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 01-01-2023 , and ending 12-31-2023

Name of foundation
BROWN WHITWORTH REYNOLDS FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)311 POINT NORTH PLACE UNIT 4
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
DALTON, GA30720

A Employer identification number

36-7779780

B Telephone number (see instructions)

(404) 566-4304

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

$8,903,951J 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)	46,286
2	Check .............
3	Interest on savings and temporary cash investments	9,557		9,557
4	Dividends and interest from securities...	235,790		233,508
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		90,298
b	Gross sales price for all assets on line 6a 1,487,955
7	Capital gain net income (from Part IV, line 2)...			90,298
8	Net short-term capital gain.........				0
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......
12	Total. Add lines 1 through 11........	381,931		333,363
13	Compensation of officers, directors, trustees, etc.	42,552		21,276		21,276
14	Other employee salaries and wages......			0	0	0
15	Pension plans, employee benefits.......			0	0
16a	Legal fees (attach schedule).........	List of Attached Documents: // Content	12,323	0	0	12,323
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	3,500	0	0	3,500
c	Other professional fees (attach schedule)....					0
17	Interest...............					0
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	37,686	3,313		0
19	Depreciation (attach schedule) and depletion...		0	0
20	Occupancy..............
21	Travel, conferences, and meetings.......			0	0
22	Printing and publications..........			0	0
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	31	31
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	96,092		24,620	0	37,099
25	Contributions, gifts, grants paid.......	425,000				425,000
26	Total expenses and disbursements. Add lines 24 and 25	521,092		24,620	0	462,099
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-139,161
b	Net investment income (if negative, enter -0-)			308,743
c	Adjusted net income (if negative, enter -0-)...				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	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.............	103,278	325,189	325,189
	2	Savings and temporary cash investments.........	302,866
	3	Accounts receivable
		Less: allowance for doubtful accounts		0	0
	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 0
	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).......
	c	Investments—corporate bonds (attach schedule).......
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	7,417,874	List of Attached Documents: // Content 7,335,493	8,578,762
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	7,824,018	7,660,682	8,903,951
	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........	7,824,018	7,660,682
	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).....	7,824,018	7,660,682
	30	Total liabilities and net assets/fund balances (see instructions).	7,824,018	7,660,682

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) ...............

7,824,018

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

-139,161

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

List of Attached Documents:

// Content

5,395

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

7,690,252

Decreases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

29,570

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

7,660,682

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	1770. AT&T INC			2023-07-17
b	775. AT&T INC			2023-07-17
c	785. BRISTOL MYERS SQUIBB COMPANY			2023-12-22
d	45. BROADCOM INC			2023-08-22
e	40. BROADCOM INC		2022-09-15	2023-12-22
	255. CONOCOPHILLIPS		2022-09-15	2023-03-20
	365. CONOCOPHILLIPS			2023-03-20
	255. CONOCOPHILLIPS		2022-09-15	2023-03-20
	365. CONOCOPHILLIPS			2023-03-20
	775. FIRSTENERGY CORPORATION			2023-06-12
	390. FIRSTENERGY CORPORATION			2023-06-12
	885. ISHARES RUSSELL 1000 ETF			2023-05-11
	575. ISHARES RUSSELL 2000 ETF		2017-12-29	2023-04-24
	400. ISHARES CORE MSCI EMERGING		2022-09-15	2023-09-06
	675. ISHARES GLOBAL REIT ETF		2022-09-15	2023-03-24
	1825. ISHARES GLOBAL REIT ETF		2022-01-24	2023-03-24
	130. J P MORGAN CHASE & CO COM			2023-06-12
	1255. KEYCORP NEW COM			2023-03-14
	635. KEYCORP NEW COM		2020-09-08	2023-03-14
	535. NUTRIEN LTD			2023-03-20
	275. NUTRIEN LTD		2020-04-20	2023-03-20
	535. NUTRIEN LTD			2023-03-20
	275. NUTRIEN LTD		2020-04-20	2023-03-20
	175. PFIZER INCORPORATED		2019-10-25	2023-06-12
	1225. US BANCORP NEW			2023-11-03
	610. UNITED BANKSHARES INCORPORATED WV			2023-03-14
	310. UNITED BANKSHARES INCORPORATED WV			2023-03-14
	1006.441 VANGUARD COMMODITY STRAT FD CL ADM		2022-09-15	2023-12-22
	968.78 VANGUARD INFLATION-PROTECTED CL ADML		2022-09-15	2023-01-23
	958.783 VANGUARD INFLATION-PROTECTED CL ADML			2023-01-23
	28017.408 VANGUARD HIGH YIELD CORP CL ADML		2022-09-15	2023-03-24
	4404.331 VANGUARD HIGH YIELD CORP CL ADML			2023-03-24
	225. VANGUARD REAL ESTATE ETF		2021-04-23	2023-12-22
	523.684 VANGUARD 500 INDEX CL ADML			2023-04-24
	740. VERIZON COMMUNICATIONS			2023-07-17
	270. VERIZON COMMUNICATIONS			2023-07-17
	4854.369 VIRTUS SEIX FLT RT HI INC-I		2021-12-13	2023-03-10
	120. MEDTRONIC PLC			2023-06-12
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P
	CAPITAL GAIN DIVIDENDS	P

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	24,524	29,283	-4,759
b	10,738	21,950	-11,212
c	41,336	50,276	-8,940
d	38,403	16,331	22,072
e	45,054	19,991	25,063
	24,588	29,593	-5,005
	35,195	12,461	22,734
	24,588	29,593	-5,005
	35,195	12,461	22,734
	29,911	31,213	-1,302
	15,052	12,735	2,317
	199,872	179,710	20,162
	102,362	88,290	14,072
	19,600	18,862	738
	14,370	16,252	-1,882
	38,853	51,516	-12,663
	18,332	15,359	2,973
	16,342	22,091	-5,749
	8,269	7,983	286
	39,424	47,680	-8,256
	20,265	9,852	10,413
	39,424	47,680	-8,256
	20,265	9,852	10,413
	6,978	6,072	906
	43,379	56,431	-13,052
	22,895	22,395	500
	11,635	11,032	603
	25,000	32,267	-7,267
	22,902	24,142	-1,240
	22,666	24,710	-2,044
	144,570	144,850	-280
	22,726	25,715	-2,989
	19,813	21,664	-1,851
	200,000	149,961	50,039
	24,357	30,014	-5,657
	8,887	14,796	-5,909
	38,155	40,000	-1,845
	10,091	12,594	-2,503
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939
			1,939

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			-4,759
b			-11,212
c			-8,940
d			22,072
e			25,063
			-5,005
			22,734
			-5,005
			22,734
			-1,302
			2,317
			20,162
			14,072
			738
			-1,882
			-12,663
			2,973
			-5,749
			286
			-8,256
			10,413
			-8,256
			10,413
			906
			-13,052
			500
			603
			-7,267
			-1,240
			-2,044
			-280
			-2,989
			-1,851
			50,039
			-5,657
			-5,909
			-1,845
			-2,503

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	90,298
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	4,292
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	4,292
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	4,292
6	Credits/Payments:

a	2023 estimated tax payments and 2022 overpayment credited to 2023	6a	5,662
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	0
d	Backup withholding erroneously withheld ..........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	5,662
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	0
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	1,370
11	Enter the amount of line 10 to be: Credited to 2024 estimated tax1,370	Refunded	11	0

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

The books are in care of right arrow

WILMINGTON TRUST COMPANY Telephone no. right arrow

(302) 651-1942

Located at right arrow

1100 N MARKET STREETWILMINGTONDE ZIP+4 right arrow

19809

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)

Yes

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

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

1a(5)

(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-)
LYNN BROWN WHITWORTH	CO-TRUSTEE 1	0
311 POINT NORTH PLACE SUITE 4 DALTON,GA30720	CO-TRUSTEE 1	0
PATRICK WHITWORTH	CO-TRUSTEE 1	0
311 POINT NORTH PLACE SUITE 4 DALTON,GA30720	CO-TRUSTEE 1	0
TRACEE REYNOLDS	CO-TRUSTEE 1	0
311 POINT NORTH PLACE SUITE 4 DALTON,GA30720	CO-TRUSTEE 1	0
WILMINGTON TRUST COMPANY	CO-TRUSTEE 1	42,552
1100 N MARKET STREET WILMINGTON,DE19809	CO-TRUSTEE 1	42,552

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...................				0

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


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...................

8,061,817

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

508,213

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

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

8,570,030

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.........................

8,570,030

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

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

128,550

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

8,441,480

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

422,074

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..................

422,074

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

4,292

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

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

4,292

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

417,782

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

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

417,782

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

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

417,782

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 ..........

462,099

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. .......

462,099

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					417,782
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......	20,941
b From 2019......	21,916
c From 2020......	12,577
d From 2021......	2,080
e From 2022......	4,993,082
f Total of lines 3a through e ........		5,050,596
4Qualifying distributions for 2023 from Part
XI, line 4: $ 462,099
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.....					417,782
e Remaining amount distributed out of corpus		44,317
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		5,094,913
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) ...		20,941
9 Excess distributions carryover to 2024. Subtract lines 7 and 8 from line 6a ......		5,073,972
10 Analysis of line 9:
a Excess from 2019....	21,916
b Excess from 2020....	12,577
c Excess from 2021....	2,080
d Excess from 2022....	4,993,082
e Excess from 2023....	44,317

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).)

TRACEE WHITWORTH LYNN BROWN WHITWOR

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 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)

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
BOYS AND GIRLS CLUB OF CHATTOOGA GORDON MURRAY & WHITFIELD PO BOX 309 DALTON,GA30722	NONE	PC	GENERAL OPERATING	30,000
CHATTANOOGA AREA FOOD BANKNW GA 1111 S HAMILTON STREET DALTON,GA30720	NONE	PC	GENERAL OPERATING	10,000
CREATIVE ARTS GUILD 520 WEST WAUGH STREET DALTON,GA30720	NONE	PC	GENERAL OPERATING	15,000
DEO CLINIC PO BOX 814 DALTON,GA307220814	NONE	PC	GENERAL OPERATING	7,500
CHATTANOOGA AREA FOOD BANK PO BOX 1564 DALTON,GA307221564	NONE	PC	GENERAL OPERATING	50,000
FELLOWSHIP OF CHRISTIAN ATHLETES NW GEORGIA PO BOX 2414 DALTON,GA307222414	NONE	PC	GENERAL OPERATING	12,500
MSAA 375 KINGS HIGHWAY NORTH CHERRY HILL,NJ08034	NONE	PC	GENERAL OPERATING FUND	5,000
HARVARD UNIVERSITY PO BOX 419209 CAMBRIDGE,MA022419209	NONE	PC	GENERAL OPERATING FUND	25,000
UNITED WAY OF NW GEORGIA 816 S THORTON AVENUE DALTON,GA30720	NONE	PC	GENERAL OPERATIONS FUND	30,000
NORTHWEST GEORGIA FAMILY CRISIS CENTER PO BOX 554 DALTON,GA30722	NONE	PC	GENERAL OPERATIONS FUND	5,000
DOC-UP PO BOX 904 DALTON,GA30722	NONE	PC	GENERAL	10,000
CHS ENDOWMENT FOUNDATION PO BOX 1306 DALTON,GA30722	NONE	PC	GENERAL	200,000
MURRAY COUNTY FCA PO BOX 1648 CHATSWORTH,GA30705	NONE	PC	GENERAL OPERATING FUND	10,000
COMMUNITY FOUNDATION OF WEST GEORGIA 807 SOUTH PARK STREET DALTON,GA30117	NONE	PC	GENERAL	15,000
Total ................................. 3a				425,000

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	9,557
4 Dividends and interest from securities ....			14	235,790
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income .....
8 Gain or (loss) from sales of assets other than inventory ............			18	90,298
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) ..				335,645

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

335,645

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

Part XV-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (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:

Schedule B
(Form 990)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2023

Name of the organization

BROWN WHITWORTH REYNOLDS FOUNDATION

Employer identification number

36-7779780

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

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

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Don't complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... 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 BROWN WHITWORTH REYNOLDS FOUNDATION

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	Brown Family Charitable Lead Trust 311 Point North Place Suite 4 Dalton, GA30720	$ 46,286	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990) (2023)

Schedule B (Form 990) (2023)

Page 3

Name of organization BROWN WHITWORTH REYNOLDS FOUNDATION		Employer identification number 36-7779780

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (See instructions)	(d) Date received
		$
Schedule B (Form 990) (2023)

Schedule B (Form 990) (2023)

Page 4


Name of organization BROWN WHITWORTH REYNOLDS FOUNDATION			Employer identification number 36-7779780
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.) $ Use duplicate copies of Part III if additional space is needed.

(a)
No. from Part I

(b) Purpose 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

(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

(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

(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:

- TIN:

TY 2023 AccountingFeesSchedule

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
TAX PREPARATION FEE (NON-ALLOC	3,500			3,500

- TIN:

TY 2023 InvestmentsOtherSchedule2

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
G51502105 JOHNSON CONTROLS INT	AT COST	51,713	61,675
67077M108 NUTRIEN LTD
G5960L103 MEDTRONIC PLC	AT COST	51,179	49,428
G6700G107 NVENT ELECTRIC PLC	AT COST	42,825	83,317
891160509 THE TORONTO-DOMINION	AT COST	53,707	54,927
904767704 UNILEVER PLC SPONSOR	AT COST	57,329	60,600
46653M849 JOHCM INTERNATIONAL	AT COST	290,000	324,685
921943809 VANGUARD DEV MKT IND	AT COST	375,000	441,928
461418444 WCM FOCUSED INTERNAT	AT COST	132,424	167,193
46434G103 ISHARES CORE MSCI EM	AT COST	148,539	156,798
922042841 VANGUARD EMERGING MA	AT COST	143,650	128,563
00206R102 AT&T INC
681919106 OMNICOM GROUP INC CO	AT COST	44,581	59,778
92343V104 VERIZON COMMUNICATIO
437076102 HOME DEPOT INC COM	AT COST	41,631	58,914
580135101 MCDONALD'S CORPORATI	AT COST	34,276	44,477
855244109 STARBUCKS CORP COM	AT COST	48,274	51,365
87612E106 TARGET CORP COM	AT COST	3,163	7,121
713448108 PEPSICO INC COM	AT COST	51,039	57,746
718172109 PHILIP MORRIS INTERN	AT COST	58,317	58,800
742718109 PROCTER & GAMBLE CO	AT COST	66,788	78,399
166764100 CHEVRON CORP	AT COST	88,840	90,988
20825C104 CONOCOPHILLIPS	AT COST	38,132	40,044
30231G102 EXXON MOBIL CORP	AT COST	53,453	61,988
91913Y100 VALERO ENERGY CORP C	AT COST	52,345	69,550
09247X101 BLACKROCK INC	AT COST	50,699	73,062
46625H100 JPMORGAN CHASE & CO	AT COST	100,249	142,884
493267108 KEYCORP NEW COM
59156R108 METLIFE INCORPORATED	AT COST	63,220	70,098
617446448 MORGAN STANLEY GROUP	AT COST	62,967	79,729
680223104 OLD REPUBLIC INTL CO	AT COST	48,444	65,709
902973304 U S BANCORP DEL COM
909907107 UNITED BANKSHARES IN
031162100 AMGEN INC COM	AT COST	45,001	59,044
110122108 BRISTOL-MYERS SQUIBB
126650100 CVS HEALTH CORPORATI	AT COST	73,022	63,958
478160104 JOHNSON & JOHNSON	AT COST	80,510	81,505
58933Y105 MERCK & COMPANY INC	AT COST	48,382	66,502
717081103 PFIZER INC	AT COST	50,042	34,404
149123101 CATERPILLAR IN	AT COST	34,243	62,386
539830109 LOCKHEED MARTIN CORP	AT COST	86,009	99,713
911312106 UNITED PARCEL SERVIC	AT COST	56,207	55,817
11135F101 BROADCOM INC	AT COST	59,481	150,694
17275R102 CISCO SYSTEMS INC	AT COST	68,090	81,337
459200101 INTERNATIONAL BUSINE
747525103 QUALCOMM INC COM	AT COST	70,962	98,348
260557103 DOW INC	AT COST	58,887	67,727
053484101 AVALONBAY COMMUNITIE	AT COST	57,040	55,230
22822V101 CROWN CASTLE INC	AT COST	52,228	38,013
925652109 VICI PROPERTIES INC	AT COST	48,461	49,637
025537101 AMERICAN ELECTRIC PO	AT COST	56,586	48,732
26441C204 DUKE ENERGY HOLDING	AT COST	39,057	37,846
337932107 FIRSTENERGY CORP
65339F101 NEXTERA ENERGY INCOR	AT COST	44,619	36,991
464287622 ISHARES RUSSELL 1000	AT COST	799,956	1,084,346
922908710 VANGUARD 500 INDEX F	AT COST	686,608	951,233
14064D873 FULLER & THALER BEHA	AT COST	50,791	64,619
464287655 ISHARES RUSSELL 2000	AT COST	92,431	126,046
464287630 ISHARES RUSSELL 2000	AT COST	191,091	206,589
464287887 ISHARES S&P SMALL-CA	AT COST	102,762	125,140
922908686 VANGUARD SMALL-CAP I	AT COST	160,326	202,376
92837F763 VIRTUS SEIX FLOATING
31428Q747 FEDERATED HERMES ULT	AT COST	165,000	168,417
921937801 VANGUARD INTERMEDIA	AT COST	546,245	546,743
921937702 VANGUARD SHORT-TERM	AT COST	375,356	367,299
922031836 VANGUARD SHORT-TERM	AT COST	250,000	257,257
922031760 VANGUARD HIGH YIELD
921939708 VANGUARD COMMODITY S	AT COST	92,916	81,994
922031737 VANGUARD INFLATION P
46434V647 ISHARES GLOBAL REIT	AT COST	55,978	56,219
922908553 VANGUARD REAL ESTATE	AT COST	42,715	41,971
205887102 CONAGRA BRANDS INC	AT COST	49,149	47,289
60505104 BANK AMER CORP	AT COST	101,396	118,754
7591EP100 REGIONS FINANCIAL CO	AT COST	42,655	42,849
00287Y109 ABBVIE INC	AT COST	45,041	45,041
459200101 IBM CORPORATION	AT COST	46,646	59,696
882508104 TEXAS INSTRUMENTS IN	AT COST	46,496	47,047
9158106 AIR PRODUCTS & CHEMICA	AT COST	62,665	61,605
459506101 INTL FLAVORS & FRAGR	AT COST	47,659	48,582

- TIN:

TY 2023 LegalFeesSchedule

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
LEGAL FEES - PRINCIPAL (ALLOCA	6,954			6,954
LEGAL FEES - INCOME (ALLOCABLE	5,369			5,369

- TIN:

TY 2023 OtherDecreasesSchedule

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Description	Amount
2023 TRANSACTION POSTED IN 2024	6,340
SALES COST ADJUSTMENT	677
PRIOR PERIOD ADJUSTMENT	22,553

- TIN:

TY 2023 OtherExpensesSchedule

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
OTHER EXPENSE (NON-DEDUCTIBLE	31	31		0

- TIN:

TY 2023 OtherIncreasesSchedule

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Description	Amount
2022 TRANSACTION POSTED IN 2023	4,580
ADJUSTMENT TO INCOME	815

- TIN:

TY 2023 TaxesSchedule

Name:

BROWN WHITWORTH REYNOLDS FOUNDATION

EIN:

36-7779780

Category	Amount	Net Investment Income
FOREIGN TAXES	422	422
FEDERAL TAX PAYMENT - PRIOR YE	29,803	0
FEDERAL ESTIMATES - PRINCIPAL	4,570	0
FOREIGN TAXES ON QUALIFIED FOR	1,844	1,844
FOREIGN TAXES ON NONQUALIFIED	1,047	1,047