TY 2022 Form 990

- TIN:

SCHEDULE A
(Form 990)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow

Attach to Form 990 or Form 990-EZ.
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Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2022

Open to Public
Inspection

Name of the organization

SECONDMUSE FOUNDATION

Employer identification number

84-2181021

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 12, check only one box.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990).)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

An organization that normally receives: (1) more than 33 1/3% of its support from contributions, membership fees, and gross receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 33 1/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box on lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ...............................

Provide the following information about the supported organization(s).

(i) Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i) Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.

Cat. No. 11285F

Schedule A (Form 990) 2022

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization failed to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(b) 2019	(c) 2020	(d) 2021	(e) 2022	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..	1,699,029	2,298,429	9,612,360	5,711,605	19,321,423
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf....
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3	1,699,029	2,298,429	9,612,360	5,711,605	19,321,423
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) ..
6	Public support. Subtract line 5 from line 4.					19,321,423

Section B. Total Support

Calendar year (or fiscal year beginning in)		(b) 2019	(c) 2020	(d) 2021	(e) 2022	(f) Total
7	Amounts from line 4..	1,699,029	2,298,429	9,612,360	5,711,605	19,321,423
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...		3	350	15,518	15,871
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..			47		47
11	Total support. Add lines 7 through 10					19,337,341

Gross receipts from related activities, etc. (see instructions) ..................

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here ........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2022 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2020 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2022. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2021. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2022. If the organization did not check a box on line 13, 16a, or 16b, and line 14 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization ............ right arrow

10%-facts-and-circumstances test—2021. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization ............ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990) 2022

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2018	(b) 2019	(c) 2020	(d) 2021	(e) 2022	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge
6	Total. Add lines 1 through 5
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support. (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2018	(b) 2019	(c) 2020	(d) 2021	(e) 2022	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here................................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2022 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2021 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2022 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2021 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests-2022. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2021. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ..... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

Schedule A (Form 990) 2022

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked box 12a, of Part I, complete Sections A and B. If you checked box 12b, of Part I, complete Sections A and C. If you checked box 12c, of Part I, complete Sections A, D, and E. If you checked box12d, of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer lines 3b and 3c below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked box 12a or 12b in Part I, answer lines 4b and 4c below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer lines 5b and 5c below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described on line 7? If “Yes,” complete Part I of Schedule L (Form 990).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons, as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined on line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined on line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990) 2022

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described on lines 11b and 11c below, the governing body of a supported organization?

11a

A family member of a person described on 11a above?

11b

A 35% controlled entity of a person described on line 11a or 11b above? If “Yes” to 11a, 11b, or 11c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the officers, directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in line 2 above, did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer lines 2a and 2b below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described on line 2a, above constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer lines 3a and 3b below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations?If "Yes" or "No", provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Schedule A (Form 990) 2022

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by 0.035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990) 2022

Page 7

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations(continued)

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes	1
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity	2
3 Administrative expenses paid to accomplish exempt purposes of supported organizations	3
4 Amounts paid to acquire exempt-use assets	4
5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI)	5
6 Other distributions (describe in Part VI). See instructions	6
7Total annual distributions. Add lines 1 through 6.	7
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions	8
9 Distributable amount for 2022 from Section C, line 6	9
10 Line 8 amount divided by Line 9 amount	10

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2022	(iii) Distributable Amount for 2022
1 Distributable amount for 2022 from Section C, line 6
2 Underdistributions, if any, for years prior to 2022 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2022:
a From 2017.......
b From 2018.......
c From 2019.......
d From 2020.......
e From 2021.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2022 distributable amount
i Carryover from 2017 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2022 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2022 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2022, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2022. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions.
7 Excess distributions carryover to 2023. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2018.....
b Excess from 2019.....
c Excess from 2020.....
d Excess from 2021.....
e Excess from 2022.....

Schedule A (Form 990) (2022)

Schedule A (Form 990) 2022

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation
PART II, LINE 10	47

Schedule A (Form 990) 2022

Additional Data

Software ID:
Software Version:

- TIN:

Schedule B
(Form 990)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

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

OMB No. 1545-0047

2022

Name of the organization

SECONDMUSE FOUNDATION

Employer identification number

84-2181021

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

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

Special Rules

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

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

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

Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.

Cat. No. 30613XSchedule B (Form 990) (2022)

Schedule B (Form 990) (2022) Page 2

Name of organization SECONDMUSE FOUNDATION

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
RESTRICTED	,	$ RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990) (2022)

Schedule B (Form 990) (2022)

Page 3

Name of organization SECONDMUSE FOUNDATION		Employer identification number 84-2181021

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) (2022)

Schedule B (Form 990) (2022)

Page 4


Name of organization SECONDMUSE FOUNDATION			Employer identification number 84-2181021
Part III Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) $ Use duplicate copies of Part III if additional space is needed.

(a)
No. from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a)
No. from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a)
No. from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a)
No. from Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990) (2022)

Additional Data

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SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," on Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
SchDMd Bullet

Attach to Form 990.
SchDMd Bullet

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

OMB No. 1545-0047

2021

Open to Public Inspection

Name of the organization

SECONDMUSE FOUNDATION

Employer identification number

84-2181021

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate value of contributions to (during year)
3	Aggregate value of grants from (during year)
4	Aggregate value at end of year ........

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization’s property, subject to the organization’s exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

Conservation Easements.
Complete if the organization answered "Yes" on Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements ......................	2a
b	Total acreage restricted by conservation easements ....................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 7/25/06, and not on a historic structure listed in the National Register ...	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................

Yes No

In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.

If the organization elected, as permitted under FASB ASC 958, not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under FASB ASC 958, to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

Revenue included on Form 990, Part VIII, line 1 ......................... SchDMd Bullet

(ii)

Assets included in Form 990, Part X ............................... SchDMd Bullet

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under FASB ASC 958 relating to these items:

Revenue included on Form 990, Part VIII, line 1 .......................... SchDMd Bullet

Assets included in Form 990, Part X ............................... SchDMd Bullet

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 52283D

Schedule D (Form 990) 2021

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No


b	If "Yes," explain the arrangement in Part XIII and complete the following table:		Amount
c	Beginning balance .............................	1c
d	Additions during the year ............................	1d
e	Distributions during the year ..........................	1e
f	Ending balance ................................	1f

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ....

Part V

Endowment Funds.
Complete if the organization answered "Yes" on Form 990, Part IV, line 10.

		(a) Current year	(b) Prior year	(c) Two years back	(d) Three years back	(e) Four years back

1a	Beginning of year balance ....
b	Contributions ...
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...
f	Administrative expenses ....
g	End of year balance ......

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Term endowment SchDMd Bullet

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) Unrelated organizations .................

3a(i)

(ii) Related organizations .................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b) Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value

1a	Land .....
b	Buildings ....
c	Leasehold improvements
d	Equipment ....
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..

Schedule D (Form 990) 2021

Page 3

Part VII

Investments - Other Securities.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)	(b) Book value	(c) Method of valuation: Cost or end-of-year market value
(1) Financial derivatives.........
(2) Closely-held equity interests........
(3)Other
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)

Part VIII

Investments - Program Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment	(b) Book value	(c) Method of valuation: Cost or end-of-year market value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes

(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

Schedule D (Form 990) 2021

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......		1	5,727,123
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1..................		3	5,727,123
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b....................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5	5,727,123

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........		1	6,678,024
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities .........	2a
b	Prior year adjustments ............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d....................		2e
3	Subtract line 2e from line 1...................		3	6,678,024
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b
c	Add lines 4a and 4b.....................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5	6,678,024

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference

Explanation

SCHEDULE D, PAGE 3, PART X

SECONDMUSE FOUNDATION ANNUALLY EVALUATES ALL FEDERAL AND STATE INCOME TAX POSITIONS. THIS PROCESS INCLUDES AN ANALYSIS OF WHETHER THESE INCOME TAX POSITIONS THE ORGANIZATION TAKES MEET THE DEFINITION OF AN UNCERTAIN TAX POSITION UNDER THE INCOME TAXES TOPIC OF THE FINANCIAL ACCOUNTING STANDARDS CODIFICATION. AS OF DECEMBER 31, 2022, THERE WERE NO UNCERTAIN TAX POSITIONS NOTED. SECONDMUSE FOUNDATION'S' POLICY IS TO CLASSIFY INCOME TAX PENALTIES AND INTEREST, WHEN APPLICABLE, ACCORDING TO THEIR NATURAL CLASSIFICATION.

Schedule D (Form 990) 2021

Additional Data

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Software Version:

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SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16. Right pointing arrow large image

Attach to Form 990. Right pointing arrow large image

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

OMB No. 1545-0047

2022

Open to Public Inspection

Name of the organization
SECONDMUSE FOUNDATION

Employer identification number

84-2181021

Part I

General Information on Activities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 14b.

For grantmakers. Does the organization maintain records to substantiate the amount of its grants and

other assistance, the grantees’ eligibility for the grants or assistance, and the selection criteria used

to award the grants or assistance? . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other assistance outside the United States.

Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)

(a) Region		(d) Activities conducted in region (by type) (such as, fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in the region	(f) Total expenditures for and investments in the region
	INDIA	PROGRAM	TECHNOLOGY CONSULTIN
	SINGAPORE	PROGRAM	ENTREPRENEURSHIP	17,000
	THAILAND	PROGRAM	ENVIRONMENTAL	60,000














3a	Sub-total ....			77,000
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)			77,000

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2022

Schedule F (Form 990) 2022

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.

(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement
ENVIRONMENTAL	15,000	EFT
ENVIRONMENTAL	15,000	EFT
ENVIRONMENTAL	42,000	EFT

2	Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .......
3	Enter total number of other organizations or entities .......................	6

Schedule F (Form 990) 2022

Schedule F (Form 990) 2022Page 3

Part III

Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 16.

Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance		(b) Region	(c) Number of recipients	(d) Amount of cash grant	(e) Manner of cash disbursement	(f) Amount of noncash assistance	(g) Description of noncash assistance	(h) Method of valuation (book, FMV, appraisal, other)

Schedule F (Form 990) 2022

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2022

Page 5

Part V

Supplemental Information
Provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information. See instructions.

ReturnReference	Explanation
SCHEDULE F, PAGE 1, PART I, LINE 2	EACH GRANT IS INITIATED WITH A LEGAL AGREEMENT BEFORE THE DISTRIBUTION OF FUNDS. FUNDS ARE DISTRIBUTED INCREMENTALLY SO SOME RECOURSE IS AVAILABLE SHOULD AN ISSUE ARISE. GRANTS ARE MONITORED THROUGH ONGOING MEETINGS OR OTHER ENGAGEMENTS AS APPROPRIATE FOR THE DURATION OF THE GRANT.
SCHEDULE F, PAGE 1, PART I, LINE 3	INDIA 0 0 SINGAPORE 17,000 0 THAILAND 60,000 0

Schedule F (Form 990) 2022

Additional Data

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

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

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

OMB No. 1545-0047

2022

Open to Public
Inspection

Name of the organization
SECONDMUSE FOUNDATION

Employer identification number
84-2181021

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ........................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient

that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) P33 1234 W FULTON MARKET CHICAGO,IL60607	83-2851368	501C3	50,000	SUPPORT ENTREPRENEUR
(2) OPPORTUNITY HUB 1175 PEACHTREE STREET SUITE 1000 ATLANTA,GA30361			187,500	MINORITIES IN TECH
(3) BITWISE IMPACT 700 VAN NESS AVE FRESNO,CA93721	46-4127911	501 C3	12,500	WORKFORCE DIVERSITY
(4) CIRCULATE INITIATIVE 111 WOOD AVE S ISELIN,NJ08830	83-4505154	501 C3	39,328	ENVIRONMENTAL
(5) MIAMI FOUNDATION 40 NW 3RD STREET SUITE 305 MIAMI,FL33128	65-0350357	501 C3	112,000	PHILANTHROPHY
(6) LATINAS IN TECH 455 MORAGA RD STE I MORAGA,CA94556	83-1493724	501 C3	10,000	MINORITIES IN TECH
(7) ILLINOIS SCIENCE AND TECHNOLOGY COA 20 N WACKER DRIVE SUITE 1200 CHICAGO,IL60606	35-2334171	501 C3	18,000	ECONOMIC DEVELOPMENT
(8) DEPAUL UNIVERSITY 1 E JACKSON BLVD CHICAGO,IL60604	36-2167048	501 C3	40,000	EDUCATION
(9) CHICAGO BLEND GROUP 2833 N BURLING ST APT 2N CHICAGO,IL60657	85-2034595	501 C3	99,999	DIVERSITY IN VC

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50055P

Schedule I (Form 990) 2022

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance	(b) Number of recipients	(c) Amount of cash grant	(d) Amount of noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash assistance

(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2; Part III, column (b); and any other additional information.

Return Reference	Explanation

Schedule I (Form 990) 2022

Additional Data

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Software Version:

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Schedule L
(Form 990)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

Complete if the organization answered "Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c, or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet

Attach to Form 990 or Form 990-EZ.
MediumBullet

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

OMB No. 1545-0047

2021

Open to Public Inspection

Name of the organization

SECONDMUSE FOUNDATION

Employer identification number

84-2181021

Part I

Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and section 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.

1(a) Name of disqualified person	(c) Description of transaction	(d) Corrected?
1(a) Name of disqualified person	(c) Description of transaction	Yes	No

Enter the amount of tax incurred by the organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image

Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ........ Bullet Image

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22

(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	(d) Loan to or from the organization?		(e) Original principal amount	(f) Balance due	(g) In default?		(h) Approved by board or committee?		(i) Written agreement?
(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	To	From	(e) Original principal amount	(f) Balance due	Yes	No	Yes	No	Yes	No






Total ............... $

Part III

Grants or Assistance Benefiting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of assistance	(d) Type of assistance	(e) Purpose of assistance

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 50056A

Schedule L (Form 990) 2021

Page 2

Part IV

Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) SECONDMUSE LLC	MEMBER		25% OWNER		No
(2) SECONDMUSE LLC	MEMBER		25% OWNER		No

Part V

Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).

Return Reference	Explanation
SCHEDULE L, PART V	TODD KHOZEIN, AND CARRIE FREEMAN EACH OWN A 25% SHARE OF SECONDMUSE LLC. SECONDMUSE LLC PROVIDES SERVICES TO THE SECONDMUSE FOUNDATION.

Schedule L (Form 990) 2021

Additional Data

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SCHEDULE O
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

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

OMB No. 1545-0047

2021

Open to Public
Inspection

Name of the organization

SECONDMUSE FOUNDATION

Employer identification number

84-2181021

Return Reference	Explanation
FORM 990, PAGE 1, ITEM B	FORM AMENDED FOR THE ISSUANCE OF THE AUDIT
FORM 990 - ORGANIZATION'S MISSION	THE STATED MISSION OF SECONDMUSE FOUNDATION IS TO FOSTER AND DEVELOP DIVERSE, PARTICIPATORY INNOVATION COMMUNITIES THAT INCUBATE SOLUTIONS TO SOCIAL, ECONOMIC AND ENVIRONMENTAL ISSUES; INCLUDING THROUGH PUBLIC EDUCATION, FACILITATING THE ABILITY OF PRIVATE, COMMERCIAL ACTORS, ENTREPRENEURS AND GOVERNMENTS TO GENERATE SHARED VISIONS AND TAKE COLLECTIVE ACTION IN ADVANCING SOLUTIONS THAT ADDRESS ENVIRONMENTAL ISSUES AND LOCAL ECONOMIES, AND INCUBATING AND FUNDING PROGRAMS AND SOLUTIONS THAT ADVANCE SOCIAL, ENVIRONMENTAL AND/OR ECONOMIC JUSTICE. IT WILL ALSO GENERATE, CODIFY, AND PUBLISH LEARNINGS AND INSIGHTS AND FACILITATE BROADER DISCOURSE TO CATALYZE COMMUNITY DEVELOPMENT ON A LARGER SCALE.
FORM 990, PAGE 2, PART III, LINE 4A	GET CITIES OUR FLAGSHIP PROGRAM SINCE 2019, WORKS TO BUILD A MORE INCLUSIVE FUTURE IN TECH, STARTING AT THE CITY LEVEL. OUR APPROACH IS BEING IMPLEMENTED IN CHICAGO, WASHINGTON DC, AND MIAMI, WHICH LAUNCHED IN MARCH 2022. ACROSS OUR PORTFOLIOS, GET CITIES HOSTED OR CO-HOSTED 112 EVENTS BRINGING PEOPLE TOGETHER AROUND ECOSYSTEM BUILDING, WORKFORCE DEVELOPMENT, AND ENTREPRENEURSHIP, INVITING ABOUT 40 SPEAKERS TO SHARE THEIR EXPERIENCE AND EXPERTISE WITH MORE THAN 2,000 ATTENDEES HELPING THEM TO INCREASE THEIR KNOWLEDGE. WE ALSO SPOKE ON 20 PANELS, WORKED WITH 71 NEW LOCAL AND NATIONAL PARTNERS, AND ADDED 200 ORGANIZATIONS TO OUR NETWORK OF OVER 1,000 PEER ORGANIZATIONS. WE SUPPORTED VENTURE FELLOWS, SPONSORED A SERIES OF PITCH COMPETITIONS TO TECHSTARS, SUPPORTED DEAF WOMEN OF COLOR TO GET HIRED INTO CYBERSECURITY ROLES, AND PROVIDED GRANTS AND TECH SUPPORT TO SMALL BUSINESSES. TECH EQUITY WORKING GROUP THROUGH OUR TECH EQUITY WORKING GROUP, WHICH COLLABORATIVELY DESIGNS CITY-WIDE SOLUTIONS AND COLLECTIVE INFRASTRUCTURE TO ADDRESS GENDER AND RACIAL INEQUITIES FOR MARGINALIZED FOUNDERS IN CHICAGO, IT WAS POSSIBLE TO RAISE 8.8M. WE KICKED OFF NETWORK BUILDING WITH A ROAD SHOW IN SAN FRANCISCO AND TECHSTARS FOUNDERCON TO BRING EXPOSURE TO THE EXCITING FOUNDERS COMING OUT OF CHICAGO AND TO BUILD CONNECTIONS ACROSS A BROADER NATIONAL ECOSYSTEM. HEADSTREAM WE SPONSORED THE NATIONAL INNOVATION PROGRAM FOCUSED ON CREATING A JUST AND THRIVING DIGITAL ECONOMY THAT SUPPORTS THE WELLBEING OF YOUNG PEOPLE THROUGH A NEW PHASE OF WORK AND CONTRACT PROCESS WITH PIVOTAL VENTURES. WE SPONSORED THE INITIATIVE FROM AUG 2021-FEB 2022. DURING THIS TIME THE PROJECT DESIGNED ITS 5 YEAR PROGRAM, WHICH INCLUDED IMPACT MEASUREMENT INTEGRATION AND SUSTAINABILITY PLANNING; THE LAUNCH OF THE HEADSTREAM ACCELERATOR; AND YOUTH PROGRAM CODIFICATION. IT ALSO IDENTIFIED PROGRAM PARTICIPANTS AND A FISCAL SPONSOR (ARABELLA ADVISORS). ONCE OUR SPONSORSHIP ENDED, WE SERVED AS PART OF THE ADVISORY BOARD FOR THE REST OF THE YEAR. BLACK TECH STREET IN PARTNERSHIP WITH SECONDMUSE LLC, WE HAVE FULLY SUPPORTED THIS INNOVATIVE INITIATIVE WITH A VISION FOR THE REBIRTH OF TULSAS BLACK WALL STREET AS THE NEW GLOBAL CENTER FOR BLACK-OWNED TECHNOLOGY COMPANIES. IN ADDITION TO OUR SPONSORSHIP, WE ALSO SERVE ON THE ADVISORY BOARD. WE HAVE BEEN THRILLED TO SEE BLACK TECH STREET COVERED ON VARIOUS MEDIA OUTLETS INCLUDING CNN, FORBES AND CSR WIRE. IN 2022, IT SUCCESSFULLY DEVELOPED A 10-YEAR STRATEGY FOR THE CREATION OF A THRIVING BLACK TECHECOSYSTEM IN TULSA. THEY ALSO CONDUCTED A CATALYTIC FACTOR ANALYSIS USING DIGITAL DELTA, A TOOL THAT WAS INITIALLY DEVELOPED FOR HEADSTREAM. THIS HELPED TO IDENTIFY WHICH FACTOR WOULD BE MOST CATALYTIC TO SOLVE IN THE BUILDING OF BLACK TECH STREET. THE FOUNDER, TYRANCE BILLINGSLEY, SAID: INNOVATIONS THAT CHANGE THE WORLD DONT COME FROM POLITICS; THEY COME FROM ENTREPRENEURSHIP. TECH COMPANIES, INCLUDING MICROSOFT, HAVE LOCATED BRANCHES IN TULSA, AND THEY ARE ACTIVELY RECRUITING INCLUSIVE CAPITAL COLLECTIVE THE INCLUSIVE CAPITAL COLLECTIVE (ICC) IS A GROWING NETWORK OF COMMUNITY FUND MANAGERS AND ENTREPRENEUR SUPPORT ORGANIZATIONS DESIGNING AND DEVELOPING SHARED TECHNICAL AND FINANCIAL INFRASTRUCTURE FOR AGGREGATING AND DEPLOYING FINANCIAL CAPITAL AND OTHER RESOURCES TO ENTREPRENEURS AND COMMUNITIES OF COLOR IN THE US. THE NETWORK IS SUPPORTED BY VARIOUS FUNDERS, INCLUDING A THREE- YEAR GRANT FROM THE ECONOMIC DEVELOPMENT ADMINISTRATION. IN 2022, THEIR INDIVIDUAL MEMBERSHIP INCREASED FROM 100 TO 250. SEVERAL EVENTS WERE HELD IN PENNSYLVANIA, CHICAGO, AND COLORADO, WHICH BROUGHT TOGETHER COMMUNITIES FROM ACROSS FUNDERS, ENTREPRENEUR SUPPORT ORGANIZATIONS, AND POLICYMAKERS FOR FACILITATED WORKING SESSIONS AND DISCUSSIONS FOCUSED ON TRAUMA-INFORMED FINANCIAL PROGRAMMING AND PRODUCTS. THE ICC ALSO PUBLISHED 3 BLACK PAPERS, WHICH HIGHLIGHTED THE NEED FOR RELATIONSHIP-BASED LENDING TO DRIVE EQUITY. WE SUPPORTED THE ICC IN PUBLISHING 30 CAPITAL INNOVATOR SPOTLIGHT INTERVIEWS THAT ARE FEATURED ON ITS COMMUNITY PLATFORM. THROUGH THESE PROFILE PAGES, READERS GAIN INSIGHT INTO THE INCLUSIVE CAPITAL COLLECTIVES UNIQUE APPROACH TO ADVANCING ECONOMIC EQUITY AND SOCIAL JUSTICE. EACH PROFILE HIGHLIGHTS THE ICC MEMBERS PERSONAL JOURNEY, PROFESSIONAL ACHIEVEMENTS, AND THEIR UNWAVERING COMMITMENT TO USING THEIR SKILLS, KNOWLEDGE, AND RESOURCES TO CREATE A MORE INCLUSIVE AND EQUITABLE FINANCIAL ECOSYSTEM. THE INCUBATION NETWORK WITH SUPPORT FROM THE ECCA FAMILY FOUNDATION, THE PROGRAM TACKLES PLASTIC LEAKAGE AND ADVANCES A CIRCULAR ECONOMY BY SUPPORTING STARTUPS ACROSS ALL MATURITY STAGES AND SCALING THEIR EARLY-STAGE OR PRE- INVESTMENT INNOVATIONS TOGETHER WITH KEY INDUSTRY STAKEHOLDERS. WITH OUR SUPPORT THEY RECEIVED A GRANT FROM THE GERMAN FEDERAL MINISTRY FOR ECONOMIC COOPERATION AND DEVELOPMENT (BMZ) TO CONDUCT SINGLE USE PLASTIC CHALLENGES IN 5 COUNTRIES. THESE CHALLENGES WERE COMPLETED SUCCESSFULLY: 19 IN INDIA, 12 IN THAILAND, 37 IN INDONESIA, 17 IN VIETNAM, AND 6 IN THE PHILIPPINES. AT THE COMPLETION OF THE CHALLENGES, LESSONS LEARNED AND INSIGHT REPORTS WERE PUBLISHED. DURING THE CHALLENGE PILOTS, 76 STARTUPS AND 8 ESOS, 16 SMES, AND 57 VENTURES WERE SUPPORTED, AND A TOTAL OF 934.7 KG OF PLASTICS WAS ESTIMATED TO HAVE BEEN AVOIDED. FUNDRAISING ACHIEVEMENTS THROUGHOUT 2022, WE WERE PROUD TO RAISE FUNDS AND SPONSORED PROJECTS. THIS INCLUDED GRANT FUNDS RECEIVED FROM THE GERMAN FEDERAL MINISTRY FOR ECONOMIC COOPERATION AND DEVELOPMENT (BMZ) TO IMPLEMENT FOR THE INCUBATION NETWORKS SINGLE USE PLASTIC CHALLENGES. WE ALSO FISCALLY SPONSORED PROJECTS SUCH AS HEADSTREAM AND BLACK TECH STREET, WHICH IS A PROJECT FUNDED BY MULTIPLE DONORS. WE DRAFTED A FUNDRAISING STRATEGY TO PURSUE MORE FUNDING OPPORTUNITIES THAT ARE ALIGNED WITH OUR AMBITION AND MISSION. WE EXPECT THIS STRATEGY TO GUIDE THE EFFORTS TO RAISE ADDITIONAL FUNDING IN FY 2023. OPERATIONAL ACHIEVEMENTS THROUGHOUT THE YEAR WE WORKED TO OVERSEE PROJECT BUDGETS SO THAT THEY WERE SPENT EFFICIENTLY, EFFECTIVELY, AND ON TIME, CONDUCT DUE DILIGENCE ON SPONSORED PROJECTS TO MINIMIZE AND MITIGATE RISKS, AS WELL AS MAKING SURE DONOR REPORTS WERE SUBMITTED ON TIME. THESE EFFORTS INCLUDED MANAGING 85 SUB-GRANTS AND CONTRACTS AWARDED IN THE YEAR 2022. TO SUPPORT THIS FUNDRAISING EFFORT AS WELL AS TO INTRODUCE OUR STRATEGIC VISION, A NEW WEBSITE WAS DEVELOPED TOWARDS THE END OF THE FISCAL YEAR 2022 AND LAUNCHED IN THE FIRST QUARTER OF 2023.
FORM 990, PAGE 6, PART VI, LINE 2	SECONDMUSE LLC SECONDMUSE LLC MEMBER MEMBER CO-OWNERS SECONDMUSE LLC SECONDMUSE LLC MEMBER MEMBER CO-OWNERS SECONDMUSE LLC SECONDMUSE LLC MEMBER MEMBER CO-OWNERS SECONDMUSE LLC SECONDMUSE LLC MEMBER MEMBER CO-OWNERS
FORM 990, PAGE 6, PART VI, LINE 11B	THE FORM 990 IS REVIEWED BY MANAGEMENT AND SELECTED MEMBERS OF THE BOARD OF DIRECTORS PRIOR TO ACCEPTANCE AND SUBMISSION TO THE IRS.
FORM 990, PAGE 6, PART VI, LINE 12C	DIRECTORS, OFFICERS AND KEY EMPLOYEES ARE REQUIRED TO DISCLOSE INTERESTS THAT COULD GIVE RISE TO CONFLICTS AT LEAST ANNUALLY. THE ANNUAL DISCLOSURE FORM APPENDED TO THE END OF THESE BOARD GOVERNANCE POLICIES, SHALL BE COMPLETED AND SUBMITTED BY EACH OFFICER AND DIRECTOR AT THE FIRST SECONDMUSE FOUNDATION MEETING OF THE CALENDAR YEAR OF THE BOARD OF DIRECTORS, AND MAINTAINED IN THE PERMANENT CORPORATE RECORDS.
FORM 990, PAGE 6, PART VI, LINE 15A	THE BOARD OF DIRECTORS SHALL OVERSEE THE SETTING OF EXECUTIVE COMPENSATION AND SHALL (1) DETERMINE COMPENSATION OF ALL DIRECTORS, TOP MANAGEMENT OFFICIALS, OFFICERS AND KEY EMPLOYEES,AND (2) REVIEW, ASSESS AND APPROVE THE REASONABLENESS OF SUCH COMPENSATION ON A REGULAR BASIS. IN ORDER TO BE APPROVED AS REASONABLE, COMPENSATION MUST BE AN AMOUNT THAT WOULD ORDINARILY BE PAID FOR COMPARABLE WORK BY SIMILARLY SITUATED ORGANIZATIONS UNDER LIKE CIRCUMSTANCES.
FORM 990, PAGE 6, PART VI, LINE 15B	THE BOARD OF DIRECTORS SHALL OVERSEE THE SETTING OF EXECUTIVE COMPENSATION AND SHALL (1) DETERMINE COMPENSATION OF ALL DIRECTORS, TOP MANAGEMENT OFFICIALS, OFFICERS AND KEY EMPLOYEES,AND (2) REVIEW, ASSESS AND APPROVE THE REASONABLENESS OF SUCH COMPENSATION ON A REGULAR BASIS. IN ORDER TO BE APPROVED AS REASONABLE, COMPENSATION MUST BE AN AMOUNT THAT WOULD ORDINARILY BE PAID FOR COMPARABLE WORK BY SIMILARLY SITUATED ORGANIZATIONS UNDER LIKE CIRCUMSTANCES.
FORM 990, PAGE 6, PART VI, LINE 19	GOVERNING DOCUMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON WRITTEN REQUEST AND ON THE SECONDMUSE FOUNDATION WEBSITE.
FORM 990, PART IX, LINE 11G	CONTRACTORS 3,464,829 442,419 0

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990) 2021

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: THE STATED MISSION OF SECONDMUSE FOUNDATION IS TO FOSTER AND DEVELOP DIVERSE, PARTICIPATORY INNOVATION COMMUNITIES THAT INCUBATE SOLUTIONS TO SOCIAL, ECONOMIC AND ENVIRONMENTAL ISSUES; INCLUDING THROUGH PUBLIC EDUCATION, FACILITATING THE ABILITY OF PRIVATE, COMMERCIAL ACTORS, ENTREPRENEURS AND GOVERNMENTS TO GENERATE SHARED VISIONS AND TAKE COLLECTIVE ACTION IN ADVANCING SOLUTIONS THAT ADDRESS ENVIRONMENTAL ISSUES AND LOCAL ECONOMIES, AND INCUBATING AND FUNDING PROGRAMS AND SOLUTIONS THAT ADVANCE SOCIAL, ENVIRONMENTAL AND/OR ECONOMIC JUSTICE. IT WILL ALSO GENERATE, CODIFY, AND PUBLISH LEARNINGS AND INSIGHTS AND FACILITATE BROADER DISCOURSE TO CATALYZE COMMUNITY DEVELOPMENT ON A LARGER SCALE.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	6
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	4
5	Total number of individuals employed in calendar year 2021 (Part V, line 2a) ......	5	18
6	Total number of volunteers (estimate if necessary) .............	6
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, Part I, line 11 .........	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	9,612,360	5,711,605
9	Program service revenue (Part VIII, line 2g) .........		0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	350	15,518
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	47	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	9,612,757	5,727,123
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	139,500	646,327
14	Benefits paid to or for members (Part IX, column (A), line 4).....		0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	1,077,767	1,515,615
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....		0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	3,169,737	4,516,082
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	4,387,004	6,678,024
19	Revenue less expenses. Subtract line 18 from line 12.......	5,225,753	-950,901
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	7,771,916	7,411,487
21	Total liabilities (Part X, line 26).............	1,075,667	1,666,139
22	Net assets or fund balances. Subtract line 21 from line 20.....	6,696,249	5,745,348

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 5,954,904 including grants of $ 646,327 ) (Revenue $ )
	GET CITIES OUR FLAGSHIP PROGRAM SINCE 2019, WORKS TO BUILD A MORE INCLUSIVE FUTURE IN TECH, STARTING AT THE CITY LEVEL. OUR APPROACH IS BEING IMPLEMENTED IN CHICAGO, WASHINGTON DC, AND MIAMI, WHICH LAUNCHED IN MARCH 2022. ACROSS OUR PORTFOLIOS, GET CITIES HOSTED OR CO-HOSTED 112 EVENTS BRINGING PEOPLE TOGETHER AROUND ECOSYSTEM BUILDING, WORKFORCE DEVELOPMENT, AND ENTREPRENEURSHIP, INVITING ABOUT 40 SPEAKERS TO SHARE THEIR EXPERIENCE AND EXPERTISE WITH MORE THAN 2,000 ATTENDEES HELPING THEM TO INCREASE THEIR KNOWLEDGE. WE ALSO SPOKE ON 20 PANELS, WORKED WITH 71 NEW LOCAL AND NATIONAL PARTNERS, AND ADDED 200 ORGANIZATIONS TO OUR NETWORK OF OVER 1,000 PEER ORGANIZATIONS. WE SUPPORTED VENTURE FELLOWS, SPONSORED A SERIES OF PITCH COMPETITIONS TO TECHSTARS, SUPPORTED DEAF WOMEN OF COLOR TO GET HIRED INTO CYBERSECURITY ROLES, AND PROVIDED GRANTS AND TECH SUPPORT TO SMALL BUSINESSES. TECH EQUITY WORKING GROUP THROUGH OUR TECH EQUITY WORKING GROUP, WHICH COLLABORATIVELY DESIGNS CITY-WIDE SOLUTIONS AND COLLECTIVE INFRASTRUCTURE TO ADDRESS GENDER AND RACIAL INEQUITIES FOR MARGINALIZED FOUNDERS IN CHICAGO, IT WAS POSSIBLE TO RAISE 8.8M. WE KICKED OFF NETWORK BUILDING WITH A ROAD SHOW IN SAN FRANCISCO AND TECHSTARS FOUNDERCON TO BRING EXPOSURE TO THE EXCITING FOUNDERS COMING OUT OF CHICAGO AND TO BUILD CONNECTIONS ACROSS A BROADER NATIONAL ECOSYSTEM. HEADSTREAM WE SPONSORED THE NATIONAL INNOVATION PROGRAM FOCUSED ON CREATING A JUST AND THRIVING DIGITAL ECONOMY THAT SUPPORTS THE WELLBEING OF YOUNG PEOPLE THROUGH A NEW PHASE OF WORK AND CONTRACT PROCESS WITH PIVOTAL VENTURES. WE SPONSORED THE INITIATIVE FROM AUG 2021-FEB 2022. DURING THIS TIME THE PROJECT DESIGNED ITS 5 YEAR PROGRAM, WHICH INCLUDED IMPACT MEASUREMENT INTEGRATION AND SUSTAINABILITY PLANNING; THE LAUNCH OF THE HEADSTREAM ACCELERATOR; AND YOUTH PROGRAM CODIFICATION. IT ALSO IDENTIFIED PROGRAM PARTICIPANTS AND A FISCAL SPONSOR (ARABELLA ADVISORS). ONCE OUR SPONSORSHIP ENDED, WE SERVED AS PART OF THE ADVISORY BOARD FOR THE REST OF THE YEAR. BLACK TECH STREET IN PARTNERSHIP WITH SECONDMUSE LLC, WE HAVE FULLY SUPPORTED THIS INNOVATIVE INITIATIVE WITH A VISION FOR THE REBIRTH OF TULSAS BLACK WALL STREET AS THE NEW GLOBAL CENTER FOR BLACK-OWNED TECHNOLOGY COMPANIES. IN ADDITION TO OUR SPONSORSHIP, WE ALSO SERVE ON THE ADVISORY BOARD. WE HAVE BEEN THRILLED TO SEE BLACK TECH STREET COVERED ON VARIOUS MEDIA OUTLETS INCLUDING CNN, FORBES AND CSR WIRE. IN 2022, IT SUCCESSFULLY DEVELOPED A 10-YEAR STRATEGY FOR THE CREATION OF A THRIVING BLACK TECHECOSYSTEM IN TULSA. THEY ALSO CONDUCTED A CATALYTIC FACTOR ANALYSIS USING DIGITAL DELTA, A TOOL THAT WAS INITIALLY DEVELOPED FOR HEADSTREAM. THIS HELPED TO IDENTIFY WHICH FACTOR WOULD BE MOST CATALYTIC TO SOLVE IN THE BUILDING OF BLACK TECH STREET. THE FOUNDER, TYRANCE BILLINGSLEY, SAID: INNOVATIONS THAT CHANGE THE WORLD DONT COME FROM POLITICS; THEY COME FROM ENTREPRENEURSHIP. TECH COMPANIES, INCLUDING MICROSOFT, HAVE LOCATED BRANCHES IN TULSA, AND THEY ARE ACTIVELY RECRUITING INCLUSIVE CAPITAL COLLECTIVE THE INCLUSIVE CAPITAL COLLECTIVE (ICC) IS A GROWING NETWORK OF COMMUNITY FUND MANAGERS AND ENTREPRENEUR SUPPORT ORGANIZATIONS DESIGNING AND DEVELOPING SHARED TECHNICAL AND FINANCIAL INFRASTRUCTURE FOR AGGREGATING AND DEPLOYING FINANCIAL CAPITAL AND OTHER RESOURCES TO ENTREPRENEURS AND COMMUNITIES OF COLOR IN THE US. THE NETWORK IS SUPPORTED BY VARIOUS FUNDERS, INCLUDING A THREE- YEAR GRANT FROM THE ECONOMIC DEVELOPMENT ADMINISTRATION. IN 2022, THEIR INDIVIDUAL MEMBERSHIP INCREASED FROM 100 TO 250. SEVERAL EVENTS WERE HELD IN PENNSYLVANIA, CHICAGO, AND COLORADO, WHICH BROUGHT TOGETHER COMMUNITIES FROM ACROSS FUNDERS, ENTREPRENEUR SUPPORT ORGANIZATIONS, AND POLICYMAKERS FOR FACILITATED WORKING SESSIONS AND DISCUSSIONS FOCUSED ON TRAUMA-INFORMED FINANCIAL PROGRAMMING AND PRODUCTS. THE ICC ALSO PUBLISHED 3 BLACK PAPERS, WHICH HIGHLIGHTED THE NEED FOR RELATIONSHIP-BASED LENDING TO DRIVE EQUITY. WE SUPPORTED THE ICC IN PUBLISHING 30 CAPITAL INNOVATOR SPOTLIGHT INTERVIEWS THAT ARE FEATURED ON ITS COMMUNITY PLATFORM. THROUGH THESE PROFILE PAGES, READERS GAIN INSIGHT INTO THE INCLUSIVE CAPITAL COLLECTIVES UNIQUE APPROACH TO ADVANCING ECONOMIC EQUITY AND SOCIAL JUSTICE. EACH PROFILE HIGHLIGHTS THE ICC MEMBERS PERSONAL JOURNEY, PROFESSIONAL ACHIEVEMENTS, AND THEIR UNWAVERING COMMITMENT TO USING THEIR SKILLS, KNOWLEDGE, AND RESOURCES TO CREATE A MORE INCLUSIVE AND EQUITABLE FINANCIAL ECOSYSTEM. THE INCUBATION NETWORK WITH SUPPORT FROM THE ECCA FAMILY FOUNDATION, THE PROGRAM TACKLES PLASTIC LEAKAGE AND ADVANCES A CIRCULAR ECONOMY BY SUPPORTING STARTUPS ACROSS ALL MATURITY STAGES AND SCALING THEIR EARLY-STAGE OR PRE- INVESTMENT INNOVATIONS TOGETHER WITH KEY INDUSTRY STAKEHOLDERS. WITH OUR SUPPORT THEY RECEIVED A GRANT FROM THE GERMAN FEDERAL MINISTRY FOR ECONOMIC COOPERATION AND DEVELOPMENT (BMZ) TO CONDUCT SINGLE USE PLASTIC CHALLENGES IN 5 COUNTRIES. THESE CHALLENGES WERE COMPLETED SUCCESSFULLY: 19 IN INDIA, 12 IN THAILAND, 37 IN INDONESIA, 17 IN VIETNAM, AND 6 IN THE PHILIPPINES. AT THE COMPLETION OF THE CHALLENGES, LESSONS LEARNED AND INSIGHT REPORTS WERE PUBLISHED. DURING THE CHALLENGE PILOTS, 76 STARTUPS AND 8 ESOS, 16 SMES, AND 57 VENTURES WERE SUPPORTED, AND A TOTAL OF 934.7 KG OF PLASTICS WAS ESTIMATED TO HAVE BEEN AVOIDED. FUNDRAISING ACHIEVEMENTS THROUGHOUT 2022, WE WERE PROUD TO RAISE FUNDS AND SPONSORED PROJECTS. THIS INCLUDED GRANT FUNDS RECEIVED FROM THE GERMAN FEDERAL MINISTRY FOR ECONOMIC COOPERATION AND DEVELOPMENT (BMZ) TO IMPLEMENT FOR THE INCUBATION NETWORKS SINGLE USE PLASTIC CHALLENGES. WE ALSO FISCALLY SPONSORED PROJECTS SUCH AS HEADSTREAM AND BLACK TECH STREET, WHICH IS A PROJECT FUNDED BY MULTIPLE DONORS. WE DRAFTED A FUNDRAISING STRATEGY TO PURSUE MORE FUNDING OPPORTUNITIES THAT ARE ALIGNED WITH OUR AMBITION AND MISSION. WE EXPECT THIS STRATEGY TO GUIDE THE EFFORTS TO RAISE ADDITIONAL FUNDING IN FY 2023. OPERATIONAL ACHIEVEMENTS THROUGHOUT THE YEAR WE WORKED TO OVERSEE PROJECT BUDGETS SO THAT THEY WERE SPENT EFFICIENTLY, EFFECTIVELY, AND ON TIME, CONDUCT DUE DILIGENCE ON SPONSORED PROJECTS TO MINIMIZE AND MITIGATE RISKS, AS WELL AS MAKING SURE DONOR REPORTS WERE SUBMITTED ON TIME. THESE EFFORTS INCLUDED MANAGING 85 SUB-GRANTS AND CONTRACTS AWARDED IN THE YEAR 2022. TO SUPPORT THIS FUNDRAISING EFFORT AS WELL AS TO INTRODUCE OUR STRATEGIC VISION, A NEW WEBSITE WAS DEVELOPED TOWARDS THE END OF THE FISCAL YEAR 2022 AND LAUNCHED IN THE FIRST QUARTER OF 2023.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses5,954,904

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and title
(1) NICOLE MCDONALD...................................................................... PRESIDENT	.................	X	X	0	0	0
(2) ERICA BARBOSA...................................................................... TREASURER	.................	X	X	0	0	0
(3) TODD KHOZEIN...................................................................... DIRECTOR	.................	X		0	0	0
(4) CARRIE FREEMAN...................................................................... DIRECTOR	.................	X		0	0	0
(5) ANTHONY JEWETT...................................................................... DIRECTOR	.................	X		0	0	0
(6) SARAH OWEN...................................................................... DIRECTOR	.................	X		0	0	0

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........

(A) Name and business address	(B) Description of services	(C) Compensation
SECONDMUSE LLC PO BOX 582 BERNALILLO,NM87004	CONSULTING	1,921,056
SERWAH AFRIYIE, 4808 WASHTENAW AVE APT A8 ANN ARBOR,MI48108	CONSULTING	102,423



2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 2

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	5,711,605

g	Noncash contributions included in lines 1a - 1f:$		1g

h Total. Add lines 1a-1f.......		5,711,605

		Business Code
2a
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....

3 Investment income (including dividends, interest, and othersimilar amounts) ......			15,518		15,518
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents			6a
b	Less: rental expenses			6b
c	Rental income or (loss)			6c
d	Net rental income or (loss).......
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory			7a
b	Less: cost or other basis and sales expenses			7b
c	Gain or (loss)			7c
d	Net gain or (loss).........
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a
b	Less: direct expenses ...		8b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a
b	Less: direct expenses ...		9b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
			10a
b	Less: cost of goods sold ..		10b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See instructions.....			5,727,123		15,518

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	569,327	569,327
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............	77,000	77,000
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........
7	Other salaries and wages........	1,349,323	1,207,907	141,416
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......	62,284	55,756	6,528
10	Payroll taxes ...........	104,008	93,107	10,901
11	Fees for services (non-employees):
a	Management ......
b	Legal .........
c	Accounting ...........	13,961		13,961
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	3,907,248	3,464,829	442,419
12	Advertising and promotion ....	25,719	25,719
13	Office expenses .......	117,689	114,462	3,227
14	Information technology ......	79,844	9,168	70,676
15	Royalties ..
16	Occupancy ...........	62,433	62,433
17	Travel ............	158,637	131,100	27,537
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....	2,860	360	2,500
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..
23	Insurance ...	4,272	716	3,556
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	MISCELLANEOUS	87,079	86,770	309
b	AWARDS & GRANTS	56,000	56,000
c	LICENSES & PERMITS	340	250	90
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	6,678,024	5,954,904	723,120	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........		2,169,243	1	838,925
2	Savings and temporary cash investments .........		5,596,862	2	6,430,546
3	Pledges and grants receivable, net ......			3	141,600
4	Accounts receivable, net .............			4
5	Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
				5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
				6
7	Notes and loans receivable, net ...........			7
8	Inventories for sale or use ............			8
9	Prepaid expenses and deferred charges ......		5,811	9	416
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation	10b		10c
11	Investments—publicly traded securities .			11
12	Investments—other securities. See Part IV, line 11 .....			12
13	Investments—program-related. See Part IV, line 11 ..			13
14	Intangible assets ...............			14
15	Other assets. See Part IV, line 11 ...........			15
16	Total assets. Add lines 1 through 15 (must equal line 33)...		7,771,916	16	7,411,487

17	Accounts payable and accrued expenses .....	1,031,193	17	1,666,139
18	Grants payable ...		18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
22	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
			22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D	44,474	25
26	Total liabilities. Add lines 17 through 25..	1,075,667	26	1,666,139

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	5,679,107	27	1,427,150
28	Net assets with donor restrictions ...........	1,017,142	28	4,318,198
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	6,696,249	32	5,745,348
33	Total liabilities and net assets/fund balances ........	7,771,916	33	7,411,487

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to separately file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; don't file with Form 990). . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471). . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) .	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships (see Instructions for Form 8865). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to separately file Form 5713, International Boycott Report (see Instructions for Form 5713; don't file with Form 990).. . . . . . . . . . . . . . . . . . . . . . . . . . . .	Yes	No