Huntington Memorial Hospital Inc

“The executive committee shall be composed of the officers of the board, the president of the corporation, the president/chief executive officer of the corporate member or his/her designee, the current chief of the medical staff, and such other persons as identified by the chair of the board, each of whom shall be entitled to vote. In no event shall the members of the executive committee exceed eight (8) people. The executive committee may act on behalf of the corporation as the planning committee and in any other matter when the board is not in session, reporting to the board for its ratification of its action. The chair of the board shall serve as chair of the executive committee. Meetings of the executive committee may be called by the chair or by three (3) members.”

“The organization is organized as a not-for-profit corporation. Pursuant to the organization's governing documents, parkview health system, inc. Ein 35-1972384 is the sole member of huntington memorial hospital, inc. With certain reserved powers.”

“The corporate member, parkview health system, inc. Ein 35-1972384, shall have the following reserved powers: (a) appoint directors (including appointments to fill a vacancy) and initiate the removal and remove any director of the corporation, with cause, provided consideration is given to recommendations of the board regarding such appointment or removal, if any are so made; (b) appoint (including appointments to fill a vacancy) and initiate the removal and remove the president of the corporation, with or without cause, provided consideration is given to recommendations of the board regarding such appointment or removal, if any are so made; (c) approve and adopt the strategic plan for the corporation and its affiliates, including any individual initiatives or arrangements, such as a new service or contractual arrangement, deemed by the corporate member to be of strategic importance to the corporation or its affiliates and direct and monitor compliance with such plans, initiatives, and arrangements; (d) approve and adopt the capital and operating budgets of the corporation and its affiliates; (e) approve the incurrence of any debt proposed by the corporation, including the issuance of bonds, by the corporation and its affiliates and require the incurrence of debt by the corporation and its affiliates; (f) approve the transfer of assets by the corporation and its affiliates, including transfers of real property, personal property, cash, stock or other tangible or intangible assets, unless otherwise identified in previously approved strategic plans, initiatives, arrangements or budgets; (g) require and direct the transfer of assets by the corporation or its affiliates, provided that approval of the board is also required if the transfer involves a transfer or sale of substantially all of the assets of the corporation or would prevent the corporation from operating an acute care hospital in the community. For purposes of this section, board approval shall not be required for participation in a master trust indenture, pooled financing or any other kind of debt instrument, borrowing or guaranty obligating corporation's assets; (h) approve participation (including the exercise of renewal options) by the corporation and its affiliates in networks, affiliations, joint ventures, partnerships, mergers or acquisitions and require participation by the corporation and its affiliates in such arrangements; (i) approve decisions of the corporation and its affiliates to participate (including the exercise of renewal options) in managed care or other health care service purchasing arrangements and require participation by the corporation and its affiliates in such health care service purchasing arrangements; (j) develop and require adoption of minimum medical staff quality assurance and utilization review standards, criteria and procedures for the corporation and its affiliates in consultation with the corporation; (k) approve any action of the corporation or an affiliate to change the hospital from a general, acute care community hospital or to close the hospital; and (l) approve any amendment to the bylaws or the articles of incorporation of the corporation, and the articles and bylaws of any newly created affiliate and require amendment of these governing documents as necessary or advisable to resolve significant ethical issues; to maintain jcaho accreditation, tax-exempt status, participation in medicare/medicaid or to prevent significant adverse legal or financial effects to the corporation or system, except that there can be no amendment to the reserved powers listed in sections (g) and (k) of this list or the requirement that appointed directors can be representatives of huntington county, as described in article v, sections 2 and 10 of bylaws without the consent of the corporation. The corporate member shall develop policies for the implementation of the reserved powers, including materiality policies regarding matters subject to review.”

“See schedule o explanation for form 990, part vi, section a, line 7a”

“Pursuant to parkview health system inc.'s bylaws, the system compliance and audit committee may act on behalf of the corporation to provide review of the corporation and its subsidiary corporations' form 990 filings. Huntington memorial hospital, inc. Is a subsidiary corporation of parkview health system, inc. An electronic copy of the organization's final form 990 (including required schedules) was provided to each voting member of the organization's governing body and the system compliance and audit committee, prior to filing with the irs. On october 23, 2025, the system compliance and audit committee reviewed the form 990 as ultimately filed with the irs. This review included a presentation by the organization's tax preparer to highlight the significant areas on the form 990 and supplemental schedules.”

“As described in article ix section 6, of the parkview health system, inc. (ph) bylaws, ph adopted ph's compliance policy for the organization and its not-for-profit related organizations (and as likewise noted in their bylaws) when addressing conflicts or potential conflicts of interest. This compliance policy (compliance policy #14) requires that each board member, board committee member, and key management personnel must annually complete a conflict of interest form. This information is provided to the chairman of the board (for board and board committee members) and to senior management (for key management personnel). In addition, as to the conduct of board meetings, the following process is followed: "whenever a ph or ph affiliate board or board committee is considering a transaction or arrangement with an organization, entity or individual in which a person covered by this policy has a financial or conflicting interest, the following shall occur: 1. The interested person must disclose the financial or conflicting interest and all material facts to the ph or ph affiliate board or board committee; 2. The interested person with that financial or conflicting interest may make a presentation at the board or board committee meeting regarding the transaction or arrangement however, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement that results in the financial or conflicting interest; and 3. The ph or ph affiliate board or board committee must approve the transaction or arrangement by a majority vote of the board members present at a meeting that has a quorum, not including the vote of the interested person. The interested person may not vote on the matter. A. Upon the request of ph or ph affiliate board or board committee, the matter may be delegated to the ph compliance and audit committee for evaluation, recommendation and/or determination. 4. Whenever a financial or conflicting interest is addressed by a ph or ph affiliate board, notice shall be given to the ph compliance officer / general counsel."”

“Lines 15a and 15b are answered no in accordance with the irs instructions. Related organization, parkview health system, inc., has a process in place for reviewing and approving compensation of the ceo & evp level executives. The process includes consultations with an independent compensation advisor and the review of appropriate comparability data; review and approval by the compensation committee of the governing body, consisting of members who do not have a conflict of interest concerning the compensation; and contemporaneous documentation and recordkeeping with respect to deliberations and decisions regarding the compensation arrangements. In 2024, the compensation committee of parkview health system, inc. Reviewed and approved all ceo & evp level compensation, benefits, and perquisites for the 2024 compensation package, pursuant to the parkview health bylaws. In addition, aggregate information on all other executive roles (outside of the ceo & evps) is shared. The compensation package of the ceo and evps was approved by a majority of the independent compensation committee members. Additionally, the compensation committee reviews and approves the plan documents for the management incentive compensation plan (micp) and the physician and provider incentive compensation plan (picp). The board of parkview health system, inc. Approves any changes in compensation for the ceo. Parkview's independent consultant prepares a summary of the executive compensation process using data from multiple published surveys prepared by independent firms for positions that are functionally comparable in similar-sized health systems and hospital organizations on both a regional and national basis. The independent consultant provides a statement of reasonableness of the compensation provided to the ceo and evp level executives.”

“Copies of the organization's governing documents, conflict of interest policy, and financial statements are available upon request.”

“Parkview health system, inc.(ph), ein 35-1972384, is the common paying agent for the filing organization, huntington memorial hospital, inc., ein 35-1970706. Therefore, ph reports and files all applicable irs tax filings, including forms 1099, 1096, w-2, and w-3. The total number reported in box 3 of form 1096 and filed by the common paying agent, ph, for the year ended december 31, 2024, was 703. The total number of employees reported on form w-3 and filed by the common paying agent, ph, for the year ended december 31, 2024, was 18,730. For completing form 990, part v, line 1a and 2a, the numbers reported for the huntington memorial hospital, inc. Were 23 and 366, respectively.”

“Parkview health system, inc., ein 35-1972384, serves as the common paying agent for all tax-exempt organizations of the system. Salaries and wages of employees working for these organizations are charged directly to the organizations in which they work. The actual expenses for payroll taxes, employee benefits, and pension plan contributions are reflected on the books of parkview health system, inc. For financial reporting purposes. To account for benefit costs on the books of the other tax exempt organizations, an allocation methodology is utilized to charge these organizations with an estimate of the overall costs, referred to as a "benefit allocation" from parkview health system, inc. The allocation does not distinguish between the costs of the various components (i.e. Payroll taxes, employee benefits, and pension plan contributions). Therefore, for purposes of the form 990, part ix, the total benefit allocation for the employees' salaries and wages reported on line 7 is reflected on line 9 and not allocated between lines 8 or 10. For purposes of the form 990, part ix, lines 5 and 6 reflect compensation and benefit amounts reported in part vii.”

“Asset transfers/adjustments 48,453.”