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 07-01-2021 , and ending 06-30-2022
Name of foundation
THE THOMPSON CHARITABLE FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)4800 OLD KINGSTON PIKE SUITE 100
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
KNOXVILLE, TN37919
A Employer identification number

58-1754763
B Telephone number (see instructions)

(865) 588-0491
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$33,669,602J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet.............
3 Interest on savings and temporary cash investments 52 52  
4 Dividends and interest from securities... 554,330 554,330  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 2,892,362
b Gross sales price for all assets on line 6a 5,372,471
7 Capital gain net income (from Part IV, line 2)... 2,892,362
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 826,171 686,973  
12 Total. Add lines 1 through 11........ 4,272,915 4,133,717  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 76,972 15,394   61,578
14 Other employee salaries and wages...... 152,763 76,382   76,382
15 Pension plans, employee benefits....... 6,616 2,608   4,007
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 26,685 13,342   13,343
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 61,583 55,838   5,745
19 Depreciation (attach schedule) and depletion... 517 259  
20 Occupancy.............. 47,010 23,505   23,505
21 Travel, conferences, and meetings....... 13,986 6,993   6,993
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 395,723 375,212   20,511
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 781,855 569,533   212,064
25 Contributions, gifts, grants paid....... 3,102,489 3,102,489
26 Total expenses and disbursements. Add lines 24 and 25 3,884,344 569,533   3,314,553
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 388,571
b Net investment income (if negative, enter -0-) 3,564,184
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............. 68,534 38,578 38,578
2 Savings and temporary cash investments......... 62,866 432,507 432,507
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).......... 30,139,166 Click to see attachment28,704,626 33,197,655
14 Land, buildings, and equipment: basis bullet41,193
Less: accumulated depreciation (attach schedule) bullet40,331 1,379 862 862
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 30,271,945 29,176,573 33,669,602
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........ 0 0
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 30,271,945 29,176,573
29 Total net assets or fund balances (see instructions)..... 30,271,945 29,176,573
30 Total liabilities and net assets/fund balances (see instructions). 30,271,945 29,176,573
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
30,271,945
2
Enter amount from Part I, line 27a .....................
2
388,571
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
30,660,516
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
1,483,943
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
29,176,573
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 CAPITAL GAINS DIVIDENDS P    
b SHORT TERM CAPITAL GAIN - BBH WEALTH STRATEGIES P    
c LONG TERM CAPITAL GAIN - BBH WEALTH STRATEGIES P    
d PUBLICLY TRADED SECURITIES P    
e PUBLICLY TRADED SECURITIES 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 36,967     36,967
b 161,289     161,289
c 1,223,396     1,223,396
d 124,814   76,176 48,638
e 3,826,005   2,403,933 1,422,072
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       36,967
b       161,289
c       1,223,396
d       48,638
e       1,422,072
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 2,892,362
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 49,542
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 49,542
6 Credits/Payments:
a 2021 estimated tax payments and 2020 overpayment credited to 2021 6a 36,190
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 36,190
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment 8 222
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9 13,574
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)
    bulletTN
    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 addressbulletHTTPS://THOMPSONCHARITABLE.ORG
    14
    The books are in care ofbulletDEBBIE BLACK EXECUTIVE DIRECTOR Telephone no.bullet (865) 588-0491

    Located atbullet4800 OLD KINGSTON PIKE SUITE 100KNOXVILLETN ZIP+4bullet37919
    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
     
    No
    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
     
     
    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)
     
    No
    (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
     
     
    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
     
     
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    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
    MERLE D WOLFE PRESIDENT
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    DEBBIE BLACK EXECUTIVE DIRECTOR
    30.00     		76,972 2,332 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    SYLVIA M THOMPSON VICE PRESIDENT
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    GREGORY E ERICKSON DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    GINNY THOMPSON DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    JESSIE L THOMPSON SECRETARY
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    JO ANNE T MANOFSKY DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    J KYLE DERHAM DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    J MATTHEW DERHAM DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    TJ DERHAM DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    LAURA OLESKY DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    DOUGLAS MANOFSKY DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    PHILIP MANOFSKY DIRECTOR
    1.00     		0 0 0
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    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
    BROWN BROTHERS HARRIMAN INVESTMENT MANAGEMENT 157,392
    227 WEST TRADE ST STE 2100
    CHARLOTTE,NC28202
    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 NOT APPLICABLE 0
    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 NOT APPLICABLE 0
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    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
    40,672,755
    b
    Average of monthly cash balances.......................
    1b
    494,170
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    41,166,925
    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
    41,166,925
    4
    Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
    instructions) .............................
    4
    617,504
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. .......
    5
    40,549,421
    6
    Minimum investment return. Enter 5% (0.05) of line 5................
    6
    2,027,471
    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
    2,027,471
    2a
    Tax on investment income for 2021 from Part V, line 5.......
    2a
    49,542
    b
    Income tax for 2021. (This does not include the tax from Part V.) ...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    49,542
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,977,929
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    1,977,929
    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
    1,977,929
    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 1,977,929
    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...... 284,826
    b From 2017...... 325,624
    c From 2018...... 489,692
    d From 2019...... 653,677
    e From 2020...... 336,304
    f Total of lines 3a through e ........ 2,090,123
    4Qualifying distributions for 2021 from Part
    XI, line 4: bullet$ 3,314,553
    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..... 1,977,929
    e Remaining amount distributed out of corpus 1,336,624
    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 3,426,747
    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) ...     		284,826
    9 Excess distributions carryover to 2022.
    Subtract lines 7 and 8 from line 6a ......     		3,141,921
    10 Analysis of line 9:
    a Excess from 2017.... 325,624
    b Excess from 2018.... 489,692
    c Excess from 2019.... 653,677
    d Excess from 2020.... 336,304
    e Excess from 2021.... 1,336,624
    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).)
    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 e-mail address of the person to whom applications should be addressed:
    DEBBIE BLACK EXECUTIVE DIRECTOR
    4800 OLD KINGSTON PIKE SUITE 100
    KNOXVILLE,TN37919
    (865) 588-0491
    bThe form in which applications should be submitted and information and materials they should include:
    LETTER OF NOT MORE THAN TWO PAGES DESCRIBING THE PROJECT
    cAny submission deadlines:
    MARCH 1, AUGUST 15
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NO ENDOWMENTS OR FUNDS TO SUPPORT OPERATING DEFICITS GEORGRAPHIC AREAS CONSISTING OF: TENNESSEE: KNOX, ANDERSON, SCOTT, AND BLOUNT COUNTIES KENTUCKY: BELL, CLAY, LAUREL, AND LESLIE COUNTIES VIRGINIA: BUCHANAN AND TAZEWELL COUNTIES
    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
    ADVENT HEALTH MANCHESTER FOUNDATION
    210 MARIE LANGDON DRIVE
    MANCHESTER,KY40962     		    EQUIPMENT PURCHASE 10,206
    AID TO DISTRESSED FAMILIES OF APPALACHIAN COUNTIES
    P O BOX 5953
    OAK RIDGE,TN37831     		    PROGRAM SUPPORT 10,000
    ALICE LLOYD COLLEGE
    100 PURPOSE ROAD
    PIPPA PASSES,KY41844     		    SCHOLARSHIPS 50,000
    AMERICAN RED CROSS KENTUCKY REGION
    101 BULLDOG LANE SUITE 300
    HAZARD,KY41701     		    PROGRAM SUPPORT 15,000
    ANDERSON COUNTY SENIOR SERVICES
    96 MARINERS POINT
    CLINTON,TN37716     		    EQUIPMENT PURCHASE 20,000
    APPALACHIA SERVICE PROJECT
    4523 BRISTOL HIGHWWAY
    JOHNSON CITY,TN37601     		    PROGRAM SUPPORT 50,000
    APPALACHIA LITERACY INITIATIVE
    PO BOX 3283
    BRISTOL,TN37625     		    PROGRAM SUPPORT 25,000
    APPALACHIAN SUSTAINABLE DEVELOPMENT
    1096 OLE BERRY DR SUITE 100
    ABINGDON,VA24210     		    PROGRAM SUPPORT 144,513
    ASSOCIATION OF INFANT MENTAL HEALTH IN TENNESSEE
    446 METROPLEX DRIVE SUITE A224
    NASHVILLE,TN37211     		    PROGRAM SUPPORT 15,000
    BIG BROTHERS BIG SISTERS OF EAST TENNESSEE
    318 NORTH GAY STREET SUITE 100
    KNOXVILLE,TN37917     		    PROGRAM SUPPORT 5,000
    BLUEGRASS CARE NAVIGATORS
    57 DENNIS SANDLIN MD COVE
    HAZARD,KY41701     		    PROGRAM SUPPORT 10,000
    BOYS & GIRLS CLUB OF CENTRAL APPALACHIA
    P O BOX 1505
    GRUNDY,VA24614     		    PROGRAM SUPPORT 50,000
    BOYS & GIRLS CLUB OF SCOTT COUNTY
    17025 ALBERTA STREET
    ONEIDA,TN37841     		    PROGRAM SUPPORT 25,000
    BOYS & GIRLS CLUB OF THE TENNESSEE VALLEY
    967 IRWIN STREET
    KNOXVILLE,TN37917     		    PROGRAM SUPPORT 25,000
    BUCHANAN COUNTY YOUTH INC
    P O BOX 924
    VANSANT,VA24656     		    RAM CLINIC 75,000
    CANCER SUPPORT COMMUNITY
    2230 SUTHERLAND AVENUE
    KNOXVILLE,TN37919     		    PROGRAM SUPPORT 10,000
    CASA OF THE TENNESSEE HEARTLAND
    P O BOX 4426
    OAK RIDGE,TN37831     		    PROGRAM SUPPORT 15,000
    CATHOLIC CHARITIES OF EAST TENNESSEE
    805 NORTHSHORE DRIVE SW
    KNOXVILLE,TN37919     		    PROGRAM SUPPORT 25,000
    CENTER FOR CHRISTIAN ACTION
    P O BOX 608
    POCAHONTAS,VA24635     		    PROGRAM SUPPORT 7,000
    CHILDHELP CHILDREN'S ADVOCACY CENTER
    623 LINDSAY PLACE
    KNOXVILLE,TN37919     		    MEDICAL EQUIPMENT/CLOTHING 20,000
    CLINCH RIVER HABITAT FOR HUMANITY
    111 RANDOLPH ROAD
    OAK RIDGE,TN37830     		    HOME BUILDING 15,000
    COMMUNITY SCHOOL OF THE ARTS
    900 HENLEY STREET
    KNOXVILLE,TN37902     		    PROGRAM SUPPORT 10,000
    COMPASSION CONSELING
    200 E BROADWAY AVENUE
    MARYVILLE,TN37804     		    PROGRAM SUPPORT 15,000
    CORBIN SENIOR CITIZENS CENTER INC
    PO BOX 1087
    CORBIN,KY40702     		    EQUIPMENT/SALARY SUPPORT 10,000
    CLINCH RIVER INDEPENDENT LIVING SERVICES INC
    1176 BOOTH BRANCH ROAD
    GRUNDY,VA24614     		    WHEELCHAIR RAMPS 15,000
    CUMBERLAND PLATEAU PLANNING DISTRICT
    PO BOX 548
    LEBANON,VA24266     		    PROGRAM SUPPORT 80,000
    CUMBERLAND PLATEAU PLANNING DISTRICT
    PO BOX 548
    LEBANON,VA24266     		    ESEM PROGRAM SUPPORT 100,000
    EMORY VALLEY CENTER
    723 EMORY VALLEY ROAD
    OAK RIDGE,TN37830     		    SCHOLARSHIPS 10,000
    FEEDING AMERICA SOUTHWEST VIRGINIA
    1025 ELECTRIC ROAD
    SALEM,VA24153     		    PROGRAM SUPPORT 15,000
    FISH HOSPITALITY PANTRIES
    800 NORTHSHORE DRIVE
    KNOXVILLE,TN37919     		    FOOD STORAGE WAREHOUSE 75,000
    FOUNDATION FOR APPALACHIAN KENTUCKY
    420 MAIN STREET
    HAZARD,KY30962     		    PROGRAM SUPPORT 100,000
    FREE MEDICAL CLINIC OF OAK RIDGE
    116 EAST DIVISION ROAD
    OAK RIDGE,TN37830     		    VEHICLE PURCHASE 20,000
    FRIENDS OF SOUTHWEST VIRGINIA
    ONE HEARTLAND CIRCLE
    ABINGDON,VA24210     		    CLINCH RIVER VALLEY INITIATIVE 6,500
    FRIENDS OF TENNESSEE'S BABIES WITH SPECIAL NEEDS
    P O BOX 544
    ALCOA,TN37701     		    EDUCATIONAL MATERIALS 1,500
    GIRL TALK INC
    625 MARKET STREET SUITE 1301
    KNOXVILLE,TN37902     		    PROGRAM SUPPORT 10,000
    GIRLS INC OF THE TENNESSEE VALLEY
    P O BOX 7040
    OAK RIDGE,TN37831     		    PROGRAM SUPPORT 20,000
    FRIENDS OF SOUTHWEST VIRGINIA
    ONE HEARTLAND CIRCLE
    ABINGDON,VA24210     		    BREAKS INTERSTATE PARK 25,000
    HELEN ROSS MCNABB FOUNDATION
    ATTN HOUSTON SMELCER VP OF
    DEVELOPMENT
    KNOXVILLE,TN37917     		    PROGRAM SUPPORT 50,000
    HELPING MAMAS KNOXVILLE
    301 S GALLAHER VIEW ROAD SUITE 120
    KNOXVILLE,TN37919     		    PROGRAM SUPPORT 15,000
    FRONTIER NURSING UNIVERSITY
    2050 LEXINGTON ROAD
    VERSAILLES,KY37871     		    SCHOLARSHIPS 20,000
    INTERFAITH HEALTH CLINIC
    315 GILL AVENUE
    KNOXVILLE,TN37917     		    PATIENT VISITS/LAB COSTS 27,166
    HENDERSON SETTLEMENT
    PO BOX 205
    FRAKES,KY40904     		    PARK RENOVATION 20,000
    KNOXVILLE LEADERSHIP FOUNDATION
    318 NORTH GAY STREET SUITE 210
    KNOXVILLE,TN37917     		    PROGRAM SUPPORT 25,000
    LAUREL COUNTY OLDER PERSONS ACTIVITY CENTER
    426-1/2 EAST 4TH STREET
    LONDON,KY40741     		    PROGRAM SUPPORT 15,000
    HISTORIC POCAHONTAS INC
    PO BOX 398
    POCAHONTAS,VA24635     		    BUILDING STABILIZATION 48,630
    HISTORIC TENNESSEE THEATRE FOUNDATION
    604 S GAY STREET
    KNOXVILLE,TN37902     		    PROGRAM SUPPORT 10,000
    HOOF & HARNESS EXPERIENTIAL LEARNING
    470 JUDSON ROAD
    STRAWBERRY PLAINS,TN37871     		    PROGRAM SUPPORT 10,000
    HOPE RESOURCE CENTER
    2700 PAINTER AVENUE
    KNOXVILLE,TN37919     		    LAB COSTS 15,000
    KINGDOM DESIGN MINISTRIES
    PO BOX 1041
    ALCOA,TN37701     		    EQUIPMENT PURCHASE 10,000
    NEW OPPORTUNITY SCHOOL FOR WOMEN
    204 CHESTNUT STREET
    BEREA,KY40403     		    PROGRAM SUPPORT 10,000
    LESLIE COUNTY BETTERMENT INC
    PO BOX 948
    HYDEN,KY41749     		    ROOF REPLACEMENT 20,000
    LESLIE COUNTY FOOD PANTRY BACKPACK PROGRAM
    PO BOX 949
    HYDEN,KY41749     		    PROGRAM SUPPORT 30,000
    PENULTIMATE DEVELOPMENT
    104 EAST OLD ANDREW JOHNSON HIGHWAY
    JEFFERSON CITY,TN37760     		    PROGRAM SUPPORT 25,000
    LESLIE COUNTY SCHOOL SYSTEM
    PO BOX 949
    HYDEN,KY41749     		    FOOTBALL FIELD REPLACEMENT 50,000
    LESLIE COUNTY SHERIFF'S DEPARTMENT
    PO BOX 912
    HYDEN,KY41749     		    PROGRAM SUPPORT 12,000
    PANCO YOUTH CENTER
    9626 HWY 1482
    ONEIDA,KY40972     		    NEW FLOORING 9,000
    RENAISSANCE TERRACE ASSISTED LIVING CENTER
    P O BOX 3025
    KNOXVILLE,TN37927     		    PROGRAM SUPPORT 10,000
    RICHARD WILLIAMS LEADERSHIP DEVELOPMENT ACADEMY
    229 EAST WATT STREET BOX 5
    ALCOA,TN37701     		    PROGRAM SUPPORT 30,000
    NEW HOPE BLOUNT COUNTY CHILDREN'S ADVOCACY CENTER
    PO BOX 5958
    MARYVILLE,TN37802     		    PROGRAM SUPPORT 15,000
    SALVATION ARMY
    409 N BROADWAY
    KNOXVILLE,TN37917     		    PROGRAM SUPPORT 13,141
    SCOTT CHRISTIAN CARE CENTER
    P O BOX 5373
    ONEIDA,TN37841     		    FURNISHINGS/UTILITIES 20,143
    SCOTT COUNTY FAMILY JUSTICE CENTER
    641 HOWARD BAKER HIGHWAY
    HUNTSVILLE,TN37756     		    PROGRAM SUPPORT 20,000
    SCOTT COUNTY SHELTER SOCIETY INC
    P O BOX 5402
    ONEIDA,TN37841     		    PROGRAM SUPPORT 20,000
    SEEED INC
    1617 DANDRIDGE AVENUE
    KNOXVILLE,TN37915     		    PROGRAM SUPPORT 12,000
    SHORA FOUNDATION
    2425 MARTIN LUTHER KING JR AVENUE
    KNOXVILLE,TN37915     		    PROGRAM SUPPORT 20,000
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    P O BOX 2439
    LEBANON,VA24266     		    LETS TRAIN PROGRAM 100,000
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    P O BOX 2439
    LEBANON,VA24266     		    S-BEE PROGRAM 100,000
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    P O BOX 2439
    LEBANON,VA24266     		    ESEM PROGRAM 5,000
    TASK-TAKING ACTION FOR SPECIAL KIDS
    P O BOX 877
    NORTH TAZEWELL,VA24630     		    PROGRAM SUPPORT 5,000
    PELLISSIPPI STATE FOUNDATION
    PO BOX 22990
    KNOXVILLE,TN37933     		    EQUIPMENT PURCHASE 50,000
    PEOPLE INC
    1173 W MAIN STREET
    ABINGDON,VA24210     		    FLOOD RELIEF 25,000
    PROVISION CARES FOUNDATION
    2095 LAKESIDE CENTRE WAY
    KNOXVILLE,TN37922     		    PROGRAM SUPPORT 15,000
    SECOND HARVEST FOOD BANK OF EAST TENNESSEE
    136 HARVEST LANE
    MARYVILLE,TN37801     		    EQUIPMENT PURCHASE 16,692
    TOWN OF RICHLANDS
    200 WASHINGTON SQUARE
    RICHLANDS,VA24641     		    PROGRAM SUPPORT 17,500
    UNIVERSITY OF PIKEVILLE
    147 SYCAMORE STREET
    PIKEVILLE,KY41501     		    SCHOLARSHIPS 25,000
    SMOKY MOUNTAIN SERVICE DOGS
    110 TOOWEKE CIRCLE
    LOUDON,TN37774     		    SERVICE DOG 22,840
    UNIVERSITY OF VIRGINIA'S COLLEGE AT WISE FOUNDATION
    1 COLLEGE AVENUE
    WISE,VA24293     		    SCHOLARSHIPS 50,000
    VIRGINIA COMMUNITY CAPITAL
    7814 CAROUSEL LANE SUITE 100
    RICHMOND,VA23294     		    PROGRAM SUPPORT 83,333
    VOLUNTEER MINISTRY CENTER
    P O BOX 27406
    KNOXVILLE,TN37927     		    SHOWER UNITS 4,970
    SOUTHWEST VIRGINIA COMMUNITY COLLEGE
    PO BOX 1101
    RICHLANDS,VA24641     		    PROGRAM SUPPORT 100,000
    SPARK
    116 CHILDRESS STREET SW
    KNOXVILLE,TN37920     		    EQUIPMENT PURCHASE 6,200
    WILLIAM KING MUSEUM OF ART
    415 ACADEMY DRIVE
    ABINGDON,VA24210     		    PROGRAM SUPPORT 5,000
    YMCA OF BUCHANAN COUNTY
    P O BOX 1405
    GRUNDY,VA24614     		    POOL REPAIR/EQUIPMENT 30,000
    STINNETT AREA COMMUNITY CENTER
    PO BOX 198
    STINNETT,KY40868     		    PROGRAM SUPPORT 30,000
    STINNETT ELEMENTARY SCHOOL
    12975 HWY 421
    HOSKINSTON,KY40844     		    PROGRAM SUPPORT 5,400
    STINNETT ELEMENTARY SCHOOL
    12975 HWY 421
    HOSKINSTON,KY40844     		    ATHLETIC UNIFORMS/PA SYSTEM 5,500
    SUNRISE CHILDREN'S SERVICES
    1080 SHAKERTOWN ROAD
    DANVILLE,KY40422     		    BUILDING RENOVATION 20,000
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    P O BOX 2439
    LEBANON,VA24266     		    PROJECT RECONNECT 100,000
    TAZEWELL TODAY
    PO BOX 297
    TAZEWELL,TN24651     		    PROGRAM SUPPORT 2,500
    THEATRE GUILD OF BUCHANAN COUNTY
    8936 DISMAL ROAD
    OAKWOOD,VA24631     		    PROGRAM SUPPORT 25,000
    THOMPSON SCHOLARS FOUNDATION
    PO BOX 347
    MANCHESTER,KY40962     		    VEHICLE PURCHASE 20,000
    THOUSANDSTICKS VOLUNTEER FIRE & RESCUE INC
    PO BOX 1624
    HYDEN,KY41749     		    PROGRAM SUPPORT 15,000
    TOWN OF TAZEWELL
    211 CENTRAL AVENUE
    TAZEWELL,VA24651     		    PROGRAM SUPPORT 100,000
    TRI-COUNTY HEALTH CLINIC
    PO BOX 202
    RICHLANDS,VA24641     		    NEW RETAINING WALL/EQUIPMENT PURCHASE/PROGRAM SUPPORT 25,000
    UNITED WAY OF SOUTHWEST VIRGINIA
    1096 OLE BERRY DR SUITE 100
    ABINGDON,VA24212     		    FLOOD RELIEF 122,500
    UNITED WAY OF SOUTHWEST VIRGINIA
    1096 OLE BERRY DR SUITE 100
    ABINGDON,VA24212     		    FLOOD RELIEF 100,000
    UNITED WAY OF SOUTHWEST VIRGINIA
    1096 OLE BERRY DR SUITE 100
    ABINGDON,VA24212     		    CHILDCARE PROGRAM 143,255
    KNOXVILLE FAMILY JUSTICE CENTER
    400 HARRIET TUBMAN STREET
    KNOXVILLE,TN37915     		    PROGRAM SUPPORT 10,000
    Total .................................bullet 3a 3,102,489
    bApproved for future payment
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    PO BOX 2439
    LEBANON,VA24266     		    LETS TRAIN PROGRAM 100,000
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    PO BOX 2439
    LEBANON,VA24266     		    S-BEE PROGRAM 100,000
    SOUTHWEST VA WORKFORCE DEVELOPMENT BOARD
    PO BOX 2439
    LEBANON,VA24266     		    PROJECT RECONNECT 77,500
    TOWN OF TAZEWELL
    211 CENTRAL AVENUE
    TAZEWELL,VA24651     		    PROGRAM SUPPORT 100,000
    UNITED WAY OF SOUTHWEST VIRGINIA
    1096 OLE BERRY DR SUITE 100
    ABINGDON,VA24212     		    FLOOD RELIEF 100,000
    UNITED WAY OF SOUTHWEST VIRGINIA
    1096 OLE BERRY DR SUITE 100
    ABINGDON,VA24212     		    CHILDCARE PROGRAM 138,188
    VIRGINIA COMMUNITY CAPITAL
    7814 CAROUSEL LANE SUITE 100
    RICHMOND,VA23294     		    PROGRAM SUPPORT 83,333
    Total .................................bullet 3b 699,021
    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 ...........     		    14 52  
    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 ............     		    14 2,892,362  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aCLAT ANNUITY PROCEEDS     		    14 139,198  
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e) .. 0 4,272,915 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    4,272,915
    (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

    TY 2021 AccountingFeesSchedule
    Name:
    THE THOMPSON CHARITABLE FOUNDATION
    EIN:
    58-1754763
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 8,685 4,342   4,343
    AUDIT ACCOUNTING FEES 18,000 9,000   9,000

    TY 2021 InvestmentsOtherSchedule2
    Name:
    THE THOMPSON CHARITABLE FOUNDATION
    EIN:
    58-1754763
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    CORPORATE STOCKS AT COST 18,772,532 23,228,702
    CORPORATE BONDS AT COST 9,232,738 9,231,687
    REAL ESTATE INCOME FUND AT COST 699,356 737,266

    TY 2021 OtherDecreasesSchedule
    Name:
    THE THOMPSON CHARITABLE FOUNDATION
    EIN:
    58-1754763
    Description Amount
    ACCRUAL TO CASH ADJUSTMENT 37,137
    FLOW THROUGH INCOME INCLUDED ON TAX RETURN BUT NOT ON BOOKS 1,446,806


    TY 2021 OtherExpensesSchedule
    Name:
    THE THOMPSON CHARITABLE FOUNDATION
    EIN:
    58-1754763
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INSURANCE 1,862 931   931
    INVESTMENT EXPENSE 157,392 157,392   0
    MANAGEMENT FEE 6,722 1,345   5,377
    OFFICE EXPENSES 19,493 9,746   9,747
    TELEPHONE 7,460 3,730   3,730
    MISCELLANEOUS EXPENSES 618 309   309
    OTHER PORTFOLIO DEDUCTIONS 201,343 201,343   0
    PAYROLL PROCESSING FEES 833 416   417


    TY 2021 OtherIncomeSchedule2
    Name:
    THE THOMPSON CHARITABLE FOUNDATION
    EIN:
    58-1754763
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    SECURITY COST BASIS ADJUSTMENT 678,583 678,583 678,583
    OTHER INCOME - BBH WEALTH STRATEGIES 8,351 8,351 8,351
    SECURITY LITIGATION 39 39 39
    CLAT ANNUITY PROCEEDS 139,198   139,198


    TY 2021 TaxesSchedule
    Name:
    THE THOMPSON CHARITABLE FOUNDATION
    EIN:
    58-1754763
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OTHER TAXES & LICENSES 11,489 5,744   5,745
    FOREIGN TAXES 18,900 18,900   0
    INVESTMENT INCOME TAX 31,194 31,194   0