TY 2024 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

2024

Open to Public Inspection

For calendar year 2024, or tax year beginning 01-01-2024 , and ending 12-31-2024

Name of foundation
Thrivers Foundation

% Foundation Source

Number and street (or P.O. box number if mail is not delivered to street address)Foundation Source 501 Silverside Rd
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Wilmington, DE198091377

A Employer identification number

86-3415232

B Telephone number (see instructions)

(800) 839-1754

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

$3,759,660J 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	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)	500
2	Check .............
3	Interest on savings and temporary cash investments	1,036		1,036
4	Dividends and interest from securities...	70,132		68,276
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		124,643
b	Gross sales price for all assets on line 6a 2,534,271
7	Capital gain net income (from Part IV, line 2)...			230,278
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......	List of Attached Documents: // Content	186
12	Total. Add lines 1 through 11........	196,497		299,590
13	Compensation of officers, directors, trustees, etc.	0
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......
c	Other professional fees (attach schedule)....	List of Attached Documents: // Content	34,882	34,882
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	3,274	37
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............	9,384			9,384
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	18,316	349	17,967
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	65,856		35,268	27,351
25	Contributions, gifts, grants paid.......	135,000			135,000
26	Total expenses and disbursements. Add lines 24 and 25	200,856		35,268	162,351
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-4,359
b	Net investment income (if negative, enter -0-)			264,322
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2024)

Form 990-PF (2024)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............
	2	Savings and temporary cash investments.........	38,545	101,245	101,245
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	233,046	List of Attached Documents: // Content 375,750	365,436
	b	Investments—corporate stock (attach schedule).......	2,741,082	List of Attached Documents: // Content 2,326,970	2,648,165
	c	Investments—corporate bonds (attach schedule).......	444,842	List of Attached Documents: // Content 649,191	644,814
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........
	14	Land, buildings, and equipment: basis
		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)	3,457,515	3,453,156	3,759,660
	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	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........
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds	3,457,515	3,453,156
	29	Total net assets or fund balances (see instructions).....	3,457,515	3,453,156
	30	Total liabilities and net assets/fund balances (see instructions).	3,457,515	3,453,156

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

3,457,515

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

-4,359

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

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

3,453,156

Decreases not included in line 2 (itemize) right arrow

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

3,453,156

Form 990-PF (2024)

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		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	2,534,271	2,303,993	230,278
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			230,278
b
c
d
e

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	230,278
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	3,674
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	3,674
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	3,674
6	Credits/Payments:

a	2024 estimated tax payments and 2023 overpayment credited to 2024	6a	3,100
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ..........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	3,100
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 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.......		9	574
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2025 estimated tax	Refunded	11

Form 990-PF (2024)

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 2024 or the taxable year beginning in 2024? 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

Foundation Source Telephone no. right arrow

(800) 839-1754

Located at right arrow

501 Silverside Road Suite 123WilmingtonDE ZIP+4 right arrow

198091377

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 2024, 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 (2024)

Page 5

Part VI-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.

Yes

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

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

1a(1)

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

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

1a(2)

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

1a(3)

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

1a(4)

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

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

1a(5)

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

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

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

1a(6)

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

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

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

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

that were not corrected before the first day of the tax year beginning in 2024? .............

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 2024, did the foundation have any undistributed income (Part XII, lines 6d

and 6e) for tax year(s) beginning before 2024?....................

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 2024 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 2024.) .....................

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 2024? ..

Form 990-PF (2024)

Page 6

Part VI-B

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

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

Yes

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

5a(1)

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

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

5a(2)

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

5a(3)

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

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

5a(4)

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

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

5a(5)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Part VII

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

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

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
Elizabeth J Brown	Co- Pres, Dir 1.0	0	0	0
Foundation Source 501 Silverside Rd Wilmington,DE198091377	Co- Pres, Dir 1.0	0	0	0
Vance F Brown	Co- Pres, Dir, Sec, Treas 1.0	0	0	0
Foundation Source 501 Silverside Rd Wilmington,DE198091377	Co- Pres, Dir, Sec, Treas 1.0	0	0	0

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


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances










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

Form 990-PF (2024)

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

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 (2024)

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

3,671,048

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

95,221

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

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

3,766,269

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

3,766,269

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

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

56,494

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

3,709,775

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

185,489

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

185,489

Tax on investment income for 2024 from Part V, line 5 .......

3,674

Income tax for 2024. (This does not include the tax from Part V.) ...

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

3,674

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

181,815

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

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

181,815

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

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

181,815

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 ..........

162,351

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. .......

162,351

Form 990-PF (2024)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(c) 2023	(d) 2024
1 Distributable amount for 2024 from Part X, line 7				181,815
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only.......			161,342
b Total for prior years:20 , 20, 20
3 Excess distributions carryover, if any, to 2024:
a From 2019......
b From 2020......
c From 2021......
d From 2022......
e From 2023......
f Total of lines 3a through e ........
4Qualifying distributions for 2024 from Part
XI, line 4: $ 162,351
a Applied to 2023, but not more than line 2a			161,342
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions)........
d Applied to 2024 distributable amount.....				1,009
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2024.
(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 ..........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2023. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2024. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2025 ..........				180,806
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8 Excess distributions carryover from 2019 not applied on line 5 or line 7 (see instructions) ...
9 Excess distributions carryover to 2025. Subtract lines 7 and 8 from line 6a ......		0
10 Analysis of line 9:
a Excess from 2020....
b Excess from 2021....
c Excess from 2022....
d Excess from 2023....
e Excess from 2024....	0

Form 990-PF (2024)

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 2024, 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) 2024	(b) 2023	(c) 2022	(d) 2021	(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).)

Elizabeth J Brown

Vance F Brown

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 (2024)

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
CENTER FOR ACTION AND CONTEMPLATION INC 1705 FIVE POINTS RD SW ALBUQUERQUE,NM87105	N/A	PC	General & Unrestricted	25,000
COLORADO SPRINGS CHILD NURSERY CENTERS INC 104 E RIO GRANDE ST COLORADO SPGS,CO80903	N/A	PC	General & Unrestricted	5,000
COLORADO SPRINGS SCHOOL OF TECHNOLOGY 3650 N NEVADA COLORADO SPRINGS,CO80907	N/A	PC	General & Unrestricted	10,000
DREAM CENTERS OF COLORADO SPRINGS 11025 VOYAGER PKWY COLORADO SPGS,CO80921	N/A	PC	General & Unrestricted	10,000
EXPONENTIAL IMPACT 3650 N NEVADA AVE COLORADO SPRINGS,CO80907	N/A	PC	General & Unrestricted	15,000
FOUNDATION FOR COLORADO SPRINGS FUTURE INC 102 S TEJON ST STE 1200 COLORADO SPGS,CO80903	N/A	PC	General & Unrestricted	10,000
FOUNDATION OF THE HEART 09-29-2000 PO BOX 51353 COLORADO SPGS,CO80949	N/A	PC	General & Unrestricted	5,000
HILLSIDE CONNECTION PO BOX 1562 COLORADO SPRINGS,CO80901	N/A	PC	General & Unrestricted	10,000
PARENTS CHALLENGE 2 N CASCADE AVE SUITE 1280 COLORADO SPRINGS,CO80903	N/A	PC	General & Unrestricted	20,000
PEAK EDUCATION 1645 S MURRAY BLVD COLORADO SPGS,CO80916	N/A	PC	General & Unrestricted	5,000
SOLID ROCK COMMUNITY DEVELOPMENTCORPORATION 2510 ARLINGTON DR 2 COLORADO SPGS,CO80910	N/A	PC	General & Unrestricted	20,000
Total ................................. 3a				135,000

bApproved for future payment

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

Form 990-PF (2024)

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	1,036
4 Dividends and interest from securities ....			14	70,132
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	124,643
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: aFEDERAL TAX REFUND			01	186
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) ..				195,997

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

195,997

(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 (2024)

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 (2024)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

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

TY 2024 DepreciationSchedule

Name:

Thrivers Foundation

EIN:

86-3415232

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

- TIN:

TY 2024 InvestmentsCorpBondsSchedule

Name:

Thrivers Foundation

EIN:

86-3415232

Name of Bond	End of Year Book Value	End of Year Fair Market Value
ALLY FINANCIAL - 5.750% - 11/2	10,060	10,052
ALLY FINL INC - 6.646% - 01/17	10,022	9,691
ALLY FINL INC BOND PERPETUAL -	20,753	17,479
AMERICAN ELEC PWR - 3.250% - 0	3,974	3,859
AMERICAN TOWER CORP - 2.950% -	3,697	3,730
ARCH CAP GROUP LTD - 3.635% -	4,042	4,282
ATHENE HOLDING LTD - 3.950% -	6,854	7,199
BANK AMER CORP BOND - 6.300% -	3,036	3,017
BANK NEW YORK MELLONCORP BOND	5,220	4,953
BERKSHIRE HATHAWAY - 2.850% -	3,558	3,650
BIOGEN INC - 3.150% - 05/01/20	6,302	6,310
BK OF AMERICA CORP MTN - 1.197	23,155	23,316
BK OF AMERICA SR NOTE - 5.080%	7,020	7,020
BOYD GAMING - 4.750% - 12/01/2	7,796	7,734
BP CAP MKTS AMER - 3.001% - 03	3,808	3,752
BP CAP MKTS P L C NOTE PERPETU	37,589	33,430
CBS CORP - 4.000% - 01/15/2026	9,777	9,891
CHARTER COMMUNICATIONS - 3.500	6,720	6,859
CITIGROUP INC - 3.106% - 04/08	8,951	8,957
CITIGROUP INC - 7.000% - ?	5,000	5,273
CITIGROUP INC BOND PERPETUAL -	8,750	8,758
DANA INC NOTE CALL MAKE WHOLE	6,842	6,905
DANA INCORPORATED - 5.375% - 1	4,922	4,928
DISNEY WALT CO SER C - 3.700%	4,957	4,970
DOMINION ENERGY INC - 6.880% -	15,401	15,545
DOMINION ENERGY INC - 7.000% -	6,414	6,336
DUKE ENERGY CORP - 3.300% - 06	6,997	7,349
EDISON INTL BOND PERPETUAL - 5	25,237	24,652
ELECTRONIC ARTS INC NOTE - 4.8	9,973	10,002
ENBRIDGE - 8.500% - 01/15/2084	3,000	3,332
ENERGY TRANSFER LP - 8.000% -	9,200	9,432
GOLDMAN SACHS GROUP - 3.210% -	3,550	3,648
GOLDMAN SACHS GROUP - 3.500% -	10,817	10,754
GOLDMAN SACHS GROUP - 5.500% -	2,006	1,998
HCA INC - 5.375% - 02/01/2025	9,985	10,002
INGERSOL RAND LUXEMBOURG - 0.0	9,760	9,861
JP MORGAN CHASE - 4.600% - 12/	12,905	12,942
JUNIPER NETWORKS INC - 3.750%	7,668	7,598
KINDER MORGAN INC - 3.250% - 0	4,901	5,075
LINCOLN NATL CORP IND BOND PER	15,134	16,390
LTB INTERNATIONAL - 3.625% - 0	7,903	8,072
MACYS - 4.300% - 02/15/2043	2,405	2,775
MICRON TECHNOLOGY INC - 4.975%	8,967	9,010
MICRON TECHNOLOGY INC NOTE - 3	5,966	6,766
MORGAN STANLEY SER F MTN - 2.4	6,657	7,322
NASDAQ INC - 3.250% - 04/28/20	6,371	6,697
NETFLIX INC - 5.875% - 11/15/2	12,705	12,437
NORDSTROM INC - 4.000% - 03/15	4,795	4,773
ORACLE CORP NOTE - 3.600% - 04	5,670	6,264
ORACLE CORP NOTE - 3.850% - 04	5,469	5,506
OSHKOSH CORP - 3.100% - 03/01/	11,726	11,891
PACIFIC GAS & ELEC - 3.500% -	6,147	6,864
PULTEGROUP INC - 5.500% - 03/0	10,038	10,056
REGIONS FINANCIAL CORP - 5.750	9,294	8,925
RTX CORP NOTE - 3.030% - 03/15	5,985	6,336
SCHWAB CHARLES CORP BOND PERPE	28,964	26,831
SEMPRA ENERGY BOND PERPETUAL -	38,283	35,531
SIMON PPTY - 3.250% - 09/13/20	6,400	6,728
STARBUCKS CORP - 3.500% - 11/1	5,570	5,539
STARBUCKS CORP COM - 3.550% -	10,576	10,415
STEEL DYNAMICS INC SER B - 5.0	9,995	9,975
TITAN INTL INC IL - 7.000% - 0	12,780	12,726
VALERO ENERGY CORP - 3.650% -	3,940	4,051
VERIZON COMMUNICATIONS INC - 2	5,943	6,153
VISA INC NOTE - 3.150% - 12/14	8,847	8,896
WELLS FARGO &CO SER Q MTN - 2.	36,865	37,883
WILLIAMS COS INC - 3.500% - 10	5,177	5,461

- TIN:

TY 2024 InvestmentsCorpStockSchedule

Name:

Thrivers Foundation

EIN:

86-3415232

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ABBOTT LABS	20,499	18,663
ACCENTURE PLC	18,367	16,182
ADOBE SYSTEMS, INC	20,152	18,232
AGNC INVESTMENT CORP	14,538	14,390
AIRBNB	18,636	14,981
ALLEGION PLC	13,335	13,329
ALPHABET INC CL C	24,182	30,851
AMAZON COM	27,104	59,893
ANNALY CAPITAL MANAGEMENT PFD	12,984	12,896
APPLE INC	29,261	34,808
APPLIED MATERIALS INC	12,725	17,076
ASPEN TECHNOLOGY INC COM	13,408	16,975
AVALONBAY CMNTYS INC	13,016	13,638
BENTLEY SYSTEMS INC CL B	20,366	20,688
BERKLEY W R CP	11,937	19,136
BERKSHIRE HATHAWAY INC. CLASS	9,541	12,692
BJ'S WHLSL CLUB INC	10,580	12,330
BRIGHT HORIZONS FAMILY SOLUTIO	11,168	12,304
BROADCOM INC	8,443	31,530
CARRIER GLOBAL	16,642	22,389
CHARLES RIV LABORATORIES INTL	25,235	12,922
CHEMED CORP	10,605	11,126
CHOICE HOTELS INTERNATIONAL IN	13,027	15,476
CHURCH & DWIGHT	7,366	7,853
CINTAS CRP	15,902	25,578
COLGATE-PALMOLIVE COMPANY	7,054	8,182
COOPER COMPANIES INC	19,397	19,213
CORTEVA INC	27,612	27,170
COSTAR GROUP, INC	6,960	6,873
CSX CORP	21,245	21,944
DANAHER CORP	11,148	9,641
DOLLAR GENERAL CORP	7,501	3,715
DUKE ENERGY CO	10,914	11,959
ELECTRONIC ARTS	10,240	11,558
ELI LILLY & CO	13,340	14,668
EQUIFAX INC	19,543	17,075
EXPONENT, INC	12,410	10,425
FAIR ISSAC & CO INC	1,636	7,964
FIRST TR ENHANCED SHORT MATURI	25,400	25,402
FIRST TRUST NASDAQ CYBERSECURI	8,900	10,406
GARTNER INC	4,495	6,783
GENERAL ELECTRIC CO	25,478	25,686
HENRY JACK & ASSOC INC	14,358	15,251
HONEYWELL INTL	8,526	9,487
INTERACTIVE BROKERS GROUP, INC	10,679	24,027
INTUIT	20,934	24,512
INVESCO DYNAMIC PHARMACEUTICAL	8,910	9,171
INVESCO DYNAMIC SEMICONDUCTORS	10,776	12,800
INVESCO S&P GLOBAL WATER INDEX	7,865	7,425
ISHARES MSCI USA MOMENTUM FACT	42,907	49,040
ISHARES MSCI USA QUALITY FACTO	58,355	69,094
ISHARES SHORT MATURITY BOND ET	34,494	34,845
ISHARES TRUST 0-5 YR INVT GRAD	4,669	4,825
JOHNSON & JOHNSON	12,394	10,991
KAYNE ANDERSON MLP INV CO	14,269	20,234
LABCORP HLDGS INC (LABORATORY	6,525	7,568
LENNOX INTL INC	14,224	26,809
LINCOLN NATL CORP SER D 9.0%	10,765	11,668
LOCKHEED MARTIN CORP	7,482	9,233
LOWES COMPANIES INC	23,922	24,680
LPL FINANCIAL HOLDINGS INC	11,276	22,856
MARSH AND MCLENNAN COMPANIES I	32,991	35,685
MASTERCARD INC	35,480	53,710
MCDONALD'S CORP	11,224	12,175
MCKESSON CORP	23,981	26,786
MICROCHIP TECHNOLOGY INC	28,345	19,671
MICROSOFT CORP	56,244	67,861
MOODYS CORP	24,458	29,822
MORGAN STANLEY FINANCE T-GEARS	110,000	139,314
MS STANLEY FIN T GEARS RLG 4/2	207,001	247,882
MSCI INC	41,441	47,401
NETFLIX INC	6,200	22,283
NORDSON CP	17,846	14,856
NORFOLK SOUTHERN CORP	8,713	7,510
NOVO NORDISK A S	8,012	6,968
NUVEEN AMT FREE QUALITY MUNICI	9,295	9,453
NUVEEN DIVIDEND ADVANTAGE MUNI	9,247	9,456
OLD DOMINION FREIGHT LINE	24,933	25,049
OLLIES BARGAIN OUTLET HOLDINGS	9,908	11,961
ORACLE CORP	31,724	35,994
PAYCHEX	6,882	7,712
PAYCOM SOFTWARE	7,831	8,609
PEPSICO INC	8,494	7,907
PIMCO ENHANCED SHORT MATURITY	7,066	7,124
POOL CORP	27,680	18,411
REGENERON PHARMACEUTICALS INC	4,142	3,562
REINSURANCE GRP OF AMERICA INC	5,976	6,140
REPUBLIC SVCS INC	6,673	8,852
ROLLINS INC	11,194	15,435
SAIA, INC	8,197	13,672
SCOTTS CO. CLASS A	21,632	9,089
SELECT SECTOR SPDR ENERGY FUND	10,309	10,108
SELECT SECTOR SPDR UTILITIES	13,859	16,046
SERVICE NOW	9,585	24,383
SHERWIN-WILLIAMS CO	27,137	26,854
SHOPIFY INC	15,461	23,393
SITEONE LANDSCAPE SUPPLY INC	17,740	10,278
SPDR S&P AEROSPACE AND DEFENSE	18,153	24,210
STRYKER CORPORATION	8,264	10,802
T-MOBILE US INC	6,601	10,595
TELEDYNE TECH INC	13,116	13,460
TERADYNE INC	16,154	12,970
THE COCA-COLA CO	11,930	12,639
THE HERSHEY COMPANY	11,526	9,653
THERMO FISHER SCIENTIFIC INC	47,649	41,618
THOR INDS INC	15,151	14,548
UNITEDHEALTH GROUP INC	33,245	33,893
UNIVERSAL DISPLAY CORP	16,738	11,111
VANGUARD CORP BOND ETF LONG TE	6,236	6,207
VANGUARD FIN ETF	18,030	24,204
VERIZON COMMUNICATIONS	9,011	8,438
VERTEX PHARMCTLS INC	4,037	5,235
VIRTUS ALLIANZGI CONVERTIBLE &	7,010	5,581
VISA INC	46,359	64,155
WAL-MART STORES INC	7,101	13,281
WALT DISNEY HOLDINGS CO	9,238	8,463
WASATCH EMERGING INDIA FUND	8,352	8,317
WASTE MANAGEMENT INC	7,931	9,888
WATSCO INC	11,118	18,482
WELLS FARGO ADV ULTRA SHORT TE	22,118	22,251
WORKDAY INC	12,243	14,192
YUM BRANDS INC	6,435	6,440
ZEBRA TECHNOLOGIES CORP	29,674	19,311
ZOETIS INC	50,421	40,570
ZURN WATER SOLUTIONS	10,606	17,121

- TIN:

TY 2024 InvestmentsGovtObligationsSch

Name:

Thrivers Foundation

EIN:

86-3415232

US Government Securities - End of Year Book Value:

375,750

US Government Securities - End of Year Fair Market Value:

365,436

State & Local Government Securities - End of Year Book Value:

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

- TIN:

TY 2024 OtherExpensesSchedule

Name:

Thrivers Foundation

EIN:

86-3415232

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
Administrative Fees	17,942		17,942
Bank Charges	349	349
State or Local Filing Fees	25		25

- TIN:

TY 2024 OtherIncomeSchedule2

Name:

Thrivers Foundation

EIN:

86-3415232

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
federal Tax Refund	186

- TIN:

TY 2024 OtherProfessionalFeesSchedule

Name:

Thrivers Foundation

EIN:

86-3415232

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Investment Management Services	34,882	34,882

- TIN:

TY 2024 TaxesSchedule

Name:

Thrivers Foundation

EIN:

86-3415232

Category	Amount	Net Investment Income
990-PF Estimated Tax for 2024	3,100
990-PF Excise Tax for 2023	137
Foreign Tax Paid	37	37