Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
right arrowDo not enter social security numbers on this form as it may be made public.
right arrowGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0047
2024
Open to Public Inspection
For calendar year 2024, or tax year beginning 01-01-2024 , and ending 12-31-2024
Name of foundation
SMILOW FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)200 BELLEVUE PARKWAY SUITE 250
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
WILMINGTON, DE198093747
A Employer identification number

06-6299809
B Telephone number (see instructions)

(302) 793-3290
C right arrow
G Check all that apply:

D 1. Foreign organizations, check here............. right arrow
2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow
E right arrow
H Check type of organization:
F right arrow
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)right arrow$0J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 858,296
2 Check right arrow.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 2,999,706 2,999,706  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 1,629,011
b Gross sales price for all assets on line 6a 19,877,126
7 Capital gain net income (from Part IV, line 2)... 1,629,011
8 Net short-term capital gain......... 0
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
30,904 30,904  
12 Total. Add lines 1 through 11........ 5,517,917 4,659,621  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 360,000     360,000
14 Other employee salaries and wages...... 125,000 0 0 125,000
15 Pension plans, employee benefits....... 114,361 0 0 114,361
16a Legal fees (attach schedule)......... Click to see attachment
List of Attached Documents:
// Content
88,120 0 0 88,120
b Accounting fees (attach schedule).......        
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
576,493 326,493   250,000
17 Interest...............       0
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
59,916 916   0
19 Depreciation (attach schedule) and depletion... 0 0  
20 Occupancy..............        
21 Travel, conferences, and meetings.......   0 0  
22 Printing and publications..........   0 0  
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
97,609 45,998   51,611
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,421,499 373,407 0 989,092
25 Contributions, gifts, grants paid....... 7,379,600 7,379,600
26 Total expenses and disbursements. Add lines 24 and 25 8,801,099 373,407 0 8,368,692
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -3,283,182
b Net investment income (if negative, enter -0-) 4,286,214
c Adjusted net income (if negative, enter -0-)... 0
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2024)
Form 990-PF (2024)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.) 		Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 199,373    
2 Savings and temporary cash investments......... 8,984,664    
3 Accounts receivable right arrow  
Less: allowance for doubtful accounts right arrow     0 0
4 Pledges receivable right arrow  
Less: allowance for doubtful accounts right arrow        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) right arrow  
Less: allowance for doubtful accounts right arrow0      
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 117,126,309    
c Investments—corporate bonds (attach schedule)....... 41,113,388    
11 Investments—land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 0 0 0
14 Land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
15 Other assets (describe right arrow)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 167,423,734 0 0
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe right arrow)    
23 Total liabilities (add lines 17 through 22).........   0
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here right arrow
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here right arrow
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........ 167,423,734 0
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds    
29 Total net assets or fund balances (see instructions)..... 167,423,734 0
30 Total liabilities and net assets/fund balances (see instructions). 167,423,734 0
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
167,423,734
2
Enter amount from Part I, line 27a .....................
2
-3,283,182
3
Other increases not included in line 2 (itemize) right arrow
3
0
4
Add lines 1, 2, and 3 ..........................
4
164,140,552
5
Decreases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
5
164,140,552
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
 
Form 990-PF (2024)
Form 990-PF (2024)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)		 (b)
How acquired
P—Purchase
D—Donation 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1 a 1. GOLDMAN SACHS & CO   2024-01-01 2024-12-31
b 1. GOLDMAN SACHS & CO   2023-01-01 2024-12-31
c CAPITAL GAIN DIVIDENDS P    
d CAPITAL GAIN DIVIDENDS P    
e
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 4,728,844   4,609,604 119,240
b 15,071,000   13,638,511 1,432,489
c       77,282
d       77,282
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69 		(j)
Adjusted basis
as of 12/31/69 		(k)
Excess of col. (i)
over col. (j), if any
a       119,240
b       1,432,489
c        
d        
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 1,629,011
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ................... 		Bracket 3  
Part V
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here right arrow and enter “N/A" on line 1. Bracket for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions) 1 59,578
b All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2........................... 3 59,578
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 59,578
6 Credits/Payments:
a 2024 estimated tax payments and 2023 overpayment credited to 2024 6a 70,843
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 0
d Backup withholding erroneously withheld .......... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 70,843
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment
List of Attached Documents:
// Content
8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......right arrow 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10 11,265
11 Enter the amount of line 10 to be: Credited to 2025 estimated taxright arrow0 Refundedright arrow 11 11,265
Form 990-PF (2024)
Form 990-PF (2024)
Page 4
Part VI-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. right arrow$   (2) On foundation managers.right arrow$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?.........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
Yes
 
If "Yes," attach the statement required by General Instruction T.Click to see attachment
List of Attached Documents:
// Content
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
round bullet By language in the governing instrument, or
round bullet By state legislation that effectively amends the governing instrument so that no mandatory directions
that conflict with the state law remain in the governing instrument? ................
6
Yes
 
7
Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
and Part XIV..................................
7
Yes
 
8a
Enter the states to which the foundation reports or with which it is registered (see instructions)
right arrowCT
b
If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
8b
Yes
 
9
Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
or 4942(j)(5) for calendar year 2024 or the taxable year beginning in 2024? See the instructions for Part XIII.
If "Yes," complete Part XIII .............................
9
 
No
10
Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
and addresses. ...............................
10
 
No
11
At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
11
 
No
12
Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
advisory privileges? If "Yes," attach statement. See instructions.................
12
 
No
13
Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
13
Yes
 
Website addressright arrow  
14
The books are in care ofright arrowTHE GOLDMAN SACHS TRUST COMPANY NA Telephone no.right arrow (302) 793-3290

Located atright arrow200 BELLEVUE PARKWAY SUITE 250WILMINGTONDE ZIP+4right arrow198093747
15
Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........right arrow
and enter the amount of tax-exempt interest received or accrued during the year ........right arrow
15
 
16 At any time during calendar year 2024, did the foundation have an interest in or a signature or other authority over YesNo
a bank, securities, or other financial account in a foreign country? .................
16   No
See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country right arrow
Form 990-PF (2024)
Form 990-PF (2024)
Page 5
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required
File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
Yes
No
1a
During the year did the foundation (either directly or indirectly):
(1) Engage in the sale or exchange, or leasing of property with a disqualified person? ...........
1a(1)
 
No
(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
a disqualified person? ..............................
1a(2)
 
No
(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
1a(3)
 
No
(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
1a(4)
Yes
 
(5) Transfer any income or assets to a disqualified person (or make any of either available
for the benefit or use of a disqualified person)? ......................
1a(5)
 
No
(6) Agree to pay money or property to a government official? (Exception. Check "No"
if the foundation agreed to make a grant to or to employ the official for a period
after termination of government service, if terminating within 90 days.) ...............
1a(6)
 
No
b
If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........
1b
 
No
c
Organizations relying on a current notice regarding disaster assistance check here ........right arrow
d
Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
that were not corrected before the first day of the tax year beginning in 2024? .............
1d
 
No
2
Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
a
At the end of tax year 2024, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2024?....................
2a
 
No
If "Yes," list the years right arrow20, 20, 20, 20
b
Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
to all years listed, answer "No" and attach statement—see instructions.) ..............
2b
 
 
c
If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
right arrow20, 20, 20, 20
3a
Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
any time during the year? ..............................
3a
 
No
b
If "Yes," did it have excess business holdings in 2024 as a result of (1) any purchase by the foundation
or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
if the foundation had excess business holdings in 2024.) .....................
3b
 
 
4a
Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
4a
 
No
b
Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2024? ..
4b
 
No
Form 990-PF (2024)
Form 990-PF (2024)
Page 6
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required (continued)
5a
During the year did the foundation pay or incur any amount to:
Yes
No
(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........
5a(1)
 
No
(2) Influence the outcome of any specific public election (see section 4955); or to carry
on, directly or indirectly, any voter registration drive? ....................
5a(2)
 
No
(3) Provide a grant to an individual for travel, study, or other similar purposes? .............
5a(3)
 
No
(4) Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions ........................
5a(4)
 
No
(5) Provide for any purpose other than religious, charitable, scientific, literary, or
educational purposes, or for the prevention of cruelty to children or animals? .............
5a(5)
 
No
b
If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........
5b
 
 
c
Organizations relying on a current notice regarding disaster assistance check .........right arrow
d
If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
tax because it maintained expenditure responsibility for the grant? .................
5d
 
 
If "Yes," attach the statement required by Regulations section 53.4945–5(d).
6a
Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
a personal benefit contract? .............................
6a
 
No
b
Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
6b
 
No
If "Yes" to 6b, file Form 8870.
7a
At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
7a
 
No
b
If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....
7b
 
 
8
Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
excess parachute payment during the year? .........................
8
 
No
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors
1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
(a) Name and address (b) Title, and average
hours per week
devoted to position 		(c) Compensation
 (If not paid, enter
-0-) 		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
other allowances
WILLIAM SMILOW TRUSTEE
40 		300,000    
18 W HIGHLAND AVE
PHILADELPHIA,PA19118
MR RICHARD J SMILOW DIRECTOR
2 		20,000    
200 BELLEVUE PARKWAY SUITE 250
WILMINGTON,DE19809
STEPHEN FARLEY DIRECTOR
2 		20,000    
200 BELLEVUE PARKWAY SUITE 250
WILMINGTON,DE19809
JOHN P SHOEMAKER DIRECTOR
2 		20,000    
200 BELLEVUE PARKWAY SUITE 250
WILMINGTON,DE19809
MARK LAZARUS DIRECTOR
2 		0    
200 BELLEVUE PARKWAY SUITE 250
WILMINGTON,DE19809
2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
(a) Name and address of each employee paid more than $50,000 (b) Title, and average
hours per week
devoted to position 		(c) Compensation (d) Contributions to
employee benefit
plans and deferred
compensation 		(e) Expense account,
other allowances
JENNIFER LIPPINCOTT VP OPERATIONS AND AD
40 		125,000    
18 W HIGHLAND AVE
PHILADELPHIA,PA19118
Total number of other employees paid over $50,000...................right arrow 0
Form 990-PF (2024)
Form 990-PF (2024)
Page 7
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)
3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
THE GOLDMAN SACHS TRUST COMPANY NA ADVISORY & INV MGMT 576,493
200 BELLEVUE PARKWAY SUITE 250
WILMINGTON,DE198093747
HOLLAND & KNIGHT LLP LEGAL SERVICES 88,120
ONE ARTS PLAZA 1722 ROUTH ST SUIT
DALLAS,TX75201
Total number of others receiving over $50,000 for professional services.............right arrow0
Part VIII-A
Summary of Direct Charitable Activities
List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
1  
2  
3  
4  
Part VIII-B
Summary of Program-Related Investments (see instructions)
Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
1  
2  
All other program-related investments. See instructions.
3  
Total. Add lines 1 through 3.........................right arrow  
Form 990-PF (2024)
Form 990-PF (2024)
Page 8
Part IX
Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
1
Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
purposes:
a
Average monthly fair market value of securities...................
1a
164,366,247
b
Average of monthly cash balances.......................
1b
8,834,273
c
Fair market value of all other assets (see instructions)................
1c
0
d
Total (add lines 1a, b, and c).........................
1d
173,200,520
e
Reduction claimed for blockage or other factors reported on lines 1a and
1c (attach detailed explanation) .............
1e
0
2
Acquisition indebtedness applicable to line 1 assets..................
2
0
3
Subtract line 2 from line 1d.........................
3
173,200,520
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
2,598,008
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
170,602,512
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
8,530,126
Part X
Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
1
Minimum investment return from Part IX, line 6..................
1
8,530,126
2a
Tax on investment income for 2024 from Part V, line 5 .......
2a
59,578
b
Income tax for 2024. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
59,578
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
8,470,548
4
Recoveries of amounts treated as qualifying distributions................
4
0
5
Add lines 3 and 4............................
5
8,470,548
6
Deduction from distributable amount (see instructions).................
6
0
7
Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
7
8,470,548
Part XI
Qualifying Distributions (see instructions)
1
Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
a
Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
1a
8,368,692
b
Program-related investments—total from Part VIII-B..................
1b
0
2
Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
purposes...............................
2
0
3
Amounts set aside for specific charitable projects that satisfy the:
a
Suitability test (prior IRS approval required)....................
3a
0
b
Cash distribution test (attach the required schedule) .................
3b
0
4
Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4. .......
4
8,368,692
Form 990-PF (2024)
Form 990-PF (2024)
Page 9
Part XII
Undistributed Income (see instructions)
(a)
Corpus 		(b)
Years prior to 2023 		(c)
2023 		(d)
2024
1 Distributable amount for 2024 from Part X, line 7 8,470,548
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only....... 6,678,270
b Total for prior years:20 , 20, 20 0
3 Excess distributions carryover, if any, to 2024:
a From 2019...... 0
b From 2020...... 0
c From 2021...... 0
d From 2022...... 0
e From 2023...... 0
f Total of lines 3a through e ........ 0
4Qualifying distributions for 2024 from Part
XI, line 4: right arrow$ 8,368,692
a Applied to 2023, but not more than line 2a 6,678,270
b Applied to undistributed income of prior years
(Election required—see instructions)..... 		0
c Treated as distributions out of corpus (Election
required—see instructions)........ 		0
d Applied to 2024 distributable amount..... 1,690,422
e Remaining amount distributed out of corpus 0
5 Excess distributions carryover applied to 2024. 0 0
(If an amount appears in column (d), the
same amount must be shown in column (a).)
6Enter the net total of each column as
indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
b Prior years’ undistributed income. Subtract
line 4b from line 2b .......... 		0
c Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed...... 		0
d Subtract line 6c from line 6b. Taxable amount
—see instructions ........... 		0
e Undistributed income for 2023. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		0
f Undistributed income for 2024. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2025 .......... 		6,780,126
7 Amounts treated as distributions out of
corpus to satisfy requirements imposed by
section 170(b)(1)(F) or 4942(g)(3) (Election may
be required - see instructions) ....... 		0
8 Excess distributions carryover from 2019 not
applied on line 5 or line 7 (see instructions) ... 		0
9 Excess distributions carryover to 2025.
Subtract lines 7 and 8 from line 6a ...... 		0
10 Analysis of line 9:
a Excess from 2020.... 0
b Excess from 2021.... 0
c Excess from 2022.... 0
d Excess from 2023.... 0
e Excess from 2024.... 0
Form 990-PF (2024)
Form 990-PF (2024)
Page 10
Part XIII
Private Operating Foundations (see instructions and Part VI-A, question 9)
1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2024, enter the date of the ruling ...... right arrow
 
b Check box to indicate whether the organization is a private operating foundation described in section or
2a Enter the lesser of the adjusted net
income from Part I or the minimum
investment return from Part IX for each
year listed .......... 		Tax year Prior 3 years (e) Total
(a) 2024 (b) 2023 (c) 2022 (d) 2021
         
b 85% (0.85) of line 2a .........          
c Qualifying distributions from Part XI,
line 4 for each year listed ..... 		         
d Amounts included in line 2c not used directly
for active conduct of exempt activities .......... 		         
e Qualifying distributions made directly
for active conduct of exempt activities.
Subtract line 2d from line 2c .... 		         
3 Complete 3a, b, or c for the
alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......          
(2) Value of assets qualifying
under section 4942(j)(3)(B)(i)		          
b “Endowment" alternative test— enter 2/3
of minimum investment return shown in
Part IX, line 6 for each year listed .. 		         
c “Support" alternative test—enter:
(1) Total support other than gross
investment income (interest,
dividends, rents, payments
on securities loans (section
512(a)(5)), or royalties) .... 		         
(2) Support from general public
and 5 or more exempt
organizations as provided in
section 4942(j)(3)(B)(iii).... 		         
(3) Largest amount of support
from an exempt organization		          
(4) Gross investment income          
Part XIV
Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)
1Information Regarding Foundation Managers:
aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
JOEL E SMILOW ESTATE
bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
NA
2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
Check here right arrow if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions
aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
MEGHAN VERCILLO
200 BELLEVUE PARKWAY SUITE 250
WILLIMINGTON,DE19809
(302) 793-3290
bThe form in which applications should be submitted and information and materials they should include:
APPLICATION FORM
cAny submission deadlines:
NONE
dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
TO BE WITHIN THE GUIDELINES OF MISSION STATEMENT
Form 990-PF (2024)
Form 990-PF (2024)
Page 11
Part XIV
Supplementary Information (continued)
3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient If recipient is an individual,
show any relationship to
any foundation manager
or substantial contributor
 Foundation
status of
recipient 		Purpose of grant or
contribution 		Amount
Name and address (home or business)
aPaid during the year

BROWN UNIVERSITY

75 WATERMAN ST
PROVIDENCE,RI02912 		NONE PC PROGRAM SUPPORT 10,000

FREDERICK GUNN SCHOOL

99 GREEN HILL ROAD
WASHINGTON,CT06793 		NONE PC PROGRAM SUPPORT 20,000

YALE UNIVERSITY

PO BOX 208239
NEW HAVEN,CT065208239 		NONE PC PROGRAM SUPPORT 2,020,000

WESTPORT LIBRARY ASSOC

20 JESUP ROAD
WESTPORT,CT06880 		NONE PC PROGRAM SUPPORT 800

EARTHPLACE

10 WOODSIDE LANE
WESTPORT,CT06880 		NONE PC PROGRAM SUPPORT 7,500

TEMPLE ISRAEL

14 COLEYTOWN ROAD
WESTPORT,CT06880 		NONE PC PROGRAM SUPPORT 7,000

AMERICA'S VETDOGS

371 E JERICHO TPKE
SMITHTOWN,NY11787 		NONE PC PROGRAM SUPPORT 5,000

HOMES WITH HOPE

PO BOX 631
WESTPORT,CT06881 		NONE PC PROGRAM SUPPORT 5,000

NORWALK HOSPITAL FOUNDATION INC

34 MAPLE ST
NORWALK,NY06850 		NONE PC PROGRAM SUPPORT 2,000,000

BRIDGEPORT HOSPITAL FOUNDATION INC

267 GRANT ST
BRIDGEPORT,CT066102805 		NONE PC PROGRAM SUPPORT 100,000

UNIVERSITY OF PENNSYLVANIA

3025 WALNUT STREET
PHILADELPHIA,PA19104 		NONE PC PROGRAM SUPPORT 35,000

WESTPORT COUNTRY PLAYHOUSE

25 POWERS COURT
WESTPORT,CT06880 		NONE PC PROGRAM SUPPORT 76,800

BOYS & GIRLS CLUBS OF AMERICA

PO BOX 2333
HARTFORD,CT06146 		NONE PC PROGRAM SUPPORT 5,000

WETA

3939 CAMPBELL AVENUE
ARLINGTON,VA22206 		NONE PC PROGRAM SUPPORT 60,000

THE EAST LAKE FOUNDATION

2606 ALSTON DR SE
ATLANTA,GA30317 		NONE PC PROGRAM SUPPORT 10,000

THE COBBS CREEK RESTORATION & COMMUNITY

300 CONSHOHOCKEN STATE RD
CONSHOHOCKEN,PA19428 		NONE PC PROGRAM SUPPORT 3,000,000

JACKSON HOLE ONE FLY FOUNDATION

PO BOX 4158
JACKSON,WY830014158 		NONE PC PROGRAM SUPPORT 5,000

ASPEN INSTITUTE

2300 N STREET SUITE 700
WASHINGTON,DC20037 		NONE PC PROGRAM SUPPORT 12,500
Total .................................right arrow 3a 7,379,600
bApproved for future payment
Total ................................. right arrow 3b  
Form 990-PF (2024)
Form 990-PF (2024)
Page 12
Part XV-A
Analysis of Income-Producing Activities
Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
Related or exempt
function income
(See instructions.)
1Program service revenue: (a)
Business code 		(b)
Amount 		(c)
Exclusion code 		(d)
Amount
a
b
c
d
e
f
gFees and contracts from government agencies          
2 Membership dues and assessments ....          
3 Interest on savings and temporary cash
investments ........... 		         
4 Dividends and interest from securities ....     14 2,999,706  
5 Net rental income or (loss) from real estate:
aDebt-financed property......          
bNot debt-financed property.....          
6 Net rental income or (loss) from personal property          
7 Other investment income .....          
8 Gain or (loss) from sales of assets other than
inventory ............ 		    18 1,629,011  
9 Net income or (loss) from special events:          
10 Gross profit or (loss) from sales of inventory          
11 Other revenue:
aPARTNERSHIP INCOME 		    1 30,904  
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) ..   4,659,621  
13Total. Add line 12, columns (b), (d), and (e)..................
13
4,659,621
(See worksheet in line 13 instructions to verify calculations.)
Part XV-B
Relationship of Activities to the Accomplishment of Exempt Purposes
Line No.
DownArrow 		Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
instructions.)
Form 990-PF (2024)
Form 990-PF (2024)
Page 13
Part XVI
Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
1
Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
Yes
No
a
Transfers from the reporting foundation to a noncharitable exempt organization of:
(1) Cash...................................
1a(1)
 
No
(2) Other assets.................................
1a(2)
 
No
b
Other transactions:
(1) Sales of assets to a noncharitable exempt organization....................
1b(1)
 
No
(2) Purchases of assets from a noncharitable exempt organization..................
1b(2)
 
No
(3) Rental of facilities, equipment, or other assets.......................
1b(3)
 
No
(4) Reimbursement arrangements...........................
1b(4)
 
No
(5) Loans or loan guarantees.............................
1b(5)
 
No
(6) Performance of services or membership or fundraising solicitations................
1b(6)
 
No
c
Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
1c
 
No
d
If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
(a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
2a
Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
b
If "Yes," complete the following schedule.

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


 Phone no.
Form 990-PF (2024)
Additional Data


Software ID:  
Software Version:  


Form 990PF - Special Condition Description:
Special Condition Description
Schedule B
(Form 990)
(Rev. January 2025)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors

right arrow Attach to Form 990, 990-EZ, or 990-PF.
right arrow Go to www.irs.gov/Form990 for the latest information.
OMB No. 1545-0047
Name of the organization
SMILOW FOUNDATION
 
Employer identification number

06-6299809
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ
501(c)( ) (enter number) organization

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

527 political organization


Form 990-PF
501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation
Check if your organization is covered by the General Rule or a Special Rule.  
Note:  Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
General Rule
For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.
Special Rules
For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 331/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.
For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.
For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Don't complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Right Arrow $  
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) (Rev. 1-2025)
Schedule B (Form 990) (Rev. 1-2025) Page 2
Name of organization
SMILOW FOUNDATION
  		Employer identification number
06-6299809
Part I
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
1
JOEL E SMILOW RVOC TR
C/O SMILOW FAMILY OFFICE
 
SOUTHPORT, CT06890

$ 858,296


(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) (Rev. 1-2025)
Schedule B (Form 990) (Rev. 1-2025)
Page 3
Name of organization
SMILOW FOUNDATION
  		Employer identification number

06-6299809
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) (Rev. 1-2025)
Schedule B (Form 990) (Rev. 1-2025)
Page 4
Name of organization
SMILOW FOUNDATION
  		Employer identification number

06-6299809
Part III
Exclusively religious, charitable, etc., contributions to organizations described in section 501(c) (7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) $  
Use duplicate copies of Part III if additional space is needed.
(a)
No. from Part I		 (b) Purpose of gift (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) (Rev. 1-2025)
Additional Data


Software ID:  
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TY 2024 ExpenditureResponsibilityStmt
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
SMILOW FOUNDATION INC
  		200 BELLEVUE PARKWAY SUITE 250
WILMINGTON,DE198093747 		2024-12-31 164,140,556 THE GRANT SHALL BE SOLELY USED FOR THE PURPOSES SET FORTH IN THE GRANT AGREEMENT   TO THE KNOWLEDGE OF THE GRANTOR, NO PORTION OF THE GRANT FUNDS HAVE BEEN USED FOR OTHER THAN THE INT 10/29/2025 2025-10-29 NO INDEPENDENT VERIFICATION UNDERTAKEN AS THERE HAS BEEN NO REASON TO DOUBT THE ACCURACY OR RELIABILITY OF THE GRANTEE'S RPORT.

TY 2024 InvestmentsCorpBondsSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Name of Bond End of Year Book Value End of Year Fair Market Value
91282CBZ3 U.S. TREASURY NOTE 1    
91282CEA5 U.S. TREASURY NOTE 1    
91282CEG2 U.S. TREASURY NOTE 2    
912796XQ7 U.S. TREASURY BILL D    
91282CEF4 U.S. TREASURY NOTE 2    
91282CDP3 U.S. TREASURY NOTE 1    
912828YB0 U.S. TREASURY NOTE 1    
91324PEH1 UNITEDHEALTH GROUP I    
80281LAR6 SANTANDER UK GROUP H    
91282CAD3 U.S. TREASURY NOTE 0    
26441CAS4 DUKE ENERGY CORP 2.6    
05964HAN5 BANCO SANTANDER, S.A    
88579YBG5 3M COMPANY MTN 3.375    
756109AS3 REALTY INCOME CORPOR    
099724AL0 BORGWARNER INC 2.65%    
69353REW4 PNC BANK NA 2.7% 10/    
46647PBH8 JPMORGAN CHASE & CO.    
6174468Q5 MORGAN STANLEY HYBRI    
780082AD5 ROYAL BANK OF CANADA    
10373QBE9 BP CAP MARKETS AMERI    
95000U2N2 WELLS FARGO & COMPAN    
084659AM3 BERKSHIRE HATHAWAY E    
581557BR5 MCKESSON CORPORATION    
780097BP5 ROYAL BANK OF SCOTLA    
62947QBC1 NXP BV/NXP FUNDING L    
225433AR2 CREDIT SUISSE GROUP    
912828YE4 U.S. TREASURY NOTE 1    
9EQ4JLVJ4 ING GROEP N.V. HYBRI    
404280CG2 HSBC HOLDINGS PLC HY    
172967NA5 CITIGROUP INC. HYBRI    
70450YAD5 PAYPAL HOLDINGS, INC    
459200JZ5 INTERNATIONAL BUSINE    
20030NCT6 COMCAST CORP 4.15% 1    
24703TAE6 DELL INT LLC / EMC C    
06051GGZ6 BANK OF AMERICA CORP    
95000U2X0 WELLS FARGO & COMPAN    
46647PBW5 JPMORGAN CHASE & CO.    
92343VDD3 VERIZON COMMUNICATIO    
855244AP4 STARBUCKS CORP 3.5%    
86562MBT6 SUMITOMO MITSUI FINA    
828807CY1 SIMON PROPERTY GROUP    
125523AH3 CIGNA CORPORATION 4.    
29379VBV4 ENTERPRISE PRODUCTS    
00914AAJ1 AIR LEASE CORP MTN 2    
00774MAP0 AERCAP IRELAND CAP/G    
09062XAF0 BIOGEN INC. 4.05% 09    
00206RDN9 AT&T INC. 1.7% 03/25    
120568AX8 BUNGE LIMITED FINANC    
126650CX6 CVS HEALTH CORPORATI    
487836BW7 KELLOGG CO 4.3% 05/1    
25389JAT3 DIGITAL REALTY TRUST    
49456BAP6 KINDER MORGAN INC 4.    
337738AR9 FISERV, INC. 4.2% 10    
13607HVE9 CANADIAN IMPERIAL BA    
912828YS3 U.S. TREASURY NOTE 1    
458140BH2 INTEL CORPORATION 2.    
05530QAN0 B.A.T. INTERNATIONAL    
92343VER1 VERIZON COMMUNICATIO    
097023DG7 BOEING COMPANY (THE)    
68389XBN4 ORACLE CORPORATION 3    
37045XBG0 GENERAL MOTORS FINAN    
03027XAJ9 AMERICAN TOWER CORPO    
05526DBB0 B.A.T. CAPITAL CORPO    
29379VBT9 ENTERPRISE PRODUCTS    
828807DP9 SIMON PROPERTY GROUP    
11134LAR0 BROADCOM CORPORATION    
00914AAM4 AIR LEASE CORP 1.875    
22822VAH4 CROWN CASTLE INTL CO    
02209SBC6 ALTRIA GROUP, INC. 4    
35137LAH8 FOX CORPORATION 4.70    
681919BA3 OMNICOM GROUP INC. 3    
571748BG6 MARSH & MCLENNAN COM    
209111FS7 CONSOLIDATED EDISON    
89352HAW9 TRANSCANADA PIPELINE    
38145C455 GS HIGH YIELD FLOATI    
91282CDY4 U.S. TREASURY NOTE 1    
912810FT0 U.S. TREASURY BOND 4    
91282CBB6 U.S. TREASURY NOTE 0    
912828Z94 U.S. TREASURY NOTE 1    
91282CDF5 U.S. TREASURY NOTE 1    
9JE008V46 MITSUBISHI UFJ FINAN    
65339KBJ8 NEXTERA ENERGY CAPIT    
20030NDA6 COMCAST CORPORATION    
191216CE8 COCA-COLA CO/THE 2.9    
444859BK7 HUMANA INC. 3.125% 0    
17327CAM5 CITIGROUP INC. HYBRI    
05329WAQ5 AUTONATION INC 4.75%    
06738EAP0 BARCLAYS PLC 5.2% 05    
14040HCX1 CAPITAL ONE FINANCIA    
9128285Z9 U.S. TREASURY NOTE 2    
89236TDR3_1 TOYOTA MOTOR CREDI    
55336VBN9 MPLX LP 4.25% 12/01/    
9EQ3PH383 UBS GROUP AG 4.55% 0    
37045XEG7 GENERAL MOTORS FINL    
071813CP2 BAXTER INTERNATIONAL    
478160BJ2 JOHNSON & JOHNSON 4.    
05531GAB7 BB&T CORPORATION MTN    
87264ABW4 T-MOBILE USA, INC. 3    
91282CFF3_1 U.S. TREASURY NOTE    
92343VEU4 VERIZON COMMUNICATIO    
91282CFY2 U.S. TREASURY NOTE 3    
29250NBH7 ENBRIDGE INC 1.6% 10    
539439AQ2 LLOYDS BANKING GROUP    
718172CV9 PHILIP MORRIS INTL I    
125523CP3 CIGNA CORP 1.25% 03/    
14040HCH6 CAPITAL ONE FINANCIA    
666807BN1 NORTHROP GRUMMAN COR    
606990158_1 SUMITOMO MITSUI FI    
037389BC6 AON CORP 3.75% 05/02    
031162DD9 AMGEN INC. 3.0% 02/2    

TY 2024 InvestmentsCorpStockSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Name of Stock End of Year Book Value End of Year Fair Market Value
78462F103 SPDR S&P 500 ETF TRU    
921937736 VANGUARD INSTL INDEX    
066923194 ISHARES S&P 500 INDE    
921946406 VANGUARD HIGH DIVIDE    
464287655 ISHARES RUSSELL 2000    
46090E103 INVESCO QQQ TRUST ET    
464287465 ISHARES MSCI EAFE IN    
066922204 ISHARES S&P 500 INDE    
4609E103 INVESCO QQQ TRUST ETF    
09253F861 ISHARES MSCI EAFE IN    

TY 2024 LiquidationExplanationStmt
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Statement:
THE SMILOW FOUNDATION TRUST IS REORGANIZING ITS LEGAL STRUCTURE AS A CORPORATION AND TRANSFERRING ALL OF ITS ASSETS TO FUND THE SMILOW FOUNDATION INC. A 501(C)(3) EXEMPT ORGANIZATION EIN 92-1388481. DURING TAX YEAR 2024, THE SMILOW FOUNDATION (EIN: 06-6299809) REORGANIZED ITS LEGAL STRUCTURE AND TRANSFERRED SUBSTANTIALLY ALL OF ITS ASSETS TO ITS SUCCESSOR ORGANIZATION, SMILOW FOUNDATION, INC. (EIN: 92-1388481). AS A RESULT OF THE TRANSFER, $6,780,126 OF UNDISTRIBUTED INCOME AS OF 12/31/2024 IS TRANSFERRED TO SMILOW FOUNDATION INC. AND WILL BE REPORTED ON THE 2025 FORM 990-PF.


TY 2024 LegalFeesSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
LEGAL FEES 88,120     88,120


TY 2024 OtherDecreasesSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Description Amount
TRANSFER OF ASSETS TO THE SMILOW FDN INC 164,140,552


TY 2024 OtherExpensesSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
OTHER CHARITABLE EXPENSES 55,140 3,529   51,611
PARTNERSHIP EXPENSES 42,469 42,469   0


TY 2024 OtherIncomeSchedule2
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
PARTNERSHIP INCOME 30,904 30,904  


TY 2024 OtherProfessionalFeesSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
GS ADVISORY FEES 250,000     250,000
INVESTMENT MANAGEMENT FEES 326,493 326,493    


TY 2024 TaxesSchedule
Name:
SMILOW FOUNDATION
EIN:
06-6299809
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
FOREIGN TAXES 916 916   0
ESTIMATES TAX 39,000 0   0
FEDERAL TAX PAID 20,000 0   0