2023-08-15T09:55:11-05:00 2022-09-30 861065772 Deloitte Tax LLP 695 Town Center Drive Suite 1200 Costa Mesa CA 926261924 990 2021-10-01 455195864 St Luke's Clinic Coordinated Care Ltd STLU 2083812222 190 E Bannock Boise ID 83712 Kathryn Fowler SVP/CFO/Treasurer 2083812222 2023-08-15 1 Kathryn Fowler 999009999 John Sadoff Jr P00540589 7144367100 3 AAL1 IAL1 2021 2023-04-26 12:10:37Z St Luke's Health Partners Accountable Care Organization Amy Gonzalez 190 E Bannock Boise ID 83712 277798661 0 X www.stlukesonline.org X 2012 ID Accountable Care Organization (ACO) organized to participate in the Medicare Shared Savings Program (MSSP). 14 8 0 9 0 0 0 0 296989606 277798661 0 0 0 0 296989606 277798661 279 0 0 0 0 0 0 0 0 304201621 270586370 304201900 270586370 -7212294 7212291 22684344 29142635 754000 0 21930344 29142635 Improve the quality of healthcare delivered, and lower cost for the patients served. 0 0 269131717 0 277798661 St. Luke's Clinic Coordinated Care, Ltd. (SLCCC) is a wholly owned subsidiary of St. Luke's Health System, formed as an accountable care organization to bring doctors, hospitals, and other health care providers together to provide coordinated, high-quality care at lower costs to the population. SLCCC participates in Centers for Medicare and Medicaid ACO initiative that provides tools to support better patient engagement and care management to improve health outcomes, while also furthering the goal of paying providers based on the quality rather than the quantity of care provided. There are over 573 providers and 24,000 beneficiaries participating in the ACO. 269131717 1 0 0 0 0 0 0 0 0 0 0 0 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 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 14 8 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 X X Jared Grant System Controller 2083812222 190 E Banonck Boise ID 83712 X Chris Roth Director (End 2/22) 2.00 52.00 X 0 1218717 51123 James Souza MD Director (End 2/22) 2.00 40.00 X 0 834262 38922 Jeffrey S Taylor Director 2.00 50.00 X 0 819813 388921 Christine Neuhoff Chair (End 10/21) 2.00 50.00 X X 0 770299 41918 Robert Cavagnol MD Director 2.00 40.00 X 0 713783 30739 Laura McGeorge MD Director (Start 10/21 - End 2/22) 2.00 40.00 X 0 507467 32990 Matt Wolff President (End 2/2022) 20.00 20.00 X X 0 327685 50831 John Kaiser MD Director (End 2/22) 2.00 40.00 X 0 201016 0 Gary Fletcher Director (End 10/21) 2.00 0.00 X 0 134067 0 Aaron Brown MD Director (End 10/21) 2.00 40.00 X 0 421678 0 Jim Giuffre Chair (Start 10/21) 2.00 0.00 X X 0 0 0 April Dillion DO Director (Start 10/21) 2.00 0.00 X 0 0 0 Arthur F Oppenheimer Director (Start 10/21 - End 2/22) 2.00 3.00 X 0 0 0 Brian Fortuin MD Director (Start 10/21) 2.00 40.00 X 0 560099 0 Casi Wyatt DO Director (Start 10/21) 2.00 0.00 X 0 0 0 Cynthia York Director 2.00 0.00 X 0 0 0 Daniel Reed MD Director 2.00 0.00 X 0 0 0 David Peterman MD Director (Start 10/21 - End 2/22) 2.00 0.00 X 0 0 0 Dee Jay Mailer Director (Start 10/21) 2.00 0.00 X 0 0 0 Dick Armstrong Director (Start 10/21) 2.00 0.00 X 0 0 0 Ernest Blackwelder Director (Start 10/21) 2.00 0.00 X 0 0 0 Randell Page DO Director (Start 10/21) 2.00 0.00 X 0 0 0 Robert Ohlensehlen Director 2.00 0.00 X 0 0 0 Jason Bronner MD Director (Start 8/22) 2.00 40.00 X 0 549515 42639 Ben Keith Secretary 2.00 40.00 X 0 237515 44857 Amy Gonzalez Treasurer,Interim Pres (Start 2/22) 20.00 20.00 X 0 172430 17070 Dave Self Former Officer 0.00 40.00 X 0 913426 26410 0 8381772 766420 0 1 1 0 0 Premium Revenue 900099 277798661 277798661 277798661 277798661 277798661 0 0 58069 58069 312113 312107 6 7158 7158 13820 13820 1441 1441 Medical Claim Expense 266986514 266986514 SLHS Allocated Wages 2331241 1183379 1147862 Contract service 649717 649717 Allocated SLHS exp 213259 213259 13038 13038 270586370 269131717 1454653 0 754000 0 21930344 29142635 22684344 29142635 754000 0 754000 0 X 21930344 29142635 21930344 29142635 22684344 29142635 7212291 0 X 0 1 X 1 1 1 X 230518863 312879789 331940069 296989606 277798661 1450126988 230518863 312879789 331940069 296989606 277798661 1450126988 0 0 0 1450126988 230518863 312879789 331940069 296989606 277798661 1450126988 1.00000 1.00000 0.00000 0.00000 X Form 990-Schedule A,Part III St. Luke's Clinic Coordinated Care, Ltd. (SLCCC) was organized on May 1, 2012 for the purpose of operating as an Accountable Care Organization (ACO)and participating in the Medicare Shared Savings Program (MSSP). The MSSP is a program administered by the Centers for Medicare and Medicaid Services (CMS)and CMS must approve all ACO applications. Part of the application process requires that an organization seeking ACO status must first organize itself as a separate legal entity. On December 11, 2012, SLCCC received official approval from CMS and began operating as an ACO on January 1, 2013. SLCCC continues to participate in CMS's ACO programs each year. 0 Due from Related Organizations 29142635 29142635 X Part X, Line 2: Footnote Disclosure-Uncertain Tax Positions Under ASC 740 (Source: Consolidated Financial Statements-St. Luke's Health System Fiscal Year 2022) Income Taxes - The Health System is a not-for-profit corporation and is recognized as tax-exempt pursuant to Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. The Health System has activities that are considered unrelated business taxable income (UBTI), which are subject to excise tax. The Health System also has two taxable subsidiaries, SLHP and the Plan whose operations are included in the consolidated financial statements and as such we have provided for income taxes on this activity under the Accounting Standards Codification (ASC) 740. For the Health System's taxable subsidiary and activities considered UBTI, income taxes are accounted for under the asset and liability method, which requires the recognition of Deferred Tax Assets (DTAs) and Deferred Tax Liabilities (DTLs) for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, the Health System determines DTAs and DTLs based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on DTAs and DTLs is recognized in results of operations in the period that includes the enactment date of the rate change. The Health System recognizes DTAs to the extent that these assets are more likely than not to be realized. In making such a determination, the Health System considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Health System determines that DTAs are realizable in the future in excess of their net recorded amount, the Health System would make an adjustment to the DTA valuation allowance, which would reduce the provision for income taxes. The Health System records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Health System determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Health System recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. Management is not aware of any uncertain tax positions that should be recorded. 0 1 0 0 0 0 0 0 0 Chris Roth Director (End 2/22) 0 1051056 0 1158 0 166503 0 21816 0 29307 0 1269840 0 0 Jeffrey S Taylor Director 0 763131 0 1158 0 55524 0 366723 0 22198 0 1208734 0 0 Dave Self Former Officer 0 588732 0 1158 0 323536 0 16626 0 9784 0 939836 0 0 James Souza MD Director (End 2/22) 0 744115 0 1158 0 88989 0 26188 0 12734 0 873184 0 0 Christine Neuhoff Chair (End 10/21) 0 683156 0 1158 0 85985 0 21816 0 20102 0 812217 0 0 Robert Cavagnol MD Director 0 622815 0 51158 0 39810 0 13072 0 17667 0 744522 0 0 Jason Bronner MD Director (Start 8/22) 0 480910 0 48295 0 20310 0 17444 0 25195 0 592154 0 0 Brian Fortuin MD Director (Start 10/21) 0 0 0 0 0 560099 0 0 0 0 0 560099 0 0 Laura McGeorge MD Director (Start 10/21 - End 2/22) 0 414749 0 44896 0 47822 0 26188 0 6802 0 540457 0 0 Aaron Brown MD Director (End 10/21) 0 0 0 0 0 421678 0 0 0 0 0 421678 0 0 Matt Wolff President (End 2/2022) 0 285729 0 1158 0 40798 0 21816 0 29015 0 378516 0 0 Ben Keith Secretary 0 196575 0 1158 0 39782 0 13199 0 31658 0 282372 0 0 John Kaiser MD Director (End 2/22) 0 0 0 0 0 201016 0 0 0 0 0 201016 0 0 Amy Gonzalez Treasurer,Interim Pres (Start 2/22) 0 141313 0 3158 0 27959 0 7447 0 9623 0 189500 0 0 Part I, Line 3 Compensation for the organization's CEO is determined by St. Luke's Health System, Ltd. (System), sole member of St. Luke's Clinic Coordinated Care, Ltd. The System board approves the compensation amount per the recommendation of its compensation committee, and the decision is then reviewed and ratified by the board of directors for St. Luke's Clinic Coordinated Care, Ltd. In determining compensation for the CEO, the System board utilizes the following criteria: Compensation Committee Independent compensation consultant Compensation survey or study Approval by the board or compensation committee Part I, Line 4b: During CY2021, the following individuals participated in a supplemental non-qualified executive retirement plan: Gary Fletcher received $134,067 of taxable and $66,414 of non-taxable benefits for services in a supplemental retirement plan. Part I, Line 4b: During CY2021, Jeffrey S. Taylor was a participant in the supplemental non-qualified executive retirement plan. There were no additional benefits accrued during the calendar year on behalf of the participant. Part II - Column (C) During CY2021 the following individual participated in the basic pension plan. Due to changes in actuarial assumptions, this individual experienced an increase in the vested balance of the plan. Jeffrey S. Taylor $340,535 Form 990, Part VI, Section A, line 6 St. Luke's Health System, Ltd. is the sole member of St. Luke's Clinic Coordinated Care, Ltd. Form 990, Part VI, Section A, line 7a St. Luke's Clinic Coordinated Care, Ltd. (Corporation), after consulting with the President and CEO of St. Luke's Health System, Ltd. (Member) shall employ a competent President of the Corporation. St. Luke's Health System, Ltd., is the sole member of the Corporation. Form 990, Part VI, Section A, line 7b St. Luke's Health System, Ltd. (Member) maintains approval and implementation authority over St. Luke's Clinic Coordinated Care, Ltd. (Corporation). Approval Authority means those actions which require approval by the Corporation and the Member for the action to be valid. Actions requiring Approval Authority may be initiated by the Corporation (by action of its Board of Directors) and must be approved by both the Corporation and the Member. Actions requiring approval authority include: (a) Changes to the statements of mission, philosophy and values of the Corporation; (b) Amendment of the Articles of Incorporation of the Corporation; (c) Amendment of the Bylaws of the Corporation; (d) Appointment of members to the Corporation's Board of Directors, other than ex officio Directors; (e) Removal of an individual from the Corporation's Board of Directors if and when removal is requested by the Corporation's Board of Directors, which request may only be made if the Director is failing to meet the reasonable expectations for service on the Corporation's Board of Directors that are applicable to the Corporation (the "Approved Board Member Expectations"); (f) Approval of operating and capital budgets of the Corporation (each, an "Approved Budget"), and deviations to an Approved Budget over amounts established from time to time by the Member; (g) Approval of the strategic/tactical plans and goals and objectives (the "Approved Plans") of the Corporation; (h) Approval to voluntarily cease or substantially modifying its participation in a Medicare ACO Program as an ACO for any reason; and (i) Approval of such other matters as are expressly reserved for, or are otherwise within the power of, the Member under applicable law or the Company's Articles of Incorporation or these Bylaws. Implementation Authority means those actions which the Member may take without the approval or recommendation of the Corporation. This authority will not be utilized until there has been appropriate communication between the Member and the Corporation's Board of Directors and its Chief Executive Officer. Actions requiring implementation authority include: (a) Appointment of the auditor for the Corporation and coordination of the Corporation's annual audit; (b) Sale, lease, exchange, mortgage, pledge, creation of a security interest in or other disposition of real or personal property of the Corporation if such property has a fair market value in excess of a limit set from time to time by the Member and that is not otherwise contained in an Approved Budget; (c) Sale, merger, consolidation, change of membership, sale of all or substantially all of the assets of the Corporation; (d) The dissolution of the Corporation, (e) Incurrence of debt by the Corporation in accordance with requirements established from time to time by the Member and that is not otherwise contained in an Approved Budget; and (f) Any action necessary in order to (a) carry out the tax-exempt purpose of the Member and/or any of its tax-exempt affiliates, (b) protect or preserve the tax-exempt status of (or the bonds relating to) the Member or any of its tax-exempt affiliates, and/or (c) protect the Medicare provider status of any affiliates of Member. Form 990, Part VI, Section B, line 11b The Form 990 (Form) is reviewed by an independent public accounting firm based on audited financial statements of the St. Luke's Health System and with the assistance of the organization's finance and accounting staff. A complete copy of the Form 990 is made available to the Board of Directors prior to filing. Form 990, Part VI, Section B, line 12c The organization annually reviews the conflict of interest policy with each board member and also with new board members. Persons covered under the policy include officers, directors, senior executives, non-director members of Board committees, and others as identified by a senior executive. At all levels the board is responsible for assessing, reviewing, and resolving any conflicts of interest that have been disclosed by a covered person, or a conflict of interest disclosed by a covered person with respect to a covered person other than himself/herself. Where a conflict exists, the affected parties must recuse themselves from participating in any discussion and/or vote related to the conflict. Form 990, Part VI, Section B, line 15 Executive compensation is set by St. Luke's Boards of Directors and is reviewed annually. Compensation levels are based on an independent analysis of comparable pay packages offered at similar institutions across the country, with the goal of placing executives in the 50th percentile in aggregate of those surveyed. These surveys are usually done annually. St. Luke's Health System is committed to providing the highest quality medical care to all people regardless of their ability to pay. To keep that commitment, St. Luke's puts a great deal of time and effort into recruiting and retaining the top physicians in a variety of medical fields. Our relationships with physicians range from having privileges at the hospital to full employment. For those physicians who choose to be employed, St. Luke's must offer competitive pay and benefits. Physician compensation is based on a range of criteria and can be influenced by a number of variables including: -Community need for medical specialty -Experience -Productivity -Geography -National surveys adjusted for local conditions -Willingness to serve regardless of patients' ability to pay -Duration of relationship and contractual terms -Performance on quality metrics To ensure physician compensation and benefits remain within industry standards and legal requirements for not-for-profit institutions, St. Luke's has a Physician Arrangements policy that specifies circumstances requiring a third-party valuation and also periodically uses third-party consulting firms to review St. Luke's physician compensation arrangements. Given the growing national shortage of physicians, recruiting and retaining physicians is more critical than ever to guarantee that people seeking care at St. Luke's will continue to have access to the physicians and specialists they need regardless of their insurance status or insurance provider. Form 990, Part VI, Section C, line 19 The organization's governing documents, conflict of interest policy, and financial statements are not available to the public. Form 990 is available for public inspection on our website, which contains financial information. Form 990, Part VII, Section A: Allocation of Compensation and Hours: The total hours worked and compensation reported for the following individuals represent services rendered to organizations within the St. Luke's Health System: Chris Roth: St. Luke's Health System, Ltd. St. Luke's Regional Medical Center, Ltd. St. Luke's McCall, Ltd. St. Luke's Health Foundation, Ltd. St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Nampa Medical Center, Ltd. Christine Neuhoff: St. Luke's Health System, Ltd. St. Luke's Regional Medical Center, Ltd. St. Luke's McCall, Ltd. St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Nampa Medical Center, Ltd. Ben Keith: St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Health System, Ltd. Dave Self: St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Health System, Ltd. James Souza, MD: St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Health System, Ltd. Jeffrey S. Taylor: St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Health System, Ltd. St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's McCall, Ltd. St. Luke's Nampa Medical Center, Ltd. St. Luke's Regional Medical Center St. Luke's Wood River Medical Center, Ltd. Laura McGeorge, MD: St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Health System, Ltd. Matt Wolff: St. Luke's Clinic Coordinated Care, Ltd. St. Luke's Health System, Ltd. Also, it should be noted that the hours reported for the directors (employed by St. Luke's), officers, key employees, and highest paid employees are based on a minimum 40 hour work week. However, due to the demands of their roles within the St. Luke's Health System, the hours worked by these individuals often exceed the minimum required 40 hours. Form 990, Part VII, Section A: St. Luke's Clinic Coordinated Care, Ltd. (SLCCC), an Accountable Care Organization (ACO), has contracted with the following participating hospitals and physician practices within the St. Lukes Health System. The following related organizations within the St. Luke's Health System have executed Participating Provider Agreements with SLCCC: St. Luke's Regional Medical Center, Ltd. St. Luke's Clinic-Treasure Valley, LLC St. Luke's Magic Valley Regional Medical Center, Ltd. St. Luke's Clinic, LLC St. Luke's Wood River Medical Center, Ltd. St. Luke's Clinic-Wood River, LLC St. Luke's McCall, Ltd. St. Luke's Clinic-McCall, LLC St. Luke's Nampa, Ltd. In addition, SLCCC has executed Participating Provider agreements with the following providers that have Exclusive Service Agreements with St. Luke's Health System: -Southern Idaho Radiology, P.A. -Valley Pathology Associates, PLLC Form 990, Part VII, Section B: All contractors are paid at the system level, and no contractors reach the level of being reported for SLCCC. St Luke's Health Foundation Ltd 190 E Bannock Boise ID 83712 810600973 Fundraising ID 501(c)(3) 7 St Luke's Health System Ltd 0 St Luke's Health System Ltd 190 E Bannock Boise ID 83712 562570681 Supporting Organization ID 501(c)(3) 12C, III-FI N/A 0 St Luke's Magic Valley Regional Medical Center Ltd 190 E Bannock Boise ID 83712 562570686 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's McCall Ltd 190 E Bannock Boise ID 83712 273311774 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's Nampa Medical Center Ltd 190 E Bannock Boise ID 83712 821162805 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's Regional Medical Center Ltd 190 E Bannock Boise ID 83712 820161600 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 St Luke's Wood River Medical Center Ltd 190 E Bannock Boise ID 83712 841421665 Healthcare Services ID 501(c)(3) 3 St Luke's Health System Ltd 0 Sequoyah Assurance Ltd PO Box 1051 Grand Cayman CJ KY1-1102 981631863 Captive Insurance CJ N/A C 0 St Luke's Health Plan Inc 800 E Park Blvd Boise ID 83712 874765682 Health Insurance Provider ID N/A C 0 Select Medical Network of Idaho Inc PO Box 1990 Boise ID 83701 810594024 Provider Network ID N/A C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0