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
W III FOUNDATION INC

Number and street (or P.O. box number if mail is not delivered to street address)3825 PGA BLVD NO 701
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
PALM BEACH GARDENS, FL33410

A Employer identification number

83-2764804

B Telephone number (see instructions)

(561) 626-2101

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

$12,259,230J 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	519		519
4	Dividends and interest from securities...	110,014		110,014
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		558,494
b	Gross sales price for all assets on line 6a 4,232,693
7	Capital gain net income (from Part IV, line 2)...			558,494
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).......		137,540	137,540
12	Total. Add lines 1 through 11........	806,567		806,567
13	Compensation of officers, directors, trustees, etc.	10,692		0	10,692
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........		4,900	0	4,900
b	Accounting fees (attach schedule).......		3,200	1,600	1,600
c	Other professional fees (attach schedule)....		63,697	63,697	0
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		31,826	3,000	818
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......	856		0	856
22	Printing and publications..........
23	Other expenses (attach schedule).......		39,191	0	35,606
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	154,362		68,297	54,472
25	Contributions, gifts, grants paid.......	240,000			240,000
26	Total expenses and disbursements. Add lines 24 and 25	394,362		68,297	294,472
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	412,205
b	Net investment income (if negative, enter -0-)			738,270
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.............
	2	Savings and temporary cash investments.........	5,063,207	1,695,403	1,695,403
	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)	533,734	766,096	790,466
	b	Investments—corporate stock (attach schedule).......	5,009,044	7,358,314	8,921,251
	c	Investments—corporate bonds (attach schedule).......	332,858	594,779	626,815
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	0	240,000	225,295
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	10,938,843	10,654,592	12,259,230
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........	0	0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........	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	10,938,843	10,654,592
	29	Total net assets or fund balances (see instructions).....	10,938,843	10,654,592
	30	Total liabilities and net assets/fund balances (see instructions).	10,938,843	10,654,592

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

10,938,843

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

412,205

Other increases not included in line 2 (itemize) bullet

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

11,351,048

Decreases not included in line 2 (itemize) bullet

696,456

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

10,654,592

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	PUBLICLY TRADED SECURITIES
c	CAPITAL GAINS DIVIDENDS	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	1,620,936	1,127,128	493,808
b	2,610,878	2,547,071	63,807
c	879		879
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			493,808
b			63,807
c			879
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	558,494
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	10,262
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	10,262
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	10,262
6	Credits/Payments:

a	2020 estimated tax payments and 2019 overpayment credited to 2020	6a	4,300
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	4,300
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	0
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	5,962
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

COMITER SINGER LLP Telephone no. bullet

(561) 626-2101

Located at bullet

3801 PGA BOULEVARD SUITE 604PALM BEACH GARDENSFL ZIP+4 bullet

33410

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-)
WOODRUFF GARDNER	DIRECTOR 5.00	0
3825 PGA BOULEVARD SUITE 701 PALM BEACH GARDENS,FL33410	DIRECTOR 5.00	0
WILLIAM GARDNER	DIRECTOR 1.00	0
3825 PGA BOULEVARD SUITE 701 PALM BEACH GARDENS,FL33410	DIRECTOR 1.00	0
JEFFERSON GARDNER	DIRECTOR 5.00	10,692
3825 PGA BOULEVARD SUITE 701 PALM BEACH GARDENS,FL33410	DIRECTOR 5.00	10,692
AMELIA GARDNER	DIRECTOR 1.00	0
3825 PGA BOULEVARD SUITE 701 PALM BEACH GARDENS,FL33410	DIRECTOR 1.00	0
MICHAEL SINGER	DIRECTOR 1.00	0
3825 PGA BOULEVARD SUITE 701 PALM BEACH GARDENS,FL33410	DIRECTOR 1.00	0

2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
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...................

10,000,000

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

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

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

10,000,000

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

10,000,000

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

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

150,000

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

9,850,000

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

492,500

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

492,500

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

10,262

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

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

10,262

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

482,238

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

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

482,238

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

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

482,238

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 ..........

294,472

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

294,472

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

294,472

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				482,238
2 Undistributed income, if any, as of the end of 2020:
a Enter amount for 2019 only.......			136,998
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: $ 294,472
a Applied to 2019, but not more than line 2a			136,998
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.....				157,474
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 ..........				324,764
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).)

WOODRUFF GARDNER

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
FEEDING SOUTH FLORIDA 2501 SW 32ND TERRACE PEMBROKE PARK,FL33023		PC	GENERAL SUPPORT	35,000
GATES PHILANTHROPY PARTNERS PO BOX 23350 SEATTLE,WA98102		PC	COMBATING COVID-19	150,000
LITTLE SMILES INC 3569 91ST ST N PALM BEACH GARDENS,FL33403		PC	FEED OUR FRONT LINE CAMPAIGN	20,000
UNITED WAY OF METROPOLITAN CHICAGO 231196 MOMENTUM PLACE CHICAGO,IL60689		PC	COVID-19 RESPONSE FUND	35,000
Total ................................. 3a				240,000

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	519
4 Dividends and interest from securities....			14	110,014
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	137,540
8 Gain or (loss) from sales of assets other than inventory ............			18	558,494
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		806,567	0

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

806,567

(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:

W III FOUNDATION INC

EIN:

83-2764804

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
TAX RETURN PREPARATION/REVIEW	3,200	1,600		1,600

- TIN:

TY 2020 InvestmentsCorpBondsSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Name of Bond	End of Year Book Value	End of Year Fair Market Value
ABBOTT LABS - 2.95%	10,412	10,972
AMERICAN EXPRESS CO - 2.500%	10,211	10,668
ANHEUSER-BUSCH - 3.65%	10,747	11,304
ANTHEM INC NOTE - 3.650%	10,598	11,532
AON CORP - 2.80%	10,905	10,910
AT&T INC - 4.125%	10,779	11,573
BANK AMER CORP - 3.500%	10,515	11,333
BANK OF NEW YORK MELLON - 2.950%	20,264	21,037
BANK OF NOVA SCOTIA - 1.95%	15,063	15,491
BOSTON PROPERTIES - 2.75%	5,089	5,451
CATERPILLAR INC - 3.400%	5,232	5,451
CHUBB INA HLDGS - 1.375%	14,826	14,973
CITIGROUP INC NOTE - 3.668%	20,013	22,674
COMCAST CORP - 3.600%	20,773	22,004
DTE ELECTRIC CO - 3.375%	5,260	5,522
ENBRIDGE INC BOND	5,204	5,439
ESTEE LAUDER COS INCNOTE CALL	14,914	15,847
GENERAL MLS INC NOTE CALL MAKE	10,448	10,891
GOLDMAN SACHS GROUP INC - 4.000%	10,572	11,050
HOME DEPOT - 3.000% - 4/1/20	10,429	11,180
INTEL CORP - 2.45%	10,660	10,848
JPMORGAN CHASE & CO - 3.782%	20,537	22,987
LINCOLN NATL CORP - 3.05%	5,459	5,577
LOWES COS INC - 3.375%	5,230	5,581
MERCK & CO INC - 2.750%	10,282	10,863
MICROSOFT CORP - 2.700%	26,058	27,158
MORGAN STANLEY SR NT-F - 3.750%	10,364	10,722
NOVARTIS CAPITAL CORP - 2.400%	5,048	5,185
NSTAR ELEC - 3.20%	14,911	16,912
PEPSICO INC - 3.000% - 10/15/20	5,262	5,640
PNC FINL SVCS - 3.500%	10,460	10,899
PROLOGIS - 1.25%	14,771	14,853
PRUDENTIAL - 3.500%	5,232	5,503
PUBLIC SERVICE ENTERPRISE - 2.875%	15,417	16,148
SCHLUMBERGER - 3.650%	10,488	10,856
SHELL INTERNATIONAL - 3.250%	20,875	22,169
SIMON PPTY GROUP LP - 2.000%	10,012	10,451
STATE STR CORP NOTE - 2.354%	10,010	10,673
STATE STR CORP NOTE - 3.55%	10,651	11,352
STATOIL - 2.650% - 1/15/24	20,154	21,241
STATOIL - 3.70%	15,890	16,482
THERMO FISHER - 4.497%	12,446	12,498
TOTAL CAPITAL - 3.750%	10,579	11,056
UNITED PARCEL SERVICE - 3.400%	10,663	11,651
UNTIEDHEALTH GROUP INC BOND	10,066	10,393
US BANCORP - 2.375% - 7/22/20	20,323	21,652
VERIZON COMMUNICATIONS - 1.500%	9,988	9,851
VERIZON COMMUNICATIONS - 3.500%	5,237	5,523
WALT DISNEY CO - 2.00%	19,558	20,903
XCEL ENERGY - 4/00%	5,894	5,886

- TIN:

TY 2020 InvestmentsCorpStockSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ABBOTT LABS	6,019	7,883
ABBVIE	60,283	67,933
ACADIA RLTY TR	16,029	8,684
AGCO CP	52,819	83,194
ALCON INC	27,356	29,691
AMAZON COM	40,655	71,652
AMERICAN WATER WORKS	15,083	16,268
AMERICAN WELL CORP	15,402	16,211
AMERIPRISE FINANCIAL INC	51,703	69,376
APTIV PLC	62,055	112,180
ASHTEAD GROUP PLC	16,583	25,772
AVANTOR INC	6,442	8,304
AVISTA CORP	15,415	12,765
AZEK CO	28,702	31,183
BARCLAYS BL PLC AUTCL NT LKD20	500,000	503,000
BIO RAD LABS INC CL A	53,608	84,526
BIOMARIN PHARMACEUTICALS	12,107	14,030
BJ'S RESTAURANTS	14,379	13,895
BJ'S WHLSL CLUB INC	12,679	20,057
BLACKBAUD INC	24,031	17,556
BLOOM ENERGY CORP	16,103	28,087
BOFA FINANCE LLC	250,000	247,500
BORGWARNER INC	13,074	14,413
BRAMBLES LTD UNSP AD	27,829	28,951
BRIGHT HORIZONS	11,185	17,991
BROWN FORMAN CORP CL B	1,908	516,295
BT GROUP PLC	21,251	26,035
BUNGE LIMITED	5,389	8,657
BURLINGTON STORES, INC	28,507	37,402
CADENCE DESIGN	60,594	64,259
CALVERT GREEN BOND FUND CLASS	607,812	628,026
CAMDEN PPTY TR	18,176	16,487
CARTER'S INC	11,815	11,477
CF INDUSTRIES	8,220	9,445
CHINA MENGNIU DAIRY COMPANY AD	5,547	8,416
CHURCH & DWIGHT	14,579	17,184
CIENA CORP	19,801	20,506
CITIGROUP GLOBAL MKTS HLDGS IN	250,000	241,500
CITIGROUP GLOBAL MKTS HLDGS IN	500,000	497,500
CITIGROUP GLOBAL MKTS HLDGS IN	375,000	382,125
CONAGRA FOODS INC	9,206	11,277
CONTL AG SPONS ADR	37,210	46,657
CORESITE REALTY CORPORATION	18,927	20,922
COSTCO WHOLESALE CORPORATION	61,915	77,993
CREDIT SUISSE AG	250,000	247,750
CREE, INC.	21,952	44,160
DECKERS OUTDOOR CORPORATION	18,026	32,119
DIGITAL REALTY TRUST	8,461	8,510
DONALDSON CO	5,684	6,594
EAST WEST BANCORP, INC	24,075	28,955
EASTGROUP PROPERTIES INC	18,344	19,052
ECOLAB INC	71,021	76,591
ELECTRONIC ARTS	19,433	25,704
ELI LILLY & CO	9,775	12,494
EQUINOR ASA	37,312	34,991
ERSTE GROUP BANK AG	30,719	31,918
ESSENTIAL UTILS	12,427	12,863
FIRST SOLAR INC	9,266	18,597
FISHER & PAYKEL HEALTH	3,545	4,605
GALP ENERGIA	5,611	4,605
GENMAB A/S SPON	19,526	36,025
GS FINANCE CORP	375,000	379,125
H LUNBECK A/S UNSPON ADR	14,590	14,178
HANESBRANDS INC	13,658	14,143
HANOVER INS GROUP	27,132	24,202
HENKEL & KGAA PREF SHS	23,693	26,372
HESS CORP	22,355	19,638
HEXCEL CP DELAWARE	28,992	18,572
HILL ROM HOLDINGS	11,930	10,091
HOLOGIC, INC	11,519	16,969
HORACE MANN EDUCATOR	10,590	10,384
HOST HOTELS & RESORTS INC	9,078	8,134
HOYA CORP	16,543	19,014
HUNT J B	22,343	28,697
IGM BIOSCIENCES	1,140	1,854
INCYTE CORPORATION	27,701	32,878
INFINEON TECH ADS	7,794	15,035
INGERSOLL RAND	17,055	27,838
INGEVITY CORPORATION	19,295	22,946
INT'L FLAVORS & FRAGRANCES INC	11,282	9,796
IPG PHOTONICS CORP	24,904	41,177
IRONWOOD PHARMACEUTICALS INC	5,932	5,490
JONES LANG LASALLE	21,206	21,217
KBC GROUP SA/NV SHS	19,182	20,114
KEYSIGHT TECHNOLOGIES	48,782	60,101
KINGSPAN GROUP ORD SHS	4,357	5,083
KONINKLIJKE AHOLD DELHAIZE NV	29,177	33,926
LABORATORY CORP AMER HLDGS	5,964	9,160
LAM RESEARCH CORP	27,477	42,032
LAMB WESTON HOLDINGS INC	22,397	21,653
LHC GROUP	16,960	27,732
LI AUTO INC	19,007	17,039
LINCOLN ELECTRIC HOLDINGS INC	16,781	22,552
LINDE PLC COM	71,611	85,904
LIVANOVA PLC	6,945	7,217
LIVERAMP HOLDINGS INC	18,139	39,303
LKQ CORPORATION	26,014	30,130
LOWES COS INC	17,247	31,781
LPL FINANCIAL HOLDINGS INC	21,812	25,638
LTC PROPERTIES INC	15,275	12,451
LYFT INC	17,558	28,495
MANPOWER GROUP INC	9,786	10,641
MARAVAI LIFESCIENCES	13,496	12,118
MARSH AND MCLENNAN COMPANIES I	64,653	71,487
MASCO CORP	5,218	6,592
MAXIM INTEGRATED PRODS INC	11,894	18,528
MEDTRONIC PLC	42,627	45,919
MERITAGE HOMES CORP	14,083	13,500
MICRON TECHNOLOGY	26,370	39,169
MICROSOFT CORP	129,834	148,354
MIDDLEBY CORPORATION	19,213	22,174
MINERAL TECH INC	13,768	17,269
MIRATI THERAPEUTICS	6,442	15,814
MONDI PLC	13,847	15,278
MONTROSE ENVIRONMENT	46,741	50,031
MSA SAFETY INCORPORATED	66,107	94,414
NANOSTRING TECHNOLOGIES	6,421	11,035
NASPERS LTD N SPONS ADR	15,178	17,313
NATIONAL INSTRUMENTS	20,135	20,608
NESTE ORD SHS	18,456	38,444
NEW ORIENTAL ED & TECHNOLOGY G	5,881	8,919
NEW YORK TIMES CO CL A	20,971	33,806
NINTENDO CO LTD ADR UNSPON	13,690	23,834
NIPPON TELEGRAPH & TELEPHONE C	12,103	12,567
NXP SEMICONDUCTORS	46,695	64,399
OMNICELL, INC	29,282	46,808
ORIX CORP ADS	17,545	19,487
ORMAT TECHNOLOGIES	20,188	25,820
PAYCOM SOFTWARE	8,841	14,472
PENUMBRA INC	18,471	18,725
PING AN INSURANCE GROUP ADR	23,681	24,990
PPD INC	6,475	6,604
PRELUDE THERAPEUTICS	1,333	2,290
PROCTER GAMBLE CO	48,804	51,482
PROLOGIS INC	39,837	46,840
PROOFPOINT INC	20,710	24,281
PROSUS NV ADR	12,633	18,979
PRUDENTIAL FINCL INC	29,905	27,403
PRYSMIAN SP MILANO	18,563	28,981
PRYSMIAN SPA ADR	8,997	14,457
PT BK MANDIR PRS UNSP/ADR	37,903	36,668
PTC INC	13,984	22,128
QUANTA SVCS INC	14,895	27,296
REINSURANCE GROUP AMER INC	20,270	18,428
ROGERS CORP	20,576	25,312
SAGE GROUP PLC	28,207	24,899
SALESFORCE.COM	19,109	16,245
SEAGEN INC	4,342	4,378
SMITH A O CORP DEL COM	10,809	13,266
SOLAREDGE TECHNOLOGIES	7,877	11,488
SONOCO PRODUCTS COMPANY	18,968	20,086
SONY CORP ADR	29,214	47,214
SOUTHWEST AIRLINES	53,712	75,508
SPECTRIS PLC	30,368	35,013
STARBUCKS	41,079	57,448
STERICYCLE INC	6,003	6,864
STERLING BANCORP	14,789	15,409
STIFEL FINANCIAL CP	10,712	14,734
SUMITOMO MITSUI FINCL GRP	10,279	9,434
SVB FINANCIAL GROUP	16,300	29,087
SYNCHRONITY FINL	26,198	29,330
SYNEOS HEALTH INC	23,646	26,230
T.ROWE PRICE ASSOCIATES	27,679	35,122
TAKE-TWO INTERACTIVE SOFTWARE	31,667	51,947
TAKEDA PHARMACEUTICAL COMPANY	38,671	38,784
TECHNOPRO HOLDINGS 5 SPONSORED	12,553	18,387
TETRA TECH INC	18,991	26,282
TJX COMPANIES INC	36,164	42,340
TRACTOR SUPPLY CO COM	17,814	26,851
TRANE TECHNOLOGIES	12,671	15,242
TREX CO	10,328	11,721
TRIMBLE NAV LTD	34,070	65,368
TWITTER INC	19,000	30,865
UMPQUA HOLDINGS CORPORATION	18,390	17,593
UNILEVER N V N Y	29,572	28,611
UNITED NATURAL FOODS, INC	3,450	7,410
UNITEDHEALTH GROUP INC	72,421	93,982
UNIVERSAL DISPLAY CORP	18,078	25,967
VAIL RESORTS INC	33,515	46,307
VISA INC	74,146	87,273
VMWARE INC	78,112	77,564
VOYA FINL	31,369	31,287
WABTEC	33,444	34,331
WEBSTER FINL CORP	16,322	15,891
WEIGHT WATCHERS INTL	11,946	9,004
WELLS FARGO & CO	29,521	26,709
WEST PHARMA SVCS INC	10,641	19,548
WESTERN DIGITAL CORP	55,401	56,830
XYLEM INC	16,326	20,969
ZENDESK INC	26,437	46,085
ZURICH INS GROU ADR	31,369	34,029
ZYMEWORKS INC	1,140	1,796

- TIN:

TY 2020 InvestmentsGovtObligationsSch

Name:

W III FOUNDATION INC

EIN:

83-2764804

US Government Securities - End of Year Book Value:

494,993

US Government Securities - End of Year Fair Market Value:

506,722

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

271,103

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

283,744

- TIN:

TY 2020 InvestmentsOtherSchedule2

Name:

W III FOUNDATION INC

EIN:

83-2764804

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
NB CROSSROAD PRVT MKT FD	AT COST	240,000	225,295

- TIN:

TY 2020 LegalFeesSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
LEGAL FEES	4,900	0		4,900

- TIN:

TY 2020 OtherDecreasesSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Description	Amount
PRIOR PERIOD ADJUSTMENT	696,456

- TIN:

TY 2020 OtherExpensesSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Description	Revenue and Expenses per Books	Disbursements for Charitable Purposes
WEBSITE	432	432
INSURANCE	2,401	2,401
ADMINISTRATIVE FEES	32,637	32,637
FILING FEE	61	61
PAYROLL FEES	75	75
COMPUTER	3,585	0

- TIN:

TY 2020 OtherIncomeSchedule2

Name:

W III FOUNDATION INC

EIN:

83-2764804

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
UBS	137,540	137,540	137,540

- TIN:

TY 2020 OtherProfessionalFeesSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT MANAGEMENT SERVICES	63,697	63,697		0

- TIN:

TY 2020 TaxesSchedule

Name:

W III FOUNDATION INC

EIN:

83-2764804

Category	Amount	Net Investment Income	Disbursements for Charitable Purposes
FOREIGN TAX PAID	3,000	3,000	0
EXCISE TAXES	28,008	0	0
PAYROLL TAXES	818	0	818