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 01-01-2020 , and ending 12-31-2020

Name of foundation
LOTHENBACH FAMILY FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)328 BARRY AVE SOUTH NO 100
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
WAYZATA, MN55391

A Employer identification number

81-4309433

B Telephone number (see instructions)

(952) 903-4400

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

$12,422,113J 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	52,293		52,293
4	Dividends and interest from securities...	120,145		120,145
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		983,042
b	Gross sales price for all assets on line 6a 9,212,714
7	Capital gain net income (from Part IV, line 2)...			983,042
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).......		221	221
12	Total. Add lines 1 through 11........	1,155,701		1,155,701
13	Compensation of officers, directors, trustees, etc.	0		0	0
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		3,800	1,900	1,900
c	Other professional fees (attach schedule)....		30,772	30,772	0
17	Interest...............	3,869		3,869	0
18	Taxes (attach schedule) (see instructions)...		10,510	3,789	0
19	Depreciation (attach schedule) and depletion...		3,330	0
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		26,103	17,978	8,125
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	78,384		58,308	10,025
25	Contributions, gifts, grants paid.......	501,000			501,000
26	Total expenses and disbursements. Add lines 24 and 25	579,384		58,308	511,025
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	576,317
b	Net investment income (if negative, enter -0-)			1,097,393
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.............	29,438
	2	Savings and temporary cash investments.........	54,300	456,709	456,709
	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)
	b	Investments—corporate stock (attach schedule).......	7,691,186	7,595,320	7,595,320
	c	Investments—corporate bonds (attach schedule).......	874,076	1,013,403	1,013,403
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	3,274,182	3,355,294	3,355,294
	14	Land, buildings, and equipment: basis 9,989
		Less: accumulated depreciation (attach schedule) 8,602	4,717	1,387	1,387
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	11,927,899	12,422,113	12,422,113
	17	Accounts payable and accrued expenses..........	235	3,880
	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 )	9,845	9,845
	23	Total liabilities (add lines 17 through 22).........	10,080	13,725
		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........	0	0
	27	Paid-in or capital surplus, or land, bldg., and equipment fund	0	0
	28	Retained earnings, accumulated income, endowment, or other funds	11,917,819	12,408,388
	29	Total net assets or fund balances (see instructions).....	11,917,819	12,408,388
	30	Total liabilities and net assets/fund balances (see instructions).	11,927,899	12,422,113

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

11,917,819

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

576,317

Other increases not included in line 2 (itemize) bullet

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

12,494,136

Decreases not included in line 2 (itemize) bullet

85,748

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

12,408,388

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
1 a	PUBLICLY TRADED SECURITIES
b	CAPITAL GAIN DISTRIBUTION
c	ALPHAKEYS CAPITAL GAIN	P
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	9,185,457	8,153,486	1,031,971
b	27,257		27,257
c		76,186	-76,186
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			1,031,971
b			27,257
c			-76,186
d
e

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	983,042
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	15,254
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	0
3	Add lines 1 and 2...........................	3	15,254
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4	0
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	15,254
6	Credits/Payments:

a	2020 estimated tax payments and 2019 overpayment credited to 2020	6a	4,400
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	0
d	Backup withholding erroneously withheld ...........	6d	0

7	Total credits and payments. Add lines 6a through 6d..............		7	4,400
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	35
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	10,889
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2021 estimated tax	Refunded	11

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

$ 0(2) On foundation managers. bullet

$ 0

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

on foundation managers. bullet

$ 0

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 .

Yes

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

N/A

The books are in care of bullet

THE FOUNDATION Telephone no. bullet

(952) 903-4400

Located at bullet

328 BARRY AVE SOUTH NO 100WAYZATAMN ZIP+4 bullet

55391

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
ROBERT J LOTHENBACH	TRUSTEE 0.00	0	0	0
328 BARRY AVE SOUTH SUITE 100 WAYZATA,MN55391	TRUSTEE 0.00	0	0	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
NONE









Total number of other employees paid over $50,000...................				0

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)

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

11,012,541

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

225,209

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

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

11,237,750

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

11,237,750

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

instructions) .............................

168,566

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

11,069,184

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

553,459

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

553,459

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

15,254

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

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

15,254

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

538,205

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

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

538,205

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

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

538,205

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 ..........

511,025

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

511,025

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

511,025

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)

	(a) Corpus	(b) Years prior to 2019	(c) 2019	(d) 2020
1 Distributable amount for 2020 from Part XI, line 7				538,205
2 Undistributed income, if any, as of the end of 2020:
a Enter amount for 2019 only.......			460,714
b Total for prior years:20, 20, 20		0
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........	0
4Qualifying distributions for 2020 from Part
XII, line 4: $ 511,025
a Applied to 2019, but not more than line 2a			460,714
b Applied to undistributed income of prior years (Election required—see instructions).....		0
c Treated as distributions out of corpus (Election required—see instructions)........	0
d Applied to 2020 distributable amount.....				50,311
e Remaining amount distributed out of corpus	0
5 Excess distributions carryover applied to 2020.	0			0
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5	0
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........		0
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......		0
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........		0
e Undistributed income for 2019. Subtract line 4a from line 2a. Taxable amount—see instructions .............			0
f Undistributed income for 2020. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2021 ..........				487,894
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......	0
8 Excess distributions carryover from 2015 not applied on line 5 or line 7 (see instructions) ...	0
9Excess distributions carryover to 2021. Subtract lines 7 and 8 from line 6a ......	0
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).)

ROBERT J LOTHENBACH

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

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 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)

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
LITERACY MATTERS FOUNDATION 1005 W FRANKLIN AVE SUITE 3 MINNEAPOLIS,MN55405	NONE	PC	GENERAL SUPPORT	200,000
THOROUGHBRED CHARITIES OF AMERICA INC PO BOX 910668 LEXINGTON,KY40591	NONE	PC	GENERAL SUPPORT	1,000
IMPACT LIVING CHRISTIAN CENTER 3620 E 26TH ST MINNEAPOLIS,MN55406	NONE	NC	GENERAL SUPPORT	25,000
THE RETREAT 13 GOODFRIEND DRIVE EAST HAMPTON,NY11937	NONE	PC	GENERAL SUPPORT	250,000
BENILDE ST MARGARET'S 2501 HIGHWAY 100 S MINNEAPOLIS,MN554161732	NONE	PC	GENERAL SUPPORT	25,000
Total ................................. 3a				501,000

bApproved for future payment

Total ................................. 3b				0

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	52,293
4 Dividends and interest from securities....			14	120,145
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	221
8 Gain or (loss) from sales of assets other than inventory ............			18	983,042
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..		0		1,155,701	0

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

1,155,701

(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:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2020 AccountingFeesSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	3,800	1,900		1,900

- TIN:

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

TY 2020 DepreciationSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense	Net Investment Income	Adjusted Net Income	Cost of Goods Sold Not Included
GRANT SOFTWARE	2018-05-31	9,989	5,272	SL	3.000000000000	3,330	0

- TIN:

TY 2020 InvestmentsCorpBondsSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Name of Bond	End of Year Book Value	End of Year Fair Market Value
MARSH & MCLENNAN COS INC	35,222	35,222
BERKSHIRE HATHAWAY INC	31,064	31,064
CIGNA CORP B/E	104,254	104,254
HEWLETT PACKARD ENTERPRI	64,288	64,288
ALLSTATE CORP B/E	64,097	64,097
GILEAD SCIENCES INC NTS	63,612	63,612
CAMDEN PPTY TR B/E	66,728	66,728
BK OF AMER CORP MED TERM NTS	67,204	67,204
BIOGEN INC NTS B/E	115,788	115,788
AT&T INC B/E	117,262	117,262
GOLDMAN SACHS GROUP INC	115,778	115,778
ASHMORE EMERGING MARKETS	168,106	168,106

- TIN:

TY 2020 InvestmentsCorpStockSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ACCENTURE PLC IRELAND CL A	81,235	81,235
ADOBE SYSTEMS INC	90,021	90,021
ALPHABET INC CL A	205,059	205,059
AMAZON.COM INC	218,214	218,214
AMERICAN TOWER CORP REIT	47,137	47,137
AMERIPRISE FINANCIAL INC	45,473	45,473
COMCAST CORP NEW CL A	65,657	65,657
COSTCO WHOLESALE CORP	52,372	52,372
DANAHER CORP	74,195	74,195
DOLLAR GEN CORP NEW	31,966	31,966
FACEBOOK INC CL A	167,174	167,174
FIDELITY NATL INFORMATION SVCS	52,482	52,482
HOME DEPOT INC	56,577	56,577
HONEYWELL INTL INC	46,369	46,369
INTERCONTINENTALEXCHANGE GROUP	40,006	40,006
LAUDER ESTEE COS CL A	38,598	38,598
LOWES COMPANIES INC	60,994	60,994
MEDTRONIC	68,878	68,878
MICROSOFT CORP	257,118	257,118
MONDELEZ INTL INC	47,127	47,127
O REILLY AUTOMOTIVE INC	51,593	51,593
PARKER HANNIFIN CORP	42,768	42,768
ROCKWELL AUTOMATION INC NEW	35,866	35,866
SALESFORCE.COM INC	46,286	46,286
SHERWIN WILLIAMS CO	42,625	42,625
THERMO FISHER SCIENTIFIC INC	95,485	95,485
TJX COS INC NEW	58,115	58,115
UNITEDHEALTH GROUP INC	117,478	117,478
VISA INC CL A	88,148	88,148
ACCENTURE PLC IRELAND CL A	67,131	67,131
AMER ELECTRIC POWER CO	33,141	33,141
BLACKROCK INC	29,583	29,583
CHEVRON CORP	21,028	21,028
CHUBB LTD CHF	46,330	46,330
CISCO SYSTEMS	52,402	52,402
COCA COLA CO COM	57,582	57,582
COMCAST CORP NEW CL A	71,421	71,421
CRANE CO	28,035	28,035
DIAGEO PLC NEW GB SPON ADR	47,961	47,961
HOME DEPOT INC	67,999	67,999
INTEL CORP	62,026	62,026
JOHNSON & JOHNSON COM	86,087	86,087
JPMORGAN CHASE & CO	50,066	50,066
LINDE PLC EUR	57,445	57,445
LOCKHEED MARTIN CORP	42,953	42,953
MARSH & MCLENNAN COS INC	52,650	52,650
MCDONALDS CORP	51,499	51,499
MEDTRONIC PLC	66,418	66,418
MICROSOFT CORP	153,915	153,915
NEXTERA ENERGY INC COM	37,341	37,341
NOVARTIS AG SPON ADR	69,406	69,406
PHILLIPS 66	18,744	18,744
PROCTER & GAMBLE CO	68,596	68,596
RAYTHEON TECHNOLOGIES CORP	25,672	25,672
REPUBLIC SERVICES INC	26,868	26,868
ROCKWELL AUTOMOTIVE INC NEW	35,866	35,866
TEXAS INSTRUMENTS	40,704	40,704
TRUIST FINL CORP	23,821	23,821
UNION PACIFIC COP	56,219	56,219
VF CORP	44,157	44,157
ABBVIE INC COM	35,466	35,466
ADOBE INC	38,508	38,508
ALIBABA GROUP HLDG LTD SPON	70,517	70,517
AMAZON.COM INC	94,451	94,451
AMERICAN TOWER CORP REIT	25,140	25,140
APPLIE INC	48,830	48,830
FIDELITY NATL INFORMATION SVCS	30,414	30,414
JD COM INC CL A SPON ADR	81,308	81,308
KEYENCE CORP ORD JPY	37,617	37,617
MARVELL TECHNOLOGY GROUP LTD	38,983	38,983
MERCADOLIBRE INC	103,864	103,864
NOKIA CORP SPONS ADR FINLAND	26,717	26,717
NVIDIA CORP	83,552	83,552
PROLOGIS INC	30,795	30,795
QUANTA SERVICES INC	86,784	86,784
SALESFORCE.COM INC	38,053	38,053
SOUTHWEST AIRLINES	35,377	35,377
TANDEM DIABETES CARE INC COM	35,019	35,019
TARGA RESOURCES INVESTMENTS	34,927	34,927
TOYOTA MOTOR CORP NEW JAPAN	35,860	35,860
ADVANCE AUTO PARTS INC	18,744	18,744
AKAMAI TECHNOLOGIES INC	25,093	25,093
ALEXANDRIA REAL ESTATE	24,416	24,416
AMERICAN WATER WORKS CO INC	27,625	27,625
AMERIPRISE FINANCIAL INC	7,579	7,579
AMETEK INC	7,619	7,619
BOOZ ALLEN HAMILTON HLDG CORP	24,410	24,410
BRIGHT HORIZONS FAMILY	7,439	7,439
BURLINGTON STORES INC	16,478	16,478
CBOE GLOBAL MARKETS INC	23,839	23,839
CENTENE CORP	22,631	22,631
CHURCH & DWIGHT CO INC	26,431	26,431
CITIZENS FINANCIAL GROUP INC	18,095	18,095
CURTISS WRIGHT CORP	15,475	15,475
DARDEN RESTAURANTS INC	20,370	20,370
EPAM SYSTEMS INC	79,912	79,912
FIRST REP BANK	20,570	20,570
FMC CORP NEW	67,004	67,004
FORTINET INC	19,457	19,457
FORTIVE CORP	25,141	25,141
HOULIHAN LOKEY INC	27,497	27,497
JAZZ PHARMACEUTICALS PLC	24,923	24,923
KANSAS CITY STHN NEW	36,539	36,539
LABORATORY CORP AMER HLDGS NEW	59,437	59,437
LOGITECH INTL SA REG NAMEN-AKT	34,600	34,600
MASIMO CORP	25,765	25,765
MATCH GROUP INC	22,225	22,225
MC CORMICK & CO NV	19,885	19,885
NTHN TRUST CORP	20,398	20,398
OLLIE'S BARGAIN OUTLET HOLDINGS	21,996	21,996
PALO ALTO NETWORKS INC	35,894	35,894
RPM INTL INC (DELA)	25,055	25,055
SERVICE CORP INTL	26,269	26,269
SS&C TECHNOLOGIES HLDGS INC COM	21,751	21,751
TAKE-TWO INTERACTIVE SOFTWARE	22,233	22,233
TELEFLEX	24,282	24,282
VONTIER CORP COM	3,306	3,306
ALCON INC CHF	24,149	24,149
ALIBABA GROUP HLDG LTD SPON	41,193	41,193
AON PLC CL A	31,479	31,479
APTIV PLC	19,283	19,283
ASHTEAD GROUP PLC ORD ORD GBP	41,544	41,544
ASML HLDG NV SPON ADR	39,018	39,018
ASTRA INTL TBK PT IDR	25,188	25,188
BANCA MEDIOLANUM SPA EUR	15,901	15,901
BARCLAYS PLC ADR	25,584	25,584
BRAMBLES LTD SPON ADR	23,657	23,657
BT GROUP PLC 5 P ORD GBP	31,671	31,671
CEMEX S.A.B. DE CV SPON ADR	44,958	44,958
CONTL AG-SPONS ADR ADR	26,926	26,926
EQUINOR ASA SPON ADR	18,292	18,292
ERSTE GROUP BANK AG ORD EUR	20,813	20,813
FISHER&PAYKEL HEALTHCARE CORP	16,973	16,973
GALAPAGOS NV SPON ADR	8,908	8,908
GALP ENERGIA SGPS SA B SHRS	16,119	16,119
GENMAB A/S SPON ADR	24,315	24,315
HENKEL AG & CO KGAA VORZUG EUR	21,751	21,751
HEXPOL AB SEK	21,617	21,617
HONG KONG EXCHANGES & CLEARING	12,864	12,864
HOYA CORP SPON ADR	34,559	34,559
INFINEON TEHNOLOGIES ADR	42,444	42,444
INFOSYS LTD SPON ADR	15,865	15,865
INFRASTRUCTTURE WIRELESS ITALIANE SPA EUR	23,446	23,446
ITOCHU CORP ADR JAPAN ADR	27,427	27,427
KAO CORP UNSPONSORED ADR	28,363	28,363
KBC GROUP SA/NV SHS EUR	26,492	26,492
KONINKLIJKE AHOLD DELHAIZE NV	33,164	33,164
LI AUTO INC SPON ADR	20,325	20,325
LIVANOVA PLC GBP	12,116	12,116
MIRVAC GROUP AUD	26,070	26,070
MONDI PLC EUR	24,421	24,421
MOWI ASA SPONSORED ADR	19,930	19,930
NESTE OIL OYJ EUR	36,634	36,634
NESTLE S A SPONSORED ADR	22,971	22,971
NINTENDO LTD ADR NEW JAPAN ADR	43,883	43,883
NIPPON TELEG & TEL CORP SPON	22,873	22,873
NOVARTIS AG SPON ADR	34,845	34,845
NXP SEMICONDUCTORS N V COM EUR	36,095	36,095
ORIX CORP SPON ADR	16,239	16,239
PING AN INSURANCE (GROUP) CO	36,187	36,187
PROSUS N V SPON ADR	47,610	47,610
PRUDENTIAL PLC ADR	31,243	31,243
PRYMIAN SPA MILANO EUR	25,170	25,170
PT BANK CENTL ASIA TBK IDR	39,543	39,543
PT BK MANDIRI PERSERO TBK ADR	26,647	26,647
SAGE GROUP PLC ORD GBP	21,574	21,574
SAMPO OYJ A SHARES EUR	16,699	16,699
SAP SE SPON ADR	39,508	39,508
SCHLUMBERGER LTD NETHERLANDS	18,861	18,861
SHIN ETSU CHEM CO LTD ADR	32,149	32,149
SOFTBANK GROUP CORP ADR	40,129	40,129
SONY CORP ADR NEW JAPAN ADR	50,247	50,247
SPECTRIS PLC GBP	26,490	26,490
SUN HUNG KAI PROPS LTD SPON ADR	16,064	16,064
TAKEDA PHARMACEUTICAL CO LTD SPON ADR	28,647	28,647
UBI SOFT ENTMNT SA MONTREUIL	33,184	33,184
UNILEVER PLC AMER SHS NEW SPON ADR	38,328	38,328
ZHONGSHENG GROUP HOLDINGS LTD HKD	15,674	15,674
ZURICH INS GROUP LTD SPON ADR	30,354	30,354

- TIN:

TY 2020 InvestmentsOtherSchedule2

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
AVENUE AVIATION OPP	FMV	456,308	456,308
CANYON DISTRESSED OPPORTUNITY FUND II (CAYMEN) LP	FMV	158,493	158,493
ACAP STRATEGIC FUND	FMV	726,476	726,476
ALPHAKEYS RENAISS INST EQUT II LLC B A/O 11/30/17	FMV	515,913	515,913
ALPHAKEYS MILLENNIUM OFFSHORE FUND LTD SER 1	FMV	591,356	591,356
NINETEEN77 MERGER ARBITRAGE LTD	FMV	642,156	642,156
WHITEBOX MULTI-STRATEGY FUND LTD A/O 11/30/17	FMV	264,592	264,592

- TIN:

TY 2020 LandEtcSchedule2

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
GRANT SOFTWARE	9,989	8,602	1,387

- TIN:

TY 2020 OtherDecreasesSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Description	Amount
CHANGE IN UNREALIZED GAIN/(LOSS)	85,748

- TIN:

TY 2020 OtherExpensesSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
SOFTWARE	8,125	0		8,125
FROM K-1 ALPHAKEYS RENAISSANCE INSTITUTIONAL EQUITY FUND II LLC SERIES B	17,978	17,978		0

- TIN:

TY 2020 OtherIncomeSchedule2

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
FROM K-1 ALPHAKEYS RENAISSANCE INSTITUTIONAL EQUITY FUND II LLC	221	221	221

- TIN:

TY 2020 OtherLiabilitiesSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Description	Beginning of Year - Book Value	End of Year - Book Value
DUE TO ROBERT J. LOTHENBACH	9,845	9,845

- TIN:

TY 2020 OtherProfessionalFeesSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
BROKER FEES	30,772	30,772		0

- TIN:

TY 2020 TaxesSchedule

Name:

LOTHENBACH FAMILY FOUNDATION

EIN:

81-4309433

Category	Amount	Net Investment Income
TAX EXPENSE	6,721	0
FOREIGN TAX PAID	2,950	2,950
FROM K-1 ALPHAKEYS RENAISSANCE INSTITUTIONAL EQUITY FUND II LLC SERIES B	839	839