TY 2025 Form 990

(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)	(E) Reportable compensation from related organizations (W-2/1099-MISC/1099-NEC)
(1) MARIAM MOHAMED...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		15,300	0
(2) CHARITY BENNETT...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		14,115	0
(3) P JAY KIEDROWSKI...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		18,100	0
(4) TERESA MCCARTHY MD...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		10,950	0
(5) JAMES VAN VOOREN MD...................................................................... DRIECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		11,250	0
(6) TOM DEPHILLIPS...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		12,350	0
(7) PATRICIA ADAM MD...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		12,000	0
(8) ALLISON O'TOOLE...................................................................... BOARD CHAIR (THROUGH DEC 2025)	0.10 ................. 0.30	X	X	9,250	0
(9) JEFF BANGSBERG...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		14,100	0
(10) MICHAEL WOOTTEN MD...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		11,300	0
(11) WILLIAM ROBERTS MD...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		10,413	0
(12) ANTHONY MENDOZA...................................................................... VICE CHAIR (THROUGH DEC 2025)	0.10 ................. 0.30	X	X	10,050	0
(13) JAMES KOPPEL...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		11,650	0
(14) MARTINA SAGAYAM...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		15,500	0
(15) DOROTHY BRIDGES...................................................................... DIRECTOR (THROUGH DEC 2025)	0.10 ................. 0.30	X		10,950	0
(16) DON ROOF...................................................................... SPECIAL DEPUTY COMMISSIONER	1.00 ................. 24.00	X		0	0
(17) HILARY MARDEN-RESNIK...................................................................... PRESIDENT & CEO	0.10 ................. 39.90		X	1,253,081	196,636

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

OMB No. 1545-0047

2025

Open to Public
Inspection

Name of the organization

UCARE FOUNDATION

Employer identification number

46-4795214

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 must generally 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 ........................... 1

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

(i) Name of supported organization	(ii) EIN	(iii) Type of organization (described on lines 1- 10 above (see instructions))	(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)
(A) UCARE MINNESOTA	363573805	10	Yes		520,720	0

Total 1					520,720	0

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

Cat. No. 11285F

Schedule A (Form 990) 2025

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) 2021	(b) 2022	(c) 2023	(d) 2024	(e) 2025	(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) 2021	(b) 2022	(c) 2023	(d) 2024	(e) 2025	(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 ........................................

Section C. Computation of Public Support Percentage

Public support percentage for 2025 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2024 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2025. 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 .......................

33 1/3% support test—2024. 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 .....................

17a

10%-facts-and-circumstances test—2025. 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 ............

10%-facts-and-circumstances test—2024. 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 ............

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

Schedule A (Form 990) 2025

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) 2021	(b) 2022	(c) 2023	(d) 2024	(e) 2025	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.")
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
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge
6	Total. Add lines 1 through 5
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons
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.
c	Add lines 7a and 7b..
8	Public support. (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2021	(b) 2022	(c) 2023	(d) 2024	(e) 2025	(f) Total
9	Amounts from line 6
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975
c	Add lines 10a and 10b
11	Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

Section C. Computation of Public Support Percentage

Public support percentage for 2025 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2024 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2025 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2024 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests-2025. 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 .......

33 1/3 % support tests—2024. 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 .....

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

Schedule A (Form 990) 2025

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.

Yes

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.

Yes

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) 2025

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.

Yes

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 supported organization. Describe in Part VI how you supported a governmental supported organization (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 its supported organization(s)? 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 each of its 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, 3b, and 3c below.

Are the organization and its supported organization(s) part of an integrated system (for example, a hospital system)? If “Yes,” provide details in Part VI.

Did the organization direct 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.

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

Schedule A (Form 990) 2025

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) 2025

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
6Total annual distributions. Add lines 1 through 5.	6
7 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions	7
8 Distributable amount for 2025 from Section C, line 6	8
9 Line 7 amount divided by Line 8 amount	9

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2025	(iii) Distributable Amount for 2025
1 Distributable amount for 2025 from Section C, line 6
2 Underdistributions, if any, for years prior to 2025 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2025:
a From 2020.......
b From 2021.......
c From 2022.......
d From 2023.......
e From 2024.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2025 distributable amount
i Carryover from 2020 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from line 3f.
4Distributions for 2025 from Section D, line 6:
$
a Applied to underdistributions of prior years
b Applied to 2025 distributable amount
c Remainder. Subtract lines 4a and 4b from line 4.
5 Remaining underdistributions for years prior to 2025, 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 2025. 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 2026. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2021.....
b Excess from 2022.....
c Excess from 2023.....
d Excess from 2024.....
e Excess from 2025.....

Schedule A (Form 990) (2025)

Schedule A (Form 990) 2025

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, 3b, and 3c; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5 and 7; 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
SECTION A, LINE 6:	UCARE FOUNDATION MAKES GRANTS TO COMMUNITY CHARITIES AND GOVERNMENT AGENCIES AS DIRECTED BY THE BOARD OF DIRECTORS AND MANAGEMENT OF UCARE MINNESOTA. ALL GRANTS ARE INTENDED TO SUPPORT THE CHARITABLE PROGRAMS OF THESE ORGANIZATIONS AS THEY SEEK TO IMPROVE THE HEALTH OF INDIVIDUALS.

Schedule A (Form 990) 2025

Additional Data

Software ID:
Software Version:

- TIN:

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.
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

UCARE FOUNDATION

Employer identification number

46-4795214

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

Number of states where property subject to conservation easement is located

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

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

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 ......................... $

(ii)

Assets included in Form 990, Part X ............................... $

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 .......................... $

Assets included in Form 990, Part X ............................... $

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 ....
b	Contributions ...
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...
f	Administrative expenses ....
g	End of year balance ......

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

Board designated or quasi-endowment

Permanent endowment

Term endowment

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 .....
b	Buildings ....
c	Leasehold improvements
d	Equipment ....
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..		0

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
DUE TO RELATED ORGANIZATIONS	9,375








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	9,375
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 IV, 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 (Form 990) (Rev. 1-2025)

Additional Data

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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.
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
UCARE FOUNDATION

Employer identification number
46-4795214

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	(h) Purpose of grant or assistance
(1) BLUE EARTH COUNTY 204 S 5TH STREET MANKATO,MN56001	41-6005763	BLUE EARTH COUNTY	8,500	SUPPORT AT BLUE EARTH COUNTY MENTAL HEALTH CENTER FOR PROFESSIONAL DEVELOPMENT ACROSS 10-COUNTY REGION BY FUNDING MSSA CONFERENCE REGISTRATIONS, NEUROSCIENCE/MENTAL HEALTH WORKSHOPS, ETHICS TRAINING, RED CROSS FIRST AID TRAINING, AND CARELOGIC EHR PROFICIENCY.
(2) OTTER TAIL COUNTY 560 W FIR AVENUE FERGUS FALLS,MN56537	41-6005861	OTTER TAIL COUNTY	25,000	FUNDING TO SUPPORT EMERGENCY FOOD PANTRY DONATIONS SOURCED FROM FARM AT ST. FRANCIS AND SUPPORT LAKE REGION HEALTHCARE PRODUCE PRESCRIPTION'S SERVICES TARGETING INDIVIDUALS DIAGNOSED WITH DIABETES.
(3) WRIGHT COUNTY COMMUNITY ACTION INC PO BOX 787 MAPLE LAKE,MN55358	41-0904809	501(C)(3)	30,000	PROVIDING FOUNDATIONAL SUPPORT FOR DEVELOPING NUTRITION EDUCATION & PRESERVATION CENTER'S STAFF, PROGRAM SUPPLIES, TRAVEL, RECRUITMENT MATERIALS AND OTHER RAMP UP COSTS.
(4) HENNEPIN COUNTY PO BOX 1520 300 S 6TH STREET MINNEAPOLIS,MN554871520	41-6005801	HENNEPIN COUNTY	13,000	DOLLARS FOR FAMILY HOME VISITING FOOD ASSISTANCE PROJECT WITH EVERY MEAL, SUPPORTING PREGNANT AND PARENTING HENNEPIN COUNTY RESIDENTS - PRIMARILY BIPOC FAMILIES WITH SIGNIFICANT ECONOMIC CHALLENGES.
(5) MILLE LACS BAND OF OJIBWE INDIANS 43408 OODENA DRIVE ONAMIA,MN56345	41-1661577	MILLE LACS BAND	30,000	A GRANT TO HELP PROVIDE HEALTHY, NUTRITIOUS MEALS AND SNACKS TO SURVIVORS (AND THEIR CHILDREN) OF DOMESTIC ABUSE, HUMAN TRAFFICKING, SEXUAL ASSAULT, AND TO PROMOTE COMMUNITY ACTION/AWARENESS OF ISSUE.
(6) SCOTT-CARVER-DAKOTA CAP AGENCY INC 738 1ST AVENUE E SHAKOPEE,MN55379	41-0903890	501(C)(3)	30,000	FUNDING FOR ESSENTIAL FOOD SUPPORT ACROSS SCOTT, CARVER, AND DAKOTA COUNTIES IN MINNESOTA THROUGH FOOD SHELVES, MEALS ON WHEELS AND CONVENIENT DROP-OFF LOCATIONS.
(7) FAIRVIEW HEALTH SERVICES 45 W 10TH STREET SUITE 2012 SAINT PAUL,MN55102	41-0991680	501(C)(3)	50,000	SUPPORT FOR FAIRVIEW COMMUNITY CLINICAL CARE TEAM TO PARTNER WITH UCARE COMMUNITY RELATIONS AND OTHERS IN ORDER TO CONDUCT 18 COMMUNITY-BASED CLINICS ACROSS 13 UNIQUE SITES, EXPANDING ACCESS TO PREVENTIVE CARE AND VACCINATIONS FOR UNDERSERVED COMMUNITIES.
(8) DAKOTA COUNTY 1590 HWY 55 HASTINGS,MN55033	41-6005786	DAKOTA COUNTY	25,000	FUNDING IN SUPPORT OF DAKOTA COUNTY PUBLIC HEALTH'S FOODRX PROJECT THAT AIMS TO ADDRESS AND SCREEN FOR FOOD INSECURITY IN PUBLIC HEALTH AND VETERAN SERVICES INTAKE PROCESSES, AND PROVIDE SHELF-STABLE FOOD BOX ASSISTANCE UNTIL LONGER-TERM SUPPORT IS ESTABLISHED.
(9) TIWAHE FOUNDATION 125 SE MAIN STREET SUITE 222 MINNEAPOLIS,MN55414	26-4377588	501(C)(3)	30,000	SUPPORT FOR OLN'S EXPANSION OF COMMUNITY CONVERSATIONS ABOUT NATIVE SOLUTIONS FOR ADDICTION AND HOMELESSNESS, AND TO DEVELOP ONLINE LEARNING MANAGEMENT SYSTEM THAT ACCESSES A LEADERSHIP NETWORKS AND TRADITIONAL KNOWLEDGE HOLDERS ACROSS METRO AND GREATER MINNESOTA.
(10) COPAL MN 3702 E LAKE STREET MINNEAPOLIS,MN55406	83-1380358	501(C)(3)	30,000	FUNDING FOR TRAINING OF APPROXIMATELY 35 PARTICIPANTS IN MIND-BODY MEDICINE PROTOCOL, WITH SIX BECOMING CERTIFIED FACILITATORS TO CONDUCT WELLNESS TRAINING, HOST MENTAL HEALTH CIRCLES, AND POTENTIAL EXPANSION TO OTHER AREAS IN GREATER MINNESOTA AND METRO.
(11) BOUNTIFUL BASKET FOOD SHELF 1600 BAVARIA ROAD CHASKA,MN55318	84-2309087	501(C)(3)	50,000	GRANT TO STRENGTHEN FOOD SUPPORT IN CARVER COUNTY WITH FOOD SHELVES IN CHASKA AND COLOGNE, MOBILE FOOD DELIVERY, CULTURALLY SPECIFIC ASSISTANCE IN PARTNERSHIP WITH MI CASA, SCHOOL SNACK PROGRAMS, AND EMERGENCY FOOD SUPPORT FOR FOSTER CARE.
(12) YOUNG MENS CHRISTIAN ASSOCIATION OF THE NORTH 651 NICOLLET MALL 500 MINNEAPOLIS,MN55402	45-2563299	501(C)(3)	15,000	FUNDING PROVIDED SCHOLARSHIPS FOR ALMOST TWO DOZEN UCARE ENROLLEE CHILDREN WITH ASTHMA, ENABLING THEM TO ATTEND CAMP AND RECEIVE MEDICAL SUPPORT.
(13) SOCIAL GOOD FUND INC 12651 SAN PABLO AVENUE 5473 RICHMOND,CA94805	46-1323531	501(C)(3)	50,000	SUPPORT FOR EMERGING FARMERS INSTITUTE 10-WEEK PROGRAM EMPOWERING DIVERSE FARMERS WITH ESSENTIAL TOOLS, RESOURCES, SKILLS AND NETWORKING OPPORTUNITIES THAT IMPROVE CROP PRODUCTION, AGRICULTURAL BUSINESS ACUMEN TO PRODUCE AND PROVIDE NUTRITIOUS FOOD FOR UNDERSERVED COMMUNITIES.
(14) SABATHANI COMMUNITY CENTER 310 E 38TH STREET 120 MINNEAPOLIS,MN55409	41-0984859	501(C)(3)	10,000	GRANT TO SUPPORT PROGRAM OFFERING HOLISTIC APPROACH TO HEALTH, GROUP EXERCISE AND WELL-BEING FOR BLACK WOMEN AGED 35+ IN SOUTH MINNEAPOLIS.

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

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

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)
(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

PART I, LINE 2:

UCARE FOUNDATION HAS A FORMAL BOARD THAT OVERSEES AND APPROVES ANNUAL GRANT AWARDS. THE BOARD MEETS ANNUALLY TO DETERMINE PRIORITY AREAS OF FOCUS FOR CURRENT YEAR SOLICITATIONS. GRANTEES APPLY VIA AN ONLINE GRANT SYSTEM AND ALL ORGANIZATIONS MUST MEET FUNDING ELIGIBILITY GUIDELINES. GRANT APPLICATIONS ARE REVIEWED BY UCARE MINNESOTA ASSIGNED INDIVIDUALS AS WELL AS CERTAIN MEMBERS OF THE UCARE FOUNDATION BOARD. ONCE APPROVED GRANTEES SIGN A CONDITIONS OF GRANT AGREEMENT AND ARE RESPONSIBLE TO SUBMIT AN INTERIM AND FINAL REPORT AS WELL AS PARTICIPATE IN A SITE VISIT BY UCARE STAFF. THE BOARD OF DIRECTORS RECEIVES AN ANNUAL REPORT ON THE USE OF THE FUNDS. UCARE ENSURES THE RECIPIENT IS A QUALIFIED CHARITY OR GOVERNMENT AGENCY AND RECEIVES PERIODIC REPORTS FROM THE ORGANIZATIONS.

Schedule I (Form 990) Rev. 1-2025

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

UCARE FOUNDATION

Employer identification number

46-4795214

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? .............

Yes

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? ..................

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

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

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)
1HILARY MARDEN-RESNIK PRESIDENT & CEO	(i) (ii)	0 ------------- 980,333	0 ------------- 100,000	0 ------------- 172,748	0 ------------- 163,479	0 ------------- 33,157	0 ------------- 1,449,717	0 ------------- 168,796
2BETH MONSRUD SVP, CFO & TREASURER	(i) (ii)	0 ------------- 549,748	0 ------------- 85,353	0 ------------- 67,951	0 ------------- 62,046	0 ------------- 22,651	0 ------------- 787,749	0 ------------- 67,951
3TENBIT EMIRU EVP, CHIEF MEDICAL OFFICER	(i) (ii)	0 ------------- 534,950	0 ------------- 81,097	0 ------------- 76,248	0 ------------- 63,348	0 ------------- 22,327	0 ------------- 777,970	0 ------------- 76,204
4DANIEL SANTOS CHIEF LEGAL OFF. & SECRETARY (THROUGH OCT 2025)	(i) (ii)	0 ------------- 510,878	0 ------------- 76,860	0 ------------- 66,372	0 ------------- 59,323	0 ------------- 13,360	0 ------------- 726,793	0 ------------- 66,372
5MARIE ZIMMERMAN-ENGER EVP, CHIEF STRATEGY OFFICER	(i) (ii)	0 ------------- 489,904	0 ------------- 71,588	0 ------------- 67,459	0 ------------- 57,737	0 ------------- 31,992	0 ------------- 718,680	0 ------------- 67,410
6JAY SIVASAILAM EVP CHIEF GROWTH OFFICER (THROUGH APRIL 2025)	(i) (ii)	0 ------------- 523,479	0 ------------- 68,242	0 ------------- 31,274	0 ------------- 18,627	0 ------------- 2,232	0 ------------- 643,854	0 ------------- 31,274

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

PART I, LINE 3

THE COMPENSATION FOR THE PRESIDENT AND CEO IS DETERMINED BY UCARE MINNESOTA, THE SOLE MEMBER. THE FOLLOWING METHODS ARE USED BY UCARE MINNESOTA WHEN DETERMINING THE PRESIDENT AND CEO'S COMPENSATION: (1) COMPENSATION COMMITTEE (2) INDEPENDENT COMPENSATION CONSULTANT (3) FORM 990 OF OTHER ORGANIZATIONS (4) WRITTEN EMPLOYMENT CONTRACT (5) COMPENSATION SURVEY OR STUDY (6) APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE

PART I, LINES 4A-B

JAY SIVASAILAM - EVP, CHIEF GROWTH OFFICER - RECEIVED SEVERANCE PAYMENTS OF $235,462 IN 2025 FROM UCARE MINNESOTA, A RELATED ORGANIZATION. THE FOLLOWING INDIVIDUALS PARTICIPATED IN UCARE MINNESOTA'S 457(F) PLAN IN 2025: CONTRIBUTIONS: HILARY MARDEN-RESNIK - $152,479 DANIEL SANTOS - $48,321 BETH MONSRUD - $53,796 TENBIT EMIRU - $52,348 MARIE ZIMMERMAN-ENGER - $46,737 JAY SIVASAILAM - $14,212 DISTRIBUTIONS: HILARY MARDEN-RESNIK - $168,796 DANIEL SANTOS - $66,372 BETH MONSRUD - $67,951 TENBIT EMIRU- $76,204 MARIE ZIMMERMAN-ENGER - $67,410 JAY SIVASAILAM - $31,274

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

Additional Data

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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

UCARE FOUNDATION

Employer identification number

46-4795214

Return Reference	Explanation
FORM 990, PART III, LINE 4A	IN 2025, THE UCARE FOUNDATION APPROVED AND DISBURSED $396,800 IN GRANT FUNDING TO 15 MINNESOTA ORGANIZATIONS AND COUNTY/TRIBAL GOVERNMENTS WORKING TO IMPROVE HEALTH THROUGH INNOVATIVE SERVICES AND EDUCATION IN THE AREAS OF: FOOD SECURITY ASSISTANCE, MOBILE CLINIC VACCINE DELIVERY, HEALTH CARE PROFESSIONAL DEVELOPMENT, AND COMMUNITY LEADERSHIP AT THE INTERSECTION OF SUBSTANCE USE DISORDERS AND HOMELESSNESS. UCARE FOUNDATION HAS A FORMAL BOARD UCARE FOUNDATION COUNCIL THAT OVERSEES AND APPROVES ANNUAL GRANT AWARDS. THE BOARD MEETS ANNUALLY TO DETERMINE PRIORITY AREAS OF FOCUS FOR OPEN SOLICITATIONS. GRANTEES APPLY VIA AN ONLINE GRANT SYSTEM, AND ALL ORGANIZATIONS MUST MEET FUNDING ELIGIBILITY GUIDELINES. GRANT APPLICATIONS ARE REVIEWED BY UCARE MINNESOTA-ASSIGNED INDIVIDUALS AND OFTEN SOME MEMBERS OF THE UCARE FOUNDATION COUNCIL. ONCE APPROVED, GRANTEES SIGN A CONDITION OF GRANT AGREEMENT AND ARE RESPONSIBLE FOR SUBMITTING INTERIM AND FINAL REPORTS AS WELL AS AGREEING TO PARTICIPATE IN A SITE VISIT BY UCARE STAFF. THE BOARD OF DIRECTORS RECEIVES AN ANNUAL REPORT ON THE USE OF THE FUNDS. UCARE ENSURES THE RECIPIENT IS A QUALIFIED CHARITY OR GOVERNMENT AGENCY AND RECEIVES PERIODIC REPORTS FROM THE ORGANIZATIONS. THE UCARE FOUNDATION SUPPORTED FAIRVIEW HEALTH SERVICES' (FHS) MOBILE HEALTH COLLABORATION PILOT, WHICH SERVED AN ESTIMATED 500 COMMUNITY MEMBERS AT 18 COMMUNITY-BASED CLINICS ACROSS 13 UNIQUE SITES IN THE TWIN CITIES METRO. THROUGH THE PILOT, FHS ADMINISTERED 295 VACCINES, COMPLETED 271 BLOOD PRESSURE CHECKS, 48 DIABETES SCREENINGS, AND 142 FLUORIDE VARNISH APPLICATIONS FOR CHILDREN AND ADULTS. UCARE FOUNDATION SUPPORTED BOUNTIFUL BASKET FOOD SHELF'S FOOD SUPPORT PROGRAM SERVING COMMUNITIES IN CARVER COUNTY THROUGH LOCATIONS IN CHASKA AND COLOGNE. THE GRANT HELPED TO FUND MOBILE FOOD DELIVERY, CULTURALLY SPECIFIC ASSISTANCE, SCHOOL SNACK PROGRAMS, AND EMERGENCY FOOD SUPPORT FOR FOSTER CARE. OVER 7000 COUNTY RESIDENTS ARE ESTIMATED TO HAVE BEEN HELPED. A GRANT FOR ROUTE 1 MN BOLSTERED THE ORGANIZATION'S EMERGING FARMER INSTITUTE, A NO COST 10-WEEK PROGRAM THAT SUPPORTS AND EMPOWERS FARMERS FROM A VARIETY OF BACKGROUNDS. PARTICIPANTS ARE PROVIDED WITH ESSENTIAL TOOLS, RESOURCES, AND NETWORKING OPPORTUNTIIES TO IMPROVE CROP PRODUCTION, DEVELOP FARM BUSINESS SKILLS, AND PRODUCE NUTRITIOUS FOOD FOR SALE TO LOCAL BUSINESSES AND SHARED WITH UNDERSERVED COMMUNITIES STATEWIDE.
FORM 990, PART VI, SECTION A, LINE 3	UCARE FOUNDATION HAS AN ADMINISTRATIVE SERVICE AGREEMENT WITH UCARE MINNESOTA TO PROVIDE OVERALL MANAGEMENT AND ADMINISTRATION OF UCARE FOUNDATION'S BUSINESS. ON DECEMBER 17, 2025, UCARE WAS PLACED INTO REHABILITATION AND THE COMMISSIONER OF THE MINNESOTA DEPARTMENT OF HEALTH WAS APPOINTED REHABILITATOR. EXAMINATION RESOURCES WAS APPOINTED SPECIAL DEPUTY COMMISSIONER AND IS MANAGING THE OPERATIONS OF UCARE MINNESOTA AND THE UCARE FOUNDATION.
FORM 990, PART VI, SECTION A, LINE 6	THE SOLE MEMBER OF THIS CORPORATION IS UCARE MINNESOTA, A MINNESOTA NONPROFIT CORPORATION. ON DECEMBER 17, 2025, UCARE WAS PLACED INTO REHABILITATION AND THE COMMISSIONER OF THE MINNESOTA DEPARTMENT OF HEALTH WAS APPOINTED REHABILITATOR. EXAMINATION RESOURCES WAS APPOINTED SPECIAL DEPUTY COMMISSIONER. UPON THE APPOINTMENT OF THE REHABILITATOR, THE BOARD OF DIRECTORS WAS DISSOLVED.
FORM 990, PART VI, SECTION A, LINE 7A	THE SOLE CORPORATE MEMBER OF UCARE FOUNDATION IS UCARE MINNESOTA, WHICH ELECTS THE DIRECTORS FOR THE UCARE FOUNDATION. ON DECEMBER 17, 2025, UCARE WAS PLACED INTO REHABILITATION AND THE COMMISSIONER OF THE MINNESOTA DEPARTMENT OF HEALTH WAS APPOINTED REHABILITATOR. EXAMINATION RESOURCES WAS APPOINTED SPECIAL DEPUTY COMMISSIONER. UPON THE APPOINTMENT OF THE REHABILITATOR, THE BOARD OF DIRECTORS WAS DISSOLVED.
FORM 990, PART VI, SECTION A, LINE 7B	THE FOLLOWING RIGHTS ARE RESERVED TO THE POWER OF THE MEMBER OF THE ORGANIZATION: (1) THE NUMBER OF BOARD OF MEMBERS, (2) THE TERMS OF EACH BOARD MEMBER, (3) ANY ELECTED OR APPOINTED DIRECTOR MAY BE REMOVED FROM OFFICE WITH OR WITHOUT CAUSE BY THE MEMBER, (4) VACANCIES IN THE BOARD OF DIRECTORS SHALL BE FILLED BY THE MEMBER, (5) APPOINT AN EXECUTIVE COMMITTEE, (6) APPOINT A FINANCE AND AUDIT COMMITTEE, (7) APPOINT INDIVIDUALS TO SERVE AS THE UCARE FOUNDATION COUNCIL. ON DECEMBER 17, 2025, UCARE WAS PLACED INTO REHABILITATION AND THE COMMISSIONER OF THE MINNESOTA DEPARTMENT OF HEALTH WAS APPOINTED REHABILITATOR. EXAMINATION RESOURCES WAS APPOINTED SPECIAL DEPUTY COMMISSIONER. UPON THE APPOINTMENT OF THE REHABILITATOR, THE BOARD OF DIRECTORS WAS DISSOLVED.
FORM 990, PART VI, SECTION B, LINE 11B	THE FORM 990 WAS PREPARED BY THE CONTROLLER AND REVIEWED BY AN INDEPENDENT ACCOUNTING FIRM. UCARE PROVIDED A COPY AND REVIEWED THE DETAIL OF THE COMPLETED 990 FORM WITH THE SPECIAL DEPUTY COMMISSIONER. UPON APPROVAL BY THE SPECIAL DEPUTY COMMISSIONER, THE 990 FORM WAS FILED WITH THE INTERNAL REVENUE SERVICE.
FORM 990, PART VI, SECTION B, LINE 12C	UCARE FOUNDATION REQUIRES COMPLETION OF AN ANNUAL QUESTIONNAIRE BY ITS BOARD MEMBERS, OFFICERS, AND SENIOR EXECUTIVES, WHICH IS DESIGNED TO SURFACE POTENTIAL CONFLICTS OF INTEREST. IN ADDITION, UCARE'S POLICY REQUIRES DISCLOSURE TO THE BOARD CHAIR AND/OR CEO OF A POTENTIAL CONFLICT INVOLVING A DIRECTOR, OFFICER, OR MANAGEMENT STAFF WHEN A PARTICULAR TRANSACTION ARISES. IF THE BOARD OR DESIGNATED BOARD COMMITTEE DETERMINES THAT A POTENTIAL CONFLICT EXISTS RELATED TO A TRANSACTION REQUIRING ACTION BY THE BOARD, THE POLICY CALLS FOR THE BOARD MEMBER WITH THE POTENTIAL CONFLICT TO ABSTAIN FROM VOTING. IN ADDITION, A MAJORITY OF THE DISINTERESTED DIRECTORS MUST FIND THAT THE TRANSACTION IS FAIR AND REASONABLE TO THE OPERATION AND THAT THE ORGANIZATION COULD NOT REASONABLY FIND A MORE ADVANTAGEOUS TRANSACTION FROM ANOTHER ENTITY WITHOUT A POTENTIAL CONFLICT. THE POLICY REQUIRES DISCLOSURE OF POTENTIAL CONFLICTS TO THE BOARD OR DESIGNATED COMMITTEE EVEN FOR TRANSACTIONS NOT REQUIRING BOARD ACTION.
FORM 990, PART VI, SECTION C, LINE 18	UCARE FOUNDATION'S 990 FORM IS AVAILABLE ON THIRD-PARTY WEBSITES SUCH AS GUIDESTAR AND PROPUBLICA, IN ADDITION TO BEING MADE AVAILABLE UPON REQUEST.
FORM 990, PART VI, SECTION C, LINE 19	UCARE FOUNDATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST.
FORM 990, PART IX, LINE 11G	PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 112,500. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 112,500.

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

UCARE FOUNDATION

Employer identification number

46-4795214

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)UCARE MINNESOTA PO BOX 519 STUART,VA24171 36-3573805	NOT FOR PROFIT HEALTH MAINTENANCE ORGANIZATION	MN	501(C)(3)	LINE 10	N/A		No
(2)UCARE HEALTH INC PO BOX 519 STUART,VA24171 20-8295948	NON-PROFIT SERVICE INSURANCE ORGANIZATION	MN	501(C)(4)		UCARE MINNESOTA		No
(3)UCARE IOWA PO BOX 519 STUART,VA24171 88-0661315	NON-PROFIT SERVICE INSURANCE ORGANIZATION	IA	501(C)(3)	LINE 10	UCARE MINNESOTA		No
(4)UCARE KANSAS PO BOX 519 STUART,VA24171 93-2931013	NON-PROFIT SERVICE INSURANCE ORGANIZATION	KS	501(C)(4)		UCARE MINNESOTA		No
(5)UCARE COMMUNITY HEALTH PLAN PO BOX 519 STUART,VA24171 41-1796007	NON-PROFIT SERVICE INSURANCE ORGANIZATION	MN	501(C)(4)		UCARE MINNESOTA		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

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

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

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

Yes

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

Yes

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

Yes

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

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

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

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

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 (Form 990) (Rev. 1-2025)

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: GRANT-MAKING TO IMPROVE THE HEALTH OF UNDER-SERVED POPULATIONS IN MINNESOTA.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	1
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	1
5	Total number of individuals employed in calendar year 2025 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	15
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

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	1,876	0
9	Program service revenue (Part VIII, line 2g) .........	0	0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	3,163,214	1,594,765
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	0	0
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	3,165,090	1,594,765
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	3,710,993	398,775
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)....	102,438	121,945
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	3,813,431	520,720
19	Revenue less expenses. Subtract line 18 from line 12.......	-648,341	1,074,045
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	35,239,661	11,246,333
21	Total liabilities (Part X, line 26).............	25,140,405	9,586
22	Net assets or fund balances. Subtract line 21 from line 20.....	10,099,256	11,236,747

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 511,275 including grants of $ 398,775 ) (Revenue $ 0 )
	SEE SCHEDULE O

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 expenses511,275

(A) Name and title	(B) Average hours per week (list any hours for related organizations below dotted line)			(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
(18) BETH MONSRUD........................................................................ SVP, CFO & TREASURER	0.10 .......................39.90	X		0	703,052	84,697
(19) DANIEL SANTOS CHIEF LEGAL........................................................................ OFF. & SECRETARY (THROUGH OCT 2025)	0.10 .......................39.90	X		0	654,110	72,683
(20) MATT ENTENZA........................................................................ SECRETARY (THROUGH DEC 2025)	0.10 .......................0.50	X		0	0	0
(21) TENBIT EMIRU........................................................................ EVP, CHIEF MEDICAL OFFICER	0.10 .......................39.90		X	0	692,295	85,675
(22) MARIE ZIMMERMAN-ENGER........................................................................ EVP, CHIEF STRATEGY OFFICER	0.10 .......................39.90		X	0	628,951	89,729
(23) JAY SIVASAILAM EVP CHIEF........................................................................ GROWTH OFFICER (THROUGH APRIL 2025)	0.10 .......................39.90		X	0	622,995	20,859

1b	Sub-Total..............
c	Total from continuation sheets to Part VII, Section A..
d	Total (add lines 1b and 1c).........	0	4,741,762	550,279

(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

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

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

h Total. Add lines 1a-1f.......

		Business Code
2a
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f .....

3 Investment income (including dividends, interest, and othersimilar amounts) ......			1,594,765			1,594,765
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
			(i) Real	(ii) Personal
6a	Gross rents	6a
b	Less: rental expenses	6b
c	Rental income or (loss)	6c
d	Net rental income or (loss).......
			(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).........
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
			8a
b	Less: direct expenses ...		8b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
			9a
b	Less: direct expenses ...		9b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
			10a
b	Less: cost of goods sold ..		10b
c	Net income or (loss) from sales of inventory..

Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See instructions.....			1,594,765	0	0	1,594,765

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 ....	398,775	398,775
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ...........
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16. .............
4	Benefits paid to or for members .......
5	Compensation of current officers, directors, trustees, and key employees ...........
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .........
7	Other salaries and wages........
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......
10	Payroll taxes ...........
11	Fees for services (non-employees):
a	Management ......
b	Legal .........
c	Accounting ...........
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	3,750		3,750
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	112,500	112,500
12	Advertising and promotion ....
13	Office expenses .......	5,415		5,415
14	Information technology ......
15	Royalties ..
16	Occupancy ...........
17	Travel ............	255		255
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..
23	Insurance ...
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	LICENSES/DUES/FEES	25		25
b
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	520,720	511,275	9,445	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 ........		7,427	1	6,108
2	Savings and temporary cash investments .........		32,207,270	2	8,011,066
3	Pledges and grants receivable, net ......			3
4	Accounts receivable, net .............			4
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 .......
				5
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) ...
				6
7	Notes and loans receivable, net ...........			7
8	Inventories for sale or use ............			8
9	Prepaid expenses and deferred charges ......			9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation	10b		10c
11	Investments—publicly traded securities .		2,820,114	11	3,131,361
12	Investments—other securities. See Part IV, line 11 .....			12
13	Investments—program-related. See Part IV, line 11 ..			13
14	Intangible assets ...............			14
15	Other assets. See Part IV, line 11 ...........		204,850	15	97,798
16	Total assets. Add lines 1 through 15 (must equal line 33)...		35,239,661	16	11,246,333

17	Accounts payable and accrued expenses .....	480	17	211
18	Grants payable ...	25,000,000	18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
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 .........
			22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
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	139,925	25	9,375
26	Total liabilities. Add lines 17 through 25..	25,140,405	26	9,586

	Organizations that follow FASB ASC 958, check here and complete lines 27, 28, 32, and 33.
27	Net assets without donor restrictions ..........	10,099,256	27	11,236,747
28	Net assets with donor restrictions ...........		28
	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 ...........	10,099,256	32	11,236,747
33	Total liabilities and net assets/fund balances ........	35,239,661	33	11,246,333