TY 2021 Form 990PF

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)
	1	Contributions, gifts, grants, etc., received (attach schedule)	22,900,000
2	Check .............
3	Interest on savings and temporary cash investments	4,467	22,176	22,176
4	Dividends and interest from securities...	322,883	313,995	313,995
5a	Gross rents............	24,695	24,695	24,695
b	Net rental income or (loss) 24,695
6a	Net gain or (loss) from sale of assets not on line 10		-250,633
b	Gross sales price for all assets on line 6a 5,378,325
7	Capital gain net income (from Part IV, line 2)...		0
8	Net short-term capital gain.........			0
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).......		169,559	2,907	2,907
12	Total. Add lines 1 through 11........	23,170,971	363,773	363,773
	13	Compensation of officers, directors, trustees, etc.	90,000	0	0	90,000
14	Other employee salaries and wages......	335,257	0	0	335,257
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........		42,801	0	0	21,400
b	Accounting fees (attach schedule).......		21,850	0	0	10,925
c	Other professional fees (attach schedule)....		512,018	76,045	76,045	217,483
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		72,591	2,662	67,214	5,377
19	Depreciation (attach schedule) and depletion...		131,874	0	0
20	Occupancy..............
21	Travel, conferences, and meetings.......	1,218	0	0	1,218
22	Printing and publications..........
23	Other expenses (attach schedule).......		451,318	4,773	4,773	451,318
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	1,658,927	83,480	148,032	1,132,978
25	Contributions, gifts, grants paid.......	0			0
26	Total expenses and disbursements. Add lines 24 and 25	1,658,927	83,480	148,032	1,132,978
	27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	21,512,044
b	Net investment income (if negative, enter -0-)		280,293
c	Adjusted net income (if negative, enter -0-)...			215,741

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	506,478	4,620,893	4,620,893
	2	Savings and temporary cash investments.........	3,188,582	11,919,515	11,919,515
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	1,730,400	1,730,400	1,730,400
	b	Investments—corporate stock (attach schedule).......	12,327,450	13,776,844	14,921,490
	c	Investments—corporate bonds (attach schedule).......
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	1,505,095	673,674	939,265
	14	Land, buildings, and equipment: basis 12,280,597
		Less: accumulated depreciation (attach schedule) 143,943	3,746,513	12,136,654	12,136,654
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	23,004,518	44,857,980	46,268,217
	17	Accounts payable and accrued expenses..........	13,468
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons	24,663	114,941
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........	38,131	114,941
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........	0	0
	27	Paid-in or capital surplus, or land, bldg., and equipment fund	0	0
	28	Retained earnings, accumulated income, endowment, or other funds	22,966,387	44,743,039
	29	Total net assets or fund balances (see instructions).....	22,966,387	44,743,039
	30	Total liabilities and net assets/fund balances (see instructions).	23,004,518	44,857,980

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation
1 a	PUBLICLY TRADED SECURITIES - CHARLES SCHWAB	P
b	PUBLICLY TRADED SECURITIES - CHARLES SCHWAB	P
c	PUBLICLY TRADED SECURITIES - GOLDMAN SACHS	P
d	PUBLICLY TRADED SECURITIES - GOLDMAN SACHS	P
e	PUBLICLY TRADED SECURITIES - GOLDMAN SACHS	P

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	974,416	1,132,465	-158,049
b	4,614	4,614	0
c	3,704,962	3,737,437	-32,475
d	692,503	752,612	-60,109
e	1,830	1,830	0

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			-158,049
b			0
c			-32,475
d			-60,109
e			0

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	-250,633
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 ...................		3	-190,524

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2	0
3	Add lines 1 and 2...........................	3	3,896
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4	0
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	3,896
6	Credits/Payments:

a	2021 estimated tax payments and 2020 overpayment credited to 2021	6a	3,437
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	0
d	Backup withholding erroneously withheld ...........	6d	0

7	Total credits and payments. Add lines 6a through 6d..............		7	3,437
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	12
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	471
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2022 estimated tax	Refunded	11

(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
JOHN POINDEXTER	PRESIDENT 1.00	15,000	0	0
600 TRAVIS ST SUITE 400 HOUSTON,TX77002
HENRY THOMPSON	TREASURER 1.00	10,000	0	0
12011 NAUGHTON ST HOUSTON,TX77024
CHRISTOPHER COBB	BOARD MEMBER 1.00	7,500	0	0
879 FLEETS BAY RD WHITE STONE,VA22578
DAVID NUZZO	BOARD MEMBER 1.00	10,000	0	0
2224 DUNSTAN STREET HOUSTON,TX77005
JEFFREY PARSONS	BOARD MEMBER 1.00	10,000	0	0
ONE RIVERWAY SUITE 1800 HOUSTON,TX77056
NORBERT MARKERT	BOARD MEMBER 1.00	10,000	0	0
3219 UNIVERSITY BLVD WEST UNIVERSITY PLACE,TX77005
PAUL CLEMENCEAU	BOARD MEMBER 1.00	10,000	0	0
3708 INWOOD DR HOUSTON,TX77019
RICHARDSON GILL	BOARD MEMBER 1.00	10,000	0	0
25010 SILVERSTONE SAN ANTONIO,TX78258
STEPHEN MAGEE	BOARD MEMBER 1.00	10,000	0	0
3725 INWOOD DR HOUSTON,TX77019


JB POINDEXTER & CO INC	ADMINISTRATIVE SERVICES	221,118
600 TRAVIS ST STE 400 HOUSTON,TX77002
GRIT HOUNDS JUNK REMOVAL	WASTE MANAGEMENT SERVICES	81,910
PO BOX 254 NORGE,VA23127
HOWARD LAWN CARE	LAWN CARE SERVICES	77,590
6588 TERMINAL RD QUINTON,VA23141
GOLDMAN SACHS	INVESTMENT MANAGEMENT	77,053
609 MAIN ST STE 2100 HOUSTON,TX77002
SOUTHWESTERN HOLDINGS INC	ADMINISTRATIVE SERVICES	60,000
600 TRAVIS ST STE 400 HOUSTON,TX77002

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	THE FOUNDATION IS ORGANIZED AND OPERATED PRINCIPALLY TO PRESERVE, RESTORE, RECONSTRUCT, OR OTHERWISE MAINTAIN HISTORICAL STRUCTURES, OBJECTS, WORKS OF ART AND EXPANSIVE RURAL LANDSCAPES AND TO PROMOTE, ENCOURAGE, AND CARRY ON HISTORICAL, INTERPRETIVE, RESEARCH, AND EDUCATIONAL ACTIVITIES RELATED THERETO, ALL FOR THE BENEFIT OF THE PUBLIC. THE ACQUISITION OF HISTORICAL BUILDINGS AND LAND BY THE FOUNDATION ARE CORE TO THE FOUNDATION'S TAX-EXEMPT PURPOSES, AS THE STEWARDSHIP OF THESE ASSETS DIRECTLY FURTHERS THE MULTI-FACETED MISSION OF THE FOUNDATION OF HISTORICAL PRESERVATION, CONSERVATION AND THE ADVANCEMENT OF EDUCATION AND SCIENTIFIC RESERACH TO SERVE THE PUBLIC INTEREST.	1,183,624
2


3


4

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

		(a) Corpus	(b) Years prior to 2020	(c) 2020	(d) 2021
1 Distributable amount for 2021 from Part X, line 7
2 Undistributed income, if any, as of the end of 2021:
a Enter amount for 2020 only.......
b Total for prior years:20, 20, 20
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: $
a Applied to 2020, but not more than line 2a
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.....
e Remaining amount distributed out of corpus
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
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 ..........
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 ......
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....

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2021	(b) 2020	(c) 2019	(d) 2018	(e) Total
	215,741	134,126	0	0	349,867
b 85% (0.85) of line 2a .........	183,380	114,007	0	0	297,387
c Qualifying distributions from Part XI, line 4 for each year listed .....	3,607,858	4,140,763	0	0	7,748,621
d Amounts included in line 2c not used directly for active conduct of exempt activities ..........	0	0	0	0	0
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....	3,607,858	4,140,763	0	0	7,748,621
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......					0
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)					0
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part IX, line 6 for each year listed ..	1,119,185	670,904	0	0	1,790,089
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) ....					0
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....					0
(3) Largest amount of support from an exempt organization					0
(4) Gross investment income					0

JOHN POINDEXTER

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:

Line No.	Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)

(a) Line No.	(b) Amount involved	(c) Name of noncharitable exempt organization	(d) Description of transfers, transactions, and sharing arrangements

(a) Name of organization	(b) Type of organization	(c) Description of relationship

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year

Total ................................. 3a				0

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments ....
3 Interest on savings and temporary cash investments ...........			14	4,467
4 Dividends and interest from securities ....
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....			14	24,695
6 Net rental income or (loss) from personal property
7 Other investment income .....
8 Gain or (loss) from sales of assets other than inventory ............			14	-250,633
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) ..		0		270,971	0

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name				Firm's EIN
	Firm's address				Phone no.

Name of organization TIDEWATER AND BIG BEND 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
1	JOHN POINDEXTER 600 TRAVIS ST SUITE 400 HOUSTON, TX77002	$ 20,000,000	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
2	SOUTHWESTERN HOLDINGS INC 600 TRAVIS ST SUITE 400 HOUSTON, TX77002	$ 2,900,000	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) (2021)

Name of organization TIDEWATER AND BIG BEND FOUNDATION		Employer identification number 85-3981884

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
2	REAL ESTATE8501 NEW KENT HWY, NEW KENT, VA XXX-XX-XXXX NEW KENT HWY, NEW KENT, VA 23124	$ 2,900,000	2022-08-17
(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)


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









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

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
JB POINDEXTER & CO INC	ADMINISTRATIVE SERVICES	221,118
600 TRAVIS ST STE 400 HOUSTON,TX77002	ADMINISTRATIVE SERVICES	221,118
GRIT HOUNDS JUNK REMOVAL	WASTE MANAGEMENT SERVICES	81,910
PO BOX 254 NORGE,VA23127	WASTE MANAGEMENT SERVICES	81,910
HOWARD LAWN CARE	LAWN CARE SERVICES	77,590
6588 TERMINAL RD QUINTON,VA23141	LAWN CARE SERVICES	77,590
GOLDMAN SACHS	INVESTMENT MANAGEMENT	77,053
609 MAIN ST STE 2100 HOUSTON,TX77002	INVESTMENT MANAGEMENT	77,053
SOUTHWESTERN HOLDINGS INC	ADMINISTRATIVE SERVICES	60,000
600 TRAVIS ST STE 400 HOUSTON,TX77002	ADMINISTRATIVE SERVICES	60,000

bApproved for future payment

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


Name of organization TIDEWATER AND BIG BEND FOUNDATION			Employer identification number 85-3981884
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.

Name of Stock	End of Year Book Value	End of Year Fair Market Value
GOLDMAN SACHS: EQUITIES	6,536,642	7,010,232
CHARLES SCHWAB: EQUITIES	7,240,202	7,911,258

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
GOLDMAN SACHS: MONEY MARKET	FMV	673,674	673,674
FOTRESS TRNSPORTATION	FMV	0	265,591

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
BANK CHARGES	344	0	0	344
OFFICE EXPENSE	7,632	0	0	7,632
DUES, FEES & SUBSCRIPTIONS	4,578	0	0	4,578
ADVERTISING EXPENSE	4,796	0	0	4,796
UTILITIES EXPENSE	12,634	0	0	12,634
WASTE DISPOSAL	1,839	0	0	1,839
INSURANCE EXPENSE	105,602	0	0	105,602
EQUIPMENT EXPENSE	71,755	0	0	71,755
MISCELLANEOUS EXPENSES	49,313	0	0	49,313
MOVING EXPENSE	38,754	0	0	38,754
MEALS	1,798	0	0	1,798
REPAIRS & MAINTENANCE	96,008	0	0	96,008
LANDSCAPING	3,381	0	0	3,381
GAS & FUEL EXPENSES	28,399	0	0	28,399
LIVESTOCK EXPENSE	645	0	0	645
RENT EXPENSE	23,840	0	0	23,840
FORTRESS K-1 EXPENSES	0	4,773	4,773	0

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
OTHER INCOME	11	0	0
TIMBER SALES	170,963	0	0
FORTRESS K-1 INCOME	-1,415	2,907	2,907

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ARCHITECT FEES	858	0	0	429
INVESTMENT MANAGEMENT	77,053	76,045	76,045	0
VARIOUS CONSULTATION SERVICES	152,989	0	0	76,495
ADMINISTRATIVE SERVICE FEE	281,118	0	0	140,559

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
PROPERTY TAXES	21,368	0	21,368	0
FOREIGN TAXES	2,662	2,662	2,662	0
OTHER TAXES	2,300	0	2,300	0
PAYROLL TAXES	40,884	0	40,884	0
EXCISE TAX BASED ON NET INVESTMENT INCOME	5,377	0	0	5,377

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