Form990


Department of the TreasuryInternal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations)
MediumBullet Do not enter social security numbers on this form as it may be made public.
MediumBullet Go to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2021
Open to Public Inspection
A For the 2021 calendar year, or tax year beginning 01-01-2022 , and ending 12-31-2022
BCheck if applicable:
CName of organization
THINKWELL INSTITUTE
 
 
Doing business as
 
 
Number and street (or P.O. box if mail is not delivered to street address)
1319 F ST NW SUITE 301 PMB 247
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
WASHINGTON, DC20004
D Employer identification number

47-4007262
E Telephone number

G Gross receipts $ 8,862,662
F Name and address of principal officer:
DAI HOZUMI
1319 F ST NW SUITE 301 PMB 247
WASHINGTON,DC20004
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
WWW.THINKWELL.INSTITUTE
H(a)
Is this a group return for
subordinates?
H(b)
Are all subordinates
included?
If "No," attach a list. See instructions.
H(c)
Group exemption number MediumBullet  
K Form of organization:  
L Year of formation: 2015
M State of legal domicile: AZ
Part I
Summary
Activities  & Governance 1 Briefly describe the organization’s mission or most significant activities: SEE SCHEDULE O.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 2
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 0
5 Total number of individuals employed in calendar year 2021 (Part V, line 2a) ...... 5 0
6 Total number of volunteers (estimate if necessary) ............. 6 1
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 0
b Net unrelated business taxable income from Form 990-T, Part I, line 11 ......... 7b 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 8,435,045 8,780,039
9 Program service revenue (Part VIII, line 2g) ......... 0 0
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 971 11
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 10,060 82,612
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12) 8,446,076 8,862,662
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 0 583,681
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 5,986,884 5,154,703
16a Professional fundraising fees (Part IX, column (A), line 11e) ..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet105,926    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 2,585,573 2,346,411
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 8,572,457 8,084,795
19 Revenue less expenses. Subtract line 18 from line 12....... -126,381 777,867
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 7,820,043 4,886,950
21 Total liabilities (Part X, line 26)............. 7,574,450 3,967,573
22 Net assets or fund balances. Subtract line 21 from line 20..... 245,593 919,377
Part II
Signature Block
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 officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ..........
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y Form 990 (2021)
Form 990 (2021)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response or note to any line in this Part III..............
1
Briefly describe the organization’s mission: SEE SCHEDULE O ENTRY FOR PART I, LINE 1.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? .....................
If "Yes," describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program
services? ...........................
If "Yes," describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 3,982,329 including grants of $ 293,194 ) (Revenue $   )
THE STRATEGIC PURCHASING FOR PRIMARY HEALTH CARE (SP4PHC) PROJECT PHASE 1 AIMS TO IMPROVE HOW GOVERNMENTS PURCHASE PRIMARY HEALTH CARE SERVICES WITH A FOCUS ON FAMILY PLANNING AND MATERNAL, NEWBORN AND CHILD HEALTH. THE FIVE SP4PHC COUNTRIES, BURKINA FASO, INDONESIA, KENYA, THE PHILIPPINES, AND UGANDA LIKE MANY COUNTRIES AROUND THE WORLD, ARE TRYING TO FIGURE OUT HOW BEST TO ENGAGE AND PAY HEALTHCARE PROVIDERS IN ORDER TO IMPROVE ACCESS TO HIGH QUALITY PRIMARY HEALTH CARE SERVICES WHILE CONTAINING COSTS. OUR COUNTRY-BASED TEAMS ARE WORKING WITH NATIONAL HEALTH MINISTRIES, SUB-NATIONAL HEALTH DEPARTMENTS, AND HEALTH INSURERS TO MAKE BETTER, MORE INFORMED DECISIONS ABOUT WHAT SERVICES TO COVER, WHICH PROVIDERS TO CONTRACT, AND PAYMENT METHODS AND RATES TO USE WITH THE GOAL OF IMPROVING HEALTHCARE AVAILABILITY AND QUALITY. IN 2022, SP4PHC PHASE 1 ACHIEVEMENTS INCLUDE: 1) ASSISTING KENYA'S SUBNATIONAL GOVERNMENTS ADAPTED A NEW POLICY AND PRACTICE TO ENSURE AVAILABILITY OF FUNDING TO PROVIDE FREE MATERNAL CARE SERVICES, 2) FACILITATING BURKINA FASO MINISTRY OF HEALTH EXPANDED ITS FREE FAMILY PLANNING PROGRAM, 3) COLLABORATED WITH UGANDA GOVERNMENT, WORLD BANK, AND OTHER STAKEHOLDERS TO IMPROVE PUBLIC FINANCIAL MANAGEMENT RULES FOR EFFICIENT HEALTH SERVICE MANAGEMENT, AND 4) PILOT TESTED A NEW APPROACH TO CONTRACT AND PAY PRIVATE SECTOR MIDWIVES TO IMPROVE AVAILABILITY OF MATERNAL SERVICES.
4b (Code:   ) (Expenses $ 1,355,227 including grants of $   ) (Revenue $   )
THE STRATEGIC PURCHASING FOR PRIMARY HEALTH CARE (SP4PHC) PROJECT PHASE 2 IS A NEW INITIATIVE WHICH AIMS TO SUPPORT SIX COUNTRY GOVERNMENTS (BURKINA FASO, KENYA, INDONESIA, THE PHILIPPINES, UGANDA, AND PAKISTAN) TO IMPROVE PRIMARY HEALTH CARE (PHC) OUTCOMES BY (1) CATALYZING AND ACCELERATING COUNTRY-LEVEL FOUNDATIONAL REFORMS TO STRENGTHEN PURCHASING ARRANGEMENTS FOR PHC SERVICES, (2) STRENGTHENING GOVERNMENT PURCHASING ARRANGEMENTS FOR SERVICE DELIVERY MODELS THAT ARE INNOVATIVE AND EFFECTIVE, AND (3) LEVERAGING LEARNINGS TO ADVOCATE FOR TRANSFORMATIONAL REFORMS TO STRENGTHEN STRATEGIC PURCHASING FOR PHC AT LOCAL, NATIONAL, AND GLOBAL LEVELS. IN 2022, WE HAVE ESTABLISHED COLLABORATIVE RELATIONSHIPS WITH RESEARCH AND ACADEMIC INSTITUTIONS IN KENYA AND INDONESIA, ORGANIZED A GLOBAL SYMPOSIUM ON HEALTH SECTOR REFORMS AND ONLINE SEMINARS ON FAMILY PLANNING AND HEALTH FINANCING IN BURKINA FASO, INVOLVEMENT WITH PRIVATE SECTOR HEALTHCARE PROVIDERS IN THE PHILIPPINES, CONDUCTED RESEARCH STUDIES ON TOPICS SUCH AS HEALTHCARE USER PREFERENCE, AND DIGITIZED HEALTHCARE MONITORING TOOLS.
4c (Code:   ) (Expenses $ 786,207 including grants of $ 173,953 ) (Revenue $   )
THE OVERARCHING OBJECTIVE OF THE IMMUNIZATION HUB GRANT IS TO GENERATE HIGH QUALITY ECONOMIC EVIDENCE IN THE DELIVERY OF ESSENTIAL HEALTH SERVICES TO PRIORITY GROUPS, INCLUDING COVID-19 VACCINES. THE HUB WILL BRING TOGETHER GLOBAL AND COUNTRY LEVEL INSTITUTIONS TO PROVIDE: 1) RAPID ECONOMIC EVIDENCE TO SUPPORT THE SUSTAINABLE ROLL-OUT OF COVID-19 VACCINES, 2) GENERATE KEY ECONOMIC EVIDENCE ON THE DELIVERY AND INTEGRATION OF ESSENTIAL HEALTH SERVICES TO REACH PRIORITY POPULATIONS, AND 3) STRENGTHEN CAPACITY AT LOCAL RESEARCH INSTITUTES TO GENERATE DEMAND-DRIVEN AND ACTIONABLE EVIDENCE TO INFORM IMPROVEMENTS TO THE EFFICIENCY OF ESSENTIAL HEALTH SERVICE DELIVERY. IN 2022, THE INSTITUTE SUCCESSFULLY OBTAINED APPROVALS TO INITIATE COVID-19 VACCINE RELATED COST ANALYSIS RESEARCH PROJECTS IN COUNTRIES SUCH AS IVORY COAST, UGANDA, AND VIETNAM AND PUBLISHED SEVEN NEWSLETTERS CONNECTING GLOBAL HEALTH ECONOMICS RESEARCHERS.
(Code:   ) (Expenses $ 878,992 including grants of $ 116,534 ) (Revenue $   )
VARIOUS PROGRAMS UNDERTAKEN INCLUDED EFFORTS CONCLUDING PRIOR YEARS' WORK IN SUPPORT OF STRENGTHENING MOZAMIBIQUE'S COVID -19 RESPONSE; PROVIDING TECHNICAL SUPPORT TO BANGLADESH'S MINISTRY OF HEALTH AND FAMILY WELFARE IN ITS CONDUCT OF COST-BENEFIT ECONOMIC ANALYSES RE EFFECTING INVESTMENT IN COURSE-OF-LIFE VACCINATION PROGRAM ALIGNING WITH GOVERNMENT'S IMMUNIZATION AGENDA 2030 AND PROVIDING TECHNICAL ASSISTANCE TO BANGLADESH'S GOVERNMENT AS TO PROVIDING ESSENTIAL HEALTH SERVICES AND APPROPRIATE RESPONSE TO COVID-19 PANDEMIC; ASSESSING THE STATUS OF HEALTH FINANCING FOR CERVICAL CANCER ELIMINATION IN GUATEMALA, THE PHILLIPINES, BURKINA FASO AND THE IVORY COAST; ASSISTING WITH COVID-19 VACCINE DELIVERY COSTING STUDIES IN VARIOUS COUNTRIES TO IMPROVE MOBILIZATION AND EFFICIENT BUDGETING IN FAVOR OF VACCINE ROLL-OUT.
4d Other program services (Describe in Schedule O.)
(Expenses $ 878,992 including grants of $ 116,534 ) (Revenue $   )
4e Total program service expensesMediumBullet7,002,755
Form 990 (2021)
Form 990 (2021)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule AClick to see attachment
List of Attached Documents:
// Content
.....................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors? See instructions. Click to see attachment
List of Attached Documents:
// Content
...
2
Yes
 
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part I.............
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part II.........
4
 
No
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Rev. Proc. 98-19? If "Yes," complete Schedule C, Part III..
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part IClick to see attachment
List of Attached Documents:
// Content
.........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part IIClick to see attachment
List of Attached Documents:
// Content
....
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes,"
complete Schedule D,
Part IIIClick to see attachment
List of Attached Documents:
// Content
..............
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IVClick to see attachment
List of Attached Documents:
// Content
..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi endowments? If "Yes," complete Schedule D, Part V......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X, as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10? If "Yes," complete
Schedule D,
Part VI. Click to see attachment
List of Attached Documents:
// Content
...................
11a
 
No
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIClick to see attachment
List of Attached Documents:
// Content
.......
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIIClick to see attachment
List of Attached Documents:
// Content
.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IXClick to see attachment
List of Attached Documents:
// Content
............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part XClick to see attachment
List of Attached Documents:
// Content
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part XClick to see attachment
List of Attached Documents:
// Content
11f
 
No
12a
Did the organization obtain separate, independent audited financial statements for the tax year? If "Yes," complete
Schedule D, Parts XI and XII
Click to see attachment
List of Attached Documents:
// Content
......................
12a
 
No
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
List of Attached Documents:
// Content
12b
 
No
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States? .....
14a
Yes
 
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........Click to see attachment
List of Attached Documents:
// Content
14b
Yes
 
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV.....Click to see attachment
List of Attached Documents:
// Content
15
Yes
 
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...Click to see attachment
List of Attached Documents:
// Content
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I. See instructions. ....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....
20a
 
No
b
If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
21
Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II.....
21
 
No
Form 990 (2021)
Form 990 (2021)
Page 4
Part IV
Checklist of Required Schedules (continued)
Yes
No
22
Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........
22
 
No
23
Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5, about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J....................... Click to see attachment
List of Attached Documents:
// Content
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a...............
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds? ...............
24c
 
 
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I .... Click to see attachment
List of Attached Documents:
// Content
25a
Yes
 
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I.......................Click to see attachment
List of Attached Documents:
// Content
25b
Yes
 
26
Did the organization report any amount on Part X, line 5 or 22 for receivables from or payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part IIClick to see attachment
List of Attached Documents:
// Content
...........
26
Yes
 
27
Did the organization provide a grant or other assistance to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or employee thereof, a grant selection committee member, or to a 35% controlled entity (including an employee thereof) or family member of any of these persons?
If "Yes," complete
Schedule L, Part IIIClick to see attachment
List of Attached Documents:
// Content
.........................
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see the Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, key employee, creator or founder, or substantial contributor? If "Yes," complete Schedule L, Part IV......................Click to see attachment
List of Attached Documents:
// Content
28a
 
No
b
A family member of any individual described in line 28a? If "Yes," complete Schedule L, Part IV.....Click to see attachment
List of Attached Documents:
// Content
28b
 
No
c
A 35% controlled entity of one or more individuals and/or organizations described in line 28a or 28b? If "Yes," complete Schedule L, Part IV.....................
28c
Yes
 
29
Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M .................
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II........................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I............Click to see attachment
List of Attached Documents:
// Content
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1.........................Click to see attachment
List of Attached Documents:
// Content
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
 
No
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 ...
35b
 
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2............. Click to see attachment
List of Attached Documents:
// Content
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VIClick to see attachment
List of Attached Documents:
// Content
37
 
No
38
Did the organization complete Schedule O and provide explanations on Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V...........
Yes
No
1a
Enter the number reported in box 3 of Form 1096. Enter -0- if not applicable ..
1a
9
b
Enter the number of Forms W-2G included on line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
 
 
Form 990 (2021)
Form 990 (2021)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance (continued)
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
0
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. See instructions.
2b
 
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...
3b
 
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? ..
4a
Yes
 
b
If "Yes," enter the name of the foreign country: MediumBulletRP , UV , ID , UG
See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? ..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? ...
6a
 
No
b
If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ......................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? ....................
7a
 
No
b
If "Yes," did the organization notify the donor of the value of the goods or services provided? .....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? .........................
7c
 
No
d
If "Yes," indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? ......................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? ..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds. Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? ........
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the sponsoring organization make any taxable distributions under section 4966?........
9a
 
 
b
Did the sponsoring organization make a distribution to a donor, donor advisor, or related person?...
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources. (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If "Yes," enter the amount of tax-exempt interest received or accrued during the year.
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state? .........
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..
14b
 
 
15
Is the organization subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or excess parachute payment(s) during the year? ....................
If "Yes," see the instructions and file Form 4720, Schedule N.
15
 
No
16
Is the organization an educational institution subject to the section 4968 excise tax on net investment income? ..
If "Yes," complete Form 4720, Schedule O.
16
 
No
17
Section 501(c)(21) organizations. Did the trust, any disqualified person, or mine operator engage in any activities that would result in the imposition of an excise tax under section 4951, 4952, or 4953? ..
If "Yes," complete Form 6069.
17
 
 
Form 990 (2021)
Form 990 (2021)
Page 6
Part VI
Governance, Management, and Disclosure. For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response or note to any line in this Part VI..............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year
1a
2
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent
1b
0
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
Yes
 
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
Yes
 
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? .
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
 
No
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .......................
8a
 
No
b
Each committee with authority to act on behalf of the governing body? ............
8b
 
No
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
Yes
 
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
Yes
 
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
Yes
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe on Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe on Schedule O how this was done...................
12c
 
No
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
 
No
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
 
No
b
Other officers or key employees of the organization ................
15b
 
No
If "Yes" to line 15a or 15b, describe the process on Schedule O. See instructions.
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
No
b
If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
 
 
Section C. Disclosure
17
List the states with which a copy of this Form 990 is required to be filedMediumBullet
AZ , TX
18
Section 6104 requires an organization to make its Form 1023 (1024 or 1024-A, if applicable), 990, and 990-T (section 501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, address, and telephone number of the person who possesses the organization's books and records:
MediumBulletJENNIFER FLINN1319 F ST NW STE 301 PMB 247   WASHINGTON,DC20004 (202) 328-3500
Form 990 (2021)
Form 990 (2021)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response or note to any line in this Part VII..............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

RoundBullet List all of the organization’s current key employees, if any. See the instructions for definition of "key employee."
RoundBullet List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (box 5 of Form W-2, Form 1099-MISC, and/or box 1 of Form 1099-NEC) of more than $100,000 from the
organization and any related organizations.

RoundBullet List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

RoundBullet List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

See the instructions for the order in which to list the persons above.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and title
(B)
Average hours per week (list any hours for related organizations below dotted line)
(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee)
(D)
Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)
(E)
Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)
(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(1) IGOR KOS......................................................................
BOARD MEMBER THRU 8/2022
1.00
.................
0.00
X           0 0 0
(2) IVA DUJUROVIC......................................................................
BOARD MEMBER
1.00
.................
0.00
X           0 2,313 0
(3) YOGESH RAJKOTIA......................................................................
CEO & FOUNDER, BOARD MEMBER
20.00
.................
20.00
X   X       0 148,737 14,449
(4) MEERA CHAKRAVARTHY......................................................................
SECRETARY, PROGRAM MANAGER
40.00
.................
0.00
    X       0 93,237 8,251
(5) ALEXIS WARD......................................................................
MANAGING DIRECTOR, AGILITY THRU AUG 2022
20.00
.................
20.00
      X     0 160,571 10,493
(6) DAI HOZUMI......................................................................
MANAGING DIRECTOR, PROGRAMS
20.00
.................
20.00
      X     0 164,669 11,109
(7) MARIE-JEANNE N'GBESSO......................................................................
COUNTRY DIRECTOR
40.00
.................
0.00
      X     163,500 0 0
(8) MATT BOXSHALL......................................................................
PROGRAM DIRECTOR
40.00
.................
0.00
      X     0 173,417 0
(9) DANIELLA FANAROF......................................................................
PROGRAM OPERATIONS DIRECTOR
20.00
.................
20.00
        X   0 131,404 14,301
(10) LAURA BOONSTOPPEL......................................................................
PROJECT DIRECTOR
40.00
.................
0.00
        X   148,751 0 15,041
(11) PHILOMINA OWUSA-ANSAH......................................................................
CONTRACTS DIRECTOR
20.00
.................
20.00
        X   0 147,000 5,880
(12) SHAYER SATTAR......................................................................
ACCOUNTING DIRECTOR
20.00
.................
20.00
        X   0 140,442 19,618
(13) TAPLEY JORDANWOOD......................................................................
SENIOR TECHNICAL DIRECTOR
20.00
.................
20.00
        X   0 144,368 18,774








Form 990 (2021)
Form 990 (2021)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and title
(B)
Average hours per week (list any hours for related organizations below dotted line)
(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee)
(D)
Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)
(E)
Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)
(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;


























1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)...........MediumBullet 312,251 1,306,158 117,916
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet2
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such
individual
...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address
(B)
Description of services
(C)
Compensation
THINKWELL LLC

1519 YORK ROAD
LUTHERVILLE,MD21093
STAFFING AND SERVICES 4,459,691
BERKELEY RESEARCH GROUP

2200 POWELL ST SUITE 1200
EMERYVILLE,CA94608
FINANCIAL SERVICES 125,702
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet2
Form 990 (2021)
Form 990 (2021)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII.............
(A)
Total revenue
(B)
Related or
exempt
function
revenue
(C)
Unrelated
business
revenue
(D)
Revenue
excluded from
tax under sections
512 - 514
Contributions, Gifts, Grants, and OtherAmt Similar Amounts 1a Federated campaigns..1a  
b Membership dues..1b  
c Fundraising events..1c  
d Related organizations1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and similar amounts not included above1f 8,780,039
g Noncash contributions included in lines 1a - 1f:$ 1g  
h Total. Add lines 1a-1f.......MediumBullet 8,780,039
 Program Service RevenueAmt Business Code
2a
b
c
d
e
f All other program service revenue.        
g Total. Add lines 2a–2f .....MediumBullet  
 OtherAmtRevenueAmt 3 Investment income (including dividends, interest, and othersimilar amounts) ......MediumBullet 11     11
4 Income from investment of tax-exempt bond proceedsMediumBullet        
5 Royalties...........MediumBullet        
(ii) Personal (i) Real
6a Gross rents     6a
b Less: rental expenses     6b
c Rental income or (loss)     6c
d Net rental income or (loss).......MediumBullet        
(ii) Other (i) Securities
7a Gross amount from sales of assets other than inventory     7a
b Less: cost or other basis and sales expenses     7b
c Gain or (loss)     7c
d Net gain or (loss).........MediumBullet        
8a Gross income from fundraising events (not including $   of contributions reported on line 1c). See Part IV, line 18 ....
8a  
b Less: direct expenses ... 8b  
c Net income or (loss) from fundraising events..MediumBullet      
9a Gross income from gaming activities.
See Part IV, line 19 ...
9a  
b Less: direct expenses ... 9b  
c Net income or (loss) from gaming activities..MediumBullet        
10a Gross sales of inventory, less
returns and allowances ..
10a  
b Less: cost of goods sold .. 10b  
c Net income or (loss) from sales of inventory..MediumBullet        
Business Code Miscellaneous Revenue
11a REIMBURSEMENTS 900099 82,548     82,548
b            
c            
d All other revenue .... 64     64
e Total. Add lines 11a–11d ...... MediumBullet 82,612
12 Total revenue. See instructions.....MediumBullet 8,862,662 0 0 82,623
Form 990 (2021)
Form 990 (2021)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX..............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII.
(A)
Total expenses
(B)
Program service expenses
(C)
Management and general expenses
(D)
Fundraising
expenses
1 Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....    
2 Grants and other assistance to domestic individuals. See Part IV, line 22 ...........    
3 Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. ............. 583,681 583,681
4 Benefits paid to or for members .......    
5 Compensation of current officers, directors, trustees, and key employees ........... 1,624,246 1,294,212 317,284 12,750
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........        
7 Other salaries and wages........ 1,852,869 1,592,602 205,133 55,134
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 185,795 172,914 10,676 2,205
9 Other employee benefits ....... 1,459,159 1,393,995 44,236 20,928
10 Payroll taxes ........... 32,634 32,634    
11 Fees for services (non-employees):        
a Management ...... 288,569 278,380 9,139 1,050
b Legal ......... 93,477 29,705 63,772  
c Accounting ........... 159,331 15,184 144,147  
d Lobbying ...........        
e Professional fundraising services. See Part IV, line 17    
f Investment management fees ......        
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)        
12 Advertising and promotion ....        
13 Office expenses ....... 252,452 212,832 25,761 13,859
14 Information technology ...... 503,928 483,700 20,228  
15 Royalties ..        
16 Occupancy ........... 219,228 141,390 77,838  
17 Travel ............ 328,709 326,817 1,892  
18 Payments of travel or entertainment expenses for any federal, state, or local public officials .        
19 Conferences, conventions, and meetings .... 134,094 132,487 1,607  
20 Interest ...........        
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization .. 30,177   30,177  
23 Insurance ... 28,669 8,854 19,815  
24 Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a EXTERNAL PARTICIPANT CO 217,427 213,018 4,409  
b PEO EXPENSES & PAYROLL 70,533 70,533    
c VEHICLES 19,817 19,817    
d
e All other expenses        
25 Total functional expenses. Add lines 1 through 24e 8,084,795 7,002,755 976,114 105,926
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2021)
Form 990 (2021)
Page 11
Part X
Balance Sheet
Check if Schedule O contains a response or note to any line in this Part IX..............
(A)
Beginning of year
(B)
End of year
Assets 1 Cash–non-interest-bearing ........ 446,795 1 769,064
2 Savings and temporary cash investments ......... 4,338,800 2 80,836
3 Pledges and grants receivable, net ......   3 526,821
4 Accounts receivable, net ............. 10,880 4 67,661
5 Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
  5 3,254,377
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
  6  
7 Notes and loans receivable, net ...........   7  
8 Inventories for sale or use ............   8  
9 Prepaid expenses and deferred charges ...... 3,014,462 9 64,860
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a  
b Less: accumulated depreciation 10b     10c  
11 Investments—publicly traded securities .   11  
12 Investments—other securities. See Part IV, line 11 .....   12  
13 Investments—program-related. See Part IV, line 11 ..   13  
14 Intangible assets ...............   14  
15 Other assets. See Part IV, line 11 ........... 9,106 15 123,331
16 Total assets. Add lines 1 through 15 (must equal line 33)... 7,820,043 16 4,886,950
Liabilities 17 Accounts payable and accrued expenses ..... 225,335 17 414,880
18 Grants payable ...   18  
19 Deferred revenue ......... 7,349,115 19 3,010,421
20 Tax-exempt bond liabilities .........   20  
21 Escrow or custodial account liability. Complete Part IV of Schedule D   21  
22 Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
  22  
23 Secured mortgages and notes payable to unrelated third parties ..   23  
24 Unsecured notes and loans payable to unrelated third parties ..   24  
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D 0 25 542,272
26 Total liabilities. Add lines 17 through 25.. 7,574,450 26 3,967,573
Net Assets or Fund Balance Organizations that follow FASB ASC 958, check here MediumBullet and complete lines 27, 28, 32, and 33.
27 Net assets without donor restrictions ..........   27  
28 Net assets with donor restrictions ...........   28  
Organizations that do not follow FASB ASC 958, check here MediumBullet and complete lines 29 through 33.
29 Capital stock or trust principal, or current funds ..... 0 29 0
30 Paid-in or capital surplus, or land, building or equipment fund ... 0 30 0
31 Retained earnings, endowment, accumulated income, or other funds 245,593 31 919,377
32 Total net assets or fund balances ........... 245,593 32 919,377
33 Total liabilities and net assets/fund balances ........ 7,820,043 33 4,886,950
Form 990 (2021)
Form 990 (2021)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response or note to any line in this Part XI..............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
8,862,662
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
8,084,795
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
777,867
4
Net assets or fund balances at beginning of year (must equal Part X, line 32, column (A)) ..
4
245,593
5
Net unrealized gains (losses) on investments ...............
5
 
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
-352,932
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
248,849
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 32, column (B))
10
919,377
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response or note to any line in this Part XII.............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain on
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
 
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.
3b
 
 
Form 990 (2021)
Form 990 (2021)
Additional Data


Software ID:  
Software Version:  
Form 990, Special Condition Description:
Special Condition Description
SCHEDULE A
(Form 990)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ.
right arrow Go to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2022
Open to Public
Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 12, check only one box.)
1
2
3
4
5
6
7
8
9
10
11
12
a
b
c
d
e
f
Enter the number of supported organizations ...............................  
g
Provide the following information about the supported organization(s).
(i) Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1- 10 above (see instructions)) (iv) Is the organization listed in your governing document? (v) Amount of monetary support (see instructions) (vi) Amount of other support (see instructions)
Yes No
Total
 
   
For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.
Cat. No. 11285F
Schedule A (Form 990) 2022

Schedule A (Form 990) 2022
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization failed to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2018 (b) 2019 (c) 2020 (d) 2021 (e) 2022 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. 2,310,347 5,059,748 5,920,914 8,625,983 8,780,039 30,697,031
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf....            
3 The value of services or facilities furnished by a governmental unit to the organization without charge..            
4 Total. Add lines 1 through 3 2,310,347 5,059,748 5,920,914 8,625,983 8,780,039 30,697,031
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) .. 27,421,002
6 Public support. Subtract line 5 from line 4. 3,276,029
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2018 (b) 2019 (c) 2020 (d) 2021 (e) 2022 (f) Total
7 Amounts from line 4.. 2,310,347 5,059,748 5,920,914 8,625,983 8,780,039 30,697,031
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... 6,112 20,864 17,774 11,028 11 55,789
9 Net income from unrelated business activities, whether or not the business is regularly carried on..            
10 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..            
11 Total support. Add lines 7 through 10 30,752,820
12
12
 
13
First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here ........................................right arrow
Section C. Computation of Public Support Percentage
14
14
10.650 %
15
15
10.010 %
16a
33 1/3% support test—2022. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization .......................right arrow
b
33 1/3% support test—2021. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow
17a
10%-facts-and-circumstances test—2022. If the organization did not check a box on line 13, 16a, or 16b, and line 14 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization ............ right arrow
b
10%-facts-and-circumstances test—2021. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization ............ right arrow
18
Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow
Schedule A (Form 990) 2022

Schedule A (Form 990) 2022
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in) right arrow (a) 2018 (b) 2019 (c) 2020 (d) 2021 (e) 2022 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose            
3 Gross receipts from activities that are not an unrelated trade or business under section 513 .....            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge            
6 Total. Add lines 1 through 5            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public support. (Subtract line 7c from line 6.)  
Section B. Total Support
Calendar year (or fiscal year beginning in) right arrow (a) 2018 (b) 2019 (c) 2020 (d) 2021 (e) 2022 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..            
13 Total support. (Add lines 9, 10c, 11, and 12.)..            
14
First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here................................................. right arrow
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
33 1/3% support tests-2022. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow
b
33 1/3% support tests—2021. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ..... right arrow
20
Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow
Schedule A (Form 990) 2022

Schedule A (Form 990) 2022
Page 4
Part IV
Supporting Organizations
(Complete only if you checked a box on line 12 of Part I. If you checked box 12a, of Part I, complete Sections A and B. If you checked box 12b, of Part I, complete Sections A and C. If you checked box 12c, of Part I, complete Sections A, D, and E. If you checked box12d, of Part I, complete Sections A and D, and complete Part V.)
Section A. All Supporting Organizations
Yes
No
1
Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.
1
 
 
2
Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).
2
 
 
3a
Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer lines 3b and 3c below.
3a
 
 
b
Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.
3b
 
 
c
Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.
3c
 
 
4a
Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked box 12a or 12b in Part I, answer lines 4b and 4c below.
4a
 
 
b
Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.
4b
 
 
c
Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.
4c
 
 
5a
Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer lines 5b and 5c below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).
5a
 
 
b
Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?
5b
 
 
c
Substitutions only. Was the substitution the result of an event beyond the organization's control?
5c
 
 
6
Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.
6
 
 
7
Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .
7
 
 
8
Did the organization make a loan to a disqualified person (as defined in section 4958) not described on line 7? If “Yes,” complete Part I of Schedule L (Form 990).
8
 
 
9a
Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons, as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.
9a
 
 
b
Did one or more disqualified persons (as defined on line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.
9b
 
 
c
Did a disqualified person (as defined on line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.
9c
 
 
10a
Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.
10a
 
 
b
Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).
10b
 
 
Schedule A (Form 990) 2022

Schedule A (Form 990) 2022
Page 5
Part IV
Supporting Organizations (continued)
Yes
No
11
Has the organization accepted a gift or contribution from any of the following persons?
a
A person who directly or indirectly controls, either alone or together with persons described on lines 11b and 11c below, the governing body of a supported organization?
11a
 
 
b
A family member of a person described on 11a above?
11b
 
 
c
A 35% controlled entity of a person described on line 11a or 11b above? If “Yes” to 11a, 11b, or 11c, provide detail in Part VI.
11c
 
 
Section B. Type I Supporting Organizations
Yes
No
1
Did the officers, directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.
1
 
 
2
Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.
2
 
 
Section C. Type II Supporting Organizations
Yes
No
1
Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).
1
 
 
Section D. All Type III Supporting Organizations
Yes
No
1
Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?
1
 
 
2
Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).
2
 
 
3
By reason of the relationship described in line 2 above, did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.
3
 
 
Section E. Type III Functionally-Integrated Supporting Organizations
1
Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):
a
b
c
2
Activities Test. Answer lines 2a and 2b below.
Yes
No
a
Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.
2a
 
 
b
Did the activities described on line 2a, above constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.
2b
 
 
3
Parent of Supported Organizations. Answer lines 3a and 3b below.
a
Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations?If "Yes" or "No", provide details in Part VI.
3a
 
 
b
Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.
3b
 
 
Schedule A (Form 990) 2022

Schedule A (Form 990) 2022
Page 6
Part V
Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations
1
Section A - Adjusted Net Income (A) Prior Year (B) Current Year
(optional)
1 Net short-term capital gain 1    
2 Recoveries of prior-year distributions 2    
3 Other gross income (see instructions) 3    
4 Add lines 1 through 3 4    
5 Depreciation and depletion 5    
6 Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) 6    
7 Other expenses (see instructions) 7    
8 Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) 8    
Section B - Minimum Asset Amount (A) Prior Year (B) Current Year
(optional)
1 Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): 1
a Average monthly value of securities 1a    
b Average monthly cash balances 1b    
c Fair market value of other non-exempt-use assets 1c    
d Total (add lines 1a, 1b, and 1c) 1d    
e Discount claimed for blockage or other factors
(explain in detail in Part VI):  
2 Acquisition indebtedness applicable to non-exempt use assets 2    
3 Subtract line 2 from line 1d 3    
4 Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions). 4    
5 Net value of non-exempt-use assets (subtract line 4 from line 3) 5    
6 Multiply line 5 by 0.035 6    
7 Recoveries of prior-year distributions 7    
8 Minimum Asset Amount (add line 7 to line 6) 8    
Section C - Distributable Amount Current Year
1 Adjusted net income for prior year (from Section A, line 8, Column A) 1  
2 Enter 85% of line 1 2  
3 Minimum asset amount for prior year (from Section B, line 8, Column A) 3  
4 Enter greater of line 2 or line 3 4  
5 Income tax imposed in prior year 5  
6 Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) 6  
7
Schedule A (Form 990) 2022

Schedule A (Form 990) 2022
Page 7
Part V
Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations(continued)
Section D - Distributions Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes 1  
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in
excess of income from activity
2  
3 Administrative expenses paid to accomplish exempt purposes of supported organizations 3  
4 Amounts paid to acquire exempt-use assets 4  
5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) 5  
6 Other distributions (describe in Part VI). See instructions 6  
7Total annual distributions. Add lines 1 through 6. 7  
8 Distributions to attentive supported organizations to which the organization is responsive (provide
details in Part VI
). See instructions
8  
9 Distributable amount for 2022 from Section C, line 6 9  
10 Line 8 amount divided by Line 9 amount 10  
Section E - Distribution Allocations (see instructions) (i)
Excess Distributions
(ii)
Underdistributions
Pre-2022
(iii)
Distributable
Amount for 2022
1 Distributable amount for 2022 from Section C, line 6  
2 Underdistributions, if any, for years prior to 2022 (reasonable cause required-- explain in Part VI).
See instructions.
 
3 Excess distributions carryover, if any, to 2022:
a From 2017.......  
b From 2018.......  
c From 2019.......  
d From 2020.......  
e From 2021.......  
fTotal of lines 3a through e  
g Applied to underdistributions of prior years  
h Applied to 2022 distributable amount  
i Carryover from 2017 not applied (see
instructions)
 
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.  
4Distributions for 2022 from Section D, line 7:
$  
a Applied to underdistributions of prior years  
b Applied to 2022 distributable amount  
c Remainder. Subtract lines 4a and 4b from line 4.  
5 Remaining underdistributions for years prior to
2022, if any. Subtract lines 3g and 4a from line 2.
If the amount is greater than zero, explain in Part VI.
See instructions.
 
6 Remaining underdistributions for 2022. Subtract
lines 3h and 4b from line 1. If the amount is greater
than zero, explain in Part VI. See instructions.
 
7 Excess distributions carryover to 2023. Add lines
3j and 4c.
 
8 Breakdown of line 7:
a Excess from 2018.....  
b Excess from 2019.....  
c Excess from 2020.....  
d Excess from 2021.....  
e Excess from 2022.....  
Schedule A (Form 990) (2022)

Schedule A (Form 990) 2022
Page 8
Part VI
Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
1.THE ORGANIZATION HAS INCREASED GOVERNMENT GRANTS, AND CONTINUES TO SEEK GOVERNMENT GRANTS TO FUND THE ORGANIZATION'S PROGRAM SERVICES. THE ORGANIZATION RECEIVES A HIGH PERCENTAGE OF TOTAL SUPPORT FROM AN UNRELATED PRIVATE FOUNDATION. THE GRANTS RECEIVED FROM THIS FOUNDATION ARE CRITICAL TO THE OPERATIONS OF THE ORGANIZATION. ON A YEARLY BASIS, THE ORGANIZATION IS REQUIRED TO SUBMIT A FINANCIAL REPORTING PACKAGE INCLUDING THE NATURE AND EXTENT OF COSTS UNDER THE GRANTS RECEIVED. 2.THE ORGANIZATION PROVIDES SERVICES DIRECTLY FOR THE BENEFIT OF THE GENERAL PUBLIC ON A CONTINUOUS BASIS INCLUDING INCREASING ACCESS TO LIFE SAVING VACCINES AND CONTRACEPTIVE SERVICES AMONG VULNERABLE POPULATIONS. THE ORGANIZATION HAS INCREASED ITS PRESENCE IN MULTIPLE UNDERDEVELOPED COUNTRIES INCLUDING KENYA, BURKINA FASO, THE PHILIPPINES, INDONESIA, MOZAMBIQUE, AND BANGLADESH AND HAS BEGUN EFFORTS TO IDENTIFY ADDITIONAL NEEDS IN THESE REGIONS.3.THE ORGANIZATION IS ORGANIZED AND OPERATED TO ATTRACT NEW AND ADDITIONAL PUBLIC OR GOVERNMENTAL SUPPORT ON A CONTINUOUS BASIS. THE ORGANIZATION IS ACTIVELY SOLICITING FUNDS BY INCREASING COMMUNITY AWARENESS THROUGH ITS WEBSITE AND SOCIAL MEDIA. THE ORGANIZATION HAS ALSO INCREASED FUNDING AND INVESTED ADDITIONAL RESOURCES INTO ITS BUSINESS DEVELOPMENT DEPARTMENT TO IDENTIFY AND APPLY FOR GRANTS FROM NEW SOURCES. THE ORGANIZATION ALSO HIRED AN EMPLOYEE WHO IS DEDICATED TO FUNDRAISING. IN 2022, WE MADE STRATEGIC DECISIONS TO TARGET NEW DONORS; GOVERNMENT DONORS SUCH AS GERMAN CORPORATION FOR INTERNATIONAL COOPERATION AND US CENTER FOR DISEASE CONTROL AND PREVENTION, AND NON-GOVERNMENT FUNDERS SUCH AS WHITE RIBBON ALLIANCE, DRUGS FOR NEGLECTED DISEASES INITIATIVE, TAKEDA CORPORATE SOCIAL RESPONSIBILITY PROGRAM, AND MERCK FOR MOTHERS. WE WON A MULTIMILLION DOLLAR OPPORTUNITY FUNDED BY CDC IN MOZAMBIQUE BUT THEY CANCELLED OUR SCOPE OF WORK DUE TO THEIR STRATEGY CHANGE. WE WON A PROJECT WITH MERCK FOR MOTHERS IN KENYA. WHILE WE DID NOT WIN, OUR PROJECTS WERE FINALISTS FOR THE TAKEDA CSR PROGRAM AND A GIZ OPPORTUNITY IN MYANMAR.
Return Reference Explanation
SCHEDULE A, PART II PART II'S PUBLIC SUPPORT TEST GRID REPORTS REVISED NUMBERS FOR BACK YEARS 2018-2021.
Schedule A (Form 990) 2022


Additional Data


Software ID:  
Software Version:  
Schedule B
(Form 990)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors

Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
Arrow Bullet Go to www.irs.gov/Form990 for the latest information.
OMB No. 1545-0047
2022
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ






Form 990-PF




Check if your organization is covered by the General Rule or a Special Rule.  
Note: Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
General Rule
Special Rules
......... Arrow Bullet $  
Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).
For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.
Cat. No. 30613XSchedule B (Form 990) (2022)
Schedule B (Form 990) (2022) Page 2
Name of organization
THINKWELL INSTITUTE
 
Employer identification number
47-4007262
Part I
Contributors
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.
(b)
Name, address, and ZIP + 4
(c)
Total contributions
(d)
Type of contribution
RESTRICTED
 
 
 
 
  ,    

$ RESTRICTED


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

$  


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

$  


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

$  


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

$  


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

$  


(Complete Part II for noncash contributions.)
Schedule B (Form 990) (2022)
Schedule B (Form 990) (2022)
Page 3
Name of organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a)
No. from Part I
(b)
Description of noncash property given
(c)
FMV (or estimate)
(See instructions)
(d)
Date received
 
$    
(a)
No. from Part I
(b)
Description of noncash property given
(c)
FMV (or estimate)
(See instructions)
(d)
Date received
 
$    
(a)
No. from Part I
(b)
Description of noncash property given
(c)
FMV (or estimate)
(See instructions)
(d)
Date received
 
$    
(a)
No. from Part I
(b)
Description of noncash property given
(c)
FMV (or estimate)
(See instructions)
(d)
Date received
 
$    
(a)
No. from Part I
(b)
Description of noncash property given
(c)
FMV (or estimate)
(See instructions)
(d)
Date received
 
$    
(a)
No. from Part I
(b)
Description of noncash property given
(c)
FMV (or estimate)
(See instructions)
(d)
Date received
 
$    
Schedule B (Form 990) (2022)
Schedule B (Form 990) (2022)
Page 4
Name of organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part III
Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
Use duplicate copies of Part III if additional space is needed.
(a)
No. from Part I
(b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I
(b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I
(b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I
(b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
Schedule B (Form 990) (2022)
Additional Data


Software ID:  
Software Version:  
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," on Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
SchDMd Bullet Attach to Form 990.
SchDMd Bullet Go to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2021
Open to Public Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .........    
2 Aggregate value of contributions to (during year)    
3 Aggregate value of grants from (during year)    
4 Aggregate value at end of year ........    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization’s property, subject to the organization’s exclusive legal control? ............
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................
Part II
Conservation Easements.
Complete if the organization answered "Yes" on Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ...................... 2a  
b Total acreage restricted by conservation easements .................... 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 7/25/06, and not on a historic structure listed in the National Register ... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............
6
Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................
9
In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under FASB ASC 958, not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under FASB ASC 958, to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:
(i)
Revenue included on Form 990, Part VIII, line 1 .........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under FASB ASC 958 relating to these items:
a
Revenue included on Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2021

Schedule D (Form 990) 2021
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b If "Yes," explain the arrangement in Part XIII and complete the following table: Amount
c Beginning balance ............................. 1c  
d Additions during the year ............................ 1d  
e Distributions during the year .......................... 1e  
f Ending balance ................................ 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...
b
If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ....
Part V
Endowment Funds.
Complete if the organization answered "Yes" on Form 990, Part IV, line 10.
(a) Current year (b) Prior year (c) Two years back (d) Three years back (e) Four years back
1a Beginning of year balance ....          
b Contributions ...          
c Net investment earnings, gains, and losses          
d Grants or scholarships ...          
e Other expenditures for facilities
and programs ...
         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Term endowment SchDMd Bullet  
The percentages on lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) Unrelated organizations .................
3a(i)
 
 
(ii) Related organizations .................
3a(ii)
 
 
b
If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis
(investment)
(b) Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .....      
b Buildings ....        
c Leasehold improvements        
d Equipment ....        
e Other .....        
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..SchDMdBullet 0
Schedule D (Form 990) 2021

Schedule D (Form 990) 2021
Page 3
Part VII
Investments - Other Securities.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)
(b) Book value (c) Method of valuation:
Cost or end-of-year market value
(1) Financial derivatives.........    
(2) Closely-held equity interests........    
(3)Other
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet  
Part VIII
Investments - Program Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.
(a) Description of investment (b) Book value (c) Method of valuation:
Cost or end-of-year market value
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet  
Part X
Other Liabilities.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
(1) Federal income taxes  
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 542,272
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII
Schedule D (Form 990) 2021

Schedule D (Form 990) 2021
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1 Total revenue, gains, and other support per audited financial statements ....... 1  
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains (losses) on investments .... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1.................. 3  
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b.................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5  
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1 Total expenses and losses per audited financial statements ........... 1  
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities ......... 2a  
b Prior year adjustments ............ 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d.................... 2e  
3 Subtract line 2e from line 1................... 3  
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b..................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5  
Part XIII
Supplemental Information
Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Return Reference Explanation
Schedule D (Form 990) 2021


Additional Data


Software ID:  
Software Version:  




SCHEDULE F(Form 990)
Department of the Treasury
Internal Revenue Service
Statement of Activities Outside the United States
Right pointing arrow large image Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16.Right pointing arrow large image Attach to Form 990.Right pointing arrow large image Go to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2022
Open to Public Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part I
General Information on Activities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 14b.
1
For grantmakers. Does the organization maintain records to substantiate the amount of its grants and
other assistance, the grantees’ eligibility for the grants or assistance, and the selection criteria used
to award the grants or assistance? . . . . . . . . . . . . . . . . . . . . . . . . .
2
For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other assistance outside the United States.
3
Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)
(a) Region (b) Number of offices in the region (c) Number of employees, agents, and independent contractors in the region (d) Activities conducted in region (by type) (such as, fundraising, program services, investments, grants to recipients located in the region) (e) If activity listed in (d) is a program service, describe specific type of
service(s) in the region
(f) Total expenditures
for and investments
in the region
EAST ASIA AND THE PACIFIC 2 17 PROGRAM SERVICES STRATEGIC PURCHASING FOR PRIMARY HEALTH CARE (SP4PHC) PROJECT 621,518
EUROPE (INCLUDING ICELAND & GREENLAND) 1 6 PROGRAM SERVICES IMMUNIZATION HUB 615,813
SOUTH ASIA 0 0 PROGRAM SERVICES STRATEGIC PURCHASING FOR PRIMARY HEALTH CARE (SP4PHC) PROJECT 151,628
SUB-SAHARAN AFRICA 2 10 PROGRAM SERVICES STRATEGIC PURCHASING FOR PRIMARY HEALTH CARE (SP4PHC) PROJECT 843,943
EAST ASIA AND THE PACIFIC 0 0 GRANTS TO RECIPIENTS LOCATED IN THE REGION N/A 241,842
SUB-SAHARAN AFRICA 0 0 GRANTS TO RECIPIENTS LOCATED IN THE REGION N/A 341,839
EAST ASIA AND THE PACIFIC 0 0 FUNDRAISING N/A 1,474
SUB-SAHARAN AFRICA 0 0 FUNDRAISING N/A 18,508
           
           
           
           
           
           
           
           
           
3a Sub-total .... 5 33 2,836,565
b Total from continuation sheets to Part I ... 0 0 0
c Totals (add lines 3a and 3b) 5 33 2,836,565
For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2022
Schedule F (Form 990) 2022
Page 2
Part II
Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.
1 (a) Name of organization (b) IRS code section
and EIN (if applicable)
(c) Region (d) Purpose of
grant
(e) Amount of
cash grant
(f) Manner of
cash
disbursement
(g) Amount
of noncash
assistance
(h) Description
of noncash
assistance
(i) Method of
valuation
(book, FMV,
appraisal, other)
SUB-SAHARAN AFRICA RESEARCH ON VACCINE COSTING 75,932 WIRE 0    
EAST ASIA AND THE PACIFIC RESEARCH ON VACCINE COSTING 58,064 WIRE 0    
EAST ASIA AND THE PACIFIC RESEARCH ON VACCINE COSTING 17,966 WIRE 0    
EAST ASIA AND THE PACIFIC RESEARCH ON VACCINE COSTING 19,480 WIRE 0    
SUB-SAHARAN AFRICA RESEARCH ON VACCINE COSTING 64,362 WIRE 0    
EAST ASIA AND THE PACIFIC RESEARCH ON VACCINE COSTING 74,532 WIRE 0    
SUB-SAHARAN AFRICA STRATEGIC PURCHASING STUDY 107,188 WIRE 0    
SUB-SAHARAN AFRICA STRATEGIC PURCHASING STUDY 32,366 WIRE 0    
SUB-SAHARAN AFRICA STRATEGIC PURCHASING STUDY 49,200 WIRE 0    
SUB-SAHARAN AFRICA STRATEGIC PURCHASING STUDY 13,524 WIRE 0    
EAST ASIA AND THE PACIFIC STRATEGIC PURCHASING STUDY 53,903 WIRE 0    
EAST ASIA AND THE PACIFIC STRATEGIC PURCHASING STUDY 14,209 WIRE 0    
             
             
             
             
2 Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter .......MediumBullet
4
3 Enter total number of other organizations or entities .......................MediumBullet
8
Schedule F (Form 990) 2022
Schedule F (Form 990) 2022Page 3
Part III
Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" on Form 990, Part IV, line 16.
Part III can be duplicated if additional space is needed.
(a) Type of grant or assistance (b) Region (c) Number of recipients (d) Amount of
cash grant
(e) Manner of cash
disbursement
(f) Amount of
noncash
assistance
(g) Description
of noncash
assistance
(h) Method of
valuation
(book, FMV,
appraisal, other)
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
Schedule F (Form 990) 2022
Schedule F (Form 990) 2022
Page 4
Part IV
Foreign Forms
1 Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2 Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to separately file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; don't file with Form 990). . . . . . . . . . . . . . . . . . . . . . . .
3 Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471). . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If “Yes,” the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) .
5 Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships (see Instructions for Form 8865). . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6 Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to separately file Form 5713, International Boycott Report (see Instructions for Form 5713; don't file with Form 990).. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule F (Form 990) 2022
Schedule F (Form 990) 2022
Page 5
Part V
Supplemental Information
Provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information. See instructions.
ReturnReference Explanation
PART I, LINE 2: PRIOR TO AWARD, THINKWELL INSTITUTE ENSURES A THOROUGH PRE-AWARD SELECTION AND DUE DILIGENCE PROCESS IS UNDERTAKEN. THIS INCLUDES RECEIPT OF PAST PERFORMANCE REFERENCES, COPIES OF AUDITED FINANCIAL STATEMENTS, AND OTHER SUPPORTING DOCUMENTATION DEMONSTRATING THE EXPERIENCE OF THE ORGANIZATION. POST AWARD, SUBGRANTEES SUBMIT PERIOD FINANCIAL AND NARRATIVE REPORTS ALONG WITH PROGRAM DELIVERABLES. THE PROGRAM AND TECHNICAL TEAMS MONITOR THE PROGRESS OF DELIVERABLES VERY CLOSELY AND WILL NOT APPROVE INVOICES FOR PAYMENT IF THE DELIVERABLES ARE INCOMPLETE OR NOT AT THE QUALITY REQUIRED. IF DELIVERABLES ARE APPROVED BY THE PROGRAM AND TECHNICAL TEAM, THE FINANCE & ACCOUNTING TEAM REVIEWS THE INVOICES PRIOR TO FINAL APPROVAL AND PAYMENT FOR COMPLIANCE WITH THE AWARD. NECESSARY PROVISIONS FROM ORIGINATING FUNDERS, SUCH AS EXPENDITURE RESPONSIBILITY REQUIREMENTS, ARE FLOWED DOWN TO SUBGRANTEES AS REQUIRED.
PART III ACCOUNTING METHOD:  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
Schedule F (Form 990) 2022
Additional Data


Software ID:  
Software Version:  



Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
SchJMediumBullet Attach to Form 990.
SchJMediumBullet Go to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2022
Open to Public Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
If any of the boxes on Line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .....
1b
Yes
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked on Line 1a? ....
2
Yes
 
3
Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.
4
During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? .............
4a
Yes
 
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........
4b
 
No
c
Participate in, or receive payment from, an equity-based compensation arrangement? .........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.
5
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ....................
5a
 
No
b
Any related organization? .......................
5b
 
No
If "Yes," on line 5a or 5b, describe in Part III.
6
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization? ..................
6a
 
No
b
Any related organization? ......................
6b
 
No
If "Yes," on line 6a or 6b, describe in Part III.
7
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
 
No
8
Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III ..........................
8
 
No
9
If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2022

Schedule J (Form 990) 2022
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.
For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.
(A) Name and Title (B) Breakdown of W-2, 1099-MISC compensation, and/or 1099-NEC (C) Retirement and other deferred compensation (D) Nontaxable
benefits
(E) Total of columns
(B)(i)-(D)
(F) Compensation in column (B) reported as deferred on prior Form 990
(i) Base
compensation
(ii) Bonus & incentive
compensation
(iii) Other reportable compensation
1DAI HOZUMI
MANAGING DIRECTOR, PROGRAMS
(i)

(ii)
0
-------------
164,669
0
-------------
0
0
-------------
0
0
-------------
6,587
0
-------------
4,522
0
-------------
175,778
0
-------------
0
2MATT BOXSHALL
PROGRAM DIRECTOR
(i)

(ii)
0
-------------
173,417
0
-------------
0
0
-------------
0
0
-------------
0
0
-------------
0
0
-------------
173,417
0
-------------
0
3ALEXIS WARD
MANAGING DIRECTOR, AGILITY THRU AUG
(i)

(ii)
0
-------------
128,238
0
-------------
0
0
-------------
32,333
0
-------------
6,423
0
-------------
4,070
0
-------------
171,064
0
-------------
0
4LAURA BOONSTOPPEL
PROJECT DIRECTOR
(i)

(ii)
145,785
-------------
0
0
-------------
0
2,966
-------------
0
15,041
-------------
0
0
-------------
0
163,792
-------------
0
0
-------------
0
5MARIE-JEANNE N'GBESSO
COUNTRY DIRECTOR
(i)

(ii)
151,500
-------------
0
0
-------------
0
12,000
-------------
0
0
-------------
0
0
-------------
0
163,500
-------------
0
0
-------------
0
6YOGESH RAJKOTIA
CEO & FOUNDER, BOARD MEMBER
(i)

(ii)
0
-------------
148,737
0
-------------
0
0
-------------
0
0
-------------
5,949
0
-------------
8,500
0
-------------
163,186
0
-------------
0
7TAPLEY JORDANWOOD
SENIOR TECHNICAL DIRECTOR
(i)

(ii)
0
-------------
144,368
0
-------------
0
0
-------------
0
0
-------------
5,774
0
-------------
13,000
0
-------------
163,142
0
-------------
0
8SHAYER SATTAR
ACCOUNTING DIRECTOR
(i)

(ii)
0
-------------
140,442
0
-------------
0
0
-------------
0
0
-------------
5,618
0
-------------
14,000
0
-------------
160,060
0
-------------
0
9PHILOMINA OWUSA-ANSAH
CONTRACTS DIRECTOR
(i)

(ii)
0
-------------
147,000
0
-------------
0
0
-------------
0
0
-------------
5,880
0
-------------
0
0
-------------
152,880
0
-------------
0
Schedule J (Form 990) 2022

Schedule J (Form 990) 2022
Page 3
Part III
Supplemental Information
Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.
Return Reference Explanation
PART I, LINE 1A MARIE-JEANNE N'GBESSO RECEIVED A HOUSING ALLOWANCE AS PER ORGANIZATIONAL POLICY, AS SHE IS A THIRD-COUNTRY NATIONAL BASED IN BURKINA FASO FOR WORK. SHE IS THE ONLY INDIVIDUAL THAT FALLS INTO THIS CATEGORY OF BEING BASED IN ANOTHER COUNTRY OUTSIDE HER HOME COUNTRY (COTE D'IVOIRE) DURING THE YEAR 2022. THE ORGANIZATION REQUIRES THAT THE EMPLOYEE FILE TAXES IN BURKINA FASO AND COTE D'IVOIRE AS REQUIRED BY LAW, AND THIS BENEFIT WOULD BE TREATED AS TAXABLE IF REQUIRED BY LOCAL LABOR LAWS.
PART I, LINE 4A ALEXIS WARD RECEIVED 4 MONTHS OF BASE COMPENSATION ON THE REGULAR PAYROLL SCHEDULE AS PART OF HER SEVERANCE PACKAGE.
Schedule J (Form 990) 2022

Additional Data


Software ID:  
Software Version:  
Schedule L
(Form 990)
Department of the Treasury
Internal Revenue Service
Transactions with Interested Persons
MediumBullet Complete if the organization answered "Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c, or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet Attach to Form 990 or Form 990-EZ.
MediumBulletGo to www.irs.gov/Form990 for instructions and the latest information.
OMB No. 1545-0047
2021
Open to Public Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part I
Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and section 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.
1(a) Name of disqualified person (b) Relationship between disqualified person and organization (c) Description of transaction (d) Corrected?
Yes No
(1) THINKWELL LLC
 
SEE PART V SEE PART V   No
(2) YOGESH ROJKOTIA SEE PART V SEE PART V   No
2
Enter the amount of tax incurred by the organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image$
62,212
3
Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ........ Bullet Image$
0

Part II
Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22
(a) Name of interested person (b) Relationship with organization (c) Purpose of loan (d) Loan to or from the organization? (e) Original principal amount (f) Balance due (g) In default? (h) Approved by board or committee? (i) Written agreement?
To From Yes No Yes No Yes No
(1) SEE PART V
 
SEE PART V SEE PART V   X 3,921,490 3,254,377   No   No   No
Total ...............Small Bullet $ 3,254,377
Part III
Grants or Assistance Benefiting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of assistance (d) Type of assistance (e) Purpose of assistance
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 50056A
Schedule L (Form 990) 2021
Schedule L (Form 990) 2021
Page 2
Part IV
Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of transaction (d) Description of transaction (e) Sharing of organization's revenues?
Yes No
(1) THINKWELL LLC
 
35% CONTROLLED ENTITY OF CEO/FOUNDER 4,197,000 SEE PART V   No
(2) THINKWELL LLC
 
35% CONTROLLED ENTITY OF CEO/FOUNDER 262,691 SEE PART V   No
Part V
Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).
Return Reference Explanation
SCHEDULE L, PART I, EXCESS BENEFIT TRANSACTIONS COLUMN (A): THINKWELL LLCCOLUMN (B): 35% CONTROLLED ENTITY OF YOGESH ROJKOTIA, CEO/FOUNDER/BOARD MEMBERCOLUMN (C): CODE SEC. 7872 IMPUTED INTEREST ON INTEREST-FREE ADVANCES ($248,849 REPORTED AS LOAN ON PART II, FOLLOWING).COLUMN (A): YOGESH ROJKOTIACOLUMN (B): CEO, FOUNDER, BOARD MEMBERCOLUMN (C): CODE SEC. 7872 IMPUTED INTEREST ON INTEREST-FREE ADVANCES ($248,849 REPORTED AS LOAN ON PART II, FOLLOWING).
SCHEDULE L, PART II, LOANS TO AND/OR FROM INTERESTED PERSONS COLUMN (A): THINKWELL LLC AND YOGESH ROJKOTIA (JOINTLY AND SEVERALLY)COLUMN (B): 35% CONTROLLED ENTITY OF CEO/FOUNDER AND CEO/FOUNDER, RESPECTIVELYCOLUMN (C): UNSCHEDULED ADVANCES TAKEN FOR FUTURE SERVICESCOLUMN (D): ACCESSING STAFFING AND SYSTEMS NECESSARY FOR MANAGEMENT AND PROGRAMMATIC OPERATIONS (OTHER THAN I.T. SERVICES)
SCHEDULE L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS COLUMN (A): THINKWELL LLCCOLUMN (B): 35% CONTROLLED ENTITY OF CEO/FOUNDERCOLUMN (C): $4,197,000COLUMN (D): ACCESSING STAFFING AND SYSTEMS NECESSARY FOR MANAGEMENT AND PROGRAMMATIC OPERATIONS (OTHER THAN I.T. SERVICES)COLUMN (A): THINKWELL LLCCOLUMN (B): 35% CONTROLLED ENTITY OF CEO/FOUNDERCOLUMN (C): $262,691COLUMN (D): REIMBURSEMENT FOR BOTH I.T. SERVICES PROVIDED PRIMARILY VIA LLC'S CONTRACT WITH IBEAM SOLUTIONS, AN ENTITY WHOLLY-OWNED BY ROJKOTIA'S DOMESTIC PARTNER, AND FOR THE TIME OF THE DOMESTIC PARTNER WHO SERVED THE INSTITUTE AS I.T. DIRECTOR.
SCHEDULE L, PARTS I, II, AND IV THIS RETURN'S SCHEDULE L, PART II CORRECTS THE INSTITUTE'S PRIOR YEARS FORMS 990 REPORTING OF FUNDS PROVIDED TO THE INSTITUTE'S PARENT ORGANIZATION, THINKWELL LLC, WHICH WERE CHARACTERIZED AS "PREPAYMENTS" AGAINST FUTURE REIMBURSEMENT OF CHARGES THE LLC WOULD "INCUR" IN ITS STAFFING OF THE INSTITUTE'S OPERATIONS AND PROVISION OF VARIOUS SYSTEMS FACILITATING THE INSTITUTE'S OPERATIONS. SUCH "PREPAYMENTS" WERE ACCORDED SUCH TREATMENT BY THE INSTITUTE'S AUDIT FIRMS WHO ISSUED INDEPENDENT OPINIONS ON THE INSTITUTE'S FINANCIAL STATEMENTS, PRESENTING SUCH PAYMENTS ON THE INSTITUTE'S FORM 990 AT PART X, LINE 9 AS "PREPAID EXPENSES AND DEFERRED CHARGES."IT IS CLEAR THAT SUCH TREATMENT WAS INCORRECT: THERE WAS NO MANDATE VIA CONTRACTS (OR OTHERWISE) BETWEEN THE INSTITUTE AND THINKWELL LLC TO JUSTIFY THE FACT OF SUCH ADVANCES OR PREPAYMENTS. INSTEAD, THE ADVANCES' REMITTANCE REFLECTS THAT THEY WERE COMMANDED BY ROJKOTIA (THE >35% OWNER OF THINKWELL LLC, AS WELL AS THE INSTITUTE'S FOUNDER AND ITS CEO & TREASURER IN THE 2016-2021 YEARS). THE INSTITUTE'S BOARD HAS REJECTED SUCH PRIOR YEARS 990S' CHARACTERIZATION OF SUCH FUNDS AND THIS RETURN REPORTS THESE AMOUNTS AS A LOAN, BOTH ON THE CORE FORM PART X'S LINE 5, AS WELL AS UPON SCHEDULE L, PART II BASED ON THE FOLLOWING: (I) INVESTIGATION OF SUCH PREPAYMENTS/LOANS EVIDENCED NO LEGITIMATE INSTITUTE BOARD ACTION TO APPROVE THE FACT OF SUCH TRANSFERS; (II) NO WRITTEN "LOAN OR OTHER AGREEMENT WAS IN EFFECT WITH RESPECT TO THE FUNDS ADVANCED BY THE INSTITUTE TO THE LLC; AND (III) NO INTEREST WAS EVER CHARGED ON THE FUNDS ADVANCED (NOR IS THERE IS ANY EVIDENCE IN THE INSTITUTE'S FINANCIAL RECORDS OF ANY INTENTION TO HAVE INTEREST BE CAPTURED WITH RESPECT TO THESE AMOUNTS). THE FAILURE TO CHARGE AND RECEIVE FAIR MARKET VALUE INTEREST ON THESE LOANS DEFINITIVELY COMPRISES AN "EXCESS BENEFIT TRANSACTION" WITHIN THE MEANING OF THE IRC SECTION 4958 EXCISE TAX SCHEME. SCHEDULE L'S PART I THUS ACKNOWLEDGES THAT ROJKOTIA AND THINKWELL LLC WERE PERSONS "IN SUBSTANTIAL INFLUENCE OVER" THE INSTITUTE'S AFFAIRS, I.E., "DISQUALIFIED PERSONS" FOR SECTION 4958 PURPOSES. PART I REPORTS BOTH THINKWELL LLC AND ROJKOTIA HAVING RECEIVED "EXCESS BENEFITS" VIA NO-INTEREST LOANS BEING PROVIDED TO THEM BY THE INSTITUTE ACROSS SIX TAX YEARS, 2017 THROUGH 2022. THE AMOUNT OF SUCH LOANS' "EXCESS BENEFIT" HAS BEEN CALCULATED FOR EACH OF THOSE YEARS BY IMPUTING FAIR MARKET VALUE INTEREST AT NO LESS THAN THE RATE SET OUT IN THE APPLICABLE FEDERAL RATES (EACH PRIOR TAX YEARS' INTEREST CALCULATION HAS BEEN RUN FORWARD THROUGH 12/31/2022 TO ACCOMMODATE REQUISITE SEMI-ANNUAL COMPOUNDING OF INTEREST; CALCULATIONS HERE TRACK THE MANDATES SET OUT IN HTTPS://WWW.IRS.GOV/PUB/IRS-TEGE/EOTOPICE03.PDF, "INTERMEDIATE SANCTIONS (IRC 4958) UPDATE". THE TOTAL INTEREST THAT WAS CALCULATED AS REQUIRED-TO-BE-IMPUTED IN FAVOR OF FAIR MARKET VALUE EXCHANGE REALIZED BY THE INSTITUTE ON THE NO-INTEREST LOANS MADE VIA ADVANCED FUNDS ACROSS THE AFFECTED TAX YEARS, 2017 THROUGH 2022, IS $248,849. SCHEDULE L, PART II, COLUMN (F) INCLUDES THAT AMOUNT.FINALLY, SCHEDULE L PART IV HISTORICALLY HAS REPORTED ONE BUSINESS TRANSACTION BETWEEN THE INSTITUTE AND THINKWELL LLC, THAT BEING THE LATTER'S PROVISION OF "CONTRACTUAL SERVICES" TO THE INSTITUTE. EACH OF THE FORMS 990 FILED ON THE 2016-2021 YEAR HAD INACCURATELY DESCRIBED THESE ONGOING TRANSACTIONS, STATING THAT "THE BOARD OF DIRECTORS CONDUCTED A FORMAL BID PROCESS, RECUSING YOGESH RAJKOTIA FROM THE MEETING DURING THE PROCESS. THE TRANSACTION WAS CONDUCTED AT ARM [SIC] LENGTH." THE INSTITUTE'S CURRENT BOARD AND MANAGERS WERE NOT ABLE TO FIND ANY DOCUMENTATION TO SUPPORT THOSE ASSERTIONS. THE ABOVE ACKNOWLEDGEMENTS REFLECT THE DEDICATION NOT ONLY OF THE ORGANIZATION'S MANAGEMENT TEAM, WHO BROUGHT THEIR CONCERNS IN 2023 FORWARD TO OUTSIDE COUNSEL, BUT OF THE CURRENT INDEPENDENT BOARD WHO HAS OVERSEEN MANAGEMENT'S EXPEDITED EFFORTS TO REPAIR AND PROTECT THE ORGANIZATION. THE MANAGEMENT TEAM INITIATED BOTH INTENSIVE REVIEWS IN 2022 OF THE ORGANIZATION'S FINANCIAL STATEMENTS AND SUPPORTING RECORDS DOCUMENTATION ON THE 2019-2021 YEARS AND BOARD DEVELOPMENT EFFORTS IN FAVOR OF SECURING A TRULY INDEPENDENT BOARD, BOTH OF WHICH WERE FULLY REALIZED IN THE 2023 YEAR. THAT SAME YEAR, THE TEAM BEGAN FULL REVIEW OF THE 2022 YEAR'S FINANCIAL STATEMENTS AND UNDERLYING ACCOUNTING. THE ENTIRETY OF THEIR RESULTS AND FINDINGS WERE PRESENTED TO THE INSTITUTE'S BOARD IN FEBRUARY 2024. MULTIPLE TANGIBLE CHANGES IN THE ORGANIZATION'S INTERNAL CONTROLS AND OPERATIONAL PROTOCOLS HAVE BEEN EFFECTUATED BY THE BOARD IN THE ENSUING 14 MONTHS, INCLUDING THE FOLLOWING TANGIBLE CHANGES: 1) UPDATED THE BYLAWS SO THAT NO DIRECTOR, OFFICER, EMPLOYEE, OR AGENT OF THINKWELL LLC CAN SERVE AS A DIRECTOR OF THE INSTITUTE; 2) HIRED ON EXTERNAL SUPPORT TO ORIENT THE CURRENT BOARD IN THEIR FIDUCIARY DUTIES TO ENSURE THEIR AWARENESS OF THEIR OVERSIGHT RESPONSIBILITIES; 3) ENDED THE PRACTICE OF ADVANCING PAYMENTS TO THE LLC AND INSTITUTED A TWO-STEP APPROVAL PROCESS FOR REIMBURSING THE ACTUAL EXPENSES OF PROJECT IMPLEMENTATION UNDERTAKEN BY THE LLC; AND 4) IMPLEMENTED, AS OF 2025, THE HIRING BY THE INSTITUTE OF ITS OWN EMPLOYEES TO PERFORM THE INSTITUTE'S ACCOUNTING AND ENSURE COMPLIANCE WITH GRANT OBLIGATIONS AS WELL AS OVERSEE CONTRACTORS' PERFORMANCE.
Schedule L (Form 990) 2021


Additional Data


Software ID:  
Software Version:  




SCHEDULE O
(Form 990)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Go to www.irs.gov/Form990 for the latest information.
OMB No. 1545-0047
2021
Open to Public
Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Return Reference Explanation
FORM 990, PART I, LINE 1 THINKWELL INSTITUTE SUPPORTS LOW- AND MIDDLE-INCOME COUNTRIES AND GLOBAL PARTNERS THROUGH DEEP, COURAGEOUS THINKING TO MAKE HIGH QUALITY HEALTHCARE AFFORDABLE THROUGH BUILDING CAPACITY OF GOVERNMENT AND ACADEMIC INSTITUTIONS IN PARTNER COUNTRIES FOR ANALYSIS OF HEALTH SYSTEM DATA, EVIDENCE-BASED POLICY RECOMMENDATIONS, AND FACILITATION OF STAKEHOLDER DIALOGUES. WE ENSURE THAT HEALTH FINANCE, HUMAN, AND COMMODITY RESOURCES ARE EFFECTIVELY AND EFFICIENTLY ALLOCATED AND USED FOR HIGH QUALITY HEALTHCARE BY STRENGTHENING FINANCIAL MANAGEMENT PRACTICES, INFORMATION TECHNOLOGY, AND TRAINING. THINKWELL INSTITUTE ACTIVELY PARTNERS WITH MINISTRIES OF HEALTH OF COUNTRIES SUCH AS INDONESIA, KENYA, THE PHILIPPINES, AND BURKINA FASO.
FORM 990, PART VI, SECTION A, LINE 2 LINE 2'S REPORTING OF FAMILY OR BUSINESS RELATIONSHIPS BETWEEN PART VII-A REPORTED BOARD MEMBERS AND OFFICERS IN PRIOR YEARS WAS NOT PREDICATED ON ANY SUBSTANTIVE INVESTIGATION OF THESE INDIVIDUALS' FAMILY CONNECTIONS OR BUSINESS TIES. WITH RESPECT TO THOSE FILINGS, THERE APPEARS TO HAVE BEEN NO SUBSTANTIVE INFORMATION GATHERING AS TO WHETHER THINKWELL LLC, ITSELF OWNED BY THE INSTITUTE'S FOUNDER WHO ALSO SERVED AS THE LLC'S CEO/PRESIDENT AND SECRETARY, EITHER EMPLOYED THE INSTITUTE'S OTHER BOARD MEMBERS OR OFFICERS, OR USED THEM AS INDEPENDENT CONTRACTORS AND PAID THEM >$10,000 (CONDITIONS 1 AND 2 OF LINE 2'S DEFINITION OF "BUSINESS RELATIONSHIPS"), OR WHETHER THE BOARD MEMBERS WERE EACH A >10% OWNER IN THE SAME BUSINESS OR INVESTMENT ENTITY (CONDITION 3 OF THIS LINE'S RELEVANT DEFINITION). FURTHERMORE, FAILURE TO IDENTIFY THINKWELL LLC AS A "RELATED ORGANIZATION" OF THE INSTITUTE (NOTED IN THIS RETURN'S REASONABLE CAUSE STATEMENT 1) AND CHARACTERIZATION OF THE LLC AS A "MANAGEMENT COMPANY" WHOSE STAFF UNDERTOOK INSTITUTE'S FUNCTIONS BUT WERE NOT CONSIDERED CONCOMITANTLY CO-EMPLOYED BY THE INSTITUTE, MEANT THAT NO EFFORT WAS UNDERTAKEN TO EVALUATE THE PRESENCE (OR ABSENCE) OF THE INSTITUTE HAVING "KEY EMPLOYEES." THAT CATEGORY WOULD REQUIRE AN INITIAL EVALUATION OF THE TYPE OF RESPONSIBILITIES HELD BY ANY INDIVIDUAL PROVIDING EMPLOYEE SERVICES IF THEY HAD RECEIVED REPORTABLE COMPENSATION IN TOTAL FROM BOTH THE INSTITUTE AND THE LLC EXCEEDING, IN ANY TAX YEAR, THE AMOUNT OF $150,000. ANY SUCH UNDERREPORTING OF KEY EMPLOYEES WOULD HAVE DIMINISHED THE NUMBER OF PEOPLE SUBJECT TO THIS LINE'S INQUIRY. WHILE THIS 2022 FORM 990'S PREPARATION TASKS INCLUDED SEEKING INFORMATION FROM ALL BOARD MEMBERS AND OFFICERS WHO SERVED IN 2022 AS TO THEIR CONNECTION TO OTHER DIRECTORS AND OFFICERS, ONLY ONE PROVIDED THE INFORMATION SOUGHT.
FORM 990, PART VI, SECTION A, LINE 3 LINE 3'S HISTORICAL REPORTING OF THE USE OF A MANAGEMENT COMPANY FAILED TO BE ACCOMPANIED BY ANY OF THE REQUIRED DISCLOSURE UPON THE INSTITUTE'S 2018-2020 FORMS 990; AND THE 2021 990'S DISCLOSURE HERE FAILED TO COMPORT WITH THE INSTRUCTIONS. THIS RETURN REPORTS USE OF A MANAGEMENT SERVICES COMPANY, THINKWELL LLC, UNDER A LONGSTANDING ARRANGEMENT BY WHICH THE INSTITUTE ACCESSES ALMOST THE ENTIRETY OF ITS STAFF, AS WELL AS ITS OPERATIONAL SYSTEMS AND OTHER SERVICES NECESSARY TO ITS OPERATIONS, FROM THINKWELL LLC, A RELATED ORGANIZATION. ACCORDINGLY, THIS FORM'S PART VII-A PROPERLY DISCLOSES INDIVIDUALS WHO ARE ON THINKWELL'S PAYROLL AND THEREUNDER PROVIDED SERVICES TO THINKWELL INSTITUTE, THE NUMBER OF HOURS OF SERVICES THEY PROVIDED EACH WEEK TO EACH ORGANIZATION, AND THE COMPENSATION THEY RECEIVED FROM THE LLC OVERALL. [THE FILER'S 2018 - 2020 FORMS 990 FAILED TO REPORT THE LLC AS A MANAGEMENT COMPANY, AND WHILE THE 2021 FORM DID DENOTE THAT RELATIONSHIP, FAILED TO DISCLOSE IN EITHER SCH. O OR IN PART VII-A AMOUNTS OF COMPENSATION PAID TO THE RELEVANT INDIVIDUALS BY THE MANAGEMENT COMPANY.]
FORM 990, PART VI, SECTION A, LINE 8A THIS RETURN STATES "NO" TO THIS LINE, GIVEN THERE IS INCOMPLETE DOCUMENTATION TO SUPPORT A "YES" ANSWER ACROSS THE ENTIRE YEAR.
FORM 990, PART VI, SECTION A, LINE 8B THE ORGANIZATION DID NOT HAVE ANY COMMITTEES DURING 2022.
FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 AND RELATED DOCUMENTS ARE PREPARED BY A NATIONALLY RECOGNIZED, INDEPENDENT ACCOUNTING FIRM WITH DEEP EXPERIENCE IN THE NONPROFIT SECTOR. THE DRAFT FORM 990 IS THOROUGHLY REVIEWED BY MANAGEMENT AND EXTERNAL COUNSEL PRIOR TO FINALIZATION. THE COMPLETED 990 IS THEN SHARED WITH THE BOARD OF DIRECTORS FOR A FINAL REVIEW PRIOR TO FILING WITH THE IRS.
FORM 990, PART VI, SECTION B, LINE 12 LINE 12C WAS ANSWERED "YES" IN ALL BACK YEARS' FILINGS USING LANGUAGE THAT CLAIMED THE ORGANIZATION MONITORED AND ENFORCED ITS WRITTEN CONFLICT OF INTEREST POLICY, WHICH THERE IS NO EVIDENCE TO SUPPORT.
FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MADE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON WRITTEN REQUEST.
FORM 990, PART VI, LINE 1B LINE 1B'S COUNT OF TWO "INDEPENDENT DIRECTORS" AT YEAR END IN PRIOR YEARS HAS NOT BEEN SUBSTANTIATED AND IS BELIEVED TO HAVE BEEN -0- GIVEN THE INSTITUTE'S FOUNDER, YOGESH RAJKOTIA (RAJKOTIA OR FOUNDER) HAD DIRECT CONTROL OVER THE INSTITUTE'S BOARD AND/OR POWER TO UNDERMINE INDEPENDENT ACTIONS BY THE INSTITUTE'S OTHER DIRECTORS. THIS RETURN CORRECTLY REPORTS THE NUMBER OF INDEPENDENT DIRECTORS AS -0-.
FORM 990, PART VI, LINE 5 THE "NO" APPEARS ON THIS YEAR'S RETURN REFLECTS THAT CIRCUMSTANCES BY WHICH A "YES" ANSWER WOULD RESULT DID NOT OCCUR UNTIL THE 2023 YEAR. SEE THIS RETURN'S SCHEDULE L PART I WHICH REPORTS THAT THE INSTITUTE PROVIDED A NO-INTEREST LOAN TO THINKWELL LLC ACROSS MULTIPLE YEARS (THE AMOUNT OF AGGREGATED IMPUTED "FAIR MARKET VALUE" INTEREST ASSIGNABLE UNDER THE INCOME TAX REGULATIONS THROUGH THE AFFECTED YEARS THROUGH THE 2022 YEAR IS LESS THAN $250,000).
FORM 990, PART VI, LINE 9 PART VII-A'S LIST INCLUDES SEVERAL INDIVIDUALS WHO SERVED AS DIRECTORS IN THE 2022 YEAR BUT WHO FAILED TO RETURN FORM 990 DISCLOSURE QUESTIONNAIRES. THUS, THE ADDRESSES REPORTED FOR THEM CONTINUE TO BE THOSE OF THINKWELL LLC. HOWEVER, THE BOARD CANNOT VOUCH THAT SUCH INDIVIDUALS WERE STILL EMPLOYED THERE AT THE TIME OF THIS FILING'S SUBMISSION.
FORM 990, PART XI, LINE 9: CODE SEC. 7872 INTEREST ACCRUED 248,849.
REASONABLE CAUSE STATEMENT, CONTINUED THE INSTITUTE'S RECONSTITUTED BOARD IN PLACE AS OF THE FALL OF 2023 HAS WORKED DILIGENTLY TO OVERCOME THE MYRIAD OF GOVERNANCE AND INSTITUTIONAL OBSTACLES THE INSTITUTE HAD TO CONFRONT: NOT ONLY EFFECTING THE ACCURATE PREPARATION OF THIS 990, BUT ALSO OVERSEEING CORRECTION, AS NECESSARY, OF KEY FINANCIAL STATEMENT ITEMS AND OTHER NEEDS ESSENTIAL TO REHABILITATING THE PROBLEMS CAUSED BY THE INSTITUTE'S FINANCIAL RECORDS BEING SITUATED UPON THINKWELL LLC'S INSUFFICIENTLY ROBUST ACCOUNTING SYSTEMS. TO THOSE ENDS, ACCOUNTING AND BUSINESS MANAGEMENT PROFESSIONALS EXPERIENCED IN NONPROFIT REPORTING AND GOVERNANCE WERE BROUGHT IN TO ASSIST THE INSTITUTE'S MANAGERS AND THE BOARD MOVE EXPEDITIOUSLY TO HAVE THE 2022 TAX YEAR'S FORM 990 DRAFTED AND FINALIZED UTILIZING RESTATED FINANCIAL STATEMENTS. IN ADDITION, THE BOARD HAS ALSO UNDERTAKEN AN ASSESSMENT OF THE INSTITUTE'S ORGANIZATIONAL AND GOVERNANCE WEAKNESSES AND HAS WORKED TO REMEDY THOSE, INCLUDING BY IMPLEMENTING MECHANISMS TO ENSURE THE INSTITUTE'S OPERATION CAN BE CONDUCTED INDEPENDENT OF THINKWELL LLC'S UNDUE INFLUENCE. WHILE THE OVERALL EFFORTS OF CORRECTIONS UNDERTAKEN TO DATE HAVE BEEN EXTREMELY TIME-CONSUMING, THE INSTITUTE WOULD NOT HAVE BEEN ABLE TO PAINT A PATH FORWARD HAD THOSE EFFORTS LACKED ROBUSTNESS AND THOROUGHNESS. FOR THE REASONS SET FORTH ABOVE, THE INSTITUTE RESPECTFULLY REQUESTS ABATEMENT OF THE PENALTIES (AND ANY INTEREST THEREUPON) THAT RESULT FROM THE INSTITUTE'S LATE FILING OF THIS 2022 FORM 990.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990) 2021


Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBulletAttach to Form 990.
MediumBullet Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047
2021
Open to Public Inspection
Name of the organization
THINKWELL INSTITUTE
 
Employer identification number

47-4007262
Part I
Identification of Disregarded Entities. Complete if the organization answered "Yes" on Form 990, Part IV, line 33.
(a)
Name, address, and EIN (if applicable) of disregarded entity


(b)
Primary activity


(c)
Legal domicile (state
or foreign country)

(d)
Total income


(e)
End-of-year assets


(f)
Direct controlling
entity











Part II
Identification of Related Tax-Exempt Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.
(a)
Name, address, and EIN of related organization


(b)
Primary activity


(c)
Legal domicile (state
or foreign country)

(d)
Exempt Code section


(e)
Public charity status
(if section 501(c)(3))

(f)
Direct controlling
entity

(g)
Section 512(b)(13) controlled entity?
Yes No












For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2021
Schedule R (Form 990) 2021
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, because it had one or more related organizations treated as a partnership during the tax year.
(a)
Name, address, and EIN of
related organization



(b)
Primary activity




(c)
Legal
domicile
(state or foreign
country)


(d)
Direct controlling
entity



(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




(g)
Share of end-of-year
assets



(h)
Disproprtionate allocations?




(i)
Code V-UBI
amount in box 20 of
Schedule K-1
(Form 1065)
(j)
General or
managing
partner?



(k)
Percentage
ownership


Yes No Yes No
(1) THINKWELL LLC

1519 YORK ROAD
LUTHERVILLE,MD21093
45-2324600
HEALTH SYSTEMS DEVELOPMENT MD N/A
        No     No  












Part IV
Identification of Related Organizations Taxable as a Corporation or Trust. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.
(a)
Name, address, and EIN of
related organization
(b)
Primary activity
(c)
Legal
domicile
(state or foreign
country)
(d)
Direct controlling
entity
(e)
Type of entity
(C corp, S corp,
or trust)
(f)
Share of total income
(g)
Share of end-of-year
assets
(h)
Percentage
ownership
(i)
Section 512(b)(13) controlled entity?
Yes No












Schedule R (Form 990) 2021
Schedule R (Form 990) 2021
Page 3
Part V
Transactions With Related Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
Yes
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................
1a
 
No
b Gift, grant, or capital contribution to related organization(s) ............................
1b
 
No
c Gift, grant, or capital contribution from related organization(s) ............................
1c
 
No
d Loans or loan guarantees to or for related organization(s) ............................
1d
Yes
 
e Loans or loan guarantees by related organization(s) ............................
1e
 
No
f Dividends from related organization(s) ............................
1f
 
No
g Sale of assets to related organization(s) ............................
1g
 
No
h Purchase of assets from related organization(s) ............................
1h
 
No
i Exchange of assets with related organization(s) ............................
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) .......................
1j
 
No
k Lease of facilities, equipment, or other assets from related organization(s) ......................
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) .....................
1l
Yes
 
m Performance of services or membership or fundraising solicitations by related organization(s) .................
1m
Yes
 
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................
1n
Yes
 
o Sharing of paid employees with related organization(s) ............................
1o
Yes
 
p Reimbursement paid to related organization(s) for expenses ............................
1p
Yes
 
q Reimbursement paid by related organization(s) for expenses ............................
1q
Yes
 
r Other transfer of cash or property to related organization(s) ............................
1r
 
No
s Other transfer of cash or property from related organization(s) ............................
1s
 
No
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of related organization
(b)
Transaction
type (a-s)
(c)
Amount involved
(d)
Method of determining amount involved





Schedule R (Form 990) 2021
Schedule R (Form 990) 2021
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 37.
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity
(b)
Primary activity
(c)
Legal domicile
(state or foreign
country)
(d)
Predominant income (related, unrelated, excluded from tax under sections 512-514)

(e)
Are all partners
section
501(c)(3)
organizations?
(f)
Share of total income




(g)
Share of
end-of-year
assets
(h)
Disproprtionate allocations?
(i)
Code V-UBI
amount in box 20
of Schedule K-1
(Form 1065)
(j)
General or
managing
partner?
(k)
Percentage
ownership


Yes No Yes No Yes No






























Schedule R (Form 990) 2021
Schedule R (Form 990) 2021
Page 5
Part VII
Supplemental Information
Provide additional information for responses to questions on Schedule R. See instructions.
Return Reference Explanation
SCHEDULE R, PART III AS NOTED IN THE THIS FILING'S "LATE FILING STATEMENT", THE INSTITUTE HISTORICALLY FAILED TO REPORT THINKWELL LLC AS A RELATED ORGANIZATION, IN SPITE OF THE FACT THAT THE LLC EXERCISED EFFECTIVE CONTROL OF THE INSTITUTE'S BOARD.
Schedule R (Form 990) 2021

Additional Data


Software ID:  
Software Version:  






TY 2022 ReasonableCauseExplanation
Name:
THINKWELL INSTITUTE
EIN:
47-4007262
Explanation:
IRC SECTION 6652(C)(1)(A) PROVIDES FOR PENALTIES ON FORM 990 RETURNS THAT ARE FILED LATE, WITH ABATEMENT AVAILABLE TO ORGANIZATIONS WHO DEMONSTRATE THE LATE FILING WAS DUE TO REASONABLE CAUSE. THE FOLLOWING IS PROVIDED TO ASSERT THAT FILING OF THIS 2022 FORM 990 BY THINKWELL INSTITUTE ("THE INSTITUTE") ALMOST 24 MONTHS AFTER THE FORM'S INITIAL (ABSENT EXTENSION) DUE DATE OF MAY 15, 2023 WAS DUE TO MYRIAD CIRCUMSTANCES ENCOMPASSING REASONABLE CAUSE, AS FOLLOWS: THE MAJORITY OF THE BOARD OF DIRECTORS IN PLACE FROM 2016 THROUGH THE 2022 TAX YEAR THAT IS THE SUBJECT OF THIS FILING FAILED TO MEET THEIR FIDUCIARY DUTIES OF CARE AND OBEDIENCE. THEY PRESENTED OR ALLOWED ERRONEOUS INFORMATION TO BE PRESENTED TO THE CPA FIRMS WHO PERFORMED THE INSTITUTE'S FINANCIAL STATEMENT AUDITS AND PREPARED ITS FORMS 990. AS A RESULT, THE INSTITUTE'S SIX YEARS OF FORMS 990 FILED PRIOR TO THIS RETURN CLAIMED THAT TWO BOARD MEMBERS1 WERE "INDEPENDENT" DIRECTORS WHO RESPONSIBLY MANAGED THE INSTITUTE'S "CONTRACT FOR SERVICES" WITH THINKWELL LLC (THE LATTER IS A >35% CONTROLLED ORGANIZATION OF YOGESH RAJKOTIA, WHO IS THE INSTITUTE'S FOUNDER, AND WHO SERVED CONTEMPORANEOUSLY IN TAX YEARS ENDED 2016 2022 AS ONE OF THE INSTITUTE'S BOARD MEMBERS, AS WELL AS ITS PRESIDENT/CEO AND TREASURER). EACH OF THESE PRIOR YEAR 990S DECLARED THAT THE PURPORTEDLY INDEPENDENT DIRECTORS UNDERTOOK AN ANNUAL REVIEW OF BOTH THE REASONABLENESS OF THAT ARRANGEMENT AND ITS CONFORMANCE WITH THE INSTITUTE'S CORPORATE POLICIES. HOWEVER, NO DOCUMENTATION HAS BEEN FOUND BY THE INSTITUTE'S CURRENT CHIEF MANAGERS AND BOARD MEMBERS TO CONFIRM THE ACCURACY OF THOSE REPRESENTATIONS. FURTHERMORE, THE CURRENTLY-OPERATIVE FIDUCIARIES UNDERSTAND THAT HAD ACCURATE INFORMATION BEEN PROVIDED TO THE INSTITUTE'S PAID PREPARERS, OR HAD THE INACCURACY OF WHAT WAS PROVIDED TO THEM BEEN DISCERNED BY SAID PREPARERS THROUGH THEIR EXERCISE OF THE MOST BASIC DUE DILIGENCE, THOSE PRIOR YEARS 990S WOULD HAVE REPORTED THAT THINKWELL LLC WAS THE INSTITUTE'S PARENT ENTITY (AND THUS A "RELATED ORGANIZATION" FOR FORM 990 PURPOSES) GIVEN THE EFFECTIVE CONTROL OVER THE INSTITUTE HELD BY RAJKOTIA WHO WAS BOTH THAT LLC'S PRIMARY OWNER AND CEO AS WELL AS THE INSTITUTE'S PRESIDENT/CEO AND TREASURER. IT IS CLEAR THAT HE CAUSED TO BE ELECTED TO THE BOARD OF THE INSTITUTE HIMSELF AND TWO OTHER INDIVIDUALS, AT LEAST ONE OF WHOM WORKED FOR HIS LLC. OUTSIDE COUNSEL WAS RETAINED BY THE INSTITUTE'S MANAGERS IN CALENDAR 2023 TO ASSIST THEM WITH ADDRESSING CONCERNS THAT AROSE IN THE 2022 TAX YEAR REGARDING THE INTERWEAVING OF THE INSTITUTE'S OPERATIONS WITH, AND THE CONTROL HELD OVER THE INSTITUTE PERSONALLY BY ROJKOTIA AND INSTITUTIONALLY BY, THINKWELL LLC. THOSE MANAGERS INITIATED PROACTIVE STEPS IN 2023 TO THE FOLLOWING ENDS: TERMINATING THE CONTRACT WITH THE CPA FIRM WHO HAD LAST UNDERTAKEN THE INSTITUTE'S ANNUAL INDEPENDENT OPINION AUDIT AND FORM 990 PREPARATION; RECONSTITUTING THE BOARD OF DIRECTORS TO A TRULY INDEPENDENT GROUP (THE BOARD WAS EXPANDED TO THREE INDIVIDUALS IN LATE 2023, NONE OF WHOM HAVE BUSINESS TIES DIRECTLY OR INDIRECTLY TO THINKWELL LLC, WITH A FOURTH SIMILARLY-QUALIFIED INDIVIDUAL ADDED IN 2024); AND INVESTIGATING THE INSTITUTE'S PRIOR FORM 990 FILING POSTURE AND UNDERLYING FINANCIAL STATEMENTS' REPORTING ISSUES TO ENSURE THAT ERRORS IN PAST YEARS' FILED FORMS 990 WOULD NOT BE REPEATED ON THIS 2022 FORM 990. THE INVESTIGATION INTO THE INSTITUTE'S FINANCES REVEALED SIGNIFICANT DEFICIENCIES, THE BULK OF WHICH REQUIRED REOPENING AND REBOOKING THE INSTITUTE'S FINANCIAL REPORTS ACROSS MULTIPLE YEARS. THAT PROCESS TOOK NEARLY TWO YEARS TO COMPLETE, AND THUS DELAYED THE ABILITY OF THE BOARD AND MANAGEMENT TO COMPLETE DRAFTING AND FINALIZATION OF THIS FORM 990 UNTIL APRIL 2025. SEE SCHEDULE O CONTINUATION