TY 2024 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

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

Go to www.irs.gov/Form990PF for instructions and the latest information.

OMB No. 1545-0047

2024

Open to Public Inspection

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

Name of foundation
THE W DUKE KIMBRELL FAMILY FOUNDATION
CO JULIA B SINGH

Number and street (or P.O. box number if mail is not delivered to street address)531 COTTON BLOSSOM CIRCLE
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
GASTONIA, NC28054

A Employer identification number

20-3390787

B Telephone number (see instructions)

(704) 874-5105

C If exemption application is pending, check here right arrow

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address change Name change

D 1. Foreign organizations, check here............. right arrow

2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... right arrow

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... right arrow

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) right arrow

$109,494,086J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books		(b) Net investment income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	3,182,219		3,182,219
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		2,803,834
b	Gross sales price for all assets on line 6a 15,362,782
7	Capital gain net income (from Part IV, line 2)...			2,803,834
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......	List of Attached Documents: // Content	44,001	44,001
12	Total. Add lines 1 through 11........	6,030,054		6,030,054
13	Compensation of officers, directors, trustees, etc.	60,000			60,000
14	Other employee salaries and wages......	59,420			59,420
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	9,750		9,750
c	Other professional fees (attach schedule)....	List of Attached Documents: // Content	330,664	293,164	37,500
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	65,139	16,012	9,127
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	10,025		10,025
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	534,998		309,176	185,822
25	Contributions, gifts, grants paid.......	5,000,000			5,000,000
26	Total expenses and disbursements. Add lines 24 and 25	5,534,998		309,176	5,185,822
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	495,056
b	Net investment income (if negative, enter -0-)			5,720,878
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

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

Form 990-PF (2024)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............		4,971	4,971
	2	Savings and temporary cash investments.........	47,808,526	974,029	974,029
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	2,548,855	List of Attached Documents: // Content 2,993,485	2,653,702
	b	Investments—corporate stock (attach schedule).......	25,440,617	List of Attached Documents: // Content 40,531,629	48,638,649
	c	Investments—corporate bonds (attach schedule).......	13,606,736	List of Attached Documents: // Content 22,123,360	21,626,566
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	7,446,690	List of Attached Documents: // Content 30,719,006	35,596,169
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	96,851,424	97,346,480	109,494,086
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........		0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........	96,851,424	97,346,480
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds
	29	Total net assets or fund balances (see instructions).....	96,851,424	97,346,480
	30	Total liabilities and net assets/fund balances (see instructions).	96,851,424	97,346,480

Part III

Analysis of Changes in Net Assets or Fund Balances

Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............

96,851,424

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

495,056

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

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

97,346,480

Decreases not included in line 2 (itemize) right arrow

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

97,346,480

Form 990-PF (2024)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	MARKETABLE SECURITIES	P	2000-01-01	2024-12-31
b	BLACKSTONE REAL ESTATE INCOME	P	2000-01-01	2024-12-31
c	CANTILLON GLOBAL EQUITY FUND	P	2000-01-01	2024-12-31
d	CAPITAL GAINS FROM SCHEDULES K-1	P	2000-01-01	2024-12-31
e	Capital Gain Dividends

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	9,849,814	8,930,355	919,459
b	1,789,644	1,579,544	210,100
c	3,060,055	2,049,049	1,011,006
d	58,814		58,814
e			604,455

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			919,459
b			210,100
c			1,011,006
d			58,814
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	2,803,834
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 ...................		3

Part V

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)	1	79,520
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	79,520
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	79,520
6	Credits/Payments:

a	2024 estimated tax payments and 2023 overpayment credited to 2024	6a	61,058
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c	75,000
d	Backup withholding erroneously withheld ..........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	136,058
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. List of Attached Documents: // Content		8	535
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	56,003
11	Enter the amount of line 10 to be: Credited to 2025 estimated tax56,003	Refunded	11

Form 990-PF (2024)

Page 4

Part VI-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions

for the definition.................................

If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. right arrow

$ (2) On foundation managers. right arrow

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. right arrow

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....

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

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument? ................

Yes

Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),

and Part XIV..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If "No," attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2024 or the taxable year beginning in 2024? See the instructions for Part XIII.

If "Yes," complete Part XIII .............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement. See instructions.................

Yes

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address right arrow

N/A

The books are in care of right arrow

JULIA B SINGH Telephone no. right arrow

(704) 874-5105

Located at right arrow

531 COTTON BLOSSOM CIRCLEGASTONIANC ZIP+4 right arrow

28054

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here ......... right arrow

and enter the amount of tax-exempt interest received or accrued during the year ........ right arrow

16 At any time during calendar year 2024, did the foundation have an interest in or a signature or other authority over YesNo

a bank, securities, or other financial account in a foreign country? .................

16 No

See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country right arrow

Form 990-PF (2024)

Page 5

Part VI-B

Statements Regarding Activities for Which Form 4720 May Be Required

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

Yes

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

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

1a(1)

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

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

1a(2)

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

1a(3)

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

1a(4)

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

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

1a(5)

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

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

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

1a(6)

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

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

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

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

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

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2024, did the foundation have any undistributed income (Part XII, lines 6d

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

If "Yes," list the years right arrow

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer "No" and attach statement—see instructions.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year? ..............................

If "Yes," did it have excess business holdings in 2024 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2024.) .....................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2024? ..

Form 990-PF (2024)

Page 6

Part VI-B

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

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

Yes

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

5a(1)

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

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

5a(2)

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

5a(3)

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

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

5a(4)

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

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

5a(5)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Part VII

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

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

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)
JULIA B SINGH	FOUNDATION DIR 5.00	60,000
531 COTTON BLOSSOM CIRCLE GASTONIA,NC28054	FOUNDATION DIR 5.00	60,000
PAMELA K WARLICK	FAMILY DIRECTOR 0.00	0
531 COTTON BLOSSOM CIRCLE GASTONIA,NC28054	FAMILY DIRECTOR 0.00	0
SHEPARD K HALSCH	FAMILY DIRECTOR 0.00	0
531 COTTON BLOSSOM CIRCLE GASTONIA,NC28054	FAMILY DIRECTOR 0.00	0

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


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
NONE









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

Form 990-PF (2024)

Page 7

Part VII

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

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

Total number of others receiving over $50,000 for professional services............. right arrow

Part VIII-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.	Expenses
1


2


3


4

Part VIII-B

Summary of Program-Related Investments (see instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.	Amount
1


2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... right arrow

Form 990-PF (2024)

Page 8

Part IX

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

78,260,778

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

28,896,159

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

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

107,156,937

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

107,156,937

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

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

1,607,354

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

105,549,583

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

5,277,479

Part X

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow

and do not complete this part.)

Minimum investment return from Part IX, line 6..................

5,277,479

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

79,520

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

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

79,520

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

5,197,959

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

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

5,197,959

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

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

5,197,959

Part XI

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

5,185,822

Program-related investments—total from Part VIII-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4. .......

5,185,822

Form 990-PF (2024)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(d) 2024
1 Distributable amount for 2024 from Part X, line 7			5,197,959
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only.......
b Total for prior years:20 , 20, 20
3 Excess distributions carryover, if any, to 2024:
a From 2019......
b From 2020......
c From 2021......
d From 2022......	8,268
e From 2023......
f Total of lines 3a through e ........		8,268
4Qualifying distributions for 2024 from Part
XI, line 4: $ 5,185,822
a Applied to 2023, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions)........		0
d Applied to 2024 distributable amount.....			5,185,822
e Remaining amount distributed out of corpus
5 Excess distributions carryover applied to 2024.		8,268	8,268
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2023. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2024. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2025 ..........			3,869
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8 Excess distributions carryover from 2019 not applied on line 5 or line 7 (see instructions) ...
9 Excess distributions carryover to 2025. Subtract lines 7 and 8 from line 6a ......
10 Analysis of line 9:
a Excess from 2020....
b Excess from 2021....
c Excess from 2022....
d Excess from 2023....
e Excess from 2024....

Form 990-PF (2024)

Page 10

Part XIII

Private Operating Foundations (see instructions and Part VI-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2024, enter the date of the ruling ...... right arrow

b Check box to indicate whether the organization is a private operating foundation described in section 4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part IX for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2024	(b) 2023	(c) 2022	(d) 2021	(e) Total

b 85% (0.85) of line 2a .........
c Qualifying distributions from Part XI, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ..........
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part IX, line 6 for each year listed ..
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XIV

Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here right arrow

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions

aThe name, address, and telephone number or email address of the person to whom applications should be addressed:

bThe form in which applications should be submitted and information and materials they should include:

cAny submission deadlines:

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

Form 990-PF (2024)

Page 11

Part XIV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
GASTON DAY SCHOOL 2001 GASTON DAY SCHOOL ROAD GASTONIA,NC28056	NONE	PC	TAX EXEMPT EDUCATIONAL PURPOSE OF THE SCHOOL AND CAPITAL IMPROVEMENTS	1,208,601
GASTON COLLEGE FOUNDATION 201 US-321 DALLAS,NC28034	NONE	PC	TAX EXEMPT EDUCATIONAL PURPOSE OF THE ORGANIZATION	150,000
WOODS SERVICES 40 MARTIN GROSS DR LANGHOME,PA19047	NONE	PC	GENERAL TAX EXEMPT PURPOSE OF THE ORGANIZATION	10,000
CAROLINA THREAD TRAIL 4530 PARK RD SUITE 420 CHARLOTTE,NC28209	NONE	PC	GENERAL TAX EXEMPT PURPOSE OF THE ORGANIZATION	50,000
SCHIELE MUSEUM OF NATURAL HISTORY 1500 E GARRISON BLVE GASTONIA,NC28054	NONE	PC	PALEO PROJECT TO FURTHER TAX EXEMPT FUNCTION OF THE MUSEUM	166,667
NORTH CAROLINA TEXTILE FOUNDATION NCSU BOX 7207 RALEIGH,NC27695	NONE	PC	TO ADVANCE TEXTILE INDUSTRY EDUCATION THROUGH WILSON COLLEGE OF TEXTILES, NC STATE UNIVERSIY	600,000
DANIEL STOWE BOTANICAL GARDEN 6500 SOUTH NEW HOPE RD BELMONT,NC28012	NONE	PC	FURTHER TAX EXEMPT FUNCTION OF THE ORGANIZATION	1,200,000
HOMETOWN SERVICE COALITION PO BOX 331 MOUNTAIN CITY,TN37683	NONE	PC	TO PROVIDE RECOVERY ASSISTANCE TO THE MOUNTAIN CITY TN COMMUNITY AFTER THE DESTRUCTION CAUSED BY HURRICANE HELENE	500,000
GASTON COMMUNITY FOUNDATION PO BOX 123 GASTONIA,NC28053	NONE	PC	FUND DONOR ADVISED FUND TO FUND CHARITABLE ACTIVITIES FOR THE COMMUNITY AS DIRECTED BY THE FOUNDATION'S DIRECTORS	1,114,732
Total ................................. 3a				5,000,000

bApproved for future payment

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

Form 990-PF (2024)

Page 12

Part XV-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments ....
3 Interest on savings and temporary cash investments ...........
4 Dividends and interest from securities ....			14	3,182,219
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income .....
8 Gain or (loss) from sales of assets other than inventory ............			18	2,803,834
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: aINVESTMENT PARTNERSHIPS			14	44,001
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) ..				6,030,054

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

6,030,054

(See worksheet in line 13 instructions to verify calculations.)

Part XV-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)

Form 990-PF (2024)

Page 13

Part XVI

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?

Yes

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

(a) Line No.	(b) Amount involved	(c) Name of noncharitable exempt organization	(d) Description of transfers, transactions, and sharing arrangements

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........Yes No

If "Yes," complete the following schedule.

(a) Name of organization	(b) Type of organization	(c) Description of relationship

Sign Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
				May the IRS discuss this return with the preparer shown below? See instructions. Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name				Firm's EIN
	Firm's address				Phone no.

Form 990-PF (2024)

Additional Data

Software ID:	24020490
Software Version:	2024v5.2

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2024 AccountingFeesSchedule

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING AND TAX PREPARATION	9,750	0	0	9,750

- TIN:

TY 2024 InvestmentsCorpBondsSchedule

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Name of Bond	End of Year Book Value	End of Year Fair Market Value
BROWN ADVISORY MORT SEC	2,498,569	2,259,485
ARTISAN HIGH INCOME FUND	1,421,936	1,373,820
JPMBB COMM MORT SECS 07/15/2048	9,973	8,311
ARTISAN HIGH INCOME	41,594	39,421
AMPHENOL CORP 2.80 2/15/30	105,680	99,487
CROWN CASTLE INTL 3.30 7/1/30	73,541	68,144
FORTIS INC 3.055 10/4/26	104,805	101,696
CARMAX AUTO OWN VAR 2/16/27	44,998	44,385
CARMAX AUTO OWN TR 1.38 5/17/27	64,995	62,667
EQUINIX INC 3.200 11/18/29	97,332	101,126
PIMCO MORTGAGE OPPORTUNITIES FD	4,117,014	4,055,135
VOYA INTERMEDIATE BOND I	2,692,992	2,645,255
CARRIER GLOBAL 2.2242 2/15/25	101,150	104,580
AT&T 4.35 3/1/29	65,668	68,484
ROPER TECH 1.75 2/15/31	47,483	49,283
PERKINELMER INC 2.250 9/15/31	109,632	98,876
SPRINT CAPITAL 8.75 3/15/32	94,490	95,512
PNC FINL SVCS GROUP 6.875 10/20/34	98,843	98,240
PIMCO MORTGAGE OPPORTUNITIES FD	538,212	531,315
CLIFFWATER CORP LNDNG I	3,000,000	2,955,473
FLAT ROCK ENHANCED INCOME FUND	2,000,000	2,000,923
STEPSTONE PRIVATE MARKETS I	3,021,655	2,995,731
AIR LEASE CORP FR 5.100 3/1/29	98,798	100,210
US BANCORP 5.775 6/12/29	95,293	97,146
ORACLE 6.150 11/9/29	100,189	99,644
STRYKER CORPORATION 1.950 6/15/30	56,070	55,884
REGENERON PHARMACEUTICALS 1750 9/15/30	69,441	70,743
BROADCOM INC SR NT 4.50 2/15/32	69,960	67,692
EASTMAN CHEM CO 5.750 3/8/33	10,310	10,186
KEYSIGHT TECHNOLOGIES 4.950 10/15/34	69,918	67,331
WASTE CONNECTIONS INC SR NT 5.000 3/1/34	108,719	107,355
CLIFFWATER CORP LNDG I	125,000	125,000
FLAT ROCK ENHANCED INCOME FD	125,000	125,000
STEPSTONE PRIVATE MARKETS CL I	75,000	75,014
VOYA INTERMEDIATE BOND I	769,100	768,012

- TIN:

TY 2024 InvestmentsCorpStockSchedule

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ALPHABET INC CL A	351,985	554,453
ALPHABET INC CL C	472,349	741,573
APPLE INC	9,552	33,306
BANK OF AMERICA	5,809	10,944
BERKSHIRE HATHAWAY INC CL B	542,841	753,351
CARMAX INC	7,280	10,138
EDWARDS LIFESCIENCES CORP	15,326	21,099
LOWES CO INC	5,331	10,119
MASTERCARD INC	18,262	45,812
MICROSOFT CORP	25,015	64,068
TJX COMPANIES INC	6,989	15,343
UNITED RENTALS INC	5,481	20,429
VISA INC CLASS A	20,456	46,142
CANADIAN NATL RAILWAY CO	9,043	9,136
NOMAD FOODS LTD	8,562	9,279
SUNCOR ENERGY INC	12,310	16,805
AMAZON COM INC	21,615	44,536
BOOKING HOLDINGS INC	8,622	24,842
KKR CO INC A	12,639	48,514
TAIWAN SEMICONDUCTOR	11,909	36,338
AGILENT TECHNOLOGIES	218,256	234,155
BA BEUTL GDMAN LRG CAP INST	7,565,000	8,037,228
BA BEUTL GDMAN LRG CAP INST	321,904	386,381
ANALOG DEVICES	7,503	12,748
BLACKSTONE GROUP CL A	1,596	7,242
CARRIER GLOBAL CORP	6,007	13,379
INTUIT INC	9,750	19,484
UNITEDHEALTH GROUP INC	25,072	34,904
ISHARES MSCI ACWI ETF	3,394,654	4,234,700
META PLATFORMS INC	14,752	48,012
T MOBILE US INC	8,593	14,789
ISHARES MSCI ACWI	207,690	250,745
LAZARD CL LIST INFRASTR INST	3,742,297	3,682,395
LAZARD CL LIST IFRASTR INST	221,180	209,443
ADOBE INC	277,652	260,582
ALIGN TECHNOLOGY	8,944	8,340
BAKER HUGHES COMPANY	9,064	12,716
ELEVANCE HEALTH INC	12,007	14,756
FISERV INC	14,172	24,449
ADOBE INC	11,176	12,896
AGILENT TECHNOLOGIES	9,075	11,688
ALIGN TECHNOLOGY	194,640	169,310
ALPHABET INC CL A	10,570	27,449
ALPHABET INC CL C	14,029	36,755
AMAZON COM INC	618,010	896,866
ANALOG DVICES INC	203,995	256,439
BANK OF AMERICA CORP	149,464	220,849
BERKSHIRE HATHAWAY INC CL B	18,828	37,622
BLACKSTONE GROUP INC CL A	75,846	146,557
BOOKING HOLDINGS INC	300,463	491,874
BRIGHT HORIZONS FAMILY SOLUTIONS	170,625	167,051
CARMAX INC	173,238	204,482
CARRIER GLOBAL CORPORATION	203,994	268,603
EDWARDS LABSCIENCES CORP	357,906	425,598
ELEVANCE HEALTH INC	322,023	299,547
FISERV INC	343,829	495,884
INTUIT INC	324,858	392,184
KKR CO INC A	533,931	977,537
LOWES CO INC	155,760	205,338
MASTERCARD INC	607,790	918,865
META PLATFORMS INC	589,057	964,920
MICROSOFT CORP COM	910,017	1,290,633
TJX COMPANIES INC	217,270	308,670
UNITED RENTALS INC COM	289,116	414,915
UNITEDHEALTH GROUP INC	617,624	699,099
VISA INC CLASS A	626,441	931,370
CANADIAN NATL RAILWAY CO	200,988	184,545
NOMAD FOODS LTD	188,937	186,896
SUNCOR ENERGY INC	315,823	339,424
TAIWAN SEMICONDUCTOR	426,408	731,305
FIRST CTZNS BANCSHARES INC CL A	296,735	450,073
T MOBILE US INC	216,709	295,999
ARTISAN INTL VALUE FUND INS	982,413	1,129,307
DIMENSIONAL ETF TR	5,225,209	5,716,302
ULTIMUS MANAGE WESTWOOD SA MLP	1,356,353	1,817,992
FIRST CTZNS BANCSHARES CL A	9,857	23,243
PROGRESSIVE CORP	231,292	320,119
UBER TECHNOLOGIES	209,325	208,466
FERGUSON PLC NEW SHARES	281,176	259,314
ARTISAN INTL VALUE FUND INS	173,519	197,416
DIMENSIONAL ETF TR	218,440	251,209
ULTIMUS MANAGE WESTWOOD SA MLP	56,094	82,467
PROGRESSIVE CORP	7,884	15,814
UBER TECHNOLOGIES INC	8,138	10,375
FERGUSON PLC NEW SHARES	12,041	12,844
BRIGHT HORIZONS FAMILY SOLU	7,593	8,314
CASCADE PRIVATE CAPITAL I	2,000,000	1,978,923
AMERICAN INTERNATIONAL GROUP	296,265	304,595
APPLE INC COM	380,698	672,378
AUTODESK INC	265,285	341,974
BAKER HUGHES COMPANY	208,276	257,031
DANAHER CORP	203,941	193,740
GE AEROSPACE	160,312	224,166
ILLUMINA INC	193,657	184,810
KLA CORP NEW	165,665	166,982
WORKDAY INC	184,242	187,072
AMER SPORTS INC	206,572	414,451
CASCADE PRIVATE CAPITAL I	75,000	75,581
AMERICAN INTERNATIONAL GROUP	14,349	15,070
AUTODESK	12,508	16,847
DANAHER CORP	9,712	9,641
GE AEROSPACE	5,831	11,008
ILLUMINA INC	9,701	9,220
KLA CORP	8,126	8,192
WORKDAY INC	9,142	9,289
AMER SPORTS INC	10,369	20,579

- TIN:

TY 2024 InvestmentsGovtObligationsSch

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

US Government Securities - End of Year Book Value:

2,957,031

US Government Securities - End of Year Fair Market Value:

2,617,937

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

36,454

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

35,765

- TIN:

TY 2024 InvestmentsOtherSchedule2

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
VIKING LONG FUND	AT COST	200,000	269,334
AG TWIN BROOK CAPITAL INCOME FUND	AT COST	5,236,301	5,224,076
BROWN ADVISORY GLOBAL FOCUS	AT COST	4,000,000	4,000,000
DARLINGTON PARTNERS SERIES 2	AT COST	4,000,000	4,869,913
AG TWIN BROOK CAPITAL INCOME FUND	AT COST	209,452	208,963
DARLINGTON PARTNERS SERIES 2	AT COST	135,000	164,360
LEXINGTON PARTNERS	AT COST	43,138	43,138
ENERGY CAP MEZZANINE	AT COST	24,735	24,735
CRESCENT MEZZANINE PARTNERS VII	AT COST	127,881	116,502
VIKING LONG FUND	AT COST	2,850,000	4,083,443
DRA GROWTH & INCOME FUND IX	AT COST	248,384	154,829
YUKON CAPITAL PARTNERS III	AT COST	68,808	143,664
HILLHOUSE CHINA VAL FD-SRS 1	AT COST	14,762	14,762
HILLHOUSE CHINA VAL FD-SRS 1	AT COST	616	616
ELLIOTT INTERNATIONAL LIMITED	AT COST	1,500,000	1,500,000
THE CHILDRENS INVESTMENT FUND	AT COST	5,000,000	5,480,500
VIKING GLOBAL OPPORTUNITIES FUND	AT COST	3,000,000	3,069,334

- TIN:

TY 2024 OtherExpensesSchedule

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
OFFICE EXPENSES	10,025			10,025

- TIN:

TY 2024 OtherIncomeSchedule2

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
INVESTMENT PARTNERSHIPS	44,001	44,001

- TIN:

TY 2024 OtherProfessionalFeesSchedule

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ADMINISTRATIVE SERVICE FEES	37,500	0	0	37,500
INVESTMENT MANAGEMENT FEES	293,164	293,164	0	0

- TIN:

TY 2024 TaxesSchedule

Name:

THE W DUKE KIMBRELL FAMILY FOUNDATION

CO JULIA B SINGH

EIN:

20-3390787

Software ID:

24020490

Software Version:

2024v5.2

Category	Amount	Net Investment Income	Disbursements for Charitable Purposes
FEDERAL INCOME TAX	40,000
FOREIGN INCOME TAX	16,012	16,012
PAYROLL TAXES	9,127		9,127