2025-11-13T11:29:17-05:00 2024-12-31 ERNST & YOUNG US LLP 560 MISSION ST STE 1600 SAN FRANCISCO CA 94105 990 2024-01-01 942728423 CALIFORNIA PACIFIC MEDICAL CENTER FOUNDATION % KENNETH YOUNG CALI 9162866665 C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 Allison Duignan Executive Director 9162866665 2025-11-10 true true Eva Nitta P01286320 4158948000 2024 2025-03-06 01:10:19Z X Allison Duignan C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 75945877 false X WWW.SUTTERHEALTH.ORG X 1980 CA SEE SCHEDULE O 33 31 0 33 0 0 25308605 31683949 7681029 7700270 10022363 36493158 0 -177147 43011997 75700230 23507769 27615527 0 0 3782530 4191758 0 0 0 5016940 5383790 32307239 37191075 10704758 38509155 484571640 539315811 15215846 19952838 469355794 519362973 X SEE SCHEDULE O false false 31495447 27615527 7700270 PROGRAM SERVICE ACCOMPLISHMENTS THE FUNDS WE RAISE IN SUPPORT OF SUTTER BAY HOSPITALS (SBH) AND SUTTER BAY MEDICAL FOUNDATION (SBMF) HAVE A REAL IMPACT ON THE CARE OUR PATIENTS RECEIVE. WHILE HOSPITAL REVENUES TYPICALLY COVER DAY-TO-DAY OPERATING EXPENSES, CHARITABLE GIFTS ALLOW US TO MAKE CRUCIAL IMPROVEMENTS NOT COVERED BY THE MEDICAL CENTER'S ANNUAL BUDGET. THAT INCLUDES PURCHASING NEW EQUIPMENT, EXPANDING KEY PROGRAMS AND UPGRADING OUR FACILITIES. BY CONTRIBUTING TO OUR PRIORITIES, DONORS FUNDED PROGRAMS AND EQUIPMENT PURCHASES THAT OUR PHYSICIANS DESIGNATED AS CRITICALLY NECESSARY IN 2024. THEY HELPED PROVIDE PRIMARY HEALTH CARE SERVICES FOR WOMEN AND CHILDREN IN OUR POOREST NEIGHBORHOODS; OFFERED A COMFORTING RESPITE FOR ALZHEIMER'S PATIENTS AND THOSE NEARING THE END OF LIFE; PURCHASED VITAL TECHNOLOGY MAKING TREATMENT EASIER FOR PATIENTS WITH CANCER, CARDIAC CONDITIONS, AND NEUROLOGICAL DISORDERS. DONORS HELPED SUPPORT THESE ANNUAL PRIORITIES: CANCER PROGRAMS $4,100,000 CARDIOLOGY PROGRAMS $900,000 NEUROSCIENCE PROGRAMS $1,400,000 PEDIATRIC CARE PROGRAMS $2,100,000 WOMENS' HEALTH $1,000,000 COMMUNITY HEALTH PROGRAMS (SOME ARE INCLUDED IN ANNUAL PRIORITIES): . COMING HOME HOSPICE $1,100,000 . COMMUNITY HEALTH RESOURCE CENTER $80,000 . FORBES NORRIS ALS CENTER $160,000 . INSTITUTE FOR HEALTH AND HEALING (IHH) $220,000 . KALMANOVITZ CHILD DEVELOPMENT CENTER $960,000 OF COURSE, OUR NEEDS GO FAR BEYOND THESE ANNUAL PRIORITIES, AND OUR COMPASSIONATE CONTRIBUTORS HAVE MANY OTHER OPTIONS WHEN IT COMES TO SHARING THEIR CHARITABLE SPIRIT. OFTEN TIMES OUR SUPPORTERS OR THEIR FAMILY MEMBERS HAVE BEEN PATIENTS HERE, SO THEY KNOW FIRSTHAND THE IMPACT THEIR GIFTS CAN MAKE, ESPECIALLY IN PROGRAMS LIKE THESE - ALL OF WHICH RECEIVED SIGNIFICANT DONOR SUPPORT LAST YEAR. CHILDREN'S HEALTH CHILD LIFE PROGRAM NEONATAL INTENSIVE CARE UNIT CHILD DEVELOPMENT FINANCIAL NEEDS SCHOLARSHIPS NEUROSCIENCE RAY DOLBY BRAIN HEALTH CENTER NEUROSCIENCE GENERAL SUPPORT ADVANCED CARE CANCER AVATAR PROJECT UNGERLEIDER PALLIATIVE CARE CENTER FOR MELANOMA TREATMENT & RESEARCH CENTER FOR DIABETES SERVICES EMERGENCY MEDICINE TRANSPLANT PROGRAMS WOMEN'S HEALTH NOTKIN FAMILY BREAST CANCER RECOVERY PROGRAM BREAST HEALTH DIGITAL MAMMOGRAPHY COMMUNITY AND INTEGRATED HEALTH PROGRAM IN MEDICINE & HUMAN VALUES RESEARCH AND EDUCATION BREAST CANCER RESEARCH CLINICAL TRIALS CPMC RESEARCH INSTITUTE DEPARTMENT OF MEDICINE TEACHING FUND NURSING EDUCATION 31495447 true true false false false false false false false true true false 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 false false false false true true true false false true X 0 0 0 false false false false false true true false false false false false false X 33 31 false false false false true true true true true false false false true true true true true true true false CA X KENNETH YOUNG 9162866665 2300 RIVER PLAZA DRIVE SACRAMENTO CA 95833 X Hamila Kownacki CEO, CPMC 4.0 40.0 X 0 1211654 572217 Henry Yu CFO, San Francisco Division 4.0 40.0 X 0 786195 322156 Raya Elias-Petros Chief Philanthropy Officer-SH 0.0 40.0 X 0 958451 100296 Allison Duignan Executive Director 8.0 40.0 X X 0 370297 111377 Wendy Armstrong Trustee 4.0 0.0 X 0 0 0 Sharmin E Bock TRUSTEE 4.0 0.0 X 0 0 0 Carol N Bonnie TRUSTEE 4.0 0.0 X 0 0 0 Carolyn Chang MD TRUSTEE 4.0 0.0 X 0 0 0 Jean-Pierre L Conte TRUSTEE 4.0 0.0 X 0 0 0 Scott Crabill TRUSTEE/Chair of Finance 8.0 0.0 X X 0 0 0 Bradley DeFoor Trustee/Chair 8.0 0.0 X X 0 0 0 David Edwards TRUSTEE 4.0 0.0 X 0 0 0 Allison Hoover Eisenhardt TRUSTEE 4.0 0.0 X 0 0 0 Barbara J Engmann Trustee 4.0 0.0 X 0 0 0 Gail K Glasser TRUSTEE 4.0 0.0 X 0 0 0 Laurie Green MD TRUSTEE 4.0 0.0 X 0 0 0 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ANNUITY OBLIGATIONS 0 19634249 X SCHEDULE D, PART V, LINE 3A ENDOWMENT FUNDS NOT IN THE POSSESSION OF THE ORGANIZATION: EPISCOPAL CHARITIES ADMINISTERS THE BROTHERTON CHARITABLE ENDOWMENT. IT IS USED FOR PROGRAMS, SERVICES, AND CAPITAL NEEDS OF ST. LUKE'S MEDICAL CENTER. Schedule D, Part V, Line 4 INTENDED USE OF ENDOWMENT FUNDS: Various purposes designated by the CPMC Foundation Board of Trustees. Innovating CPMC Programs. General Support of various programs at Sutter Bay Hospitals. R.E. Neustadter 100th Birthday Celebration Quasi Endowment supports Mini Medical School limited to scholarships, speaker fees, curriculum, event costs & expand distribution channels. Dr. Brotman GI Fellowship Program Expense Endowment to support the GI Fellowship Program Expansion. Stuart Brotman Memorial Endowment to support program for the families of patients of Kalmanovitz CDC, focusing on needs related to social-emotional education. Jerry W. Mapp Welcome Home Endowment to support CPMC's Parkinson's Disease and Movement Disorders program, equipment, research, and patients, including veterans with PTSD and/or traumatic brain injury. Phyllis Wattis Estate Home Hospice Endowment to support the general needs of the Hospice. Shrem Cardiology Fellowship Program to support the Jan Shrem and Maria Manetti Shrem CPMC Cardiology Fellowship Program. Brotherton Perinatal Mental Health Endowment to support perinatal mental health care at CPMC's Mission Bernal campus through the provision of additional on-site mental healthcare services in areas such as, but not limited to, psychology and/or social work. Judith H. Lee Endowment to provide patient assistance for kidney transplant patients under the kidney transplant program of the Barry S. Levin, M.D. Department of Transplantation at CPMC. Takahashi Senior Services & Programs Endowment to support Senior Services. Novack Child Life Services Endowment to Support the Child Life Services Program at CPMC, including the ongoing and future expansion of the program. John N Callander Orthopedic Endowment to provide for priority needs of CPMC's Orthopedic Department, including research, equipment, professional development, and graduate scholarships. Program in Medicine and Human Values Senior Scholar Endowment (PMHV Senior Scholar Endowment Fund) To fund program and research priorities for the Senior Scholar position and support of fellows and staff of the Program in Medicine and Human Values. Dorothy Parry Endowment for Research in Diseases of Cancer and Glaucoma. Distinguished Endowed Chair in Cardiology Endowment for Research, Prog Development, Education, staff resources and equipment in the Cardiac Electrophysiology and Arrythmias Program. C. & A. Finley Endowed Chair Neuro Research to support the research needs of the Neurology department. Kranzusch Bosworth Endowment for Transplant Innovation: Support for two endowed innovation chairs in transplant (medicine and surgery). Margaret H. Page Endowment funds to be designated by the CPMCF Board of Trustees. Rosenberg/Nichols Ovarian/Reproductive Cancer will go to support Ovarian/Reproductive Cancer Recovery Program general expenses. McClelland Fund - Division of Cardiology - Quasi-endowment for the general use by the Division of Cardiology. Payden Center for Melanoma Research & Treatment Quasi-Endowment Supports the Center in its efforts with Research, Education, Patient Care, Salary support & Equipment purchase. Ray Dolby Chair in Brain Health Research Quasi-Endowment supports a chair at the CPMC Ray Dolby Brain Health Center. R.E. Neustadter IHH & Mini Medical School Quasi-Endowment supports IHH programs and Mini Medical Schools within Sutter Health. William Greenbach Quasi-Endowment supports cancer research at CPMCRI. Notkin Breast Cancer Research Quasi-Endowment provides services of nurse education, psychologist & patient navigator to women undergoing treatment for breast cancer. Kalmanovitz Child Development Center Behavioral Health Quasi-Endowment supports behavioral health services to children/adolescents through the Kalmanovitz Child Development Center. Kanbar Cardiac Care Center Quasi-Endowment corpus designated by the CPMC Foundation Board of Trustees to support cardiac care at CPMC through the Kanbar Cardiac Care Center. Roger Basso-Kleiser/Paul Guest Fund in Cardiology Endowment - Shall first be applied to the funding of the Chair and cardiology programs. Dr. William B. Stewart Education Endowment - To support IHH's online Healing Perspectives education event that is dedicated to Dr. William B Stewart in a manner that honors him and his vision of healthcare. Healing Perspectives offers four world-class lectures a year by top integrative medicine clinicians that are promoted to Sutter Health patients. Dr. Stewart started Mini Medical School 19 years ago. SCHEDULE D, PART X, LINE 2 ASC 740 FOOTNOTE FROM AUDIT: 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. Comedy Cocktail 499043 430543 68500 27360 102055 22518 93714 0 499043 430543 68500 27360 102055 22518 93714 245647 -177147 true SUTTER BAY HOSPITALS C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 940562680 501(C)(3) 26246673 PROGRAM & CAPITAL SUTTER BAY MEDICAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 941156581 501(C)(3) 639466 Program Support PATIENT ASSISTANCE FOUNDATION 2100 WEBSTER ST STE 100 SAN FRANCISCO CA 94115 942944137 501(C)(3) 80272 PROGRAM SUPPORT Sutter Health 2300 River Plaza Drive Sacramento CA 95833 942788907 501(C)(3) 339236 PROGRAM SUPPORT Pacific Vision Foundation 711 VAN NESS AVE STE 260 San Francisco CA 94102 942422439 501(C)(3) 309880 PROGRAM SUPPORT 5 0 SCHEDULE I, PART I, LINE 2 PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS: 1. Various departments of the hospital request funding from the foundation. 2. Foundation reviews and approves the hospital's request. 3. The approval is sent to the requesting department. 4. The requesting department provides the foundation support materials that substantiate the costs incurred. 5. Foundation reviews support materials and releases the funds. 6. We rely on the governance practices of the recipient organization to monitor the use of the funds. false true false false false false false true false Hamila Kownacki CEO, CPMC 0 694477 0 463136 0 54041 0 551212 0 21005 0 1783871 0 32872 Henry Yu CFO, San Francisco Division 0 496735 0 232050 0 57410 0 293355 0 28801 0 1108351 0 47272 Raya Elias-Petros Chief Philanthropy Officer-SH 0 544058 0 361325 0 53068 0 60757 0 39539 0 1058747 0 32242 Allison Duignan Executive Director 0 310473 0 59284 0 540 0 75157 0 36220 0 481674 0 59284 SCHEDULE J, PART I, LINE 3 SUPPLEMENTAL COMPENSATION INFORMATION: THE PRESIDENT OF THIS ORGANIZATION IS AN EMPLOYEE OF SUTTER BAY HOSPITALS, AN AFFILIATE OF SUTTER HEALTH, WHICH ARE BOTH RELATED TAX-EXEMPT ORGANIZATIONS. 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 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 4B NONQUALIFIED RETIREMENT PLAN: CERTAIN INDIVIDUALS PAID BY SUTTER HEALTH PARTICIPATE IN A SUPPLEMENTAL 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. 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 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 LONG TERM PERFORMANCE PLANS WHICH ARE 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 PRIOR TO PAYMENT BY THE COMPENSATION COMMITTEE. X 21 10474173 FMV X 1 907 FMV 0 false true false SCHEDULE M, COLUMN B THE NUMBER ENTERED IN COLUMN B REPRESENTS THE NUMBER OF CONTRIBUTIONS RECEIVED. FORM 990, PART I & 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 V, LINE 2A, PART VII & PART IX LINE 7 EMPLOYEE COMPENSATION: CALIFORNIA PACIFIC MEDICAL CENTER FOUNDATION DOES NOT HAVE EMPLOYEES BUT SHARES THE COSTS OF PERSONNEL, SERVICES, FACILITIES AND EXPENSES WITH ITS PARENTS: SUTTER HEALTH AND SUTTER BAY HOSPITALS. FORM 990, PART VI, LINES 6, 7A Classes of Persons and the Nature of Their Rights: SUTTER BAY HOSPITALS IS THE SOLE MEMBER OF THIS CORPORATION 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 BAY HOSPITALS 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 that either exceed previously approved operating or capital budgets, or are unbudgeted, if the amount in excess or the unbudgeted expenditure is higher than the signature authority of the President of the General Member; F. Long-term or material agreements of the Corporation or any subsidiary or affiliate entity 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 the signature authority of the President of the General Member; G. Appointment of an independent auditor by the Corporation or any subsidiary or affiliate entity; H. The hiring of independent counsel by the Corporation or any subsidiary or affiliate 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. To preserve the independence of counsel retained pursuant to this provision, the General Member shall not claim that any communication between such independent counsel and any person acting on behalf of the Corporation, even if that person is also an employee, officer or agent of the General Member, constitutes a waiver of the attorney-client privilege or work-product protection; I. The creation or acquisition of any subsidiary or affiliate entity, as that term is defined in California Corporations Code Section 1501; J. Contracting with any third party for all or substantially all of the management of the assets or operations of the Corporation or any subsidiary or affiliate entity; K. Approval of business plans to develop major programs and clinical services of the Corporation or any subsidiary or affiliate entity. Major new programs and clinical services shall include, but not be limited to: (i) any new programs or services that require approval and/or additional licensure from any regulatory agency, or (ii) any other programs or services the General Member deems major; L. Approval of strategic plans of the Corporation or any subsidiary or affiliate entity; M. Adoption of quality improvement policies not in conformity with policies established by the General Member; N. Any self-dealing transaction between a Trustee of the Corporation and the Corporation or a subsidiary of the Corporation; or O. Rehiring, contracting with, or otherwise compensating a Sutter Health Executive, or any officer or member of management of the Corporation, its General Member, or any subsidiary or affiliate entity after their employment has ended. FORM 990, PART VI, LINE 11B PROCESS USED BY MANAGEMENT AND/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, AND THE AFFILIATE 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 15A PROCESS FOR DETERMINING TOP MANAGEMENT OFFICIAL COMPENSATION: THE COMPENSATION FOR THE POSITION OF THE TOP MANAGEMENT OFFICIAL IS DETERMINED THROUGH A QUANTITATIVE REVIEW OF PEER EQUITY DATA AND APPLICABLE NATIONAL MARKET SALARY SURVEY DATA REGRESSED TO ENTITY OPERATING REVENUE SIZE TO ENSURE THE POSITION IS BOTH INTERNALLY EQUITABLE AND EXTERNALLY COMPETITIVE/MARKET APPROPRIATE. THE COMPENSATION COMMITTEE OF SUTTER HEALTH ANNUALLY REVIEWS AND APPROVES COMPENSATION, AND SUCH APPROVAL IS RECORDED IN THE MINUTES OF SUTTER HEALTH. THE 2024 EXECUTIVE COMPENSATION APPROVAL WAS COMPLETED IN APRIL 2024. FORM 990, PART VI, LINE 15B PROCESS FOR DETERMINING OTHER OFFICERS OR KEY EMPLOYEE COMPENSATION: FOR SUTTER HEALTH EMPLOYEES 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). FOR THE MOST SENIOR EXECUTIVE POSITIONS, NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH ARE MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. CONVERSELY, BECAUSE UNDERLYING COMPENSATION STRUCTURE IN THE SAN FRANCISCO BAY AREA IS HIGHER THAN NATIONAL DATA, REGIONAL PAY ADJUSTMENTS MAY BE MADE. COMPENSATION FOR OFFICERS AND KEY EMPLOYEES OF THIS ORGANIZATION UNDERGO A REVIEW AND COMPENSATION COMMITTEE APPROVAL ANNUALLY, AND SUCH 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: BOARD MEMBERS OF THE ORGANIZATION WHO RECEIVED COMPENSATION WERE PAID FOR OTHER SERVICES PROVIDED TO RELATED ENTITIES. THEY RECEIVED NO COMPENSATION FOR THEIR SERVICE AS A BOARD MEMBER OF THIS ORGANIZATION. 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 FUND BALANCE: CHANGES IN ANNUITY TRUE-UPS $14,481 CHANGES IN SPLIT INTEREST $169,710 --------- TOTAL OTHER $184,191 Sutter Community Health C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 510172285 HEALTHCARE CA 501(C)(3) 3 SUTTER BH 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 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 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 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 DR 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 VALLEY HOSPITALS C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 941156621 HOSPITAL CA 501(C)(3) 3 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 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 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 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 SUTTER BAY HOSPITALS C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 940562680 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true TRACY HOSPITAL FOUNDATION C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 680318845 FUNDRAISING CA 501(C)(3) 12a-I SUTTER VH 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 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 Sansum Clinic c/o SH Tax 2300 River Plaza Dr Sacramento CA 95833 956419205 Hospital CA 501(c)(3) 3 Sutter Hlth true Surg Ctr of ABSMC 3875 TELEGRAPH AVE OAKLAND CA 94609 470946086 PATIENT CARE CA N/A CA PACIFIC ADV IMAG PO BOX 6102 NOVATO CA 94948 562311840 PATIENT CARE CA N/A SF Endoscopy Center C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 912160588 PATIENT CARE CA N/A SUT FAIRFIELD SURG C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 300233892 PATIENT CARE CA N/A SUT AMADOR SURG CTR C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 461398093 PATIENT CARE CA N/A ROSEVILLE ENDOSCOPY C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 870710513 PATIENT CARE CA N/A MEMORIAL MED BLDG 1800 COFFEE Rd 76 MODESTO CA 95355 770234236 Office Rental CA N/A MAGNETIC IMAGING AF 2125 OAK GROVE ROAD WALNUT CREEK CA 94598 473696091 PATIENT CARE CA N/A ASC OPTRS-SNTA ROSA C/O SH TAX 2300 RIVER PLAZA DR SACRAMENTO CA 95833 263386169 CARE MANAGEMENT CA N/A Divisadero Holdings 1635 DIVISADERO SF CA 94115 320621050 CARE MANAGEMENT CA N/A PENINSULA ENDOSCOPY c/o SH Tax 2300 River Plaza Dr Sacramento CA 95833 271905059 PATIENT CARE CA N/A S Placer Surg Ctr c/o SH Tax 2300 River Plaza Dr Sacramento CA 95833 421540694 Patient Care CA N/A Sac Surg Ctr Assoc c/o SH Tax 2300 River Plaza Dr SACRAMENTO CA 95833 680516588 patient care CA N/A Fort Sut Surg Ctr c/o SH Tax 2300 River Plaza Dr SACRAMENTO CA 95833 680116391 patient care CA N/A Sut Alhambra Surg c/o SH Tax 2300 River Plaza Dr SACRAMENTO CA 95833 631221949 patient care CA N/A Auburn Surg Ctr c/o SH Tax 2300 River Plaza Dr Auburn CA 95833 364123623 patient care CA N/A ASC Operators LLC 2300 RIVER PLAZA DRIVE SACRAMENTO CA 95833 208970704 CARE MANAGEMENT CA N/A DE SHAW ALL CTRY 1166 AVE AMERICAS NEW YORK NY 10036 832024364 Investment DE N/A ICG CR OPP FUND 1A 11111 SANTA MONICA BLVD SUITE 2100 LOS ANGELES CA 90025 825045573 Investment DE N/A ICG CR OPP FUND 2A 11111 SANTA MONICA BLVD SUITE 2100 LOS ANGELES CA 90025 852303976 investment DE N/A MAKENA RE II 2755 Sand Hill Menlo Park CA 94025 981298071 investment CJ N/A DE SHAW ALP PLUS 1166 AVE AMERICAS NEW YORK NY 10036 882890454 iNVESTMENT DE N/A ICG CREDIT OPP FUND 11111 SANTA MONICA BLVD SUITE 2100 LOS ANGELES CA 90025 814220441 investment DE N/A ICG SPEC OPP FND I 11111 SANTA MONICA BLVD SUITE 2100 LOS ANGELES CA 90025 863196460 investment DE N/A Makena Strat Opp SH 2755 SAND HILL RD MENLO PK CA 94025 844965838 Investment DE N/A TAP CMDITYBLDR FUND 257 PARK AVENUE SOUTH SUITE 7 New York NY 10010 274871720 Investment NY N/A EHC SURGERY CENTER 2300 RIVER PL DR SAC CA 95833 943214614 PATIENT CARE CA N/A AG Net Lease RF V 981743643 INVESTMENT CA NA CHARITABLE REMAINDER TRUSTS-1 2015 STEINER ST2ND FL SAN FRANCISCO CA 94115 CRT CA CPMCF Northwood Europe TE Feeder LP 1819 WAZEE STREET 2ND FLOOR DENVER CO 80202 981272216 HOLDING COMPANY CJ N/A C CORP true SUTTER HEALTH DEFERRED COMP PLANS' TRUST 2300 RIVER PLAZA DRIVE SACRAMENTO CA 95833 276851989 Rabbi Trust CA N/A TRUST true Health Ventures Inc 350 HAWTHORNE AVE Oakland CA 94609 942918780 HEALTH SERVICES CA N/A C corp true Wilsop Segregated Portfolio 1 PO box 10008 Willow House Cricket SQ grand cayman CJ KY1-10001 INVESTMENT CJ N/A c CORP true Wilsop Segregated Portfolio 2 PO box 10008 Willow House Cricket SQ grand cayman CJ KY1-10001 INVESTMENT CJ N/A c corp true BRIGADE LEVERAGED CAPITAL STRUCTURE OFFS ONE NEXUS WAY CAMANA BAY GRAND CAYMAN CJ KY1-9005 981020330 investment CJ N/A C Corp true AQR MULTI-STRATEGY FUND XXIII LP ONE GREENWICH PLAZA STE 130 Greenwich CT 06830 981716386 Investment CJ N/A C Corp true false true false false false false false false false true false true false false true true true false false Sutter Bay Hospitals P 5149887 FMV Sutter Bay Hospitals B 26246674 FMV Sutter Bay Hospitals L 7200000 FMV Sutter Bay Medical Foundation Q 345204 FMV Sutter Bay Medical Foundation B 639466 FMV Sutter Bay Medical Foundation J 500270 FMV Sutter Valley Hospitals P 67960 FMV Sutter Insurance Services Corporation P 198804 FMV