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Dillard's, Inc. Investment & Employee Stock Ownership Plan


Plan Information

  • Plan Year01/01/2015 — 12/31/2015
  • Date of Plan07/01/1965
  • Net Assets as of 12/31/2015 $1,059,389,703
  • Plan Number111
  • Plan Type Single Employer
  • Is the plan collectively bargained? No
  • Did the plan file for an extension of time or the DFVC Program?Yes
  • Plan Funding Arrangement Trust
  • Plan Benefit Arrangement Trust

Participant Information as of 12/31/2015

  • Active (Eligible) Participants43,227
  • Retired or separated participants receiving benefits5,784
  • Other retired or separated participants entitled to future benefits9,838
  • Subtotal58,849
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits130
  • Total58,979
  • Total number of participants as of 01/01/201564,721
  • Number of participants with account balances38,184
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested899


  • Total Benefit Payments$0
  • Corrective Distributions$0
  • Administrative Service Providers$0
  • Other Expenses$0
  • Total Expenses$0
  • Total Transfers$0

Sponsor Information

  • AddressPo Box 486 1600 Cantrell Road
  • CityLittle Rock
  • StateAR
  • Zip72203
  • Telephone(501) 376-5369
  • EIN71-0388071
  • Industry Code452110
  • Named AdministratorPhillip R. Watts
  • Named Plan SponsorPhillip R. Watts

Audit Information

  • Audit StatusAudited
  • AuditorCrowe Horwath LLP
  • Auditor EIN35-0921680
  • Audit OpinionUnqualified
  • Audit Type Full Audit

Benefits Provided Under the Plan

Code Benefit Description
2F ERISA section 404(c) Plan This plan, or any part of it is intended to meet the conditions of 29 CFR 2550.404c-1.
2G Total participant-directed account plan Participants have the opportunity to direct the investment of all the assets allocated to their individual accounts, regardless of whether 29 CFR 2550.404c-1 is intended to be met.
2I Stock bonus A stock bonus plan is a type of profit-sharing by which a corporation uses its own stock to make contributions and distributions.
2J Code section 401(k) feature A cash or deferred arrangement described in Code section 401(k) that is part of a qualified defined contribution plan that provides for an election by employees to defer part of their compensation or receive these amounts in cash.
2K Code section 401(m) arrangement Employee contributions are allocated to separate accounts under the plan or employer contributions are based, in whole or in part, on employee deferrals or contributions to the plan. Not applicable if plan is 401(k) plan with only QNECs and/or QMACs. Also not applicable if Code section 403(b)(1), 403(b)(7) or 408 arrangements/accounts/annuities.
2O ESOP other than a leveraged ESOP An Employee Stock Ownership Plan (ESOP) is a type of employee benefit plan designed to invest primarily in employer stock.
2S Automatic Enrollment Plan provides for automatic enrollment in plan that has employee contributions deducted from payroll.
2T Participant-directed Account Total or partial participant-directed account plan - plan uses default investment account for participants who fail to direct assets in their account.
3F Leased Employees Plan sponsor(s) received services of leased employees, as defined in Code section 414(n), during the plan year.
3H Controlled Group Plan sponsor(s) is (are) a member(s) of a controlled group (Code sections 414(b), (c), or (m)).
3I Employer Securities Limitations Plan requiring that all or part of employer contributions be invested and held, at least for a limited period, in employer securities.

Questions and Answers

Question Answer Amount
During the plan year did the employer fail to transmit to the plan any participant contributions within the time period described in 29 CFT 2510.3-102? No
Were any loans by the plan or fixed income obligations due the plan in default as of the close of plan year or classified during the year as uncollectible? Disregard participant loans secured by participant's account balance. No
Were any leases to which the plan was a party in default or classified during the year as uncollectible? No
Were there any nonexempt transactions with any party-in-interest? No
Was this plan covered by a fidelity bond? Yes $1,000,000
Did the plan have a loss, whether or not reimbursed by the plan's fidelity bond, that was caused by fraud or dishonesty? No
Did the plan hold any assets whose current value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan receive any noncash contributions whose value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan have assets held for investment? Yes
Were any plan transactions or series of transactions in excess of 5% of the current value of plan assets? No
Were all the plan assets either distributed to participants or beneficiaries, transferred to another plan, or brought under the control of the PBGC? No
Has the plan failed to provide any benefit when due under the plan? No
If this is an individual account plan, was there a blackout period? Yes
If there was a blackout period, have you either provided the required notice or one of the exceptions to providing the notice applied under 29 CFR 2520.101-3? Yes


Income and Expense Statement

Income $-444,610,499
Contributions $56,989,563
Cash Contributions $56,989,563
Cash from Employers $18,349,917
Cash from Participants $37,929,524
Others (including rollovers) $710,122
Noncash Contributions $0
Total Earnings on Investments $-502,263,972
Total Interest $460,311
Interest-Bearing Cash $0
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $0
Participant Loans $460,311
Interest from Other Investments $0
Total Dividends $6,823,340
Preferred Stock $0
Common Stock $2,207,321
Rents $0
Net gain (loss) on sale of assets $-35,374,277
Aggregate Proceeds $126,341,476
Aggregate Carrying Amount $161,715,753
Total Unrealized Appreciation (depreciation) of assets $-470,087,264
Real Estate $0
Other $-470,087,264
Net investment gain (loss) from common/collective trusts $1,002,692
Net investment gain (loss) from pooled separate accounts $0
Net investment gain (loss) from master trust investment accounts $0
Net investment gain (loss) from 103-12 investment entities $0
Net investment gain (loss) from registered investment companies $-5,088,774
Other Income $663,910
Expenses $141,758,978
Total Benefit Payments $140,094,062
Directly to participants or beneficiaries, including direct rollovers $140,094,062
To insurance carriers for the provision of benefits $0
Other Benefit Payment Fees $0
Corrective Distributions $0
Certain deemed distributions of participant loans $84,999
Interest expense $0
Total Administrative Expenses $1,579,917
Professional Fees $95,562
Contract Administrator Fees $1,240,719
Investment Advisory and management fees $243,636
Other Administrative Fees $0
Net Income $-586,369,477
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $0

Asset and Liability Statement

12/31/2015 12/31/2014 Change YOY
Total Assets $1,059,620,456 $1,645,947,864 -35.62%
Total noninterest-bearing cash $10,231 $368 2680.16%
Receivables $1,795,370 $594,403 202.05%
Employer Contributions $450,154 $52,072 764.48%
Participant Contributions $774,488 $461 167901.74%
Other Contributions $570,728 $541,870 5.33%
General Investments $0 $0 0.0%
Interest-bearing cash $0 $0 0.0%
U.S. Government Securities $0 $0 0.0%
Corporate Debt Instruments $0 $0 0.0%
Preferred $0 $0 0.0%
All Other $0 $0 0.0%
Corporate Stocks $0 $0 0.0%
Preferred $0 $0 0.0%
Common $0 $0 0.0%
Partnership/joint venture interests $0 $0 0.0%
Real estate (other than employer real property) $0 $0 0.0%
Loans (other than to participants) $0 $0 0.0%
Participants Loans $11,322,589 $11,794,601 -4.00%
Value of interest in common/collective trusts $204,097,641 $196,238,392 4.00%
Value of interest in pooled separate accounts $0 $0 0.0%
Value of interest in master trust investment accounts $0 $0 0.0%
Value of interest in 103-12 investment entities $0 $0 0.0%
Value of interest in registered investment companies $306,949,330 $308,428,709 -0.48%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $0 $0 0.0%
Employer-related Investments $535,445,295 $1,128,891,391 -52.57%
Employer Securities $535,445,295 $1,128,891,391 -52.57%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $230,753 $188,684 22.30%
Benefit Claims Payable (1) $0 $0 0.0%
Operating Payables (1) $0 $0 0.0%
Acquisition Indebtedness (1) $0 $0 0.0%
Other liabilities (1) $230,753 $188,684 22.30%
Net Assets $1,059,389,703 $1,645,759,180 -35.63%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

  • American Funds
  • Dodge & Cox
  • Goldman Sachs
  • Harbor
  • Invesco
  • Jp Morgan
  • Legg Mason
  • Pimco Funds
  • Prudential
  • Vanguard

Other Service Providers Receiving Direct or Indirect Compensation

Name Nature of Service Relationship to Plan Sponsor Direct Compensation Paid by Plan Indirect Compensation Paid by Plan Total Compensation
Wells Fargo Bank, N.A. Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Participant loan processing, Direct payment from the plan, Float revenue, Recordkeeping fees Recordkeeper $1,189,903 $0 $1,189,903
Evercore Trust Company, N.A. Trustee (bank, trust company, or similar financial institution), Direct payment from the plan Service Provider $159,649 $0 $159,649
Newport Group Securities Investment advisory (plan), Direct payment from the plan Service Provider $83,987 $0 $83,987
Friday Eldredge & Clark, LLP Legal, Direct payment from the plan Service Provider $61,563 $0 $61,563
Merrill Communications LLC Participant communication, Direct payment from the plan Service Provider $50,911 $0 $50,911
Crowe Horwath LLP Accounting (including auditing), Direct payment from the plan Service Provider $34,000 $0 $34,000
Total $1,580,013 $0 $1,580,013

Indirect Compensation

There are no service providers with indirect compensation listed for this plan.

Service Providers Who Fail or Refuse to Provide Information

There are no service providers who failed or refused to provide information.

Termination Information on Accountants and Enrolled Actuaries

There is no termination information for this plan.



Name of Investment Investment Manager Type of Investment Dollar Value
Wells Fargo Stable Return Fund N Wells Fargo Bank, N.A. DFE: Common/Collective Trust $151,767,825
Wf/Blackrock S&P 500 Index Fund N Wells Fargo Bank, N.A. DFE: Common/Collective Trust $52,329,816
Total $204,097,641

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.