Form990-PF

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter Social Security numbers on this form as it may be made public. By law, the IRS cannot redact the information on the form.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2013
Open to Public Inspection
For calendar year 2013, or tax year beginning 01-01-2013 , and ending 12-31-2013
Name of foundation
The Yelp Foundation
 
% ROBERT J KROLIK
Number and street (or P.O. box number if mail is not delivered to street address)140 New Montgomery St 9th FlSuiteRoom/suite
City or town, state or province, country, and ZIP or foreign postal code
San Francisco, CA94105
A Employer identification number

45-4001403
B Telephone number (see instructions)

(415) 908-3801
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$31,731,135J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
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)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 0
2 Check bullet
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities......      
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 1,283,029
b Gross sales price for all assets on line 6a 1,568,029
7 Capital gain net income (from Part IV, line 2)... 1,283,029
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule).......      
12 Total. Add lines 1 through 11........ 1,283,029 1,283,029  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0      
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 14,810 0 0 0
b Accounting fees (attach schedule)....... Click to see attachment 6,801 0 0 0
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions) Click to see attachment 8,315      
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications.......... 286      
23 Other expenses (attach schedule)....... Click to see attachment 2,765      
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 32,977 0 0 0
25 Contributions, gifts, grants paid........ 486,987 486,987
26 Total expenses and disbursements. Add lines 24 and 25 519,964 0 0 486,987
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 763,065
b Net investment income (if negative, enter -0-) 1,283,029
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2013)
Form 990-PF (2013)
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
Assets 1 Cash—non-interest-bearing............... 626,937 1,680,285 1,680,285
2 Savings and temporary cash investments..........      
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)........ 8,871,250 Click to see attachment30,050,850 30,050,850
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)...........      
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 9,498,187 31,731,135 31,731,135
Liabilities 17 Accounts payable and accrued expenses.......... 1,359 6,292
18 Grants payable...................    
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22).......... 1,359 6,292
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 9,496,828 31,724,843
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see page 17 of the
instructions).................... 9,496,828 31,724,843
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 9,498,187 31,731,135
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 30 (must agree
with end-of-year figure reported on prior year’s return)............... 1 9,496,828
2 Enter amount from Part I, line 27a..................... 2 763,065
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 21,464,950
4 Add lines 1, 2, and 3.......................... 4 31,724,843
5 Decreases not included in line 2 (itemize) bullet 5  
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 31,724,843
Form 990-PF (2013)
Form 990-PF (2013)
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 12,500 SHARES OF YELP INC.   2011-12-06 2013-09-04
b 12,500 SHARES OF YELP INC.   2011-12-06 2013-10-02
c
d
e
(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 666,533   142,500 524,033
b 901,496   142,500 758,996
c
d
e
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       524,033
b       758,996
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 1,283,029
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 . . . . . . . . . . . . . . . . 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2012 52,828 10,095,524 0.005233
2011 0 0 0.0
2010      
2009      
2008      
2 Total of line 1, column (d) ...................... 2 0.005233
3 Average distribution ratio for the 5-year base period—divide the total on line 2 by 5, or by
the number of years the foundation has been in existence if less than 5 years. . . 		3 0.002617
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 20,138,138
5 Multiply line 4 by line 3....................... 5 52,702
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 12,830
7 Add lines 5 and 6......................... 7 65,532
8 Enter qualifying distributions from Part XII, line 4.............. 8 486,987
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See
the Part VI instructions.
Form 990-PF (2013)
Form 990-PF (2013)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)
1a Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 12,830
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% 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 12,830
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 12,830
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 6,000
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 6,000
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9 6,830
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10  
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet   RefundedBullet 11  
Part VII-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 page 19 of
the instructions for 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. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
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
     
    No
    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 XV.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletCA
    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 2013 or the taxable year beginning in 2013 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    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
    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 addressbulletN/A
    14
    The books are in care ofbulletROBERT J KROLIK Telephone no.bullet (415) 908-3801
    Located atbullet140 NEW MONTGOMERY ST 9TH FLSAN FRANCISCOCA ZIP+4bullet94105
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 2013, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country?
    16   No
    See instructions for exceptions and filing requirements for Form TD F 90-22.1. If "Yes", enter the name of the
    foreign country bullet  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 5
    Part VII-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?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (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)?.................
    (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.).........
    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 page 20 of the instructions)?...
    1b
     
     
    .........bullet
    c
    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 2013?.............
    1c
     
    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 2013, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2013?...............
    If "Yes," list the years bullet20, 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.
    bullet20, 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?.........................
    b
    If "Yes," did it have excess business holdings in 2013 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 2013.)....................
    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 2013?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see instructions)........
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    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
     
     
    .........bullet
    c
    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?............
    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?........................
    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?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 6
    Part VIII
    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
    Jeremy Richard Stoppelman Chairman of the Board
    0.5     		0    
    3155 Sacramenta Street
    San Francisco,CA94115
    Geoffrey Lawrence Donaker President
    0.5     		0    
    3466 Waverley Street
    Palo Alto,CA94306
    Robert Jay Krolik CFO/Treasurer
    1.0     		0    
    568 Kelly Way
    Palo Alto,CA94306
    Laurence Anthony Wilson Secretary
    0.5     		0    
    6322 Colby Street
    Oakland,CA94618
    Erica Galos - Alioto Director
    0.5     		0    
    5216 N 45th Pl
    Phoenix,AZ85018
    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...................bullet  
    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
     
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-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  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 7
    Part IX-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 page 24 of the instructions.
    3  
    Total. Add lines 1 through 3.........................bullet  
    Part X
    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
     
    b
    Average of monthly cash balances.......................
    1b
     
    c
    Fair market value of all other assets (see instructions)................
    1c
     
    d
    Total (add lines 1a, b, and c).........................
    1d
     
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
     
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
     
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
     
    6
    Minimum investment return. Enter 5% of line 5..................
    6
     
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,006,907
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
    12,830
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    12,830
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    994,077
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    994,077
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    994,077
    Part XII
    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
     
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    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
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
     
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see instructions).................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
     
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 8
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2012     		(c)
    2012     		(d)
    2013
    1 Distributable amount for 2013 from Part XI, line 7 994,077
    2 Undistributed income, if any, as of the end of 2013:
    a Enter amount for 2012 only....... 449,398
    b Total for prior years:2011, 2010, 2009 0
    3 Excess distributions carryover, if any, to 2013:
    a From 2008.......  
    b From 2009.......  
    c From 2010.......  
    d From 2011.......  
    e From 2012....... 0
    fTotal of lines 3a through e......... 0
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$ 486,987
    a Applied to 2012, but not more than line 2a 449,398
    b Applied to undistributed income of prior years
    (Election required—see instructions)......     		 
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		 
    d Applied to 2013 distributable amount..... 37,589
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2013. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
    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 2012. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2013. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2014 ..........     		956,488
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (see
    instructions) .............     		 
    8Excess distributions carryover from 2008 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		0
    10 Analysis of line 9:
    a Excess from 2009....  
    b Excess from 2010....  
    c Excess from 2011....  
    d Excess from 2012....  
    e Excess from 2013.... 0
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 9
    Part XIV
    Private Operating Foundations (see instructions and Part VII-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 2013, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2013 (b) 2012 (c) 2011 (d) 2010
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    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 X, 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 XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList 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).)
    bList 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.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 10
    Part XV
    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)
    aPaid during the year
    826 Valencia
    826 Valencia Street
    San Francisco,CA94110     		    Contribution in support of students ages six to eighteen with their creative and expository writing skills and to helping teachers inspire their students to write. 100,000
    Women's Initiative for Self Employment
    1398 Valencia Street
    San Francisco,CA94110     		    Contribution to fund program that offers high-potential, low-income women the training and support they need in order to start and expand their own businesses. 100,000
    Kiva
    875 Howard Street Suite 340
    San Francisco,CA94103     		    Funding loans to people to alleviate poverty. 100,000
    Public Knowledge
    1818 N Street NW Suite 140
    Washington,DC20036     		    Contribution in support of openness of the Internet and the public's access to knowledge. 25,000
    Electronic Frontier Foundation
    815 Eddy Street
    San Francisco,CA94109     		    Contribution in support of defending civil liberties in the digital world. 25,000
    Center for Democracy and Technology
    55 New Montgomery Street 513
    San Francisco,CA94105     		    Contribution in support of user-controlled nature of the Internet and freedom of expression. 50,000
    893 KPCC Southern California Public Radio
    474 South Raymond Avenue
    Pasadena,CA91105     		    Matching contribution made by employee of Yelp, Inc. 120
    ACLU Foundation
    125 Broad Street 18th Floor
    New York,NY100042400     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Action Against Hunger ACF-USA
    Action Against Hunger USA Donatio
    247 West 37th Street 10th Floor
    New York,NY10018     		    Matching contribution made by employee of Yelp, Inc. 35
    AIDSLifeCycle (memo FBO Greg Sand)
    AIDS/LifeCycle c/p LA Gay Lesbi
    1625 N Schrader Boulevard
    Los Angeles,CA90028     		    Matching contribution made by employee of Yelp, Inc. 100
    Alzheimer's Association
    PO Box 96011
    Washington,DC200906011     		    Matching contribution made by employee of Yelp, Inc. 120
    American Heart Association
    1 Union St Ste 301
    Robbinsville,NJ08691     		    Matching contribution made by employee of Yelp, Inc. 25
    American Red Cross
    2025 E St NW
    Washington,DC20006     		    Matching contribution made by employee of Yelp, Inc. 3,100
    Anti-Cruelty Society (Chicago)
    Attn Nadine Walmsely/Matching Dona
    157 W Grand Avenue
    Chicago,IL60654     		    Matching contribution made by employee of Yelp, Inc. 250
    Arizona Development Services
    20165 N 67th Ave 122A
    Glendale,AZ85308     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Arizona Humane Society
    9226 N 15th Ave
    Phoenix,AZ85021     		    Matching contribution made by employee of Yelp, Inc. 150
    Arthritis Foundation
    Arthritis Foundation Northwestern
    PO Box 140512
    Toledo,OH43614     		    Matching contribution made by employee of Yelp, Inc. 50
    Augusta Mini Theatre Inc
    2548 Deans Bridge Road
    Augusta,GA30906     		    Matching contribution made by employee of Yelp, Inc. 76
    Bay Area Rescue Mission - King's Club
    c/o Marshelle Wilburn 2114 Macdona
    Richmond,CA94801     		    Matching contribution made by employee of Yelp, Inc. 500
    Berkeley Humane Scoiety
    2700 Ninth Street
    Berkeley,CA94710     		    Matching contribution made by employee of Yelp, Inc. 50
    Big Brothers and Big Sisters of Central Arizona
    2645 N 24th Street
    Phoenix,AZ85008     		    Matching contribution made by employee of Yelp, Inc. 200
    Branson School
    c/o Rebecca Houser PO Box 887
    Ross,CA94957     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Building Opportunities For Self-Sufficiency
    2065 Kittredge St Ste E
    Berkeley,CA94704     		    Matching contribution made by employee of Yelp, Inc. 103
    California YMCA Youth & Government
    255 Third Street 215
    Sacramento,CA95818     		    Matching contribution made by employee of Yelp, Inc. 50
    Campus Crusade for Christ
    Campus Crusade for Christ/CRU
    100 Lake Hart Drive 2400
    Orlando,FL32832     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Carnegie Mellon University - General Scholarship F
    Carnegie Mellon University Attn D
    Six PPG Place 14th Floor
    Pittsburgh,PA152225409     		    Matching contribution made by employee of Yelp, Inc. 250
    Catholic Relief Services
    PO Box 17090
    Baltimore,MD212970303     		    Matching contribution made by employee of Yelp, Inc. 1,100
    Chabad of Noe Valley
    3771 Cesar Chavez St
    San Francisco,CA94110     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Child's Play
    123 NW 36th Street Suite 210
    Seattle,WA98107     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Clemson UniversityNational Scholars Program
    PO Box 1889
    Clemson,SC296331889     		    Matching contribution made by employee of Yelp, Inc. 125
    Community Initiatives - Mission Science Workshop
    354 Pine Street Suite 700
    San Francisco,CA94104     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Cornell University Prison Education Program
    101 McGraw Hall Cornell University
    Ithaca,NY14853     		    Matching contribution made by employee of Yelp, Inc. 100
    Coschoton Foundation
    PO Box 55
    Coschoton,OH43812     		    Matching contribution made by employee of Yelp, Inc. 3,000
    Dickinson College
    Alumni Parent Engagement
    PO Box 1773
    Carlisle,PA170132896     		    Matching contribution made by employee of Yelp, Inc. 229
    Direct Relief
    27 S La Patera Lane
    Santa Barbara,CA93117     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Electronic Frontier Foundation
    815 Eddy Street
    San Francisco,CA94109     		    Matching contribution made by employee of Yelp, Inc. 4,525
    Emma Willard School
    285 Pawling Avenue
    Troy,NY12180     		    Matching contribution made by employee of Yelp, Inc. 1,000
    FACTSF
    1310 Mission St
    San Francisco,CA94103     		    Matching contribution made by employee of Yelp, Inc. 100
    Fairy Dog Parents
    PO Box 1342
    Duxbury,MA02332     		    Matching contribution made by employee of Yelp, Inc. 1,000
    First Hebrew Congregation of Oakland-Temple Sinai
    2808 Summit St
    Oakland,CA94609     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Football Club of MarinAndare Forte Foundation
    161 Humbold St
    San Francisco,CA94901     		    Matching contribution made by employee of Yelp, Inc. 1,000
    For the Love of Pits
    PO Box 19292
    Cleveland,OH44119     		    Matching contribution made by employee of Yelp, Inc. 100
    Foundation for Madison's Public Schools
    455 Science Drive Suite 130
    Madison,WI53711     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Friends of Public Radio Arizona
    2323 W 14th St
    Tempe,AZ85281     		    Matching contribution made by employee of Yelp, Inc. 100
    Friends of the Urban Forest
    1007 General Kennedy Ave Ste 1
    San Francisco,CA94129     		    Matching contribution made by employee of Yelp, Inc. 1,000
    From Chrysalis to Wings
    30021 Tomas Road Ste 300
    Rancho Santa Margarita,CA92688     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Georgetown Preparatory School
    Attn Development Office
    10900 Rockville Pike
    North Bethesda,MD20852     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Give Directly
    Church Street Station
    PO Box 3221
    New York,NY10008     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Give Well
    182 Howard Street 208
    San Francisco,CA94105     		    Matching contribution made by employee of Yelp, Inc. 250
    Global Fund for Women
    222 Sutter Street Suite 500
    San Francisco,CA94108     		    Matching contribution made by employee of Yelp, Inc. 75
    Golden Gate National Parks Conservancy
    Building 201 Fort Mason
    San Francisco,CA94123     		    Matching contribution made by employee of Yelp, Inc. 250
    Healthy Mothers Healthy Babies
    845 22nd Ave
    Honolulu,HI96815     		    Matching contribution made by employee of Yelp, Inc. 1,000
    HEAR Foundation
    141 W Jackson Ste 1404
    Chicago,IL60604     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Hebrew Free Loan (Non-Sectarian Fund)
    131 Steuart Street Suite 520
    San Francisco,CA94105     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Heifer International (Worldbuilders Team)
    Attn Donor Services
    PO Box 8058
    Little Rock,AR72203     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Immigration Equality
    40 Exchange Place Ste 1300
    New York,NY10005     		    Matching contribution made by employee of Yelp, Inc. 250
    International Justice Mission
    PO Box 96961
    Washington,DC20090     		    Matching contribution made by employee of Yelp, Inc. 500
    Jewish Family and Children's Services
    2150 Post Street
    San Francisco,CA94115     		    Matching contribution made by employee of Yelp, Inc. 680
    Joe Goode Performance Group
    499 Alabama Street 150
    San Francisco,CA94110     		    Matching contribution made by employee of Yelp, Inc. 250
    Kiddo
    409 Sycamore Avenue
    Mill Valley,CA94941     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Kristi Yamaguchi Always Dream Foundation
    125 Railroad Avenue Suite 203
    Danville,CA94526     		    Matching contribution made by employee of Yelp, Inc. 150
    Lawyers Committee for Civil Rights of the San
    Francisco Bay Area
    131 Steuart Street Suite 400
    San Francisco,CA94105     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Leukemia & Lymphoma Society
    PO Box 4072
    Pittsfield,MA01202     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Lyon-Martin Health Services
    1748 Market Street Suite 201
    San Francisco,CA94102     		    Matching contribution made by employee of Yelp, Inc. 1,100
    Management Leadership for Tomorrow
    5335 Wisconsin Ave NW Suite 805
    Washington,DC20015     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Memorial Sloan-Kettering Cancer Center
    PO Box 27106
    New York,NY100877106     		    Matching contribution made by employee of Yelp, Inc. 500
    Mills College
    Attention Lisa Spivak
    5000 MacArthur Blvd
    Oakland,CA94613     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Monterey Bay Aquarium
    886 Cannery row
    Monterey,CA93940     		    Matching contribution made by employee of Yelp, Inc. 1,000
    National Ovarian Cancer Coalition
    2501 Oak Lawn Avenue Suite 435
    Dallas,TX75219     		    Matching contribution made by employee of Yelp, Inc. 50
    Native American Connection - Youth Homebase
    4520 N Central Ave Suite 600
    Phoenix,AZ85012     		    Matching contribution made by employee of Yelp, Inc. 450
    Neighborhood Health Center
    155 Lawn Avenue
    Buffalo,NY14207     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Niles North Fine Arts Parents & Patrons
    C/O Niles North High School
    9800 Lawler
    Skokie,IL60077     		    Matching contribution made by employee of Yelp, Inc. 500
    North-American Islamic Shelter for the Abused
    849 Independence Ave Suite A
    Mountain View,CA94043     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Northwest Trek Foundation
    Northwest Trek Wildlife Park Attn
    11610 Trek Drive E
    Eatonvill,WA98328     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Northwestern University
    1201 Davis Street
    evanston,IL60208     		    Matching contribution made by employee of Yelp, Inc. 1,000
    One Degree
    2370 Market Street Suite 162
    San Francisco,CA941141575     		    Matching contribution made by employee of Yelp, Inc. 300
    Oregon Individual Development Account (IDA) Initia
    310 SW Fourth Avenue Suite 715
    Portland,OR97214     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Palo Alto Partners in Education
    PO Box 1557
    Palo Alto,CA94302     		    Matching contribution made by employee of Yelp, Inc. 2,000
    Parents Club - West Portal School
    5 Lenox Way
    San Francisco,CA941271111     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Partners in Health
    PO Box 845578
    Boston,MA022845578     		    Matching contribution made by employee of Yelp, Inc. 1,300
    Pat Tillman Foundation
    2141 E Broadway Road Suite 115
    Tempe,AZ85282     		    Matching contribution made by employee of Yelp, Inc. 1,000
    PAWS Chicago
    PAWS Chicago Development Office
    c/o Lauren Lapinski 1997 N Clybou
    Chicago,IL60614     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Planned Parenthood Arizona Inc
    5651 N 7th St
    Phoenix,AZ850142500     		    Matching contribution made by employee of Yelp, Inc. 250
    Planned Parenthood Federation of America Inc
    434 West 33rd Street
    New York,NY10001     		    Matching contribution made by employee of Yelp, Inc. 1,200
    Polaris Charter Academy
    620 N Sawyer Ave
    Chicago,IL60624     		    Matching contribution made by employee of Yelp, Inc. 105
    Polly Klaas Fondation
    PO Box 800
    Petaluma,CA94953     		    Matching contribution made by employee of Yelp, Inc. 300
    Prayer Center of the Pacific
    94-1185 Awaiki Street
    Waipahu,HI96797     		    Matching contribution made by employee of Yelp, Inc. 500
    Prostate Cancer Foundation
    1250 Fourth Street
    Santa Monica,CA90401     		    Matching contribution made by employee of Yelp, Inc. 95
    Real Options
    3315 Almaden Expy Ste 25
    San Jose,CA95118     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Rise Inc
    4554 E Inverness Ave 216
    Mesa,AZ85206     		    Matching contribution made by employee of Yelp, Inc. 85
    Room to Read
    111 Sutter Street 16th Floor
    San Francisco,CA94104     		    Matching contribution made by employee of Yelp, Inc. 750
    Rosie's House A Music Academy for Children
    PO Box 13446
    Phoenix,AZ85002     		    Matching contribution made by employee of Yelp, Inc. 100
    San Francisco AIDS Foundation
    AIDS/LifeCycle c/o San Francisco AI
    Foundation Dept 34745 PO Box 3
    San Francisco,CA94139     		    Matching contribution made by employee of Yelp, Inc. 750
    San Francisco Particular Council of the Society of
    St Vincent de Paul
    1237 Van Ness Ave Suite 200
    San Francisco,CA94109     		    Matching contribution made by employee of Yelp, Inc. 515
    Santa Clara University
    500 El Camino Real
    Santa Clara,CA95053     		    Matching contribution made by employee of Yelp, Inc. 620
    Second Harvest Food Bank
    Attn Development Department
    4001 North 1st Street
    San Jose,CA95134     		    Matching contribution made by employee of Yelp, Inc. 1,000
    SF Bicycle Coalition
    833 Market St 10th Floor
    San Francisco,CA94103     		    Matching contribution made by employee of Yelp, Inc. 500
    Silver Bay YMCA
    Silver Bay YMCA Attn Development
    87 Silver Bay Rd
    Silver Bay,NY12874     		    Matching contribution made by employee of Yelp, Inc. 1,000
    SpayNeuter Coalition Inc
    PO Box 544
    Lebanon,GA30146     		    Matching contribution made by employee of Yelp, Inc. 1,000
    St Clare's Retreat
    2381 Laurel Glen Road
    Soquel,CA95073     		    Matching contribution made by employee of Yelp, Inc. 500
    St Jude's Children's Research Hospital
    262 Danny Thomas Place
    Memphis,TN38105     		    Matching contribution made by employee of Yelp, Inc. 100
    St Mary School
    838 Kearny St
    San Francisco,CA94109     		    Matching contribution made by employee of Yelp, Inc. 200
    Students of The World
    25 Taylor St 401
    San Francisco,CA94102     		    Matching contribution made by employee of Yelp, Inc. 250
    Susan G Komen Foundation
    5005 LBJ Freeway Suite 250
    Dallas,TX75244     		    Matching contribution made by employee of Yelp, Inc. 1,000
    The Animal Union
    40 Shakespeare Street
    Daly City,CA94014     		    Matching contribution made by employee of Yelp, Inc. 200
    The Children's Place
    2 E 59th Street
    Kansas City,MO64113     		    Matching contribution made by employee of Yelp, Inc. 995
    The Children's Shelter
    2939 W Woodlawn
    San Antonio,TX78228     		    Matching contribution made by employee of Yelp, Inc. 1,000
    The Friendship Circle
    The Friendship Circle of Greater Ph
    2110 E Lincoln Drive
    Phoenix,AZ85016     		    Matching contribution made by employee of Yelp, Inc. 1,000
    The Hotchkiss School
    11 Interlaken Road
    Lakeville,CT060392141     		    Matching contribution made by employee of Yelp, Inc. 1,000
    The Humane Society US
    Attn Matching Gifts Program 2100
    Washington,DC20037     		    Matching contribution made by employee of Yelp, Inc. 228
    The International Institute of Buffalo
    864 Delaware Ave
    Buffalo,NY14209     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Timmy Global Health
    22 E 22nd St
    Indianapolis,IN46202     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Tiny But Mighty Fund
    C/O Community Foundation of Middle
    3833 Cleghorn Avenue Suite 400
    Nashville,TN37215     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Tumml
    645 Harrison Street Suite 200
    San Francisco,CA94107     		    Matching contribution made by employee of Yelp, Inc. 2,000
    UC Berkeley Foundation Hansoo Lee Fellowship Fund
    University Relations - Gift Adminis
    2080 Addison Street 4200
    Berkeley,CA947204200     		    Matching contribution made by employee of Yelp, Inc. 1,000
    UCLA Fund
    10920 Wilshire Blvd Suite 1400
    Los Angeles,CA90024     		    Matching contribution made by employee of Yelp, Inc. 200
    UCSF Foundation - Campaign for UCSF Mission Bay
    Hospital Box 45339
    San Francisco,CA941450339     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Unicef
    125 Maiden Lane
    New York,NY10038     		    Matching contribution made by employee of Yelp, Inc. 431
    University of Miami
    Division of University Advancement
    PO Box 248073
    Coral Gables,FL33124     		    Matching contribution made by employee of Yelp, Inc. 100
    Valley of the Sun United Way
    1515 East Osborn Rd
    Phoenix,AZ85014     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Verve Vertu - Deutsch Institute
    24 Main St
    Dallas,PA18612     		    Matching contribution made by employee of Yelp, Inc. 200
    Wikimedia Foundation
    PO Box 98204
    Washington,DC200908204     		    Matching contribution made by employee of Yelp, Inc. 250
    World Food Program USA
    1725 I Street NW Suite 510
    Washington,DC20006     		    Matching contribution made by employee of Yelp, Inc. 100
    Wounded Warrior Project
    PO Box 758517
    Topeka,KS66675     		    Matching contribution made by employee of Yelp, Inc. 300
    YaleWomen Inc
    Yale Women Inc c/o Nancy Stratfo
    455 East 57th Street
    New York,NY100223065     		    Matching contribution made by employee of Yelp, Inc. 1,000
    Year Up
    Molly Sims Year Up Bay Area 210 S
    San Francisco,CA94105     		    Matching contribution made by employee of Yelp, Inc. 2,000
    Total .................................bullet 3a 486,987
    bApproved for future payment
    Total .................................bullet 3b  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 11
    Part XVI-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.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    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:
    aDebt-financed property......          
    bNot 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 1,283,029  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e)..   1,283,029  
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,283,029
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 12
    Part XVII
    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) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    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) of the Code (other than section 501(c)(3)) or in section 527?...........
    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 or fiduciary) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2013)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2013 AccountingFeesSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEE 6,801      

    Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

    TY 2013 DepreciationSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included

    TY 2013 InvestmentsCorpStockSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Name of Stock End of Year Book Value End of Year Fair Market Value
    YELP INC. STOCK 30,050,850 30,050,850

    TY 2013 InvestmentsLandSchedule2
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Category/ Item Cost/Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value

    TY 2013 LandEtcSchedule2
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value


    TY 2013 LegalFeesSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEE 14,810      


    TY 2013 OtherExpensesSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ADMINISTRATIVE EXPENSES 2,715      
    BUSINESS REGISTRATION FEE 50      


    TY 2013 OtherIncreasesSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Description Amount
    UNREALIZED GAIN ON INVESTMENTS 21,464,600
    CONTRIBUTION NOT CLAIMED BY ORGANIZATION 350


    TY 2013 TaxesSchedule
    Name:
    The Yelp Foundation
    EIN: 45-4001403
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FEDERAL TAX 7,275      
    CA TAX & FILING FEE 1,040