Form990-PF
Click to see attachment
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Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0047
2021
Open to Public Inspection
For calendar year 2021, or tax year beginning 01-01-2021 , and ending 12-31-2021
Name of foundation
The Barry S Sternlicht Foundation
 
% Foundation Source
Number and street (or P.O. box number if mail is not delivered to street address)Foundation Source 501 Silverside Rd
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Wilmington, DE198091377
A Employer identification number

26-0039094
B Telephone number (see instructions)

(800) 839-1754
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$124,799,082J 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) 427,843
2 Check bullet.............
3 Interest on savings and temporary cash investments 446 446  
4 Dividends and interest from securities... 684,225 684,225  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 272,030
b Gross sales price for all assets on line 6a 927,824
7 Capital gain net income (from Part IV, line 2)... 272,066
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 2,295,496 2,190,538  
12 Total. Add lines 1 through 11........ 3,680,040 3,147,275  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0      
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 5,500      
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 137,778 35,315   96,525
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 143,278 35,315   96,525
25 Contributions, gifts, grants paid....... 4,097,318 4,097,318
26 Total expenses and disbursements. Add lines 24 and 25 4,240,596 35,315   4,193,843
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -560,556
b Net investment income (if negative, enter -0-) 3,111,960
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.............      
2 Savings and temporary cash investments......... 10,574,302 881,254 881,254
3 Accounts receivable bullet677,459
Less: allowance for doubtful accounts bullet     677,459 677,459
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)....... 34,457,701 Click to see attachment41,255,598 86,489,966
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).......... 14,790,586 Click to see attachment15,971,537 36,750,403
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 59,822,589 58,785,848 124,799,082
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........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds 59,822,589 58,785,848
29 Total net assets or fund balances (see instructions)..... 59,822,589 58,785,848
30 Total liabilities and net assets/fund balances (see instructions). 59,822,589 58,785,848
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
59,822,589
2
Enter amount from Part I, line 27a .....................
2
-560,556
3
Other increases not included in line 2 (itemize) bullet
3
 
4
Add lines 1, 2, and 3 ..........................
4
59,262,033
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
476,185
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
58,785,848
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 Passthrough K1 Capital Gain/(Loss)      
b ALPHAKEYS MILLENIUM OFFSHORE FUND SER 1 P 2018-10-18 2021-02-04
c ALPHAKEYS MILLENIUM OFFSHORE FUND SER 1 P 2018-10-18 2021-02-04
d EXCSS BASIS DISTRIB-RESRVOIR CAP OVERSEA PTN LP P    
e EXCSS BASIS DISTRIB-STARWOOD DISTR INTL P    
EXCESS BASIS DISTRIB-STARWOOD DISTR US P    
YORK INVESTMENT LIMITED P   2021-11-01
ALPHAKEYS MILLENIUM OFFSHORE FUND SER 1 P   2021-12-31
ALPHAKEYS MILLENIUM OFFSHORE FUND SER 1 P   2021-12-31
(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       -118,889
b 1,303   1,064 239
c 107,626   87,961 19,665
d 40,729     40,729
e 58,390     58,390
42,317     42,317
70,011     70,011
605,546   446,443 159,103
1,902   1,401 501
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        
b       239
c       19,665
d       40,729
e       58,390
      42,317
      70,011
      159,103
      501
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 2 272,066
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  
3 Add lines 1 and 2........................... 3 43,256
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 43,256
6 Credits/Payments:
a 2021 estimated tax payments and 2020 overpayment credited to 2021 6a 13,154
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 62,500
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 75,654
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment 8 6
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 32,392
11 Enter the amount of line 10 to be: Credited to 2022 estimated taxBullet32,392 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? Click to see attachment....................
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$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
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 changesClick to see attachment....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?.........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
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.Click to see attachment
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)
    bulletDE
    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 addressbullet  
    14
    The books are in care ofbulletFoundation Source Telephone no.bullet (800) 839-1754

    Located atbullet501 Silverside Road Suite 123WilmingtonDE ZIP+4bullet198091377
    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
    David A Stein Dir
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    Barry Sternlicht Pres, Dir, Sec
    1.0     		0 0 0
    Foundation Source 501 Silverside Rd
    Wilmington,DE198091377
    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
     
    Total number of other employees paid over $50,000...................bullet  
    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
    Foundation Source Administrative 96,500
    55 Walls Drive 3rd Fl
    Fairfield,CT06824
    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)
    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
    75,759,317
    b
    Average of monthly cash balances.......................
    1b
    6,210,918
    c
    Fair market value of all other assets (see instructions)................
    1c
    33,426,495
    d
    Total (add lines 1a, b, and c).........................
    1d
    115,396,730
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    115,396,730
    4
    Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
    instructions) .............................
    4
    1,730,951
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. .......
    5
    113,665,779
    6
    Minimum investment return. Enter 5% (0.05) of line 5................
    6
    5,683,289
    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
    5,683,289
    2a
    Tax on investment income for 2021 from Part V, line 5.......
    2a
    43,256
    b
    Income tax for 2021. (This does not include the tax from Part V.) ...
    2b
    3,584
    c
    Add lines 2a and 2b............................
    2c
    46,840
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    5,636,449
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    5,636,449
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
    7
    5,636,449
    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 5,636,449
    2 Undistributed income, if any, as of the end of 2021:
    a Enter amount for 2020 only....... 4,108,244
    b Total for prior years:2019, 2018, 2017  
    3 Excess distributions carryover, if any, to 2021:
    a From 2016......  
    b From 2017......  
    c From 2018......  
    d From 2019......  
    e From 2020......  
    f Total of lines 3a through e ........  
    4Qualifying distributions for 2021 from Part
    XI, line 4: bullet$ 4,193,843
    a Applied to 2020, but not more than line 2a 4,108,244
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		 
    d Applied to 2021 distributable amount..... 85,599
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2021.    
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		 
    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......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2019. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2021. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2022 ..........     		5,550,850
    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) .......     		 
    8 Excess distributions carryover from 2016 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9 Excess distributions carryover to 2022.
    Subtract lines 7 and 8 from line 6a ......     		0
    10 Analysis of line 9:
    a Excess from 2017....  
    b Excess from 2018....  
    c Excess from 2019....  
    d Excess from 2020....  
    e Excess from 2021.... 0
    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).)
    Barry Sternlicht
    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.
    NONE
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or email address of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 11
    Part XIV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    ACHIEVE MIAMI INC
    220 MIRACLE MILE
    CORAL GABLES,FL33134     		N/A PC General & Unrestricted 10,000
    AMERICAN JEWISH COMMITTEE
    165 E 56TH ST
    NEW YORK,NY10022     		N/A PC To support AJC's Pro-Israel Digital Media Campaign 50,000
    ANTI-DEFAMATION LEAGUE
    605 3RD AVE
    NEW YORK,NY10158     		N/A PC General & Unrestricted 50,000
    ANTI-RECIDIVISM COALITION
    1320 E 7TH ST STE 260
    LOS ANGELES,CA90021     		N/A PC To support El Juanita Ranch, a therapeutic community - building homes on the ranch for ARC's members. 50,000
    BARTLETT ARBORETUM ASSOCIATION INC
    151 BROOKDALE RD
    STAMFORD,CT06903     		N/A PC Charitable Event 5,000
    BIRTHRIGHT ISRAEL FOUNDATION
    711 3RD AVE 10TH FL
    NEW YORK,NY10017     		N/A PC General & Unrestricted 50,000
    BOYS CLUB OF NEW YORK INC
    287 E 10TH ST
    NEW YORK,NY10009     		N/A PC General & Unrestricted 10,000
    BREAST CANCER RESEARCH FOUNDATION INC
    28 W 44TH ST STE 609
    NEW YORK,NY10036     		N/A PC Charitable Event 10,000
    CHABAD OF COLLEGE HILL INC
    12 OLIVE ST
    PROVIDENCE,RI02906     		N/A PC For CHABAD's Campaign Fund to purchase and renovate building 5,000
    CHALLENGED ATHLETES INC
    9591 WAPLES ST
    SAN DIEGO,CA92121     		N/A PC General & Unrestricted 10,000
    CHANGE ORG CHARITABLE FOUNDATION INC
    548 MARKET ST BOX 29993
    SAN FRANCISCO,CA94104     		N/A PC General & Unrestricted (see general explanation attachment) 23,818
    CHILDRENS HOSPITAL LOS ANGELES
    4650 W SUNSET BLVD MS29
    LOS ANGELES,CA90027     		N/A PC Charitable Event 1,000
    CITY HARVEST INC
    6 E 32ND ST 5TH FL
    NEW YORK,NY10016     		N/A PC To support, CITY HARVEST'S THE RESILIENCY FUND to ensure New Yorkers have access to the food they need to thrive, fortifying communities across the city and helping New York City to rebuild stronger. 100,000
    CONGREGATION SHIRAT HAYAM
    PO BOX 1145
    NANTUCKET,MA02554     		N/A PC General & Unrestricted 5,000
    EDUCATE TOMORROW CORP
    PO BOX 398418
    MIAMI BEACH,FL33239     		N/A PC General & Unrestricted 10,000
    EDUCATORS FOR EXCELLENCE
    80 PINE ST 28TH FLR
    NEW YORK,NY10005     		N/A PC General & Unrestricted 25,000
    ENVIRONMENTAL DEFENSE FUND INCORPORATED
    257 PARK AVE SOUTH
    NEW YORK,NY10010     		N/A PC General & Unrestricted 50,000
    FARM SHARE INC
    14125 SW 320TH ST
    HOMESTEAD,FL33033     		N/A PC General & Unrestricted 10,000
    FEEDING SOUTH FLORIDA INC
    2501 SW 32ND TERRRACE
    PEMBROKE PARK,FL33023     		N/A PC General & Unrestricted 10,000
    FRESH AIR FUND
    633 THIRD AVE 14TH FLOOR
    NEW YORK,NY10017     		N/A PC General & Unrestricted 25,000
    GREATER MIAMI JEWISH FEDERATION
    4200 BISCAYNE BLVD
    MIAMI,FL33137     		N/A PC For Greater Miami Jewish Federation's ANNUAL CAMPAIGN, 2021 150,000
    GREENWICH HOSPITAL
    5 PERRYRIDGE RD
    GREENWICH,CT06830     		N/A PC General & Unrestricted 10,000
    GUITARS OVER GUNS OPERATION INC
    169 E FLAGLER ST STE 1134
    MIAMI,FL33131     		N/A PC General & Unrestricted 10,000
    HARVARD BUSINESS SCHOOL
    PO BOX 412275
    BOSTON,MA02241     		N/A PC HBS Fund 100,000
    HEDGE FUNDS CARE INC
    106 W 32ND ST 2ND FL
    NEW YORK,NY10001     		N/A PC Charitable Event 10,000
    HILLEL THE FOUNDATION FOR JEWISH CAMPUS LIFE
    80 BROWN ST
    PROVIDENCE,RI02906     		N/A PC General & Unrestricted 10,000
    HRJ CHARITIES INC
    555 BRYANT ST NO 230
    PALO ALTO,CA94301     		N/A PC General & Unrestricted 50,000
    ICAHN SCHOOL OF MEDICINE AT MOUNT SINAI
    ONE GUSTAVE L LEVY PL BOX 1049
    NEW YORK,NY10029     		N/A PC Charitable Event 25,000
    IMENTOR INCORPORATED
    199 WATER ST 8TH FL
    NEW YORK,NY10038     		N/A PC General & Unrestricted 35,000
    ITECHTHOMAS A EDISON EDUCATIONAL CENTER
    6101 NW 2ND AVE
    MIAMI,FL33127     		N/A GOV To support iTech @ Miami's Mega Technology Magnet High School 10,000
    JEWISH COMMUNITY SERVICES OF SOUTH FLORIDA INC
    12000 BISCAYNE BLVD
    MIAMI,FL33181     		N/A PC General & Unrestricted 10,000
    JEWISH FAMILY SERVICE OF STAMFORD INC
    196 GREYROCK PL
    STAMFORD,CT06901     		N/A PC General & Unrestricted 10,000
    LITTLE STAR FOUNDATION
    174 WATERCOLOR WAY STE 103B343
    SANTA ROSA BEACH,FL32459     		N/A PC General & Unrestricted 25,000
    MAKE A WISH FOUNDATION OF SOUTHERN FLORIDA INC
    4491 S STATE ROAD 7 STE 201
    FORT LAUDERDALE,FL33314     		N/A PC Charitable Event 25,000
    MIAMI BEACH JEWISH COMMUNITY CENTER INC
    4221 PINE TREE DR
    MIAMI BEACH,FL33140     		N/A PC General & Unrestricted 10,000
    MOUNT SINAI MEDICAL CENTER FOUNDATION INC
    4300 ALTON RD
    MIAMI BEACH,FL33140     		N/A PC General & Unrestricted 400,000
    MUSEUM OF MODERN ART
    11 W 53RD ST
    NEW YORK,NY10019     		N/A PC The David Rockefeller Council of The Museum of Modern Art 50,000
    MUSEUM OF MODERN ART
    11 W 53RD ST
    NEW YORK,NY10019     		N/A PC The David Rockefeller Council of The Museum of Modern Art 50,000
    NANTUCKET COMMUNITY SAILING INC
    4 WINTER ST
    NANTUCKET,MA02554     		N/A PC General & Unrestricted 1,000
    NANTUCKET CONSERVATION FOUNDATION INC
    PO BOX 13
    NANTUCKET,MA02554     		N/A PC General & Unrestricted 5,000
    NANTUCKET DREAMLAND FOUNDATION
    PO BOX 989
    NANTUCKET,MA02554     		N/A PC General & Unrestricted 10,000
    NANTUCKET FIRE DEPARTMENT
    131 PLEASANT ST
    NANTUCKET,MA02554     		N/A GOV General & Unrestricted 1,000
    NANTUCKET GOLF CLUB FOUNDATION INC
    250 MILESTONE RD PO BOX 313
    SIASCONSET,MA02564     		N/A PC General & Unrestricted 10,000
    NANTUCKET POLICE CHARITABLE ASSOC I NC
    4 FAIRGROUNDS RD
    NANTUCKET,MA02554     		N/A PC General & Unrestricted 1,000
    NATURAL RESOURCES DEFENSE COUNCIL INC
    40 WEST 20TH ST 11TH FLOOR
    NEW YORK,NY10011     		N/A PC Restricted gift for the programming operations of the 1 Hotels Fellowship, and the E2 (Environmental Entrepreneurs) Emerging Leaders Program 400,000
    NATURE CONSERVANCY
    4245 N FAIRFAX DRIVE STE 100
    ARLINGTON,VA22203     		N/A PC General & Unrestricted 50,000
    NAVY SEAL FOUNDATION INC
    1619 D ST
    VIRGINIA BEACH,VA23459     		N/A PC General & Unrestricted 10,000
    NEW WORLD SYMPHONY INC
    500 17TH ST
    MIAMI BEACH,FL33139     		N/A PC Charitable Event 25,000
    PEBBLE BEACH COMPANY FOUNDATION
    PO BOX 1767
    PEBBLE BEACH,CA93953     		N/A PC General & Unrestricted 15,000
    PHI BETA KAPPA SOCIETY
    BOX 1858
    PROVIDENCE,RI02912     		N/A PC General & Unrestricted 500
    PUBLICOLOR INC
    20 WEST 36TH ST 9TH FLOOR
    NEW YORK,NY10018     		N/A PC PUBLICOLOR's Summer Design Studio Program 5,000
    REACH PREP INC
    ONE DOCK ST SUITE 100
    STAMFORD,CT06902     		N/A PC General & Unrestricted 10,000
    ROBIN HOOD FOUNDATION
    826 BROADWAY 9TH FL
    NEW YORK,NY10003     		N/A PC FOR ROBIN HOOD'S ANNUAL YEAR-END GIVING CAMPAIGN, DECEMBER 2021 650,000
    ROBIN HOOD FOUNDATION
    826 BROADWAY 9TH FL
    NEW YORK,NY10003     		N/A PC Charitable Event 500,000
    SAIL TO PREVAIL INC
    PO BOX 1264
    NEWPORT,RI02840     		N/A PC General & Unrestricted 1,000
    SEEDS OF PEACE INC
    PO BOX 70372
    NEWARK,NJ07101     		N/A PC General & Unrestricted 25,000
    SEEK FOUNDATION INC
    990 BISCAYNE BLVD STE 503
    MIAMI,FL33132     		N/A PC General & Unrestricted 10,000
    SHATTERPROOF A NONPROFIT CORP
    101 MERRITT 7 CORPORATE PARK 1ST FL
    NORWALK,CT06851     		N/A PC Charitable Event 25,000
    TEACH FOR AMERICA - MIAMI DADE REGION
    PO BOX 398300
    SAN FRANCISCO,CA94139     		N/A PC General & Unrestricted 10,000
    TEAM IMPACT
    500 VICTORY RD 4TH FL
    QUINCY,MA02171     		N/A PC Charitable Event 50,000
    THE BI-CULTURAL HEBREW ACADEMY OF CONNECTICUT INCO
    2186 HIGH RIDGE RD
    STAMFORD,CT06903     		N/A PC General & Unrestricted 25,000
    THE CITY OF MIAMI BEACH
    1700 CONVENTION CENTER DR
    MIAMI BEACH,FL33139     		N/A GOV For Senior Programming and Activities delivered by the City of Miami such as; Zumba, Tai Chi, Yoga and Arts n' Crafts Classes for Seniors in Adult Living Facilities and Field Trips for sports and cultural programming - theater, ballet, symphony 10,000
    THE EVERGLADES FOUNDATION INC
    18001 OLD CUTLER RD STE 625
    PALMETTO BAY,FL33157     		N/A PC General & Unrestricted 25,000
    THE OPEN DOOR SHELTER INC
    4 MERRITT ST
    NORWALK,CT06854     		N/A PC General & Unrestricted 10,000
    UNITED JEWISH APPEAL FEDERATION OF JEWISH PHILANTH
    PO BOX 4227
    NEW YORK,NY10261     		N/A PC Charitable Event 50,000
    UNITED JEWISH APPEAL FEDERATION OF JEWISH PHILANTH
    PO BOX 4227
    NEW YORK,NY10261     		N/A PC General & Unrestricted 150,000
    UNITED JEWISH APPEAL FEDERATION OF JEWISH PHILANTH
    PO BOX 4227
    NEW YORK,NY10261     		N/A PC Charitable Event 50,000
    UNITED JEWISH APPEAL FEDERATION OF JEWISH PHILANTH
    PO BOX 4227
    NEW YORK,NY10261     		N/A PC Charitable Event 50,000
    UNITED STATES HOLOCAUST MEMORIAL MUSEUM
    100 RAOUL WALLENBERG PL SW
    WASHINGTON,DC20024     		N/A PC General & Unrestricted 143,000
    UNITED STATES OLYMPIC AND PARALYMPIC FOUNDATION
    1 OLYMPIC PLZ
    COLORADO SPRINGS,CO80909     		N/A PC TO BE USED by the USOPF in furtherance of its mission, in USOPF's discretion. The USOPF's mission is to generate philanthropic support for the USOPC. The USOPC's mission is to empower Team USA athletes to achieve sustained competitive excellence and well-being. 100,000
    UNIVERSITY OF CONNECTICUT FOUNDATION INCORPORATED
    2390 ALUMNI DR UNIT 3206
    STORRS,CT06269     		N/A PC To support the Campaign for the Dodd Endowment and the work of the Dodd Center for Human Rights at the University of Connecticut (Storrs, CT). 25,000
    USC SHOAH FOUNDATION INSTITUTE FOR VISUAL HISTORY
    LEAVEY LIBRARY STE 114
    LOS ANGELES,CA90089     		N/A PC General & Unrestricted 25,000
    USTA FOUNDATION INCORPORATED
    70 W RED OAK LN
    WHITE PLAINS,NY10604     		N/A PC General & Unrestricted 10,000
    WATERSIDE SCHOOL INC
    770 PACIFIC ST
    STAMFORD,CT06902     		N/A PC General & Unrestricted 10,000
    WORLD JEWISH CONGRESS AMERICAN SECTION INC
    501 MADISON AVE
    NEW YORK,NY10022     		N/A PC Charitable Event 50,000
    YEAR UP INC
    45 MILK ST 9TH FL
    BOSTON,MA02109     		N/A PC General & Unrestricted 50,000
    Total .................................bullet 3a 4,097,318
    bApproved for future payment
    Total .................................bullet 3b  
    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 ...........     		    14 446  
    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 ............     		525990 -36 18 272,066  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue:
    aK-1 Inc/Loss     		525990 104,958 14 230,605  
    bINTEREST INCOME STARWOOD DISTRESSED OPP     14 123,443  
    cDIVIDEND INCOME STARWOOD DISTRESSED OPP     14 1,836,490  
    d
    e
    12 Subtotal. Add columns (b), (d), and (e) .. 104,922 3,147,275  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    3,252,197
    (See worksheet in line 13 instructions to verify calculations.)
    Part XV-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 13
    Part XVI
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    b
    If "Yes," complete the following schedule.

    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below?
    See instructions.
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2021)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description
    Schedule B
    (Form 990)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors

    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet Go to www.irs.gov/Form990 for the latest information.
    OMB No. 1545-0047
    2021
    Name of the organization
    The Barry S Sternlicht Foundation
     
    Employer identification number

    26-0039094
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ






    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
    or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990) (2021)
    Schedule B (Form 990) (2021) Page 2
    Name of organization
    The Barry S Sternlicht Foundation
          		Employer identification number
    26-0039094
    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
    Legacy Venture VI LLC
    Legacy Venture Mgmt 180 Lytton Ave
     
    Palo Alto, CA94301

    		$ 142,822


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    2
    Legacy Venture VII LLC
    Legacy Venture Mgmt 180 Lytton Ave
     
    Palo Alto, CA94301

    		$ 135,924


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    3
    Legacy Venture VIII LLC
    Legacy Venture Mgmt 180 Lytton Ave
     
    Palo Alto, CA94301

    		$ 149,097


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     
     

    		$  


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
     
     
     
     

    		$  


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990) (2021)
    Schedule B (Form 990) (2021)
    Page 3
    Name of organization
    The Barry S Sternlicht Foundation
          		Employer identification number

    26-0039094
    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
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (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
    The Barry S Sternlicht Foundation
          		Employer identification number

    26-0039094
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990) (2021)
    Additional Data


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    TY 2021 DepreciationSchedule
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included

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    TY 2021 ExpenditureResponsibilityStmt
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
    THE BARRY AND MIMI STERNLICHT FOUNDATION
          		501 SILVERSIDE RD
    WILMINGTON,DE19809     		2016-10-14 38,371,753 CAPITAL ENDOWMENT 8,683,309 NO 1/25/18, 1/22/19, 1/2/20, 10/9/2021   NONE NECESSARY
    THE BARRY AND MIMI STERNLICHT FOUNDATION
          		501 SILVERSIDE RD
    WILMINGTON,DE19809     		2017-01-01 12,003,651 CAPITAL ENDOWMENT   NO 1/22/19, 1/2/20, 10/9/2021   NONE NECESSARY

    TY 2021 GeneralExplanationAttachment
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Identifier Return Reference Explanation
    IN-KIND GRANTS PART I LINE 25 AND PART XIV LINE 3A PART I LINE 25 AND PART XIV LINE 3A: DISTRIBUTIONS OF PROPERTY VALUE AT FAIR MARKET VALUE AT DATE OF DISTRIBUTION METHOD FOR DETERMINING FMV OF SECURITIES: AVERAGE OF HIGH/LOW ON DATE GRANTED TO CHARITY METHOD OF DETERMINING BOOK VALUE OF SECURITIES: PURCHASE PRICE TOTAL FAIR MARKET VALUE OF PROPERTY: $23,818 TOTAL BOOK VALUE OF PROPERTY: $500,003 TOTAL CASH PORTION OF GRANTS: $- TOTAL AMOUNT OF GRANTS: $23,818 FORM 990-PF, PART III, LINE 3 - OTHER INCREASES/DECREASES: $(476,185) DETAILS OF ITEMS GRANTED: DESCRIPTION OF PROPERTY: CHANGE.ORG, INC - SER C PFD UNITS: 72,770 DATE OF DISTRIBUTION: 9/8/2021 GRANT RECIPIENT: CHANGE ORG CHARITABLE FOUNDATION INC FMV OF PROPERTY: $23,818 BOOK VALUE OF PROPERTY: $500,003 CASH PORTION OF GRANT: $- TOTAL AMOUNT OF GRANT: $23,818
    PART I LINE 6A (990-PF) PART I LINE 6A (990-PF) - RECONCILIATION OF NET GAIN/(LOSS) FROM SALES OF RECONCILIATION OF NET GAIN/(LOSS) FROM SALES OF ASSETS NOT INCLUDED IN PART IV TOTAL INCLUDED IN PART IV: (DETAILS BELOW) NET GAIN/(LOSS): $272,066 TOTAL NOT INCLUDED IN PART IV: PASSTHROUGH K-1 CAPITAL GAIN/(LOSS) - UBI NET GAIN/(LOSS): $(36) TOTAL PART I, LINE 6A: $272,030 DETAILS OF ASSETS INCLUDED IN PART IV: PASSTHROUGH K-1 CAPITAL GAIN/(LOSS) - NON UBI NET GAIN/(LOSS): $(118,889) EXCESS BASIS DISTRIB-STARWOOD DISTR INTL GROSS SALES PRICE: $58,390 BOOK BASIS: $- NET GAIN/(LOSS): $58,390 EXCESS BASIS DISTRIB-RESERVOIR CAP OFFSH GROSS SALES PRICE: $40,729 BOOK BASIS: $- NET GAIN/(LOSS): $40,729 ALPHAKEYS MILLENIUM OFFSHORE FUND SER 1 GROSS SALES PRICE: $716,377 BOOK BASIS: $536,869 NET GAIN/(LOSS): $179,508 EXCESS BASIS DISTRIB-STARWOOD DISTR US GROSS SALES PRICE: $42,317 BOOK BASIS: $- NET GAIN/(LOSS): $42,317 YORK INVESTMENT LIMITED GROSS SALES PRICE: $70,011 BOOK BASIS: $- NET GAIN/(LOSS): $70,011

    TY 2021 InvestmentsCorpStockSchedule
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Name of Stock End of Year Book Value End of Year Fair Market Value
    ALPHABET INC CL C 6,948,881 20,689,168
    CBRE GROUP 5,282,205 9,440,370
    FORD MOTOR COMPANY 3,779,248 5,919,450
    GENERAL MOTORS 6,047,407 7,182,175
    INVITATION HOMES INC. 707,593 1,754,386
    JP MORGAN CHASE 976,235 1,872,489
    LGI HOMES INC 5,685,200 12,358,400
    LOWES COMPANIES INC 1,163,035 8,741,535
    META PLATFORMS INC 2,494,616 6,003,848
    MICRON TECHNOLOGY 955,661 4,097,575
    STARWOOD PROPERTY TRUST INC 4,995,055 6,158,130
    TARGA RESOURCES CORP 2,220,462 2,272,440

    TY 2021 InvestmentsOtherSchedule2
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    ALPHAKEYS MILLENIUM OFFSHORE F   463,131 628,186
    CARE IN HEALTHCARE TWO, LLC   2,505,625 2,512,144
    D1 CAPITAL PARTNERS OFFSHORE L   3,000,000 7,027,506
    ENERGY TRANSFER LP   1,522,019 1,588,390
    EVERBERG PENN FOSTER HOLDINGS   1,961,289 1,966,401
    MELVIN CAPITAL OFFSHORE, LTD   2,000,000 3,047,298
    RESERVOIR CAPITAL INV PARTNERS   750,861 1,130,319
    RESERVOIR CAPITAL OVERSEAS PTN     271,101
    STARWOOD DISTRESSED OPP FD INT     280,995
    STARWOOD DISTRESSED OPP FD US   0 3,596,448
    TILDEN PARK OFFSHORE INVESTMEN   1,768,612 5,107,244
    UPRISING HEALTH LLC   2,000,000 9,485,281
    YORK INVESTMENT LIMITED     109,090

    TY 2021 OtherDecreasesSchedule
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Description Amount
    IN-KIND GRANT OF COMMON STOCK 476,185


    TY 2021 OtherExpensesSchedule
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Administrative Fees 96,500     96,500
    K-1 Exp CARE IN HEALTHCARE TWO 6,519 6,519    
    K-1 Exp ENERGY TRANSFER LP 8,807 8,407    
    K-1 Exp EVERBERG PENN FOSTER H 141 141    
    K-1 Exp RESERVOIR CAPITAL INV 15,786 10,248    
    K-1 Exp UPRISING HEALTH LLC 10,000 10,000    
    State or Local Filing Fees 25     25


    TY 2021 OtherIncomeSchedule2
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    K-1 Inc/Loss ENERGY TRANSFER LP -45,276 11,197  
    K-1 Inc/Loss EVERBERG PENN FOSTER HOLDINGS LLC 188,018 188,018  
    K-1 Inc/Loss RESERVOIR CAPITAL INV PARTNERS (CAYMA 192,821 31,390  
    INTEREST INCOME STARWOOD DISTRESSED OPP 123,443 123,443  
    Dividend Income Starwood Distressed Opp 1,836,490 1,836,490  


    TY 2021 TaxesSchedule
    Name:
    The Barry S Sternlicht Foundation
    EIN:
    26-0039094
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    990-PF Estimated Tax for 2021 5,500