Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
right arrowDo not enter social security numbers on this form as it may be made public.
right arrowGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0047
2024
Open to Public Inspection
For calendar year 2024, or tax year beginning 01-01-2024 , and ending 12-31-2024
Name of foundation
KAPHAN FOUNDATION
 
Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 18801
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
SEATTLE, WA981180801
A Employer identification number

65-1211107
B Telephone number (see instructions)

(206) 691-9864
C right arrow
G Check all that apply:

D 1. Foreign organizations, check here............. right arrow
2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow
E right arrow
H Check type of organization:
F right arrow
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)right arrow$478,679,931J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 3,050,477
2 Check right arrow.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 1,451,878 1,424,285  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 599,389
b Gross sales price for all assets on line 6a 5,779,378
7 Capital gain net income (from Part IV, line 2)... 891,089
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)....... Click to see attachment
List of Attached Documents:
// Content
632,244 632,244  
12 Total. Add lines 1 through 11........ 5,733,988 2,947,618  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 12,233 0   12,233
14 Other employee salaries and wages...... 361,154 0   361,154
15 Pension plans, employee benefits....... 78,076 0   78,076
16a Legal fees (attach schedule)......... Click to see attachment
List of Attached Documents:
// Content
3,451 1,726   1,725
b Accounting fees (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
40,913 20,456   20,457
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
222,460 143,809   78,651
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
49,502 23,582   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 13,819 0   13,819
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
359,388 27,783   266,505
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,140,996 217,356   832,620
25 Contributions, gifts, grants paid....... 22,932,455 22,932,455
26 Total expenses and disbursements. Add lines 24 and 25 24,073,451 217,356   23,765,075
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -18,339,463
b Net investment income (if negative, enter -0-) 2,730,262
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 Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.) 		Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing.............      
2 Savings and temporary cash investments......... 1,014,234 258,894 258,894
3 Accounts receivable right arrow  
Less: allowance for doubtful accounts right arrow        
4 Pledges receivable right arrow  
Less: allowance for doubtful accounts right arrow        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) right arrow  
Less: allowance for doubtful accounts right arrow        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........      
10a Investments—U.S. and state government obligations (attach schedule) 3,627,250 Click to see attachment
List of Attached Documents:
// Content
3,257,175 		3,226,711
b Investments—corporate stock (attach schedule)....... 128,559,662 Click to see attachment
List of Attached Documents:
// Content
131,089,616 		468,443,189
c Investments—corporate bonds (attach schedule)....... 2,422,297 Click to see attachment
List of Attached Documents:
// Content
2,170,920 		2,033,932
11 Investments—land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 2,168,495 Click to see attachment
List of Attached Documents:
// Content
3,370,366 		3,465,504
14 Land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
15 Other assets (describe right arrow) Click to see attachment
List of Attached Documents:
// Content
1,206,523 		Click to see attachment
List of Attached Documents:
// Content
1,251,701 		Click to see attachment
List of Attached Documents:
// Content
1,251,701
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 138,998,461 141,398,672 478,679,931
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe right arrow) Click to see attachment
List of Attached Documents:
// Content
4,786 		Click to see attachment
List of Attached Documents:
// Content
753
23 Total liabilities (add lines 17 through 22)......... 4,786 753
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here right arrow
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here right arrow
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........ 138,993,675 141,397,919
27 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
28 Retained earnings, accumulated income, endowment, or other funds 0 0
29 Total net assets or fund balances (see instructions)..... 138,993,675 141,397,919
30 Total liabilities and net assets/fund balances (see instructions). 138,998,461 141,398,672
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
138,993,675
2
Enter amount from Part I, line 27a .....................
2
-18,339,463
3
Other increases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
3
20,743,707
4
Add lines 1, 2, and 3 ..........................
4
141,397,919
5
Decreases not included in line 2 (itemize) right arrow
5
0
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
141,397,919
Form 990-PF (2024)
Form 990-PF (2024)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)		 (b)
How acquired
P—Purchase
D—Donation 		(c)
Date acquired
(mo., day, yr.) 		(d)
Date sold
(mo., day, yr.)
1 a ALPHA ACCESS SERIES LP - PRIVATE EQUITY ACCESS - SECONDARIES FUND I P   2024-12-31
b HIGHVISTA INTERNATIONAL PARTNERS II P   2024-12-31
c HIGHVISTA PRIVATE EQUITY IV P   2024-12-31
d HIGHVISTA VENTURE CAPITAL VII P   2024-12-31
e PUBLICLY TRADED SECURITIES      
PUBLICLY TRADED SECURITIES      
PUBLICLY TRADED SECURITIES      
PUBLICLY TRADED SECURITIES      
PUBLICLY TRADED SECURITIES      
PUBLICLY TRADED SECURITIES      
TOWNSEND REAL ESTATE ALPHA FUND III, LP P   2024-12-31
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 22,061     22,061
b 4,790   2,747 2,043
c 63,450   50,714 12,736
d 17,299   4,654 12,645
e 217,184   194,342 22,842
2,641,762   2,407,967 233,795
623,647   28,547 595,100
160,765   155,440 5,325
2,003,678   2,043,878 -40,200
249     249
24,493     24,493
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       22,061
b       2,043
c       12,736
d       12,645
e       22,842
      233,795
      595,100
      5,325
      -40,200
      249
      24,493
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 891,089
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ................... 		Bracket 3  
Part V
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here right arrow and enter “N/A" on line 1. Bracket for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions) 1 37,951
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 37,951
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 37,951
6 Credits/Payments:
a 2024 estimated tax payments and 2023 overpayment credited to 2024 6a 42,449
b Exempt foreign organizations—tax withheld at source...... 6b 0
c Tax paid with application for extension of time to file (Form 8868)... 6c 30,000
d Backup withholding erroneously withheld .......... 6d 0
7 Total credits and payments. Add lines 6a through 6d.............. 7 72,449
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. Click to see attachment
List of Attached Documents:
// Content
8 0
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......right arrow 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10 34,498
11 Enter the amount of line 10 to be: Credited to 2025 estimated taxright arrow34,498 Refundedright arrow 11 0
Form 990-PF (2024)
Form 990-PF (2024)
Page 4
Part VI-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. right arrow$ 0(2) On foundation managers.right arrow$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?.........
4a
Yes
 
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
Yes
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
round bullet By language in the governing instrument, or
round bullet By state legislation that effectively amends the governing instrument so that no mandatory directions
that conflict with the state law remain in the governing instrument? ................
6
Yes
 
7
Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
and Part XIV..................................
7
Yes
 
8a
Enter the states to which the foundation reports or with which it is registered (see instructions)
right arrowWA
b
If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
8b
Yes
 
9
Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
or 4942(j)(5) for calendar year 2024 or the taxable year beginning in 2024? See the instructions for Part XIII.
If "Yes," complete Part XIII .............................
9
 
No
10
Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
and addresses. ...............................
10
 
No
11
At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
11
 
No
12
Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
advisory privileges? If "Yes," attach statement. See instructions.................
12
 
No
13
Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
13
Yes
 
Website addressright arrowN/A
14
The books are in care ofright arrowEIDE BAILLY LLP Telephone no.right arrow (206) 285-7242

Located atright arrow200 W MERCER ST SUITE E300SEATTLEWA ZIP+4right arrow981193995
15
Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........right arrow
and enter the amount of tax-exempt interest received or accrued during the year ........right arrow
15
 
16 At any time during calendar year 2024, did the foundation have an interest in or a signature or other authority over YesNo
a bank, securities, or other financial account in a foreign country? .................
16   No
See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country right arrow
Form 990-PF (2024)
Form 990-PF (2024)
Page 5
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required
File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
Yes
No
1a
During the year did the foundation (either directly or indirectly):
(1) Engage in the sale or exchange, or leasing of property with a disqualified person? ...........
1a(1)
 
No
(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
a disqualified person? ..............................
1a(2)
 
No
(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........
1a(3)
 
No
(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............
1a(4)
Yes
 
(5) Transfer any income or assets to a disqualified person (or make any of either available
for the benefit or use of a disqualified person)? ......................
1a(5)
 
No
(6) Agree to pay money or property to a government official? (Exception. Check "No"
if the foundation agreed to make a grant to or to employ the official for a period
after termination of government service, if terminating within 90 days.) ...............
1a(6)
 
No
b
If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........
1b
 
No
c
Organizations relying on a current notice regarding disaster assistance check here ........right arrow
d
Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
that were not corrected before the first day of the tax year beginning in 2024? .............
1d
 
No
2
Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
a
At the end of tax year 2024, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2024?....................
2a
 
No
If "Yes," list the years right arrow20, 20, 20, 20
b
Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
to all years listed, answer "No" and attach statement—see instructions.) ..............
2b
 
 
c
If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
right arrow20, 20, 20, 20
3a
Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
any time during the year? ..............................
3a
 
No
b
If "Yes," did it have excess business holdings in 2024 as a result of (1) any purchase by the foundation
or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
if the foundation had excess business holdings in 2024.) .....................
3b
 
 
4a
Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
4a
 
No
b
Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2024? ..
4b
 
No
Form 990-PF (2024)
Form 990-PF (2024)
Page 6
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required (continued)
5a
During the year did the foundation pay or incur any amount to:
Yes
No
(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........
5a(1)
 
No
(2) Influence the outcome of any specific public election (see section 4955); or to carry
on, directly or indirectly, any voter registration drive? ....................
5a(2)
 
No
(3) Provide a grant to an individual for travel, study, or other similar purposes? .............
5a(3)
 
No
(4) Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions ........................
5a(4)
Yes
 
(5) Provide for any purpose other than religious, charitable, scientific, literary, or
educational purposes, or for the prevention of cruelty to children or animals? .............
5a(5)
 
No
b
If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........
5b
 
No
c
Organizations relying on a current notice regarding disaster assistance check .........right arrow
d
If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
tax because it maintained expenditure responsibility for the grant? .................
5d
Yes
 
If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment
List of Attached Documents:
// Content
6a
Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
a personal benefit contract? .............................
6a
 
No
b
Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
6b
 
No
If "Yes" to 6b, file Form 8870.
7a
At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
7a
 
No
b
If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....
7b
 
 
8
Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
excess parachute payment during the year? .........................
8
 
No
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors
1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
(a) Name and address (b) Title, and average
hours per week
devoted to position 		(c) Compensation
 (If not paid, enter
-0-) 		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
other allowances
SHELDON J KAPHAN PRESIDENT, TREASURER
20.00 		0 0 0
PO BOX 18801
SEATTLE,WA98118
ERICA LOCKE VICE PRESIDENT, SECRETARY
20.00 		12,233 0 11,742
PO BOX 18801
SEATTLE,WA98118
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
SARAH MEYER CO-EXECUTIVE DIRECTO
40.00 		208,247 30,500 2,634
PO BOX 18801
SEATTLE,WA98118
MARTIN COLLIER CO-EXECUTIVE DIRECTO
20.00 		120,520 0 360
PO BOX 18801
SEATTLE,WA98118
Total number of other employees paid over $50,000...................right arrow 0
Form 990-PF (2024)
Form 990-PF (2024)
Page 7
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)
3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
CORIENT PARTNERS LLC FKA CIPW HOLDINGS INVESTMENT MANAGEMENT 138,075
2 S BISCAYNE BLVD SUITE 3200
MIAMI,FL33131
Total number of others receiving over $50,000 for professional services.............right arrow0
Part VIII-A
Summary of Direct Charitable Activities
List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
1  
2  
3  
4  
Part VIII-B
Summary of Program-Related Investments (see instructions)
Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
1 LIMITED RECOURSE LOAN TO GLOBAL PARTNERSHIPS TO ENABLETHE LAUNCH OF SOCIAL INVESTMENT FUND 6.0, WHICH WORKS TOEXPAND OPPORTUNITY FOR PEOPLE LIVING IN POVERTY 35,178
2 \LIMITED RECOURSE LOAN TO GLOBAL PARTNERSHIPS TO ENABLETHE LAUNCH OF SOCIAL INVESTMENT FUND 10.0, WHICH WORKS TOEXPAND OPPORTUNITY FOR PEOPLE LIVING IN POVERTY 10,000
All other program-related investments. See instructions.
3  
Total. Add lines 1 through 3.........................right arrow45,178
Form 990-PF (2024)
Form 990-PF (2024)
Page 8
Part IX
Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
1
Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
purposes:
a
Average monthly fair market value of securities...................
1a
408,137,764
b
Average of monthly cash balances.......................
1b
749,431
c
Fair market value of all other assets (see instructions)................
1c
2,538,173
d
Total (add lines 1a, b, and c).........................
1d
411,425,368
e
Reduction claimed for blockage or other factors reported on lines 1a and
1c (attach detailed explanation) .............
1e
0
2
Acquisition indebtedness applicable to line 1 assets..................
2
0
3
Subtract line 2 from line 1d.........................
3
411,425,368
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
6,171,381
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
405,253,987
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
20,262,699
Part X
Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
1
Minimum investment return from Part IX, line 6..................
1
20,262,699
2a
Tax on investment income for 2024 from Part V, line 5 .......
2a
37,951
b
Income tax for 2024. (This does not include the tax from Part V.) ...
2b
153
c
Add lines 2a and 2b............................
2c
38,104
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
20,224,595
4
Recoveries of amounts treated as qualifying distributions................
4
0
5
Add lines 3 and 4............................
5
20,224,595
6
Deduction from distributable amount (see instructions).................
6
0
7
Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
7
20,224,595
Part XI
Qualifying Distributions (see instructions)
1
Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
a
Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
1a
23,765,075
b
Program-related investments—total from Part VIII-B..................
1b
45,178
2
Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
purposes...............................
2
 
3
Amounts set aside for specific charitable projects that satisfy the:
a
Suitability test (prior IRS approval required)....................
3a
 
b
Cash distribution test (attach the required schedule) .................
3b
 
4
Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4. .......
4
23,810,253
Form 990-PF (2024)
Form 990-PF (2024)
Page 9
Part XII
Undistributed Income (see instructions)
(a)
Corpus 		(b)
Years prior to 2023 		(c)
2023 		(d)
2024
1 Distributable amount for 2024 from Part X, line 7 20,224,595
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only....... 8,262,751
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......  
d From 2022......  
e From 2023......  
f Total of lines 3a through e ........ 0
4Qualifying distributions for 2024 from Part
XI, line 4: right arrow$ 23,810,253
a Applied to 2023, but not more than line 2a 8,262,751
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..... 15,547,502
e Remaining amount distributed out of corpus 0
5 Excess distributions carryover applied to 2024. 0 0
(If an amount appears in column (d), the
same amount must be shown in column (a).)
6Enter the net total of each column as
indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 0
b Prior years’ undistributed income. Subtract
line 4b from line 2b .......... 		0
c Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed...... 		0
d Subtract line 6c from line 6b. Taxable amount
—see instructions ........... 		0
e Undistributed income for 2023. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		0
f Undistributed income for 2024. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2025 .......... 		4,677,093
7 Amounts treated as distributions out of
corpus to satisfy requirements imposed by
section 170(b)(1)(F) or 4942(g)(3) (Election may
be required - see instructions) ....... 		0
8 Excess distributions carryover from 2019 not
applied on line 5 or line 7 (see instructions) ... 		0
9 Excess distributions carryover to 2025.
Subtract lines 7 and 8 from line 6a ...... 		0
10 Analysis of line 9:
a Excess from 2020....  
b Excess from 2021....  
c Excess from 2022....  
d Excess from 2023....  
e Excess from 2024....  
Form 990-PF (2024)
Form 990-PF (2024)
Page 10
Part XIII
Private Operating Foundations (see instructions and Part VI-A, question 9)
1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2024, enter the date of the ruling ...... right arrow
 
b Check box to indicate whether the organization is a private operating foundation described in section or
2a Enter the lesser of the adjusted net
income from Part I or the minimum
investment return from Part IX for each
year listed .......... 		Tax year Prior 3 years (e) Total
(a) 2024 (b) 2023 (c) 2022 (d) 2021
         
b 85% (0.85) of line 2a .........          
c Qualifying distributions from Part XI,
line 4 for each year listed ..... 		         
d Amounts included in line 2c not used directly
for active conduct of exempt activities .......... 		         
e Qualifying distributions made directly
for active conduct of exempt activities.
Subtract line 2d from line 2c .... 		         
3 Complete 3a, b, or c for the
alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......          
(2) Value of assets qualifying
under section 4942(j)(3)(B)(i)		          
b “Endowment" alternative test— enter 2/3
of minimum investment return shown in
Part IX, line 6 for each year listed .. 		         
c “Support" alternative test—enter:
(1) Total support other than gross
investment income (interest,
dividends, rents, payments
on securities loans (section
512(a)(5)), or royalties) .... 		         
(2) Support from general public
and 5 or more exempt
organizations as provided in
section 4942(j)(3)(B)(iii).... 		         
(3) Largest amount of support
from an exempt organization		          
(4) Gross investment income          
Part XIV
Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)
1Information Regarding Foundation Managers:
aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
SHELDON J KAPHAN
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)
Form 990-PF (2024)
Page 11
Part XIV
Supplementary Information (continued)
3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient If recipient is an individual,
show any relationship to
any foundation manager
or substantial contributor
 Foundation
status of
recipient 		Purpose of grant or
contribution 		Amount
Name and address (home or business)
aPaid during the year

A CHILD'S NOTEBOOK

3518 FREMONT AVE N
SEATTLE,WA98103 		N/A PC GENERAL SUPPORT 6,279

AMAZON FOREVER

CARRETERA IQUITOS-NAUTA KM 138
IQUITOS    
PE 		N/A NC TO SUPPORT EDUCATIONAL OUTREACH IN REMOTE COMMUNITIES OF THE PERUVIAN AMAZON 15,900

AMERICAN CIVIL LIBERTIES UNION

125 BROAD STREET 18TH FLOOR
NEW YORK,NY10004 		N/A PC GENERAL SUPPORT 628,700

AMERICAN JEWISH WORLD SERVICE

45 WEST 36TH STREET
NEW YORK,NY10018 		N/A PC GENERAL SUPPORT 401,533

ARTS FUND

100 WEST HARRISON ST SUITE S150
SEATTLE,WA98119 		N/A PC GENERAL SUPPORT 149,827

ASOCIACION ES HOY

844 AVENIDA COMANDANTE ESPINAR
MIRAFLORES,LIMA  
PE 		N/A NC TO SUPPORT THE ADVANCEMENT OF EDUCATION IN REMOTE COMMUNITIES OF PERU 52,300

BRENNAN CENTER FOR JUSTICE

120 BROADWAY SUITE 1750
NEW YORK,NY10271 		N/A PC GENERAL SUPPORT 395,156

CALIFORNIA RURAL LEGAL ASSISTANCE INC

1430 FRANKLIN STREET SUITE 103
OAKLAND,CA94612 		N/A PC GENERAL SUPPORT 132,361

CAMPAIGN LEGAL CENTER

1101 14TH STREET NW SUITE 400
WASHINGTON,DC20005 		N/A PC GENERAL SUPPORT 317,957

CAPITAL & MAIN

1910 W SUNSET BLVD SUITE 740
LOS ANGELES,CA90026 		N/A PC GENERAL SUPPORT 107,003

CASA LATINA

317 17TH AVE SOUTH
SEATTLE,WA98144 		N/A PC GENERAL SUPPORT 76,795

CASCADE PUBLIC MEDIA - CROSSCUT

401 MERCER ST
SEATTLE,WA98109 		N/A PC GENERAL SUPPORT 53,502

CENTER FOR CONSTITUTIONAL RIGHTS

666 BROADWAY 7TH FLOOR
NEW YORK,NY10012 		N/A PC GENERAL SUPPORT 698,763

CENTER FOR REPRODUCTIVE RIGHTS

199 WATER ST
NEW YORK,NY10038 		N/A PC GENERAL SUPPORT 698,763

CHANCES FOR CHILDREN

20343 NORTH HAYDEN RD SUITE 105-114
SCOTTSDALE,AZ85255 		N/A PC GENERAL SUPPORT 75,907

CLIMATE SOLUTIONS

1402 THIRD AVENUE SUITE 1200
SEATTLE,WA98101 		N/A PC GENERAL SUPPORT 251,226

CODE FOR AMERICA

972 MISSION STREET 5TH FLOOR
SAN FRANCISCO,CA94103 		N/A PC GENERAL SUPPORT 512,976

CODEORG

1501 4TH AVE SUITE 900
SEATTLE,WA98101 		N/A PC GENERAL SUPPORT 202,133

COLLEGE POSSIBLE

755 PRIOR AVENUE NORTH SUITE 210
ST PAUL,MN55104 		N/A PC GENERAL SUPPORT 75,357

COMMITTEE TO PROTECT JOURNALISTS

PO BOX 2675
NEW YORK,NY10108 		N/A PC GENERAL SUPPORT 160,392

COULDYOU

3232 SAN HELENA DRIVE
OCEANSIDE,CA92056 		N/A PC GENERAL SUPPORT 24,377

DEMOCRACY NOW

207 W 25TH S
NEW YORK,NY10001 		N/A PC GENERAL SUPPORT 367,103

DOCTORS WITHOUT BORDERS

40 RECTOR STREET 16TH FLOOR
NEW YORK,NY10006 		N/A PC GENERAL SUPPORT 353,964

DOWNTOWN EMERGENCY SERVICE CENTER - DESC

515 3RD AVE
SEATTLE,WA98104 		N/A PC GENERAL SUPPORT 496,468

ELECTION ADMINISTRATION RESOURCE CENTER DBA RANKED CHOICE VOTING

PO BOX 5176
KINSTON,NC28503 		N/A PC GENERAL SUPPORT 264,835

ELECTRONIC FRONTIER FOUNDATION

815 EDDY STREET
SAN FRANCISCO,CA94109 		N/A PC GENERAL SUPPORT 353,964

FAIRVOTE WA FOUNDATION

PO BOX 395
BOTHELL,WA98041 		N/A PC GENERAL SUPPORT 301,827

FAIRVOTE

6930 CARROLL AVENUE SUITE 240
TAKOMA PARK,MD20912 		N/A PC GENERAL SUPPORT 698,763

FAMILIES AGAINST MANDATORY MINIMUMS

1100 H STREET NW SUITE 1000
WASHINGTON,DC20005 		N/A PC GENERAL SUPPORT 132,003

FOOD LIFELINE

815 S 96TH ST
SEATTLE,WA98108 		N/A PC GENERAL SUPPORT 123,578

FRED HUTCHINSON CANCER CENTER

1100 FAIRVIEW AVE N
SEATTLE,WA98109 		N/A PC GENERAL SUPPORT 100,535

FRED HUTCHINSON CANCER CENTER

1100 FAIRVIEW AVE N
SEATTLE,WA98109 		N/A PC GENERAL SUPPORT 323,214

FREE PRESS

PO BOX 60238
FLORENCE,MA01062 		N/A PC GENERAL SUPPORT 157,293

FUSE WASHINGTON (FOR FUSE INNOVATION FUND)

PO BOX 4897
SEATTLE,WA98194 		N/A PC GENERAL SUPPORT 108,300

GLOBAL FUND FOR WOMEN

505 MONTGOMERY STREET 11TH FLOOR
SAN FRANCISCO,CA94111 		N/A PC GENERAL SUPPORT 154,804

GLOBAL PARTNERSHIPS

1201 WESTERN AVENUE SUITE 410
SEATTLE,WA98101 		N/A PC GENERAL SUPPORT 201,250

GLOBAL PRESS INSTITUTE

5636 CONNECTUCUT AVE NW
WASHINGTON,DC20015 		N/A PC GENERAL SUPPORT 530,860

HELP PERU INC

418 E 59TH STREET 19A
NEW YORK CITY,NY10022 		N/A PC GENERAL SUPPORT 20,000

HIAS (HEBREW IMMIGRANT AID SOCIETY)

1300 SPRING STREET SUITE 500
SILVER SPRINGS,MD20910 		N/A PC GENERAL SUPPORT 202,405

HOPEWELL FUND

1828 L STREET SW 300-D
WASHINGTON,DC20036 		N/A PC GENERAL SUPPORT 248,858

INNOCENCE PROJECT

40 WORTH STREET SUITE701
NEW YORK,NY10013 		N/A PC GENERAL SUPPORT 337,341

INTERNATIONAL RESCUE COMMITTEE

122 EAST 42ND
NEW YORK,NY10168 		N/A PC GENERAL SUPPORT 353,964

JEWISH VOICE FOR PEACE

PO BOX 589
BERKLEY,CA94701 		N/A PC GENERAL SUPPORT 202,405

KBCS - BELLEVUE COLLEGE FOUNDATION

3000 LANDERHOLM CIRCLE SE A101
BELLEVUE,WA98007 		N/A PC GENERAL SUPPORT 53,502

LEAGUE OF WOMEN VOTERS EDUCATION FUND

1233 20TH STREET NW SUITE 500
WASHINGTON,DC20036 		N/A PC GENERAL SUPPORT 264,372

LEAGUE OF WOMEN VOTERS OF CALIFORNIA EDUCATION FUND

500 CAPITOL MALL SUITE 2350-5001
SACRAMENTO,CA95814 		N/A PC GENERAL SUPPORT 53,825

MAPLIGHT

2150 ALLSTON WAY SUITE 320
BERKLEY,CA94704 		N/A PC GENERAL SUPPORT 254,378

NAACP LEGAL DEFENSE FUND

40 RECTOR STREET 5TH FLOOR
NEW YORK,NY10006 		N/A PC GENERAL SUPPORT 395,156

NATIONAL ABORTION FEDERATION

1090 VERMONT AVE NW SUITE 1000
WASHINGTON,DC20005 		N/A PC GENERAL SUPPORT 508,755

NATIONAL CENTER FOR FAMILY PHILANTHROPY

1667 K STREET NW SUITE 550
WASHINGTON,DC20006 		N/A PC GENERAL SUPPORT 20,466

NATIONAL FEDERATION OF COMMUNITY BROADCASTERS

PO BOX 1251
BELGRADE,MT59714 		N/A PC GENERAL SUPPORT 25,000

NATURAL RESOURCE DEFENSE COUNCIL

1152 15TH STREET NW SUITE 300
WASHINGTON,DC20005 		N/A PC GENERAL SUPPORT 496,847

NEO - MORE EQUITABLE DEMOCRACY

45 W 36TH ST 6TH FL
NEW YORK,NY10018 		N/A PC GENERAL SUPPORT 264,372

NEO - STATE INFRASTRUCTURE FUND

45 W 36TH ST 6TH FL
NEW YORK,NY10018 		N/A PC GENERAL SUPPORT 525,941

NEO -DEMOCRACY RISING

45 W 36TH ST 6TH FL
NEW YORK,NY10018 		N/A PC GENERAL SUPPORT 105,360

NEO -FOUR FREEDOMS FUND

45 W 36TH ST 6TH FL
NEW YORK,NY10018 		N/A PC GENERAL SUPPORT 606,236

NORTHWEST IMMIGRANTS RIGHTS PROJECT

615 2ND AVENUE SUITE 400
SEATTLE,WA98104 		N/A PC GENERAL SUPPORT 508,456

OJMCHE

724 NW DAVIS STREET
PORTLAND,OR97209 		N/A PC GENERAL SUPPORT 10,000

OPENSECRETS (CENTER FOR RESP POLITICS)

1300 L STREET NW SUITE 200
WASHINGTON,DC20005 		N/A PC GENERAL SUPPORT 299,459

OREGON CENTER FOR VOTING AND ELECTIONS

PO BOX 1233
CORVALLIS,OR97339 		N/A PC GENERAL SUPPORT 50,000

PARTNERS IN DEMOCRACY

303 CAMBRINDGE ST PO BOX 410139
CAMBRIDGE,MA02141 		N/A PC GENERAL SUPPORT 53,272

PLANNED PARENTHOOD

123 WILLIAM STREET 10TH FLOOR
NEW YORK,NY10038 		N/A PC GENERAL SUPPORT 698,763

PLYMOUTH HOUSING

2113 3RD AVE
SEATTLE,WA98121 		N/A PC GENERAL SUPPORT 404,555

PRO PUBLICA INC

155 AVENUE OF AMERICAS 13TH FLOOR
NEW YORK,NY10013 		N/A PC GENERAL SUPPORT 419,781

RAICES

1305 N FLORES STREET
SAN ANTONIO,TX78212 		N/A PC GENERAL SUPPORT 501,191

RAINIER SCHOLARS

2100 24TH AVE S 360
SEATTLE,WA98144 		N/A PC GENERAL SUPPORT 101,953

RANK THE VOTE

114 WATER TOWER PLAZA 1032
LEOMINSTER,MA11453 		N/A PC GENERAL SUPPORT 79,898

SANTA CRUZ RADIO - NATURAL BRIDGES

PO BOX 5551
SANTA CRUZ,CA95063 		N/A PC GENERAL SUPPORT 53,502

SEATTLE LIBRARY FOUNDATION

1000 FOURTH AVE
SEATTLE,WA98104 		N/A PC GENERAL SUPPORT 101,953

SIGHTLINE INSTITUTE

1402 3RD AVE SUITE 500
SEATTLE,WA98101 		N/A PC GENERAL SUPPORT 572,649

SINKUMUNCHIS SOCCER PERU FOUNDATION INC

1244 FALLS BOULEVARD
WESTON,FL33327 		N/A PC GENERAL SUPPORT 19,000

SUGAR PINE FOUNDATION

1458 MT RAINIER DRIVE
SOUTH LAKE TAHOE,CA96150 		N/A PC GENERAL SUPPORT 35,878

THE MIAMI FOUNDATION FUND FOR NONPROFIT NEWS (NEWSMATCH)

40 NW 3RD ST SUITE 305
MIAMI,FL33128 		N/A PC GENERAL SUPPORT 526,680

THE URBANIST FUND

PO BOX 31196
SEATTLE,WA98103 		N/A PC GENERAL SUPPORT 15,000

TIDES FOUNDATION HEALTHY DEMOCRACY FUND

1012 TORNEY AVENUE
SAN FRANCISCO,CA94129 		N/A PC GENERAL SUPPORT 264,372

TILTH ALLIANCE

4649 SUNNYSIDE AVE N 100
SEATTLE,WA98103 		N/A PC GENERAL SUPPORT 53,213

TOWN HALL

1119 8TH AVE
SEATTLE,WA98101 		N/A PC GENERAL SUPPORT 274,831

UNITE AMERICA INSTITUTE INC

1660 LINCOLN STREET SUITE 1550
DENVER,CO80264 		N/A PC GENERAL SUPPORT 1,570,977

VOTER PARTICIPATION CENTER

1707 L STREET NORTHWEST SUITE 700
WASHINGTON,DC20036 		N/A PC GENERAL SUPPORT 264,372

VOTING WORKS

548 MARKET STREET SUITE 53001
SAN FRANCISCO,CA94104 		N/A PC GENERAL SUPPORT 451,803

WASHINGTON COMMUNITY ALLIANCE

PO BOX 31011
BELLINGHAM,WA98228 		N/A PC GENERAL SUPPORT 75,000

WASHINGTON PROGRESS FUND

1424 11TH AVE SUITE 400
SEATTLE,WA98122 		N/A PC GENERAL SUPPORT 101,126

WIKIMEDIA FOUNDATION

1 MONTGOMERY STREET SUITE 1600
SAN FRANCISCO,CA94104 		N/A PC GENERAL SUPPORT 248,234

WORLD CENTRAL KITCHEN

200 MASSACHUSETTS AVE NW 7TH FLOOR
WASHINGTON,DC20001 		N/A PC GENERAL SUPPORT 353,964

YEAR UP

80 SUTTER ST 1ST FL
SAN FRANCISCO,CA94104 		N/A PC GENERAL SUPPORT 101,953

YOUTHCARE

2500 NE 54TH ST
SEATTLE,WA98105 		N/A PC GENERAL SUPPORT 75,469
Total .................................right arrow 3a 22,932,455
bApproved for future payment

AMERICAN JEWISH WORLD SERVICE
45 WEST 36TH STREET
NEW YORK,NY10018 		N/A PC GENERAL SUPPORT 800,000

COMMITTEE TO PROTECT JOURNALISTS
PO BOX 2675
NEW YORK,NY10108 		N/A PC GENERAL SUPPORT 300,000

FAIRVOTE WA FOUNDATION
PO BOX 395
BOTHELL,WA98041 		N/A PC GENERAL SUPPORT 600,000

FUND FOR NONPROFIT NEWS
40 NORTHWEST 3RD STREET SUITE 305
MIAMI,FL33128 		N/A PC GENERAL SUPPORT 1,000,000

GLOBAL FUND FOR WOMEN
505 MONTGOMERY STREET 11TH FLOOR
SAN FRANCISCO,CA94111 		N/A PC GENERAL SUPPORT 300,000

GLOBAL PARTNERSHIPS
1201 WESTERN AVENUE SUITE 410
SEATTLE,WA98101 		N/A PC GENERAL SUPPORT 400,000

GLOBAL PRESS INSTITUTE
5636 CONNECTUCUT AVE NW
WASHINGTON,DC20015 		N/A PC GENERAL SUPPORT 1,000,000

KBCS - BELLEVUE COLLEGE FOUNDATION
3000 LANDERHOLM CIRCLE SE A101
BELLEVUE,WA98007 		N/A PC GENERAL SUPPORT 100,000

NATURAL BRIDGES MEDIAKSQD
PO BOX 5551
SANTA CRUZ,CA95063 		N/A PC GENERAL SUPPORT 100,000

NATURAL RESOURCE DEFENSE COUNCIL
40 WEST 20TH STREET 11TH FLOOR
NEW YORK,NY10011 		N/A PC GENERAL SUPPORT 1,000,000

OPENSECRETS (CENTER FOR RESP POLITICS)
1100 13TH STREET NW SUITE 800
WASHINGTON,DC20005 		N/A PC GENERAL SUPPORT 600,000

PLYMOUTH HOUSING
2113 3RD AVE
SEATTLE,WA98121 		N/A PC GENERAL SUPPORT 800,000

REFUGEE AND IMMIGRANT CENTER FOR EDUCATION AND LEGAL SERVICES
1305 N FLORES STREET
SAN ANTONIO,TX78212 		N/A PC GENERAL SUPPORT 1,000,000

SUGAR PINE FOUNDATION
1458 MT RAINIER DRIVE
SOUTH LAKE TAHOE,CA96150 		N/A PC GENERAL SUPPORT 70,000

THE URBANIST FUND
PO BOX 31196
SEATTLE,WA98103 		N/A PC GENERAL SUPPORT 15,000

VOTINGWORKS
548 MARKET STREET SUITE 53001
SAN FRANCISCO,CA94104 		N/A PC GENERAL SUPPORT 900,000

WASHINGTON PROGRESS FUND
1424 11TH AVE SUITE 400
SEATTLE,WA98122 		N/A PC GENERAL SUPPORT 200,000
Total ................................. right arrow 3b 9,185,000
Form 990-PF (2024)
Form 990-PF (2024)
Page 12
Part XV-A
Analysis of Income-Producing Activities
Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
Related or exempt
function income
(See instructions.)
1Program service revenue: (a)
Business code 		(b)
Amount 		(c)
Exclusion code 		(d)
Amount
a
b
c
d
e
f
gFees and contracts from government agencies          
2 Membership dues and assessments ....          
3 Interest on savings and temporary cash
investments ........... 		         
4 Dividends and interest from securities ....     14 1,451,878  
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 ............ 		    18 599,389  
9 Net income or (loss) from special events:          
10 Gross profit or (loss) from sales of inventory          
11 Other revenue:
aTOWNSEND REAL ESTATE ALPHA FUND III 		    01 617,597  
bALPHA ACCESS SERIES LP - PRIVATE EQUITY ACCESS - SECONDARIES FUND I     01 14,647  
c
d
e
12 Subtotal. Add columns (b), (d), and (e) .. 0 2,683,511 0
13Total. Add line 12, columns (b), (d), and (e)..................
13
2,683,511
(See worksheet in line 13 instructions to verify calculations.)
Part XV-B
Relationship of Activities to the Accomplishment of Exempt Purposes
Line No.
DownArrow 		Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
instructions.)
Form 990-PF (2024)
Form 990-PF (2024)
Page 13
Part XVI
Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
1
Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
Yes
No
a
Transfers from the reporting foundation to a noncharitable exempt organization of:
(1) Cash...................................
1a(1)
 
No
(2) Other assets.................................
1a(2)
 
No
b
Other transactions:
(1) Sales of assets to a noncharitable exempt organization....................
1b(1)
 
No
(2) Purchases of assets from a noncharitable exempt organization..................
1b(2)
 
No
(3) Rental of facilities, equipment, or other assets.......................
1b(3)
 
No
(4) Reimbursement arrangements...........................
1b(4)
 
No
(5) Loans or loan guarantees.............................
1b(5)
 
No
(6) Performance of services or membership or fundraising solicitations................
1b(6)
 
No
c
Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
1c
 
No
d
If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
(a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
2a
Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
b
If "Yes," complete the following schedule.

(a) Name of organization (b) Type of organization (c) Description of relationship
Sign Here
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Form 990-PF (2024)
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Form 990PF - Special Condition Description:
Special Condition Description
Schedule B
(Form 990)
(Rev. January 2025)
Department of the Treasury
Internal Revenue Service
Schedule of Contributors

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

65-1211107
Organization type (check one):
Filers of:
Section:
Form 990 or 990-EZ
501(c)( ) (enter number) organization

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

527 political organization


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

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

501(c)(3) taxable private foundation
Check if your organization is covered by the General Rule or a Special Rule.  
Note:  Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
General Rule
For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or other property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.
Special Rules
For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 331/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.
For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.
For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Don't complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Right Arrow $  
Caution: An organization that isn't covered by the General Rule and/or the Special Rules doesn't file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ
or on its Form 990PF, Part I, line 2, to certify that it doesn't meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).
For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.
Cat. No. 30613XSchedule B (Form 990) (Rev. 1-2025)
Schedule B (Form 990) (Rev. 1-2025) Page 2
Name of organization
KAPHAN FOUNDATION
  		Employer identification number
65-1211107
Part I
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
1
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 250,506


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
2
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 182,455


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
3
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 566,470


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
4
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 68,046


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
5
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 27,469


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
6
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 114,470


(Complete Part II for noncash contributions.)
Schedule B (Form 990) (Rev. 1-2025)
Name of organization
KAPHAN FOUNDATION
  		Employer identification number
65-1211107
Part I
Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
7
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 380,412


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
8
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 792,427


(Complete Part II for noncash contributions.)
(a)
No.		 (b)
Name, address, and ZIP + 4		 (c)
Total contributions		 (d)
Type of contribution
9
SHELDON J KAPHAN
C/O EIDE BAILLY 200 W MERCER ST E30
 
SEATTLE, WA98119

$ 668,222


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

$  


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

$  


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

$  


(Complete Part II for noncash contributions.)
Schedule B (Form 990) (Rev. 1-2025)
Schedule B (Form 990) (Rev. 1-2025)
Page 3
Name of organization
KAPHAN FOUNDATION
  		Employer identification number

65-1211107
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
1
 1,268 SHARES OF T-MOBILE US, INC. STOCK $ 250,506 2024-08-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
2
 772 SHARES OF BECTON DICKINSON & CO. STOCK $ 182,455 2024-08-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
3
 3,471 SHARES OF SNOWFLAKE, INC. STOCK $ 566,470 2024-12-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
4
 551 SHARES OF UNITED PARCEL SERVICE, INC. STOCK $ 68,046 2024-12-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
5
 62 SHARES OF ADOBE, INC. STOCK $ 27,469 2024-12-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
6
 415 SHARES OF FEDEX, CORP. STOCK $ 114,470 2024-12-19
Schedule B (Form 990) (Rev. 1-2025)
Name of organization
KAPHAN FOUNDATION
  		Employer identification number

65-1211107
Part II
Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
7
 589 SHARES OF PARKER-HANNIFIN, CORP STOCK $ 380,412 2024-12-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
8
 1,039 SHARES OF ELI LILLY & CO. STOCK $ 792,427 2024-12-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
9
 2,999 SHARES OF BROADCOM, INC. STOCK $ 668,222 2024-12-19
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
(a)
No. from Part I 		(b)
Description of noncash property given 		(c)
FMV (or estimate)
(See instructions) 		(d)
Date received
 
$    
Schedule B (Form 990) (Rev. 1-2025)
Schedule B (Form 990) (Rev. 1-2025)
Page 4
Name of organization
KAPHAN FOUNDATION
  		Employer identification number

65-1211107
Part III
Exclusively religious, charitable, etc., contributions to organizations described in section 501(c) (7), (8), or (10) that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) $  
Use duplicate copies of Part III if additional space is needed.
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
(a)
No. from Part I		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
 
(e) Transfer of gift
Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
 
 
     
 
Schedule B (Form 990) (Rev. 1-2025)
Additional Data


Software ID:  
Software Version:  

TY 2024 AccountingFeesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
ACCOUNTING FEES 40,913 20,456   20,457

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

TY 2024 ExpenditureResponsibilityStmt
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
AMAZON FOREVER
  		CARRETERA IQUITOS-NAUTA KM 138
IQUITOS    
PE 		2024-07-05 15,900 TO SUPPORT EDUCATIONAL OUTREACH IN REMOTE COMMUNITIES OF THE PERUVIAN AMAZON 9,689 NONE 01/30/2025 2025-02-10 $9,689 OF THE $15,900 GRANT WAS EXPENDED AS OF 12/31/2024 AS PART OF EDUCATIONAL OUTREACH IN PERU. THE FOUNDATION WILL CONTINUE TO MAINTAIN EXPENDITURE RESPONSIBILITY OVER THE GRANT UNTIL ENTIRE AMOUNT HAS BEEN UTILIZED.
ASOCIACION ES HOY
  		844 AVENIDA COMANDANTE ESPINAR
MIRAFLORES,LIMA  
PE 		2024-10-30 52,300 TO SUPPORT THE ADVANCEMENT OF EDUCATION IN REMOTE COMMUNITIES OF PERU 28 0 01/31/2025 2025-02-10 $28 OF THE $52,300 GRANT WAS EXPENDED AS OF 12/31/2024 AS PART OF THE ADVANCEMENT OF EDUCATION IN REMOTE PERU. THE FOUNDATION WILL CONTINUE TO MAINTAIN EXPENDITURE RESPONSIBILITY OVER THE GRANT UNTIL ENTIRE AMOUNT HAS BEEN UTILIZED.

TY 2024 InvestmentsCorpBondsSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Name of Bond End of Year Book Value End of Year Fair Market Value
CHARLES SCHWAB #8063 (ADDITIONAL DETAIL AVAILABLE UPON REQUEST) 2,170,920 2,033,932

TY 2024 InvestmentsCorpStockSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Name of Stock End of Year Book Value End of Year Fair Market Value
CHARLES SCHWAB #5723 (ADDITIONAL DETAIL AVAILABLE UPON REQUEST) 27,209,962 54,248,910
CHARLES SCHWAB #9091 (ADDITIONAL DETAIL AVAILABLE UPON REQUEST) 103,879,654 414,194,279

TY 2024 InvestmentsGovtObligationsSch
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
US Government Securities - End of Year Book Value:

2,170,404
US Government Securities - End of Year Fair Market Value:

2,170,247
State & Local Government Securities - End of Year Book Value:


1,086,771
State & Local Government Securities - End of Year Fair Market Value:


1,056,464


TY 2024 InvestmentsOtherSchedule2
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
ALPHA ACCESS SERIES LP - PRIVATE EQUITY ACCESS - SECONDARIES FUND I AT COST 1,138,599 1,138,599
HIGH VISTA INT'L PARTNERS II (OFS), LP AT COST 63,393 104,281
HIGH VISTA PRIVATE EQUITY IV (OFS), LP AT COST 20,303 21,765
HIGH VISTA VENTURE CAPITAL VII (OFS), LP AT COST 20,002 72,790
TOWNSEND REAL ESTATE ALPHA FUND III AT COST 2,128,069 2,128,069

TY 2024 LegalFeesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
LEGAL FEES 3,451 1,726   1,725


TY 2024 OtherAssetsSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
PRI ASSETS-GLOBAL PARTNERSHIPS 1,206,523 1,251,701 1,251,701


TY 2024 OtherExpensesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
INVESTMENT DEDUCTIONS 92,883 26,056   0
BACK OUT AMOUNTS REPORTED ON FORM 990-T 0 1,727   0
PAYROLL FEES 1,199 0   1,199
OFFICE SUPPLIES 20 0   20
LICENSES 139 0   139
BANK FEES 50 0   50
GRANTS MANAGEMENT SUPPORT 19,000 0   19,000
DOCUMENTARY FILM EXPENSES 238,500 0   238,500
SUBSCRIPTIONS 7,597 0   7,597


TY 2024 OtherIncomeSchedule2
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
TOWNSEND REAL ESTATE ALPHA FUND III 617,597 617,597 617,597
ALPHA ACCESS SERIES LP - PRIVATE EQUITY ACCESS - SECONDARIES FUND I 14,647 14,647 14,647


TY 2024 OtherIncreasesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Description Amount
DIFFERENCE BETWEEN FMV & BOOK BASIS ON SECURITIES GRANTED 20,743,699
ROUNDING 8


TY 2024 OtherLiabilitiesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Description Beginning of Year - Book Value End of Year - Book Value
PAYROLL LIABILITIES 4,767 439
CREDIT CARD LIABILITIES 19 314


TY 2024 OtherProfessionalFeesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
INVESTMENT MANAGEMENT FEES 143,809 143,809   0
CONSULTING FEES 12,139 0   12,139
SALESFORCE 8,938 0   8,938
AGILE 57,574 0   57,574


TY 2024 TaxesSchedule
Name:
KAPHAN FOUNDATION
EIN:
65-1211107
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
FOREIGN TAXES PAID 23,582 23,582   0
FEDERAL EXCISE TAX 25,920 0   0