Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
SchJMediumBullet Attach to Form 990.
SchJMediumBullet Go to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2018
Open to Public Inspection
Name of the organization
SUTTER HEALTH PLAN
 
Employer identification number

46-1183948
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.
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
 
 
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
 
 
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.
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
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
1BRIAN FELLNER
CFO & CEO SHP/PRES(PT-YR)
(i)

(ii)
0
-------------
316,877
0
-------------
53,660
0
-------------
5,649
0
-------------
51,288
0
-------------
3,113
0
-------------
430,587
0
-------------
0
2JEFF GERARD
SVP STRATEGIC SERVICES
(i)

(ii)
0
-------------
810,129
0
-------------
336,708
0
-------------
170,038
0
-------------
324,677
0
-------------
16,172
0
-------------
1,657,724
0
-------------
152,115
3PHIL JACKSON
CEO, HPP/PRES SHP(PT-YR)
(i)

(ii)
0
-------------
592,765
0
-------------
184,729
0
-------------
13,802
0
-------------
152,155
0
-------------
24,339
0
-------------
967,790
0
-------------
0
4SARAH KREVANS
DIRECTOR, PRESIDENT & CEO SH
(i)

(ii)
0
-------------
1,678,673
0
-------------
842,240
0
-------------
329,388
0
-------------
1,909,372
0
-------------
26,449
0
-------------
4,786,122
0
-------------
300,989
5DENNIS BALMER
INTERIM CFO
(i)

(ii)
165,307
-------------
0
16,742
-------------
0
2,128
-------------
0
8,480
-------------
0
14,705
-------------
0
207,362
-------------
0
0
-------------
0
6GRETCHEN LACHANCE
SECRETARY & ASSIST GEN COUNSEL
(i)

(ii)
0
-------------
233,112
0
-------------
24,491
0
-------------
738
0
-------------
11,959
0
-------------
17,685
0
-------------
287,985
0
-------------
0
7PETER BERGAMO
EXC DIR, STRAT, BUS DEV & ED
(i)

(ii)
210,001
-------------
0
22,113
-------------
0
400
-------------
0
10,773
-------------
0
19,436
-------------
0
262,723
-------------
0
0
-------------
0
8ROBERT J CARNAROLI
VP, SALES SUTTER HEALTH PLAN
(i)

(ii)
0
-------------
237,918
0
-------------
168,404
0
-------------
16,832
0
-------------
38,718
0
-------------
18,428
0
-------------
480,300
0
-------------
12,106
9MONICA MAJORS
VP, MKTG & STRTGC SALES SH PLA
(i)

(ii)
0
-------------
281,172
0
-------------
79,006
0
-------------
18,688
0
-------------
44,419
0
-------------
19,197
0
-------------
442,482
0
-------------
14,142
10JENNIFER A NUOVO MD
CME, SUTTER HEALTH PLAN
(i)

(ii)
0
-------------
142,622
0
-------------
90,804
0
-------------
202,878
0
-------------
34,723
0
-------------
946
0
-------------
471,973
0
-------------
0
11JENNIFER SCHIRMER
VP, OPERATIONS SH PLAN
(i)

(ii)
0
-------------
254,882
0
-------------
87,762
0
-------------
118,158
0
-------------
36,614
0
-------------
18,474
0
-------------
515,890
0
-------------
14,676
12JILL A GLENN
DIR, UTIL & CASE MGMT (RN) SAC
(i)

(ii)
194,851
-------------
0
20,417
-------------
0
931
-------------
0
9,996
-------------
0
19,957
-------------
0
246,152
-------------
0
0
-------------
0
13JILL M KELLEY
ACCOUNT MANAGER
(i)

(ii)
129,464
-------------
0
93,760
-------------
0
0
-------------
0
6,642
-------------
0
18,281
-------------
0
248,147
-------------
0
0
-------------
0
14JERI LAZARO
DIR, NETWORK DEV & CONTRACTING
(i)

(ii)
175,890
-------------
0
18,041
-------------
0
4,457
-------------
0
9,023
-------------
0
9,421
-------------
0
216,832
-------------
0
0
-------------
0
15JACKIE R NOLEN
DIR, BENEFIT ADMINISTRATION
(i)

(ii)
205,532
-------------
0
20,816
-------------
0
5,173
-------------
0
10,544
-------------
0
9,693
-------------
0
251,758
-------------
0
0
-------------
0
16SUSAN STEPHENSON
DIRECTOR, NCQA/HEDIS
(i)

(ii)
187,169
-------------
0
19,646
-------------
0
1,693
-------------
0
9,602
-------------
0
19,882
-------------
0
237,992
-------------
0
0
-------------
0
17PATRICK FRY
FORMER CHAIR & SH PRES & CEO
(i)

(ii)
0
-------------
0
0
-------------
101,481
0
-------------
0
0
-------------
0
0
-------------
0
0
-------------
101,481
0
-------------
0
18TRACY MESSINEO
SH VP TOTL HLTH&PDT MGT CEO SS
(i)

(ii)
0
-------------
365,781
0
-------------
117,336
0
-------------
60,654
0
-------------
87,486
0
-------------
18,315
0
-------------
649,572
0
-------------
44,357
19MICHAEL POOLE
COMPLIANCE OFFICER, SHP
(i)

(ii)
0
-------------
179,929
0
-------------
19,055
0
-------------
371
0
-------------
9,230
0
-------------
18,770
0
-------------
227,355
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 3 SUPPLEMENTAL COMPENSATION INFORMATION: THE CEO OF THIS ORGANIZATION IS AN EMPLOYEE OF SUTTER HEALTH, A RELATED TAX-EXEMPT ORGANIZATION. 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 SUTTERS EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATIONS OVERALL MISSION. SEE SCHEDULE O NARRATIVE FOR PART VI, LINE 15 FOR A FULL DESCRIPTION OF THE COMPENSATION APPROVAL PROCESS COMPLETED BY SUTTER HEALTH. SCHEDULE J, PART I, LINE 4A SEVERANCE PAYMENTS: JENNIFER A. NUOVO, MD RECEIVED SEVERANCE PAYMENTS OF $115,761. JENNIFER SCHIRMER RECEIVED SEVERANCE PAYMENTS OF $35,160.
SCHEDULE J, PART I, LINE 4B NONQUALIFIED RETIREMENT PLAN: THE PURPOSE OF THE NONQUALIFIED RETIREMENT PLAN IS TO PROVIDE SUTTER HEALTH EXECUTIVES WITH A COMPETITIVE RETIREMENT BENEFIT CONSISTENT WITH SUTTER HEALTHS OVERALL COMPENSATION PHILOSOPHY FOR ALL EMPLOYEES. CONTRIBUTIONS ARE DESIGNED TAKING INTO CONSIDERATION LOST RETIREMENT BENEFITS THAT WOULD OTHERWISE BE OBTAINED THROUGH THE QUALIFIED PENSION PLAN. SUTTERS PLANS ARE DESIGNED CONSISTENT WITH COMPETITIVE INDUSTRY PRACTICES. THE RETIREMENT PLAN FOR SUTTER HEALTH EMPLOYEES IS A COMBINATION OF SOCIAL SECURITY, 403(B) EMPLOYER MATCH CONTRIBUTIONS AND QUALIFIED PENSION PLAN BENEFITS. SUTTER HEALTH EXECUTIVES ARE GENERALLY INELIGIBLE FOR EMPLOYER MATCH CONTRIBUTIONS. TO ENSURE A COMPETITIVE RETIREMENT BENEFIT, SUTTER HEALTH MAKES AN ANNUAL CONTRIBUTION TO A NON-QUALIFIED 457(F) PLAN FOR ITS EXECUTIVES. THE FORMULA PROVIDES 6% TO 12% OF BASE SALARY PLUS ANNUAL INCENTIVE PLAN AWARD (COMMENSURATE WITH MANAGEMENT LEVEL). CONTRIBUTIONS ARE ALSO MADE FOR A SMALL GROUP OF SENIOR LEVEL EXECUTIVES WHOSE ESTIMATED RETIREMENT BENEFIT (SOCIAL SECURITY PLUS QUALIFIED PLAN BENEFITS PLUS 457(F)) FALLS BELOW 50% - 65% OF FINAL 4-YEAR AVERAGE BASE SALARY WHEN RETIRING AT AGE 65 WITH 22.5 YEARS OF SERVICE. TARGET BENEFIT LEVELS ARE DISCOUNTED FOR YEARS OF SERVICE LESS THAN 22.5 AT AGE 65. UNLIKE SUTTER HEALTHS QUALIFIED PENSION PLAN WHERE EMPLOYEE BENEFITS ARE GUARANTEED (I.E., A DEFINED BENEFIT), SUTTERS NON-QUALIFIED PLAN BENEFITS ARE NOT GUARANTEED BY SUTTER HEALTH. INVESTMENT RISK IS BORNE BY PARTICIPANTS AND BENEFITS ARE NOT PROTECTED SHOULD SUTTER HEALTH BECOME INSOLVENT. THE FOLLOWING INDIVIDUALS RECEIVED 457(F) NON-QUALIFIED PAYMENTS DURING THE YEAR: JENNIFER A. NUOVO, MD - $33,438
SCHEDULE J, PART I, LINE 7 NON-FIXED PAYMENTS: SPOT AWARDS ARE INFREQUENTLY USED TO REWARD EMPLOYEES. THERE ARE NO SPECIFIC GUIDELINES FOR THE AMOUNT OF THE SPOT AWARD BUT THE AMOUNT TENDS TO NOT EXCEED 5% TO 10% OF GROSS ANNUAL SALARY. ANNUAL INCENTIVE PLAN (AIP) THE PURPOSE OF THE PLAN IS TO FOCUS EXECUTIVES ON SPECIFIC, SHORTER-TERM GOALS THAT ARE CRITICAL TO THE ACHIEVEMENT OF AFFILIATE, OPERATING UNIT AND SYSTEM-WIDE OBJECTIVES THAT DRIVE OVERALL ORGANIZATION PERFORMANCE. LONG TERM PERFORMANCE PLANS SUTTER HEALTH ALSO EMPLOYS LONG TERM PERFORMANCE PLANS WHICH ARE DESIGNED TO FOCUS ON LONGER TERM STRATEGIC OBJECTIVES OF THE ORGANIZATION. SUTTERS LONG TERM PERFORMANCE PLAN APPROACH IS A COMBINATION OF BOTH LONGER TERM MEASURES OF ORGANIZATION SUCCESS AND KEY ORGANIZATION STRATEGIES WHICH REQUIRE THE COMBINED EFFORT OF ALL LEADERSHIP TO ACHIEVE SUCCESS. SUTTER USES A COMMON FATE APPROACH IN THAT ALL LONG TERM PERFORMANCE PLAN PARTICIPANTS ARE MEASURED AGAINST THE SAME, ORGANIZATION-WIDE CRITERIA VS. INDIVIDUAL EFFORTS. THIS FOSTERS A COMMON PURPOSE ACROSS LEADERSHIP AND A SHARED SENSE OF ACCOUNTABILITY FOR THE OVERALL SUCCESS OF SUTTER HEALTH. TO ENSURE THAT EXTRAORDINARY EFFORTS BY INDIVIDUALS CAN BE RECOGNIZED AND THAT ACTIONS OF LEADERSHIP ARE CONSISTENT WITH SUPPORTING SUTTER HEALTHS OVERALL MISSION, VISION, AND VALUES, SUTTERS LONG TERM INCENTIVE PLAN APPROACH ALSO INCORPORATES A COMBINATION OF CEO AND SUTTER HEALTH COMPENSATION COMMITTEE DISCRETION. IN SOME CASES, THE SUTTER HEALTH COMPENSATION COMMITTEE HAS DELEGATED AUTHORITY TO THE PRESIDENT & CEO TO MODIFY INDIVIDUAL AWARDS WITHIN LIMITS THAT HAVE BEEN PRE-APPROVED BY THE SUTTER HEALTH COMPENSATION COMMITTEE. THIS INCLUDES BOTH THE REDUCTION AND INCREASE OF AWARD AMOUNTS. SUCH MODIFICATIONS GENERALLY DO NOT EXCEED +/- 20% AND ARE EMPLOYED JUDICIOUSLY. IN ALL CASES, THE COMPENSATION COMMITTEE OF THE BOARD DETERMINES ACHIEVEMENT OF ORGANIZATION GOALS AND MAKES FINAL AWARD DETERMINATION WHICH MAY RESULT IN A REDUCTION OF AWARD IF APPROPRIATE. ALL SENIOR EXECUTIVE AWARDS ARE REVIEWED FOR COMPENSATION REASONABLENESS AND APPROVED BY THE COMPENSATION COMMITTEE PRIOR TO PAYMENT.
Schedule J (Form 990) 2018
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