efile Public Visual Render
ObjectId: 202213119349100611 - Submission: 2022-11-07
TIN: 81-0831228
Form
990-PF
Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
Do not enter social security numbers on this form as it may be made public.
Go to
www.irs.gov/Form990PF
for instructions and the latest information.
OMB No. 1545-0047
20
21
Open to Public Inspection
For calendar year 2021, or tax year beginning
01-01-2021
, and ending
12-31-2021
Name of foundation
Penner Family Foundation Inc
Number and street (or P.O. box number if mail is not delivered to street address)
PO BOX 1860
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BENTONVILLE
,
AR
72712
A Employer identification number
81-0831228
B
Telephone number (see instructions)
(479) 464-1570
C
If exemption application is pending, check here
G
Check all that apply:
Initial return
Initial return of a former public charity
Final return
Amended return
Address change
Name change
D 1.
Foreign organizations, check here.............
2
. Foreign organizations meeting the 85%
test, check here and attach computation ...
E
If private foundation status was terminated
under section 507(b)(1)(A), check here .......
H
Check type of organization:
Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust
Other taxable private foundation
F
If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here .......
I
Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)
$
168,502,529
J
Accounting method:
Cash
Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)
Part I
Analysis of Revenue and Expenses
(The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)
(a)
Revenue and
expenses per
books
(b)
Net investment
income
(c)
Adjusted net
income
(d)
Disbursements
for charitable
purposes
(cash basis only)
1
Contributions, gifts, grants, etc., received (attach schedule)
0
2
Check
.............
3
Interest on savings and temporary cash investments
4
Dividends and interest from securities
...
3,184,959
3,184,011
5a
Gross rents
............
b
Net rental income or (loss)
6a
Net gain or (loss) from sale of assets not on line 10
11,652,222
b
Gross sales price for all assets on line 6a
71,917,662
7
Capital gain net income (from Part IV, line 2)
...
11,652,222
8
Net short-term capital gain
.........
9
Income modifications
...........
10a
Gross sales less returns and allowances
0
b
Less: Cost of goods sold
....
0
c
Gross profit or (loss) (attach schedule)
.....
0
11
Other income (attach schedule)
.......
1,146,652
1,146,652
0
12
Total.
Add lines 1 through 11
........
15,983,833
15,982,885
0
13
Compensation of officers, directors, trustees, etc.
14
Other employee salaries and wages
......
15
Pension plans, employee benefits
.......
16a
Legal fees (attach schedule)
.........
368
0
0
368
b
Accounting fees (attach schedule)
.......
41,154
0
0
41,154
c
Other professional fees (attach schedule)
....
229,282
178,742
0
50,540
17
Interest
...............
710,700
710,700
18
Taxes (attach schedule) (see instructions)
...
555,712
180,712
0
0
19
Depreciation (attach schedule) and depletion
...
0
0
0
20
Occupancy
..............
21
Travel, conferences, and meetings
.......
22
Printing and publications
..........
23
Other expenses (attach schedule)
.......
673,906
669,378
0
26
24
Total operating and administrative expenses.
Add lines 13 through 23
..........
2,211,122
1,739,532
0
92,088
25
Contributions, gifts, grants paid
.......
17,136,000
17,136,000
26
Total expenses and disbursements.
Add lines 24 and 25
19,347,122
1,739,532
0
17,228,088
27
Subtract line 26 from line 12:
a
Excess of revenue over expenses and disbursements
-3,363,289
b
Net investment income
(if negative, enter -0-)
14,243,353
c
Adjusted net income
(if negative, enter -0-)
...
0
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X
Form
990-PF
(2021)
Page 2
Form 990-PF (2021)
Page
2
Part II
Balance Sheets
Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)
Beginning of year
End of year
(a)
Book Value
(b)
Book Value
(c)
Fair Market Value
1
Cash—non-interest-bearing
.............
238,727
242,694
242,694
2
Savings and temporary cash investments
.........
3
Accounts receivable
0
Less: allowance for doubtful accounts
63,316
0
0
4
Pledges receivable
Less: allowance for doubtful accounts
0
0
5
Grants receivable
.................
6
Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions)
.....
0
0
0
7
Other notes and loans receivable (attach schedule)
0
Less: allowance for doubtful accounts
0
0
0
0
8
Inventories for sale or use
..............
9
Prepaid expenses and deferred charges
..........
10a
Investments—U.S. and state government obligations (attach schedule)
0
0
0
b
Investments—corporate stock (attach schedule)
.......
0
0
0
c
Investments—corporate bonds (attach schedule)
.......
0
0
11
Investments—land, buildings, and equipment: basis
0
Less: accumulated depreciation (attach schedule)
0
0
0
12
Investments—mortgage loans
.............
13
Investments—other (attach schedule)
..........
149,169,068
145,865,128
168,259,835
14
Land, buildings, and equipment: basis
0
Less: accumulated depreciation (attach schedule)
0
0
0
15
Other assets (describe
)
0
0
0
16
Total assets
(to be completed by all filers—see the
instructions. Also, see page 1, item I)
149,471,111
146,107,822
168,502,529
17
Accounts payable and accrued expenses
..........
18
Grants payable
.................
19
Deferred revenue
.................
20
Loans from officers, directors, trustees, and other disqualified persons
0
0
21
Mortgages and other notes payable (attach schedule)
......
0
0
22
Other liabilities (describe
)
23
Total liabilities
(add lines 17 through 22)
.........
0
0
Foundations that follow FASB ASC 958, check here
and complete lines 24, 25, 29 and 30.
24
Net assets without donor restrictions
...........
25
Net assets with donor restrictions
............
Foundations that do not follow FASB ASC 958, check here
and complete lines 26 through 30.
26
Capital stock, trust principal, or current funds
........
27
Paid-in or capital surplus, or land, bldg., and equipment fund
28
Retained earnings, accumulated income, endowment, or other funds
149,471,111
146,107,822
29
Total net assets or fund balances
(see instructions)
.....
149,471,111
146,107,822
30
Total liabilities and net assets/fund balances
(see instructions)
.
149,471,111
146,107,822
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return)
...............
1
149,471,111
2
Enter amount from Part I, line 27a
.....................
2
-3,363,289
3
Other increases not included in line 2 (itemize)
3
0
4
Add lines 1, 2, and 3
..........................
4
146,107,822
5
Decreases not included in line 2 (itemize)
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29
.
6
146,107,822
Form
990-PF
(2021)
Page 3
Form 990-PF (2021)
Page
3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a)
List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)
(b)
How acquired
P—Purchase
D—Donation
(c)
Date acquired
(mo., day, yr.)
(d)
Date sold
(mo., day, yr.)
1 a
GOLDMAN SACHS - COVERED CALLS
P
b
GOLDMAN SACHS - COVERED CALLS
P
c
GOLDMAN SACHS - COVERED CALLS
P
d
GOLDMAN SACHS - COVERED PUTS
P
e
GOLDMAN SACHS - COVERED PUTS
P
NT CASH
P
NT CASH
P
PASS THROUGH GAIN/LOSS
P
(e)
Gross sales price
(f)
Depreciation allowed
(or allowable)
(g)
Cost or other basis
plus expense of sale
(h)
Gain or (loss)
(e) plus (f) minus (g)
a
14,340,553
14,207,977
132,576
b
10,191,389
9,518,081
673,308
c
3
0
3
d
1,287,183
96,060
1,191,123
e
99
0
99
37,073,813
36,443,323
630,490
2
0
2
9,024,621
0
9,024,621
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69
(l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-)
or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69
(j)
Adjusted basis
as of 12/31/69
(k)
Excess of col. (i)
over col. (j), if any
a
0
132,576
b
0
673,308
c
0
3
d
0
1,191,123
e
0
99
0
630,490
0
2
0
9,024,621
2
Capital gain net income or (net capital loss)
If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7
2
11,652,222
3
Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8
...................
3
0
Form
990-PF
(2021)
Page 4
Form 990-PF (2021)
Page
4
Part V
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a
Exempt operating foundations described in section 4940(d)(2), check here
and enter “N/A" on line 1.
Date of ruling or determination letter:
(attach copy of letter if necessary–see instructions)
b
All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2
Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)
2
3
Add lines 1 and 2
...........................
3
197,983
4
Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)
4
5
Tax based on investment income.
Subtract line 4 from line 3. If zero or less, enter -0-
.....
5
197,983
6
Credits/Payments:
a
2021 estimated tax payments and 2020 overpayment credited to 2021
6a
487,340
b
Exempt foreign organizations—tax withheld at source
......
6b
c
Tax paid with application for extension of time to file (Form 8868)
...
6c
d
Backup withholding erroneously withheld
...........
6d
7
Total credits and payments. Add lines 6a through 6d
..............
7
487,340
8
Enter any
penalty
for underpayment of estimated tax.
Check here
if Form 2220 is attached.
8
0
9
Tax due.
If the total of lines 5 and 8 is more than line 7, enter
amount owed
.......
9
10
Overpayment.
If line 7 is more than the total of lines 5 and 8, enter the
amount overpaid
...
10
289,357
11
Enter the amount of line 10 to be:
Credited to 2022 estimated tax
289,357
Refunded
11
0
Part VI-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign?
....................
1a
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition
.................................
1b
No
If the answer is "Yes" to
1a
or
1b,
attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file
Form 1120-POL
for this year?
.....................
1c
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1)
On the foundation.
$
(2)
On foundation managers.
$
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.
$
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?
.......
2
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments?
If "Yes," attach a conformed copy of the changes
....
3
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?
.........
4a
No
b
If "Yes," has it filed a tax return on
Form 990-T
for this year?
...................
4b
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?
.........
5
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
By language in the governing instrument, or
By state legislation that effectively amends the governing instrument so that no mandatory directions
that conflict with the state law remain in the governing instrument?
................
6
Yes
7
Did the foundation have at least $5,000 in assets at any time during the year?
If "Yes," complete Part II, col. (c),
and Part XIV.
.................................
7
Yes
8a
Enter the states to which the foundation reports or with which it is registered (see instructions)
DE
,
AR
b
If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
General (or designate) of each state as required by General Instruction G?
If "No," attach explanation
.
8b
Yes
9
Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
or 4942(j)(5) for calendar year 2021 or the taxable year beginning in 2021? See the instructions for Part XIII.
If "Yes," complete Part XIII
.............................
9
No
10
Did any persons become substantial contributors during the tax year?
If "Yes," attach a schedule listing their names
and addresses.
...............................
10
No
Form
990-PF
(2021)
Page 5
Form 990-PF (2021)
Page
5
Part VI-A
Statements Regarding Activities
(continued)
11
At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions
.............
11
No
12
Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
advisory privileges? If "Yes," attach statement. See instructions
.................
12
No
13
Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
13
Yes
Website address
14
The books are in care of
KARI HARRIS
Telephone no.
(479) 464-1570
Located at
PO BOX 2030
BENTONVILLE
AR
ZIP+4
72712
15
Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of
Form 1041
—check here
.........
and enter the amount of tax-exempt interest received or accrued during the year
........
15
16
At any time during calendar year 2021, did the foundation have an interest in or a signature or other authority over
Yes
No
a bank, securities, or other financial account in a foreign country?
.................
16
No
See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required
File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
Yes
No
1a
During the year did the foundation (either directly or indirectly):
(1)
Engage in the sale or exchange, or leasing of property with a disqualified person?
...........
1a(1)
No
(2)
Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
a disqualified person?
..............................
1a(2)
No
(3)
Furnish goods, services, or facilities to (or accept them from) a disqualified person?
...........
1a(3)
Yes
(4)
Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
............
1a(4)
No
(5)
Transfer any income or assets to a disqualified person (or make any of either available
for the benefit or use of a disqualified person)?
......................
1a(5)
No
(6)
Agree to pay money or property to a government official? (
Exception.
Check "No"
if the foundation agreed to make a grant to or to employ the official for a period
after termination of government service, if terminating within 90 days.)
...............
1a(6)
No
b
If any answer is "Yes" to 1a(1)–(6), did
any
of the acts fail to qualify under the exceptions described in Regulations
section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions
..........
1b
No
c
Organizations relying on a current notice regarding disaster assistance check here
........
d
Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
that were not corrected before the first day of the tax year beginning in 2021?
.............
1d
No
2
Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
a
At the end of tax year 2021, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2021?
....................
2a
No
If "Yes," list the years
20
,
20
,
20
,
20
b
Are there any years listed in 2a for which the foundation is
not
applying the provisions of section 4942(a)(2)
(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
to
all
years listed, answer "No" and attach statement—see instructions.)
..............
2b
c
If the provisions of section 4942(a)(2) are being applied to
any
of the years listed in 2a, list the years here.
20
,
20
,
20
,
20
3a
Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
any time during the year?
..............................
3a
No
b
If "Yes," did it have excess business holdings in 2021 as a result of
(1)
any purchase by the foundation
or disqualified persons after May 26, 1969;
(2)
the lapse of the 5-year period (or longer period approved
by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or
(3)
the lapse of the 10-, 15-, or 20-year first phase holding period?
(Use Schedule C, Form 4720, to determine
if the foundation had excess business holdings in 2021.)
.....................
3b
4a
Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
4a
No
b
Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2021?
..
4b
No
Form
990-PF
(2021)
Page 6
Form 990-PF (2021)
Page
6
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required
(continued)
5a
During the year did the foundation pay or incur any amount to:
Yes
No
(1)
Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
..........
5a(1)
No
(2)
Influence the outcome of any specific public election (see section 4955); or to carry
on, directly or indirectly, any voter registration drive?
....................
5a(2)
No
(3)
Provide a grant to an individual for travel, study, or other similar purposes?
.............
5a(3)
No
(4)
Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions
........................
5a(4)
No
(5)
Provide for any purpose other than religious, charitable, scientific, literary, or
educational purposes, or for the prevention of cruelty to children or animals?
.............
5a(5)
No
b
If any answer is "Yes" to 5a(1)–(5), did
any
of the transactions fail to qualify under the exceptions described in
Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions
........
5b
c
Organizations relying on a current notice regarding disaster assistance check
.........
d
If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
tax because it maintained expenditure responsibility for the grant?
.................
5d
If "Yes," attach the statement required by Regulations section 53.4945–5(d).
6a
Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
a personal benefit contract?
.............................
6a
No
b
Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?
....
6b
No
If "Yes" to 6b, file Form 8870.
7a
At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
7a
No
b
If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction?
.....
7b
8
Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
excess parachute payment during the year?
.........................
8
No
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors
1
List all officers, directors, trustees, foundation managers and their compensation. See instructions
(a)
Name and address
(b)
Title, and average
hours per week
devoted to position
(c)
Compensation
(If not paid, enter
-0-)
(d)
Contributions to employee benefit plans and deferred compensation
(e)
Expense account,
other allowances
ROBERT A SMITH
ASSISTANT TREASURER
1.000
0
0
0
PO BOX 1860
BENTONVILLE
,
AR
72712
CARRIE W PENNER
DIRECTOR, PRESIDENT
3.000
0
0
0
PO BOX 1860
BENTONVILLE
,
AR
72712
GREGORY B PENNER
DIRECTOR, V.P., SECRETARY, TREASURER
3.000
0
0
0
PO BOX 1860
BENTONVILLE
,
AR
72712
ERRON SMITH
ASSISTANT SECRETARY
1.000
0
0
0
PO BOX 1860
BENTONVILLE
,
AR
72712
2
Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
(a)
Name and address of each employee paid more than $50,000
(b)
Title, and average
hours per week
devoted to position
(c)
Compensation
(d)
Contributions to
employee benefit
plans and deferred
compensation
(e)
Expense account,
other allowances
Total
number of other employees paid over $50,000
...................
0
Form
990-PF
(2021)
Page 7
Form 990-PF (2021)
Page
7
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors
(continued)
3
Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a)
Name and address of each person paid more than $50,000
(b)
Type of service
(c)
Compensation
WALTON ENTERPRISES LLC
ADMINISTRATIVE/MANAGEMENT FEES
124,754
PO BOX 1860
BENTONVILLE
,
AR
72712
GOLDMAN SACHS
INVESTMENT MANAGEMENT
118,398
71 SOUTH WACKER DRIVE SUITE 500
CHICAGO
,
IL
60606
Total
number of others receiving over $50,000 for professional services
.............
0
Part VIII-A
Summary of Direct Charitable Activities
List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.
Expenses
1
2
3
4
Part VIII-B
Summary of Program-Related Investments
(see instructions)
Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.
Amount
1
2
All other program-related investments. See instructions.
3
Total.
Add lines 1 through 3
.........................
0
Form
990-PF
(2021)
Page 8
Form 990-PF (2021)
Page
8
Part IX
Minimum Investment Return
(All domestic foundations must complete this part. Foreign foundations, see instructions.)
1
Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
purposes:
a
Average monthly fair market value of securities
...................
1a
169,041,702
b
Average of monthly cash balances
.......................
1b
3,899,770
c
Fair market value of all other assets (see instructions)
................
1c
0
d
Total
(add lines 1a, b, and c)
.........................
1d
172,941,472
e
Reduction claimed for blockage or other factors reported on lines 1a and
1c (attach detailed explanation)
.............
1e
0
2
Acquisition indebtedness applicable to line 1 assets
..................
2
3
Subtract line 2 from line 1d
.........................
3
172,941,472
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions)
.............................
4
2,594,122
5
Net value of noncharitable-use assets.
Subtract line 4 from line 3.
............
5
170,347,350
6
Minimum investment return.
Enter 5% (0.05) of line 5
................
6
8,517,368
Part X
Distributable Amount
(see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here
and do not complete this part.)
1
Minimum investment return from Part IX, line 6
..................
1
8,517,368
2a
Tax on investment income for 2021 from Part V, line 5
.......
2a
197,983
b
Income tax for 2021. (This does not include the tax from Part V.)
...
2b
c
Add lines 2a and 2b
............................
2c
197,983
3
Distributable amount before adjustments. Subtract line 2c from line 1
............
3
8,319,385
4
Recoveries of amounts treated as qualifying distributions
................
4
5
Add lines 3 and 4
............................
5
8,319,385
6
Deduction from distributable amount (see instructions)
.................
6
7
Distributable amount
as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1
...
7
8,319,385
Part XI
Qualifying Distributions
(see instructions)
1
Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
a
Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26
..........
1a
17,228,088
b
Program-related investments—total from Part VIII-B
..................
1b
0
2
Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
purposes
...............................
2
3
Amounts set aside for specific charitable projects that satisfy the:
a
Suitability test (prior IRS approval required)
....................
3a
b
Cash distribution test (attach the required schedule)
.................
3b
0
4
Qualifying distributions.
Add lines 1a through 3b. Enter here and on Part XII, line 4.
4
17,228,088
Form
990-PF
(2021)
Page 9
Form 990-PF (2021)
Page
9
Part XII
Undistributed Income
(see instructions)
(a)
Corpus
(b)
Years prior to 2020
(c)
2020
(d)
2021
1
Distributable amount for 2021 from Part X, line 7
8,319,385
2
Undistributed income, if any, as of the end of 2021:
a
Enter amount for 2020 only
.......
0
b
Total for prior years:
20
,
2018
,
2017
0
3
Excess distributions carryover, if any, to 2021:
a
From 2016
......
2,038,046
b
From 2017
......
2,228,806
c
From 2018
......
1,200,804
d
From 2019
......
7,247,165
e
From 2020
......
9,526,509
f
Total
of lines 3a through e
........
22,241,330
4
Qualifying distributions for 2021 from Part
XI, line 4:
$
17,228,088
a
Applied to 2020, but not more than line 2a
0
b
Applied to undistributed income of prior years
(Election required—see instructions)
.....
0
c
Treated as distributions out of corpus (Election
required—see instructions)
........
0
d
Applied to 2021 distributable amount
.....
8,319,385
e
Remaining amount distributed out of corpus
8,908,703
5
Excess distributions carryover applied to 2021.
0
(If an amount appears in column (d), the
same amount must be shown in column (a).)
6
Enter the net total of each column as
indicated below:
a
Corpus. Add lines 3f, 4c, and 4e. Subtract line 5
31,150,033
b
Prior years’ undistributed income. Subtract
line 4b from line 2b
..........
0
c
Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed
......
d
Subtract line 6c from line 6b. Taxable amount
—see instructions
...........
0
e
Undistributed income for 2019. Subtract line
4a from line 2a. Taxable amount—see
instructions
.............
0
f
Undistributed income for 2021. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2022
..........
0
7
Amounts treated as distributions out of
corpus to satisfy requirements imposed by
section 170(b)(1)(F) or 4942(g)(3) (Election may
be required - see instructions)
.......
0
8
Excess distributions carryover from 2016 not
applied on line 5 or line 7 (see instructions)
...
2,038,046
9
Excess distributions carryover to 2022.
Subtract lines 7 and 8 from line 6a
......
29,111,987
10
Analysis of line 9:
a
Excess from 2017
....
2,228,806
b
Excess from 2018
....
1,200,804
c
Excess from 2019
....
7,247,165
d
Excess from 2020
....
9,526,509
e
Excess from 2021
....
8,908,703
Form
990-PF
(2021)
Page 10
Form 990-PF (2021)
Page
10
Part XIII
Private Operating Foundations
(see instructions and Part VI-A, question 9)
1a
If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2021, enter the date of the ruling
......
b
Check box to indicate whether the organization is a private operating foundation described in section
4942(j)(3)
or
4942(j)(5)
2a
Enter the lesser of the adjusted net
income from Part I or the minimum
investment return from Part IX for each
year listed
..........
Tax year
Prior 3 years
(e) Total
(a)
2021
(b)
2020
(c)
2019
(d)
2018
b
85% (0.85) of line 2a
.........
c
Qualifying distributions from Part XI,
line 4 for each year listed
.....
d
Amounts included in line 2c not used directly
for active conduct of exempt activities
..........
e
Qualifying distributions made directly
for active conduct of exempt activities.
Subtract line 2d from line 2c
....
3
Complete 3a, b, or c for the
alternative test relied upon:
a
“Assets" alternative test—enter:
(1)
Value of all assets
......
(2)
Value of assets qualifying
under section 4942(j)(3)(B)(i)
b
“Endowment" alternative test— enter 2/3
of minimum investment return shown in
Part IX, line 6 for each year listed
..
c
“Support" alternative test—enter:
(1)
Total support other than gross
investment income (interest,
dividends, rents, payments
on securities loans (section
512(a)(5)), or royalties)
....
(2)
Support from general public
and 5 or more exempt
organizations as provided in
section 4942(j)(3)(B)(iii)
....
(3)
Largest amount of support
from an exempt organization
(4)
Gross investment income
Part XIV
Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)
1
Information Regarding Foundation Managers:
a
List any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
CARRIE W PENNER
b
List any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
2
Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
Check here
if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions
a
The name, address, and telephone number or email address of the person to whom applications should be addressed:
b
The form in which applications should be submitted and information and materials they should include:
c
Any submission deadlines:
d
Any restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
Form
990-PF
(2021)
Page 11
Form 990-PF (2021)
Page
11
Part XIV
Supplementary Information
(continued)
3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient
If recipient is an individual,
show any relationship to
any foundation manager
or substantial contributor
Foundation
status of
recipient
Purpose of grant or
contribution
Amount
Name and address (home or business)
a
Paid during the year
African American Community Service Agency
304 N 6th Street
San Jose
,
CA
95112
PC
Community Development - General operating Support
50,000
Aspen Center for Environmental Studies
100 Puppy Smith Street
Aspen
,
CO
81611
PC
Environment - General Operating Support
25,000
Aspen Center for Environmental Studies
100 Puppy Smith Street
Aspen
,
CO
81611
PC
50th Anniversary Campaign
250,000
Aspen Country Day School Inc
85 Country Day Way
Aspen
,
CO
81611
PC
Education - General Operating Support
25,000
Aspen Journalism
1280 Ute Ave Suite 9
Aspen
,
CO
81611
PC
Environment - General Operating Support
5,000
Brown University
Box 1877
Providence
,
RI
02912
PC
Van Wickle Scholarship Fund
2,000,000
Brown University
Box 1878
Providence
,
RI
02913
PC
Brown Undergraduate Internship and Research Fund
2,000,000
Brown University
Box 1877
Providence
,
RI
02912
PC
Undergraduate Annual Fund
50,000
Brown University
Box 1877
Providence
,
RI
02912
PC
Athletics - Men's Water polo Support
10,000
California Academy of Sciences
55 Music Concourse Drive Golden Gat
e Park
San Francisco
,
CA
94118
PC
Education - General Operating Support
30,000
Charles Armstrong School
1405 Solana Drive
Belmont
,
CA
94002
PC
Education - General Operating Support
5,000
Child Advocates of Silicon Valley Inc
509 Valley Way Bldg 2
Milpitas
,
CA
95035
PC
Community Development - General operating Support
5,000
Child Mind Institute Inc
101 East 56th Street
New York
,
NY
10022
PC
Health - General Operating Support
15,000
Children's Health Council Inc
650 Clark Way
Palo Alto
,
CA
94304
PC
Health - General Operating Support
26,000
Church of the Pioneers Foundation
1155 University Drive Bldg 3
Menlo Park
,
CA
94025
PC
Religion - General Operating Support
5,000
Coaching Corps
310 Eighth Street Suite 300
Oakland
,
CA
94607
PC
Community Development - General operating Support
10,000
Colorado Mountain College Foundation Inc
802 Grand Ave
Glenwood Springs
,
CO
81601
PC
Education - General Operating Support
10,000
Democracy Found
8850 Blackhawk Rd Apt 403
Middleton
,
WI
53562
PC
Community & Economic Development - General operating Support
250,000
Edgewood Center for Children and Families
1801 Vicente Street
San Francisco
,
CA
94116
PC
Health - General Operating Support
1,000
EdVoice Institute for Research and Education
1107 9th St Ste 680
Sacramento
,
CA
95814
PC
Education - General Operating Support
115,000
Environmental Working Group
1436 U Street NW
Washington
,
DC
20009
PC
Health - General Operating Support
1,000
Foxg1 Research Foundation
One Luckenbach Lane
Sands Point
,
NY
11050
PC
Health - General Operating Support
25,000
Friends of the Palo Alto Junior Museum and Zoo
1451 Middlefield Road
Palo Alto
,
CA
94301
PC
Education - General Operating Support
1,000
Fuller Theological Seminary
Office of Development 135 N Oakland
Ave
Pasadena
,
CA
91182
PC
Religion - General Operating Support
10,000
Georgetown University
37th and O Streets NW
Washington
,
DC
20057
PC
Penner Family Endowed Scholarship and Experiences Funds
2,000,000
Georgetown University
37th and O Streets NW
Washington
,
DC
20057
PC
Education - General Operating Support
25,000
Georgetown University
37th and O Streets NW
Washington
,
DC
20057
PC
Support for the School of Foreign Service
10,000
Georgetown University
37th and O Streets NW
Washington
,
DC
20057
PC
Support for the College of Arts and Sciences
10,000
Governor Dummer Academy dba The Governor's Academy
1 Elm Street
Byfield
,
MA
01922
PC
Education - General Operating Support
25,000
Greater Washington Educational Telecommunications Association Inc
3939 Campbell Avenue
Arlington
,
VA
22206
PC
Community Development - General operating Support
1,000,000
Habitat for Humanity Greater San Francisco
500 Washington Street Suite 250
San Francisco
,
CA
94111
PC
Community & Economic Development - General operating Support
10,000
Hawaii Community Foundation
827 Fort Street Mall
Honolulu
,
HI
96813
PC
Community & Economic Development - General operating Support
10,000
Honored Foundation
1645 31st St NW
Washington
,
DC
20007
PC
Education - General Operating Support
25,000
International Mountain Bicycling Association
PO Box 20280
Boulder
,
CO
80308
PC
Athletics - General Operating Support
25,000
KQED Inc
2601 Mariposa Street
San Francisco
,
CA
94110
PC
Arts/Culture - General Operating Support
5,000
Lucile Packard Foundation for Children's Health
400 Hamilton Avenue Suite 340
Palo Alto
,
CA
94301
PC
Health - General Operating Support
10,000
Menlo School
50 Valparaiso
Atherton
,
CA
94027
PC
Education - General Operating Support
10,000
Midpeninsula Regional Open Space District
330 Distel Circle
Los Altos
,
CA
94022
GOV
Environment - General Operating Support
5,000
Montana Academy Foundation
9705 Lost Prairie Road
Marion
,
MT
59925
PC
Health - General Operating Support
25,000
Monterey Bay Aquarium Foundation
886 Cannery Row
Monterey
,
CA
93940
PC
Environment - General Operating Support
10,000
Monterey Peninsula Foundation
1 Lower Ragsdale Dr Bldg 3
Monterey
,
CA
93940
PC
Community Development - General operating Support
50,000
National Christian Foundation Inc
11625 Rainwater Drive Suite 500
Alpharetta
,
GA
30009
PC
Religion - General Operating Support
25,000
New York Road Runners Inc
156 W 56th St 3rd Floor
New York
,
NY
10019
PC
Athletics - General Operating Support
10,000
Pebble Beach Company Foundation
PO Box 1767
Pebble Beach
,
CA
93953
PC
Education - General Operating Support
5,000
Peninsula Open Space Trust
222 High Street
Palo Alto
,
CA
94301
PC
Environment - General Operating Support
1,000
Phillips Brooks School
2245 Avy Avenue
Menlo Park
,
CA
94025
PC
Education - General Operating Support
5,000
Positive Coaching Alliance
1001 N Rengstorff Ave Suite 100
Mountain View
,
CA
94043
PC
Athletics - General Operating Support
5,000
Protect Our Winters
4676 Broadway Street
Boulder
,
CO
80304
PC
Environment - General Operating Support
10,000
REDF
101 A Clay Street Suite 103
San Francisco
,
CA
94111
PC
Community & Economic Development - General operating Support
500,000
Roaring Fork Public Radio Inc (dba Aspen Public Radio)
110 E Hallam Ste 134
Aspen
,
CO
81611
PC
Arts/Culture - General Operating Support
10,000
Sacred Heart Schools Atherton
150 Valparaiso
Atherton
,
CA
94027
PC
Education - General Operating Support
50,000
San Jose Children's Discovery Museum
180 Woz Way
San Jose
,
CA
95110
PC
Community Development - General operating Support
1,000
Semper Fi & America's Fund
Box 555193
Camp Pendleton
,
CA
92055
PC
Health - General Operating Support
1,000
St Paul's School
325 Pleasant Street
Concord
,
NH
03301
PC
Education - General Operating Support
50,000
Star Rock Ministries
PO Box 996
San Clemente
,
CA
92674
PC
Religion - General Operating Support
20,000
Teach for All Inc
25 Broadway 12th Floor
New York
,
NY
10004
PC
Education - General Operating Support
500,000
Teach for America New York City Region
25 Broadway 12th Floor
New York
,
NY
10004
PC
Leaders for this moment Annual Benefit Dinner
100,000
Teach for America Inc
Bay Area 940 Howard St
San Francisco
,
CA
94103
PC
Lead Today, Change Tomorrow Annual Benefit Dinner
25,000
The Asian American Foundation
20018 Chateau Bend Dr
Katy
,
TX
77450
PC
Community & Economic Development - General operating Support
1,000,000
The Aspen Institute Inc
Office of Institutional Advancement
2300 N Street NW Suite 700
Washington
,
DC
20037
PC
Community & Economic Development - General operating Support
50,000
The Board of Trustees of the Leland Stanford Junior University
Frances C Arrillaga Alumni Center 3
26 Galvez Street
Stanford
,
CA
94305
PC
Support for the Cantor Arts Center
10,000
The Board of Trustees of the Leland Stanford Junior University
Frances C Arrillaga Alumni Center 3
26 Galvez Street
Stanford
,
CA
94305
PC
The Department of Athletics, Physical Education, and Recreation Pledge
4,000,000
The Board of Trustees of the Leland Stanford Junior University
Frances C Arrillaga Alumni Center 3
26 Galvez Street
Stanford
,
CA
94305
PC
Support for the Business School
50,000
The Board of Trustees of the Leland Stanford Junior University
Frances C Arrillaga Alumni Center 3
26 Galvez Street
Stanford
,
CA
94305
PC
Support for the Parent Fund
25,000
The Board of Trustees of the Leland Stanford Junior University
Frances C Arrillaga Alumni Center 3
26 Galvez Street
Stanford
,
CA
94305
PC
Support for the School of Education
50,000
The Board of Trustees of the Leland Stanford Junior University
Frances C Arrillaga Alumni Center 3
26 Galvez Street
Stanford
,
CA
94305
PC
Support for the Athletic Department
25,000
The Exploratorium
Pier 17 Suite 100
San Francisco
,
CA
94111
PC
Community Development - General operating Support
2,000
The Nature Conservancy - California
201 Mission Street 4th Floor
San Francisco
,
CA
94105
PC
Environment - General Operating Support
5,000
The Nueva School
6565 Skyline Blvd
Hillsborough
,
CA
94010
PC
Education - General Operating Support
10,000
The Opportunity Trust
4220 Duncan Avenue 2nd Floor
St Louis
,
MO
63110
PC
Education - General Operating Support
250,000
The Tech Interactive
201 S Market St
San Jose
,
CA
95113
PC
Community Development - General operating Support
1,000
The Trust for Hidden Villa
26870 Moody Road
Los Altos
,
CA
94022
PC
Community Development - General operating Support
1,000
Trustees of Deerfield Academy
7 Boyden Lane
Deerfield
,
MA
01342
PC
Education - General Operating Support
50,000
USA Cycling Foundation
210 USA Cycling Point Suite 100
Colorado Springs
,
CO
80919
PC
Athletics - General Operating Support
50,000
USA Water Polo Inc
6 Morgan Suite 150
Irvine
,
CA
92618
PC
Support for the Aquatic Facility and Olympic Training Center
1,000,000
USA Water Polo Inc
6 Morgan Suite 150
Irvine
,
CA
92618
PC
Athletics - General Operating Support
50,000
West Palm Golf Community Trust
525 Okeechobee Blvd Suite 11000
West Palm Beach
,
FL
33401
PC
Community Development - General operating Support
1,000,000
Young Life Foundation
PO Box 520 International Service Ce
nter
Colorado Springs
,
CO
80901
PC
Religion - General Operating Support
10,000
Total
.................................
3a
17,136,000
b
Approved for future payment
Total
.................................
3b
0
Form
990-PF
(2021)
Page 12
Form 990-PF (2021)
Page
12
Part XV-A
Analysis of Income-Producing Activities
Enter gross amounts unless otherwise indicated.
Unrelated business income
Excluded by section 512, 513, or 514
(e)
Related or exempt
function income
(See instructions.)
1
Program service revenue:
(a)
Business code
(b)
Amount
(c)
Exclusion code
(d)
Amount
a
b
c
d
e
f
g
Fees and contracts from government agencies
14
3,184,011
948
2
Membership dues and assessments
....
3
Interest on savings and temporary cash
investments
...........
4
Dividends and interest from securities
....
5
Net rental income or (loss) from real estate:
a
Debt-financed property
......
b
Not debt-financed property
.....
6
Net rental income or (loss) from personal property
7
Other investment income
.....
8
Gain or (loss) from sales of assets other than
inventory
............
18
11,652,222
9
Net income or (loss) from special events:
10
Gross profit or (loss) from sales of inventory
11
Other revenue:
a
NORTHERN TRUST
18
1,594
b
PASS-THROUGH - OTHER INCOME/(LOSS)
18
1,145,058
c
d
e
12
Subtotal. Add columns (b), (d), and (e)
..
0
15,982,885
948
13
Total.
Add line 12, columns (b), (d), and (e)
..................
13
15,983,833
(See worksheet in line 13 instructions to verify calculations.)
Part XV-B
Relationship of Activities to the Accomplishment of Exempt Purposes
Line No.
Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
instructions.)
4
NONTAXABLE INCOME FROM PARTNERSHIPS
Form
990-PF
(2021)
Page 13
Form 990-PF (2021)
Page
13
Part XVI
Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
1
Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
Yes
No
a
Transfers from the reporting foundation to a noncharitable exempt organization of:
(1)
Cash
...................................
1a(1)
No
(2)
Other assets
.................................
1a(2)
No
b
Other transactions:
(1)
Sales of assets to a noncharitable exempt organization
....................
1b(1)
No
(2)
Purchases of assets from a noncharitable exempt organization
..................
1b(2)
No
(3)
Rental of facilities, equipment, or other assets
.......................
1b(3)
No
(4)
Reimbursement arrangements
...........................
1b(4)
No
(5)
Loans or loan guarantees
.............................
1b(5)
No
(6)
Performance of services or membership or fundraising solicitations
................
1b(6)
No
c
Sharing of facilities, equipment, mailing lists, other assets, or paid employees
..............
1c
No
d
If the answer to any of the above is "Yes," complete the following schedule. Column
(b)
should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column
(d)
the value of the goods, other assets, or services received.
(a)
Line No.
(b)
Amount involved
(c)
Name of noncharitable exempt organization
(d)
Description of transfers, transactions, and sharing arrangements
2a
Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527?
...........
Yes
No
b
If "Yes," complete the following schedule.
(a)
Name of organization
(b)
Type of organization
(c)
Description of relationship
Sign Here
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
2022-11-07
May the IRS discuss this return
with the preparer shown below?
See instructions.
Yes
No
Signature of officer or trustee
Date
Title
Paid Preparer Use Only
Print/Type preparer's name
KENT C CROUCH
Preparer's Signature
Date
2021-11-13
Check if self-
employed
PTIN
P00810750
Firm's name
WALTON ENTERPRISES LLC
Firm's EIN
62-1665434
Firm's address
PO BOX 1860
BENTONVILLE
,
AR
72712
Phone no.
(479) 464-1500
Form
990-PF
(2021)
Additional Data
Software ID:
21014044
Software Version:
2021v4.2
Form 990PF - Special Condition Description:
Special Condition Description