2024-05-10T16:09:45-05:00 2023-06-30 990 2022-07-01 800778181 Memorial Hermann Accountable Care Organization % SYSTEM TAX DEPARTMENT MEMO 7133384552 929 Gessner Rd Suite 1900 Houston TX 77024 Alec King EVP & CFO 7133384552 2024-05-15 Alec King 999009999 2 2022 2023-04-26 12:10:37Z X JAMES J MCCARTHY MD 929 Gessner Rd STE 1900 Houston TX 77024 11446170 false X www.memorialhermann.org/aco/ X 2012 TX Memorial Hermann Accountable Care Organization is dedicated to promoting social welfare by achieving the goal of the Medicare Shared Savings Program. 10 5 0 0 0 0 0 0 34024704 11446170 0 0 0 0 34024704 11446170 0 0 0 0 0 0 0 0 0 35316726 13586602 35316726 13586602 -1292022 -2140432 5746013 150795 3528473 73687 2217540 77108 X MEMORIAL HERMANN ACCOUNTABLE CARE ORGANIZATION (MHACO) IS DEDICATED TO PROMOTING SOCIAL WELFARE BY ACHIEVING THE GOALS OF THE THREE-PART AIM OF THE MEDICARE SHARED SAVINGS PROGRAM: LOWER COST, IMPROVED CARE, AND BETTER HEALTH. MHACO SEEKS TO IMPROVE HEALTH CARE FOR INDIVIDUALS BY (1) INVESTING IN THE PRIMARY CARE PHYSICIANS WHO ARE DIRECTLY ACCOUNTABLE FOR THE PATIENT POPULATION, (2) INVESTING IN TECHNOLOGY INNOVATIONS AND HEALTH CARE PROCESSES MANAGEMENT, POPULATION MANAGEMENT, AND HIGH-RISK PATIENT IDENTIFICATION, AND (3) LOWERING THE GROWTH OF EXPENDITURES BY DRIVING HIGH QUALITY, CONSISTENT CARE THROUGH MHACOS NETWORK OF CARE PROVIDERS, HOSPITALS, AND OTHER HEALTHCARE FACILITIES. AS A RESULT, MHACO IS ADVANCING HEALTH AND SOCIAL WELFARE OF THE COMMUNITY BY SEAMLESSLY BRIDGING CARE DELIVERY, PHYSICIANS AND HEALTH SOLUTIONS. false false 12576548 11446170 At Memorial Hermann, we believe that healthcare providers should be accountable for the care they deliver. Memorial Hermann Accountable Care Organization (MHACO) is committed to delivering high-quality care in a cost-effective manner. In addition to the health system's 17 hospitals, numerous specialty institutes and advanced outpatient facilities, MHACO consists of a network of affiliated physicians that unite independent and employed physicians of every specialty throughout the Houston area in a common commitment to quality and accountability. These physicians practice evidence-based medicine proven to result in better clinical outcomes and shorter hospital stays-as well as cost savings for healthcare consumers. At Memorial Hermann, we're advancing health in our community by seamlessly bridging care delivery, physicians and health solutions. Our hospitals and affiliated physicians utilize information technology and specialized tools to increase care effectiveness and safety while getting patients more engaged in managing their health. Through a process called clinical integration, these healthcare providers share information about patient care with each other. This allows them to deliver care that is more coordinated and therefore, more cost-effective. Each healthcare provider treating a patient receives a more complete picture of that patient's health so physicians and patients can make better, more informed healthcare decisions. In addition to delivering care that leads to shorter hospital stays, MHACO physicians aim to keep patients out of the hospital in the first place. Through the use of preventive medicine and a team-based, proactive approach, MHACO physicians can identify patients at risk of illness before they become ill. For patients with chronic conditions, MHACO offers a full continuum of care that leads to better clinical outcomes and controls healthcare costs. Care Coordination teams focuses efforts on discharge planning and follow-up needs for any patient assigned to the ACO and admitted in a Memorial Hermann hospital as an in-patient. MHACO utilizes data analytics to provide meaningful actionable information to physicians. MHACO's goal is to improve the health of the Greater Houston community through increased access, lower costs, and improved care. According to CMS reports, Memorial Hermann Accountable Care Organization was the top performing MSSP ACO in terms of generated savings for performance years 2013, 2014, 2015, #8 out of 432 in 2016, #11 of 472 in 2017, and #24 of 548 in 2018. 12576548 false false false false false false false false false false false false true false true false 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 true 2 0 true 0 false false false false false false false false false false false false X 10 5 false false false false true true true true true false false true true true true true true false false false X SYSTEM TAX DEPARTMENT 7133384552 929 GESSNER RD STE 1900 Houston TX 77024 David L Callender MD CEO/President 1.0 40.0 X 0 3539897 477530 Deborah Gordon EVP, CAO/CLO 1.0 40.0 X 0 1617976 252924 James McCarthy MD EVP, Chief Physician Executive 1.0 40.0 X X 0 1586711 250785 Alec King EVP, CFO 1.0 40.0 X 0 1388329 237433 Robert McStay SVP, Chief Compliance Officer 1.0 40.0 X 0 557071 96468 J Kevin Giglio MD SVP, Chief Medical Officer 1.0 1.0 X 0 167130 0 Ira Flax MD Director 1.0 1.0 X 0 0 0 Grover Jackson Director 1.0 1.0 X 0 0 0 Ankur Doshi MD Director 1.0 1.0 X 0 0 0 Roland Garcia Jr Director 1.0 1.0 X 0 0 0 John Esquivel Director 1.0 1.0 X 0 0 0 Deborah Cannon Director 1.0 1.0 X 0 0 0 Phillip Chang MD Director 1.0 1.0 X 0 0 0 Chistophe Salcedo MD Director 1.0 1.0 X 0 0 0 Laura Aronson MD Director 1.0 1.0 X 0 0 0 Brian Heaps MD Director 1.0 1.0 X 0 0 0 0 8857114 1315140 0 false true false 0 0 MEDICARE SHARED SAVINGS PROGRAM 620000 -5694359 -5694359 CARE COORDINATION AND MANAGEMENT 620000 17140529 17140529 11446170 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 11446170 11446170 0 X 0 0 0 0 0 0 0 0 0 0 0 693549 693549 71667 71667 0 0 0 13160325 12985579 174746 0 8573 8573 61519 61519 0 0 0 0 0 0 0 0 0 STATE FRANCHISE TAX -416931 -416931 MEMBERSHIPS 7900 7900 13586602 12576548 1010054 0 0 0 0 0 0 0 5696309 500 0 0 0 0 0 0 0 0 49704 0 0 0 0 0 0 0 0 0 0 0 0 150295 5746013 150795 286192 73687 0 0 0 0 0 0 0 0 0 0 0 0 0 0 3242281 0 3528473 73687 X 2217540 77108 0 0 2217540 77108 5746013 150795 -2140432 X X false true X true false INTERCOMPANY RECIEVABLE 150295 150295 0 INTERCOMPANY PAYABLE 0 ACCRUED CARE COORDINATION 0 0 X Form 990 Schedule D Part X Line 2 FOR FISCAL YEARS ENDING JUNE 30, 2023 AND 2022, MEMORIAL HERMANN ACCOUNTABLE CARE ORGANIZATION MANAGEMENT HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION IN THE ACCOMPANYING CONSOLIDATED BALANCE SHEETS. X X X X X false true false false false false false true false James McCarthy MD EVP, Chief Physician Executive 0 777730 0 784146 0 24835 0 223081 0 27704 0 1837496 0 151198 David L Callender MD CEO/President 0 1623035 0 1872998 0 43864 0 464845 0 12685 0 4017427 0 0 Robert McStay SVP, Chief Compliance Officer 0 312311 0 222500 0 22260 0 68439 0 28029 0 653539 0 0 Deborah Gordon EVP, CAO/CLO 0 773062 0 820079 0 24835 0 222672 0 30252 0 1870900 0 188242 Alec King EVP, CFO 0 790362 0 575562 0 22405 0 209771 0 27662 0 1625762 0 0 J Kevin Giglio MD SVP, Chief Medical Officer 0 167130 0 0 0 0 0 0 0 0 0 167130 0 0 Form 990 Schedule J Line 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN: MEMORIAL HERMANN HEALTH SYSTEM SPONSERS TWO SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS; MEMORIAL HERMANN SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP); EXECUTIVE DEFERRED COMPENSATION PLAN (EDCP). THE FOLLOWING INDIVIDUAL(S)PARTICIPATED IN AND/OR RECEIVED PAYMENTS (NOTED IN PARENTHESIS FOR SERP AND EDCP RESPECTIVELY) FROM MEMORIAL HERMANN HEALTH SYSTEM'S SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN DURING THE TAX YEAR: DEBORAH GORDON ($0/$188,242.21) JAMES MCCARTHY MD ($0/$151,198.27) FORM 990 SCHEDULE J PART I LINE 7 MEMORIAL HERMANN HEALTH SYSTEM HAS TWO INCENTIVE PROGRAMS IN WHICH CERTAIN MANAGEMENT INDIVIDUALS MAY PARTICIPATE, THE MANAGEMENT INCENTIVE BONUS AND LONG TERM INCENTIVE PLAN. THE MANAGEMENT INCENTIVE BONUS IS AN ANNUAL INCENTIVE DESIGNED TO ATTRACT AND RETAIN KEY LEADERS AND ESTABLISH GREATER ACCOUNTABILITY AND ALIGNMENT TO BUSINESS PERFORMANCE. PAYMENT AMOUNT TARGETS ARE BASED UPON A PERCENTAGE OF BASE SALARY, DEVELOPED BY INDEPENDENT THIRD PARTY EXPERTS. MEMORIAL HERMANN'S COMPENSATION COMMITTEE AND GOVERNING BOARD HAS FINAL DISCRETION WHETHER TO AWARD AMOUNTS TO INDIVIDUALS AND TO ADJUST THE PAYMENT AT THEIR SOLE DISCRETION. THE LONG TERM INCENTIVE PLAN IS BASED ON A THREE-YEAR PERFORMANCE PLAN, WHICH REWARDS KEY SENIOR LEADERS BY ALIGNING THEIR COMPENSATION TO STRATEGIC INITIATIVES OF MEMORIAL HERMANN. PERFORMANCE TARGETS ARE BASED UPON A PERCENTAGE OF THE INDIVIDUAL'S BASE SALARY AND ARE DEVELOPED BY INDEPENDENT THIRD PARTY EXPERTS USING MARKET COMPETITIVE DATA WITHIN THE GUIDES OF REASONABLENESS. AT THE END OF A THREE-YEAR PERIOD, MEMORIAL HERMANN'S COMPENSATION COMMITTEE REVIEWS PERFORMANCE AGAINST GOALS TO DETERMINE APPROPRIATE PAYOUT. MEMORIAL HERMANN'S COMPENSATION COMMITTEE AND GOVERNING BOARD HAS FINAL DISCRETION WHETHER TO AWARD AMOUNTS TO INDIVIDUALS AND TO ADJUST THE PAYMENT AT THEIR SOLE DISCRETION. Form 990 Part VI Section A Line 6 Memorial Hermann Accountable Care Organization has as its sole member Memorial Hermann Health System. Form 990 Part VI Section A Line 7A THE CORPORATION'S MEMBERS SHALL HAVE SUCH POWERS, EXERCISE SUCH RIGHTS AND PERFORM SUCH DUTIES AS MEMBERS OF THE CORPORATION AS MAY BE REQUIRED BY APPLICABLE LAW OR BY EXPRESS PROVISION OF THE CERTIFICATE OF FORMATION OR ITS BYLAWS, AND THE MEMBERS SHALL HAVE NO OTHER POWERS, RIGHTS, OR DUTIES. THE MEMBERS SHALL ELECT DIRECTORS TO FILL ANY EXISTING OR SOON TO BE EXISTING VACANCY OCCURRING IN THE BOARD OF DIRECTORS. Form 990 Part VI Section A Line 7B THE FOLLOWING MATTERS ARE RESERVED TO THE CORPORATION'S MEMBERS AND SHALL REQUIRE THE AFFIRMATIVE ACTION OF THE MEMBERS TO BE EFFECTIVE: ANY AMENDMENT TO OR RESTATEMENT OR REPEAL OF THE CERTIFICATE OF FORMATION; ANY AMENDMENT TO OR RESTATEMENT OR REPEAL OF THESE BYLAWS; THE SALE, TRANSFER, OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF THE CORPORATION AND ITS AFFILIATES; THE MERGER OF THE CORPORATION INTO, OR THE CONSOLIDATION OF THE CORPORATION WITH, ANY OTHER ENTITY; OR, THE DISSOLUTION OF THE CORPORATION. Form 990 Part VI Section B Line 11B THE FORM 990 IS PREPARED AND REVIEWED BY MEMORIAL HERMANN SYSTEM TAX DEPARTMENT. THE SYSTEM TAX DEPARTMENT WORKS WITH OTHER DEPARTMENTS THROUGHOUT THE ORGANIZATION TO OBTAIN THE INFORMATION NEEDED TO COMPLETE THE FORM 990. UPON COMPLETION, THE FORM 990 IS REVIEWED BY THE ORGANIZATION'S CHIEF FINANCIAL OFFICER, CHIEF ACCOUNTING OFFICER, AND/OR OTHER KEY OFFICERS. A COMPLETE COPY OF THE FORM 990 IS THEN PROVIDED TO EACH MEMBER OF THE GOVERNING BODY PRIOR TO FILING THE FORM 990. Form 990 Part VI Section B Line 12C Memorial Hermann Accountable Care Organization follows the conflict of interest disclosure process adopted by its sole member, Memorial Hermann Health System. Memorial Hermann Health System utilizes a conflict of interest survey and has codified its procedure in a policy. The policy is monitored by our Corporate Compliance Department through annual surveys of board members, corporate officers, management level employees, and other selected employees, physicians and vendors for all of its entities and related affiliates. In addition to responding to the survey, each recipient affirms that they have received a copy of the policy, has read and understood it, has agreed to comply with it, and understands that Memorial Hermann is a charitable organization that must engage in primarily tax-exempt purpose activities. The Corporate Compliance Department, Chief Legal Officer and the Corporate Audit Committee, consisting of independent board members, receive a report of all items disclosed. The Audit Committee Chair reports the existence of any conflicts to the Corporate Board of Directors. Memorial Hermann Health System's conflicts of interest policy requires that Board members excuse themselves from discussions in which they have a conflict of interest. The policy also subjects Board members to disciplinary action if they are found to have violated the policy. Form 990 Part VI Section B Line 15 THE COMPENSATION COMMITTEE OF THE MEMORIAL HERMANN BOARD OF DIRECTORS RETAINS THE ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF EXECUTIVE COMPENSATION. THE COMMITTEE IS COMPRISED OF INDIVIDUALS WHO ARE NOT EMPLOYED BY MEMORIAL HERMANN, AND HAVE NO CONFLICTING INTERESTS. THE PROCESS FOR DETERMINING COMPENSATION FOR THE ORGANIZATION'S CEO AND DISQUALIFIED PERSONS IS MODELED AFTER THE REQUIREMENTS IN IRC SECTION 4958 TO ESTABLISH THE PRESUMPTION OF REASONABLE COMPENSATION. THE COMPENSATION COMMITTEE REVIEWS AND APPROVES THE TOTAL REMUNERATION FOR THE ORGANIZATION'S DISQUALIFIED PERSONS IN ADVANCE OF BEING PAID. ON AN ANNUAL BASIS, THE COMPENSATION COMMITTEE ENGAGES AN INDEPENDENT THIRD-PARTY EXECUTIVE COMPENSATION CONSULTANT WHO USES COMPARABLE MARKET DATA FROM PUBLISHED SURVEYS AND/OR FORMS 990 OF SIMILAR ORGANIZATIONS TO PERFORM A COMPETITIVE ANALYSIS AND WRITE AN OPINION LETTER REGARDING THE COMPETITIVE POSITION OF MEMORIAL HERMANN'S DISQUALIFIED PERSONS. THE COMPENSATION COMMITTEE REVIEWS THE COMPARABILITY DATA AND OPINION LETTER, AND DOCUMENTS ITS DISCUSSION AND DECISIONS IN MINUTES THAT ARE RETAINED WITH THE ORGANIZATION'S OTHER GOVERNANCE MATERIALS. THE ANALYSIS IS PERFORMED ANNUALLY AND IT INCLUDES THE PRESIDENT AND CEO, ALL EXECUTIVE VICE PRESIDENTS AND SENIOR VICE PRESIDENTS OF THE ORGANIZATION, AS WELL AS FAMILY MEMBERS OF DISQUALIFIED PERSONS WHO ARE EMPLOYED BY MEMORIAL HERMANN. Form 990 Part VI Section C Line 19 CERTAIN DOCUMENTS OF THE ORGANIZATION ARE AVAILABLE TO THE PUBLIC THROUGH THE TEXAS SECRETARY OF STATE, SUCH AS THE ORGANIZATION'S CERTIFICATE OF FORMATION AND ANY AMENDMENTS THERETO. THE ORGANIZATION IS INCLUDED IN THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS, WHICH ARE ATTACHED TO THE FORM 990 AND ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. THE ORGANIZATION'S OTHER GOVERNING DOCUMENTS AND CONFLICTS OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC. FORM 990 PART IX LINE 11G DESCRIPTION:MEDICAL SEREVICES FEES TOTAL FEES:12985579 FORM 990 PART IX LINE 11G DESCRIPTION:CONSULTING FEES TOTAL FEES:173690 FORM 990 PART IX LINE 11G DESCRIPTION:BANK FEES TOTAL FEES:1056 Memorial Hermann Foundation 929 Gessner Rd Ste 1900 Houston TX 77024 741653640 Fundraising TX 501(C)(3) 12A I MHHS false Memorial Hermann Health System 929 Gessner Rd Ste 1900 Houston TX 77024 741152597 Healthcare TX 501(C)(3) 3 NA false Memorial Hermann Medical Group 929 Gessner Rd Ste 1900 Hoouston TX 77024 204923281 PHYSICIAN SVC TX 501(C)(3) 10 MHHS false Memorial Hermann Community Benefits Corp 929 Gessner Rd Ste 1900 Houston TX 77024 680511504 COMMUNITY TX 501(C)(3) 10 MHHS false MHS Physicians of Texas 929 Gessner Rd Ste 1900 Houston TX 77024 760385980 PHYSICIAN SVC TX 501(C)(3) 3 MHHS false Memorial Hermann Information Exchange 929 Gessner Rd Ste 1900 Houston TX 77024 020684202 POP HEALTH TX 501(C)(3) 3 MHHS false Memorial Hermann Pharmacy Services LLC 929 Gessner Rd Ste 1900 Houston TX 77024 202184459 PHARMACY TX 501(c)(3) 10 MHHS false Memorial Hermann Hospital Based Physicia 929 Gessner Rd Ste 1900 Houston TX 77024 844504483 TX 501(C)(3) 3 MHHS false MHMG Primary Care 929 Gessner Rd Ste 1900 Houston TX 77024 922193904 Physician SVC TX 501 (c)(3) 10 MHHS true Memorial Hermann Primary Care Alliance 929 Gessner Rd Ste 1900 Houston TX 77024 920897835 Physician SVC TX 501 (c)(3) 10 MHHS true MHUSP Surgery Centers III LLP 15305 Dallas Prky Ste 1600 LB 28 Addison TX 75001 200707543 AMB SURGERY CTR TX na n/a MH Katy Rehab Hospital 929 Gessner Rd Ste 1900 Houston TX 77024 263896057 REHABILITATION TX na n/a MHUSP Surgery Centers IV LLP 15305 Dallas Pkwy Ste 1600 Lb 28 Addison TX 75001 208575266 AMB SURGERY CTR TX na n/a Virtus Memorial WLZ LLC 835 W 6th St Ste 1500 Austin TX 78703 815162347 Investment DE NA N/A Intrepid Private Equity SPV-NMP LP 540 Madison Avenue 25th Floor New York NY 10022 844479929 Investment NY NA N/A MHUSP Surgery Centers VI LLC 14201 Dallas Parkway Dallas TX 75254 882478620 AMB SURGERY CTR TX NA N/A MHUSP Surgery Centers VII LLC 14201 Dallas PArkway Dallas TX 75254 882453369 Amb Surgery Ctr TX NA N/A SP Taum Sauk Mountain LLC 5761 Forest Highlands Drive Fort Worth TX 76132 862777477 Investment TX NA N/A Redbird Vida Co- Invest LP 440 Royal Palm Way Palm Beach FL 33480 842453088 Investment FL NA N/A Community First Development LP 835 W 6th St Ste 1500 Austin TX 78703 872484035 Investment TX NA N/A SL3 Trinity Holdings LLC 100 Cresent Court Suite 850 Dallas TX 75201 883875509 Investment TX NA N/A The Health Professionals Ins Company LTD Barclays House 3rd Floor Grand Cayman CJ INVESTMENT CJ na Foreign MHMD 929 Gessner Rd Ste 1900 Houston TX 77024 760074819 INTEGRATED PN TX na C Corp Memorial Hermann Health Solutions 929 Gessner Rd Ste 1900 Houston TX 77024 264419989 3RD PARTY ADMIN TX na C Corp Memorial Hermann Health Insurance Co 929 Gessner Rd Ste 1900 Houston TX 77024 760646301 Insurance TX na C Corp Memorial Hermann Health Plan Inc 929 Gessner Rd Ste 1900 Houston TX 77024 462707092 Insurance TX NA C Corp Memorial Hermann Health Plan Holdings LL 929 Gessner Rd Ste 1900 Houston TX 77024 812971502 HOLDING COMPANY TX NA C Corp MH Commercial Health Plan Inc 929 Gessner Rd Ste 1900 Houston TX 77024 206680981 Insurance TX na C Corp Memorial Hermann Ventures LLC 929 Gessner Rd Ste 1900 Houston TX 77024 825207571 HOLDING COMPANY TX na C Corp Memorial Hermann Urgent Care PLLC 929 Gessner Rd Ste 1900 Houston TX 77024 881580452 Urgent Care CTR TX NA C Corp MH Holdco LLC 929 Gessner Rd Ste 1900 Houston TX 77024 922484766 Holding Company TX NA C Corp false false false false false false false false false false false false true false false false false true true Memorial Hermann Health System R 21098347 GAAP Memorial Hermann Health System S 1703751 GAAP Memorial Hermann Medical Group R 188505 GAAP MHMD M 16877969 GAAP