Aria Health Foundation

“The organization is an affiliate within thomas jefferson university/jefferson health; a comprehensive professional university and tax-exempt integrated healthcare delivery system ("system"), with a tripartite mission of education, research and patient care. Thomas jefferson university ("tju") is an internal revenue code section 501(c)(3) tax-exempt organization and serves as the parent organization of the system. Tju's major affiliates include thomas jefferson university hospital ("tjuh") and jefferson university physicians ("jup"), both internal revenue code section 501(c)(3) tax-exempt organizations. Tju, tjuh and jup may provide various corporate related services and/or provides clinical and support personnel to various system entities; including this organization. The services may include, but are not limited to, executive, legal and risk management, compliance and governance, human resources and finance and also clinical and support personnel. These costs are allocated to various system entities, including this organization, as reimbursement for these services and personnel.”

“The governing documents of the organization were updated and amended during the year to reflect the reorganization and to ensure governance provisions are consistent across TJU/Jefferson Health affiliates. The organization remains an internal revenue code section 501(c)(3) tax-exempt organization and its ultimate sole member remains Thomas Jefferson University; a related internal revenue code section 501(c)(3) tax-exempt organization.”

“JEFFERSON HEALTH - NORTHEAST ("JHNE") IS THE SOLE MEMBER OF THIS ORGANIZATION. Effective with the close of business on June 30, 2024, Jefferson Health - Northeast System ("JHNES") was statutorily merged into Jefferson health Corporation ("JHC") and JHC became the sole member of JHNE. THOMAS JEFFERSON UNIVERSITY ("TJU") IS THE SOLE MEMBER OF JHC. ACCORDINGLY, TJU HAS THE ULTIMATE AUTHORITY AND RIGHT TO ELECT THE MEMBERS OF THIS ORGANIZATION'S BOARD OF TRUSTEES AND HAS CERTAIN RESERVED POWERS AS DEFINED IN THIS ORGANIZATION'S BYLAWS.”

“The organization is an affiliate within Thomas Jefferson University/Jefferson Health; a comprehensive professional university and tax-exempt integrated healthcare delivery system ("System"), with a tripartite mission of education, research and patient care. The organization's federal form 990 was made available to each voting member of the organization's governing body prior to filing of the form 990 with the Internal Revenue Service ("IRS"). As part of the tax return preparation process the organization hired a professional certified public accounting ("CPA") firm with experience and expertise in both healthcare and not-for-profit tax return preparation to prepare the federal form 990. The CPA firm's tax professionals worked closely with the System's finance personnel and various other system individuals ("internal working group") to obtain the information needed in order to prepare a complete and accurate tax return. The CPA firm prepared a draft federal form 990 and furnished it to the System's internal working group for their review. The internal working group reviewed the draft Federal form 990 and discussed questions and comments with the CPA firm. Revisions were made to the draft Federal form 990 where necessary and a final draft was furnished by the CPA firm to the internal working group for final review. Following this review, the form 990 was provided to the organization's governing body prior to filing with the IRS. In addition, the CPA firm made a presentation to the Thomas Jefferson University's finance, assurance & compliance committee regarding the System's Forms 990 together with a healthcare industry tax update.”

“The organization is an affiliate within thomas jefferson university/jefferson health; a comprehensive professional university and tax-exempt integrated healthcare delivery system ("system"), with a tripartite mission of education, research and patient care. The system has a written conflict of interest policy with which all affiliates regularly monitor and enforce compliance. The conflict-of-interest policy governs conflict of interest disclosure and monitoring of all voting members of the system's board of trustees. The conflict-of-interest policy is designed to assist the organization in evaluating arrangements, contracts or transactions that may benefit the private interest of a trustee, their family member(s), a member of a committee or subcommittee that exercises board-delegated powers of the university, or senior management. The policy is intended to supplement but not replace applicable state and federal laws governing nonprofit charitable corporations. In accordance with the conflict-of-interest policy, each voting member of the board of trustees must complete, at least annually, the system's conflict of interest disclosure process. The conflict-of-interest process includes distribution of an electronic disclosure to all persons who served as voting members of the board of trustees, members of senior management and key employees during the previous fiscal year. The disclosure form elicits information related to the respondent's actual or potential interests and activities in which they engaged during the reporting period. The process also requires covered persons to disclose such information about their family members. In addition to attesting to the veracity of information contained within the disclosure, the voting member of the board of trustees must certify that they will abide by the system's conflicts of interest and other relevant policies and will disclose all interests and activities related to their ongoing service on the board of trustees. Members of senior management and individuals identified as key employees receive disclosure questions required of members of the board of trustees. All persons covered under the organization's board of trustees and employee-related conflict of interest policies maintain a continuing obligation to disclose all changes in interests, activities and relationships throughout the year. The system maintains all original disclosure forms and certifications in accordance with its record retention policy. The system also compiles and issues a comprehensive report of all actual or potential interests and activities reported during the board of trustees conflicts of interest disclosure process to the organization's executive committee of the board of trustees. Thereafter, the board of trustees itself or through delegation to the finance, assurance & compliance committee, evaluates all actual or potential conflicts of interest to determine whether activities or arrangements require management, reduction, or elimination of certain interests, activities or relationships. When management of the identified conflict is required, the affected person(s), members of the board's executive committee, and certain members of executive management, receive notification of the requirements set forth in the management plan. Affected persons are expected to abide by the terms of the management plan, which may include, but may not be limited to, recusal from deliberations and voting when appropriate. In addition to the above-outlined internal reporting and evaluation of activities, transactions and relationships, all required disclosures in accordance with the internal revenue service's regulations and instructions are reported on the organization's federal form 990.”

“The organization is an affiliate within thomas jefferson university/jefferson health; a comprehensive professional university and tax-exempt integrated healthcare delivery system ("system"), with a tripartite mission of education, research and patient care. The organization is committed to ensuring that its executive compensation program adheres to the highest standards of regulatory compliance and best practices in corporate governance. Thomas jefferson university's board of trustees has a compensation and human capital 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 the system's executive compensation, including arrangements covering the president/chief executive officer, senior executives and other key employees (including clinical department chairs and select faculty). The committee meets multiple times during the year and is comprised of individuals who are independent and do not have conflicts of interest with regard to the compensation arrangements that fall within its purview. The committee's process is designed to satisfy the rebuttable presumption of reasonableness that is available under the intermediate sanctions law, and includes the review of comparability data and the contemporaneous substantiation of its deliberations and decisions. The committee's decisions are made in accordance with system's compensation philosophy, which supports the objective of attracting, retaining and motivating talented individuals who have the appropriate experience and skills to achieve the institution's objectives. On an annual basis the committee reviews appropriate comparability data for similar institutions that reflect the mission, scope and complexity of the organization and its constituent entities. The committee engages qualified, independent consultants as needed to provide advice on compensation matters and to prepare the comparability data, which are reviewed by the committee in advance of making its decisions. The committee reviews and approves compensation for the president/chief executive officer and other senior executives based on market practices, an assessment of performance and other business judgment factors. The executive compensation includes incentive pay, pursuant to which executives are rewarded based on the achievement of the system, entity and individual performance goals that are established in advance of the performance period. These goals are linked to system's mission, strategic and operating objectives, and have predetermined weights. At the end of the year, the committee approves the resulting awards based on a review of performance achievements relative to the goals; in appropriate circumstances, other discretionary factors may be considered when incentives are determined. The committee makes a determination of the reasonableness of compensation and maintains minutes that document its deliberations and decisions.”

“The organization's filed certificate of incorporation and any amendments can be obtained and reviewed through the commonwealth of pennsylvania.”

“Core form, part vii and schedule j reflect certain board of trustee members and officers receiving compensation and benefits from this organization or a related organization. Please note this remuneration was for services rendered as full-time employees of the organization or a related organization and not for services rendered as a voting member or officer of this organization's governing body.”

“Gerald wydro, m.d. Is a voting member of the organization's governing body; an uncompensated position. Dr. Wydro is an employed physician and receives a federal form w-2 from aria health physician services; a related internal revenue code section 501(c)(3) tax-exempt organization. Dr. Wydro also serves as a voting member of the jefferson health - northeast governing body. Accordingly, his reportable compensation, retirement/other deferred compensation and non-taxable benefits are reported within core form, part vii and schedule j of the jefferson health - northeast (ein: 23-0596940) federal form 990. Please refer to the jefferson health - northeast federal form 990 for this information. Brian sweeney, rn, mba, fache is an officer of the organization's governing body; an uncompensated position. Mr. Sweeney also serves as the president of north region of thomas jefferson university/jefferson health. Mr. Sweeney receives a federal form w-2 from thomas jefferson university and thomas jefferson university hospitals, inc.; related internal revenue code section 501(c)(3) tax-exempt organizations. Mr. Sweeney's common law employer/employee relationship is with abington memorial hospital. Accordingly, his reportable compensation, retirement/other deferred compensation and non-taxable benefits are reported within core form, part vii and schedule j of the abington memorial hospital (ein: 23-1352152) federal form 990. Please refer to the abington memorial hospital federal form 990 for this information. Richard galup, mba, ms, otr/l is an officer of this organization's governing body; an uncompensated position. Mr. Galup receives a federal form w-2 from thomas jefferson university and jefferson health - northeast. His common law employer/employee relationship is with jefferson health - northeast. Accordingly, his reportable compensation, retirement/other deferred compensation and non-taxable benefits are reported within core form, part vii and schedule j of the jefferson health - northeast (ein: 23-0596940) federal form 990. Please refer to the jefferson health - northeast federal form 990 for this information.”

“The organization is an affiliate within thomas jefferson university/jefferson health; a comprehensive professional university and tax-exempt integrated healthcare delivery system ("system"), with a tripartite mission of education, research and patient care. The system's parent entity is thomas jefferson university ("tju"). Certain board members and officers listed on core form, part vii and schedule j of this form 990 may hold similar positions with both this organization and other affiliates within the system. The hours shown on this form 990, for board members who receive no compensation for services rendered in a non-board capacity, represent the estimated hours devoted per week for this organization. To the extent these individuals serve as a member of the board of trustees of other related organizations in the system, their respective hours per week per organization are approximately the same as reflected in core form, part vii of this form 990. The hours reflected on core form, part vii of this form 990, for individuals who receive compensation for services rendered in a non-board capacity, paid officers, reflect total hours worked per week on behalf of the system; not solely this organization.”

“The organization is an affiliate within thomas jefferson university/jefferson health ("network"); a comprehensive professional university and tax-exempt integrated healthcare delivery system ("system"), with a tripartite mission of education, research and patient care. Senior management and all support personnel of this organization are employed by other system affiliates. Respective employee compensation and benefits costs are allocated to this organization. As such, a system affiliate issues all required forms w-2 related to the employees of this organization. Therefore, form 990, part v, line 2a is zero. Moreover, the payroll and related benefits expense related to such employees are reported as allocation of personnel costs on form 990, part ix, line 24, since these expenses are paid by a system affiliate to the employees and the transactions are accounted for through intercompany transactions between this organization and the system affiliate.”

“Brian sweeney, rn, mba, fache is an officer of the organization's governing body; an uncompensated position. Mr. Sweeney also serves as the president of north region of thomas jefferson university/jefferson health. Mr. Sweeney receives a federal form w-2 from thomas jefferson university and thomas jefferson university hospitals, inc.; related internal revenue code section 501(c)(3) tax-exempt organizations. Mr. Sweeney's common law employer/employee relationship is with abington memorial hospital. Accordingly, abington memorial hospital did not file a 2023 federal form 4720 for any remittance of excise tax related to his compensation in excess of $1m because he was not a covered employee of abington memorial hospital and thus exempt from excise tax as provided for under internal revenue code section 4960.”

“The organization is an affiliate within thomas jefferson university/jefferson health; a comprehensive professional university and tax-exempt integrated healthcare delivery system ("system"), with a tripartite mission of education, research and patient care. The system's parent entity is thomas jefferson university ("tju"). An independent certified public accounting ("cpa") firm audited the consolidated financial statements of the system for the fiscal years ended june 30, 2024, and june 30, 2023; respectively and issued a consolidated audited financial statement. An unmodified opinion was issued each year by the independent cpa firm. Tju's finance, assurance & compliance committee has assumed responsibility for the oversight of the audit of the consolidated financial statements, which includes the selection of an independent auditor.”