2024-11-12T11:35:32-06:00 2023-12-31 ERNST & YOUNG US LLP 560 MISSION ST STE 1600 SAN FRANCISCO CA 94105 990 2023-01-01 680217870 SUTTER DAVIS HOSPITAL FOUNDATION % KENNETH YOUNG SUTT 9162866665 C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 Antoinette Vojtech Dir. Of Philanthropy 9162866665 2024-11-04 true true Eva Nitta P01286320 4158948000 2023 2024-10-15 13:58:12Z Antoinette Vojtech C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 694788 false X WWW.SUTTERHEALTH.ORG X 1990 CA SEE SCHEDULE O 7 6 0 7 0 0 501089 134682 437801 496814 35593 63292 -633 0 973850 694788 294050 138316 0 0 255332 288266 0 0 0 571304 493165 1120686 919747 -146836 -224959 3335620 3277727 14257 84710 3321363 3193017 X SEE SCHEDULE O false false 600884 138316 496814 SEE SCHEDULE O 600884 true true false false false false false false false true false false false false true true false true false false false false false false false false false true false true false false false false false false false false false false false false false true true true false false true X 0 0 0 false false false false false false false false false false false false X 7 6 false false false false true true true true true false false false true true true true true true true false CA X KENNETH YOUNG 9162866665 2300 RIVER PLAZA DRIVE SACRAMENTO CA 95833 X Raya Elias-Petros Chief Philanthropy Officer-SH 0.0 40.0 X 0 700502 68027 Tim Noakes CFO Hospital SMCS 1.0 40.0 X 0 641427 56291 Alison Sadler SH VP, Philan. Ind. giving 0.0 40.0 X 0 567539 59199 Ronnie Yamanaka CFO, Sacramento Market 0.0 40.0 X 0 562761 55671 Tammy Powers CEO, SRMC 1.0 40.0 X 0 522693 67958 Michael Cureton CEO, SAH & SDH 1.0 40.0 X 0 450425 75658 Jodi Davis Frmr Chief Philanthropy Off. 0.0 40.0 X 0 317861 5278 Lisa Hume Director of Philanthropy 2.0 40.0 X X 0 269876 19395 Ron Brown Trustee/Vice-Chair 2.0 0.0 X X 0 0 0 Camille Chan Trustee 1.0 0.0 X 0 0 0 Vanessa Errecarte Trustee/Chair 2.0 0.0 X X 0 0 0 Richard P Luna TRUSTEE 1.0 0.0 X 0 0 0 Michael Newell TRUSTEE/Secretary 2.0 0.0 X X 0 0 0 Lea Rosenberg trustee 1.0 0.0 X 0 0 0 Rebecca Smith TRUSTEE 1.0 0.0 X 0 0 0 0 4033084 407477 0 true true false 0 125 134557 4292 134682 HOSPITAL SUPPORT 561990 496814 496814 496814 59933 59933 0 0 0 0 0 3359 3359 3359 3359 0 0 0 0 0 0 0 0 0 0 694788 496814 63292 X 138316 138316 0 0 0 0 0 178500 105315 73185 0 109766 54883 54883 0 0 0 0 0 0 2887 2887 0 0 12450 12450 0 0 0 113 113 0 0 0 0 0 1940 1940 EXCHANGE TRANSACTION 281496 281496 SUTTER CHARGEBACKS 170540 170540 AREA ALLOCATION 23054 7626 15428 DONOR CULTIVATION 685 685 919747 600884 318863 0 0 0 640453 668337 782299 556475 0 0 0 0 0 0 0 0 0 0 0 1626 0 0 1912868 2051289 0 0 0 0 0 0 0 0 3335620 3277727 13692 84100 0 0 0 0 0 0 0 0 0 0 0 0 0 0 565 610 14257 84710 X 731430 833067 2589933 2359950 3321363 3193017 3335620 3277727 X -224959 90424 6189 X false true X true false X 1681731 807567 839454 501089 134682 3964523 0 0 1681731 807567 839454 501089 134682 3964523 714773 3249750 43371 53164 24848 28330 59933 209646 0 0 4174169 2719397 0.77854 0.78407 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 666835 58304 7977 717162 703569 -32753 3981 666835 639405 10504 57750 4090 703569 582143 499 66300 9537 639405 546518 759 43854 8988 582143 0.24900 0.35400 0.39700 false false 0 INSURANCE LIABILITIES 610 610 X SCHEDULE D, PART V, LINE 4 ENDOWMENT FUNDS INTENDED USE: THE ENDOWMENTS ARE TO SUPPORT THE MISSION OF SUTTER DAVIS HOSPITAL. THE BOARD DESIGNATED A-TEAM/MANAGERS EDUCATION ENDOWMENT SUPPORTS A-TEAM LEADERSHIP DEVELOPMENT. THE SDHF COLBY ENDOWMENT FUND PROVIDES EQUIPMENT, PATIENT AND STAFF EDUCATION, AND DEPARTMENTAL IMPROVEMENTS. THE SDHF MJ JOHNSTON ENDOWMENT FUND SUPPORTS NURSING AND MEDICAL STAFF EDUCATION. SCHEDULE D, PART X, LINE 2 ASC 740 FOOTNOTE FROM AUDIT: THIS ORGANIZATION WAS PART OF A CONSOLIDATED FINANCIAL SYSTEM AUDIT. THE ASC 740 AUDIT FOOTNOTE DISCLOSURE FOR THE SUTTER SYSTEM IS AS FOLLOWS: SUTTER HEALTH AND MANY AFFILIATES HAVE BEEN DETERMINED TO BE EXEMPT ORGANIZATIONS BY THE INTERNAL REVENUE SERVICE AND THE CALIFORNIA FRANCHISE TAX BOARD AND GENERALLY ARE NOT SUBJECT TO TAXES ON INCOME. CERTAIN ACTIVITIES OF SUTTER ARE SUBJECT TO INCOME TAXES; HOWEVER, SUCH ACTIVITIES ARE NOT SIGNIFICANT TO THE CONSOLIDATED FINANCIAL STATEMENTS. WITH RESPECT TO ITS TAXABLE ACTIVITIES, SUTTER RECORDS INCOME TAXES USING THE LIABILITY METHOD, UNDER WHICH DEFERRED TAX ASSETS AND LIABILITIES ARE DETERMINED BASED ON THE DIFFERENCES BETWEEN THE FINANCIAL ACCOUNTING AND TAX BASIS OF ASSETS AND LIABILITIES. DEFERRED TAX ASSETS OR LIABILITIES AT THE END OF EACH PERIOD ARE DETERMINED USING THE CURRENTLY ENACTED TAX RATE EXPECTED TO APPLY TO TAXABLE INCOME IN THE PERIODS THAT THE DEFERRED TAX ASSET OR LIABILITY IS EXPECTED TO BE REALIZED OR SETTLED. SUTTER RECOGNIZES THE TAX BENEFIT FROM UNCERTAIN TAX POSITIONS, ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITIONS WILL BE SUSTAINED ON EXAMINATION BY THE TAX AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFIT IS MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE STATUTE OF LIMITATIONS FOR TAX YEARS 2020 THROUGH 2022 REMAINS OPEN IN U.S. TAX JURISDICTIONS IN WHICH SUTTER AND ITS AFFILIATES ARE SUBJECT TO TAXATION. SUTTER RECOGNIZES INTEREST AND PENALTIES RELATED TO INCOME TAX MATTERS IN OPERATING EXPENSES. THERE WERE NO SUCH UNCERTAIN TAX POSITIONS RECOGNIZED FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022. true SUTTER VALLEY HOSPITALS C/O SH TAX 2200 RIVER PLAZA DR SACRAMENTO CA 95833 941156621 501(c)(3) 138316 PROGRAM SUPPORT 1 0 SCHEDULE I, PART I, LINE 2 PROCEDURE FOR MONITORING USE OF GRANT FUNDS: 1. Various departments of the hospital request funding from the foundation. 2. Foundation reviews and approves the hospital's request. 3. The approval is sent to the requesting department. 4. The requesting department provides the foundation support materials that substantiate the costs incurred. 5. Foundation reviews support materials and releases the funds. false true false false false false false true false Raya Elias-Petros Chief Philanthropy Officer-SH 0 521300 0 130079 0 49123 0 34564 0 33463 0 768529 0 29990 Tim Noakes CFO Hospital SMCS 0 455675 0 151155 0 34597 0 31464 0 24827 0 697718 0 22802 Alison Sadler SH VP, Philan. Ind. giving 0 387394 0 136552 0 43593 0 34864 0 24335 0 626738 0 36940 Ronnie Yamanaka CFO, Sacramento Market 0 422721 0 100917 0 39123 0 31764 0 23907 0 618432 0 33562 Tammy Powers CEO, SRMC 0 394289 0 103200 0 25204 0 36464 0 31494 0 590651 0 16754 Michael Cureton CEO, SAH & SDH 0 358829 0 87307 0 4289 0 44464 0 31194 0 526083 0 0 Jodi Davis Frmr Chief Philanthropy Off. 0 13538 0 226971 0 77352 0 2656 0 2622 0 323139 0 0 Lisa Hume Director of Philanthropy 0 235516 0 32464 0 1896 0 2758 0 16637 0 289271 0 0 SCHEDULE J, PART I, LINE 3 SUPPLEMENTAL COMPENSATION INFORMATION: THE COMPENSATION FOR THE POSITION OF EXECUTIVE DIRECTOR/TOP MANAGEMENT OFFICIAL IS DETERMINED THROUGH A QUANTITATIVE POINT FACTOR REVIEW OF THE KNOW-HOW, PROBLEM SOLVING, AND ACCOUNTABILITY ASSOCIATED WITH A GIVEN POSITION AS IDENTIFIED IN THE DETAILED POSITION DESCRIPTION. ADDITIONALLY, ALL APPLICABLE MARKET SALARY SURVEY DATA IS REVIEWED TO ENSURE THE POSITION IS BOTH INTERNALLY EQUITABLE AND EXTERNALLY COMPETITIVE/MARKET APPROPRIATE. SEE SCHEDULE O NARRATIVE FOR PART VI, LINE 15 FOR A FULL DESCRIPTION OF THE COMPENSATION APPROVAL PROCESS COMPLETED BY SUTTER HEALTH. SCHEDULE J, PART I, LINE 4B NONQUALIFIED RETIREMENT PLAN: CERTAIN INDIVIDUALS PAID BY SUTTER HEALTH PARTICIPATE IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN. THE PURPOSE OF THE NONQUALIFIED RETIREMENT PLAN IS TO PROVIDE SUTTER HEALTH EXECUTIVES WITH A COMPETITIVE RETIREMENT BENEFIT CONSISTENT WITH SUTTER HEALTH'S OVERALL COMPENSATION PHILOSOPHY FOR ALL EMPLOYEES. CONTRIBUTIONS ARE DESIGNED TAKING INTO CONSIDERATION LOST RETIREMENT BENEFITS THAT WOULD OTHERWISE BE OBTAINED THROUGH THE QUALIFIED PENSION PLAN. SUTTER'S PLANS ARE DESIGNED CONSISTENT WITH COMPETITIVE INDUSTRY PRACTICES. THE RETIREMENT PLAN FOR SUTTER HEALTH EMPLOYEES IS A COMBINATION OF 403(B) EMPLOYER MATCH CONTRIBUTIONS AND QUALIFIED PENSION PLAN BENEFITS. SUTTER HEALTH EXECUTIVES ARE GENERALLY INELIGIBLE FOR EMPLOYER MATCH CONTRIBUTIONS. TO ENSURE A COMPETITIVE RETIREMENT BENEFIT, SUTTER HEALTH MAKES AN ANNUAL CONTRIBUTION TO A NON-QUALIFIED 457(F) PLAN FOR ITS EXECUTIVES. THE FORMULA PROVIDES 6% TO 12% OF BASE SALARY PLUS ANNUAL INCENTIVE AWARD (COMMENSURATE WITH MANAGEMENT LEVEL). CONTRIBUTIONS ARE ALSO MADE FOR A SMALL GROUP OF SENIOR LEVEL EXECUTIVES WHOSE ESTIMATED RETIREMENT BENEFIT (SOCIAL SECURITY PLUS QUALIFIED PLAN BENEFITS PLUS 457(F)) FALLS BELOW 50% - 65% OF FINAL 4-YEAR AVERAGE BASE SALARY WHEN RETIRING AT AGE 65 WITH 22.5 YEARS OF SERVICE. TARGET BENEFIT LEVELS ARE DISCOUNTED FOR YEARS OF SERVICE LESS THAN 22.5 AT AGE 65. UNLIKE SUTTER HEALTH'S QUALIFIED PENSION PLAN WHERE EMPLOYEE BENEFITS ARE GUARANTEED (I.E., A DEFINED BENEFIT), SUTTER'S NON-QUALIFIED PLAN BENEFITS ARE NOT GUARANTEED BY SUTTER HEALTH. INVESTMENT RISK IS BORNE BY PARTICIPANTS AND BENEFITS ARE NOT PROTECTED SHOULD SUTTER HEALTH BECOME INSOLVENT. SCHEDULE J, PART I, LINE 7 NON-FIXED PAYMENTS: SPOT AWARDS ARE INFREQUENTLY USED TO REWARD EMPLOYEES. THERE ARE NO SPECIFIC GUIDELINES FOR THE AMOUNT OF THE SPOT AWARD. AVERAGE AMOUNT OF SPOT AWARDS TEND TO NOT EXCEED 5% TO 15% OF GROSS ANNUAL SALARY. ANNUAL INCENTIVE PLAN (AIP): THE PURPOSE OF THE PLAN IS TO FOCUS EXECUTIVES ON SPECIFIC, SHORTER-TERM GOALS THAT ARE CRITICAL TO THE ACHIEVEMENT OF AFFILIATE, OPERATING UNIT AND SYSTEM-WIDE OBJECTIVES THAT DRIVE OVERALL ORGANIZATION PERFORMANCE. LONG TERM PERFORMANCE PLANS SUTTER HEALTH ALSO EMPLOYS LONG TERM PERFORMANCE PLANS WHICH ARE DESIGNED TO FOCUS ON LONGER TERM STRATEGIC OBJECTIVES OF THE ORGANIZATION. SUTTER'S LONG TERM PERFORMANCE PLAN APPROACH IS A COMBINATION OF BOTH LONGER TERM MEASURES OF ORGANIZATION SUCCESS AND KEY ORGANIZATION STRATEGIES WHICH REQUIRE THE COMBINED EFFORT OF ALL LEADERSHIP TO ACHIEVE SUCCESS. SUTTER USES A COMMON FATE APPROACH IN THAT ALL LONG TERM PERFORMANCE PLAN PARTICIPANTS ARE MEASURED AGAINST THE SAME, ORGANIZATION-WIDE CRITERIA VS. INDIVIDUAL EFFORTS. THIS FOSTERS A COMMON PURPOSE ACROSS LEADERSHIP AND A SHARED SENSE OF ACCOUNTABILITY FOR THE OVERALL SUCCESS OF SUTTER HEALTH. IN ALL CASES, THE COMPENSATION COMMITTEE OF THE BOARD DETERMINES ACHIEVEMENT OF ORGANIZATION GOALS AND MAKES FINAL AWARD DETERMINATION WHICH MAY RESULT IN A REDUCTION OF AWARD IF APPROPRIATE. ALL SENIOR EXECUTIVE AWARDS ARE REVIEWED FOR COMPENSATION REASONABLENESS AND APPROVED PRIOR TO PAYMENT BY THE COMPENSATION COMMITTEE. FORM 990, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT: MISSION: CARING FOR OUR PATIENTS FIRST AND OUR PEOPLE ALWAYS. VISION: TO BE THE MOST COMPREHENSIVE, INTEGRATED AND CONNECTED HEALTH SYSTEM FOR GETTING AND STAYING WELL. VALUES: EXCELLENCE - We deliver high-quality, equitable care and take on the toughest challenges. CURIOSITY - We are constantly learning and creating new ways to advance healthcare. TEAMWORK - We collaborate with humility and solve for ONE Sutter. COMPASSION - We show empathy and understanding in every personal interaction. INCLUSION - We respect our differences and similarities, and cultivate a sense of belonging. INTEGRITY - We earn trust by doing the right thing and delivering on our commitments. FORM 990, PART III, LINE 4A Program Service Accomplishments: Through philanthropy, Sutter Health is able to practice the most innovative, technologically-advanced medicine possible and meet the critical health care demands of our time. In 2023, Sutter Davis Medical Foundation provided over $410,000 in philanthropic gifts to support programs, services, and equipment to ensure the highest level of excellence in patient care. The list below highlights our allocation of gifts. The allocated funds went to the following programs, services, and equipment: . Blue Light Video System . Family Birth Center EKG Fetal Monitors . Mobile MRI Patient Monitoring Equipment . Music Therapy . Staff Education . Volunteer Education Donor support helped heal members of the community by bringing new innovations that allowed us to provide the highest-quality health care, services and technologies close to home. With donor contributions, we were able to purchase leading-edge equipment, launch and continue programs that supported critical needs in our communities, help our physicians and staff save lives and fulfill our not-for-profit mission. FORM 990, PART V, LINE 2A and PART IX, LINE 7 EMPLOYEE SUPPLEMENTAL INFORMATION: SUTTER DAVIS HOSPITAL FOUNDATION DOES NOT HAVE EMPLOYEES BUT SHARES THE COSTS OF PERSONNEL, SERVICES, FACILITIES AND EXPENSES WITH ITS PARENTS: SUTTER HEALTH AND SUTTER VALLEY HOSPITALS. FORM 990, PART VI, LINE 6, 7A CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS: SUTTER VALLEY HOSPITALS, AS THE SOLE MEMBER OF THE ORGANIZATION, IS ENTITLED TO EXERCISE FULLY ALL RIGHTS AND PRIVILEGES OF MEMBERS OF NONPROFIT CORPORATIONS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW, AND ALL OTHER APPLICABLE LAWS. THE MEMBER HAS THE RIGHTS AND POWERS TO APPOINT (AND REMOVE) MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS, SUBJECT TO THE PROVISION OF THE BYLAWS. FORM 990, PART VI, LINE 7B CLASSES OF PERSONS, DECISIONS REQUIRING APPROVAL & TYPE OF VOTING RIGHTS: SUTTER VALLEY HOSPITALS AS THE SOLE MEMBER OF THE ORGANIZATION IS ENTITLED TO EXERCISE FULLY ALL RIGHTS AND PRIVILEGES OF MEMBERS OF NONPROFIT CORPORATIONS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW, AND ALL OTHER APPLICABLE LAWS. THE MEMBER HAS THE RIGHTS AND POWERS TO APPOINT (AND REMOVE) MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS, SUBJECT TO THE PROVISIONS OF THE BYLAWS. IN ADDITION, THE MEMBER HAS THE RIGHT TO APPROVE THE FOLLOWING ACTIONS OF THE CORPORATION'S BOARD OF DIRECTORS. A. MERGER, CONSOLIDATION, REORGANIZATION, OR DISSOLUTION OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; B. AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION OR THE BYLAWS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; C. ADOPTION OF OPERATING BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY, INCLUDING CONSOLIDATED OR COMBINED BUDGETS OF THE CORPORATION AND ALL SUBSIDIARY ORGANIZATION OF THE CORPORATION; D. ADOPTION OF CAPITAL BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; E. Aggregate operating or capital expenditures that either exceed previously approved operating or capital budgets, or are unbudgeted, if the amount in excess or the unbudgeted expenditure is higher than the signature authority of the President of the General Member; F. Long-term or material agreements of the Corporation or any subsidiary or affiliate entity including, but not limited to, borrowings, equity financings, capitalized leases and installment contracts; and purchase, sale, lease, disposition, hypothecation, exchange, gift, pledge, or encumbrance of any asset, real or personal, with a fair market value in excess of the signature authority of the President of the General Member; G. Appointment of an independent auditor by the Corporation or any subsidiary or affiliate entity; H. The hiring of independent counsel by the Corporation or any subsidiary or affiliate entity, unless at least two-thirds (2/3) of the Board in office on the day of a vote determine that a material conflict of interest exists between the Corporation and the General Member and, therefore, the Board must engage independent counsel to assist in exercising the Board's fiduciary duties. To preserve the independence of counsel retained pursuant to this provision, the General Member shall not claim that any communication between such independent counsel and any person acting on behalf of the Corporation, even if that person is also an employee, officer or agent of the General Member, constitutes a waiver of the attorney-client privilege or work- product protection; I. The creation or acquisition of any subsidiary or affiliate entity. J. Contracting with any third party for all or substantially all of the management of the assets or operations of the Corporation or any subsidiary or affiliate entity; K. Approval of business plans to develop major programs and clinical services of the Corporation or any subsidiary or affiliate entity. L. Approval of strategic plans of the Corporation or any subsidiary or affiliate entity; M. Adoption of quality improvement policies not in conformity with policies established by the General Member; N. Any self-dealing transaction between a Trustee of the Corporation and the Corporation or a subsidiary of the Corporation; or O. Rehiring, contracting with, or otherwise compensating a Sutter Health Executive, or any officer or member of management of the Corporation, its General Member, or any subsidiary or affiliate entity after their employment has ended. FORM 990, PART VI, LINE 11B PROCESS USED BY MANAGEMENT AND/OR GOVERNING BODY TO REVIEW FORM 990: SUTTER HEALTH HAS A CENTRALIZED TAX DEPARTMENT RESPONSIBLE FOR THE PREPARATION OF THE FORM 990. ANNUALLY THE TAX DEPARTMENT PROVIDES TRAINING AND EDUCATION TO AFFILIATE PERSONNEL WHO ASSIST THE TAX DEPARTMENT IN COLLECTING AND REVIEWING DATA TO BE REPORTED ON THE FORM 990. THE PREPARATION MATERIAL IS REVIEWED BY VARIOUS DEPARTMENTS INCLUDING TAX, FINANCE, LEGAL, AND HUMAN RESOURCES. A NATIONAL ACCOUNTING FIRM PREPARES AND/OR REVIEWS THE RETURN. A COMPLETED RETURN IS THEN REVIEWED BY THE TAX DEPARTMENT, AND THE AFFILIATE BEFORE THE RETURN IS FILED. FORM 990, PART VI, LINE 12 PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST: EMPLOYEES ARE EDUCATED ON THE CONFLICT OF INTEREST POLICY AND THE NEED TO MAKE DISCLOSURE AS PART OF ANNUAL COMPLIANCE EDUCATION. IN ADDITION, ANNUALLY A DISCLOSURE STATEMENT IS COMPLETED BY ALL DIRECTORS, OFFICERS AND KEY EMPLOYEES. ON THIS STATEMENT THE INDIVIDUAL WILL LIST A WIDE RANGE OF INFORMATION WHICH INCLUDES BUSINESS RELATIONSHIPS, EMPLOYMENT RELATIONSHIPS, PROPERTY INTERESTS, AND THOSE OF RELATED PARTIES. IF THERE IS A POTENTIAL CONFLICT OF INTEREST RELATED TO A PARTICULAR TRANSACTION, THE INTERESTED INDIVIDUAL MUST DISCLOSE THE EXISTENCE AND NATURE OF THE RELATIONSHIP. THE BOARD CHAIR MAY APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE THE CONFLICT. THE BOARD MAY CONSULT WITH THE OFFICE OF THE GENERAL COUNSEL AS NECESSARY. UNTIL THE POTENTIAL CONFLICT IS RESOLVED, THE BOARD CHAIR (OR COMMITTEE CHAIR AS APPLICABLE) MAY REQUEST THE INDIVIDUAL TO NOT PARTICIPATE DURING RELATED PRESENTATIONS AND DISCUSSIONS. IN ALL CIRCUMSTANCES INVOLVING AN ACTUAL CONFLICT, THE INTERESTED INDIVIDUAL SHALL LEAVE THE ROOM PRIOR TO THE BOARD'S FINAL DISCUSSION AND VOTE. FORM 990, PART VI, LINE 15A PROCESS FOR DETERMINING TOP MANAGEMENT OFFICIAL COMPENSATION: THE COMPENSATION FOR THE POSITION OF THE TOP MANAGEMENT OFFICIAL IS DETERMINED THROUGH A QUANTITATIVE REVIEW OF PEER EQUITY DATA AND APPLICABLE NATIONAL MARKET SALARY SURVEY DATA REGRESSED TO ENTITY OPERATING REVENUE SIZE TO ENSURE THE POSITION IS BOTH INTERNALLY EQUITABLE AND EXTERNALLY COMPETITIVE/MARKET APPROPRIATE. THE COMPENSATION COMMITTEE OF SUTTER HEALTH ANNUALLY REVIEWS AND APPROVES COMPENSATION, AND SUCH APPROVAL IS RECORDED IN THE MINUTES OF SUTTER HEALTH. THE 2023 EXECUTIVE COMPENSATION APPROVAL WAS COMPLETED IN MAY 2023. FORM 990, PART VI, LINE 15B PROCESS FOR DETERMINING OTHER OFFICERS OR KEY EMPLOYEE COMPENSATION: FOR SUTTER HEALTH EMPLOYEES THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ASSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE INDEPENDENT DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. TO ENSURE EXTERNAL COMPETITIVENESS, NATIONAL COMPENSATION DATA COMPARISONS ARE REVIEWED. COMPETITIVE ANALYSIS INCLUDES: (A) BASE SALARY, (B) TOTAL CASH (BASE SALARY + ANNUAL INCENTIVE), (C) TOTAL DIRECT CASH (BASE SALARY + ANNUAL INCENTIVE + LONG TERM INCENTIVE) AND (D) TOTAL REMUNERATION (BASE SALARY + ANNUAL INCENTIVE + BENEFITS AND LONG TERM INCENTIVE). FOR THE MOST SENIOR EXECUTIVE POSITIONS, NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH ARE MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. CONVERSELY, BECAUSE UNDERLYING COMPENSATION STRUCTURE IN THE SAN FRANCISCO BAY AREA IS HIGHER THAN NATIONAL DATA, REGIONAL PAY ADJUSTMENTS MAY BE MADE. COMPENSATION FOR OFFICERS AND KEY EMPLOYEES OF THIS ORGANIZATION UNDERGO A REVIEW AND COMPENSATION COMMITTEE APPROVAL ANNUALLY, AND SUCH APPROVAL IS RECORDED IN THE MINUTES. THE 2023 EXECUTIVE COMPENSATION APPROVAL WAS COMPLETED IN MAY 2023. FORM 990, PART VI, LINE 19 AVAILABILITY OF GOVERNING DOCUMENTS, COI POLICY, & FINANCIAL STATEMENTS: THE SUTTER HEALTH SYSTEM POSTS ITS CURRENT AND PAST AUDITED FINANCIAL STATEMENTS AT SUTTERHEALTH.ORG. OTHER DOCUMENTS ARE ALSO LOCATED AT THIS WEBSITE INCLUDING THE ANNUAL REPORT, MISSION STATEMENT, HISTORY, AND LINKS TO AFFILIATE WEBSITES. THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT AVAILABLE TO THE PUBLIC AT THIS TIME. FORM 990, PART VII, SECTION A COMPENSATION OF BOARD MEMBERS: BOARD MEMBERS OF THE ORGANIZATION WHO RECEIVED COMPENSATION WERE PAID FOR OTHER SERVICES PROVIDED TO RELATED ENTITIES. THEY RECEIVED NO COMPENSATION FOR THEIR SERVICE AS A BOARD MEMBER OF THIS ORGANIZATION. COMMON LAW EMPLOYEES: INDIVIDUALS LISTED AS OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION THAT ARE PAID FULLTIME BY A RELATED ORGANIZATION ARE COMMON LAW EMPLOYEES OF SUTTER HEALTH, A SEPARATE LEGAL ENTITY. IT IS THE INTENTION OF SUTTER HEALTH AND THE FILING ORGANIZATION TO MAKE INFORMATION ACCESSIBLE AND TRANSPARENT, REPORTING THOSE SUTTER HEALTH EMPLOYEES WHO HAVE OFFICER AND KEY EMPLOYEE RESPONSIBILITIES TO THE FILING ORGANIZATION. FORM 990, PART XI, LINE 9 OTHER CHANGES IN FUND BALANCE: CHANGE IN SPLIT INTEREST: $6,189 California Pacific Medical Center Found c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 942728423 Fundraising CA 501(c)(3) 7 Sutter BH true East Bay Perinatal Center C/O SH Tax 2200 River Plaza Dr SACRAMENTO CA 95833 510172285 Healthcare CA 501(c)(3) 3 Sutter BH true Memorial Hospital Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 942290244 Fundraising CA 501(c)(3) 12A-I Sutter VH true Mills-Peninsula Hospital Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 237288765 Fundraising CA 501(c)(3) 7 Sutter BH true Sutter Bay Medical Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 941156581 Healthcare CA 501(c)(3) 3 Sutter Hlth true Sutter Auburn Faith Hospital Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 942594966 Fundraising CA 501(c)(3) 7 SUTTER VH true Sutter Coast Hospital c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 942988520 Hospital CA 501(c)(3) 3 Sutter Hlth true Sutter Health 2200 River Plaza Dr Sacramento CA 95833 942788907 Support. Org. CA 501(c)(3) 12C-III-FI NA false Sutter Health Pacific 91-2301 Fort Weaver Road Ewa Beach HI 96706 990298651 Hospital CA 501(c)(3) 3 Sutter Hlth true Sutter Health Plan c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 461183948 Health Plan CA 501(c)(4) n/A Sutter Hlth true Sutter Valley Hospitals c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 941156621 Hospital CA 501(c)(3) 3 Sutter Hlth true Sutter Insurance Services Corporation 745 Fort St Suite 1100 Honolulu HI 96813 990289310 Insur. Svcs. HI 501(c)(3) 12C-III-FI Sutter Hlth true Sutter Medical Center Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 942788906 Fundraising CA 501(c)(3) 7 Sutter VH true Sutter Valley Medical Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 680273974 Healthcare CA 501(c)(3) 3 Sutter Hlth true Sutter Roseville Medical Center Found c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 680040113 Fundraising CA 501(c)(3) 7 SUTTER VH true Sutter Visiting Nurse Association & Hos c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 946068843 Healthcare CA 501(c)(3) 10 Sutter Hlth true Sutter Bay Hospitals c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 940562680 Hospital CA 501(c)(3) 3 Sutter Hlth true Tracy Hospital Foundation c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 680318845 Fundraising CA 501(c)(3) 12A-I SUTTER VH true Sansum Clinic c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 956419205 Healthcare CA 501(c)(3) 3 Sutter Hlth true Surgery Center of ABSMC 3875 Telegraph Oakland CA 94609 470946086 Patient Care CA N/A California Pacific Adv Imaging PO Box 6102 Novato CA 94948 562311840 Patient Care CA N/A San Francisco Endoscopy Ctr c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 912160588 Patient Care CA N/A Sutter Fairfield Surgery Ctr c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 300233892 Patient Care CA N/A Sutter Amador Surgery Ctr c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 461398093 Patient Care CA N/A Roseville Endoscopy Ctr c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 870710513 Patient Care CA N/A MEMORIAL MED BLDG 1800 COFFEE Rd 76 Modesto CA 95355 770234236 OFFICE RENTAL CA N/A Magnetic Imaging Affiliates LLC 2125 Oak Grove Rd Walnut Creek CA 94598 473696091 Patient Care CA N/A ASC Operators Santa Rosa LLC 2200 RIVER PLAZA DR SACRAMENTO CA 95833 263386169 CARE MANAGEMENT CA N/A Divisadero Holdings LLC C/O SH Tax 2200 River Plaza Dr Sacramento CA 95833 320621050 CARE MANAGEMENT CA N/A PENINSULA ENDOSCOPY CENTER LLC c/o SH Tax 2200 River Plaza Dr Sacramento CA 95833 271905059 PATIENT CARE CA N/A South Placer Surgery Center 8 Medical Plaza Drive Suite 100 Roseville CA 95661 421540694 patient care CA N/A SAC SURG CTR ASSOC 1800 Tribute Road Suite 100 SACRAMENTO CA 95815 680516588 patient care CA N/A FORT SUT SURG CTR 2801 K STREET SACRAMENTO CA 95816 680116391 patient care CA N/A SUT ALHAMBRA SURG 1201 Alhambra Blvd Suite 110 SACRAMENTO CA 95816 631221949 patient care CA N/A AUBURN SURG CTR LP 148 Maple Street Suite F Auburn CA 95603 364123623 patient care CA N/A ASC OPERATORS LLC 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 208970704 CARE MANAGEMENT CA N/A D E SHAW ALL COUNTRY GLOBAL ALPHA PLUS 1166 AVENUE OF THE AMERICAS - 9TH F New York NY 10036 832024364 Investment DE N/A ICG CREDIT OPPORTUNITIES FUND 1A LP 11111 SANTA MONICA BLVD SUITE 2100 Los Angeles CA 90025 825045573 Investment DE N/A ICG CREDIT OPPORTUNITIES FUND 2A LP 11111 SANTA MONICA BLVD SUITE 2100 Los Angeles CA 90025 852303976 Investment DE N/A MAKENA REAL ESTATE II LP 2755 Sand Hill Road Suite 200 Menlo Park CA 94025 981298071 Investment CJ N/A D E SHAW ALL COUNTRY GLOBAL ALPHA LL 1166 AVENUE OF THE AMERICAS - 9TH F NEW YORK NY 10036 882890454 Investment DE N/A ICG CREDIT OPPORTUNITIES FUND LP 11111 SANTA MONICA BLVD SUITE 2100 LOS ANGELES CA 90025 814220441 Investment DE N/A ICG SPECIAL OPPORTUNITIES FUND I LP 11111 SANTA MONICA BLVD SUITE 2100 LOS ANGELES CA 90025 863196460 Investment DE N/A Makena Strat Opp SH 2755 SAND HILL RD MENLO PK CA 94025 844965838 Investment CA N/A ASC OPTRS - SLO LLC 2200 RIVER PL DR Sacramento CA 95833 272673776 CARE MANAGEMENT CA N/A TAP CMDITYBLDR FUND 257 PARK AVENUE SOUTH SUITE 7 New York NY 10010 274871720 Investment NY N/A NORTHWOOD EUROPE TE FEEDER LP 1819 WAZEE STREET 2ND FLOOR DENVER CO 80202 981272216 HOLDING COMPANY CJ N/A C CORP true SUTTER HEALTH DEFERRED COMP PLANS' TRUST 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 276851989 RABBI TRUST CA N/A TRUST true Wilsop Segregated Portfolio 1 PO box 10008 Willow House Cricket Sq grand cayman CJ KY1-10001 INVESTMENT CJ N/A C CORP true Wilsop Segregated Portfolio 2 PO box 10008 Willow House Cricket Sq grand cayman CJ KY1-10001 INVESTMENT CJ N/A c corp true AQR REAL RETURN OFFSHORE FUND LP 89 NEXUS WAY CAMANA BAY GRAND CAYMAN CJ KY1-9009 980700570 INVESTMENT CJ N/A c corp true BRIGADE LEVERAGED CAPITAL STRUCTURE OFFS ONE NEXUS WAY Willow House Cricket Sq GRAND CAYMAN CT KY1-9005 981020330 Investment CJ N/A C Corp true AQR MULTI-STRATEGY FUND XXIII LP ONE GREENWICH PLAZA STE 130 Greenwich CT 06830 981716386 Investment CJ N/A C Corp true false true false false false false false false false false false true false false true true true false false SUTTER VALLEY HOSPITALS Q 143897 FMV SUTTER VALLEY HOSPITALS B 138316 FMV SUTTER VALLEY HOSPITALS L 496814 FMV