TY 2023 Form 990

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)
(1) MICHAEL P MCDERMOTT MD MBA...................................................................... PRESIDENT AND CEO	40.00 ................. 2.00	X	X	1,937,224	43,642
(2) SAUSHEEN TAYLOR MD...................................................................... PHYSICIAN/TRUSTEE	40.00 ................. 2.00	X		390,671	40,456
(3) RONALD W BRANSCOME MS...................................................................... BOARD CHAIR	2.00 ................. 2.00	X	X	0	0
(4) BRUCE L DAVIS BA...................................................................... BOARD VICE CHAIR	2.00 ................. 2.00	X	X	0	0
(5) CATHERINE M WACK...................................................................... BOARD SECRETARY/TREASURER	2.00 ................. 2.00	X	X	0	0
(6) MATTHEW D DUMONT MD...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(7) MARGARET F HARDY RN MBA JD...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(8) DERMAINE A LEWIS BACC...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(9) RICHMOND MCDANIEL BS...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(10) HOWARD C OWEN BS...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(11) CHETAN B PAI DO...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(12) CLARENCE A ROBINSON BS...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(13) MARTIN A WILDER JR EDD...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(14) LINDA D WORRELL CHPC...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(15) KIMBERLY C YOUNG MBA...................................................................... BOARD TRUSTEE	2.00 ................. 2.00	X		0	0
(16) CHRISTOPHER NEWMAN MD...................................................................... EVP, COO & CMO	40.00 ................. 2.00		X	1,004,837	43,240
(17) SEAN T BARDEN BSBA MBA...................................................................... EVP & CFO	40.00 ................. 2.00		X	918,023	35,351

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)
(18) TRAVIS TURNER BS MBA........................................................................ SVP & CPHO	40.00 .......................2.00	X			671,612	0	39,729
(19) XAVIER RICHARDSON BA MBA........................................................................ SVP & CDO	40.00 .......................2.00	X			612,300	0	21,672
(20) KATHRYN WALL BA MA........................................................................ SVP & CHRO (THRU 10/23)	40.00 .......................2.00	X			600,171	0	21,025
(21) STEPHEN MANDELL MD........................................................................ VICE PRESIDENT	2.00 .......................40.00	X			0	573,904	37,403
(22) ERIC FLETCHER MBA APR........................................................................ SVP & CSO	40.00 .......................2.00	X			543,835	0	44,601
(23) GEOFFREY LAWSON........................................................................ SVP & CIO	40.00 .......................2.00	X			554,663	0	26,100
(24) DAVID YI MD........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			533,838	0	11,744
(25) STEPHANIE GOLDBERG........................................................................ VICE PRESIDENT	2.00 .......................40.00	X			0	520,089	11,721
(26) EILEEN DOHMANN RN BSN MBA NEA-BC........................................................................ SVP & CNO (THRU 5/23)	40.00 .......................2.00	X			493,822	0	6,579
(27) RICHARD LEWIS MD........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			437,237	0	35,284
(28) CATHLEEN YABLONSKI BS MS........................................................................ SVP, CAOO	2.00 .......................40.00	X			0	462,320	36,495
(29) DANIEL WOODFORD........................................................................ VICE PRESIDENT	2.00 .......................40.00	X			0	456,382	39,760
(30) SCOTT SELL........................................................................ VICE PRESIDENT	2.00 .......................40.00	X			0	415,027	38,956
(31) LAUREN BLALOCK........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			400,843	0	43,058
(32) SANDRA BROWN CPA........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			370,992	0	33,298
(33) SARAH OGLE........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			355,008	0	10,849
(34) SUMMER HUGHES........................................................................ VP & CHIEF OF STAFF	40.00 .......................2.00	X			349,048	0	8,604
(35) CODY BLANKENSHIP........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			352,886	0	38,290
(36) ALAN EDWARDS........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			369,487	0	40,058
(37) JOANDREW COUSINS........................................................................ VICE PRESIDENT (THRU 7/23)	40.00 .......................2.00	X			233,899	0	6,989
(38) RENUKA GUPTA........................................................................ VICE PRESIDENT	40.00 .......................2.00	X			194,031	0	4,958
(39) TONJA THIGPEN........................................................................ SVP & CNO	40.00 .......................2.00	X			158,247	0	5,612
(40) JOANNE HUBER-STURANS........................................................................ SVP & CHRO	40.00 .......................2.00	X			93,388	0	2,649
(41) ELIESE K BERNARD........................................................................ SVP & CHOO (THRU 1/23)	2.00 .......................40.00	X			0	30,799	2,323
(42) HOOMAN SABERINIA........................................................................ MEDICAL DIRECTOR	40.00 .......................0.00		X		208,786	0	14,002
(43) ANNE JERNIGAN........................................................................ DIRECTOR	40.00 .......................0.00		X		195,669	0	17,815
(44) THOMAS MAGRINO........................................................................ ASSOCIATE VICE PRESIDENT	40.00 .......................0.00		X		186,890	0	19,129
(45) KAREN LUMSDEN........................................................................ ADVANCED PRACTICE PROVIDER	40.00 .......................0.00		X		181,161	0	22,829
(46) DARLA BURTON........................................................................ DIRECTOR	40.00 .......................0.00		X		185,585	0	18,558
(47) MARIE FREDRICK RT R CRA MJ........................................................................ FORMER VICE PRESIDENT (THRU 6/22)	40.00 .......................2.00			X	127,968	0	0

(A) Name and business address	(B) Description of services	(C) Compensation
HANCOCK DANIEL JOHNSON & NAGLE PC PO BOX 72050 RICHMOND,VA232552050	LEGAL SERVICES	1,573,967
CHANGE HEALTHCARE LLC 3055 LEBANON PIKE NASHVILLE,TN37214	BILLING SERVICES	846,077
KEMBERTON HEALTHCARE SERVICES LLC 2 INTERNATIONAL DRIVE SUITE 200 PORTSMOUTH,VA03801	BILLING SERVICES	618,282
BAKER TILLY US LLP PO BOX 7398 MADISON,WI53707	AUDITING & CONSULTING SERVICES	455,000
DAVID P NICHOLAS MERCURY ACCOUNTS RECEIV 7857 HERITAGE DR SUITE 300 ANNANDALE,VA22003	BILLING SERVICES	437,836
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 31

- TIN:

SCHEDULE A
(Form 990)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow

Attach to Form 990 or Form 990-EZ.
right arrow

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

OMB No. 1545-0047

2023

Open to Public
Inspection

Name of the organization

MARY WASHINGTON HEALTHCARE

Employer identification number

54-1240646

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).)

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 33 1/3% 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 33 1/3% 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 on 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 ............................... 2

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) MARY WASHINGTON HOSPITAL INC	540519577	3	Yes		0	0
(B) STAFFORD HOSPITAL LLC	134316364	3	Yes		0	0
Total 2					0	0

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

Cat. No. 11285F

Schedule A (Form 990) 2023

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) 2019	(b) 2020	(c) 2021	(d) 2022	(e) 2023	(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) 2019	(b) 2020	(c) 2021	(d) 2022	(e) 2023	(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 2023 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2022 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2023. 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—2022. 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—2023. 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—2022. 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) 2023

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) 2019	(b) 2020	(c) 2021	(d) 2022	(e) 2023	(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) 2019	(b) 2020	(c) 2021	(d) 2022	(e) 2023	(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.)..

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 2023 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2022 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2023 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2022 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests-2023. 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—2022. 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) 2023

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.

Yes

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).

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

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

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

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

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

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 on 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 on 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) 2023

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 on lines 11b and 11c below, the governing body of a supported organization?

11a

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

11b

A 35% controlled entity of a person described on 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).

Yes

Section D. All Type III Supporting Organizations

Yes

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

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

By reason of the relationship described in 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.

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.

Did the activities described on 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.

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) 2023

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) 2023

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 2023 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-2023	(iii) Distributable Amount for 2023
1 Distributable amount for 2023 from Section C, line 6
2 Underdistributions, if any, for years prior to 2023 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2023:
a From 2018.......
b From 2019.......
c From 2020.......
d From 2021.......
e From 2022.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2023 distributable amount
i Carryover from 2018 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2023 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2023 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2023, 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 2023. 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 2024. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2019.....
b Excess from 2020.....
c Excess from 2021.....
d Excess from 2022.....
e Excess from 2023.....

Schedule A (Form 990) (2023)

Schedule A (Form 990) 2023

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
PART IV, LINE 1	SUPPORTED ORGANIZATION, MARY WASHINGTON HOSPITAL, INC. IS LISTED BY NAME IN THE ORGANIZATION'S GOVERNING DOCUMENTS. SUPPORTED ORGANIZATION, STAFFORD HOSPITAL, LLC IS LISTED BY NAME IN THE ORGANIZATION'S GOVERNING DOCUMENTS.

Schedule A (Form 990) 2023

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE C
(Form 990)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

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

right arrow

Complete if the organization is described below. right arrow

Attach to Form 990 or Form 990-EZ.
right arrow

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

OMB No. 1545-0047

2022

Open to Public
Inspection

If the organization answered "Yes" on Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet

Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
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Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
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Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" on Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
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Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet

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

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

Name of the organization

MARY WASHINGTON HEALTHCARE

Employer identification number

54-1240646

Part I-A

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

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

Political campaign activity expenditures. See instructions .................................................................... right arrow

Volunteer hours for political campaign activities. See instructions ..................................................................

Part I-B

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

Enter the amount of any excise tax incurred by the organization under section 4955 ................................ right arrow

Enter the amount of any excise tax incurred by organization managers under section 4955 ....................... right arrow

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

Enter the amount directly expended by the filing organization for section 527 exempt function activities ..... right arrow

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

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

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

Yes No

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

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

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

Cat. No. 50084S

Schedule C (Form 990) 2022

Page 2

Part II-A

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

A Check right arrow

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

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

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

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

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the separate instructions for lines 2a through 2f.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2019	(b) 2020	(c) 2021	(d) 2022	(e) Total

2a	Lobbying nontaxable amount

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

c	Total lobbying expenditures

d	Grassroots nontaxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990) 2022

Page 3

Part II-B

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

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

(a)

Yes|No

(b)

Amount

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

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

Yes

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

Yes

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

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

Yes

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

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

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

Yes

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

Yes

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

Yes

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

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

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

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

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

Part III-A

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

Yes

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

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

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

Part III-B

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

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

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

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

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

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

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

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

Taxable amount of lobbying and political expenditures. See Instructions .........................................

Part IV

Supplemental Information

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

Return Reference	Explanation
PART II-B, LINE 1:	PART II-B LOBBYING EXPENDITURES INCLUDE BOTH DIRECT AND INDIRECT EXPENDITURES. MWHC HAS A COST CODE SPECIFICALLY FOR LOBBYING EXPENDITURES. ALL AMOUNTS FROM THAT COST CODE ARE INCLUDED IN THIS SECTION. IN ADDITION, AN ALLOCABLE SHARE OF SALARIES OF THE ORGANIZATION'S ASSOCIATES ENGAGED IN THE ACTIVITY ARE ALSO INCLUDED.

Schedule C (Form 990) 2022

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.
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Attach to Form 990.
right arrow

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

OMB No. 1545-0047

2022

Open to Public Inspection

Name of the organization

MARY WASHINGTON HEALTHCARE

Employer identification number

54-1240646

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 July 25, 2006, 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 right arrow

Number of states where property subject to conservation easement is located right arrow

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
right arrow

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
right arrow

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 ......................... right arrow

(ii)

Assets included in Form 990, Part X ............................... right arrow

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 .......................... right arrow

Assets included in Form 990, Part X ............................... right arrow

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

Cat. No. 52283D

Schedule D (Form 990) 2022

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 right arrow

Permanent endowment right arrow

Term endowment right arrow

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) Unrelated organizations .................

3a(i)

(ii) Related organizations .................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b) Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value

1a	Land .....
b	Buildings ....	2,067,452	770,367	1,297,085
c	Leasehold improvements	3,268,819	2,058,027	1,210,792
d	Equipment ....	142,373,987	123,988,775	18,385,212
e	Other .....	5,583,872	1,764,700	3,819,172
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				24,712,261

Schedule D (Form 990) 2022

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) INVEST-VHA, INC.	200,000	C
(B) INVEST IN SUB-MWH	191,574,533	C
(C) INVEST IN SUB-SHC	-21,206,003	C
(D) INVEST IN SUB-MPI	91,169,092	C
(E) INVEST IN SUB-MSI	-9,082,483	C
(F) INVEST IN SUB-REX	10,296,620	C
(G) INVEST IN MCS	7,765,373	C
(H) INVEST IN SUB-MWHP	6,342,556	C
(I) DEFERRED COMP PLAN	119,357	C
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	277,179,045

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

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

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
IBNR	4,825,825
PENSION LIABILITY	6,558,791







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	11,384,616
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) 2022

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, LINE 2:

MWHC WAS RECOGNIZED AS A PUBLIC CHARITY GENERALLY EXEMPT FROM FEDERAL INCOME TAXATION UNDER 501(C)(3) OF THE INTERNAL REVENUE CODE PURSUANT TO A DETERMINATION LETTER ISSUED BY THE IRS IN MARCH 1992. MWHC IS ENTITLED TO RELY ON THIS DETERMINATION AS LONG AS THERE ARE NO SUBSTANTIAL CHANGES IN ITS CHARACTER, PURPOSES, OR METHODS OF OPERATION. MANAGEMENT HAS CONCLUDED THAT THERE HAVE BEEN NO SUCH CHANGES AND, THEREFORE, MWHC'S STATUS AS A PUBLIC CHARITY EXEMPT FROM FEDERAL INCOME TAXATION REMAINS IN EFFECT. THE STATE IN WHICH MWHC OPERATES ALSO PROVIDES GENERAL EXEMPTION FROM STATE INCOME TAXATION FOR ORGANIZATIONS THAT ARE EXEMPT FROM FEDERAL INCOME TAXATION. HOWEVER, MWHC IS SUBJECT TO BOTH FEDERAL AND STATE INCOME TAXATION AT CORPORATE TAX RATES ON ITS UNRELATED BUSINESS INCOME. EXEMPTION FROM OTHER STATE TAXES, SUCH AS REAL AND PERSONAL PROPERTY TAXES, IS SEPARATELY DETERMINED. CERTAIN ENTITIES UNDER MWHC ARE TAXABLE ENTITIES. MWHC HAD NO UNRECOGNIZED TAX BENEFITS OR LIABILITIES, OR SUCH AMOUNTS WERE IMMATERIAL DURING THE PERIODS PRESENTED. FOR TAX PERIODS WITH RESPECT TO WHICH NO UNRELATED BUSINESS INCOME WAS RECOGNIZED, NO TAX RETURN WAS REQUIRED. TAX PERIODS FOR WHICH NO RETURN IS FILED REMAIN OPEN FOR EXAMINATION INDEFINITELY. GENERALLY, TAX RETURNS FOR THE YEARS ENDED DECEMBER 31, 2020, AND THEREAFTER REMAIN SUBJECT TO EXAMINATION BY FEDERAL AND STATE TAX AUTHORITIES. ALL REQUIRED TAX FILINGS HAVE BEEN FILED ON A TIMELY BASIS.

Schedule D (Form 990) 2022

Additional Data

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Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

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

OMB No. 1545-0047

2023

Open to Public
Inspection

Name of the organization
MARY WASHINGTON HEALTHCARE

Employer identification number
54-1240646

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ........................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient

that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) RAPPAHANNOCK UNITED WAY 3310 SHANNON PARK DR FREDERICKSBURG,VA22408	54-6042936	501(C)(3)	50,685	ENRICHMENT
(2) GERMANNA COMMUNITY COLLEGE EDUCATION FOUNDATION INC 2130 GERMANNA HWY LOCUST GROVE,VA22508	54-1268292	501(C)(3)	25,000	GENERAL SUPPORT
(3) VA HEALTH CARE FOUNDATION 707 EAST MAINE STREET SUITE 1350 RICHMOND,VA23219	54-1639924	501(C)(3)	10,000	GENERAL SUPPORT
(4) FREDERICKSBURG VA MAIN STREET INC 904 PRINCESS ANNE STREET FREDERICKSBURG,VA22401	47-2044595	501(C)(3)	10,000	GENERAL SUPPORT; EVENT SPONSORSHIP
(5) FREDERICKSBURG BRANCH NAACP PO BOX 3071 FREDERICKSBURG,VA22402	54-6010138	501(C)(3)	9,500	GENERAL SUPPORT; EVENT SPONSORSHIP
(6) THURMAN BRISBEN CENTER PO BOX 1295 FREDERICKSBURG,VA22402	54-1647219	501(C)(3)	5,500	GENERAL SUPPORT; EVENT SPONSORSHIP

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image

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

Cat. No. 50055P

Schedule I (Form 990) 2023

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

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

(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2; Part III, column (b); and any other additional information.

Return Reference	Explanation

Schedule I (Form 990) 2023

Additional Data

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Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
medium right arrow graphic

Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
medium right arrow graphic

Attach to Form 990.
medium right arrow graphic

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

OMB No. 1545-0047

2023

Open to Public Inspection

Name of the organization

MARY WASHINGTON HEALTHCARE

Employer identification number

54-1240646

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2023

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2, 1099-MISC compensation, and/or 1099-NEC			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1MICHAEL P MCDERMOTT MD MBA PRESIDENT AND CEO	(i) (ii)	1,252,999 ------------- 0	593,385 ------------- 0	90,840 ------------- 0	9,900 ------------- 0	33,742 ------------- 0	1,980,866 ------------- 0	0 ------------- 0
2CHRISTOPHER NEWMAN MD EVP, COO & CMO	(i) (ii)	735,756 ------------- 0	261,324 ------------- 0	7,757 ------------- 0	9,900 ------------- 0	33,340 ------------- 0	1,048,077 ------------- 0	0 ------------- 0
3SEAN T BARDEN BSBA MBA EVP & CFO	(i) (ii)	653,510 ------------- 0	224,107 ------------- 0	40,406 ------------- 0	9,900 ------------- 0	25,451 ------------- 0	953,374 ------------- 0	0 ------------- 0
4TRAVIS TURNER BS MBA SVP & CPHO	(i) (ii)	489,378 ------------- 0	152,468 ------------- 0	29,766 ------------- 0	8,555 ------------- 0	31,174 ------------- 0	711,341 ------------- 0	0 ------------- 0
5XAVIER RICHARDSON BA MBA SVP & CDO	(i) (ii)	319,731 ------------- 0	94,637 ------------- 0	197,932 ------------- 0	9,900 ------------- 0	11,772 ------------- 0	633,972 ------------- 0	161,732 ------------- 0
6KATHRYN WALL BA MA SVP & CHRO (THRU 10/23)	(i) (ii)	321,487 ------------- 0	121,986 ------------- 0	156,698 ------------- 0	9,900 ------------- 0	11,125 ------------- 0	621,196 ------------- 0	138,805 ------------- 0
7STEPHEN MANDELL MD VICE PRESIDENT	(i) (ii)	0 ------------- 415,704	0 ------------- 103,615	0 ------------- 54,585	0 ------------- 8,272	0 ------------- 29,131	0 ------------- 611,307	0 ------------- 46,511
8ERIC FLETCHER MBA APR SVP & CSO	(i) (ii)	400,746 ------------- 0	124,857 ------------- 0	18,232 ------------- 0	9,900 ------------- 0	34,701 ------------- 0	588,436 ------------- 0	0 ------------- 0
9GEOFFREY LAWSON SVP & CIO	(i) (ii)	408,340 ------------- 0	127,468 ------------- 0	18,855 ------------- 0	9,900 ------------- 0	16,200 ------------- 0	580,763 ------------- 0	0 ------------- 0
10DAVID YI MD VICE PRESIDENT	(i) (ii)	420,183 ------------- 0	104,729 ------------- 0	8,926 ------------- 0	9,900 ------------- 0	1,844 ------------- 0	545,582 ------------- 0	0 ------------- 0
11STEPHANIE GOLDBERG VICE PRESIDENT	(i) (ii)	0 ------------- 409,237	0 ------------- 102,000	0 ------------- 8,852	0 ------------- 9,900	0 ------------- 1,821	0 ------------- 531,810	0 ------------- 0
12EILEEN DOHMANN RN BSN MBA NEA-BC SVP & CNO (THRU 5/23)	(i) (ii)	156,854 ------------- 0	119,910 ------------- 0	217,058 ------------- 0	4,883 ------------- 0	1,696 ------------- 0	500,401 ------------- 0	207,704 ------------- 0
13CATHLEEN YABLONSKI BS MS SVP, CAOO	(i) (ii)	0 ------------- 347,629	0 ------------- 108,308	0 ------------- 6,383	0 ------------- 9,167	0 ------------- 27,328	0 ------------- 498,815	0 ------------- 0
14DANIEL WOODFORD VICE PRESIDENT	(i) (ii)	0 ------------- 354,153	0 ------------- 98,892	0 ------------- 3,337	0 ------------- 9,167	0 ------------- 30,593	0 ------------- 496,142	0 ------------- 0
15RICHARD LEWIS MD VICE PRESIDENT	(i) (ii)	328,144 ------------- 0	81,789 ------------- 0	27,304 ------------- 0	9,900 ------------- 0	25,384 ------------- 0	472,521 ------------- 0	20,396 ------------- 0
16SCOTT SELL VICE PRESIDENT	(i) (ii)	0 ------------- 332,504	0 ------------- 82,523	0 ------------- 0	0 ------------- 9,900	0 ------------- 29,056	0 ------------- 453,983	0 ------------- 0
17LAUREN BLALOCK VICE PRESIDENT	(i) (ii)	300,650 ------------- 0	71,349 ------------- 0	28,844 ------------- 0	9,245 ------------- 0	33,813 ------------- 0	443,901 ------------- 0	29,668 ------------- 0
18SAUSHEEN TAYLOR MD PHYSICIAN/TRUSTEE	(i) (ii)	370,804 ------------- 0	19,867 ------------- 0	0 ------------- 0	5,757 ------------- 0	34,699 ------------- 0	431,127 ------------- 0	0 ------------- 0
19ALAN EDWARDS VICE PRESIDENT	(i) (ii)	268,560 ------------- 0	66,938 ------------- 0	33,989 ------------- 0	7,641 ------------- 0	32,417 ------------- 0	409,545 ------------- 0	29,743 ------------- 0
20SANDRA BROWN CPA VICE PRESIDENT	(i) (ii)	291,029 ------------- 0	73,389 ------------- 0	6,574 ------------- 0	9,059 ------------- 0	24,239 ------------- 0	404,290 ------------- 0	0 ------------- 0
21CODY BLANKENSHIP VICE PRESIDENT	(i) (ii)	278,824 ------------- 0	70,038 ------------- 0	4,024 ------------- 0	7,647 ------------- 0	30,643 ------------- 0	391,176 ------------- 0	0 ------------- 0
22SARAH OGLE VICE PRESIDENT	(i) (ii)	278,170 ------------- 0	69,335 ------------- 0	7,503 ------------- 0	8,570 ------------- 0	2,279 ------------- 0	365,857 ------------- 0	0 ------------- 0
23SUMMER HUGHES VP & CHIEF OF STAFF	(i) (ii)	273,535 ------------- 0	61,302 ------------- 0	14,211 ------------- 0	5,765 ------------- 0	2,839 ------------- 0	357,652 ------------- 0	0 ------------- 0
24JOANDREW COUSINS VICE PRESIDENT (THRU 7/23)	(i) (ii)	204,624 ------------- 0	10,000 ------------- 0	19,275 ------------- 0	5,594 ------------- 0	1,395 ------------- 0	240,888 ------------- 0	0 ------------- 0
25HOOMAN SABERINIA MEDICAL DIRECTOR	(i) (ii)	183,551 ------------- 0	25,235 ------------- 0	0 ------------- 0	5,507 ------------- 0	8,495 ------------- 0	222,788 ------------- 0	0 ------------- 0
26ANNE JERNIGAN DIRECTOR	(i) (ii)	176,666 ------------- 0	19,003 ------------- 0	0 ------------- 0	5,300 ------------- 0	12,515 ------------- 0	213,484 ------------- 0	0 ------------- 0
27THOMAS MAGRINO ASSOCIATE VICE PRESIDENT	(i) (ii)	149,194 ------------- 0	36,110 ------------- 0	1,586 ------------- 0	4,507 ------------- 0	14,622 ------------- 0	206,019 ------------- 0	0 ------------- 0
28DARLA BURTON DIRECTOR	(i) (ii)	168,136 ------------- 0	17,449 ------------- 0	0 ------------- 0	5,044 ------------- 0	13,514 ------------- 0	204,143 ------------- 0	0 ------------- 0
29KAREN LUMSDEN ADVANCED PRACTICE PROVIDER	(i) (ii)	163,404 ------------- 0	17,757 ------------- 0	0 ------------- 0	0 ------------- 0	22,829 ------------- 0	203,990 ------------- 0	0 ------------- 0
30RENUKA GUPTA VICE PRESIDENT	(i) (ii)	128,946 ------------- 0	61,000 ------------- 0	4,085 ------------- 0	3,989 ------------- 0	969 ------------- 0	198,989 ------------- 0	0 ------------- 0
31TONJA THIGPEN SVP & CNO	(i) (ii)	113,370 ------------- 0	40,000 ------------- 0	4,877 ------------- 0	0 ------------- 0	5,612 ------------- 0	163,859 ------------- 0	0 ------------- 0
32MARIE FREDRICK RT R CRA MJ FORMER VICE PRESIDENT (THRU 6/22)	(i) (ii)	0 ------------- 0	0 ------------- 0	127,968 ------------- 0	0 ------------- 0	0 ------------- 0	127,968 ------------- 0	0 ------------- 0

Schedule J (Form 990) 2023

Page 3

Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.

Return Reference	Explanation
PART I, LINE 1A	PART I, LINE 1A - TRUSTEES WHO ARE UNCOMPENSATED VOLUNTEERS TRAVELING FOR BUSINESS RELATED REASONS ON BEHALF OF THE ORGANIZATION ARE REIMBURSED FOR THE COST OF SPOUSAL TRAVEL. REIMBURSEMENTS PAID FOR SPOUSAL TRAVEL ARE REIMBURSED AND REPORTED AS INCOME ON A FORM 1099 IN THE YEAR PAID. EXECUTIVES WHO ARE TRAVELING FOR BUSINESS RELATED REASONS ON BEHALF OF THE ORGANIZATION ARE REIMBURSED FOR THE COST OF SPOUSAL MEALS PROVIDED AND THE AMOUNT IS REPORTED AS INCOME ON THE EXECUTIVE'S W-2.
PART I, LINE 4B	XAVIER RICHARDSON RECEIVED A 457(F) DISTRIBUTION OF $161,732. KATHRYN WALL RECEIVED A 457(F) DISTRIBUTION OF $138,805. STEPHEN MANDELL RECEIVED A 457(F) DISTRIBUTION OF $46,511. EILEEN DOHMANN RECEIVED A 457(F) DISTRIBUTION OF $207,704. RICHARD LEWIS RECEIVED A 457(F) DISTRIBUTION OF $20,396. LAUREN BLALOCK RECEIVED A 457(F) DISTRIBUTION OF $29,668. ALAN EDWARDS RECEIVED A 457(F) DISTRIBUTION OF $29,743.
PART I, LINE 7	PART I, LINE 7 - ALL EXECUTIVES HAVE AS A PART OF THEIR COMPENSATION A VARIABLE COMPONENT SUCH THAT THEY ARE ELIGIBLE TO RECEIVE A PERCENTAGE OF THEIR BASE PAY AS AN INCENTIVE FOR THE ACHIEVEMENT OF INDIVIDUAL AND CORPORATE GOALS AND OBJECTIVES.

Schedule J (Form 990) 2023

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990)

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.
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2023

Open to Public
Inspection

Name of the organization

MARY WASHINGTON HEALTHCARE

Employer identification number

54-1240646

Return Reference	Explanation
FORM 990, PART VI, SECTION B, LINE 11B	MANAGEMENT COMPLETES A DRAFT OF THE INTERNAL REVENUE SERVICE (IRS) FORM 990 INFORMATION RETURN FOR MARY WASHINGTON HEALTHCARE AND ITS SUBSIDIARIES. THIS DRAFT IS SUBMITTED TO THE FINANCE COMMITTEE OF THE ORGANIZATION'S BOARD OF TRUSTEES. THE FORM 990 AND UNDERLYING INFORMATION ARE PRESENTED TO AND REVIEWED BY THIS COMMITTEE. IF THE CONTENTS OF THE 990 RETURN ARE DEEMED ACCURATE AND ACCEPTABLE BY THE COMMITTEE, THIS BODY RECOMMENDS ACCEPTANCE OF THE RETURN BY THE FULL BOARD OF TRUSTEES. THE FORM 990 RETURN IS SUBSEQUENTLY PRESENTED TO AND REVIEWED BY THE ORGANIZATION'S BOARD OF TRUSTEES. IF DEEMED ACCURATE AND ACCEPTABLE THE BOARD ACCEPTS THE RETURN THROUGH A FORMAL MOTION. AS PART OF THIS PROCESS, THE DRAFT RETURN IS POSTED ON THE BOARD'S WEBSITE WHERE IT REMAINS AVAILABLE FOR REVIEW EVEN AFTER FORMAL ACCEPTANCE BY THE BOARD. THE FORM 990 RETURN IS ALSO AVAILABLE TO MEMBERS OF THE BOARD OF TRUSTEES AS WELL AS THE GENERAL PUBLIC ON MARY WASHINGTON HEALTHCARE'S WEBSITE (WWW.MWHC.COM).
FORM 990, PART VI, SECTION B, LINE 12C	EVERY TRUSTEE AND EXECUTIVE IS REQUIRED TO DISCLOSE ANY AND ALL CONFLICTS. THE DISCLOSURES ARE MADE ANNUALLY AND SUBMITTED TO THE MARY WASHINGTON HEALTHCARE CHIEF COMPLIANCE OFFICER (CCO). THE CCO PRESENTS ALL CONFLICTS TO THE ENTERPRISE RISK MANAGEMENT COMMITTEE OF THE BOARD OF TRUSTEES. THE CHAIRMAN OF THE ENTERPRISE RISK MANAGEMENT COMMITTEE REPORTS ALL CONFLICTS TO THE FULL BOARD. CONFLICTS ARE CONTINUALLY AND ACTIVELY MANAGED. AT EACH MEETING, THE CHAIR ASKS IF ANYONE AT THE MEETING HAS A CONFLICT TO DISCLOSE. INDIVIDUALS WITH CONFLICTS DISCLOSE THEIR CONFLICTS AND THE RELATED TOPIC. THE INDIVIDUAL THEN RECUSES HIM/HERSELF FROM ANY DECISION RELATED TO THAT TOPIC. THE CONFLICT OF INTERESTS POLICY IS REVIEWED ANNUALLY BY THE BOARD OF TRUSTEES.
FORM 990, PART VI, SECTION B, LINE 15	MARY WASHINGTON HEALTHCARE UTILIZES AN EXECUTIVE COMPENSATION COMMITTEE WITH THE PURPOSE AND AUTHORITY TO ESTABLISH PROCESSES TO ENSURE FAIR AND COMPLETE COMPENSATION FOR THE CEO AND EXECUTIVE LEADERSHIP. IN ORDER TO ENSURE COMPENSATION PAID IS SET AT FAIR MARKET VALUE, THE EXECUTIVE COMPENSATION COMMITTEE UTILIZES COMPENSATION SURVEY DATA AND FORM 990 INFORMATION FROM COMPARABLE HEALTH SYSTEMS AND THE SERVICES OF AN INDEPENDENT COMPENSATION CONSULTANT. SUCH INDEPENDENT THIRD PARTY DATA PROVIDES ASSURANCE THAT EXECUTIVE COMPENSATION IS COMMERCIALLY REASONABLE AND AT A FAIR MARKET VALUE.
FORM 990, PART VI, SECTION C, LINE 19	GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST.
FORM 990, PART IX, LINE 11G	CONTRACT PERSONNEL: PROGRAM SERVICE EXPENSES 2,949,532. MANAGEMENT AND GENERAL EXPENSES 31,133. FUNDRAISING EXPENSES 12,872. TOTAL EXPENSES 2,993,537. CONSULTING SERVICES: PROGRAM SERVICE EXPENSES 6,450,307. MANAGEMENT AND GENERAL EXPENSES 68,084. FUNDRAISING EXPENSES 28,150. TOTAL EXPENSES 6,546,541. BILLING AND COLLECTION SERVICES: PROGRAM SERVICE EXPENSES 1,665,295. MANAGEMENT AND GENERAL EXPENSES 17,577. FUNDRAISING EXPENSES 7,268. TOTAL EXPENSES 1,690,140. ASP SERVICES: PROGRAM SERVICE EXPENSES 6,836,444. MANAGEMENT AND GENERAL EXPENSES 72,160. FUNDRAISING EXPENSES 29,835. TOTAL EXPENSES 6,938,439. MISCELLANEOUS SERVICES: PROGRAM SERVICE EXPENSES 224,123. MANAGEMENT AND GENERAL EXPENSES 2,366. FUNDRAISING EXPENSES 978. TOTAL EXPENSES 227,467. STORAGE SERVICES: PROGRAM SERVICE EXPENSES 79,316. MANAGEMENT AND GENERAL EXPENSES 837. FUNDRAISING EXPENSES 346. TOTAL EXPENSES 80,499. WASTE DISPOSAL SERVICES: PROGRAM SERVICE EXPENSES 26,568. MANAGEMENT AND GENERAL EXPENSES 280. FUNDRAISING EXPENSES 116. TOTAL EXPENSES 26,964. MAINTENANCE CONTRACTS: PROGRAM SERVICE EXPENSES 592,130. MANAGEMENT AND GENERAL EXPENSES 6,250. FUNDRAISING EXPENSES 2,584. TOTAL EXPENSES 600,964. PHYSICIAN SERVICES: PROGRAM SERVICE EXPENSES 1,309,556. MANAGEMENT AND GENERAL EXPENSES 13,823. FUNDRAISING EXPENSES 5,715. TOTAL EXPENSES 1,329,094.
FORM 990, PART XI, LINE 9:	MINIMUM PENSION LIABILITY 10,040,776. INCOME (LOSS) OF SUBSIDIARIES 41,614,071. INCOME (LOSS) ATTRIBUTABLE TO NONCONTROLLING INTEREST -11,184,383.
FORM 990, PART XII, LINE 2C	RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT AND SELECTION OF AUDITORS RESTS WITH THE FINANCE COMMITTEE OF THE BOARD OF TRUSTEES
FORM 990, PART III, LINE 1 - ORG. MISSION	PROVISION OF HEALTH CARE. MARY WASHINGTON HEALTHCARE WAS ORGANIZED TO ACT AS THE PARENT CORPORATION IN THE MARY WASHINGTON HEALTHCARE AFFILIATED GROUP, AND TO ENGAGE IN SUCH ACTIVITIES FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF, AND TO CARRY OUT THE PURPOSE OF MARY WASHINGTON HOSPITAL, STAFFORD HOSPITAL AND ITS AFFILIATED ORGANIZATIONS IN THE SYSTEM.
FORM 990, SCHEDULE R	ABBREVIATIONS: MWHC - MARY WASHINGTON HEALTHCARE MWHA - MARY WASHINGTON HEALTH ALLIANCE MPI - MEDICORP PROPERTIES, INC. MWHC CLINICAL - MARY WASHINGTON HEALTHCARE CLINICAL SERVICES, INC. MWHC SERVICES, INC. - MARY WASHINGTON HEALTHCARE SERVICES, INC. MEDIDOCTORS H.C. - MEDIDOCTORS HOLDING COMPANY
UNRELATED BUSINESS INCOME	MWHC AS A PART OF ITS MISSION PROVIDES STRATEGIC PLANNING AND DIRECTION FOR ALL OF ITS AFFILIATES. IRS REGULATIONS TREAT MANAGEMENT FEES RECEIVED FROM TAXABLE SUBSIDIARIES AS UNRELATED BUSINESS INCOME. AS A RESULT, THE REVENUE REPORTED ON LINE 7A IS INCOME FROM TAXABLE SUBSIDIARIES FOR PROVISION OF MANAGEMENT FEES AND LOSS SUSTAINED IS A RESULT FROM ALLOCATIONS OF CORPORATE SERVICES PROVIDED IN EXCESS OF THE REVENUE RECEIVED.

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

Cat. No. 51056K

Schedule O (Form 990) 2023

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.
Attach to Form 990.
Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2023

Open to Public Inspection

Name of the organization

MARY WASHINGTON HEALTHCARE

Employer identification number

54-1240646

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) MWHC SIR LLC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 45-2931630	MEDICAL MALPRACTICE SELF-INSURANCE SYSTEM	VA	3,869,306	0	MWHC
(2) MARY WASHINGTON HEALTH ALLIANCE LLC 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 46-3055639	PHYSICIAN'S NETWORK	VA	8,421,601	7,614,732	MWHC

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)STAFFORD HOSPITAL LLC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 13-4316364	HOSPITAL SERVICES	VA	501(C)(3)	LINE 3	MWHC	Yes
(2)MARY WASHINGTON HEALTHCARE PHYSICIANS 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 26-2546097	PHYSICIAN SERVICES	VA	501(C)(3)	LINE 12A, I	MWHC CLINICAL SERVICES	Yes
(3)MARY WASHINGTON HOSPITAL FOUNDATION INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 52-1342371	INVESTMENT MANAGEMENT/FUNDRAISING	VA	501(C)(3)	LINE 12A, I	MARY WASHINGTON HOSPITAL INC	Yes
(4)MARY WASHINGTON HOSPITAL INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 54-0519577	HOSPITAL SERVICES	VA	501(C)(3)	LINE 3	MWHC	Yes
(5)MARY WASHINGTON HEALTHCARE CLINICAL SERVICES INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 54-1552324	AMBULATORY HEALTH CARE SERVICES	VA	501(C)(3)	LINE 12A, I	MWHC	Yes
(6)STAFFORD HOSPITAL FOUNDATION INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 64-0963570	INVESTMENT MANAGEMENT/FUNDRAISING	VA	501(C)(3)	LINE 12A, I	STAFFORD HOSPITAL LLC	Yes
(7)MEDICORP PROPERTIES INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 52-1342372	PROPERTY MANAGEMENT SERVICES	VA	501(C)(3)	LINE 12A, I	MWHC	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2023

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) FREDERICKSBURG AMBULATORY SURGERY CENTER 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 56-2322548	SURGERY CTR	VA	MWHC CLINICAL SERVICES INC	RELATED	2,316,213	356,632		No		Yes		62.130 %
(2) MEDICAL IMAGING OF FREDERICKSBURG 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 54-1364028	IMAGING	VA	MWHC CLINICAL SERVICES INC	RELATED	8,825,480	3,924,144		No		Yes		51.000 %
(3) COWAN INVESTMENT PARTNERS LLC 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 65-1294835	REAL ESTATE	VA	MEDICORP PROPERTIES INC	RELATED	24,627	40,025		No			No	12.500 %
(4) SPOTSYLVANIA PARKWAY MEDICAL PLAZA LLC 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 26-2656396	REAL ESTATE	VA	MEDICORP PROPERTIES INC	RELATED	221,602	-679,633		No			No	42.780 %
(5) COMMONWEALTH IMAGING LLC 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 05-0622704	IMAGING	VA	MWHC SERVICES INC	RELATED	2,924	40,444		No			No	33.330 %
(6) MWHC ENDOSCOPY HOLDINGS LLC 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 83-4407938	ENDOSCOPY	VA	MWHC CLINICAL SERVICES INC	RELATED	1,532,862	304,411		No		Yes		60.000 %
(7) FREDERICKSBURG ENDOSCOPY CENTER LLC 2300 FALL HILL AVE STE 418 FREDERICKSBURG,VA22401 83-4398314	ENDOSCOPY	VA	MWHC ENDOSCOPY HOLDINGS LLC	RELATED	2,576,655	508,834		No			No	51.000 %

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) FREDERICKSBURG PROFESSIONAL RISK EXCHANGE 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 33-1095356	CAPTIVE INSURANCE	VT	MWHC	C	1,173,339	14,815,420	100.000 %		No
(2) MARY WASHINGTON HEALTHCARE SERVICES INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 54-1244509	RETAIL MEDICAL	VA	MWHC	C	-686,850	712,894	100.000 %		No
(3) MARY WASHINGTON HEALTH PLAN INC 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 82-3693765	HEALTH MAINTENANCE	VA	MWHC	C	-3,047,471	14,841,834	100.000 %		No
(4) PINNACLE HEALTH CORPORATION 2300 FALL HILL AVE SUITE 418 FREDERICKSBURG,VA22401 31-1636492	HEALTH MANAGEMENT	VA	MWHA	C	2,327	305,832	100.000 %		No

Schedule R (Form 990) 2023

Page 3

Part V

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

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

Yes

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

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

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

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

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

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

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

g Sale of assets to related organization(s) ............................

h Purchase of assets from related organization(s) ............................

i Exchange of assets with related organization(s) ............................

j Lease of facilities, equipment, or other assets to related organization(s) .......................

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

Yes

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

Yes

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

Yes

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................

o Sharing of paid employees with related organization(s) ............................

p Reimbursement paid to related organization(s) for expenses ............................

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

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

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

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) FREDERICKSBURG AMBULATORY SURGERY CENTER	L	1,124,901	CORP BOOKS/RECORDS
(2) FREDERICKSBURG PROFESSIONAL RISK EXCHANGE	L	380,521	CORP BOOKS/RECORDS
(3) FREDERICKSBURG PROFESSIONAL RISK EXCHANGE	M	340,670	CORP BOOKS/RECORDS
(4) MARY WASHINGTON EYE CARE CENTER	L	101,024	CORP BOOKS/RECORDS
(5) MARY WASHINGTON HOSPITAL	L	89,390,792	CORP BOOKS/RECORDS
(6) MEDICAL IMAGING OF FREDERICKSBURG	L	1,048,629	CORP BOOKS/RECORDS
(7) MEDICORP PROPERTIES INC	L	1,517,969	CORP BOOKS/RECORDS
(8) MEDICORP PROPERTIES INC	K	3,235,836	CORP BOOKS/RECORDS
(9) MWH FOUNDATION	L	597,797	CORP BOOKS/RECORDS
(10) SHC FOUNDATION	L	142,712	CORP BOOKS/RECORDS
(11) STAFFORD HOSPITAL	L	21,395,621	CORP BOOKS/RECORDS
(12) MARY WASHINGTON HEALTHCARE CLINICAL SERVICES INC	L	1,022,757	CORP BOOKS/RECORDS
(13) MARY WASHINGTON HEALTHCARE PHYSICIANS	L	2,537,965	CORP BOOKS/RECORDS
(14) MARY WASHINGTON URGENT CARE	L	251,469	CORP BOOKS/RECORDS

Schedule R (Form 990) 2023

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) 2023

Page 5

Part VII

Supplemental Information

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

Return Reference	Explanation

Schedule R (Form 990) 2023

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: OUR MISSION IS TO IMPROVE THE HEALTH OF THE PEOPLE IN THE COMMUNITIES WE SERVE.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	15
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	13
5	Total number of individuals employed in calendar year 2023 (Part V, line 2a) ......	5	778
6	Total number of volunteers (estimate if necessary) .............	6	15
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	622,305
b	Net unrelated business taxable income from Form 990-T, Part I, line 11 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	367,697	289,246
9	Program service revenue (Part VIII, line 2g) .........	128,228,513	133,212,009
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	6,400,275	4,650,295
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	134,996,485	138,151,550
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	215,016	226,865
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)	69,396,366	78,738,374
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 619,971
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	63,370,714	65,441,317
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	132,982,096	144,406,556
19	Revenue less expenses. Subtract line 18 from line 12.......	2,014,389	-6,255,006
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	548,892,209	655,215,995
21	Total liabilities (Part X, line 26).............	88,442,245	132,148,759
22	Net assets or fund balances. Subtract line 21 from line 20.....	460,449,964	523,067,236

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 142,287,115 including grants of $ 226,865 ) (Revenue $ 132,589,704 )
	AS THE PARENT CORPORATION OF THE MWHC AFFILIATED GROUP, MWHC PROVIDES STRATEGIC DIRECTION, MANAGEMENT AND CORPORATE SUPPORT SERVICES TO MEMBERS OF THE AFFILIATED GROUP.

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 expenses142,287,115

1b	Sub-Total..............
c	Total from continuation sheets to Part VII, Section A..
d	Total (add lines 1b and 1c).........	12,662,121	2,458,521	822,779

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	289,246

g	Noncash contributions included in lines 1a - 1f:$		1g

h Total. Add lines 1a-1f.......		289,246

		Business Code
2a	MANAGEMENT SERVICES REVENUE	561000	120,176,912	119,554,607	622,305
b	MWHA PHYSICIAN PROGRAMS	561000	7,695,682	7,695,682
c	AFFILIATE CAPTIVE INSURANCE	561000	3,832,585	3,832,585
d	OTHER OPERATING INCOME	561000	534,989	534,989
e	COLLECTION SERVICES	561000	318,824	318,824
f	All other program service revenue.		653,017	653,017
g	Total. Add lines 2a–2f .....		133,212,009

3 Investment income (including dividends, interest, and othersimilar amounts) ......			6,554,359			6,554,359
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
			(i) Real	(ii) Personal
6a	Gross rents	6a
b	Less: rental expenses	6b
c	Rental income or (loss)	6c
d	Net rental income or (loss).......
			(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	7a	91,116,214	19,160
b	Less: cost or other basis and sales expenses	7b	91,536,695	1,502,743
c	Gain or (loss)	7c	-420,481	-1,483,583
d	Net gain or (loss).........			-1,904,064			-1,904,064
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a
b	Less: direct expenses ...		8b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a
b	Less: direct expenses ...		9b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
			10a
b	Less: cost of goods sold ..		10b
c	Net income or (loss) from sales of inventory..

Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See instructions.....			138,151,550	132,589,704	622,305	4,650,295

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	226,865	226,865
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........	7,024,709	6,921,446	73,057	30,206
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........
7	Other salaries and wages........	54,947,301	54,139,576	571,452	236,273
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	6,425,375	6,330,922	66,824	27,629
9	Other employee benefits .......	6,140,259	6,049,997	63,859	26,403
10	Payroll taxes ...........	4,200,730	4,138,979	43,688	18,063
11	Fees for services (non-employees):
a	Management ......	525,891	518,161	5,469	2,261
b	Legal .........	1,209,316	1,191,539	12,577	5,200
c	Accounting ...........	208,391	205,328	2,167	896
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	362,005	356,683	3,765	1,557
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	20,433,645	20,133,271	212,510	87,864
12	Advertising and promotion ....	2,358,063	2,323,399	24,524	10,140
13	Office expenses .......	3,616,700	3,563,534	37,614	15,552
14	Information technology ......	16,872,558	16,624,531	175,475	72,552
15	Royalties ..
16	Occupancy ...........	3,445,202	3,394,558	35,830	14,814
17	Travel ............	874,371	861,518	9,093	3,760
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........	603,828	594,952	6,280	2,596
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..	11,014,406	10,852,494	114,550	47,362
23	Insurance ...	3,696,620	3,642,280	38,445	15,895
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	LICENSES & PERMITS	185,010	182,290	1,924	796
b	REPAIRS & MAINTENANCE	35,311	34,792	367	152
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	144,406,556	142,287,115	1,499,470	619,971
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 ........			36,465,001	1	49,576,998
2	Savings and temporary cash investments .........			16,958,188	2	884,083
3	Pledges and grants receivable, net ......				3
4	Accounts receivable, net .............			21,055,555	4	29,719,984
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 .......
					5
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) ...
					6
7	Notes and loans receivable, net ...........				7
8	Inventories for sale or use ............			1,616,337	8	1,221,864
9	Prepaid expenses and deferred charges ......			11,973,168	9	12,227,937
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	153,294,130
b	Less: accumulated depreciation	10b	128,581,869	34,744,239	10c	24,712,261
11	Investments—publicly traded securities .			198,643,220	11	259,693,823
12	Investments—other securities. See Part IV, line 11 .....			227,436,501	12	277,179,045
13	Investments—program-related. See Part IV, line 11 ..				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........				15
16	Total assets. Add lines 1 through 15 (must equal line 33)...			548,892,209	16	655,215,995

17	Accounts payable and accrued expenses .....	31,090,444	17	43,803,067
18	Grants payable ...		18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
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 .........
			22
23	Secured mortgages and notes payable to unrelated third parties ..	30,170,952	23	76,961,076
24	Unsecured notes and loans payable to unrelated third parties ..		24
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	27,180,849	25	11,384,616
26	Total liabilities. Add lines 17 through 25..	88,442,245	26	132,148,759

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	441,526,576	27	505,122,338
28	Net assets with donor restrictions ...........	18,923,388	28	17,944,898
	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 ...........	460,449,964	32	523,067,236
33	Total liabilities and net assets/fund balances ........	548,892,209	33	655,215,995