2022-11-14T07:27:47-06:00 2021-12-31 990 2021-07-01 510190238 WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER WAKE 3367164445 MEDICAL CENTER BOULEVARD WINSTONSALEM NC 27157 STEPHAN LILLIE SVP & CFO 3367164445 2022-11-14 STEPHAN LILLIE XXX-XX-XXXX 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z JULIE A FREISCHLAG MD MEDICAL CENTER BOULEVARD WINSTONSALEM NC 27157 72636126 0 X WWW.WAKEHEALTH.EDU X 1975 NC TO IMPROVE HEALTH, ELEVATE HOPE, AND ADVANCE HEALING FOR ALL 17 16 22272 570 1065 0 70460000 1787460 134503076 68031137 1009324 1162522 -14151 54509 205958249 71035628 0 10004322 0 0 93656524 56718300 0 0 0 57369173 32727290 151025697 99449912 54932552 -28414284 446443070 570543990 673117051 819502738 -226673981 -248958748 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 11858589 10000000 SEE SCHEDULE O 73505280 4322 62091686 SEE SCHEDULE O 5735294 5896751 SEE SCHEDULE O 91099163 1 0 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 1 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 1 0 0 1 1705 0 1 22272 1 1 1 0 0 0 0 1 1 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 A LEE HERRING DIRECTOR 4.00 4.00 X 0 0 0 ADELAIDE A SINK DIRECTOR (TO 12/31/21) 4.00 2.00 X 0 0 0 ARTHUR A GIBEL DIRECTOR 4.00 4.00 X 0 0 0 DONALD E FLOW VICE CHAIR 4.00 7.00 X X 0 0 0 DONNA A BOSWELL PHD DIRECTOR 4.00 7.00 X 0 0 0 FELICIA ALLEN DIRECTOR 4.00 0.00 X 0 0 0 GEORGE D RENFRO DIRECTOR (TO 12/31/21) 4.00 4.00 X 0 0 0 JOHN M VANN DIRECTOR 4.00 8.00 X 0 0 0 MATTHEW A KING DIRECTOR 4.00 8.00 X 0 0 0 PATRICIA L TURNER MD DIRECTOR 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 SUSAN R WENTE PHD DIRECTOR (FR 7/1/21) 5.50 34.50 X 0 692191 156642 WENDY R HITCHCOCK DIRECTOR 4.00 0.00 X 0 0 0 WILLIAM C WARDEN JR CHAIR 15.00 5.00 X X 0 0 0 BRADLEY A CLARK EVP, TREASURER 4.00 36.00 X 1782668 0 104554 J MCLAIN WALLACE JR SVP, GEN COUNSEL & SEC 5.00 35.00 X 954719 0 175785 J REID MORGAN ASST SECRETARY 6.00 34.00 X 0 1218034 102296 JULIE A FREISCHLAG MD DIRECTOR(EX-OFF), CEO, DEAN 5.00 35.00 X 0 3375350 555809 KAREN H HUEY VP, FACILITIES (TO 9/30/21) 5.00 35.00 X 603513 0 54997 KEVIN P HIGH MD PRES, HEALTH SYSTEM 20.00 20.00 X 0 1442392 263970 LISA M MARSHALL VP, CH PHIL OFF 20.00 20.00 X 476033 0 108223 STEPHAN L LILLIE SVP & CFO (FR 8/25/21) 10.00 30.00 X 355058 0 43019 TERRY G WILLIAMS EVP, CH STRATEGY OFF 4.10 35.90 X 1585569 0 129736 WILLIAM D SHOWALTER SVP, CH INFO OFF 20.00 20.00 X 1025216 0 139112 CATHLEEN WHEATLEY DNP PRES WFBMC, SVP CH NURS OF 0.00 40.00 X 1076415 0 175743 MICHAEL T WAID SVP, HLTH SYS OPS 5.00 35.00 X 777766 0 150089 RAMI BADREDDINE MD PHYSICIAN 40.00 0.00 X 948022 0 45568 TODD BANKHEAD SVP, CLIN OPS 40.00 0.00 X 725828 0 141073 TRI LE MD SVP, CLIN OPS & PT FIN SVC 40.00 0.00 X 615292 0 47876 JOHN H MCCONNELL MD FORMER OFF (4-26-17) 40.00 0.00 X 0 456795 45242 10926099 7184762 2439734 1790 1 1 0 METRO AVIATION INC PO BOX 7008 SHREVEPORT LA 71137 AVIATION SERVICES 4391336 CORNERSTONE HEALTH ENABLEMENT STRATEGIC 1701 WESTCHESTER DR STE 850 HIGH POINT NC 27262 HEALTHCARE MANAGEMENT SERVICES 1289365 TRIMEDX HOLDINGS LLC PO BOX 636129 CINCINNATI OH 45263 CLINICAL ENGINEERING SERVICES 424049 MAGNOLIA CONSTRUCTION LLC 514 S STRATFORD RD STE 140 WINSTONSALEM NC 27103 CONSTRUCTION SERVICES 403651 LANDMARK BUILDERS OF THE TRIAD INC 3520 TRIAD COURT WINSTONSALEM NC 27107 CONSTRUCTION SERVICES 310169 10 1781062 6398 1787460 PATIENT SERVICE REVENUE 621111 67979493 67936793 42700 RESEARCH REVENUE 541715 51644 51644 68031137 2114957 -41635 2156592 372455 327585 643640 0 -271185 327585 56400 56400 952435 -952435 -952435 -952435 2532 4423 -1891 -1891 71035628 67988437 1065 1258666 10003250 10003250 1072 1072 467801 233901 233900 47588872 44488079 3100793 2173110 1927597 245513 4464168 3958539 505629 2024349 1795643 228706 1542749 1245536 297213 281114 226957 54157 4166618 3826484 340134 6175 4985 1190 391758 329679 62079 52598 44263 8335 11017300 9271482 1745818 85202 71701 13501 1432 1205 227 4099761 2753475 1346286 257826 240381 17445 684048 575653 108395 MEDICAL SUPPLIES 7166897 7166897 BAD DEBT 2712285 2712285 OTHER SUPPLIES 261527 220099 41428 99449912 91099163 8350749 0 39194113 170685951 2076011 3978843 70438709 60445107 21559395 21263670 100000 2087473 1488661 53231523 19891521 33209465 33340002 182997992 183043044 35353020 42365537 15952372 15952372 43574520 37880803 446443070 570543990 368962997 440621959 0 29181945 0 240697389 264341189 20154881 4923356 4443196 34889509 84403368 673117051 819502738 X -297112696 -309403861 70438715 60445113 -226673981 -248958748 446443070 570543990 X -28414284 -1035948 7165465 X 0 1 X 1 0 X X 3 WAKE FOREST UNIV HEALTH SCIENCES 223849199 2 1 10000000 0 NORTH CAROLINA BAPTIST HOSPITAL 560552787 3 1 0 0 WAKE FOREST UNIVERSITY 560532138 2 1 0 0 3 10000000 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 9612339 9612339 32957292 13804694 19152598 2260216 2173318 86898 5252369 3913509 1338860 3149307 3149307 33340002 INVESTMENTS IN SUBSIDIARIES 42365537 C 42365537 OPERATING LEASES (LESS ACCUM DEPREC) 37880803 37880803 OPERATING LEASE PAYABLE 41448495 INTERCOMPANY PAYABLE 42032698 OTHER RESERVES 922175 84403368 X PART X, LINE 2: THE ORGANIZATION HAS EVALUATED UNCERTAIN TAX POSITIONS FOR ITS SHORT PERIOD ENDED DECEMBER 31, 2021 AND FISCAL YEAR ENDED JUNE 30, 2021, 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 THE SHORT PERIOD ENDED DECEMBER 31, 2021 AND FISCAL YEAR ENDED JUNE 30, 2021. 1 WAKE FOREST UNIVERSITY HEALTH SCIENCES MEDICAL CENTER BOULEVARD WINSTONSALEM NC 27157 223849199 501(C)(3) 10000000 0 ACADEMIC ENRICHMENT FUND 1 0 PART I, LINE 2: THE ORGANIZATION FOLLOWS THE MEDICAL CENTER'S CORPORATE POLICY IN REVIEWING THE ELIGIBILITY AND SELECTION OF GRANTEES RECEIVING CERTAIN EXEMPT PURPOSE FUNDS. THE ORGANIZATION MAINTAINS DOCUMENTATION OF THE ELIGIBILITY AND SELECTION CRITERIA AND RECORDS OF THE AMOUNTS DISBURSED. X X X X X X 1 1 0 0 0 0 0 1 0 JULIE A FREISCHLAG MD DIRECTOR(EX-OFF), CEO, DEAN 0 1899767 0 1003777 0 471806 0 529516 0 26293 0 3931159 0 396368 BRADLEY A CLARK EVP, TREASURER 701213 0 405353 0 676102 0 74225 0 30329 0 1887222 0 673725 0 TERRY G WILLIAMS EVP, CH STRATEGY OFF 628663 0 299250 0 657656 0 104040 0 25696 0 1715305 0 623483 0 KEVIN P HIGH MD PRES, HEALTH SYSTEM 0 817598 0 438008 0 186786 0 242047 0 21923 0 1706362 0 143317 J REID MORGAN ASST SECRETARY 0 576981 0 135000 0 506053 0 66500 0 35796 0 1320330 0 351061 CATHLEEN WHEATLEY DNP PRES WFBMC, SVP CH NURS OF 619975 0 277500 0 178940 0 166516 0 9227 0 1252158 0 138000 0 WILLIAM D SHOWALTER SVP, CH INFO OFF 503450 0 223530 0 298236 0 119544 0 19568 0 1164328 0 290943 0 J MCLAIN WALLACE JR SVP, GEN COUNSEL & SEC 560212 0 248580 0 145927 0 159474 0 16311 0 1130504 0 43371 0 RAMI BADREDDINE MD PHYSICIAN 892297 0 11667 0 44058 0 21716 0 23852 0 993590 0 0 0 MICHAEL T WAID SVP, HLTH SYS OPS 447959 0 209340 0 120467 0 122170 0 27919 0 927855 0 75105 0 TODD BANKHEAD SVP, CLIN OPS 481758 0 242000 0 2070 0 119339 0 21734 0 866901 0 0 0 SUSAN R WENTE PHD DIRECTOR (FR 7/1/21) 0 482060 0 200000 0 10131 0 127000 0 29642 0 848833 0 0 TRI LE MD SVP, CLIN OPS & PT FIN SVC 589376 0 11127 0 14789 0 21716 0 26160 0 663168 0 0 0 KAREN H HUEY VP, FACILITIES (TO 9/30/21) 209676 0 40000 0 353837 0 43316 0 11681 0 658510 0 218648 0 LISA M MARSHALL VP, CH PHIL OFF 413502 0 52125 0 10406 0 97448 0 10775 0 584256 0 0 0 JOHN H MCCONNELL MD FORMER OFF (4-26-17) 0 418681 0 0 0 38114 0 21816 0 23426 0 502037 0 0 STEPHAN L LILLIE SVP & CFO (FR 8/25/21) 253492 0 75000 0 26566 0 36906 0 6113 0 398077 0 0 0 PART I, LINE 3 THE WFUBMC SENIOR EXECUTIVE COMPENSATION COMMITTEE (THE "COMMITTEE"), COMPRISED OF THE MEMBERS OF THE ATRIUM HEALTH INC. DIVERSITY, INCLUSION AND COMPENSATION COMMITTEE, IS RESPONSIBLE FOR REVIEWING AND APPROVING THE APPOINTMENT AND COMPENSATION OF THE SENIOR EXECUTIVES OF THE FILING ORGANIZATION. THE COMMITTEE REVIEWS AND APPROVES SENIOR EXECUTIVE COMPENSATION, INCLUDING SENIOR EXECUTIVE INCENTIVE PLANS AND ANY DEVIATIONS THEREFROM. IN CARRYING OUT ITS DUTIES AND RESPONSIBILITIES, THE COMMITTEE APPROPRIATELY CONSIDERS PROPOSED COMPENSATION ARRANGEMENTS OF THE FILING ORGANIZATION'S SENIOR EXECUTIVES, APPROPRIATE DATA AS TO COMPARABILITY OF SUCH COMPENSATION ARRANGEMENTS, AND DOCUMENTS THE BASES OF THE COMMITTEE'S DETERMINATIONS IN ACCORDANCE WITH SECTION 4958 OF THE INTERNAL REVENUE CODE AND/OR THE INCOME TAX TREASURY REGULATIONS ISSUED THEREUNDER (OR SUCH SUCCESSOR PROVISIONS). THE PROCESS IS DESCRIBED FURTHER IN THE NARRATIVE EXPLANATION TO FORM 990, PART VI, SECTION B, LINE 15, FOUND IN SCHEDULE O. [NOTE THAT ONE OF THE FILING ORGANIZATION'S OFFICERS AND ONE OF ITS DIRECTORS ARE COMPENSATED BY A RELATED ORGANIZATION (WAKE FOREST UNIVERSITY) OF THE FILING ORGANIZATION, AND THEIR COMPENSATION IS REVIEWED AND APPROVED IN ACCORDANCE WITH THAT RELATED ORGANIZATION'S SIMILAR PROCEDURES.] PART I, LINES 4A-B CERTAIN EXECUTIVES PARTICIPATED IN AND/OR RECEIVED PAYMENTS FROM A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLANS (SERP) AND/OR RECEIVED SEVERANCE PAYMENTS. THE DETERMINATION OF THE AMOUNT OF THE NON QUALIFIED RETIREMENT PLANS FOLLOWED THE FILING ORGANIZATION'S COMPENSATION PROCEDURES AS OUTLINED IN PART VI, SECTION B, LINE 15 OF THE FORM 990. THE FOLLOWING CURRENT OR FORMER DIRECTORS, OFFICERS, AND HIGHLY COMPENSATED EMPLOYEES RECEIVED SEVERANCE AND SERP PAYMENTS FROM THE FILING ORGANIZATION OR A RELATED ORGANIZATION IN THEIR CALENDAR YEAR 2021 COMPENSATION: SEVERANCE PAYMENTS: KAREN H. HUEY $80,000 SERP PAYMENTS: BRADLEY A. CLARK $673,725 JULIE A. FREISCHLAG, MD $396,368 KEVIN P. HIGH, MD $161,346 KAREN H. HUEY $245,399 WILLIAM D. SHOWALTER $292,296 MICHAEL T. WAID $84,039 J. MCLAIN WALLACE, JR. $113,465 CATHLEEN WHEATLEY, DNP $138,000 TERRY G. WILLIAMS $623,482 J. REID MORGAN $485,452 THE COMPENSATION OF DIRECTOR DR. SUSAN R. WENTE, PRESIDENT OF RELATED ORGANIZATION WAKE FOREST UNIVERSITY EFFECTIVE JULY 1, 2021, INCLUDES $112,500 SHOWN IN SCHEDULE J, PART II, COLUMN C, FROM HER PARTICIPATION IN A DEFERRED COMPENSATION ARRANGEMENT WITH THAT ORGANIZATION. THE COMPENSATION OF FILING ORGANIZATION OFFICER J. REID MORGAN, SENIOR VICE PRESIDENT AND GENERAL COUNSEL OF RELATED ORGANIZATION WAKE FOREST UNIVERSITY, INCLUDES A PAYOUT OF $485,452 FROM THAT ORGANIZATION WHICH IS INCLUDED IN HIS 2021 FORM W-2 AND IN COLUMN BIII. $351,061 IS SHOWN IN SCHEDULE J, PART II, COLUMN F AND HAS BEEN PREVIOUSLY REPORTED ON A PRIOR YEAR FORM 990. HIS COMPENSATION ALSO INCLUDES $37,500 SHOWN IN SCHEDULE J, PART II, COLUMN C, FROM HIS PARTICIPATION IN A DEFERRED COMPENSATION ARRANGEMENT WITH THAT ORGANIZATION. 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 CURRENT OFFICERS OF THE FILING ORGANIZATION WERE COMPENSATED BY THE FILING ORGANIZATION AND BY CHARLOTTE MECKLENBURG HOSPITAL AUTHORITY ("CMHA", DBA ATRIUM HEALTH) FOR SERVICES PERFORMED AS AN OFFICER OF THE MEDICAL CENTER AND HOSPITAL. SEE PART VII AND SCHEDULE J, PART II FOR THEIR COMPENSATION. 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 53296 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"), THE FILING ORGANIZATION, IS AN INTEGRAL PART OF ATRIUM HEALTH WAKE FOREST BAPTIST (AHWFB), A PREEMINENT ACADEMIC 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 MEDICAL CENTER 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. NCBH AND WAKE FOREST UNIVERSITY HEALTH SCIENCES ("WFUHS") 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 "ENTERPRISE"). THE 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 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 (OR UNRELATED BUT AFFILIATED) TO THE FILING ORGANIZATION, 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 MEDICAL CENTER, 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 1,406, INCLUDING PHYSICIANS AND BASIC SCIENTISTS. IN ADDITION TO THIS FACULTY, THE "WAKE FOREST HEALTH NETWORK" COMPRISED OF 407 CLINICAL HEALTHCARE PROVIDERS SERVES PATIENTS IN 108 CLINICAL LOCATIONS THROUGHOUT NORTHWEST NORTH CAROLINA. THE HEALTH SYSTEM HAS 1,551 ACUTE CARE AND REHABILITATION BEDS OPERATIVE ACROSS THE SYSTEM, WHICH ENCOMPASSES 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 (130 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 ALSO 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. THE INNOVATION QUARTER CURRENTLY COMPRISES OVER 2 MILLION SQUARE FEET OF OFFICE, LABORATORY AND EDUCATIONAL SPACE ON ITS APPROXIMATELY 200 ACRES. IN AUGUST 2021, A NEW BRAND WAS INTRODUCED IN CONNECTION WITH THE HEALTH SYSTEM INTEGRATION, WITH "ATRIUM HEALTH WAKE FOREST BAPTIST" REPLACING "WAKE FOREST BAPTIST HEALTH" IN COMMUNICATIONS. THE NEW BRAND WILL BE REFLECTED IN ADVERTISING AND MARKETING MATERIALS AND NEW SIGNAGE PUT INTO PLACE THROUGHOUT 2022 ACROSS THE ATRIUM HEALTH WAKE FOREST BAPTIST REGION. CONSTRUCTION ON A PREVIOUSLY ANNOUNCED $450 MILLION PROJECT TO BUILD A NEW CARE TOWER ON THE ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER CAMPUS BEGAN IN OCTOBER 2021 WITH WORK ON A NEW HELIPAD. THE WORK WILL INCLUDE THE CLOSING AND EVENTUAL DEMOLITION OF PARKING DECK B, WHERE THE NEW CARE TOWER IS SLATED TO BE BUILT BY 2026, BRINGING AN UPGRADED EMERGENCY DEPARTMENT, STATE-OF-THE-ART OPERATING ROOMS, AND ENHANCED ADULT INTENSIVE CARE UNITS. RESEARCH AWARDS RECEIVED BY WFUHS (PRINCIPALLY AS THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE) FOR THE LAST SIX MONTHS OF 2021 TOTALED APPROXIMATELY $145 MILLION, INCLUDING $101.6 MILLION FROM FEDERAL SOURCES (INCLUDING THE NATIONAL INSTITUTES OF HEALTH AND THE U.S. DEPARTMENT OF DEFENSE), $29.3 MILLION FROM NONPROFIT AND STATE SOURCES, AND $14.1 MILLION FROM INDUSTRY SOURCES. NOTABLE RESEARCH GRANTS ANNOUNCED DURING THE PERIOD INCLUDED A $29.9 MILLION, SIX-AND-A-HALF-YEAR AWARD FROM THE PATIENT-CENTERED OUTCOMES RESEARCH INSTITUTE TO FUND THE FIRST STUDY OF ITS KIND TO TEST TWO INTERVENTIONS TO LOWER BLOOD PRESSURE IN THE FIRST SIX MONTHS FOLLOWING A STROKE; A $15.2 MILLION AWARD OVER FIVE YEARS FROM THE NATIONAL INSTITUTE ON AGING TO SUPPORT THE ALZHEIMER'S DISEASE RESEARCH CENTER AT WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE; A $10 MILLION GRANT FROM THE NATIONAL INSTITUTE OF NEUROLOGICAL DISORDERS AND STROKE TO THE FOUR CORNERS YOUTH CONSORTIUM, A GROUP OF ACADEMIC MEDICAL CENTERS, INCLUDING WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE, TO STUDY CONCUSSIONS IN SCHOOL-AGED CHILDREN; A FOUR-YEAR GRANT OF APPROXIMATELY $4 MILLION FROM THE NATIONAL INSTITUTES OF HEALTH TO SUPPORT A CLINICAL TRIAL THAT COMBINES AN ANTIDEPRESSANT DRUG APPROVED BY THE FOOD AND DRUG ADMINISTRATION WITH A WEB-BASED PAIN-MANAGEMENT PROGRAM TO DETERMINE IF PAIN RELIEF CAN BE ENHANCED TO IMPROVE CHRONIC MUSCULOSKELETAL PAIN; AND $2.8 MILLION FROM THE DUKE ENDOWMENT TO SUPPORT FIVE PROJECTS THAT WILL EXAMINE THE ROLE SOCIAL DETERMINANTS PLAY IN ACCESS TO HEALTH CARE FOR PEOPLE IN NORTH CAROLINA. FORM 990, PART III, LINE 4A 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 FIVE EMERGENCY DEPARTMENTS; NINE URGENT CARE LOCATIONS; 361 PHYSICIAN PRACTICES, INCLUDING PRIMARY CARE AND SPECIALTY CLINICS; 28 CANCER CARE LOCATIONS; AND THREE AMBULATORY SURGERY CENTERS. AS OF DECEMBER 31, 2021, ATRIUM HEALTH WAKE FOREST BAPTIST EMPLOYED 20,503 PEOPLE, INCLUDING 1,875 PHYSICIANS, 2,971 ACTIVE MEDICAL STAFF; 3,002 PROVIDERS ALIGNED THROUGH ITS ACCOUNTABLE CARE ORGANIZATION AND CLINICALLY INTEGRATED NETWORK; 1,029 ADVANCED PRACTICE PROVIDERS; AND 4,176 NURSES. FOR THE 2021 CALENDAR YEAR, THE ATRIUM HEALTH WAKE FOREST BAPTIST SYSTEM HAD 74,456 ACUTE CARE BEDDED DISCHARGES; 224,926 EMERGENCY DEPARTMENT VISITS; 2,301,640 PHYSICIAN OFFICE VISITS; 139,673 URGENT CARE VISITS; AND 152,111 VIRTUAL CARE AND E-VISITS. NEW CLINICAL INITIATIVES INCLUDED THE ADDITION OF CONTRAST-ENHANCED MAMMOGRAPHY AT THE COMPREHENSIVE CANCER CENTER AT ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER, MAKING IT THE FIRST IN THE REGION TO OFFER THE IMAGING TECHNIQUE TO HELP BETTER DETECT BREAST CANCER; THE ADDITION OF A DA VINCI XI ROBOTIC SURGERY SYSTEM FOR MINIMALLY INVASIVE SURGERIES AT ATRIUM HEALTH WAKE FOREST BAPTIST LEXINGTON MEDICAL CENTER; AND A NEW GAMMA CAMERA AT ATRIUM HEALTH WAKE FOREST BAPTIST WILKES MEDICAL CENTER THAT USES SINGLE-PHOTON EMISSION COMPUTERIZED TOMOGRAPHY (SPECT) TO CAPTURE 3-D IMAGES TO HELP ANALYZE FUNCTION OF INTERNAL ORGANS. ATRIUM HEALTH WAKE FOREST BAPTIST AND ITS HEALTHTECH BUSINESS ENTERPRISE OPERATED THROUGH THE INNOVATION QUARTER, IQ HEALTHTECH LABS, ANNOUNCED THE FIRST COVID-19 VACCINE DRONE DELIVERY PROGRAM IN THE COUNTRY, EXPANDING AN EXISTING DRONE PROGRAM OPERATED WITH UNITED PARCEL SERVICE AND ITS SUBSIDIARY, UPS FLIGHT FORWARD. AMONG NOTABLE AWARDS AND ACCREDITATIONS ANNOUNCED DURING THE SIX-MONTH PERIOD, ATRIUM HEALTH WAKE FOREST BAPTIST'S INPATIENT REHABILITATION PROGRAM AT ATRIUM HEALTH WAKE FOREST BAPTIST MEDICAL CENTER WAS REACCREDITED FOR A PERIOD OF THREE YEARS FROM CARF INTERNATIONAL (PREVIOUSLY KNOWN AS THE COMMISSION ON ACCREDITATION OF REHABILITATION FACILITIES). THE LEAPFROG GROUP, AN INDEPENDENT, NATIONAL HEALTH CARE SAFETY AND QUALITY WATCHDOG ORGANIZATION, AWARDED ATRIUM HEALTH WAKE FOREST BAPTIST'S DAVIE, LEXINGTON, AND WILKES MEDICAL CENTERS A GRADES IN ITS FALL 2021 HOSPITAL SAFETY GRADES. LEAPFROG ALSO RECOGNIZED AHWFB DAVIE MEDICAL CENTER AS A TOP GENERAL HOSPITAL NATIONALLY AND AHWFB WILKES MEDICAL CENTER AS A TOP RURAL HOSPITAL NATIONALLY. ATRIUM HEALTH WAKE FOREST BAPTIST DAVIE MEDICAL CENTER AGAIN WAS NAMED ONE OF AMERICA'S 100 BEST HOSPITALS FOR JOINT REPLACEMENT IN 2022 BY HEALTHGRADES, A RESOURCE THAT CONNECTS CONSUMERS, PHYSICIANS AND HEALTH SYSTEMS. AHWFB DAVIE MEDICAL CENTER ALSO RECEIVED THE 2022 JOINT REPLACEMENT EXCELLENCE AWARD AND WAS A FIVE-STAR RECIPIENT IN TOTAL KNEE REPLACEMENT AND TOTAL HIP REPLACEMENT. IN OCTOBER, THE AMERICAN MEDICAL ASSOCIATION ANNOUNCED ATRIUM HEALTH AS ONE OF 44 HEALTH SYSTEMS NAMED TO THE 2021 JOY IN MEDICINE RECOGNITION PROGRAM. THIS DISTINCTION RECOGNIZES THE ATRIUM HEALTH ENTERPRISE INCLUDING THE GREATER CHARLOTTE REGION, ATRIUM HEALTH WAKE FOREST BAPTIST, ATRIUM HEALTH NAVICENT AND ATRIUM HEALTH FLOYD FOR ITS DEMONSTRATED COMMITMENT TO PRESERVING THE WELL-BEING OF HEALTH CARE TEAM MEMBERS BY ENGAGING IN PROVEN EFFORTS TO COMBAT WORK-RELATED STRESS AND BURNOUT. 2. OUTREACH ATRIUM HEALTH WAKE FOREST BAPTIST CONTINUES A BROAD-BASED EFFORT TO REACH UNDERSERVED POPULATIONS ACROSS ITS SERVICE AREA. THE MEDICAL CENTER'S ANNUAL COMMUNITY BENEFITS REPORT REFLECTS THIS COMMITMENT. FOR THE SHORT TAX YEAR THAT ENDED DECEMBER 31, 2021, ATRIUM HEALTH WAKE FOREST BAPTIST REPORTED THAT IT PROVIDED COMMUNITY BENEFITS VALUED AT $370.6 MILLION. THOSE BENEFITS SUPPORTED THESE AREAS: - 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 - 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. FROM JULY 1 THROUGH DECEMBER 31, 2021, 29,488 PATIENT VISITS WERE RECORDED AT THE DOWNTOWN HEALTH PLAZA, AND ANOTHER 5,938 VISITS WERE RECORDED AT WINSTON EAST PEDIATRICS, A NEARBY ATRIUM HEALTH WAKE FOREST BAPTIST CARE FACILITY SERVING THE UNINSURED AND UNDERINSURED. ATRIUM HEALTH WAKE FOREST BAPTIST'S PROGRAMS AND PARTNERSHIPS REFLECT INNOVATIVE EFFORTS, ADAPTED TO ACCOMMODATE SAFE CARE DURING THE COVID-19 PANDEMIC, TO REACH UNDERSERVED POPULATIONS. THEY INCLUDE: - REGULAR COMMUNITY-BASED HEALTH CLINICS, INCLUDING THE WEEKLY DELIVERING EQUAL ACCESS TO CARE (DEAC) CLINIC; THE MONTHLY TRIAD FREE HEALTH CLINIC AT COMMUNITY MOSQUE IN WINSTON-SALEM; AND THE ANNUAL SHARE THE HEALTH FAIR AT THE DOWNTOWN HEALTH PLAZA IN WINSTON-SALEM (TEMPORARILY SUSPENDED FOR COVID-19 PANDEMIC BUT SET TO RESUME NOVEMBER 2022). 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. THE DEAC CLINIC, WHICH IS STUDENT-RUN AND PHYSICIAN-STAFFED, IS BASED AT THE HIGHLAND AVENUE PRIMARY CARE CLINIC IN WINSTON-SALEM. IT SERVES UNINSURED RESIDENTS OF FORSYTH, DAVIDSON, DAVIE, STOKES AND YADKIN COUNTIES FOR FREE BY APPOINTMENT ONLY EVERY MONDAY FROM 5:30 TO 9 P.M. AND OFFERS TELEHEALTH APPOINTMENTS ON A LIMITED BASIS. - 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. 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 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 JULY 2021, THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE AND ATRIUM HEALTH ANNOUNCED THAT THEY HAD RECEIVED THE NEEDED ACCREDITATION APPROVAL FROM THE LIAISON COMMITTEE ON MEDICAL EDUCATION OF THE SOUTHERN ASSOCIATION OF COLLEGES AND SCHOOLS COMMISSION ON COLLEGES TO PROCEED WITH PHASED PLANS TO OPEN IN 2022 AN INSTRUCTIONAL SITE IN CHARLOTTE, NORTH CAROLINA, FOR YEARS THREE AND FOUR OF THE MEDICAL SCHOOL'S CURRICULUM. THE APPROVAL MARKED A MILESTONE IN THE PROCESS TOWARD THE ESTABLISHMENT OF A NEW, SECOND CAMPUS OF THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE IN CHARLOTTE, PLANNED FOR 2024. IN AUGUST 2021, THE WAKE FOREST UNIVERSITY SCHOOL OF MEDICINE WELCOMED 145 MD STUDENTS CHOSEN FROM AMONG 10,868 APPLICANTS FOR THE CLASS OF 2025. IN THE MOST RECENT NATIONAL RANKINGS ISSUED BY U.S. NEWS & WORLD REPORT, THE SCHOOL'S PHYSICIAN ASSISTANT PROGRAM REMAINED NO. 7 AND THE NURSE ANESTHESIA PROGRAM REMAINED NO. 10. PART III, LINE 4B, PROGRAM SERVICE ACCOMPLISHMENTS WAKE FOREST HEALTH NETWORK, LLC ("WFHN") IS A MULTI-DISCIPLINARY MEDICAL PRACTICE WITH MORE THAN 80 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 CURRENT SHORT PERIOD ENDING DECEMBER 31, 2021, WFHN HAD APPROXIMATELY 512,000 PATIENT 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 (DBA "AIRCARE") IS PART OF AN EMS NETWORK SERVING PATIENTS IN NORTH CAROLINA, VIRGINIA, WEST VIRGINIA, TENNESSEE AND SOUTH CAROLINA. DURING THE CURRENT SHORT PERIOD ENDED DECEMBER 31, 2021, 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, AND 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, HAD 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 ENTITY UNRELATED 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 THEN WFU AND NCBH. EFFECTIVE ON 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 "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 MEDICAL CENTER 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 THE MEDICAL CENTER (INCLUDING WFUHS AND THE SCHOOL OF MEDICINE) WAS ESTABLISHED AS THE ACADEMIC CORE OF THE ENTERPRISE RESPONSIBLE FOR ITS 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 OR 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 AND THE CMHA BOARD OF COMMISSIONERS. THE RESERVED POWERS OF EACH ENTERPRISE PARTICIPANT INCLUDE THE POWER TO APPROVE A CHANGE IN ITS FUNDAMENTAL BUSINESS OR MISSION AND, SUBJECT TO THE ATRIUM BOARD'S APPROVAL, TO DEVELOP ITS STRATEGIC PLANS (WHICH WILL BE GENERALLY CONSISTENT WITH THOSE OF THE ENTIRE ENTERPRISE) AND ITS CAPITAL AND OPERATING BUDGETS. FORM 990, PART VI, SECTION A, LINE 4 THE FILING ORGANIZATION'S BYLAWS WERE AMENDED EFFECTIVE JULY 1, 2021 TO CHANGE THE FILING ORGANIZATION'S FISCAL YEAR FROM ONE ENDING JUNE 30 TO ONE ENDING DECEMBER 31. THE FILING ORGANIZATION'S BYLAWS WERE AMENDED, EFFECTIVE OCTOBER 29, 2021, TO ESTABLISH A SENIOR EXECUTIVE COMPENSATION COMMITTEE (COMPRISED OF THE MEMBERS OF THE ATRIUM HEALTH, INC. DIVERSITY, INCLUSION AND COMPENSATION COMMITTEE) OF THE FILING ORGANIZATION'S BOARD TO WHICH THE REVIEW AND APPROVAL OF SENIOR EXECUTIVE COMPENSATION, INCLUDING SENIOR EXECUTIVE INCENTIVE PLANS AND ANY DEVIATIONS THEREFROM, WERE DELEGATED. 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. SEE EXPLANATION FOR PART VI, SECTION A, LINE 3 ON SCHEDULE O. 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 THROUGH AN AMENDMENT OF THE FILING ORGANIZATION'S BYLAWS, A SENIOR EXECUTIVE COMPENSATION COMMITTEE (THE "COMMITTEE") OF THE FILING ORGANIZATION'S BOARD WAS CREATED; IT IS COMPRISED OF THE MEMBERS OF THE ATRIUM HEALTH INC. DIVERSITY, INCLUSION AND COMPENSATION COMMITTEE. THE COMMITTEE HAS AND EXERCISES SUCH AUTHORITY AS THE [FILING ORGANIZATION'S] BOARD DELEGATES TO IT, INCLUDING THE REVIEW AND APPROVAL OF SENIOR EXECUTIVE COMPENSATION, INCLUDING SENIOR EXECUTIVE INCENTIVE PLANS AND ANY DEVIATIONS THEREFROM; AND THE REVIEW OF, AND ADVICE TO THE CEO REGARDING, THE RECRUITMENT OF THE FILING ORGANIZATION'S SENIOR EXECUTIVES. NO MEMBER OF THE COMMITTEE IS AN EMPLOYEE OF THE FILING ORGANIZATION. 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 NONPROFIT HEALTHCARE ORGANIZATIONS. THE COMMITTEE MAKES ITS DECISIONS WITH RESPECT TO EXECUTIVE COMPENSATION IN ACCORDANCE WITH THE FILING ORGANIZATION'S POLICIES, IRS REGULATIONS, AND STANDARD CORPORATE GOVERNANCE PRACTICES. SUCH POLICIES INCLUDE ADHERENCE TO: BOARD-ESTABLISHED EXECUTIVE COMPENSATION PHILOSOPHY AND REVIEW PROCESSES; PROCESSES ENSURING COMMITTEE MEMBER AND COMPENSATION CONSULTANT INDEPENDENCE; USE OF VALID MARKET COMPARISONS OF DATA FROM PEER ACADEMIC MEDICAL CENTERS OF SIMILAR ORGANIZATIONS OF SIMILAR STRUCTURE, SIZE, AND COMPLEXITY; CAREFUL DOCUMENTATION OF ALL COMPENSATION DECISIONS; AND ESTABLISHMENT OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS, PER IRS GUIDELINES. MINUTES OF THE DELIBERATIONS OF THE COMMITTEE ARE CONTEMPORANEOUSLY MAINTAINED AND THAT COMPARABILITY DATA IS MAINTAINED IN THE FILING ORGANIZATION'S OFFICE OF EXECUTIVE COMPENSATION SERVICES. IN THE EVENT THAT A MEMBER OF THE COMMITTEE HAS A CONFLICT OF INTEREST RELATED TO EXECUTIVE APPOINTMENT OR COMPENSATION, THAT MEMBER DOES NOT PARTICIPATE IN THE DELIBERATION OR APPROVAL OF APPOINTMENT OR COMPENSATION AND SUCH ABSTENTION IS NOTED IN THE COMMITTEE'S MEETING MINUTES. 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 7,165,465. 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