2017-05-15T20:28:25-05:00 2016-06-30 KPMG LLP 300 GREENE STREET SUITE 400 GREENSBORO NC 27401 990 2015-07-01 263553500 Piedmont Heart Institute Inc % MARIE GAFFNEY PIED 4046055234 95 Collier Road NW Suite 2045 Atlanta GA 30309 TERESA L WILSON VP CORPORATE FINANCE 4046055234 2017-05-15 true SHAWN M HUTCHINSON P01048557 3362753394 2017-05-15 2015 2021-01-29 14:40:06Z Mr Sidney Kirschner 95 Collier Road NW Ste 2045 Atlanta GA 30309 5821783 false X www.piedmontheart.org X 2008 GA SEE PART III 4 0 45 1 0 7694037 2552599 2233509 3270436 0 -1252 0 0 9927546 5821783 0 0 0 0 5825865 8090010 0 0 0 2347927 3340180 8173792 11430190 1753754 -5608407 1345745 2027934 10464562 6846406 -9118817 -4818472 PIEDMONT HEART INSTITUTE, INC., WAS FORMED BY PIEDMONT HEALTHCARE, INC., TO ADVANCE CARDIOVASCULAR RESEARCH AND TO PROVIDE EDUCATION AND EXCELLENCE IN CARDIAC TREATMENT AND DISEASE PREVENTION. false false 11007599 0 3270436 PIEDMONT HEART INSTITUTE, INC. ("PHI"), DEVELOPS EDUCATIONAL PROGRAMS FOR PHYSICIANS, EMPLOYERS, AND THE LAY COMMUNITY. THESE PROGRAMS ARE FOCUSED ON THE IDENTIFICATION OF PERSONS AT RISK FOR HEART DISEASE, AS WELL AS ON APPROPRIATE TREATMENT OPTIONS. IN ADDITION, PHI HAS ESTABLISHED A ROBUST RESEARCH PLATFORM AIMED AT ADVANCING THE UNDERSTANDING OF CARDIOVASCULAR DISEASES AND CONDITIONS AND THEIR TREATMENT AND PREVENTION. PHI IS CURRENTLY ENGAGED IN STUDIES OF INNOVATIVE NEW TREATMENT METHODS FOR CARDIOVASCULAR DISEASES SUCH AS ARRHYTHMIA, PERIPHERAL VASCULAR DISEASE, CORONARY ARTERY DISEASE, VALVULAR DISEASE, AND CONGESTIVE HEART FAILURE. 11007599 true true false false false false false false false false true false false false false true false true false false false false false false false false false false false true false false false false false false false false false false false false false true false false false true X 0 0 true 45 true false false false false false false false false false false X 4 0 false false false false true true true true true false false false true true true true true false false false GA X MARIE GAFFNEY 4202716007 2727 PACES FERRY RD BLDG 2 STE 70 ATLANTA GA 30339 Mr Sidney Kirschner Chairman & CEO through 2/29/16 15.0 40.0 X X 0 1171535 108368 Mr Charlie Hall Treasurer/Board Memb - 7/31/15 1.0 54.0 X X 0 968459 86411 Mr Gregory A Hurst Board Member 1.0 54.0 X 0 1938824 25168 Mr Richard Tanzella Board Member 1.0 54.0 X 0 376522 33025 Dr Charles Brown Board Member 1.0 39.0 X 0 210120 22619 Mr Jay D Mitchell Secretary 1.0 54.0 X 0 830565 104679 Mr Michael McAnder Treasurer from 8/1/15 1.0 54.0 X 0 403512 45901 Dr Peter Barrett Cardio Surgeon 40.0 0.0 X 740493 0 33485 DR FEDERICO MILLA CARDIO SURGEON 40.0 0.0 X 858633 0 28466 DR RANDOLPH MARTIN CARDIOLOGIST 40.0 0.0 X 267493 0 27644 Ms Shelley Holt sr. clinical research coordina 40.0 0.0 X 100695 0 13700 Ms Zhen Qian Director of Oncology Strategy 40.0 0.0 X 112535 0 16303 DR WILLIAM KNOPF FORMER BOARD MEMBER 0.0 0.0 X 0 882692 0 2079849 6782229 545769 5 true true false TAILFIN LLC 1246 VIRGINIA AVE NE ATLANTA GA 30306 MARKETING 266003 DAVID ADAMS MD 1150 FIFTH AVE APT 6A NEW YORK NY 10128 Physician Services 100833 2 2552599 2552599 EDUCATION ACTIVITIES 900099 531910 531910 RESEARCH REVENUE 900099 2738526 2738526 3270436 -1310 -1310 0 0 0 0 0 58 0 58 58 58 0 0 0 0 5821783 3270436 -1252 X 0 0 0 0 0 0 7212254 7212254 0 624800 624800 252956 252956 0 0 0 0 0 0 1297929 1202691 95238 325136 325136 64529 64529 802567 802567 0 111846 111846 28902 28902 0 0 0 327353 327353 121539 121539 64960 64960 MISCELLANEOUS EXPENSE 195419 195419 11430190 11007599 422591 0 1108 0 0 0 4414 52994 645330 1411575 0 0 0 0 0 0 0 0 56736 67589 781797 377629 525739 404168 0 0 0 0 0 0 0 0 112418 91608 1345745 2027934 475129 746231 0 0 7226143 6100175 0 0 0 0 0 0 0 0 0 0 2763290 0 10464562 6846406 X -9476929 -5183606 358002 365134 110 0 -9118817 -4818472 1345745 2027934 X -5608407 9908752 X false true X true false X 431000 100158 361873 11350 10000 914381 0 0 431000 100158 361873 11350 10000 914381 682714 231667 -1310 -1310 0 6958 6958 920029 11737162 0.25180 0.99280 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 116942 31825 85117 643480 345804 297676 21375 0 21375 404168 0 0 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 true false false false false false true false Mr Sidney Kirschner Chairman & CEO through 2/29/16 0 539305 0 379509 0 252721 0 94964 0 13404 0 1279903 Mr Charlie Hall Treasurer/Board Memb - 7/31/15 0 288179 0 570436 0 109844 0 77609 0 8802 0 1054870 0 0 Mr Gregory A Hurst Board Member 0 729163 0 508565 0 701096 0 15900 0 9268 0 1963992 Mr Jay D Mitchell Secretary 0 455192 0 320118 0 55255 0 84898 0 19781 0 935244 Dr Peter Barrett Cardio Surgeon 516725 0 49875 0 173893 0 15900 0 17585 0 773978 0 DR WILLIAM KNOPF FORMER BOARD MEMBER 0 0 0 0 0 882692 0 0 0 0 0 882692 DR FEDERICO MILLA CARDIO SURGEON 820958 0 0 0 37675 0 15900 0 12566 0 887099 0 DR RANDOLPH MARTIN CARDIOLOGIST 251997 0 0 0 15496 0 14423 0 13221 0 295137 0 Mr Michael McAnder Treasurer from 8/1/15 0 261688 0 125000 0 16824 0 43125 0 2776 0 449413 Mr Richard Tanzella Board Member 0 265811 0 103165 0 7546 0 15900 0 17125 0 409547 SCHEDULE J, PART I, LINE 3: COMPENSATION OF THE CEO/EXECUTIVE DIRECTOR THE COMPENSATION FOR THE PRESIDENT/CEO OF PIEDMONT HEART INSTITUTE IS SET AND PAID BY THE ENTITY'S PARENT, PIEDMONT HEALTHCARE, INC. PLEASE SEE THE SCHEDULE O NARRATIVE FOR FORM 990, PART VI, SECTION B, LINE 15A & 15B FOR ADDITIONAL INFORMATION. SCHEDULE J, PART I, LINE 4A: SUPPLEMENTAL COMPENSATION INFORMATION WILLIAM KNOPF RECEIVED SEVERANCE PAYMENTS TOTALING $882,692 DURING CALENDAR YEAR 2015. SCHEDULE J, PART I, LINE 4B: SUPPLEMENTAL COMPENSATION INFORMATION THE FOLLOWING INDIVIDUALS RECEIVED PAYMENTS FROM THEIR SUPPLEMENTAL EXECUTIVE RETIREMENT PLANS: SIDNEY KIRSCHNER $79,064 CHARLIE HALL $69,687 GREG HURST $627,541 MICHAEL MCANDER, JAY MITCHELL, AND RICHARD TANZELLA PARTICIPATED IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN BUT DID NOT RECEIVE CURRENT YEAR PAYMENTS. 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. FORM 990, PART I, LINE 4 AND PART VI, LINE 1B: INDEPENDENT BOARD MEMBERS PIEDMONT HEART INSTITUTE'S ("PHI") BOARD OF DIRECTORS IS COMPRISED OF FOUR VOTING MEMBERS, NONE OF WHICH ARE INDEPENDENT BASED UPON IRS GUIDELINES. WHILE PHI ITSELF DOES NOT HAVE AN INDEPENDENT BOARD OF DIRECTORS, ANY DECISIONS MADE BY THE PHI BOARD MAY BE RESCINDED BY THE BOARD OF DIRECTORS OF PHI'S SOLE MEMBER, PIEDMONT HEALTHCARE, INC. IN ADDITION, PIEDMONT HEALTHCARE APPOINTS THE MEMBERS OF THE PHI BOARD, SETS COMPENSATION FOR PHI'S EXECUTIVES, AND MONITORS PHI'S COMPLIANCE WITH PIEDMONT HEALTHCARE POLICIES AND PROCEDURES. THE PIEDMONT HEALTHCARE BOARD OF DIRECTORS IS COMPRISED OF A MAJORITY OF INDEPENDENT MEMBERS, AND THEREFORE PHI IS EFFECTIVELY GOVERNED BY AN INDEPENDENT BOARD. FORM 990, PART V, LINE 1A: NUMBER OF FORMS 1099 FILED ALL CALENDAR YEAR 2015 FORMS 1099 WERE FILED ON BEHALF OF PIEDMONT HEART INSTITUTE BY ITS SOLE MEMBER, PIEDMONT HEALTHCARE, INC. (EIN 58-1503902), 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 6: ORGANIZATION'S SOLE MEMBER PIEDMONT HEALTHCARE, INC., (EIN 58-1503902) IS THE SOLE MEMBER OF PIEDMONT HEART INSTITUTE, INC. ("PHI"). FORM 990, PART VI, SECTION A, LINE 7A: ELECTION OF GOVERNING BODY THE BOARD OF PIEDMONT HEALTHCARE APPOINTS THE MEMBERS OF THE BOARD OF DIRECTORS OF PIEDMONT HEART INSTITUTE. FORM 990, PART VI, SECTION A, LINE 7B: DECISIONS OF GOVERNING BODY PIEDMONT HEART INSTITUTE'S BOARD POLICIES AND DECISIONS MUST BE FILED, IMMEDIATELY AFTER ADOPTION, WITH THE SECRETARY OF THE PIEDMONT HEALTHCARE BOARD OF DIRECTORS. SUCH POLICIES AND DECISIONS OF THE PIEDMONT HEART INSTITUTE BOARD 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. FORM 990, PART VI, SECTION B, LINE 11B: 990 REVIEW PROCESS INFORMATION NEEDED TO PREPARE PIEDMONT HEART INSTITUTES FORM 990 IS COMPILED BY INDIVIDUALS IN THE ORGANIZATIONS FINANCE DEPARTMENT. THE INFORMATION IS REVIEWED BY PHIS CONTROLLER AND VP/CFO. THE 990 IS THEN PREPARED INTERNALLY BY PIEDMONT HEALTHCARE, INC.S TAX DEPARTMENT AND SUBMITTED TO AN EXTERNAL TAX PREPARER FOR REVIEW. PRIOR TO FILING, COPIES OF FORM 990 ARE PROVIDED TO THE BOARD OF DIRECTORS OF PIEDMONT HEALTHCARE, INC., THE ORGANIZATIONS SOLE MEMBER, FOR BOARD REVIEW. 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 HEART INSTITUTE 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 HEART INSTITUTE IS SET BY THE BOARD OF DIRECTORS OF ITS SOLE MEMBER, PIEDMONT HEALTHCARE, INC., AND PAID ON BEHALF OF THE ORGANIZATION BY PIEDMONT HEALTHCARE, INC. THE PIEDMONT HEALTHCARE, INC., BOARD OF DIRECTOR'S 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 OF THE COMMITTEE - 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 REQUESTED INFORMATION TO THE PHC BOARD 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 DOCS 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 IX, LINE 11G: OTHER PURCHASED SERVICES OTHER PURCHASED SERVICES LISTED ON PART IX, LINE 11G INCLUDE THE FOLLOWING: PHYSICIAN SERVICES - $232,163 CONSULTING - $73,333 EDUCATION - $211,350 LAB - $407,066 CONFERENCES & EVENTS - $190,328 RESEARCH - $134,092 MISCELLANEOUS OTHER SERVICES - $49,597 FORM 990, PART XI, LINE 9: RECONCILIATION OF NET ASSETS CHANGES TO NET ASSETS REPORTED ON PART XI, LINE 9 ARE COMPRISED OF: $44,021 OF ASSETS RELEASED FROM RESTRICTION; $5,614,120 OF BOOK/TAX DIFFERENCES RELATED TO TIMING OF REVENUE RECOGNITION; AND $4,250,611 OF INTERCOMPANY TRANSFERS OF LIABILITIES. 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