2019-11-14T16:21:07-06:00 2018-12-31 560747981 DIXON HUGHES GOODMAN LLP 500 RIDGEFIELD COURT ASHEVILLE NC 28806 990 2018-01-01 581454711 METHODIST LE BONHEUR HEALTHCARE METH 9015160543 1211 UNION AVENUE NO 700 MEMPHIS TN 38104 CHUCK LANE CFO 9015160543 2019-11-14 1 AMY BIBBY P00445891 8282542254 24.241.144.70 2019-11-14 15:46:07 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 083993E8E059FCB3C563BE1594239D73DD9572BD 2018 2020-04-17 16:48:07Z MICHAEL UGWUEKE 1211 UNION AVENUE NO 700 MEMPHIS TN 38104 157663829 0 X WWW.METHODISTHEALTH.ORG X 1982 TN MANAGEMENT AND SUPERVISION OF AFFILIATED HOSPITALS 23 21 1418 279 697729 61220 0 0 149750638 150168992 7107423 1595191 6040426 5899646 162898487 157663829 1062953 2206782 0 0 109151368 111408954 0 0 0 52745369 50935118 162959690 164550854 -61203 -6887025 1298386466 1226860396 876363643 849230571 422022823 377629825 X METHODIST LE BONHEUR HEALTHCARE, IN PARTNERSHIP WITH ITS MEDICAL STAFFS, WILL COLLABORATE WITH PATIENTS AND THEIR FAMILIES TO BE THE LEADER IN PROVIDING HIGH QUALITY, COST-EFFECTIVE PATIENT AND FAMILY-CENTERED CARE. SERVICES WILL BE PROVIDED IN A MANNER WHICH SUPPORTS THE HEALTH MINISTRIES AND SOCIAL PRINCIPLES OF THE UNITED METHODIST CHURCH TO BENEFIT THE COMMUNITIES WE SERVE. 0 0 20722446 2206782 150349499 AT METHODIST LE BONHEUR HEALTHCARE (MLH), WE TAKE OUR MISSION SERIOUSLY AND ARE COMMITTED TO FULFILLING OUR SOCIAL RESPONSIBILITY BY GIVING BACK TO THE COMMUNITY IN A MEANINGFUL WAY. MLH HAS CONTINUED TO BE THE LARGEST PROVIDER OF TENNCARE SERVICES IN THE STATE AND OUR FACILITIES SERVE ALL AREAS OF THE CITY AND COUNTY. AS A FAITH-BASED INSTITUTION, PROVIDING ACCESS TO HEALTHCARE FOR ALL OF THE COMMUNITY IS VERY IMPORTANT TO US. PLEASE SEE OUR EXTENDED DESCRIPTION OF PROGRAM SERVICE ACCOMPLISHMENTS IN SCHEDULE O. IN ADDITION, PLEASE VISIT OUR WEBSITE FOR A POSTING OF THE MOST CURRENT COMMUNITY BENEFIT REPORT AT: WWW.METHODISTHEALTH.ORG/ARTICLES/COMMUNITY-INVOLVEMENT 20722446 1 0 0 1 0 0 0 0 0 0 1 0 0 0 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 0 1 0 0 0 0 0 1 1 0 0 0 1 255 0 1 1418 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 23 21 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X X RICK HETHERINGTON 9015160656 1211 UNION AVE SUITE 600 MEMPHIS TN 38104 MARK MEDFORD BOARD CHAIRMAN 2.00 X X 0 0 0 LARRY BRYAN BOARD VICE CHAIRMAN 2.00 X X 0 0 0 HARRY GOLDSMITH BOARD SECRETARY 2.00 X X 0 0 0 ALAN GRAF JR BOARD MEMBER 2.00 X 0 0 0 MIKE BRUNS BOARD MEMBER 2.00 X 0 0 0 HAROLD FORD JR BOARD MEMBER 2.00 X 0 0 0 EDITH KELLY-GREEN BOARD MEMBER 2.00 X 0 0 0 CAROLYN HARDY BOARD MEMBER 2.00 X 0 0 0 JOHNNY MOORE BOARD MEMBER 2.00 X 0 0 0 BILLY ORGEL BOARD MEMBER 2.00 X 0 0 0 JOHN HILLIARD PETTY III BOARD MEMBER 2.00 X 0 0 0 DAVID RUDD BOARD MEMBER 2.00 X 0 0 0 SANDY M SMITH BOARD MEMBER 2.00 X 0 0 0 FLOYD TYLER BOARD MEMBER 2.00 X 0 0 0 DENISE WOOD BOARD MEMBER 2.00 X 0 0 0 DAVID BECKLY PH D BOARD MEMBER (THRU JUNE 2018) 2.00 X 0 0 0 BISHOP GARY MUELLER BOARD MEMBER 2.00 X 0 0 0 STEVE SCHWAB MD BOARD MEMBER 2.00 X 0 0 0 SCOTT E STROME MD BOARD MEMBER 2.00 X 0 0 0 BISHOP JAMES E SWANSON SR BOARD MEMBER 2.00 X 0 0 0 CARTER TOWNE MD BOARD MEMBER 2.00 X 0 0 0 BISHOP BILL MCALILLY BOARD MEMBER 2.00 X 0 0 0 GEORGE CATES BOARD MEMBER 2.00 X 0 0 0 MICHAEL UGWUEKE PRESIDENT/CEO/BOARD MEMBER 48.00 2.00 X X 1456728 0 411661 GARY SHORB SENIOR ADVISOR TO PRESIDENT 4.00 X 115776 0 1327 CHRISTOPHER MCLEAN EVP / CHIEF ADMINISTRATIVE 36.00 14.00 X 1622645 0 195622 WILLIAM KENLEY EVP/COMMUNITY GROUP 48.00 2.00 X 828523 0 195304 KATHLEEN FORBES EVP/ACADEMIC GROUP 48.00 2.00 X 480817 0 97218 DAVID BAYTOS SVP - MS 10.00 40.00 X 584083 0 52464 ALBERT MOSLEY SVP - FAITH & HEALING 48.00 2.00 X 197774 0 83062 CATO JOHNSON SVP - PUBLIC POLICY 48.00 2.00 X 553667 0 36233 MARK MCMATH SVP - CMIO 48.00 2.00 X 439528 0 100010 NIKKI POLIS SVP - CHIEF NURSING OFFICER 44.00 6.00 X 666940 0 26336 HUGH JONES III SVP - STRATEGIC PLANNING 48.00 2.00 X 414731 0 116426 CAROL ROSS-SPANG SVP - HUMAN RESOURCES 48.00 2.00 X 539960 0 123415 SUSAN GAIL THURMOND SVP - CHIEF QUALITY OFFICER 48.00 2.00 X 587509 0 40718 WILLIAM BREEN JR SVP - PHYSICIAN ALLIGNMENT 48.00 2.00 X 721164 0 95448 JOHN MITCH GRAVES SVP - PRESIDENT/CEO OF HEALTH CHOICE 44.00 6.00 X 626119 0 89539 CHARLES LANE SVP - ASSOCIATE CFO 48.00 2.00 X 584294 0 139087 MONICA WHARTON SVP 48.00 2.00 X 390150 0 95244 CYNTHIA DAVIS VP - CIO/AMBULATORY SERVICE 40.00 X 348178 0 55946 LARRY FOGARTY VP - MATERIALS MANAGEMENT 40.00 X 375595 0 86665 EUGENIO FERNANDEZ VP - CHIEF TECHNOLOGY OFFICER 40.00 X 309617 0 35614 ARTHUR TOWNSEND VP - CHIEF CLIN TRANFORMATI 40.00 X 374197 0 67358 BURTON HAYES CHIEF MEDICAL INFOMATICS 40.00 X 300965 0 33937 12518960 0 2178634 22 0 1 0 CERNER CORPORATION PO BOX 959156 KANSAS CITY MO 63195 SYSTEM MAINTENANCE 13062308 PEOPLE 20 GLOBAL INC PO BOX 536853 ATLANTA GA 30353 NURSING STAFF 9532212 PRESIDIO NETWORKED SOLUTIONS INC P O BOX 822169 PHILADELPHIA PA 19182 SOFTWARE AND LICENSING 3999287 BAKER DONELSON BEARMAN CALDWELL 165 MADISON AVE STE 2000 MEMPHIS TN 38103 LEGAL SERVICES 3942376 HEALTH CAROUSEL LLC P O BOX 714216 CINCINNATI OH 45271 STAFFING SERVICES 2132377 52 AFFILIATE MANAGEMENT 900099 150172992 150172992 INVESTMENT IN SUBSIDIARIES 900099 -4000 -4000 150168992 1349528 1349528 202128 202128 180507 0 180507 180507 180507 43535 0 43535 43535 43535 MISCELLANEOUS REVENUE 900099 5555567 697729 4857838 HEALTHSOUTH SERVICES 900099 163572 163572 5719139 157663829 150349499 697729 6616601 2206782 2206782 12709523 12709523 77273241 17754312 59518929 5356336 5356336 10153003 1256005 8896998 5916851 1283620 4633231 6432274 6432274 58427 58427 503400 503400 14577596 3284142 11293454 2908729 682575 2226154 17064583 11887499 5177084 18717331 2388728 16328603 4852502 1008238 3844264 647084 177630 469454 747296 297870 449426 -6886938 -6886938 10431484 278969 10152515 1038617 14279 1024338 RECRUITMENT 1309102 1309102 MISCELLANEOUS EXPENSES 335276 3442 331834 MEDICAL SUPPLIES 324115 324115 INTERCOMPANY EXP. TRANS -22125760 -22125760 164550854 20722446 143828408 0 6156 347 41169086 40168565 225000 0 301038 268709 10883953 10072696 194128864 146045127 49670558 48083737 918207035 1089491658 244721582 396000 18772644 23762023 14429414 14616661 1298386466 1226860396 69823103 68922930 667650994 636608981 138889546 143698660 876363643 849230571 X 422022823 377629825 422022823 377629825 1298386466 1226860396 X -6887025 -59880440 22374467 X X 0 1 X 1 1 1 X X 5 METHODIST HEALTHCARE-MEMPHIS HOSPITALS 620479367 3 1 25383166 0 METHODIST HEALTHCARE COMMUNITY CARE ASSOCIATES 621403517 10 1 257733 0 ALLIANCE HEALTH SERVICES INC 620841121 10 1 1039331 0 METHODIST EXTENDED CARE HOSPITAL INC 621518342 3 1 0 0 METHODIST HEALTHCARE - OLIVE BRANCH HOSPITAL 640889822 3 1 1677842 0 5 28358072 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 PART I, LINE 12(G): THE ORGANIZATION PROVIDES SUPPORT FOR ITS SUPPORTED ORGANIZATIONS BY PROVIDING EXPENSE REIMBURSEMENTS AND MANAGMENT OVERSIGHT. THE AMOUNTS PRESENTED ON PART I, LINE 12(G) AS SUPPORT ARE THE VALUES OF EXPENSE REIMBURSEMENTS PROVIDED TO THE VARIOUS ORGANIZATIONS FOR THE TAX YEAR, WITH THE EXCEPTIONS BELOW WHICH INCLUDE DIRECT TRANSFERS TO EQUITY. - ALLIANCE HEALTH SERVICES, INC. EXPENSE REIMBURSEMENT: 5,168,391 0 0 0 1 0 0 1 0 1 503400 503400 0 PART II-B, LINE 1: THE ORGANIZATION MADE PAYMENTS TO VARIOUS LOBBYING ORGANIZATIONS THROUGHOUT THE YEAR TO ENGAGE IN LOBBYING ACTIVITIES ON ITS BEHALF. TOTAL AMOUNTS PAID FOR LOBBYING EQUALED $503,400. SPECIFIC AMOUNTS USED TO ENGAGE IN EACH OF THE ACTIVITIES IN LINE 1C-I IS UNKNOWN, AS THEY WERE PERFOMRED BY THIRD PARTIES. 7039999 7039999 10710502 5540909 5169593 5206840 3261057 1945783 162759765 136302826 26456939 8411758 940335 7471423 48083737 ACCRUED PENSION EXPENSE 97010585 SWAP MARKET VALUE 45797075 OTHER LIABILITIES 891000 143698660 X 120157856 -59880440 37272181 -22608259 142766115 14897714 14897714 157663829 164550854 0 164550854 0 164550854 PART X, LINE 2: THE ORGANIZATION CONSOLIDATES ITS AUDIT WITH ITS SUBSIDIARIES. THE FOLLOWING STATEMENT REFLECTS THE FIN 48 FOOTNOTE OF THE CONSOLIDATED GROUP. THE INTERNAL REVENUE SERVICE HAS DETERMINED THAT THE SYSTEM AND ALL OF THE NONPROFIT AFFILIATES FOR WHICH THE SYSTEM OR ITS BOARD OF DIRECTORS IS CONTROLLING MEMBER ARE EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE (IRC) SECTION 501(A) AS ORGANIZATIONS DESCRIBED IN SECTION 501(C)(3). AS QUALIFIED TAX-EXEMPT ORGANIZATIONS, THE SYSTEM'S NONPROFIT AFFILIATES MUST OPERATE IN CONFORMITY WITH THE IRC TO MAINTAIN THEIR TAX-EXEMPT STATUS. INCOME TAX FROM THE OPERATIONS OF THE SYSTEM'S WHOLLY OWNED FOR-PROFIT SUBSIDIARY, AMBULATORY OPERATIONS, INC., AND ITS SUBSIDIARIES IS NOT SIGNIFICANT. THE SYSTEM APPLIES FASB ASC TOPIC 740 (TOPIC 740), ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES. TOPIC 740 CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN INCOME TAX POSITIONS AND PROVIDES GUIDANCE ON WHEN TAX POSITIONS ARE RECOGNIZED IN AN ENTITY'S FINANCIAL STATEMENTS AND HOW THE VALUES OF THESE POSITIONS ARE DETERMINED. THERE HAS BEEN NO IMPACT ON THE SYSTEM'S COMBINED FINANCIAL STATEMENTS AS A RESULT OF TOPIC 740. PART XI, LINE 2D - OTHER ADJUSTMENTS: EQUITY TRANSFER FROM AFFILIATES 36,575,655. GAIN ON EXTINGUISHMENT OF DEBT 696,526. PART XI, LINE 4B - OTHER ADJUSTMENTS: CHANGE IN VALUE OF MINIMUM PENSION LIABILITY 14,897,714. 1 340B HEALTH 1101 15TH ST NW SUITE 910 WASHINGTON DC 20005 205913680 501(C)(3) 40000 LEADER LEVEL FOR ALLIANCE PROJECT 340B AMERICAN CANCER SOCIETY 250 WILLIAMS STREET NW ATLANTA GA 30303 131788491 501(C)(3) 10000 2018 TASTE OF HOPE GOLD SPONSORSHIP/SILVER SPONSOR AMERICAN HEART ASSOCIATION PO BOX 4002900 DES MOINES TN 503402900 135613797 501(C)(3) 50000 2018 ANNUAL HEART BALL AUTOZONE LIBERTY BOWL 959 RIDGEWAY LOOP ROAD SUITE 101 MEMPHIS TN 38120 626064769 501(C)(3) 6000 2018 AUTOZONE LIBERTY BOWL BALLET MEMPHIS 7950 TRINITY ROAD CORDOVA TN 38018 621018942 501(C)(3) 15000 2018 MEMPHIS MIDTOWN CAMPAIGN BILL LEE INAGURAL INC 4515 HARDING PIKE SUITE 110 NASHVILLE TN 37205 5000 BILL LEE INAUGURAL 2019 BLACK MARKET STRATEGIES LLC 10000 2018 BLOCK PARTY PEACE HEALTHY CITY BLUFF CITY MEDICAL SOCIETY PO BOX 17924 MEMPHIS TN 38187 561618327 501(C)(3) 7500 CORPORATE PARTNER SPONSORSHIP BOY SCOUTS OF AMERICA 171 S HOLLYWOOD STREET MEMPHIS TN 38112 501(C)(3) 5000 2018 DISTINGUISHED CITIZEN AWARD DINNER BOYS & GIRLS CLUB OF GREATER MEMPHIS 44 S REMBERT ST MEMPHIS TN 381044004 620646371 501(C)(3) 16500 2018 STEAK N BURGER DINNER/GOLF CLASSIC EVENT CHILDREN'S HOSPITAL COLORADO 13123 E 16TH AVE AURORA CO 80045 840166760 501(C)(3) 5000 ISPNO 2018 CHRISTIAN MEDICAL & DENTAL 2023 W HOUSTON WAY GERMANTOWN TN 381396933 362284267 501(C)(3) 10000 CMDA FALL BANQUET AND GOLF TOURNAMENT COMMON TABLE HEALTH ALLIANCE 6027 WALNUT GROVE ROAD NO 215 MEMPHIS TN 38120 621820264 501(C)(3) 25000 TAKE CHARGE CHAMPION LEVEL SPONSORSHIP EXCHANGE CLUB CARL PERKINS PO BOX 447 JACKSON TN 38302 621123112 501(C)(3) 5200 2018 ANNUAL BLUE SUEDE DINNER & AUCTION GERMANTOWN PERFORMING ARTS 1801 EXETER RD GERMANTOWN TN 381382934 581652763 501(C)(3) 10000 GPAC 2018-19 CENTER STAGE SERIES ISSUE MEDIA GROUP LLC 6000 SUPPORT FOR HIGH GROUND NEWS JDRF INTERNATIONAL 26 BROADWAY 14TH FLOOR NEW YORK NY 10004 501(C)(3) 5000 2018 PROMISE BALL/JDRF ONE WALK LEADERSHIP MEMPHIS 240 MADISON AVE SUITE 601 MEMPHIS TN 38103 501(C)(3) 35995 CORPORATE SPONSORSHIP LEMOYNE-OWEN COLLEGE 807 WALKER AVE MEMPHIS TN 38126 620475690 501(C)(3) 15000 2018 ANNUAL SPONSORSHIP MARCH OF DIMES 5384 POPLAR AVENUE SUITE 107 MEMPHIS TN 38119 131846366 501(C)(3) 15000 2018 MEMPHIS SIGNATURE CHEFS EVENT MEMPHIS AREA LEGAL SERVICES INC 22 N FRONT ST NO 1100 MEMPHIS TN 38103 620841436 501(C)(3) 5000 2018 JUSTICE FOR ALL BALL TICKETS MEMPHIS BRANCH NAACP 588 VANCE AVENUE MEMPHIS TN 38126 620637884 501(C)(3) 10000 GOLD TABLE SPONSORSHIP MEMPHIS BUSINESS GROUP ON HEALTH 4728 SPOTTSWOOD AVE 376 MEMPHIS TN 38117 501(C)(3) 6300 2018 CLINICAL ADVISORY COMMITTEE MEMPHIS BUSINESS JOURNAL 651 OAKLEAF OFFICE LANE MEMPHIS TN 38117 501(C)(3) 13650 OPERATIONAL SUPPORT MEMPHIS MEDICAL DISTRICT 656 MADISON AVENUE MEMPHIS TN 38103 501(C)(3) 1159202 OPERATIONAL SUPPORT MEMPHIS SHELBY CRIME COMMISSION 600 JEFFERSON AVE STE 400 MEMPHIS TN 38105 621693848 501(C)(3) 155000 MPD RECRUIT/RETAIN INITIATIVE SECOND PAYMENT MID-SOUTH MINORITY BUSINESS COUNCIL 158 MADISON AVE STE 300 MEMPHIS TN 381032682 621198163 501(C)(3) 78000 OPERATIONAL SUPPORT NATIONAL ASSOCIATION OF HEALTH PO BOX 459 GARDNER KS 66030 501(C)(3) 5000 2018 CONFERENCE SPONSORSHIP NATIONAL CIVIL RIGHTS MUSEUM 450 MULBERRY MEMPHIS TN 38103 581484027 501(C)(3) 40000 MLK50 SPONSORSHIP/DIAMOND FREEDOM AWARDS NATIONAL KIDNEY FOUNDATION 30 EAST 33RD STREET NEW YORK NY 10016 501(C)(3) 5000 GIFT OF LIFE GALA (APRIL 28, 2018) OVERTON PARK CONSERVANCY 1914 POPLAR AVENUE STE 202 MEMPHIS TN 38104 452031097 501(C)(3) 5000 DAY OF MERRYMAKING SPONSORSHIP 2018 PROJECT TRANSFORMATION TENNESSEE 1008 19TH AVENUE S NASHVILLE TN 37212 501(C)(3) 15000 SUPPORT FOR PROJECT TRANS, MEMPHIS PROGRAM RHODES COLLEGE 2000 NORTH PARKWAY MEMPHIS TN 38112 620476301 501(C)(3) 130000 2018 FUNDING FOR METHODIST SOULSVILLE FOUNDATION 926 E MCLEMORE AVENUE MEMPHIS TN 38106 501(C)(3) 10000 STAXTACULAR 2018 SPONSORSHIP/MLK TRIBUTE TENNESSEE MEDICAL FOUNDATION PO BOX 120909 NASHVILLE TN 372120909 620541813 501(C)(3) 5000 2018 TMF DONATION TREASURER CITY OF MEMPHIS GOVERNMENT 100000 2018 MLK 50TH COMMEMORATIVE CELEBRATION UNITED METHODIST SENIOR SERVICES 109 S BROADWAY ST TUPELO MS 38804 501(C)(3) 5000 GREEN HOUSE HOME CAPITAL CAMPAIGN UNIVERSITY OF MEMPHIS 635 NORMAL ST MEMPHIS TN 38152 626048540 501(C)(3) 96100 OPERATIONAL SUPPORT UNIVERSITY OF TENNESSEE 2407 RIVER RUN DRIVE ROOM A102 KNOXVILLE TN 37996 626001636 501(C)(3) 9200 PRESENTING SPONSOR FOR BIG ORANGE GALA MEMPHIS/NURSING NIGHTING GALA EVENT 36 PART I, LINE 2: GRANTS ARE MADE IN ACCORDANCE WITH THE METHODIST LE BONHEUR HEALTHCARE MISSION STATEMENT OF PROVIDING RESOURCES TO EXTEND HEALTH CARE THROUGH THE METHODIST LE BONHEUR HEALTHCARE SERVICE AREA. ALL GRANT REQUESTS ARE REVIEWED AND APPROVED BY A GROUP OF EXECUTIVES CONSISTING OF THE CEO, COO, CFO AND EVP OF METHODIST LE BONHEUR HEALTHCARE. X 1 1 X X X X X 0 1 0 0 0 0 0 1 0 MICHAEL UGWUEKE PRESIDENT/CEO/BOARD MEMBER 918210 0 293841 0 244677 0 391963 0 19698 0 1868389 0 142823 0 CHRISTOPHER MCLEAN EVP / CHIEF ADMINISTRATIVE 674058 0 615194 0 333393 0 173274 0 22348 0 1818267 0 279625 0 WILLIAM KENLEY EVP/COMMUNITY GROUP 535327 0 155013 0 138183 0 173381 0 21923 0 1023827 0 95829 0 KATHLEEN FORBES EVP/ACADEMIC GROUP 366983 0 0 0 113834 0 71866 0 25352 0 578035 0 0 0 DAVID BAYTOS SVP - MS 356386 0 149513 0 78184 0 37024 0 15440 0 636547 0 0 0 ALBERT MOSLEY SVP - FAITH & HEALING 134638 0 0 0 63136 0 22298 0 60764 0 280836 0 0 0 CATO JOHNSON SVP - PUBLIC POLICY 344407 0 83579 0 125681 0 16500 0 19733 0 589900 0 0 0 MARK MCMATH SVP - CMIO 354153 0 63105 0 22270 0 86137 0 13873 0 539538 0 16735 0 NIKKI POLIS SVP - CHIEF NURSING OFFICER 345876 0 151056 0 170008 0 14101 0 12235 0 693276 0 108009 0 HUGH JONES III SVP - STRATEGIC PLANNING 346343 0 65452 0 2936 0 87760 0 28666 0 531157 0 0 0 CAROL ROSS-SPANG SVP - HUMAN RESOURCES 366998 0 97910 0 75052 0 107103 0 16312 0 663375 0 82298 0 SUSAN GAIL THURMOND SVP - CHIEF QUALITY OFFICER 418488 0 101326 0 67695 0 27399 0 13319 0 628227 0 0 0 WILLIAM BREEN JR SVP - PHYSICIAN ALLIGNMENT 285416 0 387505 0 48243 0 86202 0 9246 0 816612 0 33569 0 JOHN MITCH GRAVES SVP - PRESIDENT/CEO OF HEALTH CHOICE 388905 0 108220 0 128994 0 74357 0 15182 0 715658 0 98736 0 CHARLES LANE SVP - ASSOCIATE CFO 429780 0 63069 0 91445 0 118014 0 21073 0 723381 0 25204 0 MONICA WHARTON SVP 367645 0 21166 0 1339 0 76698 0 18546 0 485394 0 0 0 CYNTHIA DAVIS VP - CIO/AMBULATORY SERVICE 280024 0 40923 0 27231 0 34567 0 21379 0 404124 0 20413 0 LARRY FOGARTY VP - MATERIALS MANAGEMENT 271564 0 40024 0 64007 0 57689 0 28976 0 462260 0 33883 0 EUGENIO FERNANDEZ VP - CHIEF TECHNOLOGY OFFICER 251481 0 36433 0 21703 0 25209 0 10405 0 345231 0 15559 0 ARTHUR TOWNSEND VP - CHIEF CLIN TRANFORMATI 311311 0 45035 0 17851 0 40319 0 27039 0 441555 0 0 0 BURTON HAYES CHIEF MEDICAL INFOMATICS 286836 0 14129 0 0 0 16500 0 17437 0 334902 0 0 0 PART I, LINE 1A A HOUSING ALLOWANCE IS PROVIDED TO ONE CLERGYMAN FOR MINISTERIAL SERVICES PROVIDED TO PATIENTS AND THEIR FAMILIES. THIS AMOUNT IS INCLUDED IN BOX 14 OF THE EMPLOYEE'S W-2. PART I, LINE 4B THE PURPOSE OF THE METHODIST LE BONHEUR HEALTHCARE CONSOLIDATED EXECUTIVE DEFERRED COMPENSATION PLAN IS TO PROVIDE RETIREMENT BENEFITS FOR CERTAIN EXECUTIVE LEVEL EMPLOYEES IN ADDITION TO THE BENEFITS PROVIDED THROUGH THE OTHER RETIREMENT PLANS THAT ARE SPONSORED BY THE COMPANY. IT IS INTENDED THAT THIS PLAN COMPLY WITH INTERNAL REVENUE CODE SECTION 457(F) AND QUALIFY FOR THE SHORT TERM DEFERRAL EXCEPTION TO CODE SECTION 409A. UNDER THE PLAN, CORPORATE EXECUTIVES AT OR ABOVE THE VICE PRESIDENT LEVEL ARE ELIGIBLE TO RECEIVE EXECUTIVE DEFERRED COMPENSATION CREDITS DEPENDING ON THEIR POSITION CLASSIFICATION [6%, 8%, 10%, 12%, 15%, 25% OF BASE SALARY]. EACH PLAN YEAR, THE EXECUTIVE MUST ELECT A DEFERRED VESTING DATE TO BE APPLIED TO THE DEFERRED COMPENSATION CREDIT THAT WILL BE EARNED IN THAT PLAN YEAR. THE DEFERRED VESTING DATE IS SUBJECT TO A VESTING SCHEDULE THAT REQUIRES A MINIMUM DEFERRAL OF 5 YEARS TO BECOME VESTED. UPON REACHING AGE 55, THE MINIMUM DEFERRAL IS REDUCED TO 3 YRS. UPON REACHING AGE 60, THE MINIMUM DEFERRAL IS REDUCED TO 2 YRS. AT AGE 64, A CASH EQUIVALENT IS PROVIDED TO THE EXECUTIVE AND NO ADDITIONAL DEFERRALS ARE MADE UNDER THIS PLAN. THE PLAN IS UNFUNDED WITH ALL BENEFITS PAID FROM THE COMPANY'S GENERAL ASSETS. HOWEVER, THE EXECUTIVE IS ALLOWED TO DIRECT THE INVESTMENTS OF HIS DEFERRED COMPENSATION CREDIT IN A MENU OF INVESTMENT ALTERNATIVES MADE AVAILABLE BY THE COMPANY. UPON VESTING, A DISTRIBUTION IS PROVIDED LESS THE APPLICABLE TAX. IN THE CASE OF A VOLUNTARY TERMINATION OF EMPLOYMENT BY THE EXECUTIVE OR INVOLUNTARY TERMINATION OF EMPLOYMENT FOR CAUSE BY THE COMPANY, THE NON-VESTED FUNDS ARE FORFEITED. ACCELERATED VESTING (100%) IS ALLOWED UPON DEATH, DISABILITY OR AN INVOLUNTARY TERMINATION BY THE COMPANY WITHOUT CAUSE. ALLOCATIONS TO THE 457(F) PLAN FOR THE YEAR INCLUDE THE FOLLOWING: $300,138 MICHAEL UGWUEKE $94,156 CHRISTOPHER MCLEAN $16,891 ALBERT MOSLEY $48,602 MARK MCMATH $49,607 HUGH JONES III $50,376 CAROL ROSS-SPANG $39,126 WILLIAM BREEN JR. $59,019 JOHN MITCH GRAVES $103,646 WILLIAM KENLEY $68,406 CHARLES LANE $53,143 MONICA WHARTON $67,727 KATHLEEN FORBES $18,067 CYNTHIA DAVIS $25,305 LARRY FOGARTY $15,259 EUGENIO FERNANDEZ $23,819 ARTHUR TOWNSEND ALLOCATIONS TO THE SERP PLAN FOR THE YEAR INCLUDE THE FOLLOWING: $11,423 CAROL ROSS-SPANG THE FOLLOWING INDIVIDUALS RECEIVED 457(F) PAYOUTS. THIS AMOUNT REPRESENTS THE FULLY VESTED PORTION PURSUANT TO THE 457(F) PLAN. THIS AMOUNT WAS REFLECTED IN COLUMN (C) ON THE PRIOR YEARS FORM 990 AS REQUIRED. PAYOUTS FROM THE 457(F) PLAN FOR THE YEAR INCLUDE THE FOLLOWING: $83,904 MICHAEL UGWUEKE $207,046 CHRISTOPHER MCLEAN $39,688 NIKKI POLIS $16,735 MARK MCMATH $51,561 CAROL ROSS-SPANG $65,092 JOHN MITCH GRAVES $55,189 WILLIAM KENLEY $25,204 CHARLES LANE $20,413 CYNTHIA DAVIS $33,883 LARRY FOGARTY $15,559 EUGENIO FERNANDEZ IN ADDITION, SEVERAL EXECUTIVES RECEIVED AN EXECUTIVE RETIREMENT LUMP SUM PAYOUT. ONCE AN EXECUTIVE REACHES THE AGE OF 64 THEN THEY ARE NO LONGER ELIGIBLE TO PARTICIPATE IN THE 457(F) PLAN. A LUMP SUM IS PAID ANNUALLY ON THE LAST PAY PERIOD OF THE YEAR, EQUIVALENT TO THE CONTRIBUTION THAT WOULD HAVE BEEN MADE TO THE 457(F) PLAN. THIS AMOUNT REPRESENTS THE FULLY VESTED PORTION PURSUANT TO THE 457(F) PLAN. THIS AMOUNT WAS REFLECTED IN COLUMN (C) ON THE PRIOR YEAR'S FORM 990 AS REQUIRED. PAYOUTS FROM THE EXECUTIVE RETIREMENT PLAN FOR THE YEAR INCLUDE THE FOLLOWING: $52,152 NIKKI POLIS $45,016 DAVID BAYTOS $48,808 CATO JOHNSON $48,350 SUSAN GAIL THURMOND PART I, LINE 7 THE MANAGEMENT INCENTIVE PLAN INTENDS TO REWARD MANAGEMENT FOR THE ACHIEVEMENT OF PERFORMANCE AGAINST A PREESTABLISHED SET OF BALANCED AND CHALLENGING GOALS. THE PLAN INCLUDED A PROVISION THAT DEFERRED VESTING OF A PORTION OF THE AWARD FOR THREE YEARS SUBJECT TO CONTINUED EMPLOYMENT (WITH A SUBSTANTIAL RISK OF FORFEITURE) TO ENCOURAGE RETENTION OF EXECUTIVES. EXECUTIVES REACHING AGE 64 AND HAVING 5 YEARS' SERVICE WERE PAID ALL UNVESTED DEFERRALS IN THE CALENDAR YEAR OF THE VESTING EVENT. THE DEFERRAL PROVISION WAS ELIMINATED BEGINNING WITH PLAN YEAR 2018. A THE HEALTH EDUCATIONAL & HOUSING FACILITY BOARD OF THE COUNTY OF SHELBYTN 521283414 821697ZK8 2008-06-12 270000000 CURRENT REFUNDING, CAPITAL ACQUISITION 0 0 0 B THE HEALTH EDUCATIONAL & HOUSING FACILITY BOARD OF THE COUNTY OF SHELBYTN 521283414 821697G45 2012-05-16 101481257 CAPITAL ACQUISITION 0 0 0 C THE HEALTH EDUCATIONAL & HOUSING FACILITY BOARD OF THE COUNTY OF SHELBYTN 521283414 NONEAVAIL 2016-05-17 120000000 CAPITAL ACQUISITION 0 0 0 D THE HEALTH EDUCATIONAL & HOUSING FACILITY BOARD OF THE COUNTY OF SHELBYTN 521283414 821697591 2017-04-19 161690533 CAPITAL ACQUISITION 0 0 0 A 13705000 272048895 10400667 1355713 21813724 187388948 65615000 2010 1 0 1 1 B 101482593 511 1481257 100000000 2010 0 0 1 1 C 120000000 575000 120000000 2015 0 0 1 1 D 161768909 1871 1690533 160082318 2019 0 0 0 1 A 0 0 1 1 1 1 0.00100 0.00000 0.00100 0 0 1 B 0 0 1 1 1 1 0.00050 0.00000 0.00050 0 0 1 C 0 0 1 1 1 1 0.00060 0.00000 0.00060 0 0 1 D 0 0 1 1 1 1 0.00080 0.00000 0.00080 0 0 1 A 0 0 0 1 1 1 JP MORGAN CHASE NA 22.400000000000 0 0 0 0 1 B 0 0 1 0 0 0 0 0 1 C 0 0 1 0 0 0 0 0 1 D 0 1 0 0 0 0 0 0 1 A 0 B 0 C 0 D 0 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: THE HEALTH, EDUCATIONAL & HOUSING FACILITY BOARD OF THE COUNTY DATE THE REBATE COMPUTATION WAS PERFORMED: 06/12/2018 SCHEDULE K, PART II, LINE 3, TOTAL PROCEEDS: AMOUNTS REPORTED ON LINE 3 INCLUDE INVESTMENT EARNINGS ON BOND PROCEEDS AS FOLLOWS: BOND [A]: SALE PROCEEDS: $ 270,000,000 INVESTMENT EARNINGS: 2,048,895 TOTAL TO LINE 3: $ 272,048,895 BOND [B]: SALE PROCEEDS: $ 101,481,257 INVESTMENT EARNINGS: 1,336 TOTAL TO LINE 3: $ 101,482,593 BOND [C]: SALE PROCEEDS: $ 120,000,000 INVESTMENT EARNINGS: 0 TOTAL TO LINE 3: $ 120,000,000 BOND [D]: SALE PROCEEDS: $ 161,690,533 INVESTMENT EARNINGS: 78,376 TOTAL TO LINE 3: $ 161,768,909 SCHEDULE K, PART II, LINE 11, OTHER SPENT PROCEEDS: THE AMOUNTS PRESENTED ON LINE 11 REPRESENT BOND PROCEEDS USED TO CURRENTLY AND ADVANCE REFUND PRIOR ISSUES, AS NOTED IN PART II, LINES 14 AND 15. SCHEDULE K, PART III, BOND [B]: THE PROCEEDS OF THE BONDS REPORTED IN COLUMN [B] WERE USED ENTIRELY TO REFUND BOND ISSUES DATED PRIOR TO JANUARY 1, 2003 (EXCEPT AMOUNTS USED FOR COSTS OF ISSUANCE AND RESERVE FUNDS AS NOTED IN PART II); THEREFORE, PART III IS NOT APPLICABLE TO THE BONDS IN COLUMN [B]. HAROLD FORD AND COMPANY LLC ORGANIZATION OWNED BY FAMILY MEMBER OF BOARD MEMBER HAROLD FORD JR 210000 LOBBYING EXPENDITURES 0 FORM 990, PART III, LINE 4A: CONTINUATION OF PROGRAM SERVICE ACCOMPLISHMENTS: THE FIVE (5) FACILITIES OF METHODIST HEALTHCARE - MEMPHIS HOSPITALS ARE LICENSED AS ONE HOSPITAL. IT IS THE THIRD LARGEST HOSPITAL IN THE COUNTRY. METHODIST HAS FIVE MAJOR AREAS OF FOCUS: CARDIOLOGY, CANCER, NEUROSCIENCES, TRANSPLANT, AND PEDIATRICS. METHODIST HEALTHCARE - MEMPHIS HOSPITALS OPERATES THE FOLLOWING HOSPITALS: - METHODIST UNIVERSITY HOSPITAL, THE FLAGSHIP OF THE METHODIST HEALTHCARE SYSTEM, IS LOCATED IN THE HEART OF THE MEMPHIS MEDICAL CENTER. METHODIST IS FORMALLY AFFILIATED WITH THE UNIVERSITY OF TENNESSEE HEALTH SCIENCE CENTER AND SERVES AS ITS PRIMARY TEACHING SITE. A TERTIARY CARE AND REFERRAL CENTER, METHODIST UNIVERSITY HOSPITAL HAS ONE OF THE LARGEST NEUROSCIENCES PROGRAMS IN THE COUNTRY. THE TRANSPLANT PROGRAM SPECIALIZES IN SOLID ORGAN TRANSPLANTS OF THE KIDNEY, LIVER AND PANCREAS. - METHODIST NORTH HOSPITAL IS A COMMUNITY HOSPITAL SERVING RESIDENTS OF THE RALEIGH-BARTLETT AREA OF NORTH MEMPHIS AND SURROUNDING AREAS. THE FACILITY OFFERS STATE-OF-THE-ART, COMPREHENSIVE CARDIAC SERVICES. THE HOSPITAL HAS EXPANDED LASER SURGERY CAPABILITIES AND SAME-DAY SURGERY SERVICES ON CAMPUS, AS WELL AS AN AFFILIATED REHABILITATION FACILITY ON CAMPUS. - METHODIST SOUTH HOSPITAL SERVES THE CITIZENS OF SOUTH MEMPHIS AND SURROUNDING AREAS. THIS ACUTE CARE HOSPITAL INCLUDES A MATERNITY CENTER, A CANCER CENTER, A CRITICAL CARE UNIT, A SAME-DAY SURGERY UNIT AND A COMPLETE ARRAY OF OUTPATIENT SERVICES. THE METHODIST SOUTH HOSPITAL ALSO OFFERS STATE-OF-THE-ART CARDIAC SERVICES, INCLUDING CARDIAC CATHETERIZATION AND OPEN-HEART SURGERY. - METHODIST LE BONHEUR GERMANTOWN HOSPITAL IS A COMMUNITY HOSPITAL SERVING GERMANTOWN, COLLIERVILLE, EAST MEMPHIS AND NORTH MISSISSIPPI. THE HOSPITAL OFFERS ACUTE INPATIENT CARE AND TREATMENT, EXTENSIVE SURGICAL SERVICES, WOMEN'S HEALTH SERVICES, CARDIAC SERVICES, CHILDREN'S SERVICES AND EMERGENCY SERVICES WITH URGENT AND EMERGENCY CARE FOR ADULTS AND CHILDREN. - LE BONHEUR CHILDREN'S HOSPITAL IS THE MID-SOUTH'S FIRST AND ONLY COMPREHENSIVE PEDIATRIC MEDICAL FACILITY. FOUNDED IN 1952, LE BONHEUR TREATS CHILDREN FROM 47 STATES AND MANY COUNTRIES. THE HOSPITAL IS HOME TO ONE OF THE NATION'S 10 BUSIEST PEDIATRIC EMERGENCY DEPARTMENTS AND HOSTS ONE OF THE LARGEST PEDIATRIC SURGICAL BRAIN TUMOR PROGRAMS. IT IS THE TEACHING SITE FOR THE UNIVERSITY OF TENNESSEE DEPARTMENT OF PEDIATRICS AND HOME TO THE CHILDREN'S FOUNDATION RESEARCH CENTER OF MEMPHIS. LE BONHEUR CHILDREN'S HOSPITAL WAS NAMED A NATIONAL BEST CHILDREN'S HOSPITAL BY U.S. NEWS & WORLD REPORT AND ALSO RECOGNIZED AS HIGH-PERFORMING IN THE FOLLOWING SEVEN SPECIALTIES: CARDIOLOGY & HEART SURGERY, NEUROLOGY & NEUROSURGERY, PULMONOLOGY, UROLOGY, NEPHROLOGY, ORTHOPEDICS, AND NEONATOLOGY. AT METHODIST LE BONHEUR HEALTHCARE, WE TAKE OUR MISSION SERIOUSLY AND ARE COMMITTED TO GIVING BACK TO THE COMMUNITY IN A MEANINGFUL WAY. OUR HOSPITALS ARE PART OF A SYSTEM THAT IS THE LARGEST PROVIDER OF TENNCARE SERVICES IN THE STATE, AND OUR FACILITIES PROVIDE FULL ACCESS TO ALL INDIVIDUALS IN OUR SERVICES AREA. * * * IN 2018 MLH CONTRIBUTED MORE THAN $228 MILLION IN COMMUNITY BENEFIT TO MEMPHIS AND THE MID-SOUTH THROUGH VARIOUS EFFORTS INCLUDING, CHARITY CARE, MEDICARE/TNCARE SHORTFALL, MEDICAL EDUCATION, AND COMMUNITY HEALTH IMPROVEMENT SERVICES. NET COMMUNITY BENEFIT EXPENSE IS CALCULATED USING A STANDARD APPROACH AS REQUIRED FOR GOVERNMENT BENEFIT REPORTING. FORM 990, PART III, LINE 4A: CONTINUATION OF PROGRAM SERVICE ACCOMPLISHMENTS: ABOUT METHODIST LE BONHEUR HEALTHCARE METHODIST LE BONHEUR HEALTHCARE (MLH) HAS SERVED THE MEMPHIS AND MID-SOUTH REGION FOR MORE THAN 100 YEARS. OUR FOUR ADULT HOSPITALS ARE LOCATED ACROSS THE CITY, AND ARE PART OF THE COMMUNITIES THEY SERVE. OUR CHILDREN'S HOSPITAL IS THE REGION'S ONLY COMPREHENSIVE PEDIATRIC HOSPITAL. OUR PHYSICIANS, NURSES AND OTHER CLINICIANS LIVE IN THE COMMUNITIES THAT THEY SERVE AND PROVIDE EXPERT CARE INSIDE THE HOSPITALS AND PREVENTATIVE SERVICES IN THEIR NEIGHBORHOODS. OUR ORGANIZATION IS COMMITTED TO IMPROVING THE HEALTH AND WELL-BEING OF THE COMMUNITIES WE SERVE, PROVIDING UNCOMPENSATED CARE, CHARITABLE CONTRIBUTIONS TO OTHER COMMUNITY ORGANIZATIONS AND COMMUNITY OUTREACH. WE EMPLOY 250 HEALTH CARE PROFESSIONALS TO ADDRESS COMMUNITY NEEDS AS THEY RELATE TO FOUR MAJOR AREAS: ACCESS TO SERVICES, RISK REDUCTION, CHILD DEVELOPMENT AND EFFECTIVE PARENTING AND CHRONIC ILLNESS MANAGEMENT AND PREVENTION. EXAMPLES INCLUDE PROGRAMS THAT OFFER FREE OR DISCOUNTED PRESCRIPTION DRUGS, NON-BILLED, IN-HOME SERVICES, IN-HOME EQUIPMENT, TRANSPORTATION VOUCHERS, CHILDBIRTH CLASSES AND A VARIETY OF HEALTH FAIRS ALL AIMED AT KEEPING OUR COMMUNITIES HEALTHY. OUR CARE IS SUPERB. METHODIST ADULT HOSPITALS METHODIST UNIVERSITY, METHODIST GERMANTOWN, METHODIST NORTH AND METHODIST SOUTH ARE RANKED #1 IN MEMPHIS BY U.S. NEWS & WORLD REPORT. LE BONHEUR CHILDREN'S HOSPITAL HAS BEEN NAMED A "BEST CHILDREN'S HOSPITAL" BY U.S. NEWS & WORLD REPORT FOR NINE CONSECUTIVE YEARS. LE BONHEUR PROVIDES OUTPATIENT SERVICES IN WEST TENNESSEE, NORTHERN MISSISSIPPI AND EASTERN ARKANSAS TO ENSURE CHILDREN THERE HAVE ACCESS TO EXPERT PEDIATRIC CARE. LE BONHEUR IS ALSO A LEVEL 1 PEDIATRIC TRAUMA CENTER, AND SERVES AS THE REGION'S PRIMARY SOURCE FOR PEDIATRIC TRAUMA CARE AND TRAUMA EDUCATION FOR REGIONAL PROVIDERS. METHODIST ALSO SERVES THE COMMUNITY WITH DIAGNOSTIC CARE FACILITIES IN THE COMMUNITIES WE SERVE AND ONE HOSPICE FACILITY COMMITTED TO HONORING OUR PATIENTS AT END-OF-LIFE. WE ARE ALSO AN ECONOMIC DRIVER FOR THE COMMUNITY, CONTRIBUTING $5 BILLION TO THE MEMPHIS-AREA ECONOMY. MLH HAS 2,100 MEDICAL PROVIDERS EMPLOYS MORE THAN 13,000 ASSOCIATES AND 2,100 MEDICAL PROVIDERS, MAKING IT THE SECOND-LARGEST PRIVATE EMPLOYER IN SHELBY COUNTY. METHODIST UNIVERSITY HOSPITALS IS THE PRIMARY TEACHING HOSPITAL FOR THE UNIVERSITY OF TENNESSEE HEALTH SCIENCE CENTER AND LE BONHEUR CHILDREN'S SERVES AS THE PRIMARY TEACHING AFFILIATE FOR THE UNIVERSITY, TRAINING HUNDREDS OF PEDIATRICIANS AND SPECIALISTS EACH YEAR. OUR RESEARCHERS ARE WORKING TO FIND NEW SOLUTIONS TO CHRONIC DISEASE THAT AFFECTS OUR POPULATION ESPECIALLY INCLUDING NEW TREATMENTS FOR DIABETES AND ASTHMA. WE ALSO HAVE SIGNIFICANT PARTNERSHIPS WITH ST. JUDE CHILDREN'S RESEARCH HOSPITAL AND THE UNIVERSITY OF MEMPHIS TO EXTEND OUR RESEARCH AND TEACHING CAPABILITIES. MEDICAL EDUCATION AND RESEARCH-METHODIST SUPPORTS VIA DIRECT SALARY AND BENEFIT CONTRIBUTIONS TO THE UNIVERSITY OF TENNESSEE HEALTH SCIENCE CENTER (UTHSC) FOR GRADUATE MEDICAL TRAINING POSITIONS (GME) AT METHODIST UNIVERSITY HOSPITAL, LE BONHEUR CHILDREN'S HOSPITAL, AND METHODIST LE BONHEUR GERMANTOWN HOSPITAL. THESE GME RESIDENTS AND FELLOWS ARE EMPLOYEES AND TRAINEES AT THE UNIVERSITY OF TENNESSEE, BUT THEIR FINANCIAL SUPPORT FOR SALARIES AND BENEFITS COMES VIA METHODIST. THESE TRAINEES SPEND TIME AT A METHODIST HOSPITAL DURING THE PERIODS OF METHODIST SUPPORT AND ARE INVOLVED IN PATIENT CARE IN ADDITION TO EDUCATIONAL ACTIVITIES. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM WITH INPUT FROM HUMAN RESOURCES, LEGAL, COMPLIANCE, AND FINANCE DEPARTMENTS AND EXTERNAL FINANCIAL CONSULTANTS. FINANCIAL INFORMATION IS RECONCILED TO AUDITED FINANCIAL STATEMENTS AS APPROPRIATE. THE INFORMATION TO BE DISCLOSED REGARDING COMPENSATION IS REVIEWED WITH THE COMPENSATION COMMITTEE OF THE BOARD. THE RETURN IS REVIEWED BY THE CHIEF FINANCIAL OFFICER OF MLH AND MANAGEMENT OF THE ORGANIZATION AS APPROPRIATE. A COPY OF THE RETURN IS REVIEWED IN DETAIL BY THE FINANCE COMMITTEE AND DISCUSSED AT A SCHEDULED BOARD MEETING PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C METHODIST LE BONHEUR HEALTHCARE EMPLOYS A COMPLIANCE OFFICER WHO MONITORS AND ENFORCES COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY FOR ALL VOTING BOARD MEMBERS AND APPLICABLE OFFICERS. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION IS DETERMINED BY THE BOARD OF DIRECTORS. AN EXTERNAL INDEPENDENT CONSULTANT ADVISES THE BOARD COMPENSATION COMMITTEE ON EXECUTIVE SALARY AND INCENTIVE COMPENSATION. BENEFITS ARE PERIODICALLY BENCHMARKED BY A SEPARATE EXTERNAL CONSULTANT AND ANY CHANGES ARE APPROVED BY THE BOARD OF DIRECTORS COMPENSATION COMMITTEE. THE COMPENSATION COMMITTEE IS COMPRISED OF INDEPENDENT MEMBERS AND IS A SUBGROUP OF THE FULL BOARD OF DIRECTORS. THE COMPENSATION CONSULTANT ANNUALLY DEVELOPS TOTAL CASH COMPENSATION COMPARISONS OF PEER NON-PROFIT SYSTEMS ESTABLISHED BY THE COMPENSATION COMMITTEE. THE COMPENSATION CONSULTANT INTERPRETS THE INFORMATION AND PROVIDES AN OPINION OF REASONABLENESS ON THE TOTAL CASH COMPENSATION PACKAGE. THE COMPENSATION COMMITTEE APPROVES ANY CHANGES TO THE COMPENSATION AND EXECUTIVE BENEFIT STRUCTURE OF THE CEO AND OTHER TOP EXECUTIVES, OTHERWISE KNOWN AS DISQUALIFIED CANDIDATES. ALL OTHER COMPENSATION DECISIONS ARE DETERMINED BY ARRANGEMENT AS DELEGATED BY THE BOARD OF DIRECTORS. THE COMMITTEE DOCUMENTS ALL DETERMINATIONS. FORM 990, PART VI, SECTION C, LINE 18 PHOTOCOPIES OF THE FORM 990 ARE AVAILABLE UPON REQUEST AT THE ORGANIZATION'S ADMINISTRATIVE OFFICE. IN ADDITION, RECENT FILINGS OF THE FORM 990 ARE AVAILABLE ONLINE AT OUR WEBSITE IN THE "ABOUT US" SECTION. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S FINANCIAL STATEMENTS ARE AUDITED IN A CONSOLIDATION WITH ITS RELATED SUBSIDIARIES. INFORMATION ON FINANCIAL STATEMENTS IS AVAILABLE BY CONTACTING THE ORGANIZATION'S CORPORATE OFFICE. PLEASE SEE FORM 990, PART VI, LINE 20 FOR DETAILS. CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS FOR ALL AFFILIATES OF METHODIST LE BONHEUR HEALTHCARE ARE ALSO AVAILABLE BY REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN VALUE OF MINIMUM PENSION LIABILITY -14,897,714. EQUITY TRANSFERS FROM AFFILIATES 36,575,655. GAIN ON EXTINGUISHMENT OF DEBT 696,526. FORM 990, PART XII, LINE 2C: THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. CONTROLLED FOREIGN PARTNERSHIP REPORTING: THE TAXPAYER IS REQUIRED TO FILE FORM 8865, BUT IS NOT DOING SO UNDER THE CONSTRUCTIVE OWNERS FILING EXCEPTION. U.S. PERSON WHOSE INTEREST THE TAXPAYER CONSTRUCTIVELY OWNS: PRESERVER, LP EIN: 27-1367437 8200 TRAIL LAKE DRIVE WEST, SUITE 105 MEMPHIS, TN 38125 FOREIGN PARTNERSHIP FOR WHICH THE TAXPAYER WOULD HAVE HAD TO FILE FORM 8865 BUT FOR THE EXCEPTION: ALCENTRA STRUCTURED CREDIT OPPORTUNITY FUND II EIN: 98-1010280 C/O ALCENTRA FUND, 6, RUE PHILIPPE II L-2340 LUXEMBOURG LUXEMBOURG ALLIANCE HEALTH SERVICES INC 6400 SHELBY VIEW SUITE 101 MEMPHIS TN 38134 620841121 HEALTHCARE TN 501(C)(3) LINE 10 METHODIST LE BONHEUR HEALTHCARE 1 LE BONHEUR CHILDREN'S HOSPITAL FOUNDATION 850 POPLAR AVENUE BLDG 2 MEMPHIS TN 38105 621872938 FOUNDATION TN 501(C)(3) LINE 12A, I METHODIST LE BONHEUR HEALTHCARE 1 METHODIST LE BONHEUR COMMUNITY OUTREACH 1211 UNION AVENUE SUITE 700 MEMPHIS TN 38104 621251288 FOUNDATION TN 501(C)(3) LINE 7 LE BONHEUR CHILDREN'S FOUNDATION 1 METHODIST HEALHCARE - OLIVE BRANCH HOSPITAL 1211 UNION AVENUE SUITE 700 MEMPHIS TN 38104 640889822 HOSPITAL MS 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE - MEMPHIS HOSPITALS 1265 UNION AVENUE MEMPHIS TN 38104 620479367 HOSPITAL TN 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE CENTRAL MS MEDICAL ASSOCIATES 1211 UNION AVENUE SUITE 657 MEMPHIS TN 38104 640884720 PHYSICIAN PRACTICES MS 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE COMMUNITY CARE ASSOCIATES 6400 SHELBY VIEW SUITE 101 MEMPHIS TN 38134 621403517 OUTPATIENT HEALTHCARE TN 501(C)(3) LINE 10 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE FOUNDATION 1211 UNION AVENUE SUITE 450 MEMPHIS TN 38104 237320638 FOUNDATION TN 501(C)(3) LINE 12A, I METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE PRIMARY CARE ASSOCIATES 1211 UNION AVENUE SUITE 657 MEMPHIS TN 38104 582078931 PHYSICIAN PRACTICES TN 501(C)(3) LINE 10 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE-DYERSBURG HOSPITAL 1211 UNION AVENUE SUITE 657 MEMPHIS TN 38104 621155084 INACTIVE HOSPITAL TN 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST EXTENDED CARE HOSPITAL INC 225 SOUTH CLAYBROOK MEMPHIS TN 38104 621518342 HOSPITAL TN 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE-JACKSON HOSPITAL 1211 UNION AVENUE SUITE 657 MEMPHIS TN 38104 640794199 INACTIVE HOSPITAL TN 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE-JONESBORO HOSPITAL 1211 UNION AVENUE SUITE 657 MEMPHIS TN 38104 710499625 INACTIVE HOSPITAL TN 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 METHODIST HEALTHCARE-MIDDLE MISSISSIPPI HOSPITAL 1211 UNION AVENUE SUITE 657 MEMPHIS TN 38104 640698911 INACTIVE HOSPITAL MS 501(C)(3) LINE 3 METHODIST LE BONHEUR HEALTHCARE 1 THE URBAN CHILD INSTITUTE 600 JEFFERSON MEMPHIS TN 38105 581514037 COMMUNITY OUTREACH TN 501(C)(3) LINE 12B, II N/A 0 NORTH SURGERY CENTER LP 3960 NEW COVINGTON PIKE MEMPHIS TN 38128 621685756 SURGERY CENTER TN N/A METHODIST SURGERY CENTER-GERMANTOWN LP 1363 S GERMANTOWN ROAD GERMANTOWN TN 38138 621659904 SURGERY CENTER TN N/A HAMILTON EYE INSTITUTE SURGERY CENTER LP 930 MADISON AVE 3RD FLOOR MEMPHIS TN 38103 202873438 SURGERY CENTER TN N/A AMBULATORY OPERATIONS INC 1211 UNION AVENUE SUITE 600 MEMPHIS TN 38104 621157166 MEDICAL AND MANAGEMENT SERVICES TN N/A C 0 SOLUS MANAGEMENT SERVICES INC 6400 SHELBY VIEW SUITE 101 MEMPHIS TN 38134 621361349 HEALTH SERVICES MANAGEMENT TN N/A C 0 MEMPHIS PROFESSIONAL BUILDING INC 1211 UNION AVENUE SUITE 600 MEMPHIS TN 38104 621847544 INVESTMENTS TN N/A C 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 1 METHODIST HEALTHCARE - MEMPHIS HOSPITALS L 145191192 INTERCOMPANY TRANSACTION METHODIST HEALTHCARE-OLIVE BRANCH HOSPITAL L 2114268 INTERCOMPANY TRANSACTION METHODIST HEALTHCARE COMMUNITY CARE ASSOCIATES L 303624 INTERCOMPANY TRANSACTION ALLIANCE HEALTH SERVICES INC L 1027680 INTERCOMPANY TRANSACTION LE BONHEUR CHILDREN'S HOSPITAL FOUNDATION L 207672 INTERCOMPANY TRANSACTION METHODIST HEALTHCARE FOUNDATION L 213552 INTERCOMPANY TRANSACTION LE BONHEUR COMMUNITY HEALTH AND WELL-BEING L 600828 INTERCOMPANY TRANSACTION AMBULATORY OPERATIONS INC L 189780 INTERCOMPANY TRANSACTION METHODIST HEALTHCARE - MEMPHIS HOSPITALS Q 25383166 INTERCOMPANY TRANSACTION METHODIST HEALTHCARE-OLIVE BRANCH HOSPITAL Q 1677842 INTERCOMPANY TRANSACTION METHODIST HEALTHCARE COMMUNITY CARE ASSOCIATES Q 257733 INTERCOMPANY TRANSACTION ALLIANCE HEALTH SERVICES INC Q 316046 INTERCOMPANY TRANSACTION LE BONHEUR COMMUNITY HEALTH AND WELL-BEING Q 76213 INTERCOMPANY TRANSACTION AMBULATORY OPERATIONS INC Q 62880 INTERCOMPANY TRANSACTION ALLIANCE HEALTH SERVICES INC R 1039331 EQUITY TRANSFER METHODIST HEALTHCARE - MEMPHIS HOSPITALS S 39027746 EQUITY TRANSFER METHODIST HEALTHCARE COMMUNITY CARE ASSOCIATES S 162193 EQUITY TRANSFER METHODIST HEALTHCARE-OLIVE BRANCH HOSPITAL S 2819149 EQUITY TRANSFER PART IV, COLUMNS (F) AND (G): AMBULATORY OPERATIONS, INC., SOLUS MANAGEMENT SERVICES, INC., AND MEMPHIS PROFESSIONAL BUILDING, INC. TOGETHER FILE A CONSOLIDATED TAX RETURN. AMBULATORY OPERATIONS, INC. IS THE PARENT CORPORATION OF THE GROUP. THE AMOUNT SHOWN IN PART IV FOR COLUMNS (F) AND (G) ARE SHOWN PRE-CONSOLIDATION.