2024-11-12T13:09:13-06:00 2023-12-31 540504608 BROWN EDWARDS & COMPANY LLP 3906 ELECTRIC ROAD ROANOKE VA 24018 990 2023-01-01 205945158 CORVESTA INC CORV 5409898000 5415 AIRPORT ROAD ROANOKE VA 240121303 R JAMES BARKER CHIEF FINANCIAL OFFICER 5409898000 2024-11-11 1 0 PATRICK PITTMAN P00587461 5403450936 2024-11-11 2023 2024-10-15 13:58:12Z X R JAMES BARKER 5415 AIRPORT ROAD ROANOKE VA 240121303 1743576 0 X N/A X 2006 VA PROVIDE OPPORTUNITIES THROUGH A HOLDING COMPANY IN SUPPORT OF THE MISSION OF DELTA DENTAL OF VA. 9 8 52 0 0 0 0 0 0 0 -668910 -509499 0 0 -668910 -509499 0 0 0 0 10338393 10896644 0 0 0 22133151 21763289 32471544 32659933 -33140454 -33169432 80763476 97752866 8224028 10801179 72539448 86951687 GUIDING, MONITORING AND COORDINATING THE ACTIVITIES OF ITS SUBSIDIARY, DELTA DENTAL OF VIRGINIA ("DDVA") AND OTHER AFFILIATED ENTITIES, TO ACHIEVE THE TAX-EXEMPT HEALTH CARE PURPOSES OF DDVA IN AN EFFICIENT AND INTEGRATED MANNER. 0 0 GUIDING, MONITORING AND COORDINATING THE ACTIVITIES OF ITS SUBSIDIARY, DELTA DENTAL OF VIRGINIA ("DDVA") AND OTHER AFFILIATED ENTITIES, TO ACHIEVE THE TAX-EXEMPT HEALTH CARE PURPOSES OF DDVA IN AN EFFICIENT AND INTEGRATED MANNER. 0 0 0 0 0 0 0 0 0 1 1 0 1 0 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 1 1 0 1 29 0 1 52 1 0 0 0 0 0 0 0 0 0 0 1 0 X 9 8 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X R JAMES BARKER 5409898000 5415 AIRPORT ROAD ROANOKE VA 24012 MR THOMAS R BYRD CHAIRMAN OF THE BOARD 5.00 3.00 X X 59000 0 0 MS JEANNE ARMENTROUT DIRECTOR 3.00 0.00 X 35000 0 0 MS ELIZABETH A MCCLANAHAN DIRECTOR 3.00 0.00 X 31500 0 0 MR JAMES C HALE DIRECTOR 4.00 0.00 X 39875 0 0 MR DOUGLAS JUANARENA DIRECTOR 3.00 1.00 X 34500 0 0 MS PAMELA S SCHUTZ DIRECTOR 2.00 1.00 X 37625 0 0 MR JAN S SESSOR DIRECTOR 4.00 1.00 X 35625 0 0 MS LAURA W THOMAS DIRECTOR 5.00 3.00 X 0 58250 0 MR FRANK L LUCIA PRESIDENT & CEO 40.00 2.00 X X 2041318 0 96859 MR R JAMES BARKER CHIEF FINANCIAL OFFICER 40.00 0.00 X 803832 0 83660 MR CHAD MCINTOSH GENERAL COUNSEL 40.00 0.00 X 581470 0 73083 MS KATHARINE CLAYTOR VICE PRESIDENT 40.00 0.00 X 536093 0 61850 MS LORA J WILKINSON VICE PRESIDENT 40.00 0.00 X 340888 0 61850 MS LOTTIE SCHOTTMILLER STAFF 40.00 0.00 X 209671 0 54239 MS LISA R NICHOLS STAFF 40.00 0.00 X 197270 0 50443 MS DAWN H MCCRAY STAFF 40.00 0.00 X 200205 0 47501 MS DEBORAH S MARTIN STAFF 40.00 0.00 X 284656 0 60818 MS MARY B SMITH STAFF 40.00 0.00 X 176926 0 54603 5645454 58250 644906 21 0 1 0 NORTHWINDS TECHNOLOGY SOLUTION 11 SHUMAN BLVD NAPERVILLE IL 60563 IT SERVICES / AFFILIATE 16303698 ARMITAGE ADVISORS LLC 18122 BEAR TRACK DRIVE DAVIDSON NC 28036 CONSULTANTS 327252 TEK SYSTEMS PO BOX 198568 ATLANTA GA 303848568 CONTRACT PROGRAMMING 205961 BROWN EDWARDS & COMPANY LLP 3906 ELECTRIC ROAD ROANOKE VA 24018 AUDITOR/TAX PREPARER 131180 4 1738744 1738744 4832 5095 2247980 -263 -2247980 -2248243 -2248243 -509499 0 0 -509499 X 4954028 4954028 4260160 4260160 719303 719303 556926 556926 406227 406227 36565 36565 93180 93180 85791 85791 18387555 18387555 206938 206938 169137 169137 277656 277656 302702 302702 139449 139449 569564 569564 EQUIPMENT RENTAL & SOFT 929183 929183 TEMPORARY HELP 232579 232579 BUSINESS DUES 170357 170357 MISCELLANEOUS OPERATING 138655 138655 23978 23978 32659933 0 32659933 0 31516271 45780682 189452 181423 141946 273490 3059107 2565760 234013 493347 17142617 19651513 25765095 24893631 5774082 6478780 80763476 97752866 6949368 9730861 1274660 1070318 8224028 10801179 X 0 0 0 0 72539448 86951687 72539448 86951687 80763476 97752866 X -33169432 1267888 46313783 X X 0 1 X 1 0 3059107 2565760 493347 493347 REVOLV, INC. 5957985 C ENCARA, INC 118697 C STRYDEN, INC. 5263985 C SPRINGROCK VENTURES, LP 2230367 C NORTHWINDS 11322597 C 24893631 INVESTMENT - DEFERRED COMP 457B 1688227 DUE FROM STRYDEN 29084 DUE FROM REVOLV 152570 DUE FROM DELTA DENTAL FOUNDATION 10262 DUE FROM DDVA 2098637 DUE FROM NORTHWINDS 2500000 6478780 X PART X, LINE 2: CORVESTA AND DDVA ARE EXEMPT FROM FEDERAL INCOME TAX UNDER THE PROVISIONS OF PUBLIC LAW 99-514, TAX REFORM ACT OF 1986, ACT SECTION 1012(C)(4)(C)(IV) AND HAVE RECEIVED FAVORABLE DETERMINATION LETTERS FROM THE IRS UNDER CODE SECTION 501(C)(4). THE FOUNDATION IS EXEMPT FROM FEDERAL INCOME TAXES UNDER CODE SECTION 501(C)(3). INCOME TAXES ARE PROVIDED FOR THE TAX EFFECTS OF REVOLV'S AND STRYDEN'S TRANSACTIONS REPORTED IN THE CONSOLIDATED FINANCIAL STATEMENTS AND CONSIST OF TAXES CURRENTLY DUE OR REFUNDABLE, PLUS DEFERRED TAXES RELATED PRIMARILY TO NET OPERATING LOSSES AND THE DIFFERENCES BETWEEN THE TAX AND FINANCIAL REPORTING BASES OF PROPERTY AND EQUIPMENT. THE DEFERRED TAXES REPRESENT THE FUTURE TAX RETURN CONSEQUENCES OF THOSE DIFFERENCES, WHICH WILL EITHER BE TAXABLE OR DEDUCTIBLE WHEN THE ASSETS AND LIABILITIES ARE RECOVERED OR SETTLED. BECAUSE OF THE NATURE OF CORVESTA'S BUSINESS, AND THAT OF ITS SUBSIDIARIES, AND AS A MATTER OF POLICY, MANAGEMENT BELIEVES THERE HAVE BEEN NO MATERIAL AGRESSIVE POSITIONS TAKEN IN THE ENTITY'S TAX AND INFORMATIONAL RETURN FILINGS FOR ANY REPORTING PERIODS OPEN TO NORMAL JURISDICTIONAL EXAMINATION. ACCORDINGLY, NO LIABILITY FOR UNRECOGNIZED TAX BENEFITS (OR ASSOCIATED PENALTIES AND INTEREST) IS PROVIDED. X 1 1 X X X X X X 0 1 0 0 0 0 0 1 0 MR FRANK L LUCIA PRESIDENT & CEO 849565 0 1170940 0 20813 0 66000 0 30859 0 2138177 0 0 0 MR R JAMES BARKER CHIEF FINANCIAL OFFICER 425387 0 376400 0 2045 0 66000 0 17660 0 887492 0 0 0 MR CHAD MCINTOSH GENERAL COUNSEL 315815 0 263062 0 2593 0 40565 0 32518 0 654553 0 0 0 MS KATHARINE CLAYTOR VICE PRESIDENT 290274 0 243495 0 2324 0 40656 0 21194 0 597943 0 0 0 MS LORA J WILKINSON VICE PRESIDENT 243466 0 95202 0 2220 0 40656 0 21194 0 402738 0 0 0 MS DEBORAH S MARTIN STAFF 209299 0 73111 0 2246 0 34462 0 26356 0 345474 0 0 0 MS LOTTIE SCHOTTMILLER STAFF 164847 0 44608 0 216 0 26470 0 27769 0 263910 0 0 0 MS LISA R NICHOLS STAFF 154822 0 40442 0 2006 0 25067 0 25376 0 247713 0 0 0 MS DAWN H MCCRAY STAFF 157733 0 41459 0 1013 0 25403 0 22098 0 247706 0 0 0 MS MARY B SMITH STAFF 136647 0 38315 0 1964 0 22768 0 31835 0 231529 0 0 0 PART I, LINE 1A ALL ITEMS CHECKED ON LINE 1A FOLLOW THE POLICY GUIDELINES ADOPTED BY THE ORGANIZATION: FIRST-CLASS OR CHARTER TRAVEL-WE FOLLOW ADOPTED POLICY FOR BOTH FIRST-CLASS OR CHARTER TRAVEL. IN SUMMARY, FIRST-CLASS TRAVEL IS NOT ALLOWED EXCEPT BY SPECIFIC GUIDANCE IN THE T & E POLICY (I.E. EXCEPTIONALLY LONG FLIGHT, ETC.) TRAVEL FOR COMPANIONS-WE FOLLOW ADOPTED CORPORATE TRAVEL AND ENTERTAINMENT (T&E) POLICY FOR COMPANIONS. IN SUMMARY, SPOUSAL TRAVEL IS NOT COVERED UNLESS SPECIFIC CRITERIA ARE MET. PART I, LINE 4B THE PLANS WERE ESTABLISHED VIA THIS ORGANIZATION'S AND THE RELATED ORGANIZATION'S MANAGEMENT DEVELOPMENT & COMPENSATION COMMITTEE'S COMPENSATION AND BENEFIT REVIEW WHICH IS IN ACCORDANCE WITH THE PROCESS OUTLINED BY THE IRS FOR SETTING REASONABLE COMPENSATION. THESE PLANS ARE IN ACCORDANCE WITH SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS AS PER IRS SECTIONS 409(A). THERE WERE NO LUMP SUM PAYMENTS PAID FROM THIS ORGANIZATION NOR A RELATED ORGANIZATION IN 2023. PART I, LINE 7 A PORTION OF EACH PERSON'S COMPENSATION IS AT RISK PROVIDING KEY METRICS AND GOALS ARE ACHIEVED. THE RESPECTIVE PROGRAMS FOR DISQUALIFIED PERSONS ARE SUBJECT TO THE MANAGEMENT DEVELOPMENT & COMPENSATION COMMITTEE'S COMPENSATION AND BENEFIT REVIEW PROCESS WHICH IS IN ACCORDANCE WITH THE PROCESS OUTLINED BY THE IRS FOR SETTING REASONABLE COMPENSATION. FORM 990, PART VI, SECTION B, LINE 11B THE FULL DOCUMENT IS MADE AVAILABLE TO THE BOARD OF DIRECTORS PRIOR TO FILING. ALSO, MEMBERS OF THE BOARD OF DIRECTORS REVIEW THE PREPARATION PROCESS WITH SENIOR MEMBERS OF MANAGEMENT. FORM 990, PART VI, SECTION B, LINE 12C CORVESTA, INC. REQUIRES CORPORATE OFFICERS AND EACH DIRECTOR ON THE BOARD OF DIRECTORS TO COMPLETE AN ANNUAL CONFLICT OF INTEREST DISCLOSURE STATEMENT THAT IS BASED ON IRS GUIDANCE. IN ADDITION, THE CONFLICT OF INTEREST POLICY REQUIRES DISCLOSURE OF ALL CONFLICTS, POTENTIAL CONFLICTS, OR ANY MATTER THAT MAY GIVE RISE TO THE APPEARANCE OF A CONFLICT. THE FORMS ARE REVIEWED BY THE COMPLIANCE OFFICER AND REPORTED TO THE CEO AND THE APPROPRIATE COMMITTEE(S) OF THE BOARD. THE FORMS ARE FURTHER AVAILABLE TO, AND REVIEWED BY, OUR AUDITORS AND THE BOI. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION ARRANGEMENTS FOR THE CEO AND OTHER DISQUALIFIED PERSONS ARE REVIEWED AND APPROVED BY THE MANAGEMENT DEVELOPMENT AND COMPENSATION COMMITTEE OF OUR BOARD OF DIRECTORS. THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE ANY CONFLICTS OF INTEREST AS TO THE ARRANGEMENTS BEING REVIEWED. THE COMMITTEE FOLLOWS THE PROCESSES OUTLINED BY THE IRS FOR SETTING REASONABLE COMPENSATION. THE COMMITTEE REVIEWS AND RELIES UPON COMPARABILITY DATA AND THE EXPERT RECOMMENDATIONS PROVIDED BY AN INDEPENDENT COMPENSATION CONSULTANT. DELIBERATIONS AND DECISIONS OF THE COMMITTEE ARE CONTEMPORANEOUSLY DOCUMENTED. THIS PROCESS IS UNDERTAKEN AT LEAST ANNUALLY WITH RESPECT TO THE CEO AND ALL OTHER DISQUALIFIED PERSONS. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC ON DEMAND. FORM 990, PART IX, LINE 11G PROFESSIONAL SERVICES & FEES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 18,387,555. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 18,387,555. FORM 990, PART XI, LINE 9: REVOLV, INC. GAIN 1,607,264. STRYDEN, INC. GAIN 144,741. ALLOCATED EXPENSES TO SUBS 32,561,778. SURPLUS TRANSFER FROM DELTA DENTAL OF VIRGINIA 12,000,000. FORM 990, PART XII, LINE 2C THERE HAVE BEEN NO CHANGES TO CORVESTA INC.'S OVERSIGHT PROCESS OF THE AUDIT OR ITS SELECTION OF AN INDEPENDENT AUDITOR. DELTA DENTAL OF VIRGINIA 5415 AIRPORT ROAD ROANOKE VA 24012 540844477 PROVIDES DENTAL BENEFITS AND SERVICES VA 501(C)4 CORVESTA INC 1 DELTA DENTAL OF VIRGINIA FOUNDATION INC 5415 AIRPORT ROAD ROANOKE VA 24012 453230862 PROMOTION AND ADVANCEMENT OF ORAL HEALTH FOR THE PEOPLE OF VA VA 501(C)3 LINE 12A, I DELTA DENTAL OF VIRGINIA 0 REVOLV INC 5415 AIRPORT ROAD ROANOKE VA 24012 271018474 PROVIDES TPA SERVICES TO DENTAL INSURANCE COMPANIES VA CORVESTA INC C 1607264 7790242 1.00000 1 STRYDEN INC 5415 AIRPORT ROAD ROANOKE VA 24012 352637734 PROVIDES VISION CARE INSURANCE VA CORVESTA INC C 144741 6076200 1.00000 1 0 0 0 0 0 0 0 0 0 0 1 0 0 1 0 1 1 0 1 REVOLV INC Q 3105000 FAIR MARKET VALUE DELTA DENTAL OF VIRGINIA K 168067 FAIR MARKET VALUE DELTA DENTAL OF VIRGINIA Q 28855000 FAIR MARKET VALUE STRYDEN INC Q 427000 FAIR MARKET VALUE DELTA DENTAL OF VIRGINIA S 12000000 FAIR MARKET VALUE DELTA DENTAL OF VIRGINIA FOUNDATION Q 322000 FAIR MARKET VALUE