-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, H7DKnDLv/G9/FbE1ZzCVenxMwLxzz2suQOBDbKO1/vAAto3jEsIfPTJxhrkzhiv6 tKqFdmn8PyV5AIG4RB3J7g== 0000277795-95-000009.txt : 19950502 0000277795-95-000009.hdr.sgml : 19950502 ACCESSION NUMBER: 0000277795-95-000009 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950501 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEICO CORP CENTRAL INDEX KEY: 0000277795 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 521135801 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08012 FILM NUMBER: 95533144 BUSINESS ADDRESS: STREET 1: GEICO PLZ CITY: WASHINGTON STATE: DC ZIP: 20076 BUSINESS PHONE: 3019862027 10-K/A 1 Washington, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1994 Revised Profit Sharing Plan for the Employees of the Government Employees Companies GEICO Corporation One GEICO Plaza Washington, D.C. 20076-0001 This Form 11-K is filed herewith for the fiscal year ended December 31, 1994 for the Revised Profit Sharing Plan for the Employees of the Government Employees Companies (the "Plan"). The Plan is offering participations to eligible employees of GEICO Corporation (the "Company") and certain of its subsidiaries that participate in the Plan ("participating Companies;" the Company and the Participating Companies are hereinafter referred to as the "Companies"). The address of the Companies and the Plan is GEICO Plaza, Washington, D.C. 20076. The following Financial Statements are furnished for the Revised Profit Sharing Plan for the Employees of the Government Employees Companies. Page No. 1. Accountant's Report Johnson Lambert & Capron. 5 2. Statement of Net Assets Available for Plan Benefits, December 31, 1993 and 1992. 6 3. Statement of Income and Changes in Net Assets Available for Plan Benefits, Three Years Ended December 31, 1993. 7 - 9 4. Notes to Financial Statements. 10 - 14 The information required by Rule 6A-05 to be filed in Schedules I, II and III is contained in the Financial Statements. Exhibits: (1) Consent of Johnson Lambert & Co. 18 Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed by the undersigned hereunto duly authorized. Revised Profit Sharing Plan for the Employees of the Government Employees Companies By: ________________________________ Charles G. Schara Chairman of the Profit Sharing Plan Administrative Committee - 2 - REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES Audited Financial Statements and Supplemental Schedules December 31, 1994 - 3 - Audited Financial Statements and Supplemental Schedules REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES December 31, 1994 Audited Financial Statements Page Independent Auditors' Report.......................................... 5 Statement of Net Assets Available for Plan Benefits.................................................... 6 Statement of Changes in Net Assets Available for Plan Benefits.......................................... 7-9 Notes to Financial Statements......................................... 10-14 Supplemental Schedules Schedule of Assets Held for Investment Purposes....................... 15 Schedule of Series of Transactions in Excess of Five Percent of Fair Value of Plan Assets at the Beginning of the Plan Year.................................... 16 Statement of Changes in Net Assets Available for Plan Benefits for GEICO Corporation.............................. 17 - 4 - INDEPENDENT AUDITORS' REPORT The Administrative Committee Revised Profit Sharing Plan for the Employees of the Government Employees Companies Washington, D.C. We have audited the accompanying statement of net assets available for plan benefits of the Revised Profit Sharing Plan for the Employees of the Govern- ment Employees Companies (the "Plan") as of December 31, 1994 and 1993, and the related statement of changes in net assets available for plan benefits for each of the years in the three year period ended December 31, 1994. 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 generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and signifi- cant estimates made by management, as well as evaluating the overall finan- cial 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 financial position of the Plan as of December 31, 1994 and 1993, and the changes in its net assets available for plan benefits for each of the years in the three year period ended December 31, 1994, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets held for investment purposes at December 31, 1994 is presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (ERISA), and is not a required part of the financial statements. The supplemental schedule of series of transactions in excess of five percent of fair value of plan assets at the beginning of the plan year for the year ended December 31, 1994 and the statement of changes in net assets available for plan benefits for GEICO Corporation for the year ended December 31, 1994 are presented for purposes of additional analysis. The supplemental schedules and statement have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole. Washington, D.C. March 17, 1995 - 5 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS December 31, 1994 1993 Investments, at fair value Fund "A" Vanguard Windsor Mutual Fund (cost $13,101,588 and $8,539,667) $ 12,509,389 $ 9,242,751 Cash - 6 Receivable from Fund "C" 188,409 163,735 12,697,798 9,406,492 Fund "B" Aetna Interest Accumulation Account 43,655,467 40,037,856 Loans to participants 7,110,227 6,412,803 Receivable from Fund "C" 158,111 379,831 50,923,805 46,830,490 Fund "C" GEICO Corporation Common Stock (cost $30,902,115 for 1,478,948 shares and $26,938,167 for 1,462,714 shares) 72,468,452 75,146,932 Money Market Fund 929,335 553,365 Receivable from Government Employees Companies - Note A 8,562,794 6,335,716 Cash 728,377 773,274 Payable to other funds (772,470) (742,427) 81,916,488 82,066,860 Fund "F" Vanguard GNMA Fund (cost $455,771 and $405,804) 426,338 403,753 Receivable from Fund "C" 14,923 17,830 441,261 421,583 Fund "G" GEICO Corporation Common Stock (cost $4,049,851 for 156,150 shares and $3,643,186 for 152,089 shares) 7,651,350 7,813,572 Money Market Fund 593,021 448,722 Cash 1 2 Receivable from Fund "C" 398,870 164,384 8,643,242 8,426,680 Fund "M" Vanguard U.S. Treasury Money Market Mutual Fund 2,995,613 1,474,008 Receivable from Government Employees Companies - Note A 37,205 23,475 Receivable from (payable to) Fund "C" 12,157 15,796 3,044,975 1,513,279 Savings Account Investment in Savings Accounts - 2,294,792 Receivable from Government Employees Companies - Note A - 25,809 Receivable from Fund "C" - 851 - 2,321,452 NET ASSETS AVAILABLE FOR PLAN BENEFITS $157,667,569 $150,986,836
See notes to financial statements. - 6 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 31, 1994 Savings Fund "A" Fund "B" Fund "C" Fund "F" Fund "G" Fund "M" Account Total Net assets available for plan benefits at January 1, 1994 $ 9,406,492 $46,830,490 $82,066,860 $421,583 $8,426,680 $1,513,279 $2,321,452 $150,986,836 Investment income Dividends 1,172,762 - 1,516,812 - 155,642 - - 2,845,216 Interest - 3,392,002 41,558 28,680 22,007 59,263 59,458 3,602,968 1,172,762 3,392,002 1,558,370 28,680 177,649 59,263 59,458 6,448,184 Net realized gains (losses) on security sales 53,564 - 2,816,662 (4,021) 194,204 - - 3,060,409 Net change in unrealized appreciation (depreciation) in fair value of investments - Note F (1,295,283) - (6,642,428) (27,382) (568,887) - - (8,533,980) Net Investment Income (68,957) 3,392,002 (2,267,396) (2,723) (197,034) 59,263 59,458 974,613 Contributions Employees 2,287,187 4,507,012 - 186,439 1,686,653 166,833 26,934 8,861,058 Government Employees Companies - - 8,562,795 - - 37,205 - 8,600,000 Total Contributions 2,287,187 4,507,012 8,562,795 186,439 1,686,653 204,038 26,934 17,461,058 Transfers from Employee Stock Ownership Plan 173,881 183,126 - 2,741 - 27,305 17,200 404,253 Total additions 2,392,111 8,082,140 6,295,399 186,457 1,489,619 290,606 103,592 18,839,924 Distributions to participants (559,302) (3,655,367) (6,214,209) (80,633) (773,236) (844,236) (32,208) (12,159,191) Fund transfers 1,458,497 (333,459) (231,563) (86,144) (499,821) 2,085,326 (2,392,836) - Increase (decrease) in net assets 3,291,306 4,093,314 (150,373) 19,680 216,562 1,531,696 (2,321,452) 6,680,733 Net assets available for plan benefits at December 31, 1994 $12,697,798 $50,923,804 $81,916,487 $441,263 $8,643,242 $3,044,975 $ - $157,667,569
See notes to financial statements. - 7 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 31, 1993 Savings Fund "A" Fund "B" Fund "C" Fund "F" Fund "G" Fund "M" Account Total Net assets available for plan benefits at January 1, 1993 $7,073,031 $40,436,479 $103,132,489 $210,449 $11,232,798 $1,678,298 $3,377,694 $167,141,238 Investment income Dividends 770,768 - 1,016,069 - 110,756 - - 1,897,593 Interest - 3,385,220 33,233 21,088 13,303 63,370 86,420 3,602,634 770,768 3,385,220 1,049,302 21,088 124,059 63,370 86,420 5,500,227 Net realized gains (losses) on security sales - Note E 52,647 - 3,301,499 (25) 692,532 - - 4,046,653 Net change in unrealized appreciation (depreciation) in fair value of investments - Note F 606,529 - (23,712,550) (3,753) (2,858,845) - - (25,968,619) Net Investment Income 1,429,944 3,385,220 (19,361,749) 17,310 (2,042,254) 63,370 86,420 (16,421,739) Contributions Employees 1,478,797 4,618,137 - 174,705 1,787,250 181,221 47,164 8,287,274 Government Employees Companies - - 6,335,716 - - 23,475 25,809 6,385,000 Total Contributions 1,478,797 4,618,137 6,335,716 174,705 1,787,250 204,696 72,973 14,672,274 Transfers from Employee Stock Ownership Plan 120,891 346,520 - 74,843 - 31,195 31,061 604,510 Total additions 3,029,632 8,349,877 (13,026,033) 266,858 (255,004) 299,261 190,454 (1,144,955) Distributions to participants (541,217) (2,833,059) (6,254,212) (53,679) (544,601) (3,535,152) (1,247,527) (15,009,447) Fund transfers (154,954) 877,193 (1,785,384) (2,045) (2,006,513) 3,070,872 831 - Increase (decrease) in net assets 2,333,461 6,394,011 (21,065,629) 211,134 (2,806,118) (165,019) (1,056,242) (16,154,402) Net assets available for plan benefits at December 31, 1993 $9,406,492 $46,830,490 $ 82,066,860 $421,583 $ 8,426,680 $1,513,279 $2,321,452 $150,986,836
See notes to financial statements. - 8 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 31, 1992 Savings Fund "A" Fund "B" Fund "C" Fund "F" Fund "G" Fund "M" Account Total Net assets available for plan benefits at January 1, 1992 $5,320,032 $35,894,275 $ 65,140,524 $ - $ 5,966,741 $ 362,848 $4,371,001 $117,055,421 Investment income Dividends 443,350 - 909,038 - 91,636 - - 1,444,024 Interest - 3,258,250 32,895 9,217 20,445 22,367 174,924 3,518,098 443,350 3,258,250 941,933 9,217 112,081 22,367 174,924 4,962,122 Net realized gains (losses) on security sales - Note E (2,724) - 3,786,211 71 - - - 3,783,558 Net change in unrealized appreciation in fair value of investments - Note F 510,788 - 34,802,433 1,702 3,777,704 - - 39,092,627 951,414 3,258,250 39,530,577 10,990 3,889,785 22,367 174,924 47,838,307 Contributions Employees 1,208,255 4,577,014 - 112,514 1,330,549 155,294 76,736 7,460,362 Government Employees Companies - - 5,124,993 - - 12,609 33,398 5,171,000 1,208,255 4,577,014 5,124,993 112,514 1,330,549 167,903 110,134 12,631,362 Total additions 2,159,669 7,835,264 44,655,570 123,504 5,220,334 190,270 285,058 60,469,669 Distributions to participants (565,508) (2,569,702) (5,476,624) (3,926) (302,455) (48,109) (1,417,528) (10,383,852) Fund transfers 158,838 (723,358) (1,186,981) 90,871 348,178 1,173,289 139,163 - Increase (decrease) in net assets 1,752,999 4,542,204 37,991,965 210,449 5,266,057 1,315,450 (993,307) 50,085,817 Net assets available for plan benefits at December 31, 1992 $7,073,031 $40,436,479 $103,132,489 $210,449 $11,232,798 $1,678,298 $3,377,694 $167,141,238
See notes to financial statements - 9 - REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES NOTES TO FINANCIAL STATEMENTS December 31, 1994 NOTE A: Description of Plan The following description of the Revised Profit Sharing Plan (the "Plan") for the Employees of the Government Employees Companies (the "Companies") provides only general information. Participants should refer to the Plan document for a complete description. The Companies include GEICO Corporation, Government Employees Insurance Company, GEICO Indemnity Company and Government Employees Financial Corporation. Contributions of up to 6 percent of base pay on a pre-tax basis and/or up to 8 percent of base pay on an after-tax basis may be made by participating employees of the Companies. The Companies contribute from profits, at the discretion of the Board of Directors, an amount to be shared by all eligible employees based on an individual's planning center performance and base pay. Any salaried employee automatically becomes a member of the Plan after achieving 21 years of age and one year of qualifying service. Effective January 1, 1989, for participants hired before that date, vesting is based on years of service at the following rate: 20 percent after two years, 30 percent after three years, 40 percent after four years, 60 percent after five years, 80 percent after six years and 100 percent after seven years. Effective January 1, 1989, for participants hired on or after that date, vesting is based on years of service at the following rate: 20 percent after three years, 40 percent after four years, 60 percent after five years, 80 percent after six years, and 100 percent after seven years. Withdrawals may be made from employee contributions and vested employer contributions, subject to certain restrictions. Contributions from base pay on a pre-tax basis and employer contributions made after January 1, 1993 can only be withdrawn under hardship conditions. The Plan allows participants to borrow funds from their vested account subject to certain restrictions. Payroll deductions are required to repay loans over five years or less except in the case of a mortgage related loan which may be repaid over a period of up to fifteen years. For loans granted or renewed on or before October 18, 1989 the rate of interest charged was the rate of interest being earned by Fund "B" at the inception of the loan, subject to annual adjustment to reflect the current rate of interest applicable to Fund "B". For loans granted or renewed after October 18, 1989, and for changes in the interest rate under an existing loan after that date, the interest rate is fixed for the remaining term of the loan at the commercial rate of interest charged by area banks on loans which are made under similar circumstances. When a participant terminates, any loan balance must be repaid prior to any account distribution. The Plan was amended, effective January 1, 1993, to allow participants in the GEICO Companies Employee Stock Ownership Plan (ESOP), who are at least 55 years of age with a minimum of ten years of participation in the ESOP, to liquidate and reinvest a portion of their post 1986 ESOP shares into certain funds in the Plan. These employees may diversify up to 25% of the ESOP shares during the first five years of eligibility and an additional 25% in the sixth year of eligibility. - 10 - REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES NOTES TO FINANCIAL STATEMENTS - CONTINUED NOTE B: Significant Accounting Policies The accompanying financial statements are prepared on the accrual basis of accounting. Investments are stated at aggregate fair value based upon quoted market prices; cost approximates fair value unless otherwise noted. The net change in unrealized appreciation or depreciation in the aggregate fair value of investments held at year-end is reflected in the statement of changes in net assets. Net realized gains and losses on security sales are determined using the average cost of investments. Administrative expenses are paid by the Companies. NOTE C: Investments Contributions are made to one or more of the following funds: Fund "A" - A portfolio primarily invested in the Windsor Mutual Fund, a Vanguard mutual fund investing in a portfolio of common stocks. Fund "B" - An interest accumulation contract issued by the Aetna Life and Casualty Company which guarantees a fixed rate of return subject to annual adjustments. Fund "C" - A portfolio primarily invested in GEICO Corporation Common Stock. Fund "F" - A portfolio invested in the Vanguard GNMA Intermediate Bond Fund consisting of mortgage-backed securities with durations of seven to ten years. Fund "G" - A portfolio primarily invested in GEICO Corporation Common Stock. Fund "M" - A portfolio invested in the Vanguard U.S. Treasury Money Market Fund. Savings Account - Federally insured savings accounts previously available to employees at age 60 or age 50 if within one year of retirement. Employees may make contributions to Funds "A", "B", "F", "G" and "M" and may invest in more than one Fund. Employer contributions are made to Fund "C." The Savings Account includes both employee and employer contributions. Participants may make contributions to the Funds from base pay both on a pre-tax basis and on an after-tax basis. The approximate number of participants in each Fund by type of contribution, with reference to employee contributions only, is as follows:
Savings December 31, Fund "A" Fund "B" Fund "F" Fund "G" Fund "M" Account 1994 (pre-tax) 2,383 4,321 394 2,146 403 - 1994 (after-tax) 908 2,183 145 820 152 - 1993 (pre-tax) 1,842 4,185 320 2,061 383 11 1993 (after-tax) 685 2,094 115 803 153 10 1992 (pre-tax) 1,529 3,867 181 1,760 377 19 1992 (after-tax) 618 1,953 83 704 162 17 - 11 - REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES NOTES TO FINANCIAL STATEMENTS - CONTINUED NOTE D: Federal Taxes The Plan is exempt from taxation in accordance with the provisions of Section 501(a) of the Internal Revenue Code. Employer contributions and income earned from Plan investments are not taxable to participants until distributed. Employee contributions made from base pay on a pre-tax basis will be taxed at distribution. Employee contributions made from base pay on an after-tax basis have already been taxed. Pre-tax distributions and pre-tax and post-tax earnings may be subject to additional excise tax when distributed. The Plan obtained its latest determination letter on August 15, 1986, 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. The Plan has been amended since receiving the determination letter. However, the plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. NOTE E: Net Realized Gains (Losses) on Security Sales
Net Realized Proceeds Cost Gains (Losses) Year ended December 31, 1994 Fund "A" - Securities other than employer's $ 709,128 $ 655,564 $ 53,564 Fund "C" - Securities of employer GEICO Corporation Common Stock 4,637,742 1,821,080 2,816,662 Fund "F" - Securities other than employer's 109,458 113,479 (4,021) Fund "G" - Securities of employer GEICO Corporation Common Stock 348,689 154,485 194,204 Total $5,805,017 $2,744,608 $ 3,060,409 Year ended December 31, 1993 Fund "A" - Securities other than employer's $ 444,065 $ 391,418 $ 52,647 Fund "C" - Securities of employer GEICO Corporation Common Stock 4,833,139 1,531,640 3,301,499 Fund "F" - Securities other than employer's 52,627 52,652 (25) Fund "G" - Securities of employer GEICO Corporation Common Stock 970,292 277,760 692,532 Total $6,300,123 $2,253,470 $ 4,046,653 Year ended December 31, 1992 Fund "A" - Securities other than employer's $ 382,304 $ 385,028 $ (2,724) Fund "C" - Securities of employer GEICO Corporation Common Stock 5,560,340 1,774,129 3,786,211 Fund "F" - Securities other than employer's 5,719 5,648 71 Total $5,948,363 $2,164,805 $ 3,783,558
- 12 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES NOTES TO FINANCIAL STATEMENTS - CONTINUED NOTE F: Unrealized Appreciation (Depreciation) in Fair Value of Investments Fund "A" Fund "C" Fund "F" Fund "G" Total Balance at December 31, 1991 (414,233) 37,118,882 - 3,251,527 39,956,176 Net change in unrealized appreciation during 1992 510,788 34,802,433 1,702 3,777,704 39,092,627 Balance at December 31, 1992 96,555 71,921,315 1,702 7,029,231 79,048,803 Net change in unrealized appreciation (depreciation) during 1993 606,529 (23,712,550) (3,753) (2,858,845) (25,968,619) Balance at December 31, 1993 703,084 48,208,765 (2,051) 4,170,386 $53,080,184 Net change in unrealized appreciation (depreciation) during 1994 (1,295,283) (6,642,428) (27,382) (568,887) (8,533,980) Balance at December 31, 1994 $ (592,199) $41,566,337 $(29,433) $3,601,499 $44,546,204
NOTE G: Contributions Year ended December 31, 1994 1993 1992 Employees Government Employees Insurance Company $7,935,293 $7,416,666 $6,576,595 GEICO Corporation 557,676 525,215 509,267 GEICO Indemnity Company 255,299 225,202 216,894 Government Employees Financial Corporation 112,790 120,191 139,503 Garden State Life Insurance Company - - 18,103 $8,861,058 $8,287,274 $7,460,362 Government Employees Companies Government Employees Insurance Company $7,893,259 $5,775,355 $4,607,598 GEICO Corporation 355,048 295,478 273,495 GEICO Indemnity Company 257,881 231,375 207,311 Government Employees Financial Corporation 93,812 82,792 82,596 $8,600,000 $6,385,000 $5,171,000 NOTE H: Withdrawals and Forfeitures 1994 1993 1992 Terminations and Withdrawals $12,159,191 $15,009,447 $10,383,852 Forfeitures 230,412 244,909 460,732
Forfeitures are allocated proportionately among remaining active participants on December 31 of each year based on the participant's earnings for that year. Forfeitures represent only non-vested company contributions to Fund "C." - 13 - REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES NOTES TO FINANCIAL STATEMENTS - CONTINUED NOTE I: MERGER OF SEPARATE PLANS Prior to March 31, 1994, the Plan was maintained as separate plans with respect to each adopting company. The adopting companies were GEICO Corporation, Government Employees Insurance Company, GEICO Indemnity Company and Government Employees Financial Corporation. Effective March 31, 1994, to effect a merger of the plans, the net assets attributable to Government Employees Insurance Company, Government Employees Financial Corporation and GEICO Indemnity were transferred to the GEICO Corporation Plan. The net assets transferred included various investments with a fair value of $141,589,484 and a cost basis of $90,155,370 at the date of transfer. The merger had no effect on combined net assets available for plan benefits as reported in these financial statements. - 14 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1994 Form 5500 Item 27a Description of Investment Identity of Issuer, Borrower, Including Maturity Date, Rate of Fair Lessor, or Similar Party Interest, Par, or Maturity Value Cost Value Fund "A" Vanguard Windsor Mutual Fund Mutual fund investing in a portfolio of common stocks $ 13,101,588 $ 12,509,389 Fund "B" Aetna Interest Accumulation Contract guaranteeing a fixed Account rate of return subject to annual adjustment 43,655,467 43,655,467 Loans to Participants Maturities ranging from one year to fifteen years, interest at prevailing market rates 7,110,227 7,110,227 50,765,694 50,765,694 Fund "C" GEICO Corporation* 1,478,948 shares common stock 30,902,115 72,468,452 RIMCO Monument Prime Money Short-term, variable rate Market Fund money market fund 929,335 929,335 31,831,450 73,397,787 Fund "F" Vanguard GNMA Fund Mutual fund investing in a portfolio of GNMA mortgage backed pass-through certificates 455,773 426,338 Fund "G" GEICO Corporation* 156,150 shares common stock 4,049,850 7,651,350 RIMCO Monument Prime Money Short-term, variable rate Market Fund money market fund 593,021 593,021 4,642,871 8,244,371 Fund "M" Vanguard U.S. Treasury Money Short-term, variable rate Market Fund money market fund 2,995,613 2,995,613 Total $103,792,989 $148,339,192
* Indicates party-in-interest to the Plan. Note: Assets are held in a Master Trust. - 15 -
REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES SCHEDULE OF SERIES OF TRANSACTIONS IN EXCESS OF FIVE PERCENT OF FAIR VALUE OF PLAN ASSETS AT THE BEGINNING OF THE PLAN YEAR Year Ended December 31, 1994 Form 5500 Item 27d Total Proceeds Number of of Sales and Sales and Total Cost of Distributions Description Number of Distributions Purchases at in Kind at Net of Investment Purchases in Kind Transaction Date Transaction Date Gain Fund "C" GEICO Corporation Common Stock* 4 38 $ 5,785,028 $ 4,637,742 $2,816,662 Money Market Funds 36 32 $18,881,340 $18,505,370 $ -
Note: Transactions are those of the Master Trust. - 16 -
GEICO CORPORATION REVISED PROFIT SHARING PLAN FOR THE EMPLOYEES OF THE GOVERNMENT EMPLOYEES COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 31, 1994 Savings Fund "A" Fund "B" Fund "C" Fund "F" Fund "G" Fund "M" Account Total Net assets available for plan benefits at January 1, 1994 (GEICO Corporation only) $ 1,002,958 $ 3,440,178 $ 5,880,759 $ 30,318 $ 891,235 $ 35,643 $ 591,587 $ 11,872,678 Investment income Dividends 1,172,686 - 1,160,375 - 121,714 - - 2,454,775 Interest - 2,636,113 33,430 23,036 18,491 50,420 44,947 2,806,437 1,172,686 2,636,113 1,193,805 23,036 140,205 50,420 44,947 5,261,212 Net realized gains (losses) on security sales - Note E 44,909 - 1,892,442 (3,893) 188,472 - - 2,121,930 Net change in unrealized appreciation (depreciation) in fair value of investments - Note F (1,093,073) - (8,866,521) (13,471) (885,265) - - (10,858,330) Net Investment Income 124,522 2,636,113 (5,780,274) 5,672 (556,588) 50,420 44,947 (3,475,188) Contributions Employees 1,881,979 3,521,409 - 151,670 1,308,231 136,505 18,673 7,018,467 Government Employees Companies - - 8,562,795 - - 37,205 - 8,600,000 Total Contributions 1,881,979 3,521,409 8,562,795 151,670 1,308,231 173,710 18,673 15,618,467 Transfer of net assets from merged Plans - Note A 9,131,822 43,551,140 77,826,488 378,346 8,101,836 862,223 1,737,629 141,589,484 Transfers from Employee Stock Ownership Plan 430 47,461 - - - 15,857 - 63,748 Total additions 11,138,753 49,756,123 80,609,009 535,688 8,853,479 1,102,210 1,801,249 153,796,511 Distributions to participants (395,801) (2,302,783) (4,274,412) (73,208) (656,174) (105,377) - (7,807,755) Fund transfers 951,888 30,286 (298,869) (51,535) (445,298) 2,012,499 (2,392,836) (193,865) Increase (decrease) in net assets 11,694,840 47,483,626 76,035,728 410,945 7,752,007 3,009,332 (591,587) 145,794,891 Net assets available for plan benefits at December 31, 1993 $12,697,798 $50,923,804 $ 81,916,487 $441,263 $ 8,643,242 $3,044,975 $ - $157,667,569
- 17 - CONSENT OF INDEPENDENT ACCOUNTANT We consent to the use of this Form 11-K of our opinion on the financial statements of the Revised Profit Sharing Plan for the Employees of the Government Employees Companies for the year ended December 31, 1994. Bethesda, MD March 17, 1995 /s/ Johnson Lambert & Co. _________________________ Johnson Lambert & Co. - 18 - -----END PRIVACY-ENHANCED MESSAGE-----