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ObjectId: 201833189349313793 - Submission: 2018-11-14
TIN: 22-1487576
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.
Go to
www.irs.gov/Form990
for instructions and the latest information.
OMB No. 1545-0047
20
17
Open to Public Inspection
Name of the organization
HMH HOSPITALS CORPORATION
Employer identification number
22-1487576
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
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), 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 nonfixed
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) 2017
Page 2
Schedule J (Form 990) 2017
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
Ihor S Sawczuk MD
President, HUMC - Governor
(i)
(ii)
1,407,123
-------------
0
388,988
-------------
0
388,956
-------------
0
213,318
-------------
0
24,577
-------------
0
2,422,962
-------------
0
102,648
-------------
0
2
Pranaychandra Vaidya MD
Governor
(i)
(ii)
9,231
-------------
652,765
0
-------------
56,456
0
-------------
46,230
0
-------------
70,423
0
-------------
25,149
9,231
-------------
851,023
0
-------------
0
3
Robert C Garrett
Governor - Co-CEO
(i)
(ii)
1,701,568
-------------
0
1,225,000
-------------
0
921,286
-------------
0
823,023
-------------
0
24,555
-------------
0
4,695,432
-------------
0
0
-------------
0
4
John K Lloyd FACHE
Governor - Co-CEO
(i)
(ii)
0
-------------
1,699,684
0
-------------
1,225,000
0
-------------
584,636
0
-------------
851,842
0
-------------
32,079
0
-------------
4,393,241
0
-------------
0
5
Steven Littleson
Pres, Hospitals Svcs Div, COO
(i)
(ii)
0
-------------
1,002,507
0
-------------
434,300
0
-------------
367,371
0
-------------
211,323
0
-------------
30,534
0
-------------
2,046,035
0
-------------
0
6
Robert L Glenning
Pres, Financial Svcs Div, CFO
(i)
(ii)
1,109,463
-------------
0
444,194
-------------
0
476,144
-------------
0
446,814
-------------
0
34,875
-------------
0
2,511,490
-------------
0
0
-------------
0
7
Andrew L Pecora MD
Pres, Phys. Svcs Div, CIO
(i)
(ii)
1,111,562
-------------
0
438,381
-------------
0
141,587
-------------
0
292,581
-------------
0
3,826
-------------
0
1,987,937
-------------
0
19,768
-------------
0
8
Patrick Young
Pres, Pop Health Solutions
(i)
(ii)
0
-------------
770,596
0
-------------
476,525
0
-------------
137,084
0
-------------
134,025
0
-------------
30,168
0
-------------
1,548,398
0
-------------
0
9
James Blazar
EVP, Chief Strategy Officer
(i)
(ii)
731,914
-------------
0
318,189
-------------
0
159,719
-------------
0
251,881
-------------
0
27,045
-------------
0
1,488,748
-------------
0
0
-------------
0
10
Audrey C Murphy RN Esq
EVP, General Councel, Hospital
(i)
(ii)
630,481
-------------
0
205,910
-------------
0
289,973
-------------
0
244,274
-------------
0
35,284
-------------
0
1,405,922
-------------
0
77,806
-------------
0
11
Ann B Gavzy Esq
EVP, General Councel, Network
(i)
(ii)
0
-------------
633,738
0
-------------
220,914
0
-------------
253,681
0
-------------
162,432
0
-------------
4,138
0
-------------
1,274,903
0
-------------
0
12
Nancy Corcoran-Davidoff
EVP, Chief Experience Officer
(i)
(ii)
527,746
-------------
0
233,193
-------------
0
299,854
-------------
0
278,117
-------------
0
19,933
-------------
0
1,358,843
-------------
0
89,164
-------------
0
13
Catherine Ainora
EVP, Chief Integration Officer
(i)
(ii)
642,587
-------------
0
247,595
-------------
0
143,754
-------------
0
109,680
-------------
0
10,060
-------------
0
1,153,676
-------------
0
0
-------------
0
14
Sherrie String
EVP,Chief HR Off(Term 6/12/17)
(i)
(ii)
0
-------------
406,233
0
-------------
194,293
0
-------------
324,596
0
-------------
9,450
0
-------------
22,687
0
-------------
957,259
0
-------------
0
15
John Lo Curto MD
Chief, Trauma/Critical Care
(i)
(ii)
7,253
-------------
0
0
-------------
0
1,990,512
-------------
0
165,322
-------------
0
5,743
-------------
0
2,168,830
-------------
0
0
-------------
0
16
Joseph E Parrillo MD
Chairman HVH
(i)
(ii)
1,245,400
-------------
0
125,000
-------------
0
109,404
-------------
0
9,450
-------------
0
23,595
-------------
0
1,512,849
-------------
0
0
-------------
0
17
Mark D Sparta
EVP, Clinical Operations
(i)
(ii)
663,048
-------------
0
189,307
-------------
0
148,313
-------------
0
204,136
-------------
0
36,787
-------------
0
1,241,591
-------------
0
0
-------------
0
18
Diane A Aroh
EVP, Chief Clin & Pat Care Off
(i)
(ii)
602,880
-------------
0
172,085
-------------
0
192,062
-------------
0
61,264
-------------
0
34,248
-------------
0
1,062,539
-------------
0
37,494
-------------
0
19
Jeffrey R Boscamp MD
VP/CAO & Chair, Pediatrics
(i)
(ii)
605,553
-------------
0
134,342
-------------
0
213,056
-------------
0
229,762
-------------
0
6,321
-------------
0
1,189,034
-------------
0
7,339
-------------
0
Schedule J (Form 990) 2017
Page 3
Schedule J (Form 990) 2017
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
SCHEDULE J, PART I; QUESTION 1
HMH HAS A DETAILED AND THOROUGH CORPORATE POLICY ON REIMBURSEMENT OF BUSINESS EXPENSES, INCLUDING EXPENSES OF TRAVEL FOR BUSINESS PURPOSES. THE HMH EXPENSE REIMBURSEMENT POLICY GENERALLY PROHIBITS FIRST CLASS TRAVEL, BUT ALLOWS AN UPGRADE IN VERY LIMITED CIRCUMSTANCES. HMH ENCOURAGES SENIOR LEADERS TO UTILIZE THE TRAIN NETWORK FOR TRAVEL WHEN APPROPRIATE. HMH'S POLICY ALLOWS FOR BUSINESS CLASS TRAVEL (WHICH CAN BE THE EQUIVALENT OF FIRST CLASS TRAVEL, WHERE BUSINESS CLASS IS THE ONLY CLASS ABOVE ECONOMY/COACH), IF THE TRAVEL SEGMENT EXCEEDS TEN HOURS OF SCHEDULED FLYING TIME OR IF APPROVED BY ONE OR BOTH CO-CEOS. THE BUSINESS CLASS AFFORDS THE TRAVELER THE ABILITY TO WORK ON CONFIDENTIAL HMH RELATED BUSINESS DURING TRAVEL TIME. UNLIKE BUSINESS CLASS, TRAVELING COACH DOES NOT PROVIDE THE EXECUTIVE WITH A REASONABLE MEANS TO WORK ON HMH BUSINESS DURING TRAVEL TIME. NO AMOUNTS HAVE BEEN INCLUDED AS REPORTABLE COMPENSATION AS THESE TRAVEL EXPENSES WERE INCURRED FOR BUSINESS PURPOSES. BUSINESS CLASS TRAVEL (WHERE THE EQUIVALENT OF FIRST CLASS TRAVEL) WAS PROVIDED TO FIVE SENIOR EXECUTIVES AND TWO BOARD MEMBERS. HMH PROVIDES FOR BOARD MEMBER AND CO-CEO SPOUSAL TRAVEL FOR CRITICAL BUSINESS EVENTS THAT ARE ORDINARY AND NECESSARY. THE BOARD MEMBERS AND CO-CEOS SPEND AN EXTENSIVE AMOUNT OF TIME AWAY FROM THEIR FAMILIES. THE SPOUSES HAVE A SIGNIFICANT ROLE IN ASSURING THE ATTENDANCE AND FOCUS OF BOARD MEMBERS AND CO-CEOS AT THESE CRITICAL ORGANIZATION EVENTS. SUCH SPOUSAL TRAVEL WAS PROVIDED IN 2017 TO ONE SENIOR EXECUTIVE AND ONE BOARD MEMBER, AND THE ENTIRE SPOUSAL TRAVEL REIMBURSEMENT AMOUNT HAS BEEN TREATED AS TAXABLE INCOME TO THESE INDIVIDUALS.
SCHEDULE J, PART I; QUESTION 3
PLEASE REFER TO OUR RESPONSE TO CORE FORM, PART VI, QUESTION 15B INCLUDED IN SCHEDULE O.
SCHEDULE J, PART I; QUESTION 4A
THE FOLLOWING INDIVIDUAL RECEIVED A SEVERANCE PAYMENT DURING THE YEAR ENDED DECEMBER 31, 2017. THE AMOUNT OUTLINED HEREIN WAS INCLUDED IN THE INDIVIDUAL'S 2017 FORM W-2, BOX 5 AS TAXABLE MEDICARE WAGES: SHERRIE STRING, $161,969.
SCHEDULE J, PART I; QUESTION 4B
THE AMOUNT REFLECTED IN COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDES PARTICIPATION IN A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ("SERP") AS THE AMOUNTS WERE NO LONGER SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. THE AMOUNTS OUTLINED HEREIN WERE INCLUDED IN EACH INDIVIDUAL'S 2017 FORM W-2 AS TAXABLE WAGES: IHOR S. SAWCZUK, M.D., $295,216; ROBERT C. GARRETT, $596,700; JOHN K. LLOYD, FACHE, $516,500; STEVEN G. LITTLESON, $328,580; ROBERT L. GLENNING, $309,312; ANDREW L. PECORA, M.D., $110,276; PATRICK YOUNG, $100,250; JAMES BLAZAR, $114,855; AUDREY C. MURPHY, RN, ESQ., $184,881; ANN B. GAVZY, ESQ., $215,873; NANCY R. CORCORAN-DAVIDOFF, $206,213; CATHERINE AINORA, $100,230; SHERRIE STRING, $135,370; JOHN LO CURTO, M.D., $1,988,356; JOSEPH E. PARRILLO, M.D., $87,500; MARK D. SPARTA, $69,539; DIANE A. AROH, $93,343; AND JEFFREY R. BOSCAMP, M.D., $84,169. THE AMOUNTS REFLECTED IN COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDES VESTED BENEFITS IN A KEY EMPLOYEE SHARE OPTION PLAN ("KEYSOP") WHICH ARE NO LONGER SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. THE AMOUNTS OUTLINED HEREIN WERE INCLUDED IN EACH INDIVIDUAL'S 2017 FORM W-2 AS TAXABLE WAGES: IHOR S. SAWCZUK, M.D., $27,812; AND ROBERT C. GARRETT, $77,476. THE ORGANIZATION, ON JANUARY 1, 2011, INSTITUTED A DEFERRED COMPENSATION PROGRAM UNDER INTERNAL REVENUE CODE SECTION 401(A) WHEREIN THE ORGANIZATION MATCHES 2% OF AN INDIVIDUAL'S SALARY UP TO A MAXIMUM OF $5,300. THE MATCH IS SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. ACCORDINGLY, THE AMOUNTS WERE NOT INCLUDED IN CERTAIN INDIVIDUALS' 2017 FORM W-2 AS TAXABLE WAGES. THE DEFERRED COMPENSATION AMOUNT REFLECTED IN COLUMN (C) FOR THE FOLLOWING INDIVIDUALS INCLUDES A RETENTION BONUS WHICH IS SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE. ACCORDINGLY, THE INDIVIDUALS MAY NEVER ACTUALLY RECEIVE THIS AMOUNT. THE AMOUNTS WERE NOT INCLUDED IN EACH INDIVIDUAL'S 2017 FORM W-2 AS TAXABLE WAGES: ROBERT C. GARRETT, ROBERT L. GLENNING AND MARK D. SPARTA. THE DEFERRED COMPENSATION AMOUNTS REFLECTED IN COLUMN (C) FOR THE FOLLOWING INDIVIDUALS INCLUDE BENEFITS IN AN INTERNAL REVENUE CODE SECTION 457(F) PLAN (NON-QUALIFIED DEFERRED COMPENSATION PLAN). THE AMOUNTS WERE NOT INCLUDED IN EACH INDIVIDUAL'S 2017 FORM W-2 AS TAXABLE WAGES: IHOR S. SAWZUK, M.D., ROBERT C. GARRETT, JOHN K. LLOYD, FACHE, STEVEN G. LITTLESON, ROBERT L. GLENNING, ANDREW L. PECORA, M.D., JAMES BLAZAR, AUDREY C. MURPHY, RN, ESQ., ANN B. GAVZY, ESQ., NANCY R. CORCORAN-DAVIDOFF, JOHN LO CURTO, M.D., MARK D. SPARTA, DIANE A. AROH AND JEFFREY R. BOSCAMP, M.D. THE DEFERRED COMPENSATION AMOUNT REFLECTED IN COLUMN (C) FOR THE FOLLOWING INDIVIDUAL INCLUDES BENEFITS IN AN EXECUTIVE DEFERRED COMPENSATION PLAN. THE AMOUNT WAS NOT INCLUDED IN THE INDIVIDUAL'S 2017 FORM W-2 AS TAXABLE WAGES: PATRICK YOUNG.
Schedule J (Form 990) 2017
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