Form 990 for tax year 2022

Revenue

Part VIII, the statement of revenue.

• 1f · All other contributions, gifts and grants

  $18,622,693

• 1g · Noncash contributions included above

  $304,167

• 3 · Investment income

  total $3,440,536 · excluded $3,440,536

• 7a · Gross sales of assets other than inventory

  securities $8,000,958

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

  securities $624,990

• 7c · Gain or loss

  securities $7,375,968

• 7d · Net gain or loss

  total $7,375,968 · excluded $7,375,968

Functional expenses

Part IX, the statement of functional expenses.

• 1 · Grants to domestic organizations and governments

  total $8,197,820 · program services $8,197,820

• 2 · Grants to domestic individuals

  total $1,154,000 · program services $1,154,000

• 11f · Fees: investment management

  total $66,261 · management and general $66,261

Balance sheet

Part X, book values.

• 3 · Pledges and grants receivable

  beginning of year $178,089 · end of year $8,022,512

• 12 · Investments: other securities

  beginning of year $11,585,028 · end of year $215,133,435

• 15 · Other assets

  beginning of year $164,032 · end of year $6,327,267

• 25 · Other liabilities

  beginning of year $916,401 · end of year $2,163,865

• 27 · Net assets without donor restrictions

  beginning of year $5,717,776 · end of year $41,185,067

• 28 · Net assets with donor restrictions

  beginning of year $5,292,972 · end of year $186,134,282

The filer's explanations (Part III)

PART I, LINE 1B

TAX INDEMNIFICATION AND GROSS-UP PAYMENTS: ALLINA HEALTH SYSTEM PROVIDES THIS TYPE OF PAYMENT AS IT RELATES TO EXPENSE REIMBURSEMENTS ON CERTAIN EXECUTIVES. TROY LINDLOFF - $82,731

PART I, LINE 3

THE ORGANIZATION RELIED ON ALLINA HEALTH SYSTEM, A RELATED ORGANIZATION, WHEN SETTING REASONABLE COMPENSATION OF THE OFFICERS. ALINNA HEALTH SYSTEM USES THE FOLLOWING WHEN DETERMINING COMPENSATION FOR OFFICERS AND EMPLOYEES: (1) COMPENSATION COMMITTEE, (2) INDEPENDENT COMPENSATION CONSULTANT, (3) WRITTEN EMPLOYMENT CONTRACT, (4) COMPENSATION SURVEY OR STUDY, AND (5) APPROVAL BY BOARD OF DIRECTORS OR COMPENSATION COMMITTEE.

PART I, LINES 4A-B

LINE 4(A): STEPHEN BARITEAU - $58,234 LINE 4(B): RICHARD MAGNUSON - $96,521

PART I, LINE 6

DEFERRED COMPENSATION PLANS TERMS AND CONDITIONS: ALLINA INCENTIVE PLAN ALLINA PROVIDES AN ANNUAL INCENTIVE COMPENSATION OPPORTUNITY FOR EXECUTIVES, MANAGEMENT AND KEY INDIVIDUAL CONTRIBUTOR STAFF. UNDER THIS PLAN, THE TARGET AWARD IS EXPRESSED AS A FUNCTION OF THE PARTICIPANT'S SALARY PAID DURING THE CALENDAR YEAR AND REQUIRES AT LEAST FOUR MONTHS OF SERVICE IN AN ELIGIBLE POSITION DURING THE YEAR. ACTUAL AWARDS CAN RANGE FROM 0% TO 150% OF THE TARGET AWARD, BASED ON ALLINA'S FINANCIAL AND NON-FINANCIAL PERFORMANCE OVER THE CALENDAR YEAR. NON-FINANCIAL PERFORMANCE MEASURES INCLUDE PATIENT & EMPLOYEE SAFETY, QUALITY, PATIENT EXPERIENCE AND FINANCIAL HEALTH. NO AWARDS ARE PROVIDED UNLESS THRESHOLD FINANCIAL PERFORMANCE IS ACHIEVED. PARTICIPANTS WHO HAVE LEFT EMPLOYMENT PRIOR TO THE END OF THE YEAR AS THE RESULT OF VOLUNTARY TERMINATION OR TERMINATION FOR POOR PERFORMANCE ARE NOT ELIGIBLE FOR AN AWARD. LONG-TERM INCENTIVE PLAN (LTIP) ALLINA HAS A LONG-TERM INCENTIVE PLAN THAT PROVIDES A CASH AWARD OPPORTUNITY TO A SMALL NUMBER OF TOP EXECUTIVES APPROVED FOR PARTICIPATION BY THE HUMAN RESOURCES & COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF ALLINA HEALTH ("THE COMMITTEE"). THE AWARD OPPORTUNITY IS BASED ON ALLINA PERFORMANCE DURING OVERLAPPING THREE-YEAR CYCLES. PERFORMANCE MEASURES AND TARGETS ARE DEFINED BY THE COMMITTEE FOR EACH THREE-YEAR PERIOD AND CAN VARY FROM ONE PERIOD TO ANOTHER DEPENDING ON THE COMMITTEE'S JUDGMENT OF THE MOST IMPORTANT MEASURES OF SUCCESS. AWARDS CAN RANGE FROM 0% TO 150% OF TARGET AWARDS.

PART I, LINE 8

CERTAIN AMOUNTS REPORTED ON FORM 990, PART VII WERE PAID OR ACCRUED PURSUANT TO A CONTRACT THAT WAS SUBJECT TO THE INITIAL CONTRACT EXCEPTION DESCRIBED IN REGULATION SECTION 53.4958-4(A)(3). FROM TIME TO TIME, ALLINA HEALTH SYSTEM ENTERS INTO CONTRACTUAL ARRANGEMENTS THAT MAY QUALIFY FOR THE INITIAL CONTRACT EXCEPTION BASED ON THE TERMS AND UNDERSTANDINGS OF THE CONTRACTUAL AGREEMENTS.

SCHEDULE J, LINE 4(A) & (B)

ADDITIONAL COMPENSATION DISCLOSURE: DEFERRED COMPENSATION PLANS TERMS AND CONDITIONS: EXECUTIVE MUTUAL FUND ACCOUNT PLAN PHYSICIAN MUTUAL FUND ACCOUNT PLAN THESE ACCOUNTS GIVE THE PARTICIPANT THE OPPORTUNITY FOR CAPITAL ACCUMULATION NOT FULLY AVAILABLE TO THEM THROUGH SOCIAL SECURITY OR THE GENERAL EMPLOYEE RETIREMENT PLANS BECAUSE OF MAXIMUMS PLACED ON COMPENSATION THAT CAN BE RECOGNIZED UNDER FEDERAL LAW FOR PURPOSES OF CONTRIBUTIONS. THEY ALSO SERVE AS AN IMPORTANT NON-COMPETE INCENTIVE TO PARTICIPANTS. PRIOR TO THE YEAR IN WHICH CONTRIBUTIONS ARE MADE, THE PARTICIPANT MUST DESIGNATE A VESTING/PAYOUT DATE CONSISTENT WITH THE CONSTRAINTS OF THE PLANS AND FEDERAL DEFERRED COMPENSATION REGULATIONS. AFTER THE CONTRIBUTIONS ARE MADE, THE PARTICIPANT HAS A ONE-TIME LIMITED OPPORTUNITY TO EXTEND THE ELECTED PAYMENT DATE FOR AT LEAST FIVE YEARS. ONCE THE VESTING/PAYOUT DATE HAS BEEN REACHED, ALLINA WILL WITHHOLD THE APPROPRIATE TAXES AND THE BALANCE WILL BE PAID TO THE PARTICIPANT ON THEIR PAYCHECK AS SOON AS ADMINISTRATIVELY FEASIBLE. IF THE PARTICIPANT TERMINATES EMPLOYMENT VOLUNTARILY BEFORE AN AMOUNT IS PAID, PAYMENT WILL BE SUBJECT TO THE PARTICIPANT'S COMPLIANCE WITH A NON-COMPETE AGREEMENT WITH ALLINA FOR TWO YEARS AFTER TERMINATION. THE PARTICIPANT MAY ELECT FROM AMONG INVESTMENT ALTERNATIVES THAT ARE SIMILAR TO THOSE AVAILABLE IN THE RETIREMENT SAVINGS PLAN. UNLIKE THE RETIREMENT SAVINGS PLAN, THE PARTICIPANT HAS THE STATUS OF AN UNSECURED CREDITOR OF ALLINA AND WILL NOT HAVE A PREFERRED CLAIM TO PAYMENT IN THE CASE OF THE COMPANY'S INABILITY TO PAY. HOWEVER, THE COMPANY DOES SET ASIDE ASSETS FOR ITS OBLIGATIONS BY ACTUALLY INVESTING THE PROMISED ASSETS CONSISTENT WITH PARTICIPANT ELECTIONS. ALLINA DEFINED CONTRIBUTION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN THIS PLAN WAS AMENDED AND FROZEN EFFECTIVE DECEMBER 31, 2008, SUCH THAT NO FUTURE BENEFITS ACCRUE FOR SERVICE AFTER THAT DATE. THIS PLAN WAS REPLACED WITH THE EXECUTIVE RETIREMENT BENEFIT RESTORATION PLAN (ERBRP) EFFECTIVE JANUARY 1, 2009, AND IS NOW FROZEN AS OF DECEMBER 31, 2018. ELIGIBLE ALLINA EXECUTIVES PARTICIPATED IN A DEFINED CONTRIBUTION SERP. EMPLOYER CREDITS WERE MADE EACH YEAR TO THEIR DC SERP BALANCE ACCORDING TO THE FOLLOWING SCHEDULE: EXEC YRS OF SERVICE CONTRIBUTION % OF PENSIONABLE EARNINGS 0-5 2.75% 6-10 3.50% 11+ 4.75% EXECUTIVES WERE ALSO CREDITED AN AMOUNT EQUAL TO THE EXCESS AMOUNT THAT WOULD HAVE BEEN CREDITED TO THE PENSION ACCOUNT PLAN WERE IT NOT FOR THE QUALIFIED PLAN COMPENSATION LIMITS. DEPOSITS EARN THE INVESTMENT RATE OF RETURN EQUAL TO THE PENSION ACCOUNT PLAN CREDITING RATE AS DECLARED BY ALLINA. THE CURRENT RATE IS 4%. THE PARTICIPANT VESTS AFTER THREE YEARS OF EXECUTIVE SERVICE PROVIDED THAT IF THE PARTICIPANT TERMINATES EMPLOYMENT WITH ALLINA PRIOR TO AGE 65 FOR ANY REASON OTHER THAN ELIMINATION OF POSITION, THE PARTICIPANT MUST FULFILL THE TERMS OF A COVENANT NOT TO COMPETE, BENEFITS ARE PAID AS A SINGLE LUMP-SUM AMOUNT UPON AGE 65, RETIREMENT OR JOB POSITION ELIMINATION. IN THE CASE OF OTHER VOLUNTARY TERMINATIONS, PAYMENT IS DELAYED UNTIL COMPLETION OF THE TWO-YEAR NON-COMPETE PERIOD. THE DC SERP IS PAYABLE FROM ALLINA'S GENERAL ASSETS. IF ALLINA BECOMES INSOLVENT, THE PARTICIPANT WILL BE AN UNSECURED CREDITOR AND WILL HAVE NO PREFERRED CLAIM TO ANY ASSETS. ALLINA EXECUTIVE RETIREMENT BENEFIT RESTORATION PLAN ELIGIBLE ALLINA EXECUTIVES PARTICIPATE IN A DEFERRED COMPENSATION RETIREMENT PLAN. EXECUTIVES ARE CREDITED AN AMOUNT EQUAL TO THE EXCESS AMOUNT THAT WOULD HAVE BEEN CREDITED TO THE ALLINA RETIREMENT SAVINGS PLAN WERE IT NOT FOR THE QUALIFIED PLAN COMPENSATION LIMITS. EMPLOYER CREDITS ARE MADE EACH YEAR TO THEIR ACCOUNT BALANCE ACCORDING TO THE FOLLOWING SCHEDULE AS OF THE END OF THE PLAN YEAR: PARTICIPANT'S YEARS OF VESTING SERVICE APPLICABLE PERCENTAGE LESS THAN 1 0% 1-5 5.0% 6-10 5.5% 11-15 6.0% 16 OR MORE 6.5% DEPOSITS EARN THE INVESTMENT RATE OF RETURN EQUAL TO THE INVESTMENT OPTIONS SELECTED BY THE PARTICIPANT WHICH ARE THE SAME OPTIONS AVAILABLE UNDER THE QUALIFIED PLAN. A PARTICIPANT WHO HAS COMPLETED AT LEAST TWO YEARS OF SERVICE BECOMES VESTED IN THE PORTION OF HIS OR HER ACCOUNT ATTRIBUTABLE TO THE ANNUAL CREDIT FOR A PARTICULAR YEAR AS OF JANUARY 15 OF THE YEAR FOLLOWING THE CALENDAR YEAR IN WHICH THE ANNUAL CREDIT IS EARNED. IN THE EVENT OF TERMINATION (OTHER THAN BECAUSE OF DEATH) PRIOR TO AGE 67, THE DISTRIBUTION DATE SHALL BE AS SOON AS ADMINISTRATIVELY POSSIBLE AFTER TERMINATION IN THE FORM OF A LUMP SUM PAYMENT. THE PLAN IS PAYABLE FROM ALLINA'S GENERAL ASSETS. IF ALLINA BECOMES INSOLVENT, THE PARTICIPANT WILL BE AN UNSECURED CREDITOR AND WILL HAVE NO PREFERRED CLAIM TO ANY ASSETS. THIS PLAN WAS EFFECTIVE JANUARY 1, 2009 AND IS NOW FROZEN AS OF DECEMBER 31, 2018. EXECUTIVE SEVERANCE PLAN ALLINA PROVIDES SALARY CONTINUATION FOR EXECUTIVES WHO'S EMPLOYMENT HAS BEEN INVOLUNTARILY TERMINATED FOR REASONS OTHER THAN CAUSE OR POOR PERFORMANCE. THE LENGTH OF THE SEVERANCE PAY PERIOD IS DEFINED BY THE PLAN AND DEPENDS ON THE LEVEL OF THE EXECUTIVE POSITION. UNDER THE PLAN THE SEVERED EXECUTIVE ALSO COULD CONTINUE CERTAIN BENEFITS FOR A LIMITED PERIOD OF TIME. IN 2009 THE PLAN WAS AMENDED TO FURTHER RESTRICT SEVERANCE BENEFITS IN THE CASE THAT THE EXECUTIVE OBTAINS OTHER EMPLOYMENT DURING THE SEVERANCE PERIOD. SUPPLEMENTAL PHYSICIAN AND EXECUTIVE SAVINGS PLAN THIS PLAN'S PURPOSE IS TO PROVIDE A SELECT GROUP OF PHYSICIANS AND EXECUTIVES WITH ADDITIONAL DEFERRED COMPENSATION. AMOUNTS DEFERRED UNDER THE PLAN ARE INTENDED TO BE EXEMPT FROM CODE SECTION 409A AND 457(F). ANNUAL CONTRIBUTIONS ARE MADE EACH FEBRUARY AND ARE BASED ON PREVIOUS YEAR'S ELIGIBLE COMPENSATION. PARTICIPANT'S APPLICABLE CONTRIBUTION PERCENTAGE FOLLOWS: PARTICIPANT APPLICABLE PERCENTAGE PHYSICIANS 5% VP'S 12% SVP | EVP 15% CEO 20% OF BASE SALARY + 10% OF BASE SALARY OVER IRS PAY LIMIT IF PARTICIPANT IS FULLY VESTED, THE CONTRIBUTION IS PAID DIRECTLY TO PARTICIPANT, LESS TAXES IN LATE JANUARY. IF PARTICIPANT IS UNVESTED, THE CONTRIBUTION IS DEPOSITED WITH FIDELITY. THE VESTING SCHEDULE FOR THIS PLAN FOLLOWS: FOR 2019 CONTRIBUTION, ONLY - IT WAS DEPOSITED IN FEBRUARY 2020, 50% VESTING AFTER 2 YEARS - I.E. 2021, PAID OUT 01/2021; AND, 50% VESTING IN 2022, PAID OUT 01/2022. FOR 2020 CONTRIBUTIONS AND AFTER - VESTING OCCURS AFTER 3 YEARS - I.E. 2020 CONTRIBUTION VESTS IN 2023, THE 2021 CONTRIBUTION VESTS IN 2024, ETC. PARTICIPANTS ARE 100% VESTED AT THE EARLIER OF AT LEAST AGE 60 WITH 7 YEARS OF SERVICE OR AGE 65. GRANDFATHERED PROVISION - FOR THOSE AGE 54 OR OLDER AND EMPLOYED AS OF 12/31/2018: EARLIER OF AT LEAST AGE 60 WITH 3 YEARS OF SERVICE OR AGE 65. THIS PLAN WAS EFFECTIVE JANUARY 1, 2019. A NON-COMPETE CLAUSE DOES NOT APPLY TO THIS PLAN.

Related partnerships

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

• METROPOLITAN INTEGRATED CANCER CENTER LLC

  RADIOLOGY · DE

• MAGNETO LEASING LLC

  RENTAL EQUIPMENT · MN

• ASPEN SLEEP CENTERLLC

  HEALTHCARE SERVICES · MN

• GERIATRIC SERVICES OF MINNESOTA LLC

  HEALTHCARE SERVICES · MN

• NORTHSTAR SLEEP CENTER LLC

  HEALTHCARE SERVICES · MN

• MOBILE IMAGING SERVICES LLC

  RADIOLOGY · MN

• CROSBY CARDIOVASCULAR SERVICESLLC

  HEALTHCARE SERVICES · MN

• BPA HEALTH LLC

  HEALTHCARE SERVICES · MN

• WESTHEALTH SURGERY CENTER LLC

  SURGICAL SERVICES · MN

• HEALTHCARE CAMPUS IMAGING ONE LLC

  RADIOLOGY · MN

• GLOBAL MARKET RESERVE FUND LLC

  FINANCE · MN

• SCA MAPLE GROVE HOLDINGS LLC

  HOLDING COMPANY · DE

• SCA WOODBURY HOLDINGS LLC

  HOLDING COMPANY · DE

• GREENWAY SURGICAL SUITES LLC

  HEALTHCARE SERVICES · MN

• CENTER FOR RESTORATIVE SURGERY AT MAPLE GROVE LLC

  HEALTHCARE SERVICES · MN

• WOODBURY SURGERY CENTER LLC

  HEALTHCARE SERVICES · MN

• WESTHEALTH JV HOLDINGS LLC

  HOLDING COMPANY · DE

• SOUTHWEST SURGICAL CENTER LLC

  MEDICAL SERVICES · MN

• ALLINA HEALTH HEART AND VASCULAR SURGERY CENTER LLC

  SURGICAL SERVICES · MN

• ALLINA HEALTH SURGERY CENTER - BROOKLYN PARK LLC

  SURGICAL SERVICES · MN

Related corporations and trusts

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

• ALLINA SPECIALTY ASSOCIATES INC

  C · HEALTHCARE SERVICES · MN

• ALLINA HEALTH SYSTEM TRUST

  T · TRUST · PA

• ALLINA HEALTH SYSTEM DEFINED BENEFIT MASTER TRUST

  T · TRUST · PA

• LIFESPAN AFFILIATES DEFERRED COMPENSATION PLAN

  T · TRUST · MN

• ALLINA INTEGRATED MEDICAL NETWORK

  C · HEALTHCARE SERVICES · MN

• FORSETI RISK MANAGEMENT INDEMNIFICATION COMPANY SPC

  C · CAPTIVE INSURANCE · CJ