2021-05-13T15:06:29-05:00 2020-06-30 381357951 PLANTE & MORAN PLLC 27400 NORTHWESTERN HIGHWAY SOUTHFIELD MI 48034 990 2019-07-01 382459948 MIDMICHIGAN HEALTH MIDM 9898379039 4000 WELLNESS DR MIDLAND MI 48670 JUDI GRAVES CORPORATE CONTROLLER 9898393181 2021-05-13 DAVID LOWENTHAL P00378651 2483522500 2021-05-13 2019 2022-09-23 18:48:47Z DIANE POSTLER-SLATTERY 4000 WELLNESS DR MIDLAND MI 48670 71146894 0 X WWW.MIDMICHIGAN.ORG X 1982 MI CREATING HEALTHY COMMUNITIES TOGETHER BY PROVIDING EXCELLENT HEALTH SERVICES TO IMPROVE THE QUALITY OF LIFE FOR OUR COMMUNITIES. 13 11 414 13 299380 205172 0 864651 62193487 69688482 63686021 -1344741 1624895 699138 127504403 69907530 72610 120450 0 0 41892129 43704906 0 0 0 41810288 43804820 83775027 87630176 43729376 -17722646 950268726 954174034 157076124 186690757 793192602 767483277 CREATING HEALTHY COMMUNITIES - TOGETHER 0 0 63333438 120450 67649588 THE HOLDING COMPANY PROVIDES ASSISTANCE TO OUR VARIOUS AFFILIATES IN ORDER TO IMPROVE THE QUALITY OF CARE AND PROVIDE SERVICES AT THE LOWEST POSSIBLE COST. EXPERTISE AT THE HOLDING COMPANY LEVEL INCLUDES STRATEGIC PLANNING, TREASURY, INFORMATION RESOURCES, HUMAN RESOURCES, INTERNAL AUDIT, FINANCE, MATERIALS MANAGEMENT AND RISK MANAGEMENT. 63333438 1 1 0 0 0 0 0 0 0 0 1 0 1 0 1 0 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 1 0 0 1 397 0 1 414 1 1 1 0 0 0 0 0 0 0 0 0 1 0 X 13 11 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 1 1 MI X JUDI GRAVES 9898379039 4000 WELLNESS DR MIDLAND MI 48670 X POSTLER-SLATTERY DIANE PRESIDENT 50.00 8.00 X X 1245143 0 255539 ROGERS GREGORY EXEC VICE PRESIDENT 50.00 16.00 X 803126 0 254203 PADGETT FRANCINE SR VP, SECRETARY & TREASURER 50.00 20.00 X 668163 0 300179 WATSON PINNEY MD LYDIA CHIEF MEDICAL OFFICER 50.00 0.00 X 688712 0 148045 RAPP DONNA FORMER SR VP & SECRETARY 0.00 0.00 X 635694 0 7091 JANDWANI MD PANKAJ CHIEF INNOVATION OFFICER 50.00 2.00 X 574912 0 15482 STOVER RAYMOND PRESIDENT - EASTERN REGION 50.00 8.00 X 423197 0 126117 GHILARDI GREG SR VP & CHIEF HR OFFICER 50.00 0.00 X 427087 0 103578 GENOVESE ROBERT CHIEF MEDICAL INFORMATION OFFICER 50.00 0.00 X 480867 0 46069 CAMPBELL THOMAS SR VP & CHIEF STRATEGY OFFICER 50.00 0.00 X 443619 0 66972 WALTZ DANIEL VP CIO 50.00 0.00 X 450035 0 52936 RODGERS BRIAN FORMER SR VP - PRESIDENT MHN 0.00 0.00 X 160655 0 0 DENOYER BOB DIRECTOR (PART-YEAR) 2.00 0.00 X 3000 0 0 SHEETS DON DIRECTOR (PART-YEAR) 2.00 0.00 X 3000 0 0 SMITH ERIC DIRECTOR 2.00 2.00 X 3000 0 0 SMITH GLENN DIRECTOR 2.00 0.00 X 3000 0 0 WASSENAAR DDS SARA DIRECTOR 2.00 4.00 X 3000 0 0 WHEELER JIM CHAIR 2.00 4.00 X X 3000 0 0 ELLIOTT KEVIN DIRECTOR 2.00 4.00 X 2900 0 0 MCGUIRE GARY DIRECTOR 2.00 0.00 X 2600 0 0 WEIDEMAN BILL DIRECTOR 2.00 0.00 X 2400 0 0 MARCOE GREG DO DIRECTOR (PART-YEAR) 2.00 0.00 X 2000 0 0 ARNOLD BOBBIE DIRECTOR (PART-YEAR) 2.00 0.00 X 0 0 0 KICKLAND MD ERICH DIRECTOR 2.00 0.00 X 0 0 0 MILLER MD DAVID DIRECTOR 2.00 0.00 X 0 0 0 SPAHLINGER MD DAVID DIRECTOR 2.00 0.00 X 0 0 0 VELASQUEZ JENNE VICE CHAIR 2.00 0.00 X X 0 0 0 WILSON AMY DIRECTOR 2.00 0.00 X 0 0 0 7029110 0 1376211 69 1 1 0 THREE RIVERS CONSTRUCTION PO BOX 1467 MIDLAND MI 48641 CONSTRUCTION SERVICES 22968847 GREATER MIDLAND EMERGENCY PHYSICIAN PC PO BOX 2579 MIDLAND MI 48641 EMERGENCY ROOM PHYSICIANS 12309776 SODEXO INC & AFFILIATES 4880 PAYSPHERE CIRCLE CHICAGO IL 60674 FOOD SERVICES 9263512 MIDLAND EMERGENCY ROOM CORP 2000 DILLOWAY DR MIDLAND MI 48640 EMERGENCY ROOM PHYSICIANS 8565327 MIDMICHIGAN ANESTHESIOLOGY GROUP PO BOX 67000 DETROIT MI 48267 ANESTHESIA PHYSICIANS 6428822 137 864651 864651 EXEMPT SUBSIDIARY REVENUE 561000 65892280 65892280 MCCO 900099 2669675 2669675 COLLABORATIVE QUALITY INTIATIVE 900099 1126527 1126527 69688482 -902846 -1596999 694153 796419 1050 1235136 4228 -438717 -3178 -441895 -441895 MIDMICHIGAN HEALTH NETWORK LLC 900099 251868 251868 COMMUNITY EDUCATION 900099 55269 55269 ISOMM, LLC 900099 47512 47512 344489 344489 699138 69907530 67649588 299380 1093911 X 120450 120450 5878798 2939399 2939399 28643838 22941676 5702162 3536398 2652299 884099 3457274 2613594 843680 2188598 1641449 547149 962555 962555 547000 410250 136750 102628 102628 33435558 27765111 5670447 9072 7257 1815 1348808 1011606 337202 1322709 992071 330638 29839 22379 7460 431795 215897 215898 195416 195416 5419440 5419440 87630176 63333438 24296738 0 1192972 2602860 20 20 8044002 9046683 89250343 43217030 45926688 46033313 34416385 37807979 17532039 16053717 842148131 841640577 1008489 988885 950268726 954174034 49449715 65770862 107626409 120919895 157076124 186690757 X 793192602 767483277 793192602 767483277 950268726 954174034 X -17722646 350409 -8337088 X X 0 1 X 1 1 0 X X 7 MIDMICHIGAN MEDICAL CENTER - MIDLAND 380833014 3 0 0 0 MIDMICHIGAN MEDICAL CENTER - GRATIOT 381437919 3 0 0 0 MIDMICHIGAN MEDICAL CENTER - CLARE 381518643 3 0 0 0 MIDMICHIGAN MEDICAL CENTER - GLADWIN 386020434 3 0 0 0 MIDMICHIGAN MEDICAL CENTER - ALPENA 386000029 3 0 0 0 MIDMICHIGAN MEDICAL CENTER - WEST BRANCH 464088182 3 0 0 0 MIDMICHIGAN VNA DBA MIDMICHIGAN HOME CARE 381459397 10 0 0 0 7 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE A - SUPPLEMENTAL INFORMATION THE AMOUNT OF SUPPORT PROVIDED TO THE SUPPORTED ORGANIZATIONS IS EQUAL TO THE PROGRAM SERVICE EXPENSE REPORTED ON FORM 990, PART IX. MIDMICHIGAN HEALTH IS LISTED IN THE GOVERNING DOCUMENTS OF EACH OF THE SUPPORTED ORGANIZATIONS AS THE SOLE MEMBER OF THE ORGANIZATION. THE PURPOSE OR PURPOSES FOR WHICH THE CORPORATION IS ORGANIZED ARE AS FOLLOWS: (1) TO OWN, OPERATE, ACQUIRE, ESTABLISH, SPONSOR, DEVELOP AND MAINTAIN HOSPITALS, HEALTH CARE RELATED FACILITIES, HEALTH PROMOTION AND EDUCATION PROGRAMS, AND OTHER ACTIVITES DESIGNED TO PROVIDE FOR THE CARE AND TREATMENT OF THE SICK, INFIRM, AGED, AND DISTRESSED, AND TO FURTHER THE GENERAL HEALTH AND WELL BEING OF THE PUBLIC WITHOUT REGARD TO RACE, COLOR, CREED, SEX, NATIONAL ORIGIN OR ECONOMIC CONDITION. (2) TO DEVELOP AND IMPLEMENT MANAGEMENT SYSTEMS AND POLICIES WHICH WILL CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES. (3) TO CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES AND ACTIVITIES DIRECTLY OR THROUGH ONE OR MORE SUBSIDIARY ORGANIZATIONS OR JOINTLY IN CONJUNCTION WITH ONE OR MORE OTHER ORGANIZATIONS ENGAGED IN HEALTH CARE ACTIVITIES FOR MEMBERS OF THE PUBLIC. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2408393 1416121 992272 239226 92425 146801 85551939 41708484 43843455 1050785 1050785 46033313 MIDMICHIGAN MEDICAL CENTER - MIDLAND 568679769 C MIDMICHIGAN MEDICAL CENTER - ALPENA 53761785 C MIDMICHIGAN MEDICAL CENTER - GRATIOT 49848999 C MIDMICHIGAN MEDICAL CENTER - GLADWIN 52570856 C MIDMICHIGAN MEDICAL CENTER - CLARE 38531192 C MIDMICHIGAN MEDICAL CENTER - WEST BRANCH 18810235 C MIDMICHIGAN HEALTH DEVELOPMENT ASSOCIATION 57889449 C MIDMICHIGAN COLLABORATIVE CARE ORG 1169671 C MIDMICHIGAN PHYSICIANS GROUP -12621188 C MIDMICHIGAN HEALTH NETWORK 1280516 C MIDMICHIGAN VISITING NURSE ASSOC 11719293 C 841640577 ACCRUED PENSION/RETIRMENT BENEFITS 60254192 DEFERRED COMP, OTHER 37926342 SELF INSURANCE 22739361 120919895 1 AMERICAN CANCER SOCIETY 1111 S HENRY SUITE A BAY CITY MI 48706 131788491 501(C)(3) 7500 N/A N/A DONATION AMERICAN HEART ASSOCIATION PO BOX 841390 DALLAS TX 75284 135613797 501(C)(3) 17000 N/A N/A DONATION 2 0 X 1 1 X X X X 1 1 0 0 0 0 0 1 0 POSTLER-SLATTERY DIANE PRESIDENT 812550 0 425170 0 7423 0 230632 0 24907 0 1500682 0 0 0 ROGERS GREGORY EXEC VICE PRESIDENT 532654 0 240823 0 29649 0 235215 0 18988 0 1057329 0 0 0 PADGETT FRANCINE SR VP, SECRETARY & TREASURER 463388 0 173698 0 31077 0 283909 0 16270 0 968342 0 0 0 WATSON PINNEY MD LYDIA CHIEF MEDICAL OFFICER 493430 0 187504 0 7778 0 121848 0 26197 0 836757 0 0 0 RAPP DONNA FORMER SR VP & SECRETARY 15045 0 0 0 620649 0 6506 0 585 0 642785 0 168638 0 JANDWANI MD PANKAJ CHIEF INNOVATION OFFICER 411413 0 162116 0 1383 0 14000 0 1482 0 590394 0 0 0 STOVER RAYMOND PRESIDENT - EASTERN REGION 296734 0 113311 0 13152 0 101853 0 24264 0 549314 0 0 0 GHILARDI GREG SR VP & CHIEF HR OFFICER 298056 0 113061 0 15970 0 80139 0 23439 0 530665 0 0 0 GENOVESE ROBERT CHIEF MEDICAL INFORMATION OFFICER 377295 0 93134 0 10438 0 23197 0 22872 0 526936 0 0 0 CAMPBELL THOMAS SR VP & CHIEF STRATEGY OFFICER 320313 0 118747 0 4559 0 63399 0 3573 0 510591 0 0 0 WALTZ DANIEL VP CIO 325206 0 120154 0 4675 0 48590 0 4346 0 502971 0 0 0 RODGERS BRIAN FORMER SR VP - PRESIDENT MHN 0 0 0 0 160655 0 0 0 0 0 160655 0 160655 0 PART I, LINE 1A: THE FOLLOWING PERSONS LISTED IN PART VII, SECTION A, RECEIVED PAYMENT OF THE MONTHLY SOCIAL COUNTRY CLUB DUES WHICH APPROXIMATES $163 PER MONTH. MIDMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. AMOUNTS RELATED TO THE NON-BUSINESS USE ARE TREATED AS TAXABLE INCOME. POSTLER-SLATTERY, DIANE - PRESIDENT & CEO ROGERS, GREGORY - EXECUTIVE VICE PRESIDENT PADGETT, FRANCINE - SVP, CFO & TREASURER WATSON-PINNEY, MD, LYDIA - CHIEF MEDICAL OFFICER STOVER, RAYMOND - PRESIDENT EASTERN REGION GHILARDI, GREG - VP HUMAN RESOURCES CAMPBELL, THOMAS - CHIEF STRATEGY OFFICER WALTZ, DANIEL - VP & CHIEF INFORMATION OFFICER PART I, LINE 4A: THE FOLLOWING PERSONS LISTED IN PART VII, SECTION A, RECEIVED A SEVERENCE PAYMENT. DONNA RAPP RECEIVED SEVERANCE PAYMENTS BIWEEKLY, FOR 104 WEEKS, TOTALING $410,086 DURING THE TAX YEAR. PART I, LINE 4B: POSTLER-SLATTERY, ROGERS, PADGETT, WATSON PINNEY, STOVER, GHILARDI, CAMPBELL, AND WALTZ ARE PARTICIPANTS IN A 457(F) PLAN. RAPP, A FORMER PARTICIPANT, RECEIVED A FINAL PAYMENT IN 2019. THE SERP IS UNFUNDED AND BEGAN ON JANUARY 1, 2009. THE CURRENT PARTICIPANTS OF THE PLAN ARE THE MEMBERS OF THE SENIOR LEADERSHIP OR EXECUTIVE TEAM. EACH PARTICIPANT'S ANNUAL AWARD IS BASED ON THEIR POSITION LEVEL AND IS A PERCENTAGE OF BASE SALARY ON DECEMBER 31 OF THE PLAN YEAR. THE PLAN PROVIDES ADDITIONAL RETIREMENT INCOME WHICH OTHERWISE WOULD BE PROVIDED UNDER THE PENSION PLAN AND 403(B) PLAN, BUT FOR LIMITATIONS ON SUCH BENEFITS REQUIRED BY FEDERAL LAW. A PARTICIPANT'S ACCOUNT SHALL BE 100% VESTED IF THE PARTICIPANT IS EMPLOYED BY MIDMICHIGAN HEALTH ON THE DATE THE FIRST OF THE FOLLOWING VESTING EVENTS OCCUR: ATTAINMENT OF NORMAL RETIREMENT AGE; DEATH; TERMINATION OF EMPLOYMENT BECAUSE OF TOTAL DISABILITY; OR, ON THE THREE-YEAR ANNIVERSARY OF THEIR PARTICIPATION DATE. PART I, LINE 7: MIDMICHIGAN HEALTH'S COMPENSATION INCLUDES BOTH BASE AND VARIABLE COMPENSATION (NONFIXED PAYMENTS). IN ACCORDANCE WITH ITS POLICIES, ALL ELEMENTS (BASE, VARIABLE, BENEFITS, AND PERQUISITES) ARE COMPARED TO MARKET AND ARE DETERMINED BY THE INDEPENDENT COMPENSATION COMMITTEE AFTER A REVIEW BY AN INDEPENDENT CONSULTANT, SULLIVAN COTTER, TO ENSURE THAT TOTAL COMPENSATION REMAINS WITHIN ACCEPTABLE GUIDELINES (60% OF MEDIAN). THE COMPENSATION COMMITTEE, WHO IS AUTHORIZED TO ACT ON BEHALF OF THE MIDMICHIGAN HEALTH BOARD OF DIRECTORS, APPROVED COMPENSATION FOR THE MIDMICHIGAN HEALTH CEO, SENIOR EXECUTIVES AND PHYSICIANS. SULLIVAN COTTER ISSUED ITS COMPREHENSIVE ASSESSMENT IN MAY 2019. AN INDEPENDENT ASSESSMENT IS COMPLETED EVERY 3-5 YEARS. THE COMPENSATION COMMITTEE REVIEWED THE RESULTS IN MAY 2019 PRIOR TO AWARDING ANY ANNUAL COMPENSATION ADJUSTMENTS. IN ADDITION, AS A PART OF THE PHYSICIAN ENTERPRISE ENGAGEMENT, KAUFMAN HALL ISSUED A SAFE HARBOR LETTER THAT WAS REVIEWED AT THE MAY 2018 COMPENSATION COMMITTEE MEETING. PART III: MIDMICHIGAN HEALTH'S COMPENSATION COMMITTEE CHARTER IS APPROVED ANNUALLY BY THE COMMITTEE AND BOARD AS WERE THE EXECUTIVE COMPENSATION PHILOSOPHY AND STRATEGY. MIDMICHIGAN HEALTH ALSO CONTINUES TO UTILIZE AN INDEPENDENT COMPENSATION CONSULTANT TO ASSIST WITH THE GOVERNANCE PROCESS AND TO REVIEW AND REPORT ON ALL SYSTEM LEVEL EXECUTIVES, HOSPITAL LEVEL EXECUTIVES AND SELECTED OTHER EXECUTIVES. MIDMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. MIDMICHIGAN HEALTH TARGETS THE BASE SALARY OF ITS EXECUTIVES WITHIN A MARKET COMPETITIVE SALARY RANGE WITH A MIDPOINT APPROXIMATELY EQUAL TO THE 50TH PERCENTILE OF THE BASE SALARY MARKET DATA. MARKET DATA IS OBTAINED NATIONALLY FROM HEALTH SYSTEMS, HOSPITALS AND ORGANIZATIONS OF COMPARABLE SIZE BY SULLIVAN COTTER, AN INDEPENDENT CONSULTANT. NET OPERATING REVENUE IS THE CRITICAL FACTOR UTILIZED TO DETERMINE COMPARABILITY. ROBIN NELSON FAMILY MEMBER OF BOBBIE ARNOLD, BOARD MEMBER 123037 EMPLOYMENT 0 MICHAEL ROGERS FAMILY MEMBER OF GREGORY ROGERS, EXEC. VICE PRESIDENT 99473 EMPLOYMENT 0 JERAMIE SODERBERG FAMILY MEMBER OF BILL WEIDEMAN, BOARD MEMBER 82775 EMPLOYMENT 0 FORM 990 - ADDITIONAL INFORMATION THIS FORM 990 TAX RETURN INCLUDES DATA FROM MIDMICHIGAN COLLABORATIVE CARE ORGANIZATION. FORM 990, PART I, LINES 3 & 4 AND PART VI, SECTION A, LINE 1 ANY BOARD MEMBERS WHO HAVE A FAMILY OR BUSINESS RELATIONSHIP AS LISTED IN SCHEDULE L ARE NOT CONSIDERED TO BE INDEPENDENT. ALL OTHERS WHO ARE NOT INDEPENDENT ARE EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION LISTED IN SCHEDULE R AND ARE COMPENSATED AT MARKET VALUE FOR THE SERVICES PROVIDED TO THAT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION HAS TWO MEMBER CLASSES. ONE MEMBER CLASS CONSISTS SOLELY OF MICHIGAN HEALTH CORPORATION (MHC) AND HOLDS A TWELVE PERCENT (12%) MEMBERSHIP INTEREST IN MIDMICHIGAN HEALTH. THE OTHER MEMBER CLASS CONSISTS OF THE MEMBERS OF THE MIDMICHIGAN HEALTH DIRECTOR CLASS AND HOLDS A 88% MEMBERSHIP INTEREST. MHC EXISTS AS THE SOLE MEMBER OF THE MHC MEMBER CLASS. THE MIDMICHIGAN HEALTH MEMBER CLASS IS COMPOSED OF THE INDIVIDUALS WHO ARE MEMBERS OF THE MIDMICHIGAN HEALTH DIRECTOR CLASS. THE PROPERTY, BUSINESS, AND AFFAIRS OF MIDMICHIGAN HEALTH ARE MANAGED BY THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS MAY EXERCISE ALL OF THE POWER AND AUTHORITY OF THE ORGANIZATION IN SUCH A MANNER AND TO SUCH EXTENT AS THE BOARD OF DIRECTORS SHALL DETERMINE AND DECIDE, EXCEPT AS SPECIFICALLY PROVIDED IN THE LAWS OF THE STATE OF MICHIGAN, THE ARTICLES OF INCORPORATION, AND/OR THE BYLAWS OF MIDMICHIGAN HEALTH. THE BOARD OF DIRECTORS SHALL HAVE TWO DIRECTOR CLASSES, THE FIRST CONSISTING OF THOSE DIRECTORS NOMINATED BY THE MHC MEMBER CLASS AND THE SECOND CONSISTING OF THE DIRECTORS NOMINATED BY THE MIDMICHIGAN HEALTH MEMBER CLASS. THE BOARD OF DIRECTORS ("BOARD") SHALL CONSIST OF NOT LESS THAN 11 PERSONS AND NOT MORE THAN 18 PERSONS, INCLUDING THE PRESIDENT/CEO WHO SHALL SERVE AS EX OFFICIO. THE BOARD CURRENTLY MEETS AT LEAST 5 TIMES A YEAR. ACTIONS BY WRITTEN CONSENT ARE PERMITTED BUT SUCH CONSENT MUST BE UNANIMOUS. ALL OTHER ACTIONS MAY BE TAKEN BY A MAJORITY OF THE TOTAL NUMBER OF DIRECTORS PRESENT ASSUMING A QUORUM. FORM 990, PART VI, SECTION A, LINE 7A THE MHC DIRECTORS HOLD OFFICE FOR SUCCESSIVE THREE-YEAR TERMS, WITHOUT TERM LIMITS, UNTIL A SUCCESSOR IS APPOINTED AND QUALIFIED. MIDMICHIGAN DIRECTORS HOLD OFFICE FOR A TERM OF ONE YEAR AND UNTIL HIS OR HER SUCCESSOR IS SELECTED AND QUALIFIED. NO MIDMICHIGAN DIRECTOR EXCEPT FOR THE CHIEF EXECUTIVE OFFICER SHALL SERVE MORE THAN NINE CONSECUTIVE ONE-YEAR TERMS. AT LEAST 30 DAYS PRIOR TO THE ANNUAL MEETING OF MEMBERS, THE CHAIR OF THE GOVERNANCE AND NOMINATING COMMITTEE SHALL PREPARE A LIST OF NOMINEES FOR ELECTION TO THE BOARD OF DIRECTORS AND SUBMIT THE LIST TO THE MEMBERS OF THE MIDMICHIGAN MEMBER CLASS AT THE ANNUAL MEETING. ONLY MEMBERS OF THE MIDMICHIGAN MEMBER CLASS ARE VESTED WITH THE POWER TO ELECT MIDMICHIGAN DIRECTORS. ADDITIONAL CANDIDATES FOR MEMBERSHIP ON THE BOARD OF DIRECTORS MAY BE NOMINATED BY MEMBERS OF THE MIDMICHIGAN MEMBER CLASS, HOWEVER, ALL SUCH NOMINATIONS MUST BE FILED WITH THE SECRETARY AT LEAST FIFTEEN (15) DAYS IN ADVANCE OF THE ANNUAL MEETING AT WHICH THE ELECTION WILL BE HELD. IN NOMINATING AND ELECTING INDIVIDUALS TO SERVE AS MIDMICHIGAN DIRECTORS, CONSIDERATION SHALL BE GIVEN TO DRAWING CANDIDATES FROM REGIONS SERVED BY THE CORPORATION AND ITS SUBSIDIARIES, AND TO CANDIDATES WHO PROVIDE SKILLS OR EXPERTISE NEEDED BY THE BOARD OF DIRECTORS. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE BYLAWS, FOR THE PERIOD BEGINNING APRIL 1, 2016 AND ENDING MARCH 31, 2018, TWO (2) SEATS ON THE BOARD OF DIRECTORS SHALL BE HELD BY MEMBERS OF MIDMICHIGAN MEDICAL CENTER-ALPENA'S BOARD OF DIRECTORS. IF, PRIOR TO MARCH 31, 2018, EITHER OF THOSE MEMBERS RESIGNS OR IS REMOVED, THEIR REPLACEMENT MEMBERS WILL BE APPOINTED FROM AMONG INDIVIDUALS NOMINATED BY THE MIDMICHIGAN MEDICAL CENTER-ALPENA BOARD. ADDITIONALLY, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE BYLAWS, FOR THE PERIOD BEGINNING APRIL 1, 2018 AND ENDING MARCH 31, 2027, ONE (1) SEAT ON THE BOARD OF DIRECTORS SHALL BE HELD BY A MEMBER OF MIDMICHIGAN MEDICAL CENTER-WEST BRANCH'S BOARD OF DIRECTORS. IF, PRIOR TO MARCH 31, 2027, SUCH MEMBER RESIGNS OR IS REMOVED, A REPLACEMENT MEMBER WILL BE APPOINTED FROM AMONG INDIVIDUALS NOMINATED BY THE MIDMICHIGAN MEDICAL CENTER-WEST BRANCH BOARD. FORM 990, PART VI, SECTION A, LINE 7B EACH MEMBER CLASS HAS CERTAIN RESERVE POWERS. THE FOLLOWING ACTIONS REQUIRE THE APPROVAL OF THE MHC MEMBER CLASS AND THE MIDMICHIGAN HEALTH MEMBER CLASS: - TERMINATION OF THE AFFILIATION OTHER THAN AS EXPRESSLY PROVIDED IN THE AFFILIATION AGREEMENT; - DISSOLUTION OF THE CORPORATION; - CHANGES TO THE ARTICLES OF INCORPORATION, BYLAWS, OR OTHER DOCUMENTS OF MIDMICHIGAN HEALTH OR ITS SUBSIDIARIES THAT WOULD AFFECT MHC'S (AND/OR UMHS') RIGHTS OR INTERESTS UNDER THE AFFILIATION AGREEMENT. FORM 990, PART VI, SECTION B, LINE 11B THE FINANCE STAFF AT EACH SUBSIDIARY UPLOADS INFORMATION INTO THE SOFTWARE WHICH IS THEN REVIEWED BY A THE CORPORATE CONTROLLER AT MIDMICHIGAN HEALTH. THE CORPORATE CONTROLLER REQUESTS ADDITIONAL INFORMATION AND OBTAINS CLARIFICATION. A FINAL REVIEW IS THEN DONE BY THE SVP AND TREASURER. IN ADDITION, ALL COMPENSATION DISCLOSURES ARE REVIEWED WITH THE MIDMICHIGAN HEALTH CEO PRIOR TO FILING. THE FORM 990 PART VII AND SCHEDULE J COMPENSATION INFORMATION IS REVIEWED BY THE COMPENSATION COMMITTEE PRIOR TO FILING. FORM 990, INCLUDING ALL SCHEDULES, IS MADE AVAILABLE TO THIS ORGANIZATION'S BOARD OF DIRECTORS IN A SECURE ELECTRONIC FORMAT WITH A SUMMARY OF ALL THE MAJOR CHANGES FROM THE PRIOR YEAR RETURN. QUESTIONS OR CONCERNS ARE ADDRESSED BY THE SVP AND TREASURER. THE QUESTIONS OR CONCERNS OF THESE REVIEWS ARE PRESENTED TO THE MIDMICHIGAN HEALTH BOARD OF DIRECTORS AND THIS ORGANIZATION'S BOARD OF DIRECTORS, IF ANY ARE INDENTIFIED. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION REQUIRES EACH DIRECTOR, OFFICER, KEY EMPLOYEE AND MEMBER OF A COMMITTEE OF THE BOARD ANNUALLY: 1) TO REVIEW THE ORGANIZATION'S CONFLICT OF INTEREST POLICY ("THE POLICY"); 2) TO DISCLOSE ANY POSSIBLE PERSONAL, FAMILIAL, OR BUSINESS RELATIONSHIP THAT REASONABLY COULD GIVE RISE TO A CONFLICT OF INTEREST OR THE APPEARANCE OF A CONFLICT OF INTEREST; AND 3) TO ACKNOWLEDGE BY HIS OR HER SIGNATURE THAT HE OR SHE IS ACTING IN ACCORDANCE WITH THE LETTER AND SPIRIT OF THE POLICY. THE COMPLETED FORMS ARE REVIEWED BY THE MIDMICHIGAN HEALTH SECRETARY AND FILED FOR REFERENCE AS NEEDED. A LISTING OF ANY CONFLICTS ARE PROVIDED TO THE BOARD CHAIR, VICE CHAIR, AND PRESIDENT OF THE ORGANIZATION. VOTING BOARD MEMBERS WITH CONFLICTS ON SPECIFIC ISSUES MAY BE ASKED TO LEAVE THE MEETING DURING DISCUSSIONS AND AT A MINIMUM ARE REQUIRED TO ABSTAIN FROM VOTING ON ANY ISSUE IN WHICH THEY ARE NOT INDEPENDENT. FORM 990, PART VI, SECTION B, LINE 15 ALL CEOS AND OPERATING OFFICERS COMPENSATION IS ANNUALLY APPROVED BY AN INDEPENDENT COMPENSATION COMMITTEE OF MIDMICHIGAN HEALTH. THE COMPENSATION IS THEN REVIEWED BY THE BOARD OF DIRECTORS (OR SUBCOMMITTEE THEREOF). ALL OFFICERS AND KEY EMPLOYEE COMPENSATION IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE FOR ADHERENCE TO CORPORATE POLICIES. FOR DETAILED INFORMATION ON COMPENSATION, PLEASE SEE SCHEDULE J. FORM 990, PART VI, SECTION C, LINE 19 ALL DOCUMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART VII MEMBERS OF THE MIDMICHIGAN HEALTH CORPORATE BOARD RECEIVE AN ANNUAL RETAINER PAID IN JULY OF $1,800 AND $200 FOR EACH MEETING ATTENDED EITHER IN PERSON OR REMOTELY. THEY ARE CONSIDERED TO WORK AN AVERAGE OF 2 HOURS A WEEK ON BOARD-RELATED MATTERS. ALL OTHER INDIVIDUALS WITH REPORTABLE COMPENSATION ARE PAID BY EITHER THE REPORTING ORGANIZATION OR A RELATED ORGANIZATION FOR SERVICES RELATED TO A PART-TIME OR FULL-TIME POSITION. AVERAGE HOURS PER WEEK FOR THOSE WITH REPORTABLE COMPENSATION ARE RELATED TO THE AFOREMENTIONED POSITIONS. THOSE PERSONS WITH FULL-TIME POSITIONS ARE ESTIMATED TO WORK AN AVERAGE OF 50 HOURS A WEEK. FORM 990, PART IX, LINE 11G PURCHASED/CONTRACT SERVICES: PROGRAM SERVICE EXPENSES 23,328,835. MANAGEMENT AND GENERAL EXPENSES 1,234,171. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 24,563,006. ASSOCIATION DUES & OTHER FEES: PROGRAM SERVICE EXPENSES 4,436,276. MANAGEMENT AND GENERAL EXPENSES 4,436,276. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 8,872,552. FORM 990, PART XI, LINE 9: PENSION -26,937,708. BOOK TAX DIFFERENCE FROM MHN K-1 -251,868. BOOK TAX DIFFERENCE FROM ISOMM K-1 -47,512. CAPITAL CONTRIBUTIONS FROM SUBSIDIARIES 18,900,000. THE AUDIT PROCESS HAS NOT CHANGED IN THE CURRENT YEAR. FORM 990, PART XII, LINE 3B SINGLE AUDIT DUE DATE WAS EXTENDED PER THE OFFICE OF MANAGEMENT AND BUDGET MIDMICHIGAN COLLABORATIVE CARE ORG 4000 WELLNESS DR MIDLAND MI 48670 460548987 SUPPORT MI 99603 1972336 MIDMICHIGAN HEALTH MIDMICHIGAN MEDICAL CENTER - MIDLAND 4000 WELLNESS DR MIDLAND MI 48670 380833014 HOSPITAL MI 501(C)(3) LINE 3 MIDMICHIGAN HEALTH 1 MIDMICHIGAN MEDICAL CENTER - GRATIOT 300 E WARWICK DR ALMA MI 48801 381437919 HOSPITAL MI 501(C)(3) LINE 3 MIDMICHIGAN HEALTH 1 MIDMICHIGAN MEDICAL CENTER - CLARE 703 N MCEWAN ST CLARE MI 48617 381518643 HOSPITAL MI 501(C)(3) LINE 3 MIDMICHIGAN HEALTH 1 MIDMICHIGAN MEDICAL CENTER - GLADWIN 515 QUARTER ST GLADWIN MI 48624 386020434 HOSPITAL MI 501(C)(3) LINE 3 MIDMICHIGAN HEALTH 1 MIDMICHIGAN MEDICAL CENTER - ALPENA 1501 W CHISHOLM ST ALPENA MI 49707 386000029 HOSPITAL MI 501(C)(3) LINE 3 MIDMICHIGAN HEALTH 1 MIDMICHIGAN VNA DBA MIDMICHIGAN HOME CARE 3007 N SAGINAW RD MIDLAND MI 48640 381459397 HOME CARE MI 501(C)(3) LINE 10 MIDMICHIGAN HEALTH 1 MIDMICHIGAN PHYSICIANS GROUP 2620 W SUGNET RD MIDLAND MI 48640 383317788 MEDICAL OFFICE MI 501(C)(3) LINE 12A, I MIDMICHIGAN HEALTH 1 MIDMICHIGAN HEALTH DEVELOPMENT ASSOCIATES 4000 WELLNESS DR MIDLAND MI 48670 382459947 OPERATIONS MI 501(C)(2) MIDMICHIGAN HEALTH 1 MIDMICHIGAN HEALTH FOUNDATION 4000 WELLNESS DR MIDLAND MI 48670 812813405 FOUNDATION MI 501(C)(3) LINE 12A, I MIDMICHIGAN HEALTH 1 MIDMICHIGAN MEDICAL CENTER - WEST BRANCH 2463 S M-30 WEST BRANCH MI 48661 464088182 HOSPITAL MI 501(C)(3) LINE 3 MIDMICHIGAN HEALTH 1 TOLFREE FOUNDATION 335 E HOUGHTON AVE WEST BRANCH MI 48661 383067917 FUNDRAISING MI 501(C)(3) LINE 12A, I MIDMICHIGAN HEALTH 1 MIDMICHIGAN HEALTH PAIN MANAGEMENT 2463 SOUTH M-30 WEST BRANCH MI 48661 834186622 HEALTHCARE PAIN MANAGEMENT MI N/A ISOMM 211 S CRAPO ST STE H MT PLEASANT MI 48858 270867311 MRI SERVICES MI MIDMICHIGAN HEALTH UNRELATED 47512 458204 0 47512 0 0.51000 0 1 1 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 1 MIDMICHIGAN MEDICAL CENTER - MIDLAND C 13000000 COST MIDMICHIGAN MEDICAL CENTER - GRATIOT C 1800000 COST MIDMICHIGAN MEDICAL CENTER - CLARE C 850000 COST MIDMICHIGAN MEDICAL CENTER - ALPENA C 2500000 COST MIDMICHIGAN MEDICAL CENTER - GLADWIN C 550000 COST MIDMICHIGAN VISITING NURSE ASSOCIATION DBA MIDMICHIGAN HOME CARE C 200000 COST MIDMICHIGAN HEALTH DEVELOPMENT ASSOCIATES C 2600000 COST MIDMICHIGAN MEDICAL CENTER - WEST BRANCH B 4900000 COST MIDMICHIGAN HEALTH DEVELOPMENT ASSOCIATES K 71893 COST MIDMICHIGAN MEDICAL CENTER - WEST BRANCH P 1049302 COST MIDMICHIGAN MEDICAL CENTER - ALPENA P 2103995 COST MIDMICHIGAN PHYSICIANS GROUP P 1241927 COST MIDMICHIGAN MEDICAL CENTER - MIDLAND P 215162 COST MIDMICHIGAN MEDICAL CENTER - GRATIOT P 84751 COST MIDMICHIGAN MEDICAL CENTER - MIDLAND Q 35079382 COST MIDMICHIGAN MEDICAL CENTER - GRATIOT Q 7650785 COST MIDMICHIGAN MEDICAL CENTER - ALPENA Q 7926221 COST MIDMICHIGAN MEDICAL CENTER - CLARE Q 3125894 COST MIDMICHIGAN MEDICAL CENTER - GLADWIN Q 2784347 COST MIDMICHIGAN VISITING NURSE ASSOCIATION DBA MIDMICHIGAN HOME CARE Q 1017474 COST MIDMICHIGAN PHYSICIANS GROUP Q 6828754 COST MIDMICHIGAN HEALTH DEVELOPMENT ASSOCIATES Q 774816 COST MIDMICHIGAN HEALTH FOUNDATION C 97156 COST MIDMICHIGAN MEDICAL CENTER - MIDLAND S 125512 COST