2018-11-09T09:45:01-06:00 2017-12-31 421229486 BROOKS LODDEN PC 1441 29TH STREET STE 305 WEST DES MOINES IA 502661357 990 2017-01-01 420959302 DELTA DENTAL OF IOWA DELT 5152615500 9000 NORTHPARK DRIVE JOHNSTON IA 50131 SHERRY PERKINS VICE PRES FINANCE & CONTROLLER 5152615500 2018-11-06 1 BRENT L ALEXANDER P00075113 5152237300 2018-11-06 38.87.33.4 2018-11-06 08:33:12 CS P 0796FCE7583AE90769CEF6CA2A629B61E6D445D2 C3444C4648654154EBF4172D883208D9409AA90E 2017 2019-02-21 02:37:17Z JEFFREY S RUSSELL 9000 NORTHPARK DRIVE JOHNSTON IA 50131 187606039 0 X WWW.DELTADENTALIA.COM X 1970 IA DENTAL HEALTH CARE: TO IMPROVE THE ORAL HEALTH OF THE PEOPLE WE SERVE. THIS IS ACCOMPLISHED THROUGH THE PROVISION OF DENTAL INSURANCE AND PUBLIC HEALTH CONTRIBUTIONS THAT FOCUS ON ACCESS TO ORAL HEALTH SERVICES AND EDUCATION RELATED TO GOOD ORAL HEALTH BEHAVIORS. 9 3 158 0 237095 -26556 0 0 166048526 173892048 1832800 4440060 193418 259350 168074744 178591458 7394196 3071615 124474650 135173848 13117019 15428727 0 0 0 20299823 21609737 165285688 175283927 2789056 3307531 107394521 107956531 33934865 31195810 73459656 76760721 DENTAL HEALTH CARE: TO IMPROVE THE ORAL HEALTH OF THE PEOPLE WE SERVE. THIS IS ACCOMPLISHED THROUGH THE PROVISION OF DENTAL INSURANCE AND PUBLIC HEALTH CONTRIBUTIONS THAT FOCUS ON ACCESS TO ORAL HEALTH SERVICES AND EDUCATION RELATED TO GOOD ORAL HEALTH BEHAVIORS. 0 0 167101910 3071615 173914303 SINCE 1970, DELTA DENTAL OF IOWA HAS EXPANDED ACCESS TO DENTAL CARE BY PROVIDING AFFORDABLE, NETWORK BASED DENTAL BENEFITS PLANS TO IOWA EMPLOYERS AND INDIVIDUALS THAT RESULT IN LONG-TERM COST SAVINGS AND SUPPORT GOOD ORAL HEALTH. DELTA DENTAL OF IOWA'S DENTAL BENEFIT PLANS STRIVE TO INCORPORATE THE CURRENT BEST PRACTICES IN DENTAL SCIENCE. DELTA DENTAL IS COMMITTED TO ITS VISION OF IMPROVING THE ORAL HEALTH OF THE PEOPLE AND COMMUNITIES IT SERVES. DELTA DENTAL FULFILLS ITS NOT-FOR-PROFIT VISION BY ACTIVELY PARTICIPATING IN THE COMMUNITIES IT SERVES AS A CHAMPION AND MAJOR FUNDER OF ORAL HEALTH INITIATIVES IN THE STATE OF IOWA. DELTA DENTAL INVESTS IN ORAL HEALTH PROJECTS THAT MEET THE NEEDS OF UNDERSERVED POPULATIONS AND THAT FOCUS ON ACCESS TO CARE, PREVENTION, EDUCATION AND RESEARCH. 167101910 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 1 0 1 0 0 0 0 0 1 0 1 0 0 0 0 0 1 1 1 0 1 18307 0 1 158 1 1 1 0 0 0 0 0 X 9 3 1 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X SHERRY PERKINS 5152615500 9000 NORTHPARK DRIVE JOHNSTON IA 50131 TOM ALLER DIRECTOR 2.50 X 24400 0 0 ANNE HENNESSEY DDS DIRECTOR 1.00 X 10200 0 0 JOHN KEARNS DDS DIRECTOR 1.00 X 31042 0 6300 DONNA GRANT DIRECTOR 1.60 X 9400 0 0 WILLIAM WEVER DDS DIRECTOR 1.60 X 600 0 15700 CHARLES EDWARD BROWN DIRECTOR 1.60 X 18900 0 0 ROWENA CROSBIE DIRECTOR 1.60 0.50 X 600 600 14700 JOHN MALETTA DDS DIRECTOR 1.60 X 600 0 15800 TOM MAHONEY DIRECTOR 1.60 X 600 0 15600 KRISTA TANNER DIRECTOR 1.60 X 15700 0 0 JEFFREY S RUSSELL PRESIDENT AND CEO 40.00 0.39 X X 807127 0 93755 SHERRY PERKINS VICE PRESIDENT FINANCE & CONTROLLER 40.00 0.67 X 302825 0 40660 SUZANNE HECKENLAIBLE VICE PRESIDENT PUBLIC AFFAIRS 30.00 10.00 X 259300 0 44559 JEFF CHAFFIN DENTAL DIRECTOR 40.00 1.17 X 306913 0 52475 APRIL SCHMALTZ VP MARKETING AND BUSINESS DEVELOPMENT 40.00 X 270321 0 42769 TODD HERREN VP TECHNOLOGY 40.00 X 360605 0 50665 ELIZABETH MYERS VICE-PRESIDENT, OPERATIONS 40.00 X 317899 0 64586 MICHAEL ELAM VP SALES & CUSTOMER RELATIONS 40.00 X 244890 0 61467 BRENDA JENSEN ACCOUNT EXECUTIVE 40.00 X 216975 0 29200 RANAE CALVERT DIRECTOR, STRATEGIC BUSINESS SOLUTIONS 40.00 X 184177 0 29212 JOHN FLEMING DIRECTOR, PRICING & UNDERWRITING 40.00 X 184369 0 28227 RYAN BLACKARD MARKETING DIRECTOR 40.00 X 173805 0 30443 GRETCHEN HAGEMAN DIRECTOR, GOVERNMENT PROGRAMS 40.00 X 174291 0 29302 3915539 600 665420 41 0 1 0 UNIVERSITY OF IOWA 322 DENTAL SCIENCE BLDG S IOWA CITY IA 52242 DENTAL SERVICES 7377702 APPLEWHITE DENTAL IOWA PC 1340 DELHI ST DUBUQUE IA 52001 DENTAL SERVICES 5171306 ORAL SURGEONS PC 7400 FLEUR DRIVE SUITE 200 DES MOINES IA 50321 DENTAL SERVICES 1959254 IOWA ORAL & MAXILL SURGEONS PC 1469 29TH ST WEST DES MOINES IA 50266 DENTAL SERVICES 1855688 CONSAMUS AND HAMPTON DENTAL CLINIC 3324 ORION DRIVE AMES IA 50010 DENTAL SERVICES 1842605 686 PREMIUMS EARNED 524114 160222487 160222487 ADMINISTRATIVE SERVICE REVENUE 524292 13669561 13669561 173892048 1845188 1845188 11609453 9014581 2594872 2594872 2594872 MANAGEMENT FEES 541610 237095 237095 OTHER INCOME 900099 22255 22255 259350 178591458 173914303 237095 4440060 3071615 3071615 135173848 135173848 3432859 1390106 2042753 9066194 7119790 1946404 983047 640955 342092 1032859 1014116 18743 913768 651147 262621 39733 8060 31673 158901 35000 123901 52504 52504 192765 192765 5132513 4803148 329365 818110 752356 65754 3575966 3122060 453906 501710 501710 555668 555668 264952 172239 92713 125234 65568 59666 3065264 2529701 535563 220802 220802 BROKER COMMISSIONS 4984089 4984089 PREMIUM TAXES 859999 859999 DDPA DUES 392847 392847 CIVIC AND CHARITABLE CO 288835 31791 257044 379845 174612 205233 175283927 167101910 8182017 0 14293741 11961241 607368 718983 12227986 16860381 447844 317074 32744379 10062253 25661041 22682126 52025827 52313496 686294 1807225 1444420 1296005 107394521 107956531 11150373 7879078 22784492 23316732 33934865 31195810 X 0 0 475819 475819 72983837 76284902 73459656 76760721 107394521 107956531 3307531 -6466 0 X X 0 1 X 1 0 2665500 2665500 11851832 1529221 10322611 16891463 8084076 8807387 1335584 448956 886628 22682126 UNEARNED PREMIUMS 1387415 CLAIMS UNPAID AND RESERVE 18319958 OTHER POLICY RESERVES 540125 INCENTIVE POOL RESERVE 1103770 INTERCOMPANY PAYABLE 248164 OTHER LONG TERM LIABILITIES 1717300 23316732 X 363871186 185709587 185709587 178161599 192764 237095 429859 178591458 360563655 185709587 185709587 174854068 192764 237095 429859 175283927 PART X, LINE 2: DELTA DENTAL OF IOWA IS EXEMPT FROM FEDERAL INCOME TAXES UNDER THE PROVISIONS OF SECTION 501(C)(4) OF THE INTERNAL REVENUE CODE. ACCORDINGLY, NO PROVISION FOR INCOME TAXES IS MADE IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE COMPANY ACCOUNTS FOR INCOME TAXES OF TAXABLE CONSOLIDATED ENTITIES, WHEREBY DEFERRED TAXES ARE PROVIDED ON TEMPORARY DIFFERENCES ARISING FROM ASSETS AND LIABILITIES WHOSE BASES ARE DIFFERENT FOR FINANCIAL REPORTING AND INCOME TAX PURPOSES. DEFERRED TAXES WERE NOT SIGNIFICANT TO THE CONSOLIDATED FINANCIALS STATEMENTS. AS OF DECEMBER 31, 2017 AND 2016, THE COMPANY'S UNRECOGNIZED TAX BENEFITS WERE NOT SIGNIFICANT. THERE WERE NO SIGNIFICANT PENALTIES OR INTEREST RECOGNIZED OR ACCURED DURING 2017 AND 2016. PART XI, LINE 2D - OTHER ADJUSTMENTS: ADMINISTRATIVE SERVICE CLAIMS (NETTED WITH REVENUE) 185,709,578. ROUNDING AMOUNTS 9. PART XI, LINE 4B - OTHER ADJUSTMENTS: MANAGEMENT FEES (NETTED WITH EMPLOYEE BENEFITS) 237,095. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADMINISTRATIVE SERVICE CLAIMS (NETTED WITH REVENUE) 185,709,578. ROUNDING AMOUNTS 9. PART XII, LINE 4B - OTHER ADJUSTMENTS: MANAGEMENT FEES - NETTED WITH EXPENSES FOR FINANCIALS 237,095. 1 DELTA DENTAL OF IOWA FOUNDATION 9000 NORTHPARK DRIVE JOHNSTON IA 50131 260762771 501(C)(3) 3000000 CONTRIBUTION TO DELTA DENTAL OF IOWA FOUNDATION TO SUPPORT & IMPROVE THE ORAL HEALTH OF IOWANS. PREVENT BLINDNESS IOWA 1111 NINTH STREET STE 250 DES MOINES IA 50314 426083207 501(C)(3) 25000 PROVIDE SUPPORT FOR VISION SCREENING IN 20 IOWA SCHOOLS TARGETING UNDERSERVED CHILDREN. VISION TO LEARN 900 JACKSON STREET STE LL5-2C DUBUQUE IA 52001 453457853 501(C)(3) 25000 TO PROVIDE FOLLOW UP CARE TO CHILDREN SCREENED BY VISION TO LEARN BY PROVIDING THEM EYEGLASSES. IOWA KIDSIGHT PROGRAM CO UNIVERSITY OF IOWA FOUNDATION 2431 CORAL COURT 5 CORALVILLE IA 52241 420796760 501(C)(3) 10000 TO PROVIDE FREE VISION SCREENING TO CHILDREN 6 MONTHS OF AGE THROUGH KINDERGARTEN WHO ARE LIVING IN IOWA. 4 0 PART I, QUESTION 2: IN 2017, NO GRANT FUNDS WERE GIVEN TO THE COMMUNITY FOUNDATION OF GREATER DES MOINES. HOWEVER, DELTA DENTAL OF IOWA MAINTAINS A DONOR ADVISED FUND AT THE COMMUNITY FOUNDATION OF GREATER DES MOINES FOR THE PURPOSE OF AWARDING LOAN REPAYMENT AWARDS TO DENTISTS WHO AGREE TO PRACTICE IN AN UNDERSERVED AREA IN THE STATE OF IOWA AND TO DEDICATE A PORTION OF THEIR PRACTICE TO LOW INCOME PATIENTS. DELTA DENTAL OF IOWA ADVISES THE COMMUNITY FOUNDATION OF GREATER DES MOINES ON HOW TO AWARD THIS MONEY AND THE COMMUNITY FOUNDATION OF GREATER DES MOINES ONLY GRANTS THIS MONEY TO DENTISTS IN THE STATE OF IOWA. THE COMMUNITY FOUNDATION OF GREATER DES MOINES AND DELTA DENTAL OF IOWA MAINTAIN RECORDS TO SUBSTANTIATE THE AMOUNT OF GRANTS, THE GRANTEES' ELIGIBILITY AND THE SELECTION CRITERIA. DELTA DENTAL OF IOWA ALSO MAKES GRANTS TO THE DELTA DENTAL OF IOWA FOUNDATION. THE DELTA DENTAL OF IOWA FOUNDATION MAINTAINS RECORDS TO SUBSTANTIATE THE AMOUNT OF GRANTS, THE GRANTEES' ELIGIBILITY AND THE SELECTION CRITERIA. ALL ORGANIZATIONS RECEIVING GRANTS ARE REQUIRED TO SUBMIT FINANCIAL INFORMATION. X X X 1 1 X X X X X 0 1 0 1 0 1 0 0 0 JEFFREY S RUSSELL PRESIDENT AND CEO 539851 0 249896 0 17380 0 76327 0 17428 0 900882 0 0 0 SHERRY PERKINS VICE PRESIDENT FINANCE & CONTROLLER 188300 0 111757 0 2768 0 29762 0 10898 0 343485 0 0 0 SUZANNE HECKENLAIBLE VICE PRESIDENT PUBLIC AFFAIRS 182193 0 75111 0 1996 0 27131 0 17428 0 303859 0 0 0 JEFF CHAFFIN DENTAL DIRECTOR 212634 0 90057 0 4222 0 50854 0 1621 0 359388 0 0 0 APRIL SCHMALTZ VP MARKETING AND BUSINESS DEVELOPMEN 188356 0 79965 0 2000 0 32584 0 10185 0 313090 0 0 0 TODD HERREN VP TECHNOLOGY 224227 0 133706 0 2672 0 41773 0 8892 0 411270 0 0 0 ELIZABETH MYERS VICE-PRESIDENT, OPERATIONS 197715 0 116275 0 3909 0 58599 0 5987 0 382485 0 0 0 MICHAEL ELAM VP SALES & CUSTOMER RELATIONS 176237 0 65718 0 2935 0 59726 0 1741 0 306357 0 0 0 BRENDA JENSEN ACCOUNT EXECUTIVE 60493 0 154964 0 1518 0 17445 0 11755 0 246175 0 0 0 RANAE CALVERT DIRECTOR, STRATEGIC BUSINESS SOLUTIO 144065 0 38594 0 1518 0 14923 0 14289 0 213389 0 0 0 JOHN FLEMING DIRECTOR, PRICING & UNDERWRITING 143501 0 39150 0 1718 0 15138 0 13089 0 212596 0 0 0 RYAN BLACKARD MARKETING DIRECTOR 136175 0 36112 0 1518 0 14136 0 16307 0 204248 0 0 0 GRETCHEN HAGEMAN DIRECTOR, GOVERNMENT PROGRAMS 136865 0 35908 0 1518 0 14068 0 15234 0 203593 0 0 0 PART I, LINE 1A TRAVEL FOR THE SPOUSE OF THE PRESIDENT AND CEO IS PAID BY THE COMPANY. THE TOTAL AMOUNT OF THE TRAVEL IS INCLUDED IN TAXABLE WAGES FOR THE PRESIDENT AND CEO. TAX GROSS UP PAYMENTS ARE RELATED TO TAXABLE FRINGE BENEFITS INCLUDED AS COMPENSATION FOR ALL COMPANY EMPLOYEES INCLUDING THE PERSONS LISTED IN PART VII, SECTION A, LINE 1. THE PAYMENTS REPRESENT 1% OR LESS OF COMPENSATION FOR THE INDIVIDUALS. SOCIAL CLUB DUES FOR THE PRESIDENT & CEO ARE PAID BY THE COMPANY. THE AMOUNT OF PERSONAL USAGE OF THE CLUB IS INCLUDED IN TAXABLE WAGES FOR THE PRESIDENT & CEO. PART I, LINE 4B PRIOR TO JANUARY 1, 2016, THE OFFICERS OF THE COMPANY PARTICIPATED IN A NONQUALIFIED DEFERRED COMPENSATION PLAN AS SET FORTH IN SECTIONS 201(2), 301(A)(3), AND 401(A)(1) OF ERISA. THIS PLAN ENDED DECEMBER 31, 2015 AND PER THE PLAN DOCUMENT, VESTED EMPLOYEES ARE IN THE PROCESS OF BEING PAID BENEFITS DUE TO THEM. OFFICERS WHO RECEIVED PAYMENTS OF VESTED AMOUNTS IN 2017 AND THE AMOUNTS ARE: JEFFREY S. RUSSELL $ 43,455 SHERRY PERKINS $ 7,170 SUZANNE HECKENLAIBLE $ 6,202 EFFECTIVE JANUARY 1, 2016, THE OFFICERS OF THE COMPANY PARTICIPATE IN A SEC. 457(F) PLAN. DELTA DENTAL OF IOWA MAKES A CONTRIBUTION TO THE PLAN ANNUALLY ON BEHALF OF THE OFFICERS. THIS CONTRIBUTION IS A PERCENTAGE OF SALARY AND IS SET AND APPROVED BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF DELTA DENTAL OF IOWA. THE PORTION OF A PARTICIPANT'S ACCOUNT BALANCE ALLOCATED TO A PARTICULAR PLAN YEAR'S AWARD BECOMES VESTED ON JANUARY 1ST OF THE FOURTH YEAR FOLLOWING THE PLAN YEAR FOR WHICH THE AWARD IS GRANTED. THAT AMOUNT IS THEN PAID TO THE OFFICER. OTHER THAN THE VESTING CRITERIA, THE OFFICERS CANNOT ACCESS THE FUNDS UNTIL RETIREMENT, LEAVING THE COMPANY, OR DEATH. OFFICERS WHO RECEIVED DEPOSITS IN 2017 FROM DELTA DENTAL OF IOWA AND THE AMOUNTS ARE: SHERRY PERKINS $ 8,162 SUZANNE HECKENLAIBLE $ 6,792 JEFFREY S. RUSSELL $ 54,727 JEFF CHAFFIN $ 29,254 APRIL SCHMALTZ $ 10,984 TODD HERREN $ 20,173 ELIZABETH MYERS $ 36,999 MICHAEL ELAM $ 39,298 THE OFFICERS OF DELTA DENTAL OF IOWA ALSO PARTICIPATE IN A LONG-TERM INCENTIVE PLAN. THE PLAN IS INTENDED AND AT ALL TIMES SHALL BE AN UNFUNDED AND UNSECURED PLAN THAT IS LIMITED TO KEY MANAGEMENT EMPLOYEES OF THE ORGANIZATION DESIGNED TO ENHANCE THE BOARD'S EFFORT AT RETENTION OF ITS EXECUTIVE STAFF. NO PAYMENTS WERE MADE IN 2017. PART I, LINE 5 TWO EMPLOYEES OF THE COMPANY HAVE COMPENSATION CONTINGENT ON REVENUES. THE INDIVIDUALS WORK IN THE SALES DEPARTMENT AND RECEIVE COMMISSIONS BASED ON SALES OF GROUP BUSINESS. THESE INDIVIDUALS ARE RESPONSIBLE FOR SELLING NEW BUSINESS. PART I, LINE 6 CONSISTENT WITH THE COMPANY'S TOTAL COMPENSATION POLICY, THE OFFICERS AND HIGHER COMPENSATED EMPLOYEES, ALONG WITH ALL EMPLOYEES OF THE COMPANY, PARTICIPATE IN A COMPANY INCENTIVE COMPENSATION PLAN. THIS PLAN CONTAINS EIGHT METRICS WHICH REPRESENT KEY GOALS FOR THE PLAN YEAR. AN OVERALL WEIGHTED SCORE IS CALCULATED. A BONUS WILL BE PAID IF THE COMPANY MEETS A RANGE OF GOAL ACCOMPLISHMENTS FOR THE YEAR. THE AMOUNT OF THE BONUS IS BASED ON THE TOTAL SCORE. ONE OF THESE METRICS IS PROFITABILITY, WHICH IS DEFINED AS "TOTAL NET GAIN IN DOLLARS PRIOR TO ORAL HEALTH CONTRIBUTIONS FOR THE FISCAL YEAR PER AUDITED FINANCIAL RESULTS." 0 DONNA GRANT DIRECTOR 169806 INDEPENDENT CONTRACTOR - PAYMENTS FROM DDIA FOR DENTAL SERVICES 0 WILLIAM WEVER DDS DIRECTOR 132368 INDEPENDENT CONTRACTOR - PAYMENTS FROM DDIA FOR DENTAL SERVICES 0 JOHN MALETTA DDS DIRECTOR 170202 INDEPENDENT CONTRACTOR - PAYMENTS FROM DDIA FOR DENTAL SERVICES 0 CHARLES EDWARD BROWN DDIA DIRECTOR & OFFICER OF EMPLOYER WHO PURCHASES DENTAL BENEFITS FROM DDIA 478950 PAYMENTS BY EMPLOYER TO DDIA FOR DENTAL BENEFITS 0 TOM MAHONEY DDIA DIRECTOR & OFFICER OF EMPLOYER WHO PURCHASES DENTAL BENEFITS FROM DDIA 187828 PAYMENTS BY EMPLOYER TO DDIA FOR DENTAL BENEFITS 0 JOHN KEARNS DDS DIRECTOR 159563 INDEPENDENT CONTRACTOR - PAYMENTS FROM DDIA FOR DENTAL SERVICES 0 ANNE HENNESSEY DDS DIRECTOR 119807 INDEPENDENT CONTRACTOR - PAYMENTS FROM DDIA FOR DENTAL SERVICES 0 FORM 990, PART VI, SECTION A, LINE 2 E. BROWN AND J. MALETTA HAD A PROVIDER-RELATED BUSINESS RELATIONSHIP IN 2017. D. GRANT AND J. CHAFFIN HAD A PROVIDER-RELATED BUSINESS RELATIONSHIP IN 2017. FORM 990, PART VI, SECTION A, LINE 6 THE MEMBERS OF THE CORPORATION CONSIST OF THE PROVIDERS (PARTICIPATING DENTISTS), AND SUBSCRIBERS WHO ARE ELECTED BY THE BOARD. FORM 990, PART VI, SECTION A, LINE 7A THE DIRECTORS SHALL BE ELECTED BY THE MEMBERS. SUBSCRIBER MEMBERS MAY NOMINATE CANDIDATES FOR SUBSCRIBER DIRECTOR POSITIONS AND PROVIDER MEMBERS MAY NOMINATE CANDIDATES FOR THE PROVIDER DIRECTOR POSITIONS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 AND ALL RELATED SCHEDULES WERE REVIEWED BY BOTH THE MANAGEMENT OF THE COMPANY AND THE BOARD OF DIRECTORS PRIOR TO FILING. THE FORM 990 WAS REVIEWED BY MANAGEMENT OF THE COMPANY PRIOR TO PRESENTATION TO THE BOARD. THE MEMBERS OF THE MANAGEMENT TEAM WHO REVIEWED THE FORM 990 WERE THE CEO, COMPLIANCE DIRECTOR, AND VICE PRESIDENT FINANCE. AN ELECTRONIC DRAFT COPY OF THE FORM 990 WAS PROVIDED TO ALL BOARD MEMBERS. ALL MEMBERS OF THE BOARD REVIEWED THE FORM 990 AND RELATED SCHEDULES PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE COMPLIANCE DIRECTOR, ON BEHALF OF THE GOVERNANCE COMMITTEE, CONDUCTS AN ANNUAL CONFLICT OF INTEREST REVIEW FOR COMPLIANCE WITH FEDERAL AND STATE LAW AND THE GOVERNANCE POLICY. THE REVIEW INCLUDES ALL OFFICERS, DIRECTORS, AND KEY EMPLOYEES. COMPLETED CONFLICT OF INTEREST QUESTIONNAIRES AND DISCLOSURES ARE COMPARED TO THE GROUP FOR POTENTIALLY CONFLICTING TRANSACTIONS, BUSINESS AND FAMILY RELATIONSHIPS, AND AFFILIATIONS. ANNUAL COMPENSATION, REIMBURSEMENTS, BENEFIT PAYMENTS, AND OTHER TRANSACTIONS ARE ALSO REVIEWED FOR APPROPRIATENESS. A WRITTEN REPORT OF THE FINDINGS IS PRESENTED TO THE GOVERNANACE COMMITTEE, BOARD OF DIRECTORS AND SENIOR MANAGEMENT. SOLUTIONS TO POTENTIAL CONFLICTS ARE DISCUSSED AND DOCUMENTED IN THE BOARD OF DIRECTOR'S MEETING MINUTES. FORM 990, PART VI, SECTION B, LINE 15 ON A BI-ANNUAL BASIS, DELTA DENTAL OF IOWA DOES A MARKET PRICE AND BENCHMARKING COMPARISON OF THE COMPENSATION OF THE LEADERSHIP TEAM AND THE STAFF. THIS ANALYSIS IS PERFORMED BY AN INDEPENDENT THIRD PARTY. THIS ANALYSIS INCLUDES THE USE OF DATA AS TO COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. THE DOCUMENTED RESULTS AND RECOMMENDATIONS OF THIS ANALYSIS ARE PRESENTED TO THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS REVIEWS THE DOCUMENTATION AND APPROVES THE COMPENSATION. THESE DECISIONS ARE DOCUMENTED IN THE MINUTES OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION C, LINE 19 DELTA DENTAL OF IOWA'S GOVERNING DOCUMENTS BECOME A MATTER OF PUBLIC RECORD WHEN THEY ARE FILED WITH THE IOWA SECRETARY OF STATE. THE FINANCIAL STATEMENTS BECOME A MATTER OF PUBLIC RECORD WHEN THEY ARE FILED WITH THE IOWA INSURANCE DIVISION. BOTH AGENCIES HAVE ONLINE PUBLIC VIEWING ACCESS. THE CONFLICT OF INTEREST POLICY IS NOT FILED WITH THE STATE AGENCIES; HOWEVER, IT WOULD BE MADE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 2C: THE ORGANIZATION HAS A FINANCE AND AUDIT COMMITTEE THAT HAS RESPONSIBILITY FOR SELECTION OF THE INDEPENDENT ACCOUNTANT AND OVERSIGHT OF THE AUDIT. THE BOARD OF DIRECTORS APPROVES THE ANNUAL APPOINTMENT OF THE INDEPENDENT ACCOUNTANT. SCHEDULE R, PART I, COLUMN B: VERATRUS INVESTMENTS, LLC IS A FOR PROFIT CORPORATION FORMED IN 2017 AND IS WHOLLY-OWNED BY VERATRUS HEALTH, INC. AND IS CONSIDERED A DISREGARDED ENTITY. ITS PRIMARY ACTIVITY IS INVESTING IN ORGANIZATIONS THAT FURTHER THE MISSION OF VERATRUS HEALTH, INC. SCHEDULE R, PART II, COLUMN B: DELTA DENTAL OF IOWA'S VISION IS TO IMPROVE THE ORAL HEALTH OF THOSE WE SERVE. AN AMOUNT IS SET ASIDE EACH YEAR TO FUND THIS MISSION. THE AMOUNT IS DETERMINED BY THE PERFORMANCE AND FINANCIAL STRENGTH OF THE COMPANY. AFTER THE AUDITED FINANCIALS ARE COMPLETE, AN AMOUNT IS PAID TO THE DELTA DENTAL OF IOWA FOUNDATION. THE DELTA DENTAL OF IOWA FOUNDATION IS A SEC. 501(C)(3) ORGANIZATION AND IS A TYPE 1 SUPPORTING ORGANIZATION UNDER SEC. 509(A)(3). IT IS THE RESPONSIBILITY OF THE FOUNDATION TO DISTRIBUTE THE MONIES CONSISTENT WITH IT'S MISSION AND FOUNDING DOCUMENTS. THE MISSION OF THE DELTA DENTAL OF IOWA FOUNDATION IS TO SUPPORT AND IMPROVE THE ORAL HEALTH OF IOWANS. THE FOUNDATION WILL PROVIDE FUNDS TO OTHER SEC. 501(C)(3) ORGANIZATIONS, GOVERNMENTS, OR ACADEMIC INSTITUTIONS THAT ARE UNDERTAKING PROJECTS THAT SUPPORT AND IMPROVE THE ORAL HEALTH OF IOWANS. THE FOUNDATION WILL PROVIDE FUNDS TO OTHER TAX-EXEMPT ORGANIZATIONS THROUGH THEIR GRANTS PROGRAM THAT ALIGN WITH THE PROJECTS OF ACCESS TO CARE, RESEARCH, EDUCATION AND PREVENTION. THE AMOUNT CONTRIBUTED TO THE FOUNDATION IN 2017 WAS $3,000,000. ADDITIONALLY, DELTA DENTAL OF IOWA PROVIDES MANAGEMENT SERVICES FOR THE FOUNDATION. THIS INCLUDES DUTIES PERFORMED BY THE CHIEF EXECUTIVE OFFICER AND THE VICE PRESIDENT, FINANCE. THE EXECUTIVE DIRECTOR OF THE FOUNDATION IS THE DIRECTOR OF GOVERNMENT AND COMMUNITY RELATIONS FOR DELTA DENTAL OF IOWA. ALSO, DELTA DENTAL OF IOWA PROVIDES SOME ACOUNTING FUNCTIONS. THE FOUNDATION REIMBURSES DELTA DENTAL OF IOWA FOR ALL STAFF CHARGES RELATED TO THE FOUNDATION. THE AMOUNT REIMBURSED TO DELTA DENTAL OF IOWA IN 2017 WAS $309,173 FOR MANAGEMENT FEES AND $13,720 FOR OTHER EXPENSES. SCHEDULE R, PART IV, COLUMN B: VERATRUS BENEFIT SOLUTIONS, INC. (VERATRUS) IS A FOR-PROFIT CORPORATION. PRIOR TO 2017, IT WAS A WHOLLY-OWNED SUBSIDIARY OF DELTA DENTAL OF IOWA. VERATRUS WAS ORGANIZED TO DISTRIBUTE THE DELTA VISION PRODUCT. DELTA DENTAL OF IOWA COLLECTS PREMIUMS FROM GROUPS FOR VISION COVERAGE AND TRANSFERS THIS PREMIUM TO VERATRUS. IN 2017, DELTA DENTAL OF IOWA TRANSFERRED $3,405,777 TO VERATRUS FOR PREMIUMS COLLECTED ON THEIR BEHALF. IN ADDITION, DELTA DENTAL OF IOWA PROVIDES MANAGEMENT SERVICES TO VERATRUS. VERATRUS REIMBURSES DELTA DENTAL OF IOWA FOR ALL STAFF CHARGES RELATED TO VERATRUS. THE AMOUNT REIMBURSED TO DELTA DENTAL OF IOWA IN 2017 WAS $237,095 FOR MANAGEMENT FEES AND $376,714 FOR OTHER EXPENSES. DELTA DENTAL OF IOWA ALSO PURCHASES VISION BENEFITS FROM VERATRUS FOR DDIA EMPLOYEES. THE AMOUNT PAID TO VERATRUS IN 2017 FOR VISION BENEFITS FOR DDIA EMPLOYEES WAS $20,307. VERATRUS HEALTH, INC. IS A FOR PROFIT CORPORATION FORMED IN 2017 AND IS WHOLLY-OWNED BY DELTA DENTAL OF IOWA. IN 2017 DELTA DENTAL OF IOWA CONTRIBUTED CAPITAL OF $1,050,000 TO FORM VERATRUS HEALTH, INC. IN 2017 DELTA DENTAL ALSO TRANSFERRED 100% OF THE OWNERSHIP OF VERATRUS BENEFIT SOLUTIONS TO VERATRUS HEALTH, INC., VALUED AT $624,541. VERATRUS INVESTMENTS LLC 9000 NORTHPARK DRIVE JOHNSTON IA 50131 384028167 INVESTING IN ORGANIZATIONS THAT FURTHER THE MISSION OF VERATRUS HEALTH, INC. IA 0 0 VERATRUS HEALTH INC DELTA DENTAL OF IOWA FOUNDATION 9000 NORTHPARK DRIVE JOHNSTON IA 50131 260762771 CHARITABLE ORGANIZATION TO SUPPORT AND IMPROVE THE ORAL HEALTH OF IOWANS. IA 501(C)(3) LINE 12A, I DELTA DENTAL OF IOWA 1 VERATRUS HEALTH INC 9000 NORTHPARK DRIVE JOHNSTON IA 50131 815414506 HOLDING COMPANY IA DENTAL DENTAL OF IOWA C 3511650 1837935 1.00000 1 VERATRUS BENEFIT SOLUTIONS INC 9000 NORTHPARK DRIVE JOHNSTON IA 50131 271584394 FOR-PROFIT CORPORATION ORGANIZED TO DISTRIBUTE THE DELTA VISION PRODUCT. IA VERATRUS HEALTH INC C 0 0 1 0 0 0 0 0 0 0 0 0 1 0 1 1 0 1 1 0 DELTA DENTAL OF IOWA FOUNDATION B 3000000 SEE PART VII - SUPPLEMENTAL INFO. DELTA DENTAL OF IOWA FOUNDATION O 309173 SEE PART VII - SUPPLEMENTAL INFO. VERATRUS BENEFIT SOLUTIONS INC O 237095 SEE PART VII - SUPPLEMENTAL INFO. VERATRUS BENEFIT SOLUTIONS INC R 3405777 SEE PART VII - SUPPLEMENTAL INFO. VERATRUS BENEFIT SOLUTIONS INC Q 376714 SEE PART VII - SUPPLEMENTAL INFO. VERATRUS HEALTH INC B 1050000 SEE PART VII - SUPPLEMENTAL INFO. VERATRUS HEALTH INC B 624541 SEE PART VII - SUPPLEMENTAL INFO. FORM 990, SCHEDULE R, PART V, LINE 2(1), COLUMN D: PERCENTAGE OF REVENUE BASED ON BOARD APPROVED POLICY FORM 990, SCHEDULE R, PART V, LINE 2(2), COLUMN D: MANAGEMENT FEES CHARGED TO DELTA DENTAL OF IOWA FOUNDATION BASED ON HOURS WORKED FORM 990, SCHEDULE R, PART V, LINE 2(3), COLUMN D: MANAGEMENT FEES CHARGED TO VERATRUS BENEFIT SOLUTIONS, INC. BASED ON HOURS WORKED FORM 990, SCHEDULE R, PART V, LINE 2(4), COLUMN D: VISION PREMIUMS BILLED AND COLLECTED BY DDIA ON BEHALF OF VERATRUS BENEFIT SOLUTIONS, INC. CASH WAS TRANSFERRED FROM DDIA TO VERATRUS FOR THESE PREMIUMS. FORM 990, SCHEDULE R, PART V, LINE 2(5), COLUMN D: ACTUAL COST OF INVOICES PAID BY DDIA ON BEHALF OF VERATRUS BENEFIT SOLUTIONS, INC. FORM 990, SCHEDULE R, PART V, LINE 2(6), COLUMN D: CAPITAL CONTRIBUTION TO VERATRUS HEALTH, INC. FOR FORMATION OF ENTITY. FORM 990, SCHEDULE R, PART V, LINE 2(7), COLUMN D: TRANSFER OF OWNERSHIP OF VERATRUS BENEFIT SOLUTIONS, INC. TO VERATRUS HEALTH, INC. BASED ON FAIR VALUE OF ASSETS.