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
PATRICK AND AIMEE BUTLER FAMILY
 
Number and street (or P.O. box number if mail is not delivered to street address)2356 UNIVERSITY AVENUE W SUITE 420
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
ST PAUL, MN55114
A Employer identification number

41-6009902
B Telephone number (see instructions)

(651) 222-2565
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$102,282,984J Accounting method:
MODIFIED CASH
(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)  
2 Check right arrow.............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities... 4,310,531 4,310,531  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 2,252,483
b Gross sales price for all assets on line 6a 13,736,466
7 Capital gain net income (from Part IV, line 2)... 2,252,483
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
123,802 -33,291  
12 Total. Add lines 1 through 11........ 6,686,816 6,529,723  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 81,000 81,000    
14 Other employee salaries and wages...... 261,099     261,099
15 Pension plans, employee benefits....... 36,732 7,187   29,307
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
37,813 23,048   14,765
c Other professional fees (attach schedule).... Click to see attachment
List of Attached Documents:
// Content
263,425 253,570   9,855
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment
List of Attached Documents:
// Content
275,343 122,727    
19 Depreciation (attach schedule) and depletion...      
20 Occupancy.............. 35,649 3,378   32,271
21 Travel, conferences, and meetings....... 8,370     8,370
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment
List of Attached Documents:
// Content
136,027 110,554   18,512
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,135,458 601,464   374,179
25 Contributions, gifts, grants paid....... 4,228,050 4,679,750
26 Total expenses and disbursements. Add lines 24 and 25 5,363,508 601,464   5,053,929
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 1,323,308
b Net investment income (if negative, enter -0-) 5,928,259
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............. 11,137 106,592 106,592
2 Savings and temporary cash investments......... 9,897,346 9,113,960 9,113,960
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.......... 18,192 12,727 12,727
10a Investments—U.S. and state government obligations (attach schedule) 6,984,350 Click to see attachment
List of Attached Documents:
// Content
9,785,936 		9,785,936
b Investments—corporate stock (attach schedule)....... 23,834,053 Click to see attachment
List of Attached Documents:
// Content
24,306,342 		24,306,342
c Investments—corporate bonds (attach schedule)....... 6,470,931 Click to see attachment
List of Attached Documents:
// Content
4,575,510 		4,575,510
11 Investments—land, buildings, and equipment: basis right arrow  
Less: accumulated depreciation (attach schedule) right arrow        
12 Investments—mortgage loans............. 2,006,448 2,271,865 2,271,865
13 Investments—other (attach schedule).......... 52,012,314 Click to see attachment
List of Attached Documents:
// Content
51,984,418 		51,984,418
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
192,956 		Click to see attachment
List of Attached Documents:
// Content
125,634 		Click to see attachment
List of Attached Documents:
// Content
125,634
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 101,427,727 102,282,984 102,282,984
Liabilities 17 Accounts payable and accrued expenses.......... 53,443 71,623
18 Grants payable................. 1,755,000 1,303,300
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
161,284 		Click to see attachment
List of Attached Documents:
// Content
245,066
23 Total liabilities (add lines 17 through 22)......... 1,969,727 1,619,989
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........... 99,458,000 100,662,995
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........    
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)..... 99,458,000 100,662,995
30 Total liabilities and net assets/fund balances (see instructions). 101,427,727 102,282,984
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
99,458,000
2
Enter amount from Part I, line 27a .....................
2
1,323,308
3
Other increases not included in line 2 (itemize) right arrowClick to see attachment
List of Attached Documents:
// Content
3
-118,313
4
Add lines 1, 2, and 3 ..........................
4
100,662,995
5
Decreases not included in line 2 (itemize) right arrow
5
 
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
100,662,995
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 PUBLICLY TRADED SECURITIES P    
b PASSTHROUGH CAPITAL GAINS P    
c
d
e
(e)
Gross sales price 		(f)
Depreciation allowed
(or allowable) 		(g)
Cost or other basis
plus expense of sale 		(h)
Gain or (loss)
(e) plus (f) minus (g)
a 12,929,029   11,483,983 1,445,046
b 807,437     807,437
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       1,445,046
b       807,437
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 2,252,483
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 2,252,483
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 82,403
b All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2  
3 Add lines 1 and 2........................... 3 82,403
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 82,403
6 Credits/Payments:
a 2024 estimated tax payments and 2023 overpayment credited to 2024 6a 56,490
b Exempt foreign organizations—tax withheld at source...... 6b  
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld .......... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 56,490
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
8 164
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......right arrow 9 26,077
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...right arrow 10  
11 Enter the amount of line 10 to be: Credited to 2025 estimated taxright arrow   Refundedright arrow 11  
Form 990-PF (2024)
Form 990-PF (2024)
Page 4
Part VI-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions
for the definition.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. right arrow$   (2) On foundation managers.right arrow$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.right arrow$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?.........
4a
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 arrowMN
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 arrowWWW.BUTLERFAMILYFOUNDATION.ORG
14
The books are in care ofright arrowPATRICK & AIMEE BUTLER FAMILY, FOUNDATION Telephone no.right arrow (651) 222-2565

Located atright arrow2356 UNIVERSITY AVE W STE 420ST PAULMN ZIP+4right arrow551143801
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
 
 
2
Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
a
At the end of tax year 2024, did the foundation have any undistributed income (Part XII, lines 6d
and 6e) for tax year(s) beginning before 2024?....................
2a
 
No
If "Yes," list the years right arrow20, 20, 20, 20
b
Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
to all years listed, answer "No" and attach statement—see instructions.) ..............
2b
 
 
c
If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
right arrow20, 20, 20, 20
3a
Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
any time during the year? ..............................
3a
 
No
b
If "Yes," did it have excess business holdings in 2024 as a result of (1) any purchase by the foundation
or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
if the foundation had excess business holdings in 2024.) .....................
3b
 
 
4a
Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
4a
 
No
b
Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2024? ..
4b
 
No
Form 990-PF (2024)
Form 990-PF (2024)
Page 6
Part VI-B
Statements Regarding Activities for Which Form 4720 May Be Required (continued)
5a
During the year did the foundation pay or incur any amount to:
Yes
No
(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........
5a(1)
 
No
(2) Influence the outcome of any specific public election (see section 4955); or to carry
on, directly or indirectly, any voter registration drive? ....................
5a(2)
 
No
(3) Provide a grant to an individual for travel, study, or other similar purposes? .............
5a(3)
 
No
(4) Provide a grant to an organization other than a charitable, etc., organization described
in section 4945(d)(4)(A)? See instructions ........................
5a(4)
 
No
(5) Provide for any purpose other than religious, charitable, scientific, literary, or
educational purposes, or for the prevention of cruelty to children or animals? .............
5a(5)
 
No
b
If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........
5b
 
 
c
Organizations relying on a current notice regarding disaster assistance check .........right arrow
d
If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
tax because it maintained expenditure responsibility for the grant? .................
5d
 
 
If "Yes," attach the statement required by Regulations section 53.4945–5(d).
6a
Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
a personal benefit contract? .............................
6a
 
No
b
Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
6b
 
No
If "Yes" to 6b, file Form 8870.
7a
At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
7a
 
No
b
If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....
7b
 
 
8
Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
excess parachute payment during the year? .........................
8
 
No
Part VII
Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors
1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
(a) Name and address (b) Title, and average
hours per week
devoted to position 		(c) Compensation
 (If not paid, enter
-0-) 		(d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
other allowances
JOHN K BUTLER CHAIR/TREASU
22.00 		81,000 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
BRIDGET O'BRIEN VICE CHAIR
2.00 		0 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
MADELINE BUTLER SECRETARY
2.00 		0 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
PAUL BUTLER TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
ANDREW LEFEVOUR TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
KATHLEEN LEFEVOUR TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
SUZANNE A LEFEVOUR TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W SUITE 420
ST PAUL,MN55114
EMMETT LEFEVOUR TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W STE 420
ST PAUL,MN55114
TEMPLE PETERSON TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W STE 420
ST PAUL,MN55114
SARA ROTTUNDA TRUSTEE
2.00 		0 0 0
2356 UNIVERSITY AVE W STE 420
ST PAUL,MN55114
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
ROBERT HYBBEN CO-DIRECTOR
32.00 		130,550    
2356 UNIVERSITY AVE W STE 420
ST PAUL,MN55114
JOANNE PETERS CO-DIRECTOR
32.00 		115,763    
2356 UNIVERSITY AVE W STE 420
ST PAUL,MN55114
Total number of other employees paid over $50,000...................right arrow  
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
MONDRIAN INVESTMENT PARTNERS INVESTMENT FEES 201,577
1105 N MARKET ST SUITE 1300
WILMINGTON,DE19801
SIT INVESTMENT ASSOCIATES INVESTMENT FEES 51,993
80 SOUTH EIGTH ST 3300 IDS CENTER
MINNEAPOLIS,MN55402
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 N/A  
2  
All other program-related investments. See instructions.
3  
Total. Add lines 1 through 3.........................right arrow  
Form 990-PF (2024)
Form 990-PF (2024)
Page 8
Part IX
Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
1
Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
purposes:
a
Average monthly fair market value of securities...................
1a
95,644,739
b
Average of monthly cash balances.......................
1b
9,265,539
c
Fair market value of all other assets (see instructions)................
1c
0
d
Total (add lines 1a, b, and c).........................
1d
104,910,278
e
Reduction claimed for blockage or other factors reported on lines 1a and
1c (attach detailed explanation) .............
1e
 
2
Acquisition indebtedness applicable to line 1 assets..................
2
 
3
Subtract line 2 from line 1d.........................
3
104,910,278
4
Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see
instructions) .............................
4
1,573,654
5
Net value of noncharitable-use assets. Subtract line 4 from line 3. ............
5
103,336,624
6
Minimum investment return. Enter 5% (0.05) of line 5................
6
5,166,831
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
5,166,831
2a
Tax on investment income for 2024 from Part V, line 5 .......
2a
82,403
b
Income tax for 2024. (This does not include the tax from Part V.) ...
2b
 
c
Add lines 2a and 2b............................
2c
82,403
3
Distributable amount before adjustments. Subtract line 2c from line 1............
3
5,084,428
4
Recoveries of amounts treated as qualifying distributions................
4
 
5
Add lines 3 and 4............................
5
5,084,428
6
Deduction from distributable amount (see instructions).................
6
 
7
Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...
7
5,084,428
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
5,053,929
b
Program-related investments—total from Part VIII-B..................
1b
 
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
5,053,929
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 5,084,428
2 Undistributed income, if any, as of the end of 2024:
a Enter amount for 2023 only.......  
b Total for prior years:20 , 20, 20  
3 Excess distributions carryover, if any, to 2024:
a From 2019......  
b From 2020...... 1,922,138
c From 2021...... 1,875,081
d From 2022......  
e From 2023......  
f Total of lines 3a through e ........ 3,797,219
4Qualifying distributions for 2024 from Part
XI, line 4: right arrow$ 5,053,929
a Applied to 2023, but not more than line 2a  
b Applied to undistributed income of prior years
(Election required—see instructions)..... 		 
c Treated as distributions out of corpus (Election
required—see instructions)........ 		 
d Applied to 2024 distributable amount..... 5,053,929
e Remaining amount distributed out of corpus  
5 Excess distributions carryover applied to 2024. 30,499 30,499
(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 3,766,720
b Prior years’ undistributed income. Subtract
line 4b from line 2b .......... 		 
c Enter the amount of prior years’ undistributed
income for which a notice of deficiency has
been issued, or on which the section 4942(a)
tax has been previously assessed...... 		 
d Subtract line 6c from line 6b. Taxable amount
—see instructions ........... 		 
e Undistributed income for 2023. Subtract line
4a from line 2a. Taxable amount—see
instructions ............. 		 
f Undistributed income for 2024. Subtract
lines 4d and 5 from line 1. This amount must
be distributed in 2025 .......... 		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) ....... 		 
8 Excess distributions carryover from 2019 not
applied on line 5 or line 7 (see instructions) ... 		 
9 Excess distributions carryover to 2025.
Subtract lines 7 and 8 from line 6a ...... 		3,766,720
10 Analysis of line 9:
a Excess from 2020.... 1,891,639
b Excess from 2021.... 1,875,081
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).)
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 e-mail address of the person to whom applications should be addressed:
ROBERT HYBBEN FOUNDATION CO-DIRECT
2356 UNIVERSITY AVENUE W SUITE 420
ST PAUL,MN55114
(651) 222-2565
ROBERTH@BUTLERFAMILYFOUNDATION.ORG
bThe form in which applications should be submitted and information and materials they should include:
ONLINE APPLICATION SYSTEM - CONTACT THE FOUNDATION OFFICE AT 651-222-2565, OR BY EMAIL AT ROBERTH@BUTLERFAMILYFOUNDATION.ORG
cAny submission deadlines:
APRIL 15, 2024 - COMMUNITY GRANTS, - APR 1-JUN 1, 2024 - INVITED GRANTS (ALL MUST BE ELECTRONIC).
dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:
THE FOUNDATION'S GRANTING PRIORITY IS GIVEN TO ORGANIZATIONS THAT SERVE THE ST. PAUL AND MINNEAPOLIS AREA. THE FOUNDATION DOES NOT MAKE GRANTS TO ORGANIZATIONS THROUGH FISCAL AGENTS. THE FOUNDATION DOES NOT MAKE LOANS OR GRANTS OR PROVIDE SCHOLARSHIPS TO INDIVIDUALS. THE FOUNDATION DOES NOT SPONSOR EVENTS. NO GRANTS ARE MADE OUTSIDE THE UNITED STATES. CAPITAL GRANTS ARE MADE ONLY THROUGH THE SPECIAL PROJECTS OR FOUNDATION INITIATIVE FUND PROGRAMS BY INVITATION OF THE FOUNDATION.
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

30000 FEET

1351 ARCADE STREET
SAINT PAUL,MN55106 		N/A PC GENERAL OPERATING SUPPORT 10,000

ANN BANCROFT FOUNDATION

2356 UNIVERSITY AVENUE W
SAINT PAUL,MN55114 		N/A PC TRAILBLAZER FELLOWSHIP PROGRAM 10,000

AVENUES FOR YOUTH

1708 OAK PARK AVENUE N
MINNEAPOLIS,MN55411 		N/A PC NEW YOUTH HOUSING FACILITY IN NORTH 150,000

BRIDGING

201 WEST 87TH STREET
BLOOMINGTON,MN55420 		N/A PC GENERAL OPERATING SUPPORT 25,000

CAST (CITIZENS AGAINST SEX TRAF

PO BOX 251001
WOODBURY,MN55125 		N/A PC SEXUAL EXPLOITATION AWARENESS AND RE 10,000

CATHOLIC CHARITIES OF ST PAUL AND

1007 EAST 14TH STREET
MINNEAPOLIS,MN55404 		N/A PC GENERAL OPERATING SUPPORT 55,000

CATHOLIC CHARITIES OF ST PAUL AND

1007 EAST 14TH STREET
MINNEAPOLIS,MN55404 		N/A PC CAPITAL IMPROVEMENTS TO THE NORTHSID 110,000

CENTRO TYRONE GUZMAN

1915 CHICAGO AVENUE
MINNEAPOLIS,MN55404 		N/A PC PROGRAMMING FOR SENIORS 20,000

CHICAGO AVENUE FIRE ARTS CENTER

3749 CHICAGO AVENUE
MINNEAPOLIS,MN55407 		N/A PC GENERAL OPERATING SUPPORT 10,000

CLIMATE GENERATION

2801 21ST AVE SOUTH
MINNEAPOLIS,MN55413 		N/A PC GENERAL OPERATING SUPPORT 25,000

COLLEGEVILLE INSTITUTE

2475 ECUMENICAL DRIVE
COLLEGEVILLE,MN56321 		N/A PC GENERAL OPERATING SUPPORT 55,000

COMMUNITY FOUNDATION OF NCW

9 S WENATCHEE AVENUE
WENATCHEE,WA98801 		N/A PC GIVE METHOW CAMPAIGN 40,000

COMMUSICATION

868 SHERBURNE AVENUE
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 5,000

COMPAS

450 SYNDICATE STREET N
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 35,000

COOKIE CART

1119 WEST BROADWAY AVENUE
MINNEAPOLIS,MN55411 		N/A PC GENERAL OPERATING SUPPORT 25,000

DING DARLING WILDLIFE SOCIETY

PO BOX 565
SANIBEL,FL33957 		N/A PC GENERAL OPERATING SUPPORT 45,000

DODGE NATURE CENTER

365 MARIE AVENUE WEST
SAINT PAUL,MN55118 		N/A PC GENERAL OPERATING SUPPORT 30,000

EAGLE BLUFF ENVIRONMENTAL LEARNING

28097 GOODVIEW DRIVE
LANESBORO,MN55949 		N/A PC GENERAL OPERATING SUPPORT 32,500

ENVIRONMENTAL INITIATIVE

807 BROADWAY STREET NE
MINNEAPOLIS,MN55413 		N/A PC GENERAL OPERATING SUPPORT AND THE NO 25,000

FRIENDS OF THE MISSISSIPPI RIVER

106 WEST WATER STREET
SAINT PAUL,MN55107 		N/A PC GENERAL OPERATING SUPPORT 50,000

FROGTOWN GARDENS

941 LANGFORD AVE
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 10,000

GIRLS ON THE RUN MINNESOTA

3433 BROADWAY STREET NE
MINNEAPOLIS,MN55413 		N/A PC GENERAL OPERATING SUPPORT 15,000

GIVEMN

200 SOUTHDALE CENTER
EDINA,MN55435 		N/A PC PLANNED GIVING CAPACITY BUILDING PRO 20,300

GREAT RIVER GREENING

251 STARKEY STREET
SAINT PAUL,MN55107 		N/A PC GENERAL OPERATING SUPPORT 35,000

GROUNDWORKS COLLABORATIVE

PO BOX 370
BRATTLEBORO,VT05302 		N/A PC GENERAL OPERATING SUPPORT 18,750

HAZELDEN BETTY FORD FOUNDATION

PO BOX 64348
SAINT PAUL,MN55164 		N/A PC GENERAL OPERATING SUPPORT 55,000

HAZELDEN BETTY FORD FOUNDATION

PO BOX 64348
SAINT PAUL,MN55164 		N/A PC ALTERNATIVE ADMISSION PATHWAYS PROGR 150,000

HIGHPOINT CENTER FOR PRINTMAKING

912 WEST LAKE STREET
MINNEAPOLIS,MN55408 		N/A PC GENERAL OPERATING SUPPORT 32,500

HOPEWELL MUSIC COOPERATIVE

NORTH 4350 FREMONT AVE
MINNEAPOLIS,MN55412 		N/A PC GENERAL OPERATING SUPPORT 5,000

INDIGENOUS ROOTS

788 SEVENTH STREET EAST
SAINT PAUL,MN55106 		N/A PC GENERAL OPERATING SUPPORT 5,000

INQUILINXS UNIDXS POR JUSTICIA

3715 CHICAGO AVENUE SOUTH
MINNEAPOLIS,MN55407 		N/A PC SOCIAL HOUSING ADVOCACY 10,000

INSTALLATION GALLERY (DBA INSITE)

1140 WALL STREET STE 14
SAN DIEGO,CA92038 		N/A PC GENERAL OPERATING SUPPORT 30,000

IRREDUCIBLE GRACE FOUNDATION

643 VIRGINIA STREET
SAINT PAUL,MN55103 		N/A PC GENERAL OPERATING SUPPORT 10,000

JUXTAPOSITION ARTS

2007 EMERSON AVENUE NORTH
MINNEAPOLIS,MN55411 		N/A PC GENERAL OPERATING SUPPORT 30,000

KULTURE KLUB COLLABORATIVE

41 NORTH 12TH STREET
MINNEAPOLIS,MN55403 		N/A PC GENERAL OPERATING SUPPORT 5,000

LAND (LOS ANGELES NOMADIC DIVISION)

2021 W JEFFERSON BOULEVA
LOS ANGELES,CA90018 		N/A PC GENERAL OPERATING SUPPORT 30,000

LOFT LITERARY CENTER

1011 WASHINGTON AVE S
MINNEAPOLIS,MN55415 		N/A PC GENERAL OPERATING SUPPORT 35,000

LUTHERAN SOCIAL SERVICE OF MINNESOT

2485 COMO AVENUE
SAINT PAUL,MN55108 		N/A PC CENTER FOR CHANGING LIVES: FROGTOWN- 120,000

MACPHAIL CENTER FOR MUSIC

501 SOUTH SECOND STREET
MINNEAPOLIS,MN55401 		N/A PC NORTH MINNEAPOLIS MUSIC EDUCATION CO 30,000

MARILLAC ST VINCENT FAMILY SERVICE

2145 NORTH HALSTED ST
CHICAGO,IL60614 		N/A PC GENERAL OPERATING SUPPORT 15,000

METHOW CONSERVANCY

414 RIVERSIDE AVENUE
WINTHROP,WA98862 		N/A PC GENERAL OPERATING SUPPORT 25,000

MINNEAPOLIS INSTITUTE OF ART

2400 THIRD AVENUE SOUTH
MINNEAPOLIS,MN55404 		N/A PC GENERAL OPERATING SUPPORT 55,000

MINNESOTA CENTER FOR BOOK ARTS

1011 WASHINGTON AVE
MINNEAPOLIS,MN55415 		N/A PC PORTABLE PRESS KITS AND ACCOMPANYING 15,000

MINNESOTA CENTER FOR BOOK ARTS

75 WEST FIFTH STREET
MINNEAPOLIS,MN55415 		N/A PC GENERAL OPERATING SUPPORT 32,500

MINNESOTA CENTER FOR ENVIRONMENTAL

1919 UNIVERSITY AVENUE W
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 35,000

MINNESOTA COUNCIL ON FOUNDATIONS

800 WASHINGTON AVENUE N
MINNEAPOLIS,MN55401 		N/A PC STIPENDS FOR PARTICIPANTS IN THE MIN 3,000

MINNESOTA COUNCIL ON FOUNDATIONS

800 WASHINGTON AVENUE N
MINNEAPOLIS,MN55401 		N/A PC MEMBERSHIP 9,750

MINNESOTA HISTORICAL SOCIETY

345 KELLOGG BLVD WEST
SAINT PAUL,MN55102 		N/A PC GENERAL OPERATING SUPPORT 55,000

MINNESOTA LAND TRUST

2356 UNIVERSITY AVENUE W
SAINT PAUL,MN55114 		N/A PC GENERAL OPERATING SUPPORT 37,500

MINNESOTA ZOO FOUNDATION

13000 ZOO BOULEVARD
APPLE VALLEY,MN55124 		N/A PC GENERAL OPERATING SUPPORT 25,000

MISERICORDIA FOUNDATION

6300 NORTH RIDGE
CHICAGO,IL60660 		N/A PC GENERAL OPERATING SUPPORT 25,000

MISSION OF OUR LADY OF MERCY

1140 WEST JACKSON BLVD
CHICAGO,IL60607 		N/A PC GENERAL OPERATING SUPPORT 20,000

MISSISSIPPI PARK CONNECTION

111 EAST KELLOGG BLVD
SAINT PAUL,MN55101 		N/A PC GENERAL OPERATING SUPPORT 30,000

NORTHERN CLAY CENTER

2424 FRANKLIN AVENUE E
MINNEAPOLIS,MN55406 		N/A PC GENERAL OPERATING SUPPORT 32,500

ONE WORLD SURGERY CO SCA HEALTH

569 BROOKWOOD VILLAGE
BIRMINGHAM,AL35209 		N/A PC GENERAL OPERATING SUPPORT 25,000

PARKS & TRAILS COUNCIL OF MINNESOTA

275 EAST FOURTH STREET
SAINT PAUL,MN55101 		N/A PC GENERAL OPERATING SUPPORT 35,000

RAMSEY COUNTY HISTORICAL SOCIETY LA

75 WEST FIFTH ST
SAINT PAUL,MN55102 		N/A PC GENERAL OPERATING SUPPORT 55,000

ROOM ONE

PO BOX 222
TWISP,WA98856 		N/A PC GENERAL OPERATING SUPPORT 10,000

SAINT PAUL CONSERVATORY OF MUSIC

1619 DAYTON AVENUE
SAINT PAUL,MN55104 		N/A PC MUSIC FOR ALL 25,000

SCIENCE MUSEUM OF MINNESOTA

120 WEST KELLOGG BLVD
SAINT PAUL,MN55104 		N/A PC ACCESS PROGRAMS 40,000

SECOND HARVEST HEARTLAND

7101 WINNETKA AVENUE N
BROOKLYN PARK,MN55428 		N/A PC GENERAL OPERATING SUPPORT 15,000

SECOND HARVEST HEARTLAND

7101 WINNETKA AVENUE N
BROOKLYN PARK,MN55428 		N/A PC PURCHASE OF FOOD LOCKERS IN THE PHIL 10,000

SPACE 4 ART

340 16TH STREET
SAN DIEGO,CA92130 		N/A PC GENERAL OPERATING SUPPORT 15,000

SPRINGBOARD FOR THE ARTS

262 UNIVERSITY AVENUE W
SAINT PAUL,MN55103 		N/A PC GENERAL OPERATING SUPPORT 30,000

STAR HOUSE

PO BOX 4541
SAINT PAUL,MN55101 		N/A PC GENERAL OPERATING SUPPORT 6,700

TEXTILE CENTER OF MINNESOTA

3000 UNIVERSITY AVENUE S
MINNEAPOLIS,MN55414 		N/A PC GENERAL OPERATING SUPPORT 32,500

THE AMERICAN IRELAND FUND

10 POST OFFICE SQUARE
BOSTON,MA02109 		N/A PC GENERAL OPERATING SUPPORT 25,000

THE CONSERVATION FUND

1000 COUNTY ROAD E WEST
SHOREVIEW,MN55126 		N/A PC MINNESOTA OFFICE OPERATIONS 37,500

THE FAMILY PARTNERSHIP

1527 EAST LAKE STREET
MINNEAPOLIS,MN55407 		N/A PC CAPITAL IMPROVEMENTS AT THE NORTH MI 25,000

THE FOOD GROUP

8501 54TH AVENUE NORTH
NEW HOPE,MN55428 		N/A PC GENERAL OPERATING SUPPORT 30,000

THE NATURE CONSERVANCY MN-SD-ND CH

1101 WEST RIVER PARKWAY
MINNEAPOLIS,MN55415 		N/A PC FOREST STRATEGY AND STEWARDSHIP 37,500

THE NATURE CONSERVANCY MN-SD-ND CH

1101 WEST RIVER PARKWAY
MINNEAPOLIS,MN55415 		N/A PC RESTORATION OF PEATLANDS IN MINNESOT 120,000

THE SCHUBERT CLUB

75 WEST FIFTH STREET
SAINT PAUL,MN55102 		N/A PC PROJECT CHEER 20,000

THE TRUST FOR PUBLIC LAND

2610 UNIVERSITY AVENUE W
SAINT PAUL,MN55114 		N/A PC GENERAL OPERATING SUPPORT 30,000

THE TRUSTEES OF RESERVATIONS

200 HIGH STREET
BOSTON,MA02110 		N/A PC GENERAL OPERATING SUPPORT 55,000

TURNING POINT

1500 GOLDEN VALLEY ROAD
MINNEAPOLIS,MN55411 		N/A PC MENTAL AND CHEMICAL HEALTH SERVICES 15,000

UPSTREAM ARTS

3501 CHICAGO AVENUE SOUTH
MINNEAPOLIS,MN55407 		N/A PC ART OF PREVENTION INITIATIVE 10,000

VALLEY OUTREACH

1911 CURVE CREST BLVD
STILLWATER,MN55082 		N/A PC GENERAL OPERATING SUPPORT 25,000

VERMONT COMMUNITY FOUNDATION

3 COURT STREET
MIDDLEBURY,VT05753 		N/A PC CLOSING THE OPPORTUNITY GAP FUND 18,750

VERMONT FOODBANK

33 PARKER ROAD
BARRE,VT05641 		N/A PC GENERAL OPERATING SUPPORT 18,750

WALKER ART CENTER

725 VINELAND PLACE
MINNEAPOLIS,MN55403 		N/A PC PUBLIC ENGAGEMENT, LEARNING, AND IMP 30,000

WALKER WEST MUSIC ACADEMY

760 SELBY AVENUE
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 35,000

WILD RIVERS CONSERVANCY

1015 NORTH CASCADE ST
OSCEOLA,WI54020 		N/A PC GENERAL OPERATING SUPPORT 10,000

WILDERNESS INQUIRY

930 EAST 80TH STREET
BLOOMINGTON,MN55420 		N/A PC GENERAL OPERATING SUPPORT 50,000

WOLF RIDGE ENVIRONMENTAL LEARNING C

6282 CRANBERRY ROAD
FINLAND,MN55603 		N/A PC GENERAL OPERATING SUPPORT 30,000

WOMEN'S FOUNDATION OF MINNESOTA

105 FIFTH AVENUE SOUTH
MINNEAPOLIS,MN55401 		N/A PC MN FEMINIST GIVING DAY 100,000

WOMEN'S FREEDOM CENTER

PO BOX 933
BRATTLEBORO,VT05302 		N/A PC GENERAL OPERATING SUPPORT 18,750

WORCESTER ART MUSEUM

55 SALISBURY STREET
WORCESTER,MA01609 		N/A PC GENERAL OPERATING SUPPORT 55,000
Total .................................right arrow 3a 2,924,750
bApproved for future payment

CATHOLIC CHARITIES OF ST PAUL AND
1007 EAST 14TH STREET
MINNEAPOLIS,MN55404 		N/A PC GENERAL OPERATING SUPPORT 55,000

COLLEGEVILLE INSTITUTE
2475 ECUMENICAL DRIVE
COLLEGEVILLE,MN56321 		N/A PC GENERAL OPERATING SUPPORT 55,000

COMPAS
450 SYNDICATE STREET NORT
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 35,000

DODGE NATURE CENTER
365 MARIE AVENUE WEST
SAINT PAUL,MN55118 		N/A PC GENERAL OPERATING SUPPORT 30,000

EAGLE BLUFF ENVIRONMENTAL LEARNING
28097 GOODVIEW DRIVE
LANESBORO,MN55949 		N/A PC GENERAL OPERATING SUPPORT 32,500

FRIENDS OF THE MISSISSIPPI RIVER
106 WEST WATER STREET
SAINT PAUL,MN55107 		N/A PC GENERAL OPERATING SUPPORT 50,000

GREAT RIVER GREENING
251 STARKEY STREET
SAINT PAUL,MN55107 		N/A PC GENERAL OPERATING SUPPORT 35,000

HAZELDEN BETTY FORD FOUNDATION
PO BOX 64348
SAINT PAUL,MN55164 		N/A PC GENERAL OPERATING SUPPORT 55,000

HIGHPOINT CENTER FOR PRINTMAKING
912 WEST LAKE STREET
MINNEAPOLIS,MN55408 		N/A PC GENERAL OPERATING SUPPORT 32,500

JUXTAPOSITION ARTS
2007 EMERSON AVENUE
MINNEAPOLIS,MN55411 		N/A PC GENERAL OPERATING SUPPORT 30,000

LOFT LITERARY CENTER
1011 WASHINGTON AVE S
MINNEAPOLIS,MN55415 		N/A PC GENERAL OPERATING SUPPORT 35,000

MACPHAIL CENTER FOR MUSIC
501 SOUTH SECOND STREET
MINNEAPOLIS,MN55401 		N/A PC NORTH MINNEAPOLIS MUSIC EDUCATION CO 30,000

MINNEAPOLIS INSTITUTE OF ART
2400 THIRD AVENUE SOUTH
MINNEAPOLIS,MN55404 		N/A PC GENERAL OPERATING SUPPORT 55,000

MINNESOTA CENTER FOR BOOK ARTS
75 WEST FIFTH STREET
MINNEAPOLIS,MN55415 		N/A PC GENERAL OPERATING SUPPORT 32,500

MINNESOTA CENTER FOR ENVIRONMENTAL
1919 UNIVERSITY AVENUE W
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 35,000

MINNESOTA HISTORICAL SOCIETY
345 KELLOGG BLVD WEST
SAINT PAUL,MN55102 		N/A PC GENERAL OPERATING SUPPORT 55,000

MINNESOTA LAND TRUST
2356 UNIVERSITY AVENUE W
SAINT PAUL,MN55114 		N/A PC GENERAL OPERATING SUPPORT 37,500

MISSISSIPPI PARK CONNECTION
111 EAST KELLOGG BLVD
SAINT PAUL,MN55101 		N/A PC GENERAL OPERATING SUPPORT 30,000

NORTHERN CLAY CENTER
2424 FRANKLIN AVENUE E
MINNEAPOLIS,MN55406 		N/A PC GENERAL OPERATING SUPPORT 32,500

PARKS & TRAILS COUNCIL OF MINNESOTA
275 EAST FOURTH STREET
SAINT PAUL,MN55101 		N/A PC GENERAL OPERATING SUPPORT 35,000

RAMSEY COUNTY HISTORICAL SOCIETY LA
75 WEST FIFTH ST
SAINT PAUL,MN55102 		N/A PC GENERAL OPERATING SUPPORT 55,000

SAINT PAUL CONSERVATORY OF MUSIC
1619 DAYTON AVENUE
SAINT PAUL,MN55104 		N/A PC MUSIC FOR ALL 25,000

SCIENCE MUSEUM OF MINNESOTA
120 WEST KELLOGG BLVD
SAINT PAUL,MN55104 		N/A PC ACCESS PROGRAMS 40,000

SPRINGBOARD FOR THE ARTS
262 UNIVERSITY AVENUE W
SAINT PAUL,MN55103 		N/A PC GENERAL OPERATING SUPPORT 30,000

STAR HOUSE
PO BOX 4541
SAINT PAUL,MN55101 		N/A PC GENERAL OPERATING SUPPORT 3,300

TEXTILE CENTER OF MINNESOTA
3000 UNIVERSITY AVENUE S
MINNEAPOLIS,MN55414 		N/A PC GENERAL OPERATING SUPPORT 32,500

THE CONSERVATION FUND
1000 COUNTY ROAD E WEST
SHOREVIEW,MN55126 		N/A PC MINNESOTA OFFICE OPERATIONS 37,500

THE NATURE CONSERVANCY MN-SD-ND CH
1101 WEST RIVER PARKWAY
MINNEAPOLIS,MN55415 		N/A PC FOREST STRATEGY AND STEWARDSHIP 37,500

THE SCHUBERT CLUB
75 WEST FIFTH STREET
SAINT PAUL,MN55102 		N/A PC PROJECT CHEER 20,000

THE TRUST FOR PUBLIC LAND
2610 UNIVERSITY AVENUE W
SAINT PAUL,MN55114 		N/A PC GENERAL OPERATING SUPPORT 30,000

THE TRUSTEES OF RESERVATIONS
200 HIGH STREET
BOSTON,MA02110 		N/A PC GENERAL OPERATING SUPPORT 55,000

WALKER ART CENTER
725 VINELAND PLACE
MINNEAPOLIS,MN55403 		N/A PC PUBLIC ENGAGEMENT, LEARNING, AND IMP 30,000

WALKER WEST MUSIC ACADEMY
760 SELBY AVENUE
SAINT PAUL,MN55104 		N/A PC GENERAL OPERATING SUPPORT 35,000

WOLF RIDGE ENVIRONMENTAL LEARNING C
6282 CRANBERRY ROAD
FINLAND,MN55603 		N/A PC GENERAL OPERATING SUPPORT 30,000

WORCESTER ART MUSEUM
55 SALISBURY STREET
WORCESTER,MA01609 		N/A PC GENERAL OPERATING SUPPORT 55,000
Total ................................. right arrow 3b 1,303,300
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 4,310,531  
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 .....     16    
8 Gain or (loss) from sales of assets other than
inventory ............ 		    18 2,252,483  
9 Net income or (loss) from special events:          
10 Gross profit or (loss) from sales of inventory          
11 Other revenue:
aLITIGATION SETTLEMENT 		    1 14,297  
bPASS-THROUGH ORDINARY INCOM     1 1,604  
cPASS THROUGH OTHER REVENUE     1 -49,192  
dNONDEDUCTIBLE PASSTHROUGH     1 -3,193  
ePASSTHROUGH ORDINARY INC. U 523000 160,286 1    
12 Subtotal. Add columns (b), (d), and (e) .. 160,286 6,526,530  
13Total. Add line 12, columns (b), (d), and (e)..................
13
6,686,816
(See worksheet in line 13 instructions to verify calculations.)
Part XV-B
Relationship of Activities to the Accomplishment of Exempt Purposes
Line No.
DownArrow 		Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to
the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
instructions.)
Form 990-PF (2024)
Form 990-PF (2024)
Page 13
Part XVI
Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
1
Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
Yes
No
a
Transfers from the reporting foundation to a noncharitable exempt organization of:
(1) Cash...................................
1a(1)
 
No
(2) Other assets.................................
1a(2)
 
No
b
Other transactions:
(1) Sales of assets to a noncharitable exempt organization....................
1b(1)
 
No
(2) Purchases of assets from a noncharitable exempt organization..................
1b(2)
 
No
(3) Rental of facilities, equipment, or other assets.......................
1b(3)
 
No
(4) Reimbursement arrangements...........................
1b(4)
 
No
(5) Loans or loan guarantees.............................
1b(5)
 
No
(6) Performance of services or membership or fundraising solicitations................
1b(6)
 
No
c
Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
1c
 
No
d
If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
(a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
2a
Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
b
If "Yes," complete the following schedule.

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


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


Software ID:  
Software Version:  


Form 990PF - Special Condition Description:
Special Condition Description

TY 2024 AccountingFeesSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
ACCOUNTING SERVICES 37,813 23,048   14,765

TY 2024 InvestmentsCorpBondsSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Name of Bond End of Year Book Value End of Year Fair Market Value
CORPORATE BONDS AND NOTES-SEE ATTACH 2,719,756 2,719,756
MUTUAL BOND FUNDS-SEE ATTACHED SCH. 1,855,754 1,855,754

TY 2024 InvestmentsCorpStockSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Name of Stock End of Year Book Value End of Year Fair Market Value
COMMON STOCKS -SEE ATTACHED SC 24,305,982 24,305,982
HANSEN ENGINE CORPORATION-7,200 SHAR 360 360

TY 2024 InvestmentsGovtObligationsSch
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
US Government Securities - End of Year Book Value:

6,921,293
US Government Securities - End of Year Fair Market Value:

6,921,293
State & Local Government Securities - End of Year Book Value:


2,864,643
State & Local Government Securities - End of Year Fair Market Value:


2,864,643


TY 2024 InvestmentsOtherSchedule2
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
BLACKROCK CREDIT ALLOCATION INCOME FMV    
WESTERN ASSET PREMIER BD FD FMV    
NUBEEN PENNSYLVANIA QUALITY MUNIC FMV    
NORTH HAVEN REAL ESTATE FUND VII OFF FMV 9,451 9,451
NUVEEN AMT-FREE MUNICIPAL INCOME FMV 27,950 27,950
BLACKROCK ENHANCED GOVERNMENT FUND FMV 36,743 36,743
COLLECTIVE BALANCED FUNDS FMV 107,744 107,744
WASTEWATER OPPORTUNITY FUND, LLC FMV 117,255 117,255
NORTH HAVEN OFFSHORE INFRASTRUCTURE FMV 211,372 211,372
NORTH HAVEN REAL ESTATE FUND VIII GL FMV 308,533 308,533
GATEWAY PARTNERSHIP FMV 431,075 431,075
NORTHSTAR MEZZANINE PARTNERS VI, LP FMV 565,731 565,731
NORTHSTAR MEZZANINE PARTNERS VIII LP FMV 977,182 977,182
NORTHSTAR MEZZANINE VII LP FMV 2,533,277 2,533,277
TEMPLETON GLOBAL FMV 2,640,454 2,640,454
NORTH HAVEN INFRASTRUCTURE PARTNERS FMV 3,296,815 3,296,815
VANGUARD TOTAL INTERNATIONAL STOCK FMV 7,759,727 7,759,727
VANGAURD SMALL CAP INDEX FMV 11,821,814 11,821,814
MONDRAIN ALL WORLD EX-US EQUITY FD FMV 21,139,295 21,139,295

TY 2024 OtherAssetsSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
FEDERAL EXCISE TAX RECEIVABLE 34,156    
ROU ASSETS 158,800 125,634 125,634


TY 2024 OtherExpensesSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
EXPENSES        
INSURANCE 7,535 6,268   1,267
SUBSCRIPTIONS & PUBLICATIONS 8,598 3,235   5,363
ADMINISTRATIVE 5,698 400    
GRANT MANAGEMENT SOFTWARE 5,130     5,130
OFFICE EXPENSES 2,719 527   529
MEMBERSHIP AND ASSOCIATION EX 3,874     3,874
OFFICE EQUIPMENT        
TELEPHONE 1,018 81   937
MISCELLANEOUS 768 768    
OTHER PASSTHROUGH DEDUCTIONS 98,569 98,569    
INTERNET SERVICES 2,118 706   1,412


TY 2024 OtherIncomeSchedule2
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
LITIGATION SETTLEMENT 14,297 14,297  
PASS-THROUGH ORDINARY INCOME 1,604 1,604  
PASS THROUGH OTHER REVENUE -49,192 -49,192  
NONDEDUCTIBLE PASSTHROUGH -3,193    
PASSTHROUGH ORDINARY INC. UBI 160,286    


TY 2024 OtherIncreasesSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Description Amount
UNREALIZED GAINS -118,313


TY 2024 OtherLiabilitiesSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Description Beginning of Year - Book Value End of Year - Book Value
LEASE LIABILITIES 161,284 127,586
EXCISE TAX PAYABLE   117,480


TY 2024 OtherProfessionalFeesSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
PROGRAM CONSULTING 9,855     9,855
INVESTMENT FEES 253,570 253,570    


TY 2024 TaxesSchedule
Name:
PATRICK AND AIMEE BUTLER FAMILY
EIN:
41-6009902
Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
FOREIGN TAX PAID 122,727 122,727    
FEDERAL EXCISE TAX 152,616