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. 1545-0047
2021
Open to Public Inspection
For calendar year 2021, or tax year beginning 01-01-2021 , and ending 12-31-2021
Name of foundation
HARBOURTON FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)5250 S VIRGINIA ST 350
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
RENO, NV89502
A Employer identification number

22-2436112
B Telephone number (see instructions)

(775) 505-2222
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$33,691,982J Accounting method:
Modified Cash
(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) 4,404,622
2 Check bullet.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 262,263 262,263  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 5,627,610
b Gross sales price for all assets on line 6a  
7 Capital gain net income (from Part IV, line 2)... 5,627,610
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)....... Click to see attachment 3,978,039 3,978,039  
12 Total. Add lines 1 through 11........ 14,272,534 9,867,912  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 20,893 1,045   19,848
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 8,400 0   8,400
c Other professional fees (attach schedule).... Click to see attachment 194,468 0   194,468
17 Interest............... 9,861 9,861   0
18 Taxes (attach schedule) (see instructions)... Click to see attachment 16,704 0   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy.............. 89,280 4,464   84,816
21 Travel, conferences, and meetings....... 2,115 0   2,115
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 249,751 12,488   237,263
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 591,472 27,858   546,910
25 Contributions, gifts, grants paid....... 2,066,000 2,066,000
26 Total expenses and disbursements. Add lines 24 and 25 2,657,472 27,858   2,612,910
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 11,615,062
b Net investment income (if negative, enter -0-) 9,840,054
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2021)
Form 990-PF (2021)
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............. 1,974,143 595,509 595,509
2 Savings and temporary cash investments.........      
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
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) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule).......      
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 19,607,260 Click to see attachment25,428,179 25,428,179
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment7,637,515 Click to see attachment7,668,294 Click to see attachment7,668,294
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 29,218,918 33,691,982 33,691,982
Liabilities 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 bullet)    
23 Total liabilities (add lines 17 through 22)......... 0 0
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........ 1,042,500 1,042,500
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 28,176,418 32,649,482
29 Total net assets or fund balances (see instructions)..... 29,218,918 33,691,982
30 Total liabilities and net assets/fund balances (see instructions). 29,218,918 33,691,982
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
29,218,918
2
Enter amount from Part I, line 27a .....................
2
11,615,062
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
40,833,980
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
7,141,998
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
33,691,982
Form 990-PF (2021)
Form 990-PF (2021)
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 GLOBAL ATLANTIC FINANCIAL GROUP DISTRIBUTION IN EXCESS OF BASIS P    
b OAKTREE ENHANCED INCOME FUND P    
c NAPLES INVESTMENTS LIQUIDATION P    
d 70640 PLTR SHARES 137 VENTURES     2021-02-19
e 18808 UPST SHARES COLLAB I-US C LLC     2021-06-22
HEALTHCARE ROYALTY PARTNERS P    
PERIWINKLE VENTURES INST. FUND II LLC P    
KORE OFFSHORE FUND P    
KORE OFFSHORE FUND P    
ORIGAMI OPPORTUNITIES FUND III OFFSHORE LP P    
ORIGAMI SECONDARY FUND II LP P    
(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       1,336,669
b       42,029
c       -6,761
d       1,796,069
e       2,263,985
      10,375
      816
      80,951
      52,815
      21,545
      29,117
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a       1,336,669
b       42,029
c       -6,761
d       1,796,069
e       2,263,985
      10,375
      816
      80,951
      52,815
      21,545
      29,117
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 5,627,610
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  
Form 990-PF (2021)
Form 990-PF (2021)
Page 4
Part V
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 All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) 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........................... 3 136,777
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- ..... 5 136,777
6 Credits/Payments:
a 2021 estimated tax payments and 2020 overpayment credited to 2021 6a 125,000
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.............. 7 125,000
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 8 1,222
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9 12,999
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10  
11 Enter the amount of line 10 to be: Credited to 2022 estimated taxBullet   RefundedBullet 11  
Part VI-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$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
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
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
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 XIV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletNJ
    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 2021 or the taxable year beginning in 2021? See the instructions for Part XIII.
    If "Yes," complete Part XIII .............................
    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 (2021)
    Form 990-PF (2021)
    Page 5
    Part VI-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 ofbulletJAMES S REGAN III Telephone no.bullet (775) 505-2222

    Located atbullet5250 S VIRGINIA ST SUITE 350RENONV ZIP+4bullet89502
    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 2021, 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 VI-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? ...........
    1a(1)
     
    No
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person? ..............................
    1a(2)
     
    No
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
    1a(3)
     
    No
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
    1a(4)
     
    No
    (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)? ......................
    1a(5)
     
    No
    (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.) ...............
    1a(6)
     
    No
    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
     
     
    c
    ........bullet
    d
    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 2021? .............
    1d
     
    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 2021, did the foundation have any undistributed income (lines 6d
    and 6e, Part XII) for tax year(s) beginning before 2021?....................
    2a
     
    No
    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? ..............................
    3a
    Yes
     
    b
    If "Yes," did it have excess business holdings in 2021 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 2021.) .....................
    3b
     
    No
    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 2021? ..
    4b
     
    No
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 6
    Part VI-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))? ..........
    5a(1)
     
    No
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive? ....................
    5a(2)
     
    No
    (3) Provide a grant to an individual for travel, study, or other similar purposes? .............
    5a(3)
     
    No
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions ........................
    5a(4)
    Yes
     
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals? .............
    5a(5)
     
    No
    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
    Yes
     
    c
    .........bullet
    d
    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? .................
    5d
    Yes
     
    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? .............................
    6a
     
    No
    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?
    7a
     
    No
    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? .........................
    8
     
    No
    Part VII
    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
    JAMES S REGAN VICE PRESIDENT
    3.00     		0 0 0
    5250 S VIRGINIA ST
    RENO,NV89502
    AMY H REGAN PRESIDENT & ASST.SECRETARY
    3.00     		0 0 0
    5250 S VIRGINIA ST
    RENO,NV89502
    STEVEN B SMOTRICH ASSISTANT TREASURER
    1.00     		0 0 0
    5250 S VIRGINIA ST
    RENO,NV89502
    JAMES S REGAN III VP & TREASURER
    3.00     		0 0 0
    5250 S VIRGINIA ST
    RENO,NV89502
    CATHERINE H REGAN LAWLISS VP & SECRETARY
    30.00     		20,893 0 0
    5250 S VIRGINIA ST
    RENO,NV89502
    PATRICK H REGAN VICE PRESIDENT
    40.00     		0 0 0
    5250 S VIRGINIA ST
    RENO,NV89502
    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...................bullet 0
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 7
    Part VII
    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.............bullet0
    Part VIII-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 VIII-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 METANOIA PROPERTIES, LTD. OF SOUTH AFRICA "METANOIA"SEE ATTACHED STATEMENT 140,000
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet140,000
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 8
    Part IX
    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
    0
    b
    Average of monthly cash balances.......................
    1b
    3,302,069
    c
    Fair market value of all other assets (see instructions)................
    1c
    31,055,540
    d
    Total (add lines 1a, b, and c).........................
    1d
    34,357,609
    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
    0
    3
    Subtract line 2 from line 1d.........................
    3
    34,357,609
    4
    Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
    instructions) .............................
    4
    515,364
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. .......
    5
    33,842,245
    6
    Minimum investment return. Enter 5% (0.05) of line 5................
    6
    1,692,112
    Part X
    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 IX, line 6..................
    1
    1,692,112
    2a
    Tax on investment income for 2021 from Part V, line 5.......
    2a
    136,777
    b
    Income tax for 2021. (This does not include the tax from Part V.) ...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    136,777
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,555,335
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    1,555,335
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
    7
    1,555,335
    Part XI
    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
     
    b
    Program-related investments—total from Part VIII-B..................
    1b
     
    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
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4.
    4
     
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 9
    Part XII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2020     		(c)
    2020     		(d)
    2021
    1 Distributable amount for 2021 from Part X, line 7 1,555,335
    2 Undistributed income, if any, as of the end of 2021:
    a Enter amount for 2020 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2021:
    a From 2016......  
    b From 2017......  
    c From 2018......  
    d From 2019...... 865,585
    e From 2020......  
    f Total of lines 3a through e ........ 865,585
    4Qualifying distributions for 2021 from Part
    XI, line 4: bullet$ 2,752,910
    a Applied to 2020, 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 2021 distributable amount..... 1,555,335
    e Remaining amount distributed out of corpus 1,197,575
    5 Excess distributions carryover applied to 2021. 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 2,063,160
    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 2021. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2022 ..........     		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 2016 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9 Excess distributions carryover to 2022.
    Subtract lines 7 and 8 from line 6a ......     		2,063,160
    10 Analysis of line 9:
    a Excess from 2017....  
    b Excess from 2018....  
    c Excess from 2019.... 865,585
    d Excess from 2020....  
    e Excess from 2021.... 1,197,575
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 10
    Part XIII
    Private Operating Foundations (see instructions and Part VI-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 2021, 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) 2021 (b) 2020 (c) 2019 (d) 2018
             
    b 85% (0.85) of line 2a .........          
    c Qualifying distributions from Part XI,
    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 IX, 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 XIV
    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).)
    JAMES S REGAN
    AMY H REGAN
    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 (2021)
    Form 990-PF (2021)
    Page 11
    Part XIV
    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
    AMERICAN BALLET THEATRE
    890 BROADWAY 3RD FLOOR
    NEW YORK,NY10003     		  501(C)(3) ABT ISN'T JUST A COMPANY. IT'S A COLLABORATION. DEDICATED, PASSIONATE PEOPLE WHO COME TOGETHER TO MAKE SURE THAT OUR COMMITMENT TO THE BEST IN DANCE AND MOVEMENT IS UPHELD, AND AVAILABLE TO ALL WHO SEEK IT OUT. FROM OUR STAFF, ARTISTS AND BOARD OF TRUSTEE 10,000
    BRAVO
    2271 N FRONTAGE RD W SUITE C
    VAIL,CO81657     		  501(C)(3) BRAVO! VAIL ENRICHES PEOPLE'S LIVES THROUGH THE POWER OF MUSIC BY PRODUCING THE FINEST PERFORMANCES BY THE GREATEST ARTISTS, FOSTERING MUSIC EDUCATION, AND PROMOTING A LIFELONG APPRECIATION OF THE ARTS. 40,000
    CENTRAL CITY CONCERN
    232 NW 6TH AVE
    PORTLAND,OR97209     		  501(C)(3) MISSION: CENTRAL CITY CONCERN HELPS THOSE STRUGGLING WITH LIFE'S BIGGEST PROBLEMS TO END OR AVOID HOMELESSNESS AND BUILD HEALTHY, HOUSED, RESILIENT, AND ENGAGED LIVES. OUR VISION IS A FUTURE IN WHICH NOBODY IN OUR COMMUNITY HAS TO EXPERIENCE THE PAIN AND 75,000
    CENTURION MINISTRIES
    1000 HERRONTOWN ROAD
    PRINCETON,NJ08540     		  501(C)(3) TO HELP EXONERATE THE INNOCENT ON DEATH ROW 50,000
    CLAY STREET TABLE
    1314 SW PARK AVE
    PORTLAND,OR97201     		  501(C)(3) CLAY STREET TABLE IS A MEALS AND FOOD PANTRY PROGRAM IN PORTLAND PROVIDING 150,000 MEALS ANNUALLY TO THOSE EXPERIENCING HUNGER AND HOMELESSNESS, LOCATED THROUGHOUT THE METRO AREA. OUR MISSION IS TO FEED PEOPLE WHO ARE HUNGRY IN BODY, MIND & SPIRIT. 20,000
    CLUB DUST
    145 OLD ADOBE ROAD
    WATSONVILLE,CA95076     		  501(C)(3) PROVIDING SAFE DECENT SHELTER AND CARE TO THE POOREST OF THE POOR 45,000
    DARTMOUTH COLLEGE
    DARTMOUTH COLLEGE FUND C/O GIFT
    RECORDING OFFICE HB 6066 DEVELOPMEN
    HANOVER,NH037553555     		  501(C)(3) DARTMOUTH COLLEGE EDUCATES THE MOST PROMISING STUDENTS AND PREPARES THEM FOR A LIFETIME OF LEARNING AND OF RESPONSIBLE LEADERSHIP, THROUGH A FACULTY DEDICATED TO TEACHING AND THE CREATION OF KNOWLEDGE. 10,000
    DARTMOUTH COLLEGE
    DARTMOUTH COLLEGE FUND C/O GIFT
    RECORDING OFFICE HB 6066 DEVELOPMEN
    HANOVER,NH037553555     		  501(C)(3) DARTMOUTH COLLEGE EDUCATES THE MOST PROMISING STUDENTS AND PREPARES THEM FOR A LIFETIME OF LEARNING AND OF RESPONSIBLE LEADERSHIP, THROUGH A FACULTY DEDICATED TO TEACHING AND THE CREATION OF KNOWLEDGE. 50,000
    DARTMOUTH COLLEGE
    DARTMOUTH COLLEGE FUND C/O GIFT
    RECORDING OFFICE HB 6066 DEVELOPMEN
    HANOVER,NH037553555     		  501(C)(3) DARTMOUTH COLLEGE EDUCATES THE MOST PROMISING STUDENTS AND PREPARES THEM FOR A LIFETIME OF LEARNING AND OF RESPONSIBLE LEADERSHIP, THROUGH A FACULTY DEDICATED TO TEACHING AND THE CREATION OF KNOWLEDGE. 100,000
    ECOTRUST
    721 NW 9TH AVE SUITE 200
    PORTLAND,OR97209     		  501(C)(3) ECOTRUST'S MISSION IS TO INSPIRE FRESH THINKING THAT CREATES ECONOMIC OPPORTUNITY, SOCIAL EQUITY, AND ENVIRONMENTAL WELL-BEING. 50,000
    FOOD FINDERS INC
    325 ARNO WAY
    PACIFIC PALISADES,CA90272     		  501(C)(3) FIGHTING FOR A WORLD WHERE EVERYONE HAS ACCESS TO THE FOOD THEY NEED 10,000
    FOOD RECOVERY NETWORK INC
    1100 H ST NW SUITE 520
    WASHINGTON,DC20005     		  501(C)(3) FRN IS A NATIONAL NONPROFIT THAT UNITES STUDENTS AT COLLEGES AND UNIVERSITIES TO FIGHT FOOD WASTE AND HUNGER BY RECOVERING PERISHABLE FOOD THAT WOULD OTHERWISE GO TO WASTE FROM THEIR CAMPUS DINING HALLS AND DONATING IT TO THOSE IN NEED. 40,000
    FRIENDLY HOUSE
    1737 NW 26TH AVENUE
    PORTLAND,OR97210     		  501(C)(3) FRIENDLY HOUSE CREATES A THRIVING COMMUNITY BY CONNECTING PEOPLE OF ALL AGES AND BACKGROUNDS THROUGH QUALITY EDUCATIONAL, RECREATIONAL AND OTHER LIFE-SUSTAINING SERVICES. 15,000
    GLOBAL GIVING
    1 THOMAS CIRCLE NW SUITE 800
    WASHINGTON,DC20005     		  501(C)(3) TO TRANSFORM AID AND PHILANTHROPY TO ACCELERATE COMMUNITY-LED CHANGE. 20,000
    GRACE OF CALVARY MINISTRIES
    P O BOX 2043
    LAKESIDE,CA92040     		  501(C)(3) TO ENDEAVOR TO STRENGTHEN FAMILIES AND COMMUNITIES IN TIJUANA BY MINISTERING TO THEIR BASIC NEEDS WITH A FOCUS ON THE MOST VULNERABLE CHILDREN AND YOUTH IN EAST TIJUANA, MEXICO. WE PROVIDE FREE LUNCHES, SCHOOL UNIFORMS, SCHOOL SUPPLIES, TUTORING AND MORE. 9,000
    GROWING GARDENS
    3114 SE 50TH AVE
    PORTLAND,OR97206     		  501(C)(3) GROWING GARDENS USES THE EXPERIENCE OF GROWING FOOD IN SCHOOLS, BACKYARDS AND CORRECTIONAL FACILITIES TO CULTIVATE HEALTHY, EQUITABLE COMMUNITIES. 32,500
    GUARDIAN SCHOLARS
    56 EDWARDS VILLAGE BLVD STE 209
    EDWARDS,CO81632     		  501(C)(3) GUARDIAN SCHOLARS IS A COOPERATIVE FAMILY COMPRISED OF DESERVING STUDENT SCHOLARS, COMMITTED EDUCATIONAL INSTITUTIONS, AND GENEROUS DONORS WORKING COLLABORATIVELY TO REALIZE A BETTER LIFE FOR EACH SCHOLAR. THROUGH ACHIEVING SCHOLARS' DREAMS OF A COLLEGE E 10,000
    HOMEFRONT
    1880 PRINCETON AVENUE
    LAWRENCVILLE,NJ08648     		  501(C)(3) HOMEFRONT'S MISSION IS TO END HOMELESSNESS IN CENTRAL NEW JERSEY BY HARNESSING THE CARING, RESOURCES AND EXPERTISE OF THE COMMUNITY. WE LESSEN THE IMMEDIATE PAIN OF HOMELESSNESS AND HELP FAMILIES BECOME SELF-SUFFICIENT. WE WORK TO GIVE OUR CLIENTS THE SKI 60,000
    IRCO
    10301 NE GLISAN STREET
    PORTLAND,OR97220     		  501(C)(3) IRCO'S MISSION IS TO PROMOTE THE INTEGRATION OF REFUGEES, IMMIGRANTS AND THE COMMUNITY AT LARGE INTO A SELF-SUFFICIENT, HEALTHY AND INCLUSIVE MULTI-ETHNIC SOCIETY. 20,000
    ISLES INC
    10 WOOD STREET
    TRENTON,NJ08618     		  501(C)(3) FOSTERING SELF-RELIANT FAMILIES AND HEALTHY, SUSTAINABLE COMMUNITIES 60,000
    KEALA FOUNDATION
    PO BOX 785
    LAWAI,HI96765     		  501(C)(3) TO BUILD COMMUNITIES THAT SUPPORT THE YOUTH OF HAWAII. 50,000
    KIDS-HEAL
    25 NW 23RD PLACE SUITE 6 PMB 223
    PORTLAND,OR97210     		  501(C)(3) KIDS-HEAL IS READY TO IMPLEMENT OUR CANCER EDUCATION CURRICULUM. AFTER 5 YEARS OF IN-THE-FIELD-RESEARCH ACROSS RURAL OREGON AND IDAHO WE ARE ORGANIZED AND PREPARED TO RUN A PILOT PROJECT THAT TESTS ALL THE LESSONS WE LEARNED WITH STUDENTS AND EDUCATORS...IN ENGLISH AND SPANISH 10,000
    MERCY CORPS
    MERCY CORP NATIONAL PROCESSING
    CENTER PO BOX 80020
    PRESCOTT,AZ863049801     		  501(C)(3) TO ALLEVIATE SUFFERING, POVERTY AND OPPRESSION BY HELPING PEOPLE BUILD SECURE, PRODUCTIVE AND JUST COMMUNITIES. 20,000
    MICHAEL J FOX FOUNDATION
    PO BOX 4777 GRAND CENTRAL STATION
    NEW YORK,NY101634777     		  501(C)(3) DEDICATED TO FINDING A CURE FOR PARKINSON'S DEASEASE THROUGH FUNDED RESEARCH AND ENSURING THE DEVELOPMENT OF IMPROVED THERAPIES FOR THOSE LIVING WITH PARKINSON'S TODAY. 7,500
    MINDFUL LIFE PROJECT
    1001 CANAL BLVD SUITE A-0
    RICHMOND,CA94804     		  501(C)(3) EMPOWER UNDERSERVED CHILDREN, FAMILIES AND SCHOOL SITE STAFF THROUGH MINDFULNESS AND OTHER TRANSFORMATIVE SKILLS TO GAIN SELF-AWARENESS, CONFIDENCE, SELF-REGULATION AND RESILIENCE, LEADING TO LIFELONG SUCCESS. 68,500
    MINDFUL PHILANTHROPY INC
    1501 CHERRY STREET
    PHILADELPHIA,PA19102     		  501(C)(3) TO ACTIVATE HIGH IMPACT FUNDING TO MENTAL HEALTH, ADDICTION AND COMMUNITY WELL-BEING 10,000
    NATIONAL CATHEDRAL SCHOOL
    3612 WOODLEY RD NW
    WASHINGTON,DC20016     		  501(C)(3) WE BELIEVE IN THE POWER OF YOUNG WOMEN AND EDUCATE THEM TO EMBRACE OUR CORE VALUES OF EXCELLENCE, SERVICE, COURAGE, AND CONSCIENCE. 15,000
    OMPRAKASH FOUNDATION (FISCAL SPONSOR CARAS ALEGRES)
    2311 N 45TH ST
    SEATTLE,WA98103     		  501(C)(3) IMPROVE GLOBAL EDUCATION THROUGH CROSS-CULTURAL EXCHANGE. PROVIDE GRASSROOTS ORGANIZATIONS WITH OPPORTUNITIES TO RECRUIT VOLUNTEERS AND RECEIVE DONATIONS. 25,000
    OPERATION SMILE
    3641 FACULTY BOULEVARD
    VIRGINIA BEACH,VA23453     		  501(C)(3) OPERATION SMILE MOBILIZES GENEROUS HEARTS TO HEAL CHILDREN'S SMILES AND TRANSFORM LIVES ACROSS THE GLOBE. 180,000
    OREGON AGRICULTURAL TRUST INC
    PO BOX 7359
    SALEM,OR97303     		  501(C)(3) OAT'S MISSION IS TO ENSURE THE PROTECTION AND CONSERVATION OF OREGON'S AGRICULTURAL LAND BASE, PROMOTE THE STEWARDSHIP OF AG LAND AS AN ASSET CRITICAL TO OREGON'S ECONOMY, AND HELP OREGON FARMERS AND RANCHERS KEEP THEIR LAND IN AG PRODUCTION. 20,000
    OREGON COMMUNITY FOUNDATION
    1221 SW YAMHILL ST
    PORTLAND,OR97205     		  501(C)(3) TO IMPROVE THE LIVES OF ALL OREGONIANS THROUGH THE POWER OF PHILANTHROPY. 20,000
    OREGON ENVIRONMENTAL COUNCIL
    PO BOX 14822
    PORTLAND,OR97293     		  501(C)(3) OEC'S MISSION IS TO ADVANCE INNOVATIVE, COLLABORATIVE SOLUTIONS TO OREGON'S ENVIRONMENTAL CHALLENGES FOR TODAY AND FUTURE GENERATIONS 15,000
    OREGON FOOD BANK
    7900 NE 33RD DRIVE
    PORTLAND,OR97211     		  501(C)(3) THE MISSION OF OREGON FOOD BANK IS TO ELIMINATE HUNGER AND ITS ROOT CAUSES. 50,000
    OTB GLOBAL LLC
    751 SKYLINE DR
    WOODLAND PARK,CO80863     		  501(C)(3) PROVIDING THE NEXT GENERATION OF SOLUTIONS FOR BATTLING HUNGER AND MALNUTRITION IN DEVELOPING COUNTRIES 50,000
    OUR VILLAGE GARDENS
    4632 N TRENTON ST
    PORTLAND,OR97203     		  501(C)(3) VILLAGE GARDENS BRINGS A SPIRIT OF HOPE TO THE PEOPLE BY GROWING AND SHARING FOOD, LEARNING AND TEACHING SKILLS, AND EMPOWERING COMMUNITY LEADERSHIP. 40,000
    OUTSIDE THE BOWL
    751 SKYLINE DRIVE
    WOODLAND PARK,CO80863     		  501(C)(3) OUTSIDE THE BOWL IS DEDICATED TO ELIMINATING PHYSICAL AND SPIRITUAL STARVATION IN IMPOVERISHED COMMUNITIES BY BUILDING SUPER KITCHENS, AND INSTANT MEAL PRODUCTION FACALITIES. 90,000
    PIONEERS
    10123 WILLIAM CAREY DR
    ORLANDO,FL32832     		  501(C)(3) PIONEERS PARTNERS WITH LOCAL CHURCHES TO MAKE DISCIPLES AND INITIATE CHURCH-PLANTING MOVEMENTS AMONG UNREACHED PEOPLES. THE UNREACHED ARE CULTURAL AND ETHNIC GROUPS WITHOUT A SELF-SUSTAINING WITNESS TO THE GOSPEL IN THEIR OWN CULTURES. 22,000
    REFED INC
    27-01 QUEENS PLAZA NORTH 13TH FLOOR
    LONG ISLAND CITY,NY11101     		  501(C)(3) ACCELERATE SOLUTIONS TO FOOD WASTE. 75,000
    RESPERO MINISTRIES
    PO BOX 11224
    PORTLAND,OR97211     		  501(C)(3) TO PROMOTE MENTAL, EMOTIONAL, AND RELATIONAL HEALTH BY PROVIDING COUNSELING AT NO COST AND TRAINING PEOPLE TO BE EFFECTIVE COUNSELORS 25,000
    ROGUE FARM CORPS
    PO BOX 86024
    PORTLAND,OR97286     		  501(C)(3) ROGUE FARM CORPS TRAINS THE NEXT GENERATION OF FARMERS AND RANCHERS THROUGH HANDS-ON EDUCATIONAL PROGRAMS. WE WORK TO SUPPORT OUR AGRICULTURAL ECONOMY AND SERVE AS A MODEL FOR OTHER COMMUNITIES. 25,000
    ROUNDUP RIVER RANCH
    PO BOX 8589
    AVON,CO81620     		  501(C)(3) ROUNDUP RIVER RANCH ENRICHES THE LIVES OF CHILDREN WITH SERIOUS ILLNESSES AND THEIR FAMILIES BY OFFERING FREE, MEDICALLY-SUPPORTED CAMP PROGRAMS THAT PROVIDE UNFORGETTABLE OPPORTUNITIES TO DISCOVER JOY, FRIENDSHIPS, AND CONFIDENCE. 10,000
    SEMILLA NUEVA
    7A AVENIDA 14-44 ZONA 9 EDIFICIO LA
    GALERA LOCAL 35 EL KIOSKO
    GUATEMALA CITY,GUATEMALA CITY01009
    GT     		  501(C)(3) SEMILLA NUEVA FIGHTS MALNUTRITION WITH BETTER CORN. 65,000
    SPOON
    135 SE MAIN STREET SUITE 201
    PORTALND,OR97214     		  501(C)(3) TO TRANSFORM NUTRITION AND FEEDING FOR CHILDREN WITHOUT FAMILIES AND THOSE WITH DISABILITIES 10,000
    THE MANAV FOUNDATION
    14109 SW ALESCA LANE
    SHERWOOD,OR97140     		  501(C)(3) CULTIVATE A LOCALLY ADAPTED CULTURE AND ECONOMY 16,500
    THE VERY LAST
    5550 TECH CENTER DR STE 303
    COLORADO SPRINGS,CO80919     		  501(C)(3) DEVELOP AND RESOURCE LOCAL WOMEN, MEN, AND YOUTH WHO ARE SELFLESSLY SERVING CHILDREN IN EXTREME POVERTY AND EXTREME HARDSHIP IN THEIR OWN COUNTRIES AND COMMUNITIES. 50,000
    URBAN GLEANERS
    PO BOX 6344
    PORTALND,OR97228     		  501(C)(3) URBAN GLEANERS' MISSION AND ORGANIZATIONAL PURPOSE IS TO COLLECT EDIBLE, SURPLUS FRESH FOOD BEFORE IT CAN GO TO WASTE OR ADVERSELY AFFECT CLIMATE CHANGE AND DISTRIBUTE IT TO FOOD INSECURE CHILDREN AND THEIR FAMILIES. 30,000
    WALKING MOUNTAINS SCIENCE CENTER
    PO BOX 9469
    AVON,CO81620     		  501(C)(3) TO AWAKEN A SENSE OF WONDER AND INSPIRE ENVIRONMENTAL STEWARDSHIP AND SUSTAINABILITY THROUGH NATURAL SCIENCE EDUCATION. 15,000
    WOODWELL CLIMATE RESEARCH CENTER
    149 WOODS HOLE ROAD
    FALMOUTH,MA02540     		  501(C)(3) SUSTAINING EARTH AND HUMAN SYSTEMS IN A TIME OF URGENCY. 200,000
    WORLD CENTRAL KITCHEN
    655 NEW YORK AVE NW 6TH FLOOR
    WASHINGTON,DC20001     		  501(C)(3) WCK USES THE POWER OF FOOD TO NOURISH COMMUNITIES AND STRENGTHEN ECONOMIES THROUGH TIMES OF CRISIS AND BEYOND. 20,000
    YOUR HOPE CENTER OF THE EAGLE RIVER VALLEY
    PO BOX 2127
    EAGLE,CO81631     		  501(C)(3) THROUGH A COLLABORATIVE EFFORT WITH OUR COMMUNITY PARTNERS, THE HOPE CENTER OF THE EAGLE RIVER VALLEY EXTENDS A BEACON OF HOPE TO THOSE IN EMOTIONAL CRISIS BY PROVIDING A CONTINUUM OF COMPREHENSIVE CARE. 100,000
    ZENGER FARM
    11741 SE FOSTER ROAD
    PORTALND,OR97266     		  501(C)(3) WE PROMOTE AND EDUCATE ABOUT SUSTAINABLE FOOD SYSTEMS, ENVIRONMENTAL STEWARDSHIP, AND COMMUNITY BUILDING TO IMPROVE OUR COLLECTIVE WELLBEING. WE BELIEVE THAT NOURISHMENT IS A BASIC HUMAN RIGHT. 5,000
    Total .................................bullet 3a 2,066,000
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 12
    Part XV-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 ....          
    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 5,627,610  
    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 9,867,912 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    9,867,912
    (See worksheet in line 13 instructions to verify calculations.)
    Part XV-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 XV-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 (2021)
    Form 990-PF (2021)
    Page 13
    Part XVI
    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 (2021)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description
    Schedule B
    (Form 990)
    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
    2021
    Name of the organization
    HARBOURTON FOUNDATION
     
    Employer identification number

    22-2436112
    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) (2021)
    Schedule B (Form 990) (2021) Page 2
    Name of organization
    HARBOURTON FOUNDATION
          		Employer identification number
    22-2436112
    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
    JAMES AND AMY REGAN
    141 E MEADOW DR 1000 PH-H WEST
     
    VAIL, CO81657

    		$ 4,404,622


    (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.)
    (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) (2021)
    Schedule B (Form 990) (2021)
    Page 3
    Name of organization
    HARBOURTON FOUNDATION
          		Employer identification number

    22-2436112
    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
    		 70640 SHS PALANTIR TECHNOLOGIES INC $ 2,008,295 2021-02-19
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
    1
    		 18808 SHS UPSTART HOLDINGS INC $ 2,396,327 2021-06-14
    (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
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990) (2021)
    Schedule B (Form 990) (2021)
    Page 4
    Name of organization
    HARBOURTON FOUNDATION
          		Employer identification number

    22-2436112
    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) (2021)
    Additional Data


    Software ID:  
    Software Version:  

    TY 2021 AccountingFeesSchedule
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 8,400 0   8,400

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

    TY 2021 ExpenditureResponsibilityStmt
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    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
    METANOIA PROPERTIES LTD OF SOUTH AFRICA METANOIA
          		751 SKYLINE DR
    WOODLAND PARK,CO80863     		2021-08-03 140,000 PURSUANT TO A PRI FUNDING AGREEMENT BETWEEN HARBOURTON FOUNDATION AND METANOIA DATED AUGUST 3, 2021, METANOIA IS REQUIRED TO USE THE GRANT FUNDS TO EXPAND "SUPER-KITCHEN" OPERATIONS AND FACILITIES TO FURTHER THE EXEMPT CHARITABLE PURPOSE OF OUTSIDE THE BOWL, A US-BASED 501(C)(3) ORGANIZATION, TO PROVIDE FOOD TO IMPOVERISHED COMMUNITIES. PLEASE BE AWARE, HARBOURTON FOUNDATION IS NOT YET IN RECEIPT OF METANOIA'S FIRST ANNUAL REPORT TO DETERMINE AMOUNT EXPENDED; ACCORDINGLY, THIS INFORMATION WILL BE REPORTED ON HARBOURTON FOUNDATION'S 2022 FORM 990-PF.   TO THE FDTN'S KNOWLEDGE, METANOIA HAS NOT DIVERTED ANY PORTION OF FUNDS METANOIA'S FIRST ANNUAL REPORT IS PENDING. FDNT WORKING TO ESTABLISH RECEIPT   NO INDEPENDENT VERIFICATION HAS BEEN REQUIRED.

    TY 2021 InvestmentsOtherSchedule2
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    COLLAB GROWTH-RF I, LLC FMV 1,054,919 1,054,919
    HEALTHCARE ROYALTY PARTNERS III,L.P. FMV 395,633 395,633
    OAKTREE ENHANCED INCOME FUND (CAYMAN), L.P. FMV 11,992 11,992
    ORIGAMI OPPORTUNITIES FUND III OFFSHORE, L.P. FMV 1,147,375 1,147,375
    ORIGAMI SECONDARY FUND II LP FMV 176,552 176,552
    PANTHERYX INC FMV 2,301,869 2,301,869
    TPG-AXON PARTNERS (OFFSHORE) LTD. FMV 237,844 237,844
    EIGHT POINT FOUR LTD FMV 3,986,008 3,986,008
    SHOONYA DIGITAL SERIES SEED PFD FMV 50,000 50,000
    SHOONYA DIGITAL SERIES SEED 2 PFD FMV 50,000 50,000
    SHOONYA DIGITAL SERIES SEED PFD- WTS FMV 1 1
    WEST STREET STRATEGIC SOLUTIONS OFFSHORE FEEDER FUND I FMV 604,845 604,845
    KORE OFFSHORE FUND LTD CLASS A FMV 7,457,989 7,457,989
    PANTHERYX SENIOR CONVERTIBLE PREFERRED SHARES FMV 79,841 79,841
    PERIWINKLE VENTURES FUND II (CAYMAN) LTD FMV 6,136,680 6,136,680
    137 VENTURES OPPORTUNITY FUND, LP FMV 1,600,313 1,600,313
    PANTHERYX BRIDGE LOAN FMV 136,318 136,318

    TY 2021 OtherAssetsSchedule
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    OTHER ASSETS 3,982 11,197 11,197
    FUND REDEMPTION RECEIVABLE 7,633,533 7,523,610 7,523,610
    PROMISORY NOTE & INTEREST RECEIVABLE 0 133,487 133,487


    TY 2021 OtherDecreasesSchedule
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Description Amount
    UNREALIZED INCOME (LOSS) ON INVESTMENTS 7,141,998


    TY 2021 OtherExpensesSchedule
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INSURANCE EXPENSE 758 40   718
    COMMUNICATION EXPENSE 21,142 1,057   20,085
    MEMBERSHIPS & DUES 86 4   82
    SUBSRIPTIONS 327 16   311
    OFFICE EXPENSES 5,717 286   5,431
    BANK CHARGES 40 2   38
    INVESTMENT EXPENSES FROM PASS THRU'S 73,285 3,664   69,621
    OTHER EXPENSE 563 28   535
    MANAGEMENT FEES 65 3   62
    PREMIUM EXPENSE CHARGE 59,320 2,966   56,354
    PROFESSIONAL EMPLOYER SERVICE FEE 88,448 4,422   84,026


    TY 2021 OtherIncomeSchedule2
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    ROYALTY INCOME FROM INVESTMENT PARTNERSHIPS 31,173 31,173 31,173
    PFIC INCOME- ORIGAMI III 24,366 24,366 24,366
    OTHER PORTFOLIO INCOME INVESTMENT PARTNERSHIPS 317,053 317,053 317,053
    PFIC INCOME- MILLENNIUM INTERNATIONAL LTD 2,952,243 2,952,243 2,952,243
    PFIC INCOME- EIGHT POINT FOUR LTD 639,174 639,174 639,174
    PFIC INCOME- WEST STREET STRATEGIC SOLUTIONS OFFHSORE FEEDER FIND I 14,030 14,030 14,030


    TY 2021 OtherProfessionalFeesSchedule
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    CONSULTING FEES 194,468 0   194,468


    TY 2021 TaxesSchedule
    Name:
    HARBOURTON FOUNDATION
    EIN:
    22-2436112
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    EXCISE TAX & REAL ESTATE TAX 15,173 0   0
    FOREIGN TAX PAID 1,531 0   0