2023-08-15T08:04:56-05:00 2022-09-30 135565207 KPMG LLP 60 SOUTH STREET BOSTON MA 02111 990 2021-10-01 043373331 BOSTON MEDICAL CENTER HEALTH PLAN INC BOST 6177486000 529 MAIN STREET SUITE 500 CHARLESTOWN MA 02129 JAMES COLLINS TREASURER/CFO 6177486000 2023-08-14 1 JAMES COLLINS 999009999 ZELJKO POPOVIC P01795951 6179881000 3 AAL1 IAL1 2021 2023-04-26 12:10:37Z WELLSENSE HEALTH PLAN HEATHER THILTGEN 529 MAIN STREET SUITE 500 CHARLESTOWN MA 02129 3210214952 0 X WWW.BMCHP.ORG X 1997 MA BOSTON MEDICAL CENTER HEALTH PLAN, INC., DOING BUSINESS AS WELLSENSE HEALTH PLAN (WELLSENSE) IS ORGANIZED AND SHALL OPERATE AS A NONPROFIT CORPORATION FOR THE BENEFIT OF AND TO SUPPORT BOSTON MEDICAL CENTER CORPORATION AND TO PROVIDE ACCESS TO EFFECTIVE, EFFICIENT MEDICAL CARE AMONG LOW INCOME, UNDERSERVED, DISABLED, ELDERLY AND OTHER VULNERABLE RESIDENTS OF THE COMMUNITY. 13 12 1039 13 0 0 0 0 2862321971 3043271831 12460093 8494277 0 0 2874782064 3051766108 0 0 2566978630 2748568816 83424744 105075361 0 0 0 118791441 144878311 2769194815 2998522488 105587249 53243620 1006404859 1269835591 467077685 726332361 539327174 543503230 X WELLSENSE IS ORGANIZED AND SHALL OPERATE AS A NONPROFIT CORPORATION FOR THE BENEFIT OF AND TO SUPPORT BOSTON MEDICAL CENTER CORPORATION AND TO PROVIDE ACCESS TO EFFECTIVE, EFFICIENT MEDICAL CARE AMONG LOW INCOME, UNDERSERVED, DISABLED, ELDERLY AND OTHER VULNERABLE RESIDENTS OF THE COMMUNITY. 0 0 2984439836 3043271831 WELLSENSE IS ORGANIZED AND OPERATES AS A NONPROFIT CORPORATION FOR THE BENEFIT OF AND TO SUPPORT BOSTON MEDICAL CENTER CORPORATION AND TO PROVIDE ACCESS TO EFFECTIVE, EFFICIENT MEDICAL CARE AMONG LOW INCOME, UNDERSERVED, DISABLED, ELDERLY AND OTHER VULNERABLE RESIDENTS OF THE COMMUNITY. 2984439836 1 0 0 1 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 1 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 4024 0 1 1039 1 0 0 0 0 0 0 0 0 0 0 0 0 X 13 12 1 0 0 0 1 0 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X JANICE GOGUEN 6177486215 529 MAIN STREET SUITE 500 CHARLESTOWN MA 02129 HEATHER THILTGEN TRUSTEE/PRESIDENT 50.00 0.00 X X 867683 0 41281 KATHLEEN WALSH TRUSTEE 1.00 1.00 X 0 0 0 ALASTAIR BELL MD TRUSTEE 1.00 0.00 X 0 0 0 DAVID AMENT TRUSTEE 1.00 1.00 X 0 0 0 JAMES BLUE TRUSTEE 1.00 1.00 X 0 0 0 RYAN CARROLL TRUSTEE (THRU 7/12/2022) 1.00 0.00 X 0 0 0 STACY COWAN TRUSTEE 1.00 1.00 X 0 0 0 CHRISTOPHER GORDON TRUSTEE 1.00 0.00 X 0 0 0 SUSAN LEVINE TRUSTEE (AS OF 7/12/2022) 1.00 0.00 X 0 0 0 PAUL MENDIS MD TRUSTEE 1.00 0.00 X 0 0 0 JEFFREY SCHWARTZ TRUSTEE 1.00 0.00 X 0 0 0 ROBERT SWEET TRUSTEE 1.00 1.00 X 0 0 0 MARK TABER TRUSTEE 1.00 0.00 X 0 0 0 TARSHA WEAVER TRUSTEE 1.00 0.00 X 0 0 0 JAMES COLLINS TREASURER/ CFO 50.00 0.00 X 601487 0 42241 ELLEN WEINSTEIN CLO AND CLERK (THRU 9/30/22) 42.50 0.00 X 236468 0 16261 DIANE GILWORTH CHIEF CLINICAL OFFICER (THRU 2/19/22) 50.00 0.00 X 569247 0 15085 DIANA CRUZ COO (AS OF 1/19/21) 50.00 0.00 X 542260 0 28635 JEFFREY HUNT CHIEF PROD. & MKTG (THRU 7/22) 50.00 0.00 X 519701 0 27522 JENNIFER CARBONE VP OF SERVICE & OPERATIONS 50.00 0.00 X 332803 0 38701 BO LI CHIEF ACTUARY 50.00 0.00 X 336628 0 40813 DARREN BENNETT VP OF FIN. PLANNING & ANALYSIS 50.00 0.00 X 309699 0 40212 MATTHEW CONNELL VP OF PHARMACY 50.00 1.00 X 307047 0 38877 LYNN BOWMAN FORMER CHIEF OPERATING OFFICER 0.00 0.00 X 303269 0 0 4926292 0 329628 173 1 1 1 CARELON BEHAVIORAL HEALTH INC 5800 NORTHAMPTON BLVD NORFOLK VA 23502 BEHAVIORAL HEALTH BENEFIT ADMINISTRATION 15639850 EXPRESS SCRIPTS INC 21653 NETWORK DRIVE CHICAGO IL 60673 PHARMACY BENEFITS MANAGER 9912824 KAEPPEL CONSULTING LLC 1141 NORTH LOOP STE 1604 E 105-11 SAN ANTONIO TX 78232 CONSULTING SERVICES 4648115 ADVANTMED LLC 1751 E GARRY AVENUE SANTA ANA CA 92705 CONSULTING SERVICES 3755133 HEALTH MANAGEMENT SYSTEMS INC 401 PARK AVENUE SOUTH NEW YORK NY 10016 CLAIM SERVICES 3055324 749 CAPITATION REVENUE 524114 3043271831 3043271831 3043271831 11417340 11417340 155525781 158448844 -2923063 -2923063 -2923063 3051766108 3043271831 0 8494277 2748568816 2748568816 5673491 5673491 78991296 74771516 4219780 2412454 2260855 151599 12115645 11537255 578390 5882475 5567847 314628 18817832 18817832 689854 689854 948998 948998 164330 164330 642879 642879 45701816 45670982 30834 4807241 4807241 2368983 2241652 127331 15842726 15801005 41721 6495245 6147911 347334 338600 320491 18109 166450 166450 2318591 2194580 124011 -36000 -36000 DISTRIBUTION FEES 10664310 10664310 PREMIUM TAX - NH 10310248 10310248 MEDICAL CLAIMS ASSESSME 9262584 9262584 CHANGE IN PDR 5821000 5821000 9552624 9545381 7243 2998522488 2984439836 14082652 0 48970875 71338430 452724713 789867008 103680099 73131563 16475226 16498780 29923218 18662085 11503847 11261133 350380523 304903175 22669576 2835502 1006404859 1269835591 243116250 474128915 223961435 252203446 467077685 726332361 X 539327174 543503230 539327174 543503230 1006404859 1269835591 53243620 -49067564 0 X 0 1 X 1 0 X 2061595431 2629817364 2740110219 2862321971 3043271831 13337116816 2061595431 2629817364 2740110219 2862321971 3043271831 13337116816 0 0 0 13337116816 6184584 6543458 8950299 10170310 11417340 43265991 6184584 6543458 8950299 10170310 11417340 43265991 1651292 4577042 6228334 2069431307 2640937864 2749060518 2872492281 3054689171 13386611141 0.99630 0.99660 0.00320 0.00290 X 0 0 0 0 0 0 1 144100 0 1 20230 164330 0 SCHEDULE C, PART II-B, LINE 1G WELLSENSE PAID MCLANE MIDDLETON PROFESSIONAL $144,100 FOR LOBBYING SERVICES. SCHEDULE C, PART II-B, LINE 1I FOR THE YEAR ENDED SEPTEMBER 30, 2022, THE ORGANIZATION PAID $72,500 IN MEMBERSHIP DUES TO THE ASSOCIATION FOR COMMUNITY AFFLIATED PLANS. 2% OR $1,450 IS ATTRIBUTABLE TO LOBBYING ACTIVITIES. THE ORGANIZATION ALSO PAID $268,279 IN MEMBERSHIP DUES TO MASSACHUSETTS ASSOCIATION OF HEALTH PLANS. $18,780 IS ATTRIBUTABLE TO LOBBYING ACTIVITIES. 227593 227593 0 29695625 18434492 11261133 11261133 MEDICAL CLAIMS PAYABLE & RELATED 220684206 LEASE LIABILITY 269642 RESERVE FOR PAY FOR PERFORMANCE 13271127 DUE TO AFFILIATES 12157471 PREMIUM DEFICIENCY RESERVE 5821000 252203446 X PART X, LINE 2: FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022 AND 2021, WELLSENSE WAS INCLUDED IN THE SYSTEM'S FINANCIAL STATEMENTS. THE TEXT OF THE UNCERTAIN TAX POSITIONS FOOTNOTE INCLUDED IN THESE FINANCIAL STATEMENTS IS AS FOLLOWS: THE HEALTH SYSTEM CORPORATION, THE MEDICAL CENTER, WELLSENSE, UDF, ECMF, BUAP, FACULTY AND THE PLANS, BACO, BMCICS, AND BMCIC OF VERMONT ARE ALL NONPROFIT CORPORATIONS THAT HAVE BEEN RECOGNIZED AS TAX-EXEMPT PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. CLEARWAY IS CONSIDERED A DISREGARDED ENTITY OF THE HEALTH SYSTEM CORPORATION FOR TAX PURPOSES AND ALL TAXABLE ACTIVITIES OF CLEARWAY ARE ATTRIBUTED TO AND REPORTED AT THE HEALTH SYSTEM CORPORATION. ALL CONTRACT RELATED REVENUE AND EXPENSES WERE RECORDED AT THE MEDICAL CENTER AND EVALUATED FOR UNRELATED BUSINESS INCOME TAX (UBIT.) THE HEALTH SYSTEM RECOGNIZES TAX POSITIONS WHEN IT IS MORE-LIKELY THAN-NOT THAT THE POSITION WILL BE SUSTAINABLE BASED ON THE MERITS OF THE POSITION. MANAGEMENT HAS CONCLUDED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT NEED TO BE RECORDED AS OF SEPTEMBER 30, 2022 AND 2021. THE HEALTH SYSTEM ANNUALLY ASSESSES WHETHER IT MUST RECOGNIZE UBIT. THE AMOUNTS RECOGNIZED AS UBIT EXPENSE WERE NOT MATERIAL TO THE HEALTH SYSTEM'S CONSOLIDATED OPERATIONS OR CHANGE IN NET ASSETS FOR THE YEARS ENDED SEPTEMBER 30, 2022 AND 2021. CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 2447518 EAST ASIA AND THE PACIFIC 0 0 INVESTMENTS 2422384 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 INVESTMENTS 13165837 MIDDLE EAST AND NORTH AFRICA 0 0 INVESTMENTS 220100 NORTH AMERICA 0 0 INVESTMENTS 6660047 SOUTH AMERICA 0 0 INVESTMENTS 159033 SOUTH ASIA 0 0 INVESTMENTS 23582 SUB-SAHARAN AFRICA 0 0 INVESTMENTS 126632 0 0 0 0 0 0 25225133 0 25225133 0 0 0 0 0 0 PART III ACCOUNTING METHOD: X 0 0 X X X X X X 1 1 0 0 0 1 0 1 0 HEATHER THILTGEN TRUSTEE/PRESIDENT 561458 0 246225 0 60000 0 7696 0 33585 0 908964 0 0 0 JAMES COLLINS TREASURER/ CFO 432647 0 168840 0 0 0 8656 0 33585 0 643728 0 0 0 DIANE GILWORTH CHIEF CLINICAL OFFICER (THRU 2/19/22 410457 0 158790 0 0 0 3012 0 12073 0 584332 0 0 0 DIANA CRUZ COO (AS OF 1/19/21) 323460 0 93800 0 125000 0 0 0 28635 0 570895 0 0 0 JEFFREY HUNT CHIEF PROD. & MKTG (THRU 7/22) 376589 0 143112 0 0 0 3012 0 24510 0 547223 0 0 0 BO LI CHIEF ACTUARY 274061 0 62567 0 0 0 7904 0 32909 0 377441 0 0 0 JENNIFER CARBONE VP OF SERVICE & OPERATIONS 261875 0 70928 0 0 0 7054 0 31647 0 371504 0 0 0 DARREN BENNETT VP OF FIN. PLANNING & ANALYSIS 245042 0 64657 0 0 0 16142 0 24070 0 349911 0 0 0 MATTHEW CONNELL VP OF PHARMACY 238607 0 68440 0 0 0 7230 0 31647 0 345924 0 0 0 LYNN BOWMAN FORMER CHIEF OPERATING OFFICER 0 0 0 0 303269 0 0 0 0 0 303269 0 0 0 ELLEN WEINSTEIN CLO AND CLERK (THRU 9/30/22) 213103 0 23365 0 0 0 14898 0 1363 0 252729 0 0 0 PART I, LINE 1A WELLSENSE PROVIDED PRESIDENT THILTGEN WITH A HOUSING ALLOWANCE OF $60,000 WHICH IS REPORTED AS TAXABLE COMPENSATION ON SCHEDULE J, PART II, COLUMN (B)(III). PART I, LINE 1B THE PRESIDENT OF WELLSENSE WAS PROVIDED A HOUSING STIPEND UPON HIRE TO ALLOW FOR RENTAL OF A RESIDENCE NEAR THE WELLSENSE'S CORPORATE HEADQUARTERS UNTIL SHE COULD OFFICIALLY RELOCATE. WITH THE DECLARATION OF A NATIONAL HEALTH EMERGENCY DUE TO A NOVEL STRAIN OF CORONAVIRUS (COVID-19) AND THE PLAN MOVING TO A VIRTUAL WORK ENVIRONMENT, THE RELOCATION EFFORT CEASED AND IT WAS DECIDED TO CONTINUE THE HOUSING STIPEND TO ALLOW FOR TRAVEL AND HOUSING AS IT RELATES TO LOCAL MEETINGS WITH SYSTEM AND PLAN PERSONNEL. THIS PLAN WAS DEVELOPED AND APPROVED BY THE SENIOR VICE PRESIDENT & CHIEF HUMAN RESOURCE OFFICER AS WELL AS THE EVP AND COO OF BOSTON MEDICAL CENTER. PART I, LINES 4A-B LINE 4A THE AMOUNT OF SEVERANCE COMPENSATION PAID TO LYNN BOWMAN IS $303,269, WHICH IS REPORTED ON SCHEDULE J, PART II, COLUMN B(III). LINE 4B WELLSENSE PROVIDES A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN TO CERTAIN EXECUTIVES. AMOUNTS ARE CREDITED TO PARTICIPANTS' ACCOUNTS EACH YEAR. PLAN AMOUNTS ARE SUBJECT TO FORFEITURE AND PAYMENT ONLY IF CERTAIN CONDITIONS ARE MET, AS OUTLINED IN WELLSENSE'S AGREEMENT. AMOUNTS VEST ON SPECIFIED DATES BASED ON CONTINUED EMPLOYMENT BUT NO LATER THAN THE EXECUTIVE'S SIXTY-SECOND BIRTHDAY. AMOUNTS ACCRUED IN WELLSENSE ARE REPORTED IN SCHEDULE J, PART II, COLUMN C. PART I, LINE 6 WELLSENSE PAID COMPENSATION CONTINGENT OF THE NET EARNINGS OF THE ORGANIZATION BASED ON THE ACHIEVEMENT OF VARIOUS GOALS. THESE COMPENSATION AMOUNTS ARE REFLECTED IN SCHEDULE J, PART II, COLUMN B(II). PART I, LINE 7 DURING CALENDAR YEAR 2021, WELLSENSE PAID SIGN-ON BONUSES, RETENTION BONUSES, AND OTHER BONUSES TO SOME EMPLOYEES LISTED WHERE DISCRETION WAS EXERCISED BY MANAGEMENT. SCHEDULE J, PART II ELLEN WEINSTEIN, CLO AND CLERK OF WELLSENSE, WAS COMPENSATED BY BOSTON MEDICAL CENTER CORPORATION, AN UNRELATED ORGANIZATION, FOR SERVICES PROVIDED TO WELLSENSE. APPROXIMATELY 85% OF ELLEN WEINSTEIN'S TIME AND COMPENSATION WAS RELATED TO THE SERVICES PROVIDED TO WELLSENSE. ELLEN WEINSTEIN'S TOTAL REPORTABLE COMPENSATION, RETIREMENT/DEFERRED COMPENSATION, AND NONTAXABLE BENEFITS FOR 2021 WAS $278,198, $17,527, AND $1,604, RESPECTIVELY. FORM 990, PART VI, SECTION A, LINE 2 ALASTAIR BELL KATHLEEN WALSH BUSINESS RELATIONSHIP - THE OFFICERS AND/OR TRUSTEES ABOVE ARE ALSO EMPLOYEES, OFFICERS AND/OR TRUSTEES OF BOSTON MEDICAL CENTER. ROBERT SWEET KATHLEEN WALSH BUSINESS RELATIONSHIP THE OFFICERS AND/OR TRUSTEES ABOVE ARE ALSO TRUSTEES OF BOSTON MEDICAL CENTER INSURANCE COMPANY, LTD. FORM 990, PART VI, SECTION A, LINE 6 BMC HEALTH SYSTEM, INC. IS THE SOLE MEMBER OF WELLSENSE. FORM 990, PART VI, SECTION A, LINE 7B CERTAIN ACTIONS INCLUDING, BUT NOT LIMITED TO, THE APPROVAL OF BUDGETS, MERGERS, ACQUISITIONS, AND INDEBTEDNESS ARE SUBJECT TO THE APPROVAL OF THE SOLE MEMBER. FORM 990, PART VI, SECTION B, LINE 11B WELLSENSE'S TAX RETURN IS PREPARED BY KPMG LLP AND REVIEWED BY WELLSENSE'S INTERNAL MANAGEMENT. FOLLOWING THAT REVIEW, WELLSENSE'S INTERNAL MANAGEMENT AND KPMG PRESENT THE FORM 990 TO THE AUDIT COMMITTEE FOR REVIEW AND COMMENT. THE COMPLETED FORM 990 IS PROVIDED TO ALL MEMBERS OF THE BOARD OF TRUSTEES PRIOR TO THE FORM BEING FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST QUESTIONNAIRES FOR THE FISCAL YEAR END SEPTEMBER 30, 2022 WERE DISTRIBUTED BY BOSTON MEDICAL CENTER'S ("BMC"), AN AFFILIATED ORGANIZATION, CORPORATE COMPLIANCE DEPARTMENT. THE CHIEF COMPLIANCE OFFICER OF BMC OR THE CHIEF COMPLIANCE OFFICER'S DESIGNEE QUERIES TRUSTEES, OFFICERS AND DIRECTORS ON AT LEAST AN ANNUAL BASIS REGARDING RELATIONSHIPS THAT MAY CREATE POTENTIAL CONFLICTS OF INTEREST. THE CHIEF COMPLIANCE OFFICER OR THE CHIEF COMPLIANCE OFFICER'S DESIGNEE REVIEWS ALL DISCLOSURES AND DETERMINES WHETHER THERE ARE ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. THE CHIEF COMPLIANCE OFFICER OR THE CHIEF COMPLIANCE OFFICER'S DESIGNEE INFORMS THE CHIEF LEGAL COUNSEL OF ANY ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. THE CHIEF LEGAL COUNSEL ADVISES THE BOARD OF DIRECTORS AND OFFICERS OF THE CORPORATION ACCORDINGLY. FORM 990, PART VI, SECTION B, LINE 15 BOSTON MEDICAL CENTER HEALTH SYSTEM IS A SUPPORTING ORGANIZATION OF BOTH BOSTON MEDICAL CENTER AND WELLSENSE HEALTH PLAN. ALL THREE ENTITIES HAVE THE SAME INDEPENDENT COMPENSATION COMMITTEE, FORMED OF INDIVIDUALS WHOSE COMPENSATION IS NOT IN ISSUE, THAT ESTABLISHES THE COMPENSATION OF THE PRESIDENT AND CEO AND APPROVES THE COMPENSATION OF SENIOR MANAGEMENT. THE COMMITTEE MEMBERS ARE NOT UNDER THE CONTROL OR DIRECTION OF ANY HEALTH SYSTEM, MEDICAL CENTER, OR HEALTH PLAN EXECUTIVE SEEKING COMPENSATION. THE INDIVIDUAL COMPENSATION PLANS ARE SUPPORTED BY COMPARABLE DATA, WHICH INCLUDES COMPENSATION PAID FOR COMPARABLE POSITIONS BY SIMILARLY SITUATED ORGANIZATIONS (BOTH TAXABLE AND TAX-EXEMPT), INDEPENDENTLY COMPILED COMPENSATION SURVEYS, AND ACTUAL WRITTEN OFFERS FROM SIMILAR INSTITUTIONS COMPETING FOR THE SERVICES OF THE HEALTH SYSTEM, MEDICAL CENTER, OR HEALTH PLAN EXECUTIVE. THE COMMITTEE MAY ALSO UTILIZE AN INDEPENDENT COMPENSATION CONSULTANT AS PART OF THE COMPENSATION-SETTING PROCESS. THE INDEPENDENT COMMITTEE'S ASSESSMENTS OF THESE CONSIDERATIONS ARE CONTAINED IN THE MINUTES OF THE COMMITTEE MEETINGS. THE REVIEW PROCESS INCLUDES, AND THE MINUTES INDICATE, DISCUSSIONS AND EVALUATIONS OF EACH EXECUTIVE'S PRIOR PERFORMANCE, QUALIFICATIONS, AND EXPERIENCE. THE EXECUTIVES ARE NOT PRESENT FOR THE INDEPENDENT COMMITTEE'S DISCUSSIONS OR THE COMMITTEE'S VOTE ON COMPENSATION. THE MINUTES REFLECT THE FACT THAT NO EXECUTIVE WAS PRESENT. FORM 990, PART VI, SECTION C, LINE 19 OTHER THAN AS REQUIRED BY LAW, WELLSENSE DOES NOT MAKE DOCUMENTS PUBLICLY AVAILABLE. HOWEVER, THE RESTATED ARTICLES OF THE ORGANIZATION ARE POSTED ON THE SECRETARY OF THE COMMONWEALTH'S WEBSITE. BMC HEALTH SYSTEM INC ONE BOSTON MEDICAL CENTER PLACE BOSTON MA 02118 463556853 SUPPORT SERVICES MA 501(C)(3) LINE 12B, II BMC 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0