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
JOHN S PHIPPS FAMILY FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)BTCO 100 WOODBRIDGE CENTER DR
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
WOODBRIDGE, NJ07095

A Employer identification number

13-6861582

B Telephone number (see instructions)

(516) 508-9623

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

$22,241,987J 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
4	Dividends and interest from securities...	189,518		210,327
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		740,041
b	Gross sales price for all assets on line 6a 7,447,104
7	Capital gain net income (from Part IV, line 2)...			740,041
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......
12	Total. Add lines 1 through 11........	929,559		950,368
13	Compensation of officers, directors, trustees, etc.	8,172		5,448	2,724
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		3,000	0	3,000
c	Other professional fees (attach schedule)....
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		16,811	1,600	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		82,972	81,622	1,350
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	110,955		88,670	7,074
25	Contributions, gifts, grants paid.......	1,200,000			1,200,000
26	Total expenses and disbursements. Add lines 24 and 25	1,310,955		88,670	1,207,074
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-381,396
b	Net investment income (if negative, enter -0-)			861,698
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.............	242,428
	2	Savings and temporary cash investments.........	32,827	166,196	166,196
	3	Accounts receivable
		Less: allowance for doubtful accounts	663
	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)	3,521,791	2,546,984	2,632,145
	b	Investments—corporate stock (attach schedule).......	9,370,988	8,985,280	14,770,346
	c	Investments—corporate bonds (attach schedule).......	914,471	1,966,753	2,010,769
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	2,356,270	2,392,884	2,662,531
	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)	16,439,438	16,058,097	22,241,987
	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........	16,439,438	16,058,097
	27	Paid-in or capital surplus, or land, bldg., and equipment fund	0	0
	28	Retained earnings, accumulated income, endowment, or other funds	0	0
	29	Total net assets or fund balances (see instructions).....	16,439,438	16,058,097
	30	Total liabilities and net assets/fund balances (see instructions).	16,439,438	16,058,097

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

16,439,438

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

-381,396

Other increases not included in line 2 (itemize) bullet

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

16,058,097

Decreases not included in line 2 (itemize) bullet

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

16,058,097

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	P
b	PASSTHROUGH ENTITY	P
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	7,286,670	6,801,545	485,125
b			94,482
c	160,434		160,434
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			485,125
b			94,482
c			160,434
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	740,041
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	11,978
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	11,978
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	11,978
6	Credits/Payments:

a	2020 estimated tax payments and 2019 overpayment credited to 2020	6a	13,314
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	10,000
d	Backup withholding erroneously withheld ...........	6d	0

7	Total credits and payments. Add lines 6a through 6d..............		7	23,314
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
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	11,336
11	Enter the amount of line 10 to be: Credited to 2021 estimated tax11,336	Refunded	11	0

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

BESSEMER TRUST COMPANY Telephone no. bullet

(516) 508-9623

Located at bullet

100 WOODBRIDGE CENTER DRIVEWOODBRIDGENJ ZIP+4 bullet

07095

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-)
MICHAEL DOUGLAS	TRUSTEE 2.00	0
BESSEMER TRUST 100 WOODBRIDGE CENTER DRIVE WOODBRIDGE,NJ07095	TRUSTEE 2.00	0
STUART S JANNEY III	TRUSTEE 2.00	0
BESSEMER TRUST 100 WOODBRIDGE CENTER DRIVE WOODBRIDGE,NJ07095	TRUSTEE 2.00	0
BESSEMER TRUST COMPANY	CORPORATE TRUSTEE 2.00	8,172
100 WOODBRIDGE CENTER DRIVE WOODBRIDGE,NJ07095	CORPORATE TRUSTEE 2.00	8,172

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

20,085,891

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

169,292

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

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

20,255,183

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

20,255,183

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

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

303,828

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

19,951,355

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

997,568

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

997,568

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

11,978

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

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

11,978

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

985,590

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

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

985,590

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

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

985,590

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 ..........

1,207,074

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

1,207,074

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

1,207,074

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					985,590
2 Undistributed income, if any, as of the end of 2020:
a Enter amount for 2019 only.......				0
b Total for prior years:20, 20, 20			0
3 Excess distributions carryover, if any, to 2020:
a From 2015......	210,884
b From 2016......	271,403
c From 2017......	235,502
d From 2018......	140,318
e From 2019......	144,163
fTotal of lines 3a through e........		1,002,270
4Qualifying distributions for 2020 from Part
XII, line 4: $ 1,207,074
a Applied to 2019, but not more than line 2a				0
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.....					985,590
e Remaining amount distributed out of corpus		221,484
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		1,223,754
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 ..........					0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......		0
8 Excess distributions carryover from 2015 not applied on line 5 or line 7 (see instructions) ...		210,884
9Excess distributions carryover to 2021. Subtract lines 7 and 8 from line 6a ......		1,012,870
10 Analysis of line 9:
a Excess from 2016....	271,403
b Excess from 2017....	235,502
c Excess from 2018....	140,318
d Excess from 2019....	144,163
e Excess from 2020....	221,484

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).)

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
OLD WESTBURY GARDENS INC P O BOX 430 OLD WESTBURY,NY11568	N/A	PUBLIC CHARITY	GENERAL PURPOSE	1,200,000
Total ................................. 3a				1,200,000

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 ...........
4 Dividends and interest from securities....			14	189,518
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.....	525920		01
8 Gain or (loss) from sales of assets other than inventory ............			18	740,041
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		929,559	0

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

929,559

(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:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FINANCIAL SERVICES FEE	3,000	0		3,000

- TIN:

TY 2020 DistributionFromCorpusElection

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Election:

JOHN S PHIPPS FAMILY FOUNDATIONFORM 990-PF EIN 13-6861582SUPPLEMENTAL SCHEDULE OF INFORMATIONPART XIII, UNDISTRIBUTED INCOME, LINE 4CELECTION UNDER IRC REG. SEC. 53-4942(A)-3(D)(2)PURSUANT TO IRC SECTION 4942(H)(2) AND REGULATION 53.4942(A)-3(D)(2), JOHN S PHIPPS FAMILY FOUNDATION HEREBY ELECTS TO TREAT CURRENT YEAR'S QUALIFYING DISTRIBUTIONS IN EXCESS OF THE IMMEDIATELY PRECEDING YEAR'S UNDISTRIBUTED INCOME AS BEING MADE OUT OF CORPUS. (SIGNATURE): ___________________________________(NAME): ___________________________________ (TITLE): ______________________________

- TIN:

TY 2020 InvestmentsCorpBondsSchedule

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Name of Bond	End of Year Book Value	End of Year Fair Market Value
45000.00 LOWE'S COS INC	45,490	46,296
45000.00 MONDELEZ INTERNATIONAL	44,993	45,202
45000.00 HP ENTERPRISE CO	44,947	46,173
45000.00 ELECTRONIC ARTS INC	45,336	45,110
40000.00 CIGNA CORP	43,418	43,197
45000.00 JPMORGAN CHASE & CO	45,063	53,612
40000.00 COMCAST CORP	43,894	44,093
40000.00 HCA INC	43,806	44,999
45000.00 OMNICOM GROUP INC	44,845	47,824
40000.00 PAYPAL HOLDINGS INC	40,973	41,835
45000.00 ROPER TECHNOLOGIES INC	44,937	45,588
40000.00 ANALOG DEVICES INC	45,190	45,661
40000.00 MCDONALD'S CORP	44,706	44,498
35000.00 AMAZON.COM INC	34,988	35,617
35000.00 COCA-COLA CO/THE	39,594	40,140
45000.00 D.R. HORTON INC	45,034	45,283
45000.00 ORACLE CORP SR GLBL NT	45,424	46,191
40000.00 GOLDMAN SACHS GROUP INC	39,899	40,163
40000.00 BANK OF AMERICA CORP	42,211	44,060
40000.00 CITIGROUP INC	45,266	45,500
37000.00 VISA INC	38,775	39,278
58000.00 MORGAN STANLEY	58,851	64,186
45000.00 SOUTHERN CO GAS CAPITAL	47,297	47,220
45000.00 KIMBERLY-CLARK CORP	45,153	45,609
40000.00 TOYOTA MOTOR CREDIT CORP	39,985	41,052
45000.00 ANTHEM INC	51,404	51,868
45000.00 INTERCONTINENTALEXCHANGE	44,956	45,349
45000.00 VALERO ENERGY CORP	45,143	45,290
45000.00 AMERICAN HONDA FINANCE	44,985	45,537
45000.00 CONSTELLATION BRANDS INC	46,746	46,814
40000.00 NATIONAL RURAL UTIL COOP	39,739	40,206
35000.00 BURLINGTN NORTH SANTA FE	39,364	39,687
60000.00 APPLE INC	59,480	66,074
40000.00 ABBVIE INC	42,641	43,596
45000.00 JABIL INC	48,240	48,107
44000.00 VERIZON COMMUNICATIONS	44,520	43,825
45000.00 ENTERGY LOUISIANA LLC	44,991	45,129
40000.00 SOUTHWEST AIRLINES CO	46,562	47,555
45000.00 BROADCOM CRP / CAYMN FI	48,593	48,677
40000.00 ESTEE LAUDER CO INC	43,909	44,122
40000.00 NUTRIEN LTD	42,993	43,455
50000.00 SHELL INTERNATIONAL FIN	49,571	53,774
35000.00 CANADIAN IMPERIAL BANK	37,745	37,825
45000.00 WESTPAC BANKING CORP	45,096	45,492

- TIN:

TY 2020 InvestmentsCorpStockSchedule

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Name of Stock	End of Year Book Value	End of Year Fair Market Value
965.00 TENCENT HOLDINGS LTD	40,549	70,176
535.00 FACEBOOK INC-A	89,683	146,140
285.00 SEA LTD ADR	12,631	56,729
204.00 MATCH GROUP INC	19,419	30,842
155.00 CHARTER COMMUNICATIONS INC	76,162	102,540
105.00 ALPHABET INC CLASS C	78,397	183,947
190.00 ADVANCE AUTO PARTS	24,926	29,926
510.00 HILTON WORLDWIDE HOLDINGS	48,040	56,742
240.00 ALIBABA GROUP HOLDINGS LTD	19,235	55,855
755.00 DOLLARAMA INC	23,134	30,732
95.00 LVMH MOET HENNESSY VUITTON	40,690	59,557
740.00 NIKE INC CL B	46,416	104,687
120.00 BURLINGTON STORES INC	19,807	31,386
315.00 WYNDHAM HOTELS & RESORTS	14,976	18,723
53.00 AMAZON.COM INC	46,414	172,617
135.00 HOME DEPOT	19,147	35,858
485.00 ROSS STORES INC	47,858	59,562
540.00 PEPSICO INC	52,592	80,082
550.00 US FOODS HOLDING CORP	14,096	18,320
85323.42 OW CREDIT INCOME FUND	853,017	871,152
1174.00 CONOCOPHILLIPS	54,495	46,948
205.00 PIONEER NATURAL RESOURCES	36,603	23,347
170.00 AON PLC	35,200	35,915
205.00 NASDAQ INC.	15,053	27,211
69.00 BLACKROCK INC	35,779	49,786
260.00 CHUBB LIMITED	15,855	40,019
105.00 S&P GLOBAL INC.	27,334	34,516
885.00 CITIGROUP INC	34,206	54,569
3075.00 BANK OF AMERICA CORP	89,542	93,203
750.00 SCHWAB CHARLES CORP NEW	36,945	39,780
1115.00 BLACKSTONE GROUP INC	63,733	72,263
150.00 STERIS PLC	12,242	28,431
420.00 ZOETIS INC	28,202	69,510
570.00 IQVIA HOLDINGS INC	84,394	102,126
390.00 DANAHER CORP	32,487	86,634
101.00 COOPER COS INC	23,303	36,695
30.00 WEST PHARMACEUTICAL SVC	3,311	8,499
74.00 TELEFLEX INC	19,652	30,456
250.00 UNITEDHEALTH GROUP INC	64,337	87,670
120.00 LAB CORP OF AMER HLDGS NEW	16,747	24,426
195.00 THERMO FISHER SCIENTIFIC	13,369	90,827
405.00 SAFRAN SA	51,435	57,624
65.00 L3 HARRIS TECHNOLOGIES INC	9,380	12,286
155.00 EQUIFAX INC	20,694	29,890
220.00 DOVER CORP	15,280	27,775
3255.00 RENTOKIL INITIAL PLC	16,716	22,645
555.00 UNION PACIFIC CORP	93,613	115,562
400.00 SMITH A O CORP	18,801	21,928
60.00 IDEX CORP	6,755	11,952
490.00 IAA INC	13,983	31,840
695.00 FORTIVE CO	35,919	49,219
85.00 VERISK ANALYTICS INC-CL A	10,118	17,645
130.00 CINTAS CORP	21,196	45,949
145.00 WEX INC	28,257	29,511
385.00 AMPHENOL CORP	35,651	50,346
114.00 SERVICENOW INC	27,209	62,749
845.00 VISA INC	97,036	184,826
80.00 ASPEN TECHNOLOGY	10,509	10,420
75.00 ANSYS INC	10,652	27,285
1710.00 APPLE INC	55,399	226,899
150.00 ADOBE INC	61,111	75,018
90.00 NICE LTD ADR	13,330	25,518
145.00 SYNOPSYS INC	13,710	37,589
1275.00 MICROSOFT CORP	86,399	283,585
60.00 ASML HOLDING	26,908	29,270
620.00 TEXAS INSTRUMENTS INC	62,724	101,760
165.00 CDW CORP/DE	17,017	21,745
290.00 SS&C TECHNOLOGIES HOLDINGS	18,267	21,097
185.00 CMC MATERIALS INC	25,959	27,990
635.00 FIDELITY NATL INFO SVCS	58,898	89,827
385971.12 OW LARGE CAP STRATEGIES FD	3,719,238	6,615,544
240.00 AIR PRODUCTS & CHEMICALS	59,763	65,572
160.00 APTARGROUP INC	16,003	21,902
300.00 AMERICAN TOWER CORP	53,877	67,338
156215.10 OW SMALL & MIDCAP STRAT FD	1,800,672	2,877,482
220.00 AMERICAN WATER WORKS CO	8,845	33,763
520.00 AMEREN CORP	33,978	40,591

- TIN:

TY 2020 InvestmentsGovtObligationsSch

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

US Government Securities - End of Year Book Value:

2,546,984

US Government Securities - End of Year Fair Market Value:

2,632,145

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

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

- TIN:

TY 2020 InvestmentsOtherSchedule2

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
168589.34 BTC CTF HEDGE FUND OF FDS	AT COST	2,392,884	2,662,531

- TIN:

TY 2020 OtherExpensesSchedule

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
NY STATE CHARITABLE FILING FEE	750	0	750
WIRE FEES	600	0	600
PASSTHROUGH ENTITIES	81,622	81,622	0

- TIN:

TY 2020 OtherIncreasesSchedule

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Description	Amount
TRUNCATION	55

- TIN:

TY 2020 TaxesSchedule

Name:

JOHN S PHIPPS FAMILY FOUNDATION

EIN:

13-6861582

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ESTIMATED TAX	15,000	0		0
FOREIGN TAXES	1,811	1,600		0