Form 990 for tax year 2022

Revenue

Part VIII, the statement of revenue.

• 1e · Government grants (contributions)

  $114,878

• 1f · All other contributions, gifts and grants

  $19,738

• 2a · Program service revenue: Net Patient Revenue

  total $15,973,286 · related or exempt $15,973,286

• 2b · Program service revenue: Carilion Patient Transportation

  total $12,144,629 · related or exempt $12,144,629

• 2c · Program service revenue: Management Fees

  total $340,680,824 · related or exempt $340,680,824

• 2d · Program service revenue: Affiliate Insurance Premium Revenue

  total $8,489,151 · related or exempt $8,489,151

• 2e · Program service revenue: Research Income

  total $45,280 · related or exempt $45,280

• 2f · All other program service revenue

  total $3,112 · related or exempt $3,112 · unrelated business $0 · excluded $0

• 3 · Investment income

  total $4,588,582 · unrelated business -$10,932 · excluded $4,599,514

• 6c · Rental income or loss

  real property $0 · personal property $0

• 7a · Gross sales of assets other than inventory

  securities $106,633,068 · other assets $1,292,171

• 7b · Less cost or other basis and sales expenses

  securities $106,854,354 · other assets $2,162,812

• 7c · Gain or loss

  securities -$221,286 · other assets -$870,641

• 7d · Net gain or loss

  total -$1,091,926 · excluded -$1,091,926

• 11a · Other revenue: Purchase Discounts

  total $850,402 · related or exempt $850,402

• 11b · Other revenue: Health Education Support

  total $320,829 · related or exempt $320,829

• 11c · Other revenue: HIM Operations

  total $168,676 · related or exempt $168,676

• 11d · All other revenue

  total $295,092 · related or exempt $295,092 · unrelated business $0 · excluded $0

• 11e · Other revenue, total

  $1,634,999

Functional expenses

Part IX, the statement of functional expenses.

• 5 · Compensation of officers, directors and key employees

  total $9,486,516 · program services $2,327,944 · management and general $7,158,572

• 6 · Compensation of disqualified persons

  total $320,009 · program services $320,009

• 7 · Other salaries and wages

  total $167,863,770 · program services $165,335,756 · management and general $2,528,014

• 8 · Pension plan contributions

  total $5,534,421 · program services $5,438,894 · management and general $95,527

• 9 · Other employee benefits

  total $22,371,363 · program services $20,808,184 · management and general $1,563,179

• 10 · Payroll taxes

  total $12,142,695 · program services $11,506,656 · management and general $636,039

• 11a · Fees: management

  total $1,524,479 · management and general $1,524,479

• 11b · Fees: legal

  total $902,757 · management and general $902,757

• 11c · Fees: accounting

  total $898,661 · management and general $898,661

• 11d · Fees: lobbying

  total $83,193 · program services $83,193

• 11f · Fees: investment management

  total $1,458,154 · management and general $1,458,154

• 11g · Fees: other

  total $49,984,853 · program services $49,266,252 · management and general $718,601 · fundraising $0

• 12 · Advertising and promotion

  total $2,557,258 · program services $2,556,210 · management and general $1,048

• 13 · Office expenses

  total $7,799,704 · program services $6,066,313 · management and general $1,733,391

• 14 · Information technology

  total $50,243,435 · program services $50,243,435

• 16 · Occupancy

  total $13,656,009 · program services $13,287,054 · management and general $368,955

• 17 · Travel

  total $820,011 · program services $665,336 · management and general $154,675

• 20 · Interest

  total $12,973 · program services $12,973

• 22 · Depreciation, depletion and amortization

  total $13,035,579 · program services $13,035,579

• 23 · Insurance

  total $3,204,607 · program services $966,901 · management and general $2,237,706

• 24a · Other expenses: Dues & Subscriptions

  total $3,048,929 · program services $1,075,164 · management and general $1,973,765

• 24b · Other expenses: Recruitment

  total $2,106,792 · program services $2,101,363 · management and general $5,429

• 24c · Other expenses: Education & Training

  total $2,049,816 · program services $2,048,022 · management and general $1,794

• 24d · Other expenses: Bad Debt

  total $1,402,854 · program services $1,402,854

• 24e · All other expenses

  total $3,516,181 · program services $3,109,770 · management and general $406,411 · fundraising $0

Balance sheet

Part X, book values.

• 1 · Cash, non-interest-bearing

  beginning of year $3,420 · end of year $2,070

• 2 · Savings and temporary cash investments

  beginning of year $107,757,420 · end of year $18,585,409

• 4 · Accounts receivable

  beginning of year $2,315,467 · end of year $4,621,907

• 5 · Loans and receivables from officers and key people

  beginning of year $0 · end of year $0

• 6 · Loans and receivables from disqualified persons

  beginning of year $0 · end of year $0

• 8 · Inventories for sale or use

  beginning of year $7,583,989 · end of year $5,048,110

• 9 · Prepaid expenses and deferred charges

  beginning of year $22,047,961 · end of year $27,184,588

• 10a · Land, buildings and equipment: cost or other basis

  $221,054,481

• 10b · Land, buildings and equipment: accumulated depreciation

  $181,647,749

• 10c · Land, buildings and equipment, net

  beginning of year $33,212,408 · end of year $39,406,732

• 11 · Investments: publicly traded securities

  beginning of year $109,833,728 · end of year $140,011,528

• 12 · Investments: other securities

  beginning of year $67,995,962 · end of year $124,978,056

• 13 · Investments: program-related

  beginning of year $608,170,024 · end of year $749,883,901

• 15 · Other assets

  beginning of year $36,597,085 · end of year $21,287,856

• 17 · Accounts payable and accrued expenses

  beginning of year $108,292,180 · end of year $87,721,360

• 18 · Grants payable

  beginning of year $91,000 · end of year $69,091

• 19 · Deferred revenue

  beginning of year $763,992 · end of year $641,164

• 22 · Loans and payables to officers and key people

  beginning of year $0 · end of year $0

• 25 · Other liabilities

  beginning of year $61,574,086 · end of year $68,467,866

• 27 · Net assets without donor restrictions

  beginning of year $824,796,206 · end of year $974,110,676

The filer's explanations (Part III)

Schedule J, Part I, Line 1a Tax indemnification and gross-up payments

EMPLOYEES ARE OCCASIONALLY PROVIDED SMALL GIFTS, PRIZES OR AWARDS WHICH MAY BE INCLUDED IN TAXABLE COMPENSATION AT AMOUNTS GROSSED UP FOR TAXES. DURING THE REPORTING PERIOD Mr. Perry, Dr. Morgan, and Ms. Smith-Hamilton RECEIVED SUCH BENEFIT.

Schedule J, Part I, Line 1a Health or social club dues or initiation fees

Directors of Carilion Clinic and its related hospital and foundation organizations are offered a free family or individual membership to a health club owned by a related organization if they choose to accept it. Mr. Arner received this benefit and the value was included in taxable compensation from the organization.

Schedule J, Part I, Line 1b Written policy regarding payment or reimbursement of expenses

Provision of the health club benefit is documented in Board meeting minutes and Carilion internally tracks the memberships and pays the health club directly. MANAGEMENT MAKES TAX GROSS-UP DECISIONS AT ITS DISCRETION FOR NON-ROUTINE SMALL GIFTS, PRIZES OR AWARDS CONSIDERING IRS REQUIREMENTS, AMOUNT, AND NON-CASH STATUS.

Schedule J, Part I, Line 3 Arrangement used to establish the top management official's compensation

The organization has a single member, Carilion Clinic, a charitable tax-exempt organization which serves as the parent company of the Carilion Clinic integrated health care delivery system. Executive compensation, including that of the organization's Chief Executive Officer, is reviewed annually by the Carilion Clinic Board of Directors Compensation Committee. This Committee is made up of independent Board Members of Carilion Clinic who do not have a conflict of interest with any of the executives being reviewed. In addition, the Compensation Committee annually reviews the compensation philosophy for all executive leaders, including the CEO. This review included review of a comprehensive report from an independent, outside compensation consultant specializing in healthcare organizations for select positions and the prior year's report on all of the reviewed positions. The reports reviewed by the Committee included a comparison of total compensation and each element thereof, including base salary, bonus, 'at-risk other cash compensation, and benefits, including deferred and retirement benefits. Compensation was compared to both a national and regional peer group of organizations similar in size and structure to the organization, the list of which was reviewed by the Compensation Committee. The Compensation Committee maintained minutes of its meetings, setting forth the deliberations and decisions of the Committee regarding the compensation of these executives.

Schedule J, Part I, Line 4a Severance or change-of-control payment

Patrice Weiss - $1,558,223.

Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan

Ms. Armentrout, Mr. Arner, Mr. Bishop, Mr. Conte, Mr. Halliwill, Mr. Hudgins, Dr. Morgan, Mr. Perry, Mr. Vaughan, and Dr. Weiss participate in a Defined Contribution Supplemental Executive Retirement Plan (DC SERP). Contributions to the plan are at the discretion of Carilion Clinic's Compensation Committee. Amounts vest and become non-forfeitable and payable upon the first of the following (1) attainment of scheduled vesting date (2) attainment of age and years of service requirements (3) disability or death while an eligible employee or (4) entitlement to severance benefits from an involuntary termination without reasonable cause or resignation with good reason. Unvested contributions made to the DC SERP in the reporting period are included in Part II, Column C of this schedule with "retirement and other deferred compensation," while vested contributions paid out during the year are included in Part II, Column B(iii). The following distributions were made to these individuals under this plan in the reporting year. Deferred in prior year and paid out in current year: $165,519 - Patrice Weiss $113,415 - Donald Halliwill $605,762 - Jeanne Armentrout $73,054 - Steven Arner $19,258 - G. Robert Vaughan, Jr. $18,378 - Stephen Morgan $21,574 - R. Keith Perry $60,115 - Nicholas Conte $2,259 - Paul Hudgins Vested and paid in current year: $40,484 - Nathaniel Bishop $136,954 - Jeanne Armentrout Ms. Agee participates in an Executive Flexible Benefit Plan, under which she receives an allowance which can be used to obtain certain benefits, with the excess deferred until the applicable vesting date. Amounts now received under this plan vest immediately and thus are no longer deferred. $245,365 was distributed under this plan in the reporting year.

Schedule J, Part I, Line 7 Non-fixed payments

The organization pays annual 'at-risk' compensation to certain members of management based on performance of an applicable scorecard. While the scorecard contains a formula as a basis for determining overall performance, in certain cases, senior managers have discretion to include additional elements in their assessment of managers reporting to them. In addition, for top management, the actual non-fixed payment awarded is in the discretion of the Carilion Clinic Board of Directors and its Compensation Committee.

Disregarded entities

Part I: entities that legally are the filer and file no return of their own.

• BLUE RIDGE INDEMNITY COMPANY LLC

  INSURANCE · VT · income $15,331,178 · assets $82,564,267

  Directly controlled by CARILION SERVICES INC

• CARILION CLINIC PATIENT TRANSPORTATION LLC

  TRANSPORTATION · VA · income $11,247,325 · assets $4,640,136

  Directly controlled by CARILION SERVICES INC

• CARILION PROFESSIONAL SERVICES LLC

  HEALTHCARE · VA · income $15,790,292 · assets $220,087

  Directly controlled by CARILION SERVICES INC

Related partnerships

Part III: related organizations taxable as a partnership, with the filer's share.

• FRANKLIN COUNTY VENTURES LLC

  N/A · REAL ESTATE · VA

  Directly controlled by NA

• CARILION CLINIC MEDICARE SHARED SAVINGS COMPANY LLC

  N/A · MEDICARE ACO · VA

  Directly controlled by NA

• ROANOKE AMBULATORY SURGERY CENTER LLC

  N/A · SURGERY CENTER · VA

  Directly controlled by NA

• SOUTHWEST VIRGINIA HEALTH PROPERTIES LLC

  N/A · REAL ESTATE · VA

  Directly controlled by NA

• RAVEN ASSET-BASED OPPORTUNITY FUND IV LP

  N/A · Investments · DE

  Directly controlled by NA

• STARWOOD VEP II CO-INVEST LLC

  N/A · INVESTMENTS · DE

  Directly controlled by NA

• TI PLATFORM CC SMA LP

  N/A · INVESTMENTS · DE

  Directly controlled by NA

• TI FBV GR LP

  N/A · INVESTMENTS · DE

  Directly controlled by NA

• TI Platform DCI SPV LP

  N/A · INVESTMENTS · DE

  Directly controlled by NA

• Transpose Platform Zippedi SPV LP

  N/A · Investments · DE

  Directly controlled by NA

• Transpose Platform Gorgias SPV LP

  N/A · Investments · DE

  Directly controlled by NA

• Transpose Platform Fintech Fund II LP

  N/A · Investments · DE

  Directly controlled by NA

• Opera Investment Two SCSP

  N/A · Investments · LU

  Directly controlled by NA

Related corporations and trusts

Part IV: related organizations taxable as a corporation or trust.

• CHS INC

  C Corporation · SERVICES · VA · 100% owned · share of income $77,840,976 · share of assets $826,651,085 · controlled entity

  Directly controlled by CARILION SERVICES INC

• CARILION BEHAVIORAL HEALTH INC

  C Corporation · HEALTHCARE · VA · 100% owned · share of income $1,025,449 · share of assets $136,286 · controlled entity

  Directly controlled by CHS INC

• CARILION EMERGENCY SERVICES INC

  C Corporation · HEALTHCARE · VA · 100% owned · share of income $14,191,814 · share of assets $4,344,397 · controlled entity

  Directly controlled by CHS INC

• SCA CREDIT SERVICES INC

  C Corporation · COLLECTION AGENCY · VA · 100% owned · share of income $619,813 · share of assets $321,587 · controlled entity

  Directly controlled by CHS INC

• CARILION HEALTHCARE CORPORATION

  C Corporation · HEALTHCARE · VA · 100% owned · share of income $156,101,154 · share of assets $57,742,412 · controlled entity

  Directly controlled by CHS INC

• MEDKEY INC

  C Corporation · FINANCING SERVICES · VA · 100% owned · share of income $216,130 · share of assets $128,751 · controlled entity

  Directly controlled by CHS INC

• CARILION DTC SERVICES INC

  C Corporation · HEALTHCARE · VA · 100% owned · share of income $55,480 · share of assets $19,598 · controlled entity

  Directly controlled by CHS INC

• SPROTT PRIVATE RESOURCE LENDING (C-CO-INVEST) LP

  C Corporation · INVESTMENTS · CA · controlled entity

  Directly controlled by NA