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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 11-K
ý |
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2001
OR
o | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number
A. | Full title of plan and the address of the plan, if different from that of the issuer named below: |
The Perficient 401(k) Employee Savings Plan
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive offices: |
Perficient, Inc.
7600B North Capital of Texas Highway, Suite 340
Austin, Texas 78731
The Perficient 401(k) Employee Savings Plan
Financial Statements
and Supplemental Schedule
Years ended December 31, 2001 and 2000
Table of Contents
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The
Trustees
The Perficient 401(k) Employee Savings Plan
Austin, Texas
We have audited the accompanying statements of net assets available for benefits (Form 5500, Schedule H) as of December 31, 2001 and 2000, and the related statement of changes in net assets available for benefits for the year ended December 31, 2001 (Form 5500, Schedule H) of the Perficient 401(k) Employee Savings Plan. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the 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. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of The Perficient 401(k) Employee Savings Plan as of December 31, 2001 and 2000, and the changes in its net assets available for benefits for the year ended December 31, 2001, in conformity with accounting principles generally accepted in the United States.
Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes as of December 31, 2001, 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 schedule is the responsibility of the Plan's management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
/s/ Wipfli Ullrich Bertelson LLP
June 14,
2002
Eau Claire, Wisconsin
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The Perficient 401(k) Employee Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2001 and 2000
Assets |
2001 |
2000 |
||||||||
---|---|---|---|---|---|---|---|---|---|---|
InvestmentsAt fair value: | ||||||||||
Hartford Life: | ||||||||||
Mutual funds | $ | 1,416,825 | $ | 999,257 | ||||||
Employer securities | 23,873 | 1,579 | ||||||||
General insurance account | 272,333 | | ||||||||
Participant loans | 52,401 | | ||||||||
Total investments | 1,765,432 | 1,000,836 | ||||||||
Receivables: |
||||||||||
Due from Compete, Inc. Profit Sharing Trust | 209 | | ||||||||
NET ASSETS AVAILABLE FOR BENEFITS | $ | 1,765,641 | $ | 1,000,836 | ||||||
See accompanying notes to financial statements.
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The Perficient 401(k) Employee Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2001
|
2001 |
||||||
---|---|---|---|---|---|---|---|
Additions to net assets attributed to: | |||||||
Investment income (loss): | |||||||
Net depreciation in fair value of investments | $ | (258,889 | ) | ||||
Participant loan interest | 921 | ||||||
Net investment loss | (257,968 | ) | |||||
Contributions: |
|||||||
Employee | 800,063 | ||||||
Employer | 127,088 | ||||||
Rollover | 172,768 | ||||||
Total contributions | 1,099,919 | ||||||
Transfer from Compete, Inc. Profit Sharing Trust |
272,476 |
||||||
Total additions | 1,114,427 | ||||||
Deductions from net assets attributed to: |
|||||||
Benefits paid directly to participants | 349,337 | ||||||
Administrative expenses | 285 | ||||||
Total deductions | 349,622 | ||||||
Net increase | 764,805 | ||||||
Net assets available for benefits: |
|||||||
Beginning of year | 1,000,836 | ||||||
End of year | $ | 1,765,641 | |||||
See accompanying notes to financial statements.
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The Perficient 401(k) Employee Savings Plan
Notes to Financial Statements
1. Description of Plan
The following description of The Perficient 401(k) Employee Savings Plan (the "Plan") is provided for general information purposes only. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.
The Plan is a defined contribution plan covering substantially all employees of Perficient, Inc. who are age 21 or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Each year participants may contribute up to 20% of their pretax annual compensation to any of the investment funds. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans. The Company may make matching contributions up to specified amounts at its discretion. The Company may not make a contribution to the Plan for any Plan year to the extent the contribution would exceed the participant's maximum permissible amount. Since January 1, 2000, the matching contribution has been 25% of the first 6% of eligible compensation deferred by the participant.
Each participant's account is credited with the participant's contribution and allocations of (a) the Company's contributions and (b) Plan earnings. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.
Participant-Directed Investments
All assets of the Plan are participant-directed investments.
Participants have the option of directing their account balance to one or more different investment funds. The investment options available are Janus Worldwide Fund, Janus Twenty Fund, Janus Balanced Fund, American Century Ultra Fund, American Century Income and Growth Fund, T. Rowe Price Mid Cap Growth Fund, T. Rowe Price Small Cap Growth Fund, Putnam High Yield Advantage Fund, Hartford Index Fund, Hartford Money Market HLS, and Perficient, Inc. Common Stock.
Participants are immediately vested in their contributions plus actual earnings thereon. The Company matching contributions vest based on years of service as follows:
Years of Service |
Nonforfeitable Percentage |
|
---|---|---|
Less than 1 | 0 | |
1 | 33 | |
2 | 66 | |
3 or more | 100 |
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Participants are entitled to receive benefit payments at the normal retirement age of 65, in the event of the participant's death or disability, or in the event of termination under certain circumstances other than normal retirement, disability or death, or if the participant reaches age 701/2 while still employed. Benefits may be paid in a lump-sum distribution or by an annuity.
In accordance with the Plan provisions, the forfeitures of participants leaving the Plan are reallocated to the remaining participants. Forfeitures during the year ended December 31, 2001, were $10,678.
Upon written application of a participant, the Plan may make a loan to a participant. Participants are allowed to borrow no less than $1,000 and no greater than the lesser of 50% of the participant's vested account balance, or $50,000. Loans are amortized over a maximum of 60 months unless used to purchase the participant's principal residence and repayment is made through payroll deductions. The amount of the loan is deducted from the participant's investment accounts and bears interest at a rate commensurate with local rates for similar plans.
2. Summary of Significant Accounting Policies
The financial statements of the Plan have been prepared on the accrual basis of accounting, except for benefit payments, which are reported when paid.
Investments in mutual funds, employer securities, and the general insurance account are stated at fair value, which is determined based on quoted market prices. Participant loans are stated at cost, which approximates fair value.
The preparation of financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates.
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3. Investments
The following investments represented 5% or more of the Plan's net assets available for benefits at December 31, 2001:
|
Current Value |
|||
---|---|---|---|---|
Janus Worldwide Fund | $ | 236,560 | ||
Janus Twenty Fund | 303,062 | |||
Janus Balanced Fund | 99,166 | |||
American Century Ultra Fund | 171,885 | |||
American Century Income and Growth | 92,259 | |||
T. Rowe Price Mid Cap Growth | 165,022 | |||
Hartford Money Market Fund | 217,483 | |||
General Insurance Account | 272,333 | |||
During the year ended December 31, 2001, the Plan's investments (including investments purchased, sold, as well as held during the year) appreciated (depreciated) in fair value as follows: |
||||
General Insurance Account |
$ |
67 |
||
Mutual funds | (212,110 | ) | ||
Employer securities | (46,846 | ) | ||
$ | (258,889 | ) | ||
4. Income Tax Status
The Plan has not received a determination letter from the Internal Revenue Service stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code. Perficient, Inc. (the "Company") believes the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code.
5. Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.
6. Party-In-Interest Transactions
During the year ended December 31, 2001, the Plan purchased 29,037 shares and sold 3,948 shares of employer securities (Perficient, Inc. common stock). Shares were purchased at a cost of approximately $78,000. Shares were sold at a loss of approximately $5,300. As of December 31, 2001 and 2000, the Plan held 25,349 and 328 shares, respectively of Perficient, Inc. common stock. Total outstanding Perficient, Inc. common stock was approximately 10.5 million shares.
The Plan is administered by trustees consisting of officers and employees of the Company. The Company pays all administrative expenses of the Plan.
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The
Perficient 401(k) Employee Savings Plan
FEIN: 74-2853258; Plan No. 001
Schedule of Assets Held for Investment Purposes
December 31, 2001
Form 5500, Schedule H, Part IV, Line 4(i)
(b) Identity of Issue |
(c) Description of Asset |
(d) Cost |
(e) Current Value |
||||||
---|---|---|---|---|---|---|---|---|---|
Hartford Life Insurance Company: | |||||||||
General Insurance Account | General insurance account | $ | 272,267 | $ | 272,333 | ||||
Index HLS | Mutual fund | 58,338 | 54,118 | ||||||
Money Market HLS | Mutual fund | 216,262 | 217,483 | ||||||
American Century: | |||||||||
Ultra Fund | Mutual fund | 181,680 | 171,885 | ||||||
Income and Growth Fund | Mutual fund | 98,145 | 92,259 | ||||||
Janus: | |||||||||
Worldwide | Mutual fund | 264,818 | 236,560 | ||||||
Twenty | Mutual fund | 350,002 | 303,062 | ||||||
Balanced Fund | Mutual fund | 102,005 | 99,166 | ||||||
T. Rowe Price: | |||||||||
Mid Cap Growth Fund | Mutual fund | 166,470 | 165,022 | ||||||
Small Cap Growth Fund | Mutual fund | 42,771 | 44,166 | ||||||
Putnam High Yield Advantage Fund | Mutual fund | 33,224 | 33,104 | ||||||
Perficient, Inc. | Employer securities | 66,226 | 23,873 | ||||||
Participant Loans | Interest rates of 7.50% to 10.25% | | 52,401 | ||||||
$ | 1,852,208 | $ | 1,765,432 | ||||||
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Exhibit Number |
Description |
|
---|---|---|
23.1 | Consent of Wipfli Ullrich Bertelson LLP |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
THE PERFICIENT 401(K) EMPLOYEE SAVINGS PLAN | |||
JUNE 28, 2002 |
By: |
/s/ MATTHEW P. CLARK Matthew P. Clark Chief Financial Officer |
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