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ObjectId: 201441339349300144 - Submission: 2014-05-13
TIN: 35-1443425
Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
Attach to Form 990.
See separate instructions.
OMB No. 1545-0047
20
12
Open to Public Inspection
Name of the organization
TRINITY HEALTH CORPORATION
Employer identification number
35-1443425
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
First-class or charter travel
Housing allowance or residence for personal use
Travel for companions
Payments for business use of personal residence
Tax idemnification and gross-up payments
Health or social club dues or initiation fees
Discretionary spending account
Personal services (e.g., maid, chauffeur, chef)
b
If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain
....
1b
Yes
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers,
directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a?
.......
2
Yes
3
Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.
Compensation committee
Written employment contract
Independent compensation consultant
Compensation survey or study
Form 990 of other organizations
Approval by the board or compensation committee
4
During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment?
................
4a
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan?
.........
4b
Yes
c
Participate in, or receive payment from, an equity-based compensation arrangement?
.........
4c
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization?
...........................
5a
No
b
Any related organization?
.........................
5b
No
If "Yes," to line 5a or 5b, describe in Part III.
6
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization?
...........................
6a
No
b
Any related organization?
.........................
6b
No
If "Yes," to line 6a or 6b, describe in Part III.
7
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III
............
7
Yes
8
Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III
.............................
8
No
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)?
.........................
9
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2012
Page 2
Schedule J (Form 990) 2012
Page
2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees.
Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note.
The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A)
Name and Title
(B)
Breakdown of W-2 and/or 1099-MISC compensation
(C)
Retirement and other deferred compensation
(D)
Nontaxable
benefits
(E)
Total of columns
(B)(i)-(D)
(F)
Compensation
reported as deferred
in prior Form 990
(i)
Base compensation
(ii)
Bonus & incentive compensation
(iii)
Other reportable compensation
(1)
JOSEPH SWEDISH
PRESIDENT & CEO THROUGH 3/13
(i)
(ii)
1,402,192
0
786,411
0
1,044,897
0
572,762
0
28,714
0
3,834,976
0
520,902
0
(2)
JUDITH PERSICHILLI
INTERIM PRES & CEO AS OF 5/13
(i)
(ii)
0
1,253,511
0
735,075
0
1,901,967
0
10,500
0
7,010
0
3,908,063
0
0
(3)
PAUL NEUMANN
SECRETARY; EVP,& CHIEF LEGAL OFFICER
(i)
(ii)
494,416
0
202,805
0
115,660
0
77,823
0
28,506
0
919,210
0
0
0
(4)
AGNES HAGERTY
ASST SEC THROUGH 4/13; DEP GENL CSL
(i)
(ii)
344,298
0
0
0
24,359
0
39,568
0
15,206
0
423,431
0
0
0
(5)
MICHAEL HEMSLEY
ASST SEC AS OF 5/13,MANAGING COUNSEL
(i)
(ii)
0
442,172
0
102,531
0
197,325
0
11,250
0
26,655
0
779,933
0
0
(6)
JENNIFER BARNETT
TREAS AS OF 5/13, EVP & INTERIM CFO
(i)
(ii)
0
544,376
0
209,584
0
173,325
0
11,250
0
11,351
0
949,886
0
0
(7)
BENJAMIN CARTER
TREAS 4/13; ASST TREAS AS OF 5/13
(i)
(ii)
523,380
0
202,878
0
73,045
0
80,824
0
31,986
0
912,113
0
0
0
(8)
JAMES BOSSCHER
ASST TREAS THROUGH 4/13;SVP TREASURY
(i)
(ii)
333,362
0
135,303
0
117,905
0
78,514
0
12,923
0
678,007
0
13,830
0
(9)
KEDRICK ADKINS
PRES., INTEGRATED SYS THROUGH 6/13
(i)
(ii)
784,856
0
366,716
0
670,047
0
112,792
0
13,375
0
1,947,786
0
265,335
0
(10)
DEBRA CANALES
EVP, CHIEF CULTURE & TALENT OFFICER
(i)
(ii)
508,488
0
236,816
0
106,740
0
82,290
0
19,743
0
954,077
0
22,307
0
(11)
DANIEL HALE
EVP,INSTITUTE OF HLTH & COMM BENEFIT
(i)
(ii)
527,004
0
213,622
0
115,423
0
42,104
0
21,386
0
919,539
0
24,468
0
(12)
RICHARD O'CONNELL
EVP & PRES. TRINITY HEALTH DIV.
(i)
(ii)
607,209
0
284,428
0
144,773
0
97,104
0
33,319
0
1,166,833
0
0
0
(13)
TERRENCE O'ROURKE MD
EVP CLINICAL TRANSFORMATION
(i)
(ii)
548,590
0
254,064
0
161,351
0
24,584
0
32,380
0
1,020,969
0
0
0
(14)
DONALD BIGNOTTI
SVP, CHIEF MED OFFICER
(i)
(ii)
393,463
0
122,033
0
61,635
0
60,445
0
16,055
0
653,631
0
0
0
(15)
PAUL CONLON
SVP, CLINICAL QLTY & PATIENT SAFETY
(i)
(ii)
308,921
0
120,954
0
58,780
0
88,694
0
25,670
0
603,019
0
7,849
0
(16)
DANIEL DWYER
SVP,MISSION INTEGRATION THROUGH 6/13
(i)
(ii)
241,255
0
90,773
0
49,882
0
17,500
0
24,934
0
424,344
0
4,188
0
(17)
LOUIS FIERENS
SVP, SUPPLY CHAIN MANAGEMENT
(i)
(ii)
329,192
0
133,901
0
55,547
0
53,208
0
15,721
0
587,569
0
9,499
0
(18)
PRESTON GEE
SVP, STRATEGIC PLANNING & MKTG
(i)
(ii)
298,570
0
117,923
0
51,982
0
49,970
0
29,779
0
548,224
0
0
0
(19)
REBECCA HAVLISCH
SVP, INSURANCE & RISK MGMT SVCS
(i)
(ii)
303,452
0
124,418
0
53,062
0
70,612
0
22,810
0
574,354
0
7,387
0
(20)
MICHAEL HOLPER
SVP, INTEGRITY & AUDIT SERVICES
(i)
(ii)
292,196
0
109,035
0
48,774
0
69,949
0
24,350
0
544,304
0
5,807
0
(21)
GAY LANDSTROM
SVP, CHIEF NURSING OFFICER
(i)
(ii)
315,964
0
120,199
0
52,127
0
89,499
0
21,610
0
599,399
0
7,079
0
(22)
MARCUS SHIPLEY
SVP, CHIEF INFORMATION OFFICER
(i)
(ii)
356,163
0
50,000
0
87,445
0
25,439
0
8,477
0
527,524
0
0
0
(23)
MARIA SZYMANSKI
SVP &CHIEF DEV. OFFICER THROUGH 1/13
(i)
(ii)
429,715
0
159,037
0
35,632
0
60,935
0
15,654
0
700,973
0
20,460
0
(24)
LARRY GOLDBERG
PRES & CEO, LOYOLA UNIV HLTH SYS
(i)
(ii)
733,169
0
204,410
0
168,558
0
89,568
0
13,927
0
1,209,632
0
0
0
(25)
GARRY FAJA
REG MKT EXEC - EAST MICH.
(i)
(ii)
550,115
0
201,021
0
217,895
0
63,874
0
20,922
0
1,053,827
0
107,922
0
(26)
CLAUS VON ZYCHLIN
PRES & CEO, MCHS, COLUMBUS
(i)
(ii)
531,768
0
185,298
0
251,877
0
78,363
0
27,892
0
1,075,198
0
125,619
0
(27)
SALLY JEFFCOAT
PRES & CEO, IDAHO/OREGON
(i)
(ii)
488,811
0
186,812
0
74,381
0
75,635
0
24,241
0
849,880
0
0
0
(28)
KEVIN SEXTON
PRES & CEO, MARYLAND REGION
(i)
(ii)
502,382
0
165,826
0
56,523
0
99,608
0
32,968
0
857,307
0
24,022
0
(29)
MARIANNE CUNNINGHAM
FORMER OFFICER, DIRECTOR INVESTMENTS
(i)
(ii)
164,476
0
0
0
803
0
13,596
0
18,931
0
197,806
0
0
0
(30)
MICHAEL MURPHY
FORMER KEY EMPLOYEE
(i)
(ii)
139,488
0
0
0
41,394
0
4,650
0
11,980
0
197,512
0
0
0
(31)
PAUL BROWNE
FORMER KEY EMPLOYEE
(i)
(ii)
243,006
0
185,010
0
52,014
0
28,955
0
12,897
0
521,882
0
21,648
0
Schedule J (Form 990) 2012
Page 3
Schedule J (Form 990) 2012
Page
3
Part III
Supplemental Information
Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II.
Also complete this part for any additional information.
Identifier
Return Reference
Explanation
PART I, LINE 1A
THE FOLLOWING INDIVIDUAL RECEIVED REIMBURSEMENT OF COMPANION TRAVEL EXPENSES DURING CALENDAR 2012: GARRY FAJA - $74 THIS AMOUNT WAS INCLUDED IN MR. FAJA'S TAXABLE INCOME AND IS INCLUDED IN COLUMN B(III) OF SCHEDULE J, PART II. THE FOLLOWING INDIVIDUAL RECEIVED A TAX GROSS-UP PAYMENT DURING CALENDAR 2012: LARRY GOLDBERG - $14,485 THIS AMOUNT WAS INCLUDED IN MR. GOLDBERG'S TAXABLE INCOME AND IS INCLUDED IN COLUMN B(III) OF SCHEDULE J, PART II. THE FOLLOWING INDIVIDUALS RECEIVED PAYMENT OR REIMBURSEMENT OF HOUSING EXPENSES DURING CALENDAR 2012: PRESTON GEE - $5,216 PAUL NEUMANN - $48,882 RICHARD O'CONNELL - $38,739 TERRENCE O'ROURKE - $34,762 JOSEPH SWEDISH - $38,299 THESE AMOUNTS WERE INCLUDED IN EACH INDIVIDUAL'S TAXABLE INCOME AND ARE INCLUDED IN COLUMN B(III) OF SCHEDULE J, PART II.
PART I, LINE 4B
THE FOLLOWING ARE PARTICIPANTS IN THE TRINITY HEALTH CASH BALANCE RESTORATION AND RETENTION PLAN, A NONQUALIFIED PLAN, WHICH PROVIDES RETENTION BENEFITS PLUS RETIREMENT BENEFITS FOR CERTAIN ASSOCIATES WITH EARNINGS ABOVE THE IRS PAY CAP FOR QUALIFIED PLANS ($250,000 FOR 2012). THE FOLLOWING ACCRUALS FOR 2012 FOR THIS PLAN ARE INCLUDED IN COLUMN C OF SCHEDULE J, PART II: KEDRICK ADKINS - $100,292 DONALD BIGNOTTI - $37,120 JAMES BOSSCHER - $47,142 PAUL BROWNE - $9,066 DEBRA CANALES - $60,671 BENJAMIN CARTER - $60,824 PAUL CONLON - $42,044 GARRY FAJA - $14,846 LOUIS FIERENS - $33,235 PRESTON GEE - $30,120 LARRY GOLDBERG - $77,068 REBECCA HAVLISCH - $41,067 MICHAEL HOLPER - $38,052 SALLY JEFFCOAT - $55,635 GAY LANDSTROM - $42,860 PAUL NEUMANN - $57,823 RICHARD O'CONNELL - $77,104 KEVIN SEXTON - $68,410 MARCUS SHIPLEY - $12,910 JOSEPH SWEDISH - $543,977 MARIA SZYMANSKI - $21,247 CLAUS VON ZYCHLIN - $58,363 PART II: THE FOLLOWING INDIVIDUALS ARE VESTED IN A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP). THE FOLLOWING VESTED SERP AMOUNTS ARE INCLUDED IN COLUMN B(III) OF SCHEDULE J, PART II: KEDRICK ADKINS - $185,540 JENNIFER BARNETT - $140,275 MICHAEL HEMSLEY - $177,120 JUDITH PERSICHILLI - $1,855,709 JOSEPH SWEDISH - $530,000 COLUMN F OF SCHEDULE J INCLUDES THE PORTION OF THESE AMOUNTS THAT WERE REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS.
PART I, LINE 7
EXECUTIVE MANAGEMENT EMPLOYED BY TRINITY HEALTH ARE COMPENSATED UNDER A MULTI-TIERED, GOAL-BASED PROGRAM WHICH INCLUDES BASE PAY AND A VARIABLE PORTION. THE VARIABLE PORTION IS REFERRED TO AS "AT RISK COMPENSATION". EACH OF THE ELIGIBLE MEMBERS OF EXECUTIVE MANAGEMENT IS ASSIGNED PERFORMANCE GOALS ALIGNED WITH ORGANIZATIONAL STRATEGIC GOALS. EACH GOAL HAS MINIMUM THRESHOLD CRITERIA, TARGET CRITERIA AND A MAXIMUM.
Schedule J (Form 990) 2012
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