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
2019
Open to Public Inspection
For calendar year 2019, or tax year beginning 01-01-2019 , and ending 12-31-2019
Name of foundation
T GARY AND KATHLEEN ROGERS PRIVATE
FAMILY FOUNDATION
Number and street (or P.O. box number if mail is not delivered to street address)10 CLAY STREET NO 200
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
OAKLAND, CA94607
A Employer identification number

65-1202020
B Telephone number (see instructions)

(510) 899-7900
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$78,917,990
J 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)  
2 Check bullet.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 689,780 1,287,412  
5a Gross rents............ 696,000 696,000  
b Net rental income or (loss) -244,722
6a Net gain or (loss) from sale of assets not on line 10 2,689,426
b Gross sales price for all assets on line 6a 4,902,560
7 Capital gain net income (from Part IV, line 2)... 3,734,995
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)....... 0 -287,826  
12 Total. Add lines 1 through 11........ 4,075,206 5,430,581  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 436,850 0   436,850
14 Other employee salaries and wages...... 904,863 0   1,145,326
15 Pension plans, employee benefits....... 235,638 0   0
16a Legal fees (attach schedule)......... 97,091 0   96,519
b Accounting fees (attach schedule)....... 72,698 30,430   88,408
c Other professional fees (attach schedule).... 320,416 196,357   125,731
17 Interest............... 154,382 154,382   0
18 Taxes (attach schedule) (see instructions)... 16,779 14,969   810
19 Depreciation (attach schedule) and depletion... 886,792 870,159  
20 Occupancy.............. 463,659 0   502,489
21 Travel, conferences, and meetings....... 48,729 0   49,601
22 Printing and publications..........        
23 Other expenses (attach schedule)....... 112,526 410,974   36,592
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 3,750,423 1,677,271   2,482,326
25 Contributions, gifts, grants paid....... 3,219,338 3,820,155
26 Total expenses and disbursements. Add lines 24 and 25 6,969,761 1,677,271   6,302,481
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -2,894,555
b Net investment income (if negative, enter -0-) 3,753,310
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2019)
Form 990-PF (2019)
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............. 2,334,696 1,459,291 1,459,291
2 Savings and temporary cash investments......... 2,027,197 1,153,230 1,153,230
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet   139,215    
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.......... 159,192 200,626 200,626
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 23,306,349 Click to see attachment27,545,938 27,545,938
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).......... 36,318,969 Click to see attachment35,724,916 35,724,916
14 Land, buildings, and equipment: basis bullet21,834,468
Less: accumulated depreciation (attach schedule) bullet9,142,232 13,240,329 Click to see attachment12,692,236 12,692,236
15 Other assets (describe bullet) Click to see attachment0 Click to see attachment141,753 Click to see attachment141,753
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 77,525,947 78,917,990 78,917,990
Liabilities 17 Accounts payable and accrued expenses.......... 72,291 20,348
18 Grants payable................. 2,932,053 3,017,337
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)...... 5,120,000 5,120,000
22 Other liabilities (describe bullet) Click to see attachment116,122 Click to see attachment80,000
23 Total liabilities (add lines 17 through 22)......... 8,240,466 8,237,685
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions........... 69,285,481 70,680,305
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds    
29 Total net assets or fund balances (see instructions)..... 69,285,481 70,680,305
30 Total liabilities and net assets/fund balances (see instructions). 77,525,947 78,917,990
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
69,285,481
2
Enter amount from Part I, line 27a .....................
2
-2,894,555
3
Other increases not included in line 2 (itemize) bulletClick to see attachment
3
4,289,379
4
Add lines 1, 2, and 3 ..........................
4
70,680,305
5
Decreases not included in line 2 (itemize) bullet
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
70,680,305
Form 990-PF (2019)
Form 990-PF (2019)
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      
b CERBERUS INSTITUTIONAL PARTNERS, LP (SERIES FOUR) P 2019-01-01 2019-12-31
c CROSSLINK VENTURES V, LP P 2019-01-01 2019-12-31
d DODDINGTON EMERGING MARKETS FUND, LLC P 2019-01-01 2019-12-31
e EMERGING MARKETS GLOBAL FUND P 2019-01-01 2019-12-31
ENCAP ENERGY CAPITAL FUND VI-B, LP P 2019-01-01 2019-12-31
ENCAP ENERGY CAPITAL FUND VII-B, LP P 2019-01-01 2019-12-31
ENCAP ENERGY CAPITAL FUND X, LP P 2019-01-01 2019-12-31
EPI HACIENDA LLC P 2019-01-01 2019-12-31
EPL PRUNEYARD, LLC P 2019-01-01 2019-12-31
EPL PRUNEYARD OFFICE INVESTORS, LLC P 2019-01-01 2019-12-31
FARALLON CAPITAL INSTITUTIONAL PARTNERS, LP P 2019-01-01 2019-12-31
FINTAN IRUSAN FUND, LP P 2019-01-01 2019-12-31
GREENSPRING SPV (AV IV), LP P 2019-01-01 2019-12-31
HELLMAN & FRIEDMAN CAPITAL PARTNERS VI, LP P 2019-01-01 2019-12-31
H&F GALAXY AIV, LP P 2019-01-01 2019-12-31
IEC FUND III, LP P 2019-01-01 2019-12-31
JC FLOWERS II, LP P 2019-01-01 2019-12-31
JH INVESTMENT PARTNERS II, LP P 2019-01-01 2019-12-31
LIGHT STREET SPV, L.P. P 2019-01-01 2019-12-31
OWL CREEK OVERSEAS P 2019-01-01 2019-12-31
PASSPORT SPECIAL OPPORTUNITIES FUND, LP P 2019-01-01 2019-12-31
PRIME FINANCE CMBS B-PIECE FUND I, LP P 2019-01-01 2019-12-31
PRIME FINANCE SHORT DURATION VI, LP P 2019-01-01 2019-12-31
RESOURCE CAPITAL FUND IV, LP P 2019-01-01 2019-12-31
SPO PARTNERS II, LP P 2019-01-01 2019-12-31
SRI INVESTORS EIGHT, LLC P 2019-01-01 2019-12-31
SRI INVESTORS ELEVEN, LLC P 2019-01-01 2019-12-31
SVERICA CAPITAL PARTNERS IV LP P 2019-01-01 2019-12-31
TRI-COUNTY INVESTMENTS, LLC (PORTLAND) P 2019-01-01 2019-12-31
SFW CAPITAL PARTNERS II, L.P P 2019-01-01 2019-12-31
SPO PARTNERS & CO. LIQUIDATING TRUST P 2019-01-01 2019-12-31
BAY RESOURCE PARTNERS OFFSHORE FUND, LTD. P 2019-01-01 2019-12-31
INDABA CAPITAL PARTNERS (CAYMAN), L.P. P 2019-01-01 2019-12-31
PERRY PARTNERS INTERNATIONAL INC P 2019-01-01 2019-12-31
TIGER GLOBAL, LTD. P 2019-01-01 2019-12-31
COMPUTER P 2019-01-01 2019-12-31
(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 1,263,820   420,524 843,296
b 37,001     37,001
c 2,099     2,099
d 124,980   74,390 50,590
e 25,092     25,092
46,890   40,199 6,691
    3,209 -3,209
23,755   27,537 -3,782
105,564     105,564
970,205     970,205
5,186   5,186 0
6,551   1,863 4,688
40,184   18,214 21,970
      0
14,102   14,102 0
    5,832 -5,832
335,515   3,688 331,827
17,235     17,235
    1,280 -1,280
    275,556 -275,556
356,536     356,536
      0
139,705   119,087 20,618
42,754   42,754 0
5,020   5,321 -301
    6,862 -6,862
9,273     9,273
98,898     98,898
      0
    336,779 -336,779
257,299     257,299
200,453     200,453
202,961     202,961
483,700     483,700
862     862
320,988     320,988
750     750
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       843,296
b       37,001
c       2,099
d       50,590
e       25,092
      6,691
      -3,209
      -3,782
      105,564
      970,205
      0
      4,688
      21,970
      0
      0
      -5,832
      331,827
      17,235
      -1,280
      -275,556
      356,536
      0
      20,618
      0
      -301
      -6,862
      9,273
      98,898
      0
      -336,779
      257,299
      200,453
      202,961
      483,700
      862
      320,988
      750
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 3,734,995
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))
2018 5,167,575 38,737,041 0.133401
2017 1,533,673 70,033,677 0.021899
2016 3,378,302 64,600,449 0.052295
2015 1,712,829 61,655,902 0.027780
2014 1,552,473 76,329,588 0.020339
2
Total of line 1, column (d) .....................
2
0.255714
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
0.051143
4
Enter the net value of noncharitable-use assets for 2019 from Part X, line 5......
4
63,932,928
5
Multiply line 4 by line 3......................
5
3,269,722
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
37,533
7
Add lines 5 and 6........................
7
3,307,255
8
Enter qualifying distributions from Part XII, line 4,.............
8
7,084,686
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 (2019)
Form 990-PF (2019)
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 37,533
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 37,533
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 37,533
6 Credits/Payments:
a 2019 estimated tax payments and 2018 overpayment credited to 2019 6a 4,203
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c 54,000
d Backup withholding erroneously withheld ........... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 58,203
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment 8 328
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 20,342
11 Enter the amount of line 10 to be: Credited to 2020 estimated taxBullet20,342 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
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.
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 2019 or the taxable year beginning in 2019? 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 (2019)
    Form 990-PF (2019)
    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 instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletROGERSFOUNDATION.ORG
    14
    The books are in care ofbulletKATHLEEN ROGERS Telephone no.bullet (510) 899-7900

    Located atbullet10 CLAY STREET STE 200OAKLANDCA ZIP+4bullet94607
    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 2019, 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 2019?.............
    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 2019, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2019?.............
    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 2019 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 2019.)..................
    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 2019?
    4b
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    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
    RHONNEL S SOTELO EXECUTIVE DIRECTOR
    40.00
    253,025 15,543 32,539
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    BRIAN K ROGERS CEO AND BOARD SECRETARY
    40.00
    183,825 11,399 32,945
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    KATHLEEN ROGERS DIRECTOR
    1.00
    0 0 0
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    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
    GREGORY D KLEIN SENIOR DIR, INNOVATI
    40.00
    121,620 8,049 28,463
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    DANA A WELLHAUSEN SENIOR DIR OF STRATE
    40.00
    136,057 8,472 12,432
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    JONATHON B STEWART SENIOR FELLOW, CORE
    40.00
    122,292 7,606 24,332
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    BONNIE LOOK GRANT & PROGRAM OPER
    40.00
    103,994 6,691 14,062
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    SARA R LEVINE SENIOR PROGRAM OFFIC
    40.00
    108,081 6,579 9,588
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    Total number of other employees paid over $50,000...................bullet 3
    Form 990-PF (2019)
    Form 990-PF (2019)
    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
    HOOD & STRONG LLP ACCOUNTING 97,718
    275 BATTERY ST STE 900
    SAN FRANCISCO,CA94111
    MANATT PHELPS & PHILLIPS LLP LEGAL 92,112
    11355 WEST OLYMPIC BLVD
    LOS ANGELES,CA90064
    MASTERY DESIGN COLLABORATIVE INC TEACHER COACHING CONSULTING 51,120
    827 VERMONT STREET
    OAKLAND,CA94610
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    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 EDUCATION FOR CHANGE - TO PROVIDE BRIDGE FINANCING TO THE SCHOOL FOR THE PURPOSE OF CONSTRUCTING NEW CLASSROOMS AND A MULTI-PURPOSE ROOM. 443,487
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet443,487
    Form 990-PF (2019)
    Form 990-PF (2019)
    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
    25,512,425
    b
    Average of monthly cash balances.......................
    1b
    3,326,807
    c
    Fair market value of all other assets (see instructions)................
    1c
    36,067,294
    d
    Total (add lines 1a, b, and c).........................
    1d
    64,906,526
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    64,906,526
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    973,598
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    63,932,928
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    3,196,646
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    3,196,646
    2a
    Tax on investment income for 2019 from Part VI, line 5......
    2a
    37,533
    b
    Income tax for 2019. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    37,533
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    3,159,113
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    443,487
    5
    Add lines 3 and 4............................
    5
    3,602,600
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    3,602,600
    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
    6,302,481
    b
    Program-related investments—total from Part IX-B..................
    1b
    443,487
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
    338,718
    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
    7,084,686
    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
    37,533
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    7,047,153
    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 (2019)
    Form 990-PF (2019)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus
    (b)
    Years prior to 2018
    (c)
    2018
    (d)
    2019
    1 Distributable amount for 2019 from Part XI, line 7 3,602,600
    2 Undistributed income, if any, as of the end of 2019:
    a Enter amount for 2018 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2019:
    a From 2014......  
    b From 2015......  
    c From 2016......  
    d From 2017......  
    e From 2018...... 398,575
    fTotal of lines 3a through e........ 398,575
    4Qualifying distributions for 2019 from Part
    XII, line 4: bullet$ 7,084,686
    a Applied to 2018, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....
    0
    c Treated as distributions out of corpus (Election
    required—see instructions)........
    0
    d Applied to 2019 distributable amount..... 3,602,600
    e Remaining amount distributed out of corpus 3,482,086
    5 Excess distributions carryover applied to 2019. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 3,880,661
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........
    0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......
    0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........
    0
    e Undistributed income for 2018. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............
    0
    f Undistributed income for 2019. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2020 ..........
    0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......
    0
    8 Excess distributions carryover from 2014 not
    applied on line 5 or line 7 (see instructions) ...
    0
    9Excess distributions carryover to 2020.
    Subtract lines 7 and 8 from line 6a ......
    3,880,661
    10 Analysis of line 9:
    a Excess from 2015....  
    b Excess from 2016....  
    c Excess from 2017....  
    d Excess from 2018.... 398,575
    e Excess from 2019.... 3,482,086
    Form 990-PF (2019)
    Form 990-PF (2019)
    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 2019, 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) 2019 (b) 2018 (c) 2017 (d) 2016
             
    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).)
    KATHLEEN ROGERS
    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:
    APPLICATIONS ARE COMPLETED VIA OUR
    10 CLAY STREET STE 200
    OAKLAND,CA94607
    (510) 899-7900
    bThe form in which applications should be submitted and information and materials they should include:
    IF REQUIRED, APPLICATIONS ARE GENERALLY SUBMITTED ELECTRONICALLY THROUGH A GRANTEE PORTAL. GRANTEES PROVIDE INFORMATION ON THE PURPOSE OF THE GRANT, INTENDED OUTCOMES AND OUTPUTS, THE REQUESTED GRANT AMOUNT, AND A BUDGET.
    cAny submission deadlines:
    APPLICATIONS ARE DUE APRIL FOR OUR JUNE BOARD MEETING AND OCTOBER FOR OUR DECEMBER BOARD MEETING.
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    EDUCATION STRATEGY GRANTS ARE FOCUSED ON NON-PROFITS THAT FOCUS ON SUPPORTING AND EDUCATION STUDENTS IN OAKLAND, CA. GRANTS OUTSIDE OF OUR STRATEGY ARE DIRECTED BY THE FAMILY AND DO NOT HAVE THE SAME LIMITATIONS. TO BE ELIGIBLE GRANT APPLICANTS MUST BE TAX-EXEMPT UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND NOT CLASSIFIED AS A PRIVATE FOUNDATION UNDER SECTION 509(A) OF THE CODE. POTENTIAL GRANTEES CAN ALSO SUBMIT APPLICATIONS THROUGH A SPONSORING ORGANIZATION IF THE SPONSOR HAS 501(C)(3) STATUS, IS NOT A PRIVATE FOUNDATION UNDER SECTION 509(A), AND PROVIDES CONFIRMATION OF ITS WILLINGNESS TO ACT AS THE FISCAL SPONSOR. AS DETERMINED BY THE FOUNDATION, A GRANT TO A FOR PROFIT CAN BE MADE EXERCISING EXPENDITURE RESPONSIBILITY IF THERE IS A CLEAR CHARITABLE PURPOSE. THE FOUNDATION DOES NOT FUND: I. SCHOLARSHIP FUNDS FOR INDIVIDUALS II. RESERVE FUNDS III. POLITICAL CAMPAIGNS OR LOBBYING EFFORTS IV. ONE-DAY OR SHORT-TERM EVENTS V. FUNDRAISING EVENTS
    Form 990-PF (2019)
    Form 990-PF (2019)
    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
    THE GILLISPIE SCHOOL
    7380 GIRARD AVE
    LA JOLLA,CA92037
    N/A PC GENERAL SUPPORT 250,000
    OAKLAND REACH
    134 LINDEN STREET
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 26,000
    BISHOP O'DOWD HIGH SCHOOL
    9500 STEARNS AVENUE
    OAKLAND,CA946054799
    N/A PC GENERAL SUPPORT 10,000
    ST JOSEPH NOTRE DAME HIGH SCHOOL
    1011 CHESTNUT STREET
    ALAMEDA,CA94501
    N/A PC GENERAL SUPPORT 10,000
    SOCIAL GOOD FUND
    12651 SAN PABLO AVE UNIT 5473
    RICHMOND,CA94805
    N/A PC GENERAL SUPPORT 100,000
    CORE DISTRICTS FOR OAKLAND
    1107 9TH STREET SUITE 500
    SACRAMENTO,CA95814
    N/A PC GENERAL SUPPORT 32,200
    INNOVATE PUBLIC SCHOOLS
    1400 PARKMOOR AVE STE 240
    SAN JOSE,CA951263794
    N/A PC GENERAL SUPPORT 3,500
    CHILDREN'S FAIRYLAND
    699 BELLEVUE AVENUE
    OAKLAND,CA94610
    N/A PC GENERAL SUPPORT 2,500
    BOY SCOUTS OF AMERICA-SF BAY AREA COUNCIL
    1001 DAVIS STREET
    SAN LEANDRO,CA94577
    N/A PC GENERAL SUPPORT 34,000
    ROSES IN CONCRETE COMMUNITY SCHOOL
    4551 STEELE STREET
    OAKLAND,CA94619
    N/A PC GENERAL SUPPORT 2,000
    FRIENDS OF THE OAKLAND PUBLIC LIBRARY
    721 WASHINGTON STREET
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 500
    OAKLAND LITERACY COALITION
    120 LINDENT STREET
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 257,270
    AIM HIGH
    PO BOX 410715
    SAN FRANCISCO,CA94141
    N/A PC GENERAL SUPPORT 25,000
    EAST OAKLAND YOUTH DEVELOPMENT CENTER
    8200 INTERNATIONAL BLVD
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 15,000
    SURGE INSTITUTE
    5250 N LINCOLN AVENUE APT 4A
    CHICAGO,IL60625
    N/A PC GENERAL SUPPORT 25,000
    MOVING FORWARD INSTITUTE
    1425 PARK AVENUE
    EMERYVILLE,CA94608
    N/A PC GENERAL SUPPORT 50,000
    FAMILY ENGAGEMENT LAB
    548 MARKET ST STE 42210
    SAN FRANCISCO,CA941045401
    N/A PC GENERAL SUPPORT 25,000
    GIRLS INCORPORATED OF ALAMEDA COUNTY
    510 16TH ST
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 40,000
    EDUCATION TRUST WEST
    1250 H STREET NW SUITE 700
    WASHINGTON,DC20005
    N/A PC GENERAL SUPPORT 1,000
    CHABOT SPACE & SCIENCE CENTER
    10000 SKYLINE BOULEVARD
    OAKLAND,CA94619
    N/A SO I GENERAL SUPPORT 5,000
    READING PARTNERS
    180 GRAND AVENUE SUITE 800
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 50,000
    SPRINGBOARD COLLABORATIVE
    2 PENN CENTER 1500 JFK BLVD SUITE
    1160
    PHILADELPHIA,PA19102
    N/A PC GENERAL SUPPORT 62,500
    FAITH NETWORK OF THE EAST BAY
    2633 TELEGRAPH AVE 412
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 30,000
    MILLS COLLEGE
    5000 MACARTHUR BLVD
    OAKLAND,CA94613
    N/A PC GENERAL SUPPORT 25,000
    FRIENDS OF OAKLAND PUBLIC SCHOOL LIBRARIES
    5945 JOHNSTON DR
    OAKLAND,CA94611
    N/A PC GENERAL SUPPORT 10,000
    TEACH FOR AMERICA BAY AREA
    685 MARKET ST 500
    SAN FRANCISCO,CA94103
    N/A PC GENERAL SUPPORT 15,000
    NATIONAL EQUITY PROJECT
    1720 BROADWAY FOURTH FLOOR
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 40,000
    INQUIRING SYSTEMS INC
    101 BROOKWOOD AVENUE SUITE 204
    SANTA ROSA,CA95404
    N/A PC GENERAL SUPPORT 25,000
    GREAT SCHOOL CHOICES INC
    342 E 119TH ST APT 3A
    NEW YORK,NY100354279
    N/A PC GENERAL SUPPORT 22,000
    OAKLAND MUSEUM OF CALIFORNIA
    1000 OAK STREET
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 5,000
    ATTITUDINAL HEALING CONNECTION
    1980 MANDELA PARKWAY
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 2,500
    GO PUBLIC SCHOOLS
    54 WASHINGTON ST
    OAKLAND,CA946073737
    N/A PC GENERAL SUPPORT 412,500
    ASPIRE PUBLIC SCHOOLS
    1001 22ND AVENUE SUITE 100
    OAKLAND,CA94606
    N/A PC GENERAL SUPPORT 62,500
    COMMUNITY INITIATIVES
    1000 BROADWAY SUITE 480
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 10,000
    ENVISION EDUCATION
    111 MYRTLE STREET SUITE 203
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 185,338
    LIGHTHOUSE COMMUNITY CHARTER SCHOOL
    444 HEGENBERGER ROAD
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 993,094
    COMMUNITY SCHOOL FOR CREATIVE EDUCATION
    2111 INTERNATIONAL BOULEVARD
    OAKLAND,CA94606
    N/A PC GENERAL SUPPORT 18,570
    URBAN MONTESSORI CHARTER SCHOOL
    5328 BRANN STREET
    OAKLAND,CA94619
    N/A PC GENERAL SUPPORT 154,520
    EAST BAY INNOVATION ACADEMY
    3400 MALCOLM AVENUE
    OAKLAND,CA94605
    N/A PC GENERAL SUPPORT 3,281
    EDUCATE78
    2323 BROADWAY
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 250,000
    BOYS AND GIRLS CLUBS OF OAKLAND
    3300 HIGH STREET 2ND FLOOR
    OAKLAND,CA94619
    N/A PC GENERAL SUPPORT 5,000
    EDUCATION FOR CHANGE
    333 HEGENBERGER RD STE 600
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 210,000
    DONORSCHOOSE
    134 W 37 TH STREET FLOOR 11
    NEW YORK,NY10018
    N/A PC GENERAL SUPPORT 15,251
    ST ELIZABETH'S ELEMENTARY SCHOOL
    1516 33RD AVENUE
    OAKLAND,CA94602
    N/A GOV GENERAL SUPPORT 10,000
    PHILANTHROPIC VENTURES FOUNDATION
    1222 PRESERVATION PARK WAY
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 105,000
    EAST BAY ZOOLOGICAL SOCIETY
    9777 GOLF LINKS ROAD
    OAKLAND,CA94605
    N/A PC GENERAL SUPPORT 5,000
    OAKLAND PUBLIC EDUCATION FUND
    520 3RD STSUITE 109
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 114,600
    OAKLAND COMMUNITY ORGANIZATIONS
    5001 FOOTHILL BLVD
    OAKLAND,CA94601
    N/A PC GENERAL SUPPORT 10,000
    PLANTING JUSTICE
    319 105TH AVE
    OAKLAND,CA94603
    N/A PC GENERAL SUPPORT 258
    MEMORIAL SLOAN KETTERING
    1275 YORK AVE
    NEW YORK,NY10065
    N/A PC GENERAL SUPPORT 35
    BAY AREA CHILDREN'S THEATER
    6114 LASALLE AVE 431
    OAKLAND,CA946110000
    N/A PC GENERAL SUPPORT 25
    ARTSPAN
    934 BRANNAN STREET 2ND FLOOR
    SAN FRANCISCO,CA94103
    N/A PC GENERAL SUPPORT 500
    ENVISION SCHOOL
    1515 WEBSTER ST
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 500
    NATIONAL PARK FOUNDATION
    1110 VERMONT AVE NW SUITE 200
    WASHINGTON,DC20005
    N/A PC GENERAL SUPPORT 200
    BEYOND EMANCIPATION
    675 HEGENBERGER RD 100
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 200
    ORIGINAL PRACTICE SHAKESPEARE FESTIVAL
    3945 SE MADISON ST
    PORTLAND,OR972144421
    N/A PC GENERAL SUPPORT 50
    FRIENDS OF OAKLAND PARKS AND RECREATION
    PO BOX 13267
    OAKLAND,CA946610267
    N/A PC GENERAL SUPPORT 610
    CAMP PHOENIX
    39931 PARADA STREET B APT 6
    NEWARK,CA94560
    N/A PC GENERAL SUPPORT 200
    SUPER STARS LITERACY
    333 HEGENBERGER ROAD STE 503
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 30,100
    OAKLAND PROMISE
    PO BOX 71005
    OAKLAND,CA94312
    N/A PC GENERAL SUPPORT 26
    LUCILE PACKARD FOUNDATION
    343 SECOND STREET
    LOS ALTOS,CA94022
    N/A PC GENERAL SUPPORT 25
    UC BERKELEY FOUNDATION
    1995 UNIVERSITY AVENUE SUITE 401
    BERKELEY,CA94704
    N/A PC GENERAL SUPPORT 10,025
    AL OTRO LADO
    1200 N STATE ST 1008
    LOS ANGELES,CA90033
    N/A PC GENERAL SUPPORT 250
    NORTH SHORE ANIMAL LEAGUE
    25 DAVIS AVENUE
    PORT WASHINGTON,NY11050
    N/A PC GENERAL SUPPORT 100
    OAKLAND LITERACY COALITION
    120 LINDENT STREET
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 51
    MOREAU CATHOLIC HIGH SCHOOL
    27170 MISSION BLVD
    HAYWARD,CA94544
    N/A PC GENERAL SUPPORT 25
    SIERRA BUTTES TRAIL STEWARDSHIP
    550 CRESCENT ST
    QUINCY,CA959719130
    N/A PC GENERAL SUPPORT 10
    NATIONAL MULTIPLE SCLEROSIS SOCIETY
    733 THIRD AVENUE 3RD FLOOR
    NEW YORK,NY10017
    N/A PC GENERAL SUPPORT 130
    SANTA CLARA UNIVERSITY
    500 EL CAMINO REAL
    SANTA CLARA,CA950531400
    N/A PC GENERAL SUPPORT 2,500
    DIG DEEP
    891 BEACH ST
    SAN FRANCISCO,CA941091102
    N/A PC GENERAL SUPPORT 275
    EDNA BREWER MIDDLE SCHOOL
    3748 13TH AVE
    OAKLAND,CA94610
    N/A GOV GENERAL SUPPORT 25
    ALZHEIMER'S ASSOCIATION
    2290 N 1ST ST 101
    SAN JOSE,CA95131
    N/A PC GENERAL SUPPORT 20
    OTIS ELEMENTARY SCHOOL
    3010 FILLMORE
    ALAMEDA,CA94501
    N/A GOV GENERAL SUPPORT 243
    CITIZENS FOR RESPONSIBLE ETHICS IN WASHINGTON
    455 MASSACHUSETTS AVENUE NW SIXTH
    FLOOR
    WASHINGTON,DC20001
    N/A PC GENERAL SUPPORT 500
    BORDER KINDNESS INC
    125 E 3RD ST PMB 4
    CALEXICO,CA922312663
    N/A PC GENERAL SUPPORT 268
    CROCKER HIGHLANDS ELEMENTARY SCHOOL
    525 MIDCREST RD
    OAKLAND,CA94610
    N/A GOV GENERAL SUPPORT 715
    COVENANT HOUSE
    200 HARRISON ST
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 105
    EAST OAKLAND BOXING ASSOCIATION
    816 98TH AVE
    OAKLAND,CA94603
    N/A PC GENERAL SUPPORT 5,100
    THE PRAXIS PROJECT INC
    1900 FRUITVALE AVENUE NO 3D
    OAKLAND,CA94601
    N/A PC GENERAL SUPPORT 100
    EAST BAY SPCA OAKLAND
    8323 BALDWIN STREET
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 75
    TEEN SHARP
    1200 N FRENCH ST 5TH FLOOR
    WILMINGTON,DE198013239
    N/A PC GENERAL SUPPORT 53
    JUNTOS COLLECTIVE
    1220 STANNAGE AVE
    BERKELEY,CA947062224
    N/A PC GENERAL SUPPORT 232
    ARCHBISHOP OF SF
    1 PETER YORKE WAY
    SAN FRANCISCO,CA94109
    N/A PC GENERAL SUPPORT 1,000
    Total .................................bullet 3a 3,820,155
    bApproved for future payment
    OAKLAND LITERACY COALITION
    120 LINDENT STREET
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 200,051
    BOY SCOUTS OF AMERICA-SF BAY AREA COUNCIL
    1001 DAVIS STREET
    SAN LEANDRO,CA94577
    N/A PC GENERAL SUPPORT 66,000
    GIRLS INCORPORATED OF ALAMEDA COUNTY
    510 16TH ST
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 40,000
    PHILANTHROPIC VENTURES FOUNDATION
    1222 PRESERVATION PARK WAY
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 50,000
    READING PARTNERS
    180 GRAND AVENUE SUITE 800
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 50,000
    SUPER STARS LITERACY
    333 HEGENBERGER ROAD STE 503
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 20,000
    OAKLAND PUBLIC EDUCATION FUND
    520 3RD STSUITE 109
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 25,103
    FAITH NETWORK OF THE EAST BAY
    2633 TELEGRAPH AVE 412
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 10,000
    SPRINGBOARD COLLABORATIVE
    2 PENN CENTER 1500 JFK BLVD SUITE
    1160
    PHILADELPHIA,PA19102
    N/A PC GENERAL SUPPORT 62,500
    UC BERKELEY FOUNDATION
    1995 UNIVERSITY AVENUE SUITE 401
    BERKELEY,CA94704
    N/A PC GENERAL SUPPORT 10,075
    NATIONAL EQUITY PROJECT
    1720 BROADWAY FOURTH FLOOR
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 25,000
    EDUCATION FOR CHANGE
    333 HEGENBERGER ROAD STE 600
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 120,000
    GO PUBLIC SCHOOLS
    54 WASHINGTON ST
    OAKLAND,CA946073737
    N/A PC GENERAL SUPPORT 380,000
    ASPIRE PUBLIC SCHOOLS
    1001 22ND AVENUE SUITE 100
    OAKLAND,CA94606
    N/A PC GENERAL SUPPORT 62,500
    COMMUNITY INITIATIVES
    1000 BROADWAY SUITE 480
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 10,000
    ENVISION EDUCATION
    111 MYRTLE STREET SUITE 203
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 52,625
    COMMUNITY SCHOOL FOR CREATIVE EDUCATION
    2113 INTERNATIONAL BOULEVARD
    OAKLAND,CA94606
    N/A PC GENERAL SUPPORT 17,380
    LIGHTHOUSE COMMUNITY CHARTER SCHOOL
    444 HEGENBERGER ROAD
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 63,062
    URBAN MONTESSORI CHARTER SCHOOL
    5328 BRANN STREET
    OAKLAND,CA94619
    N/A PC GENERAL SUPPORT 127,380
    EAST BAY INNOVATION ACADEMY
    3400 MALCOLM AVENUE
    OAKLAND,CA94605
    N/A PC GENERAL SUPPORT 2,188
    MILLS COLLEGE OFFICE OF INSTITUTIONAL ADVANCEMENT
    500 MACARTHUR BOULEVARD
    OAKLAND,CA946131301
    N/A PC GENERAL SUPPORT 400
    CAMP PHOENIX
    39931 PARADA STREET B
    NEWARK,CA94560
    N/A PC GENERAL SUPPORT 75
    OUR FAMILY COALITION
    1385 MISSION STREET SUITE 340
    SAN FRANCISCO,CA94103
    N/A PC GENERAL SUPPORT 75
    FIRST DESCENTS
    3001 BRIGHTON BLVD SUITE 623
    DENVER,CO80216
    N/A PC GENERAL SUPPORT 153
    JUNTOS COLLECTIVE
    1220 STANNAGE AVENUE
    BERKELEY,CA94706
    N/A PC GENERAL SUPPORT 26
    MOVEMENT STRATEGY CENTER
    436 14TH ST 500
    OAKLAND,CA94612
    N/A PC GENERAL SUPPORT 25
    EDUCATION LEADERS OF COLOR INC
    3680 WILSHIRE BLVD STE P-04-1052
    LOS ANGELES,CA90010
    N/A PC GENERAL SUPPORT 250
    EAT LEARN PLAY FOUNDATION
    10 CLAY STREET SUITE 250
    OAKLAND,CA94607
    N/A PC GENERAL SUPPORT 100
    SOCCER WITHOUT BORDERS
    3700 EASTERN AVE
    BALTIMORE,MD21224
    N/A PC GENERAL SUPPORT 103
    VIDA VERDE NATURE EDUCATION
    1043 TUNITAS CREEK ROAD
    HALF MOON BAY,CA94019
    N/A PC GENERAL SUPPORT 150
    TIDES CENTER
    1012 TORNEY AVENUE
    SAN FRANCISCO,CA941291755
    N/A PC GENERAL SUPPORT 52
    INTERNATIONAL RESCUE COMMITTEE
    122 EAST 42ND STREET
    NEW YORK,NY10168
    N/A PC GENERAL SUPPORT 103
    EDEN I & R INC
    570 B STREET
    HAYWARD,CA94541
    N/A PC GENERAL SUPPORT 200
    LANDSCAPE ARCHITECTURE FOUNDATION
    1129 20TH STREET NW SUITE 202
    WASHINGTON,DC20036
    N/A PC GENERAL SUPPORT 200
    OAKLAND PARKS AND RECREATION FOUNDATION
    PO BOX 13267
    OAKLAND,CA94661
    N/A PC GENERAL SUPPORT 50
    LIGHTHOUSE COMMUNITY CHARTER SCHOOLS
    444 HEGENBERGER ROAD
    OAKLAND,CA94621
    N/A PC GENERAL SUPPORT 500
    KQED
    PO BOX 7618
    SAN FRANCISCO,CA94120
    N/A PC GENERAL SUPPORT 150
    SMILE TRAIN
    41 MADISON AVENUE 28TH FLOOR
    NEW YORK,NY10010
    N/A PC GENERAL SUPPORT 250
    SALVATION ARMY NATIONAL HEADQUARTERS
    615 SLATERS LANE
    ALEXANDRIA,VA22313
    N/A PC GENERAL SUPPORT 156
    YOUNG VETERANS INC
    255 SHORELINE DRIVE SUITE 510
    REDWOOD CITY,CA94065
    N/A PC GENERAL SUPPORT 1,049
    UNIVERSITY OF WASHINGTON
    4333 BROOKLYN AVE NE BOX 359505
    SEATTLE,WA981959505
    N/A GOV GENERAL SUPPORT 250
    UC DAVIS FOUNDATION
    ONE SHIELDS AVENUE
    DAVIS,CA956168574
    N/A PC GENERAL SUPPORT 150
    Total .................................bullet 3b 1,398,331
    Form 990-PF (2019)
    Form 990-PF (2019)
    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....     14 689,780  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....     16 -244,722  
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............
        18 2,689,426  
    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 3,134,484 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    3,134,484
    (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 (2019)
    Form 990-PF (2019)
    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 (2019)
    Additional Data


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