TY 2020 Form 990

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
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Attach to Form 990 or Form 990-EZ.
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Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization

UPMC

Employer identification number

25-1423657

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 12, check only one box.)

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

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

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

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

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

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

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

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

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

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

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

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

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

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

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

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

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

Enter the number of supported organizations ...............................93

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

(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)
(i) Name of supported organization	(ii) EIN		Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(A) UPMC PRESBYTERIAN SHADYSIDE	250965480	3	Yes		42,803,722	0
(B) UPMC BRADDOCK	251800797	3		No	71,082	0
(C) UPMC ST MARGARET	232875070	3		No	22,939,333	0
(D) UPMC COMMUNITY PROVIDER SERVICES	251804746	10		No	0	0
(E) UPMC PASSAVANT	250965451	3		No	0	0
(F) UPMC BEDFORD	231396795	3		No	411,342	0
(G) UPMC LEE	250613830	3		No	0	0
(H) UPMC MCKEESPORT	250965423	3		No	0	0
(I) UPMC HORIZON	250523970	3		No	18,969,512	0
(J) UPMC MAGEE-WOMEN'S HOSPITAL	250965420	3		No	0	0
(K) UPMC COMMUNITY MEDICINE INC	251727721	3		No	0	0
(L) UNIVERSITY OF PITTSBURGH PHYSICIANS	232919472	3		No	5,600,000	0
(M) UNIVERSITY OF PITTSBURGH	250965591	2	Yes		241,400,000	0
(N) UPMC CHILDREN'S HOSPITAL OF PITTSBURGH	250402510	3		No	0	0
(O) UPMC NORTHWEST	250489010	3		No	7,160,938	0
(P) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION	251799823	10		No	0	0
(Q) UPMC SENIOR COMMUNITIES INC	251574736	10		No	0	0
(R) UPMC FOR YOU	900174238	10		No	0	0
(S) UPMC MERCY	250965429	3		No	117,101,093	0
(T) UPMC EAST	274814831	3		No	0	0
(U) UPMC HAMOT	250965387	3		No	19,205,953	0
(V) UPMC CENTER FOR HIGH-VALUE HEALTHCARE	452178782	7		No	0	0
(W) UPMC ALTOONA	231352155	3		No	0	0
(X) PITTSBURGH CARE PARTNERSHIP INC	251753852	10		No	0	0
(Y) REGIONAL HEALTH SERVICES INC	251403958	10		No	0	0
(Z) SAFE HARBOR BEHAVIORAL HEALTH OF UPMC HAMOT	251317492	10		No	0	0
(AA) GREAT LAKES PHYSICIAN PRACTICE PC	464186362	3		No	0	0
(AB) UPMC ALTOONA PARTNERSHIP FOR A HEALTHY COMMUNITY	251842308	10		No	0	0
(AC) UPMC EMERGENCY MEDICINE INC	251787601	10		No	0	0
(AD) UNIVERSITY OF PITTSBURGH CANCER INSTITUTE CANCER SERVICES	251899326	3		No	0	0
(AE) BUTLER HEALTH SYSTEMUPMC MUSCULOSKELETAL JOINT VENTURE INC	471869395	3		No	0	0
(AF) ERIE PHYSICIANS NETWORK - UPMC INC	453012506	3		No	0	0
(AG) SUGAR CREEK STATION	251472178	3		No	0	0
(AH) CRANBERRY PLACE	043709885	10		No	0	0
(AI) PITTSBURGH LIFETIME CARE COMMUNITY	251335247	10		No	0	0
(AJ) THE HERITAGE SHADYSIDE	020614185	10		No	0	0
(AK) CANTERBURY PLACE	250965334	10		No	0	0
(AL) SENECA PLACE	721562844	10		No	0	0
(AM) UPMC HOME HEALTHCARE OF WESTERN PENNSYLVANIA	251222033	10		No	0	0
(AN) HOME NURSING AGENCY AFFILIATES	251518698	10		No	0	0
(AO) UPMC ADVANCED PRACTICE PROVIDERS	471301784	10		No	0	0
(AP) UPMC HOME HEALTHCARE OF CENTRAL PENNSYLVANIA	251188570	10		No	0	0
(AQ) UPMC BEHAVIORAL HEALTH OF THE ALLEGHENIES	251517533	10		No	0	0
(AR) HOME NURSING AGENCY FOUNDATION	251467014	7		No	0	0
(AS) CENTER FOR EMERGENCY MEDICINE OF WESTERN PENNSYLVANIA	251443759	10		No	0	0
(AT) UPMC JAMESON	250965406	3		No	11,812,266	0
(AU) CHILDREN'S ADVOCACY CENTER OF LAWRENCE COUNTY	251581304	7		No	0	0
(AV) UPMCJAMESON CANCER CENTER	201459415	3		No	0	0
(AW) JAMESON MEDICAL CARE INC	260462696	10		No	0	0
(AX) JAMESON CARE CENTER INC	232871396	10		No	0	0
(AY) MON YOUGH COMMUNITY SERVICES INC	251202461	10		No	0	0
(AZ) UPMC KANE	250998168	3		No	2,760,949	0
(BA) UPMC MUNCY	240806023	3		No	0	0
(BB) DIVINE PROVIDENCE HOSPITAL OF THE SISTERS OF CHRISTIAN CHARI	240799343	10		No	8,776,938	0
(BC) SUSQUEHANNA PHYSICIAN SERVICES	232449454	3		No	0	0
(BD) UPMC WILLIAMSPORT	240795508	3		No	19,078,573	0
(BE) UPMC WELLSBORO	232176963	3		No	0	0
(BF) THE GREEN HOME	240804365	10		No	0	0
(BG) WILLIAMSPORT AREA AMBULANCE SERVICE COOPERATIVE	232416166	10		No	0	0
(BH) UPMC LOCK HAVEN	821600494	3		No	15,964,559	0
(BI) UPMC SUNBURY	821592230	3		No	578,089	0
(BJ) UPMC CHAUTAUQUA AT WCA	160743226	3		No	5,270,125	0
(BK) STARFLIGHT INC	161557878	7		No	0	0
(BL) SOUTH CENTRAL ALPHA HOUSING AND HEALTHCARE INC	251701701	10		No	0	0
(BM) SOUTH WESTERN ALPHA HOUSING AND HEALTHCARE INC	251701700	10		No	0	0
(BN) UPMC OBGYN JOINT VENTURE INC	815255736	3		No	0	0
(BO) CHARLES COLE MEMORIAL HOSPITAL	240802108	3		No	0	0
(BP) UPMC LANCASTER	820896436	3		No	5,036,585	0
(BQ) UPMC LITITZ	820844453	3		No	100,905,716	0
(BR) UPMC MEMORIAL	820912090	3		No	150,805,827	0
(BS) PINNACLE HEALTH REGIONAL PHYSICIANS	820947698	3		No	0	0
(BT) COMMUNITY LIFE TEAM	231890444	7		No	0	0
(BU) UPMC PINNACLE HOSPITALS	251778644	3		No	784,458,575	0
(BV) PINNACLE HEALTH MEDICAL SERVICES	251709054	3		No	0	0
(BW) UPMC CARLISLE	820880337	3		No	133,377,908	0
(BX) ASBURY HEALTH CENTER	250969472	10		No	0	0
(BY) ASBURY VILLAS	251819952	10		No	0	0
(BZ) ASBURY PLACE	251729266	10		No	0	0
(CA) ASBURY FOUNDATION	251555688	7		No	0	0
(CB) UPMC HOME CARE MANAGEMENT SERVICES	830857507	10		No	0	0
(CC) UPMC HANOVER	231360851	3		No	173,121,102	0
(CD) UPMC SOMERSET	250965570	3		No	0	0
(CE) TWIN LAKES CENTER INC	232910318	3		No	0	0
(CF) SOMERSET HEALTH SERVICES INC	251441920	3		No	0	0
(CG) AUUE INC	820946389	3		No	0	0
(CH) UPMC LOCUM CLINICIANS	832683509	3		No	0	0
(CI) UPMC HORIZON COMMUNITY HEALTH FOUNDATION	251501823	7		No	0	0
(CJ) UPMC ALTOONA FOUNDATION	550787040	7		No	0	0
(CK) WCA GROUP INC	222393582	10		No	0	0
(CL) UPMC WESTERN MARYLAND CORPORATION	520591531	3		No	90,000,000	0
(CM) SUSQUEHANNA HEALTH FOUNDATION	232743470	7		No	0	0
(CN) WESLEY HILLS	251507472	10		No	0	0
(CO) TIOGA HEALTH CARE PROVIDERS	251765538	3		No	0	0
Total 93					1,977,610,187	0

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2020

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization failed to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf....
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6	Public support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support. Add lines 7 through 10

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

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2020 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2019 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2020. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2019. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2020. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2019. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990 or 990-EZ) 2020

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge
6	Total. Add lines 1 through 5
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support. (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2016	(b) 2017	(c) 2018	(d) 2019	(e) 2020	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2020 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2019 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2020 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2019 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2020. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2019. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

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

Schedule A (Form 990 or 990-EZ) 2020

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked box 12a, of Part I, complete Sections A and B. If you checked box 12b, of Part I, complete Sections A and C. If you checked box 12c, of Part I, complete Sections A, D, and E. If you checked box12d, of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer lines 3b and 3c below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked box 12a or 12b in Part I, answer lines 4b and 4c below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer lines 5b and 5c below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Yes

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

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

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Yes

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons, as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990 or 990-EZ) 2020

Page 5

Part IV

Supporting Organizations (continued)

Yes

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

A person who directly or indirectly controls, either alone or together with persons described in lines 11b and 11c below, the governing body of a supported organization?

11a

A family member of a person described in 11a above?

11b

A 35% controlled entity of a person described in line 11a or 11b above? If “Yes” to 11a, 11b, or 11c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the officers, directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Yes

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

Yes

By reason of the relationship described in line 2 above, did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Yes

Section E. Type III Functionally-Integrated Supporting Organizations

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

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

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

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

Activities Test. Answer lines 2a and 2b below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Yes

Did the activities described in line 2a, above constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Yes

Parent of Supported Organizations. Answer lines 3a and 3b below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations?If "Yes" or "No", provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Schedule A (Form 990 or 990-EZ) 2020

Page 6

Part V

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

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

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 0.015 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 0.035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6

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

Schedule A (Form 990 or 990-EZ) 2020

Page 7

Part V

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

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes	1
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity	2
3 Administrative expenses paid to accomplish exempt purposes of supported organizations	3
4 Amounts paid to acquire exempt-use assets	4
5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI)	5
6 Other distributions (describe in Part VI). See instructions	6
7Total annual distributions. Add lines 1 through 6.	7
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions	8
9 Distributable amount for 2020 from Section C, line 6	9
10 Line 8 amount divided by Line 9 amount	10

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2020	(iii) Distributable Amount for 2020
1 Distributable amount for 2020 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 2020:
a From 2015.......
b From 2016.......
c From 2017.......
d From 2018.......
e From 2019.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2020 distributable amount
i Carryover from 2015 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2020 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2020 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2020, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2020. 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 2021. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2016.....
b Excess from 2017.....
c Excess from 2018.....
d Excess from 2019.....
e Excess from 2020.....

Schedule A (Form 990 or 990-EZ) (2020)

Schedule A (Form 990 or 990-EZ) 2020

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation
SCHEDULE A, PART I	THE SUPPORT AMOUNT LISTED FOR THE UNIVERSITY OF PITTSBURGH IS THE TOTAL SUPPORT PROVIDED BY UPMC AND ALL OF ITS SUBSIDIARIES FOR RESEARCH AND ACADEMIC MATTERS FOR FISCAL YEAR 2021.
SCHEDULE A, PART IV	SOME OF THE ENTITIES LISTED AS UPMC'S SUPPORTED ORGANIZATIONS IN ATTACHMENT 1 BELOW WERE INACTIVE DURING THE TAX YEAR ENDED JUNE 30, 2021. AS SUCH, NO MONETARY OR OTHER SUPPORT WAS PROVIDED TO THESE ORGANIZATIONS, THUS RENDERING NOTICE OF SUPPORT UNNECESSARY.
SECTION A, QUESTION 1, 5A AND 6	QUESTION 1 UPMC PRESBYTERIAN SHADYSIDE AND THE UNIVERSITY OF PITTSBURGH ARE BOTH IDENTIFIED IN UPMC'S ARTICLES OF INCORPORATION AS SUPPORTED ORGANIZATIONS. THE OTHER SUPPORTED ORGANIZATIONS ARE DESIGNATED BY CLASS AND/ OR PURPOSE. AS PER THE UPMC AMENDED AND RESTATED ARTICLES OF INCORPORATION, UPMC SUPPORTS ENTITIES DESCRIBED AS IRC 509(A)(1) AND 509(A)(2) ORGANIZATIONS. THE MAJORITY OF UPMC'S SUPPORTED ORGANIZATIONS ARE 509(A)(1)HOSPITALS. UPMC ALSO SUPPORTS CANCER CENTERS IN THE TREATMENT OF PATIENTS AND RESEARCH ALONG WITH SENIOR COMMUNITIES WHO LOOK AFTER THE ELDERLY AND PHYSICIAN PRACTICE PLANS IN A VARIETY OF SPECIALTIES, AS WELL AS OTHER RELATED ORGANIZATIONS WHOSE ACTIVITIES ARE DIRECTLY IN FURTHERANCE OF UPMC'S EXEMPT MISSION. UPMC HAS SUPPORTED THESE ORGANIZATIONS WITHIN A RANGE OF 1 TO 39 YEARS WITH THE RELATIONSHIP CONTINUING INDEFINITELY. THIS HISTORIC AND CONTINUING RELATIONSHIP EXISTS AND AS A RESULT, THERE IS A SUBSTANTIAL IDENTITY OF INTERESTS BETWEEN THE ORGANIZATIONS - E.G., FURTHERING THE HEALTH, EDUCATIONAL, AND RESEARCH MISSION OF THE UPMC HEALTH SYSTEM. QUESTION 5A (I) UPMC SUSQUEHANNA EIN: 23-2751183 (II) PUBLIC CHARITY STATUS IS A 509(A)(3) SUPPORTING ORGANIZATION DESIGNATION CHANGED TO A SUPPORTING ORGANIZATION (III) AUTHORITY AS REQUIRED BY UPMC ARTICLES OF INCORPORATION (IV) IRS DETERMINATION (I) TIOGA HEALTH CARE PROVIDERS EIN: 25-1765538 (II) DESIGNATION CHANGE TO PUBLIC CHARITY STATUS HOSPITAL OR COOPERATIVE HOSPITAL SERVICE ORGANIZATION (III) AUTHORITY AS REQUIRED BY UPMC ARTICLES OF INCORPORATION (IV) IRS DETERMINATION QUESTION 6 CONTRIBUTIONS TO UPMC ITALY ENHANCE THE ABILITY FOR UPMC PRESBYTERIAN SHADYSIDE TO ACQUIRE DATA IN THE AREA OF LIVER AND OTHER TRANSPLANTATIONS. RESEARCH IS ONE OF THE CORE MISSIONS OF UPMC PRESBYTERIAN SHADYSIDE.
SECTION D, QUESTION 3	THE SUPPORTED ORGANIZATION OFFICERS AND DIRECTORS THAT SERVE AS UPMC OFFICERS AND/OR DIRECTORS ATTEND REGULAR UPMC BOARD AND OTHER MEETINGS, HAVE ONGOING COMMUNICATION WITH OTHER UPMC DIRECTORS AND OFFICERS, AND ARE PROVIDED WITH AND HAVE ACCESS TO UPMC FINANCIAL AND OTHER INFORMATION. AS A RESULT OF THE ABOVE, THE SUPPORTED ORGANIZATION OFFICERS THAT SERVE AS UPMC OFFICERS AND/OR DIRECTORS ARE ABLE TO VOTE AND/OR OPINE ON UPMC ACTIVITIES AND INITIATIVES AFFECTING THE SUPPORTED ORGANIZATION.
SECTION E, QUESTIONS 2A AND 2B	QUESTION 2A - UPMC is the parent organization and supporting organization of healthcare related entities within a large integrated healthcare delivery system of controlled subsidiaries. UPMC's primary mission is to provide the ongoing, overarching support and infrastructure to all of its exempt subsidiaries to assist them in accomplishing each of their discrete exempt educational, healthcare and research missions for which they were recognized under 501(c)(3) by the Internal Revenue Service. If UPMC as the parent and supporting organization did not supply the support, each individual entity would separately engage in these same activities to support its separate structure. QUESTION 2B - If the UPMC supporting parent organization did not provide the support that it currently does for all of its supported exempt entities these entities would have to undertake the oversight and provision of all such management and infrastructure activities currently provided by the supporting organization so that they individually could continue to provide the services in medical, educational and research programs that are the core of each of their exempt missions.

Schedule A (Form 990 or 990-EZ) 2020

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 instructions and the latest information.

OMB No. 1545-0047

2020

Open to Public Inspection

Name of the organization

UPMC

Employer identification number

25-1423657

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 FASB 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 FASB 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 FASB 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) 2020

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

Term 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 .....	71,226,029		71,226,029
b	Buildings ....	370,556,956	298,671,190	71,885,766
c	Leasehold improvements	41,853,264	36,958,839	4,894,425
d	Equipment ....	77,107,319	51,534,694	25,572,625
e	Other .....	152,379,546	77,831,162	74,548,383
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				248,127,228

Schedule D (Form 990) 2020

Page 3

Part VII

Investments - Other 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) CASH EQUIVALENTS	190,089,481	C
(B) LIMITED PARTNERSHIPS	1,507,719,641	C
(C) EVOLENT HEALTH, INC.	135,892,058	F
(D)
(E)
(F)
(G)
(H)
(I)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	1,833,701,180

Part VIII

Investments - Program 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

(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
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)INVESTMENTS IN SUBSIDIARIES				2,624,228,448
(2)2020 PROJECT FUND				1,619,650,964
(3)RIGHT OF USE ASSET - OPERATING				760,010,288
(4)SECURITIES LENDING				338,843,284
(5)DUE FROM RESTRICTED FUNDS				50,952,434
(6)INVESTMENTS IN JOINT VENTURES				49,413,131
(7)BOND DEBT SERVICE FUNDS				1,309,999
(8)OTHER ASSETS				2,107,000
(9)
(10)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				5,446,515,548

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
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	4,698,990,002
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) 2020

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......		1
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1..................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b....................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities .........	2a
b	Prior year adjustments ............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d....................		2e
3	Subtract line 2e from line 1...................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b
c	Add lines 4a and 4b.....................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

Part XIII

Supplemental Information

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

Return Reference	Explanation
PART X AND PART XI	UPMC HAS NO UNCERTAIN TAX POSITIONS RECORDED. TAX BENEFITS ARE RECOGNIZED WHEN IT IS MORE LIKELY THAN NOT THAT A TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE TAX AUTHORITIES BASED ON THE TECHNICAL MERITS OF THE POSITION. SUCH TAX POSITIONS ARE MEASURED AS THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY TO BE REALIZED UPON ULTIMATE SETTLEMENT WITH THE TAX AUTHORITIES ASSUMING FULL KNOWLEDGE OF THE POSITION AND ALL RELEVANT FACTS. AS OF JUNE 30, 2021, UPMC DOES NOT HAVE ANY UNRECORDED TAX BENEFITS. AN EXTERNAL AUDIT IS COMPLETED AT A CONSOLIDATED UPMC SYSTEM LEVEL ONLY, INCLUDING UPMC AND ALL TAXABLE AND TAX-EXEMPT SUBSIDIARES.

Return Reference

Explanation

PART X AND PART XI

UPMC HAS NO UNCERTAIN TAX POSITIONS RECORDED. TAX BENEFITS ARE RECOGNIZED WHEN IT IS MORE LIKELY THAN NOT THAT A TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE TAX AUTHORITIES BASED ON THE TECHNICAL MERITS OF THE POSITION. SUCH TAX POSITIONS ARE MEASURED AS THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY TO BE REALIZED UPON ULTIMATE SETTLEMENT WITH THE TAX AUTHORITIES ASSUMING FULL KNOWLEDGE OF THE POSITION AND ALL RELEVANT FACTS. AS OF JUNE 30, 2021, UPMC DOES NOT HAVE ANY UNRECORDED TAX BENEFITS. AN EXTERNAL AUDIT IS COMPLETED AT A CONSOLIDATED UPMC SYSTEM LEVEL ONLY, INCLUDING UPMC AND ALL TAXABLE AND TAX-EXEMPT SUBSIDIARES.

Schedule D (Form 990) 2020

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

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

Attach to Form 990. Right pointing arrow large image

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

OMB No. 1545-0047

2020

Open to Public Inspection

Name of the organization
UPMC

Employer identification number

25-1423657

Part I

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

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

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

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

Yes

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

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

(a) Region		(d) Activities conducted in region (by type) (such as, fundraising, program services, investments, grants to recipients located in the region)	(f) Total expenditures for and investments in the region
	Central America and the Caribbean	Investments	144,821,620
	East Asia and the Pacific	Investments	1,038,812,282
	Europe (Including Iceland and Greenland)	Investments	425,369,684
	Middle East and North Africa	Investments	15,183,592
	North America	Investments	86,923,187
	Russia and the Newly Independent States	Investments	37,214,718
	South America	Investments	86,941,899
	South Asia	Investments	197,302,274
	Sub-Saharan Africa	Investments	45,764,001








3a	Sub-total ....		2,078,333,257
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)		2,078,333,257

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2020

Schedule F (Form 990) 2020

Page 2

Part II

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

(c) Region	(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(h) Description of noncash assistance	(i) Method of valuation (book, FMV, appraisal, other)
Europe (Including Iceland and Greenland)	LIVER RESEARCH	500,000	WIRE	NONE	COST

2	Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .......
3	Enter total number of other organizations or entities .......................	1

Schedule F (Form 990) 2020

Schedule F (Form 990) 2020Page 3

Part III

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

Part III can be duplicated if additional space is needed.

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

Schedule F (Form 990) 2020

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2020

Page 5

Part V

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

ReturnReference	Explanation
SCHEDULE F STATEMENT OF ACTIVITIES OUTSIDE THE UNITED STATES	UPMC'S INVESTMENT PORTFOLIO INCLUDES FOREIGN SECURITIES AND SIMILAR ASSETS THAT THE IRS REQUIRES TO BE REPORTED ON SCHEDULE F. UPMC MONITORS THE USE OF GRANT MONEY PROVIDED TO ITS FOREIGN AFFILIATE FOR LIVER TRANSPLANT RESEARCH BY CONTINUAL INTERACTION BETWEEN CLINICIANS IN THE TRANSPLANT AREA SHARING INFORMATION AND DATA ON THEIR RESEARCH RESULTS.

Schedule F (Form 990) 2020

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
UPMC

Employer identification number
25-1423657

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Allegheny County Hospital Development Authority	25-1327925	01728AH25	05-23-2007	225,000,000	SERIES 2007A		X		X		X
B	Allegheny County Hospital Development Authority	25-1327925	01728A2M7	11-23-2011	107,026,893	SERIES 2011A		X		X		X
C	Monroeville Finance Authority	46-0569399	611530BC9	07-31-2012	389,110,690	SERIES 2012A		X		X		X
D	PA Economic Development Financing Authority	38-3849352	70869PGR2	10-08-2013	201,328,423	SERIES 2013AB		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PHR1	10-01-2014	390,888,214	SERIES 2014AB		X		X		X
	Pa Economic Development Financing AuthorITY	38-3849352	70869PKX4	10-14-2015	131,646,741	SERIES 2015B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PLT2	09-28-2016	273,626,626	SERIES 2016		X		X		X
	PA Economic Development Financing Authority	38-3849352	708700JBA	11-11-2017	469,617,728	SERIES 2017A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JBM9	03-01-2019	135,000,000	SERIES 2017C		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A3B0	12-14-2017	500,000,000	SERIRES 2017D		X		X		X
	Potter County Hospital Authority	25-6691439		03-01-2018	25,580,000	SERIES 2018A NOTE		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A5C6	05-30-2019	842,635,848	SERIES 2019A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	250,885,823	SERIES 2020A (NEW MONEY)		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	30,208,557	SERIES 2020A (REFUNDING)		X		X		X
	Maryland Health and Higher Educational Facilities	52-0936091	5742187N7	04-29-2020	207,358,648	SERIES 2020B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JDJ4	04-15-2021	264,025,370	SERIES 2021AB		X		X		X
	Tioga County Industrial Development Authority	25-1433720		05-07-2010	10,000,000	LAUREL 2010 NOTE		X		X		X
	Tioga County Industrial Development Authority	25-1433720		12-30-2011	8,771,468	LAUREL 2011 NOTE		X		X		X
	Dauphin County General Authority	23-2336946	23825EDB7	08-07-2012	135,249,981	PINNACLE SERIES 2012A		X		X		X
	Dauphin County General Authority	23-2336946	23825EDY7	06-22-2016	119,014,518	PINNACLE SERIES 2016A		X		X		X
	Dauphin County General Authority	23-2336946		06-01-2021	82,950,000	PINNACLE SERIES 2016B (REISSUANCE)		X		X		X
	Somerset County Hospital Authority	25-6001040		04-27-2009	3,590,000	SOMERSET 2009 NOTE		X		X		X
	Somerset County Hospital Authority	25-6001040		12-15-2015	18,000,000	SOMERSET SERIES 2015A		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	178,905,000		34,355,000		76,610,000		35,115,000
2 Amount of bonds legally defeased ..............	0		0		0		0
3 Total proceeds of issue ..................	225,008,043		107,026,893		389,113,883		201,398,207
4 Gross proceeds in reserve funds .............	0		0		0		0
5 Capitalized interest from proceeds .............	0		0		0		0
6 Proceeds in refunding escrows ...............	0		0		0		0
7 Issuance costs from proceeds ...............	1,938,921		1,026,893		3,405,559		2,444,847
8 Credit enhancement from proceeds .............	0		0		0		0
9 Working capital expenditures from proceeds .............	0		0		0		0
10 Capital expenditures from proceeds .............	53,339,385		0		204,010,889		126,074,288
11 Other spent proceeds .............	169,729,736		106,000,000		181,697,435		72,879,072
12 Other unspent proceeds .............	0		0		0		0
13 Year of substantial completion .............	2007		2011		2012		2013
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2019, a current refunding issue)? ........	X		X		X		X
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2019, an advance refunding issue)? ........		X		X		X	X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2020

Page 2

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?					X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....	0.200 %		0.100 %		0.200 %		1.800 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........	0 %		0 %		0 %		0 %
6 Total of lines 4 and 5 .............	0.200 %		0.100 %		0.200 %		1.800 %
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............	X		X		X			X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..	2.400 %		4.900 %		0.100 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............	X		X		X			X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X			X
c No rebate due? .........		X		X		X	X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X		X		X

Schedule K (Form 990) 2020

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X		X		X
b Name of provider ..........	SEE PART VI 4BCDE		0		0		0
c Term of hedge .........					6 %
d Was the hedge superintegrated? ......						X
e Was the hedge terminated? ........						X
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X		X		X		X
b Name of provider ..........	0		0		0		0
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

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

Part Ⅵ

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

Return Reference	Explanation
SERIES 2007A	Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. $8,042.50 was earned in the clearing fund and spent according to the purpose of the bonds. Subseries 2007A1 has two qualified hedges with Goldman Sachs Mitsui Marine Derivative Products. The first subseries 2007A1 qualified hedge has a notional amount of $53,905,000 and terminated on February 1, 2021, its scheduled maturity date. The second subseries 2007A1 qualified hedge has a notional amount of $46,095,000, terminates in 29.7 years from May 23, 2007, is not superintegrated, and hasn't been terminated prior to its scheduled termination date. Subseries 2007A2 had a qualified hedge with Merrill Lynch Capital Services Inc with a notional amount of $75,000,000, terminates in 3.7 years from May 23, 2007, is superintegrated, and was terminated on March 24, 2010 which was prior to its scheduled termination date.
SERIES 2011A	Repay a draw on a line of credit facility in the amount of $106,000,000 which UPMC made to pay a portion of the principal of the ACHDA Series 2008A Bonds which matured on September 1, 2011 and pay all or a portion of the costs of issuing the 2011A Bonds.
SERIES 2012A	Current refunding of four series of outstanding bonds, consisting of (i) PHEFA Series 1999A issued 3/4/1999, (ii) ACHDA UPMC Senior Communities, Inc. Series 2003 issued 7/1/2003, (iii) ACIDA Series 2004A issued 3/25/2004, and (iv) Erie County Hospital Authority Hamot Health Foundation Series 2008 issued 7/1/2008; pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and or operated by UPMC in the City of Pittsburgh and the Municipality of Monroeville; and pay the costs associated with the issuance of the 2012 Bonds. $3,193.27 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2013AB	Partly current refunded Blair County Hospital Authority Series 1998A Bonds issued 8/12/1998; advance refunded the Blair County Hospital Authority Series 2009 bonds issued 12/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes. $69,784.51 was earned on the BCHA 2009 Escrow Fund and spent according to the purpose of the bonds. Rebate computation performed on September 14, 2018.
SERIES 2014AB	Partly current refunded Allegheny County Hospital Development Authority Series 2008A Bonds issued 3/27/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2008B bonds issued 6/19/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2009A bonds issued 6/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or by UPMC or its subsidiary in the Commomwealth of Pennsylvania and; pay the costs associated with the issuance of the bonds. $347.19 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2015B	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2015B Bonds. $9,804.89 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2016	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; repay a taxable line of credit drawn upon by UPMC and used to current refund the Erie County Hospital Authority Series 2006 bonds issued 4/11/2006; and pay the costs associated with the issuance of the Series 2016 Bonds. $318,412.62 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017A	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; current refund the Erie County Hospital Authority Series 2007 bonds issued 7/31/2007; repay a taxable line of credit drawn upon by UPMC and used to current refund the Chartiers Valley Industrial Commercial Development Authority Series 2006 bonds issued 9/11/2006; repay a taxable line of credit drawn upon by UPMC and used to current refund the Allegheny County Industrial Development Authority Series 2012ABCD bonds issued 12/19/2012; and pay the costs associated with the issuance of the Series 2017A Bonds. $2,361,492.39 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017C	Refunded a taxable bridge loan from Wells Fargo Bank NA dated 11/1/2017.
SERIES 2017D	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2017D Bonds. $16,346,463.18 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2018A NOTE	Pay the costs of currently refunding outstanding Potter County Hospital Authority Revenue Refunding Note, Series 2013A issued 12/19/2013, Potter County Hospital Authority Equipment Note, Series 2013B issued 12/19/2013, Potter County Hospital Authority Revenue Note, Series 2014A issued 6/25/2014, and pay the costs of issuance of the Series 2018A Note.
SERIES 2019A	Refunded ACHDA Subseries 2007 B-2 Bonds reissued 3/24/2010; ACHDA Series 2008 Note reissued 3/24/2010; ACHDA Series 2009A Bonds issued 6/3/2009; Lycoming County Authority Series 2009A Bonds issued 10/22/2009; Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; ACHDA Series 2010D Bonds issued 3/24/2010; Monroeville Finance Authority Series 2015A Note issued 6/25/2015; and pay the costs associated with the issuance of the Series 2019A Bonds. The 8038, as filed, has an issue price of $874,892,435.50. The correct issue price as reported in Part I, Column (e) is $842,635,847.85 which totals the PAR amount of the bonds plus Original Issue Premium. $413.49 was earned in the UPMC 2019A Bond Fund. $1,539,489.97 was earned in the UPMC 2009A Escrow Fund. $9,831.31 was earned in the DCGA 2009A Bond Fund. $238,484.50 was earned in the Susquehanna 2009A Escrow Fund. $4,844.22 was earned in the UPMC 2008 Note Fund. $3,983.86 was earned in the 2007B2 Bond Fund. $36,739.30 was earned in the 2010D Bond Fund. All investment earnings were spent according to the purpose of the bonds.
SERIES 2020A (NEW MONEY)	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038.
SERIES 2020A (REFUNDING)	Partly currently refunded outstanding PHEFA Series 2010E issued 3/24/2010; and pay the costs associated with the issuance of the 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038. $146.40 was earned in the 2010E bond fund.
SERIES 2020B	Refinanced Series 2020 Taxable Revenue Note dated February 3, 2020; and pay the costs associated with the issuance of the Series 2020B Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues. $7.90 was earned in the COI fund.
SERIES 2021AB	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; partly currently refund the UPMC Series 2011B Taxable Bonds; pay the costs of refunding a portion of the UPMC Series 2011A Bonds; and pay the costs associated with the issuance of the Series 2021A & 2021B Bonds. Part I - Bond Issues: The Series 2021A & 2021B Bonds have differing Part I information, but are considered a single issue for tax purposes. The following information pertains to the 2021B Bonds. a) Allegheny County Hospital Development Authority b) 25-1327925 c) 01728A-5Q5 d) 7/21/2021 The Series 2021B Bonds were not yet outstanding as of 6/30/2021. Schedule K information presented reflects only the 2021A Bonds for this reporting period. $1,463.28 was earned in the 2021A project fund and spent according to the purpose of the bonds.
LAUREL 2010 NOTE	Pay the costs of the acquisition, construction and equipping of certain additions, improvements and renovations to the hospital facilities owned and operated by Soldiers and Sailors Memorial Hospital; and pay the costs associated with the issuance of the Series 2010 Note.
LAUREL 2011 NOTE	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2011 Bonds. $1,228,531.67 of the bond fund wasn't drawn leaving $8,771,468.33 as the total amount of the debt that was drawn.
PINNACLE SERIES 2012A	Pay the costs of construction, equipping, and development of new acute care hospital on the Fredericksen Campus located in Hampden Township; renovations and improvements to the Harrisburg Hospital; renovations and improvements to the Community General Hospital; payment of capitalized interest on the Bonds through the expected date of completion of the Project; and payment of the costs of issuing the Bonds. $33,434.20 was earned in the project fund and spent according to the purpose of the bonds. Rebate computation performed on November 8, 2017.
PINNACLE SERIES 2016A	Partial advance refunding of Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; and payment of the costs of issuance. $3,307,408.34 was earned in the escrow fund and spent according to the purpose of the bonds. Rebate computation performed on October 13, 2017.
PINNACLE SERIES 2016B (REISSUANCE)	Reissuance of the 2016B Bonds originally dated 6/22/2016. Original project consisted of current refunding of the Dauphin County General Authority's Health System Revenue 2011A Bonds issued 6/28/2011; and payment of the costs of issuance.
SOMERSET 2009 NOTE	Current refunding of the Nanty Glo Borough Municipal Authority Hospital Revenue Note, Series of 2008 issued 4/30/2008; and payment of transaction costs, including the cost of issuance.
SOMERSET SERIES 2015A	Pay the costs for a major renovation of the Hospital HVAC system, Cardiac Cath Lab renovation and elevator upgrade and used to current refund the Somerset County Hospital Authority Series 2010 bonds issued 12/23/2010; and pay the costs associated with the issuance of the Series 2015 Bonds. $4,845.43 was earned in the construction fund during construction and spent according to the purpose of the bonds. Rebate computation performed on December 15, 2020. Series 2010AE $30,000,000 of the 2010E Bonds were refunded by the 2020A Bonds. The balance was refinanced with proceeds of the Wells Fargo (taxable) Covid Financing. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority/Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925/23-2243852 CUSIP# 1728A Y34/ 70917R YX7SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/15/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. There is a difference of $13,518,823 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Series 2010B,C,D,F $150,000,000 of the 2010D Bonds were refunded by the 2019A Bonds. The 2010BCF's were paid off with equity. The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/12/2008. There is a difference of $3,291,954 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Lycoming 2011 Note This note was paid off with equity. Pay the costs of the planning, designing, acquiring, constructing, and installing of a new patient service tower, replacement of the Emergency Department and Diagnostic Imaging Center, replacement of surgical suites, replacement of the Nursery and OB/GYN area, and the addition of new private patient rooms to be located at The Williamsport Hospital.

Schedule K (Form 990) 2020

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 K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
UPMC

Employer identification number
25-1423657

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Allegheny County Hospital Development Authority	25-1327925	01728AH25	05-23-2007	225,000,000	SERIES 2007A		X		X		X
B	Allegheny County Hospital Development Authority	25-1327925	01728A2M7	11-23-2011	107,026,893	SERIES 2011A		X		X		X
C	Monroeville Finance Authority	46-0569399	611530BC9	07-31-2012	389,110,690	SERIES 2012A		X		X		X
D	PA Economic Development Financing Authority	38-3849352	70869PGR2	10-08-2013	201,328,423	SERIES 2013AB		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PHR1	10-01-2014	390,888,214	SERIES 2014AB		X		X		X
	Pa Economic Development Financing AuthorITY	38-3849352	70869PKX4	10-14-2015	131,646,741	SERIES 2015B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PLT2	09-28-2016	273,626,626	SERIES 2016		X		X		X
	PA Economic Development Financing Authority	38-3849352	708700JBA	11-11-2017	469,617,728	SERIES 2017A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JBM9	03-01-2019	135,000,000	SERIES 2017C		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A3B0	12-14-2017	500,000,000	SERIRES 2017D		X		X		X
	Potter County Hospital Authority	25-6691439		03-01-2018	25,580,000	SERIES 2018A NOTE		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A5C6	05-30-2019	842,635,848	SERIES 2019A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	250,885,823	SERIES 2020A (NEW MONEY)		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	30,208,557	SERIES 2020A (REFUNDING)		X		X		X
	Maryland Health and Higher Educational Facilities	52-0936091	5742187N7	04-29-2020	207,358,648	SERIES 2020B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JDJ4	04-15-2021	264,025,370	SERIES 2021AB		X		X		X
	Tioga County Industrial Development Authority	25-1433720		05-07-2010	10,000,000	LAUREL 2010 NOTE		X		X		X
	Tioga County Industrial Development Authority	25-1433720		12-30-2011	8,771,468	LAUREL 2011 NOTE		X		X		X
	Dauphin County General Authority	23-2336946	23825EDB7	08-07-2012	135,249,981	PINNACLE SERIES 2012A		X		X		X
	Dauphin County General Authority	23-2336946	23825EDY7	06-22-2016	119,014,518	PINNACLE SERIES 2016A		X		X		X
	Dauphin County General Authority	23-2336946		06-01-2021	82,950,000	PINNACLE SERIES 2016B (REISSUANCE)		X		X		X
	Somerset County Hospital Authority	25-6001040		04-27-2009	3,590,000	SOMERSET 2009 NOTE		X		X		X
	Somerset County Hospital Authority	25-6001040		12-15-2015	18,000,000	SOMERSET SERIES 2015A		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	178,905,000		34,355,000		76,610,000		35,115,000
2 Amount of bonds legally defeased ..............	0		0		0		0
3 Total proceeds of issue ..................	225,008,043		107,026,893		389,113,883		201,398,207
4 Gross proceeds in reserve funds .............	0		0		0		0
5 Capitalized interest from proceeds .............	0		0		0		0
6 Proceeds in refunding escrows ...............	0		0		0		0
7 Issuance costs from proceeds ...............	1,938,921		1,026,893		3,405,559		2,444,847
8 Credit enhancement from proceeds .............	0		0		0		0
9 Working capital expenditures from proceeds .............	0		0		0		0
10 Capital expenditures from proceeds .............	53,339,385		0		204,010,889		126,074,288
11 Other spent proceeds .............	169,729,736		106,000,000		181,697,435		72,879,072
12 Other unspent proceeds .............	0		0		0		0
13 Year of substantial completion .............	2007		2011		2012		2013
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2019, a current refunding issue)? ........	X		X		X		X
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2019, an advance refunding issue)? ........		X		X		X	X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2020

Page 2

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?					X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....	0.200 %		0.100 %		0.200 %		1.800 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........	0 %		0 %		0 %		0 %
6 Total of lines 4 and 5 .............	0.200 %		0.100 %		0.200 %		1.800 %
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............	X		X		X			X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..	2.400 %		4.900 %		0.100 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............	X		X		X			X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X			X
c No rebate due? .........		X		X		X	X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X		X		X

Schedule K (Form 990) 2020

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X		X		X
b Name of provider ..........	SEE PART VI 4BCDE		0		0		0
c Term of hedge .........					6 %
d Was the hedge superintegrated? ......						X
e Was the hedge terminated? ........						X
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X		X		X		X
b Name of provider ..........	0		0		0		0
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

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

Part Ⅵ

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

Return Reference	Explanation
SERIES 2007A	Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. $8,042.50 was earned in the clearing fund and spent according to the purpose of the bonds. Subseries 2007A1 has two qualified hedges with Goldman Sachs Mitsui Marine Derivative Products. The first subseries 2007A1 qualified hedge has a notional amount of $53,905,000 and terminated on February 1, 2021, its scheduled maturity date. The second subseries 2007A1 qualified hedge has a notional amount of $46,095,000, terminates in 29.7 years from May 23, 2007, is not superintegrated, and hasn't been terminated prior to its scheduled termination date. Subseries 2007A2 had a qualified hedge with Merrill Lynch Capital Services Inc with a notional amount of $75,000,000, terminates in 3.7 years from May 23, 2007, is superintegrated, and was terminated on March 24, 2010 which was prior to its scheduled termination date.
SERIES 2011A	Repay a draw on a line of credit facility in the amount of $106,000,000 which UPMC made to pay a portion of the principal of the ACHDA Series 2008A Bonds which matured on September 1, 2011 and pay all or a portion of the costs of issuing the 2011A Bonds.
SERIES 2012A	Current refunding of four series of outstanding bonds, consisting of (i) PHEFA Series 1999A issued 3/4/1999, (ii) ACHDA UPMC Senior Communities, Inc. Series 2003 issued 7/1/2003, (iii) ACIDA Series 2004A issued 3/25/2004, and (iv) Erie County Hospital Authority Hamot Health Foundation Series 2008 issued 7/1/2008; pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and or operated by UPMC in the City of Pittsburgh and the Municipality of Monroeville; and pay the costs associated with the issuance of the 2012 Bonds. $3,193.27 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2013AB	Partly current refunded Blair County Hospital Authority Series 1998A Bonds issued 8/12/1998; advance refunded the Blair County Hospital Authority Series 2009 bonds issued 12/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes. $69,784.51 was earned on the BCHA 2009 Escrow Fund and spent according to the purpose of the bonds. Rebate computation performed on September 14, 2018.
SERIES 2014AB	Partly current refunded Allegheny County Hospital Development Authority Series 2008A Bonds issued 3/27/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2008B bonds issued 6/19/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2009A bonds issued 6/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or by UPMC or its subsidiary in the Commomwealth of Pennsylvania and; pay the costs associated with the issuance of the bonds. $347.19 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2015B	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2015B Bonds. $9,804.89 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2016	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; repay a taxable line of credit drawn upon by UPMC and used to current refund the Erie County Hospital Authority Series 2006 bonds issued 4/11/2006; and pay the costs associated with the issuance of the Series 2016 Bonds. $318,412.62 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017A	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; current refund the Erie County Hospital Authority Series 2007 bonds issued 7/31/2007; repay a taxable line of credit drawn upon by UPMC and used to current refund the Chartiers Valley Industrial Commercial Development Authority Series 2006 bonds issued 9/11/2006; repay a taxable line of credit drawn upon by UPMC and used to current refund the Allegheny County Industrial Development Authority Series 2012ABCD bonds issued 12/19/2012; and pay the costs associated with the issuance of the Series 2017A Bonds. $2,361,492.39 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017C	Refunded a taxable bridge loan from Wells Fargo Bank NA dated 11/1/2017.
SERIES 2017D	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2017D Bonds. $16,346,463.18 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2018A NOTE	Pay the costs of currently refunding outstanding Potter County Hospital Authority Revenue Refunding Note, Series 2013A issued 12/19/2013, Potter County Hospital Authority Equipment Note, Series 2013B issued 12/19/2013, Potter County Hospital Authority Revenue Note, Series 2014A issued 6/25/2014, and pay the costs of issuance of the Series 2018A Note.
SERIES 2019A	Refunded ACHDA Subseries 2007 B-2 Bonds reissued 3/24/2010; ACHDA Series 2008 Note reissued 3/24/2010; ACHDA Series 2009A Bonds issued 6/3/2009; Lycoming County Authority Series 2009A Bonds issued 10/22/2009; Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; ACHDA Series 2010D Bonds issued 3/24/2010; Monroeville Finance Authority Series 2015A Note issued 6/25/2015; and pay the costs associated with the issuance of the Series 2019A Bonds. The 8038, as filed, has an issue price of $874,892,435.50. The correct issue price as reported in Part I, Column (e) is $842,635,847.85 which totals the PAR amount of the bonds plus Original Issue Premium. $413.49 was earned in the UPMC 2019A Bond Fund. $1,539,489.97 was earned in the UPMC 2009A Escrow Fund. $9,831.31 was earned in the DCGA 2009A Bond Fund. $238,484.50 was earned in the Susquehanna 2009A Escrow Fund. $4,844.22 was earned in the UPMC 2008 Note Fund. $3,983.86 was earned in the 2007B2 Bond Fund. $36,739.30 was earned in the 2010D Bond Fund. All investment earnings were spent according to the purpose of the bonds.
SERIES 2020A (NEW MONEY)	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038.
SERIES 2020A (REFUNDING)	Partly currently refunded outstanding PHEFA Series 2010E issued 3/24/2010; and pay the costs associated with the issuance of the 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038. $146.40 was earned in the 2010E bond fund.
SERIES 2020B	Refinanced Series 2020 Taxable Revenue Note dated February 3, 2020; and pay the costs associated with the issuance of the Series 2020B Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues. $7.90 was earned in the COI fund.
SERIES 2021AB	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; partly currently refund the UPMC Series 2011B Taxable Bonds; pay the costs of refunding a portion of the UPMC Series 2011A Bonds; and pay the costs associated with the issuance of the Series 2021A & 2021B Bonds. Part I - Bond Issues: The Series 2021A & 2021B Bonds have differing Part I information, but are considered a single issue for tax purposes. The following information pertains to the 2021B Bonds. a) Allegheny County Hospital Development Authority b) 25-1327925 c) 01728A-5Q5 d) 7/21/2021 The Series 2021B Bonds were not yet outstanding as of 6/30/2021. Schedule K information presented reflects only the 2021A Bonds for this reporting period. $1,463.28 was earned in the 2021A project fund and spent according to the purpose of the bonds.
LAUREL 2010 NOTE	Pay the costs of the acquisition, construction and equipping of certain additions, improvements and renovations to the hospital facilities owned and operated by Soldiers and Sailors Memorial Hospital; and pay the costs associated with the issuance of the Series 2010 Note.
LAUREL 2011 NOTE	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2011 Bonds. $1,228,531.67 of the bond fund wasn't drawn leaving $8,771,468.33 as the total amount of the debt that was drawn.
PINNACLE SERIES 2012A	Pay the costs of construction, equipping, and development of new acute care hospital on the Fredericksen Campus located in Hampden Township; renovations and improvements to the Harrisburg Hospital; renovations and improvements to the Community General Hospital; payment of capitalized interest on the Bonds through the expected date of completion of the Project; and payment of the costs of issuing the Bonds. $33,434.20 was earned in the project fund and spent according to the purpose of the bonds. Rebate computation performed on November 8, 2017.
PINNACLE SERIES 2016A	Partial advance refunding of Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; and payment of the costs of issuance. $3,307,408.34 was earned in the escrow fund and spent according to the purpose of the bonds. Rebate computation performed on October 13, 2017.
PINNACLE SERIES 2016B (REISSUANCE)	Reissuance of the 2016B Bonds originally dated 6/22/2016. Original project consisted of current refunding of the Dauphin County General Authority's Health System Revenue 2011A Bonds issued 6/28/2011; and payment of the costs of issuance.
SOMERSET 2009 NOTE	Current refunding of the Nanty Glo Borough Municipal Authority Hospital Revenue Note, Series of 2008 issued 4/30/2008; and payment of transaction costs, including the cost of issuance.
SOMERSET SERIES 2015A	Pay the costs for a major renovation of the Hospital HVAC system, Cardiac Cath Lab renovation and elevator upgrade and used to current refund the Somerset County Hospital Authority Series 2010 bonds issued 12/23/2010; and pay the costs associated with the issuance of the Series 2015 Bonds. $4,845.43 was earned in the construction fund during construction and spent according to the purpose of the bonds. Rebate computation performed on December 15, 2020. Series 2010AE $30,000,000 of the 2010E Bonds were refunded by the 2020A Bonds. The balance was refinanced with proceeds of the Wells Fargo (taxable) Covid Financing. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority/Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925/23-2243852 CUSIP# 1728A Y34/ 70917R YX7SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/15/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. There is a difference of $13,518,823 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Series 2010B,C,D,F $150,000,000 of the 2010D Bonds were refunded by the 2019A Bonds. The 2010BCF's were paid off with equity. The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/12/2008. There is a difference of $3,291,954 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Lycoming 2011 Note This note was paid off with equity. Pay the costs of the planning, designing, acquiring, constructing, and installing of a new patient service tower, replacement of the Emergency Department and Diagnostic Imaging Center, replacement of surgical suites, replacement of the Nursery and OB/GYN area, and the addition of new private patient rooms to be located at The Williamsport Hospital.

Schedule K (Form 990) 2020

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
UPMC

Employer identification number
25-1423657

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Allegheny County Hospital Development Authority	25-1327925	01728AH25	05-23-2007	225,000,000	SERIES 2007A		X		X		X
B	Allegheny County Hospital Development Authority	25-1327925	01728A2M7	11-23-2011	107,026,893	SERIES 2011A		X		X		X
C	Monroeville Finance Authority	46-0569399	611530BC9	07-31-2012	389,110,690	SERIES 2012A		X		X		X
D	PA Economic Development Financing Authority	38-3849352	70869PGR2	10-08-2013	201,328,423	SERIES 2013AB		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PHR1	10-01-2014	390,888,214	SERIES 2014AB		X		X		X
	Pa Economic Development Financing AuthorITY	38-3849352	70869PKX4	10-14-2015	131,646,741	SERIES 2015B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PLT2	09-28-2016	273,626,626	SERIES 2016		X		X		X
	PA Economic Development Financing Authority	38-3849352	708700JBA	11-11-2017	469,617,728	SERIES 2017A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JBM9	03-01-2019	135,000,000	SERIES 2017C		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A3B0	12-14-2017	500,000,000	SERIRES 2017D		X		X		X
	Potter County Hospital Authority	25-6691439		03-01-2018	25,580,000	SERIES 2018A NOTE		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A5C6	05-30-2019	842,635,848	SERIES 2019A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	250,885,823	SERIES 2020A (NEW MONEY)		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	30,208,557	SERIES 2020A (REFUNDING)		X		X		X
	Maryland Health and Higher Educational Facilities	52-0936091	5742187N7	04-29-2020	207,358,648	SERIES 2020B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JDJ4	04-15-2021	264,025,370	SERIES 2021AB		X		X		X
	Tioga County Industrial Development Authority	25-1433720		05-07-2010	10,000,000	LAUREL 2010 NOTE		X		X		X
	Tioga County Industrial Development Authority	25-1433720		12-30-2011	8,771,468	LAUREL 2011 NOTE		X		X		X
	Dauphin County General Authority	23-2336946	23825EDB7	08-07-2012	135,249,981	PINNACLE SERIES 2012A		X		X		X
	Dauphin County General Authority	23-2336946	23825EDY7	06-22-2016	119,014,518	PINNACLE SERIES 2016A		X		X		X
	Dauphin County General Authority	23-2336946		06-01-2021	82,950,000	PINNACLE SERIES 2016B (REISSUANCE)		X		X		X
	Somerset County Hospital Authority	25-6001040		04-27-2009	3,590,000	SOMERSET 2009 NOTE		X		X		X
	Somerset County Hospital Authority	25-6001040		12-15-2015	18,000,000	SOMERSET SERIES 2015A		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	178,905,000		34,355,000		76,610,000		35,115,000
2 Amount of bonds legally defeased ..............	0		0		0		0
3 Total proceeds of issue ..................	225,008,043		107,026,893		389,113,883		201,398,207
4 Gross proceeds in reserve funds .............	0		0		0		0
5 Capitalized interest from proceeds .............	0		0		0		0
6 Proceeds in refunding escrows ...............	0		0		0		0
7 Issuance costs from proceeds ...............	1,938,921		1,026,893		3,405,559		2,444,847
8 Credit enhancement from proceeds .............	0		0		0		0
9 Working capital expenditures from proceeds .............	0		0		0		0
10 Capital expenditures from proceeds .............	53,339,385		0		204,010,889		126,074,288
11 Other spent proceeds .............	169,729,736		106,000,000		181,697,435		72,879,072
12 Other unspent proceeds .............	0		0		0		0
13 Year of substantial completion .............	2007		2011		2012		2013
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2019, a current refunding issue)? ........	X		X		X		X
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2019, an advance refunding issue)? ........		X		X		X	X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2020

Page 2

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?					X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....	0.200 %		0.100 %		0.200 %		1.800 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........	0 %		0 %		0 %		0 %
6 Total of lines 4 and 5 .............	0.200 %		0.100 %		0.200 %		1.800 %
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............	X		X		X			X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..	2.400 %		4.900 %		0.100 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............	X		X		X			X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X			X
c No rebate due? .........		X		X		X	X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X		X		X

Schedule K (Form 990) 2020

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X		X		X
b Name of provider ..........	SEE PART VI 4BCDE		0		0		0
c Term of hedge .........					6 %
d Was the hedge superintegrated? ......						X
e Was the hedge terminated? ........						X
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X		X		X		X
b Name of provider ..........	0		0		0		0
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

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

Part Ⅵ

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

Return Reference	Explanation
SERIES 2007A	Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. $8,042.50 was earned in the clearing fund and spent according to the purpose of the bonds. Subseries 2007A1 has two qualified hedges with Goldman Sachs Mitsui Marine Derivative Products. The first subseries 2007A1 qualified hedge has a notional amount of $53,905,000 and terminated on February 1, 2021, its scheduled maturity date. The second subseries 2007A1 qualified hedge has a notional amount of $46,095,000, terminates in 29.7 years from May 23, 2007, is not superintegrated, and hasn't been terminated prior to its scheduled termination date. Subseries 2007A2 had a qualified hedge with Merrill Lynch Capital Services Inc with a notional amount of $75,000,000, terminates in 3.7 years from May 23, 2007, is superintegrated, and was terminated on March 24, 2010 which was prior to its scheduled termination date.
SERIES 2011A	Repay a draw on a line of credit facility in the amount of $106,000,000 which UPMC made to pay a portion of the principal of the ACHDA Series 2008A Bonds which matured on September 1, 2011 and pay all or a portion of the costs of issuing the 2011A Bonds.
SERIES 2012A	Current refunding of four series of outstanding bonds, consisting of (i) PHEFA Series 1999A issued 3/4/1999, (ii) ACHDA UPMC Senior Communities, Inc. Series 2003 issued 7/1/2003, (iii) ACIDA Series 2004A issued 3/25/2004, and (iv) Erie County Hospital Authority Hamot Health Foundation Series 2008 issued 7/1/2008; pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and or operated by UPMC in the City of Pittsburgh and the Municipality of Monroeville; and pay the costs associated with the issuance of the 2012 Bonds. $3,193.27 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2013AB	Partly current refunded Blair County Hospital Authority Series 1998A Bonds issued 8/12/1998; advance refunded the Blair County Hospital Authority Series 2009 bonds issued 12/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes. $69,784.51 was earned on the BCHA 2009 Escrow Fund and spent according to the purpose of the bonds. Rebate computation performed on September 14, 2018.
SERIES 2014AB	Partly current refunded Allegheny County Hospital Development Authority Series 2008A Bonds issued 3/27/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2008B bonds issued 6/19/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2009A bonds issued 6/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or by UPMC or its subsidiary in the Commomwealth of Pennsylvania and; pay the costs associated with the issuance of the bonds. $347.19 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2015B	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2015B Bonds. $9,804.89 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2016	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; repay a taxable line of credit drawn upon by UPMC and used to current refund the Erie County Hospital Authority Series 2006 bonds issued 4/11/2006; and pay the costs associated with the issuance of the Series 2016 Bonds. $318,412.62 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017A	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; current refund the Erie County Hospital Authority Series 2007 bonds issued 7/31/2007; repay a taxable line of credit drawn upon by UPMC and used to current refund the Chartiers Valley Industrial Commercial Development Authority Series 2006 bonds issued 9/11/2006; repay a taxable line of credit drawn upon by UPMC and used to current refund the Allegheny County Industrial Development Authority Series 2012ABCD bonds issued 12/19/2012; and pay the costs associated with the issuance of the Series 2017A Bonds. $2,361,492.39 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017C	Refunded a taxable bridge loan from Wells Fargo Bank NA dated 11/1/2017.
SERIES 2017D	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2017D Bonds. $16,346,463.18 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2018A NOTE	Pay the costs of currently refunding outstanding Potter County Hospital Authority Revenue Refunding Note, Series 2013A issued 12/19/2013, Potter County Hospital Authority Equipment Note, Series 2013B issued 12/19/2013, Potter County Hospital Authority Revenue Note, Series 2014A issued 6/25/2014, and pay the costs of issuance of the Series 2018A Note.
SERIES 2019A	Refunded ACHDA Subseries 2007 B-2 Bonds reissued 3/24/2010; ACHDA Series 2008 Note reissued 3/24/2010; ACHDA Series 2009A Bonds issued 6/3/2009; Lycoming County Authority Series 2009A Bonds issued 10/22/2009; Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; ACHDA Series 2010D Bonds issued 3/24/2010; Monroeville Finance Authority Series 2015A Note issued 6/25/2015; and pay the costs associated with the issuance of the Series 2019A Bonds. The 8038, as filed, has an issue price of $874,892,435.50. The correct issue price as reported in Part I, Column (e) is $842,635,847.85 which totals the PAR amount of the bonds plus Original Issue Premium. $413.49 was earned in the UPMC 2019A Bond Fund. $1,539,489.97 was earned in the UPMC 2009A Escrow Fund. $9,831.31 was earned in the DCGA 2009A Bond Fund. $238,484.50 was earned in the Susquehanna 2009A Escrow Fund. $4,844.22 was earned in the UPMC 2008 Note Fund. $3,983.86 was earned in the 2007B2 Bond Fund. $36,739.30 was earned in the 2010D Bond Fund. All investment earnings were spent according to the purpose of the bonds.
SERIES 2020A (NEW MONEY)	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038.
SERIES 2020A (REFUNDING)	Partly currently refunded outstanding PHEFA Series 2010E issued 3/24/2010; and pay the costs associated with the issuance of the 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038. $146.40 was earned in the 2010E bond fund.
SERIES 2020B	Refinanced Series 2020 Taxable Revenue Note dated February 3, 2020; and pay the costs associated with the issuance of the Series 2020B Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues. $7.90 was earned in the COI fund.
SERIES 2021AB	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; partly currently refund the UPMC Series 2011B Taxable Bonds; pay the costs of refunding a portion of the UPMC Series 2011A Bonds; and pay the costs associated with the issuance of the Series 2021A & 2021B Bonds. Part I - Bond Issues: The Series 2021A & 2021B Bonds have differing Part I information, but are considered a single issue for tax purposes. The following information pertains to the 2021B Bonds. a) Allegheny County Hospital Development Authority b) 25-1327925 c) 01728A-5Q5 d) 7/21/2021 The Series 2021B Bonds were not yet outstanding as of 6/30/2021. Schedule K information presented reflects only the 2021A Bonds for this reporting period. $1,463.28 was earned in the 2021A project fund and spent according to the purpose of the bonds.
LAUREL 2010 NOTE	Pay the costs of the acquisition, construction and equipping of certain additions, improvements and renovations to the hospital facilities owned and operated by Soldiers and Sailors Memorial Hospital; and pay the costs associated with the issuance of the Series 2010 Note.
LAUREL 2011 NOTE	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2011 Bonds. $1,228,531.67 of the bond fund wasn't drawn leaving $8,771,468.33 as the total amount of the debt that was drawn.
PINNACLE SERIES 2012A	Pay the costs of construction, equipping, and development of new acute care hospital on the Fredericksen Campus located in Hampden Township; renovations and improvements to the Harrisburg Hospital; renovations and improvements to the Community General Hospital; payment of capitalized interest on the Bonds through the expected date of completion of the Project; and payment of the costs of issuing the Bonds. $33,434.20 was earned in the project fund and spent according to the purpose of the bonds. Rebate computation performed on November 8, 2017.
PINNACLE SERIES 2016A	Partial advance refunding of Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; and payment of the costs of issuance. $3,307,408.34 was earned in the escrow fund and spent according to the purpose of the bonds. Rebate computation performed on October 13, 2017.
PINNACLE SERIES 2016B (REISSUANCE)	Reissuance of the 2016B Bonds originally dated 6/22/2016. Original project consisted of current refunding of the Dauphin County General Authority's Health System Revenue 2011A Bonds issued 6/28/2011; and payment of the costs of issuance.
SOMERSET 2009 NOTE	Current refunding of the Nanty Glo Borough Municipal Authority Hospital Revenue Note, Series of 2008 issued 4/30/2008; and payment of transaction costs, including the cost of issuance.
SOMERSET SERIES 2015A	Pay the costs for a major renovation of the Hospital HVAC system, Cardiac Cath Lab renovation and elevator upgrade and used to current refund the Somerset County Hospital Authority Series 2010 bonds issued 12/23/2010; and pay the costs associated with the issuance of the Series 2015 Bonds. $4,845.43 was earned in the construction fund during construction and spent according to the purpose of the bonds. Rebate computation performed on December 15, 2020. Series 2010AE $30,000,000 of the 2010E Bonds were refunded by the 2020A Bonds. The balance was refinanced with proceeds of the Wells Fargo (taxable) Covid Financing. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority/Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925/23-2243852 CUSIP# 1728A Y34/ 70917R YX7SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/15/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. There is a difference of $13,518,823 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Series 2010B,C,D,F $150,000,000 of the 2010D Bonds were refunded by the 2019A Bonds. The 2010BCF's were paid off with equity. The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/12/2008. There is a difference of $3,291,954 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Lycoming 2011 Note This note was paid off with equity. Pay the costs of the planning, designing, acquiring, constructing, and installing of a new patient service tower, replacement of the Emergency Department and Diagnostic Imaging Center, replacement of surgical suites, replacement of the Nursery and OB/GYN area, and the addition of new private patient rooms to be located at The Williamsport Hospital.

Schedule K (Form 990) 2020

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
UPMC

Employer identification number
25-1423657

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Allegheny County Hospital Development Authority	25-1327925	01728AH25	05-23-2007	225,000,000	SERIES 2007A		X		X		X
B	Allegheny County Hospital Development Authority	25-1327925	01728A2M7	11-23-2011	107,026,893	SERIES 2011A		X		X		X
C	Monroeville Finance Authority	46-0569399	611530BC9	07-31-2012	389,110,690	SERIES 2012A		X		X		X
D	PA Economic Development Financing Authority	38-3849352	70869PGR2	10-08-2013	201,328,423	SERIES 2013AB		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PHR1	10-01-2014	390,888,214	SERIES 2014AB		X		X		X
	Pa Economic Development Financing AuthorITY	38-3849352	70869PKX4	10-14-2015	131,646,741	SERIES 2015B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PLT2	09-28-2016	273,626,626	SERIES 2016		X		X		X
	PA Economic Development Financing Authority	38-3849352	708700JBA	11-11-2017	469,617,728	SERIES 2017A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JBM9	03-01-2019	135,000,000	SERIES 2017C		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A3B0	12-14-2017	500,000,000	SERIRES 2017D		X		X		X
	Potter County Hospital Authority	25-6691439		03-01-2018	25,580,000	SERIES 2018A NOTE		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A5C6	05-30-2019	842,635,848	SERIES 2019A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	250,885,823	SERIES 2020A (NEW MONEY)		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	30,208,557	SERIES 2020A (REFUNDING)		X		X		X
	Maryland Health and Higher Educational Facilities	52-0936091	5742187N7	04-29-2020	207,358,648	SERIES 2020B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JDJ4	04-15-2021	264,025,370	SERIES 2021AB		X		X		X
	Tioga County Industrial Development Authority	25-1433720		05-07-2010	10,000,000	LAUREL 2010 NOTE		X		X		X
	Tioga County Industrial Development Authority	25-1433720		12-30-2011	8,771,468	LAUREL 2011 NOTE		X		X		X
	Dauphin County General Authority	23-2336946	23825EDB7	08-07-2012	135,249,981	PINNACLE SERIES 2012A		X		X		X
	Dauphin County General Authority	23-2336946	23825EDY7	06-22-2016	119,014,518	PINNACLE SERIES 2016A		X		X		X
	Dauphin County General Authority	23-2336946		06-01-2021	82,950,000	PINNACLE SERIES 2016B (REISSUANCE)		X		X		X
	Somerset County Hospital Authority	25-6001040		04-27-2009	3,590,000	SOMERSET 2009 NOTE		X		X		X
	Somerset County Hospital Authority	25-6001040		12-15-2015	18,000,000	SOMERSET SERIES 2015A		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	178,905,000		34,355,000		76,610,000		35,115,000
2 Amount of bonds legally defeased ..............	0		0		0		0
3 Total proceeds of issue ..................	225,008,043		107,026,893		389,113,883		201,398,207
4 Gross proceeds in reserve funds .............	0		0		0		0
5 Capitalized interest from proceeds .............	0		0		0		0
6 Proceeds in refunding escrows ...............	0		0		0		0
7 Issuance costs from proceeds ...............	1,938,921		1,026,893		3,405,559		2,444,847
8 Credit enhancement from proceeds .............	0		0		0		0
9 Working capital expenditures from proceeds .............	0		0		0		0
10 Capital expenditures from proceeds .............	53,339,385		0		204,010,889		126,074,288
11 Other spent proceeds .............	169,729,736		106,000,000		181,697,435		72,879,072
12 Other unspent proceeds .............	0		0		0		0
13 Year of substantial completion .............	2007		2011		2012		2013
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2019, a current refunding issue)? ........	X		X		X		X
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2019, an advance refunding issue)? ........		X		X		X	X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2020

Page 2

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?					X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....	0.200 %		0.100 %		0.200 %		1.800 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........	0 %		0 %		0 %		0 %
6 Total of lines 4 and 5 .............	0.200 %		0.100 %		0.200 %		1.800 %
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............	X		X		X			X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..	2.400 %		4.900 %		0.100 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............	X		X		X			X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X			X
c No rebate due? .........		X		X		X	X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X		X		X

Schedule K (Form 990) 2020

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X		X		X
b Name of provider ..........	SEE PART VI 4BCDE		0		0		0
c Term of hedge .........					6 %
d Was the hedge superintegrated? ......						X
e Was the hedge terminated? ........						X
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X		X		X		X
b Name of provider ..........	0		0		0		0
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

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

Part Ⅵ

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

Return Reference	Explanation
SERIES 2007A	Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. $8,042.50 was earned in the clearing fund and spent according to the purpose of the bonds. Subseries 2007A1 has two qualified hedges with Goldman Sachs Mitsui Marine Derivative Products. The first subseries 2007A1 qualified hedge has a notional amount of $53,905,000 and terminated on February 1, 2021, its scheduled maturity date. The second subseries 2007A1 qualified hedge has a notional amount of $46,095,000, terminates in 29.7 years from May 23, 2007, is not superintegrated, and hasn't been terminated prior to its scheduled termination date. Subseries 2007A2 had a qualified hedge with Merrill Lynch Capital Services Inc with a notional amount of $75,000,000, terminates in 3.7 years from May 23, 2007, is superintegrated, and was terminated on March 24, 2010 which was prior to its scheduled termination date.
SERIES 2011A	Repay a draw on a line of credit facility in the amount of $106,000,000 which UPMC made to pay a portion of the principal of the ACHDA Series 2008A Bonds which matured on September 1, 2011 and pay all or a portion of the costs of issuing the 2011A Bonds.
SERIES 2012A	Current refunding of four series of outstanding bonds, consisting of (i) PHEFA Series 1999A issued 3/4/1999, (ii) ACHDA UPMC Senior Communities, Inc. Series 2003 issued 7/1/2003, (iii) ACIDA Series 2004A issued 3/25/2004, and (iv) Erie County Hospital Authority Hamot Health Foundation Series 2008 issued 7/1/2008; pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and or operated by UPMC in the City of Pittsburgh and the Municipality of Monroeville; and pay the costs associated with the issuance of the 2012 Bonds. $3,193.27 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2013AB	Partly current refunded Blair County Hospital Authority Series 1998A Bonds issued 8/12/1998; advance refunded the Blair County Hospital Authority Series 2009 bonds issued 12/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes. $69,784.51 was earned on the BCHA 2009 Escrow Fund and spent according to the purpose of the bonds. Rebate computation performed on September 14, 2018.
SERIES 2014AB	Partly current refunded Allegheny County Hospital Development Authority Series 2008A Bonds issued 3/27/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2008B bonds issued 6/19/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2009A bonds issued 6/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or by UPMC or its subsidiary in the Commomwealth of Pennsylvania and; pay the costs associated with the issuance of the bonds. $347.19 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2015B	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2015B Bonds. $9,804.89 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2016	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; repay a taxable line of credit drawn upon by UPMC and used to current refund the Erie County Hospital Authority Series 2006 bonds issued 4/11/2006; and pay the costs associated with the issuance of the Series 2016 Bonds. $318,412.62 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017A	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; current refund the Erie County Hospital Authority Series 2007 bonds issued 7/31/2007; repay a taxable line of credit drawn upon by UPMC and used to current refund the Chartiers Valley Industrial Commercial Development Authority Series 2006 bonds issued 9/11/2006; repay a taxable line of credit drawn upon by UPMC and used to current refund the Allegheny County Industrial Development Authority Series 2012ABCD bonds issued 12/19/2012; and pay the costs associated with the issuance of the Series 2017A Bonds. $2,361,492.39 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017C	Refunded a taxable bridge loan from Wells Fargo Bank NA dated 11/1/2017.
SERIES 2017D	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2017D Bonds. $16,346,463.18 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2018A NOTE	Pay the costs of currently refunding outstanding Potter County Hospital Authority Revenue Refunding Note, Series 2013A issued 12/19/2013, Potter County Hospital Authority Equipment Note, Series 2013B issued 12/19/2013, Potter County Hospital Authority Revenue Note, Series 2014A issued 6/25/2014, and pay the costs of issuance of the Series 2018A Note.
SERIES 2019A	Refunded ACHDA Subseries 2007 B-2 Bonds reissued 3/24/2010; ACHDA Series 2008 Note reissued 3/24/2010; ACHDA Series 2009A Bonds issued 6/3/2009; Lycoming County Authority Series 2009A Bonds issued 10/22/2009; Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; ACHDA Series 2010D Bonds issued 3/24/2010; Monroeville Finance Authority Series 2015A Note issued 6/25/2015; and pay the costs associated with the issuance of the Series 2019A Bonds. The 8038, as filed, has an issue price of $874,892,435.50. The correct issue price as reported in Part I, Column (e) is $842,635,847.85 which totals the PAR amount of the bonds plus Original Issue Premium. $413.49 was earned in the UPMC 2019A Bond Fund. $1,539,489.97 was earned in the UPMC 2009A Escrow Fund. $9,831.31 was earned in the DCGA 2009A Bond Fund. $238,484.50 was earned in the Susquehanna 2009A Escrow Fund. $4,844.22 was earned in the UPMC 2008 Note Fund. $3,983.86 was earned in the 2007B2 Bond Fund. $36,739.30 was earned in the 2010D Bond Fund. All investment earnings were spent according to the purpose of the bonds.
SERIES 2020A (NEW MONEY)	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038.
SERIES 2020A (REFUNDING)	Partly currently refunded outstanding PHEFA Series 2010E issued 3/24/2010; and pay the costs associated with the issuance of the 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038. $146.40 was earned in the 2010E bond fund.
SERIES 2020B	Refinanced Series 2020 Taxable Revenue Note dated February 3, 2020; and pay the costs associated with the issuance of the Series 2020B Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues. $7.90 was earned in the COI fund.
SERIES 2021AB	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; partly currently refund the UPMC Series 2011B Taxable Bonds; pay the costs of refunding a portion of the UPMC Series 2011A Bonds; and pay the costs associated with the issuance of the Series 2021A & 2021B Bonds. Part I - Bond Issues: The Series 2021A & 2021B Bonds have differing Part I information, but are considered a single issue for tax purposes. The following information pertains to the 2021B Bonds. a) Allegheny County Hospital Development Authority b) 25-1327925 c) 01728A-5Q5 d) 7/21/2021 The Series 2021B Bonds were not yet outstanding as of 6/30/2021. Schedule K information presented reflects only the 2021A Bonds for this reporting period. $1,463.28 was earned in the 2021A project fund and spent according to the purpose of the bonds.
LAUREL 2010 NOTE	Pay the costs of the acquisition, construction and equipping of certain additions, improvements and renovations to the hospital facilities owned and operated by Soldiers and Sailors Memorial Hospital; and pay the costs associated with the issuance of the Series 2010 Note.
LAUREL 2011 NOTE	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2011 Bonds. $1,228,531.67 of the bond fund wasn't drawn leaving $8,771,468.33 as the total amount of the debt that was drawn.
PINNACLE SERIES 2012A	Pay the costs of construction, equipping, and development of new acute care hospital on the Fredericksen Campus located in Hampden Township; renovations and improvements to the Harrisburg Hospital; renovations and improvements to the Community General Hospital; payment of capitalized interest on the Bonds through the expected date of completion of the Project; and payment of the costs of issuing the Bonds. $33,434.20 was earned in the project fund and spent according to the purpose of the bonds. Rebate computation performed on November 8, 2017.
PINNACLE SERIES 2016A	Partial advance refunding of Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; and payment of the costs of issuance. $3,307,408.34 was earned in the escrow fund and spent according to the purpose of the bonds. Rebate computation performed on October 13, 2017.
PINNACLE SERIES 2016B (REISSUANCE)	Reissuance of the 2016B Bonds originally dated 6/22/2016. Original project consisted of current refunding of the Dauphin County General Authority's Health System Revenue 2011A Bonds issued 6/28/2011; and payment of the costs of issuance.
SOMERSET 2009 NOTE	Current refunding of the Nanty Glo Borough Municipal Authority Hospital Revenue Note, Series of 2008 issued 4/30/2008; and payment of transaction costs, including the cost of issuance.
SOMERSET SERIES 2015A	Pay the costs for a major renovation of the Hospital HVAC system, Cardiac Cath Lab renovation and elevator upgrade and used to current refund the Somerset County Hospital Authority Series 2010 bonds issued 12/23/2010; and pay the costs associated with the issuance of the Series 2015 Bonds. $4,845.43 was earned in the construction fund during construction and spent according to the purpose of the bonds. Rebate computation performed on December 15, 2020. Series 2010AE $30,000,000 of the 2010E Bonds were refunded by the 2020A Bonds. The balance was refinanced with proceeds of the Wells Fargo (taxable) Covid Financing. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority/Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925/23-2243852 CUSIP# 1728A Y34/ 70917R YX7SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/15/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. There is a difference of $13,518,823 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Series 2010B,C,D,F $150,000,000 of the 2010D Bonds were refunded by the 2019A Bonds. The 2010BCF's were paid off with equity. The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/12/2008. There is a difference of $3,291,954 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Lycoming 2011 Note This note was paid off with equity. Pay the costs of the planning, designing, acquiring, constructing, and installing of a new patient service tower, replacement of the Emergency Department and Diagnostic Imaging Center, replacement of surgical suites, replacement of the Nursery and OB/GYN area, and the addition of new private patient rooms to be located at The Williamsport Hospital.

Schedule K (Form 990) 2020

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
UPMC

Employer identification number
25-1423657

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Allegheny County Hospital Development Authority	25-1327925	01728AH25	05-23-2007	225,000,000	SERIES 2007A		X		X		X
B	Allegheny County Hospital Development Authority	25-1327925	01728A2M7	11-23-2011	107,026,893	SERIES 2011A		X		X		X
C	Monroeville Finance Authority	46-0569399	611530BC9	07-31-2012	389,110,690	SERIES 2012A		X		X		X
D	PA Economic Development Financing Authority	38-3849352	70869PGR2	10-08-2013	201,328,423	SERIES 2013AB		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PHR1	10-01-2014	390,888,214	SERIES 2014AB		X		X		X
	Pa Economic Development Financing AuthorITY	38-3849352	70869PKX4	10-14-2015	131,646,741	SERIES 2015B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PLT2	09-28-2016	273,626,626	SERIES 2016		X		X		X
	PA Economic Development Financing Authority	38-3849352	708700JBA	11-11-2017	469,617,728	SERIES 2017A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JBM9	03-01-2019	135,000,000	SERIES 2017C		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A3B0	12-14-2017	500,000,000	SERIRES 2017D		X		X		X
	Potter County Hospital Authority	25-6691439		03-01-2018	25,580,000	SERIES 2018A NOTE		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A5C6	05-30-2019	842,635,848	SERIES 2019A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	250,885,823	SERIES 2020A (NEW MONEY)		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	30,208,557	SERIES 2020A (REFUNDING)		X		X		X
	Maryland Health and Higher Educational Facilities	52-0936091	5742187N7	04-29-2020	207,358,648	SERIES 2020B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JDJ4	04-15-2021	264,025,370	SERIES 2021AB		X		X		X
	Tioga County Industrial Development Authority	25-1433720		05-07-2010	10,000,000	LAUREL 2010 NOTE		X		X		X
	Tioga County Industrial Development Authority	25-1433720		12-30-2011	8,771,468	LAUREL 2011 NOTE		X		X		X
	Dauphin County General Authority	23-2336946	23825EDB7	08-07-2012	135,249,981	PINNACLE SERIES 2012A		X		X		X
	Dauphin County General Authority	23-2336946	23825EDY7	06-22-2016	119,014,518	PINNACLE SERIES 2016A		X		X		X
	Dauphin County General Authority	23-2336946		06-01-2021	82,950,000	PINNACLE SERIES 2016B (REISSUANCE)		X		X		X
	Somerset County Hospital Authority	25-6001040		04-27-2009	3,590,000	SOMERSET 2009 NOTE		X		X		X
	Somerset County Hospital Authority	25-6001040		12-15-2015	18,000,000	SOMERSET SERIES 2015A		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	178,905,000		34,355,000		76,610,000		35,115,000
2 Amount of bonds legally defeased ..............	0		0		0		0
3 Total proceeds of issue ..................	225,008,043		107,026,893		389,113,883		201,398,207
4 Gross proceeds in reserve funds .............	0		0		0		0
5 Capitalized interest from proceeds .............	0		0		0		0
6 Proceeds in refunding escrows ...............	0		0		0		0
7 Issuance costs from proceeds ...............	1,938,921		1,026,893		3,405,559		2,444,847
8 Credit enhancement from proceeds .............	0		0		0		0
9 Working capital expenditures from proceeds .............	0		0		0		0
10 Capital expenditures from proceeds .............	53,339,385		0		204,010,889		126,074,288
11 Other spent proceeds .............	169,729,736		106,000,000		181,697,435		72,879,072
12 Other unspent proceeds .............	0		0		0		0
13 Year of substantial completion .............	2007		2011		2012		2013
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2019, a current refunding issue)? ........	X		X		X		X
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2019, an advance refunding issue)? ........		X		X		X	X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2020

Page 2

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?					X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....	0.200 %		0.100 %		0.200 %		1.800 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........	0 %		0 %		0 %		0 %
6 Total of lines 4 and 5 .............	0.200 %		0.100 %		0.200 %		1.800 %
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............	X		X		X			X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..	2.400 %		4.900 %		0.100 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............	X		X		X			X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X			X
c No rebate due? .........		X		X		X	X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X		X		X

Schedule K (Form 990) 2020

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X		X		X
b Name of provider ..........	SEE PART VI 4BCDE		0		0		0
c Term of hedge .........					6 %
d Was the hedge superintegrated? ......						X
e Was the hedge terminated? ........						X
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X		X		X		X
b Name of provider ..........	0		0		0		0
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

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

Part Ⅵ

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

Return Reference	Explanation
SERIES 2007A	Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. $8,042.50 was earned in the clearing fund and spent according to the purpose of the bonds. Subseries 2007A1 has two qualified hedges with Goldman Sachs Mitsui Marine Derivative Products. The first subseries 2007A1 qualified hedge has a notional amount of $53,905,000 and terminated on February 1, 2021, its scheduled maturity date. The second subseries 2007A1 qualified hedge has a notional amount of $46,095,000, terminates in 29.7 years from May 23, 2007, is not superintegrated, and hasn't been terminated prior to its scheduled termination date. Subseries 2007A2 had a qualified hedge with Merrill Lynch Capital Services Inc with a notional amount of $75,000,000, terminates in 3.7 years from May 23, 2007, is superintegrated, and was terminated on March 24, 2010 which was prior to its scheduled termination date.
SERIES 2011A	Repay a draw on a line of credit facility in the amount of $106,000,000 which UPMC made to pay a portion of the principal of the ACHDA Series 2008A Bonds which matured on September 1, 2011 and pay all or a portion of the costs of issuing the 2011A Bonds.
SERIES 2012A	Current refunding of four series of outstanding bonds, consisting of (i) PHEFA Series 1999A issued 3/4/1999, (ii) ACHDA UPMC Senior Communities, Inc. Series 2003 issued 7/1/2003, (iii) ACIDA Series 2004A issued 3/25/2004, and (iv) Erie County Hospital Authority Hamot Health Foundation Series 2008 issued 7/1/2008; pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and or operated by UPMC in the City of Pittsburgh and the Municipality of Monroeville; and pay the costs associated with the issuance of the 2012 Bonds. $3,193.27 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2013AB	Partly current refunded Blair County Hospital Authority Series 1998A Bonds issued 8/12/1998; advance refunded the Blair County Hospital Authority Series 2009 bonds issued 12/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes. $69,784.51 was earned on the BCHA 2009 Escrow Fund and spent according to the purpose of the bonds. Rebate computation performed on September 14, 2018.
SERIES 2014AB	Partly current refunded Allegheny County Hospital Development Authority Series 2008A Bonds issued 3/27/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2008B bonds issued 6/19/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2009A bonds issued 6/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or by UPMC or its subsidiary in the Commomwealth of Pennsylvania and; pay the costs associated with the issuance of the bonds. $347.19 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2015B	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2015B Bonds. $9,804.89 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2016	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; repay a taxable line of credit drawn upon by UPMC and used to current refund the Erie County Hospital Authority Series 2006 bonds issued 4/11/2006; and pay the costs associated with the issuance of the Series 2016 Bonds. $318,412.62 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017A	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; current refund the Erie County Hospital Authority Series 2007 bonds issued 7/31/2007; repay a taxable line of credit drawn upon by UPMC and used to current refund the Chartiers Valley Industrial Commercial Development Authority Series 2006 bonds issued 9/11/2006; repay a taxable line of credit drawn upon by UPMC and used to current refund the Allegheny County Industrial Development Authority Series 2012ABCD bonds issued 12/19/2012; and pay the costs associated with the issuance of the Series 2017A Bonds. $2,361,492.39 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017C	Refunded a taxable bridge loan from Wells Fargo Bank NA dated 11/1/2017.
SERIES 2017D	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2017D Bonds. $16,346,463.18 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2018A NOTE	Pay the costs of currently refunding outstanding Potter County Hospital Authority Revenue Refunding Note, Series 2013A issued 12/19/2013, Potter County Hospital Authority Equipment Note, Series 2013B issued 12/19/2013, Potter County Hospital Authority Revenue Note, Series 2014A issued 6/25/2014, and pay the costs of issuance of the Series 2018A Note.
SERIES 2019A	Refunded ACHDA Subseries 2007 B-2 Bonds reissued 3/24/2010; ACHDA Series 2008 Note reissued 3/24/2010; ACHDA Series 2009A Bonds issued 6/3/2009; Lycoming County Authority Series 2009A Bonds issued 10/22/2009; Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; ACHDA Series 2010D Bonds issued 3/24/2010; Monroeville Finance Authority Series 2015A Note issued 6/25/2015; and pay the costs associated with the issuance of the Series 2019A Bonds. The 8038, as filed, has an issue price of $874,892,435.50. The correct issue price as reported in Part I, Column (e) is $842,635,847.85 which totals the PAR amount of the bonds plus Original Issue Premium. $413.49 was earned in the UPMC 2019A Bond Fund. $1,539,489.97 was earned in the UPMC 2009A Escrow Fund. $9,831.31 was earned in the DCGA 2009A Bond Fund. $238,484.50 was earned in the Susquehanna 2009A Escrow Fund. $4,844.22 was earned in the UPMC 2008 Note Fund. $3,983.86 was earned in the 2007B2 Bond Fund. $36,739.30 was earned in the 2010D Bond Fund. All investment earnings were spent according to the purpose of the bonds.
SERIES 2020A (NEW MONEY)	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038.
SERIES 2020A (REFUNDING)	Partly currently refunded outstanding PHEFA Series 2010E issued 3/24/2010; and pay the costs associated with the issuance of the 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038. $146.40 was earned in the 2010E bond fund.
SERIES 2020B	Refinanced Series 2020 Taxable Revenue Note dated February 3, 2020; and pay the costs associated with the issuance of the Series 2020B Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues. $7.90 was earned in the COI fund.
SERIES 2021AB	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; partly currently refund the UPMC Series 2011B Taxable Bonds; pay the costs of refunding a portion of the UPMC Series 2011A Bonds; and pay the costs associated with the issuance of the Series 2021A & 2021B Bonds. Part I - Bond Issues: The Series 2021A & 2021B Bonds have differing Part I information, but are considered a single issue for tax purposes. The following information pertains to the 2021B Bonds. a) Allegheny County Hospital Development Authority b) 25-1327925 c) 01728A-5Q5 d) 7/21/2021 The Series 2021B Bonds were not yet outstanding as of 6/30/2021. Schedule K information presented reflects only the 2021A Bonds for this reporting period. $1,463.28 was earned in the 2021A project fund and spent according to the purpose of the bonds.
LAUREL 2010 NOTE	Pay the costs of the acquisition, construction and equipping of certain additions, improvements and renovations to the hospital facilities owned and operated by Soldiers and Sailors Memorial Hospital; and pay the costs associated with the issuance of the Series 2010 Note.
LAUREL 2011 NOTE	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2011 Bonds. $1,228,531.67 of the bond fund wasn't drawn leaving $8,771,468.33 as the total amount of the debt that was drawn.
PINNACLE SERIES 2012A	Pay the costs of construction, equipping, and development of new acute care hospital on the Fredericksen Campus located in Hampden Township; renovations and improvements to the Harrisburg Hospital; renovations and improvements to the Community General Hospital; payment of capitalized interest on the Bonds through the expected date of completion of the Project; and payment of the costs of issuing the Bonds. $33,434.20 was earned in the project fund and spent according to the purpose of the bonds. Rebate computation performed on November 8, 2017.
PINNACLE SERIES 2016A	Partial advance refunding of Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; and payment of the costs of issuance. $3,307,408.34 was earned in the escrow fund and spent according to the purpose of the bonds. Rebate computation performed on October 13, 2017.
PINNACLE SERIES 2016B (REISSUANCE)	Reissuance of the 2016B Bonds originally dated 6/22/2016. Original project consisted of current refunding of the Dauphin County General Authority's Health System Revenue 2011A Bonds issued 6/28/2011; and payment of the costs of issuance.
SOMERSET 2009 NOTE	Current refunding of the Nanty Glo Borough Municipal Authority Hospital Revenue Note, Series of 2008 issued 4/30/2008; and payment of transaction costs, including the cost of issuance.
SOMERSET SERIES 2015A	Pay the costs for a major renovation of the Hospital HVAC system, Cardiac Cath Lab renovation and elevator upgrade and used to current refund the Somerset County Hospital Authority Series 2010 bonds issued 12/23/2010; and pay the costs associated with the issuance of the Series 2015 Bonds. $4,845.43 was earned in the construction fund during construction and spent according to the purpose of the bonds. Rebate computation performed on December 15, 2020. Series 2010AE $30,000,000 of the 2010E Bonds were refunded by the 2020A Bonds. The balance was refinanced with proceeds of the Wells Fargo (taxable) Covid Financing. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority/Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925/23-2243852 CUSIP# 1728A Y34/ 70917R YX7SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/15/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. There is a difference of $13,518,823 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Series 2010B,C,D,F $150,000,000 of the 2010D Bonds were refunded by the 2019A Bonds. The 2010BCF's were paid off with equity. The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/12/2008. There is a difference of $3,291,954 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Lycoming 2011 Note This note was paid off with equity. Pay the costs of the planning, designing, acquiring, constructing, and installing of a new patient service tower, replacement of the Emergency Department and Diagnostic Imaging Center, replacement of surgical suites, replacement of the Nursery and OB/GYN area, and the addition of new private patient rooms to be located at The Williamsport Hospital.

Schedule K (Form 990) 2020

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Schedule K
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information on Tax-Exempt Bonds

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

Attach to Form 990.
SchKMediumBullet

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

OMB No. 1545-0047

2020

Open to Public
Inspection

Name of the organization
UPMC

Employer identification number
25-1423657

Part Ⅰ

Bond Issues

(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	(g) Defeased		(h) On behalf of issuer		(i) Pool financing
(a) Issuer name		(b) Issuer EIN	(c) CUSIP #	(d) Date issued	(e) Issue price	(f) Description of purpose	Yes	No	Yes	No	Yes	No
A	Allegheny County Hospital Development Authority	25-1327925	01728AH25	05-23-2007	225,000,000	SERIES 2007A		X		X		X
B	Allegheny County Hospital Development Authority	25-1327925	01728A2M7	11-23-2011	107,026,893	SERIES 2011A		X		X		X
C	Monroeville Finance Authority	46-0569399	611530BC9	07-31-2012	389,110,690	SERIES 2012A		X		X		X
D	PA Economic Development Financing Authority	38-3849352	70869PGR2	10-08-2013	201,328,423	SERIES 2013AB		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PHR1	10-01-2014	390,888,214	SERIES 2014AB		X		X		X
	Pa Economic Development Financing AuthorITY	38-3849352	70869PKX4	10-14-2015	131,646,741	SERIES 2015B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70869PLT2	09-28-2016	273,626,626	SERIES 2016		X		X		X
	PA Economic Development Financing Authority	38-3849352	708700JBA	11-11-2017	469,617,728	SERIES 2017A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JBM9	03-01-2019	135,000,000	SERIES 2017C		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A3B0	12-14-2017	500,000,000	SERIRES 2017D		X		X		X
	Potter County Hospital Authority	25-6691439		03-01-2018	25,580,000	SERIES 2018A NOTE		X		X		X
	Allegheny County Hospital Development Authority	25-1327925	01728A5C6	05-30-2019	842,635,848	SERIES 2019A		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	250,885,823	SERIES 2020A (NEW MONEY)		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JCL0	04-29-2020	30,208,557	SERIES 2020A (REFUNDING)		X		X		X
	Maryland Health and Higher Educational Facilities	52-0936091	5742187N7	04-29-2020	207,358,648	SERIES 2020B		X		X		X
	PA Economic Development Financing Authority	38-3849352	70870JDJ4	04-15-2021	264,025,370	SERIES 2021AB		X		X		X
	Tioga County Industrial Development Authority	25-1433720		05-07-2010	10,000,000	LAUREL 2010 NOTE		X		X		X
	Tioga County Industrial Development Authority	25-1433720		12-30-2011	8,771,468	LAUREL 2011 NOTE		X		X		X
	Dauphin County General Authority	23-2336946	23825EDB7	08-07-2012	135,249,981	PINNACLE SERIES 2012A		X		X		X
	Dauphin County General Authority	23-2336946	23825EDY7	06-22-2016	119,014,518	PINNACLE SERIES 2016A		X		X		X
	Dauphin County General Authority	23-2336946		06-01-2021	82,950,000	PINNACLE SERIES 2016B (REISSUANCE)		X		X		X
	Somerset County Hospital Authority	25-6001040		04-27-2009	3,590,000	SOMERSET 2009 NOTE		X		X		X
	Somerset County Hospital Authority	25-6001040		12-15-2015	18,000,000	SOMERSET SERIES 2015A		X		X		X

Part Ⅱ

Proceeds

	A		B		C		D
	1 Amount of bonds retired ..................	178,905,000		34,355,000		76,610,000		35,115,000
2 Amount of bonds legally defeased ..............	0		0		0		0
3 Total proceeds of issue ..................	225,008,043		107,026,893		389,113,883		201,398,207
4 Gross proceeds in reserve funds .............	0		0		0		0
5 Capitalized interest from proceeds .............	0		0		0		0
6 Proceeds in refunding escrows ...............	0		0		0		0
7 Issuance costs from proceeds ...............	1,938,921		1,026,893		3,405,559		2,444,847
8 Credit enhancement from proceeds .............	0		0		0		0
9 Working capital expenditures from proceeds .............	0		0		0		0
10 Capital expenditures from proceeds .............	53,339,385		0		204,010,889		126,074,288
11 Other spent proceeds .............	169,729,736		106,000,000		181,697,435		72,879,072
12 Other unspent proceeds .............	0		0		0		0
13 Year of substantial completion .............	2007		2011		2012		2013
	Yes	No	Yes	No	Yes	No	Yes	No
14 Were the bonds issued as part of a current refunding issue of tax-exempt bonds (or, if issued prior to 2019, a current refunding issue)? ........	X		X		X		X
15 Were the bonds issued as part of an advance refunding issue of taxable bonds (or, if issued prior to 2019, an advance refunding issue)? ........		X		X		X	X
16 Has the final allocation of proceeds been made? ..........	X		X		X		X
17 Does the organization maintain adequate books and records to support the final allocation of proceeds? ..................	X		X		X		X

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

Cat. No. 50193E

Schedule K (Form 990) 2020

Page 2

Part Ⅲ

Private Business Use

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Was the organization a partner in a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds? .............		X		X		X		X
2 Are there any lease arrangements that may result in private business use of bond-financed property? ...............	X		X		X		X
3a Are there any management or service contracts that may result in private business use of bond-financed property? .............	X		X		X		X
b If "Yes" to line 3a, does the organization routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property?	X		X		X		X
c Are there any research agreements that may result in private business use of bond-financed property? .............		X		X		X		X
d If "Yes" to line 3c, does the organization routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property?					X
4 Enter the percentage of financed property used in a private business use by entities other than a section 501(c)(3) organization or a state or local government ....	0.200 %		0.100 %		0.200 %		1.800 %
5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business activity carried on by your organization, another section 501(c)(3) organization, or a state or local government .........	0 %		0 %		0 %		0 %
6 Total of lines 4 and 5 .............	0.200 %		0.100 %		0.200 %		1.800 %
7 Does the bond issue meet the private security or payment test? ...		X		X		X		X
8a Has there been a sale or disposition of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organization since the bonds were issued?.............	X		X		X			X
b If "Yes" to line 8a, enter the percentage of bond-financed property sold or disposed of. ..	2.400 %		4.900 %		0.100 %		0 %
c If "Yes" to line 8a, was any remedial action taken pursuant to Regulations sections 1.141-12 and 1.145-2? .............	X		X		X			X
9 Has the organization established written procedures to ensure that all nonqualified bonds of the issue are remediated in accordance with the requirements under Regulations sections 1.141-12 and 1.145-2? ........	X		X		X		X

Part Ⅳ

Arbitrage

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
1 Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty in Lieu of Arbitrage Rebate? ...		X		X		X		X
2 If "No" to line 1, did the following apply? ....
a Rebate not due yet? .......		X		X		X		X
b Exception to rebate? ........	X		X		X			X
c No rebate due? .........		X		X		X	X
If "Yes" to line 2c, provide in Part Ⅵ the date the rebate computation was performed ......
3 Is the bond issue a variable rate issue? .....	X			X		X		X

Schedule K (Form 990) 2020

Page 3

Part Ⅳ

Arbitrage (Continued)

	A		B		C		D
	Yes	No	Yes	No	Yes	No	Yes	No
4a Has the organization or the governmental issuer entered into a qualified hedge with respect to the bond issue?	X			X		X		X
b Name of provider ..........	SEE PART VI 4BCDE		0		0		0
c Term of hedge .........					6 %
d Was the hedge superintegrated? ......						X
e Was the hedge terminated? ........						X
5a Were gross proceeds invested in a guaranteed investment contract (GIC)?		X		X		X		X
b Name of provider ..........	0		0		0		0
c Term of GIC .........
d Was the regulatory safe harbor for establishing the fair market value of the GIC satisfied? ........
6 Were any gross proceeds invested beyond an available temporary period?		X		X		X		X
7 Has the organization established written procedures to monitor the requirements of section 148? ...	X		X		X		X

Part Ⅴ

Procedures To Undertake Corrective Action

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

Part Ⅵ

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

Return Reference	Explanation
SERIES 2007A	Refunded ACHDA Series 1997A bonds issued 4/17/1997; partly refunded ACHDA Series 1997B bonds issued 11/3/1997; financing the costs of acquiring, constructing, and equipping certain renovations, improvement and other capital expenditures of the Corporation. $8,042.50 was earned in the clearing fund and spent according to the purpose of the bonds. Subseries 2007A1 has two qualified hedges with Goldman Sachs Mitsui Marine Derivative Products. The first subseries 2007A1 qualified hedge has a notional amount of $53,905,000 and terminated on February 1, 2021, its scheduled maturity date. The second subseries 2007A1 qualified hedge has a notional amount of $46,095,000, terminates in 29.7 years from May 23, 2007, is not superintegrated, and hasn't been terminated prior to its scheduled termination date. Subseries 2007A2 had a qualified hedge with Merrill Lynch Capital Services Inc with a notional amount of $75,000,000, terminates in 3.7 years from May 23, 2007, is superintegrated, and was terminated on March 24, 2010 which was prior to its scheduled termination date.
SERIES 2011A	Repay a draw on a line of credit facility in the amount of $106,000,000 which UPMC made to pay a portion of the principal of the ACHDA Series 2008A Bonds which matured on September 1, 2011 and pay all or a portion of the costs of issuing the 2011A Bonds.
SERIES 2012A	Current refunding of four series of outstanding bonds, consisting of (i) PHEFA Series 1999A issued 3/4/1999, (ii) ACHDA UPMC Senior Communities, Inc. Series 2003 issued 7/1/2003, (iii) ACIDA Series 2004A issued 3/25/2004, and (iv) Erie County Hospital Authority Hamot Health Foundation Series 2008 issued 7/1/2008; pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and or operated by UPMC in the City of Pittsburgh and the Municipality of Monroeville; and pay the costs associated with the issuance of the 2012 Bonds. $3,193.27 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2013AB	Partly current refunded Blair County Hospital Authority Series 1998A Bonds issued 8/12/1998; advance refunded the Blair County Hospital Authority Series 2009 bonds issued 12/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements relating to the facilities of the Corporation, its Subsidiary Hospitals, and other affiliates devoted to their tax-exempt purposes. $69,784.51 was earned on the BCHA 2009 Escrow Fund and spent according to the purpose of the bonds. Rebate computation performed on September 14, 2018.
SERIES 2014AB	Partly current refunded Allegheny County Hospital Development Authority Series 2008A Bonds issued 3/27/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2008B bonds issued 6/19/2008; partly current refunded the Allegheny County Hospital Development Authority Series 2009A bonds issued 6/3/2009; financing the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or by UPMC or its subsidiary in the Commomwealth of Pennsylvania and; pay the costs associated with the issuance of the bonds. $347.19 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2015B	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2015B Bonds. $9,804.89 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2016	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; repay a taxable line of credit drawn upon by UPMC and used to current refund the Erie County Hospital Authority Series 2006 bonds issued 4/11/2006; and pay the costs associated with the issuance of the Series 2016 Bonds. $318,412.62 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017A	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; current refund the Erie County Hospital Authority Series 2007 bonds issued 7/31/2007; repay a taxable line of credit drawn upon by UPMC and used to current refund the Chartiers Valley Industrial Commercial Development Authority Series 2006 bonds issued 9/11/2006; repay a taxable line of credit drawn upon by UPMC and used to current refund the Allegheny County Industrial Development Authority Series 2012ABCD bonds issued 12/19/2012; and pay the costs associated with the issuance of the Series 2017A Bonds. $2,361,492.39 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2017C	Refunded a taxable bridge loan from Wells Fargo Bank NA dated 11/1/2017.
SERIES 2017D	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania and pay the costs associated with the issuance of the Series 2017D Bonds. $16,346,463.18 was earned in the construction fund during construction and spent according to the purpose of the bonds.
SERIES 2018A NOTE	Pay the costs of currently refunding outstanding Potter County Hospital Authority Revenue Refunding Note, Series 2013A issued 12/19/2013, Potter County Hospital Authority Equipment Note, Series 2013B issued 12/19/2013, Potter County Hospital Authority Revenue Note, Series 2014A issued 6/25/2014, and pay the costs of issuance of the Series 2018A Note.
SERIES 2019A	Refunded ACHDA Subseries 2007 B-2 Bonds reissued 3/24/2010; ACHDA Series 2008 Note reissued 3/24/2010; ACHDA Series 2009A Bonds issued 6/3/2009; Lycoming County Authority Series 2009A Bonds issued 10/22/2009; Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; ACHDA Series 2010D Bonds issued 3/24/2010; Monroeville Finance Authority Series 2015A Note issued 6/25/2015; and pay the costs associated with the issuance of the Series 2019A Bonds. The 8038, as filed, has an issue price of $874,892,435.50. The correct issue price as reported in Part I, Column (e) is $842,635,847.85 which totals the PAR amount of the bonds plus Original Issue Premium. $413.49 was earned in the UPMC 2019A Bond Fund. $1,539,489.97 was earned in the UPMC 2009A Escrow Fund. $9,831.31 was earned in the DCGA 2009A Bond Fund. $238,484.50 was earned in the Susquehanna 2009A Escrow Fund. $4,844.22 was earned in the UPMC 2008 Note Fund. $3,983.86 was earned in the 2007B2 Bond Fund. $36,739.30 was earned in the 2010D Bond Fund. All investment earnings were spent according to the purpose of the bonds.
SERIES 2020A (NEW MONEY)	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038.
SERIES 2020A (REFUNDING)	Partly currently refunded outstanding PHEFA Series 2010E issued 3/24/2010; and pay the costs associated with the issuance of the 2020A Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues and moreover to subdivide the 2020A Bonds into separate issues for the New Money and Refunding purposes. The three issues were all sold at the same time. The 2020A New Money and Refunding portions were reported on a single Form 8038. $146.40 was earned in the 2010E bond fund.
SERIES 2020B	Refinanced Series 2020 Taxable Revenue Note dated February 3, 2020; and pay the costs associated with the issuance of the Series 2020B Bonds. UPMC made an election under 1.150-1(c)(3) to treat the 2020A Bonds and the 2020B Bonds as separate issues. $7.90 was earned in the COI fund.
SERIES 2021AB	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; partly currently refund the UPMC Series 2011B Taxable Bonds; pay the costs of refunding a portion of the UPMC Series 2011A Bonds; and pay the costs associated with the issuance of the Series 2021A & 2021B Bonds. Part I - Bond Issues: The Series 2021A & 2021B Bonds have differing Part I information, but are considered a single issue for tax purposes. The following information pertains to the 2021B Bonds. a) Allegheny County Hospital Development Authority b) 25-1327925 c) 01728A-5Q5 d) 7/21/2021 The Series 2021B Bonds were not yet outstanding as of 6/30/2021. Schedule K information presented reflects only the 2021A Bonds for this reporting period. $1,463.28 was earned in the 2021A project fund and spent according to the purpose of the bonds.
LAUREL 2010 NOTE	Pay the costs of the acquisition, construction and equipping of certain additions, improvements and renovations to the hospital facilities owned and operated by Soldiers and Sailors Memorial Hospital; and pay the costs associated with the issuance of the Series 2010 Note.
LAUREL 2011 NOTE	Pay the costs of the construction, acquisition and installation of various capital improvements to be located at the healthcare and related facilities or portions thereof owned and/or operated by UPMC or its subsidiaries in the Commonwealth of Pennsylvania; and pay the costs associated with the issuance of the Series 2011 Bonds. $1,228,531.67 of the bond fund wasn't drawn leaving $8,771,468.33 as the total amount of the debt that was drawn.
PINNACLE SERIES 2012A	Pay the costs of construction, equipping, and development of new acute care hospital on the Fredericksen Campus located in Hampden Township; renovations and improvements to the Harrisburg Hospital; renovations and improvements to the Community General Hospital; payment of capitalized interest on the Bonds through the expected date of completion of the Project; and payment of the costs of issuing the Bonds. $33,434.20 was earned in the project fund and spent according to the purpose of the bonds. Rebate computation performed on November 8, 2017.
PINNACLE SERIES 2016A	Partial advance refunding of Dauphin County General Authority Series 2009A Bonds issued 6/24/2009; and payment of the costs of issuance. $3,307,408.34 was earned in the escrow fund and spent according to the purpose of the bonds. Rebate computation performed on October 13, 2017.
PINNACLE SERIES 2016B (REISSUANCE)	Reissuance of the 2016B Bonds originally dated 6/22/2016. Original project consisted of current refunding of the Dauphin County General Authority's Health System Revenue 2011A Bonds issued 6/28/2011; and payment of the costs of issuance.
SOMERSET 2009 NOTE	Current refunding of the Nanty Glo Borough Municipal Authority Hospital Revenue Note, Series of 2008 issued 4/30/2008; and payment of transaction costs, including the cost of issuance.
SOMERSET SERIES 2015A	Pay the costs for a major renovation of the Hospital HVAC system, Cardiac Cath Lab renovation and elevator upgrade and used to current refund the Somerset County Hospital Authority Series 2010 bonds issued 12/23/2010; and pay the costs associated with the issuance of the Series 2015 Bonds. $4,845.43 was earned in the construction fund during construction and spent according to the purpose of the bonds. Rebate computation performed on December 15, 2020. Series 2010AE $30,000,000 of the 2010E Bonds were refunded by the 2020A Bonds. The balance was refinanced with proceeds of the Wells Fargo (taxable) Covid Financing. UPMC Bond Series 2010A,E Issuers: Allegheny County Hospital Development Authority/Pennsylvania Higher Educational Facilities Authority Issuer EIN: 25-1327925/23-2243852 CUSIP# 1728A Y34/ 70917R YX7SERIES 2010A,E 3/24/2010 The Series 2010A,E Bonds were issued concurrently with the Series 2010B,C,D,F bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010A,E bonds will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010A,E. In conjunction with the issuance of the Series 2010A,E Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010A,E proceeds were used to refund the following bond issues: refunded ACHDA Series 1988B Bonds issued 3/1/1988; refunded ACHDA Series 1990 Bonds issued 3/15/1990; partly refunded ACHDA Series Magee 1993 Bonds issued 7/28/1993; partly refunded ACHDA Series 1998 B Bonds issued 6/25/1998; partly refunded PHEFA Series 1999A Bonds issued 3/4/1999; refunded ACHDA Series 1999B Bonds issued 4/21/1999; partly refunded PHEFA Series 2001A Bonds Issued 6/5/2001; partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007. There is a difference of $13,518,823 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Series 2010B,C,D,F $150,000,000 of the 2010D Bonds were refunded by the 2019A Bonds. The 2010BCF's were paid off with equity. The Series 2010B,C,D,F Bonds were issued concurrently with the Series 2010A,E Bonds in order to refund approximately $1.1 billion aggregate principal amount of tax-exempt bonds previously issued for the benefit of the Corporation or one of the Subsidiary Hospitals. The proceeds from the sale of the 2010B,C,D,F will be used for (i) the refunding of all or a portion of the principal of various tax-exempt bonds previously issued by the Authority for the benefit of the Corporation or one of the Subsidiary Hospitals and (ii) the payment of all or a portion of the costs of issuing the 2010B,C,D,F. In conjunction with the issuance of the Series 2010B,C,D,F Bonds, the Corporation terminated certain of its derivatives contracts. The Series 2010B,C,D,F proceeds were used to refund the following bond issues: partly refunded ACHDA Series 2005B Bonds issued 11/17/2005; partly refunded ACHDA Series 2006A Bonds issued 3/30/2006; partly refunded ACHDA Series 2007A2 Bonds issued 5/23/2007; partly refunded ACHDA Series 2007C Bonds issued 11/15/2007; partly refunded ACHDA Series 2007D Bonds issued 11/15/2007; refunded part and reissued remaining ACHDA Series 2007B Bonds issued 7/18/2007; reissued ACHDA Series 2008 Note issued 12/12/2008. There is a difference of $3,291,954 between Part II Line 3 and Part II lines 4 - 12. This difference is attributable to the net amount of the termination of swaps related to the refunded bonds. Lycoming 2011 Note This note was paid off with equity. Pay the costs of the planning, designing, acquiring, constructing, and installing of a new patient service tower, replacement of the Emergency Department and Diagnostic Imaging Center, replacement of surgical suites, replacement of the Nursery and OB/GYN area, and the addition of new private patient rooms to be located at The Williamsport Hospital.

Schedule K (Form 990) 2020

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

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

Attach to Form 990 or Form 990-EZ.
MediumBullet

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

OMB No. 1545-0047

2020

Open to Public Inspection

Name of the organization

UPMC

Employer identification number

25-1423657

Part I

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

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

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

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

Part II

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

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






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

Part III

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

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

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2020

Page 2

Part IV

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

(a) Name of interested person	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person	(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) SEE PART V

Part V

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

Return Reference

Explanation

PART IV BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS

FOR PURPOSES OF SCHEDULE L, UPMC HAS OBTAINED AND REPORTED RELEVANT INFORMATION FROM INTERESTED PERSONS INCLUDING OFFICERS, KEY EMPLOYEES AND DIRECTORS OF UPMC. EACH OF THE TRANSACTIONS DESCRIBED IN SCHEDULE L PART IV WERE NEGOTIATED AT ARM'S LENGTH AND ARE BASED UPON FAIR VALUE. IN ACCORDANCE WITH APPLICABLE POLICIES AND PROCEDURES, INTERESTED PERSONS ABSTAINED FROM UPMC'S DECISION MAKING PROCESS WITH RESPECT TO EACH TRANSACTION. IN THE INTEREST OF FULL TRANSPARENCY THE DISCLOSURE AMOUNTS INCLUDE ALL UPMC SYSTEM-WIDE ACTIVITY (INCLUSIVE OF UPMC AND ALL SUBSIDIARIES) RATHER THAN ONLY UPMC PARENT ENTITY DISCRETE ACTIVITY. THEY ALSO REFLECT TRANSACTIONS FOR WHICH UPMC IS THE RECIPIENT OF FUNDS, AS WELL AS THE PAYOR OF FUNDS. A NAME OF INTERESTED PERSON HOWARD HANNA MORTGAGE B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER HOWARD W. HANNA III PERSON AND THE ORGANIZATION IS OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 1,937,237 D DESCRIPTION OF TRANSACTION HEALTH INSURANCE E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON RELOCATION HORIZONS B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER HOWARD W. HANNA III PERSON AND THE ORGANIZATION IS OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 288,289 D DESCRIPTION OF TRANSACTION RELOCATION SERVICES E SHARING OF ORGANIZATIONS REVENUES NO THE MAJORITY OF THE DISCLOSED TRANSACTION AMOUNT IS FOR REIMBURSEMENT OF UPMC EMPLOYEE RELOCATION EXPENSES FOR WHICH THE INTERESTED PERSON PAID ON BEHALF OF UPMC. A NAME OF INTERESTED PERSON PARAGON FOODS B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER ELAINE BELLIN IS PERSON AND THE ORGANIZATION OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 3,305,925 D DESCRIPTION OF TRANSACTION WHOLESALE FOOD DISTRIBUTION E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON PARAGON FOODS B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER ELAINE BELLIN IS PERSON AND THE ORGANIZATION OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 573,047 D DESCRIPTION OF TRANSACTION HEALTH INSURANCE E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON MICHAEL MONTLER B RELATIONSHIP BETWEEN INTERESTED INTERESTED PERSON IS FAMILY MEMBER PERSON AND THE ORGANIZATION OF BOARD MEMBER ROBERT MONTLER C AMOUNT OF TRANSACTION 91,295 D DESCRIPTION OF TRANSACTION COMPENSATION E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON WELDERS SUPPLY COMPANY B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER MARK H. RAIMY IS PERSON AND THE ORGANIZATION OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 153,041 D DESCRIPTION OF TRANSACTION HEALTH INSURANCE E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON CAMPUS SQUARE PARTNERS B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER DOUGLAS A. NEIDICH PERSON AND THE ORGANIZATION IS PARTNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 421,164 D DESCRIPTION OF TRANSACTION RENT E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON JOSHUA LEVENSON, MD B RELATIONSHIP BETWEEN INTERESTED INTERESTED PERSON IS FAMILY MEMBER PERSON AND THE ORGANIZATION OF BOARD MEMBER DEBRA L. CAPLAN C AMOUNT OF TRANSACTION 465,604 D DESCRIPTION OF TRANSACTION COMPENSATION E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON DICK BUILDING COMPANY, LLC B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER DOUGLAS DICK IS PERSON AND THE ORGANIZATION OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 100,085 D DESCRIPTION OF TRANSACTION HEALTH INSURANCE E SHARING OF ORGANIZATIONS REVENUES NO A NAME OF INTERESTED PERSON DICK BUILDING COMPANY, LLC B RELATIONSHIP BETWEEN INTERESTED BOARD MEMBER DOUGLAS DICK IS PERSON AND THE ORGANIZATION OWNER OF INTERESTED PERSON C AMOUNT OF TRANSACTION 661,562 D DESCRIPTION OF TRANSACTION CONSTRUCTION SERVICES E SHARING OF ORGANIZATIONS REVENUES NO

Schedule L (Form 990 or 990-EZ) 2020

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

2020

Open to Public
Inspection

Name of the organization

UPMC

Employer identification number

25-1423657

Return Reference	Explanation
PART I SUMMARY	UPMC is the parent organization of a large integrated healthcare delivery system consisting of controlled subsidiaries within the meaning of Section 6033(h). UPMC'S primary mission is the ongoing support of all subsidiaries in order to assist them in accomplishing their exempt educational, healthcare, and research missions. Line 8 - Contributions and grants: Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report information related to its contributions and grants received on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721.
PART III STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	UPMC, a world-renowned health care provider and insurer, is inventing new models of patient-centered, cost-effective, accountable care. With a central mission of providing outstanding, accessible patient care, UPMC is shaping tomorrow's health care through clinical and technological innovation, research, and education. As the largest non-governmental employer in the Commonwealth of Pennsylvania - with 92,000 employees within its various controlled health care entities - UPMC encompasses 40 hospitals and 800 doctors' offices and outpatient sites, and multiple retirement and long-term care facilities. By integrating its health care services with a major insurance division focused on promoting the health of its members, UPMC is advancing the quality and efficiency of health care, and developing internationally renowned programs in transplantation, cancer, neurosurgery, psychiatry, orthopaedics, and sports medicine, among others. These highly specialized services draw patients from across the nation and around the world. Closely affiliated with its academic partner, the University of Pittsburgh, UPMC's flagship hospital, UPMC Presbyterian Shadyside, is consistently ranked among the nation's best hospitals in many specialties by U.S. News & World Report. UPMC's largest operating component is its Health Services Division, encompassing a comprehensive array of clinical capabilities. This division includes academic, community, and regional hospitals; pre- and post-acute care capabilities; specialty service lines, such as transplantation services, women's health, behavioral health, pediatrics, cancer care, and rehabilitation services; contract services, such as emergency medicine, pharmacy, and laboratory; and more than 5,000 employed physicians with associated practices. UPMC's organ transplant center is one of the largest and busiest in the world, performing more than 20,000 transplants since 1981. The UPMC Hillman Cancer Center is one of the largest integrated community cancer networks in the United States with more than 70 centers in Pennsylvania, Ohio, New York, and Maryland, and more than 2,000 physicians, researchers, and staff. UPMC's expertise in academic-based and specialized medical care, including transplantation and oncology, is key to the globalization efforts being undertaken through its International Division, which promotes the exchange of scientific knowledge worldwide, while generating revenue that is reinvested locally. In managing its global health enterprise, UPMC has taken a leadership role in good corporate governance practices - voluntarily achieving Sarbanes-Oxley certification for sixteen years in a row, publicly releasing quarterly financial results within 60 days of each quarter's close, and creating one of the most stringent industry relationship policies to ensure that pharmaceutical and medical device companies do not negatively influence patient care. These business practices set the stage for decision making that is good for UPMC and the communities it serves. COVID-19 While the COVID-19 pandemic continues to pose unprecedented challenges for hospitals and health systems across the country, UPMC is leveraging the clinical and scientific expertise of the University of Pittsburgh and UPMC to keep our community and employees safe, treat the disease with clinical and operational excellence, and lead important research efforts. With a strong presence in both the provider and insurance businesses, as well as international and commercialization arenas, UPMC is repositioning and deploying its assets in unique ways. From the onset of the pandemic, UPMC's diversified IDFS (integrated delivery and financing system) model positioned it to withstand volatility never before seen in the health care market. Throughout the evolving pandemic, UPMC's experts explained highly complex science to the general public. Our cycle of 37 public briefings provided a trusted source for clinical and safety information during a period characterized by widespread fear and misinformation. In 2021, UPMC provided unwavering support for its frontline caregivers who have made truly exceptional contributions in an extremely stressful and demanding time. UPMC made numerous investments to support and retain its workforce, including more than $350 million to enhance salaries and benefits, and the development of Workplace Flexibility guidelines. UPMC has implemented a Pay Protection Program to help shield its workforce from the risk of infection and the possibility of severe financial loss. UPMC continued to focus on protecting and treating vulnerable populations including the elderly, frail, immunocompromised, and those in poverty. UPMC partnered with community organizations to address vaccine hesitancy and health care disparities, completing more than 100 community collaborative events and vaccinating thousands of the region's most vulnerable. Efforts included partnerships with churches, community centers, and other community organizations to coordinate resources and create energy and passion around vaccine deployment and education. UPMC established COVID-19 clinics and testing centers throughout the region, and to date UPMC has performed more than 1 million COVID-19 tests and delivered more than 786,000 doses of the COVID-19 vaccine. UPMC's clinical staff cared for a record number of patients arriving in multiple waves; during 2021 UPMC cared for more than 20,000 patients hospitalized with COVID-19. To continue to meet our community's health care needs during the pandemic, UPMC reconstructed its clinical delivery system to safely care for the critically ill - increasing systemwide capacity to 750 ICU beds, while maintaining access to medical-surgical treatments. Telemedicine connected UPMC's critical care specialists with providers hundreds of miles away - greatly extending the reach of the organization's world-class care. UPMC conducted approximately one million telemedicine visits over the past two years - allowing providers and patients to avoid exposure while achieving greater access to care. On the scientific front, UPMC's "Learning While Doing" approach played an important role in defining clinical protocols worldwide. UPMC leveraged its randomized embedded multifactorial adaptive platform (REMAP) model for adaptive clinical trials, providing real-time results and exponentially accelerating the clinical trials process. Over the past year, the REMAP technique was successfully deployed to study the comparative efficacy of various monoclonal antibody treatments for COVID-19 patients. Based on these findings, UPMC partnered with the federal government to create an outreach, distribution, and delivery infrastructure to ensure monoclonal antibodies were an accessible COVID-19 treatment. Through 2021, UPMC administered more than 22,000 monoclonal antibody infusion treatments. As a member of the international REMAP Community - Acquired Pneumonia - COVID consortium, UPMC's efforts have contributed to the identification of multiple COVID best-practice treatment guidelines and five papers have been published in leading journals. As UPMC develops a greater understanding of the disease, we are continuing to adapt and evolve to keep our communities healthy. During fiscal year 2021, the entire UPMC System expended more than $170 million gross dollars for COVID specific related programs and materials.
PART III STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS CONTINUED	High-Quality, Patient-Focused Care By leveraging resources and expertise across its global network, UPMC achieves significant gains in the delivery of high-quality, patient-focused care that is evidence based. The Wolff Center at UPMC coordinates and connects quality, safety, patient care and improvement efforts. It partners with colleagues across UPMC to improve health care delivery for patients and members; and supports the transformation and improvement of patient care delivery and outcomes through the dissemination of best strategies. The Wolff Center's expertise includes enterprise-wide data quality and analytics, patient experience measurement, infection prevention, regulatory support, quality education, quality improvement, emergency preparedness, patient education and communication, and quality oversight. Last fiscal year, in the middle of the COVID-19 pandemic, the Wolff Center supported employees, patients and communities by providing and facilitating COVID-19 testing, vaccinations, and care. The emergency preparedness team provided guidance, direction and leadership to health care coalitions across the Commonwealth and beyond, and supported government and health care emergency managers with situational awareness and planning. The Wolff Center also continued to focus on quality and safety outcomes to strengthen the patient safety culture and achieve targeted improvements in clinical areas of focus, all in alignment with UPMC's strategic clinical priorities. The center's work included the implementation of more than 100 individual projects to support local and system-wide improvements. Additionally, the Wolff Learning Academy offered more than 95 varieties of virtual and in-person education courses to 26,062 employees, including physicians and APPs, assisting in standardizing workflows and ensuring clinical excellence throughout UPMC's vast network. Investments in Technology and Facilities Underpinning UPMC's quality and patient safety efforts is a robust technology infrastructure. Over the past five years, UPMC has invested more than $4.2 billion in new facilities, equipment, and information technology to make care more convenient and accessible across the region. Its hospitals are among the most advanced users of electronic health records, as measured by HIMSS Analytics, a subsidiary of the Healthcare Information and Management Systems Society (HIMSS). For 23 years in a row, UPMC has been named a Most Wired health care system by the Digital Health Most Wired survey from the College of Healthcare Information Management Executives (CHIME). In 2021, UPMC received the highest honor and was certified as a Level 10 health care system. This solidifies UPMC as a leader in health care technology and demonstrates that UPMC's technology is at the forefront of improving the health care journey for both patients and staff, through innovative technologies that are automated, reliable, secure, and patient focused. UPMC is also partnering with leading technology companies, like Microsoft, as well as innovative startups, to develop and bring to the public the next generation of health care information technology. In keeping with its goal of ensuring access to high-quality health care, UPMC continues to invest in world-class facilities and clinical services - in 2021, UPMC spent $782 million on capital improvements. Support for Research and Education In concert with its academic partner, the University of Pittsburgh, UPMC is translating biomedical research into innovative clinical care, while training the clinicians and researchers who will advance health care in the decades to come. UPMC's financial support for research and education - primarily at the University of Pittsburgh - was $593 million in fiscal year 2021. UPMC's ongoing support has helped the University achieve a rank among the top 10 recipients of National Institutes of Health (NIH) grants since 1998. This success keeps both organizations on the cutting edge of medical research, while bringing more than $569 million of NIH funding to the region. The results of this research are widely shared with other scientists and researchers, leading to discoveries and improvements in health care practices that benefit the general public. UPMC underwrites the training of more than 1,900 medical clinical fellows, and medical, pharmacy, dental, and podiatry residents. UPMC also operates six schools of nursing, offers a training program for radiology technicians, and coordinates a wide array of continuing medical education programs to allow the region's medical community to build its collective expertise. Caring for the Community In fiscal year 2021, UPMC spent $444 million to provide financial assistance to patients of limited financial means. UPMC's financial assistance program has been designed to be easily accessible and user friendly to patients in need. UPMC operates pursuant to an expansive financial assistance policy that extends free or discounted health services to uninsured and underinsured individuals and families earning up to 400 percent of the federal poverty level - as much as $106,000 for a family of four in 2021. Additionally, in fiscal year 2021, UPMC spent $646 million to cover payment shortfalls for those enrolled in Medicare. UPMC annually provides or contributes to more than 3,000 community health improvement programs and subsidized services. Many of these programs target the unmet needs of vulnerable populations, addressing chronic health problems such as diabetes, heart disease, and cancer, as well as social issues such as opioid addiction, teen pregnancy, violence against women, and elderly living alone. The cost of these services, along with charitable initiatives and donations that benefit the community, amounted to $473 million in fiscal year 2021. UPMC's contributions go far beyond its traditional role as the region's largest provider of health care. A catalyst for economic improvement, UPMC is helping to develop a brighter future for the region; a future built on medicine, research, and technology. An in-depth report on the comprehensive community benefits provided by UPMC is available on its website: UPMC.com.
PART IV CHECKLIST OF REQUIRED SCHEDULES	Line 2 - Contributions and grants: Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report information related to its contributions and grants on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721. LINE 12 - AN EXTERNAL AUDIT IS COMPLETED AT A CONSOLIDATED UPMC SYSTEM LEVEL ONLY, INCLUDING UPMC AND ALL TAXABLE AND TAX EXEMPT SUBSIDIARIES.
PART V STATEMENTS REGARDING OTHER IRS FILINGS AND TAX COMPLIANCE	LINE 15 UPMC does not have a Section 4960 excise tax liability to report on Form 4720 related to payments of $1 million or more in remuneration or excess parachute payments during its tax year ended June 30, 2021. Remuneration is not taken into account for the purposes of the excise tax if no deduction for the remuneration is allowed by reason of section 162(m). Section 162(m)(6) imposes a compensation deduction limitation on controlled groups, such as the UPMC controlled group, that include one or more covered health insurance providers.
PART VI GOVERANCE, MANAGEMENT, DISCLOSURE	SECTION A, LINE 1,2,7 SECTION B, LINE 11, 12C SECTION A, LINE 1 Although the UPMC board of directors is independent in fact, the Form 990 requires certain board member to be reported as not independent for the purposes of the Form 990. Generally, this is due to the board members' affiliation with companies that provide services to UPMC on the same terms as those offered to the general public or to compensation paid by the University of Pittsburgh, another Section 501(c)(3) organization that UPMC supports, for operational roles. SECTION A, LINE 2 DID ANY OFFICER, TRUSTEE, OR KEY EMPLOYEE HAVE A FAMILY RELATIONSHIP OR BUSINESS RELATIONSHIP WITH ANY OTHER OFFICER, DIRECTOR, TRUSTEE, OR KEY EMPLOYEE? FOR PURPOSES OF PART VI, LINE 2, UPMC HAS OBTAINED AND REPORTED RELEVANT INFORMATION FROM INTERESTED PERSONS INCLUDING DIRECTORS, OFFICERS, AND KEY EMPLOYEES OF UPMC AND OFFICERS AND KEY EMPLOYEES OF ALL GROUP SUBORDINATES, AND DIRECTORS OF GROUP SUBORDINATE ENTITIES WITH DECISION-MAKING BOARD AUTHORITY THAT IS INDEPENDENT FROM THAT OF UPMC PARENT. MULTIPLE UPMC OFFICERS, DIRECTORS, TRUSTEES, AND/OR KEY EMPLOYEES HAVE RELATIONSHIPS BY VIRTUE OF THE FACT THAT THEY ARE ALSO OFFICERS, DIRECTORS, TRUSTEES, AND/OR KEY EMPLOYEES OF UPMC SUBSIDIARIES AND AFFILIATES. THESE RELATIONSHIPS ARE NOT SEPARATELY DISCLOSED BELOW BECAUSE THEY ARE NOT "BUSINESS RELATIONSHIPS" FOR THE PURPOSES OF FORM 990. THE FOLLOWING UPMC OFFICERS, DIRECTORS, TRUSTEES, AND/OR KEY EMPLOYEES HAVE BUSINESS RELATIONSHIPS, AS REQUIRED TO BE DISCLOSED BY FORM 990 PART VI, SECTION A, LINE 2, BY VIRTUE OF THE FACT THAT THEY ARE ALSO OFFICERS, DIRECTORS, TRUSTEES, OR KEY EMPLOYEES OF OTHER UNRELATED TAXABLE ORGANIZATIONS. BOD MEMBER/OFFICER/KEY EMPLOYEE: MCCRADY RELATIONSHIP: BUSINESS ASSOCIATED PERSON: HAMILTON BOD MEMBER/OFFICER/KEY EMPLOYEE: HAMILTON RELATIONSHIP: BUSINESS ASSOCIATED PERSON: MCCRADY SECTION A, LINE 7 UPMC DOES NOT HAVE MEMBERS OR STOCKHOLDERS. THE BOARD OF TRUSTEES OF THE UNIVERSITY OF PITTSBURGH SHALL APPOINT DIRECTORS (UNIVERSITY DIRECTORS) EXERCISING ONE-THIRD OF THE TOTAL NUMBER OF VOTES REPRESENTED ON THE BOARD. THOSE DIRECTORS WHO ARE NOT UNIVERSITY DIRECTORS SHALL BE COMMUNITY DIRECTORS EXERCISING THE REMAINING VOTES REPRESENTED ON THE BOARD. CERTAIN COMMUNITY DIRECTORS SHALL BE APPOINTED IN ACCORDANCE WITH CONTRACTUAL COMMITMENTS WITH HOSPITALS OR HOSPITAL-RELATED ENTITIES OR CONSTITUENCIES APPROVED BY THE CORPORATION, AND THE BALANCE OF SUCH COMMUNITY DIRECTORS SHALL BE NOMINATED BY THE GOVERANCE AND NOMINATING COMMITTEE AND ELECTED BY THE BOARD. NO GOVERANCE DECISIONS OF UPMC ARE RESERVED TO OR SUBJECT TO APPROVAL BY MEMBERS, STOCKHOLDER OR PERSONS OTHER THAN THE BOARD OF DIRECTORS. SECTION B, LINE 11 The completed Form 990 was reviewed by the Chief Financial Officer, members of the Corporate Tax Department, members of the Corporate Legal Department, and other members of UPMC management prior to its filing. Various sections of the 990 were also reviewed by the Chief Executive Officer and committees of the filing organization's Board of Directors, as applicable. For example, the Executive Compensation Committee of the Board reviewed sections related to compensation and related party transactions. In addition, the Board of Directors established a 990 Subcommittee,comprised of the Chairs of the Board, Executive Compensation Committee, Ethics and Compliance Committee, Finance Committee and Audit Committee, which reviewed the entire completed Form 990 prior to filing. Additionally, the Form 990 is reviewed by an outside independent public accounting firm who as part of the process signs the return as Paid Preparer. After this review but prior to filing, the full Board of Directors was notified that the completed Form 990 was available for review on the Board's secure website. Also prior to filing, management provided the opportunity for all board members of the full UPMC board to ask any questions or raise any comments on the full return they were provided. SECTION B, Line 12c: UPMC, as a system-wide practice, requires key employed and non-employed personnel to comply with its conflict of interest policies when they engage in UPMC-related business. Individuals covered by the policies include: UPMC board members, corporate officers,and key employees, UPMC physicians and non-physician employees who hold a position of influence, Identified Non-employed members of the UPMC medical staff who hold a position of influence, and Individuals conducting clinical research at UPMC, whether or not they are employed by UPMC. These individuals are required to complete a questionnaire at least annually, which along with other data is used to identify possible individual and institutional conflicts of interest. If a potential conflict is identified regarding a specific UPMC activity, the corporate compliance department, with the assistance of the legal department, either develops a written plan designed to prevent the conflict from influencing decisions related to that activity, or requires that the conflicting relationship be divested, as appropriate. For employed personnel and non-Board member, non-employed personnel, the conflict of interest identification and management process is ultimately overseen by an Ethics and Compliance committee of the UPMC board of directors on behalf of UPMC and all of its subsidiaries. Potential conflict of interest transactions involving UPMC Board members and entities with which they are affiliated are monitored and subject to pre-approval by the Governance and Nominating Committee of the UPMC Board of Directors. In addition to the general corporate and Board policies described above, UPMC has also developed and implemented a separate tax questionnaire distributed to Officers, Directors, Trustees, and Key Employees annually that specifically addresses disclosure requirements of Form 990.
PART VI GOVERANCE, MANAGEMENT, DISCLOSURE	Section B, Line 15a and b: As a system-wide practice, to support UPMC's mission and as set forth in the UPMC Bylaws, the Board of Directors has formed an Executive Compensation Committee ("Committee") and delegated to it the responsibility for establishment and implementation of officer and key employee total compensation programs. As part of this responsibility, the Committee reports regularly to the Board of Directors. With Board of Directors approval, the Committee has adopted a formal Charter, which includes the establishment of a compensation philosophy and related policies with respect to the total compensation paid by UPMC to its officers and key employees. The UPMC total compensation program for officers and key employees includes an incentive compensation component. This component is based upon the accomplishment of predetermined performance goals and objectives which focus on the achievement of multiple annual and three year individual and group performance criteria in the context of appropriate risk taking. These criteria directly support UPMC's mission and include: patient quality and satisfaction, community benefits, operational and financial strength, leadership development, and strategic business initiatives among others. The total compensation program is integrated with and reinforces the UPMC business planning cycle as well as management development and succession planning processes. It is the Committee's judgment that the structure of the total compensation program is vital to, and strongly supportive of, the high level of ongoing success of UPMC and fosters the retention of critical officer and key employee talent. The total compensation determination process utilized by the Committee is intended to satisfy the "rebuttable presumption of reasonableness" as set forth in the regulations to Section 4958 of the Internal Revenue Code ("Code"). This means that compensation programs and levels are approved in advance by the Committee which is composed entirely of outside Directors who do not have a conflict of interest, as defined by the Code, with respect to the compensation program and levels. The Committee obtains and relies upon a broad range of appropriate data as to comparability prior to making its determinations. The Committee then contemporaneously documents, in formal meeting minutes, the basis and reasons for its determinations. The total compensation program is designed and administered in accordance with the UPMC Bylaws, sound business practices, the tenets of common law business judgment and fiduciary responsibility as well as adherence to all relevant federal, state and local laws. In addition to Code Section 4958, as set forth above, this includes but is not limited to Code Section 501(c)(3) and the applicable regulations thereunder as well as all laws and regulations prohibiting private inurement, private benefit transactions and discrimination. Further, the Committee has identified and adopted, as appropriately modified for UPMC, compensation program "best practices" from the business world (e.g. Sarbanes Oxley, other SEC regulations, etc). The Committee believes that while these practices are not required in the tax exempt sector, they are in the best interests of the organization and further support UPMC's nonprofit mission. In accordance with the above, determination of total compensation for the CEO is made exclusively by the Committee. Determination of total compensation for other officers and key employees is recommended by the CEO and subject to review and approval by the Committee. The Committee, which meets at least four times a year, obtains professional advice from its own experts, including accountants, executive compensation consultants and legal counsel. SECTION B, LINE 16A AND B: UPMC has a formal written policy pertaining to joint ventures between UPMC Tax-Exempt entities and taxable entities. The policy employs an internal procedure for review of all transactions involving potential participation in joint ventures and similar arrangements to ensure that such entities operate in accordance with applicable IRS policies and within UPMC's charitable purposes. SECTION C, LINE 19 UPMC's Public Website (www.upmc.com) makes its financial results,conflict of interest process, and various information about governance and oversight available to the public. Additional information may be supplied upon specific request for data not posted to the web site.
PART VII COMPENSATION OF OFFICERS, TRUSTEES, KEY EMPLOYEES	SECTION A AND SECTION B SECTION A Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report compensation and Schedule J other information about officers, directors, trustees, key employees and certain other highly paid employees on a consolidated basis for all of the members of the UPMC Group, including this parent organization which is the sponsor or central organization of the Group, on the return of UPMC Group, EIN 20-8295721. SECTION B Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report certain professional contractors and certain other contractors on a consolidated basis for all of the members of the UPMC Group, including this parent organization which is the sponsor or central organization of the Group, on the return of UPMC Group, EIN 20-8295721.
PART VIII STATEMENT OF REVENUE	Line 1 - Contributions and grants: Pursuant to Treasury Regulation Section 1.6033-2(d)(5), UPMC has elected to report information related to its contributions and grants received on a consolidated basis for all of the members of the UPMC Group, including this parent organization, on the return of UPMC Group, EIN 20-8295721.
PART XI RECONCILIATION OF NET ASSETS	LINE 9 OTHER CHANGES IN NET ASSETS OR FUND BALANCES DIVIDENDS RECEIVED 107,500,000 OTHER CHANGES TO FUND BALANCE 34,224,615 PENSIONS AND POST RETIREMENT BENEFITS (69,440,000) NET TRANSFERS TO EXEMPT SUBSIDIARIES (1,138,570,601) TOTAL OTHER CHANGES IN NET ASSETS OR FUND BALANCES (1,066,285,986)
PART XII FINANCIAL STATEMENTS AND REPORTING	QUESTION 2B : THE ORGANIZATION'S FINANCIAL STATEMENTS ARE PART OF A CONSOLIDATED FINANCIAL STATEMENT AUDIT PERFORMED BY EY FOR UPMC AND ALL SUBSIDIARIES. THE ENTIRE SYSTEM'S FINANCIAL STATEMENTS, OF WHICH THIS ORGANIZATION IS PART OF, ARE POSTED ON THE UPMC WEBSITE. (WWW.UPMC.COM) THE FINANCIAL STATEMENT AUDIT DURING THE 990 FILING PERIOD IS FOR THE CALENDAR YEAR ENDED DECEMBER 31,2020. QUESTION 2C UPMC HAS AN AUDIT COMMITTEE THAT IS ESTABLISHED TO ASSIST THE BOARD OF DIRECTORS IN FULFILLING ITS OVERSIGHT RESPONSIBILITIES BY MONITORING UPMC CONSOLIDATED FINANCIAL REPORTS AND OTHER FINANCIAL INFORMATION PROVIDED BY UPMC TO GOVERNMENTAL BODIES, THE PUBLIC OR OTHER EXTERNAL ENTITIES. THE UPMC'S SYSTEM OF INTERNAL CONTROLS REGARDING FINANCE, ACCOUNTING,LEGAL COMPLIANCE AND ETHICS THAT MANAGEMENT AND THE BOARD HAVE ESTABLISHED AND UPMC'S INTERNAL AUDITING, ACCOUNTING AND FINANCIAL REPORTING PROCESSES ALSO PROVIDED OVERSIGHT.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2020

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

2020

Open to Public Inspection

Name of the organization

UPMC

Employer identification number

25-1423657

Part I

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

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity
(1) UPMC PRIMARY CARE ACOLLC 600 GRANT STREET PITTSBURGH,PA15219 83-0773768	ACCT CARE ORG	PA	0	0	UPMC

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1)UPMC SENIOR COMMUNITIES INC 600 GRANT STREET PITTSBURGH,PA15219 25-1574736	SR LIVING	PA	501(c)(3)	10	UPMC	Yes
(2)PITTSBURGH LIFETIME CARE COMMUNITY 600 GRANT STREET PITTSBURGH,PA15219 25-1335247	CCRC	PA	501(c)(3)	10	UPMC SENIOR	Yes
(3)CANTERBURY PLACE 600 GRANT STREET PITTSBURGH,PA15219 25-0965334	SR LIVING	PA	501(c)(3)	10	UPMC SENIOR	Yes
(4)SENECA PLACE 600 GRANT STREET PITTSBURGH,PA15219 72-1562844	SR LIVING	PA	501(c)(3)	10	UPMC SENIOR	Yes
(5)SHADYSIDE HOSPITAL SUPPORTING FOUNDATION 600 GRANT STREET PITTSBURGH,PA15219 26-0303394	FOUNDATION	PA	501(c)(3)	12(A) I	NA		No
(6)UPMC LEE 600 GRANT STREET PITTSBURGH,PA15219 25-0613830	INACTIVE	PA	501(c)(3)	3	UPMC	Yes
(7)UNIVERSITY OF PITTSBURGH 4200 FIFTH AVENUE PITTSBURGH,PA15260 25-0965591	UNIVERSITY	PA	501(c)(3)	2	NA		No
(8)PITTSBURGH CARE PARTNERSHIP INC 2400 ARDMORE BOULEVARD PITTSBURGH,PA15221 25-1753852	HEALTHCARE	PA	501(c)(3)	10	UPMC	Yes
(9)UPMC CENTER FOR HIGH VALUE HEALTHCARE 600 GRANT STREET PITTSBURGH,PA15219 45-2178782	RESEARCH	PA	501(c)(3)	7	UPMC	Yes
(10)GREAT LAKES PHYSICIAN PRACTICE PC 600 GRANT STREET PITTSBURGH,PA15219 46-4186362	PHYSICIANS	NY	501(C)(3)	3	REGNL HEALTH	Yes
(11)UPMCJAMESON CANCER CENTER 600 GRANT STREET PITTSBURGH,PA15219 20-1459415	ONCOLOGY SVC	PA	501(C)(3)	3	UPMC JAMESON	Yes
(12)JAMESON CARE CENTER INC 1221 WILMINGTON AVENUE NEW CASTLE,PA16105 23-2871396	HEALTHCARE	PA	501(C)(3)	10	UPMC SENIOR	Yes
(13)LAUREL REALTY INC 32-36 CENTRAL AVENUE WELLSBORO,PA16901 23-1403678	RENTAL REAL E	PA	501(C)(2)	N/A	UPMC SUSQUEH	Yes
(14)THE GREEN HOME 37 CENTRAL AVENUE WELLSBORO,PA16901 24-0804365	SKILLED NURSI	PA	501(C)(3)	10	UPMC SUSQUEH	Yes
(15)WILLIAMSPORT AREA AMBULANCE SERVICE 700 HIGH STREET WILLIAMSPORT,PA17701 23-2416166	AMBULANCE SVC	PA	501(C)(3)	10	UPMC WILLIAM	Yes
(16)UPMC CHAUTAUQUA AT WCA 207 FOOTE AVENUE JAMESTOWN,NY14701 16-0743226	HOSPITAL	NY	501(C)(3)	3	UPMC CHAUTAU	Yes
(17)WCA GROUP INC 207 FOOTE AVENUE JAMESTOWN,NY14701 22-2393582	HOLDING CO	NY	501(C)(3)	12 (B)(II)	CHAUT AT WCA	Yes
(18)STARFLIGHT INC 135 ALLEN STREET JAMESTOWN,NY14701 16-1557878	STAT MEDVAC	NY	501(C)(3)	7	CHAUT AT WCA	Yes
(19)SOUTH CENTRAL ALPHA HOUSING & HEALTHCARE 3410 PITTSBURG ROAD NEW CASTLE,PA16101 25-1701701	SKILLED NURSI	PA	501(C)(3)	10	UPMC SR COMM	Yes
(20)SOUTH WESTERN ALPHA HOUSING & HEALTHCARE 745 GREENVILLE ROAD MERCER,PA16137 25-1701700	SKILLED NURSI	PA	501(C)(3)	10	UPMC SR COMM	Yes
(21)KANE COMMUNITY HOSPITAL FOUNDATION 4372 ROUTE 6 KANE,PA16735 26-3906925	FOUNDATION	PA	501(C)(3)	12(B)(II)	NA		No
(22)JUNIOR GUILD OF THE JAMESON MEMORIAL HOS 1211 WILMINGTON AVENUE NEW CASTLE,PA16105 25-6005313	SUPPORT	PA	501(C)(3)	12(D) (III)	NA		No
(23)LAUREL HEALTH FOUNDATION 32-36 CENTRAL AVENUE WELLSBORO,PA16901 25-1810488	FOUNDATION	PA	501(C)(3)	12(B)(11)	NA		No
(24)WCA FOUNDATION INC 300 FOOTE AVENUE PO BOX 840 JAMESTOWN,NY14702 22-2393584	FOUNDATION	PA	501(C)(3)	12(C)(III)	NA		No
(25)VENANGO VNA FOUNDATION 491 ALLEGHENY BOULEVARD FRANKLIN,PA16323 25-1472179	FOUNDATION	PA	501(C)(3)	12(D) (III)	NA		No
(26)MAGEE-WOMENS RES INST AND FOUNDATION 600 GRANT STREET PITTSBURGH,PA15219 25-1462312	FOUNDATION	PA	501(C)(3)	7	NA		No
(27)UPMC CARLISLE 361 ALEXANDER SPRING CARLISLE,PA17105 82-0880337	HOSPITAL	PA	501(C)(3)	3	UPMC PINNACL	Yes
(28)UPMC LANCASTER 250 COLLEGE AVENUE LANCASTER,PA17603 82-0896436	HOSPITAL	PA	501(C)(3)	3	UPMC PINNACL	Yes
(29)UPMC LITITZ 1500 HIGHLANDS AVENUE LITITZ,PA17543 82-0844453	HOSPITAL	PA	501(C)(3)	3	UPMC PINNACL	Yes
(30)UPMC MEMORIAL 325 SOUTH BELMMONT STREET YORK,PA17405 82-0912090	HOSPITAL	PA	501(C)(3)	3	UPMC PINNACL	Yes
(31)PINNACLE HEALTH REGIONAL PHYSICIANS 409 SOUTH SECOND STREET HARRISBURG,PA17104 82-0947698	PHYSICIAN SRV	PA	501(C)(3)	3	UPMC PINNACL	Yes
(32)PINNACLE HEALTH FOUNDATION 409 SOUTH SECOND STREET HARRISBURG,PA17104 22-2691718	FOUNDATION	PA	501(C)(3)	12(B)II	UPMC PINNACL	Yes
(33)COMMUNITY LIFE TEAM INC 409 SOUTH SECOND STREET HARRISBURG,PA17104 23-1890444	MED TRANSPORT	PA	501(C)(3)	7	UPMC PINNACL	Yes
(34)HANOVER HEALTHCARE PLUS INC 300 HIGHLAND AVENUE HANOVER,PA17331 22-2658574	SUPPORTING OR	PA	501(C)(3)	12(A)I	UPMC PINNACL	Yes
(35)UPMC HANOVER 300 HIGHLAND AVENUE HANOVER,PA17331 23-1360851	HOSPITAL	PA	501(C)(3)	3	HANOVER HLTH	Yes
(36)COLE FOUNDATION INC 1001 EAST SECOND STREET COUDERSPORT,PA16915 45-5417308	FOUNDATION	PA	501(C)(3)	12(A)(I)	C COLE MEM H	Yes
(37)HAMOT COLE VENTURES 1001 EAST SECOND STREET COUDERSPORT,PA16915 27-3172100	CLINIC SITES	PA	501(C)(3)	12(A)(I)	C COLE MEM H	Yes
(38)HENDORNINC 1001 EAST SECOND STREET COUDERSPORT,PA16915 23-1972659	RES CARE	PA	501(C)(3)	12(A)(I)	C COLE MEM H	Yes
(39)ASBURY HEIGHTS OF UPMC 600 GRANT STREET PITTBURGH,PA15219 25-1555687	SUPORTING ORG	PA	501(C)(3)	12(B)(II)	UPMC SR COMM	Yes
(40)ASBURY HEALTH CENTER 600 GRANT STREET PITTSBURGH,PA15219 25-0969472	CCRC	PA	501(C)(3)	10	ASBURY HEIGH	Yes
(41)ASBURY VILLAS 600 GRANT STREET PITTSBURGH,PA15219 25-1819952	PERSONAL CARE	PA	501(C)(3)	10	ASBURY HEIGH	Yes
(42)ASBURY PLACE 600 GRANT STREET PITTSBURGH,PA15219 25-1729266	PERSONAL CARE	PA	501(C)(3)	10	ASBURY HEIGH	Yes
(43)WESLEY HILLS 600 GRANT STREET PITTSBURGH,PA15219 25-1507472	INDEP LIVING	PA	501(C)(3)	10	ASBURY HEIGH	Yes
(44)ASBURY FOUNDATION 600 GRANT STREET PITTSBURGH,PA15219 25-1555688	FOUNDATION	PA	501(C)(3)	7	ASBURY HEIGH	Yes
(45)UPMC PINNACLE HOSPITALS 409 SOUTH SECOND STREET HARRISBURG,PA17104 25-1778644	HOSPITAL	PA	501(C)(3)	3	UPMC PINNACL	Yes
(46)PINNACLE HEALTH MEDICAL SERVICES 409 SOUTH SECOND STREET HARRIBBURG,PA17104 25-1709054	PHYSICIAN SRV	PA	501(C)(3)	3	UPMC PINNACL	Yes
(47)UPMC PINNACLE 409 SOUTH SECOND STREET HARRISBURG,PA17104 25-1778658	SUPPORTING OR	PA	501(C)(3)	12(B) 11	UPMC	Yes
(48)CHARLES COLE MEMORIAL HOSPITAL 1001 EAST SECOND STREET COUDERSPORT,PA16915 24-0802108	HOSPITAL	PA	501(C)(3)	3	UPMC	Yes
(49)UPMC SOMERSET 225 SOUTH CENTER AVENUE SOMERSET,PA15501 25-0965570	HOSPITAL	PA	501(C)(3)	3	UPMC	Yes
(50)TWIN LAKES CENTER INC 225 SOUTH CENTER AVENUE SOMERSET,PA15501 23-2910318	DRUG TREATMEN	PA	501(C)(3)	3	UPMC SOMERSE	Yes
(51)SOMERSET COMMUNTIY HOSPITAL FOUNDATION 225 SOUTH CENTER AVENUE SOMERSET,PA15501 25-1441863	FOUNDATION	PA	501(C)(3)	12(C)III	UPMC SOMERSE	Yes
(52)SOMERSET HEALTH SERVICES INC 225 SOUTH CENTER AVENUE SOMERSET,PA15501 25-1441920	PHYSICIAN SRV	PA	501(C)(3)	3	UPMC SOMERSE	Yes
(53)SHADYSIDE HOSPTIAL FOUNDATION 532 SOUTH AIKEN AVENUE PITTSBURGH,PA15232 25-1290546	FOUNDATION	PA	501(C)(3)	12(C)III	UPMC PRESBY	Yes
(54)UPMC WESTERN MARYLAND CORPORATION PO BOX 539 CUMBERLAND,MD21501 52-0591531	HOSPITAL	MD	501(C)(3)	3	UPMC	Yes
(55)WESTERN MARYLAND HEALTH SYSTEM FOUNDATI PO BOX 539 CUMBERLAND,MD21501 35-2289841	FOUNDATION	MD	501(C)(3)	3	UPMC	Yes
(56)HANOVER HOSPITAL FOUNDATION 300 HIGHLAND AVENUE HANOVER,PA17331 82-2553293	FOUNDATION	PA	501(C)(3)	12(C)III	UPMC PINNACL	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2020

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Predominant income(related, unrelated, excluded from tax under sections 512-514)	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership
(1) SENECA HILLS ASSISTED LIVING LP 600 GRANT STREET PITTSBURGH,PA15219 23-2873106	ASST LIVING	PA	UPMC SR COMMUNI	RELATED	-82,463	7,236,902		No	0	Yes		100.000 %
(2) ST MARGARET MEDICAL ARTS ASSOCIATES 600 GRANT STREET PITTSBURGH,PA15219 25-1786655	MOB	PA	UPMC SR COMMUNI	RELATED	218,878	4,256,119		No	0	Yes		100.000 %
(3) CORE NETWORK LLC 600 GRANT STREET PITTSBURGH,PA15219 25-1786209	PHYSICAL THER	PA	UPMC COMM PROVI	RELATED	2,528,991	17,298,878		No	0	Yes		100.000 %
(4) SHADYSIDE MEDICAL CENTER ASSOCIATES 600 GRANT STREET PITTSBURGH,PA15219 25-1608318	MOB	PA	MEDICAL CTR PRO	RELATED	1,415,295	22,933,087		No	0	Yes		100.000 %
(5) CHARTWELL PA LP 600 GRANT STREET PITTSBURGH,PA15219 25-1729714	HOME THERAPY	PA	UPMC COMM PROV	RELATED	37,467,987	133,083,701	Yes		0	Yes		87.420 %
(6) HAMOT-KCH REAL ESTATE VENTURE LLC 300 STATE STREET ERIE,PA16507 26-3691782	MEDICAL OFFIC	PA	UPMC HAMOT	RELATED	-11,098	383,755		No	0	Yes		100.000 %
(7) HAMOT SURGERY CENTER LLC 200 STATE STREET ERIE,PA16507 25-1863661	AMBULATORY SU	PA	UPMC HAMOT	RELATED	896,658	5,361,294	Yes		0	Yes		53.570 %
(8) LIFE CARE HOME SERVICES OF NW 1647 SASSAFRAS STREET ERIE,PA16501 25-1536879	HOME HEALTH S	PA	UPMC HAMOT	RELATED	6,274,915	21,470,634		No	0	Yes		100.000 %
(9) EPN-HAMOT URGENT CARE LLC 600 GRANT STREET PITTSBURGH,PA15219 27-2147949	URGENT CARE	PA	VARIOUS	RELATED	-126,308	3,609,031		No	0	Yes		100.000 %
(10) MEDCARE SUSQUEHANNA VALLEY LLC 409 SOUTH SECOND STREET HARRISBURG,PA17104 82-1673688	DME	PA	PINNACLE HEALTH	RELATED	-23,930	2,018,962		No	0	Yes		75.000 %
(11) OMICELO RE I LP 2525 LIBERTY AVENUE PITTSBURGH,PA15222 47-5603393	REAL ESTATE D	DE	UPMC FOR YOU	RELATED	-1,581,288	8,419,515		No	0	Yes		97.680 %
(12) UPMC LEADER SURGERY CENTER LLC 1703 INNOVATION DRIVE YORK,PA17408 23-3035083	SURGERY CENTE	PA	UPMC MEMORIAL	RELATED	-1,262,722	8,580,058		No	0		No	66.670 %
(13) BAYFRONT PROFESSSIONAL BUILDING LLC 3645 WEST LAKE ROAD ERIE,PA16505 25-1480837	REAL ESTATE	PA	UPMC HAMOT	RELATED	37,293	882,876		No	0		No	50.718 %
(14) CHAUTAUQUA INTEGRATED DELIVERY SYSTEM 200 HARRISON STREET 2ND FLOOR JAMESTOWN,NY14701 16-1542139	INTEGRATED DELIVE	NY	UPMC CHAUTAUQUA	RELATED	1,003,379	1,116,230		No	0		No	50.548 %
(15) HANOVER SURGICENTER REAL ESTATE LP 300 HIGHLAND AVE HANOVER,PA17331 35-2342993	INACTIVE	PA	HANOVER HEALTH	RELATED	0	0		No	0	Yes		54.000 %

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	Yes	No
(1) HC PHARMACY CENTRAL INC 60O GRANT STREET PITTSBURGH,PA15219 25-1364192	PHARMACY CO O	PA	VARIOUS	C	3,636,831	216,997	76.470 %	Yes
(2) CHILDREN'S COMMUNITY CARE 600 GRANT STREET PITTSBURGH,PA15219 25-1781887	PEDIATRIC SVC	PA	UPMC HOLDING CO	C	129,449,287	22,106,557	100.000 %	Yes
(3) UPMC GLOBAL OPERATIONS CENTER LTD 6TH FLOOR BEACON HOSPITAL SANDYFORD DUBLIN 18 EI	CANCER TREATM	EI	UPMC IREL LTD	C	1,418	3,947,197	100.000 %	Yes
(4) UPMC PHYSICIAN SERVICES HOLDING CO INC 600 GRANT STREET PITTSBURGH,PA15219 25-1877017	HOLDING CO	PA	UPMC	C	0	287,468,054	100.000 %	Yes
(5) HEMATOLOGY ONCOLOGY ASSOC 600 GRANT STREET PITTSBURGH,PA15219 42-1648357	HEALTHCARE	PA	PHY SER HOLDING	C	1,159,108	11,911,220	100.000 %	Yes
(6) ONCOLOGY HEMATOLOGY ASSOC 600 GRANT STREET PITTSBURGH,PA15219 25-1762980	HEALTHCARE	PA	PHY SER HOLDING	C	22,689,770	10,873,028	100.000 %	Yes
(7) TRI-STATE NEUROSURGICAL ASSOC-UPMC INC 600 GRANT STREET PITTSBURGH,PA15219 25-1458655	HEALTHCARE	PA	PHY SER HOLDING	C	4,205,766	6,434,652	100.000 %	Yes
(8) RENAISSANCE FAMILY PRACTICE-UPMC INC 600 GRANT STREET PITTSBURGH,PA15219 26-2942406	HEALTHCARE	PA	PHY SER HOLDING	C	18,510,620	4,213,751	100.000 %	Yes
(9) UPMC HOLDING COMPANY INC 600 GRANT STREET PITTSBURGH,PA15219 25-1777713	HOLDING CORP	PA	UPMC	C	49,528,054	661,355,792	100.000 %	Yes
(10) UPMC COVERAGE PRODUCTS INC 600 GRANT STREET PITTSBURGH,PA15219 25-1777710	HOLDING CORP	PA	UPMC HOLDING CO	C	0	376,255,236	100.000 %	Yes
(11) FREEDOM INSURANCE COMPANY 600 GRANT STREET PITTSBURGH,PA15219 03-0308944	INSURANCE	VT	UPMC COV PRODS	C	452,652	1,554,166	100.000 %	Yes
(12) TRI-CENTURY INSURANCE CO 600 GRANT STREET PITTSBURGH,PA15219 25-1500739	INSURANCE	PA	UPMC COV PRODS	C	1,959,229	29,591,091	100.000 %	Yes
(13) UPMC DNA INC 600 GRANT STREET PITTSBURGH,PA15219 25-1883237	INSURANCE	PA	UPMC COV PRODS	C	0	0	100.000 %	Yes
(14) UPMC HEALTH BENEFITS INC 600 GRANT STREET PITTSBURGH,PA15219 25-1844144	HEALTH INSURA	PA	UPMC COV PRODS	C	234,489,098	350,796,871	100.000 %	Yes
(15) UPMC HEALTH NETWORK INC 600 GRANT STREET PITTSBURGH,PA15219 72-1527566	HEALTH INSURA	PA	UPMC COV PRODS	C	105,978,127	431,136,281	100.000 %	Yes
(16) UPMC HEALTH PLAN INC 600 GRANT STREET PITTSBURGH,PA15219 23-2813536	HEALTH INSURA	PA	UPMC COV PRODS	C	1,839,694,116	881,065,158	100.000 %	Yes
(17) UPMC BENEFIT MANAGEMENT SERVICES INC 600 GRANT STREET PITTSBURGH,PA15219 25-1769564	WORKER'S COMP	PA	UPMC COV PRODS	C	134,492,833	172,848,303	100.000 %	Yes
(18) UPMC DIVERSIFIED SERVICES INC 600 GRANT STREET PITTSBURGH,PA15219 25-1778454	HOLDING CORP	PA	UPMC HOLDING CO	C	30,096,181	89,686,642	100.000 %	Yes
(19) MONROEVILLE SPECIALTY CLINIC 600 GRANT STREET PITTSBURGH,PA15219 25-1666087	HEALTHCARE	PA	UPMC HOLDING CO	C	343,575	9,500,950	100.000 %	Yes
(20) MEDICAL ARCHIVAL SYSTEMS 600 GRANT STREET PITTSBURGH,PA15219 23-2912501	SOFTWARE DEV&	DE	UPMC HOLDING CO	C	587,774	0	90.160 %	Yes
(21) BIOTRONICS INC 600 GRANT STREET PITTSBURGH,PA15219 25-1843500	EQUIP MAINTEN	PA	UPMC DIVERSIFIE	C	9,047,085	2,741,983	100.000 %	Yes
(22) MEDICAL CENTER PROPERTIES INC 600 GRANT STREET PITTSBURGH,PA15219 25-1796940	REAL ESTATE	PA	UPMC HOLDING CO	C	1,605,934	23,380,361	100.000 %	Yes
(23) RX PARTNERS INC 600 GRANT STREET PITTSBURGH,PA15219 25-1801966	RETAIL SERVIC	PA	UPMC DIVERSIFIE	C	15,025,725	9,332,291	100.000 %	Yes
(24) ASKESIS DEVELOPMENT GROUP INC 600 GRANT STREET PITTSBURGH,PA15219 54-1625585	SOFTWARE DEVE	DE	UPMC	C	3,185,830	2,112,251	70.000 %	Yes
(25) PANTHER REINSURANCE COMPANY LTD PO BOX 1109 GRAND CAYMAN,CAYMAN ISLANDS CJ 98-1402742	INSURANCE	CJ	CATHEDRAL (RE)	C	11,555,293	40,017,877	100.000 %	Yes
(26) FORBES REINSURANCE COMPANY LTD PO BOX 1109 GRAND CAYMAN,CAYMAN ISLANDS CJ 98-1400710	INSURANCE	CJ	UPMC	C	75,783,665	298,866,093	100.000 %	Yes
(27) CATHEDRAL (RE)INSURANCE COMPANY LTD PO BOX 1109 GRAND CAYMAN,CAYMAN ISLANDS CJ 98-1400837	INSURANCE	CJ	FORBES REINSURA	C	87,842,115	288,670,859	100.000 %	Yes
(28) UPMC IRELAND LIMITED 6TH FLOOR BEACON HOSPITAL SANDYFORD DUBLIN 18 EI	HEALTHCARE SU	EI	UPMC INT'L HOLD	C	1,647,104	23,885,442	100.000 %	Yes
(29) UPMC UNITED KINGDOM LTD C/O NAIRCO 11TH FLOOR WHITEFRIARS LEWINS MEAD,BRISTOLBS1 2NT UK 98-0571026	SOFTWARE LICE	UK	UPMC INT'L HOLD	C	0	0	100.000 %	Yes
(30) BAYFRONT REGIONAL DEVELOPMENT CORP 300 STATE STREET SUITE 100 ERIE,PA16507 25-1401388	RE HOLDINGS C	PA	UPMC HOLDING CO	C	316,383	26,773,238	100.000 %	Yes
(31) BAYSIDE DEVELOPMENT CORP 300 STATE STREET SUITE 100 ERIE,PA16507 25-1401386	REAL ESTATE/P	PA	BAYFRONT REG DE	C	3,985,666	21,232,362	100.000 %	Yes
(32) UPMC WORK ALLIANCE INC 600 GRANT STREET PITTSBURGH,PA15219 45-2825053	INSURANCE	PA	UPMC COV PRODS	C	23,786	4,327,598	100.000 %	Yes
(33) UPMC CANADA TECHNOLOGIES LIMITED 600 GRANT STREET PITTSBURGH,PA15219	SOFTWARE	CA	UPMC INT'L HOLD	C	0	2,916,843	100.000 %	Yes
(34) UPMC HEALTH COVERAGE INC 600 GRANT STREET PITTSBURGH,PA15219 46-2824537	INSURANCE	PA	UPMC COV PRODS	C	39,175,360	25,553,599	100.000 %	Yes
(35) UPMC HEALTH OPTIONS INC 600 GRANT STREET PITTSBURGH,PA15219 46-2824626	INSURANCE	PA	UPMC HEALTH NET	C	2,463,548,914	641,366,503	100.000 %	Yes
(36) UPMC COMPLETE CARE INC 5215 CENTRE AVENUE PITTSBURGH,PA15232 46-3605753	HEALTHCARE	PA	PHY SER HOLDING	C	872,364	162,682	100.000 %	Yes
(37) HEALTH FIDELITY INC 600 GRANT STREET PITTSBURGH,PA15219 45-2538963	SOFTWARE DEVE	CA	UPMC	C	12,991,710	6,091,939	91.800 %	Yes
(38) AMERICAN HOME HEALTH SERVICES 868 CORPORATE WAY WESTLAKE,OH44145 31-1521422	HOME HEALTH	OH	QUALITY FIRST	C	0	0	100.000 %	Yes
(39) CURAVI HEALTH INC 6425 PENN AVENUE PITTSBURGH,PA15206 81-1217377	HEALTHCARE	DE	UPMC	C	837,271	8,684,356	100.000 %	Yes
(40) PENSIAMO INC 600 GRANT STREET 59TH FLOOR PITTSBURGH,PA15219 81-2069236	SUPPPLY CHAIN	DE	UPMC	C	825,438	0	100.000 %	Yes
(41) ALTOONA FAMILY INC 620 HOWARD AVENUE ALTOONA,PA16601 25-1444935	MGMT SVCS	PA	UPMC ALTOONA	C	0	5,931	100.000 %	Yes
(42) LEXINGTON HOLDINGS INC 620 HOWARD AVENUE ALTOONA,PA16601 25-1794386	MEDICAL SVCS	PA	CTRL PA MED FND	C	0	170,848,391	100.000 %	Yes
(43) LEXINGTON ONE INC 620 HOWARD AVENUE ALTOONA,PA16601 25-1468889	RENTAL	PA	LEXINGTON HOLD	C	1,869,943	8,733,707	100.000 %	Yes
(44) LEXINGTON TWO INC HOWARD AVE 7TH STREET ALTOONA,PA16601 25-1555689	RENTAL EQUIPM	PA	LEXINGTON HOLD	C	0	55,090	100.000 %	Yes
(45) LEXINGTON FOUR INC 620 HOWARD AVENUE ALTOONA,PA16601 25-1793736	HOLDING CO	PA	LEXINGTON HOLD	C	2,000,000	181,474,794	100.000 %	Yes
(46) UPMC ALTOONA REGIONAL HEALTH SERVICES 1414 9TH AVENUE ALTOONA,PA16602 25-1219302	MEDICAL SVCS	PA	LEXINGTON FOUR	C	65,807,193	10,056,206	100.000 %	Yes
(47) LEXINGTON ANESTHESIA ASSOCIATES INC 620 HOWARD AVENUE ALTOONA,PA16601 25-1897765	MEDICAL SVCS	PA	LEXINGTON FOUR	C	2,416,521	7,370,177	100.000 %	Yes
(48) UPMC EXCESS PL TR 600 GRANT STREET PITTSBURGH,PA15219 82-6254351	TRUST	PA	UPMC	TRUST	1,396	17,898,151	100.000 %	Yes
(49) RXANTE INC 511 CONGRESS STREET 803 PORTLAND,ME04101 45-4040219	MEDICATION MG	DE	UPMC	C	11,476,175	36,316,907	100.000 %	Yes
(50) SUSQUEHANNA HEALTH SYSTEM INSURANCE NET PO BOX 1159 CAYMAN ISLANDS CJ 98-0458722	INSURANCE	CJ	UPMC SUSQUEHANN	C	2,018,166	0	100.000 %	Yes
(51) SUSQUEHANNA VENTURES INC 1201 GRAMPIAN BOULEVARD WILLIAMSPORT,PA17701 23-2470623	PHARMACY	PA	UPMC SUSQUEHANN	C	2,534,401	1,164,523	100.000 %	Yes
(52) WCA SERVICE CORPORATION INC 207 FOOTE AVENUE JAMESTOWN,NY14701 16-1151438	SUPPORT	NY	UPMC CHAUTAUQUA	C	5,823,040	4,142,992	100.000 %	Yes
(53) PINNACLE HEALTH CARDIOVASCULAR INSTIT 409 SOUTH SECOND STREET HARRISBURGH,PA17104 32-0321362	PHYSICIAN SER	PA	UPMC PINNACLE	C	32,352,039	5,624,068	100.000 %	Yes
(54) HANOVER HEALTH CORPORATION 300 HIGHLAND AVENUE HANOVER,PA17331 90-0498067	HOLDING COMPA	PA	HANOVER HLTH PL	C	91,004	4,693,989	100.000 %	Yes
(55) UNITED CENTRAL PA RECIPROCAL RISK RET 76 SAINT PAUL STREET SUITE 50C BURLINGTON,VT05401 13-4224033	INSURANCE	VT	UPMC PINNACLE	C	9,800,880	31,792,131	100.000 %	Yes
(56) HANOVER APOTHECARY INC 310 STOCK STREET SUITE 1 HANOVER,PA17331 03-0594526	PHARMACY	PA	HANOVER HLTH CO	C	757,212	3,871,780	100.000 %	Yes
(57) PINNACLE HEALTH VENTURES INC 409 SOUTH SECOND STREET HARRIBBURG,PA17104 61-1677624	HOLDING COMPA	PA	UPMC PINNACLE	C	7,261,647	12,674,661	100.000 %	Yes
(58) PINNACLE HEALTH IMAGING INC 409 SOUTH SECOND STREET HARRISBURGH,PA17104 23-1718571	IMAGING SERVI	PA	PINNACLE HLTH V	C	0	2,827,404	100.000 %	Yes
(59) COLE CARE INC 1001 EAST 2ND STREET COUDERSPORT,PA16915 25-1497347	DME	PA	CHARL COLE HOSP	C	2,337,633	528,852	100.000 %	Yes
(60) UPMC ITALY HEALTH SERVICES SRL VIA DISCESA DEI GIUDICI 4 PALERMO 90133 IT	HEALTH SVC	IT	UPMC ITALY SRL	C	172,381	943,341	100.000 %	Yes
(61) UPMC INVESTMENTS LTD C/O UPMC WHITEFILD CORK ROAD BUTLER WATERFORD X91 DH9W EI	HOLDING CO	EI	UPMC IRELAND LT	C	0	67,894,955	100.000 %	Yes
(62) UPMC PROPERTY LTD C/O UPMC WHITFIELD CORK ROAD BUTLER WATERFORD X91 DH9W EI	PROPERTY	EI	UPMC INVEST LTD	C	0	17,697,679	100.000 %	Yes
(63) EURO CARE INFRASTRUCTURE LTD C/O UPMC WHITFIELD CORK ROAD BUTLER WATERFORD X91 DH9W EI	PROPERTY MGMT	EI	UPMC INVEST LTD	C	687,638	1,871,473	100.000 %	Yes
(64) EURO CARE PROPERTY MANAGEMENT LTD C/O UPMC WHITFIELD CORK ROAD BUTLER WATERFORD X91 DH9W EI	PROPERTY MGMT	EI	UPMC INVEST LTD	C	0	40,323	100.000 %	Yes
(65) UPMC WHITFIELD HOSPITAL LTD C/O UPMC WHITFIELD CORK ROAD BUTLER WATERFORD X91 DH9W EI	HOSPITAL	EI	UPMC INVEST LTD	C	35,642,226	42,651,769	100.000 %	Yes
(66) BLUESPHERE BIO 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 82-4979766	IMMUNOTHERAPY	DE	UPMC	C	150,143	37,021,690	82.200 %	Yes
(67) INFECTIOUS DISEASE CONNECT INC 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 83-3311071	TELEMEDICINE	DE	UPMC	C	1,478,846	6,964,185	52.500 %	Yes
(68) HUMONIC INC 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 83-4005420	BIOPHARMACY	DE	UPMC	C	16,233	0	100.000 %	Yes
(69) NOVASENTA INC 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 82-5443222	IMMUNOTHERAPY	DE	UPMC	C	15,159	5,917,381	70.600 %	Yes
(70) UPMC HILLMAN CANCER CENTER - PINNACLE 101 ERFORD ROAD CAMP HILL,PA17701 83-3640945	CANCER TREATM	PA	PINNACLE HLTH V	C	0	1,983,918	100.000 %	Yes
(71) SHANGHAI UPMC CO LTD 298 SHIMEN 1ST ROAD JINGAN DISTRICT,SHANGHAI200041 CH	HEALTHCARE MG	CH	UPMC INT'L HOLD	C	8,291,393	28,219,693	100.000 %	Yes
(72) SALVATOR MUNDI INTERNATIONAL HOSPITAL ROMA VIALE DELLA MURA,GIANICOLENSI 67/7CAP 00152 IT	HOSPITAL	IT	UPMC ITALY SRL	C	16,150,699	38,625,558	100.000 %	Yes
(73) SOMERSET ANESTHESIA INC 600 GRANT STREET PITTSBURGH,PA15219 45-5135437	PHYSICIAN SRV	PA	UPMC SOMERSET	C	1,841,871	26,021	100.000 %	Yes
(74) SOMERSET MANGEMENT SERVICES INC 600 GRANT STREET PITTSBURGH,PA15219 25-1512960	MOB OWNERSHIP	PA	SOMERSET HLTH S	C	417,447	1,897,034	100.000 %	Yes
(75) GENERIAN PHARMACEUTICALS 2425 SIDNEY STREET PITTSBURGH,PA15203 83-3340453	PHARMACY	DE	UPMC	C	23,800	5,215,865	72.100 %	Yes
(76) WORK PARTNERS NATIONAL INC 600 GRANT STREET PITTSBURGH,PA15219 84-3141950	INSURANCE	DE	UPMC HEALTH BN	C	0	1,500,000	100.000 %	Yes
(77) ASTRATA INC 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 84-4804493	SOFTWARE	DE	UPMC	C	0	0	96.380 %	Yes
(78) VEGAVECT 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 84-4280784	GENE THERAPY	DE	UPMC	C	0	0	100.000 %	Yes
(79) NOVIMAB CORP 6425 PENN AVENUE SUITE 200 PITTSBURGH,PA15206 84-1494905	CLINICAL RESE	DE	UPMC	C	0	8,682,826	100.000 %	Yes
(80) HAYSTACK CONSOLIDATED SERVICES INC 12500 WILLOWBROOK ROAD CUMBERLAND,MD21502 52-1335895	INACTIVE	PA	UPMC WEST MARYL	C	-398	1,212,457	100.000 %
(81) WESTERN MARYLAND INSURANCE COMPANY LTD PO BOX 10233 GRAND CAYMAN CJ	INSURANCE	CJ	UPMC WESTERN MA	C	2,017,101	21,161,678	100.000 %	Yes
(82) WILLOWBROOK HEALTHCARE CONDO 12401 WILLOWBROOK ROAD CUMBERLAND,MD21502 37-1538510	REAL ESTATE	DE	UPMC WESTERN MA	C	141,262	208,844	53.300 %	Yes
(83) RXANTE PHARMACY SERVICES INC 511 CONGRESS STREET 803 PORTLAND,ME04101 83-3402761	PHARMAMCY	DE	RXANTE INC	C	-2,815,015	1,822,306	100.000 %	Yes
(84) CLANE HOSPITAL DEVELOPMENT ASSOCIATES C/O UPMC WHITFIELD CORK ROAD BUTLERSTOWN NORTH WATERFORD X91 DH9W EI	MANAGEMENT	EI	UPMC IRELEAND L	C	0	16,605,763	75.000 %	Yes
(85) UPMC KILDARE HOSPITAL LTD PROSPEROUS ROAD CLANE COUNTY KILDARE CLANE W91 W535 EI	HOSPITAL	EI	CLANE HOSPITAL	C	9,007,298	22,396,618	75.000 %	Yes
(86) UPMC AUT EVEN HOSPITAL LTD FRESHFORD ROAD COUNTY KILKENNY R95 D3760 EI	HOSPITAL	EI	UPMC INVEST LTD	C	16,614,105	28,627,982	100.000 %	Yes
(87) REALYZE INTELLIGENCE INC 6425 PENN AVENUE STE 200 PITTSBURGH,PA15206 85-0873923	SOFTWARE	DE	UPMC	C	0	1,991,243	66.700 %	Yes

Schedule R (Form 990) 2020

Page 3

Part V

Transactions With Related Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................

Yes

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

Yes

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) UPMC ADVANCED PRACTICE PROVIDERS	A	25,926	COST
(2) ASKESIS DEVELOPMENT GROUP INC	A	89,030	COST
(3) CHARTWELL PA LP	A	4,941	COST
(4) UPMC CHILDREN'S HOSPITAL OF PITTSBURGH	A	10,955	COST
(5) CHILDREN'S COMMUNITY CARE	A	170,895	COST
(6) PITTSBURGH CARE PARTNERSHIP	A	4	COST
(7) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION	A	2,422,001	COST
(8) CORE NETWORK LLC	A	660,563	COST
(9) CURAVI HEALTH INC	A	1,809	COST
(10) MEDICAL ARCHIVAL SYSTEM INC	A	93,406	COST
(11) PITTSBURGH LIFETIME CARE COMMUNITY	A	404,500	COST
(12) UPMC EAST	A	305,348	COST
(13) EBENEFITS SOLUTIONS LLC	A	350,951	COST
(14) HC PHARMACY CENTRAL INC	A	393,737	COST
(15) UPMC COMMUNITY PROVIDER SERVICES	A	88,072	COST
(16) UPMC BENEFIT MANAGEMENT SERVICES INC	A	1,667,388	COST
(17) UPMC HEALTH PLAN INC	A	13,543,752	COST
(18) UPMC MAGEE - WOMENS HOSPITAL	A	1,237,154	COST
(19) ONCOLOGY-HEMATOLOGY ASSOCIATION INC	A	35,445	COST
(20) UNIVERSITY OF PITTS CANCER INST CANCER SVCS	A	189,571	COST
(21) UPMC PRESBYTERIAN SHADYSIDE	A	20,911,508	COST
(22) PENSIAMO INC	A	69,665	COST
(23) UPMC LEADER SURGERY CENTER LLC	A	14,094	COST
(24) SAFE HARBOR BEHAVORIAL HEALTH OF UPMC HAMOT	A	35,457	COST
(25) SBI QUALIFYING SOLUTIONS LLC	A	426,803	COST
(26) ASBURY HEIGHTS OF UPMC	A	986,161	COST
(27) UPMC ST MARGARET	A	277,054	COST
(28) UPMC WELLSBORO	A	484,156	COST
(29) UNIVERSITY PITTSBURGH PHYSICIANS	A	4,417,710	COST
(30) UPMC COMMUNITY MEDICINE INC	A	1,480,810	COST
(31) RXANTE INC	A	180,000	COST
(32) UPMC BEDFORD	B	411,342	ACTUAL
(33) UPMC BRADDOCK	B	71,082	ACTUAL
(34) UPMC HAMOT	B	19,205,953	ACTUAL
(35) UPMC PRESBYTERIAN SHADYSIDE	B	42,803,722	ACTUAL
(36) UNIVERSITY OF PITTSBURGH PHYSICIANS	B	9,620,000	ACTUAL
(37) UPMC HOLDING COMPANY INC	B	2,300,000	ACTUAL
(38) UPMC HORIZON	B	18,969,512	ACTUAL
(39) UPMC JAMESON	B	11,812,266	ACTUAL
(40) UPMC JAMESON HEALTHCARE FOUNDATION	B	1,036,542	ACTUAL
(41) UPMC KANE	B	2,760,949	ACTUAL
(42) UPMC LOCK HAVEN	B	15,964,559	ACTUAL
(43) UPMC MERCY	B	117,101,093	ACTUAL
(44) UPMC NORTHWEST	B	7,160,938	ACTUAL
(45) UPMC PHYSICIAN SERVICES HOLDING COMPANY	B	23,500,000	ACTUAL
(46) UPMC ST MARGARET	B	22,939,333	ACTUAL
(47) DIVINE PROVIDENCE HOSPITAL	B	8,776,938	ACTUAL
(48) UPMC SUNBURY	B	578,089	ACTUAL
(49) UPMC WILLIAMSPORT	B	19,078,573	ACTUAL
(50) ASTRATA INC	B	4,100,000	ACTUAL
(51) GENERIAN PHARMACEUTICALS INC	B	7,009,999	ACTUAL
(52) UPMC INTERNATIONAL HOLDINGS INC	B	500,000	ACTUAL
(53) UPMC INVESTMENTS LTD	B	16,332,704	ACTUAL
(54) BLUESPHERE BIO	B	45,637,472	ACTUAL
(55) NOVIMAB CORP	B	10,000,000	ACTUAL
(56) REALYZE INTELLIGENCE INC	B	1,620,000	ACTUAL
(57) HEALTH FIDELITY INC	B	426,429	ACTUAL
(58) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION	E	60,000,000	ACTUAL
(59) UPMC HEALTH BENEFITS INC	E	40,000,000	ACUTAL
(60) UPMC HEALTH OPTIONS INC	E	60,000,000	ACTUAL
(61) UPMC FOR YOU	E	40,000,000	ACTUAL
(62) CATHEDRAL (RE)INSURANCE COMPANY LTD	F	7,500,000	ACTUAL
(63) FORBES REINSURANCE COMPANY LTD	F	5,000,000	ACTUAL
(64) PANTHER REINSURANCE COMPANY LTD	F	2,500,000	ACTUAL
(65) UPMC HEALTH COVERAGE INC	F	3,600,000	ACTUAL
(66) UPMC HEALTH PLAN INC	F	88,900,000	ACTUAL
(67) UPMC HOLDING COMPANY INC	F	29,242,000	ACTUAL
(68) UNIVERSITY OF PITTSBURGH PHYSICIANS	P	4,004,058	COST
(69) COMMUNITY CARE BEHAVORAL HEALTH ORGANIZATION	P	395,267	COST
(70) UPMC FOR YOUINC	P	1,212,886	COST
(71) UPMC HEALTH PLANINC	P	1,424,063	COST
(72) UPMC HEALTH BENEFITS INC	P	263,511	COST
(73) UPMC HEALTH OPTIONS INC	P	395,267	COST
(74) UPMC ALTOONA	Q	3,841,352	COST
(75) UPMC BEDFORD	Q	307,568	COST
(76) UPMC CHILDREN'S HOSPITAL OF PITTSBURGH	Q	4,642,378	COST
(77) CHILDREN'S COMMUNITY CARE	Q	56,491	COST
(78) CHARLES E COLE MEMORIAL HOSPITAL	Q	279,555	COST
(79) CORE NETWORK LLC	Q	88,723	COST
(80) UPMC COMMUNITY PROVIDER SERVICES	Q	729,190	COST
(81) UPMC EAST	Q	1,053,720	COST
(82) UPMC HAMOT	Q	3,692,329	COST
(83) FORBES REINSURANCE CO LTD	Q	55,279	COST
(84) UPMC HOME HEALTHCARE OF CENTRAL PENNSYLVANIA	Q	83,141	COST
(85) HEMATOLOGY ONCOLOGY ASSOCIATION	Q	51,935	COST
(86) UPMC BENEFIT MANAGEMENT SERVICES INC	Q	433,096	COST
(87) COMMUNITY CARE BEHAVIORAL HEALTH ORGANIZATION	Q	399,060	COST
(88) UPMC HEALTH PLAN INC	Q	602,358	COST
(89) UPMC HEALTH OPTIONS INC	Q	636,953	COST
(90) UPMC FOR YOU INC	Q	2,534,389	COST
(91) UPMC HORIZON	Q	837,248	COST
(92) STRATEGIC BUSINESS INITIATIVES LLC	Q	102,812	COST
(93) UPMC JAMESON	Q	630,333	COST
(94) UPMC MAGEE-WOMENS HOSPITAL	Q	5,579,923	COST
(95) UPMC MCKEESPORT	Q	823,199	COST
(96) UPMC MERCY	Q	2,426,521	COST
(97) UPMC PASSAVANT	Q	2,401,676	COST
(98) UPMC NORTHWEST	Q	742,952	COST
(99) UPMC HOME HEALTHCARE OF WESTERN PENNSYLVANIA	Q	81,174	COST
(100) ONCOLOGY-HEMATOLOGY ASSOCIATION INC	Q	280,001	COST
(101) UNIVERSITY OF PITTS CANCER INST CANCER SVCS	Q	309,253	COST
(102) UPMC OVERSEAS INC	Q	90,282	COST
(103) UPMC PRESBYTERIAN SHADYSIDE	Q	11,421,800	COST
(104) RENAISSANCE FAMILY PRACTICE - UPMC INC	Q	84,114	COST
(105) UPMC ST MARGARET	Q	1,452,714	COST
(106) UPMC WILLIAMSPORT	Q	1,821,060	COST
(107) UNIVERSITY OF PITTSBURGH PHYSICIANS	Q	5,425,251	COST
(108) UPMC CHAUTAUQUA AT WCA	Q	765,776	COST
(109) UPMC COMMUNITY MEDICINE INC	Q	1,196,511	COST
(110) FREEDOM INSURANCE COMPANY	R	1,209,277	ACTUAL
(111) UPMC ALTOONA	S	31,304,604	ACTUAL
(112) UPMC CHILDREN'S HOSPITAL OF PITTSBURGH	S	85,466,362	ACTUAL
(113) UPMC EAST	S	5,795,089	ACTUAL
(114) UPMC MAGEE-WOMENS HOSPITAL	S	96,493,757	ACTUAL
(115) UPMC MCKEESPORT	S	171,254,541	ACTUAL
(116) UPMC MUNCY	S	3,844,411	ACTUAL
(117) UPMC PASSAVANT	S	16,780,346	ACTUAL
(118) UPMC WELLSBORO	S	11,056,703	ACTUAL

Schedule R (Form 990) 2020

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?		(k) Percentage ownership
(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	(k) Percentage ownership

Schedule R (Form 990) 2020

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R. See instructions.

Return Reference

Explanation

SCHEDULE R - RELATED ORGANIZATIONS AND UNRELATED PARTNERSHIPS

The below organizations are included in the UPMC Group exemption and Form 990. These organizations are not required to be listed in Schedule R Part III. Center for Emergency Medicine of Western Pennsylvania UPMC Ob/Gyn Joint Venture Inc. Butler Health System/UPMC Musculoskeletal Joint Venture Inc. Central Pennsylvania Medical Foundation, Inc. Children's Advocacy Center of Lawrence County UPMC Children's Hospital of Pittsburgh UPMC Community Care Behavioral Health Organization Cranberry Place Erie Physician Network-UPMC, Inc. Home Nursing Agency Affiliates UPMC Home Healthcare of Central Pennsylvania Home Nursing Agency Foundation UPMC Jameson Jameson Health Care Foundation Jameson Medical Care, Inc. UPMC Behavioral Health of the Alleghenies UPMC Magee-Womens Hospital Mon Yough Community Services, Inc. Regional Health Services Inc. Sugarcreek Station The Heritage Shadyside University Health Center of Pittsburgh University of Pittsburgh Cancer Institute Cancer Services University of Pittsburgh Physicians UPMC Advanced Practice Providers UPMC Altoona UPMC Altoona Foundation UPMC Altoona Partnership for a Healthy Community UPMC Bedford UPMC Chautauqua Services Inc. UPMC Community Medicine, Inc. UPMC Community Provider Services UPMC East UPMC Emergency Medicine, Inc. UPMC For You, Inc. UPMC Hamot UPMC Horizon UPMC Horizon Community Health Foundation UPMC International Holdings, Inc. UPMC Locum Clinicians UPMC McKeesport UPMC Mercy UPMC Northwest UPMC Overseas, Inc. UPMC Passavant UPMC Presbyterian Shadyside UPMC St. Margaret UPMC Home Healthcare of Western Pennsylvania UPMC Kane UPMC Susquehanna UPMC Muncy Divine Providence Hospital of the Sisters of Christian Charity Susquehanna Physician Services Susquehanna Health System Innovation Center, Inc. Susquehanna Health Foundation UPMC Williamsport Laurel Health System UPMC Wellsboro Tioga Health Care Providers UPMC Lock Haven UPMC Sunbury AUUE, Inc. Safe Harbor Behavioral Health Of UPMC Hamot UPMC Home Care Management Services Entities reported in Parts I through IV that are marked with an * are not technically related organizations, as defined in the Form 990 instructions of UPMC as the requisite control for a parent, subsidiary, brother/sister relationship did not exist during the fiscal year ended June 30, 2021. However, because these entities are affiliated with UPMC and the UPMC parent organization holds certain powers with respect to such entities, UPMC is electing to disclose the entities as related organizations in Schedule R in the interest of transparency.

PART V TRANSACTIONS WITH RELATED ORGANIZATIONS

PART V In general the cash management policy of UPMC is to temporarily transfer all excess funds available from exempt subsidiaries to UPMC, the parent entity. These are not considered a transfer of net assets for which disclosure is required if 25% or more of net assets are transferred.

Schedule R (Form 990) 2020

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: SUPPORT OF SUBSIDIARY TAX-EXEMPT HEALTHCARE, EDUCATION AND RESEARCH ORGANIZATIONS
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	24
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	16
5	Total number of individuals employed in calendar year 2020 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	11,617,749
b	Net unrelated business taxable income from Form 990-T, line 39 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	103,958,615	110,555,080
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	199,322,260	206,861,881
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	3,000,000	3,000,000
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	306,280,875	320,416,961
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	166,667	500,000
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	0	0
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)....	381,006,468	383,783,345
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	381,173,135	384,283,345
19	Revenue less expenses. Subtract line 18 from line 12.......	-74,892,260	-63,866,384
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	11,407,173,255	11,055,351,368
21	Total liabilities (Part X, line 26).............	11,053,782,603	10,992,252,005
22	Net assets or fund balances. Subtract line 21 from line 20.....	353,390,652	63,099,363

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 384,283,345 including grants of $ 500,000 ) (Revenue $ 113,555,080 )
	SEE SCHEDULE O

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












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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses384,283,345

(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
(1) NONE...................................................................... SEE SCHEDULE O	0.0 ................. 0.0	X	0	0	0

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

(A) Name and business address	(B) Description of services	(C) Compensation
SEE SCHEDULE O,




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 0

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:$		1g

h Total. Add lines 1a-1f.......		0

		Business Code
2a	OTHER INCOME	900099	7,351,818	7,351,818
b	EXP REIMB FROM SUBS	900099	103,203,262	103,203,262
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....		110,555,080

3 Investment income (including dividends, interest, and othersimilar amounts) ......			-43,863,685		11,617,749	-55,481,434
4 Income from investment of tax-exempt bond proceeds			0
5 Royalties...........			3,000,000	3,000,000
		(ii) Personal	(i) Real
6a	Gross rents			6a
b	Less: rental expenses			6b
c	Rental income or (loss)	0	0	6c
d	Net rental income or (loss).......			0
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory		3,076,252,456	7a
b	Less: cost or other basis and sales expenses		2,825,526,890	7b
c	Gain or (loss)		250,725,566	7c
d	Net gain or (loss).........			250,725,566			250,725,566
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a	0
b	Less: direct expenses ...		8b	0
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a	0
b	Less: direct expenses ...		9b	0
c	Net income or (loss) from gaming activities..			0
10a	Gross sales of inventory, less returns and allowances ..
			10a	0
b	Less: cost of goods sold ..		10b	0
c	Net income or (loss) from sales of inventory..			0
Business Code			Miscellaneous Revenue
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See instructions.....			320,416,961	113,555,080	11,617,749	195,244,132

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	0
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, lines 15 and 16. .............	500,000	500,000
4	Benefits paid to or for members .......	0
5	Compensation of current officers, directors, trustees, and key employees ...........	0
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........	0
7	Other salaries and wages........	0	0	0	0
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	0
9	Other employee benefits .......	0
10	Payroll taxes ...........	0
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	166,227	166,227
c	Accounting ...........	0
d	Lobbying ...........	0
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	18,734,628	18,734,628
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	3,358,341	3,358,341
12	Advertising and promotion ....	0
13	Office expenses .......	1,349,087	1,349,087
14	Information technology ......	3,694,819	3,694,819
15	Royalties ..	0
16	Occupancy ...........	30,781,550	30,781,550
17	Travel ............	4,390	4,390
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .	0
19	Conferences, conventions, and meetings ....	0
20	Interest ...........	171,324,416	171,324,416
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization ..	32,998,968	32,998,968
23	Insurance ...	97,544	97,544
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	MEDICAL EXPENSES	63,824,371	63,824,371
b	AFFILIATE SUPPORT	25,852,989	25,852,989
c	PURCHASED SERVICES	6,039,667	6,039,667
d	LOSS ON DEFEASANCE OF DEBT	6,908,523	6,908,523
e	All other expenses	18,647,825	18,647,825
25	Total functional expenses. Add lines 1 through 24e	384,283,345	384,283,345	0	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........			175,751,073	1	27,621,739
2	Savings and temporary cash investments .........			2,395,498,597	2	117,029,631
3	Pledges and grants receivable, net ......			0	3	0
4	Accounts receivable, net .............			59,862,618	4	163,330,740
5	Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
				0	6	0
7	Notes and loans receivable, net ...........			7,638,949	7	6,535,213
8	Inventories for sale or use ............			24,958,096	8	30,094,854
9	Prepaid expenses and deferred charges ......			25,053,773	9	31,248,238
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	713,123,114
b	Less: accumulated depreciation	10b	464,995,886	256,074,074	10c	248,127,228
11	Investments—publicly traded securities .			1,828,493,022	11	2,893,095,399
12	Investments—other securities. See Part IV, line 11 .....			1,192,820,078	12	1,833,701,180
13	Investments—program-related. See Part IV, line 11 ..			144,972,386	13	258,051,598
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			5,296,050,589	15	5,446,515,548
16	Total assets. Add lines 1 through 15 (must equal line 33)...			11,407,173,255	16	11,055,351,368

17	Accounts payable and accrued expenses .....	1,902,825,777	17	1,065,982,728
18	Grants payable ...	0	18	0
19	Deferred revenue .........	755,437	19	667,901
20	Tax-exempt bond liabilities .........	4,279,136,309	20	3,882,949,112
21	Escrow or custodial account liability. Complete Part IV of Schedule D	0	21	0
22	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
		0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	1,946,107,236	23	1,343,662,262
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	2,924,957,844	25	4,698,990,002
26	Total liabilities. Add lines 17 through 25..	11,053,782,603	26	10,992,252,005

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	353,318,303	27	63,071,834
28	Net assets with donor restrictions ...........	72,349	28	27,529
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	353,390,652	32	63,099,363
33	Total liabilities and net assets/fund balances ........	11,407,173,255	33	11,055,351,368

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to separately file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; don't file with Form 990). . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471). . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) .	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships (see Instructions for Form 8865). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to separately file Form 5713, International Boycott Report (see Instructions for Form 5713; don't file with Form 990).. . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No