OPEN PHILANTHROPY ACTION FUND Cha=^ C/O APERCEN PARTNERS , LLC 0Cnenga Doin G Business As 81-2644663 Fnnial M Et- Number and Street (Or P.O

EXTENDED TO NOVEMBER 15, 2017 Return of Organization Exempt From Income Tax 0MB No 1545.0047 Form 990 Under section 501 (c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations) n-cm oeparvnant or theTrwwy 110- Do not enter social security numbers on this form as it may be made public. 'ii u 'c, Internal Revenue Service Information about Form 990 and its instructions is at .. sPecon `'. A For the 2016 calendar year, or tax year beginnin g MAR 2 4 2 016 and ending DEC 31, 2016 B ct d C Name of organization D Employer identification number epp1icabi. OPEN PHILANTHROPY ACTION FUND _cha=^ C/O APERCEN PARTNERS , LLC 0cnenga Doin g business as 81-2644663 fnnial m et- Number and street (or P.O. box if mail is not delivered to street address) Room/suite E Telephone number i 314 LYTTON AVENUE, SUITE 200 650-804-7100 City or town, state or province, country, and ZIP or foreign postal code G aa^ «we $ 106,592,951. d QAii. nds PALO ALTO CA 94301 H(a) Is this a group return QX upm F Name and address of principal officer TOM VAN LOBEN SELS for subordinates? ,, OYes Q No pending SAME AS C ABOVE H(b) n,e an admatea mcwded? DYes M No I Tax-exem pt status 501 ( c)( 3 ) X 501 (c) 4 ( insert no. ) 4947 ( a )( 1 ) or 527 ff 'No," attach a list (see instructions) J Website: lo, N/A H(c) Group exemption number Plo, K Form of ornanuatmn• n Cornoration F-1 Trust Association F-1 Other I L Year of formation- 2 016 M State of Irnal domicile- Cl

1 Briefly describe the organization's mission or most significant activities SEE SCHEDULE 0

e 2 C;herk this hnx F--1 if thin nrnantzahnn dicrnntmt fwd its nnwrahnns or rtmnncari of more than 79;% of its not acsate 0 3 Number of voting members of the governing body (Part VI, line 1 a) _ ,,,, 3 6 0 4 Number of independent voting members of the governing body (Part VI, line 1 b) „ ...... 4 6 m 5 Total number of individuals employed in calendar year 2016 (Part V, line 2a) _...... „ , ... 5 0 6 Total number of volunteers (estimate if necessary) 6 7 a Total unrelated business revenue from Part VIII, column (C), line 12 7a 0. b Net unrelated business taxable income from Form 990-T, line 34 7b 0. Prior Year Current Year ^Ir a 8 Contnbutions arid grants (Part VIII, line 1 h) ______55 220,825. cc 9 Program service revenue (Part VIII, line 2g) 0. 10 Investment income (Part VIII, column (A), lines 3, 4, and 7d) -102 ,122. 11 Other revenue (Part VIII, column (A), lines 5, 6d, sc, 9c, 1 Oc, and 11 e) 0. cp^ 12 Total revenue - add lines B throw h 11 (must ual Part VIII column line 12) 55,118,703 . 13 Grants and similar amounts paid (Part IX, column (A), lines 13) __, ____ 4 , 685 , 255. 14 Benefits paid to or for members (Part IX, column (A), line 4) 0. 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5.10) 0. a 16a Professional fundraising fees (Part IX, column (Al, line iie 0 . x b Total fundraising expenses (Part IX, column ( ), line 0 • . _^ ;,„ _ W 17 Other expenses (Part IX, column (A), lines 11 -11 0 290,307. 18 Total expenses Add lines 13-17 (must equal h IX, colu`m, n )^ line 25^j _, , 4 9 7 5 5 6 2 • 19 Revenue less expenses. Subtract line 18 fror Aiii 1 A Q Y 1 _ r 50,143 141. o Be innin of Current Year End of Year y 20 Total assets (Part X, line 16) 50 594,597. 0G N . U _ 21 Total liabilities (Part X. line 26) _ ^ . .... 451 , 456. m 22 Net assets or fund balances Subtract line 21 from line 20 _ ...... 5 0 14 3 141 • ran Li, _I o ign ature D1OCK 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

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sazaot t1-tt-te LHA For Paperwork Reduction Act Notice, see the OPEN PHILANTHROPY ACTION FUND Form 990 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Pa e2 Part II Statement of Program Service Accomplishments Check If Schedule 0 contains a response or note to any line in this Part Ill X 1 Briefly describe the organization ' s mission SEE SCHEDULE 0

2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ'7 QYes 0 No If "Yes," describe these new services on Schedule 0 3 Did the organization cease conducting, or make significant changes in how it conducts, any program services? 0 Yes 0 No If "Yes," describe these changes on Schedule 0 4 Describe the organization's program service accomplishments for each of its three largest program services, as measured by expenses. Section 501 (c)(3) and 501 (c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported

4a (Code ) (Expenses S 4,975,562. including grants of S 4,685,255. ) (Revenue S SEE SCHEDULE 0

4b (Code ) (Expenses S including grants of S (Revenue S

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

4d Other program services (Descnbe in Schedule 0)

(Expenses S including grants of S ) (Revenue S

4e Total program service expenses ► 4,975,562. Form 990 (2016) 632002 11-11-16 SEE SCHEDULE 0 FOR CONTINUATION(S) 3 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 990 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Page 3 art IV I Checklist of Required Schedules Yes No 1 Is the organization described in section 501 (c)(3) or 4947(a)(1) (other than a private foundation)? If 'Yes," complete Schedule A 1 - X 2 Is the organization required to complete Schedule B, Schedule of Contributors? 2 X 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office's If "Yes," complete Schedule C, Part / 3 X 4 Section 501 (c)(3) organizations . Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes, " complete Schedule C, Part /I 4 5 Is the organization a section 501 (c)(4), 501 (c)(5), or 501 (c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19'? If "Yes," complete Schedule C, Part Ill 5 X 6 Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts' If "Yes, " complete Schedule D, Part / 6 X 7 Did the organization receive or hold a conservation easement, including easements to preserve open space, the environment, historic land areas, or historic structures? If "Yes, " complete Schedule D, Part 11 7 X 8 Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes, " complete Schedule D, Part Ill 8 X 9 Did the organization report an amount in Part X, line 21, for escrow or custodial account liability, serve as a custodian for amounts not listed in Part X, or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes, " complete Schedule D, Part /V 9 X 10 Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes, " complete Schedule D, Part V 10 X 11 If the organization's answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable. a Did the organization report an amount for land, buildings, and equipment in Part X, line 10? If "Yes," complete Schedule 0, Part VI 11a X b Did the organization report an amount for investments - other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VII 11b X c Did the organization report an amount for investments - program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16'? If "Yes," complete Schedule D, Part Vill 11c X d Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IX 11d X e Did the organization report an amount for other liabilities in Part X, line 25' If "Yes," complete Schedule D, Part X 11e X f Did the organization's separate or consolidated financial statements for the tax year include a footnote that addresses the organization's liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part X 11f X 12a Did the organization obtain separate, independent audited financial statements for the tax year? If "Yes, " complete Schedule D, Parts Xl and Xll 12a X b Was the organization included in consolidated, independent audited financial statements for the tax year'? If "Yes, " and if the organization answered "No" to line 12a, then completing Schedule D, Parts X/ and Xll is optional 12b X 13 Is the organization a school described in section 170(b)(1)(A)(i)? If "Yes," complete Schedule E 13 X 14a Did the organization maintain an office, employees, or agents outside of the United States? 14a X b Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? if "Yes," complete Schedule F, Parts I and IV 146 X 15 Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If "Yes, " complete Schedule F, Parts Il and IV 15 X 16 Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If "Yes, " complete Schedule F, Parts Ill and IV 16 X 17 Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11 e? If "Yes," complete Schedule G, Part / 17 X 18 Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1 c and 8a' If "Yes," complete Schedule G, Part // 18 X 19 Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "yes," rmmnlPtP CchedulP G Part /// 19 X Form 990 (2016)

632003 11-11-16 4 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 J i

OPEN PHILANTHROPY ACTION FUND C/O APERCEN PARTNERS, LLC 81-2644663 Paae4

20a Did the organization operate one or more hospital facilities' If "Yes, " complete Schedule H b If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return? 21 Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If "Yes, " complete Schedule 1, Parts / and 11 22 Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part IX, column (A), line 2' If "Yes, " complete Schedule 1, Parts / and Ill 22 X 23 Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization's current and former officers, directors, trustees, key employees, and highest compensated employees' If "Yes, " complete Schedule J 23 X 24a Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002 If "Yes, " answer lines 24b through 24d and complete Schedule K If "No", go to line 25a 24a X b Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception? 24b c Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? 24c d Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year? 24d 25a Section 501(c )(3), 501 (cX4), and 501 (cX29) organizations . Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I 25a X b Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization's prior Forms 990 or 990-EZ' If "Yes, " complete Schedule L, Part 1 25b X 26 Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons' If,-yes,-- complete Schedule L, Part Il 26 X 27 Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons'? If "Yes," complete Schedule L, Part Ill 27 X 28 Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions) a A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV 28a X b A family member of a current or former officer, director, trustee, or key employee? If "Yes, " complete Schedule L, Part IV 28b X c An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV 28c X 29 Did the organization receive more than $25,000 in non-cash contributions? If "Yes, " complete Schedule M 29 X 30 Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions'? If "Yes," complete Schedule M 30 X 31 Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes, " complete Schedule N, Part / 31 X 32 Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets' If "Yes, " complete Schedule N, Part Il 32 X 33 Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301 7701-2 and 301.7701.3 If "Yes," complete Schedule R, Part 33 X cI 34 Was the organization related to any tax-exempt or taxable entity? If "Yes, " omplete Schedule R, Part /l, Ill, or IV, and Part V, line 1 34 X 35a Did the organization have a controlled entity within the meaning of section 512(b)(13)? 35a X b If "Yes" to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)' If "Yes, " complete Schedule R, Part V, line 2 35b 36 Section 501(c)( 3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes, " complete Schedule R, Part V, line 2 36 37 Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes' If "Yes, ° complete Schedule R, Part VI 37 X 38 Did the organization complete Schedule 0 and provide explanations in Schedule 0 for Part Vi, lines 11 b and 19' Note. All Form 990 filers are reawred to complete Schedule 0 38 X Form 990 (2016)

632004 11-11-16 5 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 99 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Pa e5 Part Statements Regarding Other IRS Filings and Tax Compliance Check if Schedule 0 contains a response or note to any line in this Part V

la Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable la 0 b Enter the number of Forms W-2G included in line 1 a. Enter -0- if not applicable lb 0 c Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners') 1c 2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements, filed for the calendar year ending with or within the year covered by this return 2a 0 b If at least one is reported on line 2a, did the organization file all required federal employment tax returns? 2b Note. If the sum of lines 1 a and 2a is greater than 250, you may be required to e-file (see instructions) 3a Did the organization have unrelated business gross income of $1,000 or more during the year? 3a X b If "Yes," has it filed a Form 990-T for this year'? If "No, " to line 3b, provide an explanation in Schedule 0 3b 4a At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account) 4a X If "Yes," enter the name of the foreign country 110- See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR) 5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year') 5a X b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? 5b X c If "Yes," to line 5a or 5b, did the organization file Form 8886-T? 5c 6a Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? 6a X b If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible's 6b 7 Organizations that may receive deductible contributions under section 170(c). a Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor' 7a b If "Yes," did the organization notify the donor of the value of the goods or services provided? 7b c Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? - 7c d If "Yes," indicate the number of Forms 8282 filed during the year 7d e Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract'? 7e f Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? 7f g If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? 7 h If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C'7 7h 8 Sponsoring organizations maintaining donor advised funds. Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year's 8 9 Sponsoring organizations maintaining donor advised funds. a Did the sponsoring organization make any taxable distributions under section 4966? 9a b Did the sponsoring organization make a distribution to a donor, donor advisor, or related person's 9b 10 Section 501(c)(7) organizations. Enter a Initiation fees and capital contributions included on Part VIII, line 12 10a b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities 10b 11 Section 501(c)( 12) organizations. Enter a Gross income from members or shareholders 11a b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them) 11b 12a Section 4947(a)(1) non -exempt charitable trusts . Is the organization filing Form 990 in lieu of Form 10417 b If "Yes," enter the amount of tax-exempt interest received or accrued during the year 12b 13 Section 501(c)(29) qualified nonprofit health insurance issuers. . a Is the organization licensed to issue qualified health plans in more than one state? Note. See the instructions for additional information the organization must report on Schedule 0 b Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans 13b c Enter the amount of reserves on hand 13c 14a Did the organization receive any payments for indoor tanning services during the tax year'? 14a X b If 'Yes .' has it filed a Form 720 to report these payments If °No_ - orowde an explanation in Schedule n 14b Form 990 (2016)

632005 11-11-16 6 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 99 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Page 6 artGovernance, Management , and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to line 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule 0 See instructions Check if Schedule 0 contains a response or note to any line in this Part VI Section A. Governing Body and Management

la Enter the number of voting members of the governing body at the end of the tax year la 6 If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule 0. b Enter the number of voting members included in line 1 a, above, who are independent lb 6 2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee'? 3 Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors, or trustees, or key employees to a management company or other person'? 3 X 4 Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? 4 X 5 Did the organization become aware during the year of a significant diversion of the organization's assets? 5 X 6 Did the organization have members or stockholders? 6 X 7a Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body's 7a X b Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? 7b X 8 Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following: a The governing body? By X b Each committee with authority to act on behalf of the governing body? 8b X 9 Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the X Section

10a Did the organization have local chapters, branches, or affiliates 10a X b If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? 10b 1la Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? 11a X b Describe in Schedule 0 the process, if any, used by the organization to review this Form 990 12a Did the organization have a written conflict of interest policy? If "No, " go to line 13 12a X b Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts 12b X c Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes, " describe in Schedule 0 how this was done 12c X 13 Did the organization have a written whistleblower policy? 13 X 14 Did the organization have a written document retention and destruction policy'? 14 X 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data , and contemporaneous substantiation of the deliberation and decision? a The organization 's CEO, Executive Director, or top management official 15a X b Other officers or key employees of the organization 15b X If "Yes" to line 15a or 15b; describe the process in Schedule 0 (see instnictions) 16a Did the organization invest in , contribute assets to , or participate in a joint venture or similar arrangement with a taxable entity during the year? 1 162 1 X b If "Yes ," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization's exempt status with respect to such arrangements ? 16b I Section C. Disclosure

17 List the states with which a copy of this Form 990 is required to be filed ► CA 18 Section 6104 requires an organization to make its Forms 1023 (or 1024 if applicable), 990, and 990-T (Section 501 (c)(3)s only) available for public inspection . Indicate how you made these available Check all that apply E-]Own websrte Q Another' s website XD Upon request 0 Other (explain in Schedule 0) 19 Describe in Schedule 0 whether (and if so, how) the organization made its governing documents , conflict of interest policy, and financial statements available to the public during the tax year 20 State the name, address , and telel )hone number of the person who possesses the organization 's books and records No- APERCEN PARTNERS, LLC - 650-804-7100 314 LYTTON AVENUE SUITE 200, PALO ALTO, CA 94301

632006 11-11-16 Form 990 (2016) 7 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 990 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Page 7 Part VII Compensation of Officers, Directors, Trustees, Key Employees , Highest Compensated Employees , and Independent Contractors Check if Schedule 0 contains a response or note to any line in this Part VII Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees 1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization's tax year • List all of the organization 's current officers, directors, trustees (whether individuals or organizations), regardless of amount of compensation Enter -0- in columns (D), (E), and (F) if no compensation was paid • List all of the organization' s current key employees, if any See instructions for definition of "key employee." • List the organization's five current highest compensated employees (other than an officer, director, trustee, or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations. • List all of the organization' s former officers, key employees, and highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations. • List all of the organization' s former directors or trustees that received, in the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organization and any related organizations List persons in the following order individual trustees or directors, institutional trustees, officers, key employees, highest compensated employees, and former such persons OX Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee (A) (B) (C) (D) (E) (F) Name and Title Average Position (do not check more than one Reportable Reportable Estimated hours per box, unless person is both an compensation compensation amount of officer and a director/trustee week ) from from related other (list any the organizations compensation hours for organization (W-2/1099-MISC) from the related (W-2/1099-MISC) organization organizations and related below = E - organizations °E E line) - -

(1) CARI TUNA 2.00 PRESIDENT X X 0, 0, 0, (2) HOLDEN KARNOFSKY 2.00 EXECUTIVE DIRECTOR X X 0 , 0. 0 , (3) TOM VAN LOBEN SELS 0.50 TREASURER X X 0. 0. 0. (4) DIVESH MAKAN 0.50 SECRETARY X X 0, 0. 0,

(5) ELIE HASSENFELD 0.50 DIRECTOR X 0 , 0. 0 ,

(6) DUSTIN MOSKOVITZ 0.50 DIRECTOR X 0 , 0 , 0 ,

632007 11-1 1-16 Form 990 (2016) 8 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 I I

OPEN PHILANTHROPY ACTION FUND For(2016)_14. C/O APERCEN PARTNERS, LLC 81-2644663 Page 8 becvon A. vrncers utrecsors t rusiees r e tm to ees ana ru nesi L:om ensatea tm io ees (continijpdj (A) (B) (C) (D) (E) (F) Name and title Average Position Reportable Reportable Estimated (do not chef more than one hours Pper box, unless wson is both an com p ensation com p ensation amount of officer week and a deector/Rustee) from from related other (list any the organizations compensation hours for organization (W-2/1099-MISC) from the related (W-2/1099-MISC) organization organizations e and related below organizations E line) ^d

1 b Sub-total ► 0. 0. 0. c Total from continuation sheets to Part VII, Section A 10, 0. 0. 0. d Total add lines lb and 1c 0. 0. 0. 2 Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable 0 No 3 Did the organization list any former officer, director, or trustee, key employee, or highest compensated employee on line 1 a? If "Yes, " complete Schedule J for such individual 3 X 4 For any individual listed on line 1 a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,0007 If "Yes, " complete Schedule J for such individual 4 X 5 Did any person listed on line 1 a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "yes," complete schedule J for such nermn 5 X Section B. Independent Contractors

1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the nrnannatinn Rannrt rmmneneatinn for the calendar vPar enriinn with or within the nrnanrnafinn'e is vawr (A) (B) (C) Name and business address Description of services Compensation SOZE PRODUCTIONS, INC 159 CARLTON AVENUE #4B , BROOKLYN , NY 11205 MARKETING 124- 1 70-7. MIRIAM KRINSKY 4266 IRVINE AVENUE , STUDIO CITY , CA 91604 PROPOSAL SERVICES 114 999.

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 10, 2 Form 990 (2016)

632008 11-11-16 9 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 99 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Page 9 Part Vill Statement of Revenue Check if Schedule O contains a response or note to any line in this Part VIII F-1 (A) (B) (C) Total revenue Related or Unrelated Revenu (Dzcluded from tax under exempt function business sections revenue revenue 512 - 514 1 a Federated campaigns la F b Membership dues lb c Fundraising events 1c d Related organizations ld C7 . e Government grants (contributions) le o f All other contributions, gifts, grants, and similar amounts not included above if 55,220,825.

Noncash contributions included in lines la- if S 51 , 470 , 825. ° h Total. Add lines is-1f 55,220 825, Business Code 2a a b d ci c E d A o e a f All other program service revenue Total. Add lines 2a-2f 3 Investment income (including dividends, interest, and other similar amounts) 2 , 431. 2,431. 4 Income from investment of tax-exempt bond proceeds 11- 5 Royalties 1 Real a Personal 6 a Gross rents b Less rental expenses c Rental income or (loss) d Net rental income or (loss) 7 a Gross amount from sales of (i) Securities a Other assets other than inventory 51,369 695, b Less cost or other basis and sales expenses 51 474 248, c Gainor(Ioss) -104,553, d Net gain or (loss) -104 , 553. -104 , 553. 8 a Gross income from fundraising events (not including $ of a contributions reported on line 1 c) See a Part IV, line 18 a m b Less direct expenses b 0 c Net income or (loss) from fundraising events 9 a Gross income from gaming activities. See Part IV, line 19 a b Less direct expenses b c Net income or (loss) from gaming activities No, 10 a Gross sales of inventory, less returns and allowances a b Less cost of goods sold b c Net income or oss from sales of invento ry Miscellaneous Revenue Business Code 11 a b c d All other revenue e Total. Add lines 11a-11d 12 Total revenue . See instructions. 55,118,703. 0. 0. -102 , 122. 632009 11-11-16 Form 990 (2016) 10 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 99 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Pa elO Part IX I Statement of Functional Expenses Section 501(c),,) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A). Check If Schedule 0 contains a response or note to any line in this Part IX n Do not include amounts reported on lines 6b, A ( Total expenses Program service Management and FunrirDa^sing 7b, 8b, 9b, and 10b of Part Vlll expenses general expenses _ expenses 1 Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21 4,685,255. 4,685,255. 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 g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11 g expenses on Sch 0.) 290,307. 290 , 307. 12 Advertising and promotion 13 Office expenses 14 Information technology 15 Royalties 16 Occupancy 17 Travel 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 0.) a b c d e All other expenses 25 Total functional exp enses. Add lines 1 throu gh 24e 4,975,562. 4,975,562. 0. 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 hoe NO, F1 d followin SOP 98-2 (ASC 958-720

632010 11-11-16 Form 990 (2016) 11 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND -2644663 Paae 11

(:hark if Crhoefi da (1 rnntnine n reennnca or not to nnv lina in }hie Port Y (A) (B) Beginning of year End of year I Cash - non-interest-bearing 1 2 Savings and temporary cash investments 0. 2 50,594,597. 3 Pledges and grants receivable, net 3 4 Accounts receivable, net 4 5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L 5 6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501 (c)(9) voluntary employees' beneficiary organizations (see instr). Complete Part II of Sch L 6 vi 7 Notes and loans receivable, net 7 a 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 11 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 15 16 Total assets . Add lines 1 throu g h 15 (must eq ual line 34) 0. 16 50,594 , 597. 17 Accounts payable and accrued expenses 17 18 Grants payable 0. 18 451 ,456. 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 current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified persons Complete Part ll of Schedule L 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 25 26 Total liabilities. Add lines 17 throu gh 25 0. 26 451 , 456. Organizations that follow SFAS 117 (ASC 958), check here Q and complete lines 27 through 29, and lines 33 and 34. 27 Unrestricted net assets 0. 27 50 , 143 , 141. 28 Temporarily restricted net assets 28 29 Permanently restricted net assets 29 Organizations that do not follow SFAS 117 (ASC 958), check here Q LL and complete lines 30 through 34. 30 Capital stock or trust principal, or current funds 30 31 Paid-in or capital surplus, or land, building, or equipment fund 31 32 Retained earnings, endowment, accumulated income, or other funds 32 Z 33 Total net assets or fund balances 0. 33 50,143,141. 34 Total liabilities and net assets/fund balances 0 . 34 50,594,597. Form 990 (2016)

632011 11-11-16 12 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Form 99,0 2016 C/O APERCEN PARTNERS , LLC 81- 2644663 Pa e12 Part XI Reconciliation of Net Assets Check if Schedule 0 contains a response or note to an y line in this PartXI E:J

1 Total revenue (must equal Part VIII, column (A), line 12) 1 55,118,703. 2 Total expenses (must equal Part IX , column (A), line 25) 2 4,975 ,562. 3 Revenue less expenses Subtract line 2 from line 1 3 50 ,143,141. 4 Net assets or fund balances at beginning of year (must equal Part X, line 33 , column (A)) 4 0. 5 Net unrealized gains (losses) on investments 5 6 Donated services and use of facilities 6 7 Investment expenses 7 8 Prior period adjustments 8 9 Other changes in net assets or fund balances (explain in Schedule 0) 9 0 10 Net assets or fund balances at end of year Combine lines 3 through 9 (must equal Part X, line 33, column (13)) lo 50 ,143,141. Part XII Financial Statements and Reporting Check if Schedule 0 contains a res ponse or note to an y line in this Part XII El Yes No 1 Accounting method used to prepare the Form 990 Q Cash OX Accrual El Other If the organization changed its method of accounting from a prior year or checked "Other," explain in Schedule 0 2a Were the organization ' s financial statements compiled or reviewed by an independent accountant) 2a X If "Yes ," check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis , or both 0 Separate basis 0 Consolidated basis El Both consolidated and separate basis b Were the organization's financial statements audited by an independent accountant? 2b X If "Yes ," check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis , or both Q Separate basis El Consolidated basis El Both consolidated and separate basis c If "Yes " to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? 2c X If the organization changed either its oversight process or selection process during the tax year, explain in Schedule 0 3a As a result of a federal award , was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A- 133? 3a X b If "Yes ," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits , explain why in Schedule 0 and describe any steps taken to undergo such audits 3b Form 990 (2016)

632012 11-11-16 13 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 SCHEDULED Supplemental Financial Statements (Form 990) 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. 2016 oepa tment of the TreasL.y 1111- Attach to Form 990. Open to Public Inspection Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/O APERCEN PARTNERS, LLC 81-2644663 Part I Organizations Maintaining Dongr 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 I Totpl 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 5 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' E::]Yes 0 No 6 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 benefits Yes No Part II Conservation Easements . Complete if the organization answered "Yes" on Form 990, Part IV, line 7 1 Purpose(s) of conservation easements held by the organization (check all that apply) Preservation of land for public use (e g , recreation or education) El Preservation of a historically important land area Protection of natural habitat Preservation of a certified historic structure Preservation of open space 2 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 b Total acreage restricted by conservation easements c Number of conservation easements on a certified historic structure included in (a) d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register 3 Number of conservation easements modified , transferred , released , extinguished , or terminated by the organization during the tax year No- 4 Number of states where property subject to conservation easement is located Pop- 5 Does the organization have a written policy regarding the periodic monitoring , inspection , handling of violations, and enforcement of the conservation easements it holds') 0 Yes 0 No 6 Staff and volunteer hours devoted to monitoring , inspecting , handling of violations , and enforcing conservation easements during the year No. 7 Amount of expenses incurred in monitoring , inspecting , handling of violations, and enforcing conservation easements during the year 11111. $ 8 Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)() and section 170(h)(4)(B)(i)' El Yes El No 9 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. 1a If the organization elected, as permitted under SFAS 116 (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 All, the text of the footnote to its financial statements that describes these items b If the organization elected, as permitted under SFAS 116 (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 00. 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 SFAS 116 (ASC 958) relating to these items a Revenue included on Form 990, Part Vill, line 1 1110. $ b Assets included in Form 990, Part X ► $ LHA For Paperwork Reduction Act Notice , see the Instructions for Form 990. Schedule D (Form 990) 2016 632051 08-29-16 18 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Schedul D (Form 990 2016 C/O APERCEN PARTNERS , LLC 81 -2644663 Pa e2 11'art lill Maintaining Collections of Art, Historical Treasures , or Other Similar Assets (continued) 3 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) a 0 Public exhibition d 0 Loan or exchange programs b 0 Scholarly research e 0 Other c 0 Preservation for future generations 4 Provide a description of the organization's collections and explain how they further the organization ' s exempt purpose in Part XIII 5 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 2 1 la 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 le f Ending balance if 2a Did the organization include an amount on Form 990 , Part X, line 21 , for escrow or custodial account liability'? 0 Yes 0 No . 11 1 -- ° -- -.- .,_, Sf11 -- I--- S £L__ '-- .,_y .,i,, I Part V 1 enaowment tunas . Complete if the organization answered "Yes" on Form 990. Part IV. line 10

la 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 2 Provide the estimated percentage of the current year end balance (line 1 g, column (a)) held as a Board desjgnated or quasi-endowment % b Permanent endowment jo- % c Temporarily restricted endowment 10- % The percentages on lines 2a, 2b, and 2c should equal 100% 3a Are there endowment funds not in the possession of the organization that are held and administered for the organization by Yes No (i) unrelated organizations 3a i (ii) related organizations 3a ii b If "Yes" on line 3a(i), are the related organizations listed as required on Schedule R? 3b 4 Describe in Part XIII the intended uses of the organization's endowment funds Part V 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 (b) Cost or other (c) Accumulated (d) Book value basis (investment) basis (other) depreciation la Land b Buildings c Leasehold improvements - d Equipment e Other Total. Add lines 1 a throw h 1e. (Column (d) must egual Form 990 ParfX column(B) Me 10c-) - 0. Schedule D (Form 990) 2016

632052 08-29-16 19 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Schedu D (Form 990 2016 CIO APERCEN PARTNERS , LLC 81-2644663 Pa e 3 Part VII Investments - Other Securities. Complete if the oraanlzatlon answered "Yes" on Form 990. Part IV line 11 b gee Form 990. Part X. line 12 (a) Description of security or category (including name of secniry) (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)

(G)

Total . Col. (b) must eq ual Form 990, Part X, col. (B) line 12. ralrr viii I investments - vrogram rreiatea.

lmmninta if thn nrnnni72finn oncwnrnd "Vac" an Farm QQrI Pert IV hnn 11 e Cec Fnrm QQn. Pnrt Y 1- i'3 (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 . Col. (b) must equal Form 990, Part col. ( B) line 13. ) Fart IAA utner Assets.

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 All F Schedule D (Form 990) 2016

632053 08-29-16 20 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Schedule, D ^Form 99 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Pa e4 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 55,118,703. 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 pnor year grants 2c d Other (Describe in Part XIII) 2d e Add lines 2a through 2d 2e 0. 3 Subtract line 2e from line 1 3 55 ,118,703. 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 0.

Part XII I 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 4,975,562. 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 0. 3 Subtract line 2e from line 1 3 4,975,562. 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 0. 5 Total expenses Add lines 3 and 4c. (Th,c must Pnual Fnrm 99o Part 16na I R 1 5 4,975,562.

Provide the descriptions required for Part II, lines 3, 5, and 9, Part III, lines 1 a and 4, Part IV, lines 1 b 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

PART X. LINE 2:

FINANCIAL STATEMENT FOOTNOTE REPORTING UNCERTAIN TAX POSITIONS:

THE ORGANIZATION RECOGNIZES THE TAX BENEFIT FROM UNCERTAIN TAX POSITIONS

ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITIONS WILL BE

SUSTAINED ON EXAMINATION BY THE TAX AUTHORITIES, BASED ON THE TECHNICAL

MERITS OF THE POSITION. THE TAX BENEFIT IS MEASURED BASED ON THE LARGEST

BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON

ULTIMATE SETTLEMENT. THE ORGANIZATION RECOGNIZES INTEREST AND PENALTIES,

IF ANY, RELATED TO INCOME TAX MATTERS IN MANAGEMENT AND GENERAL EXPENSE.

THE ORGANIZATION HAD NO UNRECOGNIZED TAX BENEFITS AT DECEMBER 31, 2016.

THE ORGANIZATION FILES AN EXEMPT ORGANIZATION RETURN WITH THE INTERNAL

REVENUE SERVICE.

632054 06-2316 Schedule D (Form 990) 2016 21 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Schedule D (Form 990) 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Page 5 Part X111 I Supplemental Information (continueca

Schedule D (Form 990) 2016

632055 0&2316 22 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 SCHEDULE ) Grants and Other Assistance to Organizations, OMB No 1545-0047 (Form 990) Governments, and Individuals in the United States Complete if the organization answered "Yes" on Form 990, Part IV, line 21 or 22. 2016. Department of the Treasury Attach to Form 990. Open to Public Internal Revenue Service Inspection ► Information about Schedule I (Form 990) and its instructions is at www.irs.oov/fcrrr Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/O APERCEN PARTNERS , LLC 81-2644663 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 '? Q Yes Q No 2 Describe in Part IV the organization's procedures for monitorin g the use of g rant 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 mat receivea more man .'yo uuu . ran: if ca n oe au flcatea Ir aaalttonal space is neea 0. Method of 1 (a) Name and address of organization (b) EIN (c) IRC section (d) Amount of (e) Amount of (f) (g) Description of (h) Purpose of grant valuation (book, or government (if applicable) cash grant non-cash noncash assistance or assistance FMV, appraisal, assistance other)

JUSTLEADERSHIPUSA 1900 LEXIGTON AVENUE NEW YORK, NY 10035 90-1019268 01(C)3 40 , 000. 0. GENERAL SUPPORT

VOCAL-NY ACTION FUND 80A 4TH AVENUE BROOKLYN , NY 11217 45-5454734 01(C)4 40 , 000. 0. GENERAL SUPPORT

TEXAS ORGANIZING PROJECT PO BOX 120296 SAN ANTONIO, TX 78212 27-1481855 01(C)3 124,400. 0. CRIMINAL JUSTICE REFORM

PICO ACTION FUND 110 MARYLAND AVE NE, SUITE 201 WASHINGTON , DC 20011 94-2206497 01(c)3 866,188. 0. ICO ACTION FUND

KATAL CENTER FOR HEALTH EQUITY AND JUSTICE - PO BOX 11 - NEW YORK, NY 10014 81-1323278 501(c)3 64 , 500. 0. ENERAL SUPPORT

VOTERS ORGANIZED TO EDUCATE 3301 CHARTRES STREET NEW ORLEANS, LA 70117 27-1370327 5 01(c)3 225 500. 0. ENERAL SUPPORT

2 Enter total number of section 501(c)(3) and government organizations listed in the line 1 table 101. 9. 3 Enter total number of other organizations listed in the line 1 table 0. 6. LHA For Paperwork Reduction Act Notice , see the Instructions for Form 990. Schedule I ( Form 990) (2016)

632101 11-01-16 23 OPEN PHILANTHROPY ACTION FUND Schedule I Form 990 C/O APERCEN PARTNERS, LLC 81-2644663 Page 1 Part i1 Continuation of Grants and Other Assistance to Governments and Organizations in the United States (Schedule I (Form 990). Part II )

(a) Name and address of (b) EIN (c) IRC section (d) Amount of (e) Amount of (f) Method of (g) Description of (h) Purpose of grant organization or government if applicable cash grant non-cash valuation non-cash assistance or assistance assistance (book, FMV, appraisal, other)

COLOROFCHANGE.ORG TO SUPPORT LEARNING ABOUT 1714 FRANKLIN STREET SUITE 100-136 VOTING ACTIVITY IN OAKLAND, CA 94612 01(C)4 907 872. 0. PROSECUTORIAL ELECTIONS

CENTER FOR POPULAR DEMOCRACY 449 TROUTMAN STREET A BROOKLYN, NY 11237 45-3813436 01(c)3 31 , 500. 0. O SUPPORT FED UP

YES ON PROP 57 1901 HARRISON STREET, SUITE 1550 OAKLAND, CA 94612 200 000. 0. 3ENERAL SUPPORT

MILLION VOTER PROJECT ACTION FUND 777 S FIGUEROA STREET SUITE 4050 LOS ANGELES, CA 90017 81-1953580 01(C)4 400 000. 0. O SUPPORT PROPOSITION 57

JUST LIBERTY PO BOX 13551 ENERAL SUPPORT AND AUSTIN, TX 78711 81-3982567 01(C)4 530 000. 0. L IST-BUILDING STRATEGY

CITIZENS FOR JUVENILE JUSTICE 44 SCHOOL STREET SUITE 400 BOSTON, MA 02108 04-3224860 01(C)3 15 , 000. 0. ENERAL SUPPORT

THE CLEAR FUND DBA GIVEWELL 182 HOWAD STREET #208 O SUPPORT POLITICAL SAN FRANCISCO, CA 94105 20-8625442 01(C)3 278 839. 0. ESEARCH

GRASSROOTS LEADERSHIP PO BOX 36006 TEXAS ADVOCATES FOR CHARLOTTE , NC 28236 58-1581743 01(C)3 73 , 835. 0. JUSTICE - PROJECT

SAFETY AND JUSTICE ACTION FUND 825 NE 20TH AVENUE PORTLAND, OR 97232 30-0457438 01(C)4 296,359. 0. 1 1 ENERAL SUPPORT Schedule I (Form 990)

62241 04-01-16 24 OPEN PHILANTHROPY ACTION FUND Schedule I Form 990 C/O APERCEN PARTNERS, L LC 81-2644663 Pa e 1 Part 11 Continuation of Grants and Other Assistance to Governments and Organizations in the United States (Schedule I (Form 990), Part II.)

JUSTLEADERSHIPUSA 1900 LEXIGTON AVENUE O SUPPORT CAMPAIGN TO NEW YORK, NY 10035 90-1019268 5 01(C)3 591 262. 0. LOSE RIKERS

Schedule I (Form 990)

632241 04-01-18 25 OPEN PHILANTHROPY ACTION FUND Schedule I (Form 990) (2016) C/O APERCEN PARTNERS, LLC 81-2644663 Pa e 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 (c) Amount of (d) Amount of non- (e) Method of valuation (f) Description of noncash assistance recipients cash grant cash assistance (book, FMV, appraisal, other)

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

PART I, LINE 2:

IF THE GRANT IS FOR GENERAL SUPPORT, THE RECIPIENT CERTIFIES VIA THE GRANT

AWARD LETTER THAT THE FUNDS WILL FURTHER THE ORGANIZATION'S PURPOSE IN

ACCORDANCE WITH THE RECIPIENT'S TAX EXEMPT STATUS AND THAT NO FUNDS WILL BE

USED FOR ACTIVITY DEFINED UNDER IRC SECTION 527(E)(2).

IF THE GRANT IS FOR A SPECIFIC PROJECT OR PURPOSE, THE RECIPIENT

ORGANIZATIONS REPORT BACK THE RESULTS OF PROJECT OR PURPOSE.

632102 11-01- 16 Schedule I (Form 990) (2016) 26 1 10

SCHEDULE M Noncash Contributions OMB No 1545-0047 (Form 990) if the organizations answered on Form Part IV, lines 29 or 30. 2016 ► Complete "Yes° 990, Form Open To Public Department of the Treesvy ► Attach to 990. Internal Revenue service Inspection ► Information about Schedule M Form 990 and its instructions is at Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/ O APERCEN PARTNERS, LLC 81-2644663

(a) (b) (c) (d) Check If Number of Noncash contribution Method of determining applicable contributions or amounts reported on noncash contribution amounts items contributed Form 990 , Part VIII line 1 1 Art -Works of art 2 Art - Historical treasures 3 Art - Fractional Interests 4 Books and publications 5 Clothing and household goods 6 Cars and other vehicles 7 Boats and planes 8 Intellectual property 9 Securities - Publicly traded X 2 51, 470 , 8 2 5. MV 10 Securities - Closely held stock 11 Securities - Partnership , LLC, or trust interests 12 Securities - Miscellaneous 13 Qualified conservation contribution - Historic structures 14 Qualified conservation contribution - Other 15 Real estate - Residential 16 Real estate - Commercial 17 Real estate - Other 18 Collectibles 19 Food inventory 20 Drugs and medical supplies 21 Taxidermy 22 Historical artifacts 23 Scientific specimens 24 Archeological artifacts 25 Other ► 26 Other ► ( ) 27 Other ► 28 Other ► 29 Number of Forms 8283 received by the organization during the tax year for contributions for which the organization completed Form 8283 , Part IV, Donee Acknowledgement 29 Yes No 30a During the year, did the organization receive by contribution any property reported in Part I, lines 1 through 28, that it must hold for at least three years from the date of the initial contribution , and which isn 't required to be used for exempt purposes for the entire holding period? 304 X b If "Yes ," describe the arrangement in Part II 31 Does the organization have a gift acceptance policy that requires the review of any nonstandard contributions? 31 X 32a Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash contributions? 324 X b If "Yes ," describe in Part II 33 If the organization didn't report an amount in column (c) for a type of property for which column (a) is checked, describe in Part II LHA For Paperwork Reduction Act Notice, see the Instructions for Form 990. Schedule M (Form 990) (2016)

632141 U8-23-16 27 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OPEN PHILANTHROPY ACTION FUND Schedule M (Form 990 2016 CIO APERCEN PARTNERS , LLC 81-2644663 Page 2 Part 11 Supplemental Information . Provide the information required by Part I, lines 30b, 32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions , the number of items received , or a combination of both Also complete this part for any additional information

SCHEDULE M, PART I, COLUMN (B):

FOR CONTRIBUTIONS OF SECURITIES EACH SEPARATE GIFT (RATHER THAN EACH

SHARE RECEIVED) IS TREATED AS A CONTRIBUTION FOR THIS PURPOSE.

632142 08-23-16 Schedule M (Form 990) (2016)

28 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 OMB No 1545-0047 SCHEDULE 0 Supplemental Information to Form 990 or 990-EZ '(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. 2016 Department of the Treasury Attach to Form 990 or 990-EZ. Open to Public Internal Revenue Service Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/O APERCEN PARTNERS, LLC 81-2644663

FORM 990, PART I, LINE 1, DESCRIPTION OF ORGANIZATION MISSION:

TO STUDY AND PROMOTE MORE EFFECIVE GIVING FOR PUBLIC POLICY, ADVOCACY

AND SOCIAL WELFARE PURPOSES.

FORM 990 , PART III, LINE 1, DESCRIPTION OF ORGANIZATION MISSION:

THE MISSION OF OPEN PHILANTHROPY ACTION FUND IS TO STUDY AND PROMOTE

MORE EFFECTIVE GIVING FOR PUBLIC POLICY, ADVOCACY AND SOCIAL WELFARE

PURPOSES. THE ORGANIZATION SEEKS TO MAXIMIZE THE IMPACT THAT

PHILANTHROPIC GIVING CAN HAVE ON PUBLIC POLICY AND FURTHERING SOCIAL

WELFARE. THROUGH RESEARCH, EDUCATION, ADVOCACY AND GRANTMAKING, THE

ORGANIZATION ALSO SEEKS TO BRING ABOUT IMPROVEMENT IN SELECT PUBLIC

POLICY AREAS. THE ORGANIZATION PROMOTES THE GENERAL WELFARE OF

INDIVIDUALS AND THEIR COMMUNITIES BY SUPPORTING MORE EFFECTIVE FORMS OF

PHILANTHROPIC GIVING IN THE PUBLIC POLICY ARENA AND FOR SOCIAL WELFARE

CAUSES, AND BY ADVOCATING FOR BENEFICIAL CHANGES IN PUBLIC POLICY.

FORM 990, PART III, LINE 4A, PROGRAM SERVICE ACCOMPLISHMENTS:

THE ORGANIZATION MADE GRANTS TO SECTION 501(C)(3) CHARITIES, SECTION

501(C)(4) SOCIAL WELFARE ORGANIZATIONS, SECTION 527 POLITICAL

ORGANIZATIONS OR OTHER NONPROFIT GROUPS FOR GENERAL SUPPORT OR SPECIFIC

PROJECTS CONSISTENT WITH THE ORGANIZATION'S GOALS. THE ORGANIZATION

MADE DISTRIBUTIONS TO RESEARCH AND EFFECT CHANGE IN THE FOCUS AREAS

LISTED ABOVE AND IN OTHER PUBLIC POLICY AREAS IN WHICH IT DETERMINED

THAT SUCH FUNDS CAN HAVE A SIGNIFICANT IMPACT.

WITH GRANTS FROM THE ORGANIZATION, GRANTEES MAY CONDUCT A RANGE OF LHA For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ. Schedule 0 (Form 990 or 990-EZ) (2016) 632211 08-2516 29 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 4, 1- a

Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/O APERCEN PARTNERS, LLC 81-2644663

ACTIVITIES, INCLUDING RESEARCH, PUBLIC EDUCATION AND ADVOCACY, DIRECT

OR GRASSROOTS LOBBYING, OR PERMISSIBLE AMOUNTS OF POLITICAL ACTIVITY,

ALL FOR THE PURPOSE OF PROMOTING SOCIAL WELFARE. THE ORGANIZATION HAS

NO CURRENT PLANS TO DIRECTLY ENGAGE IN LOBBYING, BUT MAY INSTEAD FUND

PROJECTS FOR GRANTEE ORGANIZATIONS ENGAGED IN LOBBYING THAT ARE

CONSISTENT WITH THE ORGANIZATION'S GOALS AND PUBLIC POLICY POSITIONS.

FORM 990, PART VI, SECTION A, LINE 2:

CURRENT DIRECTORS DUSTIN MOSKOVITZ AND CARI TUNA ARE MARRIED TO EACH OTHER.

TOM VAN LOBEN SELS, THROUGH HIS FIRM APERCEN PARTNERS, LLC, PROVIDES

PROFESSIONAL SERVICES (TAX ADVICE AND ACCOUNTING SERVICES) TO DUSTIN

MOSKOVITZ AND CARI TUNA. IN ADDITION, DIVESH MAKAN VIA ICONIQ PROVIDES

SERVICES TO DUSTIN MOSKOVITZ AND CARI TUNA.

FORM 990, PART VI, SECTION B. LINE 11B:

THE FORM 990 IS REVIEWED BY THE AUDIT COMMITTEE AND THEN DISTRIBUTED TO THE

BOARD OF DIRECTORS PRIOR TO FILING.

FORM 990, PART VI, SECTION B, LINE 12C:

THE REVIEW OF COMPLIANCE WITH THE CONFILICT OF INTEREST POLICY IS PERFORMED

ANNUALLY BY MANAGEMENT AND DISCLOSURE OF POTENTIAL CONFLICTS OF INTEREST IS

DOCUMENTED. ALL BOARD MEMBERS COMPLETE A CONFLICT OF INTEREST DISCLOSURE

FORM ANNUALLY AND UPON OCCURANCE OF A MATERIAL CHANGE IN THE INFORMATION

DISCLOSED.

FORM 990, PART VI, SECTION C, LINE 19:

THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY

AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST IF LEGALLY 632212 0&255-116 Schedule 0 (Form 990 or 990-EZ) (2016) 30 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 %I I- v

'Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/O APERCEN PARTNERS, LLC 81-2644663

REQUIRED.

632212 08-25-16 Schedule 0 (Form 990 or 990-EZ) (2016) 31 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391 •

OMB No 1545-0047 SCHEDULER Related Organizations and Unrelated Partnerships (Form 990) ON- Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37. 2016 10, Attach to Form 990. Open to Public Deportment of the Treae^y Internal Revenue Service Jim, Information about Schedule R (Form 990) and its instructions is at www Inspection Name of the organization OPEN PHILANTHROPY ACTION FUND Employer identification number C/O APERCEN PARTNERS , LLC 81-2644663

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

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

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 Part II organizations during the tax year

(a) (b) (c) (d) (e) (f) (^q^ Section ) Name, address, and EIN Primary activity Legal domicile (state or Exempt Code Public charity Direct controlling controlledlled of related organization foreign country) section status (if section entity entity? 501(c)(3)) Yes No OPEN PHILANTHROPY PROJECT - 81-0737472 314 LYTTON AVENUE, SUITE 200 PALO ALTO , CA 94301 PHILANTHROPY CALIFORNIA 01(C)(3) L INE 7 X

For Paperwork Reduction Act Notice , see the Instructions for Form 990. Schedule R (Form 990) 2016

632161 09-06-16 LHA 32 r OPEN PHILANTHROPY ACTION FUND C/O APERCEN PARTNERS, LLC 81-2644663 Page 2 Schedule R (Form 990) 2016 • 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 Part 111 organizations treated as a oartnershlo dunno the tax year.

(a) (b) (c) (d) (e) (f) (g) (h) (I) (i) (k) Name , address, and EIN Primary activity Legal Direct controlling Predominant income Share of total Share of O sproponionale Code V-UBI General or Percentage domicile( box manag ing of related org anization state or entity ( related, unrelated, income end-of-year allocauonsl amount in ownershi p foreign excluded from tax under assets 20 of Schedule °"ner2 country) sections 512-514) Yes No K-1 (Form 1065) a No

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

(a) (b) (c) (d) (e) (f) (g) (h) (l) Section Name, address , and EIN Primary activity Legal domicile Direct controlling Type of entity Share of total Share of Percentage 512(bf 13) of related organization (state or entity (C corp, S corp, income end-of-year ownership controlled fore,gn enti ty ? or t rust) asset s country) Yes No

632162 09-06- 16 Schedule R (Form 990) 2016 33 OPEN PHILANTHROPY ACTION FUND Schedule R (Form 990) 2016 C/O APERCEN PARTNERS, LLC 81-2644663 Page 3 • Part V Transactions With Related Organizations . Complete it 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 Nc 1 During the tax year, did the organization engage in any of the following transactions with one or more related organizations listed in Parts II-IV'7 a Receipt of (i) interest, (il) annurties, (iii) royalties, or (iv) rent from a controlled entity la X b Gift, grant, or capital contribution to related organization(s) 1b X c Gift, grant, or capital contribution from related organization(s) 1c X d Loans or loan guarantees to or for related organization(s) 1d X e Loans or loan guarantees by related organization(s) 1e X

f Dividends from related organization(s) if X g Sale of assets to related organization(s) 1 X h Purchase of assets from related organization(s) 1h X i Exchange of assets with related organization(s) 1i X j Lease of facilities , equipment , or other assets to related organization(s) iL X

k Lease of facilities, equipment, or other assets from related organization(s) 1k X I Performance of services or membership or fundraising solicitations for related organization(s) 11 X m Performance of services or membership or fundraising solicitations by related organization(s) 1m X n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) In X o Sharing of paid employees with related organization(s) 10 X

p Reimbursement paid to related organization(s) for expenses 1 X q Reimbursement paid by related organization(s) for expenses 1 X

r Other transfer of cash or property to related organization(s) 1r

s Other transfer of cash or property from related organization(s) 1s Rx- 9 If tho nncwnr to nnv of fhn nhnvn is "Voc ' con tho inctnirfinnc for infnrmntinn on who -.f r ninth 4h,c 6nc nr6,r4nn ---4 rnitunnch,nc ^nri 4r^nc^rfinn fhrnchnhic (a) (b) (c) (d) Name of related organization Transaction Amount Involved Method of determining amount involved type (a-s)

( 1 )

(2)

(3)

(4)

(5)

6 632163 09-06-16 Schedule R (Form 990) 2016 344 OPEN PHILANTHROPY ACTION FUND Schedule R (Form 990) 2016 C/O APERCEN PARTNERS, LLC 61-2644663 Pace 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) (b) (c) (d) (e) (f) (9) (h ) (1 (i) (k) Areall Name , address, and EIN Primaryry activityy LeLdomicilegal Predominant income oann es sec Share of Share of oispiopor- Code V-UBI General or Percentage uonate managing of entity (state or foreign ( related , unrelated, Se1,lcl 31 total end of-year amount in box 20 ownership excluded from tax under ne s^ euocauonV of Schedule K-1 ^'+ assets country) sections 512-514) Yes No income Yes No (Form 1065) Y. No

Schedule R (Form 990) 2016

632164 o9-oe-16 35 w L. OP

OPEN PHILANTHROPY ACTION FUND Schedule R Form 990 2016 C/O APERCEN PARTNERS , LLC 81-2644663 Pa e 5 Part vil Supplemental Information. Provide additional information for responses to questions on Schedule A See instructions

632165 09-06- 16 Schedule R (Form 990) 2016 36 10291103 146892 644439 2016.04030 OPEN PHILANTHROPY ACTION 6444391