2024-10-29T09:01:56-05:00 2023-12-31 991856619 GRANT THORNTON ADVISORS LLC 53 STATE STREET SUITE 1600 BOSTON MA 02109 990 2023-01-01 381550001 VERSITI MICHIGAN INC VERS 6167742300 1036 FULLER AVE NE GRAND RAPIDS MI 49503 CHRIS MISKEL PRESIDENT & CEO 4149335000 2024-10-28 1 0 ERIN COUTURE P01390592 6177237900 2023 2024-10-15 13:58:12Z CHRIS MISKEL 638 N 18TH STREET MILWAUKEE WI 532332121 79785721 0 X WWW.VERSITI.ORG X 1955 MI (SEE SCHEDULE O) 19 18 633 218 0 0 562299 507358 63618408 67209355 1022800 1130428 280 197304 65203787 69044445 86325 83180 0 0 27833912 30351619 0 0 0 35949675 34942254 63869912 65377053 1333875 3667392 40583920 44741001 5582670 6084583 35001250 38656418 VERSITI MICHIGAN, INC. (VERSITI) IS A BLOOD HEALTH INNOVATOR WHICH ENHANCES LIVES THROUGH DISCOVERY, DIAGNOSIS AND TREATMENT. VERSITI EXPANDS THE FRONTIERS OF PATIENT HEALTH THROUGH THE INTEGRATION OF SCIENCE, MEDICINE AND SERVICE. 0 0 55823265 83180 67209355 VERSITI RECRUITS VOLUNTEER BLOOD DONORS, COLLECTS, PROCESSES AND DISTRIBUTES BLOOD AND BLOOD COMPONENTS TO PROVIDE A SAFE AND RELIABLE SUPPLY OF BLOOD FOR HOSPITALS AND OTHER BLOOD CENTERS SERVED. DURING 2023, 169,909 BLOOD UNITS WERE COLLECTED.VERSITI MEDICAL SERVICES PROVIDES MEDICAL AND THERAPEUTIC SERVICES IN PARTNERSHIP WITH LOCAL HOSPITALS. DURING 2023, 2,009 THERAPEUTIC PROCEDURES WERE PERFORMED.VERSITI PROVIDES CLINICAL DIAGNOSTIC TESTING SERVICES TO HOSPITALS, PHYSICIAN OFFICES AND OTHER REFERENCE LABORATORIES. DURING 2023, 14,740 TESTS WERE PERFORMED. 55823265 1 1 0 1 0 0 0 0 0 1 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 633 1 0 0 0 0 0 0 0 0 0 0 1 0 X 19 18 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MI X DAWN HENSE 4149335000 638 N 18TH ST MILWAUKEE WI 532332121 X CHRIS MISKEL PRESIDENT & CEO 11.00 44.00 X X 285020 1140081 55375 FRED GEILFUSS CHAIR; LEGAL ADVISOR 1.00 5.00 X X 0 0 0 L ALAN WHALEY VICE CHAIR 1.00 4.00 X X 0 0 0 SHERRY HUSA SECRETARY 1.00 4.00 X X 0 0 0 RON MILLER TREASURER 1.00 4.00 X X 0 0 0 NICHOLAS BAUER BOARD MEMBER - AS OF 3/23 1.00 4.00 X 0 0 0 COREEN DICUS-JOHNSON JD BOARD MEMBER 1.00 4.00 X 0 0 0 DAVID GINSBURG MD BOARD MEMBER 1.00 4.00 X 0 0 0 CECELIA GORE BOARD MEMBER - AS OF 11/23 1.00 4.00 X 0 0 0 GAIL HANSON BOARD MEMBER 1.00 4.00 X 0 0 0 THOMAS HAUSKE JR BOARD MEMBER 1.00 5.00 X 0 0 0 DALE KENT BOARD MEMBER 1.00 4.00 X 0 0 0 ROBERT H MANEGOLD BOARD MEMBER 1.00 5.00 X 0 0 0 JEFFREY S MCDONALD BOARD MEMBER 1.00 4.00 X 0 0 0 MAGGEY OPLINGER BOARD MEMBER - AS OF 11/23 1.00 4.00 X 0 0 0 JOHN PERRAS BOARD MEMBER 1.00 4.00 X 0 0 0 KATHY THORNTON-BIAS BOARD MEMBER 1.00 4.00 X 0 0 0 GREG WESLEY BOARD MEMBER 1.00 4.00 X 0 0 0 PETER ZIEGLER BOARD MEMBER 1.00 4.00 X 0 0 0 BART REUTER EVP & GENERAL COUNSEL 11.00 44.00 X 144188 576752 64225 ANTHONY WATKINS EVP & CHIEF FINANCIAL OFFICER 11.00 44.00 X 148364 593459 40131 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 11.00 44.00 X 137498 549995 54302 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 1.00 54.00 X 0 643660 39453 GITESH DUBAL EVP & CHIEF MARKETING OFFICER 11.00 44.00 X 124033 496134 56985 BRADLEY PIETZ EVP & CHIEF LABORATORY OFFICER 11.00 44.00 X 110682 442723 62979 BARBARA BRYANT EVP & CHIEF MEDICAL OFFICER 1.00 54.00 X 0 546023 25848 JAMES WEIDNER EVP & CHIEF HR OFFICER 11.00 44.00 X 101922 407685 54653 ALEXANDRA PIEPER VP & CHIEF QLT OFF - THRU 10/23 11.00 44.00 X 104257 417023 42404 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 11.00 44.00 X 94821 379278 50984 JESSICA DROUILLARD VP & CHIEF QLT OFF - AS OF 10/23 11.00 44.00 X 33057 132227 12988 LEEANN WIETEKAMP MD SENIOR MEDICAL DIRECTOR 55.00 0.00 X 408926 0 36323 TIMOTHY PANCIOLI DO ASSOCIATE MEDICAL DIRECTOR 55.00 0.00 X 221508 0 42434 DAWN KAISER DIRECTOR OF BLOOD SERVICES 55.00 0.00 X 183853 0 37246 PERPETUE U BARIYANGA SR REG NURSE THERAPEUTIC SERVICES 55.00 0.00 X 145234 0 24460 KRISTIN RONCHETTI-BRENNER AVP, SR. DIRECTOR OF BLOOD SERVICES 55.00 0.00 X 143251 0 10182 2386614 6325040 710972 24 0 1 0 SELZER-ORNST CONSTRUCTION COMPANY LLC 6222 W STATE ST MILWAUKEE WI 53213 CONTRACTOR 1498000 ANDY EGAN COMPANY INC 2001 WALDORF NW GRAND RAPIDS MI 49544 CONTRACTOR 415714 INVITA HEALTHCARE TECHNOLOGIES 135 2ND AVENUE NORTH JACKSONVILLE FL 32250 SOFTWARE SUPPORT 259897 WELLSKY CORPORATION PO BOX 204176 DALLAS TX 75320 SOFTWARE SUPPORT 248603 INCEPT 4150 BELDEN VILLAGE ST NW STE 205 CANTON OH 44718 CALL CENTER SERVICES 199632 5 494943 12415 507358 BLOOD SERVICES 621991 58982490 58982490 MEDICAL SERVICES 621500 6008242 6008242 DIAGNOSTIC LABORATORIES 621500 2218623 2218623 67209355 369528 369528 11502176 10738787 2489 763389 -2489 760900 760900 AFFILIATE SERVICE FEES 900099 196849 196849 MISCELLANEOUS 900099 455 455 197304 69044445 67209355 0 1327732 X 83180 83180 1382846 271636 1111210 22356981 21052125 1304856 1233267 1140119 93148 3700826 3370479 330347 1677699 1511351 166348 16172 16172 52000 52000 2176 2176 6763214 6650633 112581 208625 28235 180390 466706 435786 30920 332986 299236 33750 2558211 1667197 891014 1766126 1684835 81291 44575 26416 18159 13739 10633 3106 1547273 939729 607544 MEDICAL LAB SUPPLIES 9216348 9214731 1617 VERSITI SERVICES ALLOC 6042836 1819342 4223494 COST OF IMPORTED PROD 3992204 3992204 EQUIPMENT LEASE/MAINT 1361708 1166927 194781 557355 390299 167056 65377053 55823265 9553788 0 0 0 0 0 0 0 14385143 22735578 0 0 0 0 237802 0 1780694 2009232 210803 24066 33974597 22287776 8932548 11686821 0 0 13811343 5451705 0 0 0 0 1225587 2833599 40583920 44741001 4517459 3061090 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1065211 3023493 5582670 6084583 X 35001250 38656418 35001250 38656418 40583920 44741001 3667392 -12224 0 X 0 1 X 1 0 X 393752 17904 755209 562299 507358 2236522 57234864 58958588 64355383 63618408 67209355 311376598 57628616 58976492 65110592 64180707 67716713 313613120 0 26058716 23308272 15394179 1675932 3165620 69602719 26058716 23308272 15394179 1675932 3165620 69602719 244010401 422471 391664 396278 265480 369528 1845421 422471 391664 396278 265480 369528 1845421 38289 26118 4627 280 197304 266618 58089376 59394274 65511497 64446467 68283545 315725159 0.77290 0.68690 0.00580 0.00610 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: SPECIAL EVENT GROSS REVENUE - 2019 AMOUNT: $ 22,079. 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 0. PATRONAGE DIVIDENDS - 2019 AMOUNT: $ 15,930. 2020 AMOUNT: $ 25,770. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 0. CREDIT CARD REBATES - 2019 AMOUNT: $ 0. 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 3,722. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 0. MISCELLANEOUS INCOME - 2019 AMOUNT: $ 280. 2020 AMOUNT: $ 348. 2021 AMOUNT: $ 905. 2022 AMOUNT: $ 280. 2023 AMOUNT: $ 455. AFFILIATE SERVICE FEES - 2019 AMOUNT: $ 0. 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 196,849. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 0 0 0 1 52000 52000 0 PART II-B, LINE 1: PAID STAFF OR MANAGEMENT GENERAL COUNSEL PROVIDES LOBBYING SERVICES TO THE FILING ORGANIZATION. HOWEVER, SUCH EXPENSES ARE PAID FOR BY VERSITI INC., THE FILING ORGANIZATION'S PARENT. LOBBYING ACTIVITES $52,000 OF THE FEES PAID TO EVERGREEN PUBLIC RELATIONS HAS BEEN ALLOCATED TO LOBBYING. THE SERVICES RELATED TO THESE FEES INCLUDE, BUT ARE NOT LIMITED TO, SECURING LEGISLATIVE APPROPRIATION FROM THE MICHIGAN DEPARTMENT OF HEALTH AND HUMAN SERVICES. 94766972 671355 14059961 4513248 104985040 112901289 848275 -13361785 5620807 94766972 99612019 1371435 16077669 4159834 112901289 89992682 4494881 9457908 4333452 99612019 77632272 2512261 14163049 4314900 89992682 0.97960 0.02040 0 1 1 525459 525459 15528249 11294333 4233916 2061028 475325 1585703 13027052 9977230 3049822 2832809 540888 2291921 11686821 MUTUAL FUNDS 5451705 F 5451705 DEPOSITS 38007 OPERATING LEASE 2795592 2833599 LEASE LIABILITY 2808080 LONG TERM RETIREMENT LIABILITIES 215413 3023493 X 69032534 -12224 -12224 69044758 2176 -2489 -313 69044445 65377366 2489 2489 65374877 2176 2176 65377053 PART V, LINE 4: ENDOWMENTS THE FILING ORGANIZATION IS THE BENEFICIARY OF THE VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION'S ("VBRIF") ENDOWMENT AS A SUPPORTED ORGANIZATION. THE VBRIF BOARD DESIGNATED ENDOWMENT FUNDS ARE DESIGNATED BY THE BOARD AS ENDOWNMENT FUNDS TO ENSURE THE COUNTINUING AVAILABILITY OF FUNDS FOR RESEARCH PURPOSES. PART X, LINE 2: INCOME TAXES VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION HAVE ALL RECEIVED TAX DETERMINATION LETTERS CONFIRMING THAT THE ORGANIZATIONS QUALIFY AS TAX-EXEMPT ORGANIZATIONS UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). THE ORGANIZATION FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION ARE EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3), THOUGH THEY ARE SUBJECT TO TAX ON INCOME UNRELATED TO THEIR EXEMPT PURPOSES, UNLESS THAT INCOME IS OTHERWISE EXCLUDED BY THE IRC. THE ORGANIZATION HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT HAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. THE ORGANIZATION FILES FEDERAL AND STATE INCOME TAX RETURNS TO REPORT UNRELATED BUSINESS INCOME WHERE APPLICABLE, AND WITH FEW EXCEPTIONS, THOSE PERIODS GENERALLY REMAIN OPEN THREE YEARS FOR FEDERAL PURPOSES AND FOUR YEARS FOR STATE PURPOSES. THE STATUTE OF LIMITATIONS WILL REMAIN OPEN FOR ANY YEARS WHERE RETURNS WERE NOT FILED. THE ORGANIZATION HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE CONSOLIDATED DEFERRED TAX LIABILITY WAS $675,285 AND $271,839 AS OF DECEMBER 31, 2023 AND 2022, RESPECTIVELY, AND PRIMARILY RELATES TO INTANGIBLES. THERE WAS DEFERRED INCOME TAX EXPENSE FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 OF $371,200 AND $436,926, RESPECTIVELY. THE ORGANIZATION RECOGNIZES, IF NECESSARY, INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN THE PROVISION FOR INCOME TAXES. THERE WERE NO MATERIAL INTEREST OR PENALTIES RELATED TO INCOME TAXES THAT HAVE BEEN ACCRUED OR RECOGNIZED AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON FINANCE LEASES -17,683. GAIN ON OPERATING LEASES 15,194. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS ON FINANCE LEASES 17,683. GAIN ON OPERATING LEASES -15,194. X X X X X 1 0 0 1 1 1 1 1 0 CHRIS MISKEL PRESIDENT & CEO 153499 613998 126787 507147 4734 18936 4500 18000 6575 26300 296095 1184381 0 0 BART REUTER EVP & GENERAL COUNSEL 82187 328748 56972 227889 5029 20115 4620 18480 8225 32900 157033 628132 0 0 ANTHONY WATKINS EVP & CHIEF FINANCIAL OFFICER 85942 343771 56442 225769 5980 23919 4620 18480 3406 13625 156390 625564 0 0 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 90738 362954 42456 169825 4304 17216 3963 15853 6897 27589 148358 593437 0 0 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 0 506108 0 109160 0 28392 0 16625 0 22828 0 683113 0 0 GITESH DUBAL EVP & CHIEF MARKETING OFFICER 74146 296585 45153 180613 4734 18936 4500 18000 6897 27588 135430 541722 0 0 BRADLEY PIETZ EVP & CHIEF LABORATORY OFFICER 58170 232679 47478 189911 5034 20133 4545 18180 8051 32203 123278 493106 0 0 BARBARA BRYANT EVP & CHIEF MEDICAL OFFICER 0 509725 0 18210 0 18088 0 23100 0 2748 0 571871 0 0 JAMES WEIDNER EVP & CHIEF HR OFFICER 61954 247816 34889 139555 5079 20314 4620 18480 6311 25242 112853 451407 0 0 ALEXANDRA PIEPER VP & CHIEF QLT OFF - THRU 10/23 42759 171033 15750 63000 45748 182990 3231 12924 5250 20999 112738 450946 0 0 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 62858 251429 30601 122404 1362 5445 5150 20601 5046 20187 105017 420066 0 0 LEEANN WIETEKAMP MD SENIOR MEDICAL DIRECTOR 305895 0 45700 0 57331 0 23100 0 13223 0 445249 0 0 0 TIMOTHY PANCIOLI DO ASSOCIATE MEDICAL DIRECTOR 214054 0 6430 0 1024 0 15627 0 26807 0 263942 0 0 0 DAWN KAISER DIRECTOR OF BLOOD SERVICES 147372 0 35000 0 1481 0 10897 0 26349 0 221099 0 0 0 JESSICA DROUILLARD VP & CHIEF QLT OFF - AS OF 10/23 29999 119996 2880 11520 178 711 2035 8141 562 2250 35654 142618 0 0 PERPETUE U BARIYANGA SR REG NURSE THERAPEUTIC SERVICES 139011 0 3800 0 2423 0 10096 0 14364 0 169694 0 0 0 KRISTIN RONCHETTI-BRENNER AVP, SR. DIRECTOR OF BLOOD SERVICES 114641 0 27694 0 916 0 8774 0 1408 0 153433 0 0 0 PART I, LINE 3 TOP MANAGEMENT'S COMPENSATION THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR THE FILING ORGANIZATION. OTHER THAN THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER, THE EXECUTIVE COMMITTEE DOES NOT INCLUDE MEMBERS OF MANAGEMENT. TO ENSURE THAT THE COMMITTEE IS COMPRISED OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO VERSITI COMPENSATION ARRANGEMENTS, THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER RECUSES HER/HIMSELF FROM ALL DISCUSSIONS AND APPROVALS RELATED TO HER/HIS COMPENSATION. THE EXECUTIVE COMMITTEE REVIEWS EXECUTIVE COMPENSATION ARRANGEMENTS TO ENSURE SUCH ARRANGEMENTS ARE FAIR, REASONABLE, AND NOT EXCESSIVE WHEN COMPARED TO SIMILARLY-SITUATED EXECUTIVES. EXECUTIVE COMPENSATION ARRANGEMENTS ARE REVIEWED FOR REASONABLENESS AND APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY IN ACCORDANCE WITH THE VERSITI REASONABLENESS REVIEW POLICY. IN ORDER TO ASSESS THE REASONABLENESS OF EXECUTIVE COMPENSATION ARRANGEMENTS, THE EXECUTIVE COMMITTEE OBTAINS AND REVIEWS APPROPRIATE COMPARABILITY DATA COLLECTED BY THE HUMAN RESOURCE DEPARTMENT AND/OR AN INDEPENDENT COMPENSATION CONSULTANT. THE EXECUTIVE COMMITTEE ENGAGES A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT ANNUALLY. THE INDEPENDENT CONSULTANT PERFORMS AN ANALYSIS OF COMPENSATION LEVELS AT REGIONAL AND NATIONAL ORGANIZATIONS OF COMPARABLE SIZE, SCOPE AND STRUCTURE AND PROVIDES THE COMMITTEE WITH COMPREHENSIVE DATA ON THE AVAILABILITY OF SIMILAR SERVICES WITHIN THE GEOGRAPHIC AREA, COMPENSATION SURVEYS, WRITTEN OFFERS FROM SIMILAR INSTITUTIONS, AND OTHER INFORMATION RELEVANT TO COMPARABILITY OF COMPENSATION. THE EXECUTIVE COMMITTEE'S REVIEW, RECOMMENDATIONS AND APPROVALS ARE DOCUMENTED CONCURRENTLY IN THE COMMITTEE MINUTES, WHICH ARE SUBSEQUENTLY REVIEWED AND APPROVED BY THE EXECUTIVE COMMITTEE AS REASONABLE, ACCURATE AND COMPLETE. THE COMMITTEE CHAIR VERBALLY COMMUNICATES TO THE VERSITI BOARD OF DIRECTORS A CONFIRMATION OF COMPENSATION REASONABLENESS AND THE OVERALL DUE DILIGENCE PROCESS. VERSITI MICHIGAN HAS INCENTIVE PROGRAMS FOR THE CHIEF EXECUTIVE OFFICER AND OTHER CORPORATE OFFICERS DESCRIBED IN DETAILED WRITTEN POLICIES APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY. EVALUATION AND COMPENSATION REVIEW -CEO - EACH YEAR, THE EXECUTIVE COMMITTEE EVALUATES THE CEO'S PERFORMANCE AGAINST ESTABLISHED OBJECTIVES, DETERMINES INCENTIVE PAYMENT AND MERIT INCREASE BASED UPON PERFORMANCE AND MARKET DATA PROVIDED BY THE THIRD PARTY COMPENSATION CONSULTANT, AND WORKS WITH THE CEO TO ESTABLISH OBJECTIVES FOR THE NEXT YEAR. -OTHER CORPORATE OFFICERS - THE BOARD OF DIRECTORS HAS DELAGATED TO THE CEO THE PERFORMANCE ASSESSMENT AND COMPENSATION DECISIONS FOR HIS/HER TEAM AND LEADERS ELIGIBLE FOR THE VERSITI LEADERSHIP INCENTIVE PLAN. DURING THE MAY MEETING, THE EXECUTIVE COMMITTEE REVIEWS THE INCENTIVES (SHORT AND LONG-TERM) PAYOUTS AND MERIT INCREASES ASSIGNED TO THE EXECUTIVE TEAM AS PART OF THE ANNUAL COMPENSATION REASONABILITY REVIEW CONDUCTED BY AON CONSULTANTS. THE EXECUTIVE COMMITTEE REVIEWS AND APPROVES THE SALARY INCREASES AND INCENTIVE PAYOUTS OF THE CEO BEFORE PAYMENT. CORPORATE OFFICERS ARE POSITIONED WITHIN THE APPROPRIATE SALARY RANGE BASED UPON: -EXECUTIVE'S KNOWLEDGE, COMPETENCIES, AND EXPERIENCE, -PERFORMANCE OF THE EXECUTIVE'S AREAS OF RESPONSIBILITY, -THE EXECUTIVE'S CONTRIBUTION TO OVERALL PERFORMANCE, -THE IMPORTANCE OF RETAINING THE EXECUTIVE, -INTERNAL EQUITY CONSIDERATIONS, -THE FINANCIAL RESOURCES AVAILABLE, AND -EXECUTIVE BASE SALARY INCREASES PROVIDED IN THE COMPETITIVE MARKET PART I, LINE 4A SEVERANCE PAYMENT AN INDIVIDUAL RECEIVED A SEVERANCE PAYMENT. THE SEVERANCE IS INCLUDED IN COMPENSATION IN SCHEDULE J, PART II, COLUMN (B)(III). PART I, LINE 5A, 5B, 6A, 6B AND 7: NON-FIXED PAYMENTS INCENTIVE PAYOUT OPPORTUNITIES, BASED ON PERCENTAGE OF BASE PAY RATE, ARE AVAILABLE TO CERTAIN EMPLOYEES OF THE FILING ORGANIZATION. WHILE LEVELS OF THE INCENTIVE PAYOUT OPPORTUNITY ARE FIXED AND DETERMINED PERCENTAGES OF BASE COMPENSATION, THE INCENTIVE PAYOUT IS DETERMINED, IN PART, ON THE CONSOLIDATED REVENUE AND NET EARNING OF OPERATING DIVISIONS. THE INCENTIVE PAYOUT IS SUBJECT TO THE REVIEW OF ACCOMPLISHMENTS/OBJECTIVES AND THE ULTIMATE DETERMINATION OF INCENTIVE COMPENSATION IS SUBJECT TO PRESIDENT/CEO AND EXECUTIVE COMMITTEE OF THE BOARD APPROVAL. FORM 990, PART I, LINE 1 VERSITI MICHIGAN, INC. (VERSITI MICHIGAN) IS A BLOOD HEALTH INNOVATOR WHICH ENHANCES LIVES THROUGH DISCOVERY, DIAGNOSIS AND TREATMENT. VERSITI EXPANDS THE FRONTIERS OF PATIENT HEALTH THROUGH THE INTEGRATION OF SCIENCE, MEDICINE AND SERVICE. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OR STOCKHOLDERS VERSITI, INC. (A 501(C)(3) ORGANIZATION) IS THE SOLE VOTING MEMBER. FORM 990, PART VI, SECTION A, LINE 7A MEMBER OR STOCKHOLDERS POWERS VERSITI, INC. HAS RESERVE POWERS, INCLUDING THE ABILITY TO ELECT A MAJORITY OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B REFER TO NARRATIVE LISTED IN LINE 7A. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW VERSITI MICHIGAN UTILIZES GRANT THORNTON TO COMPLETE THE IRS FORM 990 AND RELATED SCHEDULES. FOLLOWING COMPLETION, THEY ARE REVIEWED BY THE ORGANIZATION'S MANAGEMENT. THE DRAFT FORMS ARE THEN REVISED BY THE AUDIT AND COMPLIANCE COMMITTEE PRIOR TO SUBMISSION TO THE IRS. THE FULL BOARD IS PROVIDED A COPY OF THE FORM 990 PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY VERSITI MICHIGAN MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY. ON AN ANNUAL BASIS, CURENT DIRECTORS AND OFFICERS ARE ASKED TO COMPLETE A DISCLOSURE FORM BASED ON IRS REQUIREMENTS THAT INCLUDES THE FOLLOWING: WHETHER THEY HAVE ANY DIRECT OR INDIRECT RELATIONSHIP EITHER THROUGH BUSINESS OR FAMILY MEMBER WITH THE ORGANIZATION. WHETHER THEY RECEIVED COMPENSATION FROM ANY ORGANIZATION THAT SHARES COMMON OWNERSHIP OR CONTROL WITH THE ORGANIZATION. WHETHER THEY HAVE SERVED AS AN OFFICER, DIRECTOR, KEY EMPLOYEE, PARTNER OR MEMBER OF AN ENTITY (OR SHAREHOLDER OF A PROFESSIONAL CORPORATION) DOING BUSINESS WITH THE ORGANIZATION. THESE ANSWERS ARE ACCUMULATED, SUMMARIZED, AND EVALUATED BY MANAGEMENT TO DETERMINE IF ANY CONFLICTS EXIST. IDENTIFIED CONFLICTS ARE ADDRESSED IN ACCORDANCE WITH THE WRITTEN POLICY. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION PROCESS THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR THE FILING ORGANIZATION. FORM 990, PART VI, SECTION C, LINE 19 ORGANIZATION'S DOCUMENTS OPEN TO THE PUBLIC VERSITI MICHIGAN MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. PART VII: AVERAGE HOURS THE HOURS LISTED ON FORM 990, PART VII ARE REPRESENTATIVE OF AN AVERAGE FOR THE OFFICERS AND EXECUTIVE TEAM. EACH INDIVIDUAL PERSON'S WEEKLY TALLY MAY BE GREATER OR LESSER PER WEEK BASED ON THEIR INDIVIDUAL ROLES AND RESPONSIBILITIES WITHIN THE FILING ORGANIZATION AND RELATED PARTIES. FORM 990, PART IX, LINE 11G DONOR TESTING: PROGRAM SERVICE EXPENSES 5,618,264. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 5,618,264. SHIPPING & TRANSPORTATION: PROGRAM SERVICE EXPENSES 292,741. MANAGEMENT AND GENERAL EXPENSES 71,491. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 364,232. CUSTOMER TESTING: PROGRAM SERVICE EXPENSES 282,799. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 282,799. PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 206,104. MANAGEMENT AND GENERAL EXPENSES 1,340. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 207,444. SHIPPING SUPPLIES: PROGRAM SERVICE EXPENSES 118,542. MANAGEMENT AND GENERAL EXPENSES 598. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 119,140. CONSULTING SERVICES: PROGRAM SERVICE EXPENSES 42,767. MANAGEMENT AND GENERAL EXPENSES 11,433. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 54,200. SAME & NEXT DAY AIR: PROGRAM SERVICE EXPENSES 40,225. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 40,225. US POSTAL SERVICE: PROGRAM SERVICE EXPENSES 18,774. MANAGEMENT AND GENERAL EXPENSES 2,648. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 21,422. OUTSIDE LAB SERVICE: PROGRAM SERVICE EXPENSES 10,396. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,396. EDUCATION: PROGRAM SERVICE EXPENSES 6,918. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 6,918. LICENSES, PERMITS, & HOSP FEES: PROGRAM SERVICE EXPENSES 6,413. MANAGEMENT AND GENERAL EXPENSES 8,820. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 15,233. NON-MARKETING PRINTING COSTS: PROGRAM SERVICE EXPENSES 6,152. MANAGEMENT AND GENERAL EXPENSES 4,192. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,344. TRANSLATION SERVICE: PROGRAM SERVICE EXPENSES 388. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 388. PUBLICATION SERVICES: PROGRAM SERVICE EXPENSES 150. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 150. RECORD STORAGE: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 12,059. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 12,059. VERSITI WISCONSIN INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 390807235 BLOOD WI 501(C)(3) LINE 7 VERSITI 0 VERSITI BLOOD RESEARCH INSTITUTE FNDN PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 391372542 SUPPORTING WI 501(C)(3) LINE 12B, II VERSITI 0 VERSITI INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 454675354 SUPPORTING WI 501(C)(3) LINE 12B, II N/A 0 VERSITI ILLINOIS INC 1200 N HIGHLAND AVE AURORA IL 60506 362179768 BLOOD IL 501(C)(3) LINE 10 VERSITI 0 VERSITI INDIANA INC 3450 N MERIDIAN ST INDIANAPOLIS IN 46208 350991629 BLOOD IN 501(C)(3) LINE 10 VERSITI 0 CENETRON DIAGNOSTICS LLC 2111 W BRAKER LANE SUITE 300 AUSTIN TX 78758 742760677 LABS & TRIALS TX N/A C 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 1 0 0