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
Joseph B Whitehead Foundation
 
Number and street (or P.O. box number if mail is not delivered to street address)191 Peachtree Street NE 3540
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Atlanta, GA303031799
A Employer identification number

58-6001954
B Telephone number (see instructions)

(404) 522-6755
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$1,814,675,919J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check right arrow.............
3 Interest on savings and temporary cash investments 1,730,637 1,730,637  
4 Dividends and interest from securities... 53,689,429 53,689,429  
5a Gross rents............ 45,000 45,000  
b Net rental income or (loss) 42,750
6a Net gain or (loss) from sale of assets not on line 10 31,339,136
b Gross sales price for all assets on line 6a 92,086,421
7 Capital gain net income (from Part IV, line 2)... 31,339,136
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule).......      
12 Total. Add lines 1 through 11........ 86,804,202 86,804,202  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 341,680 96,228   245,452
14 Other employee salaries and wages...... 207,526 10,670   196,856
15 Pension plans, employee benefits....... 136,895 15,439   121,456
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
16,555 1,324   15,231
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
303,023 297,152   5,871
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
1,252,171 0   0
19 Depreciation (attach schedule) and depletion... Click to see attachment
List of Attached Documents:
// Content
1,281 103  
20 Occupancy.............. 53,213 4,257   48,956
21 Travel, conferences, and meetings....... 19,256 6,036   13,220
22 Printing and publications.......... 287 23   264
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
45,595 5,184   40,411
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 2,377,482 436,416   687,717
25 Contributions, gifts, grants paid....... 103,833,578 103,833,578
26 Total expenses and disbursements. Add lines 24 and 25 106,211,060 436,416   104,521,295
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -19,406,858
b Net investment income (if negative, enter -0-) 86,367,786
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............. 5,607 5,821 5,821
2 Savings and temporary cash investments......... 31,326,353 27,679,505 27,679,505
3 Accounts receivable right arrow  
Less: allowance for doubtful accounts right arrow        
4 Pledges receivable right arrow  
Less: allowance for doubtful accounts right arrow        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) right arrow  
Less: allowance for doubtful accounts right arrow        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 130,149,232 Click to see attachment
List of Attached Documents:
// Content
164,300,305 		1,785,377,252
c Investments—corporate bonds (attach schedule).......      
11 Investments—land, buildings, and equipment: basis right arrow71,143
Less: accumulated depreciation (attach schedule) right arrow   71,143 71,143 1,366,667
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule)..........      
14 Land, buildings, and equipment: basis right arrow61,414
Less: accumulated depreciation (attach schedule) right arrow58,017 4,678 Click to see attachment
List of Attached Documents:
// Content
3,397 		3,397
15 Other assets (describe right arrow) Click to see attachment
List of Attached Documents:
// Content
125,957 		Click to see attachment
List of Attached Documents:
// Content
144,871 		Click to see attachment
List of Attached Documents:
// Content
243,277
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 161,682,970 192,205,042 1,814,675,919
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) Click to see attachment
List of Attached Documents:
// Content
395 		Click to see attachment
List of Attached Documents:
// Content
530
23 Total liabilities (add lines 17 through 22)......... 395 530
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 161,682,575 192,204,512
29 Total net assets or fund balances (see instructions)..... 161,682,575 192,204,512
30 Total liabilities and net assets/fund balances (see instructions). 161,682,970 192,205,042
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
161,682,575
2
Enter amount from Part I, line 27a .....................
2
-19,406,858
3
Other increases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
3
49,928,795
4
Add lines 1, 2, and 3 ..........................
4
192,204,512
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
192,204,512
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 PUBLICLY TRADED SECURITIES      
b
c
d
e
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 92,086,421   60,747,285 31,339,136
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a       31,339,136
b
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 31,339,136
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 1,200,512
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 1,200,512
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 1,200,512
6 Credits/Payments:
a 2023 estimated tax payments and 2022 overpayment credited to 2023 6a 1,225,484
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 0
d Backup withholding erroneously withheld .......... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 1,225,484
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment
List of Attached Documents:
// Content
8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......right arrow 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10 24,972
11 Enter the amount of line 10 to be: Credited to 2024 estimated taxright arrow24,972 Refundedright arrow 11 0
Form 990-PF (2023)
Form 990-PF (2023)
Page 4
Part VI-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. right arrow$ 0(2) On foundation managers.right arrow$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?.........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
round bullet By language in the governing instrument, or
round bullet By state legislation that effectively amends the governing instrument so that no mandatory directions
that conflict with the state law remain in the governing instrument? ................
6
Yes
 
7
Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
and Part XIV..................................
7
Yes
 
8a
Enter the states to which the foundation reports or with which it is registered (see instructions)
right arrowGA
b
If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
8b
Yes
 
9
Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
or 4942(j)(5) for calendar year 2023 or the taxable year beginning in 2023? See the instructions for Part XIII.
If "Yes," complete Part XIII .............................
9
 
No
10
Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
and addresses. ...............................
10
 
No
11
At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
11
 
No
12
Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
advisory privileges? If "Yes," attach statement. See 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 arrowwww.jbwhitehead.org
14
The books are in care ofright arrowErik S Johnson Secretary Telephone no.right arrow (404) 522-6755

Located atright arrow191 Peachtree Street NE Suite 3540AtlantaGA ZIP+4right arrow30303
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)
Yes
 
(5) Transfer any income or assets to a disqualified person (or make any of either available
for the benefit or use of a disqualified person)? ......................
1a(5)
 
No
(6) Agree to pay money or property to a government official? (Exception. Check "No"
if the foundation agreed to make a grant to or to employ the official for a period
after termination of government service, if terminating within 90 days.) ...............
1a(6)
 
No
b
If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........
1b
 
No
c
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
 
No
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
James B Williams Trustee- Chair Emeritus
1.00 		25,000 1,013 0
191 Peachtree St Suite 3540
Atlanta,GA30303
E Jenner Wood III Trustee- Chair
3.00 		35,000 1,013 0
191 Peachtree St Suite 3540
Atlanta,GA30303
Lawrence L Gellerstedt III Trustee
1.00 		25,000 1,013 0
191 Peachtree St Suite 3540
Atlanta,GA30303
P Russell Hardin President
8.00 		123,202 18,887 471
191 Peachtree St Suite 3540
Atlanta,GA30303
Erik S Johnson Vice President & Secretary
8.00 		71,122 16,768 316
191 Peachtree St Suite 3540
Atlanta,GA30303
Eli P Niepoky Treasurer
8.00 		62,356 18,946 321
191 Peachtree St Suite 3540
Atlanta,GA30303
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
T ROWE PRICE ASSOCIATES INVESTMENT MANAGER 108,873
PO BOX 64043
BALTIMORE,MD21264
GANNETT WELSH & KOTLER LLC INVESTMENT MANAGER 108,443
222 BERKELEY STREET 15TH FLOOR
BOSTON,MA02116
TRUIST INVESTMENT ADVISOR 66,648
303 PEACHTREE ST
ATLANTA,GA30308
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
1,763,447,497
b
Average of monthly cash balances.......................
1b
31,740,651
c
Fair market value of all other assets (see instructions)................
1c
1,588,230
d
Total (add lines 1a, b, and c).........................
1d
1,796,776,378
e
Reduction claimed for blockage or other factors reported on lines 1a and
1c (attach detailed explanation) Click to see attachment
List of Attached Documents:
// Content
.............
1e
64,749,809
2
Acquisition indebtedness applicable to line 1 assets..................
2
0
3
Subtract line 2 from line 1d.........................
3
1,796,776,378
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
26,951,646
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
1,769,824,732
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
88,491,237
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
88,491,237
2a
Tax on investment income for 2022 from Part V, line 5.......
2a
1,200,512
b
Income tax for 2022. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
1,200,512
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
87,290,725
4
Recoveries of amounts treated as qualifying distributions................
4
0
5
Add lines 3 and 4............................
5
87,290,725
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
87,290,725
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
104,521,295
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
104,521,295
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 87,290,725
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only....... 91,019,020
b Total for prior years:20 , 20, 20 0
3 Excess distributions carryover, if any, to 2022:
a From 2018......  
b From 2019......  
c From 2020......  
d From 2021......  
e From 2022......  
f Total of lines 3a through e ........ 0
4Qualifying distributions for 2023 from Part
XI, line 4: right arrow$ 104,521,295
a Applied to 2022, but not more than line 2a 91,019,020
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..... 13,502,275
e Remaining amount distributed out of corpus 0
5 Excess distributions carryover applied to 2023. 0 0
(If an amount appears in column (d), the
same amount must be shown in column (a).)
6Enter the net total of each column as
indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
b Prior years’ undistributed income. Subtract
line 4b from line 2b .......... 		0
c Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed...... 		0
d Subtract line 6c from line 6b. Taxable amount
—see instructions ........... 		0
e Undistributed income for 2022. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		0
f Undistributed income for 2023. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2024 .......... 		73,788,450
7 Amounts treated as distributions out of
corpus to satisfy requirements imposed by
section 170(b)(1)(F) or 4942(g)(3) (Election may
be required - see instructions) ....... 		0
8 Excess distributions carryover from 2018 not
applied on line 5 or line 7 (see instructions) ... 		0
9 Excess distributions carryover to 2024.
Subtract lines 7 and 8 from line 6a ...... 		0
10 Analysis of line 9:
a Excess from 2019....  
b Excess from 2020....  
c Excess from 2021....  
d Excess from 2022....  
e Excess from 2023....  
Form 990-PF (2023)
Form 990-PF (2023)
Page 10
Part XIII
Private Operating Foundations (see instructions and Part VI-A, question 9)
1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2023, enter the date of the ruling ...... right arrow
 
b Check box to indicate whether the organization is a private operating foundation described in section or
2a Enter the lesser of the adjusted net
income from Part I or the minimum
investment return from Part IX for each
year listed .......... 		Tax year Prior 3 years (e) Total
(a) 2023 (b) 2022 (c) 2021 (d) 2020
         
b 85% (0.85) of line 2a .........          
c Qualifying distributions from Part XI,
line 4 for each year listed ..... 		         
d Amounts included in line 2c not used directly
for active conduct of exempt activities .......... 		         
e Qualifying distributions made directly
for active conduct of exempt activities.
Subtract line 2d from line 2c .... 		         
3 Complete 3a, b, or c for the
alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......          
(2) Value of assets qualifying
under section 4942(j)(3)(B)(i)		          
b “Endowment" alternative test— enter 2/3
of minimum investment return shown in
Part IX, line 6 for each year listed .. 		         
c “Support" alternative test—enter:
(1) Total support other than gross
investment income (interest,
dividends, rents, payments
on securities loans (section
512(a)(5)), or royalties) .... 		         
(2) Support from general public
and 5 or more exempt
organizations as provided in
section 4942(j)(3)(B)(iii).... 		         
(3) Largest amount of support
from an exempt organization		          
(4) Gross investment income          
Part XIV
Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)
1Information Regarding Foundation Managers:
aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
Check here right arrow
aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
P Russell Hardin President
191 Peachtree St Suite 3540
Atlanta,GA30303
(404) 522-6755
bThe form in which applications should be submitted and information and materials they should include:
Application form not required. Proposals should be submitted via the Foundation's online application portal on its website. Before submitting a formal grant request, prospective grantees are encouraged to submit an informal inquiry to fdns@woodruff.org. The grant request should be made in letter form and include the following information: - A description of the organization, its purposes, programs, staffing and governing board - The organization's latest financial statements including the most recent audit report - A description of the proposed project and full justification for its funding - An itemized project budget, including other sources of support in hand or anticipated - Evidence from the IRS of the organization's tax-exempt status and that the applying organization itself is not a private foundation.
cAny submission deadlines:
Grants are considered in April and November for requests received by February 1 and August 15.
dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
Grants are made to public charities that provide a full range of basic human services to citizens of metropolitan Atlanta. The Foundation has a particular interest in supporting organizations that serve children and youth. In recent years, the Foundation has concentrated a significant portion of its giving on improving the quality and accessibility of early childhood development programs in metro Atlanta, on increasing literacy rates, and on boosting college enrollment and graduation rates for Atlanta Public Schools graduates. Grants are reserved for well-established public charities with a broad base of community support. The Foundation provides support for capital projects and programmatic expenses. No grants are made to individuals.
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

Annandale at Suwanee

3500 Annandale Lane
Suwanee,GA30024 		  PC $7 million campaign to update the Program Center for organization serving adults with developmental disabilities and acquired brain injuries. 500,000

ArtsNOW

10 Glenlake Pkwy Suite 130
Atlanta,GA30328 		  PC Expansion of SmART Literacy initiative to improve K-3 literacy through arts integration at four metro Atlanta schools. 115,000

Atlanta Legal Aid Society

54 Ellis Street NE
Atlanta,GA30303 		  PC $1.5 million initiative to streamline and increase access to brief legal services for clients. 500,000

Automotive Training Center

2210 Sylvan Road Unit M
East Point,GA30344 		  PC $3.1 million campaign to acquire and renovate a permanent facility for technical training program serving youth in East Point. 400,000

Big Brothers Big Sisters of Metro Atlanta

680 Murphy Avenue SW Suite 1090
Atlanta,GA30310 		  PC Expansion of the Level Up mentoring program in metro Atlanta. 300,000

Boys & Girls Clubs of Metro Atlanta

2880 Dresden Drive
Chamblee,GA30341 		  PC Operating support. 2,000,000

Boys & Girls Clubs of Metro Atlanta

2880 Dresden Drive
Chamblee,GA30341 		  PC $27.5 million campaign to increase impact. 5,000,000

Cherokee By Choice

1 Innovation Way
Woodstock,GA30188 		  PC Support for a mobile workshop to introduce students to technical careers. 250,000

Communities in Schools of Atlanta

260 Peachtree Street Suite 700
Atlanta,GA30303 		  PC Operating support for CIS Atlanta, which works to improve students' academic performance and reduce dropout rates. 1,000,000

Community Foundation for Greater Atlanta fbo redefinED Atlanta

191 Peachtree Street NE Suite 1000
Atlanta,GA30303 		  PC Support of a loan guarantee fund for charter school facilities in metro Atlanta. 1,000,000

Community Foundation for Greater Atlanta

191 Peachtree Street NE Suite 1000
Atlanta,GA30303 		  PC Establishment of the Woodruff and Whitehead Affordable Housing Donor Advised Fund. 25,000,068

Community Foundation for Greater Atlanta

191 Peachtree Street NE Suite 1000
Atlanta,GA30303 		  PC For the Joseph B. Whitehead Fund to support Achieve Atlanta, an initiative to improve the postsecondary success of students in Atlanta Public Schools. 20,000,021

Community Foundation for Greater Atlanta

191 Peachtree Street NE Suite 1000
Atlanta,GA30303 		  PC For the Joseph B. Whitehead Child Well-Being Fund. 5,000,019

Corners Outreach

2 Sun Court Suite 220
Peachtree Corners,GA30092 		  PC $10 million campaign to construct the Corners Community Center and expand programs. 1,000,000

Georgia Campaign for Adolescent Power and Potential

1849 The Exchange SE Suite 200
Atlanta,GA30339 		  PC Support of initiative to expand comprehensive sex education to additional Georgia school districts. 225,000

Georgia Court Appointed Special Advocates

75 Marietta Street NW Suite 404
Atlanta,GA30303 		  PC Operating support for organization providing advocates for children in foster care. 500,000

Georgia Family Connection Partnership

235 Peachtree Street Suite 1600
Atlanta,GA30303 		  PC Support of statewide network ($700,000) and dropout prevention cohort ($250,000). 950,000

Georgia Leadership Institute for School Improvement

3237 Satellite Blvd Suite 460
Duluth,GA30096 		  PC Operating support for organization working to improve K-12 public education through leadership development. 900,000

Georgia Partnership for Excellence in Education

270 Peachtree Street Suite 2200
Atlanta,GA30303 		  PC Operating support for organization working to improve K-12 public education through research and public policy. 650,000

Georgia State University Research Foundation

PO Box 3999
Atlanta,GA30302 		  PC Support for the After-School All-Stars program and summer academy at Sylvan Hills Middle School and Hollis Innovation Academy. 400,000

Georgia Works

275 Pryor Street SW
Atlanta,GA30303 		  PC $10 million campaign to acquire and renovate a permanent facility on Auburn Avenue to expand housing and workforce development services. 1,500,000

Good Samaritan Health Center of Cobb

1605 Roberta Dr SW
Marietta,GA30008 		  PC $3.3 million campaign to renovate and expand facilities for Federally Qualified Health Center. 250,000

Good Samaritan Health Center

1015 Donald Lee Hollowell Pkwy
Atlanta,GA30318 		  PC $10 million capital and capacity-building campaign to expand community health services. 400,000

Goshen Valley Foundation

225 Reformation Pkwy Suite 118
Canton,GA30144 		  PC Establishment of the Goshen Family Resource Center to provide community-based mental health and family support services. 200,000

Horizons Atlanta

177 North Avenue NW3rd Floor Suite
11
Atlanta,GA30332 		  PC Expansion of academic enrichment program. 500,000

LaAmistad

3434 Roswell Road NW
Atlanta,GA30305 		  PC Support of reading specialists and family coaching for afterschool program serving Latino students. 175,000

Link Counseling Center

348 Mount Vernon Highway NE
Sandy Springs,GA30328 		  PC Capital improvements as part of $1.7 million campaign to expand family counseling programs. 200,000

New American Pathways

2300 Henderson Mill Road NE Suite
200
Atlanta,GA30345 		  PC Capital and capacity-building support to strengthen collaborative refugee resettlement services. 400,000

Open Doors

2872 Woodcock Blvd Suite 211
Atlanta,GA30341 		  PC $7.2 million campaign to expand services connecting homeless and low-income clients to affordable housing. 400,000

Open Hand Atlanta

181 Armour Drive NE
Atlanta,GA30324 		  PC $16.5 million campaign to relocate campus to Grove Park. 3,000,000

Partners for HOME

818 Pollard Blvd 3rd Floor
Atlanta,GA30315 		  PC Support of citywide strategy to scale housing services for the homeless. 1,500,000

Partners in Change

467 Cherokee Avenue SE
Atlanta,GA30312 		  PC Expansion of online tool and parent coaching program. 250,000

Purpose Built Schools Atlanta

1670 Benjamin Weldon Bickers Drive
SE
Atlanta,GA30315 		  PC Support of Student and Family Support Program at four turnaround schools within Atlanta Public Schools. 1,000,000

Refugee Women's Network

500 South Columbia Drive
Decatur,GA30030 		  PC Development of a commercial kitchen for women's entrepreneurship program. 150,000

Relay Graduate School of Education

25 Broadway 3rd Floor
New York,NY10004 		  PC Support for Relay Georgia to grow teacher preparation programs and transition to a new operating model. 350,000

Soaring Heights Communities

2250 Wren Road
Conyers,GA30094 		  PC $7.8 million campaign to construct inclusive, affordable housing for public servants and adults with developmental disabilities as part of the Light House Village in Rockdale County. 800,000

Spectrum Autism Support Group

PO Box 3132
Suwanee,GA30024 		  PC $1.55 million campaign to establish a support center for individuals with autism and their families. 150,000

Teach for America - Metro Atlanta

1360 Peachtree St NE Suite 1100
Atlanta,GA30309 		  PC Support for the recruitment, training and placement of corps members in metro Atlanta schools. 450,000

The Kindezi Schools

PO Box 55605
Atlanta,GA30308 		  PC Implementation of STEAM certification for public charter school network. 250,000

The Posse Foundation

101 Marietta Street NW Suite 1040
Atlanta,GA30303 		  PC Support of program to recruit metro Atlanta high school students to attend selective colleges on full scholarships. 200,000

The Study Hall

PO Box 6717
Atlanta,GA30315 		  PC Renovation of facility as part of $3.5 million campaign to expand academic enrichment program. 500,000

United Methodist Children's Home of the North Ga Conf dba Wellroot Family S

1967 Lakeside Pkwy Suite 400
Tucker,GA30084 		  PC $5.7 million campaign to develop the Oakhurst House to serve youth transitioning out of foster care. 500,000

United Way of Greater Atlanta

40 Courtland Street NE Suite 300
Atlanta,GA30303 		  PC Priority initiatives of the Regional Commission on Homelessness. 5,000,000

United Way of Greater Atlanta

40 Courtland Street NE Suite 300
Atlanta,GA30303 		  PC Priority initiatives of Smart Start to improve the quality and accessibility of early childhood education in metro Atlanta. 17,268,470

Voices for Georgia's Children

75 Marietta Street Suite 400
Atlanta,GA30303 		  PC Support of operations ($325,000), strategic planning ($25,000) and a development consultant ($75,000) for organization seeking to improve child and family well-being. 250,000

Westside Future Fund

1300 Joseph E Boone Blvd NW Suite
16
Atlanta,GA30314 		  PC Construction of affordable housing in Westside neighborhoods. 2,000,000

Year Up

1630 Metropolitan Parkway SW
Atlanta,GA30310 		  PC Support of workforce development program to connect young adults to living-wage jobs. 500,000
Total .................................right arrow 3a 103,833,578
bApproved for future payment

ArtsNOW
10 Glenlake Pkwy Suite 130
Atlanta,GA30328 		  PC Expansion of SmART Literacy initiative to improve K-3 literacy through arts integration at four metro Atlanta schools. Payable over three years. 345,000

Atlanta Legal Aid Society
54 Ellis Street NE
Atlanta,GA30303 		  PC $1.5 million initiative to streamline and increase access to brief legal services for clients. 250,000

Atlanta Ronald McDonald House Charities
795 Gatewood Road NE
Atlanta,GA30329 		  PC $67 million campaign to construct Ronald McDonald House at Children's Healthcare of Atlanta's North Druid Hills campus. 10,000,000

Big Brothers Big Sisters of Metro Atlanta
680 Murphy Avenue SW Suite 1090
Atlanta,GA30310 		  PC Expansion of the Level Up mentoring program in metro Atlanta. Payable over two years. 300,000

Crossroads Community Ministries
PO Box 55397
Atlanta,GA30308 		  PC $1.2 million campaign to improve facilities for homeless services agency. 200,000

Good Samaritan Health Center
1015 Donald Lee Hollowell Pkwy
Atlanta,GA30318 		  PC $10 million capital and capacity-building campaign to expand community health services. 400,000

Horizons Atlanta
177 North Avenue NW3rd Floor Suite
11
Atlanta,GA30332 		  PC Expansion of academic enrichment program. 500,000

Inspiredu
1550 Southland Circle Suite 200
Atlanta,GA30318 		  PC Construction of the Volunteer and Training Center. 250,000

redefinED Atlanta
830 Glenwood Ave SE Suite 510-224
Atlanta,GA30316 		  PC Support of a loan guarantee fund for charter school facilities in metro Atlanta. 1,000,000

The Salvation Army
1000 Center Place NW
Norcross,GA30093 		  PC $35 million campaign to construct the Center of Hope and expand programs. 7,000,000

Wellspring Living
1040 Boulevard SE Suite M
Atlanta,GA30312 		  PC $20 million campaign to develop facilities and programs that provide a comprehensive continuum of care for survivors of sex trafficking. 4,200,000
Total ................................. right arrow 3b 24,445,000
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 ........... 		    14 1,730,637  
4 Dividends and interest from securities ....     14 53,689,429  
5 Net rental income or (loss) from real estate:
aDebt-financed property......          
bNot debt-financed property.....     16 42,750  
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 31,339,136  
9 Net income or (loss) from special events:          
10 Gross profit or (loss) from sales of inventory          
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) .. 0 86,801,952 0
13Total. Add line 12, columns (b), (d), and (e)..................
13
86,801,952
(See worksheet in line 13 instructions to verify calculations.)
Part XV-B
Relationship of Activities to the Accomplishment of Exempt Purposes
Line No.
DownArrow 		Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
instructions.)
Form 990-PF (2023)
Form 990-PF (2023)
Page 13
Part XVI
Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
1
Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
Yes
No
a
Transfers from the reporting foundation to a noncharitable exempt organization of:
(1) Cash...................................
1a(1)
 
No
(2) Other assets.................................
1a(2)
 
No
b
Other transactions:
(1) Sales of assets to a noncharitable exempt organization....................
1b(1)
 
No
(2) Purchases of assets from a noncharitable exempt organization..................
1b(2)
 
No
(3) Rental of facilities, equipment, or other assets.......................
1b(3)
 
No
(4) Reimbursement arrangements...........................
1b(4)
 
No
(5) Loans or loan guarantees.............................
1b(5)
 
No
(6) Performance of services or membership or fundraising solicitations................
1b(6)
 
No
c
Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
1c
 
No
d
If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
(a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
2a
Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
b
If "Yes," complete the following schedule.

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


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


Software ID:  
Software Version:  


Form 990PF - Special Condition Description:
Special Condition Description

TY 2023 AccountingFeesSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
AUDIT FEES 16,555 1,324   15,231

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

TY 2023 DepreciationSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
Life (# of years)		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
AV EQUIPMENT 2011-07-01 2,519 2,519 SL 5.000000000000 0 0    
FURNITURE AND EQUIPMENT 2011-07-01 39,675 39,675 SL 7.000000000000 0 0    
LEASEHOLD IMPROVEMENTS 2011-07-01 19,220 14,542 SL 15.000000000000 1,281 0    

TY 2023 InvestmentsCorpStockSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Name of Stock End of Year Book Value End of Year Fair Market Value
ACADIA HEALTHCARE 153,815 314,073
ADOBE INC 364,446 462,962
ADVANCED MICRO DEVICES INC 157,816 272,709
AFFIRM HOLDINGS INC CL A 39,690 97,002
AGREE REALTY CORP REIT 299,688 277,232
ALLIENT INC 13 15
ALPHABET INC CL A 638,149 2,153,601
AMAZON.COM INC 556,608 2,208,448
AMPHENOL CORP 464,203 587,544
APPLE INC 652,704 2,032,539
APTARGROUP INC 142,610 203,479
ARTISAN INTL VALUE FUND-INS 4,996,823 5,483,851
ASML HOLDING NV SPONS ADR 262,950 478,373
ATKORE INC 332,405 439,680
ATLANTIC UNION BANKSHARES CORP 321,596 299,336
ATLASSIAN CORPORATION CL A 477,601 576,811
AUO CORPORATION SPONS ADR 5 4
AURORA INNOVATION INC CL A 46,547 73,198
AZENTA INC 382,499 402,956
BECTON DICKINSON & CO 376,907 396,468
BIO RAD LABORATORIES CL A 325,006 316,432
BJ'S WHOLESALE CLUB HOLDINGS 213,135 537,746
BOOKING HOLDINGS INC 298,919 539,177
BOOZ ALLEN HAMILTON HOLDING CL A 191,937 525,838
BRIGHT HORIZONS FAMILY SOLUTIONS 391,293 345,861
BURLINGTON STORES INC 233,961 327,115
CADENCE DESIGN SYSTEMS INC 310,223 412,096
CARTERS INC 164,866 154,498
CATALENT INC 183,040 173,924
CAVCO INDUSTRIES INC 225,569 523,396
CCC INTELLIGENT SOLUTIONS HLD 234,814 225,374
CHAMPIONX CORP 121,574 163,722
CHARLES SCHWAB CORP 123,210 135,398
CHART INDUSTRIES INC 225,123 184,318
CHIPOTLE MEXICAN GRILL INC 178,238 317,887
COCA COLA CO 2,254,986 1,585,717,610
COGNEX CORP 504,804 405,087
COLUMBUS MCKINNON CORP NY 315,037 249,689
COMFORT SYSTEMS USA INC 218,896 551,196
COUPANG INC CL A 279,212 192,030
CYBERARK SOFTWARE LTD/ISRAEL 411,913 609,835
DANAHER CORP 105,603 113,819
DODGE & COX INCOME FUND 4,048,060 4,054,692
DOLLAR GENERAL CORP 175,427 203,653
DORMAN PRODUCTS 233,892 274,502
DYNATRACE INC 228,047 286,083
EAGLE MATERIALS INC 265,875 576,471
EASTERLY GOVERNMENT PROPERTIES REIT 259,410 189,195
EASTGROUP PPTYS INC REIT 299,464 336,245
ELEMENT SOLUTIONS INC 368,871 447,875
ENTEGRIS INC 203,139 498,930
EXPONENT INC 170,450 308,580
FAIR ISAAC CORP 208,833 274,706
FED HERMES GOVT OBLIG-PREMIER #117 5,059,146 5,059,146
FEDERAL SIGNAL CORP 175,478 444,785
FISERV INC 786,325 1,019,414
FIVE BELOW 163,614 432,928
GATES INDUSTRIAL CORP PLC 292,781 254,175
GAZPROM PJSC-SPON ADR 3,644 878
GENTHERM INC 278,669 194,779
GIBRALTAR INDUSTRIES INC 198,379 358,253
GLACIER BANCORP INC 209,912 236,350
GLOBAL PAYMENTS INC 540,773 428,244
GLOBANT SA 533,624 531,409
GLOBUS MEDICAL INC 340,875 348,783
GRAND CANYON EDUCATION INC 208,691 236,352
HALOZYME THERAPEUTICS INC 338,896 273,615
HEXCEL CORP 291,016 365,063
HOLOGIC INC 321,756 320,882
HOWMET AEROSPACE INC 125,878 136,382
HUMANA INC 185,045 221,580
IDACORP INC 286,767 312,068
IDEX CORP 420,403 421,193
INGERSOLL-RAND INC 211,432 485,618
INTEGER HOLDINGS CORPORATION 326,606 425,152
INTRA-CELLULAR THERAPIES INC 336,811 439,532
INTUIT INC 593,965 1,340,689
INTUITIVE SURGICAL INC 316,681 775,591
ITT INC 304,370 403,779
JAZZ PHARMACEUTICALS PLC 400,560 345,753
KINSALE CAPITAL GROUP INC 205,247 497,341
KRISPY KREME INC 115,931 122,652
LANCASTER COLONY CORP 310,138 316,807
LEGEND BIOTECH CORP SPONS ADR 168,007 155,961
LIGAND PHARMACEUTICALS INC CONTRA 48 5
LIGAND PHARMACEUTICALS INC CONTRA 48 5
LILLY ELI & CO 432,485 725,735
LINCOLN ELEC HLDGS INC 348,062 537,996
LITHIA MOTORS INC-CLASS A 174,691 488,652
LUKOIL PJSC SPONS ADR 8,070 140
MACOM TECHNOLOGY SOLUTIONS HLDGS INC 195,622 322,537
MAGIC LEAP INC- CL A COM PPE 31,358 302
MAGNOLIA OIL & GAS CORP CL A 271,307 241,578
MANHATTAN ASSOCS INC 477,881 704,527
MARKETAXESS HOLDINGS INC 198,108 245,701
MASTERCARD INC CL A 875,590 1,070,114
MATADOR RESOURCES CO 304,048 288,508
META PLATFORMS INC CL A 784,664 1,462,209
MICROSOFT CORP 682,236 3,632,170
MMC NORILSK NICKEL PJSC SPONS ADR 3,386 0
MOBILE TELESYSTEMS PJSC SPONS ADR 3,407 0
MOLINA HEALTHCARE INC 135,254 345,412
MONGODB INC CL A 75,649 102,213
NATIONAL STORAGE AFFILIATES REIT 269,663 222,113
NETFLIX INC 289,266 426,994
NEUBERGER BERMAN HIGH INCM BD-INS 3,695,739 3,335,162
NEUROCRINE BIOSCIENCES INC 297,581 448,379
NORDSON CORP 235,000 519,867
NURO INC CONV PFD SER C 36,031 11,288
NVIDIA CORP 807,417 1,706,528
OVINTIV INC 266,068 227,374
PAYLOCITY HOLDING CORP 472,980 378,331
PAYLOCITY HOLDING CORP 281,080 274,640
PELOTON INTERACTIVE INC-A 312,302 97,336
PENUMBRA INC 139,900 132,310
PERFORMANCE FOOD GROUP CO 326,154 489,651
PHYSICIANS REALTY TRUST REIT 246,298 200,169
PINNACLE FINANCIAL PARTNERS INC 326,817 488,606
PIPER SANDLER COS 210,720 459,733
POLARIS INC 327,237 280,424
PORTLAND GENERAL ELECTRIC CO 248,059 230,179
PROPETRO HOLDING CORP 163,029 102,948
QUAKER CHEMICAL CORP 317,339 440,926
RAPID7 INC 89,183 230,684
RAPPI INC SER E CVT PFD PP 30,948 11,769
RBC BEARINGS INC 310,000 612,514
RIVIAN AUTOMOTIVE INC CL A 304,419 179,563
ROSS STORES INC 367,355 526,297
RPM INTERNATIONAL INC 191,037 413,812
SALESFORCE INC 311,266 502,334
SCHLUMBERGER LTD 298,902 271,389
SCHNEIDER NATIONAL INC CL B 249,021 255,645
SERVICENOW INC 527,652 844,962
SILA NANOTECHN-CONV PFD SER F PP 21,998 10,809
SILICON LABORATORIES INC 181,915 295,623
SM ENERGY COMPANY 191,823 163,398
SNAP INC CL A 103,951 173,973
SPOTIFY TECHNOLOGY SA 246,747 262,886
STIFEL FINANCIAL CORPORATION 255,190 300,042
STRIPE INC-CL B 10,230 14,566
STRYKER CORPORATION 447,286 707,923
SUN COMMUNITIES INC REIT 254,827 359,118
SURGUTNEFTEGAZ PJSC SPONS PFD ADR 2,669 0
TATNEFT PAO SPONS ADR 1,597 0
TEXAS ROADHOUSE INC CL A 282,724 541,601
THE CIGNA GROUP 643,602 936,680
T-MOBILE US INC 598,460 679,799
TORO CO 225,873 344,604
TRADEWEB MARKETS INC CL A 164,432 211,660
UNITEDHEALTH GROUP INC 912,092 1,366,190
VAIL RESORTS INC 211,271 217,099
VANGUARD INST INDEX-INST 7,589,500 8,622,224
VANGUARD INTL GROWTH-ADM 2,158,827 1,688,297
VANGUARD S&P 500 ETF 60,314,824 69,348,552
VANGUARD S/C VAL INDX-ADM 6,516,338 8,896,702
VANGUARD SMALL CAP GROWTH ETF 7,644,215 8,174,002
VANGUARD TOTAL BOND MARKET 4,419,008 4,272,740
VANGUARD VALUE ETF 13,575,414 16,998,001
VERICEL CORP 203,480 195,000
VERTEX PHARMACEUTICALS INC 110,559 172,521
VISA INC CL A 432,377 882,066
VOYA FINANCIAL INC 421,430 529,981
WAYMO LLC CONV PFD SER A2 UNITS PP 20,608 13,692
WINTRUST FINANCIAL CORP 288,739 359,128
ZEBRA TECHNOLOGIES CORP 206,600 310,229

TY 2023 LandEtcSchedule2
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
AV EQUIPMENT 2,519 2,519 0  
FURNITURE AND EQUIPMENT 39,675 39,675 0  
LEASEHOLD IMPROVEMENTS 19,220 15,823 3,397  


TY 2023 OtherAssetsSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
457(b) PLAN 119,478 137,171 235,577
BENEFIT PLANS 6,479 7,700 7,700


TY 2023 OtherExpensesSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
COMPUTER 18,164 1,453   16,711
OFFICE INSURANCE 7,264 581   6,683
SUPPLIES 806 64   742
ORGANIZATION DUES 10,939 339   10,600
POSTAGE 375 30   345
REPAIRS AND MAINTENANCE 2,259 181   2,078
FURNITURE AND EQUIPMENT 1,246 100   1,146
TELEPHONE 1,357 108   1,249
MISCELLANEOUS 935 78   857
COMMISSION 2,250 2,250   0


TY 2023 OtherIncreasesSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Description Amount
GAIN ON STOCK GRANTS 49,928,795


TY 2023 OtherLiabilitiesSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Description Beginning of Year - Book Value End of Year - Book Value
457(b) PLAN 331 331
BENEFIT PLANS 64 199


TY 2023 OtherProfessionalFeesSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
INVESTMENT FEES 293,642 293,642   0
BENEFIT CONSULTANTS 6,381 510   5,871
OTHER CONSULTANT 3,000 3,000   0


TY 2023 ReductionExplanationStatement
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Explanation:
As of December 31, 2023 the Foundation owned 26,908,495 shares of The Coca-Cola Company common stock. These represent approximately .62% of the total 4.3 billion shares outstanding. The fair value computed on the per-share price is not necessarily what the Foundation would receive if a significant portion of the stock were sold because of the Foundation's large holding. The Foundation engaged an independent valuation consultant who calculated a blockage discount factor of 3.93%. The average monthly fair value of the shares based on the per-share price was $1,647,577,833 and the blockage discount was $64,749,809.$1,647,577,833 @ 3.93% = $64,749,809

TY 2023 TaxesSchedule
Name:
Joseph B Whitehead Foundation
EIN:
58-6001954
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
EXCISE TAX 1,252,171 0   0