2024-11-13T17:51:15-06:00 2023-12-31 ERNST & YOUNG US LLP 1 MANHATTAN WEST NEW YORK NY 10001 990 2023-01-01 134152131 HSS Horizons Inc % TODD GORLEWSKI HSSH 2126061000 535 East 70th Street New York NY 10021 Todd Gorlewski SVP & CAO 2127745096 2024-11-13 true YUCEN ZHONG P01593150 2127736170 2024-11-13 2023 2024-10-15 13:58:12Z Bryan T Kelly 535 EAST 70TH STREET NEW YORK NY 10021 0 false X N/A X 2000 NY HSS HORIZONS HOLDS INVESTMENTS IN SUPPORT OF HOSPITAL FOR SPECIAL SURGERY FUND, INC. & THE NY SOCIETY FOR THE RUPTURED AND CRIPPLED, MAINTAINING THE HOSPITAL FOR SPECIAL SURGERY. 3 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 221932 399261 221932 399261 -221932 -399261 30000 30000 4504396 4903657 -4474396 -4873657 HSS HORIZONS HOLDS INVESTMENTS IN SUPPORT OF HOSPITAL FOR SPECIAL SURGERY FUND, INC. 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AND THE NEW YORK SOCIETY FOR THE RUPTURED AND CRIPPLED, MAINTAINING THE HOSPITAL FOR SPECIAL SURGERY. 0 true false false false false false false false false false false false true false true false 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 true false false false true 0 0 0 false false false false false false false false false false false false X 3 1 false false false false true true false true true false false true true true true true true false false false NY X TODD GORLEWSKI 2127745096 535 EAST 70TH STREET New York NY 10021 Louis A Shapiro-To 923 President & CEO 0.5 59.5 X X 0 6281743 91846 Bryan T Kelly-From 923 President & CEO 0.5 59.5 X X 0 4590002 88390 Stacey L Malakoff EVP & Chief Financial Officer 0.5 59.5 X X 0 2505255 79780 Irene Koch EVP & Chief Legal Officer 0.5 59.5 X 0 1207631 42095 Thomas H Lister Chair 0.41 20.25 X 0 0 0 0 14584631 302111 0 false true false 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 386411 386411 0 0 0 ACCOUNTING SUPPORTING FEE 8158 8158 MISCELLANEOUS 4692 4692 399261 0 399261 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 30000 30000 0 0 0 0 30000 30000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4504396 4903657 4504396 4903657 X -4474396 -4873657 0 0 -4474396 -4873657 30000 30000 -399261 X false true X true false X X 2 NY SOCIETY FOR THE RELIEF OF THE RUPTURED & CRIPPLED HSS 131624135 3 true 0 0 THE HOSPITAL FOR SPECIAL SURGERY FUND INC 136714749 7 true 0 0 2 0 0 true false false false false false false false false false false false false false false true false EQUITY INVEST. IN MMF SYS. INC 30000 C 30000 0 DUE TO AFFILIATE 4903657 4903657 false false false false false false false false false Louis A Shapiro-To 923 President & CEO 0 2067273 0 4059820 0 154650 0 29700 0 62146 0 6373589 0 0 Stacey L Malakoff EVP & Chief Financial Officer 0 1522419 0 867230 0 115606 0 29700 0 50080 0 2585035 0 0 Irene Koch EVP & Chief Legal Officer 0 809428 0 362269 0 35934 0 24750 0 17345 0 1249726 0 0 Bryan T Kelly-From 923 President & CEO 0 2549278 0 1577075 0 463649 0 29700 0 58690 0 4678392 0 0 Schedule J, Part I, line 3 RELATED ORGANIZATION, HOSPITAL FOR SPECIAL SURGERY(HSS), IS COMMITTED TO ENSURING THAT ITS EXECUTIVE COMPENSATION PROGRAM ADHERES TO THE HIGHEST STANDARDS OF REGULATORY COMPLIANCE AND BEST CORPORATE GOVERNANCE. THE HSS BOARD HAS CHARGED THE COMPENSATION COMMITTEE (WHICH IS COMPOSED OF INDEPENDENT BOARD MEMBERS WITH NO CONFLICTS OF INTEREST IN REGARD TO EXECUTIVE COMPENSATION) WITH MAKING ALL DECISIONS RELATED TO COMPENSATION FOR OFFICERS AND KEY EMPLOYEES. THE COMMITTEE RETAINS AN INDEPENDENT COMPENSATION CONSULTANT TO ASSIST IT IN THIS PROCESS. COMPENSATION LEVELS ARE ESTABLISHED CONSIDERING DATA FOR FUNCTIONALLY COMPARABLE ROLES IN COMPARABLE ORGANIZATIONS, AN ASSESSMENT OF PERFORMANCE, AND OTHER BUSINESS JUDGMENT FACTORS, CONSISTENT WITH HSS EXECUTIVE COMPENSATION PHILOSOPHY. THE COMMITTEE'S DECISIONS ARE MADE IN THE BEST INTERESTS OF HSS, AND ARE INTENDED TO ENSURE THE RECRUITMENT AND RETENTION OF KEY EXECUTIVE TALENT, CONSISTENT WITH THE MARKET PRACTICES OF OTHER NOT-FOR-PROFIT HEALTH CARE ORGANIZATIONS OF COMPARABLE MISSION AND COMPLEXITY, CONSIDERING BOTH LOCAL AND NATIONAL MARKET CHALLENGES IN SUCH REGARD. ON AN ANNUAL BASIS (INCLUDING 2023), THE COMMITTEE PROVIDES THE FULL BOARD WITH AN OVERVIEW OF ITS DETERMINATIONS AND PROCESS. HSS ESTABLISHED THIS PROCESS IN AN EFFORT TO COMPLY WITH THE INTERMEDIATE SANCTIONS GUIDELINES FOR QUALIFYING FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS, AS WELL AS BEST CORPORATE GOVERNANCE PRACTICES IN ENSURING THE TRANSPARENCY OF THE EXECUTIVE COMPENSATION DECISION MAKING PROCESS WITH THE BOARD. FORM 990, PART VI, SECTION A - LINE 6 & 7A - "MEMBERSHIP" HSS HORIZONS INC. IS A MEMBERSHIP CORPORATION, WITH THE HOSPITAL FOR SPECIAL SURGERY FUND, INC. AS ITS SOLE MEMBER. THE HOSPITAL FOR SPECIAL SURGERY FUND, INC. AS THE MEMBER OF HSS HORIZONS, INC., ELECTS THE BOARD OF TRUSTEES OF HSS HORIZONS, INC. FORM 990, PART VI, SECTION B - LINE 11B, "REVIEW PROCESS" PRIOR TO SUBMITTING THE FORM 990 TO THE INTERNAL REVENUE SERVICE (IRS), THERE IS AN ESTABLISHED PROCESS FOR REVIEW OF THE DOCUMENT IN ITS ENTIRETY BY THE GOVERNING BODY WHOSE EVALUATIONS ARE MADE IN THE BEST INTEREST OF HSS. THE FORM 990 IS FIRST REVIEWED WITH THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THE REVIEWED FORM 990 IS THEN SUBMITTED TO THE FULL BOARD OF TRUSTEES. THE TRUSTEES ARE PROVIDED A COPY OF THE FORM 990 PRIOR TO SUBMISSION OF THE FORM. IN ADDITION, SIGNIFICANT AREAS OF FORM 990 ARE DISCUSSED AT A BOARD OF TRUSTEES MEETING. FORM 990, PART VI, SECTION B - LINE 12C, "CONFLICT OF INTEREST POLICY" HSS Horizons Inc. has adopted the Hospital for Special Surgery's (HSS') policies on Conflicts of Interest. ON AN ANNUAL BASIS, INTEREST DISCLOSURE STATEMENTS ARE SENT TO ALL BOARD MEMBERS, OFFICERS, MEDICAL STAFF, MANAGEMENT, FELLOWS, RESIDENTS, RESEARCH PROFESSIONAL STAFF, IRB MEMBERS, AND OTHER DESIGNATED GROUPS. HSS CONFLICT OF INTEREST AND COMMITMENT POLICY ALSO REQUIRES THAT ANY COVERED PERSON, INCLUDING MEMBERS OF THE HSS MEDICAL STAFF MUST PROVIDE PRIOR NOTICE TO COMPLIANCE BEFORE BEGINNING ANY ACTIVITY OR SIGNIFICANTLY MODIFYING THE TERMS OF ANY EXISTING OUTSIDE PROFESSIONAL ACTIVITY, WHERE THE COVERED PERSON HAS A FINANCIAL INTEREST VALUED IN EXCESS OF $5,000 OR EQUITY INTERESTS OF INDETERMINATE VALUE. DISCLOSURES MAY BE MADE THROUGH HSS' ONLINE REPORTING PLATFORM, MYDISCLOSURES OR DIRECTLY TO COMPLIANCE. THE REPORTED INTERESTS ARE REVIEWED BY THE EXECUTIVE VICE PRESIDENT FOR LEGAL AFFAIRS, THE CHIEF EXECUTIVE OFFICER, AND THE AUDIT AND CORPORATE COMPLIANCE COMMITTEE OF THE BOARD OF TRUSTEES. SUMMARY INFORMATION IS PROVIDED TO SERVICE CHIEFS, AS REQUESTED, SO THAT THEY ARE AWARE OF THE FINANCIAL INTERESTS OF THE MEDICAL STAFF WITHIN THEIR SPECIALTY. IN ADDITION TO SENDING DISCLOSURE STATEMENTS DIRECTLY TO THE GROUP NOTED ABOVE, INDUSTRY WEBSITES ARE MONITORED FOR DISCLOSURES RELATED TO EMPLOYEES OF HSS. THIS INFORMATION IS ENTERED INTO THE DATABASE, AS WELL. HSS HAS A CONFLICT OF INTEREST COMMITTEE THAT MEETS AT LEAST THREE TIMES A YEAR, OR AS NECESSARY AND IS CHARGED WITH ADJUDICATING COMPLEX CONFLICTS OF INTEREST AND COMMITMENT, DEVELOPING AND ADOPTING REASONABLE AND APPROPRIATE CONFLICT MANAGEMENT PLANS AND SERVING AS A POLICY ADVISORY TO THE HSS BOARD OF TRUSTEES AND HSS EXECUTIVE LEADERSHIP. FORM 990, PART VI, SECTION B - LINE 19, "DISCLOSURE GOVERNING DOCUMENTS" HSS HORIZONS INC. MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST FROM THE OFFICE OF LEGAL AFFAIRS. Form 990, Part VII, Section A Effective January 27, 2023, Bryan Kelly, MD, assumed the role of President of the Hospital, and maintained his position as Surgeon-in-Chief and Medical Director up until September 5, 2023, when he succeeded Louis Shapiro as CEO. 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