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Overview

Plan Information

  • Plan Year02/01/2012 — 01/31/2013
  • Date of Plan02/01/1997
  • Net Assets as of 01/31/2013 $18,159,793,000
  • Plan Number3
  • Plan Type Single Employer
  • Is the plan collectively bargained? No
  • Did the plan file for an extension of time or the DFVC Program?Yes
  • Report Description This is an amended report.
  • Plan Funding Arrangement Trust
  • Plan Benefit Arrangement Trust

Participant Information as of 01/31/2013

  • Active (Eligible) Participants1,075,994
  • Retired or separated participants receiving benefits0
  • Other retired or separated participants entitled to future benefits108,187
  • Subtotal1,184,181
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits632
  • Total1,184,813
  • Total number of participants as of 02/01/20121,208,305
  • Number of participants with account balances992,173
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested55,381

Expenses

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

Sponsor Information

  • Address508 SW 8th Street
  • CityBentonville
  • StateAR
  • Zip72716-0295
  • Telephone(800) 421-1362
  • EIN71-0415188
  • Industry Code452900
  • Named AdministratorSally Welborn

Audit Information

  • Audit StatusAudited
  • AuditorErnst & Young, LLP
  • Auditor EIN34-6565596
  • Audit OpinionUnqualified
  • Audit Type Full Audit

Benefits Provided Under the Plan

Code Benefit Description
2E Profit-sharing A defined contribution plan that allows employer discretionary contributions. These plans often contain a 401(k) feature.
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.
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.
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.
3H Controlled Group Plan sponsor(s) is (are) a member(s) of a controlled group (Code sections 414(b), (c), or (m)).

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 $100,000,000
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? No
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? No

Financials

Income and Expense Statement

Income $4,092,464,000
Contributions $1,906,172,000
Cash Contributions $1,906,172,000
Cash from Employers $847,605,000
Cash from Participants $1,058,567,000
Others (including rollovers) $0
Noncash Contributions $0
Total Earnings on Investments $2,173,294,000
Total Interest $21,000
Interest-Bearing Cash $21,000
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $0
Participant Loans $0
Interest from Other Investments $0
Total Dividends $87,759,000
Preferred Stock $0
Common Stock $87,759,000
Rents $0
Net gain (loss) on sale of assets $0
Aggregate Proceeds $0
Aggregate Carrying Amount $0
Total Unrealized Appreciation (depreciation) of assets $479,895,000
Real Estate $0
Other $479,895,000
Net investment gain (loss) from common/collective trusts $1,337,114,000
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 $268,505,000
Other Income $12,998,000
Expenses $1,580,384,000
Total Benefit Payments $1,539,223,000
Directly to participants or beneficiaries, including direct rollovers $1,539,223,000
To insurance carriers for the provision of benefits $0
Other Benefit Payment Fees $0
Corrective Distributions $0
Certain deemed distributions of participant loans $0
Interest expense $0
Total Administrative Expenses $41,161,000
Professional Fees $41,161,000
Contract Administrator Fees $0
Investment Advisory and management fees $0
Other Administrative Fees $0
Net Income $2,512,080,000
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $0

Asset and Liability Statement

01/31/2013 01/31/2012 Change YOY
Total Assets $18,160,186,000 $15,647,145,000 16.06%
Total noninterest-bearing cash $18,944,000 $19,908,000 -4.84%
Receivables $759,000 $1,119,000 -32.17%
Employer Contributions $0 $0 0.0%
Participant Contributions $0 $0 0.0%
Other Contributions $759,000 $1,119,000 -32.17%
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 $0 $0 0.0%
Value of interest in common/collective trusts $11,983,208,000 $9,101,983,000 31.65%
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 $2,450,450,000 $3,046,528,000 -19.57%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $0 $0 0.0%
Employer-related Investments $3,706,825,000 $3,477,607,000 6.59%
Employer Securities $3,706,825,000 $3,477,607,000 6.59%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $393,000 $-568,000 -169.19%
Benefit Claims Payable (1) $393,000 $-568,000 -169.19%
Operating Payables (1) $0 $0 0.0%
Acquisition Indebtedness (1) $0 $0 0.0%
Other liabilities (1) $0 $0 0.0%
Net Assets $18,159,793,000 $15,647,713,000 16.05%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

There is no information on eligible indirect compensation for this plan.

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
Merrill Lynch,Pierce,Fenner and Smi Recordkeeping and information management (computing, tabulating, data processing, etc.), Investment management fees paid indirectly by plan, Sub-transfer agency fees, Float revenue, Securities brokerage commissions and fees, Other investment fees and expenses Recordkeeper $30,351,615 $0 $30,351,615
Wells Fargo Bank, N.A. Direct payment from the plan Other $9,985,000 $0 $9,985,000
Ibbotson Associates, Inc. Consulting fees Consultant $806,296 $0 $806,296
Russell Investments Investment advisory (plan) Consultant $104,581 $0 $104,581
Rv Kuhns & Associates Inc Consulting fees Consultant $62,191 $0 $62,191
Evestment Consulting fees Consultant $49,700 $0 $49,700
Total $41,359,383 $0 $41,359,383

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.

Investments

Investments

Name of Investment Investment Manager Type of Investment Dollar Value
Blackrock Russell 1000 Index Trust Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $4,423,543,000
Blackrock Russell 2000 Index Trust Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $1,101,558,000
Prudential Core Plus Bond Prudential Trust Company DFE: Common/Collective Trust $1,081,164,000
Blackrock Msci Acwi Ex-Us Index Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $946,850,000
Mondrian Wal-Mart International Equ Mondrian Investment Partners Limited DFE: Common/Collective Trust $946,361,000
Robeco Rcit Large Cap Value Cl Fund Robeco Investment Management DFE: Common/Collective Trust $695,774,000
Tbc Smid Cap Growth Trust The Bank of New York Mellon DFE: Common/Collective Trust $497,627,000
Blackrock Money Market Trust Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $405,011,000
Blackrock Us Tips Non-Lend Fund Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $399,979,000
Keybank Eb International Small Cap Keybank National Association DFE: Common/Collective Trust $320,253,000
Westwood Smid Cap Value Equity Westwood Multiple Investment Trust DFE: Common/Collective Trust $304,531,000
Wellinton Dih Trust Wellington Trust Company, Na DFE: Common/Collective Trust $281,957,000
Chicago Equity Partners Group Trust Chicago Equity Partners, L.L.C DFE: Common/Collective Trust $239,639,000
Jp Morgan Short Term Bond Trust Jp Morgan Chase Bank, N.A. DFE: Common/Collective Trust $189,305,000
Rainier Large Cap Growth Trust Rainier Multiple Investment Trust DFE: Common/Collective Trust $138,287,000
Blackrock Russell 1000 Vl Cl Fund Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $7,000,000
Blackrock Russell 1000 Growth Fund Blackrock Institutional Trust Company, Na DFE: Common/Collective Trust $4,369,000
Davis Ny Venture Trust Hand Benefits & Trust Company DFE: Common/Collective Trust $0
Total $11,983,208,000

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.