UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
| x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the fiscal year ended December 31, 2014 | |
| OR | |
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from __________ to ____________ | |
Commission file number 000-22387
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
DCB Financial Corp
110 Riverbend Avenue
Lewis Center, Ohio 43035
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Required Information
Item 4. Financial Statements and Supplemental Schedule for the Plan.
The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan (the “Plan”) is subject to the Employee Retirement Income Security Act of 1974 (“ERISA”). In lieu of the requirements of Items 1 through 3 of this Form, the Plan is filing financial statements and supplemental schedule prepared in accordance with the financial reporting requirements of ERISA. The Plan financial statements and supplemental schedule for the fiscal year ended December 31, 2014, are included as Exhibit 99.1 to this report on Form 11-K and are incorporated herein by reference. The Plan financial statements and supplemental schedule as of and for the year ended December 31, 2014 have been audited by Clark, Schaefer, Hackett & Co., Independent Registered Public Accounting Firm, and their report is included therein.
Exhibits
The following financial statements and exhibits are filed as part of this annual report:
| Exhibit Number | Description | |
| Exhibit 23.1 | Consent of Independent Registered Public Accounting Firm | |
| Exhibit 99.1 | Financial Statements for The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan as of and for the years ended December 31, 2014 and 2013, and the Supplemental Schedule as of December 31, 2014. |
Signatures
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, The Delaware County Bank & Trust Company, trustee and administrator of the plan, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan | ||||
| Date: June 29, 2015 | By: | /s/ J. Daniel Mohr | ||
| J. Daniel Mohr | ||||
| Executive Vice President and Chief Financial Officer | ||||
| 2 |
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-87874) of DCB Financial Corp, of our report dated June 29, 2015, our audit of the statements of net assets available for benefits of The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan, as of December 31, 2014 and 2013, the related statements of changes in net assets available for benefits for the years then ended, and the related supplemental schedule of Schedule H, Line 4i – Schedule of Assets (held at end of year) as of December 31, 2014 which report appears in the December 31, 2014 annual report on Form 11-K of The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan.
| /s/ Clark, Schaefer, Hackett & Co. | |
| Columbus, Ohio | |
| June 29, 2015 |
Exhibit 99.1
Table of Contents
| Page | |
| Report of Independent Registered Public Accounting Firm | 2 |
| Financial Statements | |
| Statements of Net Assets Available for Benefits as of December 31, 2014 and 2013 | 3 |
| Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 2014 and 2013 | 4 |
| Notes to Financial Statements | 5 |
| Supplemental Information | |
| Schedule H, Line 4i – Schedule of Assets (Held at End of Year) | 12 |
| 1 |
Report of Independent Registered Public Accounting Firm
Compensation Committee
The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan
Lewis Center, Ohio
We have audited the accompanying statements of net assets available for benefits of The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan (the Plan) as of December 31, 2014 and 2013, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of the Plan’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2014 and 2013, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2014 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental schedule is the responsibility of the Plan’s management. Our procedures included determining whether the supplemental schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ Clark, Schaefer, Hackett & Co.
Columbus, Ohio
June 29, 2015
| 2 |
| THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN |
| Statements of Net Assets Available for Benefits |
| December 31, 2014 and 2013 |
| December 31, | ||||||||
| 2014 | 2013 | |||||||
| Assets | ||||||||
| Noninterest-bearing cash | $ | - | $ | - | ||||
| Investments at fair value (Note 5) | 5,927,634 | 5,294,115 | ||||||
| Receivables: | ||||||||
| Employer contributions | - | - | ||||||
| Participant contributions | - | - | ||||||
| Participant notes receivable | 92,215 | 94,270 | ||||||
| Total receivables | 92,215 | 94,270 | ||||||
| Net assets available for benefits | $ | 6,019,849 | $ | 5,388,385 | ||||
See accompanying notes to financial statements.
| 3 |
| THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN |
| Statements of Changes in Net Assets Available for Benefits |
| Years Ended December 31, 2014 and 2013 |
| Year ended December 31, | ||||||||
| 2014 | 2013 | |||||||
| Additions to net assets attributed to: | ||||||||
| Investment activity: | ||||||||
| Interest and dividend income | $ | 23,598 | $ | 18,354 | ||||
| Net appreciation in fair value of investments (Note 5) | 357,152 | 749,787 | ||||||
| Total investment activity | 380,750 | 768,141 | ||||||
| Interest income on notes receivable from participants | 3,051 | 3,281 | ||||||
| Contributions: | ||||||||
| Rollover | 145,417 | 72,018 | ||||||
| Participant contributions | 513,162 | 488,905 | ||||||
| Employer contributions | 167,299 | 161,089 | ||||||
| Total contributions | 825,878 | 722,012 | ||||||
| Total additions | 1,209,679 | 1,493,434 | ||||||
| Deductions from net assets attributed to: | ||||||||
| Distributions to participants and beneficiaries | 574,546 | 436,188 | ||||||
| Administrative fees | 3,669 | 7,987 | ||||||
| Total deductions | 578,215 | 444,175 | ||||||
| Net increase in net assets available for benefits | 631,464 | 1,049,259 | ||||||
| Net assets available for benefits: | ||||||||
| Beginning of year | 5,388,385 | 4,339,126 | ||||||
| End of year | $ | 6,019,849 | $ | 5,388,385 | ||||
See accompanying notes to financial statements.
| 4 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
Note 1 – Description of Plan
The following description of The Delaware County Bank & Trust Company Employee 401(k) Retirement Plan (the "Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.
General: The Plan is a defined contribution plan covering all eligible employees of The Delaware County Bank & Trust Company, and its affiliates, DCB Insurance Services, LLC and DCB Title Services, LLC (collectively, the "Employer"). All employees who are at least 20 years of age and complete 6 months of service are eligible to be in the Plan. Each employee may enter the Plan on the first day of the plan quarter following completion of the eligibility requirements. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
Contributions: Participants may make salary deferral contributions at their discretion up to and in accordance with applicable sections of the Internal Revenue Code. Participants may also contribute rollover contributions representing distributions from other qualified plans. Participants direct the investment of their contributions into various investment options offered by the Plan. The Employer matches 50% of the participants' contributions up to a maximum of 6% of their eligible annual compensation. In addition, the Board of Directors can provide for an additional Employer contribution on a discretionary basis. In 2014 and 2013, there were no additional discretionary contributions. Participants who reach age 50 may elect to make catch-up contributions.
Participant Accounts: Each participant's account is credited with the participant's own contributions, the Employer's contributions and Plan earnings and losses. Allocations of the Employer contributions are based on participant compensation or participant contributions. Earnings and losses are allocated based on account balances. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account.
Retirement, Death and Disability: A participant is entitled to 100% of his or her account balance upon retirement, death, or disability.
Vesting: Participants are immediately vested in their salary deferral contribution and any earnings or losses thereon. Participants vest in Employer contributions and earnings or losses thereon as follows:
| Years of Service | Vesting Percentage | |||
| Less than 1 | 0 | % | ||
| More than 1 but less than 2 | 33 | % | ||
| More than 2 but less than 3 | 66 | % | ||
| 3 or more | 100 | % | ||
Forfeitures: Forfeitures of terminated participants' non-vested account balances are used to restore participant accounts, reduce Employer contributions or pay plan expenses. As of December 31, 2014 and 2013, $35 and $4, respectively, of forfeitures were available. Forfeitures of $2,437 and $6,084 were used to pay plan expenses in 2014 and 2013, respectively.
Payment of Benefits: Upon termination of service with the Employer, retirement, death or disability, a participant will receive a lump-sum amount equal to the value of his or her vested account if the balance is under $1,000. If the participant’s balance is over $1,000, they may keep their account open or elect lump-sum or partial payment options.
| 5 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
Note 2 - Summary of Significant Accounting Policies
Basis of Accounting: The financial statements of the Plan are prepared under the accrual method of accounting.
Investment Valuation and Income Recognition: The Plan's investments are stated at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note 5 for discussion of fair value measurements.
Investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. Plan management has represented that contract value approximates fair value since participant transactions are executed at contract value without adjustment.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
Participant Notes Receivable: Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are reclassified as distributions based upon the terms of the plan document. Participants may borrow 50% of their vested account balance up to a maximum of $50,000 minus any loan amounts repaid in the last 12 months. The minimum loan request is $1,000 and interest is payable at the then prevailing prime interest rate (prior to 2013 interest was paid at prevailing prime interest rate plus 1%). Principal and interest is paid ratably through payroll deductions.
Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures, and actual results may differ from these estimates. A significant change may occur in the near term for the estimates of investment valuation.
Payment of Benefits: Benefits are recorded when paid.
Note 3 - Plan Termination
Although it has not expressed any intent to do so, the Employer has the right under the provisions of the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, participants would become 100% vested in their Employer contributions.
Note 4 – Pooled Separate Accounts
The Plan has investment contracts with the Principal. Principal maintains Plan contributions in separate accounts and invests in these accounts according to the stated objectives of the various Pooled Separate Accounts (PSAs). The principal is not guaranteed. Contract holders are allocated units of the PSAs, not specific securities. The value of the PSA units is the fair value of the underlying assets on the last day of the Plan year as determined generally by using commercial quotation services. Fair value includes reinvested dividend and interest income, received and accrued, realized gains and losses, and unrealized gains or losses of the underlying PSA assets. PSAs do not pay dividends or interest to the Plan. The accounts are credited with actual earnings on the underlying investments (principally mutual fund earnings) and charged for participant withdrawals and administration expenses.
| 6 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
Note 5 - Investments
Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy has been established which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.
The three levels of inputs that may be used to measure fair value:
| Level 1 - | Quoted prices in active markets for identical assets or liabilities | |
| Level 2 - | Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities | |
| Level 3 - | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities |
Following is a description of the valuation methodologies used for instruments measured at fair value on a recurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy.
Mutual Funds – These investments are valued using the net asset value of shares held by the plan at year end and are classified within level 1 of the valuation hierarchy.
DCB Financial Corp common stock – DCB Financial Corp common stock units are held in a unitized fund. The underlying common stock is valued at the closing price of the common stock reported on the OTC Bulletin Board under the symbol “DCBF” and is classified within level 1 of the valuation hierarchy.
Pooled Separate Accounts – The net asset value (NAV) of a pooled separate account is based on the market value of its underlying investments which represents the NAV of the units held by the Plan at the end of the year. The NAV is not a publicly-quoted price in an active market. The NAV is classified within Level 2 of the fair value hierarchy. The investment objectives of the accounts include the preservation of capital, or to attain certain, growth, income or balance performance levels based on different tolerance levels of risk. The separate accounts are not restricted in regard to distributions.
Common/Collective Trusts - The common/collective trusts are valued using the NAV provided by the fund trustee based on the value of the underlying assets owned by the trust. The NAV is classified within Level 2 of the fair value hierarchy. The fund manager’s objective is to seek total return consisting of long-term growth of capital and current income based on various expected retirement dates. There are no unfunded commitments related to the common collective trusts and units are redeemable at NAV daily.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
| 7 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
The following tables set forth by level the plan’s assets at fair value as of December 31, 2014 and 2013:
Assets at Fair Value as of December 31, 2014:
| Significant | ||||||||||||||||
| Quoted Prices | Other | Significant | ||||||||||||||
| in Active | Observable | Unobservable | ||||||||||||||
| Market | Inputs | Inputs | Fair Value | |||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Mutual funds: | ||||||||||||||||
| Balanced funds | $ | 80,311 | $ | - | $ | - | $ | 80,311 | ||||||||
| Fixed income funds | 229,972 | - | - | 229,972 | ||||||||||||
| International funds | 384,468 | - | - | 384,468 | ||||||||||||
| Large equity funds | 522,797 | - | - | 522,797 | ||||||||||||
| Small/mid equity funds | 140,371 | - | - | 140,371 | ||||||||||||
| Other | 5,049 | - | - | 5,049 | ||||||||||||
| Total mutual funds | 1,362,968 | - | - | 1,362,968 | ||||||||||||
| Common stock: | ||||||||||||||||
| DCB Financial Corp stock | 853,228 | - | - | 853,228 | ||||||||||||
| Pooled separate accounts: | ||||||||||||||||
| Small/mid equity | - | 405,512 | - | 405,512 | ||||||||||||
| Common/collective trust accounts: | ||||||||||||||||
| Stable Value fund | - | 448,687 | - | 448,687 | ||||||||||||
| Target funds | - | 2,857,239 | - | 2,857,239 | ||||||||||||
| Total Common/collective trusts | - | 3,305,926 | - | 3,305,926 | ||||||||||||
| Total assets at fair value | $ | 2,216,196 | $ | 3,711,438 | $ | - | $ | 5,927,634 | ||||||||
| 8 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
Assets at Fair Value as of December 31, 2013:
| Significant | ||||||||||||||||
| Quoted Prices | Other | Significant | ||||||||||||||
| in Active | Observable | Unobservable | ||||||||||||||
| Markets | Inputs | Inputs | Fair Value | |||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Mutual funds: | ||||||||||||||||
| Balanced funds | $ | 65,647 | $ | - | $ | - | $ | 65,647 | ||||||||
| Fixed income funds | 399,289 | - | - | 399,289 | ||||||||||||
| International funds | 354,508 | - | - | 354,508 | ||||||||||||
| Large equity funds | 426,478 | - | - | 426,478 | ||||||||||||
| Small/mid equity funds | 175,251 | - | - | 175,251 | ||||||||||||
| Other | 12,977 | - | - | 12,977 | ||||||||||||
| Total mutual funds | 1,434,150 | - | - | 1,434,150 | ||||||||||||
| Common stock: | ||||||||||||||||
| DCB Financial Corp stock | 749,021 | - | - | 749,021 | ||||||||||||
| Pooled separate accounts: | ||||||||||||||||
| Money market | - | 363,801 | - | 363,801 | ||||||||||||
| Small/mid equity | - | 295,189 | - | 295,189 | ||||||||||||
| Total pooled separate accounts | - | 658,990 | - | 658,990 | ||||||||||||
| Common/collective trust accounts: | ||||||||||||||||
| Target funds | - | 2,451,954 | - | 2,451,954 | ||||||||||||
| Total assets at fair value | $ | 2,183,171 | $ | 3,110,944 | $ | - | $ | 5,294,115 | ||||||||
The following tables summarize investments measured at fair value based on net asset value (NAV) per share as of
December 31, 2014 and 2013:
At December 31, 2014:
| Fair Value | Unfunded Commitments | Redemption Frequency (if currently eligible) | Redemption Notice Period | |||||||
| Principal common collective trust | $ | 3,305,926 | N/A | Daily | Daily | |||||
| Pooled separate accounts: | ||||||||||
| Small/mid equity | 405,512 | N/A | Daily | Daily | ||||||
| Subtotal | 405,512 | |||||||||
| Total | $ | 3,711,438 | ||||||||
| 9 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
At December 31, 2013:
| Fair Value | Unfunded Commitments | Redemption Frequency (if currently eligible) | Redemption Notice Period | |||||||
| Principal common/collective trust | $ | 2,451,954 | N/A | Daily | Daily | |||||
| Pooled separate accounts: | ||||||||||
| Money market | 363,801 | N/A | Daily | Daily | ||||||
| Small/mid equity | 295,189 | N/A | Daily | Daily | ||||||
| Subtotal | 658,990 | |||||||||
| Total | $ | 3,110,944 | ||||||||
The following table presents investments at fair value that represent 5% or more of the Plan's net assets available for benefits at December 31:
| 2014 | 2013 | |||||||
| Principal Money Market Separate Account | $ | - | $ | 363,801 | ||||
| Principal Stable Value Fund | 448,687 | - | ||||||
| Principal Trust Target 2015 Fund | 476,513 | 459,528 | ||||||
| Principal Trust Target 2020 Fund | 332,782 | 315,169 | ||||||
| Principal Trust Target 2025 Fund | 572,110 | 498,660 | ||||||
| Principal Trust Target 2030 Fund | 450,486 | 394,682 | ||||||
| Principal Trust Target 2035 Fund | 521,940 | 348,598 | ||||||
| Principal Trust Target 2045 Fund | 317,444 | - | ||||||
| DCB Financial Corp common stock | 853,228 | 749,021 | ||||||
The following table presents the appreciation of the Plan's investments (including investments bought, sold, as well as held during the year) during the years ended December 31, 2014 and 2013:
| 2014 | 2013 | |||||||
| Common stock | $ | 101,919 | $ | 174,348 | ||||
| Pooled separate accounts | 31,717 | 43,063 | ||||||
| Common/collective trusts | 160,899 | 285,268 | ||||||
| Mutual funds | 62,617 | 247,108 | ||||||
| Total | $ | 357,152 | $ | 749,787 | ||||
| 10 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Notes to Financial Statements
December 31, 2014 and 2013
Note 6 - Party-In-Interest Transactions
Parties-in-interest are defined under Department of Labor (DOL) Regulations as any fiduciary of the Plan, any party rendering services to the Plan, the Employer, and certain others. The Delaware County Bank & Trust Company served as the Plan trustee and custodian of the Plan assets during 2013. In January 2013, the Employer changed the trustee from the Delaware County Bank and Trust Company to Principal Trust Company. Transactions during the year with parties-in-interest included investment in the DCB Financial Corp common stock, investments managed by Principal Trust Company and contributions made by the Employer. At December 31, 2014, the Plan owned approximately 121,890 unitized shares of DCB Financial Corp common stock, valued at $7.00 per share for a total fair value of $853,228. DCB Financial Corp is deemed a party-in-interest. At December 31, 2013, the Plan owned 121,792 shares of DCB Financial Corp common stock, valued at $6.15 per share for a total fair value of $749,021 Expenses incurred in the administration of the Plan by the trustee are paid by the Employer on behalf of the Plan.
Note 7 - Tax Status
The Plan has adopted a prototype plan which received a favorable opinion letter from the Internal Revenue Service on March 31, 2008 which stated that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code. The Plan Sponsor believes the Plan, as amended and restated, is operated in compliance with the applicable requirements of the Internal Revenue Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.
Accounting principles generally accepted in the United States of America require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability if the organization has taken an uncertain position that more likely than not would not be sustained upon examination by the respective taxing authorities. The Plan Administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2014, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits of the Plan for any tax periods in progress. The Plan Administrator believes it is no longer subject to income tax examinations for years prior to 2011.
Note 8 – Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.
Note 9 – Change in Trustee
In January 2013, the Employer changed the trustee from The Delaware County Bank & Trust Company to Principal Trust Company.
| 11 |
THE DELAWARE COUNTY BANK & TRUST COMPANY EMPLOYEE 401(k) RETIREMENT PLAN
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
Supplemental Information
Name of plan sponsor: The Delaware County Bank & Trust Company
Employer identification number: 31-4376006
Three-digit plan number: 002
Schedule of assets held as of December 31, 2014:
| (c) | ||||||||||||
| (b) | Description of investment including | (e) | ||||||||||
| Identity of Issuer, Borrower, | Maturity Date, Rate of Interest, | (d) | Fair | |||||||||
| (a) | Lessor or Similar Party | Collateral, Par, or Maturity Value | Cost | Value | ||||||||
| Blackrock High Yield Bond Fund | Mutual fund | ** | $ | 23,975 | ||||||||
| Clearbridge Small Cap Growth Fund | Mutual fund | ** | 70,764 | |||||||||
| Columbia Balanced Fund | Mutual fund | ** | 20,065 | |||||||||
| Delaware Corp Bond Fund | Mutual fund | ** | 61,377 | |||||||||
| Franklin Income Fund | Mutual fund | ** | 72,724 | |||||||||
| Goldman Sachs Small Cap Value Service Fund | Mutual fund | ** | 48,925 | |||||||||
| JP Morgan Equity Income Fund | Mutual fund | ** | 156,863 | |||||||||
| JP Morgan Govt Bond Fund | Mutual fund | ** | 30,022 | |||||||||
| JP Morgan Large Cap Growth Fund | Mutual fund | ** | 232,827 | |||||||||
| JP Morgan Mid Cap Value Fund | Mutual fund | ** | 20,681 | |||||||||
| MFS Global Equity Fund | Mutual fund | ** | 79,458 | |||||||||
| Oakmark II Fund | Mutual fund | ** | 133,107 | |||||||||
| Oppenheimer Intl Div Fund | Mutual fund | ** | 49,688 | |||||||||
| Pimco All Asset Fund | Mutual fund | ** | 60,247 | |||||||||
| Pimco Comm Plus Start Fund | Mutual fund | ** | 5,050 | |||||||||
| Pimco Income Fund | Mutual fund | ** | 39,116 | |||||||||
| Pimco Real Return Fund | Mutual fund | ** | 2,758 | |||||||||
| Prudential Global Real Estate Fund | Mutual fund | ** | 90,303 | |||||||||
| Templeton Global Total Return Fund | Mutual fund | ** | 37,858 | |||||||||
| Virtus Emerging Markets Opps Fund | Mutual fund | ** | 127,160 | |||||||||
| * | Principal Small Cap S&P 400 Index | Pooled separate account | ** | 111,373 | ||||||||
| * | Principal Mid Cap Separate Account | Pooled separate account | ** | 136,401 | ||||||||
| * | Principal Small Cap S&P 600 Index | Pooled separate account | ** | 157,738 | ||||||||
| * | Principal Stable Value Fund | Common/collective trust | ** | 448,687 | ||||||||
| * | Principal Trust Target 2010 Fund | Common/collective trust | ** | 11,187 | ||||||||
| * | Principal Trust Target 2015 Fund | Common/collective trust | ** | 476,513 | ||||||||
| * | Principal Trust Target 2020 Fund | Common/collective trust | ** | 332,782 | ||||||||
| * | Principal Trust Target 2025 Fund | Common/collective trust | ** | 572,110 | ||||||||
| * | Principal Trust Target 2030 Fund | Common/collective trust | ** | 450,486 | ||||||||
| * | Principal Trust Target 2035 Fund | Common/collective trust | ** | 521,940 | ||||||||
| * | Principal Trust Target 2040 Fund | Common/collective trust | ** | 121,428 | ||||||||
| * | Principal Trust Target 2045 Fund | Common/collective trust | ** | 317,444 | ||||||||
| * | Principal Trust Target 2050 Fund | Common/collective trust | ** | 50,609 | ||||||||
| * | Principal Trust Target 2055 Fund | Common/collective trust | ** | 2,740 | ||||||||
| * | DCB Financial Corp | DCB Financial Corp Common Stock, Investment in 121,890 shares of common stock | ** | 853,228 | ||||||||
| * | Participant Notes Receivable | Notes receivable from participants with interest rates at 3.25% - 4.25% | - | 92,215 | ||||||||
| Total assets | $ | 6,019,849 | ||||||||||
| * | Denotes parties-in-interest to the Plan. |
| ** | Cost information is not required for participant-directed investments and therefore not included. |
| 12 |