2024-10-22T16:47:44-05:00 2023-12-31 410746749 CLIFTONLARSONALLEN LLP 220 S 6TH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2023-01-01 465482766 WILDERNESS HEALTH INC WILD 2188347375 325 11TH AVENUE TWO HARBORS MN 55616 CASSANDRA BEARDSLEY EXECUTIVE DIRECTOR 2188347375 2024-10-22 1 0 TYLER JOHNSON P01604007 6123764500 2024-10-10 2023 2024-10-15 13:58:12Z CASSANDRA BEARDSLEY 325 11TH AVENUE TWO HARBORS MN 55616 1744395 0 X HTTP://WILDERNESSHEALTHMN.ORG X 2013 MN PROVIDE BETTER HEALTHCARE FOR RURAL COMMUNITIES IN NORTHEASTERN MINNESOTA & NORTHWESTERN WISCONSIN 9 0 0 30 0 0 1529882 1398015 336432 346380 0 0 0 0 1866314 1744395 92671 319712 0 0 722629 834658 0 0 0 690258 492866 1505558 1647236 360756 97159 2389707 2247585 538374 299093 1851333 1948492 X OUR MISSION IS TO PROVIDE BETTER HEALTHCARE FOR THE RURAL COMMUNITIES IN NORTHEASTERN MINNESOTA AND NORTHWESTERN WISCONSIN. THROUGH EMPOWERMENT AND COLLABORATION WITH INDEPENDENT HEALTH PROVIDERS, WILDERNESS HEALTH IS ABLE TO HELP MEET THE UNIQUE HEALTHCARE CHALLENGES OF INDIVIDUALS LOCATED IN REMOTE AREAS. 0 0 1169870 319712 346380 WILDERNESS HEALTH, INC. IS A SUPPORTING ORGANIZATION THAT OPERATES AS A COLLABORATIVE OF INDEPENDENT HEALTHCARE PROVIDERS, ALL OF WHICH ARE GOVERNMENTAL ORGANIZATIONS OR 501(C)(3) ORGANIZATIONS. THESE HEALTHCARE PROVIDERS PROVIDE HOSPITAL, MEDICAL AND OTHER HEALTH CARE SERVICES TO THE GENERAL PUBLIC IN NORTHEASTERN MINNESOTA AND NORTHWESTERN WISCONSIN.-THE PURPOSE OF OUR ORGANIZATION IS TO ADVANCE PATIENT AND COMMUNITY HEALTH OUTCOMES, IMPROVE PATIENT EXPERIENCE, AND LOWER THE COSTS OF PROVIDING HEALTH CARE SERVICES BY WORKING TOGETHER WITH OUR MEMBERS TO EXPLORE WAYS THEY CAN PROVIDE THEIR CHARITABLE SERVICES MORE EFFECTIVELY AND EFFICIENTLY TO THE GENERAL PUBLIC AND THE HEALTH CARE COMMUNITY AS A WHOLE. WE ARE SPECIFICALLY FOCUSED ON HEALTH ISSUES IN THE MOSTLY RURAL COMMUNITIES OUR MEMBERS SERVE AND WHERE THEIR PATIENT BASES RESIDE.OUR CURRENT INITIATIVES ARE THE FOLLOWING:-FULFILL AND EFFECTUATE THE MISSION OF THE CORPORATION, AND FACILITATE COLLABORATION AND IMPROVE PATIENT CARE AND OPERATIONAL EFFICIENCIES BETWEEN VARIOUS HOSPITALS, CLINICS AND OTHER PROVIDERS IN NORTHEASTERN MINNESOTA;-PROMOTE EVIDENCE-BASED MEDICINE AND PATIENT ENGAGEMENT, REPORT ON QUALITY AND COST METRICS AND COORDINATE CARE;-PARTICIPATE IN VARIOUS PAYOR CONTRACTS AND ACCOUNTABLE CARE PROGRAMS, AND APPLY FOR GRANTS AND OTHER FUNDING TO SUPPORT THE CORPORATION'S PURPOSES;-DEVELOP AND IMPLEMENT A FRAMEWORK FOR SHARED SERVICES BETWEEN MEMBERS AND PARTICIPANTS IN THE CORPORATION;-ENABLE THE CORPORATION'S PARTICIPANTS TO WORK TOGETHER TO MANAGE AND COORDINATE CARE FOR BENEFICIARIES;-ESTABLISH, REPORT AND ENSURE PROVIDER COMPLIANCE WITH HEALTH CARE QUALITY CRITERIA, INCLUDING, WITHOUT LIMITATION, QUALITY PERFORMANCE STANDARDS;-FULFILL THE FUNCTIONS OF AN ACCOUNTABLE CARE ORGANIZATION, AS PROVIDED IN VARIOUS PAYOR CONTRACTS;-RECEIVE AND DISTRIBUTE SHARED SAVINGSCOMMITTEES, SUBCOMMITTEES, AND ROUNDTABLES HAVE BEEN DEVELOPED WITH BOTH MEMBER RESPRESENTATION AS WELL AS INDEPEDENT PROVIDERS (SUCH AS BEHAVIORAL HEALTH, COUNTIES, COMMUNITY-BASED ORGANIZATIONS, AND LOCAL UNIVERSITIES THAT COLLABORATE WITH WILDERNESS HEALTH AND ITS SUPPORTED ORGANIZATIONS AND PATIENTS.WE HAVE IDENTIFIED AND COMMITTED TO THE FOLLOWING PRIORITY STRATEGIC INITIATIVES FOR THE CURRENT PERIOD:ACCESS AND INNOVATION: IDENTIFY THE ROOT CAUSES FOR OBSTACLES TO CARE. LEVERAGE TECHNOLOGY, INNOVATIVE PRACTICES, AND COMMUNITY CONNECTIONS TO EFFECTIVELY ADDRESS COMMON BARRIERS TO CARE. SOME KEY FOCUS AREAS INCLUDE EXPANDING ACCESS TO TELEHEALTH, COMMUNITY ENGAGEMENT LISTENING SESSIONS, AND PARTNERING WITH OTHER REGIONAL PARTNERS TO COORDINATE, NOT DUPLICATE, REGIONAL RESOURCES. SUPPORT FOR THIS WORK INCLUDES FUNDING FROM HRSA RURAL HEALTH NETWORK DEVELOPMENT GRANTS, WHICH HAVE SEEDED DEVELOPMENT OF TELEMENTAL HEALTH RESOURCES IN BOTH THE AMBULATORY AND EMERGENCY ROOM SETTINGS AT SEVERAL MEMBER SITES.QUALITY-FOCUSED CARE: ENHANCING CARE MANAGEMENT AND ADDRESSING UTILIZATION BARRIERS TO SUPPORT HIGH QUALITY, EFFICIENT PATIENT CARE WHILE ALSO MEETING OR EXCEEDING NETWORK CONTRACT REQUIREMENTS. KEY FOCUS AREAS INCLUDE ENHANCING POST-ACUTE CARE, INCREASING PREVENTIVE VISITS, AND REVIEWING UTILIZATION REVIEW OPPORTUNITIES. SINCE JANUARY 2015, WILDERNESS HEALTH HAS CONTRACTED WITH THE STATE OF MINNESOTA IN THE INTEGRATED HEALTH PARTNERSHIP (IHP), WHICH IS A DEMONSTRATION MEDICAID ACCOUNTABLE CARE ORGANIZATION (ACO) PROGRAM. IHPS ARE PART OF MINNESOTA'S EFFORTS TO ACCELERATE PARTICIPATION IN ALTERNATIVE PAYMENT MODELS OF PAYMENT FOR ATTRIBUTED MEDICAID PATIENTS WITH THE GOAL OF IMPROVING THE HEALTH OF PATIENTS WHILE REDUCING THE TOTAL COST OF CARE. PROVIDERS ARE MEASURED AGAINST TARGETS FOR COST AND QUALITY AND RECEIVE CLAIMS DATA AND ANALYSIS FROM THE STATE REGARDING THEIR PATIENTS. AS OF DECEMBER 31, 2023, THERE WERE 18,496 PATIENTS ATTRIBUTED TO WILDERNESS HEALTH IN CONNECTION WITH THE IHP.WORKFORCE DEVELOPMENT: RECRUIT, EDUCATE, AND RETAIN A HEALTHY, SKILLED, AND SUSTAINABLE WORKFORCE. KEY FOCUS AREAS INCLUDE EDUCATION AND TRAINING OPPORTUNITIES FOR BOTH CLINICAL AND NON-CLINICAL STAFF, ROUNDTABLE SUPPORT, AND DEVELOPING RECRUITMENT AND RETENTION OPPORTUNITIES WITHIN THE NETWORK. 10000 0 0 WILDERNESS HEALTH HAS BEEN ACTING AS A FISCAL SPONSOR FOR A LOCAL NONPROFIT ORGANIZATION TO SUPPORT COVID-19 GRANT-FUNDED OUTREACH AND EDUCATION EFFORTS TO THE LOCAL AFRICAN HERITAGE COMMUNITY. THIS WORK INCLUDES MASK DISTRIBUTION, COMMUNITY SURVEYS, EDUCATION, TESTING, AND VACCINE OUTREACH EFFORTS. THROUGH 2020 THIS WAS WITH THE DULUTH NAACP AND HAS SHIFTED TO HEALTH EQUITY NORTHLAND AS OF 2021. 1179870 1 0 0 0 0 0 0 0 1 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 9 0 1 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 MN X WHITNEY SUNDQUIST 2182495488 915 E FIRST ST DULUTH MN 55805 AARON SAUDE BOARD MEMBER 1.00 40.00 X 0 219143 0 CASSANDRA BEARDSLEY EXECUTIVE DIRECTOR 40.00 0.00 X X 0 169135 14613 ERIC LOHN BOARD MEMBER 1.00 40.00 X 0 1026111 79070 GREG RUBERG CHAIR 1.00 40.00 X X 0 300272 49893 JONI MORSE BOARD MEMBER 1.00 40.00 X 0 227959 2025 KIMBER WRAALSTAD BOARD MEMBER 1.00 40.00 X 0 242839 24523 PATTI BANKS BOARD MEMBER 1.00 40.00 X 0 248682 32976 RICK BREUER SECRETARY/TREASURER 1.00 40.00 X X 0 450176 51512 TERESA DEBEVEC VICE CHAIR 1.00 40.00 X X 0 195554 49619 JAMIE PERELL BOARD MEMBER 1.00 40.00 X 0 198685 31241 0 3278556 335472 0 0 1 0 0 1346457 51558 1398015 MEMBERSHIP FEES 900099 346380 346380 346380 1744395 346380 0 0 319712 319712 834658 500232 334426 37835 22701 15134 11065 11065 81481 59796 21685 4994 3164 1830 190419 188766 1653 6491 3895 2596 12457 7891 4566 35479 35479 TRAINING FOR MEMBERS 88340 53004 35336 OTHER EXPENSES 14305 10709 3596 FISCAL SPONSOR DISTRIBU 10000 10000 1647236 1179870 467366 0 1646117 1739152 673048 402358 114772 114772 0 0 70542 106075 2389707 2247585 6031 6185 532343 292908 538374 299093 X 1851333 1948492 1851333 1948492 2389707 2247585 97159 0 X 0 1 X 1 0 X X X 9 FAIRVIEW RANGE 411293970 3 1 150512 0 COMMUNITY MEMORIAL HOSPITAL 410743546 3 1 107942 0 ST LUKE'S HOSPITAL OF DULUTH 410714079 3 1 61250 0 BIGFORK VALLEY HOSPITAL 411242647 3 1 0 0 COOK HOSPITAL 410964895 3 1 0 0 NORTH SHORE HEALTH 411647880 3 1 0 0 LAKE VIEW MEMORIAL HOSPITAL 410786046 3 1 0 0 GRAND ITASCA CLINIC AND HOSPITAL 411865874 3 1 0 0 ELY-BLOOMENSON COMMUNITY HOSPITAL 410808719 3 1 0 0 9 319704 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 -73317 73317 0 0 114772 114772 0 0 DUE TO MEMBERS 292908 292908 X 1744395 0 1744395 0 1744395 1647236 0 1647236 0 1647236 PART IV, LINE 1B: WILDERNESS HEALTH HAS BEEN ACTING AS A FISCAL SPONSOR FOR A LOCAL NONPROFIT ORGANIZATION TO SUPPORT COVID-19 GRANT-FUNDED OUTREACH AND EDUCATION EFFORTS TO THE LOCAL AFRICAN HERITAGE COMMUNITY. THIS WORK INCLUDES MASK DISTRIBUTION, COMMUNITY SURVEYS, EDUCATION, TESTING, AND VACCINE OUTREACH EFFORTS. THROUGH 2020 THIS WAS WITH THE DULUTH NAACP AND HAS SHIFTED TO HEALTH EQUITY NORTHLAND AS OF 2021. PART X, LINE 2: THE ORGANIZATION IS A NONPROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) THAT IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE IRC. THE ORGANIZATION HAS ELECTED TO ADOPT GUIDANCE IN THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE ADOPTION OF THIS STANDARD HAS NO EFFECT ON THE FINANCIAL STATEMENTS. THE ORGANIZATION'S INCOME TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. 1 ST LUKES HOSPITAL OF DULUTH 915 E 1ST STREET DULUTH MN 55805 410714079 501(C)(3) 61250 0 IMMUNIZATION GRANT AND VACCINATION COORDINATOR GRANT FAIRVIEW RANGE MEDICAL CENTER 750 EAST 34TH STREET HIBBING MN 55746 411293970 501(C)(3) 150512 0 PHARMACIST GRANT COMMUNITY MEMORIAL HOSPITAL 512 SKYLINE BLVD CLOQUET MN 55720 410743546 501(C)(3) 107942 0 IMMUNIZATION GRANT AND VACCINATION COORDINATOR GRANT 3 0 PART I, LINE 2: GRANT FUNDS ARE REQUESTED THROUGH AN APPLICATION PROCESS AND ARE SUBJECT TO THE TERMS OF OUR GRANT POLICY. AT THIS TIME, ONLY WILDERNESS HEALTH MEMBERS CAN REQUEST GRANT FUNDS. THE BOARD OF DIRECTORS REVIEWS AND APPROVES GRANTS. ONCE APPROVED, A GRANT CONTRACT IS DRAFTED WITH CONTRACT TERMS SPECIFIC TO EACH GRANTEE. ONCE EXECUTED BY GRANTEE AND WILDERNESS HEALTH, QUALITY METRICS TERMS ARE DISCUSSED AND AGREED TO BY BOTH ENTITIES. QUARTERLY QUALITY METRICS ARE REQUIRED TO BE REPORTED BY THE GRANTEE THROUGH THE TERM OF THE GRANT CONTRACT. 0 0 0 0 0 0 0 0 0 ERIC LOHN BOARD MEMBER 0 885321 0 139548 0 1242 0 8150 0 70920 0 1105181 0 0 RICK BREUER SECRETARY/TREASURER 0 449402 0 774 0 0 0 16500 0 35012 0 501688 0 0 GREG RUBERG CHAIR 0 260593 0 38944 0 735 0 7807 0 42086 0 350165 0 0 PATTI BANKS BOARD MEMBER 0 248682 0 0 0 0 0 10255 0 22721 0 281658 0 0 KIMBER WRAALSTAD BOARD MEMBER 0 212572 0 27627 0 2640 0 6866 0 17657 0 267362 0 0 TERESA DEBEVEC VICE CHAIR 0 195554 0 0 0 0 0 0 0 49619 0 245173 0 0 JONI MORSE BOARD MEMBER 0 204711 0 23248 0 0 0 0 0 2025 0 229984 0 0 JAMIE PERELL BOARD MEMBER 0 181896 0 16789 0 0 0 0 0 31241 0 229926 0 0 AARON SAUDE BOARD MEMBER 0 219143 0 0 0 0 0 0 0 0 0 219143 0 0 CASSANDRA BEARDSLEY EXECUTIVE DIRECTOR 0 168445 0 0 0 690 0 5798 0 8815 0 183748 0 0 PART I, LINE 3 THE EXECUTIVE DIRECTOR IS PAID BY A RELATED PARTY, ST. LUKE'S HOSPITAL OF DULUTH, AND WILDERNESS HEALTH REIMBURSES ST. LUKE'S HOSPITAL FOR A PORTION OF THE EXECUTIVE DIRECTOR'S COMPENSATION. WHEN DETERMINING THE EXECUTIVE DIRECTOR'S COMPENSATION, ST. LUKE'S HOSPITAL UTILIZES A COMPENSATION SURVEY OR STUDY. FORM 990, PART VI, SECTION A, LINE 1A THE CHAIR, VICE-CHAIR, SECRETARY AND TREASURER, AS WELL AS ONE OTHER DIRECTOR, SERVE AS THE EXECUTIVE COMMITTEE. THE EXECUTIVE DIRECTOR IS A NON-VOTING PARTICIPANT. THE EXECUTIVE COMMITTEE MAKES STRATEGIC DECISION RECOMMENDATIONS AS WELL AS REVIEWS AND APPROVES CONTRACTS ON BEHALF OF THE BOARD. FORM 990, PART VI, SECTION A, LINE 2 CASSANDRA BEARDSLEY AND ERIC LOHN - BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 3 ALL WILDERNESS HEALTH STAFF ARE EMPLOYEES OF ST. LUKE'S LEASED TO WILDERNESS HEALTH. BECAUSE OF THIS, NO SALARY IS DIRECTLY PAID BY ST. LUKE'S, IT IS ALL REIMBURSED BY WILDERNESS HEALTH. FORM 990, PART VI, SECTION A, LINE 6 THIS CORPORATION SHALL HAVE MEMBERS. THE ONLY ENTITIES THAT WILL BE ELIGIBLE TO SERVE AS MEMBERS ARE 501(C)(3) ORGANIZATIONS OR GOVERNMENTAL UNITS THAT PROVIDE HOSPITAL, MEDICAL, HEALTHCARE OR OTHER RELATED SERVICES IN NORTHEASTERN MINNESOTA AND NORTHWESTERN WISCONSIN. THERE SHALL BE TWO CLASSES OF MEMBERS: (A) CHARTER MEMBERS; AND (B) NON-CHARTER MEMBERS. THE CHARTER MEMBERS ARE: BIGFORK VALLEY HOSPITAL, COMMUNITY MEMORIAL HOSPITAL, COOK HOSPITAL, COOK COUNTY HOSPITAL, FAIRVIEW RANGE, LAKE VIEW HOSPITAL, AND ST. LUKE'S HOSPITAL. THE NON-CHARTER MEMBERS ARE GRAND ITASCA AND ELY. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF DIRECTORS IS MADE UP OF THE CHIEF EXECUTIVE OFFICERS (CEO) OF THE CHARTER MEMBERS AND ARE CLASSIFIED AS CHARTER DIRECTORS. A CHARTER DIRECTOR SHALL SERVE AS LONG AS THE DIRECTOR HOLDS THE OFFICE OR POSITION OF CEO OF THE CHARTER MEMBER. IN LIEU OF THE CEO REPRESENTING THE CHARTER MEMBER ON THE BOARD OF DIRECTORS OF THE CORPORATION, THE CEO MAY APPOINT A MEMBER OF THE CHARTER MEMBER'S SENIOR MANAGEMENT TEAM TO REPRESENT THE CHARTER MEMBER AS A CHARTER DIRECTOR ON THE CORPORATION'S BOARD. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING ACTIONS OF THE BOARD OF DIRECTORS REQUIRE THE APPROVAL OF TWO-THIRDS OF THE CHARTER MEMBERS: (A) APPROVAL OF CHANGES TO THE ARTICLES OF INCORPORATION AND ANY CHANGES TO THE BYLAWS AFFECTING THE PURPOSES OF THE ORGANIZATION OR ANY RIGHTS OR OBLIGATIONS OF MEMBERS; (B) APPROVAL OF ANY REQUEST OR PROPOSAL FOR ADDITIONAL CAPITAL CONTRIBUTIONS (NOT INCLUDING ANNUAL MEMBERSHIP DUES); (C) ESTABLISHING AND MODIFYING THE NUMBER OF DIRECTORS ON THE BOARD; AND (D) APPROVAL OF ANY ACTION FOR WHICH APPROVAL BY THE MEMBERS IS REQUIRED UNDER THE NONPROFIT ACT. FORM 990, PART VI, SECTION B, LINE 11B THE COMPLETE FORM 990 WAS REVIEWED IN DETAIL BY THE CHIEF EXECUTIVE OFFICER FOR ACCURACY. UPON APPROVAL BY THE CEO, A COPY OF THE FORM 990 WITH THE BOARD MEMBERS' COMPENSATION REDACTED WAS SHARED ELECTRONICALLY WITH THE FULL BOARD OF DIRECTORS PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C EACH DIRECTOR, PRINCIPAL OFFICER, AND MEMBER OF A BOARD COMMITTEE (AND ALL WILDERNESS HEALTH EMPLOYEES) SHALL ANNUALLY SIGN A STATEMENT WHICH AFFIRMS SUCH PERSON: A. HAS RECEIVED A COPY OF THE CONFLICTS OF INTEREST POLICY, B. HAS READ AND UNDERSTANDS THE POLICY, C. HAS AGREED TO COMPLY WITH THE POLICY, AND D. UNDERSTANDS WILDERNESS HEALTH IS A CHARITABLE ORGANIZATION AND IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION, IT MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. A POTENTIAL CONFLICT OF INTEREST ARISES WHENEVER WILDERNESS HEALTH IS CONSIDERING A POTENTIAL TRANSACTION OR RELATIONSHIP, DIRECT OR INDIRECT, WITH ANY INTERESTED PERSON AND FROM WHICH THE INTERESTED PERSON MAY DERIVE OR RECEIVE A MATERIAL FINANCIAL BENEFIT AS A CONSEQUENCE OF THE POTENTIAL INTEREST, TRANSACTION OR RELATIONSHIP. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON WITH A FINANCIAL INTEREST SHALL DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THEIR SUPERVISOR, IF ANY EMPLOYEE, AND TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH BOARD OF DIRECTORS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT, AS TO ANY OTHER INTERESTED PERSON. DISCLOSURES SHALL BE MADE ON AN ANNUAL, ROUTINE BASIS AND IMMEDIATELY IN THE EVENT THAT A FINANCIAL INTEREST ARISES THAT MAY CREATE A POTENTIAL CONFLICT OF INTEREST PRIOR TO THE ANNUAL DISCLOSURE. ANY MEMBER OF THE BOARD OF DIRECTORS, OR A BOARD COMMITTEE, OR A WILDERNESS HEALTH EMPLOYEE WITH A FINANCIAL INTEREST SHALL NOT INFLUENCE OR PARTICIPATE IN ANY DECISION OR ON ANY MATTER INVOLVING THE PROPOSED FINANCIAL INTEREST. ANY MEMBER OF THE BOARD OF DIRECTORS OR BOARD COMMITTEE THAT HAS A CONFLICT OF INTEREST ON ANY MATTER TO BE CONSIDERED BY THE BOARD OF DIRECTORS OR ANY COMMITTEE OF THE BOARD SHALL NOT VOTE ON SUCH MATTER. AFTER THE INTERESTED PERSON DISCLOSES THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AN INTERESTED PERSON MAY MAKE A PRESENTATION AT A MEETING OF THE BOARD OF DIRECTORS OR BOARD COMMITTEE PRIOR TO EXCUSING THEMSELVES FROM A MEETING. AFTER THE PRESENTATION, THE INTERESTED PERSON SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST. THE CHAIRPERSON OF THE BOARD OF DIRECTORS OR BOARD COMMITTEE MAY, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT THAT PRESENTS THE POTENTIAL CONFLICT. AFTER EXERCISING DUE DILIGENCE, THE BOARD OF DIRECTORS OR BOARD COMMITTEE SHALL DETERMINE WHETHER WILDERNESS HEALTH CAN OBTAIN, WITH REASONABLE EFFORTS, A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE BOARD OF DIRECTORS OR BOARD COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED MEMBERS OF THE BOARD OR COMMITTEE OF THE BOARD WHETHER THE TRANSACTION OR ARRANGEMENT IS IN WILDERNESS HEALTH'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER IT IS FAIR AND REASONABLE. IN CONFORMITY WITH THE ABOVE DETERMINATION, THE BOARD OF DIRECTORS OR A BOARD COMMITTEE SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE PROPOSED TRANSACTION OR ARRANGEMENT. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE DIRECTOR IS AN EMPLOYEE OF ST. LUKE'S HOSPITAL OF DULUTH AND HER COMPENSATION IS EVALUATED BY THAT ORGANIZATION WITH INPUT FROM WILDERNESS HEALTH. INTEGRATED HEALTHCARE STRATEGIES (IHS), AN INDEPENDENT HEALTHCARE MANAGEMENT CONSULTING FIRM, CONDUCTED A REVIEW OF THE EXECUTIVE DIRECTOR'S TOTAL COMPENSATION RELATIVE TO CEO'S IN OTHER HEALTHCARE ORGANIZATIONS OF COMPARABLE SIZE AND SCOPE. THE BOARD OF DIRECTORS REVIEWS THE OVERALL COMPENSATION BUDGET FOR THE ORGANIZATION BUT DOES NOT EVALUATE THE EXECUTIVE DIRECTOR'S COMPENSATION INDIVIDUALLY. THE PROCESS DESCRIBED HERE WAS LAST COMPLETED IN 2022. FORM 990, PART VI, SECTION C, LINE 19 WILDERNESS HEALTH'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. BIGFORK VALLEY HOSPITAL 258 PINE TREE DRIVE BIGFORK MN 56628 411242647 HOSPITAL MN N/A 0 COMMUNITY MEMORIAL HOSPITAL ASSOCIATION 512 SKYLINE BOULEVARD CLOQUET MN 55720 410743546 HOSPITAL MN 501(C)(3) LINE 3 N/A 0 COOK HOSPITAL 10 5TH STREET SOUTHEAST COOK MN 55723 410964895 HOSPITAL MN N/A 0 COOK COUNTY HOSPITAL DISTRICT (DBA NORTH SHORE HEALTH) 515 5TH AVENUE WEST GRAND MARAIS MN 55604 411647880 HOSPITAL MN N/A 0 RANGE REGIONAL HEALTH SERVICES (DBA FAIRVIEW RANGE) 750 EAST 34TH STREET HIBBING MN 55746 411293970 HOSPITAL MN 501(C)(3) LINE 3 N/A 0 LAKE VIEW MEMORIAL HOSPITAL 325 11TH AVENUE TWO HARBORS MN 55616 410786046 HOSPITAL MN 501(C)(3) LINE 3 ST LUKE'S HOSPITAL OF DULUTH 0 INTERNATIONAL FALLS MEM HOSP ASSN (DBA RAINY LAKE MED CTR) 1400 HIGHWAY 71 INTERNATIONAL FALLS MN 56649 410726171 HOSPITAL MN 501(C)(3) LINE 3 N/A 0 ST LUKE'S HOSPITAL OF DULUTH 915 EAST 1ST STREET DULUTH MN 55805 410714079 HOSPITAL MN 501(C)(3) LINE 3 N/A 0 GRAND ITASCA 1601 GOLF COURSE RD GRAND RAPIDS MN 55744 411865874 HOSPITAL MN 501(C)(3) LINE 3 N/A 0 ELY - BLOOMENSON COMMUNITY HOSPITAL 328 W CONAN STREET ELY MN 55731 410808719 HOSPITAL MN 501(C)(3) LINE 3 N/A 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0