2025-08-12T09:10:40-05:00 2024-09-30 861065772 DELOITTE TAX LLP 50 SOUTH SIXTH STREET SUITE 2800 MINNEAPOLIS MN 55402 990 2023-10-01 042105941 BAYSTATE HEALTH INC BAYS 4137940000 759 CHESTNUT STREET SPRINGFIELD MA 01199 LAURIE MARTIN CFO & TREASURER 4137940000 2025-08-04 1 0 CHRIS MESKIMEN P01314196 6123974000 2023 2025-03-06 01:10:19Z JENNIFER NICHOLS 759 CHESTNUT STREET SPRINGFIELD MA 01199 36018380 0 X WWW.BAYSTATEHEALTH.ORG X 1983 MA THE MISSION OF THE ORGANIZATION IS TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES EVERY DAY, WITH QUALITY AND COMPASSION. 20 16 0 19 913787 118736 13635105 8708026 8794776 9324808 4652405 8020597 951944 1287731 28034230 27341162 367779 399721 0 0 296026 289856 0 0 0 25124939 21956520 25788744 22646097 2245486 4695065 320977322 260600991 224068372 147154405 96908950 113446586 X THE MISSION OF THE ORGANIZATION IS TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES EVERY DAY, WITH QUALITY AND COMPASSION. 0 0 15547786 399721 9539633 BAYSTATE HEALTH, INC. (BAYSTATE HEALTH OR BH) BASED IN SPRINGFIELD, MASSACHUSETTS IS THE PARENT CORPORATION OF AN INTEGRATED HEALTH CARE DELIVERY SYSTEM WITH THE MISSION "TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITY EVERY DAY, WITH QUALITY AND COMPASSION." BH PROVIDES FUNDING FOR STRATEGIC INITIATIVES, AS NECESSARY, FUNDING FOR RESEARCH & EDUCATION INITIATIVES AND SUPPORT OF COMMUNITY HEALTH, DEVELOPMENT, AND OUTREACH ACTIVITIES, MOSTLY FUNDED BY BH BOARD-DESIGNATED FUNDS. PUBLIC HEALTH INSTITUTE OF WESTERN MASSACHUSETTS, FORMERLY PARTNERS FOR A HEALTHIER COMMUNITY, IS THE PRIMARY RECIPIENT OF BH SUPPORT. BAYSTATE HEALTH CURRENTLY INCLUDES THE FOLLOWING: BAYSTATE MEDICAL CENTER (BMC), LOCATED IN SPRINGFIELD, MASSACHUSETTS, IS THE LARGEST OF THE FOUR HOSPITALS IN THE BAYSTATE HEALTH SYSTEM. BMC, THE LEADING HEALTH FACILITY IN WESTERN MASSACHUSETTS, IS THE ONLY TERTIARY CARE REFERRAL MEDICAL CENTER AND LEVEL I TRAUMA CENTER IN THE REGION. IT IS ALSO HOME TO WESTERN NEW ENGLAND'S ONLY NEONATAL AND PEDIATRIC INTENSIVE CARE UNITS. BMC IS A 768-BED, TAX EXEMPT, NOT-FOR-PROFIT, ACADEMIC TEACHING HOSPITAL. BAYSTATE FRANKLIN MEDICAL CENTER (BFMC), LOCATED IN GREENFIELD, MASSACHUSETTS, IS A 89-BED, TAX EXEMPT, NOT-FOR-PROFIT, ACUTE CARE COMMUNITY HOSPITAL. BFMC SERVES THE NORTHERN TIER OF NORTHWESTERN MASSACHUSETTS AND SOUTHERN VERMONT. BAYSTATE WING HOSPITAL CORPORATION (BWH), LOCATED IN PALMER, MASSACHUSETTS, IS A 40-BED, TAX-EXEMPT, NOT-FOR-PROFIT, ACUTE CARE COMMUNITY HOSPITAL. BAYSTATE TOTAL HOME CARE, INC. (BTHC), LOCATED IN SPRINGFIELD, MASSACHUSETTS, IS A TAX EXEMPT, NOT-FOR-PROFIT CORPORATION ORGANIZED TO BENEFIT, SUPPORT AND FURTHER THE CHARITABLE ACTIVITIES OF BMC. BAYSTATE NOBLE HOSPITAL, INC. (BNH), LOCATED IN WESTFIELD, MASSACHUSETTS, IS A 65-BED TAX-EXEMPT, NOT-FOR-PROFIT ACUTE CARE COMMUNITY HOSPITAL. BNH PROVIDES INPATIENT, OUTPATIENT AND EMERGENCY CARE SERVICES FOR RESIDENTS IN THE GREATER WESTFIELD COMMUNITY. BAYSTATE MEDICAL PRACTICES, INC. (BMP) IS A MULTI-SPECIALTY ACADEMIC GROUP PRACTICE ESTABLISHED AS A TAX EXEMPT, NOT-FOR-PROFIT ORGANIZATION TO SUPPORT THE EDUCATIONAL AND RESEARCH PROGRAMS OF BAYSTATE HEALTH AS WELL AS NUMEROUS COMMUNITY PRIMARY CARE AND OUTREACH SERVICES. VISITING NURSE ASSOCIATION AND HOSPICE OF WESTERN NEW ENGLAND, INC. (BVNAH) IS A TAX EXEMPT, NOT-FOR-PROFIT ORGANIZATION THAT PROVIDES COMPREHENSIVE HOME HEALTH CARE COMMITTED TO PROVIDING THE HIGHEST QUALITY CARE TO PATIENTS AND FAMILIES, PRIMARILY IN THE HOME SETTING. BVNAH MEETS INDIVIDUAL NEEDS BY BRINGING EXPERIENCED NURSES, REHABILITATION THERAPISTS, SOCIAL WORKERS, AND HOME CARE AIDES TO PATIENTS' HOMES. HEALTH NEW ENGLAND, INC. (HNE) IS A TAX EXEMPT, NOT-FOR-PROFIT HEALTH MAINTENANCE ORGANIZATION. IT IS LOCATED IN SPRINGFIELD, MASSACHUSETTS. HNE'S SERVICE AREA IN MASSACHUSETTS INCLUDES FRANKLIN, BERKSHIRE, HAMPDEN AND HAMPSHIRE COUNTIES AND PART OF WORCESTER COUNTY. HNE ALSO SERVES HARTFORD, LITCHFIELD AND TOLLAND COUNTIES IN CONNECTICUT. BAYSTATE ADMINISTRATIVE SERVICES, INC. (BAS) IS A TAX EXEMPT, NOT-FOR-PROFIT CORPORATION THAT PROVIDES MANAGEMENT SUPPORT FOR THE BH SUBSIDIARIES, INCLUDING HUMAN RESOURCES, MARKETING, STRATEGIC PLANNING, INFORMATION SERVICES AND FINANCIAL SERVICES. BAYSTATE HEALTH FOUNDATION, INC. (BHF) IS A TAX EXEMPT, CHARITABLE ORGANIZATION ESTABLISHED FOR THE PURPOSE OF FUND-RAISING FOR HEALTHCARE RELATED ACTIVITIES, IN SUPPORT, AND FOR THE BENEFIT, OF BH AND THOSE SUBSIDIARIES OF BH THAT ARE TAX EXEMPT, NOT-FOR-PROFIT CORPORATIONS, AND TO HOLD ENDOWMENT, CHARITABLE DONATIONS, AND OTHER FUNDS FOR THEIR BENEFIT. INGRAHAM CORPORATION (IC) IS A FOR-PROFIT, TAXABLE CORPORATION WHOSE MAIN PURPOSE IS FACILITY SUPPORT SERVICES. BAYSTATE HEALTH INSURANCE COMPANY, LTD. (BHIC) IS A CAPTIVE INSURANCE COMPANY ORGANIZED AND LICENSED IN THE CAYMAN ISLANDS, BRITISH WEST INDIES. BHIC PROVIDES PROFESSIONAL LIABILITY AND OTHER INSURANCE COVERAGE TO BH AND ITS CORPORATE AFFILIATES AND THEIR EMPLOYEES. BHIC ALSO OFFERS MALPRACTICE INSURANCE TO MEMBERS OF BH'S MEDICAL STAFF WHO MEET CRITERIA FOR PARTICIPATION. 15547786 1 1 0 1 0 0 0 0 0 1 1 1 0 1 1 0 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 40 0 1 0 1 1 1 CJ 0 0 0 0 0 0 0 0 0 0 X 20 16 1 1 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 1 1 CA MA X LAURIE MARTIN BAYSTATE HEALTH INC 4137940000 759 CHESTNUT STREET SPRINGFIELD MA 01199 X MARK A KEROACK MD TRUSTEE (THRU 6/3/24)/PRESIDENT & CEO - BH 35.00 15.00 X X 0 2714007 44265 NICOLAS JABBOUR MD TRUSTEE (AS OF 1/1/24)/CHAIR DEPT. OF SURGERY 1.00 49.00 X 0 1026932 56490 KEVIN P MORIARTY MD TRUSTEE (THRU 12/31/23)/CHIEF PED SURGERY 1.00 49.00 X 772803 0 54493 AKINYELE K LOVELACE DO TRUSTEE/PER DIEM INTERNIST 1.00 49.00 X 102600 0 4617 SARA ROURKE MD TRUSTEE/PER DIEM URGENT CARE PHYSICIAN 1.00 49.00 X 31250 0 1719 COLLEEN W HOLMES VICE CHAIR/TRUSTEE 2.00 6.00 X X 0 0 0 HARRIET A DEVERRY CHAIR/TRUSTEE 2.00 6.00 X X 0 0 0 PETER D BANKO TRUSTEE (AS OF 6/4/24)/PRESIDENT & CEO - BH 35.00 15.00 X X 0 0 0 ANTONIO E DOS SANTOS TRUSTEE 1.00 5.00 X 0 0 0 CLAUDIA R COPLEIN DO TRUSTEE 1.00 5.00 X 0 0 0 DENISE R JORDAN TRUSTEE 1.00 5.00 X 0 0 0 ELIZABETH CARDONA TRUSTEE (THRU 12/31/23) 1.00 4.00 X 0 0 0 IRENE RODRIGUEZ-MARTIN TRUSTEE 1.00 5.00 X 0 0 0 JAMES R PHANEUF TRUSTEE (THRU 12/31/23) 1.00 4.00 X 0 0 0 JULIE QUINK TRUSTEE (AS OF 1/1/24) 1.00 5.00 X 0 0 0 LINDA THOMPSON TRUSTEE 1.00 5.00 X 0 0 0 MADELINE LANDRAU TRUSTEE (AS OF 1/1/24) 1.00 5.00 X 0 0 0 MARIA P GONCALVES TRUSTEE 1.00 6.00 X 0 0 0 MARK A O'CONNELL TRUSTEE 1.00 5.00 X 0 0 0 PAUL C PICKNELLY TRUSTEE 1.00 5.00 X 0 0 0 PAUL R MURPHY TRUSTEE (THRU 12/31/23) 1.00 4.00 X 0 0 0 RICHARD BOSSIE TRUSTEE 1.00 5.00 X 0 0 0 ROBERT J BACON TRUSTEE 1.00 5.00 X 0 0 0 RUTH H CONSTANTINE TRUSTEE 1.00 5.00 X 0 0 0 WILLIAM R WEBBER TRUSTEE 1.00 5.00 X 0 0 0 RAYMOND MCCARTHY TRUSTEE/SVP, CFO & TREASURER BH 10.00 40.00 X 0 1181243 29919 KRISTIN R DELANEY CLERK/DIR CORP GOVERNANCE 34.00 16.00 X 0 176880 40432 NANCY REMILLARD ASST. CLERK OF THE CORP 1.00 49.00 X 0 63112 13612 906653 5162174 245547 2 0 1 1 MCDERMOTT WILL & EMERY LLP 444 WEST LAKE STREET CHICAGO IL 60606 LEGAL SERVICES 4124155 RBC CAPITAL MARKETS ROYAL BANK PLAZA 200 BAY STREET TORONTO ONTARIO CA M5J 2W7 INVESTMENT MANAGEMENT 2328688 KAUFMAN HALL & ASSOCIATES LLC 5215 OLD ORCHARD ROAD STE 800 SKOKIE IL 60077 CONSULTING SERVICES 1600695 BAYSTATE ADMINISTRATIVE SERVICES INC 759 CHESTNUT STREET SPRINGFIELD MA 01199 MANAGEMENT AND IT SERVICES 1226069 DATASITE LLC 1345 6TH AVENUE 17TH FLOOR NEW YORK NY 10105 DATA MANAGEMENT SERVICES 435932 16 8620539 87487 8708026 PREMIER INVEST INCOME 525990 3598773 3598773 MD DUES/FEES 621110 747733 747733 CPIP ADMIN REVENUE 531120 305000 305000 INTERCOMPANY RENT 621110 300972 300972 BHIC E&P UBIT 525990 256313 256313 4116017 9530 4106487 9324808 5672652 352474 5320178 219 219 11025163 8677218 2347945 2347945 2347945 LOANS-PRINCIPAL PMTS 561499 548475 548475 FED. TAX REFUND 621110 155717 155717 MA STATE TAX REFUND 621110 59108 59108 524212 524212 1287512 27341162 4871833 913787 12847516 X 396221 396221 3500 3500 289856 289856 1504099 1504099 25646 25646 376500 376500 10427 10427 3206154 2738285 467869 181701 181701 17471 5705 11766 137023 137023 669 669 32955 32955 84902 4638 80264 4368237 4368237 1226069 1125605 100464 6195 6195 STRATEGIC INITIATIVES 9912192 9912192 INCOME TAX EXPENSE 431386 431386 MD STIPENDS 173675 173675 PROFESSIONAL DEVELOPMEN 121099 121099 140120 48831 91289 22646097 15547786 7098311 0 15942375 13676401 768972 615384 13479730 4722158 348445 289321 59124 59124 16787009 18299388 139799883 156417307 4132000 4132000 130008229 62679229 320977322 260600991 6215394 2156359 1543997 0 111025279 28668594 105283702 116329452 224068372 147154405 X 66335311 70853520 30573639 42593066 96908950 113446586 320977322 260600991 X 4695065 15690650 -3848079 X 0 1 X 1 0 X 24077413 10455409 14697185 13635105 8708026 71573138 24077413 10455409 14697185 13635105 8708026 71573138 71573138 1408932 258089 1762263 5404475 5320398 14154157 731263 1552249 3320 676029 199507 3162368 708686 177275 71602 951750 1287512 3196825 92086488 73493608 0.77720 0.82800 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: OTHER INCOME - 2019 AMOUNT: $ 708,686. 2020 AMOUNT: $ 177,275. 2021 AMOUNT: $ 71,602. 2022 AMOUNT: $ 951,750. 2023 AMOUNT: $ 1,287,512. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 376500 376500 0 PART II-B, LINE 1: BH PAID RAUSCHENBACH ASSOCIATES, PHILIP W. JOHNSTON, ASSOCIATES, CAPITOL COUNCIL, LLC, BUONICONTI & MCCARY, LLC, J WAGNER STRATEGIES, LLC AND BRIAN P. LEES, FOR LOBBYING ACTIVITIES RELATED TO HEALTHCARE POLICY, LEGISLATION, AND APPROPRIATIONS AS WELL AS TECHNICAL AND STRATEGIC ADVICE FOR THE HEALTHCARE SYSTEM. 21650767 162334 3351893 25164994 20491040 261980 897747 21650767 26196508 114822 -5820290 20491040 21989215 113781 4093512 26196508 21660762 89825 238628 21989215 1.00000 0 1 1 59124 59124 233233 233233 0 18589 18589 0 37499 37499 0 59124 457B PLAN ASSETS 95445531 F INVESTMENTS - OTHER SECURITIES 10619921 F INVESTMENT IN UNCONSOLIDATED AFFILIATES 1212844 F INVESTMENT IN SUBSIDIARIES (INGRAHAM, WING AND NOBLE) 49139011 F 156417307 DUE FROM AFFILIATED COMPANIES 6672949 AFFILIATE LINE OF CREDIT 20000000 INTEREST IN NET ASSETS OF BHF 36006280 62679229 76392 DUE TO AFFILIATED COMPANIES 15994385 DUE TO BOARD-DESIGNATED FUNDS 1244870 INSURANCE RESERVES 3568274 DEFERRED COMPENSATION OBLIGATIONS 95445531 116329452 PART V, LINE 4 ENDOWMENT ASSETS ARE TO PROVIDE FUNDING TO SUPPORT PROGRAMS THAT FURTHER BAYSTATE HEALTH'S MISSION. CENTRAL AMERICA AND THE CARIBBEAN 0 0 UNRELATED TRADE OR BUSINESS INSURANCE 23479038 CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 45634458 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 INVESTMENTS 567330 0 0 0 0 0 0 69680826 0 69680826 1 0 1 1 1 0 PART I, LINE 3: ACTUAL CASH TRANSFERS FOR UNRELATED INSURANCE ACTIVITY AND MARKET VALUE FOR INVESTMENT CAPITAL BALANCES. PART I, LINE 3: EXPENDITURES OF $23,479,038 IN THE CARIBBEAN ARE COMPRISED OF INSURANCE RELATED CASH TRANSFERS OF $23,359,038 AND BAYSTATE HEALTH'S BOOK VALUE OF THE $120,000 BHIC INVESTMENT. 1 PUBLIC HEALTH INSTITUTE OF WESTERN MASSACHUSETTS 127 STATE STREET 4TH FLOOR SPRINGFIELD MA 01103 043342182 501(C)(3) 250000 0 TO ASSIST THE PUBLIC HEALTH INSTITUTE, FORMERLY PARTNERS FOR A HEALTHIER COMMUNITY, IN NARROWING THE GAP IN HEALTH DISPARITIES FOR SOME OF SPRINGFIELD'S MOST VULNERABLE CITIZENS, TO BE A SOURCE OF SUPPORT FOR BUILDING CIVIC LEADERS, CREATING STRATEGIES FOR CHANGE AND PROMOTING POLICY ACTIONS TO CREATE HEALTHIER COMMUNITIES. BAYSTATE HEALTH FOUNDATION INC 759 CHESTNUT STREET SPRINGFIELD MA 01199 043549011 501(C)(3) 65000 0 TO SUPPORT THE HEALTH SCIENCES LIBRARY MASSACHUSETTS HEALTH POLICY FORUM 415 SOUTH STREET MS 126 WALTHAM MA 02454 042103552 501(C)(3) 30000 0 TO IMPROVE HEALTH AND THE HEALTH CARE SYSTEM IN THE COMMONWEALTH OF MA BY CONVENING FORUMS AND PRESENTING THE HIGHEST QUALITY RESEARCH TO LEGISLATORS, STAKEHOLDERS AND THE PUBLIC. PHYSICIAN HEALTH SERVICES INC 860 WINTER STREET WALTHAM MA 02451 223234975 501(C)(3) 15000 0 TO ADDRESS ISSUES OF PHYSICIAN HEALTH, INCLUDING STRESS, BURNOUT, WORK / LIFE BALANCE AND A VARIETY OF PHYSICAL AND BEHAVIORAL HEALTH CONCERNS. BAYSTATE MEDICAL CENTER INC 759 CHESTNUT STREET SPRINGFIELD MA 01199 042790311 501(C)(3) 15000 0 TO PROMOTE POLICIES, PRACTICES, AND PROGRAMS THAT SUPPORT WOMEN'S ORGANIZATIONAL ADVANCEMENT AT BAYSTATE. 5 0 PART I, LINE 2: GRANTEES ARE SELECTED THAT PROMOTE OR SUPPORT HEALTHCARE ADVANCEMENT OBJECTIVES AND COMMUNITY REVITALIZATION. PROPOSED CANDIDATES GO THROUGH A MANAGEMENT APPROVAL PROCESS. X X X X 0 1 0 0 0 0 0 0 0 MARK A KEROACK MD TRUSTEE (THRU 6/3/24)/PRESIDENT & CE 0 1487185 0 683230 0 543592 0 24750 0 19515 0 2758272 0 4275 RAYMOND MCCARTHY TRUSTEE/SVP, CFO & TREASURER BH 0 709330 0 234559 0 237354 0 28050 0 1869 0 1211162 0 4275 NICOLAS JABBOUR MD TRUSTEE (AS OF 1/1/24)/CHAIR DEPT. O 0 772014 0 185418 0 69500 0 21450 0 35040 0 1083422 0 0 KEVIN P MORIARTY MD TRUSTEE (THRU 12/31/23)/CHIEF PED SU 584263 0 127644 0 60896 0 28050 0 26443 0 827296 0 4275 0 KRISTIN R DELANEY CLERK/DIR CORP GOVERNANCE 0 158929 0 15361 0 2590 0 11919 0 28513 0 217312 0 0 PART I, LINE 3: THE COMPENSATION OF THE PRESIDENT AND CEO IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF THE FILING ORGANIZATION. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE PRESIDENT AND CEO WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE PRESIDENT AND CEO IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA. THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. AND ALL SUCH DELIBERATIONS AND DECISIONS ARE DOCUMENTED CONTEMPORANEOUSLY. PART I, LINE 4B: MARK A. KEROACK, MD - SUPPLEMENTAL RETIREMENT OF $431,905 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $427,630 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. NICHOLAS JABBOUR, MD - SUPPLEMENTAL RETIREMENT OF 33,852 IS INCLUDED IN COLUMN B. THIS AMOUNT WAS EARNED AND PAID IN 2023. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. RAYMOND MCCARTHY - SUPPLEMENTAL RETIREMENT OF $190,955 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $186,680 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. KEVIN P. MORIARTY, MD - SUPPLEMENTAL RETIREMENT OF $29,104 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $24,829 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. FORM 990, PART VI, SECTION A, LINE 1A THE FILING ORGANIZATION HAS A STANDING EXECUTIVE COMMITTEE, WHICH IS ENTITLED TO ACT BETWEEN MEETINGS OF THE BOARD, ON ALL MATTERS AS TO WHICH THE BOARD IS ENTITLED TO ACT AND PERMITTED BY LAW TO DELEGATE TO A COMMITTEE. FORM 990, PART VI, SECTION A, LINE 2 TWO OR MORE OF THE PERSONS LISTED IN THIS FORM 990 PART VII HAVE A BUSINESS RELATIONSHIP WITH EACH OTHER BY VIRTUE OF SITTING ON ONE OR MORE BOARDS OF DIRECTORS OR BY SERVING IN AN EMPLOYMENT RELATIONSHIP WITH ONE OR MORE ENTITIES IN THE BAYSTATE GROUP OF AFFILIATED ENTITIES AND IN THE COMMUNITY. THE FOLLOWING TRUSTEES, OFFICERS, OR KEY EMPLOYEES HAVE A BUSINESS RELATIONSHIP: (1) MARK A. KEROACK, MD AND PAUL R. MURPHY. FORM 990, PART VI, SECTION A, LINE 3 BAYSTATE HEALTH, INC IS AFFILIATED WITH BAYSTATE ADMINISTRATIVE SERVICES, INC. (BAS) WHICH IS A 501(C)(3) ORGANIZATION. INFORMATION TECHNOLOGY, HUMAN RESOURCES, FINANCE, TREASURY, ACCOUNTING AND OTHER MANAGEMENT AND SUPPORT FUNCTIONS ARE DELEGATED TO BAS. FORM 990, PART VI, SECTION A, LINE 4 THERE WAS AN AMENDMENT TO THE CORPORATE BYLAWS OF BAYSTATE HEALTH, INC. (BH): TO CHANGE THE COMPOSITION OF THE BOARD OF TRUSTEES OF BH TO REMOVE THE REQUIREMENT THAT TWO TRUSTEES BE APPOINTED FROM THE BWH BOARD AND RELATED CHANGES, AND TO CREATE A NEW COMMUNITY ADVISORY COUNCIL FOR THE COMMUNITY SERVED BY BWH (THE "BWH COMMUNITY ADVISORY COUNCIL") TO ADVISE AND ASSIST THE BOARD AND THE BH GOVERNANCE COMMITTEE WITH MATTERS RELATING TO COMMUNITY BENEFITS AND THE PROMOTION OF HEALTH WITHIN SUCH COMMUNITY. FORM 990, PART VI, SECTION B, LINE 11B PRIOR TO FILING THE FORM 990, APPROPRIATE SECTIONS WERE REVIEWED BY THE TAX, FINANCE, AND HUMAN RESOURCES AREAS OF BAYSTATE HEALTH, INC. AND BY OUTSIDE LEGAL COUNSEL. THE FORM 990 WAS ALSO REVIEWED BY TAX EXPERTS FROM AN INDEPENDENT ACCOUNTING FIRM AND SIGNED-OFF AS A PAID PREPARER. THE PROCESS, KEY AREAS AND ANY NEW CHANGES WERE REVIEWED PRIOR TO FILING WITH THE BAYSTATE HEALTH AUDIT AND COMPLIANCE COMMITTEE (ACC), WHICH IS COMPOSED OF TRUSTEES OF THE FILING ORGANIZATION. THE ACC MEMBERS HAD AN OPPORTUNITY TO ASK QUESTIONS REGARDING THE TAX COMPLIANCE PROCESS AND THE TAX FILINGS IN GENERAL. THE FORM 990 WAS PROVIDED TO ALL MEMBERS OF THE BAYSTATE HEALTH BOARD OF TRUSTEES PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C BAYSTATE HEALTH, INC. (BH) AND ITS AFFILIATED ENTITIES HAVE A COMPREHENSIVE CONFLICT OF INTEREST POLICY APPLICABLE TO ALL OF THE AFFILIATED ENTITIES. ALL DIRECTORS, TRUSTEES, OFFICERS, KEY EMPLOYEES, AND HIGHEST COMPENSATED EMPLOYEES OF BH AND ITS AFFILIATES ARE ASKED TO COMPLETE AN ANNUAL "CONFLICT OF INTEREST" FORM. WE UTILIZE AN ELECTRONIC DATABASE TO RECEIVE AND MANAGE ALL CONFLICT OF INTEREST SUBMISSIONS. THIS INFORMATION IS REVIEWED BY THE CHIEF COMPLIANCE OFFICER, CHIEF EXECUTIVE OFFICER, CHAIR OF THE BOARD OF TRUSTEES, CHIEF GENERAL COUNSEL AND THE CHAIR OF THE AUDIT & COMPLIANCE COMMITTEE. A SUMMARY OF THE CONFLICT OF INTEREST DISCLOSURES IS PROVIDED TO THE BAYSTATE HEALTH BOARD OF TRUSTEES AND THE TAX DEPARTMENT. POTENTIAL CONFLICT OF INTEREST TRANSACTIONS ARE REVIEWED AS APPROPRIATE UNDER THE POLICY, WHICH PROVIDES FOR RECUSAL FROM DISCUSSION AND DELIBERATION BY ANY PARTY WITH A POTENTIAL CONFLICT OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF THE PRESIDENT AND CEO IS PAID BY BAYSTATE ADMINISTRATIVE SERVICES, INC., AN AFFILIATE AND RELATED ORGANIZATION OF THE FILING ORGANIZATION. THE COMPENSATION IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF THE FILING ORGANIZATION. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE PRESIDENT AND CEO WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE PRESIDENT AND CEO IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA. THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED COMPENSATION COMMITTEE. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER IS PAID BY BAYSTATE ADMINISTRATIVE SERVICES, INC., AN AFFILIATE AND RELATED ORGANIZATION OF THE FILING ORGANIZATION. THE COMPENSATION IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF BAYSTATE HEALTH, INC. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA. THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED COMPENSATION COMMITTEE OF BAYSTATE HEALTH, INC. THE COMPENSATION OF OTHER OFFICERS OF THE FILING ORGANIZATION IS DETERMINED IN ACCORDANCE WITH THE EXECUTIVE COMPENSATION PHILOSOPHY STATEMENT, IN CONSULTATION WITH HUMAN RESOURCES, BASED ON THE BAYSTATE HEALTH BOARD APPROVED BUDGET AND WAGE PROGRAM FOR EACH FISCAL YEAR. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC AT WWW.BAYSTATEHEALTH.ORG. ARTICLES OF ORGANIZATION AND BYLAWS ARE GENERALLY AVAILABLE AT THE COMMONWEALTH OF MASSACHUSETTS WEBSITE. FORM 990, PART VI, SECTION B, LINE 16B: BAYSTATE HEALTH, INC. HAS A JOINT VENTURE POLICY. FORM 990, PART VII, SECTION A, LINE 5: CERTAIN OFFICERS OR TRUSTEES OF THE FILING ORGANIZATION ARE PAID BY AN ENTITY, BAYSTATE MEDICAL PRACTICES, INC. (BMP) EIN 04-2888373, WHICH IS PART OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS BUT DOES NOT MEET THE TECHNICAL REQUIREMENTS AS A "RELATED ORGANIZATION" PER SCHEDULE R. COMPENSATION FROM BMP TO THE OFFICERS AND TRUSTEES OF THE FILING ORGANIZATION THEREFORE, IS REPORTED AS PAID FROM AN UNRELATED ORGANIZATION IN LINE 5 AND ACCORDING TO THE INSTRUCTIONS REPORTED AS THOUGH PAID BY THE FILING ORGANIZATION. FORM 990, PART IX, LINE 11G CONSULTING SERVICES - VARIOUS: PROGRAM SERVICE EXPENSES 2,738,285. MANAGEMENT AND GENERAL EXPENSES 467,869. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,206,154. FORM 990, PART XI, LINE 9: CHANGE IN BENEFICIAL INTEREST - BHF 394,182. NET ASSETS RELEASED FROM RESTRICTION - BHF -2,576. EQUITY GAIN / (LOSS) IN BAYCARE 175,775. EQUITY GAIN / (LOSS) IN INGRAHAM 157,974. EQUITY GAIN / (LOSS) IN SHIELDS -210,634. SUBPART F INCOME FROM CAPTIVE INSURANCE COMPANY -4,106,487. BHIC CPIP UBTI -256,313. BAYSTATE ADMINISTRATIVE SERVICES INC 759 CHESTNUT STREET SPRINGFIELD MA 01199 222747685 ADMINISTRATIVE SERVICES MA 501(C)(3) 12C, III-FI BAYSTATE HEALTH INC 1 BAYSTATE FRANKLIN MEDICAL CENTER 164 HIGH STREET GREENFIELD MA 01301 042103575 HOSPITAL MA 501(C)(3) 3 BAYSTATE HEALTH INC 1 BAYSTATE HEALTH FOUNDATION INC 759 CHESTNUT STREET SPRINGFIELD MA 01199 043549011 FUNDRAISING MA 501(C)(3) 7 BAYSTATE HEALTH INC 1 BAYSTATE MEDICAL CENTER INC 759 CHESTNUT STREET SPRINGFIELD MA 01199 042790311 ACUTE CARE TEACHING HOSPITAL MA 501(C)(3) 3 BAYSTATE HEALTH INC 1 BAYSTATE NOBLE HOSPITAL CORPORATION 115 WEST SILVER STREET WESTFIELD MA 010861634 222537423 HOSPITAL MA 501(C)(3) 3 BAYSTATE HEALTH INC 1 BAYSTATE TOTAL HOME CARE INC 280 CHESTNUT STREET SPRINGFIELD MA 01104 203260764 REAL ESTATE AND OTHER MA 501(C)(3) 12B, II BAYSTATE MEDICAL CENTER INC 1 BAYSTATE WING HOSPITAL CORPORATION 40 WRIGHT STREET PALMER MA 01069 222519813 HOSPITAL MA 501(C)(3) 3 BAYSTATE HEALTH INC 1 HEALTH NEW ENGLAND INC MONARCH PLACE SUITE 1500 SPRINGFIELD MA 011441500 042864973 HMO/INSURANCE MA 501(C)(4) BAYSTATE HEALTH INC 1 HNE OF CONNECTICUT INC MONARCH PLACE SUITE 1500 SPRINGFIELD MA 011441500 465190134 HMO/INSURANCE CT 501(C)(4) HEALTH NEW ENGLAND INC 1 VISITING NURSE ASSN AND HOSPICE OF WESTERN NEW ENGLAND INC 30 CAPITAL DRIVE SUITE A WEST SPRINGFIELD MA 01089 042105803 HOMEHEALTH AND HOSPICE CARE MA 501(C)(3) 10 BAYSTATE HEALTH INC 1 AMSURG BMC LLC 1A BURTON HILLS BOULEVARD NASHVILLE TN 37125 843258572 MEDICAL SERVICES TN N/A 0 0 BAYSTATE HEALTH URGENT CARE LLC 700 CONGRESS STREET SUITE 204 QUINCY MA 02169 384059312 URGENT HEALTHCARE FACILITY MA BAYSTATE HEALTH INC RELATED -576502 707913 0 0 0.61460 BAYSTATE NEW ENGLAND ORTHOPEDIC SURGEONS ALLIANCE LLC 9131 ANSON WAY SUITE 304 RALEIGH NC 27615 881824108 MEDICAL SERVICES NC N/A 0 0 BAYSTATE HEALTH INSURANCE COMPANY LTD NORTH CHURCH ST GEORGETOWN CJ 980421413 OFFSHORE CAPTIVE INSURANCE CJ BAYSTATE HEALTH INC C 41808531 151005878 1.00000 1 HNE ADVISORY SERVICES INC MONARCH PLACE SUITE 1500 SPRINGFIELD MA 011441500 043012347 ADMINISTRATIVE SERVICES MA N/A C 1 HNE HOLDING CORPORATION MONARCH PLACE SUITE 1500 SPRINGFIELD MA 011441500 464620480 HOLDING SHARES IN SUBSIDIARY CORPORATIONS MA N/A C 1 HNE INSURANCE COMPANY INC MONARCH PLACE SUITE 1500 SPRINGFIELD MA 011441500 454462433 HEALTH INS SVCS FOR MASS MEDICARE SUPPLEMENT MEMBERS MA N/A C 1 HNE INSURANCE SERVICES INC MONARCH PLACE SUITE 1500 SPRINGFIELD MA 011441500 043183019 ANCILLARY INSURANCE MA N/A C 1 INGRAHAM CORPORATION 759 CHESTNUT STREET SPRINGFIELD MA 01199 043016257 HEALTH CARE AND OTHER BUSINESS ACTIVITIES MA BAYSTATE HEALTH INC C 719202 4583312 1.00000 1 1 1 1 0 0 0 0 0 0 0 1 1 1 0 0 0 0 1 1 BAYSTATE MEDICAL CENTER INC C 7797644 FMV BAYSTATE MEDICAL CENTER INC K 300972 FMV BAYSTATE MEDICAL CENTER INC L 2320987 FMV BAYSTATE MEDICAL CENTER INC M 355119 FMV BAYSTATE MEDICAL CENTER INC S 75000000 FMV BAYSTATE FRANKLIN MEDICAL CENTER M 203034 FMV BAYSTATE ADMINISTRATIVE SERVICES INC M 1226069 FMV BAYSTATE HEALTH FOUNDATION INC B 67000 FMV BAYSTATE HEALTH FOUNDATION INC S 1317898 FMV BAYSTATE HEALTH INSURANCE COMPANY LTD R 3836239 FMV HEALTH NEW ENGLAND INC L 1243100 FMV