DocumentUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2023
OR
¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to___________
Commission file number 001-15059
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
Nordstrom 401(k) Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Nordstrom, Inc.
1617 Sixth Avenue, Seattle, Washington 98101
REQUIRED INFORMATION
1. Not applicable
2. Not applicable
3. Not applicable
4. The Nordstrom 401(k) Plan is subject to the requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”). Plan financial statements and schedules prepared in accordance with the financial reporting requirements of ERISA are filed as Exhibit 99.1.
The Consent of Independent Registered Public Accounting Firm is filed as Exhibit 23.1.
The Exhibit Index is located on page 3.
Nordstrom 401(k) Plan
Exhibit Index
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| | Exhibit | | Method of Filing |
23.1 | | | | Filed herewith electronically |
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99.1 | | | | Filed herewith electronically |
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99.2 | | | | Incorporated by reference from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended May 1, 2021, Exhibit 10.2 |
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99.3 | | | | Incorporated by reference from the Registrant’s Quarterly Report on Form 11-K filed on June 10, 2022, Exhibit 99.3 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of 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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Nordstrom 401(k) Plan |
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/s/ Catherine R. Smith |
Catherine R. Smith |
Chief Financial Officer |
Nordstrom, Inc. |
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Date: | June 13, 2024 |
DocumentCONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the Registration Statement No. 333-239083 on Form S-8 of Nordstrom, Inc. of our report dated June 13, 2024, relating to the financial statements and supplementary information of the Nordstrom 401(k) Plan (the “Plan”) appearing in this Annual Report on Form 11-K of the Plan for the year ended December 31, 2023.
/s/ Moss Adams LLP
San Francisco, California
June 13, 2024
DocumentExhibit 99.1
Nordstrom 401(k) Plan
Employer ID No: 91-0515058
Plan Number: 001
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Report of Independent Registered Public Accounting Firm and |
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Financial Statements as of December 31, 2023 and 2022 |
and for the Year Ended December 31, 2023, |
with Supplementary Information |
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NORDSTROM 401(k) PLAN
PLAN YEAR ENDED DECEMBER 31, 2023
TABLE OF CONTENTS
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FINANCIAL STATEMENTS | |
| Statements of Net Assets Available for Benefits as of December 31, 2023 and 2022 | |
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| Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2023 | |
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| Notes to Financial Statements | |
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| Note 1: Description of the Plan | |
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| Note 2: Summary of Significant Accounting Policies | |
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| Note 3: Fair Value Measurements | |
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| Note 4: Party-in-Interest Transactions | |
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| Note 5: Federal Income Tax Status | |
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| Note 6: Plan Termination | |
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| Note 7: Excess Contributions Payable to Participants | |
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SUPPLEMENTARY INFORMATION | |
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| Schedule H, Line 4(i) — Schedule of Assets (Held at End of Year) as of December 31, 2023 | |
All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
DEFINITIONS OF COMMONLY USED TERMS
| | | | | |
Term | Definition |
BNYM | Bank of New York Mellon |
Board | Nordstrom, Inc.’s Board of Directors |
Company | Nordstrom, Inc. and its participating subsidiaries |
CCT | Common collective trust |
DOL | Department of Labor |
ERISA | Employee Retirement Income Security Act of 1974 |
GAAP | U.S. generally accepted accounting principles |
IRA | Individual Retirement Account |
IRC | Internal Revenue Code |
IRS | Internal Revenue Service |
NAV | Net asset value |
Plan | Nordstrom 401(k) Plan |
Plan Administrator | Nordstrom Retirement Committee appointed by the Board |
PTE | Prohibited Transaction Exemption |
VFCP | Voluntary Fiduciary Correction Program |
Report of Independent Registered Public Accounting Firm
The Plan Administrator and Participants
Nordstrom 401(k) Plan
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Nordstrom 401(k) Plan (the Plan) as of December 31, 2023 and 2022, the related statement of changes in net assets available for benefits for the year ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2023 and 2022, and the changes in net assets available for benefits for the year ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Opinion on the Supplementary Information
The supplementary information included in Schedule H, Line 4(i) – Schedule of Assets (held at end of year) as of December 31, 2023 have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplementary information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplementary information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplementary information. In forming our opinion on the supplementary information in the accompanying schedule, we evaluated whether the supplementary information, including its form and content, is presented in conformity with Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplementary information in the accompanying schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ Moss Adams LLP
San Francisco, California
June 13, 2024
We have served as the Plan’s auditor since 2016.
NORDSTROM 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
(Amounts in thousands)
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| December 31, |
| 2023 | | 2022 |
Assets | | | |
Participant-directed investments at fair value (see Note 3: Fair Value Measurements) | $3,849,678 | | | $3,386,753 | |
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Notes receivable from participants | 70,192 | | | 67,150 | |
Accrued income and broker receivable | — | | | 736 | |
Total assets | 3,919,870 | | | 3,454,639 | |
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Liabilities | | | |
Administrative expenses and other payables | 1,365 | | | 2,471 | |
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Due to broker for securities purchased | 3,226 | | | 15,571 | |
Total liabilities | 4,591 | | | 18,042 | |
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Net assets available for benefits | $3,915,279 | | | $3,436,597 | |
The accompanying Notes to Financial Statements are an integral part of these financial statements.
NORDSTROM 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(Amounts in thousands)
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Plan year ended | December 31, 2023 |
Additions | |
Contributions | |
Company contributions | $69,492 | |
Employee contributions | 179,096 | |
Total contributions | 248,588 | |
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Investment income | |
Net appreciation in fair value of investments | 523,058 | |
Interest and dividends | 39,411 | |
Total investment income | 562,469 | |
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Total contributions and investment income | 811,057 | |
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Deductions | |
Benefit payments to participants | 321,184 | |
Administrative expenses and other | 11,191 | |
Total deductions | 332,375 | |
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Net increase in net assets | 478,682 | |
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Net assets available for benefits at beginning of year | 3,436,597 | |
Net assets available for benefits at end of year | $3,915,279 | |
The accompanying Notes to Financial Statements are an integral part of these financial statements.
NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
NOTE 1: DESCRIPTION OF THE PLAN
The Nordstrom 401(k) Plan, as amended and restated, was originally established on January 1, 1953 and is a defined contribution plan. The following description of the Plan’s provisions is for informational purposes only and does not bind the Plan. Participants should refer to the Plan documents for a more complete description of the Plan’s provisions.
General
The Plan covers substantially all employees of the Company and is subject to the provisions of ERISA. Employees are eligible to make elective salary deferrals and receive Company matching contributions upon hire. The Plan contains eligibility provisions to ensure that all eligible employees enter the Plan by the latest participation date required under the applicable provisions of the IRC.
Company contributions are paid each pay period that an eligible participant contributes to the Plan.
Plan Year
The Plan operates on a calendar year ending on December 31. References to 2023 and 2022 relate to the Plan years ended December 31, 2023 and December 31, 2022.
Trustee and Administrator of the Plan
BNYM is the asset trustee of the Plan and Alight Solutions provides recordkeeping services for the Plan.
The Plan is administered by the Company in conjunction with the Plan Administrator.
Plan Contributions
Contributions to the Plan are made through employee contributions, including catch-up contributions, Company contributions and participant rollover contributions. Contributions are subject to certain limitations of the IRC.
Employee contributions — Eligible employees may elect to defer up to 50% of eligible compensation on a pre-tax basis, after-tax basis (“Roth”) or a combination of both. Employees aged 50 and over are allowed a catch-up contribution on a pre-tax basis, Roth or a combination of both, beginning in the year they turn age 50. Eligible employees who neither make an affirmative salary deferral election nor affirmatively opt out of the Plan are automatically enrolled in the Plan with a deferral contribution equal to 3% of eligible compensation. This deferral percentage is automatically increased by 1% annually, up to 10%, unless the participant elects otherwise. Employees have the option to opt out of deferring or to change their deferral percentage at any time in accordance with the Plan.
Company contributions — The Company matches employee contributions dollar for dollar on the first 1% of eligible compensation and 50 cents per dollar on the next 6% of eligible compensation, up to a total of 4% of eligible compensation.
Participant rollover contributions — Participants eligible for a withdrawal from another eligible retirement plan or traditional IRA may roll over all or part of that amount into the Plan. Participants may not roll over amounts from a Roth IRA into the Plan.
Investments
Participants can direct the investment of their accounts (including employee and Company contributions) among various funds, debt securities and Company common stock. The funds as of December 31, 2023 and 2022 include a variety of mutual funds, CCT funds, separately managed funds and custom target retirement date funds. The available funds are regularly reviewed by the Plan Administrator and are subject to change at any time.
Participation in Investment Activity
Individual accounts are credited daily with a pro-rata share of investment income or loss experienced by the respective funds into which their account balances have been directed. This income or loss is included in net appreciation or depreciation in fair value of investments on the Statement of Changes in Net Assets Available for Benefits.
Vesting in the Plan
Employees who terminate employment due to retirement, disability or death are 100% vested in their Plan accounts, regardless of years of service. The Plan defines “retirement” as age 60 or older for the purposes of vesting. On termination of employment for reasons other than retirement, disability or death, the amounts credited to the accounts of participants are vested as follows:
Employee contributions — Employee contributions (salary deferral, catch-up and rollover contributions) are always 100% vested.
NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
Company contributions — Company matching contributions are 100% vested after completion of two years of service. A year of service is any year in which an employee works at least 1,000 hours.
Forfeitures
Forfeitures of unvested Company matching contributions from terminated participant accounts can be used to offset Company matching contributions or to pay Plan administrative expenses, as determined by the Plan Administrator. As of December 31, 2023 and 2022, forfeited unvested accounts were $1,401 and $1,748. In 2023, the Plan used forfeitures of $8,469 to offset Company matching contributions.
Benefit Payments
On termination of service, a participant (or participant’s beneficiary in the case of death) may elect to roll over the value of the vested interest in his or her account to another qualified plan, to receive the value as a lump-sum distribution or elect to remain in the Plan, if the vested account balance exceeds $1 (subject to required distributions under Section 401(a)(9) of the IRC). When an active participant reaches age 59½ and continues to work for the Company, the participant is eligible to receive a partial or full distribution of their account. The Plan also allows distributions to active participants for financial hardship if certain criteria are met.
Participant Loans (Notes Receivable from Participants)
Participants may borrow a minimum of $1 from their account up to a maximum that is equal to the lesser of:
•50% of their vested account balance, less the balance of any other outstanding loans from the Plan as of the loan request date, or
•$50 less the highest outstanding principal balance of any loans, from this Plan or any other qualified Plan of the employer or a related employer, during the one-year period immediately preceding the loan request date
Loan terms are a maximum of five years or, if for the purchase of a principal residence, up to 20 years. The loans are secured by the balance in the participant’s account. The interest rate for a loan is determined at the time it is approved. The rate will be the prime rate as reported by the Wall Street Journal on the 15th day of the prior month, plus 1%. Interest rates for participant loans outstanding on December 31, 2023 range from 4.25% to 9.50% with various maturities through November 2043. Principal and interest is paid through payroll deductions, following the participant’s bi-weekly payroll cycle. A participant may have a maximum of two loans outstanding at any one time.
Participants may make monthly loan repayments during approved leaves of absence. Alternatively, payment obligations may be suspended during approved leaves of absence not longer than one year and during periods of qualified military service. Participants may continue to make loan repayments after termination of employment under procedures established by the Plan Administrator. Loan balances that become delinquent will be deemed distributed and become taxable income to the participant.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements have been prepared in accordance with GAAP.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires Company plan management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities during the reporting period. Uncertainties regarding such estimates and assumptions are inherent in the preparation of financial statements and actual results may differ from these estimates and assumptions.
Risks and Uncertainties
The Plan holds various investment instruments, including, but not limited to, common stock, debt securities, mutual funds and CCTs. Investment securities, in general, are exposed to various risks, such as interest rate risk, credit risk and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and such changes could materially affect participants’ account balances and the amounts reported in the financial statements.
NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
Investment Valuation and Income Recognition
The Plan’s investments are held by the trustee and are recorded at fair value as follows:
•Common stock is valued at quoted market prices as of the last trading day of the Plan year.
•Shares of mutual funds are valued at quoted market prices as of the last trading day of the Plan year.
•CCTs and 103-12 investment entities are measured using the NAV practical expedient of each fund, as reported by the fund managers. The NAV practical expedient is based on the fair value of the underlying assets owned by the CCT or investment entity, less its liabilities, and divided by the number of units outstanding.
•Investments in debt securities are valued using the market approach and observable inputs, such as observable trade prices, multiple broker/dealer quotes, related yield curves and other assumptions about the securities.
•Self-directed brokerage accounts allow participants to invest all or a portion of their account in investments of their choice. The fair value is based on the underlying investments, which may include common stock, mutual funds and debt securities.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on an accrual basis. Dividends are recorded when earned.
Net realized gains or losses on investment sales represent the difference between the sale proceeds and cost of the investments, or the adjusted market price. Net unrealized appreciation or depreciation on investments held at the end of the Plan year represents the net change in the fair value of investments during the year. The Statement of Changes in Net Assets Available for Benefits presents the net appreciation or depreciation in fair value of investments, which consists of realized and unrealized gains and losses.
Notes Receivable from Participants
Participant loans are included in notes receivable from participants on the Statements of Net Assets Available for Benefits and are measured at their unpaid principal balance plus any accrued unpaid interest. Delinquent participant loans are recorded as distributions based on the terms of the Plan document.
Benefit Payments
Benefits are recorded when paid. Amounts allocated to former participants who have withdrawn from the Plan, but have not yet been paid as of December 31, 2023 and 2022, were $4,793 and $3,833.
Administrative Expenses
Substantially all the administrative expenses, including recordkeeping, trustee and other fees, incurred in connection with the Plan are paid by the Plan through an allocation to participant accounts.
NOTE 3: FAIR VALUE MEASUREMENTS
The Plan discloses its assets that are measured at fair value in the Statements of Net Assets Available for Benefits by level within the fair value hierarchy as defined by applicable accounting standards:
Level 1: Quoted market prices in active markets for identical assets or liabilities
Level 2: Other observable market-based inputs or unobservable inputs that are corroborated by market data
Level 3: Unobservable inputs that cannot be corroborated by market data that reflect the reporting entity’s own assumptions
NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
The following tables set forth, by level within the fair value hierarchy, a summary of the Plan’s investments that were measured at fair value on a recurring basis as of December 31, 2023 and 2022. There have been no changes in the methodologies used as of December 31, 2023 and 2022.
| | | | | | | | | | | | | | | | | |
| December 31, 2023 |
| Level 1 | | Level 2 | | Total |
Fair value hierarchy: | | | | | |
Common stock | $524,175 | | | $— | | | $524,175 | |
Debt securities | 21,740 | | | 143,278 | | | 165,018 | |
Mutual funds | 545,813 | | | — | | | 545,813 | |
Brokerage securities | 36,848 | | | 5,902 | | | 42,750 | |
Interest-bearing cash securities | 95 | | | — | | | 95 | |
Total assets in fair value hierarchy | $1,128,671 | | | $149,180 | | | $1,277,851 | |
Investments measured at NAV practical expedient1 | | | | | 2,571,827 | |
Total participant-directed investments at fair value | | | | | $3,849,678 | |
1 Includes CCTs and a 103-12 investment entity.
| | | | | | | | | | | | | | | | | |
| December 31, 2022 |
| Level 1 | | Level 2 | | Total |
Fair value hierarchy: | | | | | |
Common stock | $749,798 | | | $— | | $749,798 | |
Debt securities | 13,210 | | | 132,279 | | | 145,489 | |
Mutual funds | 947,278 | | | — | | 947,278 | |
Brokerage securities | 29,580 | | | 4,869 | | | 34,449 | |
Interest-bearing cash securities | 106 | | | — | | 106 | |
Total assets in fair value hierarchy | $1,739,972 | | | $137,148 | | | $1,877,120 | |
Investments measured at NAV practical expedient1 | | | | | 1,509,633 | |
Total participant-directed investments at fair value | | | | | $3,386,753 | |
1 Includes CCTs and a 103-12 investment entity.
Certain investments are measured at NAV as a practical expedient, including CCTs and a 103-12 investment entity. They are measured daily and may be redeemed daily with no restrictions related to the redemption notice period.
The Plan did not have any Level 3 measurements as of December 31, 2023 and 2022. During 2023, there were no transfers in or out of Levels 1, 2 or 3.
NOTE 4: PARTY-IN-INTEREST TRANSACTIONS
Parties-in-interest include fiduciaries or employees of the Plan, any person who provides services to the Plan, an employer whose employees are covered by the Plan, an employee organization whose members are covered by the Plan, a person who owns 50% or more of such an employer or employee organization or relatives of such persons. As of December 31, 2023 and 2022, Plan investments included units held in a collective trust managed by BNYM, BNYM common stock and interest-bearing cash managed by BNYM. As of December 31, 2023 and 2022, the Plan held 3,231 and 3,214 shares of Nordstrom, Inc. common stock, with a cost basis of $101,520 and $111,781. The Plan recorded $2,407 of dividend income from Nordstrom, Inc. common stock during 2023. In addition, the Plan holds notes receivable from participants and paid certain expenses related to plan operations and investment activities to various service providers. Transactions with these entities qualify as exempt party-in-interest transactions.
NORDSTROM 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Dollar and share amounts in thousands)
NOTE 5: FEDERAL INCOME TAX STATUS
The Plan, as restated as of January 1, 2021, is an individually designed plan. While the restated Plan document does not have a determination letter from the IRS, the Company and Plan management believe that the Plan is currently designed and operated in compliance with the applicable requirements of the IRC, and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plan’s financial statements.
GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan Administrator has concluded that as of December 31, 2023 and 2022, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements.
NOTE 6: PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. Under the Plan, the Company may also temporarily suspend contributions, which does not constitute or require termination of the Plan.
In the event the Plan is terminated, the respective accounts of the participants under the Plan shall become fully vested and nonforfeitable. After payment of expenses properly chargeable against the Plan, the trustee shall distribute all Plan assets to the participants in the proportions determined by their respective accounts.
NOTE 7: EXCESS CONTRIBUTIONS PAYABLE TO PARTICIPANTS
The Plan is subject to certain non-discrimination rules under ERISA and the IRC. For 2023 and 2022, the Plan passed all applicable non-discrimination tests. Additionally, the Plan is required to return contributions received from participants during the Plan year in excess of the IRC limits. There were no refunds for 2023 and 2022.
NORDSTROM 401(k) PLAN
SCHEDULE H, LINE 4(i) — SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2023
EIN: 91-0515058
Plan #: 001
(Dollars in thousands)
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(a) | | (b) Identity of issue, borrower, lessor, or similar party | | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | | (d) Cost | | (e) Current Value ($) |
| Investments Measured at NAV | | | | | | |
| | Capital Group EuroPacific Fund | | CCT | | ** | | $541,913 |
* | | EB Temporary Investment Fund | | CCT - due 12/31/2049 - 1.147% | | ** | | 18,016 | |
| | Loomis Core Plus Fixed Income Fund | | CCT | | ** | | 404,216 | |
| | PGIM Retirement Real Estate Fund II LP | | 103-12 investment entity | | ** | | 92,847 | |
| | Putnam Stable Value Fund | | CCT | | ** | | 298,979 | |
| | Schroder Collective International Multi-Cap Equity Trust | | CCT | | ** | | 249,848 | |
| | SSGA TIPS Index | | CCT | | ** | | 44,457 | |
| | Vanguard Fiduciary Trust Company | | CCT | | ** | | 921,551 | |
| Total Investments Measured at NAV | | | | | | 2,571,827 | |
| | | | | | | | |
| Common Stock | | | | | | |
| | Acadia Healthcare Co., Inc. | | Common stock | | ** | | 4,110 | |
| | Accenture PLC | | Common stock | | ** | | 7,732 | |
| | Advanced Drainage Systems, Inc. | | Common stock | | ** | | 4,727 | |
| | Advanced Micro Devices, Inc. | | Common stock | | ** | | 4,762 | |
| | Agilent Technologies, Inc. | | Common stock | | ** | | 2,161 | |
| | Alarm.com Holdings, Inc. | | Common stock | | ** | | 2,678 | |
| | Alphabet, Inc. | | Common stock | | ** | | 20,015 | |
| | Amazon.com, Inc. | | Common stock | | ** | | 18,070 | |
| | Ambarella, Inc. | | Common stock | | ** | | 1,650 | |
| | Amicus Therapeutics, Inc. | | Common stock | | ** | | 3,064 | |
| | Apollo Global Management, Inc. | | Common stock | | ** | | 3,720 | |
| | Axon Enterprise, Inc. | | Common stock | | ** | | 5,189 | |
| | Bio-Techne Corp. | | Common stock | | ** | | 3,491 | |
| | Blueprint Medicines Corp. | | Common stock | | ** | | 3,228 | |
| | Bright Horizons Family Solutions | | Common stock | | ** | | 3,187 | |
| | The Brink's Co. | | Common stock | | ** | | 3,999 | |
| | Builders Firstsource, Inc. | | Common stock | | ** | | 3,775 | |
| | Burlington Stores, Inc. | | Common stock | | ** | | 2,200 | |
| | BWX Technologies, Inc. | | Common stock | | ** | | 6,103 | |
| | Cameco Corp. | | Common stock | | ** | | 3,108 | |
| | The Carlyle Group, Inc. | | Common stock | | ** | | 9,350 | |
| | Casella Waste Systems, Inc. | | Common stock | | ** | | 3,353 | |
| | Certara, Inc. | | Common stock | | ** | | 1,845 | |
| | CF Industries Holdings, Inc. | | Common stock | | ** | | 3,373 | |
| | Charles River Laboratories International, Inc. | | Common stock | | ** | | 2,122 | |
| | Chart Industries, Inc. | | Common stock | | ** | | 2,899 | |
| | Chemed Corp. | | Common stock | | ** | | 5,535 | |
| | Chipotle Mexican Grill, Inc. | | Common stock | | ** | | 5,249 | |
| | Clearwater Analytics Holdings | | Common stock | | ** | | 2,335 | |
| | Cognex Corp. | | Common stock | | ** | | 2,221 | |
| | Copart, Inc. | | Common stock | | ** | | 4,598 | |
| | CoStar Group, Inc. | | Common stock | | ** | | 3,347 | |
| | Costco Wholesale Corp. | | Common stock | | ** | | 6,145 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Crown Holdings, Inc. | | Common stock | | ** | | 3,954 | |
| | Dynatrace, Inc. | | Common stock | | ** | | 4,896 | |
| | Eagle Materials, Inc. | | Common stock | | ** | | 2,209 | |
| | Elf Beauty, Inc. | | Common stock | | ** | | 5,460 | |
| | Encompass Health Corp. | | Common stock | | ** | | 5,926 | |
| | Entegris, Inc. | | Common stock | | ** | | 2,202 | |
| | Euronet Worldwide, Inc. | | Common stock | | ** | | 1,257 | |
| | Everest Group Ltd. | | Common stock | | ** | | 2,469 | |
| | Evolent Health, Inc. | | Common stock | | ** | | 3,022 | |
| | Exlservice Holdings, Inc. | | Common stock | | ** | | 1,949 | |
| | Firstservice Corp. | | Common stock | | ** | | 2,636 | |
| | Five Below, Inc. | | Common stock | | ** | | 5,009 | |
| | Flywire Corp. | | Common stock | | ** | | 2,367 | |
| | Freshpet, Inc. | | Common stock | | ** | | 5,524 | |
| | Globus Medical, Inc. | | Common stock | | ** | | 1,581 | |
| | Guidewire Software, Inc. | | Common stock | | ** | | 5,187 | |
| | HealthEquity, Inc. | | Common stock | | ** | | 2,785 | |
| | Heico Corp. | | Common stock | | ** | | 3,724 | |
| | Insmed, Inc. | | Common stock | | ** | | 2,406 | |
| | Inspire Medical Systems, Inc. | | Common stock | | ** | | 3,111 | |
| | Insulet Corp. | | Common stock | | ** | | 3,728 | |
| | Intuit, Inc. | | Common stock | | ** | | 7,318 | |
| | Intuitive Surgical, Inc. | | Common stock | | ** | | 5,586 | |
| | Kosmos Energy Ltd. | | Common stock | | ** | | 1,986 | |
| | Lam Research Corp. | | Common stock | | ** | | 4,452 | |
| | Lancaster Colony Corp. | | Common stock | | ** | | 4,614 | |
| | Lattice Semiconductor Corp. | | Common stock | | ** | | 1,856 | |
| | Linde PLC | | Common stock | | ** | | 4,680 | |
| | Live Nation Entertainment, Inc. | | Common stock | | ** | | 6,945 | |
| | Martin Marietta Materials, Inc. | | Common stock | | ** | | 3,994 | |
| | Mastercard, Inc. | | Common stock | | ** | | 10,777 | |
| | Mercury Systems, Inc. | | Common stock | | ** | | 3,952 | |
| | Merit Medical Systems, Inc. | | Common stock | | ** | | 4,542 | |
| | Microsoft Corp. | | Common stock | | ** | | 31,191 | |
| | Monster Beverage Corp. | | Common stock | | ** | | 4,305 | |
| | National Vision Holdings, Inc. | | Common stock | | ** | | 3,412 | |
| | Neogen Corp. | | Common stock | | ** | | 2,869 | |
| | New Fortress Energy, Inc. | | Common stock | | ** | | 4,145 | |
| | Nice Ltd. | | Common stock | | ** | | 3,988 | |
| | Nike, Inc. | | Common stock | | ** | | 3,207 | |
| | Noble Corp. PLC | | Common stock | | ** | | 1,809 | |
* | | Nordstrom, Inc. | | Common stock | | ** | | 59,603 | |
| | Novanta, Inc. | | Common stock | | ** | | 3,155 | |
| | Nvidia Corp. | | Common stock | | ** | | 11,996 | |
| | O'Reilly Automotive, Inc. | | Common stock | | ** | | 3,617 | |
| | Palo Alto Networks, Inc. | | Common stock | | ** | | 5,859 | |
| | Penumbra, Inc. | | Common stock | | ** | | 4,528 | |
| | Pool Corp. | | Common stock | | ** | | 5,368 | |
| | Regal Rexnord Corp. | | Common stock | | ** | | 1,737 | |
| | Repligen Corp. | | Common stock | | ** | | 3,370 | |
| | Revolve Group, Inc. | | Common stock | | ** | | 1,703 | |
| | Salesforce, Inc. | | Common stock | | ** | | 6,800 |
| | ServiceNow, Inc. | | Common stock | | ** | | 5,987 |
| | Shoals Technologies Group, Inc. | | Common stock | | ** | | 1,465 | |
| | Siteone Landscape Supply, Inc. | | Common stock | | ** | | 2,054 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | SPS Commerce, Inc. | | Common stock | | ** | | 2,067 | |
| | Starbucks Corp. | | Common stock | | ** | | 2,904 | |
| | Super Micro Computer, Inc. | | Common stock | | ** | | 3,031 | |
| | TechnipFMC plc | | Common stock | | ** | | 1,487 | |
| | Tenable Holdings, Inc. | | Common stock | | ** | | 3,241 | |
| | Texas Instruments, Inc. | | Common stock | | ** | | 3,636 | |
| | TopBuild Corp. | | Common stock | | ** | | 3,288 | |
| | Tradeweb Markets, Inc. | | Common stock | | ** | | 3,421 | |
| | Trex Co, Inc. | | Common stock | | ** | | 3,385 | |
| | Twist Bioscience Corp. | | Common stock | | ** | | 2,566 | |
| | Tyler Technologies, Inc. | | Common stock | | ** | | 4,115 | |
| | Uber Technologies, Inc. | | Common stock | | ** | | 1,846 | |
| | UnitedHealth Group, Inc. | | Common stock | | ** | | 8,099 | |
| | Varonis Systems, Inc. | | Common stock | | ** | | 2,745 | |
| | Veeva Systems, Inc. | | Common stock | | ** | | 1,983 | |
| | Virtu Financial, Inc. | | Common stock | | ** | | 2,474 | |
| | Western Alliance Bancorp | | Common stock | | ** | | 2,428 | |
| | Whitecap Resources, Inc. | | Common stock | | ** | | 1,840 | |
| | Willscot Mobile Mini Holdings | | Common stock | | ** | | 1,709 | |
| | Zoetis, Inc. | | Common stock | | ** | | 4,297 | |
| Total Common Stock | | | | | | 524,175 | |
| | | | | | | | |
| Debt Securities | | | | | | |
| | American Electric Power Co, Inc. | | Corporate Debt - due 08/15/2025 - 5.699% | | ** | | 201 | |
| | AT&T, Inc. | | Corporate Debt - due 03/09/2048 - 4.500% | | ** | | 243 | |
| | AT&T, Inc. | | Corporate Debt - due 09/15/2055 - 3.550% | | ** | | 330 | |
| | AT&T, Inc. | | Corporate Debt - due 09/15/2059 - 3.650% | | ** | | 477 | |
| | Bank of America Corp. | | Corporate Debt - due 08/26/2024 - 4.200% | | ** | | 297 | |
| | Bank of America Corp. | | Corporate Debt - due 03/03/2026 - 4.450% | | ** | | 148 | |
| | Bank of America Corp. | | Corporate Debt - due 11/25/2027 - 4.183% | | ** | | 219 | |
| | Bank of America Corp. | | Corporate Debt - due 10/20/2032 - Variable | | ** | | 166 | |
| | Bank of America Corp. | | Corporate Debt - due 03/08/2037 - Variable | | ** | | 836 | |
| | Bank of America Corp. | | Corporate Debt - due 07/22/2033 - Variable | | ** | | 149 | |
| | Bank of America Corp. | | Corporate Debt - due 11/10/2028 - Variable | | ** | | 209 | |
| | Barclays PLC | | Corporate Debt - due 05/09/2028 - 4.836% | | ** | | 561 | |
| | Barclays PLC | | Corporate Debt - due 06/20/2030 - Variable | | ** | | 194 | |
| | Barclays PLC | | Corporate Debt - due 08/09/2028 - Variable | | ** | | 251 | |
| | Barclays PLC | | Corporate Debt - due 05/09/2027 - Variable | | ** | | 303 | |
| | Barclays PLC | | Corporate Debt - due 06/27/2034 - Variable | | ** | | 454 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 08/02/2033 - 6.421% | | ** | | 551 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 08/15/2037 - 4.390% | | ** | | 63 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 08/15/2047 - 4.540% | | ** | | 154 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 03/25/2031 - 2.726% | | ** | | 315 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 09/25/2040 - 3.734% | | ** | | 37 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 03/16/2052 - 5.650% | | ** | | 113 | |
| | B.A.T. Capital Corp. | | Corporate Debt - due 03/16/2032 - 4.742% | | ** | | 865 | |
| | Bayer US Finance II LLC 144A | | Corporate Debt - due 12/15/2028 - 4.375% | | ** | | 832 | |
| | BNP Paribas S.A. | | Corporate Debt - due 10/15/2024 - 4.250% | | ** | | 469 | |
| | BNP Paribas S.A. 144A | | Corporate Debt - due 09/28/2025 - 4.375% | | ** | | 709 | |
| | BNP Paribas S.A. 144A | | Corporate Debt - due 03/13/2027 - 4.625% | | ** | | 907 | |
| | BNP Paribas S.A. 144A | | Corporate Debt - due 08/12/2035 - Variable | | ** | | 164 | |
| | BNSF Railway Co. 2007-1 Pass Through Trust | | Corporate Debt - due 04/01/2024 - 5.996% | | ** | | 26 | |
| | Boston Properties LP | | Corporate Debt - due 02/01/2026 - 3.650% | | ** | | 217 | |
| | Boston Properties LP | | Corporate Debt - due 01/15/2025 - 3.200% | | ** | | 170 | |
| | Boston Properties LP | | Corporate Debt - due 03/15/2030 - 2.900% | | ** | | 257 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Boston Properties LP | | Corporate Debt - due 01/30/2031 - 3.250% | | ** | | 258 | |
| | Boston Properties LP | | Corporate Debt - due 01/15/2034 - 6.500% | | ** | | 423 | |
| | Capital One Financial Corp. | | Corporate Debt - due 02/05/2025 - 3.200% | | ** | | 415 | |
| | Capital One Financial Corp. | | Corporate Debt - due 10/29/2025 - 4.200% | | ** | | 466 | |
| | Capital One Financial Corp. | | Corporate Debt - due 05/10/2028 - Variable | | ** | | 172 | |
| | Capital One Financial Corp. | | Corporate Debt - due 05/10/2033 - Variable | | ** | | 172 | |
| | Capital One Financial Corp. | | Corporate Debt - due 06/08/2034 - Variable | | ** | | 180 | |
| | Capital One Financial Corp. | | Corporate Debt - due 10/30/2031 - Variable | | ** | | 110 | |
| | CCO Holdings LLC / CCO Holdings Capital Corp. 144A | | Corporate Debt - due 06/01/2033 - 4.500% | | ** | | 423 | |
| | CCO Holdings LLC / CCO Holdings Capital Corp. 144A | | Corporate Debt - due 01/15/2034 - 4.250% | | ** | | 345 | |
| | CCO Holdings LLC / CCO Holdings Capital Corp. | | Corporate Debt - due 05/01/2032 - 4.500% | | ** | | 193 | |
| | CEMEX S.A.B. de C.V. 144A | | Corporate Debt - due 11/19/2029 - 5.450% | | ** | | 197 | |
| | CEMEX S.A.B. de C.V. 144A | | Corporate Debt - due 09/17/2030 - 5.200% | | ** | | 530 | |
| | The Charles Schwab Corp. | | Corporate Debt - due 05/19/2029 - Variable | | ** | | 154 | |
| | The Charles Schwab Corp. | | Corporate Debt - due 05/19/2034 - Variable | | ** | | 78 | |
| | The Charles Schwab Corp. | | Corporate Debt - due 08/24/2034 - Variable | | ** | | 105 | |
| | The Charles Schwab Corp. | | Corporate Debt - due 11/17/2029 - Variable | | ** | | 367 | |
| | Charter Communications Operating LLC | | Corporate Debt - due 10/23/2045 - 6.484% | | ** | | 1,331 | |
| | Charter Communications Operating LLC | | Corporate Debt - due 05/01/2047 - 5.375% | | ** | | 277 | |
| | Charter Communications Operating LLC | | Corporate Debt - due 04/01/2048 - 5.750% | | ** | | 557 | |
| | Charter Communications Operating LLC | | Corporate Debt - due 04/01/2033 - 4.400% | | ** | | 92 | |
| | Charter Communications Operating LLC | | Corporate Debt - due 04/01/2053 - 5.250% | | ** | | 252 | |
| | The Cigna Group | | Corporate Debt - due 10/15/2028 - 4.375% | | ** | | 149 | |
| | The Cigna Group | | Corporate Debt - due 05/15/2027 - 7.875% | | ** | | 207 | |
| | Citigroup, Inc. | | Corporate Debt - due 06/15/2032 - 6.625% | | ** | | 272 | |
| | Citigroup, Inc. | | Corporate Debt - due 08/05/2024 - 4.000% | | ** | | 519 | |
| | Citigroup, Inc. | | Corporate Debt - due 03/17/2033 - Variable | | ** | | 383 | |
| | Cox Communications, Inc. 144A | | Corporate Debt - due 02/01/2025 - 3.850% | | ** | | 403 | |
| | Cox Communications, Inc. 144A | | Corporate Debt - due 08/15/2027 - 3.500% | | ** | | 143 | |
| | Cox Communications, Inc. 144A | | Corporate Debt - due 10/01/2030 - 1.800% | | ** | | 163 | |
| | CVS Health Corp. | | Corporate Debt - due 03/25/2038 - 4.780% | | ** | | 261 | |
| | CVS Health Corp. | | Corporate Debt - due 04/01/2040 - 4.125% | | ** | | 151 | |
| | Dillard's, Inc. | | Corporate Debt - due 05/15/2027 - 7.750% | | ** | | 444 | |
| | Dominion Energy, Inc. | | Corporate Debt - due 10/01/2054 - Variable | | ** | | 688 | |
| | Dominion Energy, Inc. | | Corporate Debt - due 04/15/2026 - 1.450% | | ** | | 185 | |
| | The Dow Chemical Co. | | Corporate Debt - due 05/15/2039 - 9.400% | | ** | | 283 | |
| | Elanco Animal Health, Inc. | | Corporate Debt - due 08/28/2028 - Variable | | ** | | 389 | |
| | Enel Finance International N.V. 144A | | Corporate Debt - due 09/15/2037 - 6.800% | | ** | | 273 | |
| | Enel Finance International N.V. 144A | | Corporate Debt - due 10/07/2039 - 6.000% | | ** | | 509 | |
| | Ford Motor Credit Co. LLC | | Corporate Debt - due 06/16/2025 - 5.125% | | ** | | 444 | |
| | Ford Motor Credit Co. LLC | | Corporate Debt - due 08/10/2026 - 2.700% | | ** | | 672 | |
| | Ford Motor Credit Co. LLC | | Corporate Debt - due 03/06/2026 - 6.950% | | ** | | 205 | |
| | Ford Motor Credit Co. LLC | | Corporate Debt - due 05/12/2028 - 6.800% | | ** | | 732 | |
| | Ford Motor Credit Co. LLC | | Corporate Debt - due 01/09/2024 - 3.810% | | ** | | 225 | |
| | Ford Motor Credit Co. LLC | | Corporate Debt - due 11/01/2024 - 4.063% | | ** | | 491 | |
| | GE Healthcare Technologies, Inc. | | Corporate Debt - due 11/22/2032 - 5.905% | | ** | | 347 | |
| | The Goldman Sachs Group, Inc. | | Corporate Debt - due 03/15/2028 - Variable | | ** | | 816 | |
| | HCA, Inc. | | Corporate Debt - due 06/15/2039 - 5.125% | | ** | | 239 | |
| | HCA, Inc. 144A | | Corporate Debt - due 03/15/2032 - 3.625% | | ** | | 179 | |
| | HSBC Holdings PLC | | Corporate Debt - due 05/02/2036 - 6.500% | | ** | | 931 | |
| | HSBC Holdings PLC | | Corporate Debt - due 09/15/2037 - 6.500% | | ** | | 163 | |
| | HSBC Holdings PLC | | Corporate Debt - due 03/08/2026 - 4.300% | | ** | | 197 | |
| | HSBC Holdings PLC | | Corporate Debt - due 03/31/2030 - 4.950% | | ** | | 298 | |
| | HSBC Holdings PLC | | Corporate Debt - due 08/18/2031 - Variable | | ** | | 415 | |
| | HSBC Holdings PLC | | Corporate Debt - due 05/24/2025 - Variable | | ** | | 514 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | HSBC Holdings PLC | | Corporate Debt - due 03/29/2033 - Variable | | ** | | 327 | |
| | HSBC Holdings PLC | | Corporate Debt - due 11/03/2033 - Variable | | ** | | 521 | |
| | Imperial Brands Finance PLC 144A | | Corporate Debt - due 07/26/2029 - 3.875% | | ** | | 724 | |
| | Imperial Brands Finance PLC 144A | | Corporate Debt - due 07/27/2027 - 6.125% | | ** | | 206 | |
| | Imperial Brands Finance PLC 144A | | Corporate Debt - due 07/21/2025 - 4.250% | | ** | | 1,252 | |
| | JPMorgan Chase & Co. | | Corporate Debt - due 04/22/2031 - Variable | | ** | | 281 | |
| | JPMorgan Chase & Co. | | Corporate Debt - due 05/13/2031 - Variable | | ** | | 1,584 | |
| | JPMorgan Chase & Co. | | Corporate Debt - due 09/14/2033 - Variable | | ** | | 466 | |
| | Kinder Morgan, Inc. | | Corporate Debt - due 06/01/2045 - 5.550% | | ** | | 169 | |
| | Kinder Morgan Energy Partners | | Corporate Debt - due 09/01/2039 - 6.500% | | ** | | 263 | |
| | Kinder Morgan Energy Partners | | Corporate Debt - due 08/15/2042 - 5.000% | | ** | | 474 | |
| | Lloyds Banking Group PLC | | Corporate Debt - due 11/15/2033 - Variable | | ** | | 544 | |
| | Lloyds Banking Group PLC | | Corporate Debt - due 11/04/2024 - 4.500% | | ** | | 568 | |
| | Lloyds Banking Group PLC | | Corporate Debt - due 03/24/2026 - 4.650% | | ** | | 514 | |
| | Microchip Technology, Inc. | | Corporate Debt - due 09/01/2024 - 0.983% | | ** | | 242 | |
| | NatWest Group PLC | | Corporate Debt - due 06/14/2027 - Variable | | ** | | 388 | |
| | NatWest Group PLC | | Corporate Debt - due 03/02/2034 - Variable | | ** | | 632 | |
| | NatWest Group PLC | | Corporate Debt - due 09/13/2029 - Variable | | ** | | 205 | |
| | Nextera Energy Capital Holding | | Corporate Debt - due 09/01/2024 - 4.255% | | ** | | 223 | |
| | Nextera Energy Capital Holding | | Corporate Debt - due 03/01/2025 - 6.051% | | ** | | 101 | |
| | Nextera Energy Capital Holding | | Corporate Debt - due 09/01/2025 - 5.749% | | ** | | 126 | |
| | Nextera Energy Capital Holding | | Corporate Debt - due 07/15/2027 - 4.625% | | ** | | 350 | |
* | | Nordstrom, Inc. | | Corporate Debt - due 03/15/2028 - 6.950% | | ** | | 271 | |
| | Occidental Petroleum Corp. | | Corporate Debt - due 08/15/2024 - 2.900% | | ** | | 1,057 | |
| | Petrobras Global Finance B.V. | | Corporate Debt - due 03/19/2049 - 6.900% | | ** | | 298 | |
| | Petroleos Mexicanos | | Corporate Debt - due 06/15/2035 - 6.625% | | ** | | 537 | |
| | Petroleos Mexicanos | | Corporate Debt - due 02/16/2032 - 6.700% | | ** | | 1,229 | |
| | Petroleos Mexicanos | | Corporate Debt - due 01/23/2050 - 7.690% | | ** | | 1,795 | |
| | Philip Morris International Inc. | | Corporate Debt - due 11/17/2029 - 5.625% | | ** | | 79 | |
| | Philip Morris International Inc. | | Corporate Debt - due 11/17/2032 - 5.750% | | ** | | 89 | |
| | Philip Morris International Inc. | | Corporate Debt - due 02/15/2033 - 5.375% | | ** | | 205 | |
| | Prosus N.V. 144A | | Corporate Debt - due 07/06/2027 - 4.850% | | ** | | 626 | |
| | Prosus N.V. 144A | | Corporate Debt - due 01/21/2030 - 3.680% | | ** | | 614 | |
| | Prosus N.V. 144A | | Corporate Debt - due 07/13/2031 - 3.061% | | ** | | 991 | |
| | Prosus N.V. 144A | | Corporate Debt - due 01/19/2032 - 4.193% | | ** | | 173 | |
| | Prosus N.V. 144A | | Corporate Debt - due 01/19/2052 - 4.987% | | ** | | 470 | |
| | Rio Oil Finance Trust Series 144A | | Corporate Debt - due 01/06/2027 - 9.750% | | ** | | 403 | |
| | Rio Oil Finance Trust Series 144A | | Corporate Debt - due 04/06/2028 - 8.200% | | ** | | 612 | |
| | RTX Corp. | | Corporate Debt - due 03/15/2031 - 6.000% | | ** | | 160 | |
| | RTX Corp. | | Corporate Debt - due 03/15/2034 - 6.100% | | ** | | 163 | |
| | SLM Student Loan Trust 20 3 A6 | | Corporate Debt - due 04/25/2040 - Variable | | ** | | 2,356 | |
| | SLM Student Loan Trust 20 3 A6 | | Corporate Debt - due 01/25/2041 - Variable | | ** | | 3,111 | |
| | The Southern Co. | | Corporate Debt - due 08/01/2024 - Variable | | ** | | 297 | |
| | The Southern Co. | | Corporate Debt - due 08/01/2027 - Variable | | ** | | 431 | |
| | The Southern Co. | | Corporate Debt - due 01/15/2051 - Variable | | ** | | 713 | |
| | The Southern Co. | | Corporate Debt - due 09/15/2051 - Variable | | ** | | 524 | |
| | The Southern Co. | | Corporate Debt - due 06/15/2028 - 4.850% | | ** | | 176 | |
| | Telecom Italia Capital S.A. | | Corporate Debt - due 07/18/2036 - 7.200% | | ** | | 126 | |
| | Telecom Italia Capital S.A. | | Corporate Debt - due 06/04/2038 - 7.721% | | ** | | 560 | |
| | Telecom Italia Spa/Milano 144A | | Corporate Debt - due 05/30/2024 - 5.303% | | ** | | 1,020 | |
| | Time Warner Cable LLC | | Corporate Debt - due 07/01/2038 - 7.300% | | ** | | 336 | |
| | T-Mobile USA, Inc. | | Corporate Debt - due 04/15/2030 - 3.875% | | ** | | 403 | |
| | T-Mobile USA, Inc. | | Corporate Debt - due 02/15/2026 - 2.250% | | ** | | 308 | |
| | T-Mobile USA, Inc. | | Corporate Debt - due 04/15/2031 - 3.500% | | ** | | 685 | |
| | TransCanada Trust | | Corporate Debt - due 05/20/2075 - Variable | | ** | | 542 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | TransCanada Trust | | Corporate Debt - due 08/15/2076 - Variable | | ** | | 473 | |
| | TransCanada Trust | | Corporate Debt - due 03/15/2077 - Variable | | ** | | 955 | |
| | TransCanada Trust | | Corporate Debt - due 09/15/2079 - Variable | | ** | | 513 | |
| | UBS Group Ag 144A | | Corporate Debt - due 09/22/2034 - Variable | | ** | | 478 | |
| | UBS Group Ag 144A | | Corporate Debt - due 01/12/2034 - Variable | | ** | | 777 | |
| | Ultrapar International S.A. 144A | | Corporate Debt - due 10/06/2026 - 5.250% | | ** | | 340 | |
| | UniCredit S.P.A. 144A | | Corporate Debt - due 04/02/2034 - Variable | | ** | | 875 | |
| | UniCredit S.P.A. 144A | | Corporate Debt - due 06/30/2035 - Variable | | ** | | 329 | |
| | Union Pacific Railroad Co. 2006 | | Corporate Debt - due 07/02/2030 - 5.866% | | ** | | 270 | |
| | VMware, Inc. | | Corporate Debt - due 08/15/2026 - 1.400% | | ** | | 229 | |
| | The Walt Disney Co. | | Corporate Debt - due 11/15/2037 - 6.650% | | ** | | 265 | |
| | Wells Fargo & Co. | | Corporate Debt - due 06/03/2026 - 4.100% | | ** | | 245 | |
| | Wells Fargo & Co. | | Corporate Debt - due 07/22/2027 - 4.300% | | ** | | 416 | |
| | Wells Fargo & Co. | | Corporate Debt - due 03/02/2033 - Variable | | ** | | 241 | |
| | Wells Fargo & Co. | | Corporate Debt - due 07/25/2033 - Variable | | ** | | 146 | |
| | California State | | Municipal Debt - due 10/01/2039 - 7.300% | | ** | | 695 | |
| | Colombia Government International | | Municipal Debt - due 02/26/2044 - 5.625% | | ** | | 441 | |
| | Illinois State | | Municipal Debt - due 06/01/2033 - 5.100% | | ** | | 742 | |
| | Los Angeles CA Unified School District | | Municipal Debt - due 07/01/2034 - 6.758% | | ** | | 480 | |
| | New Jersey State Turnpike Authority | | Municipal Debt - due 01/01/2041 - 7.102% | | ** | | 725 | |
| | Univ. Of California CA Rgts Med | | Municipal Debt - due 05/15/2053 - 4.563% | | ** | | 233 | |
| | Citigroup Capital XIII | | Preferred Stock - due 10/30/2040 - 11.949% | | ** | | 850 | |
| | JPMorgan Chase & Co. | | Preferred Stock - due 09/01/2030 - 8.750% | | ** | | 541 | |
| | Vodafone Group PLC | | Preferred Stock - due 04/04/2079 - Variable | | ** | | 619 | |
| | FHLMC Multiclass Mtg 2957 VZ | | U.S. Government Securities - due 02/15/2035 - 5.000% | | ** | | 199 | |
| | FHLMC Multiclass Mtg 4283 EW | | U.S. Government Securities - due 12/15/2043 - Variable | | ** | | 66 | |
| | FHLMC Multiclass Mtg 4315 JZ | | U.S. Government Securities - due 03/15/2044 - 3.500% | | ** | | 1,164 | |
| | FHLMC Multiclass Mtg 4319 MA | | U.S. Government Securities - due 03/15/2044 - Variable | | ** | | 120 | |
| | FHLMC Multiclass Mtg 4440 ZD | | U.S. Government Securities - due 02/15/2045 - 2.500% | | ** | | 2,286 | |
| | FHLMC Pool #1H-2592 | | U.S. Government Securities - due 01/01/2036 - Variable | | ** | | 30 | |
| | FHLMC Pool #78-1274 | | U.S. Government Securities - due 02/01/2034 - Variable | | ** | | 27 | |
| | FHLMC Pool #84-0286 | | U.S. Government Securities - due 05/01/2046 - Variable | | ** | | 49 | |
| | FHLMC Pool #84-1463 | | U.S. Government Securities - due 07/01/2052 - Variable | | ** | | 931 | |
| | FHLMC Pool #84-9254 | | U.S. Government Securities - due 01/01/2042 - Variable | | ** | | 31 | |
| | FHLMC Pool #84-9327 | | U.S. Government Securities - due 05/01/2044 - Variable | | ** | | 129 | |
| | FHLMC Pool #84-9505 | | U.S. Government Securities - due 10/01/2044 - Variable | | ** | | 34 | |
| | FHLMC Pool #84-9544 | | U.S. Government Securities - due 12/01/2044 - Variable | | ** | | 70 | |
| | FHLMC Pool #84-9625 | | U.S. Government Securities - due 01/01/2045 - Variable | | ** | | 48 | |
| | FHLMC Pool #84-9626 | | U.S. Government Securities - due 08/01/2044 - Variable | | ** | | 74 | |
| | FHLMC Pool #84-9849 | | U.S. Government Securities - due 10/01/2045 - Variable | | ** | | 19 | |
| | FHLMC Pool #C9-0981 | | U.S. Government Securities - due 07/01/2026 - 6.500% | | ** | | 25 | |
| | FHLMC Pool #C9-1013 | | U.S. Government Securities - due 01/01/2027 - 6.500% | | ** | | 15 | |
| | FHLMC Pool #G0-7600 | | U.S. Government Securities - due 03/01/2042 - 4.500% | | ** | | 104 | |
| | FHLMC Pool #G0-8723 | | U.S. Government Securities - due 08/01/2046 - 4.000% | | ** | | 671 | |
| | FHLMC Pool #G6-0153 | | U.S. Government Securities - due 10/01/2044 - 4.500% | | ** | | 66 | |
| | FHLMC Pool #G6-0764 | | U.S. Government Securities - due 10/01/2042 - 4.500% | | ** | | 111 | |
| | FHLMC Pool #G6-1080 | | U.S. Government Securities - due 03/01/2047 - 4.500% | | ** | | 683 | |
| | FHLMC Pool #H0-1774 | | U.S. Government Securities - due 09/01/2037 - 6.500% | | ** | | 5 | |
| | FHLMC Pool #H0-9197 | | U.S. Government Securities - due 10/01/2038 - 6.500% | | ** | | 6 |
| | FHLMC Pool #H0-9212 | | U.S. Government Securities - due 05/01/2038 - 5.500% | | ** | | 6 | |
| | FHLMC Pool #Q0-3517 | | U.S. Government Securities - due 09/01/2041 - 4.500% | | ** | | 95 | |
| | FHLMC Pool #Qe-0768 | | U.S. Government Securities - due 04/01/2052 - 3.500% | | ** | | 576 | |
| | FHLMC Pool #Qe-7330 | | U.S. Government Securities - due 07/01/2052 - 3.500% | | ** | | 3,757 | |
| | FHLMC Pool #Ra-2958 | | U.S. Government Securities - due 07/01/2050 - 2.000% | | ** | | 1,215 | |
| | FHLMC Pool #Ra-3167 | | U.S. Government Securities - due 07/01/2050 - 2.000% | | ** | | 1,911 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | FHLMC Pool #Ra-7063 | | U.S. Government Securities - due 04/01/2052 - 3.500% | | ** | | 1,951 | |
| | FHLMC Pool #Ra-7656 | | U.S. Government Securities - due 07/01/2052 - 3.500% | | ** | | 3,947 | |
| | FHLMC Pool #Rb-5141 | | U.S. Government Securities - due 01/01/2042 - 2.000% | | ** | | 851 | |
| | FHLMC Pool #Sd-0752 | | U.S. Government Securities - due 11/01/2051 - 2.500% | | ** | | 1,132 | |
| | FHLMC Pool #Sd-2253 | | U.S. Government Securities - due 12/01/2052 - 3.500% | | ** | | 522 | |
| | FHLMC Pool #Sd-7530 | | U.S. Government Securities - due 11/01/2050 - 2.500% | | ** | | 1,250 | |
| | FHLMC Pool #Sd-7536 | | U.S. Government Securities - due 02/01/2051 - 2.500% | | ** | | 675 | |
| | FHLMC Pool #Sd-8194 | | U.S. Government Securities - due 01/01/2052 - 2.500% | | ** | | 2,978 | |
| | FHLMC Pool #Sd-8214 | | U.S. Government Securities - due 05/01/2052 - 3.500% | | ** | | 943 | |
| | FHLMC Pool #Sd-8255 | | U.S. Government Securities - due 10/01/2052 - 3.500% | | ** | | 3,451 | |
| | FNMA GTD Remic P/T 01-79 BA | | U.S. Government Securities - due 03/25/2045 - 7.000% | | ** | | 10 | |
| | FNMA GTD Remic P/T 01-T10 A1 | | U.S. Government Securities - due 12/25/2041 - 7.000% | | ** | | 79 | |
| | FNMA GTD Remic P/T 04-W2 5A | | U.S. Government Securities - due 03/25/2044 - 7.500% | | ** | | 68 | |
| | FNMA GTD Remic P/T 07-50 DZ | | U.S. Government Securities - due 06/25/2037 - 5.500% | | ** | | 154 | |
| | FNMA GTD Remic P/T 07-W10 2A | | U.S. Government Securities - due 08/25/2047 - Variable | | ** | | 51 | |
| | FNMA GTD Remic P/T 12-46 BA | | U.S. Government Securities - due 05/25/2042 - 6.000% | | ** | | 139 | |
| | FNMA GTD Remic P/T 13-128 CF | | U.S. Government Securities - due 12/25/2043 - Variable | | ** | | 297 | |
| | FNMA Pool #0256851 | | U.S. Government Securities - due 08/01/2037 - 7.000% | | ** | | 10 | |
| | FNMA Pool #0735503 | | U.S. Government Securities - due 04/01/2035 - 6.000% | | ** | | 37 | |
| | FNMA Pool #0735608 | | U.S. Government Securities - due 03/01/2035 - Variable | | ** | | 39 | |
| | FNMA Pool #0745329 | | U.S. Government Securities - due 07/01/2035 - 6.000% | | ** | | 57 | |
| | FNMA Pool #0884704 | | U.S. Government Securities - due 06/01/2036 - Variable | | ** | | 13 | |
| | FNMA Pool #0888154 | | U.S. Government Securities - due 11/01/2036 - Variable | | ** | | 47 | |
| | FNMA Pool #0888367 | | U.S. Government Securities - due 03/01/2037 - 7.000% | | ** | | 100 | |
| | FNMA Pool #0889984 | | U.S. Government Securities - due 10/01/2038 - 6.500% | | ** | | 41 | |
| | FNMA Pool #0976853 | | U.S. Government Securities - due 11/01/2029 - 5.500% | | ** | | 25 | |
| | FNMA Pool #0995487 | | U.S. Government Securities - due 08/01/2037 - 6.000% | | ** | | 70 | |
| | FNMA Pool #0Ab1763 | | U.S. Government Securities - due 11/01/2030 - 4.000% | | ** | | 26 | |
| | FNMA Pool #0Ab8086 | | U.S. Government Securities - due 10/01/2037 - 6.000% | | ** | | 13 | |
| | FNMA Pool #0Ad0121 | | U.S. Government Securities - due 09/01/2029 - 4.500% | | ** | | 81 | |
| | FNMA Pool #0Ad0130 | | U.S. Government Securities - due 08/01/2039 - 6.500% | | ** | | 11 | |
| | FNMA Pool #0Ad0198 | | U.S. Government Securities - due 09/01/2038 - 5.500% | | ** | | 28 | |
| | FNMA Pool #0Ad0217 | | U.S. Government Securities - due 08/01/2037 - 6.000% | | ** | | 66 | |
| | FNMA Pool #0Ad0218 | | U.S. Government Securities - due 09/01/2036 - 6.000% | | ** | | 62 | |
| | FNMA Pool #0Ad0964 | | U.S. Government Securities - due 11/01/2039 - 5.500% | | ** | | 136 | |
| | FNMA Pool #0Al1845 | | U.S. Government Securities - due 06/01/2039 - Variable | | ** | | 11 | |
| | FNMA Pool #0Al1900 | | U.S. Government Securities - due 08/01/2026 - 4.500% | | ** | | 17 | |
| | FNMA Pool #0Al4577 | | U.S. Government Securities - due 01/01/2034 - 4.500% | | ** | | 88 | |
| | FNMA Pool #0Al5145 | | U.S. Government Securities - due 10/01/2033 - 4.000% | | ** | | 146 | |
| | FNMA Pool #0Al5749 | | U.S. Government Securities - due 07/01/2042 - 4.500% | | ** | | 103 | |
| | FNMA Pool #0Al6120 | | U.S. Government Securities - due 11/01/2044 - Variable | | ** | | 199 | |
| | FNMA Pool #0Al6132 | | U.S. Government Securities - due 03/01/2029 - 4.500% | | ** | | 13 | |
| | FNMA Pool #0Al6245 | | U.S. Government Securities - due 01/01/2045 - Variable | | ** | | 73 | |
| | FNMA Pool #0Al7205 | | U.S. Government Securities - due 12/01/2029 - 3.500% | | ** | | 93 | |
| | FNMA Pool #0Al7384 | | U.S. Government Securities - due 09/01/2045 - 4.500% | | ** | | 88 | |
| | FNMA Pool #0Al8556 | | U.S. Government Securities - due 08/01/2044 - 4.500% | | ** | | 473 | |
| | FNMA Pool #0Al8816 | | U.S. Government Securities - due 09/01/2045 - 4.500% | | ** | | 119 | |
| | FNMA Pool #0Al8919 | | U.S. Government Securities - due 07/01/2046 - Variable | | ** | | 22 | |
| | FNMA Pool #0Al9407 | | U.S. Government Securities - due 09/01/2042 - 4.500% | | ** | | 50 | |
| | FNMA Pool #0Al9781 | | U.S. Government Securities - due 02/01/2046 - 4.500% | | ** | | 180 | |
| | FNMA Pool #0Ao4105 | | U.S. Government Securities - due 06/01/2042 - Variable | | ** | | 27 | |
| | FNMA Pool #0Ao8469 | | U.S. Government Securities - due 05/01/2042 - Variable | | ** | | 19 | |
| | FNMA Pool #0Ap7562 | | U.S. Government Securities - due 09/01/2042 - Variable | | ** | | 31 | |
| | FNMA Pool #0Aw4697 | | U.S. Government Securities - due 05/01/2044 - Variable | | ** | | 27 | |
| | FNMA Pool #0Bf0118 | | U.S. Government Securities - due 06/01/2056 - 4.500% | | ** | | 253 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | FNMA Pool #0Bh7071 | | U.S. Government Securities - due 12/01/2047 - 4.500% | | ** | | 160 | |
| | FNMA Pool #0Bm1357 | | U.S. Government Securities - due 01/01/2043 - 4.500% | | ** | | 244 | |
| | FNMA Pool #0Bm6149 | | U.S. Government Securities - due 10/01/2049 - Variable | | ** | | 154 | |
| | FNMA Pool #0Bm6908 | | U.S. Government Securities - due 04/01/2052 - Variable | | ** | | 833 | |
| | FNMA Pool #0Bm6921 | | U.S. Government Securities - due 05/01/2052 - Variable | | ** | | 1,375 | |
| | FNMA Pool #0Ca6271 | | U.S. Government Securities - due 07/01/2050 - 2.500% | | ** | | 2,558 | |
| | FNMA Pool #0Ca6398 | | U.S. Government Securities - due 07/01/2050 - 2.500% | | ** | | 974 | |
| | FNMA Pool #0Ca6662 | | U.S. Government Securities - due 08/01/2050 - 2.000% | | ** | | 2,044 | |
| | FNMA Pool #0Ca6925 | | U.S. Government Securities - due 09/01/2050 - 2.000% | | ** | | 1,019 | |
| | FNMA Pool #0Ca8099 | | U.S. Government Securities - due 12/01/2050 - 2.000% | | ** | | 1,639 | |
| | FNMA Pool #0Ca8847 | | U.S. Government Securities - due 02/01/2051 - 2.000% | | ** | | 1,642 | |
| | FNMA Pool #0Cb3576 | | U.S. Government Securities - due 05/01/2052 - 3.000% | | ** | | 2,979 | |
| | FNMA Pool #0Cb3841 | | U.S. Government Securities - due 06/01/2052 - 3.500% | | ** | | 1,711 | |
| | FNMA Pool #0Fm7599 | | U.S. Government Securities - due 01/01/2051 - 3.500% | | ** | | 1,832 | |
| | FNMA Pool #0Fm8206 | | U.S. Government Securities - due 08/01/2051 - 2.500% | | ** | | 340 | |
| | FNMA Pool #0Fm8768 | | U.S. Government Securities - due 02/01/2051 - 2.500% | | ** | | 272 | |
| | FNMA Pool #0Fs1453 | | U.S. Government Securities - due 04/01/2052 - 3.500% | | ** | | 2,871 | |
| | FNMA Pool #0Ma0232 | | U.S. Government Securities - due 11/01/2029 - 4.500% | | ** | | 96 | |
| | FNMA Pool #0Ma2366 | | U.S. Government Securities - due 08/01/2035 - 4.000% | | ** | | 103 | |
| | FNMA Pool #0Ma2455 | | U.S. Government Securities - due 11/01/2035 - 4.000% | | ** | | 209 | |
| | FNMA Pool #0Ma2480 | | U.S. Government Securities - due 12/01/2035 - 4.000% | | ** | | 113 | |
| | FNMA Pool #0Ma2880 | | U.S. Government Securities - due 01/01/2037 - 4.000% | | ** | | 560 | |
| | FNMA Pool #0Ma2923 | | U.S. Government Securities - due 03/01/2037 - 3.500% | | ** | | 249 | |
| | FNMA Pool #0Ma4933 | | U.S. Government Securities - due 01/01/2053 - 3.500% | | ** | | 597 | |
| | GNMA GTD Remic P/T 15-H23 FA | | U.S. Government Securities - due 09/20/2065 - Variable | | ** | | 388 | |
| | GNMA GTD Remic P/T 16-H24 FD | | U.S. Government Securities - due 11/20/2066 - Variable | | ** | | 772 | |
| | GNMA GTD Remic P/T 17-H24 FQ | | U.S. Government Securities - due 11/20/2067 - Variable | | ** | | 1,253 | |
| | GNMA GTD Remic P/T 19-H02 FG | | U.S. Government Securities - due 12/20/2068 - Variable | | ** | | 296 | |
| | GNMA GTD Remic P/T 19-H17 FA | | U.S. Government Securities - due 11/20/2069 - Variable | | ** | | 419 | |
| | GNMA GTD Remic P/T 20-H01 FV | | U.S. Government Securities - due 01/20/2070 - Variable | | ** | | 2,464 | |
| | GNMA GTD Remic P/T 21-H19 FM | | U.S. Government Securities - due 12/20/2071 - Variable | | ** | | 739 | |
| | GNMA GTD Remic P/T 22-H08 FE | | U.S. Government Securities - due 03/20/2072 - Variable | | ** | | 741 | |
| | GNMA GTD Remic P/T 22-H09 FA | | U.S. Government Securities - due 04/20/2072 - Variable | | ** | | 1,075 | |
| | GNMA GTD Remic P/T 23-H04 FC | | U.S. Government Securities - due 01/20/2073 - Variable | | ** | | 929 | |
| | SBA GTD Partn Ctfs 2006-20E 1 | | U.S. Government Securities - due 05/01/2026 - 5.870% | | ** | | 13 | |
| | SBA GTD Partn Ctfs 2007-20B 1 | | U.S. Government Securities - due 02/01/2027 - 5.490% | | ** | | 18 | |
| | SBA GTD Partn Ctfs 2007-20D 1 | | U.S. Government Securities - due 04/01/2027 - 5.320% | | ** | | 10 | |
| | U.S. Treasury Bond | | U.S. Government Securities - due 05/15/2052 - 2.875% | | ** | | 1,000 | |
| | U.S. Treasury Bond | | U.S. Government Securities - due 08/15/2052 - 3.000% | | ** | | 1,648 | |
| | U.S. Treasury Bond | | U.S. Government Securities - due 08/15/2042 - 3.375% | | ** | | 1,640 | |
| | U.S. Treasury Bond | | U.S. Government Securities - due 02/15/2053 - 3.625% | | ** | | 413 | |
| | U.S. Treasury Bond | | U.S. Government Securities - due 05/15/2053 - 3.625% | | ** | | 1,082 | |
| | U.S. Treasury Bond | | U.S. Government Securities - due 08/15/2053 - 4.125% | | ** | | 7,760 | |
| | U.S. Treasury Note | | U.S. Government Securities - due 05/15/2033 - 3.375% | | ** | | 3,505 | |
| | U.S. Treasury Note | | U.S. Government Securities - due 11/15/2033 - 4.500% | | ** | | 1,683 | |
| | U.S. Treasury Note | | U.S. Government Securities - due 11/30/2030 - 4.375% | | ** | | 2,060 | |
| | U.S. Treasury Note - CPI Inflation | | U.S. Government Securities - due 02/15/2053 - 1.500% | | ** | | 949 | |
| Total Debt Securities | | | | | | 165,018 | |
| | | | | | | | |
| Mutual Funds | | | | | | |
| | Dodge & Cox Stock Fund Class X | | Mutual fund | | ** | | 352,024 | |
| | Neuberger Berman Genesis Fund Class R-6 | | Mutual fund | | ** | | 193,789 | |
| Total Mutual Funds | | | | | | 545,813 | |
| | | | | | | | |
| Brokerage Securities | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Brokerage securities | | Self-directed brokerage securities | | ** | | 42,750 | |
| Total Brokerage Securities | | | | | | 42,750 | |
| | | | | | | | |
* | | BNY Mellon Cash Reserve | | Interest-bearing cash | | ** | | 95 | |
| | | | | | | | |
| Total Investments | | | | | | 3,849,678 | |
* | | Loans To Participants | | Loan interest rates range from 4.25% to 9.5% with various maturities through November 2043 | | | | 70,192 | |
| Total | | | | | $3,919,870 | |
* Party-in-interest | | | | | | |
** Cost information is not required for participant-directed investments and therefore is not included. | | | | |