2011-11-11T11:16:06-06:00 2010-12-31 DELOITTE TAX LLP 655 WEST BROADWAY SUITE 700 SAN DIEGO CA 921018590 990 2010-01-01 953826037 SCAN GROUP SCAN 5629895100 3800 KILROY AIRPORT WAY NO 100 LONG BEACH CA 90806 DAVID J SCHMIDT 5629895100 2011-11-10 1 DIANA J MCCUTCHEN 6192326500 2010 2016-03-07 17:11:31Z CHRIS WING 3800 KILROY AIRPORT WAY NO 100 LONG BEACH CA 90806 19940269 0 X N/A X 1983 CA TO SUPPORT THE CHARITABLE MISSION OF SCAN HEALTH PLAN ITS AFFILIATES. 8 7 215 0 0 0 0 0 0 0 1620969 759387 0 0 1620969 759387 420592 0 0 0 5376647 22419777 0 0 0 7432920 -22419777 13230159 0 -11609190 759387 41063338 20311436 9542743 8152824 31520595 12158612 TO SUPPORT THE CHARITABLE MISSION OF SCAN HEALTH PLAN AND ITS AFFILIATES. 0 0 SCAN GROUP IS A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION WHICH IS A SUPPORTING ORGANIZATION TO A RELATED SECTION 501(C)(3) TAX EXEMPT ORGANIZATION, SCAN HEALTH PLAN, AND ALSO WITH RESPECT TO THE SECTION 501(C)(3) ACTIVITIES OF TWO RELATED ARIZONA NONPROFIT CORPORATIONS EXEMPT UNDER SECTION 501(C)(4), SCAN HEALTH PLAN ARIZONA AND SCAN LONG TERM CARE. SCAN GROUP SUPPORTS SCAN HEALTH PLAN, SCAN HEALTH PLAN ARIZONA AND SCAN LONG TERM CARE IN ACTIVITIES THAT SUPPORT THE GOAL OF SCAN HEALTH PLAN TO KEEP SENIORS HEALTHY, INDEPENDENT AND AT HOME. THESE ACTIVITIES INCLUDE RESEARCH STUDIES RELATED TO THE NEEDS OF FRAIL SENIORS. SCAN GROUP ALSO PROVIDES SUPPORT SERVICES TO THE SCAN FOUNDATION. 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 0 0 215 1 0 0 0 0 0 0 0 0 0 0 0 X 8 7 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X RAJEEV NARULA 5629895100 3800 KILLROY AIRPORT WAY LONG BEACH CA 90806 X DAVID SCHMIDT 40.00 X X 0 3052208 32940 RYAN TRIMBLE 40.00 X X 0 163786 876 MICHAEL NOEL 9.90 X 0 97950 0 LINDA STRIKE 7.10 X 0 112156 0 KIM HUNTER 7.70 X 0 118104 0 COLLEEN CAIN 11.90 X 0 146961 0 THOMAS HIGGINS 8.40 X 0 132219 0 THOMAS MCDANIEL 8.60 X 0 105474 0 PATRICK SEAVER 9.00 X 0 110387 0 DENNIS EDER 40.00 X 0 539644 80356 TIMOTHY SCHWAB 40.00 X 0 828269 20761 DOUGLAS JAQUES 40.00 X 400281 0 74806 MARC RADNER 40.00 X 346128 0 40129 SHERRY STANISLAW 40.00 X 0 321665 41036 ROGER LAPP 40.00 X 0 293820 22901 HENRY W OSOWSKI 40.00 X 413288 0 39822 DEBORAH MILLER 40.00 X 0 352590 57506 MERLIN SWACKHAMMER 40.00 X 423585 0 42398 REBECCA LEARNER 40.00 X 303947 0 47280 ELIZABETH RUSSELL 40.00 X 0 419996 68191 PETER BEGANS 40.00 X 272854 0 18740 LISA DAVIS 40.00 X 222074 0 25198 KWAN-LEUNG MOON 40.00 X 309339 0 24042 ALAN LITTLE 40.00 X 227248 0 27347 CHRISTIAN ZORN 40.00 X 211703 0 29821 ARTHUR HENKEL 40.00 X 265825 0 18389 3396272 6795229 712539 49 0 1 0 0 748688 748688 19191581 19180882 10699 10699 10699 759387 0 0 759387 3336143 3336143 13464040 897597 12566443 1218059 106884 1111175 3075649 199727 2875922 1325886 74688 1251198 469494 469494 221379 221379 12519918 159650 12360268 83020 83020 2949230 12403 2936827 3364317 3364317 5140015 5140015 468287 10114 458173 69195 2978 66217 452977 452977 FIXED ASSETS USAGE FEE 1827048 69397 1757651 0 MEDICAL REVIEW 1146945 0 1146945 0 MANAGEMENT RECRUITMENT 552381 552381 0 LICENSE, DUES AND SUBSC 506564 306196 200368 0 ALLOCATIONS TO OTHER SC -52419621 -1431922 -50987699 0 229074 -407712 636786 0 0 0 0 10190506 -17305 16003 6365893 799267 356316 1227668 2127147 28019297 9383808 810597 2095577 41063338 20311436 4325642 4625887 5217101 3526937 9542743 8152824 X 31520595 12158612 31520595 12158612 41063338 20311436 X 759387 -20121370 X 0 1 1 X 0 X X X 0 0 0 SCAN HEALTH PLAN 953858259 9 1 1 1 0 1 0 0 EXECUTIVE BENEFIT TRUST 1225126 INTERCOMPANY RECEIVABLE 870451 2095577 DEFERRED COMPENSATION 1225126 DEFERRED RENT LABILITY 2301811 3526937 759387 0 759387 -121370 -20000000 -20121370 -19361983 638017 -121370 -121370 759387 0 759387 0 0 0 0 0 PART XI, LINE 8 - OTHER ADJUSTMENTS: CAPTIAL CONTRIBUTION TO RELATED TAX-EXEMPT ORGANIZATION -20,000,000. PART X, FIN 48 FOOTNOTE TO FINANCIAL STATEMENTS: FIN 48 (ASC 740) WAS ADOPTED BY THE ORGANIZATION DURING THE YEAR ENDED DECEMBER 31, 2009. THERE HAS BEEN NO LIABILITY FOR UNCERTAIN TAX POSITIONS RECORDED ON THE FINANCIAL STATEMENTS FOR THE CURRENT YEAR. X X X X X X 1 1 1 0 0 0 0 0 0 DAVID SCHMIDT 0 662524 0 285732 0 2103952 0 17150 0 15790 0 3085148 0 121631 RYAN TRIMBLE 0 89634 0 0 0 74152 0 0 0 876 0 164662 0 0 DENNIS EDER 0 358891 0 160682 0 20071 0 53792 0 26564 0 620000 0 0 TIMOTHY SCHWAB 0 358125 0 185365 0 284779 0 17150 0 3611 0 849030 0 262798 DOUGLAS JAQUES 281461 0 100810 0 18010 0 40540 0 34266 0 475087 0 0 0 MARC RADNER 244217 0 84169 0 17742 0 32147 0 7982 0 386257 0 0 0 SHERRY STANISLAW 0 225013 0 79037 0 17615 0 31237 0 9799 0 362701 0 0 ROGER LAPP 0 195208 0 65982 0 32630 0 17150 0 5751 0 316721 0 10869 HENRY W OSOWSKI 267542 0 100441 0 45305 0 17150 0 22672 0 453110 0 24821 0 DEBORAH MILLER 0 240066 0 93602 0 18922 0 35074 0 22432 0 410096 0 0 MERLIN SWACKHAMMER 298008 0 104745 0 20832 0 40925 0 1473 0 465983 0 0 0 REBECCA LEARNER 211933 0 74781 0 17233 0 30056 0 17224 0 351227 0 0 0 ELIZABETH RUSSELL 0 289006 0 111459 0 19531 0 41900 0 26291 0 488187 0 0 PETER BEGANS 204773 0 50000 0 18081 0 0 0 18740 0 291594 0 0 0 LISA DAVIS 170033 0 35208 0 16833 0 14986 0 10212 0 247272 0 0 0 KWAN-LEUNG MOON 233545 0 59827 0 15967 0 17150 0 6892 0 333381 0 0 0 ALAN LITTLE 174683 0 40883 0 11682 0 17150 0 10197 0 254595 0 0 0 CHRISTIAN ZORN 154599 0 46113 0 10991 0 14351 0 15470 0 241524 0 0 0 ARTHUR HENKEL 208000 0 39854 0 17971 0 17150 0 1239 0 284214 0 0 0 PART I, LINES 4A-C PART I, LINES 4A-C: PART I, LINE 4A: DURING 2010, THE EMPLOYMENT RELATIONSHIP OF DAVID SCHMIDT, CEO, WITH SCAN HEALTH PLAN AND SCAN GROUP WAS ENDED. IN CONNECTION WITH THE TERMINATION OF MR. SCHMIDT'S EMPLOYMENT, SCAN HEALTH PLAN NEGOTIATED AND PAID SEVERANCE TO MR. SCHMIDT THAT WAS IN ACCORDANCE WITH THE TERMS OF HIS THEN EXISTING EMPLOYMENT AGREEMENT. PART I, LINE 4B: THE COMPANY PROVIDES A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN TO ONLY SENIOR EXECUTIVES OF THE COMPANY. SENIOR V.P. AND OFFICERS ARE ELIGIBLE TO PARTICIPATE IN THE SECTION 457(F) PLAN. THE FOLLOWING INDIVIDUALS PARTICIPATED IN THE COMPANY'S SECTION 457(F) DURING THE YEAR 2010: DAVID SCHMIDT, DENNIS EDER, TIMOTHY SCHWAB, DOUGLAS JAQUES, MARC RADNER, SHERRY STAINSLAW, ROGER LAPP, HENRY OSOWSKI, DEBORAH MILLER, MERLIN SWACKHAMMER, REBECCA LEARNER AND ELIZABETH RUSSELL. COMPENSATION PURSUANT TO THE TERMS AND CONDITIONS OF THE SECTION 457(F) PLAN, A PARTICIPANT BECOMES 100% VESTED IN THE EMPLOYER CONTRIBUTION UPON THE OCCURRENCE OF ANY OF THE FOLLOWING WHILE THE PARTICIPANT IS AN EMPLOYEE (I) THE PARTICIPANT HAS TEN YEARS OF CONTINUOUS EMPLOYMENT, COUNTING ONLY SERVICE AFTER DECEMBER 31, 2005; (II) THE PARTICIPANT REACHES THE AGE OF 62 AND HAS FIVE YEARS OF CONTINUOUS EMPLOYMENT; (III) THE PARTICIPANT'S INVOLUNTARY TERMINATION; (IV) THE PARTICIPANT'S DISABILITY; OR (V) THE PARTICIPANT'S DEATH THERE WERE 4 INDIVIDUALS WHO RECEIVED PAYMENTS OUT OF THE SECTION 457(F) PLAN DURING THE YEAR: (1) TIMOTHY SCWAB, $262,798, (2) DAVID SCHMIDT, $121,631, (3) HENRY OSOWSKI $24,821 AND (4) ROGER LAPP $10,869 PART I, LINE 4C: THE FOLLOWING INDIVIDUALS PARTICIPATED IN SCAN HEALTH PLAN'S KEYSOP PLAN DURING THE TAXABLE YEAR: TIMOTHY SCHWAB AND REBECCA LEARNER. THE PLAN IS NOW FROZEN AND NO EMPLOYEES ARE BEING NEWLY ADDED AS PARTICIPANTS. FORM 990, PART VI, SECTION A, LINE 4 DURING THE 2010 TAX YEAR THE ORGANIZATION AMENDED ITS BYLAWS SO THAT EACH MEMBER OF EVERY COMMITTEE WILL SERVE A 3 YEAR TERM BUT MAY NOT SERVE MORE THAN TWO CONSECUTIVE 3 YEAR TERMS. IN ADDITION, THE BYLAWS WERE AMENDED SO THAT THE BOARD OF DIRECTORS MAY ESTABLISH EXECUTIVE, STANDING OR SPECIAL COMMITTEES CONSISTING OF 2 OR MORE PERSONS. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS PREPARED BY DELOITTE TAX LLP, WORKING IN CONJUNCTION WITH SCAN'S FINANCE DEPARTMENT. SCAN HEALTH PLAN'S DIRECTOR OF ACCOUNTING HAS DIRECT RESPONSIBILITY FOR THIS EFFORT, SUBJECT TO SUPERVISION BY THE SCAN HEALTH PLAN CONTROLLER. AFTER AN INITIAL DRAFT OF THE FORM 990 IS PREPARED, IT IS CIRCULATED FOR REVIEW AND COMMENT BY RELEVANT MEMBERS OF THE EXECUTIVE TEAM WHO HAVE RESPONSIBILITY AND/OR KNOWLEDGE ABOUT THE VARIOUS MATTERS DISCLOSED AND/OR DESCRIBED IN THE FORM. THE GENERAL COUNSEL, IN PARTICULAR, REVIEWS THE FORM 990 AND ENSURES ACCURACY OF DESCRIPTIONS AND THAT DISCLOSURE IS COMPLETE. THE DRAFT FORM 990 IS REVIEWED BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF SCAN GROUP, AND IS SHARED WITH ALL MEMBERS OF THE BOARD OF DIRECTORS AFTER IT IS READY FOR FILING BUT BEFORE IT IS FILED. FORM 990, PART VI, SECTION B, LINE 12C SCAN GROUP REGULARLY AND CONSISTENTLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY THROUGH ANNUAL CIRCULATION OF A CONFLICT OF INTEREST QUESTIONNAIRE WHICH IS REQUIRED TO BE ANSWERED BY ALL MEMBERS OF THE BOARD OF DIRECTORS, OFFICERS AND MEMBERS OF EXECUTIVE MANAGEMENT. IN ADDITION, THERE IS REGULAR EDUCATION AND ENFORCEMENT THROUGH OVERSIGHT OF SUCH POLICY AND THE SCAN HEALTH PLAN GIFT AND BUSINESS COURTESIES POLICY WITH RESPECT TO EACH DEPARTMENT BY MEMBERS OF THE SENIOR EXECUTIVE TEAM WITH RESPONSIBILITY FOR SUCH DEPARTMENT. THE LEGAL DEPARTMENT OF SCAN GROUP REVIEWS ALL CONTRACTUAL RELATIONSHIPS ENTERED INTO BY THE ORGANIZATION AND THE GENERAL COUNSEL OF SCAN GROUP IS RESPONSIBLE FOR MONITORING CONFLICTS OF INTEREST THROUGH THE ANNUAL CIRCULATION AND REVIEW OF THE CONFLICT OF INTEREST QUESTIONNAIRE. ACCORDINGLY, THE LEGAL DEPARTMENT OF SCAN GROUP THROUGH THE GENERAL COUNSEL IS IN A POSITION TO MONITOR AND ENFORCE COMPLIANCE WITH THE POLICY ON AN ONGOING BASIS. FORM 990, PART VI, SECTION B, LINE 15 15 A) THE PROCESS FOR DETERMINING THE COMPENSATION OF THE CHIEF EXECUTIVE OFFICER OF SCAN GROUP IS CONDUCTED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF SCAN GROUP, ALL OF THE VOTING MEMBERS OF WHICH ARE INDEPENDENT PERSONS. IN DETERMINING THE CHIEF EXECUTIVE OFFICER'S COMPENSATION, THE COMPENSATION COMMITTEE WORKS WITH AND RELIES UPON THE COUNSEL AND EXPERTISE OF ERNST & YOUNG, A CONSULTANT WITH WELL ESTABLISHED EXPERIENCE AND EXPERTISE IN THE AREA OF NONPROFIT ORGANIZATION EXECUTIVE COMPENSATION AND COMPLIANCE WITH THE INTERMEDIATE SANCTIONS REQUIREMENTS APPLICABLE TO SUCH COMPENSATION. ERNST & YOUNG PROVIDES AN "EXECUTIVE COMPENSATION REPORT" TO THE COMPENSATION COMMITTEE EACH YEAR WHICH FURNISHES THE BASIS FOR THE ESTABLISHMENT OF THE CHIEF EXECUTIVE OFFICER'S COMPENSATION PACKAGE DURING THE FOLLOWING YEAR. THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT IS BASED ON A REVIEW OF THE EXECUTIVE COMPENSATION PRACTICES OF A VARIETY OF ORGANIZATIONS THAT ARE CONSIDERED COMPARABLE TO SCAN GROUP BASED ON VARIOUS METRICS. THE COMPENSATION COMMITTEE DELIBERATES ON THE ISSUE OF THE CHIEF EXECUTIVE OFFICER'S COMPENSATION PACKAGE IN LIGHT OF THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT AND QUESTIONS ARE ASKED OF, AND ANSWERED BY ERNST & YOUNG, REGARDING SUCH REPORT AND OTHER MATTERS RELEVANT TO SUCH PACKAGE. BASED ON SUCH DELIBERATIONS, THE COMPENSATION COMMITTEE MAKES A RECOMMENDATION TO THE BOARD OF DIRECTORS OF SCAN GROUP REGARDING THE COMPENSATION PACKAGE FOR THE FOLLOWING YEAR. THE FULL BOARD OF DIRECTORS OF SCAN GROUP DELIBERATES ON AND THEN VOTES ON SUCH RECOMMENDATION; THE CHIEF EXECUTIVE OFFICER IS RECUSED FOR THE ENTIRETY OF SUCH DELIBERATIONS AND VOTE. THE MINUTES OF THE COMPENSATION COMMITTEE AND THE BOARD OF DIRECTORS FOR THESE MEETINGS ARE PREPARED SUBSTANTIALLY CONTEMPORANEOUSLY AND SUBSTANTIATE SUCH DELIBERATIONS AND DECISIONS. 15 B) THE PROCESS FOR DETERMINING THE COMPENSATION OF OFFICERS OR OTHER KEY EMPLOYEES OF SCAN GROUP IS CONDUCTED BY THE HUMAN RESOURCES DEPARTMENT AND CHIEF EXECUTIVE OFFICER OF SCAN GROUP, AND THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF SCAN GROUP; ALL OF THE VOTING MEMBERS OF SUCH COMMITTEE ARE INDEPENDENT PERSONS. IN DETERMINING SUCH EMPLOYEE'S COMPENSATION, THE HUMAN RESOURCES DEPARTMENT AND COMPENSATION COMMITTEE WORKS WITH AND RELIES UPON THE COUNSEL AND EXPERTISE OF ERNST & YOUNG, A CONSULTANT WITH WELL ESTABLISHED EXPERIENCE AND EXPERTISE IN THE AREA OF NONPROFIT ORGANIZATION EXECUTIVE COMPENSATION AND COMPLIANCE WITH THE INTERMEDIATE SANCTIONS REQUIREMENTS APPLICABLE TO SUCH COMPENSATION. ERNST & YOUNG PROVIDES AN "EXECUTIVE COMPENSATION REPORT" TO THE HUMAN RESOURCES DEPARTMENT AND COMPENSATION COMMITTEE EACH YEAR WHICH FURNISHES THE BASIS FOR THE ESTABLISHMENT OF SUCH EMPLOYEES' COMPENSATION PACKAGE DURING THE FOLLOWING YEAR. THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT IS BASED ON A REVIEW OF THE EXECUTIVE COMPENSATION PRACTICES OF A VARIETY OF ORGANIZATIONS THAT ARE CONSIDERED COMPARABLE TO SCAN GROUP BASED ON VARIOUS METRICS. THE CHIEF EXECUTIVE OFFICER MAKES A RECOMMENDATION TO THE COMPENSATION COMMITTEE WITH RESPECT TO EACH OF SUCH EMPLOYEES' COMPENSATION PACKAGE IN LIGHT OF THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT. AT THE COMPENSATION COMMITTEE MEETING ADDRESSING SUCH MATTERS, QUESTIONS ARE ASKED OF, AND ANSWERED BY ERNST & YOUNG, REGARDING SUCH REPORT AND OTHER MATTERS RELEVANT TO SUCH PACKAGE. BASED ON SUCH DELIBERATIONS, THE COMPENSATION COMMITTEE MAKES A DECISION REGARDING THE COMPENSATION PACKAGE FOR SUCH EMPLOYEES FOR THE FOLLOWING YEAR. THE MINUTES OF THE COMPENSATION COMMITTEE FOR THIS MEETING ARE PREPARED SUBSTANTIALLY CONTEMPORANEOUSLY AND SUBSTANTIATE SUCH DELIBERATIONS AND DECISIONS. FORM 990, PART VI, SECTION C, LINE 19 SCAN GROUP'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC. SCAN GROUP MAKES THEIR FORM 990 AVAILABLE FOR PUBLIC INSPECTION, WHICH CONTAINS FINANCIAL INFORMATION. FORM 990, PART VII: RYAN TRIMBLE SERVED AS A BOARD MEMBER BETWEEN JANUARY 1, 2010 AND NOVEMBER 6, 2010. HE WAS COMPENSATED $74,152 AND RECEIVED A FORM 1099 REPORTING HIS COMPENSATION FROM SERVICES AS A BOARD MEMBER. ON NOVEMBER 7, 2010 HE ASSUMED THE ROLE OF INTERIM CEO AND WAS COMPENSATED $89,634 AS AN EMPLOYEE OF THE ORGANIZATION AND RECEIVED A FORM W-2 FROM SCAN HEALTH PLAN FOR HIS SERVICES AS SUCH. AVG HOURS DEVOTED TO RELATED ORG(S) WHEN RELATED COMP IS REPORTED: PART VII, SECTION A, COLUMN D REPORTS COMPENSATION PAID BY SCAN GROUP FOR SERVICES PROVIDED TO SCAN GROUP AND AFFILIATES. COLUMN B INCLUDES TOTAL HOURS FOR SCAN GROUP ONLY. BELOW IS A BREAKDOWN OF TOTAL HOURS SPENT. THE FOLLOWING OFFICERS, KEY EMPLOYEES, AND BOARD MEMBERS OF SCAN GROUP ALSO DEVOTE THE FOLLOWING TIME TO THE SCAN FOUNDATION: COLLEEN CAIN - 1.8 HOURS PER WEEK RYAN TRIMBLE - 1.5 HOURS PER WEEK LINDA STRIKE - 2.0 HOURS PER WEEK KIM HUNTER - 2.0 HOURS PER WEEK PATRICK SEAVER - 2.0 HOURS PER WEEK THOMAS MCDANIEL - 2.0 HOURS PER WEEK THOMAS HIGGINS - 3.2 HOURS PER WEEK DAVID SCHMIDT - 1.5 HOURS PER WEEK DENNIS EDER - 2.0 HOURS PER WEEK DOUGLAS JAQUES - 2.0 HOURS PER WEEK THE BOARD MEMBERS OF SCAN GROUP ALSO DEVOTE THE FOLLOWING TIME TO SCAN HEALTH PLAN: COLLEEN CAIN - 1.3 HOURS PER WEEK MICHAEL NOEL - 1.1 HOURS PER WEEK LINDA STRIKE - 0.8 HOURS PER WEEK KIM HUNTER - 0.9 HOURS PER WEEK PATRICK SEAVER - 1.0 HOURS PER WEEK THOMAS MCDANIEL - 0.9 HOURS PER WEEK THOMAS HIGGINS - 0.9 HOURS PER WEEK SCAN HEALTH PLAN AND SCAN GROUP ARE OPERATED JOINTLY. THEREFORE, THE FOLLOWING INDIVIDUALS SPEND AN AVERAGE OF 40 HOURS PER WEEK BETWEEN THE TWO ORGANIZATIONS: DAVID SCHMIDT RAJEEV NARULA DENNIS EDER TIMOTHY SCHWAB DOUGLAS JAQUES MARC RADNER SHERRY STAISLAW ROGER LAPP HENRY W. OSOWSKI DEBORAH MILLER MERLIN SWACKHAMMER REBECCA LEARNER ELIZABETH RUSSELL PETER BEGANS RYAN TRIMBLE THE FOLLOWING OFFICERS, KEY EMPLOYEES, AND BOARD MEMBERS OF SCAN GROUP ALSO DEVOTE THE FOLLOWING TIME TO SCAN HEALTH PLAN ARIZONA AND SCAN LONG TERM CARE: TIMOTHY SCHWAB - 0.8 HOURS PER WEEK DAVID SCHMIDT - 0.8 HOURS PER WEEK DENNIS EDER - 0.8 HOURS PER WEEK DOUGLAS JAQUES - 0.8 HOURS PER WEEK LINDA STRIKE - 1.2 HOURS PER WEEK RYAN TRIMBLE - 0.8 HOURS PER WEEK CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED LOSSES ON INVESTMENTS: -121,370. CAPTIAL CONTRIBUTION TO RELATED TAX-EXEMPT ORGANIZATION -20,000,000. TOTAL TO FORM 990, PART XI, LINE 5: -20,121,370. SCAN HEALTH PLAN 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 953858259 MEDICARE ADVANTAGE CA 501 (C) (3) LINE 9 SCAN GROUP 1 THE SCAN FOUNDATION 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 450552845 GRANT MAKING CA 501 (C) (3) LINE 11, TYPE II SCAN GROUP 1 SCAN HEALTH PLAN ARIZONA 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 731729007 MEDICARE ADVANTAGE AZ 501 (C) (4) SCAN GROUP 1 SCAN LONG TERM CARE 3800 KILROY AIRPORT WAY SUITE 100 LONG BEACH CA 90806 204607594 MEDICAID MGMT. CARE AZ 501 (C) (4) SCAN HEALTH PLAN ARIZONA 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 SCAN HEALTH PLAN ARIZONA B 20000000 CAPITAL CONTRIBUTION - CASH SCAN HEALTH PLAN ARIZONA P 1910375 SEE PART VII SCAN LONG TERM CARE P 1940772 SEE PART VII THE SCAN FOUNDATION P 466141 SEE PART VII SCAN HEALTH PLAN P 53158317 SEE PART VII SCHEDULE R, PART VII THE PERCENTAGE OF ALLOCATION TO AFFILIATED COMPANIES IS DETERMINED BASED ON ESTIMATED PERCENTAGE OF TIME WORKED, PERCENTAGE OF HEADCOUNTS, AND THE PERCENTAGE OF SCAN MEMBERSHIP, AS APPROPRIATE BASED ON THE NATURE OF THE EXPENSE.