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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR
PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 2020
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT
OF 1934
For the transition period from __________ to __________
Commission file number 001-14905
Acme Brick Company
401(k) Retirement & Savings Plan
3024 Acme Brick Plaza
Fort Worth, Texas 76109
(Full title of the plan and the address of the plan, if different from that of the issuer named below)
BERKSHIRE HATHAWAY INC.
3555 Farnam Street
Omaha, Nebraska 68131
(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Page Number | ||||
1 | ||||
Financial Statements: | ||||
2 | ||||
3 | ||||
4 | ||||
Supplemental Schedule: * | ||||
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) | 12 |
* | Other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Administrative Committee of the
Acme Brick Company 401(k) Retirement & Savings Plan
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Acme Brick Company 401(k) Retirement & Savings Plan (the “Plan”) as of December 31, 2020 and 2019, and the related statement of changes in net assets available for benefits for the year ended December 31, 2020, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2020 and 2019, and the changes in net assets available for benefits for the year ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
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 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 management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Information
The supplemental information in the accompanying schedule of Form 5500, Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2020, has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. 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/ Whitley Penn LLP
We have served as the Plan’s auditor since 2003.
Fort Worth, Texas
June 8, 2021
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Statements of Net Assets Available for Benefits
December 31, | ||||||||
2020 | 2019 | |||||||
Assets: | ||||||||
Investments, at fair value | $ | 118,396,892 | $ | 111,240,879 | ||||
Participant contributions receivable | 67,911 | 71,379 | ||||||
Company contribution receivable | 1,625,940 | 1,440,394 | ||||||
Notes receivable from participant loans | 1,856,399 | 2,117,894 | ||||||
Non-interest bearing cash | 330 | 307 | ||||||
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| |||||
Total assets | 121,947,472 | 114,870,853 | ||||||
Liabilities: | ||||||||
Excess participants’ contributions refundable | 148,022 | 71,853 | ||||||
Net assets available for benefits | $ | 121,799,450 | $ | 114,799,000 | ||||
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See accompanying notes.
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
Year Ended | ||||
December 31, 2020 | ||||
Additions: | ||||
Investment income: | ||||
Dividends and interest | $ | 2,576,725 | ||
Net realized and unrealized gains on investments | 10,426,047 | |||
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| |||
Total investment income | 13,002,772 | |||
Interest income on notes receivable from participant loans | 131,869 | |||
Contributions: | ||||
Participants | 4,856,247 | |||
Company | 2,530,094 | |||
Rollovers | 8,163 | |||
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Total contributions | 7,394,504 | |||
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| |||
Total additions | 20,529,145 | |||
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| |||
Deductions: | ||||
Benefit and withdrawal payments | 13,528,695 | |||
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| |||
Total deductions | 13,528,695 | |||
Net increase in net assets | 7,000,450 | |||
Net assets available for benefits: | ||||
Beginning of year | 114,799,000 | |||
|
| |||
End of year | $ | 121,799,450 | ||
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|
See accompanying notes.
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Year Ended December 31, 2020
1. | DESCRIPTION OF PLAN |
The following description of the Acme Brick Company (the “Company”) 401(k) Retirement & Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
a. | General. The Plan is a defined contribution plan which covers all employees. Employees are eligible to participate in the Plan as of the first day of the month on or after each employee has completed sixty (60) days of service and reached the age of eighteen (18). Employees hired on or after July 1, 2019 are automatically enrolled in the Plan at a deferral rate of 3% after the two aforementioned criteria are met and after a 30-day grace period to opt out. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). |
b. | Contributions. Employees may make voluntary pre-tax contributions or after-tax Roth 401(k) contributions through salary deferrals, limited to 65% of each employee’s eligible earnings, but not more than the maximum allowed by law. Prior to March 1, 2017, contributions were limited to 15% of the employee’s eligible earnings. After-tax Roth 401(k) contributions were not allowed prior to July 3, 2017. Contributions for employees hired on or after July 1, 2019 are automatically increased at a rate of 1% per year up to 5%. Employee contributions are subject to Internal Revenue Code (the “Code”) limitations. The maximum contribution allowed by the Plan was $19,000 in 2020. Employees who are 50 or older as of December 31, 2020 and reach either the maximum before-tax contribution limit of 65% or maximum contribution allowed by the Plan may make catch-up contributions. The catch-up contribution limit was $6,000 for 2020 and is not eligible for Company matching. |
For the year ended December 31, 2020, Company matching contributions are equal to 50% of the sum of each employee’s voluntary pre-tax contributions and after-tax Roth contributions up to five percent of the employee’s eligible earnings. The Company’s Board of Directors annually determines the matching percentage. Effective January 1, 2020, the Company removed the requirement that participants must be employed on the last day of the calendar year to receive Company matching contributions. Company matching contributions totaled $1,653,345 for the year ended December 31, 2020. Forfeiture balances of $27,000 will be applied against the amount due in 2021.
Any employee of the Company may roll over distributions made from a previous employer’s qualified retirement plan into the Plan.
c. | Participant Accounts. Each participant’s account is credited with the employee’s contributions and an allocation of the Company’s contributions and investment earnings. Allocations are based on participants’ earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account. |
d. | Vesting. Participants have a fully-vested, nonforfeitable right to employee contributions. Company matching contributions are allocated to all participants and become fully vested after participants have completed three years of vested service. A participant’s account balance shall be 100% vested upon normal retirement age (65), disability or death. Effective January 1, 2020, company matching contributions are fully vested for any participant whose separation from service is the result of a reduction in force. One year of vested service is credited for each calendar year in which a participant has at least 1,000 hours of service. Forfeitures of the Company match may be used to pay Plan expenses or fund other matching contributions; however, the forfeiture |
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
amount is credited back to participants upon re-employment with the Company. Forfeiture balances remaining at December 31, 2020 were approximately $29,000. Forfeiture balances remaining at December 31, 2019 were approximately $33,000.
e. | Investment Options. All employee contributions and Company matching contributions are participant directed among various target date, stable value and money market funds and Berkshire Hathaway Inc. (“Berkshire”) Class B common stock. Automatic enrollment contributions are defaulted to target date funds. |
f. | Payment of Benefits. Withdrawals of employer contributions from the Plan by participants can be made at normal retirement (age 65), early retirement (age 55), when a participant dies, becomes disabled or a break in service occurs. Distributions upon withdrawal are made in accordance with the Plan document. |
g. | Hardship Distributions. A participant may receive a hardship distribution from salary reduction contributions and rollover contributions if the distribution is: (1) on account of uninsured medical expenses incurred by the participant, their spouse or dependents; (2) to purchase (excluding mortgage payments) a principal residence of the participant; (3) for the payment of post-secondary tuition expenses for the participant, their spouse or dependents; (4) needed to prevent eviction of the participant from his or her principal residence or foreclosure upon the mortgage of the participant’s principal residence; (5) for burial or funeral expenses for the participant’s parent, spouse, children or dependents; or, (6) for expenses for the repair of damage to the participant’s principal residence caused by fire, storm, or other casualty. Effective January 1, 2020, the Plan adopted regulatory changes as set forth in the Bipartisan Budget Act of 2018. Participant contributions will no longer be suspended for six-months following a hardship withdrawal and Participants will not be required to exhaust the Plan’s loan provision before taking a hardship. |
h. | Loans. Participants are allowed to apply for and receive loans from their vested account balance, subject to certain requirements, including the provision that they may not have more than one outstanding loan at a time. The minimum loan amount is $1,000 and the maximum is 50% of the participant’s combined Employee pre-tax, after-tax and after-tax Roth accounts, but never more than $50,000 minus the highest outstanding balance of the participant’s total Plan loans during the last 12 months. The loans are secured by the balance in the participant’s account. The interest rate on loans outstanding as of December 31, 2020 and 2019 range from 4.25% to 8.50% and these loans mature between 2020 and 2034. |
i. | CARES Act. Effective April 6, 2020, the Plan adopted the applicable provisions of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which was signed into law March 27, 2020. The CARES Act took immediate effect and allows for qualifying participants who experience adverse effects due to COVID-19 to take Coronavirus Related Distributions with a repayment or rollover right during the three-year period beginning the day after the distribution date. The CARES Act also permits the Plan to postpone required minimum distributions for one year. As of December 31, 2020, a total of 222 distributions averaging $6,896 per distribution had been processed. |
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
a. | Basis of accounting. The financial statements of the Plan are prepared under the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). |
b. | Estimates. The preparation of the financial statements in conformity with GAAP requires the plan administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date |
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
of the financial statements and the changes in net assets available for benefits during the reporting period and disclosures of contingent assets and liabilities at the date of the financial statements. Actual results may, in some instances, differ from previously estimated amounts.
c. | Investments. The Plan’s investments are stated at fair value. Shares of registered target funds, investment companies and common stock are valued based on published market prices, which represent the net asset value of shares held by the Plan at the end of year. Gains and losses on the sale of investments are accounted for on an average cost basis. The Plan presents net changes in the fair value of mutual funds and common stock, which consists of realized gains and losses, unrealized appreciation (depreciation), and any income or capital gain distributions from such investments in the accompanying statement of changes in net assets available for benefits. Shares in the Wells Fargo Stable Return Fund are valued based on the fair value of the underlying investments as determined by Wells Fargo Bank, N.A. Shares in the Putnam Stable Value Fund are valued based on the fair value of the underlying investments as determined by Putnam Management. The Plan presents net changes in the fair value of the Wells Fargo Stable Return Fund and the Putnam Stable Value Fund, which consists of realized gains and losses, unrealized appreciation (depreciation), and any income or capital gain distributions from such investments in the accompanying statement of changes in net assets available for benefits. Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. |
d. | Participant Loans. Participant loans are valued at unpaid principal balance plus accrued interest. |
e. | Contributions. Contributions by participants and participating employers are accounted for on the accrual basis once determined. |
f. | Benefit payments. Benefit payments are recorded when paid. |
3. | FAIR VALUE MEASUREMENTS |
The framework for measuring fair value provides 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) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under Financial Accounting Standards Board Accounting Standards Codification Topic No. 820, Fair Value Measurement, are described as follows:
• | Level 1 — inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access. |
• | Level 2 — inputs to the valuation methodology include |
● | quoted prices for similar assets or liabilities in active markets; |
● | quoted prices for identical or similar assets or liabilities in inactive markets; |
● | inputs other than quoted prices that are observable for the asset or liability; |
● | inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
• | Level 3 — inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs.
Following is a description of the valuation methodologies used for investments measured at fair value. There have been no changes in the methodologies used at December 31, 2020 and 2019. These methodologies were consistently applied to all investments of the Plan.
Cash and cash equivalents
Demand deposit funds are carried at amortized cost which approximates fair value. The investments are classified within Level 2 of the valuation hierarchy.
Common stock
Common stock is valued at the closing price reported on the active market on which the individual securities are traded. All common stock is classified within Level 1 of the valuation hierarchy.
Common/collective trust funds
The common/collective trust funds (“CCT”) are valued using Net Asset Value (“NAV”) per share as a practical expedient. NAV is based on the fair value of the underlying investments held by the fund less its liabilities. In accordance with GAAP, since each CCT is measured using the NAV per share practical expedient, the CCT’s are not classified in the fair value hierarchy. The fair value amounts for the CCT’s presented in the table below are intended to permit reconciliation to the amounts presented in the Statements of Net Assets Available for Benefits.
Mutual funds
Mutual funds are valued at the daily closing price as reported by the fund. Mutual funds held by the Plan are open-end mutual funds that are registered with the Securities and Exchange Commission. These funds are required to publish their daily NAV and to transact at that price. The mutual funds held by the Plan are deemed to be actively traded. All mutual funds are classified within Level 1 of the valuation hierarchy.
The following table sets forth by level, within the fair value hierarchy, the Plan’s investments at fair value as of December 31, 2020 and 2019. The Plan has no assets classified within Level 3 of the valuation hierarchy.
Assets at Fair Value as of December 31, 2020
Level 1 | Level 2 | Total | ||||||||||
Cash/cash equivalents | �� | $ | - | $ | 5,520,307 | $ | 5,520,307 | |||||
Mutual funds | 84,402,325 | - | 84,402,325 | |||||||||
Common stock | 13,332,463 | - | 13,332,463 | |||||||||
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Total investments in the fair value hierarchy | ||||||||||||
$ | 97,734,788 | $ | 5,520,307 | 103,255,095 | ||||||||
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Investments measured at net asset value (a) | 15,141,797 | |||||||||||
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Total investments at fair value | $ | 118,396,892 | ||||||||||
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
Assets at Fair Value as of December 31, 2019
Level 1 | Level 2 | Total | ||||||||||
Cash/cash equivalents | $ | - | $ | 4,632,848 | $ | 4,632,848 | ||||||
Mutual funds | 72,367,479 | - | 72,367,479 | |||||||||
Common stock | 13,035,198 | - | 13,035,198 | |||||||||
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Total investments in the fair value hierarchy | $ | 85,402,677 | $ | 4,632,848 | 90,035,525 | |||||||
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Investments measured at net asset value (a) | 21,205,354 | |||||||||||
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Total investments at fair value | $ | 111,240,879 | ||||||||||
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(a) | In accordance with Subtopic 820-10, certain investments that were measured at NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the statement of net assets available for benefits. |
The following table summarizes investments measured at fair value based on NAV as a practical expedient as of December 31, 2020 and 2019.
Fair Values as of December 31, 2020
Redemption | ||||||||||
Unfunded | Redemption | Notice | ||||||||
Fund
| Fair Value | Commitments | Frequency | Period | ||||||
Wells Fargo Stable Return Fund | $ | 12,099,684 | N/A | Daily | 12 Months | |||||
Putnam Stable Value Fund | 3,042,113 | N/A | Daily | Daily | ||||||
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Total | $ | 15,141,797 | ||||||||
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Fair Values as of December 31, 2019
Redemption | ||||||||||||||||
Unfunded | Redemption | Notice | ||||||||||||||
Fund
| Fair Value | Commitments | Frequency | Period | ||||||||||||
Wells Fargo Stable Return Fund | $ | 15,427,306 | N/A | Daily | 12 Months | |||||||||||
Blackrock US Debt Index Fund | 2,533,387 | N/A | Daily | Daily | ||||||||||||
Blackrock MSCI ACWI ex-US | ||||||||||||||||
Index Fund | 3,244,661 | N/A | Daily | Daily | ||||||||||||
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Total | $ | 21,205,354 | ||||||||||||||
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4. | TAX STATUS OF PLAN |
Effective December 31, 2018, the Plan sponsor adopted a prototype plan sponsored by Bank of America Merrill Lynch. The prototype plan received an opinion letter dated March 31, 2014 in which the Internal Revenue Service (“IRS”) stated that the prototype plan was in compliance with the applicable requirements of the Code. In addition,
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
the opinion letter stated that an employer who adopts this prototype plan may rely on the prototype plan opinion letter with respect to the qualification of its plan under the Code. Therefore, the Plan’s Administrative Committee believes that the Plan is being operated in compliance with the applicable provisions of the Code.
The Plan’s Administrative Committee evaluates tax positions taken by the Plan and recognizes 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’s Administrative Committee has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2020, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.
5. | EXCESS PARTICIPANTS’ CONTRIBUTIONS REFUNDABLE |
As a result of nondiscrimination requirements relating to contributions, certain “highly compensated” employees received refunds of excess contributions. Such amounts have been accrued in the accompanying financial statements for 2020 and 2019 as a liability of the Plan as of the end of the year.
6. | ADMINISTRATIVE EXPENSES |
All expenses of Plan administration may be paid out of Plan assets unless paid by the Company at its discretion. In 2020, the Company elected to directly pay all administrative expenses of the Plan with the exception of brokerage commissions and transfer taxes on stock purchases, which are included in the cost of the stock purchased. Expenses paid by the Company are not reported in the Plan’s financial statements.
7. | 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. Upon termination, all participants would become 100% vested and Plan assets would be distributed accordingly.
8. | RELATED PARTIES AND PARTIES-IN-INTEREST |
The Plan holds investments in the common stock of Berkshire, the Company’s parent; a retirement bank account managed by Bank of America, N.A., which acted as trustee for only those investments as defined by the Plan; and, notes receivable from participant loans. Transactions in such investments qualify as party-in-interest transactions, which are exempt from the prohibited transaction rules.
Administrative expenses of the Plan are borne by the Company, an affiliate of the Plan sponsor, Acme Building Brands, Inc.
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
9. | RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 |
The following is a reconciliation of net assets available for benefits per the accompanying financial statements to the Form 5500:
Year Ended | Year Ended | |||||||
December 31, 2020 | December 31, 2019 | |||||||
Net assets available for benefits per the financial statements | $ | 121,799,450 | $ | 114,799,000 | ||||
Amounts allocated to withdrawing participants | (2,869) | (38,671) | ||||||
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Net assets available for benefits per the Form 5500 | $ | 121,796,581 | $ | 114,760,329 | ||||
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Year Ended | ||||||||
December 31, 2020 | ||||||||
Net increase in net assets available for benefits per the financial statements | $ | 7,000,450 | ||||||
Amounts allocated to withdrawing participants | (2,869) | |||||||
Amounts allocated to withdrawing participants | 38,671 | |||||||
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Change in net assets available for benefits per the Form 5500 | $ | 7,036,252 | ||||||
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The reconciling items noted above are due to the difference in the method of accounting used under government reporting requirements in preparing the Form 5500 as compared to the Plan’s financial statements.
10. | LITIGATION |
The employer match for qualified employee contributions made during 2010, 2011, 2012 and 2013 was set by the Company at 25%. On August 18, 2014, a lawsuit was filed in the United States District Court by certain then-current and former employees (“the Plaintiffs”) contesting, among other items, that the 25% matching contribution was less than what was required according to the Plan and/or other agreements.
In August 2015, the US District Court for the Northern District of Texas dismissed with prejudice all claims brought forth in this case. The plaintiffs subsequently appealed the decision. The Fifth Circuit Court of Appeals affirmed the District Court’s decision to dismiss all claims against the Company, but reversed the lower court’s dismissal of claims against Berkshire. The case was remanded back to the District Court to address the plaintiff’s claims against Berkshire. Mediation of the case occurred and a Class Action Settlement Agreement dated November 27, 2019 was filed on December 30, 2019.
A final approval hearing on May 13, 2020 ordered a Settlement Cash Payment of $750,000 be deposited into the Plan by June 22, 2020. As directed, the Company wired $25,000 to the Plaintiff’s attorney (to be distributed to the three named plaintiffs) and the remainder of $725,000 was wired directly to the Plan. Bank of America, N. A. allocated funds to participant accounts as specified in the settlement agreement.
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
Notes to Financial Statements - Continued
11. | RISKS AND UNCERTAINTIES |
The Plan provides for various investment options in a variety of mutual funds, two common collective trust funds and Berkshire common stock. Investment securities are exposed to various risks, such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participant account balances and the amounts reported in the Plan’s financial statements.
The following table shows details on investments that represent a concentration of greater than 10% of the Plan’s net assets as of December 31, 2020 and 2019.
December 31, 2020 | December 31, 2019 | |||||||||||
Balance | % of Net Assets | Balance | % of Net Assets | |||||||||
Berkshire Hathaway Class B Common Stock | $ | 13,332,463 | 11.3% | $ | 13,035,198 | 11.7% | ||||||
Wells Fargo Stable Return Fund Class O | 12,099,684 | 10.2% | 15,427,306 | 13.9% | ||||||||
AllianceBernstein Large Cap Growth Fund Class Z | 13,343,099 | 11.3% | - | 0.0% | ||||||||
American Funds Growth Fund of America Class R5 | - | 0.0% | 11,390,365 | 10.2% |
A novel strain of coronavirus (“COVID-19”) was first identified in December 2019, and subsequently declared a global pandemic by the World Health Organization on March 11, 2020. The outbreak in the United States has negatively impacted economies and global financial markets. As a result of the outbreak, many companies have experienced disruptions in their operations and in servicing customers. The Company has implemented some and may take additional precautionary measures intended to help ensure the well-being of its employees, facilitate continued uninterrupted servicing of customers and minimize business disruptions. Because of the uncertainty of the duration or impact of this pandemic, the near- and long-term financial impact cannot be reasonably estimated at this time.
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
EIN: 75-2864968 Plan Number: 014
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2020
(a) | (b) | (c) | (e) | |||||
| Identity of Issue, Borrower, | Description of Investment Including | Current Value | |||||
AllianceBernstein Large Cap Growth Fund Class Z | 83,604 | shares | $ 13,343,099 | |||||
* | Berkshire Hathaway Common Stock Class B | 57,500 | shares | 13,332,463 | ||||
Carillon Eagle Mid Cap Growth Fund Class I | 63,968 | shares | 6,161,369 | |||||
Delaware Value Fund Class I | 126,756 | shares | 2,762,003 | |||||
Fidelity 500 Index Fund | 83,604 | shares | 10,882,696 | |||||
Fidelity US Bond Index Fund | 51,803 | shares | 644,957 | |||||
Fidelity International Bond Index Institutional Fund | 59,320 | shares | 2,705,581 | |||||
Goldman Sachs Government Income Fund Class I | 511,328 | shares | 8,002,289 | |||||
JPMorgan Small Cap Core Fund Select Class | 110,603 | shares | 6,449,235 | |||||
* | Merrill Lynch Retirement Bank Account | 5,517,437 | shares | 5,520,307 | ||||
Metropolitan West Total Return Bond Fund Class I | 676,191 | shares | 7,559,815 | |||||
MFS International Diversification Fund Class R6 | 323,266 | shares | 7,729,285 | |||||
Putnam Stable Value Fund Class 20 | 3,042,113 | shares | 3,042,113 | |||||
Touchstone Large Cap Focused Fund Class Y | 165,366 | shares | 8,283,176 | |||||
Vanguard Target Income Retirement Investor Class | 1,682 | shares | 25,120 | |||||
Vanguard 2020 Target Retirement Investor Class | 2,530 | shares | 86,747 | |||||
Vanguard 2025 Target Retirement Investor Class | 34,620 | shares | 745,725 | |||||
Vanguard 2030 Target Retirement Investor Class | 21,137 | shares | 857,088 | |||||
Vanguard 2035 Target Retirement Investor Class | 8,854 | shares | 223,289 |
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
EIN: 75-2864968 Plan Number: 014
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2020
(a) | (b) | (c) | (e) | |||||
| Identity of Issue, Borrower, | Description of Investment Including | Current Value | |||||
Vanguard 2040 Target Retirement Investor Class | 1,207 | shares | 53,416 | |||||
Vanguard 2045 Target Retirement Investor Class | 1,847 | shares | 52,077 | |||||
Vanguard 2050 Target Retirement Investor Class | 1,184 | shares | 53,825 | |||||
Vanguard 2055 Target Retirement Investor Class | 1,967 | shares | 97,056 | |||||
Vanguard 2060 Target Retirement Investor Class | 1,901 | shares | 82,855 | |||||
Vanguard 2065 Target Retirement Investor Class | 2,280 | shares | 62,703 | |||||
Victory Sycamore Established Value Fund Class I | 184,326 | shares | 7,538,919 | |||||
Wells Fargo Stable Return Fund Class O | 103,447 | shares | 12,099,684 | |||||
* | Participant Notes Receivable | Interest rates range from 4.25% to 8.50%, due through 2034. | 1,856,399 | |||||
| ||||||||
$ 120,253,291 | ||||||||
|
* Denotes an investment issued or managed by an entity known to be a party-in-interest to the Plan, as defined by ERISA.
Column (d) cost information omitted for participant-directed investments.
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
Acme Brick Company 401(k) Retirement and Saving Plan |
By: /s/ Elaine Suleski |
Elaine Suleski |
Vice President of Accounting |
Date: June 8, 2021
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ACME BRICK COMPANY 401(k) RETIREMENT & SAVINGS PLAN
EXHIBIT INDEX
Exhibit No. | Page No. | |||
23.1 | 16 |
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