Nyu Langone Hospitals

“Description of relationships: lori fink, trustee, & laurence d. Fink, co-chair, have a family relationship. Thomas s. Murphy & thomas s. Murphy jr., trustees, have a family relationship. Ronald o. Perelman and debra perelman, trustees, have a family relationship. Isaac perlmutter and laura perlmutter, trustees, have a family relationship. Alice m. Tisch and thomas j. Tisch, trustees, have a family relationship. Barry schwartz, ronald o. Perelman, and debra perelman, trustees, have a business relationship. Jamie dimon and e. John rosenwald, trustees, have a business relationship. Laurence d. Fink, co-chair & linda gosden robinson, trustee, have a business relationship.”

“The hospital's bylaws were amended as of august 1, 2019 to update section 1.02 describing the organization's purposes to reflect the additional medical school at new york university.”

“Description of classes of members or stockholders: the sole member of nyu langone hospitals is nyu langone health system.”

“Description of classes of persons and the nature of their rights: with respect to the election of the board of trustees of nyu langone hospitals, nyu langone health system (the "member"), as the sole member has the power and authority: 1. To elect the trustees; 2. Remove a trustee; and 3. Fill any vacancies in the board. Any action taken by the member must be approved by new york university, the sole voting member of the member, in order to be effective.”

“Description of classes of persons, decisions requiring approval and the type of voting rights: with respect to the decisions of the board of trustees of nyu langone hospitals, nyu langone health system (the "member") as the sole member, has the power and authority over the following matters: 1. Electing the corporation's board of trustees; 2. Removing the corporation's board of trustees; 3. Filling any vacancies in the corporation's board of trustees; 4. Amending or repealing the by-laws or adopting new by-laws; 5. Approving the corporation's merger or consolidation with another entity; 6. Approving the sale, lease, exchange or other disposition of all, or substantially all, the assets of the corporation; 7. Reviewing the vision, mission and strategic and financial plans of the corporation; 8. Reviewing the corporation's annual operating and capital budgets, provided that final approval of the budgets shall remain with the corporation; 9. Approving any transaction having a value $25,000,000 or more, provided, that final approval of hospital debt necessary to finance the cost of compliance with operation or physical plant standards required by law, or to implement certificate of need applications, shall remain with the corporation; 10. Approving the creation and/or dissolution of an entity in which the corporation is proposed to be, or is, the controlling member; and 11. The exercise by the corporation acting in its capacity as direct or indirect member, shareholder or partner of any affiliate, subsidiary or joint venture. Any action taken by the member must be approved by new york university, the sole voting member of the member, in order to be effective.”

“Description of the process used by management and/or governing body to review the form 990: 1. The finance department drafts the form 990 and the accompanying schedules based on the fiscal year's financial activity. 2. The draft is provided to the organization's external tax advisor for review. 3. The draft is then reviewed by the vice president of finance and chief financial officer for completeness and accuracy. This is an iterative process which may involve more than one review by the organization's external tax advisor. 4. The reviewed draft is presented to the board of trustees' audit committee, as well as certain other officers for review. 5. Once approved by the audit committee, the form 990 is made available to the full board and then it is forwarded to the irs.”

“Description of the process to monitor transactions for conflicts of interest: nyu langone hospitals is part of an integrated medical center and health system also known as "nyu langone health". All members of the nyu langone health community, including employees, trustees, officers, faculty, medical staff, residents, fellows, students, volunteers, trainees, vendors, contractors, consultants, sponsored individuals, and agents, have an obligation to conduct thir nyu langone health duties and the affairs of nyu langone health in a manner that promotes the best interests of the organization and that complies with legal and regulatory requirements. Members of the nyu langone health community (as noted in section i below) who are invoved in research, business decisions, or the mentoring or supervision of trainees and students, as well as certain other specific members,have a duty to disclose on an ongoing basis any activities or financial interests related to their institutional responsibilities. These activities and financial may present actual, potential, or apparent conflict of interest when they influence or appear to influence one's ability to objectively promote the best interests of nyu langone health. I. Initial and annual disclosures: in accordance with nyu langone health's conflict of interest policies, the following nyu langone health individuals are considered covered persons and must submit to the office of internal audit, compliance and enterprise risk management's ("iacerm") conflicts of interest management unit ("cimu") a disclosure statement upon appointment or hire and annually thereafter. In addition, all covered persons have an ongoing obligation throughout the year to disclose anticipated conflicts, to disclose conflicts of which they may not have been initially aware, and to disclose specific situations that give rise to a potential conflict. Covered persons include: - chairs, vice chairs, vice presidents, deans, associate and assistant deans, department and division administrators - director level and above employees - full-time faculty members and part-time employed faculty members; - anyone responsible for the design, conduct, or reporting of research or other sponsored projects (i.e., investigators and other key research personnel) - supply chain management/purchasing employees and anyone involved in purchasing decisions and/or contract negotiations on behalf of nyu langone health; and - members of oversight committees related to patient care, purchasing, research, or education - employees of iacerm, the office of legal counsel, the office of government affairs, and certain members of the office of science and research - trustees, officers, and key persons in the disclosure statement, a covered person must disclose all interests held in entities that they reasonably believes does or may have a direct business relationship with or competes or may compete with nyu langone health, or could otherwise reasonably appear to be related to the covered persons' responsibilities at nyu langone health. Trustees, officers, and key persons must also disclose, among other things: - any entity in which the covered person and/or a relative has a director, officer or trustee position; - any family or business relationship between the covered person and/or relative and a trustee, or an employee of nyu langone health, including an officer or key person; - any direct business relationship between the covered person and/or relative with any nyu langone health entity or any competitor of nyu langone health; - any anticipated transaction in which the covered person and/or relative has a direct or indirect financial interest that would constitute a related party transaction with nyu langone health the covered person must also certify compliance with the applicable conflicts of interest policy as part of the disclosure statement. Iacerm provides the annual disclosure form to covered persons either via an electronic system or via ema”

“Lines 15a and 15b: offices and positions for which process was used and year process was begun: the executive compensation process at nyu langone hospitals ("nyulh") is administered by a committee of trustees that did not have a conflict of interest with respect to the compensation arrangements at issue. The committee follows a board approved charter which empowers them to administer the executive compensation program and process on behalf of the full board of trustees of nyulh. In carrying out its responsibilities, the committee will: (1) ensure the adoption of and monitor the adherence to policies and procedures for determining and documenting reasonable employee compensation; (2) ensure the maintenance of documentation confirming that all employee compensation is reasonable in nature, approved in accordance with approved policy, is the value that would ordinarily be paid for like services by a like enterprise under like circumstances and given the required tax treatment; and (3) monitor employee benefit retirement plans that involve the establishment and management of designated funds (except investment management) for the benefit of employees generally or specified groups of employees. In reviewing and approving the compensation of highly compensated individuals and of individuals who are in a position to influence the affairs of nyulh, the committee may rely upon appropriate data as to comparability and shall adequately and timely document the basis for its determination concurrently with making that determination. The documentation shall include the terms of the transactions and the date of its approval, the members of the compensation and benefits committee present during the debate and vote on the transaction, the comparability data obtained and relied upon, the acts of any members of the committee having a conflict of interest and documentation of the basis for the determination. The committee review takes place on the following schedule: (1) annually for all vice president, vice deans, chairs and above, i.e., key executives; (2) at hire and for adjustment of compensation for key executives and covered individuals; (3) every 3 years a global review all faculty salaries will be performed and salaries related to changes in responsibilities or new hires will be done on a retroactive review basis.”

“Availability of forms 1023, 990, and 990-t to the general public: the organization's forms 1023, 990, and 990-t are made available upon request by e-mail at [email protected].”

“Availability of governing documents, conflict of interest policy and financial statements to the general public: the organization's conflict of interest policy is available on its website at: http://nyulangone.org/policies-disclaimers/conflicts-interest. The organization's governing documents are not made publicly available. The organization's financial statement is made available to the public as part of its annual filing with the nys attorney general's office and is available through their website.”

“Changes in pension & postretirement obligations -279,355,426. Equity transfer - nyu grossman school of medicine 47,424,940. Net equity transfer - nyu winthrop hospital 431,070,114. Transfer for self-insurance -67,334,944.”