Nordstrom Inc.

06/11/2021 | Press release | Distributed by Public on 06/11/2021 15:03

Annual Report of Employee Stock Purchase/Savings Plan (SEC Filing - 11-K)

Exhibit 99.1


Nordstrom 401(k) Plan
Employer ID No: 91-0515058
Plan Number: 001
Report of Independent Registered Public Accounting Firm and
Financial Statements as of December 31, 2020 and 2019
and for the Year Ended December 31, 2020,
with Supplementary Information

Table of Contents
NORDSTROM 401(k) PLAN
PLAN YEAR ENDED December 31, 2020
TABLE OF CONTENTS
Page
DEFINITIONS
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
3
FINANCIAL STATEMENTS
Statements of Net Assets Available for Benefits as of December 31, 2020 and 2019
4
Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2020
5
Notes to Financial Statements
Note 1: Description of the Plan
6
Note 2: Summary of Significant Accounting Policies
8
Note 3: Fair Value Measurements
9
Note 4: Party-in-Interest Transactions
10
Note 5: Federal Income Tax Status
10
Note 6: Plan Termination
10
Note 7: Excess Contributions Payable to Participants
10
Note 8: Reconciliation of Financial Statements to Form 5500
10
SUPPLEMENTARY INFORMATION
Schedule H, Line 4(a) - Schedule of Delinquent Participant Contributions as of December 31, 2020
11
Schedule H, Line 4(i) - Schedule of Assets (Held at End of Year) as of December 31, 2020
12
All 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.
DEFINITIONS
Term Definition
BNYM Bank of New York Mellon
Board Nordstrom, Inc.'s Board of Directors
CARES Act Coronavirus Aid, Relief and Economic Security Act
Company Nordstrom, Inc. and its participating subsidiaries
CCT Common/collective trust
DOL Department of Labor
ERISA Employee Retirement Income Security Act of 1974
GAAP Generally accepted accounting principles
IRA Individual Retirement Account
IRC Internal Revenue Code
IRS Internal Revenue Service
NAV Net asset value
Plan Nordstrom 401(k) Plan
Plan Administrator Nordstrom Retirement Committee
PTE Prohibited Transaction Exemption
QACA Qualified Automatic Contribution Arrangement
VFCP Voluntary Fiduciary Correction Program
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Report of Independent Registered Public Accounting Firm

To the Retirement Committee, Plan Administrator, and Participants of
Nordstrom 401(k) Plan

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of the Nordstrom 401(k) Plan (the 'Plan') as of December 31, 2020 and 2019, the related statement of changes in net assets available for benefits for the year ended December 31, 2020, and the related notes (collectively referred to as the 'financial statements'). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2020 and 2019, and the changes in net assets available for benefits for the year ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on the Plan's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ('PCAOB') and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Opinion on the Supplementary Information

The supplementary information included in Schedule H, line 4(i) - schedule of assets (held at end of year) and the Schedule H, line 4(a) - schedule of delinquent participant contributions as of and for the year endedDecember 31, 2020, have been subjected to audit procedures performed in conjunction with the audit of the Plan's financial statements. The supplementary information are the responsibility of the Plan's management. Our audit procedures included determining whether the supplementary information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplementary information. In forming our opinion on the supplementary information, we evaluated whether the supplementary information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income and Security Act of 1974. In our opinion, the supplementary information is fairly stated, in all material respects, in relation to the financial statements as a whole.

/s/ Moss Adams LLP
San Francisco, California
June 11, 2021

We have served as the Plan's auditor since 2016.
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NORDSTROM 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
(Amounts in thousands)
December 31,
2020 2019
Assets
Participant-directed investments at fair value (see Note 3: Fair Value Measurements) $3,769,501 $3,513,264
Company contributions receivable - 84,512
Notes receivable from participants 80,364 97,287
Accrued income and broker receivable 16,635 26,661
Total assets 3,866,500 3,721,724
Liabilities
Administrative expenses and other payables 1,504 1,735
Excess contributions payable to participants 1,098 2,988
Due to broker for securities purchased 29,736 14,128
Total liabilities 32,338 18,851
Net assets available for benefits $3,834,162 $3,702,873
The accompanying Notes to Financial Statements are an integral part of these financial statements.
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NORDSTROM 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(Amounts in thousands)
Plan year ended December 31, 2020
Additions
Contributions
Company contributions $-
Employee contributions 145,949
Total contributions 145,949
Investment income
Net appreciation in fair value of investments 471,520
Interest and dividends 35,945
Total investment income 507,465
Total additions 653,414
Deductions
Benefit payments to participants 519,407
Administrative expenses and other, net 2,718
Total deductions 522,125
Net increase in net assets 131,289
Net assets available for benefits at beginning of year 3,702,873
Net assets available for benefits at end of year $3,834,162
The accompanying Notes to Financial Statements are an integral part of these financial statements.
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NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
NOTE 1: DESCRIPTION OF THE PLAN
The Nordstrom 401(k) Plan, as amended, was originally established on January 1, 1953 and is a defined contribution plan. The following description of the Plan's provisions is for informational purposes only and does not bind the Plan. Participants should refer to the Plan documents for a more complete description of the Plan's provisions.
General
The Plan covers substantially all employees of the Company. For Company contributions, participation begins on the first of the month coinciding with or following the first anniversary of the employee's original hire date. For elective salary deferrals (401(k) contributions), participation begins on the employee's hire date. The Plan is subject to the provisions of ERISA.
The Plan contains eligibility provisions to ensure that all eligible employees enter the Plan by the latest participation date required under the applicable provisions of the IRC. Eligible employees who neither make an affirmative salary deferral election nor affirmatively opt out of the Plan are automatically enrolled in the Plan beginning on the first of the month coinciding with or following the first anniversary of their original hire date with a salary deferral contribution equal to 2% of eligible compensation. Employees have the option to elect a zero salary deferral or to change their salary deferral percentage at any time in accordance with the Plan.
For the Plan years ended December 31, 2020 and 2019, to qualify for Company contributions, eligible participants must work at least 1,000 hours during the payroll calendar year and be employed on the last day of the Plan year. The 'last day' requirement is waived if the participant terminates employment due to retirement, disability, or death.
Plan Year
The Plan operates on a calendar year ending on December 31. References to 2020 and 2019 relate to the Plan years ended December 31, 2020 and December 31, 2019.
Trustees and Administrator of the Plan
BNYM is the asset trustee of the Plan and Alight Solutions provides recordkeeping services for the Plan.
The Plan is administered by the Company in conjunction with the Plan Administrator, a committee appointed by the Board.
Plan Contributions
Contributions to the Plan are made through employee contributions, including catch-up contributions, Company contributions and participant rollover contributions.
Employee Contributions- Eligible employees may elect to defer eligible compensation on a pre-tax basis, after-tax basis ('Roth') or a combination of both. The maximum elective salary deferral is 50% for non-highly compensated employees and 16% for highly compensated employees. However, that percentage can be reduced for highly compensated employees as required to satisfy applicable non-discrimination testing requirements. Employees age 50 and over are allowed a catch-up contribution on a pre-tax basis, Roth or a combination of both, beginning in the year they turn age 50. For all employees, the IRS limited participant contributions to a maximum of $19.5 in 2020 and $19.0 in 2019. For those age 50 and over, the IRS limited participant contributions to a maximum of $26.0 in 2020 and $25.0 in 2019.
Company Contributions- The Company intends to match employee contributions dollar for dollar up to 4% of the participant's eligible compensation, at the discretion of the Board. Catch-up contributions are not eligible for matching contributions. Depending on Company performance and at the discretion of the Board, the Company may also make an additional profit-based matching contribution of up to 50 cents per dollar on the first 4% of eligible compensation contributed. Due to COVID-19 and the steps the Company took to strengthen the Company's financial flexibility, we temporarily paused our employer match contribution and incurred no expenses related to Company contributions in 2020, which the Board approved in 2020 and ratified in 2021.
Participant Rollover Contributions- Participants eligible for a withdrawal from another eligible retirement plan or traditional IRA may roll over all or part of that amount into the Plan. Participants may not roll over amounts from a Roth IRA into the Plan.
Investments
Participants can direct the investment of their accounts (including employee and Company contributions) among various funds, debt securities and Company common stock. The funds as of December 31, 2020 and 2019 include a variety of mutual funds, CCT funds, separately managed funds, and custom target retirement date funds. The available funds are regularly reviewed by the Plan Administrator and are subject to change at any time.
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NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
Participation in Investment Activity
Individual accounts are credited daily with a pro-rata share of investment income or loss experienced by the respective funds into which their account balances have been directed. This income or loss is included in net appreciation or depreciation in fair value of investments on the Statement of Changes in Net Assets Available for Benefits.
Vesting in the Plan
Employees who terminate employment due to retirement, disability or death are 100% vested in their Plan accounts, regardless of years of service. The Plan defines 'retirement' as age 60 or older for the purposes of vesting. On termination of employment for reasons other than retirement, disability or death, the amounts credited to the accounts of participants are vested as follows:
Employee Contributions - Employee contributions (salary deferral, catch-up and rollover contributions) are always 100% vested.
Company Matching Contributions - Company matching contributions, including the profit-based matching contribution, for employees vest as follows:
Years of Service Vesting Percentage
Less than one 0%
One 33%
Two 67%
Three or more 100%
Forfeitures
When a participant terminates, the unvested portion of the participant's account represents a forfeiture, unless the participant resumes service with the Company within five years. At December 31, 2020 and 2019, forfeited unvested accounts were $1,286 and $1,363. Forfeitures of unvested Company matching contributions from terminated participant accounts can be used to offset Company matching contributions or to pay Plan administrative expenses, as determined by the Plan Administrator. In January 2021 and March 2020, the Plan used forfeitures of $1,227 and $1,361 to offset 2021 and 2019 Company matching contributions.
Benefit Payments
On termination of service, a participant (or participant's beneficiary in the case of death) may elect to roll over the value of the vested interest in his or her account to another qualified plan, to receive the value as a lump-sum distribution or elect to remain in the Plan, if the vested account balance exceeds $1 (subject to required distributions under Section 401(a)(9) of the IRC). When an active participant reaches age 59½ and continues to work for the Company, the participant is eligible to receive a partial or full distribution of their account.
Participant Loans (Notes Receivable from Participants)
Participants may borrow a minimum of $1 from their account up to a maximum that is equal to the lesser of:
•50% of their vested account balance, less the balance of any other outstanding loans from the Plan as of the loan request date, or
•$50 less the highest outstanding principal balance of any loans, from this Plan or any other qualified Plan of the employer or a related employer, during the one-year period immediately preceding the loan request date.
Loan terms are a maximum of five years or, if for the purchase of a principal residence, up to 20 years. The loans are secured by the balance in the participant's account. The interest rate for a loan is determined at the time it is approved. The rate will be the prime rate as reported by the Wall Street Journal on the 15th day of the prior month, plus 1%. Interest rates for participant loans outstanding at December 31, 2020 range from 4.25% to 10.5% with various maturities through January 2041. Principal and interest is paid through payroll deductions, following the participant's bi-weekly, semi-monthly or weekly payroll cycle. A participant may have a maximum of two loans outstanding at any one time.
Participants may make monthly loan repayments during approved leaves of absence. Alternatively, payment obligations may be suspended during approved leaves of absence not longer than one year and during periods of qualified military service. Participants may continue to make loan repayments after termination of employment under procedures established by the Plan Administrator. If the participant does not make a payment by the required due date, the loan balances will be deemed distributed and become taxable income to the participant.
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NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
Subsequent Event
The Plan monitors significant events occurring after the balance sheet date and prior to the issuance of the financial statements to determine the impacts, if any, of events on the financial statements to be issued. The Plan has evaluated subsequent events through the date which the financial statements are issued.
In 2020, the Board of Directors approved an amendment to the Plan adopting certain QACA safe harbor provisions effective January 1, 2021. The Plan was restated in 2021 to incorporate these provisions, as well as amendments to adopt provisions of the CARES Act and other technical and administrative changes. The amendment was filed with the SEC with our Form 10-Q on June 4, 2021. Additionally, subsequent to 2020, employer matching contributions resumed under the new provisions of the amendment.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements have been prepared in accordance with GAAP.
Use of Estimates
The preparation of financial statements in conformity with GAAP in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities during the reporting period. Uncertainties regarding such estimates and assumptions are inherent in the preparation of financial statements and actual results may differ from these estimates and assumptions.
Risks and Uncertainties
The Plan holds various investment instruments, including, but not limited to, common stock, debt securities, mutual funds and CCTs. Investment securities, in general, are exposed to various risks, such as interest rate risk, credit risk and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and such changes could materially affect participants' account balances and the amounts reported in the financial statements.
Investment Valuation and Income Recognition
The Plan's investments are held by the trustee and are recorded at fair value as follows:
•Common stock is valued at quoted market prices as of the last trading day of the Plan year.
•Shares of mutual funds are valued at quoted market prices as of the last trading day of the Plan year.
•CCTs are measured using the NAV practical expedient of the CCT as reported by the CCT managers. The NAV practical expedient is based on the fair value of the underlying assets owned by the CCT, less its liabilities, and divided by the number of units outstanding.
•Investments in debt securities are valued using the market approach and observable inputs, such as observable trade prices, multiple broker/dealer quotes, related yield curves and other assumptions about the securities.
•Self-directed brokerage accounts allow participants to invest all or a portion of their account in investments of their choice. The fair value is based on the underlying investments, which may include common stock, mutual funds and debt securities.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on an accrual basis. Dividends are recorded when earned.
Net realized gains or losses on investment sales represent the difference between the sale proceeds and cost of the investments, or the adjusted market price. Net unrealized appreciation or depreciation on investments held at the end of the Plan year represents the net change in the fair value of investments during the year. The Statement of Changes in Net Assets Available for Benefits presents the net appreciation or depreciation in fair value of investments, which consists of realized and unrealized gains and losses.
Notes Receivable from Participants
Participant loans are included in notes receivable from participants on the Statements of Net Assets Available for Benefits and are measured at their unpaid principal balance plus any accrued unpaid interest. Delinquent participant loans are recorded as distributions based on the terms of the Plan document.
Benefit Payments
Benefits are recorded when paid. Amounts allocated to former participants who have withdrawn from the Plan, but have not yet been paid as of December 31, 2020 and 2019 were $907 and $261.
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NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
Administrative Expenses
Substantially all of the administrative expenses, including recordkeeping, trustee and other fees, incurred in connection with the Plan are paid by the Plan through an allocation to participant accounts.
In 2020, the Trunk Club, Inc. 401(k) Plan merged all assets totaling $7,803 into the Nordstrom 401(k) Plan. The amounts related to the merger were classified as administrative expenses and other, net on the Statement of Changes in Net Assets Available for Benefits.
NOTE 3: FAIR VALUE MEASUREMENTS
The Plan discloses its assets that are measured at fair value in the Statements of Net Assets Available for Benefits by level within the fair value hierarchy as defined by applicable accounting standards:
Level 1: Quoted market prices in active markets for identical assets or liabilities
Level 2: Other observable market-based inputs or unobservable inputs that are corroborated by market data
Level 3: Unobservable inputs that cannot be corroborated by market data that reflect the reporting entity's own
assumptions
The following tables set forth, by level within the fair value hierarchy, a summary of the Plan's investments that were measured at fair value on a recurring basis as of December 31, 2020 and 2019. There have been no changes in the methodologies used at December 31, 2020 and 2019.
December 31, 2020
Level 1 Level 2 Total
Fair value hierarchy:
Common stock $1,060,718 $- $1,060,718
Debt securities 18,841 179,762 198,603
Mutual funds 831,404 - 831,404
Brokerage securities 37,325 4,911 42,236
Other1
(5,328) - (5,328)
Total assets in fair value hierarchy $1,942,960 $184,673 $2,127,633
Investments measured at NAV practical expedient 1,641,868
Total participant-directed investments at fair value $3,769,501
1 Other primarily includes pending receivable transactions for dividends and interest.
December 31, 2019
Level 1 Level 2 Total
Fair value hierarchy:
Common stock $1,039,179 $- $1,039,179
Debt securities 46,708 142,990 189,698
Mutual funds 1,277,946 - 1,277,946
Brokerage securities 26,213 5,285 31,498
Other1
(3,751) - (3,751)
Total assets in fair value hierarchy $2,386,295 $148,275 $2,534,570
Investments measured at NAV practical expedient 978,694
Total participant-directed investments at fair value $3,513,264
1 Other primarily includes pending receivable transactions for dividends and interest.
The Plan's NAV funds are primarily composed of CCT's, which are measured daily and may be redeemed daily with no restrictions related to the redemption notice period.
The Plan did not have any Level 3 measurements as of December 31, 2020 and 2019. During 2020, there were no transfers in or out of Levels 1, 2 or 3.
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NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
NOTE 4: PARTY-IN-INTEREST TRANSACTIONS
As of December 31, 2020 and 2019, Plan investments included units held in a collective trust managed by BNYM, BNYM common stock and interest-bearing cash managed by BNYM. Transactions with this entity qualify as exempt party-in-interest transactions. Fees paid by the Plan to BNYM were $709 for 2020 and fees payable to BNYM were $125 as of December 31, 2020. Fees paid by the Plan to Alight Solutions for recordkeeping fees were $1,818 for 2020 and fees payable to Alight Solutions for recordkeeping fees were $160 as of December 31, 2020.
As the Plan sponsor, the Company is a party-in-interest with respect to the Plan. As of December 31, 2020 and 2019, the Plan held 3,637 and 3,596 shares of Nordstrom common stock, with a cost basis of $137,781 and $159,830. The Plan recorded dividend income from Nordstrom common stock of $1,300 during 2020.
NOTE 5: FEDERAL INCOME TAX STATUS
The Plan as amended and restated as of January 1, 2019 is an individually designed plan. While the restated Plan document does not have a determination letter from the IRS, the Company and Plan management believe that the Plan is currently designed and operated in compliance with the applicable requirements of the IRC, and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plan's financial statements.
GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan Administrator has concluded that as of December 31, 2020 and 2019, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements.
NOTE 6: 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. Under the Plan, the Company may also temporarily suspend contributions, which does not constitute or require termination of the Plan.
In the event the Plan is terminated, the respective accounts of the participants under the Plan shall become fully vested and nonforfeitable. After payment of expenses properly chargeable against the Plan, the trustee shall distribute all Plan assets to the participants in the proportions determined by their respective accounts.
NOTE 7: EXCESS CONTRIBUTIONS PAYABLE TO PARTICIPANTS
The Plan is subject to certain non-discrimination rules under ERISA and the IRC. For 2020 and 2019, the Plan failed certain non-discrimination tests under the IRC due to lower deferral percentages by non-highly compensated eligible employees relative to the deferral percentages of highly compensated eligible employees. In order to meet the requirements of the non-discrimination rules, the Plan refunded a portion of the contributions made by highly compensated participants, in accordance with applicable provisions of the IRC. Additionally, the Plan is required to return contributions received from participants during the Plan year in excess of the IRC limits (see Note 1: Description of the Plan for additional information on IRS contribution limitations). These refunds are accrued within excess contributions payable to participants in the Statements of Net Assets Available for Benefits and reduce participant contributions on the Statement of Changes in Net Assets Available for Benefits. The net refund for 2020, paid in March 2021, totaled $1,098 and included approximately $163 of investment earnings. The net refund for 2019, paid in March 2020, totaled $2,988 and included approximately $492 of investment loss.
NOTE 8: RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
As of December 31, 2020, the Plan had pending investment purchases and sales of $24,860 and $12,516 that settled subsequent to year end. These transactions were classified in due to broker for securities purchased and accrued income and broker receivable on the Statement of Net Assets Available for Benefits, and are not included in Schedule H, Line 4(i) - Schedule of Assets. Net Assets available for benefits per the financial statements reflects and is equal to net assets available for benefits in the Form 5500.
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NORDSTROM 401(k) PLAN
SCHEDULE H, LINE 4(a) - SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
AS OF December 31, 2020
EIN: 91-0515058
Plan #: 001
(Dollars in ones)
Total That Constitute Nonexempt Prohibited Transactions Total Fully Corrected Under VFCP and PTE 2002-51
Participant Contributions Transferred Late to the Plan Contributions Not Corrected Contributions Corrected Outside of VFCP* Contributions Pending Correction in VFCP
Check here if late participant loan contributions are included:
2020 - $9,520 - -
* The late contributions were deposited in June and July 2020. The Plan Administrator filed a Form 5330 and intends to use the DOL's VFCP program.
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NORDSTROM 401(k) PLAN
SCHEDULE H, LINE 4(i) - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF December 31, 2020
EIN: 91-0515058
Plan #: 001
(Dollars in thousands)
(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Capital Group EuroPacific Fund CCT ** 567,906
* EB Temporary Investment Fund CCT - due 12/31/2049 - 1.147% ** 34,583
Loomis Core Plus Fixed Income Fund CCT ** 426,538
Putnam Stable Value Fund CCT ** 310,824
Schroder International Multi-Cap Equity Trust - Class 2 CCT ** 236,354
SSGA Tips Index CCT ** 65,662
10X Genomics, Inc. Common stock ** 3,416
Abiomed, Inc. Common stock ** 2,620
Acadia Healthcare Co., Inc. Common stock ** 2,224
Advance Auto Parts, Inc. Common stock ** 3,323
Advanced Micro Devices, Inc. Common stock ** 6,060
Aegon N.V. Common stock ** 1,494
Agilent Technologies, Inc. Common stock ** 4,480
Alarm.Com Holdings, Inc. Common stock ** 4,882
Align Technology, Inc. Common stock ** 2,764
Alnylam Pharmaceuticals, Inc. Common stock ** 1,651
Alphabet, Inc. Class A Common stock ** 2,043
Alphabet, Inc. Class C Common stock ** 12,000
Altice USA, Inc. Common stock ** 2,215
Amazon.Com, Inc. Common stock ** 28,658
Amedisys, Inc. Common stock ** 4,401
American Express Co. Common stock ** 5,683
AMETEK, Inc. Common stock ** 2,800
Apache Corp. Common stock ** 2,285
Apple, Inc. Common stock ** 37,480
Ares Management Corp. Common stock ** 3,015
Aspen Technology, Inc. Common stock ** 3,779
AstraZeneca PLC Common stock ** 315
Autodesk, Inc. Common stock ** 4,944
Avalara, Inc. Common stock ** 4,245
Avery Dennison Corp. Common stock ** 1,785
Axon Enterprise, Inc. Common stock ** 4,203
Baker Hughes Co. Common stock ** 5,540
Bank Of America Corp. Common stock ** 10,381
Biomarin Pharmaceutical, Inc. Common stock ** 2,613
Bio-Techne Corp. Common stock ** 4,413
BJ'S Wholesale Club Holdings I Common stock ** 4,138
Blueprint Medicines Corp. Common stock ** 1,970
Booking Holdings, Inc. Common stock ** 6,014
Booz Allen Hamilton Holding Co. Common stock ** 2,056
Bright Horizons Family Solutions, Inc. Common stock ** 3,862
Brighthouse Financial, Inc. Common stock ** 1,195
Bristol-Myers Squibb Co. Common stock ** 5,297
Brooks Automation, Inc. Common stock ** 4,231
*Party-in-interest
**Cost information is not required for participant-directed investments and therefore is not included.
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(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Builders FirstSource, Inc. Common stock ** 3,660
Burlington Stores, Inc. Common stock ** 2,504
BWX Technologies, Inc. Common stock ** 6,961
Cable One, Inc. Common stock ** 4,433
Cadence Design Systems, Inc. Common stock ** 3,345
Cameco Corp. Common stock ** 3,051
Capital One Financial Corp. Common stock ** 15,559
Carrier Global Corp. Common stock ** 3,519
Celanese Corp. Common stock ** 3,703
Charter Communications, Inc. Common stock ** 9,328
Church & Dwight Co., Inc. Common stock ** 1,636
Cigna Corp. Common stock ** 10,694
Cisco Systems, Inc. Common stock ** 5,862
Cognizant Technology Solutions Common stock ** 5,818
Comcast Corp. Common stock ** 12,356
Concho Resources, Inc. Common stock ** 3,513
Constellation Brands, Inc. Common stock ** 4,705
Costar Group, Inc. Common stock ** 2,247
Cree, Inc. Common stock ** 3,230
Crown Holdings, Inc. Common stock ** 8,876
CSX Corp. Common stock ** 4,929
CVS Health Corp. Common stock ** 3,231
Danaher Corp. Common stock ** 5,798
Darden Restaurants, Inc. Common stock ** 3,044
Dell Technologies, Inc. Common stock ** 8,494
Dexcom, Inc. Common stock ** 3,754
Dish Network Corp. Common stock ** 2,959
Eli Lilly & Company Common stock ** 9,240
Encompass Health Corp. Common stock ** 6,253
Entegris, Inc. Common stock ** 4,163
Etsy, Inc. Common stock ** 6,981
Euronet Worldwide, Inc. Common stock ** 4,490
Exact Sciences Corp. Common stock ** 2,927
Expedia Group, Inc. Common stock ** 3,129
Facebook, Inc. Common stock ** 20,047
Fedex Corp. Common stock ** 10,696
FirstCash, Inc. Common stock ** 2,343
FirstService Corp. Common stock ** 3,076
Fiserv, Inc. Common stock ** 2,494
Five Below, Inc. Common stock ** 3,739
Five9, Inc. Common stock ** 2,692
Fox Corp. Common stock ** 4,808
Generac Holdings, Inc. Common stock ** 3,542
Gilead Sciences, Inc. Common stock ** 3,402
GlaxoSmithKline PLC Common stock ** 8,004
Global Payments, Inc. Common stock ** 3,585
GoDaddy, Inc. Common stock ** 3,637
Grand Canyon Education, Inc. Common stock ** 6,387
Guidewire Software, Inc. Common stock ** 2,331
Halliburton Co. Common stock ** 2,056
Halozyme Therapeutics, Inc. Common stock ** 4,692
Healthequity, Inc. Common stock ** 4,425
HEICO Corp. Common stock ** 2,217
13 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Helen of Troy Ltd. Common stock ** 4,037
Hess Corp. Common stock ** 3,088
Hewlett Packard Enterprise Co. Common stock ** 5,872
Horizon Therapeutics PLC Common stock ** 8,904
HP, Inc. Common stock ** 11,582
Humana, Inc. Common stock ** 4,283
Incyte Corp. Common stock ** 1,000
Insmed, Inc. Common stock ** 1,921
Inspire Medical Systems, Inc. Common stock ** 1,985
Insulet Corp. Common stock ** 4,188
Intuit, Inc. Common stock ** 9,133
J2 Global, Inc. Common stock ** 2,964
Johnson Controls International PLC Common stock ** 9,747
JPMorgan Chase & Co. Common stock ** 4,930
Juniper Networks, Inc. Common stock ** 3,606
Lam Research Corp. Common stock ** 3,964
Ligand Pharmaceuticals, Inc. Common stock ** 3,100
Lincoln Electric Holdings, Inc. Common stock ** 2,148
Lincoln National Corp. Common stock ** 858
Live Nation Entertainment, Inc. Common stock ** 3,050
Liveramp Holdings, Inc. Common stock ** 3,623
LyondellBasell Industries NV Common stock ** 1,742
Martin Marietta Materials, Inc. Common stock ** 6,358
Masimo Corp. Common stock ** 2,357
Maximus, Inc. Common stock ** 1,556
Medtronic PLC Common stock ** 2,284
Mercury Systems, Inc. Common stock ** 5,281
Merit Medical Systems, Inc. Common stock ** 2,666
MetLife, Inc. Common stock ** 10,090
Micro Focus International PLC Common stock ** 669
Microchip Technology, Inc. Common stock ** 8,024
Microsoft Corp. Common stock ** 19,471
Molson Coors Beverage Co. Common stock ** 3,895
Mongodb, Inc. Common stock ** 3,519
Monolithic Power Systems, Inc. Common stock ** 3,259
National Instruments Corp. Common stock ** 2,974
National Oilwell Varco, Inc. Common stock ** 894
National Vision Holdings, Inc. Common stock ** 2,806
New Fortress Energy, Inc. Common stock ** 2,364
News Corp. Common stock ** 767
Nice Ltd. Common stock ** 6,267
* Nordstrom, Inc. Common stock ** 113,519
Novanta, Inc. Common stock ** 2,103
Novartis AG Common stock ** 6,893
Occidental Petroleum Corp. Common stock ** 6,469
O'Reilly Automotive, Inc. Common stock ** 5,320
Otis Worldwide Corp. Common stock ** 1,496
Paycom Software, Inc. Common stock ** 4,151
Paypal Holdings, Inc. Common stock ** 7,486
Penumbra, Inc. Common stock ** 4,073
Philip Morris International Inc. Common stock ** 7,052
Proofpoint, Inc. Common stock ** 2,556
Pure Storage, Inc. Common stock ** 5,386
14 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Qualcomm, Inc. Common stock ** 5,870
Qurate Retail, Inc. Common stock ** 2,156
Raytheon Technologies Corp. Common stock ** 8,703
Ringcentral, Inc. Common stock ** 5,592
Ritchie Bros Auctioneers, Inc. Common stock ** 4,934
Roche Holding AG Common stock ** 3,170
Roper Technologies, Inc. Common stock ** 3,721
Ross Stores, Inc. Common stock ** 5,622
S&P Global, Inc. Common stock ** 3,779
Sanofi Common stock ** 6,394
SBA Communications Corp. Common stock ** 3,847
Schlumberger Ltd. Common stock ** 3,796
ServiceNow, Inc. Common stock ** 6,330
Snap, Inc. Common stock ** 3,866
Solaredge Technologies, Inc. Common stock ** 4,767
Spotify Technology SA Common stock ** 3,411
Star Peak Energy Transition Co. Common stock ** 1,591
State Street Corp. Common stock ** 5,095
Steris PLC Common stock ** 3,853
Take-Two Interactive Software, Inc. Common stock ** 5,756
Tandem Diabetes Care, Inc. Common stock ** 1,436
TE Connectivity Ltd. Common stock ** 6,840
Teledyne Technologies, Inc. Common stock ** 3,219
Teleflex, Inc. Common stock ** 3,584
Terminix Global Holdings, Inc. Common stock ** 2,650
* The Bank of New York Mellon Corp. Common stock ** 8,339
The Brink's Co. Common stock ** 5,822
The Charles Schwab Corp. Common stock ** 14,703
The Gap, Inc. Common stock ** 1,831
The Goldman Sachs Group, Inc. Common stock ** 7,911
The Progressive Corp. Common stock ** 2,291
The Williams Cos., Inc. Common stock ** 3,198
T-Mobile US, Inc. Common stock ** 1,038
Trex Co, Inc. Common stock ** 4,922
Truist Financial Corp. Common stock ** 3,834
Twilio, Inc. Common stock ** 4,997
Twist Bioscience Corp. Common stock ** 1,632
Ulta Beauty, Inc. Common stock ** 1,927
UnitedHealth Group, Inc. Common stock ** 5,436
Varonis Systems, Inc. Common stock ** 3,515
Veeva Systems, Inc. Common stock ** 1,392
Veracyte, Inc. Common stock ** 4,404
VIRTU Financial, Inc. Common stock ** 2,799
Visa, Inc. Common stock ** 14,068
VMware, Inc. Common stock ** 2,581
Waste Connections, Inc. Common stock ** 285
Wells Fargo & Co. Common stock ** 13,964
Western Alliance Bancorp. Common stock ** 2,156
Zebra Technologies Corp. Common stock ** 1,624
Zendesk, Inc. Common stock ** 2,870
Zynga, Inc. Common stock ** 3,654
Abbvie, Inc. Corporate Debt - due 11/21/2049 - 4.250% ** 188
Abbvie, Inc. Corporate Debt - due 11/21/2039 - 4.050% ** 750
15 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Anheuser-Busch Cos. LLC Corporate Debt - due 02/01/2046 - 4.900% ** 228
Anheuser-Busch InBev Worldwide Corporate Debt - due 06/01/2060 - 4.600% ** 257
Anheuser-Busch InBev Worldwide Corporate Debt - due 06/01/2030 - 3.500% ** 434
AT&T, Inc. Corporate Debt - due 03/09/2048 - 4.500% ** 333
AT&T, Inc. Corporate Debt - due 11/15/2031 - Variable ** 145
AT&T, Inc. 144A Corporate Debt - due 09/15/2055 - 3.550% ** 205
AT&T, Inc. 144A Corporate Debt - due 09/15/2059 - 3.650% ** 1,149
AT&T, Inc. 144A Corporate Debt - due 09/15/2053 - 3.500% ** 516
Bank Of America Corp. Corporate Debt - due 03/20/2051 - Variable ** 505
Bank Of America Corp. Corporate Debt - due 11/25/2027 - 4.183% ** 261
Bank Of America Corp. Corporate Debt - due 12/20/2023 - Variable ** 1,495
Bank Of America Corp. Corporate Debt - due 03/03/2026 - 4.450% ** 175
Bank Of America Corp. Corporate Debt - due 08/26/2024 - 4.200% ** 504
Barclays PLC Corporate Debt - due 09/11/2024 - 4.375% ** 334
Barclays PLC Corporate Debt - due 05/09/2028 - 4.836% ** 663
B.A.T. Capital Corp. Corporate Debt - due 09/25/2040 - 3.734% ** 52
B.A.T. Capital Corp. Corporate Debt - due 09/25/2050 - 3.984% ** 78
B.A.T. Capital Corp. Corporate Debt - due 03/25/2028 - 2.259% ** 156
B.A.T. Capital Corp. Corporate Debt - due 03/25/2031 - 2.726% ** 388
Bayer US Finance II LLC 144A Corporate Debt - due 12/15/2028 - 4.375% ** 1,029
BNP Paribas S.A. Corporate Debt - due 10/15/2024 - 4.250% ** 929
BNP Paribas S.A. 144A Corporate Debt - due 03/13/2027 - 4.625% ** 611
BNP Paribas S.A. 144A Corporate Debt - due 09/28/2025 - 4.375% ** 829
BNSF Railway Co. Corporate Debt - due 04/01/2024 - 5.996% ** 107
Boston Properties LP Corporate Debt - due 02/01/2023 - 3.850% ** 426
Boston Properties LP Corporate Debt - due 02/01/2026 - 3.650% ** 256
Boston Properties LP Corporate Debt - due 05/15/2021 - 4.125% ** 126
Boston Properties LP Corporate Debt - due 01/15/2025 - 3.200% ** 191
Boston Properties LP Corporate Debt - due 03/15/2030 - 2.900% ** 323
Burlington Northern And Santa Corporate Debt - due 01/15/2021 - 8.251% ** 25
Burlington Northern And Santa Corporate Debt - due 09/01/2023 - 3.850% ** 217
Capital One Financial Corp. Corporate Debt - due 02/05/2025 - 3.200% ** 464
Capital One Financial Corp. Corporate Debt - due 10/29/2025 - 4.200% ** 542
Cemex SAB de CV 144A Corporate Debt - due 09/17/2030 - 5.200% ** 685
Cemex SAB de CV 144A Corporate Debt - due 04/16/2026 - 7.750% ** 395
Cemex SAB de CV 144A Corporate Debt - due 01/11/2025 - 5.700% ** 613
Charter Communications Operating LLC Corporate Debt - due 04/01/2048 - 5.750% ** 818
Charter Communications Operating LLC Corporate Debt - due 10/23/2045 - 6.484% ** 2,122
Charter Communications Operating LLC Corporate Debt - due 05/01/2047 - 5.375% ** 406
Cigna Corp. Corporate Debt - due 05/15/2027 - 7.875% ** 258
Cigna Corp. Corporate Debt - due 07/15/2023 - 3.750% ** 197
Citigroup, Inc. Corporate Debt - due 05/15/2023 - 3.500% ** 107
Citigroup, Inc. Corporate Debt - due 08/05/2024 - 4.000% ** 807
Cox Communications, Inc. 144A Corporate Debt - due 02/01/2025 - 3.850% ** 457
Cox Communications, Inc. 144A Corporate Debt - due 08/15/2027 - 3.500% ** 339
CSX Transportation, Inc. Corporate Debt - due 01/15/2023 - 6.251% ** 151
CVS Health Corp. Corporate Debt - due 03/25/2038 - 4.780% ** 570
CVS Health Corp. Corporate Debt - due 04/01/2040 - 4.125% ** 210
Dell International LLC / 144A Corporate Debt - due 07/15/2027 - 6.100% ** 404
Dillard's, Inc. Corporate Debt - due 05/15/2027 - 7.750% ** 466
Dominion Energy, Inc. Corporate Debt - due 04/01/2021 - Step rate ** 177
Dominion Energy, Inc. Corporate Debt - due 10/01/2054 - Variable ** 780
Dow Chemical Co/The Corporate Debt - due 11/01/2029 - 7.375% ** 250
16 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Dow Chemical Co/The Corporate Debt - due 05/15/2039 - 9.400% ** 628
Dow Chemical Co/The Corporate Debt - due 11/30/2048 - 5.550% ** 647
Elanco Animal Health, Inc. Corporate Debt - due 08/28/2023 - Variable ** 109
Elanco Animal Health, Inc. Corporate Debt - due 08/27/2021 - Variable ** 102
Elanco Animal Health, Inc. Corporate Debt - due 08/28/2028 - Variable ** 443
Enel Finance International 144A Corporate Debt - due 10/07/2039 - 6.000% ** 713
Enel Finance International 144A Corporate Debt - due 09/15/2037 - 6.800% ** 846
ERP Operating LP Corporate Debt - due 04/15/2023 - 3.000% ** 790
Exxon Mobil Corp. Corporate Debt - due 03/19/2040 - 4.227% ** 467
Exxon Mobil Corp. Corporate Debt - due 10/15/2030 - 2.610% ** 300
Exxon Mobil Corp. Corporate Debt - due 03/19/2050 - 4.327% ** 786
Exxon Mobil Corp. Corporate Debt - due 04/15/2051 - 3.452% ** 314
Federal Express Corp. 1998 Pass Corporate Debt - due 07/15/2023 - 6.720% ** 21
Fedex Corp. Corporate Debt - due 05/15/2050 - 5.250% ** 567
Fedex Corp. Corporate Debt - due 05/15/2030 - 4.250% ** 213
Ford Motor Credit Co. LLC Corporate Debt - due 08/02/2021 - 5.875% ** 716
Ford Motor Credit Co. LLC Corporate Debt - due 08/06/2023 - 4.375% ** 467
Ford Motor Credit Co. LLC Corporate Debt - due 11/13/2025 - 3.375% ** 205
Ford Motor Credit Co. LLC Corporate Debt - due 02/01/2021 - 5.750% ** 201
Ford Motor Credit Co. LLC Corporate Debt - due 10/12/2021 - 3.813% ** 581
Ford Motor Credit Co. LLC Corporate Debt - due 01/07/2022 - 5.596% ** 336
Ford Motor Credit Co. LLC Corporate Debt - due 11/01/2024 - 4.063% ** 525
HCA, Inc. Corporate Debt - due 06/15/2029 - 4.125% ** 261
HCA, Inc. Corporate Debt - due 06/15/2039 - 5.125% ** 320
HSBC Holdings PLC Corporate Debt - due 03/31/2030 - 4.950% ** 846
HSBC Holdings PLC Corporate Debt - due 08/18/2031 - Variable ** 516
HSBC Holdings PLC Corporate Debt - due 03/08/2026 - 4.300% ** 230
HSBC Holdings PLC Corporate Debt - due 05/02/2036 - 6.500% ** 1,267
HSBC Holdings PLC Corporate Debt - due 09/15/2037 - 6.500% ** 915
Imperial Brands Finance PLC 144A Corporate Debt - due 07/26/2029 - 3.875% ** 866
Imperial Brands Finance PLC 144A Corporate Debt - due 07/21/2025 - 4.250% ** 1,661
JPMorgan Chase & Co. Corporate Debt - due 12/15/2026 - 4.125% ** 526
JPMorgan Chase & Co. Corporate Debt - due 10/01/2027 - 4.250% ** 208
JPMorgan Chase & Co. Corporate Debt - due 07/23/2024 - Variable ** 895
JPMorgan Chase & Co. Corporate Debt - due 04/22/2031 - Variable ** 349
JPMorgan Chase & Co. Corporate Debt - due 05/13/2031 - Variable ** 439
Kinder Morgan Energy Partners Corporate Debt - due 09/01/2039 - 6.500% ** 326
Kinder Morgan Energy Partners Corporate Debt - due 08/15/2042 - 5.000% ** 909
Kinder Morgan Energy Partners Corporate Debt - due 09/01/2044 - 5.400% ** 846
Kraft Heinz Foods Co. 144A Corporate Debt - due 06/01/2050 - 5.500% ** 315
Lloyds Banking Group PLC Corporate Debt - due 11/04/2024 - 4.500% ** 643
Lloyds Banking Group PLC Corporate Debt - due 03/24/2026 - 4.650% ** 604
LYB International Finance III Corporate Debt - due 10/01/2030 - 2.250% ** 51
LYB International Finance III Corporate Debt - due 04/01/2051 - 3.625% ** 219
Macy'S Retail Holdings LLC 144A Corporate Debt - due 09/15/2028 - 6.700% ** 229
Macy'S Retail Holdings LLC Corporate Debt - due 03/15/2037 - 6.375% ** 130
NatWest Group PLC Corporate Debt - due 12/19/2023 - 6.000% ** 629
NatWest Group PLC Corporate Debt - due 12/15/2022 - 6.125% ** 1,265
* Nordstrom, Inc. Corporate Debt - due 03/15/2028 - 6.950% ** 304
Occidental Petroleum Corp. Corporate Debt - due 08/15/2024 - 2.900% ** 1,035
Occidental Petroleum Corp. Corporate Debt - due 08/15/2026 - 3.200% ** 94
Oracle Corp. Corporate Debt - due 04/01/2030 - 2.950% ** 196
Oracle Corp. Corporate Debt - due 04/01/2040 - 3.600% ** 264
17 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Petrobras Global Finance B.V. Corporate Debt - due 03/19/2049 - 6.900% ** 665
Petrobras Global Finance B.V. Corporate Debt - due 03/17/2044 - 7.250% ** 258
Petrobras Global Finance B.V. Corporate Debt - due 01/15/2030 - 5.093% ** 616
Petroleos Mexicanos Corporate Debt - due 08/04/2026 - 6.875% ** 191
Petroleos Mexicanos Corporate Debt - due 03/13/2027 - 6.500% ** 843
Petroleos Mexicanos Corporate Debt - due 01/23/2045 - 6.375% ** 458
Petroleos Mexicanos Corporate Debt - due 01/23/2030 - 6.840% ** 267
Petroleos Mexicanos Corporate Debt - due 01/23/2050 - 7.690% ** 1,437
Petroleos Mexicanos Corporate Debt - due 06/15/2035 - 6.625% ** 693
Prosus NV 144A Corporate Debt - due 07/21/2025 - 5.500% ** 975
Prosus NV 144A Corporate Debt - due 07/06/2027 - 4.850% ** 747
Prosus NV 144A Corporate Debt - due 01/21/2030 - 3.680% ** 598
RELX Capital, Inc. Corporate Debt - due 03/18/2029 - 4.000% ** 297
Rio Oil Finance Trust Series 144A Corporate Debt - due 04/06/2028 - 8.200% ** 412
Rio Oil Finance Trust Series 144A Corporate Debt - due 07/06/2024 - 9.250% ** 782
Rio Oil Finance Trust Series 144A Corporate Debt - due 01/06/2027 - 9.750% ** 757
SLM Student Loan Trust 20 3 A6 Corporate Debt - due 04/25/2040 - Variable ** 4,020
SLM Student Loan Trust 20 8 A6 Corporate Debt - due 01/25/2041 - Variable ** 4,545
Telecom Italia Capital S.A. Corporate Debt - due 07/18/2036 - 7.200% ** 169
Telecom Italia Capital S.A. Corporate Debt - due 06/04/2038 - 7.721% ** 765
Telecom Italia Spa/Milano 144A Corporate Debt - due 05/30/2024 - 5.303% ** 924
The Coca-Cola Co. Corporate Debt - due 03/25/2030 - 3.450% ** 413
The Coca-Cola Co. Corporate Debt - due 06/01/2030 - 1.650% ** 359
The Southern Co. Corporate Debt - due 01/15/2051 - Variable ** 795
The Walt Disney Co. Corporate Debt - due 11/15/2037 - 6.650% ** 711
The Williams Cos., Inc. Corporate Debt - due 11/15/2030 - 3.500% ** 566
Time Warner Cable LLC Corporate Debt - due 07/01/2038 - 7.300% ** 482
Time Warner Cable LLC Corporate Debt - due 09/01/2021 - 4.000% ** 228
T-Mobile USA, Inc. 144A Corporate Debt - due 04/15/2030 - 3.875% ** 492
T-Mobile USA, Inc. 144A Corporate Debt - due 04/15/2040 - 4.375% ** 183
T-Mobile USA, Inc. 144A Corporate Debt - due 04/15/2050 - 4.500% ** 123
TransCanada Trust Corporate Debt - due 08/15/2076 - Variable ** 558
TransCanada Trust Corporate Debt - due 03/15/2077 - Variable ** 954
TransCanada Trust Corporate Debt - due 05/20/2075 - Variable ** 630
TransCanada Trust Corporate Debt - due 09/15/2079 - Variable ** 660
Ultrapar International S.A.144A Corporate Debt - due 10/06/2026 - 5.250% ** 389
Ultrapar International S.A.144A Corporate Debt - due 06/06/2029 - 5.250% ** 807
Unicredit Spa 144A Corporate Debt - due 04/02/2034 - Variable ** 1,028
Unicredit Spa 144A Corporate Debt - due 06/30/2035 - Variable ** 385
Union Pacific Railroad Co. 2006 Corporate Debt - due 07/02/2030 - 5.866% ** 580
UNUM Group Corporate Debt - due 03/15/2028 - 7.250% ** 288
Verizon Communications, Inc. Corporate Debt - due 01/15/2036 - 4.272% ** 589
Wells Fargo & Co. Corporate Debt - due 04/04/2051 - Variable ** 1,315
Wells Fargo & Co. Corporate Debt - due 06/03/2026 - 4.100% ** 287
Wells Fargo & Co. Corporate Debt - due 07/22/2027 - 4.300% ** 908
Wells Fargo Bank NA Corporate Debt - due 08/14/2023 - 3.550% ** 891
Zoetis, Inc. Corporate Debt - due 11/13/2025 - 4.500% ** 409
* BNY Mellon Cash Reserve Interest-Bearing Cash - due 12/31/2049 - 0.100% ** 103
California State Municipal Debt - due 04/01/2034 - 7.500% ** 358
California State Municipal Debt - due 10/01/2039 - 7.300% ** 949
Illinois State Municipal Debt - due 06/01/2033 - 5.100% ** 1,076
Los Angeles CA Unified School District Municipal Debt - due 07/01/2034 - 6.758% ** 639
New Jersey State Turnpike Authority Municipal Debt - due 01/01/2041 - 7.102% ** 980
18 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
Neuberger Berman Genesis Fund Class R-6 Mutual Fund ** 205,771
Vanguard Institutional Index Fund Institutional + Mutual Fund ** 625,633
SDB Money Market Fund Self-directed Brokerage Money Market Fund ** 4,911
Brokerage Securities Self-directed Brokerage Securities ** 37,325
* Participant Loans Loan interest rates range from 4.25% to 10.5% with various maturities through January 2041 ** 80,364
Citigroup Capital XIII Preferred Stock - due 10/30/2040 - 6.556% ** 849
JPMorgan Chase & Co. Preferred Stock - due 09/01/2030 - 8.750% ** 670
Qurate Retail, Inc. Preferred Stock - 8.000% ** 292
Vodafone Group PLC Preferred Stock - due 04/04/2079 - Variable ** 746
Commitment to purchase FNMA Sf Mtg U.S. Government Securities - due 03/01/2051 - 2.000% ** 3,770
Commitment to purchase FNMA Sf Mtg U.S. Government Securities - due 02/01/2051 - 2.500% ** 6,799
FHLMC Pool #1H-2592 U.S. Government Securities - due 01/01/2036 - Variable ** 63
FHLMC Pool #78-1274 U.S. Government Securities - due 02/01/2034 - Variable ** 52
FHLMC Pool #84-0286 U.S. Government Securities - due 05/01/2046 - Variable ** 238
FHLMC Pool #84-9254 U.S. Government Securities - due 01/01/2042 - Variable ** 59
FHLMC Pool #84-9327 U.S. Government Securities - due 05/01/2044 - Variable ** 305
FHLMC Pool #84-9505 U.S. Government Securities - due 10/01/2044 - Variable ** 100
FHLMC Pool #84-9544 U.S. Government Securities - due 12/01/2044 - Variable ** 170
FHLMC Pool #84-9625 U.S. Government Securities - due 01/01/2045 - Variable ** 154
FHLMC Pool #84-9626 U.S. Government Securities - due 08/01/2044 - Variable ** 213
FHLMC Pool #84-9849 U.S. Government Securities - due 10/01/2045 - Variable ** 74
FHLMC Pool #C9-0981 U.S. Government Securities - due 07/01/2026 - 6.500% ** 115
FHLMC Pool #C9-1013 U.S. Government Securities - due 01/01/2027 - 6.500% ** 83
FHLMC Pool #G0-7600 U.S. Government Securities - due 03/01/2042 - 4.500% ** 249
FHLMC Pool #G0-8723 U.S. Government Securities - due 08/01/2046 - 4.000% ** 1,680
FHLMC Pool #G0-8768 U.S. Government Securities - due 06/01/2047 - 4.500% ** 1,951
FHLMC Pool #G0-8772 U.S. Government Securities - due 07/01/2047 - 4.500% ** 690
FHLMC Pool #G6-0153 U.S. Government Securities - due 10/01/2044 - 4.500% ** 163
FHLMC Pool #G6-0764 U.S. Government Securities - due 10/01/2042 - 4.500% ** 228
FHLMC Pool #G6-1080 U.S. Government Securities - due 03/01/2047 - 4.500% ** 1,825
FHLMC Pool #H0-1774 U.S. Government Securities - due 09/01/2037 - 6.500% ** 13
FHLMC Pool #H0-9197 U.S. Government Securities - due 10/01/2038 - 6.500% ** 11
FHLMC Pool #H0-9212 U.S. Government Securities - due 05/01/2038 - 5.500% ** 14
FHLMC Pool #Q0-3517 U.S. Government Securities - due 09/01/2041 - 4.500% ** 213
FHLMC Pool #Q5-5948 U.S. Government Securities - due 05/01/2048 - 4.500% ** 0
FHLMC Pool #RA-2958 U.S. Government Securities - due 07/01/2050 - 2.000% ** 2,096
FHLMC Pool #RA-3053 U.S. Government Securities - due 07/01/2050 - 2.000% ** 871
FHLMC Pool #RA-3167 U.S. Government Securities - due 07/01/2050 - 2.000% ** 3,253
FHLMC Multiclass MTG 2957 VZ U.S. Government Securities - due 02/15/2035 - 5.000% ** 431
FHLMC Multiclass MTG 4283 EW U.S. Government Securities - due 12/15/2043 - Variable ** 148
FHLMC Multiclass Mtg 4319 MA U.S. Government Securities - due 03/15/2044 - Variable ** 291
FNMA Pool #0256851 U.S. Government Securities - due 08/01/2037 - 7.000% ** 23
FNMA Pool #0735503 U.S. Government Securities - due 04/01/2035 - 6.000% ** 80
FNMA Pool #0735608 U.S. Government Securities - due 03/01/2035 - Variable ** 119
FNMA Pool #0745329 U.S. Government Securities - due 07/01/2035 - 6.000% ** 123
FNMA Pool #0884704 U.S. Government Securities - due 06/01/2036 - Variable ** 26
FNMA Pool #0888154 U.S. Government Securities - due 11/01/2036 - Variable ** 77
FNMA Pool #0888367 U.S. Government Securities - due 03/01/2037 - 7.000% ** 227
FNMA Pool #0889634 U.S. Government Securities - due 02/01/2023 - 6.000% ** 29
FNMA Pool #0889984 U.S. Government Securities - due 10/01/2038 - 6.500% ** 91
FNMA Pool #0976853 U.S. Government Securities - due 11/01/2029 - 5.500% ** 98
FNMA Pool #0995487 U.S. Government Securities - due 08/01/2037 - 6.000% ** 152
19 of 21


(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
FNMA Pool #0AB1763 U.S. Government Securities - due 11/01/2030 - 4.000% ** 63
FNMA Pool #0AB8086 U.S. Government Securities - due 10/01/2037 - 6.000% ** 39
FNMA Pool #0AD0121 U.S. Government Securities - due 09/01/2029 - 4.500% ** 215
FNMA Pool #0AD0130 U.S. Government Securities - due 08/01/2039 - 6.500% ** 22
FNMA Pool #0AD0198 U.S. Government Securities - due 09/01/2038 - 5.500% ** 61
FNMA Pool #0AD0217 U.S. Government Securities - due 08/01/2037 - 6.000% ** 143
FNMA Pool #0AD0218 U.S. Government Securities - due 09/01/2036 - 6.000% ** 145
FNMA Pool #0AD0964 U.S. Government Securities - due 11/01/2039 - 5.500% ** 289
FNMA Pool #0AL1845 U.S. Government Securities - due 06/01/2039 - Variable ** 29
FNMA Pool #0AL1900 U.S. Government Securities - due 08/01/2026 - 4.500% ** 93
FNMA Pool #0AL4577 U.S. Government Securities - due 01/01/2034 - 4.500% ** 214
FNMA Pool #0AL5145 U.S. Government Securities - due 10/01/2033 - 4.000% ** 327
FNMA Pool #0AL5749 U.S. Government Securities - due 07/01/2042 - 4.500% ** 240
FNMA Pool #0AL6120 U.S. Government Securities - due 11/01/2044 - Variable ** 632
FNMA Pool #0AL6132 U.S. Government Securities - due 03/01/2029 - 4.500% ** 108
FNMA Pool #0AL6209 U.S. Government Securities - due 07/01/2021 - Variable ** 30
FNMA Pool #0AL6245 U.S. Government Securities - due 01/01/2045 - Variable ** 184
FNMA Pool #0AL7205 U.S. Government Securities - due 12/01/2029 - 3.500% ** 263
FNMA Pool #0AL7384 U.S. Government Securities - due 09/01/2045 - 4.500% ** 202
FNMA Pool #0AL8556 U.S. Government Securities - due 08/01/2044 - 4.500% ** 1,222
FNMA Pool #0AL8816 U.S. Government Securities - due 09/01/2045 - 4.500% ** 291
FNMA Pool #0AL8919 U.S. Government Securities - due 07/01/2046 - Variable ** 131
FNMA Pool #0AL9407 U.S. Government Securities - due 09/01/2042 - 4.500% ** 121
FNMA Pool #0AL9781 U.S. Government Securities - due 02/01/2046 - 4.500% ** 424
FNMA Pool #0AO4105 U.S. Government Securities - due 06/01/2042 - Variable ** 130
FNMA Pool #0AO8469 U.S. Government Securities - due 05/01/2042 - Variable ** 43
FNMA Pool #0AP7562 U.S. Government Securities - due 09/01/2042 - Variable ** 495
FNMA Pool #0AW4697 U.S. Government Securities - due 05/01/2044 - Variable ** 108
FNMA Pool #0AX3721 U.S. Government Securities - due 07/01/2027 - 3.500% ** 220
FNMA Pool #0BF0118 U.S. Government Securities - due 06/01/2056 - 4.500% ** 558
FNMA Pool #0BH7071 U.S. Government Securities - due 12/01/2047 - 4.500% ** 451
FNMA Pool #0BK0922 U.S. Government Securities - due 07/01/2048 - 4.500% ** 438
FNMA Pool #0BM1357 U.S. Government Securities - due 01/01/2043 - 4.500% ** 574
FNMA Pool #0BM6149 U.S. Government Securities - due 10/01/2049 - Variable ** 582
FNMA Pool #0BN7702 U.S. Government Securities - due 08/01/2049 - 3.500% ** 6
FNMA Pool #0CA6271 U.S. Government Securities - due 07/01/2050 - 2.500% ** 4,862
FNMA Pool #0CA6329 U.S. Government Securities - due 07/01/2050 - 2.500% ** 5,907
FNMA Pool #0CA6398 U.S. Government Securities - due 07/01/2050 - 2.500% ** 1,727
FNMA Pool #0CA6925 U.S. Government Securities - due 09/01/2050 - 2.000% ** 1,714
FNMA Pool #0CA8099 U.S. Government Securities - due 12/01/2050 - 2.000% ** 2,601
FNMA Pool #0FM4714 U.S. Government Securities - due 10/01/2050 - 2.500% ** 3,623
FNMA Pool #0MA0232 U.S. Government Securities - due 11/01/2029 - 4.500% ** 275
FNMA Pool #0MA2366 U.S. Government Securities - due 08/01/2035 - 4.000% ** 238
FNMA Pool #0MA2455 U.S. Government Securities - due 11/01/2035 - 4.000% ** 547
FNMA Pool #0MA2480 U.S. Government Securities - due 12/01/2035 - 4.000% ** 278
FNMA Pool #0MA2880 U.S. Government Securities - due 01/01/2037 - 4.000% ** 1,232
FNMA Pool #0MA2923 U.S. Government Securities - due 03/01/2037 - 3.500% ** 628
FNMA GTD Remic P/T 01-79 BA U.S. Government Securities - due 03/25/2045 - 7.000% ** 25
FNMA GTD Remic P/T 01-T10 A1 U.S. Government Securities - due 12/25/2041 - 7.000% ** 161
FNMA GTD Remic P/T 04-W2 5A U.S. Government Securities - due 03/25/2044 - 7.500% ** 162
FNMA GTD Remic P/T 07-50 DZ U.S. Government Securities - due 06/25/2037 - 5.500% ** 341
FNMA GTD Remic P/T 07-W10 2A U.S. Government Securities - due 08/25/2047 - Variable ** 114
FNMA GTD Remic P/T 12-46 BA U.S. Government Securities - due 05/25/2042 - 6.000% ** 293
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(a) (b) Identity of issue, borrower, lessor, or similar party (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value (d) Cost
(e) Current Value
FNMA GTD Remic P/T 13-128 CF U.S. Government Securities - due 12/25/2043 - Variable ** 661
GNMA GTD Remic P/T 15-H23 FA U.S. Government Securities - due 09/20/2065 - Variable ** 658
GNMA GTD Remic P/T 16-H24 FD U.S. Government Securities - due 11/20/2066 - Variable ** 1,344
GNMA GTD Remic P/T 17-H24 FG U.S. Government Securities - due 11/20/2067 - Variable ** 2,001
GNMA GTD Remic P/T 19-H02 FG U.S. Government Securities - due 12/20/2068 - Variable ** 497
GNMA GTD Remic P/T 19-H17 FA U.S. Government Securities - due 11/20/2069 - Variable ** 786
GNMA GTD Remic P/T 20-H01 FV U.S. Government Securities - due 01/20/2070 - Variable ** 4,466
SBA Gtd Partn Ctfs 2006-20E 1 U.S. Government Securities - due 05/01/2026 - 5.870% ** 52
SBA Gtd Partn Ctfs 2007-20B 1 U.S. Government Securities - due 02/01/2027 - 5.490% ** 61
SBA Gtd Partn Ctfs 2007-20D 1 U.S. Government Securities - due 04/01/2027 - 5.320% ** 42
U.S. Treasury Bond U.S. Government Securities - due 11/15/2050 - 1.625% ** 921
U.S. Treasury Note U.S. Government Securities - due 11/30/2022 - 0.125% ** 2,425
U.S. Treasury Note U.S. Government Securities - due 11/15/2030 - 0.875% ** 6,822
U.S. Treasury Note U.S. Government Securities - due 10/31/2025 - 0.250% ** 3,485
U.S. Treasury Note U.S. Government Securities - due 09/30/2022 - 0.125% ** 650
U.S. Treasury Note U.S. Government Securities - due 08/15/2030 - 0.625% ** 583
U.S. Treasury Note U.S. Government Securities - due 06/30/2022 - 0.125% ** 2,290
U.S. Treasury Note U.S. Government Securities - due 05/31/2022 - 0.125% ** 1,665

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