UNITED
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
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For
the fiscal year ended December 31, 2009
OR
¨
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TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the transition period from ____________to____________
Commission
file number 33-31502
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A.
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Full
title of the plan and the address of the plan, if different from that of
the issuer named below:
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LA-Z-BOY
INCORPORATED
RETIREMENT
SAVINGS PLAN
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B.
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Name
of issuer of the securities held pursuant to the plan the address of its
principal executive office:
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LA-Z-BOY
INCORPORATED
1284
North Telegraph Road
Monroe,
Michigan 48162
Telephone
(734) 242-1444
La-Z-Boy
Incorporated
Retirement Savings
Plan
Index to Financial Statements and Supplemental Information
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Page
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Report
of Independent Registered Public Accounting Firm
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3
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Financial
Statements
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Statement
of Net Assets Available for Benefits at December 31, 2009 and
2008
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4
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Statement
of Changes in Net Assets Available for Benefits for the Year Ended
December 31, 2009
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5
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Notes
to Financial Statements
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6-13
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Supplemental
Information
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Schedule
H, line 4i – Schedule of Assets (Held at End of Year) at December 31,
2009
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14
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Exhibits
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Exhibit
23: Consent of Independent Registered Public Accounting
Firm
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Note:
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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.
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Report
of Independent Registered Public Accounting Firm
To the
Participants and Administrator of the La-Z-Boy Incorporated Retirement Savings
Plan:
In our
opinion, the accompanying statements of net assets available for benefits and
the related statement of changes in net assets available for benefits present
fairly, in all material respects, the net assets available for benefits of the
La-Z-Boy Incorporated Retirement Savings Plan (the “Plan”) at December 31, 2009
and 2008, and the changes in net assets available for benefits for the year
ended December 31, 2009 in conformity with accounting principles generally
accepted in the United States of America. 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 of these statements in accordance with the standards of the
Public Company Accounting Oversight Board (United States). 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, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
Our
audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets
(Held at End of Year) as of December 31, 2009 is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule is the responsibility of
the Plan’s management. The supplemental schedule has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/
PricewaterhouseCoopers, LLP
|
Detroit,
Michigan
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June
4, 2010
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La-Z-Boy
Incorporated
Retirement
Savings Plan
Statement
of Net Assets Available for Benefits
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As of December 31,
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2009
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2008
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Assets
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Investments,
at fair value (see Note 4)
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$
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117,345,398
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$
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98,671,637
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Employee
contributions receivable
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51,179
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133,690
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Employer
contributions receivable
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19,147
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—
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Assets
available for benefits
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117,415,724
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98,805,327
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Liabilities
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Excess
contributions payable to participants
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151,795
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85,971
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Total
net assets available for benefits
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$
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117,263,929
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$
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98,719,356
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The accompanying notes are an integral
part of these financial statements
.
La-Z-Boy
Incorporated
Retirement
Savings Plan
Statement
of Changes in Net Assets Available for Benefits
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For the Year Ended
December 31, 2009
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Additions:
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Investment
income:
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Net
appreciation in fair value of investments
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$
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25,386,781
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Interest
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2,575,720
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Net
investment income
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27,962,501
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Contributions:
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Participant
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6,327,771
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Employer
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19,336
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Rollovers
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37,517
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Total
contributions
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6,384,624
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Total
additions
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34,347,125
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Deductions:
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Benefits
paid to participants
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15,771,954
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Administrative
expense
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30,598
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Total
deductions
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15,802,552
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Net
increase
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18,544,573
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Net
assets available for benefits:
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Beginning
of year
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98,719,356
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End
of year
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$
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117,263,929
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The
accompanying notes are an integral part of these financial
statements.
La-Z-Boy
Incorporated
Retirement
Savings Plan
Notes
to Financial Statements
Note
1: Description of the Plan
The
following description of the La-Z-Boy Incorporated Retirement Savings Plan (the
"Plan") is provided for general information purposes only. Participants should
refer to the Plan agreement for a more complete description of the Plan’s
provisions.
General
La-Z-Boy
Incorporated (the "Company") sponsors the Plan, which is a defined contribution
plan covering eligible participants. The Plan is administered by a Central Board
of Administration, which oversees the investment options selected for the
Plan. Mercer Trust Company ("Mercer") serves as the trustee of the Plan,
and Mercer HR Outsourcing is the record keeper for the Plan.
The Plan
is subject to the provisions of the Employee Retirement Income Security Act of
1974, as amended ("ERISA").
On
December 30, 2008 the Plan was amended to ensure compliance with Internal
Revenue Code Section 409A. In addition, this amendment eliminated the
employer match provision beginning January 1, 2009.
On
December 31, 2009 the Plan was amended to reinstate the employer matching
contribution effective beginning January 1, 2010.
Participation
and Eligibility
Employees
who have completed at least 90 days of service following their first day of
employment and have attained the age of eighteen are eligible to become
participants effective as of the next day after they meet these requirements,
with the exception of the Company’s ineligible subsidiaries. Employees of
ineligible subsidiaries are not allowed to participate in the Plan.
Vesting
Participants
are always fully vested in their own deferral accounts. Participants become
vested 25% in employer matching contributions after one year of service and vest
an additional 25% each year thereafter, becoming 100% vested after four
years. Notwithstanding the foregoing schedule, a participant becomes 100%
vested in the employer matching contributions upon attaining “normal retirement
age” as defined by the Plan.
Contributions
Contributions
to the Plan consist of the following:
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a)
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participants
are permitted to make elective participant compensation deferral
contributions in an amount up to ninety-nine percent of eligible
compensation, not to exceed $16,500 in 2009. All employees who are
eligible to make salary deductions under this Plan and who have attained
age 50 before the close of the Plan Year shall be eligible to make
catch-up contributions in accordance with, and subject to the limitations
of, Code Section 414(v), which were limited to $5,500 in
2009;
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b)
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the
Plan provides for employer matching contributions. Supplemental employer
matching contributions, based upon a number of factors including age,
years of service, employee classification (factory hourly, factory
supervisor, executive, salaried, office hourly) and division of the
Company, are provided for in the
Plan;
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c)
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any
forfeiture restoration amounts for participants with breaks in service;
and
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d)
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amounts
that participants have the ability, under certain circumstances, to
contribute that have been received as distributions from pension benefit
plans or “rollovers” from selected eligible individual retirement
arrangements.
|
However,
total individual participant contributions shall not exceed the lesser
of:
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a)
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99%
of the eligible compensation of the participant during the plan year;
or
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b)
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the
aggregate individual participant limitations set forth under Section 415
of the Internal Revenue Code
("IRC").
|
The
results of the non-discrimination tests indicated that $151,795 and $85,971 of
excess contributions in 2009 and 2008, respectively, need to be returned to
participants and were considered a liability of the plan as of the respective
year-end.
Forfeitures
The
forfeited, nonvested portion of a terminated participant’s account may be used
to reinstate previously forfeited account balances of former participants, pay
administrative expenses of the plan or reduce the Company’s matching
contribution. During 2009, $121,793 of employer matching contributions were
forfeited by terminated employees before those amounts became vested.
During 2009, no forfeited nonvested balances were used to offset the Company's
matching contributions or plan administrative expenses and $342,413 remains
available to be used as an offset to matching contributions or administrative
expenses as of December 31, 2009.
Voting
Rights and Dividends
Each
participant who has an interest in the Company Stock Fund is entitled to
exercise voting rights attributable to the shares allocated to his or her
Company Stock Fund account and is notified by the trustee prior to the time that
such rights are to be exercised. If the trustee does not receive timely
instructions, the trustee itself or by proxy shall vote all such shares in the
same ratio as the shares with respect to which instructions were received from
participants. Each participant who has a vested interest in the Company Stock
Fund may elect to receive cash dividends that are paid on shares of Company
stock. Cash dividends that are distributed under this election shall be paid not
later than ninety days after the close of the Plan year in which the cash
dividends are paid, and are treated as "benefits paid to participants" in the
Statement of Changes in Net Assets Available for Benefits. If a participant does
not elect to receive cash dividends, cash dividends that are paid on shares of
Company stock are reinvested in the Company Stock Fund. If a participant
loan is in default, the participant shall be treated as having received a
taxable deemed distribution.
Plan
Benefits
Participants
having four years of service under the Plan or attaining “normal retirement age”
as defined by the Plan are entitled to the full value of their accounts. The
value of a participant’s account will be paid as soon as administratively
feasible after the date on which he or she terminates or retires.
Each active participant's account is credited with the participant's
contributions, the Company's contributions, and any earnings. The benefit
to which a participant is entitled is the benefit that can be provided from the
participant's vested account balance.
If a
participant’s total vested account balance is $1,000 or less, the benefit
payment will be made in the form of a lump sum cash payment. The participant
also may elect to receive the entire portion of their account that is invested
in the Company Stock Fund in cash or in La-Z-Boy Incorporated common stock.
Participants are entitled to receive benefit payments in one or more of the
following methods:
|
b)
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payments
over a period certain in monthly installments. The period over which
such payment is to be made shall not extend beyond the earlier of the
participant's life expectancy (or the life expectancy of the Participant
and the Participant's designated Beneficiary) or the limited distribution
period provided for in section 7.5(b) of the
Plan.
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Death
Benefits
Upon the
death of a participant, the value of his or her account becomes fully vested. As
soon as administratively feasible thereafter, the value of the participant’s
account will be paid to any beneficiary designated by the participant or as
stipulated in the Plan.
Disability
Benefits
Participants
who become totally and permanently disabled are eligible for disability
retirement benefits. The participant shall have the value of his or her account
fully vested and payable in the same manner as normal retirement
benefits.
Hardship
or Financial Need
Upon
application by the participant, the Board may direct distribution of such
participant’s funds to alleviate extreme hardship. In no event shall the amount
exceed 100% of the Participant’s Elective Account. The distribution shall be
subject to personal income and excise taxes.
Participant
Loans
The Plan
allows for loans to participants and beneficiaries. Participant and
beneficiary loans may not be made for less than $1,000 or exceed the lesser of
(i) $50,000 or (ii) 50% of the participant’s account balance less any current
outstanding loans. The loan term may not be longer than 60 months unless
the loan is used to acquire a principal residence, for which the term may be up
to 15 years. Interest is charged on the loan at a rate equal to 1% above
the “Prime Rate” quoted by
The
Wall Street Journal
under the “Money Rates” section at the time the loan
is granted. At December 31, 2009, such loans had interest rates ranging
from 4.25% to 10% with maturity dates ranging from 2010-2022. As
participant loans are repaid through payroll deduction, the amounts are
allocated to the investment fund according to the participant’s most recent
election with respect to current contributions.
Expenses
of the Plan
Trustee
fees are paid by the Plan.
Investment management
fees are paid by Plan participants based on participation in the various
funds. Loan fees are paid by the participants. All other Plan expenses,
including administrative and professional fees, are paid by the
Company.
Allocation
of Assets
Participant
compensation deferral contributions are allocated to individual participant
accounts each pay period. Company matching contributions are allocated to
individual participant accounts each pay period, except for certain divisions
which match on a less frequent schedule. Changes in the fair market value of
investments and gains and losses on the disposition of investments, and
investment income are allocated to individual participant accounts on a daily
basis in proportion to their account balance. Trustee fees paid by the plan are
allocated to participant accounts.
Investment
Options
The Plan
provides participants with several mutual fund investment options as well as the
Company Stock Fund, which consists of La-Z-Boy Incorporated common stock.
However, the Company Stock Fund was removed as an investment option for new
contributions effective August 1, 2006.
Participant
fund allocations are made in increments of one percent and participants may
change their allocation of contributions among the investment options and
transfer amounts between investment options on a daily basis.
Note
2: Summary of Significant Accounting Policies
Basis
of Accounting
The
accounts of the Plan are maintained on the accrual basis of accounting in
accordance with accounting principles generally accepted in the United States of
America.
Use
of Estimates
The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of net assets
available for benefits at the date of the financial statements and the reported
changes in net assets available for benefits during the reporting period. Actual
results could differ from those estimates.
Investment
Valuation
Investments
are stated at fair value. Investments in securities traded on a national
securities exchange are valued based on published quotations at the closing of
business on the last business day of the plan year. Mutual fund investments are
valued based on the quoted market prices as of the last business day of the plan
year. Participant loans receivable are valued at cost which approximates fair
value.
Net
Appreciation and Depreciation of Investments
Net
appreciation or depreciation includes realized gains and losses and net
unrealized appreciation and depreciation. Realized gains and losses on
investment transactions are recorded as the difference between proceeds received
and the fair market value at the beginning of the year of the respective
investments sold, or cost if acquired during the year. Net unrealized
appreciation or depreciation in the fair market value of investments is recorded
as the change between the fair market value of investments at the end of the
year and the beginning of the year, or cost if acquired during the
year.
Investment
transactions are reflected on a trade-date basis. Interest income is
recognized on the accrual basis of accounting. Dividend income is recorded on
the ex-dividend date. Income from other securities is recorded as earned
on an accrual basis.
The Plan
presents in the statement of changes in net assets available for benefits the
net appreciation in the fair value of its investments, which consists of the
realized gains or losses and the unrealized appreciation (depreciation) of those
investments.
Benefits
Payment
of benefits are recorded when paid.
Note
3: Investments
The
following presents investments that represent five percent or more of the Plan’s
net assets available for benefits at December 31, 2009 and 2008:
|
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December 31,
|
|
|
|
2009
|
|
|
2008
|
|
Fidelity
Investments Freedom Funds
|
|
$
|
18,351,257
|
|
|
$
|
14,458,222
|
|
JPMorgan
Core Bond Fund
|
|
|
17,410,066
|
|
|
|
16,743,075
|
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Putnam
Money Market Fund
|
|
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14,071,063
|
|
|
|
16,381,155
|
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La-Z-Boy
Incorporated common stock
|
|
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11,247,597
|
|
|
|
3,063,526
|
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Van
Kampen Growth Fund
|
|
|
10,217,758
|
|
|
|
7,003,415
|
|
S&P
500 Index Fund
|
|
|
8,750,731
|
|
|
|
7,555,624
|
|
Harbor
Capital International Fund
|
|
|
8,447,436
|
|
|
|
6,594,386
|
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Vanguard
Wellington
|
|
|
7,553,312
|
|
|
|
6,616,788
|
|
During
2009, the Plan's investments (including net appreciation and depreciation on
investments bought and sold, as well as held during the year) appreciated by
$25,386,781 as follows:
Mutual
funds
|
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$
|
16,278,512
|
|
La-Z-Boy
Incorporated common stock
|
|
|
9,108,269
|
|
|
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$
|
25,386,781
|
|
Note
4: Investments at Fair Value
SFAS No.
157,
Fair Value
Measurements
(SFAS 157), establishes a single authoritative definition of
fair value, sets out a framework for measuring fair value and requires
additional disclosures about fair value measurement.
SFAS 157
requires the categorization of financial assets and liabilities, based on the
inputs to the valuation technique, into a three-level fair value hierarchy. The
fair value hierarchy gives the highest priority to the quoted prices in active
markets for identical assets and liabilities and lowest priority to unobservable
inputs. The various levels of the SFAS 157 fair value hierarchy are described as
follows:
Level 1 —
Financial assets and liabilities whose values are based on unadjusted quoted
market prices for identical assets and liabilities in an active market that the
Plan has the ability to access.
Level 2 —
Financial assets and liabilities whose values are based on quoted prices in
markets that are not active or model inputs that are observable for
substantially the full term of the asset or liability.
Level 3 —
Financial assets and liabilities whose values are based on prices or valuation
techniques that require inputs that are both unobservable and significant to the
overall fair value measurement.
SFAS 157
requires the use of observable market data, when available, in making fair value
measurements. When inputs used to measure fair value fall within different
levels of the hierarchy, the level within which the fair value measurement is
categorized is based on the lowest level input that is significant to the fair
value measurement.
Assets at
Fair Value as of December 31, 2009:
|
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Level 1
|
|
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Level 2
|
|
|
Level 3
|
|
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Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mutual
Funds
|
|
$
|
98,771,359
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
98,771,359
|
|
Common
Stock
|
|
|
11,247,597
|
|
|
|
—
|
|
|
|
—
|
|
|
|
11,247,597
|
|
Participant
Loans
|
|
|
—
|
|
|
|
—
|
|
|
|
7,326,442
|
|
|
|
7,326,442
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
assets at fair value
|
|
$
|
110,018,956
|
|
|
$
|
—
|
|
|
$
|
7,326,442
|
|
|
$
|
117,345,398
|
|
The table
below summarizes the changes in the fair value of the Plan’s level 3 assets for
the year ended December 31, 2009.
Level 3
Assets
Year
Ended December 31, 2009
|
|
Participant Loans
|
|
Balance,
beginning of year
|
|
$
|
8,465,821
|
|
|
|
|
|
|
Interest
on loans
|
|
|
539,677
|
|
|
|
|
|
|
Loan
issuance
|
|
|
3,456,048
|
|
|
|
|
|
|
Loan
repayments
|
|
|
(3,989,297
|
)
|
|
|
|
|
|
Deemed
distributions
|
|
|
(1,145,807
|
)
|
|
|
|
|
|
Balance,
end of year
|
|
$
|
7,326,442
|
|
Note
5: Party-in-interest
Investments
in the Company Stock Fund consist of 1,180,231 and 1,410,482 shares of La-Z-Boy
Incorporated common stock at December 31, 2009 and 2008,
respectively.
Note
6: Tax Status of the Plan
The Plan
obtained its latest determination letter on June 10, 2003, in which the Internal
Revenue Service stated that the Plan, as then designed, was in compliance with
the applicable requirements of the IRC. The Plan has been amended since
receiving the determination letter. However, the Plan administrator believes
that the Plan is currently designed and being operated in compliance with the
applicable requirements of the IRC. Therefore, no provision for income taxes has
been included in the Plan’s financial statements.
Note
7: 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. In the event of Plan termination, all
amounts previously allocated to the participants shall be fully vested subject
only to any charge or lien, which may then or thereafter exist and be due to the
Trustee.
Note
8: Risks and Uncertainties
The
Plan’s invested assets consist of mutual funds and other investment securities.
Investment securities are exposed to various risks, such as interest rate,
market and credit risks. Due to the level of risk associated with certain
investment securities and the level of uncertainty related to changes in the
value of investment securities, it is at least reasonably possible that changes
in risks in the near term would materially affect participants’ account balances
and the amounts reported in the statement of net assets available for benefits
and statement of changes in net assets available for benefits.
La-Z-Boy
Incorporated common stock, included in the Company Stock Fund, accounts for
approximately 10% and 3% of the net assets available for benefits of the Plan at
December 31, 2009 and 2008, respectively. Fluctuations in the price of La-Z-Boy
Incorporated common stock may materially affect the participants’ account
balances and the net assets available for benefits of the Plan as a
whole.
Note
9: Subsequent Events
The Plan
has evaluated subsequent events and determined that no significant subsequent
events have occurred requiring adjustments to the financial statements or
disclosures.
La-Z-Boy
Incorporated
Retirement
Savings Plan
Plan
Number 015
EIN
38-0751137
Schedule
H, line 4i – Schedule of Assets (Held at End of Year)
(a)
|
(b)
|
|
(c)
|
|
(d)
|
|
(c)
|
|
|
Identity of Issuer, Borrower, or Similar Party
|
|
Description of Investment
Including Maturity Date, Rate of
Interest, Collateral, Par or
Maturity Value and Number of
Shares Outstanding
|
|
Cost**
|
|
Current Value
|
|
*
|
La-Z-Boy
Incorporated Common Stock
|
|
1,180,231
|
|
|
|
$
|
11,247,597
|
|
|
JPMorgan
Core Bond Fund
|
|
1,567,063
|
|
|
|
|
17,410,066
|
|
|
Putnam
Money Market Fund
|
|
14,071,063
|
|
|
|
|
14,071,063
|
|
|
Van
Kampen Growth Fund
|
|
437,217
|
|
|
|
|
10,217,758
|
|
|
Fidelity
Investments Freedom Funds
|
|
1,717,264
|
|
|
|
|
18,351,257
|
|
|
S&P
500 Index Fund
|
|
280,922
|
|
|
|
|
8,750,731
|
|
|
Harbor
Capital International Fund
|
|
153,954
|
|
|
|
|
8,447,436
|
|
*
|
Participant
Loans
|
|
Participant
loans carrying an,
interest
rate of 4.25% to 10%
and
maturity dates ranging
from
2010-2022
|
|
|
|
|
7,326,442
|
|
|
T.
Rowe Price Blue Chip Growth Fund
|
|
138,675
|
|
|
|
|
4,548,525
|
|
|
Putnam
Equity Income Fund
|
|
285,900
|
|
|
|
|
3,888,244
|
|
|
Victory/Diversified
Stock Fund
|
|
237,702
|
|
|
|
|
3,323,067
|
|
|
Lord
Abbott Mid Cap Value Fund
|
|
168,181
|
|
|
|
|
2,209,899
|
|
|
Vanguard
Wellington
|
|
151,612
|
|
|
|
|
7,553,313
|
|
|
|
|
|
|
|
|
|
$
|
117,345,398
|
|
*
La-Z-Boy Incorporated and participants are known parties-in-interest of the
Plan. All investments other than La-Z-Boy Stock and
participant loans are mutual funds.
**Cost
information for participant-directed investments has been omitted, as permitted
by Section 520.103- 10 of the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under ERISA.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees (or
other persons who administer the employee benefit plan) have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
LA-Z-BOY
INCORPORATED
|
|
RETIREMENT
SAVINGS PLAN
|
|
|
|
By
La-Z-Boy Incorporated
|
|
Plan
Administrator
|
Date:
June 4, 2010
|
BY:
/s/ Margaret L. Mueller
|
|
Margaret
L. Mueller
|
|
Corporate
Controller On behalf of
the
registrant and as Chief
Accounting
Officer
|
La Z Boy (NYSE:LZB)
過去 株価チャート
から 6 2024 まで 7 2024
La Z Boy (NYSE:LZB)
過去 株価チャート
から 7 2023 まで 7 2024