TY 2024 Form 990

- TIN:

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)

Do not enter social security numbers on this form as it may be made public.

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

OMB No. 1545-0047

2024

Open to Public Inspection

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

BCheck if applicable: Address change Name change Initial return Final return/terminated Amended return Application pending

CName of organization
UCARE FOUNDATION

Doing business as

Number and street (or P.O. box if mail is not delivered to street address)
500 STINSON BLVD NE

Room/suite

City or town, state or province, country, and ZIP or foreign postal code
MINNEAPOLIS, MN55413

D Employer identification number

46-4795214

E Telephone number

G Gross receipts $ 3,165,090

F Name and address of principal officer:
HILARY MARDEN-RESNIK
500 STINSON BLVD NE
MINNEAPOLIS,MN55413

Tax-exempt status: 501(c)(3) 501(c) ( ) (insert no.) 4947(a)(1) or 527

Website:

WWW.UCARE.ORG

H(a)

Is this a group return for
subordinates? Yes No

H(b)

Are all subordinates
included?

Yes No

If "No," attach a list. See instructions.

H(c)

Group exemption number

K Form of organization: Corporation Trust Association Other

L Year of formation: 2014

M State of legal domicile: MN

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: GRANT-MAKING TO IMPROVE THE HEALTH OF UNDER-SERVED POPULATIONS IN MINNESOTA.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	15
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	15
5	Total number of individuals employed in calendar year 2024 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	17
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

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	80,000,000	1,876
9	Program service revenue (Part VIII, line 2g) .........	0	0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,513,197	3,163,214
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	82,513,197	3,165,090
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	103,337,170	3,710,993
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)	0	0
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	12,396	102,438
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	103,349,566	3,813,431
19	Revenue less expenses. Subtract line 18 from line 12.......	-20,836,369	-648,341
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	60,706,857	35,239,661
21	Total liabilities (Part X, line 26).............	50,000,502	25,140,405
22	Net assets or fund balances. Subtract line 21 from line 20.....	10,706,355	10,099,256

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

	Signature of officer	Date

	Type or print name and title

Paid Preparer Use Only

Print/Type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name

Firm's EIN

Firm's address

Phone no.

May the IRS discuss this return with the preparer shown above? See Instructions. ..........YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y Form 990 (2024)

Form 990 (2024)

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

Briefly describe the organization’s mission: THE UCARE FOUNDATION IS A COMMUNITY-DIRECTED INITIATIVE OF UCARE MINNESOTA. THE FOCUS IS GRANT-MAKING TO PROGRAMS AND INITIATIVES THAT IMPROVE THE HEALTH OF UNDERSERVED POPULATIONS IN THE TWIN CITIES AND THROUGHOUT MINNESOTA AND WESTERN WISCONSIN.

Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ..................... Yes No

If "Yes," describe these new services on Schedule O.

Did the organization cease conducting, or make significant changes in how it conducts, any program
services? ........................... Yes No

If "Yes," describe these changes on Schedule O.

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 $ 3,795,368 including grants of $ 3,710,993 ) (Revenue $ 0 )
	SEE SCHEDULE O

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses3,795,368

Form 990 (2024)

Page 3

Part IV

Checklist of Required Schedules

Yes

Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A Click to see attachment

List of Attached Documents:

// Content

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

Yes

Is the organization required to complete Schedule B, Schedule of Contributors? See instructions. ...

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

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.........

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..

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 I Click to see attachment

List of Attached Documents:

// Content

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

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 II Click to see attachment

List of Attached Documents:

// Content

....

Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes,"
complete Schedule D, Part III Click to see attachment

List of Attached Documents:

// Content

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

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 IV Click to see attachment

List of Attached Documents:

// Content

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

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......

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.

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

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 VII Click to see attachment

List of Attached Documents:

// Content

.......

11b

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 VIII Click to see attachment

List of Attached Documents:

// Content

.......

11c

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 IX Click to see attachment

List of Attached Documents:

// Content

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

11d

Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part X Click to see attachment

List of Attached Documents:

// Content

11e

Yes

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 X Click to see attachment

List of Attached Documents:

// Content

11f

Yes

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

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

Yes

Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E

14a

Did the organization maintain an office, employees, or agents outside of the United States? .....

14a

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.........

14b

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.....

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...

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. ....

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

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

20a

Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....

20a

If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?

20b

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..... Click to see attachment

List of Attached Documents:

// Content

Yes

Form 990 (2024)

Page 4

Part IV

Checklist of Required Schedules (continued)

Yes

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........ Click to see attachment

List of Attached Documents:

// Content

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

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

Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...

24b

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

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 ....

25a

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

25b

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 II...........

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 III.........................

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 current or former officer, director, trustee, key employee, creator or founder, or substantial contributor? If "Yes," complete Schedule L, Part IV......................

28a

A family member of any individual described in line 28a? If "Yes," complete Schedule L, Part IV.....

28b

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

Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..

Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M .................

Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I

Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II........................

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

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

Yes

35a

Did the organization have a controlled entity within the meaning of section 512(b)(13)?

35a

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

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

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 VI Click to see attachment

List of Attached Documents:

// Content

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

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

Enter the number reported in box 3 of Form 1096. Enter -0- if not applicable ..

Enter the number of Forms W-2G included on line 1a. Enter -0- if not applicable .

Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................

Form 990 (2024)

Page 5

Part V

Statements Regarding Other IRS Filings and Tax Compliance (continued)

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

If at least one is reported on line 2a, did the organization file all required federal employment tax returns?

Did the organization have unrelated business gross income of $1,000 or more during the year?...

If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...

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)? ..

If "Yes," enter the name of the foreign country:
See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).

Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? ..

Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?

If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............

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? ...

If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ......................

Organizations that may receive deductible contributions under section 170(c).

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? ....................

If "Yes," did the organization notify the donor of the value of the goods or services provided? .....

Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? .........................

If "Yes," indicate the number of Forms 8282 filed during the year ....

Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?

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

If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? ......................

If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? ..........................

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? ........

Sponsoring organizations maintaining donor advised funds.

Did the sponsoring organization make any taxable distributions under section 4966?........

Did the sponsoring organization make a distribution to a donor, donor advisor, or related person?...

Section 501(c)(7) organizations. Enter:

Initiation fees and capital contributions included on Part VIII, line 12 ...

10a

Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities

10b

Section 501(c)(12) organizations. Enter:

Gross income from members or shareholders .........

11a

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

If "Yes," enter the amount of tax-exempt interest received or accrued during the year.

12b

Section 501(c)(29) qualified nonprofit health insurance issuers.

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

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

Enter the amount of reserves on hand ............

13c

14a

Did the organization receive any payments for indoor tanning services during the tax year?.....

14a

If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..

14b

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.

Is the organization an educational institution subject to the section 4968 excise tax on net investment income? ..
If "Yes," complete Form 4720, Schedule O.

Section 501(c)(21) organizations. Did the trust, or any disqualified or other person 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.

Form 990 (2024)

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

Enter the number of voting members of the governing body at the end of the tax year

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.

Enter the number of voting members included in line 1a, above, who are independent

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? .................

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? .

Yes

Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? .

Did the organization become aware during the year of a significant diversion of the organization’s assets? .

Did the organization have members or stockholders? ................

Yes

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? ....................

Yes

Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................

Yes

Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:

The governing body? .......................

Yes

Each committee with authority to act on behalf of the governing body? ............

Yes

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.......

Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)

Yes

10a

Did the organization have local chapters, branches, or affiliates? ............

10a

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

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

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

Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................

12b

Yes

Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe on Schedule O how this was done...................

12c

Yes

Did the organization have a written whistleblower policy? ...............

Yes

Did the organization have a written document retention and destruction policy? .........

Yes

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?

The organization’s CEO, Executive Director, or top management official ...........

15a

Other officers or key employees of the organization ................

15b

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

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

List the states with which a copy of this Form 990 is required to be filed

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.

Own website Another's website Upon request Other (explain in Schedule O)

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.

State the name, address, and telephone number of the person who possesses the organization's books and records:
GREG MARSHALL500 STINSON BLVD NE MINNEAPOLIS,MN55413 (612) 676-6500

Form 990 (2024)

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.

List all of the organization’s current key employees, if any. See the instructions for definition of "key employee."

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, box 6 of Form 1099-MISC, and/or box 1 of Form 1099-NEC) of more than $100,000 from the organization and any related organizations.

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.

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
(A) Name and title
(1) MARIAM MOHAMED...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	12,400	0
(2) CHARITY BENNETT...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	14,451	0
(3) P JAY KIEDROWSKI...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	13,250	0
(4) ROBERT RISKIN...................................................................... DIRECTOR (THROUGH SEPTEMBER 2024)	0.10 ................. 0.30	X		0	8,250	0
(5) TERESA MCCARTHY MD...................................................................... VICE CHAIR & DIRECTOR	0.10 ................. 0.30	X	X	0	10,600	0
(6) JAMES VAN VOOREN MD...................................................................... DRIECTOR	0.10 ................. 0.30	X		0	12,600	0
(7) TOM DEPHILLIPS...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	12,500	0
(8) PATRICIA ADAM MD...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	10,850	0
(9) ALLISON O'TOOLE...................................................................... BOARD CHAIR	0.10 ................. 0.30	X	X	0	9,950	0
(10) JEFF BANGSBERG...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	10,600	0
(11) PATRICIA NELSON...................................................................... DIRECTOR (THROUGH JANUARY 2024)	0.10 ................. 0.30	X		0	0	0
(12) MICHAEL WOOTTEN MD...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	10,850	0
(13) WILLIAM ROBERTS MD...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	9,450	0
(14) ANTHONY MENDOZA...................................................................... DIRECTOR & VICE CHAIR	0.10 ................. 0.30	X	X	0	11,350	0
(15) JAMES KOPPEL...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	11,751	0
(16) MARTINA SAGAYAM...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	12,000	0
(17) DOROTHY BRIDGES...................................................................... DIRECTOR	0.10 ................. 0.30	X		0	11,150	0

Form 990 (2024)

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)			(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
(A) Name and title
(18) HILARY MARDEN-RESNIK........................................................................ PRESIDENT & CEO	0.10 .......................39.90	X		0	1,234,347	188,405
(19) BETH MONSRUD........................................................................ SVP, CFO & TREASURER	0.10 .......................39.90	X		0	755,093	94,309
(20) DANIEL SANTOS........................................................................ CHIEF LEGAL OFFICER & SECRETARY	0.10 .......................39.90	X		0	652,453	82,589
(21) TENBIT EMIRU........................................................................ EVP, CHIEF MEDICAL OFFICER	0.10 .......................39.90		X	0	642,275	93,489
(22) MARIE ZIMMERMAN-ENGER........................................................................ EVP, CHIEF STRATEGY OFFICER	0.10 .......................39.90		X	0	525,716	87,203
(23) JAY SIVASAILAM........................................................................ EVP, CHIEF GROWTH OFFICER	0.10 .......................39.90		X	0	483,851	33,297

1b	Sub-Total..............
c	Total from continuation sheets to Part VII, Section A..
d	Total (add lines 1b and 1c).........	0	4,475,737	579,292

Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization 0

Yes

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

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

Yes

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 ........

Section B. Independent Contractors

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





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 0

Form 990 (2024)

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

(D)
Revenue
excluded from
tax under sections
512 - 514

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	1,876

g	Noncash contributions included in lines 1a - 1f:$		1g

h Total. Add lines 1a-1f.......		1,876

		Business Code
2a
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....

3 Investment income (including dividends, interest, and othersimilar amounts) ......			3,132,677			3,132,677
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
			(i) Real	(ii) Personal
6a	Gross rents	6a
b	Less: rental expenses	6b
c	Rental income or (loss)	6c
d	Net rental income or (loss).......
			(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	7a	30,537
b	Less: cost or other basis and sales expenses	7b	0
c	Gain or (loss)	7c	30,537
d	Net gain or (loss).........			30,537			30,537
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..
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..
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..

Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See instructions.....			3,165,090	0	0	3,163,214

Form 990 (2024)

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 ....	3,710,993	3,710,993
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. .............
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........
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........
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......
10	Payroll taxes ...........
11	Fees for services (non-employees):
a	Management ......
b	Legal .........
c	Accounting ...........
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	2,088		2,088
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	84,375	84,375
12	Advertising and promotion ....	10,050		10,050
13	Office expenses .......	5,900		5,900
14	Information technology ......
15	Royalties ..
16	Occupancy ...........
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..
23	Insurance ...
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	LICENSES/DUES/FEES	25		25
b
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	3,813,431	3,795,368	18,063	0
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 if following SOP 98-2 (ASC 958-720).

Form 990 (2024)

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

1	Cash–non-interest-bearing ........		80	1	7,427
2	Savings and temporary cash investments .........		57,702,427	2	32,207,270
3	Pledges and grants receivable, net ......			3
4	Accounts receivable, net .............			4
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
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 ......			9
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 .		2,647,039	11	2,820,114
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 ...........		357,311	15	204,850
16	Total assets. Add lines 1 through 15 (must equal line 33)...		60,706,857	16	35,239,661

17	Accounts payable and accrued expenses .....	502	17	480
18	Grants payable ...	50,000,000	18	25,000,000
19	Deferred revenue .........		19
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	139,925
26	Total liabilities. Add lines 17 through 25..	50,000,502	26	25,140,405

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	10,706,355	27	10,099,256
28	Net assets with donor restrictions ...........		28
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	10,706,355	32	10,099,256
33	Total liabilities and net assets/fund balances ........	60,706,857	33	35,239,661

Form 990 (2024)

Page 12

Part XI

Reconcilliation of Net Assets

Check if Schedule O contains a response or note to any line in this Part XI..............

Total revenue (must equal Part VIII, column (A), line 12) ............

3,165,090

Total expenses (must equal Part IX, column (A), line 25) ............

3,813,431

Revenue less expenses. Subtract line 2 from line 1 ..............

-648,341

Net assets or fund balances at beginning of year (must equal Part X, line 32, column (A)) ..

10,706,355

Net unrealized gains (losses) on investments ...............

41,242

Donated services and use of facilities .................

Investment expenses .....................

Prior period adjustments .....................

Other changes in net assets or fund balances (explain in Schedule O) ........

Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 32, column (B))

10,099,256

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response or note to any line in this Part XII.............

Yes

Accounting method used to prepare the Form 990: Cash Accrual Other
If the organization changed its method of accounting from a prior year or checked "Other," explain on
Schedule O.

Were the organization’s financial statements compiled or reviewed by an independent accountant?

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:

Separate basis Consolidated basis Both consolidated and separate basis

Were the organization’s financial statements audited by an independent accountant?

Yes

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:

Separate basis Consolidated basis Both consolidated and separate basis

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?

Yes

If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.

As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Uniform Guidance, 2 C.F.R. Part 200, Subpart F?

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.

Form 990 (2024)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- TIN:

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

2024

Open to Public
Inspection

Name of the organization

UCARE FOUNDATION

Employer identification number

46-4795214

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.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990).)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

An organization that normally receives: (1) more than 33 1/3% of its support from contributions, membership fees, and gross receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 33 1/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box on lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ...............................1

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)
(i) Name of supported organization	(ii) EIN		Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(A) UCARE MINNESOTA	363573805	10	Yes		3,813,431	0

Total 1					3,813,431	0

For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.

Cat. No. 11285F

Schedule A (Form 990) 2024

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)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..
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
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) ..
6	Public support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
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

Gross receipts from related activities, etc. (see instructions) ..................

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

Public support percentage for 2024 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2023 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2024. 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

33 1/3% support test—2023. 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—2024. 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

10%-facts-and-circumstances test—2023. 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

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) 2024

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)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(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)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(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.)..

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

Public support percentage for 2024 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2023 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2024 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2023 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests-2024. 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

33 1/3 % support tests—2023. 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

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) 2024

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

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.

Yes

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).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer lines 3b and 3c below.

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.

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.

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.

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.

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.

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).

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?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

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.

Yes

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) .

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).

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.

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.

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.

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

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) 2024

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

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

A family member of a person described on 11a above?

11b

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

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.

Yes

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.

Section C. Type II Supporting Organizations

Yes

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).

Section D. All Type III Supporting Organizations

Yes

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?

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).

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.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer lines 2a and 2b below.

Yes

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.

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.

Parent of Supported Organizations. Answer lines 3a and 3b below.

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.

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.

Schedule A (Form 990) 2024

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	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

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990) 2024

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 2024 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-2024	(iii) Distributable Amount for 2024
1 Distributable amount for 2024 from Section C, line 6
2 Underdistributions, if any, for years prior to 2024 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2024:
a From 2019.......
b From 2020.......
c From 2021.......
d From 2022.......
e From 2023.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2024 distributable amount
i Carryover from 2019 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2024 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2024 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2024, 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 2024. 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 2025. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2020.....
b Excess from 2021.....
c Excess from 2022.....
d Excess from 2023.....
e Excess from 2024.....

Schedule A (Form 990) (2024)

Schedule A (Form 990) 2024

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

Return Reference	Explanation
SECTION A, LINE 6:	UCARE FOUNDATION MAKES GRANTS TO COMMUNITY CHARITIES AND GOVERNMENT AGENCIES AS DIRECTED BY THE BOARD OF DIRECTORS AND MANAGEMENT OF UCARE MINNESOTA. ALL GRANTS ARE INTENDED TO SUPPORT THE CHARITABLE PROGRAMS OF THESE ORGANIZATIONS AS THEY SEEK TO IMPROVE THE HEALTH OF INDIVIDUALS.

Schedule A (Form 990) 2024

Additional Data

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SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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.
right arrow

Attach to Form 990.
right arrow

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

OMB No. 1545-0047

Open to Public Inspection

Name of the organization

UCARE FOUNDATION

Employer identification number

46-4795214

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 ........

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? ............

Yes No

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? ...................................

Yes No

Part II

Conservation Easements.
Complete if the organization answered "Yes" on Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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.


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 July 25, 2006, and not on a historic structure listed in the National Register ...	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year right arrow

Number of states where property subject to conservation easement is located right arrow

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
right arrow

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
right arrow

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)? .............................

Yes No

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.

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.

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 ......................... right arrow

(ii)

Assets included in Form 990, Part X ............................... right arrow

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:

Revenue included on Form 990, Part VIII, line 1 .......................... right arrow

Assets included in Form 990, Part X ............................... right arrow

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 52283D

Schedule D (Form 990) (Rev. 1-2025)

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

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):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

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?...

Yes No

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.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No


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

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...

Yes No

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 ......

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment right arrow

Permanent endowment right arrow

Term endowment right arrow

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) Unrelated organizations .................

3a(i)

(ii) Related organizations .................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

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).)..		0

Schedule D (Form 990) (Rev. 1-2025)

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.)

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.)

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

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
DUE TO RELATED ORGANIZATIONS	139,925








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	139,925
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) (Rev. 1-2025)

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
PART X, LINE 2:	UCARE HAD ELECTED TO ADOPT GUIDANCE ON THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. UCARE FOLLOWS THE ACCOUNTING STANDARD FOR CONTINGENCIES FOR EVALUATING UNCERTAIN TAX POSITIONS. THE ADOPTION OF THIS STANDARD HAS NO EFFECT ON UCARE'S CONSOLIDATED FINANCIAL STATEMENTS. UCARE'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES.

Return Reference

Explanation

PART X, LINE 2:

UCARE HAD ELECTED TO ADOPT GUIDANCE ON THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. UCARE FOLLOWS THE ACCOUNTING STANDARD FOR CONTINGENCIES FOR EVALUATING UNCERTAIN TAX POSITIONS. THE ADOPTION OF THIS STANDARD HAS NO EFFECT ON UCARE'S CONSOLIDATED FINANCIAL STATEMENTS. UCARE'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES.

Schedule D (Form 990) (Rev. 1-2025)

Additional Data

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Schedule I
(Form 990)
(Rev. January 2025)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

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

OMB No. 1545-0047

Open to Public
Inspection

Name of the organization
UCARE FOUNDATION

Employer identification number
46-4795214

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ........................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient

that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) AMES COMMUNITY SCHOOL DISTRICT 2005 24TH STREET AMES,IA50010	42-6039498	AMES SCHOOL DIST	32,500	PARTNERSHIP WITH CLASSROOM CLINIC TO HELP EXPAND MENTAL HEALTH ACCESS FOR SCHOOLS ACROSS IOWA.
(2) ANOKA COUNTY 707 COUNTY ROAD 10 NE BLAINE,MN55434	41-6005752	ANOKA COUNTY	50,000	INITIATIVE TO INSTALL HANDICAPPED ACCESSIBLE DOORS AND BATHROOM MODIFICATIONS AT SEVERAL SITES, INCREASING ACCESSIBILITY FOR THE NEARLY 10% OF COUNTY RESIDENTS WITH A DISABILITY.
(3) APPLE TREE DENTAL 8960 SPRINGBROOK DRIVE NW 150 MINNEAPOLIS,MN55433	36-3411437	501(C)(3)	150,000	SUPPORT THE REMODEL AND ESTABLISHMENT OF APPLE TREES NEW BRIGHTON COMMUNITY OUTREACH CENTER.
(4) APPLE TREE DENTAL 8960 SPRINGBROOK DRIVE NW 150 MINNEAPOLIS,MN55433	36-3411437	501(C)(3)	450,000	SUPPORT FOR THE REMODEL AND ESTABLISHMENT OF APPLE TREES NEW BRIGHTON COMMUNITY OUTREACH CENTER.
(5) AVENUES FOR YOUTH 1708 OAK PARK AVENUE N MINNEAPOLIS,MN55411	41-1765140	501(C)(3)	25,000	PLAN, PREPARE AND PROVIDE MEALS AND SNACKS FOR YOUTH, AND WORKING TOWARD ENDING THE CYCLE OF YOUTH HOMELESSNESS.
(6) BOYS & GIRLS CLUB OF THE NORTHLAND PO BOX 16435 DULUTH,MN55816	41-0969947	501(C)(3)	25,000	AN INCLUSIVE ARRAY OF PROGRAMMING AND ACTIVITIES THAT ARE PART OF THE HEALTHY LIFESTYLES PILLAR PROGRAM COMBATING FOOD INSECURITY.
(7) CALVARY EVANGELICAL LUTHERAN CHURCH 3901 CHICAGO AVENUE MINNEAPOLIS,MN55407	41-0705762	501(C)(3)	25,000	SUPPORT TO ENSURE HEALTHY, CULTURALLY APPROPRIATE FOOD OFFERINGS AND MEET INCREASED DEMAND.
(8) CHANNEL ONE INC 131 35TH STREET SE ROCHESTER,MN55904	41-1379713	501(C)(3)	50,000	STRENGTHEN THE SOUTHEAST MINNESOTA KITCHEN COALITION PROGRAM WHICH DISTRIBUTES AND DELIVERS OVER 55,000 PREPARED MEALS ANNUALLY THROUGHOUT THE REGION IN PARTNERSHIP WITH COMMUNITY RESTAURANTS AND NONPROFITS ORGANIZATIONS.
(9) CHILDRENS DENTAL SERVICES 636 BROADWAY STREET NE MINNEAPOLIS,MN55413	41-0857929	501(C)(3)	100,000	DENTAL CARE ACCESS EXPANSION PROJECT INCREASES ACCESSIBILITY FOR PEOPLE LIVING WITH DISABLING AND NEURODIVERGENT CONDITIONS.
(10) CHURCHES UNITED IN MINISTRY 102 W SECOND STREET DULUTH,MN55802	41-1227969	501(C)(3)	35,000	INITIATIVE HELPS CLIENTS, SHELTER GUESTS, AND SUPPORTIVE HOUSING RESIDENTS ACCESS DENTAL CARE AND PROVIDES A YEARS SUPPLY OF ORAL HYGIENE PRODUCTS.
(11) CLARE HOUSING 929 CENTRAL AVENUE NE MINNEAPOLIS,MN55413	41-1794924	501(C)(3)	25,000	ACCESSIBILITY MODIFICATIONS TO MOBILE PASSENGER VAN TO HELP COMMUNITY CARE HOME RESIDENTS TRAVEL TO APPOINTMENTS AND SOCIAL OPPORTUNITIES.
(12) COMMUNITY ACTION DULUTH INC 2424 W 5TH STREET DULUTH,MN55806	41-1410670	501(C)(3)	25,000	INCREASE THE NUMBER OF STOPS AND ROUTES FOR COMMUNITY MOBILE MARKET ON WHEELS AND THE NUMBER OF FOOD ACCESS-FOCUSED FARMERS MARKETS FROM ONCE A MONTH TO EVERY OTHER WEEK THROUGH WINTER.
(13) COMMUNITY DENTAL CARE 1670 BEAM AVENUE 204 MAPLEWOOD,MN55109	04-3692982	501(C)(3)	70,000	PROGRAM TO IMPROVE COMMUNITY ORAL HEALTH (PICOH) IMPROVES ACCESS TO CULTURALLY SENSITIVE DENTAL SERVICES FOR LOW-INCOME, DIVERSE AND UNDERSERVED POPULATIONS THROUGH IN-CLINIC SERVICES, PATIENT CARE COORDINATION AND COMMUNITY OUTREACH.
(14) COMMUNITY EMERGENCY ASSISTANCE PROGRAMS 7051 BROOKLYN BOULEVARD BROOKLYN CENTER,MN55429	41-0990340	501(C)(3)	35,000	PRIORITIZING ACCESS AND INCLUSION THROUGH NUTRITION SERVICES PROGRAMS AND WRAPAROUND RESOURCE NAVIGATION AND SUPPORT.
(15) DALLAS CENTER - GRIMES COMMUNITY SCHOOL DISTRICT 2405 W 1ST STREET GRIMES,IA50111	42-6001334	GRIMES SCHOOL DIST	16,250	PARTNERSHIP WITH CLASSROOM CLINIC TO HELP EXPAND MENTAL HEALTH ACCESS FOR SCHOOLS ACROSS IOWA.
(16) DAMIANO OF DULUTH INC 206 W FOURTH STREET DULUTH,MN55806	41-1453521	501(C)(3)	40,000	COMMUNITY KITCHEN TO SERVE MEALS 15 TIMES EACH WEEK TO RESIDENTS OF THE SERVICE AREA EXPERIENCING HOMELESSNESS OR VERY LOW INCOMES.
(17) DES MOINES AREA RELIGIOUS COUNCIL 100 ARMY POST ROAD DES MOINES,IA50315	42-0788211	501(C)(3)	50,000	PURCHASE AND DISTRIBUTION OF HEALTHY FOOD ITEMS TO THOSE EXPERIENCING FOOD INSECURITY TO THE GREATER DES MOINES COMMUNITY.
(18) EASTSIDE MEALS ON WHEELS INC 1510 33RD AVENUE NE MINNEAPOLIS,MN55418	41-1228367	501(C)(3)	20,550	COVERS SUPPLIER INCREASES PER MEAL TO COMPENSATE FOR CUTS IN FEDERAL FUNDING WHILE ALLOWING WAIVERED CLIENTS TO MAINTAIN THE SAME SERVICE RATES.
(19) ELY COMMUNITY HEALTH CENTER 33 E CHAPMAN STREET ELY,MN55731	47-5399418	501(C)(3)	50,000	SUPPORT FOR A FLEXIBLY STAFFED DENTAL PROGRAM TO INCREASE ACCESS TO ORAL HEALTHCARE FOR LOW-INCOME AND UNINSURED INDIVIDUALS IN THE ELY RURAL AREA.
(20) FEEDING OUR COMMUNITIES PARTNERS 2120 HOWARD DRIVE W SUITE J NORTH MANKATO,MN56003	27-2374187	501(C)(3)	30,000	PROGRAM FOR BULK FOOD PURCHASES FROM THREE VENDOR PARTNERS THAT ARE VETTED BY A PROGRAM AND NUTRITION COMMITTEE COMPOSED OF NUTRITION EXPERTS AND SPECIALISTS.
(21) FRASER 2400 W 64TH STREET RICHFIELD,MN55423	41-0781858	501(C)(3)	29,000	SENSORY CONSULTATION PROGRAM PILOT PROJECT PROVIDES A SENSORY E-TRAINING MODULE TO 200 APPLE TREE DENTAL CLINIC STAFF MEMBERS ACROSS NINE LOCATIONS AND A FRASER OCCUPATIONAL THERAPIST SUPPORTING PATIENTS WITH SENSORY NEEDS.
(22) GLIDDEN-RALSTON CSD PO BOX 488 GLIDDEN,IA51443	42-6025371	GLIDDEN-RALSTON CSD	16,250	PARTNERSHIP WITH CLASSROOM CLINIC TO HELP EXPAND MENTAL HEALTH ACCESS FOR SCHOOLS ACROSS IOWA.
(23) HAMMER RESIDENCES INC 1909 WAYZATA BOULEVARD WAYZATA,MN55391	41-0841103	501(C)(3)	34,826	SUPPORT FOR INSTALLATION OF A CEILING MOBILITY TRACKING SYSTEM THAT WILL ALLOW PEOPLE WITH DISABILITIES TO ACCESS THEIR ENTIRE HOMES AND SOCIALIZE WITH OTHERS.
(24) HEALTHFINDERS COLLABORATIVE INC 1415 TOWN SQUARE LANE FARIBAULT,MN55021	20-1805262	501(C)(3)	100,000	DENTAL PROGRAM EXTENDS RECENT PROJECTS TO BUILD DENTAL-SPECIFIC EFFICIENCY AND CAPACITY AND DRIVE BETTER OUTCOMES FOR PATIENTS.
(25) HOME AND COMMUNITY OPTIONS INC 66 E THIRD STREET WINONA,MN55987	41-1278194	501(C)(3)	33,950	ACCESSIBILITY AND SAFETY WITH PORTABLE LIFT SYSTEMS HELPS PEOPLE WITH INTELLECTUAL/DEVELOPMENTAL DISABILITIES SAFELY AND INDEPENDENTLY NAVIGATE THEIR LIVING ENVIRONMENTS.
(26) HOSPICE OF CENTRAL IOWA FOUNDATION 3000 EASTON BOULEVARD DES MOINES,IA50317	42-1239748	501(C)(3)	25,000	MENTAL HEALTH PROGRAMMING FOR PREGNANT/POSTPARTUM INDIVIDUALS AND CHILDREN LIVING IN POLK, DALLAS, WARREN, AND MADISON COUNTIES IN IOWA, WHO ARE ELIGIBLE FOR MEDICAID AND/OR WIC SERVICES, CAN BE SERVED BY EVERYSTEPS MH PROGRAMMING.
(27) IHCA FOUNDATION 1775 90TH STREET WEST DES MOINES,IA50266	42-1326564	501(C)(3)	30,000	19 SCHOLARSHIP FOR HOME- AND COMMUNITY-BASED SERVICES WAIVER OR HOME HEALTH PROFESSIONALS PURSING CONTINUING EDUCATION.
(28) IOWA BEHAVIORAL HEALTH ASSOCIATION 2900 100TH STREET SUITE 200 URBANDALE,IA50322	42-1388307	501(C)(3)	25,000	EDUCATIONAL PROGRAMS, TRAININGS AND WORKSHOPS ON ARTIFICIAL INTELLIGENCE, STRATEGIC PLANNING AND OTHER TRAININGS FOR STAFF OF 31+ MEMBER AGENCIES OF THE ORGANIZATION.
(29) IOWA HEALTHIEST STATE INITIATIVE 301 GRAND AVENUE DES MOINES,IA50309	45-4570642	501(C)(3)	25,000	PROVIDING FRESH FRUIT AND VEGETABLE INCENTIVES FOR LOW-INCOME IOWANS, ADMINISTRATION AND EVALUATION.
(30) IOWA MEDICAL SOCIETY FOUNDATION 515 E LOCUST STREET 400 DES MOINES,IA50309	42-6078626	501(C)(3)	75,000	ESTABLISH A STATE-BASED COLLABORATIVE LEARNING COMMUNITY AMONG IOWA'S MATERNAL HEALTH PROVIDER COMMUNITY TO ADDRESS MORBIDITY AND MORTALITY FACTORS AFFECTING IOWA MOMS AND BABIES.
(31) IOWA WOMENS FOUNDATION PO BOX 5044 CORALVILLE,IA52241	42-1431092	501(C)(3)	50,000	BUILDING COMMUNITY SOLUTIONS PROGRAM THAT INCLUDES SERVICES TO RAISE AWARENESS FOR POLICIES/INVESTMENTS IN ALL BARRIERS TO WOMEN'S ECONOMIC STABILITY.
(32) ISANTI COUNTY 555 18TH AVENUE SW CAMBRIDGE,MN55008	41-6005808	ISANTI COUNTY	50,000	EXPAND DENTAL SERVICES TO BRAHAM AREA, TO HELP FILL REGIONAL NEED FOR SENIORS AND RURAL RESIDENTS.
(33) KANABEC COUNTY 317 MAPLE AVENUE E MORA,MN55051	41-6005815	KANABEC COUNTY	13,392	FUND A CONTRACT WITH CHILDREN'S DENTAL SERVICES TO PROVIDE DENTAL SERVICES TO LOW-INCOME AND MEDICAL ASSISTANCE INDIVIDUALS IN COUNTY.
(34) LE SUEUR COUNTY 130 S PARK AVENUE LE CENTER,MN56057	41-6005828	LE SEUER COUNTY	15,000	HEALTHY SMILES PROGRAM PROVIDING EDUCATION AND PREVENTIVE DENTAL SERVICES FOR THOSE ON MEDICAL ASSISTANCE OR WITHOUT INSURANCE IN THE COUNTY.
(35) LETS SMILE INC 155 OAKDALE STREET OWATONNA,MN55060	46-2672230	501(C)(3)	50,000	ADVOCATING ORAL HEALTH FOR OVERALL HEALTH PROGRAM ADDRESSES THE CRITICAL NEED FOR ACCESSIBLE DENTAL CARE AMONG LOW-INCOME CHILDREN AND TEENS IN SOUTHEAST AND SOUTHWEST MINNESOTA.
(36) MARSHALL COUNTY PUBLIC HEALTH 1 E MAIN STREET MARSHALLTOWN,IA50158	42-6004936	MARSHALL COUNTY	10,000	INITIATIVE TO BRING PUBLIC HEALTH INFORMATION TO COUNTY RESIDENTS AND PROVIDE A BACK TO SCHOOL HEALTH CLINIC PLUS SUPPLIES TO HELP CHILDREN BE READY FOR THE SCHOOL YEAR.
(37) MINNESOTA STATE COLLEGES AND UNIVERSITIES 501 W COLLEGE DRIVE BRAINERD,MN56401	41-1687554	MN COLLEGES AND UNIV	100,000	UPDATES AND EXPANSIONS TO DENTAL CLINIC ADDRESSING A CRITICAL SHORTAGE OF DENTAL PROFESSIONALS AND INCREASE ACCESS TO AFFORDABLE DENTAL SERVICES IN THE REGION.
(38) MOBILE LOAVES TWIN CITIES 4537 3RD AVENUE S MINNEAPOLIS,MN55419	81-3996189	501(C)(3)	15,000	INITIATIVE TO PURCHASE FOOD AND COVER INCREASED FOOD COSTS FOR TWIN CITIES RESIDENTS IN NEED.
(39) MY NEIGHBOR TO LOVE COALITION PO BOX 581 NISSWA,MN55468	87-2234045	501(C)(3)	60,000	ACCESSIBILITY FOR ALL IN CREEKSIDE COMMUNITY INITIATIVE TO ENSURE NECESSARY ADA COMPLIANT ACCESSIBILITY MODIFICATIONS.
(40) NATIONAL ALLIANCE ON MENTAL ILLNESS IOWA 3839 MERLE HAY ROAD 229 DES MOINES,IA50310	23-7084780	501(C)(3)	25,000	ADDRESSING MENTAL HEALTH DISPARITIES IN RURAL COMMUNITIES BY REACHING 3,000 PARTICIPANTS ACROSS THE STATE AND INCREASING KNOWLEDGE ABOUT WARNING SIGNS OF MENTAL ILLNESS.
(41) NATIVE AMERICAN COMMUNITY CLINIC 1213 E FRANKLIN AVENUE MINNEAPOLIS,MN55404	03-0445789	501(C)(3)	100,000	TRADITIONAL HEALING AND MATERNAL AND CHILD HEALTH INITIATIVES SUPPORTING ESSENTIAL ELEMENTS LIKE RESOURCE NAVIGATION, EDUCATION, AND TRADITIONAL HEALING SERVICES.
(42) NEIGHBORHOOD HOUSE 179 E ROBIE STREET SAINT PAUL,MN55107	41-0693916	501(C)(3)	25,000	PROVIDES ACCESS TO FRESH, HEALTHY AND CULTURALLY SPECIFIC FOODS AT SEVERAL LOCATIONS ACROSS ST. PAUL.
(43) NICOLLET COUNTY 501 S MINNESOTA AVENUE ST PETER,MN56082	41-6005852	NICOLLET COUNTY	15,000	PUBLIC HEALTH PARTNERSHIP WITH LOCAL REGISTERED DENTAL HYGIENIST TO OFFER DENTAL VARNISHES TO CHILDREN FROM LOW-INCOME FAMILIES AT NO COST AT COUNTY CLINIC AND LOCAL HEAD START PROGRAM.
(44) NORTH COUNTRY FOOD BANK INC 1011 11TH AVENUE NE EAST GRAND FORKS,MN56721	41-1459758	501(C)(3)	35,000	MOBILE PANTRY PROGRAM FOR COMMUNITIES WITH HIGH POVERTY RATES AND RACIAL DISPARITIES ACROSS 21 COUNTIES AND THREE NATIVE NATIONS IN NORTHWEST AND WEST CENTRAL MINNESOTA.
(45) NORTHERN DENTAL ACCESS CENTER 1405 ANNE STREET NW BEMIDJI,MN56601	84-1711812	501(C)(3)	100,000	SUPPORT DURING MENTORSHIP, MONITORING AND PACED RAMP UP FOR ONBOARDING OF A NEWLY LICENSED AND COMMITTED DENTIST TO BRIDGE THE WORKFORCE GAP IN RURAL NORTHWESTERN MINNESOTA.
(46) NORTHPOINT HEALTH & WELLNESS CENTER 2220 PLYMOUTH AVENUE N SUITE 1600 MINNEAPOLIS,MN55411	20-0898277	501(C)(3)	45,000	PROGRAM TO EXPAND ACCESSIBILITY TO NORTHPOINTS COMMUNITY FOOD SHELF BY EXTENDING OPERATING HOURS FOR PROGRAMS AND SERVICES.
(47) OLMSTED COUNTY 2100 CAMPUS DRIVE SE ROCHESTER,MN55902	41-6005859	OLMSTED COUNTY	15,000	PUBLIC HEALTH SERVICES PURCHASES OF CONVERTIBLE AND BOOSTER 2-IN-1 CAR SEATS FOR DISTRIBUTION TO UNINSURED/UNDERINSURED CHILDREN.
(48) OPEN ARMS OF MINNESOTA 2500 BLOOMINGTON AVENUE S MINNEAPOLIS,MN55404	41-1681317	501(C)(3)	22,500	PILOT TO PROVIDE MEDICALLY TAILORED MEALS, NUTRITION EDUCATION AND COMMUNITY RESOURCE CONNECTION TO EXPECTANT MOTHERS WITH HIGH-RISK PREGNANCIES WITH A SPECIAL FOCUS ON COUNTERACTING DISPARITIES.
(49) OPEN DOOR HEALTH CENTER 309 HOLLY LANE MANKATO,MN56001	41-1461726	501(C)(3)	75,000	SCHOOL-BASED HEALTH CENTER MODEL TO EXPAND ACCESS TO DENTAL CARE FOR 500 RURAL STUDENTS IN SOUTH CENTRAL MINNESOTA.
(50) PEACE HOUSE COMMUNITY 1816 PORTLAND AVENUE MINNEAPOLIS,MN55404	41-1940764	501(C)(3)	30,000	PURCHASE GROCERIES AND SUPPLIES FOR MEALS FOR THE RESIDENTS OF THE VENTURA VILLAGE NEIGHBORHOOD OF SOUTH MINNEAPOLIS.
(51) PIERZ AREA FOOD SHELF INC PO BOX 383 PIERZ,MN56364	20-2048638	501(C)(3)	20,000	RURAL MOBILE FOOD PANTRY DELIVERIES TO UNDERSERVED POPULATIONS, PARTNERSHIPS WITH LOCAL FARMERS AND NUTRITION WORKSHOPS WITH THE UNIVERSITY OF MINNESOTA EXTENSION SNAP-ED.
(52) PILLSBURY UNITED COMMUNITIES 3650 FREMONT AVENUE N 130 MINNEAPOLIS,MN55412	41-0916478	501(C)(3)	40,000	FOOD SYSTEMS PROGRAM TO PROVIDE NUTRITION AND FOOD SUPPORT THROUGH TWO FOOD SHELVES, COMMUNITY CAFS AND AFTER SCHOOL PROGRAMS TO CEDAR-RIVERSIDE, OAK PARK AND WAITE HOUSE RESIDENTS.
(53) PROMISE COMMUNITY HEALTH CENTER 338 1ST AVENUE NW SIOUX CENTER,IA51250	20-5896415	501(C)(3)	50,000	SPANISH-LANGUAGE HEALTH INFORMATION AND TRAINING SESSIONS ADDRESSING TEEN PREGNANCY AND MENTAL HEALTH SERVICES.
(54) RICE COUNTY 320 3RD STREET NW FARIBAULT,MN55021	41-6005882	RICE COUNTY	9,000	MENTAL HEALTH CARE CONSULTATION SERVICES WITH DOCTOR FROM UNIVERSITY OF MINNESOTA AND STAFF CASE MANAGERS.
(55) SABATHANI COMMUNITY CENTER 310 E 38TH STREET MINNEAPOLIS,MN55409	41-0984859	501(C)(3)	45,000	NAVIGATION TO STABILITY PROGRAM PROVIDES MONTHLY FOOD DELIVERIES TO INDIVIDUALS WITH HOUSING DIFFICULTIES AND OFFERS WELLNESS WORKSHOPS ABOUT HEALTHY EATING, NUTRITION, EXERCISE, STRESS MANAGEMENT AND LIVING WITH CHRONIC CONDITIONS.
(56) SAFENETRX 11100 AURORA AVENUE BUILDING 13 URBANDALE,IA50322	42-1518875	501(C)(3)	50,000	SUPPORT A CERTIFIED PHARMACY TECHNICIAN TO STAFF THE DRUG DONATION REPOSITORY AND CHARITABLE PHARMACY IN ORDER TO PREPARE DONATED MEDICINE FOR STATEWIDE DISTRIBUTION.
(57) SAWTOOTH MOUNTAIN CLINIC INC 513 5TH AVENUE W GRAND MARAIS,MN55604	41-1347593	501(C)(3)	30,000	DENTAL ASSISTANT TRAINING OF A BAND MEMBER WHO WILL WORK IN ORAL HEALTH OUTREACH/EDUCATION AND PROVIDE DENTAL SCREENINGS FOR 750 CHILDREN IN COOK COUNTY AND THE GRAND PORTAGE RESERVATION.
(58) SHARING BREAD SOUP KITCHEN INC PO BOX 632 BRAINERD,MN56401	41-1634222	501(C)(3)	30,000	PROVIDE ESSENTIAL HUMAN NEEDS OF FOOD, SHELTER AND FELLOWSHIP SEVEN DAYS A WEEK TO LOCAL DAY/OVERNIGHT SHELTER GUESTS.
(59) ST MARYS HEALTH CLINICS 1884 RANDOLPH AVENUE SAINT PAUL,MN55105	41-1760632	501(C)(3)	80,000	MOBILE ORAL HEALTH CARE SERVICES FOR SPANISH-SPEAKING IMMIGRANTS JOINS A MOBILE DENTAL CLINIC REACHING UNDERSERVED LATINO COMMUNITIES IN GREATER MINNESOTA.
(60) STEPS OF STRATEGY 713 MINNEHAHA AVENUE E SUITE 217 SAINT PAUL,MN55106	45-5454237	501(C)(3)	92,000	SUPOURT PROGRAM (SUPPORTING PEOPLE TO OVERCOME, UNITE, REACH, AND THRIVE) TO HELP CLIENTS WITH DISABILITIES ACCESS ADAPTIVE EQUIPMENT AND ONSITE MENTAL AND CHEMICAL HEALTH SERVICES.
(61) THE EASTER SEAL SOCIETY OF IOWA INC PO BOX 5168 DES MOINES,IA50305	20-8392083	501(C)(3)	61,626	UNDERWRITE THE POSITION OF ASSISTANT DIRECTOR FOR ONE YEAR WHO WILL RESEARCH AND PREPARE A FEASIBILITY STUDY TO OFFER AN ON-SITE B3 OPTION FOR CHILDREN NEEDING SUPPORT/ASSISTANCE.
(62) THE FOOD GROUP MINNESOTA INC 8501 54TH AVENUE N NEW HOPE,MN55428	41-1246504	501(C)(3)	90,000	TWIN CITIES MOBILE MARKET PROVIDES SHOPPING AND ACCESS TO COMMUNITIES LACKING ADEQUATE FRESH, HEALTHFUL FOODS.
(63) THE FOOD GROUP MINNESOTA INC 8501 54TH AVENUE N NEW HOPE,MN55428	41-1246504	501(C)(3)	90,000	EXPANDED OPERATION FOR TWIN CITIES MOBILE MARKET PROVIDES SHOPPING AND ACCESS TO COMMUNITIES LACKING ADEQUATE FRESH, HEALTHFUL FOODS.
(64) UNION GOSPEL MISSION TWIN CITIES 376 WESTERN AVENUE N SAINT PAUL,MN55103	41-0705847	501(C)(3)	40,000	DAILY HEALTHY FOOD ACCESS AND EDUCATION PROGRAM TO SUPPORT THE HOMELESS POPULATION WITH DAILY MEALS AND PROVIDE EDUCATION AND COACHING ABOUT NUTRITION.
(65) UNITED COMMUNITY HEALTH CENTER 715 W MILWAUKEE AVENUE STORM LAKE,IA50588	30-0225826	501(C)(3)	50,000	SUBCONTRACT WITH HEALTH COALITION TO ACCESS COMMUNITY HEALTH WORKER STAFF FOR CARE COORDINATION, NAVIGATION, PATIENT EDUCATION, TRAINING AND ENGAGEMENT TO UHCH PATIENTS WITH FOCUS ON CANCER SCREENINGS.
(66) VINE FAITH IN ACTION 421 E HICKORY STREET MANKATO,MN56001	41-1802861	501(C)(3)	100,000	ESSENTIAL INFRASTRUCTURE MODIFICATIONS FOR ADULT COMMUNITY CENTER IN MANKATO, WHICH SERVES OVER 2,200 MEMBERS INCLUDING OLDER ADULTS AND YOUNGER INDIVIDUALS WITH DISABILITIES.
(67) VOLUNTEERS ENLISTED TO ASSIST PEOPLE INC 9600 ALDRICH AVENUE S BLOOMINGTON,MN55420	41-6175999	501(C)(3)	25,000	REDUCES BARRIERS TO FOOD ACCESS THROUGH PANTRY AND HOME DELIVERY SERVICES.
(68) WATONWAN COUNTY PO BOX 518 SAINT JAMES,MN56081	41-6005922	WATONWAN COUNTY	15,000	PROVIDING SUPPORT FOR DENTAL CLINIC AND DENTAL VARNISH KITS IMPLEMENTED IN THEY COUNTY BY CHILDREN'S DENTAL SERVICES.
(69) WESTWOOD COMMUNITY SCHOOL DISTRICT 1000 REBEL WAY SLOAN,IA51055	42-6049180	WESTWOOD CSD	16,250	PARTNERSHIP WITH CLASSROOM CLINIC TO HELP EXPAND MENTAL HEALTH ACCESS FOR SCHOOLS ACROSS IOWA.
(70) WHITE BEAR AREA FOOD SHELF 1884 WHITAKER STREET WHITE BEAR LAKE,MN55110	41-1459604	501(C)(3)	40,000	INCREASE THE CAPACITY OF ITS COMMUNITY MARKET, CURBSIDE PICK-UP AND RESOURCE HUB PROGRAMS WITH EXPANDED MULTILINGUAL OUTREACH FOR COMMUNITIES EXPERIENCING HARDSHIPS.
(71) WILDERNESS INQUIRY INC 930 E 80TH STREET BLOOMINGTON,MN55420	93-0708637	501(C)(3)	100,000	INITIATIVE TO INCREASE ACCESSIBILITY AT ORGANIZATION SITES WITH ADAPTIVE EQUIPMENT, MODIFICATIONS AND SCHOLARSHIPS FOR OUTDOOR PROGRAMS FOR PARTICIPANTS WITH DISABILITIES.
(72) YMCA OF GREATER DES MOINES 501 GRAND AVENUE DES MOINES,IA50309	42-0680438	501(C)(3)	50,000	RENOVATION OF FIVE UNITS AT THE SUPPORTIVE HOUSING CAMPUS FOR INDIVIDUALS TRANSITIONING FROM HOMELESSNESS.
(73) YOUTHLINK 41 N 12TH STREET MINNEAPOLIS,MN55403	41-1341773	501(C)(3)	35,000	TO ADDRESS FOOD SECURITY AMONG THE GROWING NUMBER OF YOUTH AND YOUTH-LED FAMILIES BY ENHANCING PANTRY OFFERINGS, PROVIDING NUTRITION EDUCATION AND ADDING PROGRAM COMPONENTS.

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50055P

Schedule I (Form 990) Rev. 1-2025

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance	(b) Number of recipients	(c) Amount of cash grant	(d) Amount of noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash assistance

(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2; Part III, column (b); and any other additional information.

Return Reference

Explanation

PART I, LINE 2:

UCARE FOUNDATION HAS A FORMAL BOARD THAT OVERSEES AND APPROVES ANNUAL GRANT AWARDS. THE BOARD MEETS ANNUALLY TO DETERMINE PRIORITY AREAS OF FOCUS FOR CURRENT YEAR SOLICITATIONS. GRANTEES APPLY VIA AN ONLINE GRANT SYSTEM AND ALL ORGANIZATIONS MUST MEET FUNDING ELIGIBILITY GUIDELINES. GRANT APPLICATIONS ARE REVIEWED BY UCARE MINNESOTA ASSIGNED INDIVIDUALS AS WELL AS CERTAIN MEMBERS OF THE UCARE FOUNDATION BOARD. ONCE APPROVED GRANTEES SIGN A CONDITIONS OF GRANT AGREEMENT AND ARE RESPONSIBLE TO SUBMIT AN INTERIM AND FINAL REPORT AS WELL AS PARTICIPATE IN A SITE VISIT BY UCARE STAFF. THE BOARD OF DIRECTORS RECEIVES AN ANNUAL REPORT ON THE USE OF THE FUNDS. UCARE ENSURES THE RECIPIENT IS A QUALIFIED CHARITY OR GOVERNMENT AGENCY AND RECEIVES PERIODIC REPORTS FROM THE ORGANIZATIONS.

Schedule I (Form 990) Rev. 1-2025

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)
(Rev. January 2025)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
medium right arrow graphic

Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
medium right arrow graphic

Attach to Form 990.
medium right arrow graphic

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

OMB No. 1545-0047

Open to Public Inspection

Name of the organization

UCARE FOUNDATION

Employer identification number

46-4795214

Part I

Questions Regarding Compensation

Yes

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.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

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 .....

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? ....

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.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

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:

Receive a severance payment or change-of-control payment? .............

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Yes

Participate in, or receive payment from, an equity-based compensation arrangement? .........

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.

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:

The organization? ....................

Any related organization? .......................

If "Yes," on line 5a or 5b, describe in Part III.

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:

The organization? ..................

Any related organization? ......................

If "Yes," on line 6a or 6b, describe in Part III.

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

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

If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

Schedule J (Form 990) (Rev. 1-2025)

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
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1HILARY MARDEN-RESNIK PRESIDENT & CEO	(i) (ii)	0 ------------- 803,784	0 ------------- 279,567	0 ------------- 150,996	0 ------------- 155,248	0 ------------- 33,157	0 ------------- 1,422,752	0 ------------- 142,975
2BETH MONSRUD SVP, CFO & TREASURER	(i) (ii)	0 ------------- 529,817	0 ------------- 108,647	0 ------------- 116,629	0 ------------- 71,658	0 ------------- 22,651	0 ------------- 849,402	0 ------------- 116,589
3TENBIT EMIRU EVP, CHIEF MEDICAL OFFICER	(i) (ii)	0 ------------- 503,035	0 ------------- 103,558	0 ------------- 35,682	0 ------------- 71,162	0 ------------- 22,327	0 ------------- 735,764	0 ------------- 35,279
4DANIEL SANTOS CHIEF LEGAL OFFICER & SECRETARY	(i) (ii)	0 ------------- 493,273	0 ------------- 99,697	0 ------------- 59,483	0 ------------- 69,229	0 ------------- 13,360	0 ------------- 735,042	0 ------------- 59,443
5MARIE ZIMMERMAN-ENGER EVP, CHIEF STRATEGY OFFICER	(i) (ii)	0 ------------- 444,369	0 ------------- 81,307	0 ------------- 40	0 ------------- 55,211	0 ------------- 31,992	0 ------------- 612,919	0 ------------- 0
6JAY SIVASAILAM EVP, CHIEF GROWTH OFFICER	(i) (ii)	0 ------------- 423,601	0 ------------- 60,210	0 ------------- 40	0 ------------- 31,065	0 ------------- 2,232	0 ------------- 517,148	0 ------------- 0

Schedule J (Form 990) (Rev. 1-2025)

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 3

THE COMPENSATION FOR THE PRESIDENT AND CEO IS DETERMINED BY UCARE MINNESOTA, THE SOLE MEMBER. THE FOLLOWING METHODS ARE USED BY UCARE MINNESOTA WHEN DETERMINING THE PRESIDENT AND CEO'S COMPENSATION: (1) COMPENSATION COMMITTEE (2) INDEPENDENT COMPENSATION CONSULTANT (3) FORM 990 OF OTHER ORGANIZATIONS (4) WRITTEN EMPLOYMENT CONTRACT (5) COMPENSATION SURVEY OR STUDY (6) APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE

PART I, LINE 4B

THE FOLLOWING INDIVIDUALS PARTICIPATED IN UCARE MINNESOTA'S 457(F) PLAN IN 2024: CONTRIBUTIONS: HILARY MARDEN-RESNIK - $144,248 DANIEL SANTOS - $58,227 BETH MONSRUD - $63,408 TENBIT EMIRU - $60,162 MARIE ZIMMERMAN-ENGER - $44,211 JAY SIVASAILAM - $26,650 DISTRIBUTIONS: HILARY MARDEN-RESNIK - $142,975 DANIEL SANTOS - $59,443 BETH MONSRUD - $116,589 TENBIT EMIRU- $35,279

Schedule J (Form 990) (Rev. 1-2025)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990)
(Rev. January 2025)
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.
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

Open to Public
Inspection

Name of the organization

UCARE FOUNDATION

Employer identification number

46-4795214

Return Reference	Explanation
FORM 990, PART III, LINE 4A:	IN 2024, THE UCARE FOUNDATION APPROVED AND DISBURSED $2,037,826 IN COMMUNITY GRANT FUNDING TO 43 MINNESOTA ORGANIZATIONS WORKING TO IMPROVE HEALTH THROUGH INNOVATIVE SERVICES, EDUCATION, AND COMMUNITY OUTREACH AND SUPPORTING DENTAL ACCESS IN GREATER MINNESOTA, DISABILITIES INITIATIVES, AND NUTRITION AND FOOD SECURITY PROGRAMS. ALMOST $394,000 WAS DISTRIBUTED IN FOUNDATION GRANTS TO SEVERAL MINNESOTA COUNTY AND TRIBAL GOVERNMENTS OR COUNTY-BASED COLLABORATIONS AND ENTITIES ADVANCING LOCAL PUBLIC HEALTH PRIORITIES FOR PROJECTS ADDRESSING: - DENTAL ACCESS AND ORAL HEALTH - RURAL SPECIFIC NEEDS FOR EXAMPLE, TRANSPORTATION, HEALTHCARE WORKFORCE DEVELOPMENT, AND LOCAL PUBLIC HEALTH PRIORITIES - FOOD AND NUTRITION ASSISTANCE - INDIGENOUS HEALTH - MENTAL HEALTH, MENTAL WELLBEING, AND SUBSTANCE USE DISORDER PREVENTION AND TREATMENT AN ADDITIONAL $106,000 WAS GIVEN IN AD HOC OPPORTUNITY GRANTS SUPPORTING A MOBILE FOOD MARKET, TRANSITIONAL HOUSING KITS AND DISASTER RELIEF, WHILE $150,000 OF OPPORTUNITY GRANT FUNDS AND $450,000 OF BUSINESS DEVELOPMENT GRANT FUNDS WERE USED FOR A $600,000 GRANT FOR APPLE TREE DENTAL'S NEW BRIGHTON CENTER PROJECT. ANOTHER $657,876 IN BUSINESS DEVELOPMENT GRANT FUNDS WERE AWARDED TO 18 RURAL AND URBAN IOWA NON-PROFIT ORGANIZATIONS COUNTY GOVERNMENTS AND SCHOOL DISTRICTS ADDRESSING AREAS SUCH AS: FOOD SECURITY, HOME AND COMMUNITY-BASED NURSING SCHOLARSHIPS, TRANSITIONAL HOUSING SUPPORTS, PREVENTIVE HEALTH, SCHOOL-BASED MENTAL HEALTH, AND LATINO MATERNAL AND CHILDREN'S HEALTH. UCARE FOUNDATION HAS A FORMAL BOARD UCARE FOUNDATION COUNCIL THAT OVERSEES AND APPROVES ANNUAL GRANT AWARDS. THE BOARD MEETS ANNUALLY TO DETERMINE PRIORITY AREAS OF FOCUS FOR OPEN SOLICITATIONS. GRANTEES APPLY VIA AN ONLINE GRANT SYSTEM AND ALL ORGANIZATIONS MUST MEET FUNDING ELIGIBILITY GUIDELINES. GRANT APPLICATIONS ARE REVIEWED BY UCARE MINNESOTA-ASSIGNED INDIVIDUALS AND OFTEN SOME MEMBERS OF THE UCARE FOUNDATION COUNCIL. ONCE APPROVED, GRANTEES SIGN A CONDITIONS OF GRANT AGREEMENT AND ARE RESPONSIBLE TO SUBMIT INTERIM AND FINAL REPORTS AS WELL AS PARTICIPATE IN A SITE VISIT BY UCARE STAFF. THE BOARD OF DIRECTORS RECEIVES AN ANNUAL REPORT ON THE USE OF THE FUNDS. UCARE ENSURES THE RECIPIENT IS A QUALIFIED CHARITY OR GOVERNMENT AGENCY AND RECEIVES PERIODIC REPORTS FROM THE ORGANIZATIONS. THE UCARE FOUNDATION HAS SPONSORED AND SUPPORTED THE 501(C)(3) TWIN CITIES MOBILE MARKET (TCMM) OPERATED BY THE FOOD GROUP (AND FORMERLY BY AMHERST H. WILDER FOUNDATION) FOR OVER 10 YEARS. THE PROGRAM IS AVAILABLE ACROSS THE TWIN CITIES METRO AT MORE THAN 26 SITES. ESSENTIALLY A GROCERY STOR ON A BUS, TCMM BRINGS AFFORDABLE, NUTRITIOUS FOODS TO NEIGHBORHOODS LACKING EASILY ACCESSIBLE FOOD SOURCES CONDUCIVE TO GOOD HEALTH FRUITS, VEGETABLES, LEAN MEATS, FRESH DAIRY AND EGGS, WHOLE GRAINS, RICE, BEANS DRY GOODS AND SEASONSINGS MANY OFTEN SUPPLIED BY LOCAL FARMERS. WITH FUNDS AWARDED IN 2024, TCMM WAS ABLE TO INCREASE FREQUENCY OF VISITS, NUMBER OF SITES, AND PILOT TECH-BASED COMMUNITY ENGAGEMENT STRATEGIES TO OBTAIN FEEDBACK IN REAL TIME. TCMM ALSO WORKED WITH A LOCAL SCHOOL DISTRICT TO INCREASE FOOD ACCESS TO STUDENTS AND FAMILIES WHO ARE HIGHLY MOBILE OR EXPERIENCING HOMELESSNESS.
FORM 990, PART VI, SECTION A, LINE 3	UCARE FOUNDATION HAS AN ADMINISTRATIVE SERVICE AGREEMENT WITH UCARE MINNESOTA TO PROVIDE OVERALL MANAGEMENT AND ADMINISTRATION OF UCARE FOUNDATION'S BUSINESS. UCARE FOUNDATION'S BUSINESS INCLUDES, BUT IS NOT LIMITED TO, ACCOUNTING, INVESTMENT MANAGEMENT, AND GRANT ADMINISTRATION SERVICES. FOR THE YEAR ENDED DECEMBER 31, 2024, UCARE MINNESOTA PROVIDED THESE SERVICES TO UCARE FOUNDATION AS A DONATION OF THEIR TIME AND TALENT. THE VALUE OF THESE SERVICES AREN'T REFLECTED AS NON-CASH CONTRIBUTIONS ON PART VIII, LINE 1 AS THE IRS DOESN'T ALLOW FOR THE REPORTING OF DONATED SERVICES IN THE FORM 990.
FORM 990, PART VI, SECTION A, LINE 6	THE SOLE MEMBER OF THIS CORPORATION IS UCARE MINNESOTA, A MINNESOTA NONPROFIT CORPORATION.
FORM 990, PART VI, SECTION A, LINE 7A	THE SOLE CORPORATE MEMBER OF UCARE FOUNDATION IS UCARE MINNESOTA, WHICH ELECTS THE DIRECTORS FOR THE UCARE FOUNDATION.
FORM 990, PART VI, SECTION A, LINE 7B	THE FOLLOWING RIGHTS ARE RESERVED TO THE POWER OF THE MEMBER OF THE ORGANIZATION: (1) THE NUMBER OF BOARD OF MEMBERS, (2) THE TERMS OF EACH BOARD MEMBER, (3) ANY ELECTED OR APPOINTED DIRECTOR MAY BE REMOVED FROM OFFICE WITH OR WITHOUT CAUSE BY THE MEMBER, (4) VACANCIES IN THE BOARD OF DIRECTORS SHALL BE FILLED BY THE MEMBER, (5) APPOINT AN EXECUTIVE COMMITTEE, (6) APPOINT A FINANCE AND AUDIT COMMITTEE, (7) APPOINT INDIVIDUALS TO SERVE AS THE UCARE FOUNDATION COUNCIL.
FORM 990, PART VI, SECTION B, LINE 11B	THE FORM 990 WAS PREPARED BY THE CONTROLLER AND REVIEWED BY AN INDEPENDENT ACCOUNTING FIRM. UCARE PROVIDED A COPY AND REVIEWED THE DETAIL OF THE COMPLETED 990 FORM WITH THE BOARD'S FINANCE AND AUDIT COMMITTEE. UCARE ALSO PROVIDED A COPY OF THE COMPLETED 990 FORM TO ALL MEMBERS OF THE BOARD OF DIRECTORS VIA ON-LINE PORTAL PRIOR TO THE FINANCE AND AUDIT COMMITTEE'S REPORT TO THE BOARD. UPON APPROVAL BY THE BOARD OF DIRECTORS, THE 990 FORM WAS FILED WITH THE INTERNAL REVENUE SERVICE.
FORM 990, PART VI, SECTION B, LINE 12C	UCARE FOUNDATION REQUIRES COMPLETION OF AN ANNUAL QUESTIONNAIRE BY ITS BOARD MEMBERS, OFFICERS, AND SENIOR EXECUTIVES, WHICH IS DESIGNED TO SURFACE POTENTIAL CONFLICTS OF INTEREST. IN ADDITION, UCARE'S POLICY REQUIRES DISCLOSURE TO THE BOARD CHAIR AND/OR CEO OF A POTENTIAL CONFLICT INVOLVING A DIRECTOR, OFFICER, OR MANAGEMENT STAFF WHEN A PARTICULAR TRANSACTION ARISES. IF THE BOARD OR DESIGNATED BOARD COMMITTEE DETERMINES THAT A POTENTIAL CONFLICT EXISTS RELATED TO A TRANSACTION REQUIRING ACTION BY THE BOARD, THE POLICY CALLS FOR THE BOARD MEMBER WITH THE POTENTIAL CONFLICT TO ABSTAIN FROM VOTING. IN ADDITION, A MAJORITY OF THE DISINTERESTED DIRECTORS MUST FIND THAT THE TRANSACTION IS FAIR AND REASONABLE TO THE OPERATION AND THAT THE ORGANIZATION COULD NOT REASONABLY FIND A MORE ADVANTAGEOUS TRANSACTION FROM ANOTHER ENTITY WITHOUT A POTENTIAL CONFLICT. THE POLICY REQUIRES DISCLOSURE OF POTENTIAL CONFLICTS TO THE BOARD OR DESIGNATED COMMITTEE EVEN FOR TRANSACTIONS NOT REQUIRING BOARD ACTION.
FORM 990, PART VI, SECTION C, LINE 18	UCARE FOUNDATION'S 990 FORM IS AVAILABLE ON THIRD-PARTY WEBSITES SUCH AS GUIDESTAR AND PROPUBLICA, IN ADDITION TO BEING MADE AVAILABLE UPON REQUEST.
FORM 990, PART VI, SECTION C, LINE 19	UCARE FOUNDATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST.
FORM 990, PART XII, LINE 2C:	THE AUTHORITY AND PROCESS FOR SELECTING THE FINANCIAL STATEMENT AUDITOR AND FOR OVERSEEING THE FINANCIAL STATEMENT AUDIT DID NOT CHANGE DURING THE YEAR.

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990) (Rev. 1-2025)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)
(Rev. January 2025)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
Attach to Form 990.
Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

Open to Public Inspection

Name of the organization

UCARE FOUNDATION

Employer identification number

46-4795214

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?
(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	Yes	No
(1)UCARE MINNESOTA 500 STINSON BLVD NE MINNEAPOLIS,MN55413 36-3573805	NOT FOR PROFIT HEALTH MAINTENANCE ORGANIZATION	MN	501(C)(3)	LINE 10	N/A		No
(2)UCARE HEALTH INC 500 STINSON BLVD NE MINNEAPOLIS,MN55413 20-8295948	NON-PROFIT SERVICE INSURANCE ORGANIZATION	WI	501(C)(4)		UCARE MINNESOTA		No
(3)UCARE IOWA 500 STINSON BLVD NE MINNEAPOLIS,MN55413 88-0661315	NON-PROFIT SERVICE INSURANCE ORGANIZATION	IA	501(C)(3)	LINE 10	UCARE MINNESOTA		No
(4)UCARE KANSAS 500 STINSON BLVD NE MINNEAPOLIS,MN55413 93-2931013	NON-PROFIT SERVICE INSURANCE ORGANIZATION	KS	501(C)(4)		UCARE MINNESOTA		No
(5)UCARE COMMUNITY HEALTH PLAN 500 STINSON BLVD NE MINNEAPOLIS,MN55413 41-1796007	NON-PROFIT SERVICE INSURANCE ORGANIZATION	MN	501(C)(4)		UCARE MINNESOTA		No

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

Schedule R (Form 990) (Rev. 1-2025)

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	(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
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership

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?
(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	Yes	No

Schedule R (Form 990) (Rev. 1-2025)

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

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

b Gift, grant, or capital contribution to related organization(s) ............................

c Gift, grant, or capital contribution from related organization(s) ............................

d Loans or loan guarantees to or for related organization(s) ............................

e Loans or loan guarantees by related organization(s) ............................

f Dividends from related organization(s) ............................

g Sale of assets to related organization(s) ............................

h Purchase of assets from related organization(s) ............................

i Exchange of assets with related organization(s) ............................

j Lease of facilities, equipment, or other assets to related organization(s) .......................

k Lease of facilities, equipment, or other assets from related organization(s) ......................

l Performance of services or membership or fundraising solicitations for related organization(s) .....................

m Performance of services or membership or fundraising solicitations by related organization(s) .................

Yes

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................

Yes

o Sharing of paid employees with related organization(s) ............................

Yes

p Reimbursement paid to related organization(s) for expenses ............................

q Reimbursement paid by related organization(s) for expenses ............................

r Other transfer of cash or property to related organization(s) ............................

s Other transfer of cash or property from related organization(s) ............................

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) (Rev. 1-2025)

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)	(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
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership

Schedule R (Form 990) (Rev. 1-2025)

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R. See instructions.

Return Reference	Explanation

Schedule R (Form 990) (Rev. 1-2025)

Additional Data

Software ID:
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