2026-08-14T11:31:23-05:00 2025-09-30 135565207 KPMG LLP 60 SOUTH STREET BOSTON MA 02111 990 2024-10-01 043373331 BOSTON MEDICAL CENTER HEALTH PLAN INC BOST 6177486000 100 CITY SQUARE SUITE 200 CHARLESTOWN MA 02129 DARREN BENNETT CHIEF FINANCIAL OFFICER 6177486000 2026-08-13 1 0 RAGINI BANURU P01906959 6179881000 2026-08-12 2024 2025-03-06 01:10:19Z WELLSENSE HEALTH PLAN ELLEN GINMAN 100 CITY SQUARE SUITE 200 CHARLESTOWN MA 02129 7114716332 0 X WWW.WELLSENSE.ORG X 1997 MA WELLSENSE IS ORGANIZED AND SHALL OPERATE AS A NONPROFIT CORPORATION EXCLUSIVELY FOR THE BENEFIT OF AND TO SUPPORT BOSTON MEDICAL CENTER CORPORATION AND TO PROVIDE ACCESS TO EFFECTIVE, EFFICIENT MEDICAL CARE AMONG LOW INCOME, UNDERSERVED, DISABLED, ELDERLY AND OTHER VULNERABLE RESIDENTS OF THE COMMUNITY. 13 12 1397 12 49370849 0 0 0 5124054283 5745373369 72920834 59701358 0 0 5196975117 5805074727 0 0 4734382937 5344058000 171250892 192261433 0 0 0 235673002 261527792 5141306831 5797847225 55668286 7227502 1702165103 1709189856 1008808875 1022882560 693356228 686307296 X THE CORPORATION IS ORGANIZED AND OPERATES AS A NONPROFIT CORPORATION EXCLUSIVELY FOR THE BENEFIT OF AND TO SUPPORT BOSTON MEDICAL CENTER CORPORATION AND TO PROVIDE ACCESS TO EFFECTIVE, EFFICIENT MEDICAL CARE AMONG LOW INCOME, UNDERSERVED, DISABLED, ELDERLY AND OTHER VULNERABLE RESIDENTS OF THE COMMUNITY. 0 0 5782032130 5745373369 THE CORPORATION IS ORGANIZED AND OPERATES AS A NONPROFIT CORPORATION EXCLUSIVELY FOR THE BENEFIT OF AND TO SUPPORT BOSTON MEDICAL CENTER CORPORATION AND TO PROVIDE ACCESS TO EFFECTIVE, EFFICIENT MEDICAL CARE AMONG LOW INCOME, UNDERSERVED, DISABLED, ELDERLY AND OTHER VULNERABLE RESIDENTS OF THE COMMUNITY. 5782032130 1 0 0 1 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 4855 0 1397 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 13 12 1 0 0 0 1 0 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X JANICE GOGUEN 6177486215 100 CITY SQUARE SUITE 200 CHARLESTOWN MA 02129 HEATHER THILTGEN TRUSTEE/PRESIDENT 50.00 0.00 X X 1016527 0 74733 ALASTAIR BELL MD TRUSTEE 1.00 3.00 X 0 0 0 JAMES BLUE TRUSTEE 1.00 0.00 X 0 0 0 AMANDA EISEL TRUSTEE 1.00 0.00 X 0 0 0 SUSAN LEVINE TRUSTEE 1.00 0.00 X 0 0 0 JAMES MACPHEE TRUSTEE 1.00 0.00 X 0 0 0 PAUL MENDIS MD TRUSTEE 1.00 0.00 X 0 0 0 NEELA MONTGOMERY TRUSTEE 1.00 0.00 X 0 0 0 JEFFREY SCHWARTZ TRUSTEE 1.00 1.00 X 0 0 0 SUKANYA SODERLAND TRUSTEE (AS OF 7/15/25) 1.00 0.00 X 0 0 0 ROBERT SWEET TRUSTEE 1.00 1.00 X 0 0 0 MARK TABER CHAIR/TRUSTEE 2.00 1.00 X X 0 0 0 TARSHA WEAVER TRUSTEE 1.00 0.00 X 0 0 0 DARREN BENNETT SENIOR VP TREASURER/CFO 50.00 0.00 X 449188 0 25900 SERINA BARKLEY CHIEF LEGAL OFFICER/CLERK 50.00 0.00 X 444472 0 49263 DIANA CRUZ CHIEF OPERATING OFFICER 50.00 0.00 X 612259 0 74733 RAJESH NAIR CHIEF INFO OFFICER 50.00 0.00 X 542530 0 47602 HOWARD LU CHIEF MEDICAL OFFICER (THRU 8/1/24) 50.00 0.00 X 495757 0 16913 DAVID MUZINA CHIEF MEDICAL OFFICER (AS OF 7/1/24) 50.00 0.00 X 598769 0 1083 JILL BORRELLI CHIEF BH AND QUALITY OFFICER 50.00 0.00 X 595590 0 1882 TRISHA BENNETT THRU 1224 VP, STRATEGIC IMPLEMENTATIONS 50.00 0.00 X 390742 0 14958 PAUL WINGLE CHIEF PRODUCT AND SALES OFFICER 50.00 0.00 X 503341 0 50883 JENNIFER CARBONE SVP, SERVICE & OPERATIONS 50.00 0.00 X 379336 0 52536 WILLIAM KEOUGH SENIOR MEDICAL DIRECTOR 50.00 0.00 X 352473 0 23455 JAMES COLLINS FORMER TREASURER/CFO 0.00 0.00 X 389213 0 50106 6770197 0 484047 371 1 1 1 CARELON BEHAVIORAL HEALTH STRATEGIES LL 5800 NORTHAMPTON BLVD NORFOLK VA 23502 BEHAVIORAL HEALTH BENEFIT ADMIN 21347841 BOSTON CHILDREN'S ACCOUNTABLE CARE ORGAN 300 LONGWOOD AVENUE BOSTON MA 02115 CARE MGMT AND OTHER ADMIN PAYMENTS 16355508 EXPRESS SCRIPTS INC 21653 NETWORK DRIVE CHICAGO IL 60673 PHARMACY BENEFITS MANAGER 10760934 COTIVITI INC 10897 S RIVER FRONT PKWY STE 200 SOUTH JORDAN UT 84095 OPERATIONAL SERVICES 5017159 SHC SERVICES INC 1640 W REDSTONE CENTER DR STE 200 PARK CITY UT 84098 TEMPORARY HELP AGENCY 4703861 1280 CAPITATION REVENUE 524114 5745373369 5696002520 49370849 5745373369 43152473 43152473 1326190490 1309641605 16548885 16548885 16548885 5805074727 5696002520 49370849 59701358 5344058000 5344058000 3902947 3902947 495449 495449 149735481 144854909 4880572 4582352 4162886 419466 23108280 22332817 775463 10436924 10086684 350240 25263426 25263426 369358 369358 1198159 1198159 375457 375457 2482992 2482992 128650825 128640578 10247 8512355 8470487 41868 4457189 4319803 137386 25728965 25539622 189343 3680910 3557650 123260 968915 931652 37263 259792 259792 5603022 5414997 188025 16203 15659 544 MEDICAL CLAIMS ASSESSME 25072147 25072147 DISTRIBUTION FEES 21250272 21250272 PREMIUM TAX - NH 11927049 11927049 LAE EXPENSES 490563 490563 -4779807 -4732528 -47279 5797847225 5782032130 15815095 0 357189781 391584747 393956337 792206042 100000000 29217352 56968762 42070021 28470862 13817849 13599159 898971068 345975990 9012716 8855156 1702165103 1709189856 161466364 239657014 847342511 783225546 1008808875 1022882560 X 693356228 686307296 693356228 686307296 1702165103 1709189856 7227502 -14276434 0 X 0 1 X 1 0 X 2862321971 3043271831 4098701726 5124054283 5745373369 20873723180 2862321971 3043271831 4098701726 5124054283 5745373369 20873723180 0 0 0 20873723180 10170310 11417340 42914795 76342635 43152473 183997553 10170310 11417340 42914795 76342635 43152473 183997553 2872492281 3054689171 4141616521 5200396918 5788525842 21057720733 0.99130 0.99170 0.00870 0.00830 X 0 0 0 0 0 0 1 172100 0 1 203357 375457 0 SCHEDULE C, PART II-B, LINE 1G WELLSENSE PAID MCLANE MIDDLETON PROFESSIONAL $172,100 FOR LOBBYING SERVICES. SCHEDULE C, PART II-B, LINE 1I: FOR THE YEAR ENDED SEPTEMBER 30, 2025, THE ORGANIZATION PAID $85,000 IN MEMBERSHIP DUES TO THE ASSOCIATION FOR COMMUNITY AFFLIATED PLANS. 9% OR $7,650 WAS ATTRIBUTABLE TO LOBBYING ACTIVITIES. THE ORGANIZATION ALSO PAID $2,860 IN FEES TO ACCESS THE STATE HOUSE NEWS SERVICE. THE AVAILABLE INFORMATION IS UTILIZED TO SUPPORT LOBBYING EFFORTS. THE ORGANIZATION ALSO PAID $403,268 IN MEMBERSHIP DUES TO THE MASSACHUSETTS ASSOCIATION OF HEALTH PLANS. OF THAT AMOUNT, $192,847 WAS ATTRIBUTABLE TO LOBBYING EXPENSES. 3376599 643481 2733118 38693422 27827381 10866041 13599159 MEDICAL CLAIMS PAYABLE & RELATED 398542920 LEASE LIABILITY 9456457 RESERVE FOR PAY FOR PERFORMANCE 1805046 DUE TO AFFILIATES 13300648 PREMIUM DEFICIENCY RESERVE 9266471 RISK SHARE PAYABLE 203064950 RISK ADJUSTMENT 147789054 783225546 X PART X, LINE 2: BOSTON MEDICAL CENTER HEALTH PLAN (WELLSENSE HEALTH PLAN OR WELLSENSE) IS INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS OF BMC HEALTH SYSTEM (BMCHS). THESE STATEMENTS INCLUDE THE FOLLOWING LANGUAGE REGARDING LIABILITY FOR UNCERTAIN TAX POSITIONS WITHIN THE INCOME TAXES FOOTNOTE. BMCHS RECOGNIZES INCOME TAX POSITIONS WHEN IT IS MORE LIKELY THAN NOT THAT THE POSITION WILL BE SUSTAINABLE BASED ON THE MERITS OF THE POSITION. MANAGEMENT HAS CONCLUDED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT NEED TO BE RECORDED AS OF SEPTEMBER 30, 2025 AND 2024. BMCHS ANNUALLY ASSESSES WHETHER IT MUST RECOGNIZE UBIT EXPENSE. THE AMOUNTS RECOGNIZED AS UBIT EXPENSE WERE NOT MATERIAL TO BMCHS'S CONSOLIDATED OPERATIONS OR CHANGES IN NET ASSETS FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024. CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 8654636 EAST ASIA AND THE PACIFIC 0 0 INVESTMENTS 2737489 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 INVESTMENTS 17925103 MIDDLE EAST AND NORTH AFRICA 0 0 INVESTMENTS 416179 NORTH AMERICA 0 0 INVESTMENTS 8939368 SOUTH AMERICA 0 0 INVESTMENTS 1012682 SUB-SAHARAN AFRICA 0 0 INVESTMENTS 1098533 0 0 0 0 0 0 40783990 0 40783990 0 0 0 0 0 0 FORM 990, SCHEDULE F, PART I: VALUES NOTED ON SCHEDULE F REPRESENT FIXED INCOME HOLDINGS OUTSIDE THE UNITED STATES THAT ARE VALUED IN US DOLLARS. X 0 0 X X X X X 1 1 0 0 0 1 0 1 0 HEATHER THILTGEN TRUSTEE/PRESIDENT 720004 0 149730 0 146793 0 33006 0 41727 0 1091260 0 0 0 DIANA CRUZ CHIEF OPERATING OFFICER 486649 0 88350 0 37260 0 33006 0 41727 0 686992 0 0 0 DAVID MUZINA CHIEF MEDICAL OFFICER (AS OF 7/1/24) 231269 0 367500 0 0 0 0 0 1083 0 599852 0 0 0 JILL BORRELLI CHIEF BH AND QUALITY OFFICER 396423 0 199167 0 0 0 0 0 1882 0 597472 0 0 0 RAJESH NAIR CHIEF INFO OFFICER 458830 0 83700 0 0 0 5971 0 41631 0 590132 0 0 0 PAUL WINGLE CHIEF PRODUCT AND SALES OFFICER 425221 0 78120 0 0 0 9156 0 41727 0 554224 0 0 0 HOWARD LU CHIEF MEDICAL OFFICER (THRU 8/1/24) 371911 0 0 0 123846 0 7165 0 9748 0 512670 0 0 0 SERINA BARKLEY CHIEF LEGAL OFFICER/CLERK 374722 0 69750 0 0 0 8360 0 40903 0 493735 0 0 0 DARREN BENNETT SENIOR VP TREASURER/CFO 391975 0 57213 0 0 0 23522 0 2378 0 475088 0 0 0 JAMES COLLINS FORMER TREASURER/CFO 345569 0 0 0 43644 0 8862 0 41244 0 439319 0 0 0 JENNIFER CARBONE SVP, SERVICE & OPERATIONS 345576 0 33760 0 0 0 14283 0 38253 0 431872 0 0 0 TRISHA BENNETT THRU 1224 VP, STRATEGIC IMPLEMENTATIONS 263614 0 20600 0 106528 0 1783 0 13175 0 405700 0 0 0 WILLIAM KEOUGH SENIOR MEDICAL DIRECTOR 326000 0 26473 0 0 0 9954 0 13501 0 375928 0 0 0 PART I, LINE 1A WELLSENSE PROVIDED PRESIDENT THILTGEN WITH A TRAVEL/LODGING ALLOWANCE OF $60,000 WHICH IS REPORTED AS TAXABLE COMPENSATION ON SCHEDULE J, PART II, COLUMN (B)(III). WELLSENSE ALSO PAID $37,217 OF MOVING EXPENSES FOR PRESIDENT THILTGEN. THE COST IS REPORTED ON SCHEDULE J, PART II, COLUMN (B)(III) AS WELL. PART I, LINE 1B THE PRESIDENT OF WELLSENSE RECEIVES A HOUSING STIPEND TO ALLOW FOR TRAVEL AND HOUSING AS IT RELATES TO LOCAL MEETINGS WITH SYSTEM AND PLAN PERSONNEL. THIS PLAN WAS DEVELOPED AND APPROVED BY SYSTEM SENIOR LEADERS. THE STIPEND IS TREATED AS TAXABLE COMPENSATION. PART I, LINES 4A-B LINE 4A THE AMOUNT OF SEVERANCE COMPENSATION PAID TO HOWARD LU, M.D. WAS $123,846 WHICH IS REPORTED ON SCHEDULE J, PART II, COLUMN B(III). THE AMOUNT OF SEVERANCE COMPENSATION PAID TO TRISHA BENNETT WAS $106,528 WHICH IS REPORTED ON SCHEDULE J, PART II, COLUMN B(III). LINE 4B WELLSENSE PROVIDES A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN TO CERTAIN SUPPLEMENTAL EXECUTIVES. AMOUNTS ARE CREDITED TO PARTICIPANTS' ACCOUNTS EACH YEAR. PLAN AMOUNTS ARE SUBJECT TO FORFEITURE AND PAYMENT ONLY IF CERTAIN CONDITIONS ARE MET, AS OUTLINED IN WELLSENSE'S AGREEMENT. PART I, LINE 6 WELLSENSE PAID COMPENSATION CONTINGENT OF THE NET EARNINGS OF THE ORGANIZATION BASED ON THE ACHIEVEMENT OF VARIOUS GOALS. THESE COMPENSATION AMOUNTS ARE REFLECTED IN SCHEDULE J, PART II, COLUMN B(II). PART I, LINE 7 DURING CALENDAR YEAR 2024, WELLSENSE PAID SIGN-ON BONUSES, RETENTION BONUSES, AND OTHER BONUSES TO SOME EMPLOYEES LISTED WHERE DISCRETION WAS EXERCISED BY MANAGEMENT. SCHEDULE J, PART II: SERINA BARKLEY, CHIEF LEGAL OFFICER AND CLERK OF WELLSENSE, WAS COMPENSATED BY BOSTON MEDICAL CENTER CORPORATION, AN UNRELATED ORGANIZATION, FOR SERVICES PROVIDED TO WELLSENSE. 100% OF SERINA BARKLEY'S TIME AND COMPENSATION WAS RELATED TO THE SERVICES PROVIDED TO WELLSENSE. SERINA BARKLEY'S TOTAL REPORTABLE COMPENSATION, RETIREMENT/DEFERRED COMPENSATION, AND NONTAXABLE BENEFITS FOR 2024 WAS $444,472, $8,360, AND $40,903, RESPECTIVELY. FORM 990, PART VI, SECTION A, LINE 2 ALASTAIR BELL, M.D. SERINA BARKLEY BUSINESS RELATIONSHIP - THE PERSONS LISTED ABOVE ARE/WERE EMPLOYEES OF BOSTON MEDICAL CENTER. FORM 990, PART VI, SECTION A, LINE 6 BMC HEALTH SYSTEM, INC. IS THE SOLE MEMBER OF WELLSENSE. FORM 990, PART VI, SECTION A, LINE 7B CERTAIN ACTIONS INCLUDING, BUT NOT LIMITED TO, THE APPROVAL OF BUDGETS, MERGERS, ACQUISITIONS, AND INDEBTEDNESS ARE SUBJECT TO THE APPROVAL OF THE SOLE MEMBER. FORM 990, PART VI, SECTION B, LINE 11B WELLSENSE'S TAX RETURN IS PREPARED BY KPMG LLP AND REVIEWED BY WELLSENSE'S INTERNAL MANAGEMENT. FOLLOWING THAT REVIEW, WELLSENSE'S INTERNAL MANAGEMENT AND KPMG PRESENT THE FORM 990 TO THE AUDIT COMMITTEE FOR REVIEW AND COMMENT. THE COMPLETED FORM 990 IS PROVIDED TO ALL MEMBERS OF THE BOARD OF TRUSTEES PRIOR TO THE FORM BEING FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST QUESTIONNAIRES FOR THE FISCAL YEAR END SEPTEMBER 30, 2025 WERE DISTRIBUTED BY BOSTON MEDICAL CENTER'S ("BMC"), AN AFFILIATED ORGANIZATION, CORPORATE COMPLIANCE DEPARTMENT. THE CHIEF COMPLIANCE OFFICER OF BMC OR THE CHIEF COMPLIANCE OFFICER'S DESIGNEE QUERIES TRUSTEES, OFFICERS AND DIRECTORS ON AT LEAST AN ANNUAL BASIS REGARDING RELATIONSHIPS THAT MAY CREATE POTENTIAL CONFLICTS OF INTEREST. THE CHIEF COMPLIANCE OFFICER OR THE CHIEF COMPLIANCE OFFICER'S DESIGNEE REVIEWS ALL DISCLOSURES AND DETERMINES WHETHER THERE ARE ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. THE CHIEF COMPLIANCE OFFICER OR THE CHIEF COMPLIANCE OFFICER'S DESIGNEE INFORMS THE CHIEF LEGAL COUNSEL OF ANY ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. THE CHIEF LEGAL COUNSEL ADVISES THE BOARD OF DIRECTORS AND OFFICERS OF THE CORPORATION ACCORDINGLY. FORM 990, PART VI, SECTION B, LINE 15 BOSTON MEDICAL CENTER HEALTH SYSTEM IS A SUPPORTING ORGANIZATION OF BOTH BOSTON MEDICAL CENTER AND WELLSENSE HEALTH PLAN. ALL THREE ENTITIES HAVE THE SAME INDEPENDENT COMPENSATION COMMITTEE, FORMED OF INDIVIDUALS WHOSE COMPENSATION IS NOT IN ISSUE, THAT ESTABLISHES THE COMPENSATION OF THE PRESIDENT AND CEO AND APPROVES THE COMPENSATION OF SENIOR MANAGEMENT. THE COMMITTEE MEMBERS ARE NOT UNDER THE CONTROL OR DIRECTION OF ANY HEALTH SYSTEM, MEDICAL CENTER, OR HEALTH PLAN EXECUTIVE SEEKING COMPENSATION. THE INDIVIDUAL COMPENSATION PLANS ARE SUPPORTED BY COMPARABLE DATA, WHICH INCLUDES COMPENSATION PAID FOR COMPARABLE POSITIONS BY SIMILARLY SITUATED ORGANIZATIONS (BOTH TAXABLE AND TAX-EXEMPT), INDEPENDENTLY COMPILED COMPENSATION SURVEYS, AND ACTUAL WRITTEN OFFERS FROM SIMILAR INSTITUTIONS COMPETING FOR THE SERVICES OF THE HEALTH SYSTEM, MEDICAL CENTER, OR HEALTH PLAN EXECUTIVE. THE COMMITTEE MAY ALSO UTILIZE AN INDEPENDENT COMPENSATION CONSULTANT AS PART OF THE COMPENSATION-SETTING PROCESS. THE INDEPENDENT COMMITTEE'S ASSESSMENTS OF THESE CONSIDERATIONS ARE CONTAINED IN THE MINUTES OF THE COMMITTEE MEETINGS. THE REVIEW PROCESS INCLUDES, AND THE MINUTES INDICATE, DISCUSSIONS AND EVALUATIONS OF EACH EXECUTIVE'S PRIOR PERFORMANCE, QUALIFICATIONS, AND EXPERIENCE. THE EXECUTIVES ARE NOT PRESENT FOR THE INDEPENDENT COMMITTEE'S DISCUSSIONS OR THE COMMITTEE'S VOTE ON COMPENSATION. THE MINUTES REFLECT THE FACT THAT NO EXECUTIVE WAS PRESENT. FORM 990, PART VI, SECTION C, LINE 19 OTHER THAN AS REQUIRED BY LAW, WELLSENSE DOES NOT MAKE DOCUMENTS PUBLICLY AVAILABLE. HOWEVER, THE RESTATED ARTICLES OF THE ORGANIZATION ARE POSTED ON THE SECRETARY OF THE COMMONWEALTH'S WEBSITE. BMC HEALTH SYSTEM INC ONE BOSTON MEDICAL CENTER PLACE BOSTON MA 02118 463556853 SUPPORT SERVICES MA 501 (C) (3) LINE 12B, II N/A 0 BOSTON MEDICAL CENTER-SOUTH CORPORATION ONE BOSTON MEDICAL CENTER PLACE BOSTON MA 02118 994491180 HEALTHCARE MA 501 (C) (3) 3 BMCHS 1 BOSTON MEDICAL CENTER-BRIGHTON CORPORATION ONE BOSTON MEDICAL CENTER PLACE BOSTON MA 02118 994793550 HEALTHCARE MA 501 (C) (3) 3 BMCHS 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0