2018-11-14T09:53:15-06:00 2017-12-31 271728945 PKF O'CONNOR DAVIES LLP 32 FOSTERTOWN ROAD NEWBURGH NY 12550 990 2017-01-01 133911773 HEALTHSTAR NETWORK INC HEAL 9142735454 135 BEDFORD ROAD NO 2 ARMONK NY 10504 SUSAN FOX CHAIR 9142735454 2018-11-14 1 GARRETT M HIGGINS P00543209 8455655400 2018-11-05 65.51.112.58 2018-11-14 09:53:13 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 9616F4B14A694591D1E716C270910E6FA5556DA3 2017 2019-02-21 02:37:17Z STELLARIS HEALTH NETWORK SUSAN FOX 135 BEDFORD ROAD NO 2 ARMONK NY 10504 16188941 0 X WWW.STELLARISHEALTH.ORG X 1996 NY HEALTHSTAR NETWORK INC.'S PRIMARY PURPOSE IS TO SUPPORT THE COMMUNITY BY PROVIDING MANAGEMENT AND SUPPORT SERVICES TO ITS AFFILIATED HOSPITAL ORGANIZATIONS. 9 7 8 10 0 0 0 0 19005032 16155900 34402 33041 6516 0 19045950 16188941 0 0 0 0 2059760 2185551 0 0 0 20026274 17044687 22086034 19230238 -3040084 -3041297 21511338 16932631 3511217 1973807 18000121 14958824 X HEALTHSTAR NETWORK INC. D/B/A STELLARIS HEALTH NETWORK'S PRIMARY EXEMPT PURPOSE IS TO SUPPORT THE COMMUNITY BY PROVIDING MANAGEMENT AND SUPPORT SERVICES TO ITS AFFILIATED HOSPITAL ORGANIZATIONS: NORTHERN WESTCHESTER HOSPITAL ASSOCIATION, LAWRENCE HOSPITAL CENTER, WHITE PLAINS HOSPITAL MEDICAL CENTER AND PHELPS MEMORIAL HOSPITAL ASSOCIATION. 0 0 18623213 16155900 SEE SCHEDULE O IN AUGUST OF 1996 HEALTH STAR NETWORK, INC. D/B/A STELLARIS HEALTH NETWORK WAS FORMED BY WHITE PLAINS HOSPITAL CENTER (WHITE PLAINS, NY) AND NORTHERN WESTCHESTER HOSPITAL ASSOCIATION, (MT. KISCO, NY). IN RECOGNITION OF DRAMATIC CHANGES OCCURRING IN THE REGIONAL HEALTH CARE MARKETPLACE, HEALTHSTAR WAS CREATED TO PARTNER LIKE-MINDED HEALTHCARE ENTITIES. THESE ORGANIZATIONS RECOGNIZED THE VALUE OF COLLABORATION, SYNERGY, AND LEVERAGE, AND DETERMINED TO FORM AN ALLIANCE TO IMPROVE HEALTH QUALITY AND PERFORMANCE, AND REDUCE COSTS. STELLARIS HEALTH NETWORK THE REGION'S FIRST COMMUNITY HOSPITAL NETWORK, EVOLVED OUT OF THE MEMBER ORGANIZATION'S SHARED VISION TO MAINTAIN LOCAL DECISION MAKING AND DELIVERY OF HIGH QUALITY HEALTH CARE SERVICES. IN MARCH, 1997 LAWRENCE HOSPITAL CENTER (BRONXVILLE, NY) JOINED THE NETWORK AND IN OCTOBER 1997 PHELPS MEMORIAL HOSPITAL ASSOC. (SLEEPY HOLLOW, NY) FOLLOWED SUIT. IN 2000, THE NETWORK SPONSORED THE FORMATION OF AN EMERGENCY MEDICAL SERVICES (EMS), WHICH PROVIDES MUNICIPAL PARAMEDIC SERVICES TO NEARLY ONE THIRD OF WESTCHESTER COUNTY, NY. IN ADDITION, STARNET EMERGENCY SERVICES (TRADE NAME-WESTCHESTER EMS) ALSO PROVIDES AMBULANCE AND RELATED SERVICES FOR THE NETWORK INDIVIDUAL CLIENTS AND OTHER NON-AFFILIATED INSTITUTIONS.IN 2001, HEALTHSTAR NETWORK, INC. BEGAN OPERATING UNDER THE TRADE NAME OF STELLARIS HEALTH NETWORK. STELLARIS REPRESENTS THE STELLAR LEVEL OF CARE AND SERVICES WE STRIVE TO DELIVER, AND POETICALLY REFER TO THE GROWING CONSTELLATION OF AFFILIATES IN OUR NETWORK. BASED IN ARMONK, NY, STELLARIS HEALTH NETWORK IS MANAGED BY SHARON M. LUCIAN, PRESIDENT AND CEO. TOGETHER THE ORGANIZATION SET AN AGENDA FOR WORKING TOGETHER TO ACCOMPLISH GOALS THAT ALONE WOULD BE MORE DIFFICULT (OR IMPOSSIBLE) TO ACHIEVE. AMONG THE MOST IMPORTANT INITIATIVES, THE ORGANIZATION ENVISIONED THE DESIGN AND INSTALLATION OF A HIGH QUALITY INFORMATION TECHNOLOGY INFRASTRUCTURE. OTHER CORE OBJECTIVES INCLUDED REDUCTION OF EXPENSES THROUGH SUPPLY CHAIN CENTRALIZATION INITIATIVES, SHARING OF BEST PRACTICES TO IMPROVE THE QUALITY OF SERVICES AND CLINICAL CARE OFFERED TO OUR PATIENTS. STRATEGIC GOALS FOR STELLARIS INCLUDE COST REDUCTION INITIATIVES SUCH AS SUPPLY CHAIN MANAGEMENT OF CONSOLIDATED BUSINESS FUNCTIONS SUCH AS JOINT INSURANCE PROCUREMENT PROGRAMS, HIPAA COMPLIANCE, THE IMPLEMENTATION OF A STATE OF THE ART INFORMATION SYSTEM AND CLINICAL INITIATIVES SUCH AS THE SPONSORSHIP OF AN EMERGENCY MEDICAL SERVICE (EMS). AS OF THE END OF 2017, STELLARIS NO LONGER PROVIDES SUPPLY CHAIN CENTRALIZATION INITIATIVES NOR CLINICAL INFORMATIC SUPPORT. 18623213 1 0 0 0 0 0 0 0 0 0 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 1 1 0 0 1 13 0 8 1 0 0 0 0 0 0 0 0 0 0 X 9 7 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 0 0 NY X X SCOTT M MAY DIRECTOR OF FINANCE 9142735454 135 BEDFORD ROAD NO 2 ARMONK NY 10504 X SHARON LUCIAN PRESIDENT/CEO 37.50 2.00 X X 622144 0 44189 RICHARD SINNI CHAIR 1.00 2.00 X X 0 0 0 LAURENCE SMITH SECRETARY 1.00 X X 0 0 0 DANIEL BLUM BOARD MEMBER 1.00 37.50 X 0 0 0 MICHAEL FOSINA BOARD MEMBER 1.00 X 0 0 0 LAURA FORESE BOARD MEMBER (THRU 6/27/17) 1.00 X 0 0 0 SUSAN FOX BOARD MEMBER 1.00 37.50 X 0 1693599 442745 DENNIS GLAZER BOARD MEMBER 1.00 X 0 0 0 JON SCHANDLER BOARD MEMBER (THRU 10/10/17) 1.00 37.50 X 0 704167 0 MICHAEL SCHWARTZ BOARD MEMBER 11.00 X 0 0 0 JOEL SELIGMAN BOARD MEMBER 1.00 37.50 X 0 0 0 MATTHEW SHAFIROFF VP CLINICAL INFORMATICS THRU 10/17 37.50 X 454418 0 63821 SCOTT M MAY DIRECTOR OF FINANCE 37.50 X 204117 0 54427 JANET PAWLOWSKI HR ADMINISTRATOR 37.50 X 174117 0 26572 NICOLE B BROOME DIRECTOR OF ICD-10 37.50 X 172989 0 48815 RICHARD WISNIEWSKI DIRECTOR OF SUPPLY CHAIN 37.50 X 145964 0 35963 EDWARD DINAN FORMER BOARD MEMBER 0.00 0.00 X 0 2810487 14523 1773749 5208253 731055 6 1 1 0 NTT DATA SERVIVCES PO BOX 677654 DALLAS TX 752676021 IT SUPPORT 12747980 MEDITECH PO BOX 74569 CHICAGO IL 60696 IT SUPPORT 1733826 CHANGE HEALTHCARE SOLUTIONS 3055 LEBANAON PIKE SUITE 1000 NASHVILLE TN 37214 IT SUPPORT 404736 DRFIRSTCOM INC 9420 KEY WEST AVENUE SUITE 101 ROCKVILLE MD 20850 IT SUPPORT 227421 DELL PO BOX 677654 DALLAS TX 752676021 IT SUPPORT 217432 7 ADMINISTRATIVE SERVICES 561000 16155900 16155900 16155900 33041 33041 16188941 16155900 0 33041 666333 596968 69365 1155192 895365 259827 85766 80962 4804 170216 153535 16681 108044 98033 10011 44639 41023 3616 51341 46207 5134 115915 104888 11027 302416 291876 10540 14267500 14266101 1399 166615 149954 16661 5440 4892 548 5006 4724 282 172930 155637 17293 1690662 1536976 153686 107704 81553 26151 REPAIRS AND MAINTENANCE 114519 114519 19230238 18623213 607025 0 7100706 7222293 9500676 7094868 1212530 959102 517645 323576 647259 387734 40604687 39659629 2451973 945058 80549 0 21511338 16932631 3511217 1948932 0 24875 3511217 1973807 X 18000121 14958824 18000121 14958824 21511338 16932631 -3041297 0 X X 0 1 X 1 0 X X 4 WHITE PLAINS HOSPITAL MEDICAL CENTER 131740130 3 1 4077766 0 NYPLAWRENCE HOSPITAL 131740110 3 1 4054139 0 NORTHERN WESTCHESTER HOSPITAL 131740118 3 1 3959897 0 PHELPS MEMORIAL HOSPITAL ASSOC 131725076 3 1 4064098 0 4 16155900 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 SCHEDULE A, SECTION D, LINE 2: THE BOARD OF DIRECTORS SHALL INCLUDE THE PRESIDENT/CEO OF THE ORGANIZATION, THE CEO OF EACH HOSPITAL (SUPPORTED ORGANIZATIONS) OR THE DESIGNEE OF EACH CEO AND THE CHAIRPERSON OF THE BOARD OF EACH HOSPITAL OR THE DESIGNEE OF EACH CHAIRPERSON OF EACH HOSPITAL. A HOSPITAL'S DESIGNEE REPRESENTATIVE TO THE BOARD SHALL BE A MEMBER OF SUCH HOSPITAL'S BOARD AND SHALL NOT BE AN EMPLOYEE OF THE HOSPITALS. PER THE BYLAWS OF THE ORGANIZATION, THE CHIEF EXECUTIVE OFFICERS ("CEOS") OF THE SUPPORTED ORGANIZATIONS LISTED IN PART I, LINE 11G, SHALL MAINTAIN AN ACTIVE ROLE IN THE AFFAIRS OF THE CORPORATION AND THE PRESIDENT/CEO OF THE ORGANIZATION SHALL SEEK THE ADVICE AND COUNSEL OF THE CEOS OF LAWRENCE HOSPITAL CENTER, NORTHERN WESTCHESTER HOSPITAL ASSOCIATION, PHELPS MEMORIAL HOSPITAL ASSOCIATION, AND WHITE PLAINS HOSPITAL MEDICAL CENTER (EACH INDIVIDUALLY, A "HOSPITAL AND COLLECTIVELY, THE "HOSPITALS") IN ORDER TO ASSESS THE DEGREE TO WHICH THE CORPORATION IS MEETING THE NEEDS OF THE HOSPITALS. THE CEOS OF THE HOSPITALS SHALL MAKE RECOMMENDATIONS TO THE PRESIDENT/CEO OF THE ORGANIZATION AND TO THE BOARD OF DIRECTORS AS TO HOW THESE NEEDS CAN BEST BE MET. PART I, LINE 11, COLUMN (VI): HEALTHSTAR NETWORK INC. PROVIDES THE FOLLOWING SERVICES TO EACH OF ITS SUPPORTED ORGANIZATIONS: 1. SUPPLY CHAIN RELATIONSHIP MANAGEMENT, OVERSIGHT AND REPORTING UNDER THE GPO AGREEMENTS AND DIRECT AGREEMENTS FOR GOODS AND SERVICES. 2. INSURANCE FUNCTION MANAGEMENT, OVERSIGHT AND CONSULTING; MONITOR AND COORDINATE BENEFITS AND SUBROGATION OF CLAIMS; RISK MANAGEMENT FUNCTION, ACCIDENT PREVENTION AND LOSS CONTROL PROGRAMS; AND PROVIDE ACCESS TO AND COORDINATE THE MEDICAL MALPRACTICE INSURANCE PROGRAM. 3. CLINICAL INFORMATICS AND ANALYSIS AND INFORMATION TECHNOLOGY MANAGEMENT, INCLUDING PHSICIAN ORDER SETS AND MEANINGFUL USE ACHIEVEMENT AND DEMONSTRATION. 4. WESTCHESTER EMERGENCY MEDICAL SERVICES, INCLUDING AMBULANCE TRANSPORTS, EMERGENCY PREPAREDNESS, FLY CAR SYSTEM, CALL CENTER AND EMERGENCY MEDICAL TECHNICIAN LEASING. 6. ACCESS TO INFORMATION TECHNOLOGY UNDER EXISTING CAPITAL LEASE ARRANGEMENT. 7. ACCESS TO INFORMATION TECHNOLOGY SUPPORT AND RELATED SERVICES FROM IT SERVICE PROVIDERS CURRENTLY CONTRACTING WITH SERVICE PROVIDER. AS OF THE END OF 2017, STELLARIS NO LONGER PROVIDES SUPPLY CHAIN CENTRALIZATION INITIATIVES NOR CLINICAL INFORMATIC SUPPORT. SCHEDULE A, SECTION D, LINE 3: THE CEO AND CHAIRPERSON OF EACH SUPPORTED ORGANIZATION SERVES ON THE BOARD OF HEALTHSTAR NETWORK INC. AS BOARD MEMBERS OF THE ORGANIZATION THEY HAVE THE POWER TO CREATE THE ORGANIZATION'S INVESTMENT POLICIES AS WELL AS DIRECT THE USE OF THE ORGANIZATION'S INCOME AND ASSETS AT ANY POINT DURING THE YEAR. SCHEDULE A, SECTION E, LINE 2A: THE SUPPORTED ORGANIZATIONS' MISSIONS IS TO PROVIDE QUALITY, PATIENT CENTERED CARE THROUGH A UNIQUE COMBINATION OF MEDICAL EXPERTISE, LEADING-EDGE TECHNOLOGY, AND A COMMITMENT TO HUMANITY. HEALTHSTAR NETWORK INC. WORKS TO HELP THE SUPPORTED ORGANIZATIONS ACHIEVE THEIR MISSIONS BY PROVIDING NETWORK LEVEL SERVICES SUCH AS INFORMATION TECHNOLOGY SERVICES, JOINT INSURANCE PROGRAMS, SUPPLY CHAIN SERVICES, AND AMBULANCE SERVICES TO THE SUPPORTED ORGANIZATIONS. SCHEDULE A, SECTION E, LINE 2B: THE ORGANIZATION'S ACTIVITIES WOULD HAVE BEEN PERFORMED BY THE SUPPORTED ORGANIZATIONS HAD THE ORGANIZATION NOT HAD PERFORMED THEM. THE SUPPORTED ORGANIZATIONS NEED ALL OF THE SERVICES PROVIDED BY THE ORGANIZATION IN ORDER TO OPERATE THE HOSPITAL AND TO PROVIDE OPTIMAL SERVICE TO THEIR PATIENTS. 573761 551150 22611 40030926 39108479 922447 945058 DUE TO STARNET EMERGENCY SERVICES 24875 24875 X 24302196 8130778 8130778 16171418 17523 17523 16188941 27035373 7822658 7822658 19212715 17523 17523 19230238 PART X, LINE 2: STELLARIS RECOGNIZES THE EFFECTS OF INCOME TAX POSITIONS WHEN THEY ARE MORE LIKELY THAN NOT TO BE SUSTAINED. MANAGEMENT HAS DETERMINED THAT STELLARIS HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION AND/OR DISCLOSURE. STELLARIS IS NO LONGER SUBJECT TO EXAMINATIONS BY APPLICABLE TAXING JURISDICTIONS FOR PERIODS PRIOR TO DECEMBER 31, 2014. PART XI, LINE 2D - OTHER ADJUSTMENTS: REVENUE ATTRIBUTABLE TO CONSOLIDATED SUBSIDIARIES 8,130,778. PART XI, LINE 4B - OTHER ADJUSTMENTS: ELIMINATIONS ON CONSOLIDATED FINANCIAL STATEMENTS 17,523. PART XII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES ATTRIBUTABLE TO CONSOLIDATED SUBSIDIARIES 7,822,658. PART XII, LINE 4B - OTHER ADJUSTMENTS: ELIMINATIONS ON CONSOLIDATED FINANCIAL STATEMENTS 17,523. X X X X 1 1 0 0 0 0 0 1 0 SHARON LUCIAN PRESIDENT/CEO 416204 0 202586 0 3354 0 22710 0 21479 0 666333 0 0 0 SUSAN FOX BOARD MEMBER 0 981163 0 707500 0 4936 0 413500 0 29245 0 2136344 0 0 JON SCHANDLER BOARD MEMBER (THRU 10/10/17) 0 704167 0 0 0 0 0 0 0 0 0 704167 0 0 MATTHEW SHAFIROFF VP CLINICAL INFORMATICS THRU 10/17 255741 0 69100 0 129577 0 22710 0 41111 0 518239 0 0 0 SCOTT M MAY DIRECTOR OF FINANCE 168898 0 34380 0 839 0 14414 0 40013 0 258544 0 0 0 JANET PAWLOWSKI HR ADMINISTRATOR 144148 0 28700 0 1269 0 11769 0 14803 0 200689 0 0 0 NICOLE B BROOME DIRECTOR OF ICD-10 160163 0 12500 0 326 0 13394 0 35421 0 221804 0 0 0 RICHARD WISNIEWSKI DIRECTOR OF SUPPLY CHAIN 111781 0 30200 0 3983 0 9005 0 26958 0 181927 0 0 0 EDWARD DINAN FORMER BOARD MEMBER 0 0 0 0 0 2810487 0 0 0 14523 0 2825010 0 0 PART I, LINES 4A-B MATTHEW SHAFIROFF, VP OF CLINICAL INFORMATICS, RECEIVED A SEVERANCE PAYMENT OF $75,636 FROM HEALTHSTAR NETWORK INC. IN HIS 2017 W-2. EDWARD DINAN, FORMER BOARD MEMBER, RECEIVED A SEVERANCE PAYMENT OF $748,741 FROM LAWRENCE HOSPITAL IN HIS 2017 W-2. EDWARD DINAN, FORMER BOARD MEMBER, ALSO PARTICIPATED IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN FROM LAWRENCE HOSPITAL. HE RECEIVED A DISTRIBUTION FROM THE PLAN OF $2,061,884 WHICH WAS INCLUDED IN HIS W-2. PART I, LINE 7 BONUS COMPENSATION WAS PAID BY HEALTHSTAR NETWORK INC. TO THE OFFICERS AND SENIOR STAFF LISTED ON PART II, COLUMN (B)(I) IN 2017. SUCH COMPENSATION WAS AWARDED TO THOSE INDIVIDUALS BASED ON THE INDIVIDUAL'S RESPECTIVE JOB PERFORMANCE AND ACCOMPLISHMENTS ACHIEVED AS DETERMINED BY EITHER THE MANAGEMENT COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS IN THE CASE OF THE OFFICERS OR BY THE EXECUTIVE LEADERSHIP IN THE CASE OF SENIOR STAFF. SCHEDULE J, PART II: THE OFFICERS LISTED ON PART VII AND SCHEDULE J OF THE STELLARIS FORM 990 EXCEPT FOR SHARON LUCIAN, DO NOT RECEIVE COMPENSATION AS OFFICERS OF STELLARIS, BUT AS OFFICERS OF THEIR RELATED HOSPITAL ORGANIZATIONS. THIS COMPENSATION IS PAID SOLELY BY RELATED ORGANIZATIONS. FORM 990, PART VI, SECTION A, LINE 4 THE BYLAWS WERE AMENDED IN JUNE 2017. THE REVISION WAS REQUIRED TO COMPLY WITH THE NOT-FOR-PROFIT CORPORATION LAW, AS AMENDED BY THE REVITALIZATION ACT. THE REVISION PROVIDES THAT AN APPOINTEE SERVING ON THE BOARD IN PLACE OF A CEO OF A HOSPITAL COULD BE A CURRENT OR FORMER BOARD MEMBER OF THAT HOSPITAL AND ADDED AN EXCEPTION ALLOWING A FORMER CEO OF A HOSPITAL TO SERVE ON THE BOARD TO THE PROVISION THAT OTHERWISE DOES NOT ALLOW EMPLOYEES OF THE HOSPITAL TO SERVE ON THE BOARD. FORM 990, PART VI, SECTION B, LINE 11B HEALTHSTAR NETWORK INC. D/B/A STELLARIS HEALTH NETWORK'S FORM 990 FOR THE YEAR ENDING DECEMBER 31, 2017 WAS REVIEWED IN DETAIL BY THE ORGANIZATION'S DIRECTOR OF FINANCE THE BOARD WAS PROVIDED A PAPER DRAFT OF THE FORM 990 PRIOR TO FILING TO REVIEW AND PROVIDE COMMENTS TO THE ORGANIZATION'S TAX PREPARER PKF O'CONNOR DAVIES, LLP AT A BOARD MEETING, WHERE THE FORM 990 WAS PRESENTED. FORM 990, PART VI, SECTION B, LINE 12C HEALTHSTAR NETWORK INC. D/B/A STELLARIS HEALTH NETWORK'S CONFLICT OF INTEREST POLICY IS DISTRIBUTED TO OFFICERS, DIRECTORS, SENIOR MANAGERS, OTHER EMPLOYEES AND VOLUNTEERS. ANNUALLY, A QUESTIONNAIRE IS COMPLETED BY ALL OFFICERS AND DIRECTORS IN WHICH THEY ARE ASKED SPECIFIC QUESTIONS AND DISCLOSE INFORMATION REGARDING ACTUAL OR POTENTIAL CONFLICTS BETWEEN STELLARIS AND THEMSELVES OR CERTAIN RELATED PARTIES (AS DEFINED IN THE INSTRUCTIONS TO THE FORM 990). THESE QUESTIONNAIRES ARE COLLECTED AND REVIEWED ANNUALLY TO ENSURE COMPLIANCE WITH STELLARIS' CONFLICT OF INTEREST POLICY. IF OFFICERS, DIRECTORS, OR EMPLOYEES NEED TO COMPLETE OR UPDATE THEIR DISCLOSURE STATEMENT, OR MAKE A REPORT, THEY SHOULD CONTACT STELLARIS' CURRENT COMPLIANCE OFFICER. IN GENERAL, IF A CONFLICT IS IDENTIFIED, STEPS WILL BE TAKEN TO ENSURE THERE IS NO ACTUAL OR PERCEIVED UNDUE INFLUENCE. SUCH STEPS COULD INCLUDE PROHIBITING THE CONFLICTED PERSON FROM PARTICIPATING IN ANY DECISION REGARDING THE SUBJECT MATTER OR REQUIRING AN AUDIT OF UTILIZATION PATTERNS. IF THE CONFLICTED PERSON IS A BOARD MEMBER OR A KEY EMPLOYEE, ADDITIONAL STEPS MAY BE TAKEN, SUCH AS BEING EXCUSED FROM THE SPECIFIC NEGOTIATION OR FROM PARTICIPATION IN A COMMITTEE MEETING. THE GOAL IS TO ENSURE TRANSPARENCY IN THE TRANSACTION, THAT THE TRANSACTION IS FAIR AND REASONABLE TO STELLARIS, AND THAT THERE IS NO ADVERSE IMPACT ON PATIENT CARE OR SAFETY. FORM 990, PART VI, SECTION B, LINE 15A HEALTHSTAR NETWORK INC. D/B/A STELLARIS HEALTH NETWORK ENGAGES AN EXECUTIVE COMPENSATION CONSULTANT TO DETERMINE THE COMPENSATION OF ITS PRESIDENT/CEO. THE CONSULTANT'S ANALYSIS INCLUDES DATA OF COMPENSATION PAID BY COMPARABLE ORGANIZATIONS AND TO OFFICERS SIMILARLY SITUATED (WITH SAME FUNCTIONS/JOBS RESPONSIBILITIES). COMPENSATION IS THEN REVIEWED, APPROVED AND DOCUMENTED BY A SEPARATE COMPENSATION COMMITTEE. DETERMINATION WAS DOCUMENTED IN A LETTER STATING THE SET COMPENSATION. THE LAST TIME THE REVIEW PROCESS TOOK PLACE WAS 2016. OTHER THAN THIS INDIVIDUAL, HEALTHSTAR NETWORK INC. D/B/A STELLARIS HEALTH NETWORK DOES NOT HAVE ANY KEY EMPLOYEES AS DEFINED BY THE INTERNAL REVENUE SERVICES. FORM 990, PART VI, SECTION C, LINE 19 HEALTHSTAR NETWORK INC. D/B/A STELLARIS HEALTH NETWORK'S FINANCIAL STATEMENTS, GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE TO THE PUBLIC UPON REQUEST, AND AT THE DISCRETION OF MANAGEMENT. STELLARIS MAKES ITS FORM 990 AVAILABLE FOR PUBLIC INSPECTION AS REQUIRED UNDER SECTION 6104 OF THE INTERNAL REVENUE CODE. THE RETURN IS POSTED ON GUIDESTAR.ORG AND OTHER SIMILAR WEBSITES. FORM 990, PART VII, SECTION A, COLUMN (B): STELLARIS IS REPORTING THAT TWO BOARD MEMBERS, JOEL SELIGMAN, AND DANIEL BLUM WORK FOR RELATED ENTITIES LISTED IN SCHEDULE R, AN AVERAGE OF 37.5 HOURS A WEEK. NO COMPENSATION IS REQUIRED TO BE REPORTED IN PART VII AS THE COMPENSATION PAID TO THEM FOR THEIR SERVICES TO THE RELATED ORGANIZATIONS IS PAID BY AN UNRELATED ORGANIZATION TO STELLARIS. THEY DID NOT RECEIVE COMPENSATION FROM THESE UNRELATED ORGANIZATIONS IN THEIR CAPACITY AS A BOARD MEMBER OF STELLARIS. STARNET EMERGENCY SERVICES 135 BEDFORD ROAD 2 ARMONK NY 10504 134091675 EMERGENCY SERVICES NY 501(C)(3) LINE 10 HEALTHSTAR NETWORK INC 1 WHITE PLAINS HOSPITAL MEDICAL CENTER 41 EAST POST ROAD WHITE PLAINS NY 10601 131740130 HOSPITAL NY 501(C)(3) LINE 3 N/A 0 LAWRENCE HOSPITAL CENTER 55 PALMER AVE BRONXVILLE NY 10708 131740110 HOSPITAL NY 501(C)(3) LINE 3 N/A 0 NORTHERN WESTCHESTER HOSPITAL ASSOC 400 EAST MAIN STREET MOUNT KISCO NY 10549 131740118 HOSPITAL NY 501(C)(3) LINE 3 N/A 0 PHELPS MEMORIAL HOSPITAL ASSOC 701 NORTH BROADWAY SLEEPY HOLLOW NY 10591 131725076 HOSPITAL NY 501(C)(3) LINE 3 N/A 0 1 0 0 1 0 0 0 0 0 0 0 1 0 1 1 1 1 0 0 STARNET EMERGENCY SERVICES INC A 17523 COST SCHEDULE R, PART V, LINE 1A: HEALTHSTAR NETWORK, INC. RECEIVED INTEREST INCOME FROM ITS CONTROLLED SUBSIDIARY. THESE INTEREST PAYMENTS WERE MADE AT ARM'S LENGTH AND MEETS THE FAIR MARKET VALUE STANDARD.