TY 2022 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

Do not enter social security numbers on this form as it may be made public.
right arrow

Go to www.irs.gov/Form990PF for instructions and the latest information.

OMB No. 1545-0047

2022

Open to Public Inspection

For calendar year 2022, or tax year beginning 01-01-2022 , and ending 12-31-2022

Name of foundation
Broughton Foundation Trust

Number and street (or P.O. box number if mail is not delivered to street address)PO Box 12774
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Dallas, TX75225

A Employer identification number

75-6395131

B Telephone number (see instructions)

(432) 935-8597

C If exemption application is pending, check here right arrow

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address change Name change

D 1. Foreign organizations, check here............. right arrow

2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... right arrow

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... right arrow

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) right arrow

$52,271,376J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books		(b) Net investment income	(c) Adjusted net income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments	12,389		12,389	12,389
4	Dividends and interest from securities...	1,078,643		1,078,643	1,078,643
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		-1,094,652
b	Gross sales price for all assets on line 6a 7,037,767
7	Capital gain net income (from Part IV, line 2)...
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......	List of Attached Documents: // Content	26,959,855	26,959,855	26,959,855
12	Total. Add lines 1 through 11........	26,956,235		28,050,887	28,050,887
13	Compensation of officers, directors, trustees, etc.	46,514
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........	List of Attached Documents: // Content	12,731	12,731
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	16,197	16,197
c	Other professional fees (attach schedule)....	List of Attached Documents: // Content	190,842	190,842
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	1,492,466	1,492,466
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	1,362,167	1,352,893
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	3,120,917		3,065,129		0
25	Contributions, gifts, grants paid.......	2,205,808				2,205,808
26	Total expenses and disbursements. Add lines 24 and 25	5,326,725		3,065,129		2,205,808
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	21,629,510
b	Net investment income (if negative, enter -0-)			24,985,758
c	Adjusted net income (if negative, enter -0-)...				28,050,887

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2022)

Form 990-PF (2022)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	9
	2	Savings and temporary cash investments.........	7,923,957	18,816,564	18,816,564
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule).......	6,092,959	List of Attached Documents: // Content 9,740,191	9,173,350
	c	Investments—corporate bonds (attach schedule).......	9,953,189	List of Attached Documents: // Content 9,549,893	8,565,581
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	8,472,990	List of Attached Documents: // Content 15,888,506	15,715,881
	14	Land, buildings, and equipment: basis 28,072
		Less: accumulated depreciation (attach schedule) 28,072
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	32,443,104	53,995,154	52,271,376
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........		0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........	32,443,104	53,995,154
	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........
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds
	29	Total net assets or fund balances (see instructions).....	32,443,104	53,995,154
	30	Total liabilities and net assets/fund balances (see instructions).	32,443,104	53,995,154

Part III

Analysis of Changes in Net Assets or Fund Balances

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

32,443,104

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

21,629,510

Other increases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

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

54,072,617

Decreases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

77,463

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .

53,995,154

Form 990-PF (2022)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	Securities sold thru Stifel, Nicolaus	P	2022-07-01	2022-07-01
b	Securities sold thru Stifel, Nicolaus	P	2000-01-01	2022-12-31
c	Securities sold thru Stifel, Nicolaus	P	2000-07-01	2022-12-31
d	Securities sold thru Stifel, Nicolaus	P	2000-01-01	2022-12-31
e	Securities sold thru Stifel, Nicolaus	P	2022-07-01	2022-07-01
	Securities sold thru Stifel, Nicolaus	P	2000-01-01	2022-12-31
	Securities sold thru UBS Financial	P	2000-01-01	2022-12-31

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	4,062,288	4,572,516	-510,228
b	1,227,898	1,506,371	-278,473
c	443,474	627,957	-184,483
d	112,187	181,295	-69,108
e	242,038	259,248	-17,210
	101,836	115,168	-13,332
	848,046	869,864	-21,818

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			-510,228
b			-278,473
c			-184,483
d			-69,108
e			-17,210
			-13,332
			-21,818

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	-1,094,652
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	-527,438

Form 990-PF (2022)

Page 4

Part V

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)	1	347,302
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	347,302
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	347,302
6	Credits/Payments:

a	2022 estimated tax payments and 2021 overpayment credited to 2022	6a	69,000
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	69,000
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2221 is attached. List of Attached Documents: // Content		8	12,971
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	291,273
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 2023 estimated tax0	Refunded	11

Part VI-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions

for the definition.................................

If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. right arrow

$ (2) On foundation managers. right arrow

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. right arrow

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....

Did the foundation have unrelated business gross income of $1,000 or more during the year?.........

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument? ................

Yes

Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),

and Part XIV..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If "No," attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2022 or the taxable year beginning in 2022? See the instructions for Part XIII.

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

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

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

Form 990-PF (2022)

Page 5

Part VI-A

Statements Regarding Activities (continued)

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement. See instructions.................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address right arrow

N/A

The books are in care of right arrow

Jim Weaver Telephone no. right arrow

(432) 935-8597

Located at right arrow

PO Box 12774DallasTX ZIP+4 right arrow

75225

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

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

16 At any time during calendar year 2022, did the foundation have an interest in or a signature or other authority over YesNo

a bank, securities, or other financial account in a foreign country? .................

16 No

See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country right arrow

Part VI-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.

Yes

During the year did the foundation (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? ...........

1a(1)

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

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

1a(2)

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

1a(3)

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

1a(4)

(5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)? ......................

1a(5)

(6) Agree to pay money or property to a government official? (Exception. Check "No"

if the foundation agreed to make a grant to or to employ the official for a period

after termination of government service, if terminating within 90 days.) ...............

1a(6)

If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations

section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........

Organizations relying on a current notice regarding disaster assistance check here ........ right arrow

Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,

that were not corrected before the first day of the tax year beginning in 2022? .............

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2022, did the foundation have any undistributed income (Part XII, lines 6d

and 6e) for tax year(s) beginning before 2022?....................

If "Yes," list the years right arrow

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer "No" and attach statement—see instructions.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year? ..............................

If "Yes," did it have excess business holdings in 2022 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2022.) .....................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2022? ..

Form 990-PF (2022)

Page 6

Part VI-B

Statements Regarding Activities for Which Form 4720 May Be Required (continued)

During the year did the foundation pay or incur any amount to:

Yes

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........

5a(1)

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive? ....................

5a(2)

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

5a(3)

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

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

5a(4)

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals? .............

5a(5)

If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in

Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........

Organizations relying on a current notice regarding disaster assistance check ......... right arrow

If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the

tax because it maintained expenditure responsibility for the grant? .................

If "Yes," attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract? .............................

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?

If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....

Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or

excess parachute payment during the year? .........................

Part VII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors

1 List all officers, directors, trustees, foundation managers and their compensation. See instructions

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)
Jean Broughton	Trustee 0.00	0
PO Box 12774 Dallas,TX75225	Trustee 0.00	0
Jim Weaver	TRUSTEE 10.00	43,764
PO Box 12774 Dallas,TX75225	TRUSTEE 10.00	43,764
Clifton Talbot	TRUSTEE 0.00	1,000
702 Avondale Dr Big Spring,TX79720	TRUSTEE 0.00	1,000
John Grant	TRUSTEE 0.00	750
7006 Highland Dr Big Spring,TX79720	TRUSTEE 0.00	750
John Marshall	TRUSTEE 0.00	1,000
3 Highland Cove Big Spring,TX79720	TRUSTEE 0.00	1,000

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


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









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

Form 990-PF (2022)

Page 7

Part VII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

Total number of others receiving over $50,000 for professional services............. right arrow

Part VIII-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.	Expenses
1


2


3


4

Part VIII-B

Summary of Program-Related Investments (see instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.	Amount
1


2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... right arrow

Form 990-PF (2022)

Page 8

Part IX

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

26,976,956

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

15,182,669

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

1,897,550

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

44,057,175

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

44,057,175

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

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

660,858

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

43,396,317

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

2,169,816

Part X

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow

and do not complete this part.)

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

2,169,816

Tax on investment income for 2022 from Part V, line 5.......

347,302

Income tax for 2022. (This does not include the tax from Part V.) ...

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

347,302

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

1,822,514

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

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

1,822,514

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

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

1,822,514

Part XI

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

2,205,808

Program-related investments—total from Part VIII-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4. .......

2,205,808

Form 990-PF (2022)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(d) 2022
1 Distributable amount for 2022 from Part X, line 7			1,822,514
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2021 only.......
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2022:
a From 2017......
b From 2018......
c From 2019......
d From 2020......
e From 2021......	40,714
f Total of lines 3a through e ........		40,714
4Qualifying distributions for 2022 from Part
XI, line 4: $ 2,205,808
a Applied to 2021, 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)........		0
d Applied to 2022 distributable amount.....			1,822,514
e Remaining amount distributed out of corpus		383,294
5 Excess distributions carryover applied to 2022.
(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		424,008
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 2021. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2022. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2023 ..........			0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8 Excess distributions carryover from 2017 not applied on line 5 or line 7 (see instructions) ...
9 Excess distributions carryover to 2023. Subtract lines 7 and 8 from line 6a ......		424,008
10 Analysis of line 9:
a Excess from 2018....
b Excess from 2019....
c Excess from 2020....
d Excess from 2021....	40,714
e Excess from 2022....	383,294

Form 990-PF (2022)

Page 10

Part XIII

Private Operating Foundations (see instructions and Part VI-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2022, enter the date of the ruling ...... right arrow

b Check box to indicate whether the organization is a private operating foundation described in section 4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part IX for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2022	(b) 2021	(c) 2020	(d) 2019	(e) Total

b 85% (0.85) of line 2a .........
c Qualifying distributions from Part XI, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ..........
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part IX, line 6 for each year listed ..
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XIV

Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here right arrow

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions

aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:

Jim Weaver
PO Box 12774
Dallas,TX75225
(432) 935-8597

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

NO POLICY

cAny submission deadlines:

NO POLICY ON DEADLINES

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

APPLICANT MUST PROVIDE THE FOUNDATION WITH A CURRENT FAVORABLE IRS DETERMINATION LETTER.

Form 990-PF (2022)

Page 11

Part XIV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
Westside Community Daycare Center PO Box 2296 Big Spring,TX79721			OPERATIONS	110,000
CASA of West Texas 1611 W Texas Ave Midland,TX79701			OPERATIONS	100,000
Victim Services of Big Spring PO Box 2137 Big Spring,TX79721			OPERATIONS	40,000
Howard County Volunteer Fire Dept PO Box 2877 Big Spring,TX79721			OPERATIONS	250,000
Big Spring Senior Center 100 Whiskey Dr Big Spring,TX79720			OPERATIONS	20,000
Big Spring Police Department 3613 W Hwy 80 Big Spring,TX79720			OPERATIONS	28,798
Howard County Sheriff PO Box 1949 Big Spring,TX79721			OPERATIONS	86,000
Big Spring Symphony PO Box 682 Big Spring,TX79721			OPERATIONS	5,000
Children's Medical Center 2777 Stemmons Freeway Suite 1700 Dallas,TX75207			OPERATIONS	300,000
Concho Valley Home for Girls 412 Preusser San Angelo,TX76903			OPERATIONS	20,000
UMC Foundation 602 Indiana Ave Lubbock,TX79415			OPERATIONS	300,000
West Texas Counseling Guidance Cent 36 E Twohig Cactus Hotel 6th Flo San Angelo,TX76903			OPERATIONS	100,000
Partners in Opportunity PO Box 5301 Carmel,CA93921			OPERATIONS	150,000
Martin County Hospital District PO Box 640 Stanton,TX79782			OPERATIONS	250,000
Visiting Nurse Association Dallas 1420 W Mockingbird Ln 700 Fsllsd,TX75247			OPERATIONS	40,000
Big Spring Housing Authority 1600 S Lancaster St Big Spring,TX79720			OPERATIONS	50,000
Children's Advocacy Center 3418 Town and Country Dr San Angelo,TX76904			OPERATIONS	100,000
Friends of the Library of Howard Co 500 Main Street Big Spring,TX79720			OPERATIONS	6,010
Joe Arrington Cancer Center 4101 22nd Pl Lubbock,TX79410			OPERATIONS	250,000
Total ................................. 3a				2,205,808

bApproved for future payment

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

Form 990-PF (2022)

Page 12

Part XV-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments ....
3 Interest on savings and temporary cash investments ...........			14	12,389
4 Dividends and interest from securities ....			14	1,078,643
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income .....
8 Gain or (loss) from sales of assets other than inventory ............					-1,094,652
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: aCo-Op Distributions			14	681
bOil & gas lease rentals			15	365,719
cOil & gas royalties			16	26,566,353
dOil & gas working interests			16	27,102
e
12 Subtotal. Add columns (b), (d), and (e) ..				28,050,887	-1,094,652

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

26,956,235

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

Part XV-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2022)

Page 13

Part XVI

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?

Yes

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

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

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........Yes No

If "Yes," complete the following schedule.

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

Sign Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
				May the IRS discuss this return with the preparer shown below? See instructions. Yes No
	Signature of officer or trustee	Date	Title

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

Form 990-PF (2022)

Additional Data

Software ID:	22015553
Software Version:	2022v5.0

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2022 AccountingFeesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Accounting & tax preparation	16,197	16,197	0	0

- TIN:

TY 2022 InvestmentsCorpBondsSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Name of Bond	End of Year Book Value	End of Year Fair Market Value
Blackrock Strategic Income Opportunities	977,644	897,746
JPMorgan Strategic Income Opportunities	600,870	582,140
Lord Abbett Bond Debenture Fund	1,619,543	1,407,150
Lord Abbett Short Duration Income Fund	1,508,697	1,310,120
Natixix Loomis Sayles Core Plus Bond Fnd	1,222,329	1,071,382
Virtus Newfleet Multi Sector Short-Term	1,459,710	1,325,546
Fortune Brands Home & Sec notes	41,908	40,704
Motorola Solultions Inc. notes	28,760	28,621
Allegion US Hldg Co. notes	47,567	44,256
Carlisle Cos. notes	24,000	22,237
Carrier Global Corp. notes	24,595	22,626
Global Payments Inc. notes	55,072	50,842
Dollar Tree Inc. notes	47,800	43,957
Reynolds American Inc. notes	23,501	21,534
Fortune Brands Home & Sec notes	5,340	4,869
Verisk Analytics Inc. notes	35,471	33,073
Microchip Tech Inc. notes	47,834	45,662
Conagra Brands Inc. notes	47,899	43,395
Altria Group Inc. notes	47,959	43,113
Western Digital Corp. notes	56,834	50,852
Trinity Acq PLC notes	23,949	21,364
U.S. Treasury notes	14,838	13,460
Molson Coors Brewing notes	48,487	42,743
American Tower Corp. notes	57,945	52,423
Westinghouse Air Brake Tech. notes	48,593	42,950
Steel Dynamic Inc. notes	25,120	20,981
Broadcom Corp. Cayman notes	23,767	20,815
AT&T Inc. notes	23,924	21,025
Carrier Global Corp. notes	24,929	21,665
QVC Inc. notes	19,945	19,590
SBA Comms Corp. notes	54,089	47,880
Verizon Comms Inc. notes	57,230	51,693
Kraft Heinz Foods notes	48,443	43,082
HP Inc. notes	48,650	42,049
Steel Dynamics Inc. notes	24,394	24,013
United Rent NA Inc. notes	59,894	55,911
AT&T Inc. glbl notes	24,409	21,003
Tegna Inc. notes	59,925	55,966
Discovery Comms LLC notes	60,474	51,611
Bat Cap Corp. notes	25,048	22,478
Oracle Corp. notes	59,417	52,061
CDW LLC Fin Corp. notes	31,577	28,530
Trimble Inc. notes	47,891	40,341
Block Finl LLC notes	49,772	41,728
HCA Inc. notes	48,828	41,816
Willis North Amer Inc. notes	8,478	8,703
CDW LLC notes	17,086	14,479
Service Corp Intl notes	58,371	54,378
Qorvo Inc. notes	60,985	53,054
Zimmer Holdings Inc. notes	49,812	50,243
Berry Global Inc. notes	46,282	45,480
QVC Inc. notes	51,211	35,336
CA Inc. notes	8,384	8,412
Newell Brands Inc. notes	22,064	21,871
Allegion US Hldg Inc. notes	6,213	6,328
Transdigm Inc. notes	55,657	55,368
Expedia Inc. notes	6,248	6,438
Carlisle Cos Inc. notes	28,210	27,989
Boyd Gaming Corp. notes	42,039	39,118
Willis North Amer Inc. notes	24,837	20,768
Westinghouse Air Brake Tech. notes	8,309	8,661
SBA Comms Corp. notes	6,760	6,652
Broadcom Inc. notes	24,172	22,358
Altria Grp Inc. notes	7,410	7,681
HP Inc. notes	8,839	9,147
Verisk Analytics Inc. notes	17,496	16,892
Motorola Solutions Inc. notes	1,711	1,964
L Brands Inc. notes	54,448	57,258

- TIN:

TY 2022 InvestmentsCorpStockSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Name of Stock	End of Year Book Value	End of Year Fair Market Value
Blackrock Equity Dividend Fund Inst.	1,037,240	910,506
Lord Abbett Fundamental Equity	938,616	910,536
Owl Rock Capital Corp.	474,962	404,250
Trinity Capital Inc.	225,345	154,113
Global X MLP & Energy	405,003	419,828
Vanguard High Dividend Yield ETF	1,049,878	1,071,279
Adobe Inc.	121,600	76,056
Alphabet Inc.	156,259	108,876
Amazon.Com Inc.	209,399	114,744
American Tower Corp.	112,690	92,583
Brookfield Asset Managment Ltd	22,730	16,571
Carmax Inc.	23,855	13,883
Costco Wholesale Corp.	19,964	18,716
Costar Group Inc.	52,569	54,791
Danaher Corp.	86,231	79,891
Hilton Worldwide Holdings	43,818	43,594
Idexx Laboratories Inc.	27,556	21,214
Intuit Inc.	88,452	69,281
Intuitive Surgical Inc.	15,557	12,737
KKR & Co. Inc.	36,000	28,920
Mastercard Inc.	91,706	93,887
Microsoft Corp.	232,031	200,250
Netflix Inc.	74,287	47,771
Nvidia Corp.	9,272	6,576
Progressive Corp.	62,327	72,248
Roper Technologies Inc.	52,672	50,555
S&P Global Inc.	49,775	44,882
Schwab Charles Corp.	39,125	45,044
Transdigm Group Inc.	100,681	103,892
Visa Inc.	97,714	93,492
Zoetis Inc.	45,175	36,491
Linde PLC	28,791	31,313
Blackstone Secured Lending Fund	196,184	189,975
Oaktree Specialty Lending Corp.	150,244	141,522
Plains GP Holdings LP	215,966	248,800
Alps Alerian MLP ETF	447,672	437,805
iShares Russell 2000 ETF	381,345	374,874
iShares Core MSCI EAFE ETF	526,147	579,416
SPPDR Gold Trust	349,855	339,280
SPROTT Gold Miners ETF	151,891	180,748
Vanguard FTSE Emerging Markets ETF	300,531	300,146
Pacwest Bancorp Pfd	153,297	150,000
State Street Corp Pfd	101,224	98,810
Texas Cap Bankshares Ind. pfd	148,779	133,910
Wells Fargo & Company pfd	99,988	95,492
Wintrust Financial Corp. pfd	69,698	64,233
Wintrust Finl Corp. pfd	85,133	85,965
Brookfield Corp.	99,118	76,039
Copart Inc.	32,353	33,855
Moodys Corp.	76,492	71,605
O Reilly Automotive Inc.	35,918	44,734
Sherwin Williams Co.	15,949	15,664
Union Pacific Corp.	71,127	61,707

- TIN:

TY 2022 InvestmentsOtherSchedule2

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
Blackrock Global Allocation Fund Inc.	AT COST	875,972	762,956
Income Fund of America Fund Class F2	AT COST	887,131	919,631
Thornburg Income Builder	AT COST	980,099	1,021,320
Lord Abbett Ultra Short Bond	AT COST	1,004,836	984,069
Lord Abbett Inflation Focused	AT COST	751,802	708,677
Virtius Kar Small Mid Cap Core	AT COST	650,000	697,516
Money Market Obbligs Federated Hermes	AT COST	4,851,303	4,851,303
Artisan Intl Value Advisor	AT COST	561,826	542,959
Diamond Hill Large Cap	AT COST	955,607	887,579
Fidelity Advisor Floating Rate High Inc	AT COST	518,384	495,318
Metropolitan West Unconstraind Bond Fd	AT COST	800,000	793,804
Money Market Obbligs Federated Hermes	AT COST	31,711	31,711
Pimco Short Term Instl	AT COST	561,123	552,509
Blackstone Real Estate Income Trust	AT COST	512,452	520,269
NB Secondary Opptys Offshore Fund V	AT COST	48,710	48,710

- TIN:

TY 2022 LandEtcSchedule2

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
Machinery and Equipment	28,072	28,072

- TIN:

TY 2022 LegalFeesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Legal fees	12,731	12,731	0	0

- TIN:

TY 2022 OtherDecreasesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Description	Amount
Current year estimated tax payments	69,000
Prior year income tax overpayment	8,463

- TIN:

TY 2022 OtherExpensesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Description	Revenue and Expenses per Books	Net Investment Income
Amortization	22,659	22,659
Bank charges	17	17
Contract services	250	250
Lease operating expenses	4,475
Other deductions from revenue - RI	1,329,442	1,329,442
Other deductions from revenue - WI	4,799
Postage & delivery	423	423
Supplies	102	102

- TIN:

TY 2022 OtherIncomeSchedule2

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
Co-Op Distributions	681	681	681
Oil & gas lease rentals	365,719	365,719	365,719
Oil & gas royalties	26,566,353	26,566,353	26,566,353
Oil & gas working interests	27,102	27,102	27,102

- TIN:

TY 2022 OtherIncreasesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Description	Amount
Rounding Adjustment	3

- TIN:

TY 2022 OtherProfessionalFeesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Investment Management Fees	190,842	190,842	0	0

- TIN:

TY 2022 TaxesSchedule

Name:

Broughton Foundation Trust

EIN:

75-6395131

Software ID:

22015553

Software Version:

2022v5.0

Category	Amount	Net Investment Income
Mineral property taxes	3,285	3,285
Severance taxes - royalties	1,487,474	1,487,474
Severance taxes - working interests	1,707	1,707