2025-08-14T11:00:55-07:00 2024-09-30 990 2023-10-01 050377502 The Miriam Hospital Foundation MIRI 4014446500 167 Point Street Providence RI 02903 Peter K Markell EVP & CFO 2025-08-14 true 2023 2025-03-06 01:10:19Z Maria Ducharme DNP RN NEA-BC 41040507 false X www.brownhealth.org X 1978 RI To engage in philanthropic activities to support the mission and purposes of The Miriam Hospital (TMH), which are delivering health with care. 27 27 0 125 0 2496219 7655111 0 2020794 6392827 -258490 -208624 4258523 13839314 4205257 3976550 0 0 0 1341164 1102220 1369779 5307477 5346329 -1048954 8492985 64719747 78825882 387484 1542944 64332263 77282938 X To be operated exclusively for charitable, scientific, and educational purposes, and more specifically, for the purpose of supporting and otherwise benefiting and being responsive to the needs of Brown University Health and its affiliates. false false 2195139 2195139 Through the development and administration of its philanthropic activities, in fiscal year 2024 The Miriam Hospital Foundation (TMHF) transferred funds raised in the aggregate amount of $2,195,139 to TMH to support its operations and capital expenditures, which in turn benefits the Rhode Island community. Most notably, TMHF transferred $250,000 to GI Cancer Research Fund and $230,587 to TMH's Emergency Department to be used for its operational needs. Please see Schedule O of Form 990 for further detail related to other significant TMH programs which TMHF supported via philanthropy received during the fiscal year. 978336 978336 During fiscal year 2024, TMHF granted $978,336 from its unrestricted net assets to TMH to be used in support of the following areas: (1) to support TMH Lean Daily Management Program ($250,000); (2) to TMH's Human Experience Institute to provide training and facilitate education ($220,240); (3) $120,000 to TMH's to support two Transition Care Coordinator's salaries; (4) to provide general support to TMH ($101,655); (5) general support to TMH Staff and Patient Wellness Program ($100,000); (6) to provide salary support for a full time Mental Health Psychologist ($99,877); (7) TMH's Complex Care Social Work grant ($85,000); and (8) nursing education and research at TMH ($80,000). 480366 480366 TMHF transferred $480,366 to support the expansion of Mobile Integrated Healthcare (MIH) by hiring a second community health worker dedicated to The Miriam Emergency Department, as well as a mobile integrated healthcare program coordinator, and provide funds needed for staff and patient care supplies. MIH brings care to patients outside of the hospital setting using mobile resources. Skilled medical staff, paramedics, and community health workers, collaborate to provide patients with the care they need, wherever their home is. This includes helping them access primary care physicians, follow up care after a hospital admission, wound and burn care support, and chronic disease management, as well as food and housing insecurity resources. 322709 322709 3976550 true true false false false false false false false true false true false false true true false true false false false false false false true false false true false true false false false false false false false false true true false false false true false false false true 8 0 true 0 false false false false false true true false 0 false false false false false false false X 27 27 false false false false true true true true true false false true true true true true true false false false X Peter K Markell 4014447914 167 Point Street Providence RI 02903 X Peter K Markell EVP & CFO 0.10 49.90 X 0 1193642 18928 Maria P Ducharme President 2.00 38.00 X 0 523234 129757 Arthur J Sampson Fmr. President 0.00 0.00 0 87962 0 Gale Aronson Trustee 1.00 0.00 X 0 0 0 Robert L Bahr MD Trustee 1.00 0.00 X 0 0 0 Susan Bazar Trustee- 12/23 1.00 0.00 X 0 0 0 Joseph Brito Jr Trustee 0.10 0.00 X 0 0 0 Gary Bubly MD Trustee 0.10 0.00 X 0 0 0 E Colby Cameron Esq Trustee 0.05 0.00 X 0 0 0 Sherry S Cohen Trustee 1.00 0.00 X 0 0 0 Grace Dugan Trustee 0.05 0.00 X 0 0 0 Robin Engle Trustee 0.05 0.00 X 0 0 0 Jonathon Fain Trustee 0.08 0.00 X 0 0 0 Stuart Feldman Trustee 1.00 0.00 X 0 0 0 Brett Gerstenblatt Trustee 2.00 0.00 X 0 0 0 Almon Hall Treasurer 1.00 0.00 X X 0 0 0 Steven J Issa Vice Chair 2.00 0.00 X X 0 0 0 Deborah G Jaffe Secretary 0.25 0.00 X X 0 0 0 Susan H Kaplan Chair 6.00 0.00 X X 0 0 0 Bertram M Lederer Trustee- 12/23 1.50 0.00 X 0 0 0 Marianne T Litwin Trustee 1.00 0.00 X 0 0 0 Jamie Manville Trustee 0.00 0.00 X 0 0 0 Marcus P Mitchell Trustee 4.00 0.00 X 0 0 0 Joseph Perroni Trustee 0.10 0.00 X 0 0 0 Michael Prescott Trustee 0.10 0.00 X 0 0 0 Carolyn Roberts Trustee 0.10 0.00 X 0 0 0 James V Rosati Trustee 0.25 0.00 X 0 0 0 Lawrence B Sadwin Trustee- 12/23 1.00 16.00 X 0 0 0 Fred J Schiffman MD Trustee 2.00 0.00 X 0 0 0 Sheri Sweitzer Trustee 3.00 0.00 X 0 0 0 William C Tsonos Trustee 0.10 0.00 X 0 0 0 Matthew P Vrees MD Trustee 1.00 0.00 X 0 0 0 Edward J Wing MD Trustee 0.33 0.00 X 0 0 0 1804838 148685 0 true true false 0 772791 42875 6839445 82533 7655111 0 1723917 1723917 0 0 0 31472670 26803760 4668910 4668910 4668910 188809 772791 397433 -208624 -208624 0 0 0 13839314 6184203 3976550 3976550 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 8587 8587 0 0 0 0 0 0 0 0 0 0 Svcs purch. from Brown Health 1309784 1309784 Uncollectible Pledge Expense 16050 16050 Other expenses 12565 12565 Printing and Publications 12026 12026 10767 10767 5346329 3976550 28615 1341164 1456 11912 0 1882044 6219376 0 0 0 0 0 854 8251 0 41074732 43510153 21330853 28589495 0 0 429808 486695 64719747 78825882 5884 40102 977561 381600 525281 387484 1542944 X 31935397 35445530 32396866 41837408 64332263 77282938 64719747 78825882 8492985 4457690 X false true X true false X 2216479 2966952 5353420 2496219 7655111 20688181 0 0 2216479 2966952 5353420 2496219 7655111 20688181 6817108 13871073 364041 1024703 1404279 1286581 1723917 5803521 0 1000 98436 164798 134918 188809 587961 27079663 0.51220 0.60560 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 62405585 3496132 10850517 3976550 676036 72099648 59797346 3166534 4341884 4205257 694922 62405585 71335449 4461290 -10108623 5592483 290275 8012 59797346 59841847 2273298 12753286 3392149 133407 7426 71335449 57504115 2257487 3920709 3654522 175450 10492 59841847 0.50120 0.31770 0.18110 false true true 28589495 Due to TMH Medical Staff Assn. 376777 Unearned Interest-Char.Gift Annuity 148504 525281 X Part V, Line 4: Intended uses of the endowment fund. The Miriam Hospital Foundation's (TMHF) endowment funds have been established for a variety of purposes, including both donor-restricted funds and funds designated by TMHF to function as endowments. TMHF's largest permanently restricted endowment generates income which is donor-designated to support The Miriam Hospital's (TMH) Emergency Department(ED). TMHF maintains another large permanently restricted endowment fund, the income from which is donor-designated for the general use and purposes of the Department of Cardiology at TMH. Income from several of TMHF's other notable permanently restricted endowments is for the general use and purposes of TMH, while others support: (1) education and research in TMH's Department of Medicine; (2) neuroscience research; (3) TMH's geriatrics program; (4) purchases of various types of medical equipment and beds; (5) physician international services; (6) work to find a cure for myelofibrosis; and (7) nursing scholarships. The largest temporarily restricted funds held by TMHF are used to support TMH's treatment of cancer at the Brown University Health Cancer Institute, as well as support the Center for Innovative Cancer Research and Treatment at TMH. Other significant temporarily restricted funds of TMHF sustain clinical shared chairs with The Warren Alpert Medical School of Brown University in geriatrics, cardiology, immunology, and oncology, as well as support the operational needs of TMH's ED. TMHF's unrestricted endowment supports spending priorities at TMH collaboratively established by the management of TMH and TMHF and approved by TMHF's Board, and also defrays the Foundation's fundraising expenses, primarily comprised of services purchased from Brown University Health. Part X : FIN48 Footnote TMHF is a not-for-profit corporation as described in Section 501(c)(3) of the Internal Revenue Code (the Code) and is exempt from Federal income taxes pursuant to Section 501(a) of the Code.TMHF recognizes the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount of benefit that is greater than fifty percent likely to be realized upon settlement. Changes in measurement are reflected in the period in which the change in judgment occurs. TMHF did not recognize the effect of any income tax positions in either 2024 or 2023. false Gala 961600 772791 188809 97486 106455 76222 117270 961600 772791 188809 97486 106455 76222 117270 397433 -208624 true Brown University 75 Waterman Street Providence RI 02912 050258809 501(c)(3) 322709 0 Shared Chairs- See Schedule O The Miriam Hospital 164 Summit Avenue Providence RI 02906 050258905 501(c)(3) 3653841 0 Philanthropy 2 0 Grantmaker's Description of How Grants are Used TMHF engages in philanthropic activities to support the mission and purposes of The Miriam Hospital (TMH), a related 501(c)(3) organization. During the fiscal year ended September 30, 2024, TMHF made temporarily restricted net asset transfers to TMH amounting to $2,414,059 to be spent by TMH in support of certain building and equipment additions or specified clinical programs. A master database of TMH's temporarily restricted funds is maintained as the primary source for identifying each fund's restriction, the availability of the current balance, and the authorized personnel for the respective fund. The database contains the fund's name, primary reporting department, most recent month end balance, fund purpose/restriction, and the management responsible for the fund. Expenditures (purchase requisitions, work order requisitions, check requests, and employee reimbursements) from TMH's temporarily restricted funds must be presented to the Brown University Health Finance Department for approval prior to processing. Each request is reviewed to ensure the availability of funds and that the expense/purchase is both in conformity with the fund's restriction and approved by the required levels of authorized personnel referenced in the database.Additionally, TMHF made grants from its unrestricted net assets to TMH totaling $1,239,782 in fiscal year 2024 in support of spending priorities collaboratively established by the management of TMH and approved by the TMHF Board.TMHF and Brown University (Brown) have several agreements pursuant to which each entity maintains endowment funds representing 50% of certain endowment gifts which support various clinical shared chairs. Each agreement specifies a spending rate which is applied to the trailing three-year average fair value of the applicable endowment funds to arrive at an amount used to support the named professorships. Payments distributing these amounts, which are made by TMHF to Brown on a quarterly basis, totaled $322,709 in the fiscal year ended September 30, 2024. false true false false false false false false false Arthur J Sampson Fmr. President 86539 1423 87962 Maria P Ducharme President 378195 66240 78799 100021 29736 652991 44702 Peter K Markell EVP & CFO 883350 186333 123959 18928 1212570 X 2 3900 FMV X Sports Pkg 16 31925 FMV X Vacation Pkg 4 9173 FMV X Entertain Pkg 15 12343 FMV X Catering/Dining 11 14050 FMV X Jewelry 4 2669 FMV X Miscellanous 8 5249 FMV X Gift Cards 16 3224 FMV false true false Form 990, Part III, Line 4d OTHER PROGRAM SERVICES 4: TMHF provided $322,709 to The Warren Alpert Medical School of Brown University in fiscal year 2024 in support of shared chairs in geriatrics, cardiology, immunology, and oncology. Form 990, Part VI, Section A, Line 6 Brown University Health is the sole member of TMHF. Form 990, Part VI, Section A, Line 7a The bylaws of TMHF confer certain reserved powers upon Brown Health to provide it with the means of effective oversight, coordination, and support of the system. Powers reserved to Brown Health include: to elect and remove trustees and to approve the election/removal of certain officers. At each annual meeting of TMHF's Board of Trustees, a list is compiled of the names of those persons selected to serve as Trustees of TMHF so that it can be approved and submitted to Brown Health for ratification and election. Form 990, Part VI, Section A, Line 7b Brown Health has the responsibility for planning, directing, and establishing policies intended to assure the development and delivery of quality health services on an integrated, cost-effective basis. Powers reserved to Brown Health, in addition to those noted above, include: to approve amendments of the Articles of Incorporation and Bylaws and other charter documents; to approve strategic plans; to approve investment policies and any capital or operating budgets or material non-budgeted expenditures; and to authorize incurrence or guaranty of material indebtedness. Form 990, Part VI, Section B, Line 11b The preparation and filing of the Form 990 and supporting schedules is the responsibility of the Executive Vice President & Chief Financial Officer (EVP/CFO) and Brown Health's Finance Department. The Form 990 is prepared by the accounting staff upon completion of Brown Health's annual independent audit and is reviewed by the Corporate Services Tax Compliance Manager and the Director of Finance - Corporate Services. The draft Form 990 is then provided to the EVP/CFO for final management review. Prior to filing the return with the Internal Revenue Service, a copy of the entire form is sent to TMHF's Board of Trustees in advance of its next Board meeting, at which the EVP/CFO discusses the highlights of the Form. All questions and concerns of the members of the Board are addressed by the EVP/CFO and incorporated into the Form 990 when appropriate. Once the Form 990 is complete and ready to be filed, the members of the Board are notified via email that a copy of the final version of the Form 990 is accessible through the same password-protected website portal. The EVP/CFO is authorized to file the Form 990. Form 990, Part VI, Section C, Line 19 Brown Health and the Brown Health Obligated Group, which consists of TMHF, The Mirian Hospital, Rhode Island Hospital, Rhode Island Hospital Foundation, and Emma Pendleton Bradley Hospital, currently make their annual and quarterly consolidated financial statements available to the public via DAC (Digital Assurance Certification, LLC), a disclosure dissemination agent for issuers of tax-exempt bonds which electronically posts and transmits Brown Health's financial information to repositories and investors alike. In addition, copies of TMHF's Articles of Incorporation, Bylaws, and Conflict of Interest Policy are available upon request from the office of the Brown Health EVP/CFO, either in person or by mail. FORM 990, PART III, LINE 1: To be operated exclusively for charitable, scientific, and educational purposes, and, more specifically, for the purpose of supporting and otherwise benefiting and being responsive to the needs of Brown University Health and its affiliates, in particular, The Miriam Hospital, a Rhode Island non-profit hospital corporation. FORM 990, PART III, LINE 4a: Through the development and administration of its philanthropic activities, in fiscal year 2024 TMHF transferred funds raised in the aggregate amount of $2,195,139 to The Miriam Hospital (TMH) to support its operations and capital expenditures, which in turn benefits the Rhode Island community. Major program accomplishments included in Part III, Line 4a during fiscal year 2024 are as follows:TMHF transferred $250,000 to support GI cancer research, including a Research Nurse Practitioner; $230,587 to TMH's Emergency Department to be used for its operational needs; $176,866 in support to TMH's Department of Cardiology; $117,318 to TMH's Center for Innovative Cancer Treatment; and $101,650 to provide financial assistance to patients in need. FORM 990, PART VI, LINE 12c: Brown Health has a Conflict of Interest Policy that is applicable to all affiliates, including TMHF, and administered by Brown Health's Compliance Department as follows: Each designated person subject to Brown Health's conflict of interest policy is required to provide Brown Health with an initial disclosure statement and thereafter an annual statement attesting that: (i) the designated person has read and is familiar with this policy, and (ii) the designated person and, to the best of his/her knowledge, family members, have not in the past engaged in, are not presently engaging in, or plan to engage in, any activity which contravenes this policy.If, at any time during the course of employment or association, a designated person has reason to believe that an existing or contemplated activity may contravene this policy, the person shall submit a full written description of the activity to the Brown Health Compliance Officer or the Office of the General Counsel to seek a determination as to whether the contemplated activity does or does not contravene this policy. If the activity in question involves either the Chief Executive Officer, the Senior Vice President and General Counsel, or a Trustee, a full written disclosure must be made to, and a determination sought from, the Chairman of the Board of Directors of Brown Health.Annually, the Brown Health Compliance Officer shall review and report to the Brown Health Executive Corporate Compliance Committee and to the Brown Health Audit and Compliance Committee on the administration of this policy.Failure on the part of any designated person to comply with this policy, including failure to submit in a timely fashion the conflict of interest disclosure statement, will be grounds for removal from his/her position and/or termination of his/her employment with Brown Health. FORM 990, PART VI, LINE 15 a&b: The following applies to Brown Health and all of its affiliates, including TMHF:EXECUTIVE COMPENSATIONBrown Health's executive compensation philosophy balances appropriate stewardship of resources and the need to be competitive in recruiting and retaining talented individuals. It incorporates market-competitive and performance-related principles, and covers the President and CEO of Brown Health as well as other officers, senior management, and key employees. Brown Health's executive compensation program complies both with law and with contemporary ethical norms, and is administered consistent with the organization's tax-exempt status under Section 501(c)(3) of the Internal Revenue Code (IRC) and the avoidance of transactions subject to intermediate sanctions under Section 4958 of the IRC. Executive compensation is also administered consistent with Brown Health's Corporate Compliance Policy on Excess Benefit Transactions.The Compensation Committee of the Brown Health Board of Directors (the Committee), comprised of disinterested Brown Health Board members, is responsible for diligent oversight of executive compensation to ensure compliance with IRC requirements. Its duties include:* Approving eligibility for participation in the executive compensation program * Approving changes in compensation for existing executive participants * Approving guidelines, such as salary ranges and contract terms, on appropriate levels of compensation for other key employees* Approving new, and modifying or terminating existing, executive compensation plans including, but not limited to, annual incentive and executive benefit plans* Approving performance objectives associated with Brown Health's annual incentive plan, including measuring points, and using verified actual performance relative to these objectives as a precondition to approving the payment of any awards under the plan* Authorizing periodic performance benchmark studies to be conducted for purposes of assessing Brown Health's performance within the healthcare industry and the degree to which total remuneration levels at Brown Health are generally commensurate with Brown Health performance relative to healthcare industry performance* Conducting an annual performance review of Brown Health's Chief Executive Officer. The Chair of the Committee conducts and documents this review, based on his/her observations and interpretation of feedback from members of the Board of Directors.* Selecting and engaging qualified, independent, third-party compensation valuation consultants that the Committee charges with rendering opinions with respect to the reasonableness and comparability of compensation as well as the comparative organizations against which compensation is assessed, in accordance with relevant sections of the IRC and Brown Health's executive compensation philosophy. Brown Health's Chief Executive Officer works closely with the Committee to make recommendations on the above topics and keep the Committee informed about contemplated compensation changes for executives and other key employees, as well as candidates for these roles. The CEO also provides periodic updates to the Committee regarding Brown Health's performance relative to compensation-related performance objectives. The Committee's deliberations and actions are documented in minutes prepared for each meeting.PROCESS FOR DETERMINING COMPENSATION Valuation of Total Cash and Total Remuneration: No less frequently than annually, the Committee receives and reviews a total cash compensation valuation of all existing executive compensation program participants prepared by its independent compensation consultant. Annually, the Committee also receives and reviews a total remuneration valuation of all existing executive compensation participants. Base Salary Actions: The CEO recommends any salary adjustments for participants in the executive compensation program, using the results of the valuation study and his/her assessment of individual performance or other pertinent information, for the Committee's consideration.New Participants in Executive Compensation Program: With respect to compensation offers for individuals expected to participate in the executive compensation program, certain members of the Brown Health CEO's leadership team work with the Committee's independent compensation consultant or rely on information previously provided by the consultant to establish a range of reasonable cash compensation within which recruitment is expected to conclude through acceptance of a reasonable compensation offer. FORM 990, PART XII, LINE 2: While TMHF did not produce an audited financial statement as of and for the fiscal year ended September 30, 2024, it was included in Brown Health's audited consolidated financial statements, in which one column is used for the Foundation individually. There are no regulatory or creditor stipulations which require the preparation of a separate audited financial statement for TMHF.The Brown Health Audit and Compliance Committee assumes responsibility for oversight of the audit of Brown Health's consolidated financial statements and the selection of Brown Health's independent accountant. 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