Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| (A)
FROEDTERT MEMORIAL LUTHERAN HOSPITA |
396105970 | 3 | Yes | 372,368,600 | 0 | |
| (B)
COMMUNITY MEMORIAL HOSPITAL OF MF |
390987025 | 3 | Yes | 39,818,143 | 0 | |
| (C)
ST JOSEPH'S COMMUNITY HOSPITAL |
390806302 | 3 | Yes | 19,067,211 | 0 | |
| (D)
F&MCW COMMUNITY PHYSICIANS |
272042610 | 3 | No | 42,010,409 | 0 | |
|
Total 4
|
473,264,363 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f).. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | ||||||
| 6 | Total. Add lines 1 through 5 | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | ||||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public support. (Subtract line 7c from line 6.) | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | ||||||
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
|||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by .035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | ||
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
||
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | ||
| 4 Amounts paid to acquire exempt-use assets | ||
| 5 Qualified set-aside amounts (prior IRS approval required) | ||
| 6 Other distributions (describe in Part VI). See instructions | ||
| 7Total annual distributions. Add lines 1 through 6. | ||
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
||
| 9 Distributable amount for 2019 from Section C, line 6 | ||
| 10 Line 8 amount divided by Line 9 amount | ||
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2019 |
(iii) Distributable Amount for 2019 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2019 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2019 (reasonable cause required-- explain in Part VI). See instructions. |
||||
| 3 Excess distributions carryover, if any, to 2019: | ||||
| a From 2014....... | ||||
| b From 2015....... | ||||
| c From 2016....... | ||||
| d From 2017....... | ||||
| e From 2018....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2019 distributable amount | ||||
|
i
Carryover from 2014 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2019 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2019 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2019, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2019. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
||||
|
7 Excess distributions carryover to 2020. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2015..... | ||||
| b Excess from 2016..... | ||||
| c Excess from 2017..... | ||||
| d Excess from 2018..... | ||||
| e Excess from 2019..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| Part IV, Section A, Line 1 | Description Of How Supported Organizations Are Designated Froedtert Health, Inc. has four supported organizations. Froedtert Memorial Lutheran Hospital, Community Memorial Hospital of Menomonee Falls, and St. Joseph's Community Hospital are listed by name as supported organizations in Froedtert Health, Inc.'s bylaws. Froedtert Health, Inc. is a member of Froedtert & the Medical College of Wisconsin Community Physicians, Inc. (CP), a physician organization with which Froedtert Health, Inc. has had a historic and continuing relationship. This historic and continuing relationship is demonstrated by the fact that Froedtert Health, Inc. has supported CP by performing various functions for and on behalf of CP, furthering CP's exempt charitable health care activities. This close business relationship between Froedtert Health, Inc. and CP over the years has resulted in a substantial identity of interests between the two organizations. |
| Part IV, Section D, Line 3 | Role The Organization's Supported Orgs. Played The supported organizations of Froedtert Health, Inc. each have a significant voice in the investment policies of the organization and in the use of Froedtert Health Inc.'s income and assets. The supported organizations have a commonality of management with Froedtert Health Inc. and therefore, Froedtert Health Inc. is responsive to the needs of the supported organizations. |
| Part IV, Section E, Line 3a | Organization Has Power to Appoint Or Elect Governing Persons Froedtert Health, Inc. has the power to appoint or elect a majority of officers, directors or trustees of its supported organizations. In the case of CP, Froedtert Health Inc. appoints 50% of the CP Board and Froedtert Health Inc. maintains a number of reserved powers with respect to the operations of CP. |
| Part IV, Section E, Line 3b | Role Played in Management of Policies, Programs, & Activities Froedtert Health, Inc. exercises a substantial degree of direction over the policies, programs, and activities of its supported organizations. Froedtert Health employees serve as members of the Boards of the supported organizations, and Froedtert Health also has a number of reserved powers over the supported organizations. With respect to Froedtert Memorial Lutheran Hospital, Community Memorial Hospital of Memononee Falls and St. Joseph's Community Hospital, Froedtert Health maintains the right to remove the president of each organization and approve the successor; approval rights regarding financial matters such as strategic plans, budgets, debt obligations; approval rights over changes to each organizations bylaws and articles of incorporation; and approval rights over decisions which materially impact the assets of each organization. Each of these reserved powers is in fact exercised by Froedtert Health. In regards to CP, Froedtert Health has a 50% membership interest in CP. Froedtert Health appoints 50% of CPs Board of Directors. One of Froedtert Healths appointed Board members serves as either the Chairman of the CP Board of Directors or the Vice Chairman of the Board of Directors. Froedtert Health has a number of reserved powers with respect to CP which include the right to approve financial matters such as strategic plans, operating and capital budgets (and material deviations therefrom) and debt obligations; the right to approve the engagement of auditors; and the right to negotiate and execute managed care contracts for and on behalf of CP. In addition to these specifically reserved authorities, Froedtert Health equally shares various other joint powers with the other 50% member which include the approval of governance related matters such as changes to CPs bylaws and articles of incorporation; approval of the mission and goals of CP along with the final metrics used in determining goal performance; approval of any merger, dissolution and capital acquisition; and approval of the appointment of CPs president. |
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Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART I, LINE 5 AND PART V, LINE 2 | FROEDTERT HEALTH, INC. IS THE COMMON LAW EMPLOYER FOR THE FROEDTERT HEALTH SYSTEM WHICH INCLUDES FROEDTERT MEMORIAL LUTHERAN HOSPITAL, INC., FROEDTERT HOSPITAL FOUNDATION, INC., COMMUNITY MEMORIAL HOSPITAL OF MENOMONEE FALLS, INC., COMMUNITY MEMORIAL FOUNDATION OF MENOMONEE FALLS, INC., ST. JOSEPH'S COMMUNITY HOSPITAL OF WEST BEND, INC., ST. JOSEPH'S COMMUNITY FOUNDATION, INC. AND COMMUNITY OUTPATIENT HEALTH SERVICES OF MENOMONEE FALLS, INC. CENTRALLY MANAGED CORPORATE ACCOUNTING POLICY EFFECTIVE JULY 1, 2013, FROEDTERT HEALTH, INC. ADOPTED AN INTERNAL ACCOUNTING POLICY FOR CERTAIN BALANCE SHEET AND INCOME STATEMENT MATTERS THAT ARE CENTRALLY MANAGED BY FROEDTERT HEALTH AS THE PARENT CORPORATION. THE POLICY STATES THAT ASSETS AND LIABILITIES RELATED TO CENTRALLY MANAGED PROGRAMS WILL BE ACCOUNTED FOR ON THE PARENT CORPORATION'S CONSOLIDATED BALANCE SHEET AND WILL NOT BE ALLOCATED TO ANY OF THE AFFILIATE BALANCE SHEETS. AS A RESULT OF THIS NEW POLICY, FROEDTERT HEALTH INC.'S BALANCE SHEET NOW INCLUDES LONG TERM INVESTMENTS, LONG TERM DEBT AND THE RELATED SWAP LIABILITY FOR ALL THE CONSOLIDATED AFFILIATES. |
| Form 990, Part III, Line 4d | OTHER PROGRAM SERVICES DESCRIPTION Joint Venture Investments - revenue derived from investments in affiliates. |
| Form 990, Part VI, Line 2 | Business or Family Relationship of Officers, Directors, Etc. David Lubar and Kurt Bechtold - Business Relationship Mary Beth Berkes and Jacquelyn Fredrick - Business Relationship Grady Crosby, Mary Ellen Stanek, and Cathy Jacobson - Business Relationship Form 990, Part VI, Line 4 The changes to the bylaws are as follows: - Language was added in Sections 2.2.1, 2.12, 2.13, 2.14, 2.16, 3.1, 3.10, to reflect that the President and Chief Executive Officer of the Corporation may appoint a designee(s) to represent her/him on the hospital boards ("Director Designee"), Section 2.2.1. This Director Designee serves as an ex officio voting member with limited voting rights. These revisions ensure that in matters involving FH investments or FH's use of assets or income the input of the affiliate hospitals is represented. - Section 3.5: Language was added to address that the Chair of the Finance Committee will perform the duties of the Chairperson of the Board of Directors in the absence of the Chairperson and Vice Chairperson. - Sections 4.2, 4.8, 4.11: Revisions were made to reflect the creation of the Audit Committee as a new standing committee of the board and corresponding revisions to the role of the Finance Committee. - Section 4.9: A sentence was added that specifically states responsibilities related to the annual review of conflict of interest disclosures. |
| Form 990, Part VI, Line 11 b | FORM 990 REVIEW PROCESS Froedtert Health, Inc. accounting staff prepare Form 990 which is reviewed by the Froedtert Health, Inc. financial leaders. The 990 is then reviewed by KPMG, Froedtert Health, Inc.'s outside accounting firm. Next, the 990 is provided to the Froedtert Health, Inc. Finance Committee and Board of Directors. Finally, the 990 is filed as required. |
| Form 990, Part VI, Line 12c | Explanation of Monitoring and Enforcement of Conflicts On an annual basis all officers, directors, trustees, and key employees are required to complete a conflict of interest disclosure statement. The data is compiled, and the Froedtert Health, Inc. Vice President-Chief Compliance Officer (CCO), the Senior Vice-President-General Counsel and/or delegate will review all forms and notifications to determine if any conflicts of interest exist in the disclosure documents. If it is determined that a conflict of interest exists, then the individual making the disclosure shall be relieved of his/her obligations on behalf of Froedtert Health, Inc. with respect to the transaction or arrangement that creates the conflict of interest. A report of all conflicts of interest will be made by the CCO at least annually to the Froedtert Health, Inc. Finance Committee of the Board of Directors. |
| Form 990, Part VI, Line 15a | COMPENSATION REVIEW & APPROVAL PROCESS - CEO & TOP MANAGEMENT In establishing the compensation of the organizations CEO and Top Management, independent compensation consultants are utilized, compensation studies are completed to gather comparative data, persons with a conflict of interest regarding the compensation arrangements at issue are not involved in the decision making process, and amounts are reviewed and approved by the Compensation Committee of the Board of Directors. In addition, there is contemporaneous documentation and record keeping for deliberations and decisions regarding the compensation arrangements. |
| Form 990, Part VI, Line 15b | COMPENSATION REVIEW & APPROVAL PROCESS - OFFICERS & KEY EMPLOYEES In establishing the compensation of the organizations Officers & Key Employees, independent compensation consultants are utilized, compensation studies are completed to gather comparative data, persons with a conflict of interest regarding the compensation arrangements at issue are not involved in the decision making process, and amounts are reviewed and approved by the Compensation Committee of the Board of Directors. In addition, there is contemporaneous documentation and record keeping for deliberations and decisions regarding the compensation arrangements. |
| Form 990, Part VI, Line 19 | Other Organization Documents Publicly Available Froedtert Health, Inc.'s quarterly financial information is made available to the public online through the Digital Assurance Corporation, Inc. website. Anyone can register to receive ongoing access to and notifications regarding financial statements at the online website. Additionally, Governing Documents and Conflict of Interest Policy are made available to the public through the corporate office upon request. |
| Form 990, Part XI, Line 9 | Chg in accrued pension other than net periodic benefit cost.............................................-4,042,000 Contributed capital Hart's Mills Insurance Co.............-830,352 Transfer to Health System..............................235,220,903 Unrestricted Capital Contributions........................-453,499 West Bend Surgery Ctr Beginning of year Net Assets.......4,857,380 -------------------- Total $234,752,432 -------------------- |
| FORM 990 PART IX LINE 11G | DESCRIPTION:CONSULTING & PROFESSIONAL FEES TOTAL FEES:21683343 |
| FORM 990 PART IX LINE 11G | DESCRIPTION:PURCH SERVICE GENERAL TOTAL FEES:35008465 |
| FORM 990 PART IX LINE 11G | DESCRIPTION:PURCHASE SERVICES-MEDICAL TOTAL FEES:5846284 |
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