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RYDER SYSTEM INC — Annual Report 2012
May 29, 2012
30770_rns_2012-05-29_06638722-fa66-402b-946e-5d3c1ff3e928.zip
Annual Report
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11-K 1 d359424d11k.htm 11-K 11-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2011
OR
¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to .
Commission file number: 1-4364
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
Ryder System, Inc.
11690 NW 105 Street
Miami, Florida 33178
REQUIRED INFORMATION
| FINANCIAL STATEMENTS & SUPPLEMENTAL SCHEDULE | |
| Report of Independent Registered Certified Public Accounting Firm PricewaterhouseCoopers LLP | 2 |
| Statements of Net Assets Available for Plan Benefits December | |
| 31, 2011 and 2010 | 3 |
| Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 2011 and 2010 | 4 |
| Notes to Financial Statements | 5 |
| Supplemental Schedule*: Form 5500, Schedule H, Line 4i: | |
| Schedule of Assets (Held at End of Year) | |
| December 31, 2011 | 17 |
| Signature | 26 |
| EXHIBIT | |
| Exhibit Index | 27 |
| Consent of Independent Registered Certified Public Accounting Firm PricewaterhouseCoopers | |
| LLP | 28 |
- Other supplemental schedules required by Section 2520-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under Employee Income Security Act of 1974 have been omitted because they are not applicable.
1
Report of Independent Registered Certified Public Accounting Firm
To the Participants and Administrator of
Ryder System, Inc. 401(k) Savings Plan:
In our opinion, the accompanying statements of net assets available for plan benefits and the related statements of changes in net assets available for plan benefits present fairly, in all material respects, the net assets available for plan benefits of Ryder System Inc. 401 (k) Savings Plan (the Plan) at December 31, 2011 and December 31, 2010, and the changes in net assets available for plan benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule of Assets (Held at end of Year) 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. This 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/ PricewaterhouseCoopers LLP Miami, Florida May 25, 2012
2
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
| December 31, — 2011 | 2010 | |||
|---|---|---|---|---|
| Assets | ||||
| Investments (at fair value): | ||||
| Mutual funds | $ 371,671,368 | $ | 390,031,593 | |
| Investment contracts | 177,447,841 | 177,908,029 | ||
| Common collective trusts | 118,123,373 | 103,971,741 | ||
| Ryder System, Inc. common stock fund | 81,861,984 | 81,055,963 | ||
| Short-term money market instruments | 5,427,521 | 1,200,818 | ||
| Wrapper contracts | 289,660 | 403,193 | ||
| Total investments | 754,821,747 | 754,571,337 | ||
| Receivables: | ||||
| Notes receivable from participants | 28,297,779 | 28,688,180 | ||
| Employer contributions | 379,402 | 350,350 | ||
| Participant contributions | 276,713 | 256,319 | ||
| Other receivables | 39,765 | 49,966 | ||
| Total receivables | 28,993,659 | 29,344,815 | ||
| Total assets | 783,815,406 | 783,916,152 | ||
| Liabilities | ||||
| Other payables | 137,186 | 148,108 | ||
| Total liabilities | 137,186 | 148,108 | ||
| Net assets available for plan benefits (at fair value) | $ 783,678,220 | $ | 783,768,044 | |
| Adjustment from fair value to contract value for fully benefit-responsive investment contracts | (3,884,754 | ) | (4,293,308 | ) |
| Net assets available for plan benefits (at contract value) | $ 779,793,466 | $ | 779,474,736 |
The accompanying notes are an integral part of these financial statements.
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RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
| Years ended December 31, — 2011 | 2010 | ||
|---|---|---|---|
| Additions to net assets attributed to: | |||
| Investment income: | |||
| Net (depreciation) appreciation in value of investments | $ (10,615,891 | ) | $ 79,261,976 |
| Dividends | 7,924,198 | 4,302,205 | |
| Interest | 3,588,638 | 4,462,183 | |
| Net investment income | 896,945 | 88,026,364 | |
| Interest income on notes receivable from participants | 1,046,326 | 1,241,729 | |
| Contributions: | |||
| Employer | 23,485,103 | 20,327,572 | |
| Participants | 36,899,646 | 33,513,933 | |
| Participant rollovers | 8,814,899 | 2,082,526 | |
| Total contributions | 69,199,648 | 55,924,031 | |
| Total additions | 71,142,919 | 145,192,124 | |
| Deductions from net assets attributed to: | |||
| Benefits paid to plan participants | 69,576,233 | 70,675,394 | |
| Administrative expenses | 1,247,956 | 1,154,550 | |
| Total deductions | 70,824,189 | 71,829,944 | |
| Net increase | 318,730 | 73,362,180 | |
| Net assets available for plan benefits: | |||
| Beginning of year | 779,474,736 | 706,112,556 | |
| End of year | $ 779,793,466 | $ 779,474,736 |
The accompanying notes are an integral part of these financial statements.
4
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- Description of Plan
The following description of the Ryder System, Inc. 401(k) Savings Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more comprehensive description of the Plans provisions.
General
The Plan, established January 1, 1993, is a defined contribution plan and, as such, is subject to some, but not all, of the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). It is excluded from coverage under Title IV of ERISA, which generally provides for guaranty and insurance of retirement benefits; and it is not subject to the funding requirements of Title I of ERISA. The Plan is, however, subject to those provisions of Title I and II of ERISA which, among other things, require that each participant be furnished with an annual financial report and a comprehensive description of the participant's rights under the Plan, set minimum standards of responsibility applicable to fiduciaries of the Plan, and establish minimum standards for participation and vesting.
The Plan Administrator is the Ryder System, Inc. Retirement Committee. The Plans trustee and recordkeeper are Fidelity Management Trust Co. and Fidelity Investments Institutional Operations Company, respectively.
Eligibility
Participation in the Plan is voluntary. In general, all employees on the domestic payroll of Ryder System, Inc. (Company) and its subsidiaries that have adopted the Plan are immediately eligible to participate in the Plan. However, the following employees or classes of employees are not eligible to participate: (a) an employee who is in a unit of employees represented by a collective bargaining agent is excluded from participation in the Plan unless the unit has negotiated coverage under the Plan; (b) employees eligible to participate under another Company sponsored qualified savings plan; and (c) leased employees.
Contributions
Participant Contributions
Participants may elect to contribute pre-tax dollars to the Plan by having their compensation reduced by a maximum of the lesser of: a) 50% of compensation, depending on an individual's annual salary level, b) IRS limit of $16,500 for both 2011 and 2010 or c) such other amount as shall be determined by the Companys Retirement Committee from time to time. Additionally, participants may elect to make after-tax contributions to the Plan.
Participants who reach age 50 during the calendar year may be eligible to make catch-up contributions up to $5,500 in addition to the IRS limit of $16,500 for the years ended December 31, 2011 and 2010. Participants can also elect a direct rollover of an existing balance from a tax-qualified retirement or savings plan into the Plan. Participants may elect to contribute to any of twenty-three investment options and may direct the recordkeeper to transfer among investment options on a daily basis.
5
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
Employer Contributions
If a participant meets certain requirements related to employment date, age and service hours, the Company may contribute to the participants account. Company contributions are invested in the investment options in the same allocation percentages as each participants contributions.
Beginning January 1, 2008, salaried and non-salaried employees, other than field hourly employees of Ryder Integrated Logistics, Inc. (RIL), a wholly-owned subsidiary of the Company, that are not grandfathered into the Ryder System, Inc. Retirement Plan are eligible for an enhanced benefit. The enhanced benefit under the Plan provides for: (a) Company contributions equal to 3% of eligible pay, even if employees do not make contributions to the Plan and (b) a 50% Company match of participant contributions of up to 5% of eligible pay, subject to IRS limits upon meeting eligibility requirements.
On January 1, 2011, the Plan was amended to include employees acquired through the Total Logistic Control (TLC) acquisition, which was completed on December 31, 2010. Acquired TLC employees will be eligible to participate in the Plan and will be deemed to have met the requirements to be immediately eligible to receive employer matching contributions. The acquired TLC hourly employees will be eligible to receive: a) a 100% Company match of participant contributions up to 4% of eligible pay and b) a 50% Company match of participant contributions of the next 2% of eligible pay. The acquired salaried TLC employees will be eligible to receive the enhanced benefit available under the Plan. All acquired TLC employees will be fully vested in the employer matching contributions.
On January 29, 2011, the Plan was amended to include a group of employees (STS/FMS employees) acquired through the Scully Transportation Services, Inc. acquisition which was completed on January 28, 2011. Acquired STS/FMS employees will be eligible to participate in the Plan and will be credited with service earned while employed by the Scully companies. Once eligibility for employer matching contributions has been met, this group of employees will be eligible to receive the enhanced benefit (defined above). Additionally, the Plan was amended on July 1, 2011 to include employees (SDS/DCC employees) acquired through the Scully Distribution Services, Inc. acquisition. Acquired SDS/DCC employees will be eligible to participate in the Plan and will be credited with service earned while employed by the Scully companies. Once eligibility for employer matching contribution has been met, this group of employees will be eligible to receive a 30% Company match of participant contributions up to 5% of eligible pay.
The Company may make a discretionary contribution for salaried and non-salaried employees, other than RIL employees. This discretionary contribution is based on the Companys attainment of specified performance goals. Company contributions will be for the benefit of those participants who meet eligibility requirements as defined by the Companys Retirement Committee. For the years ended December 31, 2011 and 2010, the Company did not make any discretionary contributions.
For field hourly employees of RIL, the Company will make a basic contribution of $400 pro-rated on an annual basis, whether or not the employee contributes to the Plan. If the employee contributes to the Plan, in addition to the basic contribution, the Company will match the first $300 at 100% and match the next $800 at 50%.
Participant Accounts
Each participants account is credited with the participants contribution and with allocations of: (a) the Companys contribution and, (b) Plan earnings, and charged with an allocation of administrative expenses. Expenses are generally allocated evenly across all eligible accounts. Earnings are currently allocated on a
6
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
daily basis. The benefit for a participant is the benefit that can be provided from the participants vested account. Participants forfeit the nonvested portion of their accounts in the Plan upon termination of employment with the Company. Forfeited balances of terminated participants nonvested accounts are used to reduce future Company contributions. In 2011 and 2010, employer contributions were reduced by $781,487 and $953,086, respectively, from forfeited nonvested accounts. At December 31, 2011 and 2010, forfeited nonvested accounts available to reduce future employer contributions totaled $13,084 and $141, respectively.
Vesting
Participants are immediately vested in their contributions plus earnings thereon. Upon completion of two years of service, participants vest 25% in the Company contributions and the earnings attributable to such contributions and 25% upon completion of each year thereafter until they are fully vested. Participants will also become fully vested in Company contributions and the earnings attributable to such contributions when they reach age 65, become permanently disabled or upon death while employed by the Company. RIL field hourly employees basic company contributions and the match on the first $300 of participant contributions are immediately fully vested.
Notes Receivable from Participants
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participants account and accrue interest at a fixed rate which is comparable to those of most major lending institutions. Interest rates vary depending on the current prime interest rate. Principal and interest is paid ratably through payroll deductions. All principal and interest payments are allocated to the Plan's investment funds based on the participant's investment elections at the time of payment. Loans which are granted and repaid in compliance with the Plan provisions will not be considered distributions to the participant for tax purposes.
Benefits Paid
On termination of service, if a participants account balance is greater than $1,000, a participant's account is distributed to the participant in the form of a single lump-sum payment upon receipt of participants consent. Terminated participants whose account balance is less than $1,000 receive automatic distributions. As of December 31, 2011 and 2010, there were no automatic distributions pending. Participants may request a withdrawal of all or a portion of their elective contribution account balance if they can demonstrate financial hardship as defined by the Plan. Such amounts will be considered distributions to the participant for income tax purposes.
- Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared on the accrual basis of accounting. Certain prior year amounts have been reclassified to conform to the current year presentation.
Accounting guidance requires investment contracts held by a defined-contribution plan to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were able to initiate permitted transactions under the terms of the plan. Accordingly, the Statement of Net Assets Available for Plan Benefits presents the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Plan Benefits is prepared on a contract value basis.
7
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the Plan Administrator to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions are subject to inherent uncertainties, which may result in actual amounts differing from reported amounts.
Investment Valuation and Income Recognition
Purchases and sales of securities are recorded on a trade-date basis. The Plan presents in the Statements of Changes in Net Assets Available for Plan Benefits the net appreciation (depreciation) in the fair value of its investments which consists of the related gains (losses) and the unrealized appreciation (depreciation) on those investments. Dividends on mutual funds and Ryder System, Inc. common stock are recorded on the record date. Interest income is recorded on the accrual basis.
Notes Receivable from Participants
Notes Receivable from Participants are stated at the outstanding principal balance of the loan plus accrued interest, which approximates fair value.
Payment of Benefits
Benefits are recorded when paid.
Recent Accounting Pronouncements
In May 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2011-04, which amends Accounting Standard Codification (ASC) Topic 820, Fair Value Measurements and Disclosures, to result in common fair value measurements and disclosures between accounting principles generally accepted in the United States of America and International Financial Reporting Standards. The amendments explain how to measure fair value. They do not require additional fair value measurements and are not intended to establish valuation standards or affect valuation practices outside of financial reporting. The amendments change the wording used to describe fair value measurement requirements and disclosures, but often do not result in a change in the application of current guidance. Certain amendments clarify the intent about the application of existing fair value measurement requirements, while certain other amendments change a principle or requirement for fair value measurement or disclosure. This guidance is effective for the Plan's financial statements for the year ended December 31, 2012. The Plan does not anticipate that the adoption of this guidance will have an impact on the Plans financial statements.
8
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- Fair Value Measurements
The Plan defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Accounting guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of the fair value hierarchy are as follows:
| Level 1 | Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Plan has the ability to access at the measurement date. An active market for the asset or
liability is a market in which the transaction for the asset or liability occurs with sufficient frequency and volume to provide pricing information on an ongoing basis. |
| --- | --- |
| Level 2 | Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted market prices in markets that are not active; or model-derived valuations
or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. |
| Level 3 | Unobservable inputs for the asset or liability. These inputs reflect the Plans own assumption about the assumptions a market participant would use in pricing the asset or
liability. |
The assets fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The Plans policy is to recognize significant transfers between levels at the end of the reporting period. There have been no changes in the methodologies at December 31, 2011 and 2010.
9
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
The following tables present the Plan assets that are measured at fair value, on a recurring basis, and the levels of inputs used to measure fair value:
| Fair Value Measurements | ||||
|---|---|---|---|---|
| At December 31, 2011 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Description | ||||
| Mutual funds: | ||||
| Growth funds | $ 246,674,279 | | | $ 246,674,279 |
| International growth funds | 44,530,659 | | | 44,530,659 |
| Index funds | 35,399,865 | | | 35,399,865 |
| Fixed income funds | 45,066,565 | | | 45,066,565 |
| 371,671,368 | | | 371,671,368 | |
| Synthetic guaranteed investment contracts: | ||||
| Investment contracts | 462,330 | 176,857,171 | 128,340 | 177,447,841 |
| Wrapper contracts | | | 289,660 | 289,660 |
| 462,330 | 176,857,171 | 418,000 | 177,737,501 | |
| Common collective trusts | | 118,123,373 | | 118,123,373 |
| Ryder System, Inc. common stock fund | | 81,861,984 | | 81,861,984 |
| Short-term money market instruments | 5,427,521 | | | 5,427,521 |
| Total investments at fair value | $ 377,561,219 | 376,842,528 | 418,000 | $ 754,821,747 |
| Fair Value Measurements | ||||
| At December 31, 2010 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Description | ||||
| Mutual funds: | ||||
| Growth funds | $ 261,907,816 | | | $ 261,907,816 |
| International growth funds | 54,879,525 | | | 54,879,525 |
| Index funds | 35,080,488 | | | 35,080,488 |
| Fixed income funds | 38,163,764 | | | 38,163,764 |
| 390,031,593 | | | 390,031,593 | |
| Synthetic guaranteed investment contracts: | ||||
| Investment contracts | 2,234,184 | 175,381,785 | 292,060 | 177,908,029 |
| Wrapper contracts | | | 403,193 | 403,193 |
| 2,234,184 | 175,381,785 | 695,253 | 178,311,222 | |
| Common collective trusts | | 103,971,741 | | 103,971,741 |
| Ryder System, Inc. common stock fund | | 81,055,963 | | 81,055,963 |
| Short-term money market instruments | 1,200,818 | | | 1,200,818 |
| Total investments at fair value | $ 393,466,595 | 360,409,489 | 695,253 | $ 754,571,337 |
10
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
For the year ended December 31, 2011, there were no significant transfers in or out of Levels 1 and 2.
The following tables set forth a summary of the changes in the fair value of the Plans Level 3 assets for the years ended December 31, 2011 and 2010:
| December 31, 2011 | ||||||
|---|---|---|---|---|---|---|
| Investment | Wrapper | |||||
| Contracts | Contracts | Total | ||||
| Beginning balance at January 1, 2011 | $ 292,060 | 403,193 | $ | 695,253 | ||
| Unrealized gains(losses) relating to instruments held at December 31, 2011 | 4,130 | (113,533 | ) | (109,403 | ) | |
| Sales | (21,997 | ) | | (21,997 | ) | |
| Net transfers out of Level 3 | (145,853 | ) | | (145,853 | ) | |
| Ending balance at December 31, 2011 | $ 128,340 | 289,660 | $ | 418,000 | ||
| December 31, 2010 | ||||||
| Investment | Wrapper | |||||
| Contracts | Contracts | Total | ||||
| Beginning balance at January 1, 2010 | $ 617,365 | 219,781 | $ | 837,146 | ||
| Unrealized losses relating to instruments held at December 31, 2010 | | 183,412 | 183,412 | |||
| Sales | (241,614 | ) | | (241,614 | ) | |
| Net transfers out of Level 3 | (83,691 | ) | | (83,691 | ) | |
| Ending balance at December 31, 2010 | $ 292,060 | 403,193 | $ | 695,253 |
Gains and losses (realized and unrealized) included in changes in net assets for the period above are reported in net appreciation in fair value of investments in the Statement of Changes in Net Assets Available for Plan Benefits.
The following is a description of the valuation methodologies used as well as the level of input used to measure fair value.
Short-term money market instruments: are stated at cost, which approximates fair value. The short-term money market instruments are invested in the Fidelity Interest Income Fund, which is a stable value fund that provides a daily net asset value (NAV). The fund invests in money market funds to provide daily liquidity. Fair value is based on a daily NAV that can be validated with a sufficient level of observable activity (i.e. purchases and sales at NAV) and were therefore classified within Level 1 of the fair value hierarchy.
Synthetic guaranteed investment contracts (GICs): are stated at fair value. The fair value of GICs is calculated based on the market values of the underlying securities. A synthetic GIC is comprised of two components, an underlying investment contract and a wrapper contract. Wrapper contracts generally change the investment characteristics of underlying securities to those of guaranteed investment contracts. The wrapper contracts provide that benefit-responsive distributions for specific underlying securities may
11
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
be withdrawn at contract or face value. Benefit-responsive distributions are generally defined as a withdrawal due to a participants retirement, disability or death, or participant-directed transfers, in accordance with the terms of the Plan.
The investment contract includes a variety of investment grade government and corporate debt securities and cash. The cash is classified within Level 1 of the fair value hierarchy. The government and corporate debt securities are not actively traded and fair values are estimated using bids provided by brokers, dealers or quoted prices of similar securities with similar characteristics or pricing models and have been classified within Level 2 of the fair value hierarchy. The fair value of certain mortgage related securities have been adjusted based on certain security price validations and reviews based on unobservable inputs and therefore were classified within Level 3 of the fair value hierarchy.
Ryder System, Inc. common stock fund : the fund invests primarily in Ryder System, Inc. common stock, which is traded on the New York Stock Exchange (NYSE) under the ticker symbol (R) and is valued at its quoted market price at the daily close of the NYSE. A small portion of the fund is invested in short-term money market instruments. The money market portion of the fund provides liquidity, which enables the Plan participants to transfer money daily among all investment choices. The Ryder System, Inc. common stock fund is valued at the unit prices established by the funds sponsor based on the fair value of the assets underlying the funds. Since the units of the fund are not actively traded, the fair value measurement has been classified within Level 2 of the fair value hierarchy.
Mutual funds: valued at quoted market prices, which represent the net asset value of the shares held in such funds. Each of these funds is considered an open ended mutual fund and are valued using a market approach. Fair value is based on a daily NAV that can be validated with a sufficient level of observable activity (i.e. purchases and sales at NAV) and therefore the mutual funds have been classified within Level 1 of the fair value hierarchy.
Common collective trusts: valued at the net asset value per unit as determined by the collective trust as of the valuation date, which approximates fair value. Each fund consists of a commingled trust that invests in a diversified portfolio of equity index, fixed income index and/or short-term products. The funds fair value is measured as the fair value of the ownership interest in the fund. Since the units of the trusts are not actively traded, the fair value measurements have been classified within Level 2 of the fair value hierarchy.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
12
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- Investments
The Plan held the following individual investments whose aggregate fair value equaled or exceeded 5% of the Plan's net assets at December 31, 2011 and 2010:
| 2011 | 2010 | |
|---|---|---|
| Ryder System, Inc. common stock fund, 1,524,937 and 1,524,474 shares, respectively | $ 81,861,984 | $ 81,055,963 |
| Spartan US Bond Index Fund, 3,825,685 shares (1) | 45,066,565 | |
| Fidelity Contrafund, 1,150,161 and 1,245,591 shares, respectively | 77,589,869 | 84,363,852 |
| JP Morgan Equity Income Select Fund, 4,844,799 shares (1) | 45,347,322 | |
| Fidelity Growth Company Fund, 1,355,301 and 1,357,042 shares, respectively | 109,630,274 | 112,838,050 |
| MSF Institutional International Equity Fund, 2,661,630 shares (1) | 42,373,148 | |
| Fidelity Equity Income Fund, 3 and 1,139,321 shares, respectively | 114 | 50,426,346 |
| Fidelity Diversified International Fund, 1,759,254 shares (2) | | 53,041,511 |
(1) Investment was not held at December 31, 2010.
(2) Investment was not held at December 31, 2011.
During the years ended December 31, 2011 and 2010, the Plans investments (including gains (losses) on investments bought and sold, as well as held during the year) appreciated in value as follows:
| Mutual funds | 2011 — $ (14,172,106 | ) | 2010 — $ 48,567,580 |
|---|---|---|---|
| Common collective trusts | (210,386 | ) | 10,859,581 |
| Ryder System, Inc. common stock fund | 3,766,601 | 19,834,815 | |
| $ (10,615,891 | ) | $ 79,261,976 |
- Investment Contracts with Insurance Companies
The Interest Income Fund, one of the Plans investment options, may be invested in short-term money market instruments and in fully benefit-responsive synthetic guaranteed investment contracts with various insurance companies, banks, and financial institutions. The fund is credited with earnings on the underlying investments and charged for participant withdrawals and administrative expenses. The guaranteed investment contract issuer is contractually obligated to repay the principal and a specified interest rate that is guaranteed to the Plan.
As described in Note 2, because the guaranteed investment contracts are fully benefit-responsive, contract value is the relevant measurement attribute for that portion of the net assets available for the benefits attributable to the guaranteed investment contract. Contract value, as reported to the Plan, represents contributions made under the contract, plus earnings, less participant withdrawals and administrative expenses. Participants may ordinarily direct the withdrawal or transfer of all or a portion of the investment at contract value.
13
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
There are no reserves against contract value for credit risk of a contract issuer or otherwise. The crediting interest rate is based on a formula agreed upon with the issuer, but it may not be less than zero percent. Such interest rates are reviewed on a quarterly basis for resetting.
Certain events limit the ability of the Plan to transact at contract value with the issuer. Such events include the following: (1) any substantive modification to the Plan or administration of the Plan that is not consented to by the contract issuer (including complete or partial plan termination or merger with another plan), (2) establishment of a defined contribution plan that competes with the Plan for employee contributions, (3) plan sponsor events, such as divestitures, spin-offs or early retirement programs that cause a significant withdrawal from the Plan, (4) transfer of assets from the fund directly to a competing option (5) the failure of the Plan to qualify under Section 401(a) or Section 401(k) of the Internal Revenue Code. The Plan administrator does not believe that the occurrence of any of these events, which would limit the Plans ability to transact at contract value with participants, is probable.
The average yield earned by the Plan for all investments held by the Interest Income Fund und was approximately 1.8% and 2.3% for the year ended December 31, 2011 and 2010, respectively. The average yields earned by the Plan for all investments held by the Interest Income Fund based on the actual interest rates credited to participants was approximately 1.6% and 2.0% for the year ended December 31, 2011 and 2010, respectively.
- Risks and Uncertainties
The Plans invested assets ultimately consist of stocks, bonds, fixed income securities, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit risk. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants account balances and the amounts reported in the Statements of Net Assets Available for Plan Benefits and the Statements of Changes in Net Assets Available for Plan Benefits.
The Plans exposure to a concentration of credit risk is limited by the diversification of investments across twenty-three participant-directed fund elections. Additionally, the investments within each participant-directed fund election are further diversified into varied financial instruments, with the exception of the Ryder System, Inc. common stock fund, which invests in a single security. The Plan's exposure to credit risk on the wrapper contracts is limited to the fair value of the contracts with each company.
- Related Party Transactions
The Plan holds shares of Ryder System, Inc. common stock (1,524,937 and 1,524,474 shares at December 31, 2011 and 2010, respectively) and recorded dividend income, net realized gains (losses) on sale and net unrealized appreciation (depreciation) in value of these securities. Accordingly, these shares qualify as a party in interest.
The Plan also holds shares of mutual funds managed by Fidelity Management Company, which are affiliated with the Plans current trustee. The Plan has recorded dividend income, net realized gains (losses) on sales and net unrealized appreciation (depreciation) in value of these securities. Accordingly, these transactions qualify as a party in interest. Fees incurred by the Plan to Fidelity Management Company for
14
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
investment management and recordkeeping services amounted to $718,535 and $699,496 for the years ended December 31, 2011 and 2010, respectively. These fees are recorded as administrative expenses in the accompanying statements of changes in net assets available for plan benefits.
- Plan Termination
While it has not expressed any intention to do so, the Company may amend or terminate the Plan at any time. In the event of termination, Plan assets are payable to each participant in a lump sum equal to the balance in the participants account.
- Tax Status of the Plan
The Plan qualifies as a profit sharing plan under Section 401(a) of the Internal Revenue Code of 1986, as amended, (the Code) and also qualifies as a cash or deferred arrangement under Section 401(k) of the Code and, therefore, is exempt from federal income taxes under Section 501(a) of the Code. A favorable tax determination letter dated June 4, 2002 has been obtained from the Internal Revenue Service. Although the Plan has been amended since receiving the determination letter, the Plan administrator and the Plans tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code. The Plan submitted a request in January 2011 to the Internal Revenue Service to renew the tax determination letter.
Under a plan qualified pursuant to Sections 401(a) and (k) of the Code, participants generally will not be taxed on contributions or matching contributions, or earnings thereon, until such amounts are distributed to participants or their beneficiaries under the Plan. The tax-deferred contributions and matching contributions are deductible by the Company for tax purposes when those contributions are made, subject to certain limitations set forth in Section 404 of the Code.
Participants or their beneficiaries will be taxed, at ordinary income tax rates, on the amount they receive as a distribution from the Plan at the time they receive the distribution. However, if the participant or beneficiary receives a lump sum payment of the balance under the Plan in a single taxable year, and the distribution is made by reason of death, disability or termination of employment of the participant, or after the participant has attained age 59 1/2, then certain special tax rules may be applicable.
Accounting principles generally accepted in the United States of America require plan management to evaluate tax positions taken by the plan and recognize a tax liability (or asset) if the plan has taken an uncertain position that more likely than not would not be sustained upon examination by the Internal Revenue Service. The company has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2011, there are no uncertain tax positions taken or expected to be taken. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan administrator believes it is no longer subject to income tax examinations for years prior to 2007.
15
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for plan benefits per the financial statements to the Form 5500:
| December 31, — 2011 | 2010 | |
|---|---|---|
| Net assets available for plan benefits per the financial statements | $ 779,793,466 | $ 779,474,736 |
| Adjustment for fair value of fully benefit-responsive investment contracts | 3,884,754 | 4,293,308 |
| Net assets available for plan benefits per the Form 5500 | $ 783,678,220 | $ 783,768,044 |
For purposes of the financial statements, the investment in the Ryder System, Inc. common stock fund is presented as a unitized stock fund. The underlying assets are segregated on the Form 5500.
The following is a reconciliation of total additions per the financial statements to the Form 5500:
| December 31, — 2011 | 2010 | |||
|---|---|---|---|---|
| Total additions per the financial statements | $ 71,142,919 | $ | 145,192,124 | |
| Prior year adjustment from fair value to contract value for fully benefit-responsive investment contracts | (4,293,308 | ) | (2,914,391 | ) |
| Current adjustment from fair value to contract value for fully benefit-responsive investment contracts | 3,884,754 | 4,293,308 | ||
| Total income per the Form 5500 | $ 70,734,365 | $ | 146,571,041 |
16
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) | (b) Identity of Issue, Borrower, Lessor or Similar Party | (d) Cost | |||
|---|---|---|---|---|---|
| SHORT TERM MONEY MARKET INSTRUMENTS: | |||||
| * | COLCHESTER STREET FUND: MONEY MARKET PORTFOLIO:CLASS I | | 0.187 % | ** | 5,427,521 |
| SYNTHETIC GUARANTEED INVESTMENT CONTRACTS: | |||||
| INVESTMENT CONTRACTS: | |||||
| CASH | 462,330 | ||||
| AT&T CORP | 11/15/2013 | 6.7000 % | ** | 82,223 | |
| AT&T INC | 5/15/2016 | 2.9500 % | ** | 368,234 | |
| ABBEY NATL | 11/10/2014 | 3.8750 % | ** | 434,295 | |
| ALABAMA POWER | 12/15/2012 | 4.8500 % | ** | 173,983 | |
| AMER HONDA | 9/20/2013 | 1.6250 % | ** | 170,808 | |
| APART 2007-1 | 2/10/2014 | 5.4300 % | ** | 35,195 | |
| BG ENERGY | 10/15/2016 | 2.8750 % | ** | 205,678 | |
| BHP BILLITON | 3/29/2012 | 5.1250 % | ** | 343,082 | |
| BHP BILLITON FIN | 11/21/2014 | 1.1250 % | ** | 271,009 | |
| BP CAP MKT PLC | 12/5/2014 | 1.7000 % | ** | 363,947 | |
| BNP PARIBAS | 12/21/2012 | 2.1250 % | ** | 185,214 | |
| BALTIMORE G&E | 7/1/2013 | 6.1250 % | ** | 149,158 | |
| BANK AMER | 5/1/2013 | 4.9000 % | ** | 716,445 | |
| BANK AMER | 4/1/2015 | 4.5000 % | ** | 14,646 | |
| BANK AMER FDG | 9/1/2015 | 3.7000 % | ** | 202,726 | |
| BMONT Q | 6/28/2013 | 2.1250 % | ** | 355,777 | |
| BANK OF NY | 5/15/2014 | 4.3000 % | ** | 160,706 | |
| BONY MELLON MTN | 11/24/2014 | 1.7000 % | ** | 507,707 | |
| BANK NOVA SCOTIA | 1/22/2013 | 2.2500 % | ** | 870,134 | |
| BARCLAYS BANK | 1/13/2014 | 2.3750 % | ** | 445,479 | |
| BAXTER INTL | 3/15/2013 | 1.8000 % | ** | 380,459 | |
| BAYC 2004-2 A | 8/25/2034 | 0.7236 % | ** | 24,406 | |
| BERKSHIRE HAT FIN | 1/10/2014 | 1.5000 % | ** | 173,119 | |
| BERK HATH INC | 2/11/2013 | 2.1250 % | ** | 358,854 | |
| COMM 2005-C6 | 6/10/2044 | 4.9990 % | ** | 16,444 |
17
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — COMM 2005-C6 | 6/10/2044 | 0.1358 % | (d) Cost — ** | 3,656 |
|---|---|---|---|---|
| CIBC | 9/13/2013 | 1.4500 % | ** | 156,696 |
| CARAT 2007-1 B | 9/17/2012 | 5.1500 % | ** | 36,187 |
| CATERPILR FIN MTN | 5/20/2014 | 1.3750 % | ** | 344,829 |
| CATERPILR FIN MTN | 12/15/2014 | 1.1250 % | ** | 134,061 |
| CITIGROUP | 5/5/2014 | 5.1250 % | ** | 179,480 |
| CITIGROUP | 8/12/2014 | 6.3750 % | ** | 863,706 |
| CITI FDG FDIC | 10/22/2012 | 1.8750 % | ** | 803,736 |
| CITIGR FDG FDIC | 11/15/2012 | 1.8750 % | ** | 613,146 |
| COCA-COLA CO | 11/15/2015 | 1.5000 % | ** | 264,095 |
| CMMNWLTH BK | 3/17/2014 | 2.1250 % | ** | 170,562 |
| COMMONWETH MTN | 9/17/2014 | 2.9000 % | ** | 916,065 |
| CON EDISON NY | 4/1/2014 | 5.5500 % | ** | 187,723 |
| RABOBANK NL UTREC MTN | 1/10/2014 | 1.8500 % | ** | 779,904 |
| COVIDIEN INT GLB | 10/15/2012 | 5.4500 % | ** | 293,002 |
| CSFB 2003-C5 A3 | 12/15/2036 | 4.4290 % | ** | 14,592 |
| CSFB 2003-C4 A3 CSTR | 8/15/2036 | 4.7000 % | ** | 5,650 |
| CSFB 2005-C4 ASP CSTR | 8/15/2038 | 0.2137 % | ** | 8,301 |
| CREDIT SUISSE NY | 1/14/2014 | 2.2000 % | ** | 853,393 |
| DBS BK LTD | 5/16/2017 | 5.1250 % | ** | 406,563 |
| DEERE J CAPMTN | 6/17/2013 | 1.8750 % | ** | 173,222 |
| JOHN DEERE CAP | 10/4/2013 | 0.9810 % | ** | 120,670 |
| DEUTSCHE BK AG | 1/11/2013 | 2.3750 % | ** | 341,307 |
| DIAGEO CPTL GLB | 1/30/2013 | 5.2000 % | ** | 181,747 |
| ERP OPERAT LP | 10/1/2012 | 5.5000 % | ** | 89,319 |
| ENEL FIN INTL | 1/15/2013 | 5.7000 % | ** | 186,447 |
| EXPORT DEV CANADA | 5/15/2014 | 1.5000 % | ** | 117,733 |
| FHLM ARM #847126 | 3/1/2033 | 2.9060 % | ** | 1,252 |
| FHLG 15YR #E98688 | 8/1/2018 | 4.5000 % | ** | 199,815 |
| FHLG 15YR #E99205 | 9/1/2018 | 4.5000 % | ** | 62,117 |
| FHLG 15YR #E99833 | 10/1/2018 | 4.5000 % | ** | 89,700 |
| FHLM ARM #847584 | 1/1/2036 | 2.5670 % | ** | 17,030 |
| FHLM ARM #848084 | 1/1/2035 | 2.4990 % | ** | 13,482 |
| FHLM ARM #1J0005 | 8/1/2035 | 2.6150 % | ** | 15,937 |
| FHLG 15YR #G13598 | 4/1/2020 | 5.0000 % | ** | 350,669 |
18
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — FHLM ARM #1J1228 | 11/1/2035 | 2.4150 % | (d) Cost — ** | 52,281 |
|---|---|---|---|---|
| FHLG 10YR #J16393 | 8/1/2021 | 3.0000 % | ** | 209,350 |
| FHLG 10YR #J16442 | 8/1/2021 | 3.0000 % | ** | 228,299 |
| FHLM ARM #1N0063 | 10/1/2035 | 3.1350 % | ** | 7,918 |
| FHLM ARM #1B8477 | 7/1/2041 | 3.2050 % | ** | 121,017 |
| FHLM ARM #1B8533 | 8/1/2041 | 2.9830 % | ** | 149,848 |
| FHLM ARM #1B8556 | 8/1/2041 | 2.9970 % | ** | 71,388 |
| FHLM ARM #1B8608 | 9/1/2041 | 3.0810 % | ** | 100,567 |
| FHLG 15YR #B10931 | 11/1/2018 | 4.5000 % | ** | 52,602 |
| FHLM ARM #848185 | 8/1/2036 | 2.7370 % | ** | 29,639 |
| FHR 2313 C | 5/15/2031 | 6.0000 % | ** | 38,841 |
| FHLB | 5/18/2012 | 1.1250 % | ** | 311,596 |
| FNMA | 2/26/2013 | 0.7500 % | ** | 1,070,735 |
| FNMA | 8/28/2014 | 0.8750 % | ** | 642,090 |
| FNMA | 10/30/2014 | 0.6250 % | ** | 4,382,008 |
| FNMA | 12/19/2014 | 0.7500 % | ** | 2,287,638 |
| FNMA | 9/15/2012 | 4.3750 % | ** | 500,174 |
| FNMA | 10/15/2013 | 4.6250 % | ** | 233,349 |
| FHLMC | 7/27/2012 | 1.1250 % | ** | 876,599 |
| FHLMC | 3/28/2013 | 0.7500 % | ** | 344,589 |
| FHLMC | 7/30/2014 | 1.0000 % | ** | 2,341,558 |
| FHLMC | 8/27/2014 | 1.0000 % | ** | 2,279,041 |
| FHLMC | 10/30/2013 | 0.3750 % | ** | 1,801,228 |
| FHLMC | 11/25/2014 | 0.7500 % | ** | 8,606,986 |
| FHLMC | 12/29/2014 | 0.6250 % | ** | 4,431,913 |
| FNMA 15YR #253633 | 1/1/2016 | 6.5000 % | ** | 9,989 |
| FNMA ARM #AI4358 | 8/1/2041 | 3.0200 % | ** | 77,167 |
| FNMA ARM #AH5259 | 8/1/2041 | 2.7450 % | ** | 229,963 |
| FNMA 10YR #AL0576 | 9/1/2021 | 3.0000 % | ** | 473,869 |
| FNMA 10YR #AL0579 | 8/1/2021 | 3.0000 % | ** | 556,974 |
| FNMA 15YR #545725 | 6/1/2017 | 7.0000 % | ** | 25,075 |
| FNMA 15YR #555532 | 12/1/2017 | 7.0000 % | ** | 37,108 |
| FNMA 20YR #555867 | 11/1/2023 | 5.5000 % | ** | 122,710 |
| FNMA ARM #555923 | 7/1/2036 | 2.3210 % | ** | 27,688 |
| FNMA 15YR #619196 | 2/1/2016 | 7.0000 % | ** | 3,607 |
19
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — FNMA 15YR #637071 | 3/1/2017 | 6.5000 % | (d) Cost — ** | 41,433 |
|---|---|---|---|---|
| FNR 2004-3 HA | 7/25/2017 | 4.0000 % | ** | 26,906 |
| FNR 2004-15 AB | 9/25/2017 | 4.0000 % | ** | 18,195 |
| FNR 2008-95 AD | 12/25/2023 | 4.5000 % | ** | 368,758 |
| FNMA | 11/19/2012 | 4.7500 % | ** | 170,379 |
| FNMA | 12/28/2012 | 0.3750 % | ** | 1,703,661 |
| FNMA ARM #695019 | 2/1/2033 | 1.8880 % | ** | 4,717 |
| FNMA ARM #703915 | 5/1/2033 | 2.2710 % | ** | 3,522 |
| FNMA 15YR #725857 | 11/1/2018 | 4.5000 % | ** | 40,809 |
| FNMA 15YR #730721 | 8/1/2018 | 4.5000 % | ** | 29,685 |
| FNMA 15YR #734729 | 9/1/2018 | 4.0000 % | ** | 130,011 |
| FNMA ARM #735011 | 11/1/2034 | 2.3690 % | ** | 52,186 |
| FNMA 15YR #745278 | 6/1/2019 | 4.5000 % | ** | 98,280 |
| FNMA 15YR #745874 | 7/1/2020 | 4.5000 % | ** | 56,006 |
| FNMA ARM #746320 | 10/1/2033 | 2.4240 % | ** | 9,176 |
| FNMA ARM #754672 | 10/1/2033 | 1.9600 % | ** | 3,771 |
| FNMA ARM #755148 | 10/1/2033 | 1.9290 % | ** | 8,437 |
| FNMA ARM #801635 | 7/1/2034 | 2.3010 % | ** | 3,932 |
| FNMA ARM #802852 | 12/1/2034 | 2.4270 % | ** | 59,630 |
| FNMA ARM #815586 | 3/1/2035 | 2.4570 % | ** | 3,735 |
| FNMA ARM #816322 | 3/1/2035 | 2.0500 % | ** | 1,449 |
| FNMA ARM #823810 | 6/1/2035 | 2.5930 % | ** | 14,890 |
| FNMA ARM #826362 | 7/1/2035 | 2.3380 % | ** | 79,723 |
| FNMA ARM #834917 | 7/1/2035 | 1.9460 % | ** | 3,568 |
| FNMA ARM #843013 | 12/1/2034 | 1.9210 % | ** | 6,511 |
| FNMA ARM #847787 | 10/1/2035 | 2.1150 % | ** | 10,729 |
| FNMA ARM #886983 | 6/1/2036 | 2.3030 % | ** | 5,718 |
| FNMA 15YR #888653 | 7/1/2020 | 4.5000 % | ** | 46,876 |
| FNMA ARM #889946 | 5/1/2035 | 2.3960 % | ** | 77,153 |
| FNMA ARM #995017 | 2/1/2035 | 2.4690 % | ** | 675,214 |
| FNMA ARM #995272 | 5/1/2035 | 2.4520 % | ** | 5,875 |
| FNMA ARM #995273 | 7/1/2035 | 2.5050 % | ** | 30,797 |
| FNMA ARM #995414 | 7/1/2035 | 2.4490 % | ** | 68,864 |
| FNMA ARM #995415 | 10/1/2035 | 2.3990 % | ** | 229,977 |
| FNMA ARM #995606 | 11/1/2036 | 2.4830 % | ** | 71,075 |
20
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — FNMA ARM #995609 | 4/1/2035 | 2.5950 % | (d) Cost — ** | 32,871 |
|---|---|---|---|---|
| FNMA 10YR #MA0803 | 7/1/2021 | 3.0000 % | ** | 268,001 |
| FNMA 10YR #MA0833 | 8/1/2021 | 3.0000 % | ** | 400,997 |
| FNMA 10YR #MA0865 | 10/1/2021 | 3.0000 % | ** | 608,070 |
| FNMA 10YR #MA0909 | 11/1/2021 | 3.0000 % | ** | 333,772 |
| FNMA 10YR #MA3892 | 9/1/2021 | 3.0000 % | ** | 451,300 |
| FNMA ARM #AD0066 | 12/1/2033 | 2.4730 % | ** | 120,826 |
| FNMA 15YR #AD0117 | 10/1/2018 | 4.5000 % | ** | 891,016 |
| FNMA ARM #AD0710 | 11/1/2036 | 2.4660 % | ** | 11,120 |
| FNMA ARM #AD0820 | 3/1/2040 | 3.4730 % | ** | 120,562 |
| FNMA ARM #AD1555 | 3/1/2040 | 3.6090 % | ** | 148,239 |
| FNMA ARM #AE0064 | 5/1/2040 | 3.7030 % | ** | 251 |
| FNMA ARM #AE0065 | 6/1/2040 | 3.7920 % | ** | 75,772 |
| FRANCE TELE MTN | 7/8/2014 | 4.3750 % | ** | 254,283 |
| FRANCE TELECOM | 9/16/2015 | 2.1250 % | ** | 57,832 |
| FRNK 2007-1 B | 2/16/2015 | 5.1300 % | ** | 93,350 |
| GEBL 2003-1 A | 4/15/2031 | 0.7151 % | ** | 48,985 |
| GECMC 2007-C1 XP CSTR | 12/10/2049 | 0.1729 % | ** | 18,081 |
| GMACC 2004-C2 A2 CSTR | 8/10/2038 | 4.7600 % | ** | 11,504 |
| GMACC 2005-C1 X2 CSTR | 5/10/2043 | 0.5526 % | ** | 2,576 |
| GMAC INC FDIC | 10/30/2012 | 1.7500 % | ** | 467,312 |
| GCOSL 2006-1A NOTE | 3/1/2022 | 5.7200 % | ** | 54,950 |
| GEN ELEC CAP MTN | 9/20/2013 | 5.4000 % | ** | 624,282 |
| GE CAP MTN | 6/29/2015 | 3.5000 % | ** | 132,163 |
| GENERAL ELEC MTN | 9/16/2013 | 1.8750 % | ** | 523,211 |
| GE CAP CORP | 11/9/2015 | 2.2500 % | ** | 234,842 |
| GE ELEC CAP CORP | 1/7/2014 | 2.1000 % | ** | 511,584 |
| GENERAL ELEC | 5/9/2016 | 2.9500 % | ** | 18,593 |
| GE CAP FDIC MTN | 12/28/2012 | 2.6250 % | ** | 538,726 |
| GE CAP FDIC GMTN | 9/28/2012 | 2.0000 % | ** | 264,888 |
| GLAXOSMTH KLINE | 5/15/2013 | 4.8500 % | ** | 106,464 |
| GOLDMAN SACHS MTN | 8/1/2015 | 3.7000 % | ** | 14,929 |
| GOLDMAN SACH GLB | 10/15/2013 | 5.2500 % | ** | 117,597 |
| GOLDMAN SAC GRP | 2/7/2016 | 3.6250 % | ** | 245,226 |
| HSBC BANK | 5/24/2016 | 3.1000 % | ** | 351,207 |
21
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — ING BANK NV | 10/18/2013 | 2.0000 % | (d) Cost — ** | 255,034 |
|---|---|---|---|---|
| IBM CORP | 7/22/2016 | 1.9500 % | ** | 246,005 |
| JPMC CO MTN | 6/1/2014 | 4.6500 % | ** | 924,219 |
| MANUFTRS & TRD | 4/1/2013 | 2.0810 % | ** | 397,934 |
| MVCOT 2005-2 A | 10/20/2027 | 5.2500 % | ** | 26,325 |
| MVCOT 2006-2A A | 10/20/2028 | 5.3620 % | ** | 22,343 |
| MVCOT 2006-2A B | 10/20/2028 | 5.4420 % | ** | 6,137 |
| MVCOT 2006-2A C | 10/20/2028 | 5.6910 % | ** | 2,442 |
| MASSMUTUAL GL | 7/16/2012 | 3.6250 % | ** | 103,173 |
| MASSMUTUAL GLBL FRN | 1/14/2014 | 0.9515 % | ** | 290,531 |
| MERCK & CO INC | 1/15/2016 | 2.2500 % | ** | 178,201 |
| MERRILL LYNCH | 7/15/2014 | 5.4500 % | ** | 107,783 |
| MLMT 2005-MKB2 XP CSTR | 9/12/2042 | 0.2191 % | ** | 1,626 |
| METROPOLITAN MTN | 1/11/2013 | 2.5000 % | ** | 350,195 |
| MET LIFE GLBL 2.5 | 9/29/2015 | 2.5000 % | ** | 303,694 |
| MONUMENTAL GLBL | 4/22/2013 | 5.5000 % | ** | 63,120 |
| MSC 2004-TOP13 X2 CSTR | 9/13/2045 | 0.8397 % | ** | 889 |
| MORGAN STANLEY | 7/28/2014 | 2.8750 % | ** | 196,543 |
| MORGAN STANLEY | 5/13/2014 | 6.0000 % | ** | 305,367 |
| MSC 2007-IQ13 A1 | 3/15/2044 | 5.0500 % | ** | 5,226 |
| NCUA GTD NTS MA | 6/12/2015 | 1.4000 % | ** | 243,295 |
| NATLAUST BK | 11/16/2012 | 2.3500 % | ** | 452,169 |
| NY LIFE | 12/14/2012 | 2.2500 % | ** | 273,878 |
| NYLIFE GLB | 5/9/2013 | 4.6500 % | ** | 295,469 |
| NORDEA BK AG | 10/4/2013 | 1.7500 % | ** | 255,191 |
| NEF 2005-1 A5 | 10/30/2045 | 1.1747 % | ** | 128,433 |
| PECO ENERGY MTN | 10/15/2013 | 5.6000 % | ** | 196,725 |
| PNCFUND MTN | 2/8/2015 | 3.6250 % | ** | 198,085 |
| PNC FUND CORP MTN | 5/19/2014 | 3.0000 % | ** | 281,688 |
| PACIFIC GAS & ELEC | 12/1/2013 | 6.2500 % | ** | 175,733 |
| PHILIP MOR | 5/16/2013 | 4.8750 % | ** | 73,241 |
| PHILIP MORS INT | 5/16/2016 | 2.5000 % | ** | 269,717 |
| PROCTER & GAMBLE | 8/15/2014 | 0.7000 % | ** | 362,753 |
| ROYAL BK CANADA | 1/15/2014 | 1.1250 % | ** | 342,568 |
| ROYAL BK CANADA | 10/30/2014 | 1.4500 % | ** | 231,791 |
22
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — ROYAL BK SCOT | 8/25/2014 | 4.8750 % | (d) Cost — ** | 199,132 |
|---|---|---|---|---|
| ROYAL BK SCT | 3/30/2012 | 1.5000 % | ** | 451,383 |
| SBC COMM GLBL | 9/15/2014 | 5.1000 % | ** | 177,540 |
| SVOVM 2005-A A | 2/20/2021 | 5.2500 % | ** | 28,524 |
| SANOFI AVENTIS | 3/29/2016 | 2.6250 % | ** | 194,184 |
| SANOFI | 9/30/2014 | 1.2000 % | ** | 123,334 |
| SANTANDER US | 1/18/2013 | 2.4850 % | ** | 196,958 |
| SHELL INTL MTN | 3/25/2013 | 1.8750 % | ** | 358,299 |
| SIMON PROPERTY | 5/30/2013 | 5.3000 % | ** | 147,321 |
| STATE ST CORP | 5/30/2014 | 4.3000 % | ** | 268,524 |
| LLL 1997-LLI D | 10/12/2034 | 7.1500 % | ** | 33,205 |
| SUMITOMO BK | 1/14/2014 | 1.9500 % | ** | 265,425 |
| SVENSKA MTN | 9/14/2012 | 2.8750 % | ** | 661,719 |
| TARGET CORP | 7/18/2014 | 1.1250 % | ** | 86,068 |
| TORONTO DOMINI | 7/14/2014 | 1.3750 % | ** | 448,051 |
| TOTAL CAP CDA | 1/28/2014 | 1.6250 % | ** | 174,053 |
| TOYOTA MOT CRD | 11/17/2014 | 1.2500 % | ** | 271,957 |
| TRANSCAPIT | 3/5/2014 | 5.6700 % | ** | 343,125 |
| USAA CAPITAL | 9/30/2014 | 1.0500 % | ** | 205,091 |
| UNCREDIT LUX | 1/13/2017 | 5.5840 % | ** | 308,068 |
| US BANCORP | 3/4/2015 | 3.1500 % | ** | 90,781 |
| US BANCORP MTN | 9/13/2013 | 1.3750 % | ** | 162,666 |
| US BANK CORP MTN | 11/15/2016 | 2.2000 % | ** | 293,880 |
| USTN | 8/15/2015 | 4.2500 % | ** | 17,242 |
| USTN | 9/30/2014 | 2.3750 % | ** | 3,916,082 |
| USTN | 2/15/2013 | 1.3750 % | ** | 2,181,656 |
| USTN | 4/30/2015 | 2.5000 % | ** | 182,186 |
| USTN | 5/31/2012 | 0.7500 % | ** | 11,280,292 |
| USTN | 5/31/2015 | 2.1250 % | ** | 4,231 |
| USTN | 7/15/2014 | 0.6250 % | ** | 10,066,564 |
| USTN | 7/31/2013 | 0.3750 % | ** | 9,026,232 |
| USTN | 6/30/2013 | 0.3750 % | ** | 32,164,545 |
| USTN | 8/15/2014 | 0.5000 % | ** | 9,120,590 |
| USTN | 9/15/2014 | 0.2500 % | ** | 8,102,631 |
| USTN | 9/30/2016 | 1.0000 % | ** | 581,557 |
23
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) | (b) Identity of Issue, Borrower, Lessor or Similar Party — USTN | 11/30/2013 | 0.2500 % | (d) Cost — ** | 12,304,472 |
|---|---|---|---|---|---|
| USTN | 11/30/2016 | 0.8750 % | ** | 488,932 | |
| VF CORP FRN | 8/23/2013 | 1.2450 % | ** | 108,331 | |
| VERIZON COM INC | 4/15/2013 | 5.2500 % | ** | 218,617 | |
| VERIZON COM | 3/28/2014 | 1.9500 % | ** | 266,709 | |
| VERIZON WIRELESS | 2/1/2012 | 5.2500 % | ** | 198,912 | |
| VERIZON WIRELESS | 2/1/2014 | 5.5500 % | ** | 554,847 | |
| WBCMT 2005-C18 XP CSTR | 4/15/2042 | 0.3100 % | ** | 2,380 | |
| WBCMT 2007-C30 XP CSTR | 12/15/2043 | 0.4372 % | ** | 47,441 | |
| WALMART STORES MTN | 5/15/2014 | 3.2000 % | ** | 254,473 | |
| WAL MART STORES | 4/15/2016 | 2.8000 % | ** | 279,482 | |
| WELLS FARGO | 10/1/2014 | 3.7500 % | ** | 106,523 | |
| WELLS FARGO MTN | 4/15/2015 | 3.6250 % | ** | 197,221 | |
| WELLS FARGO | 1/31/2013 | 4.3750 % | ** | 531,230 | |
| WESTPAC BANK CORP | 8/2/2013 | 2.1000 % | ** | 95,747 | |
| WESTPAC BK CORP | 12/9/2013 | 1.8500 % | ** | 306,674 | |
| WYETH | 2/1/2014 | 5.5000 % | ** | 105,213 | |
| YALE UNIV MTN | 10/15/2014 | 2.9000 % | ** | 159,732 | |
| Total Investment Contracts | 177,447,841 | ||||
| WRAPPER CONTRACTS: | |||||
| * | AIG Financial Products Corp, ACT/944674 | evergreen | 1.74% contract | ** | |
| * | JP Morgan Chase Bank, ACT/ARYDER-2-07 | evergreen | 1.85% contract | ** | 132,881 |
| * | Monumental Life Ins. Co. ACT/MDA00794TR | evergreen | 1.77% contract | ** | 6,758 |
| * | Rabobank Nederland, ACT/RYD040701 | evergreen | 1.93% contract | ** | 113,187 |
| * | State Street Bank and Trust Company, ACT/107035 | evergreen | 1.80% contract | ** | 36,834 |
| Total Wrapper Contracts | 289,660 | ||||
| Total Synthetic Guaranteed Investment Contracts | 177,737,501 | ||||
| MUTUAL FUNDS: | |||||
| * | Fidelity Equity Income Fund | 3 shares | ** | 114 | |
| * | Fidelity Contrafund | 1,150,161 shares | ** | 77,589,869 | |
| Spartan U.S. Bond Index | 3,825,685 shares | ** | 45,066,565 | ||
| Spartan 500 Index Inst. | 483,360 shares | ** | 21,509,512 |
24
RYDER SYSTEM, INC. 401(k) SAVINGS PLAN
(F/K/A RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B)
FORM 5500, SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2011
| (a) — * | (b) Identity of Issue, Borrower, Lessor or Similar Party — Fidelity Growth Company Fund | 1,355,301 shares | (d) Cost — ** | 109,630,274 | |
|---|---|---|---|---|---|
| * | ING Small Cap Opps | 350,651 shares | ** | 14,106,700 | |
| * | MFS Inst. International Equity | 2,661,630 shares | ** | 42,373,148 | |
| * | JPMorgan Equity Income | 4,844,799 shares | ** | 45,347,322 | |
| Spartan Extended Market Index | 391,719 shares | ** | 13,890,353 | ||
| Spartan International Index | 72,521 shares | ** | 2,157,511 | ||
| 371,671,368 | |||||
| COMMON COLLECTIVE TRUSTS: | |||||
| * | Pyramis Index Lifecycle 2000 Commingled Pool | 447,751 units | ** | 4,844,663 | |
| * | Pyramis Index Lifecycle 2005 Commingled Pool | 106,535 units | ** | 1,137,790 | |
| * | Pyramis Index Lifecycle 2010 Commingled Pool | 575,360 units | ** | 6,179,370 | |
| * | Pyramis Index Lifecycle 2015 Commingled Pool | 1,352,009 units | ** | 14,277,216 | |
| * | Pyramis Index Lifecycle 2020 Commingled Pool | 1,934,113 units | ** | 19,553,880 | |
| * | Pyramis Index Lifecycle 2025 Commingled Pool | 1,935,095 units | ** | 19,428,349 | |
| * | Pyramis Index Lifecycle 2030 Commingled Pool | 1,886,120 units | ** | 17,955,862 | |
| * | Pyramis Index Lifecycle 2035 Commingled Pool | 1,319,513 units | ** | 12,443,011 | |
| * | Pyramis Index Lifecycle 2040 Commingled Pool | 1,070,505 units | ** | 9,955,692 | |
| * | Pyramis Index Lifecycle 2045 Commingled Pool | 876,531 units | ** | 8,160,504 | |
| * | Pyramis Index Lifecycle 2050 Commingled Pool | 438,016 units | ** | 4,029,748 | |
| * | Pyramis Index Lifecycle 2055 Commingled Pool | 16,822 units | ** | 157,288 | |
| 118,123,373 | |||||
| * | Ryder System, Inc. Common Stock Fund | 3,700,813 units | ** | 81,861,984 | |
| Total investments per net assets available for plan benefits | 754,821,747 | ||||
| * | Notes receivable from participants | maturing thru 2027 | 3.25% - 9.5% | 28,297,779 | |
| Investments at Fair Value | $ | 783,119,526 |
- Represents a Party-In-Interest
** Indicates a participant directed investment; the cost disclosure is not required.
25
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Ryder System, Inc. Retirement Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| RYDER SYSTEM, INC. | ||
|---|---|---|
| 401(k) SAVINGS PLAN | ||
| Date: May 25, 2012 | By: | /s/ Gregory F. Greene |
| Gregory F. Greene | ||
| Executive Vice President and Chief Administrative Officer |
26
RYDER SYSTEM, INC. 401(K) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
EXHIBIT INDEX
| EXHIBIT | DESCRIPTION |
|---|---|
| 23.1 | Consent of Independent Registered Certified Public Accounting Firm PricewaterhouseCoopers LLP |
27