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.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2014
Open to Public Inspection
For calendar year 2014, or tax year beginning 2014, and ending , 20
Name of foundation
RIVER BRANCH FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)177 4TH AVENUE N 2ND FLOOR   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
JACKSONVILLE, FL32250
A Employer identification number

22-6054887
B Telephone number (see instructions)

(904) 396-5831
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$22,469,635J 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)..............  
2 Check bullet
Sch. B ...............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities...... 314,737 314,737  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 1,459,980
b Gross sales price for all assets on line 6a 4,688,694
7 Capital gain net income (from Part IV, line 2)... 1,459,980
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........ 1,774,717 1,774,717  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0 0   0
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 16,095 12,071   4,024
c Other professional fees (attach schedule).... Click to see attachment 106,960 106,960   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 44,413 11,448   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 1,013 0   0
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 168,481 130,479   4,024
25 Contributions, gifts, grants paid........ 797,000 797,000
26 Total expenses and disbursements. Add lines 24 and 25 965,481 130,479   801,024
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 809,236
b Net investment income (if negative, enter -0-) 1,644,238
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2014)
Form 990-PF (2014)
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...............      
2 Savings and temporary cash investments.......... 754,618 930,636 930,636
3 Accounts receivable bullet62,150
Less: allowance for doubtful accounts bullet   29,711 62,150  
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)........ 14,748,333 Click to see attachment15,415,212 21,538,999
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) 15,532,662 16,407,998 22,469,635
Liabilities 17 Accounts payable and accrued expenses.......... 23,099 86,766
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) Click to see attachment5,516 Click to see attachment7,949
23 Total liabilities (add lines 17 through 22).......... 28,615 94,715
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted...................    
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds......... 15,504,047 16,313,283
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 0 0
30 Total net assets or fund balances (see instructions)...... 15,504,047 16,313,283
31 Total liabilities and net assets/fund balances (see instructions).. 15,532,662 16,407,998
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 15,504,047
2 Enter amount from Part I, line 27a..................... 2 809,236
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 16,313,283
5 Decreases not included in line 2 (itemize) bullet 5 0
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 16,313,283
Form 990-PF (2014)
Form 990-PF (2014)
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 PUBLICLY TRADED SECURITIES P    
b CAPITAL GAINS DIVIDENDS P    
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 4,135,535   3,228,714 906,821
b 553,159     553,159
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       906,821
b       553,159
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 1,459,980
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 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))
2013 1,067,564 19,611,839 0.054435
2012 1,135,320 17,436,272 0.065113
2011 747,791 17,256,157 0.043335
2010 718,918 16,101,103 0.044650
2009 1,614,626 15,910,037 0.101485
2 Total of line 1, column (d) ...................... 2 0.309018
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 0.061804
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 21,801,025
5 Multiply line 4 by line 3....................... 5 1,347,391
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 16,442
7 Add lines 5 and 6......................... 7 1,363,833
8 Enter qualifying distributions from Part XII, line 4.............. 8 801,024
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 (2014)
Form 990-PF (2014)
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 32,885
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 0
3 Add lines 1 and 2........................... 3 32,885
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 32,885
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 24,920
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 20,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 44,920
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 8 48
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 11,987
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet11,987 RefundedBullet 11 0
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 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$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
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 XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletFL, NJ
    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 2014 or the taxable year beginning in 2014 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    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 addressbulletRIVERBRANCHFOUNDATION.ORG
    14
    The books are in care ofbulletEDWARD P SCHMITZER Telephone no.bullet (904) 396-5831
    Located atbullet5011 GATE PARKWAY BLDG 100 SUITE300JACKSONVILLEFL ZIP+4bullet32256
    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 2014, 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 FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR). If "Yes", enter the name of the foreign country bullet  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 6
    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 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 2014?.............
    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 2014, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2014?...............
    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 2014 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 2014.)....................
    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 2014?
    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 4945(d)(4)(A)? (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 (2014)
    Form 990-PF (2014)
    Page 7
    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
    JENNIFER JOHNSON DUKE DIRECTOR
    0.00     		0 0 0
    177 4TH AVENUE NORTH
    JACKSONVILLE,FL32250
    JUDITH LEROUX TRUSTEE
    0.00     		0 0 0
    177 4TH AVENUE NORTH
    JACKSONVILLE,FL32250
    SIMON GREGG TRUSTEE
    0.00     		0 0 0
    177 4TH AVENUE NORTH
    JACKSONVILLE,FL32250
    JASON GREGG TRUSTEE
    0.00     		0 0 0
    177 4TH AVENUE NORTH
    JACKSONVILLE,FL32250
    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
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    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
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet0
    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 N/A 0
    2  
    3  
    4  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 8
    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 N/A 0
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    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
    21,187,857
    b
    Average of monthly cash balances.......................
    1b
    945,163
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    22,133,020
    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
    0
    3
    Subtract line 2 from line 1d.........................
    3
    22,133,020
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    331,995
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    21,801,025
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    1,090,051
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,090,051
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
    32,885
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    32,885
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,057,166
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    1,057,166
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    1,057,166
    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
    801,024
    b
    Program-related investments—total from Part IX-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
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    801,024
    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
    0
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    801,024
    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 (2014)
    Form 990-PF (2014)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2013     		(c)
    2013     		(d)
    2014
    1 Distributable amount for 2014 from Part XI, line 7 1,057,166
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2014:
    a From 2009....... 820,678
    b From 2010.......  
    c From 2011.......  
    d From 2012....... 287,500
    e From 2013....... 111,875
    fTotal of lines 3a through e......... 1,220,053
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$ 801,024
    a Applied to 2013, 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 2014 distributable amount..... 801,024
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2014. 256,142 256,142
    (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 5 963,911
    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......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2013. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2014. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		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
    8Excess distributions carryover from 2009 not
    applied on line 5 or line 7 (see instructions) ...     		564,536
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		399,375
    10 Analysis of line 9:
    a Excess from 2010....  
    b Excess from 2011....  
    c Excess from 2012.... 287,500
    d Excess from 2013.... 111,875
    e Excess from 2014....  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 10
    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 2014, 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) 2014 (b) 2013 (c) 2012 (d) 2011
             
    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 or e-mail address of the person to whom applications should be addressed:
    TRUSTEE THE RIVER BRANCH FOUNDATION
    177 4TH AVENUE NORTH
    JACKSONVILLE,FL32250
    (904) 396-5831
    bThe form in which applications should be submitted and information and materials they should include:
    WRITTEN REQUESTS ACCEPTED FROM RECOGNIZED NONPROFIT ORGANIZATIONS. NO PRESCRIBED APPLICATION FORMAT.
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    ALL GRANTS ARE MADE TO ORGANIZATIONS RECOGNIZED BY IRS AS CHARITABLE ORGANIZATIONS. MOST OF THESE ARE IN THE JACKSONVILLE AREA.
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 11
    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
    CONCORD ACADEMY
    166 MAIN ST
    CONCORD,MA01742     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 100,000
    ECOFLIGHT
    311K ASPEN AIRPORT BUSINESS CENTER
    ASPEN,CO81611     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 20,000
    EVERGLADES FOUNDATION
    18001 OLD CUTLER ROAD
    PALMETTO BAY,FL33157     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 125,000
    THE NATURE CONSERVANCY INC
    4245 NORTH FAIRFAX DRIVE SUITE 100
    ARLINGTON,VA22203     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 150,000
    PUBLIC TRUST ENVIRONMENTAL
    2029 NORTH THIRD STREET
    JACKSONVILLE BEACH,FL32250     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 50,000
    ST JOHN'S RIVERKEEPER
    2800 UNIVERSITY BLVD NORTH
    JACKSONVILLE,FL32211     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 50,000
    VERMONT STUDIO CENTER
    PO BOX 613
    JOHNSON,VT05656     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 100,000
    HARBOR BRANCH FOUNDATION
    5600 US 1 NORTH
    FT PIERCE,FL34946     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 25,000
    TIMICUAN TRAIL PARKS FOUNDATION INC
    2029 NORTH THIRD STREET
    JACKSONVILLE BEACH,FL32250     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 10,000
    NORTH FLORIDA LAND TRUST
    2038 GILMORE STREET
    JACKSONVILLE,FL32204     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 36,000
    AUDUBON FLORIDA
    4500 BISCAYNE BLVD STE 205
    MIAMI,FL33137     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 50,000
    MATANZAS RIVERKEEPER
    201 OWENS AVENUE
    ST AUGUSTINE,FL32080     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 25,000
    ST JOHN'S RIVER ALIIANCE
    2029 NORTH THIRD STREET
    JACKSONVILLE BEACH,FL32250     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 36,000
    TEWKSBURY LAND TRUST
    1660 L STREET NW SUITE 1100
    WASHINGTON,DC20036     		N/A PUBLIC CHARITY PROVIDE FOR PROGRAM SERVICES 20,000
    Total .................................bullet 3a 797,000
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 12
    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....     14 314,737  
    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 1,459,980  
    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).. 0 1,774,717 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,774,717
    (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 (2014)
    Form 990-PF (2014)
    Page 13
    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) 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 (2014)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2014 AccountingFeesSchedule
    Name:
    RIVER BRANCH FOUNDATION
    EIN: 22-6054887
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 16,095 12,071   4,024

    TY 2014 InvestmentsCorpStockSchedule
    Name:
    RIVER BRANCH FOUNDATION
    EIN: 22-6054887
    Name of Stock End of Year Book Value End of Year Fair Market Value
    1436 SHS - 3M COMPANY 122,476 235,964
    3150 SHS - ABBOTT LABS 80,506 141,813
    1000 SHS - ACCENTURE LTD CL A 63,712 89,310
    327 SHS - ACTAVIS PLC 87,667 84,173
    2389 SHS - ADOBE SYSTEMS INC. 122,841 173,680
    1759 SHS - AIR PRODUCTS & CHEMICALS, INC. 143,026 253,701
    645 SHS - ALLERGAN, INC. 38,690 137,121
    4385 SHS - ALTERA CORP COM 140,458 161,982
    618 SHS - AMAZON.COM, INC. 123,714 191,796
    4261 SHS - AMERICAN EXPRESS 226,012 396,443
    688 SHS - AMGEN INC 112,989 109,592
    1000 SHS - AMERISOURCEBERGEN CORP COM 37,588 90,160
    1781 SHS - APPLE, INC. 90,231 196,587
    166 SHS - ARISTA NETWORKS, INC. 7,148 10,086
    1188 SHS - BECTON DICKINSON & CO. 92,432 165,322
    14650 SHS - BERKSHIRE HATHAWAY CL B 673,929 2,199,698
    432 SHS - BIOGEN IDEC, INC. 63,426 146,642
    3732 SHS - CANADIAN NAT RES LTD 116,173 115,244
    1186 SHS - CANADIAN PACIFIC LTD 100,045 228,530
    1222 SHS - CARBO CERAMICS INC. 90,672 48,941
    1574 SHS - CARMAX INC W/I COM 93,347 104,797
    1682 SHS - CATERPILLAR INC. DEL 110,855 153,953
    1778 SHS - CERNER CORP COM 116,537 114,965
    1390 SHS - CHART INDUSTRIES INC 85,719 47,538
    7596 SHS - CISCO SYSTEMS, INC. 162,816 211,283
    3421 SHS - CIT GROUP INC 169,721 163,626
    1800 SHS - COLGATE-PALMOLIVE CO. 70,023 124,542
    3750 SHS - COMCAST CORP. 63,723 217,538
    2080 SHS - COSTCO WHSL. CORP. 167,559 294,841
    11104 SHS - DANONE 167,700 144,541
    2640 SHS - DISNEY (WALT) HOLDING CO. 89,373 248,662
    1000 SHS - DOLLAR TREE STORES INC 63,559 70,380
    3946 SHS - EBAY INC 180,471 221,450
    2425 SHS - EMERSON ELEC CO 106,329 149,695
    1500 SHS - ESTEE LAUDER COMPANIES INC C1 A 100,644 114,300
    2135 SHS - FACEBOOK 101,788 166,573
    1147 SHS - FEDEX CORP. 94,948 199,188
    3500 SHS - GENERAL ELECTRIC CO 61,827 88,445
    3159 SHS - J P MORGAN CHASE & CO., INC. 175,991 197,690
    1700 SHS - GILEAD SCIENCES INC COM 106,131 160,242
    469 SHS - GOOGLE, INC. CL A 160,121 248,879
    243 SHS - GOOGLE, INC. CL C 67,696 127,915
    2537 SHS - JOHNSON & JOHNSON 163,179 265,294
    1744 SHS - MCGRAW HILL FINANCIAL INC 115,697 155,181
    900 SHS - MCKESSON CORP 154,727 186,822
    4539 SHS - MICROSOFT 137,582 210,837
    4300 SHS - MONDELEZ INTERNATIONAL 96,428 156,198
    3501 SHS - MONSANTO CO NEW COM 268,559 418,264
    4180 SHS - NESTLE SA 196,518 304,931
    2469 SHS - NIKE INC CL B 172,428 237,394
    2650 SHS - NORWEGIAN CRUISE LINE HOLDINGS LTD 85,981 123,914
    2212 SHS - NOVARTIS ADR 114,907 204,964
    700 SHS - OCCIDENTAL PETROLEUM CORP. 50,060 56,427
    2251 SHS - PACCAR INC. 129,893 153,091
    3948 SHS - PEPSICO, INC. 270,491 373,323
    7721 SHS - PETROLEW BRASILEIRO ADR 89,490 58,525
    68 SHS - PRICELINE COM INC COM NEW 69,099 77,534
    3766 SHS - PROCTER & GAMBLE CO. 244,605 343,045
    6214 SHS - PROGRESSIVE CORP OHIO 107,882 167,716
    650 SHS - QUALCOMM, INC. 27,956 48,315
    492 SHS - RALPH LAUREN CORP 80,922 91,099
    5938 SHS - ROCHE HOLDINGS LTD. 132,965 201,833
    1200 SHS - SCHLUMBERGER LTD. 127,045 102,492
    5013 SHS - SOUTHWESTERN ENERGY 189,699 136,805
    1700 SHS - STARBUCKS CORP 96,954 139,485
    1100 SHS - STATE STREET CORP 75,180 86,350
    4815 SHS - TEXAS INSTRS INC. 121,862 257,434
    1200 SHS - THERMO FISHER SCIENIFIC 143,495 150,348
    1553 SHS - TIFFANY & CO. 96,876 165,954
    1900 SHS - TJX COMPANIES, INC. 92,767 130,302
    2936 SHS - UNION PACIFIC 174,216 349,766
    1365 SHS - UNITEDHEALTH GROUP INC COM 140,499 137,988
    1250 SHS - UNITED PARCEL SERVICES INC. CL B 86,704 138,963
    400 SHS - UNITED TECHNOLOGIES CORP COM 43,240 46,000
    3609 SHS - US BANCORP 88,060 162,225
    713 SHS - VISA INC. CL A 92,209 186,949
    1500 SHS - WALGREENS BOOTS ALLIANCE 99,226 114,300
    5330 SHS - WELLS FARGO & CO NEW COM STK 158,053 292,191
    1178 SHS - W W GRAINGER INC 165,807 300,260
    2175 SHS - YUM BRANDS INC 163,056 158,449
    77173 SHS - LONGLEAF PARTNERS INTERNATIONAL 2,144,000 2,347,613
    41879 SHS - OAKMARK INTERNATIONAL FUND 681,789 977,455
    31537 SHS - OAKMARK INTERNATIONAL SMALL CAP 562,385 466,434
    39804 SHS - TWEEDY BROWNE GLOBAL VALUE 1,046,848 1,036,486
    100583 SHS - VANGUARD S/T INVESTMENT GRADE 1,065,260 1,072,215

    TY 2014 OtherExpensesSchedule
    Name:
    RIVER BRANCH FOUNDATION
    EIN: 22-6054887
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BANK SERVICE CHARGES 175 0   0
    MISCELLANEOUS 838 0   0


    TY 2014 OtherLiabilitiesSchedule
    Name:
    RIVER BRANCH FOUNDATION
    EIN: 22-6054887
    Description Beginning of Year - Book Value End of Year - Book Value
    ACCRUED EXPENSES 5,516 7,949


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    RIVER BRANCH FOUNDATION
    EIN: 22-6054887
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT ADVISORY FEES 106,960 106,960   0


    TY 2014 TaxesSchedule
    Name:
    RIVER BRANCH FOUNDATION
    EIN: 22-6054887
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOREIGN TAXES 11,448 11,448   0
    EXCISE TAXES 32,965 0   0