TY 2015 Form 990

(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)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) WILLIAM L ACHENBACH...................................................................... DIRECTOR	1.00 ................. 2.00	X		0	0	0
(2) JOHN AGOLA...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	0	0
(3) DAVID L BERND...................................................................... CEO/DIRECTOR	40.00 ................. 11.20	X	X	3,297,673	0	78,898
(4) JOAN P BROCK...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	0	0
(5) DIAN T CALDERONE...................................................................... DIRECTOR	1.00 ................. 2.00	X		0	0	0
(6) FREDERICK C COBLE...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	0	0
(7) LAWRENCE G CUMMING...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	0	0
(8) JACK L EZZELL JR...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	0	0
(9) ROBERT C FORT...................................................................... DIRECTOR/CHAIRMAN (THRU 10/15)	2.00 ................. 1.00	X	X	0	0	0
(10) L ALVIN GARRISON JR...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	0	0
(11) J LES HALL...................................................................... DIRECTOR (EFFEC 11/15)	1.00 ................. 1.00	X		0	0	0
(12) RICHARD O HARRELL III...................................................................... DIRECTOR (RESIGNED 1/29/15)	1.00 ................. 2.00	X		0	0	0
(13) HENRY U HARRIS III...................................................................... DIRECTOR/VICE CHAIRMAN/CHAIRMAN (EFFEC 11/15)	2.00 ................. 2.00	X	X	0	0	0
(14) ANN E C HOMAN...................................................................... DIRECTOR	1.00 ................. 3.20	X		0	0	0
(15) CHARLES F LOVELL JR MD...................................................................... DIRECTOR	1.00 ................. 1.00	X		0	900	0
(16) L ALLAN PARROTT JR...................................................................... DIRECTOR (EFFEC 11/15)	1.00 ................. 1.00	X		0	0	0
(17) PETER D PRUDEN III...................................................................... DIRECTOR/VICE CHAIRMAN (EFFEC 11/15)	2.00 ................. 2.00	X	X	0	0	0

(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)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(18) MARC B SHARP........................................................................ DIRECTOR (THRU 11/15)	1.00 .......................2.00	X					0	0	0
(19) CAROL C THOMAS........................................................................ DIRECTOR (EFFEC 5/15)	1.00 .......................6.00	X					0	0	0
(20) MARION WALL........................................................................ DIRECTOR	1.00 .......................1.00	X					0	0	0
(21) THOMAS L WOODWARD........................................................................ DIRECTOR (THRU 11/15)	1.00 .......................1.00	X					0	0	0
(22) ROBERT A BROERMANN........................................................................ CFO	40.00 .......................11.00		X				2,302,226	0	30,888
(23) HOWARD P KERN........................................................................ COO/PRESIDENT	40.00 .......................10.20		X				3,162,206	0	1,734,160
(24) JEFFREY P KING........................................................................ SECRETARY	40.00 .......................7.00		X				644,028	0	86,140
(25) SAMUEL J HAWLEY........................................................................ ASSIST. SECRETARY (EFFEC 11/15)	40.00 .......................2.00		X				146,046	0	20,892
(26) MICHAEL M DUDLEY........................................................................ KE (SHC SVP & PRESIDENT, SHP)	10.00 .......................41.00			X			973,032	0	1,377,319
(27) VICKY G GRAY........................................................................ KE (SVP, SYSTEM DEVELOPMENT)	40.00 .......................1.00			X			825,987	0	40,796
(28) TERRY M GILLILAND MD........................................................................ KE (SVP & CMO)	40.00 .......................5.20			X			1,300,255	0	148,987
(29) KENNETH M KRAKAUR........................................................................ KE (SVP & PRESIDENT PENINSULA REGION)	40.00 .......................1.00			X			538,319	0	49,075
(30) MICHAEL V TAYLOR........................................................................ KE (SVP HUMAN RESOURCES)	40.00 .......................0.00			X			1,284,419	0	33,270
(31) LESTER R ELJAIEK........................................................................ VP, HOSPITAL FINANCE	40.00 .......................0.00			X			466,600	0	51,833
(32) MEGAN R PERRY........................................................................ CVP, MERGERS & ACQUISITIONS	40.00 .......................1.00				X		763,626	0	209,846
(33) DOUGLAS M THOMPSON........................................................................ VP, DECISION SUPPORT	40.00 .......................0.00				X		600,866	0	40,171
(34) GRACE R HINES........................................................................ CVP, SYSTEM INTERGRATION	40.00 .......................0.00				X		574,798	0	29,808
(35) GARY R YATES MD........................................................................ PRESIDENT, SHC QUALITY CARE NETWORK	40.00 .......................0.00				X		530,804	0	64,016
(36) VIKKI CHARLES........................................................................ VP, CORP FINANCE	40.00 .......................0.00				X		398,119	0	49,251
(37) MARY L BLUNT........................................................................ FORMER OFFICER	0.00 .......................41.00					X	0	956,958	57,500
(38) MICHAEL V GENTRY........................................................................ FORMER OFFICER	0.00 .......................47.00					X	0	916,949	108,495
(39) DAVID R MAIZEL MD........................................................................ FORMER OFFICER	0.00 .......................0.00					X	454,414	0	61,540
(40) GENEMARIE W MCGEE........................................................................ FORMER OFFICER	0.00 .......................40.00					X	0	374,903	55,803
(41) BERTRAM S REESE........................................................................ FORMER OFFICER	0.00 .......................40.00					X	0	950,428	-12,956

(A) Name and business address	(B) Description of services	(C) Compensation
PMA COMPANIES P O BOX 824857 PHILADELPHIA,PA19182	COMMERCIAL INSURANCE UNDERWRITER	2,946,872
EPAM SYSTEMS INC P O BOX 822469 PHILADELPHIA,PA19182	SOFTWARE ENGINEERING	1,752,566
TRUVEN HEALTH ANALYTICS INC P O BOX 95334 CHICAGO,IL60694	HEALTHCARE CONSULTANTS	1,632,836
KPMG P O BOX 71544 CHICAGO,IL60694	PROFESSIONAL SERVICES	1,527,711
TOWERS WATSON INC P O BOX 277665 ATLANTA,GA303847665	PROFESSIONAL SERVICES	999,989
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 59

- TIN:

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.
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Attach to Form 990 or Form 990-EZ.
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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

SENTARA HEALTHCARE

Employer identification number

52-1271901

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.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990 or 990-EZ))

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 11a through 11d that describes the type of supporting organization and complete lines 11e, 11f, and 11g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ..............

Provide the following information about the supported organization(s).

(i)Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i)Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

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

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)		(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.) ....	66,189,186	21,133,614	29,774,513	29,714,011	25,243,485	172,054,809
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	66,189,186	21,133,614	29,774,513	29,714,011	25,243,485	172,054,809
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.						172,054,809

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2011	(b) 2012	(c) 2013	(d) 2014	(e) 2015	(f) Total
7	Amounts from line 4..	66,189,186	21,133,614	29,774,513	29,714,011	25,243,485	172,054,809
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	40,093,753	42,959,801	40,863,885	57,200,957	43,487,068	224,605,464
9	Net income from unrelated business activities, whether or not the business is regularly carried on..	866,623	1,182,283	619,603	697,409	342,235	3,708,153
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.						400,368,426

Gross receipts from related activities, etc. (see instructions) ..................

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

Public support percentage for 2015 (line 6, column (f) divided by line 11, column (f)) .........

42.970 %

Public support percentage for 2014 Schedule A, Part II, line 14 ...............

42.050 %

16a

33 1/3% support test—2015. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2014. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2015. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the facts-and-circumstances test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2014. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

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

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)		(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)		(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.)..

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

Public support percentage for 2015 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2014 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2015 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2014 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2015. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2014. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

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

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.

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).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.

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.

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.

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.

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.

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.

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).

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?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

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.

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) .

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).

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.

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.

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.

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

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

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

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

A family member of a person described in (a) above?

11b

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

Section B. Type I Supporting Organizations

Yes

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.

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.

Section C. Type II Supporting Organizations

Yes

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).

Section D. All Type III Supporting Organizations

Yes

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?

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).

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.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer (a) and (b) below.

Yes

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.

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.

Parent of Supported Organizations. Answer (a) and (b) below.

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.

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.

Schedule A (Form 990 or 990-EZ) 2015

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970. See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	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

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

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 (Form 990 or 990-EZ) 2015

Additional Data

Software ID:
Software Version:

- TIN:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2015

Name of the organization

SENTARA HEALTHCARE

Employer identification number

52-1271901

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2015)

Schedule B (Form 990, 990-EZ, or 990-PF) (2015) Page 2

Name of organization SENTARA HEALTHCARE

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	,	$ RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

Page 3

Name of organization SENTARA HEALTHCARE		Employer identification number 52-1271901

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No.from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No.from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No.from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No.from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No.from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No.from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

Page 4


Name of organization SENTARA HEALTHCARE			Employer identification number 52-1271901
Part III Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) $ Use duplicate copies of Part III if additional space is needed.

(a)
No.from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a)
No.from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a)
No.from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a)
No.from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990, 990-EZ, or 990-PF) (2015)

Additional Data

Software ID:
Software Version:

- TIN:

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 Bullet

Information 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

SENTARA HEALTHCARE

Employer identification number

52-1271901

Part I-A

Complete if the organization is exempt under section 501(c) or is a section 527 organization.

Provide a description of the organization’s direct and indirect political campaign activities in Part IV.

Political expenditures ...................................................................................................................... SchCMd Bullet

Volunteer hours .............................................................................................................................

Part I-B

Complete if the organization is exempt under section 501(c)(3).

Enter the amount of any excise tax incurred by the organization under section 4955 ................................ SchCMd Bullet

Enter the amount of any excise tax incurred by organization managers under section 4955 ....................... SchCMd Bullet

If the organization incurred a section 4955 tax, did it file Form 4720 for this year? .........................................

Yes No

Was a correction made? ......................................................................................................................

Yes No

If "Yes," describe in Part IV.

Part I-C

Complete if the organization is exempt under section 501(c), except section 501(c)(3).

Enter the amount directly expended by the filing organization for section 527 exempt function activities ..... SchCMd Bullet

Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ............................................................................................................................ SchCMd Bullet

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

Did the filing organization file Form 1120-POL for this year? ...................................................................

Yes No

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

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 Bullet

if the filing organization belongs to an affiliated group (and list in Part IV each affiliated group member's name, address, EIN, expenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet

if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(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? ..............................................................................................................	Yes No

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

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)

Yes

(b)

Amount

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:

Volunteers? ...........................................................................................................

Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ........

Yes

Media advertisements? ...................................................................................................

Mailings to members, legislators, or the public? .............................................................................

Yes

Publications, or published or broadcast statements? ...........................................................

Grants to other organizations for lobbying purposes? ..........................................................

Direct contact with legislators, their staffs, government officials, or a legislative body? .......................

Yes

52,649

Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ..................

Yes

Other activities? ...................................................................................................................

Yes

234,616

Total. Add lines 1c through 1i ....................................................................................................

287,265

Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....

If "Yes," enter the amount of any tax incurred under section 4912 ...........................................

If "Yes," enter the amount of any tax incurred by organization managers under section 4912 ...................

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

Were substantially all (90% or more) dues received nondeductible by members? ...............................................

Did the organization make only in-house lobbying expenditures of $2,000 or less? ............................................

Did the organization agree to carry over lobbying and political expenditures from the prior year? .................................

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."

Dues, assessments and similar amounts from members ......................................................................

Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political expenses for which the section 527(f) tax was paid).

Current year .............................................................................................................................

Carryover from last year ............................................................................................................

Total ...........................................................................................................................................

Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .

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? ......................................................................................................................

Taxable amount of lobbying and political expenditures (see instructions) .........................................

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
PART II-B, LINE 1:	THE ORGANIZATION ENGAGED IN THE DISSEMINATION OF INFORMATION CONCERNING HEALTH CARE LEGISLATION TO EMPLOYEES VIA EMAIL. THE ORGANIZATION IS INVOLVED IN INDIRECT LOBBYING ACTIVITIES THROUGH PAYMENT OF MEMBERSHIP DUES TO VHHA AND AHA. FURTHERMORE, THE ORGANIZATION ENGAGED VECTRE CORPORATION TO MONITOR AND PROVIDE CONSULTATION ON FEDERAL, STATE, AND LOCAL HEALTH CARE LEGISLATION.

Schedule C (Form 990 or 990EZ) 2015

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

SENTARA HEALTHCARE

Employer identification number

52-1271901

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 ....

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? ...........

Yes No

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? ............................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" on Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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.


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

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

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)? .............................

Yes No

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.

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.

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

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:

Revenue included on Form 990, Part VIII, line 1 .......................... SchDMd Bullet

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

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

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):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

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?...

Yes No

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.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No


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

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability?

Yes No

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 ....	80,469,527	77,170,379	71,429,647	61,588,154	73,911,554
b	Contributions ...	1,288,253	1,048,397	783,033	612,380	492,273
c	Net investment earnings, gains, and losses	-224,709	2,784,835	5,356,116	9,724,182	-12,427,191
d	Grants or scholarships ...	165,000	450,000	190,000	210,000	187,348
e	Other expenditures for facilities and programs ...	394,907	84,084	208,417	285,069	201,134
f	Administrative expenses ....
g	End of year balance ......	80,973,164	80,469,527	77,170,379	71,429,647	61,588,154

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment SchDMd Bullet

95.520 %

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

4.480 %

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations .................

3a(i)

(ii) related organizations .................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

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 ...	2,493,820		2,493,820
b	Buildings	4,519,793	3,745,551	774,242
c	Leasehold improvements	228,337	228,337	0
d	Equipment ...	13,858,643	12,086,177	1,772,466
e	Other ...	899,339	399,406	499,933
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				5,540,461

Schedule D (Form 990) 2015

Page 3

Part VII

InvestmentsOther 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) JPMORGAN MULTI STRATEGY FUND	26,816,897	F
(B) OAKTREE MEZZANINE FUND II	744,483	F
(C) UBS TRUMBULL PROPERTY INCOME FUND	153,957,732	F
(D) UBS TRUMBULL PROPERTY FUND	74,210,748	F
(E) OAKTREE REAL ESTATE OPPORTUNITIES FUND IV	4,496,452	F
(F) OAKTREE REAL ESTATE OPPORTUNITIES FUND V	7,291,607	F
(G) HEALTH ENTERPRISES PARTNERS I, LP	1,351,455	F
(H) SANTE HEALTH VENTURES I, LP	3,181,346	F
(I) SANTE HEALTH VENTURES II, LP	2,580,448	F
(J) POINTER OFFSHORE LTD - HEDGE FUND	27,254,093	F
(K) HEALTH ENTERPRISES PARTNERS II, LP	1,581,161	F
(L) OAKTREE PRIVATE INVESTMENT FUND 2012	23,204,776	F
(M) PIMCO BRAVO II FUND	17,854,028	F
(N) TTCP FUND I LP	3,333,654	F
(O) PELOTON EQUITY FUND I LP	1,829,710	F
(P) OAKTREE PRINCIPAL OPPORTUNITIES FD IV, L.P.	3,602,750	F
(Q) PINEBRIDGE GLOBAL DYNAMIC ASSET ALLOCATION FUND LLC	121,270,648	F
(R) HIGHLAND PUBLIC INFLATION HEDGE	151,026,836	F
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	625,588,824

Part VIII

InvestmentsProgram 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.)

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.)...........

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
DUE TO AFFILIATES	7,435,332
OTHER LT LIABILITIES	111,468,838
OTHER CURRENT LIABILITIES	31,703,407
RETIREMENT OBLIGATIONS	277,513,186
SELF-INSURANCE RESERVE	10,000,000
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	438,120,763
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

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

PART V, LINE 4:

INTENDED USES OF ENDOWMENT FUND THE BOARD DESIGNATED ENDOWMENT FUND IS SET ASIDE FOR THE SENTARA FOUNDATION'S USE. THE FOUNDATION ASSISTS THE COMMUNITY WITH FILLING THE HEALTH CARE GAPS, DEVELOPING NEW PROGRAMS, AND BUILDING CONSENSUS AROUND CURRENT HEALTH ISSUES. THE TEMPORARILY RESTRICTED ENDOWMENT FUNDS ARE USED PREDOMINANTLY FOR EDUCATION & RESEARCH, HOSPICE HOUSE, HEART FUNDS AND SENTARA'S HOPE FUND, WHICH IS AN EMERGENCY FINANCIAL RESOURCE FOR SENTARA EMPLOYEES THAT ARE EXPERIENCING CATASTROPHIC HARDSHIP OR LOSS THROUGH NO FAULT OF THEIR OWN.

Schedule D (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

Complete if the organization answered "Yes" to Form 990,Part IV, line 14b, 15, or 16. Right pointing arrow large image

Attach to Form 990. Right pointing arrow large image

See separate instructions. Right pointing arrow large image

Information about Schedule F (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2015

Open to Public Inspection

Name of the organization
SENTARA HEALTHCARE

Employer identification number

52-1271901

Part I

General Information on Activities Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 14b.

For grantmakers.Does the organization maintain records to substantiate the amount of its grants and

other assistance, the grantees’ eligibility for the grants or assistance, and the selection criteria used

to award the grants or assistance? . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other assistance outside the United States.

Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)

(a) Region		(b) Number of offices in the region	(c) Number of employees, agents, and independent contractors in region	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(f) Total expenditures for and investments in region
	CENTRAL AMERICA AND THE CARIBBEAN	0	0	UNRELATED TRADE OR BUSINESS
	CENTRAL AMERICA AND THE CARIBBEAN	0	0	INVESTMENTS	62,170,192















3a	Sub-total .....	0	0		62,170,192
b	Total from continuation sheets to Part I ...	0	0		0
c	Totals (add lines 3a and 3b)	0	0		62,170,192

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2015

Schedule F (Form 990) 2015

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.

1 (a) Name of organization		(b) IRS code section and EIN (if applicable)	(a)(c) Region	(b)(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(g) Amount of non-cash assistance	(h) Description of non-cash assistance	(i) Method of valuation (book, FMV, appraisal, other)

2	Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .......
3	Enter total number of other organizations or entities .......................

Schedule F (Form 990) 2015

Schedule F (Form 990) 2015Page 3

Part III

Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16.

Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance		(b) Region	(c) Number of recipients	(d) Amount of cash grant	(e) Manner of cash disbursement	(f) Amount of non-cash assistance	(g) Description of non-cash assistance	(h) Method of valuation (book, FMV, appraisal, other)

Schedule F (Form 990) 2015

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2015

Page 5

Part V

Supplemental Information
Provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions).

ReturnReference	Explanation
PART I, LINE 3	CENTRAL AMERICA AND THE CARIBBEAN, UNRELATED TRADE OR BUSINESS: THE ORGANIZATION OWNS BAY PRIMEX INSURANCE COMPANY, LTD., A CAPTIVE INSURANCE COMPANY WHOSE PRINCIPAL ACTIVITY IS THE REINSURANCE, ON A FACULTATIVE BASIS, OF A MODIFIED CLAIMS-MADE RETROSPECTIVELY RATED PROFESSIONAL AND COMMERCIAL GENERAL LIABILITY INSURANCE POLICY ISSUED BY LEXINGTON INSURANCE COMPANY. COVERAGE INCLUDES THE EMPLOYEES OF THE ORGANIZATION, ITS CONTROLLED SUBSIDIARIES, ITS AFFILIATED JOINT VENTURES, CERTAIN PHYSICIANS ON THE MEDICAL STAFF OF ITS RELATED FACILITIES, AND SOME NON-EMPLOYED PHYSICIANS. PROVISION OF INSURANCE TO NON-EMPLOYED PHYSICIANS IS TREATED AS AN UNRELATED TRADE OR BUSINESS. TO THE EXTENT THERE IS SUBPART F INCOME, IT IS REPORTED AS SUCH ON FORM 990 PART VIII LINE 11.

Schedule F (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

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
SENTARA HEALTHCARE

Employer identification number
52-1271901

Part I

General Information on Grants and Assistance

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? ........................

Yes No

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) ACCESS PARTNERSHIP P O BOX 41093 NORFOLK,VA23541	20-1830252	501(C)(3)	77,500	HEALTHCARE ACCESS TO UNDERINSURED
(2) ALZHEIMERS ASSOCIATION 6350 CENTER DR NORFOLK,VA23502	13-3039601	501(C)(3)	10,000	PROVIDE CARE AND SUPPORT FOR ALL AFFECTED BY ALZHEIMERS DISEASE
(3) AMERICAN CANCER SOCIETY 4416 EXPRESSWAY DR VIRGINIA BEACH,VA23452	58-0659875	501(C)(3)	10,000	SUPPORTS RESEARCH, EDUCATION, ADVOCACY AND SERVICE FOR THOSE AFFECTED BY CANCER
(4) AMERICAN HEART ASSOCIATION 4669 SOUTH BLVD VIRGINIA BEACH,VA23452	13-5613797	501(C)(3)	30,000	PROMOTE CARDIOVASCULAR HEALTH
(5) ANGELS OF MERCY INC 7151 RICHMOND ROAD SUITE 401 WILLIAMSBURG,VA23188	54-1901759	501(C)(3)	8,000	REDESIGN PRIMARY CARE TO MEET NEEDS OF UNINSURED AND UNDERINSURED
(6) BEACH HEALTH CLINIC 3396 HOLLAND RD STE 102 VIRGINIA BEACH,VA23452	54-1366960	501(C)(3)	25,000	DIAGNOSTIC AND PHARMACY SERVICES FOR INDIGENT
(7) BOYS AND GIRLS CLUBS 11825 ROCK LANDING DRIVE CHESAPEAKE BUILDING STE B NEWPORT NEWS,VA23606	54-0538202	501(C)(3)	15,000	INSPIRE AND ENABLE YOUNG PEOPLE
(8) CATHOLIC CHARITIES OF EASTERN VA 5361 A VIRGINIA BEACH BLVD VIRGINIA BEACH,VA23462	54-0505879	501(C)(3)	15,000	MENTAL HEALTH SERVICES
(9) CHESAPEAKE CARE INC 2145 S MILITARY HWY CHESAPEAKE,VA23320	54-1642754	501(C)(3)	25,000	HEALTHCARE FOR UNINSURED
(10) CHILDREN'S HEALTH INVESTMENT PROGRAM 1302 JEFFERSON ST CHESAPEAKE,VA23324	54-1893166	501(C)(3)	12,000	ORAL HEALTH PROGRAM FOR CHILDREN
(11) CIVIC LEADERSHIP INSTITUTE 4211 MONARCH WAY SUITE 116 NORFOLK,VA23508	54-1725580	501(C)(3)	7,500	PROMOTE COMMUNITY LEADERSHIP
(12) COMMUNITY FREE CLINIC OF NEWPORT NEWS 727 25TH STREET NEWPORT NEWS,VA23607	27-3510814	501(C)(3)	25,000	NEW CLINIC CONTRIBUTION
(13) EVMS 700 WEST OLNEY RD NORFOLK,VA23507	54-6055378	501(C)(3)	20,500,000	MEDICAL EDUCATION AND HEALTH SERVICES
(14) FORKIDS INC P O BOX 6044 NORFOLK,VA23508	54-1477799	501(C)(3)	25,000	HEALTHCARE FOR HOMELESS SHELTER
(15) GHENT AREA MINISTRY 1301 COLONIAL AVENUE STE 2 NORFOLK,VA23517	26-0082182	501(C)(3)	10,000	RESOURCES AND FINANCIAL AID FOR THE POOR
(16) GLOUCESTER-MATHEWS FREE CLINIC 2276 GEORGE WASHINGTON MEM HWY HAYES,VA23072	54-1875619	501(C)(3)	25,000	HEALTHCARE FOR INDIGENTS
(17) HAMPTON ECUMENICAL LODGINGS AND PROVISIONS INC P O BOX 190 HAMPTON,VA23669	54-1209213	501(C)(3)	15,000	DENTAL CARE FOR INDIGENTS
(18) HAMPTON ROADS COMMUNITY HEALTH CENTER 664 LINCOLN STREET PORTSMOUTH,VA23704	54-1626757	501(C)(3)	68,000	HEALTHCARE PROVIDER FOR LOW INCOME AND UNINSURED
(19) LACKEY FREE CLINIC 1620 OLD WILLIAMSBURG RD YORKTOWN,VA23690	54-1850915	501(C)(3)	25,000	HEALTHCARE FOR INDIGENTS
(20) LEES FRIENDS 7400 HAMPTON BLVD NORFOLK,VA23505	54-1533488	501(C)(3)	7,500	HELP AND SUPPORT CANCER PATIENTS AND THEIR FAMILIES
(21) MOTHER SETON HOUSE 3333 VIRGINIA BEACH BLVD STE 28 VIRGINIA BEACH,VA23452	54-1250483	501(C)(3)	20,000	HIGH-RISK TEEN MENTAL HEALTHCARE
(22) NEPTUNE FESTIVAL 265 KINGS GRANT ROAD STE 102 VIRGINIA BEACH,VA23452	52-1372330	501(C)(3)	25,000	COMMUNITY ENJOYMENT AND ENRICHMENT
(23) NORTHERN NECK FREE HEALTH CLINIC PO BOX 1694 KIMARNOCK,VA22482	54-1679279	501(C)(3)	20,000	PROVIDES CLINICAL SERVICE TO LOW-INCOME, UNINUSRED RESIDENTS
(24) OLDE TOWN MEDICAL CTR 5249 OLDE TOWNE RD STE D WILLIAMSBURG,VA23188	54-1663905	501(C)(3)	25,000	PEDIATRIC DENTAL SERVICES
(25) PARK PLACE HEALTH AND DENTAL CLINIC 606 W 29TH ST NORFOLK,VA23508	45-3086608	501(C)(3)	25,000	DENTAL HEALTH NEEDS OF LOW INCOME AND UNINSURED
(26) PENINSULA AGENCY ON AGING 739 THIMBLE SHOALS BLVD SUITE 1006 NEWPORT NEWS,VA23606	51-0151069	501(C)(3)	5,500	PROVIDE SERVICES TO ELDERLY, SUCH AS, DELIVERED MEAL, EDUCATION AND RECREATION
(27) PIN MINISTRY 557 S BIRDNECK ROAD SUITE 109 VIRGINIA BEACH,VA23451	41-2126841	501(C)(3)	13,000	RESOURCES FOR THE POOR
(28) PRIMEPLUS NORFOLK SENIOR CENTER 7300 NEWPORT AVE SUITE 100 NORFOLK,VA23505	54-1118218	501(C)(3)	12,000	SUPPORT THE NEEDS OF ADULTS AGE 50 AND OVER EVERY DAY
(29) PROJECT CARE OF THE GREATER VIRGINIA PENISULA 416 J CLYDE MORRIS BLVD NEWPORT NEWS,VA23601	27-3518508	501(C)(3)	10,000	ASSISTS LOW-INCOME, UNINSURED RESIDENTS ACCESS MEDICAL CARE
(30) PIEDMONT HEALTHCARE FOUNDATION 2001 PEACHTREE RD NE ATLANTA,GA30309	58-1272768	501(C)(3)	10,000	BUILD AND OFFER THE MOST EFFECTIVE HEALTHCARE LEADERSHIP PROGRAM
(31) RX PARTNERSHIP 2924 EMERYWOOD PKWY STE 300 RICHMOND,VA23294	57-1186937	501(C)(3)	13,000	ACCESS TO FREE MEDICATION
(32) SAMARITAN HOUSE INC 2620 SOUTHERN BLVD VIRGINIA BEACH,VA23452	54-1291021	501(C)(3)	10,000	SERVING THE HOMELESS
(33) SENIOR SERVICES OF SOUTHEASTERN VIRGINIA 6350 CENTER DR BUILDING 5 NO 101 NORFOLK,VA23502	54-6069786	501(C)(3)	10,000	ASSISTS OLDER PERSONS LOCATE AND ACCESS NEEDED SERVICES
(34) SOUTHEASTERN VIRGINIA HEALTH SYSTEM 1033 28TH STREET NEWPORT NEWS,VA23607	54-1083954	501(C)(3)	25,000	LAB AND MEDICAL SERVICES FOR INDIGENTS
(35) ST COLUMBA ECUMENICAL MINISTRIES 2414 LAFAYETTE BLVD NORFOLK,VA23509	54-1394797	501(C)(3)	12,000	PRESCRIPTIONS
(36) THE VIRGINIA SYMPHONY 150 BOUSH STREET SUITE 201 NORFOLK,VA23510	54-6000598	501(C)(3)	10,000	SUPPORT SYMPHONY IN PERFORMANCES TO BENEFIT THE PUBLIC
(37) UNION MISSION MINISTRIES P O BOX 3203 NORFOLK,VA23514	54-0506427	501(C)(3)	30,000	HEALTHCARE FOR HOMELESS
(38) UNITED WAY GREATER WILLIAMSBURG 312 WALLER MILL ROAD SUITE 100 WILLIAMSBURG,VA23185	54-0844073	501(C)(3)	9,200	SPONSORSHIP
(39) UNITED WAY OF SOUTH HAMPTON ROADS 2515 WALMER ROAD PO BOX 41069 NORFOLK,VA23513	54-0506322	501(C)(3)	15,800	SPONSORSHIP
(40) UNITED WAY OF THE VA PENINSULA 739 THIMBLE SHOALS BLVD SUITE 400 NEWPORT NEWS,VA23606	54-0535602	501(C)(3)	10,000	SPONSORSHIP
(41) UP CENTER 222 W 19TH ST NORFOLK,VA23517	54-0674774	501(C)(3)	12,000	MENTORING PROGRAM FOR AT RISK YOUTH
(42) VA SUPPORTIVE HOUSING P O BOX 8585 RICHMOND,VA23226	54-1444564	501(C)(3)	25,000	CASE MANAGEMENT FOR HOMELESS
(43) VIRGINIA FOUNDATION FOR COMMUNITY COLLEGE EDUCATION INC 101 N 14TH STREET 15TH FLOOR RICHMOND,VA23219	23-7004354	501(C)(3)	250,000	SCHOLARSHIP FUNDING
(44) VIRGINIA LIVING MUSEUM 524 J CLYDE MORRIS BLVD NEWPORT NEWS,VA23601	54-6055922	501(C)(3)	50,000	ENCOURAGE KNOWLEDGE, AWARENSS AND APPRECIATION FOR THE BIOLOGICAL AND PHYSICAL WORLD.
(45) WESTERN TIDEWATER FREE CLINIC 2019 MEADE PKWY SUFFOLK,VA23434	26-3302837	501(C)(3)	25,000	PROVIDE DENTAL PROGRAM ACCESS
(46) WILLIAM AND MARY ATHLETIC EDUCATIONAL FOUNDATION P O BOX 399 WILLIAMSBURG,VA23187	54-6056480	501(C)(3)	43,000	FUNDING FOR ATHLETIC SCHOLARSHIPS
(47) VIRGINIA BUSINESS HIGHER ED COUNCIL 1108 E MAIN STREET SUITE 1100 RICHMOND,VA23219	54-1827038	501(C)(3)	100,000	ENHANCE AND PROVIDE FUNDING FOR VIRGINIA EDUCATIONAL INSTITUTIONS

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

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

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) CLOTHING	2	690
(2) FOOD	83	13,270
(3) HOUSEHOLD ITEMS	5	1,950
(4) MORTGAGE	15	16,786
(5) RENT	53	74,050
(6) TEMPORARY LODGING	2	200
(7) UTILITIES	60	35,816
(8) SCHOLARSHIPS	50	250,000	0

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

PART I, LINE 2:

SCHEDULE I, PART I, LINE 2: PROCEDURES FOR MONITORING USE OF GRANTS FUNDS IN U.S. PROCEDURES FOR MONITORING USE OF GRANTS FUNDS IN U.S. THE SENTARA FOUNDATION - HAMPTON ROADS, A DIVISION OF THE ORGANIZATION, IS RESPONSIBLE FOR AWARDING AND MONITORING THE USE OF GRANT AND SPONSORSHIP FUNDS DONATED TO OTHER ORGANIZATIONS IN THE COMMUNITY WHO SHARE THE SAME MISSION AS THE ORGANIZATION: IMPROVING HEALTH EVERYDAY THROUGH THE PROVISION OF HEALTH SERVICES, AND THE PROMOTION OF HEALTH, MEDICAL EDUCATION, AND THE SOCIAL, CULTURAL, EDUCATIONAL, AND ECONOMIC DEVELOPMENT OF THE COMMUNITY. COMMUNITY RECOGNITION GRANTS ARE AWARDED ANNUALLY BY THE FOUNDATION'S GRANT COMMITTEE TO OTHER 501(C)(3) ORGANIZATIONS WITHIN THE COMMUNITY AFTER A RIGOROUS APPLICATION AND REVIEW PROCESS. ONCE AWARDED, THE GRANTS ARE DISTRIBUTED THE FOLLOWING YEAR IN TWO PAYMENTS - AT THE BEGINNING OF THE YEAR, THEN AFTER AN INTERIM REPORT HAS BEEN FILED WITH THE FOUNDATION. THE INTERIM REPORT MUST INCLUDE THE GRANT OBJECTIVES, ANY CHANGES IN STATUS OF THE ORGANIZATION'S 501(C)(3) STATUS, DETAILS OF THE GRANT OUTCOMES TO DATE AND COMPLIANCE WITH SUBMITTED FINANCIAL BUDGET. GRANTEES ARE REQUIRED TO SUBMIT WITH THE REPORT A DETAILED LISTING OF MEASUREMENTS INCLUDING THE NUMBER OF PEOPLE SERVED AND INCOME LEVELS. FURTHER, A PLAN OF PROGRAM SUSTAINABILITY MUST BE COMPLETED TO PROMOTE THE INITIATIVE'S GOALS FOR THE FUTURE. COMMUNITY BENEFIT SPONSORSHIPS ARE AWARDED QUARTERLY BASED ON THE RECOMMENDATION OF THE FOUNDATION'S SPONSORSHIP REVIEW COMMITTEE. APPLICANTS MUST SUBMIT A PROPOSAL IN WRITING DEMONSTRATING HOW FUNDS WILL BE USED TO IMPROVE THE HEALTH STATUS OF THE COMMUNITY. SPONSORSHIPS ARE GENERALLY AWARDED TO OTHER 501(C)(3) ORGANIZATIONS WITH ACTIVE COMMUNITY BOARDS WHO OVERSEE THE EXPENDITURE OF SUCH FUNDS. THE SENTARA FOUNDATION - HAMPTON ROADS ALSO ADMINISTERS THE H.O.P.E. (HELPING OVERCOME PERSONAL EMERGENCY) FUND, A PROGRAM FOR EMPLOYEES OF THE SENTARA HEALTHCARE SYSTEM WHO ARE IN NEED OF EMERGENCY ASSISTANCE. THIS PROGRAM IS FUNDED BY DONATIONS FROM EMPLOYEES AND MANAGED BY THE PLANNING COUNCIL, A HUMAN SERVICES AGENCY USED TO PROCESS ALL H.O.P.E. FUND APPLICATIONS TO MAINTAIN CONFIDENTIALITY. EMPLOYEES WHO EXPERIENCE CATASTROPHIC EVENTS THROUGH NO FAULT OF THEIR OWN SUCH AS FIRE, DEATH IN THE FAMILY, FLOODING, HURRICANE, TORNADO, CURRENT PERSONAL ILLNESS OR SERIOUS PERSONAL FAMILY ILLNESS THAT RESULT IN HARDSHIP MAY APPLY FOR ASSISTANCE. APPLICANTS MUST COMPLETE A 3-PAGE APPLICATION FORM. APPLICANTS SUBMIT THESE FORMS ALONG WITH THEIR LATEST PAY STUBS, COPIES OF THE BILLS BEING SUBMITTED FOR PAYMENT, AND OFFICIAL DOCUMENTATION OF THE CATASTROPHIC EVENT. THE PLANNING COUNCIL THEN INTERVIEWS THE APPLICANT AND DETERMINES IF THE GUIDELINES ARE MET FOR ASSISTANCE. IN THE EVENT OF A NATURAL DISASTER, APPLICANTS MUST FIRST APPLY TO OTHER EMERGENCY ASSISTANCE PROGRAMS, SUCH AS THE AMERICAN RED CROSS, SALVATION ARMY, OR F.E.M.A., BEFORE BECOMING ELIGIBLE FOR ASSISTANCE FROM THE H.O.P.E. FUND. A REVIEW COMMITTEE EVALUATES EACH APPLICATION AND DETERMINES ASSISTANCE LEVELS BASED ON DOCUMENTED, APPROPRIATE NEED. FUNDS MAY ONLY BE USED TO PAY EXISTING BILLS OR EXTRAORDINARY EXPENSES RELATED TO A CATASTROPHIC EVENT. BILLS THAT ARE NOT NECESSARY FOR THE PRESERVATION OF DAILY LIVING, INCLUDING NON-ESSENTIAL UTILITIES (I.E., CABLE TV, ETC.), ARE NOT COVERED. PAYMENTS ARE MADE DIRECTLY TO SERVICE PROVIDERS RATHER THAN TO INDIVIDUAL RECIPIENTS. FUNDS ARE ONLY DISTRIBUTED PROVIDED ADEQUATE EMPLOYEE DONATIONS HAVE BEEN MADE BY EMPLOYEES FOR EMPLOYEES. ASSISTANCE IS PROVIDED AS THE AVAILABILITY OF FUNDS PERMIT; DECISIONS ARE MADE IN THE ORDER IN WHICH COMPLETED APPLICATIONS REQUESTS ARE RECEIVED. ASSISTANCE FOR AN INDIVIDUAL EMPLOYEE IS LIMITED TO ONCE PER 12-MONTH PERIOD AND TYPICALLY DOES NOT EXCEED $2,000. DURING 2015, 95 INDIVIDUAL EMPLOYEES WERE ASSISTED BY THE HOPE FUND.

Schedule I (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

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

SENTARA HEALTHCARE

Employer identification number

52-1271901

Part I

Questions Regarding Compensation

Yes

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.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

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 .........

Yes

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? ..

Yes

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.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

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:

Receive a severance payment or change-of-control payment? ................

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Yes

Participate in, or receive payment from, an equity-based compensation arrangement? .........

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.

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:

The organization? ...........................

Any related organization?

If "Yes," on line 5a or 5b, describe in Part III.

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:

The organization?

Any related organization? .........................

If "Yes," on line 6a or 6b, describe in Part III.

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 ............

Yes

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 .............................

If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

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
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1DAVID L BERNDCEO/DIRECTOR	(i) (ii)	1,391,722 ------------- 0	1,508,038 ------------- 0	397,913 ------------- 0	57,405 ------------- 0	21,493 ------------- 0	3,376,571 ------------- 0	0 ------------- 0
2ROBERT A BROERMANNCFO	(i) (ii)	738,225 ------------- 0	556,761 ------------- 0	1,007,240 ------------- 0	12,518 ------------- 0	18,370 ------------- 0	2,333,114 ------------- 0	563,900 ------------- 0
3HOWARD P KERNCOO/PRESIDENT	(i) (ii)	966,286 ------------- 0	858,798 ------------- 0	1,337,122 ------------- 0	1,715,812 ------------- 0	18,348 ------------- 0	4,896,366 ------------- 0	560,147 ------------- 0
4JEFFREY P KINGSECRETARY	(i) (ii)	434,964 ------------- 0	144,257 ------------- 0	64,807 ------------- 0	61,948 ------------- 0	24,192 ------------- 0	730,168 ------------- 0	25,115 ------------- 0
5SAMUEL J HAWLEYASSIST. SECRETARY (EFFEC 11/15)	(i) (ii)	127,086 ------------- 0	18,866 ------------- 0	94 ------------- 0	8,531 ------------- 0	12,361 ------------- 0	166,938 ------------- 0	0 ------------- 0
6MICHAEL M DUDLEYKE (SHC SVP & PRESIDENT, SHP)	(i) (ii)	523,770 ------------- 0	390,171 ------------- 0	59,091 ------------- 0	1,364,250 ------------- 0	13,069 ------------- 0	2,350,351 ------------- 0	0 ------------- 0
7VICKY G GRAYKE (SVP, SYSTEM DEVELOPMENT)	(i) (ii)	408,129 ------------- 0	278,395 ------------- 0	139,463 ------------- 0	25,604 ------------- 0	15,192 ------------- 0	866,783 ------------- 0	24,595 ------------- 0
8TERRY M GILLILAND MDKE (SVP & CMO)	(i) (ii)	722,318 ------------- 0	552,328 ------------- 0	25,609 ------------- 0	132,605 ------------- 0	16,382 ------------- 0	1,449,242 ------------- 0	0 ------------- 0
9KENNETH M KRAKAURKE (SVP & PRESIDENT PENINSULA REGION	(i) (ii)	365,706 ------------- 0	124,682 ------------- 0	47,931 ------------- 0	29,228 ------------- 0	19,847 ------------- 0	587,394 ------------- 0	0 ------------- 0
10MICHAEL V TAYLORKE (SVP HUMAN RESOURCES)	(i) (ii)	465,559 ------------- 0	338,631 ------------- 0	480,229 ------------- 0	15,764 ------------- 0	17,506 ------------- 0	1,317,689 ------------- 0	348,467 ------------- 0
11LESTER R ELJAIEKVP, HOSPITAL FINANCE	(i) (ii)	303,537 ------------- 0	124,732 ------------- 0	38,331 ------------- 0	27,425 ------------- 0	24,408 ------------- 0	518,433 ------------- 0	0 ------------- 0
12MEGAN R PERRYCVP, MERGERS & ACQUISITIONS	(i) (ii)	458,308 ------------- 0	253,222 ------------- 0	52,096 ------------- 0	195,123 ------------- 0	14,723 ------------- 0	973,472 ------------- 0	27,641 ------------- 0
13DOUGLAS M THOMPSONVP, DECISION SUPPORT	(i) (ii)	288,727 ------------- 0	186,715 ------------- 0	125,424 ------------- 0	25,226 ------------- 0	14,945 ------------- 0	641,037 ------------- 0	23,234 ------------- 0
14GRACE R HINESCVP, SYSTEM INTERGRATION	(i) (ii)	301,770 ------------- 0	182,294 ------------- 0	90,734 ------------- 0	7,950 ------------- 0	21,858 ------------- 0	604,606 ------------- 0	0 ------------- 0
15GARY R YATES MDPRESIDENT, SHC QUALITY CARE NETWORK	(i) (ii)	245,731 ------------- 0	133,000 ------------- 0	152,073 ------------- 0	34,534 ------------- 0	29,482 ------------- 0	594,820 ------------- 0	52,228 ------------- 0
16VIKKI CHARLESVP, CORP FINANCE	(i) (ii)	277,567 ------------- 0	95,311 ------------- 0	25,241 ------------- 0	30,414 ------------- 0	18,837 ------------- 0	447,370 ------------- 0	0 ------------- 0
17MARY L BLUNTFORMER OFFICER	(i) (ii)	0 ------------- 520,587	0 ------------- 313,992	0 ------------- 122,379	0 ------------- 42,097	0 ------------- 15,403	0 ------------- 1,014,458	0 ------------- 0
18MICHAEL V GENTRYFORMER OFFICER	(i) (ii)	0 ------------- 531,073	0 ------------- 314,662	0 ------------- 71,214	0 ------------- 94,139	0 ------------- 14,356	0 ------------- 1,025,444	0 ------------- 53,841
19DAVID R MAIZEL MDFORMER OFFICER	(i) (ii)	0 ------------- 0	0 ------------- 0	454,414 ------------- 0	49,030 ------------- 0	12,510 ------------- 0	515,954 ------------- 0	8,490 ------------- 0
20GENEMARIE W MCGEEFORMER OFFICER	(i) (ii)	0 ------------- 268,115	0 ------------- 89,563	0 ------------- 17,225	0 ------------- 34,717	0 ------------- 21,086	0 ------------- 430,706	0 ------------- 0
21BERTRAM S REESEFORMER OFFICER	(i) (ii)	0 ------------- 470,917	0 ------------- 329,384	0 ------------- 150,127	0 ------------- -26,412	0 ------------- 13,456	0 ------------- 937,472	0 ------------- 29,808

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
PART I, LINE 1A	THE ORGANIZATION PROVIDED GROSS-UP PAYMENTS ON TAXABLE RETIREMENT GIFTS TO SENIOR EXECUTIVES, THE GROSS-UP PAYMENTS WERE TREATED AS ADDITIONAL TAXABLE COMPENSATION.
PART I, LINE 4B	HOWARD KERN AND MICHAEL DUDLEY PARTICIPATED IN THE SENTARA SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN. PARTICIPATION IN THE PLAN IS LIMITED TO SELECT INDIVIDUALS AS APPROVED BY THE ORGANIZATIONS' BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. THE PLAN IS CURRENTLY CLOSED TO ADDITIONAL MEMBERS. VESTING OCCURS UPON THE COMPLETION OF A TWO YEAR NON-COMPETE PERIOD FOLLOWING TERMINATION AFTER EARLY RETIREMENT DATE OR UPON DEATH. EARLY RETIREMENT DATE IS WHEN THE EXECUTIVE OBTAINS AT LEAST AGE 55 AND HAS 10 YEARS OF SERVICE AND BENEFITS ARE FORFEITED IF PARTICIPANT LEAVES PRIOR TO AGE 55 WITH 10 YEARS OF SERVICE. DAVID BERND PARTICIPATED IN THE SENTARA OPTION PLAN FOR EXECUTIVES. THIS PLAN IS UNRELATED TO "EQUITY" OF THE EMPLOYER. PARTICIPATION IS LIMITED TO SELECT INDIVIDUALS AS APPROVED BY THE ORGANIZATIONS' BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. VESTING IS DETERMINED BY THE GOVERNING BOARD OF THE ORGANIZATION AND IS SEPARATELY STATED IN EACH PARTICIPANT'S OPTION AGREEMENT. THERE WERE NO OPTIONS GRANTED AFTER 2002. DAVID BERND, HOWARD KERN, MICHAEL DUDLEY, MARY BLUNT, ROBERT BROERMANN, MICHAEL GENTRY, VICKY GRAY, KENNETH KRAKAUR, BERTRAM REESE, MICHAEL TAYLOR, DOUGLAS THOMPSON, GARY YATES, M.D., GRACE HINES, DAVID MAIZEL, M.D., MEGAN PERRY, JEFFREY KING, TERRY GILLILAND, M.D., GENEMARIE MCGEE AND LESTER ELJAIEK PARTICIPATED IN THE SENTARA CAPITAL ACCUMULATION ACCOUNT PLAN. PARTICIPATION IS LIMITED TO A SELECT GROUP OF CORPORATE EXECUTIVES AS APPROVED BY THE ORGANIZATIONS' BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. TERMS OF THE PLAN CHANGED EFFECTIVE JANUARY 1, 2009, WHEREBY VESTING OF CONTRIBUTIONS MADE ON OR AFTER THAT DATE NOW OCCURS ON THE EARLIER OF FIVE YEARS FOR EACH YEARS' CONTRIBUTIONS OR AGE 55 WITH 10 YEARS OF SERVICE. UNDER THE OLD TERMS, VESTING OF CONTRIBUTIONS MADE PRIOR TO JANUARY 1, 2009 OCCURS ON THE EARLIEST OF ASSIGNED DISTRIBUTION DATE, DEATH, INVOLUNTARY TERMINATION WITHOUT CAUSE OR COMPLETION OF TWO-YEAR NON-COMPETE AFTER VOLUNTARY TERMINATION (REGARDLESS OF ORIGINAL ASSIGNED DISTRIBUTION DATE). DURING 2015, THE FOLLOWING CORPORATE EXECUTIVES RECEIVED VESTED DISTRIBUTIONS UNDER THE PLAN: DAVID BERND ($269,148 ) MARY BLUNT ($77,803); ROBERT BROERMANN ($948,055); MICHAEL DUDLEY ($24,134); MICHAEL GENTRY ($64,851); VICKY GRAY ($108,361); GRACE HINES ($46,385); HOWARD KERN ($355,085); KENNETH KRAKAUR ($25,956); DAVID MAIZEL, M.D. ($14,432); MEGAN PERRY ($31,754); GENEMARIE MCGEE ($16,074); BERTRAM REESE ($95,669); MICHAEL TAYLOR ($452,209); JEFFREY KING ($43,559); DOUGLAS THOMPSON ($80,554); AND GARY YATES, M.D. ($105,446). THESE AMOUNTS HAVE BEEN REPORTED IN COLUMN (B)(III) OF SCHEDULE J, PART II.
PART I, LINE 7	NON-FIXED PAYMENTS NOT LISTED DURING THE CURRENT TAX YEAR, THE ORGANIZATION MADE NON-FIXED PAYMENTS OF COMPENSATION UNDER THE FOLLOWING INCENTIVE PROGRAMS: ANNUAL INCENTIVE PROGRAM - EXECUTIVES AND SENIOR LEADERS ARE ELIGIBLE FOR ANNUAL AWARDS BASED ON SYSTEM AND INDIVIDUAL PERFORMANCE. BOTH SYSTEM AND INDIVIDUAL SCORES ARE DETERMINED AFTER YEAR-END, AT WHICH POINT AWARDS MAY BE PAID AND REPORTED AS COMPENSATION. TARGET AND MAXIMUM OPPORTUNITIES VARY BY LEVEL. TOP HAT- WITHIN THE ANNUAL INCENTIVE PROGRAM, EXECUTIVES AND SENIOR LEADERS MAY RECEIVE ADDITIONAL INCENTIVE PAY TO REWARD EXCEPTIONAL INDIVIDUAL PERFORMANCE. KEY CONTRIBUTOR AWARDS - REWARDS EXCEPTIONAL INDIVIDUALS OR TEAMS FOR SIGNIFICANT CONTRIBUTION AND RESULTS AS RECOGNIZED BY BUSINESS UNITS. MANAGER INCENTIVE PLAN - MANAGEMENT EMPLOYEES NOT COVERED UNDER ANOTHER INCENTIVE PLAN ARE ELIGIBLE FOR THE MANAGEMENT INCENTIVE PLAN. AWARDS ARE BASED ON SYSTEM YEAR-END RESULTS AS DETERMINED BY THE BOARD; BUSINESS UNIT RESULTS FOR FINANCIAL, SAFETY, QUALITY AND CUSTOMER SERVICE; AND THE MANAGER'S INDIVIDUAL PERFORMANCE SCORE. SYSTEM, BUSINESS UNIT, AND INDIVIDUAL RESULTS ARE DETERMINED AFTER YEAR-END, AT WHICH POINT AWARDS MAY BE PAID AND REPORTED AS COMPENSATION.

Schedule J (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Part VI.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Information about Schedule K (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2015

Open to Public
Inspection

Name of the organization
SENTARA HEALTHCARE

Employer identification number
52-1271901

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	EDA OF ALBEMARLE COUNTY VA	52-1297503		06-05-2013	160,515,000	CURRENT REFUND MARTHA JEFFERSON SERIES 2008A, 2008B, 2008C, AND 2008D		X		X		X
B	IDA OF THE CITY OF HARRISONBURG VA	54-2000436	415669BN9	12-28-2006	196,167,653	FUND CONSTRUCTION OF REPLACEMENT HOSPITAL		X		X		X
C	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		11-28-2011	75,000,000	MODIFICATION OF THE SERIES 2010 BONDS		X		X		X
D	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		12-14-2011	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		01-04-2012	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		01-20-2012	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445		07-16-2003	53,100,000	FINANCING FOR CAPITAL AND FIXED ASSETS		X		X		X
	EDA THE CITY OF SUFFOLK VA	54-1131047	86481QAA7	06-25-2008	156,615,000	REFUNDED BONDS ISSUED OCTOBER 2006		X		X		X
	VA SMALL BUSINESS FINANCING AUTHORITY	54-1300845	928105AV7	01-28-2010	296,243,684	REFUND PRIOR BONDS AND FUND NEW PROJECT		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588TAL3	03-03-2010	132,480,000	REFUNDED SERIES 2009B&C		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588TAN9	04-26-2012	68,890,000	REFUNDED SERIES 2009A BONDS		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588NBB7	05-16-2012	163,163,080	REF. POTOMAC 2003 & MARTHA JEFFERSON 2002 AND FINANCE NEW PROJECTS		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	3,290,000		5,315,000		6,897,000		400,000
2 Amount of bonds legally defeased ..............
3 Total proceeds of issue ..................	160,515,000		216,009,050		75,000,000		10,000,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............
6 Proceeds in refunding escrows ...............
7 Issuance costs from proceeds ...............	2,715,612		1,339,016
8 Credit enhancement from proceeds .............			4,253,886
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	230,220,167		195,189,648				75,585,411
11 Other spent proceeds .............	160,515,000		15,226,499		75,000,000		10,000,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2013		2010		2011		2007
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? ....	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? .....		X		X		X		X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part III

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50193E

Schedule K (Form 990) 2015

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?			X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X	X			X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......	X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........		X		X		X		X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X	X
b Name of provider ..........	SUNTRUST BANK		SUNTRUST BANK				SUNTRUST BANK
c Term of hedge .........	510.0000000000 %		510.0000000000 %				510.0000000000 %
d Was the hedge superintegrated? ......		X		X				X
e Was the hedge terminated? ........		X		X				X

Schedule K (Form 990) 2015

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X	X			X		X
b Name of provider ..........			MORGAN STANLEY & CO
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........			X
6 Were any gross proceeds invested beyond an available temporary period?		X	X			X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part V

Procedures To Undertake Corrective Action

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part VI

Supplemental Information. Provide additional information for responses to questions on Schedule K (see instructions).

Return Reference	Explanation
DATE REBATE COMPUTATION PERFORMED	ISSUER NAME: EDA THE CITY OF NORFOLK, VA DATE THE REBATE COMPUTATION WAS PERFORMED: 12/16/2007
SCHEDULE K, PART VI	ENTITY 1, ISSUER A: SERIES 2013A & 2013B (MARTHA JEFFERSON HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE CURRENT REFUNDED THE MARTHA JEFFERSON HOSPITAL SERIES 2008A, SERIES 2008B, SERIES 2008C, AND SERIES 2008D. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT WOULD BE NO LATER THAN 6/5/2018. ENTITY 1, ISSUER B: SERIES 2006 (ROCKINGHAM MEMORIAL HOSPITAL)HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE PLUS INVESTMENT EARNINGS (MAINLY FROM THE CONSTRUCTION FUND AND DEBT SERVICE RESERVE FUND). PART II 4 - SUBSEQUENT TO ACQUISITION OF HOSPITAL BY SENTARA, DEBT SERVICE RESERVE FUND NO LONGER REQUIRED DUE TO HIGH CREDIT RATINGS HELD BY SENTARA. THE SERIES 2006 DEBT SERVICE RESERVE PROCEEDS WERE RELEASED TO SENTARA ON 1/10/2012. SENTARA DEPOSITED THESE MONIES INTO A SEPARATELY HELD ACCOUNT AND TRACKED. THESE MONIES WERE USED TO PAY DEBT SERVICE ON THE 2006 BONDS UNTIL MONIES WERE FULLY EXPENDED. ALL SERIES 2006 PROCEEDS WERE FULLY EXPENDED AS OF 2/15/2013. PART II, 11 - MAINLY INCLUDES DEBT SERVICE RESERVE FUND PROCEEDS USED FOR DEBT SERVICE PURPOSES AFTER THE 1/10/2012 RELEASE DATE. PART IV, 1 - SENTARA REBATED 100% OF ACCRUING ARBITRAGE LIABILITY OR $743K TO THE IRS WITHIN 60 DAYS OF THE FIRST INSTALLMENT EVALUATION DATE (12/28/2011 FIRST INSTALLMENT DATE). PART IV, 5A - INVESTMENT AGREEMENTS WERE ENTERED INTO FOR THE SERIES 2006 CONSTRUCTION FUND, WHICH MATURED ON 9/1/2009 AND THE DEBT SERVICE RESERVE FUND, WHICH WAS SCHEDULED TO MATURE ON 8/15/2015. HOWEVER, DUE TO THE RELEASE OF THE DEBT SERVICE RESERVE FUND PROCEEDS, THAT INVESTMENT AGREEMENT WAS TERMINATED EARLY IN JANUARY 2012. PART IV, 5 - TERM OF GIC WAS 2.4 AND 4.7. DUE TO SYSTEM LIMITATIONS, THIS INFORMATION COULD NOT BE ENTERED ON THE APPROPRIATE LINE. ENTITY 1, ISSUE C: SERIES 2011AB&C (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2010AB&C. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 11/28/2016. ENTITY 1, ISSUE D: SERIES 2011A (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 12/14/2016. ENTITY 2, ISSUE A: SERIES 2011B (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 1/4/2017. ENTITY 2, ISSUE B: SERIES 2011C (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 1/20/2017. ENTITY 2, ISSUE C: SERIES 2003 COMMERCIAL PAPER PROGRAM (SENTARA HEALTHCARE) PART II, 1 - SENTARA ISSUED TAXABLE COMMERCIAL PAPER NOTES IN 2012 TO PARTIALLY REFUND THIS 2003 COMMERCIAL PAPER PROGRAM. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT WITHIN 18 MONTHS OF RECEIPT OF PROCEEDS. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART IV, 2C - SENTARA HAD ARBITRAGE COMPLIANCE REPORT COMPLETED FOR THIS ISSUE AS OF 12/16/2007, WHICH REFLECTED NO REBATE DUE TO THE IRS FOR THIS 2003 ISSUANCE. DEBT WAS ISSUED AS REIMBURSEMENT FOR PRIOR EXPENDITURES INCURRED. THEREFORE, THIS ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION. ENTITY 2, ISSUE D: SERIES 2008 ( SENTARA HEALTHCARE SYSTEM) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDED ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2006 ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DAY OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN SEPTEMBER OF 2008. FIRST INSTALLMENT EVALUATION DATE WOULD BE NO LATER THAN 6/25/2013. ON MAY 1, 2015, SENTARA HEALTHCARE MODIFIED AN EXISTING TOTAL RETURN SWAP ("TRS") FOR THE $156,615,000 SERIES 2008 REVENUE BONDS. THE TRS WAS NOT ORIGINALLY TREATED OR IDENTIFIED AS A QUALIFIED HEDGE FOR TAX PURPOSES AND THEREFORE ANY MODIFICATIONS SHOULD NOT HAVE RESULTED IN A REISSUANCE FOR FEDERAL TAX PURPOSES. HOWEVER, BOND COUNSEL AND THE SWAP PROVIDERS COUNSEL REVIEWED PRIVATE LETTER RULING PLR-147816-13, WHICH OUTLINED A VERY SIMILAR SITUATION. THE PLR CONCLUDED THAT AN AMENDMENT TO THE TRS WOULD NOT RESULT IN AN ABUSIVE ARBITRAGE DEVICE AS DEFINED WITHIN THE U.S. TREASURY REGULATIONS. THE PLR DID NOT CONCLUDE WHETHER OR NOT A REISSUANCE SHOULD APPLY IN SUCH A SITUATION. AS A CONSERVATIVE APPROACH, BOND COUNSEL AND THE SWAP PROVIDERS COUNSEL DECIDED TO FOLLOW THE DIRECTION TAKEN BY THE ISSUER IN THE PLR AND ALSO TREAT THE MODIFICATION OF THE TRS AS A REISSUANCE AND FILED A NEW FEDERAL FORM 8038 WITH THE INTERNAL REVENUE SERVICE, DATED MAY 1, 2015. AGAIN, THE TREATMENT OF THE TRS MODIFICATION AS A REISSUANCE WAS PURELY DONE AS A CONSERVATIVE APPROACH. AS STATED ABOVE, THE SERIES 2008 BONDS QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION. THEREFORE, THIS ISSUE WAS EXEMPT FROM THE ARBITRAGE REBATE CALCULATION. UNDER THE REISSUANCE TREATMENT, NO REBATE AMOUNTS WOULD HAVE BEEN DUE TO THE IRS AS OF THE MAY 1, 2015 REISSUANCE DATE. FURTHERMORE, THE 2008 REISSUED BONDS WOULD ALSO QUALIFY FOR THE SIX-MONTH SPENDING EXCEPTION AND WOULD NOT OWE AN ARBITRAGE REBATE PAYMENT TO THE IRS AS OF MAY 1, 2020 (FIFTH ANNIVERSARY DATE OF THE REISSUANCE).
SCHEDULE K, PART VI	ENTITY 3, ISSUER A: SERIES 2010 (SENTARA HEALTHCARE SYSTEM - VSBFA) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE, PLUS INTEREST EARNINGS (MAINLY FROM PROJECT FUND AND ESCROW FUND). PART II, 11 - OTHER SPENT PROCEEDS INCLUDES REFUNDING PROCEEDS AND INTEREST EARNINGS FROM REFUNDING ESCROW FUND. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 1997A AND 1998 ISSUE. THE REFUNDINGS WERE TREATED AS CURRENT REFUNDINGS FOR FEDERAL TAX PURPOSES. REFUNDING PROCEEDS WERE DEPOSITED INTO AN ESCROW FUND AND INVESTED. THOSE AMOUNTS WERE FULLY EXPENDED ON OR AROUND 3/1/2010 TO REDEEM THE PRIOR BONDS. PART IV, 2B - FIRST INSTALLMENT PERIOD FOR THIS ISSUE ENDED ON1/28/2015. ARBITRAGE COMPLIANCE REPORT COMPLETED THROUGH DECEMBER 31, 2011, WHICH REFLECTED ALL PROCEEDS SPENT AND NO ACCRUING ARBITRAGE LIABILITY FOR SENTARA. ENTITY 3, ISSUER B: SERIES 2010B&C (SENTARA HEALTHCARE SYSTEM - EDA OF NORFOLK) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2009B & 2009C ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DATE OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA WAS PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN MAY OF 2010. FIRST INSTALLMENT ENDED 3/3/2015. ENTITY 3, ISSUER C: SERIES 2012A (SENTARA HEALTHCARE SYSTEM - EDA OF NORFOLK) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2009A ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DATE OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA WAS PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN MAY OF 2012. FIFTH YEAR WOULD BE 4/26/2017. ENTITY 3, ISSUER D: SERIES 2012B (SENTARA HEALTHCARE SYSTEM) PART II, 3 - TOTAL PROCEEDS OF THE ISSUE INCLUDES ISSUE PRICE, PLUS INTEREST EARNINGS ASSOCIATED WITH PROJECT FUND AND ESCROW FUNDS. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 11 - OTHER SPENT PROCEEDS INCLUDES REFUNDING PROCEEDS AND INTEREST EARNINGS FROM REFUNDING ESCROW FUNDS. PART II, 12 - UNSPENT PROCEEDS CONSIST OF THE REMAINING PROJECT FUND PROCEEDS. PART II, 15 - SERIES 2012B ADVANCE REFUNDED THE MARTHA JEFFERSON SERIES 2002 BONDS MATURING 10/1/2012 - 10/1/2035 WITH A CALL FOR REDEMPTION DATE OF 10/1/2012. THE SERIES 2012B ALSO ADVANCE REFUNDED THE POTOMAC HOSPITAL SERIES 2003 BONDS MATURING 10/1/2012 - 10/1/2036 WITH A CALL FOR REDEMPTION DATE OF 10/1/2013. PART IV, 2A, SENTARA RECEIVES ANNUAL ARBITRAGE COMPLIANCE REPORTS COMPLETED FOR THIS ISSUE. THE FIRST INSTALLMENT PERIOD WILL END NO LATER THAN 05/16/2017. ALL PROCEEDS OF THE SERIES 2012B BONDS WERE FULLY EXPENDED AS OF 3/19/2014. ARBITRAGE COMPLIANCE CERTIFICATE WAS PROVIDED FORECASTING RESULTS THROUGH THE 5/1/2017 FIFTH BOND YEAR, WHICH REFLECTED THAT NO ARBITRAGE REBATE LIABILITY WILL BE DUE TO THE IRS AS OF THE FIRST INSTALLMENT PERIOD.

Schedule K (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Part VI.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Information about Schedule K (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2015

Open to Public
Inspection

Name of the organization
SENTARA HEALTHCARE

Employer identification number
52-1271901

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	EDA OF ALBEMARLE COUNTY VA	52-1297503		06-05-2013	160,515,000	CURRENT REFUND MARTHA JEFFERSON SERIES 2008A, 2008B, 2008C, AND 2008D		X		X		X
B	IDA OF THE CITY OF HARRISONBURG VA	54-2000436	415669BN9	12-28-2006	196,167,653	FUND CONSTRUCTION OF REPLACEMENT HOSPITAL		X		X		X
C	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		11-28-2011	75,000,000	MODIFICATION OF THE SERIES 2010 BONDS		X		X		X
D	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		12-14-2011	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		01-04-2012	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		01-20-2012	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445		07-16-2003	53,100,000	FINANCING FOR CAPITAL AND FIXED ASSETS		X		X		X
	EDA THE CITY OF SUFFOLK VA	54-1131047	86481QAA7	06-25-2008	156,615,000	REFUNDED BONDS ISSUED OCTOBER 2006		X		X		X
	VA SMALL BUSINESS FINANCING AUTHORITY	54-1300845	928105AV7	01-28-2010	296,243,684	REFUND PRIOR BONDS AND FUND NEW PROJECT		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588TAL3	03-03-2010	132,480,000	REFUNDED SERIES 2009B&C		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588TAN9	04-26-2012	68,890,000	REFUNDED SERIES 2009A BONDS		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588NBB7	05-16-2012	163,163,080	REF. POTOMAC 2003 & MARTHA JEFFERSON 2002 AND FINANCE NEW PROJECTS		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	3,290,000		5,315,000		6,897,000		400,000
2 Amount of bonds legally defeased ..............
3 Total proceeds of issue ..................	160,515,000		216,009,050		75,000,000		10,000,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............
6 Proceeds in refunding escrows ...............
7 Issuance costs from proceeds ...............	2,715,612		1,339,016
8 Credit enhancement from proceeds .............			4,253,886
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	230,220,167		195,189,648				75,585,411
11 Other spent proceeds .............	160,515,000		15,226,499		75,000,000		10,000,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2013		2010		2011		2007
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? ....	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? .....		X		X		X		X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part III

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50193E

Schedule K (Form 990) 2015

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?			X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X	X			X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......	X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........		X		X		X		X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X	X
b Name of provider ..........	SUNTRUST BANK		SUNTRUST BANK				SUNTRUST BANK
c Term of hedge .........	510.0000000000 %		510.0000000000 %				510.0000000000 %
d Was the hedge superintegrated? ......		X		X				X
e Was the hedge terminated? ........		X		X				X

Schedule K (Form 990) 2015

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X	X			X		X
b Name of provider ..........			MORGAN STANLEY & CO
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........			X
6 Were any gross proceeds invested beyond an available temporary period?		X	X			X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part V

Procedures To Undertake Corrective Action

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part VI

Supplemental Information. Provide additional information for responses to questions on Schedule K (see instructions).

Return Reference	Explanation
DATE REBATE COMPUTATION PERFORMED	ISSUER NAME: EDA THE CITY OF NORFOLK, VA DATE THE REBATE COMPUTATION WAS PERFORMED: 12/16/2007
SCHEDULE K, PART VI	ENTITY 1, ISSUER A: SERIES 2013A & 2013B (MARTHA JEFFERSON HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE CURRENT REFUNDED THE MARTHA JEFFERSON HOSPITAL SERIES 2008A, SERIES 2008B, SERIES 2008C, AND SERIES 2008D. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT WOULD BE NO LATER THAN 6/5/2018. ENTITY 1, ISSUER B: SERIES 2006 (ROCKINGHAM MEMORIAL HOSPITAL)HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE PLUS INVESTMENT EARNINGS (MAINLY FROM THE CONSTRUCTION FUND AND DEBT SERVICE RESERVE FUND). PART II 4 - SUBSEQUENT TO ACQUISITION OF HOSPITAL BY SENTARA, DEBT SERVICE RESERVE FUND NO LONGER REQUIRED DUE TO HIGH CREDIT RATINGS HELD BY SENTARA. THE SERIES 2006 DEBT SERVICE RESERVE PROCEEDS WERE RELEASED TO SENTARA ON 1/10/2012. SENTARA DEPOSITED THESE MONIES INTO A SEPARATELY HELD ACCOUNT AND TRACKED. THESE MONIES WERE USED TO PAY DEBT SERVICE ON THE 2006 BONDS UNTIL MONIES WERE FULLY EXPENDED. ALL SERIES 2006 PROCEEDS WERE FULLY EXPENDED AS OF 2/15/2013. PART II, 11 - MAINLY INCLUDES DEBT SERVICE RESERVE FUND PROCEEDS USED FOR DEBT SERVICE PURPOSES AFTER THE 1/10/2012 RELEASE DATE. PART IV, 1 - SENTARA REBATED 100% OF ACCRUING ARBITRAGE LIABILITY OR $743K TO THE IRS WITHIN 60 DAYS OF THE FIRST INSTALLMENT EVALUATION DATE (12/28/2011 FIRST INSTALLMENT DATE). PART IV, 5A - INVESTMENT AGREEMENTS WERE ENTERED INTO FOR THE SERIES 2006 CONSTRUCTION FUND, WHICH MATURED ON 9/1/2009 AND THE DEBT SERVICE RESERVE FUND, WHICH WAS SCHEDULED TO MATURE ON 8/15/2015. HOWEVER, DUE TO THE RELEASE OF THE DEBT SERVICE RESERVE FUND PROCEEDS, THAT INVESTMENT AGREEMENT WAS TERMINATED EARLY IN JANUARY 2012. PART IV, 5 - TERM OF GIC WAS 2.4 AND 4.7. DUE TO SYSTEM LIMITATIONS, THIS INFORMATION COULD NOT BE ENTERED ON THE APPROPRIATE LINE. ENTITY 1, ISSUE C: SERIES 2011AB&C (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2010AB&C. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 11/28/2016. ENTITY 1, ISSUE D: SERIES 2011A (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 12/14/2016. ENTITY 2, ISSUE A: SERIES 2011B (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 1/4/2017. ENTITY 2, ISSUE B: SERIES 2011C (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 1/20/2017. ENTITY 2, ISSUE C: SERIES 2003 COMMERCIAL PAPER PROGRAM (SENTARA HEALTHCARE) PART II, 1 - SENTARA ISSUED TAXABLE COMMERCIAL PAPER NOTES IN 2012 TO PARTIALLY REFUND THIS 2003 COMMERCIAL PAPER PROGRAM. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT WITHIN 18 MONTHS OF RECEIPT OF PROCEEDS. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART IV, 2C - SENTARA HAD ARBITRAGE COMPLIANCE REPORT COMPLETED FOR THIS ISSUE AS OF 12/16/2007, WHICH REFLECTED NO REBATE DUE TO THE IRS FOR THIS 2003 ISSUANCE. DEBT WAS ISSUED AS REIMBURSEMENT FOR PRIOR EXPENDITURES INCURRED. THEREFORE, THIS ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION. ENTITY 2, ISSUE D: SERIES 2008 ( SENTARA HEALTHCARE SYSTEM) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDED ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2006 ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DAY OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN SEPTEMBER OF 2008. FIRST INSTALLMENT EVALUATION DATE WOULD BE NO LATER THAN 6/25/2013. ON MAY 1, 2015, SENTARA HEALTHCARE MODIFIED AN EXISTING TOTAL RETURN SWAP ("TRS") FOR THE $156,615,000 SERIES 2008 REVENUE BONDS. THE TRS WAS NOT ORIGINALLY TREATED OR IDENTIFIED AS A QUALIFIED HEDGE FOR TAX PURPOSES AND THEREFORE ANY MODIFICATIONS SHOULD NOT HAVE RESULTED IN A REISSUANCE FOR FEDERAL TAX PURPOSES. HOWEVER, BOND COUNSEL AND THE SWAP PROVIDERS COUNSEL REVIEWED PRIVATE LETTER RULING PLR-147816-13, WHICH OUTLINED A VERY SIMILAR SITUATION. THE PLR CONCLUDED THAT AN AMENDMENT TO THE TRS WOULD NOT RESULT IN AN ABUSIVE ARBITRAGE DEVICE AS DEFINED WITHIN THE U.S. TREASURY REGULATIONS. THE PLR DID NOT CONCLUDE WHETHER OR NOT A REISSUANCE SHOULD APPLY IN SUCH A SITUATION. AS A CONSERVATIVE APPROACH, BOND COUNSEL AND THE SWAP PROVIDERS COUNSEL DECIDED TO FOLLOW THE DIRECTION TAKEN BY THE ISSUER IN THE PLR AND ALSO TREAT THE MODIFICATION OF THE TRS AS A REISSUANCE AND FILED A NEW FEDERAL FORM 8038 WITH THE INTERNAL REVENUE SERVICE, DATED MAY 1, 2015. AGAIN, THE TREATMENT OF THE TRS MODIFICATION AS A REISSUANCE WAS PURELY DONE AS A CONSERVATIVE APPROACH. AS STATED ABOVE, THE SERIES 2008 BONDS QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION. THEREFORE, THIS ISSUE WAS EXEMPT FROM THE ARBITRAGE REBATE CALCULATION. UNDER THE REISSUANCE TREATMENT, NO REBATE AMOUNTS WOULD HAVE BEEN DUE TO THE IRS AS OF THE MAY 1, 2015 REISSUANCE DATE. FURTHERMORE, THE 2008 REISSUED BONDS WOULD ALSO QUALIFY FOR THE SIX-MONTH SPENDING EXCEPTION AND WOULD NOT OWE AN ARBITRAGE REBATE PAYMENT TO THE IRS AS OF MAY 1, 2020 (FIFTH ANNIVERSARY DATE OF THE REISSUANCE).
SCHEDULE K, PART VI	ENTITY 3, ISSUER A: SERIES 2010 (SENTARA HEALTHCARE SYSTEM - VSBFA) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE, PLUS INTEREST EARNINGS (MAINLY FROM PROJECT FUND AND ESCROW FUND). PART II, 11 - OTHER SPENT PROCEEDS INCLUDES REFUNDING PROCEEDS AND INTEREST EARNINGS FROM REFUNDING ESCROW FUND. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 1997A AND 1998 ISSUE. THE REFUNDINGS WERE TREATED AS CURRENT REFUNDINGS FOR FEDERAL TAX PURPOSES. REFUNDING PROCEEDS WERE DEPOSITED INTO AN ESCROW FUND AND INVESTED. THOSE AMOUNTS WERE FULLY EXPENDED ON OR AROUND 3/1/2010 TO REDEEM THE PRIOR BONDS. PART IV, 2B - FIRST INSTALLMENT PERIOD FOR THIS ISSUE ENDED ON1/28/2015. ARBITRAGE COMPLIANCE REPORT COMPLETED THROUGH DECEMBER 31, 2011, WHICH REFLECTED ALL PROCEEDS SPENT AND NO ACCRUING ARBITRAGE LIABILITY FOR SENTARA. ENTITY 3, ISSUER B: SERIES 2010B&C (SENTARA HEALTHCARE SYSTEM - EDA OF NORFOLK) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2009B & 2009C ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DATE OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA WAS PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN MAY OF 2010. FIRST INSTALLMENT ENDED 3/3/2015. ENTITY 3, ISSUER C: SERIES 2012A (SENTARA HEALTHCARE SYSTEM - EDA OF NORFOLK) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2009A ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DATE OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA WAS PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN MAY OF 2012. FIFTH YEAR WOULD BE 4/26/2017. ENTITY 3, ISSUER D: SERIES 2012B (SENTARA HEALTHCARE SYSTEM) PART II, 3 - TOTAL PROCEEDS OF THE ISSUE INCLUDES ISSUE PRICE, PLUS INTEREST EARNINGS ASSOCIATED WITH PROJECT FUND AND ESCROW FUNDS. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 11 - OTHER SPENT PROCEEDS INCLUDES REFUNDING PROCEEDS AND INTEREST EARNINGS FROM REFUNDING ESCROW FUNDS. PART II, 12 - UNSPENT PROCEEDS CONSIST OF THE REMAINING PROJECT FUND PROCEEDS. PART II, 15 - SERIES 2012B ADVANCE REFUNDED THE MARTHA JEFFERSON SERIES 2002 BONDS MATURING 10/1/2012 - 10/1/2035 WITH A CALL FOR REDEMPTION DATE OF 10/1/2012. THE SERIES 2012B ALSO ADVANCE REFUNDED THE POTOMAC HOSPITAL SERIES 2003 BONDS MATURING 10/1/2012 - 10/1/2036 WITH A CALL FOR REDEMPTION DATE OF 10/1/2013. PART IV, 2A, SENTARA RECEIVES ANNUAL ARBITRAGE COMPLIANCE REPORTS COMPLETED FOR THIS ISSUE. THE FIRST INSTALLMENT PERIOD WILL END NO LATER THAN 05/16/2017. ALL PROCEEDS OF THE SERIES 2012B BONDS WERE FULLY EXPENDED AS OF 3/19/2014. ARBITRAGE COMPLIANCE CERTIFICATE WAS PROVIDED FORECASTING RESULTS THROUGH THE 5/1/2017 FIFTH BOND YEAR, WHICH REFLECTED THAT NO ARBITRAGE REBATE LIABILITY WILL BE DUE TO THE IRS AS OF THE FIRST INSTALLMENT PERIOD.

Schedule K (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax Exempt Bonds

Complete if the organization answered "Yes" to Form 990, Part IV, line 24a. Provide descriptions,
explanations, and any additional information in Part VI.
SchKMediumBullet

Attach to Form 990.
SchKMediumBullet

Information about Schedule K (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2015

Open to Public
Inspection

Name of the organization
SENTARA HEALTHCARE

Employer identification number
52-1271901

Part I

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	EDA OF ALBEMARLE COUNTY VA	52-1297503		06-05-2013	160,515,000	CURRENT REFUND MARTHA JEFFERSON SERIES 2008A, 2008B, 2008C, AND 2008D		X		X		X
B	IDA OF THE CITY OF HARRISONBURG VA	54-2000436	415669BN9	12-28-2006	196,167,653	FUND CONSTRUCTION OF REPLACEMENT HOSPITAL		X		X		X
C	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		11-28-2011	75,000,000	MODIFICATION OF THE SERIES 2010 BONDS		X		X		X
D	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		12-14-2011	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		01-04-2012	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	IDA OF THE CITY OF HARRISONBURG VA	54-2000436		01-20-2012	10,000,000	PARTIAL REFUNDING OF SERIES 2009		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445		07-16-2003	53,100,000	FINANCING FOR CAPITAL AND FIXED ASSETS		X		X		X
	EDA THE CITY OF SUFFOLK VA	54-1131047	86481QAA7	06-25-2008	156,615,000	REFUNDED BONDS ISSUED OCTOBER 2006		X		X		X
	VA SMALL BUSINESS FINANCING AUTHORITY	54-1300845	928105AV7	01-28-2010	296,243,684	REFUND PRIOR BONDS AND FUND NEW PROJECT		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588TAL3	03-03-2010	132,480,000	REFUNDED SERIES 2009B&C		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588TAN9	04-26-2012	68,890,000	REFUNDED SERIES 2009A BONDS		X		X		X
	EDA THE CITY OF NORFOLK VA	23-7253445	65588NBB7	05-16-2012	163,163,080	REF. POTOMAC 2003 & MARTHA JEFFERSON 2002 AND FINANCE NEW PROJECTS		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	3,290,000		5,315,000		6,897,000		400,000
2 Amount of bonds legally defeased ..............
3 Total proceeds of issue ..................	160,515,000		216,009,050		75,000,000		10,000,000
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............
6 Proceeds in refunding escrows ...............
7 Issuance costs from proceeds ...............	2,715,612		1,339,016
8 Credit enhancement from proceeds .............			4,253,886
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............	230,220,167		195,189,648				75,585,411
11 Other spent proceeds .............	160,515,000		15,226,499		75,000,000		10,000,000
12 Other unspent proceeds .............
13 Year of substantial completion .............	2013		2010		2011		2007
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? ....	X			X	X		X
15 Were the bonds issued as part of an advance refunding issue? .....		X		X		X		X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

Part III

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50193E

Schedule K (Form 990) 2015

Page 2

Part III

Private Business Use (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?			X		X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........
6 Total of lines 4 and 5 .............
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............		X		X		X		X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part IV

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X	X			X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......	X		X		X		X
b Exception to rebate? ........	X		X		X		X
c No rebate due? .........		X		X		X		X
If "Yes" to line 2c, provide in Part VI the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X	X		X
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X		X		X	X
b Name of provider ..........	SUNTRUST BANK		SUNTRUST BANK				SUNTRUST BANK
c Term of hedge .........	510.0000000000 %		510.0000000000 %				510.0000000000 %
d Was the hedge superintegrated? ......		X		X				X
e Was the hedge terminated? ........		X		X				X

Schedule K (Form 990) 2015

Page 3

Part IV

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X	X			X		X
b Name of provider ..........			MORGAN STANLEY & CO
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........			X
6 Were any gross proceeds invested beyond an available temporary period?		X	X			X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part V

Procedures To Undertake Corrective Action

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
Has the organization established written procedures to ensure that violations of federal tax requirements are timely identified and corrected through the voluntary closing agreement program if self-remediation is not available under applicable regulations?	X		X		X		X

Part VI

Supplemental Information. Provide additional information for responses to questions on Schedule K (see instructions).

Return Reference	Explanation
DATE REBATE COMPUTATION PERFORMED	ISSUER NAME: EDA THE CITY OF NORFOLK, VA DATE THE REBATE COMPUTATION WAS PERFORMED: 12/16/2007
SCHEDULE K, PART VI	ENTITY 1, ISSUER A: SERIES 2013A & 2013B (MARTHA JEFFERSON HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE CURRENT REFUNDED THE MARTHA JEFFERSON HOSPITAL SERIES 2008A, SERIES 2008B, SERIES 2008C, AND SERIES 2008D. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT WOULD BE NO LATER THAN 6/5/2018. ENTITY 1, ISSUER B: SERIES 2006 (ROCKINGHAM MEMORIAL HOSPITAL)HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE PLUS INVESTMENT EARNINGS (MAINLY FROM THE CONSTRUCTION FUND AND DEBT SERVICE RESERVE FUND). PART II 4 - SUBSEQUENT TO ACQUISITION OF HOSPITAL BY SENTARA, DEBT SERVICE RESERVE FUND NO LONGER REQUIRED DUE TO HIGH CREDIT RATINGS HELD BY SENTARA. THE SERIES 2006 DEBT SERVICE RESERVE PROCEEDS WERE RELEASED TO SENTARA ON 1/10/2012. SENTARA DEPOSITED THESE MONIES INTO A SEPARATELY HELD ACCOUNT AND TRACKED. THESE MONIES WERE USED TO PAY DEBT SERVICE ON THE 2006 BONDS UNTIL MONIES WERE FULLY EXPENDED. ALL SERIES 2006 PROCEEDS WERE FULLY EXPENDED AS OF 2/15/2013. PART II, 11 - MAINLY INCLUDES DEBT SERVICE RESERVE FUND PROCEEDS USED FOR DEBT SERVICE PURPOSES AFTER THE 1/10/2012 RELEASE DATE. PART IV, 1 - SENTARA REBATED 100% OF ACCRUING ARBITRAGE LIABILITY OR $743K TO THE IRS WITHIN 60 DAYS OF THE FIRST INSTALLMENT EVALUATION DATE (12/28/2011 FIRST INSTALLMENT DATE). PART IV, 5A - INVESTMENT AGREEMENTS WERE ENTERED INTO FOR THE SERIES 2006 CONSTRUCTION FUND, WHICH MATURED ON 9/1/2009 AND THE DEBT SERVICE RESERVE FUND, WHICH WAS SCHEDULED TO MATURE ON 8/15/2015. HOWEVER, DUE TO THE RELEASE OF THE DEBT SERVICE RESERVE FUND PROCEEDS, THAT INVESTMENT AGREEMENT WAS TERMINATED EARLY IN JANUARY 2012. PART IV, 5 - TERM OF GIC WAS 2.4 AND 4.7. DUE TO SYSTEM LIMITATIONS, THIS INFORMATION COULD NOT BE ENTERED ON THE APPROPRIATE LINE. ENTITY 1, ISSUE C: SERIES 2011AB&C (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2010AB&C. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 11/28/2016. ENTITY 1, ISSUE D: SERIES 2011A (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 12/14/2016. ENTITY 2, ISSUE A: SERIES 2011B (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 1/4/2017. ENTITY 2, ISSUE B: SERIES 2011C (ROCKINGHAM MEMORIAL HOSPITAL) HOSPITAL FACILITIES & DEBT NOW ACQUIRED AND OWNED BY SENTARA HEALTHCARE. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II 7, - THE COST OF ISSUANCES EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE MODIFIED THE INTEREST RATES AND TERMS OF A PRIOR SERIES 2009 ISSUE. MODIFICATION WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. ARBITRAGE COMPLIANCE CERTIFICATE PROVIDED TO SENTARA. FIRST INSTALLMENT DATE WOULD BE NO LATER THAN 1/20/2017. ENTITY 2, ISSUE C: SERIES 2003 COMMERCIAL PAPER PROGRAM (SENTARA HEALTHCARE) PART II, 1 - SENTARA ISSUED TAXABLE COMMERCIAL PAPER NOTES IN 2012 TO PARTIALLY REFUND THIS 2003 COMMERCIAL PAPER PROGRAM. PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT WITHIN 18 MONTHS OF RECEIPT OF PROCEEDS. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART IV, 2C - SENTARA HAD ARBITRAGE COMPLIANCE REPORT COMPLETED FOR THIS ISSUE AS OF 12/16/2007, WHICH REFLECTED NO REBATE DUE TO THE IRS FOR THIS 2003 ISSUANCE. DEBT WAS ISSUED AS REIMBURSEMENT FOR PRIOR EXPENDITURES INCURRED. THEREFORE, THIS ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION. ENTITY 2, ISSUE D: SERIES 2008 ( SENTARA HEALTHCARE SYSTEM) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDED ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2006 ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DAY OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN SEPTEMBER OF 2008. FIRST INSTALLMENT EVALUATION DATE WOULD BE NO LATER THAN 6/25/2013. ON MAY 1, 2015, SENTARA HEALTHCARE MODIFIED AN EXISTING TOTAL RETURN SWAP ("TRS") FOR THE $156,615,000 SERIES 2008 REVENUE BONDS. THE TRS WAS NOT ORIGINALLY TREATED OR IDENTIFIED AS A QUALIFIED HEDGE FOR TAX PURPOSES AND THEREFORE ANY MODIFICATIONS SHOULD NOT HAVE RESULTED IN A REISSUANCE FOR FEDERAL TAX PURPOSES. HOWEVER, BOND COUNSEL AND THE SWAP PROVIDERS COUNSEL REVIEWED PRIVATE LETTER RULING PLR-147816-13, WHICH OUTLINED A VERY SIMILAR SITUATION. THE PLR CONCLUDED THAT AN AMENDMENT TO THE TRS WOULD NOT RESULT IN AN ABUSIVE ARBITRAGE DEVICE AS DEFINED WITHIN THE U.S. TREASURY REGULATIONS. THE PLR DID NOT CONCLUDE WHETHER OR NOT A REISSUANCE SHOULD APPLY IN SUCH A SITUATION. AS A CONSERVATIVE APPROACH, BOND COUNSEL AND THE SWAP PROVIDERS COUNSEL DECIDED TO FOLLOW THE DIRECTION TAKEN BY THE ISSUER IN THE PLR AND ALSO TREAT THE MODIFICATION OF THE TRS AS A REISSUANCE AND FILED A NEW FEDERAL FORM 8038 WITH THE INTERNAL REVENUE SERVICE, DATED MAY 1, 2015. AGAIN, THE TREATMENT OF THE TRS MODIFICATION AS A REISSUANCE WAS PURELY DONE AS A CONSERVATIVE APPROACH. AS STATED ABOVE, THE SERIES 2008 BONDS QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION. THEREFORE, THIS ISSUE WAS EXEMPT FROM THE ARBITRAGE REBATE CALCULATION. UNDER THE REISSUANCE TREATMENT, NO REBATE AMOUNTS WOULD HAVE BEEN DUE TO THE IRS AS OF THE MAY 1, 2015 REISSUANCE DATE. FURTHERMORE, THE 2008 REISSUED BONDS WOULD ALSO QUALIFY FOR THE SIX-MONTH SPENDING EXCEPTION AND WOULD NOT OWE AN ARBITRAGE REBATE PAYMENT TO THE IRS AS OF MAY 1, 2020 (FIFTH ANNIVERSARY DATE OF THE REISSUANCE).
SCHEDULE K, PART VI	ENTITY 3, ISSUER A: SERIES 2010 (SENTARA HEALTHCARE SYSTEM - VSBFA) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE, PLUS INTEREST EARNINGS (MAINLY FROM PROJECT FUND AND ESCROW FUND). PART II, 11 - OTHER SPENT PROCEEDS INCLUDES REFUNDING PROCEEDS AND INTEREST EARNINGS FROM REFUNDING ESCROW FUND. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 1997A AND 1998 ISSUE. THE REFUNDINGS WERE TREATED AS CURRENT REFUNDINGS FOR FEDERAL TAX PURPOSES. REFUNDING PROCEEDS WERE DEPOSITED INTO AN ESCROW FUND AND INVESTED. THOSE AMOUNTS WERE FULLY EXPENDED ON OR AROUND 3/1/2010 TO REDEEM THE PRIOR BONDS. PART IV, 2B - FIRST INSTALLMENT PERIOD FOR THIS ISSUE ENDED ON1/28/2015. ARBITRAGE COMPLIANCE REPORT COMPLETED THROUGH DECEMBER 31, 2011, WHICH REFLECTED ALL PROCEEDS SPENT AND NO ACCRUING ARBITRAGE LIABILITY FOR SENTARA. ENTITY 3, ISSUER B: SERIES 2010B&C (SENTARA HEALTHCARE SYSTEM - EDA OF NORFOLK) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2009B & 2009C ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DATE OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA WAS PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN MAY OF 2010. FIRST INSTALLMENT ENDED 3/3/2015. ENTITY 3, ISSUER C: SERIES 2012A (SENTARA HEALTHCARE SYSTEM - EDA OF NORFOLK) PART II, 3 - AMOUNT OF TOTAL PROCEEDS OF ISSUE INCLUDES ISSUE PRICE. NO INTEREST WAS EARNED, ALL PROCEEDS SPENT ON OR AROUND DATE OF CLOSING FOR REFUNDING PURPOSES. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 14 - ISSUE REFUNDED A PRIOR SERIES 2009A ISSUE. THE REFUNDING WAS TREATED AS A CURRENT REFUNDING FOR FEDERAL TAX PURPOSES. ALL PROCEEDS WERE SPENT ON THE DATE OF ISSUE. PART IV, 2B - ISSUE QUALIFIED FOR THE SIX-MONTH SPENDING EXCEPTION TO REBATE. SENTARA WAS PROVIDED WITH ARBITRAGE COMPLIANCE CERTIFICATE IN MAY OF 2012. FIFTH YEAR WOULD BE 4/26/2017. ENTITY 3, ISSUER D: SERIES 2012B (SENTARA HEALTHCARE SYSTEM) PART II, 3 - TOTAL PROCEEDS OF THE ISSUE INCLUDES ISSUE PRICE, PLUS INTEREST EARNINGS ASSOCIATED WITH PROJECT FUND AND ESCROW FUNDS. PART II, 7 - THE COST OF ISSUANCE EXPENSES OF THE ISSUE WERE PAID WITH EQUITY FROM SENTARA AND NOT FROM BOND PROCEEDS. PART II, 11 - OTHER SPENT PROCEEDS INCLUDES REFUNDING PROCEEDS AND INTEREST EARNINGS FROM REFUNDING ESCROW FUNDS. PART II, 12 - UNSPENT PROCEEDS CONSIST OF THE REMAINING PROJECT FUND PROCEEDS. PART II, 15 - SERIES 2012B ADVANCE REFUNDED THE MARTHA JEFFERSON SERIES 2002 BONDS MATURING 10/1/2012 - 10/1/2035 WITH A CALL FOR REDEMPTION DATE OF 10/1/2012. THE SERIES 2012B ALSO ADVANCE REFUNDED THE POTOMAC HOSPITAL SERIES 2003 BONDS MATURING 10/1/2012 - 10/1/2036 WITH A CALL FOR REDEMPTION DATE OF 10/1/2013. PART IV, 2A, SENTARA RECEIVES ANNUAL ARBITRAGE COMPLIANCE REPORTS COMPLETED FOR THIS ISSUE. THE FIRST INSTALLMENT PERIOD WILL END NO LATER THAN 05/16/2017. ALL PROCEEDS OF THE SERIES 2012B BONDS WERE FULLY EXPENDED AS OF 3/19/2014. ARBITRAGE COMPLIANCE CERTIFICATE WAS PROVIDED FORECASTING RESULTS THROUGH THE 5/1/2017 FIFTH BOND YEAR, WHICH REFLECTED THAT NO ARBITRAGE REBATE LIABILITY WILL BE DUE TO THE IRS AS OF THE FIRST INSTALLMENT PERIOD.

Schedule K (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet

Attach to Form 990 or Form 990-EZ.
MediumBullet

Information about Schedule L (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

SENTARA HEALTHCARE

Employer identification number

52-1271901

Part I

Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.

1(a) Name of disqualified person	(c) Description of transaction	(d) Corrected?
1(a) Name of disqualified person	(c) Description of transaction	Yes	No

Enter the amount of tax incurred by organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image

Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ........ Bullet Image

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22

(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	(d) Loan to or from the organization?		(e)Original principal amount	(f)Balance due	(g) In default?		(h) Approved by board or committee?		(i)Written agreement?
(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	To	From	(e)Original principal amount	(f)Balance due	Yes	No	Yes	No	Yes	No










Total ............... $

Part III

Grants or Assistance Benefiting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of assistance	(d) Type of assistance	(e) Purpose of assistance

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2015

Page 2

Part IV

Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) ALLISON K GREENE	FAMILY MEMBER OF KEN KRAKAUR, KE	106,828	EMPLOYMENT		No
(2) KELLY B LAMPING	FAMILY MEMBER OF DAVID BERND, DIRECTOR AND OFFICER	97,049	EMPLOYMENT		No
(3) MARC A SHARP	FAMILY MEMBER OF MARC B. SHARP, DIRECTOR	65,330	EMPLOYMENT		No

Part V

Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).

Return Reference	Explanation

Schedule L (Form 990 or 990-EZ) 2015

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE M
(Form 990)

Department of the Treasury

Internal Revenue Service

Noncash Contributions

Complete if the organizations answered "Yes" on Form 990, Part IV, lines 29 or 30.
Right pointing arrow large image

Attach to Form 990.
Right pointing arrow large image

Information about Schedule M (Form 990) and its instructions is at www.irs.gov/form990

OMB No. 1545-0047

2015

Open to Public Inspection

Name of the organization

SENTARA HEALTHCARE

Employer identification number

52-1271901

Part I

Types of Property

	(a) Check if applicable	(b) Number of contributions or items contributed	(c) Noncash contribution amounts reported on Form 990, Part VIII, line 1g	(d) Method of determining noncash contribution amounts
1 Art—Works of art ....
2 Art—Historical treasures .
3 Art—Fractional interests ..
4 Books and publications ..
5 Clothing and household goods .......
6 Cars and other vehicles ..
7 Boats and planes ....
8 Intellectual property ...
9 Securities—Publicly traded .	X	10	46,433	FAIR MARKET VALUE
10 Securities—Closely held stock .
11 Securities—Partnership, LLC, or trust interests ....
12 Securities—Miscellaneous ..
13 Qualified conservation contribution—Historic structures .....
14 Qualified conservation contribution—Other ...
15 Real estate—Residential .
16 Real estate—Commercial ..
17 Real estate—Other ...
18 Collectibles .....
19 Food inventory ...
20 Drugs and medical supplies .
21 Taxidermy ......
22 Historical artifacts ....
23 Scientific specimens ..
24 Archeological artifacts ...
25 Other ( )
26 Other ( )
27 Other ( )
28 Other ( )

Number of Forms 8283 received by the organization during the tax year for contributions
for which the organization completed Form 8283, Part IV, Donee Acknowledgement

Yes

30a

During the year, did the organization receive by contribution any property reported in Part I, lines 1 through 28, that

it must hold for at least three years from the date of the initial contribution, and which is not required to be used

for exempt purposes for the entire holding period? ..................

30a

If "Yes," describe the arrangement in Part II.

Does the organization have a gift acceptance policy that requires the review of any non-standard contributions?

Yes

32a

Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash

contributions? ..........................

32a

If "Yes," describe in Part II.

If the organization did not report an amount in column (c) for a type of property for which column (a) is checked,

describe in Part II.

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 51227J

Schedule M (Form 990) (2015)

Page 2

Part II

Supplemental Information. Provide the information required by Part I, lines 30b, 32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information.

Return Reference	Explanation

Schedule M (Form 990) (2015)

Additional Data

Software ID:
Software Version:

- TIN:

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

SENTARA HEALTHCARE

Employer identification number

52-1271901

Return Reference	Explanation
FORM 990, PART III, LINE 4A	SENTARA HEALTHCARE I. SENTARA HEALTHCARE - YOUR NOT FOR PROFIT HEALTHCARE PARTNER SENTARA HEALTHCARE BASED IN NORFOLK, VA, CELEBRATES MORE THAN 127 YEARS IN RELENTLESS PURSUIT OF ITS MISSION TO IMPROVE HEALTH EVERY DAY THROUGH INNOVATION, COMPASSION AND COMMUNITY BENEFIT. SENTARA IS A FULLY-INTEGRATED NOT-FOR-PROFIT SYSTEM WITH NEARLY 300 SITES OF CARE OF WHICH THERE ARE 12 HOSPITALS IN VIRGINIA AND NORTH CAROLINA, INCLUDING A LEVEL I TRAUMA CENTER WITH NIGHTINGALE REGIONAL AIR AMBULANCE AND THE NATIONALLY-RANKED SENTARA HEART HOSPITAL. THE SENTARA FAMILY INCLUDES FOUR MEDICAL GROUPS, AMBULATORY CAMPUSES, POST-ACUTE CARE SERVICES, THE PHYSICIAN-LED SENTARA QUALITY CARE NETWORK, THE ACCREDITED SENTARA CANCER NETWORK, THE SENTARA COLLEGE OF HEALTH SCIENCES, OPTIMA HEALTH PLAN MEMBERS IN VIRGINIA, ALABAMA AND OHIO, AND A TEAM OF PROFESSIONALS NEARLY 30,000 STRONG. SENTARA PROUDLY INCLUDES ADVANCED IMAGING CENTERS, NURSING AND ASSISTED LIVING CENTERS, PHYSICAL THERAPY AND REHABILITATION SERVICES, HOME HEALTH AND HOSPICE, AND GROUND MEDICAL TRANSPORTATION. SENTARA IS STRATEGICALLY FOCUSED ON CONTINUOUS IMPROVEMENT IN QUALITY, SAFETY, CLINICAL OUTCOMES AND THE PATIENT EXPERIENCE AND PURSUES KEY CLINICAL GOALS THROUGH HIGH-PERFORMANCE TEAMS ACROSS THE ENTERPRISE. EFFORTS ARE CENTERED ON PROVIDING THE RIGHT CARE IN THE RIGHT SETTING AT THE RIGHT TIME AND ADDING VALUE TO THE COMMUNITIES WE SERVE. WE STRIVE TO SERVE ALL IN THE COMMUNITIES WE SERVE THROUGH HEALTH OUTREACH PROGRAMS, EDUCATION, AND FINANCIAL SUPPORT OF OTHER NOT FOR PROFIT ORGANIZATIONS WITH SIMILAR HEALTH MISSIONS. II. COMMITMENT TO THE COMMUNITY A. SENTARA HAS PROVIDED MUCH IN THE WAY OF COMMUNITY BENEFIT AND CHARITY CARE ON AN ANNUAL BASIS. IN 2015, SENTARA COMMUNITY BENEFIT REACHED $335,510,000. SENTARA PROVIDED $276,309,000 IN UNCOMPENSATED PATIENT CARE; $19,687,000 IN MEDICAL EDUCATION; AND $39,514,000 IN COMMUNITY PROGRAMS. B. SENTARA IS PROUD OF THE MISSION-DRIVEN WORK OF THE THREE SENTARA FOUNDATIONS. THESE FOUNDATIONS RAISED MONEY TO SUPPORT THE CLINICAL NEEDS OF THE SYSTEM AND PROVIDED FUNDING THROUGH GRANTS AND DIRECT CONTRIBUTIONS TO COMMUNITY ORGANIZATIONS THAT HAVE SIMILAR INTERESTS IN COMMUNITY HEALTH NEEDS. SENTARA FOUNDATION-HAMPTON ROADS FUNDED 38 COMMUNITY GRANTS IN 2015 TOTALING $585,000; AND THE RMH FOUNDATION FUNDED SEVEN COMMUNITY HEALTH PROGRAMS WITH GRANTS TOTALING ALMOST $118,000. THE MARTHA JEFFERSON HOSPITAL FOUNDATION ESTABLISHED A NEW PALLIATIVE CARE OUTPATIENT CLINIC AND FUNDED TWO 3D MAMMOGRAPHY UNITS WITHIN THEIR COMMUNITY. ALL THREE FOUNDATIONS RALLIED AROUND SUPPORT FOR NURSING EXCELLENCE AND INNOVATION, FUNDING 235 SCHOLARSHIPS FOR REGISTERED NURSES WHO ARE PURSUING THEIR BACHELORS OF SCIENCE IN NURSING. SENTARA MADE A $100,000 CONTRIBUTION TO THE NORTHEAST ACADEMY OF AEROSPACE AND ADVANCED TECHNOLOGIES (NEAAT) IN ELIZABETH CITY, NORTH CAROLINA. THE MONEY IS THE FIRST GIFT TO THE NEW CHARTER SCHOOL AND WILL BE ALLOCATED OVER THREE YEARS. THE NORTH CAROLINA STATE BOARD OF EDUCATION APPROVED THE SCHOOL IN DECEMBER 2014, AND IT WAS SLATED TO OPEN IN AUGUST 2015 WITH A GOAL OF WORKFORCE DEVELOPMENT FOR NORTHEAST NORTH CAROLINA AND AN AID TO PHYSICIAN RECRUITMENT. SEVERAL YEARS AGO, SENTARA ESTABLISHED THE HOPE (HELPING OVERCOME PERSONAL EMERGENCY) FUND, WHICH IS AN EMERGENCY FINANCIAL RESOURCE FOR SENTARA EMPLOYEES THAT ARE EXPERIENCING CATASTROPHIC HARDSHIP OR LOSS THROUGH NO FAULT OF THEIR OWN. SENTARA EMPLOYEES WHO RECEIVE AID FROM THE HOPE FUND HAVE FACED DEVASTATING CRISES SUCH AS FIRE, DEATH, NATURAL DISASTERS, OR SERIOUS PERSONAL OR FAMILY ILLNESS. IN 2015, THE HOPE FUND AWARDED $143,000 TO SENTARA EMPLOYEES IN CRISES ACROSS THE SYSTEM. MTI TRANSPORT, LLC, DONATED A RETIRED GROUND TRANSPORT AMBULANCE TO THE ONE ELEUTHERA FOUNDATION IN THE BAHAMAS TO RAISE AWARENESS OF BREAST CANCER IN A COUNTRY WITH A HIGH RATE OF BREAST CANCER. PAINTED PINK AND NAMED AFTER A SENTARA EMPLOYEE WITH BREAST CANCER, "MISS VICKI", THE AMBULANCE MADE HER WAY TO THE BAHAMAS IN 2015 TO SUPPORT THE NEEDS OF THIS COMMUNITY. C. COMMUNITY HEALTH INITIATIVES SENTARA AND OPTIMA HEALTH HAVE LONG BEEN COMMITTED TO PROVIDING HEALTH AND PREVENTION SERVICES TO THE COMMUNITIES WE SERVE THROUGH MANY CHANNELS INCLUDING THE SENTARA HEALTHCARE COMMUNITY HEALTH AND PREVENTION ORGANIZATION WITHIN SENTARA. BELOW ARE SOME KEY HIGHLIGHTS OF THE EFFORTS IN OUR COMMUNITIES IN 2015: - HEALTH IMPROVEMENT EVENTS WERE OFFERED TO CHURCHES, EMPLOYER GROUPS INCLUDING SENTARA HEALTHCARE AND HAMPTON ROADS SANITATION DISTRICT, COMMUNITY HEALTH CENTERS AND OTHER COMMUNITY LOCATIONS INCLUDING THE POCKET EKG PROGRAM AND THE SENTARA LIVING PROGRAM. - CONTINUED TO OFFER PROGRAMS SUCH AS EATING FOR LIFE, WALKABOUT WITH HEALTHY EDGE, HEALTH HABITS, HEALTHY YOU, MEDITATION, TAICHI AND YOGA. - THE FLU PATROL ADMINISTERED AT TOTAL OF 7,785 IMMUNIZATIONS. 7,010 WERE GIVEN TO OPTIMA HEALTH INSURED GROUPS THROUGHOUT VIRGINIA. THE REMAINDER WAS DELIVERED TO CHURCHES AND OTHER COMMUNITY GROUPS. - BIRTHDAY CARD REMINDERS FOR PREVENTIVE HEALTH SCREENINGS WERE DELIVERED TO ADULT MEMBERS OF OPTIMA HEALTH, OHIOHEALTH PLAN MEMBERS AND CHILDREN. - THE TOBACCO CESSATION PROGRAM DISTRIBUTED OVER 385 QUIT KITS TO PROMOTE THE GREAT AMERICAN SMOKEOUT. PATIENTS DISCHARGED FROM SENTARA VIRGINIA BEACH GENERAL HOSPITAL AND SENTARA HEART HOSPITAL WERE CONTACTED FOUR WEEKS AFTER THEIR HOSPITAL DISCHARGE FOR TOBACCO CESSATION FOLLOW-UP. - AS PART OF THE SENTARA BENEFIT ENROLLMENT PROCESS, 18,462 EMPLOYEES COMPLETED A HEALTH RISK ASSESSMENT IN CONJUNCTION WITH THE MISSION: HEALTH PROGRAM. - FINALLY, WEBMD BECAME THE NEW HEALTH COACHING AND HEALTH EDUCATION PORTAL PARTNER IN JANUARY 2015. 14,788 MEMBERS HAVE REGISTERED ON WEBMD'S PORTAL AND OF THOSE, 11,680 MEMBERS ARE ACTIVELY ENGAGED. SENTARA HOSTS A NUMBER OF COMMUNITY EVENTS RAISING AWARENESS AROUND KEY HEALTH AWARENESS MONTHS. ONE GOOD EXAMPLE IS THE FOCUS ON COLON CANCER: DON'T SIT ON COLON CANCER. THROUGH THE SENTARA CANCER NETWORK, WE HOSTED A 5K AT SENTARA PRINCESS ANNE HOSPITAL IN VIRGINIA BEACH. THROUGH SENTARA HEART , WE PROMOTED THE "28 DAYS OF HEART" IN FEBRUARY, 2015 IN SUPPORT OF HEART HEALTH AWARENESS. ONLINE PROMOTIONS, RADIO ADS, SCREENINGS AND MORE WERE CONDUCTED TO RAISE AWARENESS OF HEART DISEASE THROUGHOUT THE COMMUNITIES WE SERVE IN VIRGINIA AND NORTH CAROLINA. III. GROWTH IN SENTARA HEALTHCARE SINCE THE BEGINNING, SENTARA HAS REACHED OUT TO OTHER INDUSTRY LEADERS AND JOINED FORCES TO EXTEND QUALITY HEALTHCARE AND SERVICES TO MORE PEOPLE. IN RECENT YEARS, WE HAVE GROWN IN VIRGINIA AND IN OTHER STATES, NORTH CAROLINA, ALABAMA AND OHIO, BY SEEKING PARTNERSHIPS WITH SUCCESSFUL HOSPITALS AND HEALTH SYSTEMS THAT SHARE OUR DEDICATION TO EXCELLENCE, VALUE, QUALITY AND CUSTOMER FOCUS. OUR GROWTH IN 2015 INCLUDED THE FOLLOWING: A. SENTARA ADVANTEDGE: OPTIMA HEALTH, THE INSURANCE ARM OF SENTARA HEALTHCARE, FORMED SENTARA ADVANTEDGE, A PROGRAM THAT ESTABLISHES STRATEGIC HEALTH PLAN PARTNERSHIPS - ALABAMA AND OHIO BEING THE FIRST TWO STATES REPRESENTING GROWTH OUTSIDE OF VIRGINIA. B. SENTARA PRATT MEDICAL GROUP: SENTARA PARTNERED WITH PRATT MEDICAL CENTER TO FORM SENTARA PRATT MEDICAL GROUP. WITH 32 PROVIDERS AND 7 LOCATIONS IN THE AREAS OF FREDERICKSBURG, STAFFORD, KING GEORGE, AND DAHLGREN, SENTARA NOW HAS A PRESENCE IN THE GREATER FREDERICKSBURG MARKET. SENTARA PRATT ALSO BRINGS AN ADDITIONAL IMAGING CENTER INTO THE SENTARA HEALTHCARE NETWORK. C. SENTARA QUALITY CARE NETWORK (SQCN): THE SENTARA QUALITY CARE NETWORK EXPANDED ITS NETWORK TO COVER THE HARRISONBURG, VIRGINIA AREA IN 2015 WITH THE CREATION OF THE SHENANDOAH REGIONAL SERVICE ORGANIZATION. SQCN NOW INCLUDES 2,754 PROVIDERS AND 30,647 PATIENTS ACROSS VIRGINIA. IV. NEW INITIATIVES A. CLINICAL PERFORMANCE IMPROVEMENT: IN 2015, SENTARA DESIGNED AND IMPLEMENTED A CLINICAL PERFORMANCE IMPROVEMENT (CLINICAL PI) INITIATIVE TO EXECUTE ON THE "ALWAYS IMPROVING" INITIATIVE WITHIN SENTARA. THESE EFFORTS PROVIDED A STRUCTURE TO DRIVE CHANGE AND CREATED A PROCESS FOR RAPID CYCLE IMPLEMENTATION. THE SYSTEM-WIDE INITIATIVE PRODUCED SIGNIFICANT PROGRESS IN 5 AREAS OF CLINICAL FOCUS. B. ICD-10: SENTARA SUCCESSFULLY TRANSITIONED FROM THE ICD-9 CODING SYSTEM TO THE ICD-10 CODING SYSTEM ON OCTOBER 1, 2015. THIS WAS AN ADOPTION THAT TOOK PLACE THROUGHOUT THE U.S. HEALTHCARE INDUSTRY. SENTARA BEGAN ITS ICD-10 JOURNEY IN 2011 WITH SIGNIFICANT INVESTMENTS IN TECHNOLOGY, TOOLS AND TRAINING FOR STAFF AND PROVIDERS ACROSS THE COMPANY. V. OFFERING NEW PROCEDURES AND TECHNOLOGIES CLINICAL BREAKTHROUGHS: SENTARA INTRODUCED MANY NEW CLINICAL BREAKTHROUGHS THAT BENEFITED THE PATIENT IN MANY AREAS OF CARE, INCLUDING ORTHOPEDICS, NEUROSCIENCES AND CARDIAC.
FORM 990, PART III, LINE 4A	A. ORTHOPEDICS: SENTARA NORTHERN VIRGINIA MEDICAL CENTER WAS HOME TO THE FIRST STEMLESS TOTAL SHOULDER REPLACEMENT PROCEDURE IN THE DC/METRO AREA. ORTHOPAEDICS HOSPITAL AT SENTARA CAREPLEX WAS THE FIRST IN HAMPTON ROADS WHERE ORTHOPEDIC SURGEONS USE NAVIO - A ROBOTIC ASSISTED TECHNOLOGY FOR KNEE REPLACEMENTS NOT REQUIRING A CT SCAN. A NEUROSURGEON AT SENTARA PRINCESS ANNE HOSPITAL WAS THE FIRST IN SOUTHERN VIRGINIA BEACH TO USE THE MAZOR ROBOTICS RENAISSANCE GUIDANCE SYSTEM THAT ALLOWS FOR ROBOTIC ASSISTED SPINE SURGERY FOR SPINE FUSIONS AND REDUCES THE USE OF RADIATION BY REDUCING CONTINUOUS FLUOROSCOPY DURING SURGERY. B. NEUROSCIENCES: SENTARA CAREPLEX HOSPITAL AND SENTARA PRINCESS ANNE HOSPITAL OFFERED A NEW PROCEDURE IN HAMPTON ROADS USING SPENOCATH - A DEVICE USED IN AN INTERVENTIONAL RADIOLOGY PROCEDURE FOR MIGRAINE TREATMENT THROUGH THE NOSE. C. CARDIAC: SENTARA HEART HOSPITAL WAS THE FIRST IN HAMPTON ROADS TO OFFER A PROCEDURE USING THE WATCHMAN DEVICE-AN ALTERNATIVE TO LONG-TERM BLOOD THINNING MEDICATION THERAPY FOR STROKE RISK REDUCTION IN PATIENTS WITH NON-VALVULAR ATRIAL FIBRILLATIONS. VI. EXPANDING PARTNERSHIPS A. IN OCTOBER, 2015, SENTARA BECAME AN INVESTMENT PARTNER OF MEDSTREAMING, A COMPANY WHOSE DATA AGGREGATION TOOL HAS LONG BEEN USED IN SENTARA VASCULAR SERVICES. MEDSTREAMING'S TECHNOLOGY ENABLES PROVIDERS TO AGGREGATE DATA FROM MULTIPLE DATA SOURCES AND ASSIMILATE THAT DATA TO PROVIDE DIAGNOSIS AND TREATMENT RECOMMENDATIONS FASTER AND MORE ACCURATELY. B. IN 2015, SENTARA BEGAN WORKING WITH WELLPEPPER INC. WELLPEPPER IS DEVELOPING GROUNDBREAKING DIGITAL TOOLS, THROUGH THEIR PROPRIETARY INTELLECTUAL PROPERTY, SUCH AS A DIGITAL "APP" THAT CAN HELP MONITOR MIGRAINES. WELLPEPPER IS WORKING WITH SENTARA TO DEPLOY THE MIGRAINE APP, AND OTHER APPS FOR OTHER CONDITIONS ARE ON THE HORIZON. C. SENTARA CONTINUES ITS EFFORTS TO GROW AND INTEGRATE MDLIVE INTO THE COMMUNITIES WE SERVE; THROUGH OUR EMPLOYEES; AND THROUGH MEMBERS INSURED THROUGH OPTIMA. MDLIVE DELIVERS REAL-TIME MEDICAL CONSULTATIONS VIA TELEPHONE AND ONLINE VIDEO THROUGH AN ESTABLISHED NETWORK OF PHYSICIANS. PATIENTS USE THE MDLIVE VIRTUAL CONSULT PLATFORM TO CONSULT DIRECTLY WITH A LICENSED SENTARA PHYSICIAN OR PARTNER PHYSICIAN WHO CAN DIAGNOSE LOW-ACUITY ILLNESSES, PROVIDE CARE AND PRESCRIBE MEDICATIONS AS APPROPRIATE. VII. EXPANDING EDUCATIONAL OPPORTUNITIES SENTARA IS COMMITTED TO ALWAYS IMPROVING-INCLUDING ENCOURAGING REGISTERED NURSES (RNS) TO CONTINUE PURSUING EDUCATIONAL OPPORTUNITIES. CONTINUOUS LEARNING WILL ADVANCE THE CARE SENTARA NURSES DELIVER TO OUR PATIENTS AND ALLOW THEM TO ADVANCE IN THEIR CAREERS. IN 2015, SENTARA MARKED FURTHER PROGRESS TOWARD ACHIEVING OUR GOAL OF 80% OF SENTARA NURSES HAVING A BSN BY 2020. IN 2015 SENTARA HAS 54.2% OF ITS NURSING WORKFORCE HOLDING A BSN OR HIGHER DEGREE. SENTARA IS MOVING THE NEEDLE ON THIS MEASURE AND THE SENTARA FOUNDATIONS ARE AN ENORMOUS SUPPORT. ALL SENTARA FOUNDATIONS RALLIED AROUND ADVANCING NURSING EDUCATION BY FUNDING 235 SCHOLARSHIPS IN 2015 FOR RNS WHO ARE PURSUING THEIR BSN. VIII. RESEARCH: RESEARCH IS ANOTHER WAY SENTARA IS ALWAYS IMPROVING. HERE ARE A FEW EXAMPLES OF OUR WORK WITHIN THE RESEARCH REALM: A. SENTARA PARTNERED WITH CUPRON AND EOS SURFACES IN 2013 TO LAUNCH THE WORLD'S LARGEST CLINICAL TRIAL TO TEST THE EFFECTIVENESS OF COPPER-INFUSED HARD SURFACES AND LINENS IN PREVENTING HOSPITAL - ACQUIRED INFECTIONS. SENTARA EXPANDED THE USE OF THE COPPER-INFUSED LINENS AND SURFACES BEYOND SENTARA LEIGH HOSPITAL AND A SMALL AREA OF SENTARA NORFOLK GENERAL HOSPITAL. MATERIALS ARE NOW AT 5 SENTARA HOSPITAL LOCATIONS PLUS ONE SENTARA NURSING CENTER. THIS WILL ALLOW US TO EXPAND THE REACH OF THE CURRENT RESEARCH STUDY THAT IS TESTING THE EFFECTIVENESS OF THESE MATERIALS IN A CLINICAL SETTING. EARLY RESULTS OF THE RESEARCH ARE EXPECTED IN 2016, WHICH WILL ENABLE SENTARA TO CHART A COURSE FOR FURTHER USE THROUGHOUT SENTARA. B. CARDIAC: THROUGH THE SENTARA CARDIOVASCULAR RESEARCH INSTITUTE, CARDIOLOGISTS AND UNIQUELY TRAINED REGISTERED NURSE RESEARCH COORDINATORS MAKE SIGNIFICANT STRIDES IN ADVANCING THE UNDERSTANDING AND TREATMENT OF THE NO. 1 KILLER IN AMERICA: CARDIOVASCULAR DISEASE. AS THE PREEMINENT CARDIAC RESEARCH INSTITUTE IN THE MID-ATLANTIC REGION, SENTARA HEART WORKS COLLABORATIVELY WITH LOCAL INSTITUTIONS, GOVERNMENT AGENCIES AND BIOMEDICAL COMPANIES ON NATIONALLY AND INTERNATIONALLY RECOGNIZED CLINICAL RESEARCH TRIALS. WE FOCUS OUR EFFORTS ON DISCOVERING MORE EFFECTIVE CARDIOVASCULAR TREATMENTS AND PROTOCOLS WHILE ELIMINATING THOSE THAT ARE POTENTIALLY HARMFUL OR NOT AS BENEFICIAL. OUR ULTIMATE GOAL IS TO PROVIDE ENHANCED CLINICAL CARE THAT ADVANCES PATIENT OUTCOMES AND IMPROVES THE OVERALL HEALTH OF OUR COMMUNITY. OUR RESEARCH TOUCHES ON EVERY ASPECT OF HEART CARE, INCLUDING MEDICAL DEVICES, HEART FAILURE, ELECTROPHYSIOLOGY, CARDIAC SURGERY, CARDIAC INTERVENTIONAL PROCEDURES, STRUCTURAL HEART DISEASE, AND THE MEDICAL MANAGEMENT OF CORONARY ARTERY DISEASE RISK FACTORS SUCH AS DIABETES AND HIGH CHOLESTEROL. COLLECTIVELY, OUR RESEARCH NURSES COORDINATE MORE THAN 80 CLINICAL TRIALS AT ANY GIVEN TIME, SHEPHERDING PARTICIPANTS THROUGH THE ENTIRE TRIAL PROCESS, PROVIDING CARE DURING PERIODS OF NEED, AND TIRELESSLY ADVOCATING FOR THEIR PATIENTS' WELL-BEING. C. CANCER: WITHIN THE SENTARA CANCER NETWORK, CLINICIANS AND ACADEMIC RESEARCHERS WORK TOGETHER TO ELEVATE CARE FOR PATIENTS. THIS COLLABORATIVE PHILOSOPHY FOSTERS INNOVATION IN THE NETWORK AND DRIVES ACCESS TO CLINICAL TRIAL OPTIONS FOR OUR PATIENTS. MEDICAL ONCOLOGISTS IN THE SENTARA CANCER NETWORK COMMUNITIES ARE ESPECIALLY INSTRUMENTAL IN CONNECTING PATIENTS WITH CLINICAL TRIALS - HELPING TO ACHIEVE THE COMMISSION ON CANCER'S PRINCIPLE TO DELIVER QUALITY CARE CLOSE TO HOME. THERE ARE PROMISING CLINICAL TRIALS BEING CONDUCTED ALL OVER THE COUNTRY FOR PATIENTS WITH CANCER, AND MANY OF THESE ARE ACCESSIBLE TO PATIENTS IN THE SENTARA CANCER NETWORK. OPPORTUNITIES TO PARTICIPATE IN CLINICAL TRIALS HAVE OPENED UP PATIENT CARE OPTIONS, INCLUDING ACCESS TO CUTTING-EDGE MEDICINE. OUR PARTICIPATION IN CLINICAL TRIALS ALSO CONTRIBUTES TO CANCER LAB RESEARCH VIA TISSUE DONATION, RETROSPECTIVE CHART STUDIES ON CONTROL GROUPS AND PARTICIPATION. OUR CLINICAL TRIALS INCLUDE EFFICACY AND SAFETY TRIALS FOR INVESTIGATIONAL BIOLOGICS; COMBINATION TRIALS FOR ONCOLOGY DRUGS; SURGICAL AND RADIATION THERAPY RESEARCH TRIALS; ADJUVANT AND MAINTENANCE DRUG TRIALS, POSTOPERATIVE ONCOLOGY OPTIONS; AND RETROSPECTIVE CHART REVIEWS. IX. BUILDING FOR THE FUTURE: A. SENTARA NORTHERN VIRGINIA MEDICAL CENTER, LOCATED IN WOODBRIDGE, VIRGINIA, COMPLETED CONSTRUCTION ON ITS NEW SURGERY CENTER, TOOK POSSESSION IN DECEMBER 2015 AND BEGAN PERFORMING SURGERIES IN JANUARY 2016. SENTARA NORTHERN VIRGINIA MEDICAL CENTER ALSO LAUNCHED A CARDIAC ELECTROPHYSIOLOGY PROGRAM AND THE CONSTRUCTION OF A DEDICATED ELECTROPHYSIOLOGY LAB IS UNDERWAY WITH A JULY 2016 COMPLETION TARGET DATE. THE WEIGHT LOSS SURGERY SERVICE AT SENTARA NORTHERN VIRGINIA MEDICAL CENTER ACHIEVED THE DESIGNATION AS A BLUE DISTINCTION CENTER+ FOR BARIATRIC SURGERY BY ANTHEM, INC. THIS, ALONG WITH RECEIVING THE AETNA INSTITUTE OF QUALITY (IOQ) BARIATRIC PROGRAM AND CIGNA 3 STAR BARIATRIC CENTER, DEMONSTRATES A PROVEN TRACK RECORD FOR DELIVERING FEWER COMPLICATIONS AND READMISSIONS THAN FACILITIES WITHOUT THESE DESIGNATIONS. B. SENTARA RMH MEDICAL CENTER, LOCATED IN HARRISONBURG, VIRGINIA, BROKE GROUND ON THE NEW SENTARA TIMBER WAY HEALTH CENTER. THIS NEW CENTER WILL BE A COMBINATION OF THE CURRENT TIMBERVILLE HEALTH CARE LOCATION AND SPRINGBROOK FAMILY MEDICINE IN BROADWAY. THE CENTER WILL ALSO OFFER X-RAY, LABORATORY AND REHABILITATION SERVICES. THIS NEW, LARGER, MORE COMPREHENSIVE CENTER WILL TRULY MEET THE NEEDS OF THE COMMUNITY IN A SINGLE LOCATION. SENTARA RMH MEDICAL CENTER COMPLETED CONSTRUCTION OF THE SENTARA RMH ORTHOPEDIC CENTER AND OPENED TO PATIENTS. THE SENTARA RMH SCHOOL OF HISTOTECHNOLOGY HELD ITS FIRST GRADUATION CEREMONY ON JUNE 3, 2015. THE FIRST CLASS CONSISTED OF EIGHT STUDENTS, FOUR OF THEM GOING ON TO WORK AT SENTARA HOSPITALS. SENTARA RMH MEDICAL CENTER IS THE ONLY HOSPITAL IN THE SENTARA SYSTEM THAT HAS A SCHOOL OF HISTOTECHNOLOGY, AND THERE IS ONLY ONE OTHER HOSPITAL-BASED HTL SCHOOL IN THE UNITED STATES. SIX STUDENTS HAVE ENROLLED IN THE SECOND CLASS WITH GRADUATION SCHEDULED FOR JUNE, 2016.
FORM 990, PART III, LINE 4A	C. SENTARA MARTHA JEFFERSON HOSPITAL, LOCATED IN CHARLOTTESVILLE, VIRGINIA, PARTNERED WITH THE REGION 10 COMMUNITY SERVICES BOARD TO OPEN THE PETERSON HEALTH CENTER. REGION 10 COMMUNITY SERVICES BOARD IS PART OF A STATEWIDE NETWORK OF 40 COMMUNITY SERVICES BOARDS WORKING TO PROVIDE MENTAL HEALTH, INTELLECTUAL DISABILITY AND SUBSTANCE USE SERVICES IN CENTRAL VIRGINIA. THE PETERSON HEALTH CENTER OPENED IN DOWNTOWN CHARLOTTESVILLE TO PROVIDE PREVENTATIVE CARE, INCLUDING VACCINES AND PHYSICALS, TREATMENT OF ACUTE ILLNESSES, DIABETES AND HIGH BLOOD PRESSURE MANAGEMENT, WOMEN'S HEALTH SERVICES AND GERIATRIC MEDICINE. FIRST TO SENTARA, SENTARA MARTHA JEFFERSON HOSPITAL INTRODUCED A NEW ONLINE TOOL WHERE PATIENTS CAN "CHECK-IN" TO THE EMERGENCY ROOM BY "APPOINTMENT", THUS PROVIDING A FAR IMPROVED CUSTOMER EXPERIENCE. THIS NEW ONLINE TECHNOLOGY IS BEING USED FOR THE EMERGENCY ROOM AT THE SENTARA MARTHA JEFFERSON HOSPITAL AND AT THE EMERGENCY ROOM ON THE OUTPATIENT CAMPUS, SENTARA MARTHA JEFFERSON OUTPATIENT CARE CENTER. SENTARA MARTHA JEFFERSON HOSPITAL INTRODUCED 3D-MAMMOGRAPHY IN 2015, WHICH MAKES IT POSSIBLE FOR RADIOLOGISTS TO SEE INSIDE THE BREAST IN GREATER DETAIL AND DETECT CANCERS THAT MAY HAVE OTHERWISE BEEN OBSCURED. D. HAMPTON ROADS (SOUTHEASTERN VIRGINIA): I. SENTARA BROKE GROUND ON A MEDICAL OFFICE BUILDING LOCATED IN CHESAPEAKE, VIRGINIA, CALLED SENTARA EDINBURGH. SLATED TO OPEN IN LATE 2016, SERVICES INCLUDE URGENT CARE, PRIMARY CARE, IMAGING, PHYSICAL THERAPY AND A YMCA. II. SENTARA LEIGH HOSPITAL, LOCATED IN NORFOLK, VIRGINIA, OPENED ITS 5-STORY WEST TOWER IN 2015 AND BEGAN CONSTRUCTION ON THE FINAL PHASE OF ITS EIGHT YEAR ON-SITE RENOVATION, A TWO-STORY ATRIUM FEATURING PATIENT CHECK-IN AND MEETING SPACE. III. GROWING AS A MEDICAL DESTINATION CENTER, SENTARA NORFOLK GENERAL HOSPITAL, LOCATED IN NORFOLK, VIRGINIA, CONTINUED TO INTRODUCE AND/OR EXPAND ITS QUATERNARY SERVICES, TOTALING 17 PROGRAMS. IN 2015 ALONE, SENTARA NORFOLK GENERAL HOSPITAL CARED FOR 30 MORE OUT OF AREA PATIENTS THAN IN 2014 FROM AREAS OUTSIDE OF HAMPTON ROADS. SENTARA NORFOLK GENERAL HOSPITAL RECEIVED APPROVAL FROM SENTARA LEADERSHIP TO EMBARK ON A FIVE-YEAR, $199.4 MILLION EXPANSION AND MODERNIZATION PROJECT. THE PLAN WILL ADD FLOORS, WINGS, EXPAND AND MODERNIZE 23 OPERATING ROOMS, CONSOLIDATE ICU BEDS ON TWO NEW FLOORS, EXPAND THE EMERGENCY ROOM, CREATE A STATE-OF-THE-ART NEONATAL INTENSIVE CARE UNIT AND ADD A ROOFTOP HELIPAD FOR NIGHTINGALE, SENTARA'S AIR AMBULANCE, AND OTHER MEDICAL HELICOPTERS. ADDITIONALLY, SENTARA NORFOLK GENERAL CELEBRATED ITS 30TH ANNIVERSARY AS A LEVEL I TRAUMA CENTER. IV. SENTARA VIRGINIA BEACH GENERAL HOSPITAL, LOCATED IN VIRGINIA BEACH, VIRGINIA, LAUNCHED SENTARA TO HOME, A STOREFRONT AND PATIENT SERVICES ENABLING PATIENTS TO GO HOME WITH THEIR MEDICATIONS AND OTHER POST-DISCHARGE NEEDS FULFILLED PRIOR TO LEAVING THE HOSPITAL. A TRANSITION SPECIALIST ENSURES THAT EACH PATIENT HAS DISCHARGE FOLLOW UP NEEDS ADDRESSED. SENTARA VIRGINIA BEACH GENERAL LAUNCHED A BACK AND NECK PROGRAM FOR SPINE SURGERY CASES. THIS SPECIALIZED PROGRAM BRINGS TOGETHER A TEAM INCLUDING EXPERT SURGEONS WITH CARING AND SPECIALLY TRAINED NURSES, THERAPISTS AND OTHER HEALTH PROFESSIONALS. THE GOAL IS TO PROVIDE SEAMLESS, COORDINATED CARE THAT REDUCES PAIN AND GETS PATIENTS BACK TO THEIR ACTIVITIES AS SOON AS POSSIBLE. ADDITIONALLY, SENTARA VIRGINIA BEACH GENERAL HOSPITAL CELEBRATED ITS 50TH ANNIVERSARY OF PROVIDING QUALITY CARE TO THE COMMUNITY. V. SENTARA CAREPLEX HOSPITAL, LOCATED IN HAMPTON, VIRGINIA, FILED A CERTIFICATE OF PUBLIC NEED APPLICATION TO THE COMMONWEALTH OF VIRGINIA TO REESTABLISH OBSTETRIC SERVICES. VI. SENTARA OBICI HOSPITAL, LOCATED IN SUFFOLK, VIRGINIA, FILED A CERTIFICATE OF PUBLIC NEEDS APPLICATION FOR TEN ADDITIONAL INPATIENT PSYCHIATRIC BEDS AND RECEIVED APPROVAL IN FEBRUARY 2016. A REAL BREAKTHROUGH FOR IDENTIFYING AND VIEWING TUMORS NEAR MOVING ORGANS, A 4D CT IS NOW AVAILABLE AT SENTARA OBICI HOSPITAL. VII. SENTARA PRINCESS ANNE HOSPITAL, LOCATED IN VIRGINIA BEACH, VIRGINIA, DESIGNATED A PEDIATRIC TRACK IN THE EMERGENCY DEPARTMENT WITH A SEPARATE WAITING AREA, KID-FRIENDLY COLORS AND GRAPHICS IN PATIENT ROOMS, AND SPECIALLY-TRAINED STAFF. PROGRAM DEVELOPMENT WAS COMPLETED AND IMPLEMENTATION IS UNDERWAY FOR THE DEAN ORNISH INTENSIVE CARDIAC REHABILITATION PROGRAM AIMED AT REVERSING HEART DISEASE. VIII. SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER, LOCATED IN WILLIAMSBURG, VIRGINIA, OFFERS A NEW PEDIATRIC OBSERVATION UNIT IN THE EMERGENCY ROOM. ADDITIONALLY, THEY OPENED AN OUTPATIENT REHABILITATION SITE AT THE YMCA IN GLOUCESTER, VIRGINIA. IX. SENTARA KITTY HAWK, AN OUTPATIENT CAMPUS LOCATED IN KITTY HAWK, NORTH CAROLINA, OBTAINED A NEW LARGE-BORE MRI; INTRODUCED PRIMARY CARE IN EDENTON, NORTH CAROLINA; LAUNCHED A SINGLE/LOCAL PRIMARY CARE CALL CENTER TO THE REGION; AND PREPARED FOR THE OPENING OF A NEW SENTARA URGENT CARE THAT OFFICIALLY OPENED ON JANUARY 4, 2016. E. SOUTH BOSTON/HALIFAX: FEBRUARY 2, 2015 MARKED THE INTRODUCTION OF THE SENTARA BRAND INTO THE HALIFAX SERVICE AREA. SENTARA HALIFAX REGIONAL HOSPITAL, LOCATED IN SOUTH BOSTON, VIRGINIA, NEARED COMPLETION OF A MAJOR EXPANSION OF TWO NURSING CARE CENTERS, SENTARA MEADOWVIEW TERRACE AND SENTARA WOODVIEW, WITH OCCUPANCY TAKING PLACE IN MAY 2016. ADDITIONALLY, CAPITAL FUNDING WAS APPROVED TO INTRODUCE EPIC, THE ELECTRONIC MEDICAL RECORD USED THROUGHOUT SENTARA, PLANNED FOR 2017. PRIMARY CARE GROWTH AND SERVICE DELIVERY ENHANCEMENTS WERE A TOP PRIORITY FOR SENTARA'S MEDICAL GROUP IN THE HALIFAX SERVICE AREA. THE SENTARA CLARKSVILLE FAMILY MEDICINE CLINIC EXPANDED ITS PHYSICAL LOCATION AND OTHER PRIMARY CARE OFFICES BEGAN OFFERING EXPANDED OFFICE HOURS TO ALLOW FOR GREATER PATIENT ACCESS. SPECIALTY CARE SERVICES, INCLUDING CARDIAC AND GENERAL SURGERY SERVICES, WERE ADDED TO THE SENTARA PRIMARY CARE CLINICS; AS IT WAS RECOGNIZED THAT ALL PATIENTS CANNOT MAKE THEIR WAY TO SENTARA HALIFAX REGIONAL HOSPITAL OR SPECIALIST OFFICES IN SOUTH BOSTON FOR THESE SPECIALIZED SERVICES. F. SENTARA ENTERPRISES: SENTARA ENTERPRISES CONTINUES TO FOCUS ON IMPROVING QUALITY, AND THIS WAS DEMONSTRATED IN 2015 WITH SENTARA ENTERPRISES HAVING AN ACCREDITATION SURVEY WITH ZERO DEFICIENCIES. G. SENTARA LIFE CARE: SENTARA LIFE CARE IS COMPRISED OF ASSISTED LIVING CENTERS, NURSING HOMES, MOBILE MEALS AND THE PROGRAM FOR THE ALL-INCLUSIVE CARE FOR THE ELDERLY (PACE). IN 2015, SENTARA LIFE CARE ADOPTED THE USE OF COPPER INFUSED LINENS AT ONE OF THE NURSING CENTERS. JUST AS HAS BEEN IMPLEMENTED AT FIVE SENTARA HOSPITALS, THIS MATERIAL IMPLEMENTATION WILL ENABLE SENTARA TO MEASURE THE EFFECTIVENESS IN PREVENTING HOSPITAL-ACQUIRED INFECTIONS. OUR NURSING HOME IN BARCO, NORTH CAROLINA TRANSFORMED A RESIDENT WING TO SERVE AS A MORE DEFINED INPATIENT REHABILITATION UNIT WITH A LARGER, MORE MODERN GYMNASIUM. THE CONSOLIDATED UNIT WITH 23 BEDS WILL ENHANCE THE APPEAL OF SENTARA LIFE CARE - CURRITUCK FOR REHABILITATION TO RESIDENTS IN NORTHEASTERN NORTH CAROLINA. SENTARA LIFE CARE BROKE GROUND ON A NEW "HOUSEHOLD" MODEL OF CARE - SENTARA NURSING AND REHABILITATION CENTER- IN CHESAPEAKE, VIRGINIA. THIS NEW CENTER IS EXPECTED TO OPEN IN FALL 2016. THE DESIGN OF THE 120-BED CENTER CALLS FOR "HOUSEHOLDS" OF 20 RESIDENTS EACH, WITH A KITCHEN SERVING EACH ONE, AN OUTDOOR GARDEN SETTING AND COMMON AREAS FOR VISITING AND ACTIVITIES. THERE WILL ALSO BE A 40-BED SHORT STAY PAVILION FOR POST-ACUTE REHABILITATION PATIENTS FEATURING A BISTRO WHERE PATIENTS AND FAMILIES CAN SHARE MEALS. LASTLY, SENTARA LIFE CARE RELOCATED PACE (PROGRAM FOR THE ALL-INCLUSIVE CARE FOR THE ELDERLY) FROM VIRGINIA BEACH TO NORFOLK, ALLOWING US TO SERVE MORE PARTICIPANTS IN A SPACIOUS, MODERN CLINIC WITH GREATER PRIVACY AND ROOM TO GROW. PACE PROVIDES TRANSPORTATION, MEALS, MEDICAL CARE AND SOCIALIZATION FOR SENIORS LIVING WITH THEIR FAMILIES, WHO QUALIFY FOR NURSING FACILITY LEVEL OF CARE. PACE SITES IN NORFOLK AND PORTSMOUTH TRANSITIONED TO THE ELECTRONIC MEDICAL RECORD USED THROUGHOUT SENTARA, EPIC, CREATING A MORE SEAMLESS CONNECTION FOR MEDICAL SERVICES PARTICIPANTS MAY REQUIRE. H. SENTARA MEDICAL GROUP (900+ PROVIDERS IN VIRGINIA AND NORTHEASTERN NORTH CAROLINA) I. EASE OF PATIENT ACCESS AND GROWING OUR SERVICES ARE MAJOR AREAS OF FOCUS FOR SENTARA MEDICAL GROUP. ALL OF THE SENTARA URGENT CARE LOCATIONS OFFER AN ONLINE OPTION TO "RESERVE YOUR SPOT" WHEREBY CONSUMERS CAN GO ONLINE, IDENTIFY THE URGENT CARE MOST CONVENIENT TO THEM, RESERVE "THEIR SPOT AND SHOW UP AT THE APPOINTED TIME TO BE SEEN. THUS, CONSUMERS CAN AVOID THE WAIT AND IT SETS EXPECTATIONS OF WHEN THEY WILL BE SEEN.
FORM 990, PART III, LINE 4A	II. SENTARA PARTNERED WITH PRATT MEDICAL CENTER TO FORM SENTARA PRATT MEDICAL GROUP. WITH 32 PROVIDERS AND 7 LOCATIONS IN THE AREAS OF FREDERICKSBURG, STAFFORD, KING GEORGE AND DAHLGREN, SENTARA NOW HAS A PRESENCE IN THE GREATER FREDERICKSBURG, VIRGINIA MARKET. SENTARA PRATT MEDICAL CENTER ALSO BRINGS AN ADDITIONAL IMAGING CENTER INTO THE SENTARA HEALTHCARE NETWORK. III. SENTARA MEDICAL GROUP HAS A MAJOR FOCUS ON CUSTOMER SERVICE. IN 2015, SENTARA MEDICAL GROUP DEPLOYED A SHORTER, ONLINE AND AUTOMATED PHONE CALL SURVEY THAT PATIENTS WOULD RECEIVE ON THE HEELS OF THEIR VISIT TO A SENTARA MEDICAL GROUP PROVIDER. THE CHANGE MORE THAN TRIPLED THE AMOUNT OF SURVEY RESPONSES, AND THE DATA WAS MORE REAL-TIME FOR US TO TAKE ACTION AS NECESSARY. X. QUALITY AND PATIENT SAFETY DISTINCTIONS A. AWARD-WINNING CARE- AS ALWAYS, SENTARA IS PROUD AND HUMBLED BY THE VARIOUS AWARDS AND RECOGNITIONS THE SYSTEM RECEIVED OVER THE COURSE OF THE YEAR. OUR MISSION IS TO IMPROVE HEALTH EVERY DAY. TO RECEIVE AN AWARD IS SIMPLY AN ADDED ACKNOWLEDGEMENT OF OUR MISSION - DRIVEN WORK. HERE ARE A FEW OF THE 2015 AWARDS AND RECOGNITIONS: I. FOR THE 15TH CONSECUTIVE YEAR, THE CARDIOLOGY AND HEART SURGERY PROGRAM AT SENTARA NORFOLK GENERAL HOSPITAL (SENTARA HEART HOSPITAL) WAS LISTED AMONG THE TOP 50 HEART PROGRAMS IN THE U.S. NEWS & WORLD REPORT 'BEST HOSPITALS' EDITION AND IMPROVED ITS RANKING FROM 41ST IN 2014 TO 31ST IN 2015. THE EAR, NOSE & THROAT PROGRAM AT SNGH ALSO MADE THE TOP 50 RANKING FOR THE SECOND CONSECUTIVE YEAR. II. SENTARA CANCER NETWORK, INCLUDING SEVEN SENTARA HOSPITALS IN THE SOUTHEASTERN VIRGINIA REGION, WAS ACCREDITED BY THE AMERICAN COLLEGE OF SURGEONS' COMMISSION OF CANCER. THE SENTARA CANCER NETWORK REMAINS THE ONLY NETWORK-ACCREDITED CANCER PROGRAM IN VIRGINIA. III. ALL SENTARA HOSPITALS IN HAMPTON ROADS (SENTARA WILLIAMSBURG REGIONAL MEDICAL CENTER, SENTARA CAREPLEX HOSPITAL, SENTARA NORFOLK GENERAL HOSPITAL, SENTARA LEIGH HOSPITAL, SENTARA OBICI HOSPITAL, SENTARA VIRGINIA BEACH GENERAL HOSPITAL, AND SENTARA PRINCESS ANNE HOSPITAL) AND SENTARA MARTHA JEFFERSON HOSPITAL AND SENTARA RMH MEDICAL CENTER RECEIVE LEAPFROG'S HIGHEST "A" RATING FOR DELIVERING SAFE PATIENT CARE FOR 2015. IV. SENTARA COMPLETED THE TRANSITION TO DNV HEALTHCARE FOR ACCREDITATION AT ALL SENTARA HOSPITALS WITH SUCCESSFUL SURVEYS AT SENTARA HALIFAX REGIONAL HOSPITAL AND SENTARA ALBEMARLE MEDICAL CENTER. V. SENTARA LEIGH HOSPITAL FAMILY MATERNITY CENTER RECEIVED THE ADVANCE FOR NURSES 2015 BEST NURSING TEAM RUNNER UP STATUS. THIS WAS ONE OF SIX TEAMS REPRESENTED ACROSS THE NATION. VI. SENTARA MARTHA JEFFERSON HOSPITAL MEDICAL GROUP PRACTICES RECEIVED THE NCQA CERTIFICATION TO BECOME PATIENT CENTERED MEDICAL HOMES. MEDICAL HOMES PROVIDE PATIENT-CENTERED CARE THAT EMPHASIZES CARE COORDINATION AND COMMUNICATION AND WORKS TO GIVE PATIENTS THE HEALTHCARE EXPERIENCE THEY EXPECT. MEDICAL HOMES CAN ALSO LEAD TO IMPROVED QUALITY AND DECREASED COSTS. VII. TEN SENTARA HOSPITALS WERE RECOGNIZED WITH THE PLATINUM AWARD BY THE AMERICAN COLLEGE OF CARDIOLOGY FOR CONSISTENT HIGH PERFORMANCE IN TREATING HEART ATTACK PATIENTS. VIII. THE INTENSIVE CARE UNIT AT SENTARA MARTHA JEFFERSON HOSPITAL RECEIVED THE SILVER BEACON AWARD FOR EXCELLENCE FROM THE AMERICAN ASSOCIATION OF CRITICAL CARE NURSES. B. SENTARA LEIGH HOSPITAL BECAME THE LATEST HOSPITAL WITHIN THE SENTARA FAMILY TO EARN THE NURSING MAGNET DESIGNATION FROM THE AMERICAN NURSES CREDENTIALING CENTER. MAGNET SPEAKS TO A SUPPORTIVE WORKING ENVIRONMENT FOR NURSES AND SUPERIOR CLINICAL CARE BASED ON STRICT CRITERIA THAT MAGNET HOSPITALS MUST MEET. C. SENTARA IMPROVED VITAL CLINICAL COMMUNICATION WITH ALL PATIENTS BY DEPLOYING THE LANGUAGE ACCESS NETWORK ACROSS THE ENTERPRISE TO ADDRESS COMMUNICATION NEEDS FOR PATIENTS WHO ARE DEAF OR HARD OF HEARING, BLIND OR VISION-IMPAIRED, WITH LIMITED ENGLISH PROFICIENCY OR WHO CANNOT READ. THIS NEW TECHNOLOGY IMPROVES THE PATIENT AND FAMILY EXPERIENCE WHILE ENSURING THAT ALL SENTARA SITES OF CARE REMAIN COMPLIANT WITH THE AMERICANS WITH DISABILITIES ACT AND OTHER FEDERAL CIVIL RIGHT REGULATIONS. XI. OPTIMA HEALTH A. GROWTH OPTIMA HEALTH ESTABLISHED SENTARA ADVANTEDGE, A PROGRAM THAT ESTABLISHED STRATEGIC HEALTH PLAN PARTNERSHIPS - ALABAMA AND OHIO BEING THE FIRST TWO STATES REPRESENTING OPTIMA GROWTH OUTSIDE OF VIRGINIA. AS OF JANUARY 1, 2015, SENTARA ADVANTEDGE BEGAN SERVICE AS THE THIRD PARTY ADMINISTRATOR (TPA) FOR ABOUT 30,500 OHIOHEALTH EMPLOYEES. IN ALABAMA, SENTARA ADVANTEDGE BEGAN CONTRACTING WITH PROVIDERS FOR THE FIRST REGIONAL CARE ORGANIZATION (RCO) IN ALABAMA, WITH INITIAL PLANS TO COVER MORE THAN 180,000 MEDICAID ENROLLEES ACROSS 23 COUNTIES IN 2016. IN ADDITION, OPTIMA DESIGNED A NEW PRODUCT CALLED, OPTIMA HEALTH SELECT, FOR INDIVIDUAL MEMBERS. OPTIMA HEALTH SELECT OFFERS AN EXCLUSIVELY SENTARA QUALITY CARE NETWORK (SQCN) NETWORK TO MEMBERS LIVING IN VIRGINIA BEACH, NORFOLK, PORTSMOUTH AND CHESAPEAKE AND LAUNCHED IN JANUARY 2016. B. POPULATION HEALTH ANALYTICS TO MEET THE NEEDS OF UNDERSTANDING THE POPULATIONS WE SERVE, OPTIMA HEALTH IMPLEMENTED ENHANCED POPULATION HEALTH ANALYTICS CAPABILITIES TO SUPPORT OPTIMA'S STRATEGIC PARTNERSHIPS AND VALUE BASED REIMBURSEMENT MODELS AND TO PROVIDE MEANINGFUL PROVIDER REPORTING. C. QUALITY THERE ARE MANY EXAMPLES OF HOW OPTIMA HEALTH IS FOCUSED ON ENHANCING THE QUALITY OF CARE IT PROVIDES FOR MEMBERS. ONE SHINING EXAMPLE IS THE PRODUCT CALLED LIVONGO TM. DIABETES PATIENTS WHO ARE OPTIMA HEALTH MEMBERS NOW HAVE A NEW HAND-HELD WIRELESS DEVICE THAT MONITORS THEIR BLOOD SUGAR AND OTHER VITALS. THIS DATA IS STORED SECURELY IN THE CLOUD AND CAN BE ACCESSED REAL TIME BY PROVIDERS AND CERTIFIED DIABETES EDUCATORS TO COACH AND GUIDE THE MEMBER AS NEEDED. ADDITIONALLY, OPTIMA HEALTH AIMS TO IMPROVE ITS COMMUNICATION AND CONNECTIVITY WITH MEMBERS TO ENHANCE THE QUALITY OF CARE WE PROVIDE AND TO PROVIDE BETTER CUSTOMER SERVICE. IN 2014 AND CARRIED ON IN 2015, OPTIMA FAMILY CARE (MEDICAID MANAGED CARE) PARTNERED WITH TRACFONE AND VOXIVA TO TAKE ADVANTAGE OF A FEDERAL PROGRAM TO PROVIDE MORE THAN 10,000 OPTIMA FAMILY CARE MEMBERS WITH CELL PHONES. THESE PHONES HELP MEMBERS STAY IN TOUCH WITH THEIR PROVIDERS AND RECEIVE TEXT REMINDERS FOR WELL-BABY EXAMS AND OTHER SERVICES. MEMBERS ARE LIMITED TO 250 MINUTES PER MONTH AND CALLS TO MEMBER SERVICES DO NOT COUNT AGAINST THEIR MINUTES. THIS HAS BEEN A CREATIVE WAY FOR OPTIMA HEALTH TO HELP ENSURE BETTER OUTCOMES FOR MEDICAID FAMILIES AND LOWER COSTS OF CARE. XII. CONCLUSION: SENTARA HEALTHCARE IS COMMITTED TO IMPROVING HEALTH EVERY DAY. WE DO SO BY PROVIDING QUALITY CARE THROUGH EXPERT PROVIDERS, USING CUTTING-EDGE TECHNOLOGY, DEPLOYING MEDICAL BREAKTHROUGHS, AND PROVIDING EXCELLENT CUSTOMER SERVICE - ALL WITH A CONSTANT FOCUS ON INNOVATION. WE LOOK FORWARD TO ANOTHER YEAR OF GROWTH AND INNOVATION IN 2016.
FORM 990, PART V, LINE 1A: FORM 1096	THE ORGANIZATION IS THE 501(C)(3) SOLE MEMBER OR SHAREHOLDER OF SEVERAL OTHER ORGANIZATIONS FOR WHICH IT MAINTAINS AGENCY RELATIONSHIPS AND ISSUES 1099S. THE NUMBER REPORTED IS A BEST ESTIMATE OF THE 1099S ATTRIBUTABLE TO THE ORGANIZATION. THE EXACT NUMBER CANNOT BE DETERMINED; AS SOME OF THE 1099S ISSUED BY THE ORGANIZATION ARE ATTRIBUTABLE TO MORE THAN ONE ENTITY, AND THERE IS NO REPORTING MECHANISM TO DETERMINE 1099S ATTRIBUTABLE SOLELY TO THE ORGANIZATION.
FORM 990, PART VI, SECTION A, LINE 2	BUSINESS OR FAMILY RELATIONSHIP OF OFFICERS, DIRECTORS: DAVID BERND AND HOWARD KERN HAVE A BUSINESS RELATIONSHIP. THE ORGANIZATION'S OFFICERS AND DIRECTORS SERVED TOGETHER ON THE BOARDS OF OTHER ORGANIZATIONS WITHIN THE SENTARA HEALTHCARE SYSTEM ("THE SYSTEM"), AS WELL AS JOINT VENTURES IN WHICH THE SYSTEM HAD AN OWNERSHIP INTEREST. SEE SCHEDULE R FOR A LISTING OF SUCH ENTITIES.
FORM 990, PART VI, SECTION B, LINE 11	FORM 990 REVIEW PROCESS THE ORGANIZATION USED ITS OWN IN-HOUSE TAX DEPARTMENT, HEADED BY A LICENSED CERTIFIED PUBLIC ACCOUNTANT, TO BOTH PREPARE AND REVIEW ITS FORM 990. DURING THE PREPARATION AND REVIEW PROCESS, THE TAX DEPARTMENT WORKED CLOSELY WITH OTHER DEPARTMENTS, SUCH AS LEGAL, COMPENSATION AND BENEFITS, COMPLIANCE, FINANCE, AND MARKETING, TO ENSURE THAT A COMPLETE AND ACCURATE RETURN WAS FILED.
FORM 990, PART VI, SECTION B, LINE 12C	EXPLANATION OF MONITORING AND ENFORCEMENT OF CONFLICTS: DIRECTORS, BOARD-NOMINATED OFFICERS, AND KEY EMPLOYEES SUBMIT AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE AND CERTIFY TO THE COMPLETION AND ACCURACY OF THE INFORMATION DISCLOSED. THE ORGANIZATION'S GOVERNING BOARD OR APPROPRIATE COMMITTEE MONITORS TRANSACTIONS INVOLVING DISCLOSED POTENTIAL CONFLICTS OF INTEREST, TO ENSURE THAT THEY ARE REASONABLE AND AT ARM'S LENGTH.
FORM 990, PART VI, SECTION B, LINE 15	THE ORGANIZATION FOLLOWED PROCESSES AND PROCEDURES SET FORTH IN ITS GOVERNING DOCUMENTS TO ENSURE COMPLIANCE WITH ITS OBLIGATIONS AS A 501(C)(3) HEALTHCARE ORGANIZATION TO PAY DISQUALIFIED PERSONS REASONABLE COMPENSATION. SUCH PROCESSES AND PROCEDURES ARE INTENDED TO ESTABLISH THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE INTERNAL REVENUE CODE SECTION 4958 REGULATIONS. THE COMPENSATION PHILOSOPHY OF THE ORGANIZATION IS TO BASE OVERALL COMPENSATION AND BENEFITS FOR EXECUTIVES ON NOT-FOR-PROFIT MARKET COMPARABLES, ADJUSTED AS APPLIED TO EACH EXECUTIVE, TAKING INTO CONSIDERATION THE INDIVIDUAL SKILLS, EXPERIENCE, TENURE AND PERFORMANCE OF THE EXECUTIVE BEING COMPENSATED AND OVERALL PERFORMANCE OF THE ORGANIZATION. IN LINE WITH THIS PHILOSOPHY, THE ORGANIZATION PERFORMED SUBSTANTIAL DUE DILIGENCE AS TO MARKET COMPARABLES. THE COMPENSATION COMMITTEE, WHICH CONSISTS OF BOARD MEMBERS WITHOUT CONFLICTS OF INTERESTS, ENGAGED AN OUTSIDE CONSULTANT, WHO REPORTS TO THE COMPENSATION COMMITTEE, TO CONDUCT A STUDY ASSESSING THE COMPETITIVENESS OF TOTAL COMPENSATION (INCLUDING CASH COMPENSATION, BENEFITS AND PERQUISITES) OF ITS SENIOR EXECUTIVES PRIOR TO MAKING DECISIONS REGARDING ANNUAL BASE SALARY ADJUSTMENTS, APPROVING INCENTIVE AWARDS, OR CONSIDERING PROGRAMMATIC CHANGES. THE STUDY COMPARED THE COMPENSATION OF THE ORGANIZATION'S SENIOR EXECUTIVES TO COMPENSATION DATA FROM MULTIPLE PUBLISHED SURVEY SOURCES BASED ON THE SENIOR EXECUTIVE'S FUNCTIONAL RESPONSIBILITY. IN CONDUCTING THE STUDY, THE CONSULTANT TARGETED OTHER NOT-FOR-PROFIT HEALTH SYSTEMS OF SIMILAR SIZE BASED ON NET REVENUE AND COMPLEXITY. FOR HEALTH PLAN POSITIONS, HEALTH PLANS WITH SIMILAR PREMIUMS, OR MEMBERS, WERE TARGETED. THE CONSULTANT ALSO CONDUCTS A REVIEW OF THE ORGANIZATION'S PERFORMANCE RELATIVE TO A GROUP OF NOT-FOR-PROFIT HEALTH SYSTEMS OF COMPARABLE SIZE AND SCOPE OF OPERATIONS EVERY YEAR. THE MOST RECENT STUDY COMPARED SENTARA'S PERFORMANCE TO 31 HEALTHCARE SYSTEMS BASED ON NET REVENUE GROWTH, OPERATING MARGIN, BOND RATING, AND QUALITATIVE PERFORMANCE MEASURES BASED ON RANKINGS FROM SDI'S NATIONAL TOP INTEGRATED HEALTH NETWORKS. OVERALL, THE CONSULTANT DETERMINED THAT SENTARA'S PAY WAS ALIGNED WITH ITS RELATIVE PERFORMANCE. THE COMPENSATION STUDY WAS PRESENTED TO THE ORGANIZATION'S COMPENSATION COMMITTEE, WHICH MADE ITS COMPENSATION DECISIONS BASED ON A)ITS REVIEW AND ANALYSIS OF THE PERFORMANCE OF BOTH THE ORGANIZATION AND ITS SENIOR EXECUTIVES AND, B) A REASONABLENESS OF COMPENSATION ANALYSIS AND OPINION FROM AN EXTERNAL EXPERT IN THE COMPENSATION OF EXECUTIVES IN THE TAX-EXEMPT HEALTH CARE FIELD. THE COMMITTEE'S BASES FOR ITS DECISIONS WERE DOCUMENTED IN COMMITTEE MINUTES TAKEN DURING THE MEETING AND THEN CIRCULATED FOR REVIEW AND APPROVAL. ALL DECISIONS REGARDING COMPENSATION WERE MADE BY THE COMMITTEE, WHICH CONSISTS OF BOARD MEMBERS WITHOUT CONFLICT OF INTERESTS. THIS PROCESS WAS USED TO ESTABLISH COMPENSATION FOR THE ORGANIZATION'S CEO, PRESIDENT AND COO, SENIOR VICE PRESIDENT AND CFO, AND CERTAIN SENIOR VICE PRESIDENTS AND CORPORATE VICE PRESIDENTS. THE PROCESS WAS LAST UNDERTAKEN DURING THE CURRENT TAX YEAR FOR ALL POSITIONS LISTED.
FORM 990, PART VI, SECTION C, LINE 19	PROVISION OF GOVERNING DOCS, COI POLICY AND FINANCIALS TO PUBLIC: THE CONSOLIDATED FINANCIAL STATEMENTS FOR SENTARA HEALTHCARE AND SUBSIDIARIES WERE MADE PUBLICLY AVAILABLE THROUGH THE USE OF DAC BOND (DISCLOSURE DISSEMINATION AGENT) AND CAN BE FOUND ON THE INTERNET AT WWW.DACBOND.COM. THE ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICTS OF INTEREST POLICY ARE GENERALLY NOT MADE AVAILABLE TO THE PUBLIC.
FORM 990, PART VI, LINE 14	DOCUMENT RETENTION POLICY: THE ORGANIZATION HAD A WRITTEN POLICY FOR DOCUMENT RETENTION AND DESTRUCTION WHICH WAS APPROVED BY SENIOR LEADERS OF THE SENTARA HEALTHCARE SYSTEM.
FORM 990, PART VI, LINE 16B	JOINT VENTURE POLICY: THE ORGANIZATION HAD A WRITTEN POLICY REQUIRING EVALUATION OF ITS PARTICIPATION IN JOINT VENTURE ARRANGEMENTS WITH COMMUNITY-BASED PHYSICIANS UNDER APPLICABLE FEDERAL TAX LAW. THIS POLICY WAS APPROVED BY MANAGEMENT. THE ORGANIZATION ALSO TOOK STEPS TO SAFEGUARD THE ORGANIZATION'S EXEMPT STATUS WITH RESPECT TO SUCH ARRANGEMENTS.
FORM 990, PART XI, LINE 9:	CAPITAL CONTRIBUTIONS TO SUBSIDIARIES -7,500,000. CHANGE IN FUNDED STATUS OF PENSION LIABILITY -72,788,345. PARTNERSHIP INCOME TAX > BOOK -638,009. BOOK RECLASS OF INTERCOMPOANY ACCTS TO EQUITY 128,679,950.
FORM 990-EXPLANATOIN OF AMENDED RETURN	THE ORGANIZATION IS AMENDING FORM 990, PART I, PART III, 4A, AND PART VIII TO SEPARATELY STATE PROGRAM SERVICE REVENUE FROM ITS CLINICALLY INTEGRATED NETWORK, SQCN, INCLUDING THE NON-PATIENT UNRELATED PORTION.

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:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBullet

Attach 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

SENTARA HEALTHCARE

Employer identification number

52-1271901

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
(1) SENTARA QUALITY CARE NETWORK LLC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 46-1265616	HEALTH CARE	VA	1,141,030	0	SENTARA HEALTHCARE

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?
(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	Yes	No
(1)CLARKSVILLE SENIOR CARE LLC 2204 WILBORN AVENUE SOUTH BOSTON,VA24592 54-1957066	SENIOR CARE	VA	501(C)(3)	11A TYPE I	HALIFAX REGIONAL HOSPITAL	Yes
(2)HALIFAX REGIONAL DEV FOUNDATION INC 2204 WILBORN AVENUE SOUTH BOSTON,VA24592 54-1801459	HLTH/WELFARE	VA	501(C)(3)	11A TYPE I	HALIFAX REGIONAL HOSPITAL	Yes
(3)HALIFAX REGIONAL HOSPITAL INCORPORATED 2204 WILBORN AVENUE SOUTH BOSTON,VA24592 54-0648699	HEALTHCARE	VA	501(C)(3)	LN3_HOSPITALCOOPINSE	SENTARA HEALTHCARE	Yes
(4)HALIFAX REGIONAL LONG TERM CARE INC 103 ROSE HILL DRIVE SOUTH BOSTON,VA24592 54-6074529	SENIOR CARE	VA	501(C)(3)	11A TYPE I	HALIFAX REGIONAL HOSPITAL	Yes
(5)SENTARA HALIFAX REGIONAL PROPERTIES INC 2204 WILBORN AVENUE SOUTH BOSTON,VA24592 54-1801463	HLTH/WELFARE	VA	501(C)(3)	11A TYPE I	HALIFAX REGIONAL HOSPITAL	Yes
(6)SENTARA PRINCESS ANNE HOSPITAL 6015 POPLAR HALL DRIVE NORFOLK,VA23502 27-3208969	HEALTH CARE	VA	501(C)(3)	LN3_HOSPITALCOOPINSE	SENTARA HOSPITALS	Yes
(7)SENTARA HOSPITALS 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1547408	HEALTH CARE	VA	501(C)(3)	LN3_HOSPITALCOOPINSE	SENTARA HEALTHCARE	Yes
(8)SENTARA MEDICAL GROUP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1217184	HEALTH CARE	VA	501(C)(3)	LN9_MORETHAN30PCTCON	SENTARA HEALTHCARE	Yes
(9)SENTARA ENTERPRISES 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1917649	HEALTH CARE	VA	501(C)(3)	LN9_MORETHAN30PCTCON	SENTARA HEALTHCARE	Yes
(10)SENTARA LIFE CARE CORP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1217183	HEALTH CARE	VA	501(C)(3)	LN9_MORETHAN30PCTCON	SENTARA HEALTHCARE	Yes
(11)MPB INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1346393	TITLE HOLDING COMPANY	VA	501(C)(2)		SENTARA ENTERPRISES	Yes
(12)OPTIMA HEALTH PLAN 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1283337	HMO	VA	501(C)(3)	11A - I	SENTARA HEALTHCARE	Yes
(13)POTOMAC HOSPITAL CORP OF PRINCE WILLIAM 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-0853898	HEALTH CARE	VA	501(C)(3)	LN3_HOSPITALCOOPINSE	SENTARA HEALTHCARE	Yes
(14)SENTARA RMH MEDICAL CENTER 2010 HEALTH CAMPUS DRIVE HARRISONBURG,VA22801 54-0506331	HEALTH CARE	VA	501(C)(3)	LN3_HOSPITALCOOPINSE	SENTARA HEALTHCARE	Yes
(15)VALLEY WELLNESS CENTER 501 STONE SPRING ROAD HARRISONBURG,VA22801 52-1309257	PREVENTATIVE HEALTH/REHAB	VA	501(C)(3)	LN9_MORETHAN30PCTCON	SENTARA RMH MEDICAL CENTER	Yes
(16)MJH FOUNDATION 500 MARTHA JEFFERSON DRIVE CHARLOTTESVILLE,VA22911 54-1401357	INVEST/MGT SVCS FOR MARTHA JEFFERSON HOSPITAL	VA	501(C)(3)	11A - I	MARTHA JEFFERSON HOSPITAL	Yes
(17)MARTHA JEFFERSON HOSPITAL FOUNDATION 500 MARTHA JEFFERSON DRIVE CHARLOTTESVILLE,VA22911 30-0041113	FUNDRAISING	VA	501(C)(3)	11A - I	MARTHA JEFFERSON HOSPITAL	Yes
(18)MARTHA JEFFERSON HOSPITAL 500 MARTHA JEFFERSON DRIVE CHARLOTTESVILLE,VA22911 54-0261840	HEALTH CARE	VA	501(C)(3)	LN3_HOSPITALCOOPINSE	SENTARA HEALTHCARE	Yes

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

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
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) MANAGEMENT SERVICES LLC 814 GREENBRIER CIRCLE CHESAPEAKE,VA23320 54-1365012	HLTH MGT SV	VA	SVI	UNRELATED	38,627	334,219		No			No	40.000 %
(2) MANAGEMENT SERVICES LLC 814 GREENBRIER CIRCLE CHESAPEAKE,VA23320 54-1365012	HLTH MGT SV	VA	SH	UNRELATED	19,313	167,114		No			No	20.000 %
(3) OBICI REAL ESTATE HOLDINGS LLC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 26-1749881	RE RENTAL	VA	SH	RELATED	174,541	3,362,698		No			No	61.540 %
(4) PRINCESS ANNE AMB SURG MGT LLC 1975 GLENN MITCHELL STE 300 VA BEACH,VA23456 20-4920880	HEALTH CARE	VA	SH	RELATED	1,559,404	3,068,292		No			No	51.520 %
(5) VA BEACH AMBULATORY SURGERY CENTER 1700 WILL O WISP DRIVE VA BEACH,VA23454 54-1448218	HEALTH CARE	VA	SH	RELATED	783,837	3,135,696		No			No	50.000 %
(6) CANCER CENTERS OF VA LLC 5900 LAKE WRIGHT DRIVE NORFOLK,VA23502 20-1338518	HEALTH CARE	VA	SH	RELATED	458,100	6,781,923		No			No	50.000 %
(7) HAMPTON ROADS LITHOTRIPSY LLC 225 CLEARFIELD AVE VIRGINIA BEACH,VA23462 20-0942600	HEALTH CARE	VA	SVI	UNRELATED	493,780	166,141		No			No	33.330 %
(8) HEALTHCARE PERFORMANCE IMPROVEMENT LLC 5041 CORPORATE WOODS DR STE 180 VIRGINIA BEACH,VA23462 20-4024074	CONSULTING	VA	SVI	UNRELATED	496,801			No			No	36.100 %
(9) RADIOLOGY SERVICES OF HAMPTON ROADS LC 814 GREENBRIER CIRCLE STE L CHESAPEAKE,VA23320 54-1774472	HEALTH CARE	VA	SE	RELATED	124,166	1,342,770		No			No	25.000 %
(10) RADIOLOGY SERVICES OF HAMPTON ROADS LC 814 GREENBRIER CIRCLE STE L CHESAPEAKE,VA23320 54-1774472	HEALTH CARE	VA	SH	RELATED	124,166	1,342,770		No			No	25.000 %
(11) SENTARA OBICI AMBULATORY SURGERY LLC 2750 GODWIN BLVD SUFFOLK,VA23434 26-0144898	HEALTH CARE	VA	SH	RELATED	997,905	1,717,337		No			No	53.630 %
(12) ST LUKES PROPERTIES LLC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 27-2774684	MOB RENTAL	VA	SE	RELATED	-80,839	5,706,755		No			No	70.000 %
(13) POTOMAC INOVA HEALTHCARE ALLIANCE LLC 8110 GATEHOUSE RD STE 400W FALLS CHURCH,VA22042 54-1802733	HEALTHCARE	VA	PHC	RELATED	119,757	1,787,232		No			No	50.000 %
(14) ORTHOPAEDIC HOSPITAL MANAGEMENT LLC 3000 COLISEUM DRIVE HAMPTON,VA23666 27-4185117	MGT SVCS	VA	SH	RELATED	152,851	6,986		No			No	40.000 %
(15) CAREPLEX ORTHOPAEDIC ASC LLC 3000 COLISEUM DRIVE HAMPTON,VA23666 27-1867311	HEALTH CARE	VA	SH	RELATED	2,813,628	3,005,593		No			No	50.000 %
(16) PHYSICAL THERAPY ACACLLC 501 ALBEMARLE SQUARE CHARLOTTESVILLE,VA22901 26-0080717	HEALTH CARE	VA	MJME	UNRELATED	186,445	329,441		No			No	50.000 %
(17) MNS SUPPLY CHAIN NETWORK LLC 11525 N COMMUNITY HOUSE RD STE 450 CHARLOTTE,NC28277 45-4235238	GPO	DE	SHC	UNRELATED	24,444	24,289		No		Yes		33.330 %
(18) LAKE RIDGE AMBULATORY SURGERY CENTER LLC 12825 MINNIEVILLE RD STE 204 WOODBRIDGE,VA22192 45-5347932	HEALTH CARE	VA	PHC	RELATED	444,877	1,778,061		No			No	43.760 %
(19) ALETA HEALTH LLC 2300 OPITZ BLVD WOODBRIDGE,VA22191 46-5661314	MSO	DE	PVC	UNRELATED	7,815	981,441		No			No	51.000 %
(20) OPACC I LLC 18000 W SARAH LANE SUITE 250 BROOKFIELD,WI53045 39-2021431	RE RENTAL	WI	SVI	UNRELATED	353,359	3,058,218	Yes				No	100.000 %
(21) PORT WARWICK II LLC 18000 W SARAH LANE SUITE 250 BROOKFIELD,WI53045 20-2739075	RE RENTAL	WI	SVI	UNRELATED	169,572	3,833,643	Yes				No	100.000 %

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?
(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		Yes	No
(1) SENTARA HOLDINGS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1555638	HOLDING COMPANY	VA	SENTARA HEALTHCARE	C		4,910,259	100.000 %		No
(2) SENTARA HEALTH PLANS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 52-2368125	TPA	VA	SENTARA HOLDINGS INC	C	20,120,394	49,639,766	100.000 %		No
(3) OPTIMA HEALTH GROUP 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1473382	HMO	VA	SENTARA HEALTH PLANS INC	C	2,069	2,536,328	100.000 %		No
(4) OPTIMA HEALTH INSURANCE COMPANY 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1642752	HEALTH INSURANCE	VA	SENTARA HEALTH PLANS INC	C	71,310,408	28,717,428	100.000 %		No
(5) OPTIMA BEHAVIORAL HEALTH SERVICES 6015 POPLAR HALL DRIVE NORFOLK,VA23502 62-1382666	MENTAL HEALTH SVCS	VA	SENTARA HEALTH PLANS INC	C	39,524,920	919,358	100.000 %		No
(6) SENTARA VENTURES INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1688615	HOLDING COMPANY	VA	SENTARA HOLDINGS INC	C	24,181,376	19,627,498	100.000 %		No
(7) SENTARA OBICI PROFESSIONAL CENTER 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1445865	RE RENTAL	VA	SENTARA HOLDINGS INC	C		242,441	100.000 %		No
(8) SENTARA STRATEGIC SOLUTIONS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 54-1020941	HEALTH CARE	VA	SEN OBICI PROF CTR	C	779	2,245	100.000 %		No
(9) SENTARA HEALTH PLANS OF OHIO INC 4417 CORPORATION LANE VIRGINIA BEACH,VA23462 47-1509408	TPA	OH	SENTARA HOLDINGS INC	C	5,497,791	1,931,540	100.000 %		No
(10) SENTARA HEALTH INSURANCE CO OF NC 4417 CORPORATION LANE VIRGINIA BEACH,VA23462 47-1888140	HEALTH INSURANCE	NC	SENTARA HOLDINGS INC	C	3,216	2,503,274	100.000 %		No
(11) SENTARA HEALTH PLANS OF NC INC 4417 CORPORATION LANE VIRGINIA BEACH,VA23462 46-5510421	TPA	NC	SENTARA HOLDINGS INC	C		5,000	100.000 %		No
(12) SENTARA SOUTHSIDE HEALTH SERVICES INC 2204 WILBORN AVENUE SOUTH BOSTON,VA24592 54-1417772	HEALTH SERVICES	VA	HALIFAX REGIONAL HOSPITAL INC	C	1,980,540	518,332	100.000 %		No
(13) DOMINION HEALTH MEDICAL ASSOCIATES LTD 2204 WILBORN AVENUE SOUTH BOSTON,VA24592 54-1060357	PHYS PRACTICE	VA	HALIFAX REGIONAL PROFESSIONAL SERVICES LLC	C	35,755,480	4,133,959	100.000 %		No
(14) SMG INNOVATIONS INC 6015 POPLAR HALL DRIVE NORFOLK,VA23502 20-3730331	HEALTH CARE	VA	SENTARA MEDICAL GROUP	C	5,729,839	1,599,306	100.000 %		No
(15) POTOMAC VENTURES CORP 2300 OPITZ BLVD WOODBRIDGE,VA22191 54-1441420	PHARMACY	VA	POTOMAC HOSPITAL CORP	C	664,627	2,264,171	100.000 %		No
(16) ROCKINGHAM HEALTH SERVICES INC 2010 HEALTH CAMPUS DRIVE ROCKINGHAM,VA22801 54-1721387	CONTRACTING SVCS	VA	SENTARA RMH MEDICAL CENTER	C		40	100.000 %		No
(17) MARTHA JEFFERSON MEDICAL ENTERPRISES INC 500 MARTHA JEFFERSON DRIVE CHARLOTTESVILLE,VA22911 54-1841528	MEDICAL BILLING SVCS	VA	MARTHA JEFFERSON HOSPITAL	C	3,548,068	3,699,761	100.000 %		No
(18) BAY PRIMEX INSURANCE COMPANY LTD PO BOX 1051 GRAND CAYMAN KY1-1102 CJ 98-0704114	INSURANCE	CJ	SENTARA HEALTHCARE	C	11,695,691	81,394,909	100.000 %		No
(19) ALBEMARLE PHYSICIAN SERVICES-SENTARA INC 1144 NORTH ROAD STREET ELIZABETH CITY,NC27909 26-4592192	PHYS PRACTICE	NC	SENTARA ALBEMARLE REGIONAL MEDICAL CENTER LLC	C	11,732,190	2,217,999	100.000 %		No

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

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 .....................

Yes

b Gift, grant, or capital contribution to related organization(s) ............................

Yes

c Gift, grant, or capital contribution from related organization(s) ............................

Yes

d Loans or loan guarantees to or for related organization(s) ............................

Yes

e Loans or loan guarantees by related organization(s) ............................

f Dividends from related organization(s) ............................

g Sale of assets to related organization(s) ............................

h Purchase of assets from related organization(s) ............................

i Exchange of assets with related organization(s) ............................

j Lease of facilities, equipment, or other assets to related organization(s) .......................

k Lease of facilities, equipment, or other assets from related organization(s) ......................

Yes

l Performance of services or membership or fundraising solicitations for related organization(s) .....................

Yes

m Performance of services or membership or fundraising solicitations by related organization(s) .................

Yes

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................

Yes

o Sharing of paid employees with related organization(s) ............................

Yes

p Reimbursement paid to related organization(s) for expenses ............................

Yes

q Reimbursement paid by related organization(s) for expenses ............................

Yes

r Other transfer of cash or property to related organization(s) ............................

s Other transfer of cash or property from related organization(s) ............................

Yes

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) SENTARA HOSPITALS	C	17,411,523	CORP BOOKS/REC
(2) SENTARA HOSPITALS	L	50,383,384	CORP BOOKS/REC
(3) SENTARA HOSPITALS	M	219,331	CORP BOOKS/REC
(4) SENTARA HOSPITALS	N	1,271,101	CORP BOOKS/REC
(5) SENTARA HOSPITALS	P	170,199	CORP BOOKS/REC
(6) SENTARA HOSPITALS	Q	83,960	CORP BOOKS/REC
(7) SENTARA HOSPITALS	C	195,878,610	CORP BOOKS/REC
(8) POTOMAC HOSPITAL CORP OF PRINCE WILLIAM	C	1,469,869	CORP BOOKS/REC
(9) POTOMAC HOSPITAL CORP OF PRINCE WILLIAM	L	3,677,869	CORP BOOKS/REC
(10) POTOMAC HOSPITAL CORP OF PRINCE WILLIAM	O	114,168	CORP BOOKS/REC
(11) POTOMAC HOSPITAL CORP OF PRINCE WILLIAM	S	2,840,211	CORP BOOKS/REC
(12) SENTARA PRINCESS ANNE HOSPITAL	A	7,198,404	CORP BOOKS/REC
(13) SENTARA PRINCESS ANNE HOSPITAL	D	139,954,291	CORP BOOKS/REC
(14) SENTARA PRINCESS ANNE HOSPITAL	L	5,159,183	CORP BOOKS/REC
(15) SENTARA PRINCESS ANNE HOSPITAL	Q	140,174,665	CORP BOOKS/REC
(16) SENTARA PRINCESS ANNE HOSPITAL	S	11,866,432	CORP BOOKS/REC
(17) SMG INNOVATIONS INC	Q	177,031	CORP BOOKS/REC
(18) SENTARA MEDICAL GROUP	B	78,624,227	CORP BOOKS/REC
(19) SENTARA MEDICAL GROUP	C	916,119	CORP BOOKS/REC
(20) SENTARA MEDICAL GROUP	L	2,405,498	CORP BOOKS/REC
(21) SENTARA MEDICAL GROUP	M	105,146	CORP BOOKS/REC
(22) SENTARA MEDICAL GROUP	P	426,423	CORP BOOKS/REC
(23) SENTARA ENTERPRISES	B	3,079,983	CORP BOOKS/REC
(24) SENTARA ENTERPRISES	C	2,254,302	CORP BOOKS/REC
(25) SENTARA ENTERPRISES	L	3,682,054	CORP BOOKS/REC
(26) SENTARA ENTERPRISES	M	75,759	CORP BOOKS/REC
(27) MPB INC	B	22,715,300	CORP BOOKS/REC
(28) MPB INC	K	175,253	CORP BOOKS/REC
(29) MPB INC	L	705,750	CORP BOOKS/REC
(30) MPB INC	A	384,624	CORP BOOKS/REC
(31) MPB INC	Q	382,593	CORP BOOKS/REC
(32) SENTARA LIFE CARE CORP	C	1,103,977	CORP BOOKS/REC
(33) SENTARA LIFE CARE CORP	L	2,851,983	CORP BOOKS/REC
(34) SENTARA LIFE CARE CORP	B	701,751	CORP BOOKS/REC
(35) SENTARA VENTURES INC	O	179,992	CORP BOOKS/REC
(36) SENTARA HEALTH PLANS INC	L	6,325,962	CORP BOOKS/REC
(37) SENTARA HEALTH PLANS INC	M	7,562,978	CORP BOOKS/REC
(38) SENTARA HEALTH PLANS INC	Q	15,251,918	CORP BOOKS/REC
(39) SENTARA HEALTH PLANS INC	S	1,771,958	CORP BOOKS/REC
(40) SENTARA HOLDINGS INC	B	7,500,000	CORP BOOKS/REC
(41) MARTHA JEFFERSON HOSPITAL	C	519,342	CORP BOOKS/REC
(42) MARTHA JEFFERSON HOSPITAL	B	6,287,590	CORP BOOKS/REC
(43) MARTHA JEFFERSON HOSPITAL	L	1,299,468	CORP BOOKS/REC
(44) MARTHA JEFFERSON HOSPITAL	O	114,168	CORP BOOKS/REC
(45) BAY PRIMEX INSURANCE COMPANY LTD	S	8,287,479	CORP BOOKS/REC
(46) OBICI ASC	Q	168,062	CORP BOOKS/REC
(47) PRINCESS ANNE ASC	L	103,822	CORP BOOKS/REC
(48) PRINCESS ANNE ASC	Q	198,605	CORP BOOKS/REC
(49) ST LUKES PROPERTIES LLC	Q	425,249	CORP BOOKS/REC
(50) HALIFAX REGIONAL HOSPITAL	B	21,108,914	CORP BOOKS/REC
(51) SENTARA RMH MEDICAL CENTER	C	70,867,648	CORP BOOKS/REC
(52) SENTARA RMH MEDICAL CENTER	L	2,613,064	CORP BOOKS/REC
(53) SENTARA RMH MEDICAL CENTER	O	114,168	CORP BOOKS/REC
(54) MJH FOUNDATION	B	380,504	CORP BOOKS/REC
(55) VALLEY WELLNESS CENTER	B	2,291,750	CORP BOOKS/REC
(56) VALLEY WELLNESS CENTER	L	71,181	CORP BOOKS/REC
(57) MJH FOUNDATION	S	1,662,822	CORP BOOKS/REC

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)	(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?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

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

FORM 990, SCHEDULE R

THE ORGANIZATION AND ITS SUBSIDIARIES PARTICIPATE IN CASH MANAGEMENT ARRANGEMENTS WHEREBY ALL CASH OPERATING ACCOUNTS ARE SWEPT INTO OR FUNDED BY A MASTER OVERNIGHT INVESTMENT ACCOUNT ON A DAILY BASIS, IN ORDER TO MAINTAIN A $0 BALANCE IN ALL OPERATING ACCOUNTS AND MAXIMIZE INVESTMENT EARNINGS. THE DAILY TRANSFERS OF CASH, WHICH RESULT FROM THIS CONSOLIDATED CASH ARRANGEMENT, HAVE NOT BEEN REPORTED ON SCHEDULE R PART V.

Schedule R (Form 990) 2015

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: AT SENTARA, WE IMPROVE HEALTH EVERY DAY.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	18
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	17
5	Total number of individuals employed in calendar year 2015 (Part V, line 2a) ......	5	621
6	Total number of volunteers (estimate if necessary) .............	6	28
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	2,128,326
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	133,451

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	29,714,011	25,243,485
9	Program service revenue (Part VIII, line 2g) .........	76,865,718	79,103,612
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	152,162,694	118,065,181
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	21,720,060	9,553,744
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	280,462,483	231,966,022
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	2,073,939	22,249,350
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)	73,808,562	81,962,896
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	45,962	14,865
b	Total fundraising expenses (Part IX, column (D), line 25) 573,137
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	49,902,651	52,518,721
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	125,831,114	156,745,832
19	Revenue less expenses. Subtract line 18 from line 12.......	154,631,369	75,220,190
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	3,234,702,724	3,314,890,142
21	Total liabilities (Part X, line 26).............	1,837,521,879	1,945,116,675
22	Net assets or fund balances. Subtract line 21 from line 20.....	1,397,180,845	1,369,773,467

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 128,654,417 including grants of $ 22,249,350 ) (Revenue $ 86,529,030 )
	SEE 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 expenses128,654,417

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	18,263,418	3,200,138	4,315,732

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d	23,955,232
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	1,288,253

g	Noncash contributions included in lines 1a-1f:$
h Total.Add lines 1a-1f.......		25,243,485

			Business Code
2a	SUPPORT SERVICES	900099	77,739,072	76,495,352	1,243,720
b	SQCN	900099	1,141,030	905,737	235,293
c	WORKING DESIGN	900099	223,510	214,821	8,689
d
e
f	All other program service revenue.
g Total.Add lines 2a–2f.....			79,103,612

3 Investment income (including dividends, interest, and othersimilar amounts) ..........			43,487,068			43,487,068
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss)......
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory		337,912,182
b	Less: cost or other basis and sales expenses		263,334,069
c	Gain or (loss)		74,578,113
d	Net gain or (loss).....			74,578,113			74,578,113
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..
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..
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..
Business Code			Miscellaneous Revenue
11a	INTERCO INTEREST CHARGES		900099	7,198,404	7,198,404
b	PROPERTY MANAGEMENT FEES		900099	964,900	962,285	2,615
c	EARNINGS FROM ALT. INV.		524298	638,009		638,009
d	All other revenue ....			752,431	752,431
e	Total. Add lines 11a–11d ......			9,553,744
12	Total revenue. See Instructions......			231,966,022	86,529,030	2,128,326	118,065,181

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21	21,856,588	21,856,588
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	392,762	392,762
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16
4	Benefits paid to or for members
5	Compensation of current officers, directors, trustees, and key employees ....	18,593,048	14,316,647	4,276,401
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	269,207	207,289	61,918
7	Other salaries and wages	44,471,117	34,003,344	10,156,843	310,930
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	5,748,212	4,404,114	1,315,515	28,583
9	Other employee benefits .......	9,101,501	6,973,338	2,082,945	45,218
10	Payroll taxes ...........	3,779,811	2,893,278	864,226	22,307
11	Fees for services (non-employees):
a	Management ......	4,780,999	3,681,369	1,099,630
b	Legal .........	615,252	473,744	141,508
c	Accounting ...........	1,106,977	852,372	254,605
d	Lobbying ...........	44,279	34,095	10,184
e	Professional fundraising services. See Part IV, line 17	14,865			14,865
f	Investment management fees ......	9,535,406	7,342,263	2,193,143
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	7,147,282	6,118,407	1,020,875	8,000
12	Advertising and promotion ....	5,973,843	4,589,809	1,370,982	13,052
13	Office expenses .......	3,382,200	2,569,429	767,492	45,279
14	Information technology ......	2,806,416	2,160,940	645,476
15	Royalties ..
16	Occupancy ...........	1,272,113	979,527	292,586
17	Travel ............	559,372	430,716	128,656
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....	145,918	112,357	33,561
20	Interest ...........	10,707,654	10,704,609	3,045
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..	486,157	374,341	111,816
23	Insurance ...	39,896	30,720	9,176
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	UNRELATED BUSINESS TAX	500,000	500,000
b	PURCHASED & CONTRACTED	1,969,141	1,456,422	435,035	77,684
c	ORGANIZATIONAL DUES	1,583,152	1,219,027	364,125
d	TAXES & LICENSES	589,844	454,180	135,664
e	All other expenses	-727,180	-477,270	-257,129	7,219
25	Total functional expenses. Add lines 1 through 24e	156,745,832	128,654,417	27,518,278	573,137
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 if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........				1
2	Savings and temporary cash investments .........			470,480,613	2	507,278,591
3	Pledges and grants receivable, net ......			678,294	3	1,023,163
4	Accounts receivable, net .............				4
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L
					5
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
					6
7	Notes and loans receivable, net ....			146,659,181	7	142,078,291
8	Inventories for sale or use ........				8
9	Prepaid expenses and deferred charges ......			4,208,298	9	6,790,293
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	21,999,932
b	Less: accumulated depreciation	10b	16,459,471	5,026,581	10c	5,540,461
11	Investments—publicly traded securities .			2,015,116,613	11	1,951,785,436
12	Investments—other securities. See Part IV, line 11 .....			444,047,828	12	625,588,824
13	Investments—program-related. See Part IV, line 11 ..				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			148,485,316	15	74,805,083
16	Total assets. Add lines 1 through 15 (must equal line 34)...			3,234,702,724	16	3,314,890,142

17	Accounts payable and accrued expenses .....	147,954,335	17	202,520,295
18	Grants payable ...	787,988	18	31,586,130
19	Deferred revenue .........	22,375	19
20	Tax-exempt bond liabilities .........	1,295,306,260	20	1,272,889,487
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
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..		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
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	393,450,921	25	438,120,763
26	Total liabilities. Add lines 17 through 25..	1,837,521,879	26	1,945,116,675

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets	1,394,370,485	27	1,366,147,634
28	Temporarily restricted net assets ...........	2,810,360	28	3,625,833
29	Permanently restricted net assets		29
	Organizations that do not follow SFAS 117 (ASC 958), check here 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 ...........	1,397,180,845	33	1,369,773,467
34	Total liabilities and net assets/fund balances ........	3,234,702,724	34	3,314,890,142

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes,"the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to separately file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471). . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) .	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships. (see Instructions for Form 8865). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to separately file Form 5713, International Boycott Report (see Instructions for Form 5713).. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No