2025-11-11T13:47:09-06:00 2024-12-31 991856619 GRANT THORNTON ADVISORS LLC 53 STATE STREET SUITE 1600 BOSTON MA 02109 990 2024-01-01 381550001 VERSITI MICHIGAN INC VERS 6167742300 1036 FULLER AVE NE GRAND RAPIDS MI 49503 CHRIS MISKEL PRESIDENT & CEO 4149335000 2025-11-11 1 0 ERIN COUTURE P01390592 6177237900 2024 2025-03-06 01:10:19Z CHRIS MISKEL 638 N 18TH STREET MILWAUKEE WI 532332121 78300793 0 X WWW.VERSITI.ORG X 1955 MI (SEE SCHEDULE O) 18 17 621 196 0 0 507358 566685 67209355 73832938 1130428 139594 197304 251224 69044445 74790441 83180 92680 0 0 30351619 32710131 0 0 0 34942254 36832681 65377053 69635492 3667392 5154949 44741001 49437276 6084583 5218402 38656418 44218874 X VERSITI MICHIGAN, INC. (VERSITI) IS A BLOOD HEALTH INNOVATOR WHICH ENHANCES LIVES THROUGH DISCOVERY, DIAGNOSIS AND TREATMENT. VERSITI EXPANDS THE FRONTIERS OF PATIENT HEALTH THROUGH THE INTEGRATION OF SCIENCE, MEDICINE AND SERVICE. 0 0 59357594 92680 73832938 VERSITI MICHIGAN RECRUITS VOLUNTEER BLOOD DONORS AND COLLECTS, PROCESSES, AND DISTRIBUTES BLOOD PRODUCTS AS PART OF ITS MISSION TO PROVIDE A SAFE AND RELIABLE BLOOD SUPPLY FOR HOSPITALS AND HEALTHCARE SYSTEMS ACROSS MICHIGAN. IN 2024, VERSITI MICHIGAN COLLECTED TOTAL RED BLOOD CELLS AND PLATELETS OF 176,848, SERVING 71 HOSPITALS THROUGH 4,965 COMMUNITY BLOOD DRIVES THAT ENGAGED 74,562 VOLUNTEER DONORS. PARTNERSHIPS: VERSITI MICHIGAN LAUNCHED A NEW PARTNERSHIP WITH THE DETROIT LIONS, HOSTING BLOOD DRIVES AT FORD FIELD WITH GOALS OF 250+ DONORS PER EVENT, AND PARTICIPATED IN THE WE GIVE BLOOD DRIVE WITH ABBOTT AND THE BIG TEN CONFERENCE. (CONTINUED IN SCHEDULE O)COMMUNITY OUTREACH: VERSITI MICHIGAN ENGAGED COMMUNITIES THROUGH THE BLACK HEALTH COALITION FESTIVAL, GRAND RAPIDS HISPANIC FESTIVAL, HISPANIC CENTER LOTERIA NIGHT, AND THE #KNOWSCD SICKLE CELL DISEASE AWARENESS CAMPAIGN. DIAGNOSTIC TESTING: VERSITI MICHIGAN PROVIDES DIAGNOSTIC TESTING SERVICES INCLUDING HEMATOLOGY, COAGULATION, AND MOLECULAR DIAGNOSTICS, CONDUCTING 13,160 TESTS IN 2024. MSI: THE MEDICAL SERVICES INSTITUTE PERFORMED 1,947 THERAPEUTIC PROCEDURES AND OPERATES THE CLINICAL TRIALS & RESEARCH OFFICE TO ADVANCE PATIENT CARE. THROUGH DEDICATED VOLUNTEER DONORS AND STRATEGIC PARTNERSHIPS, VERSITI MICHIGAN MAINTAINS A ROBUST BLOOD SUPPLY ENABLING HOSPITALS TO PROVIDE CRITICAL CARE AND LIFESAVING TREATMENTS THROUGHOUT THE REGION. 59357594 1 1 0 1 0 0 0 0 0 1 1 0 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 0 0 0 1 0 0 621 1 0 0 0 0 0 0 0 0 0 0 1 0 X 18 17 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MI X DAWN HENSE 4149335000 638 N 18TH ST MILWAUKEE WI 532332121 X CHRIS MISKEL PRESIDENT & CEO 11.00 44.00 X X 324520 1298076 57669 FRED GEILFUSS CHAIR 1.00 5.00 X X 0 0 0 L ALAN WHALEY VICE CHAIR 1.00 4.00 X X 0 0 0 COREEN DICUS-JOHNSON JD SECRETARY 1.00 4.00 X X 0 0 0 RON MILLER TREASURER 1.00 4.00 X X 0 0 0 NICHOLAS BAUER BOARD MEMBER 1.00 4.00 X 0 0 0 DAVID GINSBURG MD BOARD MEMBER 1.00 4.00 X 0 0 0 CECELIA GORE BOARD MEMBER 1.00 4.00 X 0 0 0 GAIL HANSON BOARD MEMBER 1.00 4.00 X 0 0 0 THOMAS HAUSKE JR BOARD MEMBER 1.00 4.00 X 0 0 0 SHERRY HUSA BOARD MEMBER 1.00 4.00 X 0 0 0 DALE KENT BOARD MEMBER 1.00 4.00 X 0 0 0 ROBERT H MANEGOLD BOARD MEMBER 1.00 5.00 X 0 0 0 JEFFREY S MCDONALD BOARD MEMBER 1.00 4.00 X 0 0 0 MAGGEY OPLINGER BOARD MEMBER 1.00 4.00 X 0 0 0 JOHN PERRAS BOARD MEMBER 1.00 4.00 X 0 0 0 KATHY THORNTON-BIAS BOARD MEMBER - THRU 6/24 1.00 4.00 X 0 0 0 GREG WESLEY BOARD MEMBER 1.00 4.00 X 0 0 0 PETER ZIEGLER BOARD MEMBER 1.00 4.00 X 0 0 0 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 11.00 44.00 X 162553 650212 53592 GITESH DUBAL EVP & CHIEF MKTG. OFF. - THRU 4/24 11.00 44.00 X 81412 325648 23781 ANTHONY WATKINS EVP&CFO-THRU 3/24;BUS DEV-AS OF 3/24 11.00 44.00 X 149743 598968 29876 JAMES WEIDNER EVP & CHIEF HR OFFICER 11.00 44.00 X 114320 457282 56792 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 11.00 44.00 X 96373 385493 52622 BART REUTER EVP & GENERAL COUNSEL 11.00 44.00 X 172320 689280 66046 BRADLEY PIETZ EVP & CHIEF LABORATORY OFFICER 11.00 44.00 X 120183 480732 65430 JESSICA DROUILLARD VP & CHIEF QUALITY OFFICER 11.00 44.00 X 55208 220829 18905 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 1.00 54.00 X 0 670610 39231 BARBARA BRYANT EVP & CHIEF MED. OFF. - THRU 8/24 1.00 54.00 X 0 447822 25848 GRETCHEN JAMESON EVP & CHIEF MKTG. OFF. - AS OF 4/24 11.00 44.00 X 44083 176332 15013 DEREK TYUS EVP & CHIEF FINANCIAL OFF. - AS 3/24 11.00 44.00 X 90460 361844 48353 MATTHEW ANDERSON MD EVP & CHIEF MED. OFF. - AS OF 7/24 1.00 54.00 X 0 471868 65850 TIMOTHY PANCIOLI DO ASSOCIATE MEDICAL DIRECTOR 55.00 0.00 X 253383 0 42360 PERPETUE U BARIYANGA SR REG NURSE THERAPEUTIC SERVICES 55.00 0.00 X 178958 0 26969 KRISTIN RONCHETTI-BRENNER AVP & SR DIRECTOR DONOR SERVICES 55.00 0.00 X 177260 0 10140 MICHELLE MAMBY SR REG NURSE THERAPEUTIC SERVICES 55.00 0.00 X 174672 0 24965 DAWN KAISER DIRECTOR DONOR SERVICES 55.00 0.00 X 151232 0 36868 2346680 7234996 760310 24 0 1 0 INVITA HEALTHCARE TECHNOLOGIES 135 2ND AVE NORTH JACKSONVILLE FL 32250 SOFTWARE SUPPORT 302373 PRESTIGE HOME SERVICES 4757 14 MILE ROAD ROCKFORD MI 49341 CLEANING SERVICES 298955 DETROIT LIONS PROPERTIES 2000 BRUSH STREET SUITE 200 DETROIT MI 48226 SPORTS PARTNERSHIP 142779 JE JOHNSON CONTRACTING 1550 E VIRGINIA DRIVE MIDLAND MI 48642 FACILITY SERVICES 130452 ONWAY TRANSPORT LLC 28190 GROESBECK HIGHWAY ROSEVILLE MI 48066 DELIVERY SERVICES 119755 10 530077 36608 566685 BLOOD SERVICES 621991 66358820 66358820 MEDICAL SERVICES 621500 5386088 5386088 DIAGNOSTIC LABORATORIE 621500 2088030 2088030 73832938 166150 166150 3454542 29254 3510352 0 -55810 29254 -26556 -26556 AFFILIATE SERVICE FEES 900099 250628 250628 MISCELLANEOUS 900099 596 596 251224 74790441 73832938 0 390818 92680 92680 1461989 306540 1155449 46800 46800 23858834 22361550 1497284 1293490 1188920 104570 4263389 3842892 420497 1785629 1596510 189119 48000 48000 1370 1370 6872748 6751104 121644 332935 27881 305054 508041 477357 30684 402835 375516 27319 2399909 1620187 779722 1869444 1777913 91531 106808 68538 38270 37672 22729 14943 2004366 1277531 726835 MEDICAL LAB SUPPLIES 9333005 9333005 VERSITI SERVICES ALLOC 6540039 1974688 4565351 COST OF IMPORTED PROD 4824644 4824644 EQUIPMENT LEASE & MAINT 1148880 1068679 80201 401985 320730 81255 69635492 59357594 10277898 0 0 0 0 0 0 0 22735578 30623455 0 0 0 0 0 0 2009232 1958317 24066 34155 35087302 24217066 11686821 10870236 5451705 3822158 0 0 0 0 0 0 2833599 2128955 44741001 49437276 3061090 2200731 0 0 0 0 0 0 0 0 0 0 0 0 0 0 3023493 3017671 6084583 5218402 X 38656418 44218874 38656418 44218874 44741001 49437276 5154949 407507 0 X 0 1 X 1 0 X 17904 755209 562299 507358 566685 2409455 58958588 64355383 63618408 67209355 73832938 327974672 58976492 65110592 64180707 67716713 74399623 330384127 0 23308272 15394179 1675932 3165620 2501639 46045642 23308272 15394179 1675932 3165620 2501639 46045642 284338485 391664 396278 265480 369528 166150 1589100 391664 396278 265480 369528 166150 1589100 26118 4627 280 197304 251224 479553 59394274 65511497 64446467 68283545 74816997 332452780 0.85530 0.77290 0.00480 0.00580 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: PATRONAGE DIVIDENDS - 2020 AMOUNT: $ 25,770. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 0. 2024 AMOUNT: $ 0. CREDIT CARD REBATES - 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 3,722. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 0. 2024 AMOUNT: $ 0. MISCELLANEOUS INCOME - 2020 AMOUNT: $ 348. 2021 AMOUNT: $ 905. 2022 AMOUNT: $ 280. 2023 AMOUNT: $ 455. 2024 AMOUNT: $ 596. AFFILIATE SERVICE FEES - 2020 AMOUNT: $ 0. 2021 AMOUNT: $ 0. 2022 AMOUNT: $ 0. 2023 AMOUNT: $ 196,849. 2024 AMOUNT: $ 250,628. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 0 0 0 1 48000 48000 0 PART II-B, LINE 1: PAID STAFF OR MANAGEMENT GENERAL COUNSEL PROVIDES LOBBYING SERVICES TO THE FILING ORGANIZATION. HOWEVER, SUCH EXPENSES ARE PAID FOR BY VERSITI INC., THE FILING ORGANIZATION'S PARENT. LOBBYING ACTIVITES $48,000 OF THE FEES PAID TO EVERGREEN PUBLIC RELATIONS HAS BEEN ALLOCATED TO LOBBYING. THE SERVICES RELATED TO THESE FEES INCLUDE, BUT ARE NOT LIMITED TO, SECURING LEGISLATIVE APPROPRIATION FROM THE MICHIGAN DEPARTMENT OF HEALTH AND HUMAN SERVICES. 104985040 784199 12490658 4744538 113515359 94766972 671355 14059961 4513248 104985040 112901289 848275 -13361785 5620807 94766972 99612019 1371435 16077669 4159834 112901289 89992682 4494881 9457908 4333452 99612019 0.98030 0.01970 0 1 1 525459 525459 15843367 11909608 3933759 2061028 663299 1397729 13934216 10803497 3130719 2723232 840662 1882570 10870236 LEASE LIABILITY 2923638 LONG TERM RETIREMENT LIABILITIES 94033 3017671 X 75167324 407507 407507 74759817 1370 29254 30624 74790441 69604868 -29254 -29254 69634122 1370 1370 69635492 PART V, LINE 4: ENDOWMENTS THE FILING ORGANIZATION IS THE BENEFICIARY OF THE VERSITI BLOOD RESEARCH INSTITUTE FOUNDATION'S ("VBRIF") ENDOWMENT AS A SUPPORTED ORGANIZATION. THE BOARD DESIGNATED ENDOWMENT FUNDS ARE DESIGNATED BY THE BOARD AS ENDOWNMENT FUNDS TO ENSURE THE COUNTINUING AVAILABILITY OF FUNDS FOR RESEARCH PURPOSES. PART X, LINE 2: INCOME TAXES VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION HAVE ALL RECEIVED TAX DETERMINATION LETTERS CONFIRMING THAT THE ORGANIZATIONS QUALIFY AS TAX-EXEMPT ORGANIZATIONS UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC). THE ORGANIZATION FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. VERSITI, WISCONSIN, ILLINOIS, MICHIGAN, INDIANA AND THE FOUNDATION ARE EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3), THOUGH THEY ARE SUBJECT TO TAX ON INCOME UNRELATED TO THEIR EXEMPT PURPOSES, UNLESS THAT INCOME IS OTHERWISE EXCLUDED BY THE IRC. THE ORGANIZATION HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT HAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. THE ORGANIZATION FILES FEDERAL AND STATE INCOME TAX RETURNS TO REPORT UNRELATED BUSINESS INCOME WHERE APPLICABLE, AND WITH FEW EXCEPTIONS, THOSE PERIODS GENERALLY REMAIN OPEN THREE YEARS FOR FEDERAL PURPOSES AND FOUR YEARS FOR STATE PURPOSES. THE STATUTE OF LIMITATIONS WILL REMAIN OPEN FOR ANY YEARS WHERE RETURNS WERE NOT FILED. THE ORGANIZATION HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE ORGANIZATION RECOGNIZES, IF NECESSARY, INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN THE PROVISION FOR INCOME TAXES. THERE WERE NO MATERIAL INTEREST OR PENALTIES RELATED TO INCOME TAXES THAT HAVE BEEN ACCRUED OR RECOGNIZED AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON FINANCE LEASES 27,254. GAIN ON OPERATING LEASES 2,000. PART XII, LINE 2D - OTHER ADJUSTMENTS: LOSS ON FINANCE LEASES -27,254. GAIN ON OPERATING LEASES -2,000. X X X X X 0 0 0 1 1 1 1 1 0 CHRIS MISKEL PRESIDENT & CEO 159420 637678 160141 640563 4959 19835 4830 19321 6703 26815 336053 1344212 0 0 BART REUTER EVP & GENERAL COUNSEL 86109 344436 81082 324328 5129 20516 4830 19321 8379 33516 185529 742117 0 0 BRIAN BAUTISTA EVP & CHIEF OPERATING OFFICER 93152 372605 65027 260109 4374 17498 3673 14693 7045 28181 173271 693086 0 0 ANTHONY WATKINS EVP&CFO-THRU 3/24;BUS DEV-AS OF 3/24 65457 261825 70900 283600 13386 53543 4830 19321 1145 4580 155718 622869 0 0 MICHAEL DEININGER MD EVP & CHIEF SCIENTIFIC OFFICER 0 523564 0 118100 0 28946 0 15884 0 23347 0 709841 0 0 BRADLEY PIETZ EVP & CHIEF LABORATORY OFFICER 61482 245928 53546 214184 5155 20620 4790 19161 8296 33183 133269 533076 0 0 JAMES WEIDNER EVP & CHIEF HR OFFICER 63727 254908 45525 182102 5068 20272 4830 19321 6528 26113 125678 502716 0 0 MATTHEW ANDERSON MD EVP & CHIEF MED. OFF. - AS OF 7/24 0 403926 0 65100 0 2842 0 24150 0 41700 0 537718 0 0 LYNNE BRIGGS VP & CHIEF INFORMATION OFFICER 64173 256690 30801 123205 1399 5598 5271 21082 5254 21015 106898 427590 0 0 DEREK TYUS EVP & CHIEF FINANCIAL OFF. - AS 3/24 65849 263398 24000 96000 611 2446 4738 18955 4932 19728 100130 400527 0 0 BARBARA BRYANT EVP & CHIEF MED. OFF. - THRU 8/24 0 328620 0 101700 0 17502 0 23946 0 1902 0 473670 0 0 GITESH DUBAL EVP & CHIEF MKTG. OFF. - THRU 4/24 25751 103007 51671 206683 3990 15958 2114 8457 2642 10568 86168 344673 0 0 TIMOTHY PANCIOLI DO ASSOCIATE MEDICAL DIRECTOR 220526 0 31800 0 1057 0 16058 0 26302 0 295743 0 0 0 JESSICA DROUILLARD VP & CHIEF QUALITY OFFICER 39458 157831 11080 44320 4670 18678 3080 12320 701 2804 58989 235953 0 0 GRETCHEN JAMESON EVP & CHIEF MKTG. OFF. - AS OF 4/24 43846 175386 0 0 237 946 2746 10985 257 1025 47086 188342 0 0 PERPETUE U BARIYANGA SR REG NURSE THERAPEUTIC SERVICES 159190 0 17300 0 2468 0 11521 0 15448 0 205927 0 0 0 MICHELLE MAMBY SR REG NURSE THERAPEUTIC SERVICES 154840 0 18375 0 1457 0 0 0 24965 0 199637 0 0 0 DAWN KAISER DIRECTOR DONOR SERVICES 132166 0 17250 0 1816 0 9868 0 27000 0 188100 0 0 0 KRISTIN RONCHETTI-BRENNER AVP & SR DIRECTOR DONOR SERVICES 166000 0 10341 0 919 0 8324 0 1816 0 187400 0 0 0 PART I, LINE 3 TOP MANAGEMENT'S COMPENSATION THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR THE FILING ORGANIZATION. OTHER THAN THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER, THE EXECUTIVE COMMITTEE DOES NOT INCLUDE MEMBERS OF MANAGEMENT. TO ENSURE THAT THE COMMITTEE IS COMPRISED OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO VERSITI COMPENSATION ARRANGEMENTS, THE VERSITI PRESIDENT AND CHIEF EXECUTIVE OFFICER RECUSES HER/HIMSELF FROM ALL DISCUSSIONS AND APPROVALS RELATED TO HER/HIS COMPENSATION. THE EXECUTIVE COMMITTEE REVIEWS EXECUTIVE COMPENSATION ARRANGEMENTS TO ENSURE SUCH ARRANGEMENTS ARE FAIR, REASONABLE, AND NOT EXCESSIVE WHEN COMPARED TO SIMILARLY-SITUATED EXECUTIVES. EXECUTIVE COMPENSATION ARRANGEMENTS ARE REVIEWED FOR REASONABLENESS AND APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY IN ACCORDANCE WITH THE VERSITI REASONABLENESS REVIEW POLICY. IN ORDER TO ASSESS THE REASONABLENESS OF EXECUTIVE COMPENSATION ARRANGEMENTS, THE EXECUTIVE COMMITTEE OBTAINS AND REVIEWS APPROPRIATE COMPARABILITY DATA COLLECTED BY THE HUMAN RESOURCE DEPARTMENT AND/OR AN INDEPENDENT COMPENSATION CONSULTANT. THE EXECUTIVE COMMITTEE ENGAGES A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT ANNUALLY. THE INDEPENDENT CONSULTANT PERFORMS AN ANALYSIS OF COMPENSATION LEVELS AT REGIONAL AND NATIONAL ORGANIZATIONS OF COMPARABLE SIZE, SCOPE AND STRUCTURE AND PROVIDES THE COMMITTEE WITH COMPREHENSIVE DATA ON THE AVAILABILITY OF SIMILAR SERVICES WITHIN THE GEOGRAPHIC AREA, COMPENSATION SURVEYS, WRITTEN OFFERS FROM SIMILAR INSTITUTIONS, AND OTHER INFORMATION RELEVANT TO COMPARABILITY OF COMPENSATION. THE EXECUTIVE COMMITTEE'S REVIEW, RECOMMENDATIONS AND APPROVALS ARE DOCUMENTED CONCURRENTLY IN THE COMMITTEE MINUTES, WHICH ARE SUBSEQUENTLY REVIEWED AND APPROVED BY THE EXECUTIVE COMMITTEE AS REASONABLE, ACCURATE AND COMPLETE. THE COMMITTEE CHAIR VERBALLY COMMUNICATES TO THE VERSITI BOARD OF DIRECTORS A CONFIRMATION OF COMPENSATION REASONABLENESS AND THE OVERALL DUE DILIGENCE PROCESS. VERSITI MICHIGAN HAS INCENTIVE PROGRAMS FOR THE CHIEF EXECUTIVE OFFICER AND OTHER CORPORATE OFFICERS DESCRIBED IN DETAILED WRITTEN POLICIES APPROVED BY THE EXECUTIVE COMMITTEE ANNUALLY. EVALUATION AND COMPENSATION REVIEW -CEO - EACH YEAR, THE EXECUTIVE COMMITTEE EVALUATES THE CEO'S PERFORMANCE AGAINST ESTABLISHED OBJECTIVES, DETERMINES INCENTIVE PAYMENT AND MERIT INCREASE BASED UPON PERFORMANCE AND MARKET DATA PROVIDED BY THE THIRD PARTY COMPENSATION CONSULTANT, AND WORKS WITH THE CEO TO ESTABLISH OBJECTIVES FOR THE NEXT YEAR. -OTHER CORPORATE OFFICERS - THE BOARD OF DIRECTORS HAS DELAGATED TO THE CEO THE PERFORMANCE ASSESSMENT AND COMPENSATION DECISIONS FOR HIS/HER TEAM AND LEADERS ELIGIBLE FOR THE VERSITI LEADERSHIP INCENTIVE PLAN. DURING THE MAY MEETING, THE EXECUTIVE COMMITTEE REVIEWS THE INCENTIVES (SHORT AND LONG-TERM) PAYOUTS AND MERIT INCREASES ASSIGNED TO THE EXECUTIVE TEAM AS PART OF THE ANNUAL COMPENSATION REASONABILITY REVIEW CONDUCTED BY AON CONSULTANTS. THE EXECUTIVE COMMITTEE REVIEWS AND APPROVES THE SALARY INCREASES AND INCENTIVE PAYOUTS OF THE CEO BEFORE PAYMENT. CORPORATE OFFICERS ARE POSITIONED WITHIN THE APPROPRIATE SALARY RANGE BASED UPON: -EXECUTIVE'S KNOWLEDGE, COMPETENCIES, AND EXPERIENCE, -PERFORMANCE OF THE EXECUTIVE'S AREAS OF RESPONSIBILITY, -THE EXECUTIVE'S CONTRIBUTION TO OVERALL PERFORMANCE, -THE IMPORTANCE OF RETAINING THE EXECUTIVE, -INTERNAL EQUITY CONSIDERATIONS, -THE FINANCIAL RESOURCES AVAILABLE, AND -EXECUTIVE BASE SALARY INCREASES PROVIDED IN THE COMPETITIVE MARKET PART I, LINE 5A, 5B, 6A, 6B AND 7: NON-FIXED PAYMENTS INCENTIVE PAYOUT OPPORTUNITIES, BASED ON PERCENTAGE OF BASE PAY RATE, ARE AVAILABLE TO CERTAIN EMPLOYEES OF THE FILING ORGANIZATION. WHILE LEVELS OF THE INCENTIVE PAYOUT OPPORTUNITY ARE FIXED AND DETERMINED PERCENTAGES OF BASE COMPENSATION, THE INCENTIVE PAYOUT IS DETERMINED, IN PART, ON THE CONSOLIDATED REVENUE AND NET EARNING OF OPERATING DIVISIONS. THE INCENTIVE PAYOUT IS SUBJECT TO THE REVIEW OF ACCOMPLISHMENTS/OBJECTIVES AND THE ULTIMATE DETERMINATION OF INCENTIVE COMPENSATION IS SUBJECT TO PRESIDENT/CEO AND EXECUTIVE COMMITTEE OF THE BOARD APPROVAL. FORM 990, PART I, LINE 1 VERSITI MICHIGAN, INC. (VERSITI MICHIGAN) IS A BLOOD HEALTH INNOVATOR WHICH ENHANCES LIVES THROUGH DISCOVERY, DIAGNOSIS AND TREATMENT. VERSITI EXPANDS THE FRONTIERS OF PATIENT HEALTH THROUGH THE INTEGRATION OF SCIENCE, MEDICINE AND SERVICE. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OR STOCKHOLDERS VERSITI, INC. (A 501(C)(3) ORGANIZATION) IS THE SOLE VOTING MEMBER. FORM 990, PART VI, SECTION A, LINE 7A MEMBER OR STOCKHOLDERS POWERS VERSITI, INC. HAS RESERVE POWERS, INCLUDING THE ABILITY TO ELECT A MAJORITY OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B REFER TO NARRATIVE LISTED IN LINE 7A. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW VERSITI MICHIGAN UTILIZES GRANT THORNTON TO COMPLETE THE IRS FORM 990 AND RELATED SCHEDULES. FOLLOWING COMPLETION, THEY ARE REVIEWED BY THE ORGANIZATION'S MANAGEMENT. THE DRAFT FORMS ARE THEN REVISED BY THE AUDIT AND COMPLIANCE COMMITTEE PRIOR TO SUBMISSION TO THE IRS. THE FULL BOARD IS PROVIDED A COPY OF THE FORM 990 PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY VERSITI MICHIGAN MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY. ON AN ANNUAL BASIS, CURENT DIRECTORS AND OFFICERS ARE ASKED TO COMPLETE A DISCLOSURE FORM BASED ON IRS REQUIREMENTS THAT INCLUDES THE FOLLOWING: WHETHER THEY HAVE ANY DIRECT OR INDIRECT RELATIONSHIP EITHER THROUGH BUSINESS OR FAMILY MEMBER WITH THE ORGANIZATION. WHETHER THEY RECEIVED COMPENSATION FROM ANY ORGANIZATION THAT SHARES COMMON OWNERSHIP OR CONTROL WITH THE ORGANIZATION. WHETHER THEY HAVE SERVED AS AN OFFICER, DIRECTOR, KEY EMPLOYEE, PARTNER OR MEMBER OF AN ENTITY (OR SHAREHOLDER OF A PROFESSIONAL CORPORATION) DOING BUSINESS WITH THE ORGANIZATION. THESE ANSWERS ARE ACCUMULATED, SUMMARIZED, AND EVALUATED BY MANAGEMENT TO DETERMINE IF ANY CONFLICTS EXIST. IDENTIFIED CONFLICTS ARE ADDRESSED IN ACCORDANCE WITH THE WRITTEN POLICY. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION PROCESS THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS, ACTING IN ITS CAPACITY AS THE COMPENSATION COMMITTEE, SETS AND MONITORS THE COMPENSATION PHILOSOPHY FOR THE FILING ORGANIZATION. FORM 990, PART VI, SECTION C, LINE 19 ORGANIZATION'S DOCUMENTS OPEN TO THE PUBLIC VERSITI MICHIGAN MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. PART VII: AVERAGE HOURS THE HOURS LISTED ON FORM 990, PART VII ARE REPRESENTATIVE OF AN AVERAGE FOR THE OFFICERS AND EXECUTIVE TEAM. EACH INDIVIDUAL PERSON'S WEEKLY TALLY MAY BE GREATER OR LESSER PER WEEK BASED ON THEIR INDIVIDUAL ROLES AND RESPONSIBILITIES WITHIN THE FILING ORGANIZATION AND RELATED PARTIES. VERSITI WISCONSIN INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 390807235 BLOOD WI 501(C)(3) LINE 7 VERSITI 0 VERSITI BLOOD RESEARCH INSTITUTE FNDN PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 391372542 SUPPORTING WI 501(C)(3) LINE 12B, II VERSITI 0 VERSITI INC PO BOX 2178 638 N 18TH ST MILWAUKEE WI 53201 454675354 SUPPORTING WI 501(C)(3) LINE 12B, II N/A 0 VERSITI ILLINOIS INC 1200 N HIGHLAND AVE AURORA IL 60506 362179768 BLOOD IL 501(C)(3) LINE 10 VERSITI 0 VERSITI INDIANA INC 3450 N MERIDIAN ST INDIANAPOLIS IN 46208 350991629 BLOOD IN 501(C)(3) LINE 10 VERSITI 0 CENETRON DIAGNOSTICS LLC 2111 W BRAKER LANE SUITE 300 AUSTIN TX 78758 742760677 LABS & TRIALS TX N/A C 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 1 1 0 0