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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. 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X true true true true false false false false false true false ELISE BECKERMAN HR DIRECTOR SUTTER VNA 0 201516 0 75909 0 6800 0 23173 0 14171 0 321569 0 75909 PHILIP CHUANG IS DIRECTOR SUTTER VNA 0 194924 0 22878 0 1330 0 13236 0 4934 0 237302 0 0 MIKE COHILL SVP SUTTER HEALTH 0 703968 0 718603 0 222356 0 256516 0 21656 0 1923099 0 696352 GREGG DAVIS CFO SUTTER VNA 0 306185 0 121379 0 10537 0 42294 0 7238 0 487633 0 121379 JENNIFER DAVIS LEGAL COUNSEL, (PART YEAR) 0 174687 0 25000 0 0 0 8986 0 12087 0 220760 0 0 JOHN ERICKSEN LEGAL COUNSEL, (PART YEAR) 0 209701 0 25632 0 816 0 14263 0 19094 0 269506 0 0 BETSY GORNET CHIEF HOSPICE EXECUTIVE 0 213977 0 95497 0 11193 0 29795 0 12119 0 362581 0 103097 ELIZABETH HENNESSEY EXEC DIR INTEGRATED CARE MGMT 214152 0 65622 0 2762 0 11467 0 5228 0 299231 0 0 0 ABI KATZ-STEIN MEDICAL DIRECTOR 183786 0 1776 0 927 0 8392 0 17554 0 212435 0 0 0 SARAH KREVANS COO SUTTER HEALTH 0 909010 0 875587 0 479602 0 348316 0 24557 0 2637072 0 1312940 ANDREANNA KSIDAKIS VP ASST GEN COUNSEL CORPSUPT 0 319980 0 123800 0 36424 0 58086 0 1711 0 540001 0 1 JOHN MESIC MD TRUSTEE 0 494110 0 214925 0 79670 0 82996 0 10379 0 882080 0 256411 JANICE POTTS CHIEF CLINICAL & COMP. OFFICER 0 209883 0 50000 0 4216 0 35989 0 8257 0 308345 0 50000 MARCIA REISSIG RN MS CEO SUTTER VNA 0 480864 0 311145 0 34356 0 102880 0 23357 0 952602 0 336691 MARYELLEN ROTA HME & PRIVATE DUTY EXECUTIVE 0 288941 0 110890 0 6698 0 40394 0 13784 0 460707 0 110890 JANEVA SPENCER MEDICAL DIRECTOR 237490 0 1171 0 0 0 10740 0 27 0 249428 0 0 0 BRADLEY STUART MD SENIOR MEDICAL DIRECTOR 292639 0 53479 0 2400 0 11467 0 16776 0 376761 0 0 0 MARGARET VAN OOSTEN CHIEF HOSPICE EXECUTIVE 144945 0 25000 0 25537 0 8797 0 8341 0 212620 0 0 0 FRANK WONG SIPS DIRECTOR 193004 0 26904 0 405 0 9914 0 25619 0 255846 0 0 0 PART I, LINE 1A RELEVANT INFORMATION REGARDING COMPENSATION ITEMS 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 SUPPLEMENTAL COMPENSATION INFORMATION 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 4A SEVERANCE OR CHANGE OF CONTROL PAYMENTS THE FOLLOWING INDIVIDUALS RECEIVED SEVERANCE PAYMENTS IN 2013: BRADLEY STUART $57,230 PART I, LINE 4B NONQUALIFIED RETIREMENT PLAN 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 NON-FIXED PAYMENTS 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. FORM 990, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT SUTTER VISITING NURSE ASSOCIATION AND HOSPICE, DBA SUTTER CARE AT HOME (SCAH) ENHANCES THE HEALTH AND WELL-BEING OF THE PEOPLE IN THE COMMUNITIES WE SERVE THROUGH A NOT-FOR-PROFIT COMMITMENT TO COMPASSION AND EXCELLENCE IN HOME-BASED SERVICES AND PRODUCTS. THE SUTTER CARE AT HOME FOUNDATION SUPPORTS LOCAL HOME HEALTH AND END-OF-LIFE CARE, BEREAVEMENT SUPPORT SERVICES, AND COMMUNITY WELLNESS PROGRAMS PROVIDED BY SUTTER CARE AT HOME. FORM 990, PART III, LINE 4A EXEMPT PURPOSE ACHIEVEMENTS PRIMARY EXEMPT PURPOSE: PROVIDE HEALTH CARE TO PATIENTS IN THEIR HOMES. SERVICE ACCOMPLISHMENTS: SUTTER VNA & HOSPICE IS A STATE LICENSED, MEDICARE-CERTIFIED HOME CARE AGENCY THAT PROVIDES A BROAD SPECTRUM OF MULTI -DISCIPLINARY SERVICES AND OFFERS A RANGE OF SPECIALTY PROGRAMS TO RESIDENTS OF NORTHERN CALIFORNIA. SUTTER VNA & HOSPICE PROVIDES HEALTH CARE SERVICES TO PATIENTS WHO REQUIRE THESE SERVICES OUTSIDE OF A HOSPITAL SETTING (PRIMARILY IN THE HOME), FOR WHICH A FEE IS CHARGED TO COVER THE COST OF PROVIDING THESE SERVICES. THESE SERVICES ARE PROVIDED TO MEDICARE, MEDI-CAL, AND PRIVATE INSURANCE PATIENTS. CHARITABLE CARE IS PROVIDED WHEN DEEMED APPROPRIATE. THERE WERE A TOTAL OF 33,715 PATIENTS SERVED IN 2013. THE HEALTH CARE SERVICES PROVIDED BY SUTTER VNA & HOSPICE INCLUDE THE FOLLOWING: - SKILLED NURSING; NURSES WORK WITH PATIENTS WHO HAVE HEART DISEASE, CANCER, DIABETES, OSTOMIES, AIDS, OR OTHER CHRONIC DISEASES AND ILLNESSES, OR WHO HAVE RECENTLY HAD SURGERY OR AN ACUTE CARE EPISODE. - REHABILITATION SERVICES INCLUDING PHYSICAL, OCCUPATIONAL, AND SPEECH THERAPY. PHYSICAL AND OCCUPATIONAL THERAPY IS PROVIDED FOR PATIENTS WITH DIFFICULTIES DUE TO STROKES, AMPUTATION OR FRACTURES, SURGERY, AND FOR PATIENTS WHO ARE PARAPLEGICS OR QUADRIPLEGICS. SPEECH THERAPY IS PROVIDED FOR PATIENTS WITH SPEECH OR SWALLOWING PROBLEMS. - HOME INFUSION THERAPY SERVICES; PROVIDED FOR PATIENTS WHO NEED INTRAVENOUS TREATMENTS. SERVICES INCLUDE HYDRATION, CHEMOTHERAPY, TOTAL PARENTERAL NUTRITION, ANTIBIOTICS, INJECTABLE MEDICATIONS, PAIN MANAGEMENT, AND ENTERAL NUTRITION. - MATERNAL/CHILD CARE SERVICES; PROVIDED TO WOMEN WITH DIFFICULT PREGNANCIES AND NEW MOTHERS NEEDING ASSISTANCE. - PSYCHIATRIC HOME CARE: THIS PROGRAM PROVIDES HOME HEALTH SERVICES WITH FOCUS ON PSYCHIATRIC CARE (ASSESSMENT, TEACHING, REFERRALS AND FOLLOW-UP) BY SPECIALTY TRAINED CLINICIANS. - MEDICAL SOCIAL WORK SERVICES; PROVIDES ASSISTANCE TO PERSONS WHO NEED GUIDANCE IN DEVELOPING SELF-HELP AND PROBLEM SOLVING SKILLS, AND ACCESS TO COMMUNITY RESOURCES. - HOSPICE AND BEREAVEMENT SERVICES; HELPS TERMINALLY ILL PATIENTS AND THEIR FAMILIES WHO NEED SUPPORT AND CARE. SERVICES INCLUDE NURSING CARE, PAIN MANAGEMENT, SYMPTOM CONTROL, AND BEREAVEMENT COUNSELING. - HOME HEALTH AIDES AND VOLUNTEER RESPITE CARE; PROVIDES AID TO PATIENTS WHO CANNOT CARE FOR THEMSELVES; INCLUDES BATHING AND PERSONAL CARE, COMPANIONSHIP, AND RELIEF FOR CAREGIVERS. - RESPIRATORY THERAPY AND DURABLE MEDICAL EQUIPMENT; PROVIDES PATIENTS WITH RESPIRATORY THERAPY SERVICES, EQUIPMENT, AND SUPPLIES, BEDS, WHEELCHAIRS, AND OTHER DURABLE MEDICAL EQUIPMENT. SPECIALTY PROGRAMS: - ADVANCED ILLNESS MANAGEMENT: PROVIDES CARE MANAGEMENT FOR PATIENTS WITH HIGH DISEASE BURDEN, WHOSE HEALTH IS DECLINING AND WHO ARE AT RISK FOR DEATH IN THE NEXT 12 MONTHS. INNOVATIVE PROGRAM DEVELOPED TO PROVIDE HOME-BASED PALLIATIVE CARE AND TRANSITION MANAGEMENT FOR PATIENTS WITH ADVANCED CHRONIC ILLNESS. THIS TEAM BASED DISEASE MANAGEMENT PROGRAM IS GEARED TOWARD REDUCING HEALTH CARE UTILIZATION, LOWERING COSTS AND BETTER MANAGING 30-DAY READMISSIONS. - HEART FAILURE CONTINUUM OF CARE: A PILOT CARE TRANSITION, CARE COORDINATION, AND DISEASE MANAGEMENT PROGRAM WHICH WAS DEVELOPED TO IMPROVE THE QUALITY OF CARE OF HOSPITALIZED ACUTELY DECOMPENSATED HEART FAILURE PATIENTS, BEGINNING WITH THE PATIENT'S INPATIENT STAY AND CONTINUING AFTER DISCHARGE. - TELEMONITORING PROGRAM: PILOTED FOR HOME HEALTH HIGH RISK HEART FAILURE PATIENTS IN THE SF LOCATION, PATIENTS ARE MONITORED FOR KEY PHYSIOLOGIC CHANGES AS WELL AS QUESTIONNAIRE-DRIVEN SUBJECTIVE FINDINGS. DATA AND CLINICAL DECISIONS ARE MANAGED BY A CENTRALIZED TELEMONITORING NURSE WHO IS AN ADJUNCT TO THE CARE TEAM. THE GOAL OF THE PILOT IS TO IMPROVE QUALITY AND EFFICIENCY OF CARE. - FLU AND WELLNESS PROGRAM: THE FLU AND WELLNESS PROGRAM PROVIDES FLU PREVENTION AND HEALTH SCREENING SERVICES. OTHER VACCINATIONS OFFERED INCLUDE PNEUMONIA AND TDAP. WELLNESS SERVICES, WHICH ARE OFFERED YEAR-ROUND, INCLUDE TB TESTING, CHOLESTEROL SCREENINGS, BLOOD PRESSURE AND BODY COMPOSITION CLINICS AND BIOMETRIC SCREENINGS. ALL SERVICES ARE DELIVERED BY LICENSED AND PROFESSIONAL NURSES. - LIFELINE: LIFELINE IS A PERSONAL EMERGENCY MEDICAL RESPONSE SYSTEM THAT ENABLES INDIVIDUALS TO MAINTAIN THEIR INDEPENDENCE BY LIVING IN THEIR OWN HOMES, WHILE GIVING FAMILY MEMBERS PEACE OF MIND THAT HELP IS AVAILABLE FOR THEIR LOVED ONES AT THE PUSH OF A BUTTON. - INTEGRATED CHRONIC CARE MODEL: A CORE CARE MODEL AND SET OF COMPETENCIES FOR ALL CLINICIANS AT SCAH, WITH FOCUS ON EFFECTIVE AND MEANINGFUL ENGAGEMENT BETWEEN PATIENTS AND CLINICIANS TO DRIVE PATIENT-CENTERED, COORDINATED, EVIDENCE-BASED CARE. THE MODEL IS STRUCTURED WITH 4 PILLARS: HIGH TOUCH DELIVERY SYSTEM, THEORY-BASED SELF -MANAGEMENT SUPPORT, SPECIALIST OVERSIGHT AND USE OF TECHNOLOGY. COMMUNITY BENEFIT SERVICES IN 2013, SUTTER VNA & HOSPICE PROVIDED $146,590 WORTH OF COMMUNITY BENEFIT. THE COMMUNITY BENEFIT PROGRAMS AND SERVICES PROVIDED IN 2013 INCLUDE THE FOLLOWING: - HOSPICE BEREAVEMENT GROUPS (EX. ADULT GRIEF SUPPORT GROUPS,CHILDREN'S WORKSHOPS, DAUGHTER/MOM LOSS SUPPORT GROUP, ADULT TRAUMATIC LOSS) - BLOOD PRESSURE CLINICS, FLU SHOTS, HEALTH FAIRS, ETC. - PRECEPTORSHIPS AND INTERNSHIPS PROVIDED FOR STUDENTS CHARITABLE ACTIVITY IN 2013 SUTTER VNA & HOSPICE PROVIDED $1,528,499 WORTH OF CHARITY CARE. CHARITY CARE WAS PROVIDED IN THE FORM OF HOME HEALTH SERVICES, HOSPICE SERVICES, RESPIRATORY THERAPY AND DURABLE MEDICAL EQUIPMENT SERVICE AND PRODUCTS, AND HOME INFUSION THERAPY SERVICES. UNPAID COST OF MEDICAID IN 2013 SUTTER VNA & HOSPICE PROVIDED $5,193,440 WORTH OF UNPAID SERVICES TO MEDICAID PATIENTS. FORM 990, PART VI, LINES 6 & 7A DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS 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 DESCR CLASSES OF PERSONS, DECISIONS REQUIRING APPR & TYPE OF VOTING RIGHTS 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 DESCRIBE THE PROCESS USED BY MGMT &/OR GOVERNING BODY TO REVIEW FORM 990 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 DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST 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 PROCESS FOR DETERMINING COMPENSATION 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 AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC 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 XI, LINE 9 OTHER CHANGES IN FUND BALANCE: EQUITY TRANSFERS (NET) $10,020,342 OTHER CHANGES IN FUND BALANCE 47 ---------- TOTAL 10,020,389 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 - I SUTTER CVH true MILLS-PENINSULA HEALTH SERVICES 1501 TROUSDALE DRIVE BURLINGAME CA 94010 941156265 HOSPITAL CA 501(C)(3) 3 PAMF true MILLS-PENINSULA HOSPITAL FOUNDATION 1501 TROUSDALE DRIVE BURLINGAME CA 94010 237288765 FUNDRAISING CA 501(C)(3) 7 MPHS true PALO ALTO MEDICAL FOUNDATION 2350 EL CAMINO REAL MOUNTAIN VIEW CA 94040 941156581 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SAMUEL MERRITT UNIVERSITY 450 30TH STREET 2840 OAKLAND CA 94609 942992642 UNIVERSITY CA 501(C)(3) 2 SUTTER EBH true SUTTER AUBURN FAITH HOSPITAL FOUNDATION 11815 EDUCATION ST AUBURN CA 95602 942594966 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER CENTRAL VALLEY HOSPITALS 1800 COFFEE ROAD SUITE 76 MODESTO CA 95355 941080917 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER COAST HOSPITAL 800 E WASHINGTON BLVD CRESCENT CITY CA 95531 942988520 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER DAVIS HOSPITAL FOUNDATION PO BOX 1617 DAVIS CA 95617 680217870 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER EAST BAY HOSPITALS 3012 SUMMIT STREET 3RD FLOOR OAKLAND CA 94609 941196176 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER EAST BAY MEDICAL FOUNDATION 3687 MT DIABLO BLVD 200 LAFAYETTE CA 94549 942690415 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SUTTER GOULD MEDICAL FOUNDATION 600 COFFEE ROAD MODESTO CA 95355 941682256 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true SUTTER HEALTH 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 942788907 SUPPORTING OR CA 501(C)(3) 11c III-FI NA false SUTTER HEALTH PACIFIC 91-2301 FT WEAVER RD EWA BEACH HI 96706 990298651 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER HEALTH PLAN 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 461183948 HEALTH PLAN CA PENDING PENDING SUTTER HLTH true SUTTER HEALTH SACRAMENTO SIERRA REGION PO BOX 160727 SACRAMENTO CA 95816 941156621 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER INSURANCE SERVICES CORPORATION 745 FORT STREET SUITE 800 HONOLULU HI 96813 990289310 INSURANCE SER HI 501(C)(3) 11b - II SUTTER HLTH true SUTTER MEDICAL CENTER FOUNDATION PO BOX 160727 SACRAMENTO CA 95816 942788906 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER MEDICAL CENTER CASTRO VALLEY 2200 RIVER PLAZA DRIVE SACRAMENTO CA 95833 770146047 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER MEDICAL FOUNDATION 2800 L STREET 7TH FLOOR SACRAMENTO CA 95816 680273974 HEALTHCARE CA 501(C)(3) 11b - II SUTTER HLTH true SUTTER ROSEVILLE MEDICAL CTR FOUNDATION ONE MEDICAL PLAZA ROSEVILLE CA 95661 680040113 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER SOLANO CHARITABLE FOUNDATION 300 HOSPITAL DRIVE VALLEJO CA 94589 942668262 FUNDRAISING CA 501(C)(3) 7 SUTTER SSR true SUTTER WEST BAY HOSPITALS 2333 BUCHANAN STREET SAN FRANCISCO CA 94115 940562680 HOSPITAL CA 501(C)(3) 3 SUTTER HLTH true SUTTER WEST BAY MEDICAL FOUNDATION 2015 STEINER STREET 1ST FLOOR SAN FRANCISCO CA 94115 942948131 HEALTHCARE CA 501(C)(3) 3 SUTTER HLTH true TRACY HOSPITAL FOUNDATION 1420 N TRACY BLVD TRACY CA 95376 680318845 FUNDRAISING CA 501(C)(3) 11a - I SUTTER CVH true MAGNETIC IMAGING AF 175 LENNON WLN CK CA 94598 942953833 PATIENT CARE CA NA SURG CTR OF ABSMC 3875 TELEGRAPH OAKLAND CA 94609 470946086 OUTPATIENT SURG CA NA ALTA CT SERVICES LP 175 LENNON WLN CK CA 94598 943083464 PATIENT CARE CA NA CALIFORNIA PACIFIC ADV IMAGING LLC PO BOX 6102 NOVATO CA 94948 562311840 MRI JOINT VENTURE CA NA SAN FRANCISCO ENDOSCOPY CENTER LLC 3000 RIVERCHASE BIRMINGHAM AL 35244 912160588 ENDOSCOPY JV CA NA PRESIDIO SURGERY CENTER LLC 1635 DIVISADERO SF CA 94115 320144060 AMBULATORY SURG CA NA SUTTER FAIRFIELD SURGERY CTR 2700 LOW CT FAIRFIELD CA 94533 300233892 SURGERY CA NA TWIN CITIES SURGICAL HOSPITAL LLC 250 S WACKER CHICAGO IL 60606 352182617 SURGERY CA NA SUTTER AMADOR SURGERY CENTER LLC 2200 RIVER PLAZA SACRAMENTO CA 95833 461398093 SURGERY CA NA ROSEVILLE ENDOSCOPY CENTER LLC 4 MEDICAL PLAZA ROSEVILLE CA 95661 870710513 ENDOSCOPY JV CA NA MEMORIAL MEDICAL OFFICE BLDG 1 1800 COFFEE RD 76 MODESTO CA 95355 770287288 OFFICE RENTAL CA NA MEMORIAL MEDICAL OFFICE BLDG 2 1800 COFFEE RD SUITE 76 MODESTO CA 95355 770287288 OFFICE RENTAL CA NA HEALTH VENTURES INC 350 HAWTHORNE ST OAKLAND CA 94609 942918780 HEALTH SERVICE CA NA C CORP false true true false false false false false true true true true false false true true true true ALTA BATES SUMMIT FOUNDATION L 58800 FMV CALIFORNIA PACIFIC MEDICAL CENTER FDN C 617581 FMV CALIFORNIA PACIFIC MEDICAL CENTER FDN L 85002 FMV EDEN MEDICAL CENTER C 72857 FMV MILLS-PENINSULA HEALTH SERVICES M 110974 FMV MILLS-PENINSULA HEALTH SERVICES P 1404247 FMV PALO ALTO MEDICAL FOUNDATION K 121162 FMV SUTTER HEALTH SACRAMENTO SIERRA REGION L 160996 FMV SUTTER HEALTH SACRAMENTO SIERRA REGION P 8369626 FMV SUTTER HEALTH SACRAMENTO SIERRA REGION Q 8482021 FMV SUTTER CENTRAL VALLEY HOSPITAL C 2000000 FMV SUTTER CENTRAL VALLEY HOSPITAL K 202660 FMV SUTTER EAST BAY HOSPITALS C 218572 FMV SUTTER EAST BAY HOSPITALS M 330570 FMV SUTTER EAST BAY HOSPITALS Q 132228 FMV SUTTER MEDICAL CENTER CASTRO VALLEY M 110190 FMV SUTTER MEDICAL CENTER FOUNDATION B 326056 FMV SUTTER MEDICAL CENTER FOUNDATION C 257322 FMV SUTTER MEDICAL FOUNDATION L 249388 FMV SUTTER MEDICAL FOUNDATION M 374938 FMV SUTTER WEST BAY HOSPITALS J 182165 FMV SUTTER WEST BAY HOSPITALS K 358428 FMV ALTA BATES SUMMIT FOUNDATION C 273750 FMV SUTTER INSURANCE SERVICES CORPORATION P 510240 FMV