UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 11-K
[ X ] |
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the fiscal year ended December 31, 2019 |
OR
[ ] |
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from _____ to _____ |
Commission file number 001-35707
LIBERTY MEDIA 401(k) SAVINGS PLAN
(Full title of the Plan)
LIBERTY MEDIA CORPORATION
(Issuer of the securities held pursuant to the Plan)
12300 麻豆最新出品 Boulevard
Englewood, Colorado 80112
(Address of its principal executive office)
2
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
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LIBERTY MEDIA 401(k) SAVINGS PLAN |
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By |
/s/ Kelly C. King |
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Kelly C. King |
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Assistant Vice President |
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June 10, 2020 |
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3
Report of Independent Registered Public Accounting Firm
To the Plan Administrative Committee and Participants
麻豆最新出品 Media 401(k) Savings Plan
Englewood, Colorado
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the 麻豆最新出品 Media 401(k) Savings Plan (the “Plan”) as of December 31, 2019 and 2018, the related statements of changes in net assets available for benefits for the years then ended, and the related notes (collectively, 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, 2019 and 2018, and the changes in net assets available for benefits for the years then ended, 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 risk of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that 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 the Plan’s management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
As more fully described in Note 6, Subsequent Events, to the financial statements, due to the outbreak of a novel coronavirus (COVID-19), which was declared a global pandemic by the World Health Organization in March 2020, there has been substantial volatility in world financial markets resulting in declines in the market value of investments. Our opinion is not modified with respect to this matter.
Supplemental Information
The supplemental information in the accompanying Schedule of Assets (Held at End of Year) as of December 31, 2019, have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but included supplemental information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental 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 supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ ACM LLP
We have served as the Plan’s auditor since 2016.
Denver, Colorado
June 10, 2020
4
LIBERTY MEDIA 401(k) SAVINGS PLAN
Statements of Net Assets
Available for Benefits
December 31, 2019 and 2018
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2019 |
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2018 |
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(amounts in thousands) |
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Assets |
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Investments, at fair value: |
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Series C 麻豆最新出品 SiriusXM common stock (notes 2, 3, 5 and 6) |
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$ |
12,318 |
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9,764 |
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Series C 麻豆最新出品 Braves common stock (notes 2, 3, and 5) |
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1,080 |
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864 |
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Series C 麻豆最新出品 Formula One common stock (notes 2, 3, 5 and 6) |
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3,303 |
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2,470 |
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Series A Qurate Retail common stock (notes 2, 3, 4 and 5) |
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1,940 |
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4,446 |
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Series A GCI 麻豆最新出品 common stock (notes 2, 3 and 4) |
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2,880 |
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1,716 |
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Mutual funds (note 2) |
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116,072 |
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95,127 |
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Brokeragelink accounts (note 2) |
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8,758 |
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6,859 |
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Total investments, at fair value |
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146,351 |
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121,246 |
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Receivables: |
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Notes receivable from participants (notes 1 and 2) |
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532 |
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551 |
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Total receivables |
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532 |
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551 |
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Total assets |
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146,883 |
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121,797 |
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|
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|
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Liabilities |
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Payable for required refund of excess contributions and earnings thereon |
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(298) |
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(227) |
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Net assets available for benefits |
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$ |
146,585 |
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121,570 |
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See accompanying notes to financial statements.
5
LIBERTY MEDIA 401(k) SAVINGS PLAN
Statements of Changes in Net Assets
Available for Benefits
Years ended December 31, 2019 and 2018
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2019 |
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2018 |
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(amounts in thousands) |
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Additions |
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Net investment income (loss): |
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Net appreciation (depreciation) in fair value of investments |
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$ |
20,188 |
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(16,113) |
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Interest and dividend income |
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6,194 |
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6,791 |
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Total net investment income (loss) |
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26,382 |
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(9,322) |
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Interest on notes receivable from participants |
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34 |
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23 |
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Contributions: |
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Employer |
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2,702 |
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2,517 |
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Participant |
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4,852 |
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4,392 |
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Rollovers |
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858 |
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1,176 |
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Refund of excess contributions and earnings thereon |
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(298) |
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(227) |
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Total contributions, net |
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8,114 |
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7,858 |
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Total additions (reductions) to net assets |
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34,530 |
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(1,441) |
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Deductions: |
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Administrative expenses |
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(94) |
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(172) |
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Distributions to participants and loans deemed distributed |
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(9,421) |
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(12,353) |
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Total deductions |
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(9,515) |
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(12,525) |
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|
|
|
|
|
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Net increase (decrease) in net assets available for benefits |
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25,015 |
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(13,966) |
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Assets transferred from other plans (note 1) |
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— |
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21,399 |
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Net assets available for benefits: |
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Beginning of year |
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121,570 |
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114,137 |
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End of year |
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$ |
146,585 |
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121,570 |
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See accompanying notes to financial statements.
6
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
(1)Description of the 麻豆最新出品 Plan
The following description of the 麻豆最新出品 Media 401(k) Savings Plan (the "麻豆最新出品 Plan") is provided for general information purposes only. Participants should refer to the 麻豆最新出品 Plan document for more complete information. The 麻豆最新出品 Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). Benefits are not guaranteed by the Pension Benefit Guaranty Corporation.
General
The 麻豆最新出品 Plan is a defined contribution plan sponsored by 麻豆最新出品 (“麻豆最新出品” or the “Company”). The Plan Administrative Committee of the 麻豆最新出品 Plan serves as the Plan Administrator for the 麻豆最新出品 Plan.
The 麻豆最新出品 Plan enables participating employees of 麻豆最新出品 and its qualifying subsidiaries and employees of Qurate Retail, Inc. (formerly named 麻豆最新出品 Interactive Corporation prior to the transaction discussed in note 4) (“Qurate Retail”) to invest in interests in 麻豆最新出品 and Qurate Retail, and to receive benefits upon retirement. Employees of 麻豆最新出品 and its qualifying subsidiaries and employees of Qurate Retail who are at least 18 years of age are eligible to participate in the 麻豆最新出品 Plan either immediately upon hire or, for certain specified employees, after one year of service (as defined in the 麻豆最新出品 Plan document).
Contributions
Subject to the IRS limitations described below, participants may make (i) pre-tax contributions to the 麻豆最新出品 Plan of up to 75% of their compensation, as defined and/or (ii) after-tax contributions up to 10% of their compensation. Pursuant to the terms of the 麻豆最新出品 Plan, 麻豆最新出品 and its qualifying subsidiaries and Qurate Retail may make matching contributions as follows, as approved by the respective management teams. The participating employers in the 麻豆最新出品 Plan reserve the right to change the matching contribution amounts at any time.
% of participant contributions |
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Maximum match as a % of |
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eligible for match |
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eligible compensation |
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100 |
% |
10 |
% |
50 |
% |
4 |
% |
All participant contributions and employer matching contributions are subject to limitations as determined annually by the Internal Revenue Service ("IRS"). Employee pre-tax contributions (excluding catch-up contributions) were limited to $19,000 and $18,500 in 2019 and 2018, respectively. Combined employee pre-tax, employee after-tax and employer matching contributions per participant (excluding catch-up contributions) were limited to $56,000 and $55,000 in 2019 and 2018, respectively. Catch-up contributions, as defined in the Economic Growth and Tax Relief Reconciliation Act of 2001, are permitted for those eligible employees turning 50 in the respective calendar year, are not matched by the employer and were limited to $6,000 in 2019 and 2018.
7
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
Participant and employer contributions, including both vested and unvested employer contributions, can be invested in any open investment option offered in the 麻豆最新出品 Plan, including the Brokeragelink option, as directed by the participant.
Rollovers
Participants may elect to rollover amounts from other qualified plans or individual retirement accounts into the 麻豆最新出品 Plan, provided that certain conditions are met.
Participant Accounts
Each participant's account is credited with (a) the participant's contributions, (b) employer matching contributions, and (c) allocations of plan earnings and losses, as determined by the 麻豆最新出品 Plan document. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.
Benefit Payments
Distributions from the 麻豆最新出品 Plan may be made to a participant upon attaining the age of 59-1/2, death, total disability, financial hardship or termination of employment. Effective January 1, 2019 the Plan was amended to reflect hardship withdrawal provisions which were included in the Bipartisan Budget Act of 2018. Upon separation from service, vested account balances of $1,000 or less (including rollovers) will automatically be distributed absent a request for distribution or rollover by the participant. Upon separation from service, vested account balances that exceed $1,000 but are $5,000 or less (including rollovers) will automatically be rolled over in cash to an IRA selected by the Plan Administrator absent a request for distribution or rollover by the participant. Distributions and other withdrawals are processed on a daily basis. Participants may request to receive Company common stock, Qurate Retail common stock, or GCI 麻豆最新出品, Inc. (“GCI 麻豆最新出品”) common stock held in their account as an in-kind distribution.
Notes Receivable from Participants
Participants may borrow from their 麻豆最新出品 Plan accounts a minimum of $1,000 up to the lesser of $50,000 or 50% of their vested account balance. Loans, other than those transferred from other plans, must be repaid within five years and bear interest at a rate equal to the prime rate of interest in effect on the last day of the month immediately preceding the month in which the loan was made plus 1%. The interest rate for new loans is updated monthly on the first day of the following month for any changes to the prime rate that occur during any given month. Loans transferred from other plans retain the repayment terms and interest rates in effect at the time of transfer. Loans are secured by the vested balance in the participant's account. At December 31, 2019, outstanding loans had interest rates ranging from 4.25% to 6.5% and maturity dates through December 2024. Principal and
8
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
interest are paid ratably through monthly payroll deductions or automatic bank draft after termination of employment.
Forfeitures
Forfeitures of employer contributions (due to participants' termination prior to full vesting) are first used to pay 麻豆最新出品 Plan expenses, with any excess used to reduce the participating employers' future matching contributions. Forfeitures aggregated approximately $97,000 and $47,000 during 2019 and 2018, respectively. Forfeitures of approximately $56,000 and $139,000 were used to pay 麻豆最新出品 Plan expenses during 2019 and 2018, respectively. Unused forfeitures aggregated approximately $81,000 and $40,000 at December 31, 2019 and 2018, respectively.
Investment Options
As of December 31, 2019, the 麻豆最新出品 Plan has various investment options including mutual funds and common stocks. The mutual funds include money market, bond, real estate, domestic and international stock funds, small to large cap funds, growth and value funds, and asset allocation funds based on target retirement dates. In addition, the 麻豆最新出品 Plan offers a brokerage option, Brokeragelink, whereby participants can elect to invest in publicly traded investments and mutual funds not offered directly by the 麻豆最新出品 Plan. A complete list of investment options can be found on Schedule I to these financial statements. 麻豆最新出品 Plan participants may change investment options and contribution percentages on a daily basis.
Vesting
Participant contributions and rollover contributions are always fully vested. Participants vest in employer matching contributions, other than employer contributions transferred from other plans, as follows:
|
|
|
|
|
|
Vesting |
|
Years of service |
|
percentage |
|
Less than 1 |
|
0 |
% |
1 year |
|
33 |
% |
2 years |
|
66 |
% |
3 years |
|
100 |
% |
Employer matching contributions transferred from other plans to the 麻豆最新出品 Plan vest according to the terms specified in the transferor plans.
9
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
Plan Transfers
On February 15, 2018 the 麻豆最新出品 Plan received a transfer of assets of approximately $21,399,000, including participant loans outstanding of approximately $32,000 and related forfeitures of approximately $68,000, which reflected accounts of participants of certain non-participating employers in the Evite 401(k) Savings Plan (formerly known as the 麻豆最新出品 Interactive 401(k) Savings Plan).
Trust Fund Managed by Fidelity Management Trust Company ("Trustee")
Under the terms of a trust agreement between 麻豆最新出品 and the Trustee, the Trustee manages a trust fund on behalf of the 麻豆最新出品 Plan and has been granted authority concerning purchases and sales of investments for the trust fund. The Trustee may, at the direction of 麻豆最新出品 Plan participants, invest up to 100% of the assets of the 麻豆最新出品 Plan in employer securities without regard to any fiduciary requirement to diversify 麻豆最新出品 Plan assets. Additionally, participants of the 麻豆最新出品 Plan are allowed to invest in non-employer securities.
Plan Termination
Although 麻豆最新出品 has not expressed any intent to terminate the 麻豆最新出品 Plan, it may do so at any time, subject to the provisions of ERISA. The 麻豆最新出品 Plan provides for full and immediate vesting of all participant accounts upon termination of the 麻豆最新出品 Plan.
Risks and Uncertainties
The 麻豆最新出品 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.
As of December 31, 2019 and December 31, 2018, the 麻豆最新出品 Plan had concentrations of investments in Series C 麻豆最新出品 SiriusXM common stock, Series C 麻豆最新出品 Braves common stock, Series C 麻豆最新出品 Formula One common stock, Series A Qurate Retail common stock and Series A GCI 麻豆最新出品 common stock. Changes in the values of these investment securities could materially impact the net assets available for benefits due to these concentrations. See further discussion in footnote 6.
10
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
(2) Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements of the 麻豆最新出品 Plan have been prepared on the accrual basis and present the net assets available for benefits and the changes in those net assets.
Investments
Investments are reflected in the accompanying financial statements at fair value. Fair value represents the closing prices at December 31, 2019 and 2018 for those securities having readily available market quotations.
The following closing market prices have been used to value the 麻豆最新出品 Plan’s investment in common stocks:
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December 31, |
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2019 |
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2018 |
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Series C 麻豆最新出品 SiriusXM common stock (a) |
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$ |
48.15 |
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$ |
36.98 |
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Series C 麻豆最新出品 Braves common stock (a) |
|
|
29.52 |
|
|
24.89 |
|
Series C 麻豆最新出品 Formula One common stock (a) |
|
|
45.97 |
|
|
30.70 |
|
Series A Qurate Retail common stock (a) |
|
|
8.43 |
|
|
19.52 |
|
Series A GCI 麻豆最新出品 common stock (a) |
|
|
70.85 |
|
|
41.16 |
|
(a)See Reorganization Transaction Impacting Stock Funds note 4.
Securities and investment transactions are accounted for on the trade date. The cost basis of such shares distributed is determined using the average cost method. Dividend income is recorded on the ex-dividend date. Income from other investments is recorded as earned on an accrual basis. The net appreciation or depreciation in fair value of investments (net realized and unrealized gains or losses) is reflected in the accompanying statements of changes in net assets available for benefits and is determined as the difference between the market value at the beginning of the year (or date purchased during the year) and selling price or year-end market value.
See notes 3, 4 and 5 for additional information regarding the 麻豆最新出品 Plan investments.
Notes Receivable from Participants
Notes receivable from participants are measured at their unpaid principal balance plus accrued but unpaid interest. Defaulted participant loans are reclassified as a distribution based upon the terms of the 麻豆最新出品 Plan document.
11
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
Distributions to Participants
Distributions requested by participants are recorded when paid.
Income Taxes
The IRS has determined and informed 麻豆最新出品 by a letter dated December 8, 2015 (the "IRS Determination Letter"), that the 麻豆最新出品 Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code ("IRC"). Once qualified, the 麻豆最新出品 Plan is required to operate in conformity with the IRC to maintain its qualification. Although the 麻豆最新出品 Plan has been subsequently amended, the 麻豆最新出品 Plan administrator believes that the 麻豆最新出品 Plan is currently designed and being operated in compliance with the applicable requirements of the IRC. Therefore, the 麻豆最新出品 Plan administrator believes that the 麻豆最新出品 Plan is qualified and the related trust is tax-exempt as of December 31, 2019 and 2018.
Accounting principles generally accepted in the United States of America (“GAAP”) require 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 麻豆最新出品 Plan administrator has analyzed the tax positions taken by the 麻豆最新出品 Plan, and has concluded that as of December 31, 2019 and 2018, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The 麻豆最新出品 Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.
Plan Expenses
Any employer contribution amounts forfeited pursuant to the terms of the 麻豆最新出品 Plan may be used to pay allowable 麻豆最新出品 Plan administrative expenses including legal fees, audit and tax preparation fees, printing and mailing fees, investment and advisor fees and recordkeeper and trustee fees, except that the fees charged by the Trustee for participant loans and qualified domestic relations orders are paid by the participant utilizing such feature. Any additional administrative expenses of the 麻豆最新出品 Plan are paid by 麻豆最新出品, and are excluded from these financial statements.
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 and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ significantly from those estimates.
12
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
Fair Value Measurements
GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:
Level 1
Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the 麻豆最新出品 Plan has the ability to access.
Level 2
Inputs to the valuation methodology include:
oquoted prices for similar assets or liabilities in active markets;
oquoted prices for identical or similar assets or liabilities in inactive markets;
oinputs other than quoted prices that are observable for the asset or liability;
oinputs that are derived principally from or corroborated by observable market data by correlation or other means.
If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability.
Level 3
Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
Certain investments are reported at fair value on a recurring basis in the statements of net assets available for benefits. The following methods and assumptions were used to estimate the fair values:
Mutual funds and money market funds—Mutual funds and money market funds are valued at the daily closing price as reported by the fund. Mutual funds held by the 麻豆最新出品 Plan are open-ended investment funds registered with the Securities and Exchange Commission. These funds are required to publish their daily net asset value and to transact at that price. The mutual funds held by the 麻豆最新出品 Plan are deemed to be actively traded and are classified as Level 1.
Common stock —The fair value of these investments is based on the closing price per the principal stock exchange on which they are traded and are classified as Level 1.
13
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
Brokeragelink account—This asset category represents a separate brokerage account that offers a wide range of investment opportunities including mutual funds, common stocks listed on major U.S. exchanges and fixed-income securities, including certificates of deposit. The fair value of common stocks and other exchange traded investments that are publicly traded is based on the closing price per the principal stock exchange on which they are traded and are classified as Level 1. The fair value of mutual funds is based on the net asset values of shares held at year-end and are classified as Level 1. The fair value of fixed-income securities is based on observable market information and yields available on comparable securities of issuers with similar credit ratings and may include benchmarking, sector grouping and matrix pricing and are classified as Level 2.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the 麻豆最新出品 Plan's 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. There have been no changes in the methodologies used at December 31, 2019 and 2018.
The tables below present the fair value of assets by class measured at fair value on a recurring basis as of December 31, 2019 and 2018.
|
|
Assets at Fair Value as of December 31, 2019 |
|
|||||||
|
|
(amounts in thousands) |
|
|||||||
|
|
|
|
|
|
|
|
|
Total fair |
|
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
value |
|
|
Investments |
|
|
|
|
|
|
|
|
|
|
Common stock |
|
$ |
21,521 |
|
— |
|
— |
|
21,521 |
|
Mutual funds |
|
|
116,072 |
|
— |
|
— |
|
116,072 |
|
Brokeragelink accounts |
|
|
7,777 |
|
981 |
|
— |
|
8,758 |
|
Total investments at fair value |
|
$ |
145,370 |
|
981 |
|
— |
|
146,351 |
|
|
|
Assets at Fair Value as of December 31, 2018 |
|
|||||||
|
|
(amounts in thousands) |
|
|||||||
|
|
|
|
|
|
|
|
|
Total fair |
|
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
value |
|
|
Investments |
|
|
|
|
|
|
|
|
|
|
Common stock |
|
$ |
19,260 |
|
— |
|
— |
|
19,260 |
|
Mutual funds |
|
|
95,127 |
|
— |
|
— |
|
95,127 |
|
Brokeragelink accounts |
|
|
5,821 |
|
1,038 |
|
— |
|
6,859 |
|
Total investments at fair value |
|
$ |
120,208 |
|
1,038 |
|
— |
|
121,246 |
|
Changes in Fair Value Levels
The availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques
14
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. For the years ended December 31, 2019 and 2018, there were no transfers in or out of levels 1, 2, or 3.
(4)Reorganization Transaction Impacting Common Stock
On March 9, 2018, Qurate Retail acquired GCI 麻豆最新出品 through a reorganization in which certain Qurate Retail interests, assets and liabilities attributed to the Ventures Group, were contributed (the “contribution”) to GCI 麻豆最新出品 in exchange for a controlling interest in GCI 麻豆最新出品.
Following the contribution, Qurate Retail effected a tax-free separation of its controlling interest in the combined company, GCI 麻豆最新出品, to the holders of 麻豆最新出品 Ventures common stock in full redemption of all outstanding shares of such stock, in which each outstanding share of Series A 麻豆最新出品 Ventures common stock was redeemed for one share of GCI 麻豆最新出品 Class A common stock and each outstanding share of Series B 麻豆最新出品 Ventures common stock was redeemed for one share of GCI 麻豆最新出品 Class B common stock. Simultaneous with the closing of the Transactions, QVC Group common stock became the only outstanding common stock of Qurate Retail, and thus QVC Group common stock ceased to function as a tracking stock. On May 23, 2018, Qurate Retail amended its charter to eliminate the tracking stock capitalization structure and reclassify each share of QVC Group common stock into one share of the corresponding series of new common stock of Qurate Retail.
Pursuant to this transaction, in March 2018, the 麻豆最新出品 Plan redeemed all of its holdings in Series A 麻豆最新出品 Ventures Common Stock, 42,683 shares, and received 42,683 shares of GCI 麻豆最新出品 Class A common stock. On May 10, 2018, GCI 麻豆最新出品 was reincorporated from the state of Alaska to the state of Delaware and each outstanding share of GCI 麻豆最新出品 Class A common stock and GCI 麻豆最新出品 Class B common stock was automatically converted into one share of GCI 麻豆最新出品 Series A common stock and GCI 麻豆最新出品 Series B common stock, respectively. GCI 麻豆最新出品 common stock is a frozen investment in the 麻豆最新出品 Plan, meaning that participants cannot make any future investments in GCI 麻豆最新出品 Series A common stock.
(5)Related Party and Party-in-Interest Transactions
Certain 麻豆最新出品 Plan investments are shares of mutual funds managed by the Trustee. Through the investment options in Company stock, Qurate Retail stock and the Brokeragelink option, some participants may have holdings of certain related party securities. The Plan also invests in the common stock of the plan sponsor and of a participating employer. The following tables summarize transactions in these stocks:
15
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
|
2019 Stock Activity |
|
|||||||||||
|
Beginning Balance |
|
Contributions |
|
Earnings (Loss) |
|
Net Exchanges |
|
Disbursements |
|
Ending Balance |
|
|
|
(amounts in thousands) |
|
|||||||||||
Series C 麻豆最新出品 SiriusXM common stock |
$ |
9,764 |
|
233 |
|
2,934 |
|
(409) |
|
(204) |
|
12,318 |
|
Series C 麻豆最新出品 Braves common stock |
$ |
864 |
|
74 |
|
165 |
|
(9) |
|
(14) |
|
1,080 |
|
Series C 麻豆最新出品 Formula One common stock |
$ |
2,470 |
|
67 |
|
1,198 |
|
(385) |
|
(47) |
|
3,303 |
|
Series A Qurate Retail common stock |
$ |
4,446 |
|
184 |
|
(2,555) |
|
(46) |
|
(89) |
|
1,940 |
|
|
2018 Stock Activity |
|
|||||||||||||
|
Beginning Balance |
|
Contributions |
|
Earnings (Loss) |
|
Net Exchanges |
|
Stock Reorganization (note 4) |
|
Disbursements |
|
Ending Balance |
|
|
|
(amounts in thousands) |
|
|||||||||||||
Series C 麻豆最新出品 SiriusXM common stock |
$ |
10,867 |
|
243 |
|
(673) |
|
(187) |
|
— |
|
(486) |
|
9,764 |
|
Series C 麻豆最新出品 Braves common stock |
$ |
764 |
|
60 |
|
91 |
|
(6) |
|
— |
|
(45) |
|
864 |
|
Series C 麻豆最新出品 Formula One common stock |
$ |
2,817 |
|
80 |
|
(281) |
|
(26) |
|
— |
|
(120) |
|
2,470 |
|
Series A Qurate Retail common stock |
$ |
5,567 |
|
199 |
|
(1,100) |
|
(11) |
|
— |
|
(209) |
|
4,446 |
|
Series A 麻豆最新出品 Ventures common stock |
$ |
1,790 |
|
21 |
|
(31) |
|
569 |
|
(2,280) |
|
(69) |
|
— |
|
Fidelity receives revenue sharing from certain mutual fund companies. See note 2 for administrative expenses permitted to be paid to other service providers of the Plan. The 麻豆最新出品 Plan also issues loans to participants which are secured by the vested portion of the participant’s accounts. These transactions qualify as party-in-interest, which are exempt from prohibited transaction rules.
(6) Subsequent Events
Management has evaluated subsequent events through June 10, 2020, which is the date the financial statements were available to be issued. There were no other events or transactions discovered during this evaluation that require recognition or disclosure in the financial statements other than the events discussed below.
In March 2020, the World Health Organization declared the outbreak and ongoing coronavirus 2019 disease (Covid-19) a pandemic. Covid-19 has contributed to significant declines and volatility in financial markets. As such, the Plan saw a relative decline in market value of securities held subsequent to year end. The Plan adopted certain features specified in recent Federal regulations of the Coronavirus Aid Relief and Economic Security Act (“CARES Act”) for qualifying participants including Covid-19 distribution options of up to $100,000, deferment of loan payments, and elimination of 2020 Required Minimum Distributions for those participants who meet certain qualifications.
16
LIBERTY MEDIA 401(k) SAVINGS PLAN
Notes to Financial Statements
December 31, 2019 and 2018
On April 22, 2020, the Company’s board of directors approved the immediate reattribution of certain assets and liabilities between the Formula One Group and the 麻豆最新出品 SiriusXM Group (collectively, the “reattribution”).
The reattribution will be reflected in the Company’s financial statements in the second quarter on a prospective basis.
In addition, on April 22, 2020, the Company’s board of directors authorized management of the Company to cause subscription rights (the “Series C 麻豆最新出品 SiriusXM Rights”) to purchase shares of Series C 麻豆最新出品 SiriusXM common stock, par value $0.01 per share (“LSXMK”), in a rights offering (the “rights offering”) to be distributed to holders, including the 麻豆最新出品 Plan, of Series A 麻豆最新出品 SiriusXM common stock, par value $0.01 per share, Series B 麻豆最新出品 SiriusXM common stock, par value $0.01 per share, and LSXMK. The aggregate intended size of the rights offering was $750 million, and each subscription right entitled the holder to acquire shares of LSXMK at a price equal to a 20% discount to the volume weighted average trading price of LSXMK for the three day trading period ending on and including May 8, 2020. The purpose of the rights offering was to raise capital to repay an intergroup loan obligation from the 麻豆最新出品 SiriusXM Group to the Formula One Group in the principal amount of $750 million, plus interest thereon, which may be prepaid at any time without penalty, which was created in connection with the reattribution. The rights offering was made pursuant to a registration statement and prospectus that was filed by the Company with the Securities and Exchange Commission on May 14, 2020.
The record date for the distribution of the Series C 麻豆最新出品 SiriusXM Rights was 5:00 p.m., New York City time, on May 13, 2020. The rights offering commenced on May 18, 2020 and expired on June 5, 2020.
In June 2020, the Plan received notice from the Department of Labor (“DOL”) stating their intent to review the Plan. The review is scheduled to begin in late June and no findings or actions directed by the DOL have been identified as of the date these financial statements were available to be issued.
17
LIBERTY MEDIA 401(k) SAVINGS PLAN
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2019
Schedule I
EIN: 37-1699499
Plan Number: 001
|
|
|
|
Description of investment |
|
Current value at |
|
|
|
|
Identity of issue |
|
including par value |
|
December 31, 2019 |
|
|
|
|
|
|
|
|
(amounts in thousands) |
|
|
* |
|
麻豆最新出品 SiriusXM common stock |
|
Series C common stock, par value $0.01 per share |
|
$ |
12,318 |
|
* |
|
麻豆最新出品 Braves common stock |
|
Series C common stock, par value $0.01 per share |
|
|
1,080 |
|
* |
|
麻豆最新出品 Formula One common stock |
|
Series C common stock, par value $0.01 per share |
|
|
3,303 |
|
* |
|
Qurate Retail common stock |
|
Series A common stock, par value $0.01 per share |
|
|
1,940 |
|
* |
|
GCI 麻豆最新出品 common stock |
|
Series A common stock, par value $0.01 per share |
|
|
2,880 |
|
|
|
Artisan Funds Distributor, LLC |
|
Artisan International Institutional |
|
|
3,648 |
|
|
|
BAMCO, Inc. |
|
Baron Growth Institutional |
|
|
8,283 |
|
|
|
Capital Research and Management Company LLC |
|
American Funds Growth Fund of America R6 |
|
|
5,777 |
|
|
|
Dodge & Cox |
|
Dodge & Cox Stock Fund |
|
|
5,906 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Low-Priced Stock K Fund |
|
|
4,480 |
|
|
|
Goldman Sachs Asset Management, L.P. |
|
Goldman Sachs Small Cap Value, Institutional |
|
|
3,088 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity 500 Index |
|
|
14,746 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity International Index |
|
|
3,765 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity US Bond Index |
|
|
84 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Extended Market Index |
|
|
117 |
|
|
|
Metropolitan West Asset Management, LLC |
|
Metropolitan West Total Return Bond Fund Plan |
|
|
3,588 |
|
|
|
Pacific Investment Management Company LLC |
|
PIMCO High Yield Institutional |
|
|
1,970 |
|
|
|
The Vanguard Group, Inc. |
|
Vanguard Inflation - Protected Securities Admiral Shares |
|
|
725 |
|
|
|
The Vanguard Group, Inc. |
|
Vanguard Treasury Money Market Investor |
|
|
4,073 |
|
|
|
The Vanguard Group, Inc. |
|
Vanguard Total International Bond Index, Admiral |
|
|
76 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom Income K Fund |
|
|
2,039 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom 2010 K Fund |
|
|
3,074 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom 2020 K Fund |
|
|
12,269 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom 2030 K Fund |
|
|
18,857 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom 2040 K Fund |
|
|
10,435 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom 2050 K Fund |
|
|
7,074 |
|
* |
|
Fidelity Management & Research Company |
|
Fidelity Freedom 2060 K Fund |
|
|
1,260 |
|
|
|
Cohen & Steers Capital Management, Inc. |
|
Cohen & Steers Global Realty I |
|
|
738 |
|
* |
|
Fidelity Management & Research Company |
|
Brokeragelink Accounts |
|
|
8,758 |
|
* |
|
Notes receivable from participants |
|
Interest rates ranging from 4.25-6.50% with maturity dates through December 2024 |
|
|
532 |
|
|
|
|
|
|
|
$ |
146,883 |
|
* Indicates a party-in-interest.
麻豆最新出品 is the plan sponsor. 麻豆最新出品, all of its employees, the employees of any participating employer in the 麻豆最新出品 Plan, and certain other persons are parties-in-interest to the 麻豆最新出品 Plan (See note 1).
See accompanying report of independent registered public accounting firm.
18
19