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TIN: 22-3849199
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
21
Open to Public Inspection
Name of the organization
WAKE FOREST UNIVERSITY HEALTH SCIENCES
Employer identification number
22-3849199
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
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) 2021
Schedule J (Form 990) 2021
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, 1099-MISC compensation, and/or 1099-NEC
(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
JULIE ANN FREISCHLAG MD
DIRECTOR, CEO, DEAN
(i)
(ii)
1,899,767
-------------
0
1,003,777
-------------
0
471,806
-------------
0
529,516
-------------
0
26,293
-------------
0
3,931,159
-------------
0
396,368
-------------
0
2
NATHAN O HATCH PHD
FORMER DIR/OFF (TO 6/30/21)
(i)
(ii)
0
-------------
1,010,331
0
-------------
568,609
0
-------------
314,117
0
-------------
29,000
0
-------------
38,467
0
-------------
1,960,524
0
-------------
144,881
3
BRADLEY A CLARK
EVP, TREASURER
(i)
(ii)
701,213
-------------
0
270,235
-------------
135,118
2,377
-------------
673,725
68,820
-------------
5,405
30,329
-------------
0
1,072,974
-------------
814,248
0
-------------
673,725
4
TERRY G WILLIAMS
EVP, CH STRATEGY OFF
(i)
(ii)
628,663
-------------
0
199,500
-------------
99,750
34,173
-------------
623,482
100,050
-------------
3,990
25,696
-------------
0
988,082
-------------
727,222
0
-------------
623,483
5
KEVIN P HIGH MD
PRES, HEALTH SYSTEM
(i)
(ii)
817,598
-------------
0
438,008
-------------
0
186,786
-------------
0
242,047
-------------
0
21,923
-------------
0
1,706,362
-------------
0
143,317
-------------
0
6
KENNETH LENNON MD
CLIN ADJ FACULTY
(i)
(ii)
0
-------------
1,437,464
0
-------------
50,000
0
-------------
6,582
0
-------------
21,716
0
-------------
23,244
0
-------------
1,539,006
0
-------------
0
7
EDWARD H KINCAID MD
DEPARTMENT CHAIR
(i)
(ii)
1,332,245
-------------
0
56,113
-------------
0
23,112
-------------
0
21,716
-------------
0
26,804
-------------
0
1,459,990
-------------
0
0
-------------
0
8
ANTHONY ATALA MD
DEPARTMENT CHAIR
(i)
(ii)
920,077
-------------
0
110,330
-------------
0
196,044
-------------
0
191,716
-------------
0
30,953
-------------
0
1,449,120
-------------
0
171,000
-------------
0
9
CHARLES BRANCH MD
EVP, HLTH SYS AFFR
(i)
(ii)
1,140,856
-------------
0
152,586
-------------
0
45,653
-------------
0
21,716
-------------
0
23,578
-------------
0
1,384,389
-------------
0
0
-------------
0
10
J REID MORGAN
GEN COUNSEL & SEC
(i)
(ii)
0
-------------
576,981
0
-------------
135,000
0
-------------
506,053
0
-------------
66,500
0
-------------
35,796
0
-------------
1,320,330
0
-------------
351,061
11
L ANDREW KOMAN MD
DEPARTMENT CHAIR
(i)
(ii)
974,303
-------------
0
180,919
-------------
0
82,998
-------------
0
21,716
-------------
0
23,600
-------------
0
1,283,536
-------------
0
0
-------------
0
12
WILLIAM D SHOWALTER
SVP, CH INFO OFF
(i)
(ii)
0
-------------
503,450
0
-------------
223,530
0
-------------
298,236
0
-------------
119,544
0
-------------
19,568
0
-------------
1,164,328
0
-------------
290,943
13
TERRY L HALES JR
ASST TREASURER
(i)
(ii)
476,886
-------------
0
202,500
-------------
0
96,389
-------------
0
126,257
-------------
0
27,677
-------------
0
929,709
-------------
0
3,830
-------------
0
14
SUSAN R WENTE PHD
DIRECTOR, PRES WFU (FR 7/1/21)
(i)
(ii)
0
-------------
482,060
0
-------------
200,000
0
-------------
10,131
0
-------------
127,000
0
-------------
29,642
0
-------------
848,833
0
-------------
0
15
KAREN H HUEY
VP, FACILITIES (TO 9/30/21)
(i)
(ii)
0
-------------
209,676
0
-------------
40,000
0
-------------
353,837
0
-------------
43,316
0
-------------
11,681
0
-------------
658,510
0
-------------
218,648
16
LISA M MARSHALL
VP, CH PHIL OFF
(i)
(ii)
0
-------------
413,502
0
-------------
52,125
0
-------------
10,406
0
-------------
97,448
0
-------------
10,775
0
-------------
584,256
0
-------------
0
17
JOHN D MCCONNELL MD
FORMER OFF (4/26/17)
(i)
(ii)
418,681
-------------
0
0
-------------
0
38,114
-------------
0
21,816
-------------
0
23,426
-------------
0
502,037
-------------
0
0
-------------
0
18
STEPHAN L LILLIE
SVP, CFO (FR 9/22/21)
(i)
(ii)
0
-------------
253,492
0
-------------
75,000
0
-------------
26,566
0
-------------
36,906
0
-------------
6,113
0
-------------
398,077
0
-------------
0
19
ANITA M CONRAD
ASST SECRETARY
(i)
(ii)
0
-------------
192,759
0
-------------
12,000
0
-------------
396
0
-------------
20,250
0
-------------
21,878
0
-------------
247,283
0
-------------
0
Schedule J (Form 990) 2021
Schedule J (Form 990) 2021
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
AS MOST OF THE OFFICERS AND OTHER SENIOR EXECUTIVES OF THE FILING ORGANIZATION HOLD IDENTICAL OFFICES OR POSITIONS IN RELATED ORGANIZATION WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER ("WFUBMC") [AND IN UNRELATED BUT AFFILIATED ORGANIZATION NORTH CAROLINA BAPTIST HOSPITAL ("NCBH")], THE DETERMINATION OF THE COMPENSATION OF SUCH INDIVIDUALS IS CONDUCTED VIA THE PROCESS UTILIZED BY THE WFUBMC BOARD, AS FOLLOWS: THE WFUBMC SENIOR EXECUTIVE COMPENSATION COMMITTEE (THE "COMMITTEE"), COMPRISED OF THE MEMBERS OF THE ATRIUM HEALTH INC. DIVERSITY, INCLUSION AND COMPENSATION COMMITTEE, IS RESPONSIBLE FOR REVIEWING AND APPROVING THE COMPENSATION OF THE SENIOR EXECUTIVES OF THE FILING ORGANIZATION. THE COMMITTEE REVIEWS AND APPROVES SENIOR EXECUTIVE COMPENSATION, INCLUDING SENIOR EXECUTIVE INCENTIVE PLANS AND ANY DEVIATIONS THEREFROM. IN CARRYING OUT ITS DUTIES AND RESPONSIBILITIES, THE COMMITTEE APPROPRIATELY CONSIDERS PROPOSED COMPENSATION ARRANGEMENTS OF THE FILING ORGANIZATION'S SENIOR EXECUTIVES, APPROPRIATE DATA AS TO COMPARABILITY OF SUCH COMPENSATION ARRANGEMENTS, AND DOCUMENTS THE BASES OF THE COMMITTEE'S DETERMINATIONS IN ACCORDANCE WITH SECTION 4958 OF THE INTERNAL REVENUE CODE AND/OR THE INCOME TAX TREASURY REGULATIONS ISSUED THEREUNDER (OR SUCH SUCCESSOR PROVISIONS). THE PROCESS IS DESCRIBED FURTHER IN THE NARRATIVE EXPLANATION TO FORM 990, PART VI, SECTION B, LINE 15, FOUND IN SCHEDULE O. (NOTE THAT FOUR OF THE FILING ORGANIZATION'S OFFICERS OR FORMER OFFICERS ARE COMPENSATED BY A RELATED ORGANIZATION (WAKE FOREST UNIVERSITY) OF THE FILING ORGANIZATION, AND THEIR COMPENSATION IS REVIEWED AND APPROVED IN ACCORDANCE WITH THAT RELATED ORGANIZATION'S SIMILAR PROCEDURES.)
PART I, LINES 4A-B
CERTAIN EXECUTIVES PARTICIPATED IN AND/OR RECEIVED PAYMENTS FROM SUPPLEMENTAL NON QUALIFIED RETIREMENT PLANS, OR RECEIVED SEVERANCE PAYMENTS. THE DETERMINATION OF THE AMOUNT OF THE NON QUALIFIED RETIREMENT PLANS FOLLOWED THE FILING ORGANIZATION'S COMPENSATION PROCEDURES AS OUTLINED IN PART VI, SECTION B, LINE 15 OF THE FORM 990. THE FOLLOWING CURRENT OR FORMER DIRECTORS, OFFICERS & HIGHLY COMPENSATED EMPLOYEES RECEIVED SEVERANCE AND SERP PAYMENTS FROM THE FILING ORGANIZATION OR A RELATED ORGANIZATION IN THEIR CALENDAR YEAR 2021 COMPENSATION: SEVERANCE PAYMENTS: KAREN HUEY $80,000 SERP PAYMENTS: ANTHONY ATALA, MD $171,000 BRADLEY A. CLARK $673,725 JULIE FREISCHLAG, MD $396,368 TERRY L. HALES, JR. $72,896 KEVIN HIGH, MD $161,346 KAREN H. HUEY $245,399 NATHAN O. HATCH, PHD $258,193 J. REID MORGAN $485,452 WILLIAM SHOWALTER $292,296 TERRY G. WILLIAMS $623,482 THE COMPENSATION OF FORMER OFFICER AND DIRECTOR DR. NATHAN O. HATCH, PRESIDENT OF WAKE FOREST UNIVERSITY THROUGH JUNE 30, 2021, INCLUDES A PAYOUT OF $258,193 FROM RELATED ORGANIZATION WAKE FOREST UNIVERSITY, WHICH IS INCLUDED IN HIS 2021 FORM W-2 AND IN COLUMN BIII. $144,881 IS SHOWN ON SCHEDULE J, PART II, COLUMN F AND HAS BEEN PREVIOUSLY REPORTED ON A PRIOR YEAR FORM 990. THE COMPENSATION OF OFFICER AND DIRECTOR DR. SUSAN R. WENTE, PRESIDENT OF RELATED ORGANIZATION WAKE FOREST UNIVERSITY EFFECTIVE JULY 1, 2021, INCLUDES $112,500 SHOWN IN SCHEDULE J, PART II, COLUMN C, FROM HER PARTICIPATION IN A DEFERRED COMPENSATION ARRANGEMENT WITH THAT ORGANIZATION. THE COMPENSATION OF FILING ORGANIZATION OFFICER J. REID MORGAN, SENIOR VICE PRESIDENT AND GENERAL COUNSEL OF RELATED ORGANIZATION WAKE FOREST UNIVERSITY, INCLUDES A PAYOUT OF $485,452 FROM THAT ORGANIZATION WHICH IS INCLUDED IN HIS 2021 FORM W-2 AND IN COLUMN BIII. $351,061 IS SHOWN IN SCHEDULE J, PART II, COLUMN F AND HAS BEEN PREVIOUSLY REPORTED ON A PRIOR YEAR FORM 990. HIS COMPENSATION ALSO INCLUDES $37,500 SHOWN IN SCHEDULE J, PART II, COLUMN C, FROM HIS PARTICIPATION IN A DEFERRED COMPENSATION ARRANGEMENT WITH THAT ORGANIZATION.
PART I, LINE 7
CERTAIN OFFICERS, KEY EMPLOYEES AND FACULTY MEMBERS HAVE INCENTIVE COMPENSATION COMPONENTS CONTAINED IN THEIR EMPLOYMENT AGREEMENTS. THESE ARE OFTEN GOAL-BASED AND ARE DETERMINED IN THE COURSE OF EVALUATION OF THE INDIVIDUAL'S PERFORMANCE BY HIS/HER DEPARTMENT CHAIR, SUPERVISOR OR THE COMPENSATION COMMITTEE OF THE BOARD, AS APPLICABLE.
FORM 990, PART VII, LINE 5 - COMPENSATION FROM UNRELATED ORGANIZATION
THE FOLLOWING CURRENT OFFICERS OF THE FILING ORGANIZATION WERE COMPENSATED BY CHARLOTTE MECKLENBURG HOSPITAL AUTHORITY ("CMHA", DBA ATRIUM HEALTH) FOR SERVICES PERFORMED AS AN OFFICER OF THE MEDICAL CENTER AND SCHOOL OF MEDICINE. SEE PART VII AND SCHEDULE J, PART II FOR THEIR COMPENSATION. BRADLEY A. CLARK TERRY G. WILLIAMS
Schedule J (Form 990) 2021
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