2019-11-08T03:20:40-06:00 2018-12-31 861065772 DELOITTE TAX LLP 695 TOWN CENTER DRIVE SUITE 1200 COSTA MESA CA 92626 990 2018-01-01 953826037 SCAN GROUP SCAN 5629895100 3800 KILROY AIRPORT WAY NO 100 LONG BEACH CA 908065616 CHRISTOPHER WING CHIEF EXECUTIVE OFFICER 5629895100 2019-10-25 1 DIANA MCCUTCHEN P00545657 7144367100 167.219.0.227 2019-10-25 11:25:24 CD P E9C924457B5D275461852EC86B70A375E5271692 AB8BD5A88D4BA927D2DA994192B6818756100B67 2018 2020-03-31 21:24:44Z CHRISTOPHER WING 3800 KILROY AIRPORT WAY NO 100 LONG BEACH CA 908065616 118276902 0 X N/A X 1983 CA TO SUPPORT THE CHARITABLE MISSION OF SCAN HEALTH PLAN AND THE SCAN FOUNDATION. 11 10 306 0 0 0 0 0 0 0 5254857 6112097 0 0 5254857 6112097 0 0 0 0 40186683 39266763 0 0 0 -38642501 -38216514 1544182 1050249 3710675 5061848 280811440 278277072 29070963 31789422 251740477 246487650 TO SUPPORT THE CHARITABLE MISSION OF SCAN HEALTH PLAN AND THE SCAN FOUNDATION. 0 0 SCAN GROUP IS A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION WHICH IS A SUPPORTING ORGANIZATION TO A RELATED SECTION 501(C)(3)TAX EXEMPT ORGANIZATION, SCAN HEALTH PLAN. SCAN GROUP SUPPORTS SCAN HEALTH PLAN INACTIVITIES IN SUPPORT OF THE MISSION OF SCAN HEALTH PLAN TO KEEP SENIORS HEALTHY AND INDEPENDENT. THESE ACTIVITIES INCLUDE RESEARCH STUDIES RELATED TO THE NEEDS OF FRAIL SENIORS. SCAN GROUP ALSO PROVIDESSUPPORT SERVICES TO THE SCAN FOUNDATION. THE SCAN FOUNDATION'S MISSION IS TO ADVANCE A COORDINATED AND EASILY NAVIGATED SYSTEM OF HIGH-QUALITY SERVICES FOR OLDER ADULTS THAT PRESERVE DIGNITY AND INDEPENDENCE. 1 0 0 0 0 0 0 0 0 0 0 1 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 212 0 1 306 1 0 0 0 0 0 0 0 0 0 0 0 0 X 11 10 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 1 0 CA X VIRGINIA HAVAI 5629895100 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 908065616 ANDREW ALLOCCO DIRECTOR 4.50 0.50 X 75000 0 0 CHRISTOBEL E SELECKY DIRECTOR 4.95 0.55 X 83000 0 0 CHRISTOPHER WING CHIEF EXECUTIVE OFFICER 8.00 32.00 X X 0 2484966 1308262 COLLEEN CAIN DIRECTOR 4.95 3.95 X 87000 37500 0 FRANCESCA RUIZ DE LUZURIAGA CHAIRPERSON 0.70 9.10 X 115000 35000 0 JENNIE CHIN HANSEN DIRECTOR 4.95 4.95 X 83000 47000 0 KIM L HUNTER DIRECTOR (THROUGH 12/31/18) 4.50 0.50 X 75000 0 0 LEOBARDO ESTRADA DIRECTOR (THROUGH 10/31/18) 4.95 0.55 X 69167 0 0 LINDA ROSENSTOCK DIRECTOR 4.50 0.50 X 75000 0 0 PATRICK SEAVER DIRECTOR 4.50 3.60 X 75000 37500 0 RYAN TRIMBLE DIRECTOR 4.95 0.55 X 87000 37500 0 THOMAS HIGGINS DIRECTOR 4.50 0.50 X 75000 35000 0 CATHERINE BATTEER SVP PROVIDER INT & PARTNER 8.00 32.00 X 0 632683 48227 JANET KORNBLATT SECRETARY 8.00 32.00 X 629051 0 376747 NANCY MONK CHIEF ADMIN OFFICER 8.00 32.00 X 803281 0 457818 ROMILLA BATRA CHIEF MEDICAL OFFICER 8.00 32.00 X 0 642710 361855 VINOD MOHAN CHIEF FINANCIAL OFFICER 8.00 32.00 X 0 945873 545805 WILLIAM ROTH PRESIDENT 8.00 32.00 X 0 1094451 567586 DAVID MILLIGAN SVP SALES 4.00 36.00 X 0 497567 250940 EVE GELB SVP HEALTHCARE SERVICES 8.00 32.00 X 0 506815 230958 JOSH GOODE SVP CHIEF INFORMATION OFFICER 8.00 32.00 X 667843 0 318151 KWAN-MOON LEUNG SVP CHIEF INFORMATICS OFFICER 4.00 36.00 X 613370 0 245691 PETER BEGANS SVP PUBLIC GOVT & CMTY AFFAIRS 20.00 20.00 X 769210 0 42515 RIAZ ALI SVP CHIEF MARKETING EXECUTIVE 4.00 36.00 X 0 507516 253044 SHERRY STANISLAW SVP GENERAL MANAGER, CA MARKET 4.00 36.00 X 0 587917 243616 ANDREA LEEB VP LEGAL COUNSEL 8.00 32.00 X 385283 0 121971 ANDREW WHITELOCK CVP CHIEF RISK EXECUTIVE 8.00 32.00 X 410415 0 150725 EMILY ARISON CVP HUMAN RESOURCES 8.00 32.00 X 430075 0 162715 HOLLY ACKMAN VP SALES OPERATIONS 0.00 40.00 X 375517 0 142335 JILL V SELBY CVP STRAT INIT & PROD DEV 4.00 36.00 X 445935 0 181748 6429147 8129998 6010709 126 0 1 0 ACCENTURE LLP 161 N CLARK ST CHICAGO IL 60601 IT CONSULTING SERVICES 8388968 INSIGHT PO BOX 731069 DALLAS TX 75373 IT CONSULTING SERVICES 925067 LEVEL 3 FINANCING INC DBA LEVEL PO BOX 910182 DENVER CO 80291 IT CONSULTING SERVICES 476077 LATHAM & WATKINS LLP PO BOX 894256 LOS ANGELES CA 90189 LEGAL SERVICE 473389 BARBARA LINDER DBA BARB LINDER 7960 COUNTRY CLUB ROAD N ST PETERSBURG FL 33710 CONSULTING SERVICES 425686 31 6001162 6001162 112275740 112164805 110935 110935 110935 6112097 0 0 6112097 X 4381922 4381922 27897771 27897771 2132518 2132518 3061214 3061214 1793338 1793338 1622103 1622103 327731 327731 23711391 23711391 156370 156370 506062 506062 7959581 7959581 7085587 7085587 303001 303001 987028 987028 OTHER FEES 605735 605735 MANAGEMENT/EMPLOYEE REC 455321 455321 DUES & SUBSCRIPTIONS 390107 390107 ALLOCATION TO AFFLIATE -82639546 -82639546 313015 313015 1050249 0 1050249 0 -4602 -8761 27454815 31241241 2601439 4590015 2593684 3697511 87425207 81872312 157726376 153953031 3014521 2931723 280811440 278277072 13979644 16806954 15091319 14982468 29070963 31789422 X 251740477 246487650 251740477 246487650 280811440 278277072 X 5061848 -9314675 -1000000 X 0 1 X 1 0 X X 1 SCAN HEALTH PLAN 953858259 10 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 ASSET BACKED 25644589 F CORPORATE BONDS 78637243 F MORTGAGE BACKED SECURITIES 8932982 F US GOV. & AGENCY OBLIGATIONS 28302092 F CD SL INVESTMENT 12436125 F 153953031 DEFERRED COMPENSATION 2194255 DEFERRED RENT 12781002 SECURITY DEPOSIT 7211 14982468 X PART X, LINE 2: UNDER FASB ASC 740, INCOME TAXES, THE COMPANY IS REQUIRED TO RECOGNIZE A LIABILITY FOR EACH UNCERTAIN TAX POSITION AT THE AMOUNT ESTIMATED TO BE REQUIRED TO SETTLE THE ISSUES. AS OF DECEMBER 31, 2018, THERE WERE NO LIABILITIES RECORDED FOR UNCERTAIN TAX POSITIONS. X X X X 0 1 0 0 0 0 0 0 0 CHRISTOPHER WING CHIEF EXECUTIVE OFFICER 0 739793 0 1039500 0 705673 0 1282184 0 26078 0 3793228 0 1721129 CATHERINE BATTEER SVP PROVIDER INT & PARTNER 0 351292 0 257715 0 23676 0 44966 0 3261 0 680910 0 257715 JANET KORNBLATT SECRETARY 371102 0 228787 0 29162 0 357455 0 19292 0 1005798 0 228787 0 NANCY MONK CHIEF ADMIN OFFICER 426905 0 354264 0 22112 0 419862 0 37956 0 1261099 0 354264 0 ROMILLA BATRA CHIEF MEDICAL OFFICER 0 366052 0 256924 0 19734 0 352515 0 9340 0 1004565 0 256924 VINOD MOHAN CHIEF FINANCIAL OFFICER 0 524614 0 401499 0 19760 0 508887 0 36918 0 1491678 0 401499 WILLIAM ROTH PRESIDENT 0 545842 0 526497 0 22112 0 526930 0 40656 0 1662037 0 526497 DAVID MILLIGAN SVP SALES 0 297190 0 179005 0 21372 0 227246 0 23694 0 748507 0 179005 EVE GELB SVP HEALTHCARE SERVICES 0 270171 0 172078 0 64566 0 202245 0 28713 0 737773 0 172078 JOSH GOODE SVP CHIEF INFORMATION OFFICER 412489 0 236014 0 19340 0 308128 0 10023 0 985994 0 236014 0 KWAN-MOON LEUNG SVP CHIEF INFORMATICS OFFICER 334828 0 201602 0 76940 0 240874 0 4817 0 859061 0 201602 0 PETER BEGANS SVP PUBLIC GOVT & CMTY AFFAIRS 264554 0 365913 0 138743 0 19250 0 23265 0 811725 0 365913 0 RIAZ ALI SVP CHIEF MARKETING EXECUTIVE 0 306424 0 181903 0 19189 0 229550 0 23494 0 760560 0 181903 SHERRY STANISLAW SVP GENERAL MANAGER, CA MARKET 0 318864 0 192680 0 76373 0 228141 0 15475 0 831533 0 192180 ANDREA LEEB VP LEGAL COUNSEL 258613 0 104418 0 22252 0 120186 0 1785 0 507254 0 104288 0 ANDREW WHITELOCK CVP CHIEF RISK EXECUTIVE 264419 0 126614 0 19382 0 146242 0 4483 0 561140 0 126484 0 EMILY ARISON CVP HUMAN RESOURCES 282470 0 128167 0 19438 0 148278 0 14437 0 592790 0 128037 0 HOLLY ACKMAN VP SALES OPERATIONS 261718 0 84315 0 29484 0 130090 0 12245 0 517852 0 84185 0 JILL V SELBY CVP STRAT INIT & PROD DEV 295334 0 130586 0 20015 0 165330 0 16418 0 627683 0 130456 0 PART I, LINE 4B: THE COMPANY PROVIDES A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN TO OFFICERS AND SENIOR VICE PRESIDENTS VIA ITS SECTION 457(F) PLAN. FOR CONTRIBUTIONS MADE PRIOR TO DECEMBER 31, 2O17, A PARTICIPANT BECOMES VESTED IN THE 457(F) UPON COMPLETION OF ONE OF THE CHOSEN VESTING OPTIONS: 1) FIVE YEARS OF SERVICE AND 62 YEARS OF AGE OR 2) 10 YEARS OF SERVICE. FOR CONTRIBUTIONS MADE ON OR AFTER JANUARY 1, 2018, A PARTICIPANT BECOMES VESTED IN THE 457(F) FOLLOWING A 4 YEAR CLASS VESTING CYCLE. SUPPLEMENTAL NON-QUALIFIED PLAN PAYMENTS WERE MADE DURING THE YEAR TO THE FOLLOWING LISTED PERSONS IN PART VII: CHRISTOPHER WING - $681,629 EVE GELB - $44,651 SHERRY STANISLAW - $53,188 KWAN-MOON LEUNG - $56,716 PETER BEGANS - $59,290 DEFERRED COMPENSATION FOR 2018, REPORTED ON SCHEDULE J, PART II COLUMN B AND COLUMN C CONSISTS OF THE FOLLOWING: 1)457(F) EMPLOYER CONTRIBUTIONS ARE SUBJECT TO VESTING TERMS AND CONDITIONS AS NOTED THE PLAN DOCUMENTS. BASED ON THESE VESTING TERMS AND CONDITIONS, THERE IS SUBSTANTIAL RISK OF FORFEITURE. 2)457(B) IS A DEFERRED COMPENSATION PLAN THAT THE EMPLOYER AND EMPLOYEE CONTRIBUTE TO, UP TO THE COMPANY'S DEFINED AND IRS ANNUAL LIMITS. 3)403(B) QUALIFIED RETIREMENT PLAN CONTRIBUTIONS (EMPLOYER MATCH AND SAFE HARBOR) UP TO THE IRS ANNUAL LIMITS. 4)THE COMPANY PROVIDES AN INCENTIVE PLAN TO VICE PRESIDENTS AND ABOVE. THE CEO'S INCENTIVE IS BASED ON COMPANY PERFORMANCE METRICS, FOR ALL OTHER PARTICIPANTS THE INCENTIVE IS BASED ON COMPANY AND INDIVIDUAL PERFORMANCE METRICS. PAYMENTS ARE MADE ON OR AROUND APRIL 1 OF THE SUBSEQUENT CALENDAR YEAR. 5) IN 2017, UPON RECOMMENDATION BY SCAN'S COMPENSATION CONSULTANT SULLIVAN COTTER, THE COMPENSATION COMMITTEE APPROVED THE ELIMINATION OF THE DEFERRAL PORTION OF THE INCENTIVE COMPENSATION PLAN EFFECTIVE JANUARY 1, 2018. THE RECOMMENDATION BY SULLIVAN COTTER TO DISCONTINUE THE DEFERRAL COMPONENT OF THE PLAN WAS BASED ON BEST PRACTICES OF OTHER SIMILARLY SITUATED ORGANIZATIONS. THE ELIMINATION OF THE DEFERRAL COMPONENT RESULTED IN DISTRIBUTION TO ALL PARTICIPANTS OF ANY PREVIOUSLY UNPAID CONTRIBUTIONS IN 2017, EXCEPT IN CERTAIN INDIVIDUAL CIRCUMSTANCES THAT ARE GOVERNED BY THE LAW, IN WHICH CASE SCAN ADHERED TO THE GOVERNING PRACTICES. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY THE ACCOUNTING FIRM OF DELOITTE TAX, LLP WORKING IN CONJUNCTION WITH SCAN'S FINANCE DEPARTMENT. SCAN HEALTH PLAN'S DIRECTOR OF ACCOUNTING HAS DIRECT RESPONSIBILITY FOR THIS EFFORT, SUBJECT TO SUPERVISION BY THE VICE PRESIDENT AND CONTROLLER OF SCAN HEALTH PLAN. AFTER AN INITIAL DRAFT OF THE FORM 990 IS PREPARED, IT IS CIRCULATED FOR REVIEW AND COMMENT BY RELEVANT MEMBERS OF THE EXECUTIVE TEAM WHO HAVE RESPONSIBILITY FOR AND/OR KNOWLEDGE REGARDING THE VARIOUS MATTERS DISCLOSED AND/OR DESCRIBED IN THE FORM. THE GENERAL COUNSEL, IN PARTICULAR, REVIEWS THE FORM 990 AND ENSURES ACCURACY OF DESCRIPTIONS AND THAT DISCLOSURE IS COMPLETE. THE DRAFT FORM 990 IS REVIEWED IN PERTINENT PART BY THE COMPENSATION COMMITTEE OF THE BOARD; THE FORM 990 IS PROVIDED IN ITS ENTIRETY TO THE AUDIT AND COMPLIANCE COMMITTEES OF THE BOARD OF DIRECTORS OF SCAN GROUP, AND ALL MEMBERS OF THE BOARD OF DIRECTORS FOR REVIEW AFTER IT IS PREPARED, AND PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C SCAN GROUP REGULARLY AND CONSISTENTLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY THROUGH ANNUAL CIRCULATION OF A CONFLICT OF INTEREST POLICY AND DISCLOSURE QUESTIONNAIRE WHICH ALL MEMBERS OF THE BOARD OF DIRECTORS, OFFICERS AND MEMBERS OF EXECUTIVE MANAGEMENT ARE REQUIRED TO COMPLETE AND SIGN. IN ADDITION, THERE IS ANNUAL MANDATORY COMPLIANCE EDUCATION AND TRAINING AND SCAN'S COMPLIANCE DEPARTMENT IS RESPONSIBLE FOR ENFORCEMENT OF SCAN'S ROBUST COMPLIANCE PROGRAM, INCLUDING SCAN'S CODE OF CONDUCT AND COMPLIANCE-RELATED POLICIES AND PROCEDURES. MEMBERS OF THE EXECUTIVE TEAM ALSO HAVE RESPONSIBILITY FOR ENFORCEMENT. THE LEGAL DEPARTMENT OF SCAN GROUP REVIEWS ALL CONTRACTUAL RELATIONSHIPS ENTERED INTO BY THE ORGANIZATION AND SCAN'S GENERAL COUNSEL IS RESPONSIBLE FOR MONITORING THE CONFLICT OF INTEREST QUESTIONNAIRE. THE LEGAL DEPARTMENT OF SCAN GROUP MONITORS AND ENFORCES ADHERENCE TO THESE POLICIES ON AN ONGOING BASIS. FORM 990, PART VI, SECTION B, LINE 15B THE PROCESS FOR DETERMINING THE COMPENSATION OF THE CHIEF EXECUTIVE OFFICER (CEO) OF SCAN HEALTH PLAN IS CONDUCTED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF SCAN GROUP, ALL THE VOTING MEMBERS OF WHICH ARE INDEPENDENT PERSONS. THE CEO IS THEN COMPENSATED BY A RELATED ORGANIZATION, SCAN HEALTH PLAN. IN DETERMINING THE COMPENSATION OF THE CEO, THE COMPENSATION COMMITTEE WORKS WITH AND RELIES UPON THE COUNSEL AND EXPERTISE OF AN OUTSIDE COMPENSATION CONSULTANT WITH WELL-ESTABLISHED EXPERIENCE AND EXPERTISE IN THE AREA OF NONPROFIT HEALTH CARE ORGANIZATIONS, EXECUTIVE COMPENSATION, AND COMPLIANCE WITH THE INTERMEDIATE SANCTIONS REQUIREMENTS APPLICABLE TO SUCH COMPENSATION. THE COMPENSATION CONSULTANT PROVIDES AN EXECUTIVE COMPENSATION REPORT TO THE COMPENSATION COMMITTEE EACH YEAR WHICH FURNISHES THE BASIS FOR DETERMINING THE CEO'S COMPENSATION PACKAGE DURING THE FOLLOWING YEAR. THE EXECUTIVE COMPENSATION REPORT IS BASED ON A REVIEW OF THE EXECUTIVE COMPENSATION PRACTICES OF A VARIETY OF ORGANIZATIONS CONSIDERED COMPARABLE TO SCAN HEALTH PLAN BASED UPON CERTAIN INDUSTRY STANDARD METRICS. THE COMPENSATION COMMITTEE DELIBERATES ON THE ISSUE OF THE CEO'S COMPENSATION PACKAGE IN CONSIDERATION OF THE EXECUTIVE COMPENSATION REPORT. QUESTIONS ARE ASKED OF, AND ANSWERED BY THE COMPENSATION CONSULTANT, REGARDING SUCH REPORT AND OTHER MATTERS RELEVANT TO SUCH PACKAGE. BASED ON THESE DELIBERATIONS, THE COMPENSATION COMMITTEE MAKES A RECOMMENDATION TO THE BOARD OF DIRECTORS OF SCAN GROUP REGARDING THE COMPENSATION PACKAGE FOR THE CEO FOR THE FOLLOWING YEAR. THE FULL BOARD OF DIRECTORS OF SCAN GROUP DELIBERATES AND THEN VOTES ON SUCH RECOMMENDATION; THE CEO IS RECUSED FOR THE ENTIRETY OF SUCH DELIBERATIONS AND VOTE. THE MINUTES OF THE COMPENSATION COMMITTEE AND THE BOARD OF DIRECTORS FOR THESE MEETINGS ARE PREPARED SUBSTANTIALLY CONTEMPORANEOUSLY AND SUBSTANTIATE SUCH DELIBERATIONS AND DECISIONS. THE OUTSIDE COMPENSATION CONSULTANT PROVIDING THE EXECUTIVE COMPENSATION REPORT AND GUIDANCE RELATED TO THE 2018 SALARY PACKAGE WAS SULLIVAN COTTER. THE PROCESS FOR DETERMINING THE COMPENSATION OF THE CHIEF FINANCIAL OFFICER (CFO) OF SCAN HEALTH PLAN FOLLOWS THE SAME PROCESS AS DESCRIBED ABOVE FOR THE CEO. THE PROCESS FOR DETERMINING THE COMPENSATION OF OFFICERS AND SENIOR VICE PRESIDENTS OF SCAN HEALTH PLAN AND SCAN GROUP IS CONDUCTED BY THE HUMAN RESOURCES DEPARTMENT OF SCAN GROUP AND CHIEF EXECUTIVE OFFICER (CEO) OF SCAN HEALTH PLAN, WITH THE APPROVAL OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF SCAN GROUP. ALL OF THE VOTING MEMBERS OF THE COMPENSATION COMMITTEE ARE INDEPENDENT DIRECTORS. IN DETERMINING EACH EMPLOYEE'S COMPENSATION, THE HUMAN RESOURCES DEPARTMENT AND COMPENSATION COMMITTEE WORK WITH AND RELY UPON THE COUNSEL AND EXPERTISE OF AN OUTSIDE COMPENSATION CONSULTANT WITH WELL-ESTABLISHED EXPERIENCE AND EXPERTISE IN THE AREA OF NONPROFIT HEALTH CARE ORGANIZATIONS, EXECUTIVE COMPENSATION, AND COMPLIANCE WITH THE INTERMEDIATE SANCTIONS REQUIREMENTS APPLICABLE TO SUCH COMPENSATION. THE COMPENSATION CONSULTANT PROVIDES AN EXECUTIVE COMPENSATION REPORT TO THE HUMAN RESOURCES DEPARTMENT EACH YEAR WHICH FURNISHES THE BASIS FOR THE DETERMINATION OF EACH EMPLOYEE'S COMPENSATION PACKAGE DURING THE FOLLOWING YEAR. THE EXECUTIVE COMPENSATION REPORT IS BASED ON A REVIEW OF THE EXECUTIVE COMPENSATION PRACTICES OF A VARIETY OF ORGANIZATIONS CONSIDERED COMPARABLE TO SCAN HEALTH PLAN BASED ON VARIOUS METRICS. THE CHIEF EXECUTIVE OFFICER (CEO) MAKES A RECOMMENDATION TO THE COMPENSATION COMMITTEE WITH RESPECT TO EACH EMPLOYEE'S COMPENSATION PACKAGE IN LIGHT OF THE EXECUTIVE COMPENSATION REPORT. AT THE COMPENSATION COMMITTEE MEETING ADDRESSING SUCH MATTERS, QUESTIONS ARE ASKED OF, AND ANSWERED BY, THE COMPENSATION CONSULTANT, REGARDING THEIR REPORT AND OTHER MATTERS RELEVANT TO THE COMPENSATION PACKAGE; PURSUANT TO THEIR DELIBERATIONS, THE COMPENSATION COMMITTEE MAKES A DECISION REGARDING THE COMPENSATION PACKAGE FOR SUCH EMPLOYEES FOR THE FOLLOWING YEAR. THE MINUTES OF THE COMPENSATION COMMITTEE FOR THIS MEETING ARE PREPARED SUBSTANTIALLY CONTEMPORANEOUSLY AND SUBSTANTIATE SUCH DELIBERATIONS AND DECISIONS. THE OUTSIDE COMPENSATION CONSULTANT PROVIDING THE EXECUTIVE COMPENSATION REPORT AND GUIDANCE RELATED TO THE 2018 SALARY PACKAGE WAS SULLIVAN COTTER. FORM 990, PART VI, SECTION C, LINE 19 SCAN GROUP'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC. SCAN GROUP MAKES ITS FORM 990, WHICH CONTAINS FINANCIAL INFORMATION, AVAILABLE FOR PUBLIC INSPECTION. FORM 990, PART IX, LINE 11G FEES FOR SERVICE-OTHER: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 23,711,391. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 23,711,391. FORM 990, PART IX, LINE 24E, ALL OTHER FUNCTIONAL EXPENSES FEDERAL, STATE, COUNTY TAXES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 288,762. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 288,762. MISCELLANEOUS: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 49,013. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 49,013. LICENSES AND PERMITS: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 1,240. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,240. AUDIT: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES -26,000. FUNDRAISING EXPENSES 0. TOTAL EXPENSES -26,000. TOTAL OTHER EXPENSES ON FORM 990, PART IX, LINE 24E, COL A 313,015. FORM 990, PART XI, LINE 9: FUND BALANCE TRANSFER TO SCAN CALIFORNIA MANAGEMENT COMPANY -1,000,000. SCAN HEALTH PLAN 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 953858259 MEDICARE ADVANTAGE CA 501(C)(3) 10 SCAN GROUP 1 THE SCAN FOUNDATION 3800 KILROY AIRPORT WAY SUITE 400 LONG BEACH CA 90806 450552845 GRANT MAKING CA 501(C)(3) 12B, II SCAN GROUP 1 SCAN HEALTH PLAN ARIZONA 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 731729007 MEDICARE ADVANTAGE CA 501(C)(4) N/A SCAN GROUP 1 SCAN HEALTHCHECK ASSESSMENT CENTERS INC 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 462962358 HEALTHCARE CA N/A C 1 SCAN CALIFORNIA MANAGEMENT COMPANY 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 462951831 MANAGEMENT CA SCAN GROUP C -203429 2011233 1.00000 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 SCAN HEALTH PLAN Q 98677945 BOOK VALUE THE SCAN FOUNDATION Q 351228 BOOK VALUE SCAN CALIFORNIA MANAGEMENT COMPANY Q 285349 BOOK VALUE SCAN HEALTHCHECK ASSESSMENT CENTERS Q 55748 BOOK VALUE SCAN HEALTH PLAN P 4249669 BOOK VALUE SCAN CALIFORNIA MANAGEMENT COMPANY B 1000000 BOOK VALUE PART V, LINE 2: THE PERCENTAGE OF ALLOCATION TO AFFILIATED COMPANIES IS DETERMINED BASED ON ESTIMATED PERCENTAGE OF TIME WORKED, PERCENTAGE OF HEADCOUNTS, PERCENTAGE OF SCAN MEMBERSHIP, AND/OR THE PERCENTAGE OF BID SUBMISSIONS, AS APPROPRIATE BASED ON THE NATURE OF THE EXPENSE.