iN Return of Private Foundation OMB No 1545.0052 Form 990 -PF or Section 4947( aXl) Trust Treated as Private Foundation Do not enter social security numbers on this form it may made public. Department of the Treasury ► as be 2015 internal Revenue Service lb, Information about Form 990-PF and its se parate instructions is at WwW.frS.gOV/fonn990pf. Open to im For calendar year 2015 or tax year beginning , and ending Name of foundation A Employer Identification number

ARCUS FOUNDATION 38-3332791 Number and street (or P 0 box number it marl is not delivered to street address) Room/sulte I B Telephone number 44 WEST 28TH STREET, 17TH FLOOR 212-488-3000

City or town, state or province, C if application country, and ZIP or foreign postal code exemption is pending , check here ► , NY 10001 G Check all that apply: L_J Initial return L_J Initial return of a former public charity D 1. Foreign organizations , check here Final return Amended return 2 Foreign organizations meeting the 85% test, Add ress change Name change check here and attach computation H Check type of organization : © Section 501 (c)(3) exempt private foundation E If private foundation status was terminated = Section 4947(a)(1) nonexempt charitable trust 0 Other taxable private foundation under section 507(b)(1)(A), check here I Fair market value of all assets at end of year J Accounting method : L_J Cash Accrual F If the foundation is in a 60-month termination ^p (from Part ll, col (c), line 16) 0 Other ( specify) under section 507(b)(1)(B), check here o 00.$ 17 9 , 15 0 , 3 8 9 . (Part 1, column (d) must be on cash basis) Analysis of Revenue and Expenses Part I a) Revenue and (b ) Net Investment (c) Adjusted net tU) Disbursements (The total of amounts in columns (b), (c), and (d) may not ( for charitable purposes necessarily equal the amounts in column (a)) expenses per books income income (cash basis only) 1 Contributions , gifts, grants , etc., received 30,099,367 . N / A

O 2 Check ► = if the foundation is not required to attach Sch B Z 3 Interest on savings and temporary W cash investments 4 Dividends and interest from securities 1,274, 123 . 1, 274,49 S TATEMENT 1 o Y 5a Gross rents

W Q b Net rental income or (loss)

6a Net gain or ( loss) from sale of assets not on line 10 579,050. W C'0 7 Gross sales price for all p C b assets on line 6a 10 0 ,673,646. (_,VtZ Q. 7 Capital gain net income (from Part IV , line 2) 5 7 9 , 0 8 cc 8 Net short-term capital gain Nov 1 1 511 9 Income modifications Gross sales less returns 10a and allowances nr_. n ^ rat l IT b Less Cost of goods sold c Gross profit or (loss) 11 Other income 770 , 3 38 . 2,59 STATEMENT 2 12 Total . Add lines 1 through 11 32, 722 , 878 . 1 , 856 , 17 13 Compensation of officers , directors , trustees , etc 498 , 221 . 24 , 91 473,310. 14 Other employee salaries and wages 3, 807 , 353 . .190 , 36 3 ,576,801. 15 Pension plans, employee benefits 1 , 286 , 503 . 64 , 32 1,212,566. 16a Legal fees STMT 3 53,196. 45,290. CL b Accounting fees STMT 4 48 , 770. 47,420. W c Other professional fees STMT 5 2, 041 , 622. 323,78 1,717,984. 17 Interest 19 b 18 Taxes STMT 6 25,000. .In 19 Depreciation and depletion Attachm ent B 425, 524. E 20 Occupancy 593 , 675. 29, 68 619,311. < 21 Travel, conferences, and meetings 1, 085 , 726. 54, 28 1,067,270. r- 22 Printing and publications 440 , 193. 423,087. i 23 Other expenses STMT 7 515 , 588. 13 8, 9 6 514, 670. 24 Total operating and administrative 0 expenses . Add lines 13 through 23 10,821,371. a 826,520. 9,697,709. N 0 25 Contributions, gifts, grants paid 28,884 ,967. 28,985,234. 26 Total expenses and disbursements Add lines 24 and 25 39, 706, 338. 826, 520. 38,682,943. o 27 Subtract line 26 from line 12: Z: a Excess of revenue over expenses and disbursements <6 ,983,460. > 0 b Net investment Income of negative, enter -0-) 1,029,656. W c Adjusted net Income (if negative , enter -0-) , i-X24-15 LHA For Paperwork Reduction Act Notice, see Instructions. Form 990-PF (2015) Form 990-PF ( 2015 ) 38-3332791 Page 2 Beginning of year End of year Part II Balance Sheets Attached schedules and amounts in thedescnpbon column should be for end-of-year amounts only (a) Book Value (b) Book Value (c) Fair Market Value 1 Cash - non-Interest-bearing 1,127. 1,000. 1 ,000. 2 Savings and temporary cash investments 13,284,733. 14,893,837. 14,893,837. 3 Accounts receivable ► Less: allowance for doubtful accounts ► 4 Pledges receivable ► Less: allowance for doubtful accounts ► 5 Grants receivable 6 Receivables due from officers, directors, trustees, and other disqualified persons

7 Other notes and loans receivable ► -_ _ __ . ______- Less: allowance for doubtful accounts ► U) 8 Inventories for sale or use y 9 Prepaid expenses and deferred charges 195,393. 186, 172. 186 , 172. < 10a Investments - U.S. and state government obligations STMT 9 7, 196, 575. 5, 553, 140. 5, 553 , 140. b Investments - corporate stock STMT 10 54,149, 289. 49, 849,552. 49,849 , 552. c Investments - corporate bonds STMT 11 5, 271, 936. 3 , 871, 888. 3 , 8 71 , 8 8 8 .

11 Investments - land,buddings.andequipment basis ► _ _

Less accumulated depreciation ► 12 Investments - mortgage loans 13 Investments - other STMT 12 101,240,272. 102,280,884. 102,280,884. 14 Land, buildings, and equipment basis ► 3 , 509, 218 . _ 1,798,465. 1,440 , 392. 1,440 , 392 . Less accumulated depreciation STMT 13 ► 2, 068, 826 . 2,886,370. 1,073,524. 1,073,524._ 15 Other assets (describe ► STATEMENT 14 ) 16 Total assets (to be completed by all filers - see the instructions. Also, see page 1, item I 18 6 , 0 2 0 , 160. 179,150, 389. 17 9 , 15 0 , 389 . 17 Accounts payable and accrued expenses 846 , 772. 771, 890. 18 Grants payable 17 , 6 6 5, 492. 16, 890,224. v) 19 Deferred revenue -' 20 Loans from officers, directors , trustees, and other disqualified persons .Lu 21 Mortgages and other notes payable STATEMENT 15 ) 1,973,775. 2,006,343. J 22 Other liabilities (describe ►

23 Total liabilities add lines 17 through 22 20,486,039. 19,668,457. Foundations that follow SFAS 117, check here ► X and complete lines 24 through 26 and lines 30 and 31. 24 Unrestricted 165,534,121. 159,481,932. v 25 Temporarily restricted m 26 Permanently restricted r_ Foundations that do not follow SFAS 117, check here ► and complete lines 27 through 31. y 27 Capital stock, trust principal, or current funds 28 Paid-in or capital surplus, or land, bldg., and equipment fund 29 Retained earnings, accumulated income, endowment, or other funds Z 30 Total net assets or fund balances 165,534,121. 159,481,932.

31 Total liabilities and net assets/fund balances 186,020,160. 17 9 , 15 0 , 3 8 9 . 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 30 - (must agree with end-of-year figure reported on prior year's return) 1 165 , 534 , 121 . 2 Enter amount from Part I, line 27a 2 <6 , 983 , 460 . > STATEMENT 8 3 2, 302 , 634. 3 Other increases not included in line 2 (itemize) ► SEE 4 Add lines 1, 2, and 3 4 160 , 853 , 295 - INVESTMENTS 5 1,371,363. 5 Decreases not included in line 2 (Itemize) ► UNREALIZED LOSS ON 6 Total net assets or fund balances at end of year ( line 4 minus line 5 - Part II, column ( b ), line 30 6 159 , 481 , 932 . Form 990-PF (2015) 523511 11-24-15 Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 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, How acquire d (c) Date acquired ( d) Date sold Purchase ( mo., yr.) (mo., 2-story brick warehouse ; or common stock, 200 shs. MLC Co. D Donation day, day, yr.) la FIDELITY SS BAL RES P VARIOUS VARIOUS b STATE STREET - MIN VOL P VARIOUS VARIOUS c STATE STREET - FIXED INCOME P VARIOUS VARIOUS d THROUGH SUMMIT ROCK PE PORTFOLIO II K-1 P VARIOUS VARIOUS e (e) Gross sales price (f) Depreciation allowed (g) Cost or other basis ( h) Gain or (loss) (or allowable) plus expense of sale ( e) plus (f) minus (g) a 1,594 , 508. 1 , 502,084. 92,424. b 7,094 , 2 09. 6 , 719,461. 374,748. c 90,166 , 461. 90 , 054,583. 111,878. d 36. e Complete only for assets showing gain in column ( h) and owned by the foundation on 12/31/69 (I) Gains (Col. (h) gain minus (j) Adjusted basis (k) Excess of col. (i) col. ( but less than -0-)-) or Losses (from co l. (I) F.M.V. as of 12/31/69 as of 12/31/69 over col. ( 1), if any a 92,424. b 374,748. C 111,878. d 36. e If gain, also enter in Part I, line 7 2 Capital gain net income or (net capital loss) If (loss), enter -0- in Part I, line 7 2 579,086. 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). If ( loss), enter -0- in Part I , line 8 3 N/A I 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? 0 Yes MX No If "Yes," the foundation does not oualifv under section 4940 ( e). Do not complete this part. 1 Enter the appropriate amount in each column for each year; see the instructions before making any entries. ( a ) Base period years (c) Distribution ratio Calendar year (or tax year beginning in) Adjusted qualifY(bng distributions Net value of noncharitable-use assets (col. (b) divided by col. (c)) 2014 4 1,298,890. 171,74 ,501. .240467 2013 38,802,740. 159,591,600. .243138 2012 35,796,949. 171,722,675. .208458 2011 37,222,549. 177,767,363. .209389 2010 36,162,254. 173,808,945. .208057

2 Total of line 1, column (d) 2 1. 10 9 5 0 9 3 Average distribution ratio for the 5-year base period - divide the total on line 2 by 5, or by the number of years the foundation has been in existence if less than 5 years 3 .221902

4 Enter the net value of noncharitable-use assets for 2015 from Part X, line 5 4 181,702 ,913.

5 Multiply line 4 by line 3 5 40,320 ,240.

6 Enter 1% of net investment income (1% of Part I, line 27b) 6 10,297.

7 Add lines 5 and 6 7 40,330,537.

8 Enter qualifying distributions from Part XII, line 4 8 38,750 ,394. 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.

523521 11-24-15 Form 990-PF (2015) R

Form 990-PF ( 2015 ) ARCUS FOUNDATION 38-333279 1 Page 4 Part VI Excise Tax Based on Investment Income (Section 4940(a), 4940(b) , 4940(e), or 4948 - see instructions) la Exempt operating foundations described in section 4940(d)(2), check here ► L_j and enter "N/A' on line 1. Date of ruling or determination letter: ( attach copy of letter If necessary-see Instructions) _ 1 2 0 , b Domestic foundations that meet the section 4940(e) requirements in Part V, check here ► 0 and enter 1% 5 9 3 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 0 . 3 Add lines 1 and 2 3 20,593 . 4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0 . 5 Tax based on Investment Income . Subtract line 4 from line 3. If zero or less, enter -0- 5 20, 593 . 6 Credits/Payments: a 2015 estimated tax payments and 2014 overpayment credited to 2015 6a 92,616. 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 92, 616. 8 Enter any penalty for underpayment of estimated tax. Check here = if Form 2220 is attached 8 9 Tax due . If the total of lines 5 and 8 is more than line 7, enter amount owed ► 9 72,023. 10 Overpayment If line 7 is more than the total of lines 5 and 8, enter the amount overpaid ► 10 7 2 , 2 3 11 0. 11 Enter the amount of line 10 to be: Credited to 2016 estimated tax ► 0 . 1 Refunded" Part VII-A Statements R egarding Activities la During the tax year, did the foundation attempt to influence any national, state, or local legislation or did it participate or intervene in any political campaign? b Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see instructions for the definition)? lb X If the answer is "Yes" to la 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 1 120-POL for this year? 1c X d Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year: managers. 0. (1) On the foundation. ► $ 0. (2) On foundation ► $ e Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed on foundation 0. managers. ► $ 2 Has the foundation engaged in any activities that have not previously been reported to the IRS? 2 X 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 X 4a Did the foundation have unrelated business gross income of $1,000 or more during the year? 4a X b If "Yes, has it filed a tax return on Form 990-T for this year? N/A 4b 5 Was there a liquidation, termination, dissolution, or substantial contraction during the year' 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 X 7 Did the foundation have at least $5,000 in assets at any time during the year? If "Yes, " complete Part ll, col (c), and Part XV 7 X

8a Enter the states to which the foundation reports or with which it is registered (see instructions) ► MI, NY 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 X 9 Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3) or 4942 (;)(5) for calendar year 2015 or the taxable year beginning in 2015 (see instructions for Part XIV)? If "Yes, " complete Part XIV sl Ix 10 Did any persons become substantial contributors during the tax year? if "Yes ," attach a schedule listing their names and addresses Form 990-PF (2015)

523531 11-24-15 Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 Page5 J (continued) Yes No 11 At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the meaning of section 512(b)(13)? If "Yes, attach schedule (see instructions) 11 X 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) SEE STATEMENT 16 12 X 13 Did the foundation comply with the public inspection requirements for its annual returns and exemption application? 13 X Website address ► WWW. ARCUSFOUNDATION . ORG Telephone no. 212 - 4 8 8 - 3 0 0 0 14 The books are in care of ► THE FOUNDATION ► STREET, 17TH FLOOR, NEW YORK, NY ZIP+4 0 01 Located at ► 4 4 WEST 28TH 15 Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 -Check here ► L_J N/A and enter the amount of tax-exempt interest received or accrued during the year ► 15 16 At any time during calendar year 2015, did the foundation have an interest in or a signature or other authority over a bank, Yes No securities, or other financial account in a foreign country? 16 X See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes," enter the name of the foreig n country ► UNITED KINGDOM 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 la 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 ? Yes OX No (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from) a disqualified person? Yes OX No (3) Furnish goods , services, or facilities to (or accept them from) a disqualified person? ^X Yes 0 No (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ® Yes = No (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 )? Yes OX No (6) Agree to pay money or property to a government official9 ( 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. ) Yes No b If any answer is "Yes" to la(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)? lb X Organizations relying on a current notice regarding disaster assistance check here ► c Did the foundation engage in a prior year in any of the acts described in la, other than excepted acts , that were not corrected before the first day of the tax year beginning in 2015? 1c X 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 ( l)(5)): a At the end of tax year 2015, did the foundation have any undistributed income ( lines 6d and 6e, Part XIII ) for tax year( s) beginning before 20159 Yes EX No If "Yes," list the years ► 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.) N/A 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. 111110. 3a Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at any time during the year? = Yes MX No b If "Yes," did it have excess business holdings in 2015 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 period9 (Use Schedule C, _ j Form 4720, to determine if the foundation had excess business holdings in 2015.) N/A 3b 4a Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes? 4a X 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 20159 4b X Form 990-PF (2015)

523541 11-24-15 Form 990-PF (2015 ) ARCUS FOUNDATION 38-3332791 Pa I iart vll-B statements Regard ing Activities for Which Form 4720 May Be Required (continued) 5a During the year did the foundation pay or incur any amount to: (1) Carry on propaganda , or otherwise attempt to influence legislation (section 4945 (e))? Yes [IX No (2) Influence the outcome of any specific public election (see section 4955); or to carry on, directly or indirectly, any voter registration drive? Yes © No (3) Provide a grant to an individual for travel, study, or other similar purposes? Yes © No (4) Provide a grant to an organization other than a charitable , etc., organization described in section 4945 ( d)(4)(A)? ( see instructions ) EX Yes No (5) Provide for any purpose other than religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals? = Yes ©No If 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 X Organizations relying on a current notice regarding disaster assistance check here ► ; 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? Attachment F ® Yes No 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? 0 Yes © No b Did the foundation, during the year, pay premiums , directly or indirectly , on a personal benefit contract? 6b X 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? 0 Yes ©No b If 'Yes," did the foundation receive any p roceeds or have any net income attributable to the transaction? N/A 7b 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. (b) Title, and aversga (c) Compensation Contnbutions to (e) Expense hours per week devoted ( emp loyee iitt plans account, (a) Name and address If not paid , a nd detne other to position enter -0-) co mpensation allowances SEE ATTACHMENT G

498,221. 51,281. 0.

2 Compensation of five highest-paid employees (other than those included on line 1). If none, enter "NONE." (b) Title, and average Contnbubons to (e) Expense Name and address of each hours per week account, (a) employee paid more than $50,000 (c) Compensation emp addefnefiplans other devoted to position compensation allowances SEE ATTACHMENT I 1,137,546. 230 , 770. 0.

Total number of other employees paid over $50,000 ► 1 25 Form 990-PF (2015)

523551 11-24-15 Form 990-PF ( 2015 ) ARCUS FOUNDATION 38-3332791 Page 7 y Part VIII Information About Officers , Directors, Trustees , Foundation Managers , Highly Paid Employees, and Contractors (continued) 3 Five highest-paid independent contractors for professional services. If none , enter " NONE." (a) Name and address of each person paid more than 0,000 (b) Type of service (c) Compensation 1717 RHODE ISLAND MANAGEMENT OF THE CAMPAIGN FOR OUR HATTAWAY COMMUNICATIONS - TOMORROWS MULTI-PLATFORM DIGITAL AVENUE NW, WAS HINGTON, DC 20036 PRESENCE 264,500. EMERSON WAJDOWICZ STUDIOS, INC. - 530 WEST PUBLICATION DESIGN & 25TH STREET, SUITE 301, NEW YORK, NY 10001 MANAGEMENT 251,898. SUMMIT ROCK ADVISORS - 9 WEST 57TH STREET, 12TH FLOOR, NEW YORK, NY 10019 INVESTMENT ADVISORS 243,423. INTERACTION INSTITUTE FOR SOCIAL CHANGE CONSULTANTS FOR THE TRANS INITIATIVE PROJECT AND PLACE BASED INITIATIVE 70 FARGO STREET, SUITE 908, BOSTON, MA 02210 111,008. RICHARD BURNS CONSULTANT FOR LGBT LEADERSHIP 242 EAST 19TH STREET , NEW YORK, NY 10003 INITIATIVE PROGRAM 106,188. Total number of others receiving over $50,000 for p rofessional services 11111. 6 Part IX-A I Summary of Direct Charitable Activities tax year. Include relevant statistical information such as the List the foundation ' s four largest direct charitable activities during the I Expenses number of organizations and other beneficiaries served , conferences convened , research papers produced, etc. 1

SEE STATEMENT 447,825. 2

SEE STATEMENT 298,698. 3

SEE STATEMENT 253,648. 4

SEE STATEMENT 237,210. Part IX-B Siimmarv Prnaram-Related Investments Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount 1 N/A

2

All other program-related investments . See instructions. 3

Total . Add fines 1 through 3 0 . Form 990-PF (2015)

523561 11-24-15 Form 990-PF 2015 ARCUS FOUNDATION 38-3332791 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 la 170,632,635. b Average of monthly cash balances lb 12 , 9 4 3 , 2 9 8 . c Fair market value of all other assets 1c 8 9 4 , 0 2 9 . d Total (add lines la, b, and c) Id 184,469,962 . e Reduction claimed for blockage or other factors reported on lines la and 1c (attach detailed explanation) le 0. 2 Acquisition indebtedness applicable to line 1 assets 2 0 3 Subtract line 2 from line 1d 3 184,469,962 4 Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see instructions) 4 2,767,049 5 Net value of noncharitable -use assets . Subtract line 4 from line 3. Enter here and on Part V, line 4 5 181,702,913 6 Minimum investment return . Enter 5% of line 5 6 9,085,146 Part XI Distributable Amount (see instructions) (Section 4942(l)(3) and (1)(5) private operating foundations and certain complete this foreign o rga nizatio ns check here ► fl and do not part.) 1 Minimum investment return from Part X, line 6 1 9 , U tf 5 , 14 b . 2a Tax on investment income for 2015 from Part VI, line 5 2a 20,593. b Income tax for 2015. (This does not include the tax from PartVI.) 2b c Add lines 2a and 2b 2c 2 0 , 5 9 3 . 3 Distributable amount before adjustments. Subtract line 2c from line 1 3 9,064,553 . 4 Recoveries of amounts treated as qualifying distributions 4 9 4 , 4 3 2 . 5 Add lines 3 and 4 5 9,158,985 . 6 Deduction from distributable amount (see instructions) 6 0 . 7 Distributable amount as adiusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 7 9,158 ,985 . art 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 la 38,682,943. b Program-related investments - total from Part IX-B lb 0. 2 Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc., purposes 2 67,451. 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 la through 3b. Enter here and on Part V, line 8, and Part XIII, line 4 4 38,750,394. 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 5 0 6 Adjusted qualifying distributions . Subtract line 5 from line 4 6 38,750,394. . 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 (2015)

523571 11-24-15 3 Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 Page 9 Part XIII Undistributed Income (see instructions)

(a) (b) (c) (d) Corpus Years prior to 2014 2014 2015 1 Distributable amount for 2015 from Part XI, IIne7 9,158,985. 2 Undistributed income, If any , as of the end of 2015 a Enter amount for 2014 only 0. b Total for prior years: 0. 3 Excess distributions carryover, if any, to 2015: a From 2010 b From 2011 c From 2012 dFrom 2013 21,421,361. eFrom 2014 32,922,911. f Total of lines 3a through e 54,344,272. 4 Qualifying distributions for 2015 from 38,750,394• a Applied to 2014, but not more than line 2a 0. bApplied to undistributed income of prior years (Election required - see instructions) 0. c Treated as distributions out of corpus (Election required - see instructions) 0. dApplied to 2015 distributable amount

e Remaining amount distributed out of corpus G J, J J 1, 2 V J 5 Excess distributions carryover applied to 2015 0. 0. (M an amount appears in column ( d), the same amount must be shown in column (a) ) 6 Enter the net total of each column as indicated below:

a Corpus Add lines 3f, 4c , and 4e Subtract line 5 83,935,681. b Prior years' undistributed income. Subtract line 4b from line 2b 0. 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 0. d Subtract line 6c from line 6b. Taxable amount - see instructions 0. e Undistributed income for 2014. Subtract line 4a from line 2a. Taxable amount - see instr. 0. f Undistributed income for 2015. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2016 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) 30, 099 , 367.ATTACHMENT J 8 Excess distributions carryover from 2010 not applied on line 5 or line 7 0. 9 Excess distributions carryover to 2016. Subtract lines 7 and 8 from line 6a 53,836,314. 10 Analysis of line 9: a Excess from 2011 b Excess from 2012 c Excess from 2013 d Excess from 2014 24,244,905. e Excess from 2015 29,591,409. 523581 11-24-15 Form 990-PF (2015) Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 Page 10 ,, ) tart Aiy) rrivate uperating i-ounaations (see instructions and Part VII-A, question 9) N/A 1 a If the foundation has received a ruling or determination letter that it is a private operating foundation, and ruling the is effective for 2015, enter the date of the ruling ► b Check box to indicate whether the foundation is a private operating foundation described in section L_J 4942(l)(3) or 2 a Enter the lesser of the adjusted net Tax year Prior 3 years income from Part I or the minimum (e) Total investment return from Part X for each year listed 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 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.) I Information Regarding Foundation Managers: a List 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).) JON L. STRYKER b List 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 NONE 2 Information Regarding Contribution , Grant, Gift, Loan , Scholarship , etc., Programs: Check here ► 0 if the foundation only makes contributions to preselected charitable organizations and does not accept unsolicited requests for funds. If the foundation makes gifts, grants, etc. (see instructions) to individuals or organiza tions u nder other conditions, complete items 2a, b, c, and d. a The name, address, and telephone number or e-mail address of the person to whom applications should be addressed: SEE ATTACHMENT H

b The form in which applications should be submitted and information and materials they should include: SEE ATTACHMENT H c Any submission deadlines: SEE ATTACHMENT H d Any restrictions or limitations on awards, such as by geographical areas , charitable fields, kinds of institutions, or other factors: SEE ATTACHMENT E AND H

523601 11-24-15 Form 990-PF (2015) Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 Page 11 me 3 Grants and Contributions Paid Durina the Year or Anoroved for Future Payment Recipient If recipient is an individual, show any relationship to Foundation Purpose of grant or status of contribution Amount Name and address ( home or business ) any foundation manager or substantial contributor recipient a Paid during the year

ATTACHMENT C /A 28,985,234.

Total 110- 3a 28 , 985,234. b Approved for future payment

ATTACHMENT D /A 16,890,224.

Total ► 3b 1 16 ,890,224. Form 990-PF (2015) 523611 11-24-15 Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 Page 12 Part XVI- A Analysis of Income - Producing Activities

Excluded or 514 Enter gross amounts unless otherwise indicated . U nre l a te d b usiness income by section 512, 513, (e)

1 Program service revenue: code Hnruum &de Amount runcnon income a b c d e f g Fees and contracts from government agencies 2 Membership dues and assessments 3 Interest on savings and temporary cash investments 4 Dividends and interest from securities 14 1,274,123. 5 Net rental income or (loss) from real estate: a Debt-financed property b Not debt-financed property 6 Net rental income or (loss) from personal property 7 Other investment income 15 906. 8 Gain or (loss) from sales of assets other than inventory 18 579, 050. 9 Net income or (loss) from special events 10 Gross profit or (loss) from sales of inventory 11 Other revenue: a GRANT REFUNDS 01 94,432. b GRANTS RESCINDED 01 675,000. c d e 12 Subtotal. Add columns (b), (d), and (e) 0. 1 2,623,511. 1 0. 13 Total. Add line 12, columns (b), (d), and (e) 13 2,623,511. (See worksheet in line 13 instructions to verify calculations.) Part XVI - B Relationship of Activities to the Accomplishment of Exempt Purposes Form 990-PF (2015) ARCUS FOUNDATION 38-3332791 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) of Yes No the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations? a Transfers from the reporting foundation to a noncharitable exempt organization of (1) Cash 1a(1) (2) Other assets 1a(2) X b Other transactions: (1) Sales of assets to a noncharitable exempt organization lb(l) X (2) Purchases of assets from a noncharltable exempt organization lb(2) X (3) Rental of facilities, equipment, or other assets 1b(3) X (4) Reimbursement arrangements lb(4)1 I X (5) Loans or loan guarantees lb(5) X (6) Performance of services or membership or fundraising solicitations lb(6) X c Sharing of facilities, equipment, mailing lists, other assets, or paid employees 1c X 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.

2a Is the foundation directly or indirectly affiliated with , or related to , one or more tax-exempt organizations described in section 501(c) of the Code ( other than section 501 ( c)(3)) or in section 527? 0 Yes © No b If "Yes," complete the following schedule. (a) Name of organization (b) Type of organization (c) Description of relationship N/A

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge may the isc epa is and blief, it is tr e, correct and complete Declaration of re arer (other than taxpayer) is based on all information of which re aver has any knowledgea return with the preparer p p p p y g Sign s h own b e l ow see mstr 7 Here Signature of officer or trustee Da Print/Type preparer's name nat CHRISTOPHER Paid PETERMANN Schedule B Schedule of Contributors OMB No 1545-0047 (Form 990, 990-EZ, Attach to Form 990 , Form 990-EZ, or Form 990-PF. or 990-PF) ► Information about Schedule B (Form 990 99!0-EZ , or 990- PF) and Department of the Treasury ► , Internal Revenue Service its instructions is at www.lrs.gov/form990 . 2015 Name of the organization Employer identification number

ARCUS FOUNDATION 38-3332791 Organization type(check one)-

Filers of: Section;

Form 990 or 990-EZ = 501 (c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF ® 501 (c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

0 501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule. Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

E] For an organization described in section 501 (c)(3) filing Form 990 or 990-EZ that met the 33 1/3% support test of the regulations under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13 , 16a, or 16b, and that received from any one contributor , during the year , total contributions of the greater of (1) $5 ,000 or (2) 2% of the amount on (i) Form 990 , Part VIII, line 1 h, or (ii) Form 990-EZ, line 1 Complete Parts I and II.

For an organization described in section 501 (c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor, during the year , total contributions of more than $ 1,000 exclusively for religious , charitable, scientific , literary , or educational purposes, or for the prevention of cruelty to children or animals . Complete Parts I, II, and III.

For an organization described in section 501 (c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor, during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc , contributions totaling $5,000 or more during the year ► $

Caution . An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990, 990-EZ, or 990-PF), but it must answer "No" on Part IV, line 2, of its Form 990; or check the box on line H of its Form 990-EZ or on its Form 990-PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990, 990-EZ, or 990-PF).

LHA For Paperwork Reduction Act Notice , see the Instructions for Form 990, 990-EZ, or 990-PF. Schedule B (Form 990, 990 -EZ, or 990-PF ) (2015)

523451 10-26-15 le B (Form 990. 990-EZ, or ,, Name of organization Employer identification number

ARCUS FOUNDATION 38-3332791

Part I Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution JLS GLOBAL OPPORTUNITY FUND LLC C/O 1 GREENLEAF TRUST Person FT Payroll 211 SOUTH ROSE STREET $ 15,000,000. Noncash (Complete Part II for KALAMAZOO, MI 4 9 0 0 7 noncash contributions)

(a) (b) (c) (d) No. Name , address , and ZIP + 4 Total contributions Type of contribution

2 MR. JON STRYKER Person STREAM LINE CIRCLE LLC, 450 WEST 14TH Payroll fl STREET, 9TH FLOOR $ 100,421. Noncash (Complete Part II for NEW YORK, NY 10 014 noncash contributions.)

(a) (b) (c) (d) No. Name, address, and ZIP + 4 Total contributions Type of contribution

3 MR. JON STRYKER Person STREAM LINE CIRCLE LLC, 450 WEST 14TH Payroll STREET, 9TH FLOOR $ 14,988 ,946 . Noncash OX (Complete Part II for NEW YORK, NY 10 014 noncash contributions.)

(a) (b) (c) (d) No. Name , address, and ZIP + 4 Total contributions Type of contribution

4 COLLINGWOOD FOUNDATION Person Payroll 8882 COLLINGWOOD DRIVE $ 10,000. Noncash (Complete Part II for , CA 9 0 0 6 9 noncash contributions.)

(a) (b) (C) (d) No. Name , address, and ZIP + 4 Total contributions Type of contribution

Person Payroll $ Noncash (Complete Part II for noncash contributions.)

(a) (b) (C) (d) No. Name , address, and ZIP + 4 Total contributions Type of contribution

Person Payroll $ Noncash (Complete Part II for noncash contributions) Schedule B (Form 990. 990-EZ. or 990-PF) (20151 Schedule B (Form 990, 990-EZ, or numoer

ARCUS FOUNDATION 38-3332791

Part II ; Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.

(a)

FMV (or( estimate) from Description of noncash property given Date received (see instructions) Part I 1,021 SHARES OF STRYKER STOCK 2

$ 100,421. 07/20/15

(a) (c) No. (b) FMV (or estimate) (d) from Description of noncash property given Date received (see instructions) Part I 157,480 SHARES OF STRYKER STOCK 3

$ 14,988,946. 02/24/15

(a) (C) No. (b) FMV (or estimate) (d) from Description of noncash property given Date received (see instructions) Part I

(a) No. (b) FMV (or(c)estimate) Description of noncash property given Date received (see instructions) Part I

(a) (c) No. (b) FMV (or estimate) (d) from Description of noncash property given Date received (see instructions) Part I

(a) (c) FMV (or estimate) Description of noncash property given Date received (see instructions) Part I

Schedule B (Form 990. 990-EZ. or 990 -P A (20151 Schedule B (Form 990, 990-EZ, or 4 ,W Name of organization mployer laennncation nu

ARCUS FOUNDATION 38-3332791 Part in txciusfvery religious , cnantaole, etc., contrlouuons to organizations oescrloea in section oultcfti f , (0), or t iu) mat total more inan T)i,uuu Tor the year from any one contributor . Complete columns (a) through ( e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc, contributions of $1,000 or less for the year (Enter this info once ) Use du p licate co p ies of Part III if additional space is needed. (a) No. from (b) Purpose of gift (c) Use of gift (d) Description of how gift is held Part

(e) Transfer of gift

Transferee's name, address , and ZIP + 4 Relationshi p of transferor to transferee

(a) No. from (b) Purpose of gift (c) Use of gift (d) Description of how gift is held Part l

(e) Transfer of gift

Transferee's name , address, and ZIP + 4 Relationshi p of transferor to transferee

(a) No. from (b) Purpose of gift (c) Use of gift (d) Description of how gift is held Part

(e) Transfer of gift

Transferee's name, address, and ZIP + 4 Relationshi p of transferor to transferee

(a) No. from (b) Purpose of gift (c) Use of gift (d) Description of how gift is held Part

(e) Transfer of gift

Transferee's name, address, and ZIP + 4 Relationshi p of transferor to transferee

523454 10-26-15 Schedule 8 (Form 990, 990-EZ, or 990-PF ) (2015) ARCUS FOUNDATION 38-3332791

FORM 990-PF DIVIDENDS AND INTEREST FROM SECURITIES STATEMENT 1

CAPITAL (A) (B) (C) GROSS GAINS REVENUE NET INVEST - ADJUSTED SOURCE AMOUNT DIVIDENDS PER BOOKS MENT INCOME NET INCOME

FIDELITY 15,271. 0. 15,271. 15,271. SS BALANCE RESERVED 550. 0. 550. 550. SS BROKERAGE 27. 0. 27. 27. SS FIXED INCOME 185,139. 0. 185,139. 185,139. SS MIN VOL 436,962. 0. 436,962. 436,962. SS SHAREHOLDER ACTIVISM 499. 0. 499. 499. STRYKER STOCK 635,675. 0. 635,675. 635,675. THROUGH SUMMIT ROCK PE PORTFOLIO II K-1 0. 0. 0. 371.

TO PART I, LINE 4 1,274,123. 0. 1,274,123. 1,274,494.

FORM 990-PF OTHER INCOME STATEMENT 2

(A) (B) (C) REVENUE NET INVEST- ADJUSTED DESCRIPTION PER BOOKS MENT INCOME NET INCOME

ROYALTY INCOME 906. 906. THROUGH SUMMIT ROCK PE PORTFOLIO II K-1 0. 1,690. GRANT REFUNDS 94,432. 0. GRANTS RESCINDED 675,000. 0.

TOTAL TO FORM 990-PF , PART I, LINE 11 770 ,338. 2,596.

FORM 990-PF LEGAL FEES STATEMENT 3

(A) (B) (C) (D) EXPENSES NET INVEST- ADJUSTED CHARITABLE DESCRIPTION PER BOOKS MENT INCOME NET INCOME PURPOSES

PATTERSON, BELKNAP, WEBB & TYLER, LLP 51,541. 0. 43,617. LAKE, WALDORF & SCHAU PLC 375. 0. 375. BATES WELLS & BRAITHWAITE LONDON, LLP 847. 0. 847.

STATEMENT(S) 1, 2, 3 ARCUS FOUNDATION 38-3332791

HAY MACINTYRE 433. 0. 451.

TO FM 990-PF, PG 1, LN 16A 53,196. 0. 45,290.

FORM 990 -PF ACCOUNTING FEES STATEMENT 4

(A) (B) (C) (D) EXPENSES NET INVEST- ADJUSTED CHARITABLE DESCRIPTION PER BOOKS MENT INCOME NET INCOME PURPOSES

PKF O'CONNOR DAVIES, LLP 48,423. 0. 47,073. HAY MACINTYRE 347. 0. 347.

TO FORM 990-PF, PG 1, LN 16B 48,770. 0. 47,420.

FORM 990-PF OTHER PROFESSIONAL FEES STATEMENT 5

(A) (B) (C) (D) EXPENSES NET INVEST- ADJUSTED CHARITABLE DESCRIPTION PER BOOKS MENT INCOME NET INCOME PURPOSES

INVESTMENT CONSULTING 323,787. 323,787. 0. HUMAN RESOURCE CONSULTING 72,860. 0. 111,965. TECHNOLOGY CONSULTANT 65,227. 0. 64,760. PROGRAMMATIC CONSULTING - GA 299,052. 0. 240,868. COMMUNICATION STRATEGY CONSULTING 670,216. 0. 724,586. EVALUATION & DEVELOPMENT CONSULTING 166,757. 0. 195,574. PROGRAMMATIC CONSULTING - SJ 443,723. 0. 380,231.

TO FORM 990-PF, PG 1, LN 16C 2,041,622. 323,787. 1,717,984.

STATEMENT(S) 3, 4, 5 ARCUS FOUNDATION 38-3332791

FORM 990-PF TAXES STATEMENT 6

(A) (B) (C) (D) EXPENSES NET INVEST- ADJUSTED CHARITABLE DESCRIPTION PER BOOKS MENT INCOME NET INCOME PURPOSES

FEDERAL EXCISE TAX 25,000. 0. 0.

TO FORM 990-PF, PG 1, LN 18 25,000. 0. 0.

FORM 990-PF OTHER EXPENSES STATEMENT 7

(A) (B) (C) (D) EXPENSES NET INVEST- ADJUSTED CHARITABLE DESCRIPTION PER BOOKS MENT INCOME NET INCOME PURPOSES

OFFICE EXPENSE 245,072. 12,254. 224,918. REPAIRS AND MAINTENANCE 103,376. 0. 123,706. INSURANCE EXPENSE 71,613. 3,581. 69,875. MEMBERSHIP DUES 47,566. 0. 49,208. MISCELLANEOUS 47,961. 2,398. 46,963. OTHER PORTFOLIO EXPENSES THROUGH K-1 0. 120,734. 0.

TO FORM 990-PF, PG 1, LN 23 515,588. 138,967. 514,670.

FORM 990-PF OTHER INCREASES IN NET ASSETS OR FUND BALANCES STATEMENT 8

DESCRIPTION AMOUNT

GAINS ON DISTRIBUTION OF 185,377 SHARES OF STRYKER STOCK AS GRANTS 2,302,634.

TOTAL TO FORM 990-PF, PART III, LINE 3 2,302,634.

STATEMENT(S) 6, 7, 8 ARCUS FOUNDATION 38-3332791

FORM 990-PF U.S. AND STATE/CITY GOVERNMENT OBLIGATIONS STATEMENT 9

U.S. OTHER FAIR MARKET DESCRIPTION GOV'T GOV' T BOOK VALUE VALUE

SEE ATTACHMENT A - P12 OF 39 X 4,946,975. 4,946,975. SEE ATTACHMENT A - P12 OF 39 X 606,165. 606,165.

TOTAL U.S. GOVERNMENT OBLIGATIONS 5,553,140. 5,553,140.

TOTAL STATE AND MUNICIPAL GOVERNMENT OBLIGATIONS

TOTAL TO FORM 990-PF, PART II, LINE 10A 5,553,140. 5,553,140.

FORM 990-PF CORPORATE STOCK STATEMENT 10

FAIR MARKET DESCRIPTION BOOK VALUE VALUE

362,249 SHRS. STRYKER CORP 33,667,423. 33,667,423. SEE ATTACHMENT A - P39 OF 39 16,182,129. 16,182,129.

TOTAL TO FORM 990-PF, PART II, LINE 10B 49,849,552. 49,849,552.

FORM 990-PF CORPORATE BONDS STATEMENT 11

FAIR MARKET DESCRIPTION BOOK VALUE VALUE

SEE ATTACHMENT A - P12 OF 39 3,871, 888. 3,871,888.

TOTAL TO FORM 990-PF, PART II, LINE 10C 3,871, 888. 3 , 871,888.

FORM 990-PF OTHER INVESTMENTS STATEMENT 12

VALUATION FAIR MARKET DESCRIPTION METHOD BOOK VALUE VALUE

SRA - SELECT EQUITY FMV 19,344,729. 19,344,729. SRA - PRIVATE EQUITY FMV 18,965,611. 18,965,611. SRA - STRATEGIC FIXED INCOME FMV 17,512,234. 17,512,234. SRA - DIVERSIFIED STRATEGIES FMV 24,001,045. 24,001,045. SRA - HEDGE EQUITY FMV 21,230,120. 21,230,120.

STATEMENT(S) 9, 10, 11, 12 ARCUS FOUNDATION 38-3332791

SEE ATTACHMENT A - P12 OF 39 FMV 721,623. 721,623. SRA - PRIVATE EQUITY II FMV 505, 522. 505,522.

TOTAL TO FORM 990-PF, PART II, LINE 13 102,280,884. 102 , 280,884.

FORM 990-PF DEPRECIATION OF ASSETS NOT HELD FOR INVESTMENT STATEMENT 13

COST OR ACCUMULATED DESCRIPTION OTHER BASIS DEPRECIATION BOOK VALUE

LEASEHOLD IMPROVEMENTS 1,465,479. 612,391. 853,088. FURNITURE AND EQUIPMENT 2,043,739. 1,456,435. 587,304.

TOTAL TO FM 990-PF, PART II, LN 14 3,509,218. 2,068,826. 1,440,392.

FORM 990-PF OTHER ASSETS STATEMENT 14

BEGINNING OF END OF YEAR FAIR MARKET DESCRIPTION YR BOOK VALUE BOOK VALUE VALUE

ART WORK 22,750. 22,750. 22,750. DEPOSITS 11,789. 10,466. 10,466. ACCRUED INTEREST AND DIVIDENDS 219,584. 217,968. 217,968. PREPAID FEDERAL EXCISE TAX 93,000. 68,000. 68,000. DUE FROM ARCUS OPERATING FOUNDATION 78,796. 83,220. 83,220. CD ON COLLATERAL 312,768. 312,768. 312,768. OTHER RECEIVABLES 3,145. 5,525. 5,525. DUE FROM INVESTMENT MANAGERS 2,144,538. 352,827. 352,827.

TO FORM 990-PF, PART II, LINE 15 2,886,370. 1,073,524. 1,073,524.

FORM 990-PF OTHER LIABILITIES STATEMENT 15

DESCRIPTION BOY AMOUNT EOY AMOUNT

DEFERRED FEDERAL EXCISE TAX 1,250,000. 1,250,000. DEFERRED RENT 723,775. 756,343.

TOTAL TO FORM 990-PF, PART II, LINE 22 1,973,775. 2 ,006,343.

STATEMENT (S) 12, 13, 14, 15 ARCUS FOUNDATION 38-3332791

FORM 990-PF EXPLANATION CONCERNING PART VII-A, LINE 12 STATEMENT 16

EXPLANATION

THE FOUNDATION TREATED ALL DISTRIBUTIONS TO THE ASTRAEA FOUNDATION, FIDELITY INVESTMENT CHARITABLE GIFT FUND, GLOBAL GREENGRANTS FUND AND CHARITIES AID FOUNDATION OF AMERICA ("DONOR ADVISED FUNDS") AS QUALIFYING DISTRIBUTIONS BECAUSE THE IRS HAS CLASSIFIED THESE FUNDS AS PUBLIC CHARITIES. THE FOUNDATION HAS MADE AND WILL, FROM TIME TO TIME, CONTINUE TO MAKE REQUESTS TO THESE FUNDS TO MAKE DISTRIBUTIONS IN FURTHERANCE OF THE FOUNDATION'S CHARITABLE PURPOSES, WHICH IS DESCRIBED IN CODE SECTION 170(C)(2)(B).

FORM 990-PF SUMMARY OF DIRECT CHARITABLE ACTIVITIES STATEMENT 17

ACTIVITY ONE

EDUCATION AND AWARENESS PRODUCED ONLINE AND OFFLINE "STORYTELLING" PRODUCTS IN MULTIPLE MEDIA TO AMPLIFY THE IMPACT OF GRANTEE WORK AMONG AUDIENCES IN THE U.S. AND GLOBALLY IN ORDER TO RAISE AWARENESS AND DRIVE POSITIVE CHANGE IN LGBT RIGHTS AND GREAT APE CONSERVATION.

EXPENSES

TO FORM 990-PF, PART IX-A, LINE 1 447,825.

FORM 990-PF SUMMARY OF DIRECT CHARITABLE ACTIVITIES STATEMENT 18

ACTIVITY TWO

THOUGHT LEADERSHIP WITH THE INVOLVEMENT OF EXPERTS AND STAKEHOLDERS, CONVENED A SERIES OF MEETINGS AND CONSULTATIONS TO DEVELOP AND RAISE AWARENESS ABOUT METHODS FOR INCREASING KNOWLEDGE/UNDERSTANDING, CHANGING ATTITUDES, BUILDING SKILLS/CAPACITY, AND STRENGTHENING POLICY. THIS ACTIVITY AIMS TO CHANGE BEHAVIOR AND THINKING WITH RESPECT TO THE CHALLENGES FACING LGBT PEOPLE GLOBALLY, AS WELL AS TO IMPROVE CONSERVATION AND RESPECT FOR APES IN THE WILD AND IN CAPTIVITY. THIS ACTIVITY, ALIGNED WITH THE ARCUS ORGANIZATIONAL STRATEGY, ALSO HELPS TO ADVANCE ARCUS STRATEGIC PRIORITIES.

EXPENSES

TO FORM 990-PF, PART IX-A, LINE 2 298,698.

STATEMENT (S) 16, 17, 18 ARCUS FOUNDATION 38-3332791

FORM 990-PF SUMMARY OF DIRECT CHARITABLE ACTIVITIES STATEMENT 19

ACTIVITY THREE

ARCUS LGBT LEADERSHIP INITIATIVE PROVIDED NEWER AND EMERGING EXECUTIVE DIRECTORS WITH THE SUPPORT AND MENTORSHIP THEY NEED TO FLOURISH AND SUSTAIN THEIR COMMITMENT TO THE MOVEMENT FOR LGBT EQUALITY AND JUSTICE. THE EXECUTIVE DIRECTORS AND INSTITUTIONS SELECTED TO PARTICIPATE WILL ALIGN WITH THE ARCUS U.S. DOMESTIC STRATEGY FRAME.

EXPENSES

TO FORM 990-PF, PART IX-A, LINE 3 253,648.

FORM 990-PF SUMMARY OF DIRECT CHARITABLE ACTIVITIES STATEMENT 20

ACTIVITY FOUR

ARCUS FORUM ESTABLISHED IN 2013, ARCUS FORUM IS AN EVENT SERIES OF THE ARCUS FOUNDATION DESIGNED TO PROMOTE CONSTRUCTIVE PUBLIC DIALOGUE AND AMPLIFY BOLD IDEAS AND BRAVE LEADERS CONFRONTING CHALLENGES AND PUSHING BOUNDARIES IN ASPECTS OF SOCIAL JUSTICE AND CONSERVATION THAT ALIGN WITH THE MISSION OF THE FOUNDATION.

EXPENSES

TO FORM 990-PF, PART IX-A, LINE 4 237,210.

STATEMENT(S) 19, 20 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

OIL & GAS Custody Holdings BP CAPITAL MARKETS PLC 3 814% 80,000.000 101 .94 81 ,555.05 9995 79,958 .40 0.6 (1,596 .65) 1,195 05 38 02/10/2024 ASSET IDENTIFIER 05565QCP1, MOODY'S A2 CHEVRON CORP 2. 193% 11 /15/2019 85 ,000.000 100.38 85 ,31916 99.96 84,962.60 07 (356 56) 238.18 2.2 ASSET IDENTIFIER : 166764AN0 , MOODY'S Aal CONTINENTAL RESOURCES 5 00% 30 ,000.000 103 99 31 , 198.44 73 75 22,125.00 02 (9,073.44) 44167 68 09/15/2022 ASSET IDENTIFIER : 212015AH4 , MOODY'S Baa3 EOG RESOURCES INC 2 45 % 04/01/2020 30, 000.000 99.84 29, 953.20 98.92 29,675.70 02 (277 50) 183.75 2.5 ASSET IDENTIFIER - 26875PAL5, MOODY'S A3 EXXON MOBIL CORPORATION 2 397% 45,000 000 10000 45,000 00 98.46 44,307.90 0. 3 (692 10) 344 57 24 03/06/2022 ASSET IDENTIFIER : 30231GAJ1 , MOODY'S Aaa TOTAL CAPITAL INTL SA VAR 08/10/2018 50 ,000.000 10000 50,000.00 9956 49,779 50 0.4 (220.50) 7.36 0.9 ASSET IDENTIFIER 89153VAH2, MOODY'S Aal TOTAL OIL & GAS 323,025 .85 310 ,809.10 O 2.4 (12,216.75) 2,410.58 2.8

ATTACHMENT A - PAGE 1 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

ABS Custody Holdings AFIN 2014 1 A3 1 32% 06/20/2018 51,000.000 99.98 50,990 09 100.00 51,00000 04 9 91 20.57 1.3 ASSET IDENTIFIER' 13975GAC2, MOODY'S Aaa CHAIT 2015 A5 A 136% 04/15/2020 115,000 000 99.98 114,979.74 99.48 114,407.03 0.9 (57271) 69 51 14 ASSET IDENTIFIER. 161571 GY4 COMET 2014 A5 Al 48% 07/15/2020 50,000 000 99.97 49,986 62 100.08 50,039 06 04 5244 3289 15 ASSET IDENTIFIER 14041NET4 FORDO 2013 D A3 0.67% 04/15/2018 64,748.560 10000 64,745.58 9984 64,647.39 0.5 (98.19) 19.28 07 ASSET IDENTIFIER- 34530GAD4, MOODY'S Aaa _ _ TOTAL ABS 280,702.03 280,093.48 Q 2.2 (608. 55) 142.25 1.2 BASIC MATERIALS Custody Holdings BHP BILLITON FIN USA LTD VAR 40,000 000 10000 40,000.00 99 70 39,878 80 03 (121.20) 1 28 0.6 09/30/2016 ASSET IDENTIFIER. 055451AS7, MOODY'S Al TOTAL BASIC MATERIALS 40,000 .00 39,878.80 0.3 (121. 20) 1.28 0.6 INDUSTRIALS Custody Holdings EATON CORP 2.75% 11/02/2022 30,000 000 100.78 30,232.59 96.76 29,029 20 0.2 (1,203 39) 135.21 28 ASSET IDENTIFIER: 278062AC8, MOODY'S Baal ENERGY TRANSFER PARTNERS 4.05% 35,000.000 99.92 34,971.30 82.13 28,744.10 O 02 (6,227,20) 417.38 4.9 03/15/2025 ASSET IDENTIFIER: 29273RBD0, MOODY'S Baa3

ATTACHMENT A - PAGE 2 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

ENTERPRISE PRODUCTS OPER 3.75% 30,000.000 100.07 30,020 70 91 47 27,441.30 Op 0.2 (2,579.40) 425 00 4.1 02/15/2025 ASSET IDENTIFIER 29379VBE2, MOODY'S Baal INTERNATIONAL PAPER CO 3.65% 45,000 000 9964 44,835.75 97.81 44,012.25 OA 03 (823 50) 73.00 3.7 06/15/2024 ASSET IDENTIFIER. 460146CJ0, MOODY'S Baal JOHN DEERE CAPITAL CORP 2.375% 65,000 000 100.23 65,147.90 99.76 64,842.05 Op 0.5 (305 85) 71613 2.4 07/14/2020 ASSET IDENTIFIER 24422ESY6, MOODY'S A2 LOCKHEED MARTIN CORP 3.55% 70,000 000 10041 70,289.00 100.35 70,246.40 0.5 (42.60) 262.31 3.5 01/15/2026 ASSET IDENTIFIER: 539830BH1, MOODY'S Baal PLAINS ALL AMER PIPELINE 4.65% 70,000.000 95.93 67,151.60 87.30 61,106.50 O 0.5 (6,045.10) 1,148.29 5.3 10/15/2025 ASSET IDENTIFIER* 72650RBJO, MOODY'S Baa2 WILLIAMS PARTNERS LP 3.90% 75,000.000 93.24 69,931.30 75.15 56,358.75 0.4 (13,572 55) 1,348.75 52 01/15/2025 ASSET IDENTIFIER: 96950FAQ7, MOODY'S Baa2 YALE UNIVERSITY 2.086% 04/15/2019 60,000.000 100.00 60,000 00 100.85 60,508 80 OA 05 508.80 264.23 2.1 ASSET IDENTIFIER. 98458PAC9, MOODY'S Aaa TOTAL INDUSTRIALS 472,580 .14 442, 289.35 3.4 (30,290.79) 4,790.30 3.7 CONSUMER GOODS Custody Holdings

ATTACHMENT A - PAGE 3 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: ARCUS FOUNDATION USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gainl(Loss) Income Yield(%) DELPHI AUTOMOTIVE PLC 3 15% 25,000 000 9978 24, 946 00 99.87 24,967 75 Q 02 21.75 91 88 3.2 11/19/2020 ASSET IDENTIFIER 24713GAA0, MOODY'S Baa3 PHILIP MORRIS INTL INC 2.5% 05/16/2016 35,000 000 101 03 35, 360.74 100 61 35,214.90 OA 0. 3 (145.84) 109.38 2.5 ASSET IDENTIFIER, 718172AJ8, MOODY'S A2 REYNOLDS AMERICAN INC 4 45% 60,000 000 103.46 62, 078.92 104 58 62 ,749 80 OA 05 670 88 14092 4.3 06/12/2025 ASSET IDENTIFIER ' 761713BG0, MOODY'S Baa3 TOTAL CONSUMER GOODS 122,385.66 122,932.45 1.0 546.79 342.18 3.5 FED AGENCY MTG/MKT NOTES/BONDS Custody Holdings FANNIE MAE 0 875% 05/21/2018 60,000.000 98.03 58,818.60 99 .06 59,43780 0.5 619.20 5833 09 ASSET IDENTIFIER 3135G0WJ8, MOODY'S Aaa FEDERAL FARM CREDIT BANK 0.81 % 95,000 000 9985 94,855.60 99.64 94,656.10 OD 0.7 (199 .50) 284.29 0.8 08/18/2017 ASSET IDENTIFIER 3133EE7E4, MOODY'S Aaa FNMA POOL # AV9221 4.00% 03/01/2044 188,438.960 104 80 197,492.86 10589 199,533.41 Oo 1.6 2,040.55 628 13 38 ASSET IDENTIFIER. 3138XMG79 FNMA POOL #AE5463 4 00% 10/01 /2040 111 ,844.420 105 .38 117,856 05 106.07 118,638.42 0.9 782.37 372.81 38 ASSET IDENTIFIER : 31419GB94 TSY INFL IX N/B 0 125% 07/15/2024 40,066.800 9613 38,514 .74 94.97 38 ,052 64 0.3 (462 10) 23.14 01 ASSET IDENTIFIER . 912828WU0, MOODY'S Aaa TSY INFL IX N/B 0.25% 01/15/2025 100,417.000 97 .24 97,642.02 95.45 95,847.02 0.7 (1,795.00) 116.92 0.3 ASSET IDENTIFIER: 912828H45, MOODY'S Aaa

ATTACHMENT A - PAGE 4 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

US TREASURY N/B 0 75% 10/31/2017 845,000 000 9967 842,240 29 99.47 840,513.05 OE 65 (1,727 24) 1,07946 08 ASSET IDENTIFIER: 912828TW0, MOODY'S Aaa US TREASURY NOTE 0.50% 09/30/2016 455,000.000 99.95 454,769.18 99.84 454,272 00 O 3.5 (497.18) 578.07 0.5 ASSET IDENTIFIER: 912828F47, MOODY'S Aaa US TREASURY NOTE 0 625% 11/15/2016 485,000.000 99.99 484,953.62 99.87 484,354.95 3.8 (598.67) 391 40 0.6 ASSET IDENTIFIER: 912828WF3, MOODY'S Aaa US TREASURY NOTE 0.750% 03/15/2017 260,000.000 99.98 259,960 25 99.86 259,623 00 20 (337 25) 578.57 08 ASSET IDENTIFIER, 912828C32, MOODY'S Aaa US TREASURY NOTE 1.25% 11/15/2018 1,025,000 000 100.10 1,025,98317 99.84 1,023,401.00 O 8.0 (2,582.17) 1,64983 13 ASSET IDENTIFIER 912828M64, MOODY'S Aaa US TREASURY NOTE 1.375% 09/30/2020 125,000 000 99.94 124,926.97 9827 122,841.25 1.0 (2,085 72) 437.93 1.4 ASSET IDENTIFIER- 912828L65, MOODY'S Aaa US TREASURY NOTE 1.375% 10/31/2020 90,000 000 98.29 88,463.82 9823 88,410 60 OE 0.7 (53 22) 210.21 1.4 ASSET IDENTIFIER 912828L99, MOODY'S Aaa US TREASURY NOTE 1.625% 11/30/2020 905,000 000 99.93 904,346.63 99.41 899,624 30 OE 70 (4,722.33) 1,289 32 1.6 ASSET IDENTIFIER: 912828M98, MOODY'S Aaa US TREASURY NOTE 1 875% 10/31/2022 365,000 000 9893 361,093 31 98.73 360,379 10 28 (714.21) 1,16250 1.9 ASSET IDENTIFIER- 912828M49, MOODY'S Aaa US TREASURY NOTE 2 00% 11/30/2022 160,000.000 99 27 158,827 47 9945 159,124.80 O 1.2 297.33 280.55 2.0 ASSET IDENTIFIER: 912828M80, MOODY'S Aaa US TREASURY NOTE 2.25% 11/15/2025 255,000.000 100 33 255,847.78 99 78 254,43135 OE 2.0 (1,416.43) 73880 23 ASSET IDENTIFIER 912828M56, MOODY'S Aaa TOTAL FED AGENCY MTG/MKT NOTES/BONDS 5,566, 592.36 5,553, 140.79 43.2 (13,451.57) 9,880.26 1.3

ATTACHMENT A - PAGE 5 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

CMO Custody Holdings GCCFC 2007 GG9 A4 5.444% 03/10/2039 84,395 400 110 76 93,474 49 102.69 86,663.52 07 (6,810 97) 38287 5.3 ASSET IDENTIFIER 20173QAE1, MOODY'S Aal GSMS 2014 GC18 A4 4 074% 01/10/2047 90,000.000 10300 92,699.62 10563 95,062.50 0.7 2,362.88 305 55 3.9 ASSET IDENTIFIER, 36252RAM1, MOODY'S Aaa TOTAL CMO 186,174.11 181 ,726.02 Q 1.4 (4,448.09) 688.42 4.5 NON US GOVERNMENT BOND Custody Holdings EUROPEAN INVESTMENT BANK 1.375% 52,000 000 99.43 51,702 56 9765 50,775.40 04 (92716) 31.78 1.4 06/15/2020 ASSET IDENTIFIER 298785GV2, MOODY'S Aaa TOTAL NON US GOVERNMENT BOND 51,702.56 50 ,775.40 Q 0.4 (927. 16) 31.78 1.4 HEALTH CARE Custody Holdings ABBVIE INC 2 90% 11/06/2022 65,000.000 100.38 65,248.60 9674 62,883 60 0.5 (2,365.00) 287.99 3.0 ASSET IDENTIFIER 00287YAL3, MOODY'S Baal ACTAVIS FUNDING SCS 3.80% 03/15/2025 65,000 000 101.23 65,796.91 9949 64,667 85 0.5 (1,129.06) 727.28 38 ASSET IDENTIFIER: 00507UASO, MOODY'S Baa3 AMGEN INC 3 625% 05/22/2024 65,000.000 100.35 65,229.30 99 96 64,975.95 05 (253.35) 25526 3.6 ASSET IDENTIFIER: 031162BV1, MOODY'S Baal BIOGEN INC 2.90% 09/15/2020 65,000.000 100.31 65,200.05 99.74 64,829 05 0.5 (371.00) 55503 2.9 ASSET IDENTIFIER. 09062XAC7, MOODY'S Baal

ATTACHMENT A - PAGE 6 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

CELGENE CORP 2.875% 08/15/2020 65,000.000 10046 65,297 70 9925 64,509 90 0.5 (787 80) 721.55 29 ASSET IDENTIFIER: 151020AQ7, MOODY'S Baal CIGNA CORP 3 25% 04/15/2025 55,000.000 99.96 54,979 25 98.13 53,969.85 0.4 (1,009 40) 377 36 3.3 ASSET IDENTIFIER. 125509BU2, MOODY'S Baal CVS HEALTH CORP 2 80% 07/20/2020 65,000.000 100.92 65,598.70 10045 65,291.85 05 (306.85) 813.94 28 ASSET IDENTIFIER: 126650CJ7, MOODY'S Baal MERCK & CO INC 2.75% 02/10/2025 50,000.000 9924 49,621.10 97.35 48,675.50 04 (945.60) 538.54 2.8 ASSET IDENTIFIER: 58933YAR6, MOODY'S Al PFIZER INC 2.10% 05/15/2019 70,000 000 100.56 70,392.35 100 89 70,621.60 0.5 229.25 187.83 2.1 ASSET IDENTIFIER. 717081DL4, MOODY'S Al ST JUDE MEDICAL INC 2 80% 09/15/2020 65,000.000 10030 65,193.05 100.04 65,024.70 0.5 (16835) 495.44 28 ASSET IDENTIFIER: 790849AM5, MOODY'S Baal THERMO FISHER SCIENTIFIC 3.30% 70,000.000 100.41 70,289.96 99.75 69,827 80 0.5 (46216) 872.67 3.3 02/15/2022 ASSET IDENTIFIER. 883556BH4, MOODY'S Baa3 UNITEDHEALTH GROUP INC 2.70% 45,000.000 100 16 45,073.20 101 05 45,471.60 0.4 39840 533 25 2.7 07/15/2020 ASSET IDENTIFIER: 91324PCM2, MOODY'S A3 _ TOTAL HEALTH CARE 747,920.17 740, 749.25 5.8 (7, 170.92) 6,366.14 3.0 CONSUMER SERVICE Custody Holdings AMAZON COM INC 2.60% 12/05/2019 35,000 000 99.80 34,930.00 101.57 35,548.80 0.3 618 80 65 72 26 ASSET IDENTIFIER: 023135AL0, MOODY'S Baal

ATTACHMENT A - PAGE 7 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

COMCAST CORP 3 60% 03/01/2024 60,000.000 101 65 60,991.60 103.36 62,018.40 0.5 1,02680 720 00 3.5 ASSET IDENTIFIER: 20030NBJ9, MOODY'S A3 DIRECTV HOLDINGS 4 600% 02/15/21 40,000.000 107.53 43,010.75 10592 42,366.80 03 (643 95) 695.11 4.3 ASSET IDENTIFIER 25459HAW5, MOODY'S Baa2 DISCOVERY COMMUNICATIONS 3.45% 55,000.000 91.07 50,085 75 90.53 49,790 40 04 (295.35) 558.71 3.8 03/15/2025 ASSET IDENTIFIER- 25470DAK5, MOODY'S Baal HOME DEPOT INC 2 25% 09/10/2018 80,000 000 101 08 80,865 45 102.24 81,792.80 06 92735 555.00 2.2 ASSET IDENTIFIER: 437076BB7, MOODY'S A2 NBCUNIVERSAL MEDIA LLC 2.875% 55,000.000 101.44 55,79216 100.49 55,268.40 0.4 (523.76) 395.31 2.9 04/01/2016 ASSET IDENTIFIER: 63946BAC4, MOODY'S A3 WAL MART STORES INC 1.125% 110,000 000 99.43 109,368 95 99.58 109,541.30 0.9 172.35 275.00 1 1 04/11/2018 ASSET IDENTIFIER. 931142DF7, MOODY'S Aa2 TOTAL CONSUMER SERVICE 435,044.66 436,326.90 Q 3.4 1,282.24 3,264.85 2.6 TELECOMMUNICATION Custody Holdings AT&T INC 3.00% 06/30/2022 65,000.000 99 80 64,869 50 97.60 63,441.30 0.5 (1,428.20) 5.42 31 ASSET IDENTIFIER: 00206RCM2, MOODY'S Baal VERIZON COMMUNICATIONS 2 50% 45,000.000 99.92 44,965.35 10078 45,351.00 0.4 385.65 331.25 2.5 09/15/2016 ASSET IDENTIFIER, 92343VBN3, MOODY'S Baal TOTAL TELECOMMUNICATION 109,834.85 108,792.30 0 0.8 (1, 042.55) 336.67 2.8

ATTACHMENT A - PAGE 8 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

UTILITIES Custody Holdings DUKE ENERGY PROGRESS INC 3.25% 70,000.000 100.53 70,371 00 100.70 70,487.20 0.5 116.20 87208 3.2 08/15/2025 ASSET IDENTIFIER- 26442UAA2, MOODY'S Aa2 TOTAL UTILITIES 70,371 .00 70 ,487.20 Q 0.5 116.20 872.08 3.2 FINANCIALS Custody Holdings ACE INA HOLDINGS 3.35% 05/15/2024 65,000.000 100.69 65,451 00 100 95 65,614 90 05 16390 278.24 33 ASSET IDENTIFIER 00440EAR8, MOODY'S A3 AMERICAN HONDA FINANCE 2.125% 95,000 000 100 55 95,527 05 100.71 95,677.35 OA 0.7 15030 454.22 2.1 10/10/2018 ASSET IDENTIFIER- 02665WAC5, MOODY'S Al AMERICAN INTL GROUP 3.75% 07/10/2025 75,000.000 100.19 75,141.90 99.11 74,329.50 Op 06 (812.40) 1,33594 38 ASSET IDENTIFIER. 026874DD6, MOODY'S Baal AON PLC 3.50% 06/14/2024 65,000.000 99 50 64,677.20 9760 63,441.30 Op 05 (1,235 90) 10743 3.6 ASSET IDENTIFIER. 00185AAF1, MOODY'S Baa2 AVALONBAY COMMUNITIES 3 45%a 65,000 000 99 78 64,859.45 98.74 64,181.65 0.5 (677.80) 18688 35 06/01/2025 ASSET IDENTIFIER 05348EAV1, MOODY'S Baal BANK OF AMERICA CORP 2 60% 70,000.000 100.42 70,296.80 100.33 70,228.20 OA 05 (68.60) 839.22 2.6 01/15/2019 ASSET IDENTIFIER: 06051GEX3, MOODY'S Baal

ATTACHMENT A - PAGE 9 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

BANK OF AMERICA CORP 4.125% 80,000 000 102 53 82,027 60 10329 82,628 00 0.6 600.40 1,45750 4.0 01/2212024 ASSET IDENTIFIER 06051GFBO, MOODY'S Baal BANK OF AMERICA CORP VAR 03/22/2018 50,000.000 99.91 49,955.15 100.32 50,160.50 Oq 04 205.35 19.29 1.4 ASSET IDENTIFIER: 06051GEW5, MOODY'S Baal BANK OF NY MELLON CORP 2.60% 40,000.000 9995 39,981.20 100.40 40,158.00 03 176 80 387.11 26 08/17/2020 ASSET IDENTIFIER: 06406HDD8, MOODY'S Al CAPITAL ONE FINANCIAL CO 2.45% 95,000.000 100.30 95,286.43 100.18 95,173 85 0.7 (11258) 433.17 2.5 04/24/2019 ASSET IDENTIFIER: 14040HBE4, MOODY'S Baal CITIGROUP INC 2 50% 07/29/2019 65,000.000 100 31 65,198 95 99.85 64,901.85 05 (297.10) 686.11 25 ASSET IDENTIFIER- 172967HU8, MOODY'S Baal DEUTSCHE BANK AG LONDON 1.35% 35,000.000 99.50 34,824.30 99.36 34,774.60 Op 0.3 (49.70) 40.69 1.4 05/30/2017 ASSET IDENTIFIER: 25152RWY5, MOODY'S A3 FIDELITY NATIONAL INFORM 2.85% 65,000.000 10052 65,336.00 100.35 65,229 45 Op 05 (106.55) 365.35 28 10/15/2018 ASSET IDENTIFIER: 31620MAN6, MOODY'S Baa3 GENERAL ELEC CAP CORP VAR 60,000.000 100.61 60,368.21 100.58 60,345.00 OA 0.5 (2321) 16039 1.1 04102/2018 ASSET IDENTIFIER- 36962G6X7, MOODY'S Al GOLDMAN SACHS GROUP INC 2 625% 80,000.000 10084 80,67510 100.72 80,572.00 06 (10310) 880.83 2.6 01/31/2019 ASSET IDENTIFIER 38145XAA1, MOODY'S A3

ATTACHMENT A - PAGE 10 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

GOLDMAN SACHS GROUP INC VAR 35,000.000 100.33 35,114.21 100.45 35,158.90 OA 0.3 4469 91.68 1.5 04/30/2018 ASSET IDENTIFIER- 38141GVK7, MOODY'S A3 HCP INC 3.875% 08/15/2024 35,000 000 99 13 34,696 50 96.92 33,92305 OA 03 (773.45) 512.36 40 ASSET IDENTIFIER. 40414LAL3, MOODY'S Baal JPMORGAN CHASE & CO 2.20% 65,000.000 100.00 64,999.20 99.19 64,473.50 O 0.5 (525.70) 274.08 22 10/22/2019 ASSET IDENTIFIER, 48127HAA7, MOODY'S A3 KFW 1.125% 08/06/2018 40,000 000 99 82 39,928.00 9918 39,673.20 03 (254.80) 207.50 1.1 ASSET IDENTIFIER 500769GS7, MOODY'S Aaa MORGAN STANLEY 1 875% 01/05/2018 85,000 000 100.13 85,113 40 99.90 84,916.70 Op 0.7 (196.70) 77917 1.9 ASSET IDENTIFIER: 61761JVM8, MOODY'S A3 MORGAN STANLEY 2 80% 06/16/2020 95,000 000 100.82 95,783.24 100.32 95,30210 Op 07 (481 14) 110.83 2.8 ASSET IDENTIFIER: 61761JB32, MOODY'S A3 REALTY INCOME CORP 3.875% 07/15/2024 65,000.000 100.06 65,037.40 9810 - 63,763.70 OA 05 (1,273 70) 1,161.42 4.0 ASSET IDENTIFIER: 756109AQ7, MOODY'S Baal STATE STREET CORP 2.55% 08/18/2020 65,000.000 100 28 65,181 00 101 25 65,809.25 Op 05 628 25 612.35 2.5 ASSET IDENTIFIER. 857477AS2, MOODY'S A2 VENTAS REALTY LP/ CAP CAP 2 70% 45,000.000 98.91 44,510.15 9861 44,372.70 OC 03 (137.45) 303.75 2.7 04/01/2020 ASSET IDENTIFIER- 92276MBB0, MOODY'S Baal VISA INC 2.20% 12/14/2020 60,000 000 99.92 59,949 00 99.81 59,888.40 OA 05 (60 .60) 62 33 2 2 ASSET IDENTIFIER, 92826CAB8, MOODY'S Al

ATTACHMENT A - PAGE 11 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%) WELLS FARGO & COMPANY 2.60%a 65,000.000 100.48 65,309.50 99.74 64,833.60 05 (475 90) 74642 26 07/22/2020 ASSET IDENTIFIER: 94974BGM6, MOODY'S A2 WELLS FARGO & COMPANY 3 00% 70,000.000 98.90 69,228 90 97.27 68,086 20 OA 0.5 (1,142 70) 770.00 3.1 02119/2025 ASSET IDENTIFIER 94974BGH7, MOODY'S A2 TOTAL FINANCIALS 1,734, 456.84 1,727, 617.45 13.5 (6 , 839.39) 13,264.26 2.7 TECHNOLOGY Custody Holdings ORACLE CORP 2 80% 07/08/2021 80,000.000 10077 80,612.35 101.29 81,032.80 0.6 420.45 1,076.44 2.8 ASSET IDENTIFIER- 68389XBA2, MOODY'S Al TOTAL TECHNOLOGY 80,612 .35 81 , 032.80 Q 0.6 420 .45 1,076.44 2.8

_ $3,871,888 (Corporate Bonds) Q+Q+O = $ 721,622 (Other Fixed Income) $ 606,165 (Government Agency Notes) ^0 = $4,946,975 (Government Notes and Bonds)

ATTACHMENT A - PAGE 12 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) I ncome Yield(%)

OIL & GAS PRODUCERS Custody Holdings CHINA PETROLEUM & CHEM ADR 1,411 000 81.34 114,774.83 5998 84,631.78 05 (30,143 05) 0.00 47 TICKER' SNP, ASSET IDENTIFIER: 16941 R108 EXXON MOBIL CORP 1,202 000 90.91 109,272.27 77.95 93,695.90 0.6 (15,576.37) 0 00 3.8 TICKER: XOM, ASSET IDENTIFIER: 30231G102 OCEAN RIG UDW INC 3,504.000 4 92 17,226.72 1.63 5,711 52 00 (11,515 20) 0 00 0.0 TICKER: ORIG, ASSET IDENTIFIER: Y64354205 ROYAL DUTCH SHELL CL A ADR 761.000 65.53 49,868.33 45.79 34,846.19 0.2 (15,02214) 0 00 7.0 TICKER: RDS A, ASSET IDENTIFIER 780259206 TOTAL OIL & GAS PRODUCERS 291,142 . 15 218, 885.39 1.3 (72,256.76) 0.00 4.5 CHEMICALS Custody Holdings ASAHI KASEI CORP ADR 466.000 1342 6,253.72 13.51 6,295.66 00 41 .94 0.00 17 TICKER- AHKSY, ASSET IDENTIFIER: 043400100

ATTACHMENT A - PAGE 13 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: ARCUS FOUNDATION USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%) SHIN ETSU CHEM CO LTD ADR 2,340.000 15.68 36,684.64 13 51 31,601 70 0.2 (5,082.94) 0.00 1 1 TICKER: SHECY, ASSET IDENTIFIER: 824551105 TOTAL CHEMICALS 42,938.36 37,897.36 0.2 (5,041.00) 0.00 1.2 MINING Custody Holdings AGNICO EAGLE MINES LTD 1,218 000 29.98 36,520.49 26.28 32,00904 0.2 (4,511 45) 0.00 1.2 TICKER. AEM, ASSET IDENTIFIER' 008474108 GOLDCORP INC 4,334 000 23.59 102,243 90 11.56 50,101.04 0 3 (52,142.86) 0.00 21 TICKER: GG, ASSET IDENTIFIER 380956409 NEWMONT MINING CORP 6,783.000 22 79 154,609.14 17.99 122,026.17 0.8 (32,582.97) 0 00 06 TICKER: NEM, ASSET IDENTIFIER: 651639106 RANDGOLD RESOURCES LTD ADR 3,757.000 65.48 246,021.24 61 93 232,671.01 1.4 (13,350 23) 0 00 0.9 TICKER: GOLD, ASSET IDENTIFIER- 752344309 ROYAL GOLD INC 3,995.000 64.29 256,852.00 36.47 145,697.65 0.9 (111,154.35) 0.00 25 TICKER: RGLD, ASSET IDENTIFIER: 780287108 SILVER WHEATON CORP 982.000 25.69 25,226.60 12.42 12,196.44 01 (13,030.16) 0.00 1.6 TICKER: SLW, ASSET IDENTIFIER- 828336107 TOTAL MINING 821 ,473.37 594,701.35 3.7 (226,772.02 ) 0.00 1.4 CONSTRUCTION & MATERIALS Custody Holdings

ATTACHMENT A - PAGE 14 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting ARCUS FOUNDATION Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gaint(Loss) Income Yield(%) DAITO TRUST CONSTRUCTION CO LTD 440 000 23 73 10,441 20 29.12 12,81104 0.1 2,369.84 0.00 2.1 SPN ADR TICKER. DIFTY, ASSET IDENTIFIER: 23405X209 TOTAL CONSTRUCTION & MATERIALS 10,441 .20 12 ,811.04 0 . 1 2,369.84 0.00 2.1 AEROSPACE & DEFENSE Custody Holdings ELBIT SYSTEMS LTD 667.000 64.16 42,792.06 88.33 58,916.11 0.4 16,124.05 0 00 16 TICKER ESLT, ASSET IDENTIFIER M3760D101 LOCKHEED MARTIN CORP 208.000 10508 21,856.64 217.15 45,167.20 0.3 23,310.56 0 00 3.0 TICKER- LMT, ASSET IDENTIFIER: 539830109 TOTAL AEROSPACE & DEFENSE 64,648 .70 104,083.31 0.6 39,434.61 0.00 2.2 GENERAL INDUSTRIALS Custody Holdings JARDINE MATHESON HLDGS LTD ADR 2,193 000 5682 124,602.48 4828 105,878.04 07 (18,724.44) 0.00 28 TICKER- JMHLY, ASSET IDENTIFIER 471115402 JARDINE STRATEGIC UNSPON ADR 1,198.000 16.70 20,006.60 13.61 16,298.79 01 (3,707.81) 0.00 0.9 TICKER: JSHLY, ASSET IDENTIFIER, 471122200 TOTAL GENERAL INDUSTRIALS 144,609 .08 122,176.83 0.8 (22,432.25) 0.00 2.5 ELECTRONIC & ELECTRICAL EQUIPMENT Custody Holdings NIDEC CORPORATION - ADR 800 000 8.20 6,560.00 18.24 14,592.00 0.1 8,032 00 0.00 0.8 TICKER: NJ, ASSET IDENTIFIER: 654090109 TOTAL ELECTRONIC & ELECTRICAL EQUIPMENT 6,560.00 14, 592.00 0.1 8,032.00 0.00 0.8

ATTACHMENT A - PAGE 15 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting ARCUS FOUNDATION Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

INDUSTRIAL ENGINEERING Custody Holdings RITCHIE BROS AUCTIONEERS 615 000 24.92 15,325.80 2411 14,827 65 01 (498 15) 0.00 2.7 TICKER. RBA, ASSET IDENTIFIER. 767744105 TOTAL INDUSTRIAL ENGINEERING 15,325.80 14,827.65 0.1 (498 . 15) 0.00 2.7 INDUSTRIAL TRANSPORTATION Custody Holdings CANADIAN NATIONAL RAILWAY CO US$ 3 000 51 01 153.03 5588 167.64 00 14.61 0 00 1.7 TICKER: CNI, ASSET IDENTIFIER 136375102 UNION PACIFIC CORP 6.000 98.45 590.67 78 20 469.20 0.0 (121 47) 0.00 2.8 TICKER: UNP, ASSET IDENTIFIER: 907818108 UNITED PARCEL SERVICE INC CL B 759 000 9448 71,710.95 96 23 73,038.57 05 1,327.62 0.00 3.0 TICKER: UPS, ASSET IDENTIFIER 911312106 TOTAL INDUSTRIAL TRANSPORTATION 72,454.65 73,675.41 0.5 1,220.76 0.00 3.0 SUPPORT SERVICES Custody Holdings AUTOMATIC DATA PROCESSING INC 677.000 6226 42,153 35 84 72 57,355.44 0.4 15,202 09 358 81 2.5 TICKER: ADP, ASSET IDENTIFIER: 053015103 G4S PLC UNSPONSORED ADR 384.000 21.04 8,079.36 16.85 6,470.40 00 (1,608.96) 0.00 3.8 TICKER- GFSZY, ASSET IDENTIFIER 37441 W108 MITSUI & CO LTD SPONSORED ADR 40.000 247 85 9,914.00 238 10 9,524.00 01 (390.00) 0.00 37 TICKER. MITSY, ASSET IDENTIFIER. 606827202

ATTACHMENT A - PAGE 16 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

PAYCHEX INC 1,263 000 38.00 48,000.07 52.89 66,800.07 0.4 18,800.00 0.00 32 TICKER: PAYX, ASSET IDENTIFIER: 704326107 REPUBLIC SERVICES INC 1,319.000 41.86 55,216.17 4399 58,022.81 0.4 2,80664 395.70 27 TICKER RSG, ASSET IDENTIFIER- 760759100 SECOM LTD UNSPONSORED ADR 2,824.000 15.40 43,487.68 16 91 47,75384 0.3 4,266.16 0 00 1.6 TICKER- SOMLY, ASSET IDENTIFIER- 813113206 STERICYCLE INC 422.000 112.32 47,399.06 120 60 50,893 20 0 3 3,49414 0.00 00 TICKER: SRCL, ASSET IDENTIFIER. 858912108 VERISK ANALYTICS INC-CLASS A 70.000 58.86 4,120.20 76.88 5,381 .60 00- 1,261.40 0.00 00 TICKER: VRSK, ASSET IDENTIFIER. 92345Y106 WASTE MANAGEMENT INC 950.000 48.33 45,915.44 53.37 50,701.50 0.3 4,786.06 0.00 2.9 TICKER- WM, ASSET IDENTIFIER. 94106L109 TOTAL SUPPORT SERVICES 304,285.33 352,902.86 2.2 48,617.53 754.51 2.3 CONSUMER GOODS Custody Holdings UNICHARM CORP ADR 14,625 000 3 87 56,640.90 4.08 59,596 88 0.4 2,955.98 0 00 0.4 TICKER UNICY, ASSET IDENTIFIER- 90460M204 TOTAL CONSUMER GOODS 56 , 640.90 59,596.88 0.4 2,955.98 0.00 0.4 BEVERAGES Custody Holdings COCA-COLA CO 4,855.000 4122 200,114.23 42 96 208,570.80 1.3 8,456.57 0 00 3.1 TICKER: KO, ASSET IDENTIFIER, 191216100

ATTACHMENT A - PAGE 17 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

KIRIN BREWERY CO SPON ADR 1,133.000 14.54 16,473.82 13 56 15,363.48 0.1 (1,110.34) 0.00 18 TICKER: KNBWY, ASSET IDENTIFIER 497350306 PEPSICO INC 2,442.000 8349 203,879 51 9992 244,004 64 15 40,125 13 1,715.51 28 TICKER- PEP, ASSET IDENTIFIER' 713448108 TOTAL BEVERAGES 420,467 . 56 467, 938.92 2.9 47,471 . 36 1,715.51 2.9 FOOD PRODUCERS Custody Holdings CONAGRA FOODS INC 442 000 33.54 14,824 68 42.16 18,634.72 0.1 3,810.04 0.00 2.4 TICKER CAG, ASSET IDENTIFIER: 205887102 GENERAL MILLS INC 2,990 000 47.78 142,853.76 57.66 ' 172,403.40 1 1 29,549.64 0.00 31 TICKER. GIS, ASSET IDENTIFIER: 370334104 HERSHEY CO/THE 472.000 88 91 41,965 52 89.27 42,135.44 0 3 16992 0.00 2.6 TICKER: HSY, ASSET IDENTIFIER: 427866108 KELLOGG CO 103.000 63.06 6,495.18 72.27 7,443.81 0.0 948.63 0.00 28 TICKER: K, ASSET IDENTIFIER: 487836108 MCCORMICK & CO-NON VTG SHRS 386 000 68.22 26,333.28 85 56 33,026.16 0 2 6,692.88 165.98 2.0 TICKER MKC, ASSET IDENTIFIER. 579780206 NESTLE NAM SPON ADR 2,400 000 6803 163,278.05 74.42 178,608 00 1.1 15,329 95 0.00 2.6 TICKER: NSRGY, ASSET IDENTIFIER: 641069406 PINNACLE FOODS INC 2,126 000 2603 55,349.13 4246 90,269.96 0 6 34,920.83 542.13 24 TICKER: PF, ASSET IDENTIFIER. 72348P104 SMUCKER J M CO/THE-NEW COMMON 137.000 10498 14,382.26 123.34 16,897.58 0.1 2,515.32 0.00 2.2 COM TICKER: SJM, ASSET IDENTIFIER: 832696405

ATTACHMENT A - PAGE 18 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

SUNTORY BEVERAGE & FOOD UADR 7,280.000 1807 131,535.85 22 03 160,378 40 10 28,842 55 0 00 08 ADR TICKER- STBFY, ASSET IDENTIFIER. 86803T104 TOTAL FOOD PRODUCERS 597,017.71 719 ,797.47 4.4 122,779.76 708.11 2.2 HOUSEHOLD GOODS & HOME CONSTRUCTIO N Custody Holdings CHURCH & DWIGHT CO INC 828 000 6024 49,879.48 8488 70,280 64 0.4 20,401 16 0 00 16 TICKER- CHD, ASSET IDENTIFIER 171340102 CLOROX CO 630.000 82.93 52,246 35 126.83 79,902.90 05 27,656.55 0.00 2.4 TICKER: CLX, ASSET IDENTIFIER: 189054109 PROCTER & GAMBLE CO 3,000 000 79.10 237,28911 79 41 238,230.00 15 940 89 0.00 3.3 TICKER: PG, ASSET IDENTIFIER- 742718109 RECKITT BENCKISER GROUP PLC SPON 1,665.000 14.00 23,312.50 1874 31,20210 0.2 7,88960 0.00 2.0 ADR TICKER: RBGLY, ASSET IDENTIFIER: 756255204 SEKISUI HOUSE LTD- SPONS ADR 907.000 13.07 11,854.49 16 87 15,301 09 0.1 3,44660 0 00 2.1 TICKER SKHSY, ASSET IDENTIFIER: 816078307 TOPBUILD CORP 3,421.000 32.61 111,553 68 3077 105,264.17 0.6 (6,289.51) 0.00 0.0 TICKER: BLD, ASSET IDENTIFIER: 89055F103 TOTAL HOUSEHOLD GOODS & HOME CONSTRUCTION 486,135.61 540, 180.90 3.3 54,045.29 0.00 2.2 PERSONAL GOODS Custody Holdings

ATTACHMENT A - PAGE 19 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: ARCUS FOUNDATION USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

COLGATE-PALMOLIVE CO 554.000 58.88 32,619.52 6662 36,907.48 0.2 4,287.96 0 00 2.3 TICKER- CL, ASSET IDENTIFIER- 194162103 KAO CORP-SPONSORED ADR 1,713.000 30.60 52,417 80 51.42 88,082.46 0.5 35,664.66 0 00 1.0 TICKER: KCRPY, ASSET IDENTIFIER: 485537302 KIMBERLY-CLARK CORP 1,764.000 94.65 166,958 92 127 30 224,557.20 1.4 57,598.28 1,55232 2.8 TICKER. KMB, ASSET IDENTIFIER' 494368103 SHISEIDO LTD-SPONSORED ADR 41.000 14.34 58794 20.80 852.60 0.0 264.66 0.00 06 TICKER: SSDOY, ASSET IDENTIFIER. 824841407 YUE YUEN INDUSTRIAL HOLDINGS LTD 809 000 14.35 11,609.15 17.00 13,753 00 0.1 2,143.85 0 00 4.1 UNSPONSORED ADR TICKER. YUEIY, ASSET IDENTIFIER. 988415105 TOTAL PERSONAL GOODS 264,193 .33 364,152.74 2.2 99,959 .41 1,552.32 2.3 TOBACCO Custody Holdings ALTRIA GROUP INC 984.000 36.22 35,640 48 58.21 57,278 64 0.4 21,63816 555 96 3.9 TICKER- MO, ASSET IDENTIFIER- 02209S103 REYNOLDS AMERICAN INC 790.000 24.45 19,315.50 46.15 36,458.50 0.2 17,143 00 284.40 3.1 TICKER- RAI, ASSET IDENTIFIER- 761713106 TOTAL TOBACCO 54,955.98 93 ,737.14 0 .6 38,781 . 16 840.36 3.6 HEALTH CARE EQUIPMENT & SERVICES Custody Holdings BARD C R INC 261 000 104 16 27,185 76 189.44 49,443.84 03 22,258.08 0 00 0.5 TICKER- BCR, ASSET IDENTIFIER: 067383109

ATTACHMENT A - PAGE 20 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: ARCUS FOUNDATION USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

BECTON DICKINSON & CO 65.000 9838 6,394.70 154.09 10,015.85 0.1 3,621.15 0 00 1.7 TICKER: BDX, ASSET IDENTIFIER: 075887109 DAVITA HEALTHCARE PARTNERS INC 144 000 71 66 10,318.44 69 71 10,038 24 01 (280.20) 0.00 0.0 TICKER: DVA, ASSET IDENTIFIER: 23918K108 EXPRESS SCRIPTS HOLDING CO 1,669 000 86.48 144,335.79 8741 145,887 29 0.9 1,551.50 0 00 0.0 TICKER: ESRX, ASSET IDENTIFIER- 30219G108 LABORATORY CRP OF AMER HOLDGS 60.000 9981 5,98860 123 64 7,418.40 00 1,429.80 0.00 00 TICKER: LH, ASSET IDENTIFIER. 5054OR409 MEDTRONIC PLC 200.000 75.12 15,023 00 76 92 15,384.00 0.1 361 00 76.00 2.0 TICKER: MDT, ASSET IDENTIFIER: G5960L103 SCHEIN (HENRY) INC 157.000 116 00 18,212 28 158.19 24,835.83 02 6,623.55 0.00 00 TICKER. HSIC, ASSET IDENTIFIER: 806407102 SIRONA DENTAL SYSTEMS INC 186.000 9043 16,819.98 109.57 20,380.02 0.1 3,560.04 0 00 00 TICKER: SIRO, ASSET IDENTIFIER: 82966C103 _ UNITEDHEALTH GROUP INC 1,175 000 81 23 95,446.31 117.64 138,227.00 0.9 42,780.69 0.00 1.7 TICKER. UNH, ASSET IDENTIFIER 91324P102 TOTAL HEALTH CARE EQUIPMENT & SERVICES 339,724 .86 421,630.47 2.6 81,905.61 76.00 0.7 PHARMACEUTICALS & BIOTECHNOLOGY Custody Holdings ABBOTT LABORATORIES 2,255.000 3554 80,150.49 44 91 101 ,272.05 06 21,121.56 0.00 2.3 TICKER ABT, ASSET IDENTIFIER: 002824100

ATTACHMENT A - PAGE 21 OF 39 IIIIIIiiWIIIIIIIII STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

ASTELLAS PHARMA INC UNSPONSORED 8,384.000 10.31 86,449.82 14 31 119,975.04 0.7 33,525.22 0 00 1.3 ADR TICKER ALPMY, ASSET IDENTIFIER' 04623U102 BIO TECHNE CORP 143.000 65.82 9,412.26 9000 12,870.00 0.1 3,45774 0 00 14 TICKER: TECH, ASSET IDENTIFIER- 09073M104 BRISTOL-MYERS SQUIBB CO 1,457.000 46.84 68,245.88 6879 100,227.03 06 31,981.15 553.66 2.2 TICKER: BMY, ASSET IDENTIFIER- 110122108 DAIICHI SANKYO CO SPON ADR 4,779.000 17.39 83,127.60 20.78 99,283.73 06 16,15613 0 00 2.1 TICKER DSNKY, ASSET IDENTIFIER 23381D102 GLAXOSMITHKLINE PLC ADR 2,181.000 51.35 111,998.85 40.35 88,003.35 0.5 (23,995 50) 1,27019 60 TICKER: GSK, ASSET IDENTIFIER: 37733W105 JOHNSON & JOHNSON 2,347.000 88.94 208,738 25 102 72 241,08384 1.5 32,345 59 0.00 2.9 TICKER: JNJ, ASSET IDENTIFIER: 478160104 LILLY ELI & CO 1,410.000 52.51 74,039.10 84.26 118,806.60 0.7 44,767.50 0.00 24 TICKER: LLY, ASSET IDENTIFIER: 532457108 MERCK & CO INC 4,246 000 51.05 216,771 27 5282 224,273.72 14 7,502.45 1,953.16 35 TICKER MRK, ASSET IDENTIFIER' 58933Y105 NOVARTIS AG NAMEN SPON ADR 1,049.000 71.87 75,391.63 8604 90,255.96 0.6 14,864.33 0 00 2.6 TICKER: NVS, ASSET IDENTIFIER: 66987V109 NOVO NORDISK A/S CL B ADR 1,280.000 3345 42,821.12 5808 74,342.40 05 31,521 28 0.00 0.9 TICKER. NVO, ASSET IDENTIFIER: 670100205 OTSUKA HOLDINGS KK LTD ADR 9,234.000 16.52 152,561.76 17.80 164,365.20 10 11,803.44 0 00 1.6 TICKER, OTSKY, ASSET IDENTIFIER: 689164101

ATTACHMENT A - PAGE 22 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Val ue Assets Ga in/(Loss) Income Yield(%)

PFIZER INC 5,330 000 28.47 151,771.25 32.28 172,052 40 1.1 20,281 15 0 00 3.7 TICKER. PFE, ASSET IDENTIFIER 717081103 ROCHE HLDG LTD-SPONSORED ADR 4,272.000 3246 138,688.12 3447 147,25584 0.9 8,567.72 0.00 24 TICKER, RHHBY, ASSET IDENTIFIER- 771195104 TAKEDA PHARMACEUTICAL CO LTD 10,014.000 22.54 225,749.60 2503 250,650.42 1.5 24,900 82 0 00 2.2 SPONSADR TICKER. TKPYY, ASSET IDENTIFIER. 874060205 TEVA PHARMACEUTICAL INDS LTD-SP 839 000 38-08 31,948.80 6564 55,071.96 0.3 23,123.16 0.00 1.8 ADR TICKER: TEVA, ASSET IDENTIFIER. 881624209 TOTAL PHARMACEUTICALS & BIOTECHNOLOGY 1,757,865.80 2,059,789.54 12.7 301 ,923.74 3,777.01 2.6 FOOD & DRUG RETAILERS Custody Holdings CVS HEALTH CORPORATION 105.000 7764 8,15220 97.77 10,265 85 0.1 2,113.65 0 00 1.7 TICKER: CVS, ASSET IDENTIFIER: 126650100 MCKESSON CORP 417.000 156.35 65,197 52 197.23 82,244 91 05 17,047.39 116.76 0.6 TICKER- MCK, ASSET IDENTIFIER: 581550103 SUN ART RETAIL GROUP LTD UNS ADR 3,056 000 9 90 30,268.21 7 50 22,920.00 0.1 (7,348.21) 0 00 24 TICKER: SURRY, ASSET IDENTIFIER- 866633100 SYSCO CORP 1,598.000 3573 57,097 50 41.00 65,518.00 0.4 8,420.50 0.00 3.0 TICKER: SYY, ASSET IDENTIFIER: 871829107 TOTAL FOOD & DRUG RETAILERS 160,715.43 180 , 948.76 1 . 1 20,233.33 116.76 1.8 GENERAL RETAILERS

ATTACHMENT A - PAGE 23 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%) Custody Holdings

AEON COMPANY LTD UNSPON ADR 2,302.000 11 62 26,749 24 15.40 35,450 80 0.2 8,701.56 0 00 1 1 TICKER: AONNY, ASSET IDENTIFIER: 007627102 AUTOZONE INC 231.000 413.65 95,553.45 741 91 171,381.21 1.1 75,827.76 0 00 0.0 TICKER: AZO, ASSET IDENTIFIER: 053332102 CHEMED CORP 1,064 000 104.69 111,387 92 149.80 159,387.20 1.0 47,999.28 0 00 0.6 TICKER: CHE, ASSET IDENTIFIER. 16359R103 COSTCO WHOLESALE CORP 108 000 110.67 11,952.36 161 50 17,442.00 0.1 5,489.64 0 00 10 TICKER: COST, ASSET IDENTIFIER. 2216OK105 DOLLAR GENERAL CORP 721.000 51 59 37,194.46 71 87 51,818.27 0 3 14,623 81 158.62 1.2 TICKER: DG, ASSET IDENTIFIER 256677105 HOME DEPOT INC 240 000 75 89 18,213 60 132.25 31,74000 02 13,526.40 0 00 1.8 TICKER HD, ASSET IDENTIFIER: 437076102 0 REILLY AUTOMOTIVE INC 224.000 117.58 26,337 92 253.42 56,766.08 03 30,428.16 0 00 0.0 TICKER: ORLY, ASSET IDENTIFIER 67103H107 ROSS STORES INC 148.000 36.59 5,414 58 5381 7,963.88 - 00 2,549 30 0.00 0.9 TICKER' ROST, ASSET IDENTIFIER' 778296103 SEVEN & I HOLDINGS-UNSPN ADR 2,082 000 17.67 36,778.53 22.85 47,573 70 03 10,79517 0.00 09 TICKER- SVNDY, ASSET IDENTIFIER 81783H105 TAL EDUCATION GROUP ADR 5,193.000 30 59 158,841.83 46.47 241,318.71 15 82,476.88 0.00 0.0 TICKER. XRS, ASSET IDENTIFIER- 874080104 TARGET CORP 386 000 6346 24,495 56 7261 28,027.46 0.2 3,531.90 0.00 31 TICKER: TGT, ASSET IDENTIFIER: 87612E106

ATTACHMENT A - PAGE 24 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting ARCUS FOUNDATION Currency: USD

Average Total % of Shares/ Cost! Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

TJX COMPANIES INC NEW 560.000 50.52 28,291.20 70.91 39,709.60 02 11,418.40 0.00 12 TICKER: TJX, ASSET IDENTIFIER- 872540109 WAL-MART STORES INC 2,617 000 7480 195,74213 61.30 160,422.10 10 (35,320 03) 1,282.33 3.2 TICKER- WMT, ASSET IDENTIFIER: 931142103 TOTAL GENERAL RETAILERS 776,952.78 1,049, 001.01 6.5 272,048.23 1,440.95 0.9 MEDIA Custody Holdings BRITISH SKY BROADCASTING GROUP 1,448.000 54 37 78,721 15 6588 95,394.24 06 16,673 09 0.00 3.0 PLC SP ADR TICKER- SKYAY, ASSET IDENTIFIER: 83084V106 CABLE ONE INC 253.000 439.20 111,117.90 43366 109,715.98 07 (1,401 92) 0 00 1.4 TICKER: CABO, ASSET IDENTIFIER. 12685J105 DAI NIPPON PRINTING CO LTD SPONS 2,910 000 9.19 26,737.85 9.87 28,721 70 02 1,98385 0.00 2 0 ADR TICKER DNPLY, ASSET IDENTIFIER. 233806306 MORNINGSTAR INC 88.000 80.34 7,07025 80.41 7,076.08 0.0 5.83 0.00 1.1 TICKER. MORN, ASSET IDENTIFIER: 617700109 SHAW COMMUNICATIONS INC B 2,514.000 23.18 58,272 50 17.19 43,215.66 0.3 (15,056 84) 0 00 53 TICKER SJR, ASSET IDENTIFIER- 82028K200 THOMSON REUTERS CORP 900.000 34 52 31,068.00 37.85 34,065.00 02 2,997.00 0.00 3.5 TICKER. TRI, ASSET IDENTIFIER: 884903105 TOTAL MEDIA 312,987.65 318, 188.66 2.0 5,201 .01 0.00 2.7 TRAVEL & LEISURE

ATTACHMENT A - PAGE 25 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%) Custody Holdings CHIPOTLE MEXICAN GRILL INC CL A 11.000 700 79 7,708 69 479.85 5,278 35 00 (2,430.34) 0 00 00 TICKER: CMG, ASSET IDENTIFIER, 169656105 COMPASS GROUP PLC ADR 466.000 14.14 6,59011 17.62 8,210.92 0.1 1,620.81 0.00 22 TICKER. CMPGY, ASSET IDENTIFIER. 20449X302 EAST JAPAN RAILWAY UNSP ADR 4,176 000 13 10 54,701 82 15 69 65 ,500.56 0.4 10,798.74 0.00 07 TICKER: EJPRY, ASSET IDENTIFIER- 273202101 MCDONALDS CORP 2,056.000 95.40 196,135.25 118.14 242,895.84 15 46,760 59 0.00 30 TICKER' MCD, ASSET IDENTIFIER 580135101 RYANAIR HOLDINGS PLC SP ADR 548.000 51.30 28,111 55 86.46 47,380 08 03 19,268 53 0 00 25 TICKER- RYAAY, ASSET IDENTIFIER: 783513203 SINGAPORE AIRLINES LTD 1,199.000 17.01 20,394.99 15.75 18,884 25 0.1 (1,510.74) 0.00 2.1 UNSPONSORED ADR TICKER: SINGY, ASSET IDENTIFIER: 82930C106 STARBUCKS CORP 752.000 40.14 30,183 01 60 03 45,142 56 03 14,959.55 0 00 1.3 TICKER' SBUX, ASSET IDENTIFIER 855244109 TOTAL TRAVEL & LEISURE 343,825.42 433, 292.56 2.7 89, 467.14 0.00 2.3 FIXED LINE TELECOMMUNICATIONS Custody Holdings AT&T, INC. 2,496.000 34.80 86,864.28 34.41 85,887 36 0.5 (976 92) 0 00 56 TICKER, T, ASSET IDENTIFIER 00206R102 BCE INC 2,256.000 44 00 99,263.79 3862 87,126.72 0.5 (12,137.07) 1,466.40 5.1 TICKER: BCE, ASSET IDENTIFIER. 05534B760

ATTACHMENT A - PAGE 26 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

CHUNGHWA TELECOM CO LTD ADR 7,828.000 3053 238,958.52 3003 235,074 84 1.4 (3,883.68) 0.00 3.9 TICKER: CHT, ASSET IDENTIFIER. 17133Q502 NIPPON TELEG & TEL CORP 6,332.000 26 68 168,963 07 39.74 251,633.68 1.6 82,670.61 0.00 1.7 SPONSORED ADR TICKER: NTT, ASSET IDENTIFIER: 654624105 SINGAPORE TELECOMMUNICAT- ADR 4,353.000 3044 132,525 03 25.75 112,089 75 0.7 (20,435.28) 0 00 4.7 TICKER- SGAPY, ASSET IDENTIFIER. 82929R304 SWISSCOM AG SPON ADR 540 000 42.83 23,128.20 50.03 27,016.20 0.2 3,888.00 0.00 3.8 TICKER: SCMWY, ASSET IDENTIFIER: 871013108 TELEKOMUNIK INDONESIA-SP ADR 968 000 44.99 43,550.45 4440 42,979.20 0.3 (571.25) 0.00 2.1 TICKER: TLK, ASSET IDENTIFIER: 715684106 TELUS CORPORATION 691.000 34.65 23,943.15 27.65 19,106.15 0.1 (4,837.00) 217.51 4.8 TICKER TU, ASSET IDENTIFIER: 87971M103 VERIZON COMMUNICATIONS 518 000 4766 24,391.73 46.22 23,941.96 0.1 (449.77) 0.00 4.9 TICKER: VZ, ASSET IDENTIFIER: 92343V104 TOTAL FIXED LINE TELECOMMUNICATIONS 841,588 .22 884,855.86 5.5 43 ,267.64 1 , 683.91 3.6 MOBILE TELECOMMUNICATIONS Custody Holdings AMDOCS LIMITED 4,070.000 3644 148,314 58 54 57 222,099.90 1.4 73,785.32 691.90 13 TICKER DOX, ASSET IDENTIFIER: G02602103 CHINA MOBILE LTD ADR 2,278 000 5209 118,652.50 56 33 128,319.74 0.8 9,667 24 0.00 3.0 TICKER: CHL, ASSET IDENTIFIER: 16941M109

ATTACHMENT A - PAGE 27 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting ARCUS FOUNDATION Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

CHINA UNICOM HONG KONG-ADR 2,026.000 17.00 34,442.00 12.06 24,433.56 02 (10,008 44) 0.00 2.4 TICKER CHU, ASSET IDENTIFIER 16945R104 KDDI CORP UNSPONSORED ADR 1,102.000 7.39 8,147.45 12 95 14,265.39 01 6,117.94 0 00 1.4 TICKER- KDDIY, ASSET IDENTIFIER: 48667L106 NTT DOCOMO INC SPONSORED ADR 12,293 000 15.40 189,257 19 20.50 252,00650 16 62,749 31 0 00 25 TICKER DCM, ASSET IDENTIFIER: 62942M201 PHILIPPINE LONG DIST -SP ADR 1,382.000 62.03 85,730.88 42 75 59,080.50 04 (26,650 38) 0.00 4.7 TICKER: PHI, ASSET IDENTIFIER 718252604 ROGERS COMMUNICATIONS INC-B 642.000 38.62 24,794 04 3446 22,123.32 01 (2,670.72) 22046 4.2 TICKER: RCI, ASSET IDENTIFIER- 775109200 TOTAL MOBILE TELECOMMUNICATIONS 609,338 .64 722 , 328.91 4. 5 112,990.27 912.36 2.4 ELECTRICITY Custody Holdings CLP HOLDINGS LTD ADR 1,615 000 7.48 12,080.20 8 58 13,856.70 0.1 1,776.50 0.00 33 TICKER. CLPHY, ASSET IDENTIFIER 18946Q101 CONSOLIDATED EDISON INC 2,452.000 56.36 138,193.00 6427 157,590.04 10 19,397.04 0.00 4.1 TICKER ED, ASSET IDENTIFIER: 209115104 DOMINION RESOURCES INC VA 1,231.000 56 15 69,121 97 67 64 83,264.84 0.5 14,142.87 0.00 3.8 TICKER: D, ASSET IDENTIFIER- 25746U109 EVERSOURCE ENERGY 626.000 42 96 26,892 96 51.07 31,969.82 0.2 5,076.86 0.00 33 TICKER- ES, ASSET IDENTIFIER: 30040W108 KOREA ELEC PWR CORP ADR 9,370 000 21.13 197,981.73 21.17 198,362.90 1.2 381.17 0 00 10 TICKER: KEP, ASSET IDENTIFIER: 500631106

ATTACHMENT A - PAGE 28 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Un it Cost Price Value Assets Gain/(Loss) Income Yield(%) NEXTERA ENERGY INC 419.000 83.17 34,847.28 10389 43,529.91 03 8,682.63 0 00 30 TICKER' NEE, ASSET IDENTIFIER: 65339F101 PG&E CORP 983 000 43.08 42,345.96 53.19 52,285 77 0.3 9,939.81 447.27 34 TICKER- PCG, ASSET IDENTIFIER' 69331C108 POWER ASSETS HLDGS LTD SPON ADR 1,965 000 8.91 17,508.15 915 17,979.75 01 471 60 0.00 34 TICKER: HGKGY, ASSET IDENTIFIER: 739197200 PPLCORP 1,046.000 28.07 29,364.36 34.13 35,699.98 0.2 6,33562 394 87 4.4 TICKER. PPL, ASSET IDENTIFIER. 69351T106 PUBLIC SVC ENTERPRISE GROUP 512 000 3373 17,269.76 3869 19,809 28 0.1 2,539.52 0.00 4.0 TICKER: PEG, ASSET IDENTIFIER: 744573106 SOUTHERN CO 5,416 000 42.90 232,343 08 46 79 253,414.64 1.6 21,071.56 0.00 4.6 TICKER: SO, ASSET IDENTIFIER: 842587107 XCEL ENERGY INC COM 1,749.000 28 27 49,438 89 35 91 62,806.59 0.4 13,367 70 55968 3.6 TICKER. XEL, ASSET IDENTIFIER- 98389B100 TOTAL ELECTRICITY 867,387.34 970,570.22 6.0 103, 182.88 1,401.82 3.4 GAS, WATER, & MULTIUTILITIES Custody Holdings AMERICAN WATER WORKS 1,646 000 4532 74,600 33 59.75 98,348.50 0.6 23,748 17 0 00 2.3 TICKER: AWK, ASSET IDENTIFIER: 030420103 DUKE ENERGY CORP 2,725.000 69.15 188,428 65 71.39 194,537.75 1.2 6,109.10 0.00 46 TICKER: DUK, ASSET IDENTIFIER 26441C204

ATTACHMENT A - PAGE 29 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

HONG KONG & CHINA GAS CO LTD 6,476.000 1 99 12,898.48 1.94 12,56344 01 (335.04) 0.00 18 SPONSADR TICKER' HOKCY, ASSET IDENTIFIER 438550303 SEMPRA ENERGY 98.000 98.75 9,677.55 94.01 9,212 98 0.1 (464 57) 68.60 30 TICKER- SRE, ASSET IDENTIFIER: 816851109 TOKYO GAS CO LTD UNSPONSORED 595.000 2085 12,405.75 18.75 11,153.28 0.1 (1,252.47) 0.00 1.3 ADR TICKER: TKGSY, ASSET IDENTIFIER 889115101 WEC ENERGY GROUP INC 1,126.000 40.57 45,683.76 51.31 57,775.06 0.4 12,091 30 0.00 3.5 TICKER WEC, ASSET IDENTIFIER: 92939U106 TOTAL GAS, WATER , & MULTIUTILITIES 343,694 . 52 383,591.01 2.4 39, 896.49 68.60 3.6 FINANCIALS Custody Holdings BANCO DE CHILE ADR 914.000 73.44 67,119 88 5941 54,300.74 03 (12,81914) 0.00 4.5 TICKER BCH, ASSET IDENTIFIER: 059520106 TOTAL FINANCIALS 67,119.88 54, 300.74 0. 3 (12,819.14) 0.00 4.4 BANKS Custody Holdings AGRICULTURAL BANK OF CHINA LIMITED 1,173.000 12 . 79 15,002 .67 10.22 11 , 988.06 0.1 (3,014 61) 0 00 61 ADR TICKER : ACGBY, ASSET IDENTIFIER. 00850M102 BANCFIRSTCORPORATION 129.000 6138 7,917. 99 58.62 7,561.98 0.0 (356.01) 46.44 2.5 TICKER. BANF , ASSET IDENTIFIER: 05945F103

ATTACHMENT A - PAGE 30 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

BANK OF CHINA UNSPN ADR 1,241 000 11 83 14,681 03 11.09 13,762 69 0.1 (918.34) 0 00 59 TICKER BACHY, ASSET IDENTIFIER 06426M104 BANK OF MONTREAL 1,617 000 61 40 99,284.64 56.42 91,231.14 0.6 (8,053 50) 0.00 4.5 TICKER- BMO, ASSET IDENTIFIER- 063671101 BANK OF NOVA SCOTIA 3,009 000 57.01 171,550.22 40.44 121,683 96 0.8 (49,866 26) 0.00 52 TICKER BNS, ASSET IDENTIFIER 064149107 BOK FINANCIAL CORPORATION 551.000 62.94 34,677.28 59.79 32,944.29 0.2 (1,732 99) 0.00 2.9 TICKER BOKF, ASSET IDENTIFIER: 05561Q201 CAN IMPERIAL BK OF COMMERCE 2,095 000 79 95 167,505 42 65.87 137,997 65 09 (29,507.77) 0.00 5.2 TICKER- CM, ASSET IDENTIFIER 136069101 CAPITOL FEDERAL FINANCIAL IN 5,244.000 11.87 62,246.28 1256 65,864.64 0.4 3,618.36 0 00 2.7 TICKER: CFFN, ASSET IDENTIFIER: 14057J101 CHINA CONSTRUCTION BANK CORP ADR 12,811 000 15.81 202,539 95 13.61 174,357.71 1.1 (28,182.24) 0.00 61 TICKER. CICHY, ASSET IDENTIFIER: 168919108 CLIFTON BANCORP INC 3,671.000 13.35 49,006.52 14.34 52,642.14 03 3,635.62 0.00 1.7 TICKER: CSBK, ASSET IDENTIFIER: 186873105 DBS GROUP HLDGS SPON ADR 871 000 5690 49,560 01 46.70 40,671 35 03 (8,888.66) 0 00 3.7 TICKER: DBSDY, ASSET IDENTIFIER 23304Y100 HOMETRUST BANCSHARES INC 1,721.000 16.26 27,986.39 20.25 34,850.25 0.2 6,863.86 0 00 0.0 TICKER- HTBI, ASSET IDENTIFIER: 437872104 IND & COMM BK OF UNSPON ADR 5,326 000 13.37 71,232.91 11.96 63,698 96 04 (7,533.95) 0.00 59 TICKER: IDCBY, ASSET IDENTIFIER. 455807107

ATTACHMENT A - PAGE 31 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

MIZUHO FINANCIAL GROUP ADR 22,363 000 3.88 86,698 19 404 90,346 52 0.6 3,648.33 0.00 2.7 TICKER: MFG, ASSET IDENTIFIER: 60687Y109 OPUS BANK 2,994 000 29.31 87,760 73 36.97 110,68818 0.7 22,927 45 0 00 09 TICKER: OPB, ASSET IDENTIFIER 684000102 ROYAL BANK OF CANADA 2,255 000 64.85 146,228.35 53.58 120,822 90 0.7 (25,405 45) 0.00 4.4 TICKER. RY, ASSET IDENTIFIER- 780087102 TALMER BANCORP INC CL A 2,377.000 13.11 31,162 47 18.11 43,047.47 0 3 11,885 00 0.00 02 TICKER. TLMR, ASSET IDENTIFIER- 87482X101 TERRITORIAL BANCORP INC 3,530.000 22.09 77,97664 27.74 97,922.20 0.6 19,945 56 0 00 2.5 TICKER: TBNK, ASSET IDENTIFIER- 88145X108 TFS FINANCIAL CORP 4,638 000 13.88 64 ,391.31 18 83 87,333.54 0.5 22,942 23 0 00 2.1 TICKER TFSL, ASSET IDENTIFIER 87240R107 TORONTO-DOMINION BANK 3,248.000 44.86 145,712.04 39.17 127,224.16 0.8 (18,487 88) 0.00 3.9 TICKER: TO, ASSET IDENTIFIER: 891160509 U S BANCORP NEW 808.000 36.36 29,378.88 42.67 34,477 36 02 5,09848 20604 2.4 TICKER: USB, ASSET IDENTIFIER: 902973304 UNITED OVERSEAS BK LTD ADR 807.000 33.55 27,074.85 27.55 22,232.85 01 (4,842.00) 230.14 4.5 TICKER: UOVEY, ASSET IDENTIFIER: 911271302 TOTAL BANKS 1,669 ,574.77 1,583,350.00 9.8 (86 ,224.77) 482.62 3.7 NONLIFE INSURANCE Custody Holdings AIA GROUP LTD ADR 6,612.000 18.31 121,070.13 24 11 159,382 26 1.0 38,31213 0.00 10 TICKER: AAGIY, ASSET IDENTIFIER 001317205

ATTACHMENT A - PAGE 32 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

ARCH CAPITAL GROUP LTD 2,210.000 54.02 119,380.94 69.75 154,147.50 1.0 34,766 56 000 0.0 TICKER: ACGL, ASSET IDENTIFIER G0450A105 BERKSHIRE HATHAWAY INC-CL B 29 000 12847 3,72563 13204 3,829.16 0.0 103.53 0.00 0.0 TICKER. BRK B, ASSET IDENTIFIER: 084670702 CHUBB CORP 684.000 86.52 59,177.82 132.64 90,725.76 0.6 31,547.94 389.88 1.7 TICKER: CB, ASSET IDENTIFIER: 171232101 EVEREST RE GROUP LTD 226.000 128.23 28,979 98 183 09 41,378.34 0 3 12,398.36 0 00 25 TICKER RE, ASSET IDENTIFIER: G3223R108 MARKEL CORP 75.000 530.43 39,782.39 883 35 66,251.25 0.4 26,468.86 0.00 0.0 TICKER: MKL, ASSET IDENTIFIER- 570535104 _ PARTNERRE LTD 273.000 9086 24,804.78 139.74 38,149 02 02 13,344.24 0.00 2.0 TICKER: PRE, ASSET IDENTIFIER: G6852T105 PROASSURANCE CORP 474.000 50.33 23,856 42 4853 23,003.22 01 (853.20) 620.94 2.6 TICKER: PRA, ASSET IDENTIFIER: 74267C106 RENAISSANCERE HLDGS LTD 1,016.000 8829 89,698 .73 113.19 115,001 04 07 25,302 31 0.00 1.1 TICKER- RNR, ASSET IDENTIFIER. G7496G103 VALIDUS HOLDINGS LTD 3,524.000 36.45 128,436 26 46.29 163,125.96 1.0 34,689.70 0.00 2.8 TICKER: VR, ASSET IDENTIFIER: G9319H102 _ WHITE MOUNTAINS INSURANCE GROUP 148 000 58707 86,886.60 726.81 107,567 88 07 20,681 28 0 00 0.1 LTD TICKER- WTM, ASSET IDENTIFIER' G9618E107 TOTAL NONLIFE INSURANCE 725,799 .68 962, 561.39 5.9 236,761.71 1 , 010.82 1.2 REAL ESTATE INVESTMENT & SERVICES

ATTACHMENT A - PAGE 33 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%) Custody Holdings CK HUTCHISON HOLDINGS LIMITED 6,161.000 9 00 55,427 92 1344 82,803.84 05 27,375.92 0.00 05 UNSPADR TICKER- CKHUY, ASSET IDENTIFIER' 12562Y100 TOTAL REAL ESTATE INVESTMENT & SERVICES 55,427.92 82,803.84 0.5 27,375.92 0.00 0.5 REAL ESTATE INVESTMENT TRUSTS Custody Holdings AMERICAN CAPITAL AGENCY CORP 5,504.000 21.21 116,749.11 1734 95,439.36 06 (21,309.75) 1,100 80 138 TICKER: AGNC, ASSET IDENTIFIER: 02503X105 ANNALY CAPITAL MANAGEMENT IN 24,556.000 10.57 259,644 27 9.38 230,335 28 1.4 (29,308.99) 7,366.80 12.8 TICKER: NLY, ASSET IDENTIFIER- 035710409 ANWORTH MORTGAGE ASSET CORP 2,856 000 5.33 15,216 62 4.35 12,423.60 0.1 (2,793.02) 428.40 13.8 TICKER. ANH, ASSET IDENTIFIER: 037347101 APOLLO COMMERCIAL REAL ESTAT 849 000 16 54 14,045.78 17 23 14,628 27 0.1 582.49 390.54 10.7 TICKER: ARI, ASSET IDENTIFIER. 03762U105 AVALONBAY COMMUNITIES INC 502 000 167.03 83,851.42 18413 92,433.26 0.6 8,581.84 627.50 27 TICKER AVB, ASSET IDENTIFIER. 053484101 BRIXMOR PROPERTY GROUP INC REIT 1,345.000 2095 28,180.04 25.82 34,727.90 02 6,547.86 0.00 3.8 TICKER: BRX, ASSET IDENTIFIER: 11120U105 CAPSTEAD MORTGAGE CORP REIT 2,430.000 12.60 30,622.77 8.74 21,238 20 0.1 (9,384.57) 631.80 11.9 TICKER: CMO, ASSET IDENTIFIER- 14067E506 CHIMERA INVESTMENT CORPORATION 17,101.000 14.09 240,963.35 13.64 233,257.64 1.4 (7,705.71) 8,208.48 14.1 TICKER: CIM, ASSET IDENTIFIER: 16934Q208

ATTACHMENT A - PAGE 34 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: ARCUS FOUNDATION USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

HATTERAS FINANCIAL CORP 2,686.000 25.67 68,949 62 13.15 35,320.90 0.2 (33,628 72) 1,208 70 13.7 TICKER. HIS, ASSET IDENTIFIER: 41902R103 PUBLIC STORAGE 194.000 159.54 30,950.64 24770 48,053 80 0.3 17,103.16 0.00 2.8 TICKER PSA, ASSET IDENTIFIER: 74460D109 VENTASINC 1,199.000 67.64 81,09992 56.43 67,659.57 04 (13,44035) 0.00 5.2 TICKER: VTR, ASSET IDENTIFIER: 92276F100 TOTAL REAL ESTATE INVESTMENT TRUSTS 970,273 .54 885,517.78 5.5 (84,755.76) 19,963.02 10.7 FINANCIAL SERVICES Custody Holdings CYS INVESTMENTS INC REIT 2,300.000 10.19 23,430.10 713 16,399 00 0.1 (7,031 10) 0.00 146 TICKER- CYS, ASSET IDENTIFIER- 12673A108 GUOCO GROUP LTD UNSPON ADR 397.000 23.08 9,162.76 21.88 8,68755 01 (475.21) 0 00 44 TICKER: GULRY, ASSET IDENTIFIER: 403227101 TOTAL FINANCIAL SERVICES 32,592.86 25,086.55 0.2 (7,506.31) 0.00 11.0 SOFTWARE & COMPUTER SERVICES Custody Holdings BLACK KNIGHT FINANCIAL SERVICES 6,978 000 33.15 231,319 46 33.06 230,692.68 14 (626.78) 0.00 00 INC CL A TICKER: BKFS, ASSET IDENTIFIER 09214X100 CHECK POINT SOFTWARE 205.000 84.51 17,324.55 81.38 16,682 90 0.1 (64165) 0 00 0.0 TECHNOLOGIES LTD TICKER. CHKP, ASSET IDENTIFIER: M22465104

ATTACHMENT A - PAGE 35 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gainl(Loss ) Income Yield(%)

FACEBOOK INC-A 2,286 000 97.18 222,147.12 104.66 239,252 76 1.5 17,105.64 0 00 0.0 TICKER FB, ASSET IDENTIFIER: 30303M102 GODADDY INC CLASS A 144.000 26.96 3,882.50 3206 4,616.64 00 734.14 0 00 0.0 TICKER: GDDY, ASSET IDENTIFIER. 380237107 INFOSYS TECHNOLOGIES ADR 1,912 000 16.23 31,02717 16.75 32,026 00 0 2 998.83 0.00 34 TICKER: INFY, ASSET IDENTIFIER: 456788108 INTERNATIONAL BUSINESS MACHINES 568.000 162.41 92,249 89 137.62 78,168.16 0.5 (14,081.73) 0 00 3.8 CORP TICKER. IBM, ASSET IDENTIFIER. 459200101 KONAMI CORP-SPONSORED ADR 862 000 24.32 20,963.84 24 01 20,694 90 01 (268 94) 0.00 0 5 TICKER: KNMCY, ASSET IDENTIFIER 50046R101 MICROSOFT CORP 403 000 4318 17,401.54 5548 22,35844 0.1 4,956.90 0.00 2.6 TICKER- MSFT, ASSET IDENTIFIER: 594918104 TENCENT HOLDINGS LIMITED ADR 639.000 14.81 9,463.49 19.62 12,537.18 01 3,073.69 0 00 02 TICKER TCEHY, ASSET IDENTIFIER: 88032Q109 WIPRO LTD ADR 4,320.000 12.24 52,890.04 11.54 49,852.80 0.3 (3,037 24) 0.00 1.7 TICKER. WIT, ASSET IDENTIFIER: 97651M109 ZHAOPIN LIMITED SPONSORED ADR 4,015.000 16 58 66,586.77 15.32 61,509 80 0.4 (5,076 97) 0 00 0.0 TICKER: ZPIN, ASSET IDENTIFIER. 98954L103 TOTAL SOFTWARE & COMPUTER SERVICES 765,256.37 768 , 392.26 4.7 3,135. 89 0.00 0.7 TECHNOLOGY HARDWARE & EQUIPMENT Custody Holdings

ATTACHMENT A - PAGE 36 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss ) Income Yield(%)

ADVANCED SEMICONDUCTOR E ADR 12,298 000 4 48 55,070 53 5 67 69,729.66 04 14,659.13 0.00 4.0 TICKER. ASX, ASSET IDENTIFIER: 00756M404 CANON INC ADR 7,982.000 32.04 255,768.77 30.13 240,497.66 1.5 (15,271 11) 0 00 3.7 TICKER: CAJ, ASSET IDENTIFIER: 138006309 SILICONWARE PRECISION INDS LTD ADR 5,317 000 6 25 33,204 48 7.75 41,206.75 03 8,002.27 0.00 4 5 TICKER SPIL, ASSET IDENTIFIER: 827084864 SPARK NEW ZEALAND LIMITED 1,741.000 999-99 17,392 59 11.08 19,281 58 0. 1 1,888 .99 0 00 5.1 SPONSORED ADR TICKER. NZTCY, ASSET IDENTIFIER: 84652A102 TAIWAN SEMICONDUCTOR SPONS ADR 8,761.000 18.79 164,645.81 22.75 199,312 75 1.2 34,66694 0.00 2.5 TICKER. TSM, ASSET IDENTIFIER: 874039100 UNITED MICROELECTRONICS SPON ADR 7,534.000 2.13 16,041.69 1 88 14,163 92 0.1 (1,877.77) 0.00 3.2 TICKER: UMC, ASSET IDENTIFIER: 910873405 TOTAL TECHNOLOGY HARDWARE & EQUIPMENT 542,123.87 584,192.32 3.6 42,068.45 0.00 3.4 Total Equity 14, 835,539.28 16,162 ,359.13 Q 99.6 1,326,819.85 36,504.68 2.9

ATTACHMENT A - PAGE 37 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 ARCUS FOUNDATION Reporting Currency: USD

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gain/(Loss) Income Yield(%)

Equity FOOD PRODUCERS Custody Holdings ARCHER DANIELS MIDLAND CO COM 114 000 43.79 4,992.29 36.68 4,181.52 196 (810 77) 0.00 3.1 TICKER: ADM, ASSET IDENTIFIER: 039483102 BUNGE LTD 64.000 76.60 4,902.40 68.28 4,36992 20.4 (532.48) 0 00 2.2 TICKER: BG, ASSET IDENTIFIER: G16962105 THE KRAFT HEINZ COMPANY 52 000 58 52 3,043.04 72 76 3,783.52 17 7 74048 29.90 3.2 TICKER. KHC, ASSET IDENTIFIER 500754106 TOTAL FOOD PRODUCERS 12,937.73 12 , 334.96 57.7 (602.77) 29.90 2.8 GENERAL RETAILERS Custody Holdings COSTCO WHOLESALE CORP 24.000 121.46 2,914.92 161 50 3,876 00 18.1 961 08 0.00 1.0 TICKER- COST, ASSET IDENTIFIER' 2216OK105

ATTACHMENT A - PAGE 38 OF 39 STATE STREET. Detailed Holdings List by Sector As of December 31, 2015 Reporting Currency: USD ARCUS FOUNDATION

Average Total % of Shares/ Cost/ Total Current Market Total Net Unrealized Accrued Annual Description Par Unit Cost Price Value Assets Gainl(Loss) Income Yield(%) 579.67 0 00 3.1 TARGET CORP 49.000 6078 2,978.22 72.61 3,557.89 166 TICKER: TGT, ASSET IDENTIFIER 87612E106 2.0 TOTAL GENERAL RETAILERS 5,893 .14 7,433 .89 34.8 1,540.75 0.00 29.90 2.5 Total Equity 18,830.87 19,768.85 Q 92.5 937.98

O +1 - Rounding Difference

F®+0 = $16,182,129 (Common Stocks)

ATTACHMENT A - PAGE 39 OF 39 Arcus Foundation EIN #: 38-3332791 Depreciation Schedules December 31, 2015 Part I Line 19

Current Accumulated Asset property description Depreciation Depreciation

Computers and Equipment $ 137,660 Furniture 68,403 Total Kalamazoo $ - $ 206,063

Computers and Equipment $ 118,587 $ 691,597 Furniture 54,118 271,887 Build-Out 147,426 612,391 Total New York $ 320,131 $ 1,575,875

Computers and Equipment $ 3,817 $ 15,895 Furniture 408 1,836 Total United Kingdom $ 4,225 $ 17,731

Grants Management Software $ 23,550 $ 152,730 Arcus Website $ 77,618 $ 116,427

Total $ 425,524 $ 2,068,826

ATTACHMENT B Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Acoustic Neuroma Association 600 Peachtree Parkway, Suite #108 PC General Operating Support $121 Cumming, GA 30041 Advertising Council, Inc. 815 Second Avenue, 9th Floor PC Love Has No Labels Campaign to promote acceptance and appreciation of differences as well as encourage the $25,000 New York, NY 10017 rejection of discrimination based on gender, sexuality, race, religion, age, or ability United States Advocates for Informed Choice DBA interACT 365 Boston Post Rd, Suite 163 PC General Operating Support $75,000 Sudbury, MA 01776 United States African Wildlife Foundation 1400 Sixteenth Street, NW, Suite 120 PC Safeguarding bonobos through strengthened conservation management and wildlife law enforcement $244,606 Washington, DC 20036 United States Akahat3 - Equipo de Trabajo en Sexualidades y Parana 157 Dto. F NC To support Latin America and the Caribbean advocacy on SOGI human rights issues at the Organization of American $20,000 G6neros Buenos Aires States and the United Nations Argentina Akahata - Equipo de Trabajo en Sexualidades y Parana 157 Dto. F NC To advance Human Rights through International Advocacy at the Organization of American States and the United $7,500 G6neros Buenos Aires Nations Argentina Ali Forney Center 224 West 35th Street, 15th Floor PC General Operating Support $10,000 New York, NY 10001 United States Ali Forney Center 224 West 35th Street, 15th Floor PC General Operating Support $100,551 New York, NY 10001 United States Alliance For Full Acceptance 29 Leinbach Drive, Suite D3 PC General Operating Support $5,000 Charleston, SC 29407 United States Allied Media Projects 4126 3rd Ave PC General Operating Support for TransTech Social Enterprises $2,500 Detroit, MI 48201 United States Allied Rainbow Communities International 132 Prince Albert Road PC General Operating Support $250,000 Dartmouth NS B2Y 1M6 Canada AI-Qaws - for Sexual & Gender Diversity in PO Box 1616 PC General Operating Support $35,000 Palestinian Society Jerusalem, 91016 Israel American Cancer Society Attn• SSBC Batch Department PC General Operating Support $150 P.O. Box 22718 Oklahoma , OK 73123 American Civil Liberties Union Foundation, Inc 125 Broad Street, 18th Floor PC To support Religious Exemptions Messaging Research $2,884 New York, NY 10004-2400 United States American Civil Liberties Union Foundation, Inc 125 Broad Street, 18th Floor PC To support the development of the Religious Refusals Communications Hub $99,589 New York, NY 10004-2400 United States American Civil Liberties Union of Massachusetts 211 Congress Street PC General Operating Support $1,700 Boston, MA 02110 American Diabetes Association 1701 North Beauregard Street PC General Operating Support $100 Alexandria, VA 22311 American Heart Association 122 East 42nd Street, 18th Floor PC General Operating Support $100 New York, NY 10168

Attachment C Page 1 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

: Grantee Legal Name Grantee Address Tax Status Project Description Amount

American Jewish World Service, Inc. 45 West 36th Street, 11th Floor PC Sexual Orientation and Gender Identity Grantmaking to support policy and cultural change, primarily in Kenya, $193,749 New York, NY 10018 Liberia United States American Museum of Natural History Central Park West at 79th Street PC For the 2015 Student Conference on Conservation Science-NY $15,000 New York, NY 10024 United States American Psychological Association, Inc 7501st Street, NE PC International Psychology Network for LGBT Issues to use psychological knowledge in public education, media $99,281 Washington, DC 20002 relations, and policy change in the Global South SOGI movement United States Animal Protection of New Mexico PO Box 11395 PC For the Chimpanzees to Sanctuary Campaign, with a specific focus on sanctuary retirement for the federally owned $50,000 Albuquerque, NM 87192 chimpanzees who remain at the Alamogordo Primate Facility in New Mexico United States Animals Asia Foundation Limited 300 Broadway Suite 32 PC Campaign to combat the illegal trade in Great Apes to China $28,000 San Francisco, CA 94133 United States Applied Research Center 32 Broadway Suite 1801 PC To support research project around amplifying LGBT/Racial Justice Intersectional Issues in the Media $98,259 New York, NY 10004 United States Asian American Justice Center 1140 Connecticut Ave NW Suite PC Develop Leadership among LGBT AAPI youth to advocate on behalf of their communities' needs $50,000 1200 Washington, DC 20036 Asian American-Pacific Islanders In Philanthropy 2201 Broadway, Suite 720 PC For the Queer Justice Fund to support Asian American and Pacific Islander LGBTQ communities $50,000 Oakland, CA 94612 United States Association of Black Foundation Executives, Inc. 333 Seventh Avenue, 14th Floor PC 2015 Membership Dues $9,500 New York, NY 10001 United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC General Operating Support $200 New York, NY 10003 United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC LGBTQ Human Rights China Partnership to support re-granting to organizations in mainland China to advance LGBT $341,899 New York, NY 10003 policy and cultural change, as well as movement building United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC Fueling the Frontlines Campaign--Philanthropic Advocacy component to advance social justice through its support $250,030 New York, NY 10003 of grassroots LGBTQI movements United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC To strengthen the organizational capacity of Global Action for Trans* Equality and to increase access to funding for $100,195 New York, NY 10003 local/regional Trans* activists United States Astraea Foundation, Inc 116 East 16th Street, 7th Floor PC Support for The Pipeline Project's work in the area of LGBT People of Color leadership development, advancement, $72,050 New York, NY 10003 support, and sustainability within the non-profit sector United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC For the Intersex Human Rights Fund to support organizations, projects and timely campaigns led by intersex $99,611 New York, NY 10003 activists United States Astraea Foundation, Inc 116 East 16th Street, 7th Floor PC For the Global Philanthropy Project, a collaboration of funders working to expand funding and knowledge in $50,000 New York, NY 10003 support of the human rights of lesbian, gay, bisexual, transgender and intersex people globally United States

Attachment C Page 2 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Astraea Foundation, Inc 116 East 16th Street, 7th Floor PC To support LGBTQI groups in the Caribbean and Central America, and India via regranting and capacity-building $360,482 New York, NY 10003 support United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC For the Intersex Human Rights Fund to support organizations, projects and timely campaigns led by intersex $99,812 New York, NY 10003 activists United States Athlete Ally 105 W 86th Street PC General Operating Support $4,000 New York, NY 10024 United States Athlete Ally 105 W 86th Street PC General Operating Support $50,000 New York, NY 10024 United States Athlete Ally 105 W 86th Street PC General Operating Support $100,000 New York, NY 10024 United States Atlantic Monthly Group, Inc 600 New Hampshire Ave, NW NC To support the initial AtlanticLIVE LGBT summit to analyze how the evolution of equal rights for LGBT identified $100,000 Washington, DC 20037 people is transforming our society United States Audre Lorde Project, Inc. 147 West 24th Street, 3rd Floor PC General Operating Support $75,000 New York, NY 10011-1911 United States Baruch College Early Learning Center 1 Bernard Baruch Way D-511 PC General Operating Support $300 New York, NY 10010 Bill Hillary & Chelsea Clinton Foundation 1271 Avenue of the Americas, 42nd PC 2015 Membership Dues $19,000 Floor New York, NY 10020 United States Binet USA the Bisexual Network of the USA, Inc 4201 Wilson Blvd 110-311 PC To support the Bisexual Awareness Week Campaign $20,000 Arlington, VA 22203 United States Borneo Nature Foundation Flat 2, 11 The Avenue PC To conserve Borneo's peat-swamp forest and its resident orangutan population $50,077 Hitchin 5G49RJ United Kingdom Breakthrough 4 West 37th Street, 4th Floor PC General Operating Support $150 New York, NY 10018 Bronx AIDS Services, Inc. 540 East Fordham Rd. PC For a Bronx LGBT Center Feasibility Study $50,000 Bronx, NY 10458 United States Brooklyn Monthly Meeting of The Religious Society P 0 Box 02613 PC General Operating Support $500 of Friends Brookly n , NY 11202 California Institute of Integral Studies 1453 Mission Street PC For the LGBTQ Leadership Initiative in Higher Education to generate a significantly larger presence of LGBTQ people $49,600 San Francisco, CA 94103 in the arena of higher education in the U.S. United States California Rural Legal Assistance Inc. 1430 Franklin Street, Ste. 103 PC Support for the LGBT Program initiative which engages low-income youth of color and their families in rural $126,317 Oakland, CA 94612 California United States Catholic Foundation for Brooklyn and Queens 243 Prospect Park West PC General Operating Support $300 Brookly n, NY 11215

Attachment C Page 3 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Catholics For Choice 1436 U Street, NW Suite 301 PC To support leveraging faith and secular movements to challenge religious opposition to LGBTQ rights and sexual $123,493 Washington, DC 20009-3988 and reproductive health and rights United States Catholics United Education Fund P.O. Box 33524 PC For the LGBT Catholic Equality Project to push forward the LGBT equality agenda within the Catholic Church in $75,000 Washington, DC 20033 Pennsylvania and throughout the United States United States Center for Orangutan and Chimpanzee Conservation PO Box 488 PC General Operating Support $600 5843 Van Simmons Rd Wauchula, FL 33873 United States Center for Orangutan and Chimpanzee Conservation PO Box 488 PC To support the development of Capacity Building Activities for Fundraising, Succession, & Education $245,713 5843 Van Simmons Rd Wauchula, FL 33873 United States Center for Orangutan and Chimpanzee Conservation PO Box 488 PC General Operating Support $14,000 5843 Van Simmons Rd. Wauchula, FL 33873 United States Central Baptist Theological Seminary 6601 Monticello PC Preparing Ministry Leaders for Cultural Engagement to immigrant communities in partnership with the Myanmar $122,087 Shawnee, KS 66226 Institute of Theology in understanding and respecting the LGBT community United States Centre for Research in Anthropology Av das Forcas Armadas, Ed ISCTE- NC To promote Chimpanzee Conservation in Guinea-Bissau, West Africa through a workshop in collaboration with key $30,000 IUL local and government stakeholders to increase awareness, identify the main conservation threats, and to develop 1649-026 Lisboa potential strategies. Lisboa 1069-061 Charities Aid Foundation America King Street Station PC Arcus Employee Matching Gifts Fund $20,000 1800 Diagonal Road, Suite 150 Alexandria, VA 22314 United States Chimpanzee Sanctuary North West PO Box 952 PC General Operating Support $4,000 Cle Elum, WA 98922 United States Choice USA 1317 F St., NW, Suite 501 PC General Operating Support $50,000 Washington, DC 20004 United States Church World Service 475 Riverside Drive, Suite 700 PC To expand Faith-Based Support and Advocacy for the Protection of LGBT Immigrants and Refugees $125,671 New York, NY 10115 United States Citadel Dance and Music Center, Inc 204 Water Street PC General Operating Support $100 Bento Harbor, MI 49022 College of Saint Benedict 37 South College Avenue PC General Operating Support $250 St. Jose p h, MN 56374 College of Saint Benedict 37 South College Avenue PC General Operating Support $250 St. Jose p h, MN 56374 Comit@ IDAHO 32 Rue de la Mare NC LGBTI Organisation Capacity Development $50,000 Paris 75011 France Commonwealth Shakespeare C/O Babson College PC General Operating Support $1,160 231 Forest Street Park Manor South Babson Park, MA 02457

Attachment C Page 4 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Community Alliance Initiative 60-85 Myrtle Avenue PC General Operating Support $4,000 Ridgewood, NY 11385 Community Alliance Initiative 60-85 Myrtle Avenue PC General Operating Support $8,500 Ridgewood, NY 11385 Community First Foundation 6870 West 52nd Avenue, 103 PC General Operating Support $30 Arvada CO 80002 Community Initiatives 354 Pine Street, Suite 700 PC For the Council for Global Equality to support the fair treatment, equal rights, and developmental needs of LGBT $249,898 San Francisco, CA 94104 people g loball y Congregation Beth Simchat Torah 57 Bethune Street PC General Operating Support $6,408 New York, NY 10014 Conservation International Foundation 2011 Crystal Drive Suite 500 PC To support the conservation of habitat for northern yellow cheeked gibbons and other high biodiversity value areas $100,442 Arlington, VA 22202 in the Veun Sai-Siem Pan Conservation Area (VSSPCA) in northeast Cambodia United States Cornell University Foundation Advancement Services PC General Operating Support $1,000 130 East Seneca Street, Suite 400 Ithaca, NY 14850 Council on Foundations, Inc 2121 Crystal Drive Suite 700 PC 2015 Membership Dues $19,320 Arlington, VA 22202 United States Dignity Inc. PO Box 376 PC Equally Blessed, a coalition of progressive organizations to foster the inclusion of LGBT people within the Catholic $100,431 Medford, MA 02155 community United States Dolores C Huerta Foundation PO Box 2087 PC To support the LGBTQ Community and Allies - Schools and Community Transformational Change Initiative $125,000 Bakersfield, CA 93303 United States Down Syndrome Association of Minnesota 656 Transfer Road PC General Operating Support $100 St Paul, MN 55114 Equal Justice Initiative 122 Commerce Street PC Race and Poverty Project to create permanent markers and monuments that memorialize lynchings and the legacy $100,124 Montgomery, AL 36104 of racial terror United States Equal Rights Center 11 Dupont Circle, Suite 450 PC Room for Change project to combat high rates of discrimination in public accommodations, particularly retail $100,000 Washington, DC 20036 stores, of transgender individuals United States Equality Federation Institute 818 5W 3rd Avenue, #141 PC General Operating Support $5,000 Portland, OR 97204-2405 United States Equality Federation Institute 818 SW 3rd Avenue, #141 PC General Operating Support $100,516 Portland, OR 97204-2405 United States Equality Forum 1420 Locust Street Suite 300 PC 50th Anniversary Celebration of the Annual Reminder $50,000 Philadelphia, PA 19102 United States Equality Myanmar No 302, Building F, Anorahta Housing NC LGBT Capacity Development and Mentoring Project to empower marginalized and underrepresented group $15,000 Compound through capacity development and mentoring Between Pyay Road and Innsein Road Yangon 11041 Burma

Attachment C Page 5 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description

Equality Ohio Education Fund 118 E Main Suite 200 PC To conduct educational activities focused on communities of color, faith communities and youth to create greater $90,000 Columbus, OH 43215 understanding of anti-LGBT discrimination in support of expanded statewide non-discrimination protections United States Equality Pennsylvania Education Fund 1211 Chestnut Street PC To support LGBT Nondiscrimination in PA People of Color Leadership Fund and Faith Organizer $150,966 Philadelphia, PA 19107 United States European Forum of Lesbian and Gay Christian Postbus 3836 NC To support leadership training for LGBT Christian leaders in Eastern Europe and Central Asia $42,000 Groups Amsterdam 10001 Netherlands European Forum of Lesbian and Gay Christian Postbus 3836 NC To support institutional and advocacy capacity to combat religious based homophobia in Europe $71,000 Groups Amsterdam 10001 Netherlands European Network on Religion and Belief (ENORB) Rue Engeland 332 NC To promote mutual understanding and reduce discrimination against LGBT people in faith communities $20,000 Brussels 1180 Belg ium European Region of the International Lesbian, Gay, Rue du Tr6ne 60 NC Creating Opportunities to drive progress for LGBTI communities in Europe $112,500 Bisexual, Trans and Intersex Association Brussels 1050 Bel ium Euroregional Center for Public Initiatives BI. Nicolae Balcescu 33 NC To support the Eastern European LGBT Faith Group Empowerment. The LGBTI Equality Project. $50,000 UNIC, sc A, ap 90 Bucharest 010045 Romania Faculty of Humanities of Leiden University 2300 RA Leiden PC For the One Health Initiative, a research project that will explore ethics at the human-animal-ecosystem interface, $65,000 Leiden, Zuid-Holland 2300 RA with a focus on dealing with great ape populations living in the wild Netherlands Faith in Public Life 1111 14th Street NW, Suite 900 PC Mobilizing Faith Leaders Against LGBT Discrimination $121,513 Washington, DC 20005 United States Falconworks Artists Group P 0 Box 310283 PC General Operating Support $100 Brookly n, NY 11231 Fauna & Flora International 4th Floor PC Strengthening West African Chimpanzee Conservation through Rebuilding Capacity in Post-conflict Liberia $152,255 Jupiter House Station Road Cambridge CB12JD United Km dour Fauna & Flora International, Inc 2 Wisconsin Circle, Suite 900 PC Support for Mountain gorilla conservation in the Virunga-Bwindi landscape $99,429 Chevy Chase, MD 20815 United States Federal City Performing Arts Association 2000 P Street NW, #730 PC General Operating Support $5,000 Washington, DC 20036 United States Feed the Children P 0 Box 36 PC General Operating Support $100 Oklahoma City, OK 73101 Feeding America 35 E Wacker Drive, Suite 2000 PC General Operating Support $100 Chicago, IL 60601 Fenway Community Health Center Inc 1340 Boylston Street PC General Operating Support $1,340 Boston MA 02215 Fidelity Investment Charitable Gift Fund P 0 Box 770001 PC Employee Matching Gift $90,875 1 0 OH 45277

Attachment C Page 6 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

FIERCE 147 West 24th Street 6th Floor PC General Operating Support $5,000 New York, NY 10011 United States Food and Friends, Inc. 219 Riggs Road, NE PC General Operating Support $5,000 Washington, DC 20011 United States Forward Together 1440 Broadway, Suite 301 PC For the Strong Families Program to develop a network of LGBT and allied youth of color organizing for policy and $100,210 Oakland, CA 94612 culture change United States Foundation Center 32 Old Slip PC 2015 Membership Dues $4,500 New York, NY 10005 United States Frederick Meijer Gardens & Sculpture Park 1000 East Beltline Avenue NE PC General Operating Support $40 Grand Ra p ids, M149525 Freedom to Marry, Inc 155 West 19th Street, 2nd Floor PC For support for the Familia es Familia project to reduce the negative effects of the silence surrounding LGBT issues $151,091 New York, NY 10011 in Latino families and communities United States Freemind Beauty, LLC 6601 Rannoch Rd NC The Trans List documentary to provide a platform for 16 transgender individuals to tell their stories about identity, $200,000 Bethesda, MD 20817 family, career, love, struggle and accomplishment United States Friends of Bonobos P 0. Box 80254 PC To support Bonobo Conservation in the Democratic Republic of Congo $100,000 Minneapolis, MN 55408 United States Front Line - The International Foundation for the 2nd Floor, Grattan House, Temple PC To provide emergency assistance for at-risk human right defenders working on LGBTI human rights globally $50,000 Protection of Human Rights Defenders Road Blackrock, Co. Dublin Ireland Fund for Global Human Rights 1301 Connecticut Ave NW Suite 400 PC To support policy change, primarily via regranting, in the Philippines and Thailand, and Sierra Leone $124,585 Washington, DC 20036 United States Fund For The City Of New York Inc. 121 Avenue of the Americas, 6th PC To support Lesbian, Gay, Bisexual, and Transgender (NYC LGBT) Historic Sites Project $25,000 Floor New York, NY 10013-1590

Fund For The City Of New York Inc 121 Avenue of the Americas, 6th PC To support OutHistory's Gay American History @ 40 project $25,000 Floor New York, NY 10013-1590

Funders for Lesbian and Gay Issues, Inc. 104 West 29th Street 4th Floor PC General Operating Support $600 New York, NY 10001 United States Funders for Lesbian and Gay Issues, Inc 104 West 29th Street 4th Floor PC 2015 Membership Dues $15,000 New York, NY 10001 United States Funders for Lesbian and Gay Issues, Inc 104 West 29th Street 4th Floor PC General Operating Support $454 New York, NY 10001 United States Funders Together to End Homelessness 89 South Street, Suite 803 PC General Operating Support $250 Boston, MA 02111 United States

Attachment C Page 7 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Funders Together to End Homelessness 89 South Street, Suite 803 PC 2015 Membership Dues $9,500 Boston, MA 02111 United States Funders Together to End Homelessness 89 South Street, Suite 803 PC General Operating Support $85,000 Boston, MA 02111 United States Gay & Lesbian Alliance Against Defamation Inc. 5455 Wilshire Blvd Suite 1500 PC Post-2014 Midterm Strategy and Beyond Faith Reporting and Trans Voting Rights $50,000 Los Angeles, CA 90036 United States Gay & Lesbian Leadership Institute Inc. 1133 15th Street NW, Suite 350 PC Victory Congressional Internship to support LGBT leadership development among youth with an emphasis on $99,522 Washington, DC 20005 underrepresented communities, including women and people of color United States Gay & Lesbian Leadership Institute Inc. 1133 15th Street NW, Suite 350 PC To support the Victory Empowerment Fellowship, an annual year-long fellowship for LGBT people of color and $100,043 Washington, DC 20005 transgender leader United States Gay Mens Health Crisis Inc 446 West 33rd Street PC General Operating Support $25 New York, NY 10001 Gay-Straight Alliance Network 1611 Telegraph Ave, Ste. 1002 PC General Operating Support $50,000 Oakland, CA 94612 United States Gender DynamiX PO Box 347 NC Support for regional advocacy and the strategic plan around regional and international human rights training and $2,500 Athlone developing a positional paper on access to health for trans* people Capetown 7760 South Africa Gender DynamiX PO Box 347 NC Support for regional advocacy and the strategic plan around regional and international human rights training and $100,000 Athlone developing a positional paper on access to health for trans* people Capetown 7760 SouthAfrica__ General Secretariat of the Organization of American Inter-American Commission on PC For a one-year fellowship in the LGBTI Unit within the Inter-American Commission for Human Rights contributing to $50,000 States Human Rights the implementation of its Plan of Action regarding the rights of LGBTI people 1889 F Street NW Washington, DC 20006 United States Gill Foundation 2215 Market Street NC Religious Exemptions Research Initiative of the Movement Advancement Project (MAP) $4,169 Denver, CO 80205 United States GLBTQ Legal Advocates & Defenders 30 Winter Street, Suite 800 PC General Operating Support $1,500 Boston, MA 02108 Global Eye Trust 33 Edith Cavell Street NC Project Corvus to study the criminal networks behind the trafficking of apes in Asia $70,000 Port Louis Mauritius Global Federation of Animal Sanctuaries PO Box 32294 PC Collaboration and Information Sharing Between Range State Ape Centers in Africa and Asia $50,000 Washington, DC 20007 United States Global Fund For Women, Inc. 222 Sutter Street Suite 500 PC General Operating Support $100 San Francisco, CA 94109 United States Global Fund For Women, Inc. 222 Sutter Street Suite 500 PC Support to advance policy and culture change in Turkey to uphold the Rights of LGBTIQ Persons $60,000 San Francisco, CA 94109 United States

Attachment C Page 8 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Global Witness Limited Lloyds Chambers PC Support to protect Great Ape Habitats in Liberia, DRC, Borneo, Laos and Myanmar through education $100,000 1 Portsoken Street London E1 8BT United Kingdom GLSEN, Inc. 110 William Street, 30th Floor PC Global Network to Combat Anti-LGBT Bias and Violence in Schools $158,523 New York, NY 10038 United States GLSEN, Inc. 110 William Street, 30th Floor PC Support for initiatives that develop and amplify the voices of LGBT youth of color through youth programming and $125,000 New York, NY 10038 developing community-based leadership United States Golden Crown Literary Society P 0. Box 720154 PC General Operating Support $3,328 Dallas, TX 75372 Grantmakers for Effective Organizations 1725 DeSales Street, NW, Suite 404 PC 2015 Membership Dues $6,270 Washington, DC 20036 United States Grants Managers Network 1666 K Street, NW Suite 440 PC 2015 Membership Dues $3,000 Washington, DC 20006 United States Greenpeace Fund, Inc 702 H Street NW Suite 300 PC Green Heart of Africa campaign to prevent large scale deforestation in the Congo basin $150,188 Washington, DC 20001 United States Greenpeace Fund, Inc. 702 H Street NW Suite 300 PC Zero Deforestation in Indonesia campaign focused on stopping the destruction of the world's last tropical forests $175,392 Washington, DC 20001 United States Gunung Palung Orangutan Conservation Program , PO Box 15680 PC To protect the orangutans in Gunung Palung National Park, Indonesian Borneo, through environmental education, $75,000 Inc. Boston, MA 02215 conservation awareness, sustainable development, and enhanced habitat protection United States Heartland Alliance for Human Needs & Human 208 South LaSalle Street, Suite 1818 PC General Operating Support $200 Rights Chicago , IL 60604 United States Heartland Alliance for Human Needs & Human 208 South LaSalle Street, Suite 1818 PC Global Initiative for Sexuality and Human Rights through granting, advocacy and human rights documentation in $300,000 Rights Chicago, IL 60604 the Global South United States Heartland Alliance for Human Needs & Human 208 South LaSalle Street, Suite 1818 PC Initiative for Strategic Litigation in Africa to provide legal assistance to individuals $101,063 Rights Chicago , IL 60604 United States Heartland Alliance for Human Needs & Human 208 South LaSalle Street, Suite 1818 PC Global Initiative for Sexuality & Human Rights to provide technical assistance and re-granting to support LGBT $ 251,303 Rights Chicago, IL 60604 movement building in several countries in the Global South United States Hetrick- Martin Institute , Inc 2 Astor Place PC General Operating Support $5,000 New York, NY 10003 United States Hispanics In Philanthropy 414 13th Street, Suite 200 PC 2015 Membership Dues $4,500 Oakland, CA 94162 United States Horizons Foundation 550 Montgomery Street, Suite 700 PC To promote , solicit, and steward planned gifts made for LGBT causes regionally and nationally over the long-term $65,212 San Francisco, CA 94111 United States

Attachment C Page 9 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Human Dignity Trust 14 Hatton Gardens, 3rd Floor NC To support Global South Litigation to challenge laws criminalizing private consensual same-sex conduct $150,000 London EC1N 8AT United Kin dom Human Rights Foundation 350 Fifth Ave. Suite 4515 PC For the LGBT Acceptance in the Arabic / Muslim World- Engaging the Celebrity Platform Project $20,000 New York, NY 10118 United States Human Rights Watch, Inc 350 Fifth Avenue, 34th Floor PC To support LGBT human rights research and advocacy in several countries in Eastern Europe and sub-Saharan Africa $149,729 New York, NY 10118-3299 Humane Society of the United States 2100 L Street, NW PC General Operating Support $100 Washington, DC 20037 United States Hutan - Kinabatangan Orang-Utan Conservation PO Box 17793, PC Integrated Conservation of the Orang-Utan in Sabah, Malaysia to support innovative mechanisms where local $290,000 Project 88874 Kota Kinabalu development becomes compatible with the long-term conservation of the orang-utan and of its habitat Sandakan, Sabah 90734 Malaysia I'm From Driftwood, Inc. 126 South 8th St, #3 PC Video Story and Resource Packet Programs to share diverse storytellers and topics, from race, sports, and $25,000 Brooklyn, NY 11249 immigration, to homeless youth, transgender issues, and religion United States In Defense of Animals P.O. Box 2743 PC To support infrastructure development, capacity building, forest protection and salary support $40,000 Portland, OR 97208 United States Inclusive & Affirming Ministries 6 Silwerkruin NC For support for the Regional Partnerships Africa project to hold six meetings with faith leaders in Kenya and $50,000 Van Breda Street Botswana, in order to reduce violence, persecution and criminalization of LGBTI persons Durbanville Capetown, Western Cape 7551 South Africa Independent Sector 1602 L Street NW, Suite 900 PC 2015 Membership Dues $12,000 Washington, DC 20036 United States Inner-City Computer Stars Foundation 468 Stow Ave #11 PC To support Trans•H4CK's Virtual App and Tech Education Lab to provide transgender visibility through technology $49,500 Chicago, IL 60654 United States Institute of Aging 3575 Geary Boulevard PC General Operating Support $250 San Francisco, CA 94118 Interfaith Working Group 7047 Germantown Avenue, Suite 202 PC General Operating Support $75,000 Philadelphia, PA 19119 United States International Gay and Lesbian Human Rights 80 Maiden Lane, Suite 1505 PC General Operating Support $150 Commission New York, NY 10038 United States International Gay and Lesbian Human Rights 80 Maiden Lane, Suite 1505 PC For UN and ASEAN Advocacy, and ASEAN SOGIE Caucus of LGBT groups in Southeast Asia $302,102 Commission New York, NY 10038 United States International Institute For Environment And 80-86 Gray's Inn Road PC Assessing and addressing the impact of large-scale land acquisitions on ape conservation $227,208 Development London WC1X 8NH United Kingdom International Institute For Environment And 80-86 Gray's Inn Road PC Bwindi Impenetrable National Park Uganda - Great Ape Conservation and Revenue Sharing Program $50,000 Development London WC1X 8NH United Kingdom I

Attachment C Page 10 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

International Lesbian and Gay Association rue Rothschild 20 PC To support advocacy trainings at regional (Asia and Oceania) and world (Mexico) ILGA conferences, an interfaith $95,100 Geneva 1202 pre-conference at the Mexico ILGA World Conference and the development of a transgender program Switzerland International Primate Protection League PO Box 766 PC General Operating Support $90,000 Summerville, SC 29484 United States International Service for Human Rights Rue de Varembe 1 NC Nationally Advancing LGBT Rights Through Human Rights Defenders $56,250 P 0 Box 16, CH-1211 Geneva 20 CIC Switzerland International Union for Conservation of Nature and Rue Mauverney 28 PC Development of the Species Survival Commission (SSC)/Primate Specialist Group (PSG) Section on Small Apes $122,376 Natural Resources Gland 1196 Switzerland International Union for Conservation of Nature and Rue Mauverney 28 PC Support for the Great Ape Section of the IUCN/SSC Primate Specialist Group, which is responsible for coordinating $147,500 Natural Resources Gland 1196 primate conservation activities globally Switzerland International Union for Conservation of Nature and Rue Mauverney 28 PC Advancing Protection for Southern White-cheeked gibbons in Phou Hin Poun National Protected Area, Lao PDR $170,748 Natural Resources Gland 1196 Switzerland International Union for Conservation of Nature and Rue Mauverney 28 PC Lobeke Cameroon - Extractive Activities Reduction and Local Stakeholders Strengthening $100,000 Natural Resources Gland 1196 Switzerland International Union for Conservation of Nature and Rue Mauverney 28 PC Nakai-Nam Theun National Protected Area, Lao PDR. White-cheeked Gibbons Protection $28,125 Natural Resources Gland 1196 Switzerland Jacksonville Area Sexual Minority Youth P.O Box 380103 PC General Operating Support $100 Jacksonville FL 32205 Jacob Burns Film Center, Inc 405 Manville Road PC General Operating Support $100 Pleasantville , NY 10570 JDRF International 26 Broadway, 15th Floor PC General Operating Support $75 New York, NY 10004 Jerusalem Open House for Pride and Tolerance PO Box 1305 NC Teen and Youth Center Programming to offer LGBTQ youth a safe space and support framework in which to $20,000 Jerusalem 91026 address their sexual and gender identities and provide leadership opportunities Israel Jewish Family Services of Greenwich One Holly Hill Lane PC General Operating Support $75 Greenwich, CT 06830 Johns Hopkins University 3400 N Charles Street PC For the International Human Rights Fellowship at the Center for Transatlantic Relations $25,000 W400 Wyman Park Drive Baltimore, MD 21218 United States Justice Now 1322 Webster Street, Suite 210 PC General Operating Support for TGI Justice Project $10,000 Oakland , CA 94612 Justice Now 1322 Webster Street, Suite 210 PC To support the TGI Justice Project's Leadership transition $10,000 Oakland , CA 94612 Office for College Advancement PC Ongoing operations and long-term sustainability of the Arcus Center for Social Justice Leadership, an emerging $4,235,493 1200 Academy Street model for higher education and a center for education in and practice of social justice leadership globally Kalamazoo, MI 49006 United States Kalamazoo County Humane Society 4239 S Westnedge Avenue PC General Operating Support $150 Kalamazoo, MI 49008

Attachment C Page 11 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Kalamazoo Institute of Arts 314 S. Park PC General Operating Support $125 Kalamazoo, MI 49007 Kids First of the Carolinas P 0 Box 77936 PC General Operating Support $200 Charlotte, NC 28271 King Baudouin Foundation US Inc. 10 Rockefeller Plaza, 16th Floor PC General Operating Support $300 New York, NY 10020 La Chmca Del Pueblo 2831 15th St NW PC General Operating Support $2,500 Washington, DC 20009 United States Lambda Legal Defense and Education Fund, Inc. 120 Wall Street, 19th Floor PC General Operating Support $50 New York, NY 10005 United States Land Empowerment Animals People - US 3378 Revere Avenue PC General Operating Support $99,522 Oakland, CA 94605 United States Land Empowerment Animals People - US 3378 Revere Avenue PC Borneo Futures Phase III influencing policies and land-use to focus more strongly on the communications and $212,084 Oakland, CA 94605 policy-development aspects of orangutan conservation United States Lawyers for Children 110 Lafayette Street, 8th Floor PC General Operating Support $150 New York, NY 10013 Lesbian and Gay Community Services Center, Inc 208 West 13th Street PC For The Stonewall Project's Save Stonewall Campaign to recognize Stonewall as a national monument and $25,000 New York, NY 10011 landmark Lesbian Herstory Education Foundation, Inc 484 14th Street PC General Operating Support $100 Brooklyn, NY 11 21 5 Lewis & Clark College 0615 SW Palatine Hill Road PC Tribal LGBT Justice Alliance. A Strategic Cohort to transform Tribal Nations to become more open and inclusive of $45,500 Mailstop 85 LGBT Tribal Citizens and families Portland, OR 97219 United States LGBT Technology Institute PO Box 76 PC Connect 4 Life to leverage the power of mobile technology to improve outcomes for homeless LGBT youth $5,000 Lost City, WV 26810 United States Lincoln Park Zoological Society 2001 N Clark Street PC Model Ape Sanctuary Sustainability Program to create a model partnership for the ape sanctuary community $148,880 Chicago, IL 60614 United States Lincoln Park Zoological Society 2001 N Clark Street PC Goualougo Triangle Ape Project in the Republic of Congo, to safeguard the integrity of ape habitats and enhance $125,307 Chicago, IL 60614 the survival prospects of coexisting gorillas and chimpanzees in timber production forests United States Lincoln Park Zoological Society 2001 N Clark Street PC Chimpanzees in Context Symposium which will apply a comparative perspective to the study of chimpanzee $33,000 Chicago, IL 60614 behavior, cognition, welfare, and conservation to foster cross-disciplinary discussions with researchers studying a United States range of s pecies Lukuru Wildlife Research Foundation Inc. PO Box 1635 PC Conservation of the Lomami Protected Area and Management of Surrounding Community Forests $198,715 Marion, OH 43301 United States Lulac Institute, Inc 1133 19th Street NW, Suite 1000 PC Building a national LGBT Latino network to strengthen both the LGBT and Latino movements and allow for more $10,000 Washington, DC 20036 effective intersectional strategies to advance a wider progressive agenda United States Make-A-Wish Foundation of America 4742 North 24th Street, Suite 400 PC General Operating Support $100 Phoenix, AZ 85016

Attachment C Page 12 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Malawi Network of Religious Leaders Living with or Area 14 34C NC Building LGBTI Inclusive Faith Communities around LGBTI inclusion and responding to increasing homophobia and $75,000 Personally Affected by HIV and AIDS (MANERELA+) LILONGWE 3 stigma perpetuated by faith communities and the legal environment in Malawi BAG 307 Malawi Mazzoni Center 21 South 12th St, 12th Floor PC To support the infrastructure, community organizing, and programmatic development of the Philadelphia Trans $75,000 Philadelphia, PA 19107 Health Conference United States Memorial Sloan-Kettering Cancer Center 1275 York Avenue PC General Operating Support $175 New York, NY 10065 Metropolitan Community Church of New York 446 W 36th Street PC General Operating Support $2,500 New York, NY 10018 United States Mexican American Legal Defense and Educational 634 S Spring St 12th Floor #1100 PC General Operating Support for Familia. Trans Queer Liberation Movement $5,000 Fund Los Angeles, CA 90014-3921 United States MGVP, Inc PO Box 356 PC Gorilla Doctors One Health for Mountain Gorillas and Gorilla Conservation Employee Health Program Assessment $134,108 Davis, CA 95617 United States Ministry with Community 440 N. Church Street PC General Operating Support $200 Kalamazoo MI 49007 Mongabayorg Corporation 37 W Summit Drive PC For the Mongabay Reporting Network State of the Apes $20,000 Emerald City, CA 94062 United States _ _ Montclair Early Childhood Corporation 49 Orange Road PC General Operating Support $500 Montclair, NJ 07042 Movement Strategy Center 436 14th Street, 5th Floor PC For the Racial Justice Action Center's Solutions Not Punishment Campaign & Coalition to improve the quality of life $75,000 Oakland, CA 94612 for LGBTQ people of color in the Atlanta Metro Area United States Movement Strategy Center 436 14th Street, 5th Floor PC Brown Boi Project to shift the way that communities of color talk about gender and build a platform for policy and $90,000 Oakland, CA 94612 advocacy that supports and uplifts LGBTQ people of color, while centralizing women and girls United States Muslims for Progressive Values 1626 N. Wilcox Avenue, Suite 702 PC General Operating Support $100,321 Los Angeles, CA 90028 United States National Black Justice Coalition, Inc P.O. Box 71395 PC General Operating Support $99,991 Washington, DC 20024 United States National Center for Lesbian Rights 870 Market Street, Suite 370 PC General Operating Support $1,500 San Francisco, CA 94102 United States National Center for Lesbian Rights 870 Market Street, Suite 370 PC For the Br{ache the Silence Campaign to create a more inclusive women and girls sports community $50,000 San Francisco, CA 94102 United States National Center for Lesbian Rights 870 Market Street, Suite 370 PC General Operating Support $125,910 San Francisco, CA 94102 United States National Center for Lesbian Rights 870 Market Street, Suite 370 PC General Operating Support $97,974 San Francisco, CA 94102 United States

Attachment C Page 13 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

National Committee for Responsive Philanthropy 1331 H Street NW, Suite 200 PC 2015 Membership Dues $9,500 Washington, DC 20005 United States National Council on Independent Living 2013 H St NW 6th Floor PC LGBTQIA Youth Disability Leadership and Advocacy Support $5,000 Washington, DC 20006 United States National Latina Institute for Reproductive Health 50 Broad Street Suite 1937 PC General Operating Support $50,000 New York, NY 10004 United States National LGBTQ Task Force 1325 Massachusetts Avenue, NW, PC General Operating Support $1,550 Suite 600 Washington, DC 20005 United States National LGBTQ Task Force 1325 Massachusetts Avenue, NW, PC General Operating Support $500 Suite 600 Washington, DC 20005 United States National LGBTQ Task Force 1325 Massachusetts Avenue, NW, PC General Operating Support $200,593 Suite 600 Washington, DC 20005 United States National Parks Conservation Association 777 6th Street, NW, Suite 700 PC To support the Campaign to Designate Stonewall Inn as a National Historic Monument $50,000 Washington, DC 20001-3723 United States National Public Radio, Inc. 1111 North Capitol St., NE PC Identity and Culture Unit for increasing diversity and infusing content on air and online with a broad variety of $149,962 Washington, DC 20002 voices, sources and story ideas around identity and multiculturalism United States National Queer Asian Pacific Islander Alliance 233 Fifth Avenue, Ste 4A PC General Operating Support $1,917 New York, NY 10016 United States National Queer Asian Pacific Islander Alliance 233 Fifth Avenue, Ste. 4A PC General Operating Support $96,105 New York, NY 10016 United States Native Americans in Philanthropy 2801 21st Ave So. Ste 132D PC 2015 Membership Dues $2,500 Minneapolis, MN 55407 United States Nature Conservancy _ 4245 North Fairfax Drive, Suite 100 PC To conserve the orangutans of east Kalimantan by building community support and incorporating conservation $75,000 Arlington, VA 22203-1606 measures in REDD and debt-swap funding mechanisms United States Nature Conservancy 4245 North Fairfax Drive, Suite 100 PC To strengthen conservation of priority chimpanzee populations in Western Tanzania's Greater Mahale Ecosystem $98,995 Arlington, VA 22203-1606 United States Nehirim, Inc. 125 Maiden Lane, #38B PC Interfaith LGBT clergy and faith leader project to engage LGBTQfaith leaders on human and civil rights campaigns $50,000 New York, NY 10038 United States Neighborhood Funders Group 436 14th Street Suite 425 PC 2015 Membership Dues for Grantmakers for Southern Progress $9,500 Oakland, CA 94612 United States NEO Philanthropy, Inc 45 W 36th St, 6th Floor PC General Operating Support $5,000 New York, NY 10018

Attachment C Page 14 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

NEO Philanthropy, Inc 45 W 36th St, 6th Floor PC For Out2Enroll, an online campaign to encourage LGBT communities to register to receive medical care $92,201 New York, NY 10018 NEO Philanthropy, Inc 45 W 36th St, 6th Floor PC Religious Liberty and Equality Project to advance equality protections and respect for personal autonomy $100,149 New York, NY 10018 New Alternatives for LGBT Homeless Youth 83 Christopher Street PC General Operating Support $525 New York NY 10014 New Voices Pittsburgh, Inc The Beatty Building, PC General Operating Support $50,000 5907 Penn Avenue Suite 340 Pittsburgh, PA 15206 United States New York City Gay And Lesbian Anti-Violence Project 240 West 35th Street, Suite 200 PC For the NCAVP National LGBTQ Anti-Violence Movement Building Project to identify strategies to prevent and $198,740 Inc New York, NY 10001 reduce violence against transgender, LGBTQ people of color, and LGBTQ youth communities United States New York Shakespeare Festival 425 Lafayette Street PC Southern Comfort musical that tells the story of Robert Eads and Lola Cola, a transgender couple, as they navigate $100,707 New York, NY 10003 life and its challenges United States New York Zen Center for Contemplative Care, Inc. 119 West 23rd Street PC General Operating Support $280 New York, NY 10011 Newseum Institute, Inc. 555 Pennsylvania Ave NW PC To support the Religious Freedom Center's Faith, Freedom, Sexuality and Silence forums $18,000 Washington, DC 20001 United States North Carolina Black Repertory Company, Inc. 610 Coliseum Drive, Suite 1 PC For the 2015 NBTF International Colloquium, Sexual Orientation and Gender Identity in Black Life $50,000 Winston-Salem, NC 27106 United States North Star Center 930 Burke Street PC General Operating Support $10,000 Winston-Salem, NC 27101 United States North Star Fund 520 Eighth Avenue Suite 2203 PC Let Us Breathe Fund for renewed movement building that supports organizing efforts for fair and just policing and $25,000 New York, NY 10018 safer, stronger, more economically just communities, regardless of race, class, gender identity and sexual United States orientation Northwestern Univsersity 633 Clark Street PC General Operating Support $34 Evanston , IL 60208 01 Peseta Conservancy Limited Private Bag NC To identify chimpanzees in need of refuge and assist in moving them to appropriate sanctuaries, and to conduct an $108,296 Nanyuki 10400 investigation into the illegal smuggling of great apes Kenya GRAM - Organization for Refuge Asylum & Migration 333 Valencia Street Suite 250 PC General Operating Support $150,043 San Francisco, CA 94103 United States Orangutan Appeal UK Charbury, Creston Lane PC For the Tabin Orangutan Project Post Release Monitoring project for rescued orangutans $75,000 Effingham KT24 5SN United Kingdom Orangutan Foundation 7 Kent Terrace PC Conservation of endangered ape populations outside conservation areas in Central Kalimantan, Indonesia $49,291 London NW14RP United Kingdom Orangutan Foundation 7 Kent Terrace PC To support the Orangutan PHVA Process. Current Population Status and Conservation Requirements of Orangutans $71,554 London NW14RP United Kin dom Our Lady of The Snow 25-15 80th Avenue PC General Operating Support $800 Floral Park, NY 11004

Attachment C Page 15 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Out Leadership 520 West 43rd St. Suite 29A PC Quorum to advocate for increasing the currently limited representation of openly LGBT individuals on the boards $30,000 New York, NY 10011 of publicly traded corporations United States Pacific Sexual Diversity Network, Inc. St Anthony of Padua, Ground Floor NC To support the Pacific LGBTQI Human Rights Conference $50,000 Nukualofa 676 Tonga Pan Eco Foundation Chileweg 5 PC To protect the Leuser Ecosystem, SE Asia's richest conservation landscape, in order to maintain the basis for $82,759 Berg am Irchel CH-8415 sustainable development in the province of Aceh, Sumatra, Indonesia Switzerland Parliamentarians for Global Action 132 Nassau Street, Suite 1419 PC Global Parliamentary Campaign Against Discrimination based on Sexual Orientation and Gender Identity $50,000 New York, NY 10038 United States Peekskill Museum P 0 Box 84 PC General Operating Support $50 Peekskill , NY 10566 Pembizo Christian Council Langata Road NC Support for the Africa Christian/Elders LGBTIQ Rights Advocacy Project to have an all inclusive and human $95,000 P 0 Box 38244 rights/dignity respecting Church in Africa Nairobi 00100 Kenya People For The Ethical Treatment Of Animals Inc. 501 Front Street PC Campaign to End the Use of Great Apes in Advertising and Entertainment $135,421 Norfolk, VA 23510 United States People Resources and Conservation Foundation 1801 Century Park East 24th Floor PC Conservation of the Endangered Western Hoolock Gibbon in the Rakhine Yoma Range in Myanmar $81,825 Los Angeles, CA 90067 United States Philanthropy New York, Inc. 1500 Broadway, 7th Floor PC 2015 Membership Dues $19,750 New York, NY 10036 United States Philanthropy New York, Inc 1500 Broadway, 7th Floor PC Fund for 2025 to ensure that capacity and member involvement are all intertwined threads that lead to the sector $101,284 New York, NY 10036 valuing and using community tools to tackle systemic issues United States PlLnet 120 Wall Street, 16th Floor PC To integrate LGBTI issues across all PlLnet programs, including fellowships and pro bono partnerships $101,129 New York, NY 10005 United States Planned Parenthood Federation of America 434 West 33rd St 12th floor PC General Operating Support $100,478 New York, NY 10001-2601 United States Positive Results Corporation 1513 East 103rd Street PC Increase the visibility of queer and trans people of color in online media $25,000 Los Angeles, CA 90002 Prague Pride o s Opatovicka, 12 NC To support fundraising training for LGBT NGOs from the Central Eastern Europe region $20,000 Prague 1, Hlavm mesto Praha 11000 Czech Re public President And Fellows Of Harvard College c/o Recording Secretary's Office PC For the LGBTQ Policy Journal at the Harvard Kennedy School $2,000 124 Mount Auburn Street, Room 430N Cambridge, MA 02139 Pride Foundation 1122 E Pike Street, PMB 1001 PC Resisting Religious Exemptions project to ensure that legal protections for LGBTQ people are not eroded based on $2,876 Seattle, WA 98122 "religious liberty" claims United States

Attachment C Page 16 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Project Primate, Inc c/o Patricia Gillett PC To support the release and welfare programs at the Center for Chimpanzee Conservation, Guinea, West Africa $30,000 2032 Belmont Rd, NW, #520 Washington, DC 20009 United States Project Primate, Inc. c/o Patricia Gillett PC General Operating Support $15,000 2032 Belmont Rd., NW, #520 Washington, DC 20009 United States Promundo-Us 1367 Connecticut Avenue, Suite 310 PC International Men and Gender Equality Survey for research on men's gender and LGBTQI attitudes in the Middle $54,450 Washington, DC 20036-1872 East and North Africa United States Proteus Fund, Inc. PO Box 1159 PC Support for Third Wave's new Mobilizing Power Fund to build the power and sustainability of low-income young. $134,580 Amherst, MA 01002 trans, queer, and feminist activists who are people of color United States Public Religion Research Institute 2027 Massachusetts Ave NW FL 3 PC To develop a SO-State Map of Attitudes on LGBT-inclusive Nondiscrimination Laws $75,000 Washington, DC 20036 United States Public School 107 Parent Teacher Association 1301 8th Avenue PC General Operating Support $400 Brooklyn, NY 11215 Pug Rescue of New England 37 Woodlawn Street PC General Operating Support $25 Dedham, MA 02026 Razoo Foundation 1020 19th Street NW, Suite 800 PC General Operating Support $168 Washin gton, DC 20036 Reconciling Ministries Network 123 West Madison Street, Suite 2150 PC General Operating Support $202,158 Chicago, IL 60602-4511 Uni ted States Religious Institute 21 Charles Street Suite 140 PC Gilead Sabbath Initiative for engaging US Congregations in advocacy for LGBT people in Africa $60,000 Westport, CT 06880 United States RESOLVE, Inc. 1255 23rd Street, NW Suite 275 PC For TrailGuard and AmbushCam Camera Trap Systems for Great Ape Conservation Project. Catching Poachers $50,000 Washington, DC 20037 Before They Kill United States Richland Animal Rescue P.O. Box 373 PC General Operating Support $100 Richland M149083 Rockefeller Philanthropy Advisors, Inc 6 West 48th Street 10th Floor PC To support the Theory of the Foundation Initiative $30,000 New York, NY 10036 United States Roust Theatre Company 424 West 110th Street, Suite 11E PC To support the production of "Homeless and How We Got That Way" $25,000 New York, NY 10025 United States Royal Zoological Society of Scotland Edinburgh Zoo PC Chimpanzee Disease and Health Monitoring Programme in the Albertine Rift Region of Western Uganda $112,761 134 Corstorphine Road Edinburgh EH12 6TS United Kingdom Ruth Ellis Center, Inc 77 Victor Street PC General Operating Support $100 Highland Park, MI 48203 United States Ruth Ellis Center, Inc 77 Victor Street PC General Operating Support $10,000 Highland Park, MI 48203 United States

Attachment C Page 17 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Ruth Ellis Center, Inc. 77 Victor Street PC Out in the System A Family Preservation Initiative and General Operating Support to plan for new and emerging $149,674 Highland Park, MI 48203 initiatives that complement the ongoing work of the organization in advocating and supporting out of home LGBT United States outh Save the Chimps P 0. Box 12220 PC General Operating Support $800 Fort Pierce, FL 34979 United States Save the Chimps P.O. Box 12220 PC Fund Development and Capacity Building efforts for sustainability and to diversify funders and help build capacity $1,976,717 Fort Pierce, FL 34979 United States Save the Chimps P.O. Box 12220 PC General Operating Support $6,000 Fort Pierce, FL 34979 United States SC GJOA Youth Soccer, Inc. 850 62nd Street PC General Operating Support $50 Brookly n, NY 11220 Services & Advocacy for Gay, Lesbian, Bisexual & 305 Seventh Ave, 15th Floor PC General Operating Support $1,000 Transgender Elders, Inc New York, NY 10001 United States Services & Advocacy for Gay, Lesbian, Bisexual & 305 Seventh Ave, 15th Floor PC Diverse Elders Coalition which advocates for programs and policies that improve aging in all communities, inclusive $100,010 Transgender Elders, Inc. New York, NY 10001 of race, ethnicity, gender identity and sexual orientation United States Sexual Minority Youth Awareness League 410 7th Street, SE PC General Operating Support $2,500 Washington, DC 20003-2707 United States Silvery Gibbon Project PO Box 335 NC For Javan Gibbon Centre Capacity Building to support gibbon conservation $50,000 Como Perth 6952 Australia SisterLove, Inc. 3709 Bakers Ferry Rd SW, PC Atlanta LGBTO/HIV/Allies Executive Directors' Support Group working for the advancement of the LGBTQ/HIV $8,400 Atlanta, GA 30331 community United States Skowhegan School of Painting and Sculpting, Inc 136 West 22nd Street PC To support a LGBT Artist Fellowship $10,000 New York, NY 10011 United States Social & Environmental Entrepreneurs SEE, Inc. 23532 Calabasas Road, Suite A PC General Operating Support for BreakOUTI $50,000 Calabasas CA 91302 Social Good Fund PO Box 5473 PC MECCA Institute to establish itself as an online center for progressive and inclusive Islamic theological learning and $60,000 Richmond , CA 94805 contem pora ry Islamic research Social Good Fund PO Box 5473 PC Wildlife Impact Improving Conservation Outcomes for Ape Projects Through Impact Analysis, Reintroduction $40,025 Richmond , CA 94805 Science and CITES Advocacy Southerners On New Ground PO Box 11250 PC General Operating Support $5,000 Atlanta, GA 30310 United States Special Service for Groups, Inc. 1730 W. Olympic Blvd, 3rd floor PC General Operating Support for TransLatin@ Coalition $5,000 Los Angeles, CA 90021 United States Special Service for Groups, Inc 1730 W Olympic Blvd, 3rd floor PC General Operating Support for TransLatin@ Coalition $5,000 Los Angeles, CA 90021 United States Special Service for Groups, Inc. 1730 W Olympic Blvd, 3rd floor PC General Operating Support for TransLatin@ Coalition $2,500 Los Angeles, CA 90021 United States

Attachment C Page 18 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Spelman College 350 Spelman Lane SW, Box 1551 PC Arcus Scholarship at Spelman College, available for a sophomore who identifies with and who has shown promise $50,000 Atlanta, GA 30314-4399 of becoming a strong leader and advocate for the LGBT community United States St Jude Childrens Research Hospital P 0 Box 50 PC General Operating Support $100 Mem p his, TN 38105 Stichting Hivos (Humanist Institute for Cooperation Raamweg 16 PC To support policy and culture change regarding SOGI human rights, primarily via regranting, in Indonesia, Kenya $1,777 with Developing Countries) The Hague 2596 and South Africa Netherlands Stichting Hivos (Humanist Institute for Cooperation Raamweg 16 PC To support policy and culture change regarding SOGI human rights, primarily via regranting $175,715 with Developing Countries) The Hague 2596 Netherlands Stonewall Library & Archives, Inc 1300 E Sunrise Blvd PC Queer Kids and Living in Limbo Exhibits to promote understanding through preserving and sharing the proud $25,000 Fort Lauderdale, FL 33304 culture of LGBT people and their significant role in American society United States StoryCorps, Inc 80 Hanson Place PC For OutLoud to amplify the voices and stories of diverse LGBT individuals $100,728 Brooklyn, NY 11217 United States Streetwise and Safe, Inc 147 W. 24th Street 4th Floor PC General Operating Support $100 New York, NY 10011 U nited States Streetwise and Safe, Inc. 147 W. 24th Street 4th Floor PC General Operating Support $150,000 New York, NY 10011 United States Sundance Institute 5900 Wilshire Boulevard, Suite 800 PC Arcus Foundation (LGBT Documentary Film) Fund and #ArtistServices Program to assist nonfiction filmmakers $196,548 Los Angeles, CA 90036 exploring LGBT issues through documentary film projects United States Szimpozion Egyesulet Tomon koz 12.1./4 NC Dialogue Workshop LGBT Christian Forum to support a new discussion between Christian LGBTQ people and $13,213 Budapest H-1138 churches in Hungary Hunga ry Tacugama Chimpanzee Sanctuary Mountain Road NC Animal food and staff stipends to maintain the high standard care of the chimpanzees with good quality food and $25,000 Freetown all needed supplements Sierra Leone Teachers College Columbia University 525 West 120th Street, Box 306 PC 2015/2016 Q-Ilage@TC Conferences to facilitate an interdisciplinary forum where conversations and knowledge $5,000 New York, NY 10027 are shared on topics of the intersection of queer scholarly identity and personal well-being United States The Albert Kennedy Trust AKT Outpost NC To support the development and first year delivery of a UK national online E-Mentoring service $15,700 1 Osborne Road Jesmond, Newcastle upon Tyne NE2 2AA United Km dom The Alliance of Baptists, Inc. 3939 LaVista Road, Ste E-122 PC Congregational Compassion & Human Difference initiative, an intersectional framework for dialogue on LGBTQ $38,300 Atlanta, GA 30084 lives, Christian faith and racial justice United States The Arab Foundation for Freedoms and Equality Alfred Naccach Street NC To strengthen the role of civil society in promoting human rights and democratic reform by developing tools to $47,000 Doeuihy Building, 3rd Floor understand the views on sexuality in Lebanese society P.O Box 167043 Achrafieh Lebanon The Association of Welcoming & Affirming Baptists P.O. Box 34 PC General Operating Support $50,000 Milford, NH 03055 United States

Attachment C Page 19 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

The Center for Independent Documentary, Inc 680 South Main Street PC For "Becoming Johanna" and Creating Safe Schools production and outreach $45,000 Sharon, MA 02067 United States The Center for Independent Documentary, Inc 680 South Main Street PC To support "Kumu Hina" Community Outreach & Education Campaign $50,000 Sharon, MA 02067 United States The Charis Circle Inc. 1189 Euclid Avenue NE PC General Operating Support $100 Atlanta GA 30307 The Communicationist, LLC 8704 63rd Avenue NC To develop the Quist application to teach youth about LGBTQ history outside of school $25,000 Berwyn Heights, MD 20740 United States The Democracy Council of California 10736 Jefferson Blvd #336 PC Building a Pro-LGBT Muslim Movement in Malaysia $100,000 Culver City, CA 90230 United States The Democracy Council of California 10736 Jefferson Blvd. #336 PC To provide digital security training to Russian LGBT Network Activists Culver City, CA 90230 United States The Freedom Center for Social Justice P.O. Box 9039 PC General Operating Support $99,759 Charlotte, NC 28299 United States The Humane Society of the United States 2100 L Street, NW PC Chimps Deserve Better campaign to end the use of chimpanzees in invasive research and retire chimpanzees to $198,623 Washington, DC 20037 appropriate sanctuaries United States The Humane Society of the United States 2100 L Street, NW PC Vilab II support for 60 retired chimpanzees in Liberia who were formerly used in research and testing by the New $30,000 Washington, DC 20037 York Blood Center United States The Humane Society of the United States 2100 L Street, NW PC Vilab II support for 60 retired chimpanzees in Liberia who were formerly used in research and testing by the New $60,000 Washington, DC 20037 York Blood Center United States The Inner Circle 1 & 2 Wilkins Building, NC To support inclusivity for queer Muslims through training, retreats and conferences for activists and religious $100,000 York Road Wynberg leaders to encourage social change for Muslim LGBT persons Cape Town 7800 South Africa The Inner Circle 1 & 2 Wilkins Building, NC For the Annual International Retreat, the only space for international movement building with strategic partners $50,000 York Road Wynberg such as queer Muslim activists Cape Town 7800 South Africa The Los Angeles Gay and Lesbian Community 1625 North Schrader Blvd PC General Operating Support $275 Services Center Los Angeles, CA 90028 The Mayor's Fund to Advance New York City 253 Broadway 6th Floor PC Center for Youth Employment LGBTQ Project to understand the make-up of LGBTQ youth in current city workforce $101,505 New York, NY 10007 and increase opportunities for youth United States The New Nature Foundation 1632 Humboldt Street PC To support the Kibale Eco-Char Initiative and its sustainable innovations with ape-neighboring communities in $20,250 Denver, CO 80218 Uganda United States The New York Public Library Astor Lenox And Tilden Fifth Avenue and 42nd Street PC General Operating Support $50 Foundations New York, NY 10018

Attachment C Page 20 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

The Other Foundation Postnet Suite 209 PC Support to implement a fundraising campaign targeting LGBTI donors to expand individual giving in South Africa $77,500 Private Bag X31 Saxonwold 2132 South Africa The Reformation Project P.O. Box 14862 PC For Regional Field Organizers training on building Pro-LGBT networks in conservative churches $50,000 Lenexa, KS 66285 United States The Regents of the University of California 10920 Wilshire Boulevard, Suite 1200 PC For the Gender Identity Data Collection Initiative of the Williams Institute on Sexual Orientation Law and Public $50,000 University of California Los Angeles Policy (UCLA) Law Los Angeles, CA 90024-1406 United States The Studio Museum in Harlem 144 West 125th Street PC General Operating Support $125 New York, NY 10027 Theater Offensive, Inc. 565 Boylston Street PC To support the True Colors- Out Youth Theater, a program that generated original productions written and $5,000 Boston, MA 02116 performed by its young LGBT and Allied artists United States Then MAVEN Project P.O. Box 156781 PC General Operating Support $100 San Francisco, CA 94115 Thinking Animals, Inc. 311 East 72 Street PC ReThinking Animals Conference to provide broader perspectives on the nature of our relationship with other $100,973 New York, NY 10021 species United States Third Wave Foundation P.O. Box 1159 PC General Operating Support $100 Brookly, NY 11238 Tides Foundation P.O. Box 29903 PC General Operating Support $100 Sa n Francisco, CA 94129 Trans Student Equality Resources 1050 North Mills Ave #295 PC General Operating Support $2,500 Claremont, CA 91711 United States Trans Youth Equality Foundation % Maasch PC For camp scholarships for trans youth of color $5,000 4 City Center Portland, ME 04101 United States Transgender Europe Warthestr. 58 NC For Transrespect versus Transphobia Worldwide (TvT), a global research project that documents the human rights $145,000 Berlin 12051 circumstances of gender-variant and trans people worldwide Germany Transgender Law Center 1629 Telegraph Avenue, Suite 400 PC General Operating Support $99,651 Oakland, CA 94612 United States Transgender Law Center 1629 Telegraph Avenue, Suite 400 PC Support for the Trans Lives Matter Gathering $25,000 Oakland, CA 94612 United States Transgender Law Center 1629 Telegraph Avenue, Suite 400 PC Transgender Public Education Campaign to increase understanding of the transgender community $75,000 Oakland, CA 94612 United States Transgender Legal Defense and Education Fund, Inc 20 West 20th Street, Suite 705 PC General Operating Support $350 New York, NY 10011 Transgender Resource Center of New Mexico 5308 Rosemont Ave NE PC General Operating Support $75,000 Albuquerque, NM 87110 United States

Attachment C Page 21 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

True Colors Fund, Inc 330 W. 38th St., Suite 405 PC Community Building Program Continuum to bwld the capacity of communities and service providers to develop $125,515 New York, NY 10018 sustainable responses to the needs of LGBT youth at risk United States Trustees of Columbia University in the City Of New Sponsored Projects Administration PC Global Survey of NGOs Serving LGBTI Youth to connect and enhance exchange between organizations supporting $50,000 York 615 West 131st Street, Room 254, LGBT youth and education Mail Code 8725 New York, NY 10027 United States Trustees of Columbia University in the City Of New Sponsored Projects Administration PC Public Rights/Private Conscience Project to mobilize scholars, attorneys and advocates in order to develop and $2,677 York 615 West 131st Street, Room 254, distribute new methods of framing perceived conflicts between sexual rights and religious liberty Mail Code 8725 New York, NY 10027 United States Trustees of Columbia University in the City Of New Sponsored Projects Administration PC To support the participation of one LGBT advocate in the 2015 Human Rights Advocates Program of the Center for $50,000 York 615 West 131st Street, Room 254, the Study of Human Rights Mail Code 8725 New York, NY 10027 United States Twelve in Twelve P 0 Box 9434 PC General Operating Support $300 Charlotte , NC 28229 U S Friends of International Service for Human 777 UN Plaza No., 8th Floor PC General Operating Support $100 Rig hts, Inc. New York, NY 10017 UHAI - The East African Sexual Health and Rights Suite 5, Rosami Court, Muringa Road, PC Changing Faces Changing Spaces Conference, an Africa-wide activist-led biennial convening of the continent's $100,000 Initiative Kilimani LGBTI and sex worker activists and partners P 0. Box 7144-00300 Nairobi 00300 Kenya UHAI - The East African Sexual Health and Rights Suite 5, Rosami Court, Muringa Road, PC To support policy and culture change activities, primarily via regranting in East African countries and building the $200,000 Initiative Kilimani capacity of constituency groups P.O. Box 7144-00300 Nairobi 00300 Kenya Ujamaa Centre for Community Development and School of Religion, Philosophy, and PC For training Anglican Diocese leaders using biblical and theological resources for social transformation, including $14,000 Research Classics, economic justice, HIV and AIDS, gender violence, sexuality, masculinity, and ecology University of KwaZulu-Natal Private Bag X01, Scottsville Pietermaritzburg KwaZulu-Natal 3209 nu UK Lesbian and Gay Immigration Group 32-36 Loman Street NC To provide Asylum Seeker Support Worker Salary $7,665 London SE1OEH United Kingdom Union Theological Seminary 3041 Broadway PC Pro-LGBTQ Evangelical Christian Network to capitalize on progress and create a national network of pro-LGBTQ $75,000 New York, NY 10027 leaders well versed in pro-LGBTQ public policy agendas United States United States Department of State Bureau of Democracy, PC Global Equality Fund to advance public awareness and dialogue in support of the human rights of LGBT individuals $150,000 Human Rights and Labor around the globe 2201 C Street, NW Washington, DC 20520 United States I

Attachment C Page 22 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

United We Dream Network 1900 L Street, NW, 9th floor PC General Operating Support $145,961 Washington, DC 20036 United States University of Chicago 6054S Drexel, Suite 300 PC Black Youth Project (BYP100), a project committed to advancing a public policy agenda and increasing the visibility $10,000 Sponsored Award Accounting of young Black LGBT activists in the mainstream racial justice and LGBT rights movement Chicago, IL 60637 United States University of Rochester Alumni & Advanement Center, Suite PC General Operating Support $1,500 G23 300 East River Road Rochester, NY 14627 Urban Justice Center 123 William Street, 16th Floor PC Sex Workers Project that serves NYC's most vulnerable residents through direct legal service, systemic advocacy $5,000 New York, NY 10038 and education United States Urban Justice Center 123 William Street, 16th Floor PC Peter Cicchino Youth Project to empower LGBT youth to overcome barriers to safety and well-being $5,000 New York, NY 10038 United States Vanderbilt University 1400 18th Avenue South PC Justice through Engagement project to support five divinity students in their internships within ministry contexts $63,938 Nashville, TN 37212 focused on the intersection of religion and LGBTQ issues United States Vietnam Learning Arts & Cultural Center Inc C/O BOSS PC General Operating Support $300 P.O. Box 20404 Huntington Station, NY 11746

Vietnamese American Young Leaders Association of 13235 Chef Menteur Highway, PC General Operating Support $200 New Orleans Suite A New Orleans, NY 70129

Village Enterprise Fund, Inc 751 Laurel Street PMB 222 PC General Operating Support $5,000 San Carlos, CA 94070 United States Virunga Fund, Inc. 378 Clinton Street, No 1 PC Virunga Rangers and Widow's Fund for the general welfare of the rangers and their families, and for widows and $4,460 Brooklyn, NY 11231-3603 orphans of fallen rangers United States WGVU Public Television 301 W Fulton Street PC General Operating Support $100 Grand Ra p ids, MI 49505 Whitley Fund for Nature Unit 6 Walmer Courtyard PC To support three Whitley Awards for Conservation Leaders in ape range states in Africa and South East Asia $100,000 225 Walmer Road London W114EY United Kingdom Whitman-Walker Clinic, Inc 1701 14th St., NW PC General Operating Support $2,500 Washington, DC 20009 United States Whitman-Walker Clinic, Inc. 1701 14th St., NW PC To support the services of the Transgender Program $5,000 Washington, DC 20009 United States Wikimedia Foundation, Inc. 149 New Montgomery PC General Operating Support $8 I San Francisco, CA 94105

Attachment C Page 23 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

Wild Chimpanzee Foundation Max-Planck-Institute for PC For the conservation of West African Chimpanzees across the Tai-Sapo Forest Complex in Cote d'Ivoire, Liberia $96,092 C/oEvolutionary Anthropology Deutscher Platz 6 Lei pzig, Germany 04103 4103 Wildlife Conservation Society 2300 Southern Blvd PC General Operating Support $25 Bronx, NY 10460 United States Wildlife Conservation Society 2300 Southern Blvd PC To strengthen transboundary collaboration between Nigeria and Cameroon for the conservation of the Cross River $112,027 Bronx, NY 10460 gorilla and Nigeria-Cameroon chimpanzee United States Wildlife Conservation Society 2300 Southern Blvd PC For a baseline study in the Fouta Djallon Range for chimpanzee conservation and biological resource management, $100,761 Bronx, NY 10460 and to develop related community engagement United States Wildlife Conservation Society 2300 Southern Blvd PC For Hoolock Gibbon Conservation in the Htamanti Wildlife Sanctuary, Myanmar $135,793 Bronx, NY 10460 United States Wildlife Conservation Society 2300 Southern Blvd PC For the Republic of Congo Great Ape Health Program to strengthen in-country laboratory capacity and professional $223,472 Bronx, NY 10460 staffing United States Women Make Movies, Inc. 115 West 29th Street, Suite 1200 PC For Gender Proud's efforts around elevating visibility and advancing gender marker rights for the transgender $25,000 New York, NY 10001 community in the Philippines United States Yayasan IAR Indonesia A. Curug Nangka BI Pasir Lop NC To support capacity building for an orangutan rehabilitation and release program in West Kalimantan, Borneo, $137,599 Kel Sukajadi, Kec Indonesia Tamansan Ciapus 16610 Indonesia You Can Play, Inc. PO Box 7460 PC To support program, messaging, and outreach development within the LGBT world, the sports world, and the LGBT $100,000 Denver, CO 80238-2491 sports world United States Yvette A Flunder Foundation 8400 Enterprise Way, Suite 202 PC To support a coalition of clergy in Rwanda and Zimbabwe who create inclusive Christian communities, and to $100,000 Oakland, CA 94621 nurture spokespersons in Kenya to speak in the context of faith in affirmation and acceptance of sexual minorities United States

Attachment C Page 24 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Paid Part XV - Line 3a - Grants paid during the year

Grantee Legal Name Grantee Address Tax Status Project Description Amount

YWCA of Kalamazoo 353 E Michigan Avenue PC General Operating Support $50 Kalamazoo, MI 49007 Zing Foundation, Inc. 21 Linwood Street PC General Operating Support $50 Arlin gton, MA 02474 Zoological Society of London Regent's Park PC For the Building a Future for the Hainan Gibbon project, focused on implementing priority recovery actions from $101,874 London NW14RY the 2014 Conservation Planning Workshop United Kingdom Zoological Society of London Regent's Park PC Wildlife Wood Project to ensure responsible wildlife management in priority areas for great ape conservation in $143,837 London NW1 4RY Cameroon through improved logging practices and sustainable natural resource management United Kingdom Zoological Society Of San Diego PO Box 120551 PC To strengthen conservation of the Ebo forest in Cameroon through monitoring threats, developing community led $133,261 San Diego, CA 92112-0551 conservation initiatives, and building the next generation of conservationists United States

Total Grants Paid in 2015 $28,985234

NOTE The Arcus Foundation makes some large grants in the form of a transfer of shares of stock rather than cash. The Foundation makes such transfers of stock in the amount of 98% of the payment due to a grantee If certain conditions are met, the Foundation pays the grantee the difference between the grant payment due and the proceeds the grantee receives from the sale of the stock Depending on the timing and proceeds of the grantee's sale of the stock, the grant amount reported on the Grants Paid Report (which is the grant amount shown on the Foundation's books) and the grant amount shown on the Expenditure Responsibility Grants Report (which is the total amount actually received by the grantee) may differ

Attachment C Page 25 of 25 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Grantee Address Tax Class Project Title Amount African Wildlife Foundation 1400 Sixteenth Street, NW, Suite 120 PC Safeguarding bonobos through strengthened conservation management and $209,170 Washington, DC 20036 wildlife law enforcement United States Akahat6 - Equipo de Trabajo en Sexualidades y Parana 157 Dto. F NC Advancing Human Rights through International Advocacy at OAS and UN $30,000 G6neros Buenos Aires Argentina Allied Rainbow Communities International 132 Prince Albert Road PC General Operating Support $200,000 Dartmouth NS B2Y 1M6 Canada AI-Qaws - for Sexual & Gender Diversity in PO Box 1616 PC General Operating Support $35,000 Palestinian Society Jerusalem, 91016 Israel American Civil Liberties Union Foundation, Inc 125 Broad Street, 18th Floor PC For the Juvenile Justice Program to challenge the crimmalization and $1,000 New York, NY 10004-2400 incarceration of youth, particularly those from disenfranchised communities United States American Jewish World Service, Inc. 45 West 36th Street, 11th Floor PC Sexual Orientation and Gender Identity Grantmaking to support policy and $206,403 New York, NY 10018 cultural change, primarily in Kenya, Liberia United States American Psychological Association, Inc. 750 1st Street, NE PC International Psychology Network for LGBT Issues to use psychological $100,000 Washington, DC 20002 knowledge in public education, media relations, and policy change in the United States Global South SOGI movement Animal Protection of New Mexico PO Box 11395 PC General Operating Support $1,000 Albuquerque, NM 87192 United States Animal Protection of New Mexico PO Box 11395 PC For the Chimpanzees to Sanctuary Campaign, with a specific focus on $50,000 Albuquerque, NM 87192 sanctuary retirement for the federally owned chimpanzees who remain at United States the Alamogordo Primate Facility in New Mexico Association of Black Foundation Executives, Inc. 333 Seventh Avenue, 14th Floor PC General Operating Support $1,000 New York, NY 10001 United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC International Trans' Fund to increase the capacity of the trans' movement to $100,000 New York, NY 10003 self-organize and advocate for rights of trans' persons United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC Arcus Donor Advised Fund to provide support to LGBTQI organizations in the $200,000 New York, NY 10003 Global South and East United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC LGBTQ Racial Justice Fund a collaborative philanthropic initiative to improve $300,000 New York, NY 10003 the lives of LGBTQ people of color United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC To support LGBTQI groups in the Caribbean and Central America, and India $370,000 New York, NY 10003 via regranting and capacity-building support

U n i ted States

Attachment D Page 1 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l N ame - Grantee Address Tax Class Project Title Amount Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC Support for The Pipeline Project's work in the area of LGBT People of Color $127,950 New York, NY 10003 leadership development, advancement, support, and sustainability within the United States non- profit sector Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC To support LGBTQI groups in the Caribbean and Central America, and India $9,518 New York, NY 10003 via regranting and capacity-building support United States Astraea Foundation, Inc. 116 East 16th Street, 7th Floor PC For the Intersex Human Rights Fund to support organizations, projects and $188 New York, NY 10003 timely campaigns led by intersex activists United States Audre Lorde Project, Inc. 147 West 24th Street, 3rd Floor PC General Operating Support $1,000 New York, NY 10011-1911 United States BGD Press, Inc. 360 Grand Ave #55 PC General Operating support $1,000 Oakland, CA 94610 United States Borealis Philanthropy 1005 W. Franklin Avenue Suite 3 PC Transforming Movements Fund, a collaborative fund to support young LGBTQ $300,000 Minneapolis, MN 55405 leaders working within and across various social justice movements United States California Institute of Integral Studies 1453 Mission Street PC For the LGBTQ Leadership Initiative in Higher Education to generate a $31,900 San Francisco, CA 94103 significantly larger presence of LGBTQ people in the arena of higher United States education in the U.S. Center for American Progress 1333 H Street NW, 10th Floor PC Reclaiming Religious Liberty as a Progressive Value Project in support of LGBT $250,000 Washington, DC 20005 equality and women's reproductive health and rights United States Choice USA 1317 F St., NW, Suite 501 PC General Operating Support $50,000 Washington, DC 20004 United States Committee on Poetry 405 East 13th Street PC Kameny Biography Research as part of a biography of Dr. Franklin E. Kameny, $50,000 New York, NY 10009 one of the most important figures in the history of the LGBT civil rights United States movement Commonwealth Shakespeare C/O Babson College PC General Operating Support $1,100 231 Forest Street Park Manor South ab o 02457 Congregation Beth Simchat Torah Of New York, 57 Bethune Street PC General Operating Support $1,000 Inc. New York, NY 10014 United States Cornell University Foundation Advancement Services PC General Operating Support $200 130 East Seneca Street, Suite 400 Ithaca NY 14850 Democracy Now Productions, Inc. 207 West 25th Street, 11th Floor PC General Operating Support $50 New York, NY 10001

Attachment D Page 2 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l N ame Grantee Address Tax Class Project Title Amount Duke University John Hope Franklin Center PC Islamic Primary Sources: Sexual Orientation and Gender Identity Study to $225,000 Durham, NC 27708 break the link between traditional, negative interpretations of Islamic texts United States and the discrimination of LGBTQI peop le Equality Federation Institute 818 SW 3rd Avenue, #141 PC General operating support $50,000 Portland, OR 97204-2405 United States European Forum of Lesbian and Gay Christian Postbus 3836 NC To support institutional and advocacy capacity to combat religious based $63,000 Groups Amsterdam 10001 homophobia in Europe Netherlands European Region of the International Lesbian, Rue du TrBne 60 NC Creating Opportunities to drive progress for LGBTI communities in Europe $150,000 Gay, Bisexual, Trans and Intersex Association Brussels 1050 Belgium Faculty of Humanities of Leiden University 2300 RA Leiden PC For the One Health Initiative, a research project that will explore ethics at the $65,000 Leiden, Zuid-Holland 2300 RA human-animal-ecosystem interface, with a focus on dealing with great ape Netherlands populations living in the wild Faith in Public Life 1111 14th Street NW, Suite 900 PC Mobilizing Faith Leaders Against LGBT Discrimination $125,000 Washington, DC 20005 United States Fauna & Flora International 4th Floor PC To support the Critically Endangered Cao Vit Gibbon: The Transboundary $193,157 Jupiter House Station Road Conservation Project Cambridge CB12JD United Kineclorn Fauna & Flora International 4th Floor PC To support the Critically Endangered Cao Vit Gibbon: The Transboundary $217,457 Jupiter House Station Road Conservation Project Cambridge CB12JD

Fauna & Flora International 4th Floor PC To support the Critically Endangered Cao Vit Gibbon: The Transboundary $239,386 Jupiter House Station Road Conservation Project Cambridge CB12JD United Kingdom Fauna & Flora International, Inc. 2 Wisconsin Circle, Suite 900 PC Support for work with communities and cultural institutions to conserve $50,000 Chevy Chase, MD 20815 chimpanzees in Rwenzori Mountains National Park, Uganda United States Fauna & Flora International, Inc. 2 Wisconsin Circle, Suite 900 PC Support for Mountain gorilla conservation in the Virunga-Bwindi landscape $99,112 Chevy Chase, MD 20815 United States Film Forum, Inc. 209 W Houston Street PC Public impact campaign for "A Road to Home" documentary that explores the $35,000 New York, NY 10014-4837 crisis of LGBT youth homelessness United States Food and Friends, Inc. 219 Riggs Road, NE PC General Operating Support $1,000 Washington, DC 20011 United States Friends General Conference 1216 Arch Street, Suite 2B PC General Operating Support $100 Philadel phia, PA 19107

Attachment D Page 3 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Grantee Address Tax Class Project Title Amount Friends of Bonobos P.O. Box 80254 PC To support the planning and efforts regarding the release of a new group of $50,000 Minneapolis, MN 55408 orphan bonobos from the Lola ya Bonobo sanctuary United States Friends of Bonobos P.O. Box 80254 PC To improve the capacity and sustainability of Les Amis des Bonobos du Congo $75,000 Minneapolis, MN 55408 (ABC) resulting in funding security of ABC's high quality bonobo conservation United States pro rams in the DRC Friends of Bonobos P.O. Box 80254 PC To improve the capacity and sustainability of Les Amis des Bonobos du Congo $75,000 Minneapolis, MN 55408 (ABC) resulting in funding security of ABC's high quality bonobo conservation United States programs in the DRC Fund for Global Human Rights 1301 Connecticut Ave NW Suite 400 PC To support policy change, primarily via regranting, in the Philippines and $125,000 Washington, DC 20036 Thailand, and Sierra Leone United States Fund For The City Of New York Inc. 121 Avenue of the Americas, 6th Floor PC New York City Lesbian, Gay, Bisexual, and Transgender (NYC LGBT) Historic $25,000 New York, NY 10013-1590 Sites Project Funders for Lesbian and Gay Issues, Inc. 104 West 29th Street 4th Floor PC General Operating Support and the Out in the South Initiative to increase $350,000 New York, NY 10001 LGBT support for communities in Southern US United States GATE - Global Action for Trans Equality 85 Delancey Street PC General Operating Support $100,000 c/o The Yard, Suite 68 New York, NY 10002 Uifted States Gay & Lesbian Alliance Against Defamation Inc 5455 Wilshire Blvd Suite 1500 PC Post-2014 Midterm Strategy and Beyond: Faith Reporting and Trans Voting $50,000 Los Angeles, CA 90036 Rights United States Gay & Lesbian Alliance Against Defamation Inc 5455 Wilshire Blvd Suite 1500 PC General Operating Support $500 Los Angeles, CA 90036 Gender DynamiX PO Box 347 NC Support for regional advocacy and the strategic plan around regional and $100,000 Athlone international human rights training and the developing a positional paper on Capetown 7760 access to health for trans* people. South Africa General Secretariat of the Organization of Inter-American Commission on Human PC For a one-year fellowship in the LGBTI Unit within the Inter-American $50,000 American States Rights Commission for Human Rights contributing to the implementation of its Plan 1889 F Street NW of Action regarding the rights of LGBTI people Washinirton. DC 20006 GLBTQ Legal Advocates & Defenders 30 Winter Street, Suite 800 PC General Operating Support $1,000 Boston, MA 02108-4720 United States GLBTQ Legal Advocates & Defenders 30 Winter Street, Suite 800 PC General Operating Support $750 Boston, MA 02108-4720 United States Global Federation of Animal Sanctuaries PO Box 32294 PC Collaboration and Information Sharing Between Range State Ape Centers in $50,000 Washington, DC 20007 Africa and Asia United States

Attachment D Page 4 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l N ame Grantee Address Tax Class Project Title Amount Global Fund For Women Inc 222 Sutter Street Suite 500 PC Support to advance policy and culture change in Turkey to uphold the Rights $60,000 San Francisco, CA 94109 of LGBTIQ Persons United States Global Greengrants Fund, Inc. 2840 Wilderness Place Suite A PC Arcus Great Ape & Gibbon Conservation Fund and GGF Program Grantmaking $100,000 Boulder, CO 80301 to protect great ape species and their habitats through a grassroots approach United States Global Greengrants Fund, Inc. 2840 Wilderness Place Suite A PC Arcus Great Ape & Gibbon Conservation Fund and GGF Program Grantmaking $100,000 Boulder, CO 80301 to protect great ape species and their habitats through a grassroots approach United States Global Greengrants Fund, Inc. 2840 Wilderness Place Suite A PC Arcus Great Ape & Gibbon Conservation Fund and GGF Program Grantmaking $100,000 Boulder, CO 80301 to protect great ape species and their habitats through a grassroots approach United States Global Witness Lloyds Chambers PC Support to protect Great Ape Habitats in in Liberia, DRC, Borneo, Laos and $100,000 1 Portsoken Street Myanmar through education London E18BT United Kineclorn GLSEN, Inc. 110 William Street, 30th Floor PC Massachusetts Fundraising Drive to celebrate the 25th anniversary of the $5,000 New York, NY 10038 organization's creation in Boston United States GLSEN, Inc. 110 William Street, 30th Floor PC Changing the Game to break down the barriers that prevent LGBT students $50,000 New York, NY 10038 from participating in school sports and PE United States GLSEN, Inc. 110 William Street, 30th Floor PC Global Network to Combat Anti-LGBT Bias and Violence in Schools $1,483 New York, NY 10038 United States GLSEN, Inc. 110 William Street, 30th Floor PC Global Network to Combat Anti-LGBT Bias and Violence in Schools $160,000 New York, NY 10038 United States Gunung Palung Orangutan Conservation PO Box 15680 PC To protect the orangutans in Gunung Palung National Park, Indonesian $75,000 Program, Inc. Boston, MA 02215 Borneo, through environmental education, conservation awareness, United States sustainable develo pment , and enhanced habitat protection Health In Harmony, Inc. 107 SE Washington Street, #480 PC To support orangutan conservation through healthcare service offerings to $83,500 Portland, OR 97214 local villagers in Gunung Palung National Park as part of the Cycle Breaking United States Program: Great Ape Habitat Destruction Poverty and Poor Health Health In Harmony, Inc. 107 SE Washington Street, #480 PC To support orangutan conservation through healthcare service offerings to $93,100 Portland, OR 97214 local villagers in Gunung Palung National Park as part of the Cycle Breaking United States Program: Great Ape Habitat Destruction, Poverty and Poor Health Health In Harmony, Inc. 107 SE Washington Street, #480 PC To support orangutan conservation through healthcare service offerings to $123,400 Portland, OR 97214 local villagers in Gunung Palung National Park as part of the Cycle Breaking United States Program: Great Ape Habitat Destruction, Pove rty and Poor Health Heartland Alliance for Human Needs & Human 208 South LaSalle Street, Suite 1818 PC Global Initiative for Sexuality & Human Rights to provide technical assistance $250,000 Rights Chicago, IL 60604 and re-granting to support LGBT movement building in several countries in U n ited States G lobal So uth

Attachment D Page 5 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Grantee Address Tax Class Project Title Amount Humane Society of the United States 2100 L Street, NW PC General Operating Support $50 Washin gton, DC 20037 Hutan - Kinabatangan Orang-Utan PO Box 17793, PC Integrated Conservation of the Orang-Utan in Sabah, Malaysia to support $170,000 Conservation Project 88874 Kota Kinabalu innovative mechanisms where local development becomes compatible with Sandakan, Sabah 90734 the long-term conservation of the orang-utan and of its habitat Malaysia Hutan - Kinabatangan Orang-Utan PO Box 17793, PC Integrated Conservation of the Orang-Utan in Sabah, Malaysia to support $170,000 Conservation Project 88874 Kota Kinabalu innovative mechanisms where local development becomes compatible with Sandakan, Sabah 90734 the long-term conservation of the orang-utan and of its habitat [1da1 Hutan - Kinabatangan Orang-Utan PO Box 17793, PC Integrated Conservation of the Orang-Utan in Sabah, Malaysia to support $170,000 Conservation Project 88874 Kota Kinabalu innovative mechanisms where local development becomes compatible with Sandakan, Sabah 90734 the long-term conservation of the orang-utan and of its habitat Malavsia In Defense of Animals P.O. Box 2743 PC To support infrastructure development, capacity building, forest protection $40,000 Portland, OR 97208 and salary support United States International Animal Rescue USA PO Box 137 PC General Operating Support $50 Shrewsbu ry, MA 01545 International Gay and Lesbian Human Rights 80 Maiden Lane, Suite 1505 PC General Operating Support $1,000 Commission New York, NY 10038 U nited States International Lesbian and Gay Association rue Rothschild 20 PC General Operating Support $125,000 Geneva 1202 Switzerland International Lesbian and Gay Association rue Rothschild 20 PC General Operating Support $125,000 Geneva 1202 Switzerland International Lesbian and Gay Association rue Rothschild 20 PC General Operating Support $125,000 Geneva 1202 Switzerland International Primate Protection League PO Box 766 PC General Operating Support $90,000 Summerville, SC 29484 United States International Primate Protection League PO Box 766 PC General Operating Support $100 Summerville, SC 29484 International Service for Human Rights Rue de Varembe 1 NC Nationally Advancing LGBT Rights Through Human Rights Defenders $75,000 P.O. Box 16, CH-1211 Geneva 20 CIC Switzerland International Union for Conservation of Nature Rue Mauverney 28 PC Advancing Protection for Southern White-cheeked Gibbons in Phou Hin Poun $164,588 and Natural Resources Gland 1196 National Protected Area, Lao PDR

Attachment D Page 6 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Grantee Address Tax Class Project Title Amount International Union for Conservation of Nature Rue Mauverney 28 PC Support for the Great Ape Section of the IUCN/SSC Primate Specialist Group, $98,296 and Natural Resources Gland 1196 which is responsible for coordinating primate conservation activities globally Switzerland Jane Goodall Institute for Wildlife Research 1595 Spring Hill Rd, Suite 550 PC For the Eastern Democratic Republic of Congo (DRC) - Great Apes $1,000,000 Education & Conservation Vienna, VA 22182 Conservation Action Plan Implementation United States Jane Goodall Institute for Wildlife Research 1595 Spring Hill Rd, Suite 550 PC For the Eastern Democratic Republic of Congo (DRC) - Great Apes $1,000,000 Education & Conservation Vienna, VA 22182 Conservation Action Plan Implementation United States Kalamazoo Community Foundation 402 E. Michigan Avenue PC General Operating Support $250 Kalamazoo, MI 49007 Land Empowerment Animals People - US 3378 Revere Avenue PC Borneo Futures Phase III: influencing policies and land-use to focus more $138,534 Oakland, CA 94605 strongly on the communications and policy-development aspects of United States orangutan conservation Lewis & Clark College 0615 SW Palatine Hill Road PC Tribal LGBT Justice Alliance: A Strategic Cohort to transform Tribal Nations to $54,500 Mailstop 85 become more open and inclusive of LGBT Tribal Citizens and families Portland, OR 97219 United States Lincoln Park Zoological Society 2001 N. Clark Street PC Goualougo Triangle Ape Project in the Republic of Congo, to safeguard the $79,500 Chicago, IL 60614 integrity of ape habitats and enhance the survival prospects of coexisting United States gorillas and chim panzees in timber production forests Lincoln Park Zoological Society 2001 N. Clark Street PC Goualougo Triangle Ape Project in the Republic of Congo, to safeguard the $95,900 Chicago, IL 60614 integrity of ape habitats and enhance the survival prospects of coexisting United States gorillas and chimpanzees in timber production forests Lincoln Park Zoological Society 2001 N. Clark Street PC Model Ape Sanctuary Sustainability Program to create a model partnership $92,250 Chicago, IL 60614 for the ape sanctuary community United States Lincoln Park Zoological Society 2001 N. Clark Street PC Model Ape Sanctuary Sustainability Program to create a model partnership $114,500 Chicago, IL 60614 for the ape sanctuary community United States LSE Enterprise Ltd Houghton Street NC Anglican Communion Homosexual Commission Project to investigate the $68,000 London WC2A 2AE feasibility of an independent commission to investigate the World-Wide United Kingdom Anglican Communion in relation to the criminalization of homosexuality Lukuru Wildlife Research Foundation Inc PO Box 1635 PC Conservation of the Lomami Protected Area and Management of Surrounding $200,000 Marion, OH 43301 Community Forests United States Many Voices 5885 Colorado Avenue, NW, 107 PC General Operating Support $4,000 Washington, DC 20011 United States Many Voices 5885 Colorado Avenue, NW, 107 PC General Operating Support $100,000 Washington, DC 20011 1 United States

Attachment D Page 7 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Gr2ntee Address Tax Class Project Title Amount Many Voices 5885 Colorado Avenue, NW, 107 PC General Operating Support $150,000 Washington, DC 20011 United States MGVP, Inc. PO Box 356 PC Gorilla Doctors: One Health for Mountain Gorillas and Gorilla Conservation $146,000 Davis, CA 95617 Employee Health Program Assessment United States Movement Strategy Center 436 14th Street, 5th Floor PC For the Racial Justice Actiona Center's Solutions Not Punishment Campaign & $75,000 Oakland, CA 94612 Coalition to improve the quality of life for LGBTQ people of color in the United States Atlanta Metro Area Muslim Women's Network UK Ltd The Warehouse NC Strengthening Inclusive Values and Capacity-Building Project to forge a $66,000 54-57 Allison Street partnership with Inclusive Mosque Initiative to help strengthen its Birmingham B5 5TH organizational capacities United Kin National Center for Lesbian Rights 870 Market Street, Suite 370 PC General Operating Support $125,000 San Francisco, CA 94102 United States National Center for Transgender Equality 1325 Massachusetts Ave NW, Ste 700 PC General Operating Support $100,000 Washington, DC 20005 United States National Latina Institute for Reproductive 50 Broad Street Suite 1937 PC General Operating Support $2,000 Health New York, NY 10004 United States National Latina Institute for Reproductive 50 Broad Street Suite 1937 PC General Operating Support $50,000 Health New York, NY 10004 United States National Parks Conservation Association 777 6th Street, NW, Suite 700 PC To support the Campaign to Designate Stonewall Inn as a National Historic $50,000 Washington, DC 20001-3723 Monument United States National Queer Asian Pacific Islander Alliance 233 Fifth Avenue, Ste. 4A PC General Operating Support $3,895 New York, NY 10016 United States New York Shakespeare Festival 425 Lafayette Street PC General Operating Support $1,000 New York, NY 10003 United States North Star Center 930 Burke Street PC General Operating Support $10,000 Winston-Salem, NC 27101 United States Pan African Santuaries Alliance 1405 NE 52nd Ave. PC To support increased capacity of PASA's member sanctuaries and for PASA's $200,000 Portland, OR 97213 organizational development for long-term sustainability United States People For The Ethical Treatment Of Animals 501 Front Street PC Campaign to End the Use of Great Apes in Advertising and Entertainment $134,125 Inc Norfolk, VA 23510 United States

Attachment D Page 8 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

' Legal Name Grantee Address Tax Class Project Title Amount People Resources and Conservation Foundation 1801 Century Park East 24th Floor PC Conservation of the Endangered Western Hoolock Gibbon in the Rakhine $61,856 Los Angeles, CA 90067 Yoma Range of Myanmar United States Political Research Associates 1310 Broadway, Suite 201 PC To develop and propagate a faith-based counter-narrative that respects the $100,000 Somerville, MA 02144-1837 gender and sexuality of all people in Africa United States Positive Results Corporation 1513 East 103rd Street PC Increase the visibility of queer and trans people of color in online media $25,000 Los Angeles , CA 90002 Promundo-Us 1367 Connecticut Avenue, Suite 310 PC International Men and Gender Equality Survey for research on men's gender $52,480 Washington, DC 20036-1872 and LGBTQI attitudes in the Middle East and North Africa United States Reconciling Ministries Network 123 West Madison Street, Suite 2150 PC General Operating Support $200,000 Chicago, IL 60602-4511 United States Roust Theatre Company 424 West 110th Street, Suite 11E PC General Operating Support $1,000 New York, NY 10025 United States Royal Zoological Society of Scotland Edinburgh Zoo PC Chimpanzee Disease and Health Monitoring Programme in the Albertine Rift $62,516 134 Corstorphine Road Region of Western Uganda Edinburgh EH12 6T5 United Kinedom Russia Freedom Fund Kaarli pst. 5-1 NC Empower LGBT Community to Resist Religious Homophobia in Russia $46,000 Tallinn 10119 Estonia Services & Advocacy for Gay, Lesbian, Bisexual 305 Seventh Ave, 15th Floor PC General Operating Support $120 & Transgender Elders, Inc. New York, NY 10001 United States Silvery Gibbon Project PO Box 335 NC For Javan Gibbon Centre Capacity Building to support gibbon conservation $20,000 Como Perth 6952 Australia Silvery Gibbon Project PO Box 335 NC For Javan Gibbon Centre Capacity Building to support gibbon conservation $35,000 Como Perth 6952 Australia Social & Environmental Entrepreneurs SEE, Inc. 23532 Calabasas Road, Suite A PC General Operating Support for BreakOUTI $50,000 Calabasas , CA 91302 Soulforce, Inc. P.O. Box 2499 PC General Operating Support $100,000 Abilene, TX 79604 United States Southerners On New Ground PO Box 11250 PC General Operating Support $150,000 Atlanta, GA 30310 United States Spelman College 350 Spelman Lane SW, Box 1551 PC Arcus Scholarship at Spelman College, available for a sophomore who $50,000 Atlanta, GA 30314-4399 identifies with and who has shown promise of becoming a strong leader and U nit ed States for the LG BT comm u nity

Attachment D Page 9 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Grantee Address Tax Class Project Title Amount Stichting Hivos (Humanist Institute for Raamweg 16 PC To support policy and culture change regarding SOGI human rights, primarily $175,000 Cooperation with Developing Countries) The Hague 2596 via regranting Netherlands Stonewall Equality Limited Tower Building NC Empowering Trans Communities to comprehensively and strategically $50,000 York Road integrate trans specific work into all key campaigning and programme London SE17NX outputs to achieve trans equality United K* dom Stonewall Equality Limited Tower Building NC Empowering Trans Communities to comprehensively and strategically $50,000 York Road integrate trans specific work into all key campaigning and programme London SE17NX outputs to achieve trans equality United edom Sundance Institute 5900 Wilshire Boulevard, Suite 800 PC Arcus Foundation (LGBT Documentary Film) Fund and to assist filmmakers $200,000 Los Angeles, CA 90036 exploring LGBT issues through documentary film projects United States Sundance Institute 5900 Wilshire Boulevard, Suite 800 PC Arcus Foundation (LGBT Documentary Film) Fund and to assist filmmakers $200,000 Los Angeles, CA 90036 exploring LGBT issues through documentary film projects United States Sylvia Rivera Law Project Inc 147 West 24th Street, 5th Floor PC General Operating Support $1,000 New York, NY 10011 United States Sylvia Rivera Law Project Inc 147 West 24th Street, 5th Floor PC General Operating Support $100,000 New York, NY 10011 United States Szimpozion Egyesulet Tomon koz 12.1./4. NC Dialogue Workshop: LGBT Christian Forum to support a new discussion $31,787 Budapest H-1138 between Christian LGBTQ people and churches in Hungary HunQarv Tacugama Chimpanzee Sanctuary Mountain Road NC Animal food and staff stipends to maintain the high standard care of the $25,000 Freetown 0000 chimpanzees with good quality food and all needed supplements Sierra Leone The Black Church Center for Justice and 1341 G Street NW 5th Floor PC General Operating Support $75,000 Equality Washington, DC 20005 United States The Bottom Line, Inc. 500 Amory Street, Suite 3 PC General Operating Support $150 Jamaica Plain, 02130 The Film Collaborative, Inc. 3405 Cazador Street PC To support the television series "Heroes and Heretics: Uncovering the History $75,000 Los Angeles, CA 90065 of Same-Sex Desire" United States The Humane Society of the United States 12526 Co Rd 3806 PC Black Beauty Ranch's participation in Great Apes Giving Day 2015 $1,000 Murchison, TX 75778 United States The Humane Society of the United States 2100 L Street, NW PC Chimps Deserve Better campaign to end the use of chimpanzees in invasive $100,000 Washington, DC 20037 research and retire chimpanzees to appropriate sanctuaries United States

Attachment D Page 10 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l N ame Grantee Address Tax Class Project Title Amount The New Press 120 Wall Street, 31st Floor PC Publication of Three Photography Books to address Identity Issues in LGBT $300,000 New York, NY 10005 Rights Context United States The New York Public Library Astor Lenox And Fifth Avenue and 42nd Street PC Baldwin Archives Access Project for cataloging the personal papers of James $25,000 Tilden Foundations New York, NY 10018 Baldwin (1924-1987), the premier African-American, gay writer and United States intellectual who would not hide his sexual identity The Nonhuman Rights Project, Inc. 5195 NW 112th Terrace PC General Operating Support $50,000 Coral Springs, FL 33076 United States The Nonhuman Rights Project, Inc. 5195 NW 112th Terrace PC General Operating Support $50,000 Coral Springs, FL 33076 United States The Other Foundation Postnet Suite 209 PC Support to implement a fundraising campaign targeting LGBTI donors to $22,500 Private Bag X31 expand individual giving in South Africa Saxonwold 2132 S=h Africa Thinking Animals, Inc. 311 East 72 Street PC ReThinking Animals Conference to provide broader perspectives on the $100,000 New York, NY 10021 nature of our relationship with other species United States Transgender Europe Warthestr. 58 NC For Transrespect versus Transphobia Worldwide (TvT), a global research $167,000 Berlin 12051 project that documents the human rights circumstances of gender-variant Germany and trans peo ple worldwide Transgender Law Center 1629 Telegraph Avenue, Suite 400 PC General Operating Support $1,000 Oakland, CA 94612 United States Transgender Resource Center of New Mexico 5308 Rosemont Ave NE PC General Operating Support $75,000 Albuquerque, NM 87110 United States Trustees of Columbia University in the City Of Sponsored Projects Administration PC To support the participation of one LGBT advocate in the 2016 Human Rights $33,500 New York 615 West 131st Street, Room 254, Advocates Program of the Center for the Study of Human Rights Mail Code 8725 New York, NY 10027

Trustees of Columbia University in the City Of Sponsored Projects Administration PC Center on African-American Religion, Sexual Politics & Social Justice (CARSS) $200,000 New York 615 West 131st Street, Room 254, to advance the moral and civil equality of LGBTQ persons in black churches Mail Code 8725 and communities New York, NY 10027 -United-States Trustees of Columbia University in the City Of Sponsored Projects Administration PC Center on African-American Religion, Sexual Politics & Social Justice (CARSS) $200,000 New York 615 West 131st Street, Room 254, to advance the moral and civil equality of LGBTQ persons in black churches Mail Code 8725 and communities New York, NY 10027

Attachment D Page 11 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Legal Name Grantee Address Tax Class Project Title Amount Trustees of Columbia University in the City Of Sponsored Projects Administration PC To support the participation of one LGBT advocate in the 2017 Human Rights $31,000 New York 615 West 131st Street, Room 254, Advocates Program of the Center for the Study of Human Rights Mail Code 8725 New York, NY 10027

UHAI - The East African Sexual Health and Suite 5, Rosami Court, Munnga Road, PC To support policy and culture change activities, primarily via regranting in $100,000 Rights Initiative Kilimani East African countries and building the capacity of constituency groups P.O. Box 7144-00300 Nairobi 00300 UHAI - The East African Sexual Health and Suite 5, Rosami Court, Muringa Road, PC Changing Faces Changing Spaces Conference, an Africa-wide activist-led $100,000 Rights Initiative Kilimani biennial convening of the continent's LGBTI and sex worker activists and P.O. Box 7144-00300 partners Nairobi 00300 Ujamaa Centre for Community Development School of Religion, Philosophy, and Classics, PC For training Anglican Diocese leaders using biblical and theological resources $28,000 and Research University of KwaZulu-Natal for social transformation, including economic justice, HIV and AIDS, gender Private Bag X01, Scottsville violence, sexuality, masculinity, and ecology Pietermaritzburg, KwaZulu-Natal 3209 rq, ouch Affira University of Chicago 6054 S. Drexel, Suite 300 PC Black Youth Project (BYP100), a project committed to advancing a public $100,000 Sponsored Award Accounting policy agenda and increasing the visibility of young Black LGBT activists in the Chicago, IL 60637 mainstream racial justice and LGBT rights movement United States_ University of Chicago 6054 S. Drexel, Suite 300 PC Black Youth Project (BYP100), a project committed to advancing a public $100,000 Sponsored Award Accounting policy agenda and increasing the visibility of young Black LGBT activists in the Chicago, IL 60637 mainstream racial justice and LGBT rights movement United States University of Chicago 6054 S. Drexel, Suite 300 PC General Operating Support $100 Sponsored Award Accounting Chicago-IL 60637 University of Kent The Registry PC To support the Degraded Landscapes: Palm Oil Use in Chimpanzees Survey $37,500 Canterbury CT2 7NZ and Assessment Project United Kingdom University of Kent The Registry PC To support the Degraded Landscapes: Palm Oil Use in Chimpanzees Survey $37,500 Canterbury CT2 7NZ and Assessment Project United Kingdom University of Southern California Office of Contracts and Grants PC Annenberg School for Communications and Journalism's Religion Dispatches, $100,455 3720 South Flower Street, CUB 3rd Floor an online magazine covering religion, politics and culture including Religious Los Angeles, CA 90089-0701 Liberty and LGBTQ Issues Un*ted States University of Southern California Office of Contracts and Grants PC Annenberg School for Communications and Journalism's Religion Dispatches, $99,545 3720 South Flower Street, CUB 3rd Floor an online magazine covering religion, politics and culture including Religious Los Angeles, CA 90089-0701 Liberty and LGBTQ Issues I United States

Attachment D Page 12 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l Name Grantee Address Tax Class Project Title Amount University of Washington 4333 Brooklyn Ave NE PC The Social Cognitive Development Lab's TransYouth Project, the country's $100,000 Box 359472 first large-scale, national, longitudinal study of transgender children's Seattle, WA 98195-9472 development United States University of Washington 4333 Brooklyn Ave NE PC The Social Cognitive Development Lab's TransYouth Project, the country's $100,000 Box 359472 first large-scale, national, longitudinal study of transgender children's Seattle, WA 98195-9472 development United States Western Cape Provincial Council of Churches No 2 Lente Road NC LGBTI Gender Justice Project to engage religious leaders and utilize the $37,500 Sybrand Park, Athlone ecumenical movement to advocate for gender justice in religious and public Cape Town 8000 spaces h Afnca Western Cape Provincial Council of Churches No. 2 Lente Road NC LGBTI Gender Justice Project to engage religious leaders and utilize the $37,500 Sybrand Park, Athlone ecumenical movement to advocate for gender justice in religious and public Cape Town 8000 spaces South Africa Whitley Fund for Nature Unit 6 Walmer Courtyard PC To support three Whitley Awards for Conservation Leaders in ape range $100,000 225 Walmer Road states in Africa and South East Asia London W114EY United Kinadom Wikimedia Foundation, Inc. 149 New Montgomery, 6th Floor PC General Operating Support $50 San Francisco , CA 94105 Wildlife Conservation Society 2300 Southern Blvd PC For the Republic of Congo Great Ape Health Program to strengthen in- $89,651 Bronx, NY 10460 country laboratory capacity and professional staffing United States Wildlife Conservation Society 2300 Southern Blvd PC For the Republic of Congo Great Ape Health Program to strengthen in- $88,844 Bronx, NY 10460 country laboratory capacity and professional staffing U nited States Wildlife Conservation Society 2300 Southern Blvd PC For Hoolock Gibbon Conservation in the Htamanti Wildlife Sanctuary, $143,416 Bronx, NY 10460 Myanmar United States WNYC Radio 160 Varick Street PC General Operating Support $120 New York, NY 10013 Women Make Movies Inc 115 West 29th Street, Suite 1200 PC For Gender Proud's efforts around elevating visibility and advancing gender $25,000 New York, NY 10001 marker rights for the transgender community in the Philippines United States Yayasan IAR Indonesia JI. Curug Nangka BI. Pasir Loji NC To support the Orangutan Rehabilitation Center in West Kalimantan, Borneo, $14,000 Kel. Sukajadi, Kec. Indonesia Tamansan Ciapus 16610 Indonesia Yayasan IAR Indonesia JI. Curug Nangka BI. Pasir Lop NC To support capacity building for an orangutan rehabilitation and release $137,500 Kel. Sukajadi, Kec. program in West Kalimantan, Borneo, Indonesia Tamansari Ciapus 16610

Attachment D Page 13 of 14 Arcus Foundation EIN #38-3332791 2015 Grants Payable Part XV - Line 3b Approved for future payment

Lega l N ame Grantee Address Tax Class Project Title Amount Zoological Society of London Regent's Park PC Wildlife Wood Project to ensure responsible wildlife management in priority $83,920 London NW14RY areas for great ape conservation in Cameroon through improved logging United Kingdom practices and sustainable natural resource management Zoological Society of London Regent's Park PC Wildlife Wood Project to ensure responsible wildlife management in priority $72,243 London NW1 4RY areas for great ape conservation in Cameroon through improved logging United Kingdom practices and sustainable natural resource management Zoological Society Of San Diego PO Box 120551 PC To strengthen conservation of the Ebo forest in Cameroon through $90,787 San Diego, CA 92112-0551 monitoring threats, developing community led conservation initiatives, and United States buil di ng the next generatio n of co nservation is s Total Grants Payable in 2015 $ 17,025, 502

NOTE: The Arcus Foundation makes some large grants in the form of a transfer of shares of stock rather than cash. The Foundation makes such transfers of stock in the amount of 98% of the payment due a grantee. If certain conditions are met, the Foundation pays the grantee the difference between the grant payment due and the proceeds the grantee receives from the sale of the stock. Depending on the timing and proceeds of the grantee's sale of the stock, the grant amount reported on the Grants Paid Report (which is the grant amount shown on the Foundation's books) and the grant amount shown on the Expenditure Responsibility Grants Report (which is the total amount actually received by the grantee) may differ.

Attachment D Page 14 of 14 ATTACHMENT E

Arcus Foundation EIN #38-3332791 Form 990-PF December 31, 2015

Founded in 2000 by Jon Stryker, the Arcus Foundation is a leading global foundation dedicated to the idea that people can live in harmony with one another and the natural world. Arcus believes that respect for diversity among peoples and in nature is essential to a positive future for our planet and all its inhabitants. We work with experts and advocates for change to ensure that LGBT people and our fellow apes thrive in a world where social and environmental justice are a reality.

To be eligible for funding consideration, applicant organizations must have in place a board-approved Equal Employment Opportunity (EEO) policy that specifically references sexual orientation and gender identity as protected categories, and is in compliance with all other applicable EEO laws.

For more information visit www.arcusfoundation.org or connect with us @ facebook.com/arcusfoundation or @twitter.com/arcusfoundation Arcus Foundation EIN 038.3332791 2015 Expenditure Responsibility Grants

Grant ID Organization Legal Name Approval Date Gran Grant Description Payments Payment Date Amount Balance of Funds Diversion of Grant Funds 1038 Schedule Date Received Date Organization Address Amount Made t o Expended by Grantee Grantee

1407-731 Akahata - Equipo de Trabajo en Sexualidades y 9/11/2014 $30,000 To support Latin America and the Caribbean $10,000 10/8/2014 $5,394 $4,606 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 1/30/2015 Generos advocacy on SOLI human rights issues at the has not made any diversion of funds from the Financial Report Parana 157 Dto F Organization of American States and the United purpose of the grant Buenos Aires, Argentina Nations

$10,000 3/11/2015 $14,606 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 10/31/2015 11/1/2015 has not made any diversion of funds from the Financial Report purpose of the grant

1505-1269 Akahata - Equipo de Trabajn en Sexualidades y 10/2/2015 $37,500 To advance human rights through international $7,500 10/20/2015 $5,919 $1,581 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/30/2016 Generos advocacy at Human Rights through International has not made any diversion of funds from the Financial Report Parana 157 Dto F Advocacy at OAS and the United Nations purpose of the grant Buenos Aires, Argentina Narrative & 1/31/2017 Not Due Financial Report

1412 1132 The Albert Kennedy Trust 12/3/2014 $15,700 To support the development and first year delivery $15,700 4/2/2015 53,925 $11,775 To the knowledge of Arcus Foundation, the Grantee Narrative & 4/30/2015 4/21/2015 AKT Outpost of a UK national online E Mentoring service has not made any diversion of funds from the Financial Report 1 Osborne Road purpose of the grant Jesmond, Newcastle upon Tyne NE2 2AA United Kingdom $11,775 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 4/28/2016 has not made any diversion of funds from the Financial Report purpose of the grant

1410 1034 The Arab Foundation for Freedoms and 12/15/2014 $47,000 To strengthen the role of civil society in promoting $47,000 1/16/2015 $47,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 7/31/2015 9/11/2015 Equality human rights and democratic reform by developing has not made any diversion of funds from the Financial Report Alfred Naccach Street tools to understand the views on sexuality in purpose of the grant Doeuihy Building, 3rd Floor, PO Box 167043 Lebanese society Achrafief, Lebanon

1301 08 Allied Rainbow Communities International 3/13/2013 $400,000 To strengthen both the participation of LGBT $200,000 7/30/2013 $94,875 $105,125 To the knowledge of Arcus Foundation, the Grantee Narrative & 7/31/2013 4/25/2014 (aka ARC International) groups In UN processes and the engagement of has not made any diversion of funds from the Financial Report 132 Prince Albert Road mainstream human rights organizations In support purpose of the grant Dartmouth, Nova Scotia of LGBT rights Canada B2y 1M6

$200,000 5/14/2014 $200,000 $105,125 To the knowledge of Arcus Foundation, the Grantee Narrative & 7/31/2014 9/18/2014 from has not made any diversion of funds the Financial Report purpose of the grant

$105,125 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 4/30/2015 5/1/2015 has not made any diversion of funds from the Financial Report purpose of the grant

1508-1393 Atlantic Monthly Group, Inc 10/23/2015 $100,000 To support the initial AtlanhcLNE LGBT summit to $100,000 11/5/2015 $100,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 2/29/2016 3/2/2016 600 New Hampshire Avenue Northwest analyze how the evolution of equal rights for LGBT has not made any diversion of funds from the Financial Report Washington, DC 20037 Identified people Is transforming our society purpose of the grant USA

Attachment F Page 1 of 10 Arcus Foundation EIN #38-3332791 2015 Expenditure Responsibility Grants

Gran ID Organization Legal Name Approval Date Grant Grant Description Payments Payment Date Amount Balance of Funds Diversion of Grant Funds Type Schedule Date Received Date Organi zation Address Amount Made to Expended by Grantee Gran tqt 1409- 1021 Centre for Research in Anthropology 12/15/2014 $30,000 To promote Chimpanzee Conservation in Guinea- $30,000 1/ 22/2015 $0 $30,000 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 4/4/2016 Av Das Forcas Armadas, Ed 15CTE- IUL Bissau , West Africa through a workshop in has not made any diversion of funds from the Financial Report 1649-026 Lisboa collaboration with key local and government purpose of the grant Lisboa 1069-061 stakeholders to increase awareness , identify the Portugal main conservation threats , and to develop potential strategies Narrative & 1/31/2017 Not due Financial Report

1407 729 Chemcheml Ya Ukweh 10/22/2014 $50, 000 To support the Together for Transformation project $50, 000 11/4/2014 $1, 582 $48,418 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 1/27/2015 1st Floor, Waumanl House which is an inter-rellglous Pan African collaboration has not made any diversion of funds from the Financial Report PO Box 14370 to address the effects of gender injustice purpose of the grant Nairobi City, Nairobi Area Kenya $ 48,418 $0 To the knowledge of Arcus Foundation , the Grantee Narrative & 1/31/2016 11/6/2015 has not made any diversion of funds from the Financial Report purpose of the grant

1504- 1263 Comitd IDAHO 11/ 16/2015 $50,000 LGBTI Organisation Capacity Development $50,000 11 / 23/2015 $0 $50,000 Narrative & 1/31/2017 Not due 32 rue de la Mare Financial Report Paris 75011 France

1501 - 1179 The Communicationist , LLC 2/24/2015 $ 25,000 To develop the Quist application to teach youth $25,000 3/3/2015 525,000 50 To the knowledge of Artus Foundation , the Grantee Narrative & 1/31/2016 1/31/2016 8704 63rd Avenue about LGBTQ history outside of school has not made any diversion of funds from the Financial Report Berwyn Heights, MD 20740 purpose of the grant

1409- 1012 Communication Workers of Amenca 12/ 1/2014 $10,000 To support the production of The Rugby Player $10, 000 12/17/2014 510,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 6/30/2015 7/6/2015 501 3rd Street NW documentary which provides insight on LGBT and has not made any diversion of funds from the Financial Report Washington , DC 20001 labor rights purpose of the grant USA

1510- 1429 Equality Myanmar 12/1/2015 $15,000 LGBT Capacity Development and Mentonng Project $15 , 000 12/16/2015 $15, 000 $0 Narrative & 7/31/2016 Not Due No 302 , Building F, Anorahta Housing to empower marginalized and underrepresented Financial Report Compound group through capacity development and Between Pyay Road and Innsein Road Yangon mentoring 11041 Burma

1304 - 24 European Forum of Lesbian and Gay Christian 12/13/2013 $117 , 000 To support leadership training for LGBT Christian $ 75,000 2/12/2014 $53,723 $21 ,277 To the knowledge of locus Foundation, the Grantee Narrative & 1/31/2015 1/31/2015 Groups leaders in Eastern Europe and Central Asia has not made any diversion of funds from the Financial Report Ungerpleln 16 b purpose of the grant NL-3033 BV Rotterdam , Netherlands $42,000 2/ 11/2015 $28,236 $35, 041 To the knowledge of Arcus Foundation , the Grantee Narrative & 1/31/2016 1/31/2016 has not made any diversion of funds from the Financial Report purpose of the grant Narrative & 6/30/2016 Not Due Financial Report

1409-9B1 European Forum of Lesbian and Gay Christian 12/12/2014 $134 ,000 To support institutional and advocacy capacity to $ 71,000 1/ 13/2015 $56,886 $14, 114 To the knowledge of Arcus Foundation , the Grantee Narrative & 1/31/2016 1/31/2016 Groups combat religious based homophobia in Europe has not made any diversion of funds from the Financial Report Ungerplein 16b purpose of the grant NL- 3033 BV Rotterdam , Netherlands Narrative & 1/31/2017 Not Due Financial Report

Attachment F Page 2 of 10 Arcus Foundation EIN #38-3332791 2015 Expenditure Responsibility Grants

Grant ID Organization Leal Name Approval Date Grant Grant Description Payments Payment Date Amoun t Balance of Funds Diversion of Grant Funds Type Schedule Date Recelved Date Organization Address Amount Made to Expended by to Grantee 1410-1037 European Network on Religion and Belief 12/15/2014 $20,000 To promote mutual understanding and reduce $20,000 1/22/2015 $20,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/16/2016 (ENORB) prejudice and discrimination against LGBT people in has not made any diversion of funds from the Financial Report Rue England faith communities purpose of the grant Brussels 1180 Belgium

1411-1096 European Region of the International Lesbian, 3/23/2015 $262,500 Creating Opportunities to drive progress for LGBTI $112,500 4/14/2015 $99,272 $13,228 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/1/2016 Gay, Bisexual, Trans and Intersex Association communities in Europe has not made any diversion of funds from the Financial Report Rue du Trbne 60 purpose of the grant Brussels 1050 Belgium

Narrative & 1/31/2017 Not Due Financial Report

1507-1335 Euroregional Center for Public Initiatives 11/24/2015 $50,000 To support the Eastern European LGBT Faith Group $50,000 12/16/2015 $0 $50,000 Narrative & 1131/2017 Not Due BI Nicolae Balcescu 33 Empowerment The LGBTI Equality Project Financial Report UNIC, sc A, ap 90 Bucharest 010045 Romania

1502-1232 Freemind Beauty, LLC 6/18/2015 $200,000 The Trans List documentary to provide a platform $200,000 9/15/2015 5200,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 3/7/2016 6601 Rannoch Rd for 16 transgender individuals to tell their stories has not made any diversion of funds from the Financial Report Bethesda, MD 20817 about identity, family, career, love, struggle and purpose of the grant US accomplishment

Narrative & 10/31/2016 Not Due Financial Report

1408-935 Gender Dynamlx 12/15/2014 $100,000 Support for regional advocacy and the strategic $100,000 3/11/2015 $70,905 $29,095 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/3/2016 PO Box 347 plan around regional and international human has not made any diversion of funds from the Financial Report Athlone rights training and developing a positional paper on purpose of the grant Capetown 7760 access to health for trans' people South Africa

Narrative & 4/30/2016 Not due Financial Report

1508-1383 Gender DynamiX 9/30/2015 Support for regional advocacy and the strategic $2,500 10/20/2015 $2,500 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/9/2016 PO Box 347 plan around regional and international human has not made any diversion of funds from the Financial Report Athlone rights training and developing a positional paper on purpose of the grant Capetown 7760 access to health for trans' people South Africa

1510-1451 Gender DynamIX 12/17/2015 Support for regional advocacy and the strategic $100,000 3/2/2016 $0 $100,000 Narrative & 1/31/2017 Not Due PO Box 347 plan around regional and International human Financial Report Athlone rights training and the developing a positional Capetown 7760 paper on access to health for trans' people South Africa

Narrative & 4/30/2017 Not Due Financial Report

1410-1061 Gill Foundation 11/19/2014 $100,000 To support the Religious Exemptions Research $100,000 12/15/2014 $0 $100,000 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 1/26/2015 2215 Market Street Initiative of the Movement Advancement Project has not made any diversion of funds from the Financial Report Denver, CO 80205 (MAP) purpose of the grant $100,000 $0 To the knowledge of locus Foundation, the Grantee Narrative & 7/31/2015 2/8/2016 has not made any diversion of funds from the Financial Report purpose of the grant

Attachment F Page 3 of 10 Arcus Foundation EIN #38-3332791 2015 Expenditure Responsibility Grants

Grant D Orvanlratlon Legal Name Approval Date Grant Grant Description Payments Payment Date Amount Balance of Funds Diversion of Grant Funds Type Schedule Date Received Date Organization Address Amount Made to Expended by Grantee Grantee 1411-1086 Global Eye Trust 2/3/2015 $70,000 Project Corvus to study the criminal networks $70,000 2/24/2015 $70,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/6/2016 33 Edith Cavell Street behind the trafficking of apes In Asia has not made any diversion of funds from the Financial Report Port Louis purpose of the grant Mauritius

1402-2084 Human Dignity Trust 6/27/2014 $300,000 To support Global South Litigation to challenge laws $150,000 7/29/2014 $112,500 $37,500 To the knowledge of Arcus Foundation, the Grantee Narrative & 4/30/2015 5/12/2015 14 Hatton Gardens, 3rd Floor criminalizing private consensual same-sex conduct has not made any diversion of funds from the Financial Report London, UK ECON BAT purpose of the grant

$150,000 6/17/2015 $187,500 Narrative & 4/30/2016 Not Due Financial Report Narrative & 7/31/2016 Not Due Financial Report

1303-09 Inclusive & Affirming Ministries 9/19/2013 $100,000 For support for the Regional Partnerships Africa $50,000 10/24/2013 $11,758 $38,242 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2014 11/14/2014 6 Sllwerkrun, Van Breda Street protect to hold six meetings with faith leaders In has not made any diversion of funds from the Financial Report Durbanvllle, Cape Town, South Africa 7551 Kenya and Botswana, in order to reduce violence, purpose of the grant persecution and criminalitatlon of LGBTI persons

$30,733 $7,509 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 1/28/2015 from has not made any diversion of funds the Financial Report purpose of the grant $50,000 2/11/2015 $57,509 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/6/2016 has not made any diversion of funds from the Financial Report purpose of the grant

1410-1041 The Inner Circle 12/15/2014 $100,000 To support incluslvlty for queer Muslims through $100,000 1/13/2015 $96,761 $3,239 To the knowledge of Arcus Foundation, the Grantee Narrative & 10/31/2015 10/31/2015 P 0 18107 training, retreats and conferences for activists and has not made any diversion of funds from the Financial Report Wynberg religious leaders to encourage social change for purpose of the grant 7824 Muslim LGBT persons Cape Town, Western Cape South Africa $3,239 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/9/2016 has not made any diversion of funds from the Financial Report purpose of the grant

1504-1264 The Inner Circle 7/15/2015 $50,000 For the Annual International Retreat, the only space $50,000 7/15/2015 $50,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 10/31/2015 10/31/2015 P 0 18107 for International movement building with strategic has not made any diversion of funds from the Financial Report Wynberg partners such as queer Muslim activists purpose of the grant 7824 Cape Town, Western Cape South Africa Grant Reporting satisfied with an Equivalency Determination put In place in 2016

1401-03 International Lesbian and Gay Association 3/25/2014 $220,000 To support advocacy trainings at regional (Asia and $124,690 4/11/2014 $121,615 $3,275 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 2/17/2015 17 Rue de la Charite Oceania) and world (Mexico) ILGA conferences, an has not made any diversion of funds from the Financial Report Brussels, Belgium 1210 Interfaith pre-conference at the Mexico ILGA World purpose of the grant Conference and the development of a transgender program $95,110 3/11/2015 $98,385 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 3/28/2016 has not made any diversion of funds from the Financial Report purpose of the grant

1401-04 International Service for Human Rights 3/25/2014 $75,000 To strengthen support for recognition and $75,000 4/11/2014 $57,761 $17,239 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 2/5/2015 Rue the Varembe 1 protection of LGBT human rights at the United has not made any diversion of funds from the Financial Report PO Box 16, CH 1211 Nations purpose of the grant Geneva 20 CIC Swltxerland $17,239 $0 To the knowledge of Amos Foundation, the Grantee Narrative & 4/30/2015 10/22/2015 has not made any diversion of funds from the Financial Report purpose of the grant

Attachment F Page 4 of 10 Arcus Foundation EIN 038-3332791 2015 Expenditure Responsibility Grants

Grant ID Organization Legal Name Approval Date Gran Grant Description Payments Payment Date Amount Balance of Funds Diversion of Grant Funds Type Schedule Date Received Date Organtnatlon Address Amount Made to Expended by Grantee Grantee 1411-1105 International Service for Human Rights 3/23/2015 $131,250 To contribute to significant developments In $56,250 4/6/2015 $40,805 $15,445 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/31/2016 Rue de Varembe 1 advancing LGBT rights thourgh human rights has not made any diversion of funds from the Financial Report PO Box 16, CH-1211 defenders in International and human rights purpose of the grant Geneva 20 CIC systems Switzerland Narrative & 1/31/2017 Not Due Financial Report

1409 977 Iranti-Org 11/25/2014 $100,000 To strengthen documentation and reporting of 5100,000 12/16/2014 $11,393 $98,607 To the knowledge of Arcus Foundation, the Grantee Narrative & 3/31/2015 6/22/2015 281 Jan Smuts Avenue LGBTI human rights violations in Africa has not made any diversion of funds from the Financial Report 1st Floor Dunkeld West Centre purpose of the grant Johannesburg 2196 South Africa $88,607 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 3/31/2016 5/11/2016 has not made any diversion of funds from the Financial Report purpose of the grant

1508-1360 Jerusalem Open House for Pride and Tolerance 8/4/2015 $20,000 Teen and Youth Center Programming to offer $20,000 8/12/2015 520,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 2/1/2016 PO Boa 1305 LGBTQ youth a safe space and support framework has not made any diversion of funds from the Financial Report Jerusalem 91026 in which to address their sexual and gender purpose of the grant Israel identities and provide leadership opportunities

0803-32 Land Empowerment Animals People - US 9/12/2008 $61,000 For the KOPEL cooperative to complete the $61,000 10/28/2008 $17,176 $43,824 To the knowledge of Arcus Foundation, the Grantee Narrative, capital 1/31/2009 3/18/2009 & 3378 Revere Avenue construction of the community-owned Tungog has not made any diversion of funds from the & Financial Report 4/27/2009 Oakland, CA 94605 Rainforest Eco Camp In Sabah, Malaysia (orangutan purpose of the grant habitat) $43,924 $0 To the knowledge of Arcus Foundation, the Grantee Narrative, capital 3/31/2009 5/30/2009 & has not made any diversion of funds from the & Financial Report 1/8/2010 purpose of the grant

To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2010 1/8/2010 has not made any diversion of funds from the purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2011 7/4/2011 has not made any diversion of funds from the purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 7/31/2012 (FYE 7/28/2012 has not made any diversion of funds from the change) purpose of the grant

To the knowledge of Arcus Foundation, the Grantee Capital Report 7/31/2013 11/26/2013 has not made any diversion of funds from the purpose of the grant

To the knowledge of Arcus Foundation, the Grantee Capital Report 7/31/2014 8/4/2014 has not made any diversion of funds from the purpose of the grant

To the knowledge of Arcus Foundation, the Grantee Capital Report 7/31/2015 7/28/2015 has not made any diversion of funds from the purpose of the grant Capital Report 7/31/2016 Not Due through 1/31/2019

1509-1401 LSE Enterprise, Ltd 12/14/2015 $68,000 To support the Anglican Communion Homosexual $0 n/a $0 $0 Grant cancelled before payment processed All Not Due Houghton Street Decriminalisation Commission Scoping Project reporting on this grant has been satisfied London WC2A 2AE UK

Attachment F Page 5 of 10 Arcus Foundation EIN 438-3332791 2015 Expenditure Responsibility Grants

Grant ID Orstanlzatlon Legal Name Approval Date Grant Grant Description Payments Payment Date Amou nt Balance of Funds Diversion of Grant Funds Type Schedule Date Received Date Organization Address Amoun t Made to Expended by Grantee Grantee 1410-1038 Malawi Network of Religious Leaders Living 3/18/2015 $75,000 Building LGBTI Inclusive Faith Communities around $75,000 4/1/2015 $75,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 4/6/2016 with or Personally Affected by HIV and AIDS LGBTI Inclusion and responding to increasing has not made any diversion of funds from the Financial Report (MANERELAa) homophobia and stigma perpetuated by faith purpose of the grant Area 14 34C communities and the legal environment in Malawi LILONGWE 3, Lilongwe BAG 307 Malawi

1509 1402 Muslim Women's Network UK Ltd 12/14/2015 $66,000 For support for the partnership with the Inclusive $66,000 1/12/2016 $4,620 $61,380 To the knowledge of Arcus Foundation, the Grantee Narrative & 4/30/2016 4/28/2016 The Warehouse Mosque Initiative has not made any diversion of funds from the Financial Report 54-57 Allison Street purpose of the grant Birmingham B5 5TH United Kingdom

Narrative & 1/31/2017 Not due Financial Report

1000-29 01 Peleta Conservancy Limited 10/11/2010 $215,389 To complete construction of a new house for $75,000 12/1/2010 $33,881 $41,119 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 1/31/2011 1/31/2011 & Private Bag orphaned chimpanzees and a house for the has not made any diversion of funds from the & Financial Report 2/14/2011 Nanyukl, 10400 manager of the Sweetwaters Chimpanzee purpose of the grant Kenya Sanctuary $95,000 6/7/2011 $0 $136,119 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 1/31/2012 1/31/2012 has not made any diversion of funds from the & Financial Report purpose of the grant $45,389 6/17/2011 $137,565 $43,943 To the knowledge of Arcus Foundation, the Grantee Additional 6/30/2012 7/19/2012 has not made any diversion of funds from the Reporting purpose of the grant $37,815 $6,128 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 1/31/2013 4/18/2013 has not made any diversion of funds from the & Financial Report purpose of the grant $6,128 $0 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 1/31/2014 2/11/2014 has not made any diversion of funds from the & Financial Report purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2015 1/29/2015 has not made any diversion of funds from the purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2016 1/29/2016 has not made any diversion of funds from the purpose of the grant Capital Report 1/31/2017 Not Due through 1/31/2020

1DOC-32 01 PeJeta Conservancy Limited 12/21/2010 $60,000 For the development of a health monitoring $50,000 2/25/2011 $0 $50,000 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 4/15/2011 4/27/2011 Private Bag program at the Sweetwaters Chimpanzee has not made any diversion of funds from the & Financial Report Nanyuki, 10400 Sanctuary, and to Improve the staff housing at the purpose of the grant Ken ya Sanctua ry $10,000 S/25/2011 $54,633 $5,367 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 1/31/2012 1/31/2012 has not made any diversion of funds from the & Financial Report purpose of the grant

$5,367 $0 To the knowledge of Arcus Foundation, the Grantee Narrative, Capital 1/31/2013 4/18/2013 has not made any diversion of funds from the & Financial Report purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2014 2/24/2014 has not made any diversion of funds from the purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2015 1/29/2015 has not made any diversion of funds from the purpose of the grant To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/2016 1/29/2016 has not made any diversion of funds from the purpose of the grant Ca ital Report 1/31/2017 Not Due

Attachment F Page 6 of 10 Arcus Foundation EIN #38-3332791 2015 Expenditure Responsibility Grants

Grant ID Organization Legal Name Approval Date Gran Grant Descrlutlon Payments Payment Date Amount Balance of Funds Diversion of Grant Funds lope Schedule Date Received Date Organization Address Amount Made to Expended by Grp Grantee

1303-44 01 Pejeta Conservancy Limited 9/19/2013 $302,683 To Identify chimpanzees In need of refuge and $96,871 12/12/2013 $8,806 $88,065 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2014 3/11/2014 Private Bag assist in moving them to appropriate sanctuaries has not made any diversion of funds from the Financial Report Nanyuki, 10400 where space is available, and to conduct an purpose of the grant Kenya Investigation into the Illegal smuggling of great apes, map the trade routes, expose traders and report on the numbers of apes involved and their survival rate $97,516 10/9/2014 $69,631 $115,950 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 2/27/2015 has not made any diversion of funds from the Financial Report purpose of the grant

$108,296 10/9/2015 $59,563 $164,683 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/29/2016 has not made any diversion of funds from the Financial Report purpose of the grant Narrative & 1/31/2017 Not Due Financial Report

1406-714 01 Pefeta Conservancy Limited 8/20/2014 $172,621 To support the Long Term Sustainability of $172,621 10/8/2014 $55,111 $117,510 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 2/3/2015 Private Bag Sweetwaters Chimpanzee Sanctuary by Improving has not made any diversion of funds from the Financial Report Nanyukl, 10400 OPC5 Financial Management Systems, and purpose of the grant $117,510 To the knowledge of Arcus Foundation, the Grantee Capital Report 1/31/201S 1/29/2015 has not made any diversion of funds from the purpose of the grant $117,510 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 11/30/2015 12/17/2015 has not made any diversion of funds from the Financial Report purpose of the grant To the knowledge of Arms Foundation, the Grantee Capital Report 1/31/2016 1/29/2016 has not made any diversion of funds from the purpose of the grant Capital Report 1/31/2017 to Not Due 1/31/2019

1409 973 The Other Foundation 10/14/2014 $100,000 Support to implement a fundraising campaign To the knowledge of Amos Foundation, the Grantee Matching Funding 12/31/2015 7/8/2015 Postnet Suite 209 targeting LGBTI donors in South Africa has not made any diversion of funds from the Certificate Private Bag 931 purpose of the grant 5azonwold 2132 South Africa $77,500 8/4/2015 $77,496 $4 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 3/24/2016 has not made any diversion of funds from the Financial Report purpose of the grant Matching Funding 9/30/2016 Not Due Certificate

Narrative & 1/31/2017 Not Due Financial Report Grant Reporting satisfied with on Equivalency Determination put in place in 2016

1408-922 Other Sheep Africa 11/4/2014 $50,000 To support the continued dialogue with Muslim $50,000 12/3/2014 $50,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 12/2/2015 P 0 Box 2042-00100 Leaders in Kenya on LGBTI Issues has not made any diversion of funds from the Financial Report Nairobi, Kenya purpose of the grant

1502-1223 Out Leadership 3/12/2015 $30,000 To support Quorum, a new protect that was formed $30,000 6/1/2015 $30,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/22/2016 520 West 43rd St Suite 29A to advocate for increasing the currently limited has not made any diversion of funds from the Financial Report New York, NY 10036 representation of openly LGBT individuals on the purpose of the grant boards of publicly traded corporations

Attachment F Page 7 of 10 Arcus Foundation EIN 438-3332791 2015 Expenditure Responsibility Grants

Grant ID Organization Legal Name Approval Date Grant Grant Description Payments Payment Date Amount Balance of Funds Diversion of Grant Funds Iypg Schedule Date Received Data Organization Address Amount Made to Expended by Grantee Gra 1502-1230 Pacific Sexual Diversity Network, Inc 4/14/2015 $50,000 To support LGBTQI Human Rights Conference $50,000 5/19/2015 $50,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 7/31/2015 11/4/2015 St Anthony of Padua, Ground Floor has not made any diversion of funds from the Financial Report Nukualofa, Tongatapu 676 purpose of the grant Tonga

1408 923 Pembizo Christian Council 12/15/2014 595,000 Support for the Africa Christian/Elders LGBTIQ $95,000 1/13/2015 $95,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/27/2016 Langata Road Rights Advocacy Project to have an all inclusive and has not made any diversion of funds from the Financial Report PO Box 38244 human rights/dignity respecting Church in Africa purpose of the grant Nairobi, Kenya

1505 1296 Prague Pride o s 7/8/2015 $20,000 To support fundraising training for LGBT NGOS from $20,000 7/15/2015 $20,000 $0 To the knowledge of Anus Foundation, the Grantee Narrative & 9/30/2015 9/29/2015 Opatovicka, 12 the Central Eastern Europe region has not made any diversion of funds from the Financial Report Prague 1, Hlavnl mesto Praha 11000 purpose of the grant Czech Republic

1411-1108 Russia Freedom Fund 5/14/2015 $46,000 To empower the LGBT Community to Resist $46,000 6/1/2015 $24,195 $21,805 To the knowledge of Anus Foundation, the Grantee Narrative & 1/31/2016 2/4/2016 44 West 28th Street, 17th Floor Religious Homophobia in Russia has not made any diversion of funds from the Financial Report New York, NY 10001 purpose of the grant Narrative & 1/31/2017 Not Due Financial Report

1412-1146 Silvery Gibbon Project 3/23/2015 $105,000 For Javan Gibbon Centre Capacity Building to $50,000 4/6/2015 $13,430 $36,570 To the knowledge of Arcus Foundation, the Grantee Narrative & 7/31/2015 8/28/2015 P 0 Box 335, Como support gibbon conservation has not made any diversion of funds from the Financial Report Perth, WA Australia 6952 purpose of the grant Narrative & 7/31/2016 Not Due Financial Report Narrative & 7/31/2017 Not Due Financial Report Narrative & 3/31/2018 Not Due Financial Report

1410-1047 Stonewall Equality Limited 12/5/2014 $42,000 To support the Rainbow Laces Campaign which uses $42,000 12/9/2014 542,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 10/31/2015 10/16/2015 Tower Building shoelaces to tackle homophobia In sports has not made any diversion of funds from the Financial Report York Road purpose of the grant London SE1 7NX United Kingdom

1508-1379 Stonewall Equality Limited 11/16/2015 $100,000 Empowering Trans Communities to Narrative & 1/31/2017 Not Due Tower Building comprehensively and strategically integrate trans Financial Report York Road specific work into all key campaigning and London SE1 7N0 programme outputs to achieve trans equality United Kingdom

Matching Funding 7/31/2017 Not Due Certificate

Narrative & 1/31/2018 Not Due Financial Report

1505-1283 Szlmpozion Egyesblet 8/6/2015 $45,000 Dialogue Workshop LGBT Christian Forum to $13,213 8/2812015 $11,223 $1,990 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/29/2016 Tomon k6t 12 1 /4 support a new discussion between Christian LGBTQ has not made any diversion of funds from the Financial Report Budapest, Budapest H 1138 people and churches in Hungary purpose of the grant Hungary

Narrative & 1/31/2017 Not Due Financial Report

1410-1032 Tacugama Chimpanzee Sanctuary 11/4/2014 $14,527 To help Tacugama Chimpanzee Sanctuary (TCS) take $14,527 12/9/2014 $14,527 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/30/2016 Mountain Road care of the resident chimpanzees and staff through has not made any diversion of funds from the Financial Report Freetown 0000 the Ebola crisis purpose of the grant Sierra Leone

Attachment F Page 9 of 10 Arcus Foundation EIN #38-3332791 2015 Expenditure Responsibility Grants

Grent D Organization Legal Name Approval Date Grant Grant Description Payments Payment Date Amours Balance of Funds Diversion of Grant Funds Iypg Schedule Date Received Date Organization Address Amount Made to Expended by Grantee Grantee 1502-1224 Tacugama Chimpanzee Sanctuary 3/31/2015 $50,000 Animal food and staff stipends to maintain the high $25,000 4/6/2015 $25,000 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/30/2016 Mountain Road standard care of the chimpanzees with good quality has not made any diversion of funds from the Financial Report Freetown 0000 food and all needed supplements purpose of the grant Sierra Leone

Narrative & 1/31/2017 Not Due Financial Report Narrative & 4/30/2017 Not Due Financial Report

1303-22 Transgender Europe 9/19/2013 5260,000 For Transrespect versus Transphobia Worldwide $130,000 10/29/2013 $22,654 $107,346 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2014 1/31/2014 Warthestr 58 (TvT(, a global research project that documents the has not made any diversion of funds from the Financial Report Berlin, Germany 12051 human rights circumstances of gender variant and purpose of the grant trans p eo p le worldwide $130,000 11/6/2014 $128,154 $109,192 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 2/2/2015 has not made any diversion of funds from the Financial Report purpose of the grant

$109,192 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 10/31/2015 11/30/2015 has not made any diversion of funds from the Financial Report purpose of the grant

1506-1309 Transgender Europe 9/25/2015 $312,000 For Transrespect versus Transphobia Worldwide $145,000 12/16/2015 $9,241 $135,759 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/29/2016 Warthestr 58 ITvTl, a global research project that documents the has not made any diversion of funds from the Financial Report Berlin, Germany 12051 human rights circumstances of gender variant and purpose of the grant trans people worldwide Narrative & 11/30/2016 Not Due Financial Report

Narrative & 1/31/2017 Not Due Financial Report

Narrative & 11/30/2017 Not Due Financial Report

1505-1268 UK Lesbian and Gay Immigration Group 0/6/2015 $7,665 Salary support for the Asylum Seeker Support $7,665 9/8/2015 57,665 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 8/15/2016 32 36 Loman Street Worker in 2015 has not made any diversion of funds from the Financial Report London SE1 OEH purpose of the grant United Kingdom

1508-1388 Western Cape Provincial Council of Churches 12/11/2015 $75,000 To support the LGBTI Gender Justice Project Narrative & 1/31/2016 Not Due No 2 Lent Road, Sybrand Park, Athlone implemented by a consortium of Western Cape Financial Report Cape Town, South Africa 8000 churches

Financial Re p ort 5/31/2016 Not Due Narrative & 1/31/2017 Not Due Financial Report

1304-41 World Student Christian Federation 12/13/2013 $120,000 To support a global Christian student federation in $120,000 1/21/2014 $55,160 $64,840 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 4/23/2015 Inter-regional Office, Ecumenical Centre its deliberations and recommendations regarding has not made any diversion of funds from the Financial Report 5 Route des Modllons, P 0 Boa 2100 the affirmation of LGBT persons and the need to purpose of the grant Geneva, Switzerland CH 1211 affirm LGBT dignity and rights across the globe

$64,840 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 4/30/2015 2/8/2016 has not made any diversion of funds from the Financial Report purpose of the grant

1411-1081 Yayasan IAR Indonesia 3/23/2015 $275,000 Support to establish a systematic reintroduction $137,500 4/15/2015 $103,125 $34,375 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2016 1/29/2016 11 Curug Nangka BI Pasir Lop project for rehabilitated orangutans in West has not made any diversion of funds from the Financial Report Kel Sukajadi, Kec Tamansan Ciapus Kalimantan, Indonesia purpose of the grant Indonesia 16610

Attachment F Page 9 of 10 Arcus Foundation EIN #38-3332791 2015 Expenditure Responsibility Grants

Grant ID Oraranlratlon Legal Name Approval Data Grant Grant Description Payments Payment Date Amount Balance of Funds Diversion of Grant Funds Type Schedule Date Received Date Organization Address Amount Made to Expended by Grantee Grantee Narrative & 1/31/2017 Not Due Financial Report Narrative & 4/30/2017 Not Due Financial Report

1512-1568 Yayasan IAR Indonesia 12/16/2015 $14,000 To support Yayasan IAR Indonesia's Orangutan Narrative & 3/31/2016 Not Due 11 Curug Nangka BI Paslr Lo)1 Rehabilitation Center Financial Report Kel SukaJadl, Kec Tamansad Ciapus Indonesia 16610

1407-730 ZANERELAn 10/15/2014 $50,000 To support a Faith Community Inclusive $50,000 11/4/2014 $25,602 524,398 To the knowledge of Arcus Foundation, the Grantee Narrative & 1/31/2015 5/20/2015 Kubma Tower Building 11th Floor, Environment protect that will integrate a human has not made any diversion of funds from the Financial Report Room BA and 9A, Katunjda Road rights based approach into the HIV/AIDS purpose of the grant P 0 B. 34370 programming through the promotion of dialogue Lusaka, Lusaka Zambia between civil society organizations, LGBTI, faith communities, legal, law enforcement agencies and Parliamentarians $24,398 $0 To the knowledge of Arcus Foundation, the Grantee Narrative & 10/31/2015 1/15/2016 has not made any diversion of funds from the Financial Report purpose of the grant

NOTE, The Arcus Foundation makes some large grants In the form of a transfer of shares of stock rather than cash The Foundation makes such transfers of stock In the amount of 98% of the payment due a grantee If certain conditions are met, the Foundation pays the grantee the difference between the grant payment due and the proceeds the grantee receives from the sale of the stock Depending on the timing and proceeds of the grantee's sale of the stock, the grant amount reported on the Grants Paid Report (which Is the grant amount shown on the Foundation's books) and the grant amount shown on the Expenditure Responsibility Grants Report (which is the total amount actually received by the grantee) may differ

Attachment F Page 10 of 10 Arcus Foundation EIN #38-3332791 List of Officers, Directors, Trustees, Foundation Manager and their Compensation As of December 31, 2015

Contributions to Number of Hours Employee Benefit per Week Devoted to Plans and Deferred Expense Account, Position Compensation Compensation Other Allowance

Arcus Arcus Arcus Arcus Name & Address Title Foundation Foundation Foundation Foundation

Jon L. Stryker Board President 31 0 $0 $0 $0 44 West 28th Street New York, NY 10001

Darren Walker Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Stephen Bennett Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Catherine Pino Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Jeff Trandahl Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Janet Mock Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Evelynn Hammonds Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Slobodan Randjelovic Board Member 65 $19,000 $0 $0 44 West 28th Street New York, NY 10001

Kevin Jennings Executive Director 47 5 $365,221 $51,281 $0 44 West 28th Street New York, NY 10001 $498,221 $51,281 $0 ATTACHMENT G Arcus Foundation EIN #: 38-3332791 Form 990-PF Part XV - Supplementary Information

2a) Applicants can submit an Initial Funding Concept (IFC) via the Foundation's website: www.arcusfoundation.org. Following an IFC review, an applicant may be invited to submit a Letter of Inquiry (LOI), and upon further staff review of the LOI, an applicant may be invited to submit a Full Proposal.

2b) Through an online application process, invited applicants submit information such as: Letter of Inquiry (LOI): brief description of the project or program for which funding is being sought, including an overview of the measurable goals and outcomes of the project, as well as the activities that will be carried out to deliver the outcomes and the organization's capacity to implement the proposed work.

Requirement : Equal Employment Opportunity Policy that specifically includes sexual orientation and gender identity as separate protected categories, and is in compliance with all other applicable federal and local EEO laws.

Proposal: building off of information submitted, applicants will provide further detail around: Anticipated Outcomes and Indicators -needs and/or opportunities to be addressed; the activities planned in order to achieve the results, and milestones to demonstrate movement toward the intended results; Project Budget-a financial projection and description of the work being proposed and how Arcus funding would be applied; Other Funding and Sustainability-description of other anticipated sources of support and if the proposed activities will continue beyond the requested grant period, the plan to sustain them, including any intention to request renewed support from Arcus.

Requirements : Board list with affiliations; current organizational budget; project budget; audited financial statements from the most recently completed fiscal year (or IRS Form 990 or P&L statement and balance sheet).

2c) Submission deadlines: Requests for funding are accepted and reviewed on an ongoing basis. The Foundation's Board of Directors reviews staff recommendations monthly as well as during its quarterly meetings.

2d) Any restrictions or limitations on awards, such as by geographical area, charitable fields, kind of institutions, or otherfactors: No, however, both the Great Apes and Social Justice Programs are guided by respective strategic plans and grantmaking priorities as approved by the Arcus Board.

ATTACHMENT H 2015 Arcus Foundation EIN #38-3332791 List of the Five Highest Paid Employees and their Compensation As of December 31, 2015

Contributions to Number of Hours Employee Benefit per Week Devoted Plans and Deferred Expense Account, to Position Compensation Compensation Other Allowance

Arcus Arcus Arcus Arcus Name & Add ress Title Foundation Foundation Foundation Foundation

Bryan Simmons Vice President, Communications 47.5 $264,330 $47,412 $0 44 West 28th Street New York, NY 10001

Thomas W. Nichols Vice President, Finance & Operations 47.5 $247,731 $55,320 $0 44 West 28th Street New York, NY 10001

Annette Lanjouw Vice President, Strategic Initiatives & Great Apes Program 50.0 $238,990 $46,027 $0 44 West 28th Street New York, NY 10001

Jason McGill Vice President, Social Justice Program 50.0 $224,952 $42,873 $0 44 West 28th Street New York, NY 10001

Cindy T. Rizzo Senior Advisor, Evaulation & Strategy 50.0 $161,543 $39,139 $0 44 West 28th Street New York, NY 10001

$1,137,546 $230,770 $0

ATTACHMENT I Arcus Foundation EIN #38-3332791 Form 990- PF Part XIII Undistributed Income - Line 7

Line 7 consists of the sum of the following two items:

Arcus Foundation hereby elects, pursuant to Treasury Regulations Sections 1 170A-9(h) and 53 4942(a)- 3(c)(2), to treat distributions of $15,089,367 (which equals the value of all contributions received in 2015 from Jon Stryker) as distributions out of corpus. Accordingly, the Arcus Foundation meets the pass- through requirement of Internal Revenue Code Section 170(b)(1)(F)

Arcus Foundation hereby elects, pursuant to Treasury Regulations Sections 1 170A-9(h) and 53.4942(a)- 3(c)(2), to treat distributions of $15,000,000 (which equals the value of all contributions received in 2015 from JLS Global Opportunity Fund LLC) as distributions out of corpus. Accordingly, the Arcus Foundation meets the pass-through requirement of Internal Revenue Code Section 170(b)(1)(F)

The Foundation received a contribution from a private foundation which it expensed or redistributed. In accordance with IRS Reg 53-4942(a)-3(d) the Foundation is electing to treat the $10,000 not as a qualifying distribution but as a distribution out of corpus

Pursuant to Reg. 53.4942(a)-3(c)(2)(iv), the Foundation hereby elects to treat, as a current corpus distribution, the following unused prior tax years' distributions that were treated as corpus distributions under Reg 53.4942(a)-3(d)(1)(iii) in such prior tax years.

Tax Year Amount 2013 $21,421,361 2014 $8,678,006

ATTACHMENT J ARCUS FOUNDATION ATTACHMENT TO FORM 990-PF DECEMBER 31, 2015 CONFORMED COPY OF BYLAWS

I CERTIFY THAT THE ATTACHED BYLAWS ARE COMPLETE AND ACCURATE.

Si

N

Title: Board President and Founder BYLAWS

OF

ARCUS FOUNDATION

A Michigan Nonprofit Corporation As amended through December 31, 2015

ARTICLE I NAME AND OFFICES

1.1 Name . The name of this corporation shall be Arcus Foundation (the "Corporation")

1.2 Registered Office . The registered office of the Corporation shall be located at the address specified in the Articles of Incorporation or at such other place as may be determined by the Board of Directors of the Corporation (the "Board") if notice thereof is filed with the State of Michigan.

1.3 Other Offices . The business of the Corporation may be transacted at such locations other than the registered office, within or outside the State of Michigan, as the Board may from time to time determine or as the business of the Corporation may require.

ARTICLE II MEMBERS

2.1 Members . Initially, the Corporation shall have a sole voting member (the "Member"), who shall be Jon L. Stryker. Upon the death, disability, legal incapacity or resignation of the Member, the persons serving at that time as the directors of the Corporation will become the members of the Corporation solely for the purposes of dissolving the membership of the Corporation, converting the Corporation from a membership basis to a directorship basis corporation, and performing any acts necessary to accomplish that conversion. Such acts may include, but are not limited to, the amendment of these Bylaws and the Articles of Incorporation of the Corporation but only to the extent necessary to effectuate the conversion to a directorship basis corporation.

2.2 Term of Office . The term of the Member will terminate only upon his death, disability, legal incapacity or resignation. The terms "disability" and "legal incapacity", whenever used in these Bylaws, have the same meanings that those terms have under Section 451.1208 of the Michigan Uniform Management of Institutional Funds Act, and those terms do not include any temporary disability or incapacity.

2.3 Resignation . The Member may resign at any time by giving written notice of such resignation to the president or the secretary of the Corporation.

2.4 Meetings . There shall be an annual meeting of the Member, which shall be held on such date, and at such time and place, as may be designated by the Member. The annual meeting of

4685204v.5 the Member shall be held without notice other than this Section 2.4. Special meetings of the Member may be called at any time by the Member, which shall be held on such date and at such time and place as are designated by the Member.

2.5 Action without a Meeting . Any action required or permitted to be taken at a meeting of the Member may be taken without a meeting, without prior notice, if a consent in writing, setting forth the action so taken is signed by and bears the date of signature of the Member. The written consent shall be filed with the minutes of the proceedings of the Member.

2.6 Quorum and Action of Member . At any meeting of the membership, the Member shall constitute a quorum and the act of the Member shall be the act of the membership.

ARTICLE III DIRECTORS

3.1 Board of Directors. Except as may otherwise be provided in the Articles of Incorporation or these Bylaws, the affairs of the Corporation shall be managed by a Board of Directors.

3.2 Number, Election, Term of Office and Eligibility of Directors .

A. For So Long as the Corporation Has a Member.

i. Number. The Board shall consist of not less than three (3) directors, nor more than eleven (11) directors. Within the limits above specified, the number of directors shall be determined from time to time by the Member.

ii. Election and Term of Office . The directors will be divided into three (3) classes. The directors will serve staggered, three-year terms, such that, at each annual meeting of the Member, the term of office of one class of directors will expire and the election of that class by the Member will occur. In any event, each director will continue in office until the election and qualification of his or her successor or until his or her earlier death, resignation or removal. All directors are eligible for unlimited re-election at the discretion of the Member.

B. Following Dissolution of the Membership .

Number. The Board shall consist of not less than seven (7) directors nor more than thirteen (13) directors, including any ex-officio directors. Within the limits above specified, the number of directors shall be determined from time to time by the Board. If the Board does not consist of seven (7) directors at the time the membership dissolves, the number of directors must be increased to at least seven (7) within two years following the dissolution of the membership.

ii. Ex-Officio Directors , Term of Office . If, immediately following the dissolution of the membership, Jon Stryker' s daughter, Claire Stryker, or his son, Steven Stryker, is alive, not incapacitated and willing to serve as a

-2- 4685204v.5 director, then she or he or each of them will serve as an ex-officio director, with the right to vote, and the term of each ex-officio director will terminate only upon her or his death, disability, legal incapacity or resignation.

iii. Stryker Family Members . The term "Stryker Family Member", whenever used in these Bylaws, means a lineal descendant of Jon Stryker, an adopted child of any such descendant, or a lineal descendant of any such adopted child. No more than one-third of the directors at any given time may be Stryker Family Members. If Claire Stryker or Steven Stryker is serving as a director, he or she or both of them, as the case may be, must consent to the election by the Board of any other Stryker Family Member as a director before such individual's term as a director may commence.

iv. Elected Directors, Tenn of Office. In addition to the ex-officio directors, the other directors will be elected by the Board. The elected directors will be divided into three (3) classes. The elected directors will serve staggered, three-year terms, such that, at each annual meeting of the Board, the term of office of one class of directors will expire and the election of that class by the Board will occur. In any event, each elected director will continue in office until the election and qualification of his or her successor or until his or her earlier death, resignation or removal. Any individual who has served as an elected director for three consecutive full three-year terms, counting only terms that begin after the dissolution of the membership, is not eligible for re-election as a director unless the individual has been off the Board for at least one year at the time of the election.

v. Eliigbility . To be eligible to serve as a director, an individual (including a Stryker Family Member) must be at least 18 years of age. In addition, such an individual must believe in the importance of the Corporation's purposes, as stated in its Articles of Incorporation and have a demonstrated commitment to social justice or conservation and to volunteerism. Because a core value of the Corporation is respect for diversity and social justice, the Board shall be comprised of a racially and ethnically diverse group of individuals who bring with them different life experiences and perspectives, in particular, those perspectives that relate to the purposes of the Corporation.

A majority of the Board must be comprised of individuals who have knowledge of or experience in LGBT social justice issues or Great Apes or conservation issues. In addition, at all times, the Board should include individuals who have knowledge of or experience in such issues internationally. As needed, the Board should also include individuals with specific skills and expertise that will help guide and govern the Corporation, such as financial and investment expertise. Directors should not be heavily aligned with a special interest to the extent that such

-3- 4685204v.5 alignment might preclude their ability to serve responsibly as a director and provide responsible oversight of all of the Corporation's programmatic interests.

No employee of the Corporation, whether part-time or full-time and including the executive director, is eligible for election as a director.

3.3 Resignation and Removal . A director may resign by written notice to the president or the secretary of the Corporation, which resignation is effective upon its receipt by the president or the secretary or at a subsequent time as set forth in the notice. Any director may be removed, with or without cause, by the Member, and following dissolution of the membership, any elected director may be removed, only with cause, by vote of a majority of the directors then in office.

3.4 Vacancies and Increase in Number. Vacancies on the Board occurring for any reason, including an increase in the number of directors, may be filled by the Member, and following dissolution of the membership, by the Board. A director chosen to fill a vacancy occurring for any reason, including an increase in the number of directors, shall hold office until the next election of the class of directors for which the director was chosen or until his or her earlier death, resignation or removal.

ARTICLE IV MEETINGS OF THE BOARD OF DIRECTORS

4.1 Place of Meetings and Records. The directors shall hold their meetings and maintain the minutes of the proceedings of meetings of the Board, and committees thereof, and keep the books and records of account for the Corporation in such place or places, within or outside the State of Michigan, as the Board may from time to time determine; provided, however, that if a Board meeting is to be held at a place other than the registered office, the notice of the meeting shall designate such place.

4.2 Annual Meetings . An annual meeting of the Board shall be held on such date and at such time and place as are fixed by the Member and, if possible, shall be held on the date of, and immediately following, the annual meeting of the Member. Notice of the date, time and place of such annual meeting shall be given in such form as the Board may determine.

4.3 Regular Meetings. Regular meetings of the Board may be held without notice on such date and at such time and place as shall from time to time be determined by the Board. Any notice given of a regular meeting need not specify the business to be transacted or the purpose of the meeting.

4.4 Special Meetings . Special meetings of the Board may be called by the Member or the president and shall be called by one of them on the written request of a majority of the directors then in office, upon at least two (2) days' written notice to each director, or twenty four (24) hours notice, given personally or by telephone or electronic transmission. The notice of a special meeting shall specify the business to be transacted or the purpose of the special meeting.

4.5 Waiver of Notice . Attendance of a director at a meeting constitutes a waiver of notice of the meeting, except where a director attends the meeting for the express purpose of objecting at

-4- 4685204v.5 the beginning of the meeting to the transaction of any business because the meeting is not lawfully called or convened.

4.6 Quorum and Vote. A majority of the directors then in office constitutes a quorum of the Board for the transaction of business and the vote of a majority of the directors present at any meeting at which a quorum is present constitutes the action of the Board, unless the vote of a larger number is specifically required by law, the Articles of Incorporation or these Bylaws. If a quorum is not present, the directors present may adjourn the meeting from time to time and to another place, without notice other than announcement at the meeting, until a quorum is present.

4.7 Action Without a Meeting . Any action required or permitted to be taken pursuant to authorization voted at a meeting of the Board may be taken without a meeting if, before or after the action, all members of the Board consent thereto in writing or by electronic transmission. The written consent shall be filed with the minutes of the proceedings of the Board and shall have the same effect as a vote of the Board for all purposes.

4.8 Meeting Participation by Use of Communication Equipment. Members of the Board may participate in a meeting of the Board by using a conference telephone or similar communications equipment by means of which all persons participating in the meeting can communicate with each other. Participation in a meeting pursuant to this Section 3.14 shall constitute presence at the meeting.

ARTICLE V OFFICERS

5.1 Officers . The officers of the Corporation shall be a president, a treasurer, and a secretary. The Member shall serve as the president unless he appoints another individual as the president. The treasurer and the secretary shall be elected by the Board. In addition, the Board may elect one or more vice presidents who shall also be officers of the Corporation if elected. Each officer shall hold office until his or her successor is elected and qualified or until his or her earlier death, resignation or removal. None of the officers of the Corporation, other than the president and the treasurer, need be directors. Unless the Member is serving as president, the Member shall appoint the president at the annual meeting of the Member. The other officers shall be elected at the first meeting of the Board after each annual meeting of the Member. Any two (2) or more offices may be held by the same person, but an officer shall not execute, acknowledge, or verify any instrument in more than one capacity if the instrument is required by law to be executed, acknowledged, or verified by two (2) or more officers.

5.2 Other Officers and Agents . The Board may appoint such other officers and agents as it may deem advisable, such as one or more assistant treasurers or assistant secretaries, who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board. The Board may, by specific resolution, empower the president or the Executive Committee, if appointed by the Board, to appoint such subordinate officers or agents and to determine their powers and duties.

5.3 Removal . The Member may remove the president at any time, with or without cause. Any vice president, secretary, and treasurer may be removed at any time, with or without cause, but

-5- 4685204v.5 only by the affirmative vote of a majority of the whole Board. Any subordinate officer or agent appointed pursuant to Section 4.2 may be removed at any time, with or without cause, by action of the Board or by the Executive Committee or president, if empowered to appoint such subordinate officer or agent.

5.4 Vacancies . The Member may fill a vacancy in the office of president. A vacancy in any other office may be filled by vote of the Board, and the officer so elected shall hold office and serve until the next annual meeting of the Board, subject to the pleasure of the Board. A vacancy in any office held by a subordinate officer or agent appointed pursuant to Section 4.2 also may be filled by action of the Executive Committee or president, if empowered to appoint such subordinate officer or agent.

5.5 President. The president shall have general supervision, direction, and control of the business of the Corporation. The executive director of the Corporation shall report to and be under the supervision of the president. The president shall preside at all meetings of the Board. The president shall perform such other duties as may be assigned by the Board.

5.6 Vice Presidents . Each vice president shall have such power and shall perform such duties as may be assigned by the Board and may be designated by such special titles as the Board shall approve.

5.7 Treasurer. The treasurer shall supervise the custody of, and oversee the safeguarding and use of the funds and securities of the Corporation, and shall keep or cause to be kept full and accurate account of receipts and disbursements in books belonging to the Corporation. The treasurer shall deposit or cause to be deposited all money and other valuables in the name and to the credit of the Corporation in such depositories as may be selected by the Board. The treasurer shall disburse or cause to be disbursed the funds of the Corporation as may be ordered by the Board, or the president, taking proper vouchers for such disbursements. In general, the treasurer shall perform all duties incident to the office of treasurer and such other duties as may be assigned by the Board.

5.8 Secretary. Except as provided in these Bylaws, the secretary shall give or cause to be given notice of meetings of the Member and directors and all other notices required by law or by these Bylaws; provided, however, that in the case of the secretary's absence, or refusal or neglect to do so, any such notice may be given by any person so directed by the president or by the directors or by the Member upon whose requisition the meeting is called, as provided in these Bylaws. The secretary shall record or cause to be recorded all the proceedings of meetings of the Member and of the directors in one or more books provided for that purpose and shall perform all duties incident to the office of secretary and such other duties as may be assigned by the Board.

5.9 Assistant Treasurers and Assistant Secretaries . Assistant treasurers and assistant secretaries, if any shall be appointed, shall have such powers and shall perform such duties as shall be assigned to them by the Board or by the president or Executive Committee who shall have appointed such assistant treasurer or assistant secretary.

-6- 4685204v.5 5.10 Bonds . If the Board shall require, the treasurer, any assistant treasurer, or any other officer or agent of the Corporation shall give bond to the Corporation in such amount and with such surety as the Board may deem sufficient, conditioned upon the faithful performance of his or her respective duties and offices.

ARTICLE VI COMMITTEES

6.1 Committees . The Board, by resolution passed by a majority of the whole Board, may appoint from the directors an Executive Committee, a Finance Committee, an Audit Committee and such other standing committees of the Board as the Board may deem desirable. In addition, the Board, by resolution passed by a majority of the whole Board, may appoint one or more special committees whose members may include persons who are not directors. Each committee shall serve at the pleasure of the Board, which shall also have full discretion in determining the number of members of each committee, provided the number of members of a standing committee of the Board is three (3) or greater. Each committee shall have the authority of the Board delegated to it by these Bylaws or by the Board in the resolution establishing such committee, to the extent allowed by Michigan law. No committee shall have authority to amend the Articles of Incorporation, adopt an agreement of merger or consolidation, recommend to the Member the sale, lease, or exchange of all or substantially all of the Corporation's property and assets, amend these Bylaws, or fill vacancies in the Board.

6.2 Quorum and Membership . A majority of the members of any committee, present in person, shall constitute a quorum for the transaction of business at meetings of the committee. Except as otherwise required by law or these Bylaws, all actions taken at a meeting of any committee shall require the affirmative vote of a majority of the members of the committee present. Except as otherwise required by law or provided in these Bylaws, any committee may adopt rules to govern its proceedings. The president shall be an ex officio, voting member of every committee, but, unless otherwise required by these Bylaws or the resolution establishing any such committee, need not be counted in order to determine whether a quorum is present at any meeting of such committee.

6.3 Executive Committee . The Executive Committee, if appointed by the Board, shall have and may exercise, to the extent provided in the resolution constituting it, these Bylaws and applicable law, all the authority of the Board in conducting the affairs and managing the property of the Corporation. Meetings of the Executive Committee shall be held on the call of the president.

6.4 Finance Committee . The Finance Committee, if appointed by the Board, shall have general supervision of the finances and expenditures of the Corporation, including responsibility to formulate and propose investment and financial policy to the Board and to implement such policy as is approved by the Board. The committee may recommend to the Board that it retain one or more professional investment counselors. The committee annually shall review management's proposed budget and after such review may recommend the same to the Board for adoption or may recommend the proposed budget with such modifications as the committee may choose to make. The committee shall also review any modifications proposed to be made to any

-7- 4685204v.5 budget after adoption. The treasurer shall be an ex officio, voting member of the Finance Committee.

6.5 Audit Committee . The Audit Committee, if appointed by the Board, shall cause the assets and funds of the Corporation to be audited every year by a firm of certified public accountants selected by the Board on the recommendation of the committee, shall define the scope of the audit to be performed, shall review the compensation to be paid to such firm, and shall generally oversee the external auditor. The Audit Committee shall review the audited financial statements of the Corporation prior to their submission to the Board. The Audit Committee may examine and consider such other matters relating to the external audit of the accounts of the Corporation and relating to the Corporation's financial affairs and financial controls as the Audit Committee may, in its own discretion, determine to be desirable, and may hire its own advisers as it deems necessary.

6.6 Organization of Committees . Any vacancy in a committee shall be filled by a vote of the Board. Each committee may adopt its own rules of procedure and may meet at stated times or upon notice, as the committee may determine. Except as otherwise permitted by these Bylaws, each committee shall elect its chair and select a secretary who shall keep or cause to be kept regular minutes of its proceedings and the chair of each committee shall report to the Board when required.

6.7 Waiver of Notice. Attendance of a committee member at a committee meeting constitutes a waiver of notice of the meeting, except where a committee member attends the meeting for the express purpose of objecting at the beginning of the meeting to the transaction of any business because the meeting is not lawfully called or convened.

6.8 Action without a Meeting. Any action required or permitted to be taken pursuant to authorization voted at a meeting of a committee may be taken without a meeting if, before or after the action, all members of the committee consent in writing or by electronic transmission. The written consent shall be filed with the minutes of proceedings of the committee and shall have the same effect as a vote of the committee for all purposes.

6.9 Meeting Participationarticipation by Use of Communication Equipment . Members of any committee designated by the Board may participate in a meeting of the committee by using a conference telephone or similar communications equipment by means of which all persons participating in the meeting can communicate with each other. Participation in a meeting pursuant to this Section 5.9 shall constitute presence at the meeting.

ARTICLE VII CONTRACTS, LOANS, CHECKS, DEPOSITS, PROPERTY AND INVESTMENTS

7.1 Contracts . The Board may authorize any officer, or officers , or agent, or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation and such authority may be general or confined to specific instances.

-8- 4685204v.5 7.2 Loans . No loans shall be contracted on behalf of the Corporation and no evidences of indebtedness shall be issued in its name, unless authorized by a resolution of the Board. Such authorization may be general or confined to specific instances.

7.3 Checks . All checks, drafts, or other orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Corporation shall be signed by such officer, or officers, or agent, or agents, of the Corporation and in such manner as shall from time to time be determined by resolution of the Board.

7.4 Deposits . All funds of the Corporation, not otherwise employed, shall be deposited to the credit of the Corporation in such banks, trust companies, or other depositories as the Board may select.

7.5 Proper and Investments . All property, whether real, personal or mixed, received by the Corporation by bequest, devise, gift, grant or otherwise, shall be held by the Corporation or disposed of by it on such terms and conditions , not inconsistent with the Articles of Incorporation or these Bylaws or the terms , if any, of any bequest, devise, gift, grant or other instrument, as the Board shall determine . Unless otherwise specified by the terms of a particular gift, bequest or devise, grant or other instrument, the funds of the Corporation may be invested, from time to time, in such manner as the Board may deem advantageous without regard to restrictions applicable to fiduciaries or trust funds, provided, however that the Corporation shall not retain any excess business holdings as defined in Section 4943 (c) of the Internal Revenue Code of 1986, or corresponding provision of any future federal tax code and shall not make any investments in such manner as to subject it to tax under Section 4944 of the Internal Revenue Code of 1986, or corresponding provision of any future federal tax code. The Corporation may buy or sell securities on margin . The Board from time to time, on recommendation of the Finance Committee , if appointed by the Board, may retain one or more professional investment counselors and shall be fully protected in following investment recommendations made by such investment counselor.

ARTICLE VIII MISCELLANEOUS

8.1 Fiscal Year . The fiscal year of this Corporation shall be fixed by resolution of the Board.

8.2 Notices . Whenever any written notice is required to be given under the provisions of any law, the Articles of Incorporation, or by these Bylaws, it shall not be construed or interpreted to mean personal notice, unless expressly so stated, and any notice so required shall be deemed to be sufficient if given by mail, either by overnight courier or by depositing the same in a Post Office box, postage prepaid, addressed to the person entitled thereto at his or her address as it appears in the records of the Corporation. Such notice shall be deemed to have been given at the time and on the day of such mailing. Directors not entitled to vote shall not be entitled to receive notice of any meetings, except as otherwise provided by law or these Bylaws.

8.3 ' Waiver of Notice. Whenever any notice is required to be given under the provisions of any law, the Articles of Incorporation, or these Bylaws, a waiver of notice in writing, signed by the

-9- 4685204v.5 person or persons entitled to said notice, whether before or after the time stated in the notice, shall be deemed equivalent to the required notice.

8.4 Voting of Securities . Securities of another corporation, foreign or domestic, standing in the name of this Corporation, which are entitled to vote may be voted, in person or by proxy, by the president of this Corporation or by such other or additional persons as may be designated by the Board.

ARTICLE IX INDEMNIFICATION

The Corporation shall indemnify to the fullest extent authorized or permitted by the Michigan Nonprofit Corporation Act any person, and his or her estate and personal representatives, who is made or threatened to be made a party to an action, suit, or proceeding, whether civil, criminal, administrative or investigative, because such person is or was a director, officer, nondirector volunteer, agent or employee of the Corporation or serves or served any other enterprise at the request of the Corporation.

ARTICLE X AMENDMENTS

10.1 Membership Basis Corporation . For so long as the Corporation has a membership, the following provisions will apply to amendments to the Corporation's Bylaws and Articles of Incorporation.

A. Amendments to the Bylaws . Except as provided in Section 2.1 of these Bylaws, the Member shall have the exclusive power to adopt, amend and repeal the Corporation's Bylaws.

B. Amendments to the Articles of Incorporation . Except as provided in Section 2.1 of these Bylaws, the Member shall have the exclusive power to amend the Corporation's Articles of Incorporation.

10.2 Directorship Basis Corporation . Following the dissolution of the membership of the Corporation, the following provisions will apply to amendments to the Corporation's Bylaws and Articles of Incorporation.

A. Amendments to the Bylaws . Article II and Sections 3.1 through 3.4, and 10.2 of these Bylaws (or the comparable portions of the Bylaws as amended to effectuate the dissolution of the membership) may be amended or repealed only by the unanimous vote of the whole Board. Any other section of these Bylaws may be adopted, amended or repealed by the vote of a majority of the directors present at any Board meeting at which a quorum is present.

B. Amendments to the Articles of Incorporation . The Corporation's Articles of Incorporation may be amended only by the unanimous vote of the whole Board.

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