Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| (A)
UPMC PINNACLE HOSPITALS |
251778644 | 3 | No | 0 | 0 | |
| (B)
PINNACLE HEALTH MEDICAL SERVICES |
251709054 | 3 | No | 0 | 0 | |
| (C)
COMMUNITY LIFE TEAM |
231890444 | 10 | No | 0 | 0 | |
| (D)
UPMC LITITZ |
820844453 | 3 | No | 0 | 0 | |
| (E)
UPMC MEMORIAL |
820912090 | 3 | No | 0 | 0 | |
| (F)
UPMC CARLISLE |
820880337 | 3 | No | 0 | 0 | |
| (G)
UPMC PINNACLE LANCASTER |
820896436 | 3 | No | 0 | 0 | |
| (H)
PINNACLE HEALTH REGIONAL PHYSICIANS |
820947698 | 3 | No | 0 | 0 | |
| (I)
UPMC HANOVER |
231360851 | 3 | No | 0 | 0 | |
|
Total 9
|
0 | 0 | ||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) .. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | ||||||
| 6 | Total. Add lines 1 through 5 | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | ||||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public support. (Subtract line 7c from line 6.) | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (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 on line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
|||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 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 | ||||
| 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 2021 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-2021 |
(iii) Distributable Amount for 2021 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2021 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2021 (reasonable cause required-- explain in Part VI). See instructions. |
||||
| 3 Excess distributions carryover, if any, to 2021: | ||||
| a From 2016....... | ||||
| b From 2017....... | ||||
| c From 2018....... | ||||
| d From 2019....... | ||||
| e From 2020....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2021 distributable amount | ||||
|
i
Carryover from 2016 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2021 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2021 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2021, 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 2021. 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 2022. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a Excess from 2017..... | ||||
| b Excess from 2018..... | ||||
| c Excess from 2019..... | ||||
| d Excess from 2020..... | ||||
| e Excess from 2021..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| FORM 990 SCHEDULE A, PART I | FORM 990, SCH A, PART I, LINE 12G, COLUMN (IV) LISTED ORGANIZATIONS: THE GOVERNING DOCUMENTS OF UPMC PINNACLE DO NOT SPECIFICALLY NAME THE ORGANIZATIONS TO WHICH SUPPORT IS PROVIDED; HOWEVER, IT DOES MEET THE REQUIREMENTS OF SECTION 509(A)-4(D)(2)(I) BY DESIGNATING ITS PUBLICLY SUPPORTED ORGANIZATIONS TO BE ANY OTHER ORGANIZATION AFFILIATED WITH THE CORPORATION WHICH QUALIFIES AS AN EXEMPT ORGANIZATION UNDER SECTIONS 501(C)(3), 509(A)(1), OR 509(A)(2). FORM 990, SCHEDULE A, PART I, LINE 12G, COLUMN (VII) - AMOUNT OF SUPPORT: UPMC PINNACLE DOES NOT PROVIDE MONETARY SUPPORT TO ITS SUPPORTED ORGANIZATIONS, EXCEPT AMOUNTS WHICH MAY BE SPECIFICALLY DESIGNATED AS CONTRIBUTIONS PER SCHEDULE IX, FUNCTIONAL EXPENSES. SUPPORT IS PROVIDED IN THE FORM OF MANAGEMENT AND CONSULTATIVE SERVICES TO ITS AFFILIATED ORGANIZATIONS. |
| SCHEDULE A, PART IV, LINE 1: | THE FILING ORGANIZATION IS THE PARENT OF ORGANIZATIONS WHICH ARE RELATED BY BOTH A COMMON MANAGEMENT TEAM AND COMMON BOARD MEMBERS. HISTORICALLY AND OPERATIONALLY, THE FILING ORGANIZATION SUPPORTS ITS SUPPORTED ORGANIZATIONS THROUGH MANAGEMENT AND CONSULTING SERVICES. |
| SECTION C, LINE 1: | THERE ARE COMMON BOARD DIRECTORS FOR EACH SUPPORTED ORGANIZATION. HOWEVER, THE NUMBER OF SUPPORTING ORGANIZATION BOARD DIRECTORS ARE NOT NECESSARILY A MAJORITY OF THE SUPPORTED ORGANIZATIONS' BOARDS. A COMMON MANAGEMENT TEAM HAS OPERATIONAL CONTROL OVER ALL RELATED ORGANIZATIONS WHICH ALLOWS THE SUPPORTING ORGANIZATION TO SUPPORT ITS SUPPORTED ORGANIZATIONS. |
| SCHEDULE A, PART IV, LINE 7: | THE EXEMPT ORGANIZATION (EO) PROVIDES SUPPLEMENTAL RETIREMENT BENEFITS THROUGH AN ALTERNATIVE FUNDING ARRANGEMENT THE IRS CALLS "COLLATERAL ASSIGNMENT SPLIT DOLLAR" (CASD). ALTHOUGH THE IRS REQUIRES REPORTING IN THE LOAN SECTION OF SCHEDULE L, CASD IS NOT AN ACTUAL LOAN AND NO FUNDS ARE TRANSFERRED TO THE FORMER EXECUTIVE. RATHER, THE "LOAN" TREATMENT APPLIES BECAUSE AFTER THE FORMER EXECUTIVE HAS RECEIVED RETIREMENT BENEFITS, THE EO RECOVERS ALL OF ITS OUTLAYS PLUS INTEREST. THE RECOVERY RIGHT IS A KEY ADVANTAGE OF CASD FOR THE EO. RATHER THAN PAYING RETIREMENT BENEFITS TO THE FORMER EXECUTIVE THAT WOULD NEVER BE RECOVERED, UNDER CASD THE EO RECOVERS NOT ONLY ITS OUTLAYS, BUT ALSO CONSIDERATION FOR THE TIME VALUE OF MONEY. CASD WORKS AS FOLLOWS: THE EO DEPOSITS FUNDS INTO A CASH VALUE LIFE INSURANCE POLICY ON THE FORMER EXECUTIVE'S LIFE. DURING LIFE, TO THE EXTENT THE FORMER EXECUTIVE FULFILLS SERVICE AND VESTING REQUIREMENTS, THE FORMER EXECUTIVE CAN BORROW AGAINST VALUES IN THE POLICY TO SUPPLEMENT RETIREMENT INCOME. POLICY PERFORMANCE IS CLOSELY MONITORED. IF POLICY PERFORMANCE LAGS, THE FORMER EXECUTIVE'S BORROWING RIGHTS ARE REDUCED TO PROTECT THE EO'S RECOVERY RIGHTS. AT THE FORMER EXECUTIVE'S DEATH, THE POLICY DEATH PROCEEDS ARE FIRST USED TO REPAY THE EO ITS DEPOSITS PLUS COMPOUNDED INTEREST (AT THE IRS LONG-TERM APPLICABLE FEDERAL RATE). THE FORMER EXECUTIVE'S BENEFICIARY THEN RECEIVES ANY PROJECTED RETIREMENT BORROWING THE FORMER EXECUTIVE DID NOT ACCESS DURING LIFE. ANY REMAINING DEATH PROCEEDS: -ARE AVAILABLE TO BE PAID TO THE FORMER EXECUTIVE'S BENEFICIARY. -ARE DIVIDED BETWEEN THE EO AND THE FORMER EXECUTIVE'S BENEFICIARY. -WERE AVAILABLE TO BE PAID TO THE FORMER EXECUTIVE'S BENEFICIARY. HOWEVER, THE FORMER EXECUTIVE DECIDED TO MAKE A GIFT OF THE EXCESS PROCEEDS TO THE EO TO PROVIDE ADDITIONAL FUNDING FOR THE EO'S CHARITABLE ACTIVITIES. |
| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART V, LINE 1: | UPMC (EIN 23-1423657), A FEDERALLY TAX EXMEPT ENTITY, THE PARENT OF A LARGE INTEGRATED DELIVERY AND FINANCING SYSTEM AND THE PARENT ENTITY OF UPMC PINNACLE ISSUES AND FILES ALL FORM 1099S FOR UPMC PINNACLE. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE SOLE MEMBER OF UPMC PINNACLE IS UPMC, A FEDERALLY TAX EXEMPT, STATE NONPROFIT ENTITY. IN SEPTEMBER 2017 UPMC PINNACLE AFFILIATED WITH UPMC, A WORLD-RENOWNED INTEGRATED HEALTHCARE DELIVERY AND FINANCING SYSTEM, THAT IS AN INTERNATIONAL LEADER IN PROVIDING CLINICAL CARE, GROUND BREAKING RESEARCH AND TREATMENTS WITH LOCATIONS IN WESTERN AND CENTRAL PENNSYLVANIA, MARYLAND, NEW YORK AND AROUND THE WORLD. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE SOLE MEMBER, UPMC, MAY DESIGNATE DIRECTORS CONSTITUTING APPROXIMATELY ONE THIRD OF THE BOARD. |
| FORM 990, PART VI, SECTION A, LINE 7B | CERTAIN GOVERNANCE DECISIONS OF THE ORGANIZATION REQUIRE THE APPROVAL OF THE UPMC BOARD AS THE SOLE MEMBER OF UPMC PINNACLE. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE AUTHORITY AND RESPONSIBILITY FOR REVIEW OF THE FORM 990 FOR UPMC PINNACLE AND ASSOCIATED SUBSIDIARIES IS DELEGATED TO THE FINANCE COMMITTEE OF THE UPMC PINNACLE BOARD. IN ORDER TO ACCOMPLISH THIS, ALL MEMBERS OF THE FINANCE COMMITTEE ARE PROVIDED WITH A REASONABLE OPPORTUNITY TO REVIEW AND COMMENT TO EXECUTIVE LEADERSHIP ON THE IRS FORMS 990 OF UPMC PINNACLE AND ITS SUBSIDIARIES BEFORE THE RETURNS ARE FILED WITH THE INTERNAL REVENUE SERVICE. IN ADDITION, EACH MEMBER OF THE RESPECTIVE BOARDS OF DIRECTORS WILL BE GIVEN ACCESS TO VIEW HIS OR HER ENTITY'S INDIVIDUAL FORM 990 VIA A SHARED, PASSWORD-PROTECTED WEBSITE. |
| FORM 990, PART VI, SECTION B, LINE 12C | IN THE PERFORMANCE OF THEIR DUTIES TO UPMC PINNACLE, COVERED PERSONS SHALL SEEK TO ACT IN THE BEST INTERESTS OF UPMC PINNACLE, AND SHALL EXERCISE GOOD FAITH, LOYALTY, DILIGENCE AND HONESTY. A COVERED PERSON IS ANY INDIVIDUAL WHO SERVES IN A FIDUCIARY CAPACITY TO, OR WHO HAS LEGAL AUTHORITY TO REPRESENT OR OBLIGATE, UPMC PINNACLE OR ANY OF ITS AFFILIATED ORGANIZATIONS INCLUDING, BUT NOT LIMITED TO, DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS. COVERED PERSONS ALSO INCLUDE A) IMMEDIATE FAMILIES (SPOUSES, CHILDREN, SIBLINGS, PARENTS, OR SPOUSE'S PARENTS), B) ANY ORGANIZATION IN WHICH THEY OR THEIR IMMEDIATE FAMILIES DIRECTLY OR INDIRECTLY I) HAVE A MATERIAL FINANCIAL OR BENEFICIAL INTEREST, OR II) SERVE AS A DIRECTOR, OFFICER, EMPLOYEE, AGENT, ATTORNEY OR SIMILAR CAPACITY. A COVERED PERSON SHALL DISCLOSE ANY BUSINESS OR PERSONAL INTERESTS OR RELATIONSHIPS WHICH MAY BE IN CONFLICT WITH THE INTERESTS OF UPMC PINNACLE, INCLUDING, BUT NOT LIMITED TO (A) ENGAGING IN OR SEEKING TO BE ENGAGED IN (I) THE DELIVERY OF HEALTH CARE SERVICES OR (II) THE DELIVERY OF GOODS OR SERVICES TO UPMC PINNACLE, OR (B) ANY TRANSACTION OR ARRANGEMENT WITH UPMC PINNACLE WHICH WOULD RESULT IN BENEFIT TO COVERED PERSONS. IF A POTENTIAL CONFLICT IS IDENTIFIED REGARDING A SPECIFIC UPMC ACTIVITY, THE UPMC 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. COVERED PERSONS WITH A DOCUMENTED CONFLICT OF INTEREST SHALL NOT VOTE ON THE MATTER, AND THE UPMC PINNACLE BOARD OR COMMITTEE MUST APPROVE, AUTHORIZE, OR RATIFY THE TRANSACTION OR ARRANGEMENT BY A MAJORITY VOTE OF THE NON-INTERESTED DIRECTORS OR COMMITTEE MEMBERS PRESENT AT A MEETING THAT HAS A QUORUM. VIOLATIONS OF THIS STATEMENT OF POLICY MAY SUBJECT COVERED PERSONS TO APPROPRIATE SANCTIONS, INCLUDING REMOVAL FROM THEIR POSITIONS WITH UPMC PINNACLE. |
| FORM 990, PART VI, SECTION B, LINE 15 | 15A: THE COMPENSATION COMMITTEE OF THE UPMC PINNACLE BOARD HAS THE AUTHORITY TO DEVELOP AND MAINTAIN EXECUTIVE COMPENSATION TO BE APPROVED BY THE UPMC PINNACLE BOARD OF DIRECTORS. THE COMPENSATION COMMITTEE WILL FOLLOW A DILIGENT PROCESS THAT MEETS REGULATORY REQUIREMENTS FOR A REBUTTABLE PRESUMPTION OF REASONABLENESS AND PROMOTES EFFECTIVE GOVERNANCE OF EXECUTIVE COMPENSATION, CONSISTENT WITH THE UPMC PINNACLE COMPENSATION PHILOSOPHY. 1. FOLLOW A PROCESS THAT ESTABLISHES AND MAINTAINS A REBUTTABLE PRESUMPTION OF REASONABLENESS FOR ALL EXECUTIVES POTENTIALLY SUBJECT TO INTERMEDIATE SANCTIONS. 2. PREPARE MINUTES FOR EACH MEETING TO RECORD THE TERMS OF THE COMMITTEE'S DECISIONS AND THE PROCESS FOLLOWED IN REACHING THOSE DECISIONS. THESE MINUTES MUST INCLUDE INDICATIONS THAT THE COMMITTEE IS FOLLOWING GOOD PRACTICES IN DEALING WITH CONFLICTS OF INTEREST AND IN OBTAINING AND RELYING ON APPROPRIATE COMPARABILITY DATA ON TOTAL COMPENSATION. 3. SELECT AND DIRECTLY ENGAGE AND SUPERVISE ANY CONSULTANT HIRED BY UPMC PINNACLE TO ADVISE THE COMMITTEE ON EXECUTIVE COMPENSATION. 4. PERIODICALLY EVALUATE THE APPROPRIATENESS OF THIS CHARTER AND THE EFFECTIVENESS OF THE PROCESS THE COMMITTEE USES IN GOVERNING EXECUTIVE COMPENSATION AND REPORT THIS EVALUATION TO THE UPMC PINNACLE BOARD. 5. MONITOR CHANGES IN LAWS AND REGULATIONS PERTAINING TO EXECUTIVE COMPENSATION AND BENEFITS TO SEE THAT UPMC PINNACLE COMPLIES WITH THEM. 6. SEEK OUTSIDE REVIEW OF COMMITTEE OPERATIONS TO ENSURE COMPLIANCE WITH THE IRS REBUTTABLE PRESUMPTION OF REASONABLENESS. 7. REVIEW ACTUAL EXECUTIVE COMPENSATION AND BENEFITS PROVIDED TO CONFIRM CONSISTENCY WITH COMPENSATION AND BENEFITS APPROVED BY THE COMMITTEE. 15B: 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 IS PREDICATED UPON 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 RELEVANT REGULATIONS, 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, SEC, 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. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. THE ORGANIZATION INCLUDES A COPY OF ITS FINANCIAL STATEMENTS WITH THE STATE REGISTRATION FILED WITH THE PENNSYLVANIA DEPARTMENT OF STATE, BUREAU OF CHARITABLE ORGANIZATIONS. THESE DOCUMENTS ARE A MATTER OF PUBLIC RECORD AND CAN BE VIEWED AT THE BUREAU OFFICE. |
| FORM 990, PART XI, LINE 9: | TRANSFERS FROM EXEMPT AFFILIATES 40,297,648. CAPITAL COMMITMENT TO UPMC -81,512,617. CAPITAL COMMITMENT TO HANOVER HEALTHCARE PLUS, INC. -13,335,854. JOINT VENTURES EQUITY METHOD INCOME -6,649,241. |
| PART XII, LINE 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. |
| PART XII, LINE 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 31,2021. |
| Software ID: | |
| Software Version: |
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Affiliated Group Business Name:
UPMC PINNACLE
Address. Either US or Foreign Type:
PO BOX 8700
HARRISBURG, PA171058700 EIN:
25-1778658
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
27,807
Total Lobbying Expenditures:
27,807
Other Exempt Purpose Expenditures:
188,476,607
Total Exempt Purpose Expenditures:
188,504,414
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
UPMC PINNACLE HOSPITALS
Address. Either US or Foreign Type:
PO BOX 8700
HARRISBURG, PA171058700 EIN:
25-1778644
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
1,316,488,579
Total Exempt Purpose Expenditures:
1,316,488,579
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
PINNACLE HEALTH MEDICAL SERVICES
Address. Either US or Foreign Type:
PO BOX 8700
HARRISBURG, PA171058700 EIN:
25-1709054
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
444,891,014
Total Exempt Purpose Expenditures:
444,891,014
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
UPMC PINNACLE FOUNDATION
Address. Either US or Foreign Type:
PO BOX 8700
HARRISBURG, PA171058700 EIN:
22-2691718
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
2,734,725
Total Exempt Purpose Expenditures:
2,734,725
Lobbying Nontaxable Amount:
286,736
Grassroots Nontaxable Amount:
71,684
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
COMMUNITY LIFE TEAM
Address. Either US or Foreign Type:
PO BOX 8700
HARRISBURG, PA171058700 EIN:
23-1890444
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
22,954,951
Total Exempt Purpose Expenditures:
22,954,951
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
UPMC PINNACLE LANCASTER
Address. Either US or Foreign Type:
250 COLLEGE AVENUE
LANCASTER, PA17603 EIN:
82-0896436
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
1,141,018
Total Exempt Purpose Expenditures:
1,141,018
Lobbying Nontaxable Amount:
189,102
Grassroots Nontaxable Amount:
47,276
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
UPMC LITITZ
Address. Either US or Foreign Type:
1500 HIGHLANDS AVENUE
LITITZ, PA17543 EIN:
82-0844453
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
124,960,385
Total Exempt Purpose Expenditures:
124,960,385
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
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Affiliated Group Business Name:
UPMC CARLISLE
Address. Either US or Foreign Type:
361 ALEXANDER SPRING ROAD
CARLISLE, PA17105 EIN:
82-0880337
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
155,721,093
Total Exempt Purpose Expenditures:
155,721,093
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
UPMC MEMORIAL
Address. Either US or Foreign Type:
325 SOUTH BELMONT STREET
YORK, PA17405 EIN:
82-0912090
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
173,195,844
Total Exempt Purpose Expenditures:
173,195,844
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
PINNACLE HEALTH REGIONAL PHYSICIANS
Address. Either US or Foreign Type:
PO BOX 8700
HARRISBURG, PA171058700 EIN:
82-0947698
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
72,272,367
Total Exempt Purpose Expenditures:
72,272,367
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
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Affiliated Group Business Name:
HANOVER HEALTHCARE PLUS INC
Address. Either US or Foreign Type:
300 HIGHLAND AVENUE
HANOVER, PA17331 EIN:
22-2658574
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
0
Total Exempt Purpose Expenditures:
0
Lobbying Nontaxable Amount:
0
Grassroots Nontaxable Amount:
0
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
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Affiliated Group Business Name:
UPMC HANOVER
Address. Either US or Foreign Type:
300 HIGHLAND AVENUE
HANOVER, PA17331 EIN:
23-1360851
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
174,010,099
Total Exempt Purpose Expenditures:
174,010,099
Lobbying Nontaxable Amount:
1,000,000
Grassroots Nontaxable Amount:
250,000
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
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