TY 2018 Form 990

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) JEANNE LACHANCE...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(2) DENNIS ROY...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(3) PATRICIA MARTINEZ...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(4) PETER MARINO...................................................................... PRESIDENT & CEO	38.0 ................. 0.0	X	X	489,385	32,428
(5) CHRISTOPHER LITTLE ESQ...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(6) DORIS DE LOS SANTOS...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(7) WILLIAM HOCHSTRASSER-WALSH...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(8) RICHARD BESDINE MD...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(9) BRENDA DOWLATSHAHI...................................................................... SECRETARY	1.0 ................. 0.0	X		0	0
(10) MERRILL THOMAS...................................................................... TREASURER	1.0 ................. 0.0	X		0	0
(11) PETER BANCROFT CPA...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(12) GARY FURTADO...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(13) KEITH OLIVEIRA...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(14) ALLISON CROKE...................................................................... TRUSTEE (AS OF 11/18)	1.0 ................. 0.0	X		0	0
(15) JANE HAYWARD...................................................................... VICE CHAIRMAN	1.0 ................. 0.0	X		0	0
(16) RAYMOND JOSEPH LAVOIE JR...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0
(17) PABLO RODRIGUEZ MD...................................................................... TRUSTEE	1.0 ................. 0.0	X		0	0

(A) Name and business address	(B) Description of services	(C) Compensation
Argus Health Systems Inc, 1300 Washington KANSAS CITY,MO64105	Healthcare Services	236,056,718
Beacon Health Strategies LLC, 500 Unicorn Park WOBURN,MA01801	Healthcare Services	188,922,471
Integra Dimension LLC, 100 Wall Street Suite 2502 NEW YORK,NY10005	Healthcare Services	16,953,061
THE FOGARTY CENTER, 220 WOONSASQUATUCKET AVE NORTH PROVIDENCE,RI02911	Healthcare Services	6,517,608
DST Healthcare Holdings Inc, 333 WEST 11TH STREET KANSAS CITY,MO64105	HEALTHCARE SERVICES	5,613,027
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 99

- 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.
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Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

Neighborhood Health Plan of Rhode Island

Employer identification number

05-0477052

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 12, 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 agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

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 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

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) 2018

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv), 170(b)(1)(A)(vi), and 170(b)(1)(A)(ix)
(Complete only if you checked the box on line 5, 7, 8, or 9 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) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..
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) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(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 2018 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2017 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2018. 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—2017. 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—2018. 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—2017. 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) 2018

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 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) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .	35,400	0	11,987	2,500	0	49,887
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	848,055,027	980,546,905	1,165,729,604	1,365,884,063	1,377,747,020	5,737,962,619
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....						0
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...						0
5	The value of services or facilities furnished by a governmental unit to the organization without charge						0
6	Total. Add lines 1 through 5	848,090,427	980,546,905	1,165,741,591	1,365,886,563	1,377,747,020	5,738,012,506
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons					0	0
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.						0
c	Add lines 7a and 7b..					0	0
8	Public support. (Subtract line 7c from line 6.)						5,738,012,506

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(f) Total
9	Amounts from line 6...	848,090,427	980,546,905	1,165,741,591	1,365,886,563	1,377,747,020	5,738,012,506
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..	1,005,897	1,477,997	1,721,501	2,138,981	3,765,561	10,109,937
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.						0
c	Add lines 10a and 10b.	1,005,897	1,477,997	1,721,501	2,138,981	3,765,561	10,109,937
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.						0
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..						0
13	Total support. (Add lines 9, 10c, 11, and 12.)..	849,096,324	982,024,902	1,167,463,092	1,368,025,544	1,381,512,581	5,748,122,443

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 2018 (line 8, column (f) divided by line 13, column (f)) .........

99.824 %

Public support percentage from 2017 Schedule A, Part III, line 15 ...............

99.857 %

Section D. Computation of Investment Income Percentage

Investment income percentage for 2018 (line 10c, column (f) divided by line 13, column (f)) ......

0.176 %

Investment income percentage from 2017 Schedule A, Part III, line 17 .............

0.143 %

19a

331/3% support tests—2018. 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—2017. 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) 2018

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked 12a of Part I, complete Sections A and B. If you checked 12b of Part I, complete Sections A and C. If you checked 12c of Part I, complete Sections A, D, and E. If you checked 12d 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 12a or 12b 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) 2018

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) 2018

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 (explain in Part VI). 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) 2018

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 2018 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-2018	(iii) Distributable Amount for 2018
1 Distributable amount for 2018 from Section C, line 6
2 Underdistributions, if any, for years prior to 2018 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2018:
a From 2013.......
b From 2014.......
c From 2015.......
d From 2016.......
e From 2017.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2018 distributable amount
i Carryover from 2013 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.
4Distributions for 2018 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2018 distributable amount
c Remainder. Subtract lines 4a and 4b from 4.
5 Remaining underdistributions for years prior to 2018, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2018. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions.
7 Excess distributions carryover to 2019. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2014......
b Excess from 2015.....
c Excess from 2016.....
d Excess from 2017.....
e Excess from 2018.....

Schedule A (Form 990 or 990-EZ) (2018)

Schedule A (Form 990 or 990-EZ) 2018

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) 2018

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527

SchCMd Bullet

Complete if the organization is described below. SchCMd Bullet

Attach to Form 990 or Form 990-EZ.
SchCMd Bullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

If the organization answered "Yes" on Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
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Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
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Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
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Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" on Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
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Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
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Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" on Form 990, Part IV, Line 5 (Proxy Tax) (see separate instructions) or Form 990-EZ, Part V, line 35c (Proxy Tax) (see separate instructions), then
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Section 501(c)(4), (5), or (6) organizations: Complete Part III.

Name of the organization

Neighborhood Health Plan of Rhode Island

Employer identification number

05-0477052

Part I-A

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

Provide a description of the organization’s direct and indirect political campaign activities in Part IV (see instructions for definition of “political campaign activities")

Political campaign activity expenditures (see instructions) .................................................................... SchCMd Bullet

Volunteer hours for political campaign activities (see instructions) ..................................................................

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.

(a) Name	(b) Address	(c) EIN	(d) Amount paid from filing organization's funds. If none, enter -0-.	(e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.
1
2
3
4
5
6

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2018

Page 2

Part II-A

Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).

A Check SchCMd Bullet

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

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

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(b) Affiliated group totals
1a	Total lobbying expenditures to influence public opinion (grass roots lobbying) ......................
b	Total lobbying expenditures to influence a legislative body (direct lobbying) ...............................
c	Total lobbying expenditures (add lines 1a and 1b) ...................................................................
d	Other exempt purpose expenditures ........................................................................
e	Total exempt purpose expenditures (add lines 1c and 1d) ...............................................
f	Lobbying nontaxable amount. Enter the amount from the following table in both columns.
	If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
	Not over $500,00020% of the amount on line 1e.
	Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
	Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
	Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
	Over $17,000,000$1,000,000.

g	Grassroots nontaxable amount (enter 25% of line 1f) .................................................
h	Subtract line 1g from line 1a. If zero or less, enter -0-. ................................................
i	Subtract line 1f from line 1c. If zero or less, enter -0-. ................................................
j	If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax for this year? ...................................................................................................................	Yes No

4-Year Averaging Period Under section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2015	(b) 2016	(c) 2017	(d) 2018	(e) Total

2a	Lobbying nontaxable amount

b	Lobbying ceiling amount (150% of line 2a, column(e))

c	Total lobbying expenditures

d	Grassroots nontaxable amount

e	Grassroots ceiling amount (150% of line 2d, column (e))

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2018

Page 3

Part II-B

Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).

For each "Yes" response on lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.

(a)

Yes

(b)

Amount

During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:

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

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

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

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

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

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

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

Yes

86,400

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

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

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

86,400

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

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

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

If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? ........................

Part III-A

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).

Yes

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

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

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

Part III-B

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2, are answered "No" OR (b) Part III-A, line 3, is answered “Yes."

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

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

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

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

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

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

If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ......................................................................................................................

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

Part IV

Supplemental Information

Provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, lines 1 and 2 (see instructions), and Part ll-B, line 1. Also, complete this part for any additional information.

Return Reference	Explanation
Schedule C, Part II-B Line 1G	NEIGHBORHOOD HEALTH PLAN OF RHODE ISLAND DOES NOT DIRECTLY ENGAGE IN ANY LOBBYING ACTIVITIES BUT RETAINS A GOVERNMENT RELATIONS COMPANY, CAPITOL CITY GROUP, TO ADVOCATE THAT FUNDING FOR THE MEDICAID PROGRAM NOT BE REDUCED. FOR THE YEAR ENDED DECEMBER 31, 2018, THE ORGANIZATION PAID CAPITOL CITY GROUP $86,400.

Schedule C (Form 990 or 990EZ) 2018

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.
SchDMd Bullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

Neighborhood Health Plan of Rhode Island

Employer identification number

05-0477052

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 7/25/06, 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) 2018

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 ....
b	Contributions ...
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...
f	Administrative expenses ....
g	End of year balance ......

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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 .....			0
b	Buildings ....
c	Leasehold improvements
d	Equipment ....	4,410,230	3,507,676	902,554
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				902,554

Schedule D (Form 990) 2018

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) Risk Share				14,557,001
(2) Part D Subsidies				9,130,503
(3) Acc Income				10,623,677
(4) MCA				3,982,236
(5) MEDICAL COST ACTION				1,507,610
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				39,801,027

Part X

Other Liabilities. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes	0
IBNR LIABILITIES	109,529,770
UNEARNED PREMIUMS	72,909,685
RISK ADJUSTMENT	7,500,000
CLAIMS PAYABLE	9,402,132
OTHER ACCRUED LIABILITIES	13,814,995
ACCRUED PAYROLL	6,112,404
SECURITY DEPOSITS	78,483
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	219,347,469
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) 2018

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	1,377,747,020
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	0
e	Add lines 2a through 2d .....................			2e	0
3	Subtract line 2e from line 1..................			3	1,377,747,020
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	3,220,104
c	Add lines 4a and 4b....................			4c	3,220,104
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	1,380,967,124

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	1,374,896,000
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	0
e	Add lines 2a through 2d....................			2e	0
3	Subtract line 2e from line 1...................			3	1,374,896,000
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	0
c	Add lines 4a and 4b.....................			4c	0
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	1,374,896,000

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
Other amounts included on line 1 but not on Form 990 Part VIII Line 12	SCHEDULE D, PART X, LINE 2 THERE WAS NO FIN 48 (ASC 740) FOOTNOTE IN THE AUDITED FINANCIAL STATEMENTS. Schedule D, Part XI, Line 4b Reconciliation of Revenue Investment Income - $3,220,104

Schedule D (Form 990) 2018

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

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

Neighborhood Health Plan of Rhode Island

Employer identification number

05-0477052

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? .........

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

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

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

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

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

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

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

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

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

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Yes

Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III ..........................

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

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

Cat. No. 50053T

Schedule J (Form 990) 2018

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)
1PETER MARINO PRESIDENT & CEO	(i) (ii)	442,691 ------------- 0	44,100 ------------- 0	2,594 ------------- 0	8,537 ------------- 0	23,891 ------------- 0	521,813 ------------- 0	0 ------------- 0
2FRANK MEANEY CFO	(i) (ii)	281,029 ------------- 0	41,500 ------------- 0	2,068 ------------- 0	7,622 ------------- 0	0 ------------- 0	332,219 ------------- 0	0 ------------- 0
3DOUGLAS BYRD GENERAL COUNSEL	(i) (ii)	269,509 ------------- 0	39,560 ------------- 0	3,232 ------------- 0	9,611 ------------- 0	21,991 ------------- 0	343,903 ------------- 0	0 ------------- 0
4NANCY HERMIZ VP MEDICAID	(i) (ii)	196,527 ------------- 0	25,335 ------------- 0	3,356 ------------- 0	8,927 ------------- 0	7,251 ------------- 0	241,396 ------------- 0	0 ------------- 0
5PETER LYMM CHIEF OPERATING OFFICER	(i) (ii)	176,073 ------------- 0	25,000 ------------- 0	1,212 ------------- 0	2,192 ------------- 0	19,454 ------------- 0	223,931 ------------- 0	0 ------------- 0
6DAVID BURNETT CHIEF GROWTH OFFICER	(i) (ii)	226,212 ------------- 0	36,220 ------------- 0	1,133 ------------- 0	9,757 ------------- 0	26,241 ------------- 0	299,563 ------------- 0	0 ------------- 0
7BRENDA SEAGRAVE-WHITTLE CHIEF MARKETING OFFICER-VP EXC	(i) (ii)	189,173 ------------- 0	31,400 ------------- 0	3,551 ------------- 0	8,261 ------------- 0	15,725 ------------- 0	248,110 ------------- 0	0 ------------- 0
8JEFFREY MEYER CHIEF INFORMATION OFFICER	(i) (ii)	207,439 ------------- 0	11,115 ------------- 0	2,521 ------------- 0	8,794 ------------- 0	1,000 ------------- 0	230,869 ------------- 0	0 ------------- 0

Schedule J (Form 990) 2018

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

NON-FIXED PAYMENTS

PURPOSE: NEIGHBORHOOD HEALTH PLAN OF RHODE ISLAND'S (NHPRI) PERFORMANCE INCENTIVE PLAN (THE PLAN) HAS BEEN IMPLEMENTED TO OFFER A PERFORMANCE-BASED INCENTIVE AWARD OPPORTUNITY TO ELIGIBLE NHPRI EMPLOYEES BASED ON ACHIEVEMENT OF THE ORGANIZATION'S ANNUAL BUSINESS OBJECTIVES AS WELL AS THEIR OWN JOB PERFORMANCE. THE PLAN ALLOWS A PORTION OF NHPRI'S ANNUAL COMPENSATION COSTS TO BE VARIABLE IN RELATION TO THE ORGANIZATION'S PERFORMANCE. AMOUNTS PAID IN 2018 UNDER THE PLAN ARE INCLUDED IN PART II COLUMN (B)(II). OTHER OBJECTIVES: THE PLAN IS EXPECTED TO INCLUDE THE FOLLOWING: A) FOCUS THE ATTENTION, EFFORT AND TEAMWORK OF PLAN PARTICIPANTS ON THE ACCOMPLISHMENT OF NHPRI'S KEY BUSINESS OBJECTIVES; B)ENABLE NHPRI TO OFFER A COMPENSATION PROGRAM WITH METHODS AND LEVELS OF PAY THAT ARE COMPETITIVE WITH OTHER ORGANIZATIONS SEEKING COMPARABLE EMPLOYEE RESOURCES; C)REINFORCE NHPRI'S COMMITMENT TO A PERFORMANCE-BASED CULTURE FOR ITS EMPLOYEES AT ALL LEVELS OF THE ORGANIZATION; D) ASSIST NHPRI'S EFFORTS TO RETAIN ITS VALUED EMPLOYEES. AMOUNTS PAID IN 2018 UNDER THE PLAN ARE INCLUDED IN PART II COLUMN(B)(II)

Schedule J (Form 990) 2018

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

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

Neighborhood Health Plan of Rhode Island

Employer identification number

05-0477052

Return Reference	Explanation
Cessation of Services	990, PART III, LINE 3 Neighborhood Health Plan ceased services to the Rhody Health Options - Unity line of business.
DESCRIPTION OF RELATIONSHIPS	990, PART VI, LINE 2 A MEMBER OF THE ORGANIZATION'S BOARD OF DIRECTORS IS AN EXECUTIVE DIRECTOR OF A COMMUNITY HEALTH CENTER (CHC), BLACKSTONE VALLEY COMMUNITY HEALTH CARE, INC. BLACKSTONE VALLEY HEALTH CARE, THROUGH A GRANT,INVESTED IN EQUIPMENT AND SOFTWARE FOR AN ELECTRONIC MEDICAL RECORD(EMR)SYSTEM. ONE OTHER CHC, TRI-TOWN, HAS USE OF THE EMR AND BILLING SYSTEM. THE CHCS SHARE THE COST OF RUNNING the system.
DESCRIPTION OF CLASSES OF MEMBERS OR STOCKHOLDERS	FORM 990, PART VI, LINE 6 THE ORGANIZATION IS A 501(C)(3) CORPORATION AND HAS MEMBERS, BUT DOES NOT HAVE ANY STOCKHOLDERS. THE ORGANIZATION HAS A BOARD OF DIRECTORS WHO ARE MEMBERS OF THE ORGANIZATION THAT MEET ON A REGULAR BASIS AND FUNCTION AS THE GOVERNING BODY OF THE ORGANIZATION.
DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS	FORM 990, PART VI, LINE 7A THE MEMBERS OF THE ORGANIZATION ARE RHODE ISLAND COMMUNITY HEALTH CENTERS WHO HAVE THE AUTHORITY TO APPOINT A PORTION OF THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS ALSO APPROVES THE HIRING OF THE CHIEF EXECUTIVE OFFICER WHO IS A VOTING MEMBER OF THE BOARD.
DESCRIBE THE PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990	FORM 990, PART VI, LINE 11B THE ORGANIZATION'S FISCAL OPERATIONS DEPARTMENT ACCUMULATES THE INFORMATION AND DATA NECESSARY TO COMPLETE THE FEDERAL FORM 990. AUDITED FINANCIAL STATEMENTS AND APPROVED POLICIES AND PROCEDURES ARE USED AS INPUT TO COMPLETE THE 990. A DRAFT RETURN IS PREPARED AND REVIEWED BY THE ORGANIZATION'S INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS. AFTER THE REVIEW PROCESS IS COMPLETED BY THE INDEPENDENT ACCOUNTANTS, THE FINANCE STAFF REVIEW THE RETURN PRIOR TO FILING WITH THE IRS. THE FINANCE AND AUDIT COMMITTEE AND BOARD OF DIRECTORS ARE PROVIDED A DRAFT COPY OF THE RETURN FOR APPROVAL PRIOR TO FILING WITH THE IRS.
DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS	OF INTEREST FORM 990, PART VI, LINE 12C THE ORGANIZATION'S CONFLICT OF INTEREST POLICY APPLIES TO, AND SERVES TO DESCRIBE EXPECTED BEHAVIORS AND ACTIONS OF, ITS OFFICERS AND MEMBERS OF ITS BOARD OF DIRECTORS (DIRECTORS). THE BOARD OF DIRECTORS (BOARD) IS RESPONSIBLE FOR ENFORCEMENT OF THE CONFLICT OF INTEREST POLICY. AN OFFICER OR DIRECTOR OF THE ORGANIZATION HAS AN "INTEREST" IN A GIVEN MATTER IF HE OR SHE HAS, DIRECTLY OR INDIRECTLY, THROUGH AN IMMEDIATE FAMILY MEMBER, A BUSINESS, FINANCIAL, FIDUCIARY OR PERSONAL RELATIONSHIP WITH A PARTY OR PARTIES AS DESCRIBED WITHIN THE ORGANIZATION'S BYLAWS. THE ORGANIZATION REQUIRES CURRENT AND PROSPECTIVE OFFICERS AND DIRECTORS TO DISCLOSE IN WRITING, AND UPDATE ANNUALLY, ALL INTERESTS WHICH MAY CREATE A CONFLICT OF INTEREST AND, WHERE APPLICABLE, PROVIDE A STATEMENT SUGGESTING HOW SUCH CONFLICT COULD BE AVOIDED OR MITIGATED. OFFICERS AND DIRECTORS ARE REQUIRED TO DISCLOSE IN WRITING ANY INTERESTS THAT ARISE AFTER FILING THE ANNUAL DISCLOSURE. THE BOARD, OR A DULY DESIGNATED COMMITTEE, REVIEWS INSTANCES WHERE A DISCLOSURE INDICATES A POTENTIAL CONFLICT OF INTEREST. THE INDIVIDUAL WITH THE POTENTIAL CONFLICT IS REQUIRED TO PROVIDE INFORMATION REQUESTED BY, AND RESPOND TO QUESTIONS FROM, THE BOARD OR ITS DESIGNATED COMMITTEE. IF THE BOARD HAS REASONABLE CAUSE TO BELIEVE THAT AN INDIVIDUAL FAILED TO DISCLOSE AN INTEREST, THE INDIVIDUAL MUST BE INFORMED OF THIS AND GIVEN THE OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. AFTER HEARING THE INDIVIDUAL'S RESPONSE, AND CONDUCTING FURTHER INVESTIGATION AS NEEDED, IF THE BOARD DETERMINES THE INDIVIDUAL HAS FAILED TO DISCLOSE AN INTEREST AS DEFINED IN ACCORDANCE WITH THE ORGANIZATION'S BYLAWS, THE BOARD WILL TAKE APPROPRIATE CORRECTIVE AND/OR DISCIPLINARY ACTION.
POLICIES	FORM 990, PART VI, LINES 13 & 14 PURSUANT TO THE INSTRUCTIONS FOR FORM 990, THE ORGANIZATION MUST ANSWER NO TO QUESTIONS 13 & 14 BECAUSE THE BOARD OF DIRECTORS HAS NOT YET FORMALLY ADOPTED THESE POLICIES. HOWEVER, THE ORGANIZATION HAS ISSUED THESE POLICIES AT THE DIRECTION OF MANAGEMENT AND THESE POLICIES AND PROCEDURES ARE STRICTLY ENFORCED BY THE ORGANIZATION'S MANAGEMENT TEAM. THE ORGANIZATION HAS WRITTEN WHISTLEBLOWER AND DOCUMENT RETENTION AND DESTRUCTION POLICIES.
OFFICERS & POSITIONS FOR WHICH PROCESS WAS USED, & YEAR PROCESS WAS BEGUN	FORM 990, PART VI, LINES 15A & 15B THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS REVIEWS AND APPROVES THE CONTRACT OF THE CEO AND ANY CHANGES TO THE CONTRACT. THE HUMAN RESOURCES COMMITTEE OF THE BOARD OF DIRECTORS REVIEWS THE COMPENSATION OF THE CHIEF FINANCIAL OFFICER, CHIEF MEDICAL OFFICER AND THE CHIEF OPERATING OFFICER BASED ON COMPENSATION SURVEYS. THE EXECUTIVE COMMITTEE SUBSCRIBES TO THREE OR FOUR SALARY SURVEYS THAT LIST SALARY AND SALARY INCREASES BY POSITION, GEOGRAPHY, PLAN SIZE AND PROFIT VS. NON-PROFIT ORGANIZATIONS. THESE SURVEYS ARE USED TO SET COMPENSATION ANNUALLY.
AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC	FORM 990, PART VI, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST AT THE ORGANIZATION'S LOCATION AT 910 DOUGLAS PIKE, SMITHFIELD, RI 02917.
OTHER CHANGES IN NET ASSETS	FORM 990, PART XI, LINE 9 CHANGE IN NON-ADMITTED ASSETS ($5,262,829) ROUNDING ($956) ------------ TOTAL ($5,263,785)
ACCOUNTING METHOD USED TO PREPARE THE FORM 990	FORM 990, PART XII, LINE 1a THE ORGANIZATION'S STATUTORY FINANCIAL STATEMENTS ARE PRESENTED ON THE BASIS OF ACCOUNTING PRATICES PRESCRIBED OR PERMITTED BY THE DBR. THE DBR HAS ADPOTED THE NATIONAL ASSOCIATION OF INSURANCE COMMISSIONERS' STATUTORY ACCOUNTING PRATICES (NAIC SAP) AS THE BASIS OF ITS STATUTORY ACCOUNTING PRATICES (SAP)

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2018

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: NEIGHBORHOOD HEALth plan of rhode island SECURES ACCESS TO HIGH QUALITY, COST-EFFECTIVE HEALTH CARE FOR RHODE ISLAND'S AT-RISK POPULATIONS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	17
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	16
5	Total number of individuals employed in calendar year 2018 (Part V, line 2a) ......	5	605
6	Total number of volunteers (estimate if necessary) .............	6	15
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	2,251,345
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	2,500	0
9	Program service revenue (Part VIII, line 2g) .........	1,365,884,063	1,377,747,020
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,051,872	3,220,104
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	1,367,938,435	1,380,967,124
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	381	1,270
14	Benefits paid to or for members (Part IX, column (A), line 4).....	1,262,175,749	1,270,918,000
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	33,334,974	33,724,743
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)....	74,091,182	70,251,987
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	1,369,602,286	1,374,896,000
19	Revenue less expenses. Subtract line 18 from line 12.......	-1,663,851	6,071,124
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	382,573,256	333,881,489
21	Total liabilities (Part X, line 26).............	282,295,188	232,315,200
22	Net assets or fund balances. Subtract line 21 from line 20.....	100,278,068	101,566,289

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 1,308,194,491 including grants of $ 1,270 ) (Revenue $ 1,377,747,020 )
	NEIGHBORHOOD HEALTH PLAN OF RHODE ISLAND IS A NON-PROFIT HEALTH MAINTENANCE ORGANIZATION (HMO) THAT PROVIDES HIGH-QUALITY, LOW-COST HEALTH CARE SERVICES ON A PREPAID BASIS PRINCIPALLY TO MEDICAID RECIPIENTS AND CERTAIN OTHER ELIGIBLE PERSONS UNDER STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS MANAGED CARE PROGRAM, RITECARE. THE ORGANIZATION ALSO EXTENDS ITS SERVICE, BENEFITS AND VALUE TO INDIVIDUALS AND BUSINESSES THROUGH HEALTH SOURCE RI, THE STATE'S HEALTH INSURANCE EXCHANGE. AS OF DECEMBER 31, 2018, THE ORGANIZATION IS RESPONSIBLE FOR PROVIDING HEALTH CARE SERVICES TO OVER 192,000 MEMBERS.

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 expenses1,308,194,491

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)			(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) MICHEAL LICHETENSTEIN........................................................................ TRUSTEE (THROUGH 10/18)	1.0 .......................0.0	X			0	0	0
(19) FRANK MEANEY........................................................................ CFO	38.0 .......................0.0		X		324,597	0	7,622
(20) DOUGLAS BYRD........................................................................ GENERAL COUNSEL	38.0 .......................0.0			X	312,301	0	31,602
(21) NANCY HERMIZ........................................................................ VP MEDICAID	38.0 .......................0.0			X	225,218	0	16,178
(22) MARYLOU BUYSE........................................................................ CHIEF MEDICAL OFFICER	38.0 .......................0.0		X		70,101	0	0
(23) PETER LYMM........................................................................ CHIEF OPERATING OFFICER	38.0 .......................0.0		X		202,285	0	21,646
(24) DAVID BURNETT........................................................................ CHIEF GROWTH OFFICER	38.0 .......................0.0			X	263,565	0	35,998
(25) BRENDA SEAGRAVE-WHITTLE........................................................................ CHIEF MARKETING OFFICER-VP EXC	38.0 .......................0.0			X	224,124	0	23,986
(26) JEFFREY MEYER........................................................................ CHIEF INFORMATION OFFICER	38.0 .......................0.0			X	221,075	0	9,794

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	2,332,651	0	179,254

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

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

g	Noncash contributions included in lines 1a - 1f:$
h Total. Add lines 1a-1f.......		0

		Business Code
2a	Premiums Earned	524114	1,353,634,710	1,353,634,710	0	0
b	Reinsurance Recoveries	524114	4,569,785	4,569,785	0	0
c	PPC Admin Services	524114	2,251,345	0	2,251,345	0
d	Pharmacy Dividends	524114	13,232,693	13,232,693	0	0
e	All other program service	524114	4,058,487	4,058,487	0	0
f	All other program service revenue.
g	Total. Add lines 2a–2f ....		1,377,747,020

3 Investment income (including dividends, interest, and othersimilar amounts) ......			3,765,561			3,765,561
4 Income from investment of tax-exempt bond proceeds			0
5 Royalties...........			0
		(ii) Personal	(i) Real
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)	0	0
d	Net rental income or (loss)......			0
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory		31,903,685
b	Less: cost or other basis and sales expenses		32,449,142
c	Gain or (loss)		-545,457
d	Net gain or (loss).....			-545,457			-545,457
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
	a		0
b	Less: direct expenses ...b		0
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a		0
b	Less: direct expenses ...b		0
c	Net income or (loss) from gaming activities..			0
10a	Gross sales of inventory, less returns and allowances ..
	a		0
b	Less: cost of goods sold ..b		0
c	Net income or (loss) from sales of inventory..			0
Business Code			Miscellaneous Revenue
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See Instructions......			1,380,967,124	1,375,495,675	2,251,345	3,220,104

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21	0	0
2	Grants and other assistance to domestic individuals. See Part IV, line 22	0	0
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, line 15 and 16.	1,270	1,270
4	Benefits paid to or for members	1,270,918,000	1,270,918,000
5	Compensation of current officers, directors, trustees, and key employees ....	1,783,774		1,783,774	0
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0	0	0	0
7	Other salaries and wages	27,082,297	14,927,964	12,154,333	0
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	1,298,577	715,786	582,791	0
9	Other employee benefits .......	1,304,590	708,957	595,633	0
10	Payroll taxes ...........	2,255,505	1,243,251	1,012,254	0
11	Fees for services (non-employees):
a	Management ......	0	0	0	0
b	Legal .........	163,661	0	163,661	0
c	Accounting ...........	825,814	0	825,814	0
d	Lobbying ...........	86,400	0	86,400	0
e	Professional fundraising services. See Part IV, line 17	0			0
f	Investment management fees ......	75,000		75,000	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	22,020,797	18,219,956	3,800,841	0
12	Advertising and promotion ....	1,805,999	11,141	1,794,858	0
13	Office expenses .......	2,206,680	308,661	1,898,019	0
14	Information technology ......	8,002,329	95,795	7,906,534	0
15	Royalties ..	0	0	0	0
16	Occupancy ...........	3,017,813	1,663,418	1,354,395	0
17	Travel ............	199,955	112,974	86,981	0
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .	0	0	0	0
19	Conferences, conventions, and meetings ....	0	0	0	0
20	Interest ...........	-37	0	-37	0
21	Payments to affiliates .......	0	0	0	0
22	Depreciation, depletion, and amortization ..	1,184,000	414,829	769,171	0
23	Insurance ...	779,622	0	779,622	0
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	State Premium Tax	23,630,195	0	23,630,195	0
b	Temporary Help	2,005,257	1,082,306	922,951	0
c	Other Expenses - Training	199,147	116,910	82,237	0
d	State & Local Taxes Paid	4,212,186	0	4,212,186	0
e	All other expenses	-162,831	-2,346,727	2,183,896
25	Total functional expenses. Add lines 1 through 24e	1,374,896,000	1,308,194,491	66,701,509	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).	0

1	Cash–non-interest-bearing ........			96,160,025	1	43,818,989
2	Savings and temporary cash investments .........			0	2	0
3	Pledges and grants receivable, net ......			0	3	0
4	Accounts receivable, net .............			11,466,657	4	44,718,208
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L .............
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L ..............
				0	6	0
7	Notes and loans receivable, net ....			0	7	0
8	Inventories for sale or use ........			0	8	0
9	Prepaid expenses and deferred charges ......			0	9	0
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	4,410,230
b	Less: accumulated depreciation	10b	3,507,676	1,361,628	10c	902,554
11	Investments—publicly traded securities .			250,657,744	11	204,640,711
12	Investments—other securities. See Part IV, line 11 .....			0	12	0
13	Investments—program-related. See Part IV, line 11 ..			0	13	0
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			22,927,202	15	39,801,027
16	Total assets. Add lines 1 through 15 (must equal line 34)...			382,573,256	16	333,881,489

17	Accounts payable and accrued expenses .....	15,821,628	17	12,967,731
18	Grants payable ...	0	18	0
19	Deferred revenue .........	0	19	0
20	Tax-exempt bond liabilities .........	0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D	0	21	0
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..	0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	0	23	0
24	Unsecured notes and loans payable to unrelated third parties ..	0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D	266,473,560	25	219,347,469
26	Total liabilities. Add lines 17 through 25..	282,295,188	26	232,315,200

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets	100,278,068	27	101,566,289
28	Temporarily restricted net assets ...........	0	28	0
29	Permanently restricted net assets	0	29	0
	Organizations that do not follow SFAS 117 (ASC 958), check here 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 ...........	100,278,068	33	101,566,289
34	Total liabilities and net assets/fund balances ........	382,573,256	34	333,881,489