Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
right arrowDo not enter social security numbers on this form as it may be made public.
right arrowGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0047
2023
Open to Public Inspection
For calendar year 2023, or tax year beginning 01-01-2023 , and ending 12-31-2023
Name of foundation
James E Dutton Foundation Inc
c/o Dean W Fenske
Number and street (or P.O. box number if mail is not delivered to street address)6655 Rainbow Drive
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Merrill, WI54452
A Employer identification number

71-0985492
B Telephone number (see instructions)

(414) 640-0523
C right arrow
G Check all that apply:

D 1. Foreign organizations, check here............. right arrow
2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow
E right arrow
H Check type of organization:
F right arrow
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)right arrow$3,309,820J 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)  
2 Check right arrow.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 85,527 85,527  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 -48,727
b Gross sales price for all assets on line 6a 405,421
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)....... Click to see attachment
List of Attached Documents:
// Content
450 450  
12 Total. Add lines 1 through 11........ 37,250 85,977  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 66,100 6,610   59,490
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule)......... Click to see attachment
List of Attached Documents:
// Content
7,340 734   6,606
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
12,693 12,693   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
689 689   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 4,518 0   4,518
22 Printing and publications.......... 303 0   303
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
1,559 0   1,559
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 93,202 20,726   72,476
25 Contributions, gifts, grants paid....... 145,857 145,857
26 Total expenses and disbursements. Add lines 24 and 25 239,059 20,726   218,333
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -201,809
b Net investment income (if negative, enter -0-) 65,251
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2023)
Form 990-PF (2023)
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............. 856 23,843 23,843
2 Savings and temporary cash investments......... 59,139 53,135 53,135
3 Accounts receivable right arrow  
Less: allowance for doubtful accounts right arrow        
4 Pledges receivable right arrow  
Less: allowance for doubtful accounts right arrow        
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) right arrow  
Less: allowance for doubtful accounts right arrow        
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)....... 4,740 Click to see attachment
List of Attached Documents:
// Content
4,740 		14,266
c Investments—corporate bonds (attach schedule)....... 2,770,723 Click to see attachment
List of Attached Documents:
// Content
2,552,057 		3,174,826
11 Investments—land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 12,280 Click to see attachment
List of Attached Documents:
// Content
12,727 		43,750
14 Land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
15 Other assets (describe right arrow)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 2,847,738 2,646,502 3,309,820
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe right arrow)    
23 Total liabilities (add lines 17 through 22)......... 0 0
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here right arrow
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here right arrow
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........ 2,847,738 2,646,502
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 0 0
29 Total net assets or fund balances (see instructions)..... 2,847,738 2,646,502
30 Total liabilities and net assets/fund balances (see instructions). 2,847,738 2,646,502
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
2,847,738
2
Enter amount from Part I, line 27a .....................
2
-201,809
3
Other increases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
3
573
4
Add lines 1, 2, and 3 ..........................
4
2,646,502
5
Decreases not included in line 2 (itemize) right arrow
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
2,646,502
Form 990-PF (2023)
Form 990-PF (2023)
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 Chicago Clearing House     2023-12-31
b 598.58 shs Baird Aggregate     2023-10-03
c 2134.746 shs Baird Aggregate     2023-10-03
d 1191.337 shs Dblne Total Ret     2023-10-03
e 3036.924 shs Dblne Total Ret     2023-10-03
101.155 shs Dblne Total Ret     2023-11-13
8849.919 shs Dblne Total Ret     2023-11-13
135.712 shs Dodge & Cox   2019-08-01 2023-10-03
208 shs Eaton Vance Fltg     2023-04-24
998.024 shs Eaton Vance Fltg     2023-04-24
1096.449 shs JOHCM Intl   2021-12-23 2023-06-20
946.099 shs JOHCM Intl   2021-12-23 2023-11-13
688.254 shs Matthews Pacific Tiger   2016-06-10 2023-06-20
9523.449 shs Pioneer Strategic Inc     2023-05-01
146 shs Vanguard Smcap Value   2021-03-15 2023-06-20
141.678 shs Western Asset Core     2023-08-21
3714.515 shs Western Asset Core     2023-08-21
Capital Gains Dividends P    
(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 160     160
b 5,475   5,754 -241
c 19,525   23,827 -4,302
d 9,860   10,475 -536
e 25,139   33,333 -8,194
848   909 -23
74,152   95,453 -21,301
30,000   25,576 4,424
1,725   1,744 -4
8,275   7,929 346
25,000   32,643 -7,643
20,000   28,167 -8,167
13,941   16,576 -2,635
88,272   101,394 -13,122
23,749   24,991 -1,242
1,283   1,337 -54
33,644   44,210 -10,566
24,373     24,373
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       160
b       -241
c       -4,302
d       -536
e       -8,194
      -23
      -21,301
      4,424
      -4
      346
      -7,643
      -8,167
      -2,635
      -13,122
      -1,242
      -54
      -10,566
      24,373
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 -48,727
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  
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 right arrow 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) 1 907
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........................... 3 907
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- ..... 5 907
6 Credits/Payments:
a 2023 estimated tax payments and 2022 overpayment credited to 2023 6a 3,163
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 0
d Backup withholding erroneously withheld .......... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 3,163
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment
List of Attached Documents:
// Content
8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......right arrow 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10 2,256
11 Enter the amount of line 10 to be: Credited to 2024 estimated taxright arrow2,256 Refundedright arrow 11 0
Form 990-PF (2023)
Form 990-PF (2023)
Page 4
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. right arrow$ 0(2) On foundation managers.right arrow$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$ 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 changes....
3
 
No
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:
round bullet By language in the governing instrument, or
round bullet 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)
right arrowWI
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 2023 or the taxable year beginning in 2023? See the instructions for Part XIII.
If "Yes," complete Part XIII .............................
9
 
No
10
Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
and addresses. ...............................
10
 
No
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 addressright arrowjameseduttonfoundation.org
14
The books are in care ofright arrowDean W Fenske Telephone no.right arrow (414) 640-0523

Located atright arrow6655 Rainbow DriveMerrillWI ZIP+4right arrow54452
15
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
15
 
16 At any time during calendar year 2023, 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
Form 990-PF (2023)
Form 990-PF (2023)
Page 5
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required
File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
Yes
No
1a
During the year did the foundation (either directly or indirectly):
(1) Engage in the sale or exchange, or leasing of property with a disqualified person? ...........
1a(1)
 
No
(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
a disqualified person? ..............................
1a(2)
 
No
(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
1a(3)
 
No
(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
1a(4)
 
No
(5) Transfer any income or assets to a disqualified person (or make any of either available
for the benefit or use of a disqualified person)? ......................
1a(5)
 
No
(6) Agree to pay money or property to a government official? (Exception. Check "No"
if the foundation agreed to make a grant to or to employ the official for a period
after termination of government service, if terminating within 90 days.) ...............
1a(6)
 
No
b
If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........
1b
 
 
c
Organizations relying on a current notice regarding disaster assistance check here ........right arrow
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 2023? .............
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 2023, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2023?....................
2a
 
No
If "Yes," list the years right arrow20, 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.
right arrow20, 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 2023 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 2023.) .....................
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 2023? ..
4b
 
No
Form 990-PF (2023)
Form 990-PF (2023)
Page 6
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required (continued)
5a
During the year did the foundation pay or incur any amount to:
Yes
No
(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........
5a(1)
 
No
(2) Influence the outcome of any specific public election (see section 4955); or to carry
on, directly or indirectly, any voter registration drive? ....................
5a(2)
 
No
(3) Provide a grant to an individual for travel, study, or other similar purposes? .............
5a(3)
 
No
(4) Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions ........................
5a(4)
 
No
(5) Provide for any purpose other than religious, charitable, scientific, literary, or
educational purposes, or for the prevention of cruelty to children or animals? .............
5a(5)
 
No
b
If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........
5b
 
 
c
Organizations relying on a current notice regarding disaster assistance check .........right arrow
d
If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
tax because it maintained expenditure responsibility for the grant? .................
5d
 
 
If "Yes," attach the statement required by Regulations section 53.4945–5(d).
6a
Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
a personal benefit contract? .............................
6a
 
No
b
Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
6b
 
No
If "Yes" to 6b, file Form 8870.
7a
At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
7a
 
No
b
If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....
7b
 
 
8
Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
excess parachute payment during the year? .........................
8
 
No
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors
1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
(a) Name and address (b) Title, and average
hours per week
devoted to position 		(c) Compensation
 (If not paid, enter
-0-) 		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
other allowances
Dean W Fenske President/Treas
7.00 		44,100 0 0
6655 Rainbow Drive
Merrill,WI54452
John Dutton Vice President
1.00 		8,800 0 0
176 King Carter Lane
Weems,VA22576
J Lewis Perlson Secretary
1.00 		13,200 0 0
790 North Water Street Ste 2500
Milwaukee,WI53202
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...................right arrow 0
Form 990-PF (2023)
Form 990-PF (2023)
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 arrow0
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 arrow0
Form 990-PF (2023)
Form 990-PF (2023)
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
3,120,512
b
Average of monthly cash balances.......................
1b
46,454
c
Fair market value of all other assets (see instructions)................
1c
43,750
d
Total (add lines 1a, b, and c).........................
1d
3,210,716
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
3,210,716
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
48,161
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
3,162,555
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
158,128
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
158,128
2a
Tax on investment income for 2022 from Part V, line 5.......
2a
907
b
Income tax for 2022. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
907
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
157,221
4
Recoveries of amounts treated as qualifying distributions................
4
0
5
Add lines 3 and 4............................
5
157,221
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
157,221
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
218,333
b
Program-related investments—total from Part VIII-B..................
1b
0
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
218,333
Form 990-PF (2023)
Form 990-PF (2023)
Page 9
Part XII
Undistributed Income (see instructions)
(a)
Corpus 		(b)
Years prior to 2022 		(c)
2022 		(d)
2023
1 Distributable amount for 2023 from Part X, line 7 157,221
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only....... 154,105
b Total for prior years:20 , 20, 20 0
3 Excess distributions carryover, if any, to 2022:
a From 2018......  
b From 2019......  
c From 2020......  
d From 2021......  
e From 2022......  
f Total of lines 3a through e ........ 0
4Qualifying distributions for 2023 from Part
XI, line 4: right arrow$ 218,333
a Applied to 2022, but not more than line 2a 154,105
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 2023 distributable amount..... 64,228
e Remaining amount distributed out of corpus 0
5 Excess distributions carryover applied to 2023. 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 0
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 2022. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		0
f Undistributed income for 2023. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2024 .......... 		92,993
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 2018 not
applied on line 5 or line 7 (see instructions) ... 		0
9 Excess distributions carryover to 2024.
Subtract lines 7 and 8 from line 6a ...... 		0
10 Analysis of line 9:
a Excess from 2019....  
b Excess from 2020....  
c Excess from 2021....  
d Excess from 2022....  
e Excess from 2023....  
Form 990-PF (2023)
Form 990-PF (2023)
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 2023, enter the date of the ruling ...... right arrow
 
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 IX for each
year listed .......... 		Tax year Prior 3 years (e) Total
(a) 2023 (b) 2022 (c) 2021 (d) 2020
         
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
aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
James E Dutton Foundation
6655 Rainbow Dr
Merrill,WI54452
(414) 640-0523
silvercreek.fenske@gmail.com
bThe form in which applications should be submitted and information and materials they should include:
There is no formal application form. Grant requests should include 1) description of organization and its mission, 2) description of project/program for which a grant is being requested, and 3) grant budget and time schedule. Grants may extend over two years or more dependent on the request.
cAny submission deadlines:
None
dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
Projects/programs that benefit wildlife, animal causes, environmental preservation and outdoors education. Once a grant is awarded grantees will be required to provide additional information about their organization and to file a grant report on the results achieved through the grant.
Form 990-PF (2023)
Form 990-PF (2023)
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

Betty Brinn Children's Museum

929 E Wisconsin Ave
Milwaukee,WI53202 		None Public Environmental Education Programming 2,500

Boy Scouts of America

3511 Camp Phillips Road
Weston,WI54476 		None Public Ecology and Conservations Programs 1,500

Citizens Animal Response Team Auxiliary Inc

3701 Evergreen Ave
Green Bay,WI54313 		None Public Dedicated vehicle for CART activities 5,000

Eau Claire County Humane Association

3900 Old Town Hall Road
Eau Claire,WI54701 		None Public Financial Assistance for Spay/Neuter Procedures 5,000

Frank Lloyd Wright Foundation

12621 N Frank Lloyd Wright Blvd
Scottsdale,AZ85259 		None Public Woodland Trail Improvements in the Driftless Region of Southwestern Wisconsin 3,900

Friends of Lincoln Community Forest

28340 Kyster Road
Mason,WI54856 		None Public Boardwalk to Lake Mikinaak 5,000

Friends of Point Beach State Forest

9400 County Hwy O
Two Rivers,WI54241 		None Public Interpretive Prairie Garden 3,000

Friends of the North Pikes Creek Wetlands

PO Box 905
Bayfield,WI54814 		None Public Wetland Forest Habitat Restoration Initiative 5,000

Gathering Waters

211 South Paterson Street Ste 270
Madison,WI53703 		None Public Stakeholder Training on the Statewide GIS Decision-Support Tool 7,500

Get Kids Outside

2145 East Washington Avenue
Madison,WI53704 		None Public Outdoor Education Program 7,500

Green County Humane Society

N3156 Highway 81
Monroe,WI53566 		None Public Spay and Neuter Assistance Program 1,000

Humane Society of Marathon County

7001 Packer Drive
Wausau,WI54401 		None Public Kennel Privacy Panels 2,932

Humane Society of Southern Wisconsin

4700 South county Trunk G
Janesville,WI53546 		None Public No Cost Spay and Neuter Program to Low-Income Families 2,000

Ice Age Trail Alliance

2110 Main Street
Cross Plains,WI53528 		None Public Habitat Improvement Program 5,000

Izaak Walton League of America Inc

7070 Conservation Lane
Gaithersburg,MD20878 		None Public Clean Water Program 5,000

Landmark Conservancy

500 E Main Street Ste 307
Menomonie,WI54751 		None Public Improvement of Outdoor Program Audio 5,000

Milwaukee Public Library

814 Milwaukee Ave
Milwaukee,WI53233 		None Public Green Programming 5,000

Mississippi Valley Conservancy

1309 Norplex Drive Ste 9
LaCrosse,WI54601 		None Public Overcoming the Turtle Hurdle 5,000

North Lakeland Discovery Center

PO Box 237
Manitowish Waters,WI54545 		None Public Wildlife Protection 5,000

Northwoods Wildlife Center Inc

8683 S Blumenstein Road
Minocqua,WI54548 		None Public Quarantine Facility 5,000

OccuPaws Guide Dog Association

PO Box 45857
Madison,WI53744 		None Public Sapy/Neuter Procedures and other Vet Care 5,000

Oconto Area Humane Society

3226 Airport Road
Oconto,WI54153 		None Public Barn Cat Program 5,000

Open Door Bird Sanctuary

4114 County Road I
Sturgeon Bay,WI54235 		None Public Support Purchase of a Transport Van 5,000

Oshkosh Area Humane Society

1925 Shelter Ct
Oshkosh,WI54901 		None Public Ain't Misbehaving: Behavioral Solutions for Companion Animals 1,000

Pets Helping People

4421 S 49th Street
Greenfield,WI53220 		None Public Animal Assisted Intervention Programs 3,750

Rahr Memorial School Forest

4400 Michigan Avenue
Manitowoc,WI54220 		None Public Trail System and Educational Signs 3,300

SEWISC - Southeastern Wisconsin Invasive Species Consortium

PO Box 241842
Milwaukee,WI53224 		None Public Habitat Restoration 5,300

Sonoma Ecology Center

PO Box 1486
Eldridge,CA95431 		None Public Sonoma Overlook Trail Renovation 3,000

Sonoma Land Trust

822 Fifth Street
Santa Rosa,CA95404 		None Public Glen Oaks Ranch "The Gathering Place" 2,000

Spirit Horse Equine Rescue and Education Center

4107 N Rivers Edge Drive
Janesville,WI53548 		None Public Round Pen Panels 1,000

Sunset Seniors LLC

128 W Main Street
Readstown,WI54652 		None Public Purchase of a SpeedQueen Washer and Dryer 2,750

Superior Rivers Watershed Association

PO Box 875
Ashland,WI54806 		None Public Stewardship of the Bad River Watershed 9,925

Urban Ecology Center

1500 E Park Place
Milwaukee,WI53211 		None Public Research and Community Science Program 5,000

Wisconsin Waterfowl Association

PO Box 427
Wales,WI53183 		None Public Wetland habitat restorations 7,000
Total .................................right arrow 3a 145,857
bApproved for future payment
Total ................................. right arrow 3b 0
Form 990-PF (2023)
Form 990-PF (2023)
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 ........... 		         
4 Dividends and interest from securities ....     14 85,527  
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 .....     16 450  
8 Gain or (loss) from sales of assets other than
inventory ............ 		    18 -48,727  
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 37,250 0
13Total. Add line 12, columns (b), (d), and (e)..................
13
37,250
(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 (2023)
Form 990-PF (2023)
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.
right arrow right arrow
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 Check if self-
employed right arrow		 PTIN
Firm's name SmallBullet
 Firm's EIN SmallBullet
Firm's address SmallBullet


 Phone no.
Form 990-PF (2023)
Additional Data


Software ID:  
Software Version:  


Form 990PF - Special Condition Description:
Special Condition Description

TY 2023 InvestmentsCorpBondsSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Name of Bond End of Year Book Value End of Year Fair Market Value
45.0091/45.9231 shs Vanguard Dividend Appr (#..7541) 5,448 7,825
13,715.017/14,342.159 shs Vanguard Bal Ind (#..7541) 492,167 639,373
1711.9075/1780.6385 shs Schwab Emerging Mkts (#0205) 46,274 44,142
1037 shs Schwab US Dividend (#0205) 74,617 78,947
228 shs Vanguard Growth ETF (#0205) 52,938 70,880
17,887.138/15,771.076 shs Baird Aggregate Bd (#0205) 169,951 155,503
12,015.18/12,10.859 shs Blackrock Low Duration (#0205) 120,632 112,723
9345.794 shs Cliffwater Corporate Lending (#0205) 100,010 98,505
0/9,443.8610 shs Diamond Hill St Dur S (#0205) 90,000 91,511
1607.645/1672.369 shs Dodge & Cox Income (#0205) 23,447 21,105
28,209.718/16,171.005 shs Doubleline Total Ret (#0205) 171,304 142,952
7669.477/7077.517 shs Eaton Vance Fltg Rate (#0205) 52,275 59,593
0/9,130.841 shs Neuberer Berman Strategies (#0205) 87,940 89,756
4405.286 shs Osterweis Strategic Inc (#0205) 50,010 48,194
1062.117 shs American Fds Europacif Grwth (#0205) 47,371 58,161
2904.607 shs Congress Mid Cap Grwth (#..0205) 44,822 71,511
881.503/745.791 shs Dodge & Cox Stock Fd (#..0205) 131,274 181,637
1866.295 shs Edgewood Growth Instl (#..0205) 39,789 81,632
1453.623/1467.983 shs Invesco Dev Mkts (#..0205) 57,240 56,620
2471.666 shs Jackson Sq Smid Cap (#0205) 57,668 45,849
6677.192/4634.644 shs JOHCM International Sel (#0205) 137,980 107,431
637.984 shs Vanguard Mid Cap Index Adm Fd (#..0205) 104,590 184,703
1154.702 shs Vanguard Mid Cap Value Index (#..0205) 54,203 87,007
709.735/721.904 shs Vanguard Small Cap Index (#..0205) 54,179 74,602
1283.356 shs Vanguard 500 Index Fd (#..0205) 285,928 564,664

TY 2023 InvestmentsCorpStockSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Name of Stock End of Year Book Value End of Year Fair Market Value
40 shs Berkshire Hathaway CL B (#..0205) 4,740 14,266

TY 2023 InvestmentsOtherSchedule2
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
6.625% interest in Crawfish Road, LLC AT COST 12,727 43,750

TY 2023 LegalFeesSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
Legal fees 7,340 734   6,606


TY 2023 OtherExpensesSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
Supplies, postage, miscellaneous 299 0   299
Dept. of Financial Institution 25 0   25
US Bank - expenses 270 0   270
Computer and ink cartridges 671 0   671
Squarespace and Go Daddy 294 0   294


TY 2023 OtherIncomeSchedule2
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
Rental Inc from Sch K-1 450 450 450


TY 2023 OtherIncreasesSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Description Amount
Miscellaneous basis adjustment 573


TY 2023 OtherProfessionalFeesSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
Investment Fees - Schwab (Bronfman) 12,693 12,693   0


TY 2023 TaxesSchedule
Name:
James E Dutton Foundation Inc
 
c/o Dean W Fenske
EIN:
71-0985492
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
Charles Schwab foreign tax 689 689   0