TY 2023 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

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

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

OMB No. 1545-0047

2023

Open to Public Inspection

For calendar year 2023, or tax year beginning 07-01-2023 , and ending 06-30-2024

Name of foundation
THE WHITING FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)9460 S SAGINAW ROAD SUITE J
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
GRAND BLANC, MI48439

A Employer identification number

38-6056693

B Telephone number (see instructions)

(810) 767-3600

C If exemption application is pending, check here right arrow

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

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

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

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

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

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

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

$21,616,348J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

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


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments	4,086		4,086	4,086
4	Dividends and interest from securities...	730,208		730,208	730,208
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		71,774
b	Gross sales price for all assets on line 6a 348,626
7	Capital gain net income (from Part IV, line 2)...			71,774
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......	List of Attached Documents: // Content	8,920	8,920	8,920
12	Total. Add lines 1 through 11........	814,988		814,988	743,214
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........	List of Attached Documents: // Content	60,000	9,000
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	19,600
c	Other professional fees (attach schedule)....
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	71,777	1,431
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............	12,000
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	27,574	24,508		2,246
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	190,951		34,939		2,246
25	Contributions, gifts, grants paid.......	983,500				983,500
26	Total expenses and disbursements. Add lines 24 and 25	1,174,451		34,939		985,746
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-359,463
b	Net investment income (if negative, enter -0-)			780,049
c	Adjusted net income (if negative, enter -0-)...				743,214

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2023)

Form 990-PF (2023)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............
	2	Savings and temporary cash investments.........	996,237	128,966	128,966
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)
	b	Investments—corporate stock (attach schedule).......	8,215,689	List of Attached Documents: // Content 8,024,031	19,516,741
	c	Investments—corporate bonds (attach schedule).......	1,239,279	List of Attached Documents: // Content 1,938,745	1,970,641
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........
	14	Land, buildings, and equipment: basis 9,729
		Less: accumulated depreciation (attach schedule) 9,729
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	10,451,205	10,091,742	21,616,348
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........		0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........	10,451,205	10,091,742
	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).....	10,451,205	10,091,742
	30	Total liabilities and net assets/fund balances (see instructions).	10,451,205	10,091,742

Part III

Analysis of Changes in Net Assets or Fund Balances

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

10,451,205

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

-359,463

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

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

10,091,742

Decreases not included in line 2 (itemize) right arrow

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

10,091,742

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	FT UNIT 9690 DEEP VALUE DIV PORTFOLI	P	2023-09-22	2023-10-25
b	FT UNIT 9690 DEEP VALUE DIV PORTFOLI	P	2022-10-24	2023-10-25
c	TRITON INTL LTD SHS CL A	P	2013-06-10	2023-10-04
d	TRITON INTL LTD SHS CL A	P	2018-07-17	2023-10-04
e	RR DONNELLEY & SONS	P	2011-01-31	2023-08-31

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	5,279	5,782	-503
b	156,813	206,277	-49,464
c	41,580	12,903	28,677
d	124,738	51,890	72,848
e	20,216		20,216

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			-503
b			-49,464
c			28,677
d			72,848
e			20,216

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	71,774
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 ...................		3

Part V

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

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)	1	10,843
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	10,843
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	10,843
6	Credits/Payments:

a	2023 estimated tax payments and 2022 overpayment credited to 2023	6a	36,000
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ..........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	36,000
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	25,157
11	Enter the amount of line 10 to be: Credited to 2024 estimated tax25,157	Refunded	11

Form 990-PF (2023)

Page 4

Part VI-A

Statements Regarding Activities

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

Yes

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

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

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

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

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

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

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

(1) On the foundation. right arrow

$ (2) On foundation managers. right arrow

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

on foundation managers. right arrow

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

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

Yes

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

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

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

Yes

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

or 4942(j)(5) for calendar year 2023 or the taxable year beginning in 2023? See the instructions for Part XIII.

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

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

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

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

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

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

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

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

Yes

Website address right arrow

N/A

The books are in care of right arrow

THE WHITING FOUNDATION Telephone no. right arrow

(810) 767-3600

Located at right arrow

G-9460 S SAGINAW STE JGRAND BLANCMI ZIP+4 right arrow

48439

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

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

16 At any time during calendar year 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)

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

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

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

1a(1)

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

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

1a(2)

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

1a(3)

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

1a(4)

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

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

1a(5)

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

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

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

1a(6)

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

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

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

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

that were not corrected before the first day of the tax year beginning in 2023? .............

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

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

At the end of tax year 2023, did the foundation have any undistributed income (Part XII, lines 6d

and 6e) for tax year(s) beginning before 2023?....................

If "Yes," list the years right arrow

20, 20, 20, 20

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

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

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

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

20, 20, 20, 20

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

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

If "Yes," did it have excess business holdings in 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.) .....................

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

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

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2023? ..

Form 990-PF (2023)

Page 6

Part VI-B

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

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

Yes

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

5a(1)

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

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

5a(2)

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

5a(3)

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

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

5a(4)

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

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

5a(5)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Part VII

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

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

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
JOHN T LINDHOLM	EX DIRECTOR 000.00	0	0	0
G9460 S SAGINAW STE J GRAND BLANC,MI48439	EX DIRECTOR 000.00	0	0	0
LINDA J LEMIEUX	PRESIDENT 000.00	0	0	0
G9460 S SAGINAW STE J GRAND BLANC,MI48439	PRESIDENT 000.00	0	0	0
LORA M ZIEMBO	SECRETARY 000.00	0	0	0
G9460 S SAGINAW STE J GRAND BLANC,MI48439	SECRETARY 000.00	0	0	0

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


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









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

Form 990-PF (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 arrow

Part VIII-A

Summary of Direct Charitable Activities

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


2


3


4

Part VIII-B

Summary of Program-Related Investments (see instructions)

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


All other program-related investments. See instructions.
3

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

Form 990-PF (2023)

Page 8

Part IX

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

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

purposes:

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

20,085,125

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

331,748

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

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

20,416,873

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

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

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

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

20,416,873

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

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

306,253

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

20,110,620

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

1,005,531

Part X

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

and do not complete this part.)

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

1,005,531

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

10,843

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

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

10,843

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

994,688

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

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

994,688

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

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

994,688

Part XI

Qualifying Distributions (see instructions)

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

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

985,746

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

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

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

Amounts set aside for specific charitable projects that satisfy the:

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

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

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

985,746

Form 990-PF (2023)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(d) 2023
1 Distributable amount for 2023 from Part X, line 7			994,688
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only.......
b Total for prior years:20 , 20, 20
3 Excess distributions carryover, if any, to 2022:
a From 2018......
b From 2019......	44,585
c From 2020......	9,012
d From 2021......	5,388
e From 2022......
f Total of lines 3a through e ........		58,985
4Qualifying distributions for 2023 from Part
XI, line 4: $ 985,746
a Applied to 2022, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions)........
d Applied to 2023 distributable amount.....			985,746
e Remaining amount distributed out of corpus
5 Excess distributions carryover applied to 2023.		8,942	8,942
(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		50,043
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2022. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2023. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2024 ..........			0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8 Excess distributions carryover from 2018 not applied on line 5 or line 7 (see instructions) ...
9 Excess distributions carryover to 2024. Subtract lines 7 and 8 from line 6a ......		50,043
10 Analysis of line 9:
a Excess from 2019....	35,643
b Excess from 2020....	9,012
c Excess from 2021....	5,388
d Excess from 2022....
e Excess from 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 4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part IX for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2023	(b) 2022	(c) 2021	(d) 2020	(e) Total

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

Part XIV

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

1Information Regarding Foundation Managers:

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

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

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

Check here right arrow

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

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

JOHN T LINDHOLM EXECUTIVE DIR
G-9460 S SAGINAW RD SUITE J
GRAND BLANC,MI48439
(810) 767-3600

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

IN CONCISE FORM DESCRIPTION OF ACTIVITIES, AND AN EXPLANATION OF NEEDS, A CURRENT AND ENSUING BUDGET AND DETAIL OF ADMIN EXPENSES AND SALARIES

cAny submission deadlines:

APRIL 30 OF EACH YEAR

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

GENESEE COUNTY AREA, INCLUDING THE CITY OF FLINT, WITH AN EMPHASIS ON (1) BASIC HUMAN NEEDS FOR UNDERPRIVILEGED AND (2) CULTURAL ACTIVITIES

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)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
MAKE A WISH MICHIGAN 7600 GRAND RIVER AVE STE SUITE 175 BRIGHTON,MI48114		SEE NOTE 1	SEE NOTE 2	10,000
FOOD BANK OF EASTERN MICHIGAN 2300 LAPEER RD FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	15,000
GIRL SCOUTS OF SE MICHIGAN 1333 BREWERY PARK BLVD SUITE 500 DETROIT,MI48207		SEE NOTE 1	SEE NOTE 2	10,000
LIFELINE PILOTS 4507 N STERLINE AVE SUITE 402 PEORIA,IL60615		SEE NOTE 1	SEE NOTE 2	15,000
THE NEW MCCREE THEATRE 4601 CLIO RD FLINT,MI48504		SEE NOTE 1	SEE NOTE 2	25,000
BOYS & GIRLS CLUBS OF GREATER FLINT 3701 N AVERILL AVE FLINT,MI48506		SEE NOTE 1	SEE NOTE 2	20,000
NEW DIRECTION YOUTH PROGRAM PO BOX 321011 FLINT,MI48532		SEE NOTE 1	SEE NOTE 2	10,000
YMCA GREATER FLINT 411 E THIRD ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	43,000
UNITED WAY OF GENESEE COUNTY 111 E COURT ST SUITE 3A FLINT,MI48502		SEE NOTE 1	SEE NOTE 2	25,000
CANCER RESEARCH INSTITUTE 29 BROADWAY 4TH FLOOR NEW YORK,NY100063201		SEE NOTE 1	SEE NOTE 2	25,000
MUSCULAR DYSTROPHY ASSOCIATION PO BOX 7410354 CHICAGO,IL60674		SEE NOTE 1	SEE NOTE 2	10,000
FLINT CULTURAL CENTER CORP-SLOAN LO 1223 E KEARSLEY ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	100,000
MICHIGAN DYSLEXIA INSTITUTE 4488 W BRISTOL RD SUITE 205 FLINT,MI48507		SEE NOTE 1	SEE NOTE 2	10,000
AMERICAN DIABETES ASSOCIATION PO BOX 7023 MERRIFIELD,VA221167023		SEE NOTE 1	SEE NOTE 2-CAMP MIDICHA	15,000
FLINT INSTITUTE OF MUSIC 1025 E KEARSLEY ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	300,000
FLINT INSTITUTE OF ARTS 1120 E KEARSLEY ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	100,000
BOY SCOUNTS OF AMERICA-FLINT URBAN 4205 E COURT ST FLINT,MI48509		SEE NOTE 1	SEE NOTE 2	8,000
HURLEY FOUNDATION ONE HURLEY PLAZA FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	10,000
GENESSE CO FREE MEDICAL CLINIC 2437 WELCH BLVD FLINT,MI48504		SEE NOTE 1	SEE NOTE 2	10,000
FLINT JEWISH FEDERATION 5080 W BRISTOL RD SUITE 3 FLINT,MI48507		SEE NOTE 1	SEE NOTE 2	25,000
SHELTER OF FLINT INC 902 E SIXTH ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	25,000
FLINT PUBLIC LIBRARY 1026 E KEARSLEY ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	50,000
UNCF 18701 GRAND RIVER 329 DETROIT,MI48223		SEE NOTE 1	SEE NOTE 2	20,000
LIONS VISUALLY IMPAIRED YOUTH CAMP 3409 N FIVE LAKES RD LAPEER,MI48446		SEE NOTE 1	SEE NOTE 2	10,000
FRANKLIN MISSION NETWORK 2210 N FRANKLIN AVE FLINT,MI48506		SEE NOTE 1	SEE NOTE 2	10,000
MOTT COMMUNITY COLLEGE 1401 E COURT ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	15,000
MIRACLE FLIGHTS 5740 S EASTERN AVE SUITE 240 LAS VEGAS,NV89119		SEE NOTE 1	SEE NOTE 2	10,000
CROSSOVER OUTREACH 814 W COURT ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	2,500
URBAN RENAISSANCE CENTER 2505 N CHEVROLET AVE FLINT,MI48504		SEE NOTE 1	SEE NOTE 2	20,000
WHALEY HISTROIC HOUSE MUSEUM 624 E KEARSLEY ST FLINT,MI48503		SEE NOTE 1	SEE NOTE 2	30,000
MICHIGAN PRODUCTIONS 615 S SAGINAW ST FLINT,MI48502		SEE NOTE 1	SEE NOTE 2	5,000
Total ................................. 3a				983,500

bApproved for future payment

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

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	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments ....
3 Interest on savings and temporary cash investments ...........			14	4,086
4 Dividends and interest from securities ....			14	730,208
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 .....			14	8,920
8 Gain or (loss) from sales of assets other than inventory ............			18	71,774
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) ..				814,988

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

814,988

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

Part XV-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2023)

Page 13

Part XVI

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

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

Yes

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If "Yes," complete the following schedule.

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

Sign Here

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

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

Form 990-PF (2023)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2023 AccountingFeesSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INDIRECT ACCOUNTING FEES	19,600

- TIN:

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

TY 2023 DepreciationSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)
EQUIPMENT	2000-12-31	5,718	5,718	200DB	7.0000
TELEPHONES	2001-07-06	1,162	1,162	200DB	7.0000
COMPUTER - 1999-2000	2000-12-14	2,849	2,849	200DB	5.0000

- TIN:

TY 2023 InvestmentsCorpBondsSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Name of Bond	End of Year Book Value	End of Year Fair Market Value
CREDIT SUISSE NEW YORK	262,969	267,613
DELL COMPUTER CORP 7.1%	28,565	29,893
R.R DONNELLEY & SONS	20,375	18,820
SANTANDER UK PLC 7.95%	46,315	48,364
TELECOM ITALIA CAPITAL CO GLB 6.375%	48,618	45,830
NEXEN INC 6.4%	23,771	25,137
GOLDMAN SACHS GROUP INC 6.75%	49,917	54,084
MARATHON OIL CORP	101,860	108,609
PACIFICORP	204,595	207,720
PROTECTIVE LIFE CORP 8.45%	23,049	23,510
NATIONAL RURAL UTIL COOP	74,561	75,000
PRUDENTIAL FINANCIAL INC	98,154	99,018
STANLEY BLACK & DECKER	88,236	85,056
WELLS FARGO & COMPANY	102,959	106,486
TRUIST FINL CORP	100,323	98,249
WELLS FARGO & COMPANY	90,886	95,686
NORTHERN TRUST CORP	92,703	96,784
BANK OF AMERICA	91,456	94,569
CHARLES SCHWAB CORP	93,553	96,040
DOMINION ENERGY INC	95,900	99,233
PNC FINANCIAL SERVICES	199,980	194,940

- TIN:

TY 2023 InvestmentsCorpStockSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Name of Stock	End of Year Book Value	End of Year Fair Market Value
AEGON FUNDING CO LLC	87,500	72,695
AFLAC INC - 1750 SHARES	100,886	312,585
ALLIANCEBERNSTEIN GLOBAL - 2000 SHAR	30,584	20,960
ALLIANT ENERGY CORP - 8400 SHARES	122,132	427,560
ALTRIA GROUP INC - 1400 SHARES	13,315	63,770
AMBEV SA SHS ADR - 9,000 SHARES	50,088	18,450
AMERICAN ELECTRIC POWER INC - 610 SH	24,839	53,521
APPLE INC - 1000 SHARES	36,449	210,620
ASTRAZENECA PLC ADR - 3300 SHARES	98,830	257,367
AT&T	60,539	255,864
AXIS CAPITAL HLDS LTD	116,404	105,600
BANK OF AMERICA CORP	200,000	149,040
BANK OZK	100,000	62,400
BROOKFIELD OAKTREE HOLDINGS	100,000	85,400
BLACKROCK LTD DUR INC TR	35,543	27,920
BLACKROCK RES & COMMODITIES STRATEGY	35,224	22,975
BP PLC	221,666	236,816
BRISTOL MYERS SQUIBB	68,805	166,120
CALAMOS CONV & HIGH INC FUND	30,738	27,900
CAMPBELL SOUP CO	63,034	90,380
CENTERPOINT ENERGY INC.	79,808	123,920
CHEVRON CORP	29,340	240,887
CISCO SYSTEMS INC	87,744	128,277
CMS ENERGY CORP	47,900	37,800
COCA COLA COM	59,059	79,562
COHEN & STEER SELECT PFD & INCOME	48,826	39,560
CONSOLIDATED EDISON INC	17,708	62,594
COPT DEFENSE PROPERTIES	34,946	25,030
CONSUMERS ENERGY COMPANY SER B 4.5%	9,190	22,872
DEERE & CO	38,031	747,260
DIGITAL RLTY TR INC	57,868	83,628
DIVERSIFIED HEALTHCARE 6.25%	25,000	14,670
DOMINION ENERGY INC	2,791	23,765
DOWDUPONT INC COM	2,576	47,745
DPS LEHMAN BROS HOLDING PFD STK	50,000
DT MIDSTREAM INCORP REG	9,052	74,226
DTE ENERGY CO	49,745	232,122
DTE ENERGY JR SUB DEB SER E 4.375%	100,000	79,400
DUKE ENERGY CORP NEW	26,153	63,145
EIDP INC	12,229	14,054
EATON VANCE LTD DUR INC FUND	29,628	19,480
ELI LILLY & CO	38,374	905,380
ENBRIDGE INC COM	5,631	13,631
ENTERGY CORP NEW	9,972	53,500
ENTERGY NEW ORLEANS LLC	99,771	93,029
F&G ANNUITIES & LIFE INC	100,000	103,680
EXACT SCIENCES CORP COM	106,827	47,109
EXELON CORPORATION	56,131	173,050
EXXON MOBILE	38,681	1,180,671
FIRST REPUBLIC BANK NON-CUM PFD	100,000	80
FIRST REPUBLIC BANK NON CUM SR	50,000	40
FIRSTENERGY CORP	63,032	165,747
FORD MOTOR COMPANY	24,938	26,647
FT UNIT 9690 DEEP VALUE
GABELLI DIVIDEND & INCOME TRUST	92,648	113,550
GARMIN LTD.	97,170	423,592
GLAXOSMITHKLINE PLC ADR	62,436	53,900
GOLUB CAP BDC INC	49,327	43,988
HP INC	27,796	70,040
HUNTINGTON BANCSHS INC	729,994	1,045,793
INTEL CORP	173,653	167,238
INTERNATIONAL PAPER CO	100,443	86,300
INTL BUSINESS MACHINES CORP	54,264	60,533
INTRPUBLIC GRP OF CO	298,625	346,171
ISHARES INTL SELECT	257,806	221,360
ISHARES S&P 500	194,315	518,224
ISHARES S&P 500 VALUE	198,103	345,819
ISHARES S&P MIDCAP 400	98,171	176,220
ISHARES S&P MIDCAP 400	102,856	158,844
ISHARES TR RUSSELL 2000	96,050	142,023
JP MORGAN CHASE & CO NON -CUM PFD	150,000	114,540
JP MORGAN CHASE & CO	53,163	2,700,171
KINDER MORGAN INC DEL	53,746	28,752
KNIFE RIVER CORP REG	1,144	35,491
KRAFT	6,208	14,853
LEHMAN BROS HLDG CP TR V 6.0%	50,000	1
LOCKHEED MARTIN CORP	49,772	214,866
LYONDELLBASELL INDUSTRIES	56,158	62,179
MDU RESOURCES GROUP INC	2,506	50,828
MERCK AND CO INC	34,622	123,800
METLIFE INC	100,000	81,320
MONDELEZ INTERNATIONAL INC	12,818	90,569
NOVARTIS ADR	63,173	106,460
ORGANON AND CO REG SHS	1,710	2,070
ORION OFFICE REIT INC	1,993	359
PAYCHEX INC	40,976	118,560
PFIZER INC	98,103	165,362
PHILIP MORRIS INTL INC	21,849	101,330
PIONEER BOND FUND CLASS Y	7,508	5,464
PPL CORPORATION	49,656	138,250
PROCTOR & GAMBLE CO	146,704	659,680
PUBLIC STORAGE	100,000	72,880
PUBLIC SVC ENTERPRISE GRP	63,222	368,500
QUALCOMM INC	143,441	517,868
REALTY INCM CRP MD PVS 1 REIT	27,779	52,820
RTX CORP	58,364	588,386
SANDOZ GROUP AG	3,556	7,240
ROYAL DUTCH SHEL PLC	104,983	144,360
SCE TRUST II PFD STOCK 5.1%	27,425	21,830
SOUTHERN COMPANY	42,546	108,598
TC ENERGY CORP	57,960	45,480
TRITON INTL LTD SHS CL A
UNITED PARCEL SVC CL B	35,207	68,425
VANGUARD FTSE EMERGING MARKETS ETF	102,848	109,400
VENTAS INC REIT	97,613	97,394
VERIZON COMMUNICATIONS	48,048	200,674
VIATRIS INC	1,800	2,594
VODAFONE GROUP PLC	56,290	19,070
WASTE MANAGEMENT INC	51,255	384,012
WEC ENERGY GROUP INC	23,254	70,771
WELLS FARGO & CO NON-CUM 4.75% SER Z	80,000	65,312
WEYERHAEUSER CO	133,550	138,713
XCEL ENERGY INC	21,897	53,410

- TIN:

TY 2023 LandEtcSchedule2

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
	9,729	9,729

- TIN:

TY 2023 LegalFeesSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
LEGAL FEES	60,000	9,000

- TIN:

TY 2023 OtherExpensesSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
EXPENSES
CHECKING ACCOUNT FEES	476	476
DEPOSITORY BANK FEES	367	367
INSURANCE	820
OFFICE EXPENSE	2,246		2,246
AMORTIZATION EXPENSE	23,665	23,665

- TIN:

TY 2023 OtherIncomeSchedule2

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
SETTLEMENT	8,920	8,920	8,920

- TIN:

TY 2023 TaxesSchedule

Name:

THE WHITING FOUNDATION

EIN:

38-6056693

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FOREIGN TAX	1,431	1,431
ESTIMATED TAX	70,346