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ObjectId: 201933189349303778 - Submission: 2019-11-14
TIN: 04-2452600
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
18
Open to Public Inspection
Name of the organization
HARVARD PILGRIM HEALTH CARE INC
Employer identification number
04-2452600
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
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), 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
Yes
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) 2018
Page 2
Schedule J (Form 990) 2018
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
MYECHIA MINTER-JORDAN MD
DIRECTOR
(i)
(ii)
177,900
-------------
0
0
-------------
0
0
-------------
0
0
-------------
0
0
-------------
177,900
-------------
0
0
-------------
0
2
MICHAEL A CARSON
Pres(6/18)/CEO(9/18)/Dir
(i)
(ii)
619,122
-------------
0
222,960
-------------
0
20,882
-------------
0
395,043
-------------
0
32,157
-------------
0
1,290,164
-------------
0
0
-------------
0
3
CHARLES R GOHEEN
TREASURER/CFO
(i)
(ii)
490,375
-------------
0
235,368
-------------
0
28,360
-------------
0
124,000
-------------
0
36,045
-------------
0
914,148
-------------
0
0
-------------
0
4
TISA K HUGHES
SECRETARY/CLERK/CLO
(i)
(ii)
459,123
-------------
0
220,384
-------------
0
22,374
-------------
0
116,915
-------------
0
37,881
-------------
0
856,677
-------------
0
0
-------------
0
5
MICHELLE J CLAYMAN
ASSISTANT TREASURER
(i)
(ii)
242,111
-------------
0
83,003
-------------
0
6,092
-------------
0
18,423
-------------
0
36,830
-------------
0
386,459
-------------
0
0
-------------
0
6
ERIC H SCHULTZ
PRESIDENT/CEO/DIR (UNTIL 6/18)
(i)
(ii)
711,210
-------------
0
541,800
-------------
0
20,951
-------------
0
16,500
-------------
0
16,887
-------------
0
1,307,348
-------------
0
0
-------------
0
7
DEBORAH A NORTON
CHIEF INFORMATION OFFICER
(i)
(ii)
439,174
-------------
0
214,688
-------------
0
35,569
-------------
0
115,000
-------------
0
38,781
-------------
0
843,212
-------------
0
0
-------------
0
8
BETH A ROBERTS
SR VP COMMERCIAL BUSINESS
(i)
(ii)
373,703
-------------
0
172,972
-------------
0
21,382
-------------
0
22,000
-------------
0
37,259
-------------
0
627,316
-------------
0
0
-------------
0
9
DANIEL RACHFALSKI
SR VP CHIEF ACTUARY
(i)
(ii)
400,358
-------------
0
259,664
-------------
0
3,670
-------------
0
22,000
-------------
0
37,588
-------------
0
723,280
-------------
0
0
-------------
0
10
MICHAEL S SHERMAN MD
SR VP CMO
(i)
(ii)
431,106
-------------
0
192,986
-------------
0
25,761
-------------
0
22,000
-------------
0
38,281
-------------
0
710,134
-------------
0
0
-------------
0
11
RICHARD WEISBLATT
CHIEF INNOVATION AND STRATEGY
(i)
(ii)
372,510
-------------
0
184,608
-------------
0
35,199
-------------
0
102,000
-------------
0
25,499
-------------
0
719,816
-------------
0
0
-------------
0
12
CYNTHIA RING
CHIEF PEOPLE OFFICER
(i)
(ii)
354,536
-------------
0
180,848
-------------
0
20,470
-------------
0
97,449
-------------
0
36,912
-------------
0
690,215
-------------
0
0
-------------
0
13
RICHARD PLATT
EXEC DIR. OF HPHC INSTITUTE
(i)
(ii)
405,649
-------------
0
-------------
0
25,504
-------------
0
22,000
-------------
0
1,926
-------------
0
455,079
-------------
0
0
-------------
0
14
THOMAS F MALONEY
FORMER CHIEF LEGAL OFFICER
(i)
(ii)
235,277
-------------
0
68,008
-------------
0
3,722
-------------
0
22,000
-------------
0
33,377
-------------
0
362,384
-------------
0
0
-------------
0
15
SCOTT ALLEN
SENIOR ACTUARIAL CONSULTANT
(i)
(ii)
124,787
-------------
0
-------------
0
-------------
0
-------------
0
-------------
0
124,787
-------------
0
0
-------------
0
Schedule J (Form 990) 2018
Page 3
Schedule J (Form 990) 2018
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, LINE 1A
TAX GROSS-UP PAYMENTS ONE OFFICER WAS PROVIDED WITH A GROSS-UP PAYMENT ALONG WITH SUPPLEMENTAL RETIREMENT PAYMENTS TO COMPENSATE FOR RETIREMENT CONTRIBUTION LIMITATIONS. THIS PAYMENT WAS REPORTED AS TAXABLE INCOME.
SCHEDULE J, PART I, LINE 4B
LONG TERM INCENTIVE PLAN HPHC ADOPTED A LONG-TERM INCENTIVE PLAN FOR ITS CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER, CHIEF LEGAL OFFICER, CHIEF INFORMATION OFFICER, CHIEF INNOVATION AND STRATEGY OFFICER, AND CHIEF PEOPLE OFFICER FOR 2016-2018. THE PLAN IS BASED ON A VARIETY OF PERFORMANCE MEASURES AND AMOUNTS ARE EARNED OVER A THREE YEAR PERIOD. SOME OR ALL OF THE DEFERRED COMPENSATION AMOUNTS REPORTED HEREIN FOR THE POTENTIAL EARNINGS UNDER THE PLAN MAY OR MAY NOT BE PAID TO THE EXECUTIVES BASED ON THE EXECUTIVE'S EMPLOYMENT STATUS AND THE ACTUAL RESULTS OF THE PERFORMANCE MEASURES AS DETERMINED AT THE END OF THE APPLICABLE THREE YEAR PERIOD. ANNUAL ACCRUALS ARE INCLUDED IN THE SCHEDULE J, PART II, COLUMN (C). NO PAYMENTS WERE MADE FROM THE PLAN DURING 2018.
SCHEDULE J, PART I, LINE 7
EXECUTIVE INCENTIVE PLAN HPHC HAS AN EXECUTIVE INCENTIVE PLAN TO INCENT AND REWARD PARTICIPANTS AND PERMIT THEM TO SHARE IN SUCCESSFUL COMPANY FINANCIAL RESULTS, ENCOURAGE THEM TO WORK AS A TEAM AND PAY THEM COMPETITIVELY, CONSIDERING FINANCIAL CONSTRAINTS. ON AN ANNUAL BASIS, SUBJECT TO ORGANIZATION AND INDIVIDUAL PERFORMANCE, THE COMPANY PAYS ELIGIBLE PARTICIPANTS THEIR INCENTIVE COMPENSATION, PART OF WHICH (NO MORE THAN 40% OF THE GOAL) IS CONTINGENT ON ACHIEVING CERTAIN OPERATING EARNINGS TARGET OF HPHC, INC. AND AFFILIATES (ON A COMBINED STATUTORY ACCOUNTING BASIS). DISCRETIONARY RETIREMENT PLAN HPHC OFFERS A 457(B) PLAN AS A RETIREMENT BENEFIT TO A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES AND FACULTY MEMBERS OF HARVARD PILGRIM HEALTH CARE, INC. AND HARVARD PILGRIM HEALTH CARE INSTITUTE, LLC. THE PLAN PROVIDES ELIGIBLE PARTICIPANTS AN ADDITIONAL OPPORTUNITY TO DEFER PRE-TAX COMPENSATION FOR RETIREMENT. THE PLAN ALSO PROVIDES FOR EMPLOYER CONTRIBUTIONS (FOR NON-FACULTY PARTICIPANTS) AND RESTORATION CREDITS (FOR FACULTY MEMBERS) WHICH ARE INTENDED TO MAKE UP FOR THE SHORTFALL SOME PARTICIPANTS MAY EXPERIENCE UNDER THE HPHC-SPONSORED 401(K) PLAN DUE TO THE INTERNAL REVENUE CODE OR PLAN CONTRIBUTION LIMITS. HPHC MAKES UP FOR THIS SHORTFALL IN THE 401(K) PLAN BY FUNDING THE 457(B) ACCOUNT ON BEHALF OF THE ELIGIBLE EMPLOYEE UP TO THE 457(B) ANNUAL CONTRIBUTION LIMIT AND ANY AMOUNT ABOVE THIS LIMIT IS PAID TO THE PARTICIPANT IN CASH.
Schedule J (Form 990) 2018
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