UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
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| x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2015
OR
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| ¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 000-19289
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| A. | Full title of the plan and address of the plan, if different from that of the issuer named below: |
State Auto Property & Casualty Insurance Company
Amended and Restated
Incentive Deferred Compensation Plan
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| |
| B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
State Auto Financial Corporation
518 East Broad Street
Columbus, Ohio 43215-3976
REQUIRED INFORMATION
See the accompanying financial statements for the State Auto Property & Casualty Insurance Company Amended and Restated Incentive Deferred Compensation Plan as of December 31, 2015 and 2014, and for the years ended December 31, 2015, 2014 and 2013.
SIGNATURES
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.
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| State Auto Property & Casualty Insurance Company Amended and Restated Incentive Deferred Compensation Plan |
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| By: | | /s/ Steven E. English |
| | | Steven E. English |
| | | Senior Vice President, Chief Financial Officer |
| | | |
| By: | | /s/ Melissa A. Centers |
| | | Melissa A. Centers |
| | | Senior Vice President, Secretary and General Counsel |
Date: March 24, 2016
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| INDEX | |
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| Audited Financial Statements: | |
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Report of Independent Registered Public Accounting Firm
Board of Directors
State Auto Financial Corporation
Columbus, Ohio
We have audited the accompanying statements of net assets available for benefits of the State Auto Property & Casualty Insurance Company Amended and Restated Incentive Deferred Compensation Plan (the Plan), as of December 31, 2015 and 2014, and the related statements of changes in net assets available for benefits for the years ended December 31, 2015, 2014 and 2013. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2015 and 2014, and the changes in net assets available for benefits for the years ended December 31, 2015, 2014 and 2013 in conformity with accounting principles generally accepted in the United States of America.
/s/ Clark, Schaefer, Hackett & Co.
Columbus, Ohio
March 24, 2016
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Statements of Net Assets Available for Benefits
|
| | | | | | | | |
| | | December 31 |
| | | 2015 | | 2014 |
| Assets | | | | |
Investments, at fair value: | | |
| | |
|
| Shares of registered investment companies (cost $4,158,330 and $4,097,389, respectively) | | $ | 4,055,657 |
| | $ | 4,259,273 |
|
| Interest-bearing cash | | 1,026,986 |
| | 409,548 |
|
| Affiliated stock (cost $454,422 and $277,877, respectively) | | 509,697 |
| | 381,070 |
|
| Total investments | | 5,592,340 |
| | 5,049,891 |
|
| | | | | |
| Net assets available for benefits | | $ | 5,592,340 |
|
| $ | 5,049,891 |
|
See accompanying notes.
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Statements of Changes in Net Assets Available for Benefits
|
| | | | | | | | | | | | |
| | | Year Ended December 31 |
| | | 2015 | | 2014 | | 2013 |
| Investment income: | | | | | | |
| Dividends | | $ | 204,446 |
| | $ | 247,650 |
| | $ | 146,657 |
|
| Unrealized (losses) gains | | (312,475 | ) | | (298,427 | ) | | 405,334 |
|
| Realized gains | | 87,703 |
| | 322,302 |
| | 117,958 |
|
| Total investment (loss) income | | $ | (20,326 | ) | | $ | 271,525 |
| | $ | 669,949 |
|
| | | | | | | |
| Contributions: | | | | | | |
| Employee | | $ | 861,160 |
| | $ | 516,367 |
| | $ | 433,270 |
|
| Employer | | 27,797 |
| | 21,760 |
| | 36,647 |
|
Total contributions | | $ | 888,957 |
| | $ | 538,127 |
| | $ | 469,917 |
|
| | | | | | | |
| Deductions: | | | | | | |
| Benefit payments | | $ | 326,182 |
| | $ | 275,978 |
| | $ | 397,813 |
|
| Total deductions | | $ | 326,182 |
| | $ | 275,978 |
| | $ | 397,813 |
|
| | | | | | | |
| Net increase | | $ | 542,449 |
| | $ | 533,674 |
| | $ | 742,053 |
|
| | | | | | | |
| Net assets available for benefits: | | | | | | |
| Beginning of year | | $ | 5,049,891 |
| | $ | 4,516,217 |
| | $ | 3,774,164 |
|
| | | | | | | |
| End of year | | $ | 5,592,340 |
| | $ | 5,049,891 |
| | $ | 4,516,217 |
|
See accompanying notes.
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements
December 31, 2015
1. Description of the Plan
Organization
The State Auto Property & Casualty Insurance Company Amended and Restated Incentive Deferred Compensation Plan (the “Plan”) became effective on August 1, 1995. The Plan was amended and restated in its entirety effective as of March 1, 2010, to incorporate amendments made to the Plan subsequent to the Plan’s prior restatement effective as of March 1, 2001, and to add as an investment option a fund comprised solely of shares of the State Auto Financial Corporation common stock (“Affiliated stock”). The Plan was further amended effective as of July 1, 2010 (First Amendment), November 1, 2010 (Second Amendment) and January 1, 2011 (Third Amendment).
Eligible executives include high income or key management employees designated by State Auto Property & Casualty Insurance Company (the “Company”) on an annual basis. Plan participation is voluntary. The Plan provides to those eligible executives the benefits they would otherwise earn under the State Auto Insurance Companies Retirement Savings Plan (the “Qualified Plan”) if certain federal law restrictions did not apply, and the opportunity to defer designated amounts of their salary and bonuses.
Effective as of January 1, 2011, the Plan was amended to include the ability to transfer the maximum annual contributions permissible to be made to the Qualified Plan each calendar year from the Plan to the Qualified Plan no later than the March 15th following the December 31st of the plan year to which the contributions relate.
The benefits provided to participants under the Plan are paid from the general assets of the Company. The Plan is intended to be an unfunded Plan for purposes of the Employee Retirement Income Security Act of 1974 (“ERISA”) and is, therefore, exempt from certain ERISA requirements. Each participant’s right to benefits under the Plan is equivalent to the rights of any unsecured creditor of the Company.
Newly eligible executives who wish to participate in the Plan must enroll within 30 days after becoming eligible to participate and defer income from the current calendar year. For subsequent years, participants must enroll prior to the beginning of each new Plan year.
Contributions
Participants are permitted to defer on a pretax basis (a) from 1% to 100% of the participant’s eligible base salary received in the Plan year, (b) from 1% to 100% of each eligible participant’s bonus and/or (c) from 1% to 100% of any award to the participant under the State Auto Financial Corporation Long-Term Incentive Plan ("LTIP"). In addition, the Company matches eligible base salary deferrals at the same rate and in the same manner that it is generally matching 401(k) deferrals under the Qualified Plan. Any limitations on the match under the Qualified Plan also apply to the Plan, with the match under the Plan being offset by the match to the Qualified Plan to the extent duplicative. For example, at the present time under the Qualified Plan, the Company matches up to 6% of compensation at the rate of 100% on the first 1% of contributions plus 50% on contributions in excess of 1%, up to a maximum of 6%. Under the Plan, the Company similarly matches up to 6% of eligible base salary, as defined above, less amounts matched under the Qualified Plan. The Company is required to make nonelective contributions that are not eligible to be contributed to the Qualified Plan.
Vesting
Each participant is fully vested in base salary deferrals, bonus and LTIP deferrals, and any associated earnings. After five years of service or upon attainment of age 55, retirement, death, or total disability prior to age 55 or other termination of service, each participant is fully vested in matching contributions. After three years of service or upon attainment of age 55, retirement, death, or total disability prior to age 55 or other termination of service, each participant is fully vested in nonelective contributions.
Participant Accounts
Investment funds available under the Plan are merely devices used to calculate gains and losses on the amounts deferred by Plan participants. No participant has any rights or interests in any particular funds, securities or property of the Company or the trust described in Note 6, or in any investment vehicle in which deferrals are deemed to be invested, by virtue of any investment election. Each deferral account, however, is credited or charged in accordance with the Plan with gains and losses as if the participant in fact had made a corresponding actual investment.
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
Payment of Benefits
The balance of each deferral account is distributed in cash to the participant based on the participant’s distribution election upon a specified date certain or the later of age 55 or termination of service. If no distribution election is made, payments are made in monthly installments over a five-year period. In addition, the payment of Company non-elective contributions is made in the form of 60 monthly installments.
2. Significant Accounting Policies
Basis of Presentation
The accounting records of the Plan are maintained in conformity with U.S. generally accepted accounting principles ("GAAP").
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 differ from those estimates.
Valuation of Investments and Related Investment Income
The investments of the Plan consist of shares of registered investment companies, interest-bearing cash, and affiliated stock. The Plan’s investments are stated at fair value. Fair value is the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. See Note 3 for discussion on fair value measurements.
Investment income, including appreciation and depreciation in fair value of investments, is allocated to participant accounts daily based upon the ratio of each participant’s account to the total fund balance. Dividends are recorded on the ex-dividend date. Realized gains and losses on the sale of securities are determined on the average cost method.
Benefit Payments
Benefit payments are recognized when paid.
Administrative Expenses
All administrative expenses are paid by the Company.
Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the Plan’s statements of net assets available for benefits.
3. Fair Value Measurements
Below is the fair value hierarchy that categorizes into three levels the inputs to valuation techniques that are used to measure fair value:
•Level 1 includes observable inputs which reflect quoted prices for identical assets or liabilities in active markets at the measurement date.
•Level 2 includes observable inputs for assets or liabilities other than quoted prices included in Level 1, and it includes valuation techniques which use prices for similar assets and liabilities.
•Level 3 includes unobservable inputs which reflect the reporting entity’s estimates of the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk).
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
The following is a description of the valuation methods used for assets measured at fair value:
•Registered investment companies: Registered investment companies are public investment vehicles valued using net asset value (“NAV”) provided by the administrator of the mutual fund. The NAV is an unadjusted quoted price on an active market and classified within Level 1 of the fair value hierarchy.
•Interest-bearing cash: The carrying value approximates fair value and is classified within Level 1 of the fair value hierarchy.
•Affiliated stock: The fair value is based on the unadjusted closing price reported on the active market on which the security is traded and is classified within Level 1 of the fair value hierarchy.
The following tables reflect the Plan’s investments within the fair value hierarchy at December 31, 2015 and 2014:
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| | | | | | | | | |
| 2015 | Total | Quoted prices in active markets for identical assets (Level 1) | Significant other observable inputs (Level 2) | Significant unobservable inputs (Level 3) |
| Registered investment companies: | | | | |
| Large cap equity investments | $ | 889,241 |
| 889,241 |
| — |
| — |
|
| Mid cap equity investments | 150,417 |
| 150,417 |
| — |
| — |
|
| Small cap equity investments | 117,604 |
| 117,604 |
| — |
| — |
|
| International equity investments | 192,148 |
| 192,148 |
| — |
| — |
|
| Blended fund investments | 1,959,317 |
| 1,959,317 |
| — |
| — |
|
| Income bond investments | 746,930 |
| 746,930 |
| — |
| — |
|
| Total registered investment companies | 4,055,657 |
| 4,055,657 |
| — |
| — |
|
| Interest-bearing cash | 1,026,986 |
| 1,026,986 |
| — |
| — |
|
| Affiliated stock | 509,697 |
| 509,697 |
| — |
| — |
|
| Total investments | $ | 5,592,340 |
| 5,592,340 |
| — |
| — |
|
|
| | | | | | | | | |
| 2014 | Total | Quoted prices in active markets for identical assets
(Level 1) | Significant
other observable
inputs
(Level 2) | Significant unobservable inputs
(Level 3) |
| Registered investment companies: | | | | |
| Large cap equity investments | $ | 1,246,517 |
| 1,246,517 |
| — |
| — |
|
| Mid cap equity investments | 232,150 |
| 232,150 |
| — |
| — |
|
| Small cap equity investments | 113,890 |
| 113,890 |
| — |
| — |
|
| International equity investments | 232,557 |
| 232,557 |
| — |
| — |
|
| Blended fund investments | 1,531,130 |
| 1,531,130 |
| — |
| — |
|
| Income bond investments | 903,029 |
| 903,029 |
| — |
| — |
|
| Total registered investment companies | 4,259,273 |
| 4,259,273 |
| — |
| — |
|
| Interest-bearing cash | 409,548 |
| 409,548 |
| — |
| — |
|
| Affiliated stock | 381,070 |
| 381,070 |
| — |
| — |
|
| Total investments | $ | 5,049,891 |
| 5,049,891 |
| — |
| — |
|
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
4. Participant Accounts
Participant balances for all funds are maintained in shares. Share values are determined on a periodic basis. At December 31, 2015 and 2014, there were 76 and 73 participants in the Plan, respectively, with contributions in one or more of the following funds. The total number of participants in the Plan is less than the sum of the number of participants set forth in the following table because each participant may make contributions to more than one fund. The total number of shares and share values, and number of participants as of December 31, 2015 and 2014, by fund, were as follows:
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| | | | | | | | | | |
| 2015 | | | | | | |
| Investment Options: | | Total Number of Shares | | Net Asset Share Value | | Number of Participants |
| Registered investment companies: | | | | | | |
| ABF Sm Cap Val Inst | | 5,236 |
| | $ | 22.46 |
| | 20 |
|
| Baron Growth Inst | | 1,312 |
| | 64.31 |
| | 15 |
|
| FID Contrafund K | | 4,457 |
| | 98.88 |
| | 28 |
|
| MFS Value Fund R5 | | 4,663 |
| | 32.79 |
| | 10 |
|
| FID Total Bond | | 69,691 |
| | 10.26 |
| | 20 |
|
| TRP Blue Chip Growth | | 1,446 |
| | 72.38 |
| | 18 |
|
| MFS Inst Intl Equity | | 9,037 |
| | 20.56 |
| | 22 |
|
| Spartan 500 Index INST | | 2,660 |
| | 71.81 |
| | 15 |
|
| VANG TOT Bond Mkt ADM | | 2,998 |
| | 10.64 |
| | 3 |
|
| VANG TOT Intl Stk AD | | 261 |
| | 24.24 |
| | 2 |
|
| Spartan Ext Mkt IDX ADV | | 1,315 |
| | 50.20 |
| | 11 |
|
| VANG Target RET 2010 | | 437 |
| | 24.88 |
| | 2 |
|
| VANG Target RET 2015 | | 39,960 |
| | 14.23 |
| | 10 |
|
| VANG Target RET 2020 | | 21,643 |
| | 27.15 |
| | 19 |
|
| VANG Target RET 2025 | | 29,892 |
| | 15.62 |
| | 17 |
|
| VANG Target RET 2030 | | 8,291 |
| | 27.72 |
| | 10 |
|
| VANG Target RET 2035 | | 4,172 |
| | 16.84 |
| | 10 |
|
| VANG Target RET 2040 | | 268 |
| | 28.45 |
| | 2 |
|
| VANG Target RET 2045 | | 989 |
| | 17.78 |
| | 4 |
|
| Total registered investment companies | | 208,728 |
| | | | |
| Interest-bearing cash: | | | | | | |
| FID Govt MMRK PRM | | 1,026,986 |
| | 1.00 |
| | 15 |
|
| Total interest-bearing cash | | 1,026,986 |
| | | | |
| Affiliated stock: | | | | | | |
| State Auto Financial Corporation | | 24,755 |
| | 20.59 |
| | 7 |
|
| Total affiliated stock | | 24,755 |
| | | | |
| Total investments | | 1,260,469 |
| | | | |
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
|
| | | | | | | | | | |
| 2014 | | | | | | |
| Investment Options: | | Total Number of Shares | | Net Asset Share Value | | Number of Participants |
| Registered investment companies: | | | | | | |
| ABF Sm Cap Val Inst | | 4,543 |
| | $ | 25.07 |
| | 16 |
|
| Baron Growth Inst | | 1,702 |
| | 73.24 |
| | 14 |
|
| FID Contrafund K | | 6,824 |
| | 97.90 |
| | 30 |
|
| MFS Value Fund R5 | | 7,148 |
| | 34.94 |
| | 12 |
|
| PIM Total RT Inst | | 84,630 |
| | 10.66 |
| | 24 |
|
| TRP Blue Chip Growth | | 1,069 |
| | 67.27 |
| | 15 |
|
| MFS Inst Intl Equity | | 11,106 |
| | 20.91 |
| | 24 |
|
| Spartan 500 Index INST | | 3,525 |
| | 72.86 |
| | 17 |
|
| VANG TOT Bond Mkt ADM | | 81 |
| | 10.87 |
| | 1 |
|
| VANG TOT Intl Stk AD | | 12 |
| | 26.00 |
| | 1 |
|
| Spartan Ext Mkt IDX ADV | | 1,948 |
| | 55.18 |
| | 13 |
|
| VANG Target RET 2010 | | 648 |
| | 26.32 |
| | 1 |
|
| VANG Target RET 2015 | | 26,449 |
| | 15.29 |
| | 9 |
|
| VANG Target RET 2020 | | 14,369 |
| | 28.46 |
| | 17 |
|
| VANG Target RET 2025 | | 23,258 |
| | 16.53 |
| | 11 |
|
| VANG Target RET 2030 | | 8,216 |
| | 29.04 |
| | 9 |
|
| VANG Target RET 2035 | | 3,500 |
| | 17.84 |
| | 8 |
|
| VANG Target RET 2040 | | 258 |
| | 29.76 |
| | 1 |
|
| VANG Target RET 2045 | | 405 |
| | 18.65 |
| | 2 |
|
| Total registered investment companies | | 199,691 |
| | | | |
| Interest-bearing cash: | | | | | | |
| Fidelity US Govt Bond | | 409,548 |
| | 1.00 |
| | 16 |
|
| Total interest-bearing cash | | 409,548 |
| | | | |
| Affiliated stock: | | | | | | |
| State Auto Financial Corporation | | 17,150 |
| | 22.22 |
| | 6 |
|
| Total affiliated stock | | 17,150 |
| | | | |
| Total investments | | 626,389 |
| | | | |
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
5. Investments
The Plan’s investments and related changes at December 31, 2015, 2014 and 2013 and for the years then ended were as follows:
|
| | | | | | | | | | | | | | | | | | | | |
| 2015 | Number of Shares | Fair Value | Dividends | Realized Gain (Loss) | Unrealized Gain (Loss) | Contributions | Benefit Payments |
| Registered investment companies: | | | | | | | |
| ABF Sm Cap Val Inst | 5,236 |
| $ | 117,603 |
| $ | 6,590 |
| $ | 3,341 |
| $ | (15,423 | ) | $ | 54,131 |
| $ | (12,748 | ) |
| Baron Growth Inst | 1,312 |
| 84,393 |
| 7,653 |
| 13,345 |
| (22,416 | ) | 26,866 |
| (4,842 | ) |
| FID Contrafund K | 4,457 |
| 440,698 |
| 25,164 |
| 73,882 |
| (66,091 | ) | 102,007 |
| (40,430 | ) |
| MFS Value Fund R5 | 4,663 |
| 152,902 |
| 10,530 |
| 12,746 |
| (20,841 | ) | 31,431 |
| (22,131 | ) |
| FID Total Bond | 69,691 |
| 715,027 |
| 29,517 |
| (7,005 | ) | (37,491 | ) | 53,162 |
| (28,526 | ) |
| PIM Total RT Inst | — |
| — |
| 400 |
| (9,733 | ) | 25,825 |
| 1,498 |
| — |
|
| TRP Blue Chip Growth | 1,446 |
| 104,638 |
| 3,270 |
| 318 |
| 2,715 |
| 33,001 |
| (9,145 | ) |
| MFS Inst Intl Equity | 9,037 |
| 185,811 |
| 3,129 |
| (2,576 | ) | 250 |
| 41,356 |
| (11,709 | ) |
| Spartan 500 Index INST | 2,660 |
| 191,004 |
| 7,433 |
| 3,562 |
| (6,207 | ) | 62,999 |
| (3,960 | ) |
| VANG TOT Bond Mkt ADM | 2,998 |
| 31,903 |
| 429 |
| (313 | ) | (413 | ) | 8,079 |
| — |
|
| VANG TOT Intl Stk AD | 261 |
| 6,337 |
| 94 |
| (144 | ) | (297 | ) | 6,360 |
| — |
|
| Spartan Ext Mkt IDX ADV | 1,315 |
| 66,024 |
| 4,687 |
| (3,299 | ) | (6,238 | ) | 25,945 |
| (7,477 | ) |
| VANG Target RET 2010 | 437 |
| 10,866 |
| 577 |
| (42 | ) | (483 | ) | 21 |
| (6,272 | ) |
| VANG Target RET 2015 | 39,960 |
| 568,628 |
| 37,213 |
| 272 |
| (39,913 | ) | 65,063 |
| (2,052 | ) |
| VANG Target RET 2020 | 21,643 |
| 587,618 |
| 23,408 |
| (2,417 | ) | (32,896 | ) | 225,519 |
| (56,407 | ) |
| VANG Target RET 2025 | 29,892 |
| 466,911 |
| 22,164 |
| 233 |
| (28,324 | ) | 89,150 |
| (2,818 | ) |
| VANG Target RET 2030 | 8,291 |
| 229,827 |
| 8,253 |
| 645 |
| (10,731 | ) | 34,531 |
| (9,099 | ) |
| VANG Target RET 2035 | 4,172 |
| 70,252 |
| 3,135 |
| 1 |
| (4,211 | ) | 9,068 |
| (180 | ) |
| VANG Target RET 2040 | 268 |
| 7,615 |
| 221 |
| (91 | ) | (326 | ) | 7,207 |
| (7,080 | ) |
| VANG Target RET 2045 | 989 |
| 17,592 |
| 561 |
| — |
| (1,046 | ) | 10,521 |
| — |
|
| VANG Target RET 2050 | — |
| 8 |
| — |
| — |
| — |
| 8 |
| — |
|
| Total registered investment companies | 208,728 |
| 4,055,657 |
| 194,428 |
| 82,725 |
| (264,557 | ) | 887,923 |
| (224,876 | ) |
| Interest-bearing cash: | | | | | | | |
| Fidelity US Govt Bond | — |
| — |
| 75 |
| — |
| — |
| 6,839 |
| (89,994 | ) |
| FID Govt MMRK PRM | 1,026,986 |
| 1,026,986 |
| 11 |
| — |
| — |
| — |
| (11,312 | ) |
| Total interest-bearing cash | 1,026,986 |
| 1,026,986 |
| 86 |
| — |
| — |
| 6,839 |
| (101,306 | ) |
| Affiliated stock: | | | | | | | |
| State Auto Financial Corporation | 24,755 |
| 509,697 |
| 9,932 |
| 4,978 |
| (47,918 | ) | (5,805 | ) | — |
|
| Total affiliated stock | 24,755 |
| 509,697 |
| 9,932 |
| 4,978 |
| (47,918 | ) | (5,805 | ) | — |
|
| Total assets held for investment | 1,260,469 |
| $ | 5,592,340 |
| $ | 204,446 |
| $ | 87,703 |
| $ | (312,475 | ) | $ | 888,957 |
| $ | (326,182 | ) |
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
|
| | | | | | | | | | | | | | | | | | | | |
| 2014 | Number of Shares | Fair Value | Dividends | Realized Gain (Loss) | Unrealized Gain (Loss) | Contributions | Benefit Payments |
| Registered investment companies: | | | | | | | |
| ABF Sm Cap Val Inst | 4,543 |
| $ | 113,890 |
| $ | 13,441 |
| $ | 1,824 |
| $ | (10,347 | ) | $ | 30,294 |
| $ | (12,635 | ) |
| Baron Growth Inst | 1,702 |
| 124,664 |
| 5,592 |
| 9,419 |
| (10,214 | ) | 19,571 |
| (6,474 | ) |
| FID Contrafund K | 6,824 |
| 668,061 |
| 47,330 |
| 24,464 |
| (15,221 | ) | 71,730 |
| (37,189 | ) |
| FID Diversified Intl K | — |
| — |
| — |
| 27,889 |
| (27,042 | ) | 17,297 |
| (2,758 | ) |
| FID Freedom K 2010 | — |
| — |
| 817 |
| 731 |
| (1,082 | ) | — |
| (267 | ) |
| FID Freedom K 2015 | — |
| — |
| 20,257 |
| 24,046 |
| (30,142 | ) | 42,244 |
| — |
|
| FID Freedom K 2020 | — |
| — |
| 12,888 |
| 12,251 |
| (16,402 | ) | 53,103 |
| (2,118 | ) |
| FID Freedom K 2025 | — |
| — |
| 6,583 |
| 7,828 |
| (9,688 | ) | 7,973 |
| (10 | ) |
| FID Freedom K 2030 | — |
| — |
| 17,888 |
| 17,718 |
| (22,746 | ) | 13,955 |
| (760 | ) |
| FID Freedom K 2035 | — |
| — |
| 2,104 |
| 3,094 |
| (3,601 | ) | 8,064 |
| — |
|
| FID Freedom K 2040 | — |
| — |
| 186 |
| 142 |
| (183 | ) | 2,760 |
| (456 | ) |
| FID Freedom K 2045 | — |
| — |
| 25 |
| 34 |
| (41 | ) | — |
| — |
|
| FID Freedom K 2050 | — |
| — |
| 442 |
| 661 |
| (757 | ) | — |
| — |
|
| FID Freedom K Income | — |
| — |
| 5,828 |
| 4,465 |
| (4,982 | ) | 5,568 |
| — |
|
| FID Intermed Bond | — |
| — |
| 2,567 |
| 2,218 |
| (1,261 | ) | 4,189 |
| (6,720 | ) |
| FID Puritan K | — |
| — |
| 1,689 |
| 33,900 |
| (20,551 | ) | 11,011 |
| (7,678 | ) |
| Harbor Intl Inst | — |
| — |
| — |
| 21,163 |
| (20,918 | ) | 5,559 |
| (12,880 | ) |
| JPM Mid Cap Value IS | — |
| — |
| — |
| 45,894 |
| (32,772 | ) | 45,001 |
| (16,454 | ) |
| MFS Value Fund R5 | 7,148 |
| 249,764 |
| 11,287 |
| 2,341 |
| 9,035 |
| 17,774 |
| (19,254 | ) |
| PIM Total RT Inst | 84,630 |
| 902,152 |
| 39,969 |
| (368 | ) | (6,649 | ) | 62,699 |
| (24,425 | ) |
| Spartan 500 Index ADV | — |
| — |
| 1,651 |
| 51,067 |
| (36,094 | ) | 26,330 |
| (2,368 | ) |
| TRP Blue Chip Growth | 1,069 |
| 71,882 |
| 3,252 |
| 5,916 |
| (2,860 | ) | 25,372 |
| (724 | ) |
| VANG Mid Cap IDX SIG | — |
| — |
| 15 |
| 21,819 |
| (16,879 | ) | 11,783 |
| (3,925 | ) |
| MFS Inst Intl Equity | 11,106 |
| 232,232 |
| 6,444 |
| (914 | ) | (17,733 | ) | 5,843 |
| (4,076 | ) |
| Spartan 500 Index INST | 3,525 |
| 256,809 |
| 3,049 |
| 57 |
| 7,425 |
| 5,827 |
| (1,261 | ) |
| VANG TOT Bond Mkt ADM | 81 |
| 877 |
| 3 |
| — |
| — |
| 876 |
| — |
|
| VANG Mid Cap IDX ADM | — |
| — |
| — |
| 2,047 |
| — |
| 1,077 |
| (595 | ) |
| VANG TOT Intl Stk AD | 12 |
| 325 |
| 2 |
| — |
| (5 | ) | 329 |
| — |
|
| Spartan Ext Mkt IDX ADV | 1,948 |
| 107,486 |
| 2,715 |
| (49 | ) | (335 | ) | 4,310 |
| (2,350 | ) |
| VANG Target RET 2010 | 648 |
| 17,065 |
| 504 |
| 5 |
| (317 | ) | — |
| (2,048 | ) |
| VANG Target RET 2015 | 26,449 |
| 404,398 |
| 11,613 |
| 153 |
| (7,278 | ) | (603 | ) | (216 | ) |
| VANG Target RET 2020 | 14,369 |
| 408,928 |
| 8,196 |
| (2 | ) | (3,299 | ) | 8,989 |
| (3,517 | ) |
| VANG Target RET 2025 | 23,258 |
| 384,459 |
| 8,018 |
| — |
| (3,937 | ) | 3,462 |
| — |
|
| VANG Target RET 2030 | 8,216 |
| 238,599 |
| 4,728 |
| (2 | ) | (2,597 | ) | 7,339 |
| (406 | ) |
| VANG Target RET 2035 | 3,500 |
| 62,439 |
| 1,279 |
| — |
| (766 | ) | 7,218 |
| (59 | ) |
| VANG Target RET 2040 | 258 |
| 7,685 |
| 150 |
| — |
| (92 | ) | 2,194 |
| — |
|
| VANG Target RET 2045 | 405 |
| 7,558 |
| 153 |
| — |
| (109 | ) | 1,000 |
| — |
|
| Total registered investment companies | 199,691 |
| 4,259,273 |
| 240,665 |
| 319,811 |
| (310,440 | ) | 530,138 |
| (171,623 | ) |
| Interest-bearing cash: | | | | | | | |
| Fidelity US Govt Bond | 409,548 |
| 409,548 |
| 46 |
| — |
| — |
| 13,559 |
| (100,416 | ) |
| Total interest-bearing cash | 409,548 |
| 409,548 |
| 46 |
| — |
| — |
| 13,559 |
| (100,416 | ) |
| Affiliated stock: | | | | | | | |
| State Auto Financial Corporation | 17,150 |
| 381,070 |
| 6,939 |
| 2,491 |
| 12,013 |
| (5,570 | ) | (3,939 | ) |
| Total affiliated stock | 17,150 |
| 381,070 |
| 6,939 |
| 2,491 |
| 12,013 |
| (5,570 | ) | (3,939 | ) |
| Total assets held for investment | 626,389 |
| $ | 5,049,891 |
| $ | 247,650 |
| $ | 322,302 |
| $ | (298,427 | ) | $ | 538,127 |
| $ | (275,978 | ) |
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
|
| | | | | | | | | | | | | | | | | | | | |
| 2013 | Number of Shares | Fair Value | Dividends | Realized Gain (Loss) | Unrealized Gain (Loss) | Contributions | Benefit Payments |
| Registered investment companies: | | | | | | | |
| ABF Sm Cap Val Inst | 2,924 |
| $ | 79,494 |
| $ | 6,868 |
| $ | 5,898 |
| $ | 10,906 |
| $ | 23,897 |
| $ | (988 | ) |
| Baron Growth Inst | 1,929 |
| 141,075 |
| 3,656 |
| 9,952 |
| 33,961 |
| 22,787 |
| (11,778 | ) |
| Calamos Growth Inst | — |
| — |
| — |
| 918 |
| 2,898 |
| 2,471 |
| (6,231 | ) |
| FID Contrafund K | 7,078 |
| 679,982 |
| 49,994 |
| 23,879 |
| 105,548 |
| 70,257 |
| (71,117 | ) |
| FID Diversified Intl K | 3,734 |
| 137,553 |
| 2,196 |
| 3,605 |
| 24,369 |
| 12,524 |
| (2,787 | ) |
| FID Freedom K 2010 | 778 |
| 10,916 |
| 212 |
| — |
| 888 |
| — |
| — |
|
| FID Freedom K 2015 | 21,668 |
| 308,556 |
| 5,643 |
| 2,141 |
| 24,774 |
| 40,505 |
| (9,139 | ) |
| FID Freedom K 2020 | 9,581 |
| 142,566 |
| 2,551 |
| 233 |
| 13,304 |
| 7,045 |
| (11,683 | ) |
| FID Freedom K 2025 | 5,575 |
| 86,468 |
| 1,552 |
| (124 | ) | 8,179 |
| 32,946 |
| (13 | ) |
| FID Freedom K 2030 | 9,907 |
| 157,121 |
| 2,980 |
| 642 |
| 19,339 |
| 19,771 |
| (10,079 | ) |
| FID Freedom K 2035 | 1,675 |
| 27,441 |
| 361 |
| 408 |
| 2,858 |
| 9,066 |
| (9,094 | ) |
| FID Freedom K 2040 | 90 |
| 1,481 |
| 21 |
| — |
| 163 |
| 476 |
| — |
|
| FID Freedom K 2045 | 20 |
| 343 |
| — |
| 113 |
| 55 |
| 2,379 |
| (6,413 | ) |
| FID Freedom K 2050 | 365 |
| 6,158 |
| 118 |
| — |
| 757 |
| — |
| — |
|
| FID Freedom K Income | 13,597 |
| 162,625 |
| 3,110 |
| (8 | ) | 3,384 |
| 504 |
| — |
|
| FID Intermed Bond | 13,767 |
| 149,100 |
| 3,393 |
| 1,263 |
| (5,624 | ) | 8,229 |
| (27,988 | ) |
| FID Puritan K | 8,625 |
| 183,017 |
| 16,508 |
| 2,183 |
| 11,531 |
| 25,002 |
| (10,143 | ) |
| Harbor Intl Inst | 1,539 |
| 109,280 |
| 2,240 |
| 1,744 |
| 11,202 |
| 18,230 |
| (4,208 | ) |
| JPM Mid Cap Value IS | 4,543 |
| 159,552 |
| 7,533 |
| 6,906 |
| 20,810 |
| 41,325 |
| (21,563 | ) |
| MFS Value Fund R4 | — |
| — |
| 743 |
| 45,597 |
| (16,698 | ) | 5,288 |
| (4,662 | ) |
| MFS Value Fund R5 | 6,385 |
| 211,996 |
| 6,494 |
| 395 |
| 18,653 |
| 2,566 |
| (7,757 | ) |
| PIM Total RT Inst | 59,795 |
| 639,210 |
| 20,396 |
| 1,147 |
| (33,572 | ) | 74,230 |
| (62,692 | ) |
| Spartan US EQ Index ADV | 2,405 |
| 157,489 |
| 2,864 |
| 3,996 |
| 31,764 |
| 24,792 |
| (11,542 | ) |
| TRP Blue Chip Growth | 928 |
| 59,942 |
| — |
| 405 |
| 10,191 |
| 2,180 |
| (4,888 | ) |
| VANG Mid Cap IDX SIG | 1,462 |
| 62,858 |
| 727 |
| 3,554 |
| 14,170 |
| 5,763 |
| (20,943 | ) |
| Total registered investment companies | 178,370 |
| 3,674,223 |
| 140,160 |
| 114,847 |
| 313,810 |
| 452,233 |
| (315,708 | ) |
| Interest-bearing cash: | | | | | | | |
| Fidelity US Govt Bond | 506,359 |
| 506,359 |
| 43 |
| — |
| — |
| 22,871 |
| (82,105 | ) |
| Total interest-bearing cash | 506,359 |
| 506,359 |
| 43 |
| — |
| — |
| 22,871 |
| (82,105 | ) |
| Affiliated stock: | | | | | | | |
| State Auto Financial Corporation | 15,802 |
| 335,635 |
| 6,454 |
| 3,111 |
| 91,524 |
| (5,187 | ) | — |
|
| Total affiliated stock | 15,802 |
| 335,635 |
| 6,454 |
| 3,111 |
| 91,524 |
| (5,187 | ) | — |
|
| Total assets held for investment | 700,531 |
| $ | 4,516,217 |
| $ | 146,657 |
| $ | 117,958 |
| $ | 405,334 |
| $ | 469,917 |
| $ | (397,813 | ) |
The Plan’s unrealized appreciation (depreciation) at December 31, 2015, 2014 and 2013 were as follows:
|
| | | | | | | | | |
| | | | Unrealized Gain (Loss) | | |
| | Beginning Balance | | During Period | | Ending Balance |
| 2013 | $ | 158,173 |
| | 405,334 |
| | 563,507 |
|
| 2014 | $ | 563,507 |
| | (298,427 | ) | | 265,080 |
|
| 2015 | $ | 265,080 |
| | (312,475 | ) | | (47,395 | ) |
There were no plan assets payable at December 31, 2015 and 2014.
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
The Plan’s net realized gains and losses were as follows for the years ended December 31, 2015, 2014 and 2013:
|
| | | | | | | | | | | |
| 2015 | | | | | |
| Investment Options: | Aggregate Proceeds | | Cost | | Net Realized Gains (Losses) |
| ABF Sm Cap Val Inst | $ | 63,751 |
| | $ | 60,410 |
| | $ | 3,341 |
|
| Baron Growth Inst | 72,295 |
| | 58,950 |
| | 13,345 |
|
| FID Contrafund K | 388,534 |
| | 314,652 |
| | 73,882 |
|
| MFS Value Fund R5 | 137,469 |
| | 124,723 |
| | 12,746 |
|
| FID Total Bond | 263,106 |
| | 270,111 |
| | (7,005 | ) |
| PIM Total RT Inst | 920,143 |
| | 929,876 |
| | (9,733 | ) |
| TRP Blue Chip Growth | 30,287 |
| | 29,969 |
| | 318 |
|
| MFS Inst Intl Equity | 118,581 |
| | 121,157 |
| | (2,576 | ) |
| Spartan 500 Index INST | 146,272 |
| | 142,710 |
| | 3,562 |
|
| VANG TOT Bond Mkt ADM | 14,208 |
| | 14,521 |
| | (313 | ) |
| VANG TOT Intl Stk AD | 6,488 |
| | 6,632 |
| | (144 | ) |
| Spartan Ext Mkt IDX ADV | 82,558 |
| | 85,857 |
| | (3,299 | ) |
| VANG Target RET 2010 | 6,272 |
| | 6,314 |
| | (42 | ) |
| VANG Target RET 2015 | 192,418 |
| | 192,146 |
| | 272 |
|
| VANG Target RET 2020 | 197,956 |
| | 200,373 |
| | (2,417 | ) |
| VANG Target RET 2025 | 14,893 |
| | 14,660 |
| | 233 |
|
| VANG Target RET 2030 | 41,470 |
| | 40,825 |
| | 645 |
|
| VANG Target RET 2035 | 179 |
| | 178 |
| | 1 |
|
| VANG Target RET 2040 | 7,080 |
| | 7,171 |
| | (91 | ) |
| VANG Target RET 2045 | — |
| | — |
| | — |
|
| VANG Target RET 2050 | — |
| | — |
| | — |
|
| Fidelity US Govt Bond | 1,128,283 |
| | 1,128,283 |
| | — |
|
| FID Govt MMRK PRM | 11,312 |
| | 11,312 |
| | — |
|
| State Auto Financial Corporation | 22,422 |
| | 17,444 |
| | 4,978 |
|
| Total | $ | 3,865,977 |
| | $ | 3,778,274 |
| | $ | 87,703 |
|
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
|
| | | | | | | | | | | |
| 2014 | | | | | |
| Investment Options: | Aggregate Proceeds | | Cost | | Net Realized Gains (Losses) |
| ABF Sm Cap Val Inst | $ | 13,811 |
| | $ | 11,987 |
| | $ | 1,824 |
|
| Baron Growth Inst | 40,780 |
| | 31,361 |
| | 9,419 |
|
| FID Contrafund K | 145,411 |
| | 120,947 |
| | 24,464 |
|
| FID Diversified Intl K | 155,698 |
| | 127,809 |
| | 27,889 |
|
| FID Freedom K 2010 | 11,382 |
| | 10,651 |
| | 731 |
|
| FID Freedom K 2015 | 364,962 |
| | 340,916 |
| | 24,046 |
|
| FID Freedom K 2020 | 204,406 |
| | 192,155 |
| | 12,251 |
|
| FID Freedom K 2025 | 99,164 |
| | 91,336 |
| | 7,828 |
|
| FID Freedom K 2030 | 268,860 |
| | 251,142 |
| | 17,718 |
|
| FID Freedom K 2035 | 37,102 |
| | 34,008 |
| | 3,094 |
|
| FID Freedom K 2040 | 4,385 |
| | 4,243 |
| | 142 |
|
| FID Freedom K 2045 | 362 |
| | 328 |
| | 34 |
|
| FID Freedom K 2050 | 6,504 |
| | 5,843 |
| | 661 |
|
| FID Freedom K Income | 173,504 |
| | 169,039 |
| | 4,465 |
|
| FID Intermed Bond | 158,814 |
| | 156,596 |
| | 2,218 |
|
| FID Puritan K | 231,574 |
| | 197,674 |
| | 33,900 |
|
| Fidelity US Govt Bond | 110,416 |
| | 110,416 |
| | — |
|
| Harbor Intl Inst | 127,775 |
| | 106,612 |
| | 21,163 |
|
| JPM Mid Cap Value IS | 221,675 |
| | 175,781 |
| | 45,894 |
|
| MFS Value Fund R5 | 22,855 |
| | 20,514 |
| | 2,341 |
|
| PIM Total RT Inst | 45,170 |
| | 45,538 |
| | (368 | ) |
| Spartan 500 Index ADV | 249,356 |
| | 198,289 |
| | 51,067 |
|
| State Auto Financial Corporation | 16,419 |
| | 13,928 |
| | 2,491 |
|
| TRP Blue Chip Growth | 31,448 |
| | 25,532 |
| | 5,916 |
|
| VANG Mid Cap IDX SIG | 104,591 |
| | 82,772 |
| | 21,819 |
|
| MFS Inst Intl Equity | 15,949 |
| | 16,863 |
| | (914 | ) |
| Spartan 500 Index INST | 2,698 |
| | 2,641 |
| | 57 |
|
| VANG Mid Cap IDX ADM | 103,791 |
| | 101,744 |
| | 2,047 |
|
| Spartan Ext Mkt IDX ADV | 2,349 |
| | 2,398 |
| | (49 | ) |
| VANG Target RET 2010 | 2,048 |
| | 2,043 |
| | 5 |
|
| VANG Target RET 2015 | 12,913 |
| | 12,760 |
| | 153 |
|
| VANG Target RET 2020 | 3,515 |
| | 3,517 |
| | (2 | ) |
| VANG Target RET 2030 | 404 |
| | 406 |
| | (2 | ) |
| VANG Target RET 2035 | 58 |
| | 58 |
| | — |
|
| Total | $ | 2,990,149 |
| | $ | 2,667,847 |
| | $ | 322,302 |
|
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
Notes to the Financial Statements (continued)
December 31, 2015
|
| | | | | | | | | | | |
| 2013 | | | | | |
| Investment Options: | Aggregate Proceeds | | Cost | | Net Realized Gains (Losses) |
| ABF Sm Cap Val Inst | $ | 19,084 |
| | $ | 13,186 |
| | $ | 5,898 |
|
| Baron Growth Inst | 46,916 |
| | 36,964 |
| | 9,952 |
|
| Calamos Growth Inst | 59,274 |
| | 58,356 |
| | 918 |
|
| FID Contrafund K | 127,815 |
| | 103,936 |
| | 23,879 |
|
| FID Diversified Intl K | 29,555 |
| | 25,950 |
| | 3,605 |
|
| FID Freedom K 2015 | 37,857 |
| | 35,716 |
| | 2,141 |
|
| FID Freedom K 2020 | 11,636 |
| | 11,403 |
| | 233 |
|
| FID Freedom K 2025 | (143 | ) | | (19 | ) | | (124 | ) |
| FID Freedom K 2030 | 10,099 |
| | 9,457 |
| | 642 |
|
| FID Freedom K 2035 | 9,093 |
| | 8,685 |
| | 408 |
|
| FID Freedom K 2045 | 8,508 |
| | 8,395 |
| | 113 |
|
| FID Freedom K Income | (3 | ) | | 5 |
| | (8 | ) |
| FID Intermed Bond | 33,620 |
| | 32,357 |
| | 1,263 |
|
| FID Puritan K | 16,873 |
| | 14,690 |
| | 2,183 |
|
| Fidelity US Govt Bond | 92,267 |
| | 92,267 |
| | — |
|
| Harbor Intl Inst | 14,402 |
| | 12,658 |
| | 1,744 |
|
| JPM Mid Cap Value IS | 39,511 |
| | 32,605 |
| | 6,906 |
|
| MFS Value Fund R4 | 189,166 |
| | 143,569 |
| | 45,597 |
|
| MFS Value Fund R5 | 13,744 |
| | 13,349 |
| | 395 |
|
| PIM Total RT Inst | 232,370 |
| | 231,223 |
| | 1,147 |
|
| Spartan US EQ Index ADV | 24,382 |
| | 20,386 |
| | 3,996 |
|
| State Auto Financial Corporation | 12,766 |
| | 9,655 |
| | 3,111 |
|
| TRP Blue Chip Growth | 4,883 |
| | 4,478 |
| | 405 |
|
| VANG Mid Cap IDX SIG | 20,965 |
| | 17,411 |
| | 3,554 |
|
| Total | $ | 1,054,640 |
| | $ | 936,682 |
| | $ | 117,958 |
|
6. Trust
The Company maintains a trust to provide a source of funds to assist the Company in meeting its obligations under the Plan. The rights of participants and their beneficiaries under the Plan are merely unsecured contractual rights against the Company and its participating subsidiaries. Participants and beneficiaries have no preferred claim on, or any beneficial ownership interest in, any assets of the trust. All assets of the trust are subject to the claims of the general creditors of the Company and its participating subsidiaries under Federal and state law should the Company and its participating subsidiaries become unable to pay their debts as they become due or become subject to Federal bankruptcy proceedings.
7. Related Party
The Plan invests in shares of registered investment companies managed by Fidelity Management Trust Company, custodian of the Plan. Participants may also invest in Affiliated stock.
8. Tax Status
The Plan is not, and is not intended to be, qualified under Section 401 of the Internal Revenue Code of 1986, as amended (the “Code”). Consequently, an application for a favorable determination has not been filed with the Internal Revenue Service. The Plan does not have a tax filing requirement with the Internal Revenue Service, and therefore, no liability (or asset) or disclosure related to income taxes is included in the Plan’s financial statements.
Deferred amounts are subject to FICA and Medicare taxes and most local income taxes at the time of the deferral. Deferred amounts (and the earnings thereon) are not subject to Federal and most state income taxes until distributed from the Plan. Such distributions and the related taxes are the responsibility of the participants.
STATE AUTO PROPERTY & CASUALTY INSURANCE COMPANY
AMENDED AND RESTATED INCENTIVE DEFERRED COMPENSATION PLAN
9. Right to Terminate
The Company may terminate the Plan at any time and for any reason. Following termination of the Plan, no additional deferrals may be made, but all existing participant accounts will continue to be administered in accordance with the Plan, unless the Company elects to accelerate distribution of all Plan accounts in accordance with Section 409A of the Code.
10. Investments
The following table sets forth the investments, at fair value, which represent 5% or more of assets available for benefits at December 31, 2015 and 2014:
|
| | | | | | | | | |
| | December 31 | |
| | 2015 | | | 2014 | |
| FID Contrafund K | $ | 440,698 |
| | | $ | 668,061 |
| |
| Fidelity US Govt Bond | — |
| * | | 409,548 |
| |
| PIM Total RT Inst | — |
| * | | 902,152 |
| |
| State Auto Financial Corporation | 509,697 |
| | | 381,070 |
| |
| Spartan 500 Index INST | — |
| * | | 256,809 |
| |
| FID Total Bond | 715,027 |
| | | — |
| * |
| VANG Target RET 2015 | 568,628 |
| | | 404,398 |
| |
| VANG Target RET 2020 | 587,618 |
| | | 408,928 |
| |
| VANG Target RET 2025 | 466,911 |
| | | 384,459 |
| |
| FID Govt MMRK PRM | 1,026,986 |
| | | — |
| * |
| | | | | | |
| *Value is less than five percent of net assets available for benefits. |
