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Nonprofiteer
← SENTARA HEALTH PLANS

Form 990 for tax year 2023

Filed by SENTARA HEALTH PLANS.

Totals

Total revenue
$5,248,218,502
Total expenses
$5,167,629,017
Contributions and grants received
$0
Grants paid
$0
Program services expenses (Part IX)
$5,066,020,559
Management and general expenses
$101,608,458
Fundraising expenses
$0
Program service expenses (Part III)
$5,066,020,559

Program services were 98.0% of total expenses calculated — Part IX's program-services column over total expenses, both as filed.

Listed in Part VII

  • COLIN DROZDOWSKI

    DIRECTOR/PRESIDENT

    Total calculated
    $1,711,423
    From this org
    $841,906
    From related orgs
    $672,324
    Other
    $197,193
    Hours/week
    22 + 19 related

    Schedule J breakdown matched by us

    Base
    $506,600 + $404,558 related
    Bonus
    $271,271 + $216,630 related
    Other
    $64,035 + $51,136 related
    Deferred
    $92,190 + $73,620 related
    Nontaxable benefits
    $17,449 + $13,934 related
    Filer's total
    $951,545 + $759,878 related

  • ROBERT C FORT

    DIRECTOR/CHAIR

    Total calculated
    $0
    Hours/week
    1 + 1 related

  • CATHIE J VICK

    DIRECTOR

    Total calculated
    $0
    Hours/week
    1 + 1 related

  • FREDERICK C COBLE

    DIRECTOR

    Total calculated
    $0
    Hours/week
    1 + 1 related

  • G WILKINS HUBBARD II MD

    DIRECTOR

    Total calculated
    $296,997
    From this org
    $0
    From related orgs
    $263,478
    Other
    $33,519
    Hours/week
    1 + 41 related

    Schedule J breakdown matched by us

    Base
    $0 + $263,478 related
    Bonus
    $0
    Other
    $0
    Deferred
    $0 + $33,496 related
    Nontaxable benefits
    $0 + $23 related
    Filer's total
    $0 + $296,997 related

  • J LES HALL

    DIRECTOR

    Total calculated
    $2,077
    From this org
    $0
    From related orgs
    $2,077
    Other
    $0
    Hours/week
    1 + 3.2 related

  • JEFFERY O SMITH ED D

    DIRECTOR

    Total calculated
    $44,191
    From this org
    $0
    From related orgs
    $44,191
    Other
    $0
    Hours/week
    1 + 3.8 related

  • DENNIS A MATHEIS

    DIRECTOR

    Total calculated
    $5,808,561
    From this org
    $0
    From related orgs
    $5,723,707
    Other
    $84,854
    Hours/week
    1 + 46 related

    Schedule J breakdown matched by us

    Base
    $0 + $2,115,675 related
    Bonus
    $0 + $2,319,360 related
    Other
    $0 + $1,288,672 related
    Deferred
    $0 + $53,706 related
    Nontaxable benefits
    $0 + $31,148 related
    Filer's total
    $0 + $5,808,561 related

  • JAMES M REPP

    DIRECTOR

    Total calculated
    $0
    Hours/week
    1 + 40 related

  • EARL J BARNES II

    SECRETARY

    Total calculated
    $1,238,374
    From this org
    $0
    From related orgs
    $1,094,606
    Other
    $143,768
    Hours/week
    1 + 48 related

    Schedule J breakdown matched by us

    Base
    $0 + $739,648 related
    Bonus
    $0 + $225,826 related
    Other
    $0 + $129,132 related
    Deferred
    $0 + $113,312 related
    Nontaxable benefits
    $0 + $30,456 related
    Filer's total
    $0 + $1,238,374 related

  • JOHN E DEGRUTTOLA

    SR. VP SALES & MKTING

    Total calculated
    $900,603
    From this org
    $435,063
    From related orgs
    $347,431
    Other
    $118,109
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $433,790 + $346,415 related
    Bonus
    $0
    Other
    $1,273 + $1,016 related
    Deferred
    $48,906 + $39,056 related
    Nontaxable benefits
    $16,762 + $13,385 related
    Filer's total
    $500,731 + $399,872 related

  • KHALED GHALEY

    SR VP, OPS

    Total calculated
    $729,358
    From this org
    $367,684
    From related orgs
    $293,625
    Other
    $68,049
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $236,255 + $188,668 related
    Bonus
    $85,416 + $68,212 related
    Other
    $46,013 + $36,745 related
    Deferred
    $18,530 + $14,797 related
    Nontaxable benefits
    $19,305 + $15,417 related
    Filer's total
    $405,519 + $323,839 related

  • KRISTYN GREIFER

    SR. VP/CMO

    Total calculated
    $637,037
    From this org
    $334,169
    From related orgs
    $266,858
    Other
    $36,010
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $293,784 + $234,608 related
    Bonus
    $39,094 + $31,219 related
    Other
    $1,291 + $1,031 related
    Deferred
    $10,262 + $8,195 related
    Nontaxable benefits
    $9,759 + $7,794 related
    Filer's total
    $354,190 + $282,847 related

  • PATRICIA DARNLEY

    SR. VP, GOV'T PROGRAMS

    Total calculated
    $1,126,733
    From this org
    $530,106
    From related orgs
    $423,330
    Other
    $173,297
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $330,810 + $264,177 related
    Bonus
    $116,342 + $92,908 related
    Other
    $82,954 + $66,245 related
    Deferred
    $78,058 + $62,336 related
    Nontaxable benefits
    $18,294 + $14,609 related
    Filer's total
    $626,458 + $500,275 related

  • ROBERT A BROERMANN

    TREASURER (THROUGH 11/23)

    Total calculated
    $2,809,597
    From this org
    $0
    From related orgs
    $2,673,690
    Other
    $135,907
    Hours/week
    1 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $1,250,127 related
    Bonus
    $0 + $1,116,632 related
    Other
    $0 + $306,931 related
    Deferred
    $0 + $106,554 related
    Nontaxable benefits
    $0 + $29,353 related
    Filer's total
    $0 + $2,809,597 related

  • SHARILYN CAMPBELL

    SR. VP/CFO/TREASURER (EFF 11/23)

    Total calculated
    $1,055,597
    From this org
    $554,101
    From related orgs
    $442,493
    Other
    $59,003
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $412,356 + $329,298 related
    Bonus
    $41,365 + $33,033 related
    Other
    $100,380 + $80,162 related
    Deferred
    $11,009 + $8,791 related
    Nontaxable benefits
    $21,797 + $17,406 related
    Filer's total
    $586,907 + $468,690 related

  • LOUIS PATALANO IV

    FORMER OFFICER

    Total calculated
    $210,875
    From this org
    $0
    From related orgs
    $210,869
    Other
    $6
    Hours/week
    0

    Schedule J breakdown matched by us

    Base
    $0
    Bonus
    $0
    Other
    $0 + $210,869 related
    Deferred
    $0
    Nontaxable benefits
    $0 + $6 related
    Filer's total
    $0 + $210,875 related

  • MICHAEL V GENTRY

    FORMER OFFICER

    Total calculated
    $2,220,921
    From this org
    $0
    From related orgs
    $2,142,866
    Other
    $78,055
    Hours/week
    0 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $676,459 related
    Bonus
    $0 + $1,177,775 related
    Other
    $0 + $288,632 related
    Deferred
    $0 + $60,636 related
    Nontaxable benefits
    $0 + $17,419 related
    Filer's total
    $0 + $2,220,921 related

Compensation is as filed in Part VII: reportable pay from this organization and from related organizations, other compensation, and hours per week. The total, marked calculated, is our sum of the three dollar columns, with a blank column counted as $0; the form itself has no total. On a Form 990-EZ the columns are Part IV's instead — compensation, contributions to benefit plans, and expense account — and the total sums those. A Schedule J breakdown is as filed: base pay, bonus, other, deferred compensation and nontaxable benefits from this organization, with any from related organizations beside each, and the filer's own total. It is shown with the Part VII listing of the same name on the same return. The form gives no key between the two, so that pairing is ours, and is marked matched by us.

Schedule J

Answered yes

  • 1a · Travel for companions
  • 1a · Tax indemnification and gross-up payments
  • 1a · Housing allowance or residence for personal use
  • 1b · Written policy on the line-1a expenses
  • 2 · Substantiation required before reimbursing expenses
  • 4a · Severance or change-of-control payment
  • 4b · Supplemental nonqualified retirement plan
  • 7 · Other non-fixed payments

Answered no

  • 4c · Equity-based compensation arrangement
  • 5a · Pay contingent on this organization's revenues
  • 5b · Pay contingent on a related organization's revenues
  • 6a · Pay contingent on this organization's net earnings
  • 6b · Pay contingent on a related organization's net earnings
  • 8 · Paid under the initial-contract exception

The filer's explanations (Part III)

PART I, LINE 1A
THE ORGANIZATION PROVIDED A HOUSING ALLOWANCE TO EXECUTIVE RECRUITS, INCLUDING THE ADDITIONAL TAXES ASSOCIATED WITH SUCH BENEFIT, ALL OF WHICH WERE TREATED AS ADDITIONAL COMPENSATION AND REPORTED ON FORM W-2 AS TAXABLE WAGES. THE ORGANIZATION PAID FOR ITS ALLOCABLE SHARE OF AN OFFICER'S COMPANION TRAVEL TO THE HEALTH SYSTEM'S BOARD RETREAT. THE COMPANION TRAVEL WAS TREATED AS ADDITIONAL COMPENSATION AND REPORTED ON FORM W-2 AS TAXABLE WAGES.
PART I, LINE 3
SENTARA HEALTH, THE 501(C)(3) TAX EXEMPT PARENT OF THE SENTARA HEALTH SYSTEM, ESTABLISHED THE COMPENSATION OF THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL THROUGH THE USE OF A COMPENSATION COMMITTEE, AN INDEPENDENT COMPENSATION CONSULTANT, A COMPENSATION STUDY, AND APPROVAL BY SENTARA HEALTH'S COMPENSATION COMMITTEE. SENTARA HEALTH RECOGNIZES THAT PROVIDING THE BEST POSSIBLE CARE REQUIRES US TO ATTRACT AND RETAIN THE VERY BEST EMPLOYEES. OUR ORGANIZATION IS COMMITTED TO INVESTING IN OUR PEOPLE BY OFFERING COMPETITIVE COMPENSATION OPPORTUNITIES AND A STRONG WORKPLACE ENVIRONMENT. THE SENTARA HEALTH BOARD HAS DIRECTED A COMMITTEE OF INDEPENDENT, CONFLICT-FREE BOARD MEMBERS TO DEVOTE THEIR TIME AND ATTENTION TO THE OVERSIGHT OF SENTARA HEALTH'S EXECUTIVE COMPENSATION AND BENEFITS PROGRAMS. THE COMPENSATION COMMITTEE CONSISTS OF PROFESSIONAL, EXPERIENCED, AND DEDICATED BOARD MEMBERS WHO TAKE THIS RESPONSIBILITY VERY SERIOUSLY. THE COMPENSATION COMMITTEE FOLLOWS GOVERNANCE BEST PRACTICES IN THE REVIEW AND APPROVAL OF EXECUTIVE COMPENSATION. THE COMPENSATION COMMITTEE IS ASSISTED BY OUTSIDE ADVISORS WHO ARE ENGAGED BY THE COMMITTEE.
PART I, LINES 4A-B
LOUIS PATALANO, IV RECEIVED $210,869 IN COMPENSATION RELATED TO HIS SEPARATION FROM SERVICE. THIS AMOUNT HAS BEEN INCLUDED IN COLUMN (B)(III) OF SCHEDULE J, PART II. ROBERT BROERMANN, MICHAEL GENTRY, PATRICIA DARNLEY, COLIN DROZDOWSKI, EARL BARNES, II, AND DENNIS MATHEIS PARTICIPATED IN THE SENTARA CAPITAL ACCUMULATION ACCOUNT PLAN. PARTICIPATION IS LIMITED TO A SELECT GROUP OF CORPORATE EXECUTIVES AS APPROVED BY SENTARA HEALTH'S BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. TERMS OF THE PLAN CHANGED EFFECTIVE JANUARY 1, 2009, WHEREBY VESTING OF CONTRIBUTIONS MADE ON OR AFTER THAT DATE NOW OCCURS ON THE EARLIER OF FIVE YEARS FOR EACH YEARS' CONTRIBUTIONS OR AGE 55 WITH 10 YEARS OF SERVICE. EFFECTIVE JANUARY 1, 2023, VESTING OF CONTRIBUTIONS EXPANDED TO INCLUDE AGE 60 WITH 5 YEARS OF SERVICE FROM THE DATE OF HIRE, OR AGE 65 WITH 2 YEARS OF SERVICE FROM THE CAA PLAN ENTRY DATE. UNDER THE OLD TERMS, VESTING OF CONTRIBUTIONS MADE PRIOR TO JANUARY 1, 2009 OCCURS ON THE EARLIEST OF ASSIGNED DISTRIBUTION DATE, DEATH, INVOLUNTARY TERMINATION WITHOUT CAUSE OR COMPLETION OF TWO-YEAR NON-COMPETE AFTER VOLUNTARY TERMINATION (REGARDLESS OF ORIGINAL ASSIGNED DISTRIBUTION DATE). FICA AND FUTA TAXATION OF PRE-2009 CONTRIBUTIONS MAY OCCUR EARLIER THAN FEDERAL INCOME TAXATION IN ACCORDANCE WITH APPLICABLE LAW. DURING 2023, THE FOLLOWING CORPORATE EXECUTIVES RECEIVED TAXABLE DISTRIBUTIONS UNDER THE PLAN: ROBERT BROERMANN ($222,448); MICHAEL GENTRY ($170,140); AND DENNIS MATHEIS ($1,243,768). THESE AMOUNTS HAVE BEEN REPORTED IN COLUMN (B)(III) OF SCHEDULE J, PART II. DURING THE CURRENT TAX YEAR, PATRICIA DARNLEY AND KHALED R GHALY PARTICIPATED IN THE SENTARA NON-QUALIFIED DEFERRED COMPENSATION PLAN. A NEW PLAN YEAR BEGINS EACH JANUARY 1ST. ELIGIBILITY REQUIRES THAT AN EMPLOYEE MUST BE IN THE TOP 5% BY SALARY AND HAVE COMPENSATION GREATER THAN OR EQUAL TO THE HIGHLY COMPENSATED AMOUNT SET BY THE PLAN IN ORDER TO PARTICIPATE. PARTICIPANTS MUST MAKE THEIR ELECTIONS IN THE YEAR PRECEDING THE DEFERRAL YEAR AND SELECT A DISTRIBUTION DATE. NEW ELECTIONS MUST BE MADE EACH YEAR. ALL PARTICIPANTS ARE 100% VESTED IN THEIR ACCOUNT BALANCES AND LUMP SUM IS THE FORM OF PAYMENT AT THE DISTRIBUTION DATE UNLESS A 5 OR 10 YEAR INSTALLMENT PAYMENT WAS SELECTED.
PART I, LINE 7
DURING THE CURRENT TAX YEAR, THE ORGANIZATION MADE NON-FIXED PAYMENTS OF COMPENSATION UNDER THE FOLLOWING INCENTIVE PROGRAMS: ANNUAL INCENTIVE PROGRAM - EXECUTIVES AND SENIOR LEADERS ARE ELIGIBLE FOR ANNUAL AWARDS BASED ON SYSTEM AND INDIVIDUAL PERFORMANCE. BOTH SYSTEM AND INDIVIDUAL SCORES ARE DETERMINED AFTER YEAR-END, AT WHICH POINT AWARDS MAY BE PAID AND REPORTED AS COMPENSATION. TARGET AND MAXIMUM OPPORTUNITIES VARY BY LEVEL. TOP HAT- WITHIN THE ANNUAL INCENTIVE PROGRAM, EXECUTIVES AND SENIOR LEADERS MAY RECEIVE ADDITIONAL INCENTIVE PAY TO REWARD EXCEPTIONAL INDIVIDUAL PERFORMANCE. MANAGER INCENTIVE PLAN - MANAGEMENT EMPLOYEES NOT COVERED UNDER ANOTHER INCENTIVE PLAN ARE ELIGIBLE FOR THE MANAGEMENT INCENTIVE PLAN. AWARDS ARE BASED ON SYSTEM YEAR-END RESULTS AND THE MANAGER'S INDIVIDUAL PERFORMANCE SCORE. SYSTEM, BUSINESS UNIT, AND INDIVIDUAL RESULTS ARE DETERMINED AFTER YEAR-END, AT WHICH POINT AWARDS MAY BE PAID AND REPORTED AS COMPENSATION.
PART I LINE 4
CERTAIN SENIOR EXECUTIVES OF THE SENTARA HEALTH SYSTEM ARE COVERED BY THE SENTARA HEALTH EXECUTIVE CHANGE IN CONTROL AND SEVERANCE BENEFIT PLAN. THE PLAN PROVIDES FOR SPECIFIED SEVERANCE PAY AND BENEFITS IN THE EVENT OF INVOLUNTARY TERMINATION OF EMPLOYMENT THAT OCCURS: (1) IN THE ORDINARY COURSE OF EMPLOYMENT OR (2) WITHIN TWO YEARS FOLLOWING A QUALIFYING CHANGE IN CONTROL TO ELIGIBLE INDIVIDUALS AS DEFINED IN THE PLAN. PLAN BENEFITS VARY BASED UPON AN ELIGIBLE INDIVIDUAL'S TIER LEVEL AND WHETHER THE TERMINATION IS OR IS NOT WITHIN TWO YEARS FOLLOWING A CHANGE IN CONTROL, BUT GENERALLY RANGE BETWEEN 12-18 MONTHS. THE PLAN IS UNFUNDED AND DESIGNED AS AN ERISA TOP HAT WELFARE BENEFIT PLAN. INDIVIDUALS THAT ARE NOT ELIGIBLE TO PARTICIPATE IN THE PLAN MAY BE COVERED UNDER INDIVIDUAL ARRANGEMENTS DEPENDING ON POSITION AND QUALIFYING CIRCUMSTANCES.

Part I's answers as filed. A line not listed was left unanswered; on lines 1a and 3 that means the box was not checked.

Grants on this return

No itemized grants to organizations on this return.

Related organizations on this return

Schedule R Part II: tax-exempt organizations related to the filer by control. It does not record shared board members or money.

Provenance

Return type
form_990
Tax year
2023
Filed
11 November 2024
IRS schema version
2023v5.1
Source object
202423169349301722

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