2025-11-13T12:00:58+00:00 2024-12-31 346565596 ERNST & YOUNG US LLP 200 CLARENDON STREET BOSTON MA 021165072 990 2024-01-01 463766901 Banner-University Family Care BANN 6027474000 2901 N CENTRAL AVE 160 PHOENIX AZ 85012 JAMES STRINGHAM DIRECTOR/VICE PRESIDENT/CEO 6027474000 2025-11-13 true true Lindsey Pigg P01268923 6172662000 2025-11-13 2024 2025-03-06 01:10:19Z JAMES STRINGHAM 2901 N CENTRAL AVE 160 PHOENIX AZ 85012 1956614522 false X WWW.BANNERUFC.COM X 2013 AZ MANAGE AND COORDINATE THE DELIVERY OF QUALITY HEALTH CARE SERVICES TO ENROLLEES UNDER A CONTRACT WITH THE ARIZONA HEALTH CARE COST CONTAINMENT SYSTEM IN ARIZONA. 6 2 0 0 0 0 0 1932851981 1924838005 38734839 31776517 0 0 1971586820 1956614522 0 0 0 0 56927157 48816712 0 0 1809903737 1848091962 1866830894 1896908674 104755926 59705848 658933680 530402142 496255560 308018174 162678120 222383968 Banner University Family Care (BUFC) SERVES A DIVERSE POPULATON AT ANY STAGE OF LIFE, CONCERNED FOR THE HEALTH AND WELLBEING OF THEIR FAMILIES, LOVED ONES AND THEMSELVES. BUFC CREATES THE BEST EXPERIENCE EVER THROUGH CARE AND COVERAGE. ROOTED IN THE COMMUNITIES BUFC SERVCES; WE MAKE HEALTH EASIER, SO LIFE CAN BE BETTER. false false 1717494782 0 1924838005 Banner University Family Care ("BUFC") COORDINATES THE DELIVERY OF HEALTH CARE TO ENROLLEES UNDER A CONTRACT WITH THE ARIZONA HEALTH CARE COST CONTAINMENT SYSTEM (AHCCS), Arizona's Medicaid program. BUFC coordinates care between providers and acts to improve healthcare outcomes for members in an integrated fashion. BUFC's programs are developed to help improve the health and care of members and communities. This is accomplished through the provision of high-quality, coordinated services and the continual evaluation of programs. BUFC offers programs that provide support to both health plan members and the communities served, efforts driven by our mission, which is to make health care easier, so life can be better. Focusing on both physical and mental health needs, integrated Clinics treat physical health and behavioral health all in one place. These clinics: - Focus on Whole Person care - Treat both physical health and emotional health needs - Allow cross providers communication - Provide different health and social services in one place Our service areas include these counties in Arizona: - Central Region - Gila, Maricopa, Pinal - Southern Region - Cochise, Graham, Greenlee, La Paz, Pima, Santa Cruz, Yuma To help us fulfill our mission to make health care easier, so life can be better, BUFC Community Reinvestment Program provides philanthropic support to community-based organizations to improve access to both high-quality health care and community-based services which address the health-related social needs. BUFC is Arizona's only non-profit and locally based Medicaid plan and is committed to giving back through the community reinvestment program known as Banner has HEART. Since its inception in 2020, Banner has HEART funded 200+ programs and invested $22M into the communities we serve, providing essential support and building trust to those in greatest need. In 2024, BUFC received 147 applications and funded 61 programs aimed at addressing health-related social needs with an emphasis on helping to reduce barriers vulnerable communities face in maintaining their highest level of health. The funding is distributed to community organizations actively working to address vital community obstacles such as: access to care, basic needs, emergency assistance, food insecurity, housing, social support to combat isolation, workforce development and employment as well as youth and family services. Community Reinvestments: - Foundation for Senior Living - delivers thousands of meals to those in the Phoenix metropolitan area - Hushabye Nursery - provides resources for families and children experiencing neonatal opioid withdrawal syndrome - Emerge! Center - provides shelter for nearly 5,000 people experiencing domestic abuse - Pima Council on Aging - provides essential resources, including transportation for 3,000+ people - Ronal McDonal House Charities - provides housing for 1000! Families in need of housing during their children's medical treatment 1717494782 true false false false false false false false false false false false false false true true true true false false false false false false false false false false false true false false false false false false false false false false false false false false false true true false false false true X 3280 0 true 0 false false false false false false false false false false false false X 6 2 false false false false false true true true true false false false false true true true true true false false false false X PAUL NOLDE-MORRISSEY 6027474000 2901 N CENTRAL AVE SUITE 160 PHOENIX AZ 85012 CHARLES LEHN DIRECTOR/DIVISION PRESIDENT 2.0 46.0 X X 0 1212334 478788 JAMES STRINGHAM Director/Vice President/CEO 20.0 30.0 X X 0 956418 188119 AARON JOEL SINYKIN DIRECTOR 2.0 2.0 X 0 0 0 ANN ELIZABETH MATHIAS DIRECTOR 2.0 40.0 X 0 359457 39879 JOSEPH GREGORY MD DIRECTOR 2.0 42.0 X 0 628570 62006 SHAE NAFAJI-PIPER DIRECTOR 2.0 2.0 X 0 0 0 CRYSTAL WAITKUS Secretary/Assistant General Counsel 2.0 40.0 X 0 269326 24083 DONNA SICKLER TREASURER/VP FINANCE 20.0 24.0 X 0 885261 174371 JEAN FITTERER LANCE SECRETARY 2.0 42.0 X 0 1956173 969950 CLINTON CLARKE VICE PRESIDENT/CMO 20.0 20.0 X 0 896716 139926 JENNIFER BROOKS VP, ASO Administrator 20.0 20.0 X 0 491160 69230 MATT HALL Executive Director, IT INSURANCE DIVISION 20.0 20.0 X 0 391029 38029 MIKE BRADY Executive Director, CFO Medicaid 20.0 20.0 X 0 296716 26814 ZACARY ATERS Executive Director, CHIEF ACTUARY 20.0 20.0 X 0 366871 37843 CORI NORGAARD SENIOR DIRECTOR 20.0 20.0 X 0 443255 47868 MICHAEL BROWN SENIOR MEDICAL DIRECTOR 20.0 20.0 X 0 396857 9466 NATALYA FAYNBOYM SENIOR DIRECTOR/CMO 20.0 20.0 X 0 535488 39380 SANDRA STEIN SENIOR DIRECTOR/CMO 20.0 20.0 X 0 521148 20561 VICKI KNIGHT SENIOR MEDICAL DIRECTOR 20.0 20.0 X 0 389199 28845 SUSAN BENEDETTI Senior Director, CHSO PHSO 0.0 0.0 X 0 323082 33263 0 11319060 2428421 212 false true false 0 0 HEALTHCARE SERVICES 524114 1924838005 1924838005 0 0 0 0 1924838005 31776517 31776517 0 0 0 0 0 0 0 0 0 0 1956614522 1924838005 0 31776517 0 0 38073692 38073692 662 662 10723180 10723180 19178 19178 2826116 0 2826116 0 5765016 5765016 1061096 1061096 239787 239787 500512 500512 471597 471597 1464221 1464221 492790 492790 617345 617345 MEDICAL CLAIM EXPENSE 1717494782 1717494782 CORPORATE ALLOCATIONS 61216902 61216902 Provider Taxes 38363793 38363793 Various Fees 16310401 16310401 1267604 0 1267604 0 1896908674 1717494782 179413892 0 616920570 486336263 0 0 0 0 39168249 39778088 0 0 0 0 0 0 0 0 1169948 2977015 0 0 0 0 0 0 0 0 0 0 1674913 1310776 658933680 530402142 5405299 12973221 0 0 0 0 0 0 0 0 0 0 0 0 0 0 490850261 295044953 496255560 308018174 X 162678120 222383968 0 0 0 0 0 0 0 0 162678120 222383968 658933680 530402142 59705848 0 X false true true false X 0 0 1421932217 1606470464 1792205327 1932851981 1924838006 8678297995 0 0 1421932217 1606470464 1792205327 1932851981 1924838006 8678297995 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 8678297995 902860 128220 10522754 38734839 31776517 82065190 0 902860 128220 10522754 38734839 31776517 82065190 0 0 0 0 0 0 0 1422835077 1606598684 1802728081 1971586820 1956614523 8760363185 0.99063 0.99301 0.01 0.01 X Federal Income Taxes MEDICAL CLAIMS PAYABLE 187227684 DUE TO AFFILIATES 20431335 PAYMENT REFORM/SHARED SAVINGS PLAN 24954638 Prospective Tiered Non-Current 846235 Prospective Tiered Reimb Accrual 49578505 OTHER LIABILITIES 12006556 295044953 X 1956614522 0 0 1956614522 0 0 1956614522 1896908674 0 0 1896908674 0 0 1896908674 Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote BUFC IS A NONPROFIT CORPORATION EXEMPT FROM INCOME TAXES UNDER INTERNAL REVENUE SERVICE CODE SECTION 501(c)(3). BUFC HAS NOT RECORDED ANY EXPENSE OR ACCRUED FOR ANY RELATED EXPENSE FOR ANY UNCERTAIN TAX POSITIONS. false true false false false false false true false CHARLES LEHN DIRECTOR/DIVISION PRESIDENT 0 594353 0 535421 0 82560 0 450706 0 28082 0 1691122 0 238611 JAMES STRINGHAM Director/Vice President/CEO 0 516337 0 378206 0 61875 0 156180 0 31939 0 1144537 0 153189 JOSEPH GREGORY MD DIRECTOR 0 444020 0 142915 0 41635 0 29599 0 32407 0 690576 0 14146 ANN ELIZABETH MATHIAS DIRECTOR 0 285844 0 54704 0 18909 0 9641 0 30238 0 399336 0 0 SUSAN BENEDETTI Senior Director, CHSO PHSO 0 235743 0 66569 0 20770 0 7205 0 26058 0 356345 0 0 JEAN FITTERER LANCE SECRETARY 0 628197 0 1278213 0 49763 0 945190 0 24760 0 2926123 0 339533 DONNA SICKLER TREASURER/VP FINANCE 0 466680 0 351712 0 66869 0 143792 0 30579 0 1059632 0 159203 CRYSTAL WAITKUS Secretary/Assistant General Counsel 0 200440 0 53927 0 14959 0 8211 0 15872 0 293409 0 0 ZACARY ATERS Executive Director, CHIEF ACTUARY 0 251868 0 92553 0 22450 0 10751 0 27092 0 404714 0 0 MIKE BRADY Executive Director, CFO Medicaid 0 224341 0 56934 0 15441 0 9215 0 17599 0 323530 0 0 JENNIFER BROOKS VP, ASO Administrator 0 283432 0 184307 0 23421 0 67223 0 2007 0 560390 0 39910 CLINTON CLARKE VICE PRESIDENT/CMO 0 495003 0 350213 0 51500 0 137036 0 2890 0 1036642 0 135518 MATT HALL Executive Director, IT INSURANCE DIVISION 0 266871 0 99397 0 24761 0 19906 0 18123 0 429058 0 0 MICHAEL BROWN SENIOR MEDICAL DIRECTOR 0 300209 0 74747 0 21901 0 7344 0 2122 0 406323 0 0 NATALYA FAYNBOYM SENIOR DIRECTOR/CMO 0 381740 0 120504 0 33244 0 22062 0 17318 0 574868 0 8867 VICKI KNIGHT SENIOR MEDICAL DIRECTOR 0 307905 0 58620 0 22674 0 10231 0 18614 0 418044 0 0 CORI NORGAARD SENIOR DIRECTOR 0 316830 0 102673 0 23752 0 15194 0 32674 0 491123 0 0 SANDRA STEIN SENIOR DIRECTOR/CMO 0 374135 0 121297 0 25716 0 17935 0 2626 0 541709 0 1040 Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan EXEC 457(F) - COVERED APPROXIMATELY 100 FORMER AND CURRENT EXECUTIVES. THIS NONQUALIFIED PLAN IS HELD AT FIDELITY INVESTMENTS. VESTING OCCURS UPON MEETING VESTING REQUIREMENTS (SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE). AWARDS ARE SUBJECT TO A ROLLING THREE-YEAR VESTING SCHEDULE - OR A TEAM MEMBER REACHES THE AGE OF 65, 3 YEARS FROM THE DATE OF DEPOSIT. TAXATION OCCURS UPON DISTRIBUTION (IF VESTED). THE ONLY CONTRIBUTIONS ALLOWED ARE EMPLOYER CONTRIBUTIONS. PAYOUT AMOUNTS ARE TAXABLE AND INCLUDED IN SCHEDULE J, PART II, COLUMN (B)(III). DEPOSIT AMOUNTS ARE INCLUDED IN SCHEDULE J, PART II, COLUMN (C). 2024 457(F) Distributions: Clinton Clarke $26,745 Melissa Duke $156.72 Natalya Faynboym $9,135 Joseph Gregory $16,122 Jean Lance $22,101 Charles Lehn $54,657 Donna Sickler $42,685 Sandra Stein $1,039 James Stringham $37,558 2024 457(F) Contributions: Jennifer Brooks $2,267 Clinton Clarke $28,524 Natalya Faynboym $8,262 Joseph Gregory $15,799 Matt Hall $9,945 Jean Lance $65,648 Charles Lehn $51,494 Cori Norgaard $2,052 Donna Sickler $27,701 Sandra Stein $6,858 James Stringham $29,231 Schedule J, Part I, Line 7 Non-fixed payments BANNER HEALTH PARTICIPATES IN A LONG-TERM INCENTIVE PLAN (LTIP) COVERING THREE-YEAR CYCLES FROM, 2022-2024, 2023-2025 AND 2024-2026. THE LTIP WAS DESIGNED AT THE INITIATIVE OF THE BANNER BOARD OF DIRECTORS WITH THE ASSISTANCE OF WILLIS TOWERS WATSON, AND ALL COMPONENTS WERE APPROVED BY THE BOARD. THE PLANS' AREAS OF PERFORMANCE TARGETS INCLUDE: IMPROVING THE RN EXPERIENCE, EXPANDING MARKET PRESENCE, and JOURNEY TO ZERO HARM . AWARDS ARE CALCULATED AS A PERCENTAGE OF BASE SALARY ON THE LAST DAY OF THE THREE-YEAR CYCLE, AND OPPORTUNITY VARIES BY POSITION LEVEL. THE PLAN REQUIRES A THRESHOLD LEVEL OF FINANCIAL PERFORMANCE BEFORE ANY AWARDS CAN BE MADE, AND THE AMOUNT OF THE AWARDS VARIES WITH THE DEGREE OF ACHIEVEMENT OF THE TARGETS. THE MAXIMUM LTIP PAYOUT OPPORTUNITY RANGES FROM 30% TO 255% OF THE BASE SALARY as of December 31 in the last year of the three-year plan. AWARDS HAVE BEEN ACCRUED UNDER THE LTIP, BUT NO PAYMENTS ARE MADE UNTIL AFTER YEAR-END AND ACHIEVEMENT IS VERIFIED BY THE BANNER HEALTH BOARD COMPENSATION COMMITTEE AND APPROVED BY THE FULL BOARD OF DIRECTORS OF BANNER HEALTH. ALL LTIP COMPENSATION PAYMENTS ARE REPORTED IN THE INCENTIVE AND BONUS COMPENSATION SHOWN IN SCHEDULE J, PART II, COLUMN (B)(II). AMOUNTS PAID FOR THE 2021-2023 CYCLE ARE REPORTED IN SCHEDULE J, PART II, COLUMN (B) AS BONUS & INCENTIVE COMPENSATION. AMOUNTS ACCRUED FOR 2024 FOR THE 2022-2024, 2023-2025, 2024-2026 CYCLES (TO BE PAID OUT IN 2025, 2026, AND 2027 RESPECTIVELY) ARE REPORTED IN SCHEDULE J, PART II, COLUMN (C) AS DEFERRED COMPENSATION. 2. Banner Health HAS A MANAGEMENT INCENTIVE PLAN (MIP) WHICH IS BASED ON COMPANYACHIEVEMENT OF SEVERAL FINANCIAL AND NON-FINANCIAL/CLINICAL QUALITY METRICS THAT ARE ESTABLISHED ANNUALLY BY THE Banner Health BOARD OF DIRECTORS. AWARDS ARE GRANTED AS A PERCENTAGE OF THE PARTICIPANT'S BASE SALARY AND VARY WITH THE POSITION LEVEL OF THE PARTICIPATING EMPLOYEE, RANGING FROM 7% TO 110% OF BASE SALARY. IN 2024, THERE WERE 1,441 MIP PARTICIPANTS. THE MIP WAS ACCRUED IN 2023 FOR THE 2024 MIP payout. MIP COMPENSATION IS INCLUDED IN SCHEDULE J, PART II, COLUMN (B)(II). Schedule J, Part I, Line 3 COMPENSATION OF ORGANIZATION CEO THE COMPENSATION OF THE ORGANIZATION'S CEO IS DETERMINED BY A RELATED TAX-EXEMPT ORGANIZATION. SEE SCHEDULE O FOR FORM 990, PART VI, LINES 15A AND 15B FOR THE PROCESS USED BY THE RELATED ORGANIZATION TO DETERMINE COMPENSATION. Form 990, Part V, Line 2a EMPLOYEES BUFC DOES NOT HAVE EMPLOYEES, BUT SHARES THE COST OF PERSONNEL, SERVICES, AND EXPENSES WITH BANNER HEALTH A RELATED TAX-EXEMPT ORGANIZATION. Form 990, Part VI, Line 15a PROCESS FOR DETERMINING COMPENSATION BUFC UTILIZES A COMPENSATION COMMITTEE COMPRISED OF INDEPENDENT DIRECTORS THAT EXERCISES OVERSIGHT OVER ALL ASPECTS OF THE COMPENSATION PAID TO OR FOR THE BENEFIT OF THE CEO AND ALL OTHER SENIOR EXECUTIVES OF BANNER HEALTH AND ANY OF ITS AFFILIATES AND ALL OTHER PERSONS WHO CONSTITUTE "DISQUALIFIED PERSONS" WITH RESPECT TO BANNER HEALTH UNDER CODE SECTION 4958. THE COMMITTEE: - ASSESSES ANNUALLY THE PERFORMANCE OF THE CEO - EXERCISES OVERSIGHT OVER ALL ASPECTS OF COMPENSATION FOR THE CEO - REVIEWS AND DETERMINES THE EXECUTIVE TOTAL COMPENSATION PHILOSOPHY OF BANNER HEALTH - ESTABLISHES THE PERMISSIBLE RANGES OF COMPENSATION FOR SENIOR EXECUTIVES AND DISQUALIFIED PERSONS - REVIEWS AND APPROVES THE DESIGN OF THE COMPONENTS OF COMPENSATION FOR SENIOR EXECUTIVES AND ANY OTHER DISQUALIFIED PERSONS AND MONITORS COMPLIANCE OF BANNER HEALTH WITH THE PHILOSOPHY AND DESIGN COMPONENTS OF EXECUTIVE COMPENSATION - RECEIVES THE CEO'S REPORT CONCERNING THE OVERALL PERFORMANCE AND DEVELOPMENT ASSESSMENT OF THE SENIOR EXECUTIVES - ACTS FOR THE BOARD IN THE ENGAGEMENT AND DIRECT OVERSIGHT OF EXTERNAL INDEPENDENT COMPENSATION CONSULTANTS ENGAGED TO PROVIDE ADVICE AND INFORMATION WITH RESPECT TO THE REASONABLENESS AND COMPETITIVENESS OF THE COMPENSATION PAID TO THE CEO, SENIOR EXECUTIVES AND ANY OTHER DISQUALIFIED PERSONS, WHICH CONSULTANT REPORTS DIRECTLY TO THE COMMITTEE. IN ADDITION, THE COMMITTEE HAS ADOPTED THE FOLLOWING BEST PRACTICES WITH RESPECT TO ITS EXECUTIVE COMPENSATION OVERSIGHT FUNCTION: - REVIEWS ALL INCENTIVE PLANS, BENEFIT PLANS AND PROGRAMS THAT APPLY TO EMPLOYEES AND PHYSICIANS - APPROVES CEO'S RECOMMENDATIONS AS TO THE COMPENSATION OF SENIOR EXECUTIVES - USES TALLY SHEETS SUMMARIZING ALL COMPONENTS OF THE CEO'S AND SENIOR EXECUTIVES' COMPENSATION, INCLUDING A THREE-YEAR EARNINGS HISTORY AND THE COST OF ALL COMPENSATION (INCLUDING SPECIFICALLY DEFERRED COMPENSATION) AT THE TIME THAT ANY ACTION IS TAKEN WITH RESPECT TO THE CEO'S OR SENIOR EXECUTIVES' COMPENSATION IN ORDER TO ENSURE THAT THE COMMITTEE IS FULLY INFORMED OF THE COMPLETE COMPENSATION PACKAGE BEFORE TAKING ANY SUCH ACTION - REVIEWS THE ANNUAL FORM 990 DISCLOSURES RELATING TO EXECUTIVE COMPENSATION TO ENSURE THE DISCLOSURES ACCURATELY RECONCILE TO THE COMPENSATION PACKAGES APPROVED BY THE COMMITTEE. THE COMPENSATION COMMITTEE RETAINS AN EXTERNAL INDEPENDENT COMPENSATION CONSULTING FIRM TO ASSIST THE COMMITTEE. THE COMMITTEE ENGAGES A NATIONALLY RECOGNIZED COMPENSATION CONSULTING FIRM WITH SUBSTANTIAL HEALTHCARE EXPERIENCE. THIS FIRM REVIEWED AND OPINED AS TO THE REASONABLENESS OF THE TOTAL COMPENSATION PACKAGE OF THE CEO, SENIOR EXECUTIVE MANAGEMENT, AND OTHER EXECUTIVE MANAGEMENT IDENTIFIED BY THE COMMITTEE AS POTENTIAL DISQUALIFIED PERSONS. THE COMMITTEE ANNUALLY REVIEWS THE RELATIONSHIP BETWEEN BANNER HEALTH AND EACH CONSULTANT TO ENSURE THE CONSULTANT'S INDEPENDENCE. IN CONNECTION WITH EACH SUCH EVALUATION, THE COMMITTEE REQUESTS A WRITTEN CERTIFICATION FROM EACH CONSULTANT THAT: - INCLUDES AN INDEPENDENCE ATTESTATION AFFIRMING THAT THE CONSULTANT HAS CONDUCTED ITS OWN INTERNAL ASSESSMENT AND BASED ON SUCH ASSESSMENT AND ITS INTERNAL CONTROLS, CONCLUDED THAT IT HAS PERFORMED ITS SERVICES FOR THE COMMITTEE IN AN INDEPENDENT MANNER AND IS INDEPENDENT AS DEFINED IN THE INTERMEDIATE SANCTION REGULATIONS UNDER CODE SECTION 4958 - CONFIRMS THAT THE CONSULTANT REPORTS TO THE COMMITTEE THROUGH THE CHAIR OF THE COMMITTEE AND THAT ALL CONSULTING ACTIVITY FOR BANNER HEALTH CONDUCTED BY SUCH CONSULTANT DURING THE PRECEDING YEAR WAS CONDUCTED WITH THE KNOWLEDGE AND CONSENT OF THE CHAIR OF THE COMMITTEE - DETAILS THE AMOUNTS PAID BY BANNER HEALTH TO THE CONSULTANT IN ITS CAPACITY AS AN EXTERNAL COMPENSATION CONSULTANT TO THE COMMITTEE, AND THE AMOUNTS PAID BY BANNER HEALTH, IF ANY, TO THE CONSULTANT AND ITS AFFILIATES FOR ANY OTHER ENGAGEMENTS. - WITH THE ASSISTANCE OF THE INDEPENDENT COMPENSATION CONSULTANT, THE COMPENSATION COMMITTEE ANNUALLY REVIEWS THE PERFORMANCE OF THE CEO AND RECOMMENDS ADJUSTMENTS TO THIER BASE SALARY AS DEEMED APPROPRIATE BASED UPON THE REVIEW, SUBJECT TO CONFIRMATION FROM THE CONSULTANT (WHO ATTENDS SUCH MEETING) THAT THE RECOMMENDATION IS APPROPRIATE AND WILL NOT RESULT IN THE OVERALL COMPENSATION OF THE CEO BECOMING UNREASONABLE. IN ORDER TO ENSURE THAT THE COMPENSATION DECISION IS SUBJECT TO THE ACTION OF INDEPENDENT DIRECTORS, THE BOARD MAY NOT APPROVE A SALARY ACTION DIFFERENT FROM THAT RECOMMENDED BY THE COMPENSATION COMMITTEE WITHOUT THE CONCURRENCE OF THE COMMITTEE. THE CEO ESTABLISHES THE BASE SALARY OF THE EXECUTIVES WHO DIRECTLY REPORT TO HIM/HER, AND THOSE EXECUTIVES IN TURN ESTABLISH THE BASE SALARY OF THOSE INDIVIDUALS WHO REPORT TO THEM. ALL BASE SALARIES ARE, HOWEVER, BASED UPON POSITION-SPECIFIC MARKET DATA PROVIDED BY THE BANNER HEALTH'S EXECUTIVE COMPENSATION DEPARTMENT. THESE RANGES ARE ESTABLISHED IN ACCORDANCE WITH AN EXECUTIVE COMPENSATION PHILOSOPHY THAT IS ESTABLISHED, AND ANNUALLY REVIEWED, BY THE COMPENSATION COMMITTEE. ANNUAL EQUITY ADJUSTMENTS MAY BE MADE UPON APPROVAL OF THE CEO AND BASED UPON SPECIFIC MARKET DATA. THE COMPENSATION COMMITTEE RECEIVES AN ANNUAL REPORT FROM THE EXECUTIVE COMPENSATION DEPARTMENT SHOWING THAT BASE SALARIES ARE BEING MAINTAINED CONSISTENT WITH THE EXECUTIVE COMPENSATION PHILOSOPHY APPROVED BY THE COMMITTEE. AS STATED IN THE RESPONSE TO SCHEDULE J, PART I, LINE 7, THE SIGNIFICANT NON-FIXED COMPONENTS OF THE COMPENSATION OF THE CEO AND OTHER SENIOR MANAGEMENT ARE ESTABLISHED AND MONITORED BY THE COMPENSATION COMMITTEE WITH THE ASSISTANCE OF THE INDEPENDENT COMPENSATION CONSULTANT AND ARE INCLUDED IN THE ANNUAL REASONABLENESS OPINION RENDERED BY THE INDEPENDENT COMPENSATION CONSULTANT. CONTEMPORANEOUS MINUTES ARE KEPT OF ALL MEETINGS OF THE COMPENSATION COMMITTEE AND OF THE ACTIONS OF THE BOARD OF DIRECTORS IN APPROVING THE COMPENSATION OF CEO AND REVIEWING AND MONITORING THE COMPENSATION FOR ALL OTHER SENIOR EXECUTIVES AND TOP MANAGEMENT. THE COMPENSATION REVIEW PROCESS WAS LAST COMPLETED IN 2024. . Form 990, Part VI, Line 7a Members or stockholders electing members of governing body THE SOLE MEMBER ELECTS THE BOARD OF DIRECTORS. Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders THE SOLE MEMBER RESERVES THE AUTHORITY TO APPROVE DECISIONS REGARDING THE FOLLOWING MATTERS: STRATEGIC PLAN, OPERATING AND CAPITAL BUDGETS, INSURANCE AND RISK MANAGEMENT, STAFFING, COMPENSATION, BENEFIT PLANS, AND ANY OTHER MATERIAL ACTION TAKEN OUTSIDE OF THE NORMAL COURSE OF BUSINESS. Form 990, Part VI, Line 11b Review of form 990 by governing body Banner Health's Tax Department (BH Tax) is RESPONSIBLE FOR OVERSEEING THE PROCESSES FOR PREPARING THE FORM 990. BH Tax TAKES THE LEAD ROLE IN THE PROCESS AND IS CHARGED WITH THE DUTY TO COLLECT THE FINANCIAL AND OTHER INFORMATION NEEDED TO COMPLETE THE FORM 990. THIS INCLUDES COORDINATING WITH OTHER Banner Health DEPARTMENTS, SUCH AS THE LEGAL, PAYROLL, GOVERNMENT RELATIONS, LICENSING, COMMUNITY BENEFIT, COMPENSATION AND BENEFITS, ACCOUNTS PAYABLE, RISK MANAGEMENT, CERTIFICATION, CREDENTIALING, FINANCIAL SERVICES, AND TREASURY DEPARTMENTS IN ORDER TO ENSURE THAT THE EXPERTISE OF EACH DEPARTMENT IS UTILIZED IN THE INFORMATION-GATHERING PROCESS. ONCE THE INFORMATION IS GATHERED, IT IS ORGANIZED AND ASSEMBLED INTO AN ORGANIZER THAT WILL BE USED BY AN OUTSIDE ACCOUNTING FIRM TO PREPARE THE FORM 990. Banner Health HAS AUDITED FINANCIAL STATEMENTS PREPARED ANNUALLY BY AN INDEPENDENT CERTIFIED PUBLIC ACCOUNTING FIRM AND USES THIS SAME FIRM TO PREPARE ITS FORM 990 BECAUSE OF ITS EXPERTISE IN NON-PROFIT HOSPITAL SYSTEMS AND ITS SPECIFIC KNOWLEDGE OF Banner Health's OPERATIONS AND RETURN COMPLEXITY. ONCE THE INFORMATION GATHERING PROCESS IS COMPLETE, A FIRST DRAFT OF THE FORM 990 IS PREPARED by the outside accounting firm AND READIED FOR REVIEW. THE REVIEW PROCESS BEGINS WITH AN INITIAL REVIEW DONE BY BH Tax. DURING THIS REVIEW, A LIST OF QUESTIONS, ISSUES AND ADDITIONAL TASKS IS COMPILED. THIS LIST IS THEN DISSEMINATED TO THE APPROPRIATE Banner Health DEPARTMENTS FOR FURTHER ACTION. ONCE ALL QUESTIONS, ISSUES AND TASKS HAVE BEEN COMPLETED, A SECOND REVIEW BY BH Tax is and the accounting firm is DONE. AGAIN, IF APPLICABLE, A LIST OF QUESTIONS, ISSUES AND ADDITIONAL TASKS IS COMPILED. THIS LIST IS THEN DISSEMINATED TO THE APPROPRIATE Banner Health DEPARTMENTS FOR FURTHER ACTION. ONCE THIS SECOND REVIEW PROCESS IS COMPLETED, A FINAL DRAFT OF THE FORM 990 IS PRESENTED TO certain BUFC officers. CHANGES TO THE FORM 990 ARE MADE IF NECESSARY. THE FINAL VERSION OF THE FORM 990 IS SIGNED BY a BUFC OFFICER and the return is made available to the governing body. Form 990, Part VI, Line 12c Conflict of interest policy BUFC HAS ADOPTED THE Banner Health CONFLICT OF INTEREST POLICY. THIS POLICY REQUIRES THE INTERNAL ASSURANCE DEPARTMENT OF Banner Health TO PROVIDE EACH PARTY WITH A DISCLOSURE QUESTIONNAIRE. THE INTERNAL ASSURANCE DEPARTMENT PREPARES A SUMMARY FOR THE TAX DEPARTMENT. THIS SUMMARY IS ALSO PRESENTED TO THE AUDIT COMMITTEE. THE TAX DEPARTMENT PREPARES ANY REQUIRED FORM 990 DISCLOSURES. PURSUANT TO Banner Health's CONFLICT OF INTEREST POLICY, ALL BOARD MEMBERS, OFFICERS AND THE DIRECTOR OF INTERNAL ASSURANCE MUST DISCLOSE THE EXISTENCE OF ANY FINANCIAL INTEREST THAT MAY GIVE RISE TO A CONFLICT OF INTEREST. Form 990, Part VI, Line 19 Required documents available to the public THE ORGANIZATION'S GOVERNING DOCUMENTS, AUDITED FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY, AND TAX RETURNS ARE AVAILABLE UPON REQUEST. COPIES ARE MAINTAINED AT EACH ADMINISTRATIVE OFFICE AND IN THE LEGAL AND TAX DEPARTMENTS. 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