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 OAKFISH FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 323
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
PRIOR LAKE, MN55372

A Employer identification number

47-2316423

B Telephone number (see instructions)

(952) 226-5526

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

$4,392,778J 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...	148,461		167,090
5a	Gross rents............			13
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		-15,109
b	Gross sales price for all assets on line 6a 759,364
7	Capital gain net income (from Part IV, line 2)...			64,079
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	105,835	8,299
12	Total. Add lines 1 through 11........	239,187		239,481
13	Compensation of officers, directors, trustees, etc.	0		0	0
14	Other employee salaries and wages......	2,115		0	2,115
15	Pension plans, employee benefits.......	609		0	609
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	15,547	7,774	7,773
c	Other professional fees (attach schedule)....	List of Attached Documents: // Content	11,162	11,162	0
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	7,242	777	0
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	850	26,970	850
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	37,525		46,683	11,347
25	Contributions, gifts, grants paid.......	175,500			175,500
26	Total expenses and disbursements. Add lines 24 and 25	213,025		46,683	186,847
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	26,162
b	Net investment income (if negative, enter -0-)			192,798
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

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

Form 990-PF (2024)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............
	2	Savings and temporary cash investments.........	524,602	206,892	206,892
	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)	0	List of Attached Documents: // Content 46,247	46,247
	b	Investments—corporate stock (attach schedule).......	1,048,717	List of Attached Documents: // Content 1,814,616	1,814,616
	c	Investments—corporate bonds (attach schedule).......	796,886	List of Attached Documents: // Content 521,934	521,934
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........	2,260,207	List of Attached Documents: // Content 1,803,089	1,803,089
	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)	4,630,412	4,392,778	4,392,778
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........	0	0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........	4,630,412	4,392,778
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds
	29	Total net assets or fund balances (see instructions).....	4,630,412	4,392,778
	30	Total liabilities and net assets/fund balances (see instructions).	4,630,412	4,392,778

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

4,630,412

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

26,162

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

List of Attached Documents:

// Content

384,910

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

5,041,484

Decreases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

648,706

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

4,392,778

Form 990-PF (2024)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	PUBLICLY TRADED SECURITIES
b	PARTNERSHIP CAPITAL GAINS
c
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	759,364	774,473	-15,109
b			79,188
c
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			-15,109
b			79,188
c
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	64,079
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	2,680
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2	0
3	Add lines 1 and 2...........................	3	2,680
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4	0
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	2,680
6	Credits/Payments:

a	2024 estimated tax payments and 2023 overpayment credited to 2024	6a	5,000
b	Exempt foreign organizations—tax withheld at source......	6b	0
c	Tax paid with application for extension of time to file (Form 8868)...	6c	0
d	Backup withholding erroneously withheld ..........	6d	0

7	Total credits and payments. Add lines 6a through 6d..............		7	5,000
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8	72
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	2,248
11	Enter the amount of line 10 to be: Credited to 2025 estimated tax2,248	Refunded	11	0

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

$ 0(2) On foundation managers. right arrow

$ 0

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

on foundation managers. right arrow

$ 0

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

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

Yes

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

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

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

Yes

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

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

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

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

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

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

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

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

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

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

Yes

Website address right arrow

N/A

The books are in care of right arrow

LISA A PROVOST Telephone no. right arrow

(952) 226-5526

Located at right arrow

PO BOX 323PRIOR LAKEMN ZIP+4 right arrow

55372

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)

Yes

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

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

1a(5)

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

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

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

1a(6)

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

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

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

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

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

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

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

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

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

If "Yes," list the years right arrow

20, 20, 20, 20

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

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

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

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

20, 20, 20, 20

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

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

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

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

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

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

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

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

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

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

Form 990-PF (2024)

Page 6

Part VI-B

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

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

Yes

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

5a(1)

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

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

5a(2)

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

5a(3)

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

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

5a(4)

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

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

5a(5)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Part VII

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

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

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
BRIAN E PROVOST	TRUSTEE 5.00	0	0	0
5810 150TH STREET SE PRIOR LAKE,MN55372	TRUSTEE 5.00	0	0	0
LISA A PROVOST	TRUSTEE 5.00	0	0	0
5810 150TH STREET SE PRIOR LAKE,MN55372	TRUSTEE 5.00	0	0	0

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


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









Total number of other employees paid over $50,000...................				0

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

3,721,934

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

468,879

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

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

4,190,813

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

4,190,813

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

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

62,862

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

4,127,951

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

206,398

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

206,398

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

2,680

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

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

2,680

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

203,718

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

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

203,718

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

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

203,718

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 ..........

186,847

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. .......

186,847

Form 990-PF (2024)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(b) Years prior to 2023	(c) 2023	(d) 2024
1 Distributable amount for 2024 from Part X, line 7					203,718
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only.......				0
b Total for prior years:20 , 20, 20			0
3 Excess distributions carryover, if any, to 2024:
a From 2019......
b From 2020......
c From 2021......	11,758
d From 2022......	155,446
e From 2023......	271,788
f Total of lines 3a through e ........		438,992
4Qualifying distributions for 2024 from Part
XI, line 4: $ 186,847
a Applied to 2023, but not more than line 2a				0
b Applied to undistributed income of prior years (Election required—see instructions).....			0
c Treated as distributions out of corpus (Election required—see instructions)........		0
d Applied to 2024 distributable amount.....					186,847
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2024.		16,871			16,871
(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		422,121
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........			0
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......			0
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........			0
e Undistributed income for 2023. Subtract line 4a from line 2a. Taxable amount—see instructions .............				0
f Undistributed income for 2024. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2025 ..........					0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......		0
8 Excess distributions carryover from 2019 not applied on line 5 or line 7 (see instructions) ...		0
9 Excess distributions carryover to 2025. Subtract lines 7 and 8 from line 6a ......		422,121
10 Analysis of line 9:
a Excess from 2020....
b Excess from 2021....
c Excess from 2022....	150,333
d Excess from 2023....	271,788
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).)

BRIAN E PROVOST

LISA A PROVOST

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
BETHEL UNIVERSITY 3900 BETHEL DRIVE ST PAUL,MN55112	NONE	PC	ANNIVERSARY PLEDGE FOR UNIVERSITY GROWTH, WOMEN'S SOCCER PROGRAM, AND MEN'S HOCKEY PROGRAM	3,900
BRIDGES TO BASICS 801 TRANSFER RD UNIT A01 ST PAUL,MN55114	NONE	PC	TO SUPPORT A PROGRAM PROVIDING HYGIENE PRODUCTS	5,000
HOPE ACADEMY 2300 CHICAGO AVE MINNEAPOLIS,MN55404	NONE	PC	SCHOLARSHIPS	51,350
LIFT UP 41 10TH AVE N HOPKINS,MN55343	NONE	PC	LIFT UP LOCAL PROGRAM	62,000
MN ADULT & TEEN CHALLENGE 740 E 24TH STREET MINNEAPOLIS,MN55404	NONE	PC	SPONSORSHIP AND TO HELP FUND A NEW CENTER	27,520
MY VERY OWN BED 34 13TH AVE NE 106 MINNEAPOLIS,MN55413	NONE	PC	TO FUND THE DREAM KITS NECESSARY FOR ONE OF THE ORGANIZATION'S PROGRAMS	6,000
NEW HORIZONS FOUNDATION 731 CHAPEL HILLS DR COLORADO SPRINGS,CO80920	NONE	PC	TO SUPPORT A SCHOOL WITH SCHOLARSHIPS AND SCHOOL SUPPLIES	5,000
NORTHRIDGE FELLOWSHIP CHURCH 12522 MAIN ST ROGERS,MN55374	NONE	PC	TO HELP FUND A MISSION TRIP	1,400
QUINCY HOUSE 5288 QUINCY STREET MOUNDS VIEW,MN55112	NONE	NC	PROGRAM SUPPORT	5,000
THE BANYAN FOUNDATION 2647 BLOOMINGTON AVENUE SOUTH SUITE 300 MINNEAPOLIS,MN55407	NONE	PC	HIGHER GROUND SCHOLARSHIP	8,330
Total ................................. 3a				175,500

bApproved for future payment

Total ................................. 3b				0

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	148,461
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 .....			14	105,835
8 Gain or (loss) from sales of assets other than inventory ............			18	-15,109
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e) ..		0		239,187	0

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

239,187

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

Part XV-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2024)

Page 13

Part XVI

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

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

Yes

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If "Yes," complete the following schedule.

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

Sign Here

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

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

Form 990-PF (2024)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2024 AccountingFeesSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	15,547	7,774		7,773

- TIN:

TY 2024 InvestmentsCorpBondsSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Name of Bond	End of Year Book Value	End of Year Fair Market Value
GLOBAL PAYMENTS INC NTS	13,085	13,085
DOLLAR TREE INC NTS B/E	2,003	2,003
AMERICAN TOWER CORP B/E	11,984	11,984
REYNOLDS AMERN INC B/E	11,995	11,995
DISCOVERY COMM LLC NTS	4,978	4,978
MICROCHIP TECHNOLOGY INC	16,160	16,160
MOLSON COORS BREWING CO	12,843	12,843
ENTERPRISE PRODUCTS OPER	28,612	28,612
BROADCOM CORP NTS B/E	15,035	15,035
NATIONAL RURAL UTILITIES	28,632	28,632
ELI LILLY & CO NTS	28,561	28,561
AT&T INC NTS B/E	13,937	13,937
AECOM NTS B/E	5,027	5,027
KRAFT HEINZ FOODS CO NTS	11,815	11,815
UNITED RENTALS NORTH AM	7,103	7,103
CARLISLE COS INC NTS B/E RATE 03.750%	5,859	5,859
UNITED RENTALS NORTH AM RATE 04.500%	1,991	1,991
MOTOROLA SOLUTIONS INC	10,072	10,072
TEGNA INC NTS B/E	7,669	7,669
DISCOVERY COMM INC NTS RATE 03.950%	7,664	7,664
CDW LLC/CDW FIN CORP	6,857	6,857
DOLLAR TREE INC B/E RATE 04.200%	9,778	9,778
BLOCK FINANCIAL NTS B/E 2.5%	11,974	11,974
HCA INC NTS B/E	12,384	12,384
WABTEC B/E	7,029	7,029
WILLIS GROUP N AMER B/E	1,991	1,991
ALTRIA GROUP INC B/E	13,086	13,086
CDW LLC/CDW FINA CORP RATE 03.250%	7,468	7,468
CANADIAN IMPERIAL BANK	18,361	18,361
SVC CORP INTL NTS B/E	11,661	11,661
L BRANDS INC NTS B/E	5,170	5,170
OLIN CORP B/E	13,940	13,940
WILLIS NORTH AMER INC	10,100	10,100
QORVO INC NTS B/E	13,259	13,259
EXPEDIA GROUP INC B/E	12,144	12,144
WELLS FARGO & CO	14,516	14,516
MORGAN STANLEY	28,816	28,816
ORACLE CORP	9,625	9,625
COMCAST CORP	13,690	13,690
LOWE'S COS INC	6,124	6,124
FISERV INC NTS	11,420	11,420
DUKE ENERGY FLORIDA LLC	27,267	27,267
THERMO FISHER SCIENTIFIC	10,249	10,249

- TIN:

TY 2024 InvestmentsCorpStockSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ABBOTT LABS	3,958	3,958
ACUSHNET HLDGS CORP	10,804	10,804
ADOBE INC. (DELAWARE)	6,226	6,226
ADVANCED MICRO DEVICES INC	6,040	6,040
AGCO CORP	12,900	12,900
AGREE REALTY CORP	8,736	8,736
AIR LEASE CORP CL A	2,218	2,218
ALLIANT ENERGY CORP	6,151	6,151
ALPHABET INC CL A	44,675	44,675
AMAZON.COM INC	61,868	61,868
AMDOCS LTD GBP	8,003	8,003
AMERICAN TOWER CORP REIT	4,769	4,769
AMERIPRISE FINANCIAL INC	4,792	4,792
AMKOR TECHNOLOGY INC	6,294	6,294
APPLE INC	35,059	35,059
APPLIED MATERIALS INC	26,346	26,346
ASML HLDG NV SPON ADR	6,238	6,238
ASSURED GUARANTY LTD	8,011	8,011
AVERY DENNISON CORP	6,924	6,924
BERKSHIRE HATHAWAY INC NEW CL B	31,276	31,276
BOSTON SCIENTIFIC CORP	6,342	6,342
BROADCOM INC	24,111	24,111
BRUNSWICK CORP	7,179	7,179
BXP INC	4,462	4,462
CAMDEN PPTY TR SBI	5,338	5,338
CAPITAL ONE FINCL CORE	30,314	30,314
CHIPOTLE MEXICAN GRILL INC CL A	6,874	6,874
CHUBB LTD CHF	8,565	8,565
COMFORT SYSTEMS USA INC	5,513	5,513
CONCENTRA GROUP HOLDINGS	4,253	4,253
CONMED CORP	3,970	3,970
CONOCOPHILLIPS	4,859	4,859
COUSINS PROPERTIES INC	6,005	6,005
CRANE CO	5,311	5,311
CULLEN FROST BANKERS INC	10,874	10,874
CVS HEALTH CORP	15,891	15,891
DARLING INTL INC	2,560	2,560
DIAMONDBACK ENERGY INC	1,474	1,474
DONALDSON CO INC	3,839	3,839
EAST WEST BANCORP INC	13,502	13,502
EASTGROUP PROPERTIES INC (MARYLAND CORP)	5,296	5,296
ENERGIZER HLDGS INC	2,233	2,233
EQUITABLE HLDGS INC	10,566	10,566
ESSENTIAL PPTYS RLTY TR INC REIT	6,725	6,725
F&G ANNUITIES & LIFE INC	539	539
FEDERAL AGRICULTURAL MTG CORP CL C NON VTG	7,878	7,878
FIDELITY NATIONAL FINANCIAL IN COM	8,926	8,926
FOUR CORNERS PPTY TRUST REIT	4,288	4,288
HAMILTON LANE INC CL A	7,254	7,254
HF SINCLAIR CORP	3,926	3,926
HUBBELL INC	8,378	8,378
HUMANA INC	16,999	16,999
HUNTINGTON INGALLS INDS INC	2,268	2,268
HUNTSMAN CORP	3,011	3,011
HYATT HOTELS CORP CL A	7,378	7,378
IAC INC	3,796	3,796
IDACORP INC (HOLDING COMPANY)	5,573	5,573
INGREDION INC COM	10,179	10,179
INTERPUBLIC GROUP OF COS INC	3,054	3,054
INTUIT	6,285	6,285
INTUITIVE SURGICAL INC	7,307	7,307
JEFFERIES FINL GROUP INC	12,309	12,309
KINSALE CAP GROUP INC	1,861	1,861
LCI INDUSTRIES	7,031	7,031
LEIDOS HLDGS INC	8,500	8,500
LILLY ELI & CO	13,896	13,896
LINCOLN ELEC HOLDINGS NEW	5,999	5,999
LITTELFUSE INC	5,891	5,891
LKQ CORP NEW	5,402	5,402
MAGNOLIA OIL & GAS CORP CL A	3,904	3,904
MARKEL GROUP INC	12,084	12,084
MASTERCARD INC CL A	11,058	11,058
META PLATFORMS INC CL A	59,722	59,722
MGM RESORTS INTL	23,701	23,701
MICROSOFT CORP	61,961	61,961
MKS INSTRUMENTS INC	9,291	9,291
MSA SAFETY INC COM	6,631	6,631
NISOURCE INC	8,161	8,161
NORDSON CORP	5,440	5,440
NRG ENERGY INC NEW	3,158	3,158
NVENT ELEC PLC	8,179	8,179
NVIDIA CORP	37,601	37,601
O REILLY AUTOMOTIVE INC	5,929	5,929
ORACLE CORP	8,165	8,165
OWENS CORNING NEW	14,988	14,988
PACKAGING CORP OF AMERICA	9,906	9,906
PALO ALTO NETWORKS INC	6,187	6,187
PARKER HANNIFIN CORP	5,724	5,724
PERMIAN RES CORP CL A	5,464	5,464
PROGRESSIVE CORP OHIO	7,428	7,428
QUEST DIAGNOSTICS INC	16,745	16,745
RAYMOND JAMES FINANCIAL CORP	8,232	8,232
REGENCY CENTERS CORP	2,883	2,883
RELIANCE INC	4,308	4,308
RPM INTL INC (DELA)	6,891	6,891
S&P GLOBAL INC	3,486	3,486
SALESFORCE, INC.	8,693	8,693
SELECT MEDICAL HOLDINGS CORP	4,467	4,467
SERVISFIRST BANCSHARES INC	9,067	9,067
SHERWIN WILLIAMS CO	6,459	6,459
SNAP ON INC	8,487	8,487
SOLVENTUM CORP COM	9,381	9,381
STERIS PLC	7,606	7,606
TARGA RESOURCES CORP	10,889	10,889
TECK RESOURCES LTD CL B ORD CAD	11,916	11,916
TERRENO RLTY CORP SBI	4,317	4,317
TEXAS INSTRUMENTS	17,626	17,626
THE CIGNA GROUP $0.04	12,150	12,150
THERMO FISHER SCIENTIFIC INC	4,162	4,162
TIMKEN CO	5,424	5,424
TJX COS INC NEW	9,544	9,544
TRANSDIGM GROUP INC	5,069	5,069
TYSON FOODS INC CL A	5,801	5,801
UNION PACIFIC CORP	4,561	4,561
UNITEDHEALTH GROUP INC	6,070	6,070
US BANCORP DEL (NEW)	16,406	16,406
VIATRIS INC	22,808	22,808
VISA INC CL A	14,222	14,222
WD-40 CO (DEL)	1,456	1,456
WELLS FARGO & CO NEW	18,895	18,895
WILLIAMS SONOMA INC	13,889	13,889
WINTRUST FINANCIAL CORP	9,977	9,977
VANGUARD RUSSELL 1000 ETF	542,775	542,775

- TIN:

TY 2024 InvestmentsGovtObligationsSch

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

US Government Securities - End of Year Book Value:

46,247

US Government Securities - End of Year Fair Market Value:

46,247

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

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

- TIN:

TY 2024 InvestmentsOtherSchedule2

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
AG ENERGY CREDIT OPPOR	FMV	1,876	1,876
A&Q MULTI-STRATEGY	FMV	397,152	397,152
AG SUPERFUND INTL LTD	FMV	592,414	592,414
ALPHAKEYS RENAI INSTL	FMV	811,647	811,647

- TIN:

TY 2024 OtherDecreasesSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Description	Amount
PRIOR PERIOD ADJUSTMENT	648,706

- TIN:

TY 2024 OtherExpensesSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
PARTNERSHIP EXPENSES	0	26,970		0
MISCELLANEOUS	850	0		850

- TIN:

TY 2024 OtherIncomeSchedule2

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
PASS TROUGH INVESTMENT INCOME	105,835	8,299	105,835

- TIN:

TY 2024 OtherIncreasesSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Description	Amount
UNREALIZED GAIN(LOSS) ON INVESTMENTS	384,910

- TIN:

TY 2024 OtherProfessionalFeesSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT FEES	11,162	11,162		0

- TIN:

TY 2024 TaxesSchedule

Name:

THE OAKFISH FOUNDATION

EIN:

47-2316423

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
FOREIGN TAXES	48	777		0
EXCISE TAXES	7,194	0		0