2025-05-09T13:28:49-05:00 2024-06-30 135565207 KPMG LLP 8350 BROAD STREET SUITE 900 MCLEAN VA 22102 990 2023-07-01 521496539 BAY LIFE SERVICES INC BAYL 4107726721 10980 GRANTCHESTER WAY 6TH FLOOR COLUMBIA MD 21044 JOEL BRYAN VP/TREASURER/CIO 4107726721 2025-05-09 1 0 RAYMOND LY P01205643 7032868000 2023 2025-03-06 01:10:19Z ART SIVASLIAN 10980 GRANTCHESTER WAY 6TH FLOOR COLUMBIA MD 21044 6579 0 X WWW.MEDSTARHEALTH.ORG X 1985 MD BAY LIFE SERVICES PROVIDES OUTPATIENT COMMUNITY-BASED MENTAL HEALTH SERVICES. 1 0 0 0 0 0 30 0 19664 6579 0 0 0 0 19694 6579 0 0 0 0 0 0 0 0 0 6359 -11421 6359 -11421 13335 18000 -4970102 -5641049 49642 89163 -5019744 -5730212 X BAY LIFE SERVICES PROVIDES OUTPATIENT COMMUNITY-BASED MENTAL HEALTH SERVICES. 0 0 -16874 6579 SEE SCHEDULE OBAY LIFE SERVICES CORPORATION OPERATES SEVERAL OUTPATIENT COMMUNITY BASED MENTAL HEALTH SERVICE PROGRAMS, INCLUDING A PARTIAL HOSPITALIZATION PROGRAM, AN OUTPATIENT COUNSELING PROGRAM AND A FREESTANDING COMMUNITY MENTAL HEALTH CENTER. THE CORPORATION IS ORGANIZED EXCLUSIVELY FOR CHARITABLE, SCIENTIFIC AND EDUCATIONAL PURPOSES. -16874 1 0 0 0 0 0 0 0 0 0 1 0 0 0 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 0 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 1 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X JOEL BRYAN 4107726721 10980 GRANTCHESTER WAY 6TH FL COLUMBIA MD 21044 ART SIVASLIAN PRESIDENT/DIRECTOR 1.00 39.00 X X 0 857565 33789 MARK MEGINNIS VP/TREASURER 1.00 39.00 X 0 508338 26087 RODERICK CHEN SECRETARY 1.00 39.00 X 0 496278 32556 ERIC R WAGNER FORMER PRESIDENT/DIRECTOR 1.00 39.00 X 0 2029086 26463 0 3891267 118895 0 1 1 0 0 NET PATIENT SERVICE RE 621400 6579 6579 6579 6579 6579 0 0 X -16738 -16738 2908 -136 3044 386 386 968 968 UTILITIES 537 537 518 518 -11421 -16874 5453 0 111 -44 66727 753741 66727 -5723954 -5707732 -4970102 -5641049 32137 86906 17505 2257 49642 89163 X -5019744 -5730212 -5019744 -5730212 -4970102 -5641049 X 18000 -728468 X 0 1 X 1 1 1 X 260 30 0 290 1025550 653380 0 19664 6579 1705173 1025550 653380 260 19694 6579 1705463 0 0 0 1705463 1025550 653380 260 19694 6579 1705463 1.00000 1.00000 0.00000 X 66727 66727 66727 CREDIT BALANCES PATIENT AR 2257 2257 X PART X, LINE 2: FIN 48 FOOTNOTE INCOME TAXES ARE ACCOUNTED FOR UNDER THE ASSET AND LIABILITY METHOD. DEFERRED TAX ASSETS AND LIABILITIES ARE RECOGNIZED FOR THE FUTURE TAX CONSEQUENCES ATTRIBUTABLE TO DIFFERENCES BETWEEN THE FINANCIAL STATEMENT CARRYING AMOUNTS OF EXISTING ASSETS AND LIABILITIES AND THEIR RESPECTIVE TAX BASES AND OPERATING LOSS AND TAX CREDIT CARRYFORWARDS. DEFERRED TAX ASSETS AND LIABILITIES ARE MEASURED USING ENACTED TAX RATES EXPECTED TO APPLY TO TAXABLE INCOME IN THE YEARS IN WHICH THOSE TEMPORARY DIFFERENCES ARE EXPECTED TO BE RECOVERED OR SETTLED. THE EFFECT ON DEFERRED TAX ASSETS AND LIABILITIES OF A CHANGE IN TAX RATES IS RECOGNIZED IN THE PERIOD THAT INCLUDES THE ENACTMENT DATE. ANY CHANGES TO THE VALUATION ALLOWANCE ON THE DEFERRED TAX ASSET ARE REFLECTED IN THE YEAR OF CHANGE. THE CORPORATION ACCOUNTS FOR UNCERTAIN TAX POSITIONS IN ACCORDANCE WITH THE FASB ACCOUNTING STANDARDS CODIFICATION (ASC) TOPIC 740, INCOME TAXES. THERE WAS NO LIABILITY RECORDED FOR UNCERTAIN TAX POSITIONS AS OF JUNE 30, 2024. X X X X X X 1 0 0 0 0 0 0 0 0 ERIC R WAGNER FORMER PRESIDENT/DIRECTOR 0 514910 0 958232 0 555944 0 9150 0 17313 0 2055549 0 0 ART SIVASLIAN PRESIDENT/DIRECTOR 0 500894 0 356671 0 0 0 0 0 33789 0 891354 0 0 MARK MEGINNIS VP/TREASURER 0 341147 0 167191 0 0 0 9150 0 16937 0 534425 0 0 RODERICK CHEN SECRETARY 0 324091 0 172187 0 0 0 9150 0 23406 0 528834 0 0 SCHEDULE J, PART III DETAILED BELOW ARE SEVERAL ONE-TIME PAYMENTS TO CERTAIN EXECUTIVES RELATED TO VARIOUS RETIREMENT, RETENTION AND LONG-TERM INCENTIVE PLANS. THESE PLANS AND PAYMENTS ARE NOT A ROUTINE PART OF THE TYPICAL MEDSTAR EXECUTIVE COMPENSATION PROGRAM, AND SUPPORTED IMPORTANT OBJECTIVES OF OUR ORGANIZATION. ERIC WAGNER'S OTHER REPORTABLE COMPENSATION IN PART II, COLUMN (B)(III) INCLUDES $429,576 REPRESENTING SEVERANCE PAYMENTS RECEIVED BY MR. WAGNER. MARK MEGINNIS' COMPENSATION IS FOR SERVICES PROVIDED AS CFO TO MEDSTAR NATIONAL REHABILITATION HOSPITAL, MEDSTAR URGENT CARE, AND NUMEROUS MEDSTAR HEALTH AMBULATORY BUSINESSES. FORM 990, PART VI, SECTION A, LINE 6 ORGANIZATION MEMBERS THE ORGANIZATION IS AN AFFILIATE AND SUBSIDIARY OF MEDSTAR HEALTH, INC., A TAX-EXEMPT MARYLAND NON-STOCK CORPORATION. MEDSTAR HEALTH, INC., OR ONE OF ITS AFFILIATES AND SUBSIDIARIES, IS THE SOLE MEMBER OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A DESCRIPTION OF MEMBERS AS AN AFFILIATE AND SUBSIDIARY OF MEDSTAR HEALTH, INC., A TAX-EXEMPT MARYLAND NON-STOCK CORPORATION, THE ORGANIZATION MAY RECOMMEND PERSON(S) FOR MEMBERSHIP ON THE ORGANIZATION'S GOVERNING BODY. ANY SUCH RECOMMENDATION BY THE ORGANIZATION IS SUBJECT TO APPROVAL BY THE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS OF MEDSTAR HEALTH, INC. THE BOARD OF MEDSTAR HEALTH, INC. HAS DELEGATED CERTAIN APPROVAL AUTHORITY TO THE GOVERNANCE COMMITTEE AND THE PRESIDENT & CEO OF MEDSTAR HEALTH,INC. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS OF GOVERNING BODY AS AN AFFILIATE AND SUBSIDIARY OF MEDSTAR HEALTH, INC., A TAX-EXEMPT MARYLAND NON-STOCK CORPORATION, THE BYLAWS OF THE ORGANIZATION ARE SUBJECT TO CERTAIN RESERVED POWERS, WHICH PROVIDE THAT THE SOLE MEMBER OF THE ORGANIZATION MUST APPROVE CERTAIN DECISIONS, INCLUDING BUT NOT LIMITED TO MATTERS CONCERNING THE SALE OR PURCHASE OF REAL OR PERSONAL PROPERTY, CAPITAL BUDGETS, STRATEGIC PLANNING, INVESTMENTS, AND CORPORATE GOVERNANCE. FORM 990, PART VI, SECTION B, LINE 11B PROCESS OF REVIEWING FORM 990 THE PROCESS FOR REVIEWING THE FORM 990 INCLUDED EDUCATION AND TRANSPARENCY. SENIOR FINANCIAL EXECUTIVES, WORKING WITH INDEPENDENT OUTSIDE EXPERTS, THOROUGHLY REVIEWED FORM 990 AND ACCOMPANYING INSTRUCTIONS. IN ADDITION, SENIOR EXECUTIVES REVIEWED THE RELEVANT SECTIONS OF THE FORM 990 WITH THE FOLLOWING COMMITTEES OF THE ORGANIZATION'S GOVERNING BODY: FINANCE, AUDIT, GOVERNANCE, AND EXECUTIVE COMPENSATION. FOLLOWING THESE MEETINGS, THE GOVERNING BODY WAS PROVIDED A COPY OF THE FORM 990 IN ITS FINAL FORM AND GIVEN AN OPPORTUNITY TO PROVIDE ANY INPUT OR COMMENTS RELATING TO THE FORM 990 PRIOR TO ITS FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY ENFORCEMENT APPOINTMENT OF BOARDS OF DIRECTORS MEDSTAR HEALTH (AND ITS SUBSIDIARIES) REQUIRE ALL NOMINATED DIRECTORS, PRIOR TO THEIR APPOINTMENT OR ELECTION, TO DISCLOSE THE EXISTENCE OF (OR POTENTIAL EXISTENCE OF) ANY TRANSACTION WITH MEDSTAR THAT WOULD RESULT IN A CONFLICT OF INTEREST. SUCH DISCLOSURES (IF ANY) ARE REVIEWED BY THE GOVERNANCE COMMITTEE OF THE MEDSTAR HEALTH BOARD OF DIRECTORS WHICH DETERMINES HOW THE MATTER SHOULD BE RESOLVED. ANNUAL DISCLOSURES - ALL OFFICERS, DIRECTORS, AND SENIOR MANAGERS ALL OFFICERS, DIRECTORS AND SENIOR MANAGERS ARE REQUIRED, NOT LESS THAN ANNUALLY, TO COMPLETE A SURVEY OF QUESTIONS CONCERNING ANY TRANSACTIONS OR RELATIONSHIPS WHICH WOULD OR COULD REPRESENT A CONFLICT OF INTEREST. SUCH DISCLOSURES (IF ANY) ARE REVIEWED BY THE GOVERNANCE COMMITTEE OF THE MEDSTAR HEALTH BOARD OF DIRECTORS WHICH DETERMINES HOW THE MATTER SHOULD BE RESOLVED. IN ADDITION, OFFICERS AND DIRECTORS OF MARYLAND HOSPITALS AND NURSING CENTERS ARE REQUIRED TO ANNUALLY DISCLOSE ADDITIONAL INFORMATION RELATING TO POTENTIAL CONFLICTS OF INTEREST AND SUCH DISCLOSURES ARE REPORTED TO THE MARYLAND HEALTH SERVICES COST REVIEW COMMISSION (HSCRC). FORM 990, PART VI, SECTION B, LINE 15 DESCRIPTION OF EXECUTIVE COMPENSATION PROCESS THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF MEDSTAR HEALTH, INC. (THE "COMMITTEE") HAS OVERSIGHT OVER THE EXECUTIVE COMPENSATION PROGRAM (THE "PROGRAM") OF MEDSTAR HEALTH, INC. AND ITS AFFILIATES. TOTAL COMPENSATION FOR THE TOP MANAGEMENT OFFICIALS, OFFICERS AND KEY EMPLOYEES OF MEDSTAR HEALTH, INC. AND ITS AFFILIATES ARE REVIEWED AND APPROVED BY THE COMMITTEE WITH ASSISTANCE AND GUIDANCE FROM AN INDEPENDENT THIRD PARTY ADVISOR. THE MEMBERS OF THE COMMITTEE ARE INDEPENDENT FROM ALL OF THE PARTICIPANTS IN THE PROGRAM. THE MAIN OBJECTIVE OF THE PROGRAM IS TO PROVIDE MARKET COMPETITIVE TOTAL COMPENSATION THAT IS INTERNALLY EQUITABLE AND HAS A STRONG PAY-FOR-PERFORMANCE LINKAGE. PERFORMANCE IS EVALUATED AT THE SYSTEM, OPERATING UNIT, AND INDIVIDUAL LEVELS. THE OVERALL TOTAL COMPENSATION PHILOSOPHY IS MANAGED AT THE 75TH PERCENTILE OF THE COMPETITIVE MARKET FOR COMPARABLE SIZE (NET REVENUE) AND TYPE (TAX-EXEMPT HEALTHCARE ORGANIZATIONS). WHERE APPROPRIATE, ADDITIONAL INDUSTRY DATA IS CONSIDERED (GENERAL BUSINESS AND/OR TAXABLE HEALTHCARE) FOR SELECTED POSITIONS THAT CAN BE RECRUITED FROM OR POTENTIALLY LOST TO THESE INDUSTRIES (E.G., INFORMATION TECHNOLOGY, FINANCE, ETC.). THE COMMITTEE HAS ENGAGED ERNST & YOUNG LLP ("E&Y") TO SERVE AS AN ADVISOR ON THE REASONABLENESS AND COMPETITIVENESS OF THE PROGRAM. IN DETERMINING REASONABLENESS AND COMPETITIVENESS, E&Y REVIEWS MARKET PRACTICES AND TRENDS, AND MAKES RECOMMENDATIONS RELATED TO THE PROGRAM. E&Y UTILIZES INFORMATION FROM CUSTOM SURVEYS, NATIONAL COMPENSATION SURVEYS, PROPRIETARY DATABASES, AND CLIENT EXPERIENCES TO DETERMINE ITS FINAL RECOMMENDATIONS. E&Y PRESENTS THEIR FINDINGS AND RECOMMENDATIONS TO THE COMMITTEE. THE COMMITTEE MAKES THE FINAL DECISIONS ON ALL OF THE COMPENSATION DETERMINATIONS OF THE PROGRAM. ALL DECISIONS MADE BY THE COMMITTEE ARE CONTEMPORANEOUSLY DOCUMENTED. FORM 990, PART VI, SECTION C, LINE 19 FINANCIAL STATEMENT AVAILABILITY MEDSTAR HEALTH POSTS ITS ANNUAL FINANCIAL AUDIT AND QUARTERLY FINANCIAL REPORTS TO THE ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA) SYSTEM. THE ORGANIZATION ALSO E-MAILS ITS ANNUAL AND QUARTERLY DISCLOSURES TO HOLDERS OF THE COMPANY'S PUBLICLY TRADED DEBT. THE COMPANY'S GOVERNANCE DOCUMENTS AND CONFLICTS OF INTEREST POLICIES ARE AVAILABLE UPON REQUEST THROUGH ITS CORPORATE (OR AS APPLICABLE ENTITY) PUBLIC INFORMATION OFFICES. FORM 990, PART IX, LINE 11G BANK FEES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 81. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 81. BILLING SERVICES-INTERCO: PROGRAM SERVICE EXPENSES -136. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES -136. PURCHASED PROFESSIONAL SERVICES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 2,963. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,963. FORM 990, PART XI, LINE 9: EQUITY TRANSFER -2,252,468. DIST-GEN PTR / MAJ INTEREST 1,524,000. 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