2024-11-25T14:36:50-06:00 2023-12-31 990 2023-01-01 561373175 FOUNDATION HEALTH SYSTEMS CORP FOUN 3362772411 2085 FRONTIS PLAZA BLVD WINSTON SALEM NC 27103 ALICE POPE EVP & CFO 3362772411 2024-11-25 1 2023 2024-10-15 13:58:12Z CARL ARMATO 2085 FRONTIS PLAZA BLVD WINSTON SALEM NC 27103 227338181 0 X WWW.NOVANTHEALTH.ORG X 1983 NC SEE SCHEDULE O 7 5 788 8 0 0 500000 573892 90039281 38010360 353144 5128 48755 48850 90941180 38638230 500 0 0 0 45360145 19591931 0 0 0 102007607 7313927 147368252 26905858 -56427072 11732372 259818742 284512692 19942084 18646086 239876658 265866606 X SEE SCHEDULE O 0 1 22587164 38059210 THE ORGANIZATION OPERATES TO PROMOTE HEALTHCARE WITHIN THE COMMUNITIES IT SERVES BY PROVIDING OUTPATIENT SURGICAL DIAGNOSTIC, REHABILITATION, AND WOMEN'S HEALTHCARE SERVICES. THE FACILITIES OPERATED BY THE ORGANIZATION MAINTAIN AN OPEN DOOR POLICY AND STRIVE TO SERVE THOSE WITH THE GREATEST NEED, REGARDLESS OF THE PATIENT'S ABILITY TO PAY. DURING 2023, THE ORGANIZATION EXPERIENCED A TOTAL OF 676,878 OUTPATIENT ENCOUNTERS. 22587164 1 1 0 0 0 0 0 0 0 0 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 1 0 0 788 1 0 0 0 0 0 0 0 0 0 0 0 0 X 7 5 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 1 1 X WENDI STOCKSTILL 3362772411 2085 FRONTIS PLAZA BLVD WINSTON SALEM NC 27103 X CARL ARMATO TRUSTEE, PRES/CEO NH 0.20 50.00 X 0 5820530 1206191 DANIEL MURPHY MD CHAIR 0.20 0.20 X X 0 0 0 DANIELLE SQUIRES TRUSTEE 0.20 0.20 X 0 0 0 DOUGLAS YOUNG PHD TRUSTEE, SECR/TREAS 0.20 0.20 X X 0 0 0 JOSEPH ELY VICE CHAIR 0.20 0.20 X X 0 0 0 PAMELA OLIVER MD TRUSTEE, EVP, PRES PHYS NTWRK 0.20 50.00 X X 0 1687459 231967 ROBERT BARR MD TRUSTEE 0.20 0.20 X 0 0 0 FRED HARGETT EVP/CFO (TO 9/6/23) 0.20 50.00 X 0 2400670 50705 GEOFFREY GARDNER CFO (FR 9/6/23) 0.20 50.00 X 0 909106 128749 CRESS GOODNIGHT MGR REGIONAL REHAB SERVICES 45.00 0.00 X 184671 0 29181 DANIEL GORDON MD RADIOLOGIST 45.00 0.00 X 466999 0 45424 JEFFREY LEMONS MGR REGIONAL REHAB SERVICES 45.00 0.00 X 182328 0 30897 SCOTT MCGRAW MD RADIOLOGIST 45.00 0.00 X 465539 0 59735 WALTER HATCHER MD RADIOLOGIST 45.00 0.00 X 470453 0 45957 1769990 10817765 1828806 63 0 1 0 TRIMEDX INC PO BOX 636129 CINCINNATI OH 45263 CLINICAL ENGINEERING SERVICES 3277897 SHELCO LLC 2359 PERIMETER POINTE PKW CHARLOTTE NC 28208 CONSTRUCTION SERVICES 1420815 IMAGEFIRST HEALTHCARE LAUNDRY SPECIALIST PO BOX 61323 KING OF PRUSSIA PA 19406 LAUNDRY SERVICE 300217 LANGUAGE RESOURCE CENTER PO BOX 18066 CHARLOTTE NC 28218 INTERPRETER SERVICES 202846 DPS TELECOM SERVICES 3401 MALLORY LANE FRANKLIN TN 37067 REMOTE MONITORING SERVICES 136075 5 573892 573892 NET PATIENT REVENUE 621111 29552300 29552300 PASS-THRU PATIENT REV 621111 8458060 8458060 38010360 5011 5011 188700068 188699951 117 117 117 MISCELLANEOUS REVENUE 900099 44850 44850 PRECEPTOR REVENUE 900099 4000 4000 48850 38638230 38059210 0 5128 15292473 14527849 764624 705058 669805 35253 2556981 2451871 105110 1037419 985548 51871 438092 405752 32340 82 82 199537 129892 69645 114430 111762 2668 2873014 1867461 1005553 35184 33425 1759 22071 20967 1104 63688 63688 638959 462951 176008 26066 16922 9144 BILLING FEES 1709726 1709726 MEDICAL SUPPLIES 688422 687926 496 CORPORATE SUPPORT 249144 249144 OTHER SUPPLIES 67279 51589 15690 188233 163362 24871 26905858 22587164 4318694 0 31186 86814 81820278 26311749 114237 156895 311607 83231 13028915 6964934 2915097 6063981 83877738 101945686 90748599 149864336 259818742 284512692 6376919 7154234 13565165 11491852 19942084 18646086 X 239876658 265866606 239876658 265866606 259818742 284512692 X 11732372 14257576 X 0 1 X 1 1 1 X 500000 2289257 516958 500000 573892 4380107 81218650 74121008 91901109 90088036 38059210 375388013 81718650 76410265 92418067 90588036 38633102 379768120 0 0 0 379768120 3273 25832 26770 2424 5011 63310 3273 25832 26770 2424 5011 63310 81721923 76436097 92444837 90590460 38638113 379831430 0.99980 0.99990 0.00020 0.00010 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 321947 321947 3032046 2612420 419626 3875894 1817912 2057982 3300955 2441380 859575 2498073 93222 2404851 6063981 INVESTMENT IN AFFILIATES 101945686 C 101945686 DUE FROM AFFILIATES 139803443 RIGHT OF USE ASSETS 10060893 149864336 0 REFUND LIABILITY 550369 OTHER LIABILITIES 484588 OPERATING LEASE 10455209 THIRD PARTY PAYMENT PAYABLE 1686 11491852 X PART X, LINE 2: PART X, LINE 2: LIABILITY UNDER FIN 48 (ASC 740) FOOTNOTE THE AUDIT FOR NOVANT HEALTH AND ITS AFFILIATES IS PREPARED ON A CONSOLIDATED BASIS. THE COMPANY IS REQUIRED TO EVALUATE UNCERTAIN TAX POSITIONS. THIS EVALUATION INCLUDES A QUANTIFICATION OF TAX RISK IN AREAS SUCH AS UNRELATED BUSINESS TAXABLE INCOME AND THE TAXATION OF OUR FOR-PROFIT SUBSIDIARIES. THIS EVALUATION DID NOT HAVE A MATERIAL EFFECT ON THE COMPANY'S CONSOLIDATED STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022. X X X X 1 1 1 1 0 0 0 0 0 0 0 CARL ARMATO TRUSTEE, PRES/CEO NH 0 2316664 0 2052150 0 1451716 0 1169800 0 36391 0 7026721 0 0 FRED HARGETT EVP/CFO (TO 9/6/23) 0 886648 0 1074292 0 439730 0 19800 0 30905 0 2451375 0 0 PAMELA OLIVER MD TRUSTEE, EVP, PRES PHYS NTWRK 0 803939 0 705890 0 177630 0 197000 0 34967 0 1919426 0 106800 GEOFFREY GARDNER CFO (FR 9/6/23) 0 496309 0 343441 0 69356 0 98858 0 29891 0 1037855 0 25993 SCOTT MCGRAW MD RADIOLOGIST 418007 0 21981 0 25551 0 19800 0 39935 0 525274 0 0 0 WALTER HATCHER MD RADIOLOGIST 421177 0 21506 0 27770 0 19800 0 26157 0 516410 0 0 0 DANIEL GORDON MD RADIOLOGIST 423407 0 19051 0 24541 0 19800 0 25624 0 512423 0 0 0 CRESS GOODNIGHT MGR REGIONAL REHAB SERVICES 112505 0 9750 0 62416 0 6975 0 22206 0 213852 0 0 0 JEFFREY LEMONS MGR REGIONAL REHAB SERVICES 112615 0 10064 0 59649 0 7066 0 23831 0 213225 0 0 0 PART I, LINE 1A FRINGE OR EXPENSE EXPLANATION FIRST-CLASS OR CHARTER TRAVEL: FIRST-CLASS OR CHARTER TRAVEL IS NOT A COVERED TRAVEL EXPENSE FOR EXECUTIVES; THEY ARE LIMITED TO BUSINESS OR COACH CLASS FARES FOR COMMERCIAL FLIGHTS. HOWEVER, CHARTER TRAVEL IS AVAILABLE TO CERTAIN EXECUTIVES, BOARD MEMBERS, AND APPROVED BUSINESS PERSONNEL MEETING APPLICABLE POLICY CRITERIA. TRAVEL FOR COMPANIONS: COMPANIONS ARE ALLOWED ON CERTAIN CHARTER FLIGHTS PAID FOR BY THE ORGANIZATION. IN THAT CASE, THE VALUE OF THE COMPANION'S FLIGHT IS CALCULATED UNDER APPLICABLE TAX LAWS AND THAT AMOUNT IS INCLUDED IN THE EXECUTIVE'S TAXABLE INCOME AS PRESCRIBED BY THE APPLICABLE TAX LAWS. DISCRETIONARY SPENDING ACCOUNT: CERTAIN EXECUTIVES RECEIVE A DISCRETIONARY SPENDING ACCOUNT. THE DOLLAR AMOUNT IN THE ACCOUNT IS PRE-APPROVED BY THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE NOVANT HEALTH BOARD OF TRUSTEES. THE EXECUTIVE MAY DEFER THE AMOUNT TO A RETIREMENT ACCOUNT OR THE AMOUNT IS TREATED AS COMPENSATION AND IS SPREAD OUT OVER THE COURSE OF THE YEAR IN THE EXECUTIVE'S PAYCHECKS AS TAXABLE INCOME. HOUSING ALLOWANCE OR RESIDENCE FOR PERSONAL USE: WE PROVIDE TEMPORARY HOUSING ALLOWANCES IN CERTAIN EXECUTIVE RECRUITMENT AND RELOCATION PACKAGES. THE VALUE IS CALCULATED UNDER APPLICABLE TAX LAWS AND THAT AMOUNT IS INCLUDED IN THE EXECUTIVE'S INCOME AS PRESCRIBED BY THE APPLICABLE TAX LAWS. PART I, LINE 3 THE FILING ORGANIZATION IS AN INTEGRAL PART OF NOVANT HEALTH, AN INTEGRATED HEALTHCARE SYSTEM AND RELIES UPON NOVANT HEALTH, INC., THE PARENT ORGANIZATION, TO USE THE PROCESS DESCRIBED IN PART VI, LINE 15A/15B OF THIS RETURN TO ESTABLISH COMPENSATION FOR CERTAIN EXECUTIVES. THIS PROCESS ADHERES TO THE REQUIREMENTS SET FORTH TO SECURE THE REBUTTABLE PRESUMPTION OF REASONABLENESS AND INCLUDES A REVIEW AND APPROVAL BY INDEPENDENT AND DISINTERESTED MEMBERS OF A COMPENSATION COMMITTEE, CONSULTATION WITH INDEPENDENT COMPENSATION CONSULTANTS, THE UTILIZATION OF THIRD-PARTY COMPARABILITY DATA SUCH AS PUBLISHED COMPENSATION SURVEYS, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. PART I, LINES 4A-B PART I, LINES 4A-C: SEVERANCE, NONQUALIFIED, AND EQUITY-BASED PAYMENTS SEVERANCE CRESS GOODNIGHT $28,344 JEFFREY LEMONS $28,209 NONQUALIFIED PAMELA OLIVER MD $126,079 GEOFFREY GARDNER $25,993 EQUITY-BASED NONE PART I, LINE 4A - SEVERANCE PLAN: ELIGIBLE EXECUTIVES MAY RECEIVE SEVERANCE PAY THAT IS BASED ON ANNUAL COMPENSATION FOR A SPECIFIED PERIOD OF TIME. THE SEVERANCE PAY WOULD BE PAID ONLY IN THE EVENT OF CERTAIN TYPES OF EMPLOYMENT TERMINATION, AND IS FURTHER CONTINGENT ON THE SATISFACTION OF OTHER CONDITIONS SUCH AS COMPLIANCE WITH A NON-COMPETITION COVENANT. ANY CURRENT YEAR PAYMENTS HAVE BEEN INCLUDED IN THE COMPENSATION AMOUNTS REPORTED IN PART VII AND IN COLUMN (B)(III) OF SCHEDULE J. THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE NOVANT HEALTH BOARD REVIEWS, APPROVES, AND OVERSEES ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS, INCLUDING THE AMOUNTS AWARDED UNDER THIS SEVERANCE PLAN. PART I, LINE 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS: THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") IS INTENDED TO SUPPORT RETENTION OF KEY EXECUTIVES, AND TO OFFER COMPETITIVE TOTAL COMPENSATION. GENERALLY, ANNUAL CONTRIBUTIONS TO THE PLAN OR PAYMENTS TO PARTICIPANTS WILL BE BASED ON A PERCENTAGE OF THE PARTICIPANT'S BASE SALARY AS OF JANUARY 1ST OF THE PREVIOUS PLAN YEAR AND ARE REPORTED IN COLUMN (C) OF SCHEDULE J. PRIOR TO MAKING THE CONTRIBUTIONS OR PAYMENTS, THE NOVANT HEALTH COMPENSATION AND LEADERSHIP COMMITTEE ("COMMITTEE") WILL APPROVE THE AMOUNTS AS TO REASONABLENESS, WHEN COMBINED WITH ALL OTHER ANNUAL COMPENSATION. A 3 YEAR CLASS-YEAR VESTING PERIOD WILL APPLY UP TO AGE 62, WHEN ALL MONEY WOULD BE VESTED AND PAID OUT TO THE PARTICIPANT. OTHERWISE, VESTING WILL OCCUR ON JANUARY 1ST OF EACH YEAR FOR THE APPROPRIATE CLASS-YEAR VESTING PERIOD. THE COMMITTEE REVIEWS, APPROVES, AND OVERSEES ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS, INCLUDING THE AMOUNTS AWARDED UNDER THIS SERP. FORM 990, PI, L1: ORGANIZATION'S MISSION OR MOST SIGNIFICANT ACTIVITIES NOVANT HEALTH IS A NON-PROFIT INTEGRATED HEALTHCARE SYSTEM OF 15 MEDICAL CENTERS WITH MORE THAN 35,000 EMPLOYEES AND 1,800 PHYSICIANS IN OVER 800 LOCATIONS, AS WELL AS NUMEROUS OUTPATIENT SURGERY CENTERS, MEDICAL PLAZAS, REHABILITATION PROGRAMS, DIAGNOSTIC IMAGING CENTERS AND COMMUNITY HEALTH OUTREACH PROGRAMS. HEADQUARTERED IN WINSTON-SALEM, NORTH CAROLINA, NOVANT HEALTH'S TEAM MEMBERS AND PHYSICIAN PARTNERS CARE FOR PATIENTS AND COMMUNITIES IN NORTH CAROLINA, SOUTH CAROLINA AND GEORGIA. THE NOVANT HEALTH INTEGRATED HEALTHCARE SYSTEM OPERATES TO CARRY OUT ITS CHARITABLE MISSION OF IMPROVING THE HEALTH OF COMMUNITIES IT SERVES AND MAKING HEALTHCARE REMARKABLE FOR PATIENTS. NOVANT HEALTH ACCOMPLISHES THAT MISSION BY PROVIDING AND SUPPORTING EXCELLENT HEALTHCARE FACILITIES AND PHYSICIAN PRACTICES AND BY MAKING A COMMITMENT TO COMMUNITY OUTREACH/SERVICE THROUGH THE PROVISION OF COMMUNITY BENEFIT PROGRAMS. BY BRINGING TOGETHER WORLD-CLASS TECHNOLOGY AND CLINICIANS TO PROVIDE QUALITY CARE, NOVANT HEALTH IS COMMITTED TO CREATING A HEALTHCARE EXPERIENCE THAT IS SIMPLER, MORE CONVENIENT, AND MORE AFFORDABLE SO PATIENTS CAN FOCUS ON GETTING BETTER AND STAYING HEALTHY. IN 2023, NOVANT HEALTH PROVIDED NEARLY 7 MILLION PATIENT VISITS AND OVER $1.5 BILLION OF COMMUNITY BENEFIT EXPENDITURES SYSTEM-WIDE. IN ADDITION TO PROVIDING A HIGH QUALITY, COMPREHENSIVE CATALOG OF HEALTHCARE SERVICES, NOVANT HEALTH OFFERS A ROBUST PATIENT FINANCIAL ASSISTANCE PROGRAM, WORKING WITH ITS PATIENTS TO ASSIST WITH ESTABLISHING REASONABLE PAYMENT PLANS, DISCOUNTING PATIENT BILLS, AND PROVIDING FREE CARE FOR THOSE THAT QUALIFY UNDER ITS FINANCIAL ASSISTANCE POLICY. FOUNDATION HEALTH SYSTEMS CORP. ("FHS") IS AN INTEGRAL PART OF NOVANT HEALTH, AND INCLUDES NOVANT HEALTH TODAY'S WOMAN OBSTETRICS AND GYNECOLOGY (WINSTON-SALEM, NC), NOVANT HEALTH REHABILITATION CENTERS (IN WINSTON-SALEM, CHARLOTTE, AND WILMINGTON AREAS), AND NORTH CAROLINA DIAGNOSTIC IMAGING (THROUGHOUT NORTH CAROLINA). FHS MAINTAINS A CONCENTRATED FOCUS ON ZIP CODES IN EAST WINSTON-SALEM, CLEMMONS AND KERNERSVILLE, WHERE 1 IN 4 COMMUNITY MEMBERS LIVE AT OR BELOW THE FEDERAL POVERTY LINE. NOVANT HEALTH TODAY'S WOMAN OB/GYN PROVIDES HOLISTIC CARE TO OUR MOST VULNERABLE COMMUNITY MEMBERS, OFFERING FREE PREGNANCY TESTING AND COMPREHENSIVE GYNECOLOGICAL AND OBSTETRIC CARE. THE CLINIC ALSO OFFERS PRENATAL AND CHILDBIRTH EDUCATION, COST FREE TRANSPORTATION SERVICES TO AND FROM APPOINTMENTS. DESIGNATED COMMUNITY HEALTH WORKERS OF FHS OFFER DONATED SUPPLIES FOR MOM AND BABY, ASSIST FAMILIES WITH OBTAINING DIAPERS (FROM THE DIAPER BANK OF NC), SUPPLIES, AND EMERGENCY FOOD PACKS FOR FAMILIES WITH FOOD INSECURITY. IN 2023, NOVANT HEALTH BROKE GROUND ON A NEW PRIMARY CARE CLINIC AT THE SAME EAST WINSTON-SALEM LOCATION. THE GOAL OF THE NEW CLINIC IS TO IMPROVE ACCESS TO PRIMARY CARE SERVICES IN A KNOWN PROVIDER SHORTAGE AREA OF FORSYTH COUNTY. ONCE COMPLETE, THE CLINIC WILL SERVE AS A FAMILY-CENTERED EXTENSION OF CARE FOR ALL ADULT PATIENTS, INCLUDING MEN FOR THE FIRST TIME. THE MISSION OF THE NOVANT HEALTH REHABILITATION CENTERS IS TO OPTIMIZE THE QUALITY OF LIFE AND ABILITIES OF PATIENTS AND TO IMPROVE THE HEALTH OF THE COMMUNITIES IT SERVES, ONE PERSON AT A TIME. PHYSICAL THERAPY, VESTIBULAR THERAPY, OCCUPATIONAL THERAPY AND SPEECH THERAPY SERVICES ARE PROVIDED AT MULTIPLE LOCATIONS, WHICH HELP TO ENSURE CONVENIENT ACCESS TO SERVICES FOR PATIENTS WHO LIVE IN BOTH URBAN AND RURAL AREAS OF NORTH CAROLINA. NORTH CAROLINA DIAGNOSTIC IMAGING IS COMPRISED OF OUTPATIENT IMAGING CENTERS LOCATED THROUGHOUT NORTH CAROLINA. AS PART OF THE NOVANT HEALTH SYSTEM, THESE IMAGING CENTERS ARE COMMITTED TO IMPROVING THE HEALTH OF THE COMMUNITIES THEY SERVE. COMMUNITY OUTREACH COMMUNITY OUTREACH IS A CRITICAL COMPONENT TO THE MISSION OF NOVANT HEALTH. THE HEALTHCARE SYSTEM PROVIDES HUNDREDS OF PROGRAMS THAT SERVE PATIENTS, NEIGHBORS, AND SOME OF THE COMMUNITIES' MOST VULNERABLE CITIZENS. NOVANT ALSO PROVIDES FINANCIAL ASSISTANCE (I.E., CHARITY CARE) FOR ITS QUALIFIED UNINSURED PATIENTS, CATASTROPHIC SETTLEMENTS AND LONG-TERM PAYMENT PLANS TO MEDICALLY INDIGENT PATIENTS, SERVICES TO PATIENTS WITH MEDICARE, MEDICAID, AND OTHER GOVERNMENT MEDICAL PROGRAM COVERAGE (REIMBURSED AT LESS THAN COST), COMMUNITY HEALTH EDUCATION, SUPPORT GROUPS, SUBSIDIZED OUTREACH SERVICES, AND COMMUNITY EVENTS/SCREENINGS. IN ADDITION, NOVANT PARTICIPATES IN MEDICAL RESEARCH, AS WELL AS ACADEMIC HEALTH PROGRAMS AND PARTNERSHIPS WITH A DIVERSE GROUP OF ORGANIZATIONS TO PROVIDE OTHER COMMUNITY INITIATIVES. NOVANT HEALTH IS ALSO COMMITTED TO SUPPORTING THE COMMUNITIES IT SERVES THROUGH CHARITABLE CONTRIBUTIONS TO COMMUNITY-BASED PROGRAMS THAT IMPROVE HEALTH EQUITY AND UPWARD MOBILITY FOR THOSE WHO NEED IT MOST. TOWARD THAT GOAL, NOVANT INVESTS IN COMMUNITY-BASED PROGRAMS THAT ALIGN WITH ITS TWO INVESTMENT PRIORITIES OF DEVELOPING HEALTHY COMMUNITIES AND EXPANDING OPPORTUNITIES FOR HEALTHCARE EDUCATION. THE ANNUAL NOVANT HEALTH COMMUNITY IMPACT REPORT, AVAILABLE AT HTTPS://WWW.NOVANTHEALTH.ORG/ABOUT/COMMUNITY/COMMUNITY-HEALTH-NEEDS/, INCLUDES QUALITATIVE AND QUANTITATIVE INFORMATION REGARDING THE HEALTHCARE SYSTEM'S COMMUNITY BENEFIT EFFORTS AND ACHIEVEMENTS. FOR 2023, NOVANT HEALTH'S SYSTEM-WIDE COMMUNITY BENEFIT EXPENDITURES TOTALED APPROXIMATELY $1.61 BILLION, INCLUDING $225 MILLION OF FINANCIAL ASSISTANCE. NOTE: NUMERIC DATA IN THIS REPORT IS NOT BASED UPON FORM 990, SCHEDULE H INSTRUCTIONS, BUT RATHER IN ACCORDANCE WITH NORTH CAROLINA HEALTHCARE ASSOCIATION COMMUNITY BENEFIT REPORTING GUIDELINES. FHS SUPPORTED THE COMMUNITY IN 2023 THROUGH RESOURCES INCLUDING: - MYCOMMUNITY ACCESS, WHICH ENABLED COMMUNITY MEMBERS TO SEARCH FOR FREE OR REDUCED COST RESOURCES LOCATED WITHIN THE COMMUNITY. NOVANT HEALTH PAID THE ANNUAL FEES FOR THIS PLATFORM THAT COMMUNITY MEMBERS WOULD HAVE OTHERWISE HAD TO PAY - PRINTED RESOURCE CARDS FOR ANYONE TO SEARCH FOR LOCAL FREE AND REDUCED COST SERVICES - IN-KIND DONATIONS MADE TO FOOD AND BLOOD DRIVES FORM 990, PART III, LINE 1: OUR CAUSE (FKA MISSION, VISION AND VALUES) IN THE SPIRIT OF KEEPING OUR FOCUS ON PATIENT-CENTERED, EQUITABLE AND COMPASSIONATE CARE WHILE ENSURING OUR ORGANIZATION IS SUSTAINABLE FOR FUTURE GENERATIONS, WE HAVE RESTATED OUR MISSION, VISION AND VALUES AND ARE NOW GUIDED BY OUR CAUSE. OUR CAUSE WE CREATE A HEALTHIER FUTURE AND BRING REMARKABLE EXPERIENCES TO LIFE. DISCOVER WE CONSISTENTLY SEEK TO INNOVATE, COURAGEOUSLY TRANSFORM OURSELVES AND FIND NEW WAYS TO ADD VALUE FOR OUR PATIENTS, COMMUNITIES AND ONE ANOTHER. EMPOWER WE PROVIDE ONE ANOTHER, OUR PATIENTS, FAMILIES AND COMMUNITIES WITH THE RESOURCES AND ENVIRONMENT TO CREATE SHARED ACCOUNTABILITY AND ACTION. THRIVE WE DEMONSTRATE EQUITY, EMPATHY, SAFETY AND QUALITY TO HELP EACH OTHER, AND OUR COMMUNITIES GROW AND SUCCEED. TOGETHER WE WORK AS A TRUSTED TEAM WITH OUR UNIQUE PERSPECTIVES, LIFE EXPERIENCES AND EXPERTISE TO BRING REMARKABLE TO LIFE IN EVERY INTERACTION. WE ALL BELONG. FORM 990, PART III, LINE 3 ON DECEMBER 31, 2022, MULTIPLE ORGANIZATIONS IN THE NOVANT HEALTH SYSTEM, INCLUDING THE FILING ORGANIZATION, CONTRIBUTED THE ASSETS OF THEIR NORTH CAROLINA IMAGING OPERATIONS TO A SEPARATE LEGAL ENTITY, NOVANT HEALTH-NORFOLK, LLC. IN EXCHANGE, THE CONTRIBUTING ORGANIZATIONS, INCLUDING THE FILING ORGANIZATION, RECEIVED A DIRECT OWNERSHIP INTEREST IN NOVANT HEALTH NORFOLK, LLC. THESE IMAGING CENTERS, NOW OWNED INDIRECTLY BY NOVANT HEALTH AND AFFILIATES (INCLUDING THE FILING ORGANIZATION ) THROUGH THE NOVANT HEALTH-NORFOLK, LLC PARTNERSHIP, ARE MANAGED BY A SEPARATE JOINT VENTURE, NORFOLK MANAGEMENT SERVICES, LLC, WHICH IS PARTIALLY OWNED BY A FOR-PROFIT AFFILIATE OF NOVANT HEALTH, INC. FORM 990, PART VI, SECTION A, LINE 6 FORM 990, PART VI, SECTION A, LINE 6: CLASSES OF MEMBERS OR STOCKHOLDERS THE CORPORATION IS A NONPROFIT CORPORATION WITH MEMBERS (OR A MEMBER). NOVANT HEALTH, INC. (NHI) IS THE SOLE MEMBER OF FOUNDATION HEALTH SYSTEMS CORP. (FHSC). NOTWITHSTANDING ANYTHING CONTAINED IN THESE BYLAWS TO THE CONTRARY, THE CORPORATE POWERS OF FHSC AND THE AUTHORITY OF ITS TRUSTEES AND OFFICERS IS SUBJECT TO THE CONTROL OF NHI TO THE EXTENT SUCH CONTROL IS SPECIFICALLY DESIGNATED IN THE ARTICLES OF INCORPORATION AND BYLAWS OF NHI. FORM 990, PART VI, SECTION A, LINE 7A FROM 990, PART VI, SECTION A, LINE 7A: ELECTION OF MEMBERS AND THEIR RIGHTS NOVANT HEALTH, INC. ELECTS ALL MEMBERS OF THE GOVERNING BODY OF FOUNDATION HEALTH SYSTEMS CORPORATION'S BOARD. FORM 990, PART VI, SECTION A, LINE 7B FORM 990, PART VI, SECTION A, LINE 7B: DECISIONS SUBJECT TO APPROVAL OF MEMBERS NOVANT HEALTH, INC. HAS CERTAIN RESERVED POWERS, SUCH AS APPROVAL OF AMENDMENTS TO THE ARTICLES AND BYLAWS OF THE CORPORATION AND TO ADOPT CERTAIN POLICIES WHICH SHALL BE IMPLEMENTED BY THE CORPORATION BOARD. FORM 990, PART VI, SECTION B, LINE 11B FORM 990, PART VI, SECTION B, LINE 11: ORGANIZATION'S PROCESS TO REVIEW FORM 990 THE BOARD DELEGATES REVIEW OF THE FORM 990 TO NOVANT HEALTH'S BOARD OF TRUSTEES' AUDIT AND COMPLIANCE COMMITTEE ("THE COMMITTEE"), WHICH OVERSEES TAX MATTERS FOR ENTITIES IN THE NOVANT HEALTH SYSTEM. THE COMMITTEE IS THE REVIEW BODY FOR ALL OF THE FORM 990S FILED FOR TAX-EXEMPT ORGANIZATIONS WITHIN THE NOVANT HEALTH SYSTEM. THE COMMITTEE IS PROVIDED A COPY OF FORM 990 AND MEETS TO ADDRESS ANY QUESTIONS AND SIGNIFICANT DISCLOSURES WITHIN THE FORM 990 PRIOR TO ITS FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C FORM 990, PART VI, SECTION B, LINE 12C: MONITORING AND ENFORCEMENT OF COI THE ORGANIZATION'S TRUSTEE CONFLICT OF INTEREST POLICY APPLIES TO ALL TRUSTEES, PRINCIPAL OFFICERS OR MEMBERS OF A COMMITTEE WITH BOARD DELEGATED POWERS INCLUDING ANY APPLICABLE DISREGARDED ENTITIES. ALL TRUSTEES ARE SENT AN ANNUAL DISCLOSURE QUESTIONNAIRE. THE TRUSTEE ANNUAL DISCLOSURE QUESTIONNAIRES ARE REVIEWED BY THE COMPLIANCE AND TAX DEPARTMENTS. WITH RESPECT TO PARTICULAR TRANSACTIONS THAT COME BEFORE THE BOARD, THE CONFLICT OF INTEREST POLICY WOULD BE FOLLOWED. THE POTENTIAL CONFLICT OF INTEREST WOULD BE DISCLOSED BY THE BOARD MEMBER BEFORE A VOTE ON THE TRANSACTION AND THE REST OF THE BOARD WOULD DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS. IF THE REST OF THE BOARD DETERMINED THAT A CONFLICT OF INTEREST EXISTED THEN THE BOARD MEMBER WITH THE CONFLICT OF INTEREST WOULD NOT PARTICIPATE IN THE DELIBERATIONS AND VOTE. FORM 990, PART VI, SECTION B, LINE 15 FORM 990, PART VI, SECTION B, LINE 15A/15B: THE FILING ORGANIZATION IS AN INTEGRAL PART OF NOVANT HEALTH, AN INTEGRATED HEALTHCARE SYSTEM. INDEPENDENT AND DISINTERESTED BOARD MEMBERS OF THE PARENT ORGANIZATION, NOVANT HEALTH, INC. BOARD OF TRUSTEES (WHO COMPRISE THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD), REVIEW, APPROVE, AND OVERSEE ALL ASPECTS OF COMPENSATION AND BENEFITS FOR CERTAIN LEADERS ("EXECUTIVES") SERVING AS OFFICERS, INCLUDING THE TOP MANAGEMENT & FINANCIAL OFFICIALS, OR KEY EMPLOYEES FOR NOVANT HEALTH ENTITIES. THE COMMITTEE WORKS WITH AN INDEPENDENT COMPENSATION CONSULTANT AND USES THIRD PARTY COMPARABILITY DATA FOR FUNCTIONALLY SIMILAR POSITIONS AT COMPARABLE ORGANIZATIONS TO ENSURE THAT TOTAL COMPENSATION AND BENEFITS FOR EACH EXECUTIVE IS REASONABLE. THE COMMITTEE REVIEWS AND APPROVES EXECUTIVE COMPENSATION AND BENEFITS ANNUALLY, CONSISTENT WITH THE WRITTEN EXECUTIVE COMPENSATION PHILOSOPHY OF NOVANT HEALTH, AND IN A MANNER THAT QUALIFIES FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS. FORM 990, PART VI, SECTION C, LINE 19 FORM 990, PART VI, SECTION C, LINE 19: GOVERNING DOCUMENTS DISCLOSURE THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS CONTAINING ALL ORGANIZATIONS IN THE NOVANT HEALTH SYSTEM ARE POSTED TO THE NOVANT HEALTH WEBSITE. THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION B: INDEPENDENT CONTRACTORS NOVANT HEALTH, INC, A RELATED ORGANIZATION, IS RESPONSIBLE FOR CERTAIN CORPORATE SUPPORT FUNCTIONS OF THE FILING ORGANIZATION, INCLUDING ACCOUNTS PAYABLE AND ISSUANCE OF FORMS 1099. INFORMATION REPORTED IN PART VII, SECTION B REPRESENTS EXPENSES PAID BY NOVANT HEALTH, INC. ON BEHALF OF THE FILING ORGANIZATION TO INDEPENDENT CONTRACTORS OVER $100,000. FORM 990, PART XI, LINE 9: INVESTMENT IN NORFOLK PARTNERSHIP: 13,264,858. AFFILIATE TRANSFER: 1,060,757. LEASE ACCOUNTING ADJUSTMENT: -68,039. 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