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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
OR
o
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________________ to ___________________
Commission file number 333-118771
A. |
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Full title of the plan and the address of the plan, if different from that of the issuer
named below: |
Access National Corporation 401 (k) Profit Sharing Plan
(As Restated February 4, 2004)
B. |
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Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office: |
Access National Corporation
1800 Robert Fulton Drive, Suite 300
Reston, Virginia 20191
ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN
RESTON VA, 20191
REQUIRED INFORMATION
The Access National Corporation Profit Sharing Plan (as restated February 4, 2004) (the
Plan) is subject to the Employee Retirement Income Security Act of 1974(ERISA).
Therefore, in lieu of the requirements of Items1-3 of Form 11-K, the following financial
statements and schedule of the Plan for the year ended December 31, 2004, which have been
prepared in accordance with the financial reporting requirements of ERISA, are provided:
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FINANCIAL STATEMENTS |
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STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
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3 |
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NOTES TO FINANCIAL STATEMENTS
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4 |
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SCHEDULE OF ASSETS (HELD AT END OF YEAR)
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8 |
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SIGNATURE
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9 |
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2
ACCESS NATIONAL CORPORATION 401(K) PLAN
Statement of Changes in Net Assets
Available for Benefits
For the Year Ended December 31, 2004
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2004 |
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Additions to net assets attributed to: |
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Investment Income: |
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Mutual Funds |
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$ |
321,631 |
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Self-directed brokerage accounts |
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868 |
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Interest and Dividends |
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1,738 |
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324,237 |
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Contributions |
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Employer |
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246,663 |
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Participant |
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509,267 |
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Rollover and other contributions |
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155,764 |
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911,694 |
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Total additions |
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1,235,931 |
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Deductions from net assets attributed to: |
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Benefits paid to participants |
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51,411 |
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Administrative expenses |
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16,765 |
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Total deductions |
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68,176 |
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Net Increase |
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1,167,755 |
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Net assets available for benefits: |
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Beginning of period |
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1,771,590 |
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End of period |
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$ |
2,939,345 |
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See accompanying notes to financial statements.
3
ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2004
NOTE 1 DESCRIPTION OF PLAN
The following description of the Access National Corporations 401(k) Profit Sharing Plan (the
Plan) provides only general information. Participants should refer to the Plan agreement for a
more complete description of the Plans provisions.
General: The Plan covers eligible employees of Access National Bank and its subsidiaries.
The Plan was originally established in 2000 and amended as of 2004. The Plan provides for
retirement, death, and disability benefits. The Plan is subject to the applicable provisions of
the Employee Retirement Income Security Act of 1974, as amended (ERISA).
Contributions: Eligible employees may elect to make contributions up to a maximum dollar
amount prescribed by law. Any participant who has attained age 50 by the end of the Plan year may
make catch-up contributions in accordance with Code Section 414(v). Participants direct the
investment of their contributions into various investment options offered by the Plan. Access
National Corporation (the Company) may contribute, at its discretion, a percentage of the
employees salary deferral contribution, to be determined each year (the employer match). An
employer matching contribution of 25% of the compensation deferred was made in 2004 for all
participants.
Participant Accounts: Each participants account is credited with the participants
contribution, the employers contributions and an allocation of Plan earnings. Allocations are
based on participant account balances, as defined. The benefit to which a participant is entitled
is the vested benefit that can be provided from the participants account.
Vesting: Participants are immediately vested in their voluntary and rollover contributions
plus actual earnings thereon. Vesting in the remainder of the accounts is based on years of
service. Participants become 100% vested after completion of three years of credited service.
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Number of Years of |
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Vesting Service |
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Vested Interest |
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Less than 3 years |
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0 |
% |
3 years |
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100 |
% |
Payment of Benefits: Upon termination of service, death, disability or retirement, a
participant may elect to receive an amount equal to the value of the participants vested interest
in his or her account. Benefit payments are distributed in one of the following forms: a joint and
survivor annuity, a lump sum payment or installment payments.
4
ACCESS NATIONAL CORPORATION
401(k) Profit Sharing Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2004
NOTE 1 DESCRIPTION OF PLAN (Continued)
Loans: Loans secured by participants Plan accounts shall be permitted under the
Plan. Loans are limited to the lesser of $50,000 or 50% of the participants vested interest in
the plan and not to exceed a term of more than five years, unless the loan is for the purchase of a
principal residence. Loan principal and interest payments are made in accordance with the notes
amortization schedule, and made via payroll deductions.
Forfeitures: Forfeitures represent the non-vested portion of the participants account
plus earnings thereon that are not fully distributable to participants who terminate employment
before they are 100% vested. Forfeitures are used to reduce the future contributions to the Plan.
As of December 31, 2004, forfeitures of $9,702, was available. Forfeitures used to reduce the
employer matching contribution for the plan year ended 2004 was $8,999.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method: The Plans financial statements are prepared on the accrual basis of
accounting in conformity with U.S. generally accepted accounting principles.
Investments: The investments held by the Plan are shown at fair value. Securities which
are traded on a national securities exchange, including Access National Corporation common stock,
are valued at the last reported sales price on the last business day of the year. The Plans
investments in mutual funds are valued based on quoted market prices as of the end of the plan
year. The self directed brokerage accounts consist of common stock and mutual funds, stated at fair
value based on quoted market prices. Loans to participants are valued at their outstanding
balances, which approximates fair value.
Purchases and sales are recorded on a trade date basis.
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 certain reported amounts and disclosures, and actual results may differ
from these estimates.
Risk and Uncertainties: The Plan provides for various investment options including any
combination of certain mutual funds, common stock of the Company, or common/collective trust funds.
The underlying 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 and the
level of uncertainty related to changes in the value of 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 the amounts reported in the statement of net assets
available for benefits and participants individual account balances.
5
ACCESS NATIONAL CORPORATION
401(k) Profit Sharing Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2004
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Payment of Benefits: Benefits are recorded when paid.
NOTE 3 RIGHTS UPON PLAN TERMINATION
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 terminate the Plan subject to the provisions of
ERISA. In the event of plan termination, participants would become 100% vested in their accounts.
NOTE 4 INVESTMENTS
The following presents investments that represent 5 percent or more of the Plans net assets (at
fair value).
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December |
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2004 |
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American Funds Cap World Growth & Income R5 |
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$ |
496,660 |
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Dodge & Cox Income Fund |
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159,342 |
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Vanguard 500 Index Fund |
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658,638 |
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Vanguard Small Cap Growth Index |
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247,922 |
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Vanguard Mid-Cap Index Fund Investor Shares |
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217,461 |
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American Funds Wash Mutual Invest R5 |
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188,438 |
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Metropolitan Life Ins Co Ins Prods |
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183,530 |
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$ |
2,151,991 |
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6
ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2004
NOTE 4 INVESTMENTS (Continued)
During 2004, the Plans investments (including gains and losses on investments bought and
sold, as well as held during the year) appreciated/(depreciated) in
value by $322,499 as follows:
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December 31, |
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2004 |
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Mutual Funds |
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$ |
321,631 |
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Self-directed brokerage accounts |
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868 |
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Total |
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$ |
322,499 |
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NOTE 5 PARTIES-IN-INTEREST
Parties-in-interest are defined under Department of Labor Regulations as any fiduciary of the Plan,
and party rendering services to the Plan, the employer, and certain others. Certain professional
fees for the administration of the Plan were paid by the Company. Fees paid by the Plan to
Columbia Benefit Consultants Inc. and Mid Atlantic Trust Company, the plan custodian, totaled
$16,765 for 2004.
NOTE 6 TAX STATUS
The Internal Revenue Service has determined and informed the Company, by a letter dated February
12, 2003 that the Plan and related trust are designed in accordance with applicable sections of the
Internal Revenue Code (IRC).
The Plan has been amended since receiving the determination letter. However, the Plan
administrator believes that the Plan is designed and is currently being operated in compliance with
the applicable requirements of the IRC.
NOTE 7 DIFFERENCE BETWEEN FINANCIAL STATEMENTS AND FORM 5500
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Net assets available for benefits per Form 5500 |
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$ |
2,857,615 |
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Employer contribution receivable for 2004 match |
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81,730 |
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Net assets available for benefits per the financial statements |
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$ |
2,939,345 |
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7
SUPPLEMENTAL SCHEDULE
ACCESS NATIONAL CORPORATION 401(K) PROFIT SHARING PLAN
EIN 82-0545425, Plan 002
Schedule of Assets Held for Investment Purposes
As of December 31, 2004
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Current |
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Description of Asset/Identity of Issue |
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Value |
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American Funds Cap World Growth & Income R5 |
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$ |
496,660 |
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Dodge & Cox Balanced Fund |
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41,858 |
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Dodge & Cox Income Fund |
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159,342 |
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Fidelity Comwlth Tr Sml Cp Stk |
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102,796 |
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Fidelity Devonshire Tr Mid-Cap Stk Fd |
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47,192 |
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American Funds Growth Fund of America R5 |
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50,430 |
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American Funds Income Fund of America R5 |
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125,574 |
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T Rowe Price Equity Income |
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6,314 |
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T Rowe Price Blue Chip Growth |
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91,221 |
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T Rowe Price Mid Cap Value |
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20,919 |
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Royce Special Equity Fund |
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4,995 |
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Vanguard 500 Index Fund |
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658,638 |
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Vanguard Small Cap Growth Index |
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247,922 |
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Vanguard Mid-Cap Index Fund Investor Shares |
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217,461 |
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American Funds Wash Mutual Invest R5 |
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188,438 |
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Metropolitan Life Ins Co Ins Prods |
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183,530 |
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Pioneer High Yield Fund A |
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7,930 |
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Vanguard Short Term Bond Index Fund Investor Shares |
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119,496 |
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Total mutual funds |
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2,770,716 |
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* |
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Self-directed brokerage accounts |
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27,918 |
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** |
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Participant loans with interest from 5% to 6% |
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40,966 |
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Total assets held for investment purposes |
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$ |
2,839,600 |
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* |
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Self-directed brokerage accounts include stock of the |
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Plan sponsor Access National Corporation, a party in interest to the Plan. |
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** |
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Indicates a party in interest to the Plan. |
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8
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the
Access National Corporations Profit Sharing Plan have duly caused this annual report to be signed
by the undersigned thereunto duly authorized.
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ACCESS NATIONAL
CORPORATION
401(k) PROFIT SHARING PLAN
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Date August 22, 2006 |
By: |
/s/ Michael W. Clarke
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Michael W. Clarke |
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President and Chief Executive
Officer Access National Corporation,
Trustee |
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9