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
POPPLESTONE FOUNDATION
C/O SULLIVAN & WORCESTER LLP
Number and street (or P.O. box number if mail is not delivered to street address)ONE POST OFFICE SQUARE
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BOSTON, MA02109
A Employer identification number

04-3528004
B Telephone number (see instructions)

(617) 338-2839
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$62,805,601J 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) 192,817,759
2 Check right arrow.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 4,039,373 4,039,373  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 -2,318,066
b Gross sales price for all assets on line 6a 77,460,387
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
31,490 30,125  
12 Total. Add lines 1 through 11........ 194,570,556 4,069,498  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0 0   0
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
22,986 0   22,986
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule)....        
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
145,000 0   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
277,706 192,962   48,642
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 445,692 192,962   71,628
25 Contributions, gifts, grants paid....... 145,306,337 145,306,337
26 Total expenses and disbursements. Add lines 24 and 25 145,752,029 192,962   145,377,965
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 48,818,527
b Net investment income (if negative, enter -0-) 3,876,536
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............. -1    
2 Savings and temporary cash investments......... 14,110,985 21,533,777 21,533,777
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) 8,958,211 Click to see attachment
List of Attached Documents:
// Content
45,802,343 		38,192,508
b Investments—corporate stock (attach schedule)....... 5,238,362 Click to see attachment
List of Attached Documents:
// Content
9,795,943 		2,046,910
c Investments—corporate bonds (attach schedule).......      
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).......... 1,038,383 Click to see attachment
List of Attached Documents:
// Content
1,032,406 		1,032,406
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) 29,345,940 78,164,469 62,805,601
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........ 0 0
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 29,345,940 78,164,469
29 Total net assets or fund balances (see instructions)..... 29,345,940 78,164,469
30 Total liabilities and net assets/fund balances (see instructions). 29,345,940 78,164,469
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
29,345,940
2
Enter amount from Part I, line 27a .....................
2
48,818,527
3
Other increases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
3
2
4
Add lines 1, 2, and 3 ..........................
4
78,164,469
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
78,164,469
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 14,563.940 UNITS NUSFX P 2023-10-16 2023-10-16
b $150,000 U.S. TREASURY BONDS 1.3750% DUE 08/15/2050 D 2022-11-17 2023-10-16
c $10,000,000 U.S. TREASURY BILLS DUE 01/11/2024 P 2023-07-12 2023-11-14
d $3,000,000 U.S. TREASURY NOTES 0.5000% DUE 03/15/2023 P 2020-03-16 2023-03-15
e $8,000,000 U.S. TREASURY NOTES 0.5000% DUE 03/15/2023 D   2023-03-15
4,934,019.930 UNITS NUSFX D   2023-10-16
$4,950,000 UNITED STATES TREASURY BONDS 1.2500% DUE 05/15/2050 D   2023-10-16
$4,810,000 UNITED STATES TREASURY BONDS 1.3750% DUE 08/15/2050 D   2023-10-16
$2,000,000 UNITED STATES TREASURY NOTES 0.1250% DUE 10/15/2023 P   2023-10-15
(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 147,533   147,533 0
b 70,758   84,006 -13,248
c 9,735,777   9,734,963 814
d 3,000,000   2,994,431 5,569
e 8,000,000   8,000,000 0
49,981,622   50,000,000 -18,378
2,255,730   3,427,920 -1,172,190
2,268,967   3,393,666 -1,124,699
2,000,000   1,995,934 4,066
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       0
b       -13,248
c       814
d       5,569
e       0
      -18,378
      -1,172,190
      -1,124,699
      4,066
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 -2,318,066
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 53,884
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 53,884
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 53,884
6 Credits/Payments:
a 2023 estimated tax payments and 2022 overpayment credited to 2023 6a 20,519
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 70,000
d Backup withholding erroneously withheld .......... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 90,519
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 1,610
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 35,025
11 Enter the amount of line 10 to be: Credited to 2024 estimated taxright arrow35,025 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
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
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 arrowMA
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. Click to see attachment
List of Attached Documents:
// Content
...............................
10
Yes
 
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 instructionsClick to see attachment
List of Attached Documents:
// Content
.................
12
Yes
 
13
Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
13
Yes
 
Website addressright arrowN/A
14
The books are in care ofright arrowCHRISTOPHER C CURTIS ESQ Telephone no.right arrow (617) 338-2800

Located atright arrowSULLIVAN WORCESTER LLP 1 POSTOFFICE SQUAREBOSTONMA ZIP+4right arrow02109
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
SUZANNE E WERBER DWORSKY TRUSTEE
0.00 		0 0 0
8 MERCER CIRCLE
CAMBRIDGE,MA02138
SALLY L RUBIN TRUSTEE
0.00 		0 0 0
83 KIRKSTALL ROAD
NEWTON,MA02460
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
ROCKEFELLER PHILANTHROPY ADVISORS CONSULTING FOR PRIVATE FOUNDATION MANAGEMENT 45,938
120 BROADWAY SUITE 3475
NEW YORK,NY10271
SULLIVAN & WORCESTER LLP LEGAL & ACCOUNTING 22,986
ONE POST OFFICE SQUARE
BOSTON,MA02109
GMA FOUNDATIONS CONSULTING FOR PRIVATE FOUNDATION MANAGEMENT 724
2 LIBERTY SQUARE STE 500
BOSTON,MA02109
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
95,295,799
b
Average of monthly cash balances.......................
1b
26,474,205
c
Fair market value of all other assets (see instructions)................
1c
0
d
Total (add lines 1a, b, and c).........................
1d
121,770,004
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
121,770,004
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
1,826,550
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
119,943,454
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
5,997,173
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
5,997,173
2a
Tax on investment income for 2022 from Part V, line 5.......
2a
53,884
b
Income tax for 2022. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
53,884
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
5,943,289
4
Recoveries of amounts treated as qualifying distributions................
4
0
5
Add lines 3 and 4............................
5
5,943,289
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
5,943,289
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
145,377,965
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
145,377,965
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 5,943,289
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only....... 0
b Total for prior years:20 , 20, 20 0
3 Excess distributions carryover, if any, to 2022:
a From 2018...... 2,531,110
b From 2019......  
c From 2020...... 16,278,584
d From 2021...... 4,124,029
e From 2022...... 22,216,213
f Total of lines 3a through e ........ 45,149,936
4Qualifying distributions for 2023 from Part
XI, line 4: right arrow$ 145,377,965
a Applied to 2022, but not more than line 2a 0
b Applied to undistributed income of prior years
(Election required—see instructions)..... 		0
c Treated as distributions out of corpus (Election
required—see instructions)........ 		0
d Applied to 2023 distributable amount..... 5,943,289
e Remaining amount distributed out of corpus 139,434,676
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 5 184,584,612
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 .......... 		0
7 Amounts treated as distributions out of
corpus to satisfy requirements imposed by
section 170(b)(1)(F) or 4942(g)(3) (Election may
be required - see instructions) ....... 		0
8 Excess distributions carryover from 2018 not
applied on line 5 or line 7 (see instructions) ... 		2,531,110
9 Excess distributions carryover to 2024.
Subtract lines 7 and 8 from line 6a ...... 		182,053,502
10 Analysis of line 9:
a Excess from 2019....  
b Excess from 2020.... 16,278,584
c Excess from 2021.... 4,124,029
d Excess from 2022.... 22,216,213
e Excess from 2023.... 139,434,676
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 email address of the person to whom applications should be addressed:
bThe form in which applications should be submitted and information and materials they should include:
cAny submission deadlines:
dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
Form 990-PF (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

ALL OUR KIN INC

153 EAST STREET 3RD FLOOR
NEW HAVEN,CT06511 		  PUBLIC EARLY CHILDHOOD DEVELOPMENT - GENERAL OPERATIONS 09/01/2023-08/31/2026 5,000,000

AMERICAN JOURNALISM PROJECT

6218 GEORGIA AVE NW STE 1-599
WASHINGTON,DC20011 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 825,000

AMERICANS UNITED FOR THE SEPARATION OF CHURCH AND STATE

1310 L STREET NW SUITE 200
WASHINGTON,DC20005 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 3,000,000

ASIAN & PACIFIC ISLANDER AMERICAN VOTE

1612 K STREET NW SUITE 600
WASHINGTON,DC20006 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - APIA VOTE GENERAL OPERATIONS 750,000

ATLANTA MUSIC PROJECT

833 DILL AVENUE SW
ATLANTA,GA30310 		  PUBLIC MUSIC EDUCATION - CAPITAL & ENDOWMENT 08/01/2023-07/31/2025 3,500,000

BALTIMORE SYMPHONY - ORCHKIDS

1212 CATHEDRAL ST
BALTIMORE,MD21201 		  PUBLIC MUSIC EDUCATION - ENDOWMENT FUND 07/01/2023-06/30/2028 2,000,000

BLACK VOTERS MATTER

3390 STONEWELL TELL ROAD
ATLANTA,GA30349 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - BVM CAPACITY BUILDING INSTITUTE 3,000,000

BOSTON DEBATE LEAGUE

1542 TREMONT ST
BOSTON,MA02120 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - SUPPORT "ADVANCING ACHIEVEMENT & IMPACT" 325,000

BOSTON YOUTH SYMPHONY ORCHESTRAS

855 COMMONWEALTH AVE
BOSTON,MA02215 		  PUBLIC MUSIC EDUCATION - RESTRICTED ENDOWMENT FOR SUPPORT OF NEW YOUTH MUSIC CENTER 6,400,000

BROOKLYN YOUTH ORCHESTRA

179 PACIFIC ST
BROOKLYN,NY11201 		  PUBLIC MUSIC EDUCATION - FINANCIAL AID, PROGRAM EXPANSION, AND CAPITAL 11/01/2023-06/30/2026 2,250,000

CAMBRIDGE PUBLIC SCHOOLS

159 THORNDIKE STREET
CAMBRIDGE,MA02141 		  PUBLIC MUSIC EDUCATION - MUSIC DEPARTMENT INITIATIVES - KODALY PROGRAM & MUSIC ACADEMIC YEAR 2023-2024 296,337

CAMPAIGN LEGAL CENTER

1101 14TH ST NW STE 400
WASHINGTON,DC20005 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - COMBATING ELECTION SABOTAGE 3,250,000

CENTER FOR CIVIC DESIGN

5443 TATES BANK ROAD
CAMBRIDGE,MD21613 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09-01-2023-08/31/2025 500,000

CENTER FOR ELECTION INNOVATION & RESEARCH (CEIR)

1120 CONNECTICUT AVENUE 1040
WASHINGTON,DC20036 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09/01/2023-08/31/2027 5,000,000

COMMUNITY MUSIC CENTER OF BOSTON

34 WARREN AVENUE
BOSTON,MA02116 		  PUBLIC MUSIC EDUCATION - RESTRICTED ENDOWMENT 2,000,000

COMMUNITY MUSIC WORKS PROJECT

1392 WESTMINSTER STREET
PROVIDENCE,RI02909 		  PUBLIC MUSIC EDUCATION - RENOVATIONSS, NEW CONSTRUCTION, PROGRAM EXPANSIONS, & ENDOWMENT 0101/2024-06/30/2027 ($8,000,000), MULTI-YEAR FOR MUSIC HAVEN ($1,505,000), MULTI-YEAR FOR NEIGHBORHOOD STRINGS ($1,005,000) 10,510,000

EDUCATION THROUGH MUSIC INC

122 E 42ND ST SUITE 1501
NEW YORK,NY10168 		  PUBLIC MUSIC EDUCATION - PROGRAM EXPANSION THROUGH TEACHER CERTIFICATION 09/01/2023-06/30/2028 3,000,000

EDVESTORS INC

200 NEWBURY STREET
BOSTON,MA02116 		  PUBLIC MUSIC EDUCATION - SUPPORT MUSIC PROGRAM OF BOSTON PUBLIC SCHOOLS ARTS EXPANSION 550,000

FAIR ELECTIONS CENTER

1825 K ST NW STE 450
WASHINGTON,DC20006 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - CAMPUS VOTE PROJECT 650,000

FAIR VOTE

8484 GEORGIA AVE 240
SILVER SPRING,MD20910 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09/01/2023-08/31/2025 1,000,000

FIDELITY CHARITABLE GIFT FUND

200 SEAPORT BOULEVARD MZ NM43A
BOSTON,MA02210 		  PUBLIC OTHER PHILANTHROPIC ENDEAVORS 500,000

FLORIDA RIGHTS RESTORATION COALITION

4081 LB MCLEOD ROAD SUITE C
ORLANDO,FL32811 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - DEFEND, PROTECT & PRODUCE REGISTERED VOTERS IN FLORIDA 06/01/2023-05/31/2026 2,000,000

GENERATION CITIZEN

110 WALL ST 5TH FLOOR
NEW YORK,NY10005 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - HANDS-ON CIVICS EDUCATION 500,000

ICIVICS

1035 CAMBRIDGE ST STE 21B
CAMBRIDGE,MA02141 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - CAPITAL CAMPAIGN, SUPPORT MEDIA & INFORMATION LITERACY EDUCATION PLUS OVERALL GROWTH CAMPAIGN 3,625,000

KEYS MUSIC

PO BOX 532
NEW CANAAN,CT06840 		  PUBLIC MUSIC EDUCATION - PROGRAM EXPANSION, CAPITAL EXPENSES, CASH RESERVES 400,000

LITERACY INC (LINC)

5030 BROADWAY SUITE 641
NEW YORK,NY10034 		  PUBLIC EARLY CHILDHOOD DEVELOPMENT - GENERAL OPERATIONS 07/01/2023-06/30/2027 3,000,000

MASSACHUSETTS BUDGET AND POLICY CENTER INC

ONE STATE ST STE 1250
BOSTON,MA02109 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - SUPPORT "DELIVERING ON EQUITY COLLECTIVE" 325,000

MASSACHUSETTS DEPARTMENT OF CONSERVATION AND RECREATION

10 PARK PLAZA SUITE 6620
BOSTON,MA02116 		  PUBLIC OTHER PHILANTHROPIC ENDEAVORS - REHABILITATION OF LOWELL MEMORIAL PARK, CAMBRIDGE 1,300,000

MOVEMENT ADVANCEMENT PROJECT

1905 15TH ST 1097
BOULDER,CO80206 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS: RESEARCH, DATA & MESSAGING TOOLS FOR LGBTQ ADVOCACY & CIVIL RIGHTS 1,000,000

NAACP LEGAL DEFENSE & EDUCATION FUND

40 RECTOR STREET 5TH FLOOR
NEW YORK,NY10006 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 07/01/2023-06/30/2027 10,000,000

NEIGHBORHOOD MUSIC SCHOOL

100 AUDUBON ST
NEW HAVEN,CT06510 		  PUBLIC MUSIC EDUCATION - SUPPORT DELTA PROGRAM OFFERING FREE INSTRUMENTS & MUSIC LESSONS 07/01/2023-06/30/2028 2,000,000

NEO PHILANTHROPY FBO MORE EQUITABLE DEMOCRACY

1001 AVENUE OF THE AMERICAS 12TH
FLOOR
NEW YORK,NY10018 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09/01/2023-08/31/2026 2,000,000

NEW ENGLAND CONSERVATORY OF MUSIC

290 HUNTINGTON AVENUE
BOSTON,MA02115 		  PUBLIC MUSIC EDUCATION - ENDOW NEC PREP SCHOLARSHIPS ($12,000,000), EARLY CHILHOOD EDUCATION PILOT ($500,000) 12,500,000

NEW VENTURE FUND FBO MEDIA DEMOCRACY FUND

1828 L STREET NW 300-A
WASHINGTON,DC20036 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - SUPPORT MDF'S DISINFORMATION DEFENSE LEAGUE 600,000

OPEN SECRETS

1100 13TH ST NW STE 800
WASHINGTON,DC20005 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - SUPPORT FOR "UP FOR DEBATE: ISSUES, CONTROVERSIES, & MONEY" 500,000

PARENTCHILD INC

242 W 30TH STREET 1000
NEW YORK,NY10001 		  PUBLIC EARLY CHILDHOOD DEVELOPMENT - EXPANSION OF EXISTING SITES & NEW SITES 500,000

PROJECT STEP

301 MASSACHUSETTS AVE SYMPHONY HALL
BOSTON,MA02115 		  PUBLIC MUSIC EDUCATION - RESTRICTED ENDOWMENT 5,000,000

PROTEUS FUND

15 RESEARCH DRIVE SUITE B
AMHERST,MA01002 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - PIPER FUND FOR JUDICIAL INDEPENDENCE & MONEY IN POLITICS WORK 08/01/2023-08/03/2024 1,000,000

ROOM TO GROW NATIONAL INC

424 147TH STREET 5TH FLOOR
NEW YORK,NY10455 		  PUBLIC EARLY CHILDHOOD DEVELOPMENT - GENERAL OPERATIONS 01/01/2024-12/31/2027 5,000,000

SOUTHERN POVERTY LAW CENTER INC

400 WASHINGTON AVENUE
MONTGOMERY,AL36104 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - SUPPORTING VOTING RIGHTS & CIVIC ENGAGEMENT 750,000

THE BOSTON FOUNDATION FOR BOSTON CITY SINGERS INC

75 ARLINGTON STREET 300
BOSTON,MA02116 		  PUBLIC MUSIC EDUCATION 1,000,000

THE BOSTON FOUNDATION FOR CHORUS AMERICA

75 ARLINGTON STREET 300
BOSTON,MA02116 		  PUBLIC MUSIC EDUCATION 2,500,000

THE BOSTON FOUNDATION FOR EMMANUEL MUSIC

75 ARLINGTON STREET 300
BOSTON,MA02116 		  PUBLIC MUSIC EDUCATION 1,500,000

THE BOSTON FOUNDATION FOR ZUMIX INC

75 ARLINGTON STREET 300
BOSTON,MA02116 		  PUBLIC MUSIC EDUCATION 2,000,000

THE URBAN INSTITUTE

500 LENFANT PLAZA SW
WASHINGTON,DC20024 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - TAX POLICY CENTER 09/01/2023-02/28/2026 2,000,000

TIDES CENTER FBO ABRIENDO PUERTASOPENING DOORS

1014 TORNY AVENUE
SAN FRANCISCO,CA94129 		  PUBLIC EARLY CHILDHOOD DEVELOPMENT - GENERAL OPERATIONS 09/01/2023-08/31/2026 2,000,000

TIDES FOUNDATION

1012 TORNEY AVENUE
SAN FRANCISCO,CA94129 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - MOVEMENT VOTER FUND: EXPANDING DEMOCRACY THROUGH CIVIC ENGAGEMENT 1,500,000

UNITING VOICES

78 E WASHINGTON ST 5TH FLOOR
CHICAGO,IL60602 		  PUBLIC MUSIC EDUCATION - SUPPORT EXPANSION & ACCESSIBILITY, INCLUDING ENDOWMENT 07/01/2023-06/30/2027 4,000,000

VERIFIED VOTING FOUNDATION

1500 CHESTNUT STREET 2315
PHILADELPHIA,PA19102 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09/01/2023-09/30/2025 1,000,000

VOTE RIDERS

171 PIER AVENUE 313
SANTA MONICA,CA90405 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - SUPPORT VOTER ID EDUCATION & ASSISTANCE IN PRIORITIZED SOUTHERN STATES 10/01/2023-12/31/2024 1,000,000

VOTER PARTICIPATION CENTER

1707 L STREET NW 700
WASHINGTON,DC20036 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09/01/2023-09/30/2025 10,000,000

VOTO LATINO

1701 RHODE ISLAND AVE NW
WASHINGTON,DC20018 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - GENERAL OPERATIONS 09/01/2023-11/30/2025 500,000

WILLIAM J BRENNAN JR CENTER FOR JUSTICE INC

120 BROADWAY SUITE 1750
NEW YORK,NY10271 		  PUBLIC DEMOCRACY & CIVIC ENGAGEMENT - ADVANCE PROJECTS FOCUSING ON STATE & FEDERAL COURTS AND CONSTITUTIONS 10,000,000
Total .................................right arrow 3a 145,306,337
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 4,039,373  
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 ..... 541700 30,125      
8 Gain or (loss) from sales of assets other than
inventory ............ 		    18 -2,318,066  
9 Net income or (loss) from special events:          
10 Gross profit or (loss) from sales of inventory          
11 Other revenue:
aMA FORM M-990T-62 2022 REFUND 		541700 1,365      
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) .. 31,490 1,721,307 0
13Total. Add line 12, columns (b), (d), and (e)..................
13
1,752,797
(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
Schedule B
(Form 990)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors

Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
Arrow Bullet Go to www.irs.gov/Form990 for the latest information.
OMB No. 1545-0047
2023
Name of the organization
POPPLESTONE FOUNDATION
C/O SULLIVAN & WORCESTER LLP
Employer identification number

04-3528004
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ






Form 990-PF




Check if your organization is covered by the General Rule or a Special Rule.  
Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
General Rule
Special Rules
......... Arrow Bullet $  
Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).
For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.
Cat. No. 30613XSchedule B (Form 990) (2023)
Schedule B (Form 990) (2023) Page 2
Name of organization
POPPLESTONE FOUNDATION
C/O SULLIVAN & WORCESTER LLP 		Employer identification number
04-3528004
Part I
Contributors
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
1
ALAN J DWORSKY IRREVOCABLE TRUST
 
8 MERCER CIRCLE
 
CAMBRIDGE, MA02138

$ 180,543,125


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

$  


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

$  


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

$  


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

$  


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

$  


(Complete Part II for noncash contributions.)
Schedule B (Form 990) (2023)
Schedule B (Form 990) (2023)
Page 3
Name of organization
POPPLESTONE FOUNDATION
C/O SULLIVAN & WORCESTER LLP 		Employer identification number

04-3528004
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 49,934,019.930 UNITS NORTHERN FUNDS ULTRA SHORT FIXED INCOME FUND (NUSFX), BOOKED AT $50,000,000 $ 49,586,900 2023-02-28
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 94,536 SHARES ENANTA PHARMACEUTICALS INC. (ENTA), BOOKED AT $4,557,581 $ 1,815,091 2023-07-14
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $8,000,000 U.S. TREASURY NOTES 0.5000% DUE 03/15/2023, BOOKED AT $8,062,500.00 $ 7,981,029 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $5,600,000 U.S. TREASURY BONDS 2.5000% DUE 02/15/2046, BOOKED AT $6,442,186.80 $ 4,222,313 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $6,040,000 U.S. TREASURY BONDS 2.5000% DUE 05/15/2046, BOOKED AT $6,950,720.26 $ 4,550,763 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $8,420,000 U.S. TREASURY BONDS 2.2500% DUE 08/15/2046, BOOKED AT $9,175,000.54 $ 6,022,273 2023-02-22
Schedule B (Form 990) (2023)
Name of organization
POPPLESTONE FOUNDATION
C/O SULLIVAN & WORCESTER LLP 		Employer identification number

04-3528004
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $4,950,000 U.S. TREASURY BONDS 1.2500% DUE 05/15/2050, BOOKED AT $3,427,920.44 $ 2,701,037 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $4,960,000 U.S. TREASURY BONDS 1.3750% DUE 08/15/2050, BOOKED AT $3,477,671,57 $ 2,796,006 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $10,000,000 U.S. TREASURY BILL DUE 04/13/2023, BOOKED AT $9,887,250.00 $ 9,936,664 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $10,000,000 U.S. TREASURY BILL DUE 06/01/2023, BOOKED AT $9,776,734.18 $ 9,870,819 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 $10,000,000 U.S. TREASURY BILL DUE 11/30/2023, BOOKED AT $9,627,347.50 $ 9,627,382 2023-02-22
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
Schedule B (Form 990) (2023)
Schedule B (Form 990) (2023)
Page 4
Name of organization
POPPLESTONE FOUNDATION
C/O SULLIVAN & WORCESTER LLP 		Employer identification number

04-3528004
Part III
Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
Use duplicate copies of Part III if additional space is needed.
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
Schedule B (Form 990) (2023)
Additional Data


Software ID:  
Software Version:  

TY 2023 InvestmentsCorpStockSchedule
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Name of Stock End of Year Book Value End of Year Fair Market Value
ENANTA PHARMACEUTICALS INC. 9,795,943 2,046,910

TY 2023 InvestmentsGovtObligationsSch
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
US Government Securities - End of Year Book Value:

45,802,343
US Government Securities - End of Year Fair Market Value:

38,192,508
State & Local Government Securities - End of Year Book Value:


0
State & Local Government Securities - End of Year Fair Market Value:


0


TY 2023 InvestmentsOtherSchedule2
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
BIOVENTURES INVESTORS, LPII AT COST 1,032,406 1,032,406

TY 2023 LegalFeesSchedule
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
SULLIVAN & WORCESTER LLP 22,986 0   22,986


TY 2023 OtherExpensesSchedule
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
CUSTODIAL FEE (FIDUCIARY TRUST CO.) 1,937 1,937   0
2022 MA FORM PC FILING FEE 1,000 0   1,000
TAX RETURN SVC. (FIDUCIARY TR CO.) 980 0   980
BIOVENTURES INVESTORS LIMITED K-1 INTEREST EXPENSE 29,302 0   0
BIOVENTURES INVESTORS LIMITED K-1 DEDUCTIONS 6,800 0   0
GMA FOUNDATIONS INC. CONSULTING FEES 724 0   724
ROCKEFELLER PHILANTHROPY ADVISORS FEES 45,938 0   45,938
NORTHERN TRUST FEES 191,025 191,025   0


TY 2023 OtherIncomeSchedule2
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
BIOVENTURES INVESTORS LP II ORDINARY BUSINESS INCOME -1,143 -1,143 -1,143
BIOVENTURES INVESTORS LP II DEBT-FINANCED INTEREST INCOME 31,209 31,209 31,209
BIOVENTURES INVESTORS LP II DEBT-FINANCED DIVIDEND INCOME 59 59 59
MA FORM M-990T-62 2022 REFUND 1,365   1,365


TY 2023 OtherIncreasesSchedule
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Description Amount
ROUNDING 2


TY 2023 SubstantialContributorsSch
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Name Address
ALAN J DWORSKY IRREVOCABLE TRUST
  		8 MERCER CIRCLE
CAMBRIDGE,MA02138


TY 2023 TaxesSchedule
Name:
POPPLESTONE FOUNDATION
 
C/O SULLIVAN & WORCESTER LLP
EIN:
04-3528004
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
2022 TAX PAYMENT FORM 990-PF 145,000 0   0