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Nonprofiteer
← CAPITAL HEALTH SYSTEM FOUNDATION INC

Form 990 for tax year 2023

Filed by CAPITAL HEALTH SYSTEM FOUNDATION INC.

Totals

Total revenue
$5,018,933
Total expenses
$2,243,784
Contributions and grants received
$4,180,523
Grants paid
$1,134,400
Program services expenses (Part IX)
$2,090,464
Management and general expenses
$106,228
Fundraising expenses
$47,092
Program service expenses (Part III)
$2,090,464

Program services were 93.2% of total expenses calculated — Part IX's program-services column over total expenses, both as filed.

Listed in Part VII

  • AL MAGHAZEHE PHD FACHE

    DIRECTOR - CHS PRESIDENT/CEO

    Total calculated
    $3,551,284
    From this org
    $0
    From related orgs
    $3,505,410
    Other
    $45,874
    Hours/week
    55

    Schedule J breakdown matched by us

    Base
    $0 + $1,412,825 related
    Bonus
    $0 + $2,026,000 related
    Other
    $0 + $66,585 related
    Deferred
    $0 + $18,145 related
    Nontaxable benefits
    $0 + $27,729 related
    Filer's total
    $0 + $3,551,284 related

  • AJAY CHOUDHRI MD

    DIRECTOR (TERM 9/30/2023)

    Total calculated
    $974,834
    From this org
    $0
    From related orgs
    $936,373
    Other
    $38,461
    Hours/week
    55

    Schedule J breakdown matched by us

    Base
    $0 + $775,266 related
    Bonus
    $0 + $159,092 related
    Other
    $0 + $2,015 related
    Deferred
    $0 + $3,300 related
    Nontaxable benefits
    $0 + $35,161 related
    Filer's total
    $0 + $974,834 related

  • ARMEN SIMONIAN MD

    DIRECTOR (TERM 9/30/2023)

    Total calculated
    $730,494
    From this org
    $0
    From related orgs
    $698,623
    Other
    $31,871
    Hours/week
    55

    Schedule J breakdown matched by us

    Base
    $0 + $692,507 related
    Bonus
    $0
    Other
    $0 + $6,116 related
    Deferred
    $0
    Nontaxable benefits
    $0 + $31,871 related
    Filer's total
    $0 + $730,494 related

  • DOMINICK J EBOLI MD

    DIRECTOR

    Total calculated
    $721,170
    From this org
    $0
    From related orgs
    $675,622
    Other
    $45,548
    Hours/week
    55

    Schedule J breakdown matched by us

    Base
    $0 + $662,282 related
    Bonus
    $0 + $10,000 related
    Other
    $0 + $3,340 related
    Deferred
    $0 + $9,394 related
    Nontaxable benefits
    $0 + $36,154 related
    Filer's total
    $0 + $721,170 related

  • JENNIFER ANTINORO

    TREAS.-DIR.-EXECUTIVE DIRECTOR

    Total calculated
    $230,230
    From this org
    $0
    From related orgs
    $227,499
    Other
    $2,731
    Hours/week
    55

    Schedule J breakdown matched by us

    Base
    $0 + $192,866 related
    Bonus
    $0 + $34,237 related
    Other
    $0 + $396 related
    Deferred
    $0 + $2,271 related
    Nontaxable benefits
    $0 + $460 related
    Filer's total
    $0 + $230,230 related

  • RANDI A AXELROD MD

    SECRETARY - DIR.(TERM 9/30/23)

    Total calculated
    $54,160
    From this org
    $0
    From related orgs
    $54,160
    Other
    $0
    Hours/week
    5

  • SAMUEL J PLUMERI JR

    CHAIR - DIRECTOR (EFF 10/1/23)

    Total calculated
    $50,000
    From this org
    $0
    From related orgs
    $50,000
    Other
    $0
    Hours/week
    5

  • PAUL W CODJOE MD

    DIRECTOR (TERM 9/30/2023)

    Total calculated
    $37,333
    From this org
    $0
    From related orgs
    $37,333
    Other
    $0
    Hours/week
    2

  • SEAN S MURRAY

    VICE CHAIR - DIRECTOR

    Total calculated
    $25,000
    From this org
    $0
    From related orgs
    $25,000
    Other
    $0
    Hours/week
    5

  • COLLEEN WOODS

    SECRETARY - DIR.(EFF 10/1/23)

    Total calculated
    $0
    Hours/week
    3

  • BRIAN S BENNETT

    DIRECTOR (EFF 10/1/23)

    Total calculated
    $0
    Hours/week
    1

  • JOSHUA MARKOWITZ ESQ

    VICE CHAIR-DIR.(TERM 9/30/23)

    Total calculated
    $0
    Hours/week
    5

  • DONALD J LOFF

    TREASURER - DIR.(TERM 9/30/23)

    Total calculated
    $0
    Hours/week
    3

  • TELECHERY A SUDHAKAR MD

    DIRECTOR (TERM 9/30/2023)

    Total calculated
    $0
    Hours/week
    1

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

  • 3 · Compensation committee
  • 3 · Independent compensation consultant
  • 3 · Form 990 of other organizations
  • 3 · Compensation survey or study
  • 3 · Approval by the board or compensation committee
  • 7 · Other non-fixed payments

Answered no

  • 4a · Severance or change-of-control payment
  • 4b · Supplemental nonqualified retirement plan
  • 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)

SCHEDULE J, PART I; QUESTION 3
THE ORGANIZATION IS AN AFFILIATE WITHIN CAPITAL HEALTH SYSTEM AND AFFILIATES ("SYSTEM"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM WHICH INCLUDES CAPITAL HEALTH SYSTEM, INC. ("CHS"). THIS FILING ORGANIZATION ITSELF HAS NO PAID SENIOR MANAGEMENT PERSONNEL RECEIVING COMPENSATION DIRECTLY FROM THIS ORGANIZATION. RATHER, KEY SENIOR MANAGEMENT PERSONNEL, INCLUDING THE PRESIDENT/CHIEF EXECUTIVE OFFICER, ARE EMPLOYED BY CHS; THE TAX-EXEMPT HOSPITAL WITHIN THE HEALTHCARE SYSTEM. HOWEVER, THE COMPENSATION AND BENEFITS OF THESE INDIVIDUALS ARE SHOWN ON THIS TAX RETURN BECAUSE THEY ARE ALSO EITHER OFFICERS AND/OR BOARD MEMBERS OF THIS ORGANIZATION. ACCORDINGLY, THE HOSPITAL'S BOARD OF DIRECTORS HAS AN EXECUTIVE COMPENSATION COMMITTEE ("COMMITTEE"). THE COMMITTEE HAS ADOPTED A WRITTEN EXECUTIVE COMPENSATION PHILOSOPHY WHICH IT FOLLOWS WHEN IT REVIEWS AND APPROVES OF THE COMPENSATION AND BENEFITS OF ALL OF THE ORGANIZATION'S SENIOR MANAGEMENT AND OTHERS, INCLUDING THE CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER AND OTHER OFFICERS OF THE ORGANIZATION, PHYSICIANS, AND ANY OTHER DISQUALIFIED PERSONS. IT ALSO REVIEWS AND APPROVES EMPLOYMENT AGREEMENTS FOR THE COVERED EMPLOYEES AND DISQUALIFIED PERSONS. THE COMMITTEE REVIEWS THE "TOTAL COMPENSATION" OF THE INDIVIDUALS WHICH IS INTENDED TO INCLUDE BOTH CURRENT AND DEFERRED COMPENSATION AND ALL EMPLOYEE BENEFITS, BOTH QUALIFIED AND NON-QUALIFIED. THE COMMITTEE'S REVIEW IS DONE ON AT LEAST AN ANNUAL BASIS AND ENSURES THAT THE "TOTAL COMPENSATION" OF EACH SUCH INDIVIDUAL IS REASONABLE. THE ACTIONS TAKEN BY THE COMMITTEE ARE INTENDED FOR THE ORGANIZATION TO QUALIFY FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS FOR PURPOSES OF INTERNAL REVENUE CODE SECTION 4958 WITH RESPECT TO THE TOTAL COMPENSATION OF THE SENIOR MANAGEMENT TEAM. REBUTTAL PRESUMPTION REQUIREMENTS HAVE GUIDED THE ACTIVITIES OF THE COMMITTEE IN ALL OF ITS REVIEWS, DELIBERATIONS AND APPROVAL OF EXECUTIVE COMPENSATION ACTIONS FOR ALL OF THE COVERED EMPLOYEES AND DISQUALIFIED PERSONS. THE THREE FACTORS WHICH MUST BE SATISFIED IN ORDER TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS ARE THE FOLLOWING: 1. THE COMPENSATION ARRANGEMENT IS APPROVED IN ADVANCE BY AN "AUTHORIZED BODY" OF THE APPLICABLE TAX-EXEMPT ORGANIZATION WHICH IS COMPOSED ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE A "CONFLICT OF INTEREST" WITH RESPECT TO THE COMPENSATION ARRANGEMENT; 2. THE AUTHORIZED BODY OBTAINED AND RELIED UPON "APPROPRIATE DATA AS TO COMPARABILITY" PRIOR TO MAKING ITS DETERMINATION; AND 3. THE AUTHORIZED BODY "ADEQUATELY DOCUMENTED THE BASIS FOR ITS DETERMINATION" CONCURRENTLY WITH MAKING THAT DETERMINATION. THE COMMITTEE IS COMPRISED OF MEMBERS OF THE BOARD OF DIRECTORS EACH OF WHOM IS INDEPENDENT AND ARE FREE FROM ANY CONFLICTS OF INTEREST. THE COMMITTEE RELIED UPON COMPARABILITY MARKET DATA PROVIDED BY ITS INDEPENDENT COMPENSATION CONSULTANT FROM COMPARABLE HEALTHCARE AND HOSPITAL PEERS BASED ON TAX-EXEMPT STATUS, REVENUE, LOCATION, SERVICES, AND OTHER FACTORS TO ENSURE THE EXECUTIVES' COMPENSATION IS REPRESENTATIVE OF THE EXECUTIVE TALENT MARKET AND COMPARED TO WHAT IS "ORDINARILY PAID FOR LIKE SERVICES BY LIKE ENTERPRISES UNDER LIKE CIRCUMSTANCES" AS REFERENCED UNDER IRS REGULATIONS. CONTEMPORANEOUS MINUTES ARE COMPILED AND APPROVED FOR ALL COMMITTEE DELIBERATIONS. THESE ARE SUPPORTED BY THE WRITTEN DOCUMENTATION OF ALL PEER AND MARKET COMPENSATION STUDIES, AS WELL AS DETAILED PERFORMANCE JUSTIFICATION USED AS THE BASIS FOR AWARDS UNDER THE ORGANIZATION'S INCENTIVE PROGRAMS. RECOGNIZING THE NEED TO CONSIDER RETIREMENT PLANNING FOR ITS SENIOR MANAGEMENT AS A MEANS TO AID IN THEIR RETENTION, THE COMMITTEE MAINTAINS A FORM OF LONG-TERM NON-QUALIFIED DEFERRED COMPENSATION (REFERRED TO AS THE "PERFORMANCE-BASED CAPITAL ACCUMULATION PLAN", OR "PBCAP"), WHICH IS PART OF THE CAPITAL HEALTH SYSTEM NON-QUALIFIED 457(F) DEFERRED COMPENSATION PLAN. PBCAP PROVIDES THE ORGANIZATION WITH AN ADDITIONAL TOOL TO ASSIST IN THE RECRUITMENT AND RETENTION OF SENIOR MANAGEMENT WITHIN THE HIGHLY COMPETITIVE HEALTHCARE LABOR MARKET. PBCAP PROVIDES SENIOR MANAGEMENT WITH THE OPPORTUNITY TO QUALIFY FOR ANNUAL DEFERRED CONTRIBUTIONS, BASED ON ACHIEVING SPECIFIED PERFORMANCE TARGETS AND MEETING ESTABLISHED CIRCUIT BREAKERS, TO BE PAID AT A FUTURE PRE-DETERMINED DATE CONTINGENT UPON CONTINUED SERVICE WITH THE ORGANIZATION. THE COMPENSATION AND BENEFITS OF CERTAIN OTHER INDIVIDUALS CONTAINED IN THIS FORM 990 ARE REVIEWED ANNUALLY BY THE PRESIDENT/CHIEF EXECUTIVE OFFICER WITH ASSISTANCE FROM ORGANIZATION'S HUMAN RESOURCES DEPARTMENT AND INDEPENDENT COMPENSATION CONSULTANTS IN CONJUNCTION WITH THE INDIVIDUAL'S JOB PERFORMANCE DURING THE YEAR, AND IS BASED UPON OTHER OBJECTIVE FACTORS DESIGNED TO ENSURE THAT REASONABLE AND FAIR MARKET VALUE COMPENSATION IS PAID BY THE ORGANIZATION. OTHER OBJECTIVE FACTORS INCLUDE MARKET SURVEY DATA FOR COMPARABLE POSITIONS, INDIVIDUAL GOALS AND OBJECTIVES, PERSONNEL REVIEWS, EVALUATIONS, SELF-EVALUATIONS AND PERFORMANCE FEEDBACK MEETINGS.
SCHEDULE J, PART I; QUESTION 7
CERTAIN INDIVIDUALS LISTED IN PART VII, SECTION A, LINE 1A RECEIVED INCENTIVE AWARDS DURING CALENDAR YEAR 2023, WHICH INCENTIVE AWARDS ARE REFLECTED IN SCHEDULE J, PART II, COLUMN B(II) AND WERE REPORTED ON EACH SUCH INDIVIDUAL'S 2023 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES. THESE INCENTIVE AWARDS WERE PAID UNDER THE CAPITAL HEALTH INCENTIVE COMPENSATION PLAN ("ICP"), APPROVED BY THE BOARD COMPENSATION COMMITTEE, AND BASED ON ACHIEVEMENT OF PRE-ESTABLISHED SYSTEM-WIDE PERFORMANCE CRITERIA AND METRICS, AS WELL AS MEETING OR EXCEEDING SPECIFIC PERFORMANCE ON "CIRCUIT BREAKERS." THE ICP PROVIDES ELIGIBLE EXECUTIVES WITH THE OPPORTUNITY TO EARN PERFORMANCE BASED COMPENSATION AND IS AN INTEGRAL COMPONENT OF THE ORGANIZATION'S EXECUTIVE COMPENSATION PACKAGE. THE BOARD COMPENSATION COMMITTEE USES THE ICP AS A MECHANISM TO REWARD PERFORMANCE AGAINST ESTABLISHED KEY PERFORMANCE REQUIREMENTS. THE GOALS COVER FINANCIAL AND OPERATIONAL METRICS AND ARE DEFINED EACH YEAR, BASED ON THE DESIRED CONCENTRATION REQUIRED BY THE BOARD COMPENSATION COMMITTEE. THE BOARD COMPENSATION COMMITTEE UNDERTAKES A MID-YEAR REVIEW OF PERFORMANCE TOWARDS ACHIEVEMENT OF EACH GOAL, WHICH ALLOWS THE BOARD COMPENSATION COMMITTEE TO MONITOR HOW KEY PROJECTS ARE BEING HANDLED AND TO MAKE ADJUSTMENTS, IF NECESSARY. PLEASE REFER TO SCHEDULE J, PART II, COLUMN B(II) FOR THIS INFORMATION BY PERSON AND BY AMOUNT.

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

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
15 May 2024
IRS schema version
2023v5.1
Source object
202443199349317144

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