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)	(F) Estimated amount of other compensation from the organization and related organizations
(1) SUSAN EDWARDS...................................................................... CEO - PHC	2.00 ................. 50.00	X	X		0	1,212,762	807,495
(2) JIM GANNON...................................................................... CHAIRPERSON	2.00 ................. 8.00	X	X		0	0	0
(3) MARK MOHR...................................................................... VICE CHAIRPERSON	2.00 ................. 8.00	X	X		0	0	0
(4) BETTY ARNDT...................................................................... SECRETARY	2.00 ................. 8.00	X	X		0	0	0
(5) JULIE SCHROEDER...................................................................... TREASURER	2.00 ................. 8.00	X	X		0	0	0
(6) DAVID ROELKE...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(7) DOUG HASTAD...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(8) E JOHN RAASCH...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(9) MIKE ERWIN...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(10) RALPH RAMIREZ...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(11) SUE BELLEHUMER...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(12) KEN RIESCH...................................................................... DIRECTOR	2.00 ................. 8.00	X			0	0	0
(13) RONALD FARR...................................................................... CFO - PHC	2.00 ................. 50.00		X		0	600,262	106,210
(14) JOHN ROBERTSTAD...................................................................... PRES. PHC HOSPITAL DIV.	32.00 ................. 16.00			X	677,443	0	68,774
(15) KENNETH PRICE...................................................................... CHIEF ADMINISTRATIVE OFFICER	2.00 ................. 50.00			X	0	380,475	121,056
(16) KARIN KULTGEN...................................................................... VP MEDICAL AFFAIRS	40.00 ................. 0.00			X	338,691	0	43,337
(17) JAMES GARDNER...................................................................... PRESIDENT - PHC HOSPITAL DIVISION	40.00 ................. 0.00			X	102,643	154,368	38,941

(A) Name and business address	(B) Description of services	(C) Compensation
GILBANE BUILDING CO 5301-99TH AVE KENOSHA,WI53144	CONSTRUCTION SERVICES	23,862,400
MORTENSON CONSTRUCTION 17975 WEST SARAH LANE BROOKFIELD,WI53045	CONSTRUCTION SERVICES	14,212,711
FINDORFF INC PO BOX 575 MADISON,WI53701	CONSTRUCTION SERVICES	6,113,544
MORTENSON DIRECT INC 17975 W SARAH LANE BROOKFIELD,WI53045	CONSTRUCTION SERVICES	5,436,541
INDIANA UNIVERSITY HEALTH 2227 RELIABLE PARKWAY CHICAGO,IL60686	PROVIDER SERVICES	3,238,205
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 119

- 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.
right arrow

Attach to Form 990 or Form 990-EZ.
right arrow

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

OMB No. 1545-0047

2015

Open to Public
Inspection

Name of the organization

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

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.) ....
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6	Public support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2011	(b) 2012	(c) 2013	(d) 2014	(e) 2015	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support. Add lines 7 through 10.

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)) .........

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

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

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

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 WAUKESHA MEMORIAL HOSPITAL INC

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 WAUKESHA MEMORIAL HOSPITAL INC		Employer identification number 39-0910727

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 WAUKESHA MEMORIAL HOSPITAL INC			Employer identification number 39-0910727
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 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

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

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 ....	0	6,710,388	6,625,195
b	Contributions ...			88,002
c	Net investment earnings, gains, and losses			-2,809
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...		6,710,388
f	Administrative expenses ....
g	End of year balance ......			6,710,388

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

Board designated or quasi-endowment SchDMd Bullet

0 %

Permanent endowment SchDMd Bullet

0 %

Temporarily restricted endowment SchDMd Bullet

0 %

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 ...	22,844,241		22,844,241
b	Buildings	454,039,895	194,449,215	259,590,680
c	Leasehold improvements	2,711,381	2,619,135	92,246
d	Equipment ...	408,274,955	324,476,486	83,798,469
e	Other ...	18,339,084		18,339,084
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				384,664,720

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)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)

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
ACCRUED POSTRETIREMENT MEDICAL	106,449
FAIR VALUE-INTEREST RATE SWAP	24,297,316
ASSET RETIREMENT OBLIGATION	33,627
ACCUMULATED MIN PENSION LIABILITY	26,062,047
INTERCOMPANY NOTES PAYABLE	272,761,692
OTHER LONG TERM LIABILITY	378,826
LEASES PAYABLE	10,189,025
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	333,828,982
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

Schedule D (Form 990) 2015

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE H
(Form 990)

Department of the Treasury
Internal Revenue Service

Hospitals

Complete if the organization answered "Yes" on Form 990, Part IV, question 20.
MediumBullet

Attach to Form 990.
MediumBullet

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

OMB No. 1545-0047

2015

Open to Public Inspection

Name of the organization

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

Part I

Financial Assistance and Certain Other Community Benefits at Cost

Yes

Did the organization have a financial assistance policy during the tax year? If "No," skip to question 6a . . . .

Yes

If "Yes," was it a written policy? ......................

Yes

If the organization had multiple hospital facilities, indicate which of the following best describes application of the financial assistance policy to its various hospital facilities during the tax year.

Applied uniformly to all hospital facilities Applied uniformly to most hospital facilities Generally tailored to individual hospital facilities

Answer the following based on the financial assistance eligibility criteria that applied to the largest number of the organization's patients during the tax year.

Did the organization use Federal Poverty Guidelines (FPG) as a factor in determining eligibility for providing free care?

If "Yes," indicate which of the following was the FPG family income limit for eligibility for free care:

Yes

100% 150% 200% Other %

Did the organization use FPG as a factor in determining eligibility for providing discounted care? If "Yes," indicate

which of the following was the family income limit for eligibility for discounted care: . . . . . . . .

Yes

200% 250% 300% 350% 400% Other %

If the organization used factors other than FPG in determining eligibility, describe in Part VI the criteria used for determining eligibility for free or discounted care. Include in the description whether the organization used an asset test or other threshold, regardless of income, as a factor in determining eligibility for free or discounted care.

Did the organization's financial assistance policy that applied to the largest number of its patients during the tax year provide for free or discounted care to the "medically indigent"? . . . . . . . . . . . . .

Did the organization budget amounts for free or discounted care provided under its financial assistance policy during
the tax year? . . . . . . . . . . . . . . . . . . . . . . .

Yes

If "Yes," did the organization's financial assistance expenses exceed the budgeted amount? . . . . . .

If "Yes" to line 5b, as a result of budget considerations, was the organization unable to provide free or discountedcare to a patient who was eligibile for free or discounted care? . . . . . . . . . . . . .

Did the organization prepare a community benefit report during the tax year? . . . . . . . . .

Yes

If "Yes," did the organization make it available to the public? . . . . . . . . . . . . .

Yes

Complete the following table using the worksheets provided in the Schedule H instructions. Do not submit these worksheets with the Schedule H.

Financial Assistance and Certain Other Community Benefits at Cost

Financial Assistance and Means-Tested Government Programs		(a) Number of activities or programs (optional)	(b) Persons served (optional)	(c) Total community benefit expense	(d) Direct offsetting revenue	(e) Net community benefit expense	(f) Percent of total expense
a	Financial Assistance at cost (from Worksheet 1) . . .			1,422,882		1,422,882	0.310 %
b	Medicaid (from Worksheet 3, column a) . . . . .			45,962,743	21,327,039	24,635,704	5.430 %
c	Costs of other means-tested government programs (from Worksheet 3, column b) . .
d	Total Financial Assistance and Means-Tested Government Programs . . . . .			47,385,625	21,327,039	26,058,586	5.740 %
Other Benefits
e	Community health improvement services and community benefit operations (from Worksheet 4).	26	133,740	2,559,809	3,803	2,556,006	0.560 %
f	Health professions education (from Worksheet 5) . . .	9	1,380	3,085,481	1,913,534	1,171,947	0.260 %
g	Subsidized health services (from Worksheet 6) . . . .			6,994,894	1,844,139	5,150,755	1.130 %
h	Research (from Worksheet 7) .	0	0
i	Cash and in-kind contributions for community benefit (from Worksheet 8) . . . .	8	23,409	1,223,090		1,223,090	0.270 %
j	Total. Other Benefits . .	43	158,529	13,863,274	3,761,476	10,101,798	2.220 %
k	Total. Add lines 7d and 7j .	43	158,529	61,248,899	25,088,515	36,160,384	7.960 %

For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 50192T Schedule H (Form 990) 2015

Schedule H (Form 990) 2015

Page

Part II

Community Building Activities Complete this table if the organization conducted any community building activities during the tax year, and describe in Part VI how its community building activities promoted the health of the communities it serves.

		(a) Number of activities or programs (optional)	(b) Persons served (optional)	(c) Total community building expense	(e) Net community building expense	(f) Percent of total expense
1	Physical improvements and housing	2	164	18,758	18,758	0 %
2	Economic development
3	Community support	3	690	146,661	146,661	0.030 %
4	Environmental improvements
5	Leadership development and training for community members	1	12	8,719	8,719	0 %
6	Coalition building
7	Community health improvement advocacy	2	94	44,173	44,173	0.010 %
8	Workforce development	1	10	142,634	142,634	0.030 %
9	Other
10	Total	9	970	360,945	360,945	0.070 %

Part III

Bad Debt, Medicare, & Collection Practices

Section A. Bad Debt Expense

Yes

Did the organization report bad debt expense in accordance with Heathcare Financial Management Association Statement No. 15? ..........................

Yes

Enter the amount of the organization's bad debt expense. Explain in Part VI the methodology used by the organization to estimate this amount. ......

9,768,525

Enter the estimated amount of the organization's bad debt expense attributable to patients eligible under the organization's financial assistance policy. Explain in Part VI the methodology used by the organization to estimate this amount and the rationale, if any, for including this portion of bad debt as community benefit. ......

893,693

Provide in Part VI the text of the footnote to the organization’s financial statements that describes bad debt expense or the page number on which this footnote is contained in the attached financial statements.

Section B. Medicare

Enter total revenue received from Medicare (including DSH and IME).....

85,807,823

Enter Medicare allowable costs of care relating to payments on line 5.....

113,132,489

Subtract line 6 from line 5. This is the surplus (or shortfall)........

-27,324,666

Describe in Part VI the extent to which any shortfall reported in line 7 should be treated as community benefit.Also describe in Part VI the costing methodology or source used to determine the amount reported on line 6.Check the box that describes the method used:

Cost accounting system Cost to charge ratio Other

Section C. Collection Practices

Did the organization have a written debt collection policy during the tax year? ..........

Yes

If "Yes," did the organization’s collection policy that applied to the largest number of its patients during the tax year
contain provisions on the collection practices to be followed for patients who are known to qualify for financial assistance? Describe in Part VI .........................

Yes

Part IV

Management Companies and Joint Ventures(owned 10% or more by officers, directors, trustees, key employees, and physicians—see instructions)

(a) Name of entity	(b) Description of primary activity of entity	(c) Organization's profit % or stock ownership %	(e) Physicians' profit % or stock ownership %
11 PROHEALTH ALIGNED LLC	AMBULATORY SURGERY CENTER	51.000 %	49.000 %
22 THE ORTHOPEDIC SURGERY CENTER LLC	ORTHOPEDIC SURGICAL SERVICES	49.000 %	49.000 %
3
4
5
6
7
8
9
10
11
12
13

Schedule H (Form 990) 2015

Page

Part VFacility Information

Section A. Hospital Facilities (list in order of size from largest to smallest—see instructions) How many hospital facilities did the organization operate during the tax year?2 Name, address, primary website address, and state license number (and if a group return, the name and EIN of the subordinate hospital organization that operates the hospital facility)						Other (Describe)
1	WAUKESHA MEMORIAL HOSPITAL INC 725 AMERICAN AVENUE WAUKESHA,WI53188 WWW.PROHEALTHCARE.ORG #41	X	X	X	X
2	REHABILITATION HOSPITAL OF WISCONSIN LLC 1625 COLDWATER CREEK DRIVE WAUKESHA,WI53188	X				INPATIENT REHABILITATION

Schedule H (Form 990) 2015

Page 4

Part VFacility Information (continued)

Section B. Facility Policies and Practices

(Complete a separate Section B for each of the hospital facilities or facility reporting groups listed in Part V, Section A)

	WAUKESHA MEMORIAL HOSPITAL INC
Name of hospital facility or letter of facility reporting group

Line number of hospital facility, or line numbers of hospital facilities in a facility
reporting group (from Part V, Section A):

Yes

Community Health Needs Assessment

Was the hospital facility first licensed, registered, or similarly recognized by a state as a hospital facility in the current tax year or the immediately preceding tax year?........................

Was the hospital facility acquired or placed into service as a tax-exempt hospital in the current tax year or the immediately preceding tax year? If “Yes,” provide details of the acquisition in Section C...............

During the tax year or either of the two immediately preceding tax years, did the hospital facility conduct a community health needs assessment (CHNA)? If "No," skip to line 12......................

Yes

If "Yes," indicate what the CHNA report describes (check all that apply):

A definition of the community served by the hospital facility

Demographics of the community

Existing health care facilities and resources within the community that are available to respond to the health needs of the community

How data was obtained

The significant health needs of the community

Primary and chronic disease needs and other health issues of uninsured persons, low-income persons, and minority groups

The process for identifying and prioritizing community health needs and services to meet the community health needs

The process for consulting with persons representing the community’s interests

Information gaps that limit the hospital facility’s ability to assess the community’s health needs

Other (describe in Section C)

Indicate the tax year the hospital facility last conducted a CHNA: 20 15

In conducting its most recent CHNA, did the hospital facility take into account input from persons who represent the broad interests of the community served by the hospital facility, including those with special knowledge of or expertise in public health? If "Yes," describe in Section C how the hospital facility took into account input from persons who represent the community, and identify the persons the hospital facility consulted .................

Yes

6 a

Was the hospital facility’s CHNA conducted with one or more other hospital facilities? If "Yes," list the other hospital facilities in Section C..................................

Yes

Was the hospital facility’s CHNA conducted with one or more organizations other than hospital facilities?” If “Yes,” list the other organizations in Section C. ............................

Did the hospital facility make its CHNA report widely available to the public?..............

Yes

If "Yes," indicate how the CHNA report was made widely available (check all that apply):

Hospital facility’s website (list url): FULL WEBSITE LISTED IN PART V SECTION C

Other website (list url):

Made a paper copy available for public inspection without charge at the hospital facility

Other (describe in Section C)

Did the hospital facility adopt an implementation strategy to meet the significant community health needs
identified through its most recently conducted CHNA? If "No," skip to line 11. ..............

Yes

Indicate the tax year the hospital facility last adopted an implementation strategy: 20 15

Is the hospital facility's most recently adopted implementation strategy posted on a website?.........

Yes

If "Yes" (list url): SEE PART V, SECTION B, LINE 7D DISCLOSURE

If "No," is the hospital facility’s most recently adopted implementation strategy attached to this return? ......

10b

Describe in Section C how the hospital facility is addressing the significant needs identified in its most recently conducted CHNA and any such needs that are not being addressed together with the reasons why such needs are not being addressed.

12a

Did the organization incur an excise tax under section 4959 for the hospital facility's failure to conduct a CHNA as required by section 501(r)(3)?...............................

12a

If "Yes" on line 12a, did the organization file Form 4720 to report the section 4959 excise tax?........

12b

If "Yes" on line 12b, what is the total amount of section 4959 excise tax the organization reported on Form 4720 for all of its hospital facilities? $

Schedule H (Form 990) 2015

Page 5

Part VFacility Information (continued)

Financial Assistance Policy (FAP)

	WAUKESHA MEMORIAL HOSPITAL INC
Name of hospital facility or letter of facility reporting group

Yes

Did the hospital facility have in place during the tax year a written financial assistance policy that:

Explained eligibility criteria for financial assistance, and whether such assistance included free or discounted care?

Yes

If “Yes,” indicate the eligibility criteria explained in the FAP:

Federal poverty guidelines (FPG), with FPG family income limit for eligibility for free care of 200.000000000000% and FPG family income limit for eligibility for discounted care of 400.000000000000%

Income level other than FPG (describe in Section C)

Asset level

Medical indigency

Insurance status

Underinsurance discount

Residency

Other (describe in Section C)

Explained the basis for calculating amounts charged to patients?.................

Yes

Explained the method for applying for financial assistance?...................

Yes

If “Yes,” indicate how the hospital facility’s FAP or FAP application form (including accompanying instructions) explained the method for applying for financial assistance (check all that apply):

Described the information the hospital facility may require an individual to provide as part of his or her application

Described the supporting documentation the hospital facility may require an individual to submit as part of his or
her application

Provided the contact information of hospital facility staff who can provide an individual with information about the
FAP and FAP application process

Provided the contact information of nonprofit organizations or government agencies that may be sources of
assistance with FAP applications

Other (describe in Section C)

Included measures to publicize the policy within the community served by the hospital facility?........

Yes

If "Yes," indicate how the hospital facility publicized the policy (check all that apply):

The FAP was widely available on a website (list url):

WWW.PROHEALTHCARE.ORG/PATIENT-GUEST-SERVICES-BILLING-AND-INSURANCE.ASPX

The FAP application form was widely available on a website (list url):

WWW.PROHEALTHCARE.ORG/PATIENT-GUEST-SERVICES-BILLING-AND-INSURANCE.ASPX

A plain language summary of the FAP was widely available on a website (list url):
WWW.PROHEALTHCARE.ORG/PATIENT-GUEST-SERVICES-BILLING-AND-INSURANCE.ASPX

The FAP was available upon request and without charge (in public locations in the hospital facility and by mail)

The FAP application form was available upon request and without charge (in public locations in the hospital facility
and by mail)

A plain language summary of the FAP was available upon request and without charge (in public locations in the
hospital facility and by mail)

Notice of availability of the FAP was conspicuously displayed throughout the hospital facility

Notified members of the community who are most likely to require financial assistance about availability of the FAP

Other (describe in Section C)

Billing and Collections

Did the hospital facility have in place during the tax year a separate billing and collections policy, or a written financial assistance policy (FAP) that explained all of the actions the hospital facility or other authorized party may take upon non-payment?..................................

Yes

Check all of the following actions against an individual that were permitted under the hospital facility's policies during the tax year before making reasonable efforts to determine the individual’s eligibility under the facility’s FAP:

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

None of these actions or other similar actions were permitted

Schedule H (Form 990) 2015

Page 6

Part VFacility Information (continued)

	WAUKESHA MEMORIAL HOSPITAL INC
Name of hospital facility or letter of facility reporting group

Yes

Did the hospital facility or other authorized party perform any of the following actions during the tax year before making reasonable efforts to determine the individual’s eligibility under the facility’s FAP?............

If "Yes," check all actions in which the hospital facility or a third party engaged:

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

Indicate which efforts the hospital facility or other authorized party made before initiating any of the actions listed (whether or not checked) in line 19. (check all that apply):

Notified individuals of the financial assistance policy on admission

Notified individuals of the financial assistance policy prior to discharge

Notified individuals of the financial assistance policy in communications with the individuals regarding the individuals’ bills

Documented its determination of whether individuals were eligible for financial assistance under the hospital facility’s financial assistance policy

Other (describe in Section C)

None of these efforts were made

Policy Relating to Emergency Medical Care

Did the hospital facility have in place during the tax year a written policy relating to emergency medical care that required the hospital facility to provide, without discrimination, care for emergency medical conditions to individuals regardless of their eligibility under the hospital facility’s financial assistance policy?..................

Yes

If "No," indicate why:

The hospital facility did not provide care for any emergency medical conditions

The hospital facility’s policy was not in writing

The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Section C)

Other (describe in Section C)

Charges to Individuals Eligible for Assistance Under the FAP (FAP-Eligible Individuals)

Indicate how the hospital facility determined, during the tax year, the maximum amounts that can be charged to FAP-eligible individuals for emergency or other medically necessary care.

The hospital facility used its lowest negotiated commercial insurance rate when calculating the maximum amounts that
can be charged

The hospital facility used the average of its three lowest negotiated commercial insurance rates when calculating the maximum amounts that can be charged

The hospital facility used the Medicare rates when calculating the maximum amounts that can be charged

Other (describe in Section C)

During the tax year, did the hospital facility charge any FAP-eligible individual to whom the hospital facility provided emergency or other medically necessary services more than the amounts generally billed to individuals who had insurance covering such care? ...............................

If "Yes," explain in Section C.

During the tax year, did the hospital facility charge any FAP-eligible individual an amount equal to the gross charge for any service provided to that individual? ...........................

If "Yes," explain in Section C.

Schedule H (Form 990) 2015

Page 4

Part VFacility Information (continued)

Section B. Facility Policies and Practices

(Complete a separate Section B for each of the hospital facilities or facility reporting groups listed in Part V, Section A)

	REHABILITATION HOSPITAL OF WISCONSIN LLC
Name of hospital facility or letter of facility reporting group

Line number of hospital facility, or line numbers of hospital facilities in a facility
reporting group (from Part V, Section A):

Yes

Community Health Needs Assessment

Was the hospital facility first licensed, registered, or similarly recognized by a state as a hospital facility in the current tax year or the immediately preceding tax year?........................

During the tax year or either of the two immediately preceding tax years, did the hospital facility conduct a community health needs assessment (CHNA)? If "No," skip to line 12......................

If "Yes," indicate what the CHNA report describes (check all that apply):

A definition of the community served by the hospital facility

Demographics of the community

Existing health care facilities and resources within the community that are available to respond to the health needs of the community

How data was obtained

The significant health needs of the community

Primary and chronic disease needs and other health issues of uninsured persons, low-income persons, and minority groups

The process for identifying and prioritizing community health needs and services to meet the community health needs

The process for consulting with persons representing the community’s interests

Information gaps that limit the hospital facility’s ability to assess the community’s health needs

Other (describe in Section C)

Indicate the tax year the hospital facility last conducted a CHNA: 20

6 a

Was the hospital facility’s CHNA conducted with one or more other hospital facilities? If "Yes," list the other hospital facilities in Section C..................................

Was the hospital facility’s CHNA conducted with one or more organizations other than hospital facilities?” If “Yes,” list the other organizations in Section C. ............................

Did the hospital facility make its CHNA report widely available to the public?..............

If "Yes," indicate how the CHNA report was made widely available (check all that apply):

Hospital facility’s website (list url):

Other website (list url):

Made a paper copy available for public inspection without charge at the hospital facility

Other (describe in Section C)

Did the hospital facility adopt an implementation strategy to meet the significant community health needs
identified through its most recently conducted CHNA? If "No," skip to line 11. ..............

Indicate the tax year the hospital facility last adopted an implementation strategy: 20

Is the hospital facility's most recently adopted implementation strategy posted on a website?.........

If "Yes" (list url):

If "No," is the hospital facility’s most recently adopted implementation strategy attached to this return? ......

10b

12a

Did the organization incur an excise tax under section 4959 for the hospital facility's failure to conduct a CHNA as required by section 501(r)(3)?...............................

12a

If "Yes" on line 12a, did the organization file Form 4720 to report the section 4959 excise tax?........

12b

If "Yes" on line 12b, what is the total amount of section 4959 excise tax the organization reported on Form 4720 for all of its hospital facilities? $

Schedule H (Form 990) 2015

Page 5

Part VFacility Information (continued)

Financial Assistance Policy (FAP)

	REHABILITATION HOSPITAL OF WISCONSIN LLC
Name of hospital facility or letter of facility reporting group

Yes

Did the hospital facility have in place during the tax year a written financial assistance policy that:

Explained eligibility criteria for financial assistance, and whether such assistance included free or discounted care?

Yes

If “Yes,” indicate the eligibility criteria explained in the FAP:

Federal poverty guidelines (FPG), with FPG family income limit for eligibility for free care of 150.000000000000% and FPG family income limit for eligibility for discounted care of 250.000000000000%

Income level other than FPG (describe in Section C)

Asset level

Medical indigency

Insurance status

Underinsurance discount

Residency

Other (describe in Section C)

Explained the basis for calculating amounts charged to patients?.................

Yes

Explained the method for applying for financial assistance?...................

Yes

Described the information the hospital facility may require an individual to provide as part of his or her application

Described the supporting documentation the hospital facility may require an individual to submit as part of his or
her application

Provided the contact information of hospital facility staff who can provide an individual with information about the
FAP and FAP application process

Provided the contact information of nonprofit organizations or government agencies that may be sources of
assistance with FAP applications

Other (describe in Section C)

Included measures to publicize the policy within the community served by the hospital facility?........

Yes

If "Yes," indicate how the hospital facility publicized the policy (check all that apply):

The FAP was widely available on a website (list url):

The FAP application form was widely available on a website (list url):

A plain language summary of the FAP was widely available on a website (list url):

The FAP was available upon request and without charge (in public locations in the hospital facility and by mail)

The FAP application form was available upon request and without charge (in public locations in the hospital facility
and by mail)

A plain language summary of the FAP was available upon request and without charge (in public locations in the
hospital facility and by mail)

Notice of availability of the FAP was conspicuously displayed throughout the hospital facility

Notified members of the community who are most likely to require financial assistance about availability of the FAP

Other (describe in Section C)

Billing and Collections

Yes

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

None of these actions or other similar actions were permitted

Schedule H (Form 990) 2015

Page 6

Part VFacility Information (continued)

	REHABILITATION HOSPITAL OF WISCONSIN LLC
Name of hospital facility or letter of facility reporting group

Yes

If "Yes," check all actions in which the hospital facility or a third party engaged:

Reporting to credit agency(ies)

Selling an individual’s debt to another party

Actions that require a legal or judicial process

Other similar actions (describe in Section C)

Indicate which efforts the hospital facility or other authorized party made before initiating any of the actions listed (whether or not checked) in line 19. (check all that apply):

Notified individuals of the financial assistance policy on admission

Notified individuals of the financial assistance policy prior to discharge

Notified individuals of the financial assistance policy in communications with the individuals regarding the individuals’ bills

Documented its determination of whether individuals were eligible for financial assistance under the hospital facility’s financial assistance policy

Other (describe in Section C)

None of these efforts were made

Policy Relating to Emergency Medical Care

Yes

If "No," indicate why:

The hospital facility did not provide care for any emergency medical conditions

The hospital facility’s policy was not in writing

The hospital facility limited who was eligible to receive care for emergency medical conditions (describe in Section C)

Other (describe in Section C)

Charges to Individuals Eligible for Assistance Under the FAP (FAP-Eligible Individuals)

Indicate how the hospital facility determined, during the tax year, the maximum amounts that can be charged to FAP-eligible individuals for emergency or other medically necessary care.

The hospital facility used its lowest negotiated commercial insurance rate when calculating the maximum amounts that
can be charged

The hospital facility used the average of its three lowest negotiated commercial insurance rates when calculating the maximum amounts that can be charged

The hospital facility used the Medicare rates when calculating the maximum amounts that can be charged

Other (describe in Section C)

If "Yes," explain in Section C.

During the tax year, did the hospital facility charge any FAP-eligible individual an amount equal to the gross charge for any service provided to that individual? ...........................

If "Yes," explain in Section C.

Schedule H (Form 990) 2015

Page 7

Part V

Facility Information (continued)

Section C. Supplemental Information for Part V, Section B. Provide descriptions required for Part V, Section B, lines 2, 3j, 5, 6a, 6b, 7d, 11, 13b, 13h, 15e, 16i, 18d, 19d, 20e, 21c, 21d, 22d, 23, and 24. If applicable, provide separate descriptions for each hospital facility in a facility reporting group, designated by facility reporting group letter and hospital facility line number from Part V, Section A (“A, 1,” “A, 4,” “B, 2,” “B, 3,” etc.) and name of hospital facility.
Form and Line Reference	Explanation
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 3j: TO ACCURATELY ASSESS THE HEALTH NEEDS OF OUR COMMUNITY, PROHEALTH CARE COMPILED DATA AND INFORMATION FROM A VARIETY OF SOURCES. OUR RESEARCH INCLUDED INFORMATION FROM EXPERTS AND COMMUNITY MEMBERS, INCLUDING PEOPLE WHOS PERSPECTIVES ARE OFTEN UNDER-REPRESENTED.-COMMUNITY HEALTH SURVEY: A TELEPHONE-BASED SURVEY OF 400 CONSUMERS COMMISSIONED BY THE MILWAUKEE HEALTH CARE PARTNERSHIP (WWW.MKEHCP.ORG), OF WHICH PROHEALTH CARE IS A MEMBER. THE FULL REPORT OF THIS SURVEY CAN BE FOUND AT PROHEALTHCARE.ORG-IN-PERSON INTERVIEWS WITH COMMUNITY LEADERS: MORE THAN 50 INTERVIEWS WERE CONDUCTED WITH LEADERS OF VARIOUS NON-PROFIT ORGANIZATIONS, SCHOOLS, CIVIC AND BUSINESS LEADERS -COMMUNITY FEEDBACK: TWO INTERACTIVE FEEDBACK SESSIONS WITH HOSPITAL ADVOCATES (COMMUNITY MEMBERS) WERE CONDUCTED. THE ADVOCATES REVIEWED PERTINENT DATA AND 'VOTED' ON THEIR TOP CONCERNS FOR OUR COMMUNITY.-COMPILATION OF "SECONDARY DATA" USING A VARIETY OF SOURCES, INFORMATION WAS GATHERED, INCLUDING:-HEALTH STATISTICS SUCH AS LEADING CAUSES OF ILLNESS, DEATH AND DISABILITY-SAFETY STATISTICS SUCH AS CRIME RATES -SOCIO-ECONOMIC INDICATORS SUCH AS AVERAGE INCOMES, EDUCATION LEVELS, EMPLOYMENT RATES AND HOUSING
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 5: SEE PART V, SECTION B, LINE 3J DISCLOSURESUMMARY DATA AND A REVIEW OF MAJOR ISSUES WAS PRESENTED TO THE HOSPITAL ADVOCATES COMMITTEE. EACH COMMITTEE MEMBER PROVIDED FEEDBACK VIA A 'VOTING' METHODOLOGY. THIS FEEDBACK, ALONG WITH THE DATA FROM THE CONSUMER TELEPHONE SURVEY AND KEY INFORMANT INTERVIEWS SERVED AS ADVISORY RECOMMENDATIONS WHEN OUR PROHEALTH COMMUNITY BENEFIT COMMITTEE MADE THEIR PRIORITY DECISIONS USING IDENTIFIED CRITERIA IN A TWO-STEP NARROWING PROCESS. OUR NINE MEMBER COMMUNITY BENEFIT COMMITTEE IS A BOARD-LEVEL GROUP OF GOVERNMENTAL, COMMUNITY AND BUSINESS LEADERS IN OUR SERVICE AREA AND ARE RESPONSIBLE FOR OVERSIGHT OF OUR CHNA.
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 6a: OCONOMOWOC MEMORIAL HOSPITAL AND REHABILITATION HOSPITAL OF WISCONSIN LLC
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 7d: THE CHNA, WHICH INCLUDES THE IMPLEMENTATION STRATEGY, IS AVAILABLE AT WWW.PROHEALTHCARE.ORG/ABOUT-US-COMMUNITY-BENEFIT.ASPX AND TO COMMUNITY MEMBERS UPON REQUEST.
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 11: WE HAVE A COMPREHENSIVE IMPLEMENTATION/ACTION PLAN FOR EACH OF THE DEFINED PRIORITY AREAS. PROGRESS AND OUTCOMES FOR INDIVIDUAL TACTICS WITHIN THAT PLAN ARE MONITORED AND PRESENTED TO THE COMMUNITY BENEFIT COMMITTEE ON A QUARTERLY BASIS. WE FOUND THAT MANY NEEDS INTERSECTED WITH OTHER IDENTIFIED PRIORITIES (FOR EXAMPLE NEEDS OF THE ELDERLY, CHRONIC CONDITIONS AND THE LACK OF PHYSICAL ACTIVITY) AND AIMED TO DEVELOP STRATEGIES THAT ADDRESSED MULTIPLE ISSUES. NEEDS THAT WERE FOUND TO BE SIGNIFICANT BUT ARE NOT SPECIFICALLY ADDRESSED IN OUR CHNA PLAN ARE AT LEAST PARTIALLY ADDRESSED IN OUR ONGOING ACTIVITIES (E.G. ACCESS IS ADDRESS VIA OUR PARTNERSHIP/SUPPORT OF OUR LOCAL FQHC) OR ARE BEING ADDRESSED COLLABORATIVELY WITH COUNTY-WIDE INITIATIVES FOR WHICH WE ARE STRONG PARTNERS AND CONTRIBUTORS (E.G. WAUKESHA COUNTY CHIPP AND THRIVING WAUKESHA COUNTY). SEE PART VI LINE 2 FOR FURTHER DISCUSSION OF THE PRIORITY NEEDS IDENTIFIED.THE CHNA WAS COMPLETED AND APPROVED AT THE MAY 25, 2016 BOARD MEETING, DUE TO SOFTWARE LIMITATIONS A DATE OF 2015 HAS BEEN INCLUDED AS THE CHNA COMPLETION DATE.
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 13b: The hospital provides charity care or reduced cost care for a variety of patients in need. Some of these patients in need may technically have income in excess of minimum federal poverty guidelines. For additional details on the criteria used by the hospital facility to determine eligibility, please refer to the Financial Assistance Policy available on the hospital's website at: www.prohealthcare.org/patient-guest-services-billing-and-insurance.aspx
REHABILITATION HOSPITAL OF WISCONSIN LLC	Part V, Section B, Line 13b: The hospital provides charity care or reduced cost care for a variety of patients in need. Some of these patients in need may technically have income in excess of minimum federal poverty guidelines. For additional details on the criteria used by the hospital facility to determine eligibility, please refer to the Financial Assistance Policy available on the hospital's website at: www.prohealthcare.org/patient-guest-services-billing-and-insurance.aspx
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 13h: "THE FACILITY ALSO CONSIDERS THE FOLLOWING IN THE FINANCIAL ASSISTANCE POLICY: SIZE OF THE PATIENT'S FAMILY WILL BE DETERMINED BY THE NUMBER OF DEPENDENTS CLAIMED ON THE APPLICANT'S TAX RETURNS OR IDENTIFIED AS PART OF THE HOUSEHOLD, HOUSEHOLD INCOME WILL INCLUDE ALL INCOME FROM ANY SOURCE INCLUDING WAGES AND SALARIES AND OTHER SOURCES OF INCOME INCLUDING, BUT NOT LIMITED TO, THE FOLLOWING:-ALL PENSIONS FROM STATE, FEDERAL OR PRIVATE SOURCES-INCOME FROM ANNUITIES, IRAS, TSAS, 401(K)S-STOCKS, OR BONDS-VETERANS BENEFITS-SOCIAL SECURITY PAYMENTS-REGULARLY RECEIVED INSURANCE CHECKS SUCH AS UNEMPLOYMENT BENEFITS AND WORKMAN'S COMPENSATION-ALIMONY/CHILD SUPPORT-RETURNS ON INVESTMENTS/NET RENTS AND NET PROFITS FROM BUSINESS
WAUKESHA MEMORIAL HOSPITAL, INC	Part V, Section B, Line 16i: REFERENCE TO THE FINANCIAL ASSISTANCE POLICY IS AVAILABLE ON THE BACK ALL PATIENT STATEMENTS. ALSO THROUGH CUSTOMER RELATIONS VERBAL REMINDER OF THE FINANCIAL ASSISTANCE POLICY ARE PROVIDED WHEN DISCUSSING OPEN BALANCES.
REHABILITATION HOSPITAL OF WISCONSIN LLC	Part V, Section B, Line 16i: Notified patients of financial assistance policy and offered application if patient or family member expressed financial hardship.
REHABILITATION HOSPITAL OF WISCONSIN LLC	Part V, Section B, Line 22d: THE HOSPITAL HAS NEVER HAD AN EMERGENCY CARE SITUATION REQUIRING THE DETERMINATION OF AN AMOUNT TO BE BILLED FOR SERVICES TO A PATIENT IN THESE CIRCUMSTANCES. IF SUCH A CASE ARISES, THE HOSPITAL WILL CONSULT WITH WAUKESHA MEMORIAL HOSPITAL TO DETERMINE APPROPRIATE EMERGENCY CARE CHARGES AND THEN APPLY PROCEDURES ACCORDING TO CHARITY CARE AND PRIVATE PAY DISCOUNT POLICIES IF THE PATIENT IS ELIGIBLE.

Schedule H (Form 990) 2015

Page 8

Part VFacility Information (continued)

Section D. Other Health Care Facilities That Are Not Licensed, Registered, or Similarly Recognized as a Hospital Facility (list in order of size, from largest to smallest) How many non-hospital health care facilities did the organization operate during the tax year?3
Name and address		Type of Facility (describe)
1	1 - REHAB HOSPITAL OF WI OUTPATIENT CLINIC 1625 COLDWATER CREEK DRIVE WAUKESHA,WI53188	OUTPATIENT REHABILATION CLINIC
2	2 - PROHEALTH ALIGNED LLC 1111 DELAFIELD ST SUITE 100 WAUKESHA,WI53188	AMBULATORY SURGERY CENTER
3	3 - THE ORTHOPEDIC SURGERY CENTER LLC W238 N 1610 BUSSE ROAD SUITE 100 WAUKESHA,WI53188	ORTHOPEDIC SURGERY CENTER
4
5
6
7
8
9
10

Schedule H (Form 990) 2015

Page 9

Part VI

Supplemental Information

Provide the following information.

1	Required descriptions. Provide the descriptions required for Part I, lines 3c, 6a, and 7; Part II and Part III, lines 2, 3, 4, 8 and 9b.
2	Needs assessment. Describe how the organization assesses the health care needs of the communities it serves, in addition to any CHNAs reported in Part V, Section B.
3	Patient education of eligibility for assistance. Describe how the organization informs and educates patients and persons who may be billed for patient care about their eligibility for assistance under federal, state, or local government programs or under the organization’s financial assistance policy.
4	Community information. Describe the community the organization serves, taking into account the geographic area and demographic constituents it serves.
5	Promotion of community health. Provide any other information important to describing how the organization’s hospital facilities or other health care facilities further its exempt purpose by promoting the health of the community (e.g., open medical staff, community board, use of surplus funds, etc.).
6	Affiliated health care system. If the organization is part of an affiliated health care system, describe the respective roles of the organization and its affiliates in promoting the health of the communities served.
7	State filing of community benefit report. If applicable, identify all states with which the organization, or a related organization, files a community benefit report.

Form and Line Reference	Explanation
Part I, Line 3c:	N/A
Part I, Line 6a:	A COMMUNITY BENEFIT REPORT IS COMPLETED BY PROHEALTH CARE, INC. (EIN 39-1486873), THE SOLE CORPORATE MEMBER OF THE ORGANIZATION.
Part I, Line 7:	THE COST-TO-CHARGE RATIO WAS USED TO CALCULATE AMOUNTS ON LINES 7A-7D. THIS WAS CALCULATED BY USING WORKSHEET 2 OF THE SCHEDULE H INSTRUCTIONS. THE HOSPITAL'S FINANCIAL COST REPORTING SYSTEM WAS USED TO CALCULATE THE AMOUNTS ON LINES 7E-7I
Part I, Line 7g:	N/A
Part I, Ln 7 Col(f):	$9,618,062 OF BAD DEBT EXPENSES FROM WAUKESHA MEMORIAL HOSPITAL, INC. WAS INCLUDED ON FORM 990, PART, IX, LINE 25. ADDITIONALLY, THERE WAS BAD DEBT EXPENSE OF $150,463 RELATED TO REHABILITATION HOSPITAL OF WISCONSIN, LLC. BOTH AMOUNTS WERE SUBTRACTED FOR PURPOSES OF CALCULATING THE PERCENTAGE.
Part II, Community Building Activities:	WAUKESHA MEMORIAL HOSPITAL HAS FOSTERED A WIDE VARIETY OF PARTNERSHIPS WITH NUMEROUS AGENCIES AND INITIATIVES THAT BENEFIT OUR ENTIRE COMMUNITY BEYOND THOSE THAT ARE DIRECTLY ASSOCIATED WITH HEALTH. OUR EFFORTS TO HELP BUILD A SAFE AND VIBRANT COMMUNITY ARE IN SOME WAYS, JUST AS IMPORTANT AS OUR TREMENDOUS EFFORTS TO IMPROVE COMMUNITY HEALTH. WE BELIEVE COMMUNITY BUILDING IS ABOUT NEIGHBORHOODS AND ONE EXAMPLE OF THAT IS OUR SUPPORT OF LOCAL NEIGHBORHOOD GROUPS THAT ADDRESS SAFETY, PROPERTY APPEARANCE AND CONNECTIVITY OF RESIDENTS. WE PROVIDE FUNDING FOR BEAUTIFICATION AND THE CLEANUP OF COMMON PROPERTIES AND STREETS, AS WELL AS THE LAND, EXPERTISE AND RESOURCES FOR COMMUNITY RAIN AND CROP GARDENS. AS PART OF OUR LEADERSHIP VOLUNTEERISM PROGRAM, WE PROVIDE ASSISTANCE AT LOCAL LIBRARIES AND LITERACY PROGRAMS, AND HAVE A STRONG PRESENCE FOR NEIGHBORHOOD SAFETY INITIATIVES. INVOLVEMENT WITH YOUTH IS A YEAR-ROUND FOCUS AS WE ASSEMBLE AND DISTRIBUTE BACK-PACKS TO LOW INCOME CHILDREN, MAKING SURE THEIR SCHOOL YEAR GETS OFF TO A GOOD START AND WE VOLUNTEER AT LOCAL HIGH SCHOOLS FOR HEALTH CAREER AWARENESS AND "SAFE PROM/GRADUATION" EVENTS. WE ARE THE MAJOR SPONSOR OF "LEADERSHIP WAUKESHA", A PROGRAM THAT FOCUSES ON THE DEVELOPMENT OF EMERGING LEADERS IN OUR COUNTY. WE SUPPORT HOMELESS SHELTERS, ARE ACTIVE MEMBERS OF THE HOUSING ACTION COALITION/CONTINUUM OF CARE AND THE COUNTY'S HISPANIC COLLABORATIVE NETWORK. WE ARE TREMENDOUSLY PROUD OF OUR WORK WITH EASTER SEALS AND THE WISCONSIN DEPARTMENT OF WORKFORCE DEVELOPMENT, SERVING AS WAUKESHA COUNTY'S ONLY SITE FOR PROJECT SEARCH, A WORKFORCE TRAINING PROGRAM FOR DEVELOPMENTALLY/PHYSICALLY DISABLED INDIVIDUALS.
Part III, Line 4:	BAD DEBT EXPENSE FOOTNOTE FOR WAUKESHA MEMORIAL HOSPITAL, INC: AN ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS IS ESTABLISHED ON AN AGGREGATE BASIS BY USING HISTORICAL WRITE-OFF RATE FACTORS APPLIED TO UNPAID ACCOUNTS BASED ON AGING. LOSS RATE FACTORS ARE BASED ON HISTORICAL LOSS EXPERIENCE AND ARE ADJUSTED FOR ECONOMIC CONDITIONS AND OTHER TRENDS AFFECTING THE HOSPITAL'S ABILITY TO COLLECT OUTSTANDING AMOUNTS. UNCOLLECTIBLE AMOUNTS ARE WRITTEN OFF AGAINST THE ALLOWANCE FOR DOUBTFUL ACCOUNTS IN THE PERIOD THEY ARE DETERMINED TO BE UNCOLLECTIBLE. THE BAD DEBT COST WAS REVIEWED BY THE HOSPITAL'S REVENUE CYCLE TEAM AND THE AMOUNT OF BAD DEBT ESTIMATED TO BE ATTRIBUTABLE TO PATIENTS WHO WOULD HAVE QUALIFIED UNDER OUR FINANCIAL ASSISTANCE PROGRAM IS 30% OF TOTAL BAD DEBTS.THE AMOUNT OF BAD DEBT EXPENSE REPORTED ON PART III LINE 2 IS THE BAD DEBT EXPENSE REPORTED ON FORM 990 PART IX FOR WAUKESHA MEMORIAL HOSPITAL PLUS ITS SHARE OF THE BAD DEBT EXPENSE OF REHABILITATION HOSPITAL OF WISCONSIN LLC.BAD DEBT EXPENSE FOOTNOTE FOR REHABILITATION HOSPITAL OF WISCONSIN LLC:ACCOUNTS RECEIVABLE PRIMARILY CONSIST OF AMOUNTS DUE FROM THIRD-PARTY PAYORS AND PATIENTS. THE HOSPITAL'S ABILITY TO COLLECT OUTSTANDING RECEIVABLES IS CRITICAL TO ITS RESULTS OF OPERATIONS AND CASH FLOWS. TO PROVIDE FOR ACCOUNTS RECEIVABLE THAT COULD BECOME UNCOLLECTIBLE IN THE FUTURE, THE HOSPITAL ESTABLISHES AN ALLOWANCE FOR DOUBTFUL ACCOUNTS TO REDUCE THE CARRYING VALUE OF SUCH RECEIVABLES TO THEIR ESTIMATED NET REALIZABLE VALUE. THE PRIMARY UNCERTAINTY OF SUCH ALLOWANCES LIES WITH UNINSURED PATIENT RECEIVABLES AND DEDUCTIBLES, CO-PAYMENTS OR OTHER AMOUNTS DUE FROM INDIVIDUAL PATIENTS. THE HOSPITAL'S POLICY TO RECORD AN ALLOWANCE FOR DOUBTFUL ACCOUNTS IS BASED UPON A PERCENTAGE OF NET RECEIVABLES BY AGE OF BALANCE AFTER DISCHARGE DATE.THE HOSPITAL HAS AN ESTABLISHED PROCESS TO DETERMINE THE ADEQUACY OF THE ALLOWANCE FOR DOUBTFUL ACCOUNTS THAT RELIES ON A NUMBER OF ANALYTICAL TOOLS AND BENCHMARKS TO ARRIVE AT A REASONABLE ALLOWANCE. NO SINGLE STATISTIC OR MEASUREMENT DETERMINES THE ADEQUACY OF THE ALLOWANCE FOR DOUBTFUL ACCOUNTS. SOME OF THE ANALYTICAL TOOLS THAT THE HOSPITAL UTILIZES INCLUDE, BUT ARE NOT LIMITED TO, HISTORICAL CASH COLLECTION EXPERIENCE, REVENUE TRENDS BY PAYOR CLASSIFICATION AND REVENUE DAYS IN ACCOUNTS RECEIVABLE. INDIVIDUAL PATIENT ACCOUNTS RECEIVABLE ARE WRITTEN OFF AFTER COLLECTION EFFORTS HAVE BEEN FOLLOWED IN ACCORDANCE WITH THE HOSPITAL'S POLICIES.BAD DEBT EXPENSE IS RECORDED FOR FINANCIAL STATEMENT PURPOSES BASED ON UNCOLLECTED REVENUE, BUT THE RELATED COST COULD BE DETERMINED BY APPLYING COST TO CHARGE RATIOS FROM THE MEDICARE COST REPORT. DISCOUNTS ARE RECORDED TO AN APPROPRIATE CONTRA REVENUE ACCOUNT INCLUDING CHARITY CARE WHEN APPLICABLE; PAYMENTS RECEIVED AFTER AN ACCOUNT HAS BEEN WRITTEN OFF WOULD DECREASE BAD DEBT EXPENSE. MOST OF THE PATIENTS FOR WHICH BAD DEBT EXPENSE IS RECORDED WOULD PROBABLY QUALIFY FOR SOME LEVEL OF FINANCIAL ASSISTANCE ACCORDING TO HOSPITAL POLICIES, BUT MANY CHOOSE NOT TO COMPLETE THE NECESSARY FINANCIAL ASSISTANCE APPLICATION SO THAT THIS CAN BE PROPERLY DETERMINED.
Part III, Line 8:	THE SHORTFALL ON LINE 7 SHOULD BE TREATED AS COMMUNITY BENEFIT. COSTING METHODOLOGY USED IS THE COST TO CHARGE RATIO AS REPORTED ON THE MEDICARE COST REPORT.
Part III, Line 9b:	PATIENTS THAT QUALIFY FOR FINANCIAL ASSISTANCE WILL HAVE A CHARITY DISCOUNT APPLIED TO THEIR BALANCES AT THE TIME OF BILLING. IF THIS RESULTS IN NO BALANCE DUE FORM THE PATIENT, THEN THE PATIENT WILL NOT RECEIVE A STATEMENT. IF A BALANCE REMAINS AFTER THE DISCOUNT PERCENTAGE IS APPLIED, THE PATIENT WILL RECEIVE A STATEMENT FOR THE BALANCE DUE. THE STATEMENT CYCLE IS CONSISTENT FOR ALL PATIENTS.
Part VI, Line 2:	COMMUNITY NEEDS ARE IDENTIFIED BASED UPON A REVIEW OF STATE, COUNTY AND COMMUNITY HEALTH DATA AND ASSESSMENTS. THIS INCLUDES SUCH DOCUMENTS AS: THE STATE HEALTH PLAN, THE COUNTY HEALTH REPORT CARD, THE WAUKESHA COMMUNITY HEALTH SURVEY, THE HEALTHY PEOPLE 2020 PLAN AND VARIOUS OTHER ASSESSMENTS, SUCH AS THE YOUTH BEHAVIORAL RISK SURVEYS, UNITED WAY/UNIVERSITY OF WISCONSIN SURVEY OF WAUKESHA COUNTY. WE ANALYZE THE DATA, IDENTIFY THE PRESSING NEEDS, AND PROACTIVELY PLAN AND IMPLEMENT COMMUNITY BENEFIT INITIATIVES TO ADDRESS THESE NEEDS. ADDITIONALLY, WE HAVE ACTIVELY PARTNERED WITH OUR COUNTY HEALTH DEPARTMENT IN THEIR COMMUNITY HEALTH IMPROVEMENT PLAN AND PROCESS (CHIPP) ASSESSMENT AND SPEARHEADED A NUMBER OF COUNTY-WIDE IMPLEMENTATION STRATEGIES. THE MOST RECENT NEEDS ASSESSMENT WAS COMPLETED IN MAY 2016 AND THE IMPLEMENTATION PLAN WAS ADOPTED IN JUNE 2016. WE ALSO SHARE IN PARTNERSHIP WITH THE CHNA IMPLEMENTATION PLANS FOR THE REHABILITATION HOSPITAL OF WISCONSIN. THROUGH DATA ANALYSIS AND COMMUNITY DISCUSSION, WE SAW A NUMBER OF OVER-ARCHING THEMES THAT PROMPTED US TO CHOOSE THE FOLLOWING PRIORITY AREAS:PRIORITY AREA:NEEDS OF THE ELDERLYCORRELATED COMMUNITY HEALTH NEED: -MENTAL HEALTH ISSUES INCLUDING DEPRESSION, DEMENTIA AND ALZHEIMER'S DISEASE-AODA ISSUES (ALCOHOL AND OTHER DRUGS) ADVERSE EFFECTS FROM POLYPHARMACY-PREVALENCE OF CHRONIC CONDITIONS-ACCIDENTAL INJURY-SOCIAL VULNERABILITY AND ISOLATION-OBESITY-ACCESS: SCARCITY OF PROVIDERS SPECIALIZING IN GERONTOLOGYPRIORITY AREA: ALCOHOL AND OTHER DRUGSCORRELATED COMMUNITY HEALTH NEED:-BINGE DRINKING-PRESCRIPTION DRUG OVERDOSE/MISUSE-HEROIN AND OPIOID DEATHS/HOSPITALIZATIONS-ACCESS: SCARCITY OF PROVIDERSPRIORITY AREA:MENTAL HEALTHCORRELATED COMMUNITY HEALTH NEED:-SUICIDE RATE-ALZHEIMER'S DISEASE-DEPRESSION-ACCESS: SCARCITY OF PROVIDERSPRIORITY AREA:CHRONIC DISEASECORRELATED COMMUNITY HEALTH NEED: -CARDIOVASCULAR DISEASE-CANCER-DIABETES-OBESITY-ALZHEIMER'S DISEASE-OTHERSFOR MORE INFORMATION, PLEASE GO TO HTTP://WWW.PROHEALTHCARE.ORG/ABOUT-US-COMMUNITY-BENEFIT.ASPX
Part VI, Line 3:	EVERY PATIENT WITH A SELF PAY BALANCE RECEIVES A STATEMENT WHICH CONVEYS THE AVAILABILITY OF COMMUNITY (CHARITY) CARE AND A CONTACT NUMBER FOR FURTHER INFORMATION. PATIENTS THAT ARE UNINSURED RECEIVE AN UNINSURED DISCOUNT WHICH IS LISTED ON THE FIRST STATEMENT THAT THEY RECEIVE. PATIENTS RECEIVE A TOTAL OF FOUR STATEMENTS. EACH STATEMENT CONTAINS VERBIAGE REFERENCING THE HOSPITAL'S COMMUNITY CARE PROGRAM AND A CONTACT NUMBER FOR FURTHER INFORMATION. IF SOMEONE HAS BEEN FOUND ELIGIBLE FOR SOME LEVEL OF CHARITY CARE, THE ELIGIBILITY PERIOD IS THREE MONTHS SO ANY SUBSEQUENT ACCOUNTS DURING THAT TIMEFRAME WOULD BE DISCOUNTED AT WHATEVER LEVEL OF CHARITY CARE THE PATIENT IS DEEMED ELIGIBLE. PATIENTS MAY REAPPLY FOR COMMUNITY CARE WHEN THEIR ELIGIBILITY PERIOD HAS EXPIRED. SELF PAY PATIENTS MAY ALSO BE INFORMED OF THE HOSPITAL'S COMMUNITY CARE PROGRAM WHILE THEY ARE INPATIENTS. SOCIAL WORK AND/OR THE BUSINESS OFFICE MAY MAKE CONTACT WITH THESE PATIENTS DURING THEIR STAY TO INFORM THEM OF THE COMMUNITY CARE PROGRAM AND ASSIST THEM WITH COMPLETION OF THE APPLICATION.INFORMATION IS AVAILABLE AT REGISTRATION AREAS RELATED TO OUR COMMUNITY CARE PROGRAM. THIS INFORMATION CONTAINS CONTACT INFORMATION FOR THE HOSPITAL'S CENTRAL BUSINESS OFFICE WHERE PATIENTS CAN RECEIVE ASSISTANCE IN OBTAINING AND COMPLETING APPLICATIONS.
Part VI, Line 4:	PROHEALTH CARE SERVES ABOUT 285,000 PEOPLE EACH YEAR IN WAUKESHA COUNTY AND PORTIONS OF SURROUNDING COUNTIES. IN EVERY FEDERAL POPULATION CENSUS, WAUKESHA COUNTY HAS RECORDED AN INCREASE IN POPULATION. SINCE 1950, THE POPULATION GREW FROM 85,901 TO OVER 390,000. WAUKESHA COUNTY HAS AN AGING POPULATION WITH 15.9% OVER THE AGE OF 65 AND A MEDIAN AGE OF 43.1 YEARS WHICH FAR SURPASSES STATE AVERAGES AND IS THE HIGHEST MEDIAN AGE OF PEER COUNTIES. THE RATE OF RETIREMENT IS LIKELY TO SURPASS THE RATE OF ENTRY INTO THE WORKFORCE BETWEEN 2015 AND 2020. THE RACIAL MAKEUP OF THE WAUKESHA COUNTY COMMUNITY IS AS FOLLOWS: WHITE 93.9%, HISPANIC OR LATINO 4.5%, ASIAN 3.1%, BLACK 1.4%. MEDIAN HOUSEHOLD INCOME IS $75850, WITH 5.8% OF PEOPLE LIVING BELOW THE POVERTY LEVEL. THE LARGEST POCKET OF THOSE LIVING IN POVERTY IS IN THE URBAN ENVIRONMENT OF THE CITY OF WAUKESHA WITH A RATE OF 11.70%. UNEMPLOYMENT IN WAUKESHA COUNTY STOOD AT 3.1% IN OCTOBER, 2015. WAUKESHA COUNTY IS LARGE (580 SQUARE MILES) AND DIVERSE, INCLUDING URBAN, SUBURBAN AND RURAL AREAS. THE PRESENCE OF SOME HIGH INCOME COMMUNITIES IN WAUKESHA COUNTY OFTEN GIVES A MISTAKEN IMPRESSION OF OVERALL WEALTH. OFTEN OVERLOOKED IS A GROWING POPULATION OF LOW INCOME, NON-ENGLISH SPEAKING, VULNERABLE AND MARGINALIZED CITIZENS WHO FACE ENORMOUS ODDS IN ACCESSING HEALTH CARE. THE WAUKESHA COUNTY MEDICAID POPULATION HAS NEARLY TRIPLED IN 10 YEARS, AND NOW REPRESENTS 8.33% OF THE POPULATION. BETWEEN 2000 AND 2010, THE LATINO/A POPULATION IN WAUKESHA COUNTY GREW BY 6,620 RESIDENTS. DOWNTOWN WAUKESHA WAS DECLARED A "MEDICALLY UNDERSERVED" AREA AND A "HEALTH-PROFESSIONAL SHORTAGE AREA" BY THE FEDERAL GOVERNMENT IN 2008. AS AN UNDERSERVED AREA, MEDICAL OPTIONS FOR INDIVIDUALS, PARTICULARLY THOSE WITHOUT HEALTH INSURANCE OR WITH PUBLIC INSURANCE, ARE SEVERELY LIMITED BECAUSE PRIVATE SERVICE PROVIDERS OFTEN REFUSE TO CARE FOR THESE INDIVIDUALS. CONSEQUENTLY, PROHEALTH CARE EMBARKED ON A FUND-RAISING INITIATIVE TO SUPPORT THE FORMATION OF AN FEDERALLY QUALIFIED HEALTH CENTER (FQHC) IN DOWNTOWN WAUKESHA. THAT HEALTH CENTER OPENED IN LATE 2012 AND IS FINANCIALLY SUPPORTED BY PROHEALTH CARE.
Part VI, Line 5:	WAUKESHA MEMORIAL HOSPITAL IS GOVERNED BY A COMMUNITY BOARD. WE ARE PROUD OF THE NUMEROUS AND STRONG PARTNERSHIPS WE HAVE FORMED WITH A WIDE VARIETY OF NOT-FOR-PROFIT HEALTH AND HUMAN SERVICES AGENCIES AS WE WORK TOGETHER TO FORGE A STRONGER, HEALTHIER COMMUNITY. WE ARE ACTIVELY INVOLVED WITH PROGRAMMING, BOARD OVERSIGHT AND ONGOING FINANCIAL SUPPORT OF THE WAUKESHA COMMUNITY HEALTH CENTER, THE ONLY FEDERALLY-QUALIFIED HEALTH CENTER IN OUR AREA. WE ALSO PROVIDE FINANCIAL SUPPORT AS WELL AS IN-KIND SUPPORT TO TWO FREE CLINICS SERVING OUR AREA. WE WERE INSTRUMENTAL IN FORMING SEVERAL KEY AGENCIES DESIGNED TO MEET AN URGENT COMMUNITY NEED. FOR EXAMPLE, THROUGH OUR LEADERSHIP AND SUPPORT, THE WAUKESHA COUNTY COMMUNITY DENTAL CLINIC WAS FORMED AND WE HAVE PROVIDED ONGOING FINANCIAL SUPPORT AND PROVIDED CLINICAL AND OFFICE SPACE SO THIS AGENCY CAN CARRY OUT ITS MISSION. THE SAME IS TRUE FOR SAFE BABIES HEALTHY FAMILIES (PROVIDING SERVICES FOR AT RISK PREGNANT WOMEN AND THEIR CHILDREN) AND STILLWATERS CANCER SUPPORT SERVICES. WE PROVIDE SPACE AND CLINICAL EXPERTISE TO THE LOCAL 'MEALS ON WHEELS' PROGRAM, SERVING AT-RISK ELDERLY AND DISABLED INDIVIDUALS. SEVERAL OF OUR STAFF ARE ACTIVELY INVOLVED WITH THE HEALTH DEPARTMENT'S CHIPP AND SERVE ON A VARIETY OF COMMITTEES FOR THE AREA'S DEPARTMENT OF HEALTH AND HUMAN SERVICES. WE HOST COMMUNITY-WIDE HEALTH FAIRS OFFERING A WIDE VARIETY OF FREE SCREENINGS AND OFFER AN ONGOING AND IMPRESSIVE MENU OF FREE COMMUNITY EDUCATION CLASSES (INCLUDING EVIDENCE-BASED SELF-HELP WORKSHOPS). PROHEALTH CARE REACHES OUT INTO OUR COMMUNITY TO MEET THE NEEDS OF ITS RESIDENTS. FROM THE ALZHEIMER'S ASSOCIATION TO WAUKESHA DRUG FREE COMMUNITIES, AND DOZENS OF AGENCIES IN BETWEEN, PROHEALTH CARE IS THERE, PROVIDING VOLUNTEERS, FINANCIAL SUPPORT AND PARTNERSHIPS THAT HELP TO IMPROVE THE HEALTH OF OUR COMMUNITY.
Part VI, Line 6:	OUR HOSPITAL IS A MEMBER OF THE PROHEALTH CARE HEALTH SYSTEM WHICH SERVES AS OUR PARENT COMPANY. WHILE COMMUNITY BENEFIT RESPONSIBILITIES RESIDE WITH OUR HOSPITAL BOARD, THE PARENT COMPANY PLAYS A KEY ROLE IN COORDINATING COMMUNITY NEEDS ASSESSMENTS, COMMUNITY BENEFIT PROGRAM PLANNING, AND EVALUATION.A DESCRIPTION OF EACH AFFILIATES ROLE IN PROMOTING HEALTH WITHIN THE COMMUNITIES SERVED IS AS FOLLOWS:PROHEALTH CARE, INC. - HELPS TO MANAGE THE HOSPITALS TO ENSURE THEY CAN PROMOTE HEALTH AND WELLNESS WITHIN THE COMMUNITY.NATIONAL REGENCY OF NEW BERLIN, INC. - OWNS AND OPERATES SENIOR LIVING CENTERS AS A MEANS TO PROMOTE HEALTH WITHIN THE COMMUNITY.PROHEALTH HOME CARE, INC. - PROVIDES HOSPICE AND HOME HEALTH CARE SERVICES AS A MEANS TO PROMOTE HEALTH WITHIN THE COMMUNITY.PROHEALTH CARE FOUNDATION, INC. - SUPPORTS THE CHARITABLE MISSION OF WAUKESHA MEMORIAL HOSPITAL AND OCONOMOWOC MEMORIAL HOSPITAL SO THAT IT MAY PROVIDE HEALTH SERVICES WITHIN THE COMMUNITY.PROHEALTH CARE MEDICAL ASSOCIATES, INC. - PHCMA OPERATES VARIOUS CLINIC AND URGENT CARE LOCATIONS THROUGHOUT WAUKESHA COUNTY AND THE SURROUNDING COMMUNITIES. PHCMA FULFILLS ITS EXEMPT PURPOSE BY PROVIDING CARE AND SERVICES TO ALL PATIENTS REGARDLESS OF INSURANCE OR ABILITY TO PAY. PHCMA PROVIDED 448,425 CLINIC VISITS DURING THE FISCAL YEAR ENDED SEPTEMBER 30, 2016.OCONOMOWOC MEMORIAL HOSPITAL, INC. - PROVIDES CARE AND SERVICES TO ALL PATIENTS REGARDLESS OF INSURANCE OR ABILITY TO PAY. OCONOMOWOC MEMORIAL HOSPITAL ALSO USES ITS RESOURCES TO ADDRESS VARIOUS COMMUNITY NEEDS. OCONOMOWOC MEMORIAL HOSPITAL PROVIDED APPROXIMATELY 8,453 DAYS OF INPATIENT CARE AND APPROXIMATELY 69,192 OUTPATIENT VISITS DURING THE FISCAL YEAR ENDED SEPTEMBER 30, 2016.
Part VI, Line 7, Reports Filed With States	WI

Schedule H (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
WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number
39-0910727

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) PROHEALTH CARE INC
N17 W24100 RIVERWOOD DR STE 200
WAUKESHA,WI531881131

39-1486873

501(C)(3)

25,020,000

N/A

TO ASSIST PROHEALTH CARE, INC. IN ITS CHARITABLE MISSION.

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)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2, Part III, column (b), and any other additional information.

Return Reference	Explanation
Part I, Line 2:	ALL GRANTS ARE APPROVED AND PROCESSED BY THE ORGANIZATION'S MANAGEMENT.

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

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

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 .........

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? ..

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?

Yes

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

Yes

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

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)
1SUSAN EDWARDSCEO - PHC	(i) (ii)	0 ------------- 834,529	0 ------------- 378,233	0 ------------- 0	0 ------------- 785,033	0 ------------- 22,462	0 ------------- 2,020,257	0 ------------- 0
2RONALD FARRCFO - PHC	(i) (ii)	0 ------------- 441,567	0 ------------- 158,695	0 ------------- 0	0 ------------- 76,005	0 ------------- 30,205	0 ------------- 706,472	0 ------------- 0
3JOHN ROBERTSTADPRES. PHC HOSPITAL DIV.	(i) (ii)	479,331 ------------- 0	198,112 ------------- 0	0 ------------- 0	42,535 ------------- 0	26,239 ------------- 0	746,217 ------------- 0	0 ------------- 0
4KENNETH PRICECHIEF ADMINISTRATIVE OFFICER	(i) (ii)	0 ------------- 278,772	0 ------------- 101,703	0 ------------- 0	0 ------------- 91,105	0 ------------- 29,951	0 ------------- 501,531	0 ------------- 0
5KARIN KULTGENVP MEDICAL AFFAIRS	(i) (ii)	264,364 ------------- 0	74,327 ------------- 0	0 ------------- 0	22,519 ------------- 0	20,818 ------------- 0	382,028 ------------- 0	0 ------------- 0
6JAMES GARDNERPRESIDENT - PHC HOSPITAL DIVISION	(i) (ii)	102,643 ------------- 95,700	0 ------------- 58,668	0 ------------- 0	5,202 ------------- 0	33,739 ------------- 0	141,584 ------------- 154,368	0 ------------- 0
7CHRISTOPHER WILLIAMSVP SUPPORT & DIAGNOSTICS	(i) (ii)	201,106 ------------- 0	65,928 ------------- 0	0 ------------- 0	5,381 ------------- 0	22,703 ------------- 0	295,118 ------------- 0	0 ------------- 0
8ERIC HENDEECHIEF PHYSICIST	(i) (ii)	205,699 ------------- 0	711 ------------- 0	0 ------------- 0	14,429 ------------- 0	29,254 ------------- 0	250,093 ------------- 0	0 ------------- 0
9JOHN MAYVP - AMBULATORY	(i) (ii)	247,569 ------------- 0	80,630 ------------- 0	0 ------------- 0	12,000 ------------- 0	25,683 ------------- 0	365,882 ------------- 0	0 ------------- 0
10VERNA SEITZVP & CHIEF NURSING EXECUTIVE	(i) (ii)	207,525 ------------- 0	66,873 ------------- 0	0 ------------- 0	10,024 ------------- 0	4,702 ------------- 0	289,124 ------------- 0	0 ------------- 0
11JULIET UGARTE HOPKINSVP MEDICAL AFFAIRS	(i) (ii)	188,850 ------------- 52,167	26,514 ------------- 0	0 ------------- 0	4,342 ------------- 0	31,441 ------------- 0	251,147 ------------- 52,167	0 ------------- 0

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 3	THIS ENTITY RELIED ON A RELATED ORGANIZATION THAT USED THE FOLLOWING METHODS TO ESTABLISH COMPENSATION FOR OFFICERS AND DIRECTORS: 1. COMPENSATION COMMITTEE 2. COMPENSATION STUDY 3. APPROVAL OF THE BOARD ANNUALLY APPROVING COMPENSATION AMOUNTS 4. INDEPENDENT COMPENSATION CONSULTANT
Part I, Line 4b	PROHEALTH CARE INC. (PHC) MAINTAINS TWO SUPPLEMENTAL RETIREMENT PLANS (SERPS) FOR A SELECT GROUP OF EXECUTIVES OF PHC AND ITS AFFILIATED ENTITIES. THESE SERPS ARE UNFUNDED, NONQUALIFIED DEFERRED COMPENSATION PLANS THAT ARE INTENDED TO COMPLY WITH SECTION 457(F) OF THE INTERNAL REVENUE CODE. BENEFITS UNDER THESE SERPS ARE TAXABLE TO THE PARTICIPATING EXECUTIVES WHEN SUCH AMOUNTS ARE VESTED.
Part I, Line 6	PRO HEALTH CARE HAS A LEADERSHIP INCENTIVE PROGRAM FOR LEADERS OF THE CORPORATION AND RELATED ORGANIZATIONS (COLLECTIVELY THE "SYSTEM"). THE PLAN RELATES FINANCIAL REWARD TO THE SYSTEM'S ACHIEVEMENT OF CERTAIN FINANCIAL AND NON-FINANCIAL OBJECTIVES. THE PRIMARY PURPOSE OF THE PLAN IS TO SUPPORT THE SYSTEM'S MISSION TO ACHIEVE CONTINUED GROWTH AND DEMONSTRATE VALUE THROUGH: (1) A SEAMLESS CONTINUUM OF PATIENT CENTERED CARE; (2) NATIONALLY RECOGNIZED OUTCOMES; (3) RESPONSIBLE AND EFFICIENT USE OF HEALTH CARE RESOURCES; AND (4) A FOCUS ON THE HEALTH OF OUR COMMUNITY.

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
WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number
39-0910727

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	WISCONSIN HEALTH & EDUCATIONAL FACILITIES	39-1337855	97710BB50	02-16-2011	32,039,358	CURRENT REFUND BONDS ISSUED 11/14/95 & CURRENT REFUND BONDS ISSUED 5/13/99.		X		X		X

Part II

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	22,984,696
2 Amount of bonds legally defeased ..............
3 Total proceeds of issue ..................	32,039,358
4 Gross proceeds in reserve funds .............
5 Capitalized interest from proceeds .............
6 Proceeds in refunding escrows ...............
7 Issuance costs from proceeds ...............	597,186
8 Credit enhancement from proceeds .............
9 Working capital expenditures from proceeds .............
10 Capital expenditures from proceeds .............
11 Other spent proceeds .............	31,442,172
12 Other unspent proceeds .............
13 Year of substantial completion .............	2001
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue? ....	X
15 Were the bonds issued as part of an advance refunding issue? .....		X
16 Has the final allocation of proceeds been made? ..........	X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	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
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............		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
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
c Are there any research agreements that may result in private business use of bond-financed property? .............		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?
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 ....	0 %
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 .........	0 %
6 Total of lines 4 and 5 .............	0 %
7 Does the bond issue meet the private security or payment test? ...		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
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

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
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X
b Exception to rebate? ........	X
c No rebate due? .........		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
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?		X
b Name of provider ..........
c Term of hedge .........
d Was the hedge superintegrated? ......
e Was the hedge terminated? ........

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
b Name of provider ..........
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...		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

Part VI

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

Return Reference	Explanation
PART I, A - COL. C	THE CUSIP # OF 97710BB50 ON FORM 8038 WAS NOT THE NUMBER ON THE BOND OF THE LATEST MATURITY. THE NUMBER FOR THE LATEST MATURITY IS CORRECTLY REPORTED ON SCHEDULE K.
PART I, A - COL. E	THE TOTAL ISSUE PRICE ON FORM 8038 IS $35,678,572.65. THE AMOUNT REPORTED ON SCHEDULE K IS ONLY THE AMOUNT OF THE ISSUE BENEFITING THE REPORTING ORGANIZATION.
PART II, A - LINE 3	SALE PROCEEDS OF ISSUE IN AMOUNT OF $32,039,358 PLUS ZERO INVESTMENT PROCEEDS.
PART II, A - LINE 6	PROCEEDS IN THE AMOUNT OF $31,442,172.63 ALLOCABLE TO REPORTING ORGANIZATION DEPOSITED IN REFUNDING ESCROWS ON 2/16/11; BALANCE ON 9/30/16 IS ZERO.
PART II, A - LINE 13	YEAR OF SUBSTANTIAL COMPLETION OF PROJECTS FINANCED WITH REFUNDED PRIOR BONDS ISSUED 11/14/95 WAS 1995 AND YEAR OF SUBSTANTIAL COMPLETION OF PROJECTS FINANCED WITH REFUNDED PRIOR BONDS ISSUED 5/13/99 WAS 2001.

Schedule K (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

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

Return Reference	Explanation
Form 990, Part VI, Section A, line 6	PROHEALTH CARE, INC. IS THE SOLE CORPORATE MEMBER.
Form 990, Part VI, Section A, line 7a	ACCORDING TO THE GOVERNING DOCUMENTS, THE BOARD OF THE FILING ORGANIZATION IS THE SAME AS THE BOARD OF THE SOLE CORPORATE MEMBER, PROHEALTH CARE, INC.
Form 990, Part VI, Section A, line 7b	PROHEALTH CARE, INC. HOLDS CERTAIN RESERVED POWERS OVER THE (NON-STOCK) CORPORATION, INCLUDING APPROVAL OF STRATEGIC PLANNING, ANNUAL OPERATING AND CAPITAL BUDGETS, BORROWING, TRANSFER, LEASE, PLEDGE OR SALE OF ASSETS.
Form 990, Part VI, Section B, line 11	AFTER THE FORM 990 WAS PREPARED BY THE ORGANIZATION'S TAX PREPARERS AND PRIOR TO FILING THE FORM 990, SELECT EXECUTIVE MEMBERS OF THE ORGANIZATION AND THE AUDIT & COMPLIANCE COMMITTEE PERFORMED A REVIEW. THEN THE ORGANIZATION'S TAX PREPARERS MADE A PRESENTATION TO THE AUDIT COMMITTEE, AND THE BOARD OF DIRECTORS WAS PROVIDED A COPY OF THE RETURN, WHICH WAS SUBSEQUENTLY FILED BY THE ORGANIZATION.
Form 990, Part VI, Section B, line 12c	ALL OFFICERS, VICE-PRESIDENTS, MANAGERS AND ABOVE, AS WELL AS BOARD MEMBERS ARE REQUIRED TO ANNUALLY COMPLETE A CONFLICT OF INTEREST FORM. ALL REPORTED POTENTIAL CONFLICTS OF INTEREST ARE TRACKED IN THE CORPORATE COMPLIANCE DEPARTMENT. THEY ARE REVIEWED AND ANY PERSON IDENTIFIED AS HAVING A POTENTIAL CONFLICT OF INTEREST IS GIVEN DIRECTION AS TO WHAT STEPS SHOULD BE TAKEN TO MITIGATE THE CONCERN. ALL EMPLOYEES ARE EDUCATED ANNUALLY. THE STEPS TAKEN WHEN A CONFLICT ARISES ARE AS FOLLOWS: FOR THE BOARD OF DIRECTORS, THE RESTRICTION IS NOT BEING ALLOWED TO PARTICIPATE IN DISCUSSION OR VOTING RELATED TO ANY DECISION WHERE THE BOARD MEMBER HAS BEEN DETERMINED TO HAVE A CONFLICT OF INTEREST. FOR LEADERS, RESEARCHERS, AND EMPLOYEES, RECOMMENDATIONS ARE MADE FROM COMPLIANCE MANAGER TO LEADERSHIP AND/OR HUMAN RESOURCES. RESTRICTIONS CAN RANGE FROM ANY OF THE FOLLOWING: DISCLOSING POTENTIAL CONFLICTS OF INTEREST TO PATIENTS; NOT BEING ABLE TO BE INVOLVED IN DISCUSSION OR DECISION MAKING ON SPECIFIC TOPICS; AND NOT BEING ABLE TO WORK AT PROHEALTH IN THE SPECIFIC ROLE WHERE THE REPORTED CONFLICT EXISTS. IF THE RECOMMENDATION IS CHALLENGED, THE MATTER GOES TO THE SENIOR EXECUTIVE TEAM FOR A DECISION.
Form 990, Part VI, Section B, line 15	AN INDEPENDENT, EXTERNAL COMPENSATION REVIEW IS CONDUCTED FOR THE POSITIONS OF CEO/PRESIDENT, EXECUTIVE DIRECTOR, VICE-PRESIDENT, SENIOR VICE-PRESIDENT AND ABOVE. THE RESULTS OF THE COMPENSATION REVIEW ARE PRESENTED TO THE BOARD'S EXECUTIVE COMMITTEE FOR APPROVAL. ANY MEMBER OF THE EXECUTIVE COMMITTEE WHOSE SALARY IS INCLUDED IN THE SALARY REVIEW IS RECUSED FROM THE APPROVAL PROCESS FOR HIS/HER SALARY APPROVAL. THIS PROCESS WAS LAST DONE IN 2016.
Form 990, Part VI, Section C, line 19	FINANCIAL STATEMENTS, GOVERNING DOCUMENTS & CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST.
FORM 990, PART VI, SECTION B, LINE 16B:	THE PROCESS IS TO HAVE ALL JOINT VENTURE ARRANGEMENTS REVIEWED BY THE LEGAL DEPARTMENT TO ENSURE IT MEETS ALL LEGAL REQUIREMENTS AND TO ENSURE THAT WAUKESHA MEMORIAL HOSPITAL, INC. MAY RETAIN ITS EXEMPT STATUS.
Form 990, Part IX, line 11g	PHYSICIAN FEES: Program service expenses 6,442,635. Management and general expenses 160,303. Fundraising expenses 0. Total expenses 6,602,938. PHMG PHYSICIAN SUBSIDY: Program service expenses 8,035,517. Management and general expenses 0. Fundraising expenses 0. Total expenses 8,035,517. LINEN SERVICES: Program service expenses 1,574,652. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,574,652. OUTSIDE SERVICES: Program service expenses 8,093,364. Management and general expenses 897,571. Fundraising expenses 0. Total expenses 8,990,935. PHC SERVICES: Program service expenses 77,425,155. Management and general expenses 8,114,397. Fundraising expenses 0. Total expenses 85,539,552. MAINTENANCE CONTRACTS: Program service expenses 12,885,021. Management and general expenses 0. Fundraising expenses 0. Total expenses 12,885,021. OUTSIDE PATIENT SERVICES: Program service expenses 756,791. Management and general expenses 0. Fundraising expenses 0. Total expenses 756,791. OUTSIDE SERVICES STRATEGIC: Program service expenses 373. Management and general expenses 0. Fundraising expenses 0. Total expenses 373.
Form 990, Part XI, line 9:	CHANGE IN FAIR VALUE OF INTEREST RATE SWAPS -2,339,460. CHANGE IN MINIMUM PENSION LIABILITY 9,845,726. INVESTMENT FUNDING TO RELATED ORGANIZATIONS -23,467,191. EQUITY TRANSFER FROM RELATED ORGANIZATIONS 8,763,000. OTHER CHANGES 155,750. TRANSFER TO PHC-PARENT -3,639,256.
FORM 990, PART XII, LINE 2C	THE AUDIT PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR.

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

WAUKESHA MEMORIAL HOSPITAL INC

Employer identification number

39-0910727

Part I

Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(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)OCONOMOWOC MEMORIAL HOSPITAL INC 791 SUMMIT AVENUE OCONOMOWOC,WI53066 39-0794174	HOSPITAL	WI	501(c)(3)	Line 3	PROHEALTH CARE INC	Yes
(2)PROHEALTH CARE FOUNDATION INC 725 AMERICAN AVENUE WAUKESHA,WI53188 39-1314542	CHARITABLE SUPPORT	WI	501(c)(3)	Line 7	PROHEALTH CARE INC	Yes
(3)PROHEALTH HOME CARE INC N17 W24100 RIVERWOOD DR SUITE 200 WAUKESHA,WI53188 20-0067392	HEALTHCARE	WI	501(c)(3)	Line 3	PROHEALTH CARE INC	Yes
(4)NATIONAL REGENCY OF NEW BERLIN INC N17 W24100 RIVERWOOD DR SUITE 200 WAUKESHA,WI53188 39-1077992	HEALTHCARE	WI	501(c)(3)	Line 9	PROHEALTH CARE INC	Yes
(5)PROHEALTH CARE INC N17 W24100 RIVERWOOD DR SUITE 200 WAUKESHA,WI53188 39-1486873	MANAGEMENT	WI	501(c)(3)	Line 11b, II	N/A		No
(6)PROHEALTH CARE MEDICAL ASSOCIATES INC n17 W24100 RIVERWOOD DR SUITE 200 wAUKESHA,WI53188 39-1083015	HEALTHCARE	WI	501(c)(3)	Line 3	PROHEALTH CARE INC	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) PROHEALTH ALIGNED LLC (DBA PROHEALTH CARE MORELAND SURGERY CENTER) 1111 DELAFIELD STREET STE 100 WAUKESHA,WI53188 26-3324572	SURGERY CENTER	WI	WAUKESHA MEMORIAL HOSPITAL INC	RELATED	1,090,532	3,047,512		No		Yes		50.000 %
(2) REHABILITATION HOSPITAL OF WISCONSIN LLC 1625 COLDWATER CREEK DRIVE WAUKESHA,WI53188 26-2332250	INPATIENT REHABILITATION	WI	WAUKESHA MEMORIAL HOSPITAL INC	RELATED	1,663,577	3,980,723		No		Yes		49.000 %
(3) THE ORTHOPEDIC SURGERY CENTER LLC W238 N1610 BUSSE ROAD WAUKESHA,WI53188 20-8356016	ORTHOPEDIC SURGICAL SERVICES	WI	WAUKESHA MEMORIAL HOSPITAL INC	RELATED	1,767,951	2,485,438		No		Yes		49.000 %
(4) PROHEALTH SOLUTIONS LLC 2000 PEWAUKEE RD SUITE C WAUKESHA,WI53188 27-3863494	ACCOUNTABLE CARE ORGANIZATION	WI	N/A
(5) LAKE COUNTRY ENDOSCOPY CENTER 1185 CORPORATE CENTER DR OCONOMOWOC,WI53066 26-1572986	ENDOSCOPY SERVICES	WI	N/A
(6) WAUKESHA IMAGING LLC N17 W24100 RIVERWOOD DR STE 200 WAUKESHA,WI53188 39-2036860	RADIOLOGY SERVICES	WI	N/A
(7) PHCOAW CO-MANAGEMENT COMPANY LLC N17 W24100 RIVERWOOD DR STE 200 WAUKESHA,WI53188 81-1823911	MANAGEMENT SERVICES	WI	N/A

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	(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) WAUKESHA HEALTH SYSTEM INC N17 W24100 RIVERWOOD DRIVE SUITE 20 WAUKESHA,WI53188 39-1507910	HEALTHCARE	WI	N/A	C				No
(2) EMPATHIA PACIFIC INC 31416 AGOURA RD STE 180 WESTLAKE VILLAGE,CA91361 95-3070501	HEALTHCARE	CA	N/A	C				No
(3) NATIONAL AVENUE DEVELOPMENT CORPORATION N17 W24100 RIVERWOOD DRIVE SUITE 20 WAUKESHA,WI53188 39-1417226	HEALTHCARE	WI	N/A	C				No
(4) EMPATHIA INC N17 W24100 RIVERWOOD DRIVE SUITE 20 WAUKESHA,WI53188 39-1567366	HEALTHCARE	WI	N/A	C				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) ............................

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

Yes

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

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

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

Yes

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) PROHEALTH CARE MEDICAL ASSOCIATES INC	A	1,979,819	Actual Amount Received
(2) REHABILITATION HOSPITAL OF WISCONSIN LLC	A	1,193,570	Actual Amount Received
(3) PROHEALTH CARE INC	B	23,425,604	Actual Amount Incurred
(4) PROHEALTH CARE FOUNDATION INC	C	1,300,561	Actual Amount Received
(5) WAUKESHA HEALTH SYSTEM INC	K	66,597	Actual Amount Incurred
(6) PROHEALTH CARE MEDICAL ASSOCIATES INC	K	559,363	Actual Amount Incurred
(7) NATIONAL REGENCY OF NEW BERLIN INC	K	269,505	Actual Amount Incurred
(8) REHABILITATION HOSPITAL OF WISCONSIN LLC	L	203,838	Actual Amount Received
(9) PROHEALTH CARE INC	M	85,539,551	Actual Amount Incurred
(10) WAUKESHA HEALTH SYSTEM INC	M	606,230	Actual Amount Incurred
(11) PROHEALTH SOLUTIONS LLC	M	694,260	Actual Amount Incurred
(12) PROHEALTH CARE MEDICAL ASSOCIATES INC	P	8,293,041	Actual Amount Incurred
(13) OCONOMOWOC MEMORIAL HOSPITAL INC	Q	2,806,154	Actual Amount Received
(14) WAUKESHA HEALTH SYSTEM INC	Q	237,269	Actual Amount Received
(15) PROHEALTH CARE MEDICAL ASSOCIATES INC	Q	4,139,622	Actual Amount Received
(16) PROHEALTH HOME CARE INC	Q	119,917	Actual Amount Received
(17) PROHEALTH CARE INC	R	27,106,447	Actual Amount Incurred
(18) WAUKESHA HEALTH SYSTEM INC	R	797,396	Actual Amount Incurred
(19) REHABILITATION HOSPITAL OF WISCONSIN LLC	S	1,943,591	Actual Amount Received
(20) OCONOMOWOC MEMORIAL HOSPITAL INC	S	780,000	Actual Amount Received
(21) PROHEALTH CARE INC	S	7,983,000	Actual Amount Received
(22) PROHEALTH ALIGNED LLC (DBA MSC)	S	729,250	Actual Amount Received
(23) THE ORTHOPEDIC SURGERY CENTER LLC	S	2,013,386	Actual Amount Received
(24) WAUKESHA HEALTH SYSTEM INC	A	90,485	Actual Amount Received
(25) PROHEALTH SOLUTIONS LLC	L	912,000	Actual Amount Received

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

Schedule R (Form 990) 2015

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: PROVIDER OF INPATIENT AND OUTPATIENT HOSPITAL SERVICES.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	12
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	11
5	Total number of individuals employed in calendar year 2015 (Part V, line 2a) ......	5	2,916
6	Total number of volunteers (estimate if necessary) .............	6	390
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	2,001,414
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	-1,290,220

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	6,033,154	1,436,910
9	Program service revenue (Part VIII, line 2g) .........	453,992,483	475,812,598
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,938,438	2,293,397
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	-14,463,457	1,975,128
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	448,500,618	481,518,033
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	14,355,604	25,020,000
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)	140,805,351	147,659,131
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	269,643,641	290,990,936
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	424,804,596	463,670,067
19	Revenue less expenses. Subtract line 18 from line 12.......	23,696,022	17,847,966
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	545,957,012	502,796,777
21	Total liabilities (Part X, line 26).............	443,452,554	395,025,015
22	Net assets or fund balances. Subtract line 21 from line 20.....	102,504,458	107,771,762

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 446,080,241 including grants of $ 25,020,000 ) (Revenue $ 473,853,387 )
	WAUKESHA MEMORIAL HOSPITAL FULFILLS ITS EXEMPT PURPOSE BY PROVIDING CARE AND SERVICES TO ALL PATIENTS REGARDLESS OF INSURANCE OR ABILITY TO PAY. WAUKESHA MEMORIAL HOSPITAL ALSO USES ITS RESOURCES TO ADDRESS VARIOUS COMMUNITY NEEDS. WAUKESHA MEMORIAL HOSPITAL PROVIDED APPROXIMATELY 50,510 DAYS OF INPATIENT CARE AND APPROXIMATELY 330,676 OUTPATIENT VISITS DURING THE FISCAL YEAR ENDED SEPTEMBER 30, 2016. SEE SCHEDULE H FOR ILLUSTRATION OF ITS PROGRAM SERVICE ACCOMPLISHMENTS.

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 expenses446,080,241

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) CHRISTOPHER WILLIAMS........................................................................ VP SUPPORT & DIAGNOSTICS	40.00 .......................0.00	X	267,034	0	28,084
(19) ERIC HENDEE........................................................................ CHIEF PHYSICIST	40.00 .......................0.00	X	206,410	0	43,683
(20) JOHN MAY........................................................................ VP - AMBULATORY	40.00 .......................0.00	X	328,199	0	37,683
(21) VERNA SEITZ........................................................................ VP & CHIEF NURSING EXECUTIVE	40.00 .......................0.00	X	274,398	0	14,726
(22) JULIET UGARTE HOPKINS........................................................................ VP MEDICAL AFFAIRS	22.00 .......................18.00	X	215,364	52,167	35,783

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	2,410,182	2,400,034	1,345,772

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d	1,300,561
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	136,349

g	Noncash contributions included in lines 1a-1f:$
h Total.Add lines 1a-1f.......		1,436,910

		Business Code
2a	NET PATIENT REV.	622110	461,091,376	461,091,376
b	MEDICAL SERVICE LAB	621500	6,383,228	4,424,017	1,959,211
c	HOSPITAL JOINT VENTURE	622310	3,472,808	3,472,808
d	ORTHO SURGERY CENTER	621400	2,044,365	2,044,365
e	SURGERY CENTER	621400	889,921	889,921
f	All other program service revenue.			1,930,900	1,930,900
g Total.Add lines 2a–2f.....			475,812,598

3 Investment income (including dividends, interest, and othersimilar amounts) ..........			2,324,371			2,324,371
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents	112,755
b	Less: rental expenses	70,552
c	Rental income or (loss)	42,203
d	Net rental income or (loss)......			42,203		42,203
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory	370,611
b	Less: cost or other basis and sales expenses	401,585
c	Gain or (loss)	-30,974
d	Net gain or (loss).....			-30,974			-30,974
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	CAFETERIA		722210	1,898,448			1,898,448
b	GIFT SHOP		453220	34,477			34,477
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			1,932,925
12	Total revenue. See Instructions......			481,518,033	473,853,387	2,001,414	4,226,322

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21	25,020,000	25,020,000
2	Grants and other assistance to individuals in the United States. See Part IV, line 22
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 ....	822,648		822,648
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages	111,910,994	107,598,919	4,312,075
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	5,825,508	5,560,171	265,337
9	Other employee benefits .......	21,259,002	20,290,710	968,292
10	Payroll taxes ...........	7,840,979	7,632,146	208,833
11	Fees for services (non-employees):
a	Management ......
b	Legal .........
c	Accounting ...........
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	124,385,779	115,213,508	9,172,271
12	Advertising and promotion ....
13	Office expenses .......	14,084,049	14,075,932	8,117
14	Information technology ......
15	Royalties ..
16	Occupancy ...........	5,332,417	4,794,930	537,487
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........	10,342,351	10,342,351
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..	44,210,443	44,210,443
23	Insurance ...
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	MEDICAL SUPPLIES	33,059,206	33,059,206
b	DRUGS & PHARMACEUTICALS	32,319,785	32,319,785
c	MEDICAID PROVIDER TAXES	12,572,933	12,572,933
d	BAD DEBTS	9,618,062	9,618,062
e	All other expenses	5,065,911	3,771,145	1,294,766
25	Total functional expenses. Add lines 1 through 24e	463,670,067	446,080,241	17,589,826	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........			822,860	1	3,474,154
2	Savings and temporary cash investments .........			8,375,189	2	628,170
3	Pledges and grants receivable, net ......				3
4	Accounts receivable, net .............			52,165,325	4	54,227,587
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 ....				7
8	Inventories for sale or use ........			6,879,955	8	6,499,127
9	Prepaid expenses and deferred charges ......			6,729,249	9	8,283,018
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	906,209,556
b	Less: accumulated depreciation	10b	521,544,836	407,982,242	10c	384,664,720
11	Investments—publicly traded securities .			26,683,494	11	14,012,276
12	Investments—other securities. See Part IV, line 11 .....			11,738,120	12	12,265,416
13	Investments—program-related. See Part IV, line 11 ..				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			24,580,578	15	18,742,309
16	Total assets. Add lines 1 through 15 (must equal line 34)...			545,957,012	16	502,796,777

17	Accounts payable and accrued expenses .....	82,542,336	17	52,038,762
18	Grants payable ...		18
19	Deferred revenue .........	2,500	19	102,610
20	Tax-exempt bond liabilities .........	12,573,550	20	9,054,661
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	348,334,168	25	333,828,982
26	Total liabilities. Add lines 17 through 25..	443,452,554	26	395,025,015

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets	101,629,025	27	106,740,182
28	Temporarily restricted net assets ...........	875,433	28	1,031,580
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 ...........	102,504,458	33	107,771,762
34	Total liabilities and net assets/fund balances ........	545,957,012	34	502,796,777