2014-10-30T18:01:11-05:00 2013-12-31 ERNST & YOUNG US LLP 4370 LA JOLLA VILLAGE DR STE 500 SAN DIEGO CA 92122 990 2013-01-01 941682256 SUTTER GOULD MEDICAL FOUNDATION % CHRIS BOUDREAUX SUTT 9162866665 600 COFFEE ROAD Suite MODESTO CA 95355 Joe Hirt CFO 9162866665 2014-10-27 true Debra Heiskala P00649485 9162866665 2013 2015-11-30 17:44:51Z DAVID BENN 600 COFFEE ROAD MODESTO CA 95355 317314421 false X WWW.SUTTERHEALTH.ORG X 1985 CA SEE SCHEDULE O 15 9 1250 69 0 31236 210920 307950272 316446654 219463 453258 4842 185976 308205813 317296808 14958 130253 0 0 67860035 70714729 0 0 290465 229880521 240138561 297755514 310983543 10450299 6313265 194795274 238566398 187395222 226837126 7400052 11729272 X SEE SCHEDULE O false false 302591708 130253 316446654 SEE SCHEDULE O 302591708 true true false false false false false false false false true false false false true true false true false false false false false false false false false true true true true false false false false false false false false false true false false false false false true true false false false true 657 0 true 1250 true false false false false false false false false false false X 15 9 true false false false true true true true true false false false true true true true true true true false CA X CHRIS BOUDREAUX 9162978007 9100 FOOTHILLS BOULEVARD ROSEVILLE CA 95747 DAVID ADKINS MD TRUSTEE 1.0 0.0 X 0 0 0 RICHARD ASCHIERIS TRUSTEE 1.0 0.0 X 0 0 0 DAVID BENN REGIONAL PRES., CENTRAL VALLEY 1.0 40.0 X X 0 1223498 290308 TIM BYRD TRUSTEE 1.0 0.0 X 0 0 0 MICHAEL CADRA MD DMD TRUSTEE (PART YEAR) 1.0 0.0 X 28750 0 0 CATHERINE CARDOZA-CONNER TRUSTEE 1.0 0.0 X 0 0 0 BEVERLY FINLEY TRUSTEE 1.0 0.0 X 0 0 0 KENNI FRIEDMAN TRUSTEE 1.0 0.0 X 0 0 0 PATRICK FRY PRESIDENT & CEO SUTTER HEALTH 1.0 40.0 X 0 3989362 2020826 SARAH KREVANS COO, SUTTER HEALTH 1.0 40.0 X 0 2264199 372873 PRATAP KURRA MD MEDICAL DIRECTOR, COS 1.0 0.0 X 7200 0 0 TED LELAND PHD TRUSTEE 1.0 0.0 X 0 0 0 FRANCES MIZUNO TRUSTEE, VICE CHAIR 1.0 0.0 X X 0 0 0 SUNIL PATEL MD TRUSTEE (PART YEAR) 1.0 0.0 X 0 16402 0 TIMA SEWARD TRUSTEE, CHAIR FINANCE & PLAN 1.0 0.0 X X 0 0 0 TODD C SMITH MD TRUSTEE, CHAIR 1.0 0.0 X X 0 0 0 PHILLIP YU MD TRUSTEE 1.0 0.0 X 0 0 0 GARY HARELL SECRETARY SGMF, REG COUNSEL CV 1.0 40.0 X 0 295111 64869 JOE HIRT CFO, CENTRAL VALLEY REGION 1.0 40.0 X 0 497287 72444 PAUL DECHANT MD CEO, SGMF 40.0 0.0 X 0 808073 120284 KATHERINE MANUEL COO, SGMF 40.0 0.0 X 0 375414 52187 CHARLES SANDERS CFO, SGMF 40.0 0.0 X 0 296543 40005 ASAAD ABDELMALEK DIR. OPERATIONS, PRIMARY CARE 40.0 0.0 X 143841 0 20891 ROBERTA EDGE DIR DIAGNOSTIC IMAGING 40.0 0.0 X 142020 0 9658 STEPHANIE MILLER EXECUTIVE DIR, HR 40.0 0.0 X 210088 0 18934 CYNTHIA TUMBARELLO DIR. QUAL/CARE MGMT/RISK MGMT 40.0 0.0 X 151748 0 1916 CAROL TURNER OPERATIONS DIR, SPECIALTIES 40.0 0.0 X 162809 0 10187 JAMES CONFORTI REGIONAL PRES., SAC SIERRA 0.0 40.0 X 0 1122894 209404 846456 10888783 3304786 52 true true false GOULD MEDICAL GROUP INC 600 COFFEE ROAD MODESTO CA 95355 MEDICAL SERVICES 121817965 CENTRAL VALLEY MEDICAL GROUP PO BOX 6900 RANCHO CUCAMONGA CA 91729 MEDICAL SERVICES 15682862 SUTTER CONNECT LLC PO BOX 254917 SACRAMENTO CA 95865 BILLING SERVICES 14693047 MCKESSON SPECIALTY CARE 15212 COLLECTION CENTER DR CHICAGO IL 60693 MAINTENANCE SERVICES 8065609 PRASAD'S DELIVERY SERVICES INC 3212 MERLE AVENUE MODESTO CA 95355 COURIER SERVICES 735975 24 210920 10689 210920 PATIENT SERVICE REVENUE 622110 316427309 316427309 RENTAL TO AFFILIATES 900099 19345 19345 316446654 466871 466871 0 0 185976 185976 0 185976 185976 4000 17613 -13613 -13613 -13613 0 0 0 0 317296808 316446654 639234 X 107332 107332 22921 22921 0 0 1480030 1480030 0 44510164 43986715 366413 157036 2913289 2796324 116965 17835345 17068963 705308 61074 3975901 3818672 157229 8548927 7481445 1057707 9775 235625 235625 91387 91387 0 0 92458 92458 121899209 121899209 650155 650155 3557272 3103398 446388 7486 3986108 2786433 1197580 2095 0 8256769 8136488 120281 340934 252893 85122 2919 0 68850 19120 21522 28208 4319822 4319822 0 12120206 11990611 129595 543667 390576 153091 PURCHASED SERVICES 9612050 8369114 1228577 14359 MEDICAL SUPPLIES 20738101 20738101 CAPITATED PURCHASED SERVICES 26707545 26707545 THIRD PARTY ADMINISTRATOR 13852071 13852071 4517405 4093800 416092 7513 310983543 302591708 8101370 290465 0 0 27082196 53290441 0 22611 25951117 26972610 0 0 0 0 0 0 1770679 1993753 494407 194041 197864241 69400810 129518067 128463431 2611842 20712578 0 0 0 0 0 0 7366966 6916933 194795274 238566398 39292497 55847758 0 0 0 0 147646656 170665110 0 0 0 0 0 0 0 0 456069 324258 187395222 226837126 X 7389655 11663565 10397 65707 0 0 7400052 11729272 194795274 238566398 X 6313265 -1815366 -168679 X false true X true false X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 21240150 21240150 0 108984029 23069549 85914480 0 4746423 2653066 2093357 0 45372528 38032217 7340311 0 17521111 5645978 11875133 128463431 0 INSURANCE LIABILITIES 241203 OTHER LIABILITIES 83055 324258 X PART X, LINE 2 THIS ORGANIZATION WAS PART OF A CONSOLIDATED FINANCIAL SYSTEM AUDIT. THE ASC 740 AUDIT FOOTNOTE DISCLOSURE FOR THE SUTTER SYSTEM IS AS FOLLOWS: SUTTER HEALTH, THE LEGAL ENTITY, AND MOST AFFILIATES HAVE BEEN DETERMINED TO BE EXEMPT ORGANIZATIONS BY THE INTERNAL REVENUE SERVICE, (PURSUANT TO INTERNAL REVENUE CODE SECTION 501(C)(3)), AND THE CALIFORNIA FRANCHISE TAX BOARD (PURSUANT TO CALIFORNIA REVENUE AND TAXATION CODE 23701(D)) AND, GENERALLY, ARE NOT SUBJECT TO TAXES ON INCOME. CERTAIN ACTIVITIES OF SUTTER ARE SUBJECT TO INCOME TAXES; HOWEVER, SUCH ACTIVITIES ARE NOT SIGNIFICANT TO THE COMBINED FINANCIAL STATEMENTS. WITH RESPECT TO ITS TAXABLE ACTIVITIES, SUTTER RECORDS INCOME TAXES USING THE LIABILITY METHOD, UNDER WHICH DEFERRED TAX ASSETS AND LIABILITIES ARE DETERMINED BASED ON THE DIFFERENCES BETWEEN THE FINANCIAL ACCOUNTING AND TAX BASIS OF ASSETS AND LIABILITIES. DEFERRED TAX ASSETS OR LIABILITIES AT THE END OF EACH PERIOD ARE DETERMINED USING THE CURRENTLY ENACTED TAX RATE EXPECTED TO APPLY TO TAXABLE INCOME IN THE PERIODS THAT THE DEFERRED TAX ASSET OR LIABILITY IS EXPECTED TO BE REALIZED OR SETTLED. SUTTER RECOGNIZES THE TAX BENEFIT FROM UNCERTAIN TAX POSITIONS ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITIONS WILL BE SUSTAINED ON EXAMINATION BY THE TAX AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFIT IS MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. SUTTER RECOGNIZES INTEREST AND PENALTIES RELATED TO INCOME TAX MATTERS IN OPERATING EXPENSES. AT DECEMBER 31, 2013 AND 2012, THERE WERE NO SUCH UNCERTAIN TAX POSITIONS. true MARCH OF DIMES 4201 W SHAW AVE STE 105 FRESNO CA 93722 131846366 501(C)(3) 10000 SIERRA VISTA CHILD & FAMILY SERVICES 1700 MCHENRY VILLAGE WY MODESTO CA 95350 942158023 501(C)(3) 82457 2 EDUCATION ASSISTANCE 53 22921 PART I, LINE 2 THE SUTTER HEALTH SYSTEM HAS AN OVERLAP IN LEADERSHIP WHICH MONITORS THE USE OF GRANTS BETWEEN AFFILIATES. EDUCATION ASSISTANCE WAS FOR EMPLOYEES TO TAKE CLASSES OR SEMINARS TO IMPROVE JOB SKILLS AND/OR OBTAIN VARIOUS CERTIFICATIONS. X true true false true false false false false false true false ASAAD ABDELMALEK DIR. OPERATIONS, PRIMARY CARE 133494 0 10347 0 0 0 0 0 20891 0 164732 0 0 0 DAVID BENN REGIONAL PRES., CENTRAL VALLEY 0 584151 0 489688 0 149659 0 269631 0 20677 0 1513806 0 593223 JAMES CONFORTI REGIONAL PRES., SAC SIERRA 0 586008 0 472842 0 64044 0 187180 0 22224 0 1332298 0 470876 PAUL DECHANT MD CEO, SGMF 0 459888 0 265638 0 82547 0 97380 0 22904 0 928357 0 307170 ROBERTA EDGE DIR DIAGNOSTIC IMAGING 132953 0 8025 0 1042 0 1485 0 8173 0 151678 0 0 0 PATRICK FRY PRESIDENT & CEO SUTTER HEALTH 0 1568936 0 1958195 0 462231 0 1986744 0 34082 0 6010188 0 2310942 GARY HARELL SECRETARY SGMF, REG COUNSEL CV 0 250296 0 43832 0 983 0 51303 0 13566 0 359980 0 43832 JOE HIRT CFO, CENTRAL VALLEY REGION 0 341126 0 119377 0 36784 0 58786 0 13658 0 569731 0 140877 SARAH KREVANS COO, SUTTER HEALTH 0 909010 0 875587 0 479602 0 348316 0 24557 0 2637072 0 1312940 KATHERINE MANUEL COO, SGMF 0 275794 0 99164 0 456 0 38432 0 13755 0 427601 0 99164 STEPHANIE MILLER EXECUTIVE DIR, HR 171296 0 38600 0 192 0 3219 0 15715 0 229022 0 0 0 CHARLES SANDERS CFO, SGMF 0 198243 0 74242 0 24058 0 26439 0 13566 0 336548 0 74242 CYNTHIA TUMBARELLO DIR. QUAL/CARE MGMT/RISK MGMT 141355 0 10079 0 314 0 1822 0 94 0 153664 0 0 0 CAROL TURNER OPERATIONS DIR, SPECIALTIES 151829 0 10980 0 0 0 2299 0 7888 0 172996 0 0 0 PART I, LINE 1A TAX INDEMNIFICATION: STANDARD POLICY FOR ALL SUTTER HEALTH EMPLOYEES IS THAT NON-CASH GIFTS AND AWARDS ARE GROSSED-UP FOR TAX PURPOSES. THE AMOUNT OF THE GROSS-UP IS ADDED TO THE EMPLOYEE'S WAGES AND TAXED ACCORDINGLY. PART I, LINE 3 THE CEO OF THE ORGANIZATION IS AN EMPLOYEE OF SUTTER HEALTH, A RELATED TAX-EXEMPT ORGANIZATION. THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ENSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. PART I, LINE 4B THE PURPOSE OF THE NONQUALIFIED RETIREMENT PLAN IS TO PROVIDE SUTTER HEALTH EXECUTIVES WITH A COMPETITIVE RETIREMENT BENEFIT CONSISTENT WITH SUTTER HEALTH'S OVERALL COMPENSATION PHILOSOPHY FOR ALL EMPLOYEES. CONTRIBUTIONS ARE DESIGNED TAKING INTO CONSIDERATION LOST RETIREMENT BENEFITS THAT WOULD OTHERWISE BE OBTAINED THROUGH THE QUALIFIED PENSION PLAN. SUTTER'S PLANS ARE DESIGNED CONSISTENT WITH COMPETITIVE INDUSTRY PRACTICES. THE RETIREMENT PLAN FOR SUTTER HEALTH EMPLOYEES IS A COMBINATION OF SOCIAL SECURITY, 403B EMPLOYER MATCH CONTRIBUTIONS AND QUALIFIED PLAN BENEFITS. SUTTER HEALTH EXECUTIVES ARE GENERALLY INELIGIBLE FOR EMPLOYER MATCH CONTRIBUTIONS. ADDITIONALLY, QUALIFIED PLAN BENEFITS CAPS HAVE THE EFFECT OF SUBSTANTIALLY REDUCING RETIREMENT BENEFITS THAT ARE OTHERWISE PROVIDED TO ALL EMPLOYEES. THE EFFECT IS THAT EXECUTIVES OFTEN DO NOT RECEIVE THE SAME LEVEL OF RETIREMENT BENEFIT ON AN INCOME REPLACEMENT BASIS AS OTHER EMPLOYEES. TO ENSURE A COMPETITIVE RETIREMENT BENEFIT AND TO ADDRESS THE SHORTFALLS DESCRIBED ABOVE, SUTTER HEALTH MAKES AN ANNUAL CONTRIBUTION TO A NON-QUALIFIED 457(F) PLAN FOR ITS EXECUTIVES. THE FORMULA HAS TWO PARTS: (1) 4% TO 7% OF BASE SALARY (COMMENSURATE WITH MANAGEMENT LEVEL), PLUS (2) A CONTRIBUTION STARTING AT 5% (BASED UPON TENURE) FOR EARNINGS BEYOND THE PENSION PAY CAP. THE LATTER OF WHICH IS DESIGNED TO HELP RESTORE LOST PENSION BENEFITS FORFEITED UNDER THE QUALIFIED PLAN FOR EARNINGS OVER THE PENSION PAY CAP LIMIT. CONTRIBUTIONS ARE ALSO MADE FOR A SMALL GROUP OF SENIOR LEVEL EXECUTIVES WHOSE ESTIMATED RETIREMENT BENEFIT (SOCIAL SECURITY PLUS QUALIFIED PLAN BENEFITS PLUS 457F) FALLS BELOW 50% - 65% OF FINAL 4-YEAR AVERAGE BASE SALARY WHEN RETIRING AT AGE 65. TARGET BENEFIT LEVELS VARY BY YEARS OF SERVICE. UNLIKE SUTTER HEALTH'S QUALIFIED PLAN WHERE EMPLOYEE BENEFITS ARE GUARANTEED (I.E., A DEFINED BENEFIT), SUTTER'S NON-QUALIFIED PLAN BENEFITS ARE NOT GUARANTEED BY SUTTER HEALTH. INVESTMENT RISK IS BORNE BY PARTICIPANTS AND BENEFITS ARE NOT PROTECTED SHOULD SUTTER HEALTH BECOME INSOLVENT. PART I, LINE 7 SPOT AWARDS ARE INFREQUENTLY USED TO REWARD EMPLOYEES. THERE ARE NO SPECIFIC GUIDELINES FOR THE AMOUNT OF THE SPOT AWARD BUT THE AMOUNT TENDS TO NOT EXCEED 5% OF GROSS PAY. ANNUAL INCENTIVE PLAN (AIP) THE PURPOSE OF THE PLAN IS TO FOCUS EXECUTIVES ON SPECIFIC, SHORTER-TERM GOALS THAT ARE CRITICAL TO THE ACHIEVEMENT OF AFFILIATE, REGION, AND SYSTEM-WIDE OBJECTIVES THAT DRIVE OVERALL ORGANIZATION PERFORMANCE. A PORTION OF THE PLAN AWARD IS DISCRETIONARY IN THAT THE SUPERVISOR MAY ADD +/- 5% TO THE AWARD PROVIDED THE TOTAL AWARD (FORMULA PORTION PLUS DISCRETIONARY) DOES NOT EXCEED THE MAXIMUM ESTABLISHED FOR ANY GIVEN EXECUTIVE. LONG TERM PERFORMANCE PLANS SUTTER HEALTH ALSO EMPLOYS LONG TERM PERFORMANCE PLANS WHICH ARE DESIGNED TO FOCUS ON LONGER TERM STRATEGIC OBJECTIVES OF THE ORGANIZATION. SUTTER'S LONG TERM PERFORMANCE PLAN APPROACH IS A COMBINATION OF BOTH LONGER TERM MEASURES OF ORGANIZATION SUCCESS AND KEY ORGANIZATION STRATEGIES WHICH REQUIRE THE COMBINED EFFORT OF ALL LEADERSHIP TO ACHIEVE SUCCESS. SUTTER USES A COMMON FATE APPROACH IN THAT ALL PLAN PARTICIPANTS ARE MEASURED AGAINST THE SAME, ORGANIZATION-WIDE CRITERIA VS. INDIVIDUAL EFFORTS. THIS FOSTERS A COMMON PURPOSE ACROSS LEADERSHIP AND A SHARED SENSE OF ACCOUNTABILITY FOR THE OVERALL SUCCESS OF SUTTER HEALTH. TO ENSURE THAT EXTRAORDINARY EFFORTS BY INDIVIDUALS CAN BE RECOGNIZED AND THAT ACTIONS OF LEADERSHIP ARE CONSISTENT WITH SUPPORTING SUTTER HEALTH'S OVERALL MISSION, VISION, AND VALUES, SUTTER'S LONG TERM INCENTIVE PLAN APPROACH ALSO INCORPORATES A COMBINATION OF CEO AND SUTTER HEALTH COMPENSATION COMMITTEE DISCRETION. IN SOME CASES, THE SUTTER HEALTH COMPENSATION COMMITTEE HAS DELEGATED AUTHORITY TO THE PRESIDENT & CEO TO MODIFY INDIVIDUAL AWARDS WITHIN LIMITS THAT HAVE BEEN PRE-APPROVED BY THE SUTTER HEALTH COMPENSATION COMMITTEE. THIS INCLUDES BOTH THE REDUCTION AND INCREASE OF AWARD AMOUNTS. SUCH MODIFICATIONS GENERALLY DO NOT EXCEED +/- 20% AND ARE EMPLOYED JUDICIOUSLY. IN ALL CASES, THE COMPENSATION COMMITTEE OF THE BOARD DETERMINES ACHIEVEMENT OF ORGANIZATION GOALS AND MAKES FINAL AWARD DETERMINATION WHICH MAY RESULT IN A REDUCTION OF AWARD IF APPROPRIATE. ALL SENIOR EXECUTIVE AWARDS ARE REVIEWED FOR COMPENSATION REASONABLENESS AND APPROVED PRIOR TO PAYMENT BY THE COMPENSATION COMMITTEE. A CSCDA 2005A 680164610 130911U24 2005-10-19 276217522 CONSTRUCTION & REFUNDING 1995 false false false B CSCDA 2005BC 680164610 130795EG8 2007-05-01 49994066 CONSTRUCTION & REFUNDING 1995 false false false C CHFFA 2007A 521643828 13033FQ37 2007-05-01 790998316 CONSTRUCTION false false false D CSCDA 2008BC 680164610 130795TD9 2008-05-14 291999417 CONSTRUCTION false false false A 0 0 286119410 20579128 0 0 0 0 0 189282478 76257804 0 2008 true false true true B 0 0 52440606 3436269 0 0 0 0 0 0 49004337 0 true false true true C 0 0 858547387 0 55398317 0 0 0 0 783091871 20057199 0 2011 false false true true D 0 0 307344038 0 31655776 0 0 0 0 262891121 12797141 0 false false true true A false true true true true true 0.00220 0.00220 false false false true B false true true true true true 0.00220 0.00220 false false false true C false true true true true true 0.00790 0.00790 false false false true D false true true true true true 0.00370 0.00020 0.00390 false false false true A false true false false 0 false 0 false true B true false false 0 false 0 false true C true false false 0 false 0 false true D false true false false 0 false 0 false true A true B true C true D true Global Disclosure: PART I, COLUMN (E): THE ORGANIZATION'S SOLE CORPORATE MEMBER IS A CONDUIT BORROWER OF TAX-EXEMPT BOND ISSUES THAT ALLOCATES PORTIONS OF EACH ISSUE TO CERTAIN SUBSIDIARY ORGANIZATIONS, INCLUDING THE ORGANIZATION. THE OUTSTANDING BOND LIABILITY ALLOCATED TO THIS ORGANIZATION IS REPORTED ON FORM 990, PART X, BALANCE SHEET AND PART VI HEREIN. WITH THE EXCEPTION OF THIS PORTION OF PART VI, THE SCHEDULE K FOR THIS ORGANIZATION IS REPORTING INFORMATION FOR THE ENTIRE BOND ISSUE. PART II, LINE 7: ISSUANCE COSTS WERE FUNDED THROUGH EQUITY CONTRIBUTIONS. SGMF SPECIFIC: PART I, COLUMN (E): THE FILING ORGANIZATION RECEIVED BOND PROCEEDS IN THE AMOUNTS OF: $23,105,476 FROM THE 2005A ISSUE; $4,965,040 FROM THE 2005BC ISSUE; $38,236,648 FROM THE 2007A ISSUE; AND, $89,674,042 FROM THE 2008BC ISSUE. PART I, LINE B, COLUMN (F): THE INITIAL BONDS ISSUED IN 2005 WERE "NEW MONEY" BONDS THAT WERE RETIRED AND REISSUED ON MAY 1, 2007. ACCORDINGLY, WHERE APPROPRIATE, SCHEDULE K REFLECTS THE CURRENT REFUNDING BONDS THAT WERE TREATED AS REISSUED RATHER THAN REFLECTING THE ORIGINAL "NEW MONEY" BONDS. PART IV, LINE 2C, COLUMN (A): REBATE COMPUTATION WAS CALCULATED BY BLX GROUP ON 10/19/10. GOULD MEDICAL GROUP SEE PART V 121817964 SEE PART V false PART IV TODD SMITH, MD, DAVID ADKINS, MD AND PHILLIP YU, MD, TRUSTEES OF SUTTER GOULD MEDICAL FOUNDATION (SGMF), ARE ALSO MEMBERS AND SHAREHOLDERS OF GOULD MEDICAL GROUP (GMG). DURING THE YEAR, GMG PROVIDED MEDICAL SERVICES TO SGMF VIA A PHYSICIAN'S SERVICE AGREEMENT. PART I, LINE 1 AND PART III, LINE 1 THE MISSION OF SUTTER GOULD MEDICAL FOUNDATION IS TO ENHANCE THE HEALTH AND WELL-BEING OF PEOPLE IN THE COMMUNITIES WE SERVE, THROUGH A NON-PROFIT COMMITMENT TO COMPASSION AND EXCELLENCE IN HEALTH CARE SERVICES. THE FOUNDATION CONTRACTS WITH GOULD MEDICAL GROUP, INC., A PROFESSIONAL CORPORATION THAT EMPLOYS LICENSED PHYSICIANS AND PROVIDERS. THE MISSION OF THE GROUP IS TO PROVIDE AND MANAGE HIGH QUALITY, COST EFFECTIVE, COMPASSIONATE HEALTH CARE FOR THE PATIENTS OF SUTTER GOULD MEDICAL FOUNDATION. FORM 990, PART III, LINE 4A HISTORY GOULD MEDICAL GROUP, INC. WAS FORMED IN 1948 BY DOCTORS J.H. BARR, BROTHERS C.R. AND V.J. MAINO, EVELYN MAYMAN AND HARRY STEWARD. THE CLINIC WAS NAMED IN HONOR OF LONG TIME LOCAL PHYSICIAN NED GOULD. OVER THE YEARS, THE GROUP CONTINUED TO ADD PROVIDERS AND BEGAN TO OUTGROW ITS SMALL CLINIC. IN 1955, THE MAIN CLINIC LOCATED AT 600 COFFEE ROAD WAS BUILT. DURING THE 1980S, GOULD OPENED CARE CENTERS IN MODESTO, CERES AND PATTERSON. THESE CARE CENTERS BRING HIGH QUALITY HEALTHCARE TO WHERE PATIENTS LIVE. IN 1986, THE PHYSICIANS FORMED THE GOULD MEDICAL FOUNDATION, A 501(C)(3) NON-PROFIT COMMUNITY BENEFIT ORGANIZATION. A CLINICAL RESEARCH DEPARTMENT, HEALTH EDUCATION DEPARTMENT AND THE HEALTH LIBRARY SUPPORT OUR COMMUNITY BENEFIT EFFORTS. IN 1993, GOULD MEDICAL FOUNDATION AFFILIATED WITH SUTTER HEALTH, ONE OF THE LARGEST NON-PROFIT HEALTH CARE SYSTEMS IN NORTHERN CALIFORNIA. SUTTER GOULD MEDICAL FOUNDATION HAS EXPANDED ITS CARE CENTERS TO CERES, TURLOCK, PATTERSON, LOS BANOS, TRACY, STOCKTON AND LODI. TODAY, THE FOUNDATION CONSISTS OF 281 PROVIDERS IN 25 CARE CENTER LOCATIONS THROUGHOUT THE CENTRAL VALLEY. IN 2013, THE NUMBERS OF PATIENT VISITS WERE 1,451,019. COMMUNITY BENEFIT AND CHARITY CARE BENEFITS SUTTER GOULD MEDICAL FOUNDATION (SGMF) AND SUTTER HEALTH ARE NOT-FOR-PROFIT ORGANIZATIONS WHOSE PRIMARY MISSION IS TO PROVIDE HIGH-QUALITY AFFORDABLE HEALTH CARE TO THE PUBLIC. AS SUCH, THEIR FACILITIES PROVIDE A NUMBER OF COMMUNITY BENEFITS, IN THE FORM OF CHARITABLE CONTRIBUTIONS, INDIGENT CARE AND COMMUNITY PROGRAMS. IN 2013, FOR EXAMPLE, SGMF PROVIDED OVER $12.9 MILLION DOLLARS IN TOTAL QUANTIFIABLE COMMUNITY BENEFITS. SGMF WILL CONTINUE THIS TRADITION, INCLUDING THE SERVICES DETAILED BELOW. MEDICARE, MEDI-CAL, HEALTHY FAMILIES AND CARING FOR THE UNINSURED FOR THE CONVENIENCE OF PATIENTS, SGMF PARTICIPATES IN MORE THAN 16 MAJOR HEALTH INSURANCE PLANS, INCLUDING MANAGED CARE PLANS (HMOS), AND CARES FOR MEDICARE, MEDI-CAL AND SELF-PAY PATIENTS. AS THE LOCAL POPULATION AGES AND MEDICARE REIMBURSEMENT INCREASINGLY FAILS TO COVER COSTS, MANY SENIOR PERSONS HAVE DIFFICULTY ACCESSING HEALTH CARE SERVICES. SGMF REMAINS COMMITTED TO SERVING THE ENTIRE LOCAL COMMUNITY, AND IS ONE OF A SHRINKING NUMBER OF HEALTH CARE ENTITIES THAT ACCEPTS NEW MEDICARE PATIENTS, THROUGH ARRANGEMENTS WITH HEALTH INSURANCE COMPANIES SUCH AS UNITED HEALTHCARE (AARP MEDICAL COMPLETE), AND HEALTH NET (SENIORITY PLUS). MANY SGMF PATIENTS ARE INSURED THROUGH MEDICARE, MEDI-CAL OR HEALTHY FAMILIES. THIS GROUP ACCOUNTS FOR A SIGNIFICANT PORTION OF THE HEALTH CARE SERVICES WE PROVIDE, IN LARGE PART DUE TO THE INCREASED HEALTH CARE NEEDS OF SENIOR PATIENTS ON MEDICARE. IN 2013, SGMF CARED FOR 19,140 MEDI-CAL PATIENTS, AND GOULD OB/GYNS DELIVERED 346 BABIES OF MEDI-CAL PATIENTS. REIMBURSEMENT FROM MEDI-CAL AND OTHER SERVICES FOR THE POOR AND UNDERSERVED DOES NOT MEET THE ACTUAL COST OF PROVIDING CARE, AND EACH YEAR SGMF SPENDS MILLIONS OF DOLLARS TO CARE FOR THESE PATIENTS. IN 2013, FOR EXAMPLE, SGMF PROVIDED OVER $7.3 MILLION DOLLARS IN TOTAL QUANTIFIABLE SERVICES FOR THE POOR AND UNDERSERVED. THIS INCLUDES PROVIDING UNPAID CARE TO MEDICALLY INDIGENT PATIENTS AND DISCOUNTED CARE TO QUALIFIED PATIENTS. SGMF ALSO HELPS WORK OUT NO-INTEREST PAYMENT PLANS TO HELP PATIENTS WHO HAVE BECOME UNINSURED DUE TO LOSS OF EMPLOYMENT. FORM 990, PART VI, LINE 2 TODD SMITH, MD, DAVID ADKINS, MD AND PHILLIP YU, MD, TRUSTEES OF SUTTER GOULD MEDICAL FOUNDATION (SGMF), ARE ALSO MEMBERS AND SHAREHOLDERS OF GOULD MEDICAL GROUP (GMG). DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS FORM 990, PART VI, QUESTIONS 6 & 7A THIS CORPORATION IS AN AFFILIATE OF SUTTER HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION. SUTTER HEALTH IS THE SOLE MEMBER WITH THE RIGHT TO ELECT AT LEAST A MAJORITY OF THE MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, LINE 7B SUTTER HEALTH AS THE SOLE MEMBER OF THE ORGANIZATION IS ENTITLED TO EXERCISE FULLY ALL RIGHTS AND PRIVILEGES OF MEMBERS OF NONPROFIT CORPORATIONS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW, AND ALL OTHER APPLICABLE LAWS. THE MEMBER HAS THE RIGHTS AND POWERS TO APPOINT (AND REMOVE) MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS, SUBJECT TO THE PROVISIONS OF THE BYLAWS. IN ADDITION, THE MEMBER HAS THE RIGHT TO APPROVE THE FOLLOWING ACTIONS OF THE CORPORATION'S BOARD OF DIRECTORS: A. MERGER, CONSOLIDATION, REORGANIZATION, OR DISSOLUTION OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; B. AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION OR THE BYLAWS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; C. ADOPTION OF OPERATING BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY, INCLUDING CONSOLIDATED OR COMBINED BUDGETS OF THE CORPORATION AND ALL SUBSIDIARY ORGANIZATIONS OF THE CORPORATION; D. ADOPTION OF CAPITAL BUDGETS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; E. AGGREGATE OPERATING OR CAPITAL EXPENDITURES ON AN ANNUAL BASIS THAT EXCEED APPROVED OPERATING OR CAPITAL BUDGETS BY A SPECIFIED DOLLAR AMOUNT TO BE DETERMINED FROM TIME TO TIME BY THE GENERAL MEMBER; F. LONG-TERM OR MATERIAL AGREEMENTS INCLUDING, BUT NOT LIMITED TO, BORROWINGS, EQUITY FINANCINGS, CAPITALIZED LEASES AND INSTALLMENT CONTRACTS; AND PURCHASE, SALE, LEASE, DISPOSITION, HYPOTHECATION, EXCHANGE, GIFT, PLEDGE, OR ENCUMBRANCE OF ANY ASSET, REAL OR PERSONAL, WITH A FAIR MARKET VALUE IN EXCESS OF A DOLLAR AMOUNT TO BE DETERMINED FROM TIME TO TIME BY THE DIRECTORS OF THE GENERAL MEMBER, WHICH SHALL NOT BE LESS THAN 10% OF THE TOTAL ANNUAL CAPITAL BUDGET OF THE CORPORATION; G. APPOINTMENT OF AN INDEPENDENT AUDITOR AND HIRING OF INDEPENDENT COUNSEL EXCEPT IN CONFLICT SITUATIONS BETWEEN THE GENERAL MEMBER AND THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; H. THE CREATION OR ACQUISITION OF ANY SUBSIDIARY OR AFFILIATE ENTITY; I. CONTRACTING WITH AN UNRELATED THIRD PARTY FOR ALL OR SUBSTANTIALLY ALL OF THE MANAGEMENT OF THE ASSETS OR OPERATIONS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; J. APPROVAL OF MAJOR NEW PROGRAMS AND CLINICAL SERVICES OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY. THE GENERAL MEMBER SHALL FROM TIME TO TIME DEFINE THE TERM "MAJOR" IN THIS CONTEXT; K. APPROVAL OF STRATEGIC PLANS OF THE CORPORATION OR ANY SUBSIDIARY OR AFFILIATE ENTITY; L. ADOPTION OF QUALITY ASSURANCE POLICIES NOT IN CONFORMITY WITH POLICIES ESTABLISHED BY THE GENERAL MEMBER; M. ANY TRANSACTION BETWEEN THE CORPORATION, A SUBSIDIARY OR AFFILIATE AND A DIRECTOR OF THE CORPORATION OR AN AFFILIATE OF SUCH DIRECTOR. IN ADDITION, THE GENERAL MEMBER SHALL HAVE THE AUTHORITY (BY A VOTE OF NOT LESS THAN TWO-THIRDS (2/3) OF ITS BOARD), TO DECLARE A MAJOR ACTIVITY REQUIRING APPROVAL. FORM 990, PART VI, LINE 11B SUTTER HEALTH, A RELATED TAX-EXEMPT ORGANIZATION, HAS A CENTRALIZED TAX DEPARTMENT RESPONSIBLE FOR THE PREPARATION OF THE FORM 990. ANNUALLY THE TAX DEPARTMENT PROVIDES TRAINING AND EDUCATION TO AFFILIATE PERSONNEL WHO ASSIST THE TAX DEPARTMENT IN COLLECTING AND REVIEWING DATA TO BE REPORTED ON THE FORM 990. THE PREPARATION MATERIAL IS REVIEWED BY VARIOUS DEPARTMENTS INCLUDING TAX, FINANCE, LEGAL, AND HUMAN RESOURCES. A NATIONAL ACCOUNTING FIRM PREPARES AND/OR REVIEWS THE RETURN. A COMPLETED RETURN IS THEN REVIEWED BY THE TAX DEPARTMENT, THE AFFILIATE, AND THE CFO BEFORE THE RETURN IS FILED. FORM 990, PART VI, LINE 12 EMPLOYEES ARE EDUCATED ON THE CONFLICT OF INTEREST POLICY AND THE NEED TO MAKE DISCLOSURE AS PART OF ANNUAL COMPLIANCE EDUCATION. IN ADDITION, ANNUALLY A DISCLOSURE STATEMENT IS COMPLETED BY ALL DIRECTORS AND OFFICERS THAT INCLUDES AN ACKNOWLEDGEMENT THAT THEY HAVE READ THE CONFLICT OF INTEREST POLICY. ON THIS STATEMENT THE INDIVIDUAL WILL LIST A WIDE RANGE OF INFORMATION WHICH INCLUDES BUSINESS RELATIONSHIPS, EMPLOYMENT RELATIONSHIPS, PROPERTY INTERESTS, AND THOSE OF RELATED PARTIES. THE CEO AND BOARD CHAIR WILL REVIEW THE STATEMENTS AND MONITOR SITUATIONS THAT MAY POSE A POTENTIAL CONFLICT OF INTEREST. THE CEO AND BOARD CHAIR MAY CONSULT WITH THE OFFICE OF THE GENERAL COUNSEL AS NECESSARY. IF THERE IS A POTENTIAL CONFLICT OF INTEREST RELATED TO A PARTICULAR TRANSACTION, THE INTERESTED INDIVIDUAL MUST DISCLOSE THE EXISTENCE AND NATURE OF THE RELATIONSHIP. THE BOARD CHAIR MAY APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE THE CONFLICT. UNTIL THE POTENTIAL CONFLICT IS RESOLVED, THE BOARD CHAIR MAY REQUEST THE INDIVIDUAL TO NOT PARTICIPATE DURING RELATED PRESENTATIONS AND DISCUSSIONS. IN ALL CIRCUMSTANCES INVOLVING AN ACTUAL CONFLICT, THE INTERESTED INDIVIDUAL SHALL REFRAIN FROM VOTING ON ANY MATTER RELATED TO THE TRANSACTION. FORM 990, PART VI, LINE 15 THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ENSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. IN ORDER TO ENSURE EXTERNAL COMPETITIVENESS, NATIONAL, CALIFORNIA AND LOCAL MARKET AREA COMPENSATION DATA COMPARISONS ARE REVIEWED. COMPETITIVE ANALYSIS INCLUDES: (A) BASE SALARY, (B) TOTAL CASH (BASE SALARY + ANNUAL INCENTIVE) AND (C) TOTAL REMUNERATION (BASE SALARY + ANNUAL INCENTIVE + BENEFITS AND LONG TERM INCENTIVE). THIS ANALYSIS INCLUDES COMPARABLE ORGANIZATIONS AND GEOGRAPHIC CONSIDERATIONS. FOR THE MOST SENIOR EXECUTIVE POSITIONS, NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH ARE MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. ON THE OTHER HAND, BECAUSE CALIFORNIA'S UNDERLYING COMPENSATION STRUCTURE IS HIGHER THAN NATIONAL DATA (ESPECIALLY IN THE BAY AREA), REGIONAL PAY COMPARISONS AND ADJUSTMENTS ARE MADE. OFFICERS AND KEY EMPLOYEES OF THIS ORGANIZATION WHO ARE SUTTER HEALTH EMPLOYEES UNDERGO A REVIEW AND COMPENSATION COMMITTEE APPROVAL, AND SUCH APPROVAL IS RECORDED IN THE MINUTES. FORM 990, PART VI, LINE 19 THE SUTTER HEALTH SYSTEM POSTS ITS CURRENT AND PAST AUDITED FINANCIAL STATEMENTS AT SUTTERHEALTH.ORG. OTHER DOCUMENTS ARE ALSO LOCATED AT THIS WEBSITE INCLUDING THE ANNUAL REPORT, MISSION STATEMENT, HISTORY, AND LINKS TO AFFILIATE WEBSITES. THE GOVERNING DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC AT THIS TIME. FORM 990, PART IX, LINE 11G MEDICAL GROUP COMPENSATION 121,817,964 THERAPIST TECH AND OTHER MED 21,117 NON-PHYSICIAN MEDICAL FEES 34,475 NURSE REGISTRY 25,653 ------------ TOTAL $121,899,209 FORM 990, PART XI, LINE 9 EQUITY TRANSFERS (NET) $(168,679) ADOLESCENT TREATMENT CENTERS INC 390 40TH STREET OAKLAND CA 94609 680088443 HEALTHCARE CA 501(C)(3) 3 SUTTER EBH true ALTA BATES SUMMIT FOUNDATION 3012 SUMMIT STREET 3RD FLOOR OAKLAND CA 94609 510160184 FUNDRAISING CA 501(C)(3) 7 SUTTER EBH true CALIFORNIA PACIFIC MEDICAL CTR FOUND 2015 STEINER STREET 2ND FLOOR SAN FRANCISCO CA 94115 942728423 FUNDRAISING CA 501(C)(3) 7 SUTTER WBH true DELTA MEMORIAL HOSPITAL FOUNDATION 3901 LONE TREE WAY ANTIOCH CA 94509 942417022 FUNDRAISING CA 501(C)(3) 11a - I SUTTER EBH true EAST BAY PERINATAL CENTER 3012 SUMMIT STREET 3RD FLOOR OAKLAND CA 94609 510172285 HEALTHCARE CA 501(C)(3) 3 SUTTER EBH true EDEN MEDICAL CENTER 20103 LAKE CHABOT ROAD CASTRO VALLEY CA 94546 942948100 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true MEMORIAL HOSPITAL FOUNDATION 1800 COFFEE ROAD SUITE 76 MODESTO CA 95355 942290244 FUNDRAISING CA 501(C)(3) 11a - 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