Form 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2009
OR
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission
file number 001-14251
A. Full title of the plan and the address of the plan, if different from that of the issuer named
below:
SAP America, Inc. 401(k) Plan
SAP America, Inc.
3999 West Chester Pike
Newtown Square, PA 19073
B. Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
SAP AG
Dietmar-Hopp-Allee 16
69190 Walldorf
Federal Republic of Germany
Exhibit Index appears on page II-2
SAP AMERICA, INC.
401(k) PLAN
Table of Contents
Note: All other schedules required by the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974 (ERISA) have been omitted because there is no information to
report.
Report of Independent Registered Public Accounting Firm
The Plan Administrator
SAP America, Inc. 401(k) Plan:
We have audited the accompanying statements of net assets available for benefits of SAP America,
Inc. 401(k) Plan (the Plan) as of December 31, 2009 and 2008, and the related statements of changes
in net assets available for benefits for the years then ended. These financial statements are the
responsibility of the Plan’s management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and
the changes in net assets available for benefits for the years then ended, in conformity with U.S.
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of Schedule H, Line 4i – Schedule of Assets (Held at
End of Year) as of December 31, 2009 is presented for the purpose of additional analysis and is not
a required part of the basic financial statements but is supplementary information required by the
Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the
Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a whole.
/s/ KPMG LLP
Pittsburgh, Pennsylvania
June 25, 2010
1
SAP AMERICA, INC.
401(k) PLAN
Statements of Net Assets Available for Benefits
December 31, 2009 and 2008
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2009 |
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2008 |
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Assets: |
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Investments, at fair value |
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$ |
1,002,762,337 |
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$ |
709,280,749 |
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Participant loans |
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11,078,749 |
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8,946,330 |
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Receivables: |
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Employer contributions |
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2,995,107 |
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539,166 |
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Participant contributions |
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2,447,258 |
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1,859,324 |
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Total receivables |
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5,442,365 |
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2,398,490 |
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Net assets, reflecting investments at fair value |
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1,019,283,451 |
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720,625,569 |
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Adjustment from fair value to contract value for
fully benefit-responsive investment contracts |
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(1,731,419 |
) |
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1,057,280 |
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Net assets available for benefits |
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$ |
1,017,552,032 |
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$ |
721,682,849 |
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See accompanying notes to financial statements.
2
SAP AMERICA, INC.
401(k) PLAN
Statements of Changes in Net Assets Available for Benefits
Years ended December 31, 2009 and 2008
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2009 |
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2008 |
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Additions: |
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Additions to net assets attributed to: |
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Investment income (loss): |
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Net appreciation (depreciation) in fair value of investments |
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$ |
165,584,819 |
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$ |
(304,709,998 |
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Interest and dividend income |
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23,562,797 |
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26,305,575 |
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Total investment income (loss) |
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189,147,616 |
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(278,404,423 |
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Contributions: |
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Employer |
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52,490,572 |
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24,646,320 |
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Participant |
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93,311,293 |
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92,228,582 |
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Rollovers |
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9,580,960 |
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95,031,745 |
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Total contributions |
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155,382,825 |
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211,906,647 |
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Total additions (reductions) |
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344,530,441 |
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(66,497,776 |
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Deductions: |
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Deductions from net assets attributed to: |
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Benefits paid to participants |
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48,475,903 |
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38,174,557 |
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Administrative expenses |
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185,355 |
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175,590 |
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Total deductions |
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48,661,258 |
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38,350,147 |
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Net increase (decrease) |
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295,869,183 |
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(104,847,923 |
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Net assets available for benefits: |
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Beginning of year |
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721,682,849 |
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826,530,772 |
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End of year |
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$ |
1,017,552,032 |
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$ |
721,682,849 |
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See accompanying notes to financial statements.
3
SAP AMERICA, INC.
401(k) PLAN
Notes to Financial Statements
The following description of SAP America, Inc. 401(k) Plan (the Plan) provides only general
information. Participants should refer to the Plan agreement for a complete description of the
Plan’s provisions.
The Plan is a defined contribution plan covering all employees of SAP America, Inc., SAP
International, Inc., SAP Labs, LLC, SAP Public Services, Inc., SAP Global Marketing,
Inc., SAP Government Support and Services, Inc., TomorrowNow, Inc., SAP Industries, Inc.,
SAP Governance Risk & Compliance, Inc., OutlookSoft Corporation, Business Objects
Americas, and Visiprise LLC (collectively, the Company or the Companies). There are no
minimum age or service requirements for employees to become eligible to participate in
the Plan. The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA). The Plan is also subject to certain provisions of the
Internal Revenue Code of 1986 (the Code). The Companies are subsidiaries of SAP AG (the
Parent Company or SAP).
Participants may contribute a portion of their eligible annual compensation, as defined
by the Plan, not to exceed $16,500 for 2009 and $15,500 for 2008. The Plan limits
eligible compensation to the amount prescribed by Section 401(a)(17) of the Code for
purposes of compensation reduction contributions and limits the amount of annual
additions to the amount prescribed by Section 415(c) of the Code. Participants direct the
investment of their contributions into various investment options offered by the Plan.
The Plan currently offers 21 mutual funds, one money market fund, the Parent Company’s
ADR Stock Fund and one common collective trust as investment options for participants.
During 2009, the Company matched 75% of the first 6% of eligible compensation that a
participant contributes to the Plan. During 2008, the Company matched 50% of the first
6% of eligible compensation that a participant contributes to the Plan. For purposes of
employer matching and employer discretionary contributions, the Company limited the
eligible compensation to $245,000 and $230,000 in 2009 and 2008, respectively. Employees
are permitted to make pre-tax and after-tax contributions of up to 25% of compensation.
Participants are permitted to make different contribution elections for (a) compensation
consisting of bonuses and commissions, and (b) all other wages. The matching employer
contribution is invested as directed by the participant.
Effective January 1, 2009, the Company elected to provide additional employer
contributions for certain employees who were
participants of the Company’s pension plan. The additional employer contribution
percentage ranges from 1% to 3% of eligible compensation based on the employee’s age and
years of service as of December 31, 2008. The contributions are subject to annual IRS
compensation and contribution limits.
Additional employer discretionary contributions may be contributed at the option of the
Company and are invested as directed by the participant. Employer discretionary
contributions were not made in 2009 or 2008. The employer discretionary contributions are
allocated to participants who, with respect to the plan year for which a contribution is
made, are employed by the Company on the last day of the plan year, have worked 1,000
hours in that year, and have elected a deferral contribution. The employer discretionary
contributions are allocated as an additional matching contribution.
(Continued)
4
The applicable dollar limits on pre-tax contributions allow individuals who have reached
age 50 by the end of the plan year, and who may no longer make pre-tax contributions
because of limitations imposed by the Code or the Plan, to make “catch-up contributions” for that year. Eligible
individuals may make “catch-up contributions” up to the lesser of (a) the individual’s
compensation for the year less any other deferrals, or (b) $5,500 for 2009 and $5,000 for
2008.
Assets of $6,771,400 and $88,976,093 in 2009 and 2008, respectively, were transferred
into the Plan due to various acquisitions and are included in rollovers on the Statements
of Changes in Net Assets Available for Benefits.
All employer and employee contributions made to the Plan on behalf of a participant will
be credited to the account established in that participant’s name. As of each valuation
date, each participant’s account, after taking into account any contributions made on
behalf of that participant and allocated to their account, is credited with
earnings/losses attributable to the participant’s chosen investments. The benefit to which
a participant is entitled is the benefit that can be provided from the participant’s
vested account. All amounts credited to the participant’s account are invested as directed
by the participant. All dividends, capital gain distributions, and other earnings received
on investment options are specifically credited to a participant’s account and are
immediately used to invest in additional shares of those investment options.
Participants are vested immediately in their contributions plus actual earnings/losses
thereon. Vesting in the employer contribution to their accounts is based on years of
service as defined in the Plan. A participant is 50% vested after two years of service and
100% vested after three years of service.
Forfeitures are first applied to pay administrative expenses and then to offset required
employer contributions. For the years ended December 31, 2009 and 2008, forfeitures of
$1,572,795 and $2,288,841, respectively, were used to pay administrative expenses and to
offset required employer contributions. At December 31, 2009 and 2008, forfeited nonvested
accounts totaled $577,825 and $1,071,042, respectively.
Participants may borrow up to a maximum of $50,000 or 50% of their vested account balance,
whichever is less. The majority of the Plan’s outstanding loans are secured by the vested
balance in the participant’s account with original terms of up to 60 months; however, a
longer term may be permitted in accordance with the Plan document. The loans bear interest
at rates which are commensurate with local prevailing rates as determined quarterly by the
Plan Administrator. A maximum of two loans with outstanding balances is permitted at any
time by each participant.
Upon termination of employment, a participant may elect to receive a distribution equal to
the value of the participant’s vested interest in their account in the form of a lump-sum
amount, agreed upon installments, or a life annuity with or without a survivor option.
Employees (other than 5% owners) who attain the age of 701/2 years will not be required to
commence minimum distributions until they terminate employment. Employees who are 5%
owners must commence minimum distributions by April 1st of the calendar year after they
attain the age of 701/2 years. Employees may elect withdrawals during employment subject to
the terms described in the Plan document.
(Continued)
5
| (2) |
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Summary of Significant Accounting Policies |
The following are the significant accounting policies followed by the Plan:
The accompanying financial statements are prepared on the accrual basis of accounting.
The preparation of financial statements in conformity with U.S. generally accepted
accounting principles (GAAP) requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ from those estimates.
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(c) |
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Investment Valuation and Income Recognition |
The Plan’s investments are stated at fair value with the exception of the Vanguard
Retirement Savings Trust (VRST), which is a common collective trust fund that is fully
invested in contracts deemed to be fully benefit-responsive, and stated at contract
value. The contract value is the relevant measure to the Plan because it is the amount
that is available for Plan benefits. Accordingly, investments as reflected in the
Statements of Net Assets Available for Benefits state the VRST at fair value, with a
corresponding adjustment to reflect the investment at contract value. Shares of
registered investment companies and the SAP ADR Stock Fund are valued at quoted market
prices, which represent the net asset value of shares held by the Plan at year-end.
Purchases and sales of securities are recorded on a trade-date basis. Dividends are
recorded on the ex-dividend date. Interest income is accrued when earned.
Participant loans are valued at cost, which approximates fair value.
Benefits are recorded when paid.
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(f) |
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Fully Benefit-Responsive Investment Contracts |
As
described in the Financial Accounting Standards Board (FASB)
Accounting Standards Code (ASC) Subtopic 946-210, Balance
Sheet, investment contracts
held by a defined contribution plan are required to be reported at fair value. However,
contract value is the relevant measurement, as contract value is the amount participants
will receive if they were to initiate permitted transactions under the terms of the Plan.
As required by ASC
Subtopic 946-210, the Statements of Net Assets Available for Benefits presents the
investment contracts at fair value with the adjustment from fair value to contract value.
The Statements of Changes in Net Assets Available for Benefits are prepared on a contract
value basis.
The investment in the VRST includes fully benefit-responsive investments stated at fair
value. Contract value is equal to principal balance plus accrued interest. There are no
reserves against contract value for credit risk of the contract issuer or otherwise. The
average yield and crediting interest rates for the VRST were 3.15% and 2.86%,
respectively, for 2009 and 3.67% and 3.38%, respectively, for 2008. The crediting
interest rate is based on a formula agreed upon with the issuer. Certain events limit the
ability of the Plan to transact at contract value with the issuer. Such events include
the following: (i) amendments to the Plan documents (including complete or partial plan
termination or merger with another plan); (ii) changes to the Plan’s prohibition on
competing investment options or deletion of equity wash provisions; (iii) bankruptcy of
the Plan Sponsor or other Plan Sponsor events (e.g., divestitures or spin-offs of a
subsidiary) which cause a significant withdrawal from the Plan, or (iv) the failure of
the trust to qualify for exemption from federal income taxes or any required prohibited
transaction exemption under ERISA. The Plan Administrator does not believe that any such
event that would limit the Plan’s ability to transact at contract value with participants
is probable of occurring.
(Continued)
6
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(g) |
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Recently Issued Accounting Standards |
In January 2010, the FASB issued an Accounting Standard Codification Update for improving disclosures about
fair value measurements. This update requires companies to disclose, and provide the reasons for, all
transfers of assets and liabilities between the Level 1 and 2 fair value categories. It also clarifies that
companies should provide fair value measurement disclosures for classes of assets and liabilities which are
subsets of line items within the Statements of Net Assets Available for Benefits, if necessary. In addition, the update
clarifies that companies are required to provide disclosures about the fair value techniques and inputs for
assets and liabilities classified within Level 2 or 3 categories. The disclosure requirements prescribed by
this update are effective for fiscal years beginning after December 31, 2009 or the year ending December 31,
2010 for the Plan. This update also requires companies to reconcile changes in Level 3 assets and liabilities
by separately providing information about Level 3 purchases, sales, issuances and settlements on a gross
basis. This provision of this update is effective for fiscal years beginning after December 15, 2010 or the
year ending December 31, 2011 for the Plan. The adoption of this update is not expected to materially impact
the Plan’s fair value measurement disclosures.
In September 2009, the FASB issued an Accounting Standard Codification Update for fair value measurements and
disclosures related to investments in certain entities that calculate net asset value per share or its
equivalent. The update permits, as a practical expedient, a reporting entity to measure the fair value of an
investment that is within the scope of the amendments in this update on the basis of the net asset value per
share of the investment (or its equivalent) if the net asset value of the investment (or its equivalent) is
calculated in a manner consistent with the measurement principles of this update as of the reporting entity’s
measurement date. The update also requires disclosures by major category of investment about the attributes of
investments within the scope of the update. The update is effective for annual periods ending after
December 15, 2009. The adoption of this update did not have a material impact on the Plan’s financial
statements as of December 31, 2009.
In June 2009, the FASB issued the ASC establishing the Codification as the single source of authoritative
nongovernmental GAAP. The Codification did not change current
GAAP, but was intended to simplify user access to all authoritative GAAP by providing all the authoritative
literature related to a particular topic in one place. Rules and interpretive releases of the Securities and
Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP
for SEC registrants. On the effective date of the Codification, all existing accounting standard documents
were superseded and all other accounting literature not included in the Codification was considered
nonauthoritative, other than guidance issued by the SEC. The Codification was effective for annual reporting
periods ending after September 15, 2009. The adoption of the Codification did not have a material impact on
the Plan’s financial statements as of December 31, 2009.
In April 2009, the FASB issued standards for determining fair value when the volume and level of activity for
the asset or liability have significantly decreased and for identifying transactions that are not orderly. The
standards were effective prospectively for annual reporting periods ending after June 15, 2009. The
application of the provisions of these standards did not have a material impact on the Plan’s financial statements as of December 31, 2009.
(Continued)
7
| (3) |
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Fair Value Measurements |
The
Plan adopted FASB ASC Topic 820, Fair Value
Measurements and Disclosures, effective January 1, 2008. FASB ASC Topic 820 defines fair value as the price
that would be received to sell an asset, or paid to transfer a liability, in an orderly
transaction between market participants at the measurement date and establishes a framework
for measuring fair value. It establishes a three-level hierarchy for fair value measurements
based upon the transparency of inputs to the valuation of an asset or liability as of the
measurement date.
Valuation Hierarchy
A financial instrument’s categorization within the valuation hierarchy is based upon the
lowest level of input that is significant to the fair value measurement. The three levels of
the fair value hierarchy under FASB ASC Topic 820 are described as follows:
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Level 1
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Inputs to the valuation methodology are quoted prices (unadjusted) for identical
assets or liabilities in active markets. Level 1 assets and liabilities include
Registered investment companies (Mutual funds), money market funds
and common stocks. |
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Level 2
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Observable inputs other than Level 1 prices, for example, quoted prices for
similar assets and liabilities in the active market, quoted prices for identical or
similar assets or liabilities in markets that are not active, and inputs that are
observable or can be corroborated, either directly or indirectly, for substantially the
full term of the financial instrument. Level 2 assets and liabilities include items that
are traded less frequently than exchange traded securities and whose model inputs are
observable in the market or can be corroborated by market observable data. Examples in
this category are common collective trust funds. |
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Level 3
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Inputs to the valuation methodology are unobservable and significant to the fair
value measurement. These unobservable inputs reflect the Plan’s own assumptions about the
market that participants would use to price an asset based on the best information
available in the circumstances. |
Valuation Methodologies
Following is a description of the valuation methodologies used for instruments measured at
fair value.
Registered Investment Companies: Mutual funds are valued at the net asset value (NAV) on a
market exchange. Each fund’s NAV is calculated as of the close of business of the New York
Stock Exchange (NYSE) and National Association of Securities Dealers Automated Quotations
(NASDAQ).
SAP ADR Stock Fund: The stock fund includes the Company’s common stock and is valued at the
closing price reported in the active market in which the individual securities are traded.
Common Collective Trust Funds: There are no readily available market quotations for a fund.
The fund’s fair value is based on securities in the portfolio which typically is the amount
which the fund might reasonably expect to receive for the security upon a current sale. These
funds are either valued on a daily or monthly basis.
The preceding methods described 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 and assumptions to determine the fair value
of certain financial instruments could result in a different fair value measurement at the
reporting date.
(Continued)
8
The following table summarizes, by level within the fair value hierarchy, the Plan’s
investment assets at fair value as of December 31, 2009. As
required by FASB ASC Topic 820, assets are
classified in their entirety based on the lowest level of input that is significant to the
fair value measurement.
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Fair Value Measurements Using Input Levels: |
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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 |
|
$ |
900,552,557 |
|
|
$ |
— |
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$ |
— |
|
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$ |
900,552,557 |
|
Money Market Fund |
|
|
829,909 |
|
|
|
— |
|
|
|
— |
|
|
|
829,909 |
|
SAP ADR Stock Fund |
|
|
— |
|
|
|
14,356,888 |
|
|
|
— |
|
|
|
14,356,888 |
|
Common Collective
Trust Fund |
|
|
— |
|
|
|
87,022,983 |
|
|
|
— |
|
|
|
87,022,983 |
|
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Total investments
measured at fair
value |
|
$ |
901,382,466 |
|
|
$ |
101,379,871 |
|
|
$ |
— |
|
|
$ |
1,002,762,337 |
|
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The Plan has $87,022,983 of investments in alternative investment funds which are reported at
fair value and has concluded that the net asset value reported by the underlying funds
approximates the fair value of the investments. These investments are redeemable at net asset
value under agreements with the underlying funds. However, it is possible that these
redemption rights may be restricted or eliminated by the funds in the future in accordance
with the underlying fund agreements. Due to the nature of the investments held by the funds,
changes in market conditions and the economic environment may significantly impact the net
asset value of the funds and, consequently, the fair value of the Plan’s interest in the
funds. Furthermore, changes to the liquidity provisions of the funds may significantly impact
the fair value of the Plan’s interest in the funds.
The following presents investments that represent 5% or more of the Plan’s net assets:
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December 31 |
|
| |
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2009 |
|
|
2008 |
|
| |
Vanguard Wellington Fund |
|
$ |
281,524,026 |
|
|
$ |
209,176,533 |
|
Vanguard 500 Index Fund |
|
|
107,637,446 |
|
|
|
70,983,403 |
|
Vanguard Retirement Savings Trust |
|
|
87,022,983 |
|
|
|
75,697,267 |
|
Vanguard International Growth Fund |
|
|
81,121,765 |
|
|
|
43,596,664 |
|
Vanguard Windsor II Fund |
|
|
68,768,021 |
|
|
|
51,146,576 |
|
Vanguard Total Bond Market Index Fund |
|
|
66,285,107 |
|
|
|
56,136,660 |
|
Vanguard Global Equity Fund |
|
|
54,616,160 |
|
|
|
— |
* |
| |
|
|
| |
|
* Balance does not exceed 5% or more of the Plan’s net assets. |
During 2009 and 2008, the Plan’s investments, including gains and losses on investments bought
and sold, as well as held during the year, appreciated/(depreciated) in fair value as follows:
| |
|
|
|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
| |
Mutual Funds |
|
$ |
162,088,248 |
|
|
$ |
(301,197,767 |
) |
SAP ADR Stock Fund |
|
|
3,496,571 |
|
|
|
(3,512,231 |
) |
|
|
|
|
|
|
|
|
|
$ |
165,584,819 |
|
|
$ |
(304,709,998 |
) |
|
|
|
|
|
|
|
(Continued)
9
| (5) |
|
Related-Party Transactions |
Certain Plan investments are shares of mutual funds or a common collective trust fund managed
by an affiliate of Vanguard Fiduciary Trust Company. Vanguard Fiduciary Trust Company is the
Trustee as defined by the Plan (Plan Trustee) and, therefore, these transactions qualify as
party-in-interest transactions. All fees for the investment management services are paid by
the Company. The Company may be reimbursed for reasonable Plan expenses paid by the Company on
behalf of the Plan, provided the Company advises the Plan Trustee of the liability owed to the
Company. Additionally, participants can invest in the Parent Company’s ADR Stock Fund. The
Parent Company is a related party.
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to amend, modify, or terminate the Plan subject
to the provisions of ERISA. In the event of Plan termination, participants would become 100%
vested in their employer contributions.
On June 23, 2008, the Internal Revenue Service issued a favorable determination letter to the
Company indicating that the Plan, as amended and restated as of January 1, 2002, remains in
compliance with the applicable provisions of the Code and the regulations thereunder. The Plan
has been amended since January 1, 2002; however, the Plan Administrator and the Plan’s counsel
believe that the Plan, both in form and in operation, remains in compliance with applicable
provisions of the Code and the regulations thereunder.
| (8) |
|
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
Net Assets Available for Benefits.
10
Schedule 1
SAP AMERICA, INC.
401(k) PLAN
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)
December 31, 2009
| |
|
|
|
|
|
|
|
|
| Identity of issue, borrower, lessor, or |
|
|
|
|
|
| similar party |
|
Description of investment and loans |
|
Current value |
|
| |
(*) |
|
Vanguard Funds: |
|
|
|
|
|
|
|
|
Wellington |
|
Registered investment company |
|
$ |
281,524,026 |
|
|
|
500
Index |
|
Registered investment company |
|
|
107,637,446 |
|
|
|
International
Growth |
|
Registered investment company |
|
|
81,121,765 |
|
|
|
Windsor
II |
|
Registered investment company |
|
|
68,768,021 |
|
|
|
Total
Bond Market Index |
|
Registered investment company |
|
|
66,285,107 |
|
|
|
Global
Equity |
|
Registered investment company |
|
|
54,616,160 |
|
|
|
Strategic
Equity |
|
Registered investment company |
|
|
48,145,314 |
|
|
|
Explorer |
|
Registered investment company |
|
|
42,908,553 |
|
|
|
Target
Retirement 2035 |
|
Registered investment company |
|
|
23,160,543 |
|
|
|
Target
Retirement 2030 |
|
Registered investment company |
|
|
23,041,017 |
|
|
|
Morgan
Growth |
|
Registered investment company |
|
|
22,926,743 |
|
|
|
Target
Retirement 2025 |
|
Registered investment company |
|
|
19,737,112 |
|
|
|
U.S.
Growth |
|
Registered investment company |
|
|
15,624,953 |
|
|
|
Target
Retirement 2020 |
|
Registered investment company |
|
|
13,045,932 |
|
|
|
Target
Retirement 2015 |
|
Registered investment company |
|
|
9,591,988 |
|
|
|
Target
Retirement 2040 |
|
Registered investment company |
|
|
9,292,468 |
|
|
|
Target
Retirement 2010 |
|
Registered investment company |
|
|
3,765,539 |
|
|
|
Target
Retirement 2045 |
|
Registered investment company |
|
|
3,610,865 |
|
|
|
Target
Retirement Income |
|
Registered investment company |
|
|
2,471,196 |
|
|
|
Target
Retirement 2050 |
|
Registered investment company |
|
|
2,207,012 |
|
|
|
Target
Retirement 2005 |
|
Registered investment company |
|
|
1,070,797 |
|
|
|
|
|
|
|
|
|
|
(*) |
|
Vanguard Prime Money Market Fund |
|
Interest-bearing cash account |
|
|
829,909 |
|
|
|
|
|
|
|
|
|
|
(*) (**) |
|
Vanguard Retirement Savings Trust |
|
Common collective trust |
|
|
87,022,983 |
|
|
|
|
|
|
|
|
|
|
(*) |
|
SAP ADR Stock Fund |
|
American depository receipts |
|
|
14,356,888 |
|
|
|
|
|
|
|
|
|
|
(*) |
|
Participant loans |
|
Participant loans bearing interest at |
|
|
|
|
|
|
|
|
rates ranging from 4% to 10.5% |
|
|
|
|
|
|
|
|
due through the year 2019. |
|
|
11,078,749 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,013,841,086 |
|
|
|
|
|
|
|
|
|
| |
|
|
| (*) |
|
Denotes party-in-interest. |
| |
| (**) |
|
Represents the fair value. The contract value as of December 31, 2009 was $85,291,564 for the Vanguard Retirement Savings Trust. |
See accompanying Report of Independent Registered Public Accounting Firm.
11
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Plan
Administrator has duly caused this Annual Report to be signed on the SAP America, Inc. 401(k)
Plan’s behalf by the undersigned hereunto duly authorized.
SAP America, Inc. 401(k) Plan
| |
|
|
|
|
By:
|
|
/s/ Frank Reing
|
|
|
|
|
Frank Reing |
|
|
|
|
Plan Administrator |
|
|
Date: June 25, 2010
II-1
Exhibit Index
| |
|
|
|
|
| Exhibit No. |
|
Description |
| |
|
|
|
|
| |
23.1 |
|
|
Consent of Independent Registered Public Accounting Firm |
II-2