Eighty-four named people across two companies and five outside firms. This plan records who they are, which of four contract vehicles each one is engaged under, when they join and leave, and which roles the program cannot afford to lose. It also reconciles honestly against the work breakdown structure, where 53 of the 84 carry a named row and 31 do not. Revision 2, issued February 19, 2024, following the post-discovery re-baseline.
Eighty-four is a roster, not a room. It is the right number for onboarding, system access, background checks and business associate agreements — every one of those is per person. It is the wrong number for capacity planning, because the roster spans two years, changes shape at closing, and includes people whose involvement is a monthly meeting. A plan that treats a headcount as a workforce will be short of hands and unable to say why.
Table of Contents
Part I — Composition
Part II — Cost and Constraint
Part III — Honesty Checks
1. Four Labor Categories
| Organization | People | Category | Role on the program |
|---|---|---|---|
| ACME Health | 31 | Employee | Workstream leads, IMO analysts, target-state design, all decision authority |
| Cumberland Valley Health Plan | 21 | Employee | Workstream counterparts — how the acquired business actually operates |
| Arrington Advisory Group | 17 | Consulting | Program management and the three specialisms ACME's bench is thinnest on |
| Arrington Advisory Group (offshore) | 4 | Consulting | Interface regression testing against de-identified data |
| Harpeth Clean Team Services | 4 | Specialist vendor | Pre-close information barrier. ⚠ Dissolves at closing. |
| Two Rivers Talent Partners | 4 | Staff augmentation | Clerical review of identity matches |
| Gallatin EDI Assurance | 3 | Specialist vendor | X12 transaction assurance |
| Total roster | 84 | Across the full program window |
Fifty-two of the eighty-four are employees of the two merging companies, and that ratio is deliberate. A program staffed predominantly by consultants can move quickly and leaves nothing behind — the capability walks out with the invoice. Outside help is concentrated where ACME genuinely lacks depth: identity resolution, integration architecture, cloud engineering, and program management itself. Everywhere else the work is done by people who will still be here when the program closes.
2. Contract Vehicle Per Person
The plan records a vehicle for every named individual, not merely a rate. The distinction determines who owns the outcome, who directs the work, and what the program is legally permitted to ask.
| Vehicle | People | Who owns the outcome | Who may direct the work |
|---|---|---|---|
| FTE | 52 | ACME / Cumberland Valley | Their line manager |
| Deliverable SOW | 21 | Arrington — against accepted deliverables | Arrington. ACME defines "done", not "how". |
| Fixed-price SOW | 7 | The vendor — against a defined result | The vendor |
| Staff aug (T&M) | 4 | ACME — hours are rented, not outcomes | ⚠ ACME — see the guardrail below |
The staff augmentation row is the one that creates legal exposure, and it does so precisely because the vehicle is working as intended. ACME rents hours and directs the work — that is why the vehicle was chosen for clerical review. But directing the work is not managing the person: the Program Manager may set which queue a steward works and what quality standard applies, and may not conduct their performance review, approve their leave, or place them on the ACME organization chart. Recording the vehicle per individual is what makes that line visible rather than remembered, and it is the reason this column exists at all.
3. The Roster Changes Shape at Closing
| Population | Pre-close | Post-close | Reason |
|---|---|---|---|
| Clean Team | 4 | 0 | The antitrust basis for the barrier ends at closing. Nobody crosses into the program. |
| Data stewards | 0 | 4 | ⚠ Member-level data is not lawfully available before closing. The work cannot begin earlier. |
| Migration, cloud and build engineers | 0 | 14 | Execution against the target is prohibited pre-close |
| EDI assurance | 0 | 3 | Testing requires production transaction flow |
| TSA management | 0 | 1 | There is no TSA until there is a transaction |
| Total on the program | 58 | 80 | Different populations, not the same one grown |
This is the only resource plan in the portfolio where the shape of the team is set by law rather than by budget. The Clean Team exists because two competitors may not exchange certain information before they combine, and it dissolves the moment they do. Data stewards cannot start early no matter how much the schedule would benefit, because the records they review may not lawfully be examined yet. Neither constraint responds to money, escalation or urgency — which makes them different in kind from every other resourcing problem on the program, and it is why the pre-close and post-close rosters are maintained as two states rather than one list with start dates.
4. Rate Card
Blended hourly rates, inclusive of benefits, overhead and supplier margin. Deliverable fees are priced from this table against an agreed effort estimate; time-and-materials hours bill against it directly.
| Category | Rate | Vehicle |
|---|---|---|
| Engagement lead / Program Manager | $265 | Deliverable SOW |
| Principal consultant | $245 | Deliverable SOW |
| Architect — integration, cloud | $230 | Deliverable SOW |
| Senior engineer / senior analyst | $195 | Deliverable SOW |
| Analyst — PMO, data quality, FinOps | $155 | Deliverable SOW |
| Offshore delivery manager | $95 | Deliverable SOW |
| Data steward supervisor | $92 | Staff aug |
| Offshore test lead | $80 | Deliverable SOW |
| Data steward | $68 | Staff aug |
| Offshore QA engineer | $65 | Deliverable SOW |
5. Constraints That Are Not Negotiable
| Constraint | Effect on resourcing |
|---|---|
| No member-level data outside the United States | ⚠ Tennessee DOI conditions and ACME privacy policy. Clerical review, data stewardship and anything touching the member file must be staffed onshore. The obvious lever for a queue overrun does not exist. |
| Offshore work is de-identified only | The four offshore staff test interface regression against synthetic and de-identified datasets. Their scope is bounded by what can be done without a real member record. |
| Clean Team is walled off | Four people who see restricted information and return only conclusions. They may not be redeployed onto the program afterward. |
| Employee continuation period | Corporate function consolidation cannot begin until the merger agreement's continuation period expires, regardless of readiness. |
| Steward throughput is fixed | ⚠ A steward working faster is a steward spending less time on the hard cases, which is where false positives originate. Capacity scales by adding people, and onboarding runs several weeks. |
Read the first and last rows together, because they combine into the program's tightest corner. If the clerical review queue proves larger than modeled, the three obvious responses all fail: offshore capacity is barred by regulation, throughput cannot be pushed without producing the error type that does not surface, and recruiting takes weeks the schedule may not have. The only remaining lever is time — and time is the constraint the Charter ranks hardest.
6. Retention and Key Person Concentration
Sixteen roles carry retention agreements. Every one is at Cumberland Valley.
The asymmetry is the point: retention risk sits where the system knowledge is, and that is the side of the transaction whose people are least certain of their futures. The staff who understand how the target's claims platform is actually configured — as opposed to how it is documented — are the same staff most able to find another job, and they know some of their colleagues will not be here in a year. The program depends on their knowledge for twelve months and cannot offer most of them twelve months of certainty in return. That is not a problem retention payments solve; it is a problem they buy time against.
| Concentration | Exposure and response |
|---|---|
| Core administration configuration | A small number of long-tenured staff hold undocumented platform knowledge. Knowledge transfer is a deliverable with named receivers, not an assumed by-product of the TSA. |
| Member data structures | Concentrated in one Cumberland Valley manager. ⚠ Single point of knowledge for the program's largest risk. |
| Provider contract history | Held by the target's contracting director; material to network rationalization |
| Data steward supervision | One supervisor owns the queue service level. Deputy identified and cross-trained. |
⚠ Retention cost is funded separately by Human Resources and does not sit in the program budget. The program identifies the roles; it does not price them.
7. Reconciliation Against the WBS
The work breakdown structure names an owner on every row. Fifty-three of the eighty-four appear there. Thirty-one do not, and the reasons matter more than the number.
| People | Group | Why they carry no work package |
|---|---|---|
| 5 | Steering Committee | Governance, not delivery. They approve, decide and escalate; a control account owner reports to them. ⚠ Putting an executive on a work package would misrepresent who does the work. |
| 4 | Clean Team | Pre-close only. Dissolved before the WBS window opens. |
| 22 | Workstream members | ⚠ Their work sits inside a package owned by a colleague. See below. |
| 31 | Not on the WBS | 53 + 31 = 84 |
The third row is a genuine limitation of single-owner assignment, and it is better named than papered over. A WBS row carries one accountable owner. A workstream of two or three people therefore shows one name, and the counterpart or second analyst appears nowhere — not because they do nothing, but because the structure has no place to record them. A reader who counts names on the WBS and concludes the program runs on 53 people would be wrong by more than a third. That is what this reconciliation exists to prevent, and it is why the roster rather than the plan is the source of truth for who is on the program.
8. Attrition and Churn
The program runs nineteen months from Day 1 to close. Nobody should plan on the same 73 people being present throughout.
| Reality | How the plan absorbs it |
|---|---|
| Consultants rotate | Deliverable SOW means Arrington owns continuity, not ACME. ⚠ Named-personnel continuity is contracted for the roles where transfer depends on the same individual. |
| Target-side staff leave | Retention on 14 roles; knowledge transfer specified as a deliverable so a departure after transfer is a staffing problem rather than a program one |
| Acquirer staff are reassigned | Workstream leads are named and their release requires the Sponsor's agreement, not their line manager's alone |
| Stewards turn over | Staff augmentation absorbs this by design — the supplier replaces, ACME retrains. Onboarding time is in the queue forecast, not assumed away. |
| The MSP steps down | Cloud operations transfer to ACME across four contracted phases; capability is measured at each boundary rather than assumed |
The defensible summary if someone asks whether the program is adequately resourced. Fifty-two of the people are permanent employees who remain after the program ends. Outside help is concentrated in four specialisms and contracted so the supplier carries continuity. Sixteen critical roles are retained, and every one of them owes a knowledge transfer with named receivers and an acceptance test. The plan does not assume the team is stable; it assumes the team turns over and buys the specific continuity the program cannot survive losing.
9. The Roster — All 84 Named
Grouped by workstream. Vehicle is the contract instrument each person is engaged under; window is when they are on the program; R marks a role covered by a retention agreement.
An aggregate is a claim; a roster is the evidence for it. Saying the program has four data
stewards and thirteen consultants invites the only question that matters — who are they, what
are they engaged to do, and under what paper. This table answers that for every person, and it is
generated from the same source the headcounts in Section 1 are derived from, so the two cannot
disagree.
| Name | Role | Organization | Vehicle | Window | R |
|---|---|---|---|---|---|
| Steering Committee · 6 | |||||
| D. Ashmore | EVP & Chief Financial Officer, ACME — Executive Sponsor | ACME | FTE | Throughout | — |
| R. Villanueva | Chief Operating Officer, ACME | ACME | FTE | Throughout | — |
| M. Kessinger | President & CEO, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| T. Broadnax | SVP Corporate Development, ACME | ACME | FTE | Throughout | — |
| L. Hollingsworth | General Counsel, ACME | ACME | FTE | Throughout | — |
| S. Achebe | Chief Information Officer, ACME | ACME | FTE | Throughout | — |
| Integration Management Office · 5 | |||||
| C. Tyrrell | Program Manager, Integration (engagement lead) | Arrington | Deliv. SOW | Throughout | — |
| N. Farnsworth | PMO Analyst | Arrington | Deliv. SOW | Throughout | — |
| J. Petrosyan | Synergy & Financial Analyst | ACME | FTE | Throughout | — |
| A. Winterbourne | Change & Communications Lead | Arrington | Deliv. SOW | Throughout | — |
| G. Threadgill | TSA Manager — owns exit | ACME | FTE | Post-close | — |
| Clean Team · 4 | |||||
| P. Marchetti | Clean Team Lead | Harpeth | Fixed price | Pre-close only | — |
| K. Oyelaran | Clean Team Analyst — pricing & network rates | Harpeth | Fixed price | Pre-close only | — |
| B. Sandoval | Clean Team Analyst — membership & claims volume | Harpeth | Fixed price | Pre-close only | — |
| H. Tillinghast | Clean Team Counsel (outside) | Harpeth | Fixed price | Pre-close only | — |
| Claims & Core Administration · 11 | |||||
| R. Sedgwick | Business Analyst — benefit configuration | ACME | FTE | Throughout | — |
| D. Halloran | Business Analyst — enrollment & eligibility | Cumberland Valley | FTE | Throughout | R |
| M. Prideaux | Configuration Analyst, Core Administration | ACME | FTE | Post-close | — |
| J. Whitfield | Configuration Analyst, Claims — retiring platform | Cumberland Valley | FTE | Post-close | R |
| S. Coventry | QA Analyst — parallel run reconciliation | ACME | FTE | Post-close | — |
| T. Calloway | QA Analyst — parallel run reconciliation | Cumberland Valley | FTE | Post-close | — |
| W. Ferriday | VP Claims Operations, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| E. Nakagawa | Director, Core Admin Platform, ACME | ACME | FTE | Throughout | — |
| R. Lattimore | VP Claims, Cumberland Valley — Counterpart | Cumberland Valley | FTE | Throughout | R |
| D. Okpara | Manager, Claims Configuration, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| V. Castellanos | Principal Consultant, Core Admin Migration | Arrington | Deliv. SOW | Post-close | — |
| Data & EMPI · 11 | |||||
| P. Ramaswamy | Senior Data Engineer, EMPI Build | Arrington | Deliv. SOW | Post-close | — |
| Dr. A. Ravindran | Director, Enterprise Data Management, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| M. Thibodeaux | Data Architect, ACME | ACME | FTE | Throughout | — |
| C. Bhattacharya | Manager, Member Data, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| S. Wrenfield | Principal Consultant, Identity Resolution | Arrington | Deliv. SOW | Post-close | — |
| I. Duvernay | Senior Data Engineer, Matching & Survivorship | Arrington | Deliv. SOW | Post-close | — |
| Y. Abegunde | Data Quality Analyst | Arrington | Deliv. SOW | Post-close | — |
| L. Pemberton | Data Steward — clerical review queue | Two Rivers | Staff aug | Post-close | — |
| F. Guerrero | Data Steward — clerical review queue | Two Rivers | Staff aug | Post-close | — |
| N. Ojukwu | Data Steward — clerical review queue | Two Rivers | Staff aug | Post-close | — |
| T. Vandiver | Data Steward Supervisor — SLA owner | Two Rivers | Staff aug | Post-close | — |
| Application Integration · 11 | |||||
| K. Balasubramanian | Business Analyst — interface requirements | Arrington | Deliv. SOW | Throughout | — |
| A. Feldstein | Senior Engineer, Interface Build | Arrington | Deliv. SOW | Post-close | — |
| B. Nkemdirim | Test Manager — equivalence testing (onshore) | Arrington | Deliv. SOW | Post-close | — |
| K. Stallworth | Director, Enterprise Integration, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| J. Amonett | Manager, Interfaces, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| R. Delacroix | Integration Architect — canonical model | Arrington | Deliv. SOW | Throughout | — |
| O. Hargrave | Senior Engineer, Integration Layer | Arrington | Deliv. SOW | Post-close | — |
| V. Krishnamoorthy | Offshore Delivery Manager | Arrington (offshore) | Deliv. SOW | Post-close | — |
| P. Devarakonda | Test Lead, Integration | Arrington (offshore) | Deliv. SOW | Post-close | — |
| S. Mahadevan | QA Engineer, Interface Regression | Arrington (offshore) | Deliv. SOW | Post-close | — |
| A. Vaidyanathan | QA Engineer, Interface Regression | Arrington (offshore) | Deliv. SOW | Post-close | — |
| Cloud & Infrastructure · 7 | |||||
| C. Larkspur | Release & Environment Manager | ACME | FTE | Throughout | — |
| B. Trammell | VP Infrastructure, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| H. Sandifer | Manager, Platform Engineering, ACME | ACME | FTE | Throughout | — |
| G. Whitmire | Director, IT Operations, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| E. Kalinowski | Cloud Architect — landing zone | Arrington | Deliv. SOW | Throughout | — |
| D. Fontenot | Senior Cloud Engineer, Migration Waves | Arrington | Deliv. SOW | Post-close | — |
| R. Ilesanmi | FinOps Analyst — tagging, showback, reservations | Arrington | Deliv. SOW | Post-close | — |
| Provider Network · 2 | |||||
| J. Kirkendall | VP Network Management, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| A. Boudreaux | Director, Provider Contracting, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| Care Management · 2 | |||||
| Dr. M. Ellsworth | Chief Medical Officer, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| Dr. P. Nwachukwu | VP Care Management, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| Member Services · 2 | |||||
| T. Ruffalo | VP Member Experience, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| C. Hollifield | Director, Member Services, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| Finance & Accounting · 2 | |||||
| S. Beauregard | VP Financial Planning & Analysis, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| N. Applewhite | Controller, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| HR & Talent · 2 | |||||
| D. Marchbanks | SVP Human Resources, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| K. Osterhout | Director, HR Business Partner, Cumberland Valley | Cumberland Valley | FTE | Throughout | — |
| Legal & Regulatory · 3 | |||||
| F. Underhill | Associate General Counsel, M&A, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| R. Cadwallader | Director, Regulatory Affairs, ACME — DOI Form A owner | ACME | FTE | Throughout | — |
| M. Sheffield | General Counsel, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| Compliance & Privacy · 2 | |||||
| L. Braithwaite | Chief Privacy Officer, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| J. Ferrandino | Compliance Director, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| Security · 2 | |||||
| A. Quintanilla | Chief Information Security Officer, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| P. Hasenfratz | Manager, Information Security, Cumberland Valley | Cumberland Valley | FTE | Throughout | — |
| Actuarial & Underwriting · 2 | |||||
| E. Wetherby | VP Actuarial Services, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| C. Adeyemi | Chief Actuary, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| Communications · 2 | |||||
| B. Lundquist | VP Corporate Communications, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| R. Tomlinson | Director, Communications, Cumberland Valley | Cumberland Valley | FTE | Throughout | — |
| Vendor & Contract Management · 3 | |||||
| H. Castellow | VP Procurement, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| D. Achterberg | Director, Vendor Management, Cumberland Valley | Cumberland Valley | FTE | Throughout | R |
| M. Rousseau | Contracts Consultant — change-of-control sweep | Arrington | Deliv. SOW | Throughout | — |
| Facilities · 2 | |||||
| W. Pickering | Director, Corporate Real Estate, ACME — Workstream Lead | ACME | FTE | Throughout | — |
| S. Grimsley | Facilities Manager, Cumberland Valley | Cumberland Valley | FTE | Throughout | — |
| EDI Transaction Assurance · 3 | |||||
| N. Reinhardt | Engagement Lead, X12 Assurance | Gallatin | Fixed price | Post-close | — |
| T. Osei-Bonsu | Senior EDI Analyst — 834 enrollment, 820 premium | Gallatin | Fixed price | Post-close | — |
| L. Marchesi | Senior EDI Analyst — 837/835 claims & remittance | Gallatin | Fixed price | Post-close | — |
Two patterns in this table are worth reading across rather than down. Every R sits on a
Cumberland Valley row — retention risk is entirely on the acquired side, because that is where
the system knowledge is. And the window column is not a schedule convenience: the four Harpeth
rows end at closing and the data stewards begin there, because an information barrier dissolves the
moment two companies combine and member-level data cannot lawfully be reviewed until they have.
Related artifacts: 8 — Consulting SOW & Engagement Model · 9 — Integration Management Plan · 10 — Work Breakdown Structure · 19 — Retention & Key Talent · 23 — Data Migration & EMPI Strategy · 24 — Cloud Migration Strategy · 28 — Risk Register