2013 NCR Savings Plan
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________
FORM 11-K
_____________________________________
(Mark one)
x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 for fiscal year ended December 31, 2013.
OR
¨ Transition Report pursuant to Section 15(d) of the Securities Exchange Act of 1934.
Commission File Number 001-00395
______________________________________
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A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
NCR Savings Plan
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B. | Name and issuer of the securities held pursuant to the plan and the address of its principal executive office: |
NCR Corporation
3097 Satellite Boulevard, Duluth Georgia 30096
NCR Savings Plan
Index
December 31, 2013 and 2012
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| Page(s) |
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Financial Statements: | |
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Supplemental Schedule: | |
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* | Other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
NCR Savings Plan:
In our opinion, the accompanying Statements of Net Assets Available For Benefits and the related Statement of Changes in Net Assets Available For Benefits present fairly, in all material respects, the net assets available for benefits of the NCR Savings Plan (the “Plan”) at December 31, 2013 and 2012 and the changes in net assets available for benefits for the year ended December 31, 2013 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule of Assets (Held at End of Year) at December 31, 2013 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ PricewaterhouseCoopers LLP
Atlanta, Georgia
June 19, 2014
NCR Savings Plan
Statement of Net Assets Available for Benefits
December 31, 2013 and 2012
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| | | | | | | | | | | | | |
| | | | | | | December 31, |
| | | | | | | 2013 | | 2012 |
Assets | | | |
Investments, at fair value | $ | 1,153,099,002 |
| | $ | 1,110,219,705 |
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Contributions receivable: | | | |
| Participants | 945,617 |
| | 806,494 |
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| Employer | — |
| | 214,535 |
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Notes receivable from participants | 12,388,043 |
| | 12,996,363 |
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Due from broker for securities sold | 749,227 |
| | 869,303 |
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| | | Total assets | 1,167,181,889 |
| | 1,125,106,400 |
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Liabilities | | | |
Due to broker for securities purchased | 199,693 |
| | 823,133 |
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Accrued expenses | 654,063 |
| | 400,246 |
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| | | Total liabilities | 853,756 |
| | 1,223,379 |
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Net assets available for benefits | $ | 1,166,328,133 |
| | $ | 1,123,883,021 |
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The accompanying notes are an integral part of these financial statements.
2
NCR Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2013
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| | | | | |
Additions to net assets attributed to: | |
Investment income | |
| Net appreciation in fair value of investments | $ | 167,162,663 |
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| Dividends | 1,863,416 |
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| Interest | 1,390 |
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| | Total investment income | 169,027,469 |
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Contributions | |
| Participant | 54,363,429 |
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| Employer, net of forfeitures | 9,831,929 |
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| | Total contributions | 64,195,358 |
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Interest on notes receivable from participants | 567,106 |
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| | Total additions | 233,789,933 |
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Deductions from net assets attributed to: | |
| Benefits paid to participants | 188,310,761 |
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| Administrative expenses | 3,034,060 |
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| | Total deductions | 191,344,821 |
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| | Net increase | 42,445,112 |
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Net assets available for benefits | |
| Beginning of year | 1,123,883,021 |
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| End of year | $ | 1,166,328,133 |
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The accompanying notes are an integral part of these financial statements.
3
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
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1. | Description of the Plan |
General
The NCR Savings Plan (the “Plan”) is a defined contribution plan established on May 1, 1985 by NCR Corporation (“NCR”, “Employer”, or the “Company”) to give the Company’s employees more control over, and participation in, the accumulation of capital for their retirement.
The Plan is designed to qualify as a profit-sharing plan with a qualified cash or deferred arrangement under Section 401(k) of the Internal Revenue Code of 1986, as amended. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).
The Plan covers substantially all U.S. employees of the Company and its domestic subsidiaries, except for employees covered by a collective bargaining agreement unless there is an agreement making the Plan available to eligible employees in a collective bargaining unit.
The terms of the Plan described below are applicable to the majority of participants. Different terms are applicable for a small group of participants in the Plan due to the mergers of legacy 401(k) plans into the Plan. While terms of participants may vary slightly from the terms described below, all participants have substantially the same benefits and requirements.
For a complete description of the Plan, participants should refer to the Plan Document.
Contributions and Funding
For 2012, all eligible employees of the Company could defer a portion of their compensation by making tax-deferred contributions, as well as after-tax contributions, to the Plan. For 2013, the after-tax option was replaced with a Roth 401(k) option for US employees, and the after-tax option remained in place for Puerto Rico employees. Participants could elect to contribute up to 50 percent of their eligible compensation. The maximum contribution percentage limits vary based upon the participant’s base salary. Annual tax-deferred contributions per participant for the 2013 Plan year were limited to $17,500.
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If compensation in 2012 is less than $115,000 (for the 2013 limits) | If compensation in 2012 is equal to or greater than $115,000 (for the 2013 limits) |
Pre-tax maximum: 50% | Pre-tax maximum: up to 13% |
Roth after-tax maximum: 50% | Roth after-tax maximum: up to 13% |
Total maximum: 50% | Total maximum: up to 13% |
In 2012, the Company matched employee contributions by contributing 50 cents for each dollar of employee contributions, up to the first 4% of eligible pay. Effective April 1, 2013 customer engineers, retail technicians, or territory technical specialists who earned less than a prescribed amount of compensation with NCR during the prior calendar year (for 2013, the limit is $115,000 for 2012 compensation) the Company matched 50 cents for each dollar of employee contributions up to the first 7% of eligible pay.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
For 2012 and 2013, for non-unionized Puerto Rico employees, the Company matched 25 cents for each dollar of employee contributions up to the first 6% of eligible pay. For unionized Puerto Rico employees, the Company matched 25 cents for each dollar of employee contributions up to the first 10% of eligible pay.
In accordance with the Economic Growth and Tax Relief Reconciliation Act of 2001 (“EGTRRA”), the Plan allows employees aged 50 and older to elect to make an additional $5,500 catch-up contribution during the 2013 Plan year or up to 60% of their eligible compensation.
Participants direct their contributions, as well as the Company’s matching contributions, into various investment strategies, market index and Common Collective Trust funds, and the NCR Unitized Stock Fund which invests primarily in the Company’s common stock. The investment strategies are comprised of a combination of mutual funds, separately managed accounts and common/collective trusts and are managed to derive returns subject to the associated risk tolerance.
In March 2012, the Plan’s investment options changed to include several new options as well as to discontinue the Fidelity Mutual Fund Window and to cease future contributions into the NCR Unitized Stock Fund.
The NCR Unitized Stock Fund was liquidated on March 14, 2013 and the cash from the liquidation was reinvested into several of the remaining investments within the Plan.
Vesting and Forfeitures
Participants are immediately vested in their contributions plus actual earnings thereon. Company matching contributions vest in increments of one-fifth each year, over a five-year period beginning on the participant’s hire date. Participants are fully vested in their account balance after five years of service.
Participants become immediately and fully vested in their account (i) upon attainment of age 65, (ii) upon termination of employment due to a “reduction in force,” (iii) in the event of death, or (iv) in the event of total and permanent disability. Upon termination of employment, participants are entitled to full distribution of their contributions and all vested Company matching contributions; all non-vested Company matching contributions are forfeited. These forfeitures are reallocated and used to reduce future Company matching contributions. During 2013, forfeitures used to offset Company matching contributions were $1,426,876. As of December 31, 2013 and 2012 $9,830 and $20,030 in forfeitures, respectively, were available to reduce future Company matching contributions.
Participant Accounts
Each participant’s account is credited with the participant’s contributions, and an allocation of Company contributions and Plan earnings. Plan earnings are allocated based on participants’ account balances and individual investments that make up those balances. Participants’ accounts are valued on a daily basis. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account balance.
Participants may withdraw any employee tax-deferred contributions or Roth 401(k) contributions during their employment in the case of a “hardship” (as defined by the Plan), and participants may withdraw after-tax employee contributions for any reason. The participants may not withdraw any Company matching contributions or any earnings on Company matching or employee contributions until they terminate employment with the Company.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
Notes Receivable from Participants
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to $50,000 or 50 percent of their account balance, whichever is less. The loans are collateralized by the balance in the participant's accounts and bear interest at a fixed rate based on the prime rate (as reported by the Wall Street Journal) in effect on the twentieth business day of the month prior to the month of the transaction. Generally, the term of the loan may be between one and five years. However, there are certain loans which were merged into the Plan and have a maximum term of ten years. Principal and interest is paid ratably through monthly payroll deductions. Upon default, participants are considered to have received a distribution and are subject to income taxes on the distribution amount. Loans at December 31, 2013 bear interest at rates ranging from 4.25% to 10.50% and are due at various dates through September 23, 2019. Loans are repaid through payroll deductions.
Withdrawals and Benefits
Participants may withdraw vested balances upon reaching the age of 59 and 1/2, or upon a participant’s termination or disability. A participant's beneficiary shall be eligible to receive a distribution of the participant's account upon death of the participant. Hardship withdrawals, as defined by the Plan, may be made from all employee contributions at any time subject to approval by the Plan’s Administrator. On termination of service, a participant receives a lump-sum amount equal to the value of the vested portion of their account if it is less than $1,000. Terminated participants with more than $1,000 in 2012 and $5,000 in 2013 in vested benefits may elect to receive a lump-sum payment, quarterly installment payments, or leave the vested benefits within the Plan until reaching the above noted retirement age, death and/or disability. Terminated participants with vested benefits greater than $1,000 but less than $5,000 have 45 days to elect to receive a lump-sum payment or quarterly installment payments. If no election is made within 45 days, their vested balances will be rolled over to an individual retirement account.
Termination of the Plan
The Company currently has no plans to terminate the Plan; however, the Company reserves the right to terminate the Plan at any time by action of the Board of Directors. No amendment or termination of the Plan may adversely affect a participant’s accrued benefits on the date of the amendment or termination. No amendment may change the requirement that the assets of the NCR Savings Plan Trust (the “Trust”) be used for the exclusive benefit of the participants, the former participants and the beneficiaries.
Upon termination of the Plan, the Company may, at its option, continue the Trust in existence or cause the Trust to be liquidated. If the Trust is liquidated, distributions will be made to the various participants, former participants and beneficiaries in a single lump sum promptly after liquidation is effective. If the Trust is not liquidated, distributions will be made to the various participants when they cease employment.
Plan Amendments
In 2012, the Plan was amended to allow beneficiary designations of persons, trusts or organizations and allows these designations to be made electronically or in writing. Also, the amendments allow all compensation earned during a Plan year to be taken into account in applying the Section 417 of the Internal Revenue Code (the "Code") limit on Compensation to maximize Plan benefits. Additionally, the amendment continues a hardship suspension for any participant in a merging Plan.
The Plan was also amended to allow employees of the sponsors of the First Level Technology, LLC 401(k) Plan, Radiant and Texas Digital 401(k) Plans and InfoAmerica USA 401(k) Plan to participate in the Plan and recognizes prior service with these companies for purposes of vesting under the Plan.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
In 2013, the Plan was amended to increase the Company match for a certain population of employees. For more information see Contributions and Funding section in Note 1, "Description of the Plan". In addition, the Plan was amended to provide automatic lump sum distributions to participants who terminate with vested account balances of less than $1,000 and automatic rollover distributions to participants who terminate with vested account balances of more than $1,000 but less than $5,000.
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2. | Summary of Significant Accounting Policies |
Basis of Accounting
The financial statements of the Plan are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States (GAAP).
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and changes therein. Actual results could differ from those estimates.
Risk and Uncertainties
The Plan provides for various investment options in several investment securities and instruments. Investment securities are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in risks in the near term could continue to materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits and the Statement of Changes in Net Assets Available for Benefits.
Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. Investments in money market funds are short term investments valued at the net asset value ("NAV") comprised of various marketable instruments with maturities averaging ninety days or less. The underlying securities in these funds are quoted in active markets. Investments in mutual funds are valued at the NAV of shares held by the Plan. Investments in common collective trust funds include various index funds. The fair values of the Plan’s interest in the index funds are based on the NAVs reported by the fund managers as of the financial statement dates. The index funds provide for daily redemptions by the Plan at reported NAVs with no advance notice requirement. Under unusual circumstances redemptions may be suspended should the withdrawal cause a material adverse impact on other participating plans. Fair values for these investments within the index funds are based on quoted prices in active markets and securities valued using either observable inputs or quotations from inactive markets. Common stock is valued at the closing price reported on the active market on which the security is traded. All the common collective trust funds have daily liquidity and are not subject to any redemption restrictions at the measurement date. The funds have different trading terms varying from one to three days. Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. Interest is recorded on an accrual basis.
The Plan presents in its Statement of Changes in Net Assets Available for Benefits the net appreciation/depreciation in fair value of investments, which consists of the realized gains and losses as well as the unrealized gains and losses on those investments.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
Notes Receivable from Participants
Notes receivable from participants are valued at their outstanding balances, plus accrued but unpaid interest.
Due to and from broker for securities purchased and sold
These items are primarily pending security settlements.
Plan Expenses
All initial and ongoing administrative costs of the Plan are paid by the Company, except for a $50 participant loan application fee and investment advisory fees. Brokerage fees and commissions are included in the cost of investments when purchased and in determining the net proceeds on sales of investments. Investment management fees are paid from the respective assets of the investment option.
Payments to Withdrawing Participants
The Plan records payments to withdrawing participants at the time of disbursement.
Rollover Contributions
Participant rollover contributions totaling $14,921,285 from other defined contribution plans are included as participant contributions in the Statement of Changes in Net Assets Available for Benefits.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
The following presents investments that represent five percent or more of the Plan’s net assets:
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| | | | | | | | | | | | | |
| | | | | | | December 31, |
| | | | | | | 2013 | | 2012 |
NTGI-QM Aggregate Bond Fund | | | |
| 337,496 and 387,994 shares, respectively | $ | 159,750,481 |
| | $ | 187,680,215 |
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Pyramis Select Intl. Equity Fund | | | |
| 420,241 and 462,302 shares, respectively | $ | 69,293,500 |
| | $ | 62,105,711 |
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NTGI-QM S&P 500 Equity Fund | | | |
| 22,517 and 24,161 shares, respectively | $ | 130,816,623 |
| | $ | 105,971,805 |
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LifePath Index 2020 Non-Lendable Fund F | | | |
| 5,254,201 and 6,095,930 shares, respectively | $ | 94,822,041 |
| | $ | 99,729,417 |
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LifePath Index 2025 Non-Lendable Fund F | | | |
| 6,027,395 and 6,328,995 shares, respectively | $ | 114,633,212 |
| | $ | 107,086,588 |
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LifePath Index 2030 Non-Lendable Fund F | | | |
| 4,299,589 and 4,401,260 shares, respectively | $ | 85,274,173 |
| | $ | 76,405,878 |
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LifePath Index 2035 Non-Lendable Fund F | | | |
| 3,264,471 and 3,213,169 shares, respectively | $ | 67,325,803 |
| | $ | 57,162,273 |
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* NTGI - QM Russell 2000 Fund | | | |
| 46,979 and 38,645 shares, respectively | $ | 71,905,111 |
| | $ | 42,492,824 |
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* Fund did not exceed the 5% threshold in 2012
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
During 2013, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value by $167,162,663 as follows:
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| | | | | | | | Year Ended December 31, 2013 |
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Common stock | | $ | 30,276,962 |
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Common collective trust funds | | 134,278,743 |
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Employer common stock fund | | 2,606,958 |
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| | | | | | | | $ | 167,162,663 |
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Fair Value Measurements
The Plan measures the fair value of Plan assets as the price that would be received to sell an asset in its principal market. In accordance with Accounting Standards Codification ("ASC") 820, Fair Value Measurements and Disclosures, these measurements are classified and prioritized into a hierarchy framework by the inputs to valuation techniques used to perform the fair value calculation. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:
Level 1 Inputs to the valuation methodology are unadjusted quoted prices for identical assets in active markets that the Plan has the ability to access.
Level 2 Inputs to the valuation methodology include:
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• | Quoted prices for similar assets in active markets; |
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• | Quoted prices for identical or similar assets in inactive markets; |
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• | Inputs, other than quoted prices, that are observable for the asset; |
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• | Inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
Level 3 Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
The asset’s fair value measurement level within the fair value hierarchy is based on the lowest level of the input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
The following is a description of the valuation methodologies used for these items, as well as the general classification of such items pursuant to the fair value hierarchy:
Money Market Funds — On a daily basis the fund’s NAV is calculated using the amortized cost of the securities held in the fund and are classified within Level 2 in the fair value hierarchy tables below.
Mutual funds — Valued at the net asset value NAV of shares held by the Plan at year end and are classified within Level 1 in the fair value hierarchy tables below.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
Common stock and Employer common stock — Valued at the closing price reported on the active markets on which the securities are traded and is classified within Level 1 in the fair value hierarchy tables below.
Common collective trust funds — Valued at the NAV of shares held by the Plan. The collective trust fund information is reported at the lowest level to the Plan using the audited financial statements of each fund and, as described above, is included in Level 2 in the fair value hierarchy tables below.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan Administrator believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The following tables set forth by level within the fair value hierarchy the Plan's investment assets at fair value as of December 31, 2013 and 2012. As required by ASC 820, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value assessment.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
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| | | | | | | | | |
| Investment Assets at Fair Value as of December 31, 2013 |
| | Level 1 | | Level 2 | | Total |
Money market fund | $ | — |
| $ | 49,129,502 |
| $ | 49,129,502 |
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Collective trusts - Equity | | — |
| | 331,844,023 |
| | 331,844,023 |
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Collective trusts - Bonds | | — |
| | 159,750,481 |
| | 159,750,481 |
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Collective trusts - Target Date Funds | | — |
| | 488,818,400 |
| | 488,818,400 |
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Common stocks: | | | | | | |
Automobiles & components | | 3,579,758 |
| | — |
| | 3,579,758 |
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Banks | | 8,605,876 |
| | — |
| | 8,605,876 |
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Capital goods | | 10,909,222 |
| | — |
| | 10,909,222 |
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Commercial & professional services | | 2,099,991 |
| | — |
| | 2,099,991 |
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Consumer durables & apparel | | 5,156,430 |
| | — |
| | 5,156,430 |
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Diversified financials | | 6,930,030 |
| | — |
| | 6,930,030 |
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Energy | | 6,086,067 |
| | — |
| | 6,086,067 |
|
Food & staples retailing | | 2,293,526 |
| | — |
| | 2,293,526 |
|
Food beverage & tobacco | | 6,306,780 |
| | — |
| | 6,306,780 |
|
Health care equipment & services | | 7,511,720 |
| | — |
| | 7,511,720 |
|
Hotels restaurants & leisure | | 4,641,995 |
| | — |
| | 4,641,995 |
|
Household & personal products | | 3,364,514 |
| | — |
| | 3,364,514 |
|
Insurance | | 7,132,989 |
| | — |
| | 7,132,989 |
|
Materials | | 5,078,610 |
| | — |
| | 5,078,610 |
|
Media | | 3,820,183 |
| | — |
| | 3,820,183 |
|
Pharmaceuticals | | 6,743,974 |
| | — |
| | 6,743,974 |
|
Real estate | | 2,398,888 |
| | — |
| | 2,398,888 |
|
Retailling | | 5,399,423 |
| | — |
| | 5,399,423 |
|
Semiconductors | | 2,344,601 |
| | — |
| | 2,344,601 |
|
Software & services | | 9,726,064 |
| | — |
| | 9,726,064 |
|
Technology, hardware & equipment | | 5,820,499 |
| | — |
| | 5,820,499 |
|
Telecommunication services | | 1,676,607 |
| | — |
| | 1,676,607 |
|
Transportation | | 4,339,743 |
| | — |
| | 4,339,743 |
|
Utilities | | 1,589,106 |
| | — |
| | 1,589,106 |
|
Total common stocks | | 123,556,596 |
| | — |
| | 123,556,596 |
|
| | | | | | |
Total investment assets at fair value | $ | 123,556,596 |
| $ | 1,029,542,406 |
| $ | 1,153,099,002 |
|
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
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| | | | | | | | | |
| Investment Assets at Fair Value as of December 31, 2012 |
| | Level 1 | | Level 2 | | Total |
Money market fund | $ | — |
| $ | 50,875,932 |
| $ | 50,875,932 |
|
Common collective trust funds - Equity | | — |
| | 268,831,233 |
| | 268,831,233 |
|
Common collective trust funds - Bonds | | — |
| | 187,680,215 |
| | 187,680,215 |
|
Common collective trust funds - Target Date Funds | | — |
| | 462,473,348 |
| | 462,473,348 |
|
Common stocks: | | | | | | |
Automobiles & components | | 3,935,384 |
| | — |
| | 3,935,384 |
|
Banks | | 8,705,460 |
| | — |
| | 8,705,460 |
|
Capital goods | | 10,485,356 |
| | — |
| | 10,485,356 |
|
Commercial services & supplies | | 2,680,789 |
| | — |
| | 2,680,789 |
|
Consumer durables & apparel | | 2,392,647 |
| | — |
| | 2,392,647 |
|
Diversified financials | | 7,220,062 |
| | — |
| | 7,220,062 |
|
Energy | | 9,349,222 |
| | — |
| | 9,349,222 |
|
Food & staples retailing | | 591,967 |
| | — |
| | 591,967 |
|
Food beverage & tobacco | | 1,699,859 |
| | — |
| | 1,699,859 |
|
Health care equipment & services | | 4,320,432 |
| | — |
| | 4,320,432 |
|
Hotels restaurants & leisure | | 3,508,025 |
| | — |
| | 3,508,025 |
|
Household & personal products | | 1,310,654 |
| | — |
| | 1,310,654 |
|
Insurance | | 6,074,829 |
| | — |
| | 6,074,829 |
|
Materials | | 5,834,799 |
| | — |
| | 5,834,799 |
|
Media | | 2,989,667 |
| | — |
| | 2,989,667 |
|
Other | | 1,633,068 |
| | — |
| | 1,633,068 |
|
Pharmaceuticals | | 6,442,392 |
| | — |
| | 6,442,392 |
|
Real estate | | 3,030,493 |
| | — |
| | 3,030,493 |
|
Retailling | | 3,404,745 |
| | — |
| | 3,404,745 |
|
Semiconductors | | 3,467,431 |
| | — |
| | 3,467,431 |
|
Software & services | | 8,032,336 |
| | — |
| | 8,032,336 |
|
Technology, hardware & equipment | | 6,270,435 |
| | — |
| | 6,270,435 |
|
Telecommunication services | | 916,200 |
| | — |
| | 916,200 |
|
Transportation | | 2,598,293 |
| | — |
| | 2,598,293 |
|
Utilities | | 457,462 |
| | — |
| | 457,462 |
|
Total common stocks | | 107,352,007 |
| | — |
| | 107,352,007 |
|
| | | | | | |
Employer common stock | | 33,006,970 |
| | — |
| | 33,006,970 |
|
Total investment assets at fair value | $ | 140,358,977 |
| $ | 969,860,728 |
| $ | 1,110,219,705 |
|
There were no transfers of investment assets between Level 1 and 2 of the fair value hierarchy during the year ended December 31, 2013. There were no Level 3 investments held by the Plan on December 31, 2013 or 2012.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
The following table summarizes investments in common collective trust funds as of December 31, 2013 and 2012, respectively.
|
| | | | | | | | |
As of December 31, 2013 | | | Unfunded | | Redemption | | Redemption |
| Name | Fair Value | | Commitments | | Frequency | | Notice Period |
| NTGI-QM S&P 500 Equity Fund | 130,816,623 | | N/A | | Daily | | N/A |
| NTGI-QM Aggregate Bond Fund | 159,750,481 | | N/A | | Daily | | N/A |
| NTGI-QM Russell 2000 Fund | 71,905,111 | | N/A | | Daily | | N/A |
| NTGI-QM EAFE Index Fund | 32,929,303 | | N/A | | Daily | | N/A |
| Pyramis Small/Mid Cap Core Fund | 26,899,486 | | N/A | | Daily | | N/A |
| Pyramis Select Intl. Equity Fund | 69,293,500 | | N/A | | Daily | | N/A |
| LifePath Index Retirement Non-Lendable Fund F | 29,924,091 | | N/A | | Daily | | N/A |
| LifePath Index 2015 Non-Lendable Fund F | 28,919,098 | | N/A | | Daily | | N/A |
| LifePath Index 2020 Non-Lendable Fund F | 94,822,041 | | N/A | | Daily | | N/A |
| LifePath Index 2025 Non-Lendable Fund F | 114,633,212 | | N/A | | Daily | | N/A |
| LifePath Index 2030 Non-Lendable Fund F | 85,274,173 | | N/A | | Daily | | N/A |
| LifePath Index 2035 Non-Lendable Fund F | 67,325,803 | | N/A | | Daily | | N/A |
| LifePath Index 2040 Non-Lendable Fund F | 37,406,285 | | N/A | | Daily | | N/A |
| LifePath Index 2045 Non-Lendable Fund F | 17,448,080 | | N/A | | Daily | | N/A |
| LifePath Index 2050 Non-Lendable Fund F | 13,065,617 | | N/A | | Daily | | N/A |
| | | | | | | | |
As of December 31, 2012 | | | Unfunded | | Redemption | | Redemption |
| Name | Fair Value | | Commitments | | Frequency | | Notice Period |
| NTGI-QM S&P 500 Equity Fund | 105,971,805 | | N/A | | Daily | | N/A |
| NTGI-QM Aggregate Bond Fund | 187,680,215 | | N/A | | Daily | | N/A |
| NTGI-QM Russell 2000 Fund | 42,492,824 | | N/A | | Daily | | N/A |
| NTGI-QM EAFE Index Fund | 26,705,284 | | N/A | | Daily | | N/A |
| Pyramis Small/Mid Cap Core Fund | 31,555,609 | | N/A | | Daily | | N/A |
| Pyramis Select Intl. Equity Fund | 62,105,711 | | N/A | | Daily | | N/A |
| LifePath Index Retirement Non-Lendable Fund F | 37,921,625 | | N/A | | Daily | | N/A |
| LifePath Index 2015 Non-Lendable Fund F | 35,604,201 | | N/A | | Daily | | N/A |
| LifePath Index 2020 Non-Lendable Fund F | 99,729,417 | | N/A | | Daily | | N/A |
| LifePath Index 2025 Non-Lendable Fund F | 107,086,588 | | N/A | | Daily | | N/A |
| LifePath Index 2030 Non-Lendable Fund F | 76,405,878 | | N/A | | Daily | | N/A |
| LifePath Index 2035 Non-Lendable Fund F | 57,162,273 | | N/A | | Daily | | N/A |
| LifePath Index 2040 Non-Lendable Fund F | 29,656,897 | | N/A | | Daily | | N/A |
| LifePath Index 2045 Non-Lendable Fund F | 11,770,622 | | N/A | | Daily | | N/A |
| LifePath Index 2050 Non-Lendable Fund F | 7,135,847 | | N/A | | Daily | | N/A |
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
| |
4. | Related Party Transactions |
Related party transactions during the year consisted of loans made to participants and investments in NCR common stock along with investments in funds offered by Pyramis Global Advisors (“Pyramis”), a wholly owned subsidiary of Fidelity Management and Research Company, and by other affiliates of the Plan trustee, Fidelity Management Trust Company. The Plan’s primary investment manager is Fidelity Investments (“Fidelity”). An affiliate of Fidelity serves as the record keeper for the Plan’s participant data. Another affiliate of Fidelity serves as the trustee of the Plan. The cash receipts and cash disbursements from these investments constitute related party transactions. The sales of investments in NCR common stock during the year ended December 31, 2013 totaled $35,615,855. There were no purchases in NCR common stock during the year ended December 31, 2013. Purchases and sales of investments managed by Pyramis during the year ended December 31, 2013 totaled $46,839,457 and $67,260,976 respectively. The Company also provides certain administrative, accounting and recordkeeping services to the Plan for which it is not compensated. None of these related party transactions are prohibited transactions as defined under ERISA.
The Company received its latest favorable determination letter, dated January 9, 2004, from the Internal Revenue Service (“IRS”) as to the qualified status of the Plan under Section 401(a) of the Code. The Plan has been amended since the determination was made and an application for a new determination letter was filed on January 31, 2011. To date, a new letter of determination has not yet been received. However, the Plan Administrator and the Plan’s tax counsel believe this Plan is currently designed and being operated in accordance with applicable sections of the Code and the related Trust is exempt from federal income taxes under Section 501(a) of the Code. Accordingly, income taxes are not provided for in the accompanying financial statements. Participant contributions, except for those contributions which participants elect to be tax-deferred under Section 401(k), are taxable to the participants in the year their contributions are made.
Participants are liable for federal income taxes relative to their Section 401(k) contributions, the Company matching contributions and the earnings of the Plan when the contributions are distributed to them.
Accounting principles generally accepted in the United States of America require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the organization has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan Administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2013, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan Administrator believes it is no longer subject to income tax examinations for years prior to 2010.
NCR Savings Plan
Notes to Financial Statements
December 31, 2013 and 2012
The Company has evaluated subsequent events through the date that the NCR Savings Plan Financial Statements were issued. Except as described below, no matters were identified that require adjustment or additional disclosure.
Effective January 1, 2014, the Plan was amended to change the percentage of Company match contributions and also limit the annual dollar amount of these contributions for certain Plan participants. Also, the Plan was amended to adjust the timing of when the Company match will be made. Participants should refer to the Plan Document, as amended, for a complete description of the Plan.
Effective January 15, 2014, the Retalix USA Inc. Retirement Savings Plan merged into the Plan. The total amount of assets transferred as of the merger date was $57,823,163. The key provisions of the Plan were not impacted by this merger.
NCR Savings Plan
Supplemental Schedule
NCR Savings Plan
Schedule H, Line 4i-Schedule of Assets (Held at End of Year)**
Year Ended December 31, 2013
|
| | | | | | | | |
(a) | (b) Identity of Issue, Borrower, Lender, or Similar Party | (c) Description of Investment including Maturity Date, Rate of Interest, Collateral, Par or Maturity Value | | (d) Cost*** | | (e) Current Value |
| NTGI-QM S&P 500 Equity Fund | Common Collective Trust Fund | | | $ | 130,816,623 |
|
| NTGI-QM Aggregate Bond Fund | Common Collective Trust Fund | | | | 159,750,481 |
|
| NTGI-QM Russell 2000 Fund | Common Collective Trust Fund | | | | 71,905,111 |
|
| NTGI-QM EAFE Index Fund | Common Collective Trust Fund | | | | 32,929,303 |
|
* | Pyramis Small/Mid Cap Core Fund | Common Collective Trust Fund | | | | 26,899,486 |
|
* | Pyramis Select Intl. Equity Fund | Common Collective Trust Fund | | | | 69,293,500 |
|
| LifePath Index Retirement Non-Lendable Fund F | Common Collective Trust Fund | | | | 29,924,090 |
|
| LifePath Index 2015 Non-Lendable Fund F | Common Collective Trust Fund | | | | 28,919,098 |
|
| LifePath Index 2020 Non-Lendable Fund F | Common Collective Trust Fund | | | | 94,822,041 |
|
| LifePath Index 2025 Non-Lendable Fund F | Common Collective Trust Fund | | | | 114,633,212 |
|
| LifePath Index 2030 Non-Lendable Fund F | Common Collective Trust Fund | | | | 85,274,173 |
|
| LifePath Index 2035 Non-Lendable Fund F | Common Collective Trust Fund | | | | 67,325,803 |
|
| LifePath Index 2040 Non-Lendable Fund F | Common Collective Trust Fund | | | | 37,406,285 |
|
| LifePath Index 2045 Non-Lendable Fund F | Common Collective Trust Fund | | | | 17,448,081 |
|
| LifePath Index 2050 Non-Lendable Fund F | Common Collective Trust Fund | | | | 13,065,617 |
|
| | | | | | 980,412,904 |
|
| | | | | | |
| AAR CORP | COMMON STOCKS | | | | 310,911 |
|
| ABBOTT LABORATORIES | COMMON STOCKS | | | | 1,203,562 |
|
| ACCENTURE PLC CL A | COMMON STOCKS | | | | 386,434 |
|
| ADECCO SA (UNITARY REGD) | COMMON STOCKS | | | | 300,745 |
|
| AIA GROUP LTD | COMMON STOCKS | | | | 266,882 |
|
| AIRBUS GROUP NV | COMMON STOCKS | | | | 644,166 |
|
| AIRCASTLE LTD | COMMON STOCKS | | | | 323,804 |
|
| ALCATEL-LUCENT | COMMON STOCKS | | | | 614,132 |
|
| ALLERGAN INC | COMMON STOCKS | | | | 1,288,528 |
|
| ALLIANT TECHSYSTEMS INC | COMMON STOCKS | | | | 401,544 |
|
| ALLIANZ SE (REGD) | COMMON STOCKS | | | | 988 |
|
| ALON USA ENERGY INC | COMMON STOCKS | | | | 203,442 |
|
| ALTRIA GROUP INC | COMMON STOCKS | | | | 1,074,406 |
|
| AMERICAN EQY INVT LIFE HLD CO | COMMON STOCKS | | | | 255,886 |
|
| AMERICAN EXPRESS CO | COMMON STOCKS | | | | 689,548 |
|
| AMERICAN FINL GROUP INC OHIO | COMMON STOCKS | | | | 253,968 |
|
| AMERICAN RAILCAR INDS INC | COMMON STOCKS | | | | 164,700 |
|
| AMERISOURCEBERGEN CORP | COMMON STOCKS | | | | 892,937 |
|
| AMKOR TECHNOLOGY INC | COMMON STOCKS | | | | 236,618 |
|
| AMPCO-PITTSBURG CORP | COMMON STOCKS | | | | 77,800 |
|
| ANHEUSER BUSCH INBEV NV | COMMON STOCKS | | | | 193,123 |
|
| ANWORTH MTG ASSET CORP | COMMON STOCKS | | | | 128,271 |
|
| ASHFORD HOSPITALITY PRIME INC | COMMON STOCKS | | | | 93,075 |
|
| ASHFORD HOSPITALITY TR INC | COMMON STOCKS | | | | 214,200 |
|
| ASML HOLDING NV (EURO) | COMMON STOCKS | | | | 230,730 |
|
| ASPEN INSURANCE HLDGS LTD | COMMON STOCKS | | | | 156,978 |
|
| ASSOCIATED BANC CORP | COMMON STOCKS | | | | 224,460 |
|
| AVISTA CORP | COMMON STOCKS | | | | 321,366 |
|
| AXA SA | COMMON STOCKS | | | | 771,419 |
|
| BANCO LATINOAMERICANO COME-E | COMMON STOCKS | | | | 367,062 |
|
| BANK MANDIRI (PERSERO) PT | COMMON STOCKS | | | | 481 |
|
| BANKINTER SA | COMMON STOCKS | | | | 276,476 |
|
| BAYER AG | COMMON STOCKS | | | | 284,152 |
|
| BED BATH & BEYOND INC | COMMON STOCKS | | | | 626,340 |
|
|
| | | | | | | | |
| BENCHMARK ELECTRONICS INC | COMMON STOCKS | | | | 219,260 |
|
| BERKSHIRE HILLS BANCORP INC | COMMON STOCKS | | | | 190,890 |
|
| BIG LOTS INC | COMMON STOCKS | | | | 171,137 |
|
| BIO REFERENCE LABS INC | COMMON STOCKS | | | | 104,714 |
|
| BIOGEN IDEC INC | COMMON STOCKS | | | | 2,278,004 |
|
| BLACK BOX CORPORATION | COMMON STOCKS | | | | 194,285 |
|
| BLACKROCK KELSO CAPITAL CORP | COMMON STOCKS | | | | 201,390 |
|
| BORGWARNER INC | COMMON STOCKS | | | | 1,113,056 |
|
| BRANDYWINE REALTY TRUST | COMMON STOCKS | | | | 284,618 |
|
| BRINKER INTERNATIONAL INC | COMMON STOCKS | | | | 217,798 |
|
| BRINKS CO | COMMON STOCKS | | | | 34,140 |
|
| BRITISH LAND CO PLC | COMMON STOCKS | | | | 401 |
|
| CACI INTERNATIONAL INC CL A | COMMON STOCKS | | | | 270,914 |
|
| CALAMOS ASSET MGMT INC CL A | COMMON STOCKS | | | | 131,424 |
|
| CAPITAL ONE FINANCIAL CORP | COMMON STOCKS | | | | 1,109,849 |
|
| CAPSTEAD MORTGAGE CORP | COMMON STOCKS | | | | 173,460 |
|
| CATO CORP CL A | COMMON STOCKS | | | | 124,215 |
|
| CBL & ASSOCIATES PPTYS INC | COMMON STOCKS | | | | 167,486 |
|
| CBS CORP CL B | COMMON STOCKS | | | | 1,231,668 |
|
| CEC ENTERTAINMENT INC | COMMON STOCKS | | | | 230,256 |
|
| CHEMICAL FINANCIAL CORP | COMMON STOCKS | | | | 142,515 |
|
| CHINA LONGYUAN POWER GROUP H | COMMON STOCKS | | | | 226,744 |
|
| CIGNA CORP | COMMON STOCKS | | | | 1,135,141 |
|
| COCA COLA CO | COMMON STOCKS | | | | 1,156,680 |
|
| COGNIZANT TECH SOLUTIONS CL A | COMMON STOCKS | | | | 1,145,113 |
|
| COLGATE-PALMOLIVE CO | COMMON STOCKS | | | | 1,049,881 |
|
| COLUMBUS MCKINNON CORP NY | COMMON STOCKS | | | | 124,844 |
|
| COMMONWEALTH REIT | COMMON STOCKS | | | | 254,079 |
|
| COMMUNITY TRUST BANCORP INC | COMMON STOCKS | | | | 200,112 |
|
| COMPASS GROUP PLC | COMMON STOCKS | | | | 107,046 |
|
| COMTECH TELECOMMUNICATIONS NEW | COMMON STOCKS | | | | 132,384 |
|
| CONOCOPHILLIPS | COMMON STOCKS | | | | 1,054,946 |
|
| CONSOLIDATED GRAPHICS INC | COMMON STOCKS | | | | 303,480 |
|
| CONVERGYS CORP | COMMON STOCKS | | | | 388,424 |
|
| COOPER TIRE & RUBBER COMPANY | COMMON STOCKS | | | | 144,240 |
|
| COPA HOLDINGS SA CL A | COMMON STOCKS | | | | 507,549 |
|
| COSTCO WHOLESALE CORP | COMMON STOCKS | | | | 606,951 |
|
| COVIDIEN PLC | COMMON STOCKS | | | | 160,716 |
|
| CSG SYSTEMS INTL INC | COMMON STOCKS | | | | 455,700 |
|
| CSR CORP LTD H | COMMON STOCKS | | | | 169,779 |
|
| CSS INDUSTRIES INC | COMMON STOCKS | | | | 266,724 |
|
| CURTISS WRIGHT CORPORATION | COMMON STOCKS | | | | 136,906 |
|
| CVS CAREMARK CORP | COMMON STOCKS | | | | 1,102,178 |
|
| DAIMLER AG (GERW) | COMMON STOCKS | | | | 449,012 |
|
| DELUXE CORP | COMMON STOCKS | | | | 224,417 |
|
| DIGITAL GARAGE INC | COMMON STOCKS | | | | 210,211 |
|
| DILLARDS INC CL A | COMMON STOCKS | | | | 184,813 |
|
| DISCOVER FIN SVCS | COMMON STOCKS | | | | 1,086,549 |
|
| DYNEX CAP INC | COMMON STOCKS | | | | 215,847 |
|
| EAST WEST BANCORP INC | COMMON STOCKS | | | | 199,329 |
|
| EASYJET PLC | COMMON STOCKS | | | | 746,783 |
|
| EBAY INC | COMMON STOCKS | | | | 1,042,910 |
|
| EMC CORP | COMMON STOCKS | | | | 259,045 |
|
| ENERGY XXI (USA) | COMMON STOCKS | | | | 178,596 |
|
| ENNIS INC | COMMON STOCKS | | | | 254,880 |
|
| ENTEGRIS INC | COMMON STOCKS | | | | 90,480 |
|
| EOG RESOURCES INC | COMMON STOCKS | | | | 999,487 |
|
| EPL OIL & GAS INC | COMMON STOCKS | | | | 168,150 |
|
|
| | | | | | | | |
| ESTEE LAUDER COS INC CL A | COMMON STOCKS | | | | 1,197,588 |
|
| FEDERAL AGRI MTG NON VTG CL C | COMMON STOCKS | | | | 133,575 |
|
| FIRST SOURCE CORP | COMMON STOCKS | | | | 229,968 |
|
| FLEETCOR TECHNOLOGIES INC | COMMON STOCKS | | | | 1,046,562 |
|
| FLUSHING FINANCIAL CORP | COMMON STOCKS | | | | 215,280 |
|
| FNB CORP PA | COMMON STOCKS | | | | 78,244 |
|
| FOOT LOCKER INC | COMMON STOCKS | | | | 1,102,304 |
|
| FRANKLIN RESOURCES INC | COMMON STOCKS | | | | 462,553 |
|
| FRESH DEL MONTE PRODUCE INC | COMMON STOCKS | | | | 271,680 |
|
| FTD COS INC | COMMON STOCKS | | | | 126,410 |
|
| FUJI HEAVY INDUSTRIES LTD | COMMON STOCKS | | | | 440,898 |
|
| GALAXY ENT GROUP LTD | COMMON STOCKS | | | | 717,537 |
|
| GEA GROUP AG | COMMON STOCKS | | | | 347,094 |
|
| GENCO SHIPPING & TRADING LTD | COMMON STOCKS | | | | 10,000 |
|
| GENERAL ELECTRIC CO | COMMON STOCKS | | | | 1,364,475 |
|
| GILEAD SCIENCES INC | COMMON STOCKS | | | | 1,390,275 |
|
| GLATFELTER | COMMON STOCKS | | | | 147,022 |
|
| GOOGLE INC A | COMMON STOCKS | | | | 1,923,138 |
|
| GREATBATCH INC | COMMON STOCKS | | | | 145,992 |
|
| GRUPO TELEVISA (CPO) SPON ADR | COMMON STOCKS | | | | 238,626 |
|
| HAWAIIAN HLDGS INC | COMMON STOCKS | | | | 359,199 |
|
| HAYS PLC | COMMON STOCKS | | | | 345,960 |
|
| HELMERICH & PAYNE INC | COMMON STOCKS | | | | 1,118,264 |
|
| HILL-ROM HOLDINGS INC | COMMON STOCKS | | | | 111,618 |
|
| HI-TECH PHARMACAL INC | COMMON STOCKS | | | | 26,034 |
|
| HOME DEPOT INC | COMMON STOCKS | | | | 1,046,541 |
|
| HORACE MANN EDUCATORS CORP | COMMON STOCKS | | | | 451,022 |
|
| HOSPITALITY PROPERTY TR REIT | COMMON STOCKS | | | | 281,112 |
|
| HUNTINGTON BANCSHARES INC | COMMON STOCKS | | | | 221,160 |
|
| HURON CONSULTING GROUP INC | COMMON STOCKS | | | | 188 |
|
| HYSTER-YALE MATRS | COMMON STOCKS | | | | 372,640 |
|
| IMATION CORP | COMMON STOCKS | | | | 44,460 |
|
| IMI PLC ORD | COMMON STOCKS | | | | 356,424 |
|
| INGERSOLL RAND PLC | COMMON STOCKS | | | | 246,400 |
|
| INGLES MARKETS INC-CL A | COMMON STOCKS | | | | 300,810 |
|
| INGREDION INC | COMMON STOCKS | | | | 268,632 |
|
| INNOSPEC INC | COMMON STOCKS | | | | 101,684 |
|
| INTERCONTINENTAL HOTELS GP PLC | COMMON STOCKS | | | | 267,841 |
|
| INTERNATIONAL BANCSHARES CORP | COMMON STOCKS | | | | 197,925 |
|
| INTUIT INC | COMMON STOCKS | | | | 1,087,560 |
|
| INVESCO LTD | COMMON STOCKS | | | | 440,440 |
|
| IRIDIUM COMMUNICATIONS INC | COMMON STOCKS | | | | 118,940 |
|
| ISUZU MOTORS LTD | COMMON STOCKS | | | | 204,938 |
|
| ITAU UNIBANCO HLDG SA SPON ADR | COMMON STOCKS | | | | 44 |
|
| JAZZ PHARMA PLC | COMMON STOCKS | | | | 382,211 |
|
| JOHNSON CONTROLS INC | COMMON STOCKS | | | | 733,102 |
|
| JOURNAL COMMUNICATIONS INC A | COMMON STOCKS | | | | 94,962 |
|
| JUNIPER NETWORKS INC | COMMON STOCKS | | | | 771,894 |
|
| KADANT INC | COMMON STOCKS | | | | 182,340 |
|
| KANAMOTO CO LTD | COMMON STOCKS | | | | 215,749 |
|
| KINDRED HEALTHCARE INC | COMMON STOCKS | | | | 329,658 |
|
| KOITO MANUFACTURING CO LTD | COMMON STOCKS | | | | 242,037 |
|
| KROTON EDUCACIONAL SA | COMMON STOCKS | | | | 437,655 |
|
| KUBOTA CORP | COMMON STOCKS | | | | 305,493 |
|
| LAND SECURITIES GROUP PLC | COMMON STOCKS | | | | 1,263 |
|
| LEXMARK INTERNATIONAL INC CL A | COMMON STOCKS | | | | 298,368 |
|
| LIBERTY GLOBAL PLC CL A | COMMON STOCKS | | | | 97,889 |
|
| LIBERTY GLOBAL PLC CL C | COMMON STOCKS | | | | 770,685 |
|
|
| | | | | | | | |
| LINCOLN NATIONAL CORP | COMMON STOCKS | | | | 1,151,539 |
|
| LLOYDS BANKING GROUP PLC | COMMON STOCKS | | | | 481,154 |
|
| LYONDELLBASELL INDS CLASS A | COMMON STOCKS | | | | 1,098,792 |
|
| MAGELLAN HLTH SERVICES INC | COMMON STOCKS | | | | 149,775 |
|
| MAIDEN HLDGS LTD | COMMON STOCKS | | | | 152,352 |
|
| MAINSOURCE FINACIAL GROUP INC | COMMON STOCKS | | | | 306,510 |
|
| MCDERMOTT INTL INC | COMMON STOCKS | | | | 158,468 |
|
| MCKESSON CORP | COMMON STOCKS | | | | 620,498 |
|
| MELCO CROWN ENTERTNMT LTD ADR | COMMON STOCKS | | | | 576,534 |
|
| MFA FINANCIAL INC | COMMON STOCKS | | | | 229,416 |
|
| MICHAEL KORS HOLDINGS LTD | COMMON STOCKS | | | | 1,638,252 |
|
| MICROCHIP TECHNOLOGY | COMMON STOCKS | | | | 1,189,231 |
|
| MITSUBISHI UFJ FINL GRP INC | COMMON STOCKS | | | | 641,214 |
|
| MONDELEZ INTERNATIONAL INC | COMMON STOCKS | | | | 1,187,240 |
|
| MONSANTO CO NEW | COMMON STOCKS | | | | 1,212,120 |
|
| MONTPELIER RE HOLDINGS LTD | COMMON STOCKS | | | | 414,995 |
|
| MYERS INDUSTRIES | COMMON STOCKS | | | | 154,833 |
|
| MYRIAD GENETICS INC | COMMON STOCKS | | | | 71,332 |
|
| NACCO INDUSTRIES INC CL A | COMMON STOCKS | | | | 192,789 |
|
| NATIONAL AUSTRALIA BANK LTD | COMMON STOCKS | | | | 229,516 |
|
| NAVIGANT CONSULTING INC | COMMON STOCKS | | | | 140,160 |
|
| NEENAH PAPER INC | COMMON STOCKS | | | | 337,883 |
|
| NELNET INC CL A | COMMON STOCKS | | | | 396,116 |
|
| NESTLE SA (REG) | COMMON STOCKS | | | | 2,628 |
|
| NEWPARK RESOURCES INC | COMMON STOCKS | | | | 165,915 |
|
| NIELSEN HOLDINGS BV | COMMON STOCKS | | | | 55,068 |
|
| NIKE INC CL B | COMMON STOCKS | | | | 1,241,669 |
|
| NN INC | COMMON STOCKS | | | | 177,672 |
|
| NORTHROP GRUMMAN CORP | COMMON STOCKS | | | | 1,268,160 |
|
| NOVARTIS AG (REG) | COMMON STOCKS | | | | 1,686 |
|
| NXP SEMICONDUCTORS NV | COMMON STOCKS | | | | 344,475 |
|
| OCCIDENTAL PETROLEUM CORP | COMMON STOCKS | | | | 1,158,454 |
|
| OFG BANCORP | COMMON STOCKS | | | | 224,718 |
|
| OLD NATIONAL BANCORP (IND) | COMMON STOCKS | | | | 221,328 |
|
| OLIN CORP | COMMON STOCKS | | | | 409,670 |
|
| OMEGA PROTEIN CORP | COMMON STOCKS | | | | 130,274 |
|
| OMRON CORP | COMMON STOCKS | | | | 423,436 |
|
| ORBITAL SCIENCES CORP | COMMON STOCKS | | | | 88,540 |
|
| ORIX CORP | COMMON STOCKS | | | | 482,314 |
|
| PARKER DRILLING CO | COMMON STOCKS | | | | 273,981 |
|
| PDL BIOPHARMA INC | COMMON STOCKS | | | | 111,408 |
|
| PENNSYLVANIA RE INVSTMENT TR | COMMON STOCKS | | | | 132,860 |
|
| PEPSICO INC | COMMON STOCKS | | | | 1,093,948 |
|
| PHARMERICA CORP | COMMON STOCKS | | | | 350,450 |
|
| PHH CORP | COMMON STOCKS | | | | 97,400 |
|
| PHILIP MORRIS INTL INC | COMMON STOCKS | | | | 699,043 |
|
| PHOTOMEDEX INC | COMMON STOCKS | | | | 101,010 |
|
| PNC FINANCIAL SERVICES GRP INC | COMMON STOCKS | | | | 1,075,647 |
|
| POPULAR INC | COMMON STOCKS | | | | 330,395 |
|
| PORTLAND GENERAL ELECTRIC CO | COMMON STOCKS | | | | 198,088 |
|
| PRICELINE.COM INC | COMMON STOCKS | | | | 714,876 |
|
| PROCTER & GAMBLE CO | COMMON STOCKS | | | | 1,033,907 |
|
| PROSIEBEN SAT.1 MEDIA AG | COMMON STOCKS | | | | 468,013 |
|
| PROTECTIVE LIFE CORP | COMMON STOCKS | | | | 369,818 |
|
| PROVIDENT FINANCIAL HLDGS INC | COMMON STOCKS | | | | 111,000 |
|
| PRUDENTIAL FINANCIAL INC | COMMON STOCKS | | | | 1,135,228 |
|
| PRUDENTIAL PLC | COMMON STOCKS | | | | 236,454 |
|
| PUBLIC SVC ENTERPRISE GRP INC | COMMON STOCKS | | | | 842,908 |
|
|
| | | | | | | | |
| PULSE ELECTRONICS CORP | COMMON STOCKS | | | | 3,295 |
|
| QIHOO 360 TECHNOLOGY LTD ADR | COMMON STOCKS | | | | 328,200 |
|
| QUALCOMM INC | COMMON STOCKS | | | | 1,106,325 |
|
| QUESTCOR PHARMACEUTICALS INC | COMMON STOCKS | | | | 174,240 |
|
| RALPH LAUREN CORP | COMMON STOCKS | | | | 810,221 |
|
| RAYTHEON CO | COMMON STOCKS | | | | 1,135,424 |
|
| RENT A CTR INC | COMMON STOCKS | | | | 224,919 |
|
| REPUBLIC BANCORP INC KY CL A | COMMON STOCKS | | | | 141,524 |
|
| RICHEMONT CIE FINANCIERE SA A | COMMON STOCKS | | | | 194,697 |
|
| ROCHE HLDGS GENUSSSCHEINE | COMMON STOCKS | | | | 361,208 |
|
| ROUNDYS INC | COMMON STOCKS | | | | 129,166 |
|
| RYDER SYSTEM INC | COMMON STOCKS | | | | 1,338,517 |
|
| SANDISK CORPORATION | COMMON STOCKS | | | | 1,097,179 |
|
| SANFILIPPO (JOHN B) & SON INC. | COMMON STOCKS | | | | 111,134 |
|
| SAP AG | COMMON STOCKS | | | | 780 |
|
| SCHOLASTIC CORP | COMMON STOCKS | | | | 251,674 |
|
| SCICLONE PHARMACEUTICALS INC | COMMON STOCKS | | | | 105,840 |
|
| SEGA SAMMY HOLDINGS INC | COMMON STOCKS | | | | 162,689 |
|
| SELECT MEDICAL HLDGS CORP | COMMON STOCKS | | | | 235,683 |
|
| SENECA FOODS CORP CL A | COMMON STOCKS | | | | 117,993 |
|
| SENSATA TECHNOLOGIES HOLDG BV | COMMON STOCKS | | | | 220,989 |
|
| SHIRE PLC | COMMON STOCKS | | | | 269,056 |
|
| SK HYNIX INC | COMMON STOCKS | | | | 253,066 |
|
| SKILLED HEALTHCARE GROUP CL A | COMMON STOCKS | | | | 97,359 |
|
| SKYWEST INC | COMMON STOCKS | | | | 274,355 |
|
| SMITH & WESSON HOLDING CORP | COMMON STOCKS | | | | 129,504 |
|
| SMURFIT KAPPA GROUP PLC (UK) | COMMON STOCKS | | | | 239,542 |
|
| SNAP-ON INCORPORATED | COMMON STOCKS | | | | 1,182,707 |
|
| SOFTBANK CORP | COMMON STOCKS | | | | 331,972 |
|
| SOUTHSIDE BANCSHARES INC | COMMON STOCKS | | | | 79,286 |
|
| SPARTAN STORES INC | COMMON STOCKS | | | | 154,421 |
|
| STAGE STORES INC | COMMON STOCKS | | | | 115,544 |
|
| STANCORP FINL GROUP INC | COMMON STOCKS | | | | 251,750 |
|
| STANDARD MOTOR PRODUCTS INC | COMMON STOCKS | | | | 128,800 |
|
| STARBUCKS CORP | COMMON STOCKS | | | | 1,003,392 |
|
| STARWOOD HTLS & RESRT WRLDWIDE | COMMON STOCKS | | | | 1,083,936 |
|
| STATE STREET CORP | COMMON STOCKS | | | | 1,025,844 |
|
| STEELCASE INC CLASS A | COMMON STOCKS | | | | 108,528 |
|
| STONERIDGE INC | COMMON STOCKS | | | | 123,675 |
|
| STRYKER CORP | COMMON STOCKS | | | | 686,550 |
|
| SUSQUEHANNA BANCSHARES INC PA | COMMON STOCKS | | | | 261,936 |
|
| SYNGENTA AG (SWIT) | COMMON STOCKS | | | | 2,881 |
|
| TAIHEIYO CEMENT CORP | COMMON STOCKS | | | | 218,669 |
|
| TAL INTL GROUP INC | COMMON STOCKS | | | | 172,050 |
|
| TAYLOR WIMPEY PLC | COMMON STOCKS | | | | 325,542 |
|
| TECH DATA CORP | COMMON STOCKS | | | | 330,240 |
|
| TECHTRONIC INDUSTRIES CO LTD | COMMON STOCKS | | | | 194,344 |
|
| TELECOMMUNICATION SYST INC A | COMMON STOCKS | | | | 86,304 |
|
| TELEKOMUNIKASI INDO B (DEMAT) | COMMON STOCKS | | | | 647 |
|
| TENCENT HOLDINGS LIMITED | COMMON STOCKS | | | | 350,812 |
|
| TJX COMPANIES INC NEW | COMMON STOCKS | | | | 962,323 |
|
| TOKYU FUDOSAN HOLDINGS CORP | COMMON STOCKS | | | | 222,799 |
|
| TRAVELERS COMPANIES INC | COMMON STOCKS | | | | 1,025,999 |
|
| TRIPLE-S MANAGEMENT CORP CL B | COMMON STOCKS | | | | 118,584 |
|
| TUTOR PERINI CORP | COMMON STOCKS | | | | 289,300 |
|
| TWENTY FIRST CENTURY FOX CL B | COMMON STOCKS | | | | 493,742 |
|
| TYCO INTL LTD | COMMON STOCKS | | | | 332,424 |
|
| UBS AG (CWT) 2/04/16 | COMMON STOCKS | | | | 349,181 |
|
|
| | | | | | | | |
| UBS AG (REGD) | COMMON STOCKS | | | | 247,944 |
|
| UBSPHILB (UBS) (CWT) 4/20/2018 | COMMON STOCKS | | | | 78,182 |
|
| UNICREDIT SPA | COMMON STOCKS | | | | 448,717 |
|
| UNITED ONLINE INC | COMMON STOCKS | | | | 38,129 |
|
| UNITED PARCEL SERVICE INC CL B | COMMON STOCKS | | | | 1,103,340 |
|
| USA MOBILITY INC | COMMON STOCKS | | | | 141,372 |
|
| USANA HEALTH SCIENCES INC | COMMON STOCKS | | | | 83,138 |
|
| VAALCO ENERGY INC | COMMON STOCKS | | | | 194,987 |
|
| VALASSIS COMMUNICATIONS INC | COMMON STOCKS | | | | 172,924 |
|
| VALIDUS HOLDING | COMMON STOCKS | | | | 237,711 |
|
| VERIZON COMMUNICATIONS INC | COMMON STOCKS | | | | 882,210 |
|
| VISA INC CL A | COMMON STOCKS | | | | 964,872 |
|
| VISHAY INTERTECHNOLOGY INC | COMMON STOCKS | | | | 326,196 |
|
| VONAGE HOLDINGS CORP | COMMON STOCKS | | | | 201,465 |
|
| WEBSTER FINANCIAL | COMMON STOCKS | | | | 199,552 |
|
| WELLPOINT INC | COMMON STOCKS | | | | 1,067,474 |
|
| WELLS FARGO & CO | COMMON STOCKS | | | | 1,175,860 |
|
| WESTERN REFINING INC | COMMON STOCKS | | | | 411,377 |
|
| WESTLAKE CHEMICAL CORP | COMMON STOCKS | | | | 1,155,515 |
|
| WORLD ACCEPTANCE CORP | COMMON STOCKS | | | | 131,295 |
|
| ZODIAC AEROSPACE | COMMON STOCKS | | | | 629,312 |
|
| | | | | | 123,556,596 |
|
| | | | | | |
| SSBK STIF | MONEY MARKET | | | | 19,982,605 |
|
| JP MORGAN US GOVT MM CAP | MONEY MARKET | | | | 29,146,897 |
|
| | | | | | 49,129,502 |
|
* | NOTES RECEIVABLE FROM PARTICIPANTS | Notes receivable from participants (1) | | 12,388,043 |
|
| | | | | $ | 1,165,487,045 |
|
| | | | | | |
(1 | ) | Interest rates are between 4.25% - 10.50%. The notes are due at various dates through September 23, 2019. |
* | Party-in-interest |
** | This schedule represents those assets required to be reported under Department of Labor Section 2520.103-11 and Form 5500 Schedule H, Line 4i. |
*** | Per Department of Labor Section 2520.103-11(d), cost may be omitted as all investments are participant directed. |
Signatures
NCR Savings Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, NCR Corporation, the administrator of the NCR Savings Plan, has duly caused this annual report to be signed by the undersigned thereunto duly authorized.
|
| | | | |
| | NCR Savings Plan |
| | | |
| | By: | | /s/ Robert Fishman |
| | | | Robert Fishman Senior Vice President and Chief Financial Officer NCR Corporation |
Date: | June 19, 2014 | | | |
Exhibit Index
Exhibit No. 23 Consent of PricewaterhouseCoopers LLP