TY 2018 Form 990

- TIN:

Form990

Department of the TreasuryInternal Revenue Service

Return of Organization Exempt From Income Tax

Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations)

Do not enter social security numbers on this form as it may be made public.

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

OMB No. 1545-0047

2018

Open to Public Inspection

A For the 2019 calendar year, or tax year beginning 07-01-2018 , and ending 06-30-2019

BCheck if applicable: Address change Name change Initial return Final return/terminated Amended return Application pending

CName of organization
Western Health Advantage

% STEPHANIE MADSEN

Doing business as

Number and street (or P.O. box if mail is not delivered to street address)
2349 Gateway Oaks Drive No 100

Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Sacramento, CA95833

D Employer identification number

68-0393304

E Telephone number

G Gross receipts $ 796,444,128

F Name and address of principal officer:
Garry Maisel
2349 Gateway Oaks Drive No 100
Sacramento,CA95833

Tax-exempt status: 501(c)(3) 501(c) ( 4 ) LeftBullet

(insert no.) 4947(a)(1) or 527

Website:

www.westernhealth.com

H(a)

Is this a group return for
subordinates? Yes No

H(b)

Are all subordinates
included?

Yes No

If "No," attach a list. (see instructions)

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1995

M State of legal domicile: CA

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: IMPROVING THE HEALTH AND WELFARE OF THE COMMUNITIES SERVED BY PROVIDING HEALTH BENEFIT COVERAGE AND FURTHERING MISSIONS OF THE ORGANIZATION'S EXEMPT ORGANIZATION MEMBERS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	8
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	7
5	Total number of individuals employed in calendar year 2018 (Part V, line 2a) ......	5	322
6	Total number of volunteers (estimate if necessary) .............	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	-1,134,733
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) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	757,037,665	786,509,886
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	745,279	193,871
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	3,100	4,340
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	757,786,044	786,708,097
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	1,340,580	1,295,691
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)	27,169,543	28,976,267
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)....	724,040,520	758,554,140
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	752,550,643	788,826,098
19	Revenue less expenses. Subtract line 18 from line 12.......	5,235,401	-2,118,001
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	84,964,681	74,023,272
21	Total liabilities (Part X, line 26).............	71,648,653	62,784,815
22	Net assets or fund balances. Subtract line 21 from line 20.....	13,316,028	11,238,457

Part II

Signature Block

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.

Sign Here

	Signature of officer	Date

	Type or print name and title

Paid Preparer Use Only

Print/Type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name MediumBullet

Firm's EIN MediumBullet

Firm's address MediumBullet

Phone no.

May the IRS discuss this return with the preparer shown above? (see instructions) ..........YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y Form 990 (2018)

Form 990 (2018)

Page 2

Part III

Statement of Program Service Accomplishments

Check if Schedule O contains a response or note to any line in this Part III..............

Briefly describe the organization’s mission: THE MISSION OF WESTERN HEALTH ADVANTAGE "WHA" IS TO PROMOTE THE HEALTH OF RESIDENTS OF CALIFORNIA AND TO SERVE THE COMMUNITY INTERESTS OF THE RESIDENTS OF CALIFORNIA BY OPERATING A HEALTH MAINTENANCE ORGANIZATION. WHA IS A COMMUNITY HEALTH PLAN CONTROLLED BY ITS TWO MEMBERS, BOTH OF WHICH ARE HEALTH SYSTEMS TAX EXEMPT UNDER 501(C)(3). THE MEMBER HEALTH SYSTEMS CONTROL THE APPOINTMENT OF SIX OUT OF EIGHT MEMBERS TO THE BOARD OF DIRECTORS OF WHA, WITH THE SEVENTH MEMBER BEING ELECTED BY A MAJORITY OF THE OTHER DIRECTORS AND THE EIGHTH MEMBER BEING THE PRESIDENT SERVING ON THE BOARD EX OFICIO. THE MEMBER HEALTH SYSTEMS, COMPOSED OF NETWORKS OF HOSPITALS AND PHYSICIAN GROUPS, ARE SUBJECT TO REQUIREMENTS THAT THEY PERFORM COMMUNITY HEALTH NEEDS ASSESSMENTS AND DEVELOP PLANS TO SERVE THE COMMUNITY ON A PER-HOSPITAL BASIS. THE MEMBER HEALTH SYSTEMS ADVANCE THEIR CHARITABLE MISSIONS BY PROVIDING FINANCIAL ASSISTANCE, CHARITY CARE, EDUCATION, INFORMATION AND OTHER PUBLIC ACTIVITIES. EACH OF THE

Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ..................... Yes No

If "Yes," describe these new services on Schedule O.

Did the organization cease conducting, or make significant changes in how it conducts, any program
services? ........................... Yes No

If "Yes," describe these changes on Schedule O.

Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.


4a	(Code: ) (Expenses $ 777,188,679 including grants of $ ) (Revenue $ 787,654,819 )
	PUBLIC BENEFIT HEALTH COVERAGE WHA PROMOTES THE COMMON GOOD AND GENERAL WELFARE OF THE COMMUNITY BY OFFERING HEALTH BENEFIT COVERAGE TO THE PUBLIC THROUGH MULTIPLE, EASILY ACCESSIBLE CHANNELS. WHA SERVES INDIVIDUALS, SMALL EMPLOYER GROUPS, AND LARGE EMPLOYER GROUPS. WHA BENEFITS THE COMMUNITY AND PROMOTES SOCIAL WELFARE BY REASON OF (1) ENROLLMENT THAT IS OPEN TO INDIVIDUALS (BOTH ON AND OFF THE CALIFORNIA HEALTH BENEFITS EXCHANGE, COVERED CALIFORNIA) AND SMALL GROUPS, (2) SERVING LOW INCOME, HIGH RISK, MEDICALLY UNDERSERVED, OR ELDERLY PERSONS, AND (3) HAVING HMO PREMIUMS ON A COMMUNITY-RATED BASIS COVERAGE TO ALL GROUP AND INDIVIDUAL MEMBERS. WHA COMMUNICATES WITH ITS MEMBERS AND PROVIDERS THROUGH QUARTERLY PRINTED PUBLICATIONS. ADVANTAGE MAGAZINE IS A QUARTERLY MAGAZINE AIMED AT PROMOTING HEALTHY LIFESTYLES AND ASSISTING MEMBERS TO TAKE ADVANTAGE OF THEIR HEALTH BENEFITS COVERAGE. PROVIDER INSIDER IS A QUARTERLY INFORMATIONAL MAGAZINE FOR PROVIDERS. WHA WELLNESS PROGRAMS WHA PROVIDES WELLNESS RESOURCES AND SUPPORT FOR INDIVIDUAL AND EMPLOYER/BROKER-DRIVEN WELLNESS INITIATIVES, THE OVERALL GOAL OF WHICH IS TO REDUCE HEALTHCARE COSTS FOR SOCIETY. OUR ONLINE WELLNESS PROGRAM REACHES INDIVIDUALS BY OFFERING HEALTH ASSESSMENTS AND TRACKING TOOLS. WHA'S WELLNESS INITIATIVES REACH BEYOND WHA'S BASE OF MEMBERS. EDUCATIONAL SEMINARS AND PROGRAMS AT THE EMPLOYER GROUP LEVEL ARE OFFERED TO ALL EMPLOYEES REGARDLESS OF HEALTH PLAN AFFILIATION. HEALTH RESOURCES AND INFORMATION ARE FREELY GIVEN AT HEALTH EVENTS, AND WHA'S WELLNESS MANAGER APPEARS REGULARLY IN MEDIA DRIVEN CAMPAIGNS, INCLUDING GIVING INTERVIEWS ON LOCAL TELEVISION NEWS PROGRAMS SEEN THROUGHOUT NORTHERN CALIFORNIA, PROMOTING HEALTHY EATING AND ACTIVITY. WHAFIT WHAFIT IS WHA'S OWN HEALTH AND WELLNESS PROGRAM, FORMED IN 2013, TO PROMOTE THE HEALTH AND WELL-BEING OF ITS EMPLOYEES. PROMOTING POSITIVE BEHAVIOR CHANGES AMONG WHA'S EMPLOYEES BENEFITS THE COMMUNITY, AS THESE EMPLOYEES ARE MEMBERS OF THE COMMUNITY THAT WHA SERVES. WHA STANDS FOR NOT ONLY WESTERN HEALTH ADVANTAGE, BUT IN THIS CONTEXT, WELLNESS, HEALTH AND ACTION. COMMUNITYFIT WHA OFFERS COMMUNITYFIT, A NO COST FITNESS IN THE PARK PROGRAM, TWICE A YEAR FOR 6-8 WEEKS. THE PURPOSE OF THIS PROGRAM IS TO PROMOTE MOVEMENT DURING THE WORKDAY. COMMUNITYFIT IS AVAILABLE TO ALL MEMBERS OF THE COMMUNITY AND CURRENTLY ADMINISTERED IN VARIOUS PARKS IN DOWNTOWN SACRAMENTO DURING SPRING AND FALL SESSIONS. WITH CLASSES SUCH AS YOGA, PILATES, CIRCUIT TRAINING, AND MINDFULNESS MEDITATION, COMMUNITYFIT STRIVES TO REACH THE PUBLIC BY MAKING FITNESS AFFORDABLE AND CONVENIENT, WITH THE HOPE OF LOWERING HEALTH CARE COSTS AND IMPROVING THE WELL-BEING OF THE COMMUNITY. WHA AND THE AMERICAN HEART ASSOCIATION ADDITIONALLY, WHA'S WELLNESS MANAGER LEADS A COORDINATED "WORKPLACE ACHIEVEMENT INDEX" WELLNESS PROGRAM WITH THE AMERICAN HEART ASSOCIATION (AHA), WHICH BRINGS THE AHA'S VAST RESOURCES ON HEART-HEALTHY LIVING TO MANY WORKSITES IN THE REGION. THROUGH THIS PROGRAM THE AHA AND WHA HELP CREATE HEALTHY WORK ENVIRONMENTS, WHICH INCREASES PRODUCTIVITY, REDUCES ABSENTEEISM (DUE TO FEWER HEALTH PROBLEMS EXPERIENCED BY EMPLOYEES), AND LOWERS TURNOVER WHICH INCREASES PRODUCTIVITY, REDUCES ABSENTEEISM (DUE TO FEWER HEALTH PROBLEMS EXPERIENCED BY EMPLOYEES), AND LOWERS TURNOVER.

4b	(Code: ) (Expenses $ 1,295,691 including grants of $ 1,295,691 ) (Revenue $ )
	COMMUNITY OUTREACH AND SUPPORT WHA SUPPORTS MEMBER HEALTH SYSTEMS' MISSIONS THROUGH CHARITABLE GRANTS. WHA PROVIDES BENEFITS TO THE COMMUNITY BEYOND HEALTH CARE BENEFITS THROUGH FUNDING PROGRAMS FOR THE PROMOTION OF HEALTH AND OTHER CHARITABLE PURPOSES, INCLUDING SUPPORT FOR THE CHARITABLE ACTIVITIES OF THE MEMBER HEALTH SYSTEMS. FOR FISCAL YEAR 2018-2019, WHA BUDGETED OVER $1,200,000 TO SUPPORT CHARITABLE PROGRAMS WHICH BENEFIT THE COMMUNITY SERVED BY WHA, INCLUDING (1) A $115,000 CONTRIBUTION TO THE AMERICAN HEART ASSOCIATION FOR A COMMUNITY HEALTH AWARENESS PROGRAM, (2) A $100,000 CONTRIBUTION TO THE CROCKER ART MUSEUM FOR OUTREACH, (3) A $100,000 CONTRIBUTION TO THE BIG DAY OF GIVING, AND EDUCATION PROGRAMS, AND (3) SPONSORSHIP OF HEALTHY KIDS DAY, WHICH IS INTENDED TO INCREASE AWARENESS OF HEALTHY LIFESTYLES FOR CHILDREN AND OFFERS FREE HEALTH, DENTAL AND VISION SCREENING FOR CHILDREN, AND FREE FLU SHOTS FOR MEMBERS OF ALL AGES. ADDITIONAL GRANTEES INCLUDE THE NONPROFIT RESOURCE CENTER AND LIGHTHOUSE COUNSELING AND FAMILY RESOURCE CENTER. CONTRIBUTION OF WHA EMPLOYEES TO WHA'S COMMUNITY. WHA EMPLOYEES EXEMPLIFY OUR ORGANIZATION'S OBJECTIVES AND PHILOSOPHY OF "GIVING BACK" TO THOSE WE SERVE EACH YEAR, THEY DONATE MORE THAN 2,000 VOLUNTEER HOURS SERVING ON BOARDS, WORKING IN SCHOOLS AND SUPPORTING LOCAL NON-PROFIT ORGANIZATIONS IN A WIDE VARIETY OF WAYS. WHA'S MISSION IS TO IMPROVE AND ENRICH THE LIVES OF COMMUNITY MEMBERS BY SUPPORTING LOCAL ORGANIZATIONS. THROUGHOUT THE YEAR WHA ANNOUNCES GIVING OPPORTUNITIES THAT HAVE A POSITIVE IMPACT ON THE HEALTH AND WELLBEING OF THE COMMUNITY. IN SUPPORT OF THIS MISSION, WHA ENCOURAGES EMPLOYEE PARTICIPATION, WHETHER THROUGH FINANCIAL DONATIONS, VOLUNTEER EFFORTS OR COMMUNITY ACTIVITIES LIKE WEEKEND FUN RUNS AND AN ANNUAL BIKE TREK WITH SUPERVISOR APPROVAL, EMPLOYEES CAN ALSO ATTEND EVENTS THAT MAY OCCUR DURING REGULAR WORK HOURS. DOLLARS FOR DO-ERS. WESTERN HEALTH ADVANTAGES DOLLARS FOR DO-ERS PROGRAM WILL DONATE UP TO $100 PER YEAR TO A SELECTED CHARITY ON BEHALF OF THE EMPLOYEES WHO HAVE CONFIRMED THEIR VOLUNTEERISM OF 20 OR MORE HOURS WITH THE ORGANIZATION. WHA EMPLOYEE MATCHING CHARITABLE CONTRIBUTIONS. WHA MATCHES EMPLOYEE CHARITABLE DONATIONS DOLLAR FOR-DOLLAR, UP TO $250 PER FISCAL YEAR PER EMPLOYEE. EMPLOYEES CAN GIVE VIA PAYROLL DEDUCTIONS OR ONE-TIME CASH DONATIONS. DONATIONS MUST BE MADE TO QUALIFIED NONPROFIT ORGANIZATIONS. WHA OFFERS EMPLOYEES 8 HOURS OF PAID TIME-OFF EACH YEAR TO VOLUNTEER AT THE ORGANIZATION OF THEIR CHOICE. IN ADDITION, EMPLOYEES ARE GIVEN THE OPPORTUNITY TO PARTICIPATE IN 8 HOURS OF VOLUNTEER ACTIVITIES AT WESTERN HEALTH ADVANTAGE SPONSORED EVENTS. WHA CEO INVOLVEMENT IN THE COMMUNITY. THE PRESIDENT AND CEO OF WHA, GARRY MAISEL, SUPPORTS VARIOUS COMMUNITY CHARITIES AND CAUSES, IN ADDITION TO IMPROVING HEALTHCARE FOR THE COMMUNITY AS AN ACTIVE BOARD MEMBER OF WHA.

4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses778,484,370

Form 990 (2018)

Page 3

Part IV

Checklist of Required Schedules

Yes

Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A.....................

Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...

Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part I Click to see attachment

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

Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part II..............

Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, Part III Click to see attachment

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

Yes

Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part I Click to see attachment

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

Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part II Click to see attachment

...

Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III Click to see attachment

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

Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IV Click to see attachment

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

Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part V Click to see attachment

......

If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.

Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If "Yes," complete Schedule D, Part VI. Click to see attachment

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

11a

Yes

Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VII Click to see attachment

.......

11b

Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIII Click to see attachment

.......

11c

Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IX Click to see attachment

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

11d

Yes

Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part X Click to see attachment

11e

Yes

Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part X Click to see attachment

11f

Yes

12a

Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII Click to see attachment

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

12a

Yes

Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment

12b

Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E

14a

Did the organization maintain an office, employees, or agents outside of the United States? .....

14a

Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........

14b

Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV.....

Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...

Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I(see instructions) ....

Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............

Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................

20a

Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....

20a

If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?

20b

Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II..... Click to see attachment

Yes

Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........ Click to see attachment

Form 990 (2018)

Page 4

Part IV

Checklist of Required Schedules (continued)

Yes

Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J....................... Click to see attachment

Yes

24a

Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a...............

24a

Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...

24b

Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds? ...............

24c

Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...

24d

25a

Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I............

25a

Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I...................

25b

Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If "Yes," complete Schedule L, Part II................

Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III.........

Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):

A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L,
Part IV........................

28a

A family member of a current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV.....................

28b

An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV...

28c

Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..

Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M .............

Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I.

Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II...........

Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I........ Click to see attachment

Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1......................... Click to see attachment

Yes

35a

Did the organization have a controlled entity within the meaning of section 512(b)(13)?

35a

Yes

If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 ... Click to see attachment

35b

Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2.............

Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI Click to see attachment

Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............

Yes

Part V

Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V...........

Yes

Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..

2,018

Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .

Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................

Yes

Form 990 (2018)

Page 5

Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................

322

If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)

Yes

Did the organization have unrelated business gross income of $1,000 or more during the year?...

Yes

If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...

Yes

At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? ..

If "Yes," enter the name of the foreign country: MediumBullet

See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).

Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? ..

Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?

If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............

Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? ...

If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ......................

Organizations that may receive deductible contributions under section 170(c).

Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? ....................

If "Yes," did the organization notify the donor of the value of the goods or services provided? .....

Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? .........................

If "Yes," indicate the number of Forms 8282 filed during the year ....

Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?

Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ..

If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? ......................

If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? ..........................

Sponsoring organizations maintaining donor advised funds.
Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? .........................

Did the sponsoring organization make any taxable distributions under section 4966?...

Did the sponsoring organization make a distribution to a donor, donor advisor, or related person?...

Section 501(c)(7) organizations. Enter:

Initiation fees and capital contributions included on Part VIII, line 12 ...

10a

Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities

10b

Section 501(c)(12) organizations. Enter:

Gross income from members or shareholders .........

11a

Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........

11b

12a

Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?

12a

If "Yes," enter the amount of tax-exempt interest received or accrued during the year.

12b

Section 501(c)(29) qualified nonprofit health insurance issuers.

Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.

13a

Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....

13b

Enter the amount of reserves on hand ............

13c

14a

Did the organization receive any payments for indoor tanning services during the tax year?.....

14a

If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..

14b

Is the organization subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or excess parachute payment(s) during the year? If "Yes," see instructions and file Form 4720, Schedule N .....

Is the organization an educational institution subject to the section 4968 excise tax on net investment income?
If "Yes," complete Form 4720, Schedule O ................

Form 990 (2018)

Page 6

Part VI

Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.

Check if Schedule O contains a response or note to any line in this Part VI..............

Section A. Governing Body and Management

Yes

Enter the number of voting members of the governing body at the end of the tax year

If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.

Enter the number of voting members included in line 1a, above, who are independent

Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................

Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .

Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? .

Yes

Did the organization become aware during the year of a significant diversion of the organization’s assets? .

Did the organization have members or stockholders? ................

Yes

Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................

Yes

Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................

Yes

Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:

The governing body? .......................

Yes

Each committee with authority to act on behalf of the governing body? ............

Yes

Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......

Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)

Yes

10a

Did the organization have local chapters, branches, or affiliates? ............

10a

If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?

10b

11a

Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................

11a

Yes

Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....

12a

Did the organization have a written conflict of interest policy? If "No," go to line 13.......

12a

Yes

Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................

12b

Yes

Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done...................

12c

Yes

Did the organization have a written whistleblower policy? ...............

Yes

Did the organization have a written document retention and destruction policy? .........

Yes

Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?

The organization’s CEO, Executive Director, or top management official ...........

15a

Yes

Other officers or key employees of the organization ................

15b

Yes

If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).

16a

Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................

16a

If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............

16b

Section C. Disclosure

List the States with which a copy of this Form 990 is required to be filed MediumBullet

Section 6104 requires an organization to make its Form 1023 (or 1024-A if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.

Own website Another's website Upon request Other (explain in Schedule O)

Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.

State the name, address, and telephone number of the person who possesses the organization's books and records:
MediumBullet

STEPHANIE MADSEN2349 GATEWAY OAKS DRIVE SUITE 100 Sacramento,CA95833 (916) 563-3193

Form 990 (2018)

Page 7

Part VII

Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

Check if Schedule O contains a response or note to any line in this Part VII..............

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees

1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet

List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

List all of the organization’s current key employees, if any. See instructions for definition of "key employee."

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.

Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)				(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) Garry Maisel...................................................................... President & CEO	40.0 ................. 0.0	X	X			1,023,529	0	116,607
(2) B Konard Jones...................................................................... Chairman Of The Board	1.0 ................. 0.0	X	X			0	0	0
(3) Tammy Wilcox...................................................................... Vice-Chair of the Board	1.0 ................. 0.0	X	X			0	0	0
(4) Elnora Cameron...................................................................... SECRETARY OF THE BOARD	1.0 ................. 0.0	X	X			0	0	0
(5) Laurie Harting...................................................................... Director	1.0 ................. 0.0	X				0	0	0
(6) DR Shanaz Khambatta DO...................................................................... Director	1.0 ................. 0.0	X				0	0	0
(7) DR Alvin Sockolov MD...................................................................... Director	1.0 ................. 0.0	X				0	0	0
(8) Kevin Klockenga...................................................................... Director	1.0 ................. 0.0	X				0	0	0
(9) Mariette Ruecker...................................................................... Treasurer & CFO	40.0 ................. 0.0		X			467,575	0	52,270
(10) Donald Hufford...................................................................... Chief Medical Officer	40.0 ................. 0.0			X		459,402	0	70,973
(11) William Figenshu...................................................................... Chief Sales Officer	40.0 ................. 0.0			X		384,478	0	31,628
(12) Rebecca Downing...................................................................... Chief Legal Officer	40.0 ................. 0.0			X		325,306	0	52,739
(13) Ali Darugar...................................................................... CIO (thru 4/2019)	40.0 ................. 0.0			X		306,853	0	55,648
(14) Glenn Hamburg...................................................................... Chief Information Officer	40.0 ................. 0.0			X		314,861	0	31,568
(15) Keith Howes...................................................................... Chief Human Resources officer	40.0 ................. 0.0			X		289,681	0	44,484
(16) Frederick Heron...................................................................... CHIEF EXPERIENCE OFFICER	40.0 ................. 0.0			X		263,445	0	51,964
(17) GARY PLUNDO...................................................................... MEDICAL DIRECTOR	40.0 ................. 0.0				X	284,756	0	34,261

Form 990 (2018)

Page 8

Part VII

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)		(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) Michele Lehuta........................................................................ Major Contracts Director	40.0 .......................0.0	X	208,337	0	23,633
(19) Elizabeth Hargett........................................................................ Sales Director	40.0 .......................0.0	X	188,745	0	33,879
(20) Yvette Crockell........................................................................ Pharmacy Director	40.0 .......................0.0	X	188,975	0	29,634
(21) Mary Ingram........................................................................ Actuarial Services Director	40.0 .......................0.0	X	188,222	0	28,506

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	4,894,165	0	657,794

Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet

Yes

Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............

For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such
individual...........................

Yes

Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........

Section B. Independent Contractors

Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.

(A) Name and business address	(B) Description of services	(C) Compensation
DIGNITY HOSPITAL, 1090 GOLD CENTER DRIVE STE 300 RANCHO CORDOVA,CA95670	MEDICAL SERVICES	203,853,580
EXPRESS SCRIPTS INC, ONE EXPRESS WAY ST LOUIS,MO63121	PHARMACY BENEFITS	100,812,481
HILL PHYSICIANS MEDICAL GROUP, 2409 CAMINO RAMON SAN RAMON,CA94583	MEDICAL BENEFITS	90,463,378
MERCY MEDICAL GROUP, 1 SHRADER ST 640 SAN FRANCISCO,CA94117	MEDICAL SERVICES	75,989,645
THE REGENTS OF THE UNIVERSITY OF CA, ONE SHIELDS AVENUE DAVIS,CA95616	MEDICAL SERVICES	66,092,533
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 95

Form 990 (2018)

Page 9

Part VIII

Statement of Revenue

Check if Schedule O contains a response or note to any line in this Part VIII.............

(A)
Total revenue

(B)
Related or
exempt
function
revenue

(D)
Revenue
excluded from
tax under sections
512 - 514

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	787,632,613	787,632,613
b	PPO PREMIUM REVENUE	524298	-1,144,933		-1,144,933
c	ADMINISTRATIVE INCOME	524292	22,206	22,206
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f ....		786,509,886

3 Investment income (including dividends, interest, and othersimilar amounts) ......			186,111		10,200	175,911
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		9,743,791
b	Less: cost or other basis and sales expenses		9,736,031
c	Gain or (loss)		7,760
d	Net gain or (loss).....			7,760			7,760
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	MISCELLANEOUS REVENUE		900009	4,340			4,340
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			4,340
12	Total revenue. See Instructions......			786,708,097	787,654,819	-1,134,733	188,011

Form 990 (2018)

Page 10

Part IX

Statement of Functional Expenses

Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX..............

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.		(A) Total expenses	(B) Program service expenses	(C) Management and general expenses	(D) Fundraising expenses

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21	1,295,691	1,295,691
2	Grants and other assistance to domestic individuals. See Part IV, line 22	0
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, line 15 and 16.	0
4	Benefits paid to or for members	0
5	Compensation of current officers, directors, trustees, and key employees ....	3,968,238	1,656,091	2,312,147
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0
7	Other salaries and wages	19,386,604	16,335,990	3,050,614
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	620,428	503,947	116,481
9	Other employee benefits .......	3,434,403	2,692,243	742,160
10	Payroll taxes ...........	1,566,594	1,268,535	298,059
11	Fees for services (non-employees):
a	Management ......	22,447,957	21,158,561	1,289,396
b	Legal .........	0
c	Accounting ...........	445,284		445,284
d	Lobbying ...........	11,200		11,200
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	711,700,926	711,700,926
12	Advertising and promotion ....	2,133,304	2,133,304
13	Office expenses .......	3,182,664	1,587,240	1,595,424
14	Information technology ......	5,212,462	4,976,500	235,962
15	Royalties ..	0
16	Occupancy ...........	1,566,067	1,566,067
17	Travel ............	112,619	74,908	37,711
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .	0
19	Conferences, conventions, and meetings ....	779,757	572,985	206,772
20	Interest ...........	108,818	108,818
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization ..	1,902,027	1,902,027
23	Insurance ...	304,267	304,267
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	AFFORDABLE CARE ACT FEES	6,893,753	6,893,753
b	NATIONCARE EXPENSES	1,459,111	1,458,593	518
c	TAXES	33,694	33,694
d	DMHC FEES	260,230	260,230
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	788,826,098	778,484,370	10,341,728	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).

Form 990 (2018)

Page 11

Part X

Balance Sheet

Check if Schedule O contains a response or note to any line in this Part IX..............

				(A) Beginning of year		(B) End of year

1	Cash–non-interest-bearing ........			38,637,019	1	36,687,228
2	Savings and temporary cash investments .........			5,126,524	2	5,361,502
3	Pledges and grants receivable, net ......			0	3	0
4	Accounts receivable, net .............			5,799,473	4	8,275,009
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 ......			5,556,990	9	2,201,330
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	12,805,724
b	Less: accumulated depreciation	10b	8,898,340	4,931,812	10c	3,907,384
11	Investments—publicly traded securities .			2,279,933	11	2,524,390
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 ...........			22,632,930	15	15,066,429
16	Total assets. Add lines 1 through 15 (must equal line 34)...			84,964,681	16	74,023,272

17	Accounts payable and accrued expenses .....	16,626,026	17	5,110,576
18	Grants payable ...	0	18	0
19	Deferred revenue .........	16,670,844	19	16,348,891
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	38,351,783	25	41,325,348
26	Total liabilities. Add lines 17 through 25..	71,648,653	26	62,784,815

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets	13,316,028	27	11,238,457
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 ...........	13,316,028	33	11,238,457
34	Total liabilities and net assets/fund balances ........	84,964,681	34	74,023,272

Form 990 (2018)

Page 12

Part XI

Reconcilliation of Net Assets

Check if Schedule O contains a response or note to any line in this Part XI..............

Total revenue (must equal Part VIII, column (A), line 12) ............

786,708,097

Total expenses (must equal Part IX, column (A), line 25) ............

788,826,098

Revenue less expenses. Subtract line 2 from line 1 ..............

-2,118,001

Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..

13,316,028

Net unrealized gains (losses) on investments ...............

40,430

Donated services and use of facilities .................

Investment expenses .....................

Prior period adjustments .....................

Other changes in net assets or fund balances (explain in Schedule O) ........

Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))

11,238,457

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response or note to any line in this Part XII.............

Yes

Accounting method used to prepare the Form 990: Cash Accrual Other
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.

Were the organization’s financial statements compiled or reviewed by an independent accountant?

If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separate basis

Were the organization’s financial statements audited by an independent accountant?

Yes

If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separate basis

If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?

Yes

If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.

As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?

If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.

Form 990 (2018)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- 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
Round Bullet

Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet

Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet

Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" on Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet

Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet

Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" on Form 990, Part IV, Line 5 (Proxy Tax) (see separate instructions) or Form 990-EZ, Part V, line 35c (Proxy Tax) (see separate instructions), then
Round Bullet

Section 501(c)(4), (5), or (6) organizations: Complete Part III.

Name of the organization

Western Health Advantage

Employer identification number

68-0393304

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

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

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

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

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

Yes

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 (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

Western Health Advantage

Employer identification number

68-0393304

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 .....
b	Buildings ....
c	Leasehold improvements	500,229	329,377	170,852
d	Equipment ....	10,643,486	7,917,953	2,725,533
e	Other .....	1,662,009	651,010	1,010,999
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				3,907,384

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) PHARMACY REBATES				7,446,617
(2) ACA RISK ADJUSTMENT				3,613,320
(3) HELD RATE RECEIVABLES				1,442,506
(4) UC RISK ADJUSTMENT				1,312,592
(5) ESI PRICING CREDITS				550,873
(6) NATIONCARE RECEIVABLE				401,942
(7) INCOME TAX RECEIVABLE				216,468
(8) SETTLEMENT REIMBURSEMENT				56,250
(9) OTHER ASSETS				25,861
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				15,066,429

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	9,928,921
CLAIMS PAYABLE	7,850,808
MEDICAL COST PAYABLE	8,505,665
CAPITATION PAYABLE	11,377,494
INTEREST PAYABLE	98,022
NOTES PAYABLE TO SPONSORS	3,564,438
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	41,325,348
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	786,748,527
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a	40,430
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	40,430
3	Subtract line 2e from line 1..................			3	786,708,097
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	786,708,097

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	788,826,098
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	788,826,098
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	788,826,098

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference	Explanation
PART X, LINE 2	THE COMPANY FOLLOWS THE PROVISIONS OF FASB ACCOUNTING STANDARDS CODIFICATION (ASC) SUBTOPIC 740-10, INCOME TAXES - OVERALL. THIS PRONOUNCEMENT PRESCRIBES A RECOGNITION THRESHOLD AND MEASUREMENT ATTRIBUTE FOR THE FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT OF A TAX POSITION EXPECTED TO BE TAKEN IN A TAX RETURN. IT ALSO PROVIDES GUIDANCE ON DERECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES, ACCOUNTING IN INTERIM PERIODS, DISCLOSURE, AND TRANSITION. THE COMPANY FILES TAX RETURNs IN THE UNITED STATES AND CALIFORNIA. ALL TAX PERIODS BEGINNING WITH THE TAX YEAR ENDED DECEMBER 31, 2014 AND THEREAFTER ARE OPEN TO EXAMINATION FOR U.S. PURPOSES, AND ALL TAX PERIODS BEGINNING WITH the TAX PERIOD ENDED DECEMBER 31, 2014 AND THEREAFTER ARE OPEN TO EXAMINATION FOR CALIFORNIA PURPOSES. THE COMPANY IS CURRENTLY UNDER EXAMINATION WITH THE FRANCHISE TAX BOARD FOR THE TAX YEAR ENDED DECEMBER 31, 2014 AND JUNE 30, 2015. THE COMPANY IS NOT UNDER EXAMINATION BY THE IRS OR ANY OTHER TAX AUTHORITIES. SIGNIFICANT JUDGMENT IS REQUIRED IN APPLYING THE PRINCIPLES OF ASC SUBTOPIC 740-10. THE CALCULATION OF THE PROVISION FOR INCOME TAXES INVOLVES DEALING WITH UNCERTAINTIES IN THE APPLICATION OF COMPLEX TAX LAWS AND REGULATIONS. IN DETERMINING THE ADEQUACY OF THE PROVISION FOR INCOME TAXES, THE COMPANY REGULARLY ASSESSES THE POTENTIAL SETTLEMENT OUTCOMES RESULTING FROM INCOME TAX EXAMINATIONS. HOWEVER, THE FINAL OUTCOME OF THE TAX EXAMINATIONS, INCLUDING THE TOTAL AMOUNT PAYABLE OR THE TIMING OF ANY SUCH PAYMENTS UPON RESOLUTION OF THESE ISSUES, CANNOT BE PREDICTED WITH CERTAINTY. IN ADDITION, THE COMPANY CANNOT BE CERTAIN THAT SUCH AMOUNT WILL NOT BE MATERIALLY DIFFERENT THAN THAT WHICH IS REFLECTED IN THE COMPANY'S HISTORICAL INCOME TAX PROVISIONS AND ACCRUALS. SHOULD THE IRS OR OTHER TAX AUTHORITIES ASSESS ADDITIONAL TAXES AS A RESULT OF A FUTURE EXAMINATION, THE COMPANY MAY BE REQUIRED TO RECORD CHARGES TO OPERATIONS IN FUTURE PERIODS THAT COULD HAVE A MATERIAL IMPACT ON THE RESULTS OF OPERATIONS, FINANCIAL POSITION, OR CASH FLOWS IN THE APPLICABLE PERIOD OR PERIODS.

Return Reference

Explanation

PART X, LINE 2

THE COMPANY FOLLOWS THE PROVISIONS OF FASB ACCOUNTING STANDARDS CODIFICATION (ASC) SUBTOPIC 740-10, INCOME TAXES - OVERALL. THIS PRONOUNCEMENT PRESCRIBES A RECOGNITION THRESHOLD AND MEASUREMENT ATTRIBUTE FOR THE FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT OF A TAX POSITION EXPECTED TO BE TAKEN IN A TAX RETURN. IT ALSO PROVIDES GUIDANCE ON DERECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES, ACCOUNTING IN INTERIM PERIODS, DISCLOSURE, AND TRANSITION. THE COMPANY FILES TAX RETURNs IN THE UNITED STATES AND CALIFORNIA. ALL TAX PERIODS BEGINNING WITH THE TAX YEAR ENDED DECEMBER 31, 2014 AND THEREAFTER ARE OPEN TO EXAMINATION FOR U.S. PURPOSES, AND ALL TAX PERIODS BEGINNING WITH the TAX PERIOD ENDED DECEMBER 31, 2014 AND THEREAFTER ARE OPEN TO EXAMINATION FOR CALIFORNIA PURPOSES. THE COMPANY IS CURRENTLY UNDER EXAMINATION WITH THE FRANCHISE TAX BOARD FOR THE TAX YEAR ENDED DECEMBER 31, 2014 AND JUNE 30, 2015. THE COMPANY IS NOT UNDER EXAMINATION BY THE IRS OR ANY OTHER TAX AUTHORITIES. SIGNIFICANT JUDGMENT IS REQUIRED IN APPLYING THE PRINCIPLES OF ASC SUBTOPIC 740-10. THE CALCULATION OF THE PROVISION FOR INCOME TAXES INVOLVES DEALING WITH UNCERTAINTIES IN THE APPLICATION OF COMPLEX TAX LAWS AND REGULATIONS. IN DETERMINING THE ADEQUACY OF THE PROVISION FOR INCOME TAXES, THE COMPANY REGULARLY ASSESSES THE POTENTIAL SETTLEMENT OUTCOMES RESULTING FROM INCOME TAX EXAMINATIONS. HOWEVER, THE FINAL OUTCOME OF THE TAX EXAMINATIONS, INCLUDING THE TOTAL AMOUNT PAYABLE OR THE TIMING OF ANY SUCH PAYMENTS UPON RESOLUTION OF THESE ISSUES, CANNOT BE PREDICTED WITH CERTAINTY. IN ADDITION, THE COMPANY CANNOT BE CERTAIN THAT SUCH AMOUNT WILL NOT BE MATERIALLY DIFFERENT THAN THAT WHICH IS REFLECTED IN THE COMPANY'S HISTORICAL INCOME TAX PROVISIONS AND ACCRUALS. SHOULD THE IRS OR OTHER TAX AUTHORITIES ASSESS ADDITIONAL TAXES AS A RESULT OF A FUTURE EXAMINATION, THE COMPANY MAY BE REQUIRED TO RECORD CHARGES TO OPERATIONS IN FUTURE PERIODS THAT COULD HAVE A MATERIAL IMPACT ON THE RESULTS OF OPERATIONS, FINANCIAL POSITION, OR CASH FLOWS IN THE APPLICABLE PERIOD OR PERIODS.

Schedule D (Form 990) 2018

Additional Data

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Software Version:

- TIN:

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

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

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

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization
Western Health Advantage

Employer identification number
68-0393304

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	(h) Purpose of grant or assistance
(1) American Heart Association 7272 Greenville Ave Dallas,TX952314596	13-5613797	501(c)(3)	115,000	Health Initiative
(2) GREATER SACRAMENTO AREA ECONOMIC COUNCIL 400 Capitol Mall Suite 2500 SACRAMENTO,CA95814	46-5517841	501(c)(3)	100,000	Civic Leadership
(3) CROCKER ART MUSEUM 216 O Street SACRAMENTO,CA95814	94-2552486	501(c)(3)	100,000	Arts Education
(4) MERCY FOUNDATION 3400 Data Drive Rancho Cordova,CA95670	23-7072762	501(c)(3)	40,000	Health Neurological
(5) Sacramento Ballet Association 2420 N Street Suite 100 SACRAMENTO,CA95816	94-1674349	501(c)(3)	56,000	arts education
(6) Cristo Rey High School 8475 Jackson Road Sacramento,CA95826	41-2191660	501(c)(3)	27,000	Workplace Assistance
(7) ACADEMY OF FRIENDS 650 Fifth Street Suite 408 San Francisco,CA94107	94-3064135	501(c)(3)	25,000	aids research
(8) american leadership forum 1601 Response Road Suite 350 Sacramento,CA95815	91-1792774	501(c)(3)	20,000	Leadership Education
(9) NORTHBAY HEALTHCARE FOUNDATION 4500 Business Center Drive Fairfield,CA94534	94-2995085	501(c)(3)	35,000	Community Support
(10) WOODLAND HEALTHCARE FOUNDATION 1321 Cottonwood Sreet Suite 207 Woodland,CA95695	94-1196203	501(c)(3)	20,000	Donation To Imaging
(11) DOWNTOWN SACRAMENTO 980 9th Street Suite 400 Sacramento,CA95814	68-0270320	501(c)(6)	26,960	Community Support
(12) Soil born Farm Urban Agriculture Project PO Box 661175 Sacramento,CA95866	20-0774693	501(c)(3)	15,000	Community Support
(13) B Street Theatre 2711 B Street Sacramento,CA95816	95-4047805	501(c)(3)	70,000	Theatre
(14) breathe california of sacramento 909 12th Street SACRAMENTO,CA95814	94-1641240	501(c)(3)	11,280	Health Education
(15) SACRAMENTO ASIAN PACIFIC 2331 Alhambra Blvd Ste 100 Sacramento,CA95817	68-0423644	501(c)(6)	25,000	Community Outreach
(16) WEAVE INC 1900 K Street Sacramento,CA95811	94-2493158	501(c)(3)	40,730	CRISIS INTERVENTION
(17) SACRAMENTO BIG DAY OF GIVING SPONSOR 955 University Avenue Sacramento,CA95825	94-2891517	501(c)(3)	100,000	COMMUNITY SUPPORT
(18) SACRAMENTO FOOD BANK & family services 3333 Third Ave SACRAMENTO,CA95817	94-3315566	501(c)(3)	69,438	FOOD BANK SUPPORT
(19) SACRAMENTO METROPOLITAN CHANBER OF COMMERCE One Capitol Mall Suite 700 SACRAMENTO,CA95814	94-0824600	501(c)(6)	68,000	COMMUNITY SUPPORT
(20) UC REGENTS MONDAVI CENTER GALA One Shields Ave Davis,CA95616	94-6036494	Government	45,000	ARTS EDUCATION
(21) GIFTS TO SHARE 915 I STREET 3RD FLOOR Sacramento,CA95814	94-2985546	501(c)(3)	19,500	PROGRAM SUPPORT
(22) BIG BROTHERS BIG SISTERS OF THE GREATER 1540 Rover Park Drive Sacramento,CA95815	94-1559583	501(c)(3)	6,600	COMMUNITY SUPPORT
(23) SAN JUAN EDUCATION FOUNDATION PO Box 127 Carmichael,CA95815	94-3160088	501(c)(3)	5,290	Sponorship education foundation
(24) California State University 6000 J Street Sacramento Hall 118 Sacramento,CA95819	68-0365325	Government	10,000	Sponsorship The University Foundation at Sacramento State education
(25) Sacramento Theatre Company 1419 H Street Sacramento,CA95814	94-1347081	501(c)(3)	6,000	Arts Education
(26) Nonprofit Resource Center 2031 K Street Sacramento,CA95811	68-0173440	501(c)(3)	6,000	Civic Leadership
(27) Greater Sacramento Urban League 3725 Marysville Blvd Sacramento,CA95838	94-1686314	501(c)(3)	6,000	Community Support
(28) River City Food Bank PO Box 160204 Sacramento,CA95816	91-1851398	501(c)(3)	5,455	Community Support

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) 2018

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 noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash 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	WHA'S MANAGEMENT TEAM EVALUATES POTENTIAL DONATIONS TO OUTSIDE ORGANIZATIONS TAKING INTO ACCOUNT HOW THE OUTSIDE ORGANIZATION ALIGNS WITH THE WHA'S MISSION. GRANT RECIPIENTS ARE TYPICALLY WELL-KNOWN ORGANIZATIONS WITH A STRONG REPUTATION FOR DOING GOOD WITHIN THE COMMUNITY. GRANTS ARE MADE FOR GENERAL SUPPORT OR SPECIFIC PROJECTS THAT FURTHER THE OUTSIDE ORGANIZATION'S MISSION OF BENEFITING THE COMMUNITY. GRANTS ARE MADE AFTER REVIEW OF A WRITTEN APPLICATION, REVIEWED BY THE GRANT COMMITTEE AND WRITTEN AGREEMENT WITH WHA.

Return Reference

Explanation

PART I, LINE 2

WHA'S MANAGEMENT TEAM EVALUATES POTENTIAL DONATIONS TO OUTSIDE ORGANIZATIONS TAKING INTO ACCOUNT HOW THE OUTSIDE ORGANIZATION ALIGNS WITH THE WHA'S MISSION. GRANT RECIPIENTS ARE TYPICALLY WELL-KNOWN ORGANIZATIONS WITH A STRONG REPUTATION FOR DOING GOOD WITHIN THE COMMUNITY. GRANTS ARE MADE FOR GENERAL SUPPORT OR SPECIFIC PROJECTS THAT FURTHER THE OUTSIDE ORGANIZATION'S MISSION OF BENEFITING THE COMMUNITY. GRANTS ARE MADE AFTER REVIEW OF A WRITTEN APPLICATION, REVIEWED BY THE GRANT COMMITTEE AND WRITTEN AGREEMENT WITH WHA.

Schedule I (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

Western Health Advantage

Employer identification number

68-0393304

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

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

Travel for companions Payments for business use of personal residence

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

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

If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .........

Yes

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked in line 1a? ..

Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any 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)
1Garry Maisel President & CEO	(i) (ii)	807,989 ------------- 0	208,160 ------------- 0	7,380 ------------- 0	103,216 ------------- 0	13,391 ------------- 0	1,140,136 ------------- 0	0 ------------- 0
2Donald Hufford Chief Medical Officer	(i) (ii)	339,660 ------------- 0	94,875 ------------- 0	24,867 ------------- 0	43,988 ------------- 0	26,985 ------------- 0	530,375 ------------- 0	0 ------------- 0
3Mariette Ruecker Treasurer & CFO	(i) (ii)	313,537 ------------- 0	144,048 ------------- 0	9,990 ------------- 0	40,035 ------------- 0	12,235 ------------- 0	519,845 ------------- 0	0 ------------- 0
4William Figenshu Chief Sales Officer	(i) (ii)	281,400 ------------- 0	76,800 ------------- 0	26,278 ------------- 0	11,000 ------------- 0	20,628 ------------- 0	416,106 ------------- 0	0 ------------- 0
5Rebecca Downing Chief Legal Officer	(i) (ii)	246,268 ------------- 0	67,100 ------------- 0	11,938 ------------- 0	31,810 ------------- 0	20,929 ------------- 0	378,045 ------------- 0	0 ------------- 0
6Ali Darugar CIO (thru 4/2019)	(i) (ii)	223,724 ------------- 0	63,017 ------------- 0	20,112 ------------- 0	29,905 ------------- 0	25,743 ------------- 0	362,501 ------------- 0	0 ------------- 0
7Glenn Hamburg Chief Information Officer	(i) (ii)	241,478 ------------- 0	64,212 ------------- 0	9,171 ------------- 0	29,614 ------------- 0	1,954 ------------- 0	346,429 ------------- 0	0 ------------- 0
8Keith Howes Chief Human Resources officer	(i) (ii)	204,184 ------------- 0	57,475 ------------- 0	28,022 ------------- 0	26,989 ------------- 0	17,495 ------------- 0	334,165 ------------- 0	0 ------------- 0
9GARY PLUNDO MEDICAL DIRECTOR	(i) (ii)	255,933 ------------- 0	23,870 ------------- 0	4,953 ------------- 0	11,000 ------------- 0	23,261 ------------- 0	319,017 ------------- 0	0 ------------- 0
10Frederick Heron CHIEF EXPERIENCE OFFICER	(i) (ii)	206,536 ------------- 0	44,622 ------------- 0	12,287 ------------- 0	26,204 ------------- 0	25,760 ------------- 0	315,409 ------------- 0	0 ------------- 0
11Michele Lehuta Major Contracts Director	(i) (ii)	146,869 ------------- 0	43,302 ------------- 0	18,166 ------------- 0	8,446 ------------- 0	15,187 ------------- 0	231,970 ------------- 0	0 ------------- 0
12Elizabeth Hargett Sales Director	(i) (ii)	135,370 ------------- 0	38,566 ------------- 0	14,809 ------------- 0	7,745 ------------- 0	26,134 ------------- 0	222,624 ------------- 0	0 ------------- 0
13Yvette Crockell Pharmacy Director	(i) (ii)	171,745 ------------- 0	15,574 ------------- 0	1,656 ------------- 0	7,521 ------------- 0	22,113 ------------- 0	218,609 ------------- 0	0 ------------- 0
14Mary Ingram Actuarial Services Director	(i) (ii)	165,741 ------------- 0	15,660 ------------- 0	6,821 ------------- 0	7,498 ------------- 0	21,008 ------------- 0	216,728 ------------- 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
Schedule J, Part I, Question 1a	WHA PAID $180 EACH FOR YEARLY HEALTH CLUB DUES FOR TWO OFFICERS, SIX KEY EMPLOYEES, AND TWO HIGHEST COMPENSATED EMPLOYEES LISTED ON FORM 990 PART VII. THESE AMOUNTS HAVE BEEN INCLUDED AS TAXABLE BENEFITS IN ON THE EMPLOYEES' 2018 W-2S. CLUB DUES HAVE BEEN PAID BY WHA FOR BUSINESS USE BY ONE OFFICER. AS THE USE OF THIS CLUB IS FOR BUSINESS USE ONLY AND NOT FOR PERSONAL USE, NO AMOUNT HAS BEEN INCLUDED AS TAXABLE COMPENSATION TO THE OFFICER. SPOUSAL TRAVEL FOR PURPOSES OF ATTENDING A BUSINESS EVENT WAS PROVIDED TO THE SPOUSES ACCOMPANYING 6 PERSONS LISTED ON FORM 990, PART VII, SECTION A. THE ATTENDANCE OF THE SPOUSES WAS DETERMINED TO BE A BUSINESS EXPENSE AND THUS NOT INCLUDED IN THE TAXABLE INCOME FOR THOSE LISTED INDIVIDUALS.
Schedule J, Part I, Question 4b	THE ORGANIZATION HAS A 457(F) PLAN WHEREBY PARTICIPANTS VEST AFTER 5 YEARS, WITH IMMEDIATE VESTING UPON DEATH, DISABILITY, OR INVOLUNTARY TERMINATION WITHOUT CAUSE.
Schedule J, Part I, Question 7	BONUSES/INCENTIVES ARE BASED ON AN INDIVIDUAL'S PERFORMANCE AND ARE DISCRETIONARY BASED ON MEETING ESTABLISHED GOALS.

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

Western Health Advantage

Employer identification number

68-0393304

Return Reference	Explanation
Form 990, Part VI, Section A, Line 4	REPLACED "DIGNITY HEALTH" WITH "DIGNITY COMMMUNITY CARE" AS A NEW COPORATE MEMBER. ADDED A NEW STANDING COMMITTEE, THE PUBLIC POLICY COMMITTEE; ADDED CRITERIA FOR ADDITION OF NEW CORPORATE MEMBERS; ADDED TWO NEW SPECIAL ACTIONS TO BE APPROVED BY CORPORATE MEMBERS; ADDED A PROVISION ALLOWING A CORPORATE MEMBER TO WITHDRAW ON LESS THAN 90 DAYS NOTICE WITH APPROVAL OF THE OTHER CORPORATE MEMBERS.
Form 990, Part VI, Section A, Line 6	DIGNITY COMMUNITY CARE AND NORTHBAY HEALTHCARE GROUP ARE MEMBERS OF WESTERN HEALTH ADVANTAGE.
FORM 990, PART VI, SECTION A, LINE 7A	DIGNITY COMMUNITY CARE AND NORTHBAY HEALTHCARE GROUP HAVE RIGHTS TO ELECT AND REMOVE MOST BOARD MEMBERS.
Form 990, Part VI, Section A, Line 7B	DIGNITY COMMUNITY CARE AND NORTHBAY HEALTHCARE GROUP RETAIN THE APPROVAL RIGHTS AFFORDED MEMBERS FOR CERTAIN SIGNIFICANT TRANSACTIONS (E.G. CHANGE IN BYLAWS).
Form 990, Part VI, Section B, Line 11	THE BOARD OF DIRECTORS REVIEWS THE FORM 990 BEFORE THE RETURN IS FILED. THE ORGANIZATION'S CFO AND FINANCE DIRECTOR WORK CLOSELY WITH AN OUTSIDE ACCOUNTING FIRM TO PREPARE AND REVIEW THE RETURN. A COMPLETE COPY OF FORM 990 IS PROVIDED TO THE ENTIRE BOARD PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE.
Form 990, Part VI, Section B, Line 12C	ON AN ANNUAL BASIS, THE ORGANIZATION DISTRIBUTES CONFLICT OF INTEREST QUESTIONNAIRES WHICH THE BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES COMPLETE AND RETURN. THE CHIEF LEGAL OFFICER OF THE ORGANIZATION REVIEWS THE RETURNED FORMS FOR COMPLIANCE. IF A CONFLICT IS REPORTED IT WOULD BE HANDLED IN ACCORDANCE WITH THE CONFLICTS OF INTEREST POLICY, WHICH REQUIRES INDIVIDUALS WITH A POTENTIAL CONFLICT TO RECUSE THEMSELVES FROM THE BOARD'S DELIBERATIONS ON THE ISSUE OF CONFLICT.
Form 990, Part VI, Section B, Line 15	THE BOARD OF DIRECTORS REVIEWS THE COMPENSATION OF THE CHIEF EXECUTIVE OFFICER AND AUTHORIZES THE CEO TO APPROVE COMPENSATION OF THE OTHER CHIEF LEVEL EMPLOYEES WITH THE CAVEAT THAT ALL COMPENSATION OF THE CHIEF LEVEL EMPLOYEES MUST BE WITHIN THE RECOMMENDATIONS OF THE INDEPENDENT COMPENSATION REPORT. A WRITTEN POLICY REQUIRES THAT THE BOARD DETERMINE THAT COMPENSATION IS REASONABLE TO WHA BASED UPON INFORMATION SUFFICIENT TO DETERMINE WHETHER THE VALUE OF SERVICES IS THE AMOUNT THAT WOULD ORDINARILY BE PAID FOR LIKE SERVICES BY LIKE ENTERPRISES, WHETHER TAXABLE OR TAX EXEMPT. UNDER LIKE CIRCUMSTANCES RELEVANT INFORMATION INCLUDES, BUT IS NOT LIMITED TO, COMPENSATION LEVELS PAID BY SIMILARLY SITUATED ORGANIZATIONS, BOTH TAXABLE AND TAX-EXEMPT, FOR FUNCTIONALLY COMPARABLE POSITIONS, THE AVAILABILITY OF SIMILAR SERVICES IN THE GEOGRAPHIC AREA OF THE APPLICABLE TAX EXEMPT ORGANIZATION, CURRENT COMPENSATION SURVEYS COMPILED BY INDEPENDENT FIRMS, AND ACTUAL WRITTEN OFFERS FROM SIMILAR INSTITUTIONS COMPETING FOR THE SERVICES OF THE DISQUALIFIED PERSON. THE BOARD MUST ALSO MAKE A FINDING THAT COMPENSATION TO THE CEO AND CFO IS JUST AND REASONABLE. ANY MEMBERS OF THE BOARD WHO HAVE A CONFLICT CANNOT BE INCLUDED IN THE DECISION MAKING PROCESS.
Form 990, Part VI, Section C, Line 19	WHILE FEDERAL TAX LAWS DO NOT MANDATE THAT THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS BE MADE AVAILABLE FOR PUBLIC INSPECTION, THE ORGANIZATION MAKES ITS FINANCIAL STATEMENTS AVAILABLE UPON REQUEST.
FORM 990 PART IX LINE 11G	DESCRIPTION:CAPITATION EXPENSES TOTAL FEES:XXX-XX-XXXX
FORM 990 PART IX LINE 11G	DESCRIPTION:CLAIMS EXPENSE TOTAL FEES:XXX-XX-XXXX
FORM 990 PART IX LINE 11G	DESCRIPTION:MEDICAL ADMINISTRATION TOTAL FEES:6639603

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:

- 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

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

Western Health Advantage

Employer identification number

68-0393304

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

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

Cat. No. 50135Y

Schedule R (Form 990) 2018

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	(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 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

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets		Yes	No
(1) WESTERN HEALTH ADVANTAGE COMMUNITY 2349 GATEWAY OAKS FRNE SUITE 100 SACRAMENTO,CA95833 87-0748090	Inactive	CA	NA	C CORP	0	0	100.000 %	Yes

Schedule R (Form 990) 2018

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

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

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

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

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

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

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

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

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

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

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

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

Schedule R (Form 990) 2018

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) 2018

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) 2018

Additional Data

Software ID:
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