UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2010
OR
¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 001-15059
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
Nordstrom 401(k) Plan & Profit Sharing
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
Nordstrom, Inc.
1617 Sixth Avenue, Seattle, Washington 98101
Required Information
1. Not applicable
2. Not applicable
3. Not applicable
4. The Nordstrom 401(k) Plan & Profit Sharing is subject to the requirements of the Employee Retirement Income Security Act of 1974 (ERISA). Plan financial statements and schedules prepared in accordance with the financial reporting requirements of ERISA are filed as Exhibit 99.1.
The Consent of Independent Registered Public Accounting Firm is filed as Exhibit 23.1.
The Exhibit Index is located on page 4
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the employee benefit plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
Nordstrom 401(k) Plan & Profit Sharing | ||||
Date: June 10, 2011 | /s/ Michael G. Koppel | |||
Michael G. Koppel | ||||
Executive Vice President and | ||||
Chief Financial Officer | ||||
of Nordstrom, Inc. | ||||
Plan Administrator of Nordstrom | ||||
401(k) Plan & Profit Sharing |
3
Nordstrom 401(k) Plan & Profit Sharing
FORM 11-K Exhibit Index
This exhibit list is provided pursuant to the requirement of the Securities Exchange Act section 240.0-3.
Exhibit |
Method of Filing | |||
23.1 | Consent of Independent Registered Public Accounting Firm |
Filed herewith electronically | ||
99.1 | Nordstrom 401(k) Plan & Profit Sharing Financial Statements |
Filed herewith electronically | ||
99.2 | Nordstrom 401(k) Plan & Profit Sharing, amended and restated on August 27, 2008 |
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended November 1, 2008, Exhibit 10.1 | ||
99.3 | Amendment 2009-1 to the Nordstrom 401(k) Plan & Profit Sharing |
Incorporated by reference from the Nordstrom, Inc. Form 8-K filed on March 3, 2009, Exhibit 10.5 | ||
99.4 | Amendment 2009-2 to the Nordstrom 401(k) Plan & Profit Sharing |
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended May 1, 2010, Exhibit 10.2 | ||
99.5 | Amendment 2009-3 to the Nordstrom 401(k) Plan & Profit Sharing |
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended May 1, 2010, Exhibit 10.3 | ||
99.6 | Amendment 2010-1 to the Nordstrom 401(k) Plan & Profit Sharing |
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended May 1, 2010, Exhibit 10.4 | ||
99.7 | Amendment 2010-2 to the Nordstrom 401(k) Plan & Profit Sharing |
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended May 1, 2010, Exhibit 10.5 | ||
99.8 | Amendment 2010-3 to the Nordstrom 401(k) Plan & Profit Sharing |
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended April 30, 2011, Exhibit 10.1 |
4
Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement Nos. 333-166961, 333-161803, 333-63403, 333-40064, 333-40066, 333-79791, 333-101110, 333-118756, 333-146049, 333-174336 and 333-173020 on Form S-8 and No. 333-173179 on Form S-3, each of Nordstrom, Inc. and subsidiaries, of our report dated June 10, 2011, appearing on Form 11-K of Nordstrom
401(k) Plan & Profit Sharing for the year ended December 31, 2010.
/s/ Deloitte & Touche LLP
Seattle, Washington
June 10, 2011
Exhibit 99.1
Nordstrom 401(k) Plan &
Profit Sharing
Financial Statements as of and for the Years Ended
December 31, 2010 and 2009, and Supplemental Schedule as of
December 31, 2010, and
Report of Independent Registered Public Accounting Firm
NORDSTROM 401(k) PLAN & PROFIT SHARING
TABLE OF CONTENTS
Page | ||
1 | ||
FINANCIAL STATEMENTS: |
||
Statements of Net Assets Available for Benefits as of December 31, 2010 and 2009 |
2 | |
Statements of Changes in Net Assets Available for Benefits for the Years Ended
|
3 | |
Notes to Financial Statements as of and for the Years Ended December 31, 2010 and 2009 |
4 | |
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2010: |
||
Form 5500, Schedule H, Part IV, Line 4i, Schedule of Assets (Held at End of Year) |
14 | |
All other schedules required by Section 2520.103-10 of the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Retirement Committee of
Nordstrom 401(k) Plan & Profit Sharing
Seattle, Washington
We have audited the accompanying statements of net assets available for benefits of Nordstrom 401(k) Plan & Profit Sharing (the Plan) as of December 31, 2010 and 2009, 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 Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with 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 its internal control over financial reporting. Our audits 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 Plans internal 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2010 and 2009, 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.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2010 is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plans management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2010 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
/s/ Deloitte & Touche LLP
Seattle, Washington
June 10, 2011
- 1 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2010 AND 2009
(dollars in thousands)
2010 | 2009 | |||||||||
ASSETS: |
||||||||||
Participant-directed investments - at fair value |
$ | 1,771,303 | $ | 1,551,692 | ||||||
Employer contributions receivable |
73,720 | 71,829 | ||||||||
Notes receivable from participants |
72,930 | 67,185 | ||||||||
Accrued interest and dividends receivable |
1,904 | 1,562 | ||||||||
Other assets |
2,182 | 2,850 | ||||||||
Total assets |
1,922,039 | 1,695,118 | ||||||||
LIABILITIES: |
||||||||||
Trustee and administrative fees payable |
812 | 899 | ||||||||
Excess contributions payable to participants |
131 | 576 | ||||||||
Payables for securities purchased |
798 | 480 | ||||||||
Total liabilities |
1,741 | 1,955 | ||||||||
NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE |
1,920,298 | 1,693,163 | ||||||||
Adjustments from fair value to contract value for fully benefit-responsive investment contracts |
(10,120 | ) | (7,126 | ) | ||||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 1,910,178 | $ | 1,686,037 | ||||||
The accompanying Notes to Financial Statements are an integral part of these statements.
- 2 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars in thousands)
2010 | 2009 | |||||||||
ADDITIONS: |
||||||||||
Contributions: |
||||||||||
Employer contributions |
$ | 73,720 | $ | 71,829 | ||||||
Participant contributions |
69,310 | 62,623 | ||||||||
Total contributions |
143,030 | 134,452 | ||||||||
Investment income: |
||||||||||
Net appreciation in fair value of investments |
171,101 | 389,376 | ||||||||
Interest and dividends |
29,520 | 25,120 | ||||||||
Total net investment income |
200,621 | 414,496 | ||||||||
DEDUCTIONS: |
||||||||||
Benefit payments to participants |
(115,249 | ) | (98,255 | ) | ||||||
Trustee fees, administrative expenses, and other |
(4,261 | ) | (4,045 | ) | ||||||
Total deductions |
(119,510 | ) | (102,300 | ) | ||||||
NET ADDITIONS |
224,141 | 446,648 | ||||||||
NET ASSETS AVAILABLE FOR BENEFITS: |
||||||||||
Beginning of year |
1,686,037 | 1,239,389 | ||||||||
End of year |
$ | 1,910,178 | $ | 1,686,037 | ||||||
The accompanying Notes to Financial Statements are an integral part of these statements.
- 3 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
1. | THE PLAN AND SIGNIFICANT ACCOUNTING POLICIES |
GeneralThe Nordstrom 401(k) Plan & Profit Sharing (the Plan), as amended, was originally established on January 1, 1953. The Plan is an individual account profit sharing plan, which, since February 1, 1988, has included a 401(k) feature. Participants should refer to the Plan documents for a more complete description of the Plans provisions. The following describes the provisions of the Plan in effect on December 31, 2010 (except as noted), is for informational purposes only, and does not bind the Plan.
The Plan covers substantially all eligible employees of Nordstrom, Inc. and its participating subsidiaries (the Company). For Company profit sharing and matching contributions, participation begins on the first of the month coinciding with or following the first anniversary of the employees original hire date. For elective salary deferrals (401(k) contributions), participation begins on their hire date.
The Plan also contains special eligibility provisions to ensure that all eligible employees enter the Plan by the latest participation date required under the applicable provisions of the Internal Revenue Code (Code). Eligible employees who neither make an affirmative salary deferral election nor affirmatively opt out of the Plan are automatically enrolled in the Plan beginning on the first of the month coinciding with or following the first anniversary of the employees original hire date with a salary deferral contribution equal to 2% of compensation. Employees have the option to elect a zero percent salary deferral or to change their salary deferral percentage at any time in accordance with the Plan.
For the Plan years ended December 31, 2010 and 2009, to qualify for Company profit sharing and matching contributions, participants must work at least 1,000 hours during the payroll calendar year and be employed on the last day of the Plan year (the last day requirement is waived if the participant terminates employment due to retirement, disability or death).
In 2010, the Plan was amended as follows:
| to include the balance of a Participants rollover account in applying the dollar threshold for involuntary distributions from the Plan; |
| to restore the eligibility for employer profit sharing contributions of participants who are both a Nordstrom family member and a named executive officer in the Summary Compensation Table of the Companys Proxy Statement; |
| to simplify the beneficiary hierarchy in situations where a participant dies without a valid beneficiary designation form on file, effective January 1, 2011. |
- 4 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
Plan ContributionsProfit Sharing ContributionsThe Companys Board of Directors determines the Company profit sharing contribution, if any, each year. Profit sharing contributions are invested in participant-directed investments or, if the participant does not make an investment election, defaulted into the Nordstrom Select Moderate Fund. The Companys contribution for each Plan year is allocated based on a weighting of years of service and eligible compensation among the participants who qualify for a profit sharing contribution. For Plan purposes, eligible compensation generally includes taxable salary and wages paid for employee service, including bonuses and commissions and excludes reimbursements and expense allowances, employee awards, fringe and welfare benefits, moving expenses, severance and disability pay, contributions to a nonqualified deferred compensation program and amounts received as stock or under any stock-based compensation program, and is capped by limits set under the Code ($245 for both the Plan years ended December 31, 2010 and 2009).
Employee 401(k) ContributionsEligible employees may elect to defer eligible compensation on a pre-tax basis, an after-tax Roth basis, or a combination of both. The maximum elective salary deferral percentage for non-highly compensated employees is 50% and for highly compensated employees is 15%. Employees age 50 and over are allowed a catch-up contribution on a pre-tax basis, an after-tax Roth basis, or a combination of both. For all employees, the Internal Revenue Service (IRS) limits participant contributions to a maximum of $16.5 ($22.0 for those age 50 and over) in both 2010 and 2009.
Company 401(k) Matching ContributionsThe Company intends to match employee 401(k) contributions dollar for dollar up to 4% of the participants eligible pay, if approved and at the discretion of the Companys Board of Directors. Catch-up contributions are not eligible for matching.
Investment ProgramsParticipants are able to direct the investment of their accounts (including Company matching and profit sharing contributions) among any of the available funds. The available funds as of December 31, 2010 are listed in the supplemental Schedule of Assets (held at end of year). The available funds are regularly reviewed by the Retirement Committee and are subject to change at any time.
Participation in Investment ActivityIndividual accounts are credited daily with a pro-rata share of investment income (loss) experienced by the respective funds into which their account balances have been directed.
Vesting in the PlanEmployees who terminate employment due to retirement, death, or total disability are 100% vested in their Plan accounts, regardless of years of service. For purposes of the Plan, retirement is defined as ending employment at age 60 or older. On termination of employment for reasons other than retirement, disability or death, the amounts credited to the accounts of participants are vested as follows:
Company Profit Sharing ContributionsParticipants are immediately 100% vested in Company profit sharing contributions attributable to Plan years beginning on and after January 1, 2000. For contributions received prior to January 1, 2000, participants are vested 20% after completing three years of service and will be credited with an additional 20% vesting for each additional year of service (1,000 hours of service in a payroll calendar year) until 100% vested at seven years.
Employee 401(k) ContributionsEmployee contributions (i.e., salary deferral, catch-up and rollover contributions) are always 100% vested.
Company 401(k) Matching ContributionsCompany matching contributions for employees vest as follows: 33% after completing one year of service and 67% after two years of service. After three years of service, all Company matching contributions are 100% vested.
- 5 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
ForfeituresForfeitures of unvested Company matching or profit sharing contributions from terminated participant accounts are used to offset future Company matching contributions, to offset future Company profit sharing contributions, or to pay expenses of Plan administration, as determined by the Retirement Committee. During the years ended December 31, 2010 and 2009, employer contributions were offset by forfeitures of $767 and $903.
BenefitsOn termination of service, a participant (or participants beneficiary in the case of death) may elect to receive the value of the vested interest in his or her account as a lump-sum distribution or, if the vested account balance excluding the rollover account (including the rollover account effective April 1, 2010) exceeds $1, elect to remain in the plan, subject to required distributions under Section 401(a)(9) of the Code. When an active participant reaches age 59 1/2 and continues to work for the Company, the participant is eligible to receive a partial or full distribution of his or her retirement benefits.
Payment of BenefitsBenefits are recorded when paid. Amounts allocated to former participants who have withdrawn from the Plan, but have not been paid as of December 31, 2010 and 2009 were $277 and $57.
Participant LoansParticipants may borrow from their fund accounts a minimum of $1 up to a maximum equal to the lesser of $50 or 50% of their vested account balance. Loan terms are a maximum of 60 months or up to 20 years for the purchase of the principal residence of a participant. The loans are secured by the balance in the participants account and bear fixed interest at rates commensurate with prevailing rates but not less than 1% over the then current prime rate as published by the Wall Street Journal. Interest rates for participant loans outstanding at December 31, 2010 range from 4.25% to 10.5% and are determined at the time the loan is approved. Principal and interest is paid semi-monthly through payroll deductions. Participants may pay monthly upon separation or leave of absence. Payment obligations are suspended for participants during approved leaves of absence not longer than 12 months and during periods of qualified military service. A participant may have a maximum of two loans outstanding at any one time.
Trustees and Administrator of the PlanThe asset trustees of the Plan are Mercer Trust Company (all assets except the Nordstrom Select Funds) and The Bank of New York Mellon (Nordstrom Select Funds only).
The Plan is administered by the Company in conjunction with the Retirement Committee, a committee appointed by the Companys Board of Directors composed of the following individuals as of December 31, 2010:
|
Mary D. Amundson | Vice President, Employee Benefits | ||
|
Michael G. Koppel | Executive Vice President and Chief Financial Officer | ||
|
Erik B. Nordstrom | Executive Vice President and President Stores | ||
|
Robert B. Sari | Executive Vice President, General Counsel and Corporate Secretary | ||
|
Delena M. Sunday | Executive Vice President, Human Resources and Diversity Affairs | ||
|
Brooke F. White | Vice President, Corporate Communications |
Mercer Human Resource Services provided administrative services for the years ended December 31, 2010 and 2009.
- 6 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
Termination of the PlanAlthough it has not expressed an intention to do so, the Company reserves the right to suspend, discontinue, or terminate the Plan at any time subject to the provisions set forth in the Employee Retirement Income Security Act of 1974 (ERISA). The Company may determine whether a suspension or discontinuance of contributions will or will not constitute termination of the Plan.
In the event the Plan is terminated, the respective accounts of the participants under the Plan shall become fully vested and nonforfeitable. After payment of expenses properly chargeable against the Plan, the trustees shall distribute all Plan assets to the participants in the proportions determined by their respective accounts.
Tax StatusThe IRS has determined and informed the Company by a letter dated September 23, 2009, that the Plan is designed in conformity with the applicable requirements of the Code. The Company and Plan management believe that the Plan is currently designed and operated in compliance with the applicable requirements of the Code, and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plans financial statements.
Accounting principles generally accepted in the United States of America (GAAP) require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. As the Plan is tax-exempt, the Plan administrator has concluded that as of December 31, 2010 and 2009, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan administrator believes it is no longer subject to income tax examinations for years prior to 2008.
Basis of AccountingThe accompanying financial statements have been prepared on the accrual basis of accounting.
Use of EstimatesThe preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities. Actual results could differ from those estimates and assumptions.
Fair Value MeasurementsThe Plan applies Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. This statement applies whenever other accounting pronouncements require or permit fair value measurements.
Risks and UncertaintiesThe Plan utilizes various investment instruments, including common stock, mutual funds and investment contracts. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.
Other AssetsPrior to 1993, after five years in the Plan, participants were allowed to purchase life insurance with up to 25% of their annual contributions. This option was terminated in May 1992; however, the Plan still holds previously purchased life insurance for participants. These amounts are recorded at the cash surrender value of the life insurance policy.
- 7 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
Investment Valuation and Income RecognitionThe Plans investments are held by the trustees and are recorded at fair value, as follows:
| Common stock is valued at quoted market prices as of the last trading day of the year. |
| Nordstrom common stock is valued at the closing market price as of the last trading day of the year. |
| Shares of mutual funds are valued at quoted market prices as of the last trading day of the year, which represent the net asset value of shares held by the Plan at year end. |
| Common/collective trust funds are valued based on the year-end unit value. Unit values are determined by the issuer by dividing the fair values of the total net assets at year end by the outstanding units. The fair values of the total net assets are determined by the nature of the underlying investments. Each underlying investment is valued at fair value according to its investment type. |
| Investments in debt securities are valued using observable inputs, such as observable trade prices, multiple broker/dealer quotes, related yield curves and other assumptions about the securities. |
| The stable value fund is stated at fair value then adjusted to contract value as described in Note 4. Fair value is the net asset value of its underlying investments, and contract value is principal plus accrued interest. |
| Self-directed brokerage accounts allow participants to invest all or a portion of their contributions into investments of their choice. The fair value is based on the underlying investments, which may include common stock, mutual funds, debt securities and common/collective trusts. |
| The Nordstrom Select Funds are investment options to participants that hold the underlying investments which include common stock, mutual funds, debt securities and common/collective trusts. The fair values of the Nordstrom Select Funds are valued based on the underlying investments. |
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. Net unrealized and realized investment gains and losses are calculated based upon the fair value at the beginning of the year for investments held at that date and the cost of investments purchased during the year.
Administrative and Recordkeeping ExpensesSubstantially all of the administrative and recordkeeping expenses incurred in connection with the Plan are paid by the Plan and allocated per capita to each participant. The amount is reflected on each participants quarterly statement.
- 8 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
Recent Accounting PronouncementsEffective January 1, 2010, the Plan adopted the required portions of Accounting Standards Update (ASU) 2010-06, Improving Disclosures about Fair Value Measurements, which included clarifications of existing disclosure requirements provided by ASC 820. Effective for fiscal periods beginning after December 15, 2010, ASU 2010-06 will also amend ASC 820 to require additional disclosures. The Plan does not expect the remaining provisions of this ASU to have a material impact as its requirements are disclosure-only in nature.
Effective December 31, 2010, the Plan adopted ASU 2010-25, Reporting Loans to Participants by Defined Contribution Pension Plans. ASU 2010-25 requires participant loans to be classified as notes receivable from participants in the Statements of Net Assets Available for Benefits. Previously, participant loans were classified as investments in the Statements of Net Assets Available for Benefits. In accordance with ASU 2010-25, we have also made this reclassification retroactively for all prior periods presented.
2. | INVESTMENTS |
The following table presents the value of investments that represent 5% or more of the Plans net assets available for benefits as of December 31:
2010 | 2009 | |||||||
Nordstrom Company Stock Fund |
$ 245,098 | $ 223,802 | ||||||
Putnam Stable Value Fund |
186,947 | 172,016 | ||||||
American Funds Europacific Growth |
169,499 | 158,661 | ||||||
Dodge & Cox Income Fund1 |
119,086 | 106,138 | ||||||
PIMCO Total Return Fund1 |
115,502 | 101,540 | ||||||
Dodge & Cox Stock Fund |
107,321 | 93,231 | ||||||
Vanguard Institutional Index Fund 1,2 |
97,704 | n/a |
1Funds are held within the Nordstrom select funds, which include the Nordstrom Select Conservative fund, Nordstrom Select Moderate fund, and Nordstrom Select Growth fund.
2Fund balance did not exceed 5% of Plan net asstets as of December 31, 2009.
During 2010 and 2009, the Plans investments (including investments bought and sold, as well as held during the year) appreciated in value as follows:
2010 | 2009 | |||||||
Nordstrom common stock |
$ 28,177 | $ 149,282 | ||||||
Mutual funds |
71,856 | 125,881 | ||||||
Nordstrom select funds |
69,279 | 111,645 | ||||||
Brokerage assets |
1,786 | 2,557 | ||||||
Common/collective trusts |
3 | 11 | ||||||
$ 171,101 | $ 389,376 | |||||||
- 9 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
3. | FAIR VALUE MEASUREMENT |
The Plan classifies its investments into Level 1, Level 2 and Level 3 as defined below:
Level 1: | Quoted market prices in active markets for identical assets or liabilities | |
Level 2: | Observable market-based inputs or unobservable inputs that are corroborated by market data | |
Level 3: | Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable |
Transfers of investments between different levels of the fair value hierarchy are recorded as of the end of the reporting period. The following tables set forth, by level within the fair value hierarchy, a summary of the Plans investments that were measured at fair value on a recurring basis as of December 31, 2010 and 2009.
December 31, 2010 | ||||||||||||
Total | Level 1 | Level 2 | ||||||||||
Equity securities: |
||||||||||||
Domestic |
||||||||||||
Nordstrom common stock |
$ 245,098 | $ 245,098 | $ | |||||||||
Common stock |
105,811 | 105,811 | | |||||||||
Mutual funds |
617,331 | 617,331 | | |||||||||
Other |
1,416 | 272 | 1,144 | |||||||||
International |
||||||||||||
Mutual funds |
169,499 | 169,499 | | |||||||||
Common/collective trusts |
103,125 | | 103,125 | |||||||||
Debt securities: |
||||||||||||
U.S. Treasury |
5,753 | 5,753 | | |||||||||
Mutual funds |
98,054 | 92,173 | 5,881 | |||||||||
Government debt |
29,358 | | 29,358 | |||||||||
Asset-backed securities |
102,436 | | 102,436 | |||||||||
Corporate debt |
70,286 | 307 | 69,979 | |||||||||
International debt |
12,995 | | 12,995 | |||||||||
Other |
7,879 | | 7,879 | |||||||||
Stable value fund |
186,947 | | 186,947 | |||||||||
Self-directed brokerage accounts |
15,315 | | 15,315 | |||||||||
Total |
$ 1,771,303 | $ 1,236,244 | $ 535,059 | |||||||||
- 10 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
3. | FAIR VALUE MEASUREMENT (CONTINUED) |
December 31, 2009 | ||||||||||||
Total | Level 1 | Level 2 | ||||||||||
Equity securities: |
||||||||||||
Domestic |
||||||||||||
Nordstrom common stock |
$ | 223,802 | $ | 223,802 | $ | | ||||||
Common stock |
86,850 | 86,850 | | |||||||||
Mutual funds |
517,110 | 517,110 | | |||||||||
Other |
1,223 | 498 | 725 | |||||||||
International |
||||||||||||
Mutual funds |
158,661 | 158,661 | | |||||||||
Common/collective trusts |
91,132 | | 91,132 | |||||||||
Debt securities: |
||||||||||||
U.S. Treasury |
6,551 | 6,551 | | |||||||||
Mutual funds |
80,383 | 80,383 | | |||||||||
Government debt |
22,155 | | 22,155 | |||||||||
Asset-backed securities |
84,922 | | 84,922 | |||||||||
Corporate debt |
64,687 | | 64,687 | |||||||||
Repurchase agreements |
14,700 | | 14,700 | |||||||||
International debt |
9,605 | | 9,605 | |||||||||
Other |
5,058 | | 5,058 | |||||||||
Stable value fund |
172,016 | | 172,016 | |||||||||
Self-directed brokerage accounts |
12,837 | | 12,837 | |||||||||
Total |
$ | 1,551,692 | $ | 1,073,855 | $ | 477,837 | ||||||
The following is a reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs for level 3 assets as of December 31, 2009: | ||||||||||||
December 31, 2009 | ||||||||||||
Total | Equity securities |
Debt securities |
||||||||||
Beginning balance |
$ | 160,753 | $ | 71,409 | $ | 89,344 | ||||||
Total realized (losses) gains in net assets available for benefit |
(3,199) | (4,048) | 849 | |||||||||
Total unrealized gains in net assets available for benefit |
32,596 | 25,893 | 6,703 | |||||||||
Purchases, issuances and settlements |
(10,676) | (1,353) | (9,323) | |||||||||
Transfers out to level 21 |
(179,474) | (91,901) | (87,573) | |||||||||
Ending balance |
$ | | $ | | $ | | ||||||
1In 2008, common/collective trusts within the Nordstrom Select Funds were classified as Level 3 investments. Upon the Plans adoption of ASU 2009-12 in 2009, it changed the classification of these investments to Level 2 as they are valued using the NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding.
- 11 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
4. | STABLE VALUE FUND |
The Putnam Stable Value Fund is a stable value fund that is a common/collective trust fund. The fund may invest in fixed interest insurance investment contracts, money market funds, corporate and government bonds, mortgage-backed securities, bond funds, and other fixed income securities. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. Contract value represents contributions made to the fund, plus earnings, less participant withdrawals and administrative expenses.
The statements of net assets available for benefits present an investment contract at fair value, as well as an additional line item showing an adjustment of the fully benefit-responsive contract from fair value to contract value. Fair value of the contract is calculated by discounting the related cash flows based on current yields of similar instruments with comparable durations.
The average yield at fair value and weighted average crediting rate for the Putnam Stable Value fund at December 31 are as follows:
2010 | 2009 | |||||||||||
Average yield at fair value |
3.71% | 3.58% | ||||||||||
Weighted average crediting rate |
4.15% | 3.83% |
Certain events may limit the ability of the Fund to transact at contract value. Such events include: complete or partial plan termination or merger with another plan; failure of the Plan or its trust to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA; transfer of assets from the Fund directly into a competing investment option; or any communication given to Plan participants designed to influence a participant not to invest in the Fund or to transfer assets out of the Fund. Plan management believes that the occurrence of events that would cause the Fund to transact at less than contract value is not probable.
5. | EXEMPT PARTY-IN-INTEREST TRANSACTIONS |
Mercer Trust Company (previously Putnam Fiduciary Trust Company) has been trustee of all assets of the Plan, with the exception of the Nordstrom Select Funds, since January 1, 2005. The Bank of New York Mellon (previously Mellon Bank, N.A.) has been the trustee of the Nordstrom Select Funds since April 1, 2005. Accordingly, Mercer Trust Company and The Bank of New York Mellon are each a party-in-interest with respect to the Plan. The Plan invested in investment funds managed by Mercer Trust Company and its affiliates during 2010 and 2009. Transactions in these investments qualify as exempt party-in-interest transactions because an independent fiduciary (the Plans Retirement Committee) causes the Plan to make these investment decisions. Fees paid by the Plan to Mercer Trust Company amounted to $1,883 for 2010 and $1,853 for 2009. Fees paid by the Plan to The Bank of New York Mellon amounted to $201 for 2010 and $213 for 2009.
As the Plan sponsor, the Company is a party-in-interest with respect to the Plan. The Companys employer contributions to the plan qualify as party-in-interest transactions. These transactions are exempt party-in-interest transactions because a fiduciary does not cause the Plan to participate in the transactions. In addition,
- 12 -
NORDSTROM 401(k) PLAN & PROFIT SHARING
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
(dollars and shares in thousands)
5. | EXEMPT PARTY-IN-INTEREST TRANSACTIONS (CONTINUED) |
there were no reimbursements of direct expenses paid by the Plan to the Company for Plan operations and administration in 2010 or 2009.
As of December 31, 2010 and 2009, the Plan held 5,783 and 5,955 shares of common stock of the Company, with a cost basis of $126,628 and $120,018 and recorded dividend income of $4,473 and $3,899 during the years then ended.
6. | EXCESS CONTRIBUTIONS PAYABLE TO PARTICIPANTS |
The Plan is subject to certain non-discrimination rules under ERISA and the Code. For the Plan years ended December 31, 2010 and 2009, the Plan failed certain of the non-discrimination tests under the Code due to lower contribution percentages by non-highly compensated eligible employees relative to the contribution percentages of highly compensated eligible employees. In order to meet the requirements of the non-discrimination rules, the Plan refunded a portion of the contributions made by highly compensated participants, in accordance with applicable provisions of the Code. The refund for 2010, paid in March 2011, totaled $131 and included approximately $16 of investment earnings. The refund for 2009, paid in March 2010, totaled $576 and included approximately $195 of investment earnings. The refunds are recorded as Excess contributions payable to participants in the December 31, 2010 and 2009 Statements of Net Assets Available for Benefits and included in Benefit payments to participants on the Statements of Changes in Net Assets Available for Benefits for the years ended December 31, 2010 and 2009.
7. | RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 |
The following is a reconciliation of net assets available for benefits per the financial statements to the amounts reflected in the Form 5500 as filed by the Company with the Employee Benefits Security Administration as of December 31:
2010 | 2009 | |||||||
Net assets available for benefits per the financial statements |
$ 1,910,178 | $ 1,686,037 | ||||||
Other assets |
| (684) | ||||||
Trustee and administrative fees payable |
812 | 760 | ||||||
Adjustments from contract value to fair value for fully benefit-responsive investment contracts |
10,120 | 7,126 | ||||||
Net assets available for benefits per Form 5500 |
$ 1,921,110 | $ 1,693,239 | ||||||
The following is a reconciliation of total net investment income per the financial statements to the amounts reflected in the Form 5500 as filed by the Company with the Employee Benefits Security Administration as of December 31:
2010 | ||||
Total net investment income per the financial statements |
$ 200,621 | |||
Change in the adjustment from contract value to fair value for fully benefit-responsive investment contracts |
2,994 | |||
Total net investment income per Form 5500 |
$ 203,615 | |||
- 13 -
NORDSTROM 401(K) PLAN & PROFIT SHARING
FORM 5500, SCHEDULE H, PART IV, LINE 4i, SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2010
(dollars in thousands)
Identity of issue, borrower, lessor, or similar party |
Description of investment including maturity date, rate of interest, collateral, par, or maturity value |
Security Type |
Fair Value |
|||||||
* |
Nordstrom, Inc. | Nordstrom Stock Fund | Common Stock | 245,098 | ||||||
* |
Putnam Investments | Putnam Stable Value Fund | Common Collective Trust | 186,947 | ||||||
American Funds | American Funds Europacific Growth | Mutual Fund | 169,499 | |||||||
Dodge & Cox | Dodge & Cox Stock Fund | Mutual Fund | 107,321 | |||||||
Rainier Investment Management | Rainier Small/Mid Cap Equity Fund | Mutual Fund | 92,428 | |||||||
PIMCO | PIMCO Total Return Instl Fund | Mutual Fund | 92,173 | |||||||
Neuberger & Berman | Neuberger & Berman Genesis Fund | Mutual Fund | 86,349 | |||||||
Vanguard | Vanguard Institutional Index Fund | Mutual Fund | 68,213 | |||||||
Allianz Global Investors | Allianz RCM Large Cap Growth Fund | Mutual Fund | 61,513 | |||||||
Self-directed brokerage | Brokerage Securities | Self-directed Brokerage | 12,484 | |||||||
* |
Putnam Investments | SDB Money Market Fund | Money Market Fund | 2,831 | ||||||
* |
Putnam Investments | Pending cash account | 272 | |||||||
* |
Participant Loans | Loan interest rates range from 4.25% to 10.5%, maturing at various dates through January 3, 2031. Loan repayment is made through regular payroll deductions for a period of up to 60 months for general loans and up to 20 years for loans used to finance the purchase of a principal residence. If a participants employment terminates for any reason and the loan balances are not paid in full within 90 days of termination, the loan balances will be deemed distributed and become taxable income to the participant. Participants may continue to make loan repayments after termination of employment under procedures established by the Plan administrator. | 72,930 | |||||||
* Party-in-interest |
| |||||||||
Nordstrom Select Funds |
||||||||||
(Including Nordstrom Select Conservative, Nordstrom Select Moderate and Nordstrom Select Growth Funds) |
| |||||||||
Dodge & Cox | Dodge & Cox Income Fund | Separate Account | 119,086 | |||||||
PIMCO | PIMCO Total Return Fund | Separate Account | 115,502 | |||||||
Vanguard | Vanguard Institutional Index Fund | Mutual Fund | 97,704 | |||||||
Dodge & Cox | Dodge & Cox Stock Fund | Mutual Fund | 69,090 | |||||||
Capital Guardian | Capital Guardian International (Non- U.S.) Equity Fund | Common Collective Trust | 54,096 | |||||||
Alliance Bernstein | Bernstein International Value Collective Trust Fund |
Common Collective Trust | 49,029 |
- 14 -
Identity of issue, borrower, lessor, or similar party |
Description of investment including maturity date, rate of maturity value |
Security Type |
Fair Value |
|||||||
Neuberger & Berman | Neuberger Berman Genesis Institutional Fund |
Mutual Fund | 34,713 | |||||||
The Boston Company | Pooled Employee Daily Liquidity Fund | Common Collective Trust | 1,144 | |||||||
AAR Corp. | AAR Corp. | Common Stock | 232 | |||||||
ADTRAN, Inc. | ADTRAN, Inc. | Common Stock | 196 | |||||||
AES Corp. | AES Corp. | Common Stock | 407 | |||||||
Affiliated Managers Group | Affiliated Managers Group | Common Stock | 730 | |||||||
Aflac, Inc. | Aflac, Inc. | Common Stock | 1,058 | |||||||
Air Products & Chemicals | Air Products & Chemicals | Common Stock | 874 | |||||||
Alaska Air Group, Inc. | Alaska Air Group, Inc. | Common Stock | 179 | |||||||
Albemarle Corp. | Albemarle Corp. | Common Stock | 382 | |||||||
Alexion Pharmaceuticals | Alexion Pharmaceuticals | Common Stock | 185 | |||||||
Allegheny Technologies | Allegheny Technologies | Common Stock | 856 | |||||||
Allergan, Inc. | Allergan, Inc. | Common Stock | 894 | |||||||
Alliance Data Systems | Alliance Data Systems | Common Stock | 778 | |||||||
Allscripts Healthcare | Allscripts Healthcare | Common Stock | 240 | |||||||
Amazon, Inc. | Amazon, Inc. | Common Stock | 1,166 | |||||||
American Express | American Express | Common Stock | 1,016 | |||||||
Amerisourcebergen Corp. | Amerisourcebergen Corp. | Common Stock | 179 | |||||||
AMETEK, Inc. | AMETEK, Inc. | Common Stock | 170 | |||||||
ANSYS, Inc. | ANSYS, Inc. | Common Stock | 299 | |||||||
A.O. Smith Corp. | A.O. Smith Corp. | Common Stock | 157 | |||||||
Apple Computer, Inc. | Apple Computer, Inc. | Common Stock | 3,922 | |||||||
Aqua America, Inc. | Aqua America, Inc. | Common Stock | 100 | |||||||
Aruba Networks, Inc. | Aruba Networks, Inc. | Common Stock | 95 | |||||||
Atheros Communications | Atheros Communications | Common Stock | 304 | |||||||
Be Aerospace, Inc. | Be Aerospace, Inc. | Common Stock | 561 | |||||||
Bed Bath & Beyond, Inc. | Bed Bath & Beyond, Inc. | Common Stock | 1,001 | |||||||
Cabot Corp. | Cabot Corp. | Common Stock | 383 | |||||||
Cameron International | Cameron International | Common Stock | 1,325 | |||||||
Cardinal Health, Inc. | Cardinal Health, Inc. | Common Stock | 1,157 | |||||||
Cardtronics, Inc. | Cardtronics, Inc. | Common Stock | 235 | |||||||
Carnival Corp. | Carnival Corp. | Common Stock | 1,099 | |||||||
Carrizo Oil & Gas, Inc. | Carrizo Oil & Gas, Inc. | Common Stock | 471 | |||||||
CBS Corp. | CBS Corp. | Common Stock | 1,293 | |||||||
Celgene Corp. | Celgene Corp. | Common Stock | 670 | |||||||
Checkpoint Software | Checkpoint Software | Common Stock | 474 | |||||||
Chicago Bridge & Iron Co. | Chicago Bridge & Iron Co. | Common Stock | 512 | |||||||
Chipotle Mexican Grill, Inc. | Chipotle Mexican Grill, Inc. | Common Stock | 187 | |||||||
Church & Dwight Co, Inc. | Church & Dwight Co, Inc. | Common Stock | 234 | |||||||
Ciena Corp. | Ciena Corp. | Common Stock | 145 | |||||||
Cisco Systems, Inc. | Cisco Systems, Inc. | Common Stock | 1,868 | |||||||
Citrix Systems, Inc. | Citrix Systems, Inc. | Common Stock | 1,319 | |||||||
Cognizant Technology Solutions | Cognizant Technology Solutions | Common Stock | 284 | |||||||
Colgate-Palmolive Co. | Colgate-Palmolive Co. | Common Stock | 1,017 | |||||||
Comerica, Inc. | Comerica, Inc. | Common Stock | 1,274 | |||||||
Commerce Bancshares | Commerce Bancshares | Common Stock | 147 | |||||||
Concho Resources, Inc. | Concho Resources, Inc. | Common Stock | 255 | |||||||
Concur Technologies | Concur Technologies | Common Stock | 241 | |||||||
Cooper Companies, Inc. | Cooper Companies, Inc. | Common Stock | 143 |
- 15 -
Identity of issue, borrower, lessor, or similar party |
Description of investment including maturity date, rate of maturity value |
Security Type |
Fair Value |
|||||||
Cooper Industries | Cooper Industries | Common Stock | 1,164 | |||||||
Cooper Tire & Rubber Co. | Cooper Tire & Rubber Co. | Common Stock | 328 | |||||||
Cracker Barrel Old Country | Cracker Barrel Old Country | Common Stock | 297 | |||||||
Cyberonics, Inc. | Cyberonics, Inc. | Common Stock | 155 | |||||||
Cypress Semiconductor | Cypress Semiconductor | Common Stock | 177 | |||||||
Deere & Co. | Deere & Co. | Common Stock | 1,438 | |||||||
Diamond Foods, Inc. | Diamond Foods, Inc. | Common Stock | 311 | |||||||
Diamondrock Hospitality Co. | Diamondrock Hospitality Co. | Common Stock | 234 | |||||||
Dicks Sporting Goods, Inc. | Dicks Sporting Goods, Inc. | Common Stock | 285 | |||||||
Digital Realty Trust, Inc. | Digital Realty Trust, Inc. | Common Stock | 406 | |||||||
Discover Financial Services | Discover Financial Services | Common Stock | 447 | |||||||
Discovery Communications | Discovery Communications | Common Stock | 381 | |||||||
Dresser-Rand Group, Inc. | Dresser-Rand Group, Inc. | Common Stock | 277 | |||||||
DuPont Fabros Technology | DuPont Fabros Technology | Common Stock | 368 | |||||||
Eaton Corp. | Eaton Corp. | Common Stock | 1,423 | |||||||
EMC Corporation | EMC Corporation | Common Stock | 1,404 | |||||||
Emergency Medical Services | Emergency Medical Services | Common Stock | 193 | |||||||
Energy XXI Bermuda Limited | Energy XXI Bermuda Limited | Common Stock | 279 | |||||||
Enersys | Enersys | Common Stock | 534 | |||||||
Express Scripts, Inc. | Express Scripts, Inc. | Common Stock | 1,223 | |||||||
F5 Networks, Inc. | F5 Networks, Inc. | Common Stock | 149 | |||||||
Finisar Corp. | Finisar Corp. | Common Stock | 240 | |||||||
First Niagra Financial Group | First Niagra Financial Group | Common Stock | 265 | |||||||
First Solar, Inc. | First Solar, Inc. | Common Stock | 674 | |||||||
FMC Corp. | FMC Corp. | Common Stock | 219 | |||||||
Fossil, Inc. | Fossil, Inc. | Common Stock | 226 | |||||||
Goodrich Corp. | Goodrich Corp. | Common Stock | 1,194 | |||||||
Google, Inc. | Google, Inc. | Common Stock | 2,559 | |||||||
Graftech International | Graftech International | Common Stock | 253 | |||||||
Guess?, Inc. | Guess?, Inc. | Common Stock | 976 | |||||||
Hasbro, Inc. | Hasbro, Inc. | Common Stock | 1,060 | |||||||
Healthsouth Corp. | Healthsouth Corp. | Common Stock | 164 | |||||||
Hewlett Packard Co. | Hewlett Packard Co. | Common Stock | 735 | |||||||
Hill-Rom Holdings, Inc. | Hill-Rom Holdings, Inc. | Common Stock | 174 | |||||||
Intel Corp. | Intel Corp. | Common Stock | 1,375 | |||||||
IntercontinentalExchange, Inc. | IntercontinentalExchange, Inc. | Common Stock | 354 | |||||||
ITC Holdings Corp. | ITC Holdings Corp. | Common Stock | 464 | |||||||
Ixia | Ixia | Common Stock | 164 | |||||||
Jarden Corp. | Jarden Corp. | Common Stock | 364 | |||||||
JB Hunt Transport Services | JB Hunt Transport Services | Common Stock | 491 | |||||||
Jones Lang LaSalle, Inc. | Jones Lang LaSalle, Inc. | Common Stock | 334 | |||||||
Joy Global, Inc. | Joy Global, Inc. | Common Stock | 1,142 | |||||||
JPMorgan Chase & Co. | JPMorgan Chase & Co. | Common Stock | 1,137 | |||||||
Kansas City Southern | Kansas City Southern | Common Stock | 296 | |||||||
KBW, Inc. | KBW, Inc. | Common Stock | 196 | |||||||
Kennametal, Inc. | Kennametal, Inc. | Common Stock | 519 | |||||||
Kodiak Oil & Gas, Inc. | Kodiak Oil & Gas, Inc. | Common Stock | 160 | |||||||
Kohls Corp. | Kohls Corp. | Common Stock | 801 | |||||||
Korn/Ferry International | Korn/Ferry International | Common Stock | 177 | |||||||
LaSalle Hotel Properties | LaSalle Hotel Properties | Common Stock | 353 | |||||||
Life Technologies Corp. | Life Technologies Corp. | Common Stock | 250 |
- 16 -
Identity of issue, borrower, lessor, or similar party |
Description of investment including maturity date, rate of maturity value |
Security Type |
Fair Value |
|||||||
Lincoln National Corp | Lincoln National Corp | Common Stock | 36 | |||||||
Littelfuse, Inc. | Littelfuse, Inc. | Common Stock | 176 | |||||||
Marvell Technologies | Marvell Technologies | Common Stock | 285 | |||||||
Marvell Technology Group, Ltd. | Marvell Technology Group, Ltd. | Common Stock | 874 | |||||||
McDonalds Corp. | McDonalds Corp. | Common Stock | 1,515 | |||||||
Micro Systems, Inc. | Micro Systems, Inc. | Common Stock | 252 | |||||||
Microchip Technology, Inc. | Microchip Technology, Inc. | Common Stock | 1,402 | |||||||
Microsoft Corp. | Microsoft Corp. | Common Stock | 934 | |||||||
Msc Industrial Direct Co. | Msc Industrial Direct Co. | Common Stock | 333 | |||||||
MSCI, Inc. | MSCI, Inc. | Common Stock | 184 | |||||||
Mylan Inc./PA | Mylan Inc./PA | Common Stock | 208 | |||||||
Nalco Holding Co. | Nalco Holding Co. | Common Stock | 338 | |||||||
National Oilwell Varco | National Oilwell Varco | Common Stock | 736 | |||||||
NetApp, Inc. | NetApp, Inc. | Common Stock | 230 | |||||||
Netflix, Inc. | Netflix, Inc. | Common Stock | 958 | |||||||
Netlogic Microsystems, Inc. | Netlogic Microsystems, Inc. | Common Stock | 210 | |||||||
Newpark Resources, Inc. | Newpark Resources, Inc. | Common Stock | 227 | |||||||
Nordson Corp. | Nordson Corp. | Common Stock | 368 | |||||||
Occidental Petroleum | Occidental Petroleum | Common Stock | 1,258 | |||||||
Oceaneering International | Oceaneering International | Common Stock | 277 | |||||||
Old Dominion Freight Line, Inc. | Old Dominion Freight Line, Inc. | Common Stock | 180 | |||||||
Oracle Corp. | Oracle Corp. | Common Stock | 1,503 | |||||||
Packaging Corporation Of America | Packaging Corporation Of America | Common Stock | 298 | |||||||
PepsiCo, Inc. | PepsiCo, Inc. | Common Stock | 1,525 | |||||||
Perrigo Co. | Perrigo Co. | Common Stock | 331 | |||||||
PMC-Sierra, Inc. | PMC-Sierra, Inc. | Common Stock | 196 | |||||||
Polycom, Inc. | Polycom, Inc. | Common Stock | 180 | |||||||
Precision Castparts Corp. | Precision Castparts Corp. | Common Stock | 1,216 | |||||||
Priceline.com, Inc. | Priceline.com, Inc. | Common Stock | 200 | |||||||
Raymond James Financial | Raymond James Financial | Common Stock | 367 | |||||||
RBC Bearings, Inc. | RBC Bearings, Inc. | Common Stock | 259 | |||||||
Red Hat, Inc. | Red Hat, Inc. | Common Stock | 143 | |||||||
Resmed, Inc. | Resmed, Inc. | Common Stock | 254 | |||||||
Rex Energy Corp. | Rex Energy Corp. | Common Stock | 248 | |||||||
Riverbed Technology, Inc. | Riverbed Technology, Inc. | Common Stock | 174 | |||||||
Robbins & Myers, Inc. | Robbins & Myers, Inc. | Common Stock | 203 | |||||||
Rockwell Automation | Rockwell Automation | Common Stock | 1,186 | |||||||
Rockwood Holdings, Inc. | Rockwood Holdings, Inc. | Common Stock | 196 | |||||||
RPC, Inc. | RPC, Inc. | Common Stock | 312 | |||||||
Salix Pharmaceuticals, Ltd. | Salix Pharmaceuticals, Ltd. | Common Stock | 187 | |||||||
SBA Communications Corp. | SBA Communications Corp. | Common Stock | 346 | |||||||
Schlumberger, Ltd. | Schlumberger, Ltd. | Common Stock | 2,257 | |||||||
Seabridge Gold, Inc. | Seabridge Gold, Inc. | Common Stock | 300 | |||||||
Seattle Genetics, Inc. | Seattle Genetics, Inc. | Common Stock | 155 | |||||||
SEI Investments Co. | SEI Investments Co. | Common Stock | 220 | |||||||
Signature Bank | Signature Bank | Common Stock | 514 | |||||||
Silver Standard Resources | Silver Standard Resources | Common Stock | 280 | |||||||
Sirona Dental Systems, Inc. | Sirona Dental Systems, Inc. | Common Stock | 183 | |||||||
Snap-On, Inc. | Snap-On, Inc. | Common Stock | 416 | |||||||
Standard Microsystems Corp. | Standard Microsystems Corp. | Common Stock | 193 | |||||||
Starbucks Corp. | Starbucks Corp. | Common Stock | 1,038 |
- 17 -
Identity of issue, borrower, lessor, or similar party |
Description of investment including maturity date, rate of maturity value |
Security Type |
Fair Value |
|||||||
Starwood Hotels & Resorts | Starwood Hotels & Resorts | Common Stock | 1,408 | |||||||
Steelcase, Inc. | Steelcase, Inc. | Common Stock | 142 | |||||||
Stifel Financial, Inc. | Stifel Financial, Inc. | Common Stock | 299 | |||||||
Swift Energy, Inc. | Swift Energy, Inc. | Common Stock | 366 | |||||||
SXC Health Solutions Corp. | SXC Health Solutions Corp. | Common Stock | 284 | |||||||
T Rowe Price Group, Inc. | T Rowe Price Group, Inc. | Common Stock | 969 | |||||||
Taleo Corp. | Taleo Corp. | Common Stock | 151 | |||||||
Target Corp. | Target Corp. | Common Stock | 1,392 | |||||||
Tenneco, Inc. | Tenneco, Inc. | Common Stock | 177 | |||||||
Teva Pharmaceuticals | Teva Pharmaceuticals | Common Stock | 907 | |||||||
Texas Instruments, Inc. | Texas Instruments, Inc. | Common Stock | 734 | |||||||
Thermo Fisher Scientific | Thermo Fisher Scientific | Common Stock | 1,032 | |||||||
Thor Industries, Inc. | Thor Industries, Inc. | Common Stock | 263 | |||||||
Thoratec Corp. | Thoratec Corp. | Common Stock | 181 | |||||||
Tibco Software, Inc. | Tibco Software, Inc. | Common Stock | 248 | |||||||
Timken Co. | Timken Co. | Common Stock | 176 | |||||||
Tractor Supply Co. | Tractor Supply Co. | Common Stock | 251 | |||||||
Treehouse Foods, Inc. | Treehouse Foods, Inc. | Common Stock | 227 | |||||||
Trimble Navigation Limited | Trimble Navigation Limited | Common Stock | 180 | |||||||
TRW Automotive Holdings, Inc. | TRW Automotive Holdings, Inc. | Common Stock | 201 | |||||||
Tupperware Brands Corp. | Tupperware Brands Corp. | Common Stock | 161 | |||||||
Union Pacific Corp. | Union Pacific Corp. | Common Stock | 1,454 | |||||||
Unit Corp. | Unit Corp. | Common Stock | 122 | |||||||
United Technologies | United Technologies | Common Stock | 1,243 | |||||||
United Therapeutics Corp. | United Therapeutics Corp. | Common Stock | 316 | |||||||
Urban Outfitters, Inc. | Urban Outfitters, Inc. | Common Stock | 331 | |||||||
US Airways Group, Inc. | US Airways Group, Inc. | Common Stock | 271 | |||||||
Vale SA | Vale SA | Common Stock | 1,045 | |||||||
Valspar Corp. | Valspar Corp. | Common Stock | 252 | |||||||
WABCO Holdings, Inc. | WABCO Holdings, Inc. | Common Stock | 381 | |||||||
The Walt Disney Co. | The Walt Disney Co. | Common Stock | 1,097 | |||||||
Warnaco Group, Inc. | Warnaco Group, Inc. | Common Stock | 225 | |||||||
Watson Pharmaceuticals | Watson Pharmaceuticals | Common Stock | 742 | |||||||
Wells Fargo & Co. | Wells Fargo & Co. | Common Stock | 1,441 | |||||||
Whiting Petroleum Corp. | Whiting Petroleum Corp. | Common Stock | 749 | |||||||
Woodward, Inc. | Woodward, Inc. | Common Stock | 278 | |||||||
Yahoo!, Inc. | Yahoo!, Inc. | Common Stock | 751 |
- 18 -