UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 11-K
 
 
FOR ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT
TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
 OF 1934
 

 
(Mark One)
 

[X]           Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934
 
For the fiscal year ended December 31, 2015.

  OR
 

 
[ ]           Transition Report pursuant to Section 15(d) of the Securities Exchange Act of 1934
 

For the transition period from                          to                 
 
Commission File Number 0-13163

A.           Full title of the plan and the address of the plan, if different from that of the issuer named below:

Acxiom Corporation
Retirement Savings Plan

 
B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
 
Acxiom Corporation
601 E. Third Street
Little Rock, AR 72201
 
 


ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
Financial Statements and Supplemental Schedule
December 31, 2015 and 2014
(With Report of Independent Registered Public Accounting Firm Thereon)
 
 
 
 

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
Table of Contents
 
Page
 
 
Report of Independent Registered Public Accounting Firm
1
 
 
Statements of Net Assets Available for Benefits – December 31, 2015 and 2014
2
 
 
Statement of Changes in Net Assets Available for Benefits – Year ended December 31, 2015
3
 
 
Notes to Financial Statements
4
 
 
Supplemental Schedule
 
 
 
Schedule H, Line 4i – Schedule of Assets (Held at End of Year) – December 31, 2015
15
 
 
Note:
 
All other supplemental schedules have been omitted because they are not applicable or are not 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, as amended.
 
 


Report of Independent Registered Public Accounting Firm
 
The Plan Administrator
Acxiom Corporation Retirement Savings Plan:
 
We have audited the accompanying statements of net assets available for benefits of the Acxiom Corporation Retirement Savings Plan (the Plan) as of December 31, 2015 and 2014, and the related statement of changes in net assets available for benefits for the year ended December 31, 2015. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2015 and 2014, and the changes in net assets available for benefits for the year ended December 31, 2015, in conformity with U.S. generally accepted accounting principles.
 
The supplemental information in the accompanying schedule H, line 4i – schedule of assets (held at end of year) as of December 31, 2015, has been subjected to audit procedures performed in conjunction with the audit of the Plan's 2015 financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but includes supplemental 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 information is the responsibility of the Plan's management. Our audit procedures included determining whether the supplemental 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 supplemental information. In forming our opinion on the supplemental information in the accompanying schedule, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information in the accompanying schedule H, line 4i – schedule of assets (held at end of year) as of December 31, 2015 is fairly stated in all material respects in relation to the 2015 financial statements as a whole.
 
    
KPMG LLP
Dallas, Texas
June 27, 2016
 
 
1

ACXIOM CORPORATION
 
RETIREMENT SAVINGS PLAN
 
Statements of Net Assets Available for Benefits
 
December 31, 2015 and 2014
 
   
2015
   
2014
 
Assets:
           
Noninterest-bearing cash
 
$
17,203
      $
383
 
Investments, at fair value:
               
Acxiom Corporation common stock
   
53,635,236
     
59,207,613
 
Participant brokerage accounts
   
1,384,396
     
4,269,075
 
Mutual funds
   
168,829,526
     
200,316,199
 
Common collective trust funds
   
199,586,807
     
224,690,885
 
Total investments at fair value
   
423,435,965
     
488,483,772
 
Notes receivable from participants
   
5,319,545
     
7,118,165
 
Net assets available for benefits before adjustment
   
428,772,713
     
495,602,320
 
Adjustment from fair value to contract value for fully
               
benefit-responsive investment contracts
   
(26,120
)
   
(528,460
)
Net assets available for benefits
 
$
428,746,593
     $
495,073,860
 
See accompanying notes to financial statements.
               
                 
 
 
2

ACXIOM CORPORATION
 
RETIREMENT SAVINGS PLAN
 
Statement of Changes in Net Assets Available for Benefits
 
Year ended December 31, 2015
 
Investment income (loss):
     
Dividends
 
$
11,137,754
 
Net depreciation in fair value of investments
   
(3,853,746
)
Net investment income
   
7,284,008
 
         
Interest income on notes receivable from participants
   
275,541
 
         
Contributions:
       
Participants
   
19,662,073
 
Employer
   
6,771,665
 
Rollovers
   
2,175,884
 
     
28,609,622
 
Deductions from net assets attributed to:
       
Benefits paid to participants and beneficiaries
   
102,381,881
 
Plan expenses
   
114,557
 
Total deductions
   
102,496,438
 
Net decrease in net assets available for benefits
   
(66,327,267
)
Net assets available for benefits, beginning of year
   
495,073,860
 
Net assets available for benefits, end of year
 
$
428,746,593
 
See accompanying notes to financial statements.
       
 
 
 
3

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
(1)
Plan Description
The following description of the Acxiom Corporation Retirement Savings Plan (the Plan) provides only general information. Participants should refer to the plan agreement (the Agreement) for a more complete description of the Plan's provisions.
(a)
General
The Plan is a defined contribution plan covering substantially all employees of Acxiom Corporation and its domestic subsidiaries (Acxiom, the Company, or the Employer). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The Administrative Committee, as appointed by the Chairman of the Internal Compensation Committee, is the administrator for the Plan.
(b)
Participation
Employees of the Company may participate in the Plan upon commencement of employment, except for those employees, if any, who already receive retirement benefits in connection with a collective bargaining agreement, certain nonresident employees, and leased employees.
(c)
Contributions
The Plan includes a 401(k) provision whereby each non highly compensated participant may defer up to 30% of annual compensation, not to exceed limits determined under Section 415(c) of the Internal Revenue Code (IRC). Deferrals for highly compensated participants are limited to meet nondiscrimination requirements of the IRC and are currently limited to 8% of annual compensation.
The Plan allows discretionary matching contributions up to 50% of deferrals not in excess of 6%. During the current year the Company made matching contributions at the 50% level. 
Participant contributions to the Plan are invested as directed by participants into various investment options. The Company's matching contributions are made with Acxiom common stock and are recorded based on the fair value of the common stock at the date contributed. During the year ended December 31, 2015, the Company contributed 355,687 shares of Acxiom common stock. Immediately upon deposit into the Plan, the match shares are 100% diversifiable, at the election of the participant, among the other investment options with the Plan.
(d)
Participant Accounts
Each participant's account is credited with the participant's contribution, rollovers, if any, the Company's matching contribution, and discretionary contributions, if any, and is adjusted for investment income/losses and expenses. Allocations of income/losses and expenses are made according to formulas specified in the Agreement based on participant compensation or account balances. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.
(e)
Notes Receivable from Participants
                        
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000, less the highest outstanding balance in the previous 12 months or 50% of their vested account balance. Loans are repayable through payroll deductions ranging up to five years unless the loan is for the purchase of a primary residence, in which case the loan can be repaid over ten years. The loans are secured by the balance in the participant's account and bear interest at the prime rate in effect at the date of the loan plus 1.0%. The interest rates on outstanding participant loans at December 31, 2015 range from 4.25% to 10.25%, with maturity dates ranging from January 2016 to October 2025.
 
4

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
(f)
Vesting
Participants are immediately vested in their voluntary contributions, rollovers, if any, and the earnings thereon. Participants are vested in the remainder of their accounts based on years of service, whereby partial vesting occurs in 20% increments beginning after two years of service until participants become fully vested after six years of service. If applicable, nonvested portions of Company contributions are forfeited when a terminated employee takes a distribution and are used to reduce future Company matching contributions or to pay plan expenses.
At December 31, 2015 and 2014, forfeited nonvested accounts totaled $433,466 and $11,807, respectively. These accounts will be used to reduce future employer contributions. During 2015, $633,828 of participants' accounts were forfeited, and employer contributions were reduced by $234,075 from forfeited nonvested accounts. During 2015, the forfeiture account balance was increased by $21,906 on the fair market value of the investments held in the account.
Effective August 1, 2015, the Company sold the net assets of an operating division.  As a result, the Plan experienced a partial termination and the accounts of all affected Participants were 100% vested.
(g)
Investment Options
Upon enrollment in the Plan, a participant may direct employee contributions in any of 13 mutual funds, 18 common collective trust funds, or the Acxiom common stock fund. In addition, participants have the option to open a self‑directed brokerage account with T. Rowe Price in order to invest in numerous other stocks, bonds, and mutual funds.
The Plan's investment in the T. Rowe Price Stable Value Fund (the Fund), a common trust fund, holds substantial investments in guaranteed investment contracts, bank investment contracts, and synthetic investment contracts. The value of the Fund reflects the value of the underlying contracts, which consist of changes in principal value, reinvested dividends, and capital gains distributions. The stated interest rates of the contracts vary and the average yields for the years ended December 31, 2015 and 2014 were 2.18% and 2.34%, respectively, after expenses.
The Plan's investment in the T. Rowe Price Equity Index Trust (the Trust), a common trust fund, holds substantial investments in common stocks of companies that comprise the S&P Index. The returns from the investments vary and the average yields for the years ended December 31, 2015 and 2014 were 1.17% and 13.45%, respectively, after expenses.
(h)
Benefits Paid to Participants and Beneficiaries
Benefits paid upon retirement, death, or disability are made in the form of a lump‑sum payment of cash or common stock of the Company. If a participant receives benefits prior to retirement, death, or disability, the benefits paid from the participant's employer contribution account shall not exceed the participant's vested balance therein.
(2)
Summary of Significant Accounting Policies
(a)
Basis of Accounting
The financial statements of the Plan are prepared under the accrual method of accounting.
 
5

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
 
(b)
Fair Value Measurements
The Plan applies the provisions of Accounting Standards Codification (ASC) 820, Fair Value Measurements . ASC 820 defines fair value, establishes a framework for measuring fair value, and requires disclosure about assets and liabilities measured at fair value. Specifically, ASC 820:
·
Defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, and establishes a framework for measuring fair value;
·
Establishes a three‑level hierarchy based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and lowest priority to unobservable inputs (Level 3); and
·
Expands disclosures about instruments measured at fair value.
The three levels of the fair value hierarchy under ASC 820 are described below:
Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2 – Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. These are inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
 
 
6

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
The following tables present a summary of the Plan's investments measured at fair value as of December 31, 2015 and 2014:
   
Investments at fair value as of December 31, 2015
 
                     
Total
 
                     
carrying
 
   
Quoted
   
Significant
         
value in
 
   
prices
   
other
         
statement
 
   
in active
   
observable
   
Unobservable
   
of net assets
 
   
market
   
inputs
   
inputs
   
available
 
   
(Level 1)
   
(Level 2)
   
(Level 3)
   
for benefits
 
Acxiom Corporation
                       
common stock (i)
 
$
53,635,236
     $
     $
     $
53,635,236
 
Common collective
                               
trusts (ii):
                               
Money market
   
     
32,881,860
     
     
32,881,860
 
Large cap equity
   
     
14,222,879
     
     
14,222,879
 
Retirement Trusts
   
     
81,621,759
     
     
81,621,759
 
Other Trusts
   
     
70,860,309
     
     
70,860,309
 
Mutual funds (iii):
                               
Fixed income
   
17,271,364
     
     
     
17,271,364
 
Balanced
   
27,841,068
     
     
     
27,841,068
 
Large cap equity
   
89,692,347
     
     
     
89,692,347
 
Mid cap equity
   
9,937,238
     
     
     
9,937,238
 
Small cap equity
   
7,800,436
     
     
     
7,800,436
 
International equity
   
16,287,073
     
     
     
16,287,073
 
Participant-directed
           
     
         
brokerage accounts
   
1,384,396
     
     
     
1,384,396
 
Total investment
                               
assets at fair value
 
$
223,849,158
     $
199,586,807
     $
     $
423,435,965
 
                                 
 
 
7

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
   
Investments at fair value as of December 31, 2014
 
                     
Total
 
                     
carrying
 
   
Quoted
   
Significant
         
value in
 
   
prices
   
other
         
statement
 
   
in active
   
observable
   
Unobservable
   
of net assets
 
   
market
   
inputs
   
inputs
   
available
 
   
(Level 1)
   
(Level 2)
   
(Level 3)
   
for benefits
 
Acxiom Corporation
                       
common stock (i)
 
$
59,207,613
     $
     $
     $
59,207,613
 
Common collective
                               
trusts (ii):
                               
Money market
   
     
36,453,713
     
     
36,453,713
 
Large cap equity
   
     
15,159,807
     
     
15,159,807
 
Retirement Trusts
   
     
89,263,040
     
     
89,263,040
 
Other Trusts
   
     
83,814,325
     
     
83,814,325
 
Mutual funds (iii):
                               
Fixed income
   
23,138,329
     
     
     
23,138,329
 
Balanced
   
33,790,318
     
     
     
33,790,318
 
Large cap equity
   
102,599,921
     
     
     
102,599,921
 
Mid cap equity
   
12,194,153
     
     
     
12,194,153
 
Small cap equity
   
8,678,956
     
     
     
8,678,956
 
International equity
   
19,914,522
     
     
     
19,914,522
 
Participant-directed
           
     
         
brokerage accounts
   
4,269,075
     
     
     
4,269,075
 
Total investment
                               
assets at fair value
 
$
263,792,887
     $
224,690,885
     $
     $
488,483,772
 
                                 
 
 
(i) Common stock : Valued at the closing price reported in the active market in which the individual securities are traded.
 
 
8

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
 
(ii)
Common collective trusts : Valued at the net asset value ("NAV") of units of a collective trust. The NAV, as provided by the trustee, is used as a practical expedient to estimate fair value. The NAV is based on the fair value of the underlying investments held by the fund less its liabilities. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV. Participant transactions (purchases and sales) may occur daily. Were the Plan to initiate a full redemption of the collective trust, the investment advisor reserves the right to temporarily delay withdrawal from the trust in order to ensure that securities liquidations will be carried out in an orderly business manner.
   The following table summarizes the Plan's investments in common collective trusts:
                    
Redemption
   
Fair value as of December 31
 
Redemption
notice
   
2015
   
2014
 
frequency
period
T. Rowe Price Stable
                   
Value Fund
 
$
33,881,860
     $
36,453,713
 
Daily
None
T. Rowe Price Equity
                       
Index Fund
 
$
14,222,879
      $
15,159,807
 
Daily
90 Days
T. Rowe Price Retirement
                       
Active Trust Funds
 
$
81,621,759
      $
89,263,040
 
Daily
90 Days
T. Rowe Price U.S.
                       
Mid-Cap Growth
                       
Equity Trust Fund
 
$
40,669,850
      $
45,959,639
 
Daily
90 Days
T. Rowe Price U.S.
                       
Small-Cap Value
                       
Equity Trust Fund
 
$
19,971,567
      $
25,928,477
 
Daily
90 Days
T. Rowe Price
                       
New Horizons Trust Fund
 
$
10,218,892
     $
11,926,209
 
Daily
90 Days
 
(ii)
 Mutual Funds:  Valued at the daily closing price as reported by the fund. Mutual funds held by the Plan are open-end mutual funds that are registered with the SEC. These funds are required to publish their daily net asset value NAV and to transact at that price. The mutual funds held by the Plan are deemed to be actively traded.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement as of the reporting date.  There have been no changes in the methodologies used at December 31, 2015 and 2014.
(c)
Investment Valuation and Income Recognition
                                 
The Plan's investments in mutual funds, Acxiom common stock, and participant brokerage accounts are stated at fair value, based upon quoted market prices. Investments in common collective trusts are valued based on their NAV as determined by the trustee, based on the fair value of the underlying assets. Investment contracts held by a defined contribution plan are required to be recorded at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit‑responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Plan's T. Rowe Price Stable Value Common Trust Fund invests in investment contracts. The statements of net assets available for benefits present the fair value of the investments in the collective trust as well as the adjustment of the investments in the collective trust from fair value to contract value relating to the investment contracts. The statement of changes in net assets available for benefits is prepared on contract‑value basis.
9

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
Purchases and sales of securities are recorded on a trade‑date basis. Dividends are recorded on the ex‑dividend date. Interest is recorded as earned. Net appreciation/depreciation in fair value of investments represents realized gains (losses) on investments sold and unrealized appreciation (depreciation) on investments held at year‑end.
(d)
Notes Receivable from Participants
Notes receivable from participants are stated at amortized cost, which represents the unpaid principal balance plus accrued interest.
(e)
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
(f)
Payment of Benefits
Benefits are recorded when paid.
(g)
Expenses
Certain expenses of maintaining the Plan are paid by the Plan, unless otherwise paid by the Company. Expenses that are paid by the Company are excluded from these financial statements. Fees related to the administration of notes receivable from participants are charged directly to the participant's account and are included in administrative expenses. Investment related expenses are included in net appreciation of fair value of investments.
(h)
Recent Accounting Pronouncements
During 2015, the Financial Accounting Standards Board ("FASB") issued the following two Accounting Standard Updates ("ASUs") the Plan is required to adopt next year:
In May 2015, the FASB issued ASU No. 2015-07, "Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)."  This ASU removes the requirement to include investments in the fair value hierarchy for which fair value is measured using the net asset value per share practical expedient under Topic 820.  This ASU is effective for fiscal years beginning after December 15, 2015, with early adoption permitted, and should be applied retrospectively.  We are evaluating the effect that ASU 2015-07 will have on the disclosure requirements of the Plan's financial statements.                              
In July 2015, the FASB issued ASU No. 2015-12, "Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit Plans (Topic 965): (Part I) Fully Benefit-Responsive Investment Contracts, (Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical Expedient."  This ASU simplifies the required disclosures related to employee benefit plans.  Part I of the guidance designates contract value as the only required measure for direct investments in fully
 
10

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
benefit-responsive investment contracts.  Part II simplifies the investment disclosure requirements, including eliminating the disclosure of: (1) individual investments that represent five percent or more of net assets available for benefits; and (2) the net appreciation or depreciation for investments by general type.  Part III allows plans to measure investments using values from the end of the calendar month closest to the plan's fiscal year end.  This ASU is effective for fiscal years beginning after December 15, 2015, with early adoption permitted, and should be applied retrospectively. We are evaluating the effect that ASU 2015-12 will have on the Plan's financial statements and related disclosures.
(3)
Investments
The fair value of individual investments representing 5% or more of net assets available for benefits as of December 31 is as follows:
   
2015
         
2014
       
    
Number of
         
Number of
       
    
shares or
         
shares or
       
    
units
   
Fair value
   
units
   
Fair value
 
**Acxiom Corporation common
                   
stock
   
2,563,826
   
$
53,635,236
     
2,920,948
   
$
59,207,613
 
                                 
Mutual funds:
                               
**T. Rowe Price Equity Income
                               
 Fund
   
939,041
     
26,725,105
     
1,066,357
     
34,976,525
 
**T. Rowe Price Balanced Fund
   
1,136,451
     
24,388,242
     
1,295,035
     
29,643,362
 
**T. Rowe Price Growth Stock
                               
 Fund
   
791,803
     
42,488,132
     
745,809
     
38,744,764
 
                                 
Common collective trust funds:
                               
**T. Rowe Price U.S. Small-Cap
                               
      Value Equity Trust Fund
   
1,379,252
     
19,971,567
     
1,708,068
     
25,928,477
 
**T. Rowe Price U.S. Mid-Cap
                               
      Growth Equity Trust Fund
   
2,224,828
     
40,669,850
     
2,679,862
     
45,959,639
 
** T. Rowe Price Stable Value
                               
   Fund
   
32,855,740
     
32,881,860
     
35,925,253
     
36,453,713
 
** Party in interest to the Plan.
                               
 
 
11

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
The Plan's investments (including investments bought, sold, and held during the year) appreciated (depreciated) in value as follows:
   
2015
 
Acxiom Corporation common stock
 
$
2,088,020
 
Common collective trusts
   
1,777,027
 
Mutual funds
   
(7,575,327
)
Participant directed brokerage accounts
   
(143,466
)
   
$
(3,853,746
)
         
 
(4)
Plan Administration
The Plan is administered by the administrative committee. T. Rowe Price Trust Company (T. Rowe Price) is the recordkeeper and trustee of the Plan.
(5)
Tax Status
The Internal Revenue Service (IRS) has determined and informed the Company in a letter dated May 30, 2014, that the Plan is designed in accordance with applicable sections of the IRC. The Plan has been amended since receiving the determination letter.  The amendments to the plan included the definition of "spouse" and a discretionary matching contribution and vesting of certain participants as a result of a corporate transaction. The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC.
Management is required to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The plan administrator has analyzed the tax positions taken by the Plan and concluded that as of December 31, 2015 and 2014, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.
(6)
Related Party Transactions
Certain investments represent mutual funds and common and collective trusts managed by T. Rowe Price, the trustee. Other related party transactions involve the common stock of the Company and notes receivable from participants. During 2015 and 2014, total fees paid to related parties were $114,557 and $169,687, respectively.
 
12

ACXIOM CORPORATION
RETIREMENT SAVINGS PLAN
 
Notes to Financial Statements
December 31, 2015 and 2014
(7)
Reconciliation of Financial Statements to Form 5500
 
The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2015 and 2014 to the Form 5500:
   
2015
   
2014
 
Net assets available for benefits per financial statements
 
$
428,746,593
     
495,073,860
 
Adjustment from fair value to contract value for fully
               
benefit-responsive investment contracts
   
26,120
     
528,460
 
Participant loans in default-deemed distributions
   
(36,880
)
   
(54,108
)
Net assets available for benefits per Form 5500
 
$
428,735,833
     
495,548,212
 
                 
 
 
The following is a reconciliation of net changes in net assets per the financial statements to the Form 5500:
 
   
December 31,
 
   
2015
 
Net decrease in net assets available for benefits per financial statements
 
$
(66,327,267
)
Adjustment from fair value to contract value for fully benefit-responsive
       
investment contracts as of December 31, 2015
   
26,120
 
Reverse adjustment from fair value to contract value for fully
       
benefit-responsive investment contracts as of December 31, 2014
   
(528,460
)
Adjustment for defaulted participant loans-deemed distributions
       
as of December 31, 2015
   
(36,880
)
Adjustment for defaulted participant loans-deemed distributions
       
as of December 31, 2014
   
54,108
 
Total changes in net assets per Form 5500
 
$
(66,812,379
)
         
(8)
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. Upon complete discontinuance of contributions, termination, or partial termination of the Plan, participants will become 100% vested in their accounts. Upon full termination of the Plan, the value of such accounts shall be distributed as provided in the Plan.
(9)
Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and those changes could materially affect the amounts reported in the statements of net assets available for benefits.
Market conditions may result in a high degree of volatility and increase the risks and short‑term liquidity associated with certain investments held by the Plan, which could impact the value of investments after the date of these financial statements. Due to uncertainties inherent in the estimations and assumptions process, it is at least reasonably possible that changes in these estimates and assumptions in the near term would be material to the financial statements.
 
13

(10)
Subsequent Events
The Plan has evaluated events subsequent to December 31, 2015 and through June 27, 2016, the date the financial statements were available to be issued.
 
 
14

ACXIOM CORPORATION
 
RETIREMENT SAVINGS PLAN
 
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)
 
December 31, 2015
 
Identity of issuer, borrower,
         
Fair
 
lessor, or similar party
Description
 
Shares
   
value
 
 
*
 
Acxiom Corporation
Common stock
   
2,563,826
   
$
53,635,236
 
     
Participant Directed Brokerage Accounts
Tradelink Investments
   
1,384,396
     
1,384,396
 
        
Mutual funds:
               
       
PIMCO Total Return Instl.
   
1,146,986
     
11,550,153
 
       
MetWest Total Return Bond Fund Class I
   
538,720
     
5,721,211
 
       
Prime Reserve Fund
   
159,904
     
159,904
 
       
BlackRock Global Allocation, I
   
90,417
     
1,621,179
 
       
Harbor International Fund
   
28,130
     
1,671,743
 
 
*
 
T. Rowe Price
Balanced Fund
   
1,136,451
     
24,388,242
 
       
JP Morgan Large Cap Growth Fund, R6
   
549,071
     
19,810,492
 
       
Ivy Asset Strategy Class I
   
30,159
     
668,618
 
 
*
 
T. Rowe Price
Growth Stock Fund
   
791,803
     
42,488,132
 
 
*
 
T. Rowe Price
Equity Income Fund
   
939,041
     
26,725,105
 
       
J P Morgan Mid-Cap Value Instl.
   
292,530
     
9,937,238
 
       
Eagle Small Cap Growth R6
   
151,465
     
7,800,436
 
       
American Funds Europacific Growth – R6
   
359,379
     
16,287,073
 
                         
       
Total mutual funds
           
168,829,526
 
        
Common collective trust funds:
               
 
*
 
T. Rowe Price
New Horizons Trust D
   
411,554
     
10,218,892
 
 
*
 
T. Rowe Price
U.S. Mid-Cap Growth Equity Trust D
   
2,224,828
     
40,669,850
 
 
*
 
T. Rowe Price
U.S. Small-Cap Value Equity Trust D
   
1,379,252
     
19,971,567
 
 
*
 
T. Rowe Price
Retirement Balance Active A Fund
   
80,882
     
987,575
 
 
*
 
T. Rowe Price
Retirement 2005 Active Trust A Fund
   
35,279
     
441,336
 
 
*
 
T. Rowe Price
Retirement 2010 Active Trust A Fund
   
77,222
     
994,614
 
 
*
 
T. Rowe Price
Retirement 2015 Active Trust A Fund
   
185,669
     
2,502,821
 
 
*
 
T. Rowe Price
Retirement 2020 Active Trust A Fund
   
815,518
     
11,425,403
 
 
*
 
T. Rowe Price
Retirement 2025 Active Trust A Fund
   
832,952
     
12,077,808
 
 
*
 
T. Rowe Price
Retirement 2030 Active Trust A Fund
   
1,160,448
     
17,325,495
 
 
*
 
T. Rowe Price
Retirement 2035 Active Trust A Fund
   
816,246
     
12,439,583
 
 
*
 
T. Rowe Price
Retirement 2040 Active Trust A Fund
   
918,538
     
14,163,857
 
 
*
 
T. Rowe Price
Retirement 2045 Active Trust A Fund
   
326,423
     
5,033,437
 
 
*
 
T. Rowe Price
Retirement 2050 Active Trust A Fund
   
164,371
     
2,534,593
 
 
*
 
T. Rowe Price
Retirement 2055 Active Trust A Fund
   
107,240
     
1,651,503
 
 
*
 
T. Rowe Price
Retirement 2060 Active Trust A Fund
   
4,413
     
43,734
 
 
*
 
T. Rowe Price
Stable Value Fund – Sch N
   
32,885,740
     
32,881,860
 
 
*
 
T. Rowe Price
Equity Index Trust  Class C
   
597,600
     
14,222,879
 
       
Total common collective trust funds
           
199,586,807
 
 
*
 
Notes receivable from Participants, interest rates range from 4.25% – 10.25%
           
5,319,545
 
      and maturities of January 2016 to October 2025.
 
               
                         
       
Noninterest-bearing cash
           
17,203
 
                         
       
Total investments
         
$
428,772,713
 
Historical cost information is not presented on this schedule, as all investments are participant directed.
         
 
*
 
Indicates a party in interest to the Plan.
                 
See accompanying report of independent registered public accounting firm.
               
                         
 
 
 
15

Signature
 
Pursuant to the requirements of the Securities Exchange Act of 1934, Acxiom Corporation has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
 
                                                                                                                                            Acxiom Corporation
                                                                                                                                            As Sponsor and Administrator of the
                                                                                                                                            Acxiom Corporation Retirement Savings Plan
 
                                                     
June 28, 2016           
By: /s/ Jerry C. Jones   
 
 
Jerry C. Jones
 
  Chief Ethics and Legal Officer & Executive Vice President  
 
 
 
                                                    
 
 
 
 
16


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