Form990
Click to see attachment
Department of the TreasuryInternal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private
foundations)
MediumBullet Do not enter social security numbers on this form as it may be made public.
MediumBullet Information about Form 990 and its instructions is at www.IRS.gov/form990.
OMB No. 1545-0047
2015
Open to Public Inspection
A For the 2015 calendar year, or tax year beginning 01-01-2015 , and ending 12-31-2015
BCheck if applicable:
CName of organization
Highmark Health
 
% CALEB KNIER
Doing business as
 
 
Number and street (or P.O. box if mail is not delivered to street address)
120 Fifth Avenue
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Pittsburgh, PA15222
D Employer identification number

45-3674900
E Telephone number

G Gross receipts $ 130,490,294
F Name and address of principal officer:
David Holmberg
120 Fifth Avenue
Pittsburgh,PA15222
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.highmarkhealth.org
H(a)
Is this a group return for
subordinates?
H(b)
Are all subordinates
included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet6169
K Form of organization:  
L Year of formation: 2011
M State of legal domicile: PA
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: Highmark Health is the parent entity of an interdependent healthcare system. See Part III, line 1 for our mission, vision and values.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 11
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 8
5 Total number of individuals employed in calendar year 2015 (Part V, line 2a) ...... 5 848
6 Total number of volunteers (estimate if necessary) ............. 6 0
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 0
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b  
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 115,643,443 124,615,758
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 11,839 48,594
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 1,000,907 5,825,942
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12) 116,656,189 130,490,294
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 1,011,200 1,287,117
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 94,875,955 91,868,396
16a Professional fundraising fees (Part IX, column (A), line 11e) ..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 44,338,801 71,699,475
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 140,225,956 164,854,988
19 Revenue less expenses. Subtract line 18 from line 12....... -23,569,767 -34,364,694
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 89,206,516 127,264,139
21 Total liabilities (Part X, line 26)............. 105,533,984 178,048,822
22 Net assets or fund balances. Subtract line 21 from line 20..... -16,327,468 -50,784,683
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
Preparer's signature
Date
PTIN
Firm's name MediumBullet
Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ..........
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y Form 990 (2015)
Form 990 (2015)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response or note to any line in this Part III ..............
1
Briefly describe the organization’s mission: HIGHMARK HEALTH IS THE PARENT OF AN INTERDEPENDENT SYSTEM DESIGNED TO DELIVER HIGH QUALITY, ACCESSIBLE, UNDERSTANDABLE AND AFFORDABLE EXPERIENCES, OUTCOMES AND SOLUTIONS FOR OUR CUSTOMERS. SEE SCHEDULE O FOR OUR Mission, VISION AND VALUES.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? .....................
If "Yes," describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program
services? ...........................
If "Yes," describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 122,356,486 including grants of $ 1,287,117 ) (Revenue $ 130,441,700 )
Highmark Health is the parent of an interdependent system designed to deliver high quality, accessible, understandable and affordable experiences, outcomes and solutions for our customers. For additional information regarding the program services of Highmark Health, refer to Schedule O.
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4d Other program services (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet122,356,486
Form 990 (2015)
Form 990 (2015)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule AClick to see attachment.....................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part IClick to see attachment.............
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part IIClick to see attachment..............
4
Yes
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, Part IIIClick to see attachment.................
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part IClick to see attachment..................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III Click to see attachment.............
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IVClick to see attachment..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If "Yes," complete Schedule D, Part VI.Click to see attachment...................
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIClick to see attachment.......
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIIClick to see attachment.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IXClick to see attachment............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part XClick to see attachment
11f
Yes
 
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII Click to see attachment.................
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States? .....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV.....
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I (see instructions) ....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....
20a
 
No
b
If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2015)
Form 990 (2015)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II.....Click to see attachment
21
Yes
 
22
Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........Click to see attachment
22
 
No
23
Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J....................... Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a...............
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds? ...............
24c
 
 
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I............
25a
 
No
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I ...................
25b
 
No
26
Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If "Yes," complete Schedule L, Part II ................
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III.........
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L,
Part IV ........................
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV.....................
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV...
28c
 
No
29
Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M .............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I.
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II ...........
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I ........Click to see attachment
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1.........................Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
Yes
 
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 ...Click to see attachment
35b
Yes
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2............. Click to see attachment
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2015)
Form 990 (2015)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V...........
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
1
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
848
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...
3b
 
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? ..
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? ..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? ...
6a
 
No
b
If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ......................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? ....................
7a
 
No
b
If "Yes," did the organization notify the donor of the value of the goods or services provided? .....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? .........................
7c
 
No
d
If "Yes," indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? ......................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? ..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds.
Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? .........................
8
 
 
9a
Did the sponsoring organization make any taxable distributions under section 4966?...
9a
 
 
b
Did the sponsoring organization make a distribution to a donor, donor advisor, or related person?...
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If "Yes," enter the amount of tax-exempt interest received or accrued during the year.
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..
14b
 
 
Form 990 (2015)
Form 990 (2015)
Page 6
Part VI
Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response or note to any line in this Part VI ..............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year
1a
11
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent
1b
8
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
Yes
 
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
 
No
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .......................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done...................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
No
b
If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
 
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
PA
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, address, and telephone number of the person who possesses the organization's books and records:
MediumBulletCALEB KNIER120 FIFTH AVENUE SUITE 924   Pittsburgh,PA15222 (412) 544-4238
Form 990 (2015)
Form 990 (2015)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response or note to any line in this Part VII ..............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

RoundBullet List all of the organization’s current key employees, if any. See instructions for definition of "key employee."
RoundBullet List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the
organization and any related organizations.

RoundBullet List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

RoundBullet List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(1) J Robert Baum PHD......................................................................
Chairman - Retired 2.25.15
 1.0
.................
10.0 		X           0 71,825 0
(2) Joseph Guyaux......................................................................
Chairman - Begin 2.25.15
 1.0
.................
10.0 		X           0 113,543 0
(3) David Blandino MD......................................................................
Director
 1.0
.................
10.0 		X           0 135,759 0
(4) Terrence Cavanaugh......................................................................
Director
 1.0
.................
3.0 		X           0 0 0
(5) Thomas Donahue......................................................................
Director
 1.0
.................
3.0 		X           0 72,843 0
(6) Steven Hoffman CPA......................................................................
Director
 1.0
.................
3.0 		X           0 100,256 0
(7) Gregory Jordan Esq......................................................................
Director
 1.0
.................
3.0 		X           0 77,043 0
(8) David Malone......................................................................
Director
 1.0
.................
3.0 		X           0 78,543 0
(9) David Matter......................................................................
Director
 1.0
.................
3.0 		X           0 109,843 0
(10) Victor Roque......................................................................
Director
 1.0
.................
3.0 		X           0 106,251 0
(11) Susan Shoval......................................................................
Director
 1.0
.................
3.0 		X           0 0 84,500
(12) David Holmberg......................................................................
Ex Officio Director and Pres
 40.0
.................
0.0 		X   X       3,725,498 0 106,350
(13) Thomas Vankirk......................................................................
Secretary
 40.0
.................
0.0 		    X       1,816,854 0 30,520
(14) Karen Hanlon......................................................................
CFO and Treas. Begin 7.29.15
 40.0
.................
0.0 		    X       1,242,041 0 162,750
(15) Dennis Cronin......................................................................
Assistant Treasurer
 40.0
.................
0.0 		    X       463,960 0 63,655
(16) Nanette DeTurk......................................................................
Treasurer Until 7.29.2015
 40.0
.................
0.0 		    X       3,761,892 0 61,734
(17) Daniel Onorato......................................................................
EVP,PubPlcy,ChGovt & Cmtyafr
 40.0
.................
0.0 		      X     926,658 0 86,564
Form 990 (2015)
Form 990 (2015)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(18) Melissa Anderson........................................................................
EVP Chf Aud&Cmp Ofcr
 40.0
.......................0.0 		      X     746,573 0 95,900
(19) David Carter........................................................................
SVP Corporate Communications
 40.0
.......................0.0 		      X     645,762 0 63,814
(20) Larry Kleinman........................................................................
EVP Chief HR Officer
 40.0
.......................0.0 		      X     555,280 0 21,328
(21) William Cashion........................................................................
SVP Chief Actuary
 40.0
.......................0.0 		        X   716,533 0 60,674
(22) Matt Feczko........................................................................
SVP Corp Dev & Invest
 40.0
.......................0.0 		        X   600,596 0 56,409
(23) Tracy Grajewski........................................................................
SVP Human Resources
 40.0
.......................0.0 		        X   720,610 0 41,704
(24) J Randall Staggers........................................................................
SVP Admin Svc & Fin Ops
 40.0
.......................0.0 		        X   819,705 0 40,299
(25) Karl Sparre........................................................................
VP Talent Solutions
 40.0
.......................0.0 		        X   403,153 0 19,283
(26) William Winkenwerder Jr MDMBA........................................................................
Former President & CEO
 0.0
.......................0.0 		          X 1,620,000 0 0
(27) Ray Hunter Carson Jr........................................................................
Former EVP Chief HR Officer
 0.0
.......................0.0 		          X 834,042 0 0






1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)...........MediumBullet 19,599,157 865,906 995,484
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet229
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
Yes
 
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such
individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
McKinsey Company Inc,
55 East 52nd Street
NEW YORK,NY10022 		Consulting Services 17,115,000
EPIC Systems Corporation,
1979 Milky Way
VERONA,WI53593 		Software Services 10,548,372
Towers Watson Delaware Inc,
8 Campus Drive
PARSIPPANY,NJ07054 		Consulting Services 5,197,904
The RightThing LLC,
3401 Techology Drive
FINDLAY,OH45840 		Professional Service 4,268,097
Accenture Ltd,
7 Parkway Center
PITTSBURGH,PA15220 		Consulting Services 2,123,754
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet5
Form 990 (2015)
Form 990 (2015)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII .............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512-514
Contributions, Gifts, GrantAmt and OtherAmt Similar Amounts 1a Federated campaigns..1a  
b Membership dues..1b  
c Fundraising events..1c  
d Related organizations1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and similar amounts not included above1f  
g Noncash contributions included in lines 1a-1f:$  
h Total.Add lines 1a-1f.......MediumBullet 0
Program Service RevenueAmt Business Code
2a AFFILIATE EXPENSE REIMBURSEMENT 900099 124,615,758 124,615,758    
b
c
d
e
f All other program service revenue.        
g Total.Add lines 2a–2f.....MediumBullet 124,615,758
OtherAmt RevenueAmt 3 Investment income (including dividends, interest, and othersimilar amounts) ..........MediumBullet 48,594     48,594
4 Income from investment of tax-exempt bond proceedsMediumBullet 0      
5 Royalties...........MediumBullet 0      
(ii) Personal (i) Real
6a Gross rents    
b Less: rental expenses    
c Rental income or (loss) 0 0
d Net rental income or (loss)......MediumBullet 0      
(ii) Other (i) Securities
7a Gross amount from sales of assets other than inventory    
b Less: cost or other basis and sales expenses    
c Gain or (loss)    
d Net gain or (loss).....MediumBullet 0      
8a Gross income from fundraising events (not including $   of contributions reported on line 1c). See Part IV, line 18 ....
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet 0    
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities..MediumBullet 0      
10a Gross sales of inventory, less
returns and allowances ..
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet 0      
Business Code Miscellaneous Revenue
11a EPIC SOFTWARE INC FROM AFFIL 501(C)(3) 900099 5,825,942 5,825,942    
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ...... MediumBullet 5,825,942
12 Total revenue. See Instructions......MediumBullet 130,490,294 130,441,700   48,594
Form 990 (2015)
Form 990 (2015)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX ..............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 1,287,117 1,287,117
2 Grants and other assistance to individuals in the United States. See Part IV, line 22 0 0
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16 0  
4 Benefits paid to or for members 0  
5 Compensation of current officers, directors, trustees, and key employees .... 14,577,134 10,203,994 4,373,140  
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .... 0      
7 Other salaries and wages 59,160,041 41,412,028 17,748,013  
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 2,949,150 2,064,404 884,746  
9 Other employee benefits ....... 10,205,906 7,144,135 3,061,771  
10 Payroll taxes ........... 4,976,165 3,483,316 1,492,849  
11 Fees for services (non-employees):        
a Management ...... 0      
b Legal ......... 987,313 622,007 365,306  
c Accounting ........... 813,002   813,002  
d Lobbying ........... 181,191 181,191    
e Professional fundraising services. See Part IV, line 17 0  
f Investment management fees ...... 0      
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) 16,137,796 10,166,812 5,970,984  
12 Advertising and promotion .... 739,366 739,366    
13 Office expenses ....... 88,077 61,654 26,423  
14 Information technology ...... 35,865,970 32,279,373 3,586,597  
15 Royalties .. 0      
16 Occupancy ........... 1,002,463 701,724 300,739  
17 Travel ............ 1,296,022 907,215 388,807  
18 Payments of travel or entertainment expenses for any federal, state, or local public officials . 0      
19 Conferences, conventions, and meetings .... 811,785 568,249 243,536  
20 Interest ........... 4,430,611 3,101,428 1,329,183  
21 Payments to affiliates ....... 0      
22 Depreciation, depletion, and amortization .. 945,223 661,656 283,567  
23 Insurance ... 803,660 562,562 241,098  
24 Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a NON-DEPRECIABLE EQUIPMENT 4,451,788 4,006,610 445,178  
b CORPORATE DUES 877,209 614,046 263,163  
c EMPLOYEE EXPENSES 266,526 186,568 79,958  
d INCENTIVE AWARDS 239,367 167,557 71,810  
e All other expenses 1,762,106 1,233,474 528,632  
25 Total functional expenses. Add lines 1 through 24e 164,854,988 122,356,486 42,498,502 0
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2015)
Form 990 (2015)
Page 11
Part X
Balance Sheet
Check if Schedule O contains a response or note to any line in this Part IX ..............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash–non-interest-bearing ........ 0 1 0
2 Savings and temporary cash investments ......... 16,291,971 2 6,423,908
3 Pledges and grants receivable, net ...... 0 3 0
4 Accounts receivable, net ............. 0 4 0
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L
0 5 0
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
0 6 0
7 Notes and loans receivable, net .... 0 7 0
8 Inventories for sale or use ........ 0 8 0
9 Prepaid expenses and deferred charges ...... 1,897,655 9 5,608,021
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 113,857,755
b Less: accumulated depreciation 10b 1,483,564 60,629,811 10c 112,374,191
11 Investments—publicly traded securities . 0 11 1,252,185
12 Investments—other securities. See Part IV, line 11 ..... 0 12 0
13 Investments—program-related. See Part IV, line 11 .. 0 13 0
14 Intangible assets ............... 0 14 0
15 Other assets. See Part IV, line 11 ........... 10,387,079 15 1,605,834
16 Total assets. Add lines 1 through 15 (must equal line 34)... 89,206,516 16 127,264,139
Liabilities 17 Accounts payable and accrued expenses ..... 30,348,922 17 20,747,032
18 Grants payable ... 0 18 0
19 Deferred revenue ......... 0 19 0
20 Tax-exempt bond liabilities ......... 0 20 0
21 Escrow or custodial account liability. Complete Part IV of Schedule D 0 21 0
22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L.. 0 22 0
23 Secured mortgages and notes payable to unrelated third parties .. 0 23 0
24 Unsecured notes and loans payable to unrelated third parties .. 0 24 0
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D 75,185,062 25 157,301,790
26 Total liabilities. Add lines 17 through 25.. 105,533,984 26 178,048,822
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets -16,327,468 27 -50,784,683
28 Temporarily restricted net assets ........... 0 28 0
29 Permanently restricted net assets 0 29 0
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds .....   30  
31 Paid-in or capital surplus, or land, building or equipment fund ...   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ........... -16,327,468 33 -50,784,683
34 Total liabilities and net assets/fund balances ........ 89,206,516 34 127,264,139
Form 990 (2015)
Form 990 (2015)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response or note to any line in this Part XI ..............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
130,490,294
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
164,854,988
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
-34,364,694
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
-16,327,468
5
Net unrealized gains (losses) on investments ...............
5
-92,521
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
 
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
-50,784,683
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response or note to any line in this Part XII .............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.
3b
 
 
Form 990 (2015)
Form 990 (2015)
Additional Data


Software ID:  
Software Version:  
Form 990, Special Condition Description:
Special Condition Description
SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ.
right arrow Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public
Inspection
Name of the organization
Highmark Health
 
Employer identification number

45-3674900
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4


5
6
7
8
9
10
11
a
b
c
d
e
f
Enter the number of supported organizations .............. 4

g
Provide the following information about the supported organization(s).
(i)Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1- 9 above (see instructions)) (iv) Is the organization listed in your governing document? (v) Amount of monetary support (see instructions) (vi) Amount of other support (see instructions)
Yes No
(A) WEST PENN ALLEGHENY HEALTH SYSTEM INC
  		453674924 3 Yes   0 0
(B) CANONSBURG GENERAL HOSPITAL
  		251737079 3 Yes   0 0
(C) ALLE-KISKI MEDICAL CENTER
  		251875178 3 Yes   0 0
(D) JEFFERSON REGIONAL MEDICAL CENTER
  		251260215 3 Yes   0 0
Total 4    

For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2015

Schedule A (Form 990 or 990-EZ) 2015
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2011 (b) 2012 (c) 2013 (d) 2014 (e) 2015 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any unusual grants.) ....            
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......            
3 The value of services or facilities furnished by a governmental unit to the organization without charge..            
4 Total. Add lines 1 through 3            
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..  
6 Public support. Subtract line 5 from line 4.  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2011 (b) 2012 (c) 2013 (d) 2014 (e) 2015 (f) Total
7 Amounts from line 4..            
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...            
9 Net income from unrelated business activities, whether or not the business is regularly carried on..            
10 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..            
11 Total support. Add lines 7 through 10.  
12
12
 
13
First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here........................................right arrow
Section C. Computation of Public Support Percentage
14
14
 
15
15
 
16a
b
17a
b
18
Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow
Schedule A (Form 990 or 990-EZ) 2015

Schedule A (Form 990 or 990-EZ) 2015
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2011 (b) 2012 (c) 2013 (d) 2014 (e) 2015 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......            
3 Gross receipts from activities that are not an unrelated trade or business under section 513...            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge..            
6 Total. Add lines 1 through 5.            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public support. (Subtract line 7c from line 6.)  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2011 (b) 2012 (c) 2013 (d) 2014 (e) 2015 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..            
13 Total support. (Add lines 9, 10c, 11, and 12.)..            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2015

Schedule A (Form 990 or 990-EZ) 2015
Page 4
Part IV
Supporting Organizations
(Complete only if you checked a box on line 11 of Part I. If you checked 11a of Part I, complete Sections A and B. If you checked 11b of Part I, complete Sections A and C. If you checked 11c of Part I, complete Sections A, D, and E. If you checked 11d of Part I, complete Sections A and D, and complete Part V.)
Section A. All Supporting Organizations
Yes
No
1
Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.
1
Yes
 
2
Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).
2
 
No
3a
Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.
3a
 
No
b
Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.
3b
 
 
c
Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.
3c
 
 
4a
Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 11a or 11b in Part I, answer (b) and (c) below.
4a
 
No
b
Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.
4b
 
 
c
Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.
4c
 
 
5a
Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).
5a
 
No
b
Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?
5b
 
 
c
Substitutions only. Was the substitution the result of an event beyond the organization's control?
5c
 
 
6
Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.
6
Yes
 
7
Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ) .
7
 
No
8
Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ).
8
 
No
9a
Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.
9a
 
No
b
Did one or more disqualified persons (as defined in line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.
9b
 
No
c
Did a disqualified person (as defined in line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.
9c
 
No
10a
Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.
10a
 
No
b
Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).
10b
 
 
Schedule A (Form 990 or 990-EZ) 2015

Schedule A (Form 990 or 990-EZ) 2015
Page 5
Part IV
Supporting Organizations (continued)
Yes
No
11
Has the organization accepted a gift or contribution from any of the following persons?
a
A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?
11a
 
No
b
A family member of a person described in (a) above?
11b
 
No
c
A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.
11c
 
No
Section B. Type I Supporting Organizations
Yes
No
1
Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.
1
 
No
2
Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.
2
 
No
Section C. Type II Supporting Organizations
Yes
No
1
Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).
1
 
 
Section D. All Type III Supporting Organizations
Yes
No
1
Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?
1
 
 
2
Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).
2
 
 
3
By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.
3
 
 
Section E. Type III Functionally-Integrated Supporting Organizations
1
Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):
a
b
c
2
Activities Test. Answer (a) and (b) below.
Yes
No
a
Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.
2a
 
 
b
Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.
2b
 
 
3
Parent of Supported Organizations. Answer (a) and (b) below.
a
Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.
3a
 
 
b
Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.
3b
 
 
Schedule A (Form 990 or 990-EZ) 2015

Schedule A (Form 990 or 990-EZ) 2015
Page 6
Part V
Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations
1
Section A - Adjusted Net Income (A) Prior Year (B) Current Year
(optional)
1 Net short-term capital gain 1    
2 Recoveries of prior-year distributions 2    
3 Other gross income (see instructions) 3    
4 Add lines 1 through 3 4    
5 Depreciation and depletion 5    
6 Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) 6    
7 Other expenses (see instructions) 7    
8 Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) 8    

Section B - Minimum Asset Amount (A) Prior Year (B) Current Year
(optional)
1 Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): 1
a Average monthly value of securities 1a    
b Average monthly cash balances 1b    
c Fair market value of other non-exempt-use assets 1c    
d Total (add lines 1a, 1b, and 1c) 1d    
e Discount claimed for blockage or other factors
(explain in detail in Part VI):  
2 Acquisition indebtedness applicable to non-exempt use assets 2    
3 Subtract line 2 from line 1d 3    
4 Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). 4    
5 Net value of non-exempt-use assets (subtract line 4 from line 3) 5    
6 Multiply line 5 by .035 6    
7 Recoveries of prior-year distributions 7    
8 Minimum Asset Amount (add line 7 to line 6) 8    

Section C - Distributable Amount Current Year
1 Adjusted net income for prior year (from Section A, line 8, Column A) 1  
2 Enter 85% of line 1 2  
3 Minimum asset amount for prior year (from Section B, line 8, Column A) 3  
4 Enter greater of line 2 or line 3 4  
5 Income tax imposed in prior year 5  
6 Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) 6  
7
Schedule A (Form 990 or 990-EZ) 2015

Schedule A (Form 990 or 990-EZ) 2015
Page 7
Part V
Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations (continued)
Section D - Distributions Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes  
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in
excess of income from activity		  
3 Administrative expenses paid to accomplish exempt purposes of supported organizations  
4 Amounts paid to acquire exempt-use assets  
5 Qualified set-aside amounts (prior IRS approval required)  
6 Other distributions (describe in Part VI). See instructions  
7Total annual distributions. Add lines 1 through 6.  
8 Distributions to attentive supported organizations to which the organization is responsive (provide
details in Part VI). See instructions		  
9 Distributable amount for 2015 from Section C, line 6  
10 Line 8 amount divided by Line 9 amount  

Section E - Distribution Allocations (see instructions) (i)
Excess Distributions 		(ii)
Underdistributions
Pre-2015 		(iii)
Distributable
Amount for 2015
1 Distributable amount for 2015 from Section C, line
6 		 
2 Underdistributions, if any, for years prior to 2015
(reasonable cause required--see instructions)		  
3 Excess distributions carryover, if any, to 2015:
a
b
c
d From 2013.......  
e From 2014.......  
fTotal of lines 3a through e  
g Applied to underdistributions of prior years  
h Applied to 2015 distributable amount  
i Carryover from 2010 not applied (see
instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.  
4Distributions for 2015 from Section D, line 7:
$  
a Applied to underdistributions of prior years  
b Applied to 2015 distributable amount  
c Remainder. Subtract lines 4a and 4b from 4.  
5 Remaining underdistributions for years prior to
2015, if any. Subtract lines 3g and 4a from line 2
(if amount greater than zero, see instructions)		  
6 Remaining underdistributions for 2015. Subtract
lines 3h and 4b from line 1 (if amount greater than
zero, see instructions)		  
7 Excess distributions carryover to 2016. Add lines
3j and 4c.		  
8 Breakdown of line 7:
a
b
c Excess from 2013.......  
d From 2014.......  
e From 2015.......  
Schedule A (Form 990 or 990-EZ) (2015)

Schedule A (Form 990 or 990-EZ) 2015
Page 8
Part VI
Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Return Reference Explanation
Schedule A, Part IV, Section A, Line 6 Highmark Health (HH) provides services to Highmark, Inc. Highmark Inc. is a Pennsylvania Nonprofit Corporation and an independent licensee of the Blue Cross and Blue Shield Association. It is a taxable entity governed by the provisions of Section 833. HH is the sole voting member of HH. Highmark Health provides overall strategic oversight and management to Highmark, Inc.
Schedule A, Part IV, Section B, Line 1 The Highmark Health (HH) board broadly represents the community served by the health system. The HH board is a self perpetuating board; the HH board members will select their successors.
Schedule A, Part I - Information about Supported organizations: Highmark Health provided administrative and other services to the supported organizations listed.
Schedule A (Form 990 or 990-EZ) 2015


Additional Data


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SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet Complete if the organization is described below. SchCMd Bullet Attach to Form 990 or Form 990-EZ.
SchCMd BulletInformation about Schedule C (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public
Inspection
If the organization answered "Yes" on Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" on Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" on Form 990, Part IV, Line 5 (Proxy Tax) (see separate instructions) or Form 990-EZ, Part V, line 35c (Proxy Tax) (see separate instructions), then
Round Bullet Section 501(c)(4), (5), or (6) organizations: Complete Part III.
Name of the organization
Highmark Health
 
Employer identification number

45-3674900
Part I-A
Complete if the organization is exempt under section 501(c) or is a section 527 organization.

1
Provide a description of the organization’s direct and indirect political campaign activities in Part IV.
2
Political expenditures ......................................................................................................................SchCMd Bullet
$  
3
Volunteer hours .............................................................................................................................
 

Part I-B
Complete if the organization is exempt under section 501(c)(3).
1
Enter the amount of any excise tax incurred by the organization under section 4955 ................................SchCMd Bullet
$  
2
Enter the amount of any excise tax incurred by organization managers under section 4955 .......................SchCMd Bullet
$  
3
If the organization incurred a section 4955 tax, did it file Form 4720 for this year? .........................................
4a
Was a correction made? ......................................................................................................................
b
If "Yes," describe in Part IV.
Part I-C
Complete if the organization is exempt under section 501(c), except section 501(c)(3).
1
Enter the amount directly expended by the filing organization for section 527 exempt function activities ..... SchCMd Bullet
$  
2
Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ............................................................................................................................SchCMd Bullet

$  
3
Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b...........SchCMd Bullet

$  
4
Did the filing organization file Form 1120-POL for this year? ...................................................................
5
Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.
(a) Name (b) Address (c) EIN (d) Amount paid from filing organization's funds. If none, enter -0-. (e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.
1
2
3
4
5
6
For Paperwork Reduction Act Notice, see the instructions for Form 990 or 990-EZ.
Cat. No. 50084S
Schedule C (Form 990 or 990-EZ) 2015

Schedule C (Form 990 or 990-EZ) 2015
Page 2
Part II-A
Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).
A Check SchCMd Bulletexpenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet
Limits on Lobbying Expenditures
(The term "expenditures" means amounts paid or incurred.) 		(a) Filing
organization's
totals 		(b) Affiliated group totals
1a Total lobbying expenditures to influence public opinion (grass roots lobbying) ...............................................    
b Total lobbying expenditures to influence a legislative body (direct lobbying) ...........................................    
c Total lobbying expenditures (add lines 1a and 1b) .......................................................................    
d Other exempt purpose expenditures .........................................................................................    
e Total exempt purpose expenditures (add lines 1c and 1d) ....................................................................    
f Lobbying nontaxable amount. Enter the amount from the following table in both
columns.		    
If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
Not over $500,00020% of the amount on line 1e.
Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
Over $17,000,000$1,000,000.
g Grassroots nontaxable amount (enter 25% of line 1f) ..........................................................................    
h Subtract line 1g from line 1a. If zero or less, enter -0-. ..........................................................................    
i Subtract line 1f from line 1c. If zero or less, enter -0-. ...........................................................................    
j If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting
section 4911 tax for this year? ..............................................................................................................

4-Year Averaging Period Under section 501(h)
(Some organizations that made a section 501(h) election do not have to complete all of the five
columns below. See the separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
Calendar year (or fiscal year
beginning in) 		(a) 2012 (b) 2013 (c) 2014 (d) 2015 (e) Total
2a Lobbying nontaxable amount          
b Lobbying ceiling amount
(150% of line 2a, column(e)) 		 
c Total lobbying expenditures          
d Grassroots nontaxable amount          
e Grassroots ceiling amount
(150% of line 2d, column (e))		  
f Grassroots lobbying expenditures          
Schedule C (Form 990 or 990-EZ) 2015


Schedule C (Form 990 or 990-EZ) 2015
Page 3
Part II-B
Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).
For each "Yes" response on lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.
(a)
No
Yes
(b)
Amount
1
During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:
a
Volunteers? ...........................................................................................................
 
No
b
Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ........
Yes
 
c
Media advertisements? ...................................................................................................
 
No
 
d
Mailings to members, legislators, or the public? .............................................................................
 
No
 
e
Publications, or published or broadcast statements? ...........................................................
 
No
 
f
Grants to other organizations for lobbying purposes? ..........................................................
 
No
 
g
Direct contact with legislators, their staffs, government officials, or a legislative body? .......................
Yes
 
181,191
h
Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ..................
 
No
 
i
Other activities? ...................................................................................................................
 
No
 
j
Total. Add lines 1c through 1i ....................................................................................................
181,191
2a
Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....
 
No
b
If "Yes," enter the amount of any tax incurred under section 4912 ...........................................
 
c
If "Yes," enter the amount of any tax incurred by organization managers under section 4912 ...................
 
d
If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? ........................
 
 
Part III-A
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).
Yes
No
1
Were substantially all (90% or more) dues received nondeductible by members? ...............................................
1
 
 
2
Did the organization make only in-house lobbying expenditures of $2,000 or less? ............................................
2
 
 
3
Did the organization agree to carry over lobbying and political expenditures from the prior year? .................................
3
 
 
Part III-B
Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2, are answered "No" OR (b) Part III-A, line 3, is answered “Yes."
1
Dues, assessments and similar amounts from members ......................................................................
1
 
2
Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political expenses for which the section 527(f) tax was paid).
a
Current year .............................................................................................................................
2a
 
b
Carryover from last year ............................................................................................................
2b
 
c
Total ...........................................................................................................................................
2c
 
3
Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .
3
 
4
If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ......................................................................................................................
4
 
5
Taxable amount of lobbying and political expenditures (see instructions) .........................................
5
 
Part IV
Supplemental Information
Provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, lines 1 and 2 (see instructions), and Part ll-B, line 1. Also, complete this part for any additional information.
Return Reference Explanation
Lobbying Activity Schedule C, Part II-B, Line 1g Highmark Health management, as needed, will make contact with elected and appointed officials at the federal, state and local levels. This contact is necessary to promote legislative actions with respect to healthcare related issues that could impact the organization and have adverse consequences for the communities we serve.
Schedule C (Form 990 or 990EZ) 2015


Additional Data


Software ID:  
Software Version:  

SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," on Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
SchDMd Bullet Attach to Form 990.
Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public Inspection
Name of the organization
Highmark Health
 
Employer identification number

45-3674900
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year ....    
2 Aggregate value of contributions to (during year)    
3 Aggregate value of grants from (during year)    
4 Aggregate value at end of year ....    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ...........
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ............................
Part II
Conservation Easements. Complete if the organization answered "Yes" on Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ...................... 2a  
b Total acreage restricted by conservation easements .................... 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register ... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............
6
Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................
9
In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:
(i)
Revenue included on Form 990, Part VIII, line 1 .........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:
a
Revenue included on Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2015

Schedule D (Form 990) 2015
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b If "Yes," explain the arrangement in Part XIII and complete the following table: Amount
c Beginning balance ............................. 1c  
d Additions during the year ............................ 1d  
e Distributions during the year .......................... 1e  
f Ending balance ................................ 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability?
b
If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........
Part V
Endowment Funds. Complete if the organization answered "Yes" on Form 990, Part IV, line 10.
(a)Current year (b)Prior year (c)Two years back (d)Three years back (e)Four years back
1a Beginning of year balance ....          
b Contributions ...          
c Net investment earnings, gains, and losses          
d Grants or scholarships ...          
e Other expenditures for facilities
and programs ... 		         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages on lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations .................
3a(i)
 
 
(ii) related organizations .................
3a(ii)
 
 
b
If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis
(investment) 		(b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land ...      
b Buildings        
c Leasehold improvements   3,491 790 2,701
d Equipment ...   3,495,913 562,811 2,933,102
e Other ...   110,358,351 919,963 109,438,388
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..SchDMdBullet 112,374,191
Schedule D (Form 990) 2015

Schedule D (Form 990) 2015
Page 3
Part VII
Investments—Other Securities. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c)Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
(3)Other
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet  
Part VIII
Investments—Program Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.
(a) Description of investment (b) Book value (c) Method of valuation:
Cost or end-of-year market value
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet  
Part X
Other Liabilities. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
(1) Federal income taxes 0
RELATED PARTY LINE OF CREDIT 155,598,651
LEASE OBLIGATION 1,703,139
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 157,301,790
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII
Schedule D (Form 990) 2015

Schedule D (Form 990) 2015
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains (losses) on investments .... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1.................. 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b.................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5  
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1 Total expenses and losses per audited financial statements ........... 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities ......... 2a  
b Prior year adjustments ............ 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d.................... 2e  
3 Subtract line 2e from line 1................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b..................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5  

Part XIII
Supplemental Information
Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Return Reference Explanation
Inclusion in consolidated audited financial statement: Highmark Health (HH) does not issue independent audited financial statements. HH is a component of a consolidated audited financial statement. The following analysis represents the reconciliation between the net loss on the financial statements and the net loss as reflected on IRS Form 990, Part 1, Line 19: Net loss per financial statements $(84,673,656) Add Back: equity losses of subsidiaries $ 50,308,962 ------------- Net loss per IRS Form 990 $(34,364,694) =============
ASC 740 Footnote Highmark Health records uncertain tax positions in accordance with FASB accounting standards codification (ASC) 740, income taxes. ASC 740 clarifies the accounting for uncertainty in income taxes by defining criteria that a tax positon on an individual matter must meet before that position is recognized. ASC 740 also provides guidance on measurement, classification, interest and penalties, disclosure and accounting in interim periods. Based on an analysis prepared by Highmark Health, it was determined that the application of FASB ASC 740 had no material effect on the recorded assets and liabilities of HH on a standalone basis. The following is the footnote to the audited consolidated financial statements of Highmark Health for FASB ASC 740: At December 31, 2015 and 2014, gross unrecognized tax benefits (excluding the federal benefit received from state positions) were $151,436 and $150,575, respectively, and, if recognized, would have impacted the effective tax rate. The Corporation recorded potential interest and penalties payable of $375 and $115 at December 31, 2015 and 2014, respectively, in net income tax recoverable in the consolidated balance sheets. Highmarks consolidated federal income tax return has been examined by the IRS through 2012. The Corporation does not anticipate that any significant increase or decrease to unrecognized tax benefits will be recorded in 2016.
Schedule D (Form 990) 2015


Additional Data


Software ID:  
Software Version:  




Schedule I
(Form 990)
Department of the Treasury
Internal Revenue Service
Grants and Other Assistance to Organizations,
Governments and Individuals in the United States
Complete if the organization answered "Yes," on Form 990, Part IV, line 21 or 22.
lBullet Attach to Form 990.
lBullet Information about Schedule I (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public
Inspection
Name of the organization
Highmark Health
 
Employer identification number
45-3674900
Part I
General Information on Grants and Assistance
1
Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ........................
2
Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.
Part II
Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient
that received more than $5,000. Part II can be duplicated if additional space is needed.
(a) Name and address of organization
or government		 (b) EIN (c) IRC section
if applicable		 (d) Amount of cash grant (e) Amount of non-cash
assistance		 (f) Method of valuation
(book, FMV, appraisal,
other)		 (g) Description of
non-cash assistance		 (h) Purpose of grant
or assistance
(1) ALLISON PARK CHURCH OF THE ASSEMBLIES OF
2326 DUNCAN AVENUE
ALLISON PARK,PA15101 		501(C)(3) 25,000       DONATION
(2) AMERICAN CANCER SOCIETY
PO BOX 22718
OKLAHOMA CITY,OK73123 		25-1798733 501(C)(3) 10,000       DONATION
(3) AMERICAN HEART ASSOCIATION
FOUR GATEWAY CENTER
PITTSBURGH,PA15222 		13-5613797 501(C)(3) 30,000       DONATION
(4) ANIMAL FRIENDS INC
562 CAMP HORNE ROAD
PITTSBURGH,PA15237 		25-0951565 501(C)(3) 30,000       CHARITABLE DONATION
(5) ARTSBRIDGE INC
PO BOX 1706
PITTSBURGH,PA15237 		55-6028450 501(C)(3) 10,000       ANNUAL CONTRIBUTIONS
(6) ASPINWALL RIVERFRONT PARK INC
285 RIVER AVENUE
PITTSBURGH,PA15215 		45-3071366 501(C)(3) 10,000       CHARITABLE DONATION
(7) BETHANY COLLEGE
31 E CAMPUS DRIVE
BETHANY,WV260320419 		55-0356985 501(C)(3) 25,000       DONATION
(8) BIDWELL TRAINING CENTER
1815 METROPOLITAN ST
PITTSBURGH,PA15233 		25-1191961 501(C)(3) 25,000       DONATION
(9) JUVENILE DIABETES RESEARCH FOUNDATION
26 BROADWAY
NEW YORK,NY10004 		23-1907729 501(C)(3) 7,500       Travel Gift Certificate
(10) CARSON SCHOLARS FUND INC
305 W Chesapeake Ave
TOWSON,MD21204 		52-1851346 501(C)(3) 25,000       CHARITABLE DONATIONS PROGRAM 2
(11) CATHOLIC CHARITIES DIOCESE OF PGH INC
212 NINTH STREET
PITTSBURGH,PA15222 		25-1326213 501(C)(3) 25,000       CHARITABLE DONATIONS PROGRAM 2
(12) CENTRAL CATHOLIC
4720 FIFTH AVENUE
PITTSBURGH,PA15213 		75-2370503 501(C)(3) 25,000       CHARITABLE DONATIONS PROGRAM 2
(13) CHILDREN'S HOME OF PITTSBURGH
5324 PENN AVENUE
PITTSBURGH,PA15224 		25-0965292 501(C)(3) 20,000       DONATION
(14) CHILDREN'S MUSEUM OF PITTSBURGH
10 CHILDRENS WAY
PITTSBURGH,PA15212 		25-1379704 501(C)(3) 10,000       CHARITABLE DONATION
(15) CLEVELAND CLINIC FOUNDATION
9500 EUCLID AVENUE
CLEVELAND,OH44195 		34-0714585 501(C)(3) 25,000       CHARITABLE CONTRIBUTIONS
(16) COMMISSION ON ECONOMIC OPPORTUNITY
165 AMBER LANE
WILKESBARRE,PA18702 		23-1653093 501(C)(3) 15,000       DONATION
(17) DUQUESNE UNIVERSITY
600 FORBES AVENUE
PITTSBURGH,PA15282 		25-1035663 501(C)(3) 20,000       DONATION
(18) EPILEPSY FOUNDATION
1501 REEDSDALE STREET
PITTSBURGH,PA15233 		23-7241930 501(C)(3) 20,000       DONATION
(19) ERIE CITY MISSION
1017 FRENCH STREET
ERIE,PA16501 		25-0987217 501(C)(3) 25,000       CHARITABLE CONTRIBUTION
(20) EXTRA MILE EDUCATION FOUNDATION
603 STANWIX ST
PITTSBURGH,PA152221423 		25-1621067 501(C)(3) 20,000       DONATION
(21) FAMILY HOUSE INC
5001 BAUM BOULEVARD
PITTSBURGH,PA15213 		25-1519959 501(C)(3) 10,000       CHARITABLE DONATION
(22) FIRST LUTHERAN CHURCH
615 GRANT STREET
PITTSBURGH,PA15219 		25-0987227 501(C)(3) 20,000       DONATION
(23) FRIENDS OF THE PITTSBURGH FISHER HOUSE
3945 FORBES AVE 240
PITTSBURGH,PA15213 		46-0881237 501(C)(3) 15,000       DONATION
(24) FRIENDSHIP COMMUNITY PRESBYTERIAN CHURCH
181 ROBINSON STREET
PITTSBURGH,PA15213 		25-1456898 501(C)(3) 25,000       DONATION
(25) GATEWAY REHABILITATION CENTER
311 ROUSER ROAD
MOON TOWNSHIP,PA15108 		25-1204418 501(C)(3) 21,667       CHARITABLE CONTRIBUTION
(26) GEORGETOWN UNIVERSITY
DEPARTMENT NUMBER 0734
WASHINGTON,DC20073 		53-0196603 501(C)(3) 10,000       CHARITABLE DONATION
(27) HARRISBURG UNIV OF SCIENCE & TECHNOLOGY
326 MARKET STREET
HARRISBURG,PA17101 		25-1900793 501(C)(3) 50,000       DONATION
(28) JEWISH COMMUNITY ALLIANCE OF NEPA
60 SOUTH RIVER ST
WILKES BARRE,PA18702 		24-0796936 501(C)(3) 25,000       DONATION
(29) JUBILEE ASSOCIATION INC
PO BOX 42251
PITTSBURGH,PA152030051 		25-1394229 501(C)(3) 10,000       CHARITABLE DONATION
(30) KIAWAH CARES FOUNDATION
23 BEACHWALKER DR
KIAWAH ISLAND,SC29455 		46-5144577 501(C)(3) 10,000       DONATION
(31) LANDS AT HILLSIDE FARMS
65 HILLSIDE ROAD
SHAVERTOWN,PA18708 		20-2975553 501(C)(3) 7,500       DONATION
(32) LILY'S PLACE
PO BOX 2
HUNTINGTON,WV25706 		46-2235123 501(C)(3) 10,000       PARENT PROJECT
(33) MEDICAL ONCOLOGY ASSOCIATES
382 PIERCE STREET
KINGSTON,PA18704 		23-3092746 501(C)(3) 10,000       DONATION
(34) NETWORK OF HOPE
3035 PERRYSVILLE AVE
PITTSBURGH,PA15214 		25-1900531 501(C)(3) 25,000       DONATION
(35) PITTSBURGH CULTURAL TRUST
803 LIBERTY AVENUE
PITTSBURGH,PA15222 		25-1469002 501(C)(3) 10,000       CHARITABLE DONATION
(36) PITTSBURGH PUBLIC THEATER
621 PENN AVENUE
PITTSBURGH,PA15222 		23-7398683 501(C)(3) 20,000       CHARITABLE DONATION
(37) PITTSBURGH URBAN CHRISTIAN SCHOOL INC
809 CENTER STREET
PITTSBURGH,PA15221 		25-1405301 501(C)(3) 20,000       DONATION
(38) REAL TIMES WHO'S WHO PUBLISHING LLC
479 LEDYARD STREET
DETROIT,MI48201 		26-4163198 501(C)(3) 15,000       2015 WHOS WHO IN BLACK PGH
(39) ROMAN CATHOLIC DIOCESE
429 E Grandview Blvd
Erie,PA16507 		55-0357023 501(C)(3) 15,000       2015 SPONSORSHIP
(40) SPECIAL OPERATIONS WARRIOR FOUNDATION
PO BOX 89367
TAMPA,FL33689 		52-1183585 501(C)(3) 10,000       DONATION
(41) SUSAN P BYRNES HEALTH EDUCATION CTR INC
515 SOUTH GEORGE STREET
YORK,PA17401 		23-2588187 501(C)(3) 25,000       DONATION
(42) THE CONFERENCE BOARD INC
845 Third Avenue
NEW YORK,NY10022 		13-1624108 501(C)(3) 28,000       The Conference Board
(43) THE FOUNDATION FOR ENHANCING COMMUNITIES
200 NORTH THIRD ST
HARRISBURG,PA17108 		01-0564355 501(C)(3) 15,000       CHARITABLE DONATION
(44) THE HANOVER HOSPITAL INC
300 HIGHLAND AVENUE
HANOVER,PA17331 		23-1360851 501(C)(3) 50,000       CHARITABLE DONATIONS PROGRAM 2
(45) THE REGIONAL OPPORTUNITY CENTER VIBRANT
PO BOX 1544
PITTSBURGH,PA15230 		20-2939474 501(C)(3) 65,000       Membership
(46) UNITED WAY FOUNDATION OF THE CAPITAL
2235 MILLENNIUM WAY
ENOLA,PA17025 		25-1733405 501(C)(3) 10,000       DONATION
(47) UNITED WAY OF ALLEGHENY COUNTY
1250 PENN AVENUE
PITTSBURGH,PA15222 		25-1043578 501(C)(3) 40,000       DONATION FOR UW FORWARD
(48) UNITED WAY OF ERIE COUNTY
420 WEST 6TH STREET
ERIE,PA16507 		25-1053091 501(C)(3) 10,000       DONATION
(49) UNITED WAY OF WYOMING VALLEY
100 NORTH PA AVE
WILKESBARRE,PA18701 		24-0831490 501(C)(3) 15,000       DONATION
(50) UNITED WAY OF YORK COUNTY
800 EAST KING STREET
YORK,PA17403 		501(C)(3) 25,000       DONATION FOR EARLY LEARNING PROGRAM
(51) UNIVERSITY OF PITTSBURGH
SCHOOL OF LAW
PITTSBURGH,PA15260 		25-0965591 501(C)(3) 10,000       DONATION
(52) UNIVERSITY OF SCRANTON
800 LINDEN STREET
SCRANTON,PA185104694 		24-0795495 501(C)(3) 7,500       DONATION
(53) URBAN LEAGUE OF GREATER PITTSBURGH
610 WOOD STREET
PITTSBURGH,PA152222222 		25-0965592 501(C)(3) 10,000       DONATION
(54) VILLANOVA UNIVERSITY
800 LANCASTER AVENUE
VILLANOVA,PA19085 		23-1352688 501(C)(3) 25,000       CHARITABLE DONATION
(55) WEST VIRGINIA INDEPENDENT COLLEGES
1411 VIRGINIA ST E
CHARLESTON,WV25301 		55-0465880 501(C)(3) 10,000       CONTRIBUTION
(56) WOMENS CENTER & SHELTER OF GRTR PGH
PO BOX 9024
PITTSBURGH,PA15224 		25-1264376 501(C)(3) 15,000       CHARITABLE DONATION
2
Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image
56
3
Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2015

Schedule I (Form 990) 2015
Page 2
Part III
Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.
(a) Type of grant or assistance (b) Number of
recipients		 (c) Amount of
cash grant		 (d) Amount of
non-cash assistance		 (e) Method of valuation (book,
FMV, appraisal, other)		 (f) Description of non-cash assistance
(1)
(2)
(3)
(4)
(5)
(6)
(7)
Part IV
Supplemental Information. Provide the information required in Part I, line 2, Part III, column (b), and any other additional information.
Return Reference Explanation
Procedures For Monitoring The Use of Grant Funds In The U.S. Schedule I, Part I, Line 2 The contributions on Form 990, Schedule I are contributions designated by the board of director members of Highmark Health. All contributions are approved by members of the Highmark Health board of directors prior to issuance.
Schedule I (Form 990) 2015



Additional Data


Software ID:  
Software Version:  


Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
SchJMediumBullet Attach to Form 990.
SchJMediumBullet Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public Inspection
Name of the organization
Highmark Health
 
Employer identification number

45-3674900
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .........
1b
Yes
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked in line 1a? ..
2
Yes
 
3
Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.
4
During the year, did any person listed on Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? ................
4a
Yes
 
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........
4b
Yes
 
c
Participate in, or receive payment from, an equity-based compensation arrangement? .........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.
5
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
No
b
Any related organization?
5b
 
No
If "Yes," on line 5a or 5b, describe in Part III.
6
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization?
6a
 
No
b
Any related organization? .........................
6b
 
No
If "Yes," on line 6a or 6b, describe in Part III.
7
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
 
No
8
Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
 
No
9
If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2015

Schedule J (Form 990) 2015
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation in column(B) reported as deferred on prior Form 990
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
1David HolmbergEx Officio Director and Pres (i)

(ii)		 1,318,973
-------------
0 		1,978,154
-------------
0 		428,371
-------------
0 		67,351
-------------
0 		38,999
-------------
0 		3,831,848
-------------
0 		0
-------------
0
2Thomas VankirkSecretary (i)

(ii)		 586,240
-------------
0 		1,024,376
-------------
0 		206,238
-------------
0 		20,295
-------------
0 		10,225
-------------
0 		1,847,374
-------------
0 		73,786
-------------
0
3Karen HanlonCFO and Treas. Begin 7.29.15 (i)

(ii)		 545,756
-------------
0 		676,575
-------------
0 		19,710
-------------
0 		137,758
-------------
0 		24,992
-------------
0 		1,404,791
-------------
0 		0
-------------
0
4Dennis CroninAssistant Treasurer (i)

(ii)		 302,486
-------------
0 		142,352
-------------
0 		19,122
-------------
0 		33,545
-------------
0 		30,110
-------------
0 		527,615
-------------
0 		0
-------------
0
5Daniel OnoratoEVP,PubPlcy,ChGovt & Cmtyafr (i)

(ii)		 441,353
-------------
0 		464,964
-------------
0 		20,341
-------------
0 		50,863
-------------
0 		35,701
-------------
0 		1,013,222
-------------
0 		0
-------------
0
6Melissa AndersonEVP Chf Aud&Cmp Ofcr (i)

(ii)		 379,083
-------------
0 		348,195
-------------
0 		19,295
-------------
0 		69,791
-------------
0 		26,109
-------------
0 		842,473
-------------
0 		0
-------------
0
7David CarterSVP Corporate Communications (i)

(ii)		 358,280
-------------
0 		265,943
-------------
0 		21,539
-------------
0 		37,317
-------------
0 		26,497
-------------
0 		709,576
-------------
0 		0
-------------
0
8Larry KleinmanEVP Chief HR Officer (i)

(ii)		 364,890
-------------
0 		100,000
-------------
0 		90,390
-------------
0 		6,508
-------------
0 		14,820
-------------
0 		576,608
-------------
0 		0
-------------
0
9Nanette DeTurkTreasurer Until 7.29.2015 (i)

(ii)		 671,939
-------------
0 		1,213,929
-------------
0 		1,876,024
-------------
0 		33,545
-------------
0 		28,189
-------------
0 		3,823,626
-------------
0 		0
-------------
0
10William CashionSVP Chief Actuary (i)

(ii)		 364,188
-------------
0 		277,691
-------------
0 		74,654
-------------
0 		20,295
-------------
0 		40,379
-------------
0 		777,207
-------------
0 		0
-------------
0
11Matt FeczkoSVP Corp Dev & Invest (i)

(ii)		 251,469
-------------
0 		330,563
-------------
0 		18,564
-------------
0 		24,194
-------------
0 		32,215
-------------
0 		657,005
-------------
0 		0
-------------
0
12Tracy GrajewskiSVP Human Resources (i)

(ii)		 275,923
-------------
0 		344,751
-------------
0 		99,936
-------------
0 		11,246
-------------
0 		30,458
-------------
0 		762,314
-------------
0 		0
-------------
0
13J Randall StaggersSVP Admin Svc & Fin Ops (i)

(ii)		 282,652
-------------
0 		420,090
-------------
0 		116,963
-------------
0 		13,234
-------------
0 		27,065
-------------
0 		860,004
-------------
0 		4,587
-------------
0
14Karl SparreVP Talent Solutions (i)

(ii)		 217,065
-------------
0 		110,000
-------------
0 		76,088
-------------
0 		0
-------------
0 		19,283
-------------
0 		422,436
-------------
0 		0
-------------
0
15William Winkenwerder Jr MDMBAFormer President & CEO (i)

(ii)		 0
-------------
0 		320,000
-------------
0 		1,300,000
-------------
0 		0
-------------
0 		0
-------------
0 		1,620,000
-------------
0 		1,300,000
-------------
0
16Ray Hunter Carson JrFormer EVP Chief HR Officer (i)

(ii)		 0
-------------
0 		380,409
-------------
0 		453,633
-------------
0 		0
-------------
0 		0
-------------
  		834,042
-------------
0 		453,633
-------------
0
Schedule J (Form 990) 2015

Schedule J (Form 990) 2015
Page 3
Part III
Supplemental Information
Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.
Return Reference Explanation
Housing Allowance Schedule J, Part I, Line 1a A select number of executives listed in Form 990, Part VII received reimbursement for relocation expenses from the organization during the tax year ended December 31, 2015. These were included in box 5 of their IRS Form W-2.
Tax Indemnification and Gross Ups Schedule J, Part I, Line 1a A select number of executives listed in Form 990, Part VII received tax gross-up payments from the organization. These were included in box 5 of their IRS Form W-2.
Health or Social Club Dues Schedule J, Part I, Line 1a A select number of executives listed in Form 990, Part VII received membership dues from the organization during the year ended December 31, 2015. These dues were included in that individuals box 5 of the IRS Form W-2.
Severance Payment Schedule J, Part I, Line 4a The following individuals received severance payments as of December 31, 2015. These amounts are included in box 5 of their IRS Form W-2. William Winkenwerder $1,300,000 Ray Carson $453,633 James Randall Staggers $90,440 Tracy Grajewski $80,423
Supplemental Nonqualified Retirement Plan Schedule J, Part I, Line 4b The following individuals participated in a supplemental nonqualified 457(f) retirement plan. Distributions from the plan, listed below, are included in box 5 of their IRS Form W-2. David Holmberg $312,435 Nan DeTurk $175,087 Thomas VanKirk $164,524 William Cashion $51,094 James Randall Staggers $4,587
Schedule J (Form 990) 2015
Additional Data


Software ID:  
Software Version:  
SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public
Inspection
Name of the organization
Highmark Health
 
Employer identification number

45-3674900
Return Reference Explanation
Mission, Vision and Values Form 990, Part III, Line 1 MISSION HIGHMARK HEALTH IS THE PARENT OF AN INTERDEPENDENT SYSTEM DESIGNED TO DELIVER HIGH QUALITY, ACCESSIBLE, UNDERSTANDABLE AND AFFORDABLE EXPERIENCES, OUTCOMES AND SOLUTIONS FOR OUR CUSTOMERS. VISION HIGHMARK HEALTH'S DEDICATED AND RESPECTED EMPLOYEES WILL BE LEADERS IN THE HEALTH CARE INDUSTRY, WORKING TO IMPROVE THE TOTAL HEALTH CARE EXPERIENCE OF OUR CUSTOMERS. VALUES PEOPLE MATTER - EVERY PERSON CONTRIBUTES TO OUR SUCCESS. WE STRIVE FOR AN INCLUSIVE CULTURE, REGARDING PEOPLE AS PROFESSIONALS AND RESPECTING INDIVIDUAL DIFFERENCES WHILE FOCUSING ON THE COLLECTIVE WHOLE. STEWARDSHIP - WORKING TO IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE AND WISELY MANAGING THE ASSETS WHICH HAVE BEEN ENTRUSTED TO OUR CARE. TRUST - EARNING TRUST BY DELIVERING ON OUR COMMITMENTS AND LEADING BY EXAMPLE. INTEGRITY - COMMITTING TO THE HIGHEST STANDARDS ENCOMPASSING EVERY ASPECT OF OUR BEHAVIOR INCLUDING HIGH MORAL CHARACTER, RESPECT, HONESTY AND PERSONAL RESPONSIBILITY. CUSTOMER-FOCUSED COLLABORATION - BECAUSE NO ONE PERSON HAS ALL THE ANSWERS, WE ACTIVELY SEEK TO COLLABORATE WITH EACH OTHER TO ACHIEVE THE RIGHT OUTCOMES FOR OUR CUSTOMERS. COURAGE - EMPOWERING EACH OTHER TO ACT IN A PRINCIPLED MANNER AND TO TAKE APPROPRIATE RISKS TO DO WHAT IS RIGHT TO FULFILL OUR MISSION. INNOVATION - COMMITTING TO CONTINUOUS LEARNING AND EXPLORING NEW, BETTER, AND CREATIVE WAYS TO ACHIEVE OUR VISION. EXCELLENCE - BEING ACCOUNTABLE FOR CONSISTENTLY EXCEEDING THE EXPECTATIONS OF THOSE WE SERVE.
Statement of Program Service Accomplishments Form 990, Part III, Line 4a OVERVIEW OF HIGHMARK HEALTH HIGHMARK HEALTH (HH) WAS FORMED TO BE THE PARENT ORGANIZATION OF A HEALTHCARE SYSTEM LOCATED IN WESTERN PENNSYLVANIA NAMED ALLEGHENY HEALTH NETWORK (AHN). AHN WAS FORMED PRIOR TO THE AFFILIATION OF WEST PENN ALEGHENY HEALTH SYSTEM, INC. (WPAHS) WITH HIGHMARK INC. (HIGHMARK). HH IS THE SOLE MEMBER OF AHN AND THE SOLE MEMBER OF HIGHMARK. AHN IS THE SOLE MEMBER OF WPAHS, JEFFERSON REGIONAL MEDICAL CENTER (JRMC), SAINT VINCENT HEALTH CENTER (SVHC) AND SAINT VINCENT HEALTH SYSTEM (SVHS). HH SERVES AS THE ULTIMATE PARENT OF THE AHN AFFILIATES THROUGH ITS POSITION AS SOLE MEMBER OF AHN. THE MISSION OF HH IS TO PROVIDE ACCESS TO AFFORDABLE HIGH QUALITY AND ACCESSIBLE HEALTH CARE. THE ACTIVITIES OF HH INCLUDE STRATEGIC, OPERATIONAL AND ADMINISTRATIVE LEADERSHIP FOR AHN. FROM A STRATEGIC STANDPOINT, HH IS FOCUSED ON CHANGING THE CURRENT DELIVERY OF THE CARE MODEL IN WESTERN PENNSYLVANIA; HH ENCOURAGES HEALTH CARE PROVIDERS IN AHN, WHETHER HOSPITALS OR PHYSICIANS, TO USE THE MOST COST EFFECTIVE VENUE FOR CARE, ADHERE TO EVIDENCE-BASED STANDARDS OF CARE, AND DELIVER SUPERIOR OUTCOMES BY REDUCING SUCH THINGS AS UNNECESSARY READMISSIONS AND POST-SURGICAL INFECTIONS. IN SUM, AS THE PARENT ORGANIZATION OF AHN, WE WORK TO ENSURE THAT AHN OPERATES IN THE MOST EFFECTIVE AND EFFICIENT MANNER AND PROVIDES THE HIGHEST QUALITY HEALTH CARE FOR THE COMMUNITIES THAT IT SERVES. OVERVIEW OF THE ALLEGHENY HEALTH NETWORK ALLEGHENY HEALTH NETWORK IS A TEAM OF CARE GIVERS COMMITTED TO IMPROVING HEALTH AND PROMOTING WELLNESS IN ITS COMMUNITIES, ONE PERSON AT A TIME, IT PLEDGES TO CONSISTENTLY DELIVER SAFE, COMPASSIONATE QUALITY HEALTHCARE BY TREATING THE WHOLE PERSON - BODY, MIND AND SPIRIT. AHN'S MISSION IS TO PROVIDE ACCESS TO AFFORDABLE HIGH QUALITY AND ACCESSIBLE HEALTH CARE, IT PROVIDES STRATEGIC, OPERATIONAL AND ADMINISTRATIVE LEADERSHIP FOR THOSE ORGANIZATIONS IT SUPPORTS. FROM AN ADMINISTRATIVE AND OPERATIONAL PERSPECTIVE, AHN IS PROVIDING EXECUTIVE LEADERSHIP AND OVERSIGHT TO WPAHS, SVHC, SVHS AND JRMC AND ITS EXEMPT AFFILIATES TO ENSURE THAT THEY CONTINUOUSLY OPERATE IN ACCORDANCE WITH THE MISSION OF PROVIDING HIGH QUALITY AFFORDABLE HEALTH CARE. IN TOTAL, THE AHN HAD 1,018 PHYSICIAN FULL TIME EMPLOYEES IN 2015. 2015 was a year of significant challenges in the health care industry and served as a launching pad for Highmark Health, as it brought transition that required the company to come together in unprecedented fashion to navigate difficult market dynamics. This resulted in a strategic plan that uniquely positions the organization to invent a new health care model that can deliver differentiated value to our customers across their full spectrum of needs. We began to see the positive results of the investments we've made in Allegheny Health Network to deliver the highest clinical quality and patient service, while ensuring that it is positioned to meet the future needs of our patients and the community. Of particular note is Allegheny Health Network's recognition by Comparison of its top-rated Pittsburgh-area cardiac care, women's care, spinal surgery and trauma care; its national leadership in organ transplant programs; and as the leading heart transplant program in Pennsylvania based on measures of medical excellence. In 2015, the Allegheny Health Network provided $121,536,790 in uncompensated care and $59,437,491 in community benefits to the communities we serve. WEST PENN ALLEGHENY HEALTH SYSTEM WPAHS WAS ORGANIZED IN 2000 AND IS COMPRISED OF WEST PENN ALLEGHENY HEALTH SYSTEM, INC. (WPAHS, INC.), ALLE-KISKI MEDICAL CENTER (AKMC), CANONSBURG GENERAL HOSPITAL (CGH), ALLEGHENY MEDICAL PRACTICE NETWORK (AMPN), ALLEGHENY CLINIC (AC), ALLEGHENY-SINGER RESEARCH INSTITUTE (ASRI), ALLEGHENY CLINIC MEDICAL ONCOLOGY (ACMO), CANONSBURG GENERAL HOSPITAL AMBULANCE SERVICE (CGH AMBULANCE), ALLE-KISKI MEDICAL CENTER TRUST (AKMC TRUST), FORBES HEALTH FOUNDATION (FHF), SUBURBAN HEALTH FOUNDATION (SHF) AND THE WESTERN PENNSYLVANIA HOSPITAL FOUNDATION (WPHF). THE GOAL OF WPAHS IS TO ENSURE THAT AREA RESIDENTS HAVE ACCESS TO A COMPLETE CONTINUUM OF HEALTH CARE SERVICES. THROUGH APPROPRIATE INTEGRATION ACROSS WPAHS BOTH CLINICALLY AND OPERATIONALLY, WPAHS HOSPITALS AND PHYSICIAN ORGANIZATIONS ARE ABLE TO REMAIN A HIGH QUALITY, LOW-COST PROVIDER WITH LINKAGES TO THE LATEST MEDICAL RESEARCH AND ADVANCED TECHNOLOGY. IN 2015, THE WPAHS HAD 57,191 INPATIENT DISCHARGES, 834,471 OUTPATIENT REGISTRATIONS AND 49,653 SURGICAL CASES. SAINT VINCENT HEALTH CENTER/SAINT VINCENT HEALTH SYSTEM SVHC (DBA SAINT VINCENT HOSPITAL) IS COMPRISED OF SAINT VINCENT MEDICAL EDUCATION AND RESEARCH INSTITUTE, WESTFIELD MEMORIAL HOSPITAL,INC., SAINT VINCENT FOUNDATION FOR HEALTH AND HUMAN SERVICES, SAINT VINCENT AFFILIATED PHYSICIANS, REGIONAL HOME HEALTH AND HOSPICE (55.48% CONTROLLED), REGIONAL HEART NETWORK (76.5% CONTROLLED) AND REGIONAL CANCER CENTER (50% CONTROLLED). SVHC IS A NOT-FOR-PROFIT ACUTE CARE HOSPITAL THAT PROVIDES INPATIENT, OUTPATIENT AND EMERGENCY CARE SERVICES FOR RESIDENTS OF NORTHWESTERN PENNSYLVANIA AND ADJACENT AREAS OF NEW YORK AND OHIO. ADMITTING PHYSICIANS ARE PRIMARILY PRACTITIONERS IN THE LOCAL AREA. FOUNDED BY THE SISTERS OF ST. JOSEPH IN 1875, SVHC HAS EVOLVED INTO AN INTEGRATED HEALTHCARE PROVIDER. IT IS COMMITTED TO THE HIGHEST QUALITY PATIENT CARE WHILE PROVIDING A CONTINUUM OF SERVICES TO MEET HEALTHCARE NEEDS. SVHS WAS ALSO FOUNDED BY THE SISTERS OF ST. JOSEPH IN 1875. THEIR MISSION AND VALUES ARE TO PROVIDE OVERSIGHT AND SUPPORT FOR THE CHARITABLE MISSIONS OF THE ORGANIZATIONS THEY SUPPORT. IN 2015, SV HAD 14,187 INPATIENT DISCHARGES, 207,491 OUTPATIENT REGISTRATIONS AND 17,628 SURGICAL CASES. JEFFERSON REGIONAL MEDICAL CENTER JRMC WAS ORGANIZED IN 1973 AND IS LOCATED JUST SOUTH OF THE CITY OF PITTSBURGH, PA, JRMC IS AN INTEGRATED SYSTEM OF HEALTH CARE SERVICES AND FACILITIES THAT PROVIDES QUALITY HEALTH CARE FROM EMERGENCY ADMISSIONS TO INPATIENT HOSPITALIZATION AND LEADING EDGE SURGERY TO REHABILITATION AND HOME CARE. IN 2015, JRMC HAD 14,802 INPATIENT DISCHARGES, 251,391 OUTPATIENT REGISTRATIONS AND 17,434 SURGICAL CASES.
Business Relationships Form 990, Part VI, Line 2 The following Board members have a business relationship through their connection of serving together on the Board of related taxable non-profit organizations: David Malone, David Blandino, David Matter, Steven Hoffman, Thomas Donahue, Victor Roque, Robert Baum, Joseph Guyaux, Gregory Jordan, Susan Shoval.
Review Process Form 990, Part VI, Line 11b The Highmark Health IRS Form 990 was prepared by its external tax advisors, Grant Thornton, LLP and reviewed by the Highmark Health Tax Department, Senior Management of the organization and the Audit and Compliance Committee. Before filing the tax return with the Internal Revenue Service, a final copy was provided to all members of the Board of Directors.
Conflict Of Interest Policy Monitoring And Enforcement Form 990, Part VI, Line 12c Highmark Health (HH) has a corporate compliance department that monitors and oversees compliance with the conflict of interest policy. The following describes the manner in which the corporate compliance department monitors and oversees compliance with the conflict of interest policy for HH: Conflict of interest disclosure forms are completed on an annual basis by all board members, officers, any person who has authority to act on behalf of the BOD, key employees , managers and above, persons with purchasing authority including procurement department employees and committees which may influence purchasing decisions, and any other employees as designated by the compliance department. Upon completion of the above disclosure statement by all applicable individuals, the integrity and compliance department reviews all disclosures. Those that require additional information or clarification are contacted by the integrity and compliance department requesting such. Once received, all information is evaluated in consultation with the legal department and senior management as applicable to determine whether a real or potential conflict of interest exists. Those conflicts that require a mitigation plan are developed and approved in coordination with the respective responsible senior management. The senior managers are responsible for discussing the mitigation plan with the individual as needed and monitoring compliance with the mitigation plan. A final report of all board and executive level management disclosures is submitted for review to the audit and compliance subcommittee of the board, as well as by the board of directors.
Process used to determine executive compensation Form 990, Part VI, Line 15a and 15B The Highmark Health (HH) process for determining compensation for executive positions (including officers, key employees and other management positions) is covered by the HH executive compensation policy. This policy was approved by the HH board of directors. It is the policy of HH and its board of directors to compensate its executives in accordance with the market and in relation to the experience, service and accomplishments of the individual both prior to and during their service with HH. The personnel & compensation committee makes recommendations to the HH board of directors who ultimately approve the compensation for the ceo. For all other executive officers, the personnel & compensation committee reviews and approves all compensation recommendations. Compensation shall include all compensation components, including without limitation, base compensation, incentive compensation, deferred compensation, and fringe and other benefits. The personnel & compensation committee shall also approve all base compensation adjustments and all incentive compensation awards, as well as material changes to deferred compensation, fringe, or other benefits. The personnel & compensation committee uses comparability data provided by an independent compensation consultant. The external consultant provides a letter of reasonability for all offers made to new executives that are under the purview of the Personnel & Compensation Committee. Each board of director member voting on a senior executive's compensation arrangement ensures that he or she has no conflict of interest, including that he or she (a) does not economically benefit from the proposed employment; (b) does not receive compensation subject to the approval of the proposed employee; and (c) has no material financial interest affected by the transaction. Highmark Health follows the requirement in the regulations to comply with the rebuttable presumption of the reasonableness of compensation.
Public availability of organizational documents Form 990, Part VI, Line 19 Highmark Health (HH) does not make its governing documents available to the public. The audited financial statements of HH are included in a consolidated financial statement for the health system. It is available upon request and approval by the CFO of Highmark Health. HH has adopted a conflict of interest policy that is uniformly applied to all HH organizations. This policy is not made available to the public.
Independent Contractors Part VII, Section B, Line 1 The expenditures of Highmark Health are paid by affiliated organizations and reimbursed by Highmark Health. The affiliate organizations issue Forms 990 separate from Highmark Health. Listed in this Form 990, Part VII are the five highest paid independent contractors that provided services to Highmark Health for which Highmark Health reimbursed the affiliated organizations.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2015


Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBulletAttach to Form 990.
MediumBullet Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047
2015
Open to Public Inspection
Name of the organization
Highmark Health
 
Employer identification number

45-3674900
Part I
Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33.
(a)
Name, address, and EIN (if applicable) of disregarded entity


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Total income


 		(e)
End-of-year assets


 		(f)
Direct controlling
entity










Part II
Identification of Related Tax-Exempt Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.
(a)
Name, address, and EIN of related organization


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Exempt Code section


 		(e)
Public charity status
(if section 501(c)(3))

 		(f)
Direct controlling
entity

 		(g)
Section 512(b)(13) controlled entity?
Yes No
(1)Allegheny Clinic
320 East North Avenue

Pittsburgh,PA15212
25-1838458 		HEALTHCARE PA 501(c)(3) 3 WPAHS INC
 
 
No
(2)Allegheny Clinic Medical Oncology
4800 Friendship Avenue

Pittsburgh,PA15224
11-3683376 		Healthcare PA 501(c)(3) 11-TYPE III WPAHS INC
 
 
No
(3)Allegheny Health Network
120 Fifth Avenue Suite 922

Pittsburgh,PA15222
45-3674924 		Healthcare PA 501(c)(3) 11-TYPE I Highmark Hea
 
Yes
 
(4)Allegheny Singer Research Institute
320 East North Avenue

Pittsburgh,PA15212
25-1320493 		Sci Research PA 501(c)(3) 4 WPAHS INC
 
 
No
(5)Alle-Kiski Medical Center
1301 Carlisle Street

Pittsburgh,PA15065
25-1875178 		Healthcare PA 501(c)(3) 3 WPAHS INC
 
 
No
(6)Alle-Kiski Medical Center Trust
1301 Carlisle Street

Pittsburgh,PA15065
20-5855753 		Fundraising PA 501(c)(3) 11-Type I AKMC
 
 
No
(7)Canonsburg General Hospital
100 Medical Boulevard

Canonsburg,PA15317
25-1737079 		Healthcare PA 501(c)(3) 3 WPAHS INC
 
 
No
(8)Canonsburg General Hospital Ambulance Se
100 Medical Boulevard

Canonsburg,PA15317
23-2939715 		ER Response PA 501(c)(3) 9 CGH
 
 
No
(9)Canonsburg Hospital & Health Foundation
100 Medical Boulevard

Canonsburg,PA15317
25-1818505 		Inactive PA 501(c)(3) 11- Type I NA
 
 
No
(10)Clinical Pathology Institute Cooperative
1526 Peach Street

Erie,PA16501
25-1528055 		Healthcare PA 501(c)(3) 3 SVHC
 
 
No
(11)Community Blood Bank
232 West 25th Street

Erie,PA16544
25-1181389 		Healthcare PA 501(c)(3) 11- Type I SVHC
 
 
No
(12)Energycare Inc
232 West 25th Street

Erie,PA16544
25-1430922 		Healthcare PA 501(c)(3) 9 SVHC
 
 
No
(13)Forbes Health Foundation
2570 Haymaker Road

Monroeville,PA15146
25-1798379 		Fundraising PA 501(c)(3) 7 WPAHS INC
 
 
No
(14)Greater Canonsburg Health System
100 Medical Boulevard

Canonsburg,PA15317
25-1488089 		Inactive PA 501(c)(3) 11- Type I NA
 
 
No
(15)Jefferson Regional Medical Center
565 Coal Valley Road

Jefferson Hills,PA15236
25-1260215 		Healthcare PA 501(c)(3) 3 AHN
 
 
No
(16)JRMCUPMC Cancer Associates
565 Coal Valley Road

Jefferson Hills,PA15236
20-1634783 		Healthcare PA 501(c)(3) 3 JRMC
 
 
No
(17)Regional Cancer Center
232 West 25th Street

Erie,PA16544
25-1385705 		Healthcare PA 501(c)(3) 3 SVHS
 
 
No
(18)Regional Heart Network
232 West 25th Street

Erie,PA16544
25-1856341 		Healthcare PA 501(c)(3) 3 SVHC
 
 
No
(19)Regional Home Health and Hospice
232 West 25th Street

Erie,PA16544
83-0371265 		Healthcare PA 501(c)(3) 9 SVHC
 
 
No
(20)Saint Vincent Affiliated Physicians
1910 Sassafras Street

Erie,PA16502
20-3784338 		Healthcare PA 501(c)(3) 9 SVHS
 
 
No
(21)Saint Vincent Foundation - HHS
232 West 25th Street

Erie,PA16544
25-1669168 		Fundraising PA 501(c)(3) 11-Type I SVHS
 
 
No
(22)Saint Vincent Health Center
232 West 25th Street

Erie,PA16544
25-0965547 		Healthcare PA 501(c)(3) 3 AHN
 
 
No
(23)Saint Vincent Health System
232 West 25th Street

Erie,PA16544
25-1406710 		Healthcare PA 501(c)(3) 11-Type I AHN
 
 
No
(24)Saint Vincent Med Ed & Research
1910 Sassafras Street

Erie,PA16502
25-1679140 		Healthcare PA 501(c)(3) 9 SVHS
 
 
No
(25)Suburban Health Foundation
100 South Jackson Ave

Pittsburgh,PA15202
25-1472073 		Fundraising PA 501(c)(3) 11-Type I WPAHS INC
 
 
No
(26)The Western Pennsylvania Hospital Founda
4800 Friendship Avenue

Pittsburgh,PA15224
25-1470766 		Fundraising PA 501(c)(3) 11-Type I WPAHS INC
 
 
No
(27)Vantage Health Group
232 West 25th Street

Erie,PA16544
25-1498145 		Healthcare PA 501(c)(3) 3 SVHC
 
 
No
(28)West Allegheny Hospital
100 Medical Boulevard

Pittsburgh,PA15317
25-1054206 		Inactive PA 501(c)(3) 3 NA
 
 
No
(29)West Penn Allegheny Health System Inc
Two Allegheny Center

Pittsburgh,PA15212
25-0969492 		Healthcare PA 501(c)(3) 3 AHN
 
 
No
(30)Westfield Memorial Hospital Inc
189 East Main Street

Westfield,NY14787
16-0743222 		Healthcare NY 501(c)(3) 3 SVHS
 
 
No
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2015
Schedule R (Form 990) 2015
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V-UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) 5148 Liberty Avenue Associates

4800 Friendship Avenue
Pittsburgh,PA15224
25-0969492 		Medical Practice PA NA
  		  0 0   No     No  
(2) Allegheny Imaging of Mccandles

4800 Friendship Avenue
Pittsburgh,PA15224
 Medical Practice PA NA
  		  0 0   No     No  
(3) Associated Clinical Lab LP

312 West 25th Street
Erie,PA16502
25-1533746 		Medical Practice PA NA
  		  0 0   No     No  
(4) Associated Clinical Lab of PA Ltd

312 West 25th Street
Erie,PA16502
45-3688292 		Medical Practice PA NA
  		  0 0   No     No  
(5) Employee Benefit Data Services

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1824465 		Data Services PA NA
  		  0 0   No     No  
(6) Erie Medical Complex LLC

312 West 25th Street
Erie,PA16502
20-1017545 		Medical Practice PA NA
  		  0 0   No     No  
(7) Forbes Regional Urologic

4800 Friendship Avenue
Pittsburgh,PA15224
 Medical Practice PA NA
  		  0 0   No     No  
(8) Gateway Health Plan LP

444 Liberty Avenue Suite 2100
Pittsburgh,PA15222
25-1691945 		Insurance PA NA
  		  0 0   No     No  
(9) Jefferson Medical Associates LP

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
 Medical Practice PA NA
  		  0 0   No     No  
(10) Jenkins Empire Associates

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1524682 		Property Mgmt PA NA
  		  0 0   No     No  
(11) JV Holdco LLC

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
 Medical Practice PA NA
  		  0 0   No     No  
(12) Mccandless Endoscopy Center

4800 Friendship Avenue
Pittsburgh,PA15224
 Medical Practice PA NA
  		  0 0   No     No  
(13) North Shore Endoscopy Center

4800 Friendship Avenue
Pittsburgh,PA15224
 Medical Practice PA NA
  		  0 0   No     No  
(14) Peters Ambulatory Surgical Center

4800 Friendship Avenue
Pittsburgh,PA15224
 Medical Practice PA NA
  		  0 0   No     No  
(15) Provider PPI LLC

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
32-0429947 		Facilities Suppor PA NA
  		  0 0   No     No  
(16) Saint Vincent Professional Bld

312 West 25th Street
Erie,PA16502
25-1578290 		Property Mgmt PA NA
  		  0 0   No     No  
(17) Silver Rain LP

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
27-3035436 		Property Mgmt PA NA
  		  0 0   No     No  
(18) South Hills Surgery Center LL

6161 Clairton Road
West Mifflin,PA15122
27-4011352 		Medical Practice PA NA
  		  0 0   No     No  
(19) Tri State Regional Assoc LLP

312 West 25th Street
Erie,PA16502
23-2919277 		Medical Practice PA NA
  		  0 0   No     No  
(20) UPMC VNA Home Health LP

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1844485 		Medical Practice PA NA
  		  0 0   No     No  
(21) Upper Midwest Consol Services

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
26-3112347 		Medical Practice PA NA
  		  0 0   No     No  
(22) Vantage Capital Management Ltd

312 West 25th Street
Erie,PA16502
23-3099689 		Capital Mgmt PA NA
  		  0 0   No     No  
(23) Vantage Holding Company LLC

312 West 25th Street
Erie,PA16502
03-0477182 		Capital Mgmt PA NA
  		  0 0   No     No  
(24) Waterfront Surgery Center LLC

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1898743 		Medical Practice PA NA
  		  0 0   No     No  
(25) West Penn Ambulatory Center

15305 Dallas Parkway
Pittsburgh,PA15224
27-2344847 		Medical Practice PA NA
  		  0 0   No     No  
(26) WSC Realty Partners LP

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1874990 		Property Mgmt PA NA
  		  0 0   No     No  
Part IV
Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.
(a)
Name, address, and EIN of
related organization
 		(b)
Primary activity
 		(c)
Legal
domicile
(state or foreign
country)
 		(d)
Direct controlling
entity
 		(e)
Type of entity
(C corp, S corp,
or trust) 		(f)
Share of total income
 		(g)
Share of end-of-year
assets
 		(h)
Percentage
ownership
 		(i)
Section 512(b)(13) controlled entity?
Yes No
(1) Clinical Services Inc

232 West 25th Street
Erie,PA16544
25-1403846 		Health Care PA SVHS
  		C Corp         No
(2) Davis Vision IPA Inc

175 East Houston Street
San Antonio,TX78205
11-2958041 		TPA TX Highmark Inc
  		C Corp         No
(3) Davis Vision Inc

175 East Houston Street
San Antonio,TX78205
11-3051991 		Vision Service TX Highmark Inc
  		C Corp         No
(4) Delaware Ancillary Insurance Agency

800 Delaware Avenue
Wilmington,DE198011368
51-0383213 		Insurance Service DE Highmark Inc
  		C Corp         No
(5) ECCA Managed Vision Care Inc

175 East Houston Street
San Antonio,TX78205
74-2759084 		Physician Service TX Highmark Inc
  		C Corp         No
(6) Empire Vision Center Inc

175 East Houston Street
San Antonio,TX78205
14-1586016 		Retail Sales TX Highmark Inc
  		C Corp         No
(7) Eye Drx Retail Management Inc

175 East Houston Street
San Antonio,TX78205
74-2924030 		Office Administra TX Highmark Inc
  		C Corp         No
(8) Family Practice Medical Associates South

2414 Lytle Road Suite 300
Bethel Park,PA15102
25-1684735 		Medical Practice PA JRMC
  		C Corp         No
(9) Gateway Health Plan of Ohio Inc

444 Liberty Avenue Suite 2100
Pittsburgh,PA15222
30-0282076 		Insurance PA Highmark Inc
  		C Corp         No
(10) Gateway Health Plan Inc

444 Liberty Avenue Suite 2100
Pittsburgh,PA15222
25-1505506 		Insurance PA Highmark Inc
  		C Corp         No
(11) Grandis Rubin Shanahan & Assoc

565 Coal Valley Road
Jefferson Hills,PA15025
45-3355906 		Medical Practice PA JRMC
  		C Corp         No
(12) HCI Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
75-3002215 		Finance & Insuran PA Highmark Inc
  		C Corp         No
(13) Health System Services Corp & Subs

565 Coal Valley Road
Jefferson Hills,PA15025
25-1403745 		Medical Office Bl PA JRMC
  		C Corp         No
(14) Highmark BCBSD Inc

800 Delaware Avenue
Wilmington,DE198011368
51-0020405 		Insurance DE Highmark Inc
  		C Corp         No
(15) Highmark Benefits Group Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
46-4763378 		Insurance Sales PA Highmark Inc
  		C Corp         No
(16) Highmark Casualty Insurance Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1334623 		Insurance PA Highmark Inc
  		C Corp         No
(17) Highmark Choice Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1522457 		Insurance Sales PA Highmark Inc
  		C Corp         No
(18) Highmark Coverage Advantage Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
46-4757476 		Insurance Sales PA Highmark Inc
  		C Corp         No
(19) Highmark Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
23-1294723 		Insurance PA Highmark Inc
  		C Corp         No
(20) Highmark Select Resources Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
20-2353206 		Insurance Sales PA Highmark Inc
  		C Corp         No
(21) Highmark Senior Health Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
46-4156633 		Insurance Sales PA Highmark Inc
  		C Corp         No
(22) Highmark Senior Solutions Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
46-4156854 		Insurance Sales PA Highmark Inc
  		C Corp         No
(23) Highmark Ventures Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1645888 		Holding Company PA Highmark Inc
  		C Corp         No
(24) Highmark West Virginia

PO Box 1948
Parkersburg,WV26102
55-0624615 		Insurance Sales WV Highmark Inc
  		C Corp         No
(25) HM Benefits Administrators Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1128451 		Funds Administrat PA Highmark Inc
  		C Corp         No
(26) HM Broker Services Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
23-2384777 		Marketing Agent PA Highmark Inc
  		C Corp         No
(27) HM Captive Insurance Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
65-1274122 		Insurance PA Highmark Inc
  		C Corp         No
(28) HM Casualty Insurance Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
87-0807723 		Insurance Sales PA Highmark Inc
  		C Corp         No
(29) HM Health Insurance Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
54-1637426 		Insurance Sales PA Highmark Inc
  		C Corp         No
(30) HM Health Solutions Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
46-3823617 		Info Technology PA Highmark Inc
  		C Corp 545,335,264 81,574,287 100.000 % Yes  
(31) HM Insurance Group

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1646315 		Mgmt Services PA Highmark Inc
  		C Corp         No
(32) HM Life Insurance Company

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
06-1041332 		Insurance Sales PA Highmark Inc
  		C Corp         No
(33) HM Life Insurance Company of New York

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1800302 		Insurance Sales PA Highmark Inc
  		C Corp         No
(34) HMPG Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
45-3444325 		Holding Company PA AHN
  		C Corp         No
(35) HSSC Diversified Services Inc

565 Coal Valley Road
Jefferson Hills,PA15025
25-1770047 		Medical Practice PA JRMC
  		C Corp         No
(36) HVHC Inc

175 East Houston Street
San Antonio,TX78205
25-1801124 		Holding Company TX Highmark Inc
  		C Corp         No
(37) JEA Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1712017 		Management Servic PA Highmark Inc
  		C Corp         No
(38) Jefferson Hills Surgical Specialists PA

1200 Brooks Lane 150
Clairton,PA15025
30-0477313 		Medical Practice PA JRMC
  		C Corp         No
(39) JRMC Health Pavilion

565 Coal Valley Road
Jefferson Hills,PA15025
25-1203449 		Medical Practice PA JRMC
  		C Corp         No
(40) JRMC Physician Service Corp

565 Coal Valley Road
Jefferson Hills,PA15025
86-1159658 		Medical Practice PA JRMC
  		C Corp         No
(41) JRMC Specialty Group Practice

565 Coal Valley Road
Jefferson Hills,PA15025
72-1529332 		Medical Practice PA JRMC
  		C Corp         No
(42) Klingensmith Healthcare Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1375204 		Health Care PA HMPG Inc
  		C Corp         No
(43) Lake Erie Medical Group PC

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
45-3444157 		Health Care PA HMPG Inc
  		C Corp         No
(44) Optima Imaging

4800 Friendship Avenue
Pittsburgh,PA15224
25-1652874 		Medical Practice PA WPAHS INC
  		S Corp         No
(45) Palladium Risk Retention Group

409 Broad Street Suite 270
Sewickley,PA15143
46-3476730 		Health Care PA HMPG Inc
  		C Corp         No
(46) Park Cardiothoracic & Vascular Inst

565 Coal Valley Road
Jefferson Hills,PA15025
72-1529328 		Medical Practice PA JRMC
  		C Corp         No
(47) Parker Benefits

PO Box 1948
Parkersburg,WV26102
55-0625743 		TPA PA Highmark Inc
  		C Corp         No
(48) Physician Landing Zone PC

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
45-3913973 		Health Care WV HMPG Inc
  		C Corp         No
(49) Pittsburgh Bone Joint and Spine Inc

1200 Brooks Lane Suite G20
Jefferson Hills,PA15025
25-1203449 		Medical Practice PA JRMC
  		C Corp         No
(50) Pittsburgh Pulmonary & Critical Care Ass

1200 Brooks Lane Suite 130
Clairton,PA15025
46-3274101 		Medical Practice PA JRMC
  		C Corp         No
(51) Premier Medical Associates PC

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1742869 		Health Care PA HMPG Inc
  		C Corp         No
(52) Primary Care Group 10 Inc

3726 Brownsville Road
Pittsburgh,PA15227
38-3807173 		Medical Practice PA JRMC
  		C Corp         No
(53) Primary Care Group 11 Inc

455 Valley Brook Road Suite 300
McMurray,PA15317
80-0494617 		Medical Practice PA JRMC
  		C Corp         No
(54) Primary Care Group 12 Inc

17 Arentzen Blvd Suite 101
Charleroi,PA15022
90-0614054 		Medical Practice PA JRMC
  		C Corp         No
(55) Primary Care Group 2 Inc

6011 Baptist Road Suite 220
Pittsburgh,PA15236
90-0451375 		Medical Practice PA JRMC
  		C Corp         No
(56) Primary Care Group 3 Inc

5426 Mifflin Road
Pittsburgh,PA15227
90-0451380 		Medical Practice PA JRMC
  		C Corp         No
(57) Primary Care Group 4 Inc

1907 Lebanon Church Road
West Mifflin,PA15122
80-0403090 		Medical Practice PA JRMC
  		C Corp         No
(58) Primary Care Group 5 Inc

624 Monongahela Avenue
Glassport,PA15045
80-0403100 		Medical Practice PA JRMC
  		C Corp         No
(59) Primary Care Group 6 Inc

PO Box 333
West Mifflin,PA15122
45-3684432 		Medical Practice PA JRMC
  		C Corp         No
(60) Primary Care Group 7 Inc

575 Coal Valley Road
Jefferson Hills,PA15025
90-0503600 		Medical Practice PA JRMC
  		C Corp         No
(61) Primary Care Group 8 Inc

803 Miller Avenue
Clairton,PA15025
01-0927360 		Medical Practice PA JRMC
  		C Corp         No
(62) Primary Care Group 9 Inc

1200 Brooks Lane 270
Clairton,PA15025
01-0929359 		Medical Practice PA JRMC
  		C Corp         No
(63) Prime Medical Group PCG 1

1200 Brooks Lane 110
Clairton,PA15025
25-4194208 		Medical Practice PA JRMC
  		C Corp         No
(64) PWH Holdco

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
46-4682160 		Medical Practice PA Highmark Inc
  		C Corp         No
(65) Remworks Sleep Store Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1411844 		Rental & Sales PA Highmark Inc
  		C Corp         No
(66) South Pittsburgh Urology Associates

1200 Brooks Lane Suite 220
Clairton,PA15025
46-4954859 		Medical Practice PA JRMC
  		C Corp         No
(67) Specialty Group Practice 1 Inc

575 Coal Valley Road Street 365
Clairton,PA15025
35-2367818 		Medical Practice PA JRMC
  		C Corp         No
(68) Standard Property Corporation

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1668093 		Real Estate Opera PA Highmark Inc
  		C Corp         No
(69) Steel Valley Orthopedics & Sports Medici

1200 Brooks Lane 240
Clairton,PA15025
45-3540378 		Medical Practice PA JRMC
  		C Corp         No
(70) The Gateway Group Ltd

800 Delaware Avenue
Wilmington,DE198011368
51-0293417 		Benefit Administr PA Highmark Inc
  		C Corp         No
(71) Union Benefit Management Inc

120 Fifth Avenue Suite 922
Pittsburgh,PA15222
25-1845908 		Benefit Plan Mgmt DE Highmark Inc
  		C Corp         No
(72) United Concordia Companies Inc

4401 Deer Path Road
Harrisburg,PA17110
25-1687586 		Dental Insurance PA Highmark Inc
  		C Corp         No
(73) United Concordia Dental Corporation of A

4401 Deer Path Road
Harrisburg,PA17110
63-1028262 		Dental Insurance PA Highmark Inc
  		C Corp         No
(74) United Concordia Dental Plans of Califor

4401 Deer Path Road
Harrisburg,PA17110
23-7328765 		Dental Insurance PA Highmark Inc
  		C Corp         No
(75) United Concordia Dental Plans of Kentuck

4401 Deer Path Road
Harrisburg,PA17110
61-1012900 		Dental Insurance PA Highmark Inc
  		C Corp         No
(76) United Concordia Dental Plans of Pennsyl

4401 Deer Path Road
Harrisburg,PA17110
23-2541529 		Dental Insurance PA Highmark Inc
  		C Corp         No
(77) United Concordia Dental Plans of Texas

4401 Deer Path Road
Harrisburg,PA17110
74-2489037 		Dental Insurance PA Highmark Inc
  		C Corp         No
(78) United Concordia Dental Plans of The Mid

4401 Deer Path Road
Harrisburg,PA17110
38-2289438 		Dental Insurance PA Highmark Inc
  		C Corp         No
(79) United Concordia Dental Plans Inc

4401 Deer Path Road
Harrisburg,PA17110
52-1542269 		Dental Insurance PA Highmark Inc
  		C Corp         No
(80) United Concordia Insurance Company

4401 Deer Path Road
Harrisburg,PA17110
86-0307623 		Dental Insurance PA Highmark Inc
  		C Corp         No
(81) United Concordia Insurance Company of NE

4401 Deer Path Road
Harrisburg,PA17110
11-3008245 		Dental Insurance PA Highmark Inc
  		C Corp         No
(82) United Concordia Life and Health Insuran

4401 Deer Path Road
Harrisburg,PA17110
23-1661402 		Dental Insurance PA Highmark Inc
  		C Corp         No
(83) United Concordia Services Inc

4401 Deer Path Road
Harrisburg,PA17110
37-1494957 		Dental Insurance PA Highmark Inc
  		C Corp         No
(84) Visionary Properties Inc

175 East Houston Street
San Antonio,TX18205
74-2849554 		Leasing PA Highmark Inc
  		C Corp         No
(85) Visionary Retail Management Inc

175 East Houston Street
San Antonio,TX18205
74-2849552 		Office Admin TX Highmark Inc
  		C Corp         No
(86) Visionworks Distribution Services Inc

175 East Houston Street
San Antonio,TX18205
04-3742989 		Optical Retail TX Highmark Inc
  		C Corp         No
(87) Visionworks Enterprises Inc

175 East Houston Street
San Antonio,TX18205
35-2196998 		Trademarks TX Highmark Inc
  		C Corp         No
(88) Visionworks Lab Services Inc

175 East Houston Street
San Antonio,TX18205
04-3742977 		Optical Retail TX Highmark Inc
  		C Corp         No
(89) Visionworks of America Inc

175 East Houston Street
San Antonio,TX18205
74-2337775 		Retail Sales TX Highmark Inc
  		C Corp         No
(90) Visionworks Inc

175 East Houston Street
San Antonio,TX18205
02-0677066 		Optical Retail TX Highmark Inc
  		C Corp         No
(91) West Penn Corporate Medical Servs Inc

4800 Friendship Avenue
Pittsburgh,PA15224
25-1437405 		Medical Practice TX WPAHS INC
  		C Corp         No
(92) West Penn Neurosurgery PC

4800 Friendship Avenue
Pittsburgh,PA15224
25-1630719 		Medical Practice PA WPAHS INC
  		C Corp         No
(93) West Virginia Family Health Plan Inc

1219 Virginia Street
East Charleston,WV25301
45-2763165 		Insurance PA Highmark Inc
  		C Corp         No
Schedule R (Form 990) 2015
Schedule R (Form 990) 2015
Page 3
Part V
Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
Yes
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................
1a
 
No
b Gift, grant, or capital contribution to related organization(s) ............................
1b
Yes
 
c Gift, grant, or capital contribution from related organization(s) ............................
1c
Yes
 
d Loans or loan guarantees to or for related organization(s) ............................
1d
 
No
e Loans or loan guarantees by related organization(s) ............................
1e
 
No
f Dividends from related organization(s) ............................
1f
 
No
g Sale of assets to related organization(s) ............................
1g
 
No
h Purchase of assets from related organization(s) ............................
1h
 
No
i Exchange of assets with related organization(s) ............................
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) .......................
1j
 
No
k Lease of facilities, equipment, or other assets from related organization(s) ......................
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) .....................
1l
Yes
 
m Performance of services or membership or fundraising solicitations by related organization(s) .................
1m
Yes
 
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................
1n
 
No
o Sharing of paid employees with related organization(s) ............................
1o
 
No
p Reimbursement paid to related organization(s) for expenses ............................
1p
Yes
 
q Reimbursement paid by related organization(s) for expenses ............................
1q
Yes
 
r Other transfer of cash or property to related organization(s) ............................
1r
 
No
s Other transfer of cash or property from related organization(s) ............................
1s
 
No
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of related organization 		(b)
Transaction
type (a-s) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) Highmark Inc

 c 28,094,375 FMV
(2) Allegheny Health Network

 b 28,094,375 FMV
(3) Highmark Inc

 l, m, 10,615,166 FMV
(4) Allegheny Health Network

 l, m, 934,139 FMV
(5) HM Health Solutions

 l, m, 898,489 FMV

Schedule R (Form 990) 2015
Schedule R (Form 990) 2015
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37.
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(d)
Predominant income (related, unrelated, excluded from tax under sections 512-514)

(e)
Are all partners
section
501(c)(3)
organizations? 		(f)
Share of total income




 		(g)
Share of
end-of-year
assets 		(h)
Disproprtionate allocations? 		(i)
Code V-UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2015
Schedule R (Form 990) 2015
Page 5
Part VII
Supplemental Information
Provide additional information for responses to questions on Schedule R (see instructions).
Return Reference Explanation
Schedule R, Part V, Line 2 Highmark Health transacts business with the listed related organizations in the manner identified in column 2(b). Due to the administrative difficulties associated with a detailed breakdown of transaction type L, M, P and Q, Highmark Health has chosen to reflect these transactions combined for purposes of disclosure on Schedule R, Part V, Line 2.
Schedule R (Form 990) 2015

Additional Data


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