☒ |
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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☐ |
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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The following financial information is submitted herewith:
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Page
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Report of Independent Registered Public Accounting Firm
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1-2
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Statements of Net Assets Available for Benefits
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As of December 31, 2023 and 2022
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3
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Statements of Changes in Net Assets Available for Benefits
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For the Years Ended December 31, 2023 and 2022
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4
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Notes to Financial Statements
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5-14
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Supplemental Schedule*:
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Schedule H, Line 4a- Schedule of Delinquent Participant Contributions
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For the Year Ended December 31, 2023
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15
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Schedule H, Line 4i – Schedule
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of Assets (Held at End of Year) December 31, 2023
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16
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2023
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2022
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ASSETS
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Investments, at fair value
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$ 162,553,475
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$ 147,886,154
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Receivables:
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Notes receivable from participants
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1,981,506
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1,720,665
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Total receivables
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1,981,506
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1,720,665
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Net assets available for benefits
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$ 164,534,981
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$ 149,606,819
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2023
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2022
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Additions to net assets attributed to:
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Investment income:
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Dividends and interest
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$ 4,683,392
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$ 4,307,708
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Net appreciation in fair value of investments
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18,157,511
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—
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Total investment income
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22,840,903
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4,307,708
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Other income:
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Interest income on notes receivable from participants
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103,592
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86,400
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Total other income
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103,592
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86,400
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Total income
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22,944,495
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4,394,108
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Contributions:
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Employer
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3,147,280
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2,879,174
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Participants
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7,386,463
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6,843,015
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Rollover
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2,479,564
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1,755,399
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Total contributions
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13,013,307
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11,477,588
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Total additions
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35,957,802
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15,871,696
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Deductions from net assets attributed to:
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Net depreciation in fair value of investments
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—
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32,488,921
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Withdrawals and benefits paid to participants
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20,882,689
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13,573,262
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Administrative fees
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146,951
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157,878
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Total deductions
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21,029,640
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46,220,061
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Net increase/(decrease) in net assets available for benefits
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14,928,162
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(30,348,365)
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Net assets available for benefits at beginning of year
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149,606,819
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179,955,184
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Net assets available for benefits at end of year
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$ 164,534,981
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$ 149,606,819
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See accompanying notes to financial statements.
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the employee if the employee was absent because the employee was pregnant, had a child or adopted a child, was serving in the military, or provided service during a national emergency and re-employment is protected under federal or state law, and the employee returns to employment within the time required by law. Service credit is given to employees of certain predecessor employers as described in the Plan document for participation and vesting purposes. Employees may join the Plan on the first of the month following the month in which eligibility requirements are satisfied. Rehires may rejoin the Plan on the first day of the month following the month of rehire if they were previous participants of the Plan.
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Interest income is recorded on an accrual basis. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses have been recorded at December 31, 2023 and 2022.
December 31 ,2023
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Level 1
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Level 2
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Level 3
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Total
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Mutual funds
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$ 155,547,678
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$ —
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$ —
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$ 155,547,678
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Common stock*
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6,382,791
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—
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—
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6,382,791
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Certificate of deposits*
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—
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434,253
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—
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434,253
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Money markets*
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188,753
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—
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—
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188,753
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Total investments
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$ 162,119,222
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$ 434,253
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$ —
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$ 162,553,475
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December 31 ,2022
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Level 1
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Level 2
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Level 3
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Total
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Mutual funds
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$ 139,731,233
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$ —
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$ —
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$ 139,731,233
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Common stock**
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7,698,209
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—
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—
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7,698,209
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Certificate of deposits**
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—
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368,381
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—
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368,381
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Money markets**
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88,331
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—
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—
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88,331
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Total investments
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$ 147,517,773
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$ 368,381
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$ —
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$ 147,886,154
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*
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As of December 31, 2023, the VGI Brokerage Option totaled $1,761,198, of which 64% was comprised of
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common stock, 25% was comprised of certificate of deposits, and 11% was comprised of money markets.
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**
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As of December 31, 2022, the VGI Brokerage Option totaled $1,585,253, of which 71% was comprised of
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common stock, 23% was comprised of certificate of deposits, and 6% was comprised of money markets.
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December 31,
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2023
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2022
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Net assets available for benefits per financial statements
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$ 164,534,981
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$ 149,606,819
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Less: deemed distributed loans (1)
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—
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902
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Net assets available for benefits per Form 5500
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$ 164,534,981
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$ 149,605,917
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December 31,
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2023
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2022
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Net increase/(decrease) in net assets available for benefits
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per the financial statements
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$ 14,928,162
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$(30,348,365)
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Less: deemed distributed loans (1)
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—
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902
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Plus: prior year distributions (1)
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902
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2,812
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Net increase/(decrease) in net assets available for benefits
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per Form 5500
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$ 14,929,064
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$(30,346,455)
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(1)
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In the financial statements of the Plan, delinquent loans remain as assets of the Plan. However, for the Form 5500 reporting
purposes delinquent loans are removed from plan assets and reported as a benefit paid to a participant. Any loans held by participants that were deemed in previous years where the participant distributes or terminates from the plan in the
current year, the balances are applied against the current year’s distribution balance.
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Total that Constitute Nonexempt Prohibited Transactions
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Check here if late participant loan contributions are included
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Contributions Not Corrected
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Contributions Corrected Outside VFCP
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Contributions Pending Correction in VFCP
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Total Fully Corrected Under VFCP and PTE 2002-51
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X
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$ —
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$ —
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$ —
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$ 18,410
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Schedule of Delinquent Participant Contributions as reported are a result of two late submissions by First Choice Loan Services, Inc. (“FCLS”) – a subsidiary of the Bank.
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(a)
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(b) (c)
Identity of Issuer, Borrower, Lessor or Similar Party and Description of Investment
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(d)
Cost
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(e)
Current Value (1)
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Mutual funds:
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*
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Vanguard Dividend Growth Fund
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**
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$ 3,952,568
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*
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Vanguard Emerging Markets Stock Index Fund Admiral Shr
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**
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1,848,084
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*
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Vanguard Federal Money Market Fund
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**
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5,705,272
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*
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Vanguard Institutional Index Fund Inst'l Shares
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**
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17,901,106
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*
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Vanguard Intermediate-Term Treasury Fund: Adm Shr
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**
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3,009,377
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*
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Vanguard International Growth Fund Admiral Shares
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**
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6,552,029
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*
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Vanguard Mid-Cap Index Fund Institutional Shares
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**
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5,118,824
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*
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Vanguard Selected Value Fund
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**
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2,291,924
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*
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Vanguard Short-Term Bond Index Fund Admiral Shares
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**
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2,313,307
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*
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Vanguard Short-Term Federal Fund Admiral Shares
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**
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781,091
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*
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Vanguard Small-Cap Growth Index Fund: Inst'l Shr
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**
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5,687,463
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*
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Vanguard Target Retirement 2020 Fund
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**
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6,599,518
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*
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Vanguard Target Retirement 2025 Fund
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**
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13,271,922
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*
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Vanguard Target Retirement 2030 Fund
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**
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9,331,733
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*
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Vanguard Target Retirement 2035 Fund
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**
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14,194,179
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*
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Vanguard Target Retirement 2040 Fund
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**
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10,473,520
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*
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Vanguard Target Retirement 2045 Fund
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**
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7,471,175
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*
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Vanguard Target Retirement 2050 Fund
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**
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7,013,084
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*
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Vanguard Target Retirement 2055 Fund
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**
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4,520,805
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*
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Vanguard Target Retirement 2060 Fund
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**
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2,006,940
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*
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Vanguard Target Retirement 2065 Fund
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**
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253,657
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*
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Vanguard Target Retirement 2070 Fund
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**
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15,598
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*
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Vanguard Target Retirement Income
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**
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3,905,475
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*
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Vanguard Total Bond Market Index Fund: Inst'l Shr
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**
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5,384,885
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*
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Vanguard Total Stock Market Index Fund: Inst'l Shr
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**
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7,794,363
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*
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Vanguard U.S. Growth Fund Admiral Shares
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**
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3,900,698
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*
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Vanguard Windsor II Fund Admiral Shares
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**
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4,249,081
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Common Stock:
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*
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Berkshire Hills Bancorp, Inc. Common Stock
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**
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5,244,599
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Brokerage account:
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*
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VGI Brokerage Option
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**
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1,761,198
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Notes receivable from participants:
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*
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Participant loans: 4.25% to 9.50%,
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1,981,506
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Maturing 1/31/2024 through 12/29/2028
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$ 164,534,981
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* Represents a party-in-interest as defined by ERISA.
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** As allowed by ERISA, cost information may be omitted with respect to participant or beneficiary
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directed investments under an individual account plan.
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Berkshire Bank 401(k) Plan
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Date: June 28, 2024
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By:
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/s/ Jacqueline Courtwright
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Jacqueline Courtwright
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Executive Vice President, Chief Human Resources and Culture Officer
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Exhibit Number
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Description
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