2023-11-07T07:40:04-06:00 2022-12-31 540504608 BROWN EDWARDS & COMPANY LLP 3906 ELECTRIC ROAD ROANOKE VA 24018 990 2022-01-01 205945158 CORVESTA INC CORV 5409898000 4818 STARKEY ROAD ROANOKE VA 240188542 R JAMES BARKER CHIEF FINANCIAL OFFICER 5409898000 2023-11-03 1 R JAMES BARKER 999009999 0 PATRICK PITTMAN P00587461 5403450936 2023-11-03 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z R JAMES BARKER 4818 STARKEY ROAD ROANOKE VA 240188542 426333 0 X WWW.CORVESTA.COM X 2006 VA PROVIDE OPPORTUNITIES THROUGH A HOLDING COMPANY IN SUPPORT OF THE MISSION OF DELTA DENTAL OF VA. 9 8 55 0 0 0 0 0 0 0 -1235003 -668910 0 0 -1235003 -668910 0 0 0 0 23049289 10338393 0 0 0 26207397 22133151 49256686 32471544 -50491689 -33140454 82180783 80763476 57646006 8224028 24534777 72539448 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 33 0 1 55 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 4818 STARKEY ROAD ROANOKE VA 24018 MR THOMAS R BYRD CHAIRMAN OF THE BOARD 4.00 2.00 X X 55250 0 0 MS JEANNE ARMENTROUT DIRECTOR 3.00 0.00 X 33500 0 0 MR BARRY E DUVAL DIRECTOR 1.00 1.00 X 30000 0 0 MR JAMES C HALE DIRECTOR 3.00 0.00 X 35000 0 0 MR DOUGLAS JUANARENA DIRECTOR 3.00 1.00 X 32250 0 0 MS PAMELA S SCHUTZ DIRECTOR 3.00 1.00 X 35750 0 0 MR JAN S SESSOR DIRECTOR 3.00 1.00 X 31500 0 0 MS LAURA W THOMAS DIRECTOR 4.00 2.00 X 8250 47750 0 MR FRANK L LUCIA PRESIDENT & CEO 40.00 2.00 X X 1391065 0 93488 MR R JAMES BARKER CHIEF FINANCIAL OFFICER 40.00 0.00 X 595726 0 79582 MR CHAD MCINTOSH GENERAL COUNSEL 40.00 0.00 X 465215 0 71486 MS KATHARINE CLAYTOR VICE PRESIDENT 40.00 0.00 X 405971 0 63195 MS LORA J WILKINSON VICE PRESIDENT 40.00 0.00 X 375346 0 60445 MS LOTTIE SCHOTTMILLER STAFF 40.00 0.00 X 196764 0 59726 MS LISA R NICHOLS STAFF 40.00 0.00 X 186008 0 49807 MS DAWN H MCCRAY STAFF 40.00 0.00 X 186226 0 46801 MS DEBORAH S MARTIN STAFF 40.00 0.00 X 218845 0 59351 MS MARY B SMITH STAFF 40.00 0.00 X 169904 0 55353 MS STACY CAMPBELL FORMER KEY EMPLOYEE 0.00 0.00 X 171302 0 0 4623872 47750 639234 22 1 1 0 NORTHWINDS TECHNOLOGY SOLUTION 11 SHUMAN BLVD NAPERVILLE IL 60563 IT SERVICES / AFFILIATE 17815806 ACCION LABS US INC DDI PLAZZA 1 1225 WASHINGTON PIKE BRIDGEVILLE PA 15017 CONTRACT PROGRAMMING 507426 TEK SYSTEMS PO BOX 198568 ATLANTA GA 303848568 CONTRACT PROGRAMMING 203192 HEALTHEDGE SOFTWARE INC 30 CORPORATE DRIVE BURLINGTON MA 01803 SOFTWARE DEVELOPMENT 191823 MARLIN HAWK 11 WEST 42ND ST NEW YORK NY 10036 CONSULTING SERVICES 141750 6 426333 426333 1095243 -1095243 -1095243 -1095243 -668910 0 0 -668910 X 3863019 3863019 4397550 4397550 579296 579296 1088067 1088067 410461 410461 131174 131174 87550 87550 25000 25000 90724 90724 19185496 19185496 2271 2271 1020223 1020223 65682 65682 238156 238156 381526 381526 106988 106988 EQUIPMENT RENTAL & SOFT 492018 492018 TEMPORARY HELP 178220 178220 MISCELLANEOUS OPERATING 63031 63031 BUSINESS DUES 39594 39594 25498 25498 32471544 0 32471544 0 7942626 31516271 1387047 189452 1301540 141946 2660324 2426311 39229838 234013 16817548 17142617 13332141 25765095 2170043 5774082 82180783 80763476 17420422 6949368 40225584 1274660 57646006 8224028 X 0 0 0 0 24534777 72539448 24534777 72539448 82180783 80763476 X -33140454 -2687923 83833048 X X 0 1 X 1 0 2660324 2426311 234013 234013 REVOLV, INC. 4350722 C ENCARA, INC 173487 C STRYDEN, INC. 5119244 C SPRINGROCK VENTURES, LP 1819764 C ARMATA PHARMACEUTICALS, INC 786091 F NORTHWINDS 13515787 C 25765095 INVESTMENT - DEFERRED COMP 457B 1546386 DUE FROM STRYDEN 12040 DUE FROM REVOLV 346969 DUE FROM DELTA DENTAL FOUNDATION 13275 DUE FROM DDVA 1355412 DUE FROM NORTHWINDS 2500000 5774082 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 X 1 1 X X X X X X 1 1 0 0 0 0 0 1 0 MR FRANK L LUCIA PRESIDENT & CEO 799027 0 574200 0 17838 0 61000 0 32488 0 1484553 0 0 0 MR R JAMES BARKER CHIEF FINANCIAL OFFICER 399260 0 194722 0 1744 0 61000 0 18582 0 675308 0 0 0 MR CHAD MCINTOSH GENERAL COUNSEL 306570 0 155765 0 2880 0 38034 0 33452 0 536701 0 0 0 MS KATHARINE CLAYTOR VICE PRESIDENT 270427 0 133152 0 2392 0 38034 0 25161 0 469166 0 0 0 MS LORA J WILKINSON VICE PRESIDENT 233055 0 140098 0 2193 0 38034 0 22411 0 435791 0 0 0 MS DEBORAH S MARTIN STAFF 170336 0 46565 0 1944 0 27251 0 32100 0 278196 0 0 0 MS LOTTIE SCHOTTMILLER STAFF 151075 0 45348 0 341 0 25831 0 33895 0 256490 0 0 0 MS LISA R NICHOLS STAFF 140941 0 42990 0 2077 0 23915 0 25892 0 235815 0 0 0 MS DAWN H MCCRAY STAFF 143666 0 39659 0 2901 0 23813 0 22988 0 233027 0 0 0 MS MARY B SMITH STAFF 130963 0 36992 0 1949 0 22178 0 33175 0 225257 0 0 0 MS STACY CAMPBELL FORMER KEY EMPLOYEE 0 0 72499 0 98803 0 0 0 0 0 171302 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, LINES 4A-B 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). MS. STACY CAMPBELL, FORMER KEY EMPLOYEE, WAS PAID SEVERANCE IN 2022 PURSUANT TO HER SEPARATION AGREEMENT IN CONSIDERATION OF HER YEARS OF SERVICE AND LEVEL OF RESPONSIBILITY. THIS SEVERANCE PAYMENT IS REFLECTED IN FORM 990 PART VII COLUMN D AND SCHEDULE J PART II COLUMN B(III). THERE WERE NO LUMP SUM PAYMENTS PAID FROM THIS ORGANIZATION NOR A RELATED ORGANIZATION IN 2022. 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 DOCUMENT AND 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 19,185,496. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 19,185,496. FORM 990, PART XI, LINE 9: REVOLV, INC. GAIN 2,074,250. STRYDEN, INC. GAIN 165,141. ALLOCATED EXPENSES TO SUBS 32,375,137. SURPLUS TRANSFER FROM DELTA DENTAL OF VIRGINIA 12,000,000. GAIN ON ASSET TRANSFER 37,218,520. 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. 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