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, 1994 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 AND TRUST 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, 1994 TABLE OF CONTENTS Financial Statements: Report of Independent Public Accountants 3 Statements of Net Assets Available for Benefits 4 Statements of Changes in Net Assets Available for Benefits 5 Notes to Financial Statements 6 Additional Financial Information: Line 27a - Schedule of Assets Held for Investment Purposes 25 Line 27e and 27f - Schedule of Nonexempt Transactions 27 Line 27b - Schedule of Loans or Fixed Income Obligations 27 Line 27c - Schedule of Leases in Default or Classified as Uncollectible 27 Line 27d - Schedule of Reportable Transactions 28 Signatures 31 Exhibit 23 - Consent of Independent Public Accountants dated 33 June 28, 1995 2 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN AND TRUST REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS The Administrative Committee Reliability Incorporated Employee Stock Savings Plan and Trust 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, 1994 and 1993, and the related statements of changes in net assets available for benefits for each of the three years in the period ended December 31, 1994. 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, 1994 and 1993, and the changes in net assets available for benefits for each of the three years in the period ended December 31, 1994, 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, 1994 and 1993, non- exempt party-in-interest transactions at December 31, 1994 and 1993, obligations in default at December 31, 1994 and 1993, leases in default or classified as uncollectible at December 31, 1994 and 1993, and reportable transactions for each of the three years in the period ended December 31, 1994, 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 Fund Information in Note F is presented for purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in our audits of the basic 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, LLP Houston, Texas May 5, 1995 3 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31 ---------------- 1994 1993 ---- ---- Plan assets: Investment in common stock of Reliability Incorporated at fair value (335,918 and 345,362 shares at cost of $1,045,604 and $1,062,723 at December 31, 1994 and 1993, respectively) $ 797,805 $1,165,597 Investment in securities of unaffiliated issuers: Short-term Investments at fair value, which approximates cost (1,018,730 and 367,109 units at December 31, 1994 and 1993, respectively) 1,018,730 367,109 Investment (at fair value) in The Victory Funds of KeyCorp: Intermediate Income Fund (73 and 8,594 units at cost of $719 and $85,922 at December 31, 1994 and 1993, respectively) 668 85,515 Value Stock Fund (452 and 12,320 units at cost of $4,509 and $123,226 at December 31, 1994 and 1993, respectively) 4,380 124,428 Growth Stock Fund (118 and 11,060 units at cost of $1,183 and $110,570 at December 31, 1994 and 1993, respectively) 1,163 110,930 Special Growth Stock Fund (12 and 16,459 units at cost of $123 and $164,345 at December 31, 1994 and 1993, respectively) 106 168,872 Participant Loans Outstanding: Loan Fund (63,636 and 56,098 units at cost of $63,636 and $56,098 at December 31, 1994 and 1993, respectively) 63,636 56,098 --------- --------- 1,886,488 2,078,549 Other assets 5,681 1,148 --------- --------- Total assets 1,892,169 2,079,697 Liabilities: Stock purchases pending - 47,499 Other liabilities - 1,390 --------- --------- Total liabilities - 48,889 --------- --------- Net assets available for benefits $1,892,169 $2,030,808 ========= ========= See accompanying notes. 4 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS Year Ended December 31 ------------------------------- 1994 1993 1992 ---- ---- ---- Investment income: Interest $ 31,494 $ 18,070 $ 14,277 Realized gain (loss) on disposition of securities (45,448) 111,392 78,775 --------- --------- --------- Total investment income (loss) (13,954) 129,462 93,052 Unrealized appreciation (depreciation) in fair value of investments (334,584) 644,525 49,770 Contributions: Employee 211,171 176,975 129,308 Employer 64,047 62,892 58,819 Employer voluntary 42,369 41,841 62,508 --------- --------- --------- Total contributions 317,587 281,708 250,635 Withdrawals and terminations (98,622) (312,896) (134,748) Fees and expenses (9,066) (10,193) - --------- --------- --------- Net increase (decrease) (138,639) 732,606 258,709 Net assets available for benefits at beginning of year 2,030,808 1,298,202 1,039,493 --------- --------- --------- Net assets available for benefits at end of year $1,892,169 $2,030,808 $1,298,202 ========= ========= ========= See accompanying notes. 5 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS December 31, 1994 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 the January 1 or July 1 next 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 Member 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 to a maximum of 2 percent of the Member'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 Contribution and Employer Voluntary Contributions for his benefit plus allocated earnings and realized and unrealized gains and losses thereon (his "Employer Account") 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% A Member always has a 100 percent vested interest in the balance in his Employee Contributions plus allocated earnings and realized and unrealized gains and losses thereon (his "Employee Account"). 6 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) December 31, 1994 NOTE A - PARTICIPATION AND CONTRIBUTIONS - Continued 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 On September 1, 1994 KeyCorp changed the names of the funds from The Society Funds to The Victory Funds. The make-up of the funds did not change, it was a change in name only. 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 Victory Intermediate Income Fund; (iv) the Victory Value Stock Fund; (v) the Victory Growth Stock Fund; and (vi) the Victory Special Growth Stock Fund. The contribution to each fund elected may not be less than 5 percent of the Member'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 Member's Employee Account. Employee Contributions to the RI Common Stock Fund are invested in the common stock of the Company, which is purchased by the Trustee in the open market, and in temporary short-term investments. 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's investments 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 its interest bearing certificates. Employee Contributions to the Victory 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 it owns. Employee Contributions to the Victory 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 it owns. Employee Contributions to the Victory 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 it owns. 7 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) December 31, 1994 NOTE B - PLAN INVESTMENTS - Continued Employee Contributions to the Victory 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 it owns. 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, 1994, there were 139 Members in the Plan, of which 87 were making Employee Contributions. Gains and losses realized on the sale of securities in the RI Common Stock 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. 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 six months from the date of such withdrawal. 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, 1994 and December 31, 1993 totalled $58,888 and $137,768, respectively. 8 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - (Continued) NOTE C - WITHDRAWALS AND TERMINATIONS - continued The nonvested portions of the Employer Accounts of a Member whose employment is terminated prior to the attainment of seven years of service or who retires prior to Normal Retirement Age (as defined in the Plan), are forfeited and allocated among the other Members ($9,238 and $8,710 in 1994 and 1993, 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 lowest of 1) $50,000, 2) 50% of his or her non-forfeitable accrued benefit or 3) the total of his or her Employee Account. The minimum loan amount is $1,000 and the maximum loan term is five years. Loan payments are made through payroll deductions. During 1994 and 1993, $25,025 and $61,575, respectively, were borrowed by Plan participants. 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 was amended and restated on 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 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. 9 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, 1994 ----------------------------------- Reliability Incorporated Common Stock Fund Non-Par- Total Participant ticipant Plan Directed Directed ----- ----------- -------- Plan assets (at fair value): Investment in common stock of Reliability Incorporated (335,918 shares at cost of $1,045,604) $ 797,805 $104,210 $693,595 Investment in securities of unaffiliated issuers: Short-term investments (1,018,730 units at cost which approximates fair value) 1,018,730 6,324 42,094 Investment in The Victory Funds of KeyCorp: Intermediate Income Fund (73 units at cost of $719) 668 Value Stock Fund (452 units at cost of $4,509) 4,380 Growth Stock Fund (118 units at cost of $1,183) 1,163 Special Growth Stock Fund (12 units at a cost of $123) 106 Loan Fund (63,636 units at cost which approximates fair value) 63,636 --------- ------- ------- 1,886,488 110,534 735,689 Other assets 5,681 3,502 39 --------- ------- ------- Net Assets Available for Benefits $1,892,169 $114,036 $735,728 ========= ======= ======= 10 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, 1994 --------------------------- EB Interme- Money diate Value Market Income Stock Fund Fund Fund Participant Directed -------- ------- ------ Plan assets (at fair value): Investment in common stock of Reliability Incorporated (335,918 shares at cost of $1,045,604) $ - $ -$ - Investment in securities of unaffiliated issuers: Short-term investments (1,018,730 units at cost which approximates fair value) 378,169 93,741 177,279 Investment in The Victory Funds of KeyCorp: Intermediate Income Fund (73 units at cost of $719) 668 Value Stock Fund (452 units at cost of $4,509) 4,380 Growth Stock Fund (118 units at cost of $1,183) Special Growth Stock Fund (12 units at a cost of $123) Loan Fund (63,636 units at cost which approximates fair value) ------- ------- ------- 378,169 94,409 181,659 Other assets 1,821 1 2 ------- ------- ------- Net Assets Available for Benefits $379,990 $94,410$181,661 ======= ====== ======= 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 - Continued December 31, 1994 ------------------------- Special Growth Growth Stock Stock Loan Fund Fund Fund Participant Directed ------ ------- ---- Plan assets (at fair value): Investment in common stock of Reliability Incorporated (335,918 shares at cost of $1,045,604) $ - $ - $ - Investment in securities of unaffiliated issuers: Short-term investments (1,018,730 units at cost which approximates fair value) 153,653 167,470 Investment in The Victory Funds of KeyCorp: Intermediate Income Fund (73 units at cost of $719) Value Stock Fund (452 units) at cost of $4,509) Growth Stock Fund (118 units at cost of $1,183) 1,163 Special Growth Stock Fund (12 units at a cost of $123) 106 Loan Fund (65,478 units at cost which approximates fair value) 63,636 ------- ------- ------ 154,816 167,576 63,636 Other assets 3 2 311 ------- ------- ------ Net Assets Available for Benefits $154,819 $167,578 $63,947 ======= ======= ====== 12 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, 1993 -------------------------------- Reliability Incorporated Common Stock Fund Non-Par- Total Participant ticipant Plan Directed Directed ------- ----------- ---------- Plan assets (at fair value): Investment in common stock of Reliability Incorporated (345,362 shares at cost of $1,062,723) $1,165,597 $163,450 $1,002,147 Investment in securities of unaffiliated issuers: Short-term investments (367,109 units at cost which approximates fair value) 367,109 7,074 43,369 Investment in The Society Funds of Society National Bank: Intermediate Income Fund (8,594 units at cost of $85,922) 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 at cost of $164,345) 168,872 Loan Fund (56,098 units at cost which approximates fair value) 56,098 --------- ------- --------- 2,078,549 170,524 1,045,516 Other assets 1,148 3 17 --------- ------- --------- Total Assets 2,079,697 170,527 1,045,533 Liabilities: Pending Purchases 47,499 1,179 46,320 Fees and Expenses 1,390 - 997 --------- ------- --------- Total Liabilities 48,889 1,179 47,317 --------- ------- --------- Net Assets Available for Benefits $2,030,808 $169,348 $ 998,216 ========= ======= ========= 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, 1993 --------------------------------- EB Inter- Money mediate Value Market Income Stock Fund Fund Fund Participant Directed ------- ------- ----- 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: Short-term investments (367,109 units at cost which approximates fair value) 316,666 Investment in The Society Funds of Society National Bank: Intermediate Income Fund (8,594 units at cost of $85,922) 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) Special Growth Stock Fund (16,459 units at cost of $164,345) Loan Fund (56,098 units at cost which approximates fair value) ------- ------ ------- 316,666 85,515 124,428 Other assets 938 21 54 ------- ------ ------- Total Assets 317,604 85,536 124,482 Liabilities: Pending Purchases - - - Fees and Expenses 145 38 76 ------- ------ ------- Total Liabilities 145 38 76 ------- ------ ------- Net Assets Available for Benefits $317,459 $85,498 $124,406 ======= ====== ======= 14 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, 1993 -------------------------------- Special Growth Growth Stock Stock Loan Fund Fund Fund Participant Directed ------- ------- ------ 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: Short-term investments (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) Growth Stock Fund (11,060 units at cost of $110,570) 110,930 Special Growth Stock Fund (16,459 units at cost of $164,345) 168,872 Loan Fund (56,098 units at cost which approximates fair value) 56,098 ------- ------- ------ 110,930 168,872 56,098 Other assets 45 70 - ------- ------- ------ Total Assets 110,975 168,942 56,098 Liabilities: Pending Purchases - - - Fees and Expenses 62 72 - ------- ------- ------ Total Liabilities 62 72 - ------- ------- ------ Net Assets Available for Benefits $110,913 $168,870 $56,098 ======= ======= ====== 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 December 31, 1994 --------------------------- Reliability Incorporated Common Stock Fund Non-Par- Total Participant ticipant Plan Directed Directed ------- ------------ -------- Investment income: Interest $ 31,494 $ 67 $ 445 Realized (loss) on disposition of securities (45,448) (21) (142) --------- ------- -------- Total investment income (loss) (13,954) 46 303 Unrealized appreciation (depreciation) in fair value of investments (334,584) (43,671) (290,664) Contributions: Employee 211,171 22,129 - Employer 64,047 - 64,047 Employer voluntary 42,369 - 42,369 --------- ------- -------- Total contributions 317,587 22,129 106,416 Withdrawals and terminations (98,622) (15,076) (58,889) Fees and expenses (9,066) - (8,042) Investment transfers - (18,235) (11,424) Transfers (to) from Loan Fund - (505) - Forfeitures - - (188) --------- ------- -------- Net increase (decrease) (138,639) (55,312) (262,488) Net assets available for benefits at beginning of year 2,030,808 169,348 998,216 --------- ------- -------- Net assets available for benefits at end of year $1,892,169 $114,036 $ 735,728 ========= ======= ======== 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, 1994 ----------------------------------- EB Inter- Money mediate Value Market Income Stock Fund Fund Fund Participant Directed ------- ------- ----- Investment income: Interest $ 14,808 $ 5,403 $ 4,378 Realized (loss) on disposition of securities - (7,055) (2,973) ------- ------- ------- Total investment income (loss) 14,808 (1,652) 1,405 Unrealized appreciation (depreciation) in fair value of investments - (50) (158) Contributions: Employee 30,198 26,444 41,567 Employer - - - Employer voluntary - - - ------- ------- ------- Total contributions 30,198 26,444 41,567 Withdrawals and terminations (22,592) - - Fees and expenses (1,024) - - Investment transfers 48,899 (16,967) 13,941 Transfers (to) from Loan Fund (7,946) 1,137 500 Forfeitures 188 - - ------- ------- ------- Net increase (decrease) 62,531 8,912 57,255 Net assets available for benefits at beginning of year 317,459 85,498 124,406 ------- ------- ------- Net assets available for benefits at end of year $379,990 $ 94,410 $181,661 ======= ======= ======= 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, 1994 --------------------------------- Special Growth Growth Stock Stock Loan Fund Fund Fund Participant Directed ------- ------- ---- Investment income: Interest $ 1,740 $ 851 $ 3,802 Realized (loss) on disposition of securities (1,266) (33,991) - ------- ------- ------ Total investment income (loss) 474 (33,140) 3,802 Unrealized appreciation (depreciation) in fair value of investments (22) (19) - Contributions: Employee 58,233 32,600 - Employer - - - Employer voluntary - - - ------- ------- ------ Total Contributions 58,233 32,600 - Withdrawals and terminations - (2,065) - Fees and expenses - - - Investment transfers (19,075) 2,861 - Transfers (to) from Loan Fund 4,296 (1,529) 4,047 Forfeitures - - - ------- ------- ------ Net increase (decrease) 43,906 (1,292) 7,849 Net assets available for benefits at beginning of year 110,913 168,870 56,098 ------- ------- ------ Net assets available for benefits at end of year $154,819 $167,578 $63,947 ======= ======= ====== 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, 1993 --------------------------------------- EB Money Reliability Inc. Market Total Common stock Fund Fund Plan Non-Part- Parti- Participant ticipant cipant Directed Directed Directed ----- ------------ --------- ------- Investment income: Interest $ 18,070 $ 63 $ 389 $ 15,722 Realized gain on disposition of securities 111,392 13,790 84,545 - --------- -------- ------- ------- Total investment income 129,462 13,853 84,934 15,722 Unrealized appreciation (depreciation) in fair value of investments 644,525 89,585 549,258 - Contributions: Employee 176,975 11,215 40,746 Employer 62,892 - 62,892 - Employer voluntary 41,841 - 41,841 - --------- -------- ------- ------- Total Contributions 281,708 11,215 104,733 40,746 Withdrawals and terminations (312,896) (23,032) (82,619)(201,411) Fees and expenses (10,193) - (6,560) (2,284) Investment transfers - (81,063) (117,594) 496,907 Transfers (to) from Loan Fund - (4,442) - (40,931) Forfeitures - - (8,710) 8,710 --------- -------- ------- ------- Net increase (decrease) 732,606 6,116 523,442 317,459 Net assets available for benefits at beginning of year 1,298,202 163,232 474,774 - --------- ------- ------- ------- Net assets available for benefits at end of year $2,030,808 $169,348 $998,216 $317,459 ========= ======= ======= ======= 19 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 ---------------------------------- Inter- Special mediate Value Growth Growth Income Stock Stock Stock Fund Fund Fund Fund Participant Directed ------- ------ ------- ------- Investment income: Interest $ 263 $ 141 $ 71$ 55 Realized gain on disposition of securities 1,467 3,346 2,653 5,591 ------ ------- ------- ------- Total investment income 1,730 3,487 2,724 5,646 Unrealized appreciation (depreciation) in fair value of investments (407) 1,202 360 4,527 Contributions: Employee 24,163 27,126 49,945 23,780 Employer - - - - Employer voluntary - - - - ------ ------- ------- ------- Total Contributions 24,163 27,126 49,945 23,780 Withdrawals and terminations (2,106) (1,043) (2,401) (284) Fees and expenses (254) (432) (354) (309) Investment transfers 64,616 98,316 63,746 135,268 Transfers (to) from Loan Fund (2,244) (4,250) (3,107) 242 Forfeitures - - - - ------ ------- ------- ------- Net increase (decrease) 85,498 124,406 110,913 168,870 Net assets available for benefits at beginning of year - - - - ------ ------- ------- ------- Net assets available for benefits at end of year $85,498 $124,406 $110,913$168,870 ====== ======= ======= ======= 20 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 Loan Term Equity Fund Fund Fund Participant Directed ---- ------ ------ Investment income: Interest $ 1,366 $ -$ - Realized gain on disposition of securities - - - ------- -------- -------- Total investment income 1,366 - - Unrealized appreciation (depreciation) in fair value of investments - - - Contributions: Employee - - - Employer - - - Employer voluntary - - - ------ -------- -------- Total Contributions - - - Withdrawals and terminations - - - Fees and expenses - - - Investment transfers - (317,355)(342,841) Transfers (to) from Loan Fund 54,732 - - Forfeitures - - - ------ -------- -------- Net increase (decrease) 56,098 (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 $56,098 $ -$ - ====== ======== ======== 21 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 Inc. Common Stock Fund Non-Par- Total Participant ticipant Plan Directed Directed ------ ------------ -------- Investment income: Interest $ 14,277 $ 148 $ 496 Realized gain (loss) on disposition of securities 78,775 (1,157) (3,863) --------- ------- ------- Total investment income (loss) 93,052 (1,009) (3,367) Unrealized appreciation (depreciation) in fair value of investments 49,770 25,357 84,660 Contributions: Employee 129,308 30,502 - Employer 58,819 - 58,819 Employer voluntary 62,508 - 62,508 --------- ------- ------- Total contributions 250,635 30,502 121,327 Withdrawals and terminations (134,748) (13,651) (45,577) Investment transfers - 9,911 - --------- ------- ------- Net increase 258,709 51,110 157,043 Net assets available for benefits at beginning of year 1,039,493 112,122 317,731 --------- ------- ------- Net assets available for benefits at end of year $1,298,202 $163,232 $474,774 ========= ======= ======= 22 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 ----------------- Short- Equity Term Fund Fund Participant Directed ------- ------- Investment income: Interest $ 821 $ 12,812 Realized gain (loss) on disposition of securities 83,795 - ------- ------- Total investment income (loss) 84,616 12,812 Unrealized appreciation (depreciation) in fair value of investments (60,247) - Contributions: Employee 51,364 47,442 Employer - - Employer voluntary - - ------- ------- Total contributions 51,364 47,442 Withdrawals and terminations (35,399) (40,121) Investment transfers 9,250 (19,161) ------- ------- Net increase 49,584 972 Net assets available for benefits at beginning of year 293,257 316,383 ------- ------- Net assets available for benefits at end of year $342,841 $317,355 ======= ======= NOTE G - SUBSEQUENT EVENT Subsequent to December 31, 1994, the Board of Directors of the Company authorized the selection of a new trust company to manage and administer the Plan. Plan assets were transferred to the new trust company during January 1995. In anticipation of this transfer, the Plan investments were liquidated and invested in short-term investments in the EB Money Market Fund prior to December 31, 1994. 23 ADDITIONAL FINANCIAL INFORMATION 24 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1994 ------------------------------------ Shares Fair or Units Cost Value -------- ---- ----- Common stocks: Reliability Incorporated 335,918 $1,045,604 $ 797,805 --------- --------- Investment in The Victory Funds of KeyCorp: Intermediate Income Fund 73 719 668 Value Stock Fund 452 4,509 4,380 Growth Stock Fund 118 1,183 1,163 Special Growth Stock Fund 12 123 106 --------- --------- 6,534 6,317 --------- --------- Short-term investments 1,018,730 1,018,730 1,018,730 --------- --------- Loan Fund - Participant Loans (Interest Rates: 7% - 9.5%) 63,636 63,636 63,636 --------- --------- TOTAL INVESTMENTS $2,134,504 $1,886,488 ========= ========= See accompanying notes. 25 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - continued December 31, 1993 --------------------------------- Shares Fair or Units Cost Value -------- ---- ----- Common stocks: Reliability Incorporated 345,362 $1,062,723 $1,165,597 --------- --------- 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 investments 367,109 367,109 367,109 --------- --------- Loan Fund - Participant Loans (Interest Rate: 7%) 56,098 56,098 56,098 --------- -------- TOTAL INVESTMENTS $1,969,993 $2,078,549 ========= ========= See accompanying notes. 26 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN December 31, 1994 LINE 27e and 27f - SCHEDULE OF NON-EXEMPT 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, 1994 and 1993, which were not disclosed elsewhere in the financial statements, notes, or schedules. LINE 27b - SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS There were no loans or fixed income obligations in default or uncollectible at December 31, 1994 and 1993. LINE 27c - SCHEDULE OF LEASES IN DEFAULT OR CLASSIFIED AS UNCOLLECTIBLE There were no leases in default or uncollectible at December 31, 1994 and 1993. See accompanying notes. 27 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN LINE 27d - SCHEDULE OF REPORTABLE TRANSCTIONS 1994 ---------------------------------------------------- Purchases Dispositions Dispositions Gain(Loss) on Price Cost Price Dispositions --------- ------------ ------------ ------------ Common stocks: Reliability Incorporated $ 158,739 (1) $175,858 $192,032 (2) $ 16,174 ========= ======= ======= ======= Investment in The Victory Funds of KeyCorp: Intermediate Income Fund 30,722 (3) 115,926 108,466 (4) (7,460) Value Stock Fund 63,512 (5) 182,229 177,429 (6) (4,800) Growth Stock Fund 71,723 (7) 181,110 179,505 (8) (1,605) Special Growth Stock Fund 40,651 (9) 204,874 175,407(10) (29,467) --------- ------- ------- ------- $ 206,608 $684,139 $640,807 $(43,332) ========= ======= ======= ======= Short-term investment funds $1,318,473(11) $666,852 $666,852(12) $ - ========= ======= ======= ======= Number of transactions: (1) -19 (2) - 17 (3) -35 (4) - 7 (5) -25 (6) - 13 (7) -24 (8) - 16 (9) -28 (10) - 9 (11) -192 (12) - 189 See accompanying notes. 28 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN LINE 27D - SCHEDULE OF 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. 29 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN LINE 27d - SCHEDULE OF 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. 30 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. RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN AND TRUST /s/ Max T. Langley - ------------------------ Max T. Langley Administrative Committee Member Date: June 29, 1995 31 RELIABILITY INCORPORATED EMPLOYEE STOCK SAVINGS PLAN AND TRUST INDEX TO EXHIBITS Exhibit Page Number Description of Exhibits Number - ------- ----------------------- ------ 23. Consent of Independent Public Accountants dated Page 33 June 28, 1995. 32