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Overview

Plan Information

  • Plan Year01/01/2014 — 12/31/2014
  • Date of Plan12/12/2005
  • Net Assets as of 12/31/2014 $506,053,099
  • Plan Number2
  • 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 12/31/2014

  • Active (Eligible) Participants2,661
  • Retired or separated participants receiving benefits6
  • Other retired or separated participants entitled to future benefits391
  • Subtotal3,058
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits3
  • Total3,061
  • Total number of participants as of 01/01/20143,047
  • Number of participants with account balances3,034
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested78

Expenses

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

Sponsor Information

  • Address2600 South Shore Blvd Suite 500
  • CityLeague City
  • StateTX
  • Zip77573
  • Telephone(281) 535-4229
  • EIN20-1981933
  • Industry Code325200
  • Named AdministratorPeter M. Train
  • Named Plan SponsorPeter M. Train

Audit Information

  • Audit StatusAudited
  • AuditorGrant Thornton
  • Auditor EIN36-6055558
  • Audit Opinion Disclaimer
  • Audit TypeLimited Scope 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.
2R Brokerage Window Participant-directed brokerage accounts provided as an investment option under the plan.
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.
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? Yes $193,897
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? 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 $86,452,038
Contributions $58,244,742
Cash Contributions $58,244,742
Cash from Employers $26,951,597
Cash from Participants $27,641,438
Others (including rollovers) $3,651,707
Noncash Contributions $0
Total Earnings on Investments $28,372,187
Total Interest $505,818
Interest-Bearing Cash $0
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $0
Participant Loans $505,818
Interest from Other Investments $0
Total Dividends $16,618,056
Preferred Stock $0
Common Stock $0
Rents $0
Net gain (loss) on sale of assets $0
Aggregate Proceeds $0
Aggregate Carrying Amount $0
Total Unrealized Appreciation (depreciation) of assets $0
Real Estate $0
Other $0
Net investment gain (loss) from common/collective trusts $1,051,463
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 $10,196,850
Other Income $-164,891
Expenses $24,956,191
Total Benefit Payments $24,929,192
Directly to participants or beneficiaries, including direct rollovers $24,929,192
To insurance carriers for the provision of benefits $0
Other Benefit Payment Fees $0
Corrective Distributions $0
Certain deemed distributions of participant loans $99
Interest expense $0
Total Administrative Expenses $26,900
Professional Fees $3,300
Contract Administrator Fees $0
Investment Advisory and management fees $0
Other Administrative Fees $23,600
Net Income $61,495,847
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $0

Asset and Liability Statement

12/31/2014 12/31/2013 Change YOY
Total Assets $506,053,099 $444,557,252 13.83%
Total noninterest-bearing cash $0 $0 0.0%
Receivables $536,863 $426,024 26.02%
Employer Contributions $536,863 $426,024 26.02%
Participant Contributions $0 $0 0.0%
Other Contributions $0 $0 0.0%
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 $12,713,536 $11,898,427 6.85%
Value of interest in common/collective trusts $51,115,799 $44,414,185 15.09%
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 $433,423,357 $381,002,729 13.76%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $8,263,544 $6,815,887 21.24%
Employer-related Investments $0 $0 0.0%
Employer Securities $0 $0 0.0%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $0 $0 0.0%
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) $0 $0 0.0%
Net Assets $506,053,099 $444,557,252 13.83%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

  • Fidelity Investments Inst
  • Goldman Sachs
  • Harbor Funds
  • Jp Morgan
  • Nicholas Family of Funds
  • Oppenheimer Funds
  • Prudential Mutual Fund Services LLC
  • Vanguard Marketing Corp
  • Wells Fargo Advantage Funds
  • Pioneer Investments

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
T Rowe Price Rps Inc Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Trustee (directed), Investment management, Securities brokerage, Participant loan processing, Participant communication, Other services, Direct payment from the plan, Investment management fees paid indirectly by plan, Other commissions, Shareholder servicing fees, Float revenue, Recordkeeping fees, Account maintenance fees, Securities brokerage commissions and fees NONE $23,600 $0 $23,600
Pershing, LLC Securities brokerage commissions and fees, Other fees NONE $0 $12,286 $12,286
Total $23,600 $12,286 $35,886

Indirect Compensation

Name Source of Indirect Compensation* Nature of Service Description of Indirect Compensation Indirect Compensation Paid by Plan
T Rowe Price Rps Inc Goldman Sachs Sm Cap Val Inst Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Trustee (directed), Investment management, Securities brokerage, Participant loan processing, Participant communication, Other services, Direct payment from the plan, Investment management fees paid indirectly by plan, Other commissions, Shareholder servicing fees, Float revenue, Recordkeeping fees, Account maintenance fees, Securities brokerage commissions and fees Fee for Shareholder Servicing Based Upon 0.15% $0
T Rowe Price Rps Inc Harbor International Fund Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Trustee (directed), Investment management, Securities brokerage, Participant loan processing, Participant communication, Other services, Direct payment from the plan, Investment management fees paid indirectly by plan, Other commissions, Shareholder servicing fees, Float revenue, Recordkeeping fees, Account maintenance fees, Securities brokerage commissions and fees Fee for Shareholder Servicing Based Upon 0.1% $0
T Rowe Price Rps Inc Oppenheimer Develop Markets, Y Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Trustee (directed), Investment management, Securities brokerage, Participant loan processing, Participant communication, Other services, Direct payment from the plan, Investment management fees paid indirectly by plan, Other commissions, Shareholder servicing fees, Float revenue, Recordkeeping fees, Account maintenance fees, Securities brokerage commissions and fees Fee for Shareholder Servicing Based Upon 0.15% $0
T Rowe Price Rps Inc Wells Fargo Adv Growth Inst Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Trustee (directed), Investment management, Securities brokerage, Participant loan processing, Participant communication, Other services, Direct payment from the plan, Investment management fees paid indirectly by plan, Other commissions, Shareholder servicing fees, Float revenue, Recordkeeping fees, Account maintenance fees, Securities brokerage commissions and fees Fee for Shareholder Servicing Based Upon 0.15% $0
T Rowe Price Rps Inc Pioneer Bond Y Recordkeeping and information management (computing, tabulating, data processing, etc.), Trustee (bank, trust company, or similar financial institution), Trustee (directed), Investment management, Securities brokerage, Participant loan processing, Participant communication, Other services, Direct payment from the plan, Investment management fees paid indirectly by plan, Other commissions, Shareholder servicing fees, Float revenue, Recordkeeping fees, Account maintenance fees, Securities brokerage commissions and fees Fee for Shareholder Servicing Based Upon 0.35% $0
Pershing, LLC Self Directed Brokerage Account Contract Administrator, Participant loan processing, Direct payment from the plan, Recordkeeping fees Principal Self Directed Brokerage Account Fees $12,286
*As outlined by the Form 5500 Instructions for service providers with indirect compensation.

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
Trp Stable Value Common Trust Fund T. Rowe Price Trust Company DFE: Common/Collective Trust $51,115,799
Total $51,115,799

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.