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FORM 5500 DATA

Kellogg Brown & Root, Inc. Retirement and Savings Plan

Overview

Plan Information

  • Plan Year01/01/2014 — 12/31/2014
  • Date of Plan01/01/2004
  • Net Assets as of 12/31/2014 $2,407,948,462
  • Plan Number7
  • 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) Participants13,897
  • Retired or separated participants receiving benefits438
  • Other retired or separated participants entitled to future benefits15,225
  • Subtotal29,560
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits471
  • Total30,031
  • Total number of participants as of 01/01/201430,516
  • Number of participants with account balances24,447
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested6,919

Expenses

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

Sponsor Information

  • Address601 Jefferson Ave
  • CityHouston
  • StateTX
  • Zip77002-7900
  • Telephone(713) 753-8060
  • EIN20-3897734
  • Industry Code238900
  • Named AdministratorValerie Hulse
  • Named Plan SponsorValerie Hulse

Plan Administrator Information

  • Administrator NameKbr Benefits Committee
  • Address601 Jefferson Ave
  • CityHouston
  • StateTX
  • Zip77002-7900
  • Telephone(713) 753-8060
  • Administrator EIN77-0692414

Audit Information

  • Audit StatusAudited
  • AuditorMelton & Melton LLP
  • Auditor EIN74-1550819
  • 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.
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.
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 $10,000,000
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 $224,710,577
Contributions $121,905,146
Cash Contributions $121,905,146
Cash from Employers $42,642,311
Cash from Participants $74,746,761
Others (including rollovers) $4,516,074
Noncash Contributions $0
Total Earnings on Investments $102,805,431
Total Interest $408,386
Interest-Bearing Cash $0
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $0
Participant Loans $408,386
Interest from Other Investments $0
Total Dividends $0
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 $0
Net investment gain (loss) from pooled separate accounts $0
Net investment gain (loss) from master trust investment accounts $102,397,045
Net investment gain (loss) from 103-12 investment entities $0
Net investment gain (loss) from registered investment companies $0
Other Income $0
Expenses $256,460,769
Total Benefit Payments $248,118,637
Directly to participants or beneficiaries, including direct rollovers $248,118,637
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 $8,342,132
Professional Fees $1,515,648
Contract Administrator Fees $786,474
Investment Advisory and management fees $6,040,003
Other Administrative Fees $7
Net Income $-31,750,192
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 $2,407,948,462 $2,439,698,654 -1.30%
Total noninterest-bearing cash $1,444,355 $1,291,577 11.83%
Receivables $0 $0 0.0%
Employer Contributions $0 $0 0.0%
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) $18,004,473 $18,596,820 -3.19%
Participants Loans $0 $0 0.0%
Value of interest in common/collective trusts $0 $0 0.0%
Value of interest in pooled separate accounts $0 $0 0.0%
Value of interest in master trust investment accounts $2,388,499,634 $2,419,810,257 -1.29%
Value of interest in 103-12 investment entities $0 $0 0.0%
Value of interest in registered investment companies $0 $0 0.0%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $0 $0 0.0%
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 $2,407,948,462 $2,439,698,654 -1.30%

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
Hewitt Associates Contract Administrator Contract Administrator $1,401,892 $0 $1,401,892
Loomis Sayles & Company Lp Investment management, Investment management fees paid directly by plan NONE $888,436 $0 $888,436
Goldman Sachs Asset Management Lp Investment management, Investment management fees paid directly by plan NONE $629,120 $0 $629,120
Gamco Investments Inc Investment management, Investment management fees paid directly by plan NONE $508,134 $0 $508,134
Pyramis Global Advisors LLC Investment management, Investment management fees paid directly by plan NONE $464,537 $0 $464,537
Sands Capital Management LLC Investment management, Investment management fees paid directly by plan NONE $437,109 $0 $437,109
Monumental Life Insurance Co Other insurance wrap fees NONE $420,692 $0 $420,692
Sound Shore Investment management, Investment management fees paid directly by plan NONE $390,462 $0 $390,462
Integrity Asset Management LLC Investment management, Investment management fees paid directly by plan NONE $337,520 $0 $337,520
Winslow Capital Management Inc Investment management, Investment management fees paid directly by plan NONE $277,925 $0 $277,925
Wellington Management Co Investment management, Investment management fees paid directly by plan NONE $267,648 $0 $267,648
Dodge and Cox Investment management, Investment management fees paid directly by plan NONE $263,644 $0 $263,644
Fayez Sarofim & Co Investment management, Investment management fees paid directly by plan NONE $247,926 $0 $247,926
State Street Retiree Services Plan Administrator NONE $238,718 $0 $238,718
Pacific Investment Management Co Investment management, Investment management fees paid directly by plan NONE $225,095 $0 $225,095
Mercer Investment Consulting Inc Investment advisory (plan) NONE $220,452 $0 $220,452
Pacific Life Insurance Other insurance wrap fees NONE $213,508 $0 $213,508
State Street Bank & Trust Trustee (directed), Float revenue, Non-monetary compensation, Other fees Trustee $196,362 $0 $196,362
State Street Global Advisors Custodial (other than securities), Custodial (securities), Investment management fees paid directly by plan, Investment management fees paid indirectly by plan, Other fees NONE $171,587 $0 $171,587
KBR Plan Administrator NONE $156,306 $0 $156,306
ING Investment management, Investment management fees paid directly by plan NONE $94,635 $0 $94,635
Agincourt Capital Management LLC Investment management, Investment management fees paid directly by plan NONE $86,482 $0 $86,482
Voya Life Other insurance wrap fees NONE $74,586 $0 $74,586
Chas P Young Participant communication NONE $52,863 $0 $52,863
Natixis Financial Products LLC Plan Administrator NONE $40,954 $0 $40,954
Vinson & Elkins Legal NONE $28,861 $0 $28,861
Total $8,335,454 $0 $8,335,454

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
Master Trust Investment Account 2 Kellogg Brown and Root LLC DFE: Master Trust Investment Account $2,388,499,634
Total $2,388,499,634

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.