2024-05-15T08:35:38-05:00 2023-06-30 381357951 PLANTE & MORAN PLLC 3000 TOWN CENTER SUITE 100 SOUTHFIELD MI 48075 990 2022-07-01 382459948 MYMICHIGAN HEALTH MYMI 9898379039 4000 WELLNESS DR MIDLAND MI 48670 JUDI GRAVES CORPORATE CONTROLLER 9898393181 2024-05-15 JUDI GRAVES 999009999 1 DAVID LOWENTHAL P00378651 2483522500 2024-05-09 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z LYDIA WATSON PINNEY 4000 WELLNESS DR MIDLAND MI 48670 222911350 0 X WWW.MYMICHIGAN.ORG X 1982 MI CREATING HEALTHY COMMUNITIES TOGETHER BY PROVIDING EXCELLENT HEALTH SERVICES TO IMPROVE THE QUALITY OF LIFE FOR OUR COMMUNITIES. 13 9 587 13 3130359 311034 0 0 101618385 98760159 26980461 112518108 861519 3604249 129460365 214882516 139300 180550 0 0 54940135 50370078 0 0 0 47569273 50362309 102648708 100912937 26811657 113969579 1260396608 1369009095 154970130 273964382 1105426478 1095044713 CREATING HEALTHY COMMUNITIES - TOGETHER 0 0 76434776 180550 209010166 THE HOLDING COMPANY PROVIDES ASSISTANCE TO OUR VARIOUS MEMBERS IN ORDER TO IMPROVE THE QUALITY OF CARE AND PROVIDE SERVICES AT THE LOWEST POSSIBLE COST. EXPERTISE AT THE HOLDING COMPANY LEVEL INCLUDES STRATEGIC PLANNING, TREASURY, INFORMATION RESOURCES, HUMAN RESOURCES, INTERNAL AUDIT, FINANCE, MATERIALS MANAGEMENT AND RISK MANAGEMENT. 76434776 1 0 0 0 0 0 0 0 0 0 1 0 1 0 1 0 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 1 0 0 1 353 0 1 587 1 1 1 0 0 0 0 0 0 0 0 0 1 0 X 13 9 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 1 1 X JUDI GRAVES 9898379039 4000 WELLNESS DR MIDLAND MI 48670 X ROGERS GREGORY PRESIDENT (PART YEAR) 50.00 2.00 X X 1558128 0 263807 POSTLER-SLATTERY DIANE FORMER PRESIDENT 0.00 0.00 X 892422 0 18387 WATSON PINNEY MD LYDIA PRESIDENT (PART YEAR) 50.00 2.00 X X 738855 0 68919 ROSE MICHAEL SR VP, CFO & TREASURER 50.00 2.00 X 668449 0 45209 CROSS BRYAN EVP & CHIEF OPERATING OFFICER 50.00 2.00 X 630391 0 81554 BERG MD PAUL CHIEF MEDICAL OFFICER 2.00 50.00 X 0 614623 46541 JANDWANI MD PANKAJ CHIEF INNOVATION OFFICER 50.00 2.00 X 536959 0 13802 HATTEM-SCHIFFMAN MARITA CENTRAL REGION PRESIDENT 50.00 2.00 X 472878 0 38288 GENOVESE ROBERT CHIEF MEDICAL INFORMATION OFFICER 50.00 0.00 X 473457 0 34207 WALTZ DANIEL VP CIO 50.00 0.00 X 476878 0 19587 GREELEY MARY CORPORATE VP 50.00 2.00 X 428153 0 55969 PADGETT FRANCINE FORMER SR VP, SECRETARY & TREASURER 0.00 0.00 X 481585 0 0 STOVER RAYMOND EASTERN REGION PRESIDENT 50.00 2.00 X 430133 0 47476 VADAKATH SUNITA SENIOR VP AND CSO 50.00 0.00 X 422781 0 11794 WARD JULIE CHIEF HUMAN RESOURCES OFFICER 50.00 0.00 X 390050 0 18333 WEBER DUAA FORMER CHIEF HUMAN RESOURCES OFFICER 0.00 0.00 X 330846 0 8747 SZCZEPANSKI DAVID SYSTEM VP OF HR 50.00 0.00 X 273053 0 34685 HUNT JASON SYSTEM VP OF FINANCE 50.00 0.00 X 263551 0 39568 GHILARDI GREG FORMER SR VP & CHIEF HR OFFICER 0.00 0.00 X 168750 0 0 ELLIOTT KEVIN DIRECTOR 2.00 2.00 X 5800 0 0 MCGUIRE GARY DIRECTOR 2.00 0.00 X 5800 0 0 WHEELER JIM DIRECTOR (PART YEAR) 2.00 2.00 X 5800 0 0 SMITH ERIC VICE CHAIR 2.00 2.00 X X 5600 0 0 VELASQUEZ JENEE CHAIR 2.00 0.00 X X 0 0 0 COX REBECCA DIRECTOR 2.00 0.00 X 0 0 0 HENDERSON WILLIAM DIRECTOR 2.00 4.00 X 0 0 0 HURN PATRICIA DIRECTOR 2.00 0.00 X 0 0 0 KICKLAND MD ERICH DIRECTOR 2.00 0.00 X 0 0 0 MIDKIFF DAVID DIRECTOR 2.00 0.00 X 0 0 0 MILLER MD DAVID DIRECTOR 2.00 0.00 X 0 0 0 SHACKLETON SCOTT DIRECTOR (PART YEAR) 2.00 2.00 X 0 0 0 STAMAS TONY DIRECTOR (PART YEAR) 2.00 2.00 X 0 0 0 WILSON AMY DIRECTOR 2.00 0.00 X 0 0 0 9660319 614623 846873 98 1 1 0 AMERICAN HEALTHCARE SERVICES ASSOCIATION PO BOX 670529 DALLAS TX 75267 PHYSICIAN SERVICES 36889430 THREE RIVERS CONSTRUCTION PO BOX 1467 MIDLAND MI 48641 CONSTRUCTION SERVICES 26390095 MIRON CONSTRUCTION PO BOX 1372 GREENBAY WI 54305 CONSTRUCTION SERVICES 23145900 GREATER MIDLAND EMERGENCY PHYSICIANS PC PO BOX 2579 MIDLAND MI 48641 EMERGENCY ROOM PHYSICIANS 16193024 SODEXO INC & AFFILIATES 4880 PAYSPHERE CIRCLE CHICAGO IL 60674 FOOD SERVICES 15464468 169 EXEMPT SUBSIDIARY REVENUE 561000 96904233 96904233 MCCO 900099 1855926 1855926 98760159 112317560 110200638 307292 1809630 8229382 8026837 1997 202545 -1997 200548 200548 ELECTRONIC MEDICAL RECORD SOFTWAR 518210 2783911 2783911 OUTSIDE SERVICE INCOME 900099 157676 157676 COMMUNITY EDUCATION 900099 49369 49369 613293 39156 574137 3604249 214882516 209010166 3130359 2741991 X 180550 180550 7041891 3519046 3522845 33716883 25305877 8411006 2110047 1582535 527512 5003076 3752307 1250769 2498181 1873636 624545 1543071 1543071 829912 622434 207478 12697 12697 34232931 27795100 6437831 2702756 2162205 540551 1838573 1378930 459643 1088817 817817 271000 8523 6392 2131 511880 255940 255940 178629 178629 7414520 7182007 232513 100912937 76434776 24478161 0 23657529 2071085 20 12348236 17097266 92237874 57525503 38027573 34712371 51464475 44345092 20743916 27591305 1106821765 1237725197 7333094 5466779 1260396608 1369009095 58988162 47897538 123374 212588 95858594 225854256 154970130 273964382 X 1105426478 1095044713 1105426478 1095044713 1260396608 1369009095 X 113969579 3552561 -127903905 X X 0 1 X 1 1 1 X X 8 MYMICHIGAN HOME CARE 381459397 10 0 0 0 MYMICHIGAN MEDICAL CENTER ALMA 381437919 3 0 0 0 MYMICHIGAN MEDICAL CENTER ALPENA 386000029 3 0 0 0 MYMICHIGAN MEDICAL CENTER CLARE 381518643 3 0 0 0 MYMICHIGAN MEDICAL CENTER GLADWIN 386020434 3 0 0 0 MYMICHIGAN MEDICAL CENTER MIDLAND 380833014 3 0 0 0 MYMICHIGAN MEDICAL CENTER SAULT 382602147 3 0 0 0 MYMICHIGAN MEDICAL CENTER WEST BRANCH 464088182 3 0 0 0 8 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE A - SUPPLEMENTAL INFORMATION THE AMOUNT OF SUPPORT PROVIDED TO THE SUPPORTED ORGANIZATIONS IS EQUAL TO THE PROGRAM SERVICE EXPENSE REPORTED ON FORM 990, PART IX. MYMICHIGAN HEALTH IS LISTED IN THE GOVERNING DOCUMENTS OF EACH OF THE SUPPORTED ORGANIZATIONS AS THE SOLE MEMBER OF THE ORGANIZATION. THE PURPOSE OR PURPOSES FOR WHICH THE CORPORATION IS ORGANIZED ARE AS FOLLOWS: (1) TO OWN, OPERATE, ACQUIRE, ESTABLISH, SPONSOR, DEVELOP AND MAINTAIN HOSPITALS, HEALTH CARE RELATED FACILITIES, HEALTH PROMOTION AND EDUCATION PROGRAMS, AND OTHER ACTIVITES DESIGNED TO PROVIDE FOR THE CARE AND TREATMENT OF THE SICK, INFIRM, AGED, AND DISTRESSED, AND TO FURTHER THE GENERAL HEALTH AND WELL BEING OF THE PUBLIC WITHOUT REGARD TO RACE, COLOR, CREED, SEX, NATIONAL ORIGIN OR ECONOMIC CONDITION. (2) TO DEVELOP AND IMPLEMENT MANAGEMENT SYSTEMS AND POLICIES WHICH WILL CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES. (3) TO CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES AND ACTIVITIES DIRECTLY OR THROUGH ONE OR MORE MEMBER ORGANIZATIONS OR JOINTLY IN CONJUNCTION WITH ONE OR MORE OTHER ORGANIZATIONS ENGAGED IN HEALTH CARE ACTIVITIES FOR MEMBERS OF THE PUBLIC. 1903522 1058376 845146 88596521 56467127 32129394 1737831 1737831 34712371 MYMICHIGAN MEDICAL CENTER MIDLAND 740911571 C MYMICHIGAN MEDICAL CENTER ALPENA 198618140 C MYMICHIGAN MEDICAL CENTER ALMA 79288654 C MYMICHIGAN MEDICAL CENTER GLADWIN 79062645 C MYMICHIGAN MEDICAL CENTER CLARE 55004372 C MYMICHIGAN MEDICAL CENTER WEST BRANCH 15575413 C MYMICHIGAN COLLABORATIVE CARE ORG 1500296 C MYMICHIGAN MEDICAL GROUP -7778409 C MYMICHIGAN HEALTH NETWORK 1217284 C MYMICHIGAN MEDICAL CENTER SAULT 74025231 C CAPTIS HEALTH, LLC 300000 C 1237725197 ACCRUED PENSION/RETIREMENT BENEFITS 29860129 DEFERRED COMP, OTHER 164231443 SELF INSURANCE 31762684 225854256 1 ALMA COLLEGE 614 W SUPERIOR ST ALMA MI 48801 381359083 501(C)(3) 0 20000 N/A N/A DONATION MIDLAND COMMUNITY CANCER SERVICES 400 ASHMAN ST MIDLAND MI 48640 386073785 501(C)(3) 0 16250 N/A N/A DONATION GREATER MIDLAND COMMUNITY CENTERS INC 2205 JEFFERSON AVENUE MIDLAND MI 48640 381534400 501(C)(3) 0 18750 N/A N/A DONATION GREAT LAKES BAY FOUNDATION 122 UPTOWN DRIVE STE 204 BAY CITY MI 48708 208146148 501(C)(3) 0 11200 N/A N/A DONATION MERIDIAN PUBLIC SCHOOLS 3303 N MERIDIAN RD SANFORD MI 48657 386032820 501(C)(3) 0 80000 N/A N/A DONATION ALPENA COMMUNITY COLLEGE 665 JOHNSON ST ALPENA MI 49707 382310748 501(C)(3) 0 10000 N/A N/A DONATION 6 0 PART I, LINE 2: ALL GRANTS ARE MADE TO OTHER 501(C)(3) ORGANIZATIONS WHO, LIKE MYMICHIGAN HEALTH, HAVE A STATED MISSION TO IMPROVE AND ADVANCE COMMUNITY HEALTH. X 1 1 X X X X 0 1 0 0 0 0 0 1 0 ROGERS GREGORY PRESIDENT (PART YEAR) 915684 0 315256 0 327188 0 245132 0 18675 0 1821935 0 310514 0 POSTLER-SLATTERY DIANE FORMER PRESIDENT 240718 0 0 0 651704 0 12325 0 6062 0 910809 0 555838 0 WATSON PINNEY MD LYDIA PRESIDENT (PART YEAR) 623137 0 105998 0 9720 0 39569 0 29350 0 807774 0 0 0 ROSE MICHAEL SR VP, CFO & TREASURER 562951 0 99132 0 6366 0 13943 0 31266 0 713658 0 0 0 CROSS BRYAN EVP & CHIEF OPERATING OFFICER 474203 0 133925 0 22263 0 59690 0 21864 0 711945 0 0 0 BERG MD PAUL CHIEF MEDICAL OFFICER 0 442257 0 76449 0 95917 0 17658 0 28883 0 661164 0 92742 JANDWANI MD PANKAJ CHIEF INNOVATION OFFICER 454485 0 80955 0 1519 0 12304 0 1498 0 550761 0 0 0 HATTEM-SCHIFFMAN MARITA CENTRAL REGION PRESIDENT 385711 0 68400 0 18767 0 11956 0 26332 0 511166 0 0 0 GENOVESE ROBERT CHIEF MEDICAL INFORMATION OFFICER 371099 0 85145 0 17213 0 13680 0 20527 0 507664 0 0 0 WALTZ DANIEL VP CIO 399044 0 69731 0 8103 0 11617 0 7970 0 496465 0 0 0 GREELEY MARY CORPORATE VP 290410 0 51320 0 86423 0 35418 0 20551 0 484122 0 83657 0 PADGETT FRANCINE FORMER SR VP, SECRETARY & TREASURER 0 0 0 0 481585 0 0 0 0 0 481585 0 262500 0 STOVER RAYMOND EASTERN REGION PRESIDENT 346593 0 61258 0 22282 0 29072 0 18404 0 477609 0 0 0 VADAKATH SUNITA SENIOR VP AND CSO 337922 0 74454 0 10405 0 10686 0 1108 0 434575 0 0 0 WARD JULIE CHIEF HUMAN RESOURCES OFFICER 309599 0 76604 0 3847 0 6100 0 12233 0 408383 0 0 0 WEBER DUAA FORMER CHIEF HUMAN RESOURCES OFFICER 125712 0 0 0 205134 0 7353 0 1394 0 339593 0 0 0 SZCZEPANSKI DAVID SYSTEM VP OF HR 217909 0 45703 0 9441 0 8724 0 25961 0 307738 0 0 0 HUNT JASON SYSTEM VP OF FINANCE 215840 0 38750 0 8961 0 11483 0 28085 0 303119 0 0 0 GHILARDI GREG FORMER SR VP & CHIEF HR OFFICER 0 0 0 0 168750 0 0 0 0 0 168750 0 0 0 PART I, LINE 1A THE FOLLOWING PERSONS LISTED IN PART VII, SECTION A, RECEIVED PAYMENT OF THE MONTHLY SOCIAL CLUB DUES WHICH APPROXIMATES $196 PER MONTH. MYMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. AMOUNTS RELATED TO THE NON-BUSINESS USE ARE TREATED AS TAXABLE INCOME. WATSON-PINNEY, MD, LYDIA - PRESIDENT & CHIEF EXECUTIVE OFFICER ROSE, MIKE - SENIOR VP & CHIEF FINANCIAL OFFICER BERG, PAUL - SENIOR VP & CHIEF MEDICAL OFFICER CROSS, BRYAN - EXECUTIVE VP & CHIEF OPERATING OFFICER WALTZ, DANIEL - VP & CHIEF INFORMATION OFFICER STOVER, RAYMOND - PRESIDENT EASTERN REGION VADAKATH, SUNITA - SENIOR VP & CHIEF STRATEGY OFFICER PART I, LINE 4B ROGERS, WATSON PINNEY, ROSE, BERG, WALTZ, HATTEM-SCHIFFMAN, STOVER, AND GREELEY ARE PARTICIPANTS IN A 457(F) PLAN. ROGERS, BERG, AND GREELEY RECEIVED A PAYMENT IN 2022 WHICH IS REFLECTED ON SCHEDULE J, PART II, COLUMN F. THE SERP IS UNFUNDED AND BEGAN ON JANUARY 1, 2009. THE CURRENT PARTICIPANTS OF THE PLAN ARE THE MEMBERS OF THE SENIOR LEADERSHIP OR EXECUTIVE TEAM. EACH PARTICIPANT'S ANNUAL AWARD IS BASED ON THEIR POSITION LEVEL AND IS A PERCENTAGE OF BASE SALARY ON DECEMBER 31 OF THE PLAN YEAR. THE PLAN PROVIDES ADDITIONAL RETIREMENT INCOME WHICH OTHERWISE WOULD BE PROVIDED UNDER THE PENSION PLAN AND 403(B) PLAN, BUT FOR LIMITATIONS ON SUCH BENEFITS REQUIRED BY FEDERAL LAW. A PARTICIPANT'S ACCOUNT SHALL BE 100% VESTED IF THE PARTICIPANT IS EMPLOYED BY MYMICHIGAN HEALTH ON THE DATE THE FIRST OF THE FOLLOWING VESTING EVENTS OCCUR: ATTAINMENT OF NORMAL RETIREMENT AGE; DEATH; TERMINATION OF EMPLOYMENT BECAUSE OF TOTAL DISABILITY; OR, ON THE THREE-YEAR ANNIVERSARY OF THEIR PARTICIPATION DATE. PART I, LINE 7 MYMICHIGAN HEALTH'S COMPENSATION INCLUDES BOTH BASE AND VARIABLE COMPENSATION (NONFIXED PAYMENTS). IN ACCORDANCE WITH ITS POLICIES, ALL ELEMENTS (BASE, VARIABLE, BENEFITS, AND PERQUISITES) ARE COMPARED TO MARKET AND ARE DETERMINED BY THE COMPENSATION COMMITTEE AFTER A REVIEW BY AN INDEPENDENT CONSULTANT, SULLIVAN COTTER, TO ENSURE THAT TOTAL COMPENSATION REMAINS WITHIN ACCEPTABLE GUIDELINES. THE COMPENSATION COMMITTEE, WHO IS AUTHORIZED TO ACT ON BEHALF OF THE MYMICHIGAN HEALTH BOARD OF DIRECTORS, APPROVED COMPENSATION FOR THE MYMICHIGAN HEALTH CEO, SENIOR EXECUTIVES AND PHYSICIANS. SULLIVAN COTTER ANNUALLY CONDUCTS A COMPREHENSIVE ASSESSMENT OF EXECUTIVE COMPENSATION. PHYSICIAN COMPENSATION OFFERS EXCEEDING THE 90TH PERCENTILE MUST BE APPROVED BY THE COMPENSATION COMMITTEE. PART III: MYMICHIGAN HEALTH'S COMPENSATION COMMITTEE CHARTER IS APPROVED ANNUALLY BY THE COMMITTEE AND BOARD AS WERE THE EXECUTIVE COMPENSATION PHILOSOPHY AND STRATEGY. MYMICHIGAN HEALTH ALSO CONTINUES TO UTILIZE AN INDEPENDENT COMPENSATION CONSULTANT TO ASSIST WITH THE GOVERNANCE PROCESS AND TO REVIEW AND REPORT ON ALL SYSTEM LEVEL EXECUTIVES, HOSPITAL LEVEL EXECUTIVES AND SELECTED OTHER EXECUTIVES. MYMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. MYMICHIGAN HEALTH TARGETS THE BASE SALARY OF ITS EXECUTIVES WITHIN A MARKET COMPETITIVE SALARY RANGE WITH A MIDPOINT APPROXIMATELY EQUAL TO THE 50TH PERCENTILE OF THE BASE SALARY MARKET DATA. MARKET DATA IS OBTAINED NATIONALLY FROM HEALTH SYSTEMS, HOSPITALS AND ORGANIZATIONS OF COMPARABLE SIZE BY SULLIVAN COTTER, AN INDEPENDENT CONSULTANT. NET OPERATING REVENUE IS THE CRITICAL FACTOR UTILIZED TO DETERMINE COMPARABILITY. MICHAEL ROGERS FAMILY MEMBER OF GREGORY ROGERS, PRESIDENT/CEO 204073 EMPLOYMENT 0 MADHURA MANSABDAR FAMILY MEMBER OF PANKAJ JANDWANI, CHIEF INNOVATION OFFICER 490211 EMPLOYMENT 0 FORM 990 - ADDITIONAL INFORMATION THIS FORM 990 TAX RETURN INCLUDES DATA FROM MYMICHIGAN COLLABORATIVE CARE ORGANIZATION WHICH IS A DISREGARDED ENTITY OWNED 100% BY MYMICHIGAN HEALTH. FORM 990, PART I, LINES 3 & 4 AND PART VI, SECTION A, LINE 1 ANY BOARD MEMBERS WHO HAVE A FAMILY OR BUSINESS RELATIONSHIP AS LISTED IN SCHEDULE L ARE NOT CONSIDERED TO BE INDEPENDENT. ALL OTHERS WHO ARE NOT INDEPENDENT ARE EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION LISTED IN SCHEDULE R AND ARE COMPENSATED AT MARKET VALUE FOR THE SERVICES PROVIDED TO THAT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION HAS TWO MEMBER CLASSES. ONE MEMBER CLASS CONSISTS SOLELY OF MICHIGAN HEALTH CORPORATION (MHC) AND HOLDS A TWELVE PERCENT (12%) MEMBERSHIP INTEREST IN MYMICHIGAN HEALTH. THE OTHER MEMBER CLASS CONSISTS OF THE MEMBERS OF THE MYMICHIGAN HEALTH DIRECTOR CLASS AND HOLDS A 88% MEMBERSHIP INTEREST. MHC EXISTS AS THE SOLE MEMBER OF THE MHC MEMBER CLASS. THE MYMICHIGAN HEALTH MEMBER CLASS IS COMPOSED OF THE INDIVIDUALS WHO ARE MEMBERS OF THE MYMICHIGAN HEALTH DIRECTOR CLASS. THE PROPERTY, BUSINESS, AND AFFAIRS OF MYMICHIGAN HEALTH ARE MANAGED BY THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS MAY EXERCISE ALL OF THE POWER AND AUTHORITY OF THE ORGANIZATION IN SUCH A MANNER AND TO SUCH EXTENT AS THE BOARD OF DIRECTORS SHALL DETERMINE AND DECIDE, EXCEPT AS SPECIFICALLY PROVIDED IN THE LAWS OF THE STATE OF MICHIGAN, THE ARTICLES OF INCORPORATION, OR THE BYLAWS OF MYMICHIGAN HEALTH. THE BOARD OF DIRECTORS SHALL HAVE TWO DIRECTOR CLASSES, THE FIRST CONSISTING OF THE PRESIDENT/CEO AND THOSE DIRECTORS NOMINATED BY THE MHC MEMBER CLASS AND THE SECOND CONSISTING OF THE DIRECTORS NOMINATED BY THE MYMICHIGAN HEALTH MEMBER CLASS. THE BOARD OF DIRECTORS ("BOARD") SHALL CONSIST OF NOT LESS THAN 11 PERSONS AND NOT MORE THAN 18 PERSONS, INCLUDING THE PRESIDENT/CEO WHO SHALL SERVE AS EX OFFICIO. MEETINGS OF THE BOARD ARE HELD SIX TIMES A YEAR. ACTIONS BY WRITTEN CONSENT ARE PERMITTED BUT ALL MEMBERS OF THE BOARD THEN IN OFFICE MUST CONSENT IN WRITING. ALL OTHER ACTIONS MAY BE TAKEN BY A MAJORITY OF THE TOTAL NUMBER OF DIRECTORS PRESENT ASSUMING A QUORUM. FORM 990, PART VI, SECTION A, LINE 7A THE MHC DIRECTORS HOLD OFFICE FOR SUCCESSIVE THREE-YEAR TERMS, WITHOUT TERM LIMITS, UNTIL A SUCCESSOR IS APPOINTED AND QUALIFIED. MYMICHIGAN DIRECTORS HOLD OFFICE FOR THREE YEAR TERMS AND UNTIL HIS OR HER SUCCESSOR IS SELECTED AND QUALIFIED. NO MYMICHIGAN DIRECTOR EXCEPT FOR THE CHIEF EXECUTIVE OFFICER SHALL SERVE MORE THAN THREE CONSECUTIVE THREE-YEAR TERMS. AT LEAST 30 DAYS PRIOR TO THE ANNUAL MEETING OF MEMBERS, THE CHAIR OF THE GOVERNANCE AND NOMINATING COMMITTEE SHALL PREPARE A LIST OF NOMINEES FOR ELECTION TO THE BOARD OF DIRECTORS AND SUBMIT THE LIST TO THE MEMBERS OF THE MYMICHIGAN MEMBER CLASS AT THE ANNUAL MEETING. ONLY MEMBERS OF THE MYMICHIGAN MEMBER CLASS ARE VESTED WITH THE POWER TO ELECT MYMICHIGAN DIRECTORS. ADDITIONAL CANDIDATES FOR MEMBERSHIP ON THE BOARD OF DIRECTORS MAY BE NOMINATED BY MEMBERS OF THE MYMICHIGAN MEMBER CLASS, HOWEVER, ALL SUCH NOMINATIONS MUST BE FILED WITH THE SECRETARY AT LEAST FIFTEEN (15) DAYS IN ADVANCE OF THE ANNUAL MEETING AT WHICH THE ELECTION WILL BE HELD. IN NOMINATING AND ELECTING INDIVIDUALS TO SERVE AS MYMICHIGAN DIRECTORS, CONSIDERATION SHALL BE GIVEN TO DRAWING CANDIDATES FROM REGIONS SERVED BY THE CORPORATION AND ITS MEMBERS, AND TO CANDIDATES WHO PROVIDE SKILLS OR EXPERTISE NEEDED BY THE BOARD OF DIRECTORS. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE BYLAWS, FOR THE PERIOD BEGINNING APRIL 1, 2018 AND ENDING MARCH 31, 2027, ONE (1) SEAT ON THE BOARD OF DIRECTORS SHALL BE HELD BY MEMBERS OF MYMICHIGAN MEDICAL CENTER WEST BRANCH'S BOARD OF DIRECTORS. IF, PRIOR TO MARCH 31, 2027, SUCH MEMBER RESIGNS OR IS REMOVED, A REPLACEMENT MEMBER WILL BE APPOINTED FROM AMONG INDIVIDUALS NOMINATED BY THE MYMICHIGAN MEDICAL CENTER WEST BRANCH BOARD. SIMILARLY, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE BYLAWS, FOR THE PERIOD BEGINNING JANUARY 1, 2022 AND ENDING DECEMBER 31, 2030, THE MYMICHIGAN MEDICAL CENTER SAULT'S BOARD OF DIRECTORS SHALL HAVE THE OPTION TO NOMINATE ONE (1) MEMBER WHO WILL HOLD A SEAT ON THE MYMICHIGAN BOARD OF DIRECTORS. IF, PRIOR TO DECEMBER 31, 2030, A SAULT DIRECTOR RESIGNS OR IS REMOVED BY THE MYMICHIGAN BOARD OF DIRECTORS, A REPLACEMEBT MEMBER SHALL BE APPOINTED FROM AMONG THE INDIVIDUALS NOMINATED BY THE MYMICHIGAN MEDICAL CENTER SAULT'S BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B EACH MEMBER CLASS HAS CERTAIN RESERVE POWERS. THE FOLLOWING ACTIONS REQUIRE THE APPROVAL OF THE MHC MEMBER CLASS AND THE MYMICHIGAN HEALTH MEMBER CLASS: (1) TERMINATION OF THE AFFILIATION OTHER THAN AS EXPRESSLY PROVIDED IN THE AFFILIATION AGREEMENT; (2) DISSOLUTION OF THE CORPORATION; (3) CHANGES TO THE ARTICLES OF INCORPORATION, BYLAWS, OR OTHER ORGANIZATIONAL DOCUMENTS OF MYMICHIGAN HEALTH OR ANY MYMICHIGAN ENTITY THAT WOULD ADVERSLEY AFFECT MHC'S (AND/OR UMHS') RIGHTS OR INTERESTS UNDER THE AFFILIATION AGREEMENT. FORM 990, PART VI, SECTION B, LINE 11B THE FINANCE STAFF AT EACH SUBSIDIARY UPLOADS INFORMATION INTO THE SOFTWARE WHICH IS THEN REVIEWED BY A THE CORPORATE CONTROLLER AT MYMICHIGAN HEALTH. THE CORPORATE CONTROLLER REQUESTS ADDITIONAL INFORMATION AND OBTAINS CLARIFICATION. A FINAL REVIEW IS THEN DONE BY THE SVP AND TREASURER. IN ADDITION, ALL COMPENSATION DISCLOSURES ARE REVIEWED WITH THE MYMICHIGAN HEALTH CEO PRIOR TO FILING. THE FORM 990 PART VII AND SCHEDULE J COMPENSATION INFORMATION IS REVIEWED BY THE COMPENSATION COMMITTEE PRIOR TO FILING. FORM 990, INCLUDING ALL SCHEDULES, IS MADE AVAILABLE TO THIS ORGANIZATION'S BOARD OF DIRECTORS IN A SECURE ELECTRONIC FORMAT WITH A SUMMARY OF ALL THE MAJOR CHANGES FROM THE PRIOR YEAR RETURN. QUESTIONS OR CONCERNS ARE ADDRESSED BY THE SVP AND TREASURER. THE QUESTIONS OR CONCERNS OF THESE REVIEWS ARE PRESENTED TO THE MYMICHIGAN HEALTH BOARD OF DIRECTORS AND THIS ORGANIZATION'S BOARD OF DIRECTORS, IF ANY ARE INDENTIFIED. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION REQUIRES EACH DIRECTOR, OFFICER, KEY EMPLOYEE AND MEMBER OF A COMMITTEE OF THE BOARD ANNUALLY: 1) TO REVIEW THE ORGANIZATION'S CONFLICT OF INTEREST POLICY ("THE POLICY"); 2) TO DISCLOSE ANY POSSIBLE PERSONAL, FAMILIAL, OR BUSINESS RELATIONSHIP THAT REASONABLY COULD GIVE RISE TO A CONFLICT OF INTEREST OR THE APPEARANCE OF A CONFLICT OF INTEREST; AND 3) TO ACKNOWLEDGE BY HIS OR HER SIGNATURE THAT HE OR SHE IS ACTING IN ACCORDANCE WITH THE LETTER AND SPIRIT OF THE POLICY. THE COMPLETED FORMS ARE REVIEWED BY THE MYMICHIGAN HEALTH SECRETARY AND FILED FOR REFERENCE AS NEEDED. A LISTING OF ANY CONFLICTS ARE PROVIDED TO THE BOARD CHAIR, VICE CHAIR, AND PRESIDENT OF THE ORGANIZATION. VOTING BOARD MEMBERS WITH CONFLICTS ON SPECIFIC ISSUES MAY BE ASKED TO LEAVE THE MEETING DURING DISCUSSIONS AND AT A MINIMUM ARE REQUIRED TO ABSTAIN FROM VOTING ON ANY ISSUE IN WHICH THEY ARE NOT INDEPENDENT. FORM 990, PART VI, SECTION B, LINE 15 ALL CEOS AND OPERATING OFFICERS COMPENSATION IS ANNUALLY REVIEWED BY AN INDEPENDENT COMPENSATION CONSULTANT FOR REASONABLENESS AND APPROVED BY THE COMPENSATION COMMITTEE OF MYMICHIGAN HEALTH. THE COMPENSATION IS THEN REVIEWED BY THE ORGANIZATION'S BOARD OF DIRECTORS (OR SUBCOMMITTEE THEREOF). ALL OFFICERS AND KEY EMPLOYEE COMPENSATION (INCLUDING PHYSICIANS) IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE OF MYMICHIGAN HEALTH FOR ADHERENCE TO CORPORATE POLICIES. FOR DETAILED INFORMATION ON COMPENSATION, PLEASE SEE SCHEDULE J. FORM 990, PART VI, SECTION C, LINE 19 ALL DOCUMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART VII MEMBERS OF THE MYMICHIGAN HEALTH CORPORATE BOARD RECEIVE AN ANNUAL RETAINER PAID IN JANUARY OF $3,600 AND $200 FOR EACH MEETING ATTENDED EITHER IN PERSON OR REMOTELY. THEY ARE CONSIDERED TO WORK AN AVERAGE OF 2 HOURS A WEEK ON BOARD-RELATED MATTERS. ALL OTHER INDIVIDUALS WITH REPORTABLE COMPENSATION ARE PAID BY EITHER THE REPORTING ORGANIZATION OR A RELATED ORGANIZATION FOR SERVICES RELATED TO A PART-TIME OR FULL-TIME POSITION. AVERAGE HOURS PER WEEK FOR THOSE WITH REPORTABLE COMPENSATION ARE RELATED TO THE AFOREMENTIONED POSITIONS. THOSE PERSONS WITH FULL-TIME POSITIONS ARE ESTIMATED TO WORK AN AVERAGE OF 50 HOURS A WEEK. FORM 990, PART IX, LINE 11G PURCHASED/CONTRACT SERVICES: PROGRAM SERVICE EXPENSES 22,549,805. MANAGEMENT AND GENERAL EXPENSES 1,196,335. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 23,746,140. ASSOCIATION DUES & OTHER FEES: PROGRAM SERVICE EXPENSES 5,245,295. MANAGEMENT AND GENERAL EXPENSES 5,241,496. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,486,791. FORM 990, PART XI, LINE 9: PENSION -30,376,224. BOOK TAX DIFFERENCE FROM MHN K-1 256,231. BOOK TAX DIFFERENCE FROM ISOMM K-1 -39,156. PENSION SETTLEMENT -5,258,345. UMH EXIT FEE -92,500,000. TRANSFER OF NET ASSETS FROM RELATED 501(C)(3)- MYMICHIGAN HEALTH FOUNDATION 13,589. MYMICHIGAN COLLABORATIVE CARE ORG 4000 WELLNESS DR MIDLAND MI 48670 460548987 SUPPORT MI 65962 1797136 MYMICHIGAN HEALTH MYMICHIGAN MEDICAL CENTER MIDLAND 4000 WELLNESS DR MIDLAND MI 48670 380833014 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL CENTER ALMA 300 E WARWICK DR ALMA MI 48801 381437919 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL CENTER CLARE 703 N MCEWAN ST CLARE MI 48617 381518643 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL CENTER GLADWIN 515 QUARTER ST GLADWIN MI 48624 386020434 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL CENTER ALPENA 1501 W CHISHOLM ST ALPENA MI 49707 386000029 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN HOME CARE 3007 N SAGINAW RD MIDLAND MI 48640 381459397 HOME CARE MI 501(C)(3) LINE 10 MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL GROUP 2620 W SUGNET RD MIDLAND MI 48640 383317788 MEDICAL OFFICE MI 501(C)(3) LINE 12A, I MYMICHIGAN HEALTH 1 MYMICHIGAN HEALTH FOUNDATION 4000 WELLNESS DR MIDLAND MI 48670 812813405 FOUNDATION MI 501(C)(3) LINE 12A, I MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL CENTER WEST BRANCH 2463 S M-30 WEST BRANCH MI 48661 464088182 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN MEDICAL CENTER SAULT 500 OSBORN BOULEVARD SAULT STE MARIE MI 49783 382602147 HOSPITAL MI 501(C)(3) LINE 3 MYMICHIGAN HEALTH 1 MYMICHIGAN HEALTH PAIN MANAGEMENT 2463 SOUTH M-30 WEST BRANCH MI 48661 834186622 HEALTHCARE PAIN MANAGEMENT MI N/A 0 0 ISOMM 211 S CRAPO ST STE H MT PLEASANT MI 48858 270867311 MRI SERVICES MI MYMICHIGAN HEALTH UNRELATED 39156 270394 0 2076 0 0.51000 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 MYMICHIGAN MEDICAL CENTER SAULT B 20843771 COST MYMICHIGAN MEDICAL GROUP P 492450 COST MYMICHIGAN MEDICAL CENTER MIDLAND P 100604 COST MYMICHIGAN MEDICAL CENTER CLARE P 54482 COST MYMICHIGAN MEDICAL CENTER GLADWIN P 51989 COST MYMICHIGAN MEDICAL CENTER MIDLAND Q 50463332 COST MYMICHIGAN MEDICAL CENTER ALMA Q 11082618 COST MYMICHIGAN MEDICAL CENTER ALPENA Q 17377948 COST MYMICHIGAN MEDICAL CENTER CLARE Q 4539103 COST MYMICHIGAN MEDICAL CENTER GLADWIN Q 4042634 COST MYMICHIGAN MEDICAL CENTER WEST BRANCH Q 4831756 COST MYMICHIGAN HOME CARE Q 793727 COST MYMICHIGAN MEDICAL GROUP Q 3252208 COST MYMICHIGAN HEALTH PAIN MANAGEMENT Q 115000 COST MYMICHIGAN HEALTH FOUNDATION Q 237099 COST