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Nonprofiteer
← SENTARA HEALTH PLANS

Form 990 for tax year 2022

Filed by SENTARA HEALTH PLANS.

Totals

Total revenue
$3,355,118,077
Total expenses
$3,298,306,217
Contributions and grants received
$0
Grants paid
$0
Program services expenses (Part IX)
$3,241,486,640
Management and general expenses
$56,819,577
Fundraising expenses
$0
Program service expenses (Part III)
$3,241,486,640

Program services were 98.3% of total expenses calculated — Part IX's program-services column over total expenses, both as filed.

Listed in Part VII

  • HOWARD P KERN

    DIRECTOR (THROUGH 9/22)

    Total calculated
    $9,857,935
    From this org
    $0
    From related orgs
    $10,168,793
    Other
    -$310,858
    Hours/week
    1 + 46 related

    Schedule J breakdown matched by us

    Base
    $0 + $2,184,653 related
    Bonus
    $0 + $2,627,694 related
    Other
    $0 + $5,356,446 related
    Deferred
    $0 + -$331,126 related
    Nontaxable benefits
    $0 + $20,268 related
    Filer's total
    $0 + $9,857,935 related
  • DENNIS A MATHEIS

    DIRECTOR/PRES (THROUGH 9/22)

    Total calculated
    $2,604,788
    From this org
    $924,579
    From related orgs
    $1,410,346
    Other
    $269,863
    Hours/week
    22 + 28 related

    Schedule J breakdown matched by us

    Base
    $396,535 + $938,285 related
    Bonus
    $508,885 + $417,733 related
    Other
    $19,159 + $54,328 related
    Deferred
    $73,428 + $168,610 related
    Nontaxable benefits
    $10,580 + $17,245 related
    Filer's total
    $1,008,587 + $1,596,201 related
  • RONALD STINE MD

    DIRECTOR

    Total calculated
    $1,035,225
    From this org
    $0
    From related orgs
    $1,019,175
    Other
    $16,050
    Hours/week
    1 + 40 related

    Schedule J breakdown matched by us

    Base
    $0 + $871,345 related
    Bonus
    $0 + $119,177 related
    Other
    $0 + $28,653 related
    Deferred
    $0 + -$18,337 related
    Nontaxable benefits
    $0 + $34,387 related
    Filer's total
    $0 + $1,035,225 related
  • COLIN DROZDOWSKI

    DIRECTOR/PRESIDENT (EFF 9/22)

    Total calculated
    $1,037,482
    From this org
    $493,695
    From related orgs
    $405,262
    Other
    $138,525
    Hours/week
    22 + 20 related

    Schedule J breakdown matched by us

    Base
    $362,769 + $297,788 related
    Bonus
    $120,274 + $98,730 related
    Other
    $10,652 + $8,744 related
    Deferred
    $58,029 + $47,634 related
    Nontaxable benefits
    $18,047 + $14,815 related
    Filer's total
    $569,771 + $467,711 related
  • G WILKINS HUBBARD II MD

    DIRECTOR

    Total calculated
    $169,079
    From this org
    $0
    From related orgs
    $250,543
    Other
    -$81,464
    Hours/week
    1 + 40 related

    Schedule J breakdown matched by us

    Base
    $0 + $250,543 related
    Bonus
    $0
    Other
    $0
    Deferred
    $0 + -$81,486 related
    Nontaxable benefits
    $0 + $22 related
    Filer's total
    $0 + $169,079 related
  • CATHIE J VICK

    DIRECTOR

    Total calculated
    $0
    Hours/week
    1 + 1 related
  • JEFFERY O SMITH ED D

    DIRECTOR

    Total calculated
    $40,000
    From this org
    $0
    From related orgs
    $40,000
    Other
    $0
    Hours/week
    1 + 3.8 related
  • ROBERT C FORT

    DIRECTOR/CHAIRMAN

    Total calculated
    $0
    Hours/week
    1 + 1 related
  • J LES HALL

    DIRECTOR

    Total calculated
    $0
    Hours/week
    1 + 4.8 related
  • FREDERICK C COBLE

    DIRECTOR

    Total calculated
    $0
    Hours/week
    1
  • ROBERT A BROERMANN

    TREASURER

    Total calculated
    $2,315,161
    From this org
    $0
    From related orgs
    $2,401,429
    Other
    -$86,268
    Hours/week
    1 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $1,136,501 related
    Bonus
    $0 + $969,392 related
    Other
    $0 + $295,536 related
    Deferred
    $0 + -$115,045 related
    Nontaxable benefits
    $0 + $28,777 related
    Filer's total
    $0 + $2,315,161 related
  • JAMES A HILBERT

    SR. VP/CFO (THROUGH 1/22)

    Total calculated
    $224,186
    From this org
    $170,614
    From related orgs
    $140,054
    Other
    -$86,482
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $33,462 + $27,469 related
    Bonus
    $103,046 + $84,588 related
    Other
    $34,106 + $27,997 related
    Deferred
    -$49,580 + -$40,699 related
    Nontaxable benefits
    $2,085 + $1,712 related
    Filer's total
    $123,119 + $101,067 related
  • PATRICIA DARNLEY

    SR. VP, GOV'T PROGRAMS

    Total calculated
    $897,431
    From this org
    $421,993
    From related orgs
    $346,404
    Other
    $129,034
    Hours/week
    22 + 19 related

    Schedule J breakdown matched by us

    Base
    $284,977 + $233,932 related
    Bonus
    $117,000 + $96,042 related
    Other
    $20,016 + $16,430 related
    Deferred
    $53,351 + $43,794 related
    Nontaxable benefits
    $17,513 + $14,376 related
    Filer's total
    $492,857 + $404,574 related
  • JOHN E DEGRUTTOLA

    SR. VP SALES & MKTING

    Total calculated
    $664,074
    From this org
    $385,052
    From related orgs
    $316,080
    Other
    -$37,058
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $193,516 + $158,852 related
    Bonus
    $190,331 + $156,239 related
    Other
    $1,205 + $989 related
    Deferred
    -$36,861 + -$30,258 related
    Nontaxable benefits
    $16,509 + $13,552 related
    Filer's total
    $364,700 + $299,374 related
  • KHALED GHALEY

    SR VP, OPS

    Total calculated
    $635,914
    From this org
    $328,102
    From related orgs
    $269,332
    Other
    $38,480
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $224,308 + $184,129 related
    Bonus
    $84,013 + $68,965 related
    Other
    $19,781 + $16,238 related
    Deferred
    $2,314 + $1,899 related
    Nontaxable benefits
    $18,819 + $15,448 related
    Filer's total
    $349,235 + $286,679 related
  • SAMUEL J HAWLEY

    ASST SECRETARY (THROUGH 6/22)

    Total calculated
    $187,638
    From this org
    $0
    From related orgs
    $229,108
    Other
    -$41,470
    Hours/week
    1 + 45 related

    Schedule J breakdown matched by us

    Base
    $0 + $100,573 related
    Bonus
    $0 + $37,816 related
    Other
    $0 + $90,719 related
    Deferred
    $0 + -$51,443 related
    Nontaxable benefits
    $0 + $9,973 related
    Filer's total
    $0 + $187,638 related
  • EARL J BARNES II

    SECRETARY (EFF 6/22)

    Total calculated
    $576,411
    From this org
    $0
    From related orgs
    $502,537
    Other
    $73,874
    Hours/week
    1 + 46 related

    Schedule J breakdown matched by us

    Base
    $0 + $339,835 related
    Bonus
    $0 + $116,099 related
    Other
    $0 + $46,603 related
    Deferred
    $0 + $62,617 related
    Nontaxable benefits
    $0 + $11,257 related
    Filer's total
    $0 + $576,411 related
  • SHARILYN CAMPBELL

    SR. VP/CFO (EFF 9/22)

    Total calculated
    $303,911
    From this org
    $158,666
    From related orgs
    $130,246
    Other
    $14,999
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $99,527 + $81,699 related
    Bonus
    $42,506 + $34,893 related
    Other
    $16,633 + $13,654 related
    Deferred
    $4,319 + $3,546 related
    Nontaxable benefits
    $3,918 + $3,216 related
    Filer's total
    $166,903 + $137,008 related
  • KRISTYN GREIFER

    SR. VP/CMO (EFF 9/22)

    Total calculated
    $345,868
    From this org
    $185,059
    From related orgs
    $151,910
    Other
    $8,899
    Hours/week
    22 + 18 related

    Schedule J breakdown matched by us

    Base
    $92,390 + $75,840 related
    Bonus
    $0
    Other
    $92,669 + $76,070 related
    Deferred
    $2,788 + $2,289 related
    Nontaxable benefits
    $2,099 + $1,723 related
    Filer's total
    $189,946 + $155,922 related
  • MICHAEL V GENTRY

    FORMER OFFICER

    Total calculated
    $3,439,169
    From this org
    $0
    From related orgs
    $3,479,384
    Other
    -$40,215
    Hours/week
    0 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $1,135,214 related
    Bonus
    $0 + $943,662 related
    Other
    $0 + $1,400,508 related
    Deferred
    $0 + -$71,826 related
    Nontaxable benefits
    $0 + $31,611 related
    Filer's total
    $0 + $3,439,169 related
  • LOUIS PATALANO IV

    FORMER OFFICER

    Total calculated
    $1,086,895
    From this org
    $0
    From related orgs
    $1,103,191
    Other
    -$16,296
    Hours/week
    0

    Schedule J breakdown matched by us

    Base
    $0
    Bonus
    $0
    Other
    $0 + $1,103,191 related
    Deferred
    $0 + -$17,502 related
    Nontaxable benefits
    $0 + $1,206 related
    Filer's total
    $0 + $1,086,895 related
  • THOMAS LUNDQUIST

    FORMER OFFICER

    Total calculated
    $262,367
    From this org
    $198,655
    From related orgs
    $128,581
    Other
    -$64,869
    Hours/week
    0

    Schedule J breakdown matched by us

    Base
    $8,135 + $6,678 related
    Bonus
    $91,384 + $75,015 related
    Other
    $99,136 + $46,888 related
    Deferred
    -$38,110 + -$31,283 related
    Nontaxable benefits
    $2,485 + $2,039 related
    Filer's total
    $163,030 + $99,337 related
  • JAMES A JUILLERAT

    FORMER KE

    Total calculated
    $353,485
    From this org
    $0
    From related orgs
    $426,180
    Other
    -$72,695
    Hours/week
    0 + 40 related

    Schedule J breakdown matched by us

    Base
    $0 + $312,967 related
    Bonus
    $0 + $111,897 related
    Other
    $0 + $1,316 related
    Deferred
    $0 + -$100,293 related
    Nontaxable benefits
    $0 + $27,598 related
    Filer's total
    $0 + $353,485 related
  • JEFF C SNYDER

    FORMER KE

    Total calculated
    $194,693
    From this org
    $0
    From related orgs
    $342,380
    Other
    -$147,687
    Hours/week
    0 + 42 related

    Schedule J breakdown matched by us

    Base
    $0 + $249,032 related
    Bonus
    $0 + $82,184 related
    Other
    $0 + $11,164 related
    Deferred
    $0 + -$185,791 related
    Nontaxable benefits
    $0 + $38,104 related
    Filer's total
    $0 + $194,693 related
  • EDWARD RANDY RICKER

    FORMER KE

    Total calculated
    $324,561
    From this org
    $0
    From related orgs
    $353,209
    Other
    -$28,648
    Hours/week
    0 + 40 related

    Schedule J breakdown matched by us

    Base
    $0 + $256,204 related
    Bonus
    $0 + $90,206 related
    Other
    $0 + $6,799 related
    Deferred
    $0 + -$54,032 related
    Nontaxable benefits
    $0 + $25,384 related
    Filer's total
    $0 + $324,561 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 · First-class or charter travel
  • 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 PAID FOR ITS ALLOCABLE SHARE OF FIRST-CLASS TRAVEL FOR ONE OF ITS OFFICERS. THE TRAVEL WAS APPROVED BY THE CEO OF SENTARA HEALTH, THE ORGANIZATION'S SOLE MEMBER. THE ORGANIZATION PAID FOR TAXABLE RELOCATION EXPENSES OF EXECUTIVE RECRUITS, INCLUDING TEMPORARY HOUSING AND THE ADDITIONAL TAXES ASSOCIATED WITH SUCH BENEFITS, ALL OF WHICH WERE TREATED AS ADDITIONAL COMPENSATION AND REPORTED ON FORM W-2 AS TAXABLE WAGES.
PART I, LINE 3
SENTARA HEALTH, THE SECTION 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 $1,103,191 IN COMPENSATION RELATED TO HIS SEPARATION FROM SERVICE. THIS AMOUNT HAS BEEN INCLUDED IN COLUMN (B)(III) OF SCHEDULE J, PART II. HOWARD KERN PARTICIPATED IN THE SENTARA SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AND HAS ATTAINED NORMAL RETIREMENT AGE UNDER THE PLAN. PARTICIPATION IN THE PLAN IS LIMITED TO SELECT INDIVIDUALS AS APPROVED BY SENTARA HEALTH'S BOARD OF DIRECTOR'S COMPENSATION COMMITTEE. THE PLAN IS CURRENTLY CLOSED TO ADDITIONAL MEMBERS. THE PLAN IS A DEFINED BENEFIT ARRANGEMENT UNDER WHICH MEMBERS ACCRUE AN ANNUAL FORMULA-BASED BENEFIT DURING EACH YEAR OF COVERED EMPLOYMENT, WHICH IS SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE FOR FEDERAL INCOME TAX PURPOSES UNTIL THE COMPLETION OF A TWO YEAR NON-COMPETE PERIOD FOLLOWING TERMINATION OR UPON DEATH. FICA AND FUTA TAXATION OF PORTIONS OF THE ACCRUED BENEFIT MAY OCCUR EARLIER THAN FEDERAL INCOME TAXATION IN ACCORDANCE WITH APPLICABLE LAW. DISTRIBUTION OF PLAN BENEFITS MAY OCCUR AT THE DATE OF APPLICABLE TAXATION (TO THE EXTENT REQUIRED TO COVER APPLICABLE TAXES) AND IN ACCORDANCE WITH THE PARTICIPANT'S ELECTED INSTALLMENT DISTRIBUTION SCHEDULE FOLLOWING TERMINATION OF EMPLOYMENT, SUBJECT TO ADHERENCE WITH THE NON-COMPETE RESTRICTIONS. IN THE CURRENT YEAR, MR. KERN WAS EMPLOYED AND ACTIVELY ACCRUING PLAN BENEFITS IN ACCORDANCE WITH THE PLAN'S TERMS. MR. KERN WAS SUBJECT TO FICA AND FUTA TAXATION ON HIS ACCRUED PLAN BENEFITS IN 2022 AND RECEIVED TAXABLE PLAN DISTRIBUTIONS OF $181,970 TO COVER APPLICABLE TAXES FOR 2022. HOWARD KERN, ROBERT BROERMANN, MICHAEL GENTRY, JAMES HILBERT, PATRICIA DARNLEY, COLIN DROZDOWSKI, EARL BARNES, 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. 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). DURING 2022, THE FOLLOWING CORPORATE EXECUTIVES RECEIVED VESTED DISTRIBUTIONS UNDER THE PLAN: ROBERT BROERMANN ($202,592); HOWARD KERN ($812,849); MICHAEL GENTRY ($172,528); DENNIS MATHEIS ($32,207) AND JAMES HILBERT ($2,835). THESE AMOUNTS HAVE BEEN REPORTED IN COLUMN (B)(III) OF SCHEDULE J, PART II. DURING THE CURRENT TAX YEAR, DENNIS MATHEIS, 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. THOMAS LUNDQUIST RECEIVED A LUMP SUM DISTRIBUTION OF $173,412 RELATED TO HIS PARTICIPATION IN PRIOR PLAN YEARS.
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.

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
2022
Filed
7 November 2023
IRS schema version
2022v5.0
Source object
202343139349300514

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