efile Public Visual Render
ObjectId: 201633209349308023 - Submission: 2016-11-15
TIN: 56-1376950
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" on Form 990, Part IV, line 23.
Attach to Form 990.
Information about Schedule J (Form 990) and its instructions is at
www.irs.gov/form990
.
OMB No. 1545-0047
20
15
Open to Public Inspection
Name of the organization
NOVANT HEALTH INC
Employer identification number
56-1376950
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 on 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
directors, trustees, officers, including 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 on 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
Yes
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
Yes
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), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.
5
For persons listed on 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," on line 5a or 5b, describe in Part III.
6
For persons listed on 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," on line 6a or 6b, describe in Part III.
7
For persons listed on 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
No
8
Were any amounts reported on 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" on 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) 2015
Page 2
Schedule J (Form 990) 2015
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 on 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 in column(B) reported as deferred on prior Form 990
(i)
Base compensation
(ii)
Bonus & incentive compensation
(iii)
Other reportable compensation
1
ARMATO CARL
CEO & PRESIDENT NOVANT HEALTH
(i)
(ii)
1,306,659
-------------
0
1,019,029
-------------
0
518,288
-------------
0
59,400
-------------
0
35,263
-------------
0
2,938,639
-------------
0
7,500
-------------
0
2
HARGETT FRED
EVP & CHIEF FINANCIAL OFFICER
(i)
(ii)
811,869
-------------
0
580,244
-------------
0
291,358
-------------
0
59,400
-------------
0
33,083
-------------
0
1,775,954
-------------
0
7,500
-------------
0
3
MORRIS JOHN
ASST SEC
(i)
(ii)
261,368
-------------
0
48,750
-------------
0
5,512
-------------
0
48,854
-------------
0
28,077
-------------
0
392,561
-------------
0
0
-------------
0
4
WALSH BETSY
ASST SEC
(i)
(ii)
260,834
-------------
0
60,000
-------------
0
5,355
-------------
0
43,788
-------------
0
30,116
-------------
0
400,093
-------------
0
7,500
-------------
0
5
ALUKO AKINYELE MD
SVP NH HEART & VASCULAR
(i)
(ii)
464,570
-------------
0
253,371
-------------
0
12,494
-------------
0
131,893
-------------
0
20,929
-------------
0
883,257
-------------
0
0
-------------
0
6
BEST DIANA
SVP CLINICAL IMPROVEMENT
(i)
(ii)
379,771
-------------
0
225,248
-------------
0
17,547
-------------
0
59,400
-------------
0
24,987
-------------
0
706,953
-------------
0
7,500
-------------
0
7
BRUNSTETTER PETER
EVP & CHIEF LEGAL OFFICER
(i)
(ii)
475,707
-------------
0
305,850
-------------
0
29,740
-------------
0
157,824
-------------
0
31,202
-------------
0
1,000,323
-------------
0
0
-------------
0
8
COOK DAVID MD
SVP & HEALTHCARE FUTURIST
(i)
(ii)
449,073
-------------
0
235,817
-------------
0
33,071
-------------
0
120,563
-------------
0
29,931
-------------
0
868,455
-------------
0
0
-------------
0
9
CURETON JESSE
EVP & CHIEF CONSUMER OFFICER
(i)
(ii)
610,977
-------------
0
502,171
-------------
0
28,599
-------------
0
183,945
-------------
0
35,606
-------------
0
1,361,298
-------------
0
0
-------------
0
10
DANIELS JACQUELINE
EVP & CHIEF ADMIN OFFICER
(i)
(ii)
605,353
-------------
0
479,929
-------------
0
31,105
-------------
0
65,400
-------------
0
17,151
-------------
0
1,198,938
-------------
0
7,500
-------------
0
11
GARMON-BROWN OPHELIA MD
SVP COMM WELLNESS & EDUCATION
(i)
(ii)
367,120
-------------
0
288,402
-------------
0
22,266
-------------
0
119,207
-------------
0
27,344
-------------
0
824,339
-------------
0
7,500
-------------
0
12
GARRETT DAVID
SVP CHIEF INFO OFFICER
(i)
(ii)
445,653
-------------
0
252,645
-------------
0
25,843
-------------
0
130,154
-------------
0
27,567
-------------
0
881,862
-------------
0
7,500
-------------
0
13
JOHNSON TONY
SVP SUPPLY CHAIN/COO SHARED SV
(i)
(ii)
413,134
-------------
0
318,925
-------------
0
79,028
-------------
0
51,400
-------------
0
10,643
-------------
0
873,130
-------------
0
7,500
-------------
0
14
LANGFORD KATHRYN
SVP NH/CLIN OPS
(i)
(ii)
405,966
-------------
0
234,045
-------------
0
22,277
-------------
0
124,096
-------------
0
16,084
-------------
0
802,468
-------------
0
7,500
-------------
0
15
LINDSAY JEFFERY
EVP & CHIEF OPERATING OFFICER
(i)
(ii)
787,093
-------------
0
481,548
-------------
0
156,981
-------------
0
59,400
-------------
0
37,138
-------------
0
1,522,160
-------------
0
7,500
-------------
0
16
MORGAN WAYNE
SVP & CHIEF INVEST OFFICER
(i)
(ii)
364,641
-------------
0
187,168
-------------
0
10,927
-------------
0
118,237
-------------
0
33,450
-------------
0
714,423
-------------
0
7,500
-------------
0
17
MYERS SCOTT
SVP CORPORATE FINANCE
(i)
(ii)
359,267
-------------
0
181,976
-------------
0
17,928
-------------
0
117,021
-------------
0
11,565
-------------
0
687,757
-------------
0
7,500
-------------
0
18
PATEFIELD MD ARTHUR
SVP & CHIEF MED INFO OFF
(i)
(ii)
409,043
-------------
0
253,110
-------------
0
31,599
-------------
0
65,400
-------------
0
35,819
-------------
0
794,971
-------------
0
7,500
-------------
0
19
PHIPPS JOHN MD
EVP & PRESIDENT NHMG
(i)
(ii)
0
-------------
517,596
0
-------------
378,793
0
-------------
25,651
0
-------------
159,999
0
-------------
35,382
0
-------------
1,117,421
0
-------------
7,500
20
SEEHAUSEN ROBERT
SVP BUSINESS DEV & SALES
(i)
(ii)
423,222
-------------
0
240,789
-------------
0
84,346
-------------
0
65,116
-------------
0
32,224
-------------
0
845,697
-------------
0
7,498
-------------
0
21
SMITH-HILL JANET
EVP & CHIEF HR OFFICER
(i)
(ii)
420,648
-------------
0
241,871
-------------
0
24,625
-------------
0
118,600
-------------
0
30,642
-------------
0
836,386
-------------
0
7,500
-------------
0
22
VINCENT PAULA
SVP NH
(i)
(ii)
118,606
-------------
252,429
206,746
-------------
0
34,803
-------------
9,743
17,500
-------------
39,624
3,538
-------------
10,714
381,193
-------------
312,510
0
-------------
7,500
23
WOOLLEN THOMAS MD
SVP PHYSICIAN SERVICES
(i)
(ii)
383,358
-------------
0
194,500
-------------
0
20,751
-------------
0
121,650
-------------
0
35,802
-------------
0
756,061
-------------
0
7,500
-------------
0
24
ZWENG THOMAS MD
EVP & CHIEF MEDICAL OFFICER
(i)
(ii)
540,299
-------------
0
355,277
-------------
0
31,615
-------------
0
170,124
-------------
0
41,134
-------------
0
1,138,449
-------------
0
7,500
-------------
0
25
GREGORY CHERE MD
SVP WOMEN'S SERVICES
(i)
(ii)
359,866
-------------
0
180,717
-------------
0
11,547
-------------
0
111,045
-------------
0
28,263
-------------
0
691,438
-------------
0
0
-------------
0
26
DUVALL DAVID
SVP MARKETING & COMMUNICATIONS
(i)
(ii)
345,205
-------------
0
168,036
-------------
0
16,591
-------------
0
115,680
-------------
0
23,309
-------------
0
668,821
-------------
0
0
-------------
0
27
EASTERLING DONALD
SVP NH CONSUMER OPERATIONS
(i)
(ii)
360,556
-------------
0
154,900
-------------
0
29,311
-------------
0
102,900
-------------
0
22,825
-------------
0
670,492
-------------
0
0
-------------
0
28
GRIFFIN JON
SVP FINANCIAL PLAN & ANALYSIS
(i)
(ii)
350,669
-------------
0
178,400
-------------
0
16,135
-------------
0
110,903
-------------
0
33,126
-------------
0
689,233
-------------
0
0
-------------
0
29
PARK DAVID
SVP REAL ESTATE & CONSTRUCTION
(i)
(ii)
309,078
-------------
0
188,150
-------------
0
42,140
-------------
0
65,400
-------------
0
24,812
-------------
0
629,580
-------------
0
7,500
-------------
0
30
VANCE AMY
SVP POPULATION HEALTH MGMT
(i)
(ii)
336,763
-------------
0
192,314
-------------
0
22,388
-------------
0
108,724
-------------
0
24,028
-------------
0
684,217
-------------
0
7,500
-------------
0
31
WILES PAUL
FORMER CEO & PRESIDENT NOVANT HEALTH
(i)
(ii)
0
-------------
0
0
-------------
0
153,250
-------------
0
0
-------------
0
0
-------------
0
153,250
-------------
0
0
-------------
0
32
BEIER GREGORY
FORMER EVP
(i)
(ii)
0
-------------
0
0
-------------
0
20,086
-------------
0
0
-------------
0
0
-------------
0
20,086
-------------
0
132,025
-------------
0
33
BILLINGS DERRICK MARK
FORMER PRESIDENT NH SHARED SERVICES
(i)
(ii)
0
-------------
0
246,139
-------------
0
542,725
-------------
0
0
-------------
0
1,664
-------------
0
790,528
-------------
0
0
-------------
0
34
GARDELLA JOHN MD
VP CLINICAL IMPROVEMENT
(i)
(ii)
305,769
-------------
0
182,074
-------------
0
12,198
-------------
0
54,730
-------------
0
20,933
-------------
0
575,704
-------------
0
0
-------------
0
35
LINER SALLYE
FORMER EVP & CHIEF CLINICAL OFFICER
(i)
(ii)
271,727
-------------
0
440,395
-------------
0
21,687
-------------
0
54,893
-------------
0
10,689
-------------
0
799,391
-------------
0
7,500
-------------
0
36
MILLER MARK
FORMER SVP OPERATIONAL FINANCE
(i)
(ii)
26,685
-------------
0
347,558
-------------
0
450,780
-------------
0
20,862
-------------
0
30,385
-------------
0
876,270
-------------
0
7,500
-------------
0
37
WALLENHAUPT STEPHEN
FMR EVP & CMO
(i)
(ii)
351,054
-------------
0
182,353
-------------
0
21,876
-------------
0
57,900
-------------
0
31,114
-------------
0
644,297
-------------
0
7,500
-------------
0
Schedule J (Form 990) 2015
Page 3
Schedule J (Form 990) 2015
Page
3
Part III
Supplemental Information
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.
Return Reference
Explanation
PART I, LINE 1A
PART I, LINE 1A: FRINGE OR EXPENSE EXPLANATION FIRST-CLASS OR CHARTER TRAVEL: FIRST-CLASS OR CHARTER TRAVEL IS NOT A COVERED TRAVEL EXPENSE FOR EXECUTIVES; THEY ARE LIMITED TO BUSINESS OR COACH CLASS FARES FOR COMMERCIAL FLIGHTS. HOWEVER, CHARTER TRAVEL IS AVAILABLE TO CERTAIN EXECUTIVES, BOARD MEMBERS, AND APPROVED BUSINESS PERSONNEL MEETING APPLICABLE POLICY CRITERIA. TRAVEL FOR COMPANIONS: COMPANIONS ARE ALLOWED ON CERTAIN CHARTER FLIGHTS PAID FOR BY THE ORGANIZATION. IN THAT CASE, THE VALUE OF THE COMPANION'S FLIGHT IS CALCULATED UNDER APPLICABLE TAX LAWS AND THAT AMOUNT IS INCLUDED IN THE EXECUTIVE'S TAXABLE INCOME AS PRESCRIBED BY THE APPLICABLE TAX LAWS. TAX INDEMNIFICATION AND GROSS-UP PAYMENTS: EXECUTIVES WHO USE FUNDS MADE AVAILABLE THROUGH THEIR DISCRETIONARY SPENDING ACCOUNT UNDER THE EXECUTIVE PERQUISITE PLAN (THE "PLAN") TO PAY PREMIUMS ON CASH VALUE LIFE INSURANCE POLICIES MAY RECEIVE ADDITIONAL COMPENSATION TO ADJUST FOR THE INCOME TAX LIABILITY ASSOCIATED WITH PAYING PREMIUMS FOR THIS INSURANCE. EXECUTIVES WHO RECEIVE TAXABLE RELOCATION INCOME MAY HAVE THE ADDITIONAL INCOME TAX OWED ON THE INCOME PAID BY THE ORGANIZATION. EXECUTIVES MAY RECEIVE AS SEVERANCE BENEFITS CASH PAYMENTS IN LIEU OF PREMIUMS PAID FOR COVERAGE OF CERTAIN BENEFITS THAT ENDED WITH THE EXECUTIVE'S TERMINATION. THE ORGANIZATION MAY PAY THE ADDITIONAL TAX OWED ON ACCOUNT OF THESE PAYMENTS. DISCRETIONARY SPENDING ACCOUNT: CERTAIN EXECUTIVES RECEIVE A DISCRETIONARY SPENDING ACCOUNT. THE DOLLAR AMOUNT IN THE ACCOUNT IS PRE-APPROVED BY THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE NOVANT HEALTH BOARD OF TRUSTEES. THE ACCOUNT CAN BE USED ONLY FOR AN APPROVED LIST OF EXPENDITURES. ALL OPTIONS OTHER THAN A DEFERRED, AT-RISK, COMPENSATION OPTION ARE CONSIDERED TAXABLE AND ARE INCLUDED IN THE EXECUTIVE'S TAXABLE INCOME AS PRESCRIBED BY THE APPLICABLE TAX LAWS. HOUSING ALLOWANCE OR RESIDENCE FOR PERSONAL USE: WE PROVIDE TEMPORARY HOUSING ALLOWANCES IN CERTAIN EXECUTIVE RECRUITMENT AND RELOCATION PACKAGES. IN THE CASE THAT SUCH EXPENSE IS NOT REIMBURSABLE UNDER THE ACCOUNTABLE PLAN RULES, THE VALUE IS CALCULATED UNDER APPLICABLE TAX LAWS AND THAT AMOUNT IS INCLUDED IN THE EXECUTIVE'S INCOME AS PRESCRIBED BY THE APPLICABLE TAX LAWS. HEALTH OR SOCIAL CLUB DUES OR INITIATION FEES: IN CASES WHERE CORPORATE MEMBERSHIPS ARE NOT AVAILABLE, A MEMBERSHIP MAY BE OBTAINED IN AN EXECUTIVE'S NAME WITH A "BUSINESS USE ONLY" RESTRICTION.
PART I, LINES 4A-C
PART I, LINES 4A-C: SEVERANCE, NONQUALIFIED, AND EQUITY-BASED PAYMENTS SEVERANCE NONQUALIFIED EQUITY-BASED ALUKO, AKINYELE 67,632 BEIER, GREGORY 124,831 BILLINGS, DERRICK 543,738 BRUNSTETTER, PETER 92,700 COOK, DAVID 65,663 CURETON, JESSE 118,821 DUVALL, DAVID 50,280 EASTERLING, DONALD 52,500 GARMON-BROWN, OPHELIA 54,075 GARRETT, DAVID 64,754 GREGORY, CHERE 52,500 GRIFFIN, JON 51,503 LANGFORD, KATHRYN 58,710 MILLER, MARK 370,800 MORGAN, WAYNE 53,310 MYERS, SCOTT 51,621 PHIPPS, JOHN 100,602 SMITH-HILL, JANET 61,200 VANCE, AMY 49,332 WILES, PAUL 69,791 130,000 WOOLLEN, THOMAS 56,250 ZWENG, THOMAS 105,000
PART III - OTHER ADDITIONAL INFORMATION
DESCRIPTIONS OF SUPPLEMENTAL EXECUTIVE BENEFITS INCLUDED IN PART VII AND SCHEDULE J: EXECUTIVE ANNUAL INCENTIVE PLAN: AS PART OF THE REPORTED COMPENSATION AMOUNTS, THE REPORTING ORGANIZATION PROVIDES ANNUAL INCENTIVE COMPENSATION TO CERTAIN KEY EXECUTIVES UNDER AN EXECUTIVE ANNUAL INCENTIVE PLAN. THE INCENTIVE PLAN IS DESIGNED TO OFFER OPPORTUNITIES FOR ADDITIONAL COMPENSATION, BUT ONLY TO THE EXTENT THAT ELIGIBLE EXECUTIVES HAVE PROVIDED EXTRAORDINARY SERVICES AND ACHIEVED EXTRAORDINARY RESULTS THAT MEET OR EXCEED PREDETERMINED GOALS IN THE AREAS OF QUALITY, PATIENT SATISFACTION, EMPLOYEE SATISFACTION AND FINANCIAL VITALITY. THESE GOALS ARE ESTABLISHED AND APPROVED BY INDEPENDENT AND DISINTERESTED MEMBERS OF THE NOVANT HEALTH BOARD OF TRUSTEES (WHO COMPRISE THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD). THESE GOALS ARE WEIGHTED EQUALLY. THE ADDITIONAL COMPENSATION CAN RANGE ANYWHERE FROM ZERO TO A MAXIMUM PERCENTAGE OF BASE SALARY THAT DIFFERS BY THE CLASS OF EXECUTIVE. IN ADDITION, THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD WHO OVERSEE THE INCENTIVE COMPENSATION PROGRAM APPLY TWO "CIRCUIT BREAKERS," WHICH ARE SUBSTANTIAL LEVELS OF ORGANIZATION-WIDE ACHIEVEMENT THAT MUST BE SATISFIED BEFORE ANY AWARDS ARE PAID TO ANY EXECUTIVE UNDER THE PROGRAM. THE INCENTIVE COMPENSATION AWARDS HAVE BEEN INCLUDED IN THE COMPENSATION AMOUNTS REPORTED IN PART VII AND IN COLUMN (B)(II) OF SCHEDULE J. THEY ARE REPORTED IN THE YEAR PAID. THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD REVIEW, APPROVE, AND OVERSEE ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS, INCLUDING THE AMOUNTS AWARDED UNDER THIS ANNUAL INCENTIVE PLAN. LONG-TERM INCENTIVE PLAN: THE REPORTING ORGANIZATION OFFERS A LONG-TERM INCENTIVE PLAN (THE "PLAN") TO CERTAIN KEY EXECUTIVES. THE PLAN TIES A KEY EXECUTIVE'S COMPENSATION TO THE ORGANIZATION'S LONG-TERM STRATEGIC PERFORMANCE, PROVIDES A RETENTION INCENTIVE FOR KEY EXECUTIVES, AND ALLOWS THE ORGANIZATION TO COMPETE IN THE MARKETPLACE FOR TOP LEADERSHIP TALENT. THE PLAN OPERATES ON THREE-YEAR PERFORMANCE CYCLES THAT BEGIN EACH YEAR. LONG-TERM STRATEGIC GOALS (IN THE PRINCIPAL AREAS OF QUALITY OF PATIENT CARE AND LONG-TERM FINANCIAL STRENGTH) ARE ESTABLISHED AND APPROVED FOR EACH CYCLE, IN ADVANCE, BY INDEPENDENT AND DISINTERESTED MEMBERS OF THE NOVANT HEALTH BOARD OF TRUSTEES (WHO COMPRISE THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD). NOVANT HEALTH'S INTERNAL AUDIT DEPARTMENT REVIEWS THE METHODOLOGY AND PROCESS USED TO DETERMINE ACHIEVEMENT OF THE QUALITY METRICS. IN ADDITION, THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD WHO OVERSEE THE INCENTIVE COMPENSATION PROGRAM APPLY TWO "CIRCUIT BREAKERS," RELATING TO COMMUNITY HEALTH NEEDS ASSESSMENTS AND IMPLEMENTATION PLANS, AND FINANCIAL PERFORMANCE; AWARDS ARE PAYABLE FOR A PARTICULAR THREE-YEAR PERFORMANCE CYCLE ONLY IF THE CIRCUIT BREAKERS ARE MET FOR THE RESPECTIVE THREE-YEAR PERFORMANCE PERIOD. IF AN AWARD IS EARNED AT THE END OF A PERFORMANCE CYCLE, THEN THE INCENTIVE AWARD IS PAID OUT AND IS INCLUDED IN THE COMPENSATION AMOUNTS REPORTED IN PART VII AND IN COLUMN (B)(II) OF SCHEDULE J. THEY ARE REPORTED IN THE YEAR PAID. THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD REVIEWS, APPROVES, AND OVERSEES ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS, INCLUDING THE AMOUNTS AWARDED UNDER THE PLAN. PART I, LINE 4A - SEVERANCE PLAN: ELIGIBLE EXECUTIVES MAY RECEIVE SEVERANCE PAY THAT IS BASED ON ANNUAL COMPENSATION FOR A SPECIFIED PERIOD OF TIME. THE SEVERANCE PAY WOULD BE PAID ONLY IN THE EVENT OF CERTAIN TYPES OF EMPLOYMENT TERMINATION, AND IS FURTHER CONTINGENT ON THE SATISFACTION OF OTHER CONDITIONS SUCH AS COMPLIANCE WITH A NON-COMPETITION COVENANT. ANY CURRENT YEAR PAYMENTS HAVE BEEN INCLUDED IN THE COMPENSATION AMOUNTS REPORTED IN PART VII AND IN COLUMN (B)(III) OF SCHEDULE J. THE COMPENSATION AND LEADERSHIP COMMITTEE OF THE BOARD REVIEWS, APPROVES, AND OVERSEES ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS, INCLUDING THE AMOUNTS AWARDED UNDER THIS SEVERANCE PLAN. PART I, LINE 4B - SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS: THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") IS INTENDED TO SUPPORT RETENTION OF KEY EXECUTIVES, AND TO OFFER COMPETITIVE TOTAL COMPENSATION. ELIGIBLE EXECUTIVES WILL BE NOMINATED BY THE CEO AND APPROVED BY THE COMMITTEE TO PARTICIPATE. GENERALLY, ANNUAL CONTRIBUTIONS TO THE PLAN OR PAYMENTS TO PARTICIPANTS WILL BE BASED ON A PERCENTAGE OF THE PARTICIPANT'S BASE SALARY AS OF JANUARY 1ST OF THE PREVIOUS PLAN YEAR AND ARE REPORTED IN COLUMN (C) OF SCHEDULE J. PRIOR TO MAKING THE CONTRIBUTIONS OR PAYMENTS, THE COMMITTEE WILL APPROVE THE AMOUNTS AS TO REASONABLENESS, WHEN COMBINED WITH ALL OTHER ANNUAL COMPENSATION. A 3 YEAR CLASS-YEAR VESTING PERIOD WILL APPLY UP TO AGE 62, WHEN ALL MONEY WOULD BE VESTED AND PAID OUT TO THE PARTICIPANT. OTHERWISE, VESTING WILL OCCUR ON JANUARY 1ST OF EACH YEAR FOR THE APPROPRIATE CLASS-YEAR VESTING PERIOD. THE COMMITTEE REVIEWS, APPROVES, AND OVERSEES ALL ASPECTS AND ALL ELEMENTS OF EXECUTIVE COMPENSATION AND BENEFITS. SHARE OPTION PLAN: IN 2002, IN FULL COMPLIANCE WITH IRS RULES IN PLACE AT THAT TIME, NOVANT HEALTH, INC. ALLOWED CERTAIN SENIOR EXECUTIVES TO WAIVE THEIR RIGHTS TO EVENTUALLY RECEIVE BENEFITS UNDER THE ORGANIZATION'S SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) AND INSTEAD PARTICIPATE IN A SHARE OPTION PLAN UNDER WHICH THEY COULD OBTAIN OPTION GRANTS OF EQUIVALENT VALUE TO PURCHASE MUTUAL FUND SHARES. THE IRS RULES SUBSEQUENTLY CHANGED, AND ACCORDINGLY NO ADDITIONAL OPTIONS WERE GRANTED AFTER MAY 8, 2002. MR. WILES RETIRED IN 2011 AFTER 40 YEARS OF SERVICE TO THE ORGANIZATION. IN 2012, MR. WILES EXERCISED THE MAJORITY OF HIS OPTIONS UNDER THE SHARE OPTION PLAN, AS REPORTED ON NOVANT HEALTH'S 2012 FORM 990. IN 2015, MR. WILES EXERCISED ADDITIONAL OPTIONS UNDER THE PLAN AND RECEIVED $130,000 IN REPORTABLE COMPENSATION INCLUDED ON A FORM W-2 ISSUED TO MR. WILES. THIS TOTAL AMOUNT IS INCLUDED IN THE COMPENSATION AMOUNTS REPORTED IN PART VII OF THE FORM 990, AND IN COLUMN (B)(III) OF PART II OF SCHEDULE J OF THE FORM 990. RETIREMENT SECURITY AGREEMENT: RETIREMENT SECURITY AGREEMENTS ("RSAS") ENTERED INTO BY A PREDECESSOR ENTITY IN 1994 WERE ASSUMED BY NOVANT HEALTH, INC. AND SUBSEQUENTLY APPROVED BY THE COMPENSATION & LEADERSHIP COMMITTEE FOR TWO PARTICIPANTS, WHICH PROVIDED FOR SUPPLEMENTAL RETIREMENT BENEFITS COMMENCING AT AGE 60. ANY CURRENT YEAR PAYMENTS OF RSA BENEFITS TO THESE PARTICIPANTS ARE INCLUDED IN THE COMPENSATION AMOUNTS REPORTED IN PART VII OF THE FORM 990 AND IN COLUMN (B)(III) OF PART II OF SCHEDULE J OF THE FORM 990.
Schedule J (Form 990) 2015
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