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Nonprofiteer
← VANDALIA HEALTH INC

Form 990 for tax year 2022

Filed by VANDALIA HEALTH INC.

Totals

Total revenue
$5,156,211
Total expenses
$5,394,718
Contributions and grants received
$0
Grants paid
$0
Program service revenue
$0
Investment income
$0
Other revenue
$5,156,211
Total assets, end of year
$1,067,391,154
Total liabilities, end of year
$17,361,615
Net assets or fund balances, end of year
$1,050,029,539
Program services expenses (Part IX)
$1,023,466
Management and general expenses
$4,371,252
Fundraising expenses
$0
Program service expenses (Part III)
$1,023,466

Program services were 19.0% of total expenses calculated — Part IX's program-services column over total expenses, both as filed.

Line items

Every line the filer filed in Parts VIII, IX and X, as filed and in filed order. Blank columns are left out, and the lines are not forced to add up to the totals above.

Revenue

Part VIII, the statement of revenue.

  • 11a · Other revenue: AFFILIATE SUPPORT

    total $3,707,794 · related or exempt $3,707,794

  • 11b · Other revenue: VALUE BASED PAYMENTS

    total $1,448,417 · related or exempt $1,448,417

  • 11e · Other revenue, total

    $5,156,211

Functional expenses

Part IX, the statement of functional expenses.

  • 7 · Other salaries and wages

    total $674,615 · program services $674,615

  • 8 · Pension plan contributions

    total $17,752 · program services $17,752

  • 9 · Other employee benefits

    total $59,549 · program services $26,206 · management and general $33,343

  • 10 · Payroll taxes

    total $39,061 · program services $39,061

  • 11a · Fees: management

    total $679,036 · management and general $679,036

  • 11b · Fees: legal

    total $3,018,692 · management and general $3,018,692

  • 11c · Fees: accounting

    total $36,932 · management and general $36,932

  • 11f · Fees: investment management

    total $3,473 · management and general $3,473

  • 11g · Fees: other

    total $509,793 · management and general $509,793

  • 12 · Advertising and promotion

    total $12,687 · program services $12,687

  • 13 · Office expenses

    total $7,040 · program services $7,040

  • 14 · Information technology

    total $177,584 · program services $177,584

  • 16 · Occupancy

    total $67,297 · program services $46,139 · management and general $21,158

  • 17 · Travel

    total $20,802 · management and general $20,802

  • 19 · Conferences, conventions and meetings

    total $11,187 · program services $11,187

  • 23 · Insurance

    total $20,550 · management and general $20,550

  • 24a · Other expenses: SALES & USE TAX

    total $27,473 · management and general $27,473

  • 24b · Other expenses: DUES BOOKS

    total $6,343 · program services $6,343

  • 24c · Other expenses: DIETARY

    total $3,085 · program services $3,085

  • 24d · Other expenses: MINOR DURABLES

    total $1,597 · program services $1,597

  • 24e · All other expenses

    total $170 · program services $170

Balance sheet

Part X, book values.

  • 4 · Accounts receivable

    end of year $123,876

  • 12 · Investments: other securities

    beginning of year $108,875 · end of year $108,875

  • 13 · Investments: program-related

    beginning of year $859,793,618 · end of year $1,062,871,241

  • 15 · Other assets

    beginning of year $0 · end of year $4,287,162

  • 17 · Accounts payable and accrued expenses

    beginning of year $2,720 · end of year $3,166,680

  • 19 · Deferred revenue

    end of year $1,250,000

  • 25 · Other liabilities

    beginning of year $13,078,639 · end of year $12,944,935

  • 27 · Net assets without donor restrictions

    beginning of year $737,551,291 · end of year $946,769,889

  • 28 · Net assets with donor restrictions

    beginning of year $109,269,843 · end of year $103,259,650

Mission and programs · 2022

Mission

STRIVING TO PROVIDE THE BEST HEALTH CARE TO EVERY PATIENT, EVERY DAY.

Activities or mission (Part I)

TO PROVIDE SUPPORT TO CHARLESTON AREA MEDICAL CENTER, INC., A NOT-FOR-PROFIT CORPORATION AREA MEDICAL CENTER, INC. OR OTHERWISE.

  • VANDALIA HEALTH, INC. PROVIDES STRATEGIC DIRECTION, OVERSIGHT AND COORDINATION OF THE ACTIVITIES OF ITS SUBSIDIARIES - CHARLESTON AREA MEDICAL CENTER, INC. AND AFFILIATES - WHICH TOGETHER COMPRISE VANDALIA HEALTH, AN INTEGRATED HEALTH CARE DELIVERY SYSTEM. ON SEPTEMBER 1, 2022, VANDALIA COMPLETED A CORPORATE REORGANIZATION WHEREBY CAMC AND MON HEALTH SYSTEMS COMBINED TO CREATE A SINGLE HEALTH CARE SYSTEM CALLED VANDALIA HEALTH. TWO HEALTH SYSTEMS THAT HAVE STRONG WEST VIRGINIA ROOTS. THE VANDALIA NETWORK IS COMPRISED OF 17 HOSPITALS, THREE HOSPITAL AFFILIATES AND MORE THAN 180 OUTPATIENT LOCATIONS.

    Expenses $1,023,466 · Revenue $5,156,211

As filed on the 2022 return.

Listed in Part VII

  • CHARLES L CAPITO JR

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • DAVID L RAMSEY

    PRESIDENT & CEO

    Total calculated
    $1,686,175
    From this org
    $0
    From related orgs
    $1,488,436
    Other
    $197,739
    Hours/week
    5 + 52 related

    Schedule J breakdown matched by us

    Base
    $0 + $962,283 related
    Bonus
    $0 + $312,916 related
    Other
    $0 + $213,237 related
    Deferred
    $0 + $155,200 related
    Nontaxable benefits
    $0 + $42,539 related
    Filer's total
    $0 + $1,686,175 related
  • ED BOYLE 9122 START

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5
  • EDWIN H WELCH PHD

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 3.5 related
  • ERIC A HICKS

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • FONDA ELLIOT

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • GLENN ADRIAN 9122 START

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5
  • JOHN R HOBLITZELL ESQ

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • KAREN S PRICE

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • KATHY MCNEIL

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5
  • KENNETH L TACKETT

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • MARK A CHANDLER

    VICE CHAIRMAN (THROUGH 8/31/22)

    Total calculated
    $0
    Hours/week
    5 + 3 related
  • MELVIN JONES

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • PAT MARTIN 9122 START

    DIRECTOR

    Total calculated
    $0
    Hours/week
    2.5
  • RICHARD K UMSTOT MD

    DIRECTOR (END 8/31/22)

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • RONALD G STOVASH

    VICE CHAIR (9/1/22 START)

    Total calculated
    $0
    Hours/week
    3
  • RYAN H FITZWATER MD

    DIRECTOR/CHIEF OF STAFF CAMC

    Total calculated
    $855,386
    From this org
    $0
    From related orgs
    $794,062
    Other
    $61,324
    Hours/week
    3 + 53.5 related

    Schedule J breakdown matched by us

    Base
    $0 + $757,990 related
    Bonus
    $0 + $1,000 related
    Other
    $0 + $35,072 related
    Deferred
    $0 + $12,200 related
    Nontaxable benefits
    $0 + $49,124 related
    Filer's total
    $0 + $855,386 related
  • S SHAWN GROVES MD

    DIRECTOR (END 8/31/22)

    Total calculated
    $15,000
    From this org
    $0
    From related orgs
    $15,000
    Other
    $0
    Hours/week
    2.5 + 2.5 related
  • STEFAN R MAXWELL MD

    DIRECTOR (END 8/31/22)

    Total calculated
    $0
    Hours/week
    2.5 + 3 related
  • STEVEN L SMITH

    DIRECTOR (END 1/24/22)

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • WANDA HIGHTOWER

    DIRECTOR (END 8/31/22)

    Total calculated
    $0
    Hours/week
    2.5 + 2.5 related
  • WILLIAM RICE JR

    CHAIRMAN

    Total calculated
    $0
    Hours/week
    3.5 + 3 related
  • ANGELA FENTON HILL

    SECRETARY & GEN COUNSEL

    Total calculated
    $821,877
    From this org
    $0
    From related orgs
    $527,849
    Other
    $294,028
    Hours/week
    5 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $377,159 related
    Bonus
    $0 + $92,454 related
    Other
    $0 + $58,236 related
    Deferred
    $0 + $262,556 related
    Nontaxable benefits
    $0 + $31,472 related
    Filer's total
    $0 + $821,877 related
  • D MICHELLE COON

    VP FOR MANAGED CARE CONTRACTING

    Total calculated
    $422,515
    From this org
    $0
    From related orgs
    $318,079
    Other
    $104,436
    Hours/week
    50

    Schedule J breakdown matched by us

    Base
    $0 + $227,323 related
    Bonus
    $0 + $58,310 related
    Other
    $0 + $32,446 related
    Deferred
    $0 + $55,883 related
    Nontaxable benefits
    $0 + $48,553 related
    Filer's total
    $0 + $422,515 related
  • DANIEL STROSS

    VP INFO SERVICES

    Total calculated
    $702,209
    From this org
    $0
    From related orgs
    $516,767
    Other
    $185,442
    Hours/week
    5 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $386,467 related
    Bonus
    $0 + $97,138 related
    Other
    $0 + $33,162 related
    Deferred
    $0 + $136,789 related
    Nontaxable benefits
    $0 + $48,653 related
    Filer's total
    $0 + $702,209 related
  • GLENN CROTTY JR MD

    COO

    Total calculated
    $1,087,805
    From this org
    $0
    From related orgs
    $1,036,895
    Other
    $50,910
    Hours/week
    5 + 51 related

    Schedule J breakdown matched by us

    Base
    $0 + $684,800 related
    Bonus
    $0 + $245,070 related
    Other
    $0 + $107,025 related
    Deferred
    $0 + $12,200 related
    Nontaxable benefits
    $0 + $38,710 related
    Filer's total
    $0 + $1,087,805 related
  • JEFF SANDENE

    CFO

    Total calculated
    $1,031,039
    From this org
    $0
    From related orgs
    $787,964
    Other
    $243,075
    Hours/week
    5 + 55 related

    Schedule J breakdown matched by us

    Base
    $0 + $547,318 related
    Bonus
    $0 + $196,189 related
    Other
    $0 + $44,457 related
    Deferred
    $0 + $209,423 related
    Nontaxable benefits
    $0 + $33,652 related
    Filer's total
    $0 + $1,031,039 related
  • JEFFREY OSKIN

    SENIOR VP AND COO

    Total calculated
    $1,215,537
    From this org
    $0
    From related orgs
    $946,344
    Other
    $269,193
    Hours/week
    5 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $445,654 related
    Bonus
    $0 + $417,064 related
    Other
    $0 + $83,626 related
    Deferred
    $0 + $253,811 related
    Nontaxable benefits
    $0 + $15,382 related
    Filer's total
    $0 + $1,215,537 related
  • KRISTI SNYDER

    VP HUMAN RESOURCES

    Total calculated
    $692,702
    From this org
    $0
    From related orgs
    $500,741
    Other
    $191,961
    Hours/week
    5 + 51 related

    Schedule J breakdown matched by us

    Base
    $0 + $356,558 related
    Bonus
    $0 + $89,312 related
    Other
    $0 + $54,871 related
    Deferred
    $0 + $185,336 related
    Nontaxable benefits
    $0 + $6,625 related
    Filer's total
    $0 + $692,702 related
  • MYRANDA PIKE

    VP CORPORATE COMPLIANCE (OCT - DEC )

    Total calculated
    $74,932
    From this org
    $0
    From related orgs
    $60,196
    Other
    $14,736
    Hours/week
    5 + 50 related
  • REBECCA STEVENSON

    INTERIM VP CORPORATE COMPLIANCE

    Total calculated
    $247,637
    From this org
    $0
    From related orgs
    $191,176
    Other
    $56,461
    Hours/week
    5 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $170,356 related
    Bonus
    $0 + $20,770 related
    Other
    $0 + $50 related
    Deferred
    $0 + $8,007 related
    Nontaxable benefits
    $0 + $48,454 related
    Filer's total
    $0 + $247,637 related
  • THOMAS P MCILWAIN MD

    VP CHIEF MEDICAL OFFICER

    Total calculated
    $672,957
    From this org
    $0
    From related orgs
    $627,219
    Other
    $45,738
    Hours/week
    5 + 50 related

    Schedule J breakdown matched by us

    Base
    $0 + $458,087 related
    Bonus
    $0 + $84,078 related
    Other
    $0 + $85,054 related
    Deferred
    $0 + $12,200 related
    Nontaxable benefits
    $0 + $33,538 related
    Filer's total
    $0 + $672,957 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, and on a Form 990-PF Part VIII's — 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 · Compensation survey or study
  • 3 · Approval by the board or compensation committee
  • 4b · Supplemental nonqualified retirement plan

Answered no

  • 4a · Severance or change-of-control payment
  • 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
  • 7 · Other non-fixed payments
  • 8 · Paid under the initial-contract exception

The filer's explanations (Part III)

PART I, LINE 4B
TARGET BENEFIT SERP - A TARGET BENEFIT SERP IS OFFERED TO THREE EXECUTIVES, WITH AN ANNUAL EMPLOYER CONTRIBUTION THAT TARGETS PROVIDING 55% OF FINAL AVERAGE COMPENSATION AT AGE 60 FOR 30 YEARS OF SERVICE. THE TARGET BENEFIT IS OFFSET BY THE FROZEN DEFINED BENEFIT SERP ACCRUED BENEFIT, THE FROZEN RESTORATION PLAN BALANCE, EMPLOYER-PROVIDED QUALIFIED RETIREMENT BENEFITS, EMPLOYER-PROVIDED 457(B) PLAN BENEFITS, AND 50% OF AGE 62 SOCIAL SECURITY. EACH ANNUAL FUNDING CONTRIBUTION VESTS THE EARLIER OF 5 YEARS OR AGE 60. TAXES ARE ADVANCED FROM VESTED ACCOUNTS, WITH THE REMAINING BALANCE HELD UNTIL TERMINATION. ALL CONTRIBUTIONS ARE VESTED IN THE EVENT OF DEATH, DISABILITY, INVOLUNTARY TERMINATION WITHOUT CAUSE, OR VOLUNTARY TERMINATION FOR GOOD REASON FOLLOWING CHANGE OF CONTROL. UNVESTED CONTRIBUTIONS ARE FORFEITED FOR VOLUNTARY TERMINATION OR TERMINATION FOR CAUSE. DEFINED CONTRIBUTION SERP - A DEFINED CONTRIBUTION SERP IS OFFERED TO SELECT EXECUTIVES, WITH AN ANNUAL 10% OF SALARY CONTRIBUTION. EACH ANNUAL CONTRIBUTION VESTS THE EARLIER OF 5 YEARS OR AGE 65. TAXES ARE ADVANCED FROM VESTED ACCOUNTS, WITH THE REMAINING BALANCE HELD UNTIL TERMINATION. ALL CONTRIBUTIONS ARE VESTED IN THE EVENT OF DEATH, DISABILITY, INVOLUNTARY TERMINATION WITHOUT CAUSE, OR VOLUNTARY TERMINATION FOR GOOD REASON FOLLOWING CHANGE OF CONTROL. UNVESTED CONTRIBUTIONS ARE FORFEITED FOR VOLUNTARY TERMINATION OR TERMINATION FOR CAUSE. UNDER THE EXECU-FLEX BENEFIT PLAN (409A), EXECUTIVES RECEIVE 11% OF THEIR SALARY IN FLEX ALLOWANCE. THIS FLEX ALLOWANCE IS USED TO ELECT EXECUTIVE BENEFITS. ANY REMAINING FLEX ALLOWANCE IS CREDITED TO A TAX-DEFERRED CAPITAL ACCUMULATION ACCOUNT. THE MINIMUM VESTING PERIOD IS TWO YEARS, MAXIMUM IS AGE 68. A TWO YEAR NON-COMPETE AGREEMENT (SUBSTANTIAL RISK OF FORFEITURE AGREEMENT) APPLIES IF TERMINATION OF EMPLOYMENT OCCURS PRIOR TO THE VESTING DATE. CERTAIN PARTICIPANTS HAD AMOUNTS VESTED AND INCLUDED AS REPORTABLE COMPENSATION THIS YEAR, AS DETAILED BELOW: DAVID L. RAMSEY - $142,017 GLENN CROTTY JR., M.D. - $73,427 KRISTI SNYDER - $42,875 THOMAS P. MCILWAIN - $54,554 ANGELA FENTON HILL - $43,845 EILEEN CLARK - $63,972

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.

Taxable family on this return

Schedule R Parts I, III and IV, as filed. These record ownership and control, not shared board members or money moved.

Disregarded entities

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

Related partnerships

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

Related corporations and trusts

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

Provenance

Return type
form_990
Tax year
2022
Filed
14 November 2023
IRS schema version
2022v5.0
Source object
202333189349309443

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