TY 2020 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

Do not enter social security numbers on this form as it may be made public.
bullet

Go 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 08-01-2020 , and ending 07-31-2021

Name of foundation
THE WINDOVER FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)NUTTER MCCLENNEN 155 SEAPORT BLVD
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
BOSTON, MA02210

A Employer identification number

04-6897800

B Telephone number (see instructions)

(617) 439-2000

C If exemption application is pending, check here bullet

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address change Name change

D 1. Foreign organizations, check here............. bullet

2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... bullet

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) bullet

$24,753,611J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

	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	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments	15		15
4	Dividends and interest from securities...	443,199		443,199
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		211,377
b	Gross sales price for all assets on line 6a 2,343,743
7	Capital gain net income (from Part IV, line 2)...			211,377
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).......		10	10
12	Total. Add lines 1 through 11........	654,601		654,601
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........		102,059	51,030	51,029
b	Accounting fees (attach schedule).......		15,200		15,200
c	Other professional fees (attach schedule)....		105,070	105,070
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		125		125
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	222,454		156,100	66,354
25	Contributions, gifts, grants paid.......	188,000			188,000
26	Total expenses and disbursements. Add lines 24 and 25	410,454		156,100	254,354
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	244,147
b	Net investment income (if negative, enter -0-)			498,501
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	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	77,236	41,311	41,311
	2	Savings and temporary cash investments.........	523,882	861,471	861,471
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	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)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	1,841,104	1,792,389	1,835,377
	b	Investments—corporate stock (attach schedule).......	6,861,056	7,001,097	11,600,321
	c	Investments—corporate bonds (attach schedule).......	3,490,106	2,501,138	2,677,688
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	4,959,385	5,768,985	7,737,443
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	17,752,769	17,966,391	24,753,611
	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 )
	23	Total liabilities (add lines 17 through 22).........		0
		Foundations that follow FASB ASC 958, check here
		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
		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	17,752,769	17,966,391
	29	Total net assets or fund balances (see instructions).....	17,752,769	17,966,391
	30	Total liabilities and net assets/fund balances (see instructions).	17,752,769	17,966,391

Part III

Analysis of Changes in Net Assets or Fund Balances

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) ...............

17,752,769

Enter amount from Part I, line 27a .....................

244,147

Other increases not included in line 2 (itemize) bullet

1,574

Add lines 1, 2, and 3 ..........................

17,998,490

Decreases not included in line 2 (itemize) bullet

32,099

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .

17,966,391

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	250000 HSBC BK 4.875	P	2001-01-01	2020-08-24
b	4640 SUNCOR ENERGY	P	2001-01-01	2020-09-03
c	250000 JP MORGAN CHASE 2.4	P	2016-06-07	2020-10-14
d	250000 GENERAL ELECTRIC CAP 4.625	P	2011-01-07	2021-01-07
e	250000 BANK OF AMERICA	P	2011-07-07	2021-07-07
	167 ORGANON CO	P	2001-01-01	2021-07-09
	10000 GOLDMAN SACHS	P	2001-01-01	2021-07-26
	3870 ATT	P	2001-01-01	2021-07-26
	1670 MERCK	P	2001-01-01	2021-07-26
	2615 WALGREENS BOOTS	P	2001-01-01	2021-07-26
	10000 PUBLIC STORAGE	P	2001-01-01	2021-07-26
	BNY MELLON NOMINEE NET SALES	P	2001-01-01	2021-07-31

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	250,000	250,000
b	72,661	141,267	-68,606
c	251,243	250,250	993
d	250,000	250,000
e	250,000	250,000
	4,983	7,220	-2,237
	253,083	253,083
	108,213	151,039	-42,826
	127,840	146,180	-18,340
	121,324	178,867	-57,543
	254,460	254,460
	257,004		257,004

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
b			-68,606
c			993
d
e
			-2,237

			-42,826
			-18,340
			-57,543

			257,004

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	211,377
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 ...................		3

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

Reserved...........................

Reserved,..........................

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 and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Reserved................................	1	6,929
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	6,929
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	6,929
6	Credits/Payments:

a	2020 estimated tax payments and 2019 overpayment credited to 2020	6a	25,200
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	25,200
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.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	18,271
11	Enter the amount of line 10 to be: Credited to 2021 estimated tax7,000	Refunded	11	11,271

Part VII-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions

for the definition.................................

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.

Did the foundation file Form 1120-POL for this year?.....................

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

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. bullet

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

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....

Did the foundation have unrelated business gross income of $1,000 or more during the year?........

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

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?................

Yes

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..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

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 .

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 .............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

Form 990-PF (2020)

Page 5

Part VII-A

Statements Regarding Activities (continued)

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 .............

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.................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address bullet

The books are in care of bullet

JOHN A MCBRINE Telephone no. bullet

(617) 439-2000

Located at bullet

NUTTER MCCLENNEN- 155 SEAPORT BLVDBOSTONMA ZIP+4 bullet

02210

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

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

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? YesNo

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person?......................YesNo

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? YesNo

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? YesNo

(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)?...............YesNo

(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.).......YesNo

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 ........

Organizations relying on a current notice regarding disaster assistance check here........ bullet

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?.............

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)):

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?.............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

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.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year?......................YesNo

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.)..................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

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?

Form 990-PF (2020)

Page 6

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required (continued)

During the year did the foundation pay or incur any amount to:

Yes

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? YesNo

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive?.............YesNo

(3) Provide a grant to an individual for travel, study, or other similar purposes? YesNo

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 4945(d)(4)(A)? See instructions................YesNo

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals?.....YesNo

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 ......

Organizations relying on a current notice regarding disaster assistance check here......... bullet

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?..........YesNo

If "Yes," attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract?.....................YesNo

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? YesNo

If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? ....

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? .................YesNo

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
SUSANNA FULLER	TRUSTEE 000.25	0
2705 FERN LN HALIFAX NS B3K 4L3 CA	TRUSTEE 000.25	0
THOMAS HASTINGS	TRUSTEE 000.25	0
320 WATER ST 4TH FL AUGUSTA,ME04338	TRUSTEE 000.25	0
DR DIANE HASTINGS	TRUSTEE 000.25	0
26 TRAILRIDGE CT POTOMAC,MD20853	TRUSTEE 000.25	0
JOHN A MCBRINE	TRUSTEE 004.00	0
NUTTER - 155 SEAPORT BLVD BOSTON,MA02210	TRUSTEE 004.00	0

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










Total number of other employees paid over $50,000...................

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

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	NONE	0
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	N/A
2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... bullet

Form 990-PF (2020)

Page 8

Part X

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

22,216,609

Average of monthly cash balances.......................

738,928

Fair market value of all other assets (see instructions)................

Total (add lines 1a, b, and c).........................

22,955,537

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

22,955,537

Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see

instructions) Click to see attachment

.............................

344,333

Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4

22,611,204

Minimum investment return. Enter 5% of line 5..................

1,130,560

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.)

Minimum investment return from Part X, line 6....................

1,130,560

Tax on investment income for 2020 from Part VI, line 5......

6,929

Income tax for 2020. (This does not include the tax from Part VI.)...

Add lines 2a and 2b............................

6,929

Distributable amount before adjustments. Subtract line 2c from line 1............

1,123,631

Recoveries of amounts treated as qualifying distributions................

Add lines 3 and 4............................

1,123,631

Deduction from distributable amount (see instructions).................

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...

1,123,631

Part XII

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 Click to see attachment

..........

254,354

Program-related investments—total from Part IX-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4

254,354

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.................

Adjusted qualifying distributions. Subtract line 5 from line 4..............

254,354

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)

Page 9

Part XIII

Undistributed Income (see instructions)

	(c) 2019	(d) 2020
1 Distributable amount for 2020 from Part XI, line 7		1,123,631
2 Undistributed income, if any, as of the end of 2020:
a Enter amount for 2019 only.......	30,433
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2020:
a From 2015......
b From 2016......
c From 2017......
d From 2018......
e From 2019......
fTotal of lines 3a through e........
4Qualifying distributions for 2020 from Part
XII, line 4: $ 254,354
a Applied to 2019, but not more than line 2a	30,433
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions)........
d Applied to 2020 distributable amount.....		223,921
e Remaining amount distributed out of corpus
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
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 ..........		899,710
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 ......
10 Analysis of line 9:
a Excess from 2016....
b Excess from 2017....
c Excess from 2018....
d Excess from 2019....
e Excess from 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 section4942(j)(3) or4942(j)(5)

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	(e) Total

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).)

NONE

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.

NONE

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here bullet

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions

aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:

JOHN MCBRINE
NUTTER 155 SEAPORT BLVD
BOSTON,MA02210
(617) 439-2781
jmcbrinenutter.com

bThe form in which applications should be submitted and information and materials they should include:

NO FORMAL APPLICATION

cAny submission deadlines:

NONE ADOPTED

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

NONE

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)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
MAINE JUSTICE FDN 40 WATER ST HALLOWELL,ME04347	NONE	PC	GENERAL	18,000
PINE TREE SOCIETY 71 US-1 B SCARBOROUGH,ME04074	NONE	PC	GENERAL	20,000
SCENIC AMERICA 727 15TH ST WASHINGTON,DC20005	NONE	PC	GENERAL	12,500
ST ANDREWS EPISCOPAL CHURCH 11 GLIDDEN ST NEW CASTLE,ME04543	NONE	PC	GENERAL	125,000
STRAWBERRY BANKE 14 HANCOCK ST PORTSMOUTH,NH03801	NONE	PC	GENERAL	12,500
Total ................................. 3a				188,000

bApproved for future payment

Total ................................. 3b

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	(e) Related or exempt function income (See instructions.)
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	15
4 Dividends and interest from securities....			14	443,199
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income.....			14	10
8 Gain or (loss) from sales of assets other than inventory ............			18	211,377
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)..				654,601

13Total. Add line 12, columns (b), (d), and (e)..................

654,601

(See worksheet in line 13 instructions to verify calculations.)

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	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)

Page 13

Part XVII

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

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

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

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

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? ...........Yes No

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.
				May the IRS discuss this return with the preparer shown below? See instructions. Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name				Firm's EIN
	Firm's address				Phone no.

Form 990-PF (2020)

Additional Data

Software ID:	20011406
Software Version:	20.0.2.0
Part VI Line 7 - Tax Paid with the Original Return:	25,200

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2020 AccountingFeesSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
MCCABE TAX CONSULTING	15,200			15,200

- TIN:

TY 2020 InvestmentsCorpBondsSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Name of Bond	End of Year Book Value	End of Year Fair Market Value
CVS HEALTH CORP SR 2.75 2022-12-01	250,521	256,680
ARROW ELECTRONICS 3.50 2022-04-01	14,947	15,227
CBS 3.38 2028-02-15	252,789	277,055
A.B.B. FINANCE USA 2.88 2022-05-08	19,752	20,404
GOLDMAN SACHS GRP 6.75 1937-10-01	18,637	29,600
FEDEX 3.10 2029-08-05	252,251	273,463
INTEL 2.70 2022-12-15	4,979	5,168
JP MORGAN CHASE 3.38 2023-05-01	14,718	15,744
ADOBE SYSTEMS 3.25 2025-02-01	14,848	16,243
MICROSOFT 3.75 2045-02-12	19,847	19,990
CITIZENS BANK 2.25 2025-04-28	14,962	15,744
BANK OF AMERICA 3.95 2025-04-21	24,918	27,445
TOTAL SYSTEM SERVICES 4.80 2026-04-01	21,082	23,044
UBS COMMERCIAL MORTGAGE TRUST 3.40 2045-05-10	8,446	7,936
APPLE 4.38 2045-05-13	14,892	19,191
ANHEUSER-BUSH 4.90 1946-02-01	14,965	19,098
KIMCO REALTYCORP 3.40 2022-11-01	15,872	15,490
TELEFONICA EMISIONES 4.10 2024-03-08	9,985	11,309
CITIGROUP 4.45 2027-09-29	21,085	23,078
VERIZON COMMUNIATIONS 5.50 1947-03-16	14,964	21,351
ALEXANDRIA REAL ESTATE 4.30 2026-01-15	10,781	11,270
APPLE 2.40 2023-05-03	245,588	259,243
CREDIT SUISSE GRP 3.80 2022-09-15	21,384	21,758
BP CAPITAL MARKETS 2.50 2022-11-06	9,655	10,290
COMCAST 3.60 2024-03-01	25,927	27,022
CVS HEALTH 4.78 1938-03-25	14,702	18,830
NISOURCE FINANCE 3.95 1948-03-30	9,989	11,666
WFRBS COMMERICAL MORTGAGE TR 3.20 1948-03-15	10,078	10,040
GEORGE WASHINGTON UNIVERSITY 4.13 1948-09-15	10,000	12,669
HOSPITALITY PROPERTIES 4.95 2027-02-15	246,355	245,625
OMNICOM GROUP 3.65 2024-11-01	249,132	272,613
ATT 4.55 2048-03-09	18,189	24,106
PRUDENTIAL FINANCIAL 4.35 1950-02-25	14,964	19,096
BLACK HILLS CB 4.35 2033-05-01	4,977	5,930
ROYAL BANK OF SCOTLAND 5.08 2030-01-27	15,021	17,972
UNITED AIR 4.15 2033-02-25	8,426	9,148
LAM RESEARCH 4.00 2029-03-15	14,889	17,555
NATIONAL RETAIL PROP 4.30 2028-10-15	4,964	5,764
CENTERPOINT ENERGY 4.25 2028-11-01	9,972	11,594
DOWDUPONT 4.49 2025-11-15	5,000	5,689
JB HUNT TRANSPORT SERVICES 3.88 2026-03-01	14,999	16,736
PROVINCE OF ONTARIO 3.05 2024-01-29	24,975	26,654
UNION PACIFIC 3.15 2024-03-01	14,994	15,994
RYDER SYSTEMS 3.65 2024-03-18	10,006	10,753
DELTA AIRLINES 3.20 2019-03-13	10,000	10,587
NORTHROP GRUMMAN 2.93 2025-01-15	14,628	16,004
SHELL INTL FIN 3.50 2023-11-13	20,470	21,383
ORACLE 3.90 2035-05-15	16,878	17,063
TAKEDA PHARMACEUTICAL 2.05 2030-03-31	14,859	15,097
COSTCO 1.60 2030-04-20	14,974	14,949
WALT DISNEY 2.65 2031-01-13	4,997	5,327
NUTRIEN 1.90 2023-05-13	9,991	10,240
PORT AUTHORITY OF NY NJ 1.09 2023-07-01	10,000	10,141
TOYOTA MOTOR CREDIT 1.80 2025-02-13	24,955	25,885
BANCO SANTANDER 2.75 2025-05-28	10,044	10,550
LLOYDS BANKING 2.44 2026-02-05	10,000	10,477
BROADCOM 3.50 2028-01-15	16,122	16,467
AMERICAN HOMES 4.90 2029-02-15	11,353	11,903
SALES TAX SECURITIZATION 3.41 2043-01-01	20,000	22,230
JOHN DEERE CAPITAL 0.45 2024-01-17	9,993	10,005
EBAY 1.90 2025-03-11	20,818	20,701
ORACLE 1.65 2026-03-25	14,993	15,279
AMAZON.COM 1.00 2026-05-12	14,935	15,159
UNITEDHEALTH 1.15 2026-05-15	15,045	15,133
ASTRAZENECA FINANCE 1.20 2026-05-28	9,975	10,084
MORGAN STANLEY 2027-05-04	32,295	35,525
ABBVIE 3.20 2029-11-21	16,129	16,468
T-MOBILE USA 3.88 2030-04-15	16,496	16,936
STATE BOARD OF ADMINISTRATION 2.15 2030-07-01	10,000	10,363
VERIZON COMMUNICATIONS 3.40 2041-03-22	9,994	10,805
AMGEN 3.38 1950-02-21	17,743	16,347
KROGER 1.17 2031-01-15	14,966	14,610
HOME DEPOT 1.38 2031-03-15	9,340	9,701
APPLACHIAN POWER 2.70 2031-04-01	9,962	10,566
HSBC HOLDINGS 2031-08-18	19,798	20,233
ENBRIDGE 2.50 2033-08-01	9,958	10,193

- TIN:

TY 2020 InvestmentsCorpStockSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Name of Stock	End of Year Book Value	End of Year Fair Market Value
2845 shares of AFLAC	68,962	156,475
1215 shares of AMERICAN EXPRESS	77,369	207,193
1110 shares of PEPSICO	70,259	174,214
550 shares of APPLE	18,356	320,892
1275 shares of CHEVRON	139,264	129,808
725 shares of STRYKER	41,627	196,432
3145 shares of CISCO SYSTEMS	99,866	174,139
780 shares of ECOLAB	47,130	172,247
2830 shares of ORACLE	152,787	246,606
1710 shares of ABBVIE	117,070
1035 shares of DISNEY	104,489	182,181
690 shares of HOME DEPOT	98,653	226,451
1895 shares of OMNICOM GROUP	150,980	137,994
1330 shares of MEDTRONIC	97,409	174,642
2510 shares of TJX COS	97,827	173,713
1995 shares of EMERSON ELECTRIC	115,642	201,276
1970 shares of EXPEDITORS INTL WASHINGTON	152,734	252,653
610 shares of AMGEN	146,034	147,339
865 shares of 3M	155,750	171,218
1280 shares of UNITED PARCEL SERVICE	137,930	244,941
895 shares of AUTOMATIC DATA PROCESSING	89,134	187,619
975 shares of MICROSOFT	52,648	277,787
2165 shares of CHURCH DWIGHT	104,453	187,446
1795 shares of SYSCO	95,853	133,189
1490 shares of NIKE	151,620	249,590
1217 shares of PROCTER GAMBLE	76,973	173,094
620 shares of MOODYS	149,605	233,120
930 shares of CARLISLE COS	149,618	188,083
560 shares of CINTAS	150,235	220,741
845 shares of CUMMINS	117,795	196,125
420 shares of ROPER TECHNOLOGIES	151,224	206,363
840 shares of WATSCO	150,533	237,250
1700 shares of STARBUCKS	150,961	206,431
985 shares of CHUBB LTD	138,905	166,209
815 shares of VISA	95,437	200,808
1640 shares of TRACTOR SUPPLY	137,962	296,725
4820 shares of BANK OZK	121,819	196,222
1590 shares of GALLAGHER	127,956	221,503
1725 shares of ABBOTT LABS	118,042	208,690
1050 shares of JOHNSON JOHNSON	82,022	180,810
915 shares of STANLEY BLACK DECKER	116,723	180,301
725 shares of ACCENTURE PLC	114,601	230,318
2025 shares of RPM INTL	126,721	175,345
BNY MELLON STOCKS	1,632,576	2,647,638
10000 shares of GOLDMAN SACHS GROUP	253,083	253,600
10000 shares of PUBLIC STORAGE SERVICE	254,460	254,900

- TIN:

TY 2020 InvestmentsGovtObligationsSch

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

US Government Securities - End of Year Book Value:

1,720,997

US Government Securities - End of Year Fair Market Value:

1,755,744

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

71,392

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

79,633

- TIN:

TY 2020 InvestmentsOtherSchedule2

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
BNY MELLON SHORT-TERM US GOVT	FMV	131,695	124,826
BNY MELLON BOND FUND	FMV	247,848	247,660
BNY MELLON SELECT MNGRS SM CAP GR	FMV	153,069	293,352
BNY MELLON INTL STOCK FUND	FMV	259,297	470,671
BNY MELLON INTL EQUITY FUND	FMV	255,770	353,432
BNY MELLON FOCUSED EQUITY OPPOR FD	FMV	198,005	311,234
BNY MELLON US EQUITY FUND	FMV	323,514	648,585
BNY MELLON MID CAP MULTI-STRATEGY	FMV	395,661	722,210
BNY MELLON SELECT MNGRS SM CAP VALUE	FMV	207,514	286,575
BNY MELLON INTL SM CAP FUND	FMV	200,000	265,710
BNY MELLON INCOME STOCK FUND	FMV	321,367	464,289
BNY MELLON MIDCAP INDEX FUND	FMV	255,820	283,295
ISHARES MSCI EAFE INDEX FD	FMV	224,505	310,011
ISHARES RUSSELL 2000 GROWTH	FMV	154,015	300,050
BNY MELLON DIVERSIFIED EMERGING MKTS	FMV	137,500	241,159
ISHARES US PREFERRED STOCK	FMV	496,714	507,533
DFA EMERGING MKTS CORE EQUITY FD	FMV	237,500	326,721
BNY MELLON GLOBAL REAL ESTATE SEC	FMV	120,000	139,504
FIRST TRUST SHORT DURATION	FMV	489,591	482,816
BNY MELLON FLOATING RATE INCOME FD	FMV	75,000	71,206
BNY MELLON HIGH YIELD FUND	FMV	75,000	75,244
FEDERATED HERMES ULTRASHORT BD	FMV	809,600	811,360

- TIN:

TY 2020 LegalFeesSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
NUTTER, MCCLENNEN AND FISH	102,059	51,030		51,029

- TIN:

TY 2020 OtherDecreasesSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Description	Amount
FISCAL 7/31/20 ADDITIONAL BALANCE DUE	5,356
FISCAL 7/31/21 FEDERAL ESTIMATED PAYMENTS	25,200
BOND AMORTIZATION	1,543

- TIN:

TY 2020 OtherIncomeSchedule2

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
CLASS ACTION PROCEEDS	10	10

- TIN:

TY 2020 OtherIncreasesSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Description	Amount
TAX EXEMPT INTEREST- WELCH FORBES	919
TAX EXEMPT INTEREST- BNY MELLON	613
ACCRETION OF TAX EXEMPT BONDS	42

- TIN:

TY 2020 OtherProfessionalFeesSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
WELCH FORBES-INVESTMENT MGT	69,325	69,325
BNY MELLON- INVESTMENT MGT	35,745	35,745

- TIN:

TY 2020 TaxesSchedule

Name:

THE WINDOVER FOUNDATION

EIN:

04-6897800

Software ID:

20011406

Software Version:

20.0.2.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
MASS EXCISE TAX	125			125