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Overview

Plan Information

  • Plan Year02/01/2016 — 01/31/2017
  • Date of Plan02/01/1997
  • Net Assets as of 01/31/2017 $24,185,192,771
  • 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 01/31/2017

  • Active (Eligible) Participants1,520,869
  • Retired or separated participants receiving benefits0
  • Other retired or separated participants entitled to future benefits143,919
  • Subtotal1,664,788
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits1,345
  • Total1,666,133
  • Total number of participants as of 02/01/20161,603,151
  • Number of participants with account balances1,006,227
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested2,585

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 AdministratorHogantaylor LLP Preparer
  • Named Plan SponsorHogantaylor LLP Preparer

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 $5,420,568,262
Contributions $2,566,359,240
Cash Contributions $2,566,359,240
Cash from Employers $1,057,102,772
Cash from Participants $1,509,256,468
Others (including rollovers) $0
Noncash Contributions $0
Total Earnings on Investments $2,852,839,796
Total Interest $29,670,168
Interest-Bearing Cash $2,999
U.S. Government Securities $62,097
Corporate Debt Instruments $53,245
Loans (other than to participants) $0
Participant Loans $29,551,827
Interest from Other Investments $0
Total Dividends $153,242,696
Preferred Stock $0
Common Stock $153,242,696
Rents $0
Net gain (loss) on sale of assets $51,365,280
Aggregate Proceeds $10,580,542,099
Aggregate Carrying Amount $10,529,176,819
Total Unrealized Appreciation (depreciation) of assets $281,688,583
Real Estate $0
Other $281,688,583
Net investment gain (loss) from common/collective trusts $2,154,552,194
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 $182,320,875
Other Income $1,369,226
Expenses $2,028,955,399
Total Benefit Payments $1,978,142,659
Directly to participants or beneficiaries, including direct rollovers $1,978,142,659
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 $50,812,740
Professional Fees $1,175,366
Contract Administrator Fees $30,667,510
Investment Advisory and management fees $18,969,864
Other Administrative Fees $0
Net Income $3,391,612,863
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $0

Asset and Liability Statement

01/31/2017 01/31/2016 Change YOY
Total Assets $24,213,859,633 $20,821,657,781 16.29%
Total noninterest-bearing cash $0 $0 0.0%
Receivables $0 $2,264,835 0.0%
Employer Contributions $0 $0 0.0%
Participant Contributions $0 $0 0.0%
Other Contributions $0 $2,264,835 0.0%
General Investments $361,432,777 $369,462,522 -2.17%
Interest-bearing cash $16,650,104 $11,390,992 46.17%
U.S. Government Securities $344,782,673 $358,071,530 -3.71%
Corporate Debt Instruments $295,637,852 $168,485,417 75.47%
Preferred $0 $0 0.0%
All Other $295,637,852 $168,485,417 75.47%
Corporate Stocks $1,931,756,021 $1,069,410,326 80.64%
Preferred $0 $0 0.0%
Common $1,931,756,021 $1,069,410,326 80.64%
Partnership/joint venture interests $9,288,410 $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 $952,901,404 $0 0.0%
Value of interest in common/collective trusts $16,709,138,040 $15,160,188,570 10.22%
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 $1,205,788,275 $1,056,030,918 14.18%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $0 $90,487,018 0.0%
Employer-related Investments $2,747,916,854 $2,905,328,175 -5.42%
Employer Securities $2,747,916,854 $2,905,328,175 -5.42%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $28,666,862 $28,077,873 2.10%
Benefit Claims Payable (1) $21,238,900 $13,906,094 52.73%
Operating Payables (1) $7,427,962 $1,470,749 405.05%
Acquisition Indebtedness (1) $0 $0 0.0%
Other liabilities (1) $0 $12,701,030 0.0%
Net Assets $24,185,192,771 $20,793,579,908 16.31%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

  • Sei Trust Company
  • Global Trust Company
  • Principal Global Investors Trust Co
  • Pimco
  • Prudential Trust Co
  • Comerica Bank
  • Boston Partners Trust Company
  • Mondrian Investment Partners
  • Goldman Sachs Trust Company
  • The Northern Trust Company
  • Capital Research and Management Co
  • Jacobs Levy Equity Management
  • Reliance Trust Company

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 Smith I Recordkeeping and information management (computing, tabulating, data processing, etc.), Sub-transfer agency fees, Float revenue, Other investment fees and expenses, Contract Administrator, Participant loan processing, Participant communication, Account maintenance fees $29,728,927 $0 $29,728,927
Blackrock Institutional Trust Co Na Investment management, Investment advisory (plan) $4,108,626 $0 $4,108,626
Wellington Trust Company Na Investment management $2,522,339 $0 $2,522,339
Invesco Capital Management Investment management $2,223,045 $0 $2,223,045
Snow Capital Management, Lp Investment management $1,202,435 $0 $1,202,435
Elk Creek Partners, LLC Investment management $1,182,276 $0 $1,182,276
Westwood Management Corp. Investment management $1,176,816 $0 $1,176,816
Loomis Sayles Investment management $1,171,871 $0 $1,171,871
Northern Trust Company Custodial (other than securities), Custodial (securities), Trustee (directed), Investment management fees paid indirectly by plan $1,164,384 $0 $1,164,384
Jacobs Levy Equity Management Inc. Investment management $1,088,604 $0 $1,088,604
Copeland Capital Management, LLC Investment management $1,076,864 $0 $1,076,864
Waddell & Reed Investment Managemen Investment management $1,000,574 $0 $1,000,574
Eam Investors, LLC Investment management $904,120 $0 $904,120
Falcon Point Capital, LLC Investment management $743,949 $0 $743,949
Jp Morgan Investment Management Inc Investment management $700,712 $0 $700,712
Panagora Asset Management Investment management $509,443 $0 $509,443
Russell Investments Investment advisory (plan), Named fiduciary $307,755 $0 $307,755
Total $50,812,740 $0 $50,812,740

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 Nl F Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $6,039,919,688
Blackrock Msci Acwi Ex Us Imi Index Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $1,597,475,065
Blackrock Us Debt Index Nl Fund F Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $939,550,518
Northern Tr Co Sub-Advised Coltv Northern Trust Company DFE: Common/Collective Trust $725,661,941
Prudential Core Plus Trust Cl Prudential Trust Company DFE: Common/Collective Trust $606,001,630
Goldman Sachs Collective Trust Core Goldman Sachs Trust Company DFE: Common/Collective Trust $604,409,629
Jpmcb Short Duration Bond Fund Jpmorgan Chase Bank, N.A. DFE: Common/Collective Trust $598,863,548
Fiera Asset Mgmt USA International Sei Trust Company DFE: Common/Collective Trust $551,271,031
Invesco Global Real Estate Securiti Invesco Trust Company DFE: Common/Collective Trust $450,876,735
Global Property Securities Fund Principal Global Investors Trust Co DFE: Common/Collective Trust $449,412,425
Blackrock Government Money Market Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $377,864,531
Wellington Cif II Commodities Wellington Trust Company, Na DFE: Common/Collective Trust $370,842,116
Mondrian Group Tr Wal-Mart Focused Mondrian Investment Partners Limited DFE: Common/Collective Trust $357,608,905
Monarch Small Mid Cap Value Fund Reliance Trust DFE: Common/Collective Trust $311,747,778
Aew Global Properties Trust Fund Sei Trust Company DFE: Common/Collective Trust $298,808,457
Presima Global Real Estate Concentr Northern Trust Company DFE: Common/Collective Trust $297,850,429
Blackrock Russell 2000 Index Nl Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $258,647,066
Boston Partners Large Cap Value Boston Partners DFE: Common/Collective Trust $250,490,362
Corecommodity Mgmt Div I Cit Fund Sei Trust Company DFE: Common/Collective Trust $217,814,931
Blackrock Us Tips Nl F Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $187,334,455
Aqr Emerging Equities Fund Class B Global Trust Company DFE: Common/Collective Trust $185,803,790
Harding Loevner Emerging Markets Co Global Trust Company DFE: Common/Collective Trust $184,678,549
Blackrock Russell 1000 Defensive In Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $151,320,348
Gresham Djf Collective Investment Sei Trust Company DFE: Common/Collective Trust $146,260,476
Drz Small Cap Value Collective Fund Comerica Bank & Trust, N.A. DFE: Common/Collective Trust $144,062,480
Ct Wpg Partners Small Cap Value Boston Partners DFE: Common/Collective Trust $143,336,230
Nuveen Global Infrastructure Fund Sei Trust Company DFE: Common/Collective Trust $138,331,801
First Ste Inv Gl Listed Inf Fd Northern Trust Company DFE: Common/Collective Trust $136,864,282
Cohen & Steers Global Listed Infra Sei Trust Company DFE: Common/Collective Trust $68,442,042
Blackrock Russell 2500 Index Nl F Blackrock Institutional Trust Company, N.A. DFE: Common/Collective Trust $60,645,983
Nt Global Investments - Collective Northern Trust DFE: Common/Collective Trust $277,049
Jacobs Levy Group Tr Small/Mid Valu Jacobs Levy Equity Management, Inc. DFE: Common/Collective Trust $0
Westwood Smidcap Trust Sei Trust Company DFE: Common/Collective Trust $0
Total $16,852,474,270

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.