Cover and table of contents

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Cover and table of contents

10-K 1 casy-2019430x10k.htm 10-K

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

Annual Report pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

For the Fiscal Year Ended April 30, 2019

Commission File Number 001-34700

CASEY’S GENERAL STORES, INC.

(Exact name of registrant as specified in its charter)

IOWA42-0935283
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

ONE SE CONVENIENCE BLVD., ANKENY, IOWA

(Address of principal executive offices)

50021

(Zip Code)

(515) 965-6100

(Registrant’s telephone number, including area code)

Securities Registered pursuant to Section 12(b) of the Act

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, no par value per shareCASYThe NASDAQ Global Select Market

Securities Registered pursuant to Section 12(g) of the Act

NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act

Large accelerated filerxAccelerated filer¨
Non-accelerated filer¨Smaller reporting company¨
Emerging growth company¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The aggregate market value of the registrant’s common stock held by non-affiliates as of October 31, 2018, was approximately $4.6 billion based on the closing sales price ($125.55 per share) as quoted on the NASDAQ Global Select Market.

Indicate the number of shares outstanding of each of the issuer’s class of common stock, as of the latest practicable date.

ClassOutstanding at June 20, 2019
Common Stock, no par value per share36,763,634 shares

DOCUMENTS INCORPORATED BY REFERENCE

Certain information called for by Items 10, 11, 12, 13 and 14 of Part III is hereby incorporated by reference from the definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with the Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission not later than 120 days after April 30, 2019.

FORM 10-K

TABLE OF CONTENTS

PART IITEM 1.Business4
ITEM 1A.Risk Factors7
ITEM 1B.Unresolved Staff Comments15
ITEM 2.Properties15
ITEM 3.Legal Proceedings15
ITEM 4.Mine Safety Disclosures15
PART IIITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities16
ITEM 6.Selected Financial Data18
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations18
ITEM 7A.Quantitative and Qualitative Disclosures about Market Risk28
ITEM 8.Financial Statements and Supplementary Data30
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure50
ITEM 9A.Controls and Procedures50
ITEM 9B.Other Information51
PART IIIITEM 10.Directors, Executive Officers and Corporate Governance52
ITEM 11.Executive Compensation52
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters52
ITEM 13.Certain Relationships and Related Transactions and Director Independence52
ITEM 14.Principal Accountant Fees and Services52
PART IVITEM 15.Exhibits and Financial Statement Schedules53
ITEM 16.Form 10-K Summary54
Signatures55

PART I

Next: Item 1. BUSINESS