2012 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, 2012.
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, 2012 and 2011
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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 NCR Savings Plan (the “Plan”) at December 31, 2012 and December 31, 2011, and the changes in net assets available for benefits for the year ended December 31, 2012 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) 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. The 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 14, 2013
NCR Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2012 and 2011
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| | | | | | | | | | | | | |
| | | | | | | December 31, |
| | | | | | | 2012 | | 2011 |
Assets | | | |
Investments, at fair value | $ | 1,110,219,705 |
| | $ | 1,045,319,118 |
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Contributions receivable: | | | |
| Participants | 806,494 |
| | 546,112 |
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| Employer | 214,535 |
| | 125,150 |
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Notes receivable from participants | 12,996,363 |
| | 11,720,898 |
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Due from broker for securities sold | 869,303 |
| | 698,240 |
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| | | Total assets | 1,125,106,400 |
| | 1,058,409,518 |
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Liabilities | | | |
Due to broker for securities purchased | 823,133 |
| | 121,782 |
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Accrued expenses | 400,246 |
| | 185,921 |
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| | | Total liabilities | 1,223,379 |
| | 307,703 |
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Net assets available for benefits | $ | 1,123,883,021 |
| | $ | 1,058,101,815 |
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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, 2012
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| | | | | |
Additions to net assets attributed to: | |
Investment income | |
| Net appreciation in fair value of investments | $ | 136,851,324 |
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| Dividends | 2,125,915 |
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| | Total investment income | 138,977,239 |
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Contributions | |
| Participant | 59,154,826 |
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| Employer, net of forfeitures | 11,242,455 |
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| | Total contributions | 70,397,281 |
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Interest on notes receivable from participants | 562,267 |
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| | Total additions | 209,936,787 |
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Deductions from net assets attributed to: | |
| Benefits paid to participants | 198,254,007 |
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| Administrative expenses | 1,995,754 |
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| | Total deductions | 200,249,761 |
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| | Net increase before merger of other plans | 9,687,026 |
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Transfers in | |
| Merger of assets from other plans (Note 6) | 56,094,180 |
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| Net increase | 65,781,206 |
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Net assets available for benefits | |
| Beginning of year | 1,058,101,815 |
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| End of year | $ | 1,123,883,021 |
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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, 2012 and 2011
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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 (other than certain categories of part-time, temporary and intern employees) and its domestic subsidiaries, except for employees of certain newly acquired subsidiaries and employees covered by a collective bargaining agreement.
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 applicable to certain 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 or the Summary Plan Description.
Contributions and Funding
All eligible employees of the Company may defer a portion of their compensation by making tax-deferred contributions, as well as after-tax contributions, to the Plan. Participants may elect to contribute up to 50 percent of their eligible compensation. The maximum contribution percentage limits vary based upon the participant’s compensation. Annual tax-deferred contributions per participant for the 2012 Plan year were limited to $17,000.
The Company matches employee contributions by contributing 50 cents for each dollar of employee contributions, up to the first 4% of eligible compensation.
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 2012 Plan year.
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.
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.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
Participants become immediately and fully vested in their account (i) upon attainment of age 65, (ii) upon retirement, (iii) upon termination of employment due to a “reduction in force,” (iv) in the event of death, or (v) 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 used to reduce future Company matching contributions or to pay reasonable administrative expenses of the Plan. During 2012, forfeitures used to offset Company matching contributions were $909,762. As of December 31, 2012 and 2011 $20,030 and $7,223 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 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.
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 in effect on the last day of the preceding month plus 1%. 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, 2012 bear interest at rates ranging from 4.25% to 10.50% and are due at various dates through January 18, 2017. 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 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 vested benefits may elect to receive a lump-sum payment, quarterly installment payments, or leave the vested benefits within the Plan until reaching age 70 and 1/2, death and/or disability.
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. Upon termination of the Plan, the Company is required to vest the accounts of unvested participants. 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 or to pay reasonable administrative expenses of the Plan.
Upon termination of the Plan, the Company will cause the Trust to be liquidated. Distributions will be made to the various participants, former participants and beneficiaries in a single lump sum promptly after liquidation is effective.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
Plan Amendment
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 amendment allows all compensation earned during a Plan year to be taken into account in applying the Section 401(a)(17) of 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 Systems, Inc. 401(k) Plan, Texas Digital Systems, Inc 401(k) Plan, and InfoAmerica USA 401(k) Plan to participate in the Plan and recognizes prior service for purposes of vesting under the Plan.
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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.
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, including the NCR Unitized Stock Fund, which holds the Company’s common stock. 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 comprised of various marketable instruments with maturities averaging ninety days or less. Investments in mutual funds are valued at the net asset value (“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 net asset values (“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 appreciation/depreciation on those investments.
Notes Receivable from Participants
Notes receivable from participants are valued at their outstanding balances, plus accrued but unpaid interest. There were no allowances for credit losses at December 31, 2012 or 2011.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
Due to and from broker for securities purchased and sold
These items are pending security settlements.
Plan Expenses
Recordkeeping and other administrative fees are deducted from participant accounts or paid directly by the Company. Individual fees apply for specific transactions such as the establishment of a participant loan. 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 $18,346,489 from other defined contribution plans are included as participant contributions in the Statement of Changes in Net Assets Available for Benefits.
Recent Accounting Standards
In May 2011, the FASB issued ASU 2011-04 Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS. ASU 2011-4 is intended to improve the comparability of fair value measurements presented and disclosed in financial statements prepared in accordance with U.S. GAAP and IFRS. The amendments are of two types: (i) those that clarify the Board’s intent about the application of existing fair value measurement and disclosure requirements and (ii) those that change a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements. The update is effective for annual periods beginning after December 15, 2011. The adoption of this update did not have a material impact on the Plan's financial statements.
In December 2011, the FASB issued ASU 2011-11, Balance Sheet (Topic 210), Disclosures about Offsetting Assets and Liabilities. ASU 2011-11 requires entities to disclose both gross information and net information about both instruments and transactions eligible for offset in the Balance Sheet and instruments and transactions subject to an agreement similar to a master netting arrangement to enable users of their financial statements to understand the effects of offsetting and related arrangements on their financial position. In January 2013, the FASB issued ASU 2013-01 which limited the scope of this guidance to derivatives; repurchase type agreements and securities borrowing and lending transactions. The guidance from these updates was effective for our fiscal year beginning January 1, 2013. There are no assets or liabilities subject to offsetting. Accordingly, no additional disclosures are required upon adoption of these ASUs.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
The following presents investments that represent five percent or more of the Plan’s net assets:
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| | | | | | | | | | | | | |
| | | | | | | December 31, |
| | | | | | | 2012 | | 2011 |
NTGI - QM Collective Daily Aggregate Bond Index Fund, | | | |
| 387,994 and 310,920 shares, respectively | $ | 187,680,215 |
| | $ | 144,170,207 |
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Pyramis Select International Equity Fund | | | |
| 462,302 and 524,926 shares, respectively | $ | 62,105,711 |
| | $ | 57,804,867 |
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NTGI - QM Collective Daily S&P 500 Equity Index Fund, | | | |
| 24,161 and 18,857 shares, respectively | $ | 105,971,805 |
| | $ | 71,259,634 |
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LifePath Index 2020 Non-Lendable Fund F | | | |
| 6,095,930 shares | $ | 99,729,417 |
| | * |
LifePath Index 2025 Non-Lendable Fund F | | | |
| 6,328,995 shares | $ | 107,086,588 |
| | * |
LifePath Index 2030 Non-Lendable Fund F | | | |
| 4,401,260 shares | $ | 76,405,878 |
| | * |
LifePath Index 2035 Non-Lendable Fund F | | | |
| 3,213,169 shares | $ | 57,162,273 |
| | * |
*New fund options added in 2012
The Plan’s assets were also invested in Fidelity Mutual Fund Window investments, the fair value of which was $0 and $559,647,236 at December 31, 2012 and 2011, respectively. Within the Fidelity Mutual Fund Window, the fair value of the following investment fund represents five percent or more of the Plan's net assets:
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| | | | | | | |
| December 31, |
| 2012 | | 2011 |
Fidelity Retirement Money Market Fund | $ | — |
| | $ | 50,939,273 |
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During 2012, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value by 136,851,324 as follows:
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| | | | | | | | | | |
| | | | | | | | Year Ended December 31, 2012 |
| | | | | | | | |
Mutual funds | | $ | 23,111,963 |
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Common stock | | 15,107,299 |
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Common collective trust funds | | 83,224,457 |
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Employer common stock fund | | 15,407,605 |
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| | | | | | | | $ | 136,851,324 |
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NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
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 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:
•Quoted prices for similar assets in active markets;
•Quoted prices for identical or similar assets in inactive markets;
•Inputs, other than quoted prices, that are observable for the asset;
•Inputs that are derived principally from or corroborated by observable market data by correlation or other means.
If the asset or liability has a specified contractual term, the input must be observable for substantially the full term of the asset or liability.
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 net asset value (“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. The mutual funds held are deemed to be actively traded.
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.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
The following tables set forth by level within the fair value hierarchy the Plan's investment assets and investment liabilities at fair value as of December 31, 2012 and 2011. 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.
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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 |
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Common collective trust funds - Equity | | — |
| | 268,831,233 |
| | 268,831,233 |
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Common collective trust funds - Bonds | | — |
| | 187,680,215 |
| | 187,680,215 |
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Common collective trust funds - Target Date Funds | | — |
| | 462,473,348 |
| | 462,473,348 |
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Common stocks: | | | | | | |
Automobiles & components | | 3,935,384 |
| | — |
| | 3,935,384 |
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Banks | | 8,705,460 |
| | — |
| | 8,705,460 |
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Capital goods | | 10,485,356 |
| | — |
| | 10,485,356 |
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Commercial services & supplies | | 2,680,789 |
| | — |
| | 2,680,789 |
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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 |
|
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
|
| | | | | | | | | |
| Investment Assets at Fair Value as of December 31, 2011 |
| | Level 1 | | Level 2 | | Total |
Money market fund | $ | — |
| $ | 1,205,005 |
| $ | 1,205,005 |
|
Mutual funds - Value | | 49,383,023 |
| | — |
| | 49,383,023 |
|
Mutual funds - Asset Allocation | | 70,409,205 |
| | — |
| | 70,409,205 |
|
Mutual funds - Income | | 226,632,217 |
| | — |
| | 226,632,217 |
|
Mutual funds - Growth | | 213,222,791 |
| | — |
| | 213,222,791 |
|
Common collective trust funds - Equity | | — |
| | 202,566,606 |
| | 202,566,606 |
|
Common collective trust funds - Bonds | | — |
| | 144,170,207 |
| | 144,170,207 |
|
Common stocks: | | | | | | |
Automobiles & components | | 2,887,445 |
| | — |
| | 2,887,445 |
|
Banks | | 7,455,426 |
| | — |
| | 7,455,426 |
|
Capital goods | | 8,261,123 |
| | — |
| | 8,261,123 |
|
Commercial services & supplies | | 3,040,318 |
| | — |
| | 3,040,318 |
|
Consumer durables & apparel | | 1,540,518 |
| | — |
| | 1,540,518 |
|
Diversified financials | | 4,202,709 |
| | — |
| | 4,202,709 |
|
Energy | | 8,288,201 |
| | — |
| | 8,288,201 |
|
Food & staples retailing | | 2,047,629 |
| | — |
| | 2,047,629 |
|
Food beverage & tobacco | | 4,774,452 |
| | — |
| | 4,774,452 |
|
Health care equipment & services | | 5,614,843 |
| | — |
| | 5,614,843 |
|
Hotels restaurants & leisure | | 2,615,901 |
| | — |
| | 2,615,901 |
|
Household & personal products | | 773,835 |
| | — |
| | 773,835 |
|
Insurance | | 4,799,475 |
| | — |
| | 4,799,475 |
|
Materials | | 4,631,649 |
| | — |
| | 4,631,649 |
|
Media | | 1,885,696 |
| | — |
| | 1,885,696 |
|
Other | | 159,412 |
| | — |
| | 159,412 |
|
Pharmaceuticals | | 7,734,742 |
| | — |
| | 7,734,742 |
|
Real estate | | 3,342,924 |
| | — |
| | 3,342,924 |
|
Retailling | | 4,476,825 |
| | — |
| | 4,476,825 |
|
Semiconductors | | 4,248,800 |
| | — |
| | 4,248,800 |
|
Software & services | | 9,491,163 |
| | — |
| | 9,491,163 |
|
Technology, hardware & equipment | | 7,295,935 |
| | — |
| | 7,295,935 |
|
Telecommunication services | | 2,270,484 |
| | — |
| | 2,270,484 |
|
Transportation | | 2,851,794 |
| | — |
| | 2,851,794 |
|
Utilities | | 1,485,406 |
| | — |
| | 1,485,406 |
|
Total common stocks | | 106,176,705 |
| | — |
| | 106,176,705 |
|
| | | | | | |
Employer common stock | | 31,553,359 |
| | — |
| | 31,553,359 |
|
Total investment assets at fair value | $ | 697,377,300 |
| $ | 347,941,818 |
| $ | 1,045,319,118 |
|
There were no transfers of investment assets between Level 1 and 2 of the fair value hierarchy during the year ended December 31, 2012 or 2011. There were no Level 3 investments held by the Plan on December 31, 2012 or 2011.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
The following table summarizes investments in common collective trust funds as of December 31, 2012 and 2011, respectively.
|
| | | | | | | | |
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 |
| | | | | | | | |
As of December 31, 2011 | | | Unfunded | | Redemption | | Redemption |
| Name | Fair Value | | Commitments | | Frequency | | Notice Period |
| NTGI-QM S&P 500 Equity Fund | 71,259,634 | | N/A | | Daily | | N/A |
| NTGI-QM Aggregate Bond Fund | 144,170,207 | | N/A | | Daily | | N/A |
| NTGI-QM Russell 2000 Fund | 26,443,032 | | N/A | | Daily | | N/A |
| NTGI-QM EAFE Index Fund | 14,444,564 | | N/A | | Daily | | N/A |
| Pyramis Aggressive Equity Fund | 32,614,509 | | N/A | | Daily | | N/A |
| Pyramis Select Intl. Equity Fund | 57,804,867 | | N/A | | Daily | | N/A |
| |
4. | Related Party Transactions |
Related party transactions during the year consisted of loans made to participants and investments in NCR Corporation 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. Related party cash receipts and cash disbursements of the Plan for the Fidelity managed funds totaled $28,925,175 and $441,421,211, respectively, for the year ended December 31, 2012. Purchases and sales of investments managed by Pyramis during the year ended December 31, 2012 totaled $81,879,626 and $92,262,428, 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.
NCR Savings Plan
Notes to Financial Statements
December 31, 2012 and 2011
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 Internal Revenue Code (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, 2012, 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 2009.
Effective March 2012, the First Level Technology, LLC 401(k) Plan merged into the Plan. The total amount of assets transferred as of the merger date was $2,437,082. Effective May 2012, the Radiant Systems, Inc. 401(k) Plan merged into the Plan, upon which $50,148,334 in assets were transferred to the Plan. Simultaneously, the Texas Digital Systems, Inc 401(k) Plan merged into the Plan, and as a result, assets in the amount of $2,283,882 were also transferred to the Plan on the merger date. Effective December 2012, the InfoAmerica/USA Inc. 401(k) Plan merged into the Plan. The total amount of assets transferred as of the merger date was $112,900. Additionally, participant loans transferred into the Plan during the year as a result of these mergers totaled $1,111,982. The employer contributions subject to vesting schedules continued to vest in accordance with the terms in effect prior to the mergers.
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.
In March 2012, contributions to the NCR Unitized Stock Fund were discontinued. Participants were provided an election period, during which participants were permitted to elect to reallocate any balance in the NCR Unitized Stock Fund into the remaining investment options in the Plan. Subsequently, on March 14, 2013, the NCR Unitized Stock Fund was liquidated. If no elections were made by the participant within the election period, the proceeds from the liquidation were reinvested into the default investment options within the Plan.
NCR Savings Plan
Supplemental Schedule
NCR Savings Plan
Schedule H, Line 4i-Schedule of Assets (Held at End of Year)**
Year Ended December 31, 2012
|
| | | | | | | | |
(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 | | | $ | 105,971,805 |
|
| NTGI-QM Aggregate Bond Fund | Common Collective Trust Fund | | | | 187,680,215 |
|
| NTGI-QM Russell 2000 Fund | Common Collective Trust Fund | | | | 42,492,824 |
|
| NTGI-QM EAFE Index Fund | Common Collective Trust Fund | | | | 26,705,284 |
|
* | Pyramis Small/Mid Cap Core Fund | Common Collective Trust Fund | | | | 31,555,609 |
|
* | Pyramis Select Intl. Equity Fund | Common Collective Trust Fund | | | | 62,105,711 |
|
| LifePath Index Retirement Non-Lendable Fund F | Common Collective Trust Fund | | | | 37,921,625 |
|
| LifePath Index 2015 Non-Lendable Fund F | Common Collective Trust Fund | | | | 35,604,201 |
|
| LifePath Index 2020 Non-Lendable Fund F | Common Collective Trust Fund | | | | 99,729,417 |
|
| LifePath Index 2025 Non-Lendable Fund F | Common Collective Trust Fund | | | | 107,086,588 |
|
| LifePath Index 2030 Non-Lendable Fund F | Common Collective Trust Fund | | | | 76,405,878 |
|
| LifePath Index 2035 Non-Lendable Fund F | Common Collective Trust Fund | | | | 57,162,273 |
|
| LifePath Index 2040 Non-Lendable Fund F | Common Collective Trust Fund | | | | 29,656,897 |
|
| LifePath Index 2045 Non-Lendable Fund F | Common Collective Trust Fund | | | | 11,770,622 |
|
| LifePath Index 2050 Non-Lendable Fund F | Common Collective Trust Fund | | | | 7,135,847 |
|
| | | | | | 918,984,796 |
|
| | | | | | |
* | NCR CORPORATION | COMMON STOCKS | | | $ | 33,006,970 |
|
| AAR CORP | COMMON STOCKS | | | | 207,348 |
|
| ACACIA RESEARCH - ACACIA TECH | COMMON STOCKS | | | | 689,036 |
|
| ACCENTURE PLC CL A | COMMON STOCKS | | | | 237,405 |
|
| ACCRETIVE HEALTH INC | COMMON STOCKS | | | | 297,786 |
|
| ACE LTD | COMMON STOCKS | | | | 612 |
|
| ACME PACKET INC | COMMON STOCKS | | | | 543,157 |
|
| ADVANCED INFO SERVICE NVDR | COMMON STOCKS | | | | 129,046 |
|
| AFLAC INC | COMMON STOCKS | | | | 891,088 |
|
| AIA GROUP LTD | COMMON STOCKS | | | | 241,973 |
|
| AIRCASTLE LTD | COMMON STOCKS | | | | 371,184 |
|
| ALIGN TECHNOLOGY INC | COMMON STOCKS | | | | 538,655 |
|
| ALLIANT TECHSYSTEMS INC | COMMON STOCKS | | | | 204,468 |
|
| ALLIANZ SE (REGD) | COMMON STOCKS | | | | 366,517 |
|
| AMARIN CORP PLC ADR | COMMON STOCKS | | | | 369,470 |
|
| AMAZON.COM INC | COMMON STOCKS | | | | 791,091 |
|
| AMERICAN EQY INVT LIFE HLD CO | COMMON STOCKS | | | | 207,570 |
|
| AMERICAN FINL GROUP INC OHIO | COMMON STOCKS | | | | 331,968 |
|
| AMERICAN GREETINGS CORP CL A | COMMON STOCKS | | | | 153,699 |
|
| AMERICAN PUBLIC EDUCATION INC | COMMON STOCKS | | | | 784,598 |
|
| AMERICAN STATES WATER CO | COMMON STOCKS | | | | 23,990 |
|
|
| | | | | | | | |
| AMERICAN VANGUARD CORP | COMMON STOCKS | | | | 398,783 |
|
| AMKOR TECHNOLOGY INC | COMMON STOCKS | | | | 164,050 |
|
| AMPCO-PITTSBURG CORP | COMMON STOCKS | | | | 177,822 |
|
| ANHEUSER BUSCH INBEV NV | COMMON STOCKS | | | | 245,742 |
|
| ANRITSU CORP | COMMON STOCKS | | | | 247,244 |
|
| ANWORTH MTG ASSET CORP | COMMON STOCKS | | | | 177,307 |
|
| APPLE INC | COMMON STOCKS | | | | 1,617,746 |
|
| ARIAD PHARMACEUTICALS INC | COMMON STOCKS | | | | 249,724 |
|
| ARUBA NETWORKS INC | COMMON STOCKS | | | | 205,944 |
|
| ASHFORD HOSPITALITY TR INC | COMMON STOCKS | | | | 270,810 |
|
| ASPEN INSURANCE HLDGS LTD | COMMON STOCKS | | | | 121,904 |
|
| ASSOCIATED BANC CORP | COMMON STOCKS | | | | 169,248 |
|
| ASTRA INTL TBK(UBS)(CWT)7/13 | COMMON STOCKS | | | | 226,136 |
|
| ASTRO MALAYSIA HOLDINGS BHD | COMMON STOCKS | | | | 40,273 |
|
| AVAGO TECHNOLOGIES LTD | COMMON STOCKS | | | | 204,524 |
|
| AVISTA CORP | COMMON STOCKS | | | | 118,139 |
|
| AXA SA | COMMON STOCKS | | | | 400,674 |
|
| BANCO LATINOAMERICANO COME-E | COMMON STOCKS | | | | 355,740 |
|
| BANK MANDIRI (PERSERO) PT | COMMON STOCKS | | | | 607 |
|
| BASF SE | COMMON STOCKS | | | | 232,250 |
|
| BAYER AG | COMMON STOCKS | | | | 1,647 |
|
| BENCHMARK ELECTRONICS INC | COMMON STOCKS | | | | 237,666 |
|
| BERKSHIRE HILLS BANCORP INC | COMMON STOCKS | | | | 116,914 |
|
| BIG LOTS INC | COMMON STOCKS | | | | 150,838 |
|
| BLACK BOX CORPORATION | COMMON STOCKS | | | | 158,730 |
|
| BLACKROCK INC | COMMON STOCKS | | | | 744,156 |
|
| BLACKROCK KELSO CAPITAL CORP | COMMON STOCKS | | | | 216,720 |
|
| BOB EVANS FARMS INC | COMMON STOCKS | | | | 201,000 |
|
| BOISE INC | COMMON STOCKS | | | | 205,905 |
|
| BOULDER BRANDS INC | COMMON STOCKS | | | | 191,952 |
|
| BRANDYWINE REALTY TRUST | COMMON STOCKS | | | | 370,576 |
|
| BROADSOFT INC | COMMON STOCKS | | | | 669,816 |
|
| BUMI RESOURCES TBK PT | COMMON STOCKS | | | | 754 |
|
| C T S CORP | COMMON STOCKS | | | | 43,726 |
|
| CACI INTERNATIONAL INC CL A | COMMON STOCKS | | | | 203,611 |
|
| CALAMOS ASSET MGMT INC CL A | COMMON STOCKS | | | | 117,327 |
|
| CAMBREX CORP | COMMON STOCKS | | | | 62,590 |
|
| CAPLEASE INC | COMMON STOCKS | | | | 190,801 |
|
| CAPSTEAD MORTGAGE CORP | COMMON STOCKS | | | | 164,780 |
|
| CARRIZO OIL & GAS INC | COMMON STOCKS | | | | 535,343 |
|
| CATO CORP CL A | COMMON STOCKS | | | | 106,977 |
|
| CAVIUM INC | COMMON STOCKS | | | | 539,777 |
|
| CBL & ASSOCIATES PPTYS INC | COMMON STOCKS | | | | 246,445 |
|
| CEC ENTERTAINMENT INC | COMMON STOCKS | | | | 205,778 |
|
| CELADON GRP INC | COMMON STOCKS | | | | 218,358 |
|
|
| | | | | | | | |
| CELGENE CORP | COMMON STOCKS | | | | 736,032 |
|
| CHEMICAL FINANCIAL CORP | COMMON STOCKS | | | | 133,056 |
|
| CHEVRON CORP | COMMON STOCKS | | | | 1,077,074 |
|
| CHINA COMMS CONSTRUCTION CO H | COMMON STOCKS | | | | 200,731 |
|
| CHINA RAILWAY CONS CORP LTD H | COMMON STOCKS | | | | 204,597 |
|
| CITIGROUP INC | COMMON STOCKS | | | | 989,000 |
|
| COGENT COMMUNICATIONS GROUP | COMMON STOCKS | | | | 373,786 |
|
| COGNIZANT TECH SOLUTIONS CL A | COMMON STOCKS | | | | 877,493 |
|
| COLGATE-PALMOLIVE CO | COMMON STOCKS | | | | 791,891 |
|
| COMMERZBANK AG | COMMON STOCKS | | | | 214,190 |
|
| COMMONWEALTH REIT | COMMON STOCKS | | | | 172,656 |
|
| COMMUNITY TRUST BANCORP INC | COMMON STOCKS | | | | 145,618 |
|
| COMMVAULT SYSTEMS INC | COMMON STOCKS | | | | 193,097 |
|
| COMPASS GROUP PLC | COMMON STOCKS | | | | 196,845 |
|
| COMSTOCK RESOURCES INC NEW | COMMON STOCKS | | | | 740,901 |
|
| COMTECH TELECOMMUNICATIONS NEW | COMMON STOCKS | | | | 106,596 |
|
| CONSOLIDATED GRAPHICS INC | COMMON STOCKS | | | | 157,140 |
|
| CONSTANT CONTACT INC | COMMON STOCKS | | | | 668,211 |
|
| CONVERGYS CORP | COMMON STOCKS | | | | 360,474 |
|
| COOPER TIRE & RUBBER COMPANY | COMMON STOCKS | | | | 210,488 |
|
| COPA HOLDINGS SA CL A | COMMON STOCKS | | | | 282,438 |
|
| CREDICORP LTD (USA) | COMMON STOCKS | | | | 252,083 |
|
| CSG SYSTEMS INTL INC | COMMON STOCKS | | | | 281,790 |
|
| CSL LIMITED | COMMON STOCKS | | | | 132,095 |
|
| CSS INDUSTRIES INC | COMMON STOCKS | | | | 203,577 |
|
| CUBIST PHARMACEUTICALS INC | COMMON STOCKS | | | | 232,802 |
|
| CURTISS WRIGHT CORPORATION | COMMON STOCKS | | | | 157,584 |
|
| DAIKIN INDUSTRIES LTD | COMMON STOCKS | | | | 207,147 |
|
| DELUXE CORP | COMMON STOCKS | | | | 348,192 |
|
| DEUTSCHE BANK AG (GERW) | COMMON STOCKS | | | | 391,649 |
|
| DIAGEO PLC | COMMON STOCKS | | | | 298,301 |
|
| DILLARDS INC CL A | COMMON STOCKS | | | | 159,163 |
|
| DOLE FOOD CO INC | COMMON STOCKS | | | | 94,054 |
|
| DOLLARAMA INC | COMMON STOCKS | | | | 211,052 |
|
| DYNEX CAP INC | COMMON STOCKS | | | | 132,328 |
|
| EAST WEST BANCORP INC | COMMON STOCKS | | | | 148,281 |
|
| EBAY INC | COMMON STOCKS | | | | 661,984 |
|
| EMC CORP | COMMON STOCKS | | | | 766,590 |
|
| EMERGENT BIOSOL | COMMON STOCKS | | | | 264,323 |
|
| EMERSON ELECTRIC CO | COMMON STOCKS | | | | 495,176 |
|
| ENCORE CAP GROUP INC | COMMON STOCKS | | | | 647,460 |
|
| ENDO HEALTH SOLUTIONS INC | COMMON STOCKS | | | | 131,350 |
|
| ENNIS INC | COMMON STOCKS | | | | 222,768 |
|
| ENTEGRIS INC | COMMON STOCKS | | | | 117,504 |
|
| EXACTTARGET INC | COMMON STOCKS | | | | 190,900 |
|
|
| | | | | | | | |
| EXPERIAN PLC | COMMON STOCKS | | | | 90,805 |
|
| FACEBOOK INC A | COMMON STOCKS | | | | 421,420 |
|
| FANUC CORPORATION | COMMON STOCKS | | | | 289,421 |
|
| FEDERAL MOGUL CORP CL A | COMMON STOCKS | | | | 67,368 |
|
| FIFTH THIRD BANCORP | COMMON STOCKS | | | | 726,275 |
|
| FINANCIAL ENGINES INC | COMMON STOCKS | | | | 188,284 |
|
| FINISAR CORP | COMMON STOCKS | | | | 132,030 |
|
| FIRST FINANCIAL HOLDINGS INC | COMMON STOCKS | | | | 36,624 |
|
| FIRST SOURCE CORP | COMMON STOCKS | | | | 159,048 |
|
| FIVE STAR QUALITY CARE INC | COMMON STOCKS | | | | 124,749 |
|
| FLUSHING FINANCIAL CORP | COMMON STOCKS | | | | 200,954 |
|
| FNB CORP PA | COMMON STOCKS | | | | 98,766 |
|
| FORD MOTOR CO | COMMON STOCKS | | | | 1,258,416 |
|
| FRANCESCA'S HOLDINGS CORP | COMMON STOCKS | | | | 413,673 |
|
| FRESH DEL MONTE PRODUCE INC | COMMON STOCKS | | | | 310,930 |
|
| FTI CONSULTING INC | COMMON STOCKS | | | | 311,520 |
|
| FUJI HEAVY INDUSTRIES LTD | COMMON STOCKS | | | | 285,658 |
|
| GALAXY ENT GROUP LTD | COMMON STOCKS | | | | 395,486 |
|
| GAMESA CORPORACION TECNOLOG SA | COMMON STOCKS | | | | 18 |
|
| GENCO SHIPPING & TRADING LTD | COMMON STOCKS | | | | 13,960 |
|
| GENERAL ELECTRIC CO | COMMON STOCKS | | | | 734,946 |
|
| GENERAL MOTORS CO | COMMON STOCKS | | | | 593,898 |
|
| GENWORTH FINANCIAL INC A | COMMON STOCKS | | | | 240,320 |
|
| GFI GROUP INC | COMMON STOCKS | | | | 65,124 |
|
| GLATFELTER | COMMON STOCKS | | | | 267,444 |
|
| GLAXOSMITHKLINE PLC SPONS ADR | COMMON STOCKS | | | | 863,359 |
|
| GLOBE SPECIALTY METALS INC | COMMON STOCKS | | | | 471,969 |
|
| GOODRICH PETRO CORP | COMMON STOCKS | | | | 635,596 |
|
| GREATBATCH INC | COMMON STOCKS | | | | 97,608 |
|
| GROUPON INC CLASS A | COMMON STOCKS | | | | 250,832 |
|
| GRUPO FIN SATAR MEXIC B SP ADR | COMMON STOCKS | | | | 215,194 |
|
| GRUPO TELEVISA (CPO) SPON ADR | COMMON STOCKS | | | | 301,949 |
|
| GT ADVANCED TECHNOLOGIES INC | COMMON STOCKS | | | | 64,628 |
|
| HAIN CELESTIAL GROUP INC | COMMON STOCKS | | | | 21,959 |
|
| HALCON RESOURCES CORP | COMMON STOCKS | | | | 40,551 |
|
| HALLIBURTON CO | COMMON STOCKS | | | | 648,703 |
|
| HARTFORD FINL SVCS GROUP INC | COMMON STOCKS | | | | 619,850 |
|
| HAWAIIAN HLDGS INC | COMMON STOCKS | | | | 245,061 |
|
| HAYNES INTL INC | COMMON STOCKS | | | | 337,414 |
|
| HELIX ENERGY SOL GRP INC | COMMON STOCKS | | | | 299,280 |
|
| HILL-ROM HOLDINGS INC | COMMON STOCKS | | | | 102,600 |
|
| HI-TECH PHARMACAL INC | COMMON STOCKS | | | | 150,414 |
|
| HON HAI PRECISI(CITI) CWT 1/17 | COMMON STOCKS | | | | 103,994 |
|
| HORACE MANN EDUCATORS CORP | COMMON STOCKS | | | | 315,368 |
|
| HORSEHEAD HOLDING CORP | COMMON STOCKS | | | | 453,589 |
|
|
| | | | | | | | |
| HOSPITALITY PROPERTY TR REIT | COMMON STOCKS | | | | 269,330 |
|
| HUNTINGTON BANCSHARES INC | COMMON STOCKS | | | | 146,604 |
|
| HYSTER-YALE MATRS | COMMON STOCKS | | | | 302,560 |
|
| ICICI BK (HSBC) CWT 11/2/22 | COMMON STOCKS | | | | 59,687 |
|
| ICICI BNK (UBSAG)(CWT) 1/20/15 | COMMON STOCKS | | | | 355,157 |
|
| IMATION CORP | COMMON STOCKS | | | | 44,365 |
|
| INDEPENDENT BANK CORP | COMMON STOCKS | | | | 7,245 |
|
| INDUSTRIAL & COM BK OF CHINA H | COMMON STOCKS | | | | 275,325 |
|
| INGLES MARKETS INC-CL A | COMMON STOCKS | | | | 191,586 |
|
| INGREDION INC | COMMON STOCKS | | | | 252,291 |
|
| INNERWORKINGS INC | COMMON STOCKS | | | | 219,929 |
|
| INNOSPEC INC | COMMON STOCKS | | | | 106,919 |
|
| INPHI CORP | COMMON STOCKS | | | | 478,473 |
|
| INSULET CORP | COMMON STOCKS | | | | 232,041 |
|
| INTERCONTINENTAL HOTELS GP PLC | COMMON STOCKS | | | | 211,880 |
|
| INTERNAP NETWORK SERVICES CORP | COMMON STOCKS | | | | 213,613 |
|
| INTERNATIONAL BANCSHARES CORP | COMMON STOCKS | | | | 175,085 |
|
| INTERXION HOLDING NV | COMMON STOCKS | | | | 79,596 |
|
| INVACARE CORP | COMMON STOCKS | | | | 81,500 |
|
| INVESCO LTD | COMMON STOCKS | | | | 332,908 |
|
| IPG PHOTONICS CORP | COMMON STOCKS | | | | 609,514 |
|
| ISUZU MOTORS LTD | COMMON STOCKS | | | | 418,780 |
|
| ITAU UNIBANCO HLDG SA SPON ADR | COMMON STOCKS | | | | 235,584 |
|
| ITC LTD (UBS) (CWT) 05/02/13 | COMMON STOCKS | | | | 80,502 |
|
| ITT CORP | COMMON STOCKS | | | | 147,798 |
|
| JAPAN TOBACCO INC | COMMON STOCKS | | | | 115,473 |
|
| JAZZ PHARMA PLC | COMMON STOCKS | | | | 207,480 |
|
| JOHNSON & JOHNSON | COMMON STOCKS | | | | 1,046,243 |
|
| JOURNAL COMMUNICATIONS INC A | COMMON STOCKS | | | | 259,139 |
|
| JPMORGAN CHASE & CO | COMMON STOCKS | | | | 1,246,550 |
|
| KABEL DEUTSCHLAND HOLDING AG | COMMON STOCKS | | | | 248,426 |
|
| KADANT INC | COMMON STOCKS | | | | 153,758 |
|
| KASIKORNBANK PCL NVDR | COMMON STOCKS | | | | 231,998 |
|
| KINDRED HEALTHCARE INC | COMMON STOCKS | | | | 139,578 |
|
| KNIGHT CAP GROUP INC CL A | COMMON STOCKS | | | | 82,836 |
|
| KRONOS WORLDWIDE INC | COMMON STOCKS | | | | 191,100 |
|
| KROTON EDUCACIONAL SA | COMMON STOCKS | | | | 101,648 |
|
| KUBOTA CORP | COMMON STOCKS | | | | 324,361 |
|
| KUNLUN ENERGY COMPANY LTD | COMMON STOCKS | | | | 187,876 |
|
| L&T LTD (HSBC) CWT 11/2/22 | COMMON STOCKS | | | | 131,818 |
|
| LARSEN&TOUBRO(UBS)P-NOTE 02/15 | COMMON STOCKS | | | | 85,974 |
|
| LENDER PROCESSING SVCS INC | COMMON STOCKS | | | | 142,796 |
|
| LENDER PROCESSING SVCS INC | COMMON STOCKS | | | | 575,123 |
|
| LEXMARK INTERNATIONAL INC CL A | COMMON STOCKS | | | | 194,796 |
|
| LIFE TIME FITNESS INC | COMMON STOCKS | | | | 334,628 |
|
|
| | | | | | | | |
| LLOYDS BANKING GROUP PLC | COMMON STOCKS | | | | 335,835 |
|
| LOWES COS INC | COMMON STOCKS | | | | 873,792 |
|
| LUNDIN PETROLEUM AB | COMMON STOCKS | | | | 194,624 |
|
| LYONDELLBASELL INDS CLASS A | COMMON STOCKS | | | | 710,770 |
|
| M/I HOMES INC | COMMON STOCKS | | | | 343,440 |
|
| MAGELLAN HLTH SERVICES INC | COMMON STOCKS | | | | 122,500 |
|
| MAGNIT OJSC GDR REGS | COMMON STOCKS | | | | 287,597 |
|
| MAIDEN HLDGS LTD | COMMON STOCKS | | | | 126,822 |
|
| MAINSOURCE FINACIAL GROUP INC | COMMON STOCKS | | | | 215,390 |
|
| MANITOWOC CO INC | COMMON STOCKS | | | | 411,443 |
|
| MARVELL TECHNOLOGY GROUP LTD | COMMON STOCKS | | | | 679,536 |
|
| MASTEC INC | COMMON STOCKS | | | | 420,694 |
|
| MATERION CORP | COMMON STOCKS | | | | 78,449 |
|
| MCDONALDS CORP | COMMON STOCKS | | | | 1,076,162 |
|
| MEDIDATA SOLUTIONS INC | COMMON STOCKS | | | | 195,558 |
|
| MEDIFAST INC | COMMON STOCKS | | | | 406,802 |
|
| MEDTRONIC INC | COMMON STOCKS | | | | 767,074 |
|
| METLIFE INC | COMMON STOCKS | | | | 843,264 |
|
| MFA FINANCIAL INC | COMMON STOCKS | | | | 356,499 |
|
| MICROSOFT CORP | COMMON STOCKS | | | | 815,933 |
|
| MITSUBISHI UFJ FINL GRP INC | COMMON STOCKS | | | | 360,244 |
|
| MOBILE MINI INC | COMMON STOCKS | | | | 321,324 |
|
| MONTPELIER RE HOLDINGS LTD | COMMON STOCKS | | | | 326,245 |
|
| MYRIAD GENETICS INC | COMMON STOCKS | | | | 181,076 |
|
| NACCO INDUSTRIES INC CL A | COMMON STOCKS | | | | 188,139 |
|
| NASH-FINCH CO | COMMON STOCKS | | | | 112,784 |
|
| NATIONAL AUSTRALIA BANK LTD | COMMON STOCKS | | | | 180,535 |
|
| NATIONSTAR MORTGAGE HLDGS INC | COMMON STOCKS | | | | 649,496 |
|
| NEENAH PAPER INC | COMMON STOCKS | | | | 316,017 |
|
| NELNET INC CL A | COMMON STOCKS | | | | 372,375 |
|
| NEWS CORP LTD CL B | COMMON STOCKS | | | | 396,224 |
|
| NIELSEN HOLDINGS BV | COMMON STOCKS | | | | 100,947 |
|
| NN INC | COMMON STOCKS | | | | 120,912 |
|
| NORFOLK SOUTHERN CORP | COMMON STOCKS | | | | 576,658 |
|
| NOVARTIS AG (REG) | COMMON STOCKS | | | | 318,765 |
|
| NOVO-NORDISK AS CL B | COMMON STOCKS | | | | 104,098 |
|
| OLD NATIONAL BANCORP (IND) | COMMON STOCKS | | | | 170,928 |
|
| OM GROUP INC | COMMON STOCKS | | | | 270,840 |
|
| OMEGA PROTEIN CORP | COMMON STOCKS | | | | 64,872 |
|
| ORASURE TECHNOLOGIES INC | COMMON STOCKS | | | | 245,089 |
|
| ORBITAL SCIENCES CORP | COMMON STOCKS | | | | 108,783 |
|
| ORIENTAL FINANCIAL GROUP INC | COMMON STOCKS | | | | 256,016 |
|
| ORIX CORP | COMMON STOCKS | | | | 361,271 |
|
| OVERSEA-CHINESE BKG CORP LTD | COMMON STOCKS | | | | 103,549 |
|
| PACCAR INC | COMMON STOCKS | | | | 428,365 |
|
|
| | | | | | | | |
| PANDORA MEDIA INC | COMMON STOCKS | | | | 251,670 |
|
| PAREXEL INTERNATIONAL CORP | COMMON STOCKS | | | | 175,321 |
|
| PARKER DRILLING CO | COMMON STOCKS | | | | 155,020 |
|
| PARKER HANNIFIN CORP | COMMON STOCKS | | | | 544,384 |
|
| PDL BIOPHARMA INC | COMMON STOCKS | | | | 158,625 |
|
| PENNSYLVANIA RE INVSTMENT TR | COMMON STOCKS | | | | 123,480 |
|
| PEPSICO INC | COMMON STOCKS | | | | 3,548 |
|
| PFIZER INC | COMMON STOCKS | | | | 870,276 |
|
| PHARMERICA CORP | COMMON STOCKS | | | | 232,112 |
|
| PHH CORP | COMMON STOCKS | | | | 127,400 |
|
| PHH CORP | COMMON STOCKS | | | | 290,631 |
|
| PHILIPS ELEC (KON) NV | COMMON STOCKS | | | | 249,684 |
|
| PHILLIPS 66 | COMMON STOCKS | | | | 667,733 |
|
| POLYPORE INTERNATIONAL INC | COMMON STOCKS | | | | 618,450 |
|
| POPULAR INC | COMMON STOCKS | | | | 297,297 |
|
| PORTLAND GENERAL ELECTRIC CO | COMMON STOCKS | | | | 315,333 |
|
| POWER INTEGRATIONS INC | COMMON STOCKS | | | | 196,282 |
|
| PRADA SPA | COMMON STOCKS | | | | 246,155 |
|
| PROTECTIVE LIFE CORP | COMMON STOCKS | | | | 208,634 |
|
| PRUDENTIAL PLC | COMMON STOCKS | | | | 262,437 |
|
| PULSE ELECTRONICS CORP | COMMON STOCKS | | | | 3,540 |
|
| QLIK TECHNOLOGIES INC | COMMON STOCKS | | | | 317,438 |
|
| QUALCOMM INC | COMMON STOCKS | | | | 781,452 |
|
| QUESTCOR PHARMACEUTICALS INC | COMMON STOCKS | | | | 96,192 |
|
| QUICKSILVER RES INC | COMMON STOCKS | | | | 454,620 |
|
| RADIOSHACK CORP | COMMON STOCKS | | | | 27,136 |
|
| REALOGY HOLDINGS CORP | COMMON STOCKS | | | | 331,484 |
|
| RENT A CTR INC | COMMON STOCKS | | | | 162,479 |
|
| REPUBLIC BANCORP INC KY CL A | COMMON STOCKS | | | | 140,547 |
|
| RIO TINTO LTD | COMMON STOCKS | | | | 445,357 |
|
| ROCK TENN COMPANY CL A | COMMON STOCKS | | | | 132,829 |
|
| ROYAL DUTCH SHELL PLC CL A(NL) | COMMON STOCKS | | | | 268,124 |
|
| RYDER SYSTEM INC | COMMON STOCKS | | | | 64,909 |
|
| SAMSUNG ELECTRONICS CO LTD | COMMON STOCKS | | | | 404,631 |
|
| SAP AG | COMMON STOCKS | | | | 362,650 |
|
| SBERBANK-SPONSORED ADR | COMMON STOCKS | | | | 68,425 |
|
| SCHLUMBERGER LTD | COMMON STOCKS | | | | 329,719 |
|
| SCHOLASTIC CORP | COMMON STOCKS | | | | 218,744 |
|
| SCICLONE PHARMACEUTICALS INC | COMMON STOCKS | | | | 90,510 |
|
| SCORPIO TANKERS INC | COMMON STOCKS | | | | 510,334 |
|
| SELECT MEDICAL HLDGS CORP | COMMON STOCKS | | | | 136,735 |
|
| SINCLAIR BROADCAST GROUP CL A | COMMON STOCKS | | | | 210,754 |
|
| SKILLED HEALTHCARE GROUP CL A | COMMON STOCKS | | | | 128,935 |
|
| SKYWEST INC | COMMON STOCKS | | | | 230,510 |
|
| SODASTREAM INTERNATIONAL LTD | COMMON STOCKS | | | | 661,679 |
|
|
| | | | | | | | |
| SOURCEFIRE INC | COMMON STOCKS | | | | 231,614 |
|
| SOUTHERN COPPER CORP | COMMON STOCKS | | | | 310,452 |
|
| SOUTHSIDE BANCSHARES INC | COMMON STOCKS | | | | 116,209 |
|
| SOUTHWESTERN ENERGY CO | COMMON STOCKS | | | | 571,311 |
|
| SPECTRANETICS CORP | COMMON STOCKS | | | | 199,912 |
|
| STAGE STORES INC | COMMON STOCKS | | | | 257,712 |
|
| STANCORP FINL GROUP INC | COMMON STOCKS | | | | 286,026 |
|
| STANDARD CHARTERED PLC (UK) | COMMON STOCKS | | | | 108,326 |
|
| STANDARD MOTOR PRODUCTS INC | COMMON STOCKS | | | | 175,538 |
|
| STANLEY BLACK & DECKER INC | COMMON STOCKS | | | | 586,212 |
|
| STEELCASE INC CLASS A | COMMON STOCKS | | | | 219,128 |
|
| STEVEN MADDEN LTD | COMMON STOCKS | | | | 194,865 |
|
| SUBSEA 7 SA | COMMON STOCKS | | | | 207,405 |
|
| SUNCOR ENERGY INC | COMMON STOCKS | | | | 213,748 |
|
| SUSQUEHANNA BANCSHARES INC PA | COMMON STOCKS | | | | 242,088 |
|
| SWATCH GROUP AG (BR) | COMMON STOCKS | | | | 1,107 |
|
| SYNGENTA AG (SWIT) | COMMON STOCKS | | | | 252,535 |
|
| TAIWAN SEMI MANF(JPM)(CWT)5/16 | COMMON STOCKS | | | | 300,361 |
|
| TAL INTL GROUP INC | COMMON STOCKS | | | | 149,158 |
|
| TECH DATA CORP | COMMON STOCKS | | | | 291,392 |
|
| TECHTRONIC INDUSTRIES CO LTD | COMMON STOCKS | | | | 215,840 |
|
| TELECOMMUNICATION SYST INC A | COMMON STOCKS | | | | 91,884 |
|
| TELEKOMUNIKASI INDO B (DEMAT) | COMMON STOCKS | | | | 154,351 |
|
| TENNECO INC | COMMON STOCKS | | | | 365,671 |
|
| TESLA MOTORS INC | COMMON STOCKS | | | | 559,566 |
|
| TESORO CORP | COMMON STOCKS | | | | 339,185 |
|
| TEXAS INSTRUMENTS INC | COMMON STOCKS | | | | 618,026 |
|
| THAILAND BG(UBSAG)(CWT)2/17/13 | COMMON STOCKS | | | | 289,437 |
|
| TOKYU LAND CORP | COMMON STOCKS | | | | 223,997 |
|
| TORONTO-DOMINION BANK | COMMON STOCKS | | | | 210,491 |
|
| TRANSOCEAN LTD | COMMON STOCKS | | | | 186,191 |
|
| TUMI HOLDINGS INC | COMMON STOCKS | | | | 184,147 |
|
| TURKIYE GARANTI BANKASI AS | COMMON STOCKS | | | | 209,373 |
|
| TUTOR PERINI CORP | COMMON STOCKS | | | | 150,700 |
|
| UBS AG (CWT) 2/04/16 | COMMON STOCKS | | | | 267,937 |
|
| UBSPHILB (UBS) (CWT) 4/20/2013 | COMMON STOCKS | | | | 248,014 |
|
| UNILEVER PLC ORD | COMMON STOCKS | | | | 100,737 |
|
| UNIT CORP | COMMON STOCKS | | | | 351,390 |
|
| UNITED CONTINENTAL HLDGS INC | COMMON STOCKS | | | | 708,999 |
|
| UNITED ONLINE INC | COMMON STOCKS | | | | 183,911 |
|
| UNITED RENTALS INC | COMMON STOCKS | | | | 538,274 |
|
| UNITED TECHNOLOGIES CORP | COMMON STOCKS | | | | 893,909 |
|
| UNITEDHEALTH GROUP INC | COMMON STOCKS | | | | 678,000 |
|
| USA MOBILITY INC | COMMON STOCKS | | | | 115,632 |
|
| USANA HEALTH SCIENCES INC | COMMON STOCKS | | | | 111,962 |
|
|
| | | | | | | | |
| USEC INC | COMMON STOCKS | | | | 26,129 |
|
| VAALCO ENERGY INC | COMMON STOCKS | | | | 244,795 |
|
| VALE SA ADR | COMMON STOCKS | | | | 209,600 |
|
| VALIDUS HOLDING | COMMON STOCKS | | | | 283,556 |
|
| VIACOM INC CL B | COMMON STOCKS | | | | 783,189 |
|
| VIRGIN MEDIA INC | COMMON STOCKS | | | | 279,300 |
|
| VISHAY INTERTECHNOLOGY INC | COMMON STOCKS | | | | 285,947 |
|
| VISTAPRINT NV | COMMON STOCKS | | | | 251,576 |
|
| VONAGE HOLDINGS CORP | COMMON STOCKS | | | | 143,385 |
|
| VOPAK (KON) NV | COMMON STOCKS | | | | 257,401 |
|
| W&T OFFSHORE INC | COMMON STOCKS | | | | 144,270 |
|
| WABASH NATIONAL CORP | COMMON STOCKS | | | | 760,181 |
|
| WALTER ENERGY INC | COMMON STOCKS | | | | 336,016 |
|
| WEBSTER FINANCIAL | COMMON STOCKS | | | | 131,520 |
|
| WELLS FARGO & CO | COMMON STOCKS | | | | 864,754 |
|
| WESTERN REFINING INC | COMMON STOCKS | | | | 318,547 |
|
| WISDOMTREE INVESTMENTS INC | COMMON STOCKS | | | | 530,420 |
|
| WOLSELEY PLC | COMMON STOCKS | | | | 325,288 |
|
| WORTHINGTON INDUSTRIES INC | COMMON STOCKS | | | | 106,559 |
|
| | | | | | 140,358,977 |
|
| | | | | | |
| SSBK STIF | MONEY MARKET | | | | 28,541,490 |
|
| JP MORGAN | MONEY MARKET | | | | 22,334,442 |
|
| | | | | | 50,875,932 |
|
* | NOTES RECEIVABLE FROM PARTICIPANTS | Notes receivable from participants (1) | | | 12,996,363 |
|
| | | | | $ | 1,123,216,068 |
|
(1 | ) | Interest rates are between 4.25% - 10.50%. The notes are due at various dates through January 18, 2017. |
* | 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 14, 2013 | | | |
Exhibit Index
Exhibit No. 23 Consent of PricewaterhouseCoopers LLP