2024-06-14T10:36:00-04:00 2023-07-31 580914992 DRAFFIN & TUCKER LLP PO BOX 71309 ALBANY GA 317081309 990 2022-08-01 452041878 PHOEBE DORMINY MEDICAL CENTER INC PHOE 2293121000 PO BOX 3770 ALBANY GA 317063770 BRIAN CHURCH SEC/TREAS/CFO/CAO 2293121000 2024-06-03 true BRIAN CHURCH 999009999 false STEPHEN D HARRELL P01554887 2298837878 2024-06-14 X 2022 2023-04-26 12:10:37Z BRIAN CHURCH PO BOX 3770 ALBANY GA 317063770 0 false X X 2011 GA TO PROVIDE HIGH QUALITY, COST EFFECTIVE HEALTH CARE TO RESIDENTS OF BEN HILL COUNTY GEORGIA AND THE SURROUNDING AREAS REGARDLESS OF RACE OR CREED OR ABILITY TO PAY. 5 2 0 5 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2108225 1908225 2108225 1908225 0 TO PROVIDE HIGH QUALITY, COST EFFECTIVE HEALTH CARE TO RESIDENTS OF BEN HILL COUNTY GEORGIA AND THE SURROUNDING AREAS REGARDLESS OF RACE OR CREED OR ABILITY TO PAY. false false PHOEBE DORMINY MEDICAL CENTER, INC. WAS ORGANIZED TO PROVIDE MANAGEMENT AND PERSONNEL FOR THE OPERATION OF DORMINY MEDICAL CENTER, A COMMUNITY-BASED 75-BED ACUTE CARE HOSPITAL OWNED AND OPERATED BY THE HOSPITAL AUTHORITY OF BEN HILL COUNTY, GEORGIA (THE AUTHORITY). THE AUTHORITY IS A HOSPITAL ORGANIZED AND OPERATED UNDER THE GEORGIA HOSPITAL AUTHORITIES LAW. THE ORGANIZATION IS INACTIVE. SEE SCHEDULE O FOR FURTHER EXPLANATION. true false false false false false false false false false false false false true true false false false 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 false 0 0 0 false false false false false false false false false false false false X 5 2 false false false false true true true true true false false false true true true true true false false false GA X BRIAN CHURCH PPHS CFOCAO 2293124068 PO BOX 3770 ALBANY GA 317063770 SCOTT STEINER CHAIR/PRES/C 0.25 56.00 X X 0 1185685 270693 JOE AUSTIN DIRECTOR 0.25 40.00 X 0 1097950 36394 BRIAN CHURCH SEC/TREAS/CF 0.25 56.00 X X 0 843332 178095 ALICE B HOBSON DIRECTOR 0.25 0.00 X 0 0 0 DEBRA B WEIL DIRECTOR 0.25 0.00 X 0 0 0 3126967 485182 false true false 0 0 0 0 0 2108225 1908225 2108225 1908225 2108225 1908225 2108225 1908225 X 0 0 2108225 1908225 0 X false false false X DUE FROM BEN HILL COUNTY HOSP AUTH 1908225 1908225 DUE TO PHOEBE PUTNEY HEALTH SYSTEM 1908225 1908225 true true false false false false false false false SCOTT STEINER CHAIR/PRES/CEO 879828 285000 20857 236675 34018 1456378 JOE AUSTIN DIRECTOR 377686 85164 635100 8550 27844 1134344 181267 BRIAN CHURCH SEC/TREAS/CFO/CAO 624591 198679 20062 140122 37973 1021427 SCHEDULE J, PAGE 1, PART I, LINE 3 NONE OF THE INDIVIDUAL BOARD MEMBERS OR OFFICERS ARE COMPENSATED BY THE FILING ORGANIZATION. THE FILING ORGANIZATION, INSTEAD, RELIES ON THE METHODS USED BY PPHS, THE SOLE MEMBER, TO ESTABLISH COMPENSATION OF THE CEO AND EXECUTIVE OFFICERS. COMPENSATION DETERMINATION BY PPHS INCLUDES AN INDEPENDENT COMPENSATION COMMITTEE, INDEPENDENT COMPENSATION CONSULTANT AND SURVEYS, AND BOARD APPROVAL. THESE METHODS ARE WELL DOCUMENTED. SCHEDULE J, PAGE 1, PART I, LINE 4 SCOTT STEINER 0 228,125 0 JOE AUSTIN 165,960 0 0 BRIAN CHURCH 0 131,572 0 SCHEDULE J, PART III SCHEDULE J, PART I, LINE 4 - SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS: DEFERRED COMPENSATION PLAN 457(B): THE DEFERRED COMPENSATION PLAN IS AN ADDITIONAL RETIREMENT PLAN OFFERED THROUGH PHOEBE PUTNEY. THE 457(B) PLAN IS AN ELIGIBLE DEFERRED COMPENSATION PLAN THAT ALLOWS ONE TO DEFER ADDITIONAL DOLLARS TOWARDS RETIREMENT. HIGHLIGHTS INCLUDE: O NOT LIMITED BY THE AMOUNTS DEFERRED INTO THE PHOEBE 403(B) O PLAN IS SUBJECT TO ANNUAL DEFERRAL LIMITS SET BY THE IRS O PER IRS REGULATIONS, EACH PARTICIPANT IS A GENERAL UNSECURED CREDITOR OF THE PLAN SPONSOR. AN ELIGIBLE EMPLOYEE IS ONE WHO IS DETERMINED BY THE EMPLOYER TO BE A MEMBER OF A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES WITHIN THE MEANING OF SECTIONS 201(2), 301(A)(3), AND 401(A)(1) OF ERISA. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) 457(F): PPHS RELIES ON AN INDEPENDENT COMPENSATION COMMITTEE, INDEPENDENT COMPENSATION CONSULTANT, SURVEYS, WELL DOCUMENTED METHODS AND BOARD APPROVAL TO ESTABLISH TOTAL COMPENSATION OF THE CEO AND EXECUTIVE OFFICERS. CERTAIN BOARD APPROVED EMPLOYEES ARE ELIGIBLE TO PARTICIPATE IN A SERP THAT PROVIDES CERTAIN DEFINED ANNUAL PAY CREDITS THAT ARE SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE. THE PURPOSE OF THE SERP IS TO PROVIDE A LONG-TERM INCENTIVE AND RETIREMENT BENEFIT FOR AFFECTED EXECUTIVES CONSISTENT WITH THE BENEFIT AVAILABLE TO EMPLOYEES NOT IMPACTED BY IRS COMPENSATION LIMITS ON DEFINED BENEFIT PLANS. THE AMOUNTS REPORTED AS SUPPLEMENTAL EXECUTIVE RETIREMENT COMPENSATION FOR ELIGIBLE EMPLOYEES IN SCHEDULE J REPRESENT CREDITED, BUT NOT VESTED, BENEFITS, AND THE AMOUNTS ARE AVAILABLE IN FUTURE PERIODS TO THE EMPLOYEE SUBJECT TO CONTINUING EMPLOYMENT. PPHS MAINTAINS OWNERSHIP OF THE FUNDS ALLOCATED TO EACH PARTICIPANT UNTIL VESTING AND PAYMENT. FOR A PARTICIPANT IN THE SERP PRIOR TO 1/1/2017 (A "GRANDFATHERED PARTICIPANT"), WITH PAY CREDITS FOR PLAN YEARS BEGINNING PRIOR TO 1/1/2020, THE INITIAL VESTING DATE WILL OCCUR ON THE DATE THE PARTICIPANT ATTAINS FIVE YEARS OF PARTICIPATION UNDER THE PLAN. AFTER THE INITIAL VESTING DATE, A GRANDFATHERED PARTICIPANT SHALL HAVE A NEW VESTING DATE ONCE EVERY 5 YEARS. THESE ADDITIONAL VESTING DATES WILL OCCUR ON THE 5TH ANNIVERSARY OF EACH VESTING DATE AFTER THE INITIAL VESTING DATE. ON EACH VESTING DATE, A GRANDFATHERED PARTICIPANT WILL BECOME 100% VESTED IN AN AMOUNT EQUAL TO THE PARTICIPANT'S ACCOUNT BALANCE REDUCED BY ANY PAY CREDITS CREDITED TO THE ACCOUNT FOR THE 2 MOST RECENT PLAN YEARS. GRANDFATHERED PARTICIPANTS WITH PAY CREDITS FOR PLAN YEARS BEGINNING ON OR AFTER 1/1/2020, EACH YEAR'S ANNUAL PAY CREDIT PLUS SUBSEQUENT EARNINGS AND/OR LOSSES WILL VEST AFTER 5 YEARS OF CONTINUOUS EMPLOYMENT. EACH CONTRIBUTION IS SUBJECT TO A SEPARATE AND INDEPENDENT 5 YEAR CONTINUOUS EMPLOYMENT REQUIREMENT. FOR PARTICIPANTS INITIALLY PARTICIPATING IN THE SERP AFTER 12/31/2016 (A "CONTEMPORARY PARTICIPANT"), EACH YEAR'S ANNUAL PAY CREDIT PLUS SUBSEQUENT EARNINGS AND/OR LOSSES WILL 100% VEST ON THAT PAY CREDITS' 5TH ANNIVERSARY, PROVIDED THAT THE PARTICIPANT REMAINS IN THE CONTINUOUS EMPLOYMENT THROUGHOUT THE 5-YEAR PERIOD FOR EACH ANNUAL PAY CREDIT. IF ANY ELIGIBLE PARTICIPANT ATTAINS NORMAL RETIREMENT AGE PRIOR TO SEPARATION FROM SERVICE, THEY SHALL VEST IN 100% OF THE ACCOUNT BALANCE. ONCE VESTED, EACH PARTICIPANT SHALL RECEIVE A DISTRIBUTION OF THEIR ENTIRE VESTED AMOUNT WITHIN A REASONABLE PERIOD NOT TO EXCEED 2.5 MONTHS. THIS DISTRIBUTION IS TREATED AS REPORTABLE COMPENSATION TO THE PARTICIPANT AND IS INCLUDED IN PART II, COLUMN B(III). THEREFORE, PART II, COLUMN B(III) INCLUDES PRIOR YEAR SERP DEFERRALS PREVIOUSLY REPORTED IN PART II, COLUMN C. ANY DISTRIBUTION AMOUNT INCLUDED IN PART II, COLUMN B(III) THAT WAS PREVIOUSLY REPORTED IN PRIOR PERIODS AS DEFERRED COMPENSATION IN PART II, COLUMN C IS DISCLOSED IN PART II, COLUMN F. SCHEDULE J, PART II, COLUMN B(II) CERTAIN EXECUTIVE OFFICERS AND PHYSICIANS ARE ELIGIBLE FOR BONUS/INCENTIVE PAYMENTS. THESE BONUSES ARE DETERMINED BASED ON THE ACHIEVEMENT OF VARIOUS ORGANIZATIONAL AND PERSONAL PERFORMANCE GOALS ESTABLISHED BY A FORMAL PROCESS IN KEEPING WITH THE ORGANIZATION'S TAX-EXEMPT STATUS. COMPENSATION PROCESS FOR TOP OFFICIAL AS DETERMINED BY PPHS THE ORGANIZATION'S FORMAL PROCESS FOR DETERMINING TOTAL COMPENSATION FOR THE CEO IS INTENDED TO PROVIDE REASONABLE COMPENSATION FOR ACCOMPLISHING THE ORGANIZATION'S MISSION, ACHIEVE ITS STRATEGIC GOALS, TO RECOGNIZE PERFORMANCE, AND TO OPERATE IN KEEPING WITH THE ORGANIZATION'S OBLIGATIONS AS A TAX-EXEMPT CHARITABLE ORGANIZATION. THE EXECUTIVE COMPENSATION COMMITTEE OF THE PPHS'S BOARD OF DIRECTORS CONDUCTS AN ANNUAL REVIEW OF THE COMPENSATION OF THE CEO. THE COMMITTEE RETAINS A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT TO CONDUCT COMPETITIVE MARKET ANALYSIS OF THE MARKET RANGES OF BASE, INCENTIVE AND TOTAL CASH COMPENSATION. THE INFORMATION THE COMMITTEE MAY CONSIDER CAN INCLUDE BUT IS NOT LIMITED TO THE PERFORMANCE OF AN INDIVIDUAL, THE PERFORMANCE OF THE ORGANIZATION, AN INDIVIDUAL'S LENGTH OF SERVICE, CREDENTIALS AND EXPERIENCE, THE ELEMENTS OF TOTAL COMPENSATION AND SALARY HISTORY, THE ORGANIZATION'S COMPENSATION TARGETS, AND COMPARABILITY DATA, INCLUDING THE DATA PREPARED BY THE INDEPENDENT CONSULTANT AND REVIEWED WITH THE COMMITTEE. THE COMMITTEE INCORPORATES A FORMAL PERFORMANCE APPRAISAL PROCESS IN THE CEO COMPENSATION REVIEW. IT UTILIZES A MULTI-PERSPECTIVE APPROACH AND PERFORMANCE MEASURES WHICH ARE LINKED TO THE ORGANIZATION'S LONG-TERM STRATEGIC PLAN AND ACHIEVEMENT OF ANNUAL SYSTEM OBJECTIVES. THE CEO IS NOT PRESENT WHEN THE COMMITTEE DISCUSSES AND ESTABLISHES HIS COMPENSATION. FORM 990 PHOEBE DORMINY MEDICAL CENTER, INC. (PDMC) WAS ORGANIZED WITH THE INTENTION OF ENTERING INTO A LEASE WITH THE HOSPITAL AUTHORITY OF BEN HILL COUNTY D/B/A DORMINY MEDICAL CENTER (DORMINY) TO OPERATE THE HOSPITAL. PENDING CONSUMMATION OF THE LEASE RELATIONSHIP, PHOEBE PUTNEY HEALTH SYSTEM, INC. (PPHS), THE PARENT ORGANIZATION, AND PDMC ENTERED INTO A MANAGEMENT AGREEMENT WHICH, AS AMENDED, ALSO INCLUDED THE PROVISION OF EXECUTIVE STAFF AND THE EMPLOYMENT OF PERSONNEL WHO WERE LEASED TO DORMINY FOR OPERATIONS OF THE HOSPITAL. THE AMENDED AND RESTATED MANAGEMENT AGREEMENT WAS TERMINATED ON MAY 31, 2014, AND THE PARTIES CEASED NEGOTIATIONS FOR A LEASE ARRANGEMENT. UPON TERMINATION OF THE MANAGEMENT AGREEMENT, PAYMENT OF THE OUTSTANDING BALANCE DUE PPHS WAS REQUESTED. DORMINY HAS CONTESTED REPAYMENT OF THE AMOUNTS DUE AND FURTHER CONTENDS IT IS ENTITLED TO DAMAGES ARISING OUT OF THE MANAGEMENT ARRANGEMENT. AS A RESULT OF THE TERMINATION OF THE MANAGEMENT AGREEMENT, PDMC BECAME INACTIVE AND DID NOT PROVIDE ANY MANAGEMENT SERVICES FOR THE OPERATIONS OF DORMINY DURING THE TAX YEAR. PERSONNEL WERE TERMINATED FROM PDMC AND BECAME THE EMPLOYEES OF DORMINY. IT IS ANTICIPATED PDMC WILL BE DISSOLVED UPON RESOLUTION OF ALL PENDING LEGAL ISSUES. DURING 2022, A CONFESSION OF JUDGMENT WAS EXECUTED BY THE HOSPITAL AUTHORITY OF BEN HILL COUNTY (AUTHORITY) IN FAVOR OF PPHS AND PDMC, RESULTING IN A SETTLEMENT AMOUNT OF 2,108,225 PAYABLE TO PPHS/PDMC. THE REMAINING RECEIVABLE FROM THE AUTHORITY AND RELATED PAYABLE TO PPHS WERE DEEMED BY THE SETTLEMENT TO HAVE NO VALUE, AND THEREFORE WERE WRITTEN OFF. THERE IS A SECOND JUDGMENT WHICH WILL RESULT IN AN ADDITIONAL SETTLEMENT OF 2,891,775 IF THERE IS A DEFAULT OR A CERTAIN TRIGGERING EVENT OCCURS AS DEFINED IN THE SETTLEMENT AGREEMENT. DUE TO THE SECOND JUDGMENT BEING CONTINGENT, IT WILL NOT BE RECORDED UNLESS A DEFAULT OR TRIGGERING EVENT OCCURS. PAYMENT WAS RECEIVED DURING FISCAL YEAR 2023 TOTALING APPROXIMATELY 200,000. FORM 990, PAGE 6, PART VI, LINE 6 THE SOLE MEMBER OF PHOEBE DORMINY MEDICAL CENTER, INC. SHALL BE PHOEBE PUTNEY HEALTH SYSTEM, INC. (PPHS). FORM 990, PAGE 6, PART VI, LINE 7A THE BOARD OF DIRECTORS OF PPHS, THE PARENT ORGANIZATION, HAS THE RIGHT TO APPOINT DIRECTORS OF THE FILING ORGANIZATION. FORM 990, PAGE 6, PART VI, LINE 7B THE SOLE MEMBER SHALL HAVE THE FOLLOWING RESPONSIBILITIES: - THE MEMBER SHALL APPOINT OR REMOVE THE ORGANIZATION'S DIRECTORS. - THE MEMBER SHALL SELECT OR REMOVE THE ORGANIZATION'S OFFICERS. - THE MEMBER SHALL APPROVE ALL AMENDMENTS TO THE ORGANIZATION'S ARTICLES OF INCORPORATION AND BYLAWS BEFORE THEY MAY BECOME EFFECTIVE. - THE MEMBER SHALL APPROVE ANY ANNUAL OPERATING OR CAPITAL BUDGETS. - THE MEMBER SHALL APPOINT OR REMOVE THE INDEPENDENT AUDITORS. FORM 990, PAGE 6, PART VI, LINE 11B FORM 990 IS REVIEWED BY CERTAIN MEMBERS OF THE BOARD BEFORE IT IS FILED. FORM 990, PAGE 6, PART VI, LINE 12C ON AN ANNUAL BASIS, PHOEBE DORMINY MEDICAL CENTER, INC. BOARD MEMBERS COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE. THIS QUESTIONNAIRE IS ADMINISTERED BY THE PPHS COMPLIANCE DEPARTMENT AND THE DOCUMENT ASKS EACH INDIVIDUAL TO DISCLOSE ANY PERSONAL, BUSINESS, OR OTHER AFFILIATIONS AND MONETARY AMOUNT IF APPLICABLE THAT THEY OR THEIR IMMEDIATE FAMILY MEMBERS HAVE HAD WITHIN THE PAST 12 MONTHS WITH PDMC OR ANY RELATED ENTITIES. ALL RESPONSES ARE THEN EVALUATED BY THE PPHS COMPLIANCE DEPARTMENT. IN THE CASE OF AN EXISTING CONFLICT, THE INDIVIDUAL WITH THE CONFLICT OF INTEREST IS EXCLUDED FROM THE DISCUSSION AND APPROVAL SO SUCH TRANSACTIONS. FORM 990, PAGE 6, PART VI, LINE 19 NO DOCUMENTS AVAILABLE TO THE PUBLIC PHOEBE PUTNEY HEALTH SYSTEM INC PO BOX 3770 ALBANY GA 317063770 582001014 HEALTHCARE GA 501C3 12C NA false PHOEBE PHYSICIAN GROUP INC PO BOX 3770 ALBANY GA 317063770 263792403 HEALTHCARE GA 501C3 10 PPHS false PHOEBE PUTNEY MEMORIAL HOSPITAL INC PO BOX 3770 ALBANY GA 317063770 581928247 HEALTHCARE GA 501C3 3 PPHS false PHOEBE SUMTER MEDICAL CENTER INC 126 HWY 280 WEST AMERICUS GA 317198645 263975185 HEALHCARE GA 501C3 3 PPHS false PHOEBE WORTH MEDICAL CENTER INC PO BOX 545 SYLVESTER GA 31791 383647394 HEALTHCARE GA 501C3 3 PPHS false PHOEBE FOUNDATION INC PO BOX 3770 ALBANY GA 317063770 581847104 FOUNDATION GA 501C3 12A PPHS false PHOEBE PUTNEY HEALTH VENTURES INC PO BOX 3770 ALBANY GA 317063770 581963401 HEALTHCARE GA N/A false PHOEBE PUTNEY INDEMNITY LTD 113 S CHURCH ST 5TH FL QUEENSGATE GRAND CAYMAN CJ KY1-1102 981492026 INSURANCE CJ N/A false false false false false true false false false false false false false true false false false false false false