Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2019
Open to Public Inspection
For calendar year 2019, or tax year beginning 01-01-2019 , and ending 12-31-2019
Name of foundation
Arnall Family Foundation
 
Number and street (or P.O. box number if mail is not delivered to street address)911 NW 57th Street
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Oklahoma City, OK73118
A Employer identification number

47-3945413
B Telephone number (see instructions)

(405) 546-5075
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ...
bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$4,872,010
J Accounting method:
 
(Part I, column (d) must be on cash basis.)
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books
(b) Net investment
income
(c) Adjusted net
income
(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule) 13,241,212
2 Check bullet.............
3 Interest on savings and temporary cash investments 18,438 18,438  
4 Dividends and interest from securities... 226,058 226,058  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 8,771,263
b Gross sales price for all assets on line 6a 54,235,458
7 Capital gain net income (from Part IV, line 2)... 8,771,263
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... -102,184    
12 Total. Add lines 1 through 11........ 22,154,787 9,015,759  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 169,400     169,400
14 Other employee salaries and wages...... 744,289     744,289
15 Pension plans, employee benefits....... 24,177     24,177
16a Legal fees (attach schedule)......... 55,147     55,147
b Accounting fees (attach schedule)....... 27,540 13,770   13,770
c Other professional fees (attach schedule).... 225,944     225,944
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... 192,014 9,093   59,806
19 Depreciation (attach schedule) and depletion... 16,857    
20 Occupancy.............. 45,229     45,229
21 Travel, conferences, and meetings....... 136,586     136,589
22 Printing and publications.......... 41,414     41,414
23 Other expenses (attach schedule)....... 381,008 30,214   343,837
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 2,059,605 53,077   1,859,602
25 Contributions, gifts, grants paid....... 26,968,603 26,968,603
26 Total expenses and disbursements. Add lines 24 and 25 29,028,208 53,077   28,828,205
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -6,873,421
b Net investment income (if negative, enter -0-) 8,962,682
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2019)
Form 990-PF (2019)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)
Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............. 6,214,587 917,977 917,977
2 Savings and temporary cash investments.........      
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use..............      
9 Prepaid expenses and deferred charges..........   5,680 5,680
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)....... 3,078,742 1,268,542 1,327,508
c Investments—corporate bonds (attach schedule)....... 936,463 1,174,895 1,254,628
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule).......... 1,271,250 1,269,624 1,269,624
14 Land, buildings, and equipment: basis bullet154,528
Less: accumulated depreciation (attach schedule) bullet57,935 99,283 96,593 96,593
15 Other assets (describe bullet) 9,947    
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 11,610,272 4,733,311 4,872,010
Liabilities 17 Accounts payable and accrued expenses.......... 11,629 3,089
18 Grants payable.................    
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 11,629 3,089
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions...........    
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds 11,598,643 4,730,222
29 Total net assets or fund balances (see instructions)..... 11,598,643 4,730,222
30 Total liabilities and net assets/fund balances (see instructions). 11,610,272 4,733,311
Part III
Analysis of Changes in Net Assets or Fund Balances
1
Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
11,598,643
2
Enter amount from Part I, line 27a .....................
2
-6,873,421
3
Other increases not included in line 2 (itemize) bullet
3
5,000
4
Add lines 1, 2, and 3 ..........................
4
4,730,222
5
Decreases not included in line 2 (itemize) bullet
5
 
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
4,730,222
Form 990-PF (2019)
Form 990-PF (2019)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.)
(b)
How acquired
P—Purchase
D—Donation
(c)
Date acquired
(mo., day, yr.)
(d)
Date sold
(mo., day, yr.)
1 a Through Fidelity 0575 P 2018-12-26 2019-07-12
b Through Fidelity 0575 P 2017-09-11 2019-07-12
c Through Fidelity 0576 P 2018-10-03 2019-03-06
d Through Fidelity 0576 P 2017-11-16 2019-03-06
e Through Fidelity 1830 P 2019-08-28 2019-12-18
Through Fidelity 1830 P 2016-12-16 2019-08-26
Through Fidelity 5335 P 2018-08-09 2019-07-08
Through Fidelity 5335 P 2017-10-09 2019-07-08
CGD Through Fidelity 1830 P    
Currency Gain Fidelity 1830 P 2019-10-03 2019-11-06
Currency Gain Fidelity 0575 P 2019-05-05 2019-05-23
Furniture & Fixtures P 2015-05-29 2019-09-03
Desk P 2015-10-08 2019-09-03
Laptop P 2018-09-12 2019-09-12
(e)
Gross sales price
(f)
Depreciation allowed
(or allowable)
(g)
Cost or other basis
plus expense of sale
(h)
Gain or (loss)
(e) plus (f) minus (g)
a 310,620   251,831 58,789
b 634,149   450,761 183,388
c 228,636   240,969 -12,333
d 812,182   618,006 194,176
e 20,960,384   19,923,463 1,036,921
22,730,381   15,478,682 7,251,699
30,807   29,712 1,095
260,144   230,495 29,649
29,983     29,983
8,238,078   8,237,822 256
94   94  
  3,525 4,584 -1,059
  500 650 -150
  288 1,439 -1,151
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l)
Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i)
F.M.V. as of 12/31/69
(j)
Adjusted basis
as of 12/31/69
(k)
Excess of col. (i)
over col. (j), if any
a       58,789
b       183,388
c       -12,333
d       194,176
e       1,036,921
      7,251,699
      1,095
      29,649
      29,983
      256
       
      -1,059
      -150
      -1,151
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7
Bracket 2 8,771,263
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 ...................
Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in)
(b)
Adjusted qualifying distributions
(c)
Net value of noncharitable-use assets
(d)
Distribution ratio
(col. (b) divided by col. (c))
2018 7,243,048 14,566,828 0.49723
2017 7,279,352 14,969,294 0.48629
2016 3,904,785 2,638,446 1.47996
2015 1,563,869 647,749 2.41431
2014      
2
Total of line 1, column (d) .....................
2
4.877784
3
Average distribution ratio for the 5-year base period—divide the total on line 2 by 5.0, or by the number of years the foundation has been in existence if less than 5 years ......
3
1.219446
4
Enter the net value of noncharitable-use assets for 2019 from Part X, line 5......
4
11,750,597
5
Multiply line 4 by line 3......................
5
14,329,219
6
Enter 1% of net investment income (1% of Part I, line 27b)...........
6
89,627
7
Add lines 5 and 6........................
7
14,418,846
8
Enter qualifying distributions from Part XII, line 4,.............
8
28,828,205
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions.
Form 990-PF (2019)
Form 990-PF (2019)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket includes lines 1a and 1b
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Domestic foundations that meet the section 4940(e) requirements in Part V, check 1 89,627
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2  
3 Add lines 1 and 2........................... 3 89,627
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 89,627
6 Credits/Payments:
a 2019 estimated tax payments and 2018 overpayment credited to 2019 6a 164,379
b Exempt foreign organizations—tax withheld at source...... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 164,379
8 Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached. 8 1,031
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 73,721
11 Enter the amount of line 10 to be: Credited to 2020 estimated taxBullet15,000 RefundedBullet 11 58,721
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes? (see Instructions
for definition).................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
  • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletOK
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2019 or the taxable year beginning in 2019? See the instructions for Part XIV.
    If "Yes," complete Part XIV .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement. See instructions.................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletarnallfamilyfoundation.com
    14
    The books are in care ofbulletThe Foundation Telephone no.bullet (405) 546-5075

    Located atbullet5617 N Classen BlvdOklahoma CityOK ZIP+4bullet73118
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2019, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country? .................
    16   No
    See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?......................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?...............
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).......
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ........
    1b
     
    No
    ........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2019?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2019, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2019?.............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?......................
    b
    If "Yes," did it have excess business holdings in 2019 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2019.)..................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2019?
    4b
     
    No
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?.............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? See instructions................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?.....
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ......
    5b
     
     
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?..........
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.....................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    8
    Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
    excess parachute payment during the year? .................
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation. See instructions
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position
    (c) Compensation
    (If not paid, enter
    -0-)
    (d) Contributions to employee benefit plans and deferred compensation (e) Expense account,
    other allowances
    Sue Ann Arnall President
    25.00
    0    
    911 NW 57th Street
    Oklahoma City,OK73118
    Christy Counts Vice Pres
    25.00
    169,400    
    156 Katonah Avenue Suite 201
    Katonah,NY10536
    Jane Lerum Director
    5.00
    0    
    911 NW 57th Street
    Oklahoma City,OK73118
    Hilary Honor Hamm Director
    5.00
    0    
    911 NW 57th Street
    Oklahoma City,OK73118
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position
    (c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation
    (e) Expense account,
    other allowances
    Lindsay Laird VP, Programs
    40.00
    127,592 6,452  
    911 NW 57th Street
    Oklahoma City,OK73118
    Austin Mayden Creative Mgr
    40.00
    83,067 4,207  
    911 NW 57th Street
    Oklahoma City,OK73118
    Samantha J Burnett Program Officer
    40.00
    63,144 3,068  
    6500 N Grand Blvd 180
    Oklahoma City,OK73116
    Cailin E Caldwell Program Officer
    40.00
    51,316 2,000  
    2737 NW 140th Street 514
    Oklahoma City,OK73134
    James Smith Graphic Designer
    40.00
    50,838    
    611 S Asp Street
    Coyle,OK73027
    Total number of other employees paid over $50,000...................bullet  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    Radial Development Group Consulting/Marketing 137,438
    413 Railroad Ave
    Loveland,CO80537
    Tri West Consulting/Marketing 75,000
    4450 Arapahoe Ave Suite 100
    Boulder,CO80303
    McAfee and Taft Legal Services 53,356
    Two Leadership Square 10th Floor
    Oklahoma City,OK73102
    Saxum Consulting/Marketing 93,610
    621 N Robinson Ave Suite 600
    Oklahoma City,OK73102
    Total number of others receiving over $50,000 for professional services.............bullet  
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1  
    2  
    3  
    4  
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 8
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    9,006,525
    b
    Average of monthly cash balances.......................
    1b
    2,923,015
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    11,929,540
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
    11,929,540
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    178,943
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    11,750,597
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    587,530
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    587,530
    2a
    Tax on investment income for 2019 from Part VI, line 5......
    2a
    89,627
    b
    Income tax for 2019. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    89,627
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    497,903
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    5,000
    5
    Add lines 3 and 4............................
    5
    502,903
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    502,903
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    28,828,205
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    28,828,205
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b. See instructions.................
    5
    89,627
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    28,738,578
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus
    (b)
    Years prior to 2018
    (c)
    2018
    (d)
    2019
    1 Distributable amount for 2019 from Part XI, line 7 502,903
    2 Undistributed income, if any, as of the end of 2019:
    a Enter amount for 2018 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2019:
    a From 2014......  
    b From 2015...... 1,531,486
    c From 2016...... 3,798,532
    d From 2017...... 6,687,049
    e From 2018...... 6,523,098
    fTotal of lines 3a through e........ 18,540,165
    4Qualifying distributions for 2019 from Part
    XII, line 4: bullet$ 28,828,205
    a Applied to 2018, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....
     
    c Treated as distributions out of corpus (Election
    required—see instructions)........
    0
    d Applied to 2019 distributable amount..... 502,903
    e Remaining amount distributed out of corpus 28,325,302
    5 Excess distributions carryover applied to 2019.    
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 46,865,467
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ..........
     
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......
     
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........
     
    e Undistributed income for 2018. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............
     
    f Undistributed income for 2019. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2020 ..........
    0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......
    20,110,847
    8 Excess distributions carryover from 2014 not
    applied on line 5 or line 7 (see instructions) ...
     
    9Excess distributions carryover to 2020.
    Subtract lines 7 and 8 from line 6a ......
    26,754,620
    10 Analysis of line 9:
    a Excess from 2015....  
    b Excess from 2016....  
    c Excess from 2017....  
    d Excess from 2018....  
    e Excess from 2019.... 26,754,620
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2019, enter the date of the ruling....... bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........
    Tax year Prior 3 years (e) Total
    (a) 2019 (b) 2018 (c) 2017 (d) 2016
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....
             
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........
             
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....
             
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)
             
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...
             
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....
             
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....
             
    (3) Largest amount of support
    from an exempt organization
             
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the foundation had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    Sue Ann Arnall
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    Sue Ann Arnall
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    Arnall Family Foundation
    5617 N Classen Blvd Suite 100
    Oklahoma City,OK73118
    (405) 546-5075
    www.arnallfamilyfoundation.com
    bThe form in which applications should be submitted and information and materials they should include:
    Application should include a written narrative of the organization and its needs, a current financial statement and budget for the organization, and any other items requested in the specific grant instructions.
    cAny submission deadlines:
    As indicated by specific grant instructions.
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    As indicated by specific grant instructions.
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 11
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    Foundation
    status of
    recipient
    Purpose of grant or
    contribution
    Amount
    Name and address (home or business)
    aPaid during the year
    Homeless Alliance Inc
    1724 NW 4th Street
    Oklahoma City,OK73106
    None PC Case Management Programs--Homelessness 74,000
    Days End Farm Horse Rescue
    1372 Woodbine Road
    Woodbine,MD21797
    None PC Equine Rescue and Adoption 200,948
    Denver Dumb Friends League
    2080 S Quebec Street
    Denver,CO80231
    None PC Equine Rescue and Adoption 300,000
    North Oklahoma Cty Mental Health Ctr
    PO Box 12978
    Oklahoma City,OK73157
    None PC Mental Health Case Management and Recovery Support 198,283
    The Fund for Animals
    1255 23rd Street NW
    Washington,DC20037
    None PC Animal Protection, Advocacy and Rescue 137,512
    New Vocations Racehorse Adoption
    719 Dolan Lane
    Lexington,KY40511
    None PC Equine Rescue and Adoption 50,031
    Colorado Seminary
    2240 Buchtel Blvd
    Denver,CO80210
    None PC Companion Animal Research Program 100,000
    3 Girls Animal Rescue Inc
    PO Box 1001
    Shady Point,OK74956
    None PC Companion Animal Rescue 42,000
    Patrons of the OKC Animal Shelter
    PO Box 14430
    Oklahoma City,OK73113
    None PC Companion Animal Rescue 60,000
    Charleston Animal Society
    2455 Remount Road
    North Charleston,SC29406
    None PC Companion Animal Rescue 242,220
    Oklahoma Center for Nonprofits Inc
    720 W Wilshire Blvd Suite 115
    Oklahoma City,OK73116
    None PC Operating Support for Nonprofits 700
    Oklahoma Family Center for Autism I
    2801 NW 154th Street
    Edmond,OK73013
    None PC Autism Programs and Research 122,515
    Univ of Central OK Fostering Succes
    100 N University Drive
    Edmond,OK73034
    None PC College Degree Support Program for former Foster Care Students 51,454
    Sunbeam Family Services
    1100 NW 14th Street
    Oklahoma City,OK73106
    None PC Child Welfare Programs 128,208
    Nexus Equine Inc
    PO Box 54572
    Oklahoma City,OK73154
    None PC Equine Rescue and Adoption 45,088
    Midwest City Fraternal Order of Pol
    PO Box 30022
    Midwest City,OK73140
    None PC Community/Police Relations 17,747
    PETS Spay and Neuter Clinic
    500 Wichita Street
    Wichita Falls,TX76306
    None PC Spay and Neuter Support Programs 81,020
    TEEMThe Education Employment MInist
    6525 N Meridian Avenue Suite 110
    Oklahoma City,OK73116
    None PC Criminal Justice/Pretrial Programs 500,000
    Horses Without Humans
    6191 N US Hwy 129
    Bell,FL32619
    None PC Equine Rescue and Adoption 100,000
    University of Pennsylvania Trustees
    382 West Street Road
    Kennett Square,PA19348
    None PC Animal Shelter Medicine Educational Program 217,054
    Humane Society of the US
    1255 23rd Street NW Suite 450
    Washington,DC20037
    None PC Animal Rescue, Advocacy and Adoption 486,450
    Citizens for Juvenile Justice
    320 Robert S Kerr Avenue
    Oklahoma City,OK73102
    None PC Juvenile Justice Programs for At Risk Youth 38,513
    Oklahomans for Justice Reform
    1501 N Classen Blvd
    Oklahoma City,OK73106
    None PC Criminal Justice Reform Programs 100,017
    Kentucky Humane Society
    1000 Lyndon Lane Suite A
    Louisville,KY40222
    None PC Companion Animal Rescue, Advocacy and Adoption 450,527
    National Cowboy Western Heritage Mu
    1700 NE 63rd Street
    Oklahoma City,OK73111
    None PC General Unrestricted for Programs Supporting the American Western Heritage 30,021
    GFAS Equine Accreditation Program
    PO Box 73308
    Phoenix,AZ85050
    None PC Support Programs and Accreditation for Equine Rescue Centers 36,833
    Big Friendly Enterprises
    1332 SW 89th Street
    Oklahoma City,OK73159
    None PC Expansion of Sasquatch Shaved Ice Program--Employing and Teaching Finances to At Risk Youth 100,017
    Heartline
    3801 NW 63rd Street
    Oklahoma city,OK73116
    None PC Suicide Prevention Support, Outreach and Education 55,863
    Thomas Lynn Inst for Healthcare Res
    3555 NW 58th Street Suite 800
    Oklahoma City,OK73112
    None PC Clinical Trials and Comprehensive Medical Research Studies for At Risk Youth 125,020
    Humane Society of Tulsa
    6232 E 60th Street
    Tulsa,OK74135
    None PC Companion Animal Rescue, Advocacy and Adoption 229,423
    Pivot Inc
    201 NE 50th Street
    Oklahoma City,OK73105
    None PC Support, Education and Assistance for At Risk Youth 66,500
    Legislative Black Caucus
    2300 N Lincoln Blvd Suite 518
    Oklahoma City,OK73105
    None PC Support Programs to Address Racial Disparities in Criminal Justice System--donation to Fundraising Gala 5,000
    Tulsa Animal Welfare
    3031 N Erie Avenue
    Tulsa,OK74115
    None PC Companion Animal Rescue, Advocacy and Adoption 66,316
    OKC Metro Alliance
    1940 Linwood Blvd
    Oklahoma City,OK73106
    None PC Alcohol and Drug Substance Abuse Support and Recovery Programs 607,110
    Oklahoma Foundation for the Disable
    8421 N Walker Ave
    Oklahoma City,OK73114
    None PC Support and Educational Programs for Adults with Developmental Disabilities 5,000
    Tulsa SPCA
    2910 Mohawk Blvd
    Tulsa,OK74110
    None PC Animal Rescue, Advocacy and Adoption 353,032
    Oklahoma City Animal Welfare
    2811 SE 29th Street
    Oklahoma City,OK73129
    None PC Companion Animal Rescue, Advocacy and Adoption 75,024
    Love This Horse Equine Rescue
    8800 Wetzel Lande
    Mojave,CA93501
    None PC Equine Rescue and Adoption 12,500
    Citizens for Children and Families
    2108 NW 59th Circle
    Oklahoma City,OK73112
    None PC Family TREE (Team, Resources, Evaluation and Education) for Families in the Child Welfare System 30,015
    Parent Promise
    915 N Robinson
    Oklahoma City,OK73102
    None PC Support Programs for At Risk Parents and Families 85,209
    Heart of Phoenix Equine Rescue
    PO Box 81
    Shoals,WV25562
    None PC Equine Rescue and Adoption 77,515
    Oklahoma County Public Defender
    320 Robert S Kerr Suite 611
    Oklahoma City,OK73102
    None PC Support Programs for Individuals in the Criminal Justice System 50,000
    Global Federation of Animal Sanctua
    PO Box 73308
    Phoenix,AZ85050
    None PC Animal Rescue, Advocacy and Adoption 36,813
    Oklahoma City Community College
    7777 S May Avenue
    Oklahoma City,OK73159
    None PC Fostering Support Program Engaging with Former Foster Youth Attendees 100,015
    Girl Scouts of Western Oklahoma
    6100 N Robinson Ave
    Oklahoma City,OK73118
    None PC General Support for Camp Trivera Urban STEM Focused Camp 72,015
    Animal Balance
    2811 SE 29th Street
    Oklahoma City,OK73129
    None PC Companion Animal Spay and Neuter Programs and Advocacy 50,015
    Oklahoma County Diversion Hub
    220 NW 10th Street
    Oklahoma City,OK73103
    Affiliated Entity PC Life Stabilizing Services and Programs for Navigating the Criminal Justice System 100,000
    Jasmine Moran Children's Museum
    1714 Highway 9 West
    Seminole,OK74868
    None PC General Support for Children's Programs 4,771
    Education and Employment MInistry I
    1501 N Classen Blvd
    Oklahoma City,OK73106
    None PC Education, Personal Development and Work Readiness Programs for Criminal Justice and Poverty Individuals 5,552
    PAAS Vinita
    628 S Wilson Street
    Vinita,OK74301
    None PC Companion Animal Rescue, Advocacy and Adoption 65,500
    Kiwanis Special Activity Fund
    PO Box 1425
    Oklahoma City,OK73102
    None PC Support Programs for At Risk and Special Needs Children 59,015
    OKC Community Foundation
    1000 N Broadway Avenue
    Oklahoma City,OK73102
    None PC Endowment for Operating Funds of Diversion Hub included in MAPS4 FBO Justice Involved Individuals 20,000,015
    Community Transportation Assn of Am
    1341 G Street NW Suite 250
    Washington,DC20005
    None PC Transportation Innovation Grant to Create Better Access and Coordination of Child Welfare Impacted Families 194,624
    ASPCA
    424 E 92nd Street
    New York,NY10125
    None PC Animal Rescue, Advocacy and Adoption Programs 500,000
    Sunbeam Family Services
    1100 NW 14th
    Oklahoma City,OK73106
    None PC Child Welfare Programs 1,019
    Parent Promise
    437 NW 12th Street
    Oklahoma City,OK73103
    None PC Support Programs for At Risk Parents and Families 658
    Department of Human Services
    2400 N Lincoln Blvd
    Oklahoma City,OK73105
    None PC Support Programs for At Risk Families 1,589
    Citizens for Children and Families
    2108 NW 59th Circle
    Oklahoma City,OK73112
    None PC Family TREE (Team, Resources, Evaluation and Education) for Families in the Child Welfare System 14,361
    Midwest City Fraternal Order of Pol
    PO Box 30022
    Midwest City,OK73140
    None PC Community/Police Relations 5,500
    Goodwill of Oklahoma City
    316 S Blackwelder
    Oklahoma City,OK73108
    None PC Employment Programs 2,456
    Total .................................bullet 3a 26,968,603
    bApproved for future payment
    Total .................................bullet 3b  
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code
    (b)
    Amount
    (c)
    Exclusion code
    (d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........
        14 18,438  
    4 Dividends and interest from securities....     14 226,058  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6 Net rental income or (loss) from personal property          
    7 Other investment income.....     1 102,184  
    8 Gain or (loss) from sales of assets other than
    inventory ............
        18 8,771,263  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e)..   8,913,575  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    8,913,575
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow
    Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2019)
    Form 990-PF (2019)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........
    b
    If "Yes," complete the following schedule.

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


    Phone no.
    Form 990-PF (2019)
    Additional Data


    Software ID: 19009920
    Software Version: 2019v5.0


    Form 990PF - Special Condition Description:
    Special Condition Description