Form990-PF
Click to see attachment

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
Bainum Family Foundation
 

Number and street (or P.O. box number if mail is not delivered to street address)7735 Old Georgetown Road No 1000   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Bethesda, MD20814
A Employer identification number

23-7000192
B Telephone number (see instructions)

(240) 450-0000
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$540,303,768J 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).............. 317,097,255
2 Check bullet
Sch. B ...............
3 Interest on savings and temporary cash investments 10,889 10,889 10,889
4 Dividends and interest from securities...... 5,232,602 5,232,602 5,232,602
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 9,727,954
b Gross sales price for all assets on line 6a 18,578,132
7 Capital gain net income (from Part IV, line 2)... 17,909,975
8 Net short-term capital gain......... 478,495
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)....... Click to see attachment 322,768 322,768 322,768
12 Total. Add lines 1 through 11........ 332,391,468 23,476,234 6,044,754
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 655,767 117,773 117,773 495,722
14 Other employee salaries and wages...... 4,366,768 95,539 95,539 4,311,115
15 Pension plans, employee benefits....... 962,453 26,392 26,392 916,936
16a Legal fees (attach schedule)......... Click to see attachment 118,653 22,283 22,283 96,572
b Accounting fees (attach schedule)....... Click to see attachment 76,798 0 0 76,885
c Other professional fees (attach schedule).... Click to see attachment 2,341,297 208,492 208,492 1,804,095
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 176,959 0 0 780,000
19 Depreciation (attach schedule) and depletion... 238,654 0 0
20 Occupancy.............. 136,881 0 0 116,824
21 Travel, conferences, and meetings....... 290,538 1,154 1,154 271,818
22 Printing and publications.......... 14,189 0 0 14,162
23 Other expenses (attach schedule)....... Click to see attachment 5,360,846 206,923 206,923 4,092,095
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 14,739,803 678,556 678,556 12,976,224
25 Contributions, gifts, grants paid........ 1,786,802 3,471,478
26 Total expenses and disbursements. Add lines 24 and 25 16,526,605 678,556 678,556 16,447,702
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 315,864,863
b Net investment income (if negative, enter -0-) 22,797,678
c Adjusted net income (if negative, enter -0-)... 5,366,198
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............... 3,095,884 989,910 989,910
2 Savings and temporary cash investments.......... 98,849,880 65,315,316 65,315,316
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)..... 0 Click to see attachment42,009,969 42,009,969
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........... 194,761 226,701 226,701
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)........ 47,035,799 Click to see attachment45,453,750 45,453,750
c Investments—corporate bonds (attach schedule)........ 2,180,850 Click to see attachment2,096,865 2,096,865
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 79,705,329 Click to see attachment232,805,684 232,805,684
14 Land, buildings, and equipment: basis bullet3,349,014
Less: accumulated depreciation (attach schedule) bullet822,654 1,233,451 Click to see attachment2,526,360 2,526,360
15 Other assets (describe bullet) Click to see attachment337,198 Click to see attachment148,879,213 Click to see attachment148,879,213
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 232,633,152 540,303,768 540,303,768
Liabilities 17 Accounts payable and accrued expenses.......... 963,539 2,519,198
18 Grants payable.................. 2,680,564 995,890
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 attachment713,502 Click to see attachment310,485
23 Total liabilities (add lines 17 through 22).......... 4,357,605 3,825,573
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted................... 142,804,593 149,562,504
25 Temporarily restricted................ 85,470,954 386,915,691
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 instructions)...... 228,275,547 536,478,195
31 Total liabilities and net assets/fund balances (see instructions).. 232,633,152 540,303,768
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)............... 1 228,275,547
2 Enter amount from Part I, line 27a..................... 2 315,864,863
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 544,140,410
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 7,662,215
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 536,478,195
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- Morgan Stanley P    
b 305,500 Shs Choice Hotels International Stock D    
c Allen Global Partners K-1 Short term P    
d Allen Global Partners K-1 Long term P    
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 1,975,222   1,954,483 20,739
b 16,602,910   9,522 16,593,388
c       457,756
d       838,092
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       20,739
b       16,593,388
c       457,756
d       838,092
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 17,909,975
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 3 478,495
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 19,608,282 225,884,753 0.086807
2012 15,853,223 202,742,739 0.078194
2011 10,547,557 163,528,737 0.064500
2010 9,031,105 85,297,944 0.105877
2009 10,518,515 84,356,533 0.124691
2 Total of line 1, column (d) ...................... 2 0.460069
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 0.092014
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 255,689,731
5 Multiply line 4 by line 3....................... 5 23,527,035
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 227,977
7 Add lines 5 and 6......................... 7 23,755,012
8 Enter qualifying distributions from Part XII, line 4.............. 8 17,979,265
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 1 455,954
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........................... 3 455,954
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- ..... 5 455,954
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 656,350
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.............. 7 656,350
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  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 200,396
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet200,396 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
Yes
 
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)
    bulletDC, MD
    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
    Yes
     
    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 addressbulletwww.bainumfdn.org
    14
    The books are in care ofbulletThe Foundation Telephone no.bullet (240) 450-0000
    Located atbullet7735 Old Georgetown Road Ste 1000BethesdaMD ZIP+4bullet20814
    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
     
    No
    .........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
     
    No
    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
     
    No
    .........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
    Barbara Bainum Chair/President/CEO
    40.00     		311,600 44,429 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Rozita Lagorce Green Vice President/CSO
    40.00     		187,136 30,257 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Mark R Birmingham CFO/CIO/Treasurer-Started 12/14
    40.00     		157,031 38,925 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Bruce Bainum Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Alexander Froom Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Charles A Ledsinger Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Scott Renschler Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Steve Bumbaugh Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Kenny Emson - Started 1114 Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Maura Marino - Started 1114 Director
    1.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Christine Shreve Audit Comm. Chair
    3.00     		0 0 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    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
    Noel Bravo Sr. Dir. of Eval.& M
    40.00     		148,802 22,807 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Clara Rose Northington Sr. Dir. of Human Re
    40.00     		148,601 22,678 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Andrew F Pepito Sr. Dir. of Finance
    40.00     		147,932 10,326 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    David Daniels Program Director
    40.00     		128,594 20,347 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Katarzyna Hlavaty Controller
    40.00     		128,214 20,324 0
    7735 Old Georgetown Road
    Bethesda,MD20814
    Total number of other employees paid over $50,000...................bullet 25
    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
    Coakley & Williams Construction Inc Construction-Office Relocation 680,076
    7475 Wisconsin Avenue Suite 900
    Bethesda,MD20814
    The Brand Consultancy LLC Strategic Planning 283,264
    PO Box 1590
    Wrightsville Beach,NC28480
    Chesapeake Coalition of Essential Schools Consulting 205,350
    PO Box 350
    North East,MD21901
    The NYC Leadership Academy Inc Consulting 196,676
    45-18 Court Square Room 247
    Long Island,NY11101
    Shufflelabs IT Solutions 169,590
    5383 Lavender Mist Ct
    Centreville,VA20120
    Total number of others receiving over $50,000 for professional services.............bullet12
    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 The Boarding and Day School Program (BDSP) awards scholarships and provides other resources and support to faith-based boarding and day schools to provide students with increased academic, social and professional skills. Additionally, these programs build organizational effectiveness in the areas of board governance, leadership, instruction and curriculum, infrastructure and finance. For the years ended June 30, 2015 and 2014, 1,341 and 1,734 students, respectively were provided assistance.The Foundation offers school enhancement service contracts (SEP) to help partner schools fully implement BDSP. The purpose of SEP is to provide qualifying BDSP partner schools training and technical assistance that equip the partner schools with the knowledge, skills and processes to improve student achievement. 9,124,971
    2 The Foundation's after school programs (ASP) are designed to offer academic support to children living in underserved communities within the Washington, DC metropolitan area. Specifically, this program provides tutoring in reading, writing, and math to qualifying students in grades K-12. A signature component of the program is that students retain the books they read with their groups. For the years ended June 30, 2015 and 2014, 1,654 and 1,594 students, respectively, were served by ASP. 3,268,703
    3 The Bainum Family Foundation provides resources through active management of activities for community enrichment as well as grants to not-for-profit organizations in a variety of grant categories. The Foundation offers grants for facilities construction and maintenance to primary and secondary Seventh-day Adventist schools worldwide. The Community Assistance Program awards grants to out-of-school time programs giving priority to the Washington, DC metropolitan area. Some of these grants focus on afterschool programs, while others mitigate summer learning loss through providing grants to support enriched academic summer programming for underserved children and youth. The School Enhancement Program offers grants to schools for specific activities that assist with improving student achievement at the Foundation's partner schools. 3,202,248
    4   0
    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  
    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
    162,980,702
    b
    Average of monthly cash balances.......................
    1b
    67,299,391
    c
    Fair market value of all other assets (see instructions)................
    1c
    29,303,390
    d
    Total (add lines 1a, b, and c).........................
    1d
    259,583,483
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) Click to see attachment.............
    1e
    958,891
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    259,583,483
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    3,893,752
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    255,689,731
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    12,784,487
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
     
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
     
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
     
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
     
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
     
    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
     
    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
    16,447,702
    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
    1,531,563
    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
    17,979,265
    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
    17,979,265
    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  
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2014:
    a From 2009.......  
    b From 2010.......  
    c From 2011.......  
    d From 2012.......  
    e From 2013.......  
    fTotal of lines 3a through e.........  
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$  
    a Applied to 2013, but not more than line 2a  
    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 2014 distributable amount.....  
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2014.    
    (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  
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		 
    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 ...........     		 
    e Undistributed income for 2013. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2014. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		 
    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) .......     		 
    8Excess distributions carryover from 2009 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2010....  
    b Excess from 2011....  
    c Excess from 2012....  
    d Excess from 2013....  
    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
    5,366,198 2,722,935 10,137,137 4,419,593 22,645,863
    b 85% of line 2a ......... 4,561,268 2,314,495 8,616,566 3,756,654 19,248,984
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		17,979,265 19,608,282 15,853,223 10,547,557 63,988,327
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		3,471,478 7,665,266 5,480,108 2,251,169 18,868,021
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		14,507,787 11,943,016 10,373,115 8,296,388 45,120,306
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......         0
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		         0
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		8,522,991 7,529,492 6,758,091 5,450,958 28,261,532
    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) ....     		        0
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		        0
    (3) Largest amount of support
    from an exempt organization    		         0
    (4) Gross investment income         0
    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:
    Bainum Family Foundation
    7735 Old Georgetown Rd Suite 1000
    Bethesda,MD20814
    (240) 450-0000
    bThe form in which applications should be submitted and information and materials they should include:
    Bainum Family Foundation requires applicants to complete an online grant application. The application can be accessed at www.bainumfdn.org. If organizations are unable to complete the online application they should contact the Grants Department staff by emailing grants@bainumfdn.org before applying. Applicants must attach the current budget for the entire organization and for the specific project, the most recent IRS Form 990 and independent audit report, and addresses for all current program site locations.
    cAny submission deadlines:
    February 1 and August 1.
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    The following guidelines help to direct the Foundation's funding decisions within the Community Assistance Grants Program: The Foundation will only consider requests that address the education needs of disadvantaged children and youth. We are particularly interested in helping organizations that implement strategies that foster partnership building. We consider request for General Operating and Project specific support. Priority will be given to funding programs located in Washington, DC and Maryland. All programs must have a 501 (c)(3) private /public non-profit tax exempt status with the IRS. The maximum grant award under this program is $50,000. Organizations may submit a proposal for only one deadline within a 12 month period. Generally organizations that have received recent funding for 3 consecutive years must skip a year before re-applying.
    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
    Allegheny East Conference
    767 Douglass Drive
    Boyertown,PA19512     		None 501c3 Baltimore Junior Academy Renovation 1,097,161
    Alumni Achievement Awards
    7201 Shallowford Road Suite 200
    Chattanooga,TN37421     		None 501c3 General Operating/Mission 14,570
    Alumni Achievement Awards
    7201 Shallowford Road Suite 200
    Chattanooga,TN37421     		None 501c3 General Operating/Mission 32,782
    Alumni Achievement Awards
    7201 Shallowford Road Suite 200
    Chattanooga,TN37421     		None 501c3 General Operating/Mission 42,716
    Atlanta Adventist International School
    5241 Ash St
    Forest Park,GA30297     		None 501c3 General Operating/Mission 15,000
    Barnard College
    3009 Broadway
    New York,NY10027     		None 501c3 Purchase Student Textbooks and related Teacher Materials 5,000
    Baylor University
    1 Bear Place 97320
    Waco,TX76798     		None 501c3 Texas Hunger Initiative - Research and Advocacy work 65,000
    Ben Towne Pediatric Cancer Research Foundation
    4538 47th Avenue NE
    Seattle,WA98105     		None 501c3 General Operating/Mission 125
    Boys & Girls Clubs of Metropolitan Baltimore
    11 West Mount Vernon St
    Baltimore,MD21201     		None 501c3 General Operating/Mission 50,000
    Brainfood
    1525 Newton St NW
    Washington,DC20010     		None 501c3 General Operating/Mission 20,000
    Calexico Mission School
    601 East 1st St
    Calexico,CA92231     		None 501c3 STAR 360 and Accelerated Reader Programs 17,796
    Campion Academy
    300 42nd St SW
    Loveland,CO80537     		None 501c3 Mission Trip to Dominican Republic 25,400
    Campion Academy
    300 42nd St SW
    Loveland,CO80537     		None 501c3 Mission Trip to Calcutta, Belize 26,300
    Campion Academy
    300 42nd St SW
    Loveland,CO80537     		None 501c3 Professional Development 3,663
    Capital Area Food Bank
    4900 Puerto Rico Avenue NE
    Washington,DC20017     		None 501c3 General Operating/Mission 100
    Capital Area Food Bank
    4900 Puerto Rico Avenue NE
    Washington,DC20017     		None 501c3 Kids Cafe Program 40,000
    Care
    PO Box 1870
    Merrifield,VA22116     		None 501c3 General Operating/Mission 25
    Celebrate Life Ministries
    14900 Ridge Farm Ct
    Bowie,MD20715     		None 501c3 General Operating/Mission 1,000
    Charter Board Partners
    1638 R St NW
    Washington,DC20009     		None 501c3 Strengthening Charter School Governance in DC 2,500
    Child First
    917 Bridgeport Avenue
    Shelton,CT06484     		None 501c3 Model Expansion to Other States 40,210
    Childhaven
    316 Broadway
    Seattle,WA98122     		None 501c3 Childhood Trauma Treatment Program 35,000
    Columbia Union
    5427 Twin Knolls Road
    Columbia,MD21045     		None 501c3 Differentiated Instruction Training Programs 15,000
    Columbia Union
    5427 Twin Knolls Road
    Columbia,MD21045     		None 501c3 Differentiated Instruction Training Programs 30,469
    Compass Housing Alliance
    77 S Washington St 5th Floor
    Seattle,WA98104     		None 501c3 General Operating/Mission 200
    Court Appointed Special Advocate - Montgomery County MD
    1010 Grandin Avenue Suite B-3
    Rockville,MD20851     		None 501c3 General Operating/Mission 20,000
    Cristo Rey Jesuit HS Minneapolis
    2924 4th Avenue South
    Minneapolis,MN55408     		None 501c3 Mission Trip to Harlan, KY. 4,877
    Cristo Rey Jesuit HS Minneapolis
    2924 4th Avenue South
    Minneapolis,MN55408     		None 501c3 Mission Trip to Harlan, KY. 3,773
    Critical Exposure
    1816 12th St NW 3rd Floor
    Washington,DC20009     		None 501c3 General Operating/Mission 23,000
    Dakota Adventist Academy
    15905 Sheyenne Circle
    Bismarck,ND58503     		None 501c3 Worthy Student Aid 50
    DC Central Kitchen
    425 Second St NW
    Washington,DC20001     		None 501c3 General Operating/Mission 75,000
    DC SCORES
    1224 M St NW
    Washington,DC20005     		None 501c3 Literacy in Action 20,000
    Don Bosco Cristo Rey Jesuit HS
    1010 Larch Avenue
    Takoma Park,MD20912     		None 501c3 Professional Development 1,511
    Early Learning Coalition of Miami-Dade Monroe
    1111 12th St Suite 206
    Key West,FL33040     		None 501c3 General Operating/Mission 58,140
    Embrace It Africa
    PO Box 25
    St Bonaventure,NY14778     		None 501c3 General Operating/Mission 2,500
    Embrace It Africa
    PO Box 25
    St Bonaventure,NY14778     		None 501c3 General Operating/Mission 2,500
    Fishing School
    4737 Meade St NE
    Washington,DC20019     		None 501c3 General Operating/Mission 25,000
    Fletcher Academy
    PO Box 5440
    FletcherHendersonvill,NC28732     		None 501c3 Mission Trip to Santo Domingo,Dominican Republic 12,000
    Fletcher Academy
    PO Box 5440
    FletcherHendersonvill,NC28732     		None 501c3 Mission Trip to Turrialba,Costa Rica 13,656
    Florida Keys Healthy Start Coalition
    PO BOX 6166
    Key West,FL33041     		None 501c3 General Operating/Mission 53,000
    Food and Friends
    219 Riggs Road NE
    Washington,DC20011     		None 501c3 General Operating/Mission 25
    Food Research and Action Center
    1200 18th St NW Suite 400
    Washington,DC20036     		None 501c3 Research & Policy Leadership at National, State and Local levels to reduce hunger 45,000
    Food Research and Action Center
    1200 18th St NW Suite 400
    Washington,DC20036     		None 501c3 Restricted to DC Hunger Solutions - General Operating/Mission 60,000
    Forest Lake Education Center
    1275 Learning Loop
    Longwood,FL32779     		None 501c3 Worthy Student Fund/PK Students & Teacher Assistant Salaries 25,000
    Georgia-Cumberland Academy
    397 Academy Dr SW
    Calhoun,GA30701     		None 501c3 Professional Development 5,594
    Georgia-Cumberland Academy
    397 Academy Dr SW
    Calhoun,GA30701     		None 501c3 Mission Trip to Lidice & Cerro Campana 25,500
    HHH Heroes Helping Heroes
    4900 Mercantile Road
    Baltimore,MD21236     		None 501c3 General Operating/Mission 18,000
    Homeless Children's Playtime Project
    1525 Newton St NW
    Washington,DC20010     		None 501c3 General Operating/Mission 15,000
    Homeless Children's Playtime Project
    1525 Newton St NW
    Washington,DC20010     		None 501c3 General Operating/Mission 20,000
    Homeless Prenatal Program
    2500 18th St
    San Francisco,CA94110     		None 501c3 General Operating/Mission 50,000
    Horizons Greater Washington
    3000 Cathedral Avenue NW
    Washington,DC20008     		None 501c3 General Operating/Mission 100
    Horton's Kids
    100 Maryland Avenue NE Suite 520
    Washington,DC20002     		None 501c3 Older Youth Program 25,000
    House of Ruth
    5 Thomas Circle NW
    Washington,DC20005     		None 501c3 General Operating/Mission 30
    Illinois Conference of SDA
    619 Plainfield Road
    Willowbrook,IL60528     		None 501c3 Training and Resources for Research Based Practices for Special Needs Students 39,998
    Latino Student Fund
    P O Box 5403
    Washington,DC20016     		None 501c3 General Operating/Mission 20,000
    Liberty Seventh-day Adventist Church
    5635 Eads St NE
    Washington,DC20019     		None 501c3 Funeral Assistance 5,000
    Life Pieces to Masterpieces
    603 50th St NW
    Washington,DC20019     		None 501c3 General Operating/Mission 35,000
    Lighthouse Central Florida
    215 E New Hampshire St
    Orlando,FL32804     		None 501c3 Early Intervention Program 60,000
    Loyola High School
    15325 Pinehurst St
    Detroit,MI48238     		None 501c3 Mission Trip to Deer Lodge, Tennessee 7,000
    Make-A-Wish Foundation of the Mid-Atlantic
    5272 River Road Suite 700
    Bethesda,MD20816     		None 501c3 General Operating/Mission 25
    Maranatha Volunteer International
    900 Reserve Drive Suite 100
    Roseville,CA95678     		None 501c3 EEC Buildings - Project 2 150,000
    Maranatha Volunteer International
    900 Reserve Drive Suite 100
    Roseville,CA95678     		None 501c3 EEC Buildings - Project 5 228,000
    Maranatha Volunteer International
    990 Reserve Drive Suite 100
    Roseville,CA95678     		None 501c3 Katima Mulilo School in Namibia 52,500
    Maret School
    3000 Cathedral Avenue NW
    Washington,DC20008     		None 501c3 Alumni Fund 100
    Mount Michael Benedictine School
    22520 Mount Michael Road
    Elkhorn,NE68022     		None 501c3 Mission Trip to Puebla, Mexico 7,245
    Napa Valley Performing Arts Center
    PO Box 2675
    Yountville,CA94599     		None 501c3 Orchestra Institute Fellowship Program/Arts Access for Children 51,150
    NapaLearns
    2121 Imola Avenue
    Napa,CA94559     		None 501c3 Scholarship Fund for St. Helena Preschool for All 25,000
    National Academy of Sciences
    500 Fifth St NW
    Washington,DC20001     		None 501c3 Summer Internship Program 43,006
    National Breast Cancer Foundation
    2600 Network Blvd Suite 300
    Frisco,TX75034     		None 501c3 In Memory of Debra Olko 10
    National Organization of Concerned Black Men
    1313 L St NW Suite 111
    Washington,DC20005     		None 501c3 SLAM (Saving Lives and Minds) Summer Camp 30,000
    National Science and Technology Education Partnership
    PO Box 9644
    McLean,VA22102     		None 501c3 StudyBudy Program 10,000
    Olney Adventist Prep School
    4100 Olney-Laytonsville Road
    Olney,MD20832     		None 501c3 Development of Data Systems for Academic, Maintenance and Financial Stability 19,500
    Olney Adventist Prep School
    4100 Olney-Laytonsville Road
    Olney,MD20832     		None 501c3 Olney Adventist Prep School - Project 1 10,025
    Our Lady Queen of Poland Parish
    9700 Rosensteel Avenue
    Silver Spring,MD20910     		None 501c3 General Operating/Mission 100
    Pacific Union College
    1 Angwin Avenue
    Angwin,CA94508     		None 501c3 Psi Chi Chapter for student research 5,000
    Pacific Union College Church
    PO Box 297
    Angwin,CA94508     		None 501c3 Red School House Fund 10,000
    Passion for Learning
    1210 Woodside Parkway
    Silver Spring,MD20910     		None 501c3 General Operating/Mission 15,000
    Pathways LA
    3550 W 6th St Suite 500
    Los Angeles,CA90020     		None 501c3 Early Learning for School Success 30,000
    Planned Parenthood Federation of America
    434 West 33rd St
    New York,NY10001     		None 501c3 General Operating/Mission 100
    Plymouth Housing Group
    2113 3rd Avenue
    Seattle,WA98121     		None 501c3 General Operating/Mission 125
    Saint Francis Neighborhood Center Corporation
    2405 Linden Avenue
    Baltimore,MD21217     		None 501c3 Power Project After School Program 20,000
    Saint Martin De Porres HS
    6111 Lausche Avenue
    Cleveland,OH44103     		None 501c3 Professional Development 2,749
    Saint Martin De Porres HS
    6111 Lausche Avenue
    Cleveland,OH44103     		None 501c3 Mission Trip to Salem, West Virginia 2,975
    Saint Martin De Porres HS
    6111 Lausche Avenue
    Cleveland,OH44103     		None 501c3 Mission Trip to New Orleans, Louisiana 4,406
    Sandy Spring Friends School
    16923 Norwood Road
    Sandy Spring,MD20860     		None 501c3 The Preuss Global Citizens Fund 1,000
    Scholarship America - Fulfilling the Dream Fund
    9710 Traville Gateway Drive
    Rockville,MD20850     		None 501c3 Fulfilling the Dream Southeast 67 Scholarship Fund 10,000
    Seattle Humane Society
    13212 SE Eastgate Way
    Bellevue,WA98005     		None 501c3 General Operating/Mission 200
    Share our Strength
    1030 15th St NW
    Washington,DC20005     		None 501c3 Cooking Matters Program 50,000
    Shaw Community Ministry
    1701 11th St NW
    Washington,DC20001     		None 501c3 General Operating/Mission 25,000
    Shenandoah Valley Academy
    234 West Lee Highway
    New Market,VA22844     		None 501c3 Hiring a Fundraising Director 30,000
    Shenandoah Valley Academy
    234 West Lee Highway
    New Market,VA22844     		None 501c3 Worthy Student Aid 75,000
    Shenandoah Valley Academy
    234 West Lee Highway
    New Market,VA22844     		None 501c3 Professional Development 1,441
    Solid Ground Washington
    1501 North 45th St
    Seattle,WA98103     		None 501c3 General Operating/Mission 125
    Some (So Others Might Eat)
    71 O Street NW
    Washington,DC20001     		None 501c3 General Operating/Mission 35
    Sport Association of Gaithersburg
    10 Brooks Ave
    Gaithersburg,MD20877     		None 501c3 General Operating/Mission 5,000
    St Jude Children's Research Hospital
    501 St Jude Place
    Memphis,TN38105     		None 501c3 General Operating/Mission 217
    STAR School
    145 Leupp Road
    Flagstaff,AZ86004     		None 501c3 General Operating/Mission 2,500
    Takoma Academy
    8120 Carroll Avenue
    Takoma Park,MD20912     		None 501c3 Mission Trip to San Jose, Costa Rica 48,825
    Takoma Academy
    8120 Carroll Avenue
    Takoma Park,MD20912     		None 501c3 Professional Development 5,848
    Takoma Academy
    8120 Carroll Avenue
    Takoma Park,MD20912     		None 501c3 Technical Assistance and Training 1,150
    The Wiley Center for Speech & Language Development
    5761 Buckingham Parkway
    Culver City,CA90230     		None 501c3 Early Intervention Program 10,000
    Trauma Center at Justice Resource Institute
    1269 Beacon St
    Brookline,MA02446     		None 501c3 Study of Sensory Motor Systems in Traumatized Children 27,500
    Union College
    3800 S 48th St
    Lincoln,NE68506     		None 501c3 General Operating/Mission 100
    University of Western Ontario
    1393 Western Road Suite 5175
    London,OntarioN6G1G9
    CA     		None 501c3 Study of Functional Neuroanatomy of Bilateral Eye Movements during Trauma 20,000
    Upper Columbia Academy
    3025 East Spangle-Waverly Road
    Spangle,WA99031     		None 501c3 Professional Development 2,502
    Upper Columbia Academy
    3025 East Spangle-Waverly Road
    Spangle,WA99031     		None 501c3 Support a School Counselor and College Career Prep Program 33,000
    Washington Adventist University
    7600 Flower Avenue
    Takoma Park,MD20912     		None 501c3 Development of a K-12 Educational Model and Strategic Plan 11,298
    Washington Environmental Council
    1402 3rd Avenue Suite 1400
    Seattle,WA98101     		None 501c3 People for the Puget Sound 100
    Whitman-Walker Clinic
    1701 14 St NW
    Washington,DC20009     		None 501c3 General Operating/Mission 100
    World Wildlife Fund
    1250 24th St NW
    Washington,DC20037     		None 501c3 Serve Trust Ministries: Rock Crushers School, School of Joy and Carecenter Orphanage 125
    Wounded Warrior Project
    PO Box 758517
    Topeka,KS66675     		None 501c3 General Operating/Mission 25
    Yale University
    PO Box 803
    New Haven,CT06503     		None 501c3 Yale Alumni Fund 100
    Young Playwright's Theater
    2437 15th St NW 3rd Floor
    Washington,DC20009     		None 501c3 Summer Playwriting Program 20,000
    Youth Professional Development
    9500 Annapolis Road Suite C3
    Lanham,MD20706     		None 501c3 General Operating/Mission 22,000
    Total .................................bullet 3a 3,471,478
    bApproved for future payment
    Allegheny East Conference
    767 Douglass Drive
    Boyertown,PA19512     		None 501c3 Baltimore Junior Academy Renovation 774,361
    Maranatha
    900 Reserve Drive Suite 100
    Roseville,CA95678     		None 501c3 EEC Buildings - Project 2 130,000
    Maranatha
    900 Reserve Drive Suite 100
    Roseville,CA95678     		None 501c3 EEC Buildings - Project 5 20,000
    Olney Adventist Prep School
    4100 Olney-Laytonsville Road
    Olney,MD20832     		None 501c3 Olney Adventist Preparatory School - Project 1 28,529
    Shenandoah Valley Academy
    234 West Lee Highway
    New Market,VA22844     		None 501c3 Fundraising Director 10,000
    Upper Columbia Academy
    3025 East Spangle-Waverly Road
    Spangle,WA99031     		None 501c3 Support a School Counselor and College Career Prep Program 33,000
    Total .................................bullet 3b 995,890
    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 ............     		    14 10,889  
    4 Dividends and interest from securities....     14 5,232,602  
    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.....     14 322,768  
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 9,727,954  
    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 15,294,213 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    1315,294,213
    (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
    Schedule B
    (Form 990, 990-EZ,
    or 990-PF)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors
    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.
    OMB No. 1545-0047
    2014
    Name of the organization
    Bainum Family Foundation
     
    Employer identification number

    23-7000192
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ





    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
    Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 2
    Name of organization
    Bainum Family Foundation
          		Employer identification number

    23-7000192
    Part I
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    1
     
     

    Bruce Bainum  
    7735 Old Georgetown Road Suite 1000
     
    Bethesda, MD20814

    		$6,853,725


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    2
     
     

    Bruce Bainum  
    7735 Old Georgetown Road Suite 1000
     
    Bethesda, MD20814

    		$3,146,275


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    3
     
     

    Rose-Marie and Jack R Anderson Fnd  
    16475 Dallas Parkway 735
     
    Addison, TX75001

    		$25,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    4
     
     

    Jane Bainum  
    7735 Old Georgetown Road Suite 1000
     
    Bethesda, MD20814

    		$3,000,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    5
    Stewart Bainum Declaration of Trust
     

       
    7735 Old Georgetown Road Suite 1000
     
    Bethesda, MD20814

    		$304,072,104


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     

       
     
     

    		$  


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 3
    Name of organization
    Bainum Family Foundation
          		Employer identification number

    23-7000192
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
    2
    		 55,000 Shs of CHH Stock $ 3,146,275 2014-12-19
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
    5
    		 Distribution from estate of receivables, real property, cash, securities and other assets. $ 304,072,104 2015-06-30
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 4
    Name of organization
    Bainum Family Foundation
          		Employer identification number

    23-7000192
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10)
    that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Additional Data


    Software ID:  
    Software Version:  

    TY 2014 AccountingFeesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Accounting 76,798 0 0 76,885

    TY 2014 GeneralExplanationAttachment
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Identifier Return Reference Explanation
    Transactions qualifying for self-dealing exception Form 990-PF, Part VIII-B During the year ended June 30, 2015, the Foundation was involved in certain transactions which qualify under the self-dealing exceptions described in Treasury Regulation 53.4941(d)-3.During fiscal year 2015, the Foundation paid $44,847 for accounting professional services to Realty Investment Company, Inc., (Realty) a corporation controlled by the Principal Sponsors and their family. This is conducted under a cost sharing arrangement as allowed under current tax regulations.
    Reduction Explanation Statement Part X, Line 1e Choice Hotels International Stock: The Principal Sponsors, their descendants and related entities (Family) own a controlling interest in Choice Hotels International (CHH). Given the Family's history with the company, their 42.3% ownership interest in CHH, and the fact that the CEO and several Directors of the Foundation are affiliates of CHH for Securities and Exchange Commission (SEC) Rule 144 purposes, the Foundation has also been treated as an affiliate. As a result, Rule 144 imposes restrictions on the method of the sales as well as restricting the volume of the shares sold in any 90-day period to no more than 1% of CHH stock. Due to these transferability restrictions, the fair value of the CHH stock as of June 30, 2014 was based on the quoted closing market price with an adjustment for restricted marketability. During fiscal year 2015, the Foundation's CHH stock ownership decreased to below 1% of the CHH stock. Therefore, the CHH stock fair value measurement as of June 30, 2015 is based on the quoted market price without discount.

    TY 2014 InvestmentsCorpBondsSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Name of Bond End of Year Book Value End of Year Fair Market Value
    Corporate fixed income 2,096,865 2,096,865

    TY 2014 InvestmentsCorpStockSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Name of Stock End of Year Book Value End of Year Fair Market Value
    Choice Hotels International CHH stock 21,007,607 21,007,607
    Preferred stock 18,468,160 18,468,160
    Other stock holdings 5,977,983 5,977,983

    TY 2014 InvestmentsOtherSchedule2
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    Investment in limited partnerships FMV 48,607,444 48,607,444
    Mutual funds FMV 87,611,765 87,611,765
    Fixed income securities FMV 96,586,475 96,586,475

    TY 2014 LandEtcSchedule2
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    Computer hardware 378,947 228,948 149,999 149,999
    Furniture and equipment 473,658 102,038 371,620 371,620
    Telephone system 41,973 14,773 27,200 27,200
    Computer software 738,570 384,846 353,724 353,724
    Office expansion 841,809 92,049 749,760 749,760
    Land 874,057 0 874,057 874,057


    TY 2014 LegalFeesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Legal 118,653 22,283 22,283 96,572


    TY 2014 OtherAssetsSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    Accrued interest/dividend receivable 337,198 313,813 313,813
    Bequest receivable 0 148,365,375 148,365,375
    Federal excise tax receivable 0 200,025 200,025


    TY 2014 OtherDecreasesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Description Amount
       


    TY 2014 OtherExpensesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Bank fees 11,693 11,301 11,301 392
    Equipment and maintenance 54,297 359 359 60,452
    Licensing and subscription 132,323 5,070 5,070 121,445
    Staff recruiting 123,830 109 109 111,820
    Insurance 54,415 0 0 62,060
    Office move 34,695 0 0 34,695
    Office supplies 41,508 120 120 41,617
    Postage and delivery 7,786 636 636 7,803
    Student expenses 128,471 0 0 129,875
    Telephone 39,271 0 0 22,623
    School Enhancement Contracts 1,589,755 0 0 610,738
    Summer programs 503,738 0 0 495,465
    Scholarships 2,635,674 0 0 2,579,277
    Miscellaneous 3,390 0 0 3,161
    Allocated corporate general and administrative 0 189,328 189,328 -189,328


    TY 2014 OtherIncomeSchedule2
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    Allen Global Partners K-1 322,768 322,768 322,768


    TY 2014 OtherLiabilitiesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Description Beginning of Year - Book Value End of Year - Book Value
    Deferred federal excise tax payable 589,852 310,485
    Federal excise tax payable 123,650 0


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Other professional fees 2,140,466 7,661 7,661 1,804,095
    Investment fees 200,831 200,831 200,831 0


    TY 2014 OtherReceivablesOfficersSch
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Travel Advance to Officers:  


    Item No. 1
    Borrower's Name Stewart Bainum Jr
    Borrower's Title  
    Original Amount of Loan 17267698
    Balance Due 17655924
    Date of Note 2014-09
    Maturity Date 2023-09
    Repayment Terms Annual interest payments, balloon payment at maturity
    Interest Rate 2.860000000000
    Security Provided by Borrower Personal guarantee
    Purpose of Loan Purchase of estate assets under exception provisions in 53.4941(d)-3
    Description of Lender Consideration Estate assets
    Consideration FMV 17267698

    Item No. 2
    Borrower's Name Scott A Renschler
    Borrower's Title  
    Original Amount of Loan 1165050
    Balance Due 1191243
    Date of Note 2014-09
    Maturity Date 2023-09
    Repayment Terms Annual interest payments, balloon payment at maturity
    Interest Rate 2.860000000000
    Security Provided by Borrower Personal guarantee
    Purpose of Loan Purchase of estate assets under exception provisions in 53.4941(d)-3
    Description of Lender Consideration Estate assets
    Consideration FMV 1165050

    Item No. 3
    Borrower's Name Bruce D Bainum
    Borrower's Title  
    Original Amount of Loan 17449670
    Balance Due 17680273
    Date of Note 2015-01
    Maturity Date 2024-01
    Repayment Terms Annual interest payments, balloon payment at maturity
    Interest Rate 2.750000000000
    Security Provided by Borrower Personal guarantee
    Purpose of Loan Purchase of estate assets under exception provisions in 53.4941(d)-3
    Description of Lender Consideration Estate assets
    Consideration FMV 17449670

    Item No. 4
    Borrower's Name Todd Renschler
    Borrower's Title  
    Original Amount of Loan 540900
    Balance Due 548007
    Date of Note 2015-01
    Maturity Date 2024-01
    Repayment Terms Annual interest payments, balloon payment at maturity
    Interest Rate 2.750000000000
    Security Provided by Borrower Personal guarantee
    Purpose of Loan Purchase of estate assets under exception provisions in 53.4941(d)-3
    Description of Lender Consideration Estate assets
    Consideration FMV 540900

    Item No. 5
    Borrower's Name Brian B Bainum
    Borrower's Title  
    Original Amount of Loan 513855
    Balance Due 520606
    Date of Note 2015-01
    Maturity Date 2024-01
    Repayment Terms Annual interest payments, balloon payment at maturity
    Interest Rate 2.750000000000
    Security Provided by Borrower Personal guarantee
    Purpose of Loan Purchase of estate assets under exception provisions in 53.4941(d)-3
    Description of Lender Consideration Estate assets
    Consideration FMV 513855

    Item No. 6
    Borrower's Name Bonfire Investors LLC
    Borrower's Title  
    Original Amount of Loan 4356674
    Balance Due 4413916
    Date of Note 2015-01
    Maturity Date 2024-01
    Repayment Terms Annual interest payments, balloon payment at maturity
    Interest Rate 2.750000000000
    Security Provided by Borrower Personal guarantee
    Purpose of Loan Purchase of estate assets under exception provisions in 53.4941(d)-3
    Description of Lender Consideration Estate assets
    Consideration FMV 4356674


    TY 2014 ReductionExplanationStatement
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Explanation:
    See Statement 25

    TY 2014 TaxesSchedule
    Name:
    Bainum Family Foundation
    EIN: 23-7000192
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Federal excise tax 176,959 0 0 780,000