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)
| ☒ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2019
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number: 000-20827
| A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
CASS INFORMATION SYSTEMS, INC. 401(K) PLAN
| B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
CASS INFORMATION SYSTEMS, INC.
12444 Powerscourt Drive, Suite 550
St. Louis, Missouri 63131
REQUIRED INFORMATION
The Cass Information Systems, Inc. 401(k) Plan (the “Plan”) is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and for purposes of satisfying the requirements of Form 11-K has included for filing herewith the Plan financial statements and schedule prepared in accordance with the financial reporting requirements of ERISA.
CASS INFORMATION SYSTEMS, INC. 401(K) PLAN INDEX
| Page | ||||
| 3 | ||||
| 4 | ||||
| Financial Statements: |
||||
| Statements of Assets Available for Benefits as of December 31, 2019 and 2018 |
5 | |||
| 6 | ||||
| 7 | ||||
| Supplemental Schedule:* |
||||
| Schedule H, line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2019 |
13 | |||
| * | All 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. |
2
Report of Independent Registered Public Accounting Firm
To the Plan Administrator and Plan Participants of
Cass Information Systems, Inc. 401(K) Plan
St. Louis, Missouri
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Cass Information Systems, Inc. 401(K) Plan (the “Plan”) as of December 31, 2019, and the related statement of changes in net assets available for benefits for the year then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2019, and the changes in net assets available for benefits for the year ended December 31, 2019, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.
Supplemental Information
The Schedule of Assets (held at end of year) as of December 31, 2019, has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. 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, 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 is fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ Brown Smith Wallace, LLP
We have served as the Plan’s auditor since 2019.
St. Louis, Missouri
June 25, 2020
3
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Retirement Plan Committee
Cass Information Systems, Inc.
401(k) Plan:
Opinion on the Financial Statements
We have audited the accompanying statement of assets available for benefits of the Cass Information Systems, Inc. 401(k) Plan (the Plan) as of December 31, 2018, the related statement of changes in assets available for benefits for the year then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the assets available for benefits of the Plan as of December 31, 2018, and the changes in assets available for benefits for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit of these financial statements in accordance with the standards of the PCOAB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.
We served as the Plan’s auditor from 2000 to 2018.
St. Louis, Missouri
June 27, 2019
4
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Statements of Assets Available for Benefits
December 31, 2019 and 2018
| 2019 | 2018 | |||||||
| Investments, at fair value: |
||||||||
| Pooled separate accounts |
$ | 33,725,425 | 28,031,110 | |||||
| Mutual funds |
7,299,294 | 5,765,606 | ||||||
| Collective trust funds |
28,609,986 | 21,140,401 | ||||||
| Insurance company general account (unallocated contracts) |
1,906,134 | 2,028,598 | ||||||
| Employer common stock |
1,274,225 | 1,812,325 | ||||||
|
|
|
|
|
|||||
| Total investments |
72,815,064 | 58,778,040 | ||||||
| Notes receivable from participants |
1,551,579 | 1,553,286 | ||||||
|
|
|
|
|
|||||
| Assets available for benefits |
$ | 74,366,643 | 60,331,326 | |||||
|
|
|
|
|
|||||
See accompanying notes to financial statements.
5
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Statements of Changes in Assets Available for Benefits
Years ended December 31, 2019 and 2018
| 2019 | 2018 | |||||||
| Additions: |
||||||||
| Contributions: |
||||||||
| Employer |
$ | 1,365,285 | 1,109,242 | |||||
| Employee |
4,399,819 | 4,007,968 | ||||||
| Rollover |
571,110 | 656,384 | ||||||
|
|
|
|
|
|||||
| 6,336,214 | 5,773,594 | |||||||
|
|
|
|
|
|||||
| Investment income: |
||||||||
| Interest on insurance company general account |
26,466 | 19,265 | ||||||
| Dividends |
161,126 | 469,939 | ||||||
| Net appreciation (depreciation) in fair value of investments |
12,659,404 | (3,830,370 | ) | |||||
|
|
|
|
|
|||||
| 12,846,996 | (3,341,166 | ) | ||||||
|
|
|
|
|
|||||
| Interest on notes receivable from participants |
72,566 | 76,554 | ||||||
|
|
|
|
|
|||||
| Total additions |
19,255,776 | 2,508,982 | ||||||
|
|
|
|
|
|||||
| Deductions: |
||||||||
| Benefit payments |
5,188,473 | 3,960,195 | ||||||
| Other |
31,986 | 35,930 | ||||||
|
|
|
|
|
|||||
| Total deductions |
5,220,459 | 3,996,125 | ||||||
|
|
|
|
|
|||||
| Increase (decrease) in assets available for benefits |
14,035,317 | (1,487,143 | ) | |||||
| Assets available for benefits: |
||||||||
| Beginning of year |
60,331,326 | 61,818,469 | ||||||
|
|
|
|
|
|||||
| End of year |
$ | 74,366,643 | 60,331,326 | |||||
|
|
|
|
|
|||||
See accompanying notes to financial statements.
6
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
December 31, 2019 and 2018
NOTE 1 – PLAN DESCRIPTION
The following description of the Plan provides general information. Participants should refer to the plan document for a more complete description of the Plan’s provisions.
| (a) | Employer Contributions – The amount of employer contributions is determined by the Retirement Plan Committee (the Plan Administrator) and approved by Cass leadership. |
The employer has indicated participants who are also eligible for the Cass Information Systems, Inc. Defined Benefit Plan, are eligible to receive a matching contribution amount equal to 50% of the participant’s contribution up to 3% of the participant’s salary. Participants who are not eligible for the Cass Information Systems, Inc. Defined Benefit Plan, are eligible to receive a matching contribution amount equal to 50% of the participant’s contribution up to 6% of the participant’s salary. Also, this group of employees will be eligible to receive an additional company contribution up to 3% of the participant’s salary. The participant does not need to be actively making deferrals into the Plan to be eligible to receive the additional contribution.
| (b) | Employee Contributions – Each plan participant may elect to make contributions to the Plan of 1% to 100% of the participant’s compensation for such fiscal year as long as such contributions do not exceed the maximum permissible by the Internal Revenue Code. Participants may also contribute amounts representing distributions from other qualified defined contribution plans. In addition, participants that are age 50 or older are eligible to make pre-tax catch-up contributions not to exceed certain limits described in the Plan document. Eligible new hires as of January 1, 2017 are automatically enrolled for pre-tax contributions at a 6% deferral rate, with automatic annual 1% increases up to 8%, unless they elect otherwise; prior to January 1, 2017 the automatic deferral rate was 4%. |
| (c) | Participant Eligibility – Employees (as defined by the Plan) of the Company or its wholly owned subsidiary, Cass Commercial Bank, shall be eligible to become a participant in the Plan following the completion of one month of service and upon reaching 21 years of age. Individuals who are ineligible to participate in the Plan consist of (a) individuals who are represented by a bargaining unit that has bargained with us in good faith on the subject of retirement benefits; (b) Nonresident aliens with no U.S. income or all such income is exempt from U.S. income tax; (c) leased employees; and (d) employees whose primary work location is other than a processing center maintained by the Employer and whose job title includes “Offsite.” |
| (d) | Participant Accounts – Each participant’s account is credited with the participant’s contributions and allocations of the Company’s contributions and plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account. |
7
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Notes to Financial Statements
| (e) | Vesting – Employees are 100% vested in any portion of their account resulting from their savings contributions and any rollover contributions. Employer contributions including, but not limited to, matching additional and discretionary are subject to vesting as follows: |
| Years of service |
Vesting percentage |
|||
| Less than three |
— | % | ||
| Three or more |
100 | % | ||
If an employee terminates employment before full vesting, the nonvested portions of employer matching and discretionary contributions are used to reduce future contributions or plan administration costs of the Company. At December 31, 2019 and 2018, the forfeited nonvested accounts had zero balances. Employer contributions were reduced from forfeited nonvested accounts by $143,092 and $119,015 during 2019 and 2018, respectively.
| (f) | Distributions – Under the terms of the Plan, participants hired prior to January 1, 2017 reaching the age of 59 1⁄2 are eligible to receive their balance prior to January 1, 2017. Participants hired January 1, 2017 and after reaching the age of 65 are eligible to receive the entire balance in all of the accounts maintained for such participant. Participants terminating employment prior to the attainment of age 59 1⁄2 receive their contributions and earnings on such contributions and the sponsor’s account and earnings on such account, if such amounts are vested. In the event of death, any vested balances in the participant’s account are paid to the designated beneficiary. |
| (g) | Costs of Plan Administration – Fees and expenses incurred by the Company in the administration of the Plan are paid by the Company or from forfeited nonvested accounts. Expenses solely attributable to the investment of funds are paid with plan assets. |
| (h) | Notes Receivable From Participants – Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of the participant’s vested account balance, per plan provisions. The loans are secured by the balance in the participant’s account and bear interest at rates which are commensurate with local prevailing rates as determined by the Cass Information Systems, Inc. Retirement Plan Committee (the Plan Administrator). Principal and interest are paid ratably through payroll deductions. |
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following are the significant accounting policies followed by the Plan:
| (a) | Basis of Presentation – The accompanying financial statements have been prepared on the accrual basis of accounting and present the assets available for benefits and changes in those assets. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires estimates and assumptions that affect the reported amounts. Actual results could differ from those estimates. |
| (b) | Payments of Benefits - Benefits are recorded when paid. |
8
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Notes to Financial Statements
| (c) | Trust Fund – Under the terms of a trust agreement between the Principal Life Insurance Company (the Custodian) and the Company, the Custodian administers a trust fund on behalf of the Plan. Participants may elect to have a portion of their account balances invested in a General Account, which is comprised of investments in guaranteed interest contracts with an insurance company, a variety of interests in pooled separate accounts, mutual funds, and collective trust funds investing in debt and equity instruments, and common stock of the Company. |
| (d) | Investment Valuation and Income Recognition – Investments are reported at fair value. Fair value is 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, as described more fully in note 3. |
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) includes the Plan’s gains and losses on investments bought and sold as well as held during the year.
| (e) | Notes Receivable From Participants – Notes receivable from participants are reported at their unpaid principal balances plus any accrued but unpaid interest. Related fees are recorded as administrative expenses and are charged to expense when incurred. No allowance for credit losses has been recorded as of December 31, 2019 or 2018. If a participant ceases to make loan repayments and the Plan Administrator deems the participant loan to be in default, the participant loan balance is reduced and a benefit is recorded. |
| (f) | Subsequent Events – On March 11, 2020, the World Health Organization declared the outbreak of a novel coronavirus as a global pandemic, which continues to spread throughout the United States and around the world. The declaration of a global pandemic indicates that almost all public commerce and related business activities must be, to varying degrees, curtailed with the goal of decreasing the rate of new infections. The pandemic and resulting global disruptions have caused significant economic uncertainty and volatility in financial markets may result in substantial decline in the value of investments. The duration of these uncertainties and the ultimate financial effects cannot be reasonably estimated at this time. |
| (g) | Recent Accounting Pronouncements - In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2018-13 “Fair Value Measurement (Topic 820), Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement.” This amendment changes the fair value measurement disclosure requirements of ASC Topic 820 and is the result of a broader disclosure project called FASB Concepts Statement, Conceptual Framework for Financial Reporting – Chapter 8: Notes to Financial Statements, which was finalized in August 2018. ASU No. 2018-13 is effective for all entities for fiscal years, and interim fiscal periods within those fiscal years, beginning after December 15, 2019; early adoption is permitted for any eliminated or modified disclosure upon issuance of this ASU. ASU No. 2018-13 is not expected to have a material impact on the Plan’s financial statements. |
NOTE 3 – FAIR VALUE MEASUREMENTS
The Plan’s investments are reported at fair value in the accompanying statements of assets available for benefits. The methods used to measure fair value may produce an amount that may not be indicative of net realizable value or reflective of future values. Furthermore, although the Plan Administrator believes
9
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Notes to Financial Statements
the 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.
The fair value measurement accounting literature establishes a value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels:
Level 1 – Inputs to the valuation methodology are unadjusted quoted prices for identical assets and liabilities in active markets and have the highest priority.
Level 2 – Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, or inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.
Level 3 – Inputs to the valuation methodology are unobservable and have the lowest priority.
The Plan uses appropriate valuation techniques based on the available inputs to measure the fair value of its investments. When available, the Plan measures fair value using Level 1 inputs because they generally provide the most reliable evidence of fair value. Level 3 inputs are used only when Level 1 and Level 2 inputs are not available.
Following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies used at December 31, 2019 and 2018.
Common stocks – valued at the closing price reported on the active market on which the individual securities are traded (Level 1 inputs).
Mutual funds – valued at the daily closing price as reported by the fund (Level 1 inputs). Mutual funds held by the Plan are open-end mutual funds which 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.
Collective trust funds – valued at the NAV of the units of the Principal Trust Company collective trusts. 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. The investments have no unfunded commitments and can be redeemed daily with a one day notice period.
Pooled separate accounts – valued at the NAV of the pooled separate accounts. 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. The investments have no unfunded commitments and can be redeemed daily with a one day notice period.
10
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Notes to Financial Statements
Guaranteed investment contracts – fair value is the amount plan participants would receive currently if they were to withdraw or transfer funds from the Plan prior to their maturity for an event other than death, disability, termination, or retirement. This fair value represents contract value adjusted to reflect current market interest rates only to the extent such market rates exceed crediting rates (Level 3 inputs).
The following tables set forth, by level with the fair value hierarchy, the Plan’s investments at fair value as of December 31, 2019 and 2018:
| 2019 |
Quoted market prices in active market for identical assets (Level 1) |
Significant other observable inputs (Level 2) |
Significant unobservable inputs (Level 3) |
Total | ||||||||||||
| Mutual funds |
$ | 7,299,294 | — | — | 7,299,294 | |||||||||||
| Employer common stock |
1,274,225 | — | — | 1,274,225 | ||||||||||||
| Insurance company general account |
— | — | 1,906,134 | 1,906,134 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| $ | 8,573,519 | — | 1,906,598 | 10,479,653 | ||||||||||||
|
|
|
|
|
|
|
|||||||||||
| Measured at net asset value: |
||||||||||||||||
| Pooled separate accounts |
33,725,425 | |||||||||||||||
| Collective trust funds |
28,609,986 | |||||||||||||||
|
|
|
|||||||||||||||
| $ | 72,815,064 | |||||||||||||||
|
|
|
|||||||||||||||
| 2018 |
Quoted market prices in active market for identical assets (Level 1) |
Significant other observable inputs (Level 2) |
Significant unobservable inputs (Level 3) |
Total | ||||||||||||
| Mutual funds |
$ | 5,765,606 | — | — | 5,765,606 | |||||||||||
| Employer common stock |
1,812,325 | — | — | 1,812,325 | ||||||||||||
| Insurance company general account |
— | — | 2,028,598 | 2,028,598 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| $ | 7,577,931 | — | 2,028,598 | 9,606,529 | ||||||||||||
|
|
|
|
|
|
|
|||||||||||
| Measured at net asset value: |
||||||||||||||||
| Pooled separate accounts |
28,031,110 | |||||||||||||||
| Collective trust funds |
21,140,401 | |||||||||||||||
|
|
|
|||||||||||||||
| $ | 58,778,040 | |||||||||||||||
|
|
|
|||||||||||||||
11
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Notes to Financial Statements
Following is a summary of changes in the fair value of the insurance company general account, the only plan asset valued using Level 3 inputs, for the years ended December 31, 2019 and 2018:
| 2019 | 2018 | |||||||
| Balance, beginning of year |
$ | 2,028,598 | 2,015,027 | |||||
| Realized and unrealized gains (losses) relating to instruments still held at the reporting date |
48,261 | (11,191 | ) | |||||
| Interest credited |
26,466 | 19,265 | ||||||
| Purchases, sales, issuances, and settlements (net) |
(197,191 | ) | 5,497 | |||||
|
|
|
|
|
|||||
| Balance, end of year |
$ | 1,906,134 | 2,028,598 | |||||
|
|
|
|
|
|||||
NOTE 4 – RELATED PARTY TRANSACTIONS
Certain plan investments are units of pooled accounts or collective trust funds managed by Principal Life Insurance Company or affiliates thereof. Principal Life Insurance Company is the Custodian as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. Fees paid by the Plan for the investment management and recordkeeping services amounted to $31,986 and $35,930 for the years ended December 31, 2019 and 2018, respectively.
The Plan invests in common stock of the Company. At December 31, 2019 and 2018, the Plan held 22,068.3182 and 34,246.5104 shares of Company common stock, with fair values of $1,274,225 and $1,812,325, respectively. During the years ended December 31, 2019 and 2018, the Plan received cash and stock dividends totaling $32,462 and $337,539, respectively, on shares of Company common stock.
NOTE 5 – PLAN TERMINATION
Although it has not expressed any intent to do so, the Plan Administrator has the right under the Plan to terminate the Plan subject to the provisions set forth in ERISA. In the event of plan termination, participants become 100% vested in their accounts. The Company may elect to have all assets transferred to another qualified plan in which all participants who would have otherwise received a distribution will have an interest, and each person’s interest will be nonforfeitable as to amounts attributable to assets transferred on his or her behalf.
NOTE 6 – 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 statements of assets available for benefits.
NOTE 7 – FEDERAL INCOME TAXES
The Internal Revenue Service issued its latest determination letter on August 8, 2014, which indicates the prototype plan document adopted by the Plan qualifies under the provisions of Section 401(a) and the trust is exempt from federal income taxes under the provisions of Section 501(a) of the Internal Revenue Code, as amended. While various amendments have been made to the Plan since 2014, in the opinion of the Plan Administrator, the Plan and its underlying trust have operated within the terms of the Plan and remain qualified under the applicable provisions of the Internal Revenue Code.
12
Schedule
CASS INFORMATION SYSTEMS, INC.
401(k) PLAN
Employer Identification Number: 43-1265338
Plan Number: 002
Schedule H, line 4i – Schedule of Assets (Held at End of Year)
December 31, 2019
| (a) |
(b) Identity of issuer, |
(c) Description of investment |
(d) Cost |
(e) Current value |
||||||
| * |
Principal Life Insurance Company |
General Account | ** | $ | 1,906,134 | |||||
| Pooled separate accounts: | ||||||||||
| * |
Principal Life Insurance Company |
Money Market Account |
** | 2,704,268 | ||||||
| * |
Principal Life Insurance Company |
Core Plus Bond Account |
** | 2,821,927 | ||||||
| * |
Principal Life Insurance Company |
Diversified International Stock Account |
** | 1,452,747 | ||||||
| * |
Principal Life Insurance Company |
International Emerging Markets Account |
** | 1,555,301 | ||||||
| * |
Principal Life Insurance Company |
International Equity Index Account |
** | 931,089 | ||||||
| * |
Principal Life Insurance Company |
Large Cap S&P 500 Index Account |
** | 6,504,567 | ||||||
| * |
Principal Life Insurance Company |
Large Cap Growth Account |
** | 5,280,030 | ||||||
| * |
Principal Life Insurance Company |
Mid Cap Separate Account |
** | 4,561,326 | ||||||
| * |
Principal Life Insurance Company |
Mid Cap Value Account |
** | 999,419 | ||||||
| * |
Principal Life Insurance Company |
Mid Cap S&P 400 Index Account |
** | 878,111 | ||||||
| * |
Principal Life Insurance Company |
Small Cap Account |
** | 1,932,558 | ||||||
| * |
Principal Life Insurance Company |
Small Cap S&P 600 Index Account |
** | 2,976,994 | ||||||
| * |
Principal Life Insurance Company |
U.S. Property Account |
** | 1,127,088 | ||||||
| Collective trust funds: | ||||||||||
| * |
Principal Trust Company |
Principal Trust Income Fund |
** | 491,573 | ||||||
| * |
Principal Trust Company |
Principal Trust Target 2010 Fund |
** | 403,080 | ||||||
| * |
Principal Trust Company |
Principal Trust Target 2020 Fund |
** | 6,469,662 | ||||||
| * |
Principal Trust Company |
Principal Trust Target 2030 Fund |
** | 8,445,955 | ||||||
| * |
Principal Trust Company |
Principal Trust Target 2040 Fund |
** | 7,278,321 | ||||||
| * |
Principal Trust Company |
Principal Trust Target 2050 Fund |
** | 4,962,914 | ||||||
| * |
Principal Trust Company |
Principal Trust Target 2060 Fund |
** | 558,481 | ||||||
| Mutual funds: | ||||||||||
| Dimensional Investment Group |
DFA US Small Cap I Fund |
** | 216,621 | |||||||
| Fidelity Investments |
Fidelity Advisor Small Cap Value Fund |
** | 436,909 | |||||||
| Invesco Distributors |
Invesco Comstock Fund |
** | 633 | |||||||
| Lord Abbett & Co., LLC |
Lord Abbett Developing Growth Fund |
** | 1,085,558 | |||||||
| Lord Abbett & Co., LLC |
Lord Abbett Short Duration Income Fund |
** | 1,031,689 | |||||||
| Vanguard Group |
Vanguard Total Bond Market Index Fund |
** | 1,465,169 | |||||||
| American Funds |
Washington Mutual Investors Fund |
** | 3,062,715 | |||||||
| * |
Cass Information Systems, Inc. |
Common stock | ** | 1,274,225 | ||||||
| * |
Participant loans |
Interest rates at 5.00% to 5.75% | — | 1,551,579 | ||||||
|
|
|
|||||||||
| $ | 74,366,643 | |||||||||
|
|
|
|||||||||
| * | Party-in-interest. |
| ** | Not included for participant-directed investment programs, as permitted under the instructions to Form 5500. |
See accompanying report of independent registered public accounting firm.
13
EXHIBIT INDEX
| Exhibit No. |
Description of Exhibit | |
| 23.1 | Consent of Brown Smith Wallace, LLP. | |
| 23.2 | Consent of Cummings, Ristau & Associates, P.C. | |
14
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| CASS INFORMATION SYSTEMS, INC. 401(K) PLAN | ||
| By: | /s/ P. Stephen Appelbaum | |
| Name: | P. Stephen Appelbaum | |
| Title: | Trustee | |
Date: June 25, 2020
15
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to incorporation by reference in the Registration Statement (Form S-8 No. 333-181772) of our report dated June 25, 2020, relating to the statement of net assets available for benefits of the Cass Information Systems, Inc. 401(K) Plan as of December 31, 2019, the related statement of changes in net assets available for benefits for the year then ended, and the related supplemental schedule of assets (held at end of year) as of December 31, 2019, which appears in the Annual Report on Form 11-K of the Cass Information Systems, Inc. 401(K) Plan for the year ended December 31, 2019.
/s/ Brown Smith Wallace, LLP
St. Louis, Missouri
June 25, 2020
15
Exhibit 23.2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-181772) of our report dated June 27, 2019, relating to the statement of assets available for benefits of the Cass Information Systems, Inc. 401(k) Plan as of December 31, 2018, the related statement of changes in assets available for benefits for the year then ended, and the related notes, which report appears in the Annual Report on Form 11-K of the Cass Information Systems, Inc. 401(k) Plan for the year ended December 31, 2019.
St. Louis, Missouri
June 25, 2020