11-K 1 a11-k12312019.htm 11-K Document




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


__________________________________

FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

_________________________________


[X]
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2019.

[ ]
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to ______.

Commission file number 1-2299

A.
Full title of the plan and the address of the plan, if different from that of the issuer named below:

Applied Industrial Technologies, Inc.
Retirement Savings Plan

B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Applied Industrial Technologies, Inc.
One Applied Plaza
Cleveland, Ohio 44115-5056





Financial Statements and Exhibit(s) (enclosed)

                                    
(a)    Financial Statements                

Report of Independent Registered Public Accounting Firm        
        
Statements of Net Assets Available for Benefits
As of December 31, 2019 and 2018
        
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 2019
    
Notes to Financial Statements                    

Supplemental Schedule                                 
                

(b)    Exhibit(s)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan has duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized.
                        
 
APPLIED INDUSTRIAL TECHNOLOGIES,
INC. RETIREMENT SAVINGS PLAN
 
 
 
By: Applied Industrial Technologies, Inc., as Plan Administrator
 
 
 
By: /s/ Kurt W. Loring                 
 
Kurt W. Loring
 
Vice President-Chief Human Resources Officer
 
 
Date: June 26, 2020
 











APPLIED INDUSTRIAL TECHNOLOGIES, INC.
RETIREMENT SAVINGS PLAN



Financial Statements
For the Years Ended December 31, 2019 and 2018

Supplemental Schedule
As of December 31, 2019

Report of Independent Registered Public Accounting Firm






APPLIED INDUSTRIAL TECHNOLOGIES, INC.
RETIREMENT SAVINGS PLAN

TABLE OF CONTENTS






Report of Independent Registered Public Accounting Firm


To the Plan Administrator and Plan Participants
Applied Industrial Technologies, Inc. Retirement Savings Plan

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of the Applied Industrial Technologies, Inc. Retirement Savings Plan (the “Plan”) as of December 31, 2019 and 2018, and the related statement of changes in net assets available for benefits for the year ended December 31, 2019, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets of the Plan as of December 31, 2019 and 2018, and the changes in its net assets for the year ended December 31, 2019, in conformity with accounting principles generally accepted in the United States of America.

Basis of Opinion

The Plan’s management is responsible for these financial statements. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Supplemental Information

The supplemental information in the accompanying schedule of assets held at end of year as of December 31, 2019 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information 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 information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with Department of Labor’s Rules and Regulations for Reporting under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.


/s/ Plante & Moran, PLLC

We have served as the Plan’s auditor since 2008.

Cleveland, Ohio
June 26, 2020


1

APPLIED INDUSTRIAL TECHNOLOGIES, INC.
RETIREMENT SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2019 AND 2018



 
2019
 
2018
 
 
 
 
Assets:
 
 
 
  Investments at fair value
$
525,955,678

 
$
441,204,635

  Participant notes receivable
7,420,571

 
7,637,447

Net assets available for plan benefits
$
533,376,249

 
$
448,842,082

 
 
 
 
 
 
 
 
See notes to financial statements.
 
 
 



2

APPLIED INDUSTRIAL TECHNOLOGIES, INC.
RETIREMENT SAVINGS PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2019




 
2019
Additions to net assets attributed to:
 
  Contributions:
 
    Participants
$
24,461,453

    Participants' rollovers
7,227,323

    Employer
8,250,696

        Total contributions
39,939,472

 
 
  Investment Income:
 
    Interest, Dividends, and Other
9,446,210

 
 
    Net realized and unrealized gains in fair value of investments
90,325,453

 
 
         Total investment income
99,771,663

 
 
  Interest on participant notes receivable
420,912

 
 
Total additions
140,132,047

 
 
Deductions from net assets attributed to:
 
  Distributions to participants
(55,030,632
)
  Administrative expenses
(567,248
)
          Total deductions
(55,597,880
)
 
 
Net increase in net assets
84,534,167

 
 
Net assets available for benefits:
 
Beginning of year
448,842,082

End of year
$
533,376,249

 
 
 
 
See notes to financial statements.






3

APPLIED INDUSTRIAL TECHNOLOGIES, INC. RETIREMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2019 AND 2018


1. DESCRIPTION OF THE PLAN

The following description of the Applied Industrial Technologies, Inc. Retirement Savings Plan (the “Plan”) is provided for general purposes only. Participants and users of the financial statements should refer to the Plan document for more complete information.

General - The Plan was established for the purpose of encouraging and assisting eligible domestic employees of Applied Industrial Technologies, Inc. and its subsidiaries (the “Company”) to provide long-term, tax-deferred savings for retirement. The Plan is subject to reporting and disclosure requirements, minimum participation and vesting standards, and fiduciary responsibility requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”).

Administration - The Plan is administered by the Company. The Company's powers and duties relate to making participant and employer contributions to the Plan, establishing investment options, authorizing disbursements from the Plan, and resolving any questions of Plan interpretation. The record keeper and trustee for the assets of the Plan is Principal Trust Company ("Principal").

Participant Accounts - Each participant's account is credited with the participant's contributions and allocations of (a) the Company's contributions and (b) Plan earnings (losses), and (c) administrative expenses. Allocated expenses are based on participant contributions, account balances, or can be per capita, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested portion of their account.

Participation and Contributions - All eligible employees may participate in the Plan upon their hire with the Company. Eligible employees may elect to make pre-tax or after-tax contributions to the Plan ranging from 1% to 50% of compensation, subject to limitations under the Internal Revenue Code. Highly compensated employees are restricted to maximum contributions of 12% of compensation. All newly eligible employees are automatically enrolled into the Plan with an initial contribution rate of 3% after 30 days of employment if they have not made an affirmative election already or have not made an election to opt out of contributing. The initial contribution rate was amended from 2% to 3% in 2019.

The Company may make additional discretionary matching contributions limited to 50% of the aggregate participant pre-tax and after-tax contributions up to 6% of the participant's eligible compensation for that period. Employer matching contributions are paid each pay period and the participant must be employed during the period to receive the match.

The Plan permits catch-up contributions for participants who are age 50 or older and defer the maximum
amount allowed under the Plan.

The Plan provides for rollover contributions (amounts distributed to participants from certain other tax-qualified plans) and transfer contributions (amounts transferred from certain other tax-qualified plans) by or on behalf of an employee in accordance with procedures established by the Company.










4

APPLIED INDUSTRIAL TECHNOLOGIES, INC. RETIREMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2019 AND 2018

Investment of Contributions - The Plan provides that, in accordance with the investment objectives established by the Company, the trustee of the Plan shall hold, invest, reinvest, manage and administer all assets of the Plan as a trust fund for the exclusive benefit of participants and their beneficiaries. Participants elect investment of matching and pre-tax contributions in 1% increments to any of several investment funds or options. The portion of the Plan that is invested in the Applied Industrial Technologies, Inc. Stock Fund is intended to be an Employee Stock Ownership Plan (“ESOP”) under Code Section 4975 (e)(7) and ERISA Section 407 (d)(6).
Participants may elect to change their investment elections as to future contributions and may also elect to reallocate a portion or all of their account balances among the investment choices in increments of 1% of the total amount to be reallocated. All such elections are filed with the trustee of the Plan and become effective daily.
Vesting and Distributions - Each participant is immediately and fully vested in their participant contributions and earnings thereon. Participants vest in employer contributions at a rate of 25% for each year of eligible service, becoming completely vested after four years, or at death, termination of employment due to physical or mental disability (determined by the Company upon the basis of a written certificate of a physician selected by it), or normal retirement as defined in the Plan.

Upon termination of employment, participants may receive lump-sum or installment distributions of their vested account balances as soon as administratively possible. Distributions are made in the form of cash. The Plan permits hardship withdrawals, if the hardship criteria are met, or in-service distributions at age 59 1/2. Hardship withdrawals and in-service distributions can be taken from participant rollovers, salary deferrals, and catch-up contributions.

Forfeitures - Forfeitures of nonvested amounts are used to first reduce future matching employer contributions and second, to pay eligible plan expenses. The balance in the forfeiture account was $13,841 and $1,628 at December 31, 2019 and 2018, respectively. The Company used approximately $270,500 from the forfeitures to offset contributions for the year ended December 31, 2019.

Participant Notes Receivable - Participants may borrow (from their pre-tax contributions, rollover contributions and transferred contributions) a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of the aggregate sum of the participant's accounts. Participant notes receivable terms range from 1-5 years or up to 10 years if used for the purchase of a primary residence. Participant notes receivable that originated from merged plans are also reflected in participant notes receivable in the Plan's financial statements; these participant notes receivable are to be repaid to the Plan in accordance with their original terms. Participant notes receivable are collateralized by the balance in the participant's accounts and bear interest at market rates prevailing at the time the participant note receivable originated. Principal and interest are paid ratably through bi-weekly payroll deductions. Funds cannot be borrowed from Company contributions.

Plan Termination - The Plan was adopted with the expectation that it will continue indefinitely. The Company may, however, terminate the Plan at any time and may amend the Plan from time to time. In the event of termination of the Plan, all participants will immediately become fully vested in their accounts.







5

APPLIED INDUSTRIAL TECHNOLOGIES, INC. RETIREMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2019 AND 2018

Tax Status of the Plan - The Plan obtained its latest determination letter dated July 12, 2017, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. Although the Plan has been amended since receiving this determination letter, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan's financial statements. The Plan is no longer subject to income tax examinations for the years prior to 2016.

Party-in-interest Transactions - The Plan invests in shares of the Company's common stock. The Company is the Plan sponsor; therefore, these transactions qualify as party-in-interest transactions as defined under ERISA guidelines. For the year ended December 31, 2019, transactions involving the Company's stock included sales of approximately $3,500,000 and purchases of approximately $1,800,000.


6

APPLIED INDUSTRIAL TECHNOLOGIES, INC. RETIREMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2019 AND 2018


2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of the significant accounting policies followed in the preparation of the Plan's financial statements.

Basis of Accounting - The accompanying financial statements have been prepared on the accrual basis of accounting.

Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Valuation of Investments - Investments are accounted for at cost on the trade date and are reported in the Statements of Net Assets Available for Benefits at fair value. The Common collective trust fund is valued at net asset value per share (or its equivalent) of the fund, which is based on the fair value of the fund's underlying net assets. There were no unfunded commitments or redemption restrictions on the common collective trust fund. The investment in Applied Industrial Technologies, Inc. common stock is valued using the year-end closing price listed by the New York Stock Exchange. Mutual funds are stated at values using quoted market prices for each of the funds. See Note 3, “Fair Value Measurements” for additional disclosures relative to the fair value of the investments held in the Plan.

Participant Notes Receivable - Participant notes receivable are recorded at their unpaid principal balances plus any accrued interest. Participant notes receivable are written off when deemed uncollectible.

Benefit Payments - Distributions to participants are recorded by the Plan when payments are made.

Administrative Expenses - Administrative expenses of the Plan are paid by the Plan.

Risks and Uncertainties - In general, investment securities are exposed to various risks, such as interest rate, credit and overall market volatility risks. Due to the level of risk associated with investment securities, it is reasonably possible that changes in the values of investment securities could occur in the near term, and such changes could materially affect the amounts reported in the financial statements.

7

APPLIED INDUSTRIAL TECHNOLOGIES, INC. RETIREMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2019 AND 2018


3. FAIR VALUE MEASUREMENTS

Accounting standards require certain assets and liabilities be reported at fair value in the financial statements and provide a framework for establishing that fair value. The framework for determining fair value is based on a hierarchy that prioritizes the inputs and valuation techniques used to measure fair value.

The Plan estimates the fair value of financial instruments using available market information and generally accepted valuation methodologies. Fair value is defined as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The inputs used to measure fair value are classified into three tiers. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

In instances where inputs used to measure fair value fall into different levels of the fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The Plan's assessment of the significance of particular inputs to these fair value measurements require judgment and considers factors specific to each asset or liability.

Financial assets and liabilities measured at fair value on a recurring basis are as follows. There are currently no items categorized as Level 2 or 3 within the fair value hierarchy.
 
 
 
 
Fair Value Measurements at 12/31/19
 
 
Recorded Value
 
Quoted Prices in Active Markets for Identical Instruments
 
 
December 31, 2019
 
Level 1
Assets:
 
 
 
 
  Applied Industrial Technologies, Inc. Stock Fund
 
 
 


Common Stock
 
$
90,007,824

 
$
90,007,824

  Mutual Funds
 
377,463,975

 
377,463,975

Total
 
$
467,471,799

 
$
467,471,799

 
 
 
 
 
Investments measured at NAV:
 
 
 
 
  Common/collective trust fund: Stable value
 
$
58,483,879

 
 
 
 
 
 
 
Total investments at fair value
 
$
525,955,678

 


8

APPLIED INDUSTRIAL TECHNOLOGIES, INC. RETIREMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2019 AND 2018

 
 
 
 
Fair Value Measurements at 12/31/18
 
 
Recorded Value
 
Quoted Prices in Active Markets for Identical Instruments
 
 
December 31, 2018
 
Level 1
Assets:
 
 
 
 
  Applied Industrial Technologies, Inc. Stock Fund
 
 
 
 
Common Stock
 
$
78,912,117

 
$
78,912,117

  Mutual Funds
 
304,832,280

 
304,832,280

Total
 
383,744,397

 
383,744,397

 
 


 


Investments measured at NAV:
 
 
 
 
  Common/collective trust fund: Stable value
 
57,460,238

 
 
 
 


 


Total investments at fair value
 
441,204,635

 
 

The Plan's policy is to recognize transfers in and transfers out of level 1, 2, and 3 fair value classifications as of the actual date of the event of change in circumstances that caused the transfer.

4. SUBSEQUENT EVENTS

The Coronavirus Aid Relief, and Economic Security Act (CARES Act) was passed by Congress on March 27, 2020. The Plan adopted the provisions under the CARES Act allowing for certain withdrawals of up to $50,000 without early withdrawal penalties and deferral of loan payments for up to a year during the window provided in the CARES Act.

On April 14, 2020, the Company announced a suspension of the Company's 401K match for the second quarter of 2020.


9

APPLIED INDUSTRIAL TECHNOLOGIES, INC.
RETIREMENT SAVINGS PLAN

Employer ID Number: 34-0117420
Plan Number: 003

SCHEDULE H LINE 4(i) - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
FOR THE YEAR ENDED DECEMBER 31, 2019


Employer ID Number: 34-0117420
Plan Number: 003

SCHEDULE H LINE 4(i) - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2017




(a)
(b)
(c)
(d)
(e)
 
Identity of Issuer, Borrower,
 
 
Current
 
Lessor or Similar Party
Description of Investment
Cost
Value
*
Applied Industrial Technologies, Inc. Stock:
 
 
 
 
     Applied Industrial Technologies, Inc.
Common Stock - 1,349,645 shares
**
$
90,007,824

 
 
 
 
 
 
Common/Collective Trust Fund
 
 
 
 
Stable Principal Fund
 
 
 
 
   Vanguard Retirement Savings Trust
 
**
58,483,879

 
 
 
 
 
 
Fixed Income Funds
 
 
 
 
Bond Fund
 
 
 
 
   Lord Abbett Total Return R6 Fund
Mutual Fund - 1,806,611 shares
**
19,011,741

 
   Western Asset Core Bond Fund
Mutual Fund - 933,821 shares
**
12,944,614

 
         Total Fixed Income Funds
 
 
31,956,355

 
 
 
 
 
 
Mutual Funds - Equity
 
 
 
 
Large Value Stock Fund
 
 
 
 
   American Funds Washington Mutual Investors R6 Fund
Mutual Fund - 131,634 shares
**
6,324,912

 
   Vanguard Value Index Institutional Fund
Mutual Fund - 189,591 shares
**
2,522,620

 
Large Core Stock Fund
 
 
 
 
   Coluimbia Large Cap Enhanced Core Fund
Mutual Fund - 320,833 shares
**
8,122,538

 
   American Funds Fundamental Investor R6 Fund
Mutual Fund - 266,507 shares
**
16,517,302

 
   Vanguard Growth & Income Admiral Fund
Mutual Fund - 96,251 shares
**
8,164,061

 
   Vanguard Institutional Index Institutional Fund
Mutual Fund - 58,255 shares
**
16,905,392

 
Large Growth Stock Fund
 
 
 
 
   Harbor Capital Appreciation Inst Fund
Mutual Fund - 231,444 shares
**
17,511,101

 
   JP Morgan Growth Advantage R5 Fund
Mutual Fund - 777,412 shares
**
18,030,380

 
   Vanguard Growth Index Institutional Fund
Mutual Fund - 181,917 shares
**
17,067,201

 
Mid Cap Value Stock Fund
 
 
 
 
   JP Morgan Mid Cap Value L Fund
Mutual Fund - 111,737 shares
**
4,418,348

 
   Vanguard Mid-Cap Value Index Admiral Fund
Mutual Fund - 36,563 shares
**
2,259,206

 
Mid Cap Core Stock Fund
 
 
 
 
   Vanguard Mid Cap Index Admiral Fund
Mutual Fund - 15,565 shares
**
3,417,639

 
   Vanguard Strategic Equity Inv fund
Mutual Fund - 62,840 shares
**
2,101,363

 
Mid Cap Growth Stock Fund
 
 
 
 
   T. Rowe Price Instl Mid-Cap Equity Growth Fund
Mutual Fund - 480,290 shares
**
29,313,076

 
Small Cap Value Stock Fund
 
 
 
 
   American Beacon Small Cap Value Institutional Fund
Mutual Fund - 250,003 shares
**
6,070,058

 
Small Cap Core Stock Fund
 
 
 
 
   Vanguard Small Cap Index Admiral Fund
Mutual Fund - 21,324 shares
**
1,676,597

 
Small Cap Growth Stock Fund
 
 
 
 
   Vanguard Russell 2000 Growth Index Instl Fund
Mutual Fund - 56,815 shares
**
16,838,426


10

APPLIED INDUSTRIAL TECHNOLOGIES, INC.
RETIREMENT SAVINGS PLAN

Employer ID Number: 34-0117420
Plan Number: 003

SCHEDULE H LINE 4(i) - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
FOR THE YEAR ENDED DECEMBER 31, 2019


Employer ID Number: 34-0117420
Plan Number: 003

SCHEDULE H LINE 4(i) - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2017




 
Identity of Issuer, Borrower,
 
 
Current
 
Lessor or Similar Party
Description of Investment
Cost
Value
 
Foreign Stock Fund
 
 
 
 
   American Funds EuroPacific Growth R6 Fund
Mutual Fund - 340,863 shares
**
18,925,166

 
   Vanguard Total International Stock Index Institutional Fund
Mutual Fund - 99,844 shares
**
11,926,683

 
Vanguard Growth Index Institutional Fund
Mutual Fund - 85,359 shares
**
8,010,948

 
Vanguard Institutional Index Institutional Fund
Mutual Fund - 50,667 shares
**
14,705,189

 
Vanguard Mid Cap Index Admiral Fund
Mutual Fund - 10,980 shares
**
2,422,826

 
Vanguard Small Cap Index Admiral Fund
Mutual Fund - 33,778 shares
**
2,680,958

 
Vanguard Value Index Fund
Mutual Fund - 53,937 shares
**
8,865,542

 
Vanguard Total International Stock Index Institutional Fund
Mutual Fund - 28,940 shares
**
3,457,438

 
         Total Mutual Funds
 
 
248,254,970

 
 
 
 
 
 
Retirement-Year Based Funds
 
 
 
 
Vanguard Target Retirement Income Fund
Mutual Fund - 317,083 shares
**
4,455,014

 
Vanguard Target Retirement 2015
Mutual Fund - 198,353 shares
**
3,010,993

 
Vanguard Target Retirement 2020
Mutual Fund - 358,830 shares
**
11,672,751

 
Vanguard Target Retirement 2025
Mutual Fund - 748,412 shares
**
14,848,495

 
Vanguard Target Retirement 2030
Mutual Fund - 424,890 shares
**
15,487,257

 
Vanguard Target Retirement 2035
Mutual Fund - 565,560 shares
**
12,736,404

 
Vanguard Target Retirement 2040
Mutual Fund - 210,508 shares
**
8,237,176

 
Vanguard Target Retirement 2045
Mutual Fund - 253,854 shares
**
6,270,189

 
Vanguard Target Retirement 2050
Mutual Fund - 188,803 shares
**
7,508,715

 
Vanguard Target Retirement 2055
Mutual Fund - 74,999 shares
**
3,239,205

 
Vanguard Target Retirement 2060
Mutual Fund - 57,272 shares
**
2,185,489

 
Vanguard Target Retirement 2065
Mutual Fund - 6,191 shares
**
148,883

 
         Total Retirement-Year Based Funds
 
 
89,800,572

 
 
 
 
 
 
Balanced Funds
 
 
 
 
DFA Global 60/40 I Fund
Mutual Fund - 393,941 shares
**
7,452,079

 
 
 
 
 
 
Total Investments
 
 
525,955,679

 
 
 
 
 
 
Notes Receivable From Participants
 
 
 
*
Participant notes receivable (with interest rates ranging from 4.25% to 10.90% and maturity dates ranging from March 2020 to February 2027)
-
7,420,571

 
 
 
 
 
 
Total
 
 
$
533,376,250

 
 
 
 
 
*
Represents a party-in-interest
 
 
 
**
Indicates a participant-directed fund. The cost disclosure is not required.
 
 

11