SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15 (d) of THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1993 Commission File No. 2-83256 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: RELIABILITY INCORPORATED 16400 Park Row Houston, Texas 77084 P. O. Box 218370 Houston, Texas 77218-8370 1 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN December 31, 1993 TABLE OF CONTENTS Financial Statements: Report of Independent Auditors. . . . . . . . . . . . . . . . . . . 3 Statements of Net Assets Available for Benefits . . . . . . . . . . 4 Statements of Changes in Net Assets Available for Benefits. . . . . 6 Notes to Financial Statements . . . . . . . . . . . . . . . . . . . 7 Additional Financial Information: Schedule 1 - Assets Held for Investment . . . . . . . . . . . . . . 21 Schedule 2 - Nonexempt Party-In-Interest Transactions . . . . . . . 22 Schedule 2 - Obligations in Default . . . . . . . . . . . . . . . . 22 Schedule 2 - Leases in Default. . . . . . . . . . . . . . . . . . . 22 Schedule 3 - Reportable Transactions. . . . . . . . . . . . . . . . 23 Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 2 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN REPORT OF INDEPENDENT AUDITORS The Administrative Committee Reliability Incorporated Employee Stock Savings Plan We have audited the accompanying statements of net assets available for benefits of the Reliability Incorporated Employee Stock Savings Plan and Trust (the Plan) as of December 31, 1993 and 1992, and the related statements of changes in net assets available for benefits for the three years ended December 31, 1993. 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 generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes 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 at December 31, 1993 and 1992, and the changes in net assets available for benefits for the three years ended December 31, 1993, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment at December 31, 1993 and 1992, and reportable transactions for the two years ended December 31, 1993, are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 and are not a required part of the basic financial statements. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ ERNST & YOUNG Houston, Texas May 12, 1994 3 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31 -------------------- 1993 1992 ---- ---- Plan assets: Investment in common stock of Reliability Incorporated at fair value (345,362 and 453,702 shares at cost of $1,062,723 and $1,445,612 at December 31, 1993 and 1992 respectively) $1,165,597 $ 623,840 Investment in securities of unaffiliated issuers: Money Market Fund, at fair value, which approximates cost (367,109 and -0- units at December 31, 1993 and 1992, respectively) 367,109 - Texas Commerce Bank N.A. (formerly Ameritrust Texas) Short-Term Invest- ment Funds, at fair value, which approximates cost (-0- and 696,997 units at December 31, 1993 and 1992, respectively) - 696,997 Investment (at fair value) in The Society Funds of Society National Bank: Intermediate Income Fund (8,594 and -0- units at cost of $85,922 and $0 at December 31, 1993 and 1992, respectively) 85,515 - Value Stock Fund (12,320 and -0- units at cost of $123,226 and $0 at December 31, 1993 and 1992, respectively) 124,428 - Growth Stock Fund (11,060 and -0- units at cost of $110,570 and $0 at December 31, 1993 and 1992, respectively) 110,930 - Special Growth Stock Fund (16,459 and -0- units at cost of $164,345 and $0 at December 31, 1993 and 1992, respectively) 168,872 - Participant Loans Outstanding: Loan Fund (56,098 and -0- units at cost of $56,098 and $0 at December 31, 1993 and and 1992, respectively) 56,098 - ---------- ---------- $2,078,549 $1,320,837 See accompanying notes. 4 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS (Continued) December 31 ------------------------ 1993 1992 ---- ---- Contributions receivable: Employee - 7,144 Employer - 3,058 Employer voluntary - 62,508 ---------- ---------- - 72,710 Other assets 1,148 1,225 ---------- ---------- Total assets 2,079,697 1,394,772 Liabilities: Terminations payable - 96,570 Stock purchases pending 47,499 - Other liabilities 1,390 - --------- ---------- Total liabilities 48,889 96,570 ---------- ---------- Net assets available for benefits $2,030,808 $1,298,202 ========== ========== See accompanying notes. 5 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS Year Ended December 31 -------------------------------------- 1993 1992 1991 ---- ---- ---- Investment income: Interest $ 18,070 $ 14,277 $ 23,923 Realized gain (loss) on disposition of securities 111,392 78,775 (3,569) ---------- ---------- ---------- Total investment income 129,462 93,052 20,354 Unrealized appreciation (depreciation) in fair value of investments 644,525 49,770 86,727 Contributions: Employee 176,975 129,308 138,148 Employer 62,892 58,819 54,597 Employer voluntary 41,841 62,508 61,633 ---------- ---------- ---------- Total contributions 281,708 250,635 254,378 Withdrawals and terminations (312,896) (134,748) (84,703) Fees and expenses (10,193) - - ---------- ---------- ---------- Net increase 732,606 258,709 276,756 Net assets available for benefits at beginning of year 1,298,202 1,039,493 762,737 ---------- ---------- ---------- Net assets available for benefits at end of year $2,030,808 $1,298,202 $1,039,493 ========== ========== ========== See accompanying notes. 6 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS December 31, 1993 NOTE A - PARTICIPATION AND CONTRIBUTIONS In July 1983, Reliability Incorporated (the "Company" or "Employer") adopted an Employee Stock Savings Plan and Trust (the "Plan"). Under the Plan, employees of the Company who meet the requirements described below are eligible to participate in the Plan. The Plan is administered by an Administrative Committee (the "Committee") appointed by the Board of Directors of the Company. All assets of the Plan are held under discretionary trust agreements. United States employees of the Employer who have attained the age of 21 and have completed 1 year of service, as defined in the Plan, become a member ("Member") of the Plan on January 1 or July 1 following the date on which they became eligible and may elect to make contributions to the Plan as described below. A Member's election to make contributions is entirely voluntary, and each Member assumes all investment risks connected with the securities held for his account by the Trustee. Under the Plan, a Member may contribute, through payroll deductions, an amount ("Employee Contribution") equal to 2 to 15 percent of defined compensation. The employee may further elect to have all or a portion of his contributions not be subject to federal income taxes under Section 401(k) of the Internal Revenue Code. Defined compensation excludes bonuses, commissions, shift differentials, overtime premiums, and similar payments. Participants may increase or decrease contribution percentages monthly. The Employer matches the Employee Contribution by an amount ("Employer Contribution") equal to 50 percent of the Employee Contributions but not more than 2 percent of the employee's defined compensation. Also, the Employer annually contributes to employed Members a supplemental amount ("Employer Voluntary Contribution") equal to 1 percent of the Members' defined compensation for the period during which they were Members. A Member receives a vested interest in the balances in the Employer Accounts (Employer Contribution and Employer Voluntary Contributions plus allocated earnings and realized and unrealized gains and losses thereon) based upon years of service (as defined in the Plan) as follows: Vested interest in Years of Service Employer Accounts ---------------- ------------------ Less than 3 0% 3 20% 4 40% 5 60% 6 80% 7 100% 7 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) December 31, 1993 NOTE A - PARTICIPATION AND CONTRIBUTIONS - Continued A Member always has a 100 percent vested interest in the balance in his Employee Account (Employee Contributions plus allocated earnings and realized and unrealized gains and losses thereon). Upon death or total and permanent disability, a Member is automatically fully vested in his Employer Accounts. If the Plan is terminated by the Company, all Members become fully vested in all their accounts. NOTE B - PLAN INVESTMENTS A Member may elect to invest his Employee Contributions in one or more of six funds: (i) the Reliability Incorporated ("RI") Common Stock Fund; (ii) the EB Money Market Fund; (iii) the Society Intermediate Income Fund; (iv) the Society Value Stock Fund; (v) the Society Growth Stock Fund; and (vi) the Society Special Growth Stock Fund. The contribution to each fund elected may not be less than 5 percent of the employee's total contributions. The investment election for future contributions and existing fund balances may be changed daily. The minimum investment balance in any selected fund is 5% of the Employee Account. On December 9, 1992, the Plan was amended to restrict investment in the RI Common Stock Fund so as not to exceed 90% of the total fair value of the investments of the Plan. Employee Contributions to the RI Common Stock Fund and earnings thereon are invested in the common stock of the Company, which is purchased by the Trustee in the open market or from the Company, and in temporary short-term investments. Purchases of stock from the Company are recorded at fair value at the date of purchase. The fair value of the RI Common Stock Fund is based on quoted market prices. Employee Contributions to the EB Money Market Fund are primarily invested in high grade money market instruments. The average life of the Fund is less than 120 days and a minimum of 20% of the Fund is invested in overnight investments. The fair value of the Fund is based on the face value of the interest bearing certificates. Employee contributions to the Society Intermediate Income Fund are invested in investment-grade debt securities issued by corporations and obligations of the U.S. Government and its agencies or instrumentalities. The Fund may also invest in preferred stocks and intends to maintain a dollar weighted average portfolio maturity of approximately three to eight years. The fair value of the Fund is based on quoted market prices of those securities of which it is comprised. 8 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) December 31, 1993 NOTE B - PLAN INVESTMENTS - Continued Employee Contributions to the Society Value Stock Fund are primarily invested in a diversified group of common stocks with an emphasis on companies with above average total return potential. The fair value of the Fund is based on quoted market prices of those stocks of which it is comprised. Employee Contributions to the Society Growth Stock Fund are invested in a diversified group of common stocks with an emphasis on companies with superior prospects for long-term earnings growth and price appreciation. The fair value of the Fund is based on quoted market prices of those stocks of which it is comprised. Employee Contributions to the Society Special Growth Stock Fund are invested in common stocks of small companies with a market value of less than $1 billion and medium-sized companies with a market value of $1-$5 billion that are believed to have superior prospects for long-term earnings growth and price appreciation. The fair value of the Fund is based on quoted market prices of those stocks of which it is comprised. Employer Contributions and Employer Voluntary Contributions are invested solely in the RI Common Stock Fund. Purchases of securities are reflected on the trade dates. A participant who is 55 years of age and who is 100% vested in his Employer Accounts may elect to have a portion of his balance in these accounts diversified to other investment funds offered under the plan. This election may be made only once during each plan year. Administrative expenses are paid by the Plan. As of December 31, 1993, there were 142 Members in the Plan, of which 88 were making Employee Contributions. Gains and losses realized on the sale of securities in the RI Common Stock Fund and Equity Fund are recorded on an average cost basis. NOTE C - WITHDRAWALS AND TERMINATIONS A Member may elect to withdraw all or a portion of his Employee Contributions (exclusive of earnings thereon) if such contributions have been made to the Plan for at least two years. If the employee elected to have his contributions treated as not subject to federal income taxes, as described in Note A, certain restrictions may apply. A Member making such an election is not permitted to make future Employee Contributions prior to the first day of the month following the expiration of one year from the date of such withdrawal. 9 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) December 31, 1993 NOTE C - WITHDRAWALS AND TERMINATIONS - Continued Upon a Member's termination of employment, the member may elect the method of distribution of his Employee and vested Employer Accounts from the following settlement options: (1) Lump-sum payment or (2) Periodic (monthly or quarterly) installments over a period not to exceed 20 years. If distributions are payable in this manner, the Member's Employee and Employer Accounts are segregated and placed in a Distribution Account where gains, losses, and earnings thereon are allocated. The Distribution Account is invested in one of the six funds as elected by the Member as described in Note B. Distributions of the vested portion of the Employer Accounts of terminated Members during the Plan years ending December 31, 1993 and December 31, 1992 totalled $137,768 and $27,363, respectively. The nonvested portions of the Employer Accounts of a Member whose employment was terminated, or who has retired prior to the attainment of seven years of service, are forfeited and allocated among the other Members ($8,710 and $8,643 in 1993 and 1992, respectively) as follows: (1) The portion related to Employer Contributions is allocated to the Members who have made Employee Contributions through the entire Plan Year in the ratio of such Employee Contributions; and (2) The portion related to Employer Voluntary Contributions is allocated to those Members receiving such contributions in the ratio that each such Member's defined compensation for the Plan Year, or that portion of the Plan Year during which he was a Member of the Plan, bears to the total defined compensation for all Members for the Plan Year. Forfeitures are not considered reductions of the Employer's Contribution or the Employer's Voluntary Contribution. NOTE D - PARTICIPANT LOANS Under the Plan, a participant may borrow up to the lesser of 1) $50,000, 2) 50% of his or her non-forfeitable accrued benefit or 3) the total of employee contributions and earnings. The minimum loan amount is $1,000 and the maximum loan term is five years. Loan payments are made through payroll deductions. During 1993 and 1992, $61,575 and $0, respectively, were borrowed by plan participants. 10 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE E - FEDERAL INCOME TAX AND ERISA A favorable determination letter dated August 26, 1991, was received from the Internal Revenue Service for the Plan as amended on January 1, 1989 regarding its qualification under Section 401(a) of the Internal Revenue Code, and the Plan is exempt from federal income taxes under the provisions of Section 501(a) of the Internal Revenue Code. The Plan has been amended and restated since August 26, 1991 and the Plan's Administrative Committee believes that the Plan, as amended and restated, continues to be qualified. The Administrative Committee is currently in the process of obtaining a favorable determination letter for the Plan. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA) relative to participation, vesting, and the fiduciary responsibility of Plan Administrators, but is not subject to the provisions which deal with funding requirements, prohibitions against holding employer securities, or plan termination insurance. 11 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND December 31, 1993 --------------------------------------- Reliability EB Interm- Incorporated Money ediate Total Common Stock Market Income Plan Fund Fund Fund --------- ------------ ------- ------ Plan assets (at fair value): Investment in common stock of Reliability Incorporated (345,362 shares at cost of $1,062,723) $1,165,597 $1,165,597 $ - $ - Investment in securities of unaffiliated issuers: EB Money Market Fund (367,109 units at cost which approximates fair value) 367,109 50,443 316,666 Investment in The Society Funds of Society National Bank: Intermediate Income Fund (8,594 units at cost of $85,922) 85,515 85,515 Value Stock Fund (12,320 units at cost of $123,226) 124,428 Growth Stock Fund (11,060 units at cost of $110,570) 110,930 Special Growth Stock Fund (16,459 units cost of $164,345) 168,872 Loan Fund (56,098 units at cost which approximates fair value) 56,098 --------- ---------- ------- ------ 2,078,549 1,216,040 316,666 85,515 Other assets 1,148 20 938 21 --------- ---------- ------- ------ Total Assets 2,079,697 1,216,060 317,604 85,536 Liabilities: Pending Purchases 47,499 47,499 Fees and Expenses 1,390 997 145 38 --------- ---------- ------- ------ Total Liabilities 48,889 48,496 145 38 --------- ---------- ------- ------ Net Assets Available for Benefits 2,030,808 1,167,564 317,459 85,498 ========= ========== ======= ====== 12 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE E - STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1993 --------------------------------------- Special Value Growth Growth Stock Stock Stock Loan Fund Fund Fund Fund ------ ------- ------- ---- Plan assets (at fair value): Investment in common stock of Reliability Incorporated (345,362 shares at cost of $1,062,723) Investment in securities of unaffiliated issuers: EB Money Market Fund (367,109 units at cost which approximates fair value) Investment in The Society Funds of Society National Bank Intermediate Income Fund (8,594 units at cost of $85,922) Value Stock Fund (12,320 units) at cost of $123,226) 124,428 Growth Stock Fund (11,060 units at cost of $110,570) 110,930 Special Growth Stock Fund (16,459 units cost of $164,345) 168,872 Loan Fund (56,098 units at cost which approximates fair value) 56,098 --------- ---------- ------- ------ 124,428 110,930 168,872 56,098 Other assets 54 45 70 - --------- ---------- ------- ------ Total Assets 124,482 110,975 168,942 56,098 Liabilities: Pending Purchases - - - - Fees and Expenses 76 62 72 - --------- ---------- ------- ------ Total Liabilities 76 62 72 - --------- ---------- ------- ------ Net Assets Available for Benefits 124,406 110,913 168,870 56,098 ========= ========== ======= ====== 13 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1992 --------------------------------------- Reliability Incorporated Short- Total Common Stock Equity Term Plan Fund Fund Fund ------ ------------ ------ ------ Plan assets: Investment in common stock of Reliability Incorporated at fair value (453,702 shares at cost of $1,445,612) $ 623,840 $623,840 $ - $ - Investment in securities of unaffiliated issuers: Ameritrust Texas Short- Term Investment Funds, at fair value, which approximates cost (696,997 units) 696,997 5,032 359,655 332,310 ---------- -------- -------- -------- 1,320,837 628,872 359,655 332,310 Contributions receivable: Employee 7,144 1,140 3,089 2,915 Employer 3,058 3,058 - - Employer voluntary 62,508 62,508 - - ---------- -------- -------- -------- 72,710 66,706 3,089 2,915 Other assets 1,225 26 131 1,068 ---------- -------- -------- -------- Total assets 1,394,772 695,604 362,875 336,293 Liabilities: Terminations payable 96,570 57,598 20,034 18,938 ---------- -------- -------- -------- Net assets available for benefits $1,298,202 $638,006 $342,841 $317,355 ========== ======== ======== ======== 14 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1993 --------------------------------------- Reliability EB Interm- Incorporated Money ediate Total Common Stock Market Income Plan Fund Fund Fund ------- ------------ ------- ------ Investment income: Interest $ 18,070 $ 452 $ 15,722 $ 263 Realized gain on disposition of securities 111,392 98,335 - 1,467 ---------- ---------- ------- ------ Total investment income 129,462 98,787 15,722 1,730 Unrealized appreciation (depreciation) in fair value of investments 644,525 638,843 - (407) Contributions: Employee 176,975 11,215 40,746 24,163 Employer 62,892 62,892 - - Employer voluntary 41,841 41,841 - - --------- ---------- ------- ------ 281,708 115,948 40,746 24,163 Withdrawals and terminations (312,896) (105,651) (201,411) (2,106) Fees and expenses (10,193) (6,560) (2,284) (254) Investment transfers - (198,657) 496,907 64,616 Transfers (to) from Loan Fund - (4,442) (40,931) (2,244) Forfeitures - (8,710) 8,710 - --------- ---------- ------- ------ Net increase (decrease) 732,606 529,558 317,459 85,498 Net assets available for benefits at beginning of year 1,298,202 638,006 - - --------- ---------- ------- ------ Net assets available for benefits at end of year $2,030,808 $1,167,564 $317,459 $85,498 ========== ========== ======== ======= 15 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1993 --------------------------------------- Special Value Growth Growth Stock Stock Stock Loan Fund Fund Fund Fund ------ ------- ------- ---- Investment income: Interest $ 141 $ 71 $ 55 $ 1,366 Realized gain on disposition of securities 3,346 2,653 5,591 - -------- -------- -------- ------- Total investment income 3,487 2,724 5,646 1,366 Unrealized appreciation in fair value of investments 1,202 360 4,527 - Contributions: Employee 27,126 49,945 23,780 - Employer - - - - Employer voluntary - - - - -------- -------- -------- ------- 27,126 49,945 23,780 - Withdrawals and terminations (1,043) (2,401) (284) - Fees and expenses (432) (354) (309) - Investment transfers 98,316 63,746 135,268 Transfers (to) from Loan Fund (4,250) (3,107) 242 54,732 Forfeitures - - - - -------- -------- -------- ------- Net increase (decrease) 124,406 110,913 168,870 56,098 Net assets available for benefits at beginning of year - - - - -------- -------- -------- ------- Net assets available for benefits at end of year $124,406 $110,913 $168,870 $56,098 ======== ======== ======== ======= 16 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1993 --------------------------------------- Short- Equity term Fund Fund ------ ------ Investment income: Interest $ - $ - Realized gain (loss) on disposition of securities - - ---------- --------- Total investment income - - Unrealized appreciation (depreciation) in fair value of investments - - Contributions: Employee - - Employer - - Employer voluntary - - ---------- --------- Withdrawals and terminations - - Fees and expenses - - Investment transfers (317,355) (342,841) Transfers (to) from Loan Fund - - Forfeitures - - ---------- --------- Net increase (decrease) (317,355) (342,841) Net assets available for benefits at beginning of year 317,355 342,841 ---------- --------- Net assets available for benefits at end of year $ - $ - ========== ========= 17 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1992 --------------------------------------- Reliability Incorporated Short- Total Common Stock Equity Term Plan Fund Fund Fund ------ ------------ ------ ------ Investment income: Interest $ 14,277 $ 644 $ 821 $ 12,812 Realized gain (loss) on disposition of securities 78,775 (5,020) 83,795 - ---------- -------- -------- -------- Total investment income (loss) 93,052 (4,376) 84,616 12,812 Unrealized appreciation (depreciation) in fair value of investments 49,770 110,017 (60,247) - Contributions: Employee 129,308 30,502 51,364 47,442 Employer 58,819 58,819 - - Employer voluntary 62,508 62,508 - - ---------- -------- -------- -------- 250,635 151,829 51,364 47,442 Withdrawals and terminations (134,748) (59,228) (35,399) (40,121) Investment transfers - 9,911 9,250 (19,161) ---------- -------- -------- -------- Net increase 258,709 208,153 49,584 972 Net assets available for benefits at beginning of year 1,039,493 429,853 293,257 316,383 ---------- -------- -------- -------- Net assets available for benefits at end of year $1,298,202 $638,006 $342,841 $317,355 ========== ======== ======== ======== 18 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE F - STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY EACH INVESTMENT FUND - Continued December 31, 1991 --------------------------------------- Reliability Incorporated Short- Total Common Stock Equity Term Plan Fund Fund Fund ------ ------------ ------ ------ Investment income: Interest $ 23,923 $ 1,873 $ 3,957 $ 18,093 Realized gain (loss) on disposition of securities (3,569) (11,204) 7,635 - ---------- -------- -------- -------- Total investment income (loss) 20,354 (9,331) 11,592 18,093 Unrealized appreciation in fair value of investments 86,727 34,200 52,527 - Contributions: Employee 138,148 29,983 48,369 59,796 Employer 54,597 54,597 - - Employer voluntary 61,633 61,633 - - ---------- -------- -------- -------- 254,378 146,213 48,369 59,796 Withdrawals and terminations (84,703) (32,581) (30,496) (21,626) Investment transfers - 19,692 (8,900) (10,792) ---------- -------- -------- -------- Net increase 276,756 158,193 73,092 45,471 Net assets available for benefits at beginning of year 762,737 271,660 220,165 270,912 ---------- -------- -------- -------- Net assets available for benefits at end of year $1,039,493 $429,853 $293,257 $316,383 ========== ======== ======== ======== 19 ADDITIONAL FINANCIAL INFORMATION 20 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN SCHEDULE 1 - ASSETS HELD FOR INVESTMENT December 31 --------------------------------------------------------------------- 1993 1992 ----------------------------------- ------------------------------ Shares Fair Shares Fair or Units Cost Value or Units Cost Value -------- ---- ------ -------- ---- ------ 	 	 Common stocks: Reliability Incorporated 345,362 $1,062,723 $1,165,597 453,702 $1,445,612 $623,840 ---------- ---------- ---------- -------- Investment in The Society Funds of Society National Bank: Intermediate Income Fund 8,594 85,922 85,515 - - - Value Stock Fund 12,320 123,226 124,428 - - - Growth Stock Fund 11,060 110,570 110,930 - - - Special Growth Stock Fund 16,459 164,345 168,872 - - - ---------- ---------- ---------- --------- 484,063 489,745 ---------- ---------- ---------- --------- Short-term investment funds: EB Money Market Fund 367,109 367,109 367,109 - - - Ameritrust Texas Money Market Fund - - - 696,997 696,997 696,997 ---------- ---------- ---------- --------- 367,109 367,109 696,997 696,997 ---------- ---------- ---------- --------- Loan Fund 56,098 56,098 56,098 - - - ---------- ---------- ---------- --------- TOTAL INVESTMENTS $1,969,993 $2,078,549 $2,142,609 $1,320,837 ========== ========== ========== ========== See accompanying notes. 21 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN December 31, 1993 SCHEDULE 2 Nonexempt party-in-interest transactions: There were no transactions involving a party-in-interest as defined by the Employee Retirement Income Security Act in Title I, Sec. 3(14) during the years ended December 31, 1993 and 1992, which were not disclosed elsewhere in the financial statements, notes, or schedules. Obligations in default: There were no loans or fixed income obligations in default or uncollectible at December 31, 1993 and 1992. Leases in default: There were no leases in default or uncollectible at December 31, 1993 and 1992. See accompanying notes. 22 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN SCHEDULE 3 - REPORTABLE TRANSACTIONS 1993 --------------------------------------------------- Purchases Dispositions Dispositions Gain(Loss) on Price Cost Price Dispositions --------- ------------ ------------ ------------ Common stocks: Reliability Incorporated $ 150,140 (1) $ 227,054 $ 327,179 (2) $100,125 ========== ========== ========== ======== Investment in The Society Funds of Society National Bank: Intermediate Income Fund 171,068 (3) 85,146 86,613 (4) 1,467 Value Stock Fund 242,701 (5) 119,475 122,821 (6) 3,346 Growth Stock Fund 220,901 (7) 110,332 112,985 (8) 2,653 Special Growth Stock Fund 300,427 (9) 136,081 141,672(10) 5,591 ---------- ---------- ---------- -------- $ 935,097 $ 451,034 $ 464,091 $ 13,057 ========== ========== ========== ======== Short-term investment funds: EB Money Market Fund $1,407,566(11) $1,040,456 $1,040,456(12) $ - Ameritrust Texas Money Market Fund - 696,997 696,997(13) - ---------- ---------- ---------- -------- $1,407,566 $1,737,453 $1,737,453 $ - ========== ========== ========== ======== Number of transactions: (1) - 15 (2) - 22 (3) - 27 (4) - 15 (5) - 34 (6) - 19 (7) - 29 (8) - 26 (9) - 34 (10) - 16 (11) 125 (12) - 149 (13) - 1 See accompanying notes. 23 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN SCHEDULE 3 - REPORTABLE TRANSACTIONS 1992 ------------------------------------------------------- Purchases Dispositions Dispositions Gain(Loss) on Price Cost Price Dispositions --------- ------------ ------------ ------------ Common stocks: Reliability Incorporated $ 143,430 (1) $ 7,054 $ 2,034 (2) $ (5,020) ========== ======== ======== ======== Equity funds: Ameritrust Texas Stock Fund $ 11,000 (3) $ 87,915 $124,970 (4) $ 37,055 Ameritrust Texas Value Stock Fund 11,699 (5) 95,191 122,613 (6) 27,422 Ameritrust Texas Special Situation Stock Fund 9,800 (7) 40,534 56,838 (8) 16,304 Ameritrust Texas International Stock Fund 2,400 (9) 30,255 33,269(10) 3,014 ---------- -------- -------- -------- $ 34,899 $253,895 $337,690 $ 83,795 ========== ======== ======== ======== Short-term investment funds: Ameritrust Texas Cash Management Fund $ 1,480(11) $338,446 $338,446(12) $ - Ameritrust Texas Money Market Fund 1,129,032(13) 432,035 432,035(14) - ---------- -------- -------- -------- $1,130,512 $770,481 $770,481 $ - ========== ======== ======== ======== Number of transactions: (1) - 15 (8) - 1 (2) - 1 (9) - 2 (3) - 3 (10) - 1 (4) - 1 (11) - 2 (5) - 3 (12) - 5 (6) - 1 (13) - 114 (7) - 3 (14) - 71 See accompanying notes. 24 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN 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 by the undersigned thereunto duly authorized. TEXAS COMMERCE BANK, N.A. TRUSTEE /s/ William L. Jones - - -------------------- Vice President Date: June 6, 1994 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN AND TRUST /s/ L. Nelson Mower, Jr. - - ------------------------ Administrative Committee Member Date: June 6, 1994 25