Corewell Health

“Committees - The Chair of the Board of Directors may establish such standing or special committees from time to time as he or she will deem appropriate to conduct the activities of the corporation, and will define the powers and responsibilities of such committees. Persons who are not members of the Board of Directors will be eligible to serve on committees other than the Executive Committee. The members and chair of all committees will be appointed by the Chair of the Board of Directors for a one (1) year term or until their successors are duly elected, but will be subject to removal at any time by the Chair of the Board of Directors. A committee will have the specific powers and responsibilities as determined by the Board of Directors excluding those powers and responsibilities retained by the shareholders or Board of Directors pursuant to the Articles of Incorporation or Bylaws of the corporation. Executive Committee - The Chair of the Board of Directors may appoint an Executive Committee consisting of the Chair of the Board of Directors, the Vice Chair, and such additional directors as the Chair of the Board of Directors may determine from time to time. The Executive Committee may exercise all powers and authority of the Board of Directors in managing the corporation between meetings of the Board of Directors (within the limits prescribed by the Articles of Incorporation or Bylaws of the corporation or by law) or may have such specific powers and responsibilities as determined by the Chair of the Board of Directors.”

“CERTAIN MEMBERS OF THE BOARD OF DIRECTORS AND OFFICERS OF THE ORGANIZATION ALSO SERVE ON THE BOARD OF DIRECTORS AND/OR AS OFFICERS OF RELATED TAXABLE ENTITIES - Business relationship”

“The Organization has three shareholders as follows: Spectrum Health System (EIN 38-3382353), Class A Shareholder - 93.9% Munson Healthcare (EIN 38-2640544), Class B Shareholder - 5.5% McLaren Northern Michigan (EIN 38-2146751), Class B Shareholder - 0.6% All Shareholders are tax-exempt Internal Revenue Code Section 501(c)(3) organizations.”

“Election of Members and Their Rights From Priority Health bylaws: 6.2 Number and Class of Directors. The Board of Directors will be composed of not less than fifteen (15) and not more than twenty-one (21) members, which will be divided into the following classes: 6.2.1 One-third (1/3) of the directors will be adult enrollees as specified under MCL Section 500.3511(1) and elected pursuant to Section 6.3 below. At least one (1) of such adult enrollee directors will be from the corporation's Northern service area that is also served by the Class B Shareholders (the Northern Shareholders). 6.2.2 Two (2) of the directors will be appointed jointly by the Class B Shareholders. Of such directors, one (1) will be a physician. 6.2.3 The remainder of the directors (not less than eight (8)) will be appointed by the Class A Shareholder. 6.3 Election of Adult Enrollee Members. The Governance Committee or similarly delegated committee of the Board of Directors will solicit names of potential candidates from the members, shareholders, directors and community. The Committee will submit to the Board of Directors a list of nominees for election to the Board of Directors as adult enrollee representatives. At least one (1) member will be nominated for each directorship to be filled at such annual meeting. No more than two (2) persons employed by or affiliated with any one (1) employer or other group may be nominated. 6.4 Term. The adult enrollee members will be divided into three (3) classes, which will be as evenly divided as possible. The terms of office of the classes will expire in three (3) successive years, with one (1) class expiring each year. Each elected director will be elected for a term of three (3) years (except for the directors elected immediately after adoption of this Section 6.4 who will serve the terms designated by the Board of Directors). The directors appointed by the Class A and Class B Shareholders will serve one (1) year terms or until such time as their successor is appointed. 6.5 Vacancies. Any vacancy in a Board of Director position designated by the Class A and Class B Shareholders will be filled by the Class A and Class B Shareholders, respectively. Any vacancy in a position for an adult enrollee will be filled by the remaining adult enrollees on the Board of Directors. Each person appointed to fill a vacancy will complete the unexpired portion of the original term of the director being replaced or such term as designated by the shareholder, following non-binding consultation with the Chairperson of the corporation's Board; or (ii) allow the seat to remain vacant until an individual is appointed by the shareholder pursuant to Section 6.4 of these Bylaws.”

“Decisions Subject to Approval of shareholders (Not Members) Certain decisions are subject to approval of shareholders. From Priority Health bylaws: 2.2 Class A Shareholder's Reserved Powers. The Class A Shareholder shall have the reserved powers set forth in this Section 2.2. The corporation's Board of Directors may recommend action to the Class A Shareholder with respect to the reserved powers set forth in this Section 2.2. The actions listed below may, notwithstanding any other provision of these Bylaws or the Articles, be unilaterally caused and/or taken by the Class A Shareholder, within its sole and exclusive power and discretion, and shall not be deemed authorized unless and until approved by the Class A Shareholder: 2.2.1 Amendment of the Articles of Incorporation or Bylaws of the corporation as provided in Section 13.1 of these Bylaws; 2.2.2 Election and/or removal of the Class A Shareholder-appointed members of the corporation's Board of Directors pursuant to Article VI of these Bylaws; 2.2.3 Election and/or removal of the corporation's Chairperson of the Board of Directors; 2.2.4 Hiring, discharge, and evaluation of the corporation's President following consultation with the corporation's Board of Directors pursuant to Section 7.3; 2.2.5 Adoption of the corporation's strategic plan(s); 2.2.6 Adoption of the corporation's annual operating and capital budgets, and any amendments to such budgets in excess of the Authority Matrix Amount; 2.2.7 All capital expenditures by the corporation in excess of that amount (the "Authority Matrix Amount") set forth in the Authority Matrix for Capital Expenditures and Loans to Non-Spectrum Health Entities (the "Expenditure Authority Matrix"), a current copy of which is attached hereto as Exhibit A and which may be amended from time to time by Spectrum Health System ("Spectrum Health"); 2.2.8 All borrowings or guarantees of indebtedness by the corporation (or any entity controlled by the corporation), including any operating lease in an amount greater than one million dollars ($1,000,000.00) during the initial lease term, not including renewals and/or extensions; 2.2.9 All lending by the corporation (or any entity controlled by the corporation) to persons other than Spectrum Health or an entity controlled by Spectrum Health in excess of the Authority Matrix Amount; 2.2.10 The corporation's investments of cash and/or reserves, whether on an individual basis or as part of a pooled investment strategy; 2.2.11 Any merger or consolidation of the corporation (or any entity controlled by the corporation), or any other change in ownership percentages, control, or capital structure of the corporation (or any entity controlled by the corporation); 2.2.12 The purchase of all, or a majority of, another corporation, limited liability company, partnership or other legal entity's stock, membership interest, partnership interest, other ownership interest, or assets; 2.2.13 The creation of any entity controlled, directly or indirectly, by the corporation; 2.2.14 The sale or transfer of more than ten percent (10%) of the assets of the corporation (or any entity controlled by the corporation) to any person or entity not controlled by Spectrum Health; 2.2.15 Dissolution of the corporation; 2.2.16 The selection, retention, and oversight of the outside auditors for the corporation (or any entity controlled by the corporation) and 2.2.17 In other cases when required by law or as otherwise provided in these Bylaws. The Class A Shareholder, prior to exercising any of the reserved powers set forth above, shall notify the Class B Shareholder (provided such action is not taken at a duly called meeting of the shareholders, Board of Directors or any designated committee). 2.3 Class B Shareholders' Reserved Powers. The Class B Shareholders shall have the reserved powers set forth in this Section 2.3. The corporation's Board of Directors may recommend action to the Class B Shareholders with respect to the reserved po”

“The review process for this Form 990 is as follows: 1. Preparation of the return is supervised and reviewed by the organization's Corporate Tax Manager. 2. A second review is performed by an external CPA firm with expertise in tax-exempt return preparation. 3. The return is reviewed by the organization's finance and legal departments (Including the SVP, Finance; SVP, General Counsel; VP, Controller) and shared with the members of the finance committee and board of directors. 4. The organization's SVP, Finance reviews comments or questions received by members of the Board of Directors, if any, to address or to incorporate, as appropriate, into the return prior to filing.”

“BOARD OF DIRECTORS 1. Conflicts of interest must be disclosed, BOTH VIA AN ANNUAL ELECTRONIC DISCLOSURE PROCESS as well as verbally at a board meeting prior to discussion of any agenda item with regard to which a board member has a conflict. 2. A person having a financial interest in a proposed transaction or arrangement may make a presentation at a meeting of the Board of Directors or committee considering that transaction or arrangement, but after that presentation he or she shall leave the meeting during discussion and voting on that proposed transaction or arrangement. The person having the financial interest shall not be counted in determining whether a quorum is present. 3. The chairperson of the Board of Directors or committee shall, if appropriate, appoint a disinterested person or committee (including outside advisors) to investigate alternatives to the proposed transaction or arrangement, and to advise whether the proposed transaction or arrangement is in the organization's best interest. 4. The Board of Directors or committee shall exercise due diligence to determine whether the organization can, with reasonable efforts, obtain a more advantageous transaction or arrangement that would not give rise to a conflict of interest. 5. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the Board of Directors or committee shall determine by a majority vote of the disinterested directors and members whether the proposed transaction or arrangement is in the organization's best interest and for its own benefit and whether the transaction is fair and reasonable to the organization, and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. 6. The minutes of the meetings of the Board of Directors and all of the organization's committees shall set forth: a)The names of the persons who disclosed a financial interest in a proposed transaction or arrangement involving the organization or any of its subsidiaries and the nature of the financial interest; and b)The names of the persons who were present for discussions and votes relating to such transaction or arrangement, including any discussion of alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with that matter. The votes of individual members need not be recorded unless otherwise directed by the Board of Directors or committee. 7. There is an ongoing requirement that members of the board of directors complete another disclosure questionnaire at any point during his/her tenure on the board of directors when a new potential conflict of interest arises. If a member of the board of directors completes a disclosure questionnaire as a result of a new potential conflict of interest, that disclosure questionnaire is submitted to the legal, organizational integrity, internal audit, and human resources departments for review. MANAGEMENT 1. Upon acceptance of an employment offer, each member of management completes a conflict of interest disclosure questionnaire. A copy of the member of management's disclosure questionnaire is sent to the Organizational Integrity Department. A copy of the member of management's disclosure is reviewed by the organization's COI coordinator and escalated to the COI Committee if necessary. 2. Annually, each member of management completes an annual conflict of interest disclosure questionnaire electronically. The disclosure questionnaire is reviewed by the legal, organizational integrity, internal audit, and human resources departments. 3. There is an ongoing requirement that members of management complete another disclosure questionnaire at any point during his/her employment when a new potential conflict of interest arises. If a member of management completes a disclosure questionnaire as a result of a new potential conflict of interest, that dis”

“The Spectrum Health System Board of Directors (through its Executive Committee) uses the following process for determining compensation of the top management official, other officers, and key employees at Priority Health. Labor market data reflecting comparable organizations and jobs (prepared by independent firms) are relied upon. Competitive assessment reports are provided to the Executive Committee in advance of meetings. The competitive assessment report is prepared by a nationally known independent executive compensation firm. For Calendar 2018 (1/1/18-12/31/18), four health care executive compensation surveys, two medical group surveys, two pediatric hospital surveys and one health plan survey prepared by independent firms were the primary sources referenced to obtain market data for the review: * Sullivan, Cotter and Associates: 2017 Survey of Manager and Executive Compensation in Hospitals and Health Systems * Integrated Healthcare Strategies: 2017 HealthCare Executive Compensation Survey * Mercer: 2017 Integrated Health Networks Compensation Survey, also provides data for health plans * Towers Watson: 2017 Hospital and Health Care Management Compensation Report * Medical Group Management Association: 2017 Management Compensation Survey * Sullivan, Cotter and Associates: 2017 Physician Compensation and Productivity Survey Report * Sullivan, Cotter and Associates: 2017 Custom Survey of Manager and Executive Compensation in Children's Hospitals * Warren: Fall 2017 HMO Salary Survey In addition, four general industry surveys were referenced: * Mercer: 2017 Executive Compensation Survey * Mercer: 2017 Information Technology Survey * Mercer: 2017 Human Resources Survey * Towers Watson: 2017 Top Management Compensation Report In addition to the above data sources, the Executive Committee approved the creation of a custom peer group of high performing integrated health systems to ensure robust data and a relevant comparator universe. The peer group organizations are approved by the Executive Committee and consist of double A bond rated and / or Truven top quintile organizations. Data for the peer group organizations is compiled by the independent executive compensation firm. Compensation adjustments are approved by Executive Committee members, consistent with the Spectrum Health compensation philosophy described below. Minutes of Committee discussions and decisions are prepared to memorialize Executive Committee decisions based upon the above data. Cash compensation data relied upon by the Executive Committee is national and reflects the compensation paid to executives in comparable jobs in comparably-sized health care and / or health insurance organizations. Spectrum Health recruits nationally for its executives. Benefits data reflect national health care / health insurance market practices. Geographic pay differential and cost of living data indicates consistency with national data. This process is intended to assist Spectrum Health in qualifying for the rebuttable presumption of reasonableness (Intermediate Sanctions Regulations) and complying with the potential Spectrum Health Excess Benefit Transaction Policy for those individuals in the group who are disqualified persons. The opinion submitted from the third party independent consulting firm is in accordance with the provisions of Treasury Regulations Section 53.4958-6(c)(2) and is also intended to satisfy the professional advice requirement of Treasury Regulations Section 53.4958-1(d)(4)(iii).”

“See explanation provided for Form 990, Part VI, Line 15a.”

“The organization's Articles of Incorporation and Statutory Financial Statements are on file with the State of Michigan and available to the public on the State's website. The organization's bylaws and internal policies are generally not made available to the public. The overall system consolidated financial statements are provided at www.spectrumhealth.org in the section titled "about us." Financial performance is discussed at an annual public meeting held and posted to www.spectrumhealth.org annually (under the section titled "about us").”

“There are no individuals reported as all are employed by the parent organization spectrum health system. Refer to the disclosure for form 990, part v, line 2a for further detail.”

“Based on external opinion by sullivan cotter and associates, inc., priority health compensates board members in a manner that is reasonable in relation to market data. Board of directors compensation is reviewed annually by internal staff to confirm compensation falls within reasonable limits. Any compensation amount is treated as taxable to the board member and is reported and provided to them on form 1099, as required according to the reporting thresholds. Certain board members are employed by a related organization. Compensation reported in part vii, section a, column e is for services performed for the related organization, not the filing organization.”

“Priority health is an integral part of the spectrum health system, an integrated not-for-profit health system serving communities throughout michigan. Priority health's mission, led by its community board, strives to return value to the communities served beyond the provision of health care to its members. Priority health has built a long history of offering michigan employers and individuals progressive products and innovative programs intended to keep costs down and members healthy. Its broad portfolio of products and services includes traditional medical plans as well as hsa's, hra's and other consumer-driven products. Priority health currently has a "commendable" accreditation for its hmo products from the national committee for quality assurance (ncqa), an independent managed care accrediting body. Priority health has earned either a "commendable" or "excellent" rating every year since 1998. Priority health has also maintained an "a" (excellent) financial rating for four consecutive years from a.m. Best, a health insurance ratings agency, recognizing the financial strength of the organization and focus on managing the cost of health care for its community. Priority health's majority shareholder, spectrum health is a not-for-profit health system, based in west michigan, offering a full continuum of care through the spectrum health hospital group, which is comprised of 142 hospitals; 220 ambulatory and service sites; 4,200 physicians and advanced practice providers; and priority health, a health plan with more than 782,000 members. Spectrum health is west michigan's largest employer, with over 31,000 employees. The organization provided $434 million in community benefit during its 2018 fiscal year. Spectrum health remains one of the top health systems in the country in the country and expanded its footprint with the 2018 integration of lakeland regional health system in southwest michigan. The affordable care act (aca) added new requirements that hospital organizations must satisfy in order to maintain tax exempt status under irc section 501(c)(3). One of the requirements under this act is to conduct a community health needs assessment (chna) and adopt an implementation strategy at least once every three years. Spectrum health completed several implementation plans identifying the community health needs and implementation plan goals for each spectrum health hospital. One need identified in the chna's is access to health care, which includes improving access to affordable health care for all community members. In addition, all community members should have access to preventive care and medical home care, including the uninsured and low-income working individuals. Spectrum health works closely with priority health to achieve the identified needs and goals. Priority health pursues initiatives that will improve patient outcomes while helping to reduce the overall cost to the member. In 2018, priority health lowered health costs across all lines of business by over $38 million through new or expanded managed care initiatives and chronic disease management programs. These programs influence physician practices, promote appropriate health care utilization and increase quality, which extends beyond priority health's members. In addition to the managed care savings above, priority health pursues initiatives to prevent individuals from developing chronic diseases, as well as initiatives to better manage individuals who already have chronic diseases. In 2018, priority health enrolled over 87,000 members in managed care and chronic disease management programs. Priority health measures each accountable care network's use of rates for preference sensitive conditions and distributes this benchmark data un-blinded to highlight outliers in standards of care. Consumer decision making tools have also been developed to provide patients with alternatives to treatment with related evidence based outcomes. Pharmaceutical formulary assessments gui”

“In 2016, priority health was selected by the centers for medicare and medicaid services (cms) to participate in a federal comprehensive primary care plus (cpc+) initiative, a national advanced primary care medical home model that aims to strengthen primary care through regionally-based multi-payer payment reform and care delivery transformation. The goals of cpc+ are to improve the quality of care patients receive, improve patients' health, and spend health care dollars wisely. Cpc+ will bring together cms, commercial insurance plans, priority health choice, and priority health medicare to provide the financial support necessary for practices to make fundamental changes in their care delivery. The cpc+ pilot began in january 2017 and tests a 5-year model. Priority health has been a leader in patient-centered care and has a proven record of working with physicians to improve health outcomes. Through its partners in performance program, priority health encourages and rewards the quality care of primary care physicians. The physicians and practices selected for the priority health quality awards have achieved the highest overall scores for ensuring patients receive preventive care, control chronic disease and have a good experience. Each award recipient is selected by analyzing the results of the priority health primary care provider incentive program, a program that tracks clinical quality measures against national standards and evidence-based medicine. Approximately 2,425 health care practices earned quality awards statewide in 2018. Priority health paid physicians $29 million in 2019 based on their performance in 2018. The program's success is clearly demonstrated by the number of priority health members who receive preventive screenings. In the last year, more than 74% of priority health members received routine colorectal cancer screening exams compared to a national average of 62%. Additionally, 83% of members received childhood immunizations compared to the national average of 77%. Priority health shares risk with providers and employers by offering these incentives and other risk sharing arrangements. This promotes lower overall health care costs and improved quality to the community. In 2015, priority health launched a cost estimator tool to help members calculate their out-of-pocket costs to find the most affordable services. The online cost estimator tool displays priority health specific fees for 300 common health care procedures. The cost estimator recommends lower-cost doctor/facility options to help ensure you get the highest-quality care at the best price. This innovative tool supports priority health's continued market leadership in transparency and lowers the cost of care to the community. Since launching in 2015, the cost estimator has resulted in shared savings of more than $7 million. The priority health third party liability (tpl) team has consistently improved outcomes by increasing savings through audit, analysis, and thorough account evaluation. With emphasis on improving both member and provider satisfaction, program improvements were made at the end of 2018 to expedite liability determinations by focusing on cost containment efforts, and driving continuous improvement in all areas of the department, the tpl team has been able to create efficiencies while realizing program savings of over $32 million. The michigan department of insurance and financial services (difs) adopted the obama administration's extension of the transitional "as is" policy. This decision allows insurers to decide whether they would continue offering policies that are not compliant with the aca, which became permissible when the federal government delayed the required shift to aca-approved insurance coverage. While major competitors have shut down plans, priority health continues to offer an extension of its pre-aca individual and group health plans to subscribers as long as permitted by regulatory guidance. The decision to extend p”

“The michigan association of health plans (mahp), an industry voice for the state's health care plans, recognizes best practices in health plans by sponsoring the pinnacle awards. Health plans are recognized for achievements in addressing the challenges of a shifting healthcare environment through improvements in operations, clinical services, disease management and community outreach. The pinnacle award continues to serve as an emblem of excellence to the member plans that are recognized. The 2018 pinnacle awards continue priority health's history of being recognized for its focus on improving health while lowering cost. During 2018, 10 michigan health plans from across the state submitted 25 programs demonstrating creative approaches to solving problems and improving services in the commercial, medicare, and medicaid sectors. These 25 ground-breaking programs considered for mahp's annual pinnacle awards, show an entrepreneurial spirit and an interest in serving members as well as to increase efficiency and improve patient health care while lowering costs and increasing service to michigan citizens. Priority health received 1 pinnacle award in 2018. In 2018, priority health received a pinnacle aware for its communication and public relations campaign, "know your health care costs". Priority health's public relations team executed an integrated communications plan to support the work done towards health care price transparency. The goal was positioning priority health as a health care transparency and innovation leader, while educating and engaging customers about the importance of understanding their health care costs. Consumers aren't accustomed to shopping for health care procedures, so focusing on education and price transparency was crucial. The overall objectives of the campaign were to increase awareness of price transparency through the priority health shopping tool, cost estimator. The focus was on provision of education by informing consumers about the importance of understanding health care costs. This included adding 80 new services and sharing updates on total health care costs saved with this tool. Also the addition of shopping pharmacy costs with the tool was highlighted for consumers. In 2017, priority health received a pinnacle award for its concierge model of care. The priority health commercial care management team acknowledges the influence of environmental and social determinants of health on members' health status. These non-claims driven factors may influence members' ability and desire to engage with the care team. While knowing that many commercial members would benefit from priority health's expertise and support, it can be a challenge to reach them when they are working, caring for their families, and fulfilling other responsibilities. It seems this inability to connect disproportionately impacts those that struggle the most. Priority health commercial care management has launched an onsite, concierge care management program to engage these members at their place of employment. By deploying a dedicated care manager, members are able to meet face-to-face with a care manager who can fully address their health status and health management needs, while addressing gaps in care and social determinants of health.”

“Prevention and wellness have been the foundation of priority health's approach to health care. Priority health provides wellness programs within its standard health plans, while also offering customized, stand-alone wellness programs to employer groups to empower their employees to pursue healthier lifestyles. In addition to health plan offerings, priority health participates in, and sponsors, wellness programs for the community at large to improve the health of all people, not just members. In 2018, priority health invested over $90,000 to proactively reach out to the community through a social media campaign with messages of health and wellness to encourage participation in races and promote healthy living. In addition, approximately 60 staff hours of wellness classes and health fairs were provided to the community to promote healthy living. Priority health's wellness programs address the overall wellbeing of its members. Employers are able to support the overall wellbeing of their employees and improve engagement, satisfaction and productivity, ultimately resulting in improved talent retention and a healthier workforce. Priority health partners with employers to help them deliver targeted, smart programs that effectively improve employee physical and emotional health while also improving workplace morale and reducing overall health costs with a personalized wellbeing approach. Priority health offers a wellbeing hub, the only digital wellbeing solution of its kind offered in michigan, to offer a personalized online wellness experience tailored to each employee's individual needs. The wellbeing hub, available to all priority health members, offers members access to content and tools centered on supporting stress management, nutrition, weight loss, quitting tobacco, chronic condition management, financial support, sleep health and more. In recent years priority health has sponsored many community education programs, health fairs, walks/runs/triathlons and newsletters. During 2018, priority health contributed over $115,000 by offering discount codes to promote wellness and sponsor walks/runs across the state. One of the more significant contributions was to the msu gran fondo, a cycling event to actively engage the community while accelerating skin cancer awareness, prevention and research. The sixth annual ride in june 2018 drew more than 1,800 cyclists and remains one of america's top gran fondo's. Riders pedaled between 10 miles and 80 miles across the rolling scenic terrain of west michigan. In its first six years, the msu gran fondo raised $975,000 with 100% of every dollar raised benefiting skin cancer awareness, prevention and research. Priority health had 76 representatives participate in the event, logging more than 3,000 miles and raising more than $1,500 in support of healthy living and cancer research. In addition to the gran fondo, priority health sponsored the move to the beats run/walk benefiting the lifetime foundation, autism alliance of michigan & rock cf, a nonprofit dedicated to increasing the quality of life for people with cystic fibrosis. This race is part of the longstanding arts, beats & eats festival and highlights the importance of healthy living within the community. In 2018, over 300,000 visitors attended the festival and over $207,000 was raised for more than 35 local charities. In 2018 a record 16,000 people showed up for the priority health practice with a purpose yoga and zumbathon classes, raising nearly $17,000. In addition to the zumbathon and 5k/10k races, priority health also sponsors healthy options at the arts, beats and eats festival. Participating restaurants are encouraged to prepare, present, and identify healthy food items in the following categories: low carb, vegan, low fat, gluten-free or sugar free. Each participating restaurant displays a sign that indicates which healthy options they are featuring, making it easy for those who want to make good food choices, as well as those ne”

“Priority health conducts free wellness classes throughout the state. The broader community is welcome to attend classes that educate the community in topics such as nutrition, fitness and prevention. Priority health partnered with am yoga to provide monthly community yoga at the grand rapids art museum (gram). Priority health sponsors this program and contributed $5,000 in 2018. This sponsorship provides access to health and wellness that people may not normally be able to afford. The donations from each class are then turned around to provide yoga to other areas and communities that may not have access and reaches over 1,200 participants per year. In 2018, priority health contributed $22,000 to the american heart association's (aha) program called go red for women designed to create awareness of the issue of women and heart disease. Financial support helps fund the aha programs and initiatives to advance the mission to build healthier lives, free of cardiovascular diseases and stroke. Priority health supports the aha's goal of seeking ways to increase communication with the public and to create tools and resources to help them manage and prevent heart disease. In 2018 priority health partnered with the detroit red wings to promote healthy lifestyles including running a promotional campaign to reach red wings fans to encourage them to stay healthy and active. Social media followers of the red wings were encouraged to take pictures of themselves being active with the opportunity to earn free tickets to future games. Together, priority health and the detroit red wings were able to reach countless loyal fans while promoting health and wellness. In 2018, priority health also partnered with the detroit lions. This sponsorship helps support the team's efforts to serve as community advocates by participating in various community events throughout the year which focus on sustainable health and wellness initiatives and community well-being. Priority health participated in the fitkids360 fitness on the move program which provides basic education about nutrition, behavior, and exercise to help reduce obesity among youth by donating 60+ pairs of shoes and fitness trackers. Priority health also sponsored forgotten harvest's healthy food, healthy kids program which has provided enough fresh food for approximately 1,000,000 meals over the last three years. Priority health contributes over $270,000 annually to provide health and wellness communication to individuals across michigan. Think-health, a digital magazine, is released by priority health to support consumers and business owners as they make health care decisions. Think health features priority health experts as well as other thought leaders and third-party organizations across the health insurance, health care technology and fitness industries. The site also highlights personal stories from individuals looking to improve their health and inspire others, as well as insider tips on how to get involved in activity-related events across michigan. In total, priority health supported health and social welfare activities via contributions of nearly $1,200,000 in 2018 in an effort to improve health services and conditions in neighborhoods, workplaces, and schools throughout the communities it serves.”

“Priority health began offering medicare advantage plans in july 2005 and medicare advantage plans with prescription drug coverage in january 2006. Its medicare advantage plans vary in price based on where members live and what benefits they need. More than 145,000 michiganders have a priority health medicare advantage plan, and more than 15,000 chose a priority health medicare supplement plan, also known as medigap. Priority health strives to work with the community and make medicare simple to understand. That is why it wrote and published "medicare advantage for dummies." it was written in cooperation with wiley publishing, owners of the dummies series. The book has been distributed free to over 255,000 people across michigan and downloaded countless times as it is now available electronically as an e-book. As a result of priority health's work with the community and dedication to offering plans that deliver high quality, its medicare hmo-pos advantage plans have received the accreditation status of "commendable," three priority health 2018 medicare advantage plans with prescription drug coverage were awarded 4.5 out of 5 stars by the centers for medicare and medicaid services (cms). The remaining three medicare advantage plans with prescription drug coverage were awarded 4 out of 5 stars by cms. The medicare star ratings indicate how well a health plan performs overall; the better the star rating, the higher quality care and experience is delivered. Of the 44 quality and improvements metrics used to determine our overall quality rating of 4.5, approximately 80% of the metrics were either 4 or 5 stars. Priority health is able to provide its members high quality medicare advantage plans while remaining among the lowest cost plans in the country. Medicare advantage members can enroll either individually, or through an employer group. During the 2018 medicare annual enrollment period (aep), priority health enrolled 37% of the individuals who purchased a mapd plan in michigan from october 15 - december 7, 2017. Priority health's medicare advantage enrollment includes about 120,000 individual advantage members, or just over 32% of the total individual medicare advantage market, making priority health the leader in michigan. Individual medicare advantage is offered in all 68 counties in michigan's lower peninsula. Priority health's network has more than 43,000 providers. In 2012, priority health launched home based primary care (hbpc) as a pilot with our affiliate, spectrum health medical group (shmg). Hbpc brings the care team into the home of patients that are at the far end of the population health continuum, the advanced chronically ill, whose multiple medical conditions are complicated by functional and/or cognitive limitations that make it difficult for them to adequately access the traditional ambulatory physician office. In addition to priority health changing how the patient accesses their care, there is now a team based model of care to meet all the needs of the patient. In 2018, priority health continued its engagement with patients having advanced illness which resulted in $11.5 million in savings by reaching members enrolled in hbpc programs. Chronic conditions are leading contributors to rising health care costs nationwide. To address this, priority health launched the medication therapy management (mtm) pilot program with its medicare members. The mtm pilot program offered priority health medicare members the opportunity to meet one-on-one with pharmacists to review all of their medications including prescriptions, over-the-counter drugs, and herbal and vitamin supplements. Complex medication regimens create significant challenges for patients living with chronic illness, their caregivers, health care providers and the health care system as a whole. The impact of medication-related problems can be minimized through a structured mtm program that uses pharmacists working collaboratively with the patient and the patient”

“In 2017, priority health received a pinnacle award for its medicare care management hybrid program. The care management team understands and acknowledges that social determinants of health impact disease management. While data science continues to evolve and improve in its ability to identify these non-claims driven indicators of risk, it is difficult for the usual methods of care management to identify and address them. Priority health launched its hybrid program as an at-home care management program to address the full burden of illness and socio-demographic risk factors for medicare members. As a result, priority health has observed lower admission rates than state and national averages thanks in part to interdisciplinary teams that provide a quick response to condition destabilization. In 2018, the priority health added additional functionality to its cost estimator tool enabling medicare advantage members to access real-time cost information on prescription drugs, helping members pay less by switching to a lower priced alternative, using a preferred pharmacy, or opting for mail order. More than 6,000 prescriptions are available via the cost estimator tool including pills, chewables, and capsule drugs. When a medication is priced through the tool, members have the option to view more affordable alternatives and see exact costs at their preferred pharmacies, which for could provide significant savings to those members who require some of the most expensive drugs in the market.”

“The organization's financial statements are audited annually by an independent accounting firm. The "No" response to these questions relates to the fact that the GAAP basis financial statements were prepared on a consolidated basis and not on a stand alone basis. The organization is audited annually on a stand alone basis and issued financial statements on a stand alone basis which are prepared in accordance with SAP (Statutory Accounting Principles), as required by regulatory authorities. The figures in this Form 990 reconcile to the financial statements prepared under statutory accounting principles as submitted to the State of Michigan and the National Association of Insurance Commissioners (NAIC).”

“Change in nonadmitted assets - -19719226; Change in surplus notes - -6000000; Net Unrealized Gain(Loss) on Subsidiaries - 9943404;”

“The organization's financial statements are audited annually by an independent accounting firm. The organization issued GAAP basis financial statements which are prepared on a consolidated basis and not on a stand alone basis. The organization is audited annually on a stand alone basis and issued financial statements on a stand alone basis which are prepared in accordance with SAP (Statutory Accounting Principles), as required by regulatory authorities. The figures in this Form 990 reconcile to the financial statements prepared under statutory accounting principles as submitted to the State of Michigan and the National Association of Insurance Commissioners (NAIC).”

“All employees of priority health were employed during the year by spectrum health system (38-3382353) and leased back to priority health. Salaries and wages, employee benefits and payroll taxes are allocated to priority health via a management fee. The salaries and wages reported in part ix statement of functional expenses reflects the portion of salaries and wages allocated to priority health. Spectrum health system filed all applicable irs tax filings including forms w-2 and w-3 on behalf of priority health.”