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| (a) | Documents filed as a part of this report on Form 10-K: |
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| (1) | The following financial statements are included herewith: |
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets, April 30, 2018 and 2017
Consolidated Statements of Income, Three Years Ended April 30, 2018
Consolidated Statements of Shareholders’ Equity, Three Years Ended April 30, 2018
Consolidated Statements of Cash Flows, Three Years Ended April 30, 2018
Notes to Consolidated Financial Statements
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| (2) | No schedules are included because the required information is inapplicable or is presented in the consolidated financial statements or related notes thereto. |
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| (3) | The following exhibits are filed as a part of this report: |
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| Exhibit Number | Description of Exhibits |
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| 3.1 | Second Restatement of the Restated and Amended Articles of Incorporation (incorporated by reference to Exhibit 3.1 to Form 10-Q as filed December 11, 2017) |
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| 3.2(a) | Fourth Amended and Restated By-Laws (incorporated by reference to Exhibit 3.2(a) to Form 8-K as filed March 7, 2018) |
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| 4.8 | Note Purchase Agreement dated as of September 29, 2006 among the Company and the purchasers the 5.72% Senior Notes, Series A and Series B (incorporated by reference to Exhibit 4.8 to Form 8-K as filed September 29, 2006) |
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| 4.9 | Note Purchase Agreement dated as of August 9, 2010 among the Company and the purchasers of the 5.22% Senior Notes (incorporated by reference to Exhibit 4.1 to Form 8-K as filed August 10, 2010) |
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| 4.10 | Note Purchase Agreement dated as of June 17, 2013 among the Company and the purchasers of the 3.67% Series A Notes and 3.75% Series B Notes (incorporated by reference to Exhibit 4.10 to Form 8-K as filed June 18, 2013) |
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| 4.11 | Note Purchase Agreement dated as of May 2, 2016 among the Company and the purchasers of the 3.65% Series C Notes and 3.72% Series D Notes (incorporated by reference to Exhibit 4.11 to Form 8-K as filed May 3, 2016) |
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| 4.12 | Note Purchase Agreement dated as of June 13, 2017 among the Company and the purchasers of the 3.51% Series E Notes and 3.77% Series F Notes (incorporated by reference to Exhibit 4.12 to Form 8-K as filed June 15, 2017) |
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| 10.21(a)* | Amended and Restated Employment Agreement with Donald F. Lamberti and First and Second Amendments thereto |
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| 10.22(a)* | Amended and Restated Employment Agreement with Ronald M. Lamb and First and Second Amendments thereto |
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| 10.28(c) | Promissory Note delivered to UMB Bank, n.a. and related Negative Pledge Agreement dated April 27, 2018 (incorporated by reference to exhibit 10.28(c) to Form 8-K filed May 2, 2018) |
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| 10.29(a)* | Form of “change of control” Employment Agreement (incorporated by reference to Exhibit 10.29(a) to Form 8-K as filed June 2, 2010) |
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| 10.30* | Non-Qualified Supplemental Executive Retirement Plan and Amendment thereto |
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| 10.31* | Non-Qualified Supplemental Executive Retirement Plan Trust Agreement with UMB Bank, n.a. (incorporated by reference to Exhibit 10.31 to Form 8-K as filed November 10, 1997) |
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| 10.32* | Severance Agreement with Douglas K. Shull (incorporated by reference to Exhibit 10.32 to Form 8-K as filed July 28, 1998) |
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| 10.33* | Casey’s General Stores, Inc. 2000 Stock Option Plan and related form of Grant Agreement |
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| 10.34* | Casey’s General Stores 401(k) Plan (incorporated by reference to Exhibit 10.34 to Form 10-K as filed July 29, 2003) |
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| 10.35* | Trustar Directed Trust Agreement (incorporated by reference to Exhibit 10.35 to Form 10-K as filed July 29, 2003) |
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| 10.38* | Executive Nonqualified Excess Plan Document and related Adoption Agreement dated July 12, 2006 (incorporated by reference to Exhibit 10.38 to Form 10-K as filed June 29, 2007) |
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| 10.39* | Employment Agreement with Robert J. Myers and Amendment and Second Amendment thereto |
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| 10.40* | Severance Agreement with John G. Harmon (incorporated by reference to Exhibit 99.1 to Form 8-K as filed January 17, 2008) |
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| 10.41* | Casey’s General Stores, Inc. 2009 Stock Incentive Plan and related forms of Stock Option Grant (2011), Restricted Stock Agreement (Officers and Other Employees) (2015, 2016), Restricted Stock Units Agreement (Officers and Other Employees) (2015, 2016), Restricted Stock Units Agreement (Non-Officer Employees) (2017, 2018), Restricted Stock Units Agreement (LTI Awards to Officers) and Award Summary (2017, 2018), Stock Award Agreement (Non-Employee Directors) (2017), and Restricted Stock Units Agreement (Non-Employee Directors) (2018) |
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| 10.42* | Employment Agreement with Terry W. Handley and related Restricted Stock Units Award Agreement dated April 12, 2016 |
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| 21 | Subsidiaries of Casey’s General Stores, Inc. |
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| 23.1 | Consent of Independent Registered Public Accounting Firm |
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| 31.1 | Certificate of Terry W. Handley under Section 302 of Sarbanes-Oxley Act of 2002 |
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| 31.2 | Certificate of William J. Walljasper under Section 302 of Sarbanes-Oxley Act of 2002 |
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| 32.1 | Certificate of Terry W. Handley under Section 906 of Sarbanes-Oxley Act of 2002 |
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| 32.2 | Certificate of William J. Walljasper under Section 906 of Sarbanes-Oxley Act of 2002 |
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| 101.INS | XBRL Instance Document |
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| 101.SCH | XBRL Taxonomy Extension Schema Document |
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| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
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| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
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| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
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| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
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| * | Indicates management contract or compensatory plan or arrangement. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| CASEY’S GENERAL STORES, INC. (Registrant) | | |
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| Date: June 29, 2018 | By | /s/ Terry W. Handley |
| Terry W. Handley, President and | |
| Chief Executive Officer | |
| (Principal Executive Officer and Director) | |
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| Date: June 29, 2018 | By | /s/ William J. Walljasper |
| William J. Walljasper | |
| Senior Vice President and Chief Financial Officer | |
| (Authorized Officer and Principal Financial and Accounting Officer) | |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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| Date: June 29, 2018 | By | /s/ H. Lynn Horak |
| H. Lynn Horak | |
| Chair and Director | |
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| Date: June 29, 2018 | By | /s/ William J. Walljasper |
| William J. Walljasper | |
| Senior Vice President and Chief Financial Officer | |
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| Date: June 29, 2018 | By | /s/ Terry W. Handley |
| Terry W. Handley, President and | |
| Chief Executive Officer, Director | |
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| Date: June 29, 2018 | By | /s/ Cara K. Heiden |
| Cara K. Heiden | |
| Director | |
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| Date: June 29, 2018 | By | /s/ Diane C. Bridgewater |
| Diane C. Bridgewater | |
| Director | |
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| Date: June 29, 2018 | By | /s/ Donald E. Frieson |
| Donald E. Frieson | |
| Director | |
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| Date: June 29, 2018 | By | /s/ David K. Lenhardt |
| David K. Lenhardt | |
| Director | |
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| Date: June 29, 2018 | By | /s/ Allison M. Wing |
| Allison M. Wing | |
| Director | |
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| Date: June 29, 2018 | By | /s/ Larree M. Renda |
| Larree M. Renda | |
| Director | |
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| Date: June 29, 2018 | By | /s/ Judy A. Schmeling |
| Judy A. Schmeling | |
| Director | |
EXHIBIT INDEX
The following exhibits are filed herewith:
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| Exhibit No. | Description |
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| 23.1 | Consent of Independent Registered Public Accounting Firm |
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| 31.1 | Certification of Terry W. Handley under Section 302 of the Sarbanes-Oxley Act of 2002 |
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| 31.2 | Certification of William J. Walljasper under Section 302 of the Sarbanes-Oxley Act of 2002 |
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| 32.1 | Certificate of Terry W. Handley under Section 906 of Sarbanes-Oxley Act of 2002 |
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| 32.2 | Certificate of William J. Walljasper under Section 906 of Sarbanes-Oxley Act of 2002 |
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| 101.INS | XBRL Instance Document |
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| 101.SCH | XBRL Taxonomy Extension Schema Document |
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| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
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| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
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| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
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| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |