filings.toolsItem 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| a) | 1. Financial Statements: |
Consolidated Balance Sheets as of December 31, 2012 and 2011
Consolidated Statements of Earnings for the years ended December 31, 2012, 2011, and 2010
Consolidated Statements of Comprehensive Income for the years ended December 31, 2012, 2011, and 2010
Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2012, 2011, and 2010
Consolidated Statements of Cash Flows for the years ended December 31, 2012, 2011, and 2010
Notes to Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm
- Financial Statement Schedules:
Schedule II—Valuation and Qualifying Accounts
- Exhibits:
| 3.1 | Restated Articles of Incorporation of Fastenal Company, as amended effective as of April 17, 2012 (incorporated by reference to Exhibit 3.1 to Fastenal Company’s Form 10-Q for the quarter ended March 31, 2012) |
| 3.2 | Restated By-Laws of Fastenal Company (incorporated by reference to Exhibit 3.2 to Fastenal Company’s Form 8-K dated as of October 15, 2010) |
| 10.1 | Description of Bonus Arrangements for Executive Officers (incorporated by reference to the information appearing under the heading ‘Executive Compensation – Compensation Discussion and Analysis’ in the Proxy Statement)* |
| 10.2 | Fastenal Company Stock Option Plan (incorporated by reference to Exhibit A to Fastenal Company’s Proxy Statement dated February 23, 2007)* |
| 10.3 | Fastenal Company Incentive Plan (incorporated by reference to Appendix A to Fastenal Company’s Proxy Statement dated February 23, 2012)* |
| 10.4 | Credit Agreement dated as of December 13, 2012 among Fastenal Company, the Lenders from time to time party thereto, and Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and Issuing Lender (incorporated by reference to Exhibit 10.1 to Fastenal Company's Form 8-K dated as of December 19, 2012) |
| 13 | Portions of 2012 Annual Report to Shareholders not included in this Form 10-K (only those sections specifically incorporated by reference in this Form 10-K shall be deemed filed with the SEC) |
| 21 | List of Subsidiaries |
| 23 | Consent of Independent Registered Public Accounting Firm |
| 31 | Certifications under Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32 | Certification under Section 906 of the Sarbanes-Oxley Act of 2002 |
| 101 | The following materials formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Earnings, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Stockholders’ Equity, and (vi) the Notes to Consolidated Financial Statements. |
We will furnish copies of these Exhibits upon request and payment of our reasonable expenses in furnishing the Exhibits.
- Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K pursuant to Item 15(b).
FASTENAL COMPANY
Schedule II—Valuation and Qualifying Accounts
Years ended December 31, 2012, 2011, and 2010
(Amounts in thousands)
| Description | Balance at beginning of year | “Additions” charged to costs and expenses | “Other” additions (deductions) | “Less” deductions | Balance at end of year | ||||||||||
| Year ended December 31, 2012 | |||||||||||||||
| Allowance for doubtful accounts | $ | 5,647 | 9,726 | — | 8,645 | 6,728 | |||||||||
| Insurance reserves | $ | 30,548 | 43,024 | 1 | — | 48,384 | 2 | 25,188 | |||||||
| Year ended December 31, 2011 | |||||||||||||||
| Allowance for doubtful accounts | $ | 4,761 | 9,217 | — | 8,331 | 5,647 | |||||||||
| Insurance reserves | $ | 28,067 | 46,287 | 1 | — | 43,806 | 2 | 30,548 | |||||||
| Year ended December 31, 2010 | |||||||||||||||
| Allowance for doubtful accounts | $ | 4,086 | 8,658 | — | 7,983 | 4,761 | |||||||||
| Insurance reserves | $ | 23,722 | 47,848 | 1 | — | 43,503 | 2 | 28,067 |
| 1 | Includes costs and expenses incurred for premiums and claims related to health and general insurance. |
| 2 | Includes costs and expenses paid for premiums and claims related to health and general insurance. |
See accompanying Report of Independent Registered Public Accounting Firm incorporated herein by reference.
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.
| Date: February 7, 2013 | ||
| FASTENAL COMPANY | ||
| By | /s/ Willard D. Oberton | |
| Willard D. Oberton, Chief Executive 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 date indicated.
Date: February 7, 2013
| By | /s/ Willard D. Oberton | By | /s/ Daniel L. Florness | |||
| Willard D. Oberton, Chief Executive Officer | Daniel L. Florness, Chief Financial Officer | |||||
| (Principal Executive Officer) and | (Principal Financial Officer and | |||||
| Director | Principal Accounting Officer) | |||||
| By | /s/ Robert A. Kierlin | By | /s/ Stephen M. Slaggie | |||
| Robert A. Kierlin, Director (Chairman) | Stephen M. Slaggie, Director | |||||
| By | /s/ Michael M. Gostomski | By | /s/ Michael J. Dolan | |||
| Michael M. Gostomski, Director | Michael J. Dolan, Director | |||||
| By | /s/ Reyne K. Wisecup | By | /s/ Hugh L. Miller | |||
| Reyne K. Wisecup, Director | Hugh L. Miller, Director | |||||
| By | /s/ Michael J. Ancius | By | /s/ Scott A. Satterlee | |||
| Michael J. Ancius, Director | Scott A. Satterlee, Director | |||||
| By | /s/ Rita J. Heise | By | /s/ Darren R. Jackson | |||
| Rita J. Heise, Director | Darren R. Jackson, Director |
INDEX TO EXHIBITS
| 3.1 | Restated Articles of Incorporation of Fastenal Company, as amended | Incorporated by Reference |
| 3.2 | Restated By-Laws of Fastenal Company | Incorporated by Reference |
| 10.1 | Description of Bonus Arrangements for Executive Officers | Incorporated by Reference |
| 10.2 | Fastenal Company Stock Option Plan | Incorporated by Reference |
| 10.3 | Fastenal Company Incentive Plan | Incorporated by Reference |
| 10.4 | Credit Agreement dated as of December 13, 2012 among Fastenal Company, the Lenders from time to time thereto, and Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and Issuing Lender | Incorporated by Reference |
| 13 | Portions of 2012 Annual Report to Shareholders not included in this Form 10-K (only those sections specifically incorporated by reference in this Form 10-K shall be deemed filed with the SEC) | Electronically Filed |
| 21 | List of Subsidiaries | Electronically Filed |
| 23 | Consent of Independent Registered Public Accounting Firm | Electronically Filed |
| 31 | Certifications under Section 302 of the Sarbanes-Oxley Act of 2002 | Electronically Filed |
| 32 | Certification under Section 906 of the Sarbanes-Oxley Act of 2002 | Electronically Filed |
| EX 101.INS | XBRL Instance Document | Electronically Filed |
| EX 101.SCH | XBRL Taxonomy Extension Schema Document | Electronically Filed |
| EX 101.CAL | XBRL Taxonomy Calculation Linkbase Document | Electronically Filed |
| EX 101.DEF | XBRL Taxonomy Definition Linkbase Document | Electronically Filed |
| EX 101.LAB | XBRL Taxonomy Label Linkbase Document | Electronically Filed |
| EX 101.PRE | XBRL Taxonomy Presentation Linkbase Document | Electronically Filed |
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