2014-11-14T13:07:23-06:00 2013-12-31 PricewaterhouseCoopers LLP 125 High Street Boston MA 02110 990 2013-01-01 237442369 Fallon Community Health Plan Inc % CHANDRAKANT MODHA FALL 5087992100 10 Chestnut Street Suite Worcester MA 01608 R SCOTT WALKER CHIEF FINANCIAL OFFICER 5087992100 2014-11-13 true ERIN COUTURE P01390592 5087992100 2013 2015-11-30 17:44:51Z W Patrick Hughes 10 Chestnut Street Worcester MA 01608 1435241584 false X www.fchp.org X 1975 MA SEE SCHEDULE O 10 7 1301 263 1001791 -37721 158338 137023 1107509531 1195381487 21420607 19234427 -8281124 -14894944 1120807352 1199857993 936327 630523 980540818 1058839167 84771827 82285522 0 0 0 39261274 44863213 1105510246 1186618425 15297106 13239568 411842860 433899893 212953155 222514100 198889705 211385793 X FALLON COMMUNITY HEALTH PLAN'S MISSION IS MAKING OUR COMMUNITIES HEALTHY. FCHP IS COMMITTED TO IMPROVING THE HEALTH AND WELLNESS OF OUR COMMUNITIES THROUGH THE DELIVERY OF HIGH QUALITY, AFFORDABLE CARE. false false 1060649136 630523 1195381487 SEE SCHEDULE O 1060649136 true true false true false false false false false false true false false false false false true true false false false false false false true false false true false true false false false false false false true true false false false false true true true true false false true X 5234 0 true 1301 true true true false false false false true true false false false false X 10 7 true false false false false false false true true false false true true true true true true true true true true MA X X CHANDRAKANT MODHA 5087992100 10 CHESTNUT STREET WORCESTER MA 01608 X Alan Gayer Director 4.0 0.0 X 19500 0 0 David R Grenon Director 4.0 0.0 X 21000 0 0 David W Hillis Chairman 10.0 0.0 X 26000 0 0 Richard P Houlihan Esq Vice Chairman (UNTIL 6/13) 7.0 0.0 X 21500 0 0 Christian W McCarthy Treasurer/Clerk 7.0 0.0 X 21000 0 0 Lynda M Young MD Vice Chair (AS OF 6/13) 7.0 0.0 X 20500 0 0 W Patrick Hughes President & CEO 50.0 0.0 X X 938363 0 265919 FREDERICK MISILO ESQ Director 4.0 0.0 X 18000 0 0 Joseph N Stolberg Director (UNTIL 6/13) 4.0 0.0 X 7000 0 0 Ann K Tripp Director 4.0 0.0 X 19000 0 0 KARIN LANDRY DIRECTOR (AS OF 6/13) 4.0 0.0 X 14500 0 0 JAMES BUONOMO DIRECTOR (AS OF 9/13) 4.0 0.0 X 8500 0 0 Richard P Burke President, Sr. Care Svc. & Gov 48.0 2.0 X 434177 0 166077 Elizabeth Malko MD Chief Medical Off (UNTIL 5/13) 50.0 0.0 X 227243 0 20855 LINDA ST JOHN Chief Human Resources Officer 50.0 0.0 X 281614 0 75259 R Scott Walker Chief Financial Officer 48.0 2.0 X 480814 0 159951 Richard Commander Chief Operating Officer 49.0 1.0 X 394837 0 123416 David Przesiek Sr VP, Sales & Marketing 50.0 0.0 X 350428 0 165356 Mary Ritter CHIEF STRATEGY OFFICER 15.0 35.0 X 74621 213570 101207 Russell Munson INTERIM CMO (FROM 5/13-8/13) 50.0 X 288060 0 29472 SARIKA AGGARWAL MD CHIEF MEDICAL OFF (AS OF 8/13) 50.0 X 316639 0 90182 CHRISTINE CASSIDY CHIEF COMM. OFF. (AS OF 5/13) 49.0 1.0 X 201904 0 70004 Todd Bailey VP, Senior Care Services 50.0 0.0 X 280956 0 88933 Eric Hall VP, Network Development & Mgmt 50.0 0.0 X 270949 0 63587 Karen Longo Exec. Dir, Summit Eldercare 50.0 0.0 X 216538 0 117637 Kevin McGovern VP, Treasurer & CAPITAL MGMT. 50.0 0.0 X 264390 0 73320 Janis Liepins VP, Marketing 50.0 0.0 X 267688 0 80227 Kevin Grozio VP, Underwriting & Actuarial 50.0 0.0 X 300914 0 97736 Glenn Randall MD Physician, Summit ElderCare 50.0 0.0 X 292149 0 52013 David Wilner MD VP & Medical Director 50.0 0.0 X 349509 0 80980 FRANK BARRESI VP, CHIEF INFORMATION OFFICER 50.0 0.0 X 279109 0 99298 SUSAN HARDY ASSOCIATE MEDICAL DIRECTOR 50.0 0.0 X 263492 0 41201 ANN MARIE SCIAMMACCO VP, CLINICAL OPERATIONS 50.0 0.0 X 256615 0 72768 7227509 213570 2135398 188 false true false Reliant Medical Group 630 plantation street WORCESTER MA 01605 MEDICAL SERVICES 127364550 VHS ACQUISITION SUBSIDIARY 123 SUMMER STREET WORCESTER MA 01608 hospital services 123422629 UMASS Memorial Med Ctr 55 N LAKE AVE WORCESTER MA 01608 HOSPITAL SERVICES 98568982 UMASS Memorial Med GROUP 55 N LAKE AVE WORCESTER MA 01655 MEDICAL SERVICES 23170960 BEACON HEALTH STRATEGIES LLC 200 STATE ST SUITE 302 HARTFORD MA 02109 MENTAL HEALTH SVC. 21184446 648 137023 0 2118 137023 PREMIUM 524114 1195287317 1195287317 ASO PREMIUM (INOVA) 524292 94170 94170 1195381487 8084103 8084103 0 0 0 0 0 246473562 235323238 11150324 11150324 11150324 62895 137023 60353 2542 2542 0 0 SUBSIDIARY LOSS 524114 -15565925 -15565925 INOVA DUAL, FHLAC MANAGEMENT FEE 561499 897877 897877 CONSULTING & HOME STAFF 561000 9744 9744 -239182 -239182 -14897486 1199857993 1195287317 1001791 3431862 630523 630523 0 0 1058839167 1058839167 7988842 7988842 0 58726191 140548 58585643 3016859 3016859 7061553 33310 7028243 5492077 5492077 0 1207273 1207273 980641 980641 220303 220303 0 891979 891979 4868847 4868847 3053244 3053244 7764182 7764182 10360778 10360778 0 4722528 4722528 183481 183481 0 230213 230213 60071 60071 0 7785819 7785819 566402 566402 DUES & SUBSCRIPTIONS 927783 927783 INOV ASO & DUAL 819651 819651 MANAGEMENT FEE 185937 185937 CONSULTING 34081 34081 1186618425 1060649136 125969289 0 0 0 9185041 14872946 0 0 25948210 18166576 0 0 0 0 0 0 0 0 1609891 1429627 80505572 37221745 35685348 43283827 328294778 346052770 0 0 0 0 0 0 11119592 10094147 411842860 433899893 204940716 203584777 0 0 8012439 8929323 0 0 0 0 0 0 0 10000000 0 0 0 0 212953155 222514100 X 198889705 211385793 0 0 0 0 198889705 211385793 411842860 433899893 X 13239568 -743480 X false true X true false X 199123 181640 207375 158338 137023 883499 1059414644 1090378600 1096296327 1107494266 1195287317 5548871154 0 0 0 1059613767 1090560240 1096503702 1107652604 1195424340 5549754653 1641832 1848092 1931238 2214255 2285754 9921171 50844519 54568904 59229698 68710847 70563830 303917798 52486351 56416996 61160936 70925102 72849584 313838969 5235915684 10709853 10161702 11179115 9289583 8084103 49424356 14235 7806 22041 10724088 10169508 11179115 9289583 8084103 49446397 0 62895 62895 1070337855 1100729748 1107682817 1116942187 1203571338 5599263945 0.93511 0.98986 0.00883 0.01014 X SUPPORT TEST FORM 990, SCHEDULE A, PART III THE ORGANIZATION'S IRS DETERMINATION LETTER INDICATES THAT THIS ORGANIZATION QUALIFIES AS A PUBLICLY SUPPORTED CHARITY UNDER SECTION 170(B)(1)(a)(vi); HOWEVER, THE ORGANIZATION QUALIFIES AS A 509(A)(2) ORGANIZATION. SCHEDULE A HAS BEEN COMPLETED IN ACCORDANCE WITH THE FORM INSTRUCTIONS UNDER THE 509(A)(2) TEST. FORM 990, SCHEDULE A, PART III, LINE 12, COLUMN (E) FUNDRAISING REVENUE $62,895 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false true false false false false true 325986 false false 325986 false Direct Lobbying Expense Form 990, Schedule C, Part IV Supplemental Information fchp paid a total of $325,986 lobbying expenses as follows: MAHP DUES (MASS ASSOC OF HEALTH PLANS) $82,648 SPILLANE & SPILLANE, LLP $48,000 AHIP DUES (AMERICA'S HEALTH INS. PLANS) $40,545 ALLIANCE OF COMMUNITY HEALTH PLANS DUES $45,510 NATIONAL PACE ASSOCIATION $3,600 ---------- SUBTOTAL NON-EMPLOYEES $220,303 STAFF SALARIES ASSOCIATED WITH LOBBYING $105,683 -------- TOTAL OF ALL LOBBYING EXPENSES PAID $325,986 --------- KEY LEGISLATIVE AND REGULATORY ISSUES IN 2013: AMERICA'S HEALTH INSURANCE PLANS (AHIP) AND ALLIANCE OF COMMUNITY HEALTH PLANS (ACHP) - LEGISLATIVE ACTIVITY IN THE HOUSE AND THE SENATE AFTER THE ENACTMENT OF THE AFFORDABLE CARE ACT (ACA) IN MARCH 2010. - REGULATORY ACTIVITY ADDRESSING IMPLEMENTATION OF NUMEROUS ACA PROVISIONS, INCLUDING INSURANCE MARKET REFORMS, MEDICAL LOSS RATIO REQUIREMENTS, PREMIUM REVIEW, HEALTH INSURANCE EXCHANGES, DELIVERY SYSTEM REFORMS, ADMINISTRATIVE SIMPLIFICATION, HEALTH INFORMATION TECHNOLOGY, ACCOUNTABLE CARE ORGANIZATIONS (ACOS), AND THE COMMUNITY LIVING ASSISTANCE SERVICES AND SUPPORTS (CLASS) PROGRAM. - PUBLIC PROGRAM ISSUES AFFECTING MEDICARE ADVANTAGE, MEDICARE PART D, AND MEDICAID. - HEALTH ISSUES OUTSIDE OF THE HEALTH REFORM DEBATE INCLUDING ANTITRUST LEGISLATION, COBRA CONTINUATION COVERAGE, DATA SECURITY, MEDICAL LIABILITY REFORM, MEDICARE PHYSICIAN PAYMENT, AND THE ANNUAL APPROPRIATIONS PROCESS. SPILLANE & SPILLANE, LLP AND MASSACHUSETTS ASSOCIATION OF HEALTH PLANS (MAHP) - ANY NEW POLICIES IMPLEMENTED BY DIVISION OF INSURANCE THAT AFFECT FCHP - OTHER REGULATORY HEARINGS AND LEGISLATIVE MEETINGS THAT AFFECT HEALTHCARE POLICIES AND GUIDELINES - LEGISLATIVE MEETINGS AND INTERNAL MEETINGS ON NEW LEGISLATION THAT WILL REFORM HEALTH CARE PAYMENTS AND QUALITY - MEETINGS WITH MASSHEALTH AND MEDICAID OFFICIALS ON INCREASING MEMBERSHIP, CHANGING PAYMENT MODELS, AND BETTER MANAGING OF MEMBERS. DURING 2013, FCHP WORKED WITH THESE REGULATORY AGENCIES: DEPARTMENT OF PUBLIC HEALTH - EARLY INTERVENTION PROGRAM - INSURANCE COORDINATORS MEETINGS - UNIVERSAL NEWBORN HEARING SCREENING PROGRAM ADVISORY COMMITTEE - CHANGES TO HOSPITAL GUIDELINES - OFFICE OF PATIENT PROTECTION - OPEN ENROLLMENT WAIVER REGULATIONS HEALTHCARE POLICY COMMISSION - COST TRENDS - TOTAL MEDICAL EXPENSES & RELATIVE PRICES - HOSPITAL FINANCIAL REPORTS - TECHNICAL ADVISORY GROUP MEETINGS - CONSULTATIVE SESSIONS & REGULATIONS DIVISION OF INSURANCE SPECIAL SESSIONS AND OTHER - GROUP PURCHASING COOPERATIVES - MEDICAL LOSS RATIO - SESSIONS AND REGULATIONS - FINANCIAL REPORTING - LIMITED & TIERED NETWORKS - OPEN ENROLLMENT - PLAN TERMINATION - RATING FACTORS - PROVIDER DIRECTORIES - PROVIDER CONTRACTING - SMALL GROUP RATE REVIEWS - CREDENTIALING - ONE-TIME SUPPLEMENTAL FUNDING PAYMENTS - TRANSPARENCY INFORMATIONAL HEARING - ADMINISTRATIVE SIMPLIFICATION PROVISIONS IN CHAPTER 288 (LEGISLATIVE AND REGULATORY ISSUE) - CODING COMMISSION EXECUTIVE OFFICE OF HEALTH AND HUMAN SERVICES - WORKED WITH MASSHEALTH ON DEVELOPING PRIMARY CARE PAYMENT REFORM INITIATIVE ATTORNEY GENERAL'S OFFICE - DISCUSSIONS WITH THE AG'S OFFICE ON RECOMMENDATIONS TO ADDRESS HEALTHCARE COST INCREASES 4176097 2282354 1893743 11707016 9176867 2530149 64622459 25762524 38859935 43283827 1270748000 72859172 72859172 1197888828 891979 1077186 1969165 1199857993 1257509000 72859740 72859740 1184649260 891979 1077186 1969165 1186618425 GOLF EVENT 199918 137023 62895 2073 26060 15774 16446 0 199918 137023 62895 2073 26060 15774 16446 60353 2542 true Worcester Regional Chamber of Commerce 446 Main St Worcester MA 01608 041988780 501(c)(6) 39550 GENERAL SUPPORT Reliant Medical Group 100 Front St 14th fl Worcester MA 01608 222912515 501(c)(3) 15500 GENERAL SUPPORT UMass Medical School 33 South Street Shrewsbury MA 01545 043108190 501(c)(3) 17225 GENERAL SUPPORT YMCA of Central MA 766 Main Street Worcester MA 01610 042105885 501(c)(3) 7000 GENERAL SUPPORT Old Sturbridge VillAGE 1 Old Sturbridge Rd Sturbridge MA 01566 042104809 501(c)(3) 11200 GENERAL SUPPORT Corrider Nine 30 Lyman Street Westborough MA 01581 223887369 501(c)(6) 6280 GENERAL SUPPORT Worcester Regional Research Bureau 500 Salisbury Street Worcester MA 01609 042901298 501(c)(3) 11500 GENERAL SUPPORT Hanover Theatre 2 Southbridge Street Worcester MA 01608 050521735 501(c)(3) 10000 GENERAL SUPPORT Worcester Hibernian Cultural Centre PO Box 20276 Worcester MA 01602 202148447 501(c)(3) 10420 GENERAL SUPPORT Be Like Brit PO Box 355 Rutland MA 01543 271857525 501(c)(3) 10000 GENERAL SUPPORT Boys and Girls Club of Worcester 65 Tainter Street Worcester MA 01610 042105851 501(c)(3) 13500 GENERAL SUPPORT Veterans Inc 69 Grove Street Worcester MA 01605 043098024 501(C)(3) 25000 GENERAL SUPPORT HOPE COALITIONUMASS INJURY PREV 16 Shaffner Street WORCESTER MA 01605 043358564 501(C)(3) 22500 GENERAL SUPPORT United Way of Central MA 484 Main Street Worcester MA 01608 042104017 501(C)(3) 20750 GENERAL SUPPORT United Teen Equality Center Inc 34 Hurd Street Lowell MA 01852 383669532 501(C)(3) 15000 GENERAL SUPPORT ONE FUND BOSTON INC PO Box 990009 Boston MA 02199 462347157 501(C)(3) 14552 GENERAL SUPPORT Nativity School of Worcester 67 Lincoln Street Worcester MA 01605 030385377 501(C)(3) 11250 GENERAL SUPPORT Harrington Memorial Hospital 100 South Street Southbridge MA 01550 042103577 501(C)(3) 10500 GENERAL SUPPORT March of Dimes 112 Tpke Rd Ste 102 Westborough MA 01581 131846366 501(C)(3) 10500 GENERAL SUPPORT Worcester Public Library Foundation 3 Salem Square Worcester MA 01608 200066770 501(C)(3) 10200 GENERAL SUPPORT Major David Brodeur Foundation PO Box 124 auburn MA 01501 453036811 501(C)(3) 10000 GENERAL SUPPORT Rachel's Table 1160 Dickinson Street Springfield MA 01106 042127023 501(C)(3) 10000 GENERAL SUPPORT Gandara Center Adolescent Family Services 147 Norman St West Springfield MA 01089 042622756 501(C)(3) 10000 GENERAL SUPPORT Take & Eat Inc 69 Stryker Road Florida MA 01247 841620450 501(C)(3) 10000 GENERAL SUPPORT Wayside Youth & Family Support Network 1 Frederick Abbott Way Framingham MA 01701 042630450 501(C)(3) 10000 GENERAL SUPPORT Alternatives Unlimited 50 Douglas Road Whitinsville MA 01588 042587863 501(C)(3) 7500 GENERAL SUPPORT Boston Terrier Football 44 Oriole Drive Andover MA 01810 275515550 501(C)(3) 7500 GENERAL SUPPORT Massachusetts Health Council Inc 200 Reservoir St Ste 101 Needham MA 02494 042296739 501(C)(3) 6700 GENERAL SUPPORT Health Care for All 30 Winter St 10th fl Boston MA 02108 043071589 501(C)(3) 5500 GENERAL SUPPORT Guild of St Agnes 405 Grove Street Worcester MA 01605 042104267 501(C)(3) 5250 GENERAL SUPPORT New England Employee Benefit Council 240 Bear Hill Road Waltham MA 02454 042725284 501(C)(3) 5050 GENERAL SUPPORT 29 2 Form 990, Schedule I, PART I, LINE 2 Description of Organization's Procedures for Monitoring the Use of Grants FCHP GRANTS ARE CLASSIFIED EITHER AS A COMMUNITY BENEFIT GRANT OR A COMMUNITY RELATIONS GRANT. THE COMMUNITY BENEFIT GRANTS ARE VERIFIED TO ENSURE THAT EACH RECIPIENT IS A 501(C)(3) ORGANIZATION. THE COMMUNITY RELATIONS GRANTS ARE VERIFIED TO ENSURE THAT THE RECIPIENT ORGANIZATION'S IRS STATUS IS LISTED AS A TAX-EXEMPT ORGANIZATION IN THE INTERNAL REVENUE CODE SECTION 501(C). EACH RECIPIENT OF A FCHP GRANT HAS SPECIFIC INSTRUCTIONS TO BE FOLLOWED AS TO THE USE OF THE GRANT, AND THAT THE GRANT IS TO BE EXPENDED WITHIN 1 YEAR FROM THE AWARD. FOR ANY GRANTS IN EXCESS OF $10,000, fchp REQUESTS A GRANT REPORT DETAILING THE GRANT USES. THESE REPORTS ARE REVIEWED AND KEPT ON FILE AT FCHP. X true true X X X X false true false false false true false false false W Patrick Hughes President & CEO 594033 0 162200 182130 242190 0 23729 0 1204282 0 162200 0 Richard P Burke President, Sr. Care Svc. & Gov 331255 0 68000 34922 142260 0 23817 0 600254 0 68000 0 Elizabeth Malko MD Chief Medical Off (UNTIL 5/13) 146835 0 64300 16108 11470 0 9385 0 248098 0 64300 0 LINDA ST JOHN Chief Human Resources Officer 224364 0 56440 810 66190 0 9069 0 356873 0 0 0 R Scott Walker Chief Financial Officer 341435 0 65700 73679 132723 0 27228 0 640765 0 112581 0 Richard Commander Chief Operating Officer 325607 0 63500 5730 121230 0 2186 0 518253 0 56000 0 David Przesiek Sr VP, Sales & Marketing 278318 0 71300 810 140734 0 24622 0 515784 0 71300 0 Mary Ritter CHIEF STRATEGY OFFICER 74242 192493 0 379 21077 1336 76054 6393 17424 82350 307048 0 0 Todd Bailey VP, Senior Care Services 222913 0 52668 5375 66901 0 22032 0 369889 0 52668 0 Eric Hall VP, Network Development & Mgmt 213877 0 51480 5592 63587 0 0 0 334536 0 51480 0 Karen Longo Exec. Dir, Summit Eldercare 171602 0 40045 4891 94739 0 22898 0 334175 0 40045 0 Kevin McGovern VP, Treasurer & CAPITAL MGMT. 213201 0 44683 6506 54343 0 18977 0 337710 0 44683 0 Janis Liepins VP, Marketing 216279 0 49087 2322 64346 0 15881 0 347915 0 48812 0 Glenn Randall MD Physician, Summit ElderCare 265771 0 22339 4039 35013 0 17000 0 344162 0 22339 0 David Wilner MD VP & Medical Director 290099 0 50117 9293 56277 0 24703 0 430489 0 47735 0 Kevin Grozio VP, Underwriting & Actuarial 242958 0 57416 540 68029 0 29707 0 398650 0 57416 0 Russell Munson INTERIM CMO (FROM 5/13-8/13) 206755 0 53571 27734 12750 0 16722 0 317532 0 53571 0 SARIKA AGGARWAL MD CHIEF MEDICAL OFF (AS OF 8/13) 282533 0 33296 0 810 0 62806 0 27376 0 406821 0 0 0 CHRISTINE CASSIDY CHIEF COMM. OFF. (AS OF 5/13) 167587 0 33075 1242 47450 0 22554 0 271908 0 0 0 FRANK BARRESI VP, CHIEF INFORMATION OFFICER 272763 0 0 6346 69651 0 29647 0 378407 0 0 0 SUSAN HARDY ASSOCIATE MEDICAL DIRECTOR 163866 0 0 99626 29181 0 12020 0 304693 0 0 0 ANN MARIE SCIAMMACCO VP, CLINICAL OPERATIONS 207228 0 41766 7621 53184 0 19584 0 329383 0 0 0 Supplemental Compensation Information FORM 990, Schedule J, Part I, Line 1A Health or social club dues or initiation fees. pursuant to a policy adopted and approved by the executive evaluation and compensation committee (EECC) of the board of directors, a portion of the dues and fees for the business use of The Worcester Club are paid by the organization for the following individuals: President & CEO, President of Senior Care Services & GOVERNMENT PROGRAMS/CCO, EVP AND CFO, and Senior VP, CHIEF SALES AND MARKETING OFFICER. Each executive is required to pay for his or her own personal use expenses, as well as a personal use portion of the membership dues and fees as determined by the EECC. Social Club dues are not reported as taxable compensation to the listed persons SINCE FALLON COMMUNITY HEALTH PLAN ONLY PAYS FOR THE PORTION USED FOR BUSINESS PURPOSES. FORM 990, Schedule J, Part I, Line 4B SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN The Organization has a supplemental executive retirement 457(f) plan that covers certain executives of the organization. Under the terms of the Plan, individuals vest as provided depending on the date of eligibility to participate in the Plan. For individuals listed who were eligible ON OR BEFORE March 1, 2007, 50% of the yearly contribution vests immediately with the remaining contribution subject to vesting upon normal retirement age, or if earlier, upon death, disability, or involuntary separation from service for a reason other than cause, including involuntary separation from service for a reason other than cause following a change in control. For individuals listed who were eligible ON OR BEFORE December 31, 2012, 50% of the yearly contribution vests immediately if the participant has been covered for at least 36 months, with the remaining contribution subject to vesting upon normal retirement age, or if earlier, upon death, disability, or involuntary separation from service for a reason other than cause, including involuntary separation from service for a reason other than cause following a change in control. For 2013, the following individuals listed in Schedule J, Part II participated in the Plan. Amounts vested and paid under the Plan are included in Schedule J, Part II, Column (b)(iii). Amounts deferred are included in Schedule J, Part II, Column (C). Contributions that were previously reported on a prior Form 990, and are paid out in the current year are reported in Schedule J, Part II, column (F). OFFICER AMOUNT PAID AMOUNT DEFERRED W. Patrick Hughes $176,400 NONE Richard P. Burke $32,600 $32,600 David Przesiek NONE $28,208 Richard Commander NONE $32,000 R. Scott Walker $73,139 $26,258 FORM 990, SCHEDULE J, PART I LINE 6 COMPENSATION CONTINGENT ON NET EARNINGS: ALL EMPLOYEES IN CERTAIN JOB GRADES, WHICH INCLUDES EMPLOYEES LISTED IN PART VII, ARE ELIGIBLE FOR AN INCENTIVE PLAN PAYMENT. THE INCENTIVE PLAN PAYMENT IS DETERMINED BY WHETHER CERTAIN CORPORATE, DEPARTMENT, AND/OR INDIVIDUAL TARGETS ARE MET. THE CORPORATE TARGETS INCLUDE (I) NET OPERATING INCOME, (II) MEMBERSHIP GROWTH, (III) MEMBER AND PROVIDER SATISFACTION, (IV) STRATEGY EXECUTION, (V) EMPLOYEE ENGAGEMENT, AND (VI) QUALITY. THESE TARGETS WERE MET IN 2013 AND INCENTIVE PAYMENTS WERE ACCRUED IN 2013 and are reflected in Schedule J, Part II, column (C). Incentive amounts that were accrued in 2012 and paid in 2013 are reflected in Schedule J, Part II, column (B)(ii) and column (F). ADCARE HOSPITAL OWNERSHIP BY DIRECTOR 1944279 SEE PART V false HOME STAFF LLC OVERLAPPING BOARD MEMBER 2330967 SEE PART V false FAMILY MEMBER OF KEY EMPLOYEE EMPLOYEE 94373 SEE PART V false FALLON HEALTH LIFE ASSURANCE COMP OVERLAPPING BOARD MEMBER 9231116 SEE PART V false ULTRABENEFITS INC OVERLAPPING BOARD MEMBER 340284 SEE PART V false FLETCHER TILTON PC DIRECTOR IS OFFICER 402735 SEE PART V false BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS (1) NAME: ADCARE HOSPITAL RELATIONSHIP: ENTITY OWNED BY FCHP DIRECTOR DAVID W. HILLIS AND FAMILY MEMBERS MR. HILLIS IS PRESIDENT, CEO AND HOLDS MAJORITY INTEREST IN ADCARE HOSPITAL OF WORCESTER, INC., A SUBSTANCE ABUSE HOSPITAL THAT PROVIDES HEALTH CARE SERVICES TO FCHP PLAN MEMBERS. MR. HILLIS ALSO HAS FAMILY MEMBERS WHO HOLD OWNERSHIP IN ADCARE HOSPITAL. FCHP PAID $61,260 TO ADCARE FOR SERVICES. ADCARE PAID $1,883,019 TO FCHP FOR HEALTH INSURANCE PREMIUMS. (2) NAME: HOME STAFF, LLC RELATIONSHIP: JOINT VENTURE BETWEEN FCHP AND THE VNA CARE NETWORK AND HOSPICE. THE FOLLOWING FCHP EMPLOYEES ARE UNCOMPENSATED MEMBERS OF THE HOME STAFF BOARD OF DIRECTORS: W. PATRICK HUGHES, PRESIDENT & CEO, RICHARD P. BURKE, PRESIDENT, SENIOR CARE SERVICES & GOVERNMENT PROGRAMS, TODD BAILEY, VICE PRESIDENT, SENIOR CARE SERVICES. HOME STAFF CONTRACTS WITH FCHP TO PROVIDE SERVICES TO CERTAIN FCHP PARTICIPANTS. FCHP PAID $2,140,463 TO HOME STAFF FOR SERVICES. HOME STAFF PAID $190,504 TO FCHP FOR HEALTH INSURANCE PREMIUMS. (3) NAME: LAURIE MCGOVERN RELATIONSHIP: FCHP EMPLOYEE WHO IS THE SISTER-IN-LAW OF FCHP KEY EMPLOYEE KEVIN MCGOVERN. COMPENSATION PAYMENTS BY THE ORGANIZATION PAID TO A FAMILY MEMBER (4) NAME: FALLON HEALTH & LIFE ASSURANCE COMPANY, INC. (FHLAC) RELATIONSHIP: WHOLLY-OWNED SUBSIDIARY OF FCHP. THE FOLLOWING FCHP DIRECTORS AND EMPLOYEES ARE MEMBERS OF FHLAC'S BOARD OF DIRECTORS: DAVID HILLIS, CHAIRMAN, LYNDA YOUNG MD, VICE CHAIR, CHRISTIAN MCCARTHY, TREASURER, RICHARD BURKE, CLERK, W. PATRICK HUGHES, PRESIDENT & CEO, AND R. SCOTT WALKER, CHIEF FINANCIAL OFFICER. MANAGEMENT FEES ALLOCATED TO FHLAC FOR FACILITIES AND EMPLOYEE SHARING WERE $2,879,776 AND $6,351,340, RESPECTIVELY. (5) NAME: ULTRABENEFITS, INC. RELATIONSHIP: WHOLLY-OWNED SUBSIDIARY OF FALLON HEALTH & LIFE ASSURANCE COMPANY. THE FOLLOWING FCHP EMPLOYEES ARE MEMBERS OF ULTRABENEFITS, INC.'S BOARD OF DIRECTORS: W. PATRICK HUGHES, PRESIDENT & CEO, R. SCOTT WALKER, CHIEF FINANCIAL OFFICER, AND DAVID PRZESIEK, SR VP SALES & MARKETING. FCHP PAID $196,185 TO ULTRABENEFITS FOR SERVICES. ULTRABENEFITS PAID $144,099 TO FCHP FOR HEALTH INSURANCE PREMIUMS. (6)NAME: FLETCHER TILTON PC RELATIONSHIP: ENTITY OF WHICH FCHP DIRECTOR, FREDERICK MISILO, JR., IS AN OFFICER. MR. MISILO IS AN OFFICER OF FLETCHER TILTON PC, A LAW FIRM WHICH PURCHASED GROUP HEALTH INSURANCE FOR ITS EMPLOYEES FROM FCHP. VARIOUS BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES HAVE HEALTH INSURANCE PURCHASED BY THEIR EMPLOYERS FROM FCHP, OR ARE AFFILATED WITH ORGANIZATIONS THAT PURCHASE THEIR HEALTH INSURANCE FROM FCHP. ORGANIZATION'S MISSION FORM 990, PART I, LINE 1 FALLON COMMUNITY HEALTH PLAN'S MISSION IS MAKING OUR COMMUNITIES HEALTHY. FCHP IS COMMITTED TO IMPROVING THE HEALTH AND WELLNESS OF OUR COMMUNITIES THROUGH THE DELIVERY OF HIGH QUALITY, AFFORDABLE CARE. PROGRAM SERVICE ACCOMPLISHMENTS FORM 990, PART III, LINE 4A FCHP'S PROGRAM ACTIVITIES CONSIST OF PREPAID HEALTHCARE IN THE COMMONWEALTH OF MASSACHUSETTS. THE COVERED POPULATION AT DECEMBER 31, 2013 WAS 155,395. FALLON COMMUNITY HEALTH PLAN MADE OVER $1,432,734 AVAILABLE TO PROGRAMS THAT MAKE OUR COMMUNITIES HEALTHY. THIS WAS ACCOMPLISHED THROUGH THE DISTRIBUTION OF GRANTS, CHARITABLE DONATIONS, COMMUNITY BENEFIT PROGRAMS, FUNDRAISING EVENTS, AND EMPLOYEE VOLUNTEERISM. FALLON COMMUNITY HEALTH PLAN 2013 Community Benefits Report Summary Narratives Community Benefits Mission Statement February 2, 2014, Fallon Community Health Plan officially announced our rebrand to Fallon Health. This reflects our evolving business in the rapidly changing health care industry. Fallon Health is committed to the vision of creating healthier lives. Since its inception in 1977, Fallon has worked to improve the quality of life and the health status of individuals by offering access to high-quality, affordable medical care and services. Fallon Health will work cooperatively with health care and community service organizations, as well as state and federal agencies, to lead the creation of innovative health care solutions, to seek healthy outcomes, and to improve access to health care services. Fallon will make resources available to community organizations as appropriate in pursuit of these goals. Program Organization and Management In accordance with the Attorney General's Community Benefits Guidelines for Health Maintenance Organizations, Fallon's Board of Directors and its President and CEO appointed Fallon staff and community representatives to serve a three-year term on the Community Benefits Committee to oversee the continued development and implementation of the Community Benefits Program. The Committee is managed by the Director of Community Relations, and reports to the Senior Vice President and Chief Communications Officer. All grant applications are reviewed by the Committee and given final approval by the President and CEO before funds are distributed. This ensures regular evaluation and oversight of the program. Community Health Needs Assessment In 2013, Fallon undertook a review of its Community Benefits Program, assessing both its goals and its grant-making methods. Using community health data and other leading health indicator studies, Fallon convened a Needs Assessment committee to review this data, and data provided by other community agencies, to gain an understanding of the most critical issues affecting communities across Massachusetts and the populations that are most in need. In response to the information gathered during this process, the Community Benefits Program adopted two new areas of focus, which are: 1. Promoting opportunities for at-risk/proven risk youth and young adults between the ages of 12 to 21 with a specific emphasis on youth preparing to age-out of the system and lose services. 2. Providing services to support individuals with behavioral and/or mental health issues with a specific emphasis on addressing the needs of the most vulnerable groups by their ethnicity, age, demographics and risk-factors. Fallon Health's Community Benefits Committee has adopted the following funding priorities for the next three years from 2013 - 2016 : (1) Good nutrition and physical activity; (2) Good health for seniors; (3) Promoting opportunities for at-risk/proven risk youth and young adults between the ages of 12-21 with a specific emphasis on youth preparing to age-out of the system and lose services; (4) Providing services to support individuals with behavioral and/or mental health issues with a specific emphasis on addressing the needs of the most vulnerable groups by their ethnicity, age, demographics and risk factors. Community Benefits Plan The Community Benefits Committee meets two times per year and reviews grant applications once per year. A Request for Proposals for the Community Benefits Grants is mailed to organizations that have applied in previous years, a release is sent to all media outlets and it is also posted on the Fallon Health website. Fallon Health's Community Benefits Committee reviews all grants and selects those programs that align best and focus on at least one of the identified funding priorities to receive grants and support from the available funds. Key Accomplishments of the Reporting Year In 2013, Fallon Health made $1,432,734 available to programs that met the goals of Fallon's Community Benefits Program's areas of focus. This was accomplished through the distribution of over $733,000 in support of the Community Benefit program's area of focus that involved direct expenses, leveraged expenses, staff and volunteer time. We also supported other philanthropic initiatives totaling approximately $699,000 in community sponsorships. In 2013, Fallon Health hosted the eighth annual Golf & Gather FORE a Cause. This fundraising event raised approximately $199,918 in gross receipts, with net revenues exceeding $137,000 which were distributed to more than 100 food pantries, food banks and hunger relief programs throughout Massachusetts. An additional $10,000 was distributed directly through CVS Caremark Foundation resulting from their indirect support of the golf event. Plans for Next Reporting Year Fallon Health is committed to an ongoing re-evaluation of its funding priorities and assessment of the health needs across our service area. In 2016, we will re-conduct another full community needs assessment to determine any future health issues and/or new focuses for our Funding priorities that support our mission of making communities healthy. DESCRIPTIONS OF RELATIONSHIPS FORM 990, PART VI, LINE 2 HOME STAFF LLC IS A JOINT VENTURE OF FCHP AND THE VNA CARE NETWORK & HOSPICE. THE FOLLOWING FCHP BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SERVED ON THE HOME STAFF BOARD OF DIRECTORS DURING 2013: W. PATRICK HUGHES, RICHARD P. BURKE, AND TODD BAILY. FALLON HEALTH & LIFE ASSURANCE COMPANY, INC. (FHLAC), IS A WHOLLY-OWNED SUBSIDIARY OF FCHP. THE FOLLOWING FCHP BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SERVED ON THE FHLAC BOARD OF DIRECTORS IN 2013: DAVID HILLIS, LYNDA YOUNG, CHRISTIAN MCCARTHY, RICHARD BURKE, W. PATRICK HUGHES, AND R. SCOTT WALKER. ULTRABENEFITS, INC. (UBI) IS A WHOLLY-OWNED SUBSIDIARY OF FHLAC. THE FOLLOWING FCHP BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SERVED ON THE UBI BOARD OF DIRECTORS IN 2013: W. PATRICK HUGHES, R. SCOTT WALKER, AND DAVID PRZESIEK. PROCESS USED BY MANAGEMENT AND GOVERNING BODY TO REVIEW 990 FORM 990, PART VI, LINE 11B A DRAFT OF THE FORM 990 WAS PREPARED BY FCHP'S PAID PREPARER USING INFORMATION PROVIDED BY THE ORGANIZATION. THIS DRAFT WAS REVIEWED BY FCHP'S VICE PRESIDENT OF ACCOUNTING OPERATIONS & FINANCIAL PLANNING ANALYSIS, AND SENIOR MANAGEMENT, INCLUDING THE CHIEF FINANCIAL OFFICER, CHIEF COMPLIANCE OFFICER, CHIEF HUMAN RESOURCES OFFICER, AND CHIEF EXECUTIVE OFFICER. AFTER THIS REVIEW A FINAL FORM 990 WAS PREPARED, AND THE FINAL VERSION OF THE FORM 990 WAS PROVIDED TO EACH BOARD MEMBER FOR HIS OR HER REVIEW BEFORE THE FORM 990 WAS FILED WITH THE IRS. DESCRIBE THE PROCESS TO MONITOR CONFLICTS OF INTERESTS FORM 990, PART VI, LINES 12A, B, C FCHP'S BYLAWS REQUIRE ALL DIRECTORS AND OFFICERS TO DISCLOSE ANY ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, AS DEFINED IN THE ORGANIZATION'S CONFLICT OF INTEREST POLICY RELATING TO DIRECTORS, OFFICERS AND MEMBERS OF A COMMITTEE WITH BOARD-DELEGATED POWERS. THIS IS ENFORCED BY THE REQUIREMENT THAT SUCH INDIVIDUALS ANNUALLY COMPLETE A CONFLICT OF INTEREST DISCLOSURE STATEMENT. EACH YEAR THE COMPLETED CONFLICT OF INTEREST DISCLOSURE STATEMENTS ARE REVIEWED BY THE AUDIT AND COMPLIANCE COMMITTEE OF THE BOARD WHICH REPORTS ANY ACTUAL OR POTENTIAL CONFLICTS TO THE FULL BOARD. ANY BOARD MEMBER OR OFFICER WITH A CONFLICT OF INTEREST IS PROHIBITED FROM PARTICIPATING IN ANY DISCUSSION OF, OR VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. TWO INDEPENDENT BOARD MEMBERS ALSO CONDUCT AN ANNUAL REVIEW OF ANY BUSINESS TRANSACTIONS INVOLVING THE ORGANIZATION THAT COULD POTENTIALLY BENEFIT A BOARD MEMBER OR OFFICER, TO ENSURE THAT THE TRANSACTIONS DO NOT INVOLVE ANY UNDUE INFLUENCE, ARE AT FAIR MARKET VALUE, AND ARE IN THE ORGANIZATION'S BEST INTEREST. THE REVIEWING BOARD MEMBERS REPORT THEIR FINDINGS TO THE FULL BOARD. FURTHERMORE, AT BOARD MEETINGS, INDIVIDUAL BOARD MEMBERS ARE ASKED TO IDENTIFY, AND RECUSE THEMSELVES FROM ANY DISCUSSION AND VOTE ON ANY MATTER BEFORE THE BOARD IN WHICH THEY MAY HAVE A CONFLICT. FCHP ALSO REQUIRES ALL DIRECTORS, OFFICERS, AND KEY EMPLOYEES, TO COMPLETE A WRITTEN DISCLOSURE STATEMENT DESIGNED TO IDENTIFY POTENTIAL CONFLICTS. FCHP ALSO HAS GENERAL CORPORATE-WIDE CONFLICT OF INTEREST POLICIES THAT REQUIRE REPORTING OF POTENTIAL CONFLICTS AND MANAGEMENT APPROVAL OF CERTAIN TRANSACTIONS, AND PROHIBITS CERTAIN SPECIFIC TRANSACTIONS. THESE POLICIES ARE ENFORCED BY SENIOR MANAGEMENT, INCLUDING THE CHIEF COMPLIANCE OFFICER. OFFICES & POSITIONS FOR WHICH PROCESS WAS USED FORM 990, PART VI, LINES 15A & 15b FCHP HAS ESTABLISHED AN EXECUTIVE EVALUATION AND COMPENSATION COMMITTEE (THE "COMMITTEE") OF THE BOARD OF DIRECTORS THAT ESTABLISHES POLICIES AND THE COMPENSATION STRUCTURE OF CERTAIN FCHP EXECUTIVE OFFICERS. THIS COMMITTEE IS RESPONSIBLE FOR ASSURING THAT THE TOTAL COMPENSATION PROVIDED TO THESE EXECUTIVE OFFICERS IS DETERMINED BY A FAIR AND EQUITABLE PROCESS, INFORMED BY CURRENT AND CREDIBLE MARKET PRACTICE INFORMATION, AND COMPLIANT WITH APPLICABLE LEGAL AND REGULATORY GUIDELINES. IN 2013, THE COMMITTEE CONSISTED OF THREE MEMBERS OF FCHP'S BOARD OF DIRECTORS, WHO ARE NOT EMPLOYED BY THE ORGANIZATION. FCHP'S CEO SERVED AS AN EX OFFICIO MEMBER OF THE COMMITTEE WITHOUT A VOTING RIGHT. THE EXECUTIVE OFFICERS OVER WHOSE COMPENSATION THE COMMITTEE IS RESPONSIBLE ARE COMPRISED OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER ("CEO"), AND THE PRESIDENT, EXECUTIVE VICE PRESIDENT, AND SENIOR VICE PRESIDENT POSITIONS THAT REPORT DIRECTLY TO THE CEO ("EXECUTIVE GROUP"). IN 2013, TO DETERMINE THE COMPENSATION STRUCTURE OF THE EXECUTIVE GROUP, THE COMMITTEE RELIED ON A WRITTEN COMPENSATION SURVEY PRODUCED BY AN INDEPENDENT CONSULTING FIRM THAT ASSESSES EXECUTIVE COMPENSATION AND BENEFITS. THE COMMITTEE MET TO REVIEW THE COMPENSATION STRUCTURE OF THE EXECUTIVE GROUP AND REVIEWED THE COMPENSATION SURVEY PREPARED BY THE INDEPENDENT CONSULTING FIRM. THE COMMITTEE THEN VOTED TO APPROVE THE COMPENSATION OF THE EXECUTIVE GROUP (OTHER THAN THE CEO). FOR THE CEO'S COMPENSATION THE COMMITTEE (MEETING WITHOUT THE CEO) RECOMMENDED A COMPENSATION STRUCTURE THAT WAS PRESENTED TO THE FCHP'S BOARD OF DIRECTORS. THE BOARD OF DIRECTORS (WITHOUT THE CEO PRESENT), VOTED TO APPROVE THE COMMITTEE'S RECOMMENDATION. ALL THESE DELIBERATIONS WERE CONTEMPORANEOUSLY DOCUMENTED IN THE MINUTES OF THE COMMITTEE AND BOARD OF DIRECTORS. THE PROCESS WAS USED TO ESTABLISH THE COMPENSATION FOR THE EXECUTIVE GROUP IN 2013. THIS PROCESS WAS NOT USED TO ESTABLISH COMPENSATION FOR THE "KEY EMPLOYEES" LISTED IN SCHEDULE J. AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC FORM 990, PART VI, LINES 18 AND 19 FCHP'S FORM 990 AND ANNUAL AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC ON THE MASSACHUSETTS ATTORNEY GENERAL'S WEBSITE. FCHP'S ANNUAL REPORT IS AVAILABLE ON ITS OWN WEBSITE. FCHP'S 990, FINANCIAL STATEMENTS, GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND ANNUAL REPORT ARE ALSO PROVIDED UPON REQUEST. FALLON TOTAL CARE LLC (SEE PART VII) 10 CHESTNUT STREET WORCESTER MA 01608 455591420 HEALTH CARE MA 0 0 FCHP SUMMIT LIVING INC 10 CHESTNUT STREET WORCESTER MA 01608 261836279 ASST LIVING MA 501(C)(3) 11A fchp true FALLON TOTAL CARE INC (SEE PART VII) 10 CHESTNUT STREET WORCESTER MA 01608 455591420 HEALTH CARE MA 501(C)(3) OPEN FCHP true FALLON TOTAL CARE LLC 10 CHESTNUT STREET WORCESTER MA 01608 455591420 HEALTH CARE MA FCHP EXCLUDED 3387650 0 true 0 true 0.51000 SEE PART VII N/A FALLON HEALTH & LIFE ASSURANCE COMPANY 10 CHESTNUT STREET WORCESTER MA 01608 043169246 HLTH & LIFE MA FCHP C CORP -8751167 31575429 1.00000 true ULTRABENEFITS INC 29 EAST MOUNTAIN STREET WORCESTER MA 01606 043525752 3RD PARTY ADM MA FHLAC C CORP 552419 1648744 1.00000 true false true false true false false false false false false false true true true true false false false true FALLON HEALTH & LIFE ASSURANCE CO INC B 8500000 CASH FALLON TOTAL CARE INC B 6075087 CASH ULTRABENEFITS INC L 144099 CASH FALLON TOTAL CARE INC L 91150 CASH ULTRABENEFITS INC M 196185 CASH FALLON HEALTH & LIFE ASSURANCE CO INC N 2879776 CASH FALLON HEALTH & LIFE ASSURANCE CO INC O 6351340 CASH FALLON TOTAL CARE INC O 388295 CASH SUMMIT LIVING INC S 66133 CASH FORM 990, SCHEDULE R, PARTS I, II, and III Fallon Total Care, LLC and Fallon Total Care, Inc. The reason for listing Fallon Total Care on PART I, Part II, and Part III of Schedule R is as follows: The partnership, Fallon Total Care, LLC was termINATED on June 20, 2013. IT WAS TREATED AS A SINGLE MEMBER LLC, DISREGARDED ENTITY WITH RESPECT TO FALLON COMMUNITY HEALTH PLAN, INC. UNTIL SEPTEMBER 20, 2013. The LLC was converted to a nonprofit corporation, Fallon Total Care, Inc. on September 20, 2013. Schedule R, Part V, Line 1d Fallon Community Health Plan, Inc., (fchp) is the guarantor of Fallon Total Care Inc., (FTC). The agreement was completed in order to meet the financial solvency requirement of FTC, which was required by the Commonwealth of Massachusetts Executive Office of Health and Human Services (EOHHS) as part of the FTC demonstration program application process. fchp unconditionally guarantees the unmet financial obligations, and no dollar amounts are specified.