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ObjectId: 202131319349303083 - Submission: 2021-05-11
TIN: 25-1709054
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
19
Open to Public Inspection
Name of the organization
PINNACLE HEALTH MEDICAL SERVICES
Employer identification number
25-1709054
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 on 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 on 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.
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) 2019
Page 2
Schedule J (Form 990) 2019
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
PHILIP W GUARNESCHELLI
PRESIDENT AND CEO
(i)
(ii)
0
-------------
855,192
0
-------------
153,940
0
-------------
204,597
0
-------------
16,600
0
-------------
19,459
0
-------------
1,249,788
0
-------------
0
2
DAVID GILBERT
CARDIOLOGIST
(i)
(ii)
850,063
-------------
0
29,575
-------------
0
66,232
-------------
0
16,600
-------------
0
19,774
-------------
0
982,244
-------------
0
0
-------------
0
3
GAGANDEEP GURM
CARDIOLOGIST
(i)
(ii)
673,892
-------------
0
84,895
-------------
0
73,579
-------------
0
15,100
-------------
0
13,060
-------------
0
860,526
-------------
0
0
-------------
0
4
ROBERT SCHLEGEL
NEUROSURGEON
(i)
(ii)
750,056
-------------
0
61,666
-------------
0
5,704
-------------
0
13,057
-------------
0
13,236
-------------
0
843,719
-------------
0
0
-------------
0
5
CHIKEZIE ESEONU
NEUROSURGEON
(i)
(ii)
745,922
-------------
0
61,666
-------------
0
0
-------------
0
15,100
-------------
0
18,087
-------------
0
840,775
-------------
0
0
-------------
0
6
WILLIAM H PUGH
EVP & CFO/TREASURER (RETIRED 12/19)
(i)
(ii)
0
-------------
615,238
0
-------------
95,291
0
-------------
95,358
0
-------------
16,600
0
-------------
14,892
0
-------------
837,379
0
-------------
0
7
EVA PAMIAS PORTALATIN
CLINICAL ASST PROFESSOR
(i)
(ii)
750,056
-------------
0
57,148
-------------
0
4,446
-------------
0
10,962
-------------
0
8,240
-------------
0
830,852
-------------
0
0
-------------
0
8
WILLIAM BACHINSKY MD
CVI REPRESENTATIVE
(i)
(ii)
0
-------------
486,371
0
-------------
216,119
0
-------------
5,833
0
-------------
16,600
0
-------------
19,442
0
-------------
744,365
0
-------------
0
9
CHRISTOPHER P MARKLEY ESQ
SEC'Y/SR VP/GENERAL COUNSEL
(i)
(ii)
0
-------------
429,675
0
-------------
66,291
0
-------------
71,950
0
-------------
16,600
0
-------------
630
0
-------------
585,146
0
-------------
0
10
ALISON BERNHARDT
VP & CFO/TREASURER
(i)
(ii)
0
-------------
285,672
0
-------------
34,269
0
-------------
34,690
0
-------------
13,899
0
-------------
8,008
0
-------------
376,538
0
-------------
0
11
MICHAEL YOUNG
FORMER PRESIDENT/CEO (RES. 3/17)
(i)
(ii)
0
-------------
0
0
-------------
0
0
-------------
334,488
0
-------------
0
0
-------------
236
0
-------------
334,724
0
-------------
0
12
THOMAS NICHOLSON MD
DIRECTOR/GENERAL SURGEON
(i)
(ii)
196,872
-------------
0
25,000
-------------
0
0
-------------
0
4,040
-------------
0
6,005
-------------
0
231,917
-------------
0
0
-------------
0
13
JOHN DELORENZO
ASSISTANT SECRETARY
(i)
(ii)
0
-------------
177,665
0
-------------
13,788
0
-------------
0
0
-------------
10,751
0
-------------
18,298
0
-------------
220,502
0
-------------
0
Schedule J (Form 990) 2019
Page 3
Schedule J (Form 990) 2019
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 3
PINNACLE HEALTH MEDICAL SERVICES RELIES ON UPMC PINNACLE, A RELATED ORGANIZATION, TO ESTABLISH THE COMPENSATION OF THE ORGANIZATION'S CEO. METHODS USED TO ESTABLISH COMPENSATION BY THE RELATED ORGANIZATION INCLUDE: * COMPENSATION COMMITTEE * INDEPENDENT COMPENSATION CONSULTANT * COMPENSATION SURVEY OR STUDY * APPROVAL BY THE COMPENSATION COMMITTEE OF THE BOARD
PART I, LINES 4A-B
MICHAEL YOUNG, THE FORMER CEO, RECEIVED A SEVERANCE PAYMENT IN THE AMOUNT OF $334,488 DURING THE 2019 CALENDAR YEAR. UPMC PROVIDES SUPPLEMENTAL RETIREMENT BENEFITS TO ITS FORMER CHIEF EXECUTIVE OFFICER (THE "FORMER CEO") THROUGH AN ALTERNATIVE FUNDING ARRANGEMENT THE IRS CALLS "LOAN-REGIME SPLIT-DOLLAR" ("LRSD"). ALTHOUGH THE IRS REQUIRES LRSD TO COMPLY WITH THE TAX PRINCIPLES OF A LOAN FOR FEDERAL INCOME TAX PURPOSES (IRC 7872), LRSD IS NOT AN ACTUAL LOAN. NO FUNDS ARE TRANSFERRED TO THE EXECUTIVE. RATHER, THE "LOAN" TREATMENT APPLIES BECAUSE AFTER THE EXECUTIVE HAS RECEIVED RETIREMENT BENEFITS (SUBJECT TO VESTING REQUIREMENTS AND POLICY INVESTMENT PERFORMANCE), UPMC RECOVERS ALL ITS OUTLAYS PLUS A MARKET RATE OF INTEREST. AS WITH AN EMPLOYER-EMPLOYEE LOAN, AND CONSISTENT WITH THE 2003 FINAL REGULATIONS AND IRC 7872, THE PLAN IS NON-COMPENSATORY TO THE PARTICIPATING EXECUTIVE, AS THE LOAN IS REPAID PLUS INTEREST UPON THE DEATH OF THE EXECUTIVE. UNDER THE REGULATIONS, THERE IS NO COMPENSATION IMPUTED TO THE EXECUTIVE. THE UPMC LRSD PLAN WORKS AS FOLLOWS. UPMC DEPOSITED FUNDS DIRECTLY INTO CASH VALUE LIFE INSURANCE POLICIES ON THE FORMER CEO'S LIFE. DURING LIFE, TO THE EXTENT THE FORMER CEO FULFILLED SERVICE AND VESTING REQUIREMENTS, THE FORMER CEO CAN BORROW AGAINST VALUES IN THE POLICIES TO SUPPLEMENT RETIREMENT INCOME. POLICY PERFORMANCE IS CLOSELY MONITORED. IF POLICY PERFORMANCE LAGS, THE FORMER CEO'S BORROWING RIGHTS COULD BE REDUCED TO PROTECT UPMC'S RECOVERY RIGHTS. AT THE FORMER CEO'S DEATH, THE POLICY DEATH PROCEEDS ARE FIRST USED TO REPAY UPMC ITS DEPOSITS PLUS COMPOUNDED INTEREST (AT THE IRS LONG-TERM APPLICABLE FEDERAL RATE). THE FORMER CEO'S BENEFICIARY THEN RECEIVES ANY PROJECTED RETIREMENT BORROWING NOT ACCESSED DURING LIFE.
Schedule J (Form 990) 2019
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