Norton - King'S Daughters' Health Inc

“ROBERT B. AZAR AND ADAM D. KEMPF (OFFICERS, NORTON ENTERPRISE, INC.) - Business relationship”

“Bethany holding, llc., an indiana limited liability company, is the sole member of the corporation (the "corporate member"). Notwithstanding the foregoing, all rights, power and authority of bethany holding, llc in its capacity as the member of the corporation, whether set forth in the articles of incorporation, these bylaws, or under law, shall be vested in, and exclusively exercised by, norton healthcare - indiana, inc, an indiana nonprofit corporation which is the sole member of bethany holding, llc. Norton healthcare, inc., a kentucky nonprofit corporation is the sole corporate member of norton healthcare - indiana, inc.”

“The board of trustees of norton healthcare - indiana, inc. Shall appoint all trustees. In addition, the president and chief executive officer of the corporation shall serve as an ex-officio member of the board of trustees. The president and chief executive officer shall have voting rights in that person's capacity as a member of the board of trustees and any committee on which they serve.”

“NOT WITHSTANDING ANY OTHER PROVISION OF THE BYLAWS, THE FOLLOWING POWERS ARE RESERVED TO THE NORTON-HEALTHCARE, INDIANA, INC., IN ITS CAPACITY AS THE SOLE MEMBER OF BETHANY HOLDING LLC, AND MAY BE EXERCISED EXCLUSIVELY BY NORTON HEALTHCARE-INDIANA, INC. AND MAY NOT BE TAKEN BY THE CORPORATION WITHOUT THE PRIOR CONSENT OF NORTON HEALTHCARE-INDIANA, INC.: A. ADOPTING ANY AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION OF THE CORPORATION, INCLUDING TO MODIFY THE POWERS OF OR TO ELIMINATE IN ENTIRETY THE BOARD OF TRUSTEES B. ADOPTING ANY AMENDMENT OR RESTATEMENT OF THESE BYLAWS C. DETERMINING THE CORPORATION'S VISION, MISSION AND GOALS D. ADOPTING OR MODIFYING THE STRATEGIC PLAN OF THE CORPORATION E. APPOINTING AND REMOVING TRUSTEES F. APPOINTING AND REMOVING THE PRESIDENT AND CHIEF EXECUTIVE OFFICER, THE SECRETARY AND THE TREASURER OF THE CORPORATION AND ESTABLISHING THEIR COMPENSATION AND OTHER TERMS OF EMPLOYMENT BY THE CORPORATION, SUBJECT TO THE TERMS OF THE AFFILIATION AGREEMENT AND THE EMPLOYMENT AGREEMENT WITH SUCH INDIVIDUAL, IF ANY. G. ADOPTING THE ANNUAL OPERATING AND CAPITAL PLANS AND BUDGETS OF THE CORPORATION, SUBJECT TO THE TERMS OF THE AFFILIATION AGREEMENT WITH RESPECT THERETO, AND EXPENDITURE IN EXCESS OF CURRENT BUDGETS H. THE CORPORATION ENTERING INTO, AMENDING, OR TERMINATING, ANY TRANSACTIONS THAT (i) WILL RESULT IN THE ACQUISITION, RENOVATION OR IMPROVEMENT OF AN ASSET, OR THE SALE, LEASE, ENCUMBRANCE OR DISPOSAL OF AN ASSET WHERE (ii) THE AMOUNT OF SUCH TRANSACTION EXCEEDS $100,000, SUBJECT TO TERMS OF THE AFFILIATION AGREEMENT WITH RESPECT THERETO I. THE CORPORATION ESTABLISHING ORGANIZATIONAL RELATIONSHIPS, INCLUDING WITHOUT LIMITATION, PARTNERSHIPS OR JOINT VENTURES, AND THE DISSOLUTION OF ANY SUCH ORGANIZATIONAL RELATIONSHIPS J. ENTERING INTO ANY AGREEMENT WITH RESPECT TO A MERGER, CONSOLIDATION, DISSOULTIONS OR OTHER FUNDAMENTAL CORPORATE REORGANIZATION OF THE CORPORATION K. INCURRENCE OF DEBT BY THE CORPORATION L. ANY MATTER THAT MAY ADVERSELY IMPACT THE TAX EXEMPT STATUS OF THE CORPORATION OR OF NORTON HEALTHCARE-INDIANA, INC. OR ANY OF ITS AFFILIATES IN THE SOLE DISCRETION OF NORTON HEALTHCARE-INDIANA, INC. M. ANY MATTER FOR WHICH THE BOARD IS AUTHORIZED TO MAKE RECOMMENDATIONS TO NORTON HEALTHCARE-INDIANA, INC. AS SET FORTH IN SECTION 4.1 OF THE BYLAWS. SUCH RECOMMENDATIONS INCLUDE THE FOLLOWING: * NUMBER OF TRUSTEE POSITIONS * APPOINTMENT OF MEMBERS TO THE BOARD OF TRUSTEES * APPROVAL OF OPERATING AND CAPITAL BUDGETS * AMENDING/ALTERING/ REPEALING/RESTATING THE ARTICLES OF INCORPORATION OR BYLAWS * APPROVING THE ACQUISITION OF SUBSTANTIALLY ALL OF THE ASSETS OF ANOTHER ORGANIZATION * ADOPTING A PLAN OF MERGER OR PLAN OF CONSOLIDATION, AUTHORIZING THE SALE/LEASE/EXCHANGE/MORTGAGE OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE CORPORATION, AUTHORIZING THE VOLUNTARY DISSOLTION OF THE CORPORATION, ADOPT A PLAN FOR THE DISTRIBUTION OF THE ASSETS OF THE CORPORATION OR ANY SIMILAR TRANSACTION”

“Norton-king's daughters' health, inc.'s form 990 was reviewed by its parent company's board of trustees and finance committee. At the october 2025 norton healthcare, inc. (nhc) finance committee meeting and at the october 2025 nhc board of trustees meeting, the 990s were discussed and committee members and trustees had an opportunity to ask questions. Coinciding with the finance committee meeting, electronic copies of the 990s were made available to all members of the finance committee and board of trustees through the directors portal site, prior to the filing with the irs. Nhc is the parent of community medical associates, inc., norton hospitals, inc. , norton properties, inc., norton healthcare foundation, inc., the children's hospital foundation, inc., norton king's daughters' health, inc. And norton healthcare-indiana, inc.”

“Norton-king's daughters' health, inc. Has a formal conflict of interest policy. This policy requires each member of the board of directors to annually disclose information regarding their interests and those of their family members that could give rise to conflict. The purpose of this conflict of interest policy is to protect norton - king's daughters' health, inc.'s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or trustee of the corporation. After disclosure of the interest and all material facts, and after any discussion with the interested person, he/she shall leave the board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. If the board or committee determines that a conflict of interest exists, then the procedures under c. (which follows), shall be followed. If the board or committee determines that a conflict of interest does not exist, the trustee may participate in consideration of the matter as usual. The procedure for addressing the conflict of interest is - a. The chair of the board of trustees or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. B. After exercising due diligence, the board of trustees or committee shall determine whether the corporation can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. C. If a more advantageous transaction or arrangement is not reasonably attainable, the board of trustees or committee shall determine by a majority vote of the disinterested trustees whether the transaction or arrangement is in the corporation's best interest and for its own benefit and whether the transaction is fair and reasonable to the corporation, and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination.”

“The President/CEO, Vice President of Finance/CFO, and the Vice President of Inpatient Services/Chief Nursing Officer are paid by a related organization, Norton Healthcare Inc. Norton Healthcare, Inc. (NHC) engages an outside independent compensation consultant, Gallagher, to provide comparability data on total compensation for similar positions at health systems and hospital organizations similar in size, scope of services, and circumstances, including review of other health systems and hospital organizations that have filed Form 990s. In addition, Norton Healthcare, Inc. participates in third party surveys which provide aggregate, comparative compensation data for officers and key employees in similar positions at similar organizations. Compensation for the Vice-President on Physician Services is determined by Norton-King's Daughters' Health, Inc. and is established by the use of compensation survey data.”

“See narrative for line 15a above.”

“CONSOLIDATED FINANCIAL STATEMENTS ARE AVAILABLE HERE: https://nortonhealthcare.com/about-us/financial-information/ GOVERNING DOCUMENTS AND CONFLICTS OF INTEREST POLICIES ARE NOT REQUIRED DISCLOSURES PURSUANT TO INTERNAL REVENUE CODE (IRC) SECTION 6104. THESE DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC. THE FORM 990 TAX RETURN IS AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST.”

“Norton Healthcare, Inc. (NHC) and Affiliates (Norton Hospitals, Inc., Community Medical Associates, Inc., Norton Properties, Inc., Norton Healthcare Foundation, Inc., The Children's Hospital Foundation, Inc., Norton King's Daughters' Health, Inc., and Norton Healthcare-Indiana, Inc.) encourages and facilitates Board member attendance at educational programs and conferences on subjects relevant to NHC. NHC's travel policy for Board of Trustees provides that for each Trustee that attends at least one out of town educational conference, a lump sum stipend will be paid to cover unreimbursed travel expense and other miscellaneous expenses associated with conference preparation, attendance or follow up. In compliance with IRS Regulations, NHC provides a Form 1099 to any Trustee that receives a stipend. These amounts have been reported in Part VII on the Form 990 as reportable compensation to the Trustee receiving stipends in 2024.”

“NORTON HEALTHCARE, INC. (NHC) EIN 61-1028725 IS THE COMMON PAYING AGENT FOR Norton King's Daughters' Health (NKDH) AND THEREFORE, ALL VENDORS, INCLUDING INDEPENDENT CONTRACTORS ARE PAID BY NHC ON BEHALF OF NKDH FOR PURPOSES OF PART V, LINE 1, THE NUMBER OF 1099S REPORTED AND FILED FOR 2024 BY NHC FOR NKDH WAS 79. NKDH HAS 29 INDEPENDENT CONTRACTORS EXCEEDING $100,000 FOR 2024.”

“CONTRACT LABOR - Total Expense: 2802497, Program Service Expense: 2797097, Management and General Expenses: 5400, Fundraising Expenses: ; PROFESSIONAL FEES - Total Expense: 6831615, Program Service Expense: 6831615, Management and General Expenses: , Fundraising Expenses: ; FEES & SPECIAL SERVICES - Total Expense: 11472488, Program Service Expense: 6368680, Management and General Expenses: 5100954, Fundraising Expenses: 2854;”

“Other Changes in Temporarily Restricted Net Assets - -461102; Total - -461102;”