IRS tax related information/2023 Wikimedia Foundation Form 990 Frequently Asked Questions

Executive Summary

The Wikimedia Foundation is the nonprofit organization that hosts the Wikimedia projects, including Wikipedia. The Form 990 is the annual informational document required by the Internal Revenue Service (IRS) for non-profit organizations in the United States. Every year, the Wikimedia Foundation completes an audit report for the previous fiscal year, and then uses that data to complete the Form 990, which is submitted to the IRS by May 15. The audit report and Form 990 are used by organizations like Charity Navigator to measure our financial health and strength of our governance practices. For 7 years in a row, the Foundation has received the highest overall score from Charity Navigator, which is made up of ratings on Accountability and Finance, Culture & Community, Impact & Measurement, and Leadership & Accountability, which evaluates our financial performance, governance, policies, and transparent disclosures.

In 2025, the Wikimedia Foundation filed the Form 990 for fiscal year (FY) 2023-2024, which covers the period July 2023 - June 2024, with the IRS on April 29, 2025. The completed form is available on our website. We also published a Diff post to share and summarize key takeaways from this year’s Form.

The Form 990 contains financials from the FY 2023-2024 Audit Report, along with information about governance, policies, programs, and compensation for officers, key employees and highest paid individuals. The vast majority of the non-financial information contained in this Form 990 is a reiteration of information previously disclosed in last year’s Form 990 report, which can be found on the Foundation website, along with a Diff post explaining the highlights and an FAQ.

The Form 990 is made up of two sections: a “core form”, which includes a snapshot of financial, programming, and governance information, and additional “schedules”, which dive deeper into specific topics. The summaries from each of those sections are explained below.

The “Core Form”

The “core form” lists the Foundation’s revenue, expenses, and net assets, all of which are based in large part on the FY 2023-2024 audit report and related FAQs, released in November 2024. The Core Form also contains a section about governance and other related topics.

Revenue (Part VIII)

During FY 2023-2024, the Foundation’s total revenue as reported in the Form 990 was $185.4M. This was made up of $174.5M in “contribution and grants” revenue (the money the Foundation receives through donations and grants), $5.3M in investment income, and $5.6M of “other revenue”, which included funds coming from Wikimedia Enterprise, Wikimedia Endowment, and other smaller sources. Our total revenue of $185.4M represents growth of approximately 3% from the prior year.

Expenses (Part IX)

The Foundation’s expenses in FY 2023-2024 totaled $178.6M, which represents 6% growth in expenses from the prior year. This was in line with our 2023-2024 Annual Plan goal to slow growth in expenses to around 5%--down from an average of 16% in the prior five years– in anticipation of slower revenue growth over time. Growth in expenses was driven primarily by increases to movement funding and increases in personnel cost due mostly to cost of living adjustments.

Of the Foundation’s total expenses of $178.6M, 45% went to technology, 32% went to direct support for Wikimedia movement volunteers, 11% went to fundraising expenses, and 12% went to general and administrative support.

Technology is the largest investment that the Wikimedia Foundation makes as an organization hosting one of the most visited online platforms in the world. In FY 2023-2024, this expense category totaled $80.8M. You can read more about our technology work, as well as other goals we set forth for the organization, in the 2023-2024 annual plan.

Our second largest expense category is direct support for volunteers. Almost a third of the Foundation’s expenses, or $57.5M, went to support volunteers. $27M of that was given as direct grants to movement entities, an increase of 9.3% from the year before. You can find out more about these grants in the Wikimedia Foundation Report about grants. The remaining spending of $30.5M funded volunteer support work led by Wikimedia Foundation teams, including legal support, trust and safety support, community programs like GLAM and education work, partnerships, public policy work, human rights work, community research such as the Community Insights survey, and communications to support the movement.

This overall expense breakdown is aligned with the approach described in our 2023-2024 Annual Plan, and is a fraction of what is spent by platforms hosting a similar scale of global traffic. There is more information on the Foundation’s commitment to good financial stewardship and efficiency available in our Annual Report.

Net Assets (Part X)

Net assets are the value of assets (cash and investments) minus liabilities. At the end of FY 2024, net assets totaled $271.6M, which is 17 months of working capital, in line with the Foundation’s target of 12-18 months of expenses, and consistent with best practices for U.S. nonprofits. The Wikimedia Foundation's investment policy also offers further information about our stewardship practices and management of reserves.

Governance and Related Topics (Part VI)

The other major section of the “core form” in the Form 990 covers topics related to the Wikimedia Foundation’s governance, policies, and disclosure practices. In the Form 990, the Wikimedia Foundation verifies each year that we follow a number of best practices (e.g., ensuring that senior leaders on our staff and Board of Trustees do not have family or business relationships with one another, that the Foundation did not discover a major diversion of assets (which may indicate theft or fraud), notes are taken at all Board of Trustees meetings, etc.). Policies such as the Wikimedia Whistleblower Policy, Conflict of Interest Policy, and Data retention guidelines are publicly available on Wikimedia Foundation Governance Wiki, which is where the Foundation publishes its governance material for public access.

Additional “Schedules”

The Wikimedia Foundation also completes various “schedules” on topics such as our public charity status, lobbying activities, and supplemental financial information.

Schedule A verifies the Wikimedia Foundation’s public charity status, which is also available on our website. Schedule C lists political campaign and lobby activities; in FY 2023-2024 the Foundation spent $92.6K to support public policy efforts of the Wikimedia movement in Europe, Brazil, the U.S., Malaysia, Australia, and elsewhere. Our “Don’t Blink” newsletter details this public policy work. Beyond what is required in the Form 990, the Foundation also publishes a Transparency Report biannually to document requests we receive to alter content on the Wikimedia projects and requests to provide nonpublic information about users.

Schedules F and I list regional data about our grantmaking inside and outside the United States. In FY 2023-2024, the Foundation spent $23.3M in grants for organizations and individuals outside of the United States and $3.7M in grants for organizations and individuals within the United States. This represented a 9.3% increase in grants from the prior year–growth which outpaced the Foundation’s own budget growth.

Information about grants is documented in greater detail on the Wikimedia Foundation’s grants portal, specifically the Wikimedia Foundation Report about grants for FY 2023-2024, which provides analysis on general trends, as well as a breakdown of funding by program and by region and country. Note that this report is specific to grants managed by our Community Resources team in partnership with regional volunteer committees. In addition to these, the Foundation provided other grants including for: Wikidata ($6.1M), Knowledge Equity ($1.3M), funding passed through to the Wikimedia Endowment ($900K), movement strategy ($585K), the Wikimedia Summit ($530K), Wikimania scholarships ($510K), Kiwix ($275K), and to Yale University for a legal and research fellowship program with a focus on the rights and responsibilities of Internet platforms ($260K).

Schedule J of the Form 990 lists required information about the organization’s executive compensation (salary and benefits) made in FY 2023-2024. It includes payments made as part of mutual separation agreements with departing executives during calendar year 2023. Columns Bi-iii tie to W-2 reporting for the calendar year 2023. More information about these figures is available in the FAQ.

Schedule R provides information about Wikimedia Enterprise, a limited liability company fully owned by the Foundation and consolidated within the Foundation’s financial statements, including total revenue of $3.4M for FY 2023-2024. More detailed information about Wikimedia Enterprise is available in its published Enterprise financial report and Meta-Wiki page.

More information on the Form 990, including a full list of the additional “schedules”, can be found in the FAQ.

FAQs: General topics

What is a Form 990 and what is its purpose?

The Form 990 is the annual informational document required by the Internal Revenue Service (IRS) for non-profit organizations in the United States. The purpose of the filing is to provide information to the IRS and the public for evaluation purposes; this is in addition to our public financial reports and our annual audit performed by KPMG.

The IRS, Charity Navigator, and other donors read the Form 990 to assess an organization's financial and governance well-being.

What time periods does the Form 990 cover?

This Form 990 is referred to as the 2023 return because the fiscal year period that the return refers to began in 2023. A fiscal year is the 12-month period around which an organization builds its budget plans and reporting. For the Wikimedia Foundation, that is the 2023–2024 fiscal year – which covers activities from July 1, 2023 to June 30, 2024. The financial statements cover a comprehensive range of financial activities during that time period and are meant to give the IRS and the public an overview of the organization’s financial status and conduct.

An exception to the July-June fiscal year setup is information related to the compensation of our officers, key employees, highest paid employees, and independent contractors, which is instead based on the full calendar year 2023. This is because the Form 990 requires reporting W-2 income information, which is on a calendar year basis.

When did you file the 2023 Form 990, and where can I find it?

The 2023 Form 990 was filed with the IRS on April 29, 2025, and has now been posted on the Wikimedia Foundation website. It will also eventually propagate to other websites such as Charity Navigator from IRS reporting.

Who is responsible for filling out the Form 990 for the Wikimedia Foundation?

The Form 990 is the responsibility of the management of the Wikimedia Foundation. KPMG provides guidance, helps create the Form 990 in the proper IRS format, and reviews the final product for accuracy and completeness.

What is the process for completing and reviewing the Form 990 for the Wikimedia Foundation?

The Wikimedia Foundation accounting and management staff work to provide data to KPMG. KPMG then provides a first draft of the Form 990 to the Foundation. There may be several drafts, as the draft Form 990 is reviewed internally by Finance, Legal, other departments, and the Chief Executive Officer. Once Wikimedia Foundation accounting staff and management have prepared a “final draft,” it is presented to the Wikimedia Foundation Audit Committee for a detailed review. Once the Audit Committee approves it, it is shared with the Wikimedia Foundation Board, and then the Form 990 is officially filed with the IRS by KPMG.

What are the due dates for filing the Form 990?

The Form 990 is due on the 15th of the 5th month following the fiscal year-end, so in our case, November 15 after the June 30 fiscal year end. However, the IRS grants a six-month extension to anyone who requests it, thus moving the Form 990 deadline to May 15.

We requested an extension because the Form 990 includes financial information that is not finalized until the Foundation’s financial audit is finalized, which is typically in November each year. It would be less efficient to try to work on the Form 990 before those numbers are finalized. The Form 990 also has additional information requirements beyond the audited financial statements and requires analysis with KPMG.

It is best practice to request the extension from the IRS so that the Foundation can be as efficient as possible with its release of the Form 990 (and other important financial documents) without compromising the accuracy of its contents. This timeline is consistent with the timelines of other comparable organizations.

What are your legal responsibilities for posting the Form 990?

By law, we must submit the full Form 990 to the IRS, and if members of the public request, we must also provide copies for their review for the last three years. As part of the Wikimedia Foundation’s commitment to accountability and transparency, and to make it easy for people to find, we post the Form 990 as a PDF on the Wikimedia Foundation website. As you will see, the website includes Form 990 reports going back to FY 2005 - 2006.

This return is 62 pages long – can you give a quick overview of how it is organized?

The Form 990 consists of the core return form with parts numbered from Part I to Part XII.

• Part I (Summary) provides a snapshot of the core form, including the organization’s mission, activities, and current and prior years’ financial results;
• Part II is for the signature of the Wikimedia Foundation officer verifying the accuracy and completeness of the information in the Form 990;
• Part III is a summary of the main program service accomplishments (i.e., what are the main focus areas of our work);
• Part IV includes a checklist to determine which additional schedules need to be completed outside of the core form (see list below for the schedules we are required to complete);
• Part V includes statements regarding other IRS filings and tax compliance (this answers questions related to other tax filings that may be required, for example, federal employment taxes);
• Part VI includes questions/statements regarding governance, management, and disclosure (this explains our governing body and management policies);
• Part VII includes compensation information (this includes compensation of current and former officers, directors, key employees, highest compensated employees); payments to independent contractors; and a listing of trustees and average hours per week devoted to the Foundation;
• Part VIII includes revenue information (this includes primarily donations and grants, as well as other sources of revenue such as investment income, Wikimedia Enterprise, and reimbursements from the Wikimedia Endowment);
• Part IX includes the functional expense statement (i.e., expense details split out by functional categories of programmatic, management & general administration, and fundraising);
• Part X includes balance sheet information (this is a snapshot of our assets, liabilities, and net assets);
• Part XI includes the reconciliation of net assets (i.e., how our net assets changed in the year); and
• Part XII includes the financial statements and reporting method (this explains that we use the accrual method of accounting and that our financials were audited).

Additional schedules that the Wikimedia Foundation completes include:

• Schedule A – Public Charity Status and Public Support (this includes the test to make sure that we are properly considered a 501(c)(3) public charity as opposed to a different type of charity);
• Schedule C – Political Campaign and Lobbying Activities (see question below for an explanation of our lobbying activities);
• Schedule D – Supplemental Financial Statements (this includes a reconciliation of revenue and expenses per our audited financial statements versus revenue and expenses per the Form 990);
• Schedule F – Statement of Activities Outside the U.S. (this includes operational activities as well as grants or assistance to organizations and/or individuals outside of the United States);
• Schedule G – Supplemental Information Regarding Fundraising (this includes information on our fundraising activities and major fundraising events);
• Schedule I – Grants and Other Assistance to Organizations and Individuals in the United States (this includes detail on grants we gave within the United States and information on our overall grant process);
• Schedule J – Compensation Information (this includes more detailed compensation information than in Part VII above);
• Schedule M – Noncash Contributions (this includes stock donations received by the Foundation);
• Schedule O – Supplemental Information (this includes information on process and policies and continuation of items that don’t fit completely on the standard form pages such as the full mission statement which is asked for in Part III but does not fit in its entirety in the dedicated space); and
• Schedule R – Related Organizations and Unrelated Partnerships (this relates to Wikimedia Enterprise, a limited liability company fully owned by the Foundation).

How is the Form 990 used to measure the Foundation’s financial health?

The Form 990 is one of the Foundation’s primary financial compliance documents that we release every year. Third parties such as Charity Navigator–an assessment organization that evaluates hundreds of thousands of charitable organizations based in the United States–use the disclosures in an organization’s Form 990 (along with other information like website disclosures and constituent feedback) to rate their overall health. These ratings are made publicly available to help prospective donors make informed decisions about where they choose to donate their money.

Here are some financial metrics that are included in Charity Navigator’s evaluation and how they would be calculated using this year’s Form 990, as a way to measure the Foundation’s financial health:

• Working capital ratio: Determines how long a charity could sustain its level of spending using its net available assets, or working capital. The Foundation, with the Board’s support, established a target of 12-18 months for its working capital ratio. The Foundation calculates the working capital ratio as net available assets divided by projected expenses for the current fiscal year. Under the Foundation’s calculation, the working capital ratio was 17 months as of July 1, 2024. Charity Navigator uses a different, less forward-looking ratio of net available assets divided by the average of expenses over the last three fiscal years. Under Charity Navigator's calculation, the Foundation’s working capital ratio was 20 months, which is awarded full points by Charity Navigator for how they measure this metric. There are a range of benchmarks that provide guidance on the level of reserves that are considered appropriate for an organization of a given size and budget. We maintain a reserve as a source of emergency funding. In the past the amount of funding we keep in reserves has varied based on our size as an organization. In 2022, in line with organizations of our size, the Board adopted a resolution to guide the Foundation to have a minimum of 12 months of working capital in reserve and a target of up to 18 months, which is in line with nonprofit best practices.

• Program expense ratio: This ratio is calculated by dividing program expenses by total expenses (average of most recent three Form 990s) and is designed to reflect the percent of its total expenses a charity spends on the programs and services it exists to deliver. The Foundation’s program expense ratio, according to Charity Navigator’s calculation, is 84% and exceeds the benchmark for top rated charities by Charity Navigator. The remainder of the Foundation’s expenses is spent on fundraising and general and administrative expenses, which is similar to past years and meets the best practices described by organizations like Charity Navigator. A variety of shared services functions (including fundraising and general & administrative) are needed to ensure the Foundation is operating within the framework of legal, procurement, and IRS rules for nonprofits and generally accepted accounting standards. Some of those functions include human resources, finance, legal, communications, information technology, and others. These activities allow us to run an efficient and effective organization, support our staff and stakeholders, and stay in compliance with all laws and standards.

• Liabilities to assets: This ratio is a percentage calculated by dividing a charity's total liabilities by its total assets and is an indicator of an organization’s solvency and/or long term sustainability. The Foundation’s liabilities to assets ratio is 5% and is within the healthy range for nonprofit organizations, as Charity Navigator awards the highest score to organizations with a liabilities to assets ratio of 30% or less.

• Fundraising efficiency ratio: This ratio is a percentage calculated by dividing its average fundraising expenses by the average total contributions it receives. This measures how much an organization spends to generate $1 in charitable contributions and is an indicator of how efficient an organization is at fundraising. Charity Navigator calculates this using average fundraising expenses and total contributions over an organization’s three most recent fiscal years. The Foundation’s fundraising efficiency ratio under this calculation is 10%, meaning that it costs the Foundation 10 cents to raise $1 in donations. Charity Navigator awards the highest score to organizations with a fundraising efficiency ratio of 20% or less.

FAQs: Specific form items

The page numbers used are based on the page number in the bottom center of each page in the Form 990 PDF.

Grants: On the cover page, Part 1, line 13 reports grant spend of $27.0M in FY 2023-2024. This report had grant spend of $16.2M. Can you describe what the difference is?

The report is specific to grants from our Community Resources team and therefore does not include other grants activity outside of that team. In addition to these, the Foundation provided other grants including for: Wikidata ($6.1M), Knowledge Equity ($1.3M), funding passed through to the Wikimedia Endowment ($900K), movement strategy ($585K), the Wikimedia Summit ($530K), Wikimania scholarships ($510K), Kiwix ($275K), and to Yale University for a legal and research fellowship program with a focus on the rights and responsibilities of Internet platforms ($260K).

Volunteers: On page 1, Part I, Summary, line 6, the total number of volunteers is listed as 277,000 – where does this number come from?

This number is the estimated average number of editors per month across Wikimedia projects in the fiscal year of the report, as reported by our Product Analytics team.

Staff & Compensation: On page 1, Part I, Summary, line 5, what staff are included within the total number of individuals employed in the calendar year 2023?

Per IRS requirements, this is required to be the number of individuals that were issued W-2s in calendar year 2023. Thus, the total shown is the number of US-based full-time and part-time employees employed during the calendar year 2023. It does not include non-US-based workers, as well as contractors which may be hired part-time or for specific assignments, as those individuals are not issued W-2s from the Foundation.

Staff & Compensation: On page 1, Part I, Summary, line 15, what is included within the category “Salaries, other compensation, employee benefits”?

This category includes salary, benefits, and payroll taxes for full-time and part-time staff members in the US and outside of the US employed by Wikimedia Foundation or its Employer of Record. These costs vary significantly by geography. This number does not include fees paid to temporary contractors, vendors, or consultants. Please also note that the amount shown is for the fiscal year (July 1, 2023 – June 30, 2024) while other information pertaining to salaries and compensation in the Form 990 is as of the calendar year (January 1- December 31, 2023).

Staff & Compensation: On page 1, Part I, Summary, line 15, salaries have increased in total by approximately $5.2 million from the prior year – what caused this increase?

This was primarily due to annual compensation increases for existing staff, including cost of living adjustments, merit increases, and promotions.

This growth is consistent with what we outlined in our FY 2023-2024 annual plan, where we noted that after a period of rapid growth over the prior 3 years, we aimed to stabilize our budget growth to approximately 5%.

The Wikimedia Foundation's compensation practices reflect our desire to compensate people for their work in a manner that is equitable, reasonable, and consistent with our values and culture. The Foundation recently published more information about compensation in a Diff post.

Expenses: On page 3, Part III describes programmatic expenses related to technology (line 4a) and grantmaking and program activities (line 4b). Can you describe what costs are included in each category?

Part III describes our programmatic spending within two categories - technology (referred to as technology in the Form 990) and support for volunteers (referred to as grantmaking and program activities in the Form 990).

The Foundation spent $80.8M on technology in FY 2023-2024 (line 4a in Part III). This includes support for wikipedia.org and the other Wikimedia websites, which together are one of the world's most popular web platforms and the world's largest collaborative free knowledge project. The Foundation provides both the technical infrastructure and the dedicated engineering staff and resources needed to build, improve, and maintain the Wikimedia projects. These ongoing engineering efforts and product improvements require research and design work, as well as legal support. All of this allows for the best experience for our readers and volunteer community, ensuring users continue to access, contribute to and grow the world's largest online free knowledge resource.

The Foundation spent $57.5M on grantmaking and program activities in FY 2023-2024, of which $27.0M was given as grants to community groups for their work towards the Wikimedia mission (line 4b in Part III). The remaining spending of $30.5M funded volunteer support work led by Wikimedia Foundation teams, including legal support, trust and safety support, community programs like GLAM and education work, partnerships, public policy work, human rights work, community research such as the Community Insights survey, and communications. Through these activities, the Foundation aims to support, protect and advocate for volunteers, and expand the impact and reach of the Wikimedia projects.

Lobbying: On page 4, Part IV, line 4 is marked “Yes” for lobbying activities, why?

The IRS defines “lobbying activities” as “all activities intended to influence foreign, national, state, or local legislation.” In FY 2023-2024, the Wikimedia Foundation continued to support the public policy efforts of the Wikimedia movement, including activities to promote and defend Wikimedia's position on copyright, free expression, and legislation that supports online community content moderation and community governance. Activities included meetings and/or publications concerning: the UK Online Safety Bill, US Section 230, French Security and Regulation of the Digital Act, WG7 C20 Brazil Digitalization & Tech, Malaysia AI regulation, the Latin American & Caribbean digital agenda, the United States Trade Representative World Trade Organization E-commerce agreement policy, US Section 702, the United States Agency for International Development (USAID) AI Global Development Playbook, and Australian Basic Online Safety Expectations. For more information on the Foundation’s advocacy work, which includes lobbying, see the Don’t Blink Public Policy Snapshot newsletters on Diff.

We have outlined our expenditures on lobbying activities for the fiscal year in Schedule C, pages 22-24. Our lobbying expenditures increased from $53.1K in FY 2022-2023 to $92.6K in FY 2023-2024. Our continuing advocacy work is a priority, as outlined in our current annual plan for FY 2024-2025.

Board appointments: On page 7, Part VI, Section A, line 7a, the question “Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body” is answered “No.” Why?

This question is answered no because the Board has the power of appointment for all seats. The Bylaws allow a board of up to 16 members of which up to eight seats are selected by the community. The current composition of the Board includes seven seats appointed by the rest of the Board for specific expertise selected in a process guided by the Board Governance Committee; eight seats selected by Wikimedia volunteer communities and affiliates through an open and transparent process; and one founder's seat reserved for Jimmy Wales. In the most recent Board selection process in 2024, 6000 members of the Wikimedia community from more than 180 different language communities cast their vote. Community-selected candidates are then subject to legal due diligence (e.g., background checks), and, once the due diligence is successfully completed, the Board of Trustees approves their appointment. This is the process that the Board has followed for many years.

Affiliates: On page 7, Part VI, Section B, line 10a, the question “Does the organization have local chapters, branches, or affiliates?” is answered “No.” Why?

This question refers to entities that are not their own legal entities but rather extensions of the parent entity, in this case the Wikimedia Foundation. Wikimedia affiliates are independent organizations.

Staff & Compensation: On pages 8-9, Part VII, Section A, there is a list which includes people who are no longer on the staff but does not include some current staff. Why?

The list reflects the 2023–2024 fiscal year and 2023 calendar year, which means it includes key staff who were present for all, or any part, of the year, as well as board members with terms in effect during the fiscal year from July 2023 through June 2024.

Staff & Compensation: On page 8, Part VII, Section A, how do you determine which staff are listed here? Why is there a name I don’t recognize?

The requirements for inclusion on this list are staff who were officers of the organization, key employees (in our case, this means part of the chief team), and the five highest compensated employees (who are not officers or key employees) for the calendar year 2023. The Form 990 is a legal document requiring us to list the legal names of all reported individuals, which may or may not be the name they use routinely.

Staff & Compensation: On page 8, Part VII, Section A, what does column F “Estimated amount of other compensation from the organization and related organizations” represent?

Column F includes retirement (401K matching) as well as other nontaxable benefits, including health benefits, dental, vision, short and long term disability, and accidental death and dismemberment insurance. See Schedule J, Part II (page 49) for a more detailed break out of these costs.

Expenses: On page 9, what is the nature of the independent contractors?

The Form 990 requires disclosure of the five highest compensated independent contractors. The nature of each of those five independent contractors is listed below.

• Jones Day: legal services related to trademark portfolio management and enforcement
• Gluzdov.com, Inc. DBA Speed and Function: engineering services and software development to support product development, technical infrastructure, and the development of the Wikimedia Enterprise API services
• Hogan Lovells (Paris) LLP: legal services related to litigation in France
• Jamaedge Group: quality assurance and testing services for supporting the product development of Wikipedia’s main software, including regression testing, new feature testing of language and product localization, feature engineering, and trust and safety projects
• PWC Holdings: consulting services for implementation of our new human resources information system

Revenue: On page 10, Part VIII, line 11a, what does the $2.1M in Wikimedia Endowment reimbursement represent?

The $2.1M represents revenue earned from the Wikimedia Endowment (the Endowment) under the terms of a cost sharing agreement. The Endowment does not have any employees of its own. In order to maximize cost efficiency, the Endowment and the Foundation entered into a cost sharing agreement in FY 2023-2024 in which the Endowment pays the Foundation for the work that Foundation staff do to support the Endowment, primarily fundraising and general and administrative support. Costs include direct business expenses for which the Endowment reimburses the Foundation, such as donation processing fees, business registration fees, website hosting costs, marketing material, printing, mailing, consulting, and travel and transportation. Costs also include Foundation staff time to support the Endowment, such as Fundraising, Legal, and Finance staff time. The Foundation recognized revenue of $2.1M related to services provided to the Endowment through the cost sharing agreement in FY 2023-2024.

Expenses: On page 11, Part IX, line 11b, what does the $3.3M in fees for legal services represent?

It relates to general outside legal counsel, trademarks support, human resources related counsel, and litigation. These are recurring activities and consistent with prior years.

Expenses: On page 11, Part IX, line 25, how does the expenses allocation among Program Service Expenses, Management and General Expenses, and Fundraising Expenses compare to the prior fiscal year?

For FY 2023-2024, the Foundation invested in programmatic activities as outlined in the approved annual plan for that year. During this reporting period we invested 77% of expenses in Program Services, 12% in General & Administrative, and 11% in Fundraising. This is consistent with the prior year.

Net Assets: Page 13, Part XI is a reconciliation of net assets, can you describe the information it contains?

The reconciliation of net assets summarizes the change to net assets, meaning our total financial holdings including both cash on hand and the investments that make up our financial reserves, net of liabilities such as accounts payable. It is calculated by adding the Foundation’s revenue that fiscal year (primarily from donations) and subtracting our expenses, such as salaries, grants paid, and server costs.

The number is also adjusted for accounting differences between what is required in our audited financial statements and what is required by the IRS in the Form 990. This adjustment results in an ending net asset balance of $271.6M, which ties to our audited financial statements.

Per IRS rules, there are also two items from our audited financial statements that are excluded from Form 990 reporting, and thus need to be included as adjustments in this reconciliation. These are:

• Net unrealized gains or (losses) on investments (line 5): The Wikimedia Foundation holds our financial assets in a number of different forms, including U.S. treasuries, bonds, and stocks. The value of these investments goes up and down over time, and FY 2023-2024 was a year where the overall value went up, mostly due to market fluctuations. They are “unrealized” because the Foundation did not sell the assets, and will hold them until maturity or until they realize positive returns in line with our investment policy. Unrealized gains and losses from investments are not reported within net income under IRS rules. In FY 2023-2024, the Foundation had unrealized gains of $9.6M from investments. In the audited financial statement these are reported as non-operating revenue.
• Other changes in net assets (line 9): The $187K listed resulted from the return of unused grant funds. Sometimes the Foundation’s grantees do not use all of the grant funds. Under the terms of our grant agreements, unused funds that are not re-allocated to a new grant are required to be returned to the Foundation. In the Form 990, returns of unused grant funds are not reported within net income but rather disclosed within Schedule O.

Other Income: On page 15, Schedule A, Section B, line 10, what is other income and why did it increase in 2023?

Other income was $2.1M in FY 2023-2024, which was driven almost entirely by the cost sharing agreement between the Foundation and the Endowment. In order to maximize cost efficiency, the Endowment and the Foundation entered into a cost sharing agreement in FY 2023-2024 in which the Endowment pays the Foundation for the work that Foundation staff do to support the Endowment, related primarily to administration and fundraising. The total paid by the Endowment to the Foundation was $2.1M; very small additional revenue such as that from credit card rebates is also part of this other income figure. Other income increased from $457K in FY 2022-2023 since FY 2023-2024 was the first year of the cost sharing agreement with the Endowment.

Donated Services: On page 28, Schedule D, Part XI, line 2b, what does donated services and use of facilities represent?

This relates to pro bono litigation services, as well as donated technical and hosting services. The pro bono litigation primarily relates to pro bono legal services related to employment law and intellectual property law. The donated technical and hosting services included donated internet hosting and distributed denial-of-service (DDoS) mitigation services.

The Foundation did not receive any donations for use of facilities.

Expenses: What is the purpose of Schedule F, Statement of Activities Outside of the United States (begins at page 30)?

This schedule shows what activities the organization has outside of the United States and how much the expenses are related to those activities. Furthermore, the IRS asks us to break the activities down by region; for example, North America includes Canada and Mexico (but not the U.S. since this schedule is focusing outside of the U.S.), East Asia and the Pacific includes Australia, and South Asia includes India. Expenses include payments for services such as bandwidth, contractors, grants to organizations and individuals, etc. Importantly, while these payments account for direct spending for expenses in each region, they do not account for the value of services and initiatives in a given region, such as the benefits to readers and editors.

The IRS also asks about Fundraising activities. Through our online donations, we receive donations from every region that the IRS lists. We don't show expenses in those regions related to Fundraising because we do not pay individuals or organizations outside of our own staff members to fundraise in regions outside of the U.S.

Fundraising: On page 39, Schedule G, what is the schedule on Part I?

This schedule lists professional fundraisers for the Foundation within FY 2023-2024. The IRS defines professional fundraising as services performed for the organization requiring the exercise of professional judgment or discretion consisting of planning, management, preparation of materials (such as direct mail solicitation packages and applications for grants or other assistance), provision of advice and consulting regarding solicitation of contributions, and direct solicitation of contributions, such as soliciting restricted or unrestricted grants to provide services to the general public. However, professional fundraising doesn't include services provided by the organization's employees in their capacity as employees, nor does professional fundraising include purely ministerial tasks, such as printing, mailing services, or receiving and depositing contributions to a charity, such as services provided by a bank or caging service.

The schedule lists five organizations/contractors that provided professional fundraising services for the Foundation:

• Column (ii) describes the nature of the activities, which included email and mail campaigns, as well as strategic support, development, and analysis.
• Column (iii) notes that none of the organizations/individuals had custody/control of donations.
• Column (iv) shows $0 in gross receipts from the professional fundraising services since the Foundation does not track specific donations raised by professional fundraisers.
• Column (v) lists fees paid to the professional fundraisers during the fiscal year.
• Column (vi) is calculated as column (v) subtracted from column (iv). Since we have $0 in column (iv), the amount shown here is the negative of column (v).

Fundraising: On page 39, Schedule G, Part I, line 3, why aren’t all states listed for the Foundation’s fundraising?

The Foundation fundraises in all states; however, this line in the Form 990 requires reporting on states in which the Foundation is registered or licensed to solicit contributions or has been notified it is exempt from registration or licensing. Not all states require registration or licensing (for example, Texas and Arizona).

Staff & Compensation: On page 51, Schedule J, Part II, what do each of the columns represent?

Compensation is broken out into the below categories/columns, per IRS rules:

• B(i) base compensation: this is the base salary compensation.
• B(ii) bonus and incentive compensation: this includes one-time payments made in addition to base salary compensation.
• B(iii) other reportable compensation: this includes life insurance premiums, wellness stipends, and separation payments.
• C retirement and other deferred compensation: retirement 401K matching.
• D nontaxable benefits: this includes health benefits, dental, vision, short and long term disability, and accidental death and dismemberment insurance.
• E total of columns B(i)-(D).

Staff & Compensation: On page 52, Schedule J, Part III, under Supplemental Information, three former employees received severance payments - can you speak more to that?

In the calendar year 2023 (from January - December 2023), the three senior leaders listed left the Wikimedia Foundation under mutual separation agreements, and received the payments listed on this page within calendar year 2023.

Mutual separation agreements are contracts between an organization and a departing employee which typically involve agreed upon benefits to departing employees such as severance payments and extending healthcare benefits for a given period . Severance payments at the Wikimedia Foundation are subject to a global policy and standardized calculation, which was implemented in April 2023. All listed leadership received severance payments in line with the policy except those who departed prior to its implementation.

Wikimedia Enterprise: Is Wikimedia Enterprise included in the Form 990?

Yes, Wikimedia Enterprise is a part of the Foundation for U.S. accounting as well as federal tax purposes (see Schedule R in the Form 990). This is because Wikimedia Enterprise is a wholly owned subsidiary that is part of the Foundation for federal tax purposes, which is standard practice for limited liability corporations like Wikimedia Enterprise.

Wikimedia Enterprise is an opt-in, paid-for product that provides enterprise-grade APIs for high-volume reusers of Wikimedia content. Wikimedia Enterprise’s services generate income from large commercial partners by providing the high-capacity infrastructure and contractual service guarantees that they require. Wikimedia Enterprise contributes to the future sustainability of the Wikimedia projects, ensuring that the content on Wikipedia will continue to be accessible and usable by everyone. Enterprise customers are required to use Wikimedia content in accordance with Wikimedia’s licensing and attribution policies; however, there is no payment or expectation for Enterprise customers to rank Wikipedia content more highly in search results or distribute it within their products. In addition, Enterprise customers have no influence on Wikipedia's editorial policies or content moderation systems. Wikimedia Enterprise revenue from Wikimedia Enterprise customers is also reported within Part VIII - Statement of Revenue (page 10) on line 5 (royalties for the API subscription) and line 11b (professional services). The increase in revenue was due to full year revenue for some customers that signed contracts part way through the prior fiscal year, as well as an increased customer base.

Additional financial and governance details that go beyond what is required by the Form 990 for reporting on Wikimedia Enterprise - annual reports, cost sharing and operating agreements and more - can be found on its dedicated governance page. Each year’s financials are also further explained in a Diff post.

Wikimedia Enterprise: What are the federal tax requirements?

Income derived from unrelated business activities may be taxable to non-profit organizations. This unrelated business income is income from a trade or business, regularly carried on, that is not substantially related to the purpose that is the basis of the organization’s tax exemption. For Wikimedia Enterprise, taxable income includes professional service revenue, net of expenses. In this context, “professional services” is the small portion of revenue Wikimedia Enterprise engineers spend consulting with customers at their request, to provide expert technical advice to a specific customer about their own systems and setup. The revenue derived from the API subscription itself is not taxable because it is considered a royalty revenue. For more information see the Enterprise financial report for fiscal year 2023-2024.