Document
    

    

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 11-K
 
(Mark One)
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2017
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 001-15059

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

Nordstrom 401(k) Plan

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Nordstrom, Inc.
1617 Sixth Avenue, Seattle, Washington 98101

1

    

    

REQUIRED INFORMATION

1. Not applicable

2. Not applicable

3. Not applicable

4. The Nordstrom 401(k) Plan is subject to the requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”). Plan financial statements and schedules prepared in accordance with the financial reporting requirements of ERISA are filed as Exhibit 99.1.

The Consent of Independent Registered Public Accounting Firm is filed as Exhibit 23.1.

The Exhibit Index is located on page 3.


2

    

    

Nordstrom 401(k) Plan

Exhibit Index

 
 
Exhibit
 
   Method of Filing
23.1
 
 
Filed herewith electronically
 
 
 
 
 
99.1
 
 
Filed herewith electronically
 
 
 
 
 
99.2
 
 
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended May 2, 2015, Exhibit 10.2
 
 
 
 
 
99.3
 
 
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended August 2, 2014, Exhibit 10.6
 
 
 
 
 
99.4
 
 
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended November 1, 2014, Exhibit 10.2
 
 
 
 
 
99.5
 
 
Incorporated by reference from the Nordstrom, Inc. Quarterly Report on Form 10-Q for the quarter ended November 1, 2014, Exhibit 10.3


3

    

    

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the employee benefit plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Nordstrom 401(k) Plan
 
 
/s/ Anne L. Bramman
Anne L. Bramman
Chief Financial Officer
Nordstrom, Inc.
 
 
 
 
Date:
June 28, 2018


4
Exhibit
Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the Registration Statement (Nos. 333-63403, 333-79791, 333-40064, 333-40066, 333-101110, 333-118756, 333-146049, 333-161803, 333-166961, 333-173020, 333-174336, 333-189301, 333-198413, 333-207396, 333-211825, and 333-225295) on Form S-8 of Nordstrom, Inc., of our report dated June 28, 2018, with respect to the statements of net assets available for benefits of the Nordstrom 401(k) Plan as of December 31, 2017 and 2016, the related statement of changes in net assets available for benefits for the year ended December 31, 2017, and the related supplementary information as of December 31, 2017, appearing in this Annual Report (Form 11-K) of the Nordstrom 401(k) Plan.

/s/ Moss Adams LLP
Seattle, Washington
June 28, 2018

Exhibit
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, 2017 and 2016
and for the Year Ended December 31, 2017,
with Supplementary Information


Table of Contents

NORDSTROM 401(k) PLAN
PLAN YEAR ENDED DECEMBER 31, 2017
TABLE OF CONTENTS
 
 
Page
 
 
 
FINANCIAL STATEMENTS
 
 
 
 
 
 
 
 
 
 
 
 
SUPPLEMENTARY INFORMATION
 
 
All other schedules required by Section 2520.103-10 of the Department of Labor's ("DOL") Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

2 of 20


Table of Contents

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, 2017 and 2016, the related statement of changes in net assets available for benefits for the year then ended, 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, 2017 and 2016, and the changes in net assets available for benefits for the year ended December 31, 2017, 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) as of December 31, 2017 has been subjected to audit procedures performed in conjunction with the audit of the Plan's financial statements. The supplementary information is 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 in the accompanying schedule, we evaluated whether the supplementary information, including its form and content, is presented in conformity with DOL's Rules and Regulations for Reporting and Disclosure under ERISA. In our opinion, the supplementary information in the accompanying schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.

/s/ Moss Adams LLP
Seattle, Washington
June 28, 2018

We have served as the Plan's auditor since 2015.

3 of 20


Table of Contents

NORDSTROM 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
(Amounts in thousands)
 
December 31,
 
2017
 
2016
Assets
 
 
 
Participant-directed investments at fair value (see Note 3: Fair Value Measurements)

$3,131,491

 

$2,693,316

Company contributions receivable
110,778

 
90,961

Notes receivable from participants
94,990

 
91,491

Accrued income and broker receivable
2,842

 
1,483

Other assets

 
1,741

Total assets
3,340,101

 
2,878,992

 
 
 
 
Liabilities
 
 
 
Administrative expenses and other payables
795

 
934

Excess contributions payable to participants
1,896

 
537

Due to broker for securities purchased
831

 
662

Total liabilities
3,522

 
2,133

 
 
 
 
Net assets available for benefits

$3,336,579



$2,876,859

The accompanying Notes to Financial Statements are an integral part of these financial statements.

4 of 20


Table of Contents

NORDSTROM 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(Amounts in thousands)
Plan year ended
December 31, 2017
Additions
 
Contributions
 
Company contributions

$110,778

Employee contributions
123,920

Total contributions
234,698

 
 
Investment income
 
Net appreciation in fair value of investments
449,566

Interest and dividends
28,592

Total investment income
478,158

 
 
Total additions
712,856

 
 
Deductions
 
Benefit payments to participants
246,951

Administrative expenses and other
6,185

Total deductions
253,136

 
 
Net increase in net assets
459,720

 
 
Net assets available for benefits at beginning of year
2,876,859

Net assets available for benefits at end of year

$3,336,579

The accompanying Notes to Financial Statements are an integral part of these financial statements.

5 of 20


Table of Contents

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 (the "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 Nordstrom, Inc. and its participating subsidiaries (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 the Employee Retirement Income Security Act of 1974 ("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 Internal Revenue Code ("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 percent salary deferral or to change their salary deferral percentage at any time in accordance with the Plan.
For the Plan years ended December 31, 2017 and 2016, 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 2017 and 2016 relate to the Plan years ended December 31, 2017 and December 31, 2016, respectively.
Trustees and Administrator of the Plan
Prior to October 1, 2017, Mercer Human Resource Services provided recordkeeping services for the Plan, Mercer Trust Company was asset trustee for all assets except the Nordstrom Target Retirement Date Funds, and the Bank of New York Mellon ("BNY Mellon") was asset trustee for the Nordstrom Target Retirement Date Funds. Effective October 1, 2017, Alight Solutions assumed recordkeeping services. All Plan assets were transferred to BNY Mellon as the sole trustee for the Plan effective October 2, 2017.
The Plan is administered by the Company in conjunction with the Nordstrom Retirement Committee (the "Plan Administrator"), a committee appointed by the Company's Board of Directors (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, an after-tax (Roth) basis 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, an after-tax (Roth) basis or a combination of both, beginning in the year they turn age 50. For all employees, the Internal Revenue Service ("IRS") limited participant contributions to a maximum of $18 in 2017 and 2016. For those age 50 and over, the IRS limited participant contributions to a maximum of $24 in 2017 and 2016.
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). In March 2018, related to 2017, participants received their 4% Company matching contributions of $64,083, profit-based matching contributions of $32,013 at the Board-approved maximum amount of 50 cents per dollar on the first 4% of eligible compensation contributed, and a one-time Board-approved additional 25 cents per dollar on the first 4% of eligible compensation contributed as a result of the corporate tax reform in the amount of $16,011.

6 of 20


Table of Contents

NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)

Participant Rollover Contributions— Participants eligible for a withdrawal from another eligible retirement plan or traditional Individual Retirement Account ("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 are able to direct the investment of their accounts (including employee and Company contributions) among various funds and Company common stock. The funds as of December 31, 2017 and 2016 include a variety of mutual funds, common/collective trust ("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.
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 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 Completed
 
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, 2017 and 2016, forfeited unvested accounts were $1,329 and $1,211. 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 March 2018 and March 2017, the Plan used forfeitures of $1,436 and $1,407 to offset the 2017 and 2016 Company matching contributions, respectively.
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. These distributions are 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 retirement benefits.

7 of 20


Table of Contents

NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)

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 last business day of the prior month, plus 1%. Interest rates for participant loans outstanding at December 31, 2017 range from 4.25% to 10.5% with various maturities through January 2038. Principal and interest is paid through payroll deductions, following the participant's 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 within 90 days of the due date, the loan balances will be deemed distributed and become taxable income to the participant.
Other Assets
Other assets represented the cash surrender value of participants' life insurance policies. The option to purchase life insurance was terminated in May 1992. Effective August 1, 2017, the life insurance policies were eliminated from the Plan and participants were given the option of purchasing out-right from the Plan or surrendering their policies. Proceeds from surrendered policies totaling $1,701 were deposited into the Plan's investments on August 1, 2017. As of December 31, 2017, the Plan no longer holds life insurance policies. At December 31, 2016, life insurance accounts totaled $1,741.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP").
Use of Estimates
The preparation of financial statements in conformity with GAAP 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. Actual results could differ from those 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.

8 of 20


Table of Contents

NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)

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 net asset value ("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, debt securities and CCTs.
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 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, 2017 and 2016 were $520 and $1,463.
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.

Reclassification of Prior Year Presentation
Certain prior year amounts have been reclassified for consistency with the current year presentation.
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, 2017 and 2016. There have been no changes in the methodologies used at December 31, 2017 and 2016.

9 of 20


Table of Contents

NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)

 
December 31, 2017
 
Level 1
 
Level 2
 
Total
Fair value hierarchy:
 
 
 
 
 
Common Stock

$1,000,839

 

$—

 

$1,000,839

Debt securities

 
157,220

 
157,220

Mutual funds
1,271,875

 

 
1,271,875

Brokerage securities
21,370

 
3,894

 
25,264

Other
1,105

 


 
1,105

Total assets in fair value hierarchy

$2,295,189

 

$161,114

 

$2,456,303

Investments measured at NAV practical expedient
 
 
 
 
675,188

Total participant-directed investments at fair value
 
 
 
 

$3,131,491

 
December 31, 2016
 
Level 1
 
Level 2
 
Total
Fair value hierarchy:
 
 
 
 
 
Common Stock

$434,575

 

$—

 

$434,575

Debt securities

 
137,407

 
137,407

Mutual funds
1,331,246

 

 
1,331,246

Brokerage securities
18,557

 
3,359

 
21,916

Other
947

 

 
947

Total assets in fair value hierarchy

$1,785,325

 

$140,766

 

$1,926,091

Investments measured at NAV practical expedient
 
 
 
 
767,225

Total participant-directed investments at fair value
 
 
 
 

$2,693,316

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, 2017 and 2016. During 2017, there were no transfers in or out of Levels 1, 2 or 3.
NOTE 4: PARTY-IN-INTEREST TRANSACTIONS
As of December 31, 2017 and 2016, Plan investments included units held in a collective trust which is managed by BNY Mellon. Transactions with this entity qualify as exempt party-in-interest transactions. Fees paid by the Plan to BNY Mellon were $386 for 2017 and fees payable to BNY Mellon were $42 as of December 31, 2017. Fees paid by the Plan to Alight Solutions were $636 for 2017. Fees paid by the Plan to Mercer Trust Company were $1,376 for 2017.
As the Plan sponsor, the Company is a party-in-interest with respect to the Plan. As of December 31, 2017 and 2016, the Plan held 4,502 and 4,846 shares of Nordstrom common stock, with a cost basis of $202,900 and $177,078. The Plan recorded dividend income of $6,962 during 2017.
NOTE 5: FEDERAL INCOME TAX STATUS
The IRS has determined and informed the Company by a letter dated June 12, 2014, that the Plan is designed in accordance with applicable sections of the IRC. Although the Plan has been amended since the date of the latest determination letter, 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, 2017 and 2016, 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.

10 of 20


Table of Contents

NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)

The Plan is subject to routine audits by Federal regulators (IRS and DOL). On March 14, 2018, the Plan Administration received a request from the DOL to provide documents related to the Plan for the period beginning on January 1, 2015 to date. The Plan is responding to all requests for documents and information. There are currently no other audits in progress.
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 trustees 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 2017 and 2016, 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 2017, paid in March 2018, totaled $1,896 and included approximately $142 of investment earnings. The net refund for 2016, paid in March 2017, totaled $537 and included approximately $39 of investment loss.
NOTE 8: RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the financial statements to the amounts reflected in the Form 5500:
 
December 31,
 
2017
 
2016
Net assets available for benefits per the financial statements

$3,336,579



$2,876,859

Administrative expenses and other payables

 
934

Net assets available for benefits per Form 5500

$3,336,579

 

$2,877,793

The following is a reconciliation of the total increase in net assets available for benefits per the financial statements to the net income reflected in the Form 5500:
Plan year ended
December 31,

Total increase in net assets per the financial statements
459,720

Administrative expenses and other
(934
)
Total net income per Form 5500
458,786

The Form 5500 has certain other items within income and expense that are classified differently from the amounts shown in the accompanying financial statements. These classification differences have no impact on net income (loss).

11 of 20


Table of Contents


NORDSTROM 401(k) PLAN
SCHEDULE H, LINE 4(i) — SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2017
EIN: 91-0515058
Plan #: 001
(Dollars in thousands)
(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
 
(d) Cost
 
(e) Current Value
*
 
Nordstrom, Inc
 
Common Stock
 
**
 
213,301
*
 
EB Temporary Investment Fund
 
CCT - due 12/31/2049 - 1.147%
 
**
 
3
 
 
BB&T Corp.
 
Common Stock
 
**
 
3,441
 
 
Bank of America Corp.
 
Common Stock
 
**
 
13,854
 
 
The Bank of New York Mellon Corp
 
Common Stock
 
**
 
7,578
 
 
Capital One Financial Corp.
 
Common Stock
 
**
 
14,160
 
 
The Goldman Sachs Group Inc
 
Common Stock
 
**
 
9,554
 
 
JPMorgan Chase & Co.
 
Common Stock
 
**
 
9,421
 
 
Wells Fargo & Co.
 
Common Stock
 
**
 
13,724
 
 
Alnylam Pharmaceuticals, Inc.
 
Common Stock
 
**
 
3,684
 
 
Gilead Sciences, Inc.
 
Common Stock
 
**
 
3,861
 
 
Johnson Controls International
 
Common Stock
 
**
 
4,642
 
 
Celanese Corp.
 
Common Stock
 
**
 
3,973
 
 
Dell Technologies Inc
 
Common Stock
 
**
 
3,503
 
 
HP Inc
 
Common Stock
 
**
 
5,761
 
 
Hewlett Packard Enterprise Co.
 
Common Stock
 
**
 
7,776
 
 
NetApp, Inc.
 
Common Stock
 
**
 
2,218
 
 
American Express Co.
 
Common Stock
 
**
 
8,650
 
 
The Charles Schwab Corp.
 
Common Stock
 
**
 
14,846
 
 
Corning, Inc.
 
Common Stock
 
**
 
1,660
 
 
TE Connectivity Ltd.
 
Common Stock
 
**
 
5,009
 
 
Danaher Corp.
 
Common Stock
 
**
 
1,680
 
 
Medtronic PLC
 
Common Stock
 
**
 
4,490
 
 
CIGNA Corp.
 
Common Stock
 
**
 
7,068
 
 
UnitedHealth Group, Inc.
 
Common Stock
 
**
 
6,570
 
 
Aegon N.V.
 
Common Stock
 
**
 
2,383
 
 
Brighthouse Financial, Inc.
 
Common Stock
 
**
 
745
 
 
Metlife, Inc.
 
Common Stock
 
**
 
6,891
 
 
Alphabet, Inc. Class C
 
Common Stock
 
**
 
10,569
 
 
Alphabet, Inc. Class A
 
Common Stock
 
**
 
632
 
 
The Priceline Group, Inc.
 
Common Stock
 
**
 
4,171
 
 
Harley-Davidson, Inc.
 
Common Stock
 
**
 
1,506
 
 
Charter Communications Operating LLC
 
Common Stock
 
**
 
10,180
 
 
Comcast Corp.
 
Common Stock
 
**
 
11,795
 
 
Dish Network Corp.
 
Common Stock
 
**
 
2,450
 
 
News Corp.
 
Common Stock
 
**
 
70
 
 
Time Warner, Inc.
 
Common Stock
 
**
 
6,229
 
 
Twenty-First Century Fox, Inc.
 
Common Stock
 
**
 
7,752
 
 
Twenty-First Century Fox, Inc.
 
Common Stock
 
**
 
1,686
 
 
Anadarko Petroleum Corp.
 
Common Stock
 
**
 
7,789
 
 
Apache Corp.
 
Common Stock
 
**
 
4,024
 
 
Concho Resources, Inc.
 
Common Stock
 
**
 
2,929
 
 
 
 
 
 
 
 
 
* Party-in-interest
 
 
 
 
 
 
** Cost information is not required for participant-directed investments and therefore is not included.

12 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
Occidental Petroleum Corp.
 
Common Stock
 
**
 
37
 
 
Baker Hughes A GE Co.
 
Common Stock
 
**
 
3,740
 
 
National Oilwell Varco, Inc.
 
Common Stock
 
**
 
3,573
 
 
Schlumberger Limited.
 
Common Stock
 
**
 
6,240
 
 
Weatherford International PLC
 
Common Stock
 
**
 
616
 
 
AstraZeneca PLC
 
Common Stock
 
**
 
6,798
 
 
Bristol-Myers Squibb Co.
 
Common Stock
 
**
 
5,675
 
 
Express Scripts Holding Co.
 
Common Stock
 
**
 
8,098
 
 
GlaxoSmithKline PLC
 
Common Stock
 
**
 
6,221
 
 
Eli Lilly And Co.
 
Common Stock
 
**
 
5,405
 
 
Merck & Co., Inc.
 
Common Stock
 
**
 
2,307
 
 
Novartis AG
 
Common Stock
 
**
 
9,681
 
 
Roche Holdings AG
 
Common Stock
 
**
 
4,664
 
 
Sanofi SA
 
Common Stock
 
**
 
9,271
 
 
Liberty Interactive Corp QVC Group
 
Common Stock
 
**
 
2,474
 
 
Target Corp.
 
Common Stock
 
**
 
4,013
 
 
Walmart, Inc.
 
Common Stock
 
**
 
1,511
 
 
Maxim Integrated Products, Inc.
 
Common Stock
 
**
 
3,288
 
 
Micro Focus International PLC
 
Common Stock
 
**
 
2,499
 
 
Microsoft Corp.
 
Common Stock
 
**
 
11,060
 
 
Synopsys, Inc.
 
Common Stock
 
**
 
1,679
 
 
Cisco Systems, Inc.
 
Common Stock
 
**
 
7,852
 
 
Juniper Networks, Inc.
 
Common Stock
 
**
 
3,089
 
 
Sprint Corp.
 
Common Stock
 
**
 
3,149
 
 
Zayo Group Holdings, Inc.
 
Common Stock
 
**
 
2,738
 
 
Mattel, Inc.
 
Common Stock
 
**
 
1,230
 
 
FedEx Corp.
 
Common Stock
 
**
 
8,584
 
 
Union Pacific Corp.
 
Common Stock
 
**
 
5,713
*
 
EB Temporary Investment Fund
 
CCT - due 12/31/2049 - 1.147%
 
**
 
1,742
 
 
Vanguard Institutional Index Fund
 
Mutual Fund
 
**
 
395,620
 
 
Neuberger & Berman Genesis Fund
 
Mutual Fund
 
**
 
219,298
 
 
American Funds Europacific Growth Fund
 
Mutual Fund
 
**
 
440,387
 
 
Loomis Core Plus Fixed Income Trust
 
CCT
 
**
 
260,929
 
 
21st Century Fox America, Inc.
 
Corporate Debt - due 12/15/2035 - 6.400%
 
**
 
100
 
 
21st Century Fox America, Inc.
 
Corporate Debt - due 3/1/2037 - 6.150%
 
**
 
131
 
 
21st Century Fox America, Inc.
 
Corporate Debt - due 11/15/2037 - 6.650%
 
**
 
619
 
 
American Express Credit AC 3 A
 
Corporate Debt - due 11/15/2022 - 1.770%
 
**
 
530
 
 
American Express Credit AC 4 A
 
Corporate Debt - due 12/15/2021 - 1.640%
 
**
 
943
 
 
AT&T, Inc.
 
Corporate Debt - due 5/15/2046 - 4.750%
 
**
 
171
 
 
AT&T, Inc.
 
Corporate Debt - due 2/15/2047 - 5.650%
 
**
 
410
 
 
AT&T, Inc.
 
Corporate Debt - due 3/9/2048 - 4.500%
 
**
 
840
 
 
AT&T, Inc.
 
Corporate Debt - due 3/1/2047 - 5.450%
 
**
 
321
 
 
AT&T, Inc.
 
Corporate Debt - due 9/1/2040 - 5.350%
 
**
 
290
 
 
AT&T, Inc. 144A
 
Corporate Debt - due 11/15/2031 - Variable
 
**
 
129
 
 
BAC Capital Trust XI
 
Corporate Debt - due 5/23/2036 - 6.625%
 
**
 
1,373
 
 
Bank of America Corp.
 
Corporate Debt - due 8/26/2024 - 4.200%
 
**
 
474
 
 
Bank of America Corp. 144A
 
Corporate Debt - due 12/20/2023 - Variable
 
**
 
1,250
 
 
Bank One Capital III
 
Corporate Debt - due 9/1/2030 - 8.750%
 
**
 
662
 
 
Barclays PLC
 
Corporate Debt - due 9/11/2024 - 4.375%
 
**
 
307
 
 
Barclays PLC
 
Corporate Debt - due 5/12/2026 - 5.200%
 
**
 
240
 
 
Barclays PLC
 
Corporate Debt - due 5/9/2028 - 4.836%
 
**
 
208
 
 
BHP Billiton Finance USA 144A
 
Corporate Debt - due 10/19/2075 - Variable
 
**
 
379

13 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
BNP Paribas S.A.
 
Corporate Debt - due 10/15/2024 - 4.250%
 
**
 
871
 
 
BNP Paribas S.A. 144A
 
Corporate Debt - due 9/28/2025 - 4.375%
 
**
 
967
 
 
BNP Paribas S.A. 144A
 
Corporate Debt - due 3/13/2027 - 4.625%
 
**
 
213
 
 
BNSF Railway Co.
 
Corporate Debt - due 4/1/2024 - 5.996%
 
**
 
171
 
 
Boston Properties LP
 
Corporate Debt - due 10/15/2019 - 5.875%
 
**
 
316
 
 
Boston Properties LP
 
Corporate Debt - due 5/15/2021 - 4.125%
 
**
 
131
 
 
Boston Properties LP
 
Corporate Debt - due 2/1/2023 - 3.850%
 
**
 
417
 
 
Boston Properties LP
 
Corporate Debt - due 2/1/2026 - 3.650%
 
**
 
229
 
 
Boston Properties LP
 
Corporate Debt - due 1/15/2023 - 3.200%
 
**
 
174
 
 
Burlington Northern Santa Fe LLC
 
Corporate Debt - due 1/15/2021 - 8.251%
 
**
 
329
 
 
Burlington Northern Santa Fe LLC
 
Corporate Debt - due 9/1/2023 - 3.850%
 
**
 
211
 
 
California State
 
Municipal Debt - due 4/1/2034 - 7.500%
 
**
 
503
 
 
California State
 
Municipal Debt - due 10/1/2039 - 7.300%
 
**
 
671
 
 
California State
 
Municipal Debt - due 3/1/2040 - 7.625%
 
**
 
313
 
 
Capital One Financial Corp.
 
Corporate Debt - due 6/15/2023 - 3.500%
 
**
 
153
 
 
Capital One Financial Corp.
 
Corporate Debt - due 2/5/2025 - 3.200%
 
**
 
619
 
 
Capital One Financial Corp.
 
Corporate Debt - due 10/29/2025 - 4.200%
 
**
 
309
 
 
CEMEX Finance LLC 144A
 
Corporate Debt - due 4/1/2024 - 6.000%
 
**
 
921
 
 
CEMEX SAB de CV 144A
 
Corporate Debt - due 1/11/2025 - 5.700%
 
**
 
422
 
 
CEMEX SAB de CV 144A
 
Corporate Debt - due 5/5/2025 - 6.125%
 
**
 
213
 
 
Charter Communications Operating LLC
 
Corporate Debt - due 7/23/2025 - 4.908%
 
**
 
319
 
 
Charter Communications Operating LLC
 
Corporate Debt - due 10/23/2045 - 6.484%
 
**
 
1,224
 
 
Charter Communications Operating LLC
 
Corporate Debt - due 5/1/2047 - 6.484%
 
**
 
333
 
 
CIGNA Corp.
 
Corporate Debt - due 5/15/2027 - 7.875%
 
**
 
256
 
 
CIGNA Corp.
 
Corporate Debt - due 6/15/2020 - 5.125%
 
**
 
80
 
 
CIGNA Corp.
 
Corporate Debt - due 2/15/2022 - 4.000%
 
**
 
157
 
 
Citigroup Capital XIII
 
Preferred Stock - 8.137%
 
**
 
662
 
 
Citigroup, Inc.
 
Corporate Debt - due 5/15/2023 - 3.500%
 
**
 
102
 
 
Citigroup, Inc.
 
Corporate Debt - due 8/5/2024 - 4.000%
 
**
 
756
 
 
Cox Communications, Inc. 144A
 
Corporate Debt - due 12/15/2022 - 3.250%
 
**
 
601
 
 
Cox Communications, Inc. 144A
 
Corporate Debt - due 6/30/2023 - 2.950%
 
**
 
542
 
 
Cox Communications, Inc. 144A
 
Corporate Debt - due 2/1/2025 - 3.850%
 
**
 
1,100
 
 
CRH America, Inc. 144A
 
Corporate Debt - due 5/18/2025 - 3.875%
 
**
 
600
 
 
CSX Transportation, Inc.
 
Corporate Debt - due 1/15/2023 - 6.251%
 
**
 
206
 
 
Dell International LLC 144A
 
Corporate Debt - due 6/15/2021 - 4.420%
 
**
 
156
 
 
Dell International LLC 144A
 
Corporate Debt - due 6/15/2023 - 5.450%
 
**
 
594
 
 
Dillard's, Inc.
 
Corporate Debt - due 5/15/2027 - 7.750%
 
**
 
490
 
 
Dillard's, Inc.
 
Corporate Debt - due 1/15/2018 - 6.625%
 
**
 
250
 
 
Dominion Resources, Inc.
 
Corporate Debt - due 4/1/2021 - Step
 
**
 
182
 
 
Dominion Resources, Inc.
 
Corporate Debt - due 10/1/2054 - Variable
 
**
 
756
 
 
Dominion Resources, Inc.
 
Corporate Debt - due 7/1/2020 - Variable
 
**
 
200
 
 
The Dow Chemical Co.
 
Corporate Debt - due 11/1/2029 - 7.375%
 
**
 
233
 
 
The Dow Chemical Co.
 
Corporate Debt - due 5/15/2019 - 8.550%
 
**
 
271
 
 
The Dow Chemical Co.
 
Corporate Debt - due 5/15/2039 - 9.400%
 
**
 
598
*
 
EB Temporary Investment Fund
 
CCT - due 12/31/2049 - 1.147%
 
**
 
3,898
 
 
Enel Finance International 144A
 
Corporate Debt - due 9/15/2037 - 6.800%
 
**
 
568
 
 
Enel Finance International 144A
 
Corporate Debt - due 10/7/2039 - 6.000%
 
**
 
622
 
 
ERP Operating LP
 
Corporate Debt - due 4/15/2023 - 3.000%
 
**
 
759
 
 
Federal Express Corp. 1998 Pass
 
Corporate Debt - due 7/15/2023 - 6.720%
 
**
 
83
 
 
FHLMC POOL #1H-2592
 
U.S. Government Securities - due 1/1/2036 - Variable
 
**
 
123
 
 
FHLMC POOL #78-1274
 
U.S. Government Securities - due 2/1/2034 - Variable
 
**
 
119
 
 
FHLMC POOL #84-0286
 
U.S. Government Securities - due 4/1/2046 - Variable
 
**
 
625

14 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
FHLMC POOL #84-9254
 
U.S. Government Securities - due 1/1/2042 - Variable
 
**
 
422
 
 
FHLMC POOL #84-9327
 
U.S. Government Securities - due 5/1/2044 - Variable
 
**
 
716
 
 
FHLMC POOL #84-9505
 
U.S. Government Securities - due 10/1/2044 - Variable
 
**
 
253
 
 
FHLMC POOL #84-9544
 
U.S. Government Securities - due 12/1/2044 - Variable
 
**
 
387
 
 
FHLMC POOL #84-9625
 
U.S. Government Securities - due 1/1/2045 - Variable
 
**
 
551
 
 
FHLMC POOL #84-9626
 
U.S. Government Securities - due 8/1/2044 - Variable
 
**
 
591
 
 
FHLMC POOL #84-9849
 
U.S. Government Securities - due 10/1/2045 - Variable
 
**
 
186
 
 
FHLMC POOL #C9-0981
 
U.S. Government Securities - due 7/1/2026 - 6.500%
 
**
 
247
 
 
FHLMC POOL #C9-1013
 
U.S. Government Securities - due 1/1/2027 - 6.500%
 
**
 
169
 
 
FHLMC POOL #G0-7600
 
U.S. Government Securities - due 3/1/2042 - 4.500%
 
**
 
459
 
 
FHLMC POOL #G0-8768
 
U.S. Government Securities - due 5/1/2047 - 4.500%
 
**
 
5,037
 
 
FHLMC POOL #G0-8772
 
U.S. Government Securities - due 6/1/2047 - 4.500%
 
**
 
1,722
 
 
FHLMC POOL #G1-4667
 
U.S. Government Securities - due 2/1/2027 - 4.000%
 
**
 
250
 
 
FHLMC POOL #G6-0153
 
U.S. Government Securities - due 10/1/2044 - 4.500%
 
**
 
316
 
 
FHLMC POOL #G6-0764
 
U.S. Government Securities - due 10/1/2042 - 4.500%
 
**
 
440
 
 
FHLMC POOL #G6-1080
 
U.S. Government Securities - due 3/1/2047 - 4.500%
 
**
 
3,933
 
 
FHLMC POOL #H0-1774
 
U.S. Government Securities - due 9/1/2037 - 6.500%
 
**
 
13
 
 
FHLMC POOL #H0-9197
 
U.S. Government Securities - due 10/1/2038 - 6.500%
 
**
 
22
 
 
FHLMC POOL #H0-9212
 
U.S. Government Securities - due 5/1/2038 - 5.500%
 
**
 
31
 
 
FHLMC POOL #J1-2899
 
U.S. Government Securities - due 9/1/2025 - 4.000%
 
**
 
282
 
 
FHLMC POOL #Q0-3517
 
U.S. Government Securities - due 9/1/2041 - 4.500%
 
**
 
460
 
 
FHLMC POOL #Q4-6291
 
U.S. Government Securities - due 2/1/2047 - 4.500%
 
**
 
976
 
 
FHLMC POOL #V8-3156
 
U.S. Government Securities - due 4/1/2047 - 4.500%
 
**
 
1,096
 
 
FHLMC MULTICLASS CTF 4283 EW
 
U.S. Government Securities - due 12/15/2043 - Variable
 
**
 
288
 
 
FHLMC MULTICLASS MTG 2957 VZ
 
U.S. Government Securities - due 2/15/2035 - 5.000%
 
**
 
712
 
 
FHLMC MULTICLASS MTG 4319 MA
 
U.S. Government Securities - due 3/15/2044 - Variable
 
**
 
531
 
 
FNMA POOL #0256851
 
U.S. Government Securities - due 8/1/2037 - 7.000%
 
**
 
43
 
 
FNMA POOL #0735503
 
U.S. Government Securities - due 4/1/2035 - 6.000%
 
**
 
133
 
 
FNMA POOL #0735608
 
U.S. Government Securities - due 3/1/2035 - Variable
 
**
 
282
 
 
FNMA POOL #0745329
 
U.S. Government Securities - due 7/1/2035 - 6.000%
 
**
 
206
 
 
FNMA POOL #0884704
 
U.S. Government Securities - due 6/1/2036 - Variable
 
**
 
96
 
 
FNMA POOL #0888154
 
U.S. Government Securities - due 11/1/2036 - Variable
 
**
 
170
 
 
FNMA POOL #0888367
 
U.S. Government Securities - due 3/1/2037 - 7.000%
 
**
 
420
 
 
FNMA POOL #0889634
 
U.S. Government Securities - due 2/1/2023 - 6.000%
 
**
 
189
 
 
FNMA POOL #0889984
 
U.S. Government Securities - due 10/1/2038 - 6.500%
 
**
 
152
 
 
FNMA POOL #0976853
 
U.S. Government Securities - due 11/1/2029 - 5.500%
 
**
 
226
 
 
FNMA POOL #0995487
 
U.S. Government Securities - due 8/1/2037 - 6.000%
 
**
 
253
 
 
FNMA POOL #0AB1763
 
U.S. Government Securities - due 11/1/2030 - 4.000%
 
**
 
122
 
 
FNMA POOL #0AB8086
 
U.S. Government Securities - due 10/1/2037 - 6.000%
 
**
 
64
 
 
FNMA POOL #0AD0121
 
U.S. Government Securities - due 9/1/2029 - 4.500%
 
**
 
411
 
 
FNMA POOL #0AD0130
 
U.S. Government Securities - due 8/1/2039 - 6.500%
 
**
 
40
 
 
FNMA POOL #0AD0198
 
U.S. Government Securities - due 9/1/2038 - 5.500%
 
**
 
105
 
 
FNMA POOL #0AD0217
 
U.S. Government Securities - due 8/1/2037 - 6.000%
 
**
 
238
 
 
FNMA POOL #0AD0218
 
U.S. Government Securities - due 9/1/2036 - 6.000%
 
**
 
250
 
 
FNMA POOL #0AD0964
 
U.S. Government Securities - due 11/1/2039 - 5.500%
 
**
 
480
 
 
FNMA POOL #0AL1845
 
U.S. Government Securities - due 6/1/2039 - Variable
 
**
 
79
 
 
FNMA POOL #0AL1900
 
U.S. Government Securities - due 8/1/2026 - 4.500%
 
**
 
256
 
 
FNMA POOL #0AL2689
 
U.S. Government Securities - due 2/1/2027 - 4.000%
 
**
 
218
 
 
FNMA POOL #0AL4577
 
U.S. Government Securities - due 1/1/2034 - 4.500%
 
**
 
417
 
 
FNMA POOL #0AL5145
 
U.S. Government Securities - due 10/1/2033 - 4.000%
 
**
 
608
 
 
FNMA POOL #0AL5749
 
U.S. Government Securities - due 7/1/2042 - 4.500%
 
**
 
428
 
 
FNMA POOL #0AL5957
 
U.S. Government Securities - due 5/1/2027 - 4.000%
 
**
 
480

15 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
FNMA POOL #0AL6120
 
U.S. Government Securities - due 11/1/2044 - Variable
 
**
 
1,314
 
 
FNMA POOL #0AL6132
 
U.S. Government Securities - due 3/1/2029 - 4.500%
 
**
 
331
 
 
FNMA POOL #0AL6209
 
U.S. Government Securities - due 7/1/2021 - 4.265%
 
**
 
96
 
 
FNMA POOL #0AL6245
 
U.S. Government Securities - due 1/1/2045 - Variable
 
**
 
393
 
 
FNMA POOL #0AL7205
 
U.S. Government Securities - due 12/1/2029 - 3.500%
 
**
 
548
 
 
FNMA POOL #0AL7384
 
U.S. Government Securities - due 9/1/2045 - 4.500%
 
**
 
380
 
 
FNMA POOL #0AL8556
 
U.S. Government Securities - due 8/1/2044 - 4.500%
 
**
 
2,271
 
 
FNMA POOL #0AL8816
 
U.S. Government Securities - due 9/1/2045 - 4.500%
 
**
 
690
 
 
FNMA POOL #0AL8919
 
U.S. Government Securities - due 7/1/2046 - Variable
 
**
 
327
 
 
FNMA POOL #0AL9016
 
U.S. Government Securities - due 9/1/2046 - 4.000%
 
**
 
0
 
 
FNMA POOL #0AL9407
 
U.S. Government Securities - due 9/1/2042 - 4.500%
 
**
 
215
 
 
FNMA POOL #0AL9580
 
U.S. Government Securities - due 1/1/2032 - 4.000%
 
**
 
3,654
 
 
FNMA POOL #0AL9781
 
U.S. Government Securities - due 2/1/2046 - 4.500%
 
**
 
812
 
 
FNMA POOL #0AO4105
 
U.S. Government Securities - due 6/1/2042 - Variable
 
**
 
567
 
 
FNMA POOL #0AO8469
 
U.S. Government Securities - due 5/1/2042 - Variable
 
**
 
169
 
 
FNMA POOL #0AP7562
 
U.S. Government Securities - due 9/1/2042 - Variable
 
**
 
752
 
 
FNMA POOL #0AS5602
 
U.S. Government Securities - due 8/1/2045 - 4.500%
 
**
 
747
 
 
FNMA POOL #0AW4697
 
U.S. Government Securities - due 5/1/2044 - Variable
 
**
 
260
 
 
FNMA POOL #0AX3721
 
U.S. Government Securities - due 7/1/2027 - 3.500%
 
**
 
497
 
 
FNMA POOL #0BF0118
 
U.S. Government Securities - due 6/1/2056 - 4.500%
 
**
 
919
 
 
FNMA POOL #0BM1357
 
U.S. Government Securities - due 1/1/2043 - 4.500%
 
**
 
1,092
 
 
FNMA POOL #0MA0232
 
U.S. Government Securities - due 11/1/2029 - 4.500%
 
**
 
531
 
 
FNMA POOL #0MA2366
 
U.S. Government Securities - due 8/1/2035 - 4.000%
 
**
 
424
 
 
FNMA POOL #0MA2455
 
U.S. Government Securities - due 11/1/2035 - 4.000%
 
**
 
1,106
 
 
FNMA POOL #0MA2480
 
U.S. Government Securities - due 12/1/2035 - 4.000%
 
**
 
500
 
 
FNMA POOL #0MA2880
 
U.S. Government Securities - due 1/1/2037 - 4.000%
 
**
 
2,134
 
 
FNMA POOL #0MA2923
 
U.S. Government Securities - due 3/1/2037 - 3.500%
 
**
 
1,259
 
 
FNMA GTD REMIC P/T 01-79 BA
 
U.S. Government Securities - due 3/25/2045 - 7.000%
 
**
 
42
 
 
FNMA GTD REMIC P/T 01-T10 A1
 
U.S. Government Securities - due 12/25/2041 - 7.000%
 
**
 
262
 
 
FNMA GTD REMIC P/T 04-W2 5A
 
U.S. Government Securities - due 3/25/2044 - 7.500%
 
**
 
295
 
 
FNMA GTD REMIC P/T 07-50 DZ
 
U.S. Government Securities - due 6/25/2037 - 5.500%
 
**
 
566
 
 
FNMA GTD REMIC P/T 07-W10 2A
 
U.S. Government Securities - due 8/25/2047 - Variable
 
**
 
218
 
 
FNMA GTD REMIC P/T 12-46 BA
 
U.S. Government Securities - due 5/25/2042 - 6.000%
 
**
 
556
 
 
FNMA GTD REMIC P/T 13-128 CF
 
U.S. Government Securities - due 12/25/2043 - Variable
 
**
 
1,136
 
 
FNMA GTD REMIC P/T 13-26 FE
 
U.S. Government Securities - due 4/25/2043 - Variable
 
**
 
0
 
 
Ford Credit Auto Owner Trust 144A
 
Corporate Debt - due 7/15/2026 - 2.120%
 
**
 
704
 
 
Ford Motor Credit Co. LLC
 
Corporate Debt - due 1/15/2020 - 8.125%
 
**
 
222
 
 
Ford Motor Credit Co. LLC
 
Corporate Debt - due 2/1/2021 - 5.750%
 
**
 
217
 
 
Ford Motor Credit Co. LLC
 
Corporate Debt - due 8/2/2021 - 5.875%
 
**
 
769
 
 
Ford Motor Credit Co. LLC
 
Corporate Debt - due 1/9/2020 - 2.681%
 
**
 
476
 
 
GNMA GTD REMIC P/T 15-H23 FA
 
U.S. Government Securities - due 9/20/2065 - Variable
 
**
 
928
 
 
HSBC Holdings PLC
 
Corporate Debt - due 5/2/2036 - 6.500%
 
**
 
1,142
 
 
HSBC Holdings PLC
 
Corporate Debt - due 9/15/2037 - 6.500%
 
**
 
395
 
 
HSBC Holdings PLC
 
Corporate Debt - due 4/5/2021 - 5.100%
 
**
 
161
 
 
HSBC Holdings PLC
 
Corporate Debt - due 3/8/2026 - 4.300%
 
**
 
213
 
 
Illinois State
 
Municipal Debt - due 6/1/2033 - 5.100%
 
**
 
800
 
 
Illinois State
 
Municipal Debt - due 3/1/2018 - 5.665%
 
**
 
1,081
 
 
Imperial Brands Finance PLC 144A
 
Corporate Debt - due 7/21/2022 - 3.750%
 
**
 
620
 
 
Imperial Brands Finance PLC 144A
 
Corporate Debt - due 7/21/2025 - 4.250%
 
**
 
1,363
 
 
JPMorgan Chase & Company
 
Corporate Debt - due 12/15/2026 - 4.125%
 
**
 
475
 
 
Kinder Morgan Energy Partners
 
Corporate Debt - due 9/1/2039 - 6.500%
 
**
 
295
 
 
Kinder Morgan Energy Partners
 
Corporate Debt - due 8/15/2042 - 5.000%
 
**
 
609

16 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
Kinder Morgan Energy Partners
 
Corporate Debt - due 9/1/2023 - 3.500%
 
**
 
350
 
 
Kinder Morgan Energy Partners
 
Corporate Debt - due 9/1/2044 - 5.400%
 
**
 
714
 
 
Lloyds Banking Group PLC
 
Corporate Debt - due 11/4/2024 - 4.500%
 
**
 
603
 
 
Lloyds Banking Group PLC
 
Corporate Debt - due 3/24/2026 - 4.650%
 
**
 
554
 
 
Los Angeles CA Unif Sch Dist
 
Municipal Debt - due 7/1/2034 - 6.758%
 
**
 
587
 
 
Macy's Retail Holdings
 
Corporate Debt - due 3/15/2037 - 6.375%
 
**
 
158
 
 
Macy's Retail Holdings
 
Corporate Debt - due 12/15/2034 - 4.500%
 
**
 
128
 
 
Macy's Retail Holdings
 
Corporate Debt - due 9/15/2028 - 6.700%
 
**
 
983
 
 
Macy's Retail Holdings
 
Corporate Debt - due 7/15/2024 - 6.650%
 
**
 
274
 
 
Myriad International Holdings 144A
 
Corporate Debt - due 7/18/2020 - 6.000%
 
**
 
590
 
 
Myriad International Holdings 144A
 
Corporate Debt - due 7/21/2025 - 5.500%
 
**
 
926
 
 
Myriad International Holdings 144A
 
Corporate Debt - due 7/6/2027 - 4.850%
 
**
 
467
 
 
Navient Corp.
 
Corporate Debt - due 6/15/2018 - 8.450%
 
**
 
1,128
 
 
New Jersey State Turnpike Auth
 
Municipal Debt - due 1/1/2041 - 7.102%
 
**
 
896
*
 
Nordstrom, Inc
 
Corporate Debt - due 3/15/2028 - 6.950%
 
**
 
303
 
 
Petrobras Global Finance B.V.
 
Corporate Debt - due 5/20/2023 - 4.375%
 
**
 
223
 
 
Petrobras Global Finance B.V.
 
Corporate Debt - due 3/17/2024 - 6.250%
 
**
 
557
 
 
Petroleos Mexicanos
 
Corporate Debt - due 6/15/2035 - 6.625%
 
**
 
454
 
 
Petroleos Mexicanos
 
Corporate Debt - due 1/18/2024 - 4.875%
 
**
 
259
 
 
Petroleos Mexicanos
 
Corporate Debt - due 1/23/2045 - 6.375%
 
**
 
754
 
 
Petroleos Mexicanos
 
Corporate Debt - due 8/4/2026 - 6.875%
 
**
 
198
 
 
Petroleos Mexicanos 144A
 
Corporate Debt - due 3/13/2027 - 6.500%
 
**
 
874
 
 
Provident Cos., Inc.
 
Corporate Debt - due 3/15/2028 - 7.250%
 
**
 
377
 
 
RELX Capital, Inc.
 
Corporate Debt - due 1/15/2019 - 8.625%
 
**
 
133
 
 
RELX Capital, Inc.
 
Corporate Debt - due 10/15/2022 - 3.125%
 
**
 
570
 
 
Rio Oil Finance Trust 144A
 
Corporate Debt - due 7/6/2024 - 9.250%
 
**
 
1,109
 
 
Rio Oil Finance Trust 144A
 
Corporate Debt - due 1/6/2027 - 9.750%
 
**
 
883
 
 
Royal Bank of Scotland Group PLC
 
Corporate Debt - due 12/19/2023 - 6.000%
 
**
 
578
 
 
Royal Bank of Scotland Group PLC
 
Corporate Debt - due 12/15/2022 - 6.125%
 
**
 
1,260
 
 
SBA GTD PARTN CTFS 2006-20E 1
 
U.S. Government Securities - due 5/1/2026 - 5.870%
 
**
 
145
 
 
SBA GTD PARTN CTFS 2007-20B 1
 
U.S. Government Securities - due 2/1/2027 - 5.490%
 
**
 
151
 
 
SBA GTD PARTN CTFS 2007-20D 1
 
U.S. Government Securities - due 4/1/2027 - 5.320%
 
**
 
102
 
 
Telecom Italia Capital S.A.
 
Corporate Debt - due 6/18/2019 - 7.175%
 
**
 
531
 
 
Telecom Italia Capital S.A.
 
Corporate Debt - due 7/18/2036 - 7.200%
 
**
 
155
 
 
Telecom Italia Capital S.A.
 
Corporate Debt - due 6/4/2018 - 6.999%
 
**
 
611
 
 
Telecom Italia Capital S.A.
 
Corporate Debt - due 6/4/2038 - 7.721%
 
**
 
516
 
 
Telecom Italia SPA 144A
 
Corporate Debt - due 5/30/2024 - 5.303%
 
**
 
774
 
 
Time Warner Cable, Inc.
 
Corporate Debt - due 7/1/2038 - 7.300%
 
**
 
407
 
 
Time Warner Cable, Inc.
 
Corporate Debt - due 4/1/2019 - 8.250%
 
**
 
775
 
 
Time Warner Cable, Inc.
 
Corporate Debt - due 2/1/2020 - 5.000%
 
**
 
157
 
 
Time Warner Cable, Inc.
 
Corporate Debt - due 2/15/2021 - 4.125%
 
**
 
283
 
 
Time Warner Cable, Inc.
 
Corporate Debt - due 9/1/2021 - 4.000%
 
**
 
232
 
 
TransCanada Trust
 
Corporate Debt - due 5/20/2075 - Variable
 
**
 
605
 
 
TransCanada Trust
 
Corporate Debt - due 8/15/2076 - Variable
 
**
 
460
 
 
TransCanada Trust
 
Corporate Debt - due 8/15/2077 - Variable
 
**
 
464
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 8/31/2018 - 0.750%
 
**
 
2,077
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 9/30/2022 - 1.875%
 
**
 
3,109
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 10/31/2022 - 2.000%
 
**
 
5,561
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 11/30/2024 - 2.125%
 
**
 
2,373
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 12/31/2018 - 1.500%
 
**
 
2,083
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 9/15/2018 - 1.000%
 
**
 
2,488
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 11/30/2022 - 2.000%
 
**
 
2,477

17 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 5/31/2018 - 0.875%
 
**
 
663
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 7/31/2018 - 0.750%
 
**
 
1,493
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 11/30/2021 - 1.750%
 
**
 
4,763
 
 
U S TREASURY NOTE
 
U.S. Government Securities - due 2/28/2022 - 1.875%
 
**
 
3,299
 
 
U S TREASURY NOTE
 
Corporate Debt - due 10/6/2026 - 5.250%
 
**
 
356
 
 
Union Pacific Railroad Co. 2006
 
Corporate Debt - due 7/2/2030 - 5.866%
 
**
 
905
 
 
U.S. Treasury - CPI Inflation
 
U.S. Government Securities - due 4/15/2020 - 0.125%
 
**
 
2,029
 
 
U.S. Treasury - CPI Inflation
 
U.S. Government Securities - due 4/15/2021 - 0.125%
 
**
 
1,192
 
 
Verizon Communications, Inc.
 
Corporate Debt - due 1/15/2036 - 4.272%
 
**
 
1,351
 
 
Verizon Communications, Inc.
 
Corporate Debt - due 4/15/2029 - 5.012%
 
**
 
996
 
 
Wells Fargo & Co.
 
Corporate Debt - due 7/22/2027 - 4.300%
 
**
 
799
 
 
Wells Fargo Bank NA
 
Corporate Debt - due 12/6/2019 - 2.150%
 
**
 
774
 
 
Wells Fargo Bank NA
 
Corporate Debt - due 12/6/2019 - Variable
 
**
 
404
 
 
Xerox Corp.
 
Corporate Debt - due 5/15/2021 - 4.500%
 
**
 
1,123
 
 
Zoetis, Inc.
 
Corporate Debt - due 11/13/2020 - 3.450%
 
**
 
179
 
 
Zoetis, Inc.
 
Corporate Debt - due 11/13/2025 - 4.500%
 
**
 
381
 
 
SSGA TIPS Index
 
CCT
 
**
 
45,618
 
 
Putnam Stable Value Fund
 
CCT
 
**
 
246,796
 
 
Aberdeen International Equity Fund
 
Mutual Fund
 
**
 
216,570
 
 
L3 Technologie,s Inc.
 
Common Stock
 
**
 
2,843
 
 
Delta Air Lines, Inc.
 
Common Stock
 
**
 
3,297
 
 
Monster Beverage Corp.
 
Common Stock
 
**
 
2,515
 
 
PepsiCo, Inc.
 
Common Stock
 
**
 
3,151
 
 
Biogen, Inc.
 
Common Stock
 
**
 
1,931
 
 
Celgene Corp.
 
Common Stock
 
**
 
2,789
 
 
Gilead Sciences, Inc.
 
Common Stock
 
**
 
2,225
 
 
DowDuPont, Inc.
 
Common Stock
 
**
 
2,317
 
 
Apple, Inc.
 
Common Stock
 
**
 
725
 
 
Vantiv, Inc.
 
Common Stock
 
**
 
9,311
 
 
Ameriprise Financial, Inc.
 
Common Stock
 
**
 
2,312
 
 
Intercontinental Exchange, Inc.
 
Common Stock
 
**
 
1,573
 
 
Mastercard, Inc.
 
Common Stock
 
**
 
2,949
 
 
AMETEK, Inc.
 
Common Stock
 
**
 
1,617
 
 
Waste Management, Inc.
 
Common Stock
 
**
 
2,901
 
 
American Tower Corp.
 
Common Stock
 
**
 
2,345
 
 
Equinix, Inc.
 
Common Stock
 
**
 
1,645
 
 
Sysco Corp.
 
Common Stock
 
**
 
2,822
 
 
Stanley Black & Decker, Inc.
 
Common Stock
 
**
 
1,665
 
 
Boston Scientific Corp.
 
Common Stock
 
**
 
2,614
 
 
UnitedHealth Group, Inc.
 
Common Stock
 
**
 
4,952
 
 
Church & Dwight Co., Inc.
 
Common Stock
 
**
 
2,260
 
 
Progressive Corp.
 
Common Stock
 
**
 
2,613
 
 
Alphabet, Inc. Class A
 
Common Stock
 
**
 
4,232
 
 
Amazon.com, Inc.
 
Common Stock
 
**
 
5,783
 
 
Facebook, Inc.
 
Common Stock
 
**
 
4,703
 
 
Palo Alto Networks, Inc.
 
Common Stock
 
**
 
1,899
 
 
Hilton Worldwide Holdings, Inc.
 
Common Stock
 
**
 
1,035
 
 
Marriott International, Inc.
 
Common Stock
 
**
 
2,709
 
 
Comcast Corp.
 
Common Stock
 
**
 
4,751
 
 
Parker-Hannifin Corp.
 
Common Stock
 
**
 
2,648
 
 
Ingersoll-Rand PLC
 
Common Stock
 
**
 
1,703
 
 
Diamondback Energy, Inc.
 
Common Stock
 
**
 
1,294

18 of 20



(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
 
(d) Cost
 
(e) Current Value
 
 
Berry Global Group, Inc.
 
Common Stock
 
**
 
1,476
 
 
Crown Holdings, Inc.
 
Common Stock
 
**
 
1,529
 
 
Johnson & Johnson
 
Common Stock
 
**
 
3,547
 
 
Zoetis, Inc.
 
Common Stock
 
**
 
2,647
 
 
Burlington Stores, Inc.
 
Common Stock
 
**
 
2,838
 
 
Dollar Tree, Inc.
 
Common Stock
 
**
 
2,884
 
 
Domino's Pizza, Inc.
 
Common Stock
 
**
 
1,247
 
 
The Home Depot, Inc.
 
Common Stock
 
**
 
4,932
 
 
Tapestry, Inc.
 
Common Stock
 
**
 
1,555
 
 
Lam Research Corp
 
Common Stock
 
**
 
1,595
 
 
Microchip Technology, Inc.
 
Common Stock
 
**
 
1,630
 
 
Texas Instruments, Inc.
 
Common Stock
 
**
 
4,040
 
 
Adobe Systems, Inc.
 
Common Stock
 
**
 
2,495
 
 
Electronic Arts, Inc.
 
Common Stock
 
**
 
2,474
 
 
Fidelity National Information
 
Common Stock
 
**
 
2,397
 
 
Fiserv, Inc.
 
Common Stock
 
**
 
782
 
 
Intuit, Inc.
 
Common Stock
 
**
 
2,412
 
 
Microsoft Corp.
 
Common Stock
 
**
 
10,167
 
 
Paychex, Inc.
 
Common Stock
 
**
<