2025-11-14T07:27:12-06:00 2024-12-31 346565596 ERNST & YOUNG US LLP 370 17TH STREET SUITE 4800 DENVER CO 80202 990 2024-01-01 237081153 QUEEN OF THE VALLEY MEDICAL CENTER FOUNDATION QUEE 7072574044 PO BOX 2069 NAPA CA 94558 RACHAEL POER PRESIDENT/CEO 7072574044 2025-10-28 1 1 ANDREW JAMESON P01894820 7209314000 2025-10-20 2024 2025-03-06 01:10:19Z RACHAEL POER PO BOX 2069 NAPA CA 94558 6408859 0 X WWW.QUEENSFOUNDATION.ORG X 1969 CA DESCRIPTION OF ORGANIZATION MISSION:QUEEN OF THE VALLEY MEDICAL CENTER FOUNDATION IS THE FUNDRAISING ENTITY FOR QUEEN OF THE VALLEY MEDICAL CENTER, WHICH IS A HOSPITAL FACILITY OF ST. JOSEPH HEALTH NORTHERN CALIFORNIA, LLC, A LEGAL ENTITY IN THE PROVIDENCE ST. JOSEPH HEALTH SYSTEM. THE FOLLOWING PAGES REFLECT THE PSJH MISSION AND ACCOMPLISHMENTS.AS EXPRESSIONS OF GOD'S HEALING LOVE, WITNESSED THROUGH THE MINISTRY OF JESUS, WE ARE STEADFAST IN SERVING ALL, ESPECIALLY THOSE WHO ARE POOR AND VULNERABLE. 18 17 0 93 0 0 8552351 4769281 0 0 690357 1527170 142546 -139626 9385254 6156825 3804836 6186823 0 0 1158144 1390483 0 0 1747600 1041220 995668 6004200 8572974 3381054 -2416149 45957340 43938487 2058850 1858264 43898490 42080223 X SEE SCHEDULE O 0 0 6186823 6186823 0 SEE SCHEDULE O 6186823 1 1 0 0 0 0 0 0 0 1 1 0 0 1 1 0 0 1 0 0 0 0 0 0 1 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 X 18 17 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 0 CA X RACHAEL POER 7072574044 PO BOX 2069 NAPA CA 94558 X RACHAEL POER PRESIDENT/CEO 55.00 0.00 X X 276187 0 24624 DELL COATS TREASURER 1.00 0.00 X X 0 0 0 JEFF STREBLOW CHAIRMAN 1.00 0.00 X X 0 0 0 ROBERT FOWLES SECRETARY 1.00 0.00 X X 0 0 0 AMY HEATHCOTE TRUSTEE 0.50 0.00 X 0 0 0 BRUCE CRILE TRUSTEE (PART YEAR) 0.50 0.00 X 0 0 0 CINDI DWYER TRUSTEE - THRU 12/31/24 0.50 0.00 X 0 0 0 DAVID GOLLER DR TRUSTEE - THRU 12/31/24 0.50 0.00 X 0 0 0 ELLIE ANEST TRUSTEE - THRU 12/31/24 0.50 0.00 X 0 0 0 GINA CAPIAUX TRUSTEE 0.50 0.00 X 0 0 0 HILLARY RYAN TRUSTEE - THRU 12/31/24 0.50 0.00 X 0 0 0 JAMIE WATSON TRUSTEE 0.50 0.00 X 0 0 0 JUAN PUENTES TRUSTEE 0.50 0.00 X 0 0 0 KATHARINE FALACE TRUSTEE (PART YEAR) 0.50 0.00 X 0 0 0 NICOLAS LOPEZ DR TRUSTEE 0.50 0.00 X 0 0 0 ROBERT DIDIER DR VICE CHAIR 1.00 0.00 X 0 0 0 ROSS MONTEN TRUSTEE 0.50 0.00 X 0 0 0 W DON TURNER TRUSTEE 0.50 0.00 X 0 0 0 276187 0 24624 1 0 1 0 0 470111 4299170 4769281 1154147 1154147 410431 37408 373023 373023 373023 75000 470111 214626 -139626 -139626 6156825 0 0 1387544 6186823 6186823 972393 243213 729180 55403 13857 41546 298424 74641 223783 64263 16073 48190 55652 55652 704412 176186 528226 70635 17667 52968 16123 4033 12090 6562 1641 4921 12421 3107 9314 OTHER DIRECT EXPENSES 115948 29001 86947 SPECIAL EVENTS 8889 2223 6666 DUES & SUBSCRIPTIONS 4626 1157 3469 LICENSES AND TAXES 400 100 300 8572974 6186823 638551 1747600 2593769 2480364 3635558 1272028 401301 401301 0 0 29222278 30030587 2525340 10505735 7630168 45957340 43938487 228 2058622 1858264 2058850 1858264 X 12718954 13442395 31179536 28637828 43898490 42080223 45957340 43938487 X -2416149 687808 -89926 X 0 1 X 1 0 X 6289251 8511342 4195605 8552351 4769281 32317830 6289251 8511342 4195605 8552351 4769281 32317830 15442281 16875549 425910 298183 540011 1154147 2418251 235526 907492 30016 142546 1315580 36051661 0.46810 0.52000 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: SPECIAL EVENT INCOME RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 8329272 864 1174446 8387 9496195 7491882 105466 731924 8329272 8873751 256280 -1157014 481135 7491882 7573315 222733 1088044 10341 8873751 5476769 935065 1319729 158248 7573315 0.69400 0.30500 0.00100 0 0 401301 401301 0 0 CHARITABLE REMAINDER TRUST 3838477 CHARITABLE GIFT ANNUITIES 1791691 OTHER ASSETS 2000000 7630168 OTHER LIABILITIES 1133593 DUE TO AFFILIATES 21789 CHARITABLE GIFT ANNUITIES 702882 1858264 PART V, LINE 4: INTENDED USES OF ENDOWMENT FUND THE FOUNDATION HAS A POLICY OF APPROPRIATING UP TO 3 OF ITS ENDOWMENT FUND'S AVERAGE FAIR VALUE EXPENDITURE ON SUPPORTING THE MEDICAL CENTER'S SERVICES, PROGRAMS, AND EQUIPMENT. GENEROUS HEARTS GALA 489041 418291 70750 0 0 0 45643 52543 86223 WOMEN FOR WELLNESS LUNCHEON 56070 51820 4250 0 0 0 15348 0 14869 545111 470111 75000 60991 52543 101092 214626 -139626 1 ST JOSEPH HEALTH NORTHERN CALIFORNIA LLC 1801 LIND AVENUE SW ATTN TAX DEPT RENTON WA 98057 814791043 501(C)(3) 6186823 0 OPERATIONAL SUPPORT 1 0 PART 1, LINE 2: DESCRIPTION OF ORGANIZATION'S PROCEDURES FOR MONITORING THE USE OF GRANTS IN THE APPLICATION FOR SUPPORT, A DETAILED EXPLANATION OF THE KIND OF SERVICES PROVIDED TO THE COMMUNITY ALONG WITH SPECIFIC FINANCIAL DATA IS REQUESTED. IF THE APPLICATION FOR SUPPORT IS APPROVED, A LETTER IS SENT INDICATING THE AMOUNT OF THE SUPPORT WITH A REQUEST FOR DOCUMENTATION OF HOW THE FUNDS WERE USED, ALONG WITH A REPORT OF THE NUMBER OF CHILDREN/FAMILIES SERVED OVER THE YEAR. GRANTS MADE TO AFFILIATED FOUNDATIONS ARE MONITORED ON A MONTHLY BASIS AS THE FINANCIAL STATEMENTS OF THESE ORGANIZATIONS ARE READILY AVAILABLE. OTHER GRANTS ARE MADE THAT COMPLY WITH THE MISSION AND FURTHER THE TAX-EXEMPT PURPOSE OF THE ORGANIZATION. 0 1 0 0 0 0 0 1 0 RACHAEL POER PRESIDENT/CEO 250565 0 24334 0 1288 0 14197 0 10427 0 300811 0 0 0 PART I, LINE 1A FIRST CLASS TRAVEL OR CHARTER TRAVEL AIR TRAVEL IS GENERALLY REIMBURSABLE AT THE LEAST EXPENSIVE AIRFARE WHICH PERMITS DEPARTURES AND ARRIVALS AT REASONABLE TIMES AND REASONABLE DISTANCE TRAVELED. EMPLOYEES ARE ENCOURAGED TO PLAN IN ADVANCE TO GET AVAILABLE DISCOUNTS. AIRLINE FREQUENT FLYER UPGRADES WILL NEVER BE REIMBURSED. IN LIMITED SITUATIONS, FIRST CLASS TICKETS AND CHARTER MAY BE REIMBURSED WHEN APPROVED BY A SENIOR LEVEL SUPERVISOR. THESE REIMBURSEMENTS ARE NOT REPORTED AS TAXABLE COMPENSATION. TAX INDEMNIFICATION AND GROSS-UP PAYMENTS TAX INDEMNIFICATIONS OR GROSS-UP PAYMENTS - RELOCATION PROVIDENCE FOLLOWS THE FEDERAL AND STATE TAXATION LAWS RELATED TO RELOCATION EXPENSES PAID TO THE EMPLOYEE OR TO A THIRD PARTY ON THE EMPLOYEE'S BEHALF. THEY ARE CONSIDERED TAXABLE WAGES AND ARE REPORTED AS SUCH. BASED ON THE WAY PROVIDENCE HAS CHOSEN TO PAY THE RELOCATION EXPENSES, PROVIDENCE REPORTS REIMBURSEMENTS AND PAYMENTS TO VENDORS AS INCOME AND THESE EXPENSE PAYMENTS ARE REFLECTED ON THE EXECUTIVE'S FORM W-2. PROVIDENCE PROVIDES A GROSS-UP FOR THE RELOCATION BENEFITS, SO THAT A PORTION OF THE REIMBURSEMENT DOES NOT HAVE TO BE USED TO PAY TAXES, AND THIS TAX GROSS-UP IS ALSO REPORTED AS TAXABLE INCOME. THE AMOUNTS REPORTED FOR THESE GROSS-UP PAYMENTS ARE INCLUDED ON SCHEDULE J, PART II, COLUMN B (III) - OTHER REPORTABLE COMPENSATION ON THE FORM 990. TAX INDEMNIFICATIONS OR GROSS-UP PAYMENTS - FINANCIAL/RETIREMENT PLANNING PROVIDENCE FOLLOWS THE FEDERAL AND STATE TAXATION LAWS RELATED TO FINANCIAL AND RETIREMENT PLANNING EXPENSES PAID TO THE EMPLOYEE OR TO A THIRD PARTY ON THE EMPLOYEE'S BEHALF. THEY ARE CONSIDERED TAXABLE WAGES AND ARE REPORTED AS SUCH. BASED ON THE WAY PROVIDENCE HAS CHOSEN TO PAY THESE OTHER EXPENSES, PROVIDENCE REPORTS REIMBURSEMENTS AND PAYMENTS TO VENDORS AS INCOME AND THESE EXPENSE PAYMENTS ARE REFLECTED ON THE EXECUTIVE'S FORM W-2. PROVIDENCE PROVIDES A GROSS-UP FOR THIS BENEFIT, SO THAT A PORTION OF THE PAYMENT DOES NOT HAVE TO BE USED TO PAY TAXES, AND THIS TAX GROSS-UP IS ALSO REPORTED AS TAXABLE INCOME. THE AMOUNTS REPORTED FOR THESE GROSS-UP PAYMENTS ARE INCLUDED ON SCHEDULE J, PART II, COLUMN B (III) - OTHER REPORTABLE COMPENSATION ON THE FORM 990. PERSONAL SERVICES PROVIDENCE OFFERS FINANCIAL PLANNING SERVICES AS AN OPTIONAL BENEFIT TO EMPLOYEES AT VICE PRESIDENT LEVEL AND ABOVE. THIS BENEFIT IS CONSIDERED A TAXABLE BENEFIT AND IS INCLUDED ON THE EMPLOYEE'S FORM W-2. THE AMOUNTS REPORTED FOR THE FINANCIAL PLANNING SERVICES ARE INCLUDED AS TAXABLE INCOME ON SCHEDULE J, PART II, COLUMN B (III) - OTHER REPORTABLE COMPENSATION ON THE FORM 990 FOR THE EMPLOYEES WHO PARTICIPATE. PART I, LINE 3 DESCRIPTION OF PROCESS TO REVIEW COMPENSATION PAID TO TOP MANAGEMENT OFFICIAL THE ORGANIZATION'S CHIEF EXECUTIVE OFFICER/TOP MANAGEMENT OFFICIAL IS PAID BY ST. JOSEPH HEALTH NORTHERN CALIFORNIA, LLC. SEE SCHEDULE O, PART VI, LINE 15 FOR THE PROCESS USED BY PROVIDENCE. PART I, LINE 4B ENTITIES WITHIN THE PROVIDENCE SYSTEM SPONSOR NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS FOR CERTAIN EXECUTIVES. THE PLANS PROVIDE FOR EMPLOYER CONTRIBUTIONS BASED ON A PERCENTAGE OF EXECUTIVE BASE SALARY AND, DEPENDING ON THE PLAN, ARE SUBJECT TO EITHER A THREE YEAR, AGE 59 1/2 OR A FIVE YEAR, AGE 65 VESTING SCHEDULE. UNTIL THE EXECUTIVE PROVIDES THESE SUBSTANTIAL FUTURE SERVICES, THESE SUPPLEMENTAL RETIREMENT CONTRIBUTIONS ARE AT RISK, AND WILL BE FORFEITED IF THE EXECUTIVE LEAVES THE ORGANIZATION BEFORE REACHING HER OR HIS VESTING DATE. THE SUPPLEMENTAL RETIREMENT CONTRIBUTIONS ARE INCLUDED IN COLUMN (C) AS A NONTAXABLE BENEFIT IN THE YEAR THE CONTRIBUTION IS CREDITED TO THE EXECUTIVE'S ACCOUNT, AND ARE INCLUDED AGAIN ON THE FORM 990 IN COLUMN (B)(III) IF AND WHEN THE AMOUNT BECOMES VESTED IN A FUTURE YEAR, AS THE FORM 990 REQUIRES. NO INDIVIDUAL RECEIVED A PAYOUT DURING THE CURRENT YEAR. PART I, LINE 7 NON-FIXED PAYMENTS THE PROVIDENCE EXECUTIVE COMPENSATION COMMITTEE (OF THE BOARD) HAS APPROVED AN EXECUTIVE COMPENSATION PHILOSOPHY THAT CLOSELY TIES AN EXECUTIVE'S COMPENSATION TO PERFORMANCE - BOTH THE PERFORMANCE OF THE ORGANIZATION AND THE PERFORMANCE OF THE EXECUTIVE. THERE IS NO GUARANTEE THAT THIS PART OF A LEADER'S COMPENSATION WILL BE PAID - IF THE PERFORMANCE OF THE ORGANIZATION OR OF THE INDIVIDUAL DOES NOT MEET THE PERFORMANCE STANDARDS FOR PAYMENT, NO PERFORMANCE-BASED PAYMENT IS MADE. THIS APPROACH IS REFLECTED IN PROVIDENCE'S LEADERSHIP ANNUAL INCENTIVE PLAN AND LONG-TERM INCENTIVE PLAN, WHICH ARE PERFORMANCE-BASED ANNUAL INCENTIVE PLANS THAT AFFORD PARTICIPATING EXECUTIVES THE OPPORTUNITY TO EARN "AT RISK" COMPENSATION THROUGH PERFORMANCE AGAINST VERY CHALLENGING GOALS. PAYOUTS WILL BE AWARDED BASED ON GOALS RELATED TO STRATEGIC OBJECTIVES, FISCAL STEWARDSHIP AND QUALITY OF CARE - THESE GOALS ARE SET BEFORE THE YEAR BEGINS AND ARE VERY CHALLENGING. THE EXECUTIVE COMPENSATION COMMITTEE REVIEWS AND APPROVES EACH YEAR'S PERFORMANCE GOALS TO MAKE SURE THEY ARE SUFFICIENTLY CHALLENGING, AND TO MAKE SURE THE GOALS ARE DESIGNED TO HELP PROVIDENCE MEET ITS MISSION AND STRATEGIC PURPOSES. EACH YEAR THE PSJH BOARD EXECUTIVE COMPENSATION COMMITTEE REVIEWS THE INCENTIVE PERFORMANCE AND MUST CERTIFY THE ACHIEVEMENT OF PERFORMANCE GOALS BEFORE ANY AWARDS ARE PAID OUT. WHEN REVIEWING AND APPROVING TOTAL COMPENSATION FOR EXECUTIVES, THE EXECUTIVE COMPENSATION COMMITTEE INCLUDES INCENTIVE AWARDS, TO MAKE SURE THAT COMPENSATION IS REASONABLE AND WELL-SUPPORTED BY MARKET DATA. THE COMMITTEE CONSISTS ONLY OF DIRECTORS WHO ARE FREE OF CONFLICTS OF INTEREST, AND THE COMMITTEE RELIES ON MARKET SURVEY DATA GATHERED BY AN INDEPENDENT CONSULTANT. THE COMMITTEE CONDUCTS THIS REVIEW AND APPROVAL PROCESS IN A MANNER THAT IS IN ACCORDANCE WITH IRS REQUIREMENTS FOR COMPENSATION OF TAX-EXEMPT ORGANIZATION LEADERS, AND IN ACCORDANCE WITH THE BEST GOVERNANCE PRACTICES IN THE INDUSTRY. SCHEDULE J, PART II ALL INDIVIDUALS REPORTED ON SCHEDULE J, PART II ARE PAID ENTIRELY BY AN UNRELATED ORGANIZATION, ST. JOSEPH HEALTH NORTHERN CALIFORNIA, LLC. THE COMPENSATION IS PAID TO INDIVIDUALS FOR THEIR SERVICES PERFORMED TO QUEEN OF THE VALLEY MEDICAL CENTER FOUNDATION. FORM 990, PART III, LINE 1 AS EXPRESSIONS OF GOD'S HEALING LOVE, WITNESSED THROUGH THE MINISTRY OF JESUS, WE ARE STEADFAST IN SERVING ALL, ESPECIALLY THOSE WHO ARE POOR AND VULNERABLE. FORM 990, PART III, LINE 4A, PROGRAM SERVICE ACCOMPLISHMENTS: AT PROVIDENCE, WE USE OUR VOICE TO ADVOCATE FOR VULNERABLE POPULATIONS AND NEEDED REFORMS IN HEALTH CARE. WE ARE ALSO PURSUING INNOVATIVE WAYS TO TRANSFORM HEALTH CARE BY KEEPING PEOPLE HEALTHY, AND MAKING OUR SERVICES MORE CONVENIENT, ACCESSIBLE AND AFFORDABLE FOR ALL. IN AN INCREASINGLY UNCERTAIN WORLD, WE ARE COMMITTED TO HIGH-QUALITY, COMPASSIONATE HEALTH CARE FOR EVERYONE - REGARDLESS OF COVERAGE OR ABILITY TO PAY. WE HELP PEOPLE AND COMMUNITIES BENEFIT FROM THE BEST HEALTH CARE MODEL FOR THE FUTURE - TODAY. TOGETHER, OUR 125,000 CAREGIVERS (ALL EMPLOYEES) SERVE IN 51 HOSPITALS, 1,014 CLINICS AND A COMPREHENSIVE RANGE OF HEALTH AND SOCIAL SERVICES ACROSS ALASKA, CALIFORNIA, MONTANA, NEW MEXICO, OREGON, TEXAS AND WASHINGTON. THE PROVIDENCE AFFILIATE FAMILY INCLUDES: -PROVIDENCE ACROSS FIVE WESTERN STATES -COVENANT HEALTH IN WEST TEXAS AND NEW MEXICO -FACEY MEDICAL GROUP IN LOS ANGELES, CA -KADLEC IN SOUTHEAST WASHINGTON -PACIFIC MEDICAL CENTERS IN SEATTLE, WA -SWEDISH HEALTH SERVICES IN SEATTLE, WA IN 2024, PROVIDENCE MINISTRIES AND AFFILIATES PROVIDED $1.9 BILLION IN COMMUNITY BENEFIT PROGRAMS. THIS INCLUDES FREE AND DISCOUNTED CARE, UNCOMPENSATED AND SUBSIDIZED CARE, AND OTHER COMMUNITY HEALTH ACTIVITIES. ONE OF THESE VITAL PROGRAMS, MEDICAID, IS A LIFELINE FOR MILLIONS OF INDIVIDUALS, INCLUDING SENIORS, CHILDREN, PREGNANT PATIENTS, THOSE WITH DISABILITIES AND VETERANS. WE ARE GRATEFUL TO EVERYONE IN OUR COMMUNITIES WHO HAS JOINED US IN ADVOCATING FOR CONTINUED FUNDING AND EXPANSION OF THIS PROGRAM. TOGETHER, WE ARE HELPING TO ENSURE MORE PEOPLE HAVE ACCESS TO NEEDED CARE. FOR MORE INFORMATION GO TO: HTTPS://WWW.PROVIDENCE.ORG/ABOUT/ANNUAL-REPORT THROUGH OUR COMMUNITY BENEFIT PROGRAMS, WE FOCUS ON MEETING THE DIVERSE NEEDS OF THE PEOPLE WE SERVE BY WORKING TO ENSURE BASIC HEALTH NEEDS ARE MET, REMOVING BARRIERS TO CARE, BUILDING COMMUNITY RESILIENCE AND INNOVATING FOR THE FUTURE. PROVIDENCE CONTINUES TO WORK TOWARDS CARBON NEGATIVE AND IN 2024 DECREASED EMISSIONS BY 19 PERCENT COMPARED TO OUR 2019 BASELINE. OUR EFFORTS EARNED US A SYSTEM RECORD 55 ENVIRONMENTAL EXCELLENCE AWARDS FROM PRACTICE GREENHEALTH AND MADE US THE FIRST LARGE SYSTEM TO RECEIVE THE JOINT COMMISSION'S SUSTAINABLE HEALTHCARE CERTIFICATION IN 2024 FOR EACH OF OUR HOSPITALS. REALIZING OUR MISSION - THE PURPOSE OF QUEEN OF THE VALLEY MEDICAL CENTER FOUNDATION IS TO RAISE FUNDS PRIMARILY FOR QUEEN OF THE VALLEY MEDICAL CENTER. DURING 2024 SOME OF THE LARGER GRANTS PAID TO THE MEDICAL CENTER WERE USED FOR THE WINIARSKI STROKE AND DIAGNOSTICS CENTER ($2,398,098), EXPANSION OF THE EMERGENCY DEPARTMENT RAPID CARE ($1,384,580), O-ARM ($1,263,997), GARDEN PAVILLION ($346,839) AND MANY OTHER CAPITAL AND OPERATIONAL PURPOSES. FORM 990, PART VI, SECTION B, LINE 11B PROCESS TO REVIEW 990 THE FORM 990 WAS PREPARED BASED ON INFORMATION RECEIVED FROM VARIOUS DEPARTMENTS OF THE ORGANIZATION INCLUDING THE FINANCE TEAM, HUMAN RESOURCES, PAYROLL, COMPLIANCE AND THE GENERAL COUNSEL'S OFFICE. THE ORGANIZATION ENGAGED AN OUTSIDE ACCOUNTING FIRM TO PREPARE THE RETURN. THE RETURN HAS BEEN REVIEWED BY AN OFFICER OF THE ORGANIZATION. A FULL COPY OF THE FORM 990 WAS PROVIDED TO ALL BOARD MEMBERS PRIOR TO FILING WITH THE IRS. THE AUDIT COMMITTEE OF THE PARENT ORGANIZATION IS PROVIDED AN ANNUAL UPDATE ON THE TAX REPORTING PROCESS AND KEY DISCLOSURES. FORM 990, PART VI, SECTION B, LINE 12C PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST PROVIDENCE TAKES THE ISSUE OF CONFLICTS OF INTEREST, AND INDEPENDENT UNCONFLICTED DECISION-MAKING, VERY SERIOUSLY. PROVIDENCE HAS A COMPREHENSIVE CONFLICT OF INTEREST POLICY AND INTEREST DISCLOSURE POLICY, REVISED IN 2023, AND CAREFULLY AND THOROUGHLY ADMINISTERS THESE POLICIES. BOARD MEMBERS, SPONSORS, SENIOR LEADERS AND KEY CORE LEADERS ARE REQUIRED TO DISCLOSE ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST IN ACCORDANCE WITH THE PROVIDENCE CONFLICT OF INTEREST POLICY, AND SO THAT THE INDIVIDUAL SATISFIES HIS OR HER FIDUCIARY OBLIGATIONS TO THE ORGANIZATION. DISCLOSURES ARE MADE ANNUALLY, AS WELL AS ANY TIME AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST ARISES. PROVIDENCE CHIEF LEGAL OFFICER AND/OR PROVIDENCE CHIEF RISK OFFICER, AND/OR PROVIDENCE CHIEF COMPLIANCE OFFICER, REVIEW ALL DISCLOSURES. WHERE APPROPRIATE, THE CEO AND/OR THE BOARD CHAIR WILL REVIEW CONFLICT OF INTEREST SITUATIONS THAT INVOLVE SENIOR LEADERSHIP OR A BOARD MEMBER OTHER THAN THE CHAIR. PROVIDENCE CHIEF LEGAL OFFICER AND/OR CHIEF RISK OFFICER REVIEW MATTERS WHERE CONFLICT IS DIFFICULT OR CANNOT BE READILY RESOLVED AND PRESENT RECOMMENDATIONS TO THE APPROPRIATE BOARD COMMITTEE OR THE CEO, FOR DISCUSSION AND RESOLUTION. WHEN APPROPRIATE, THE INDIVIDUAL WITH THE REAL/POTENTIAL CONFLICT THAT IS BEING REVIEWED MAY PARTICIPATE IN THE DISCUSSION BUT IS RECUSED FROM THE MEETING, AND FROM ANY FINAL DISCUSSION AND VOTE, WHEN A DECISION IS BEING MADE ON WHETHER A CONFLICT EXISTS, OR WHEN THE ACTION GIVING RISE TO THE CONFLICT OF INTEREST IS DECIDED. WHERE APPROPRIATE, CHIEF RISK OFFICER OR CHIEF LEGAL OFFICER WILL PROVIDE A PLAN TO MANAGE CONFLICTS AND AVOID PARTICIPATION BY THE CONFLICTED INDIVIDUAL IN THE MATTER GIVING RISE TO THE CONFLICT OF INTEREST. AUDITING AND MONITORING OF THIS PROCESS IS DONE PERIODICALLY. ALL DOCUMENTATION OF CONFLICT OF INTEREST DISCLOSURES IS RETAINED IN ACCORDANCE WITH ORGANIZATION RETENTION POLICY. FORM 990, PART VI, SECTION B, LINE 15 PROCESS FOR DETERMINING COMPENSATION THE ORGANIZATION'S CHIEF EXECUTIVE OFFICER/PRESIDENT/EXECUTIVE DIRECTOR IS PAID BY ST. JOSEPH HEALTH NORTHERN CALIFORNIA, LLC. IT IS PROVIDENCE'S INTENTION TO MAKE FINANCIAL INFORMATION ACCESSIBLE AND TRANSPARENT. ALTHOUGH THE FILING OF FORM 990 PROVIDES INSIGHT INTO HOW PROVIDENCE ACHIEVES ITS MISSION, DELIVERS ITS PROGRAMS AND STEWARDS ITS FINANCES, DECIPHERING THE INFORMATION DIRECTLY FROM FORM 990 CAN BE CHALLENGING. THE FOLLOWING PARAGRAPHS PROVIDE FURTHER INFORMATION ABOUT THE PROCESS WE USE TO DETERMINE COMPENSATION FOR TOP MANAGEMENT, OFFICERS AND KEY EMPLOYEES. PROVIDENCE HAS A SINGLE FIDUCIARY BOARD, WITH RESPONSIBILITY FOR FINANCIAL OVERSIGHT ASSOCIATED WITH FULFILLMENT OF THE PROVIDENCE MISSION, DEVELOPING SYSTEM POLICIES, PROTECTING THE ASSETS ENTRUSTED TO THE ORGANIZATION AND OVERSEEING THE STRATEGIC AND OPERATIONAL AFFAIRS OF PROVIDENCE'S LEGAL ENTITIES. PROVIDENCE ALSO MAINTAINS A NETWORK OF COMMUNITY ENTITY BOARDS WITH RESPONSIBILITY FOR QUALITY OF CARE OVERSIGHT, COMMUNITY RELATIONS, ADVOCACY AND COMMUNITY NEEDS ASSESSMENTS. PROVIDENCE HAS A CONSISTENT COMPENSATION PHILOSOPHY FOR ALL OF ITS SENIOR EXECUTIVES, INCLUDING ALL OFFICERS. SALARIES FOR SENIOR EXECUTIVES ARE REVIEWED AT LEAST ANNUALLY BY THE EXECUTIVE COMPENSATION COMMITTEE, WHICH IS A COMMITTEE OF THE PROVIDENCE BOARD CONSISTING ONLY OF OUTSIDE, INDEPENDENT DIRECTORS. THE COMMITTEE MAKES SURE, AT EACH OF ITS MEETINGS, THAT NO MEMBER OF THE COMMITTEE HAS A CONFLICT OF INTEREST AS TO ANY EXECUTIVE WHOSE COMPENSATION IS REVIEWED BY THE COMMITTEE. THE EXECUTIVE COMPENSATION COMMITTEE RETAINS AN INDEPENDENT CONSULTANT EACH YEAR TO REVIEW SALARIES OF THOSE IN THE MOST SIGNIFICANT LEADERSHIP ROLES IN THE ORGANIZATION. PART OF THE CONSULTANT'S ROLE IS TO REVIEW AN EXTENSIVE ARRAY OF COMPENSATION SURVEYS OF LARGE, NOT-FOR-PROFIT HEALTH CARE SYSTEMS IN THE UNITED STATES. PROVIDENCE IS ONE OF THE LARGER HEALTH SYSTEMS IN THE COUNTRY, AND AS SUCH, THE BOARD BENCHMARKS EXECUTIVE COMPENSATION AGAINST OTHER LARGE, NOT-FOR-PROFIT HEALTH SYSTEMS THAT ARE SUBSTANTIALLY SIMILAR TO PROVIDENCE IN SIZE AND COMPLEXITY (SUCH AS HAVING A SIMILAR AMOUNT OF ANNUAL NET REVENUE). ADDITIONALLY, BECAUSE PROVIDENCE OFTEN LOOKS TO GENERAL INDUSTRY FOR LEADERS IN CERTAIN FUNCTIONAL AREAS, PROVIDENCE ALSO TAKES INTO CONSIDERATION GENERAL INDUSTRY MARKET DATA IN THESE SPECIAL SITUATIONS. BASE SALARIES FOR PROVIDENCE EXECUTIVES ARE GENERALLY TARGETED TO THE "MEDIAN" LEVEL OF THE MARKET DATA (WHERE HALF THE SALARIES IN THE DATA ARE LOWER AND HALF THE SALARIES IN THE DATA ARE HIGHER), AS IDENTIFIED BY THE INDEPENDENT CONSULTANT AND REVIEWED WITH THE EXECUTIVE COMPENSATION COMMITTEE. THE PRESIDENT/CEO UTILIZES THE MARKET INFORMATION PROVIDED BY THE CONSULTANT ALONG WITH FORMAL PERFORMANCE EVALUATIONS, TO DETERMINE SALARY RECOMMENDATIONS FOR OTHER SENIOR EXECUTIVES. THIS PROCESS INCLUDES A RIGOROUS ANALYSIS OF THOSE RECOMMENDATIONS WITH THE EXECUTIVE COMPENSATION COMMITTEE AS A PART OF THE REVIEW AND APPROVAL PROCESS. TOTAL COMPENSATION IS TIED CLOSELY TO PERFORMANCE OF THE ORGANIZATION AND THE INDIVIDUAL. PERFORMANCE INCENTIVES ALLOW EXECUTIVES TO EARN ADDITIONAL COMPENSATION IF THEY HELP LEAD PROVIDENCE IN ACHIEVING SPECIFIC ORGANIZATIONAL GOALS FOR FURTHERING PROVIDENCE'S OPERATING COMMITMENTS AND STRATEGIC OBJECTIVES. THE BOARD OF DIRECTORS CONDUCTS A THOROUGH REVIEW PROCESS TO ENSURE PERFORMANCE INCENTIVES ARE ALIGNED WITH APPROPRIATE MARKET PRACTICES. THE BOARD'S PROCESS FOR SETTING, REVIEWING AND APPROVING EXECUTIVE COMPENSATION FULLY COMPLIES WITH IRS STANDARDS (TO ASSURE THAT ALL COMPENSATION IS CONSIDERED REASONABLE) AND REFLECTS BEST GOVERNANCE PRACTICES IN THE INDUSTRY. THE PROCESS WAS LAST COMPLETED IN JUNE 2025. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC UPON REQUEST. THE PROVIDENCE COMMUNITY BENEFIT REPORTS, FINANCIAL REPORTS, CONSOLIDATED AUDITED FINANCIAL STATEMENTS, AND PHILANTHROPY REPORTS ARE ALSO AVAILABLE ON THE PROVIDENCE INTERNET SITE. FORM 990, PART VII, SECTION A ALL COMPENSATION REPORTED ON QUEEN OF THE VALLEY MEDICAL CENTER FOUNDATION'S FORM 990 IS PAID BY AN UNRELATED ORGANIZATION, ST. JOSEPH HEALTH NORTHERN CALIFORNIA, LLC. FOR TRANSPARENCY PURPOSES, THE FILING ORGANIZATION IS REPORTING THIS COMPENSATION AS PAID BY THE FILING ORGANIZATION. FORM 990, PART XI, LINE 9: NET ASSET TRANSFERS BETWEEN TAX - EXEMPT ORGANIZATIONS -310,107. OTHER CHANGES IN NET ASSETS 220,181.