UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
| |
⌧ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2019
OR
| |
◻ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ____________ to ______________
Commission file number: 001-13122
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
Precision Strip Retirement and Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Reliance Steel & Aluminum Co.
350 South Grand Avenue, Suite 5100
Los Angeles, California 90071
PRECISION STRIP RETIREMENT AND SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS
| | |
| 1 | |
| | |
Financial Statements | | |
| | |
| 2 | |
| | |
| 3 | |
| | |
| 4 | |
| | |
Supplemental Schedule* | | |
| | |
Schedule H, Line 4a – Schedule of Delinquent Participant Contributions | | 11 |
| | |
Schedule H, Line 4i – Schedule of Assets (Held at End of Year) | | 12 |
| | |
| 14 | |
| | |
| 15 |
* All other schedules required by 29 CFR §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, as amended, are not included because they are not applicable.
Report of Independent Registered Public Accounting Firm
Plan Administrator and Participants
Precision Strip Retirement and Savings Plan
Minster, Ohio
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Precision Strip Retirement and Savings Plan (the “Plan”) as of December 31, 2019 and 2018, the related statement of changes in net assets available for benefits for the year ended December 31, 2019, 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 year ended December 31, 2019, 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.
Supplemental Information
The supplemental information in the accompanying schedules of delinquent participant contributions for the year ended December 31, 2019 and assets (held at end of year) as of December 31, 2019, has 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/ BDO USA, LLP
We have served as the Plan’s auditor since 2007.
Los Angeles, California
June 25, 2020
1
PRECISION STRIP RETIREMENT AND SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
| | | | | |
| | | | | |
| December 31, | | December 31, | ||
| 2019 | | 2018 | ||
Assets | | | | | |
Investments at fair value: | | | | | |
Interest-bearing cash | $ | 310,893 | | $ | 200,146 |
Money market fund | | 3,563,717 | | | 3,701,116 |
Mutual funds | | 251,782,604 | | | 201,774,613 |
Reliance Steel & Aluminum Co. common stock | | 7,665,359 | | | 4,588,757 |
Common collective trust | | 12,145,239 | | | 12,979,666 |
Total investments at fair value | | 275,467,812 | | | 223,244,298 |
| | | | | |
Receivables: | | | | | |
Notes receivable from participants | | 5,761,954 | | | 5,482,844 |
Due from trustee | | 67,882 | | | — |
Other receivables | | 1,640 | | | 374 |
Total receivables | | 5,831,476 | | | 5,483,218 |
| | | | | |
Net assets available for benefits | $ | 281,299,288 | | $ | 228,727,516 |
See accompanying notes to financial statements.
2
PRECISION STRIP RETIREMENT AND SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
| | |
| Year Ended | |
| December 31, 2019 | |
Additions | | |
Income: | | |
Net appreciation in fair value of investments | $ | 41,364,583 |
Interest and dividends | | 13,975,688 |
Interest on notes receivable from participants | | 291,188 |
Total income | | 55,631,459 |
| | |
Contributions: | | |
Employer, net of forfeitures | | 7,711,959 |
Participant | | 5,979,065 |
Rollover | | 580,966 |
Total contributions, net | | 14,271,990 |
| | |
Revenue sharing program credits | | 262,363 |
| | |
Total additions | | 70,165,812 |
| | |
Deductions | | |
Benefits paid to participants and beneficiaries | | 17,518,435 |
Administrative expenses | | 75,605 |
Total deductions | | 17,594,040 |
| | |
Net increase | | 52,571,772 |
| | |
Net assets available for benefits, beginning of year | | 228,727,516 |
| | |
Net assets available for benefits, end of year | $ | 281,299,288 |
See accompanying notes to financial statements.
3
PRECISION STRIP RETIREMENT AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
| 1. | Description of the Plan |
The following description of the Precision Strip Retirement and 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.
General
The Plan is a defined contribution plan that provides certain benefits to the eligible employees of Precision Strip Inc. (the “Company”), a wholly owned subsidiary of Reliance Steel & Aluminum Co., and Precision Strip Transport, Inc., a wholly owned subsidiary of Precision Strip Inc. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”) and subsequent amendments. The Plan is administered by the Reliance Steel & Aluminum Co. Benefits Committee (“Plan Administrator”). The trustee of the Plan is Fidelity Management Trust Company (the “Trustee”) and the recordkeeper is Fidelity Investments Institutional Operations Company, Inc.
Participation
Effective April 1, 2019, eligible employees may enroll into the Plan following three months of employment for purposes of salary deferrals. The Plan’s recordkeeper automatically enrolls eligible employees into the Plan with an initial deferral contribution of 4% of eligible compensation, unless the employee elects a different deferral contribution percentage or declines to participate. The initial deferral contribution percentage automatically increases annually by 2% (up to a maximum of 10%), unless elected otherwise by the participant.
Contributions
Participants may contribute up to 50% of eligible compensation into the Plan on a pre-tax basis and/or make Roth 401(k) contributions on an after-tax basis, effective April 1, 2019, subject to federal limits. The Plan also allows the Company to make employer profit sharing contributions, which are discretionary. Participants become eligible to receive discretionary profit sharing contributions after the completion of 1,000 hours and one year of service.
Participants may contribute eligible rollovers from other qualified defined benefit plans, defined contribution plans and individual retirement accounts.
Participant Accounts
Each participant's account is credited with the participant's contributions, employer contributions and allocation of investment earnings. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. Participants direct the investment of their account balances into various investment funds offered by the Plan.
4
Vesting
Participants are immediately vested in their accounts with respect to participant contributions, eligible rollovers and earnings thereon. Participants vest in Company contributions and earnings thereon based upon the following schedule:
| | |
| | |
Years of Service | | Percentage |
Less than 2 | | 0% |
2 | | 20% |
3 | | 40% |
4 | | 60% |
5 | | 80% |
6 or more | | 100% |
Payment of Benefits
Upon retirement, disability, death, or termination of service, a participant is eligible to receive a lump-sum amount equal to the value of the vested interest in his or her account. Installment payment options are also available. Other withdrawals from participants' account balances may be made under certain circumstances, as defined in the Plan document.
Forfeitures
Forfeitures from nonvested participant accounts are used to reduce future Company contributions. For the year ended December 31, 2019, forfeitures of $225,844 were used to reduce the Company’s contributions. Forfeited nonvested accounts totaled $7,500 and $706 at December 31, 2019 and 2018, respectively.
Notes Receivable from Participants
Participants may borrow from their accounts up to the lesser of $50,000 or 50% of their vested account balance. Loans are secured by the respective participant's vested account balance and are subject to interest charges. Interest rates applicable to new notes are determined by the Plan Administrator on the first day of each calendar quarter based on prevailing market rates. Loans are repaid ratably through periodic payroll deductions over a term not exceeding five years for general purpose loans and up to ten years for the purchase of a primary residence. As of December 31, 2019, notes receivable from participants had interest rates that ranged from 4.25% to 6.50%, and have maturities through February 2030. Interest earned is recorded on an accrual basis as interest on notes receivable from participants in the Statement of Changes in Net Assets Available for Benefits. Unpaid loans determined to be in default under the terms of the notes are deemed to be distributed in accordance with the provisions of the Plan document.
Administrative Expenses
Recordkeeping, loan initiation and maintenance, and overnight delivery fees are charged by the Trustee directly to the account balance of the applicable participants. These expenses totaled $75,605 for the year ended December 31, 2019.
Audit, legal and other administrative expenses relating to the Plan are not reflected in the accompanying financial statements as they are paid by the Company and constitute exempt party-in-interest transactions under ERISA.
Revenue Sharing Program
The Plan receives investment funds administrative revenue credits through its participation in Fidelity’s revenue sharing program. The revenue sharing credits are invested in the money market fund until allocated to Plan participants. Revenue sharing credits, if any, are allocated on a quarterly basis equally to participant accounts with a balance as of the end of each quarter. The revenue sharing program credits for the year ended December 31, 2019 were $262,363, of which $177,585 was received by the Plan in 2019, and the balance, $84,778, was received by the Plan in 2020. Due from trustee of $67,882 at December 31, 2019 included revenue sharing credits owed to the Plan of $84,778 less Fidelity recordkeeping fees of $16,896.
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| 2. | Summary of Significant Accounting Policies |
Basis of Presentation
The accompanying 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 (“U.S. GAAP”).
As described in the Plan Accounting—Defined Contribution Pension Plans topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“Codification”), contract value is the relevant measure for investment contracts held by a defined-contribution plan that meet the fully benefit-responsive investment contract criteria. Contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.
The Plan invests in the Fidelity Managed Income Portfolio Class 2, which is a common collective trust. The common collective trust invests in fully benefit-responsive investment contracts issued by insurance companies and other financial institutions, and in fixed income securities (see Investment Valuation and Income Recognition).
Investment Valuation and Income Recognition
The Plan has investments in registered investment companies (mutual funds), a common collective trust and a unitized employer common stock fund. Registered investment companies (mutual funds) and common stock are stated at fair value based on the quoted market price of the funds or common stock. The investments in the registered investment companies represent the net asset value (“NAV”) of the shares held by the Plan. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on an accrual basis. Dividends are recorded on the ex-dividend date.
The Plan invests in the Fidelity Managed Income Portfolio Class 2, a stable value fund held within a common collective trust, which has entered into fully benefit-responsive investment contracts to provide preservation of principal, maintain a stable interest rate and provide liquidity at contract value for participant withdrawals and transfers. The stable value fund has an investment objective to maintain a constant NAV while generating a slightly higher yield than the money market fund. The NAV, as provided by the Trustee, is used as a practical expedient to estimate fair value. Generally, there are no restrictions on a participant’s ability to redeem their investment in the common collective trust at the investment’s NAV. However, withdrawals prompted by certain events (e.g., the termination of the Fidelity Managed Income Portfolio Class 2 and changes in laws or regulations) may restrict a participant’s ability to redeem the investment at its NAV.
Net Appreciation (Depreciation) in Fair Value of Investments
Realized and unrealized appreciation (depreciation) in the fair value of investments is based on the difference between the fair value of the assets at the beginning of the year, or at the time of purchase for assets purchased during the year, and the related fair value on the day investments are sold with respect to realized appreciation (depreciation), or on the last day of the year for unrealized appreciation (depreciation).
Realized and unrealized appreciation (depreciation) is presented in the accompanying Statement of Changes in Net Assets Available for Benefits as net appreciation in fair value of investments.
Risks and Uncertainties
The Plan invests in various funds that hold investment securities. Investment securities are exposed to various risks such as interest rate, market volatility, and credit risks. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risk in the near term would materially affect participants’ account balances and the amounts reported in the financial statements.
The Plan provides investment options that hold securities of foreign companies, which may involve special risks and considerations not typically associated with investing in U.S. companies. These risks include devaluation of currencies, less reliable information about issuers, different securities transaction clearance and settlement practices, and possible adverse political and economic developments. Moreover, securities of many foreign companies and their markets may be less liquid and their prices more volatile than securities of comparable U.S. companies.
6
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could materially differ from those estimates.
Payment of Benefits
Benefits paid to participants are recorded when paid.
Recently Issued Accounting Pronouncements
In January 2016, the FASB issued accounting guidance that changes the recognition, measurement, presentation and disclosure of certain financial assets and liabilities. The Plan adopted these accounting changes for the 2019 Plan year without material impact to the Plan’s financial statements.
In August 2018, the FASB issued accounting guidance that adds, removes and modifies fair value disclosure requirements. The new accounting guidance is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted. The adoption of these accounting changes is not expected to have a material impact on the Plan’s financial statements.
| 3. | Investments |
Participants may invest in certain investments offered by the Trustee, including a unitized employer common stock fund that consists principally of Reliance Steel & Aluminum Co. common stock and interest-bearing cash that provides liquidity for trading. As of December 31, 2019 and 2018, the Plan held 227,647 and 231,023 units of the Reliance Steel Stock Fund with fair values of $7,977,892 and $4,789,277, respectively.
The assets and liabilities of the Reliance Steel Stock Fund were as follows:
| | | | | |
| December 31, | | December 31, | ||
| 2019 | | 2018 | ||
Reliance Steel & Aluminum Co. common stock (64,006 shares as of December 31, 2019 and 64,476 shares as of December 31, 2018) | $ | 7,665,359 | | $ | 4,588,757 |
Interest-bearing cash | | 310,893 | | | 200,146 |
Other receivables | | 1,640 | | | 374 |
| $ | 7,977,892 | | $ | 4,789,277 |
For risks and uncertainties regarding investment in Reliance Steel & Aluminum Co. common stock, participants should refer to the Reliance Steel & Aluminum Co. Annual Report on Form 10-K for the year ended December 31, 2019 and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
| 4. | Fair Value Measurements |
Fair value is the price that would be received to sell the investment in an orderly transaction between market participants (an exit price). The Codification establishes a framework for measuring fair value. That framework 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 measurements) and lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are described as follows:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. An active market for the asset or liability is a market in which the transaction for the asset or liability occurs with sufficient frequency and volume to provide pricing information on an ongoing basis.
7
Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities in markets that are active; quoted market prices in markets that are not active; or model-derived valuations or other inputs that are observable or can be corroborated by observable market data for substantially the full terms of the assets or liabilities.
Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
The following tables set forth by level, within the fair value hierarchy, the Plan’s investment assets at fair value as of December 31, 2019 and 2018:
| | | | | | | | | | | |
| | | | | | | | | | | |
December 31, 2019 | Level 1 |
| Level 2 |
| Level 3 |
| Total | ||||
Interest-bearing cash | $ | 310,893 | | $ | — | | $ | — | | $ | 310,893 |
Money market fund | | 3,563,717 | | | — | | | — | | | 3,563,717 |
Mutual funds | | 251,782,604 | | | — | | | — | | | 251,782,604 |
Reliance Steel & Aluminum Co. common stock | | 7,665,359 | | | — | | | — | | | 7,665,359 |
| | | | | | | | | | | |
Total assets in the fair value hierarchy | | 263,322,573 | | | — | | | — | | | 263,322,573 |
| | | | | | | | | | | |
Common collective trust measured at NAV | | | | | | | | | | | 12,145,239 |
| | | | | | | | | | | |
Total investments at fair value | $ | 263,322,573 | | $ | — | | $ | — | | $ | 275,467,812 |
| | | | | | | | | | | |
December 31, 2018 | Level 1 |
| Level 2 |
| Level 3 |
| Total | ||||
Interest-bearing cash | $ | 200,146 | | $ | — | | $ | — | | $ | 200,146 |
Money market fund | | 3,701,116 | | | — | | | — | | | 3,701,116 |
Mutual funds | | 201,774,613 | | | — | | | — | | | 201,774,613 |
Reliance Steel & Aluminum Co. common stock | | 4,588,757 | | | — | | | — | | | 4,588,757 |
| | | | | | | | | | | |
Total assets in the fair value hierarchy | | 210,264,632 | | | — | | | — | | | 210,264,632 |
| | | | | | | | | | | |
Common collective trust measured at NAV | | | | | | | | | | | 12,979,666 |
| | | | | | | | | | | |
Total investments at fair value | $ | 210,264,632 | | $ | — | | $ | — | | $ | 223,244,298 |
The Plan’s investments that are measured at fair value on a recurring basis, including the money market fund, mutual funds and common stock are classified within Level 1 of the fair value hierarchy. The fair values of these investments are based on quoted market prices in active markets. The Plan’s investment in the common collective trust is measured at fair value using the NAV practical expedient. The fair value of the common collective trust is excluded from the fair value hierarchy and is presented in the tables above to permit reconciliation of the investments classified within the fair value hierarchy to the Plan’s total investments at fair value.
| 5. | Party-in-Interest Transactions |
Certain of the Plan’s investments include shares in mutual and money market funds, and an interest in a common collective trust that are managed by the Trustee. The Plan also invests in shares of Reliance Steel & Aluminum Co. common stock through the unitized employer common stock fund. These transactions qualify as exempt party-in-interest transactions. Additionally, loans to Plan participants and the Company’s compensation of the employees who perform certain administrative functions of the Plan also qualify as exempt party-in-interest transactions.
| 6. | Income Tax Status |
The Internal Revenue Service (“IRS”) issued an advisory letter dated March 31, 2014 confirming the tax qualification status of the volume submitter plan document adopted by the Plan. Although the Plan has been amended since the date of this letter, the Plan Administrator believes the Plan is currently operating in compliance with the applicable requirements of the Internal Revenue Code and therefore is tax qualified.
8
The Plan Administrator has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2019 and 2018, there were no uncertain positions taken or expected to be taken that would require provision for income taxes in the accompanying financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax years in progress. The Plan is no longer subject to U.S. federal tax examinations for years before 2016.
| 7. | Plan Termination |
Although it has not expressed any intent to do so, the Company has the right under the Plan to amend or terminate the Plan at any time, subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.
| 8. | Nonexempt Transactions |
As reported on the Form 5500, Schedule H, Line 4a – Schedule of Delinquent Participant Contributions, certain participant contributions were not remitted to the Plan within the timeframe specified by the Department of Labor’s Regulation 29 CFR §2510.3-102, thus constituting nonexempt transactions between the Plan and the Company during the 2019 Plan year. Late remittances amounted to $1,715 for the 2019 Plan year and the Company remitted lost earnings to the Plan during 2019.
| 9. | Reconciliation of Financial Statements to Form 5500 |
The following is a reconciliation of net assets available for benefits as reported on the Form 5500 with that reported in the accompanying financial statements:
| | | | | |
| Year Ended December 31, | ||||
| 2019 | | 2018 | ||
Net assets available for | | | | | |
benefits as reported on the Form 5500 | $ | 281,463,035 | | $ | 228,589,735 |
Adjustment from fair value to contract value | | | | | |
for fully benefit-responsive investment contracts | | | | | |
held by a common collective trust | | (163,747) | | | 137,781 |
Net assets available for benefits as reported | | | | | |
on the accompanying financial statements | $ | 281,299,288 | | $ | 228,727,516 |
The following is a reconciliation of the changes in net assets available for benefits as reported on the Form 5500 with that reported in the accompanying financial statements:
| | |
| Year Ended | |
| December 31, 2019 | |
Net increase in net assets available for benefits as | | |
reported on the Form 5500 | $ | 52,873,300 |
Investments: | | |
Adjustment from fair value to contract value for fully benefit-responsive | | |
investment contracts held by a common collective trust: | | |
Beginning of year | | (137,781) |
End of year | | (163,747) |
Net increase in net assets available for benefits as | | |
reported on the accompanying financial statements | $ | 52,571,772 |
| 10. | Subsequent Events |
In March 2020, the World Health Organization declared the outbreak of the novel strain of coronavirus ("COVID-19") a global pandemic and recommended containment and mitigation measures worldwide. The COVID-19 outbreak has led to significant stock market volatility and the U.S. economy is in recession. The duration and severity of the outbreak
9
and its long-term impact on the Plan are uncertain at this time. Discretionary profit sharing contributions have been suspended.
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted, which includes provisions, among others, that provide temporary relief for those retirement plan participants affected by COVID-19. Participants that meet certain criteria can take a penalty-free hardship withdrawal, borrow from their accounts at higher limits and suspend making payments on their participant loans until 2021. The Plan adopted all of the provisions included in the CARES Act that pertain to qualified retirement plans.
The CARES Act removed the 10% early withdrawal penalty for a coronavirus-related distribution up to $100,000 made during 2020. The income to the participant can be spread over a three-year period for income tax purposes and income taxes to the participant can be avoided if the distribution is repaid within the three-year period following the distribution. Participants may borrow from their account up to the lesser of $100,000 or the vested account balance. Participants can suspend loan repayments due from March 27, 2020 to December 31, 2020 for up to one year.
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PRECISION STRIP RETIREMENT AND SAVINGS PLAN
SCHEDULE H, LINE 4a – SCHEDULE OF DELINQUENT CONTRIBUTIONS
Year Ended December 31, 2019
Employer Identification Number: 34-1207681
Plan Number: 001
| | | | | | | | |
| | | | | ||||
| | Total that Constitute Nonexempt Prohibited Transactions | | | ||||
| | | | | | | | Total Fully |
Participant Contributions Transferred | | | | | | Contributions | | Corrected |
Late to the Plan | | Contributions | | Contributions | | Pending | | Under |
Check Here if Late Participant Loan | | Not | | Corrected | | Correction in | | VFCP and PTE |
Repayments are Included ☐ |
| Corrected |
| Outside VFCP |
| VFCP |
| 2002-51 |
$1,715 | | — | | $1,715 | | — | | — |
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PRECISION STRIP RETIREMENT AND SAVINGS PLAN
SCHEDULE H, LINE 4i – SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2019
Employer Identification Number: 34-1207681
Plan Number: 001
| | | | | | | | | |
| | | | (c) | | | | | |
| | | | Description of Investment, including | | | | | |
| | (b) | | Maturity Date, | | | | | (e) |
| | Identity of Issue, Borrower, | | Rate of Interest, Collateral, | | (d) | | | Current |
(a) |
| Lessor or Similar Party |
| Par or Maturity Value |
| Cost |
| | Value |
| | Mutual funds: | | | | | | | |
* | | Fidelity Investments | | Fidelity® 500 Index Fund | | a | | $ | 24,943,106 |
* | | Fidelity Investments | | Fidelity® Dividend Growth Fund - Class K | | a | | | 23,260,624 |
* | | Fidelity Investments | | Fidelity Freedom® 2035 Fund - Class K | | a | | | 19,397,727 |
| | Neuberger Berman | | Neuberger Berman Genesis Fund R6 | | a | | | 19,274,689 |
* | | Fidelity Investments | | Fidelity Freedom® 2025 Fund - Class K | | a | | | 18,633,970 |
* | | Fidelity Investments | | Fidelity Freedom® 2030 Fund - Class K | | a | | | 18,339,779 |
* | | Fidelity Investments | | Fidelity Freedom® 2040 Fund - Class K | | a | | | 13,970,447 |
* | | Fidelity Investments | | Fidelity Freedom® 2045 Fund - Class K | | a | | | 13,087,584 |
* | | Fidelity Investments | | Fidelity® Diversified International Fund - Class K | | a | | | 10,039,990 |
* | | Fidelity Investments | | Fidelity Freedom® 2050 Fund - Class K | | a | | | 9,354,201 |
| | American Funds | | American Funds The Growth Fund of America® Class R-6 | | a | | | 9,059,115 |
* | | Fidelity Investments | | Fidelity® Contrafund® - Class K | | a | | | 8,456,502 |
| | PIMCO | | PIMCO Total Return Institutional Class | | a | | | 8,128,115 |
* | | Fidelity Investments | | Fidelity Freedom® 2055 Fund - Class K | | a | | | 7,501,619 |
* | | Fidelity Investments | | Fidelity Freedom® 2020 Fund - Class K | | a | | | 7,175,868 |
| | Morgan Stanley | | Morgan Stanley Institutional Fund Trust Discovery Portfolio Class IS | | a | | | 6,349,645 |
| | American Beacon | | American Beacon Large Cap Value Fund R5 Class | | a | | | 4,243,791 |
* | | Fidelity Investments | | Fidelity® Puritan® Fund - Class K | | a | | | 4,131,416 |
* | | Fidelity Investments | | Fidelity Freedom® 2060 Fund - Class K | | a | | | 3,282,702 |
| | Janus Funds | | Janus Henderson Forty T | | a | | | 3,096,181 |
* | | Fidelity Investments | | Fidelity® Total Market Index Fund | | a | | | 2,634,593 |
| | The Royce Funds | | Royce Opportunity Fund Institutional Class | | a | | | 2,612,111 |
| | The Hartford Mutual Funds | | Hartford Small Company HLS Fund Class IA | | a | | | 2,071,386 |
* | | Fidelity Investments | | Fidelity® Low-Priced Stock Fund - Class K | | a | | | 1,838,809 |
* | | Fidelity Investments | | Fidelity® Fund - Class K | | a | | | 1,545,325 |
* | | Fidelity Investments | | Fidelity® Value Fund - Class K | | a | | | 1,440,371 |
* | | Fidelity Investments | | Fidelity® Mid-Cap Stock Fund - Class K | | a | | | 1,408,309 |
* | | Fidelity Investments | | Fidelity Freedom® Income Fund - Class K | | a | | | 1,229,775 |
* | | Fidelity Investments | | Fidelity® Equity-Income Fund - Class K | | a | | | 1,195,077 |
* | | Fidelity Investments | | Fidelity® Intermediate Treasury Bond Index Fund | | a | | | 1,165,872 |
* | | Fidelity Investments | | Fidelity® Intermediate Bond Fund | | a | | | 1,158,155 |
* | | Fidelity Investments | | Fidelity® Global ex U.S. Index Fund | | a | | | 886,151 |
* | | Fidelity Investments | | Fidelity Freedom® 2015 Fund - Class K | | a | | | 727,630 |
* | | Fidelity Investments | | Fidelity Freedom® 2010 Fund - Class K | | a | | | 77,431 |
* | | Fidelity Investments | | Fidelity Freedom® 2065 Fund - Class K | | a | | | 43,054 |
* | | Fidelity Investments | | Fidelity Freedom® 2005 Fund - Class K | | a | | | 21,484 |
| | | | | | | | | |
| | | | Total mutual funds | | $ | 251,782,604 | ||
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PRECISION STRIP RETIREMENT AND SAVINGS PLAN
SCHEDULE H, LINE 4i – SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2019
Employer Identification Number: 34-1207681
Plan Number: 001
| | | | | | | | | |
| | | | (c) | | | | | |
| | | | Description of Investment, including | | | | | |
| | (b) | | Maturity Date, | | | | | (e) |
| | Identity of Issue, Borrower, | | Rate of Interest, Collateral, | | (d) | | | Current |
(a) |
| Lessor or Similar Party |
| Par or Maturity Value |
| Cost |
| | Value |
| | Common collective trust: | | | | | | | |
* | | Fidelity Investments | | Fidelity Managed Income Portfolio Class 2 | | a | | $ | 12,308,986 |
| | | | | | | | | |
| | Money market fund: | | | | | | | |
* | | Fidelity Investments | | Fidelity® Investments Money Market Government Portfolio — Institutional Class | | a | | | 3,563,717 |
| | | | | | | | | |
| | Common stock: | | | | | | | |
* | | Reliance Steel & Aluminum Co. | | 64,006 shares | | a | | | 7,665,359 |
| | | | | | | | | |
| | Interest-bearing cash: | | | | | | | |
* | | Fidelity Investments | | Cash | | a | | | 310,893 |
| | | | | | | | | |
| | Notes receivable from participants: | | | | | | | |
| | | | Notes receivable from participants with | | | | | |
| | | | interest rates ranging from 4.25% to | | | | | |
| | | | 6.50%, collateralized by participants' | | | | | |
| | | | account balance and maturing through | | | | | |
* | | Notes receivable from participants | | February 2030 | | — | | | 5,761,954 |
| | | | | | | | | |
| | | | | | Total | | $ | 281,393,513 |
* Represents a party-in-interest as defined by ERISA.
a The cost of participant-directed investments is not required to be disclosed.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Reliance Steel & Aluminum Co. Benefits Committee have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| | |
| | PRECISION STRIP RETIREMENT |
| | AND SAVINGS PLAN |
| | |
| | |
Dated: June 25, 2020 | By: | /s/ Karla R. Lewis |
| | Karla R. Lewis |
| | Member of the Reliance Steel & Aluminum Co. Benefits Committee |
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EXHIBIT
| ||
Exhibit No. | | Description |
23.1 | | Consent of Independent Registered Public Accounting Firm—BDO USA, LLP |
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