2024-05-10T09:25:22-05:00 2023-06-30 410746749 CLIFTONLARSONALLEN LLP 10700 NORTHUP WAY SUITE 200 BELLEVUE WA 98004 990 2022-07-01 421193186 GRHS HOLDINGS INC GRHS 3197681000 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 JEREMY ALEXANDER CFO 3197681000 2024-05-08 1 JEREMY ALEXANDER XXX-XX-XXXX 1 KURT BENNION CPA P01469618 4252506100 2024-05-08 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z DR MICHAEL MCCOY 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 63472855 0 X WWW.GREATRIVERHEALTH.ORG X 1983 IA PROVIDE SUPPORT TO SOUTHEAST IOWA REGIONAL MEDICAL CENTER AND HENRY COUNTY MEDICAL CENTER. 3 0 0 0 0 0 350430501 0 0 0 13031570 58319601 0 750 363462071 58320351 25000000 31354146 0 0 0 0 0 0 0 310888 96232 25310888 31450378 338151183 26869973 283753455 271619322 926140 1143756 282827315 270475566 TO PROVIDE SUPPORT TO SOUTHEAST IOWA REGIONAL MEDICAL CENTER AND HENRY COUNTY MEDICAL CENTER, EACH OF WHICH IS A NON-PROFIT 501(C)(3) ORGANIZATION THAT PROVIDES HEALTH CARE SERVICES TO ALL INDIVIDUALS REGARDLESS OF THEIR ABILITY TO PAY. 0 0 31354146 31354146 0 SUPPORT SOUTHEAST IOWA REGIONAL MEDICAL CENTER AND HENRY COUNTY MEDICAL CENTER, EACH OF WHICH IS A NON-PROFIT 501(C)(3) ORGANIZATION. 31354146 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 3 0 1 1 0 0 1 1 1 1 0 0 0 1 1 1 1 1 1 1 1 0 X CHERYL ALBIN 3197681000 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 MATT WENZEL PRESIDENT/CEO (THROUGH 10/12/22) 24.00 19.00 X X 0 1122540 53171 JEREMY ALEXANDER SECRETARY/TREASURER/CFO 1.00 42.00 X X 0 671653 51571 JAMES KAMMERER VICE CHAIRMAN (THROUGH 7/12/22) 1.00 42.00 X X 0 565682 51494 DR MICHAEL MCCOY PRESIDENT/CEO 24.00 19.00 X X 0 624684 51091 HOPE DUNN VICE CHAIRMAN 1.00 42.00 X X 0 145961 8903 0 3130520 216230 0 0 1 0 VANGUARD PO BOX 3009 MONROE WI 53566 INVESTMENT MANAGEMENT 193029 ROBERT W BAIRD & CO INC 777 E WISCONSIN AVE 2700 MILWAUKEE WI 53202 INVESTMENT MANAGEMENT 124282 2 7481611 7481611 55990494 5152504 50837990 50837990 50837990 MISCALLANEOUS INCOME 900099 750 750 750 58320351 0 0 58320351 31354146 31354146 88974 88974 6497 6497 761 761 31450378 31354146 96232 0 3383493 2067084 212200 0 278856861 268408243 1300901 1143995 283753455 271619322 62283 863857 1143756 926140 1143756 X 282827315 270475566 282827315 270475566 283753455 271619322 26869973 -39221722 0 X X 0 1 X 1 0 X X 2 SOUTHEAST IOWA REGIONAL MEDICAL CENTER INC 420680407 3 0 30154146 0 HENRY COUNTY HEALTH CENTER 862701018 3 0 0 0 2 30154146 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 PART IV, SECTION A, LINE 1: GHRS HOLDINGS, INC. IDENTIFIES GREAT RIVER HEALTH SYSTEM INC. (GRHS) AS ITS SUPPORTED ORGANIZATION WITHIN ITS GOVERNING DOCUMENTS. THIS IS PERMISSIBLE UNDER G.C.M. 39508,, WHICH SPECIFICALLY PROVIDES THAT AN ORGANIZATION CAN BE REGARDED AS "OPERATED EXCLUSIVELY" TO SUPPORT OR BENEFIT ONE OR MORE SPECIFIED PUBLICLY SUPPORTED ORGANIZATIONS EVEN IF IT SUPPORTS OR BENEFITS ANOTHER SUPPORTING ORGANIZATION, SO LONG AS THE PARENT ORGANIZATION IS A SUPPORTING ORGANIZATION DESCRIBED IN SECTION 501(C)(3) AND IS OPERATED, SUPERVISED, OR CONTROLLED DIRECTLY BY OR IN CONNECTION WITH SUCH PUBLICLY SUPPORTED ORGANIZATIONS. GRHS IS THE PARENT TO GRHS HOLDINGS, INC., HENRY COUNTY HEALTH CENTER, INC. AND SOUTHEAST IOWA REGIONAL MEDICAL CENTER, INC. ALL ORGANIZATIONS ARE MANAGED BY COMMON EXECUTIVE LEADERSHIP AND THERE IS BOARD MEMBER OVERLAP. PART IV, SECTION A, LINE 2: GRHS HOLDINGS, INC. IS A SUBSIDIARY OF GREAT RIVER HEALTH SYSTEM, INC. (GRHS). GRHS IS THE OVERALL PARENT COMPANY OF ALL ENTITIES AND AN INTEGRATED HEALTH CARE SYSTEM, ALL OF WHOM ULTIMATELY SUPPORT HENRY COUNTY HEALTH CENTER AND SOUTHEAST IOWA REGIONAL MEDICAL CENTER. GRHS HOLDINGS, INC. SUPPORTS HENRY COUNTY MEDICAL CENTER, A 501(C)(3) ORGANIZATION CLASSIFIED AS A PUBLIC CHARITY UNDER IRC SECTION 170(B)(1)(A)(III). GREAT RIVER HEALTH FOUNDATION, INC. COMPLETED THE CALCULATIONS FOR THE SECTION 509(A)(2) PUBLIC SUPPORT TEST FOR HENRY COUNTY MEDICAL CENTER FOR THE PERIOD 7/1/18 - 6/30/2023 AND DETERMINED THAT IT WOULD QUALIFY AS A PUBLICLY SUPPORTED ORGANIZATION UNDER IRC SECTION 509(A)(2). 0 PAYABLE UNDER INVESTMENT LOAN AGREEMENT 1143756 1143756 X PART X, LINE 2: THE ORGANIZATION IS EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. HOWEVER, THE ORGANIZATION IS SUBJECT TO FEDERAL INCOME TAX ON ANY UNRELATED BUSINESS TAXABLE INCOME. MANAGEMENT HAS EVALUATED THEIR INCOME TAX POSITIONS UNDER THE GUIDANCE INCLUDED IN ASC 740. BASED ON THEIR REVIEW, MANAGEMENT HAS NOT IDENTIFIED ANY MATERIAL UNCERTAIN TAX POSITIONS TO BE RECORDED OR DISCLOSED IN THE COMBINED FINANCIAL STATEMENTS. 1 SOUTHEAST IOWA REGIONAL MEDICAL CENTER INC 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 420680407 501(C)(3) 30154146 0 N/A N/A OPERATING SUPPORT GREAT RIVER HEALTH SYSTEM 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421193185 501(C)(3) 1200000 0 N/A N/A OPERATING SUPPORT 2 0 PART I, LINE 2: THE ONLY TRANSFERS ARE MADE TO RELATED ORGANIZATIONS. COMMON EXECUTIVE OVERSIGHT BETWEEN THE ORGANIZATIONS ENSURES THAT ALL TRANSFERRED ASSETS ARE USED FOR APPROPRIATE CHARITABLE PURPOSES. 1 0 0 0 0 0 0 0 0 MATT WENZEL PRESIDENT/CEO (THROUGH 10/12/22) 0 740784 0 213774 0 167982 0 15250 0 37921 0 1175711 0 0 JEREMY ALEXANDER SECRETARY/TREASURER/CFO 0 552461 0 117896 0 1296 0 15250 0 36321 0 723224 0 0 DR MICHAEL MCCOY PRESIDENT/CEO 0 532528 0 80672 0 11484 0 15250 0 35841 0 675775 0 0 JAMES KAMMERER VICE CHAIRMAN (THROUGH 7/12/22) 0 483237 0 76021 0 6424 0 15250 0 36244 0 617176 0 0 HOPE DUNN VICE CHAIRMAN 0 145961 0 0 0 0 0 0 0 8903 0 154864 0 0 PART I, LINE 3 THE COMPENSATION OF THE OFFICERS IS PAID BY RIVERVIEW SYSTEMS LTD., A RELATED ORGANIZATION, BUT DETERMINED BY GREAT RIVER HEALTH SYSTEM. THE FOLLOWING WERE USED BY GREAT RIVER HEALTH SYSTEM IN DETERMINING THE OFFICERS COMPENSATION: 1. COMPENSATION COMMITTEE 2. INDEPENDENT COMPENSATION CONSULTANT 3. FORM 990 OF OTHER ORGANIZATIONS 4. WRITTEN EMPLOYMENT CONTRACT 5. COMPENSATION SURVEY OR STUDY 6. APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE PART I, LINE 4A MATT WENZEL RECEIVED A SEVERANCE PAYMENT OF $164,442. THIS AMOUNT WAS INCLUDED IN W-2 WAGES. FORM 990, PART VI, SECTION A, LINE 2 MATT WENZEL, DR. MICHAEL MCCOY, JAMES KAMMERER, JEREMY ALEXANDER, AND HOPE DUNN HAVE BUSINESS RELATIONSHIPS BY SERVING AS OFFICERS AND/OR BOARD MEMBERS OF FOR-PROFIT ENTITIES RELATED TO GRHS HOLDINGS, INC. FORM 990, PART VI, SECTION A, LINE 3 ALL EXECUTIVE LEADERSHIP FUNCTIONS FOR GRHS HOLDINGS, INC. ARE PROVIDED BY GREAT RIVER HEALTH SYSTEM, INC. FORM 990, PART VI, SECTION A, LINE 6 GREAT RIVER HEALTH SYSTEM, INC. IS THE SOLE MEMBER OF GRHS HOLDINGS, INC. FORM 990, PART VI, SECTION A, LINE 7A THE SOLE MEMBER, GREAT RIVER HEALTH SYSTEM, INC (GRHS), HAS THE SOLE POWER TO ELECT OR REMOVE ALL BOARD MEMBERS OF GRHS HOLDINGS. THE NOMINATING COMMITTEE SHALL PRESENT A RECOMMENDATION FOR THE ELECTION OF DIRECTORS TO THE BOARD, WHICH UPON APPROVAL OF THE BOARD AND THE SUBSEQUENT APPROVAL OF GRHS, SHALL BE ELECTED TO THE BOARD. FORM 990, PART VI, SECTION A, LINE 7B THE GRHS BOARD OF DIRECTORS HAS THE FOLLOWING SPECIFIC POWERS RELATED TO ALL SUBSIDIARY CORPORATIONS AND AFFILIATED ORGANIZATIONS: 1. ELECT OR REMOVE THE BOARD OF DIRECTORS, OR ANY OTHER MEMBER OF THE BOARD OF DIRECTORS; 2. AMEND THE ARTICLES OF INCORPORATION OR THE BYLAWS; 3. DISSOLVE OR APPROVE MERGER WITH ANY OTHER CORPORATE ENTITY; 4. APPROVE STRATEGIC OR OTHER BUSINESS PLANS; 5. APPROVE CAPITAL AND OPERATING BUDGETS; 6. APPROVAL OF ANY INDEBTEDNESS INCURRED; 7. TRANSFER, SELL OR CLOSE ANY FACILITY, DEPARTMENT OR FUNCTION; 8. APPROVE ANY CHARITABLE DISBURSEMENTS, WHETHER INTERNAL OR EXTERNAL, IN EXCESS OF ONE HUNDRED THOUSAND DOLLARS ($100,000.00) IN THE AGGREGATE DURING ANY FISCAL YEAR; 9. THE SALE, DISPOSITION OR ANY ENCUMBRANCE (OTHER THAN ROUTINE LEASE TRANSACTIONS) OF ANY REAL ESTATE; 10. ADOPT, AMEND, OR TERMINATE EMPLOYEE BENEFIT PROGRAMS OR PLANS; 11. APPOINT OR TERMINATE THE CHIEF EXECUTIVE OFFICER; 12. APPROVE THE ELECTION OF ANY OFFICER OR CHAIRPERSON OF THE BOARD OF DIRECTORS; AND 13. TO TAKE ANY OTHER ACTION NECESSARY DEEMED IN THE BEST INTERESTS OF GRHS. FORM 990, PART VI, SECTION A, LINE 8B GRHS HOLDINGS, INC. DOES NOT HAVE COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE BOARD. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PREPARED BY AN EXTERNAL ACCOUNTANT. A DRAFT OF THE FORM 990 WAS REVIEWED IN DETAIL BY A MEMBER OF THE ACCOUNTING DEPARTMENT, DIRECTOR OF FINANCE AND CFO. ANY NECESSARY ADJUSTMENTS WERE MADE PRIOR TO FINALIZING THE FORM. A COPY OF THE FINAL FORM 990 WAS MADE AVAILABLE TO THE BOARD MEMBERS FOR THEIR REVIEW PRIOR TO FILING WITH THE IRS. ANY QUESTIONS OF THE BOARD MEMBERS WERE ADDRESSED THROUGH THE ACCOUNTING DEPARTMENT. FORM 990, PART VI, SECTION B, LINE 12C BOTH CORPORATE AND SUBSIDIARY BOARD MEMBERS ARE PROVIDED EDUCATION REGARDING CONFLICTS OF INTEREST. THIS EDUCATION IS PROVIDED BY THE CHIEF COMPLIANCE OFFICER. ALL BOARD MEMBERS ARE REQUIRED TO COMPLETE A CONFLICT OF INTEREST DISCLOSURE FORM. RELATIONSHIPS NOTED ON THIS FORM MAY BE DISCUSSED WITH THE RESPECTIVE BOARD MEMBER IF THERE ARE QUESTIONS. IF AN INDIVIDUAL HAS A CONFLICT OF INTEREST, THEY MAY NOT PARTICIPATE IN DISCUSSIONS RELATING TO THE TRANSACTION IN QUESTION AND MAY NOT VOTE ON MATTERS RELATED TO THE TRANSACTION. CONFLICT OF INTEREST PROCEEDINGS ARISING FROM CONFLICTS OF INTEREST ARE DOCUMENTED IN THE BOARD MINUTES. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION OF THE OFFICERS OF GRHS HOLDINGS INC IS PAID BY A RELATED FOR-PROFIT SUBSIDIARY. THE COMPENSATION FOR THE CEO AND OTHER OFFICERS IS DETERMINED BY THE EXECUTIVE COMPENSATION COMMITTEE OF GREAT RIVER HEALTH SYSTEM, INC. THE ROLE OF THE COMPENSATION COMMITTEE IS TO ACT ON BEHALF OF THE BOARD IN ADOPTING, REVIEWING AND MAINTAINING AN EXECUTIVE COMPENSATION PHILOSOPHY. THE COMPENSATION COMMITTEE IS COMPRISED OF FIVE BOARD MEMBERS, ALL OF WHOM ARE INDEPENDENT FROM THE CEO AND OTHER OFFICERS. THE COMPENSATION COMMITTEE REVIEWS THE COMPENSATION OF THE CEO AND OTHER OFFICERS ON AN ANNUAL BASIS. THE DELIBERATIONS AND DECISIONS ARE DOCUMENTED IN MINUTES TAKEN AT THE MEETINGS. GREAT RIVER HEALTH SYSTEM, INC. PARTICIPATES AND UTILIZES THREE EXECUTIVE SALARY SURVEYS TO DETERMINE COMPENSATION RANGES. THE COMMITTEE REVIEWS PREVAILING MARKET DATA TO ENSURE CONTINUED MARKET COMPETITIVENESS. THE COMPENSATION COMMITTEE ALSO ENGAGES AN INDEPENDENT THIRD PARTY COMPENSATION CONSULTING GROUP BIENNIALLY TO ASSESS AND VALIDATE THE ENTIRETY OF THE EXECUTIVE COMPENSATION AND BENEFITS PACKAGES TO ENSURE REGULATORY COMPLIANCE, EXTERNAL COMPETITIVENESS, AND INTERNAL EQUITY. THE MOST RECENT YEAR OF AN INDEPENDENT THIRD PARTY REVIEW WAS 2023. FORM 990, PART VI, SECTION C, LINE 19 GRHS HOLDINGS, INC. MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST. FORM 990, PART XII, LINE 2C: THE PROCESS FOR OVERSIGHT AND SELECTION OF AN INDEPENDENT ACCOUNTANT HAS NOT CHANGED FROM THE PRIOR YEAR. GREAT RIVER HEALTH SYSTEM INC 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421193185 HEALTH CARE IA 501(C)(3) LINE 12C, III-FI N/A 0 SOUTHEAST IOWA REGIONAL MEDICAL CENTER 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 420680407 HOSPITAL IA 501(C)(3) LINE 3 GREAT RIVER HEALTH SYSTEM INC 0 HENRY COUNTY HEALTH CENTER INC 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 862701018 HOSPITAL IA 501(C)(3) LINE 3 GREAT RIVER HEALTH SYSTEM INC 0 GREAT RIVER HEALTH FOUNDATION INC 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421446727 SUPPORT RELATED ORGANIZATIONS IA 501(C)(3) LINE 12B, II GREAT RIVER HEALTH SYSTEM INC 0 SOUTHEAST RENAL DIALYSIS LC 507 SOUTH WHITE STREET MOUNT PLEASANT IA 52641 391878280 MEDICAL SERVICES IA N/A 0 0 RIVERVIEW SYSTEM LTD 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421191960 MEDICAL SERVICES IA N/A C 0 GREAT RIVER MEDICAL SERVICES INC 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421493449 MEDICAL SERVICES IA N/A C 0 MUTUAL CONSULTING AND MANAGEMENT SERVICES 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421349668 MANAGEMENT SERVICES IA N/A C 0 HERITAGE PARK PHARMACY 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421191957 PHARMACY IA N/A C 0 HERITAGE MEDICAL EQUIPMENT & SUPPLY 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 421191958 MEDICAL SUPPLY IA N/A C 0 RIGHTCHOICE INC 1221 SOUTH GEAR AVENUE WEST BURLINGTON IA 52655 923383523 STAFFING AGENCY IA N/A C 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1