Minutes of the Regular Meeting of the Governance Committee

Transcription

1 Minutes of the Regular Meeting of the Governance Committee Greenville Health System Board of Trustees Tuesday, August 25, 2015, 8:30 a.m. GHS Downtown Board Conference Room Members Present James C. Morton Jr., Chair Anna Kate Hipp William M. Webster IV Michael C. Riordan Management and Staff Present for all of Part of the Meeting Joseph J. Blake, Jr., Vice President, Legal Affairs and General Counsel; Doug Dorman, Vice President, Human Resources; Mona Cole Guests John Campbell, Nelson Mullins Law Firm; and Kara Conrad, Ed DeLuryea, (in person) and Jose Pagoaga (via phone) of Sullivan Cotter & Associates; Myra Ruiz and videographer of WYFF4 Call to Order Mr. Morton called the meeting to order at 8:34 a.m. and confirmed that proper notice of the meeting was given and a quorum was present. He called on Mike Riordan for review of the FY2016 Goals. Fiscal Year 2016 Goals A. CEO Goals Mr. Riordan presented an overview of his personal goals for Fiscal Year He stated that his goals continue to be aligned with the system s strategic or multi-year goals as well as our organizational pillar goals. Additionally, Mr. Riordan stated that he shares his CEO Goals with Leadership to set the tone for the goals of the Vice Presidents and other leaders of the organization. He highlighted: (1) one of the measures for the Value Leader goal is leveraging the Initiant membership to reduce costs. He noted the success of Initiant thus far among its five member health systems (GHS, Palmetto Health, McLeod Health, MUSC and Self Regional) and said that even more significant savings are anticipated in the future; (2) two measures of Advancing System Integration being developing the future state organization, governance and management structure, as well as pursuing a network of affiliation partners to strategically enable GHS to deliver high-quality, costeffective healthcare; (3) the innovative work being done in academics by all and especially Dr. Spence Taylor, President of the Clinical University, and Tod Tappert, System Chief Learning Officer; (4) regarding the financial model he commented that the measure of achieving Best Performer designation for the GHS EpiCenter; and (5) he noted that strong progress continues to be made in the area of diversity with the System receiving multiple awards in this area. He answered the questions of the Committee. B. Pillar Goals, Measures, and Weighting Mr. Riordan reviewed the FY 2016 System Pillar Goals and Measures and stated that they are effective ways to communicate critical areas of focus throughout the organization. In reviewing the measures, he commented that the annual employee incentive is tied to four of the six pillar goals. He also reviewed the weighting of the pillar goals as it related to employee and leadership incentive.

2 Minutes GHS Governance Committee August 25, Page 2 He noted the updated or added measures and targets proposed for FY2016 and that, this year, there are two proposed notable changes in the pillar titles: 1. The Pillar formerly known as Service is being renamed to Experience. He explained that a new department has been formed under the direction of Michelle Taylor-Smith, Vice President of Patient Experience and System Chief Nursing Officer, and Dr. Donald W. Chip Wiper, Chairman of the Department of Ob-Gyn and who also serves on our Studer Committee for patient satisfaction/experience. Mr. Riordan noted the proposed change in the language describing this pillar to: We make patients and families the focus of everything we do. 2. The Pillar formerly known as Growth is renamed Engagement. The renaming focuses more on the intentional effort to engage our community and business partners. The language describing this pillar has also been updated to: We partner with many communities to improve health. Mr. Riordan answered the questions of the committee. Closed Session to Discuss Legal or Contractual Matters After a brief break, Mr. Morton informed the Committee that it was necessary to enter into closed session to discuss contractual and compensation matters and, upon motion duly made and seconded, the Committee entered closed session at 9:00 a.m. Public session reconvened at 10:45 a.m. Other Business After discussion and upon motion duly made and seconded, the following resolutions were unanimously passed: Resolution 1: RESOLVED, that the Governance Committee affirms the Compensation System Policy attached hereto as Exhibit A (Greenville Health System and Designated Affiliates Compensation System); RESOLVED, that the Governance Committee approves the individual goals for the CEO for FY 2016 as attached hereto as Exhibit B (CEO Individual Goals FY 2016); RESOLVED, that the Governance Committee approves the FY 2016 Pillar Goals and Measures attached as Exhibit B1 (Pillar Goals and FY 2016 Measures); RESOLVED, that the Governance Committee approves the applicability of the Employee Incentive Plan for FY 2016 and the applicability of the Leadership and Management Staff Short-term Incentive Plan for FY 2016, both in the form attached hereto as Exhibits C (Greenville Health System Employee Benefit Plan) and Exhibit D (GHS Leadership and Management Staff Short-Term Incentive Plan). Attached as Exhibit E (FY2016 Pillar Goals and Weighting-Employee) are the approved FY 2016 System Pillar Goals and Weighting applicable to the

3 Minutes GHS Governance Committee August 25, Page 3 Employee Incentive Plan. Attached as Exhibit F (FY2016 System Goals and Weighting-Directors and Above) are the approved FY 2016 System Pillar Goals and Weighting applicable to the Leadership and Management Short-Term Incentive Plan. Attachments: Exhibits A-F (A complete copy of the Resolution 1 and Exhibits is attached hereto and incorporated herein by reference). Resolution 2 (Physician Chair Compensation Resolution): RESOLVED, that the Governance Committee accepts the Navigant Healthcare report attached hereto pertaining to the fairness and market appropriateness of the compensation paid to the GHS Department Chairs as being credible, independent third party guidance; and RESOLVED, that the Governance Committee approves and adopts for FY 2016 the Compensation Plan for Department Chairs as set forth in the Navigant report. (A complete copy of the Resolution 2 and Exhibits is attached hereto and incorporated herein by reference). Special Presentation: Jim Morton, Committee Chair and Chairman of the Board of Trustees, presented to Mike Riordan the following recognition and read the following recognition into the record: Stellar Service Star (a GHS award recognizing a volunteer, employee or doctor who has provided stellar service). I would like to recognize our CEO, Michael Riordan, for excellent stellar service. I had an issue where I had to take my husband to the hospital which he ended up in the Critical Care Unit. There were issues that happened during my husband s care which really upset me and my husband. I ed Mike concerning these issues; he ed me back and even called me with so much compassion and concerned. He forwarded my concerns to the appropriate department and the problem soon was brought to the attention of the department for a solution. I feel so honored to work for a hospital with a caring CEO that we have. He is really an awesome person and really cares about his employee plus out patients. Thank you, Mike, it really means a lot. You are awesome. Mr. Morton then presented Mr. Riordan with a Stellar Star pin. Adjourn There being no further business, the meeting adjourned at 11:00 a.m. Michael C. Riordan Secretary

4 Governance Committee of the Greenville Health System Board of Trustees August 25, 2015 RESOLVED, that the Governance Committee affirms the Compensation System Policy attached hereto as Exhibit A (Greenville Health System and Designated Affiliates Compensation System); RESOLVED, that the Governance Committee approves the individual goals for the CEO for FY 2016 as attached hereto as Exhibit B (CEO Individual Goals FY 2016); RESOLVED, that the Governance Committee approves the FY 2016 Pillar Goals and Measures attached as Exhibit B1 (Pillar Goals and FY 2016 Measures); RESOLVED, that the Governance Committee approves the applicability of the Employee Incentive Plan for FY 2016 and the applicability of the Leadership and Management Staff Short-term Incentive Plan for FY 2016, both in the form attached hereto as Exhibits C (Greenville Health System Employee Benefit Plan) and Exhibit D (GHS Leadership and Management Staff Short-Term Incentive Plan). Attached as Exhibit E (FY2016 Pillar Goals and Weighting-Employee) are the approved FY 2016 System Pillar Goals and Weighting applicable to the Employee Incentive Plan. Attached as Exhibit F (FY2016 System Goals and Weighting-Directors and Above) are the approved FY 2016 System Pillar Goals and Weighting applicable to the Leadership and Management Short-Term Incentive Plan. Attachments: Exhibits A-F Page 1 of 1

5 Governance Committee Exhibit A Greenville Health System and Designated Affiliated Entities Compensation System (Total R) Objective To recruit, retain, reward, and motivate high performing employees in a competitive and changing environment in support of the mission, vision, values, and strategic plan. Base Salary Ranges: Incentives: Employee External competitiveness is established and maintained by developing the midpoint of each salary range based on the fiftieth percentile of the corresponding recruitment market (local, regional, or national) for individual positions considering position accountabilities and qualifications, including education, skills, credentials and required experience. Range adjustments may be made at the beginning of the fiscal year or when required by market conditions. The range is generally 80% to 120% of the midpoint. Internal equity is maintained through positioning within applicable salary range based on each individual employee s related work experience (GHS and non-ghs) including advancement through ranges based on merit performance and corresponding merit increases. In addition to base merit wage increases referenced above, individual performance may be recognized through authorized incentives such as productivity, availability, shift or holiday work, etc. Group incentives may be awarded based on system performance pursuant to a plan approved by the Governance Committee of the Board of Trustees. Employee Benefits: A competitive benefit package valued at approximately the fiftieth percentile of the Southeastern US region for healthcare organizations. Such benefits apply to all employees.

6 Governance Committee Management Staff (Excludes Executives) Base Salary Ranges: Human Resources evaluates Leadership Team positions (directors, executive directors, administrators, and campus presidents) with assistance from an independent third party healthcare compensation consulting firm. Evaluations are based on the scope of each leader s role as determined by point factor analysis, considering position accountabilities and qualifications, including education, skills, credentials and required experience. External competitiveness is established and maintained for individual positions by developing the midpoint of each salary range based on the fiftieth percentile of the corresponding recruitment market (local, regional, or national). Range adjustments may be made at the beginning of the fiscal year or when required by market conditions as determined by Human Resources. The range is generally 80% to 120% of the midpoint. Other management positions are generally evaluated internally using available third party compensation survey data. Evaluations are based on the scope of each leader s role as determined considering position accountabilities and qualifications, including education, skills, credentials and required experience. External competitiveness is established and maintained for individual positions by developing the midpoint of each salary range based on the fiftieth percentile of the corresponding recruitment market (local, regional, or national). Range adjustments may be made at the beginning of the fiscal year or when required by market conditions as determined by Human Resources. The range is generally 80% to 120% of the midpoint. Internal equity is maintained through positioning within applicable salary range based on each individual employee s related work experience (GHS and non-ghs) including advancement through ranges based on contribution and demonstrated, consistent competence reflective of additional experience. Management Staff are not eligible for merit increases but may receive a base adjustment each year as approved by their Vice President to reflect increases in experience, competence and contribution. Assuming achievement of a 2.0 Success Factors Performance Management System Score, leaders may receive an annual adjustment to base compensation. Human Resources will propose the appropriate market adjustment based on third party market data and trends.

7 Governance Committee Incentives: In addition to any base wage increase referenced above, individual performance may be recognized through a Management Staff Short-Term Incentive Plan (STIP) incentive, half of which is based on system performance and half of which is based on individual performance pursuant to a plan approved by the Governance Committee of the Board of Trustees. Total cash compensation (base salary and incentives) approximates the sixtieth percentile for comparable positions in comparable organizations.

8 Governance Committee Executive Management (President/CEO, Vice Presidents, and Chief of Staff) Near the first of each fiscal year, the President/CEO and an independent third party healthcare compensation consulting firm authorized by the Governance Committee evaluate executive positions using a point factor system to foster accurate comparisons within and among the healthcare provider industry. An independent third party healthcare compensation consulting firm then recommends base salary ranges and target incentive opportunities annually to the Governance Committee based on the 50th percentile of base compensation and total cash compensation of comparable integrated healthcare delivery systems, i.e., the market, using appropriate databases, surveys and other data determined appropriate by the Governance Committee. Base salary ranges for each position are established within generally 80% to 120% of the midpoint of the 50 th percentile or as otherwise deemed appropriate based on special training or credentials. The Governance Committee establishes the CEO s base salary, and the incentive opportunities and incentive structure (including goals) for all of executive management, prior to the beginning of the fiscal year, and approves the actual incentive for the prior fiscal year during November based on the prior year s performance. Placement and advancement within the base salary ranges for the executives other than the CEO is recommended to the Governance Committee by the President/CEO for the Committee s approval. Target performance can result in total cash compensation above the 50 th percentile of the market. Total cash compensation at target - when all stretch goals are met can approximate the 75 th percentile of the market. The independent third party healthcare compensation consulting firm will test the incentive opportunities annually. Executive compensation carries significant responsibility for the Governance Committee and GHS from a corporate compliance and fiduciary perspective. To assist the Committee and GHS in this regard, an independent third party healthcare compensation consulting firm conducts a periodic review of Total R (Total Remuneration) to assure that all forms of compensation, including base compensation, incentive compensation, executive perquisites, and employee benefits, would be considered reasonable. Total R should not exceed the 75 th percentile absent special factors considered appropriate by the Governance Committee. Approved: November 22, 2011 (GHS Governance Committee) Revised: November 11, 2012 (GHS Governance Committee) Proposed for Review and Approval: September 9, 2014 (Governance Committee) name change only

9 Governance Committee Appendix to Exhibit A Pay Codes included in Total Earnings DESCRIPTION Pay Code REGULAR 100 SECONDARY JOB 105 EDUCATION MANDATORY 110 SITTER 115 OBSERVER 116 FREELANCE 120 FREELANCE - FLAT AMOUNT 121 MERIT 125 MERIT - LUMP SUM 126 MERIT BONUS 127 CHANGE RATE 130 CHANGE RATE - FLAT AMOUNT 131 ADDITIONAL RESPONSIBILITY 135 INCENTIVE 140 PRIOR PP INCENTIVE 141 PROVIDER RECONCILIATION 142 PHYSICIAN SPECIAL WORK 143 MEDICAL TRANSCRIPTION 145 RETRO PAY - LAWSON CALC 150 RETRO PAY - FLAT AMT PRIOR PP 151 RETRO - USING PR132 OT CALC 153 ESTATE 155 ESTATE (O/T ELIGIBLE) 160 IN CHARGE 200 SHIFT PAY - EVENING/NIGHT 205 SHIFT PAY - PERMANENT PREMIUM 210 SHIFT PAY - PERM PREM NO FLSA 211 WEEKEND DIFFERENTIAL 215 ON CALL 220 ON CALL CRNA WEEKDAY 223 ON CALL CRNA WEEKEND 224 CALLBACK 225 EXEMPT CALLBACK 226 CLINICAL ADVISOR 230 EXTRA SHIFT INCENTIVE 235 OVERTIME 290 DESCRIPTION Pay Code PRIOR PP CORRECTION - FLAT AMT 300 PRIOR PAY PERIOD CORRECTION 301 PAID TIME OFF 400 SICK BANK 420 FMLA PAID 425 FMLA MILITARY CAREGIVER PAID 435 PAID TIME OFF - DIR DON USED 460 PAID TIME OFF - POOL DON USED 461 PAID TIME OFF - DSTR DON USED 462 BENEFIT - MILITARY LEAVE 500 BENEFIT - COMPASSIONATE LEAVE 510 BENEFIT - JURY DUTY LEAVE 520 BENEFIT - MISCELLANEOUS LEAVE 530 EDUCATION BENEFIT 540 CALL OFF 560 DEDUCTION REFUND 601 FICA ADJUSTMENT 602 BONUS 605 SIGNON BONUS 610 RETENTION BONUS 615 RESEARCH 635 TIPS 640 CLINICAL INCENTIVE - RN LADDER 650 LOAN - FORGIVEN 715 INTEREST-LOAN FORGIVEN 716 ADOPTION ASSISTANCE 720 CHAPLAIN HOUSING ALLOWANCE 725 COBRA 840 AP PAYMENT - NON CASH 904 GIFT CERTIFICATE - NON CASH 906 GHS FUNDED YMCA DUES 930 GHS FUNDED LIFECENTER DUES 931

10 Exhibit B CEO s Individual Goals FY 2016 I have organized my personal goals for FY 2016 under our five multi-year strategic goals, and also an additional goal around diversity. This approach allows for improved goal alignment with other members of the executive team as well as throughout the organization. BECOME A TOTAL HEALTH ORGANIZATION CEO Goal Statement: Position GHS as the region s leader in improving clinical and community outcomes in wellness and prevention. Indicators/Measures: Expand the operational and strategic advisory support services offered by the Care Coordination Institute (CCI) to other CIN s and healthcare delivery entities. Integrate networks and clinical integration infrastructure with Palmetto Health. Enhance MyHealth First Network competencies for managing at-risk contracts and network services. Enhance and expand an Accountable Communities and Medical Neighborhoods model. Proposed Weighting: 15% BECOME THE HEALTH CARE VALUE LEADER IN OUR REGION CEO Goal Statement: Advance GHS position in a health care payer and consumer market that rewards Value i.e., Cost and Quality through optimization of infrastructure and innovative programs designed to provide value to our communities. Indicators/Measures: Enhance quality and patient safety outcomes. Enhance patient satisfaction and experience. Reduce the system cost structure. Leverage our Initiant membership to reduce costs. Proposed Weighting: 15% 2

11 ADVANCE SYSTEM INTEGRATION ACROSS THE CARE CONTINUUM. CEO Goal Statement: Create a culture that promotes system/operational integration. Indicators/Measures: Develop the future-state organization, governance and management structure for the integrated health system. Increase aligned primary care by 200 FTE s by 2020 through execution of the Health System Optimization Plan Recommendations of: Optimizing existing practices, Developing innovative primary care models, and expanding our primary care base. Optimally position GHS ambulatory network to improve quality, create operating efficiencies, grow new business from existing markets, enter new markets, and advance regional population health initiatives. Optimally position GHS acute care network to improve quality, create operating efficiencies, support ambulatory growth and development efforts, and facilitate enterprise-wide service distribution priorities. Pursue a network of affiliated partners, from lease/own engagements to more loosely designed collaboratives, that strategically enables GHS to deliver high-quality, costeffective health care services across the continuum of care, under both risk and fee-forservice financial arrangements. Proposed Weighting: 20% IMPROVE CARE DELIVERY AND WORK FORCE DEVELOPMENT THROUGH INNOVATION IN ACADEMICS CEO Goal Statement Advance GHS academic agenda through a Shared Academic Health Center model supported by research, innovation and Conscious Leadership. Indicators/Measures: Produce a successful and economically sustainable shared academic health center that leverages existing resources of its partners to meet the changing contemporary needs of the community and region it serves. Operationalize the Research Development Corporation as a financially sustainable support organization of GHS, focused on technology transfer, business development, and economic development initiatives. Integrate core leadership development initiatives throughout and across the shared academic health center. Proposed Weighting: 15% 3

12 ENSURE A SUSTAINABLE FINANCIAL MODEL THAT SUPPORTS OUR MISSION AND VISION CEO Goal Statement: Advance GHS position as a long-term financially stable regional integrated delivery system through growth. Ensure ability to plan and invest in future focused strategies. Indicators/Measures: Achieve Best Performer designation for the GHS EpiCenter Implementation. Engage community support for GHS through the Second Century Campaign. Strengthen the cash position of GHS as measured by an increase in the Days Cash on Hand. Engage physicians and hospitals in improving and lowering the total cost of care. Proposed Weighting: 25% Diversity Goal CEO Goal Statement: Develop programs and methods that expand the diversity of candidate pools for leadership positions within GHS; and continue to advance GHS supplier diversity activities and results. Indicators/Measures: Continued emphasis on programs and methods to expand the diversity of candidate pools for leadership positions within GHS. Continued progress in advancing supplier diversity activities and results. Proposed Weighting: 10% 5 = All measures implemented; 4 = Key measures implemented; 3 = Majority of measures implemented; 2 = At least one measure implemented; 1 = Progress made by no measures implemented. 4

13 Governance Committee Exhibit C Greenville Health System Employee Incentive Plan I. Philosophy The Greenville Health System supports an incentive plan that fosters employee participation and involvement in GHS meeting its organizational objectives. II. Definition The employee incentive program is an organizational incentive program. Incentive awards are based on the Greenville Health System s success in meeting financial and service goals. III. Purpose The purpose of the incentive program is to motivate employees toward the achievement of organizational business objectives, to reward employees for their significant contributions, and to enhance recruiting and retention efforts. IV. Participation A. Eligibility All employees are eligible to participate provided they are in a full-time, part-time or PRN employment status on the last day of the incentive period and employed on the date of payment of the incentive award. Retirees who retire between October 1 and the date of the incentive payout are eligible for payment of the incentive. Executive, Leadership and Management Staff members are excluded from this incentive plan (partial year credit may be given for Management Staff members who worked in a non-management position for part of the fiscal year). Employed physicians are excluded from this incentive plan. B. Obligations V. Program Design All taxes (Federal, State, and FICA) will be deducted from incentive awards. The incentive amount will be reported on each employee s W-2. A. Incentive Period October 1 through September 30 This document is intended only to clarify the requirements and provisions of the GHS Employee Incentive Plan and does not imply a guarantee of continued employment or create a contract of employment on the part of the Greenville Health System.

14 Greenville Health System Employee Incentive Plan Governance Committee B. Performance Measures People Sustain strong employee commitment Service Improve patient satisfaction Quality Improve clinical quality and safety Finance Responsibly direct our resources to support our mission C. Measurements Fiscal year System Goals for each pillar are outlined in Appendix A. D. Incentive Awards 1) Incentive awards are based on fiscal year people, service, quality, and finance goals. 2) Incentive awards are approved by the Board of Trustee s Governance committee, who will authorize annual payment. At their discretion, the annual incentive opportunity may vary within a range of 1% - 2% and will be determined at the close of the fiscal year. Incentive is calculated on total earnings as defined in Appendix B. 3) Minimum Award- Employees whose calculated incentive award is less than $50.00 will be paid a minimum of $ ) Maximum Award The maximum incentive award depends upon the final incentive opportunity based upon the following schedule: o 1% - $1,000 maximum o 1.5%- $1,500 maximum o 2%- $2,000 maximum E. Payment of Incentive Awards Payment of incentive awards will be paid prior to December 31 provided the recommended financial trigger of 1.5% operating margin is reached and the authorizes payment of the incentive. F. Continuance of Incentive Plan This document is intended only to clarify the requirements and provisions of the GHS Employee Incentive Plan and does not imply a guarantee of continued employment or create a contract of employment on the part of the Greenville Health System. 2

15 Greenville Health System Employee Incentive Plan Governance Committee Continuance of the program is not assumed as an obligation on the part of the Greenville Health System. The Greenville Health System reserves the rights to terminate the incentive plan or to amend the incentive plan at any time and in any respect. Revised: 8/27/2013 This document is intended only to clarify the requirements and provisions of the GHS Employee Incentive Plan and does not imply a guarantee of continued employment or create a contract of employment on the part of the Greenville Health System. 3

16 Governance Committee Exhibit D Greenville Health System Leadership & Management Staff Short-term Incentive Plan (STIP) I. Philosophy The Greenville Health System supports an incentive plan that promotes Leadership and Management Staff s engagement in the achievement of organizational goals. II. Definition The Leadership and Management Staff Short-Term Incentive Plan (STIP) is comprised of organizational and individual components. Incentive awards are based on the Greenville Health System s success in meeting the annual targets in each of the Commitment to Excellence Pillars and the individual s achievement of goals in the Success Factors Performance Management System. III. Purpose The purpose of the incentive program is to motivate Leadership and Management Staff toward the achievement of organizational business objectives, to reward individual leaders for their significant contributions and to enhance recruiting and retention efforts. IV. Participation A. Eligibility Leadership and Management Staff, excluding physicians with compensation contracts, are eligible to participate provided they are in a full-time or part-time employment status on the last day of the incentive period and employed on the date of payment of the incentive award. Employees who serve in interim Leadership or Management Staff positions are also eligible. Retirees who retire between October 1 and the date of the incentive payout are eligible for payment of the incentive. Employees may be given partial year credit for service as a member of Leadership and Management Staff during the incentive period. B. Obligations All taxes (Federal, State, and FICA) will be deducted from incentive awards. The incentive amount will be reported on each employee s W-2. This document is intended only to clarify the requirements and provisions of the GHS Management Staff Short-term Incentive Plan and does not imply a guarantee of continued employment or create a contract of employment on the part of the Greenville Health System.

17 Greenville Health System Leadership & Management Staff Short-term Incentive Plan Governance Committee V. Program Design A. Incentive Period October 1 through September 30 B. Performance Measures People Sustain strong employee commitment Service Improve patient satisfaction Quality Improve clinical quality and safety Growth Achieve budgeted new patient visits Finance Achieve budgeted operating margin Academics Strengthen academic affiliations Individual Performance C. Measurements Fiscal Year System Goals for each Pillar outlined in Appendix A. Individual Success Factors Performance Management System evaluation D. Incentive Awards 1. Incentive awards are based on people, service, quality, growth, finance, academics, and individual performance goals. 2. Incentive awards are approved by the Board of Trustee s Governance committee, who will authorize annual payment. At their discretion, the annual incentive opportunity may vary within the range described below and will be determined at the close of the fiscal year. 3. Incentive awards are based on the employee s base salary as of September 30 of the plan year. Provided the employee achieves a Success Factors Performance Management System Score of at least 2.0 for the performance year, an incentive award may be paid on the following schedule: This document is intended only to clarify the requirements and provisions of the GHS Leadership & Management Staff Short-Term Incentive Plan and does not imply a guarantee of continued employment or create a contract of employment on the part of the Greenville Health System. 2

18 Greenville Health System Leadership & Management Staff Short-term Incentive Plan Governance Committee Employee Group Threshold Percentage Target Percentage Maximum Percentage Campus Presidents and UMG Chief Administrative Officer Administrators, Executive Directors, and Administrators Managers and Supervisors E. Payment of Incentive Awards Payment of incentive awards will be paid prior to December 31 provided the financial trigger of 1.5% operating margin is reached and/or the authorizes payment of the incentive. Maximum payouts are determined annually by the GHS Board of Trustees. Incentive awards earned under this plan are included in eligible earnings for the GHS retirement plan. F. Continuance of Incentive Plan Continuance of the program is not assumed as an obligation on the part of the Greenville Health System. The Greenville Health System reserves the rights to terminate the incentive plan or to amend the incentive plan at any time and in any respect. Revised: 8/28/2013 This document is intended only to clarify the requirements and provisions of the GHS Leadership & Management Staff Short-Term Incentive Plan and does not imply a guarantee of continued employment or create a contract of employment on the part of the Greenville Health System. 3

19 Governance Committee August 25, 2015 Employee Incentive Exhibit E FY2016 System Pillar Goals and Weighting FY2016 Commitment to Excellence Pillars (Weighting) People Sustain strong employee commitment Annual Employee Survey Participation (10%) Wellness Measures: A1c (5%) LDL (5%) Experience Improve Patient Satisfaction Inpatient (HCAHPS) (15%) Outpatient (CGCAHPS) (7.5%) Emergency Services: (7.5%) Quality Improve Clinical Quality and Safety Zero Harm Measures: CAUTI (7.5%) SSI (7.5%) MyChart Utilization (15%) Finance Budgeted Operating Margin (10%) EPIC Acute Rollout (10%) Weighting 20% 30% 30% 20% Annual Incentive Opportunity 1%-2% of FY2016 Compensation

20 Governance Committee August 25, 2015 Exhibit F FY 2016 System Pillar Goals and Weighting Directors and Above (Not including Executives/Senior Leadership) FY 2016 Commitment to Excellence Pillars (Weighting) People Sustain strong employee commitment Annual Employee Survey Participation (5%) Wellness Measures: A1c (5%) LDL (5%) Experience Improve Patient Satisfaction Inpatient (HCAHPS) (10%) Outpatient (CGCAHPS) (5%) Emergency Services: (5%) Quality Improve Clinical Quality and Safety Zero Harm Measures: CAUTI (7.5%) SSI (7.5%) MyChart Utilization (10%) Engagement Develop system to meet needs of the community New covered lives in MyHealth First Network (10%) Finance Budgeted Operating Margin (10%) EPIC Acute Rollout (10%) Academics Scholarly activity (10%) Total Eligible Incentive Managers and Supervisors Commitment to Excellence Pillars (Weighting) People Sustain strong employee commitment Annual Employee Survey Participation (10%) Wellness Measures: A1c (5%) LDL (5%) Experience Improve Patient Satisfaction Inpatient (HCAHPS) (15%) Outpatient (CGCAHPS) (7.5%) Emergency Services: (7.5%) Quality Improve Clinical Quality and Safety Zero Harm Measures: CAUTI (7.5%) SSI (7.5%) MyChart Utilization (15%) Finance Budgeted Operating Margin (10%) Epic Acute Rollout (10%) Total Eligible Incentive Weighting 15% 20% 25% 10% 20% 10% 100% (weighted as 50% of total incentive with the other 50% based on LEM evaluation score) Weighting 20% 30% 30% 20% 100% (weighted as 50% of total incentive with the other 50% based on LEM evaluation score)