Form990-PF
Click to see attachment

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2020
Open to Public Inspection
For calendar year 2020, or tax year beginning 07-01-2020 , and ending 06-30-2021
Name of foundation
The Reis Foundation Inc
 
Number and street (or P.O. box number if mail is not delivered to street address)One Wagon Ln
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Rolling Hills, CA90274
A Employer identification number

31-1486993
B Telephone number (see instructions)

(941) 552-5544
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$24,945,710J 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 142,400 142,400  
4 Dividends and interest from securities... 277,663 277,663  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 2,064,319
b Gross sales price for all assets on line 6a 6,040,201
7 Capital gain net income (from Part IV, line 2)... 2,064,319
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule).......      
12 Total. Add lines 1 through 11........ 2,484,382 2,484,382  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc.        
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 7,037     7,037
b Accounting fees (attach schedule)....... Click to see attachment 5,670 2,835   2,835
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 73,101 2,364    
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see list of attachments 5,526 5,008    
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 91,334 10,207   9,872
25 Contributions, gifts, grants paid....... 2,086,750 2,086,750
26 Total expenses and disbursements. Add lines 24 and 25 2,178,084 10,207   2,096,622
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 306,298
b Net investment income (if negative, enter -0-) 2,474,175
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2020)
Form 990-PF (2020)
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............. 67,156 139,636 139,636
2 Savings and temporary cash investments......... 4,504,726 5,030,945 5,030,945
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) bullet350,000
Less: allowance for doubtful accounts bullet   100,000 Click to see attachment350,000 350,000
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule) 80,878 Click to see attachment2 2
b Investments—corporate stock (attach schedule)....... 5,658,742 Click to see attachment5,372,653 14,240,764
c Investments—corporate bonds (attach schedule)....... 5,104,648 Click to see attachment5,132,593 5,184,363
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 205,881    
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 15,722,031 16,025,829 24,945,710
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet) Click to see attachment2,500  
23 Total liabilities (add lines 17 through 22)......... 2,500 0
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...........    
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 15,719,531 16,025,829
29 Total net assets or fund balances (see instructions)..... 15,719,531 16,025,829
30 Total liabilities and net assets/fund balances (see instructions). 15,722,031 16,025,829
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
15,719,531
2
Enter amount from Part I, line 27a .....................
2
306,298
3
Other increases not included in line 2 (itemize) bullet
3
 
4
Add lines 1, 2, and 3 ..........................
4
16,025,829
5
Decreases not included in line 2 (itemize) bullet
5
 
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
16,025,829
Form 990-PF (2020)
Form 990-PF (2020)
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 JP Morgan Publicly Traded Securities P 2020-01-01 2020-12-31
b Morgan Stanley Publicly Traded Security P 2020-01-01 2020-12-31
c
d
e
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 2,580,895   2,587,377 -6,482
b 3,459,306   1,388,505 2,070,801
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a       -6,482
b       2,070,801
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 2,064,319
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 2,064,319
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
SECTION 4940(e) REPEALED ON DECEMBER 20, 2019 - DO NOT COMPLETE
1 Reserved
(a)
Reserved 		(b)
Reserved 		(c)
Reserved 		(d)
Reserved
2
Reserved...........................
2
3
Reserved...........................
3
4
Reserved...........................
4
5
Reserved...........................
5
6
Reserved...........................
6
7
Reserved...........................
7
8
Reserved,..........................
8
Form 990-PF (2020)
Form 990-PF (2020)
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 for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Reserved................................ 1 34,391
c All other domestic foundations enter 1.39% 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 34,391
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 34,391
6 Credits/Payments:
a 2020 estimated tax payments and 2019 overpayment credited to 2020 6a 46,700
b Exempt foreign organizations—tax withheld at source...... 6b  
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 46,700
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 12,309
11 Enter the amount of line 10 to be: Credited to 2021 estimated taxBullet12,309 RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletFL
    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 2020 or the taxable year beginning in 2020? 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 (2020)
    Form 990-PF (2020)
    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 addressbulletN/A
    14
    The books are in care ofbulletPamela Reis Telephone no.bullet (310) 377-6999

    Located atbulletOne Wagon LaneRolling HillsCA ZIP+4bullet90274
    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 2020, 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 2020?.............
    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 2020, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2020?.............
    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 2020 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 2020.)..................
    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 2020?
    4b
     
    No
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    Perryn Reis Vice President
    2.00     		0    
    One Wagon Lane
    Rolling Hills,CA90274
    Blythe G Reis Secretary
    2.00     		0    
    One Wagon Lane
    Rolling Hills,CA90274
    Pamela P Reis President
    4.00     		0    
    One Wagon Lane
    Rolling Hills,CA90274
    Kyle C Reis Chairman & Trea
    2.00     		0    
    One Wagon Lane
    Rolling Hills,CA90274
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    NONE
    Total number of other employees paid over $50,000...................bullet  
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    2  
    3  
    4  
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet  
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    19,885,558
    b
    Average of monthly cash balances.......................
    1b
    825,074
    c
    Fair market value of all other assets (see instructions)................
    1c
    193,750
    d
    Total (add lines 1a, b, and c).........................
    1d
    20,904,382
    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
     
    3
    Subtract line 2 from line 1d.........................
    3
    20,904,382
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    313,566
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    20,590,816
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    1,029,541
    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
    1,029,541
    2a
    Tax on investment income for 2020 from Part VI, line 5......
    2a
    34,391
    b
    Income tax for 2020. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    34,391
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    995,150
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    995,150
    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
    995,150
    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
    2,096,622
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    2,096,622
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b. See instructions.................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    2,096,622
    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 (2020)
    Form 990-PF (2020)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2019     		(c)
    2019     		(d)
    2020
    1 Distributable amount for 2020 from Part XI, line 7 995,150
    2 Undistributed income, if any, as of the end of 2020:
    a Enter amount for 2019 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2020:
    a From 2015......  
    b From 2016...... 179,600
    c From 2017...... 284,754
    d From 2018...... 29,063
    e From 2019...... 479,829
    fTotal of lines 3a through e........ 973,246
    4Qualifying distributions for 2020 from Part
    XII, line 4: bullet$ 2,096,622
    a Applied to 2019, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2020 distributable amount..... 995,150
    e Remaining amount distributed out of corpus 1,101,472
    5 Excess distributions carryover applied to 2020.    
    (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 2,074,718
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		 
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2019. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2020. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2021 ..........     		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 2015 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2021.
    Subtract lines 7 and 8 from line 6a ......     		2,074,718
    10 Analysis of line 9:
    a Excess from 2016.... 179,600
    b Excess from 2017.... 284,754
    c Excess from 2018.... 29,063
    d Excess from 2019.... 479,829
    e Excess from 2020.... 1,101,472
    Form 990-PF (2020)
    Form 990-PF (2020)
    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 2020, 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) 2020 (b) 2019 (c) 2018 (d) 2017
             
    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).)
    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 (2020)
    Form 990-PF (2020)
    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
    Gender Spectrum
    1271 Washington Avenue 834
    San Francisco,CA94105     		NONE PC Vulnerable peoples 2,000
    IDEOorg
    444 Spear Street Suite 213
    San Francisco,CA94105     		Board PC Design & society 20,000
    Exponent Philanthropy
    1720 N Street NW
    Washington,DC20036     		NONE PC Philanthropy 1,750
    Vision Maker Media
    1800 N33rd Street
    Lincoln,NE68503     		NONE PC Vulnerable peoples 10,000
    Fair Housing Advocates of Northern CA
    1314 Lincoln Ave Suite A
    San Rafel,CA94901     		NONE PC Vulnerable peoples 50,000
    Public Knowledge
    1818 N Street NW
    Washington,DC20036     		NONE PC Vulnerable peoples 50,000
    Groundswell Fund
    548 Market Street 49734
    San Francisco,CA94104     		NONE PC Sexual Health & Reproductive Justice 250,000
    Advocates for Youth
    1325 G Street NW Suite 980
    Washington,DC20005     		NONE PC Sexual Health & Reproductive Justice 5,000
    International Documentary Association
    3600 Wilshire Blvd Suite 1810
    Los Angeles,CA90010     		NONE PC Artists, Justice & Society 5,000
    Sarasota Memorial Hospital Foundation
    1515 S Osprey Avenue Suite B4
    Sarasota,FL34239     		NONE PC Miscellaneous 5,000
    Community Foundation of North State
    1335 Arboretum Drive
    Redding,CA96003     		NONE PC Disaster Relief 30,000
    United States Artists
    200 W Madison Street
    Chicago,IL60606     		NONE PC Artists, Justice & Society 110,000
    Womens Earth and Climate Caucus
    20 Sunnyside Ave Ste A438
    Mill Valley,CA94941     		NONE PC Environmental Justice 50,000
    NAACP Legal Defense and Education Fund
    40 Rector Street 5th Floor
    New York,NY10006     		NONE PC Artists, Justice & Society 25,000
    Lawyers Committee for Civil Rights
    1500 K Street NW
    Washington,DC20005     		NONE PC Artists, Justice & Society 25,000
    Girls for a Change
    100 Buford Road
    North Chesterfield,VA23235     		NONE PC Educational Equity 25,000
    Companies for Causes
    1899 L Street NW
    Washington,DC20036     		NONE PC Vulnerable Peoples 25,000
    Coalition for Advancement of Regional Tr
    203 North Clifton Ave Suite B
    Louisville,KY40206     		NONE PC Design & Society 75,000
    Feminist Press
    365 Fifth Avenue Suite 5406
    New York,NY10016     		NONE PC Artists, Justice & Society 20,000
    Los Angeles Master Chorale
    135 North Grand Avenue
    Los Angeles,CA90012     		NONE PC Artists, Justice & Society 25,000
    ACLU Foundation of Southern California
    1313 W 8th Street
    Los Angeles,CA90017     		NONE PC Artists, Justice & Society 10,000
    Oweesta Corporation
    2432 Main Street 1st Floor
    Longmont,CO80501     		NONE PC Vulnerable Peoples 50,000
    National Urban Fellows
    1120 Ave of the Americas Ste 4057
    New York,NY10036     		NONE PC Educational Equity 25,000
    Barrier Aung
    506 East Ridgewood Avenue
    Ridgewood,NJ07450     		NONE PC Design & Society 10,000
    350ORG
    20 Jay Street Ste 732
    Brooklyn,NY11201     		NONE PC Environmental Justice 50,000
    Health Connected
    763 Green Street
    East Palo Alto,CA94303     		Staff PC Sexual Health & Reproductive Justice 20,000
    Los Angeles Regional Food Bank
    1734 East 41st St
    Los Angeles,CA90058     		NONE PC Disaster Relief 25,000
    California Community Foundation
    211 S Figueroa St
    Los Angeles,CA90012     		NONE PC Disaster Relief 50,000
    Inner City Law
    1309 E 7th St
    Los Angeles,CA90012     		NONE PC Disaster Relief 25,000
    Mid Klamath Watershed Council
    PO Box 409
    Orleans,CA95556     		Board PC Environmental Justice 60,000
    South Coast Botanic Garden Foundation
    26300 Crenshaw Blvd
    Palos Verdes,CA90274     		Board PC Environmental Justice 10,000
    Humboldt Area Foundation
    363 Indianola Road
    Bayside,CA95525     		NONE PC Disaster Relief 15,000
    Global Exchange
    1446 Market Street
    San Francisco,CA94103     		NONE PC Miscellaneous 5,000
    Environmental Protection Information Ctr
    145 G Street
    Arcata,CA95521     		NONE PC Environmental Justice 5,000
    Klamath Forest Alliance
    274 Eastern Avenue
    Arcata,CA95521     		NONE PC Environmental Justice 5,000
    Food for People
    PO Box 4922
    Eureka,CA95502     		NONE PC Disaster Relief 5,000
    Friends of the Inyo
    621 W Line Street
    Bishop,CA93514     		NONE PC Environmental Justice 5,000
    Southern California Public Radio
    424 S Raymond Ave
    Pasadena,CA91105     		NONE PC Artists, Justice & Society 10,000
    Asian americans Advancing Justice LA
    1145 Wilshire Blvd
    Los Angeles,CA90017     		NONE PC Vulnerable Peoples 7,500
    Figure Skating in Harlem
    361 W 125 Street Floor 4
    New York,NY10027     		NONE PC Educational Equity 7,500
    PBS SoCal
    3080 Bristol Street
    Costa Mesa,CA92626     		NONE PC Artists, Justice & Society 10,000
    Chinese for Affirmative Action
    17 Walter U Lum Place
    San Francisco,CA94108     		NONE PC Vulnerable Peoples 10,000
    Southern Education Foundation Inc
    101 Marietta Street NW Ste 1650
    Atlanta,GA30303     		NONE PC Educational Equity 50,000
    The Education Trust
    1501 K Street NW Suite 200
    Washington,DC20005     		NONE PC Educational Equity 50,000
    Eames Institute
    1251 San Antonio Road
    Petaluma,CA94952     		NONE PC Design & society 25,000
    Mass Design Group
    334 Boylston St Ste 400
    Boston,MA02116     		NONE PC Design & Society 50,000
    Proteus Fund
    15 Research Drive Suite B
    Amherst,MA01002     		NONE PC Vulnerable Peoples 25,000
    Advancement Fund
    1220 L Street NW Suite 850
    Washington,DC20005     		NONE PC Educational Equity 100,000
    Profound Gentlemen
    2701-C Freedom Drive
    Charlotte,NC28208     		NONE PC Educational Equity 50,000
    Silicon Valley Community Foundation
    2440 West Camino Real Suite 300
    Mountain View,CA94040     		NONE PC Vulnerable Peoples 250,000
    Womens Foundation of California
    300 Frank H Ogawa Plaza
    Oakland,CA94612     		NONE PC Sexual Health & Reproductive Justice 50,000
    Youth United for Community Action
    2135 Clarke Avenue
    East Palo Alto,CA94303     		NONE PC Vulnerable Peoples 10,000
    Michigan Org on Adolescent Sexual Health
    PO Box 1386
    East Lansing,MI48826     		NONE PC Sexual Health & Reproductive Justice 25,000
    League of Women Voters
    1730 M St NW Suite 1000
    Washington,DC20036     		NONE PC Vulnerable Peoples 10,000
    Return to the Heart Foundation
    1825 K St W
    Washington,DC20006     		NONE PC Vulnerable Peoples 25,000
    Silicon Valley Shakespeare
    775 E Brokaw Rd
    San Jose,CA95512     		NONE PC Artists, Justice and Society 10,000
    Bigfoot Trail Alliance
    PO Box 777
    Bayside,CA95524     		NONE PC Environmental Justice 5,000
    Native American Rights Fund
    1506 Broadway
    Boulder,CO80302     		NONE PC Vulnerable Peoples 100,000
    Education for Just Peace in Middle East
    PO Box 3609
    Washington,DC20027     		NONE   Vulnerable Peoples 10,000
    Huckleberry Youth Programs Inc
    3450 Geary Blvd 107
    San Francisco,CA94118     		NONE PC Vulnerable Peoples 8,000
    Nature Rights Council
    2274 Eastern Ave
    Arcata,CA95521     		NONE PC Vulnerable Peoples 5,000
    Total .................................bullet 3a 2,086,750
    bApproved for future payment
    Total .................................bullet 3b  
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........     		    14 142,400  
    4 Dividends and interest from securities....     14 277,663  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 2,064,319  
    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)..   2,484,382  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    2,484,382
    (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 (2020)
    Form 990-PF (2020)
    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 instructions.
    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 (2020)
    Additional Data


    Software ID: 20011551
    Software Version: 2020v4.0


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2020 AccountingFeesSchedule
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Accounting Fees 5,670 2,835 0 2,835

    TY 2020 InvestmentsCorpBondsSchedule
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Name of Bond End of Year Book Value End of Year Fair Market Value
    2,050 Ford Motor Co 6.2000% 51,250 55,863
    500,000 Bank of Montreal Sr Glbl 500,000 494,295
    500,000 Capital One Bk USA Natl 506,253 523,167
    500,000 General Motors Financial 500,811 506,971
    500,000 Goldman Sachs Group Inc 500,000 497,860
    500,000 Morgan Stanley 500,090 504,509
    500,000 PNC BK N A Pittsburgh PA 500,472 503,617
    500,000 Sumitomo Mitsui Banking 503,623 512,777
    50,000 Ford Motor Co 38,006 59,625
    500,000 CitiGroup Inc 500,000 496,912
    500,000 General Motors Financial (4.25%) 532,088 531,401
    500,000 National Rural Utils 500,000 497,366

    TY 2020 InvestmentsCorpStockSchedule
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Name of Stock End of Year Book Value End of Year Fair Market Value
    1,000 VMWARE Inc Class A 151,551 159,970
    4,800 Apple 82,583 657,408
    1,250 Walt Disney Co Hldg Co 67,668 219,713
    1,250 Home Depot 77,438 398,613
    1,306 Abbot Labs 51,447 151,405
    1,400 Broadcom Inc 308,676 667,576
    1,450 Xylem 45,649 173,942
    1,500 3M Company 171,409 297,945
    1,500 Johnson & Johnson 103,063 247,110
    1,500 LVMH Moet Hennessy Louis Vuitt 122,279 236,700
    1,680 Cigna Corp 129,687 398,278
    1,290 KLA Tencor 60,949 418,231
    200 Alphabet Inc Cl A 67,703 488,358
    2,000 Canadian National Railway 78,103 211,040
    2,000 Procter & Gamble 125,621 269,860
    2,200 Automatic Data 116,573 436,964
    2,200 Check Point Software Tech 193,661 255,486
    1,800 Stryker 98,541 467,514
    2,250 Okta Inc Cl A 169,545 550,530
    1,926 S&P Global Inc 89,752 790,527
    5,400 Nextera Energy 62,141 395,712
    2,000 Eli Lilly & Co. 84,170 459,040
    3,300 Sanofi 107,491 173,778
    3,500 Microsoft Corp 100,541 948,150
    4,000 Fortinet 114,609 952,760
    4,500 AT&T 123,979 129,510
    4,800 Pfizer 118,091 187,968
    5,000 Bristol-Myers 129,428 334,100
    5,400 Aflac Inc, 121,617 289,764
    600 Blackrock Inc 244,330 524,982
    7,000 Deutsche Tele 94,570 148,820
    7,500 General American Investr 187,320 205,350
    7,940 Intel Corp 184,434 445,752
    8,000 American International 200,000 229,120
    8,000 AT&T Inc 200,000 219,200
    4,700 Corning Inc. 91,509 192,230
    7,500 Blackrock Cap Allocation 150,000 164,100
    12,500 Blackrock Innovation and Grw B 250,000 253,875
    700 Mastercard Inc Cl A 259,887 255,563
    1,000 Visa Inc Cl A 236,638 233,820

    TY 2020 InvestmentsGovtObligationsSch
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    US Government Securities - End of Year Book Value:

    2
    US Government Securities - End of Year Fair Market Value:

    2
    State & Local Government Securities - End of Year Book Value:


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


     


    TY 2020 LegalFeesSchedule
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Legal Fees 7,037 0 0 7,037


    TY 2020 OtherExpensesSchedule
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Bank Charges 315 315    
    Due Dilligence Expenses 3,000 3,000    
    Dues & Subscriptions 750 750    
    ES Underpayment 518      
    Filing Fees 61 61    
    Investment Fees 699 699    
    Postage 183 183    


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

    TY 2020 OtherNotesLoansRcvblLongSch
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0

    Borrower's Name Relationship to Insider Original Amount of Loan Balance Due Date of Note Maturity Date Repayment Terms Interest Rate Security Provided by Borrower Purpose of Loan Description of Lender Consideration Consideration FMV
    Oweesta Corporation   250,000 250,000 2021-02 2026-02   100.00 % Unsecured     250,000
    TechSoup Global   100,000 100,000 2019-06 2024-06   500.00 % Promissory Note Funding Future Strategic Plans   100,000

    TY 2020 TaxesSchedule
    Name:
    The Reis Foundation Inc
    EIN:
    31-1486993
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Excise Tax 70,737      
    Foreign Tax Withheld 2,364 2,364