Port City Operating Company LLC

“Certain reportable individuals have business relationships with the related entities of port city (including for-profit subsidiaries or joint ventures) as a result of serving as officers or board members of those entities. Board officer membership on the governing bodies of those related entities are as follows. Donald wiley, andrea nikki ochoa - business relationship”

“Port city is 80% owned by dignity health and 20% by kaiser foundation hospital (kfh), both 501(c)(3) exempt organizations. Dignity health is the managing member of port city. On february 1, 2019, dignity health and catholic health initiatives ("chi"), a colorado nonprofit corporation, effected a business combination. On that date, chi changed its name to commonspirit health and became the sole corporate member of dignity health. Commonspirit is a catholic healthcare system sponsored by the public juridic person, catholic health care federation (chcf").”

“Dignity health and kfh, known as the company members, appoint a board of managers.”

“Reserved rights of the company members include: sell, lease, exchange or otherwise dispose of all, or substantially all, of the organization's property, with or without the goodwill, outside of the ordinary course of the organization's activities, approve a merger or conversion, undertake any other act outside of the ordinary course of the organization's activities, and amend the organization's agreement.”

“Port city's cfo reviewed the form 990. In addition, commonspirit's tax department worked closely with an independent accounting firm engaged to review the return. Due to timing, the form 990 will be reviewed by the board of managers and/or subcommittee of the board of managers subsequent to filing with the internal revenue service. Copies of form 990, excluding compensation information were provided via email to each board member prior to filing.”

“The organization has adopted the related organization, commonspirit's conflicts of interest policy. The conflicts of interest ("coi") policy (the "policy") was put in place to protect the interests of commonspirit in circumstances that may result in a conflict between personal interests of a person and the interests of the organization and those it serves. Commonspirit's coi policy applies to commonspirit, its direct affiliates and subsidiaries and any related entity the governing documents of which require the entity to comply with commonspirit policy (collectively the "system entities"). The following persons are required to disclose actual or potential conflicts of interest at least annually (via a formal system-administered survey) if the person's affiliation with commonspirit continues: - members of corporate and community boards of system entities - members of committees of corporate and community boards of system entities - members of the executive leadership team ("elt") of commonspirit - corporate officers of system entities - employed physicians and advanced practice providers - key employees and highest compensated employees as specified by the internal revenue service for form 990 purposes who are not otherwise included in the categories above - employees of system entities at the vice president level and above - all individuals engaged in research at institutions owned or operated by a system entity - select employees as determined from time to time by leadership disclosure, review, and management of perceived, potential, or actual conflicts of interest are accomplished through a defined coi disclosure review process. Each person is required to promptly and fully disclose any situation or circumstance that may create a conflict of interest as soon as she/he becomes aware of it. In addition, at the inception of an individual's relationship with commonspirit (e.g. Hiring, board appointment), and for certain positions, annually thereafter, written conflict of interest disclosure forms must be completed. A failure to disclose may result in disciplinary or corrective actions. Reported potential or actual conflicts of interest are initially reviewed by legal, corporate responsibility or research integrity staff. If necessary, a conflict of interest management plan is developed, which plan shall be subject to acceptance by the appropriate direct manager, supervisor, medical staff office, board or board committee (for board, board committee, elt or corporate officer conflicts), or other appropriate individual or body. Once accepted, the conflict of interest management plan is communicated to the person with the actual or potential conflict and the individual must conduct themselves in conformity with the plan. In the event that a transactional conflict interest arises in connection with a system entity board meeting, the conflicted individual must disclose that conflict prior to or at the beginning of the meeting in which the matter is to be considered. The conflicted individual is excluded from voting on the transaction and is prohibited from using personal influence with respect to the matter, but is not prohibited from providing input if requested to do so.”

“The organization's personnel is compensated by dignity health. For 2023 compensation, compensation levels for the organization's top management official were established by the related organization, commonspirit. Commonspirit's board of stewardship trustees appoints a human resources and compensation committee, comprised exclusively of independent directors, who are accountable for setting reasonable compensation practices for the organization. The human resources and compensation committee approves, consistent with the organization's philosophy and principles, the annual performance goals and criteria to be used in determining merit increases and variable compensation criteria. The human resources and compensation committee also engages an independent consultant as necessary and qualified independent compensation and benefits specialists (independent experts) to validate the organization's benchmarking approach for the total compensation and benefits packages for certain executives. Appropriate comparable data is obtained by the commonspirit health compensation department from independent third-party salary surveys, (e.g., total economic benefits paid by similarly situated organizations, both taxable and tax-exempt, for similar job responsibilities). The documentation of compensation decisions includes (a) the decision made and the date approved; and (b) the comparability data obtained and relied upon by the compensation department and the sources from which the data was obtained.”

“Federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements be made available for public inspection. The organization is included in commonspirit's consolidated financial statements which are available on commonspirit's website and upon request.”

“S. Pietrafeso, r. Quinn, md, j. Sprengel and j. Petersdorf received compensation for services provided to a related organization, dignity health. A. N. Ochoa and d. Wiley are employees of dignity health but provide services as officers to port city.”

“The organization does not have employees. The organization utilizes the employees of dignity health, a related organization, per the employee lease agreement. The salaries of these employees are included on dignity health's form w-3 and federal employment tax returns”

“Revenue cycle services: program service expenses 13,705,602. Management and general expenses 141,437. Fundraising expenses 0. Total expenses 13,847,039. Administrative services: program service expenses 416,986,270. Management and general expenses 45,152,082. Fundraising expenses 0. Total expenses 462,138,352. Medical services: program service expenses 52,759,260. Management and general expenses 9,421,562. Fundraising expenses 0. Total expenses 62,180,822. Maintenance/repairs: program service expenses 8,621,346. Management and general expenses 933,536. Fundraising expenses 0. Total expenses 9,554,882. Professional fees/consulting: program service expenses 2,181,255. Management and general expenses 236,190. Fundraising expenses 0. Total expenses 2,417,445. Laundry /linen: program service expenses 1,611,615. Management and general expenses 174,509. Fundraising expenses 0. Total expenses 1,786,124. Janitorial/landscape/storage: program service expenses 891,905. Management and general expenses 96,577. Fundraising expenses 0. Total expenses 988,482. Other purchased services: program service expenses 2,902,374. Management and general expenses 314,275. Fundraising expenses 0. Total expenses 3,216,649.”

“Gain on adoption of asu 2017-07 3,917,963. Change in ownership interest of st joseph's surgery center, lp -175,360.”

“The organization did not change its oversight or selection process during the tax year.”

“The organization's federal awards were included in commonspirit's consolidated uniform guidance audited schedule of federal expenditures for the period of july 1, 2023, to june 30, 2024.”