2018-05-11T17:17:21-05:00 2017-06-30 KPMG LLP 55 SECOND STREET SUITE 1400 SAN FRANCISCO CA 94105 990 2016-07-01 942941245 St Joseph's Foundation % RANDY BRADLEY FINANCE DEPT STJO 6023072546 350 West Thomas Road Phoenix AZ 85013 TERRI HOFFMAN PRESIDENT 6053510867 2018-05-10 true VALERIE J BALL P00178114 4159635100 2018-05-11 2016 2022-09-23 18:48:47Z JEFFREY JACKSON CFO 3030 N CENTRAL AVE STE 135 PHOENIX AZ 85012 23348390 false X www.supportstjosephs.org X 1981 AZ TO FUND THE WORK OF DIGNITY HEALTH, DBA ST. JOSEPH'S HOSPITAL AND MEDICAL CENTER, A NONPROFIT PUBLIC BENEFIT CORPORATION, A CHARITABLE ORGANIZATION AS DESCRIBED IN SECT 501(C)(3). 23 19 0 35 0 4702537 8292407 0 0 1111721 3110447 10345 9729 5824603 11412583 4470579 4626326 0 0 0 0 0 8280 84140 1431613 1463458 5902192 6098064 -77589 5314519 72706640 87236821 1237903 2745754 71468737 84491067 TO RAISE FUNDS AND PROVIDE SUPPORT SERVICES FOR PATIENT CARE, MEDICAL EDUCATION, COMMUNITY OUTREACH, RESEARCH, AND CARE FOR THOSE IN NEED AT DIGNITY HEALTH, DBA ST. JOSEPH'S HOSPITAL AND MEDICAL CENTER. false false 5405930 4626326 0 THE FOUNDATION IS AN IRC SEC 509(A)(3) SUPPORTING ORGANIZATION TO DIGNITY HEALTH, DBA ST. JOSEPH'S HOSPITAL AND MEDICAL CENTER ("HOSPITAL"). AS A SUPPORTING ORGANIZATION, THE FOUNDATION OPERATES EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF, OR TO CARRY OUT THE PURPOSES OF THE HOSPITAL WHICH INCLUDE MAKING PAYMENTS DIRECTLY TO THE HOSPITAL. 5405930 true true false true false false false false false true false true false false true true true true false false false false false false true false false true false true false false false false false false false false true false false false false true false false false true X 1 0 true 0 false true CJ false false false true true false false false false X 23 19 true false false false true true true true true false false false true true true true true false false false AZ X RANDY BRADLEY FINANCE DEPT 6023072546 3200 N CENTRAL AVE Phoenix AZ 85012 John Anton Director 1.0 0.0 X 0 0 0 Barry Berman Director 1.0 0.0 X 0 0 0 Ross Bremner MD Director 1.0 39.0 X 0 758419 96508 Anne Burns MD Director 1.0 40.0 X 0 3600 0 Ralph Drosten MD Director 1.0 40.0 X 0 472856 69204 Les Gin Director 1.0 0.0 X 0 0 0 Kathleen Graham Director 1.0 0.0 X 0 0 0 Ollie J Harper MD Director 1.0 0.0 X 0 0 0 Cullen Maxey Director 1.0 0.0 X 0 0 0 David McCaleb Director 1.0 0.0 X 0 0 0 Jaime Northam Director 1.0 0.0 X 0 0 0 Lee Rosenthal Director 1.0 0.0 X 0 0 0 Kim Sterling-Heflin Director 1.0 0.0 X 0 0 0 Roger Stevenson Director 1.0 0.0 X 0 0 0 Greg Valladao Director 1.0 0.0 X 0 0 0 Patty White Ex-officio Director 1.0 40.0 X 0 1622679 109163 Jane Wilbershide Director 1.0 0.0 X 0 0 0 David Zowine Director 1.0 0.0 X 0 0 0 Shelby Butterfield Chairman 1.0 0.0 X X 0 0 0 Terri Hoffman Foundation CEO 30.0 10.0 X X 0 191990 33260 Jennifer Lunt Vice-Chair 1.0 0.0 X X 0 0 0 Michael O'Connor Secretary 1.0 0.0 X X 0 0 0 Saundra Schrock Treasurer 1.0 0.0 X X 0 0 0 Jeffrey Jackson CFO 1.0 39.0 X 0 300164 37058 Matthew Cox Former Officer 0.0 40.0 X 0 472970 61468 Linda Hunt Former Officer 0.0 40.0 X 0 1630616 169217 Brian Mortenson Former Officer 0.0 7.0 X 0 411755 22454 0 5865049 598332 0 true true false PAVILION ADVISORY GROUP INC 227 W MONROE STREET CHICAGO IL 60606 CONSULTANTS 128467 1 X 196233 4929891 3166283 38186 8292407 0 1815936 1815936 0 0 0 0 0 13095511 11801000 1294511 1294511 1294511 132219 196232 134807 -2588 -2588 12317 0 12317 12317 0 0 0 0 11412583 3120176 X 4626326 4626326 0 0 0 0 0 0 0 0 0 0 0 45000 0 45000 0 32 0 32 0 8280 8280 299544 0 299544 0 913739 725150 135966 52623 11376 5414 5393 569 107133 26014 75762 5357 9841 1578 7771 492 0 2868 0 2868 0 30304 5583 23206 1515 0 3867 1487 2187 193 0 0 0 2558 0 2558 0 FOOD COST 12243 9794 1836 613 EQUIPMENT FOR DINNER 9130 0 0 9130 DUES AND SUBSCRIPTIONS 7307 1626 5316 365 DONOR CULTIVATION 4818 0 0 4818 3698 2958 555 185 6098064 5405930 607994 84140 X 0 0 1708717 2913299 1220122 1618108 0 0 0 0 0 0 0 0 0 0 278364 258321 0 0 54667328 65447452 14511000 16717000 0 0 0 0 321109 282641 72706640 87236821 340732 237853 669606 2271151 0 0 0 0 0 0 0 0 0 0 0 0 227565 236750 1237903 2745754 X 34888238 44054454 26436355 29273574 10144144 11163039 71468737 84491067 72706640 87236821 X 5314519 7747566 8232 -47987 X false true X true false X X X 1 DIGNITY HEALTH (DBA ST JOSEPH'S HOSPITAL & MEDICAL CTR) 941196203 3 true 4621428 1476636 1 4621428 1476636 true false false false false false false false false false false false false false false true false SCHEDULE A, PART I, LINE 12G THE FOUNDATION PROVIDED OR PURCHASED FOR THE BENEFIT OF DIGNITY HEALTH DBA ST. JOSEPH'S HOSPITAL AND MEDICAL CENTER, VARIOUS SERVICES, FACILITIES AND GOODS. SEE FORM 990, PART IX FOR FURTHER DETAILS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false false false false false false false false true 32 32 false SCH C, PART II-B, LINE I LOBBYING PORTION FOR ANNUAL MEMBERSHIP DUES: ASSOCIATION FOR HEALTHCARE PHILANTHROPY; $32. 26464788 1003225 2828936 815691 29481258 26770922 1041007 -529101 818040 26464788 26565154 92340 544409 430981 26770922 23840857 16809 3151088 443601 26565153 21433915 44873 2518288 156219 23840857 0.57000 0.34000 0.09000 false false POOLED INVESTMENTS 16717000 F 16717000 0 ANNUITIES PAYABLE 210304 DUE TO RELATED PARTIES 26446 236750 X 18994520 7747566 181902 7929468 11065052 299544 47987 347531 11412583 5972190 173670 173670 5798520 299544 299544 6098064 SCH D, PART V, LINE 4 ENDOWMENT FUNDS ARE USED TO SUPPORT THE HOSPITAL BUILDING PROJECTS, COMMUNITY CLINICS, RESEARCH, MEDICAL EDUCATION AND OTHER VARIOUS OUTREACH HOSPITAL PROGRAMS. SCH D, PART X, LINE 2 THE FOUNDATION HAS BEEN CLASSIFIED AS AN OTHER-THAN PRIVATE FOUNDATION AND IS TAX-EXEMPT UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. INCOME TAX BENEFITS ARE RECOGNIZED FOR INCOME TAX POSITIONS TAKEN, OR EXPECTED TO BE TAKEN IN A TAX RETURN, ONLY WHEN IT IS DETERMINED THAT THE INCOME TAX POSITION WILL MORE-LIKELY-THAN-NOT BE SUSTAINED UPON EXAMINATION BY TAXING AUTHORITIES. THE FOUNDATION IS NOT AWARE OF ANY UNCERTAIN TAX POSITIONS AS OF JUNE 30, 2017. SCHEDULE D, PART XI, LINE 4B CHANGE IN VALUE OF SPLIT INTEREST AGREEMENTS; $47,987 GOLF 328451 196232 132219 0 30510 5490 38111 0 60696 NONE 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 328451 196232 132219 0 30510 5490 38111 0 60696 134807 -2588 true Dignity Health DBA St Joseph's Hospital & Med Ctr 350 W Thomas Rd Phoenix AZ 85013 941196203 501(c)(3) 4621428 4898 FMV GIFT CARDS/BLANKETS Hospital Support 1 0 PART I, LINE 2 AS A SEC. 509(A)(3) SUPPORTING ORGANIZATION, THE FOUNDATION OPERATES EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF, OR TO CARRY OUT THE PURPOSES OF THE GRANTEE LISTED IN PART II, ITEM 1 (DIGNITY HEALTH DBA ST. JOSEPH'S HOSPITAL AND MEDICAL CENTER), WHICH INCLUDES MAKING PAYMENTS DIRECTLY TO THE BENEFICIARY ORGANIZATION, TRANSFERRING AND MONITORING THAT RESTRICTIONS ARE MET BEFORE RELEASE OF FUNDS AND EXPENDITURE OF SUCH FUNDS. X true true true true false false false false false false false Ross Bremner MD Director 0 631232 0 108750 0 18437 0 66354 0 30154 0 854927 0 15815 Ralph Drosten MD Director 0 434974 0 36350 0 1532 0 41461 0 27743 0 542060 0 0 Patty White Ex-officio Director 0 437026 0 416347 0 769306 0 74823 0 34340 0 1731842 0 746265 Terri Hoffman Foundation CEO 0 158751 0 32025 0 1214 0 16984 0 16276 0 225250 0 0 Jeffrey Jackson CFO 0 245705 0 52030 0 2429 0 28243 0 8815 0 337222 0 0 Matthew Cox Former Officer 0 266756 0 180601 0 25613 0 43081 0 18387 0 534438 0 0 Linda Hunt Former Officer 0 607132 0 796010 0 227474 0 117888 0 51329 0 1799833 0 197515 Brian Mortenson Former Officer 0 155497 0 0 0 256258 0 16025 0 6429 0 434209 0 0 SCHEDULE J, PART I, LINES 1A - 4B SCHEDULE J, PART I, LINE 1A CLUB DUES HAVE BEEN PAID BY THE ORGANIZATION FOR BUSINESS USE FOR ONE LISTED PERSON FOR RECRUITING AND BUSINESS ENTERTAINMENT PURPOSES. NO AMOUNTS HAVE BEEN INCLUDED AS REPORTABLE INCOME AS EXPENSES RELATED TO PERSONAL USAGE ARE PAID BY THE EMPLOYEES. SCHEDULE J, PART I, LINE 3 THE FOUNDATION RELIED ON A RELATED ORGANIZATION, DIGNITY HEALTH, THAT USED ONE OR MORE OF THE METHODS DESCRIBED IN SCHEDULE J, PART I, LINE 3, TO ESTABLISH THE COMPENSATION OF THE PERSON WHO IS THE TOP MANAGEMENT OFFICIAL FOR THIS ORGANIZATION. THE COMPENSATION WAS FOR SERVICES PROVIDED TO THE RELATED ORGANIZATION, ALTHOUGH THE LISTED PERSON PROVIDED APPROXIMATELY 1 HOUR PER WEEK TO THE FILING ORGANIZATION AS ITS TOP MANAGEMENT OFFICER. SEE SCHEDULE O DISCLOSURE FOR FORM 990, PART VI, SECTION B, LINE 15 FOR ADDITIONAL INFORMATION. SCHEDULE J, PART I, LINE 4A CERTAIN LISTED PERSONS PARTICIPATE IN A DIGNITY HEALTH SEVERANCE PLAN THAT PROVIDES MARKET-STANDARD COMPENSATION, RANGING FROM PAYMENTS OF 2 WEEKS TO 36 WEEKS OF BASE COMPENSATION, DEPENDING ON THE EXECUTIVE'S POSITION, IN THE EVENT OF A POSITION ELIMINATION OR OTHER INVOLUNTARY TERMINATION, IN ACCORDANCE WITH THE GUIDELINES OF THE PLAN. PAYMENTS PURSUANT TO THE PLAN FOR ONE FORMER OFFICER INCLUDE B MORTENSON, $235,000. SCHEDULE J, PART I, LINE 4B CERTAIN LISTED PERSONS ARE ELIGIBLE TO PARTICIPATE IN NON-QUALIFIED 457(F) PLANS THAT ARE SUBJECT TO SUBSTANTIAL RISK OF FORFEITURE, AS REQUIRED BY THE IRS. THE 2007 EXECUTIVE DEFERRED COMPENSATION PLAN IS FOR EXECUTIVES HIRED PRIOR TO JUNE 30, 2006. THE BENEFIT IS INTENDED TO BRIDGE THE DIFFERENCE, IF ANY, BETWEEN THE BENEFIT PROVIDED UNDER THE DIGNITY HEALTH EXCESS BENEFIT PLAN HAD BENEFIT SERVICE NOT BEEN FROZEN AT JANUARY 1, 2008, AND THE BENEFITS PROVIDED FROM ALL OTHER QUALIFIED AND NON-QUALIFIED PLANS. BENEFITS VEST UNDER THIS 457(F) PLAN AT THE LATER OF THE DATE THE PARTICIPANT ATTAINS AGE 62 OR IS CREDITED WITH 15 YEARS OF SERVICE. THE 2010 EXECUTIVE DEFERRED COMPENSATION PLAN IS FOR CERTAIN OFFICERS AND KEY EMPLOYEES, PRIMARILY THOSE WHO ARE NOT ELIGIBLE TO PARTICIPATE IN THE DIGNITY HEALTH EXCESS BENEFIT PLAN OR THE 2007 EXECUTIVE DEFERRED COMPENSATION PLAN DESCRIBED ABOVE. THIS BENEFIT PROVIDES AN ANNUAL ACCRUAL OF 10% OF TOTAL COMPENSATION AND IS PAYABLE ANNUALLY ON JULY 1 ONCE VESTED, WHICH IS AGE 62 WITH 5 YEARS OF SERVICE; THE PLAN ALSO ALLOWS FOR SPECIAL AWARDS. PAYMENTS PURSUANT TO THE PLAN ARRANGEMENTS FOR TWO CURRENT BOARD MEMBERS AND ONE FORMER OFFICER OCCURRED DURING 2016 INCLUDE R BREMNER, MD, $15,815; P WHITE, $746,265 AND L HUNT, $197,515. CERTAIN LISTED PERSONS PARTICIPATE IN DIGNITY HEALTH'S EXCESS BENEFIT PLAN, A NONQUALIFIED SUPPLEMENTAL BENEFIT PLAN LIMITED TO PARTICIPANTS IN THE DIGNITY HEALTH RETIREMENT PLAN WHOSE BENEFITS ARE AFFECTED BY THE LIMITATIONS IMPOSED BY SECTIONS 401(A)(17) AND 415 OF THE INTERNAL REVENUE CODE. BENEFIT SERVICE UNDER THIS PLAN WAS FROZEN AS OF JANUARY 1, 2008. NO PAYMENTS WERE MADE TO ANY LISTED PERSONS DURING 2016 PURSUANT TO THIS PLAN. CERTAIN LISTED PERSONS PARTICIPATE IN DIGNITY HEALTH'S KEY EMPLOYEE SHARE OPTION PLAN (KEYSOP), WHICH WAS FROZEN IN MAY 2002. THE KEYSOP PROGRAM WAS ESTABLISHED IN 2001 WITH THE PURPOSE OF PROVIDING INCOME DEFERRAL OPPORTUNITIES TO EMPLOYEES ELIGIBLE FOR THE COMPANY'S KEY EMPLOYEE RETENTION PROGRAM. NO PAYMENTS WERE MADE UNDER THIS PLAN DURING 2016. COMPENSATION AMOUNTS FOR THE SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS DISCUSSED ABOVE ARE REPORTED AS DEFERRED COMPENSATION IN THE YEAR ACCRUED (SCHEDULE J, PART II, COLUMN C) AND ARE REFLECTED AGAIN AS REPORTABLE COMPENSATION IN THE YEAR PAID (SCHEDULE J, PART II, COLUMN B(III)). PART III, SUPPLEMENTAL DISCLOSURES THE ORGANIZATION DOES NOT DIRECTLY EMPLOY ANY PERSONNEL, HOWEVER, THE SUPPORTED ORGANIZATION'S EXECUTIVE COMPENSATION PHILOSOPHY IS DESIGNED TO ASSIST THE ORGANIZATION IN ATTRACTING AND RETAINING THE CALIBER OF EXECUTIVES REQUIRED TO ENABLE TO FULFILL ITS MISSION OF PROVIDING HIGH QUALITY HEALTHCARE FOR ALL PERSONS REGARDLESS OF THEIR ABILITY TO PAY FOR SERVICES, IMPROVING THE QUALITY OF LIFE IN THE COMMUNITIES IT SERVES, PROMOTING PATIENT AND EMPLOYEE SATISFACTION, AND ENSURING FINANCIAL STABILITY. A SUBSTANTIAL PORTION OF EXECUTIVE COMPENSATION IS PERFORMANCE BASED AND IS LINKED TO ORGANIZATIONAL GOALS APPROVED IN ADVANCE BY THE HUMAN RESOURCES AND COMPENSATION COMMITTEE. THESE GOALS INCLUDE ATTAINMENT OF ANNUAL AND LONG-TERM FINANCIAL PERFORMANCE, CERTAIN HEALTHCARE QUALITY STANDARDS AND THE ORGANIZATION'S COMMITMENT TO SERVING THE POOR AND DISENFRANCHISED IN THE COMMUNITIES IT SERVES. TOTAL COMPENSATION, WHICH INCLUDES BASE SALARY, ANNUAL AND LONG-TERM INCENTIVE COMPENSATION, IS ESTABLISHED TO APPROXIMATE THE PREVAILING MARKET CONDITIONS FOR EXECUTIVES OF COMPANIES OF SIMILAR SIZE, REVENUES AND COMPLEXITY. PAYMENTS PURSUANT TO A LONG-TERM FINANCIAL PERFORMANCE GOAL WERE PAID IN CALENDAR YEAR 2016. X 313 RESALE VALUE X 4194 RESALE VALUE X 3 10259 Average market value X 6 1510 Comparable sale X FOOD AND WINE 2 303 Comparable sale X SPORTING GOODS 3 3121 Comparable sale X ENTERTAINMENT/GIFTS CERTIFICATES 19 4164 Comparable sale X TOYS 2 360 Comparable sale X OTHER 16 13962 Comparable sale 0 false true false SCH M, PART I, COLUMN B SECURITIES PUBLICLY TRADED: THE FOUNDATION IS REPORTING THE NUMBER OF CONTRIBUTIONS RECEIVED. COLLECTIBLES: THE FOUNDATION IS REPORTING THE NUMBER OF CONTRIBUTIONS RECEIVED. FOOD AND WINE: THE FOUNDATION IS REPORTING THE NUMBER OF CONTRIBUTIONS RECEIVED. SPORTING GOODS: THE FOUNDATION IS REPORTING A COMBINATION OF CONTRIBUTIONS AND THE NUMBER OF ITEMS RECEIVED. GIFT CERTIFICATES/TICKETS (ENTERTAINMENT): THE FOUNDATION IS REPORTING THE NUMBER OF CONTRIBUTIONS RECEIVED. TOYS: THE FOUNDATION IS REPORTING THE NUMBER OF ITEMS RECEIVED. OTHER NON-CASH CONTRIBUTIONS: THE FOUNDATION IS REPORTING A COMBINATION OF CONTRIBUTIONS AND THE NUMBER OF ITEMS RECEIVED. FORM 990, PARTS V, VI, VII AND XI FORM 990, PART V, LINE 2A THE ORGANIZATION DOES NOT HAVE EMPLOYEES. AS A SUPPORTING ORGANIZATION, THE FOUNDATION OPERATES FOR THE BENEFIT OF THE HOSPITAL AND UTILIZES THE EMPLOYEES OF THAT HOSPITAL. THE PROPORTIONATE SALARIES AND BENEFITS FOR THESE INDIVIDUALS ARE ALLOCATED TO THE FOUNDATION. THE SALARIES OF THESE EMPLOYEES ARE INCLUDED IN THE HOSPITAL ENTITY'S FORM W-3 AND FEDERAL EMPLOYMENT TAX RETURNS. FORM 990, PART VI, SECTION A, LINE 2 BUSINESS RELATIONSHIPS AS MEMBERS OF THE BOARDS OF DIRECTORS OF DIGNITY HEALTH SUBSIDIARIES AND JOINT VENTURES: L HUNT AND P WHITE L HUNT AND M COX J JACKSON AND P WHITE FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS A SOLE CORPORATE MEMBER, DIGNITY HEALTH, A 501(C)(3) EXEMPT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A DIGNITY HEALTH, AS THE SOLE CORPORATE MEMBER, RATIFIES THE SELECTION OF MEMBERS AND THE DIGNITY HEALTH BOARD APPROVES NEW BOARD MEMBERS OF THE FOUNDATION. FORM 990, PART VI, SECTION A, LINE 7B RESERVED RIGHTS OF THE CORPORATE MEMBER INCLUDE ADOPTION OF MISSION AND PHILOSOPHY STATEMENTS, AMENDMENT OR RESTATEMENT OF ARTICLES OF INCORPORATION AND BYLAWS, DISSOLUTION OF THE CORPORATION, ACQUISITION OF ANOTHER CORPORATION, CREATION OF A NEW SUBSIDIARY, MERGER OR CONSOLIDATION WITH ANOTHER CORPORATION, PARTICIPATION AS A GENERAL OR LIMITED PARTNER IN ANY VENTURE, INCURRING LONG-TERM INDEBTEDNESS IN EXCESS OF NORMAL OPERATING REQUIREMENTS, RATIFICATION OF BOARD MEMBER APPOINTMENTS AND DISMISSALS, SELECTION AND REMOVAL OF INDEPENDENT AUDITORS, AND TRANSACTIONS OUTSIDE THE ORDINARY COURSE OF BUSINESS. THE SOLE CORPORATE MEMBER MAY APPOINT AND REMOVE ANY DIRECTOR OF THE FOUNDATION. FORM 990, PART VI, SECTION B, LINE 11B THE FOUNDATION'S CHIEF PHILANTHROPY OFFICER AND HOSPITAL CFO REVIEWED THE FORM 990 IN DETAIL PRIOR TO FILING. DUE TO TIMING OF BOARD COMMITTEE AND FULL BOARD MEETINGS, THE COMMITTEES NOR FULL BOARD RECEIVED A COPY OF THE FORM 990 PRIOR TO FILING. HOWEVER, THE FORM WILL BE PROVIDED TO THE FINANCE COMMITTEE AND FULL BOARD AT THE FIRST MEETING SUBSEQUENT TO THE FILING DATE. FORM 990, PART VI, SECTION B, LINE 12C THE FOUNDATION HAS ADOPTED DIGNITY HEALTH'S CONFLICTS OF INTEREST POLICY. UNDER SUCH POLICIES, THE EVP/GENERAL COUNSEL IS RESPONSIBLE FOR COLLECTING, REVIEWING AND VALIDATING ANNUAL DISCLOSURES OF ALL COVERED PERSONS (I.E., BOARD AND BOARD COMMITTEE MEMBERS, OFFICERS AND EXECUTIVE LEADERSHIP, KEY EMPLOYEES, MANAGEMENT PERSONNEL AT THE VICE PRESIDENT LEVEL AND ABOVE, AND ANY OTHER PERSONNEL AT HIS OR HER DISCRETION). ALL COVERED PERSONS ARE REQUIRED TO DISCLOSE ACTUAL OR POTENTIAL CONFLICTS ARISING FROM THE BUSINESS, FINANCIAL AND PERSONAL INTERESTS HELD BY SUCH COVERED PERSONS OR THEIR FAMILY MEMBERS. COVERED PERSONS ARE REQUIRED TO DISCLOSE TO THEIR SUPERIORS AND TO RELEVANT DECISION MAKERS ANY INTEREST THAT MAY PRESENT A CONFLICT, OR THE APPEARANCE OF A CONFLICT OF INTEREST. SUCH DISCLOSURE IS REQUIRED ON A TRANSACTIONAL BASIS AT THE TIME SUCH CONFLICTS ARISE, WHEN AN INDIVIDUAL BECOMES A COVERED PERSON, AND ANNUALLY THEREAFTER. EACH COVERED PERSON IS REQUIRED TO CERTIFY AT LEAST ANNUALLY THAT HE/SHE: (1) HAS RECEIVED A COPY OF THE POLICY APPLICABLE TO HIS/HER POSITION; (2) HAS READ THE POLICY AND UNDERSTANDS SAID POLICY; AND (3) AGREES TO COMPLY WITH ALL REQUIREMENTS OF THE POLICY, INCLUDING COMPLETING THE CONFLICTS OF INTEREST DISCLOSURE STATEMENT AS REQUIRED BY THE POLICY. THE PRESIDENT/CEO AND EVP/GENERAL COUNSEL PREPARE ANNUAL REPORTS OF REPORTED CONFLICTS OF INTEREST, WHICH ARE PROVIDED TO THE BOARD OF DIRECTORS, COMMITTEE CHAIRS, AND KEY LEADERS OF THE ORGANIZATION TO ENABLE RESPONSIBLE INDIVIDUALS TO MONITOR AND MANAGE DISCLOSED CONFLICTS OF INTEREST AND ASSURE DECISIONS ARE MADE IN THE ORGANIZATION'S BEST INTERESTS. THE PROCEDURES FOR ADDRESSING A CONFLICT OF INTEREST RELATED TO A PROPOSED TRANSACTION INCLUDE, BUT ARE NOT LIMITED TO, THE FOLLOWING: (1) THE CONFLICTING INTEREST IS FULLY DISCLOSED TO THE BOARD OF DIRECTORS, MEMBERS OF BOARD COMMITTEES WITH SUBJECT MATTER JURISDICTION AND ANY OTHER RELEVANT DECISION-MAKERS; (2) THE INTERESTED PERSON RESPONDS TO FACTUAL QUESTIONS RELATED TO THE SUBSTANCE OF THE TRANSACTION OR ARRANGEMENT BEING CONSIDERED, AFTER WHICH HE/SHE SHALL LEAVE THE MEETING; (3) THE INTERESTED PERSON IS EXCLUDED FROM THE DISCUSSION AND APPROVAL OF SUCH TRANSACTION; (4) IF WARRANTED, ALTERNATIVES TO THE PROPOSED TRANSACTION ARE INVESTIGATED, AND COMPETITIVE BIDS OR COMPARABLE VALUATIONS ARE OBTAINED; (5) THE TRANSACTION OR ACTION IS APPROVED BY A MAJORITY OF DISINTERESTED PERSONS, CONSISTENT WITH ANY REQUIREMENTS OF BYLAWS OR POLICIES; AND (6) ANY CONFLICTING ISSUES ARISING DURING THE COURSE OF A BOARD MEETING WHICH CANNOT BE RESOLVED MAY BE REFERRED TO AN INDEPENDENT COMMITTEE OF THE BOARD OF DIRECTORS. THERE ARE SIMILAR CONFLICTS OF INTEREST PROVISIONS UNDER DIGNITY HEALTHS STANDARDS OF CONDUCT, WHICH ARE APPLICABLE TO ALL EMPLOYEES AND WHICH ARE ADMINISTERED BY THE VP/CORPORATE COMPLIANCE OFFICER WHO HAS REPORTING RESPONSIBILITY TO THE PRESIDENT/CEO AS WELL AS TO THE AUDIT AND COMPLIANCE COMMITTEE OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION DOES NOT EMPLOY PERSONNEL; HOWEVER, THE TOP MANAGEMENT OFFICIAL IS COMPENSATED BY DIGNITY HEALTH. FOR 2016 COMPENSATION, DIGNITY HEALTH'S HUMAN RESOURCES AND COMPENSATION COMMITTEE APPROVES, CONSISTENT WITH THE ORGANIZATION'S PHILOSOPHY AND PRINCIPLES, THE ANNUAL PERFORMANCE GOALS AND CRITERIA TO BE USED IN DETERMINING MERIT INCREASES AND VARIABLE COMPENSATION CRITERIA FOR OFFICERS AND KEY EXECUTIVES. THE HUMAN RESOURCES AND COMPENSATION COMMITTEE ALSO ENGAGES OUTSIDE LEGAL COUNSEL AS NECESSARY AND QUALIFIED INDEPENDENT COMPENSATION AND BENEFITS SPECIALISTS (INDEPENDENT EXPERTS) TO REVIEW, ANALYZE AND PROVIDE BENCHMARKING DATA FOR THE TOTAL COMPENSATION AND BENEFITS PACKAGES OF OFFICERS AND KEY EXECUTIVES. APPROPRIATE COMPARABLE DATA IS OBTAINED FROM THE INDEPENDENT EXPERTS, (E.G., TOTAL ECONOMIC BENEFITS PAID BY SIMILARLY SITUATED ORGANIZATIONS, BOTH TAXABLE AND TAX-EXEMPT, FOR SIMILAR JOB RESPONSIBILITIES). KEY DELIBERATIONS OF THE COMMITTEE ARE DOCUMENTED IN MEETING MINUTES WHICH ARE APPROVED AT THE NEXT COMMITTEE MEETING AND PROVIDED TO THE BOARD OF DIRECTORS. THE DOCUMENTATION OF THE DELIBERATIONS INCLUDES (A) THE TERMS OF THE TRANSACTION APPROVED AND THE DATE APPROVED; (B) THE MEMBERS OF THE COMMITTEE WHO WERE PRESENT DURING DISCUSSION OF THE APPROVED TRANSACTION AND THOSE WHO VOTED ON IT; AND (C) THE COMPARABILITY DATA OBTAINED AND RELIED UPON BY THE COMMITTEE AND HOW THE DATA WAS OBTAINED. FORM 990, PART VI, SECTION C, LINE 19 FEDERAL TAX LAWS DO NOT MANDATE THAT THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS BE MADE AVAILABLE FOR PUBLIC INSPECTION. THE ORGANIZATION MAKES ITS FINANCIAL STATEMENTS AVAILABLE ON ITS RELATED ORGANIZATIONS, DIGNITY HEALTH, WEBSITE AND UPON REQUEST. FORM 990, PART VII, SECTION A THE ORGANIZATION DOES NOT COMPENSATE BOARD MEMBERS/OFFICERS R BREMNER, MD, A BURNS, MD, R DROSTEIN, MD, P WHITE, T HOFFMAN AND J JACKSON FOR THEIR SERVICES AS CURRENT BOARD MEMBERS OR OFFICERS. ALL COMPENSATION AND BENEFITS REPORTED REPRESENT COMPENSATION AS EMPLOYEES TO THE RELATED ORGANIZATION. FORM 990, PART XI, LINE 9 CHANGE IN VALUE OF SPLIT INTEREST AGREEMENTS: $(47,987). FORM 990 PART IX LINE 11G DESCRIPTION:ADMINISTRATIVE SERVICES TOTAL FEES:884146 FORM 990 PART IX LINE 11G DESCRIPTION:PROFESSIONAL FEES TOTAL FEES:17771 FORM 990 PART IX LINE 11G DESCRIPTION:CATERING TOTAL FEES:4308 FORM 990 PART IX LINE 11G DESCRIPTION:PHOTOGRAPHY TOTAL FEES:2994 FORM 990 PART IX LINE 11G DESCRIPTION:OTHER PURCHASED SERVICES TOTAL FEES:4520 DIGNITY HEALTH dbaStJoseph's HOSPITAL 350 West Thomas Road Phoenix AZ 85013 941196203 Hospital CA 501(3)(C) 3 NA false Barrow Neurological Foundation 3110 N Central Avenue Suite 135 Phoenix AZ 85012 860174371 Support Hosp AZ 501(3)(C) 7 NA false THE CONGENITAL HEART FOUNDATION 350 West Thomas Road Phoenix AZ 85013 263342554 support hospi AZ 501(3)(C) 12 TYPE I Dignity Hlth false Charitable Remainder Trust (3) 3110 N Central Avenue Suite 135 Phoenix AZ 85012 866224983 Remainder Uni AZ SJFnd Trust 0 0 1.00000 true false true true false false false false false false false false true false true true false true false false none