UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
11-K
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the fiscal year ended: December 31, 2014
Commission
file number 1-10853
BB&T
Corporation 401(k) Savings Plan
(Full title of the plan)
BB&T
Corporation
(Name of issuer of securities)
200
West Second Street, Winston-Salem, NC 27101
(Address of issuer's principal executive offices)
BB&T Corporation
401(k) Savings Plan
Financial Statements and Supplemental Schedule
Years Ended December 31, 2014 and 2013
BB&T Corporation 401(k) Savings Plan
Index
December 31, 2014 and 2013
*Other schedules required by Section 2520.103-10 of the Department
of Labor’s Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable.
Report of Independent Registered Public
Accounting Firm
To the Administrator of the
BB&T Corporation 401(k) Savings Plan
In our opinion, the accompanying statements of net assets available for
benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the
net assets available for benefits of the BB&T Corporation 401(k) Savings Plan (the “Plan”) at December 31, 2014
and 2013, and the changes in net assets available for benefits for the years then ended 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.
The supplemental Schedule of Assets (Held at End of Year) at December 31,
2014 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The
supplemental schedule is the responsibility of the Plan’s management. Our audit procedures included determining whether the
supplemental schedule 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 schedule. In forming
our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, 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 Schedule of Assets (Held at End of Year) is fairly
stated, in all material respects, in relation to the financial statements as a whole.
/s/ PricewaterhouseCoopers LLP
Greensboro, North Carolina
June 25, 2015
BB&T Corporation 401(k) Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2014 and 2013
| |
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2014 |
|
|
2013 |
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|
|
|
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| Assets |
|
|
|
|
|
|
|
|
| Investments, at fair value |
|
|
|
|
|
| |
BB&T Corporation common stock |
$ |
614,015,012 |
|
$ |
649,003,619 |
| |
Mutual funds |
|
1,960,808,410 |
|
|
1,741,585,414 |
| |
Common/collective trust |
|
23,614,911 |
|
|
16,258,668 |
| |
Self-directed investments |
|
102,279,386 |
|
|
90,621,623 |
| |
Separately managed accounts |
|
4,528,052 |
|
|
4,219,052 |
| |
Cash and cash equivalents |
|
3,176,085 |
|
|
3,670,881 |
| |
Associate insured deposit account |
|
171,744,219 |
|
|
174,295,695 |
| |
|
|
|
|
|
Total investments, at fair value |
|
2,880,166,075 |
|
|
2,679,654,952 |
| |
|
|
|
|
|
|
|
|
|
|
|
| Receivables: |
|
|
|
|
|
| |
Notes receivable from participants |
|
51,294,155 |
|
|
49,894,797 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
Net assets available for benefits |
$ |
2,931,460,230 |
|
$ |
2,729,549,749 |
The accompanying
notes are an integral part of these financial statements.
BB&T Corporation 401(k) Savings Plan
Statements of Changes in Net
Assets Available for Benefits
Years ended December 31, 2014 and 2013
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2014 |
|
|
2013 |
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|
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|
|
|
|
|
|
|
|
| Additions to (deductions from) net assets attributable to: |
|
|
|
|
|
| |
Investment income |
|
|
|
|
|
| |
|
Interest |
|
$ |
1,399,739 |
|
$ |
1,900,605 |
| |
|
Dividends |
|
93,202,971 |
|
|
99,121,895 |
| |
|
Net appreciation in fair value of investments |
|
91,679,952 |
|
|
395,310,481 |
| |
|
|
|
|
|
Net investment income |
|
186,282,662 |
|
|
496,332,981 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Interest on notes receivable from participants |
|
2,095,426 |
|
|
1,990,097 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Contributions |
|
|
|
|
|
| |
|
Employer |
|
93,435,212 |
|
|
91,917,715 |
| |
|
Employee |
|
131,720,568 |
|
|
128,873,005 |
| |
|
Rollovers |
|
12,722,008 |
|
|
11,128,193 |
| |
|
|
|
|
|
Total contributions |
|
237,877,788 |
|
|
231,918,913 |
| |
|
|
|
|
|
Total additions |
|
426,255,876 |
|
|
730,241,991 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Benefits paid to participants |
|
(237,430,457) |
|
|
(205,951,181) |
| |
Administrative expenses |
|
(483,491) |
|
|
(468,558) |
| |
|
|
|
|
|
Total deductions |
|
(237,913,948) |
|
|
(206,419,739) |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Net increase prior to transfers from (to) other plans |
|
188,341,928 |
|
|
523,822,252 |
| |
|
|
|
|
|
|
|
|
|
|
|
| Transfers from (to) other plans |
|
13,568,553 |
|
|
(12,759,151) |
| |
|
|
|
Net increase |
|
201,910,481 |
|
|
511,063,101 |
| |
|
|
|
|
|
|
|
|
|
|
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| Net assets available for benefits |
|
|
|
|
|
| Beginning of year |
|
2,729,549,749 |
|
|
2,218,486,648 |
| End of year |
$ |
2,931,460,230 |
|
$ |
2,729,549,749 |
The accompanying
notes are an integral part of these financial statements.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
1. Description of the BB&T Corporation 401(k) Savings
Plan
The following description of the BB&T Corporation
401(k) Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan document
for a more complete description of the Plan's provisions.
General
The Plan is
a defined contribution plan sponsored by BB&T Corporation (the “Corporation” or “Plan Sponsor”). The
Plan, which was established effective July 1, 1982 and amended and restated as of January 1, 2013, is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (“ERISA”). The Board of Directors (“Board”) is responsible
for oversight of the Plan, including the appropriateness of the Plan’s investment offerings, and monitoring of investment
performance. In accordance with the Plan Document, certain of the Board’s responsibilities have been delegated to the Employee
Benefits Plan Committee.
Eligibility for Participation
The Plan covers all employees of participating subsidiaries
who meet age and service requirements. Employees are eligible to make salary reduction contributions immediately after employment
with the Corporation and are eligible to receive matching contributions after attaining the age of 21 with one year of continuous
employment in which they have worked at least 1,000 hours. Participation in the Plan is based on voluntary election by each employee.
Contributions
Participants can elect to contribute between 1 percent
and 50 percent, in whole percentages, of their eligible earnings, as defined in the Plan document, on a pre-tax basis subject to
certain Internal Revenue Code (“IRC”) limitations. The Plan also has a Roth feature that allows for after-tax contributions.
The Corporation matches dollar-for-dollar up to 6 percent of compensation that a participant contributes to the Plan. Participants
may make changes in their contribution percentage at any time. Allocations among fund options offered by the Plan may be changed
on a daily basis. Participants may also contribute funds from other tax-qualified plans as rollover contributions.
Vesting
Participants are vested immediately in their contributions,
employer matching contributions and actual earnings allocated to their account. Nonvested employer matching contributions may occur
as a result of participants in predecessor plans that have terminated their employment with their employer.
Notes Receivable from Participants
Participants may borrow from their account balances
an amount not to exceed the lesser of $50,000 (less adjustments as required by the Internal Revenue Service (“IRS”))
or 50 percent of their account balance. The minimum loan amount allowed by the Plan is $1,000. Only one loan can be taken during
the Plan year and a participant may have only one loan outstanding at any time. The interest rate charged on amounts borrowed is
equal to the Corporation’s prime lending rate plus 1 percent at the loan origination date. Principal and interest is paid
ratably through payroll deductions. Loans from merged plans are carried at the terms and conditions that were set by the predecessor
plans.
Payment of Benefits
Upon termination, a participant may elect to have distributions
paid from their account in installments, a lump sum or any combination of the two. Retired participants may elect installment payments
to occur over a period not to exceed the participant's life expectancy, or the life expectancy of the participant and beneficiary.
Hardship withdrawals are allowed by the Plan in accordance with Plan provisions and IRS regulations.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
Participant Accounts
Each participant’s individual account is credited
with the participant’s contributions and allocations of matching contributions, earnings/(losses) on the account and administrative
expenses. Allocations of earnings/(losses) and expenses are based upon the market activity and fees of the investment options selected
by the participant. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s
vested account.
Forfeitures
Forfeitures represent nonvested employer matching contributions
of participants in predecessor plans that have terminated their employment with their employer. At December 31, 2014 and 2013,
forfeited accounts totalled $13 and $14, respectively. This forfeiture can be used to reduce employer contributions. In 2014 and
2013, contributions by the employer were reduced by $30,592 and $56,493, respectively, from the forfeiture account.
2. Summary of Significant Accounting Policies
Basis of Accounting
The Plan’s financial statements have been prepared
using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America.
Administrative Expenses and Investment-Related
Fees
The Plan Sponsor may elect, but is not required, to
pay recordkeeping and other administrative expenses incurred by the Plan. The Plan Sponsor has elected to pay certain administrative
fees related to professional services provided to the Plan (see Note 10). Investment-related fees are included in net appreciation
of fair value of investments.
Notes Receivable from Participants
Notes receivable from participants are measured at
their unpaid principal balance plus any accrued but unpaid interest. Interest income is recorded on the accrual basis. Related
fees are recorded as administrative expenses and are expensed when incurred. Delinquent participant loans are reclassified as distributions
based upon the terms of the plan document.
Cash and Cash Equivalents
Cash and cash equivalents includes interest-bearing deposits with the Corporation so that the carrying value of cash and cash equivalents
approximates the fair value of these instruments.
Investment Valuation and Income Recognition
Participants may direct the investment of their contributions
as well as employer matching contributions among various mutual funds, BB&T Corporation Stock, a common/collective trust, separately
managed accounts consisting primarily of common stock and foreign stock, and an associate insured deposit account, each offering
different degrees of risk and return. There is also a self-directed brokerage investment option for Plan participants. The Employee
Benefits Plan Committee determines the Plan’s valuation policies utilizing information provided by the custodian. The Plan's
investments are stated at fair value. Refer to Note 7 for disclosures of methodologies used to determine the recorded fair value
of Plan investments.
Investment contracts held by a defined contribution
plan are required to be reported 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 Morley Stable Value Fund holds investments in fully benefit-responsive guaranteed investment contracts and synthetic
guaranteed investment contracts, along with other short term investments. As such, the Statement of Net Assets Available for Benefits
presents the Morley Stable Value
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
Fund at fair value, based on information provided by
the trust regarding the underlying investments, as well as any material adjustment from fair value to contract value. The Statements
of Changes in Net Assets Available for Benefits is presented on a contract value basis. There is additional disclosure related
to the Morley Stable Value Fund in Note 7.
Purchases and sales of investments are recorded on
a trade-date basis. Interest income is accrued when earned. Dividend income on mutual funds is recorded on the ex-dividend date.
Capital gain distributions on mutual funds are included in dividend income. Dividend income on BB&T Corporation common stock
is recorded on the ex-dividend date. The Plan presents in the Statements of Changes in Net Assets Available for Benefits the net
appreciation/depreciation in the fair value of its investments, which consists of the realized gains or losses and unrealized appreciation
or depreciation on investments held at year end.
The Financial Accounting Standards Board (“FASB”)
ASC Topic 820, Fair Value Measurements ("Topic 820"), provides a framework for measuring fair value which requires
that an entity determine asset and liability fair values based on the exit price from the principal market for the asset or liability
being measured. Fair value measurements are discussed further in Note 7.
Payment of Benefits
Benefits claims are recorded when they have been approved
for payment and paid by the Plan.
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 dates of the financial statements and the reported
changes in net assets available for benefits during the reported periods. Actual results could differ from those estimates.
3. New Accounting Pronouncements
Effective January 1, 2014, the Plan adopted new
guidance related to Investment Companies. The new guidance amends the criteria for an entity to qualify as an investment
company and requires an investment company to measure all of its investments at fair value. The adoption of this guidance was not
material to the Plan’s financial statements.
In May 2015, the FASB issued new guidance related
to Disclosures for Investments in Certain Entities that Calculate Net Asset Value Per Share. This guidance modifies
the disclosure requirements for certain investments in the Plan’s financial statements. This guidance is effective
for annual reporting periods beginning after December 15, 2015. The adoption of this guidance is not expected to be material
to the Plan’s financial statements.
4. Associate Insured Deposit Account
The Plan invests in an associate insured deposit account.
This is a deposit account with the Plan Sponsor.
The interest rate resets monthly based on market yields
for United States Treasury Notes having a one-year maturity. The rate credited is based on the average yield as of the 30th
day of each month plus fifty basis points. The crediting interest rates for the period from January 1, 2014 to December 31, 2014
ranged from .59 percent to .63 percent and the average yield rate was .62 percent. The crediting interest rates for the period
from January 1, 2013 to December 31, 2013 ranged from .60 percent to .68 percent and the average yield rate was .64 percent.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
5. Transfers (to) from Other Plans
During 2014 and 2013, BB&T Corporation authorized
the transfer of participant accounts from the Plan to a plan for a divested company and from various acquired company plans into
the Plan. Participant account balances, including investments and notes receivable from participants, were transferred to and from
the various plans at various dates during 2014 and 2013 as follows:
| |
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| |
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|
|
|
|
|
2014 |
| Precept 401(k) Plan |
$ |
12,125,654 |
| BB&T Retirement Plan for Certain Acquired Companies |
|
1,442,899 |
| |
|
|
|
|
|
|
$ |
13,568,553 |
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
2013 |
| Lendmark 401(k) Plan |
$ |
(12,759,151) |
6. Investments
The following table presents the fair value of investments
that represent five percent or more of the Plan's net assets in one or both years:
| |
|
|
|
|
|
|
|
2014 |
|
|
2013 |
| BB&T Corporation Common Stock, 15,788,506 and |
|
|
|
|
|
| |
17,254,039 shares, respectively |
$ |
614,015,012 |
|
$ |
649,003,619 |
| Sterling Capital Select Equity Fund, 12,609,372 and |
|
|
|
|
|
| |
12,721,216 shares, respectively |
|
228,103,537 |
|
|
200,740,790 |
| Sterling Capital Special Opportunities Fund, 9,587,363 and |
|
|
|
|
|
| |
8,773,493 shares, respectively |
|
222,714,434 |
|
|
185,120,708 |
| Sterling Capital Equity Income Fund, 9,520,206 and 9,370,617 |
|
|
|
| |
shares, respectively |
|
177,361,443 |
|
|
175,792,785 |
| Sterling Capital Total Return Bond Fund, 14,227,501 and |
|
|
|
|
|
| |
14,019,332 shares, respectively |
|
152,518,811 |
|
|
147,062,802 |
| Sterling Capital Mid Value Fund, 10,961,571 and 10,567,756 |
|
|
|
|
|
| |
shares, respectively |
|
210,900,621 |
|
|
206,071,257 |
| Associate insured deposit account |
|
171,744,219 |
|
|
174,295,695 |
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
During 2014 and 2013, the Plan’s investments
(including investments bought, sold, and held during the year) appreciated in value as follows:
| |
|
|
|
|
2014 |
|
|
2013 |
| Net appreciation (depreciation) in fair value of investments: |
|
|
|
| |
BB&T Corporation common stock |
$ |
28,426,123 |
|
$ |
152,611,258 |
| |
Mutual funds |
|
61,576,512 |
|
|
232,344,844 |
| |
Common/collective trust |
|
206,546 |
|
|
150,030 |
| |
Common Stock |
|
1,582,792 |
|
|
9,818,125 |
| |
Foreign Stock |
|
(154,559) |
|
|
164,961 |
| |
Corporate Bonds |
|
42,321 |
|
|
150,073 |
| |
US Government Securities |
|
217 |
|
|
6,580 |
| |
Other |
|
- |
|
|
64,610 |
| |
|
|
|
$ |
91,679,952 |
|
$ |
395,310,481 |
7. Fair Value of Financial Instruments
Topic 820 establishes a framework for measuring fair value,
establishes a fair value hierarchy based on the inputs used to measure fair value and enhances disclosure requirements for fair
value measurements. Topic 820 defines fair value as the exchange price that would be received on the measurement date to sell an
asset or the price paid to transfer a liability in the principal or most advantageous market available to the entity in an orderly
transaction between market participants. Topic 820 also establishes a three-level fair value hierarchy that describes the inputs
used to measure assets and liabilities. The fair value hierarchy gives the highest priority to quoted prices in active markets
for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). There have been no changes
in the methodologies used at December 31, 2014 and 2013.
Level 1
Level 1 asset and liability fair values are based on
quoted prices in active markets for identical assets and liabilities. Level 1 assets and liabilities include mutual funds, common
stock and foreign stock traded on an exchange or listed market. In addition, the Plan offers a self-directed brokerage option that
holds mutual funds and common stock and two separately managed accounts that primarily hold common stock and foreign stock, which
are traded on an exchange or listed market.
Mutual funds are valued at the daily closing price
as reported by the fund. Mutual funds held by the Plan are open-end funds that are registered with the Securities and Exchange
Commission. 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. Common stock is valued at the closing price reported on the active market on
which the individual securities are traded.
Level 2
Level 2 asset and liability fair values are based on
observable inputs that include: quoted market prices for similar assets or liabilities in an active market not defined by Level
1; quoted market prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are
observable in the market and can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 2 assets and liabilities include the associate insured deposit account, common/collective trust and corporate and government
bonds in the self-directed brokerage option.
The associate insured deposit account is carried at
amortized cost, which approximates fair value. Refer to Note 4 for detailed disclosures related to the Plan’s investment
in the associate insured deposit account.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
The fair value of the common/collective trust
is based on NAV, as provided by the trustee. 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. Participants’ transactions (purchase and sales) may occur daily. Were the
Plan to initiate a full redemption of the collective trust, the investment adviser 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 fair value of government securities and corporate
bonds are determined by closing prices at the end of the Plan year. Closing prices are obtained from third party pricing vendors.
When quoted prices are unavailable, pricing vendors use various evaluation methodologies, which are
based on quoted prices for securities with similar coupons, ratings, and maturities.
Level 3
Level 3 assets and liabilities are financial instruments
whose value is calculated by the use of pricing models and/or discounted cash flow methodologies, as well as financial instruments
for which the determination of fair value requires significant management judgment or estimation. These methodologies may result
in a significant portion of the fair value being derived from unobservable data. As of December 31, 2014 and 2013, there are no
level 3 assets or liabilities.
The preceding 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, although
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
at the reporting date.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
Assets
and liabilities measured at fair value on a recurring basis are summarized below:
| |
|
|
|
|
Fair Value Measurements for Assets Measured on a Recurring Basis as of December 31, 2014 |
| |
|
|
|
|
|
|
|
Quoted Prices in Active Markets for Identical Assets and Liabilities |
|
|
Significant Other Observable Inputs |
|
|
Significant Unobservable Inputs |
| |
|
|
|
|
Total |
|
|
(Level 1) |
|
|
(Level 2) |
|
|
(Level 3) |
| BB&T common stock |
|
$ |
614,015,012 |
|
$ |
614,015,012 |
|
$ |
- |
|
$ |
- |
| Mutual funds: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Money Market Funds |
|
|
96,348,578 |
|
|
96,348,578 |
|
|
- |
|
|
- |
| |
|
Stock Funds |
|
|
1,191,416,498 |
|
|
1,191,416,498 |
|
|
- |
|
|
- |
| |
|
Index Funds |
|
|
162,707,943 |
|
|
162,707,943 |
|
|
- |
|
|
- |
| |
|
Fixed Income Funds |
|
|
152,518,811 |
|
|
152,518,811 |
|
|
- |
|
|
- |
| |
|
Life Cycle Funds |
|
|
357,816,580 |
|
|
357,816,580 |
|
|
- |
|
|
- |
| |
Total Mutual Funds |
|
|
1,960,808,410 |
|
|
1,960,808,410 |
|
|
- |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common/collective trust |
|
|
23,614,911 |
|
|
- |
|
|
23,614,911 |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Self-directed investments: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Common Stock |
|
|
64,449,242 |
|
|
64,449,242 |
|
|
- |
|
|
- |
| |
|
Mutual funds |
|
|
36,857,823 |
|
|
36,857,823 |
|
|
- |
|
|
- |
| |
|
Corporate bonds |
|
|
967,368 |
|
|
- |
|
|
967,368 |
|
|
- |
| |
|
US Government Securities |
|
|
4,953 |
|
|
- |
|
|
4,953 |
|
|
- |
| |
|
|
|
|
102,279,386 |
|
|
101,307,065 |
|
|
972,321 |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Separately Managed Accounts: |
|
|
|
|
|
|
|
|
|
| |
|
Common Stock |
|
|
3,985,951 |
|
|
3,985,951 |
|
|
- |
|
|
- |
| |
|
Foreign Stock |
|
|
542,101 |
|
|
542,101 |
|
|
- |
|
|
- |
| |
|
|
|
|
4,528,052 |
|
|
4,528,052 |
|
|
- |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Associate insured deposit account |
|
|
171,744,219 |
|
|
- |
|
|
171,744,219 |
|
|
- |
| Total Investments at fair value, excluding cash and cash equivalents |
|
$ |
2,876,989,990 |
|
$ |
2,680,658,539 |
|
$ |
196,331,451 |
|
$ |
- |
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
| |
|
|
|
|
Fair Value Measurements for Assets Measured on a Recurring Basis as of December 31, 2013 |
| |
|
|
|
|
|
|
|
Quoted Prices in Active Markets for Identical Assets and Liabilities |
|
|
Significant Other Observable Inputs |
|
|
Significant Unobservable Inputs |
| |
|
|
|
|
Total |
|
|
(Level 1) |
|
|
(Level 2) |
|
|
(Level 3) |
| BB&T common stock |
|
$ |
649,003,619 |
|
$ |
649,003,619 |
|
$ |
- |
|
$ |
- |
| Mutual funds: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Money Market Funds |
|
|
103,195,594 |
|
|
103,195,594 |
|
|
- |
|
|
- |
| |
|
Stock Funds |
|
|
1,075,635,456 |
|
|
1,075,635,456 |
|
|
- |
|
|
- |
| |
|
Index Funds |
|
|
127,441,243 |
|
|
127,441,243 |
|
|
- |
|
|
- |
| |
|
Fixed Income Funds |
|
|
147,062,802 |
|
|
147,062,802 |
|
|
- |
|
|
- |
| |
|
Life Cycle Funds |
|
|
288,250,319 |
|
|
288,250,319 |
|
|
- |
|
|
- |
| |
Total Mutual Funds |
|
|
1,741,585,414 |
|
|
1,741,585,414 |
|
|
- |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common/collective trust |
|
|
16,258,668 |
|
|
- |
|
|
16,258,668 |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Self-directed investments: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Common Stock |
|
|
54,255,182 |
|
|
54,255,182 |
|
|
- |
|
|
- |
| |
|
Mutual funds |
|
|
35,386,474 |
|
|
35,386,474 |
|
|
- |
|
|
- |
| |
|
Corporate bonds |
|
|
938,800 |
|
|
- |
|
|
938,800 |
|
|
- |
| |
|
US Government Securities |
|
|
41,167 |
|
|
- |
|
|
41,167 |
|
|
- |
| |
|
|
|
|
90,621,623 |
|
|
89,641,656 |
|
|
979,967 |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Separately Managed Accounts: |
|
|
|
|
|
|
|
|
|
| |
|
Common Stock |
|
|
3,514,479 |
|
|
3,514,479 |
|
|
- |
|
|
- |
| |
|
Foreign Stock |
|
|
505,350 |
|
|
505,350 |
|
|
- |
|
|
- |
| |
|
Other |
|
|
199,223 |
|
|
44,208 |
|
|
155,015 |
|
|
- |
| |
|
|
|
|
4,219,052 |
|
|
4,064,037 |
|
|
155,015 |
|
|
- |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Associate insured deposit account |
|
|
174,295,695 |
|
|
- |
|
|
174,295,695 |
|
|
- |
| Total Investments at fair value, excluding cash and cash equivalents |
|
$ |
2,675,984,071 |
|
$ |
2,484,294,726 |
|
$ |
191,689,345 |
|
$ |
- |
There were no transfers between levels during 2014 and 2013.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
Fair Value of Investments in Entities that Use NAV
The following table summarizes investments measured
at fair value based on NAV per share as of December 31, 2014 and 2013:
| |
|
|
|
|
|
|
|
|
Redemption |
|
|
Redemption |
| December 31, |
|
|
Fair |
|
|
Unfunded |
|
|
Frequency (if |
|
|
Notice |
| 2014 |
|
|
Value |
|
|
Commitments |
|
|
currently eligible) |
|
|
Period |
| Morley Stable Value Fund (a) |
|
$ |
23,614,911 |
|
$ |
- |
|
|
Daily |
|
|
30 days |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| December 31, |
|
|
|
|
|
|
|
|
|
|
|
|
| 2013 |
|
|
|
|
|
|
|
|
|
|
|
|
| Morley Stable Value Fund (a) |
|
$ |
16,258,668 |
|
$ |
- |
|
|
Daily |
|
|
30 days |
(a) The Morley Stable Value Fund is a Collective
Investment Trust maintained by Union Bond and Trust Company, the trustee. Morley Capital Management is the investment adviser.
Both Union Bond and Trust Company and Morley Capital Management are wholly-owned subsidiaries of Morley Financial Services, which
is a wholly owned subsidiary of the Principal Financial Group. The fund’s objective is to provide preservation of capital,
relatively stable returns consistent with its comparatively low risk profile, and liquidity for benefit responsive plan or participant
payments. The fund invests in a diversified portfolio of Stable Value Investment Contracts issued by life insurance companies,
banks and other financial institutions. The performance of these contracts may be predicated on underlying fixed income investments.
8. Tax Status
The IRS has determined and informed the Plan Sponsor
by letter dated November 19, 2014, that the Plan is designed in accordance with applicable sections of the IRC. The Plan Administrator
believes that the Plan is designed and is currently being operated in compliance with the applicable provisions of the IRC. Therefore,
no provision for income taxes has been included in the Plan’s financial statements.
Accounting principles generally accepted in the United
States of America require 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 analyzed the tax positions by the Plan, and has concluded that as of December 31, 2014 and 2013, there are
no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in
the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no
audits for any tax periods in progress. The Plan Administrator believes it is no longer subject to income tax examinations
for years prior to 2011.
9. Plan Termination
Although it has not expressed any intent to do so,
the Plan Sponsor 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, assets of the Plan would be distributed in accordance with the Plan
document.
BB&T Corporation 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 2014 and 2013
10. Related Party and Party-In-Interest Transactions
Included in Plan assets are mutual funds sponsored
by a subsidiary of the Corporation of $1,057,047,893 and $974,179,436 at December 31, 2014 and 2013, respectively, a BB&T interest-bearing
cash account of $3,176,085 and $3,527,071 at December 31, 2014 and 2013, respectively, deposit accounts sponsored by the Corporation
of $171,744,219 and $174,295,695 at December 31, 2014 and 2013, respectively, assets held in separately managed accounts that are
managed by Sterling Capital, a subsidiary of the Corporation, totalling $4,528,052 and $4,219,052 at December 31, 2014 and 2013,
respectively, and BB&T Corporation Common Stock of $614,015,012 and $649,003,619 at December 31, 2014 and 2013, respectively.
The Plan received cash dividends of $43,685,324 and $55,270,218 on its investments in BB&T-sponsored mutual funds during 2014
and 2013, respectively, interest of $1,065,881 and $1,077,304 on the deposit account during 2014 and 2013, respectively, and cash
dividends of $15,857,178 and $21,184,500 on BB&T common stock investments during 2014 and 2013, respectively.
The costs of administrative services rendered by the
Corporation’s Trust Division for the years ended December 31, 2014 and 2013 were $299,265 and $297,225, respectively. The
expenses paid through the Plan include only transactional charges such as loan issuance fees, Qualified Domestic Relations Order
fees and check reissues. In addition, there are fees charged by TD Ameritrade to participants with self-directed brokerage accounts.
These fees were $162,208 and $147,034 for the years ended December 31, 2014 and 2013, respectively.
11. 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 that such changes could materially affect participants’ account balances and the amounts reported
in the Statement of Net Assets Available for Benefits.
12. Subsequent Event
Effective January 2, 2015, the Plan introduced a new group
of investments, the “T. Rowe Price Retirement Date Active Trusts” (Trusts) to replace the “T. Rowe Price Retirement
Date Funds” (Funds) previously offered to Plan participants. The Funds were registered mutual funds. The Trusts are common/collective
trusts.
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
|
Current Value |
| * |
BB&T Corporation |
|
|
Common Stock |
|
$ |
614,015,012 |
| |
|
|
|
|
|
|
|
| * |
Sterling Capital |
Total Return Bond Fund |
|
Mutual Fund |
|
|
152,518,811 |
| * |
Sterling Capital |
Mid Value Fund |
|
Mutual Fund |
|
|
210,900,621 |
| * |
Sterling Capital |
Select Equity Fund |
|
Mutual Fund |
|
|
228,103,537 |
| * |
Sterling Capital |
Small Value Fund |
|
Mutual Fund |
|
|
65,449,047 |
| * |
Sterling Capital |
Special Opportunities Fund |
|
Mutual Fund |
|
|
222,714,434 |
| * |
Sterling Capital |
Equity Income Fund |
|
Mutual Fund |
|
|
177,361,443 |
| |
Federated Investors |
Federated Treasury Obligations Fund |
Mutual Fund |
|
|
96,348,578 |
| |
Fidelity |
Contrafund |
|
Mutual Fund |
|
|
65,274,002 |
| |
Vanguard |
Institutional Index |
|
Mutual Fund |
|
|
137,288,941 |
| |
Vanguard |
Total International Stock Index Fund |
Mutual Fund |
|
|
25,419,002 |
| |
Harbor |
International Fund |
|
Mutual Fund |
|
|
92,104,220 |
| |
T. Rowe Price |
Mid Cap Growth Fund |
|
Mutual Fund |
|
|
79,999,745 |
| |
T. Rowe Price |
Retirement Income Fund |
|
Mutual Fund |
|
|
49,509,449 |
| |
T. Rowe Price |
Retirement 2005 Fund |
|
Mutual Fund |
|
|
2,755,146 |
| |
T. Rowe Price |
Retirement 2010 Fund |
|
Mutual Fund |
|
|
25,635,332 |
| |
T. Rowe Price |
Retirement 2015 Fund |
|
Mutual Fund |
|
|
28,671,041 |
| |
T. Rowe Price |
Retirement 2020 Fund |
|
Mutual Fund |
|
|
76,797,562 |
| |
T. Rowe Price |
Retirement 2025 Fund |
|
Mutual Fund |
|
|
46,783,318 |
| |
T. Rowe Price |
Retirement 2030 Fund |
|
Mutual Fund |
|
|
48,569,633 |
| |
T. Rowe Price |
Retirement 2035 Fund |
|
Mutual Fund |
|
|
30,656,029 |
| |
T. Rowe Price |
Retirement 2040 Fund |
|
Mutual Fund |
|
|
54,554,419 |
| |
T. Rowe Price |
Retirement 2045 Fund |
|
Mutual Fund |
|
|
22,427,030 |
| |
T. Rowe Price |
Retirement 2050 Fund |
|
Mutual Fund |
|
|
11,596,847 |
| |
T. Rowe Price |
Retirement 2055 Fund |
|
Mutual Fund |
|
|
9,370,223 |
| |
|
|
|
|
|
$ |
1,960,808,410 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
|
Current Value |
| |
|
|
|
|
|
|
|
| |
Morley |
Stable Value Fund |
|
Common/collective trust |
|
$ |
23,614,911 |
| |
|
|
|
|
|
|
|
| |
Plan Participants |
|
|
Self-directed investments |
|
$ |
102,279,386 |
| |
|
|
|
|
|
|
|
| * |
Notes Receivable from Participants |
|
Participant loans (4.12% to 9% due thru April 2027) |
|
$ |
51,294,155 |
| |
|
|
|
|
|
|
|
| * |
BB&T Corporation |
|
|
Cash and Cash Equivalents |
|
$ |
3,176,085 |
| |
|
|
|
|
|
|
|
| * |
BB&T Corporation |
|
|
Associate insured deposit account |
|
$ |
171,744,219 |
| |
|
|
|
|
|
|
|
| Investments in Separately Managed Accounts |
|
|
|
|
|
| |
AAR CORP |
|
|
Common Stock |
|
|
8,834 |
| |
AGL RES INC |
|
|
Common Stock |
|
|
7,522 |
| |
AG MORTGAGE INVESTMENT TRUST |
|
Common Stock |
|
|
8,542 |
| |
AOL INC |
|
|
Common Stock |
|
|
8,311 |
| |
ARC DOCUMENT SOLUTIONS INC |
|
Common Stock |
|
|
5,202 |
| |
ABERCROMBIE & FITCH CO CL A |
|
Common Stock |
|
|
5,327 |
| |
AECOM TECHNOLOGY CORP |
|
Common Stock |
|
|
5,922 |
| |
ALASKA AIR GROUP INC |
|
Common Stock |
|
|
11,713 |
| |
ALTISOURCE RESIDENTIAL CORP |
|
Common Stock |
|
|
8,361 |
| |
AMERCO |
|
|
Common Stock |
|
|
7,675 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
AMERICAN EQUITY INVESTMENT LIFE |
|
Common Stock |
|
15,062 |
| |
AMERICAN FINANCIAL GROUP INC |
|
Common Stock |
|
7,286 |
| |
AMKOR TECHNOLOGY INC |
|
Common Stock |
|
6,397 |
| |
AMTRUST FINANCIAL SERVICES INC |
|
Common Stock |
|
10,013 |
| |
THE ANDERSONS INC |
|
Common Stock |
|
8,662 |
| |
ANWORTH MORTGAGE ASSET CORP |
|
Common Stock |
|
8,689 |
| |
ARLINGTON ASSET INVESTMENT CORP |
|
Common Stock |
|
8,302 |
| |
ARROW ELECTRONICS INC |
|
Common Stock |
|
7,120 |
| |
ASSOCIATED ESTATE REALITY CP |
|
Common Stock |
|
12,766 |
| |
ATLANTIC TELE-NETWORK INC |
|
Common Stock |
|
8,922 |
| |
ATLAS AIR WORLDWIDE HOLDINGS |
|
Common Stock |
|
9,712 |
| |
ATMOS ENERGY CORP |
|
Common Stock |
|
7,692 |
| |
BANK OF MARIN BANCORP/CA |
|
Common Stock |
|
2,892 |
| |
BARNES & NOBLE |
|
|
Common Stock |
|
9,149 |
| |
BARRETT BUSINESS SVCS INC |
|
Common Stock |
|
1,507 |
| |
W.R. BERKLEY CORP |
|
Common Stock |
|
7,689 |
| |
BIG LOTS INC |
|
|
Common Stock |
|
6,443 |
| |
BLOUNT INTL INC |
|
|
Common Stock |
|
8,029 |
| |
AMERICAN CAPITAL MTG INVESTMENT |
|
Common Stock |
|
9,194 |
| |
APOLLO COMMERCIAL REAL ESTATE |
|
Common Stock |
|
7,951 |
| |
APOLLO RESIDENTIAL MORTGAGE INC |
|
Common Stock |
|
8,216 |
| |
ARCBEST CORP |
|
|
Common Stock |
|
12,520 |
| |
ARRIS GROUP INC |
|
|
Common Stock |
|
7,910 |
| |
ASSURANT INC |
|
|
Common Stock |
|
7,459 |
| |
AVISTA CORP |
|
|
Common Stock |
|
13,822 |
| |
BENCHMARK ELECTRONICS |
|
Common Stock |
|
10,303 |
| |
BRIGGS & STRATTON CORP |
|
Common Stock |
|
5,697 |
| |
BROCADE COMMUNICATIONS SYSYEM |
|
Common Stock |
|
9,342 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
BROOKS AUTOMATION INC |
|
Common Stock |
|
9,639 |
| |
BROWN SHOE COMPANY INC. |
|
Common Stock |
|
9,967 |
| |
BUILD-A-BEAR WORKSHOP INC |
|
Common Stock |
|
7,337 |
| |
CABOT CORP |
|
|
Common Stock |
|
5,439 |
| |
CAMBREX CORPORATION |
|
Common Stock |
|
6,810 |
| |
CATHAY GENERAL BANCORP |
|
Common Stock |
|
11,592 |
| |
CATO CORP CL A |
|
|
Common Stock |
|
11,136 |
| |
CHEMICAL FINANCIAL CORP |
|
Common Stock |
|
10,418 |
| |
CHESAPEAKE UTILS CORP |
|
Common Stock |
|
4,519 |
| |
CIRRUS LOGIC |
|
|
Common Stock |
|
10,324 |
| |
COMMUNITY HEALTH SYSTEMS INC |
|
Common Stock |
|
7,495 |
| |
COMMUNITY TR BANCORP INC |
|
Common Stock |
|
4,283 |
| |
COOPER TIRE & RUBBER CO. |
|
Common Stock |
|
13,167 |
| |
CREDIT ACCEPTANCE CORP |
|
Common Stock |
|
4,911 |
| |
DST SYSTEMS INC |
|
|
Common Stock |
|
5,178 |
| |
DANA HOLDINGS CORPORATION |
|
Common Stock |
|
10,109 |
| |
DELUXE CORPORATION |
|
Common Stock |
|
12,014 |
| |
DEVRY INC |
|
|
Common Stock |
|
8,022 |
| |
DIME COMM BANK |
|
|
Common Stock |
|
9,052 |
| |
DILLARD DEPT STORES INC |
|
Common Stock |
|
9,389 |
| |
DOMTAR CORPORATION |
|
Common Stock |
|
6,355 |
| |
R.R. DONNELLEY & SONS |
|
Common Stock |
|
6,218 |
| |
DUCOMMUN INC |
|
|
Common Stock |
|
4,298 |
| |
EBIX INC. |
|
|
Common Stock |
|
6,745 |
| |
ECHOSTAR HOLDING CORP A |
|
Common Stock |
|
7,665 |
| |
EL PASO ELEC CO COM NEW |
|
Common Stock |
|
11,537 |
| |
EMPIRE DISTRICT ELECTRIC COMPANY |
|
Common Stock |
|
11,093 |
| |
EMPLOYERS HOLDINGS INC |
|
Common Stock |
|
8,981 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
ENTERPRISE FINANCIAL SERVICES |
|
Common Stock |
|
3,157 |
| |
FAIRCHILD SEMICONDUCTOR |
|
Common Stock |
|
12,643 |
| |
FIDELITY SOUTHERN |
|
Common Stock |
|
8,925 |
| |
FIRST MERCHANTS CORPORATION |
|
Common Stock |
|
6,507 |
| |
1ST SOURCE CORPORATION |
|
Common Stock |
|
9,401 |
| |
FLAGSTAR BANCORP INC |
|
Common Stock |
|
5,301 |
| |
FLUSHING FINANCIAL CORP |
|
Common Stock |
|
3,730 |
| |
GLATFELTER P.H. CO. |
|
Common Stock |
|
6,367 |
| |
GRAFTECH INTERNATIONAL LTD |
|
Common Stock |
|
4,422 |
| |
GRAPHIC PACKAGING HOLDING CO |
|
Common Stock |
|
7,668 |
| |
GREAT PLAINS ENERGY INC |
|
Common Stock |
|
7,841 |
| |
GREEN PLAINS RENEWABLE ENERGY |
|
Common Stock |
|
11,126 |
| |
THE GREENBRIAR COMPANIES INC |
|
Common Stock |
|
10,262 |
| |
HCC INSURANCE HOLDINGS |
|
Common Stock |
|
7,493 |
| |
HANMI FINANCIAL CORP |
|
Common Stock |
|
6,783 |
| |
HANOVER INSURANCE GROUP INC |
|
Common Stock |
|
8,344 |
| |
HAWAIIAN HOLDINGS INC |
|
Common Stock |
|
16,073 |
| |
HEALTHSOUTH CORP |
|
Common Stock |
|
8,154 |
| |
HEIDRICK & STRUGGLES INTL INC |
|
Common Stock |
|
9,059 |
| |
HILL-ROM HOLDINGS INC |
|
Common Stock |
|
7,254 |
| |
HORACE MANN EDUCATORS CORP |
|
Common Stock |
|
10,518 |
| |
HUNTINGTON INGALLS INDUSTRIES |
|
Common Stock |
|
7,760 |
| |
HUNTSMAN CORPORATION |
|
Common Stock |
|
6,697 |
| |
IDACORP INC |
|
|
Common Stock |
|
16,746 |
| |
INGLES MARKETS INCORPORATED |
|
Common Stock |
|
6,120 |
| |
INGREDION INC |
|
|
Common Stock |
|
5,599 |
| |
JABIL CIRCUIT INC |
|
|
Common Stock |
|
2,685 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
JETBLUE AWYS CORP COM |
|
Common Stock |
|
23,853 |
| |
KORN/FERRY INTERNATIONAL |
|
Common Stock |
|
8,139 |
| |
LANNETT COMPANY INC |
|
Common Stock |
|
4,502 |
| |
LATTICE SEMICONDUCTOR CORP |
|
Common Stock |
|
4,472 |
| |
LEAR CORP |
|
|
Common Stock |
|
9,808 |
| |
LEXMARK INTERNATIONAL INC CLASS |
|
Common Stock |
|
8,419 |
| |
MAGELLAN HEALTH SERVICES INC |
|
Common Stock |
|
10,205 |
| |
MINERALS TECHNOLOGY |
|
Common Stock |
|
11,876 |
| |
MODINE MFG CO. |
|
|
Common Stock |
|
7,575 |
| |
MONARCH CASINO & RESORT |
|
Common Stock |
|
1,858 |
| |
MURPHY USA INC. |
|
|
Common Stock |
|
9,847 |
| |
NAVIGATORS GROUP INC |
|
Common Stock |
|
10,268 |
| |
NEENAH PAPER INC |
|
Common Stock |
|
8,920 |
| |
NEW JERSEY RESOURCES CORP |
|
Common Stock |
|
15,055 |
| |
NEW YORK MORTGAGE TRUST INC |
|
Common Stock |
|
7,841 |
| |
NEWPORT CORPORATION |
|
Common Stock |
|
6,574 |
| |
NORTHWEST PIPE COMPANY |
|
Common Stock |
|
6,566 |
| |
NUVASIVE INC |
|
|
Common Stock |
|
15,846 |
| |
OSI SYSTEMS INC |
|
|
Common Stock |
|
9,837 |
| |
OLD REPUBLIC INTERNATIONAL CORP. |
|
Common Stock |
|
6,028 |
| |
ORBITAL SCIENCES CORP |
|
Common Stock |
|
10,971 |
| |
OUTERWALL INC |
|
|
Common Stock |
|
7,672 |
| |
OVERSTOCK.COM |
|
|
Common Stock |
|
6,941 |
| |
PHH CORP |
|
|
Common Stock |
|
9,895 |
| |
PARKER DRILLING COMPANY |
|
Common Stock |
|
599 |
| |
PATTERSON UTI ENERGY INC 080101 |
|
Common Stock |
|
4,844 |
| |
PENN NATIONAL GAMING INC. |
|
Common Stock |
|
6,426 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
PERICOM SEMICONDUCTOR CORP |
|
Common Stock |
|
8,083 |
| |
PHOTRONICS INC |
|
|
Common Stock |
|
5,302 |
| |
PIONEER ENERGY SERVICES CORP |
|
Common Stock |
|
2,698 |
| |
PIPER JAFFRAY COS |
|
|
Common Stock |
|
9,933 |
| |
PITNEY BOWES INC |
|
|
Common Stock |
|
7,408 |
| |
PORTLAND GENERAL ELECTRIC CO |
|
Common Stock |
|
12,446 |
| |
POST PROPERTIES INC |
|
Common Stock |
|
7,346 |
| |
RADIAN GROUP INC |
|
Common Stock |
|
14,630 |
| |
REGIS CORPORATION |
|
Common Stock |
|
8,983 |
| |
REINSURANCE GRP OF AMER OF |
|
Common Stock |
|
7,973 |
| |
REX STORES CORPORATION |
|
Common Stock |
|
10,659 |
| |
RITE-AID |
|
|
Common Stock |
|
3,158 |
| |
RUBY TUESDAY INC |
|
|
Common Stock |
|
7,770 |
| |
RUTH'S HOSPITALITY GROUP INC. |
|
Common Stock |
|
4,935 |
| |
SJW CORP |
|
|
Common Stock |
|
8,865 |
| |
SANDERSON FARMS INC |
|
Common Stock |
|
7,058 |
| |
SANMINA CORP |
|
|
Common Stock |
|
14,918 |
| |
SCHWEITZER MAUDUIT INTL INC |
|
Common Stock |
|
6,472 |
| |
SCIENCE APPLICATIONS INTE |
|
Common Stock |
|
8,618 |
| |
SELECTIVE INS GRP INC |
|
Common Stock |
|
11,248 |
| |
SKYWEST INC |
|
|
Common Stock |
|
7,437 |
| |
STANCORP FINANCIAL GROUP INC |
|
Common Stock |
|
9,291 |
| |
STANDARD MTR PRODS INC |
|
Common Stock |
|
7,662 |
| |
STRAYER EDUCATION INC |
|
Common Stock |
|
10,771 |
| |
SYKES ENTERPRISES INC |
|
Common Stock |
|
10,585 |
| |
TAKE-TWO INTERACTIVE SOFTWRE |
|
Common Stock |
|
12,922 |
| |
THE TIMKEN COMPANY |
|
Common Stock |
|
7,554 |
| |
TOWER INTERNATIONAL INC |
|
Common Stock |
|
6,362 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
TRIPLE S MANAGEMENT CORP |
|
Common Stock |
|
8,608 |
| |
TRUSTMARK CORP |
|
|
Common Stock |
|
11,779 |
| |
UNIFI INC |
|
|
Common Stock |
|
9,484 |
| |
UNITED FIRE GROUP INC |
|
Common Stock |
|
3,300 |
| |
UNITED INSURANCE HOLDINGS CO |
|
Common Stock |
|
11,875 |
| |
UNITED STATES STEEL CORPORATION |
|
Common Stock |
|
6,899 |
| |
UNIVERSAL ELECTRONICS INC |
|
Common Stock |
|
7,804 |
| |
VISHAY INTERTECHNOLOGY |
|
Common Stock |
|
6,622 |
| |
WSFS FINANCIAL CORP |
|
Common Stock |
|
9,227 |
| |
WABASH NAT'L CORP |
|
Common Stock |
|
8,467 |
| |
WASHINGTON FEDERAL INC |
|
Common Stock |
|
6,401 |
| |
WEBSTER FINANCIAL CORP |
|
Common Stock |
|
14,769 |
| |
WEIGHT WATCHERS INTL INC |
|
Common Stock |
|
6,806 |
| |
WEST CORPORATION |
|
Common Stock |
|
9,570 |
| |
WESTERN REFINING INC |
|
Common Stock |
|
1,738 |
| |
WESTMORELAND COAL |
|
Common Stock |
|
4,782 |
| |
WORLD ACCEPTANCE CORP |
|
Common Stock |
|
5,482 |
| |
ZIONS BANCORPORATION |
|
Common Stock |
|
5,930 |
| |
CNO FINANCIAL GROUP INC |
|
Common Stock |
|
16,445 |
| |
HCI GROUP INC |
|
|
Common Stock |
|
8,605 |
| |
ARGAN INC |
|
|
Common Stock |
|
7,535 |
| |
CRA INTERNATIONAL INC |
|
Common Stock |
|
9,763 |
| |
CVR ENERGY INC |
|
|
Common Stock |
|
7,200 |
| |
CYS INVESTMENTS INC. |
|
Common Stock |
|
11,013 |
| |
CABLEVISION SYS CORP. |
|
Common Stock |
|
7,596 |
| |
CAPSTEAD MORTGAGE CORP. NEW |
|
Common Stock |
|
9,112 |
| |
CENTENE CORP |
|
|
Common Stock |
|
11,216 |
| |
CHATHAM LODGING TRUST |
|
Common Stock |
|
10,922 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
CHIMERA INVESTMENT CORPORATION |
|
Common Stock |
|
6,697 |
| |
CLEARWATER PAPER CORP |
|
Common Stock |
|
7,472 |
| |
CLOUD PEAK ENERGY INC. |
|
Common Stock |
|
5,021 |
| |
CUSTOMERS BANCORP INC. |
|
Common Stock |
|
8,640 |
| |
DYNEX CAPITAL INC |
|
Common Stock |
|
8,234 |
| |
EARTHLINK HOLDINGS CORP |
|
Common Stock |
|
7,050 |
| |
EAST WEST BANCORP INC |
|
Common Stock |
|
7,781 |
| |
EXTERRAN HOLDINGS INC |
|
Common Stock |
|
3,291 |
| |
FBL FINANCIAL GROUP INC - CL A |
|
Common Stock |
|
10,736 |
| |
FBR CAPITAL MARKETS CORP |
|
Common Stock |
|
7,008 |
| |
FEDERATED NATIONAL HOLDING CO |
|
Common Stock |
|
7,272 |
| |
FIRST NBC BANK HOLDING COMPANY |
|
Common Stock |
|
8,835 |
| |
GAMESTOP CORPORATION CL A |
|
Common Stock |
|
6,794 |
| |
GRAMERCY PROPERTY TRUST INC |
|
Common Stock |
|
10,343 |
| |
HEALTH NET INC |
|
|
Common Stock |
|
7,869 |
| |
HHGREGG INC |
|
|
Common Stock |
|
2,528 |
| |
INSIGHT ENTERPRISES |
|
Common Stock |
|
10,796 |
| |
INTELIQUENT INC |
|
|
Common Stock |
|
9,540 |
| |
INVESTMENT TECH GROUP INC |
|
Common Stock |
|
9,619 |
| |
IRIDIUM COMMUNICATIONS INC |
|
Common Stock |
|
10,725 |
| |
KADANT INC. COM |
|
|
Common Stock |
|
3,671 |
| |
KAPSTONE PAPER AND PACKAGING |
|
Common Stock |
|
7,796 |
| |
LIFEPOINT HOSPITALS INC |
|
Common Stock |
|
8,557 |
| |
MFA MORTGAGE INVESTMENTS INC. |
|
Common Stock |
|
6,696 |
| |
MYR GROUP INC |
|
|
Common Stock |
|
6,192 |
| |
MARRIOTT VACATIONS WORLDWIDE |
|
Common Stock |
|
15,206 |
| |
MATSON INC-W/I ALEXANDER & |
|
Common Stock |
|
11,944 |
| |
MERITOR INC |
|
|
Common Stock |
|
9,635 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
MOLINA HEALTHCARE INC |
|
Common Stock |
|
7,762 |
| |
NAVIGANT CONSULTING INC |
|
Common Stock |
|
5,349 |
| |
NELNET INC CL A |
|
|
Common Stock |
|
11,536 |
| |
NEW RESIDENTIAL INVESTMENT CORP |
|
Common Stock |
|
11,940 |
| |
OFG BANCORP |
|
|
Common Stock |
|
7,842 |
| |
ORITANI FINANCIAL CORPORATION |
|
Common Stock |
|
9,486 |
| |
PBF ENERGY INC. |
|
|
Common Stock |
|
7,459 |
| |
PACIFIC ETHANOL INC NEW |
|
Common Stock |
|
5,310 |
| |
PENNYMAC MORTGAGE INVESTMENT |
|
Common Stock |
|
10,882 |
| |
PILGRIM'S PRIDE CORP |
|
Common Stock |
|
14,165 |
| |
POLYCOM INC COM |
|
|
Common Stock |
|
4,509 |
| |
PRIMERICA INC |
|
|
Common Stock |
|
15,627 |
| |
PROASSURANCE CORP |
|
Common Stock |
|
5,915 |
| |
RPX CORP |
|
|
Common Stock |
|
5,774 |
| |
RENEWABLE ENERGY GROUP INC |
|
Common Stock |
|
6,010 |
| |
RESOLUTE FOREST PRODUCTS |
|
Common Stock |
|
10,830 |
| |
RESOURCE CAPITAL CORP |
|
Common Stock |
|
6,602 |
| |
SAFETY INSURANCE GROUP INC |
|
Common Stock |
|
10,498 |
| |
SAIA INC. |
|
|
Common Stock |
|
7,418 |
| |
SELECT INCOME REIT |
|
Common Stock |
|
9,495 |
| |
SELECT MEDICAL HOLDINGS CORP |
|
Common Stock |
|
7,632 |
| |
SPRINGLEAF HOLDINGS INC |
|
Common Stock |
|
9,404 |
| |
STARZ-LIBERTY CAPITAL |
|
Common Stock |
|
7,603 |
| |
SYMETRA FINANCIAL CORP |
|
Common Stock |
|
14,383 |
| |
SYNOVUS FINANCIAL CORP |
|
Common Stock |
|
7,179 |
| |
TWO HARBORS INVESTMENT |
|
Common Stock |
|
7,194 |
| |
UNITED COMMUNITY BANK INC |
|
Common Stock |
|
9,148 |
| |
UNITED THERAPEUTICS CORP DEL COM |
|
Common Stock |
|
7,251 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
UNIVERSAL INSURANCE HOLDINGS INC |
|
Common Stock |
|
14,111 |
| |
VAALCO ENERGY INC |
|
Common Stock |
|
1,810 |
| |
WALKER & DUNLOP INC |
|
Common Stock |
|
8,612 |
| |
WESTAR ENERGY INC. STOCK |
|
Common Stock |
|
8,413 |
| |
WESTERN ASSET MORTGAGE CAPITAL |
|
Common Stock |
|
8,482 |
| |
WINTRUST CORP |
|
|
Common Stock |
|
11,176 |
| |
EQUITY WEALTH |
|
|
Common Stock |
|
5 |
| |
MARVELL TECHNOLOGY GROUP LTDORD |
|
Common Stock |
|
2,465 |
| |
FIRST BANCORP PUERTO RICO |
|
Foreign Stock |
|
9,363 |
| |
AGRO GROUP INTERNATIONAL |
|
Foreign Stock |
|
12,092 |
| |
ASPEN INSURANCE HOLDINGS LIMITED |
|
Foreign Stock |
|
7,310 |
| |
ASSURED GUARANTY LTD |
|
Foreign Stock |
|
8,057 |
| |
AXIS CAPITAL HOLDINGS LTD |
|
Foreign Stock |
|
7,204 |
| |
ENDURANCE SPECIALTY HOLDINGS LTD |
|
Foreign Stock |
|
8,916 |
| |
ENSTAR GROUP LTD |
|
|
Foreign Stock |
|
10,855 |
| |
FABRINET |
|
|
Foreign Stock |
|
5,056 |
| |
MAIDEN HOLDINGS LTD |
|
Foreign Stock |
|
9,337 |
| |
MONTPELIER RE HOLDINGS LTD |
|
Foreign Stock |
|
12,179 |
| |
NABORS INDUSTRIES LTD. COMMON |
|
Foreign Stock |
|
4,919 |
| |
HOME LOAN SERVICING SOLUTIONS |
|
Foreign Stock |
|
9,819 |
| |
PARTNERRE HOLDINGS LTD |
|
Foreign Stock |
|
7,647 |
| |
RENAISSANCE HOLDINGS LTD COMMON |
|
Foreign Stock |
|
7,583 |
| |
VALIDUS HOLDINGS LTD |
|
Foreign Stock |
|
7,398 |
| |
ALLIED WORLD ASSURANCE COMPANY |
|
Foreign Stock |
|
7,167 |
| |
AVG TECHNOLOGIES |
|
Foreign Stock |
|
1,678 |
| |
BANCO LATINOAMERICANO DE |
|
Foreign Stock |
|
9,241 |
| |
AGCO CORPORATION |
|
Common Stock |
|
29,380 |
| |
ANNALY CAPITAL MANAGEMENT |
|
Common Stock |
|
58,374 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
Current Value |
| |
ANTHEM INC |
|
|
Common Stock |
|
72,260 |
| |
ASCENA RETAIL GROUP INC |
|
Common Stock |
|
58,906 |
| |
BECTON DICKINSON & CO. |
|
Common Stock |
|
67,632 |
| |
CHEMTURA CORP |
|
|
Common Stock |
|
47,605 |
| |
CHICO'S FAS INC |
|
|
Common Stock |
|
47,009 |
| |
CIVEO CORP |
|
|
Common Stock |
|
11,303 |
| |
DST SYSTEMS INC |
|
|
Common Stock |
|
30,599 |
| |
DICE HOLDINGS INC |
|
Common Stock |
|
34,995 |
| |
E TRADE FINANCIAL CORP |
|
Common Stock |
|
102,962 |
| |
FIDELITY NATIONAL INFORMATION SERVICES INC |
Common Stock |
|
58,468 |
| |
FIDELITY NATIONAL FNFV GROUP |
|
Common Stock |
|
9,838 |
| |
GLOBAL PAYMENTS INC |
|
Common Stock |
|
60,548 |
| |
HERTZ GLOBAL HOLDINGS INC |
|
Common Stock |
|
38,034 |
| |
INTERPUBLIC GROUP |
|
Common Stock |
|
71,137 |
| |
KNOWLES CORP |
|
|
Common Stock |
|
59,464 |
| |
KOHLS CORP |
|
|
Common Stock |
|
77,521 |
| |
LABORATORY CORP OF AMERICAN HOLDINGS |
|
Common Stock |
|
68,517 |
| |
LEUCADIA NATIONAL CORP |
|
Common Stock |
|
103,782 |
| |
LINCOLN NATIONAL CORP. |
|
Common Stock |
|
57,670 |
| |
MARKEL CORPORATION |
|
Common Stock |
|
103,792 |
| |
MICROSTRATEGY INC CL A |
|
Common Stock |
|
44,822 |
| |
NCR CORP NEW |
|
|
Common Stock |
|
36,425 |
| |
NEUSTAR INC |
|
|
Common Stock |
|
9,730 |
| |
NEWS CORP NEW CL B |
|
Common Stock |
|
74,194 |
| |
OMNICOM GROUP |
|
|
Common Stock |
|
110,007 |
| |
T ROWE PRICE GROUP INC |
|
Common Stock |
|
51,516 |
| |
RAYONIER ADVANCED MATERIALS |
|
Common Stock |
|
26,203 |
| |
RYMAN HOSPITALITY PROPERTIES INC |
|
Common Stock |
|
63,288 |
BB&T Corporation 401(k) Savings Plan
Schedule H, line 4(i)—Schedule
of Assets (Held At End of Year)
December 31, 2014
| (a) |
( b ) |
|
( c ) |
|
|
( e ) |
| |
Identity of Issue, Borrower, Lessor or Similar Party |
|
Description of Investment, Including Maturity Date, Rate of Contract, Collateral, Par or Maturity Value |
|
|
Current Value |
| |
SYMANTEC CORP |
|
|
Common Stock |
|
|
42,331 |
| |
TETRA TECH INC |
|
|
Common Stock |
|
|
46,752 |
| |
II-VI INC |
|
|
Common Stock |
|
|
31,395 |
| |
UNIVERSAL TECHNICAL INSTITUTE INC |
|
Common Stock |
|
|
8,915 |
| |
VIACOM INC |
|
|
Common Stock |
|
|
41,764 |
| |
WESTERN UNION COMPANY |
|
Common Stock |
|
|
42,536 |
| |
ZIMMER HOLDINGS INC |
|
Common Stock |
|
|
51,606 |
| |
UTI WORLDWIDE INC |
|
Common Stock |
|
|
28,087 |
| |
ASPEN INSURANCE HOLDINGS LIMITED |
|
Foreign Stock |
|
|
45,959 |
| |
ASSURED GUARANTY LTD |
|
Foreign Stock |
|
|
37,530 |
| |
COVIDIEN PLC |
|
|
Foreign Stock |
|
|
72,107 |
| |
ENDURANCE SPECIALTY HOLDINGS LTD |
|
Foreign Stock |
|
|
85,272 |
| |
ENSTAR GROUP LTD |
|
|
Foreign Stock |
|
|
55,040 |
| |
WILLIS GROUP HOLDINGS |
|
Foreign Stock |
|
|
100,374 |
| |
|
|
|
|
|
|
4,528,052 |
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
$ |
2,931,460,230 |
| |
|
|
|
|
|
|
| |
* |
Party in interest |
|
| |
|
Cost is omitted because plan investments are participant-directed. |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the BB&T Corporation Employee Benefit Plans Committee has duly caused this annual report to be signed on its behalf by the
undersigned thereunto duly authorized.
BB&T Corporation 401(k) Savings Plan
June 25, 2015
/s/ Steven L. Reeder
Senior Vice President & Benefits Manager
Exhibit
23
CONSENT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We
hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-158895) of BB&T
Corporation of our report dated June 25, 2015 relating to the financial statements and supplemental schedule of
BB&T Corporation 401(k) Savings Plan, which appears in this Form 11-K.
/s/ PricewaterhouseCoopers
LLP
Greensboro,
North Carolina
June 25,
2015
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