Conflict of Interest Survey Definitions

Survey Definitions

Ethics & Compliance Department

Conflict of Interest Survey Definitions

A. Banner Entity: Any entity controlled by, or under common control with, Banner Health. B. Conflict of Interest: An individual has a “Conflict of Interest” if the actions or activities of the individual having a Financial Interest could, as the result of the Financial Interest, be influenced in his/her actions or conduct by a desire for personal gain (including both monetary and non-monetary gain) or advantage to the individual or the individual’s immediate family in a manner that could be unfair or detrimental to a Banner Entity. C. Business Relationship: Relationships between two persons** that fall into one of the following categories: ** A “person” means and includes an individual, a trust, estate, partnership, association, company or corporation. 1. One person is employed by the other in a sole proprietorship or by an organization where the other person is a trustee, director, officer, or greater than-35% owner, even if that organization is tax exempt. 2. One person is transacting business with the other (other than in the ordinary course of either party's business on the same terms as are generally offered to the public), directly or indirectly, in one or more contracts of sale, lease, license, loan, performance of services, or other transaction involving transfers of cash or property valued in excess of $10,000 in calendar year 2023 or expected to exceed $10,000 in 2024. Indirect transactions are transactions with an organization with which the one person is associated as a trustee, director, officer, or greater-than-35% owner. Such transactions don't include charitable contributions to tax-exempt organizations. 3. The two persons are each a director, trustee, officer, or greater-than-10% owner in the same business or investment entity (but not in the same tax-exempt organization). D. Business Transactions: Contracts of sales, lease, license, and performance of services, and other similar transactions, whether initiated during Banner Health's tax year or ongoing from a prior year. Business Transactions also include joint ventures, whether new or ongoing, in which either the profits or capital interest of the organization and of the interested person each exceeds 10%. E. Compensation: All forms of cash and non-cash payments or benefits provided in exchange for services, including salary and wages, bonuses, severance payment, deferred payments, retirement benefits, fringe benefits, and other financial arrangements or transactions such as personal vehicles, meals, housing, personal and family educational benefits, below market loans, payment of personal or family travel, entertainment and personal use of the organization's property. F. Family Member, Family Relationship: A spouse or domestic partner, ancestors, brothers and sisters (whole or half), children (natural or adopted), grandchildren,

Page 1 of 2

Ethics & Compliance Department

great grandchildren, and spouses of brothers, sisters, children, grandchildren, and great grandchildren. G. Financial Interest: Any ownership or investment interest in or any compensation arrangement with any entity with which Banner Health (or any Banner Entity) does business, or any potential ownership or investment interest or potential compensation arrangement with any entity with which Banner Health (or any Banner Entity) is negotiating a transaction or arrangement. (NOTE: Financial Interest does not include ownership of less than 2% of the outstanding stock of a publicly held company, aggregating all stock held by you, a Family Member or any entity in which you have a Financial Interest.)

Page 2 of 2