Palo Alto Medical Foundation

“David quincy, key employee, and jan varner, board member, have a family relationship. Form 990, part vi, lines 6 & 7a classes of persons and the nature of their rights: this corporation is an affiliate of sutter health, a california nonprofit public benefit corporation. Sutter health is the sole member with the right to elect at least a majority of the members of the board of directors. Form 990, part vi, line 7b classes of persons, decisions requiring approval & type of voting rights: sutter health as the sole member of the organization is entitled to exercise fully all rights and privileges of members of nonprofit corporations under the california nonprofit public benefit corporation law, and all other applicable laws. The member has the rights and powers to appoint (and remove) members of the corporation's board of directors, subject to the provisions of the bylaws. In addition, the member has the right to approve the following actions of the corporation's board of directors: (a) merger, consolidation, reorganization or dissolution of the corporation or any affiliated entity; (b) amendment or restatement of the articles of incorporation or the bylaws of the corporation or any affiliated entity; (c) adoption of operating budgets of the corporation or any affiliated entity, including consolidated or combined budgets of the corporation and all subsidiary organizations of the corporation; (d) adoption of capital budgets of the corporation or any affiliated entity; (e) aggregate operating or capital expenditures that either exceed previously approved operating or capital budgets, or are unbudgeted, if the amount in excess or the unbudgeted expenditure is higher than the signature authority of the president and ceo of the general member; (f) long-term or material agreements of the corporation or any affiliated entity including, but not limited to, borrowings, equity financings, capitalized leases and installment contracts; and purchase, sale, lease, disposition, hypothecation, exchange, gift, pledge, or encumbrance of any asset, real or personal, with a fair market value in excess of the signature authority of the president and ceo of the general member; (g) appointment of an independent auditor by the corporation or any affiliated entity; (h) the hiring of independent counsel by the corporation or any affiliated entity, unless at least two-thirds (2/3) of the board in office on the day of a vote determine that a material conflict of interest exists between the corporation and the general member and, therefore, the board must engage independent counsel to assist in exercising the board's fiduciary duties. To preserve the independence of counsel retained pursuant to this provision, the general member shall not claim that any communication between such independent counsel and any person acting on behalf of the corporation, even if that person is also an employee, officer or agent of the general member, constitutes a waiver of the attorney-client privilege or work-product protection; (i) the creation or acquisition of any subsidiary or affiliate as that term is defined in california corporations code section 150; (j) contracting with any third party for all or substantially all of the management of the assets or operations of the corporation or any affiliated entity; (k) approval of business plans to develop major programs and clinical services of the corporation or any affiliated entity. Major new programs and clinical services shall include, but not be limited to: (i) any new programs or services that require approval and/or additional licensure from any regulatory agency, or (ii) any other programs or services the general member deems major; (l) approval of strategic plans of the corporation or any affiliated entity; (m) adoption of quality improvement policies not in conformity with policies established by the general member; (n) any self-dealing transaction between a director of the corporation and the corporation or a subsidia”

“Process used by management &/or governing body to review form 990: sutter health has a centralized tax department responsible for the preparation of the form 990. Annually the tax department provides training and education to affiliate personnel who assist the tax department in collecting and reviewing data to be reported on the form 990. The preparation material is reviewed by various departments including tax, finance, legal, and human resources. A national accounting firm prepares and/or reviews the return. A completed return is then reviewed by the tax department, the affiliate, and the cfo before the return is filed.”

“Process to monitor transactions for conflicts of interest: employees are educated on the conflict of interest policy and the need to make disclosure as part of annual compliance education. In addition, annually a disclosure statement is completed by all directors, officers and key employees. On this statement the individual will list a wide range of information which includes business relationships, employment relationships, property interests, and those of related parties. If there is a potential conflict of interest related to a particular transaction, the interested individual must disclose the existence and nature of the relationship. The board chair may appoint a disinterested person or committee to investigate the conflict. The board may consult with the office of the general counsel as necessary. Until the potential conflict is resolved, the board chair (or committee chair as applicable) may request the individual to not participate during related presentations and discussions. In all circumstances involving an actual conflict, the interested individual shall leave the room prior to the board's final discussion and vote.”

“Process for determining compensation: the compensation committee of the sutter health board of directors retains ultimate discretionary authority over all elements of compensation to assure that organizational purposes are appropriately being served. The compensation committee uses credible data sources and maintains an objective "arms length" decision-making process, ensuring the integrity of sutter's executive programs and consistency with the organization's overall mission. In order to ensure external competitiveness, national, california and local market area compensation data comparisons are reviewed. Competitive analysis includes: (a) base salary, (b) total cash (base salary + annual incentive), (c) total direct cash (base salary + annual incentive + long term incentive) and (d) total remuneration (base salary + annual incentive + benefits and long term incentive). This analysis includes comparable organizations and geographic considerations. For the most senior executive positions, national comparisons for organizations similar in size, scope and complexity as sutter health are most appropriate since it is a national marketplace in which sutter competes for executive talent. On the other hand, because california's underlying compensation structure is higher than national data (especially in the bay area), regional pay adjustments may be made. Officers and key employees of this organization undergo a review and compensation committee approval annually, and such approval is recorded in the minutes. The 2019 executive compensation approval was completed in februrary 2019.”

“Availability of governing documents, coi policy & financial statements: the sutter health system posts its current and past audited financial statements at sutterhealth.org. Other documents are also located at this website including the annual report, mission statement, history, and links to affiliate websites. The governing documents and conflict of interest policy are not available to the public at this time.”

“Compensation of board members: the following board members of the organization are full-time employees (40 hours per week) of sutter health and their sutter health salaries are reported herein. These individuals receive no compensation for their service as board members of this organization. - james conforti - sarah krevans common law employees: individuals listed as officers and key employees of the organization that are paid fulltime by a related organization are common law employees of sutter health, a separate legal entity. It is the intention of sutter health and the filing organization to make information accessible and transparent, reporting those sutter health employees who have officer and key employee responsibilities to the filing organization.”

“MISSION STATEMENT: We enhance the well-being of people in the communities we serve through a not-for-profit commitment to compassion and excellence in healthcare services.”

“PROGRAM SERVICE ACCOMPLISHMENTS: Sutter Bay Medical Foundation (SBMF) is a not-for-profit health care organization that is a pioneer in both multispecialty group practice of medicine and outpatient medicine. Serving communities throughout Northern California, Sutter Health is a regional leader in cardiac care as well as care of women and children, and is a pioneer in advanced patient safety technology. In 1993, Palo Alto Medical Foundation (PAMF) affiliated with Sutter Health, a family of not-for-profit hospitals and physician organizations that share resources and expertise to advance health care quality. In 2016, Sutter began the process of merging Bay Area medical foundations to form SBMF. In August 2017, Sutter West Bay Medical Foundation (SWBMF) and Sutter East Bay Medical Foundation (SEBMF) merged into SBMF. In 2008, the physicians of the former Camino Medical Group, Palo Alto Medical Clinic and Santa Cruz Medical Clinic merged into a single physician group called the Palo Alto Foundation Medical Group (PAFMG) to contract with SBMF to provide physician services and in 2010, a new multispecialty physician group, Peninsula Medical Clinic (PMC), was formed. In 2017 PMC merged into PAFMG, creating a single physician group. In addition, in 2017 as part of the merger of SWBMF and SEBMF into SBMF, East Bay Physicians Medical Group (EBPMG), Sutter Medical Group of the Redwoods, Inc., Physician Foundation Medical Associates, Inc. and Marin Headlands Medical Group, Inc. contracted with SBMF to provide physician services. In 2019, SBMF's 1,603 affiliated physicians and 6,830 employees served 1,199,172 patients through 8,164,796 patient visits, outpatient surgeries, and urgent care visits. SBMF's mission is to enhance the well-being of the people in our communities through compassion, excellence and innovation in health care services, research and education. SBMF has three divisions: 1. Health Care 2. Education 3. Research Health Care Division SBMF's Health Care Division consists of five service areas: 1. Peninsula Area, serving San Mateo, Santa Clara counties 2. South Bay Area, serving Santa Clara County 3. Santa Cruz Area, serving Santa Cruz County 4. East Bay Area, serving Alameda and Contra Costa counties 5. Sonoma and San Francisco Area, serving Sonoma, Marin and San Francisco counties These service areas offer more than 45 medical specialties, a full range of medical services, and state-of-the-art technology. This technology includes the most advanced diagnostic imaging and treatment devices, an electronic health record system, three licensed acute-care facilities, and one accredited home health agency. SBMF's advanced capabilities and emphasis on outpatient care allow physicians and staff to minimize hospitalization of patients, reducing the overall cost of medical care significantly while maintaining the highest quality of care for patients. As part of its commitment to serving its community, SBMF provides care to medically indigent patients and those enrolled in Medicare, Medi-Cal, and other government programs whose reimbursements fall short of covering the cost of providing care. There are a total of 198 clinic across SBMF's service areas to further its commitment to serving its community, 21 within Peninsula, 24 within South Bay, 18 within Santa Cruz, 17 within East Bay and 105 within Sonoma and San Francisco. Recent Achievements - SBMF achieved Exceptional Performer (top rating) in CMS Quality Payment Program (MIPS) based on our 2018 performance. - California's Office of the Patient Advocate (OPA) awards their top rating (5 stars) to PAMF-PAFMG for patient experience and 4 stars for quality in all 4 counties that we serve. - PAMF honored as a Top Ten Percent organization in Clinical Quality by Integrated Health Association Align Measure Perform program (IHA AMP) for our 2018 measurement year performance. - PAMF honored as a Top Ten Percent organization in Patient Experience by Integrated Health Association Align Measure”

“Community Benefit In 2019, SBMF provided over $82.6 million in services for the poor and underserved and nearly $13.5 million in community benefits for the broader community. In addition, each year PAMF physicians and staff donate hundreds of hours to community service. SBMF's community benefit efforts include myriad programs and benefits for the broader community, including but not limited to: - Monetary donations and in-kind support to local community groups and organizations - Health education classes, lectures and presentation to the community - On-site clinical education programs and preceptorships for medical students, medical residents, medical fellows, nursing students, laboratory technologists, radiology technologists, pharmacy students - Community organization board memberships - School-based health and wellness programs - Childhood Nutrition Programs in local schools - Health education presentations in local organizations with at-risk populations, ethnically diverse populations, age-focused health and wellness - Disease specific programs for requesting community organizations and on-site programs which are free and open to all community members - Senior Fairs - Teen mental health outreach and collaborations - Disease specific support groups - Community Health Resource Centers available to patients and community members for assistance with health and wellness resources, disease specific resources and community resources - Radiology services to patients receiving care at Ravenswood Family Health Center including mammography, x-rays and ultrasounds - Free high school sports physicals in Santa Cruz County - Physicians staffing Peninsula Healthcare Connection in Palo Alto - Support of the Healthy Kids programs in Santa Clara counties - Monetary support to Community Clinics in Alameda, Santa Clara and San Mateo Counties for access to care initiatives Palo Alto Medical Foundation serves the community by encouraging financial support from the community and corporations to enhance the quality of healthcare in the region. In 2019, nearly 4,700 individual donors contributed more than $18 million to fund cutting-edge research and implement programs that fall outside of our annual operations budget. In an innovative program, Grants and Disbursements, clinicians and staff present ideas to be funded through unrestricted philanthropy gifts. In 2019, philanthropy released $1 million to advance patient care. New innovations funded by greatest need dollars include: an expansion of video remote interpretations services which will now have a wireless iPad component for patient translation, URO Nav MRI ultrasound fusion system for prostate cancer in Mountain View, breast cancer treatment enhancements and expanded acupuncture shared medical appointments in Mountain View. This brings the three year total for grants and disbursements to $3.5 million for innovative programs and technologies across the communities PAMF serves. Donor support also funds other capital requests, various scholarships, endowments and community programs which enhance the level of care throughout the communities we serve.”

“As a not-for-profit network, Sutter Health philanthropy innovates care, creates vital new programs, funds clinical research, and expands access to care for our patients and their families. Specific areas of impact from philanthropy donations included: - PAMF Palo Alto's Dr. Marc D. Gradman Cardiovascular Imaging Center will open in 2019. The new Center will be home to the latest generation of CT imaging - advanced technology that allows our expert clinicians to quickly capture high-resolution 3D images of a beating heart and surrounding structures to create a detailed "roadmap" of the heart for surgery and to monitor heart function. The high definition, 512-slice CT scanner and software will capture motion-free coronary artery images for comprehensive assessment, decreasing the need for additional tests. - Adolescent Behavioral Health reaches the final year of the 5 year pilot, training 400 primary physicians at PAMF and MPMC to screen, diagnose, treat and refer teen patients (ages 12-19) to behavioral health providers. - Behavioral Health Navigators processed 4,555 screenings and 3,912 referrals for adolescent patients in partnership with clinicians at 39 PAMF and MPMC clinics, while also providing care management services for 263 adolescents. - SMSC set itself apart, earning the top spot among California maternity hospitals, according to the California Department of Public Health's Maternal, Child and Adolescent Health Division, which published its 2017 in-hospital breastfeeding data. For the past two years, philanthropy helped to expand lactation services to seven days a week - serving all new mothers in the community. - The Frances Brock Templeton Scholarship Fund at PAMF has received a philanthropic commitment of $1.4 million over the past two years to provide scholarships to students with goals of becoming healthcare professionals. To date, 60 pre-medical scholarships issued through community donors and physicians, with 42.5% of college-graduating recipients earning a post-graduate degree in healthcare. - PAMF expanded access to its world-class specialty care by opening a new office in the Watsonville area offering OB/GYN, cardiology, nephrology and endocrinology services. - The Healthy Start Maternity Program is ensuring access to critical prenatal and postnatal care and support services for parents. Phase I included hiring a part-time coordinator for Centering Pregnancy, offering new Centering Parenting classes, and extending hours at the Lactation Center. - Recognized nationally and internationally as a center of excellence, PAMF's Research Institute redesigned the AMES facility in Palo Alto to bring together researchers located at multiple sites for optimal collaboration and efficiency. This will enable groundbreaking research studies to be completed at a faster rate and lower cost. - PAMF has acquired two Optos wide-field ophthalmic imaging cameras - which will be available to patients at the Palo Alto and San Carlos Centers - as the first step in launching a PAMF-wide teleretinal screening program. Optos provides high-resolution images of the back of the eye to detect conditions such as diabetic retinopathy, macular degeneration and glaucoma when they are most treatable. - PAMF's Fremont Center is the first location in the Suter Health system to offer Rezum for treatment of prostate enlargement. To date, 80 patients have received this 10-15 minute minimally invasive procedure which uses water vapor to safely shrink the prostate. Rezum provides men with a safe alternative to surgery, lifelong medication, or a permanent catheter. - PAMF's Fremont Center has completed a $250,000 fundraising campaign for an expanded Cardiology Center equipped to better meet the needs of local patients. The Center will feature new exam rooms and an advanced cardiac lab that will improve the overall quality of care by offering patients comprehensive diagnostic, treatment, and follow-up care in a welcoming, comfortable environment. The Ce”

“Equity transfers (net) $ (86,777,262) k-1 activity $ (8,761,358) partnership income on books $ 8,753,531 annuity true-up $ (223,043) change in split interest $ 112,012 ------------------ total $ (86,896,120)”

“Description:medical group compensation total fees:1072862163”

“Description:therapists/other medical total fees:11089044”

“Description:professional fees - physician total fees:3996178”

“Description:nurse registry fees total fees:1516295”

“Description:non-physician medical total fees:55510”