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

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0047
2021
Open to Public Inspection
For calendar year 2021, or tax year beginning 12-01-2021 , and ending 11-30-2022
Name of foundation
CARINA INITIATIVES INC
 
Number and street (or P.O. box number if mail is not delivered to street address)990 W 190TH STREET 530
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
TORRANCE, CA90502
A Employer identification number

85-0909048
B Telephone number (see instructions)

(202) 604-1056
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$15,437,576J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 15,500,000
2 Check bullet.............
3 Interest on savings and temporary cash investments 64,037 64,037  
4 Dividends and interest from securities...      
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10  
b Gross sales price for all assets on line 6a  
7 Capital gain net income (from Part IV, line 2)... 0
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).......      
12 Total. Add lines 1 through 11........ 15,564,037 64,037  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 313,805 0   313,805
14 Other employee salaries and wages...... 329,884 0   327,447
15 Pension plans, employee benefits....... 78,651 0   79,650
16a Legal fees (attach schedule)......... Click to see attachment 130,737 0   105,427
b Accounting fees (attach schedule)....... Click to see attachment 33,406 0   32,756
c Other professional fees (attach schedule).... Click to see attachment 707,447 0   690,620
17 Interest...............        
18 Taxes (attach schedule) (see instructions)...        
19 Depreciation (attach schedule) and depletion... 2,912 0  
20 Occupancy.............. 52,070 0   69,504
21 Travel, conferences, and meetings....... 14,762 0   14,762
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 824,542 0   98,358
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 2,488,216 0   1,732,329
25 Contributions, gifts, grants paid....... 6,995,320 6,995,320
26 Total expenses and disbursements. Add lines 24 and 25 9,483,536 0   8,727,649
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 6,080,501
b Net investment income (if negative, enter -0-) 64,037
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2021)
Form 990-PF (2021)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.) 		Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 1,486,435 1,385,291 1,385,291
2 Savings and temporary cash investments......... 6,429,822 9,144,613 9,144,613
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet2,052,333
Less: allowance for doubtful accounts bullet0 0 2,052,333 2,052,333
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges.......... 1,427 49,198 49,198
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule).......      
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule)..........      
14 Land, buildings, and equipment: basis bullet75,736
Less: accumulated depreciation (attach schedule) bullet2,912 0 Click to see attachment72,824 72,824
15 Other assets (describe bullet) Click to see attachment833,286 Click to see attachment2,733,317 Click to see attachment2,733,317
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 8,750,970 15,437,576 15,437,576
Liabilities 17 Accounts payable and accrued expenses.......... 40,341 108,486
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet) Click to see attachment0 Click to see attachment570,544
23 Total liabilities (add lines 17 through 22)......... 40,341 679,030
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions........... 8,710,629 14,758,546
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds    
29 Total net assets or fund balances (see instructions)..... 8,710,629 14,758,546
30 Total liabilities and net assets/fund balances (see instructions). 8,750,970 15,437,576
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
8,710,629
2
Enter amount from Part I, line 27a .....................
2
6,080,501
3
Other increases not included in line 2 (itemize) bullet
3
0
4
Add lines 1, 2, and 3 ..........................
4
14,791,130
5
Decreases not included in line 2 (itemize) bulletClick to see attachment
5
32,584
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
14,758,546
Form 990-PF (2021)
Form 990-PF (2021)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)		 (b)
How acquired
P—Purchase
D—Donation 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1a
b
c
d
e
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a
b
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2  
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ................... 		Bracket 3  
Form 990-PF (2021)
Form 990-PF (2021)
Page 4
Part V
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2........................... 3 890
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- ..... 5 890
6 Credits/Payments:
a 2021 estimated tax payments and 2020 overpayment credited to 2021 6a 0
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 1,780
d Backup withholding erroneously withheld ........... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 1,780
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 8 4
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 886
11 Enter the amount of line 10 to be: Credited to 2022 estimated taxBullet886 RefundedBullet 11 0
Part VI-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changesClick to see attachment....
3
Yes
 
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?.........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XIV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletCA, DE
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2021 or the taxable year beginning in 2021? See the instructions for Part XIII.
    If "Yes," complete Part XIII .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. Click to see attachment...............................
    10
    Yes
     
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 5
    Part VI-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletWWW.CARINA.FUND
    14
    The books are in care ofbulletTHE FOUNDATION Telephone no.bullet (202) 604-1056

    Located atbullet990 W 190TH STREET 530TORRANCECA ZIP+4bullet90502
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2021, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country? .................
    16   No
    See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet
    Part VI-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person? ...........
    1a(1)
     
    No
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person? ..............................
    1a(2)
     
    No
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
    1a(3)
     
    No
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
    1a(4)
    Yes
     
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)? ......................
    1a(5)
     
    No
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.) ...............
    1a(6)
     
    No
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........
    1b
     
    No
    c
    ........bullet
    d
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2021? .............
    1d
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2021, did the foundation have any undistributed income (lines 6d
    and 6e, Part XII) for tax year(s) beginning before 2021?....................
    2a
     
    No
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year? ..............................
    3a
     
    No
    b
    If "Yes," did it have excess business holdings in 2021 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2021.) .....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2021? ..
    4b
     
    No
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 6
    Part VI-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........
    5a(1)
     
    No
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive? ....................
    5a(2)
     
    No
    (3) Provide a grant to an individual for travel, study, or other similar purposes? .............
    5a(3)
    Yes
     
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions ........................
    5a(4)
    Yes
     
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals? .............
    5a(5)
     
    No
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........
    5b
     
    No
    c
    .........bullet
    d
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant? .................
    5d
    Yes
     
    If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract? .............................
    6a
     
    No
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    7a
     
    No
    b
    If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....
    7b
     
     
    8
    Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
    excess parachute payment during the year? .........................
    8
     
    No
    Part VII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
    other allowances
    JOSH TAYLOR PRESIDENT
    40.00     		0 0 0
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502
    JENNIFER REYNOSO SECRETARY
    5.00     		0 0 0
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502
    MELISSA VITEK TREASURER
    40.00     		288,462 25,343 0
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502
    JACOB TAYLOR DIRECTOR
    1.00     		0 0 0
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502
    FRED TAYLOR DIRECTOR
    1.00     		0 0 0
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502
    JOHN TAYLOR DIRECTOR
    1.00     		0 0 0
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502
    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
    EILEEN HOLLINGER PARTNER, INTERACTIVE
    40.00     		177,767 21,149 0
    990 W 190TH STREET 530
    TORRANCE,CA90502
    HONEY ROSENBLOOM PROJECT MANAGER
    40.00     		58,808 6,394 0
    990 W 190TH STREET 530
    TORRANCE,CA90502
    JEANNETTE GURDZHYAN OPERATIONS ASSOCIATE
    40.00     		53,077 6,059 0
    990 W 190TH STREET 530
    TORRANCE,CA90502
    Total number of other employees paid over $50,000...................bullet 0
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 7
    Part VII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    MEANINGFUL MEDIA LIMITED CONTENT DEVELOPMENT AND MAINTENANCE 170,565
    17 STOKE HILL CRESCENT
    EXETER,DEVONEX4 7DD
    UK
    PAUL DANCSTEP TECHNICAL EDUCATION CONSULTANT 120,000
    87 29TH STREET
    SAN FRANCISCO,CA94110
    SIMPSON THACHER & BARTLETT LLP LEGAL SERVICES 65,649
    425 LEXINGTON AVE
    NEW YORK,NY10017
    JOSEPH MANSFIELD PROGRAMMATIC CONSULTING 51,848
    52 KENMURE AVENUE
    EDINBURGH   EH8 7HD
    UK
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part VIII-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    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 INVESTMENT TO SUPPORT ONGOING OPERATIONS OF FUNEXPECTED. FUNEXPECTED HAS DEVELOPED AN EDUCATIONAL APPLICATION THAT DRAWS ON CUTTING-EDGE THEORY OF LEARNING FROM THE COGNITIVE SCIENCES TO PRODUCE AN ENGAGING ACTIVITY LEADING TO DEEP LEARNING OF DIFFICULT MATHEMATICAL CONCEPTS FOR KIDS. 1,400,000
    2 INVESTMENT TO SUPPORT ONGOING OPERATIONS OF UMA LABS. UMA LABS IS A STARTUP WITH A SMALL GLOBAL TEAM OF CREATIVES, GAME DEVELOPERS, MATHEMATICIANS AND PEDAGOGUES, BROUGHT TOGETHER BY THEIR COMMON BELIEF IN THE POWER OF GAMES FOR LEARNING. 750,000
    All other program-related investments. See instructions.
    3 Click to see attachment 2,042,050
    Total. Add lines 1 through 3.........................bullet4,192,050
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 8
    Part IX
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    0
    b
    Average of monthly cash balances.......................
    1b
    13,451,036
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    13,451,036
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    13,451,036
    4
    Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
    instructions) .............................
    4
    201,766
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. .......
    5
    13,249,270
    6
    Minimum investment return. Enter 5% (0.05) of line 5................
    6
    662,464
    Part X
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part IX, line 6..................
    1
    662,464
    2a
    Tax on investment income for 2021 from Part V, line 5.......
    2a
    890
    b
    Income tax for 2021. (This does not include the tax from Part V.) ...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    890
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    661,574
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    661,574
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
    7
    661,574
    Part XI
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
     
    b
    Program-related investments—total from Part VIII-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4.
    4
     
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 9
    Part XII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2020     		(c)
    2020     		(d)
    2021
    1 Distributable amount for 2021 from Part X, line 7 661,574
    2 Undistributed income, if any, as of the end of 2021:
    a Enter amount for 2020 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2021:
    a From 2016......  
    b From 2017......  
    c From 2018......  
    d From 2019......  
    e From 2020...... 9,003,834
    f Total of lines 3a through e ........ 9,003,834
    4Qualifying distributions for 2021 from Part
    XI, line 4: bullet$ 12,919,699
    a Applied to 2020, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2021 distributable amount..... 661,574
    e Remaining amount distributed out of corpus 12,258,125
    5 Excess distributions carryover applied to 2021. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 21,261,959
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2019. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2021. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2022 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8 Excess distributions carryover from 2016 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9 Excess distributions carryover to 2022.
    Subtract lines 7 and 8 from line 6a ......     		21,261,959
    10 Analysis of line 9:
    a Excess from 2017....  
    b Excess from 2018....  
    c Excess from 2019....  
    d Excess from 2020.... 9,003,834
    e Excess from 2021.... 12,258,125
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 10
    Part XIII
    Private Operating Foundations (see instructions and Part VI-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2021, enter the date of the ruling ....... bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2021 (b) 2020 (c) 2019 (d) 2018
             
    b 85% (0.85) of line 2a .........          
    c Qualifying distributions from Part XI,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part IX, line 6 for each year listed ..     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XIV
    Supplementary Information (Complete this part only if the foundation had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or email address of the person to whom applications should be addressed:
    bThe form in which applications should be submitted and information and materials they should include:
    cAny submission deadlines:
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 11
    Part XIV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    9 DOTS COMMUNITY LEARNING CENTER
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		  PC ENTITY SUPPORT 850,000
    AOPS INCORPORATED
    15330 AVENUE OF SCIENCE
    SAN DIEGO,CA92128     		  NC ENTITY SUPPORT 712,350
    ATHEMATH
    2253 N 16TH AVENUE
    PHOENIX,AZ85007     		  PC ENTITY SUPPORT 4,500
    BRILLIANT WORLDWIDE INC
    550 MONTGOMERY ST SUITE 800
    SAN FRANCISCO,CA94111     		  NC ENTITY SUPPORT 375,750
    CALIFORNIA INSTITUTE OF TECHNOLOGY
    1200 E CALIFORNIA BLVD
    PASADENA,CA91125     		  PC UNIVERSITY PROGRAM 200,000
    CAMBRIDGE MATH CIRCLE INC
    37 HIGH ST APT 2
    CAMBRIDGE,MA02138     		  PC ENTITY SUPPORT 50,000
    CHUMPSQUAD LLC
    91 PROPERZI WAY
    SOMERVILLE,MA02143     		  NC ENTITY SUPPORT 47,000
    GAMES FOR CHANGE FOUNDATION
    PO BOX 770699
    WOODSIDE,NY11377     		  PC FISCAL SPONSORSHIP 111,300
    MASSACHUSETTS INSTITUTE OF TECHNOLOGYOFFICE OF ENGINEERING OUTREACH PROGRAM
    77 MASSACHUSETTS AVENUE ROOM
    E17-139
    CAMBRIDGE,MA02139     		  PC UNIVERSITY PROGRAM 250,000
    MATHCOUNTS FOUNDATION
    1420 KING STREET
    ALEXANDRIA,VA22314     		  PC ENTITY SUPPORT 50,000
    PARTNERSHIP FOR LOS ANGELES SCHOOLS
    1055 WILSHIRE BLVD 1850
    LOS ANGELES,CA90017     		  PC ENTITY SUPPORT 517,200
    REGENTS OF THE UNIVERSITY OF MINNESOTA
    600 MCNAMARA ALUMNI CENTER SE 200
    SE OAK STREET
    MINNEAPOLIS,MN55455     		  PC UNIVERSITY RESEARCH 342,400
    THE ART OF PROBLEM SOLVING INITIATIVE INC DBA BEAM
    55 EXCHANGE PLACE SUITE 603
    NEW YORK,NY10005     		  PC ENTITY SUPPORT 1,477,790
    THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY
    450 SERRA MALL
    STANFORD,CA94305     		  PC UNIVERSITY PROGRAM 530,280
    THE EDUCATION TRUST
    1501 K STREET NW STE 200
    WASHINGTON,DC20005     		  PC ENTITY SUPPORT 137,500
    THE EXCELLENCE PROJECT
    130 HAWLEY STREET
    GRAYSLAKE,IL60030     		  PC ENTITY SUPPORT 200,000
    UNIVERSITY OF CHICAGO (BIPLAB MATH APPS RESEARCH)
    1307 E 60TH STREET SUITE 3056
    CHICAGO,IL60637     		  PC UNIVERSITY RESEARCH 576,000
    MARCOS DONNANTUONI
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    JORD FARRELL
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    ROCIO TOME GONZALEZ
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 37,500
    ANDREW HUFF
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    MICHAEL KAM
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    JAMES KAY
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 42,000
    KATHARINE KILLICK
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    JASON NEWMAN
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    SEYED ALI NIKKAH
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    CARLOS PEDROSO
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    LUIS DIAZ PERALTA
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    LUCAS LERIN SALAFRANCA
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 45,000
    PIOTR KORNEL ZAROD
    990 W 190TH STREET SUITE 530
    TORRANCE,CA90502     		NONE I FELLOWSHIP 33,750
    Total .................................bullet 3a 6,995,320
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 12
    Part XV-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments ....          
    3 Interest on savings and temporary cash
    investments ...........     		    14 64,037  
    4 Dividends and interest from securities ....          
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income .....          
    8 Gain or (loss) from sales of assets other than
    inventory ............     		         
    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 64,037 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    64,037
    (See worksheet in line 13 instructions to verify calculations.)
    Part XV-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2021)
    Form 990-PF (2021)
    Page 13
    Part XVI
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    b
    If "Yes," complete the following schedule.

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


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


    Software ID:  
    Software Version:  


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

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

    85-0909048
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ






    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
    or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990) (2021)
    Schedule B (Form 990) (2021) Page 2
    Name of organization
    CARINA INITIATIVES INC
          		Employer identification number
    85-0909048
    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
    TWENTY-ONE HOLDINGS LLC
     
    C/O LOWENSTEIN SANDLER LLP ONE LOWE
     
    ROSELAND, NJ07068

    		$ 15,500,000


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

    		$  


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

    		$  


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

    		$  


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

    		$  


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

    		$  


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990) (2021)
    Schedule B (Form 990) (2021)
    Page 3
    Name of organization
    CARINA INITIATIVES INC
          		Employer identification number

    85-0909048
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    (a)
    No. from Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (See instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990) (2021)
    Schedule B (Form 990) (2021)
    Page 4
    Name of organization
    CARINA INITIATIVES INC
          		Employer identification number

    85-0909048
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a)
    No. from Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990) (2021)
    Additional Data


    Software ID:  
    Software Version:  

    TY 2021 AccountingFeesSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 33,406 0   32,756

    TY 2021 AllOthProgRltdInvestmentsSch
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Category Amount
    SEE STATEMENT 13 2,042,050

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

    TY 2021 ExpenditureResponsibilityStmt
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
    ABANDONED SHEEP
          		4 / 43 WAVERLEY ROAD
    TARINGA,QUEENSLAND4068
    AS     		2021-11-24 60,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 43,211 NO 8/28/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    ABANDONED SHEEP
          		4 / 43 WAVERLEY ROAD
    TARINGA,QUEENSLAND4068
    AS     		2022-03-02 110,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    ANIMO GAMES STUDIO LLC
          		791 RAYMOND AVE
    LONG BEACH,CA90804     		2021-07-08 900,001 PROGRAM-RELATED INVESTMENT TO SUPPORT THE ESTABLISHMENT OF ANIMO GAMES STUDIO LLC. ANIMO IS A THINKING GAME STUDIO WITH A MISSION TO REVOLUTIONIZE EDUCATION THROUGH THE CREATION OF HIGH-QUALITY EDUCATIONAL VIDEO GAMES THAT HELP ALL CHILDREN, INCLUDING THOSE FROM LOW-INCOME AND MARGINALIZED COMMUNITIES, TO LEARN AND GROW. 245,054 NO 2/28/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    ANIMO GAMES STUDIO LLC
          		791 RAYMOND AVE
    LONG BEACH,CA90804     		2022-11-30 650,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE ESTABLISHMENT OF ANIMO GAMES STUDIO LLC. ANIMO IS A THINKING GAME STUDIO WITH A MISSION TO REVOLUTIONIZE EDUCATION THROUGH THE CREATION OF HIGH-QUALITY EDUCATIONAL VIDEO GAMES THAT HELP ALL CHILDREN, INCLUDING THOSE FROM LOW-INCOME AND MARGINALIZED COMMUNITIES, TO LEARN AND GROW. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    AOPS INCORPORATED
          		15330 AVENUE OF SCIENCE
    SAN DIEGO,CA92128     		2020-07-25 448,650 TO BRING THE ART OF PROBLEM SOLVING (AOPS) AND BEAST ACADEMY CURRICULUM TO NEW COMMUNITIES THAT HAVE BEEN HISTORICALLY MARGINALIZED FROM SCIENCE, TECHNOLOGY, ENGINEERING, AND MATH (STEM). THIS GRANT IS TO SPECIFICALLY SUPPORT THE CREATION OF AN OUTREACH TEAM THAT WILL PURSUE A NUMBER OF TACTICS IN ORDER TO SUPPORT STUDENTS FROM HISTORICALLY MARGINALIZED COMMUNITIES - STARTING WITH VIRTUAL SCHOOLS. 448,650 NO 2/1/2021, 3/3/2021, 8/1/2021, 2/25/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    AOPS INCORPORATED
          		15330 AVENUE OF SCIENCE
    SAN DIEGO,CA92128     		2021-05-01 666,000 TO BRING THE ART OF PROBLEM SOLVING (AOPS) AND BEAST ACADEMY CURRICULUM TO NEW COMMUNITIES THAT HAVE BEEN HISTORICALLY MARGINALIZED FROM SCIENCE, TECHNOLOGY, ENGINEERING, AND MATH (STEM). THIS GRANT IS TO SPECIFICALLY SUPPORT THE CREATION OF AN OUTREACH TEAM THAT WILL PURSUE A NUMBER OF TACTICS IN ORDER TO SUPPORT STUDENTS FROM HISTORICALLY MARGINALIZED COMMUNITIES - STARTING WITH VIRTUAL SCHOOLS. 24,030 NO 2/25/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    AOPS INCORPORATED
          		15330 AVENUE OF SCIENCE
    SAN DIEGO,CA92128     		2022-08-01 712,350 TO BRING THE ART OF PROBLEM SOLVING (AOPS) AND BEAST ACADEMY CURRICULUM TO NEW COMMUNITIES THAT HAVE BEEN HISTORICALLY MARGINALIZED FROM SCIENCE, TECHNOLOGY, ENGINEERING, AND MATH (STEM). THIS GRANT IS TO SPECIFICALLY SUPPORT THE CREATION OF AN OUTREACH TEAM THAT WILL PURSUE A NUMBER OF TACTICS IN ORDER TO SUPPORT STUDENTS FROM HISTORICALLY MARGINALIZED COMMUNITIES - STARTING WITH VIRTUAL SCHOOLS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    BRILLIANT WORLDWIDE INC
          		550 MONTGOMERY ST SUITE 800
    SAN FRANCISCO,CA94111     		2020-07-01 187,750 TO BRING BRILLIANT'S HIGH QUALITY MATH, SCIENCE, AND ENGINEERING CURRICULUM TO 200,000 UNDERSERVED STUDENTS. THIS GRANT WILL SUPPORT A NEW TEAM IN BRILLIANT DEDICATED TO REACHING UNDERSERVED STUDENTS AND DEVELOP A PROOF OF CONCEPT FOR REACHING LARGE NUMBERS OF STUDENTS. 187,750 NO 2/24/2021, 6/1/2021, 2/25/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    BRILLIANT WORLDWIDE INC
          		550 MONTGOMERY ST SUITE 800
    SAN FRANCISCO,CA94111     		2021-05-01 425,750 TO BRING BRILLIANT'S HIGH QUALITY MATH, SCIENCE, AND ENGINEERING CURRICULUM TO 200,000 UNDERSERVED STUDENTS. THIS GRANT WILL SUPPORT A NEW TEAM IN BRILLIANT DEDICATED TO REACHING UNDERSERVED STUDENTS AND DEVELOP A PROOF OF CONCEPT FOR REACHING LARGE NUMBERS OF STUDENTS. 274,763 NO 2/25/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    BRILLIANT WORLDWIDE INC
          		550 MONTGOMERY ST SUITE 800
    SAN FRANCISCO,CA94111     		2022-05-02 375,750 TO BRING BRILLIANT'S HIGH QUALITY MATH, SCIENCE, AND ENGINEERING CURRICULUM TO 200,000 UNDERSERVED STUDENTS. THIS GRANT WILL SUPPORT A NEW TEAM IN BRILLIANT DEDICATED TO REACHING UNDERSERVED STUDENTS AND DEVELOP A PROOF OF CONCEPT FOR REACHING LARGE NUMBERS OF STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    CHUMP SQUAD LLC
          		91 PROPERZI WAY
    SOMERVILLE,MA02143     		2020-11-11 47,000 TO SUPPORT THE ORGANIZATION'S ONGOING GENRE-DEFINING WORK IN NARRATIVE, POLISHED, CHALLENGING PUZZLE STEM VIDEO GAMES. 47,000 NO 2/23/2021, 6/29/2021, 2/27/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    CHUMP SQUAD LLC
          		91 PROPERZI WAY
    SOMERVILLE,MA02143     		2021-12-09 47,000 TO SUPPORT THE ORGANIZATION'S ONGOING GENRE-DEFINING WORK IN NARRATIVE, POLISHED, CHALLENGING PUZZLE STEM VIDEO GAMES. 0 NO 2/28/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    FLOPPY CLUB APS
          		HOLSTEINSGADE 12TH
    COPENHAGEN EAST   2100
    DA     		2021-11-24 8,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 8,000 NO 2/2/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    FLOPPY CLUB APS
          		HOLSTEINSGADE 12TH
    COPENHAGEN EAST   2100
    DA     		2021-12-15 115,200 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 65,229 NO 2/2/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    FURNITURE & MATTRESS LLC
          		PO BOX 10642
    OAKLAND,CA94610     		2021-07-15 50,001 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 50,001 NO 3/1/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    FURNITURE & MATTRESS LLC
          		PO BOX 10642
    OAKLAND,CA94610     		2022-04-11 50,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    NEWFANGLED GAMES LTD
          		15 HILL HOUSE ROAD
    NORWICH   NR1 4BW
    UK     		2021-09-10 150,001 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 79,584 NO 7/28/2022   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORT PROVIDED BY THE GRANTEE HAS BEEN MADE TO DATE.
    NEWFANGLED GAMES LTD
          		15 HILL HOUSE ROAD
    NORWICH   NR1 4BW
    UK     		2022-01-24 200,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    PUZMO INC
          		9450 SW GEMINI DR PMB 63120
    BEAVERTON,OR97008     		2022-07-13 204,250 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    STAR GARDEN GAMES LLC
          		4635 STONEHAVEN VW
    CUMMING,GA30040     		2022-08-12 62,600 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    UMA LABS LIMITED
          		19 NORFOLK STREET
    SUNDERLAND   SR1 1EA
    UK     		2022-10-21 750,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    FUNEXPECTED LTD
          		71-75 SHELTON STREET
    LONDON   WC2H 9JQ
    UK     		2022-09-30 1,400,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.
    ULULAB INC
          		990 W 190TH STREET 530
    TORRANCE,CA90502     		2022-11-30 650,000 PROGRAM-RELATED INVESTMENT TO SUPPORT THE DEVELOPMENT OF A VIDEO GAME TITLE THAT ADVANCES STUDENTS' QUANTITATIVE AND ABSTRACT REASONING CAPABILITIES AND THE DISTRIBUTION OF THAT GAME TO LOW-INCOME STUDENTS. 0 NO REPORT NOT YET DUE   GRANTOR HAS NO REASON TO DOUBT THE GRANTEE'S USE OF FUNDS; THEREFORE, NO INDEPENDENT VERIFICATION OF THE REPORTS REQUIRED TO BE PROVIDED BY THE RECIPIENT IS ANTICIPATED.

    TY 2021 GeneralExplanationAttachment
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Identifier Return Reference Explanation
      FORM 990-PF, PART VIII-B, LINE 3: $742,050 INVESTMENTS TO SUPPORT THE DEVELOPMENT OF INDIVIDUAL VIDEO GAME TITLES THAT ADVANCE STUDENTS' QUANTITATIVE AND INTELLECTUAL CAPABILITIES, BUILD PATHWAYS FOR STEM EDUCATION AND THAT PARTNERS WITH SCHOOLS, LIBRARIES AND NON-PROFIT ORGANIZATIONS TO OFFER THOSE GAMES AT LITTLE OR NO COST TO A WIDE AUDIENCE INCLUDING CHILDREN FROM LOW-INCOME AND UNDERSERVED COMMUNITIES. $650,000 INVESTMENT TO SUPPORT THE ESTABLISHMENT OF ANIMO GAMES STUDIO, LLC. ANIMO IS A THINKING GAME STUDIO WITH A MISSION TO REVOLUTIONIZE EDUCATION THROUGH THE CREATION OF HIGH-QUALITY EDUCATIONAL VIDEO GAMES THAT HELP ALL CHILDREN, INCLUDING THOSE FROM LOW-INCOME AND MARGINALIZED COMMUNITIES, TO LEARN AND GROW.$650,000 INVESTMENT TO SUPPORT ONGOING OPERATIONS OF ULULAB. ULULAB'S MISSION IS TO HAVE A LASTING IMPACT ON KIDS' LEARNING. THEIR APPLICATION MATH MAKERS ACHIEVES THIS THROUGH FUN PHYSICS PUZZLES THAT ENCOURAGE KIDS TO MAKE MISTAKES, AND USE THEIR REASONING TO IMPROVE.

    TY 2021 LandEtcSchedule2
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    LEASEHOLD IMPROVEMENTS 75,736 2,912 72,824 72,824


    TY 2021 LegalFeesSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 130,737 0   105,427


    TY 2021 OtherAssetsSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    ANIMO GAMES STUDIO LLC 833,286 1,450,702 1,450,702
    UMA LABS LIMITED   750,000 750,000
    OPERATING RIGHT-OF-USE ASSET, NET   523,166 523,166
    SECURITY DEPOSITS   9,449 9,449


    TY 2021 OtherDecreasesSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Description Amount
    UNREALIZED LOSS ON INVESTMENT 32,584


    TY 2021 OtherExpensesSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MATERIALS AND SUPPLIES 22,479 0   22,472
    OFFICE EXPENSES 29,174 0   29,399
    INSURANCE 12,908 0   24,778
    DUES AND SUBSCRIPTIONS 17,931 0   21,709
    PROGRAMMATIC DEVELOPER FEES 742,050 0   0


    TY 2021 OtherLiabilitiesSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Description Beginning of Year - Book Value End of Year - Book Value
    LEASE LIABILITY - OPERATING 0 570,544


    TY 2021 OtherProfessionalFeesSchedule
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OTHER PROFESSIONAL FEES 707,447 0   690,620


    TY 2021 SubstantialContributorsSch
    Name:
    CARINA INITIATIVES INC
    EIN:
    85-0909048
    Name Address
    TWENTY-ONE HOLDINGS LLC C/O LOWENSTEIN SANDLER LLP ONE
    LOWENSTEIN DRIVE
    ROSELAND,NJ07068