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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001
Commission file number 0-28092
Medical Information Technology, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
(State or Other Jurisdiction of Incorporation or Organization)
04-2455639
(I.R.S. Employer Identification No.)
MEDITECH Circle, Westwood, MA
(Address of Principal Executive Offices)
02090
(Zip Code)
781-821-3000
(Registrant's Telephone Number)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
The number of shares of Common Stock, $1.00 par value, outstanding at March
22, 2002 was 33,797,439. All share and per share data in this document have
been restated to reflect the 2 for 1 split of May 8, 2001.
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Index to Form 10-K
Part I
Item 1 - Business Page 3
Item 2 - Properties Page 5
Item 3 - Legal Proceedings Page 6
Item 4 - Submission of Matters to a Vote of Security Holders Page 6
Part II
Item 5 - Market for Registrant's Common Equity and Related
Stockholder Matters Page 6
Item 6 - Selected Financial Data Page 6
Item 7 - Management's Discussion and Analysis of Financial
Condition and Results of Operations Page 7
Item 8 - Financial Statements and Supplementary Data Page 8
Item 9 - Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure Page 8
Part III
Item 10 - Directors and Executive Officers of the Registrant Page 8
Item 11 - Executive Compensation Page 10
Item 12 - Security Ownership of Certain Beneficial Owners
and Management Page 11
Item 13 - Certain Relationships and Related Transactions Page 11
Part IV
Item 14 - Exhibits, Financial Statement Schedules, and Reports
on Form 8-K Page 12
Signatures Page 12
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Part I
Item 1 - Business
COMPANY OVERVIEW
Medical Information Technology, Inc. (MEDITECH) was founded in 1969 to develop
and market information system software for the hospital industry. During 2001
combined product and service revenue was $218 million. By the year's end
MEDITECH had more than 1,800 employees, and over 1,700 active hospital customers
throughout the U.S., Canada and the U.K., as well as a backlog of hospitals
waiting implementation.
HOSPITAL SOFTWARE
Initially MEDITECH developed a software product to automate one of the main
hospital departments, the clinical laboratory which performs various diagnostic
tests on blood and urine specimens. Within a few years, this product became
standardized, thereby requiring minimal adaptation to meet the individual needs
of a typical customer. MEDITECH extended the concept and developed additional
software products for the rest of a hospital's clinical departments. Eventually,
it moved into the financial area by developing a hospital billing and accounts
receivable product as well as various general accounting products.
Although the individual products could be operated in a stand alone fashion, a
hospital achieved maximum effectiveness when they were used in an integrated
mode, sharing access to the common clinical and financial records of the
hospital. This concept ultimately led to MEDITECH developing the so-called
hospital information system, a cohesive set of software products designed from
the onset to work in conjunction with the overall operation of the hospital and
to minimize the need for specialized interfaces.
COMPUTER HARDWARE
Software requires extensive computer and communication equipment to function. In
spite of this, MEDITECH continues to be a pure software company, limiting itself
to specifying the aggregate components needed as well as suggesting typical
configurations from certain hardware vendors. The responsibility is left to the
hospital to purchase the requisite hardware and secure a continuing source of
maintenance service for it.
The hardware components traditionally consist of a small set of central medium-
sized computers and a large set of display terminals and printers distributed
throughout the hospital. All of these elements are interconnected by means of a
standard high speed communication network. The computers execute the software
and include large disk subsystems containing the permanent and common clinical
and financial records of the hospital.
Hardware technology evolves rapidly, and the current trend is to replace the
display terminals with desktop and handheld computers, thereby forming a client
server network. In this mode of operation, the central computers become the file
servers while software is executed locally on the client computer which makes
file requests to the servers.
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LICENSED SOFTWARE
MEDITECH requires a customer to sign a standard software license agreement prior
to product delivery, implementation and subsequent service of the software. This
agreement specifies a front end product fee and a front end implementation fee
both of which are payable over the implementation process, and a monthly service
fee after the site goes live. In addition to precluding ownership and
restricting transfer, the license mandates the hospital hold MEDITECH harmless
from any liability arising from incorrect operation of the software.
MEDITECH bases its product fee on the total number of hospital beds a customer
operates at all of its sites, and sets its implementation fee on the total
number of sites. Large hospitals pay more than small hospitals, but incremental
fees continue to diminish. The monthly service fees are always 1% of the product
fees. A typical 250 bed acute care hospital might incur a $500,000 product fee,
$100,000 implementation fee and a $5,000 monthly service fee. An order is booked
and goes into the backlog when a signed software license and 10% of both front
end fees are received.
STAFF ORGANIZATION
MEDITECH is organized into functional units grouped around product development,
sales and marketing, implementation, customer service, accounting and facility
operations. All MEDITECH staff work in five company owned facilities in the
greater Boston area.
From its inception, MEDITECH utilized communication technology which allowed
much of its business activities to be performed by remote access. MEDITECH staff
sitting at their desks may access client hospitals, both personnel and
computers. The need for remote offices is thereby negated. Although most
customer contact is through the phone or e-mail, certain of the sales and
implementation staff travel to customer sites.
PRODUCT DEVELOPMENT
Most of the product development staff is working on the incremental evolution of
the current product line, as well as creating a few more new products each year.
The rest of the staff is developing a set of replacement products utilizing a
new technology. Approximately every ten years, MEDITECH introduces the next
generation of products based on the new technology and gradually updates
existing customers.
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SALES AND MARKETING
Most of the direct sales staff, organized into regions, concentrate on new
prospects. In addition, some of the sales staff monitor existing customers to
expose them to MEDITECH's entire product line. Marketing activities and
promotion are low key because hospitals are easily identified, finite in number
and generally send a request for proposal to vendors when they contemplate the
purchase of a hospital information system.
During the sales process, prospects generally visit MEDITECH to talk to product
specialists and to view product demonstrations. Thereafter they are encouraged
to visit various MEDITECH customer sites to observe first hand the software in
actual operation and to discuss issues of concern with hospital personnel.
IMPLEMENTATION PROCESS
To ensure a successful implementation, the staff must properly train a core
group of hospital personnel about the operation of the software and how to use
it in their daily activity. To preclude interruptions from normal hospital
activities, MEDITECH mandates the hospital personnel come to the Boston area for
intensive training sessions.
As training proceeds, the implementation staff will customize certain
dictionaries to fit the specific need of the hospital's environment, provide
interfaces to non-MEDITECH systems and to assist the hospital in converting data
from legacy systems. In addition, the licensed software will be delivered,
installed and tested on the customer's hardware. MEDITECH will utilize remote
access communication technology to minimize or eliminate the need to travel.
CUSTOMER SERVICE
Once a hospital goes live, the responsibility of maintaining the customer is
transferred to the service staff. MEDITECH provides 24 hour a day service
coverage to these customers in order to respond to problem calls. In addition,
the staff updates customers with new releases of the software products as they
become available. To ensure the continuing education of the hospital staff,
MEDITECH runs seminars on the use of its products.
HCA-THE HEALTHCARE COMPANY
HCA-The Healthcare Company owns or operates over 300 hospitals in the U.S.,
Canada, and the U.K. and has been MEDITECH's largest customer for some time. All
of their hospitals operate with MEDITECH's clinical systems. They represented
12% of MEDITECH revenues in 2000 and 11% in 2001.
ITEM 2 - Properties
As of December 31, 2001 the Company owned five facilities containing about 1.1
million square feet of space, all being well maintained Class A properties in
the greater Boston area. The Company occupies 60% of the space and the remaining
40% is leased to various tenants. The Company has adequate space for its
reasonable needs over the near future.
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ITEM 3 - Legal Proceedings
There are no material pending legal proceedings against the Company, nor were
any initiated during the year 2001.
ITEM 4 - Submission of Matters to a Vote of Security Holders
None.
PART II
ITEM 5 - Market for Registrant's Common Equity and Related
Stockholder Matters
No trading market exists for the Company's Common Stock, and accordingly no
high and low bid information or quotations are available with respect to the
Company's Common Stock.
The sale, assignment, transfer, pledge or other disposition of any of the
Company's Common Stock is subject to right of first refusal restrictions.
At March 22, 2002, there were 1,103 shareholders of record of the Company's
Common Stock and 33,797,439 shares outstanding.
The Company has paid quarterly cash dividends continuously since 1980.
Dividends paid per share in the last five years are set forth below.
ITEM 6 - Selected Financial Data
For the Five Years Ended December 31, 2001 (in thousands where applicable)
1997 1998 1999 2000 2001
Full Year Operations:
Total revenue $193,805 $203,813 $225,630 $210,638 $217,942
Operating income 78,286 79,583 91,553 79,193 81,565
Net income 50,284 53,281 59,956 55,146 56,841
Average shares 32,058 32,405 32,784 33,132 33,460
Earnings per share $1.57 $1.64 $1.83 $1.66 $1.70
Year End Position:
Total assets $263,108 $266,600 $288,278 $306,093 $331,284
Total liabilities 73,577 49,328 41,583 32,315 35,758
Shareholders' equity 189,531 217,272 246,695 273,778 295,526
Shares outstanding 32,174 32,531 32,915 33,255 33,576
Book value per share $5.89 $6.68 $7.49 $8.23 $8.80
Other Financial Data:
Working capital $44,911 $59,032 $92,130 $121,950 $145,778
Cash flow from operations 62,195 59,788 74,158 59,333 66,253
Depreciation 9,084 10,078 7,900 7,987 8,257
Cash dividends per share $.84 $.94 $1.00 $1.16 $1.24
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ITEM 7 - Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations:
Comparison of Fiscal Years ended December 31, 2000 and 2001:
Total revenue increased 3% from $210.6 million in 2000 to $217.9 million in
2001. Product revenues were down a nominal $1.1 million. Orders for products
had increased at an unusually high rate during 1999 as customers expedited their
normal buying decisions to ensure Y2K compliance. Normal order levels dropped
significantly during 2000 as a result. New orders for products to be delivered
are now returning to normal, pre-Y2K, levels. Services provided to customers
increased by $8.4 million and more than offset the decreased product revenues
for the year.
Operating expenses increased 4% from $131.4 million in 2000 to $136.4 million
in 2001 due primarily to an increase in staff size and an increase in
associated costs. The resultant operating income increased 3% from $79.2
million in 2000 to $81.6 million in 2001.
Other income, net of other expense, decreased from $11.5 million in 2000 to
$11.2 million in 2001 due primarily to decreased rental and interest income
earnings. The Company's effective tax rate remained the same at 39% in 2001.
Comparison of Fiscal Years ended December 31, 1999 and 2000:
Total revenue decreased 7% from $225.6 million in 1999 to $210.6 million in
2000 due to a $24.6 million reduction in products provided to customers,
partially offset by a $9.6 million increase in services provided to customers.
The decrease in product revenues is deemed to be an indirect result of the Y2K.
Customers made purchases earlier than their usual 7-10 year cycle to insure
their software systems would be Y2K compliant. Consequently, all such software
deliveries were required to be delivered and fully tested prior to December 31,
1999. New orders for products to be delivered had not returned to normal,
pre-Y2K, levels during 2000.
Operating expenses decreased 2% from $134.1 million in 1999 to $131.4 million
in 2000 due primarily to a reduction in staff size and a decrease in associated
costs. The 2% decrease in operating expenses was disproportionate to the 7%
decrease in revenues. As a result, 2000's operating income decreased 13% from
$91.6 million in 1999 to $79.2 million in 2000.
Other income, net of other expense, increased from $8.6 million in 1999 to
$11.5 million in 2000 due primarily to increased dividend and interest income
earnings. The Company's effective tax rate decreased from 40% in 1999 to 39%
in 2000.
Liquidity and Capital Resources:
At December 31, 2001, the Company's cash, cash equivalents and marketable
securities totaled $147 million. The marketable securities consist primarily
of preferred and common equities which can quickly be converted to cash. Cash
flow from operations was $66 million in fiscal 2001, an increase of $7 million
from the prior year. The increase was primarily attributable to the growth in
revenue and other changes in working capital. The primary use in fiscal 2001
of cash generated by operating activities was the payment of $41 million in
dividends, with the majority of the remaining $25 million invested in
marketable securities.
MEDITECH has no long-term debt. Shareholders' equity at December 31, 2001 was
$296 million. Additions to property, plant and equipment will continue,
including new facilities and computer systems for product development, sales
and marketing, implementation, service and administrative staff. Management
believes existing cash, cash equivalents and marketable securities together
with funds generated from operations will be sufficient to meet operating
requirements.
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ITEM 8 - Financial Statements and Supplementary Data
The Financial Statements are included as part of Exhibit 13 (Annual Report to
Shareholders)
OPERATING RESULTS BY QUARTER:
For the Two Years Ended December 31, 2001 (in thousands where applicable)
1st Q 2nd Q 3rd Q 4th Q
Results for 2000:
Total revenue $54,653 $53,844 $49,050 $53,091
Operating income 21,201 20,724 17,224 20,044
Net income 14,266 14,095 12,128 14,657
Earnings per share $.43 $.42 $.37 $.44
Results for 2001:
Total revenue $49,000 $52,676 $56,035 $60,231
Operating income 16,868 19,808 21,334 23,555
Net income 11,645 13,499 15,005 16,692
Earnings per share $.35 $.40 $.45 $.50
ITEM 9 - Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
None.
PART III
ITEM 10 - Directors and Executive Officers of the Registrant
All Directors are elected each year at the annual meeting of shareholders. All
Officers are elected at the first meeting of the Board following the annual
meeting of shareholders and hold office for one year. The positions held by each
Director and Officer of the Company as of March 22, 2002, are shown below. There
are no family relationships among the following persons.
Director or Officer Age Position with the Company
A. Neil Pappalardo 59 Chief Executive Officer, Chairman and Director
Lawrence A. Polimeno 60 Chief Operating Officer, President and Director
Roland L. Driscoll 72 Director
Jerome H. Grossman 61 Director
Edward B. Roberts 66 Director
Morton E. Ruderman 65 Director
L. P. Dan Valente 71 Director
Howard Messing 49 Executive Vice President
Barbara A. Manzolillo 49 Chief Financial Officer, Treasurer and
Assistant Clerk
Edward G. Pisinski 58 Senior Vice President
Christopher Anschuetz 49 Vice President
Robert S. Gale 55 Vice President
Steven B. Koretz 49 Vice President
Stuart N. Lefthes 48 Vice President
Joanne Wood 48 Vice President
Jane E. Currier 49 Chief Corporate Counsel and Clerk
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The following is a description of the business experience during the past five
years of each Director and Officer.
A. Neil Pappalardo, founder of the Company, is the Chief Executive Officer and
Chairman, and has been a Director since 1969. He is also a Director of Palomar
Medical Technologies, Inc.
Lawrence A. Polimeno, the President and Chief Operating Officer, has been a
Director since 1985, and has been with the Company since 1969.
Roland L. Driscoll, retired Chief Financial Officer of the Company, has been a
Director since 1985.
Jerome H. Grossman, Chief Executive Officer of Lion Gate Management Corp., has
been a Director since 1970. He is also a Director of Stryker Corporation and
Landacorp, Inc.
Edward B. Roberts, co-founder of the Company, is a Sloan School Professor at the
Massachusetts Institute of Technology, and has been a Director since 1969. He is
also a Director of Advanced Magnetics Inc., Pegasystems Inc. and Sohu.com Inc.
Morton E. Ruderman, co-founder of the Company, is the Chief Executive Officer of
CRES Development, a real estate developer, and has been a Director since 1969.
L. P. Dan Valente is Chief Executive Officer of Palomar Medical Technologies,
Inc., and has been a Director since 1972. He is also a Director of MKS
Instruments and SurgiLight Inc.
Howard Messing has been the Executive Vice President since 1995, was a Vice
President prior to that, and has been with the Company since 1974.
Barbara A. Manzolillo has been the Chief Financial Officer since 1996, was the
Treasurer prior to that, and has been with the Company since 1975.
Edward G. Pisinski has been a Senior Vice President since 1997, was a Vice
President prior to that, and has been with the Company since 1973.
Christopher Anschuetz has been a Vice President since 1995, was a Senior Manager
prior to that, and has been with the Company since 1975.
Robert S. Gale has been a Vice President since 1995, was a Senior Manager prior
to that, and has been with the Company since 1976.
Steven B. Koretz has been a Vice President since 1997, was a Senior Manager
prior to that, and has been with the company since 1982.
Stuart N. Lefthes has been a Vice President since 1997, was a Senior Manager
prior to that, and has been with the company since 1983.
Joanne Wood has been a Vice President since 1995, was a Senior Manager prior to
that, and has been with the Company since 1983.
Jane E. Currier has been the Chief Corporate Counsel and the Clerk since 1986,
and has been with the Company since 1983.
The address of all Officers and Directors is in care of the Company, MEDITECH
Circle, Westwood, MA 02090.
THE BOARD OF DIRECTORS AND ITS COMMITTEES
The Board of Directors oversees the Company's business affairs and monitors the
performance of management, but is not involved in the day-to-day operations. The
Directors meet regularly with the CEO, the COO, other executives and our
independent auditors; read reports and other materials; and participate in Board
and committee meetings. The Board currently consists of seven (7) members. The
Board held 4 meetings during the fiscal year ended December 31, 2001 and each of
the Directors attended all meetings of the Board of Directors.
The Board of Directors has an Audit Committee, an Executive Compensation
Committee and a Charitable Contribution Committee. During 2001 each committee
member attended all committee meetings. The following is a description of the
committees.
The Audit Committee consists of Roland L. Driscoll and L. P. Dan Valente. Both
members are CPA's and are "independent" within the meaning of governing rules.
This committee meets six times a year to review accounting practices and advise
the Company's CFO. In addition, the committee meets and consults with the
Company's outside auditors with respect to the Company's business operations,
industry, financial performance, business and financial risks, processes and
controls, key policies, legal and regulatory requirements, code of ethical
conduct and new or unusual transactions. The Committee does not have a written
charter. The Committee submits its report to the Board of Directors annually.
The Executive Compensation Committee consists of Morton E. Ruderman and Edward
B. Roberts. This committee meets twice a year to set the Chairman and Chief
Executive Officer's annual salary, the criteria and amount for his individual
bonus, and a ceiling on his participation in the company's annual stock purchase
program.
The Charitable Contribution Committee consists of Morton E. Ruderman and A. Neil
Pappalardo. This committee meets at least six times a year to review the
criteria for the year's charitable contribution program, meet and evaluate each
charity under consideration and determine the amount to be contributed to each
charity for the year.
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ITEM 11 - Executive Compensation
The following table sets forth the compensation received by the Company's Chief
Executive Officer and the four most highly compensated other Officers for the
three fiscal years ended December 31, 1999, 2000 and 2001.
Name and Position Year Salary Bonus Other
A. Neil Pappalardo 2001 $360,000 $721,736 0
Chairman and Chief 2000 360,000 722,475 0
Executive Officer 1999 360,000 800,455 0
Lawrence A. Polimeno 2001 $240,000 $621,736 $4,615
President and Chief 2000 240,000 622,475 5,017
Operating Officer 1999 240,000 675,455 5,811
Howard Messing 2001 $216,000 $371,736 $4,615
Executive Vice President 2000 216,000 375,475 5,017
1999 216,000 425,455 5,811
Edward G. Pisinski 2001 $192,000 $271,736 $4,615
Senior Vice President 2000 192,000 272,475 5,017
Sales and Marketing 1999 192,000 325,455 5,811
Barbara A. Manzolillo 2001 $180,000 $221,736 $4,615
Chief Financial Officer 2000 180,000 222,475 5,017
and Treasurer 1999 180,000 275,455 5,811
Profit Sharing Plan: The Company maintains a qualified defined contribution
plan for all employees known as the Medical Information Technology, Inc. Profit
Sharing Plan. All employees of the Company who have completed one year of
service participate in the Plan. The Board of Directors sets the annual
contribution which is allocated in proportion to total compensation (capped at
$100,000) of all eligible members for the Plan year. No allocation is allowable
under this Plan to owners of 10% or more of the Company's common stock.
Contributions by members are not permitted. Benefits under the plan become fully
vested after five years of continuous service with the Company. Members who have
at least 20 years of service or who have incurred financial hardship may make in
service withdrawals. Lump sum cash payment is made upon retirement, death,
disability or termination of employment.
Compensation of Directors: The members of the Board of Directors who are not
Officers of the Company currently receive a fee of $7,000 for each fully
attended quarterly meeting, with such fee being deemed to also cover any
incidental expenses or conference or committee time expended by such directors
on behalf of the Company during the year.
REPORT OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS
March 22, 2002
To the Board of Directors of Medical Information Technology, Inc.:
There are no employment contracts or agreements in effect for any officer of the
Company. In 2001 the Board of Directors set the total amount to be allocated in
the General Bonus Program instituted for the recognition of services rendered by
all officers and employees. Also in 2001, the Board of Directors set the total
amount to be allocated in the Officer Bonus Program instituted for the
recognition of services rendered exclusively by the officers. Finally in 2001,
the Executive Compensation Committee set Mr. Pappalardo's annual salary, the
criteria and amount for his individual bonus, and a ceiling on his participation
in the company's annual stock purchase program.
Morton E. Ruderman and Edward B. Roberts
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ITEM 12 - Security Ownership of Certain Beneficial Owners and Management
The following table provides information as of March 22, 2002 with respect to
the shares of Common Stock beneficially owned by each person known by the
Company to own more than 5% of the Company's outstanding Common Stock, each
Director of the Company, each Executive Officer named in the Compensation Table
and by all Directors and Officers of the Company as a group. The number of
shares beneficially owned is determined according to rules of the Securities and
Exchange Commission. Under such rules, a person's beneficial ownership includes
any shares as to which such person has sole or shared voting power or investment
power.
Number of Shares Percentage
Name of Shareholder, of Common Stock of Shares of
Director or Officer Beneficially Owned Common Stock
A. Neil Pappalardo* 8,850,000 26.19%
Morton E. Ruderman 4,415,838 13.07%
MEDITECH Profit Sharing Trust 3,717,510 11.00%
Curtis W. Marble 3,500,000 10.36%
Edward B. Roberts 1,414,948 4.19%
Lawrence A. Polimeno 1,093,436 3.24%
Jerome H. Grossman 1,011,350 2.99%
Roland L. Driscoll 528,000 1.56%
Edward G. Pisinski 296,000 0.88%
Howard Messing 270,000 0.80%
Barbara A. Manzolillo 196,000 0.58%
L. P. Dan Valente 85,000 0.25%
16 Directors and Officers as a Group 18,507,672 54.76%
*Mr. Pappalardo is the sole Trustee of the MEDITECH Profit Sharing Trust and
therefore is entitled to vote its 3,717,510 shares of Company stock as well
as his own 8,850,000 shares of Company stock. Likewise the number of shares
indicated for the 16 Directors and Officers as a Group does not include the
shares of the MEDITECH Profit Sharing Trust.
ITEM 13 - Certain Relationships and Related Transactions
A. Neil Pappalardo, Chief Executive Officer, Chairman and Director of the
Company, purchased for cash 60,000 shares of Company stock at $17 per share in
February 2001 and 50,000 shares of Company stock at $19 per share in February
2002.
Barbara A. Manzolillo, Chief Financial Officer, Treasurer and Assistant Clerk of
the Company, purchased for cash 6,000 shares of Company stock at $17 per share
in February 2001 and 6,000 shares of Company stock at $19 per share in February
2002.
On December 31, 2001, the Company contributed 75,000 shares of Company stock to
the MEDITECH Profit Sharing Trust.
Philip Polimeno, a son of a Director, is employed as a senior manager of the
Company and received W-2 compensation of $77,197 in 2001.
SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
To the Company's knowledge, based solely on a review of the reports given to the
Company, all Section 16(a) filing requirements applicable to its executive
officers, Directors and greater-than-10% shareholders were satisfied in 2001.
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PART IV
ITEM 14 - Exhibits, Financial Statement Schedules, and Reports on Form 8-K
The Articles of Organization and Amendments thereof (Exhibit 3i) are
incorporated by reference from the registration statement on Form 10 effective
April 27, 1996. Two subsequent Amendments to the Articles of Organization
(Exhibit 3i) are appended to this document.
The By-Laws (Exhibit 3ii) are also appended to this document.
The Annual Report to Shareholders (Exhibit 13) is also appended to this
document.
There were no reports filed on Form 8-K during the quarter ended December 31,
2001.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Medical Information Technology, Inc.
(Registrant)
March 31, 2002
(Date)
Barbara A. Manzolillo, Chief Financial Officer and Treasurer
(Signature)
A. Neil Pappalardo, Chief Executive Officer, Chairman and Director
(Signature)
Lawrence A. Polimeno, Chief Operating Officer, President and Director
(Signature)
Roland L. Driscoll, Director
(Signature)
Edward B. Roberts, Director
(Signature)
Morton E. Ruderman, Director
(Signature)
L. P. Dan Valente, Director
(Signature)