TY 2024 Form 990

- TIN:

SCHEDULE A
(Form 990)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow

Attach to Form 990 or Form 990-EZ.
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Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2024

Open to Public
Inspection

Name of the organization

PENN FOUNDATION INC

Employer identification number

23-1496225

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 12, check only one box.)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Provide the following information about the supported organization(s).

(i) Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i) Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

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

Cat. No. 11285F

Schedule A (Form 990) 2024

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization failed to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf ....
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) ..
6	Public support. Subtract line 5 from line 4.

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(f) Total
7	Amounts from line 4..
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9	Net income from unrelated business activities, whether or not the business is regularly carried on..
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support. Add lines 7 through 10

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

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here ........................................ right arrow

Section C. Computation of Public Support Percentage

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

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

16a

33 1/3% support test—2024. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2023. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2024. If the organization did not check a box on line 13, 16a, or 16b, and line 14 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization ............ right arrow

10%-facts-and-circumstances test—2023. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization ............ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990) 2024

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .	1,060,617	1,282,645	1,675,026	3,183,740	995,198	8,197,226
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose	26,594,656	26,274,644	26,897,786	27,091,817	27,639,813	134,498,716
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....						0
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...						0
5	The value of services or facilities furnished by a governmental unit to the organization without charge						0
6	Total. Add lines 1 through 5	27,655,273	27,557,289	28,572,812	30,275,557	28,635,011	142,695,942
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons	27,760	5,000	5,000	5,000	5,000	47,760
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.						0
c	Add lines 7a and 7b..	27,760	5,000	5,000	5,000	5,000	47,760
8	Public support. (Subtract line 7c from line 6.)						142,648,182

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2020	(b) 2021	(c) 2022	(d) 2023	(e) 2024	(f) Total
9	Amounts from line 6...	27,655,273	27,557,289	28,572,812	30,275,557	28,635,011	142,695,942
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..	59,564	43,562	38,442	41,015	43,746	226,329
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.						0
c	Add lines 10a and 10b.	59,564	43,562	38,442	41,015	43,746	226,329
11	Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on.						0
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..	222,473	24,827	26,741	21,157	0	295,198
13	Total support. (Add lines 9, 10c, 11, and 12.)..	27,937,310	27,625,678	28,637,995	30,337,729	28,678,757	143,217,469

First 5 years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here................................................. right arrow

Section C. Computation of Public Support Percentage

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

99.603 %

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

99.442 %

Section D. Computation of Investment Income Percentage

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

0.158 %

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

0.154 %

19a

33 1/3% support tests-2024. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3 % support tests—2023. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ..... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

Schedule A (Form 990) 2024

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked box 12a, of Part I, complete Sections A and B. If you checked box 12b, of Part I, complete Sections A and C. If you checked box 12c, of Part I, complete Sections A, D, and E. If you checked box12d, of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

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

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked box 12a or 12b in Part I, answer lines 4b and 4c below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer lines 5b and 5c below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

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

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described on line 7? If “Yes,” complete Part I of Schedule L (Form 990).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons, as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined on line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined on line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990) 2024

Page 5

Part IV

Supporting Organizations (continued)

Yes

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

A person who directly or indirectly controls, either alone or together with persons described on lines 11b and 11c below, the governing body of a supported organization?

11a

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

11b

A 35% controlled entity of a person described on line 11a or 11b above? If “Yes” to 11a, 11b, or 11c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the officers, directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in line 2 above, did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

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

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

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

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

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

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described on line 2a, above constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

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

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations?If "Yes" or "No", provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Schedule A (Form 990) 2024

Page 6

Part V

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

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

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by 0.035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6

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

Schedule A (Form 990) 2024

Page 7

Part V

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

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes	1
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity	2
3 Administrative expenses paid to accomplish exempt purposes of supported organizations	3
4 Amounts paid to acquire exempt-use assets	4
5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI)	5
6 Other distributions (describe in Part VI). See instructions	6
7Total annual distributions. Add lines 1 through 6.	7
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions	8
9 Distributable amount for 2024 from Section C, line 6	9
10 Line 8 amount divided by Line 9 amount	10

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

Schedule A (Form 990) (2024)

Schedule A (Form 990) 2024

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation

Schedule A (Form 990) 2024

Additional Data

Software ID:
Software Version:

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

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

OMB No. 1545-0047

Name of the organization

PENN FOUNDATION INC

Employer identification number

23-1496225

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 PENN FOUNDATION INC

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
RESTRICTED	,	$ RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (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 PENN FOUNDATION INC		Employer identification number 23-1496225

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
		$
(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
		$
(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 PENN FOUNDATION INC			Employer identification number 23-1496225
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

(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

(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

(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

(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

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SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," on Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
right arrow

Attach to Form 990.
right arrow

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

OMB No. 1545-0047

Open to Public Inspection

Name of the organization

PENN FOUNDATION INC

Employer identification number

23-1496225

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate value of contributions to (during year)
3	Aggregate value of grants from (during year)
4	Aggregate value at end of year ........

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization’s property, subject to the organization’s exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

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

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

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

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements ......................	2a
b	Total acreage restricted by conservation easements ....................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after July 25, 2006, and not on a historic structure listed in the National Register ...	2d

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

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

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

Yes No

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

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

Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................

Yes No

In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.

If the organization elected, as permitted under FASB ASC 958, not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under FASB ASC 958, to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

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

(ii)

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

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under FASB ASC 958 relating to these items:

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

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

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

Cat. No. 52283D

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

Page 2

Part III

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

Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

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

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

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

Yes No


b	If "Yes," explain the arrangement in Part XIII and complete the following table:		Amount
c	Beginning balance .............................	1c
d	Additions during the year ............................	1d
e	Distributions during the year ..........................	1e
f	Ending balance ................................	1f

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

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ....

Part V

Endowment Funds.
Complete if the organization answered "Yes" on Form 990, Part IV, line 10.

		(a) Current year	(b) Prior year	(c) Two years back	(d) Three years back	(e) Four years back

1a	Beginning of year balance ....	344,173	395,124	387,819	374,347	374,347
b	Contributions ...	98,017	58,899	89,432	300,262
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...	42,293	109,850	82,127	286,790
f	Administrative expenses ....
g	End of year balance ......	399,897	344,173	395,124	387,819	374,347

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

Board designated or quasi-endowment right arrow

Permanent endowment right arrow

Term endowment right arrow

100.000 %

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

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

Yes

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

3a(i)

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

3a(ii)

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

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b) Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value

1a	Land .....	160,189		160,189
b	Buildings ....	15,243,522	2,019,203	13,224,319
c	Leasehold improvements
d	Equipment ....	3,683,328	2,494,559	1,188,769
e	Other .....	613,870	93,503	520,367
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				15,093,644

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

Page 3

Part VII

Investments - Other Securities.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)	(b) Book value	(c) Method of valuation: Cost or end-of-year market value
(1) Financial derivatives.........
(2) Closely-held equity interests........
(3)Other
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)

Part VIII

Investments - Program Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment	(b) Book value	(c) Method of valuation: Cost or end-of-year market value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes	0
DUE TO AFFILIATES	9,621,807
LEASE LIABILITY	367,208
ACCRUED COMPENSATION PAYABLE	182,546






Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	10,171,561
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

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

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......		1
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ...........	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1..................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b....................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities .........	2a
b	Prior year adjustments ............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ...........	2d
e	Add lines 2a through 2d....................		2e
3	Subtract line 2e from line 1...................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.....................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference

Explanation

SCHEDULE D, PART V; QUESTION 4

AN INDEPENDENT CPA FIRM AUDITED THE FINANCIAL STATEMENTS OF Penn foundation, Inc. FOR THE YEAR ENDED JUNE 30, 2025. THE FOLLOWING FOOTNOTE IS INCLUDED IN THE ORGANIZATION'S 2025 AUDITED FINANCIAL STATEMENTS THAT REPORTS THE ORGANIZATION'S LIABILITY FOR UNCERTAIN TAX POSITIONS UNDER FIN 48 (ASC 740): The Penn foundation, Inc. is exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code. Additionally, the entity qualifies for the charitable contribution deduction under Section 170(b)(1)(A) and has been classified as an organization that is not a private foundation under Section 509(a)(2). The Organization does not believe its financial statements contain any uncertain tax positions at June 30, 2025 and 2024. The Organization had no income tax penalties or interest for the years reported in these statements.

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

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

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990.
lBullet

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

OMB No. 1545-0047

Open to Public
Inspection

Name of the organization
PENN FOUNDATION INC

Employer identification number
23-1496225

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

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

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

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of noncash assistance	(h) Purpose of grant or assistance
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
(12)

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

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

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

Cat. No. 50055P

Schedule I (Form 990) Rev. 1-2025

Page 2

Part III

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

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

(1) SCHOLARSHIPS	5	7,700
(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

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

Return Reference	Explanation
SCHEDULE I, PART I; QUESTION 2	GRANTS ARE MONITORED BY THE NETWORK'S FINANCE PERSONNEL THROUGH THE UTILIZATION OF COST CENTERS AND OTHER INFORMATION; INCLUDING WRITTEN DOCUMENTATION AND RECEIPTS.

Schedule I (Form 990) Rev. 1-2025

Additional Data

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

Department of the Treasury
Internal Revenue Service

Compensation Information

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

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

Attach to Form 990.
medium right arrow graphic

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

OMB No. 1545-0047

Open to Public Inspection

Name of the organization

PENN FOUNDATION INC

Employer identification number

23-1496225

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

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

Travel for companions Payments for business use of personal residence

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

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

If any of the boxes on Line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .....

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked on Line 1a? ....

Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:

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

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

Yes

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

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

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

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

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

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

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

Yes

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

Yes

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

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Yes

Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III ..........................

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

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

Cat. No. 50053T

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

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2, 1099-MISC compensation, and/or 1099-NEC			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1Tara J KoehnleinCPAMBA Trustee	(i) (ii)	0 ------------- 278,591	0 ------------- 100,871	0 ------------- 20,790	0 ------------- 25,280	0 ------------- 23,617	0 ------------- 449,149	0 ------------- 0
2Wayne A Mugrauer MPA President - Penn Foundation	(i) (ii)	0 ------------- 309,502	0 ------------- 79,524	0 ------------- 5,383	0 ------------- 8,625	0 ------------- 210	0 ------------- 403,244	0 ------------- 0
3Gibson George MD Medical Director	(i) (ii)	0 ------------- 314,545	0 ------------- 6,884	0 ------------- 450	0 ------------- 8,255	0 ------------- 38,540	0 ------------- 368,674	0 ------------- 0

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

Page 3

Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.

Return Reference	Explanation
CORE FORM, PART VII AND SCHEDULE J	TAXABLE COMPENSATION REPORTED HEREIN IS DERIVED FROM 2024 FORMS W-2.
SCHEDULE J, PART I; QUESTION 3	COMPENSATION REVIEW ------------------- EXECUTIVE COMPENSATION FOR THE HEALTH NETWORK CONSISTS OF FIXED SALARY, AT-RISK COMPENSATION AND OTHER DEFERRED COMPENSATION ARRANGEMENTS. TOTAL COMPENSATION FOR NETWORK EXECUTIVES IS APPROVED ANNUALLY BY THE NETWORK'S BOARD OF TRUSTEES. THE RECOMMENDED COMPENSATION IS ESTABLISHED THROUGH A MULTI-FACETED APPROACH INCLUDING USE OF AN INDEPENDENT CONSULTANT ENGAGED ON AN ONGOING BASIS BY THE BOARD OF TRUSTEES AND WHO WORKS DIRECTLY WITH THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD. ALSO INCLUDED IS THE REVIEW OF FORMS 990 AND COMPENSATION SURVEYS OF OTHER COMPARABLE HEALTHCARE ORGANIZATIONS. BONUS/INCENTIVE --------------- THE AT-RISK COMPENSATION IS APPROVED BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD AND IS BASED ON SEVERAL QUALITATIVE AND QUANTITATIVE COMPONENTS, INCLUDING JOINT COMMISSION, PENNSYLVANIA DEPARTMENT OF HEALTH AND PENNSYLVANIA TRAUMA SYSTEMS FOUNDATION ACCREDITATIONS, EVIDENCE-BASED HOSPITAL PROCESS OF CARE MEASURES, OUTCOME MEASURES, SUCH AS PATIENT SATISFACTION, MORTALITY RATE, AND LENGTH OF STAY; EFFICIENCY MEASURES AS DEMONSTRATED BY COST-PER-ADJUSTED DISCHARGE AND NET INCOME. OTHER REPORTABLE COMPENSATION ----------------------------- OTHER BENEFITS INCLUDE DEFERRED COMPENSATION BENEFITS THAT HAD ACCUMULATED OVER YEARS OF SERVICE AND WAS REPORTED AND DISTRIBUTED IN ACCORDANCE WITH VESTING REQUIREMENTS AND INTERNAL REVENUE SERVICE RULES AND REGULATIONS. DEFERRED COMPENSATION --------------------- DEFERRED COMPENSATION REPRESENTS RETIREMENT BENEFITS EARNED DURING THE REPORTING PERIOD, NOT RECOGNIZED AS COMPENSATION ON THE EMPLOYEE'S 2024 FORM W-2. NONTAXABLE BENEFITS ------------------- NONTAXABLE BENEFITS REPRESENTS HEALTH AND WELFARE BENEFITS RECEIVED DURING THE REPORTING PERIOD, NOT RECOGNIZED AS COMPENSATION ON THE EMPLOYEE'S 2024 FORM W-2. COMPENSATION REPORTED ON PRIOR 990 ---------------------------------- TOTAL COMPENSATION REPORTED ON PRIOR FORMS 990 REPRESENTS RECOGNITION OF DEFERRED COMPENSATION BENEFITS THAT HAD ACCUMULATED OVER YEARS OF SERVICE AND WAS REPORTED AND DISTRIBUTED IN ACCORDANCE WITH VESTING REQUIREMENTS AND INTERNAL REVENUE SERVICE RULES AND REGULATIONS. THESE AMOUNTS WERE PREVIOUSLY REPORTED IN SCHEDULE J, COLUMN C - RETIREMENT AND OTHER DEFERRED COMPENSATION.
SCHEDULE J, PART I; QUESTION 4B	THE AMOUNT REFLECTED IN COLUMN B(III) FOR THE FOLLOWING INDIVIDUAL INCLUDES CURRENT YEAR VESTING IN AN INTERNAL REVENUE CODE SECTION 457(F) PLAN (NON-QUALIFIED DEFERRED COMPENSATION PLAN) AS THE AMOUNT WAS NO LONGER SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. THE AMOUNT OUTLINED HEREIN WAS INCLUDED IN HIS 2024 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: Wayne A. Mugrauer, MPA, $1,212. THE DEFERRED COMPENSATION AMOUNT IN COLUMN C FOR THE FOLLOWING INDIVIDUAL INCLUDES UNVESTED BENEFITS IN AN INTERNAL REVENUE CODE SECTION 457(F) PLAN (NON-QUALIFIED DEFERRED COMPENSATION PLAN) WHICH IS SUBJECT TO A SUBSTANTIAL RISK OF COMPLETE FORFEITURE. ACCORDINGLY, THIS INDIVIDUAL MAY NEVER ACTUALLY RECEIVE THIS UNVESTED BENEFIT AMOUNT. THE AMOUNT OUTLINED HEREIN WAS NOT INCLUDED IN HER 2024 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES: Tara J. Koehnlein, CPA, MBA, $1,130.
SCHEDULE J, PART I; QUESTIONS 6A AND 6B	THE EXECUTIVE COMPENSATION PACKAGE FOR THE HEALTH NETWORK CONSISTS OF BOTH A FIXED SALARY AND ADDITIONAL AT-RISK COMPENSATION THAT IS BASED ON SEVERAL QUALITATIVE AND QUANTITATIVE COMPONENTS. THE COMPONENTS OF THE AT-RISK COMPENSATION PLAN INCLUDES JCAHO, DEPARTMENT OF HEALTH AND TRAUMA CENTER ACCREDITATIONS, EVIDENCE BASED HOSPITAL PROCESS OF CARE MEASURES, OUTCOME MEASURES SUCH AS PATIENT SATISFACTION, MORTALITY RATE, LENGTH OF STAY, EFFICIENCY MEASURES AS DEMONSTRATED BY COST PER ADJUSTED DISCHARGE AND FINALLY NET INCOME.
SCHEDULE J, PART I; QUESTION 7	CERTAIN INDIVIDUALS INCLUDED IN SCHEDULE J, PART II RECEIVED A BONUS COMPENSATION DURING CALENDAR YEAR 2024 WHICH WAS INCLUDED IN SCHEDULE J, PART II, COLUMN B(II) HEREIN AND IN THE INDIVIDUAL'S 2024 FORM W-2, BOX 5, AS TAXABLE MEDICARE WAGES. PLEASE REFER TO THIS SECTION OF THE FORM 990, SCHEDULE J FOR THIS INFORMATION BY PERSON BY AMOUNT.

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

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990)
(Rev. January 2025)
Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

Open to Public
Inspection

Name of the organization

PENN FOUNDATION INC

Employer identification number

23-1496225

Return Reference	Explanation
CORE FORM, PART III, STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	Penn Foundation, Inc. (D.B.A St. Luke's Penn Foundation) is recognized by the Internal Revenue Service (IRS) as an internal revenue code section 501(c)(3) tax-exempt organization. Pursuant to its charitable purposes, St. Luke's Penn Foundation operates its main campus in Sellersville, Bucks County as a community-based behavioral health provider with 25 mental health and substance use treatment programs that serve individuals in a non-discriminatory manner regardless of race, color, creed, sex, national origin, religion or ability to pay. In fiscal year 2024-2025 (FY 25), St. Luke's Penn Foundation served approximately 8,089 individuals and delivered 176,632 services. St. Luke's Penn Foundation also contracted with 91 businesses to provide its Employee Assistance Program (EAP). Approximately, 766 employees used the EAP service, and the team provided more than 3,387.25 service hours of training, counseling, incident debriefings and other consultative services. St. Luke's Penn Foundation manages a community petition site for crisis services for Bucks County, Pennsylvania. The petition site is located at St. Luke's Upper Bucks Campus (3000 St. Luke's Drive, Quakertown, PA 18951). St. Luke's Penn Foundation staff deliver crisis services in the Emergency Department at this campus. Additionally, a crisis line is available 24 hours a day, 7 days a week at 215-257-6551. Mission -------- St. Luke's Penn Foundation, as part of the St. Luke's University Health Network, offers hope, recovery and wellness as we provide compassionate, high quality, cost-effective mental health and substance use treatment to residents of the communities we serve, regardless of race, color, creed, sex, national origin, religion or ability to pay. St. Luke's Penn Foundation is committed to excellence. Our clinical and administrative staff are dedicated to the provision of superior mental, developmental and physical healthcare that is individualized and family-centered, accessible and equitable. We compassionately support the ability of every individual to fully realize their emotional, physical, and spiritual potential. We promote the development of our staff by creating opportunities for education, achievement and advancement. Our mission is accomplished by the following: - Making the client our highest priority - Promoting healthy lifestyles and continuously improving care provided - Coordinating and integrating services into a seamless, easily accessible system of care - Improving the level of service provided throughout the network - Ensuring all health care services are relevant to the needs of the community - Striving to maximize the satisfaction of our patients, employees, medical staff and volunteers - Training allied health professionals, nursing and medical students, and residents and fellows and attracting them to practice within our network's service area As a merged entity within the St. Luke's Network, St. Luke's Penn Foundation is part of one of the largest non-profit networks of inpatient and outpatient mental health services in eastern Pennsylvania and northern New Jersey. Together, our combined services establish a comprehensive continuum of care to treat patients with mental health and substance use disorders. St. Luke's Penn Foundation is an Aetna Institute of Quality and an Independence Blue Cross Center of Distinction. Investing in prevention education and serving as a community resource is a vital part of our programming. In FY 25, St. Luke's Penn Foundation delivered 49 in-school presentations to more than 2,500 students in 12 schools throughout the Central Bucks, Cheltenham, New Hope-Solebury, Palisades, Parkland, Pennridge, Quakertown, Souderton and Upper Perk school districts. St. Luke's Penn Foundation also provided 72 education presentations to nearly more than 10,670 community members on topics such as mental health, substance use, overdose prevention, recovery and harm reduction. Additionally, St. Luke's Penn Foundation's Community Outreach Specialist was onsite at Free Fall Skate Park in Quakertown 24 times (twice a month) to provide outreach and information. Furthermore, St. Luke's Penn Foundation's third annual Recovery is for Everyone Walk attracted more than 400 individuals to walk in support of recovery. The St. Luke's Penn Foundation campus delivers services in person across multiple buildings on its main campus that spans 30 acres in Sellersville, West Rockhill Township, Bucks County, PA. Additionally, St. Luke's Penn Foundation serves clients through programs in neighboring communities, including: - Sellersville (Bucks County): Employee Assistance Program, Recovery Center Outpatient Services, Wellspring Clubhouse, Penn Gardens, Penn Villa - Souderton (Montgomery County): Intellectual Disabilities Supports Coordination - Pottstown (Montgomery County): Assertive Community Treatment - Exton (Chester County): Assertive Community Treatment - North Wales (Montgomery County): Employee Assistance Program - Bethlehem (Northampton County): Employee Assistance Program - Bristol (Bucks County): Mobile Engagement Services - Allentown (Lehigh County): Mobile Engagement Services - Lehighton (Carbon County): Victory for Veterans St. Luke's Penn Foundation compassionate staff of 378 dedicated professionals care for children, adolescents and adults through 25 unique programs and the office locations noted above as well as community-based work and telehealth. St. Luke's Penn Foundation delivers integrated, holistic care designed to meet the unique needs of each person. FY 25 Program Highlights and Accomplishments -------------------------------------------- In our fourth year of being part of the St. Luke's University Health Network, we made significant progress toward our shared vision of maintaining and developing a full continuum of high-quality, integrated and cost-effective mental health and substance use disorder services. Together, we grew programs and expanded into new markets, improved access to care, provided career advancement opportunities and recruited and retained quality staff, all of which are critical to keeping pace with the increasing demand for behavioral healthcare. Over the past year, St. Luke's Penn Foundation worked to address gaps in mental healthcare by expanding programs and further integrating its services throughout the entire St. Luke's Network. This has increased access to mental health and substance use disorder treatment, resulting in more comprehensive care and better outcomes. This is accomplished through creating access to care through programs in partnership with primary care, expanding partial hospitalization programs and strengthening school-based programming. St. Luke's Penn Foundation expanded its Victory for Veterans program to provide suicide prevention services to veterans in both Carbon and Schuylkill Counties. Made possible by a grant from the U.S. Department of Veteran Affairs, the program served 63 veterans and their families this past year and more than 100 veterans and their families since its inception. Additionally, the program has outreached to more than 1,000 veterans through community events, places of worship, and local fairs and festivals. The team has also presented at locations such as the American Legion, VFWs and the Marine Corps League. The Victory for Veterans Program has initiated its own outreach events such as Ruck 'n Reflect, Roll or Stroll, monthly Common Grounds Veterans Coffee Club and monthly support groups. Our residential inpatient drug and alcohol program produced strong outcomes this year, demonstrating a 38% decrease in symptoms of depression and 30-day readmission rates below 3%. In FY 25, 814 individuals were admitted to the Recovery Center, 71.5% of which had a planned discharge. Our outpatient drug and alcohol program focused on increasing Dialectical Behavior Therapy (DBT) and art therapy options for clients. St. Luke's Penn Foundation provides high-intensity community-based services for both adults (Assertive Community Treatment teams) and children (Family Based Services). These programs wrap care teams around individuals to provide care in community settings rather than institutional settings. Among these teams, the community tenure rate is consistently in the 90th percentile, increasing to 94% this year.
CORE FORM, PART III, STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	St. Luke's Penn Foundation's Overview of Programs -------------------------------------------------- The comprehensive continuum of care provided through the numerous programs identified below, along with community and health system partnerships, ensure comprehensive mental health care for the local community. The Mental Health Outpatient program provides comprehensive evaluations, counseling and medication management for individuals, couples and families presenting with mental health and co-occurring mental health and substance use disorders. Psychology testing services are also available. Assertive Community Treatment (ACT) is a person-centered, evidence-based fidelity model approach to care for adults 18 years of age and older who have a severe mental illness. By blending the disciplines of psychiatry, psychology, nursing, addiction, social work and psychosocial rehabilitation, the program offers a multidisciplinary team of professionals that works together to provide highly individualized treatment, outreach, rehabilitation and support services in individuals' homes and communities. St. Luke's Penn Foundation operates three ACT teams: one in Sellersville (Bucks County), one in Pottstown (Montgomery County) and one in Exton (Chester County. Support is available 24 hours a day, 7 days a week. The ACT team in Sellersville serves residents of upper Bucks County and the Lansdale, Souderton and Telford areas of Montgomery County. Admission requirements for Bucks County residents include involvement with the legal system or time spent in Bucks County prison. Serving close to 300 individuals at any given time, the census for these programs increased more than 20% in the past fiscal year. The Recovery Center offers a comprehensive continuum of inpatient residential and outpatient drug and alcohol services. The 55-bed onsite inpatient residential unit, which offers detoxification and rehabilitation in a structured environment, is accredited by the Commission on Accreditation of Rehabilitation Facilities (CARF). Outpatient options include general outpatient (individual, family and group counseling), Intensive Outpatient Services (IOP), which involves individual and group counseling up to nine hours per week and Mobile Engagement Services, a community-based addiction intervention service for individuals and families who fail to access or respond to traditional drug and alcohol treatment. The Warm Hand-Off program in Montgomery County and the BCARES (Bucks County Connect Assess Refer Engage Support) program in Bucks County operate in partnership with our county drug and alcohol agencies. The programs are designed to create support for overdose survivors presenting to the local emergency departments. A dedicated rapid access team works to connect individuals to treatment and to support their family members. St. Luke's Penn Foundation operates the Warm Hand-Off program at Abington Hospital - Jefferson Health and Abington-Lansdale Hospital and the BCARES program at Grand View Health, Doylestown Health, and St. Luke's Upper Bucks Campus. Camp Crossroads is an addiction prevention program for youth ages 9 through 12 who have been impacted by addiction in their families. Camp Crossroads aims to break this cycle of addiction by teaching children coping skills that build resilience and confidence to make healthy life choices. The goal of camp is to reduce feelings of fear, guilt, isolation, loneliness and helplessness and help campers understand that addiction is a disease, it impacts the entire family, and it is not their fault. Campers are also able to participate in selected organized activities such as crafts, sports, water activities and adventure education. Intellectual Disabilities Supports Coordination locates, coordinates and monitors services and resources for adults and children with intellectual disabilities. This service aims to educate clients and their families about available resources and empower them to make decisions regarding their care and everyday lives in the community. Peer Support is a unique program partnering Certified Peer Specialists with individuals receiving behavioral health services who desire such mentoring as a key intervention in their recovery. Peer Support facilitates empowerment and self-determination in a variety of ways including advocacy, psychoeducation, exposure to and the development of natural supports, community integration opportunities and skill acquisition related to the recovery of meaningful daily activity and community roles. Mental Health Case Management (Administrative and Blended Case Management/Recovery Coaching) helps individuals and families in locating, choosing and accessing community resources such as housing, financial benefits/entitlements, employment and educational opportunities, etc. to further their recovery. Longer-term assistance is provided to children, young adults and adults with serious mental health or co-occurring mental health and substance use disorders through Blended Case Management to maximize their potential for independent community living, improved educational/vocational status, increased social support networks and reduced psychiatric hospitalizations. Individuals registered with Blended Case Management have contact with their case manager/recovery coach based on their level of need. The minimum level of contact is once every 30 days but may be more frequent depending on the individual's needs/wishes for assistance. Blended Case Management also offers 24-hour, 7 days-a-week on-call support for individuals who are experiencing a crisis. HealthConnections helps individuals to improve their physical and mental health care by working as a team with their primary care provider, their other physical and mental health care providers and their physical and mental health care plans. Participants work closely with nurse navigators and mental health navigators who ensure communication across healthcare providers, provide health and wellness education and assist in accessing needed health services. Working collaboratively with providers across the St. Luke's Network, the HealthConnections team helps identify high utilizers of emergency departments and develops integrated, community-based care approaches to reduce readmissions. HealthConnections is funded by both Bucks and Montgomery counties. REACH - IPR (Intensive Psychiatric Rehabilitation) assists individuals with mental health or co-occurring mental health and substance use issues in setting and achieving personal goals in their living, learning, working and social environments. Services are intensive and time-limited, combining structured class time with individual appointments taking place within the community. Over the course of two years, individuals work through five phases: 1. Readiness Assessment, 2. Readiness Development, 3. Goal Choosing, 4. Goal Achievement and 5. Goal Keeping. Wellspring Clubhouse is a voluntary social, educational and vocational rehabilitation program that promotes recovery and instills hope among members with mental health and/or co-occurring substance use challenges. It features a work-ordered day and member leadership and involvement in all aspects of the program. Members work side-by-side with staff as colleagues in three work units - Health and Wellness, Member Services and Career Development - to learn or teach skills, and to offer support and resources needed to achieve a satisfying and improved quality of life in the community. Wellspring Clubhouse represents a fidelity model and is accredited by Clubhouse International. Penn Villa is an integrated community providing housing support for adults with major mental illnesses and adults with co-occurring mental illnesses and substance abuse disorders. Within a caring community of current tenants, alumni and committed staff, independence, personal growth and holistic recovery are facilitated. Penn Villa serves eight individuals in its group home and 15 individuals within five townhomes. Penn Gardens is a Section 8/202 property consisting of 20 one-bedroom units. Each unit is designated for a single low income adult (ages 18 or older) who has a diagnosed severe mental illness and has been professionally assessed as capable of living independently in the community. Income limits for residency are established by the federal government. The Village of Hope is a temporary housing program for homeless adults in Bucks County who have been diagnosed with both a mental health and substance use disorder. The goal of the program is to provide a supportive, recovery-oriented environment for those who voluntarily wish to recover from substance abuse and mental health issues. Residents learn skills necessary for successful re-entry into the mainstream of life. Two houses - one for men and one for women - each serve up to eight individuals and offer 24/7 staff support.
CORE FORM, PART III, STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS	Family Based Services provides 32 weeks of intensive community and home-based therapy and support for children and adolescents (up to age 21) with emotional and behavioral problems and their families. Children and adolescents in this program are typically at risk for out-of-home placement. Services focus on working with the family to successfully maintain the child in the home. Interventions include in-home therapy, casework services, family support services and 24/7 crisis management. Early Intervention Services are designed to help families with children, from birth to age three, with developmental delays. Services, which include assessment, treatment planning, referral and coordination of services, are individualized based upon the needs of each child and the child's family and are provided in the child's home, daycare center or other settings familiar to the family. Staff members work with each family to provide them with strategies and ideas that they can easily incorporate into their child's existing routines. Chaplaincy Services are available for all clients and residents requesting spiritual care. They are non-denominational in nature and are available to individuals of all faiths. St. Luke's Penn Foundation also offers a nationally accredited Clinical Pastoral Education (CPE) program to improve the quality of ministry and pastoral care offered by spiritual caregivers of all faiths in the community. Additionally, St. Luke's Penn Foundation provides community education and consultation for pastors, chaplains and lay leaders who seek mental health, drug and alcohol, and co-occurring disorders information or referrals. St. Luke's Penn Foundation's Employee Assistance Program (EAP), established in 1980, is a proactive business tool that can help employees better manage the stressors they experience personally or in the workplace. Additionally, through coaching, training, and management consultation, EAP gives company leaders and managers the skills they need to create a healthier, more balanced work environment and successfully address issues with employees.
CORE FORM, PART V; QUESTIONS 1A & 1B AND CORE FORM, PART VII	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK.THE ORGANIZATION'S FORM 990 REFLECTS NO TOP FIVE INDEPENDENT CONTRACTORS FOR SERVICES AND REPORTS THAT NO FORMS 1099 WERE FILED WITH THE INTERNAL REVENUE SERVICE ("IRS"). ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA, A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION PAYS ALL OUTSTANDING ACCOUNTS PAYABLE INVOICES ON BEHALF OF THIS ORGANIZATION. IN CONJUNCTION WITH THIS SERVICE, ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA ALSO PREPARES AND ISSUES FORMS 1099 TO THESE VENDORS RECEIVING PAYMENTS WHERE APPLICABLE AND FILES THESE FORMS 1099 WITH THE IRS. ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA ALLOCATES THESE PAYMENTS TO THE ORGANIZATION VIA AN INTERCOMPANY ACCOUNT. IN ADDITION, THIS ORGANIZATION'S FORM 990 REFLECTS NO COMPENSATED INDIVIDUALS FROM THIS ENTITY. ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA ISSUES FORMS W-2 TO INDIVIDUALS WHO PROVIDE SERVICES AT PENN FOUNDATION INC., AND FILES THE APPLICABLE FORMS WITH THE INTERNAL REVENUE SERVICE. ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA ALLOCATES THESE PAYMENTS TO THIS ORGANIZATION VIA AN INTERCOMPANY ACCOUNT.
CORE FORM, PART V; QUESTION 15	SCOTT R. WOLFE is the SENIOR VICE PRESIDENT OF FINANCE AND CHIEF FINANCIAL OFFICER of St. Luke's University Health Network ("Network"). Mr. WOLFE receives a Federal Form W-2 from St. Luke's Hospital of Bethlehem Pennsylvania; a related Internal Revenue Code Section 501(c)(3) tax-exempt organization. However, his common law employer/employee relationship is with St. Luke's Health Network, Inc. Accordingly, St. Luke's Health Network, Inc. (EIN: 23-2384282) filed a 2024 federal form 4720 which included remittance of excise tax related to his compensation in excess of $1M.
CORE FORM, PART VI, QUESTION 3	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK. ST. LUKE'S HEALTH NETWORK, INC. SERVES AS THE PARENT ORGANIZATION OF THE NETWORK. ST. LUKE'S HEALTH NETWORK, INC. AND ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA; BOTH RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATIONS WITHIN THE NETWORK, PROVIDE VARIOUS CORPORATE RELATED SERVICES AND/OR PROVIDE CLINICAL AND SUPPORT PERSONNEL TO VARIOUS NETWORK ENTITIES; INCLUDING THIS ORGANIZATION. THE SERVICES MAY INCLUDE, BUT ARE NOT LIMITED TO, EXECUTIVE, LEGAL AND RISK MANAGEMENT, COMPLIANCE AND GOVERNANCE, HUMAN RESOURCES AND FINANCE (ACCOUNTING, PAYROLL, ACCOUNTS PAYABLE) AS WELL AS CLINICAL AND SUPPORT PERSONNEL. THE COSTS ASSOCIATED WITH THESE SERVICES ARE PAID FOR BY ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA; A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION. ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA ALLOCATES A PORTION OF THE COSTS FOR THESE CORPORATE SERVICES TO VARIOUS NETWORK ENTITIES SUBJECT TO APPROVAL BY ST. LUKE'S HEALTH NETWORK. IN ADDITION, THE ST. LUKE'S HEALTH NETWORK, INC. SENIOR MANAGEMENT PERSONNEL REPORTED ON THEIR RESPECTIVE PARENT FORM 990 ARE ISSUED FORMS W-2 FROM ST. LUKE'S HOSPITAL OF BETHLEHEM, PENNSYLVANIA.
CORE FORM, PART VI, SECTION A; QUESTIONS 6 & 7	ST. LUKE'S HEALTH NETWORK, INC. IS THE SOLE MEMBER OF THIS ORGANIZATION. ST. LUKE'S HEALTH NETWORK, INC. HAS THE RIGHT TO ELECT THE MEMBERS OF THIS ORGANIZATION'S BOARD OF TRUSTEES AND HAS CERTAIN RESERVED POWERS AS DEFINED IN THIS ORGANIZATION'S BYLAWS.
CORE FORM, PART VI, SECTION B; QUESTION 11B	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK. ST. LUKE'S HEALTH NETWORK, INC. IS THE TAX-EXEMPT PARENT ENTITY OF THE NETWORK. THE ORGANIZATION'S FEDERAL FORM 990 WAS PROVIDED TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY (ITS BOARD OF TRUSTEES) PRIOR TO THE FILING WITH THE INTERNAL REVENUE SERVICE ("IRS"). IN ADDITION, THE ST. LUKE'S UNIVERSITY HEALTH NETWORK FINANCE COMMITTEE WAS UPDATED AS TO THIS ORGANIZATION'S CURRENT YEAR FORM 990 PRIOR TO FILING. ST. LUKE'S HEALTH NETWORK, INC. BOARD OF TRUSTEES HAS DELEGATED TO THE FINANCE COMMITTEE THE RESPONSIBILITY TO OVERSEE AND COORDINATE THE FEDERAL FORM 990 PREPARATION AND FILING PROCESS FOR THE TAX-EXEMPT AFFILIATES OF THE NETWORK. AS PART OF THE ORGANIZATION'S FEDERAL FORM 990 TAX RETURN PREPARATION PROCESS THE ORGANIZATION HIRED A PROFESSIONAL CERTIFIED PUBLIC ACCOUNTING ("CPA") FIRM WITH EXPERIENCE AND EXPERTISE IN BOTH HEALTHCARE AND NOT-FOR-PROFIT TAX RETURN PREPARATION TO PREPARE THE FEDERAL FORM 990. THE CPA FIRM'S TAX PROFESSIONALS WORKED CLOSELY WITH THE NETWORK'S FINANCE PERSONNEL, INCLUDING ITS SENIOR VICE PRESIDENT OF FINANCE, VICE PRESIDENT OF FINANCE, DIRECTOR OF ACCOUNTING AND VARIOUS OTHER NETWORK INDIVIDUALS ("INTERNAL WORKING GROUP") TO OBTAIN THE INFORMATION NEEDED IN ORDER TO PREPARE A COMPLETE AND ACCURATE TAX RETURN. THE CPA FIRM PREPARED A DRAFT FEDERAL FORM 990 AND FURNISHED IT TO THE NETWORK'S INTERNAL WORKING GROUP FOR THEIR REVIEW. THE NETWORK'S INTERNAL WORKING GROUP REVIEWED THE DRAFT FEDERAL FORM 990 AND DISCUSSED QUESTIONS AND COMMENTS WITH THE CPA FIRM. REVISIONS WERE MADE TO THE DRAFT FEDERAL FORM 990 WHERE NECESSARY AND A FINAL DRAFT WAS FURNISHED BY THE CPA FIRM TO THE NETWORK'S INTERNAL WORKING GROUP FOR FINAL REVIEW AND APPROVAL PRIOR TO PRESENTATION OF THE FEDERAL FORM 990 TO THE MEMBERS OF THE ST. LUKE'S HEALTH NETWORK, INC. FINANCE COMMITTEE. THEREAFTER, THE FINAL FEDERAL FORM 990 WAS PROVIDED TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY PRIOR TO FILING WITH THE IRS.
CORE FORM, PART VI, SECTION B; QUESTION 12	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK. ST. LUKE'S HEALTH NETWORK, INC. IS THE TAX-EXEMPT PARENT ENTITY OF THE NETWORK. THE NETWORK HAS A WRITTEN CONFLICT OF INTEREST POLICY AND REGULARLY MONITORS AND ENFORCES COMPLIANCE WITH THAT POLICY. THE POLICY REQUIRES THAT A CONFLICT-OF-INTEREST DISCLOSURE FORM CONSISTENT WITH BEST GOVERNANCE PRACTICES AND INTERNAL REVENUE SERVICE GUIDELINES BE CIRCULATED TO OFFICERS, TRUSTEES, BOARD COMMITTEE MEMBERS AND SENIOR MANAGEMENT ANNUALLY. THE NETWORK'S COMPLIANCE DEPARTMENT, INCLUDING ITS CORPORATE COMPLIANCE OFFICER AND SENIOR VICE PRESIDENT/GENERAL COUNSEL, ASSUME RESPONSIBILITY FOR THE COMPLETION OF THE CONFLICT-OF-INTEREST QUESTIONNAIRES AND ENFORCEMENT WITH THE POLICY. IF A TRUSTEE DISCLOSES AN INTEREST THAT COULD GIVE RISE TO A CONFLICT, THE TRUSTEE'S POTENTIAL CONFLICT MAY BE DISCLOSED TO THE ORGANIZATION'S GOVERNING BODY, WHICH EVALUATES THE CONFLICT AND ITS POTENTIAL IMPACT ON THE TRUSTEE'S PARTICIPATION ON THE BOARD. AFTER CONSULTATION AND DISCUSSION, THE BOARD OF TRUSTEES MAY TAKE ACTION, IF APPROPRIATE AND NECESSARY, TO ADDRESS ANY SUCH CONFLICT IN A MANNER CONSISTENT WITH THE NETWORK'S CONFLICT OF INTEREST POLICY.
CORE FORM, PART VI, SECTION B; QUESTION 15	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK. ST. LUKE'S HEALTH NETWORK, INC. IS THE TAX-EXEMPT PARENT ENTITY OF THE NETWORK. COMPENSATION REVIEW EXECUTIVE COMPENSATION FOR THE NETWORK CONSISTS OF FIXED SALARY, AT-RISK COMPENSATION AND OTHER DEFERRED COMPENSATION ARRANGEMENTS. TOTAL COMPENSATION FOR NETWORK EXECUTIVES IS APPROVED ANNUALLY BY THE NETWORK'S BOARD OF TRUSTEES. THE RECOMMENDED COMPENSATION IS ESTABLISHED THROUGH A MULTI-FACETED APPROACH INCLUDING USE OF AN INDEPENDENT CONSULTANT ENGAGED ON AN ONGOING BASIS BY THE BOARD OF TRUSTEES AND WHO WORKS DIRECTLY WITH THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD. ALSO INCLUDED IS THE REVIEW OF FORMS 990 AND COMPENSATION SURVEYS OF OTHER COMPARABLE HEALTHCARE ORGANIZATIONS.
CORE FORM, PART VI, SECTION C; QUESTION 19	THE ORGANIZATION'S FILED CERTIFICATE OF INCORPORATION AND ANY AMENDMENTS CAN BE OBTAINED AND REVIEWED THROUGH THE COMMONWEALTH OF PENNSYLVANIA.
CORE FORM, PART VII AND SCHEDULE J	CORE FORM, PART VII AND SCHEDULE J REFLECT CERTAIN INDIVIDUALS AND OFFICERS RECEIVING COMPENSATION AND BENEFITS FROM A RELATED ORGANIZATION. PLEASE NOTE THIS REMUNERATION WAS FOR SERVICES RENDERED AS FULL-TIME EMPLOYEES OF THIS ORGANIZATION OR A RELATED ORGANIZATION AND NOT FOR SERVICES RENDERED AS A VOTING MEMBER OR OFFICER OF THIS ORGANIZATION'S BOARD OF TRUSTEES.
CORE FORM, PART VII AND SCHEDULE J	DENNIS D. PFLEIGER, JR. SERVES AS A VOTING MEMBER OF THIS ORGANIZATION'S BOARD OF TRUSTEES; AN UNCOMPENSATED POSITION. MR. PFLEIGER RECEIVES A FEDERAL FORM W-2 FROM ST. LUKE'S HOSPITAL OF BETHLEHEM PENNSYLVANIA; A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION. MR. PFLEIGER'S REPORTABLE COMPENSATION, RETIREMENT/OTHER DEFERRED COMPENSATION AND NON-TAXABLE BENEFITS ARE REPORTED WITHIN CORE FORM, PART VII AND SCHEDULE J OF THE ST. LUKE'S QUAKERTOWN HOSPITAL. (EIN: 23-1352203) FEDERAL FORM 990. PLEASE REFER TO THE ST. LUKE'S QUAKERTOWN HOSPITAL FEDERAL FORM 990 FOR THIS INFORMATION. SCOTT R. WOLFE SERVES AS THE SENIOR VICE PRESIDENT OF FINANCE AND CHIEF FINANCIAL OFFICER OF THE NETWORK. HE IS INCLUDED WITHIN CORE FORM, PART VII OF THIS FORM 990 BECAUSE HE SERVED AS THE TOP FINANCIAL OFFICIAL OF THE NETWORK DURING THE YEAR ENDED JUNE 30, 2025. MR. WOLFE RECEIVES A FEDERAL FORM W-2 FROM ST. LUKE'S HOSPITAL OF BETHLEHEM PENNSYLVANIA; A RELATED INTERNAL REVENUE CODE SECTION 501(C)(3) TAX-EXEMPT ORGANIZATION. MR. WOLFE'S REPORTABLE COMPENSATION, RETIREMENT/OTHER DEFERRED COMPENSATION AND NON-TAXABLE BENEFITS ARE REPORTED WITHIN CORE FORM, PART VII AND SCHEDULE J OF THE ST. LUKE'S HEALTH NETWORK, INC. (EIN: 23-2384282) FEDERAL FORM 990. PLEASE REFER TO THE ST. LUKE'S HEALTH NETWORK, INC. FEDERAL FORM 990 FOR THIS INFORMATION.
CORE FORM, PART VII, SECTION A, COLUMN B	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK. CERTAIN BOARD OF TRUSTEE MEMBERS AND OFFICERS LISTED ON CORE FORM, PART VII AND SCHEDULE J OF THIS FORM 990 MAY HOLD SIMILAR POSITIONS WITH BOTH THIS ORGANIZATION AND OTHER AFFILIATES WITHIN THE NETWORK. THE HOURS SHOWN ON THIS FORM 990 FOR BOARD MEMBERS WHO RECEIVE NO COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY, REPRESENTS THE ESTIMATED HOURS DEVOTED PER WEEK FOR THIS ORGANIZATION. TO THE EXTENT THESE INDIVIDUALS SERVE AS A MEMBER OF THE BOARD OF TRUSTEES OF OTHER RELATED ORGANIZATIONS WITHIN THE NETWORK, THEIR RESPECTIVE HOURS PER WEEK PER ORGANIZATION ARE APPROXIMATELY THE SAME AS REFLECTED ON CORE FORM, PART VII OF THIS FORM 990. THE HOURS REFLECTED ON CORE FORM, PART VII OF THIS FORM 990, FOR INDIVIDUALS WHO RECEIVE COMPENSATION FOR SERVICES RENDERED IN A NON-BOARD CAPACITY, PAID OFFICERS AND KEY EMPLOYEES, REFLECT TOTAL HOURS WORKED PER WEEK ON BEHALF OF THE NETWORK; NOT SOLELY THIS ORGANIZATION.
CORE FORM, PART X	Beginning of year balance sheet has been reclassified to reflect the amounts shown on the separate entity audited financial statements as opposed to the consolidated network financial statements as originally filed. The prior year federal from 990 was not amended to reflect this presentation.
CORE FORM, PART XI; QUESTION 9	OTHER CHANGES IN NET ASSETS INCLUDE: - Restructuring Costs - ($31,595).
CORE FORM, PART XII; QUESTION 2	THE ORGANIZATION IS AN AFFILIATE WITHIN ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY NETWORK. ST. LUKE'S HEALTH NETWORK, INC. IS THE TAX-EXEMPT PARENT ENTITY OF THE NETWORK. AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF THE TAXPAYER AND ITS CONTROLLED AFFILIATES FOR THE YEARS ENDED JUNE 30, 2025 AND JUNE 30, 2024; RESPECTIVELY, AND ISSUED A CONSOLIDATED FINANCIAL STATEMENT WITH CONSOLIDATING SCHEDULES BY ENTITY. AN UNMODIFIED OPINION WAS ISSUED EACH YEAR BY THE INDEPENDENT CPA FIRM. THE NETWORK'S FINANCE COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF THE NETWORK'S CONSOLIDATED FINANCIAL STATEMENTS AND THE SELECTION OF AN INDEPENDENT AUDITOR. In Addition, AN INDEPENDENT CPA FIRM AUDITED THE FINANCIAL STATEMENTS OF THE TAXPAYER FOR THE YEARS ENDED DECEMBER 31, 2024 AND DECEMBER 31, 2023; RESPECTIVELY, AND ISSUED A CERTIFIED AUDITED FINANCIAL STATEMENT. AN UNMODIFIED OPINION WAS ISSUED BY THE INDEPENDENT CPA FIRM EACH YEAR. THE NETWORK'S FINANCE COMMITTEE ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF THE TAXPAYER'S FINANCIAL STATEMENTS AND THE SELECTION OF ITS INDEPENDENT AUDITOR.

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

Cat. No. 51056K

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

Additional Data

Software ID:
Software Version:

- TIN:

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

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

OMB No. 1545-0047

Open to Public Inspection

Name of the organization

PENN FOUNDATION INC

Employer identification number

23-1496225

Part I

Identification of Disregarded Entities. Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity

Part II

Identification of Related Tax-Exempt Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1)ST LUKE'S HEALTH NETWORK INC 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2384282	HEALTH SVCS.	PA	501(C)(3)	12A	NA		No
(2)ST LUKE'S HOSPITAL OF BETHLEHEM PA 1110 ST LUKES WAY ALLENTOWN,PA18109 23-1352213	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(3)ST LUKE'S HOSPITAL ANDERSON CAMPUS 1110 ST LUKES WAY ALLENTOWN,PA18109 45-4394739	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(4)ST LUKE'S HOSPITAL MONROE CAMPUS 1110 ST LUKES WAY ALLENTOWN,PA18109 46-5143606	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(5)ST LUKE'S QUAKERTOWN HOSPITAL 1110 ST LUKES WAY ALLENTOWN,PA18109 23-1352203	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(6)CARBON-SCHUYLKILL COMMUNITY HOSPITAL 1110 ST LUKES WAY ALLENTOWN,PA18109 25-1550350	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(7)ST LUKE'S PHYSICIAN GROUP INC 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2380812	HEALTH SVCS.	PA	501(C)(3)	12A	SLHN		No
(8)ST LUKE'S EMERGENCY & TRANSPORT SVCS 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2179542	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(9)QUAKERTOWN REHABILITATION CENTER 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2543924	INACTIVE	PA	501(C)(3)	3	SLHN		No
(10)HOMESTAR MEDICAL EQUIP & INFUSION SVCS 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2418254	INACTIVE	PA	501(C)(3)	9	VNA		No
(11)VNA OF ST LUKE'S - HOME HEALTH HOSPICE 1110 ST LUKES WAY ALLENTOWN,PA18109 24-0795497	HEALTH SVCS.	PA	501(C)(3)	3	SLB		No
(12)ST LUKE'S WARREN HOSPITAL INC 1110 ST LUKES WAY ALLENTOWN,PA18109 22-1494454	HEALTH SVCS.	NJ	501(C)(3)	3	SLHN		No
(13)CMS MEDICAL CARE CORPORATION 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2473899	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(14)SACRED HEART HEALTHCARE SYSTEM 1110 ST LUKES WAY ALLENTOWN,PA18109 23-2328297	INACTIVE	PA	501(C)(3)	12B	SLHN		No
(15)ST LUKE'S AMBULATORY SERVICES INC 1100 ST LUKES WAY ALLENTOWN,PA18109 83-3200970	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(16)ST LUKE'S HOSPITAL - EASTON CAMPUS 1110 ST LUKES WAY ALLENTOWN,PA18109 84-4475996	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(17)ST LUKE'S HOSPITAL - CARBON CAMPUS 1110 ST LUKES WAY ALLENTOWN,PA18109 86-1248931	HEALTH SVCS.	PA	501(C)(3)	3	SLHN		No
(18)PENN GARDENS INC 807 LAWN AVENUE PO BOX 32 SELLERSVILLE,PA18960 23-2544031	HOUSING	PA	501(C)(3)	7	SLHN		No
(19)PENN VILLA CORP 807 LAWN AVENUE PO BOX 32 SELLERSVILLE,PA18960 30-0579613	HOUSING	PA	501(C)(3)	10	SLHN		No
(20)ST LUKE'S WARREN PHYSICIAN GROUP PC 1110 ST LUKES WAY ALLENTOWN,PA18109 22-3837316	HEALTH SVCS.	NJ	501(C)(3)	12A	SLWH		No
(21)ST LUKE'S SCHOOL OF HEALTH SCIENCES 827 N Bishopthorpe Street Bethlehem,PA18015 99-3483018	INACTIVE	PA	501(C)(3)	2	SLB		No

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

Cat. No. 50135Y

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

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, because it had one or more related organizations treated as a partnership during the tax year.

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

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust. Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	Yes	No
(1) ST LUKE'S HEALTH NETWORK INSURANCE COMP 801 OSTRUM STREET BETHLEHEM,PA18015 75-2993150	FINANCIAL VEHICLE	VT	NA	C CORP.					No
(2) ST LUKE'S PHYSICIAN HOSPITAL ORG INC 801 OSTRUM STREET BETHLEHEM,PA18015 23-2786818	HEALTHCARE SVCS.	PA	NA	C CORP.					No
(3) HILLCREST EMERGENCY SERVICES PC 865 MEMORIAL PARKWAY PHILLIPSBURG,NJ08865 20-4429976	HEALTHCARE SVCS.	NJ	NA	C CORP.					No
(4) TWO RIVERS ENTERPRISES INC 185 ROSEBERRY STREET PHILLIPSBURG,NJ08865 52-1552606	REAL ESTATE	NJ	NA	C CORP.					No
(5) SACRED HEART ANCILLARY SERVICES INC 421 W CHEW STREET ALLENTOWN,PA18102 23-2384987	HEALTHCARE SVCS.	PA	NA	C CORP.					No
(6) HILLCREST MALL CONDO ASSOCIATION INC 801 OSTRUM STREET BETHLEHEM,PA18015 81-0629154	REAL ESTATE	PA	NA	C CORP.					No

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

Page 3

Part V

Transactions With Related Organizations. Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................

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

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

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

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

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

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

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

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

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

Yes

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

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

Yes

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved

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

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership. Complete if the organization answered "Yes" on Form 990, Part IV, line 37.

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No	(k) Percentage ownership

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

Page 5

Part VII

Supplemental Information

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

Return Reference

Explanation

SCHEDULE R, PART V

THIS ORGANIZATION IS A MEMBER OF ST. LUKE'S UNIVERSITY HEALTH NETWORK ("NETWORK"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. ST. LUKE'S HEALTH NETWORK, INC. IS THE TAX-EXEMPT PARENT ENTITY OF THE NETWORK. FUNDS ARE ROUTINELY TRANSFERRED BETWEEN AFFILIATES AND BUSINESS ACTIVITIES ARE COMMON ON BEHALF OF THE SYSTEM'S AFFILIATES, INCLUDING THIS ORGANIZATION. THESE TRANSACTIONS MAY BE RECORDED ON THE REVENUE/EXPENSE AND BALANCE SHEET STATEMENTS OF THIS ORGANIZATION AND OTHER AFFILIATES. THESE ENTITIES WORK TOGETHER TO DELIVER HIGH-QUALITY COST-EFFECTIVE HEALTHCARE AND WELLNESS SERVICES TO THEIR COMMUNITIES REGARDLESS OF ABILITY TO PAY AND IN FURTHERANCE OF CHARITABLE TAX-EXEMPT PURPOSES.

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

Additional Data

Software ID:
Software Version:

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	3,111,775	995,198
9	Program service revenue (Part VIII, line 2g) .........	27,235,466	27,639,813
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	8,079	15,542
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	313	28,204
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	30,355,633	28,678,757
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	21,850	7,700
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	0	0
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	33,304,276	34,101,262
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	33,326,126	34,108,962
19	Revenue less expenses. Subtract line 18 from line 12.......	-2,970,493	-5,430,205
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	24,711,379	22,688,605
21	Total liabilities (Part X, line 26).............	12,448,008	15,887,034
22	Net assets or fund balances. Subtract line 21 from line 20.....	12,263,371	6,801,571

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 31,884,527 including grants of $ 7,700 ) (Revenue $ 27,639,813 )
	EXPENSES INCURRED IN PROVIDING BEHAVIORAL HEALTH SERVICES TO ALL INDIVIDUALS IN A NON-DISCRIMINATORY MANNER REGARDLESS OF RACE, COLOR, CREED, SEX, NATIONAL ORIGIN OR ABILITY TO PAY. FOR ADDITIONAL INFORMATION, PLEASE REFER TO SCHEDULE O FOR THE ORGANIZATION'S COMMUNITY BENEFIT STATEMENT.

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












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












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses31,884,527

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)			(D) Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and title
(1) Tara J KoehnleinCPAMBA...................................................................... Trustee	55.0 ................. 0.0	X			0	400,252	48,897
(2) Wayne A Mugrauer MPA...................................................................... President - Penn Foundation	55.0 ................. 0.0		X		0	394,409	8,835
(3) Gibson George MD...................................................................... Medical Director	55.0 ................. 0.0			X	0	321,879	46,795
(4) Ronald Souder MD...................................................................... Chair - Trustee	1.0 ................. 0.0	X	X		0	0	0
(5) H Bruce Detweiler CPA...................................................................... Treasurer - Trustee	1.0 ................. 0.0	X	X		0	0	0
(6) Elise Lamarra MS RN...................................................................... secretary - trustee	1.0 ................. 0.0	X	X		0	0	0
(7) Charles Amuso EdD...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(8) Donald E Kraybill PhD...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(9) Patrick Murphy...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(10) Dennis D Pfleiger Jr...................................................................... Trustee	55.0 ................. 0.0	X			0	0	0
(11) Chhaya Sanathara MBA...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(12) Jeffrey M Schweitzer...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(13) Dorothy K Weik-Hange Esq...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(14) Dale Westwood...................................................................... Trustee	1.0 ................. 0.0	X			0	0	0
(15) Scott R Wolfe...................................................................... SVP Finance & CFO	55.0 ................. 0.0		X		0	0	0

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)						(D) Reportable compensation from the organization (W-2/1099-MISC/1099-NEC)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and title

1	Briefly describe the organization’s mission or most significant activities: TO INSTILL HOPE, INSPIRE CHANGE, AND BUILD COMMUNITY.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	12
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	10
5	Total number of individuals employed in calendar year 2024 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	11
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, Part I, line 11 .........	7b	0

1b	Sub-Total..............
c	Total from continuation sheets to Part VII, Section A..
d	Total (add lines 1b and 1c).........	0	1,116,540	104,527

(A) Name and business address	(B) Description of services	(C) Compensation





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

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c
d	Related organizations		1d
e	Government grants (contributions)		1e	74,090

f	All other contributions, gifts, grants, and similar amounts not included above		1f	921,108

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

h Total. Add lines 1a-1f.......		995,198

		Business Code
2a	NET PATIENT SERVICE REVENUE	621112	27,139,717	27,139,717
b	OTHER HEALTHCARE RELATED REVENUE	621112	470,096	470,096
c	RENTAL INCOME FROM AFFILIATES	531190	30,000	30,000
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....		27,639,813

3 Investment income (including dividends, interest, and othersimilar amounts) ......			15,542			15,542
4 Income from investment of tax-exempt bond proceeds			0
5 Royalties...........			0
			(i) Real	(ii) Personal
6a	Gross rents	6a	28,204
b	Less: rental expenses	6b
c	Rental income or (loss)	6c	28,204	0
d	Net rental income or (loss).......			28,204			28,204
			(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	7a
b	Less: cost or other basis and sales expenses	7b
c	Gain or (loss)	7c
d	Net gain or (loss).........			0
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a	0
b	Less: direct expenses ...		8b	0
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a	0
b	Less: direct expenses ...		9b	0
c	Net income or (loss) from gaming activities..			0
10a	Gross sales of inventory, less returns and allowances ..
			10a	0
b	Less: cost of goods sold ..		10b	0
c	Net income or (loss) from sales of inventory..			0

Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See instructions.....			28,678,757	27,639,813		43,746

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	0
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........	7,700	7,700
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............	0
4	Benefits paid to or for members .......	0
5	Compensation of current officers, directors, trustees, and key employees ...........	0
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........	0
7	Other salaries and wages........	0
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	0
9	Other employee benefits .......	0
10	Payroll taxes ...........	0
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	0
c	Accounting ...........	45,500	42,532	2,968
d	Lobbying ...........	0
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	0
12	Advertising and promotion ....	21,415	20,018	1,397
13	Office expenses .......	709,620	663,331	46,289
14	Information technology ......	209,153	195,512	13,641
15	Royalties ..	0
16	Occupancy ...........	738,462	690,299	48,163
17	Travel ............	336,302	314,368	21,934
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .	0
19	Conferences, conventions, and meetings ....	11,824	11,053	771
20	Interest ...........	131,338	122,771	8,567
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization ..	1,041,791	973,834	67,957
23	Insurance ...	178,292	166,664	11,628
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	ALLOCATION OF PERSONNEL COSTS	27,935,265	26,113,026	1,822,239
b	PURCHASED SERVICES	1,325,715	1,239,238	86,477
c	REPAIR & MAINTENANCE	213,909	199,956	13,953
d	MEDICAL SUPPLIES	177,804	166,206	11,598
e	All other expenses	1,024,872	958,019	66,853
25	Total functional expenses. Add lines 1 through 24e	34,108,962	31,884,527	2,224,435	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........			3,939,051	1	3,775,349
2	Savings and temporary cash investments .........			0	2	0
3	Pledges and grants receivable, net ......			0	3	0
4	Accounts receivable, net .............			2,950,169	4	3,076,222
5	Loans and other receivables from any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .......
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), and persons described in section 4958(c)(3)(B) ...
				0	6	0
7	Notes and loans receivable, net ...........			0	7	0
8	Inventories for sale or use ............			0	8	0
9	Prepaid expenses and deferred charges ......			109,917	9	112,002
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	19,700,909
b	Less: accumulated depreciation	10b	4,607,265	15,923,427	10c	15,093,644
11	Investments—publicly traded securities .			0	11	0
12	Investments—other securities. See Part IV, line 11 .....			0	12	0
13	Investments—program-related. See Part IV, line 11 ..			100	13	100
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			1,788,715	15	631,288
16	Total assets. Add lines 1 through 15 (must equal line 33)...			24,711,379	16	22,688,605

17	Accounts payable and accrued expenses .....	1,816,181	17	1,537,091
18	Grants payable ...	0	18	0
19	Deferred revenue .........	38,163	19	59,258
20	Tax-exempt bond liabilities .........	0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D	0	21	0
22	Loans and other payables to any current or former officer, director, trustee, key employee, creator or founder, substantial contributor, or 35% controlled entity or family member of any of these persons .........
		0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	4,980,852	23	4,119,124
24	Unsecured notes and loans payable to unrelated third parties ..	0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D	5,612,812	25	10,171,561
26	Total liabilities. Add lines 17 through 25..	12,448,008	26	15,887,034

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	11,919,198	27	6,401,674
28	Net assets with donor restrictions ...........	344,173	28	399,897
	Organizations that do not follow FASB ASC 958, check here and complete lines 29 through 33.
29	Capital stock or trust principal, or current funds .....		29
30	Paid-in or capital surplus, or land, building or equipment fund ...		30
31	Retained earnings, endowment, accumulated income, or other funds		31
32	Total net assets or fund balances ...........	12,263,371	32	6,801,571
33	Total liabilities and net assets/fund balances ........	24,711,379	33	22,688,605