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UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549 

FORM 11-K 

FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS 

AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE 

SECURITIES EXCHANGE ACT OF 1934 

GENERAL INSTRUCTIONS 

A. Rule as to Use of Form 11-K 

This Form shall be used for annual reports pursuant to Section 15(d) of the Securities 

Exchange Act of 1934 (“Exchange Act”) with respect to employee stock purchase, savings and 

similar plans, interests in which constitute securities registered under the Securities Act of 1933. 

This Form also shall be used for transition reports filed pursuant to Section 15(d) of the Act. Such 

a report is required to be filed even though the issuer of the securities offered to employees 

pursuant to the plan also files annual reports pursuant to Section 13(a) or 15(d) of the Exchange 

Act. However, attention is directed to Rule 15d-21 (§240.15d-21), which provides that in certain 

cases the information required by this Form may be furnished with respect to the plan as a part of 

the annual report of such issuer. Reports on this Form shall be filed within 90 days after the end 

of the fiscal year of the plan, provided that plans subject to the Employee Retirement Income 

Security Act of 1974 (“ERISA”) shall file the plan financial statements within 180 days after the 

plan’s fiscal year end. 

B. Application of General Rules and Regulations. 

(a) The General Rules and Regulations under the Exchange Act contain requirements 

applicable to reports on any form. These general requirements should be carefully 

read and observed in the preparation and filing of reports on this Form. 

(b) Particular attention is directed to Regulation 12B, which contains general 

requirements regarding matters such as the kind and size of paper to be used, the 

legibility of the report, and the filing of the report. The definitions contained in Rule 

12b-2 (§240.12b-2) should be especially noted. See also Regulation 15D. 

(c) Four complete copies of each report on this Form, including exhibits and all papers 

and documents filed as a part thereof, shall be filed with the Commission. At least 

one of the copies filed shall be manually signed. Copies not manually signed shall 

bear typed or printed signatures. 

C. Preparation of Report. 

This Form is not to be used as a blank form to be filled in, but only as a guide in the 

preparation of the report on paper meeting the requirements of Rule 12b-12 (§240.12b-12). The 

Potential persons who are to respond to the collection of information contained in this Form 

are not required to respond unless the Form displays a currently valid OMB control number. 

SEC 617 (7-22) 
 

 

report may omit the text of Form 11-K specifying the information required provided the answers 

thereto are prepared in the manner specified in Rule 12b-13 (§240.12b-13). 

D. Incorporation of Information in Report to Employees. 

Any financial statements contained in any plan annual report to employees covering the 

latest fiscal year of the plan may be incorporated by reference from such document in response to 

part or all of the requirements of this Form, provided such financial statements substantially meet 

the requirements of this Form and provided that such document is filed as an exhibit to this report 

on Form 11-K. 

E. Electronic Filers. 

Reports on this Form must be filed in electronic format. See Rule 101(a)(xxvi) of 

Regulation S-T (§232.101(a)(xxvi) of this chapter). 

F. Interactive Data. 

All financial statements and schedules required to be included on this report on Form 11-K, 

including any financial statements and schedules included as an exhibit to this report pursuant to 

General Instruction D, must be provided as an Interactive Data File in accordance with Rule 405 

of Regulation S-T (§232.405 of this chapter). 

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FORM 11-K 

(Mark One) 

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES 

EXCHANGE ACT OF 1934 

For the fiscal year ended 

OR 

TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES 

EXCHANGE ACT OF 1934 

For the transition period from to 

Commission file number 

A. Full title of the plan and the address of the plan, if different from that of the issuer named 

below: 

B. Name of issuer of the securities held pursuant to the plan and the address of its principal 

executive office: 

REQUIRED INFORMATION 

The following financial statements shall be furnished for the plan: 

1. An audited statement of financial condition as of the end of the latest two fiscal 

years of the plan (or such lesser period as the plan has been in existence). 

2. An audited statement of comprehensive income (either in a single continuous 

financial statement or in two separate but consecutive financial statements; or a statement of net 

income if there was no other comprehensive income) and changes in plan equity for each of the 

latest three fiscal years of the plan (or such lesser period as the plan has been in existence). 

3. The statements required by Items 1 and 2 shall be prepared in accordance with the 

applicable provisions of Article 6A of Regulation S-X (17 CFR 210.6A-01—.6A-05). 

4. In lieu of the requirements of Items 1-3 above, plans subject to ERISA may file 

plan financial statements and schedules prepared in accordance with the financial reporting 

requirements of ERISA. To the extent required by ERISA, the plan financial statements shall be 

examined by an independent accountant, except that the “limited scope exemption” contained in 

Section 103(a)(3)(C) of ERISA shall not be available. 

Note: A written consent of the accountant is required with respect to the plan annual 

financial statements which have been incorporated by reference in a registration statement on Form 

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S-8 under the Securities Act of 1933. The consent should be filed as an exhibit to this annual report. 

Such consent shall be currently dated and manually signed. 

SIGNATURES 

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees 

(or other persons who administer the employee benefit plan) have duly caused this annual report 

to be signed on its behalf by the undersigned hereunto duly authorized. 

(Name of Plan) 

Date 

(Signature) * 

*Print name and title of the signing official under the signature. 

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