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.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2018
Open to Public Inspection
For calendar year 2018, or tax year beginning 01-01-2018 , and ending 12-31-2018
Name of foundation
STUPSKI FOUNDATION
 
% KARIE DEWAN
Number and street (or P.O. box number if mail is not delivered to street address)90 NEW MONTGOMERY STREET STE 1100
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
SAN FRANCISCO, CA941054551
A Employer identification number

68-0397103
B Telephone number (see instructions)

(415) 655-4400
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$233,508,726J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 0
2 Check bullet.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 1,640,497 2,833,482  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 8,233,294
b Gross sales price for all assets on line 6a 110,990,796
7 Capital gain net income (from Part IV, line 2)... 13,081,546
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)....... Click to see attachment 0 344,512  
12 Total. Add lines 1 through 11........ 9,873,791 16,259,540  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 660,283 95,168   565,115
14 Other employee salaries and wages...... 859,371 70,565   748,763
15 Pension plans, employee benefits....... 296,558 32,507   257,705
16a Legal fees (attach schedule)......... Click to see attachment 24,327 0 0 24,327
b Accounting fees (attach schedule)....... Click to see attachment 201,769 123,899 0 123,898
c Other professional fees (attach schedule).... Click to see attachment 609,406 500,077   70,667
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 314,594 81,377    
19 Depreciation (attach schedule) and depletion... Click to see attachment 31,876    
20 Occupancy.............. 162,474 25,532   136,943
21 Travel, conferences, and meetings....... 92,312 5,475   84,749
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 2,132,737 793,925   2,219,561
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 5,385,707 1,728,525 0 4,231,728
25 Contributions, gifts, grants paid....... 13,191,496 17,618,591
26 Total expenses and disbursements. Add lines 24 and 25 18,577,203 1,728,525 0 21,850,319
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -8,703,412
b Net investment income (if negative, enter -0-) 14,531,015
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2018)
Form 990-PF (2018)
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......... 3,181,745 2,245,417 2,245,417
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges.......... 65,434 161,084 161,084
10a Investments—U.S. and state government obligations (attach schedule) 57,358,658 Click to see attachment65,942,729 65,942,729
b Investments—corporate stock (attach schedule)....... 9,774,497 Click to see attachment8,975,968 8,975,968
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).......... 183,187,777 Click to see attachment148,186,333 148,186,333
14 Land, buildings, and equipment: basis bullet199,290
Less: accumulated depreciation (attach schedule) bullet62,297 168,870 136,993 136,993
15 Other assets (describe bullet) Click to see attachment9,569,334 Click to see attachment7,860,202 Click to see attachment7,860,202
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 263,306,315 233,508,726 233,508,726
Liabilities 17 Accounts payable and accrued expenses.......... 812,192 728,501
18 Grants payable................. 12,734,321 8,185,460
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 13,546,513 8,913,961
Net Assets or Fund Balances Foundations that follow SFAS 117, check here bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................. 249,759,802 224,594,765
25 Temporarily restricted...............    
26 Permanently restricted...............    
Foundations that do not follow SFAS 117, check here 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)..... 249,759,802 224,594,765
31 Total liabilities and net assets/fund balances (see instructions). 263,306,315 233,508,726
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
249,759,802
2
Enter amount from Part I, line 27a .....................
2
-8,703,412
3
Other increases not included in line 2 (itemize) bullet
3
 
4
Add lines 1, 2, and 3 ..........................
4
241,056,390
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
16,461,625
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30 .
6
224,594,765
Form 990-PF (2018)
Form 990-PF (2018)
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 PUBLICILY TRADED SECURITIES P    
b PORTFOLIO INVESTMENTS P    
c CAPITAL GAINS FROM 2018 K-1S P    
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 91,645,759   90,327,050 1,318,709
b 14,292,692   7,431,806 6,860,886
c 5,052,345   150,394 4,901,951
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       1,318,709
b       6,860,886
c       4,901,951
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 13,081,546
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))
2017 20,219,394 251,080,853 0.080529
2016 15,975,688 244,014,231 0.06547
2015 6,748,109 259,848,876 0.025969
2014 17,584,417 238,883,770 0.073611
2013 1,259,263 172,814,005 0.007287
2
Total of line 1, column (d) .....................
2
0.252866
3
Average distribution ratio for the 5-year base period—divide the total on line 2 by 5.0, or by the number of years the foundation has been in existence if less than 5 years ......
3
0.050573
4
Enter the net value of noncharitable-use assets for 2018 from Part X, line 5......
4
251,696,074
5
Multiply line 4 by line 3......................
5
12,729,026
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
145,310
7
Add lines 5 and 6........................
7
12,874,336
8
Enter qualifying distributions from Part XII, line 4,.............
8
22,199,819
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 (2018)
Form 990-PF (2018)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket includes lines 1a and 1b
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Domestic foundations that meet the section 4940(e) requirements in Part V, check 1 145,310
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2  
3 Add lines 1 and 2........................... 3 145,310
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 145,310
6 Credits/Payments:
a 2018 estimated tax payments and 2017 overpayment credited to 2018 6a 230,229
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.............. 7 250,229
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 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 10 104,919
11 Enter the amount of line 10 to be: Credited to 2019 estimated taxBullet104,919 RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? Click to see list of attachments....................
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$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changesClick to see list of attachments....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
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.Click to see list of attachments
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)
    bulletCA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2018 or the taxable year beginning in 2018? See the instructions for Part XIV.
    If "Yes," complete Part XIV .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2018)
    Form 990-PF (2018)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructionsClick to see attachment.................
    12
    Yes
     
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletHTTP://WWW.STUPSKI.ORG
    14
    The books are in care ofbulletKARIE DEWAN Telephone no.bullet (415) 655-4400

    Located atbullet90 NEW MONTGOMERY ST SUITE 1100SAN FRANCISCOCA ZIP+4bullet941054551
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2018, 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 the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet  
    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 2018?.............
    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 2018, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2018?.............
    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 2018 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 2018.)..................
    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 2018?
    4b
     
    No
    Form 990-PF (2018)
    Form 990-PF (2018)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (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
     
     
    8
    Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
    excess parachute payment during the year? .................
    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
    JOYCE L STUPSKI BOARD CHAIR
    10.0     		0 0 0
    90 NEW MONTGOMERY STREET 1100
    SAN FRANCISCO,CA94105
    JAMES G B DEMARTINI III DIRECTOR
    5.0     		0 0 0
    90 NEW MONTGOMERY STREET 1100
    SAN FRANCISCO,CA94105
    KELVIN TAKETA DIRECTOR
    5.0     		0 0 0
    90 NEW MONTGOMERY STREET 1100
    SAN FRANCISCO,CA94105
    TOM LAYTON DIRECTOR
    5.0     		0 0 0
    90 NEW MONTGOMERY STREET 1100
    SAN FRANCISCO,CA94105
    GLEN GALAICH CHIEF EXECUTIVE OFFICER
    40.0     		411,667 55,893 0
    90 NEW MONTGOMERY STREET 1100
    SAN FRANCISCO,CA94105
    KARIE DEWAN CFO/SECRETARY
    34.0     		248,616 30,165 0
    90 NEW MONTGOMERY STREET 1100
    SAN FRANCISCO,CA94105
    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
    PARAG GUPTA VICE PRESIDENT
    40.0     		350,000 42,514 0
    90 NEW MONTGOMERY SUITE 1100
    SAN FRANCISCO,CA94105
    DAN TUTTLE DIRECTOR
    40.0     		167,628 26,882 0
    90 NEW MONTGOMERY SUITE 1100
    SAN FRANCISCO,CA94105
    CLAIRE CALLAHAN GRANT MANAGER
    40.0     		125,000 22,045 0
    90 NEW MONTGOMERY SUITE 1100
    SAN FRANCISCO,CA94105
    NATALIE JOHAL EXECUTIVE ASSISTANT
    40.0     		87,500 18,117 0
    90 NEW MONTGOMERY SUITE 1100
    SAN FRANCISCO,CA94105
    LORREE NOVOTNY CONTROLLER
    20.0     		89,200 8,920 0
    90 NEW MONTGOMERY SUITE 1100
    SAN FRANCISCO,CA94105
    Total number of other employees paid over $50,000...................bullet 0
    Form 990-PF (2018)
    Form 990-PF (2018)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    TRANSFORMING CARE PARTNERS CONSULTATION 427,389
    2209 9TH AVENUE
    SAN FRANCISCO,CA94116
    HALL CAPITAL PARTNERS LLC MANAGEMENT 328,906
    ONE MARITIME PLAZA 5TH FL
    SAN FRANCISCO,CA94105
    LALITHA VAIDYANATHAN CONSULTATION 256,000
    27 ALTA MAY WAY
    SAN FRANCISCO,CA94121
    PATRICK LEE CONSULTATION 241,380
    208 28TH STREET 301
    SAN FRANCISCO,CA94131
    CMB ADVISORS CONSULTATION 239,450
    27360 SHERLOCK ROAD
    LOS ALTOS HILLS,CA94022
    Total number of others receiving over $50,000 for professional services.............bullet11
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    2  
    3  
    4  
    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 WAI'ANAE COMMUNITY REDEVELOPMENT CORPORATION - LOAN TO PROVIDE FUNDS FOR THE FARM'S START UP COSTS ON LAND ACQUIRED. 349,500
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet349,500
    Form 990-PF (2018)
    Form 990-PF (2018)
    Page 8
    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
    80,719,881
    b
    Average of monthly cash balances.......................
    1b
    2,956,705
    c
    Fair market value of all other assets (see instructions)................
    1c
    171,852,423
    d
    Total (add lines 1a, b, and c).........................
    1d
    255,529,009
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    255,529,009
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    3,832,935
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    251,696,074
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    12,584,804
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    12,584,804
    2a
    Tax on investment income for 2018 from Part VI, line 5......
    2a
    145,310
    b
    Income tax for 2018. (This does not include the tax from Part VI.)...
    2b
    15,379
    c
    Add lines 2a and 2b............................
    2c
    160,689
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    12,424,115
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    12,424,115
    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
    12,424,115
    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
    21,850,319
    b
    Program-related investments—total from Part IX-B..................
    1b
    349,500
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
    0
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
    0
    b
    Cash distribution test (attach the required schedule) .................
    3b
    0
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    22,199,819
    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
    145,310
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    22,054,509
    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 (2018)
    Form 990-PF (2018)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2017     		(c)
    2017     		(d)
    2018
    1 Distributable amount for 2018 from Part XI, line 7 12,424,115
    2 Undistributed income, if any, as of the end of 2018:
    a Enter amount for 2017 only....... 0
    b Total for prior years:2016, 2015, 2014 0
    3 Excess distributions carryover, if any, to 2018:
    a From 2013......  
    b From 2014......  
    c From 2015......  
    d From 2016...... 3,760,783
    e From 2017...... 8,049,537
    fTotal of lines 3a through e........ 11,810,320
    4Qualifying distributions for 2018 from Part
    XII, line 4: bullet$ 22,199,819
    a Applied to 2017, but not more than line 2a 0
    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 2018 distributable amount..... 12,424,115
    e Remaining amount distributed out of corpus 9,775,704
    5 Excess distributions carryover applied to 2018.    
    (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 21,586,024
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2017. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2018. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2019 ..........     		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) .......     		 
    8 Excess distributions carryover from 2013 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2019.
    Subtract lines 7 and 8 from line 6a ......     		21,586,024
    10 Analysis of line 9:
    a Excess from 2014....  
    b Excess from 2015....  
    c Excess from 2016.... 3,760,783
    d Excess from 2017.... 8,049,537
    e Excess from 2018.... 9,775,704
    Form 990-PF (2018)
    Form 990-PF (2018)
    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 2018, 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) 2018 (b) 2017 (c) 2016 (d) 2015
             
    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 foundation 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).)
    LAWRENCE J STUPSKI DECEASED LAW
    DATED 9201990
    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 email address of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2018)
    Form 990-PF (2018)
    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
    10000 Degrees
    1650 Los Gamos Drive Suite 110
    SAN RAFAEL,CA949031838     		N/A PC To provide support to the Marin Promise Partnership Project. 100,000
    Alameda County Community Food Bank
    7900 Edgewater Drive
    Oakland,CA94612     		N/A PC To provide support to strengthen the nutrition safety net, measure the hunger gap in Alameda county and shift priorities to close it. 710,000
    Alameda Health System Foundation
    350 Frank H Ogawa Plaza 900
    Oakland,CA94612     		N/A PC To provide support for the outpatient palliative care clinic. 171,000
    American Civil Liberties Union Foundation
    125 Broad Street 18th Floor
    New York,NY10004     		N/A PC To provide general operating support. 250,000
    Article3org
    1007 General Kennedy Avenue Suite
    San Francisco,CA94129     		N/A PC To sponsor the annual Human Rights Day event. 25,000
    Benetech
    480 California Avenue Suite 201
    Palo Alto,CA943061609     		N/A PC To support the development of the Bay Area Service Net. 150,000
    Boys Hope Girls Hope
    12120 Bridgeton Square
    Bridgeton,MO63044     		N/A PC To support the Academy Program evaluation study. 100,000
    Boys to Men Mentoring USA
    9587 Tropico Drive
    La Mesa,CA91941     		N/A PC To provide support for Boys to Men programs in San Francisco and Alameda counties. 50,000
    Braven
    75 E Santa Clara Street
    San Jose,CA95113     		N/A PC To fund a performance management analyst, Bay Area program manager and additional staff salaries, external researchers and operations. 150,000
    California Association of Food Banks
    1624 Franklin St 722
    Oakland,CA94612     		N/A PC To support the Alliance to Transform CalFresh program. 100,000
    California Association of Food Banks
    1624 Franklin St 722
    Oakland,CA94612     		N/A PC To provide support for the Policy Core team/program. 100,000
    California Association of Food Banks
    1624 Franklin St 722
    Oakland,CA94612     		N/A PC To provide reception sponsorship for the 2019 annual conference. 10,000
    California Budget & Policy Center
    1107 9th Street Suite 310
    Sacramento,CA95814     		N/A PC To provide general operating support. 150,000
    California Pacific Medical Center Foundation
    2015 Steiner Street
    San Francisco,CA94115     		N/A PC To support the Palliative Care Fund. 5,000
    California State University Office of the Chancell
    401 Golden Shore
    Long Beach,CA908024210     		N/A PC To fund a pilot (Student Success Analytics Certificate Program) focused on how to get faculty to use data to improve postsecondary outcomes across the California State University system. 190,150
    California State University East Bay Foundation
    25800 CARLOS BEE BLVD
    HAYWARD,CA945423000     		N/A PC To support the Pioneers for HOPE program. 206,505
    Center for Youth Wellness
    1329 Evans Avenue Administrative O
    San Francisco,CA941241705     		N/A PC To provide general operating support. 50,000
    City of Hope
    1500 East Duarte Road
    Duarte,CA910103000     		N/A PC To develop, execute and evaluate train-the-trainer courses to nurses in the Bay Area, two palliative care courses and two communication courses. 250,000
    Coalition for Compassionate Care of California
    1331 Garden Hwy 100
    Sacramento,CA95833     		N/A PC To provide general operating support. 70,000
    Coalition to Transform Advanced Care
    STE 1175 1299 PENNSYLVANIA AVE NW
    Washington,DC200042426     		N/A PC To provide sponsorship for the annual national summit on advanced illness care. 21,400
    Coalition to Transform Advanced Care
    STE 1175 1299 PENNSYLVANIA AVE NW
    Washington,DC200042426     		N/A PC To support the evaluation of implementation of new payment models for Home Palliative Health Care as well as creation of a implementation toolkit for other payers/providers in the Bay Area. 250,000
    Coalition to Transform Advanced Care
    STE 1175 1299 PENNSYLVANIA AVE NW
    Washington,DC200042426     		N/A PC To provide general operating support. 250,000
    Code for America
    972 Mission Street 5th Floor
    San Francisco,CA94103     		N/A PC To support testing new programs and scaling existing programs for GetCalFresh in San Francisco and Alameda counties. 307,500
    Code for America
    972 Mission Street 5th Floor
    San Francisco,CA94103     		N/A PC To support GetCalFresh online enrollment design and access, specifically targeting the partners in San Francisco and Alameda counties. 150,000
    Commonweal
    PO Box 316
    Bolinas,CA94924     		N/A PC To provide public relations and research support for The Center for Dying and Living project. 100,000
    Community Initiatives
    1000 Broadway Suite 480
    Oakland,CA94607     		N/A PC To provide support for the Bay Area Early Childhood funders project for the year 2018 to 2019. 5,000
    Compassion & Choices
    POBox 101810
    Denver,CO80250     		N/A PC To provide support to protect and advance end of life care choice in California. 125,000
    Compassion & Choices
    POBox 101810
    Denver,CO80250     		N/A PC To support a Bay Area end of life awareness building campaign. 250,000
    Compassion & Choices
    POBox 101810
    Denver,CO80250     		N/A PC To support advancing medical aid in dying legislation in Hawai?i. 100,000
    Compassion & Choices
    POBox 101810
    Denver,CO80250     		N/A PC To support advancing medical aid in dying legislation in Hawai?i. 150,000
    East Bay Community Foundation
    200 Frank H Ogawa Plaza
    Oakland,CA94612     		N/A PC To provide support for the Early Childhood Area of Interest Fund. 87,500
    Ed Results Partnership
    428 J Street
    Sacramento,CA95814     		N/A PC To analyze labor market data trends for students who graduated from targeted 2- and 4-year colleges in the Bay Area. 44,000
    Episcopal Community Services of San Francisco
    165 8th Street
    San Francisco,CA94103     		N/A PC To provide support for a project manager, evaluator and tenant leader to operate the SRO Food Security and Health Collaborative pilot program. 125,000
    First Graduate
    3120 20th Street Suite 275
    San Francisco,CA94110     		N/A PC To provide general operating support. 40,000
    FoodCorps Inc
    2544 NW Upshur St
    Portland,OR97210     		N/A PC To provide support for scaling FoodCorps? presence and up to 11 service member positions in San Francisco and Oakland. 200,000
    FoodCorps Inc
    2544 NW Upshur St
    Portland,OR97210     		N/A PC To support FoodCorps' Bay Area expansion. 100,000
    Foundation for California Community Colleges
    1102 Q ST Suite 4800
    Sacramento,CA958116539     		N/A PC To fund the redesign of the community college application process, specifically the Student Journey Project. 323,000
    Fresh Approach
    5060 Commercial Circle Ste C
    Concord,CA94520     		N/A PC To provide funding for a Development Director and a Programs Director. 100,000
    Friends of the Children - San Francisco Chapter
    5214-F Diamond Hts Blvd 832
    San Francisco,CA94131     		N/A PC To provide general operating support. 150,000
    George Mark Children's House
    2121 GEORGE MARK LN
    SAN LEANDRO,CA945781017     		N/A PC To provide general operating support. 100,000
    Grantmakers in Health
    1100 Connecticut Avenue NW Suite 1
    Washington,DC20036     		N/A PC To sponsor the planned conference programming with the intent to attract more funders into the end of life funding space. 25,000
    Guidestar
    1250 H Street NW Suite 1150
    Washington,DC20005     		N/A PC To provide support to Guidestar. 4,000
    Hawaii Community Foundation
    827 Fort Street Mall
    Honolulu,HI96813     		N/A PC To provides support for the Hawai'i Environmental Funders Group. 35,000
    Hawaii Community Foundation
    827 Fort Street Mall
    Honolulu,HI96813     		N/A PC To support the Catalyst Endowment at the Hawai?i Community Foundation. 500,000
    Hawaii Community Foundation
    827 Fort Street Mall
    Honolulu,HI96813     		N/A PC Contribution to Donor Advised Fund. 300,000
    Hawaii Public Television Foundation
    PO Box 29606
    Honolulu,HI968202006     		N/A PC To support the Hiki No Program. 400,000
    Health Leads
    24 School Street 6th Floor
    Boston,MA02108     		N/A PC To support Health Leads' expansion to San Francisco. 250,000
    Honolulu Museum of Art
    900 S Beretania Street
    Honolulu,HI96814     		N/A PC To support the expansion of the Arts Integrated Education Program. 300,000
    KUPU
    677 Ala Moana Blvd Suite 1200
    Honolulu,HI96813     		N/A PC To support Kupu's capital campaign to build the Green Jobs Training & Community Center. 200,000
    Meals on Wheels of San Francisco Inc
    1375 Fairfax Avenue
    San Francisco,CA94124     		N/A PC To support capacity building for Salesforce data management, expand volunteer program and develop an operations model and business plan for a new kitchen. 200,000
    Media Matters
    PO Box 52155
    Washington,DC20091     		N/A PC To provide support for the initial development of the Media Matters technology. 100,000
    No Kid Hungry by Share Our Strength
    1030 15th StNW Suite 1100 W
    Washington,DC20005     		N/A PC To support the buildout of breakfast after the bell outreach program in San Francisco Unfied School District and Oakland Unified School District. 100,000
    Northern California Grantmakers
    160 Spear Street Suite 360
    SAN FRANCISCO,CA94105     		N/A PC To provide general operating support. 14,250
    Oakland Public Education Fund
    PO Box 27148
    Oakland,CA94602     		N/A PC To provide support to the Oakland Promise Project. 250,000
    One Degree
    2370 Market Street Suite 162
    San Francisco,CA94114     		N/A PC To provide support for One Degree's operations and scale One Degree's Common App throughout the Bay Area. 150,000
    Open Door Legal
    4622 3rd St
    San Francisco,CA94124     		N/A PC To provide general operating support. 200,000
    Oregon Health & Science University
    3181 SW Sam Jackson Park Rd
    Portland,OR972393098     		N/A PC To conduct baseline analysis of San Francisco /Alameda healthcare system end of life care. 1,043,813
    Peer Forward
    703 Market St 205
    San Francisco,CA94103     		N/A PC To provide support for programming in the Bay Area. 75,000
    Project Open Hand
    730 Polk Street
    San Francisco,CA94109     		N/A PC To support data migration and collection, a dietician for the DAAS pilot program and an outreach coordinator position. 150,000
    Prostate Cancer Foundation
    1250 Fourth Street
    Santa Monica,CA90401     		N/A PC To fund a precision medicine trial in prostate cancer patients treated at Veteran?s Administration institutions across the west coast of the United States. 500,000
    Public Health Institute
    555 12th Street
    Oakland,CA94607     		N/A PC To provide support to identify new materials and tools to address gaps in care for the African American community in Alameda county. 250,000
    San Francisco Achievers
    275 5th Street 3rd Floor
    San Francisco,CA94103     		N/A PC To provide general operating support. 50,000
    San Francisco Department of Aging and Adult Servic
    1650 Mission St 5
    San Francisco,CA94103     		N/A PC To support the research necessary to finalize requirements and determine costs of implementing and maintaining a dynamic online resource directory for elderly people to connect to social support services. 25,000
    San Francisco Foundation
    One Embarcadero Center Suite 1400
    San Francisco,CA94111     		N/A PC To provide transition grant support for the HOPE SF Initiative. 150,000
    San Francisco Foundation
    One Embarcadero Center Suite 1400
    San Francisco,CA94111     		N/A PC To provide support for the Bay Area Workforce Funders Collaborative. 150,000
    San Francisco Foundation
    One Embarcadero Center Suite 1400
    San Francisco,CA94111     		N/A PC Contribution to Donor Advised Fund. 500,000
    San Francisco Marin Food Bank
    900 Pennsylvania Avenue
    San Francisco,CA94107     		N/A PC To support increased food distribution through strategic planning, systems upgrades, research, and optimizing logistics. 550,000
    San Francisco Marin Food Bank
    900 Pennsylvania Avenue
    San Francisco,CA94107     		N/A PC To provide sponsorship for the One Big Table Event. 24,000
    San Francisco State University
    1600 Holloway Avenue
    San Francisco,CA94132     		N/A PC To support the study of different Metro College Success interventions. 250,000
    San Francisco Unified School District
    1515 Quintara
    San Francisco,CA94116     		N/A PC To provide support for the Mentoring for Success program. 70,000
    SFJAZZ
    201 Franklin Street
    San Francisco,CA94102     		N/A PC To support the expansion of the Education Department's School Programming. 1,000,000
    Silicon Valley Community Foundation
    2440 West El Camino Real Suite 300
    Mountain View,CA940401498     		N/A PC To support the California Leaders for Children Initiative. 100,000
    SOS Meals on Wheels
    2235 Polvorosa Ave 260
    San Leandro,CA94577     		N/A PC To provide support for a volunteer program assistant, fundraising/marketing assistant and a case manager in Alameda County. 132,000
    SPUR
    654 Mission Street
    San Leandro,CA94105     		N/A PC To provide support to hire staff to expand the Double Up Food Bucks program in Santa Clara and San Francisco and/or Alameda Counties. 100,000
    Stanford University
    450 Serra Mall
    Stanford,CA94305     		N/A PC To support the evaluation to test the READY4K! trial's suitability in the clinical setting. 125,000
    Summer Search
    101 Howard St Ste 250
    San Francisco,CA94105     		N/A PC To provide operational capacity building support. 250,000
    Teach for America - Hawai'i
    500 Ala Moana Blvd Suite 3-580
    Honolulu,HI96813     		N/A PC To support Teach for America's development throughout the state of Hawai?i. 100,000
    The Regents of the University of California Berke
    1995 University Avenue
    Berkeley,CA94704     		N/A PC To support research project to inform school meal reform efforts for Oakland Unified School District. 18,500
    The Regents of the University of California San F
    220 Montgomery St Fl 5
    San Francisco,CA94104     		N/A PC To support five integrated palliative care projects. 1,999,628
    The Regents of the University of California San F
    220 Montgomery St Fl 5
    San Francisco,CA94104     		N/A PC To provide support for the Office of Developmental Primary Care?s Northern California Access to Care Initiative which promotes Supported Decision Making for people with disabilities to engage in advance care planning. 37,500
    Tides Foundation
    1012 Torney Avenue
    San Francisco,CA94129     		N/A PC To support operations and food security research. 100,000
    UC Hastings Foundation
    200 McAllister Street
    San Francisco,CA94102     		N/A PC To provide support the End of Life Liberty project. 37,500
    UC Hastings Foundation
    200 McAllister Street
    San Francisco,CA94102     		N/A PC To continue impact litigation work at the newly formed Center for End of Life Law & Policy at UC Hastings College of the Law. 137,500
    UC Hastings Foundation
    200 McAllister Street
    San Francisco,CA94102     		N/A PC To continue impact litigation work at the newly formed Center for End of Life Law & Policy at UC Hastings College of the Law. 61,620
    UCSF Benioff Children's Hospital Foundation
    2201 Broadway Suite 600
    Oakland,CA946123017     		N/A PC To support the Center for Community Health and Engagement?s FINDconnect Initiative. 250,000
    University of Hawai'i Foundation
    PO Box 11270
    Honolulu,HI968280270     		N/A PC To support two projects of Hawai?i -P-20: the counseling demonstration project and the early college strategic plan. 250,000
    Urban Strategies Council
    1720 Broadway
    Oakland,CA94612     		N/A PC To fund research and data collection to build an understanding of the demographic characteristics of youth in San Francisco and Alameda counties. 37,225
    Wai-anae Community Re-Development Corporation
    701 Bishop Street
    Honolulu,HI96813     		N/A PC To support the expansion the youth education program and fund the due diligence and closing costs for a 21-acre farmland purchase. 250,000
    Total .................................bullet 3a 17,618,591
    bApproved for future payment
    Alameda County Community Food Bank
    7900 Edgewater Drive
    Oakland,CA94612     		N/A PC To provide support to strengthen the nutrition safety net, measure the hunger gap in Alameda County and shift priorities to close it. 1,290,000
    Alameda County Social Services Agency
    2000 San Pablo Ave
    Oakland,CA94612     		N/A PC To support new technological tools for CalFresh enrollment in Alameda County. 310,560
    American Civil Liberties Union Foundation
    125 Broad Street 18th Floor
    New York,NY10004     		N/A PC To provide general operating support. 250,000
    California Budget & Policy Center
    1107 9th Street Suite 310
    Sacramento,CA95814     		N/A PC To provide event sponsorship. 5,000
    California Budget & Policy Center
    1107 9th Street Suite 310
    Sacramento,CA95814     		N/A PC To provide general operating support. 150,000
    Code for America
    972 Mission Street 5th Floor
    San Francisco,CA94103     		N/A PC To support testing new programs and scaling existing programs for GetCalFresh in San Francisco and Alameda Counties. 307,500
    Grantmakers In Aging
    2001 Jefferson Davis Highway Suite
    Arlington,VA22202     		N/A PC To support the EOL/Serious Illness Funders Collaborative. 50,000
    Hawaii Community Foundation
    827 Fort Street Mall
    Honolulu,HI96813     		N/A PC To support an anti-hunger coalition in Hawai?i. 100,000
    Honolulu Museum of Art
    900 S Beretania Street
    Honolulu,HI96814     		N/A PC To support the expansion of the Arts Integrated Education Program. 700,000
    Ho'okua'aina
    916 Auloa Road
    Kailua,HI96734     		N/A PC To support the development of the Sustainable Agriculture and Ahupua?a Certificate and Internship program at Windward Community College. 200,000
    Northern California Grantmakers
    160 Spear Street Suite 360
    San Francisco,CA94105     		N/A PC To support the Better California statewide initiative of statewide funders. 100,000
    One Degree
    2370 Market Street Suite 162
    San Francisco,CA94114     		N/A PC To provide support for One Degree's operations and scale One Degree's Common App throughout the Bay Area. 150,000
    Open Door Legal
    4622 3rd St
    San Francisco,CA94124     		N/A PC To provide general operating support. 200,000
    Outward Bound California
    1016 Lincoln Blvd Suite 316
    San Francisco,CA94129     		N/A PC To provide general operating support. 35,000
    San Francisco Achievers
    275 5th Street 3rd Floor
    San Francisco,CA94103     		N/A PC To provide general operating support. 50,000
    San Francisco Marin Food Bank
    900 Pennsylvania Avenue
    San Francisco,CA94107     		N/A PC To support increased food distribution through strategic planning, systems upgrades, research, and optimizing logistics. 1,100,000
    SFJAZZ
    201 Franklin Street
    San Francisco,CA94102     		N/A PC To support the expansion of the Education Department's School Programming. 1,000,000
    Stanford University
    450 Serra Mall
    Stanford,CA94305     		N/A PC To sponsor the Data on Purpose conference. 25,000
    Stanford University
    450 Serra Mall
    Stanford,CA94305     		N/A PC To create a Kinder Ready Clinic implementation model for pediatric clinics and develop a texting program for parents to use for their 2 to 3 year old children. 1,262,400
    Teach for America - Hawaii
    500 Ala Moana Blvd Suite 3-580
    Honolulu,HI96813     		N/A PC To support program development throughout the state of Hawai?i. 200,000
    University of Hawaii Foundation
    PO Box 11270
    Honolulu,HI968280270     		N/A PC To support two projects of Hawai?i -P-20: the counseling demonstration project and the early college strategic plan. 250,000
    VitalTalk
    901 Harvard Ave E
    Seattle,WA98102     		N/A PC To support the Bay Area Hub and business development capabilities in order to increase institutional contracts with San Francisco and Alameda County health systems. 200,000
    Wai-anae Community Re-Development Corporation
    701 Bishop Street
    Honolulu,HI96813     		N/A PC To support the expansion the youth education program and fund the due diligence and closing costs for a 21-acre farmland purchase. 250,000
    Total .................................bullet 3b 8,185,460
    Form 990-PF (2018)
    Form 990-PF (2018)
    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 1,640,497  
    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 ............     		523000 -81,108 18 8,161,032  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aOTHER INVESTMENT INCOME     		523000 153,370      
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 72,262 9,801,529  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    9,873,791
    (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 (2018)
    Form 990-PF (2018)
    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) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    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 name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2018)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2018 AccountingFeesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    TAX PREPARATION FEES 137,475 75,235   75,235
    AUDIT FEES 64,294 48,664   48,663

    TY 2018 AllOthProgRltdInvestmentsSch
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Category Amount
    NONE  

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

    TY 2018 DepreciationSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included

    TY 2018 InvestmentsCorpStockSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Name of Stock End of Year Book Value End of Year Fair Market Value
    19,450 SHS COMCAST CORP 662,273 662,273
    6,900 SHS ECOLAB INC 1,016,715 1,016,715
    13,750 SHS EXPEDITORS INTL 936,237 936,237
    16,950 SHS FASTENAL CO 886,316 886,316
    7,175 SHS NIKE INC 531,954 531,954
    15,400 SHS PAYCHEX INC 1,003,310 1,003,310
    22,475 SHS PROGRESSIVE CORP-OH 1,355,917 1,355,917
    1,195 REGENERON PHARMA INC 446,332 446,332
    500 SHS ROPER TECHNOLOGIES 133,260 133,260
    4,700 SHS UNION PACIFIC CORP 649,681 649,681
    14,800 SHS WELLS FARGO & CO 681,984 681,984
    13,400 SHS BROOKFIELD ASSET MG 513,890 513,890
    2,650 SHS CORE LABS NV 158,099 158,099

    TY 2018 InvestmentsGovtObligationsSch
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    US Government Securities - End of Year Book Value:

    65,942,729
    US Government Securities - End of Year Fair Market Value:

    65,942,729
    State & Local Government Securities - End of Year Book Value:


     
    State & Local Government Securities - End of Year Fair Market Value:


     


    TY 2018 InvestmentsOtherSchedule2
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    ACACIA PARTNERS LP FMV 8,548,122 8,548,122
    AMANSA FUND, LTD FMV 4,713,670 4,713,670
    AMERICAN STEADFAST, LP FMV 5,191,320 5,191,320
    BAUPOST VALUE PARTNERS II FMV 5,306,335 5,306,335
    BRACEBRIDGE BIL, LTD FMV 7,385,758 7,385,758
    BROOKSIDE CAYMAN, LTD - CLASS      
    2-A2, SERIES 184 FMV 5,580 5,580
    BUENA VISTA ASIAN OPP FUND FMV 3,826,628 3,826,628
    CANYON VALUE REALIZATION FUND      
    (CAYMAN) LTD. - CLASS A FMV 8,147,240 8,147,240
    CEVIAN CAPITAL II LTD FMV 4,117,040 4,117,040
    DRAWBRIDGE SPECIAL      
    OPPORTUNITIES FUND LP FMV 6,301,028 6,301,028
    ETON PARK FUND, LP FMV 18,753 18,753
    FARALLON CAPITAL      
    INSTITUTIONAL PARTNERS FMV 7,644,827 7,644,827
    FIRST RESERVE FUND X, LP FMV 10,504 10,504
    FIRST RESERVE FUND XI, LP FMV 83,962 83,962
    FORTRESS CREDIT OPPORTUNITIES      
    FUND II (A) LP FMV 526,315 526,315
    FORTRESS CREDIT OPPORTUNITIES      
    FUND II (B) LP FMV 605,904 605,904
    GENERATION IM CLIMATE      
    SOLUTIONS FUND LP FMV 246,297 246,297
    GENERATION IM GLOBAL EQUITY      
    FUND, LLC FMV 14,232,261 14,232,261
    GMO MUTUAL FUNDS FMV 13,607,201 13,607,201
    GOLDEN GATE CAPITAL II, LLC FMV 47,396 47,396
    ANNEX FUND II, LP FMV 9,777 9,777
    GRANITE VENTURES FMV 51,750 51,750
    GS MOUNT KELLETT CAPITAL      
    PARTNERS LP FMV 291,874 291,874
    HCIF OFFSHORE, LP FMV 6,214,295 6,214,295
    HCP ABSOLUTE RETURN FUND      
    OFFSHORE FEEDER, L.P. FMV 7,878,067 7,878,067
    HCP CHINA CAPITAL APPREC. FUND FMV 3,109,985 3,109,985
    HCP VF IX INVESTORS LP FMV 27,494 27,494
    HCP WPPE X INVESTORS, LLC FMV 1,576,984 1,576,984
    JC FLOWERS I LP FMV 521,297 521,297
    JC FLOWERS II LP FMV 150,922 150,922
    JC FLOWERS III-B LP FMV 1,004,773 1,004,773
    JH INVESTMENT PARTNERS II, LP FMV 23,554 23,554
    KOHLBERG TE INVESTORS IV, LP FMV 433,458 433,458
    KOHLBERG TE INVESTORS VI, LP FMV 156,305 156,305
    KOHLBERG V, LP FMV 55,537 55,537
    LUXOR CAPITAL PARTNERS OFFSHOR FMV 5,864,025 5,864,025
    MOUNT KELLETT CAPITAL PARTNERS      
    (CAYMAN) II, LP FMV 331,133 331,133
    OAKMARK      
    INTERNATIONAL EQUITY L.P. FMV 5,046,830 5,046,830
    OLYMPUS MEDIACOM HOLDINGS, LP FMV 2,248 2,248
    PROSPECT HARBOR PARTNERS FMV 9,319 9,319
    ROCKPOINT REAL ESTATE FUND III FMV 165,132 165,132
    SAIF III, LP FMV 3,005,583 3,005,583
    SPO PARTNERS II, L.P. FMV 1,361,648 1,361,648
    TACONIC OPPORTUNITY OFFSHORE      
    FD LTD CLASS A-NR SERIES 1 FMV 8,145,293 8,145,293
    TENASKA PF II, LP FMV 57,627 57,627
    TIFF PARTNERS III, LLC FMV 31,382 31,382
    TIFF PARTNERS IV, LLC FMV 44,567 44,567
    TPG BIOTECHNOLOGY II FMV 263,885 263,885
    VALUEACT CAPITAL      
    INTERNATIONAL I, LP FMV 10,575,111 10,575,111
    WEST FACE LONG TERM      
    OPPORTUNITIES FUND LTD FMV 1,210,337 1,210,337

    TY 2018 LegalFeesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    REVIEW OF CONTRACTS 24,327      
    AND AGREEMENTS        


    TY 2018 OtherAssetsSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    INTEREST/DIVIDEND RECEIVABLE 29,917 117,912 117,912
    INVESTMENT RECEIVABLE 9,027,058 7,488,431 7,488,431
    OTHER RECEIVABLE 512,359 17,775 17,775
    LOAN-WAI'ANAE COMMUNITY REDEV   236,084 236,084


    TY 2018 OtherDecreasesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Description Amount
    UNREALIZED LOSS ON INVESTMENTS 16,461,625


    TY 2018 OtherExpensesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    BANK SERVICE CHARGES 1,076 170   912
    CONSULTANTS 2,186,442     2,120,865
    DEFERRED FEDERAL EXCISE TAX -163,006      
    DUES & SUBSCRIPTIONS 6,264 959   5,145
    MATERIAL AND SUPPLIES 12,755 2,426   13,012
    MEDIA AND MEMBERSHIP 29,480     29,480
    OPERATIONS 22,894 3,599   19,305
    PERMIT & SERVICE FEES 2,444 384   2,060
    SCH K-1 PARTNERSHIP EXPENSES   780,983    
    STORAGE 1,176 185   991
    TECH SUPPORT 33,212 5,219   27,791


    TY 2018 OtherIncomeSchedule2
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    OTHER SCH K-1 PARTNERSHIP INCOME 0 344,512  


    TY 2018 OtherLiabilitiesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Description Beginning of Year - Book Value End of Year - Book Value
    CAFETERIA PLAN    
    401(K) PLAN    
    UNITRUST PAYMENT    


    TY 2018 OtherProfessionalFeesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT MANAGEMENT SERVICES 478,861 479,563    
    OTHER PROFESSIONAL FEES 130,545 20,514   70,667


    TY 2018 TaxesSchedule
    Name:
    STUPSKI FOUNDATION
    EIN:
    68-0397103
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FEDERAL EXCISE & UBTI TAX 314,594      
    FOREIGN TAX PAID   81,377