TY 2021 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. 1545-0047

2021

Open to Public Inspection

For calendar year 2021, or tax year beginning 01-01-2021 , and ending 12-31-2021

Name of foundation
PADDOCK FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)155 LAKE STREET EAST 2000
Room/suite

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

A Employer identification number

46-1610503

B Telephone number (see instructions)

(952) 746-4565

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

$17,765,515J 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)	57,579
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	192,599		192,599
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		1,969,592
b	Gross sales price for all assets on line 6a 5,265,012
7	Capital gain net income (from Part IV, line 2)...			1,969,592
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).......		694	694
12	Total. Add lines 1 through 11........	2,220,464		2,162,885
13	Compensation of officers, directors, trustees, etc.	0		0	0
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		6,576	6,576	0
c	Other professional fees (attach schedule)....		60,555	60,555	0
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		46,112	16,112	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		13,176	13,176	0
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	126,419		96,419	0
25	Contributions, gifts, grants paid.......	730,000			730,000
26	Total expenses and disbursements. Add lines 24 and 25	856,419		96,419	730,000
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	1,364,045
b	Net investment income (if negative, enter -0-)			2,066,466
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	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.............	17,001	10,408	10,408
	2	Savings and temporary cash investments.........	942,721	1,514,226	1,514,226
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule).......	4,544,889	5,205,885	9,149,276
	c	Investments—corporate bonds (attach schedule).......	2,238,866	780,749	796,657
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	3,382,351	4,980,399	6,293,034
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )	3,708	1,914	1,914
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	11,129,536	12,493,581	17,765,515
	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........	11,129,536	12,493,581
	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).....	11,129,536	12,493,581
	30	Total liabilities and net assets/fund balances (see instructions).	11,129,536	12,493,581

Part III

Analysis of Changes in Net Assets or Fund Balances

Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............

11,129,536

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

1,364,045

Other increases not included in line 2 (itemize) bullet

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

12,493,581

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 .

12,493,581

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
1 a	PUBLICLY TRADED SECURITIES	P
b	SHS POLARIS CAPITAL INTERNATIONAL	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	5,218,503	3,310,998	1,907,505
b			15,578
c	46,509		46,509
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			1,907,505
b			15,578
c			46,509
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	1,969,592
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

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 and enter “N/A" on line 1.
	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	28,724
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	28,724
6	Credits/Payments:

a	2021 estimated tax payments and 2020 overpayment credited to 2021	6a	19,683
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	40,000
d	Backup withholding erroneously withheld ...........	6d	0

7	Total credits and payments. Add lines 6a through 6d..............		7	59,683
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	133
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	30,826
11	Enter the amount of line 10 to be: Credited to 2022 estimated tax30,826	Refunded	11	0

Part VI-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?................

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

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 2021 or the taxable year beginning in 2021? See the instructions for Part XIII.

If "Yes," complete Part XIII .............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

Form 990-PF (2021)

Page 5

Part VI-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

BRUCE G PADDOCK Telephone no. bullet

(952) 746-4565

Located at bullet

155 LAKE STREET EAST SUITE 2000WAYZATAMN ZIP+4 bullet

55391

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here ......... bullet

and enter the amount of tax-exempt interest received or accrued during the year ........ bullet

16 At any time during calendar year 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

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)

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person? ..............................

1a(2)

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........

1a(3)

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............

1a(4)

(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)

(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)

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 2021? .............

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 2021, did the foundation have any undistributed income (lines 6d

and 6e, Part XII) for tax year(s) beginning before 2021?....................

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? ..............................

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

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 2021? ..

Form 990-PF (2021)

Page 6

Part VI-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))? ..........

5a(1)

(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)

(3) Provide a grant to an individual for travel, study, or other similar purposes? .............

5a(3)

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 4945(d)(4)(A)? See instructions ........................

5a(4)

(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)

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? .................

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? .............................

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?

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? .........................

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
BRUCE G PADDOCK	PRESIDENT 1.00	0	0	0
155 LAKE STREET EAST SUITE 2000 WAYZATA,MN55391	PRESIDENT 1.00	0	0	0
RYAN B PADDOCK	TREASURER/SECRETARY 1.00	0	0	0
155 LAKE STREET EAST SUITE 2000 WAYZATA,MN55391	TREASURER/SECRETARY 1.00	0	0	0
DARALYN C MARAS	DIRECTOR 1.00	0	0	0
155 LAKE STREET EAST SUITE 2000 WAYZATA,MN55391	DIRECTOR 1.00	0	0	0

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


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
NONE









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

Form 990-PF (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............. bullet

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


2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... bullet

Form 990-PF (2021)

Page 8

Part IX

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

14,865,142

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

1,118,346

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

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

15,983,488

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

15,983,488

Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see

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

239,752

Net value of noncharitable-use assets. Subtract line 4 from line 3. .......

15,743,736

Minimum investment return. Enter 5% (0.05) of line 5................

787,187

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.)

Minimum investment return from Part IX, line 6..................

787,187

Tax on investment income for 2021 from Part V, line 5.......

28,724

Income tax for 2021. (This does not include the tax from Part V.) ...

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

28,724

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

758,463

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

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

758,463

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

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

758,463

Part XI

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 ..........

Program-related investments—total from Part VIII-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 XII, line 4.

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					758,463
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......
e From 2020......	59,495
f Total of lines 3a through e ........		59,495
4Qualifying distributions for 2021 from Part
XI, line 4: $ 730,000
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.....					730,000
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2021.		28,463			28,463
(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		31,032
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 ......		31,032
10 Analysis of line 9:
a Excess from 2017....
b Excess from 2018....
c Excess from 2019....
d Excess from 2020....	31,032
e Excess from 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 4942(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) 2021	(b) 2020	(c) 2019	(d) 2018	(e) Total

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).)

BRUCE G PADDOCK

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 e-mail address of the person to whom applications should be addressed:

BRUCE PADDOCK
155 LAKE STREET EAST SUITE 2000
WAYZATA,MN55391
(952) 746-4565

bThe form in which applications should be submitted and information and materials they should include:

VERBAL

cAny submission deadlines:

NONE

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

NONE

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)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
ACES 1115 EAST HENNEPIN AVENUE MINNEAPOLIS,MN55414	NONE	501 (C)3	GENERAL FUND	10,000
ALS MINNESOTA 1919 UNIVERSITY AVENUE W SUITE 175 ST PAUL,MN55104	NONE	501 (C)3	GENERAL FUND	20,000
BRECK SCHOOL 123 OTTAWA AVENUE N GOLDEN VALLEY,MN55422	NONE	501 (C)3	GENERAL FUND	25,000
FEED MY STARVING CHILDREN 401 93RD AVENUE NW COON RAPIDS,MN55433	NONE	501 (C)3	GENERAL FUND	20,000
JOE DIMAGGIO CHILDREN'S HOSPITAL FOUNDATION 3329 JOHNSON STREET HOLLYWOOD,FL33021	NONE	501 (C)3	GENERAL FUND	15,000
LEONARDO'S BASEMENT 150 WEST 60TH STREET MINNEAPOLIS,MN55419	NONE	501 (C)3	GENERAL FUND	6,000
MAKE A WISH MINNESOTA 615 FIRST AVENUE NORTHEAST SUITE 415 MINNEAPOLIS,MN55413	NONE	501 (C)3	GENERAL FUND	30,000
MAYO CLINIC CANCER RESEARCH 200 FIRST STREET SOUTHWEST ROCHESTER,MN55905	NONE	501 (C)3	GENERAL FUND	40,000
MAYO CLINIC CENTER FOR INDIVIDUALIZED MEDICINE 200 FIRST STREET SOUTHWEST ROCHESTER,MN55905	NONE	501 (C)3	GENERAL FUND	40,000
MAYO CLINIC CENTER FOR REGENERATIVE MEDICINE 200 FIRST STREET SOUTHWEST ROCHESTER,MN55905	NONE	501 (C)3	GENERAL FUND	40,000
MS SOCIETY MINNESOTA 200 SOUTH 12TH AVENUE MINNEAPOLIS,MN55415	NONE	501 (C)3	GENERAL FUND	40,000
NORTH MEMORIAL FOUNDATION 3300 OAKDALE AVENUE NORTH ROBBINSDALE,MN55422	NONE	501 (C)3	GENERAL FUND	50,000
NSU ART MUSEUM ONE EAST LAS OLAS BOULEVARD FORT LAUDERDALE,FL33301	NONE	501 (C)3	GENERAL FUND	10,000
PRISM 1220 ZANE AVENUE NORTH GOLDEN VALLEY,MN55422	NONE	501 (C)3	GENERAL FUND	40,000
SCHUBERT CLUB 75 W 5TH STREET 302 ST PAUL,MN55102	NONE	501 (C)3	GENERAL FUND	10,000
SHRINERS HOSPITALS FOR CHILDREN MINNESOTA 2025 EAST RIVER PARKWAY MINNEAPOLIS,MN55414	NONE	501 (C)3	GENERAL FUND	20,000
SHRINERS HOSPITALS FOR CHILDREN TAMPA 12502 USF PINE DRIVE TAMPA,FL33612	NONE	501 (C)3	GENERAL FUND	20,000
ST JUDE CHILDREN'S HOSPITAL 501 ST JUDE PLACE MEMPHIS,TN38105	NONE	501 (C)3	GENERAL FUND	30,000
UNIVERSITY OF MN PHARMACY 200 OAK STREET SE SUITE 500 MINNEAPOLIS,MN55455	NONE	501 (C)3	GENERAL FUND	54,000
WITHALL 5354 PARKDALE DRIVE ST LOUIS PARK,MN55416	NONE	501 (C)3	GENERAL FUND	80,000
YMCA OF SOUTH FLORIDA 900 SE 3 AVENUE SUITE 300 FORT LAUDERDALE,FL33316	NONE	501 (C)3	GENERAL FUND	30,000
YMCA OF THE GREATER TWIN CITIES 651 NICOLLET MALL SUITE 500 MINNEAPOLIS,MN55402	NONE	501 (C)3	GENERAL FUND	100,000
Total ................................. 3a				730,000

bApproved for future payment

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

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	(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 ....
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	1,969,592
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		2,162,885	0

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

2,162,885

(See worksheet in line 13 instructions to verify calculations.)

Part XV-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 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)

Page 13

Part XVI

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 (2021)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

Schedule B
(Form 990)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2021

Name of the organization

PADDOCK FOUNDATION

Employer identification number

46-1610503

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

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

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Don't complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... 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 PADDOCK FOUNDATION			Employer identification number 46-1610503

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	EAGLE VENTURE CAPITAL LLC 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 25,965		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
2	EAGLE VENTURE CAPITAL LLC 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 2,660		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
3	EAGLE VENTURE CAPITAL LLC 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 2,019		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
4	EAGLE VENTURE CAPITAL LLC 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 3,928		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
5	EAGLE VENTURE CAPITAL LLC 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 4,992		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
6	DARALYN C MARAS 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 4,777		Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990) (2021)

Name of organization PADDOCK FOUNDATION			Employer identification number 46-1610503
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
7	DARALYN C MARAS 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 4,219		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
8	RYAN PADDOCK 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 4,777		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
9	RYAN PADDOCK 155 LAKE STREET EAST SUITE 2000 WAYZATA, MN55391	$ 4,242		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
		$		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
		$		Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions		(d) Type of contribution
		$		Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990) (2021)

Schedule B (Form 990) (2021)

Page 3

Name of organization PADDOCK FOUNDATION		Employer identification number 46-1610503

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
1	1,012 SHARES OF ADOBE STOCK	$ 686,708	2021-11-29
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
2	129 SHARES OF ALIGN STOCK	$ 70,578	2021-11-29
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
3	166 SHARES OF TOP BUILD CORP STOCK	$ 50,641	2021-11-29
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
4	164 SHARES OF POOL CORP STOCK	$ 92,294	2021-11-29
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
5	258 SHARES OF WEST PHARM SERVICES STOCK	$ 114,984	2021-11-29
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
6	3107 SHARES OF MATADOR RESOURCES STOCK	$ 116,808	2021-12-06
Schedule B (Form 990) (2021)

Name of organization PADDOCK FOUNDATION		Employer identification number 46-1610503
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
7	182 SHARES OF ADOBE STOCK	$ 112,078	2021-12-06
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
8	3107 SHARES OF MATADOR RESOURCES STOCK	$ 116,808	2021-12-06
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
9	183 SHARES OF ADOBE STOCK	$ 112,694	2021-12-06
(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 PADDOCK FOUNDATION			Employer identification number 46-1610503
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.) $ Use duplicate copies of Part III if additional space is needed.

(a)
No. from Part I

(b) Purpose 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

(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

(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

(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:

- TIN:

TY 2021 AccountingFeesSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	6,576	6,576		0

- TIN:

TY 2021 InvestmentsCorpBondsSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Name of Bond	End of Year Book Value	End of Year Fair Market Value
BLACKROCK TOTAL RETURN FUND	780,749	796,657

- TIN:

TY 2021 InvestmentsCorpStockSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ADOBE SYSTEMS INC	16,621	121,918
ALPHABET, INC.	74,477	309,614
AMAZON.COM INC	34,312	240,072
ARES MANAGEMENT CORPORATION	67,667	209,189
AVERY DENNISON CORP	61,734	124,311
BERKSHIRE HATHAWAY INC	40,847	89,102
BIO-TECHNE CORP	15,116	93,639
CATALENT INC	57,127	114,971
CHARLES RIV LABORATORIES INTL INC	73,327	148,828
CHEVRON CORPORATION	100,821	110,192
DANAHER CORP	20,990	122,063
DARDEN RESTAURANTS INC	76,539	84,057
DOVER CORP	91,024	112,047
EASTMAN CHEM CO	72,570	72,909
FIRST REPUBLIC BANK	43,076	115,026
TORCHMARK CORPORATION	121,672	134,863
HOME DEPOT INC	69,841	114,543
JP MORGAN CHASE & CO	68,257	146,790
KEYSIGHT TECHNOLOGIES, INC.	80,950	167,273
ESTEE LAUDER COMPANIES CLASS A	24,515	126,979
MARSH & MCLENNAN COS INC	106,221	120,631
MARVELL TECHNOLOGY, INC.	47,053	261,245
MCKESSON CORPORATION	89,345	110,365
METTLER-TOLEDO INTL INC	17,115	127,291
MICROSOFT CORPORATION	105,505	358,517
MONDELEZ INTERNATIONAL	85,404	104,040
MONOLITHIC POWER SYSTEMS INC	55,422	149,479
O'REILLY AUTOMOTIVE INC	53,283	112,291
QUANTA SVCS INC	60,948	207,879
RAYTHEON TECHNOLOGIES CORP	124,152	136,147
ROPER INDUSTRIES INC	28,327	101,815
S & P GLOBAL INC.	34,231	91,082
SERVICENOW, INC.	53,466	130,471
T J X COMPANIES INC	113,965	191,318
THERMO FISHER SCIENTIFIC INC.	28,657	108,093
UNITEDHEALTH GROUP INC	43,551	169,221
VAIL RESORTS INC	82,332	90,173
VISA INC	84,006	195,256
WESTERN ALLIANCE BANCORP	85,498	126,381
WORKDAY, INC.	74,409	72,666
ZEBRA TECHNOLOGIES CORP	65,957	198,797
ZOETIS INC	25,571	122,259
CAPRI HOLDINGS LIMITED	97,373	145,204
THE AZEK CO INC	96,271	103,624
CABLE ONE, INC.	94,255	109,334
CHART INDUSTRIES INC	55,158	75,120
HAIN CELESTIAL GROUP INC	101,168	119,777
HEALTH CATALYST INC	78,446	66,403
OMNICELL INC	72,208	96,355
PAPA JOHNS INTL INC	78,084	102,371
REINSURANCE GROUP OF AMERICA	122,020	144,089
ADVANCED DRAINAGE SYSTEMS, INC.	58,726	101,008
A S M L HOLDING N.V.	72,753	136,140
NXP SEMICONDUCTORS N V	56,942	104,551
FRANCO NEVADA CORP	41,698	74,677
SUNCOR ENERGY INC	87,193	88,531
WILLIAM BLAIR EMERGING MARKETS	507,035	538,660
AMPHENOL CORP NEW	29,458	39,969
CHURCH & DWIGHT INC	24,138	28,598
COSTCO WHSL CORP	18,995	29,520
ENTEGRIS INC	21,661	25,914
EVOLUTION GAMING GROUP	28,435	21,015
FIRST REPUBLIC BANK	25,489	38,824
FLOOR & DECOR HOLDINGS INC	23,204	26,782
HEICO CORP	19,290	21,077
LAM RESH CORP	33,742	37,396
LULULEMON ATHLETICA INC	18,780	19,573
MSCI INC	20,902	29,409
METTLER-TOLEDO INTL INC	24,981	37,339
NIKE INC	30,535	35,334
OLD DOMINION FGHT LINE	30,592	45,514
SERVICENOW, INC.	32,115	36,350
SHERWIN WILLIAMS CO	37,654	53,880
SHOPIFY INC	43,057	49,586
STRYKER CORP	48,284	54,286
TAIWAN SEMICONDUCTOR MFG CO LTD	31,399	36,093
THERMO FISHER SCIENTIFIC INC.	34,298	49,376
VISA INC	30,517	31,640
WEST PHARMACEUTICAL SERVICES INC	27,493	46,901
FAIR, ISAAC INC	21,130	17,780
GRACO INC	26,867	30,071
REPLIGEN CORP	24,941	22,776
N U HOLDINGS LTD	5,850	6,097
ALCON, INC.	14,298	19,428
FERRARI NV	20,683	23,811
AIA GROUP LTD.	21,001	18,227
ADYEN N.V.	24,801	27,583
ATLAS COPCO	23,903	31,952
C S L LIMITED	16,377	15,976
LVMH MOET HENNESSY LOUIS VUITTON SA	31,066	42,368
PERNOD-RICARD	23,180	29,330
WUXI BIOLOGICS	21,538	19,854

- TIN:

TY 2021 InvestmentsOtherSchedule2

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
BNY MELLON INTERNATIONAL STOCK FUND	AT COST	1,406,751	2,247,164
VANGUARD BALANCED INDEX FUND	AT COST	1,026,671	1,254,246
JP MORGAN HEDGED INCOME 3 FUND	AT COST	1,203,033	1,243,977
POLARIS CAPITAL INTL VALUE LP	AT COST	1,343,944	1,547,647

- TIN:

TY 2021 OtherAssetsSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
DIVIDEND RECEIVABLE	3,708	1,914	1,914

- TIN:

TY 2021 OtherExpensesSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
OTHER PORTFOLIO EXPENSE	13,151	13,151		0
MN FILING FEE	25	25		0

- TIN:

TY 2021 OtherIncomeSchedule2

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
OTHER PORTFOLIO INCOME	694	694	694

- TIN:

TY 2021 OtherProfessionalFeesSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
BNY MELLON - INVESTMENT MANAGEMENT	60,555	60,555		0

- TIN:

TY 2021 TaxesSchedule

Name:

PADDOCK FOUNDATION

EIN:

46-1610503

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FOREIGN TAXES	16,112	16,112		0
FEDERAL TAXES	30,000	0		0