2023-11-06T13:11:13-06:00 2022-12-31 990 2022-01-01 863471400 SENTARA COMMUNITY HEALTH AND WELLNESS INITIATIVE SENT 7574557020 6015 POPLAR HALL DRIVE NORFOLK VA 23502 AUBREY L LAYNE PRESIDENT 7574557020 2023-11-06 AUBREY LAYNE 999009999 0 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z X AUBREY L LAYNE 6015 POPLAR HALL DRIVE NORFOLK VA 23502 0 0 X WWW.SENTARA.COM X 2021 VA THE ORGANIZATION PARTICIPATES IN STATE AND FEDERAL REGULATORY AND LEGISTLATIVE ADVOCACY DESIGNED TO MAINTAIN AND IMPROVE QUALITY AND COST-EFFECTIVE HEALTH CARE SERVICES IN THE COMMONWEALTH OF VIRGINIA AND SURROUNDING AREAS. X 4 0 0 0 0 0 650000 0 0 0 0 0 0 0 650000 0 2850 0 0 0 0 0 0 0 0 1448032 23512 1450882 23512 -800882 -23512 652758 0 1453640 0 -800882 0 THE ORGANIZATION PARTICIPATES IN STATE AND FEDERAL REGULATORY AND LEGISLATIVE ADVOCACY DESIGNED TO MAINTAIN AND IMPROVE QUALITY AND COST-EFFECTIVE HEALTH CARE SERVICES IN THE COMMONWEALTH OF VIRGINIA AND SURROUNDING AREAS. 0 0 23047 ADVOCACY FOR VARIOUS ISSUES RELATING TO MAINTAINING AND IMPROVING QUALITY AND COST-EFFECTIVE HEATLH CARE SERVICES IN THE COMMONWEALTH OF VIRGINIA AND SURROUNDING AREAS. 23047 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 0 0 1 1 0 0 1 X 0 0 1 0 0 0 0 0 0 0 0 0 X 4 0 1 0 0 0 1 1 1 1 1 0 0 1 0 0 0 0 0 0 X CORPORATE OFFICERS 7574557020 6015 POPLAR HALL DRIVE NORFOLK VA 23502 BECKY C SAWYER DIRECTOR/PRESIDENT (THROUGH 2/22) 1.00 40.00 X X 0 1493517 -102625 DENNIS A MATHEIS DIRECTOR/VICE PRESIDENT 1.00 49.00 X X 0 2334925 269863 ANNA JAMES DIRECTOR/TREASURER 1.00 40.00 X X 0 343886 5042 JORDAN R ASHER MD DIRECTOR 1.00 42.00 X 0 1767412 171124 AUBREY L LAYNE DIRECTOR/PRESIDENT (EFF 2/22) 1.00 41.00 X X 0 1335772 140048 LOUIS PATALANO IV FORMER OFFICER 0.00 0.00 X 0 1103191 -16296 0 8378703 467156 0 1 1 0 0 0 0 0 0 2813 2348 465 UBIT 20699 20699 23512 23047 465 0 X 649999 0 0 0 0 0 0 0 0 0 0 0 0 0 2759 0 0 652758 0 1453640 0 1453640 0 X -800882 0 -800882 0 652758 0 X -23512 824394 X 0 1 X 1 0 1 1 0 1 1 0 0 0 0 0 0 0 DENNIS A MATHEIS DIRECTOR/VICE PRESIDENT 0 1334820 0 926618 0 73487 0 242038 0 27825 0 2604788 0 29375 JORDAN R ASHER MD DIRECTOR 0 928949 0 804371 0 34092 0 129739 0 41385 0 1938536 0 0 AUBREY L LAYNE DIRECTOR/PRESIDENT (EFF 2/22) 0 983672 0 304056 0 48044 0 129540 0 10508 0 1475820 0 0 BECKY C SAWYER DIRECTOR/PRESIDENT (THROUGH 2/22) 0 773361 0 662235 0 57921 0 -134377 0 31752 0 1390892 0 26250 LOUIS PATALANO IV FORMER OFFICER 0 0 0 0 0 1103191 0 -17502 0 1206 0 1086895 0 0 ANNA JAMES DIRECTOR/TREASURER 0 244228 0 99446 0 212 0 -26750 0 31792 0 348928 0 0 PART I, LINES 4A-B LOUIS PATALANO, IV RECEIVED $1,103,191 IN COMPENSATION RELATED TO HIS SEPARATION FROM SERVICE. THIS AMOUNT HAS BEEN INCLUDED IN COLUMN (B)(III) OF SCHEDULE J, PART II. DENNIS MATHEIS, BECKY SAWYER, JORDAN ASHER, AND AUBREY LANE PARTICIPATED IN THE SENTARA CAPITAL ACCUMULATION ACCOUNT PLAN. THE CAPITAL ACCUMULATION PLAN IS A NONQUALIFIED DEFERRED COMPENSATION PROGRAM. SUCH PLANS ARE COMMONLY OFFERED TO NOT-FOR-PROFIT HEALTH CARE EXECUTIVES TO PROVIDE ADDITIONAL RETIREMENT BENEFITS TO SUPPLEMENT LIMITATIONS IN QUALIFIED PLANS. PARTICIPATION IS LIMITED TO A SELECT GROUP OF CORPORATE EXECUTIVES AS APPROVED BY SENTARA HEALTH'S BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. TERMS OF THE PLAN CHANGED EFFECTIVE JANUARY 1, 2009, WHEREBY VESTING OF CONTRIBUTIONS MADE ON OR AFTER THAT DATE NOW OCCURS ON THE EARLIER OF FIVE YEARS FOR EACH YEARS' CONTRIBUTIONS OR AGE 55 WITH 10 YEARS OF SERVICE. UNDER THE OLD TERMS, VESTING OF CONTRIBUTIONS MADE PRIOR TO JANUARY 1, 2009 OCCURS ON THE EARLIEST OF ASSIGNED DISTRIBUTION DATE, DEATH, INVOLUNTARY TERMINATION WITHOUT CAUSE OR COMPLETION OF TWO-YEAR NON-COMPETE AFTER VOLUNTARY TERMINATION (REGARDLESS OF ORIGINAL ASSIGNED DISTRIBUTION DATE). DURING 2022, THE FOLLOWING CORPORATE EXECUTIVES RECEIVED VESTED DISTRIBUTIONS UNDER THE PLAN: BECKY SAWYER ($37,828) AND DENNIS MATHEIS ($32,207). THESE AMOUNTS HAVE BEEN REPORTED IN COLUMN (B)(III) OF SCHEDULE J, PART II. DURING THE CURRENT TAX YEAR DENNIS MATHEIS PARTICIPATED IN THE SENTARA NON-QUALIFIED DEFERRED COMPENSATION PLAN. A NEW PLAN YEAR BEGINS EACH JANUARY 1ST. ELIGIBILITY REQUIRES THAT AN EMPLOYEE MUST BE IN THE TOP 5% BY SALARY AND HAVE COMPENSATION GREATER THAN OR EQUAL TO THE HIGHLY COMPENSATED AMOUNT SET BY THE PLAN IN ORDER TO PARTICIPATE. PARTICIPANTS MUST MAKE THEIR ELECTIONS IN THE YEAR PRECEDING THE DEFERRAL YEAR AND SELECT A DISTRIBUTION DATE. NEW ELECTIONS MUST BE MADE EACH YEAR. ALL PARTICIPANTS ARE 100% VESTED IN THEIR ACCOUNT BALANCES AND LUMP SUM IS THE FORM OF PAYMENT AT THE DISTRIBUTION DATE UNLESS A 5 OR 10 YEAR INSTALLMENT PAYMENT WAS SELECTED. 0 0 0 0 1 1 1 1 0 SCHEDULE N PART I LINE 1 ON DECEMBER 20, 2022, THE ORGANIZATION'S SOLE CLASS A MEMBER, SENTARA HEALTH, APPROVED ITS DISSOLUTION EFFECTIVE DECEMBER 31, 2022. AS THE ORGANIZATION HELD NO ASSETS UPON ITS DISSOLUTION, THERE WERE NO ASSETS TO DISTRIBUTE. FORM 990, PART V, LINE 1A, NUMBER REPORTED IN BOX 3 OF FORM 1096: SENTARA HEALTH, A VIRGINIA NONSTOCK CORPORATION AND THE 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM, MAINTAINS AN AGENCY RELATIONSHIP WITH THE ORGANIZATION AND ISSUES ALL 1099S ON ITS BEHALF. THE NUMBER REPORTED IS A BEST ESTIMATE OF THE 1099S ATTRIBUTABLE TO THE ORGANIZATION. THE EXACT NUMBER CANNOT BE DETERMINED; AS SOME OF THE 1099S ISSUED BY THE AGENT ARE ATTRIBUTABLE TO MORE THAN ONE ENTITY, AND THERE IS NO REPORTING MECHANISM TO DETERMINE 1099'S ATTRIBUTABLE SOLELY TO THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 2 THE ORGANIZATION'S OFFICERS AND DIRECTORS SERVED TOGETHER ON THE BOARDS OF OTHER ORGANIZATIONS WITHIN THE SENTARA HEALTH SYSTEM ("THE SYSTEM"), AS WELL AS JOINT VENTURES IN WHICH THE SYSTEM HAD AN OWNERSHIP INTEREST. SEE SCHEDULE R FOR A LISTING OF SUCH ENTITIES. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAD TWO CLASSES OF MEMBERS; ONLY THE CLASS A MEMBER HAD VOTING RIGHTS, INCLUDING THE POWER TO ANNUALLY ELECT MEMBERS OF THE ORGANIZATION'S GOVERNING BODY. THE ORGANIZATION'S SOLE CLASS A MEMBER WAS SENTARA HEALTH, A VIRGINIA NONSTOCK CORPORATION AND 501(C)(3) TAX EXEMPT ENTITY. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF DIRECTORS, WHICH SERVED AS THE ORGANIZATION'S GOVERNING BODY, WAS ELECTED BY ITS SOLE CLASS A MEMBER, SENTARA HEALTH, A VIRGINIA NONSTOCK CORPORATION AND THE 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM. FORM 990, PART VI, SECTION A, LINE 7B THE SOLE CLASS A MEMBER, SENTARA HEALTH, A VIRGINIA NONSTOCK CORPORATION AND THE 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM, HAS THE RIGHT TO VOTE ON AMENDMENTS TO THE ORGANIZATION'S GOVERNING DOCUMENTS; THE CONVERSION, MERGER, CONSOLIDATION, OR SALE OF SUBSTANTIALLY ALL OF THE ASSETS OF THE ORGANIZATION; THE DISSOLUTION OF THE ORGANIZATION; AND ANY MATTER PRESENTED TO THE ORGANIZATION'S MEMBERS FOR A VOTE. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION WAS PART OF THE SENTARA HEALTH SYSTEM ("THE SYSTEM"), AND AS SUCH, USED THE SYSTEM'S IN-HOUSE TAX DEPARTMENT, HEADED BY A LICENSED CERTIFIED PUBLIC ACCOUNTANT, TO BOTH PREPARE AND REVIEW ITS FORM 990. DURING THE PREPARATION AND REVIEW PROCESS, THE TAX DEPARTMENT WORKED CLOSELY WITH OTHER SYSTEM DEPARTMENTS, SUCH AS LEGAL, COMPENSATION AND BENEFITS, COMPLIANCE, FINANCE, AND MARKETING, TO ENSURE THAT A COMPLETE AND ACCURATE RETURN WAS FILED. THE PARENT OF THE SYSTEM IS SENTARA HEALTH, A VIRGINIA NONSTOCK CORPORATION AND 501(C)(3) TAX EXEMPT ENTITY. FORM 990, PART VI, SECTION B, LINE 12 THE ORGANIZATION FOLLOWS THE CONFLICT OF INTEREST POLICY ADOPTED BY SENTARA HEALTH, THE ORGANIZATION'S SOLE CLASS A MEMBER. DIRECTORS, BOARD-NOMINATED OFFICERS, AND KEY EMPLOYEES ARE REQUESTED TO SUBMIT AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE AND CERTIFY TO THE COMPLETION AND ACCURACY OF THE INFORMATION DISCLOSED. ADDITIONALLY, EACH ORGANIZATION'S GOVERNING BOARD OR APPROPRIATE BODY MONITORS TRANSACTIONS INVOLVING DISCLOSED POTENTIAL CONFLICTS OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 AS PART OF THE SENTARA HEALTH SYSTEM ("THE SYSTEM"), THE ORGANIZATION FOLLOWED PROCESSES AND PROCEDURES SET FORTH IN ITS GOVERNING DOCUMENTS TO ENSURE COMPLIANCE WITH ITS OBLIGATIONS AS A 501(C)(3) HEALTHCARE ORGANIZATION TO PAY DISQUALIFIED PERSONS REASONABLE COMPENSATION. SUCH PROCESSES AND PROCEDURES ARE INTENDED TO ESTABLISH THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE INTERNAL REVENUE CODE SECTION 4958 REGULATIONS. THE COMPENSATION PHILOSOPHY OF THE ORGANIZATION IS TO BASE OVERALL COMPENSATION AND BENEFITS FOR EXECUTIVES ON NOT-FOR-PROFIT MARKET COMPARABLES, TAKING INTO CONSIDERATION THE INDIVIDUAL SKILLS, EXPERIENCE, TENURE AND PERFORMANCE OF THE EXECUTIVE BEING COMPENSATED AND OVERALL PERFORMANCE OF THE ORGANIZATION. IN LINE WITH THIS PHILOSOPHY, THE ORGANIZATION PERFORMED SUBSTANTIAL DUE DILIGENCE AS TO MARKET COMPARABLES. THE COMPENSATION COMMITTEE, WHICH CONSISTS OF INDEPENDENT BOARD MEMBERS WITHOUT CONFLICTS OF INTEREST, ENGAGED AN OUTSIDE CONSULTANT, WHO REPORTS TO THE COMPENSATION COMMITTEE, TO CONDUCT A STUDY ASSESSING THE COMPETITIVENESS OF TOTAL COMPENSATION (INCLUDING CASH COMPENSATION, BENEFITS AND PERQUISITES) OF ITS SENIOR EXECUTIVES PRIOR TO MAKING DECISIONS REGARDING ANNUAL BASE SALARY ADJUSTMENTS, APPROVING INCENTIVE AWARDS, OR CONSIDERING PROGRAMMATIC CHANGES. THE STUDY COMPARED THE COMPENSATION OF THE ORGANIZATION'S SENIOR EXECUTIVES TO COMPENSATION DATA FROM PUBLISHED SURVEY SOURCES BASED ON EACH SENIOR EXECUTIVE'S FUNCTIONAL RESPONSIBILITY. IN CONDUCTING THE STUDY, THE CONSULTANT TARGETED OTHER NOT-FOR-PROFIT HEALTH SYSTEMS OF SIMILAR SIZE BASED ON NET REVENUE AND COMPLEXITY. FOR HEALTH PLAN POSITIONS, HEALTH PLANS WITH SIMILAR PREMIUMS, OR MEMBERS, WERE TARGETED. THE CONSULTANT ALSO CONDUCTS A REVIEW OF THE ORGANIZATION'S PERFORMANCE EVERY YEAR. THE MOST RECENT STUDY COMPARED SENTARA'S PERFORMANCE TO 28 NOT-FOR-PROFIT HEALTHCARE SYSTEMS, AND 36 INDEPENDENT AND INTEGRATED DELIVERY SYSTEM-OWNED HEALTH PLANS BASED ON NET REVENUE GROWTH, OPERATING MARGIN, VARIOUS CLINICAL QUALITY METRICS AND PATIENT SATISFACTION. OVERALL, THE CONSULTANT DETERMINED THAT SENTARA'S PAY WAS ALIGNED WITH ITS RELATIVE PERFORMANCE. THE COMPENSATION STUDY WAS PRESENTED TO THE ORGANIZATION'S COMPENSATION COMMITTEE, WHICH MADE ITS COMPENSATION DECISIONS BASED ON A) ITS REVIEW AND ANALYSIS OF THE PERFORMANCE OF BOTH THE ORGANIZATION AND ITS SENIOR EXECUTIVES AND, B) A REASONABLENESS OF COMPENSATION ANALYSIS AND OPINION FROM AN EXTERNAL EXPERT IN THE COMPENSATION OF EXECUTIVES IN THE TAX-EXEMPT HEALTH CARE FIELD. THE COMMITTEE'S BASES FOR ITS DECISIONS WERE DOCUMENTED IN COMMITTEE MINUTES TAKEN DURING THE MEETINGS AND THEN CIRCULATED FOR REVIEW AND APPROVAL. ALL DECISIONS REGARDING COMPENSATION WERE MADE BY THE COMMITTEE, WHICH CONSISTS OF INDEPENDENT BOARD MEMBERS WITHOUT CONFLICT OF INTERESTS. THIS PROCESS WAS USED TO ESTABLISH COMPENSATION FOR THE ORGANIZATION'S PRESIDENT AND VICE PRESIDENT, WHO ALSO SERVED AS EXECUTIVE VICE PRESIDENT AND CAO, AND PRESIDENT AND CEO, OF THE SYSTEM, RESPECTIVELY. THE PROCESS WAS LAST UNDERTAKEN DURING THE CURRENT TAX YEAR FOR THE POSITIONS LISTED. FORM 990, PART VI, SECTION C, LINE 19 THE CONSOLIDATED FINANCIAL STATEMENTS FOR SENTARA HEALTH AND SUBSIDIARIES WERE MADE PUBLICLY AVAILABLE THROUGH THE USE OF DAC BOND (DISCLOSURE DISSEMINATION AGENT) AND CAN BE FOUND ON THE INTERNET AT WWW.DACBOND.COM. THE ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICTS OF INTEREST POLICY ARE GENERALLY NOT MADE AVAILABLE TO THE PUBLIC. CORE PART VI LINE 1B BOARD MEMBER INDEPENDENCE THE ORGANIZATION'S BOARD OF DIRECTORS IS ELECTED ANNUALLY BY SENTARA HEALTH, A VIRGINIA NONSTOCK CORPORATION AND THE 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM. THE GOVERNING BOARD OF SENTARA HEALTH IS A COMMUNITY-BASED BOARD COMPRISED OF 16 VOTING MEMBERS, 15 OF WHICH ARE CONSIDERED INDEPENDENT, AS DEFINED IN THE FORM 990 INSTRUCTIONS. CORE PART VI LINE 13 WHISTLEBLOWER POLICY THE ORGANIZATION FOLLOWS THE WRITTEN WHISTLEBLOWER POLICY ADOPTED BY SENTARA HEALTH, THE ORGANIZATION'S SOLE CLASS A MEMBER. CORE PART VI LINE 14 DOCUMENT RETENTION AND DESTRUCTION POLICY THE ORGANIZATION FOLLOWS THE WRITTEN DOCUMENT RETENTION AND DESTRUCTION POLICY ADOPTED BY SENTARA HEALTH, THE ORGANIZATION'S SOLE CLASS A MEMBER. FORM 990, PART X DISSOLUTION OF SENTARA COMMUNITY HEALTH AND WELLNESS INITIATIVE THE BALANCE SHEET AND OTHER CHANGES IN FUND BALANCE OF SENTARA COMMUNITY HEALTH AND WELLNESS INITIATIVE REFLECTS THE DISSOLUTION WHEREBY THE ASSETS, LIABILITIES AND FUND BALANCE OF SENTARA COMMUNITY HEALTH AND WELLNESS HAS BEEN REDUCED TO ZERO. SEE SCHEDULE N FOR ADDITIONAL INFORMATION. FORM 990, PART XI, LINE 9: BOOK RECLASS OF INTERCOMPANY ACCOUNT BALANCES TO EQUITY 824,394. 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