Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2020
Open to Public Inspection
For calendar year 2020, or tax year beginning 01-01-2020 , and ending 12-31-2020
Name of foundation
Builders Initiative Foundation (FKA The Builders Initiative Inc)
 
Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 1860
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BENTONVILLE, AR72712
A Employer identification number

82-1503941
B Telephone number (see instructions)

(479) 464-1570
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$1,126,206,376J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 534,345,840
2 Check bullet.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 11,536,629 11,536,629  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 -15,141,535
b Gross sales price for all assets on line 6a 968,323,059
7 Capital gain net income (from Part IV, line 2)... 505,574,356
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances 0
b Less: Cost of goods sold.... 0
c Gross profit or (loss) (attach schedule)..... 0  
11 Other income (attach schedule)....... Click to see attachment -475,054 -435,955 0
12 Total. Add lines 1 through 11........ 530,265,880 516,675,030 0
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc.        
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment 76,396 0 0 76,396
b Accounting fees (attach schedule)....... 0 0 0 0
c Other professional fees (attach schedule).... Click to see attachment 1,887,591 738,678 0 1,148,913
17 Interest............... 5,863 5,863    
18 Taxes (attach schedule) (see instructions)... Click to see attachment 3,399,425 999,425 0 0
19 Depreciation (attach schedule) and depletion... 0 0 0
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 1,440,512 1,439,570 0 280
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 6,809,787 3,183,536 0 1,225,589
25 Contributions, gifts, grants paid....... 15,240,433 15,240,433
26 Total expenses and disbursements. Add lines 24 and 25 22,050,220 3,183,536 0 16,466,022
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 508,215,660
b Net investment income (if negative, enter -0-) 513,491,494
c Adjusted net income (if negative, enter -0-)... 0
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2020)
Form 990-PF (2020)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.) 		Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 157,377 117,701 117,701
2 Savings and temporary cash investments.........      
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet   219,347 0 0
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet   0 0 0
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions)..... 0 0 0
7 Other notes and loans receivable (attach schedule) bullet1,000,000
Less: allowance for doubtful accounts bullet0 0 Click to see attachment1,000,000 1,000,000
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule) 0 0 0
b Investments—corporate stock (attach schedule)....... 4,100 Click to see attachment754,100 756,250
c Investments—corporate bonds (attach schedule)....... 0   0
11 Investments—land, buildings, and equipment: basis bullet0
Less: accumulated depreciation (attach schedule) bullet0 0   0
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 484,185,314 Click to see attachment991,073,895 1,124,332,425
14 Land, buildings, and equipment: basis bullet0
Less: accumulated depreciation (attach schedule) bullet0 0   0
15 Other assets (describe bullet) 0 0 0
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 484,566,138 992,945,696 1,126,206,376
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons 0 0
21 Mortgages and other notes payable (attach schedule)...... 0 0
22 Other liabilities (describe bullet) Click to see attachment0 Click to see attachment163,898
23 Total liabilities (add lines 17 through 22)......... 0 163,898
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds 484,566,138 992,781,798
29 Total net assets or fund balances (see instructions)..... 484,566,138 992,781,798
30 Total liabilities and net assets/fund balances (see instructions). 484,566,138 992,945,696
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
484,566,138
2
Enter amount from Part I, line 27a .....................
2
508,215,660
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
992,781,798
5
Decreases not included in line 2 (itemize) bullet
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
992,781,798
Form 990-PF (2020)
Form 990-PF (2020)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)		 (b)
How acquired
P—Purchase
D—Donation 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1 a NT Endowment      
b NT R1000      
c NT R1000      
d NT EAFE      
e NT EAFE      
NT World EX      
NT World EX      
Publicly Traded Securities      
Pass Through Gain/Loss      
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 23,000,144   22,352,935 647,209
b 15,706,029   14,014,636 1,691,393
c 53,855   0 53,855
d 343,536,582   330,565,180 12,971,402
e 88,371   0 88,371
79,512,653   82,216,574 -2,703,921
18,411   0 18,411
506,407,013   13,629,947 492,777,066
30,570   0 30,570
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     0 647,209
b     0 1,691,393
c     0 53,855
d     0 12,971,402
e     0 88,371
    0 -2,703,921
    0 18,411
    0 492,777,066
    0 30,570
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 505,574,356
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ................... 		Bracket 3 0
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
SECTION 4940(e) REPEALED ON DECEMBER 20, 2019 - DO NOT COMPLETE
1 Reserved
(a)
Reserved 		(b)
Reserved 		(c)
Reserved 		(d)
Reserved
2
Reserved...........................
2
3
Reserved...........................
3
4
Reserved...........................
4
5
Reserved...........................
5
6
Reserved...........................
6
7
Reserved...........................
7
8
Reserved,..........................
8
Form 990-PF (2020)
Form 990-PF (2020)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Reserved................................ 1 7,137,532
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 7,137,532
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 7,137,532
6 Credits/Payments:
a 2020 estimated tax payments and 2019 overpayment credited to 2020 6a 2,631,385
b Exempt foreign organizations—tax withheld at source...... 6b  
c Tax paid with application for extension of time to file (Form 8868)... 6c 5,000,000
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 7,631,385
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment 8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 493,853
11 Enter the amount of line 10 to be: Credited to 2021 estimated taxBullet493,853 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletDE, AR
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2020 or the taxable year beginning in 2020? See the instructions for Part XIV.
    If "Yes," complete Part XIV .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletN/A
    14
    The books are in care ofbulletKARI HARRIS Telephone no.bullet (479) 464-1570

    Located atbulletPO BOX 1860BENTONVILLEAR ZIP+4bullet72712
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2020, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country? .................
    16   No
    See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?......................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?...............
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).......
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ........
    1b
     
     
    ........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2020?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2020, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2020?.............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?......................
    b
    If "Yes," did it have excess business holdings in 2020 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2020.)..................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2020?
    4b
     
    No
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?.............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?.....
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ......
    5b
     
    No
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?..........
    If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.....................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    8
    Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
    excess parachute payment during the year? .................
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
    other allowances
    Lukas T Walton DIRECTOR; CO-CEO
    10.000     		0 0 0
    PO BOX 1860
    BENTONVILLE,AR72712
    SAMANTHA B WALTON DIRECTOR; CO-CEO
    5.000     		0 0 0
    PO BOX 1860
    BENTONVILLE,AR72712
    Robert A Smith TREASURER
    2.000     		0 0 0
    PO BOX 1860
    BENTONVILLE,AR72712
    LISA J FORBES SECRETARY
    5.000     		0 0 0
    PO BOX 1860
    BENTONVILLE,AR72712
    Bruce McNamer PRESIDENT
    10.000     		0 0 0
    PO BOX 1860
    BENTONVILLE,AR72712
    MATT KNOTT DIRECTOR
    2.000     		0 0 0
    PO BOX 1860
    BENTONVILLE,AR72712
    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...................bullet  
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    WALTON ENTERPRISES LLC MANAGEMENT SERVICES 1,006,466
    PO BOX 1860
    BENTONVILLE,AR72712
    Northern Trust INVESTMENT MANAGEMENT 327,158
    50 SOUTH LASALLE STREET
    CHICAGO,IL60603
    VENTURE CATALYST SERVICES STRATEGIC CONSULTING 100,000
    222
    SAN DIEGO,CA90101
    Eastern Research Group Inc dba Blue Earth Consultants CONSULTING 82,273
    110 Hartwell Avenue
    Lexington,MA02421
    FARM FORWARD CONSULTING 68,000
    PO BOX 4120
    PORTLAND,OR97208
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    2  
    3  
    4  
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1 The Program-Related Investment (PRI) of a Convertible Promissory Note in Coral Vita, Inc. is being made to protect, sustain and preserve the natural environment by supporting coral reef restoration in tropical regions in order to promote climate resilience for vulnerable coastal and ocean ecosystems, habitats and communities. 1,000,000
    2 A Program Related Investment (PRI) in Safe Preferred Stock of Carbon Counts Tech, PBC (Company) is being made to enable the Company to develop and operate tools to empower and motivate consumers to take small steps daily that educate and inform consumers of the environmental impact of their behavior and spending decisions, and practical mechanisms and opportunities for consumers to modify their behavior to measurably contribute to a reduction in greenhouse gas emissions, purchase carbon offsets, and become carbon neutral, all in furtherance of the charitable purposes of combatting environmental deterioration and educating the public. 750,000
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet1,750,000
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 8
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    599,526,515
    b
    Average of monthly cash balances.......................
    1b
    17,834,899
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    617,361,414
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
    617,361,414
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    9,260,421
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    608,100,993
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    30,405,050
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    30,405,050
    2a
    Tax on investment income for 2020 from Part VI, line 5......
    2a
    7,137,532
    b
    Income tax for 2020. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    7,137,532
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    23,267,518
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    23,267,518
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    23,267,518
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    16,466,022
    b
    Program-related investments—total from Part IX-B..................
    1b
    1,750,000
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
    0
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    18,216,022
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b. See instructions.................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    18,216,022
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2019     		(c)
    2019     		(d)
    2020
    1 Distributable amount for 2020 from Part XI, line 7 23,267,518
    2 Undistributed income, if any, as of the end of 2020:
    a Enter amount for 2019 only....... 13,735,084
    b Total for prior years:20, 20, 2016 0
    3 Excess distributions carryover, if any, to 2020:
    a From 2015...... 0
    b From 2016...... 0
    c From 2017...... 0
    d From 2018...... 0
    e From 2019...... 0
    fTotal of lines 3a through e........ 0
    4Qualifying distributions for 2020 from Part
    XII, line 4: bullet$ 18,216,022
    a Applied to 2019, but not more than line 2a 13,735,084
    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..... 4,480,938
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2020.   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......     		 
    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 ..........     		18,786,580
    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.... 0
    b Excess from 2017.... 0
    c Excess from 2018.... 0
    d Excess from 2019.... 0
    e Excess from 2020.... 0
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2020, enter the date of the ruling....... bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2020 (b) 2019 (c) 2018 (d) 2017
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the foundation had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    LUKAS T WALTON
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or email address of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 11
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    6018North NFP
    6018 N Kenmore
    Chicago,IL60660     		  PC To support the Art in the Age of COVID-19 project 27,000
    Academy for Global Citizenship Charter School
    4647 W 47th Street
    Chicago,IL60632     		  PC To support general operations 40,000
    America Online Giving Foundation
    40 East Main Street Suite 887
    Newark,DE19711     		  PC Support for the Charitable Match Program 85,472
    Animal Protective Association
    2914 N Elston Avenue
    Chicago,IL60618     		  PC To support general operations of Animal Protective Association 2,500
    Austin Coming Together
    5049 W Harrison St
    Chicago,IL60644     		  PC To support Austin Coming Together acting as a convener of food players in the Austin neighborhood 83,250
    Board of Trustees of the Leland Stanford Junior University
    450 Jane Stanford Way
    Stanford,CA94305     		  PC To support the Blue Food Assessment to place aquatic foods at the center of a sustainable healthy food future. 250,000
    BUILD Incorporated
    5100 W Harrison St
    Chicago,IL60644     		  PC To support the Iris garden and Austin Grown youth program 53,946
    By the Hand Club for Kids
    PO Box 10043
    Chicago,IL60610     		  PC To support the Austin Harvest youth program 49,950
    Catcade Inc
    1235 W Belmont Ave Unit A
    Chicago,IL60657     		  PC To support general operations during COVID-19 20,000
    Chicago Artists Coalition
    2130 W Fulton St Unit B
    Chicago,IL60612     		  PC To support ten microgrants and their associated administration as part of the SPARK Grant Program 25,000
    Chicago Community Trust
    225 North Michigan Avenue
    Chicago,IL60601     		  PC To support Art Work Fund's funder collaborative 50,000
    Clean Future Forum Inc
    1101 PENNSYLVANNIA AVE NW SUITE 300
    Washington,DC20004     		  PC To support the Civitas project 32,985
    Coastal Enterprises Inc
    30 Federal Street
    Brunswick,ME04011     		  PC To support Growing Maine's Sustainable Shellfish and Seaweed Aquaculture Industry 303,882
    Conservation International Foundation
    2011 Crystal Drive Suite 600
    Arlington,VA22202     		  PC To support the research for wild and farmed kelp as a climate change mitigation strategy and the workshop to share the findings with the scientific, policy and business community. 79,686
    Conservation International Foundation
    2011 Crystal Drive Suite 600
    Arlington,VA22202     		  PC Seeing the green in blue finance: Facilitating transfer of responsible financial tools and financing mechanisms from agriculture to aquaculture 254,726
    CREO Family Office Syndicate Corp
    156 Fifth Avenue Suite 804
    New York,NY10010     		  PC To build Oceans/Aquaculture Investor Network 164,120
    CREO Family Office Syndicate Corp
    156 Fifth Avenue Suite 804
    New York,NY10010     		  PC To support the implementation of CREO's growth strategy 300,000
    Dalhousie University
    PO Box 850
    New York,NY10116     		  PC to support the Creative Disruption Labs oceans accelerator 100,000
    Dalhousie University Foundation Inc
    PO Box 850
    New York,NY10116     		  PC To support Ocean School: Capacity Building for U.S. Engagement 150,000
    Enactus
    1959 E Kerr Street
    Springfield,MO658034775     		  PC To implement a Race for the Oceans challenge event with its student entrepreneur groups around the world. The challenge would award prizes to the best new business ideas to solving for ocean problems related to overfishing, habitat degradation, pollution and climate change 50,000
    Enactus
    1959 E Kerr Street
    Springfield,MO658034775     		  PC To support year two of the 1 Race 4 Oceans University Competition. 200,000
    Enrich Chicago
    208 S La Salle St
    Chicago,IL60609     		  PC A 3-year commitment to Enrich Chicago at the $25,000 annual level would support general operations of training and programming, which is offered free across Chicago. The additional $25,000 in 2020, would help offset the impacts of COVID 19, and provide support to offset inceased costs in programming that has occurred from 2019 to 2020. 40,000
    Envest Inc
    7721 SE 58th Street
    Mercer Island,WA98040     		  NC To support the Catalyst Sponsorship - World's Leading Environmental Investing Event 100,000
    Environment Colorado Research and Policy Center Inc
    1543 Wazee St Ste 400
    Denver,CO80202     		  PC To support general operations 10,000
    Environmental Defense Fund
    257 Park Avenue South
    New York,NY10010     		  PC To support emerging technologies to achieve accountability, profitability, and climate resiliency in U.S. fisheries 425,000
    Environmental Law and Policy Center of the Midwest
    35 East Wacker Drive Suite 1600
    Chicago,IL60601     		  PC To continue supporting ELPC's Midwest Solar Acceleration Initiative 350,000
    Experimental Station
    6100 S Blackstone Avenue
    Chicago,IL60637     		  PC To support Link Up Illinois 75,000
    Faith in Place
    70 E Lake St Suite 920
    Chicago,IL60601     		  PC To support the kitchen partnership with Greater St John Bible Church 56,610
    FamilyFarmed
    328 N Albany Avenue
    Chicago,IL60612     		  PC To Support Good Food on Every Table 150,000
    ForeFront
    208 S LaSalle Suite 1540
    Chicago,IL60604     		  PC To support the Chicago Region Food System Fund, particularly the resilience round 500,000
    Friends of Big Marsh
    11599 S Stony Island
    Chicago,IL60633     		  PC To support the continued development of Big Marsh Park and construction of the Big Hill 438,016
    Friends of the Chicago River
    411 S Wells St Suite 800
    Chicago,IL60607     		  PC To support general operations 20,000
    GAP community Center
    2100 N KILDARE AVE
    Chicago,IL60639     		  PC To support Chiquitos in the Kitchen 14,860
    Gary Comer Youth Center
    7200 S INGLESIDE AVE
    Chicago,IL60619     		  PC To support Producing Pathways in Greater Grand Crossing 250,000
    Global Impact
    1199 N Fairfax Street Suite 300
    Alexandria,VA22314     		  PC To support the Fishing Gear Location Marking Fund 75,000
    Greater Chicago Food Depository
    4100 W ANN LURIE PLACE
    Chicago,IL60632     		  PC To support the creation of the Benefits Outreach Center of Expertise 311,109
    GreenWave Organization Corp
    315 Front St
    New Haven,CT06513     		  PC To support an online resource platform for the regenerative ocean farming industry 200,000
    Grow Greater Englewood
    6620 S Union Ave
    Chicago,IL60621     		  PC To support Englewood Village Farms. 137,850
    Growing Home Inc
    825 W 69th Street 2nd Floor
    Chicago,IL60621     		  PC To close the food gap by increasing healthy food distribution in Englewood from 20% of GH's harvest to 50% of GH's harvest 165,000
    Gulf of Maine Research Institute
    350 Commercial Street
    Portland,ME04101     		  PC To support research for the feasibility of offshore aquaculture in the Gulf of Maine 137,647
    IFF
    333 S Wabash Ave Ste 2800
    Chicago,IL60604     		  PC To support America?s Cultural Treasures in Chicago 250,000
    Inner-City Muslim Action Network
    2744 W 63rd St
    Chicago,IL60629     		  PC To support the Fresh Market as a food coop 450,000
    Inner-City Muslim Action Network
    2744 W 63rd St
    Chicago,IL60629     		  PC To support Phase I and Phase II of the Fresh Market 500,000
    Institute for Education Research and Scholarships (IFERS)
    10209 Tujunga Canyon Boulevard Unit
    207
    Tujunga,CA91042     		  PC To support general operations of the Underground Basketball League 15,000
    International Community Foundation
    2505 N Ave
    National City,CA91950     		  PC To support the Friends of CIAM Fund, which provides charitable support to Centro de Incidencia Ambiental 50,000
    Island Institute
    PO Box 648
    Rockland,ME04841     		  PC To support the development of a resilient leadership framework for disruptive times 100,000
    Lawndale Christian Health Center
    3860 West Ogden Ave
    Chicago,IL60623     		  PC To support the Farm on Ogden's VeggieRx expansion to include patients who do not hold current Supplemental Nutrition Assistance Program (SNAP) benefits 200,000
    Meridian Institute
    PO Box 1829
    Dillion,CO80435     		  PC To support Seeing Systems, Leveraging Power, Managing Privilege: A Training Program for Philanthropic Funders and Impact Investors. 100,000
    Metropolitan Family Services
    One North Dearborn Suite 1000
    Chicago,IL60602     		  PC To support Metropolitan Family Services 2020 Holiday Gift Program 5,000
    NeighborSpace
    445 N Sacramento Blvd Suite 204
    Chicago,IL60612     		  PC to support NBSP's Austin community gardens 99,900
    NeighborSpace
    445 N Sacramento Blvd Suite 204
    Chicago,IL60612     		  PC To support general operations 100,000
    New England Aquarium Corporation
    New England Aquarium Central Wharf
    Boston,MA02110     		  PC To support the New England Aquarium and SeaAhead, Inc.'s new Venture Fellows-in-Residence program. 250,000
    Openlands
    25 East Washington Street Suite 165
    0
    Chicago,IL60602     		  PC To support Space to Grow's community engagement process in building five green schoolyards in Chicago Public Schools throughout 2021 80,000
    Operation Warm Inc
    6 Dickinson Drive Suite 314
    Chadds Ford,PA19317     		  PC To support Operation Warm's distribution of coats to Chicago youth 7,500
    PCC Community Wellness Center
    14 Lake St
    Oak Park,IL60302     		  PC To support the pilot of a Veggie Rx program at PCC Salud Family Health Center 145,000
    Plant Chicago NFP
    4459 S Marshfield Ave
    Chicago,IL60609     		  PC To support general operations 100,000
    Preservation Cascade Inc
    1409 4th Ave S
    Great Falls,MT59405     		  PC To support the restoration of the Historic Tenth Street Bridge 75,000
    Public Media Institute
    960 W 31st St
    Chicago,IL60608     		  PC To support The Quarantine Times 150,000
    Public Media Institute
    960 W 31st St
    Chicago,IL60608     		  PC To support Buddy100 operations 65,000
    Rare Inc
    1310 N Courthouse Road Suite 110
    Arlington,VA22201     		  PC To support Make It Personal, a comprehensive system harnessing behavior change to reduce carbon emissions, will catalyze individual action on climate change 1,000,000
    Rockefeller Philanthropy Advisors
    30 Rockefeller Plaza Suite 5600
    New York,NY101120002     		  PC To support membership in Upstart Co-Lab's 2.0 Community which will provide access to learning about and investment opportunities in the creative economy. 100,000
    SECORE International Inc
    4673 Northwest Parkway
    Hilliard,OH43026     		  PC To support the implementation of SECORE International?s 2021-2023 strategic plan 80,000
    SECORE International Inc
    4673 Northwest Parkway
    Hilliard,OH43026     		  PC To support testing and expansion of larval coral restoration methods across the Caribbean 299,923
    Social Good Fund
    12651 San Pablo Ave 5473
    Richmond,CA94805     		  PC To support Design Trust Chicago launch and general operations 75,000
    Spay Arkansas Inc
    1909 West Huntsville Ave
    Springdale,AR72762     		  PC To support the spay and neuter efforts in Benton County as more fully described in Grantee's proposal for the third and fourth quarters of 2019. 13,029
    Spay Arkansas Inc
    1909 West Huntsville Ave
    Springdale,AR72762     		  PC To support the spay and neuter efforts in Benton County as more fully described in Grantee's proposal for 2020 174,535
    Springboard for the Arts
    262 University Ave W
    St Paul,MN55103     		  PC To launch the Rural Regenerators Fellowship and lay the groundwork for Fergus Falls to become the home for the Center for Rural Creativity and Regeneration 375,000
    Teton Science Schools
    700 Coyote Canyon Rd
    Jackson,WY83001     		  PC To support a one-year fellowship for the graduate program 20,268
    Teton Science Schools
    700 Coyote Canyon Rd
    Jackson,WY83001     		  PC To support the Place Network model's expansion into Illinois and other regions for three years 235,000
    The Barack Obama Foundation
    5235 S Harper Ct Ste 1140
    Chicago,IL60615     		  PC To support and sustain the work of the Barack Obama Foundation, with $1,500,000 in unrestricted support and $500,000 to support the Foundation?s community leadership efforts in Chicago: $100K to Obama Youth Job Corps and $400K to My Brothers Keeper. 2,000,000
    The Nature Conservancy
    4245 N Fairfax Drive Suite 100
    Arlington,VA22203     		  PC To support the Techstars Sustainability Accelerator 74,877
    The Nature Conservancy
    4245 N Fairfax Drive Suite 100
    Arlington,VA22203     		  PC To support restorative aquaculture science, specifically the habitat value of kelp aquaculture and kelp-shellfish co-culture in New Zealand and Maine 160,810
    The Nature Conservancy
    4245 N Fairfax Drive Suite 100
    Arlington,VA22203     		  PC To support the use of mangroves as a coastal resilience tool in the Gulf of Mexico and Caribbean region 300,000
    UC San Diego Foundation
    9500 Gilman Drive MC 0940
    La Jolla,CA92093     		  PC To support the startBlue Accelerator t UC San Diego's Scripps Institution of Oceanography. 50,000
    United States Artists Inc
    200 W Madison Street Floor 3
    Chicago,IL60606     		  PC To United States Artists Awards Program and the Artist Relief program 180,000
    University of California at Santa Barbara
    3227 Cheadle Hall
    Santa Barbara,CA931062050     		  PC To improve environmental outcomes of impact investment strategies on land and in the sea 125,266
    Urban Ecology Center Inc
    1500 E Park Place
    Milwaukee,WI53211     		  PC To support general operations 50,000
    Urban Ecology Center Inc
    1500 E Park Place
    Milwaukee,WI53211     		  PC To support UEC's years two and three of their three-year growth campaign, specifically the social enterprise and urban ecology center institute 200,000
    Urban Juncture Foundation
    300 E 51st St
    Chicago,IL60615     		  PC To establish the Creative Incubator at The Forum as a catalyst for establishing the creative enterprises that will provide opportunities for local creatives and residents and revitalize the broader Bronzeville community. 150,000
    Westside Health Authority
    5053 W Chicago Ave
    Chicago,IL60651     		  PC To support the development of Forty Acres grocery 637,695
    World Wildlife Fund Inc
    1250 24th St NW
    Washington,DC20037     		  PC To support seaweed and mollusc aquaculture for climate and community benefits 349,146
    XPRIZE Foundation Inc
    800 Corporate Pointe Suite 350
    Culver City,CA90230     		  PC To support the fundraising for the Coral Restoration XPRIZE. A competition to incentivize teams to undertake coral restoration on an unprecedented scale 68,875
    Total .................................bullet 3a 15,240,433
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........     		         
    4 Dividends and interest from securities....     14 11,536,629  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		    18 -15,141,535  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aOther Pass Through Income/Loss     		523600 -39,099 18 -435,955  
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. -39,099 -4,040,861 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    -4,079,960
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    b
    If "Yes," complete the following schedule.

    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below?
    See instructions.
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2020)
    Additional Data


    Software ID: 20011424
    Software Version: 2020v4.0


    Form 990PF - Special Condition Description:
    Special Condition Description
    Schedule B
    (Form 990, 990-EZ,
    or 990-PF)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors

    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet Go to www.irs.gov/Form990 for the latest information.
    OMB No. 1545-0047
    2020
    Name of the organization
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
     
    Employer identification number

    82-1503941
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ






    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
    or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2020)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2020) Page 2
    Name of organization
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
          		Employer identification number
    82-1503941
    Part I
    Contributors
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    1
    Lukas T Walton
     
    PO BOX 1860
     
    BENTONVILLE, AR72712

    		$ 137,385,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    2
    Lukas T Walton
     
    PO BOX 1860
     
    BENTONVILLE, AR72712

    		$ 224,550,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    3
    Lukas T Walton
     
    PO BOX 1860
     
    BENTONVILLE, AR72712

    		$ 172,410,840


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     
     

    		$  


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2020)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2020)
    Page 3
    Name of organization
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
          		Employer identification number

    82-1503941
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    1
    		 1,000,000 SHARES OF PUBLICLY TRADED SECURITIES $ 137,385,000 2020-09-28
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    2
    		 2,500,000 SHARES OF PUBLICLY TRADED SECURITIES $ 224,555,000 2020-10-29
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    3
    		 1,953,000 SHARES OF PUBLICLY TRADED SECURITIES $ 172,410,840 2020-12-09
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990, 990-EZ, or 990-PF) (2020)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2020)
    Page 4
    Name of organization
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
          		Employer identification number

    82-1503941
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990, 990-EZ, or 990-PF) (2020)
    Additional Data


    Software ID: 20011424
    Software Version: 2020v4.0

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    TY 2020 ExpenditureResponsibilityStmt
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
    Envest Inc
          		7721 SE 58th Street
    Mercer Island,PA980404804     		2020-08-21 100,000 Catalyst Level Sponsorship for EnVest - an investor membership organization connecting top environmental investors 67,384 None 01/29/2021 2021-01-29 THE GRANTEE HAS PROVIDED THE FOUNDATION WITH THE REQUIRED REPORTS. THE FOUNDATION HAS NO REASON TO DOUBT THE ACCURACY OR RELIABILITY OF THE REPORT; THEREFORE, NO FURTHER VERIFICATION BY THE FOUNDATION IS DEEMED NECESSARY.
    Coral Vita Inc
          		1851 Sunset Blvd
    San Diego,CA92103     		2020-08-04 1,000,000 A Program-Related Investment (PRI) of a Convertile Promissory Note in Coral Vita, Inc. is being made to protect, sustain and preserve the natural environment by supporting coral reef restoration in tropical regions in order to promote climate resilience for vulnerable coastal and ocean ecosystems, habitats and communities. 1,000,000 None 07/19/2021 2021-07-19 The Borrower has provided the Foundation with a report stating that it has complied with the terms of the Foundation's loan through its most recent year-ending December 31, 2020. The Foundation has no reason to doubt the accuracy or reliability of the above reports; therefore, further verification by the Foundation was deemed unnecessary.
    Carbon Counts Tech PBC
          		58A Fayerweather St
    Cambridge,MA02138     		2020-12-17 750,000 A Program Related Investment (PRI) in Safe Preferred Stock of Carbon Counts Tech, PBC (Company) is being made to enable the Company to develop and operate tools to empower and motivate consumers to take small steps daily that educate and inform consumers of the environmental impact of their behavior and spending decisions, and practical mechanisms and opportunities for consumers to modify their behavior to measurably contribute to a reduction in greenhouse gas emissions, purchase carbon offsets, and become carbon neutral, all in furtherance of the charitable purposes of combatting environmental deterioration and educating the public. 750,000 None 09/28/2021 2021-09-28 The Grantee has provided the Foundation with a letter stating that it has complied with the terms of the Foundation's grant through its most recent year-ending December 31, 2020. The Foundation has no reason to doubt the accuracy or reliability of the above reports; therefore, further verification by the Foundation was deemed unnecessary.
    Stronger America Through Seafood
          		1209 Orange Street
    Wilmington,DE19801     		2019-11-26 136,000 To develop and execute an aquaculture media strategy based upon the creation and broad distribution of educational materials that constitute nonpartisan analysis, study, or research. 136,000 None 3/27/20, 4/02/2021 2021-04-02 THE GRANTEE HAS PROVIDED THE FOUNDATION WITH THE REQUIRED REPORTS. THE FOUNDATION HAS NO REASON TO DOUBT THE ACCURACY OR RELIABILITY OF THE REPORT; THEREFORE, NO FURTHER VERIFICATION BY THE FOUNDATION IS DEEMED NECESSARY.

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    TY 2020 GainLossSaleOtherAssetsSch
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Name Date Acquired How Acquired Date Sold Purchaser Name Gross Sales Price Basis Basis Method Sales Expenses Total (net) Accumulated Depreciation
    NT Endowment         23,000,144 22,352,935     647,209  
    NT R1000         15,706,029 14,014,635     1,691,394  
    NT R1000         53,855 0     53,855  
    NT EAFE         343,536,582 330,565,179     12,971,403  
    NT EAFE         88,371 0     88,371  
    NT World EX         79,512,653 82,216,574     -2,703,921  
    NT World EX         18,411 0     18,411  
    PUBLICLY TRADED SECURITIES         506,407,013 534,345,840     -27,938,827  
    PASS THROUGH GAIN/LOSS         30,570 0     30,570  

    TY 2020 InvestmentsCorpStockSchedule
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Name of Stock End of Year Book Value End of Year Fair Market Value
    Publicly Traded Securities 4,100 6,250
    Carbon Counts Tech PBC - Preferred Stock 750,000 750,000

    TY 2020 InvestmentsOtherSchedule2
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    Northern Trust Account AT COST 421,834,917 454,523,502
    Northern R1000 Account AT COST 235,141,981 293,505,751
    Northern EAFE Account AT COST 327,521 0
    Northern World EX Account AT COST 332,553,198 374,637,282
    Closed Loop Ventures AT COST 1,216,278 1,665,890

    TY 2020 LegalFeesSchedule
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Legal Fees 76,396     76,396


    TY 2020 OtherExpensesSchedule
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Secretary of State Fees 25     25
    Registered Agent Fees 255     255
    Pass Through Deductions 1,440,232 1,439,570    


    TY 2020 OtherIncomeSchedule2
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    Pass Through Other Taxable Income (Loss) -2,951 36,148  
    NT - Other Income -4,715 -4,715  
    Section 988 Gain/Loss -467,388 -467,388  


    TY 2020 OtherLiabilitiesSchedule
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Description Beginning of Year - Book Value End of Year - Book Value
    Book/Tax Differences   163,898


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    TY 2020 OtherNotesLoansRcvblLongSch
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0

    Borrower's Name Relationship to Insider Original Amount of Loan Balance Due Date of Note Maturity Date Repayment Terms Interest Rate Security Provided by Borrower Purpose of Loan Description of Lender Consideration Consideration FMV
    Coral Vita Inc - Convertible Promissory Note   1,000,000 1,000,000 2020-08 2022-08 Following the second anniversary of the Initial Closing 600 % None To protect, sustain and preserve the natural environment by supporting coral reef restoration . Cash 1,000,000

    TY 2020 OtherProfessionalFeesSchedule
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    NT Investment Management Fees 530,100 530,100    
    Consulting Fees 351,025     351,025
    Management Services 797,888     797,888
    WIT - Investment Management Fees 208,578 208,578    


    TY 2020 TaxesSchedule
    Name:
    Builders Initiative Foundation (FKA The Builders Initiative Inc)
    EIN:
    82-1503941
    Software ID:
    20011424
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Excise Tax 2,400,000      
    NT - Foreign Taxes 989,142 989,142    
    Pass Through Foreign Taxes 10,283 10,283