK RETENTION GROUP % MARSH MANAGEMENT SRVCS INC GUTH 8435771032 100 BRIGADE STREET SUITE 202 CHARLESTON SC 29403 MATT HUFF CFO 8435771032 2024-11-12 true true Scott J Mariani P00642486 2155462140 2023 2024-10-15 13:58:12Z EDMUND SABANEGH MD MBA ONE GUTHRIE SQUARE SAYRE PA 18840 74828012 false X N/A X 2004 SC OPERATES AS A RISK RETENTION GROUP UNDER the Federal Liability Risk Retention Act of 1986 to The Guthrie Clinic & affiliates; an irc 501(c)(3) tax-exempt healthcare delivery system 5 3 0 3 0 0 0 0 9445518 9632798 -245356 1848649 0 0 9200162 11481447 0 0 0 0 0 0 0 0 0 1643495 444273 1643495 444273 7556667 11037174 65456406 61314077 38139995 34657118 27316411 26656959 X OPERATES AS A RISK RETENTION GROUP UNDER THE FEDERAL LIABILITY RISK RETENTION ACT OF 1986 TO THE GUTHRIE CLINIC AND AFFILIATES; AN IRC SECTION 501(C)(3) TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. false false 0 0 9632798 expenses incurred in Operating as a risk retention group under the Federal Liability Risk Retention Act of 1986 to The Guthrie Clinic and affiliates; an IRC Section 501(c)(3) tax-exempt integrated healthcare delivery system. 0 true false false false false false false false false false false false true false true true true 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 false false false true 18 0 true 0 false false false false false false false false false false false false false X 5 3 false true false false true true true true true false false true true true true true true true true false X MARSH MANAGEMENT SRVCS INC 8435771032 100 BRIGADE ST STE 202 CHARLESTON SC 29403 X EDMUND SABANEGH MD MBA PRESIDENT - DIRECTOR 55.0 0.0 X X 0 1380280 199859 MATTHEW HUFF CPA TREASURER - DIRECTOR 55.0 0.0 X X 0 769452 91569 KENNETH R LEVITZKY ESQ VICE PRESIDENT - DIRECTOR 1.0 0.0 X X 0 0 0 VIRGINIA ADRIHAN SECRETARY-DIR. (EFF 8/13/23) 1.0 0.0 X X 0 0 0 ANN PARIS DIRECTOR (EFF 2/13/23) 1.0 0.0 X 0 0 0 GAVIN FOGGON SECRETARY-DIR.(TERM 8/13/23) 1.0 0.0 X X 0 0 0 0 2149732 291428 0 false true false KANE PUGH KNOELL TROY AND KRAME 510 SWEDE STREET NORRISTOWN PA 194018446 LEGAL 577980 MARHSALLDENNEHEYWARNERCOLEMANGO 2000 Market St Suite 2300 PHILADELPHIA PA 19103 LEGAL 351607 SMITH SOVIK KENDRICK AND SUGNET 250 South Clinton St Suite 600 SYRACUSE NY 13202 LEGAL 170295 SCHRODERS INVESTMENT MANAGEMENT INC 7 BRYANT PARK 21ST FLOOR NEW YORK NY 10018 INVESTMENT MGMT. 138690 SEDGWICK CLAIMS MANAGEMENT SERVICES PO BOX 207834 DALLAS TX 753207834 CLAIMS TPA 113240 6 0 PREMIUMS EARNED 900099 8988976 8988976 LOSSES AND LOSS ADJ BENEFIT 900099 643822 643822 9632798 1461843 0 1461843 0 0 0 0 0 63733371 63346565 386806 386806 386806 0 0 0 0 0 0 0 0 0 0 11481447 9632798 0 1848649 0 0 0 0 0 0 0 0 0 0 107471 107471 19998 19998 31500 31500 0 0 0 65000 0 65000 0 0 0 0 0 0 15383 15383 0 0 0 0 0 0 PREMIUM TAXES 203432 203432 OTHER EXPENSES 1489 1489 444273 0 444273 0 X 0 0 878863 2506870 0 0 4555055 4446694 0 0 0 0 0 0 0 0 109016 111150 0 0 0 0 0 0 58914820 51961204 0 0 998652 2288159 65456406 61314077 140328 107139 0 0 0 0 0 0 0 0 0 0 0 0 0 0 37999667 34549979 38139995 34657118 X 0 0 2000000 2000000 25316411 24656959 27316411 26656959 65456406 61314077 X 11037174 3303374 -15000000 X X false true X true false X X X 9 ROBERT PACKER HOSPITAL 240795463 3 true 3810234 0 DONALD GUTHRIE FOUNDATION 246022957 4 true 71243 0 TROY COMMUNITY HOSPITAL 240800337 3 true 253023 0 CORNING HOSPITAL 160393490 3 true 2254772 0 GUTHRIE MEDICAL GROUP PC 250815795 3 true 7462500 0 SAYRE HOUSE OF HOPE 203979472 7 true 8615 0 GUTHRIE HOME CARE 232394345 10 true 34035 0 GUTHRIE CORTLAND MEDICAL CENTER 150532079 3 true 0 0 REGIONAL MEDICAL PRACTICE PC 204848729 3 true 0 0 9 13894422 0 false false false false true true false false false false false false false false false false true false SCHEDULE A, PART IV, SECTION A, LINE 1 THE GUTHRIE RISK RETENTION GROUP'S PRIMARY PURPOSE IS TO SUPPORT THE CHARITABLE PURPOSES OF THE GUTHRIE CLINIC, CORNING HOSPITAL, ROBERT PACKER HOSPITAL, AND THE GUTHRIE EXEMPT AFFILIATES, EACH OF WHICH IS EXEMPT FROM FEDERAL INCOME TAX AND IS A CORPORATION OF THE TYPE DESCRIBED IN SECTION 501(C)(3) OF THE CODE, BY PROVIDING INSURANCE AND/OR CLAIMS DEFENSE, ADMINISTRATION, AND INDEMNITY TO, OR IN RESPECT OF, RISKS PRESENTED BY AND ACTIVITIES ENGAGED IN BY THE GUTHRIE CLINIC, CORNING HOSPITAL, ROBERT PACKER HOSPITAL, AND/OR THE GUTHRIE EXEMPT AFFILIATES, TOGETHER WITH THEIR RESPECTIVE EMPLOYEES AND OTHERS PROVIDING SERVICES ON BEHALF OF AND WITHIN THE SCOPE OF THE EXEMPT ACTIVITIES ENGAGED IN BY THE GUTHRIE CLINIC, CORNING HOSPITAL, ROBERT PACKER HOSPITAL, AND/OR THE GUTHRIE EXEMPT AFFILIATES. THE SUPPORTED ORGANIZATIONS ARE LISTED BY NAME ON THE GUTHRIE RISK RETENTION GROUP INSURANCE POLICIES. Schedule A, Part IV, Section A, Line 5a ON JUNE 30, 2023, REGIONAL MEDICAL PRACTICE, P.C. (EIN: 20-4848729); AN INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION WAS STATUTORILY MERGED INTO GUTHRIE MEDICAL GROUP, P.C. (EIN: 25-0815795); AN INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION, BOTH SUPPORTED ORGANIZATIONS OF GUTHRIE RISK RETENTION GROUP. false U.S. TREASURY SECURITIES 20749862 F U.S. CORPORATE DEBT 9730270 F FOREIGN CORPORATE DEBT 2958608 F EQUITY SECURITIES 11490032 F MUNICIPAL BONDS 1059948 F ACCRUED INVESTMENT INCOME 351349 F MORTGAGE-BACKED SECURITIES 3580324 F OTHER ASSET-BACKED SECURITIES 2040811 F 51961204 0 LOSS AND LOSS ADJ EXPENSES 27984503 UNEARNED PREMIUMS 4434579 PAYABLE FOR SEC. PURCHASED 2130897 34549979 X 14140999 3303374 3303374 10837625 643822 643822 11481447 -199549 -643822 -643822 444273 444273 SCHEDULE D, PART X, LINE 2 THE ORGANIZATION IS AN AFFILIATE WITHIN THE GUTHRIE CLINIC AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE SYSTEM'S PARENT ENTITY IS THE GUTHRIE CLINIC. AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF THE SYSTEM AND ALL ENTITIES WITHIN THE SYSTEM FOR THE YEARS ENDED JUNE 30, 2024 AND JUNE 30, 2023; INCLUDING THIS ORGANIZATION; RESPECTIVELY. THE INDEPENDENT CPA FIRM ISSUED AN UNMODIFIED OPINION WITH RESPECT TO THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS. IN ADDITION, AN INDEPENDENT CPA FIRM AUDITED THE FINANCIAL STATEMENTS OF GUTHRIE RISK RETENTION GROUP ("GRRG") FOR THE YEARS ENDED DECEMBER 31, 2023 AND DECEMBER 31, 2022; RESPECTIVELY. THE INDEPENDENT CPA FIRM ISSUED AN UNMODIFIED OPINION WITH RESPECT TO THE AUDITED FINANCIAL STATEMENTS. THE FOLLOWING FOOTNOTE IS INCLUDED IN THE ORGANIZATION'S 2023 AUDITED FINANCIAL STATEMENTS THAT REPORTS THE ORGANIZATION'S LIABILITY FOR UNCERTAIN TAX PROVISIONS UNDER FIN 48 (ASC 740): THE COMPANY ACCOUNTS FOR UNCERTAIN TAX POSITIONS IN ACCORDANCE WITH U.S. GAAP. THE COMPANY HAS ANALYZED FILING POSITIONS IN THE FEDERAL AND STATE JURISDICTIONS AND HAS CONCLUDED THAT GRRG HAS PROPERLY MAINTAINED ITS TAX EXEMPT STATUS AND HAS NOT TAKEN ANY UNCERTAIN TAX POSITIONS WHICH COULD JEOPARDIZE ITS TAX EXEMPT STATUS. THE COMPANY BELIEVES THAT ITS INCOME TAX POSITIONS AND DEDUCTIONS WILL BE SUSTAINED ON AUDIT AND DOES NOT ANTICIPATE ANY ADJUSTMENTS THAT WILL RESULT IN A MATERIAL CHANGE TO ITS FINANCIAL POSITION. THEREFORE, NO RESERVES FOR UNCERTAIN INCOME TAX POSITIONS HAVE BEEN RECORDED. THE COMPANY RECOGNIZES INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS AS A COMPONENT OF THE PROVISION FOR FEDERAL INCOME TAXES. THE COMPANY DID NOT INCUR ANY INCOME TAX RELATED INTEREST INCOME, INTEREST EXPENSE OR PENALTIES FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022. SCHEDULE D, PART XI; LINE 4B OTHER RECONCILIATION ITEMS INCLUDED ON FORM 990, PART VIII, LINE 12, BUT NOT ON LINE 1 INCLUDE: - LOSSES AND LOSS ADJUSTMENT BENEFIT - $643,822. SCHEDULE D, PART XII; LINE 2D OTHER RECONCILIATION ITEMS INCLUDED ON LINE 1 BUT NOT ON FORM 990, PART IX, LINE 25 INCLUDE: - LOSSES AND LOSS ADJUSTMENT BENEFIT - ($643,822). X X X false true false false false false false true false EDMUND SABANEGH MD MBA PRESIDENT - DIRECTOR 0 978795 0 367501 0 33984 0 182911 0 16948 0 1580139 0 0 MATTHEW HUFF CPA TREASURER - DIRECTOR 0 522456 0 246036 0 960 0 65876 0 25693 0 861021 0 0 PART VII AND SCHEDULE J IN ACCORDANCE WITH INTERNAL REVENUE SERVICE FORM 990 RULES, REGULATIONS AND INSTRUCTIONS, THE COMPENSATION REPORTED IN CORE FORM, PART VII AND SCHEDULE J, PART II OF THIS FORM 990 IS DERIVED FROM 2023 FORMS W-2 AND FORMS 1099 (IF APPLICABLE). SCHEDULE J, PART I; QUESTION 4B THE GUTHRIE CLINIC ("TGC") HAS ESTABLISHED AN EMPLOYEE BENEFIT PLAN KNOWN AS THE GUTHRIE CLINIC 457(F) DEFERRED COMPENSATION PLAN (THE "PLAN") WHICH IS DESIGNED TO PROVIDE ELIGIBLE EMPLOYEES WITH DEFERRED COMPENSATION BENEFITS IN RECOGNITION OF THEIR DEDICATED AND VALUABLE SERVICE TO TGC. THE PLAN IS INTENDED TO BE AN INELIGIBLE DEFERRED COMPENSATION PLAN AS DESCRIBED IN SECTION 457(F) OF THE INTERNAL REVENUE CODE. EACH CONTRIBUTION VESTS AFTER THREE YEARS OF EMPLOYMENT PROVIDED THE PARTICIPANT REMAINS CONTINUOUSLY EMPLOYED. A PARTICIPANT SHALL BECOME FULLY VESTED IN THE PARTICIPANT'S 457(F) ACCOUNT BENEFIT UPON ATTAINING AGE 62, WITH 5 YEARS OF SERVICE. TGC SHALL DISTRIBUTE THE PARTICIPANT'S 457(F) ACCOUNT BENEFIT, LESS TAXES WITHHELD, THIRTY DAYS AFTER THE PARTICIPANT FIRST BECOMES VESTED IN THE PLAN. FOR YEARS SUBSEQUENT TO A PARTICIPANT ATTAINING AGE 62, THE PARTICIPANT SHALL BE ENTITLED TO THE PARTICIPANT'S DEFERRED COMPENSATION AMOUNT AS OF JULY 1ST IMMEDIATELY SUBSEQUENT TO THE DATE WHEN CREDITED. THE DEFERRED COMPENSATION AMOUNTS REFLECTED IN SCHEDULE J, PART II, COLUMN C FOR THE FOLLOWING INDIVIDUALS INCLUDE UNVESTED BENEFITS IN AN INTERNAL REVENUE CODE SECTION 457(F) PLAN (NON-QUALIFIED DEFERRED COMPENSATION PLAN) WHICH ARE SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. ACCORDINGLY, THESE INDIVIDUALS MAY NEVER ACTUALLY RECEIVE THIS UNVESTED BENEFIT AMOUNT. THE AMOUNTS OUTLINED HEREIN WERE NOT INCLUDED IN EACH INDIVIDUAL'S 2023 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: EDMUND SABANEGH, M.D., $161,461 AND MATTHEW HUFF, CPA, $48,551. SCHEDULE J, PART I; QUESTION 7 CERTAIN INDIVIDUALS INCLUDED IN SCHEDULE J, PART II RECEIVED A BONUS DURING CALENDAR YEAR 2023 WHICH AMOUNTS WERE INCLUDED IN COLUMN B(II) HEREIN AND IN EACH INDIVIDUAL'S 2023 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES. PLEASE REFER TO THIS SECTION OF THE FORM 990, SCHEDULE J FOR THIS INFORMATION BY PERSON BY AMOUNT. CORE FORM, PART V; QUESTION 15 Edmund Sabanegh, m.d. is listed as an officer and a trustee on this form 990. This is his sole role with the organization. He provides no services to or for the organization and is not involved in the management or day to day activities of this organization. Dr. Sabanegh is employed by a related organization and works full time in this capacity for the guthrie clinic. Accordingly, his common law employer/employee relationship is with the guthrie clinic (ein: 23-3055017). The guthrie clinic filed a 2023 form 4720 which included a remittance of excise tax related to dr. SABANEGH's compensation in excess of $1m. CORE FORM, PART III, STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS Guthrie Risk Retention Group ("GRRG"the Company") commenced operations on July 1, 2004, as a risk retention group under the captive insurance laws of the State of South Carolina. GRRG is organized as a special purpose not-for-profit captive. As a not-for-profit corporation, GRRG is a member organization and no stock is issued. The members are entitled to receive the net assets of GRRG upon dissolution. GRRG operates as a risk retention group under the Federal Liability Risk Retention Act of 1986 and was formed to provide medical professional liability and comprehensive general liability to The Guthrie Clinic (and its affiliates); an Internal Revenue Code Section 501(c)(3) tax-exempt organization and the parent of an integrated healthcare delivery system. GRRG provides medical professional liability and comprehensive general liability coverage to The Guthrie Clinic and affiliates ("Guthrie"), including Robert Packer Hospital and Corning Hospital in the Commonwealth of Pennsylvania and the State of New York; both of which are recognized by the IRS as Internal Revenue Code Section 501(c)(3) tax-exempt organizations. Through the activities of Guthrie; The Guthrie Clinic provides charitable community-based healthcare services and programs to improve the health and well-being of the people and communities served by its facilities and providers. Guthrie providers and facilities provide care to patients who meet certain criteria under its charity care policy without charge or at amounts less than its established rates. As part of its charitable mission, Guthrie provides care through its hospital emergency departments. It ensures that an emergency-based treatment or hospital admission is not delayed or denied pending determination of coverage or a requirement for prepayment or deposit. In addition to the charity care program and the emergency department policy, Guthrie supports and offers numerous other charitable community activities. Examples of these activities include medical education for physicians and nurses, the trauma program, and medical research. Guthrie also provides services to patients who participate in the Medicaid programs. Revenues generated from patients who participate in the Medicaid program are subject to substantial discounts that result in reimbursement for services rendered below the cost of providing such services. In order for patients to meet the guidelines for the Medicaid program, various income-based criteria must be met that validate patients' inability to pay for services and ineligibility under other programs. Other Guthrie charitable activities include providing primary care and specialty physician services, as well as operating a tertiary care teaching hospital, community hospitals, a research institute, home care, and hospice care. The Guthrie Research Institute and Guthrie Clinical Research functions of the Donald Guthrie Foundation, a subsidiary of The Guthrie Clinic, furthers these charitable activities through providing patient access to the region's largest panel of clinical trials. The facilities and provider offices of Guthrie are located in 23 communities throughout the northern tier of Pennsylvania and southern tier of New York, with the greatest concentration of services provided principally in Bradford County, Pennsylvania and Chemung and Steuben Counties, New York. The vision of Guthrie is to help shape the delivery of health care in the region through working collaboratively with physicians and other providers, and by distributing its services throughout the region based on community needs. Guthrie seeks to be the provider of choice for patients in the twin tier region, and to be recognized for its superior quality and service. It also strives to advance the practice of medicine through its commitment to teaching and research. The Guthrie Clinic has developed certain guiding principles for the provision of patient care, which include a commitment to the following: - practice of clinical excellence, - utilization of the synergy of a multi-specialty medical group practice, - development of an integrated system that provides a continuum of care, - provision of local access to care through support of a regional medical office network, - provision of services to a distinct geographic region, and - proactive operations. CORE FORM, PART VI, SECTION A; QUESTION 3 VIRGINIA ADRIHAN, SECRETARY-DIRECTOR (EFFECTIVE 8/13/2023) AND GAVIN FOGGON, SECRETARY-DIRECTOR (TERMED 8/13/2023), ARE BOTH EMPLOYED BY MARSH MANAGEMENT SERVICES, INC., THE FIRM THAT PROVIDES CAPTIVE MANAGEMENT SERVICES TO GUTHRIE RISK RETENTION GROUP. A PORTION OF THEIR COMPENSATION MAY BE ALLOCABLE TO WORK PERFORMED FOR THE GUTHRIE RISK RETENTION GROUP. CORE FORM, PART VI, SECTION A; QUESTIONS 6 & 7 THE GUTHRIE CLINIC HAS THE CONTROLLING MEMBERSHIP INTEREST IN THE GUTHRIE RISK RETENTION GROUP. THE GUTHRIE CLINIC, ROBERT PACKER HOSPITAL, AND CORNING HOSPITAL ARE MEMBERS OF THE GUTHRIE RISK RETENTION GROUP. GUTHRIE EXEMPT AFFILIATES CAN BE ISSUED REGULAR MEMBERSHIP INTERESTS. THE GUTHRIE CLINIC, AS THE CONTROLLING MEMBER, HAS THE SOLE RIGHT AND AUTHORITY TO APPOINT THE MEMBERS OF THE BOARD OF DIRECTORS. GUTHRIE RISK RETENTION GROUP'S BOARD OF DIRECTORS REPORTS TO THE GUTHRIE CLINIC, THE CONTROLLING MEMBER. CERTAIN DECISIONS OF THE GUTHRIE RISK RETENTION GROUP ARE SUBJECT TO THE APPROVAL OF THE GUTHRIE CLINIC. CORE FORM, PART VI, SECTION B; QUESTION 11B THE ORGANIZATION IS AN AFFILIATE WITHIN THE GUTHRIE CLINIC AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE GUTHRIE CLINIC IS THE TAX-EXEMPT PARENT ENTITY OF THE SYSTEM. THE ORGANIZATION'S FEDERAL FORM 990 WAS PROVIDED TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY (ITS BOARD OF DIRECTORS) PRIOR TO THE FILING OF THE FEDERAL FORM 990 WITH THE INTERNAL REVENUE SERVICE ("IRS"). AS PART OF THE TAX RETURN PREPARATION PROCESS THE ORGANIZATION HIRED A PROFESSIONAL CERTIFIED PUBLIC ACCOUNTING ("CPA") FIRM WITH EXPERIENCE AND EXPERTISE IN BOTH HEALTHCARE AND NOT-FOR-PROFIT TAX RETURN PREPARATION TO PREPARE THE FEDERAL FORM 990. THE CPA FIRM'S TAX PROFESSIONALS WORKED CLOSELY WITH THE ORGANIZATION'S FINANCE PERSONNEL AND INTERNAL WORKING GROUP OF THE ORGANIZATION TO OBTAIN THE INFORMATION NEEDED IN ORDER TO PREPARE A COMPLETE AND ACCURATE TAX RETURN. THE CPA FIRM PREPARED A DRAFT FEDERAL FORM 990 AND FURNISHED IT TO THE ORGANIZATION'S FINANCE PERSONNEL AND INTERNAL WORKING GROUP FOR THEIR REVIEW. THE ORGANIZATION'S FINANCE PERSONNEL AND INTERNAL WORKING GROUP REVIEWED THE DRAFT FEDERAL FORM 990 AND DISCUSSED QUESTIONS AND COMMENTS WITH THE CPA FIRM. REVISIONS WERE MADE TO THE DRAFT FEDERAL FORM 990 WHERE NECESSARY AND A FINAL DRAFT WAS FURNISHED BY THE CPA FIRM TO THE ORGANIZATION'S FINANCE PERSONNEL AND INTERNAL WORKING GROUP FOR FINAL REVIEW AND APPROVAL. FOLLOWING THIS REVIEW, THE FINAL FORM 990 WAS PROVIDED TO EACH VOTING MEMBER OF THIS ORGANIZATION'S GOVERNING BODY PRIOR TO FILING WITH THE IRS. CORE FORM, PART VI, SECTION B; QUESTION 12 THE CONFLICT OF INTEREST DISCLOSURE POLICY SETS FORTH THAT ALL PERSONS, INCLUDING EMPLOYEES, AGENTS AND BOARD/COMMITTEE MEMBERS, PARTICULARLY THOSE INVOLVED IN DECISION-MAKING FOR THE GUTHRIE CLINIC ("TGC"), ACT IN AN APPROPRIATE MANNER AND WILL NOT PARTICIPATE IN ANY ACTIONS THAT MIGHT CREATE A PERSONAL OR PROFESSIONAL CONFLICT OF INTEREST AND/OR NOT BE IN THE BEST INTEREST OF TGC. ALL MEMBERS OF ANY TGC BOARD/COMMITTEE AND TGC SENIOR MANAGEMENT MUST MAKE FULL DISCLOSURE OF ANY POSSIBLE CONFLICT OF INTEREST THROUGH THE USE OF THE CONFLICT OF INTEREST DISCLOSURE FORM AND REFRAIN FROM VOTING OR PARTICIPATING IN DECISION-MAKING INVOLVING ANY POSSIBLE CONFLICT OF INTEREST. THE FORM IS DISTRIBUTED TO ALL BOARD/COMMITTEE MEMBERS AND EMPLOYEES (WHEN APPLICABLE) ANNUALLY BY THE TGC ADMINISTRATION OFFICE. TGC BOARD/COMMITTEE MEMBERS OR EMPLOYEES MUST COMPLETE THE CONFLICT OF INTEREST DISCLOSURE FORM. THIS FORM SHOULD BE COMPLETED WHEN THERE IS ANY SITUATION WHERE A POSSIBLE CONFLICT OF INTEREST EXISTS, AND/OR ON AN ANNUAL BASIS AND/OR AT THE TIME OF APPOINTMENT OR ELECTION OF NEW BOARD/COMMITTEE MEMBERS. IF THE FORM IS NOT COMPLETED WITHIN 13 MONTHS OF THE LAST SIGNING, THE TGC BOARD CHAIRMAN WILL BE ADVISED. ANY INDIVIDUAL HAVING A CONFLICT OF INTEREST OR POSSIBLE CONFLICT OF INTEREST ON ANY MATTER SHOULD EXCUSE THEMSELVES FROM THE PORTION OF THE MEETING OR MEETINGS WHERE THE MATTER IS DISCUSSED AND NOT VOTE OR USE HIS OR HER PERSONAL INFLUENCE ON THE MATTER. THE MINUTES OF THE MEETING OR MEETINGS SHOULD REFLECT THE DISCLOSURE, THE ABSTENTION FROM VOTING, AND ANY ACTION TAKEN TO DETERMINE WHETHER A CONFLICT OF INTEREST EXISTED. CORE FORM, PART VI, SECTION B; QUESTION 15 THE ORGANIZATION IS AN AFFILIATE WITHIN THE GUTHRIE CLINIC AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM WHICH INCLUDES THE GUTHRIE CLINIC ("TGC"); A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION. TGC'S BOARD OF DIRECTORS MAINTAINS THE GUTHRIE CLINIC COMPENSATION COMMITTEE ("COMMITTEE"). THE COMMITTEE HAS ADOPTED A WRITTEN EXECUTIVE COMPENSATION PHILOSOPHY WHICH IT FOLLOWS WHEN IT REVIEWS AND APPROVES OF THE COMPENSATION AND BENEFITS OF TGC'S SENIOR MANAGEMENT. THE COMMITTEE ALSO REVIEWS THE COMPENSATION AND BENEFITS OF OTHER OFFICERS AND KEY EMPLOYEES OF THE GUTHRIE CLINIC AND AFFILIATES; INCLUDING, WITHOUT LIMITATION, THE CHIEF EXECUTIVE OFFICERS OF THE GUTHRIE CLINIC AND AFFILIATES HOSPITALS AND MEDICAL CENTERS. THE COMMITTEE, WHICH IS REQUIRED BY THE CORPORATION'S BYLAWS TO BE COMPRISED SOLELY OF INDEPENDENT DIRECTORS, SEEKS GUIDANCE AND SUBSTANTIATION FROM A NATIONALLY RECOGNIZED COMPENSATION CONSULTANT. THE COMMITTEE REVIEWS THE "TOTAL COMPENSATION" OF THE INDIVIDUALS WHICH IS INTENDED TO INCLUDE BOTH CURRENT AND DEFERRED COMPENSATION AND ALL EMPLOYEE BENEFITS, BOTH QUALIFIED AND NON-QUALIFIED. THE COMMITTEE'S REVIEW IS DONE ON AT LEAST AN ANNUAL BASIS AND ENSURES THAT THE "TOTAL COMPENSATION" OF SENIOR MANAGEMENT OF THE ORGANIZATION IS REASONABLE. THE ACTIONS TAKEN BY THE COMMITTEE ENABLE THE ORGANIZATION TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS FOR PURPOSES OF INTERNAL REVENUE CODE SECTION 4958 WITH RESPECT TO THE TOTAL COMPENSATION OF CERTAIN MEMBERS OF THE SENIOR MANAGEMENT TEAM. THE THREE FACTORS WHICH MUST BE SATISFIED IN ORDER TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS ARE THE FOLLOWING: 1. THE COMPENSATION ARRANGEMENT IS APPROVED IN ADVANCE BY AN "AUTHORIZED BODY" OF THE APPLICABLE TAX-EXEMPT ORGANIZATION WHICH IS COMPOSED ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE A "CONFLICT OF INTEREST" WITH RESPECT TO THE COMPENSATION ARRANGEMENT; 2. THE AUTHORIZED BODY OBTAINED AND RELIED UPON "APPROPRIATE DATA AS TO COMPARABILITY" PRIOR TO MAKING ITS DETERMINATION; AND 3. THE AUTHORIZED BODY "ADEQUATELY DOCUMENTED THE BASIS FOR ITS DETERMINATION" CONCURRENTLY WITH MAKING THAT DETERMINATION. THE COMMITTEE IS COMPRISED OF MEMBERS OF THE BOARD OF DIRECTORS EACH OF WHO ARE INDEPENDENT AND ARE FREE FROM ANY CONFLICTS OF INTEREST. THE COMMITTEE RELIED UPON APPROPRIATE COMPARABLE DATA; SPECIFICALLY, THE COMMITTEE OBTAINED A WRITTEN COMPENSATION STUDY FROM AN INDEPENDENT FIRM WHICH SPECIALIZES IN THE REVIEW OF HOSPITAL AND HEALTHCARE SYSTEM EXECUTIVE COMPENSATION AND BENEFITS THROUGHOUT THE UNITED STATES. THIS STUDY USED COMPARABLE GEOGRAPHIC AND DEMOGRAPHIC MARKET DATA INCLUDING, BUT NOT LIMITED TO, SIMILARLY SIZED HEALTHCARE SYSTEMS AND HOSPITALS, # OF LICENSED BEDS AND NET PATIENT SERVICE REVENUE. THE COMMITTEE ADEQUATELY DOCUMENTED THE BASIS FOR ITS DETERMINATION THROUGH THE TIMELY PREPARATION OF WRITTEN MINUTES OF THE COMPENSATION COMMITTEE MEETINGS DURING WHICH THE EXECUTIVE COMPENSATION AND BENEFITS WAS REVIEWED AND SUBSEQUENTLY APPROVED. THE ACTIONS OUTLINED ABOVE WITH RESPECT TO THE COMMITTEE AND THE ESTABLISHMENT OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS APPLIES TO CERTAIN TGC SENIOR MANAGEMENT PERSONNEL. THE COMPENSATION AND BENEFITS OF CERTAIN OTHER INDIVIDUALS CONTAINED IN THIS FORM 990, WHERE APPLICABLE, ARE REVIEWED ANNUALLY BY THE GUTHRIE CLINIC AND AFFILIATES PRESIDENT/CHIEF EXECUTIVE OFFICER WITH ASSISTANCE FROM THE ORGANIZATION'S HUMAN RESOURCES DEPARTMENT IN CONJUNCTION WITH THE INDIVIDUAL'S JOB PERFORMANCE DURING THE YEAR AND IS BASED UPON OTHER OBJECTIVE FACTORS DESIGNED TO ENSURE THAT REASONABLE AND FAIR MARKET VALUE COMPENSATION IS PAID BY THE ORGANIZATION. OTHER OBJECTIVE FACTORS INCLUDE MARKET SURVEY DATA FOR COMPARABLE POSITIONS, INDIVIDUAL GOALS AND OBJECTIVES, PERSONNEL REVIEWS, EVALUATIONS, SELF-EVALUATIONS AND PERFORMANCE FEEDBACK MEETINGS. CORE FORM, PART VI, SECTION C; QUESTION 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. CORE FORM, PART VII AND SCHEDULE J CORE FORM, PART VII AND SCHEDULE J REFLECT CERTAIN BOARD MEMBERS AND OFFICERS RECEIVING COMPENSATION AND BENEFITS FROM A RELATED ORGANIZATION. PLEASE NOTE THIS REMUNERATION WAS FOR SERVICES RENDERED AS FULL-TIME EMPLOYEES OF A RELATED ORGANIZATION AND NOT FOR SERVICES RENDERED AS A VOTING MEMBER OR OFFICER OF THIS ORGANIZATION'S BOARD OF DIRECTORS. CORE FORM, PART VII, SECTION A, COLUMN B THIS ORGANIZATION IS AN AFFILIATE WITHIN THE GUTHRIE CLINIC AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE SYSTEM INCLUDES BOTH FOR-PROFIT AND NOT FOR-PROFIT ORGANIZATIONS. CERTAIN BOARD OF DIRECTORS MEMBERS, OFFICERS AND/OR DIRECTORS LISTED ON CORE FORM, PART VII AND SCHEDULE J OF THIS FORM 990 MAY HOLD SIMILAR POSITIONS WITH BOTH THIS ORGANIZATION AND OTHER AFFILIATES WITHIN THE SYSTEM. THE HOURS SHOWN ON THIS FORM 990, FOR BOARD MEMBERS WHO RECEIVE NO COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY, REPRESENT THE ESTIMATED HOURS DEVOTED PER WEEK FOR THIS ORGANIZATION. TO THE EXTENT THESE INDIVIDUALS SERVE AS A MEMBER OF THE BOARD OF DIRECTORS OF OTHER RELATED ORGANIZATIONS IN THE SYSTEM, THEIR RESPECTIVE HOURS PER WEEK PER ORGANIZATION ARE APPROXIMATELY THE SAME AS REFLECTED IN CORE FORM, PART VII OF THIS FORM 990. THE HOURS REFLECTED ON CORE FORM, PART VII OF THIS FORM 990, FOR BOARD MEMBERS WHO RECEIVE COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY, PAID OFFICERS AND KEY EMPLOYEES, REFLECT TOTAL HOURS WORKED PER WEEK ON BEHALF OF THE GUTHRIE CLINIC AND AFFILIATES; NOT SOLELY THIS ORGANIZATION. CORE FORM, PART XI; QUESTION 9 other changes in net assets or fund balance includes: - distributions to related internal revenue code section 501(c)(3) tax-exempt organizations - ($15,000,000). CORE FORM, PART XII; QUESTION 2 THE ORGANIZATION IS AN AFFILIATE WITHIN THE GUTHRIE CLINIC AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE GUTHRIE CLINIC IS THE TAX-EXEMPT PARENT ENTITY OF THE SYSTEM. AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF THE GUTHRIE CLINIC AND ALL ENTITIES WITHIN THE SYSTEM FOR THE YEARS ENDED JUNE 30, 2024 AND JUNE 30, 2023; RESPECTIVELY. THE INDEPENDENT CPA FIRM ISSUED AN UNMODIFIED OPINION WITH RESPECT TO THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS. IN ADDITION, AN INDEPENDENT CPA FIRM AUDITED THE FINANCIAL STATEMENTS OF GUTHRIE RISK RETENTION GROUP FOR THE YEARS ENDED DECEMBER 31, 2023 AND DECEMBER 31, 2022; RESPECTIVELY. THE INDEPENDENT CPA FIRM ISSUED AN UNMODIFIED OPINION WITH RESPECT TO THE AUDITED FINANCIAL STATEMENTS. THE GUTHRIE RISK RETENTION GROUP'S BOARD OF DIRECTORS HAS ASSUMED RESPONSIBILITY FOR THE OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS, AND THE SELECTION OF AN INDEPENDENT AUDITOR. FORM 990 PART IX LINE 11G DESCRIPTION:ACTUARIAL FEES TOTAL FEES:65000 THE GUTHRIE CLINIC ONE GUTHRIE SQUARE SAYRE PA 18840 233055017 SUPPORTING PA 501(C)(3) 12b NA false GUTHRIE MEDICAL GROUP PC ONE GUTHRIE SQUARE SAYRE PA 18840 250815795 HEALTHCARE PA 501(C)(3) 3 TGC false ROBERT PACKER HOSPITAL ONE GUTHRIE SQUARE SAYRE PA 18840 240795463 HEALTHCARE PA 501(C)(3) 3 TGC false DONALD GUTHRIE FOUNDATION 200 S WILBUR AVE SAYRE PA 18840 246022957 MED RESEARCH PA 501(C)(3) 4 TGC false TROY COMMUNITY HOSPITAL INC 275 GUTHRIE DRIVE TROY PA 16947 240800337 HEALTHCARE PA 501(C)(3) 3 TGC false GUTHRIE HOME CARE 421 TOMAHAWK ROAD TOWANDA PA 18848 232394345 HOME HEALTH PA 501(C)(3) 10 TGC false SAYRE HOUSE OF HOPE ONE GUTHRIE SQUARE SAYRE PA 18840 203979472 HEALTHCARE NY 501(C)(3) 7 TGC false CORNING HOSPITAL ONE GUTHRIE DRIVE CORNING NY 14830 160393490 HEALTHCARE NY 501(C)(3) 3 TGC false GUTHRIE CORTLAND MEDICAL CENTER 134 HOMER AVENUE CORTLAND NY 13045 150532079 HEALTHCARE NY 501(C)(3) 3 TGC false CORTLAND MEMORIAL FOUNDATION INC 134 HOMER AVENUE CORTLAND NY 13045 222230692 SUPPORTING NY 501(C)(3) 7 GCMC false REGIONAL MEDICAL PRACTICE PC 134 HOMER AVENUE CORTLAND NY 13045 204848729 HEALTHCARE NY 501(C)(3) 3 TGC false TWIN TIER MANAGEMENT CORP INC PO BOX 310 SAYRE PA 18840 232209439 MANAGEMENT CORP. PA NA C CORP. false CORNING PROPERTIES INC 1 GUTHRIE DRIVE CORNING NY 14830 383977095 REAL ESTATE HOLD NY NA C CORP. false false false false false false false false false false false false false false false false false false true false SCHEDULE R, PART V THIS ORGANIZATION IS A MEMBER OF THE GUTHRIE CLINIC AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. FUNDS ARE ROUTINELY TRANSFERRED BETWEEN AFFILIATES AND BUSINESS ACTIVITIES ARE COMMON ON BEHALF OF THE SYSTEM'S AFFILIATES, INCLUDING THIS ORGANIZATION. THESE TRANSACTIONS MAY BE RECORDED ON THE REVENUE/EXPENSE AND BALANCE SHEET STATEMENTS OF THIS ORGANIZATION AND OTHER AFFILIATES. THESE ENTITIES WORK TOGETHER TO DELIVER HIGH QUALITY COST EFFECTIVE HEALTHCARE AND WELLNESS SERVICES TO THEIR COMMUNITIES REGARDLESS OF ABILITY TO PAY AND IN FURTHERANCE OF CHARITABLE TAX-EXEMPT PURPOSES.