2017-05-15T20:27:42-05:00 2016-06-30 KPMG LLP 300 NORTH GREENE STREET SUITE 400 GREENSBORO NC 27401 990 2015-07-01 581503902 PIEDMONT HEALTHCARE INC % MARIE GAFFNEY PIED 4044251303 1800 Howell Mill Road Suite 850 Atlanta GA 30318 TERESA WILSON VP CORPORATE FINANCE 4044251303 2017-05-15 true SHAWN M HUTCHINSON P01048557 3362753394 2015 2021-01-29 14:40:06Z Mr Kevin Brown 1800 Howell Mill Rd Ste 850 Atlanta GA 30318 106402880 false X www.piedmont.org X 1983 GA SEE PART III 17 10 2286 10 0 0 172460 164032 107503117 105769129 -21223964 -2849231 6101755 3103952 92553368 106187882 191293 506899 0 0 45675173 45814466 0 0 0 67974532 63083171 113840998 109404536 -21287630 -3216654 663759132 729331447 219321822 251858878 444437310 477472569 PIEDMONT HEALTHCARE, INC., ("PHC") IS ORGANIZED EXCLUSIVELY FOR THE BENEFIT OF, TO MANAGE THE FUNCTIONS OF, AND TO CARRY OUT THE CHARITABLE, SCIENTIFIC, AND EDUCATIONAL PURPOSES OF ITS SUBSIDIARY ORGANIZATIONS. false false 91843343 506899 107771413 PIEDMONT HEALTHCARE, INC. ("PHC"), IS THE TAX-EXEMPT PARENT OF ITS PUBLICLY SUPPORTED SUBSIDIARIES (LISTED IN SCHEDULE R ATTACHED). PHC PROVIDES CENTRALIZED MANAGEMENT SERVICES TO ITS SUBSIDIARIES, INCLUDING ACCOUNTING, HUMAN RESOURCES, IT, FINANCIAL MANAGEMENT, AND ADVISORY SUPPORT. THESE CENTRALIZED SERVICES RESULT IN GREATER OPERATING EFFICIENCIES AND ALLOW ITS SUBSIDIARY ORGANIZATIONS TO BETTER PROVIDE OUTSTANDING HEALTHCARE AND EDUCATION TO THEIR SURROUNDING COMMUNITIES. 91843343 true true false true false false false false false false true false true false true true false true false false true false false false false false false true true true false false false false false false true true false false false false false true true true false false true X 953 0 true 2286 true false true CJ false false false false false false false false false false X 17 10 false false false false false false false true true false false true true true true true true true true false GA X MARIE GAFFNEY 4702716007 2727 PACES FERRY RD BLDG 2 STE 70 ATLANTA GA 30339 Dr Harry M McFarling III Board Member 2.0 9.0 X 0 118300 0 Ms Amy W Medendorp Board Member 2.0 0.0 X 0 0 0 Mr Charles J Jeff Mills Board Member 2.0 1.0 X 0 0 0 Mr Gregory B Morrison Board Member 2.0 0.0 X 0 0 0 Mr Roderick D Odom Jr Board Member 2.0 0.0 X 0 0 0 Dr Jay J Singh Board Member 2.0 3.0 X 0 53925 0 Dr Ramon A Suarez Board Member 2.0 2.0 X 0 32100 0 Ms Janine Brown Chairman 2.0 0.0 X X 0 0 0 Mr Kevin Brown PRESIDENT & CEO 54.0 1.0 X X 1887428 0 266280 Dr William A Blincoe Board Member 2.0 38.0 X 0 758001 29060 Dr Frank N Cole Board Member 2.0 38.0 X 0 437029 15733 Mr Wm Ronald Duffey Board Member 2.0 0.0 X 0 0 0 Mr Michael D Garrett Board Member 2.0 0.0 X 0 0 0 Mr David G Hanna Board Member 2.0 0.0 X 0 0 0 Ms Lila Hertz Board Member 2.0 0.0 X 0 0 0 Mr Tye Darland Board Member 2.0 0.0 X 0 0 0 Dr Todd A Schmidt Board Member 2.0 5.0 X 0 39800 0 Mr Charlie Hall CFO/TREASURER thru 7/31/15 48.0 7.0 X 968459 0 86411 Mr Jay D Mitchell Chief Legal Officer/Secretary 48.0 7.0 X 830565 0 104679 Mr Michael McAnder Treasurer/CFO from 08/1/15 48.0 7.0 X 403512 0 45901 Mr Gregory A Hurst CHIEF OPERATING OFFICER 50.0 5.0 X 1938824 0 25168 Dr Ronnie Brownsworth CEO of Piedmont Clinic & PWHP 15.0 40.0 X 945179 0 118095 Dr Leigh Hamby Chief Medical & Quality Office 55.0 0.0 X 995415 0 118535 Mr Sidney Kirschner CEO PHI/Chief Phil Officer 10.0 45.0 X 1171535 0 108368 Ms Margot Lisa Hedenstrom Chief Nursing Officer 55.0 0.0 X 574357 0 5882 Ms Vicki Cansler Chief HR Officer 55.0 0.0 X 596530 0 75328 Mr Matthew Gove Chief Marketing Officer 55.0 0.0 X 581750 0 83465 Mr Cory Scott VP Sales and Marketing-PWHP 0.0 40.0 X 549655 0 7147 Dr Patrick M Battey Former Chair/ CEO PAH 0.0 55.0 X 0 742094 26708 Ms Michele Molden Former Chief Transform Officer 0.0 0.0 X 997029 0 0 Mr Edward Lovern Former CAO 0.0 55.0 X 0 766470 93396 12440238 2947719 1210156 311 true true false DELOITTE CONSULTING LLP PO BOX 7247 PHILADELPHIA PA 197106447 CONSULTING Services 1230341 NOVIA STRATEGIES 13029 Danilson Street POWAY CA 92064 CONSULTING SERVICES 2872924 TAILFIN LLC 1246 Virginia Avenue NE ATLANTA GA 30306 MARKETING SERVICES 1491597 ROI-ARC LLC 1920 Greenspring Drive Suite 200 TIMONIUM MD 21093 AR CONVERSION 1158285 KING AND SPALDING PO Box 116133 ATLANTA GA 30368 LEGAL SERVICES 1568922 40 164032 164032 MANAGEMENT SERVICES TO AFFILIATES 561000 71163642 71163642 COST OF CAPITAL ALLOCATION 900099 30484958 30484958 MEDICARE/MEDICAID MEANINGFUL USE 900099 4120529 4120529 105769129 -2700794 -2700794 0 0 789960 0 789960 0 789960 435041 354919 66561 214998 -148437 -148437 -148437 0 0 0 RESEARCH REVENUE 900099 746749 746749 EPIC IMPLEMENTATION 900099 1573318 1573318 MISCELLANEOUS REVENUE 900099 -1895657 -1895657 1889582 1889582 2313992 106187882 107771413 -1747563 488399 488399 18500 18500 0 0 7746991 5035544 2711447 521185 521185 31644197 20568728 11075469 1209394 786106 423288 2107799 1370069 737730 2584900 1680185 904715 468073 468073 375301 375301 77532 77532 199650 199650 0 266453 266453 7816343 7816343 1162188 1162188 2384217 2384217 903491 903491 0 958636 958636 113509 113509 0 0 25856754 25856754 0 22096445 22096445 0 SUBSCRIPTIONS 27177 27177 PHO ASSESSMENT 212405 212405 MEDICAL EXPENSES 77006 77006 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false false false false true true false X true true SCHEDULE A, PART IV, SECTION A, LINE 1: NOT LISTED IN GOVERNING DOCUMENTS DURING FISCAL YEAR 2016, PIEDMONT HEALTHCARE PURCHASED PIEDMONT NEWTON HOSPITAL, INC. (EIN: 58-2155150, FKA NEWTON MEDICAL CENTER). WHILE PIEDMONT NEWTON HOSPITAL IS NOT EXPLICITLY NAMED AS A SUPPORTED ORGANIZATION IN PHCS GOVERNING DOCUMENTS, IT IS INCORPORATED INTO THE DOCUMENTS BY VIRTUE OF REFERENCE TO PHCS EXEMPT PURPOSE OF SUPPORTING ITS TAX-EXEMPT SUBSIDIARIES. AS OF PIEDMONT NEWTONS PURCHASE BY PHC, IT BECAME A WHOLLY-OWNED SUBSIDIARY AND SUPPORTED ORGANIZATION OF PIEDMONT HEALTHCARE. SCHEDULE A, PART IV, SECTION A, LINE 5A: NEW SUPPORTED ORGANIZATIONS ON OCTOBER 1, 2015, PIEDMONT HEALTHCARE FINALIZED THE PURCHASE OF PIEDMONT NEWTON HOSPITAL, INC. (EIN: 58-2155150, FKA NEWTON MEDICAL CENTER). AS OF PIEDMONT NEWTONS PURCHASE BY PHC, IT BECAME A WHOLLY-OWNED SUBSIDIARY AND SUPPORTED ORGANIZATION OF PIEDMONT HEALTHCARE. SCHEDULE A, PART IV, SECTION E, LINE 3A: POWER TO ELECT SUBSIDIARY BOARDS PURSUANT TO THE PROVISIONS OF ITS CHARTER AND BYLAWS, THE BOARD OF DIRECTORS OF PIEDMONT HEALTHCARE APPOINTS ALL OF THE MEMBERS OF THE BOARDS OF DIRECTORS OF EACH OF ITS SUPPORTED SUBSIDIARY ENTITIES. SCHEDULE A, PART IV, SECTION E, LINE 3B: DIRECTION OVER SUPPORTED ORGS THE POLICIES AND DECISIONS OF EACH OF PIEDMONT HEALTHCARES SUPPORTED SUBSIDIARY ENTITY BOARDS OF DIRECTORS MUST BE FILED, IMMEDIATELY AFTER ADOPTION, WITH THE SECRETARY OF THE PIEDMONT HEALTHCARE BOARD OF DIRECTORS. SUCH POLICIES AND DECISIONS OF THE SUBSIDIARY BOARDS OF DIRECTORS ARE NOT SUBJECT TO THE APPROVAL OF OR RATIFICATION BY THE PIEDMONT HEALTHCARE BOARD, BUT SHOULD THE NEED ARISE, THEY MAY BE RESCINDED BY THE PIEDMONT HEALTHCARE BOARD THROUGH A MAJORITY VOTE OF ITS DIRECTORS. THE PROGRAMS AND ACTIVITIES OF EACH OF PIEDMONT HEALTHCARES SUPPORTED SUBSIDIARY ORGANIZATIONS, INCLUDING SERVICES OFFERED, ANNUAL OPERATING BUDGETS, AND APPOINTMENT AND COMPENSATION OF SENIOR EXECUTIVES, ARE DETERMINED BY OR SUBJECT TO THE REVIEW OF PIEDMONT HEALTHCARES EXECUTIVE LEADERSHIP AND BOARD OF DIRECTORS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false false false false false false true 199650 false false 199650 false SCHEDULE C, PART II-B, LINE 1(G): LOBBYING ACTIVITIES HEALTH CARE POLICY IS CRITICAL TO ALL AMERICANS, AND PIEDMONT HEALTHCARE BELIEVES THAT HEALTH CARE PROVIDERS MUST PARTICIPATE IN SHAPING HEALTH CARE POLICY BY INTERACTING WITH NATIONAL, STATE, AND LOCAL REPRESENTATIVES AND THEIR STAFF MEMBERS TO HELP THEM BETTER UNDERSTAND THE COMPLEXITIES AND RAMIFICATIONS OF KEY HEALTH CARE POLICIES INCLUDING, WITHOUT LIMITATION, THOSE RELATED TO UNINSURED AND INDIGENT PATIENT NEEDS, AS WELL AS THE IMPORTANCE OF ASSURING THE DELIVERY OF COST-EFFICIENT, QUALITY HEALTH CARE. DURING FISCAL YEAR 2016, PIEDMONT HEALTHCARE ENGAGED A CONTRACT LOBBYIST TO REPRESENT THE INTERESTS OF THE ORGANIZATION AND ITS SUBSIDIARIES BEFORE FEDERAL, STATE, AND LOCAL ELECTED OFFICIALS AND REGULATORS. 0 820769 820769 0 11980403 6233560 5746843 0 6909396 2084778 4824618 0 209199360 136982519 72216841 0 20786087 0 20786087 104395158 FAYETTE COMMUNITY HOSPITAL 43679729 C PIED MOUNTAINSIDE HOSPITAL 43407781 C AMSTER-MCRAE INSURANCE COMPANY 120000 C CENTER FOR HEALTH & LEARNING 1425000 C 88632510 0 DUE TO RELATED PARTIES 8104877 8104877 X SCHEDULE D, PART X, LINE 2: ASC 740 FOOTNOTE (FKA FIN 48) PHC ACCOUNTS FOR INCOME TAXES UNDER THE PROVISIONS OF THE INCOME TAXES TOPIC OF THE ASC (ASC 740). UNDER THE REQUIREMENTS OF ASC 740, TAX-EXEMPT ORGANIZATIONS MAY BE REQUIRED TO RECORD AN OBLIGATION AS THE RESULT OF A TAX POSITION THEY HAVE HISTORICALLY TAKEN ON VARIOUS TAX EXPOSURE ITEMS. THERE WERE NO MATERIAL UNCERTAIN TAX POSITIONS AT JUNE 30, 2016 AND 2015. true Central America and the Caribbean Investments 51211428 Central America and the Caribbean Program Services INSURANCE PREMIUMS 9447472 60658900 60658900 true false true false false false true AMERICAN CANCER SOCIETY 250 Williams Street NW Atlanta GA 30303 580566250 501(c)(3) 37500 Sponsorship Grady Health Foundation 191 Peachtree Street Ste 820 ATLANTA GA 30303 582130437 501(C)(3) 7500 event sponsorship Atlanta Ballet Incorporated 1695 Marietta Blvd NW ATLANTA GA 30318 581047778 501(c)(3) 10000 doctors for dance event MARCH OF DIMES 1652 CHURCH STREET DECATUR GA 30333 131846366 501(c)(3) 19000 march for babies sponsor American Heart Association 7272 Greenville Ave Dallas TX 75231 135613797 501(c)(3) 175000 gala Sponsorship Atlanta Charity Clays Inc 780 Johnson Ferry Rd Ste 325 Atlanta GA 30342 472835630 501(c)(3) 15000 event Sponsorship ElevateD Sports Academy 2211 Harbin Terrace Dr Morrow GA 30260 611781035 501(c)(3) 15000 tuition sponsorship It's the Journey 270 Carpenter Dr Ste 515 Atlanta GA 30328 470897591 501(c)(3) 10000 atlanta 2-day walk Cathedral of St Philip 2744 Peachtree Rd NW Atlanta GA 30305 580641230 501(c)(3) 8050 farmers' market sponsor Reimagine ATL Inc 910 Bishopswood Pl Alpharetta GA 30022 465278779 501(c)(3) 8333 Douglass High School Program American Lung Association 55 Wacker Dr Ste 1150 Chicago IL 60601 131632524 501(c)(3) 20000 climb atlanta event Georgia Ensemble Theatre Co PO Box 607 Roswell GA 30077 582002934 501(c)(3) 15000 event sponsorship Georgia Professional Health PROGRAM 1034 Winding Ridge Court Atlanta GA 30338 274592137 501(c)(3) 8000 event sponsorship Georgia Transplant Foundation 500 Sugar Mill Rd Ste 170A Atlanta GA 30350 582075193 501(c)(3) 25000 event sponsorship Junior League of Atlanta 3154 Northside Pkwy NW Atlanta GA 30327 580600947 501(c)(3) 15000 sponsorship 15 SCHEDULE I, PART I, LINE 2: MONITORING THE USE OF GRANT FUNDS MONEY IS GIVEN TO CHARITABLE ORGANIZATIONS WHICH PRIMARILY PROMOTE HEALTH CARE CAUSES. THE GRANTS ARE ADMINISTERED AND MONITORED THROUGH THE ORGANIZATION'S PUBLIC RELATIONS DEPARTMENT. X X X true true X X X X true true false false false false false true false Mr Gregory A Hurst CHIEF OPERATING OFFICER 729163 0 508565 0 701096 0 15900 0 9268 0 1963992 0 0 Mr Charlie Hall CFO/TREASURER thru 7/31/15 288179 0 570436 0 109844 0 77609 0 8802 0 1054870 0 0 Mr Jay D Mitchell Chief Legal Officer/Secretary 455192 0 320118 0 55255 0 84898 0 19781 0 935244 0 0 Dr Ronnie Brownsworth CEO of Piedmont Clinic & PWHP 520512 0 368358 0 56309 0 95248 0 22847 0 1063274 0 0 Ms Michele Molden Former Chief Transform Officer 0 0 0 0 997029 0 0 0 0 0 997029 0 0 0 Dr Leigh Hamby Chief Medical & Quality Office 545350 0 384540 0 65525 0 98725 0 19810 0 1113950 0 0 Mr Edward Lovern Former CAO 0 431553 0 295205 0 39712 0 81134 0 12262 0 859866 0 Mr Sidney Kirschner CEO PHI/Chief Phil Officer 539305 0 379509 0 252721 0 94964 0 13404 0 1279903 0 0 Mr Michael McAnder Treasurer/CFO from 08/1/15 261688 125000 16824 43125 2776 449413 Ms Margot Lisa Hedenstrom Chief Nursing Officer 70321 0 0 0 504036 0 1829 0 4053 0 580239 0 0 Ms Vicki Cansler Chief HR Officer 358324 0 201223 0 36983 0 66063 0 9265 0 671858 0 0 Dr Patrick M Battey Former Chair/ CEO PAH 0 521727 0 185602 0 34765 0 15900 0 10808 0 768802 0 Mr Kevin Brown PRESIDENT & CEO 961245 0 809676 0 116507 0 246760 0 19520 0 2153708 0 0 Dr William A Blincoe Board Member 0 623891 0 45000 0 89110 0 15900 0 13160 0 787061 0 Dr Frank N Cole Board Member 0 431880 0 0 0 5149 0 10091 0 5642 0 452762 0 Mr Matthew Gove Chief Marketing Officer 352009 0 201600 0 28141 0 66275 0 17190 0 665215 0 0 Mr Cory Scott VP Sales and Marketing-PWHP 49271 0 93088 0 407296 0 3209 0 3938 0 556802 0 0 SCHEDULE J, PART I, LINE 1A: OTHER COMPENSATION ITEMS FIRST-CLASS TRAVEL: THE FOLLOWING INDIVIDUALS WERE PERMITTED (PURSUANT TO THEIR CONTRACTS) TO FLY FIRST-CLASS DURING CALENDAR YEAR 2015. FIRST-CLASS TRAVEL IS NOT REPORTED ON THE EMPLOYEE'S FORM W-2, HOWEVER, THE COMPANY IS REIMBURSED FOR ANY PERSONAL EXPENSES INCURRED BY THE EMPLOYEE. KEVIN BROWN GREGORY HURST TRAVEL FOR COMPANIONS: CERTAIN EXECUTIVES ARE PERMITTED TO TRAVEL WITH COMPANIONS WHEN IT IS APPROPRIATE FOR THE BUSINESS EVENT AND PURPOSE. TRAVEL FOR COMPANIONS IS REVIEWED ON A CASE BY CASE BASIS AND IS REIMBURSED BY THE EMPLOYEE, PAID ON BEHALF OF THE EMPLOYEE, OR TREATED AS TAXABLE INCOME, AS APPROPRIATE AND IN COMPLIANCE WITH COMPANY POLICY. DISCRETIONARY SPENDING ACCOUNTS: THE FOLLOWING EMPLOYEES RECEIVED DISCRETIONARY SPENDING ACCOUNTS IN FIXED AMOUNTS DETERMINED BY JOB LEVEL. THESE SPENDING ACCOUNTS WERE INCLUDED IN EACH EMPLOYEES TAXABLE WAGES: KEVIN BROWN $34,327 DR. RONNIE BROWNSWORTH $11,769 VICKI CANSLER $11,769 CHARLIE HALL $11,769 MATTHEW GOVE $11,769 DR. LEIGH HAMBY $11,769 MARGOT LISA HEDENSTROM $3,000 GREGORY HURST $29,923 SIDNEY KIRSCHNER $11,769 MICHAEL MCANDER $5,538 JAY MITCHELL $11,769 CORY SCOTT $4,154 SCHEDULE J, PART I, LINE 4A: SEVERANCE PAYMENTS THE FOLLOWING INDIVIDUALS RECEIVED SEVERANCE PAYMENTS IN THE INDICATED AMOUNTS DURING CALENDAR YEAR 2015: MARGOT LISA HEDENSTROM $499,331 MICHELE MOLDEN $997,029 CORY SCOTT $399,125 SCHEDULE J, PART I, LINE 4B: SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS THE FOLLOWING EMPLOYEES RECEIVED PAYMENTS FROM THEIR SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS: CHARLIE HALL $69,687 GREG HURST $627,541 SIDNEY KIRSCHNER $79,064 THE FOLLOWING EMPLOYEES PARTICIPATED IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN, BUT DID NOT RECEIVE CURRENT YEAR PAYMENTS: KEVIN BROWN DR. RONNIE BROWNSWORTH VICKI CANSLER MATTHEW GOVE DR. LEIGH HAMBY MICHAEL MCANDER JAY MITCHELL SCHEDULE J, PART I, LINE 7: NON-FIXED PAYMENTS CERTAIN EMPLOYEES PARTICIPATED IN AN "ANNUAL INCENTIVE PLAN" UNDER WHICH THEY RECEIVED NON-FIXED BONUS PAYMENTS BASED ON JOB LEVEL AND SEVERAL DIFFERENT PERFORMANCE METRICS. PIEDMONT WELLSTAR HEALTH PLANS RELATED INS PROVIDER 16627666 INSURANCE CLAIMS AND SERVICES false PATRICK BATTEY FAMILY MEMBER OF TRUSTEE 65424 EMPLOYMENT false SCHEDULE L, PART IV, LINE 1: TRANSACTIONS WITH INTERESTED PERSONS DR. RONNIE BROWNSWORTH IS A KEY EMPLOYEE (CEO OF THE PIEDMONT CLINIC) FOR PHC AND IS ALSO THE PRESIDENT & CEO OF PIEDMONT WELLSTAR HEALTH PLANS, A RELATED ORGANIZATION. THE AMOUNT OF $16,627,666 REPRESENTS INVOICES PAID TO PIEDMONT WELLSTAR HEALTH PLANS BY PIEDMONT HEALTHCARE DURING FISCAL YEAR 2016 FOR HEALTH INSURANCE CLAIMS AND OTHER SERVICES PROVIDED AT FAIR MARKET VALUE. PAYMENTS WERE MADE ON BEHALF OF PHC AND ITS SUBSIDIARIES. PATRICK BATTEY IS THE FORMER CHAIRMAN OF THE PHC BOARD AND HIS SON, PATRICK BATTEY, JR., IS EMPLOYED BY PHC. THE AMOUNT OF $65,424 REPRESENTS WAGES PAID TO PATRICK BATTEY, JR., DURING FISCAL YEAR 2016. FORM 990, PART V, LINE 1A: NUMBER OF FORMS 1099 FILED IN CALENDAR YEAR 2015, PIEDMONT HEALTHCARE, INC. FILED FORMS 1099 ON BEHALF OF ITSELF AND EACH OF ITS SUBSIDIARIES, PURSUANT TO AN AGREEMENT WITH THE IRS TO FILE ALL FORMS 1099 FOR THE PIEDMONT HEALTHCARE SYSTEM ON A COMBINED BASIS. FORM 990, PART VI, SECTION A, LINE 7B: DECISIONS OF GOVERNING BODY ALL RESOLUTIONS ADOPTED AND ALL BUSINESS TRANSACTED BY PHC'S BOARD OF DIRECTORS REQUIRES THE AFFIRMATIVE VOTE OF A MAJORITY OF THE DIRECTORS PRESENT AT THE TIME OF VOTING, AS LONG AS A QUORUM (MAJORITY OF DIRECTORS CURRENTLY IN OFFICE) IS REPRESENTED AT THE MEETING. FORM 990, PART VI, SECTION B, LINE 11B: 990 REVIEW PROCESS INFORMATION NEEDED TO PREPARE PIEDMONT HEALTHCARES FORM 990 IS COMPILED BY INDIVIDUALS IN THE ORGANIZATIONS FINANCE DEPARTMENT AND REVIEWED BY PHCS CONTROLLER AND VP/CFO. THE 990 IS THEN PREPARED INTERNALLY BY PIEDMONT HEALTHCARES TAX DEPARTMENT AND SUBMITTED TO AN EXTERNAL TAX PREPARER FOR REVIEW. COPIES OF FORM 990 ARE PROVIDED TO THE BOARD OF DIRECTORS OF PIEDMONT HEALTHCARE FOR REVIEW PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C: CONFLICT OF INTEREST POLICY COMPLIANCE WITH THE ORGANIZATION'S CONFLICT OF INTEREST POLICY IS MONITORED AND ENFORCED BY ORGANIZATION MANAGEMENT IN COORDINATION WITH PIEDMONT HEALTHCARE'S CHIEF COMPLIANCE OFFICER. ALL SENIOR LEADERS, BOARD MEMBERS, PHYSICIAN EMPLOYEES, NURSE PRACTITIONERS/PHYSICIAN ASSISTANTS AND EMPLOYEES AND NON-EMPLOYEES ENGAGED IN RESEARCH ARE REQUIRED TO ANNUALLY DISCLOSE ALL MATTERS WHICH COULD POTENTIALLY CONSTITUTE A CONFLICT OF INTEREST. MATTERS DISCLOSED UNDER THE POLICY MUST BE REVIEWED IN WRITING BY THE PIEDMONT HEALTHCARE CONFLICT OF INTEREST COMMITTEE IN ORDER TO DETERMINE WHETHER A CONFLICT EXISTS AND, IF SO, WHETHER TO ELIMINATE OR MANAGE THE CONFLICT. ALL BOARD MEMBERS AND EMPLOYEES OF PIEDMONT HEALTHCARE ARE PROVIDED TRAINING ON CONFLICT OF INTEREST ISSUES, INCLUDING REPORTING REQUIREMENTS, AT NEW-EMPLOYEE ORIENTATION AND AT LEAST ANNUALLY THEREAFTER. NONCOMPLIANCE WITH THE CONFLICT OF INTEREST POLICY MUST BE REPORTED TO PIEDMONT HEALTHCARE'S SENIOR VICE PRESIDENT OF COMPLIANCE FOR INVESTIGATION, AND REMEDIAL STEPS MUST BE TAKEN AS APPROPRIATE UNDER THE PIEDMONT HEALTHCARE DISCIPLINARY POLICIES. FORM 990, PART VI, SECTION B, LINE 15A & 15B: EXECUTIVE COMPENSATION COMPENSATION FOR EXECUTIVES OF PIEDMONT HEALTHCARE IS SET BY ITS BOARD OF DIRECTORS AND BY THE BOARDS EXECUTIVE PERFORMANCE AND COMPENSATION COMMITTEE. THE PIEDMONT HEALTHCARE, INC., BOARD OF DIRECTORS EXECUTIVE PERFORMANCE AND COMPENSATION COMMITTEE ("THE COMMITTEE") IS COMPOSED OF AT LEAST THREE MEMBERS OF THE PHC BOARD OF DIRECTORS, SERVING TERMS OF THREE YEARS, AND THE MAJORITY OF WHICH ARE COMMUNITY DIRECTORS WHO GENERALLY DO NOT HAVE CONFLICTS OF INTEREST RELATED TO FULFILLMENT OF THE DUTIES AS OUTLINED BELOW. The Committee OVERSEES EXECUTIVE PERFORMANCE AND COMPENSATION ON BEHALF OF THE PHC BOARD, SUBJECT TO THE ULTIMATE AUTHORITY AND OVERSIGHT OF THE BOARD. THE COMMITTEE ALSO FORMULATES POLICIES AND MAKES DECISIONS IN ORDER TO ENSURE A HIGH LEVEL OF EXECUTIVE PERFORMANCE. THE COMMITTEE IS AUTHORIZED TO ACT ON BEHALF OF THE PHC BOARD AS SET OUT IN ITS CHARTER, AND THE COMMITTEE IS ALSO CHARGED WITH PROVIDING RECOMMENDATIONS AND PERIODIC REPORTS TO THE PHC BOARD REGARDING EXECUTIVE PERFORMANCE AND COMPENSATION. FUNCTIONS - ASSESS AND IMPLEMENT POLICIES REGARDING PERFORMANCE, COMPENSATION AND BENEFITS OF THE PRESIDENT/CEO AND OTHER EXECUTIVES AS DETERMINED BY THE COMMITTEE - SELECT AN EXECUTIVE COMPENSATION CONSULTANT WHO REPORTS TO THE COMMITTEE - ANNUALLY REVIEW THE PRESIDENT/CEO SUCCESSION PLAN - FORMULATE AND IMPLEMENT ANNUAL PERFORMANCE OBJECTIVES FOR THE PRESIDENT/CEO, AND REVIEW AND APPROVE ANNUALLY RECOMMENDATIONS FROM THE PRESIDENT/CEO RELATING TO COMPENSATION, PERFORMANCE OBJECTIVES, AND SUCCESSION PLANS FOR EVP EXECUTIVES - ANNUALLY ASSESS PRESIDENT/CEO PERFORMANCE; IF NECESSARY, IMPLEMENT ACTION PLAN WITH PRESIDENT/CEO INPUT TO IMPROVE HIS/HER PERFORMANCE; ADJUST COMPENSATION AS APPROPRIATE; THE COMMITTEE CHAIR SHALL CONSULT WITH THE PHC GOVERNANCE COMMITTEE CHAIR AND THE PHC BOARD CHAIR AND SHALL COORDINATE THE ANNUAL PERFORMANCE REVIEW OF THE PHC PRESIDENT/CEO, UNLESS THE PHC BOARD CHAIR HAS A REAL OR PERCEIVED CONFLICT OF INTEREST, IN WHICH CASE THE COMMITTEE CHAIR SHALL DETERMINE THE PROPER REVIEW PROCESS - REVIEW AND APPROVE LONG TERM AND SHORT TERM GOALS TO BE USED IN CONNECTION WITH EVP COMPENSATION PROGRAMS AS RECOMMENDED BY THE PRESIDENT/CEO AND VALIDATED BY THE COMPENSATION CONSULTANT - PERIODICALLY REVIEW COMPENSATION, IF ANY, FOR THE PHC BOARD CHAIR AND ALL BOARD CHAIRS OF THE PHC SUBSIDIARIES - ESTABLISH OTHER POLICIES AND PROCEDURES, AND PERFORM OTHER TASKS, RELATED TO EXECUTIVE PERFORMANCE AND COMPENSATION, INCLUDING BUT NOT LIMITED TO, APPROVAL OF EXECUTIVE EMPLOYMENT CONTRACTS AND BENEFITS - PERIODICALLY REPORT SIGNIFICANT DECISIONS AND ANY ADDITIONAL REQUESTED INFORMATION TO THE PHC BOARD FORM 990, PART VI, SECTION C, LINE 19: DISCLOSURE OF DOCUMENTS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. THESE DOCUMENTS SHOULD BE REQUESTED FROM PIEDMONT HEALTHCARE, INC.'S LEGAL COUNSEL. FORM 990, PART XI, LINE 9: RECONCILIATION OF NET ASSETS CHANGES TO NET ASSETS REPORTED ON PART XI, LINE 9 ARE PRIMARILY COMPRISED OF A $58,785,097 INTERCOMPANY TRANSFER OF LIABILITIES TO THE ORGANIZATION FROM ITS SUBSIDIARY ORGANIZATIONS; $27,166 OF BOOK/TAX DIFFERENCES RELATED TO REVENUE RECOGNITION; AND A $481,779 CHANGE IN EQUITY INVESTMENTS. 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