Prisma Health-Upstate Foundation

“Prisma health is responsible for establishing the compensation philosophy. As part of this undertaking, the executive compensation committee of the board of directors of prisma health, which is composed solely of independent directors of prisma health, sets the compensation payable to the executives and management leaders employed by prisma health and its related organizations who are considered as disqualified persons in accordance with section 4958 of the code and the applicable compensation philosophy to managers, directors, and employees. This process of independent establishment and review of compensation by the parent organization for the system is consistent with that utilized by the majority of large, multi-institutional healthcare systems. The executive compensation committee utilizes an expert independent compensation consultant retained by the committee to provide and evaluate compensation based on comparability data, market conditions, competition for talent, and other significant factors. Base compensation, variable incentive compensation, and benefits are all established and set after review by the committee of this data and the performance of the organization, and reports from the independent consultant are included in the minutes of the deliberation by the committee. This process was last completed in september 2024.”

“JIM CANAVOS AND MARION SMITH - Business relationship”

“The sole member is prisma health-upstate.”

“The sole member, prisma health-upstate, selects the board members and has the power to remove any director at any time.”

“All corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation shall be managed under the direction of and controlled by, the Board of Directors.”

“THE RETURN WAS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM WITH ASSISTANCE AND OVERSIGHT BY PRISMA HEALTH MANAGEMENT. THE RETURN WAS REVIEWED BY PRISMA HEALTH MANAGEMENT AND IN-HOUSE LEGAL COUNSEL PRIOR TO FILING WITH THE IRS. IN ADDITION, A COPY OF THE RETURN WAS PROVIDED TO THE Prisma Health-Upstate Foundation Board of Directors prior to filing.”

“The directors, principal officers, and members of committees with governing board delegated powers are required to complete and sign a conflict of interest acknowledgement/disclosure form each year acknowledging they have received, read, understood and agree to comply with the organization's written conflict of interest policy and to disclose any actual or potential conflicts of interest as defined in the policy. These disclosures and the activities of the organization are periodically reviewed to ensure the organization operates in a manner consistent with its charitable purposes and the requirements of its tax-exempt status. Any conflicts of interest pertaining to a proposed transaction or arrangement involving the organization must be reported to the governing board or committee. The chairperson of the governing board or committee will, if appropriate, appoint a disinterested person or committee to investigate and determine whether the organization can, with reasonable efforts, obtain a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee is required to determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the organization's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with that determination, it shall make its decision as to whether to enter into the transaction or arrangement. If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, the governing board or committee is required to inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the member's response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, the governing board or committee is required to take appropriate disciplinary and corrective action.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available upon request.”

“The Prisma Health-Upstate Foundation is committed to improving the health of the communities it serves in the Upstate. We make connections between grateful patients, corporate partners, visionary organizations, and individuals of all ages to impactful initiatives that change lives, and our community's generosity provides funding to ensure a healthier tomorrow. Whether enhancing patient care and services, training the next generation of health care professionals, building healing environments, or catalyzing lifesaving research, every contribution, regardless of size, plays a crucial role in supporting health services and access to care in the Upstate.”

“Highlights include: - Raised more than $1,000,000 for our Inspire Courage Pediatric Hematology and Oncology Campaign to create a therapeutic space designed to promote healing. The unit is more than just a space; it's a beacon of hope to provide exceptional care for children and adolescents battling cancer, blood disorders, and sickle cell disease. - Funded new endowed scholarships benefitting students at the University of South Carolina School of Medicine Greenville, training the next generations of physicians to meet the needs of our growing community. - Completed the $2M campaign for the Roger C. Peace Adaptive Sports & Wellness Center at Unity Park, providing greater access to prevention and wellness programs and facilitating healthier lifestyles. - Honored the memory of Caine Halter and supported community members impacted by cancer through the 15th annual Run4Life. The event, held in partnership with the YMCA of Greenville County and the Neighborhood Cancer Connection, raised $126,000. - Raised more than $75,000 for the Children's Hospital in the Upstate during the second annual We Care Campaign, an on-air event supported by multiple corporate partners. - Paddled to raise more than $300,000 to benefit cancer research and patient programs during the Foundation's 18th Dragon Boat Upstate Festival.”

“Restricted Fund Balance - -3371; Equity Transfer to Related Organizations - -38177730; Funds Transferred from Related Parties - 81766000;”

“Prisma Health-Upstate Foundation is establishing its year-end as September 30th. Rev. Proc. 85-58 allows organizations desiring to change their annual accounting periods by timely filing the applicable information return, Form 990. Applicants complying with this revenue procedure will be deemed to have obtained the approval of the Commissioner of Internal Revenue Service for a change in accounting period.”