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 0-26058
| A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
KFORCE 401(k) RETIREMENT SAVINGS PLAN
| B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
KFORCE INC.
1001 EAST PALM AVENUE
TAMPA, FL 33605
TABLE OF CONTENTS
KFORCE 401(k) RETIREMENT SAVINGS PLAN
| Page | ||||
| 1 | ||||
| FINANCIAL STATEMENTS: |
||||
| Statements of Net Assets Available for Benefits as of December 31, 2011 and 2010 |
2 | |||
| Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2011 |
3 | |||
| 4-10 | ||||
| SUPPLEMENTAL SCHEDULES: |
||||
| 11 | ||||
| 12 | ||||
| 13 | ||||
| 14 | ||||
NOTE: All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors, Participants, and Administrator of
Kforce 401(k) Retirement Savings Plan
Tampa, Florida
We have audited the accompanying statements of net assets available for benefits of the Kforce 401(k) Retirement Savings Plan (the “Plan”) as of December 31, 2011 and 2010 and the related statement of changes in net assets available for benefits for the year ended December 31, 2011. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit 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. The Plan is not required at this time, to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. 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 audit provides 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, 2011 and 2010 and the changes in net assets available for benefits for the year ended December 31, 2011 in conformity with United States generally accepted accounting principles.
Our audit was 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) as of December 31, 2011 and schedule of delinquent participant contributions for the year ended December 31, 2011 are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are 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. These schedules are the responsibility of the Plan’s management and were derived from and relate directly to the underlying accounting and other records used to prepare the financial statements. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 2011 financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
/s/ Pender Newkirk and Company
Certified Public Accountants
Tampa, Florida
June 27, 2012
1
KFORCE 401(k) RETIREMENT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2011 AND 2010
| 2011 | 2010 | |||||||
| Participant-directed investments at fair value |
$ | 91,848,904 | $ | 91,025,801 | ||||
|
|
|
|
|
|||||
| Receivables: |
||||||||
| Employer contributions |
867,046 | 798,398 | ||||||
| Participant contributions |
— | — | ||||||
| Notes receivable from participants |
1,435,486 | 1,502,417 | ||||||
|
|
|
|
|
|||||
| Total receivables |
2,302,532 | 2,300,815 | ||||||
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|
|
|
|
|||||
| Net assets available for benefits at fair value |
94,151,436 | 93,326,616 | ||||||
| Adjustments from fair value to contract value for fully benefit-responsive investment contract |
— | — | ||||||
|
|
|
|
|
|||||
| Net assets available for benefits |
$ | 94,151,436 | $ | 93,326,616 | ||||
|
|
|
|
|
|||||
See notes to financial statements.
2
KFORCE 401(k) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2011
| Investment (loss) income: |
| |||
| Net depreciation in fair value of investments |
$ | (4,219,145 | ) | |
| Interest and dividends |
999,755 | |||
|
|
|
|||
| Net investment loss |
(3,219,390 | ) | ||
|
|
|
|||
| Interest income on notes receivable from participants |
65,932 | |||
| Contributions: |
||||
| Participant |
14,225,034 | |||
| Employer |
867,046 | |||
| Rollovers from other qualified plans |
1,607,318 | |||
|
|
|
|||
| Total contributions |
16,699,398 | |||
|
|
|
|||
| Benefits paid to participants |
(12,718,434 | ) | ||
|
|
|
|||
| Other income |
68,407 | |||
|
|
|
|||
| Other expenses |
(91,565 | ) | ||
|
|
|
|||
| Net increase in net assets |
804,348 | |||
| Transfers into plan |
24,760 | |||
| Transfers out of plan |
(4,288 | ) | ||
|
|
|
|||
| Transfers, net |
20,472 | |||
|
|
|
|||
| Net assets available for benefits: |
||||
| Beginning of year |
93,326,616 | |||
|
|
|
|||
| End of year |
$ | 94,151,436 | ||
|
|
|
|||
See notes to financial statements.
3
KFORCE 401(k) RETIREMENT SAVINGS PLAN
| 1. | DESCRIPTION OF THE PLAN |
General—The Kforce 401(k) Retirement Savings Plan (the “Plan”) is sponsored by Kforce Inc. (“Kforce”). The Plan is a defined contribution plan covering substantially all employees of Kforce, except employees of Kforce Government Solutions, Inc. (“KGS”), a wholly owned subsidiary of Kforce, and those employees that meet certain exceptions. Prudential Bank & Trust FSB (“Prudential” or the “Trustee”) is the trustee of the Plan and The Prudential Insurance Company of America is the record keeper.
The following description of the Plan is provided for general information purposes. Participants should refer to the Plan agreement for a more complete description of the Plan provisions. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).
Eligibility—All employees of Kforce, except employees of KGS, are eligible to participate in the Plan with the exception of the following:
| • | Employees who are leased employees under Section 414(n) of the Code, |
| • | Employees who are covered by a collective bargaining agreement that does not provide for participation in the Plan, |
| • | Employees who are nonresident aliens with no U.S. source earned income, |
| • | Employees who are not residents of the U.S, |
| • | Individuals who are performing service as independent contractors or consultants regardless of whether they are subsequently determined to be common law employees, |
| • | Employees who are not on the U.S. payroll of Kforce. |
Contributions—Participants may contribute up to 75% of their compensation for the year subject to the limitations provided in the Code, which was $16,500 for those under age 50 and $22,000 for those age 50 and above for 2011. Kforce matching and other contributions are made at the discretion of the Board of Directors, in cash or Kforce common stock, in amounts not to exceed the maximum permitted as a deductible expense by the Code. Kforce contributions, if any, are funded annually to eligible participants remaining in the Plan at each year-end. Eligible participants are employees who are active as of the last day of the Plan year and who have completed at least 1,000 hours as of the last day of the Plan year, or who have terminated employment because of death or total disability or after reaching age 55. For the year ended December 31, 2011, Kforce made matching contributions equal to 10% of each participant’s eligible contributions for the period to all eligible participants at December 31, 2011.
All contributions to the Plan are deposited with the Trustee. Contributions are then directed at the employee’s discretion into various investment options. Investment elections may be changed by the employee at any time.
Participant Accounts—Each participant’s account is self-directed and is credited with the participant’s contributions, Kforce’s matching and other contributions, transfers into the Plan, rollovers and Plan earnings and is charged with withdrawals and Plan losses. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account balance.
4
Rollovers—All employees who meet the Plan eligibility requirements are eligible to make cash rollover contributions to the Plan from a previous employer’s qualified retirement plan or a conduit IRA.
Vesting—Participants are immediately vested in their contributions plus actual earnings, if any, thereon. Kforce contributions and earnings, if any, vest at 20%, 40%, 60% and 100% after two, three, four and five years of service earned, respectively. Kforce contributions become 100% vested upon:
| • | Normal retirement, |
| • | Total disability, |
| • | Death, |
| • | Completion of five years of vesting service, and |
| • | Plan termination. |
In-Service Withdrawals—Participants may request the following types of in-service withdrawals from the Plan during any given calendar month:
| • | Age 59-1/2, |
| • | Financial hardship, |
| • | Withdrawals from profit-sharing account. |
Plan Termination—Although it has not expressed any intent to do so, Kforce 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 will become 100% vested in their accounts and the trust shall continue until all participants’ accounts have been completely distributed to each participant (or their designated beneficiary) in accordance with the Plan.
Investments—Participants direct the investment of their contributions into various investment options offered by the Plan. Kforce contributions are automatically invested in the investment options selected by each participant for their contributions.
Notes Receivable from Participants—Participants may borrow money from their vested account balance for any reason. The maximum amount available for notes receivable is the lesser of $50,000, reduced by the participant’s highest note receivable balance outstanding in the 12 months prior to the date of the note receivable, or 50% of the participant’s vested account balance. The minimum amount for a note receivable is $500.
Notes receivable must have a definite repayment period greater than 12 months but not to exceed five years unless the note receivable is for the purchase of a principal residence, in which case the repayment period must not exceed 15 years. Prior to the Plan’s amendment in July 2006, the repayment period for notes receivable used for the purchase of a principal residence was 20 years. A participant who terminates employment with an outstanding note receivable has 90 days to pay off the outstanding balance of the note receivable. Upon expiration of the 90 days, the remaining outstanding balance of the note receivable is deemed to be a distribution to the participant. Notes receivable from participants, including interest thereon, are taxable to the participant and subject to applicable excise penalties upon default.
The notes receivable are collateralized by the balance in the participant’s account and bear interest at a reasonable fixed rate of interest, as defined by the Plan. Principal and interest are generally paid ratably through payroll deductions, but may also be paid directly to the Trustee.
Payment of Benefits—Upon termination of service, a participant may elect an immediate lump-sum payment. Other forms of payment are available, as defined by the Plan. Withdrawals from the Plan shall be paid to a participant, to the extent possible, in cash or Kforce common stock, as elected by the participant.
At December 31, 2011 and 2010, there were no distribution payments that were processed and approved for payment by the Plan, but not yet paid to participants.
5
Forfeited Accounts—Non-vested balances resulting from Kforce contributions will be forfeited upon the date the participant incurs five consecutive one-year breaks in service or receives a distribution. A one-year break in service is any year a participant works less than 500 hours. For terminated employees who receive a distribution but who are re-employed during the five consecutive years following termination, the forfeiture amount shall be restored to the participant’s account if the participant pays back the full amount of the distribution within five years of the re-employment date.
Forfeited balances will be used first to fund any restorations. If any forfeitures remain unallocated, they shall be used to reduce administrative expenses payable by the Plan, to reduce employer matching contributions, if any, then to reduce employer qualified non-elective contributions, and finally to increase the employer matching contributions. Any remaining forfeitures shall be credited to a suspense account to be used for future restorations. During the year ended December 31, 2011, there was approximately $148,500 in matching contributions made using forfeited funds. The suspense account was maintained in the Guaranteed Income Fund at December 31, 2011 and 2010. Forfeited funds in the suspense account at December 31, 2011 and 2010 were approximately $200,500 and $140,500, respectively.
| 2. | SUMMARY OF ACCOUNTING POLICIES |
Basis of Accounting—The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
Use of Estimates—The preparation of financial statements in conformity with GAAP requires Plan management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates.
Risks and Uncertainties—The Plan utilizes various investment instruments, including common stock, mutual funds, pooled separate accounts and investment contracts. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is 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 financial statements.
Investment Valuation and Income Recognition—The Plan’s investments are stated at fair value. The Plan’s self-directed accounts hold shares of mutual funds and common stock. Shares of mutual funds are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year-end. Common stock is valued at quoted market prices. The units of the pooled separate accounts are stated at fair value, as determined by the issuer of the pooled separate accounts based on the fair market value of the underlying investments, which are shares of mutual funds and common stock. The fully benefit-responsive investment contract is stated at fair value and then adjusted to contract value. The fair value of the contract, which approximates contract value at December 31, 2011 and 2010, is calculated by discounting the related cash flows based on current yields of similar instruments with comparable durations and risks.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
Management fees and operating expenses charged to the Plan for investments in mutual funds, mutual funds held in the self-directed accounts and the units of pooled separate accounts are deducted from income or loss on a daily basis and are not separately reflected. Consequently, management fees and operating expenses are reflected as a reduction of investment return for such investments.
Valuation of Notes Receivable from Participants— Notes receivable from participants represent participant loans and are valued at the unpaid principal balance plus any accrued but unpaid interest.
Contributions—Employee contributions are recorded when eligible compensation is paid. Employer contributions are recorded when authorized.
Payment of Benefits—Benefits are recorded when paid.
Expenses of Plan—Administrative expenses of the Plan are paid by Kforce, the Plan and/or unallocated Plan forfeitures.
Subsequent Events—Kforce considers events that occur after the date of the statement of net assets available for benefits but before the financial statements are issued to determine appropriate accounting and disclosure for those events. We evaluated all events or transactions that occurred subsequent to December 31, 2011 and through the time of filing this Annual Report on Form 11-K. On March 31, 2012, Kforce sold all of the issued and outstanding stock of Kforce Clinical Research, Inc. (“KCR”) to inVentiv Health, Inc. All employees of KCR were participants under the Plan. In connection with the disposition of KCR, Kforce amended the Plan to fully vest the accounts of all participants employed by KCR and its subsidiaries regardless of the number of years of service.
We are not aware of any additional significant events that occurred subsequent to December 31, 2011 but prior to the filing of this report that would have a material impact on our financial statements.
6
New Accounting Standards Adopted — In May 2011, the FASB issued guidance to achieve common fair value measurement and disclosure requirements under GAAP and International Financial Reporting Standards (“IFRS”). Some amendments clarify the application of existing fair value measurement requirements and others change a particular principle for measuring fair value for disclosing fair value measurement information. In addition, additional fair value disclosures are required. The guidance is effective for fiscal years beginning after December 15, 2011. The Plan is currently evaluating the impact of adoption of the guidance on its statement of net assets and fair value measurement disclosures.
| 3. | INVESTMENTS |
The following presents the individual investments that represent 5% or more of the Plan’s net assets available for benefits at December 31, 2011 and 2010:
| December 31, | ||||||||
| Description of Investment |
2011 | 2010 | ||||||
| Guaranteed Income Fund (see Note 4) |
$ | 14,904,658 | $ | 12,826,124 | ||||
| Thornburg International Value Fund |
12,772,246 | 12,181,714 | ||||||
| Columbia Dividend Income A |
12,192,391 | — | ||||||
| Pimco Total Return Fund |
9,726,335 | 8,944,536 | ||||||
| Jennison Small Company Fund |
9,253,385 | 9,681,374 | ||||||
| Wells Fargo Advantage Growth Adm |
8,209,161 | — | ||||||
| Large Cap Value/LSV Asset Management Fund |
— | 13,188,040 | ||||||
| American Funds Growth Fund of America |
— | 9,484,420 | ||||||
| Kforce Inc. Common Stock |
— | 5,153,678 | ||||||
During the year ended December 31, 2011, the Plan’s investments, including gains and losses on investments purchased, sold, and held during the year, depreciated in value as follows:
| Net Realized and Unrealized Appreciation (Depreciation) In Fair Value of Investments |
||||
| Mutual fund - Jennison Small Company Fund |
$ | (175,524 | ) | |
| Mutual fund - Thornburg International Value Fund |
(2,048,896 | ) | ||
| Mutual fund - American Funds Growth Fund of America |
(51,152 | ) | ||
| Mutual fund - Goldman Sachs Mid-Cap Value Fund |
(274,889 | ) | ||
| Mutual fund - Columbia Small Cap Value Fund I A |
(228,522 | ) | ||
| Mutual fund - Pimco Total Return Fund |
75,688 | |||
| Mutual fund - Prudential Stock Index I |
2,926 | |||
| Mutual fund - Van Kampen Equity and Income Fund |
(92,232 | ) | ||
| Mutual fund - Mutual Global Discovery Fund A |
(25,123 | ) | ||
| Mutual fund - BlackRock Inflation Protected Bond A |
38,637 | |||
| Mutual fund - Columbia Dividend Income A |
52,783 | |||
| Mutual fund - Wells Fargo Advantage Growth Adm |
(430,612 | ) | ||
| Pooled separate account - Large Cap Value/LSV Asset Management Fund |
154,373 | |||
| Pooled separate account - Mid Cap Growth/TimesSquare Fund |
(97,535 | ) | ||
| Kforce Inc. common stock |
(1,066,965 | ) | ||
| Self-directed account |
(52,102 | ) | ||
|
|
|
|||
| Net depreciation in fair value of investments |
$ | (4,219,145 | ) | |
|
|
|
|||
7
| 4. | INVESTMENT CONTRACT WITH INSURANCE COMPANY |
The Plan has a fully benefit-responsive investment contract with Prudential Retirement Insurance and Annuity Company (“PRIAC”). PRIAC maintains the contributions in a general account, which is credited with earnings on the underlying investments and charged for participant withdrawals and administrative expenses. The contract is included in the financial statements at fair value and then adjusted to contract value as reported to the Plan by PRIAC. At December 31, 2011 and 2010, contract value approximated fair value; therefore, no adjustment was necessary. Contract value 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 their investment at contract value. The contract has certain restrictions that impact the ability to collect the full contract value, for example, the Plan may not withdraw more than 10% of the value of the general account without incurring a penalty. Plan management believes that the occurrence of events that would cause the plan to transact at less than contract value is not probable. PRIAC may not terminate the contract at an amount less than contract value.
PRIAC is contractually obligated to pay the principal and specified interest rate that is guaranteed to the Plan. The crediting interest rate is based on a formula agreed upon with the issuer, but may not be less than 1.50%. Such interest rates are reviewed on a semi-annual basis for resetting.
| 2011 | 2010 | |||||||
| Average yields: |
||||||||
| Based on annualized earnings (1) |
2.30 | % | 2.55 | % | ||||
| Based on interest rate credited to participants (2) |
2.30 | % | 2.55 | % | ||||
| (1) | Computed by dividing the annualized one-day actual earnings of the contract on the last day of the plan year by the fair value of the investments on the same date. |
| (2) | Computed by dividing the annualized one-day earnings credited to participants on the last day of the plan year by the fair value of the investments on the same date. |
8
| 5. | FAIR VALUE MEASUREMENTS |
In accordance with current accounting guidance, the Plan classifies its investments into Level 1, which refers to securities valued using quoted prices from active markets for identical assets; Level 2, which refers to securities not traded on an active market but for which observable market inputs are readily available; and Level 3, which refers to securities valued based on significant unobservable inputs. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following table sets forth by level within the fair value hierarchy a summary of the Plan’s investments measured at fair value on a recurring basis at December 31, 2011 and 2010:
| Fair Value Measurements at December 31, 2011 Using: | ||||||||||||||||
| Quoted Prices in | Significant | |||||||||||||||
| Active Markets | Other | Significant | ||||||||||||||
| December 31, | for Identical | Observable | Unobservable | |||||||||||||
| Description of Investment |
2011 | Assets (Level 1) | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||
| Mutual funds: |
||||||||||||||||
| Domestic blend fund |
$ | 3,715,654 | $ | 3,715,654 | $ | — | $ | — | ||||||||
| Domestic growth funds |
9,253,385 | 9,253,385 | — | — | ||||||||||||
| Domestic value funds |
7,035,562 | 7,035,562 | — | — | ||||||||||||
| Intermediate-term bond fund |
9,726,335 | 9,726,335 | — | — | ||||||||||||
| Inflation protected bond fund |
1,076,117 | 1,076,117 | — | — | ||||||||||||
| International stock fund |
524,529 | 524,529 | — | — | ||||||||||||
| International blend fund |
12,772,246 | 12,772,246 | — | — | ||||||||||||
| Large growth fund |
8,209,161 | 8,209,161 | — | — | ||||||||||||
| Large value fund |
12,192,391 | 12,192,391 | — | — | ||||||||||||
| Moderate allocation fund |
3,060,818 | 3,060,818 | — | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total mutual funds |
67,566,198 | 67,566,198 | — | — | ||||||||||||
| Pooled separate accounts: |
||||||||||||||||
| Domestic growth fund |
3,958,337 | — | 3,958,337 | — | ||||||||||||
| Guaranteed income fund |
14,904,658 | — | 14,904,658 | — | ||||||||||||
| Kforce Inc. common stock |
4,110,855 | 4,110,855 | — | — | ||||||||||||
| Self-directed accounts |
1,308,856 | 1,308,856 | — | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total |
$ | 91,848,904 | $ | 72,985,909 | $ | 18,862,995 | $ | — | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
9
| Fair Value Measurements at December 31, 2010 Using: | ||||||||||||||||
| Description of Investment |
December
31, 2010 |
Quoted Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Unobservable Inputs (Level 3) |
||||||||||||
| Mutual funds: |
||||||||||||||||
| Domestic blend fund |
$ | 3,724,460 | $ | 3,724,460 | $ | — | $ | — | ||||||||
| Domestic growth funds |
19,165,794 | 19,165,794 | — | — | ||||||||||||
| Domestic value funds |
7,061,997 | 7,061,997 | — | — | ||||||||||||
| Intermediate-term bond fund |
8,944,536 | 8,944,536 | — | — | ||||||||||||
| Inflation protected bond fund |
346,919 | 346,919 | — | — | ||||||||||||
| International stock fund |
394,313 | 394,313 | — | — | ||||||||||||
| International blend fund |
12,181,714 | 12,181,714 | — | — | ||||||||||||
| Moderate allocation fund |
3,000,801 | 3,000,801 | — | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total mutual funds |
54,820,534 | 54,820,534 | — | — | ||||||||||||
| Pooled separate accounts: |
||||||||||||||||
| Domestic growth fund |
3,713,946 | — | 3,713,946 | — | ||||||||||||
| Domestic value fund |
13,188,040 | — | 13,188,040 | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total pooled separate accounts |
16,901,986 | — | 16,901,986 | — | ||||||||||||
| Guaranteed income fund |
12,826,124 | — | 12,826,124 | — | ||||||||||||
| Kforce Inc. common stock |
5,153,678 | 5,153,678 | — | — | ||||||||||||
| Self-directed accounts |
1,323,479 | 1,323,479 | — | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total |
$ | 91,025,801 | $ | 61,297,691 | $ | 29,728,110 | $ | — | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| 6. | FEDERAL INCOME TAX STATUS |
The Internal Revenue Service has determined and informed Kforce by a letter dated June 21, 2007, that the Plan and related trust were designed in accordance with the applicable regulations of the Code. The Plan, however, has been amended since receiving the determination letter. Plan management applied for an updated determination letter on December 19, 2011, which has been acknowledged by the IRS. Kforce and the plan administrator believe that the Plan is currently designed and operated in compliance with the applicable requirements of the Code and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plan’s financial statements.
| 7. | EXEMPT PARTY-IN-INTEREST TRANSACTIONS |
Certain Plan investments include shares of mutual funds, pooled separate accounts, and an unallocated insurance contract managed by the Trustee and, therefore, these transactions qualify as exempt party-in-interest transactions. Fees paid by the Plan participants for the investment management services were included as a reduction of the return earned on each investment.
At December 31, 2011 and 2010, the Plan held 333,403 and 318,522 shares, respectively, of common stock of Kforce Inc., the sponsoring employer.
| 8. | NONEXEMPT PARTY-IN-INTEREST TRANSACTIONS |
Kforce remitted the October 7, 2011 and October 14, 2011 participant contributions of approximately $180,100 and $347,100, respectively, to the trustee on October 13, 2011 and October 20, 2011, respectively, which was later than required by Department of Labor (“DOL”) Regulation 2510.3-102. As a result, Kforce will file Form 5330 with the Internal Revenue Service and will pay an excise tax on the transaction during the 2012 Plan year.
In November 2011, Kforce remitted an additional contribution for both late remittances, which represented the amount of investment income that would have been earned by the participants had the contributions been remitted on a timely basis.
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KFORCE 401(k) RETIREMENT SAVINGS PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i—SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2011
| Identity of Party Involved |
Description of Investment | Current Value | ||||
| Kforce Inc.* |
Common Stock | $ | 4,110,855 | |||
| Thornburg International Value Fund |
Mutual Fund | 12,772,246 | ||||
| Jennison Small Company Fund* |
Mutual Fund | 9,253,385 | ||||
| Pimco Total Return Fund |
Mutual Fund | 9,726,335 | ||||
| Prudential Stock Index I |
Mutual Fund | 3,715,654 | ||||
| Goldman Sachs Mid-Cap Value Fund |
Mutual Fund | 3,461,488 | ||||
| Columbia Small Cap Value Fund I A |
Mutual Fund | 3,574,074 | ||||
| Van Kampen Equity and Income Fund |
Mutual Fund | 3,060,818 | ||||
| Wells Fargo Advantage Growth Adm |
Mutual Fund | 8,209,161 | ||||
| Columbia Dividend Income A |
Mutual Fund | 12,192,391 | ||||
| Mutual Global Discovery Fund A |
Mutual Fund | 524,529 | ||||
| BlackRock Inflation Protected Bond A |
Mutual Fund | 1,076,117 | ||||
| Mid Cap Growth/TimesSquare Fund* |
Pooled Separate Account | 3,958,337 | ||||
| Guaranteed Income Fund* |
Unallocated Insurance Contract | 14,904,658 | ||||
| Various Participants* |
Notes receivable from participants (maturing 2012 – 2021 at interest rates ranging from 4.25% to 9.25%) |
1,435,486 | ||||
| Self-Directed Account |
Mutual Funds and Common Stock |
1,308,856 | ||||
|
|
|
|||||
| $ | 93,284,390 | |||||
|
|
|
|||||
| * | Indicates a party-in-interest to the Plan. |
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KFORCE 401(k) RETIREMENT SAVINGS PLAN
FORM 5500, SCHEDULE H, PART IV, QUESTION 4a— DELINQUENT PARTICIPANT CONTRIBUTIONS
FOR THE YEAR ENDED DECEMBER 31, 2011
Question 4a “Did the employer fail to transmit to the Plan any participant contributions within the time period described in 29 CFR 2510.3-102,” was answered “yes.”
| Identity of Party Involved |
Relationship to Plan,
Employer Or Other Party-in-Interest |
Description of Transaction |
Amount | |||||
| Kforce Inc. |
Employer/ Plan Sponsor | Participant contributions for employees were not funded within the time period prescribed by DOL Regulation 2510.3-102. The October 7, 2011 participant contribution was deposited October 13, 2011. | $ | 180,097 | ||||
| Kforce Inc. |
Employer/ Plan Sponsor | Participant contributions for employees were not funded within the time period prescribed by DOL Regulation 2510.3-102. The October 14, 2011 participant contribution was deposited October 20, 2011. | $ | 347,115 | ||||
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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.
| Kforce 401(k) Retirement Savings Plan | ||
| June 27, 2012 | /s/ Joseph J. Liberatore | |
| Joseph J. Liberatore | ||
| Plan Administrator, Executive Vice President and Chief Financial Officer of Kforce Inc. | ||
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| Exhibit No. |
Description | |
| 23.1 | Consent of Pender Newkirk and Company LLP, Independent Registered Public Accounting Firm |
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