2024-11-15T05:44:14-06:00 2023-12-31 990 2023-01-01 510190238 WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER WAKE 3367164445 MEDICAL CENTER BOULEVARD WINSTONSALEM NC 27157 STEPHAN LILLIE SVP & CFO 3367164445 2024-11-14 0 2023 2024-10-15 13:58:12Z ATRIUM HEALTH WAKE FOREST BAPTIST JULIE A FREISCHLAG MD MEDICAL CENTER BOULEVARD WINSTONSALEM NC 27157 164673226 0 X WWW.WAKEHEALTH.EDU X 1975 NC TO IMPROVE HEALTH, ELEVATE HOPE, AND ADVANCE HEALING FOR ALL 17 16 24084 466 43892 0 20388866 292382 148331288 156871570 592962 6523895 117665 -301148 169430781 163386699 10004618 0 0 0 109587229 120621278 0 0 0 65358494 77288429 184950341 197909707 -15519560 -34523008 507015665 569235159 771082823 867940304 -264067158 -298705145 X SEE SCHEDULE OWAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER (AT TIMES ALSO REFERRED TO AS THE "MEDICAL CENTER OR "WFUBMC OR "THE FILING ORGANIZATION") IS AN INTEGRAL PART OF ATRIUM HEALTH WAKE FOREST BAPTIST (AT TIMES ALSO REFERRED TO AS "AHWFB"), A PREEMINENT LEARNING HEALTH SYSTEM AND ACADEMIC MEDICAL CENTER OF THE HIGHEST QUALITY WITH BALANCED EXCELLENCE IN PATIENT CARE, RESEARCH AND EDUCATION THAT PROMOTES BETTER HEALTH FOR ALL THROUGH COLLABORATION, EXCELLENCE AND INNOVATION. AHWFB'S MISSION IS TO IMPROVE HEALTH, ELEVATE HOPE AND ADVANCE HEALING - FOR ALL AND ITS VISION IS TO BE THE FIRST AND BEST CHOICE FOR CARE. 0 0 5399365 WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER (WFUBMC) - SEE SCHEDULE O 163573234 140428542 WAKE FOREST HEALTH NETWORK, LLC (WFHN) - SEE SCHEDULE O 11674184 16399136 WAKE AIR CARE, LLC (AIRCARE) - SEE SCHEDULE O 180646783 1 1 0 0 0 0 0 0 0 0 1 0 1 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 1 0 0 1 2138 0 1 24084 1 1 1 0 0 0 0 0 0 0 0 0 1 0 X 17 16 1 1 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X ERIN KOEWING 3367164445 MEDICAL CENTER BLVD WINSTONSALEM NC 27157 EUGENE A WOODS CEO ADVOCATE HEALTH 5.00 45.00 X 16507215 0 2069687 JULIE ANN FREISCHLAG MD CEO OF AHWFB 5.00 35.00 X 0 5194069 50088 KEVIN P HIGH MD PRES, HEALTH SYSTEM (TO 8/31/23) 20.00 20.00 X 0 2269909 52075 TERRY G WILLIAMS FORMER OFFICER (7/31/22) 0.00 0.00 X 1681163 0 281221 SUSAN R WENTE PHD DIRECOTR 5.50 34.50 X 0 1473696 325680 BRADLEY A CLARK EVP, TREASURER 4.00 36.00 X 1431976 0 145795 CATHLEEN WHEATLEY DNP PRES WFBMC, SVP CNO 40.00 0.00 X 1142653 0 33711 J MCLAIN WALLACE JR SVP, GEN COUNSEL & SECRETARY 5.00 35.00 X 983574 0 35934 RAMI BADREDDINE MD PHYSICIAN 40.00 0.00 X 924981 0 52238 E EBONY BOULWARE MD DEAN, WFU SOM 5.00 35.00 X 0 923292 32149 A MICK FISHER SVP, CHRO 25.00 15.00 X 887944 0 41049 MICHAEL T WAID SVP, HLTH SYS OPS 5.00 35.00 X 797934 0 57880 TODD BANKHEAD SVP CLIN OPS, COO 40.00 0.00 X 786744 0 45733 J REID MORGAN ASST SECRETARY 6.00 34.00 X 0 690571 108874 LISA M MARSHALL VP, CH PHIL OF 20.00 20.00 X 635041 0 36014 STEPHAN L LILLIE SVP & CFO 10.00 30.00 X 572269 0 33957 WILLIAM D SHOWALTER FORMER OFFICER (5/13/22) 0.00 0.00 X 520841 0 29498 DAVID W ZAAS MD PRES, HEALTH SYSTEM (FR 9/1/23) 20.00 20.00 X 0 530164 6594 A DALE JENKINS DIRECTOR 4.00 0.00 X 0 0 0 A LEE HERRING DIRECTOR 4.00 8.00 X 0 0 0 ARTHUR A GIBEL DIRECTOR (TO 12/31/23) 4.00 8.00 X 0 0 0 BRIAN A WHITE DIRECTOR (FR 9/14/23) 4.00 0.00 X 0 0 0 DONALD E FLOW CHAIR 4.00 7.00 X X 0 0 0 DONNA A BOSWELL PHD DIRECTOR 4.00 7.00 X 0 0 0 EDWIN L WELCH JR DIRECTOR (TO 12/31/23) 4.00 0.00 X 0 0 0 FELICIA ALLEN DIRECTOR 4.00 0.00 X 0 0 0 JOHN M VANN DIRECTOR 4.00 8.00 X 0 0 0 LEON LEE JONES MD DIRECTOR (FR 1/1/23) 4.00 0.00 X 0 0 0 MATTHEW A KING DIRECTOR (TO 12/31/23) 4.00 8.00 X 0 0 0 NITA AHUJA MD DIRECTOR (FR 1/1/23) 4.00 0.00 X 0 0 0 RICHARD STICK WILLIAMS DIRECTOR 4.00 0.00 X 0 0 0 RICHARD L SHACKELFORD DIRECTOR 4.00 0.00 X 0 0 0 SHEREE B WATSON DIRECTOR 4.00 4.00 X 0 0 0 STEPHEN L ROBERTSON DIRECTOR 4.00 6.00 X 0 0 0 WILLIAM C WARDEN JR VICE CHAIR 15.00 5.00 X X 0 0 0 26872335 11081701 3438177 3521 1 1 1 METRO AVIATION INC PO BOX 7008 SHREVEPORT LA 71137 AVIATION SERVICES 9631275 FRANK L BLUM CONSTRUCTION COMPANY P O BOX 4153 WINSTON SALEM NC 27115 CONSTRUCTION CONTRACT SERVICES 3836527 CORNERSTONE HEALTH ENABLEMENT STRATEGIC 1701 WESTCHESTER DR STE 850 HIGH POINT NC 27262 HEALTHCARE MANAGEMENT SERVICES 3341030 TRIMEDX HOLDINGS LLC PO BOX 636129 CINCINNATI OH 45263 CLINICAL ENGINEERING SERVICES 1115478 HEALTHCARE REALITY TRUST INC 3310 WEST END AVE STE 700 NASHVILLE TN 37203 REAL ESTATE INVESTMENT SERVICES 609736 20 292382 292382 PATIENT SERVICE REVENUE 621110 155286165 155242273 43892 RESEARCH REVENUE 541700 1585405 1585405 156871570 5911748 5911748 982738 1281374 -298636 -298636 -298636 614788 0 2641 614788 -2641 612147 612147 2512 -2512 -2512 163386699 156827678 43892 6222747 923702 461851 461851 96784183 90515228 6268955 4469257 4179772 289485 13288450 12427724 860726 5155686 4821739 333947 3806853 3557335 249518 568268 377835 190433 8357717 8243821 113896 10094 9432 662 580842 467369 113473 116364 93631 22733 22371884 18001322 4370562 289398 232861 56537 17216 13853 3363 10198701 6781001 3417700 2520363 2203987 316376 1162761 1162761 MEDICAL SUPPLIES 18942176 18942176 BAD DEBT 7357335 7357335 OTHER SUPPLIES 986421 793714 192707 INCOME TAX 2036 2036 197909707 180646783 17262924 0 224944948 354920038 2388761 849812 49999994 40027744 21692886 14042319 100000 100000 8953 17819 0 113846 74581787 24103511 33879438 50478276 85829818 161119 42925083 48440922 15952372 14357135 29293412 45726129 507015665 569235159 470211527 552093354 916166 1105680 241018635 241088424 20173006 20191475 3469240 2476816 35294249 50984555 771082823 867940304 X -314067158 -348790074 50000000 50084929 -264067158 -298705145 507015665 569235159 X -34523008 -159546 44567 X 0 1 X 1 0 X X 4 WAKE FOREST UNIV HEALTH SCIENCES 223849199 2 1 0 0 NORTH CAROLINA BAPTIST HOSPITAL 560552787 3 1 0 0 WAKE FOREST UNIVERSITY 560532138 2 1 0 0 ATRIUM HEALTH INC 843647453 7 1 0 0 4 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 22121996 22121996 31463665 14079637 17384028 2722064 2174749 547315 9278505 7309728 1968777 8995557 539397 8456160 50478276 INVESTMENTS IN SUBSIDIARIES 48440922 C 48440922 OPERATING LEASES (LESS ACCUM DEPREC) 45726129 45726129 0 OPERATING LEASE PAYABLE 50163516 OTHER RESERVES 821039 50984555 X PART X, LINE 2: THE ORGANIZATION HAS EVALUATED UNCERTAIN TAX POSITIONS FOR ITS CALENDAR YEARS ENDED DECEMBER 31, 2023 AND 2022, INCLUDING A QUANTIFICATION OF TAX RISK IN AREAS SUCH AS UNRELATED BUSINESS TAXABLE INCOME AND THE TAXATION OF ITS JOINT VENTURES. THIS EVALUATION DID NOT HAVE A MATERIAL EFFECT ON THE ORGANIZATION'S FINANCIAL STATEMENTS FOR CALENDAR YEARS ENDED DECEMBER 31, 2023 AND 2022. X X 1 1 0 0 0 0 0 1 0 EUGENE A WOODS CEO ADVOCATE HEALTH 3757739 0 11475000 0 1274476 0 2041850 0 27837 0 18576902 0 0 0 JULIE ANN FREISCHLAG MD CEO OF AHWFB 0 2522156 0 1971675 0 700238 0 18294 0 31794 0 5244157 0 624800 KEVIN P HIGH MD PRES, HEALTH SYSTEM (TO 8/31/23) 0 788427 0 400022 0 1081460 0 22651 0 29424 0 2321984 0 1052872 TERRY G WILLIAMS FORMER OFFICER (7/31/22) 888845 0 750375 0 41943 0 250841 0 30380 0 1962384 0 0 0 SUSAN R WENTE PHD DIRECOTR 0 1041165 0 358750 0 73781 0 250725 0 74955 0 1799376 0 0 BRADLEY A CLARK EVP, TREASURER 991783 0 356324 0 83869 0 109999 0 35796 0 1577771 0 80393 0 CATHLEEN WHEATLEY DNP PRES WFBMC, SVP CNO 736540 0 239695 0 166418 0 22913 0 10798 0 1176364 0 151939 0 J MCLAIN WALLACE JR SVP, GEN COUNSEL & SECRETARY 611075 0 228185 0 144314 0 20425 0 15509 0 1019508 0 114290 0 RAMI BADREDDINE MD PHYSICIAN 876428 0 25000 0 23553 0 21472 0 30766 0 977219 0 0 0 E EBONY BOULWARE MD DEAN, WFU SOM 0 860314 0 60356 0 2622 0 12739 0 19410 0 955441 0 0 A MICK FISHER SVP, CHRO 569112 0 246207 0 72625 0 24894 0 16155 0 928993 0 0 0 MICHAEL T WAID SVP, HLTH SYS OPS 492096 0 187259 0 118579 0 22775 0 35105 0 855814 0 91177 0 TODD BANKHEAD SVP CLIN OPS, COO 519362 0 187259 0 80123 0 22775 0 22958 0 832477 0 75221 0 J REID MORGAN ASST SECRETARY 0 462733 0 48000 0 179838 0 73575 0 35299 0 799445 0 112500 LISA M MARSHALL VP, CH PHIL OF 447625 0 128803 0 58613 0 23650 0 12364 0 671055 0 51857 0 STEPHAN L LILLIE SVP & CFO 430988 0 140400 0 881 0 23265 0 10692 0 606226 0 0 0 WILLIAM D SHOWALTER FORMER OFFICER (5/13/22) 192487 0 226796 0 101558 0 21047 0 8451 0 550339 0 0 0 DAVID W ZAAS MD PRES, HEALTH SYSTEM (FR 9/1/23) 0 333787 0 180000 0 16377 0 0 0 6594 0 536758 0 0 PART I, LINE 3 THE COMPENSATION, BENEFITS, AND EQUITY COMMITTEE (THE "COMMITTEE") OF THE ADVOCATE HEALTH, INC. BOARD OF DIRECTORS HAS AUTHORITY AS THE WFUBMC BOARD DELEGATES TO IT, FOR THE REVIEW AND APPROVAL OF SENIOR EXECUTIVE COMPENSATION, INCLUDING SENIOR EXECUTIVE INCENTIVE PLANS. NO MEMBER OF THE COMMITTEE IS AN EMPLOYEE OF WFUBMC. THE COMMITTEE RELIES UPON AN EXTERNAL, INDEPENDENT COMPENSATION CONSULTANT EXPERIENCED IN HEALTHCARE TO PROVIDE THE COMMITTEE WITH COMPENSATION COMPARABILITY DATA FOR NEW EXECUTIVE POSITION APPOINTMENTS AND FOR COMPENSATION REVIEWS FOR EXISTING EXECUTIVES. THE CONSULTANT, WHICH IS RETAINED DIRECTLY BY THE COMMITTEE, PROVIDES THIRD-PARTY INFORMATION AND EVALUATES THE COMPETITIVENESS AND REASONABLENESS OF EXECUTIVE COMPENSATION AND BENEFITS PROGRAMS IN RELATION TO MARKET PRACTICES FOR SIMILARLY SITUATED HEALTHCARE ORGANIZATIONS. THE COMMITTEE MAKES ITS DECISIONS WITH RESPECT TO EXECUTIVE COMPENSATION IN ACCORDANCE WITH WFUBMC POLICIES, IRS REGULATIONS, AND STANDARD CORPORATE GOVERNANCE PRACTICES. SUCH POLICIES INCLUDE ADHERENCE TO EXECUTIVE COMPENSATION PHILOSOPHY AND REVIEW PROCESSES; PROCESSES ENSURING COMMITTEE MEMBER AND COMPENSATION CONSULTANT INDEPENDENCE; USE OF VALID MARKET COMPARISONS OF DATA FROM HEALTHCARE ORGANIZATIONS OF SIMILAR SIZE, STRUCTURE, AND COMPLEXITY AND ESTABLISHMENT OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS, PER IRS GUIDELINES. MINUTES OF THE DELIBERATIONS OF THE COMMITTEE ARE MAINTAINED IN THE ADVOCATE HEALTH, INC. LEGAL DEPARTMENT. PART I, LINES 4A-B CERTAIN DIRECTORS, OFFICERS, AND HIGHLY COMPENSATED EMPLOYEES OF THE FILING ORGANIZATION PARTICIPATED IN AND/OR RECEIVED PAYMENTS FROM A NON-QUALIFIED DEFERRED COMPENSATION PLAN (RESTORATION OR SERP) AND/OR RECEIVED PAYMENTS FOR SEVERANCE. THE DETERMINATION OF THE PAYMENT AMOUNT FROM NON-QUALIFIED DEFERRED COMPENSATION PLANS FOLLOWED THE EMPLOYMENT ORGANIZATION'S COMPENSATION PROCEDURES. THE FOLLOWING DIRECTORS, OFFICERS, AND HIGHLY COMPENSATED EMPLOYEES RECEIVED PAYMENTS FROM THE FILING ORGANIZATION OR A RELATED ORGANIZATION FOR SEVERANCE AND/OR PAYMENTS FROM NON-QUALIFIED DEFERRED COMPENSATION PLANS DURING THE CURRENT TAX YEAR: SEVERANCE PAYMENTS: NONE FOR 2023 NON-QUALIFIED DEFERRED COMPENSATION PAYMENTS: BRADLEY A. CLARK 80,393 CATHLEEN WHEATLEY, DNP 151,939 J. MCLAIN WALLACE, JR. 114,290 J. REID MORGAN 112,500 JULIE A. FREISCHLAG, MD 624,800 KEVIN P. HIGH, MD 1,052,872 LISA MARSHALL 51,857 MICHAEL T. WAID 91,177 TODD BANKHEAD 75,221 PART I, LINE 7 CERTAIN OFFICERS, KEY EMPLOYEES AND FACULTY MEMBERS HAVE INCENTIVE COMPENSATION COMPONENTS CONTAINED IN THEIR EMPLOYMENT AGREEMENTS, AND THROUGH MEDICAL CENTER OR APPLICABLE RELATED ORGANIZATIONS' POLICIES. THESE ARE OFTEN GOAL-BASED AND ARE DETERMINED IN THE COURSE OF EVALUATION OF THE INDIVIDUAL'S PERFORMANCE BY HIS/HER DEPARTMENT CHAIR, SUPERVISOR OR THE COMPENSATION COMMITTEE OF THE BOARD, AS APPLICABLE. FORM 990, PART VII, LINE 5 - COMPENSATION FROM UNRELATED ORGANIZATION THE FOLLOWING OFFICERS WERE COMPENSATED BY THE CHARLOTTE-MECKLENBURG HOSPITAL AUTHORITY ("CMHA", DOING BUSINESS AS ATRIUM HEALTH), AN AFFILIATED BUT UNRELATED ORGANIZATION, FOR SERVICES RENDERED TO THE ORGANIZATION. SEE PART VII AND SCHEDULE J, PART II FOR THEIR COMPENSATION. EUGENE A. WOODS BRADLEY A. CLARK TERRY G. WILLIAMS A NORTH CAROLINA MEDICAL CARE COMMISSION 521309402 65821DWH0 2019-03-07 92690857 VARIOUS CAPITAL PROJECTS 0 0 0 A 92834033 879186 91954847 2019 0 0 1 1 A 0 0 0 0 0.00000 0.00000 0.00000 0 0 1 A 0 1 0 0 1 0 0 0 1 A 1 PART I, ROW A, COLUMN E: THE SERIES 2019 ISSUE WAS ISSUED AS ONE ISSUE FOR FEDERAL TAX PURPOSES IN THE AMOUNT OF $212,563,386. THE AMOUNT OF $92,690,857 IS THE PORTION OF THE ISSUE WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER IS RESPONSIBLE FOR. THE OTHER PORTIONS OF THE ISSUE ARE REPORTED ON SCHEDULE K OF FORM 990 FOR NORTH CAROLINA BAPTIST HOSPITAL ($73,819,143) AND WAKE FOREST UNIVERSITY HEALTH SCIENCES ($46,053,368). PART I, ROW A, COLUMN F: THE PURPOSE OF THE ISSUE WAS TO FINANCE VARIOUS CAPITAL PROJECTS. PART II, ROW 3, COLUMN A: THE TOTAL PROCEEDS FOR THE ISSUE EXCEED THE ISSUE PRICE BY THE INVESTMENT EARNINGS EARNED AS OF 6/30/2020. JAMES W MORGAN SEE PART V 55392 COMPENSATION 0 PART IV, (B) DESCRIPTION OF RELATIONSHIP JAMES W. MORGAN: FAMILY MEMBER OF THE FILING ORGANIZATION'S OFFICER, J. REID MORGAN, WAS PAID WAGES FOR HIS EMPLOYMENT WITH THE FILING ORGANIZATION. PART III, LINE 4A, PROGRAM SERVICE ACCOMPLISHMENTS WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER (WFUBMC) IS AN INTEGRAL PART OF ATRIUM HEALTH WAKE FOREST BAPTIST (AHWFB), A PREEMINENT ACADEMIC LEARNING HEALTH SYSTEM OF THE HIGHEST QUALITY WITH BALANCED EXCELLENCE IN PATIENT CARE, RESEARCH, AND EDUCATION THAT PROMOTES BETTER HEALTH FOR ALL THROUGH COLLABORATION AND INNOVATION. THE FOLLOWING PARAGRAPHS ARE PROVIDED TO EXPLAIN THE RELATIONSHIP OF THE FILING ORGANIZATION WITH OTHER ORGANIZATIONS WHICH TOGETHER COMPRISE "ATRIUM HEALTH WAKE FOREST BAPTIST," THE NAME NOT OF ANY ONE CORPORATE ENTITY, BUT USED GENERICALLY TO DESCRIBE A LARGE GROUP OF MOSTLY 501(C)(3) ORGANIZATIONS PERFORMING VARIOUS ACADEMIC LEARNING HEALTH SYSTEM ACTIVITIES IN NORTHWEST NORTH CAROLINA, INCLUDING PATIENT CARE, MEDICAL RESEARCH, TECHNOLOGY TRANSFER, AND MEDICAL EDUCATION. WFUBMC IS A NORTH CAROLINA NONPROFIT CORPORATION WHOSE THREE MEMBERS ARE WAKE FOREST UNIVERSITY, NORTH CAROLINA BAPTIST HOSPITAL (NCBH), AND ATRIUM HEALTH, INC. (EACH OF WHICH IS A NORTH CAROLINA NONPROFIT CORPORATION EXEMPT FROM TAX UNDER IRC SECTION 501(C)(3)). PURSUANT TO AN AGREEMENT, INITIALLY ENTERED INTO ON JULY 1, 2010, AND SUBSEQUENTLY AMENDED AND RESTATED MULTIPLE TIMES INCLUDING, EFFECTIVE OCTOBER 9, 2020, AND AS AMENDED FEBRUARY 24, 2021 TO ADD ATRIUM HEALTH, INC. AS A PARTY THERETO (INITIALLY KNOWN AS THE MEDICAL CENTER INTEGRATION AGREEMENT AND NOW AS THE AMENDED AND RESTATED MEDICAL CENTER INTEGRATION AGREEMENT OR THE MCIA), WFUBMC IS THE OVERALL UMBRELLA OPERATING ENTITY OF THE ATRIUM HEALTH SYSTEM'S NORTHWEST NORTH CAROLINA COMPONENT ENTITIES. NORTH CAROLINA BAPTIST HOSPITAL AND WAKE FOREST UNIVERSITY HEALTH SCIENCES AND THEIR RESPECTIVE SUBSIDIARIES ARE OPERATED, PURSUANT TO DELEGATIONS IN THE MCIA, BY WFUBMC AS "ATRIUM HEALTH WAKE FOREST BAPTIST." WFUHS, IN TURN, OPERATES THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE. ON OCTOBER 9, 2020, THE CHARLOTTE MECKLENBURG HOSPITAL AUTHORITY (CMHA), WAKE FOREST UNIVERSITY, NCBH, WFUHS, AND THE FILING ORGANIZATION FORMED A SINGLE, INTEGRATED HEALTH CARE DELIVERY SYSTEM THROUGH A JOINT OPERATING COMPANY, ATRIUM HEALTH, INC. (A NORTH CAROLINA NONPROFIT CORPORATION PREVIOUSLY ORGANIZED BY CMHA AND WFUBMC). THROUGH THIS HEALTH CARE SYSTEM INTEGRATION AND PURSUANT TO AN AGREEMENT KNOWN AS THE "ENTERPRISE AGREEMENT," ATRIUM HEALTH, INC. MANAGES AND OVERSEES THE BUSINESS, FACILITIES, SERVICES, PERSONNEL, AND ACTIVITIES OF CMHA AND WFUBMC (COLLECTIVELY THE "ATRIUM ENTERPRISE"). THE ATRIUM ENTERPRISE ENCOMPASSES 42 HOSPITALS AND MORE THAN 1,500 CARE LOCATIONS, AND IT SERVES MORE THAN 7 MILLION PEOPLE ACROSS NORTH CAROLINA, SOUTH CAROLINA, GEORGIA, AND VIRGINIA. NOTE THAT THE FOLLOWING NARRATIVE INCLUDES IN SOME OF ITS DESCRIPTIONS THE ADDITIONAL OPERATIONS OF THE ATRIUM ENTERPRISE THROUGH DAVIE MEDICAL CENTER (TRADING AS ATRIUM HEALTH WAKE FOREST BAPTIST DAVIE MEDICAL CENTER), HIGH POINT REGIONAL HEALTH (TRADING AS ATRIUM HEALTH WAKE FOREST BAPTIST HIGH POINT MEDICAL CENTER), LEXINGTON MEDICAL CENTER (TRADING AS ATRIUM HEALTH WAKE FOREST BAPTIST LEXINGTON MEDICAL CENTER), WRMC HOSPITAL OPERATING CORPORATION (TRADING AS ATRIUM HEALTH WAKE FOREST BAPTIST WILKES MEDICAL CENTER), AND WAKE FOREST HEALTH NETWORK LLC, THE SOLE MEMBER OF EACH OF WHICH IS WFUBMC, AS WELL AS ORGANIZATIONS RELATED TO (OR UNRELATED BUT AFFILIATED WITH) WFUBMC, IN ORDER TO PROVIDE A MORE COMPLETE PICTURE OF THE FILING ORGANIZATION'S ROLE IN THE INTEGRATED HEALTH SYSTEM'S COMPREHENSIVE ACTIVITIES. ATRIUM HEALTH WAKE FOREST BAPTIST IS NORTHWEST NORTH CAROLINA'S SOLE ACADEMIC LEARNING HEALTH SYSTEM, BRINGING TO THE REGION THE RESOURCES OF ONE OF AMERICA'S TOP HOSPITALS AND INNOVATIVE RESEARCH CENTERS AND A PREMIER MEDICAL SCHOOL. IT OPERATES THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE, WHICH HAS A FACULTY OF 3,078, INCLUDING PHYSICIANS AND BASIC SCIENTISTS WITH FULL OR ADJUNCT APPOINTMENTS. IN ADDITION TO THIS FACULTY, THE WAKE FOREST HEALTH NETWORK HAS MORE THAN 160 CLINICAL PRACTICES THROUGHOUT CENTRAL AND WESTERN NORTH CAROLINA. ATRIUM HEALTH WAKE FOREST BAPTIST HAS 1,541 LICENSED ACUTE CARE AND REHABILITATION BEDS ACROSS THE SYSTEM, WHICH ENCOMPASSES ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER ON ITS MAIN WINSTON-SALEM CAMPUS (885 BEDS), ATRIUM HEALTH WAKE FOREST BAPTIST HIGH POINT MEDICAL CENTER (351 BEDS), ATRIUM HEALTH WAKE FOREST BAPTIST LEXINGTON MEDICAL CENTER (94 BEDS), ATRIUM HEALTH WAKE FOREST BAPTIST DAVIE MEDICAL CENTER (50 BEDS), ATRIUM HEALTH WAKE FOREST BAPTIST WILKES MEDICAL CENTER (120 BEDS), AND ALLEGHANY HEALTH (41 BEDS). ATRIUM HEALTH WAKE FOREST BAPTIST ALSO INCLUDES THE COMPREHENSIVE CANCER CENTER, WHICH IS DESIGNATED AS SUCH BY THE NATIONAL CANCER INSTITUTE, AND BRENNER CHILDREN'S HOSPITAL. OVERALL, ATRIUM HEALTH WAKE FOREST BAPTIST SERVES A 24-COUNTY REGION IN NORTHWESTERN NORTH CAROLINA AND SOUTHWESTERN VIRGINIA AND DRAWS PATIENTS FROM ACROSS THE NATION FOR SELECT SERVICES. ATRIUM HEALTH WAKE FOREST BAPTIST IS THE DRIVING FORCE BEHIND THE ESTABLISHMENT OF INNOVATION QUARTER, A GROWING URBAN-BASED DISTRICT FOR RESEARCH, BUSINESS, AND EDUCATION IN BIOMEDICAL SCIENCE, INFORMATION TECHNOLOGY, CLINICAL SERVICES, AND ADVANCED MATERIALS. LOCATED IN DOWNTOWN WINSTON-SALEM, IT IS HOME TO MORE THAN 90 COMPANIES, FIVE LEADING ACADEMIC INSTITUTIONS, 3,600 WORKERS, AND 1,800 STUDENTS. GROUNDBREAKING RESEARCH AT THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE ALSO INCLUDES WAKE FOREST INNOVATIONS, A COMMERCIALIZATION ENTERPRISE FOCUSED ON ADVANCING HEALTH CARE THROUGH NEW MEDICAL TECHNOLOGIES AND BIOMEDICAL DISCOVERY. ADVOCATE AURORA HEALTH AND ATRIUM HEALTH FORMALLY COMBINED IN DECEMBER 2022 TO CREATE ADVOCATE HEALTH. IN ADDITION TO DELIVERING THE BEST HEALTH OUTCOMES AND MAKING CARE MORE ACCESSIBLE AND AFFORDABLE, ADVOCATE HEALTH IS COMMITTED TO BRINGING MEDICAL INNOVATIONS TO PATIENTS MORE QUICKLY, ADDRESSING THE ROOT CAUSES OF HEALTH INEQUITIES, ADVANCING POPULATION HEALTH, ENABLING CAREER ADVANCEMENT, AND ACHIEVING CARBON NEUTRALITY BY 2030. ADVOCATE HEALTH IS HEADQUARTERED IN CHARLOTTE, NC, WHILE MAINTAINING A STRONG PRESENCE IN THE CHICAGO, IL AND MILWAUKEE, WI AREAS, INCLUDING A PLANNED, NEW, MILWAUKEE-BASED INSTITUTE FOR HEALTH EQUITY. THE ADVOCATE HEALTH CARE, ATRIUM HEALTH, AND AURORA HEALTH CARE BRANDS WILL CONTINUE TO BE USED IN THEIR RESPECTIVE LOCAL COMMUNITIES, WITH WFUBMC, PRINCIPALLY THROUGH THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE, SERVING AS THE ACADEMIC CORE OF THE COMBINED ENTITY. ADVOCATE HEALTH HAS 155,000 TEAMMATES AND SERVES NEARLY 6 MILLION PATIENTS ANNUALLY AS THE THIRD-LARGEST NONPROFIT INTEGRATED HEALTH SYSTEM IN THE NATION. WITH REVENUES OF MORE THAN $27 BILLION, THE NEWLY COMBINED ORGANIZATION COMPRISES MORE THAN 1,000 SITES OF CARE AND 67 HOSPITALS WITH MORE THAN 21,000 PHYSICIANS AND NEARLY 42,000 NURSES. THE HEALTH SYSTEM DELIVERED $6.05 BILLION OF TOTAL COMMUNITY BENEFIT IN 2023. FORM 990, PART III, LINE 4A IN JANUARY 2023, A GROUNDBREAKING CEREMONY WAS HELD AT THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE'S SECOND CAMPUS, LOCATED IN THE PEARL INNOVATION DISTRICT IN UPTOWN CHARLOTTE. THE SCHOOL WILL ANCHOR THE HOWARD R. LEVINE CENTER FOR EDUCATION, WHERE CAROLINAS COLLEGE OF HEALTH SCIENCES WILL JOIN IT, ALONG WITH CONNECTIONS TO WAKE FOREST UNIVERSITY'S SCHOOL OF PROFESSIONAL STUDIES, SCHOOL OF BUSINESS, AND OTHER EDUCATIONAL OPPORTUNITIES. THE MEDICAL SCHOOL'S SECOND CAMPUS EXPECTS TO SEAT ITS FIRST CHARLOTTE CLASS IN 2024 AND OPEN IN 2025. IN MAY 2023, A YEARLONG CENTENNIAL CELEBRATION BEGAN AT NORTH CAROLINA BAPTIST HOSPITAL, PART OF ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER, WHICH OFFICIALLY MARKED 100 YEARS OF SERVICE ON MAY 28, 2023. THE HOSPITAL OPENED ITS DOORS ON MAY 28, 1923, WITH A COMMITMENT TO BE A PLACE OF HEALING AND TEACHING. ATRIUM HEALTH WAKE FOREST BAPTIST HIGH POINT MEDICAL CENTER EXPANDED ITS CARE FOR PATIENTS RECEIVING RADIATION OR CHEMOTHERAPY FOR CANCER IN MAY 2023 WITH A NEW PROGRAM THAT OFFERS ORAL MEDICINE (MOUTH, JAW, SALIVARY GLAND DISORDER) TREATMENTS. THE PROGRAM IS A COLLABORATIVE EFFORT BETWEEN ATRIUM HEALTH WAKE FOREST BAPTIST HIGH POINT MEDICAL CENTER'S HAYWORTH CANCER CENTER, HIGH POINT UNIVERSITY'S WORKMAN SCHOOL OF DENTAL MEDICINE, AND HPU HEALTH, LLC. IN JUNE 2023, A $7.5 MILLION GIFT WAS ANNOUNCED TO ADVANCE RESEARCH AND BRING THE LATEST CANCER INNOVATIONS IN PRECISION MEDICINE TO THE CAROLINAS. THE DONATION TO ATRIUM HEALTH FOUNDATION'S GIVING HOPE CAMPAIGN CAME FROM SANDRA AND THE LATE LEON LEVINE THROUGH THE LEON LEVINE FOUNDATION, BENEFITING ATRIUM HEALTH LEVINE CANCER INSTITUTE. ALL ATRIUM HEALTH CANCER SERVICES IN THE CAROLINAS, INCLUDING THE NATIONAL CANCER INSTITUTE-DESIGNATED ATRIUM HEALTH WAKE FOREST BAPTIST COMPREHENSIVE CANCER CENTER, ARE NOW ALIGNED UNDER THE NAME ATRIUM HEALTH LEVINE CANCER. THE COMPREHENSIVE CANCER CENTER IS ONE OF 54 IN THE COUNTRY WITH SUCH DESIGNATION AND IS RANKED IN THE TOP 5% NATIONWIDE. DAVID ZAAS, MD, WAS NAMED PRESIDENT OF ATRIUM HEALTH WAKE FOREST BAPTIST IN AUGUST 2023. HE ALSO HOLDS A FACULTY APPOINTMENT AS PROFESSOR OF INTERNAL MEDICINE AT THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE. DR. ZAAS SUCCEEDED KEVIN HIGH, MD, WHO TRANSITIONED TO A NEW ROLE AS VICE CHIEF ACADEMIC OFFICER OF THE ACADEMIC LEARNING HEALTH SYSTEM FOR ADVOCATE HEALTH, OF WHICH AHWFB AND THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE ARE THE ACADEMIC CORE. DR. ZAAS PREVIOUSLY SERVED AS CEO FOR THE MEDICAL UNIVERSITY OF SOUTH CAROLINA (MUSC) HEALTH CHARLESTON DIVISION AND THE MUSC SHAWN JENKINS CHILDREN'S HOSPITAL, AS THE CHIEF CLINICAL OFFICER FOR MUSC HEALTH, AND AS A FACULTY-APPOINTED PROFESSOR OF MEDICINE AT THE MUSC COLLEGE OF MEDICINE. A SITE FOR THE NEW ATRIUM HEALTH WAKE FOREST BAPTIST EYE INSTITUTE WAS ANNOUNCED IN SEPTEMBER 2023. THE FACILITY WILL BE LOCATED AT 635 VINE ST. IN WINSTON-SALEM'S INNOVATION QUARTER, IN THE BUILDING THAT FORMERLY HOUSED INMAR INTELLIGENCE. WHILE A SITE IN INNOVATION QUARTER'S PLANNED PHASE II DEVELOPMENT WAS ORIGINALLY CONSIDERED, THE EXISTING FOUR-STORY 635 VINE ST. LOCATION WILL ALLOW FOR A SHORTER CONSTRUCTION TIME AND A LARGER FOOTPRINT. MOST OF THE BUILDING WILL BE DEDICATED TO PATIENT CARE WITH ADDITIONAL SPACE DESIGNED FOR RESEARCH AND MEDICAL EDUCATION, AND CONVENIENT PARKING WILL PROVIDE EASY ACCESS FOR PATIENTS. IN NOVEMBER 2023, ATRIUM HEALTH WAKE FOREST BAPTIST ANNOUNCED A STREAMLINED LEADERSHIP MODEL ACROSS SOME OF ITS COMMUNITY HOSPITALS. EFFECTIVE JANUARY 1, 2024, CHAD BROWN, PRESIDENT OF ATRIUM HEALTH WAKE FOREST BAPTIST DAVIE MEDICAL CENTER AND ATRIUM HEALTH WAKE FOREST BAPTIST WILKES MEDICAL CENTER, ASSUMED A NEW ROLE AS PRESIDENT OF ATRIUM HEALTH WAKE FOREST BAPTIST'S SOUTH AND WEST AREAS, WITH EXECUTIVE OVERSIGHT OF BOTH LEXINGTON AND WILKES MEDICAL CENTERS. CATHLEEN WHEATLEY, PRESIDENT OF ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER, BEGAN EXECUTIVE OVERSIGHT OVER DAVIE MEDICAL CENTER AS PART OF ITS TRANSITION TO BECOME A CAMPUS OF NORTH CAROLINA BAPTIST HOSPITAL (ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER). AS PART OF THE RESTRUCTURING, BILL JAMES STEPPED DOWN AS PRESIDENT OF ATRIUM HEALTH WAKE FOREST BAPTIST LEXINGTON MEDICAL CENTER, WHICH HE HAD LED AS PRESIDENT SINCE 2014. THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE AND ATRIUM HEALTH WAKE FOREST BAPTIST LAUNCHED THE LARGEST FUNDRAISING CAMPAIGN FOR RESEARCH IN THEIR HISTORY IN NOVEMBER 2023. THE ENVISION CAMPAIGN WILL TAKE PLACE OVER TWO YEARS WITH THE GOAL OF RAISING AT LEAST $100 MILLION TO SUPPORT RESEARCH AND ACCELERATE DISCOVERIES THAT PROVIDE HOPE AND IMPROVE CARE. FUNDS RAISED WILL SUPPORT KEY FOCUS AREAS IN HEALTH EQUITY, ALZHEIMER'S DISEASE, CANCER, CARDIOVASCULAR DISEASE, DIABETES, OBESITY AND METABOLISM, HEALTHY AGING AND MOBILITY, NEUROSCIENCES, AND REGENERATIVE MEDICINE. RESEARCH AWARDS RECEIVED BY WFUHS (PRINCIPALLY AS WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE) DURING 2023 TOTALED JUST OVER $436.5 MILLION, INCLUDING $253.1 MILLION FROM FEDERAL SOURCES (INCLUDING THE NATIONAL INSTITUTES OF HEALTH (NIH) AND THE U.S. DEPARTMENT OF DEFENSE), $140.9 MILLION FROM NONPROFIT AND STATE SOURCES, AND $42.5 MILLION FROM INDUSTRY SOURCES. SIGNIFICANT RESEARCH GRANTS ANNOUNCED DURING THE PERIOD INCLUDED: -- A $10.2 MILLION AWARD FROM THE PATIENT-CENTERED OUTCOMES RESEARCH INSTITUTE (PCORI) TO STUDY THE EFFECTIVENESS OF AN INDIVIDUALIZED MODEL OF HEMODIALYSIS, A PROCEDURE IN WHICH THE BLOOD IS CLEANED BY A DIALYSIS MACHINE. THIS IS PART OF A COLLABORATION BETWEEN THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE, THE RENAL RESEARCH INSTITUTE, AND OTHER HEALTH CARE SYSTEMS ACROSS THE COUNTRY. -- A FIVE-YEAR $10 MILLION GRANT FROM THE NATIONAL INSTITUTE ON DRUG ABUSE TO CREATE A BROAD RESEARCH PROGRAM THAT WILL WORK TO REDUCE OPIOID-RELATED HARMS AND IMPROVE QUALITY OF LIFE IN PATIENTS ON LONG-TERM OPIOID THERAPY -- A $9.9 MILLION AWARD FROM PCORI FOR A FIVE-YEAR STUDY CALLED REMOTE HYPERTENSION TRACKING HELP AND MANAGEMENT TO REDUCE DISPARITIES IN BLACK PATIENTS -- A FIVE-YEAR, $9 MILLION GRANT FROM THE NATIONAL INSTITUTE ON AGING TO CREATE A NATIONAL CONSORTIUM THAT WILL STUDY THE USE, INTERPRETATION, AND IMPLEMENTATION OF BIOMARKERS TO DIAGNOSE ALZHEIMER'S DISEASE -- A RENEWAL GRANT OF $8 MILLION OVER FIVE YEARS FROM THE NATIONAL INSTITUTE ON ALCOHOL ABUSE AND ALCOHOLISM FOR RESEARCH ON ALCOHOL USE DISORDER, ALLOWING THE WAKE FOREST TRANSLATIONAL ALCOHOL RESEARCH CENTER TO BUILD UPON A HIGHLY PRODUCTIVE TRANSLATIONAL ALCOHOL RESEARCH PROGRAM THAT WAS ESTABLISHED WITH PRIOR SUPPORT FROM THE NIH -- A FIVE-YEAR, $7.5 MILLION GRANT FROM THE NIH'S HELPING END ADDICTION LONG-TERM INITIATIVE, WHICH WAS LAUNCHED IN 2018 TO FIND SCIENTIFIC SOLUTIONS TO STEM THE NATIONAL OPIOID AND PAIN PUBLIC HEALTH CRISES -- TWO GRANTS TOTALING NEARLY $5 MILLION FROM THE DEPARTMENT OF DEFENSE TO STUDY THE MOST EFFECTIVE TREATMENTS FOR FEMUR AND HEEL FRACTURES. FORM 990, PART III, LINE 4A OTHER NOTABLE AWARDS DURING THE PERIOD INCLUDED: -- A $4.4 MILLION FUNDING AWARD FROM PCORI TO ASSESS THE BENEFITS OF EXPANDING TELEHEALTH BY PRIMARY CARE PHYSICIANS TO CHILDREN WITH COMPLEX CHRONIC CONDITIONS AND THEIR CAREGIVERS AS PART OF A COLLABORATIVE PROJECT BETWEEN ATRIUM HEALTH WAKE FOREST BAPTIST BRENNER CHILDREN'S HOSPITAL IN WINSTON-SALEM AND ATRIUM HEALTH LEVINE CHILDREN'S HOSPITAL IN CHARLOTTE -- A $3.2 MILLION NIH GRANT FOR COLLABORATIVE RESEARCH BETWEEN THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE AND VANDERBILT UNIVERSITY MEDICAL CENTER TO DEVELOP COMPUTER-ASSISTED APPROACHES TO DIAGNOSING EAR DISEASE -- $3 MILLION OVER FIVE YEARS FROM THE NIH TO HELP RESEARCHERS TAKE THE NEXT STEPS IN NEARLY A DECADE OF RESEARCH THAT INDICATES DANCE CAN PROMOTE COGNITIVE HEALTH. FUNDING FOR A NEW STUDY CALLED IGROOVE THAT WILL HELP RESEARCHERS DETERMINE WHAT KINDS OF DANCE AFFECT FITNESS, MEMORY, AND BRAIN HEALTH. -- A FIVE-YEAR, $2.7 MILLION GRANT FROM THE NATIONAL CANCER INSTITUTE TO INVESTIGATE LUNG CANCER HEALTH DISPARITIES -- A $2.1 MILLION NIH GRANT TO EVALUATE THE POTENTIAL BENEFITS OF DIET INTERVENTIONS SUCH AS TIME-RESTRICTED EATING AND CALORIC RESTRICTION -- $1.9 MILLION IN FUNDING FROM THE NATIONAL INSTITUTE ON DRUG ABUSE TO CONTINUE RESEARCH WITH THE ACUTE TO CHRONIC PAIN SIGNATURES CONSORTIUM, AN NIH PROJECT ESTABLISHED IN 2019 AND COMPOSED OF 18 HOSPITALS AND ACADEMIC RESEARCH CENTERS ACROSS THE COUNTRY TO IDENTIFY NOVEL BIOMARKERS THAT CAN BETTER IDENTIFY INDIVIDUALS WHO ARE AT RISK OF DEVELOPING CHRONIC PAIN -- FOUR GRANTS TOTALING MORE THAN $1.1 MILLION FROM THE DUKE ENDOWMENT TO HELP IMPROVE HEALTH IN COMMUNITIES ACROSS NORTH CAROLINA, INCLUDING $450,000 TO BROADEN ACCESS TO HEALTH CARE AMONG LOW-INCOME AND UNINSURED RESIDENTS OF WILKES COUNTY, $321,000 FOR A THREE-YEAR PROJECT TO USE IMPLEMENTATION SCIENCE (THE STUDY OF METHODS TO INCORPORATE EVIDENCE-BASED RESEARCH FINDINGS INTO CLINICAL USE) TO HELP REDUCE CARDIAC EMERGENCY DISPARITIES IN RURAL AREAS SUCH AS WILKES COUNTY, $100,000 TO ESTABLISH A NEW HEALTHY PEOPLE, HEALTHY CAROLINAS COALITION, BRINGING TOGETHER ATRIUM HEALTH WAKE FOREST BAPTIST HIGH POINT MEDICAL CENTER AND CONE HEALTH, COMMUNITY-BASED NONPROFITS, AND THE GUILFORD COUNTY HEALTH DEPARTMENT TO CREATE POSITIVE LASTING CHANGES IN SOCIAL DETERMINANTS OF HEALTH AND CONTRIBUTE TO OVERALL HEALTHY LIFESTYLES IN GUILFORD COUNTY, AND $296,000 FOR A THREE-YEAR PROJECT TO ENHANCE WELL-BEING AND DECREASE BURNOUT AMONG MEDICAL SCHOOL FACULTY. 1. CLINICAL SERVICES ATRIUM HEALTH WAKE FOREST BAPTIST IS NATIONALLY RECOGNIZED FOR CLINICAL EXCELLENCE AND INTERNATIONALLY KNOWN FOR PIONEERING RESEARCH AND CLINICAL INNOVATION. IT OFFERS EXPERTISE IN MORE THAN 100 AREAS OF MEDICINE, ENCOMPASSING COMPREHENSIVE PREVENTIVE AND HIGHLY SPECIALIZED CARE FOR ALL AGES. ATRIUM HEALTH WAKE FOREST BAPTIST'S NETWORK INCLUDES THE 167-BED COMPREHENSIVE CANCER CENTER AND THE 144-BED BRENNER CHILDREN'S HOSPITAL, BOTH OF WHICH ARE ON THE ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER CAMPUS IN WINSTON-SALEM, AS WELL AS COMMUNITY HOSPITALS IN DAVIDSON, DAVIE, GUILFORD, AND WILKES COUNTIES. BRENNER CHILDREN'S HOSPITAL ALSO INCLUDES THE DALE AND KAREN SISEL NEONATAL INTENSIVE CARE UNIT, WITH 51 ALL-PRIVATE ROOMS. ACROSS ITS SERVICE AREA OF NORTHWEST NORTH CAROLINA AND SOUTHWEST VIRGINIA, ATRIUM HEALTH WAKE FOREST BAPTIST HAS SEVEN EMERGENCY DEPARTMENTS; 11 URGENT CARE LOCATIONS; 458 PHYSICIAN PRACTICES, INCLUDING PRIMARY CARE AND SPECIALTY CLINICS; 28 CANCER CARE LOCATIONS; AND THREE AMBULATORY SURGERY CENTERS. AS OF DECEMBER 31, 2023, ATRIUM HEALTH WAKE FOREST BAPTIST EMPLOYED 22,478 PEOPLE, INCLUDING 2,023 PHYSICIANS, 2,779 ACTIVE MEDICAL STAFF; 3,294 PROVIDERS ALIGNED THROUGH ITS ACCOUNTABLE CARE ORGANIZATION AND CLINICALLY INTEGRATED NETWORK; 1,206 ADVANCED PRACTICE PROVIDERS; AND 4,590 NURSES. FOR THE 2023 CALENDAR YEAR, THE ATRIUM HEALTH WAKE FOREST BAPTIST SYSTEM HAD 84,486 ACUTE CARE BEDDED DISCHARGES; 249,142 EMERGENCY DEPARTMENT VISITS; 2,459,171 PHYSICIAN OFFICE VISITS; 141,610 URGENT CARE VISITS; AND 105,986 VIRTUAL CARE AND EVISITS. ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER AND ATRIUM HEALTH CAROLINAS MEDICAL CENTER BECAME THE FIRST AND ONLY HOSPITALS IN NORTH CAROLINA AND AMONG ONLY 28 IN THE WORLD TO RECEIVE INTERNATIONAL RECOGNITION BY THE AMERICAN COLLEGE OF SURGEONS QUALITY VERIFICATION PROGRAM. THE INAUGURAL GROUP INCLUDED 25 U.S. HOSPITALS AND THREE INTERNATIONAL HOSPITALS; TWO IN JAPAN AND ONE IN AUSTRALIA. A MUSIC THERAPY SPACE OPENED FOR PATIENTS OF ATRIUM HEALTH WAKE FOREST BAPTIST BRENNER CHILDREN'S HOSPITAL. SOPHIE'S PLACE IS A DEDICATED ROOM THAT OFFERS HEALING MUSIC THERAPY FOR CHILDREN BEING TREATED FOR SERIOUS ILLNESSES OR INJURIES AT THE AREA'S ONLY CHILDREN'S HOSPITAL. BRENNER CHILDREN'S HOSPITAL IS THE FIFTH SOPHIE'S PLACE LOCATION IN THE COUNTRY AND THE ONLY ONE IN THE SOUTHEAST. ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER WAS AMONG 11 ATRIUM HEALTH FACILITIES ACROSS NORTH CAROLINA AND GEORGIA TO RECEIVE THE AMERICAN HEART ASSOCIATION'S "GET WITH THE GUIDELINES-STROKE" GOLD PLUS QUALITY ACHIEVEMENT AWARD. THE DESIGNATION HONORED ATRIUM HEALTH FOR ITS COMMITMENT TO ENSURING STROKE PATIENTS RECEIVE THE MOST APPROPRIATE TREATMENT, ACCORDING TO NATIONALLY RECOGNIZED, RESEARCH-BASED GUIDELINES. ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER WAS NAMED TO NEWSWEEK'S 2023 LIST OF AMERICA'S BEST CANCER HOSPITALS. HOME TO THE REGION'S ONLY NATIONAL CANCER INSTITUTE-DESIGNATED COMPREHENSIVE CANCER CENTER AND PART OF ATRIUM HEALTH LEVINE CANCER, WFUBMC WAS THE ONLY HOSPITAL IN THE REGION INCLUDED IN THE LIST AND THE ONLY HOSPITAL IN NORTH CAROLINA TO BE RECOGNIZED FOR NOTABLE TREATMENT (BREAST CANCER). ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER BECAME THE FIRST AND ONLY MEDICAL CENTER IN THE TRIAD REGION TO OFFER FOCUSED ULTRASOUND TREATMENT FOR PATIENTS SUFFERING FROM DISABLING ESSENTIAL TREMOR AND TREMOR DOMINANT PARKINSON'S DISEASE NOT ADEQUATELY CONTROLLED WITH MEDICATIONS. HIGHLIGHTING ITS NATIONALLY RECOGNIZED ACHIEVEMENTS IN PATIENT SAFETY AND QUALITY, ATRIUM HEALTH WAKE FOREST BAPTIST DAVIE MEDICAL CENTER RECEIVED ITS FIFTH CONSECUTIVE A GRADE FROM THE LEAPFROG GROUP. 2. OUTREACH ATRIUM HEALTH WAKE FOREST BAPTIST CONTINUES A BROAD-BASED EFFORT TO REACH UNDERSERVED POPULATIONS ACROSS ITS SERVICE AREA, WHICH IS REFLECTED IN ITS ANNUAL COMMUNITY BENEFITS REPORT. FOR TAX YEAR ENDED DECEMBER 31, 2023, ATRIUM HEALTH WAKE FOREST BAPTIST REPORTED IT PROVIDED COMMUNITY BENEFITS VALUED AT $1.2 BILLION., AS REPORTED TO THE STATE OF NORTH CAROLINA AND THE FEDERAL GOVERNMENT. THOSE BENEFITS SUPPORTED THESE AREAS: - FINANCIAL ASSISTANCE (FKA CHARITY CARE) - COMMUNITY HEALTH IMPROVEMENT AND OUTREACH PROGRAMS - EDUCATION AND TRAINING OF MEDICAL AND HEALTH PROFESSIONS AND CLINICAL RESEARCH - SUBSIDIZED HEALTH SERVICES AT THE DOWNTOWN HEALTH PLAZA, BETHESDA, AND SOUTHSIDE HEALTH CLINICS IN WINSTON SALEM, NC - UNREIMBURSED COSTS OF GOVERNMENT-FUNDED PROGRAMS, PRIMARILY MEDICARE AND MEDICAID ONE ANCHOR OF OUTREACH FOR THE ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER IS ITS DOWNTOWN HEALTH PLAZA, A FULL-SERVICE, OUTPATIENT MEDICAL CLINIC THAT SERVES MANY OF FORSYTH COUNTY'S UNINSURED AND UNDERINSURED RESIDENTS WITH A STATE-OF-THE-ART MEDICAL HOME. IN ADDITION TO CLINICAL CARE, THE DOWNTOWN HEALTH PLAZA OFFERS COMMUNITY HEALTH FAIRS, DIABETES EDUCATION, AND A CENTERING PREGNANCY PROGRAM THAT IS REDUCING THE INCIDENCE OF LOW BIRTH-WEIGHT BABIES. DURING THE 2023 CALENDAR YEAR, 54,739 PATIENT VISITS (18,512 WITH DISTINCT MEDICAL RECORD NUMBERS) WERE RECORDED AT THE DOWNTOWN HEALTH PLAZA, AND ANOTHER 9,899 VISITS (3,805 WITH DISTINCT MEDICAL RECORD NUMBERS) WERE RECORDED AT WINSTON EAST PEDIATRICS, A NEARBY ATRIUM HEALTH WAKE FOREST BAPTIST CARE FACILITY SERVING THE UNINSURED AND UNDERINSURED. ON-GOING WORK OF ATRIUM HEALTH WAKE FOREST BAPTIST INCLUDES: - REGULAR COMMUNITY-BASED HEALTH CLINICS, INCLUDING THE WEEKLY DELIVERING EQUAL ACCESS TO CARE (DEAC) CLINIC FOR UNINSURED RESIDENTS OF FORSYTH, DAVIDSON, DAVIE, STOKES, AND YADKIN COUNTIES; THE MONTHLY TRIAD FREE HEALTH CLINIC AT COMMUNITY MOSQUE IN WINSTON-SALEM; THE MONTHLY GRACE CLINIC AT NEW LIGHT MISSIONARY BAPTIST CHURCH IN WINSTON SALEM; AND THE ANNUAL SHARE THE HEALTH FAIR AT THE DOWNTOWN HEALTH PLAZA IN WINSTON SALEM. THESE CLINICS, SPONSORED BY PRIVATE ORGANIZATIONS AND CHURCHES WITH VOLUNTEER ASSISTANCE FROM ATRIUM HEALTH WAKE FOREST BAPTIST PHYSICIANS, NURSES, MEDICAL STUDENTS, AND OTHERS, ATTRACT THOUSANDS OF PEOPLE TO SCREENINGS FOR ACUTE AND CHRONIC CONDITIONS. - FAITHHEALTHNC, AN INITIATIVE THAT CONNECTS THE CARING STRENGTHS OF CONGREGATIONS, THE CLINICAL EXPERTISE OF PROVIDERS, AND A NETWORK OF COMMUNITY RESOURCES TO EASE THOSE ON THE JOURNEY TO HEALTH AND HEALING, STRENGTHENING COMMUNITIES IN THE PROCESS. FORM 990, PART III, LINE 4A 3. EDUCATIONAL MISSION AND ACCOMPLISHMENTS THE CONSTITUENT ORGANIZATIONS OF ATRIUM HEALTH WAKE FOREST BAPTIST OPERATE A BROAD RANGE OF EDUCATIONAL PROGRAMS, GRADUATING SKILLED PRACTITIONERS. ATRIUM HEALTH WAKE FOREST BAPTIST AND THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE ATTRACT SOME OF THE WORLD'S MOST COMPETITIVE MEDICAL STUDENTS, RESIDENTS, AND FELLOWS, AS WELL AS STUDENTS IN CLINICAL PASTORAL CARE, NURSE ANESTHESIA, AND OTHER AREAS. IN AUGUST 2023, THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE WELCOMED 145 MD STUDENTS CHOSEN FROM AMONG 12,066 APPLICANTS FOR THE CLASS OF 2027. THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE WAS RECOGNIZED AGAIN BY U.S. NEWS & WORLD REPORT FOR ITS MEDICAL RESEARCH, AGAIN RANKING 47TH NATIONALLY, IN THE 2024 EDITION OF BEST GRADUATE SCHOOLS. THE SCHOOL'S NURSE ANESTHESIA PROGRAM MOVED UP TO NO. 7 AND THE PA PROGRAM RANKED NO. 16 IN NATIONAL RANKINGS ISSUED BY U.S. NEWS & WORLD REPORT. FOR CALENDAR YEAR 2023, ATRIUM HEALTH WAKE FOREST BAPTIST PROVIDED $148.9 MILLION IN EDUCATION FUNDING FOR MEDICAL STUDENTS AND OTHER HEALTH CARE PROFESSIONALS AND IN RESEARCH FUNDING NOT COVERED BY OUTSIDE SOURCES. SUCH INVESTMENTS SUPPORT THE TRAINING OF HUNDREDS OF STUDENTS. AS OF DECEMBER 31, 2023, THOSE INCLUDED 576 MD STUDENTS, 780 PHYSICIAN RESIDENTS AND FELLOWS, 397 GRADUATE STUDENTS, 167 PHYSICIAN ASSISTANT STUDENTS, 93 STUDENTS PURSUING THE DOCTOR OF NURSING PRACTICE DEGREE (28 IN THE ONLINE PROGRAM AND 65 PURSUING THE DUAL DNP AND NURSE ANESTHESIA DEGREE), AND 19 PASTORAL CARE CHAPLAIN RESIDENTS (6), FELLOWS (2), AND INTERNS (11). THE TRADITIONAL NURSE ANESTHESIA MASTER'S DEGREE PROGRAM GRADUATED ITS FINAL CLASS OF STUDENTS IN AUGUST 2023, AND ALL COHORTS MOVING FORWARD ARE PURSUING THE DUAL DNP-NURSE ANESTHESIA DEGREE. IN ADDITION, 142 STUDENTS WERE ENROLLED IN THE VIRGINIA TECH-WAKE FOREST UNIVERSITY SCHOOL OF BIOMEDICAL ENGINEERING AND SCIENCES, WITH 70 OF THOSE ON THE WAKE FOREST UNIVERSITY CAMPUS. DURING THE 2022-23 ACADEMIC YEAR, THE NORTHWEST AREA HEALTH EDUCATION CENTER, PART OF THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE, OFFERED 2,415 CONTINUING PROFESSIONAL DEVELOPMENT ACTIVITIES FOR PRACTICING HEALTH CARE PROFESSIONALS THAT DREW 50,781 TOTAL PARTICIPANTS FROM THROUGHOUT THE REGION. PART III, LINE 4B, PROGRAM SERVICE ACCOMPLISHMENTS WAKE FOREST HEALTH NETWORK, LLC (WFHN) IS A MULTI-DISCIPLINARY MEDICAL PRACTICE WITH MORE THAN 160 LOCATIONS IN COMMUNITIES THROUGHOUT CENTRAL NORTH CAROLINA. WFHN PROVIDED MEDICAL OUTPATIENT CARE SERVICES INCLUDING PRIMARY CARE, PEDIATRICS, WOMEN'S HEALTH, SPORTS MEDICINE, HEART HEALTH, CANCER CARE, AND NEUROLOGY. DURING THE YEAR ENDED DECEMBER 31, 2023, WFHN HAD APPROXIMATELY 1,032,936 CLINIC VISITS. WFHN HAS TRANSITIONED FROM THE TRADITIONAL "FEE-FOR-SERVICE" MODEL TO A PATIENT-CENTERED MEDICAL HOME SYSTEM PROVIDING EXPANDED ACCESS, INCREASED COORDINATION OF CARE, ENHANCED PATIENT EDUCATION FOR PREVENTION AND TREATMENT OF CHRONIC DISEASE, AND SOPHISTICATED TECHNOLOGICAL SUPPORT. WFHN PARTICIPATES IN THE MEDICARE SHARED SAVINGS PROGRAM ACCOUNTABLE CARE ORGANIZATIONS (ACO) SPONSORED BY THE CENTERS FOR MEDICARE AND MEDICAID SERVICES (CMS). THROUGH THE SHARED SAVINGS PROGRAM, WFHN WORKS WITH CMS TO PROVIDE MEDICARE FEE-FOR-SERVICE BENEFICIARIES WITH HIGH QUALITY SERVICE AND CARE, WHILE REDUCING THE GROWTH IN MEDICARE EXPENDITURES THROUGH ENHANCED CARE COORDINATION. PART III, LINE 4C, PROGRAM SERVICE ACCOMPLISHMENTS WAKE AIR CARE, LLC (AIRCARE) IS PART OF AN EMS NETWORK SERVING PATIENTS IN NORTH CAROLINA, VIRGINIA, WEST VIRGINIA, TENNESSEE, AND SOUTH CAROLINA. DURING THE YEAR ENDED DECEMBER 31, 2023, AIRCARE CONTINUED PROVIDING MEDICAL SERVICES UTILIZING AIR AND MOBILE AMBULANCES STATIONED IN STRATEGIC LOCATIONS TO PROVIDE FAST, SAFE TRANSPORTATION FOR CRITICALLY ILL AND INJURED PATIENTS. AIRCARE TREATS ADULTS AND PEDIATRIC PATIENTS WITH A VARIETY OF CONDITIONS, INCLUDING TRAUMA, CARDIAC, STROKE, AND BURNS. AIRCARE RESPONDS TO CALLS FROM FIRST RESPONDERS AND HOSPITALS 24 HOURS A DAY, 7 DAYS A WEEK, AND TREATS PATIENTS AT THE SCENE. THE CREW IS CERTIFIED IN SEVERAL AREAS OF EMERGENCY CARE AND HAVE UNDERGONE EXTENSIVE TRAINING IN ADVANCED AIRWAY MANAGEMENT, TRANSPORT PHYSIOLOGY, BURN AND TRAUMA CARE, PEDIATRICS, AND CARDIOLOGY. THE AIRCRAFT ARE EQUIPPED WITH SOPHISTICATED LIFE SUPPORT AND PATIENT CARE EQUIPMENT. FORM 990, PART VI, SECTION A, LINE 2 BRADLEY CLARK AND TERRY WILLIAMS, BOTH OFFICERS OF THE FILING ORGANIZATION, HAVE A BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 3 EFFECTIVE JULY 1, 2010, THE GOVERNING BOARDS OF THE FILING ORGANIZATION (WFUBMC), WAKE FOREST UNIVERSITY (WFU), WAKE FOREST UNIVERSITY HEALTH SCIENCES (WFUHS, A WHOLLY OWNED SUBSIDIARY OF WFU), AND NORTH CAROLINA BAPTIST HOSPITAL (NCBH, AN UNRELATED ENTITY TO WFU AND WFUHS) APPROVED A MEDICAL CENTER INTEGRATION AGREEMENT (MCIA) WHEREBY AN INTEGRATED ACADEMIC MEDICAL CENTER (COLLECTIVELY, "THE MEDICAL CENTER") WAS CREATED THAT COMBINED CLINICAL CARE, MEDICAL EDUCATION, AND RESEARCH ACTIVITIES CONDUCTED BY THOSE PARTIES AND THEIR RESPECTIVE SUBSIDIARY ENTITIES, UNDER THE DELEGATED OPERATIONAL MANAGEMENT AND OVERSIGHT OF THE FILING ORGANIZATION, ITSELF A NORTH CAROLINA NONPROFIT CORPORATION WHOSE TWO EQUAL MEMBERS WERE WFU AND NCBH. EFFECTIVE OCTOBER 9, 2020, AND PURSUANT TO A HEALTH SYSTEM INTEGRATION AGREEMENT AMONG WFUBMC, WFU, WFUHS, NCBH, AND THE CHARLOTTE-MECKLENBURG HOSPITAL AUTHORITY (CMHA, A NORTH CAROLINA HOSPITAL AUTHORITY THAT OPERATES A MULTI-STATE INTEGRATED HEALTHCARE SYSTEM IN THE SOUTHEASTERN UNITED STATES), THE MEDICAL CENTER AND CMHA BECAME PARTICIPANTS IN A SINGLE, INTEGRATED HEALTHCARE DELIVERY AND ACADEMIC SYSTEM (THE "ATRIUM ENTERPRISE") MANAGED AND OVERSEEN BY ATRIUM HEALTH, INC. (ATRIUM), A NEW JOINT OPERATING COMPANY WITHOUT MEMBERS WHOSE 16-PERSON BOARD OF DIRECTORS (THE "ATRIUM BOARD") IS COMPRISED INITIALLY OF 13 CMHA DESIGNEES AND THREE WFUBMC DESIGNEES; THE MCIA WAS AMENDED TO INCLUDE ATRIUM AS A THIRD MEMBER OF WFUBMC AND TO RECONSTITUTE THE WFUBMC BOARD TO INCLUDE 17 VOTING DIRECTORS OF WHOM WFU DESIGNATES SIX, NCBH DESIGNATES SIX, ATRIUM DESIGNATES THREE, AND THE WFUBMC BOARD ELECTS TWO; AND WFUBMC (INCLUDING WFUHS AND THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE) WAS ESTABLISHED AS THE ACADEMIC CORE OF THE ATRIUM ENTERPRISE RESPONSIBLE FOR ENTERPRISE ACADEMIC AND RESEARCH ACTIVITIES. UNDER THIS ARRANGEMENT, EACH ENTERPRISE PARTICIPANT (AND ITS AFFILIATES) MAINTAINS ITS SEPARATE LEGAL EXISTENCE AND CONTINUES TO OWN ITS ASSETS AND RETAIN ALL POWER, AUTHORITIES, RIGHTS, AND REMEDIES NECESSARY AND APPROPRIATE TO ALLOW IT TO COMPLY WITH ITS PRE-EXISTING DEBT INSTRUMENTS. WFUBMC AND CMHA DELEGATED AUTHORITY TO ATRIUM TO MANAGE AND OVERSEE THEIR ACTIVITIES AND OPERATIONS, SUBJECT TO THE AUTHORITY OF WFU, WFUHS, AND WFUBMC OVER ACADEMIC AND RESEARCH MATTERS, THE EXERCISE OF CERTAIN RESERVED POWERS, AND THE CARRYING OUT OF CERTAIN RESPONSIBILITIES BY THE WFUBMC BOARD OF DIRECTORS AND THE CMHA BOARD OF COMMISSIONERS. THE RESERVED POWERS OF EACH ATRIUM ENTERPRISE PARTICIPANT INCLUDE THE POWER TO APPROVE A CHANGE IN ITS GOVERNING DOCUMENTS AND FUNDAMENTAL BUSINESS OR MISSION, TO DEVELOP ITS STRATEGIC PLANS (WHICH WILL BE GENERALLY CONSISTENT WITH THOSE OF THE ENTIRE ENTERPRISE) AND ITS CAPITAL AND OPERATING BUDGETS WHICH STRATEGIC PLANS AND BUDGETS MUST BE APPROVED BY ATRIUM. EFFECTIVE MAY 9, 2022, ATRIUM, ADVOCATE AURORA HEALTH, INC. (AAH), AND ADVOCATE HEALTH, INC. (ADVOCATE HEALTH) ENTERED INTO A MASTER AGREEMENT PURSUANT TO WHICH THOSE PARTIES AGREED THAT ATRIUM AND ITS AFFILIATES, INCLUDING WFUBMC AND ITS AFFILIATES, AND AAH AND ITS AFFILIATES WOULD BECOME FULLY FUNCTIONING PARTS OF A NEW INTEGRATED HEALTHCARE DELIVERY AND ACADEMIC SYSTEM (THE "ADVOCATE ENTERPRISE") TO BE MANAGED AND OVERSEEN BY ADVOCATE HEALTH THROUGH A JOINT OPERATING AGREEMENT AMONG ATRIUM, AAH, AND ADVOCATE HEALTH DATED AND EFFECTIVE DECEMBER 2, 2022. IN ADDITION, ON MAY 9, 2022, WFUBMC, ATRIUM, ADVOCATE HEALTH, AND CMHA ENTERED INTO THE WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER COMMITMENT AGREEMENT (THE "COMMITMENT AGREEMENT"), UNDER WHICH THE PARTIES ENSURED ALL RIGHTS AND BENEFITS TO THE WAKE FOREST BAPTIST ENTITIES AND, AS APPLICABLE, WFU UNDER THE OCTOBER 9, 2020 INTEGRATION AGREEMENTS (BUT NOT INCLUDING THE GOVERNING DOCUMENTS OF ATRIUM, CMHA, AND WFBMC) RELATED TO THE ATRIUM ENTERPRISE WERE PRESERVED IN THE ADVOCATE ENTERPRISE, EXCEPT THOSE RIGHTS AND BENEFITS THAT WERE ELEVATED TO ADVOCATE HEALTH AND WERE MODIFIED IN THE ADVOCATE ENTERPRISE AS SPECIFICALLY SET OUT IN THE COMMITMENT AGREEMENT. THE COMMITMENT AGREEMENT FURTHER CONFIRMED THE COMMITMENT OF (I) ADVOCATE HEALTH TO SUPPORT AND ENHANCE THE EDUCATIONAL AND RESEARCH MISSIONS OF WFBMC AND WFUHS; (II) WFBMC, WFU, AND WFUHS TO SUPPORT AND ENHANCE THE EDUCATIONAL AND RESEARCH ACTIVITIES OF ADVOCATE HEALTH, THE AAH ENTITIES AND THEIR AFFILIATES; AND (III) ADVOCATE HEALTH TO SUPPORT AND ENHANCE THE EDUCATIONAL AND RESEARCH MISSIONS OF THE ADVOCATE ENTERPRISE AS A WHOLE. FORM 990, PART VI, SECTION A, LINE 4 EFFECTIVE ON OCTOBER 9, 2020 AND PURSUANT TO A HEALTH SYSTEM INTEGRATION TRANSACTION AMONG WAKE FOREST UNIVERSITY, THE FILING ORGANIZATION (WFUBMC), WAKE FOREST UNIVERSITY HEALTH SCIENCES, NORTH CAROLINA BAPTIST HOSPITAL, AND THE CHARLOTTE-MECKLENBURG HOSPITAL AUTHORITY (CMHA, A NORTH CAROLINA HOSPITAL AUTHORITY THAT OPERATES A MULTI-STATE INTEGRATED HEALTHCARE SYSTEM IN THE SOUTHEASTERN UNITED STATES), THE FILING ORGANIZATION AND CMHA BECAME PARTICIPANTS IN A SINGLE, INTEGRATED HEALTHCARE DELIVERY AND ACADEMIC SYSTEM (THE "ATRIUM ENTERPRISE") MANAGED AND OVERSEEN BY ATRIUM HEALTH, INC. (ATRIUM), A NEW JOINT OPERATING COMPANY WITHOUT MEMBERS WHOSE 16-PERSON BOARD OF DIRECTORS (THE "ATRIUM BOARD") IS COMPRISED INITIALLY OF 13 CMHA DESIGNEES AND THREE DESIGNEES DESIGNATED BY THE FILING ORGANIZATION. IN CONNECTION WITH THIS TRANSACTION, SEVERAL SIGNIFICANT CHANGES WERE MADE TO THE FILING ORGANIZATION'S GOVERNING DOCUMENTS. EFFECTIVE ON MAY 9, 2022, ATRIUM, ADVOCATE AURORA HEALTH, INC. (AAH) AND ADVOCATE HEALTH, INC. (ADVOCATE HEALTH) ENTERED INTO A MASTER AGREEMENT PURSUANT TO WHICH THOSE PARTIES AGREED THAT ATRIUM AND ITS AFFILIATES, INCLUDING WFBMC AND THE WAKE FOREST BAPTIST ENTITIES, AND AAH AND ITS AFFILIATES WOULD BECOME FULLY FUNCTIONING PARTS OF A NEW INTEGRATED HEALTHCARE DELIVERY AND ACADEMIC SYSTEM (THE "ADVOCATE ENTERPRISE") TO BE MANAGED AND OVERSEEN BY ADVOCATE HEALTH THROUGH A JOINT OPERATING AGREEMENT AMONG ATRIUM, AAH, AND ADVOCATE HEALTH DATED AND EFFECTIVE DECEMBER 2, 2022. IN ADDITION, ON MAY 9, 2022, WFUBMC, ATRIUM, ADVOCATE HEALTH, AND CMHA ENTERED INTO THE WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER COMMITMENT AGREEMENT (THE "COMMITMENT AGREEMENT"), UNDER WHICH THE PARTIES THERETO, AMONG OTHER TERMS, ENSURED THAT ALL OF THE RIGHTS AND BENEFITS TO WFUBMC AND ITS AFFILIATES AND, AS APPLICABLE, WFU UNDER THE OCTOBER 9, 2020 INTEGRATION AGREEMENTS (BUT NOT INCLUDING THE GOVERNING DOCUMENTS OF ATRIUM, CMHA AND WFUBMC) RELATED TO THE ATRIUM ENTERPRISE WERE PRESERVED IN THE ADVOCATE ENTERPRISE, EXCEPT THOSE RIGHTS AND BENEFITS THAT WERE ELEVATED TO ADVOCATE HEALTH AND WERE MODIFIED IN THE ADVOCATE ENTERPRISE AS SPECIFICALLY SET OUT IN THE COMMITMENT AGREEMENT. THE COMMITMENT AGREEMENT FURTHER CONFIRMED THE COMMITMENT OF (I) ADVOCATE HEALTH TO SUPPORT AND ENHANCE THE EDUCATIONAL AND RESEARCH MISSIONS OF WFBMC AND WFUHS; (II) WFUBMC, WFU, AND WFUHS TO SUPPORT AND ENHANCE THE EDUCATIONAL AND RESEARCH ACTIVITIES OF ADVOCATE HEALTH, THE AAH ENTITIES AND THEIR AFFILIATES; AND (III) ADVOCATE HEALTH TO SUPPORT AND ENHANCE THE EDUCATIONAL AND RESEARCH MISSIONS OF THE ADVOCATE ENTERPRISE AS A WHOLE. AMENDED AND RESTATED BYLAWS OF THE FILING ORGANIZATION WERE ALSO APPROVED EFFECTIVE JUNE 19, 2023, TO INCORPORATE THE PROVISIONS REFLECTED IN THE DOCUMENTS COMPRISING THE ADVOCATE ENTERPRISE INTEGRATION TRANSACTION. THE FOLLOWING ARE THE SIGNIFICANT CHANGES REFLECTED IN THE MODIFIED BYLAWS: REFINEMENT OF THE STATED PURPOSES OF THE FILING ORGANIZATION, TO INCLUDE ITS AND ITS SUPPORTED ORGANIZATION'S ROLES WITHIN A LARGER, UNIFIED, INTEGRATED, HEALTHCARE DELIVERY AND ACADEMIC SYSTEM WITH ANCILLARY ACTIVITIES (THE "ADVOCATE ENTERPRISE") MANAGED AND OVERSEEN BY ADVOCATE HEALTH, INC. IN ACCORDANCE WITH SPECIFIED AGREEMENTS EXECUTED BY THE SEVERAL PARTIES TO THE TRANSACTION (WITH WFUBMC AND ITS AFFILIATES AND, AS APPLICABLE, WFUBMC MAINTAINING ALL RIGHTS AND BENEFITS UNDER THE OCTOBER 9, 2020 ATRIUM INTEGRATION AGREEMENTS RELATED TO THE ATRIUM ENTERPRISE WERE PRESERVED IN THE ADVOCATE ENTERPRISE, EXCEPT THOSE RIGHTS AND BENEFITS ELEVATED TO ADVOCATE HEALTH AND MODIFIED IN THE ADVOCATE ENTERPRISE); THE ADDITION OF A STATEMENT REFLECTING WFUBMC'S RIGHT TO DESIGNATE TWO MEMBERS (INCLUDING AMONG THEM THE PRESIDENT OF WAKE FOREST UNIVERSITY) OF THE ADVOCATE HEALTH BOARD. FORM 990, PART VI, SECTION A, LINE 6 PURSUANT TO THE ORGANIZATION'S AMENDED AND RESTATED ARTICLES OF INCORPORATION AND BYLAWS AND EFFECTIVE OCTOBER 9, 2020, THE ORGANIZATION'S THREE MEMBERS ARE ATRIUM HEALTH, INC., NORTH CAROLINA BAPTIST HOSPITAL, AND WAKE FOREST UNIVERSITY. FORM 990, PART VI, SECTION A, LINE 7A PURSUANT TO THE ORGANIZATION'S AMENDED AND RESTATED BYLAWS EFFECTIVE OCTOBER 9, 2020, THE FILING ORGANIZATION ELECTS 2 INDEPENDENT VOTING MEMBERS OF THE BOARD. MEMBERS OF THE FILING ORGANIZATION ELECT THE REMAINING 15 VOTING MEMBERS OF THE BOARD AS FOLLOWS: NORTH CAROLINA BAPTIST HOSPITAL ELECTS 6 VOTING MEMBERS, WAKE FOREST UNIVERSITY ELECTS 6 VOTING MEMBERS, AND ATRIUM HEALTH, INC. ELECTS 3 VOTING MEMBERS. FORM 990, PART VI, SECTION A, LINE 7B THE AMENDMENT OF THE ORGANIZATION'S ARTICLES OF INCORPORATION AND BYLAWS MUST BE APPROVED BY THE MEMBERS. ADDITIONAL RESERVED POWERS ARE DESCRIBED IN THE EXPLANATION FOR PART VI, SECTION A, LINE 3 ON SCHEDULE O. FORM 990, PART VI, SECTION B, LINE 11B THE FILING ORGANIZATION'S BOARD OF DIRECTORS RECEIVES A COPY OF THE FORM 990 WITH SUFFICIENT TIME TO PERMIT REVIEW AND COMMENT PRIOR TO ITS FILING. IF MODIFICATIONS ARE REQUIRED FOLLOWING SUCH REVIEW AND COMMENT, THE REVISED FORM 990 IS REDISTRIBUTED TO ALL BOARD MEMBERS PRIOR TO ITS FILING WITH THE IRS, ALONG WITH A REPORT NOTING THE MODIFICATIONS. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION REQUIRES ITS OFFICERS, DIRECTORS, AND KEY EMPLOYEES TO ANNUALLY REVIEW THE CONFLICT OF INTEREST POLICY AND DETERMINE ANY POTENTIAL CONFLICTS OF INTEREST. ANY POTENTIAL CONFLICTS NOTED IN THE QUESTIONNAIRE ARE REVIEWED BY A STANDING COMMITTEE FOR APPROPRIATE RESOLUTION. ALL MEMBERS OF THE BOARD OF DIRECTORS ARE REQUIRED TO DETERMINE AND REPORT ANNUALLY, AND AS THEY ARISE, ANY POTENTIAL CONFLICTS OF INTEREST TO THE SECRETARY OF THE BOARD OF DIRECTORS. THE RESOLUTION OF POTENTIAL AND ACTUAL CONFLICTS IS SUBJECT TO THE APPROVAL OF THE CHAIR OF THE BOARD. FORM 990, PART VI, SECTION B, LINE 15 THE ADVOCATE HEALTH COMPENSATION AND BENEFITS COMMITTEE ("THE COMMITTEE") OF THE ADVOCATE HEALTH, INC. BOARD OF DIRECTORS ("THE BOARD") HAS AUTHORITY AS THE BOARD DELEGATES TO IT, FOR THE REVIEW AND APPROVAL OF EXECUTIVE COMPENSATION. THE COMMITTEE RELIES UPON AN EXTERNAL, INDEPENDENT COMPENSATION CONSULTANT RETAINED DIRECTLY BY THE COMMITTEE TO PROVIDE THIRD-PARTY COMPENSATION COMPARABILITY DATA FOR EVALUATING THE COMPETITIVENESS AND REASONABLENESS OF EXECUTIVE COMPENSATION AND BENEFITS PROGRAMS RELATIVE TO MARKET PRACTICES FOR SIMILARLY SITUATED HEALTHCARE ORGANIZATIONS. IN EVALUATING COMPENSATION, THE COMMITTEE FOLLOWS CORPORATE GOVERNANCE BEST PRACTICE SUCH AS ADHERENCE TO THE COMPANY'S EXECUTIVE COMPENSATION PHILOSOPHY AND REVIEW PROCESSES; PROCESSES TO ENSURE COMMITTEE MEMBER AND COMPENSATION CONSULTANT INDEPENDENCE; DATA FROM HEALTHCARE ORGANIZATIONS OF COMPARABLE SIZE, STRUCTURE, AND COMPLEXITY; AND ESTABLISHMENT OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS, PER IRS GUIDELINES. MINUTES OF THE DELIBERATIONS OF THE COMMITTEE ARE MAINTAINED IN THE ADVOCATE HEALTH, INC. LEGAL DEPARTMENT. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S ARTICLES OF INCORPORATION ARE AVAILABLE TO THE PUBLIC ON REQUEST AND ARE AVAILABLE ON THE WEBSITE OF THE NORTH CAROLINA SECRETARY OF STATE. THE ORGANIZATION'S BYLAWS ARE NOT PUBLISHED, BUT PROVISIONS FROM THE BYLAWS ARE INCLUDED AS NECESSARY IN THE ORGANIZATION'S POLICIES, AND ARE ATTACHED TO THE FORM 1023 FILED FOR THE ORGANIZATION WITH THE IRS, WHICH IS PUBLICLY AVAILABLE. THE CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC ON REQUEST. FORM 990, PART XI, LINE 9: EQUITY METHOD - AFFILIATES 44,567. 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