2025-11-13T20:30:37-06:00 2024-12-31 ERNST & YOUNG US LLP 560 MISSION ST STE 1600 SAN FRANCISCO CA 94105 990 2024-01-01 956419205 SANSUM CLINIC % KENNETH YOUNG SANS 9162866665 C/O SH TAX 2300 RIVER PLAZA DRIVE SACRAMENTO CA 95833 JONATHAN MA CFO 9162866665 2025-11-11 true true EVA NITTA P01286320 4158948000 2025-11-04 2024 2025-03-06 01:10:19Z X TODD SMITH MD SAME AS C ABOVE SACRAMENTO CA 95833 404819650 false X WWW.SUTTERHEALTH.ORG X 1921 CA SEE SCHEDULE O 15 12 1472 63 0 0 10373035 8832909 350874516 382797060 563631 1131912 25377687 11987668 387188869 404749549 0 0 0 0 100907755 111469518 0 0 0 289536027 320624561 390443782 432094079 -3254913 -27344530 225841085 255116228 90313491 136399083 135527594 118717145 X SEE SCHEDULE O false false 418617870 0 382797060 IN FURTHERANCE OF ITS CHARITABLE PURPOSE, THE CLINIC PROVIDES MEDICAL CARE WITHOUT CHARGE OR AT REDUCED CHARGE TO RESIDENTS OF THE COMMUNITY, PRIMARILY THROUGH: (A) SERVICES PROVIDED AT NO CHARGE TO THE UNINSURED; (B) THE DIFFERENCE BETWEEN PUBLIC PROGRAM PAYMENTS (PRIMARILY MEDICAL) AND THE RELATED COSTS OF PROVIDING SUCH SERVICES; AND (C) THE SERVICES PROVIDED TO PATIENTS EXPRESSING A WILLINGNESS TO PAY BUT WHO ARE UNABLE DUE TO SOCIO-ECONOMIC FACTORS. ADDITIONAL ACTIVITIES UNDERTAKEN TO BENEFIT THE COMMUNITY AND TO FULFILL ITS MISSION OF PROVIDING HIGH QUALITY HEALTHCARE TO EVERY PATIENT IN AN ENVIRONMENT THAT FOSTERS CARING AND COMPASSION AND PROMOTES EDUCATION AND RESEARCH INCLUDE THE FOLLOWING: - PROVIDING FREE EYE EXAMINATIONS THROUGH SEE INTERNATIONAL TO CHILDREN WHO COULD NOT OTHERWISE AFFORD THEM. - PROVIDING MORE THAN 300 HEALTH EDUCATION CLASSES (E.G. ASTHMA, BACK AND NECK CARE, CHOLESTEROL, DIABETES, HEALTHY AGING, JOINT REPLACEMENT, STRESS, WEIGHT MANAGEMENT FOR CHILDREN AND ADULTS) THAT ARE OFFERED EACH YEAR. THE CLASSES ARE OPEN TO THE COMMUNITY, ARE OFFERED FOR FREE OR AT A NOMINAL FEE AND ARE AVAILABLE THROUGHOUT THE COUNTY. - LEADING CAMP WHEEZ AND PROVIDING PHYSICIANS AND SUPPORT STAFF FOR THIS WEEKLONG SUMMER CAMP FOR CHILDREN LIVING WITH ASTHMA. - COLLABORATING WITH SANTA BARBARA NEIGHBORHOOD CLINICS TO PROVIDE DIAGNOSTIC CARE AND SPECIALTY MEDICAL SERVICES TO RESIDENTS WHO COULD OTHERWISE NOT AFFORD THESE TESTS. - PROVIDING RELIABLE HEALTH AND RESOURCE INFORMATION FREE OF CHARGE TO ANY COMMUNITY MEMBER, PATIENTS AND NON-PATIENTS ALIKE, THROUGH OUR HEALTH RESOURCE CENTER. - PARTICIPATING IN A VARIETY OF RESEARCH PROJECT WITH PARTNERS SUCH AS UCLA, THE RAND CORPORATION AND SEVERAL PHARMACEUTICAL COMPANIES. - PARTICIPATING IN OVER A DOZEN ANNUAL HEALTH FAIRS AND FREE HEALTH SCREENING EVENTS. 418617870 true true false false false false false true false true true false false true true true false true false false false false false false false false false false false true false false false true false true false false true false false false false true true false false false true 280 0 true 1472 true false false false false false false false false false false false false X 15 12 false false true false true true true true true false false true true true true true true true true true true CA X KENNETH YOUNG 9162866665 2300 RIVER PLAZA DR SACRAMENTO CA 95833 X Mark Sevco SVP, COO / Asst. Sec. 4.0 40.0 X X 0 3326965 328840 Todd Smith MD SH SVP,Chf Physician Exec/Pres 4.0 40.0 X X 0 1668636 210133 RAJU IYER SH SVP, CFO (PT-YR) 2.0 40.0 X 0 1278214 33328 Kurt Ransohoff President, Central Coast Div 1.0 40.0 X 46504 537766 442609 RYAN STICE SH VP, CHF PHARM OFF/ASST. SEC 2.0 40.0 X 0 577535 289031 Gregory Brown SH VP, Legal Ops. Bay/ Sec. 2.0 40.0 X 0 547534 284531 Chad Hine CEO Amb., Central Coast Div. 1.0 40.0 X 76773 459186 283803 Matthew Baumann SH VP, Clinical Int. Mgmt. 1.0 40.0 X 13475 418285 237102 Dominic Nakis SH Interim CFO (PT-YR) 2.0 40.0 X 0 619278 0 Alex Bauer CFO, Central Coast Div. 1.0 40.0 X 55096 327865 206756 Jill Kacher Cobb MD Chief Medical Executive 2.0 40.0 X 0 412917 115203 Daniel Weigel SH VP, HR, Central Coast Div. 1.0 40.0 X 55434 285036 178908 Lindsay Cortina SH VP, Strat. Ctral. Coast Div 1.0 40.0 X 25668 237580 159124 Karen Handy VP Clinical Service Line 1.0 40.0 X 13834 353616 24258 Sean Johnson CHIEF INFORMATION OFFICER 40.0 0.0 X 317372 0 0 Estella Wu Manager Pharmacy 40.0 0.0 X 260295 0 0 Clarence Thompson DIRECTOR, AREA 40.0 0.0 X 231985 0 1619 Stefanie Christopher Supervisor, Nuc Med 40.0 0.0 X 224321 0 2191 Stephanie Daughters DIRECTOR, AMB PHARMACY 40.0 0.0 X 219717 0 1808 THOMAS BRIODY DIRECTOR 2.0 4.0 X 0 0 0 WILLIAM BRUNETTI DIRECTOR 2.0 4.0 X 0 0 0 THEODORE DIEKEL CHAIR FINANCE & PLANNING 4.0 8.0 X X 0 0 0 ERIC FLOWERS DIRECTOR/CHAIR 4.0 8.0 X X 0 0 0 Janet A Garufis Director 2.0 4.0 X 0 0 0 RITA KWAN-FEINBERG MD Director 2.0 4.0 X 0 0 0 Juli Maxworthy Director 2.0 4.0 X 0 0 0 Yumi Nakagawa Director 2.0 4.0 X 0 0 0 Yvonne Richardson Director 2.0 4.0 X 0 0 0 John Ryan Director 2.0 4.0 X 0 0 0 Arnie Schaffer Director 2.0 4.0 X 0 0 0 Ron Sinha MD Director 2.0 4.0 X 0 0 0 Jane Varner MD Director 2.0 4.0 X 0 0 0 1540474 11050413 2799244 201 true true false Sansum Santa Barbara Medical Clinic PO Box 1200 SANTA BARBARA CA 93102 Professional SRVCS 99073178 Medical Consultants Inc 8750 Bryn Mawr Ave Ste 115 CHICAGO IL 606317521 Professional SRVCS 4941509 Santa Barbara Radiology Medical Gro 320 W Pueblo St SANTA BARBARA CA 93105 Radiology Services 4099627 Allegis Group Holdings Inc 7301 Parkway Dr HANOVER MD 210761159 Staffing Agency 4066547 Radiation Center Medical Group 300 W Pueblo St SANTA BARBARA CA 93105 Radiology Services 3759573 85 8832909 126047 8832909 PATIENT SERVICE REVENUE 621110 382167298 382167298 COTTAGE HOSPITALISTS ACO 621110 585000 585000 HEALTHCARE RELATED JV INCOME 523000 44762 44762 382797060 733457 733457 0 0 718066 0 70101 0 647965 0 647965 647965 398455 0 0 0 398455 0 398455 398455 0 0 0 0 0 0 0 0 0 SETTLEMENT REVENUE 901101 6362000 6362000 REBATES AND REFUNDS 901101 3217370 3217370 ADMIN REVENUE 901101 919000 919000 841333 841333 11339703 404749549 382797060 0 13119580 X 0 0 0 0 233807 233807 52977 52977 76028019 71515750 4512269 1708130 1600714 107416 26989740 25302475 1687265 6456845 6050807 406038 187347 30017 157330 556988 556988 0 21000 0 21000 0 0 26173 0 26173 111759853 111759153 700 74537 74537 4036718 2998339 1038379 2590 1552 1038 0 12573582 12212646 360936 495079 289314 205765 0 77633 74544 3089 629942 629942 0 9361906 9035996 325910 1624151 1493441 130710 MEDICAL SUPPLIES 122659363 122659363 PURCHASED SUPPLIES 33292951 30520710 2772241 CAPITATED SERVICES 16329960 16329960 LICENSES AND TAXES 4492075 3701286 790789 0 2422713 1854873 567840 432094079 418617870 13476209 0 0 0 36248538 58860105 6934430 9377521 34246772 38785850 0 0 0 0 0 0 5503148 4707849 3643470 2526956 202112772 96480542 105387254 105632230 1669116 1935606 750334 775152 0 0 0 0 31458023 32514959 225841085 255116228 62931074 95220096 0 0 0 0 0 0 0 0 0 0 0 0 0 0 27382417 41178987 90313491 136399083 X 130662073 112688328 4865521 6028817 135527594 118717145 225841085 255116228 X -27344530 556025 9978056 X false true X true false X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 336160 X false 12017973 271528 -993097 11296404 10773711 229440 1014822 12017973 12756519 83667 -2066475 10773711 11460157 6250 1290112 12756519 10103261 26547 1330349 11460157 0.82870 0.17130 0.00000 false false 0 19806250 19806250 0 60735574 14362365 46373209 50461184 25605879 24855305 70383608 56512298 13871310 726156 0 726156 105632230 OTHER RECEIVABLES 3509762 OTHER NONCURRENT ASSETS 28813628 OTHER CURRENT ASSETS 191569 32514959 0 INSURANCE LIABILITIES 3109878 OTHER LIABILITIES 24790021 CAPITAL LIBAILITIES 13279088 41178987 X PART III, LINE 4 DESCRIPTION OF THE ORGANIZATION'S COLLECTIONS: THE ORGANIZATION HAS ARTWORK BEING DISPLAYED IN PUBLIC PLACES OF THE MEDICAL FACILITY FOR DECORATIVE PURPOSES. PART V, LINE 4 THE CLINIC'S ENDOWMENT INCLUDES DONORRESTRICTED ENDOWMENT FUNDS AND FUNDS DESIGNATED BY THE BOARD OF TRUSTEES TO FUNCTION AS ENDOWMENTS. PART X, LINE 2 THIS ORGANIZATION WAS PART OF A CONSOLIDATED FINANCIAL SYSTEM AUDIT. THE ASC 740 AUDIT FOOTNOTE DISCLOSURE FOR THE SUTTER SYSTEM IS AS FOLLOWS: Sutter Health and many affiliates have been determined to be exempt organizations by the Internal Revenue Service and the California Franchise Tax Board and generally are not subject to taxes on income. Certain activities of Sutter are subject to income taxes; however, such activities are not significant to the consolidated financial statements. With respect to its taxable activities, Sutter records income taxes using the liability method, under which deferred tax assets and liabilities are determined based on the differences between the financial accounting and tax basis of assets and liabilities. Deferred tax assets or liabilities at the end of each period are determined using the currently enacted tax rate expected to apply to taxable income in the periods that the deferred tax asset or liability is expected to be realized or settled. Sutter recognizes the tax benefit from uncertain tax positions, only if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The statute of limitations for tax years 2021 through 2023 remains open in U.S. tax jurisdictions in which Sutter and its affiliates are subject to taxation. Sutter recognizes interest and penalties related to income tax matters in Operating expenses. There were no such uncertain tax positions recognized for the years ended December 31, 2024 and 2023. true true false false false false false true false Mark Sevco SVP, COO / Asst. Sec. 0 1427186 0 1876261 0 23518 0 280857 0 47983 0 3655805 0 0 Todd Smith MD SH SVP,Chf Physician Exec/Pres 0 783478 0 788917 0 96241 0 157257 0 52876 0 1878769 0 70126 RAJU IYER SH SVP, CFO (PT-YR) 0 951413 0 300000 0 26801 0 0 0 33328 0 1311542 0 0 Kurt Ransohoff President, Central Coast Div 16504 525437 30000 0 0 12329 0 408155 0 34454 46504 980375 0 0 RYAN STICE SH VP, CHF PHARM OFF/ASST. SEC 0 346299 0 184362 0 46874 0 252538 0 36493 0 866566 0 40112 Gregory Brown SH VP, Legal Ops. Bay/ Sec. 0 352906 0 151440 0 43188 0 247871 0 36660 0 832065 0 36066 Chad Hine CEO Amb., Central Coast Div. 76773 451904 0 0 0 7282 0 241659 0 42144 76773 742989 0 0 Matthew Baumann SH VP, Clinical Int. Mgmt. 13475 374215 0 10500 0 33570 0 207494 0 29608 13475 655387 0 0 Dominic Nakis SH Interim CFO (PT-YR) 0 619278 0 0 0 0 0 0 0 0 0 619278 0 0 Alex Bauer CFO, Central Coast Div. 55096 323095 0 0 0 4770 0 174900 0 31856 55096 534621 0 0 Jill Kacher Cobb MD Chief Medical Executive 0 343255 0 63855 0 5807 0 78848 0 36355 0 528120 0 0 Daniel Weigel SH VP, HR, Central Coast Div. 55434 279415 0 0 0 5621 0 163402 0 15506 55434 463944 0 0 Lindsay Cortina SH VP, Strat. Ctral. Coast Div 25668 234712 0 0 0 2868 0 133489 0 25635 25668 396704 0 0 Karen Handy VP Clinical Service Line 13834 350187 0 0 0 3429 0 6657 0 17601 13834 377874 0 0 Sean Johnson CHIEF INFORMATION OFFICER 132356 0 30836 0 154180 0 0 0 0 0 317372 0 0 0 Estella Wu Manager Pharmacy 260295 0 0 0 0 0 0 0 0 0 260295 0 0 0 Clarence Thompson DIRECTOR, AREA 221985 0 10000 0 0 0 0 0 1619 0 233604 0 0 0 Stefanie Christopher Supervisor, Nuc Med 224321 0 0 0 0 0 0 0 2191 0 226512 0 0 0 Stephanie Daughters DIRECTOR, AMB PHARMACY 219717 0 0 0 0 0 0 0 1808 0 221525 0 0 0 SCHEDULE J, PART I, LINE 3 SUPPLEMENTAL COMPENSATION INFORMATION: The Compensation Committee of the Sutter Health Board of Directors retains ultimate discretionary authority over all elements of compensation to assure that organizational purposes are appropriately being served. The Compensation Committee uses credible INDEPENDENT data sources and maintains an objective "arms length" decision-making process, ensuring the integrity of Sutter's executive programs and consistency with the organization's overall mission. SEE SCHEDULE O NARRATIVE FOR PART VI, LINE 15 FOR A FULL DESCRIPTION OF THE COMPENSATION APPROVAL PROCESS COMPLETED BY SUTTER HEALTH. SCHEDULE J, PART I, LINE 4A SEVERANCE PAYMENTS: Sean Johnson RECEIVED SEVERANCE PAYMENTS OF $154,180. SCHEDULE J, PART I, LINE 4B NONQUALIFIED RETIREMENT PLAN: The purpose of the nonqualified retirement plan is to provide Sutter Health executives with a competitive retirement benefit consistent with Sutter Health's overall compensation philosophy for all employees. Contributions are designed taking into consideration lost retirement benefits that would otherwise be obtained through the qualified pension plan and social security benefits. Sutter's plans are designed consistent with competitive industry practices. The retirement plan for Sutter Health employees is a combination of 403(b) employer match contributions and qualified pension plan benefits. Sutter Health executives are generally ineligible for employer match contributions. To ensure a competitive retirement benefit, Sutter Health makes an annual contribution to a non-qualified 457(f) plan for its executives. The formula provides 6% to 16% of base salary plus annual incentive plan award (commensurate with management level). Unlike Sutter Health's qualified PENSION plan where employee benefits are guaranteed (i.e., a defined benefit), Sutter's non-qualified plan benefits are not guaranteed by Sutter Health. Investment risk is borne by participants and benefits are not protected should Sutter Health become insolvent. SCHEDULE J, PART I, LINE 7 NON-FIXED PAYMENTS: Spot awards are infrequently used to reward employees. There are no specific guidelines for the amount of the spot award, average amount of spot awards tend to not exceed 5% to 15% of gross annual salary. Annual Incentive Plan (AIP): The purpose of the plan is to focus executives on specific, shorter-term goals that are critical to the achievement of affiliate, operating unit and system-wide objectives that drive overall organization performance. Long Term Performance Plans: Sutter Health also employs a long term performance plan which is designed to focus on longer term strategic objectives of the organization. Sutter's long term performance plan approach is a combination of both longer term measures of organization success and key organization strategies which require the combined effort of all leadership to achieve success. Sutter uses a common fate approach in that all LONG TERM PERFORMANCE plan participants are measured against the same, organization-wide criteria vs. individual efforts. This fosters a common purpose across leadership and a shared sense of accountability for the overall success of Sutter Health. In all cases, the Compensation Committee of the Board determines achievement of organization goals and makes final award determination which may result in a reduction of award if appropriate. All senior executive awards are reviewed for compensation reasonableness and approved by the compensation committee prior to payment. MATTHEW BAUMANN FORMER KEY EMPLOYEE SAL LOAN 5-2023 X 500000 500000 false true true 500000 SUBSTANTIAL CONTRIBUTOR SUBSTANTIAL CONTRIBUTOR 201839 PYMT IN ORD COURSE OF BUSINESS false X 7 126047 FMV 0 false true false PART I, COLUMN (B) THE NUMBERS REPORTED IN PART I, COLUMN (B) REPRESENT THE NUMBER OF DONATIONS. FORM 990, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT: MISSION: CARING FOR OUR PATIENTS FIRST AND OUR PEOPLE ALWAYS. VISION: TO BE THE MOST COMPREHENSIVE, INTEGRATED AND CONNECTED HEALTH SYSTEM FOR GETTING AND STAYING WELL. VALUES: EXCELLENCE - We deliver high-quality, equitable care and take on the toughest challenges. CURIOSITY - We are constantly learning and creating new ways to advance healthcare. TEAMWORK - We collaborate with humility and solve for ONE Sutter. COMPASSION - We show empathy and understanding in every personal interaction. INCLUSION - We respect our differences and similarities, and cultivate a sense of belonging. INTEGRITY - We earn trust by doing the right thing and delivering on our commitments. FORM 990, PART VI, Section A, Line 4 2024 Bylaw Amendments: Previous: The officers of the Corporation shall be a Chair, a Chair of the Finance and Planning Committee, a President of the Corporation, a Chief Financial Officer of the Corporation, a Corporate Secretary and any Assistant Secretary(ies). New: The officers of the Corporation shall be a Chair, a President of the Corporation, a Chief Financial Officer of the Corporation, a Corporate Secretary and any Assistant Secretary(ies). The bylaws of Sansum Clinic have been amended to update the composition of officer positions on the board. The chair of the finance and planning committee position has been eliminated and its responsibilities absorbed by the board. FORM 990, PART VI, LINES 6 & 7A CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS: THIS CORPORATION IS AN AFFILIATE OF SUTTER HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION. SUTTER HEALTH IS THE SOLE MEMBER WITH THE RIGHT TO ELECT AT LEAST A MAJORITY OF THE MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, LINE 7B CLASSES OF PERSONS, DECISIONS REQUIRING APPROVAL & TYPE OF VOTING RIGHTS: SUTTER HEALTH AS THE SOLE MEMBER OF THE ORGANIZATION IS ENTITLED TO EXERCISE FULLY ALL RIGHTS AND PRIVILEGES OF MEMBERS OF NONPROFIT CORPORATIONS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW, AND ALL OTHER APPLICABLE LAWS. THE MEMBER HAS THE RIGHTS AND POWERS TO APPOINT (AND REMOVE) MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS, SUBJECT TO THE PROVISIONS OF THE BYLAWS. IN ADDITION, THE MEMBER HAS THE RIGHT TO APPROVE THE FOLLOWING ACTIONS OF THE CORPORATION'S BOARD OF DIRECTORS: A. MERGER, CONSOLIDATION, REORGANIZATION, OR DISSOLUTION OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; B. AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION OR THE BYLAWS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; C. ADOPTION OF OPERATING BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY, INCLUDING CONSOLIDATED OR COMBINED BUDGETS OF THE CORPORATION AND ALL SUBSIDIARY ORGANIZATIONS OF THE CORPORATION; D. ADOPTION OF CAPITAL BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; E. AGGREGATE OPERATING OR CAPITAL EXPENDITURES ON AN ANNUAL BASIS THAT EXCEED APPROVED OPERATING OR CAPITAL BUDGETS BY A SPECIFIED DOLLAR AMOUNT TO BE DETERMINED FROM TIME TO TIME BY THE GENERAL MEMBER; F. LONG-TERM OR MATERIAL AGREEMENTS INCLUDING, BUT NOT LIMITED TO, BORROWINGS, EQUITY FINANCINGS, CAPITALIZED LEASES AND INSTALLMENT CONTRACTS; AND PURCHASE, SALE, LEASE, DISPOSITION, HYPOTHECATION, EXCHANGE, GIFT, PLEDGE, OR ENCUMBRANCE OF ANY ASSET, REAL OR PERSONAL, WITH A FAIR MARKET VALUE IN EXCESS OF A DOLLAR AMOUNT TO BE DETERMINED FROM TIME TO TIME BY THE DIRECTORS OF THE GENERAL MEMBER, WHICH SHALL NOT BE LESS THAN 10% OF THE TOTAL ANNUAL CAPITAL BUDGET OF THE CORPORATION; G. APPOINTMENT OF AN INDEPENDENT AUDITOR AND HIRING OF INDEPENDENT COUNSEL EXCEPT IN CONFLICT SITUATIONS BETWEEN THE GENERAL MEMBER AND THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; H. The hiring of independent counsel by the Corporation or any Affiliated Entity, unless at least two-thirds (2/3) of the Board in office on the day of a vote determine that a material conflict of interest exists between the Corporation and the General Member and, therefore, the Board must engage independent counsel to assist in exercising the Board's fiduciary duties; I. THE CREATION OR ACQUISITION OF ANY SUBSIDIARY OR AFFILIATE ENTITY; J. CONTRACTING WITH AN UNRELATED THIRD PARTY FOR ALL OR SUBSTANTIALLY ALL OF THE MANAGEMENT OF THE ASSETS OR OPERATIONS OF THE CORPORATION ORANY SUBSIDIARY OR AFFILIATE ENTITY; K. APPROVAL OF MAJOR NEW PROGRAMS AND CLINICAL SERVICES OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY. THE GENERAL MEMBER SHALL FROM TIME TO TIME DEFINE THE TERM "MAJOR" IN THIS CONTEXT; L. APPROVAL OF STRATEGIC PLANS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; M. ADOPTION OF QUALITY ASSURANCE POLICIES NOT IN CONFORMITY WITH POLICIES ESTABLISHED BY THE GENERAL MEMBER; N. ANY TRANSACTION BETWEEN THE CORPORATION, A SUBSIDIARY OR AFFILIATE AND A DIRECTOR OF THE CORPORATION OR AN AFFILIATE OF SUCH DIRECTOR; O: Rehiring, contracting with, or otherwise compensating a Sutter Health Executive, or any officer or member of management of the Corporation or any Affiliated Entity after their employment has ended. IN ADDITION, THE GENERAL MEMBER SHALL HAVE THE AUTHORITY (BY A VOTE OF NOT LESS THAN TWO-THIRDS (2/3) OF ITS BOARD), TO DECLARE A MAJOR ACTIVITY REQUIRING APPROVAL. FORM 990, PART VI, LINE 11B PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW FORM 990: SUTTER HEALTH HAS A CENTRALIZED TAX DEPARTMENT RESPONSIBLE FOR THE PREPARATION OF THE FORM 990. ANNUALLY THE TAX DEPARTMENT PROVIDES TRAINING AND EDUCATION TO AFFILIATE PERSONNEL WHO ASSIST THE TAX DEPARTMENT IN COLLECTING AND REVIEWING DATA TO BE REPORTED ON THE FORM 990. THE PREPARATION MATERIAL IS REVIEWED BY VARIOUS DEPARTMENTS INCLUDING TAX, FINANCE, LEGAL, AND HUMAN RESOURCES. A NATIONAL ACCOUNTING FIRM PREPARES AND/OR REVIEWS THE RETURN. A COMPLETED RETURN IS THEN REVIEWED BY THE TAX DEPARTMENT, THE AFFILIATE, AND THE CFO BEFORE THE RETURN IS FILED. FORM 990, PART VI, LINE 12 Process to Monitor Transactions for Conflicts of Interest: Employees are educated on the conflict of interest policy and the need to make disclosure as part of annual compliance education. In addition, annually a disclosure statement is completed by all directors, officers and key employees.On this statement the individual will list a wide range of information which includes business relationships, employment relationships, property interests, and those of related parties. If there is a potential conflict of interest related to a particular transaction, the interested individual must disclose the existence and nature of the relationship.The Board Chair may appoint a disinterested person or committee to investigate the conflict. The Board may consult with the Office of the General Counsel as necessary. Until the potential conflict is resolved, the Board Chair (or committee chair as applicable) may request the individual to not participate during related presentations and discussions. In all circumstances involving an actual conflict, the interested individual shall leave the room prior to the board's final discussion and vote. FORM 990, PART VI, LINE 15 PROCESS FOR DETERMINING COMPENSATION: THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ASSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE independent DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. TO ENSURE EXTERNAL COMPETITIVENESS, NATIONAL COMPENSATION DATA COMPARISONS ARE REVIEWED. COMPETITIVE ANALYSIS INCLUDES: (A) BASE SALARY, (B) TOTAL CASH (BASE SALARY + ANNUAL INCENTIVE), (C) TOTAL DIRECT CASH (BASE SALARY + ANNUAL INCENTIVE + LONG TERM INCENTIVE) AND (D) TOTAL REMUNERATION (BASE SALARY + ANNUAL INCENTIVE + BENEFITS AND LONG TERM INCENTIVE). THIS ANALYSIS INCLUDES NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH, ADJUSTED TO THE CALIFORNIA MARKET. THIS METHOD IS MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. OFFICERS AND KEY EMPLOYEES OF THIS ORGANIZATION UNDERGO AN ANNUAL REVIEW BY THE COMPENSATION COMMITTEE OR A DELEGATED SUB-COMMITTEE.APPROVAL IS RECORDED IN THE MINUTES. THE 2024 EXECUTIVE COMPENSATION APPROVAL WAS COMPLETED IN APRIL 2024. FORM 990, PART VI, LINE 19 AVAILABILITY OF GOVERNING DOCUMENTS, COI POLICY & FINANCIAL STATEMENTS: The Sutter Health system posts its current and past Audited Financial Statements at sutterhealth.org.Other documents are also located at this website including the Annual Report, Mission Statement, history, and links to affiliate websites. The governing documents and conflict of interest policy are not available to the public at this time. FORM 990, PART VII, SECTION A COMPENSATION OF BOARD MEMBERS: The following board members of the organization are full-time employees (40 hours per week) of Sutter Health OR SUTTER BAY HOSPITALS AND THEIR SUTTER SALARIES ARE REPORTED HERIN. THESE INDIVIDUALS RECEIVE NO COMPENSATION FOR THEIR SERVICE AS BOARD MEMBERS OF THIS ORGANIZATION. Mark Sevco Todd Smith, MD Jill Kacher Cobb, MD Common law employees: Individuals listed as Officers and Key Employees of the organization that are paid fulltime by a related organization are common law employees of Sutter Health, a separate legal entity. It is the intention of Sutter Health and the filing organization to make information accessible and transparent, reporting those Sutter Health employees who have officer and Key Employee responsibilities to the filing organization. FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSETS OR FUND BALANCES: EQUITY TRANSFERS (NET) $ 9,998,000 K-1 ACTIVITY $ (44,762) PARTNERSHIP INCOME ON BOOKS $ 24,818 --------------- TOTAL $ 9,978,056 FORM 990 PART IX LINE 11G DESCRIPTION:MED. GROUP COMPENSATION TOTAL FEES:XXX-XX-XXXX FORM 990 PART IX LINE 11G DESCRIPTION:THERAPISTS/OTHER MEDICAL TOTAL FEES:75092 FORM 990 PART IX LINE 11G DESCRIPTION:NURSE REGISTRY FEES TOTAL FEES:389373 CALIFORNIA PACIFIC MEDICAL CTR FOUND C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 942728423 FUNDRAISING CA 501(C)(3) 7 SUTTER BH true SUTTER COMMUNITY HEALTH C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 510172285 HEALTHCARE CA 501(C)(3) 3 SUTTER BH true MEMORIAL HOSPITAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 942290244 FUNDRAISING CA 501(C)(3) 12A - I SUTTER VH true MILLS-PENINSULA HOSPITAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 237288765 FUNDRAISING CA 501(C)(3) 7 SUTTER BH true SUTTER AUBURN FAITH HOSPITAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 942594966 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER BAY HOSPITALS C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 940562680 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER BAY MEDICAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 941156581 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SUTTER COAST HOSPITAL C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 942988520 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER DAVIS HOSPITAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 680217870 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER HEALTH 2300 RIVER PLAZA DRIVE SACRAMENTO CA 95833 942788907 SUPPORTING OR CA 501(C)(3) 12C III-FI NA false SUTTER HEALTH PACIFIC 91-2301 FT WEAVER RD EWA BEACH HI 96706 990298651 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true Sutter Health Alliance C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 461183948 HEALTH PLAN CA 501(C)(4) N/A SUTTER HLTH true SUTTER INSURANCE SERVICES CORPORATION 745 FORT STREET SUITE 1100 HONOLULU HI 96813 990289310 INSURANCE SER HI 501(C)(3) 12C III-FI SUTTER HLTH true SUTTER MEDICAL CENTER FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 942788906 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER ROSEVILLE MEDICAL CTR FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 680040113 FUNDRAISING CA 501(C)(3) 7 SUTTER VH true SUTTER VALLEY HOSPITALS C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 941156621 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER VALLEY MEDICAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 680273974 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SUTTER VISITING NURSE ASSOC AND HOSPICE C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 946068843 HEALTHCARE CA 501(C)(3) 10 SUTTER HLTH true TRACY HOSPITAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 680318845 FUNDRAISING CA 501(C)(3) 12A - 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