UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ý |
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011 |
|
or |
||
o |
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|
For the transition period from to |
Commission file number 0-20570
A. FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF DIFFERENT FROM THAT OF THE ISSUER NAMED BELOW:
IAC/InterActiveCorp Retirement Savings Plan
B. NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE:
IAC/InterActiveCorp
555 West 18th Street
New York, New York 10011
1. Not applicable.
2. Not applicable.
3. Not applicable.
4. The IAC/InterActiveCorp Retirement Savings Plan (the "Plan") is subject to the requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). Attached hereto as Appendix I is a copy of the most recent financial statements and supplemental schedule of the Plan prepared in accordance with the financial reporting requirements of ERISA.
23.1 | Consent of Ernst & Young LLP. |
i
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 22, 2012 | IAC/InterActiveCorp Retirement Savings Plan | |||
By: |
/s/ MICHAEL H. SCHWERDTMAN Senior Vice President and Controller (Chief Accounting Officer) IAC/InterActiveCorp |
ii
Financial Statements and Supplemental Schedule
IAC/InterActiveCorp Retirement Savings PlanDecember 31, 2011 and 2010 and Year Ended December 31, 2011 with Report of Independent Registered Public Accounting Firm.
iii
IAC/InterActiveCorp Retirement Savings Plan
Table of Contents
|
Page Number |
|||
---|---|---|---|---|
Report of Independent Registered Public Accounting Firm |
1 | |||
Financial Statements: |
||||
Statements of Net Assets Available for Benefits as of December 31, 2011 and 2010 |
2 | |||
Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2011 |
3 | |||
Notes to Financial Statements |
4 | |||
Supplemental Schedule: |
||||
Schedule H, Line 4iSchedule of Assets (Held at End of Year) as of December 31, 2011 |
12 | |||
Exhibit: |
||||
Consent of Ernst & Young LLP |
iv
Report of Independent Registered Public Accounting Firm
The
Administrative Committee
IAC/InterActiveCorp Retirement Savings Plan
We have audited the accompanying statements of net assets available for benefits of the IAC/InterActiveCorp Retirement Savings Plan (the "Plan") as of December 31, 2011 and 2010, and the related statement of changes in net assets available for benefits for the year ended December 31, 2011. 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 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. We were not engaged to perform an audit of the Plan's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also 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.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2011 and 2010, and the changes in its net assets available for benefits for the year ended December 31, 2011, in conformity with U.S. generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at year end) as of December 31, 2011 is presented for purposes of additional analysis and is not a required part of the 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. Such information is the responsibility of the Plan's management. The information has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ ERNST & YOUNG LLP | ||
New York, New York June 22, 2012 |
1
IAC/InterActiveCorp Retirement Savings Plan
Statements of Net Assets Available for Benefits
|
December 31, | ||||||
---|---|---|---|---|---|---|---|
|
2011 | 2010 | |||||
Assets |
|||||||
Cash |
$ | 1,012 | $ | 606 | |||
Investments, at fair value |
103,808,500 | 103,125,495 | |||||
Receivables: |
|||||||
Notes receivable from participants |
1,442,047 | 1,372,264 | |||||
Participant contributions |
110,403 | 465,540 | |||||
Employer contributions |
110,383 | 182,633 | |||||
Total receivables |
1,662,833 | 2,020,437 | |||||
Net assets available for benefits, at fair value |
105,472,345 | 105,146,538 | |||||
Adjustment from fair value to contract value for interest in a common collective trust fund related to fully benefit-responsive investment contracts |
(59,656 | ) | (208,640 | ) | |||
Net assets available for benefits |
$ | 105,412,689 | $ | 104,937,898 | |||
See accompanying notes to financial statements.
2
IAC/InterActiveCorp Retirement Savings Plan
Statement of Changes in Net Assets Available for Benefits
|
Year Ended December 31, 2011 |
|||
---|---|---|---|---|
Additions to net assets attributed to: |
||||
Contributions: |
||||
Participant contributions |
$ | 14,318,137 | ||
Employer contributions |
4,846,035 | |||
Participant rollover contributions |
1,668,332 | |||
Total contributions |
20,832,504 | |||
Investment (loss) income: |
||||
Net realized and unrealized depreciation in fair value of Plan investments |
(5,715,003 | ) | ||
Dividend, interest and other income |
2,423,976 | |||
Total investment loss |
(3,291,027 | ) | ||
Net additions |
17,541,477 | |||
Deductions from net assets attributed to: |
||||
Benefits paid to participants |
12,691,926 | |||
Transfers to other plans |
4,193,834 | |||
Administrative expenses |
180,926 | |||
Total deductions |
17,066,686 | |||
Net increase in net assets available for benefits |
474,791 | |||
Net assets available for benefitsbeginning of year |
104,937,898 | |||
Net assets available for benefitsend of year |
$ | 105,412,689 | ||
See accompanying notes to financial statements.
3
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements
1. Description of the Plan
The following description of the IAC/InterActiveCorp Retirement Savings Plan (the "Plan") provides only general information. Participants should refer to the Summary Plan Description ("SPD") for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering substantially all employees of IAC/InterActiveCorp ("IAC" or the "Company") and certain affiliated companies. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA").
Contributions
Participants can make pre-tax contributions and/or Roth 401(k) contributions ranging from 1% to 50%, and after-tax contributions ranging from 1% to 10%, in each case, of their compensation (as defined in the Plan document) through payroll deductions. Participant contributions are subject to the annual limitation established by the Internal Revenue Service ("IRS"). For 2011, the IRS limited the annual tax-deferred contribution to $16,500 for each participant. The Plan allows participants age 50 or older to make additional tax-deferred catch up contributions. For 2011, the IRS limited these annual catch up contributions to $5,500 for each participant. Other IRS limits exist for certain highly compensated employees participating in the Plan. The Plan permits rollover contributions from other qualified plans; however, rollover contributions are not eligible for the Company matching contribution. Participants can direct their contributions to any of the Plan's investment options and may generally change their investment options on a daily basis. Participants 18 years of age or older are eligible to participate upon commencement of service (as defined in the Plan document).
All newly hired employees of the Company are automatically enrolled in the Plan, with pre-tax contributions of 4% (3% prior to July 1, 2011) directed into the various Alliance Bernstein Retirement Stock Funds based on their expected year of retirement commencing approximately 90 days after the date of their first paycheck. Newly hired employees are notified of their automatic enrollment in advance and may elect to change their investment option, contribution percentage or not to participate in the Plan prior to the first automatic deferral.
The Company contributes an amount equal to 50% of the first 6% of compensation that a participant contributes in each payroll period to the Plan. The Company may also make a discretionary contribution of funds annually, which, if applicable, would be determined by the Company's Board of Directors (or a Committee thereof). For the year ended December 31, 2011, the Company made discretionary contributions of $346,706 to the Plan. The discretionary contributions were made by the Company as some participants elected to make their own contributions at a pace that did not allow them to maximize the full benefit of the Company match. Company matching contributions and discretionary contributions are directed to the investment options of the Plan based upon the respective participant's investment election.
Participant Accounts and Allocations
Each participant's account is credited with the participant's contribution, the Company's matching contribution and the Company's discretionary contribution, if any, as well as an allocation of Plan earnings (losses). Allocations of Plan earnings (losses) are based on participant account balances in relation to total fund account balances, as defined in the Plan document. Fees charged for participant
4
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
1. Description of the Plan (Continued)
loans and distributions are allocated directly to that participant's account. The benefit to which each participant is entitled is the vested portion of each such participant's account.
Vesting
Participant contributions are fully vested at the time of contribution. Generally, participants are 100% vested in the Company matching contributions (plus actual earnings thereon) after two years of credited service. Certain participants who were employees in plans that were merged into the Plan have different vesting periods for Company matching contributions. In these cases, participants should refer to the applicable merged Plan documents for a complete description of vesting provisions.
Forfeitures
Company matching contributions that do not vest become forfeitures. Forfeitures are first made available to reinstate previously forfeited account balances of qualifying participants who have left the Company and have subsequently returned, in accordance with applicable law. Remaining amounts, if any, are used to reduce prospective Company matching contributions and discretionary contributions, to fund corrective action necessary to remedy the failure of non-discrimination testing and to pay Plan expenses. Cumulative forfeited non-vested accounts totaled $271,226 and $270,895 at December 31, 2011 and 2010, respectively. The amount of forfeitures used to reduce Company matching contributions totaled $363,475 for the year ended December 31, 2011. The amount of forfeitures used to reduce the employer contributions receivable at December 31, 2011 totaled $279,322.
Notes Receivable from Participants
Generally, participants may borrow from their accounts a minimum of $1,000, up to a maximum amount equal to the lesser of $50,000 or 50% of their vested account balance. With the exception of loans used to purchase a primary residence, which can have terms of up to 15 years, loan terms are limited to a maximum of five years. Any loans that have been transferred into the Plan from a previous plan are subject to the initial terms of the loan. Loans are secured by the balance in the participant's account and bear interest at a rate commensurate with commercial prevailing rates as determined by the Plan Administrator. Principal and interest are paid ratably through regular payroll deductions. Upon termination of employment, any outstanding loans are due and payable within 90 days following the termination date. Interest rates on outstanding loans range from 4.25% to 9.25%, with maturity dates through June 29, 2026.
Payment of Benefits
Upon retirement, termination of employment, death, disability, financial hardship or attainment of age 591/2, participant vested accounts are distributable in the form of a lump sum payment or substantially equal installments of cash as elected by the participant. Participant vested account balances of more than $5,000 may be left in the Plan as elected by the participant. Participant distributions may not be deferred past April 1 of the calendar year following the year in which the participant attains age 701/2. Participant vested account balances of less than $5,000 but more than $1,000 may be automatically rolled over into an individual retirement account ("IRA") unless the participant elects otherwise. Participant vested account balances of $1,000 or less will be automatically distributed in a lump sum. Participants reaching the age of 591/2 may elect to withdraw some or all of
5
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
1. Description of the Plan (Continued)
their vested account balance while still employed. Participants' pre-tax contributions may be withdrawn earlier, subject to certain hardship withdrawal provisions of the Plan. Generally, participants who have made after-tax contributions may elect to withdraw some or all of their vested account balance with no limit on the number of withdrawals of this type.
Plan Termination
Although the Company has expressed no intent to terminate the Plan, in the event that the Plan is terminated by the Company, all amounts credited to the participants' accounts would become 100% vested and the net assets would be distributed to participants.
Administrative Expenses
Substantially all of the administrative expenses are borne by the Plan unless the Company elects to pay such expenses.
2. Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements have been prepared on the accrual basis of accounting.
The Plan holds shares of a common collective trust that has investments in fully benefit-responsive investment contracts. These investment contracts are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The accompanying statements of net assets available for benefits present the fair value of the investment as well as the adjustment of the investment in the common collective trust fund from fair value to contract value related to fully benefit-responsive investment contracts. The accompanying statement of changes in net assets available for benefits is prepared on a contract value basis.
Use of Estimates
The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates, judgments and assumptions that affect amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates.
Investment Valuation and Income (Loss) Recognition
The Plan's investments are stated at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note 4 for a discussion of fair value measurements.
Purchases and sales of investments are recorded on a trade-date basis. Dividend income is recorded on the ex-dividend date and interest income is recorded when earned.
6
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
2. Summary of Significant Accounting Policies (Continued)
Notes Receivable from Participants
Notes receivable from participants are recorded at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are reclassified as distributions based on the terms of the Plan document. No allowance for credit losses has been recorded as of December 31, 2011 and 2010.
Benefit Payments
Benefit payments are recorded when paid.
3. Investments
The Plan's investments (including investments purchased, sold and held during the year) (depreciated) appreciated in fair value as follows:
|
Year Ended December 31, 2011 |
|||
---|---|---|---|---|
Investments in registered investment companies |
$ | (6,826,294 | ) | |
Investment in IAC/InterActiveCorp common stock |
763,719 | |||
Investment in common collective trust fund |
347,572 | |||
Total net realized and unrealized depreciation in fair value of Plan investments |
$ | (5,715,003 | ) | |
The following are investments that represent 5% or more of the Plan's net assets:
|
December 31, | ||||||
---|---|---|---|---|---|---|---|
|
2011 | 2010 | |||||
Schwab Stable Value Fund |
$ | 8,581,916 | $ | 8,290,061 | |||
Fidelity Contrafund |
8,108,090 | 8,215,490 | |||||
Schwab S&P 500 Index Fund |
7,710,428 | 6,715,865 | |||||
PIMCO Total Return D Fund |
6,103,096 | 5,284,843 | |||||
Alliance Bernstein 2040 Retirement Stock Fund |
5,707,894 | 5,865,198 | |||||
Allianz AGIC International Growth Institutional Fund |
* | 5,889,317 | |||||
Allianz NFJ International Value Institutional Fund |
* | 5,278,015 |
4. Fair Value Measurements
The Plan categorizes its assets and liabilities measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability. The three levels of the fair value hierarchy are:
7
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
4. Fair Value Measurements (Continued)
The shares of registered investment companies, the self-directed brokerage account (which invests primarily in common stocks, cash equivalents and registered investment companies) and the IAC/InterActiveCorp common stock fund are valued at quoted market prices at year end. The fair value of the common collective trust fund is based on the net asset value ("NAV") reported by the administrator of the Schwab Stable Value Fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. There have been no changes in the valuation methodologies used at December 31, 2011 and 2010.
The preceding valuation methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while management believes the valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The following tables present the Plan's assets that are measured at fair value on a recurring basis. There are no Plan assets that are measured on a recurring basis using Level 3 inputs.
|
December 31, 2011 | |||||||||
---|---|---|---|---|---|---|---|---|---|---|
|
Quoted Market Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Total Fair Value Measurements |
|||||||
Investments in registered investment companies: |
||||||||||
Large Cap |
$ | 27,361,918 | $ | | $ | 27,361,918 | ||||
Blended Funds |
24,078,264 | | 24,078,264 | |||||||
International |
12,252,683 | | 12,252,683 | |||||||
Income Funds |
9,036,200 | | 9,036,200 | |||||||
Mid Cap |
8,881,135 | | 8,881,135 | |||||||
Small Cap |
8,276,090 | | 8,276,090 | |||||||
Investment in common collective trust fund |
| 8,581,916 | 8,581,916 | |||||||
Investment in self-directed brokerage account |
2,611,862 | | 2,611,862 | |||||||
Investment in IAC/InterActiveCorp common stock |
2,728,432 | | 2,728,432 | |||||||
Total |
$ | 95,226,584 | $ | 8,581,916 | $ | 103,808,500 | ||||
8
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
4. Fair Value Measurements (Continued)
|
December 31, 2010 | |||||||||
---|---|---|---|---|---|---|---|---|---|---|
|
Quoted Market Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Total Fair Value Measurements |
|||||||
Investments in registered investment companies: |
||||||||||
Large Cap |
$ | 26,559,132 | $ | | $ | 26,559,132 | ||||
Blended Funds |
23,680,555 | | 23,680,555 | |||||||
International |
14,185,709 | | 14,185,709 | |||||||
Mid Cap |
9,747,089 | | 9,747,089 | |||||||
Small Cap |
8,767,122 | | 8,767,122 | |||||||
Income Funds |
7,898,718 | | 7,898,718 | |||||||
Investment in common collective trust fund |
| 8,290,061 | 8,290,061 | |||||||
Investment in self-directed brokerage account |
2,383,559 | | 2,383,559 | |||||||
Investment in IAC/InterActiveCorp common stock |
1,613,550 | | 1,613,550 | |||||||
Total |
$ | 94,835,434 | $ | 8,290,061 | $ | 103,125,495 | ||||
5. Income Tax Status
The Plan received a determination letter from the IRS dated October 5, 2011, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the "Code") and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes that the Plan conforms to ERISA requirements and continues to qualify as tax exempt under the Code. Accordingly, no provision for income taxes has been included in the Plan's financial statements.
Accounting principles generally accepted in the United States require Plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to 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, 2011, there are no uncertain tax positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. 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 2008.
6. Transfers to Other Plans
On December 1, 2010, IAC exchanged (on a tax-free basis) the stock of a wholly-owned subsidiary that held the Company's Evite, Gifts.com and IAC Advertising Solutions businesses and $217.9 million in cash for substantially all of Liberty Media Corporation's ("Liberty") equity stake in IAC. As a result of this transaction and pursuant to a Transition Service Agreement, dated December 1, 2010, between
9
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
6. Transfers to Other Plans (Continued)
the Company and Liberty, the Plan continued to cover substantially all employees of Evite, Gifts.com and IAC Advertising Solutions until June 1, 2011, after which the net assets available for benefits of the employees of these businesses were transferred out of the Plan to a separately established plan maintained by Liberty.
On January 31, 2011, IAC contributed The Daily Beast to a newly formed venture with Harman Newsweek called The Newsweek/Daily Beast Company. IAC and Harman Newsweek operate The Newsweek/Daily Beast Company jointly. As a result of this transaction the net assets available for benefits of the employees of The Daily Beast were transferred out of the Plan on June 1, 2011.
7. Related-Party Transactions
Certain Plan investments consist of common stock of IAC, the Plan sponsor, and shares of registered investment companies and a common collective trust managed by Schwab Retirement Plan Services, Inc., the Plan's record keeper. Therefore, these transactions qualify as party-in-interest transactions. Fees paid by the Plan for the recordkeeping and administrative services amounted to $56,164 for the year ended December 31, 2011.
8. Certain Risks and Uncertainties
The Plan invests in various investment securities. 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 the values of investment securities will occur in the near term and that such changes could materially affect participants' account balances and the amounts reported in the statements of net assets available for benefits.
9. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of the statements of net assets available for benefits between the financial statements and Form 5500:
|
December 31, | ||||||
---|---|---|---|---|---|---|---|
|
2011 | 2010 | |||||
Net assets available for benefits per the financial statements |
$ | 105,412,689 | $ | 104,937,898 | |||
Adjustment from fair value to contract value for interest in a common collective trust fund related to fully benefit-responsive investment contracts |
59,656 | 208,640 | |||||
Net assets available for benefits per Form 5500 |
$ | 105,472,345 | $ | 105,146,538 | |||
10
IAC/InterActiveCorp Retirement Savings Plan
Notes to Financial Statements (Continued)
9. Reconciliation of Financial Statements to Form 5500 (Continued)
The following is a reconciliation of the statement of changes in net assets available for benefits between the financial statements and Form 5500:
|
Year Ended December 31, 2011 |
|||
---|---|---|---|---|
Total additions per the financial statements |
$ | 17,541,477 | ||
Change in adjustment from fair value to contract value for interest in a common collective trust fund related to fully benefit-responsive investment contracts |
(148,984 | ) | ||
Total income per Form 5500 |
$ | 17,392,493 | ||
10. Subsequent Event
After a review of Plan investments by the Company, effective March 30, 2012 and May 15, 2012, various investment options under the Plan were changed to better align to the investment guidelines of the Plan.
11
IAC/InterActiveCorp Retirement Savings Plan
Supplemental Schedule
E.I.N. 59-2712887 Plan No.: 001
Schedule H, Line 4i
Schedule of Assets (Held at End of Year)
December 31, 2011
(a)
|
(b) Identity of Issuer, Borrower, Lessor, or Similar Party |
(c) Description of Investment Including Maturity Date, Rate of Interest, Collateral, Par or Maturity Value |
(e) Current Value |
|||||
---|---|---|---|---|---|---|---|---|
* | Schwab Stable Value Fund | Common Collective Trust Fund | $ | 8,581,916 | ||||
Fidelity Contrafund | Registered Investment Company | 8,108,090 | ||||||
* | Schwab S&P 500 Index Fund | Registered Investment Company | 7,710,428 | |||||
PIMCO Total Return D Fund | Registered Investment Company | 6,103,096 | ||||||
Alliance Bernstein 2040 Retirement Stock Fund | Registered Investment Company | 5,707,894 | ||||||
Allianz AGIC Growth Administrative Fund | Registered Investment Company | 4,677,437 | ||||||
Allianz AGIC International Growth Institutional Fund | Registered Investment Company | 4,622,014 | ||||||
Allianz NFJ International Value Institutional Fund | Registered Investment Company | 4,498,182 | ||||||
Alliance Bernstein 2035 Retirement Stock Fund | Registered Investment Company | 4,005,104 | ||||||
BlackRock Equity Dividend Fund | Registered Investment Company | 3,985,672 | ||||||
BlackRock U.S. Opportunities Fund | Registered Investment Company | 3,777,736 | ||||||
Alliance Bernstein 2045 Retirement Stock Fund | Registered Investment Company | 3,574,053 | ||||||
Columbia Small Cap Growth Fund | Registered Investment Company | 3,335,688 | ||||||
Loomis Sayles Investment Grade Bond Fund | Registered Investment Company | 2,933,104 | ||||||
Hartford Capital Appreciation II Fund | Registered Investment Company | 2,880,291 | ||||||
Alliance Bernstein 2030 Retirement Stock Fund | Registered Investment Company | 2,849,070 | ||||||
* | IAC/InterActiveCorp Common Stock Fund | Stock Fund | 2,728,432 | |||||
Fidelity Low-Priced Stock Fund | Registered Investment Company | 2,695,093 | ||||||
Personal Choice Retirement Account | Self-Directed Brokerage Account | 2,611,862 | ||||||
Allianz NFJ Small Cap Value Institutional Fund | Registered Investment Company | 2,506,956 | ||||||
Alliance Bernstein 2050 Retirement Stock Fund | Registered Investment Company | 2,484,643 | ||||||
Royce Low-Priced Stock Fund | Registered Investment Company | 2,433,446 | ||||||
Janus Adviser Perkins Mid Cap Value Fund | Registered Investment Company | 2,408,306 | ||||||
Alliance Bernstein 2020 Retirement Stock Fund | Registered Investment Company | 1,848,414 | ||||||
Alliance Bernstein 2025 Retirement Stock Fund | Registered Investment Company | 1,524,038 | ||||||
Columbia Acorn International Fund | Registered Investment Company | 1,193,361 | ||||||
Lazard Emerging Markets Open Equity Fund | Registered Investment Company | 1,011,900 | ||||||
Artio International Equity Fund | Registered Investment Company | 927,226 | ||||||
Alliance Bernstein 2000 Retirement Stock Fund | Registered Investment Company | 598,867 | ||||||
Alliance Bernstein 2015 Retirement Stock Fund | Registered Investment Company | 479,489 | ||||||
Alliance Bernstein 2010 Retirement Stock Fund | Registered Investment Company | 398,402 | ||||||
Invesco Global Real Estate Class A Fund | Registered Investment Company | 337,395 | ||||||
Alliance Bernstein 2055 Retirement Stock Fund | Registered Investment Company | 197,117 | ||||||
Alliance Bernstein 2005 Retirement Stock Fund | Registered Investment Company | 73,778 | ||||||
* | Notes receivable from participants | Interest rates ranging from 4.25% to 9.25% with maturity dates through June 29, 2026 | 1,442,047 | |||||
Total investments, at fair value(1) | $ | 105,250,547 | ||||||
Note: Cost information has not been included in column (d), because all investments are participant-directed.
12