<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
/X/ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended January 31, 1994
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ________to________
Commission file number 0-6074
A. Full title of the plan:
Nordstrom Employee Deferral Retirement Plan
(A component of the Nordstrom Profit Sharing Retirement Plan)
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Nordstrom, Inc.
1501 Fifth Ave., Seattle, WA 98101
1
<PAGE>
Required Information
a) Financial Statements Page No.
Independent Auditors' Report 3
Statement of Net Assets Available
for Benefits 4
Statement of Changes in Net Assets
Available for Benefits 6
Notes to Financial Statements 8
Schedules:
The following schedules are prepared in accordance with the
financial reporting requirements of ERISA and have been filed
manually under cover of Form SE.
Reportable transactions
Assets held for investment - Participant loans
Assets held for investment - First Interstate Bank
b) Exhibits
(23.1) Independent Auditors' Consent is filed herein as an
exhibit.
SIGNATURES
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.
Nordstrom Employee Deferral Retirement Plan
Date: July 21, 1994 /s/ Joseph V. Demarte
--------------- -------------------------------------------
Joseph V. Demarte
Vice President, Personnel
2
<PAGE>
INDEPENDENT AUDITORS' REPORT
Administrative Committee
Nordstrom Employee Deferral Retirement Plan
Seattle, Washington
We have audited, by fund and in total, the accompanying statements of
net assets available for benefits of the Nordstrom Employee Deferral
Retirement Plan (a component of the Nordstrom Profit Sharing Retirement
Plan) (the Plan), comprising, respectively, the Money Market, Balanced,
and Nordstrom Stock Funds, as of January 31, 1994 and 1993, and the
related statements of changes in net assets available for benefits for
the years then ended. 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 audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. 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 audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, by fund and in
total, in all material respects, the net assets available for benefits
of the Plan as of January 31, 1994 and 1993, and the changes in net
assets available for benefits for the years then ended in conformity
with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The accompanying
supplemental schedules of (1) assets held for investment at January 31,
1994 and (2) reportable transactions for the year then ended 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. Such schedules have been subjected to the auditing
procedures applied in our audit of the basic 1994 financial statements
and, in our opinion, are fairly stated in all material respects when
considered in relation to the basic financial statements taken as a
whole.
Deloitte & Touche
May 26, 1994
3
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NORDSTROM EMPLOYEE DEFERRAL RETIREMENT PLAN
- - -------------------------------------------------------------
(a component of the Nordstrom Profit Sharing Retirement Plan)
<TABLE>
<CAPTION>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
JANUARY 31, 1994
- - --------------------------------------------------------------------------------------------------------
Money Balanced Nordstrom Participant
Market Fund Fund Stock Fund loans Total
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments, at fair value:
Nordstrom, Inc. common stock
(824,350 shares) $ $ $28,852,250 $ $28,852,250
Cash and cash equivalents consisting
primarily of First Interstate Bank,
Employee Benefit Cash Management
Portfolio 17,605,829 684,625 2,658 18,293,112
Trust funds:
First Interstate Bank:
Pooled Equity Funds 19,193,883 19,193,883
Pooled Fixed Income Funds 11,102,301 11,102,301
Participant loans 2,553,933 2,553,933
----------- ----------- ----------- ----------- -----------
Total investments 17,605,829 30,980,809 28,854,908 2,553,933 79,995,479
Receivables:
Employer contributions 1,013,442 1,883,568 1,413,592 4,310,602
Participant contributions 196,044 373,719 270,767 840,530
Accrued interest and dividends 47,640 1,394 360 49,394
Interfund and other (17,358) 47,244 (46) 29,840
----------- ----------- ----------- ----------- -----------
Total assets 18,845,597 33,286,734 30,539,581 2,553,933 85,225,845
LIABILITIES:
Trustee and administrative fees payable 15,857 25,342 24,676 65,875
Other 16,707 6,338 23,045
----------- ----------- ----------- -----------
Total liabilities 32,564 25,342 31,014 88,920
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $18,813,033 $33,261,392 $30,508,567 $2,553,933 $85,136,925
=========== =========== =========== =========== ===========
</TABLE>
See notes to financial statements.
4
<PAGE>
NORDSTROM EMPLOYEE DEFERRAL RETIREMENT PLAN
- - -------------------------------------------------------------
(a component of the Nordstrom Profit Sharing Retirement Plan)
<TABLE>
<CAPTION>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
JANUARY 31, 1993
- - --------------------------------------------------------------------------------------------------------
Money Balanced Nordstrom
Market Fund Fund Stock Fund Total
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
ASSETS:
Investments, at fair value:
Nordstrom, Inc. common stock
(660,971 shares) $ $ $25,943,112 $25,943,112
Cash and cash equivalents consisting
primarily of First Interstate Bank,
Employee Benefit Cash Management
Portfolio 14,713,811 536,704 182 15,250,697
Trust funds:
First Interstate Bank:
Pooled Equity Funds 12,751,565 12,751,565
Pooled Fixed Income Funds 7,701,397 7,701,397
----------- ----------- ----------- -----------
Total investments 14,713,811 20,989,666 25,943,294 61,646,771
Receivables:
Employer contributions 915,095 1,319,286 1,335,752 3,570,133
Participant contributions 187,346 277,675 267,828 732,849
Accrued interest and dividends 41,256 1,147 403 42,806
Interfund and other (4,007) 3,866 233,960 233,819
----------- ----------- ----------- -----------
Total assets 15,853,501 22,591,640 27,781,237 66,226,378
LIABILITIES:
Termination benefits payable 175,118 209,765 199,771 584,654
Trustee and administrative fees payable 13,527 18,495 23,349 55,371
----------- ----------- ----------- -----------
Total liabilities 188,645 228,260 223,120 640,025
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $15,664,856 $22,363,380 $27,558,117 $65,586,353
=========== =========== =========== ===========
</TABLE>
See notes to financial statements.
5
<PAGE>
NORDSTROM EMPLOYEE DEFERRAL RETIREMENT PLAN
- - -------------------------------------------------------------
(a component of the Nordstrom Profit Sharing Retirement Plan)
<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED JANUARY 31, 1994
- - -------------------------------------------------------------------------------------------------------
Money Balanced Nordstrom Participant
Market Fund Fund Stock Fund Loans Total
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
ADDITIONS:
Participant contributions $ 5,140,929 $ 9,011,927 $ 7,424,407 $ $21,577,263
Employer contributions 1,013,442 1,883,568 1,413,592 4,310,602
Investment income:
Interest 530,670 16,265 6,015 28,391 581,341
Net realized and unrealized
investment gain(loss) 1,951,467 (2,344,744) (393,277)
Dividends 257,646 257,646
----------- ----------- ----------- ----------- -----------
Investment income 530,670 1,967,732 (2,081,083) 28,391 445,710
Participant-directed transfers (942,710) 1,405,355 (462,645)
Other (1,301) 30,760 (15,780) 13,679
Loan payments 46,489 76,640 64,529 (187,658)
----------- ----------- ----------- ----------- -----------
Total additions 5,787,519 14,375,982 6,343,020 (159,267) 26,347,254
DEDUCTIONS:
Payments to participants 2,578,778 3,391,105 3,307,648 (2,713,200) 6,564,331
Trustee fees, administrative expenses,
and other 60,564 86,865 84,922 232,351
----------- ----------- ----------- ----------- -----------
Total deductions 2,639,342 3,477,970 3,392,570 (2,713,200) 6,796,682
----------- ----------- ----------- ----------- -----------
NET ADDITIONS 3,148,177 10,898,012 2,950,450 2,553,933 19,550,572
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 15,664,856 22,363,380 27,558,117 65,586,353
----------- ----------- ----------- ----------- -----------
End of year $18,813,033 $33,261,392 $30,508,567 $2,553,933 $85,136,925
=========== =========== =========== =========== ===========
</TABLE>
See notes to financial statements.
6
<PAGE>
NORDSTROM EMPLOYEE DEFERRAL RETIREMENT PLAN
- - -------------------------------------------------------------
(a component of the Nordstrom Profit Sharing Retirement Plan)
<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED JANUARY 31, 1993
- - ----------------------------------------------------------------------------------------------------
Money Balanced Nordstrom
Market Fund Fund Stock Fund Total
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
ADDITIONS:
Participant contributions $ 4,714,362 $ 6,267,460 $ 6,858,882 $17,840,704
Employer contributions 915,095 1,319,286 1,335,752 3,570,133
Investment income:
Interest 496,210 14,825 6,135 517,170
Net realized and unrealized
investment gain 1,835,034 2,626,734 4,461,768
Dividends 183,656 183,656
----------- ----------- ----------- -----------
Investment income 496,210 1,849,859 2,816,525 5,162,594
Participant-directed transfers (1,014,904) 1,073,508 (58,604)
Other (18,871) 14,772 8,452 4,353
----------- ----------- ----------- -----------
Total additions 5,091,892 10,524,885 10,961,007 26,577,784
DEDUCTIONS:
Payments to participants 1,805,153 1,820,176 2,119,748 5,745,077
Trustee fees, administrative expenses,
and other 47,851 63,426 79,900 191,177
----------- ----------- ----------- -----------
Total deductions 1,853,004 1,883,602 2,199,648 5,936,254
----------- ----------- ----------- -----------
NET ADDITIONS 3,238,888 8,641,283 8,761,359 20,641,530
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 12,425,968 13,722,097 18,796,758 44,944,823
----------- ----------- ----------- -----------
End of year $15,664,856 $22,363,380 $27,558,117 $65,586,353
=========== =========== =========== ===========
</TABLE>
See notes to financial statements.
7
NORDSTROM EMPLOYEE DEFERRAL RETIREMENT PLAN
- - -------------------------------------------------------------
(a component of the Nordstrom Profit Sharing Retirement Plan)
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED JANUARY 31, 1994 AND 1993
- - -----------------------------------------------------------------------
NOTE 1: THE PLAN
General: The Nordstrom Employee Deferral Retirement Plan (the Plan) is
the 401(k) savings element of the Nordstrom Profit Sharing Retirement
Plan (Profit Sharing Plan). The 401(k) savings element came into effect
on February 1, 1988, through an amendment to the Profit Sharing Plan.
In August 1990, with an effective date of February 1, 1989, a separate
plan agreement was created for the 401(k) savings plan.
All employees of Nordstrom, Inc. and subsidiaries (the Company) are
eligible to participate in the Plan on the anniversary date of the Plan
following the completion of one full year of continuous service.
Eligible participants must work at least 1,000 hours during the payroll
calendar year and be employed on January 31 to remain eligible. At
January 31, 1994, there were approximately 15,100 employees covered by
the Plan.
Employer contributions and allocation: The Company's contribution
consists of a match of 25% of the participants' voluntary contributions
up to 6% of the participants' annual compensation.
Investment programs: Participants enrolled in the Plan are able to
direct their investment (including Company matching contributions)
between any or all of three funds - a money market fund, a balanced fund
and a Nordstrom stock fund. The money market fund consists of
investments in secure, high yield, short-term money market instruments.
The balanced fund consists of investments in diversified common stock,
government and corporate bond funds, and cash. The Nordstrom stock fund
consists primarily of shares of common stock of Nordstrom, Inc., the
Plan sponsor.
Participation in investment activity: Participants' individual accounts
are credited with a pro rata share of investment income experienced by
the respective fund(s) into which they have directed their
contributions.
Vesting in the Plan: Participants receive the Company contributions if
they have worked at least 1,000 hours and are employed through January
31 of the Plan year, at which time the Company contribution is 100%
vested. All participants' contributions are fully vested.
Method of payment: Distributions of Plan benefits are made to the
participant or beneficiary in single lump-sum payments, subject to the
withdrawal restrictions as set forth in the Plan agreement.
8
Participant loans: Plan participants may obtain loans against their
account balances, repayable over periods not to exceed 20 years,
provided that certain conditions are met and that approval is obtained
from the Plan trustee.
Benefits payable: In 1993 the Plan changed its method of accounting for
benefits payable to comply with the 1993 AICPA Audit and Accounting
Guide, Audit of Employee Benefit Plans. The new guidance requires that
benefits payable to persons who have withdrawn from participation in a
defined contribution plan be disclosed in the footnotes to the financial
statements rather than be recorded as a liability of the Plan. As of
January 31, 1994, net assets available for benefits included benefits of
$1,238,881 due to participants who have withdrawn from participation in
the Plan.
Trustee and administrator of the Plan: The trustee of the Plan is
First Interstate Bank of Washington, N.A.
The Plan is administered by a five-member committee comprised of the
following individuals:
Bruce A. Nordstrom - Co-Chairman of the Board of Directors of the
Company and Chairman of the Committee
John N. Nordstrom - Co-Chairman of the Board of Directors of the Company
Raymond A. Johnson - Co-President of the Company
D. Wayne Gittinger - Director of the Company
Joseph V. Demarte - Vice President and Director of Personnel of the
Company
Termination of the Plan: The Company reserves the right to suspend,
discontinue, or terminate the Plan at any time. A suspension or
discontinuance will not constitute termination of the Plan.
In the event the Plan is terminated, the respective accounts of the
participants under the Plan shall become fully vested and
nonforfeitable. After payment of expenses properly chargeable against
the Plan, the trustees shall distribute all Plan assets to the
participants in the proportions determined by their respective account
balances.
Tax status: The Plan obtained its latest determination letter in April
1989, in which the Internal Revenue Service stated that the Plan, as
then designed, was in compliance with the applicable requirements of the
Internal Revenue Code. The Plan has been amended since receiving this
determination letter. However, the Plan administrators believe that the
Plan is currently designed and being operated in compliance with the
applicable requirements of the Internal Revenue Code. Therefore, the
Plan administrators believe that the Plan was qualified and the related
trust was tax-exempt as of January 31, 1994, and no provision for income
taxes is required.
9
Basis of accounting: The accompanying financial statements have been prepared
on the accrual basis of accounting.
Cash equivalents: The Plan considers all short-term investments with a
maturity at date of purchase of three months or less to be cash
equivalents.
Investment income: Net realized and unrealized investment gain (loss) is
calculated based upon the beginning of the year fair value of
investments and the cost of investments purchased during the year.
NOTE 2: INVESTMENTS
The investments of the Plan are stated at fair value.
The following table presents the fair values of investments that
represent 5% or more of the Plan's net assets at the end of the year:
1994 1993
----------- -----------
Money Market Fund:
First Interstate Bank,
Employee Benefit Cash
Management Portfolio $18,293,112 $15,250,697
Balanced Fund:
First Interstate Bank,
Pooled Equity Funds 19,193,883 12,751,565
First Interstate Bank,
Pooled Fixed Income Funds 11,102,301 7,701,397
Nordstrom Stock Fund:
Nordstrom, Inc. common stock 28,852,250 25,943,112
10
<PAGE>
NORDSTROM EMPLOYEE DEFERRAL RETIREMENT PLAN
- - -------------------------------------------------------------
(a component of the Nordstrom Profit Sharing Retirement Plan)
Exhibit Index
<TABLE>
<CAPTION>
Exhibit Method of Filing
- - --------------------------------------- ----------------
<S> <C>
23.1 Independent Auditors' Consent Filed herewith electronically
</TABLE>
<PAGE> Exhibit 23.1
INDEPENDENT AUDITORS' CONSENT
- - ------------------------------------------------------------------------
We consent to the incorporation by reference in Registration Statement
No. 33-28882 of Nordstrom, Inc. on Form S-8 of Nordstrom, Inc. of our report
dated May 26, 1994, appearing in the Annual Report of the Nordstrom Employee
Deferral Retirement Plan (a component of the Nordstrom Profit Sharing
Retirement Plan) on Form 11-K for the year ended January 31, 1994.
DELOITTE & TOUCHE
Seattle, Washington
July 21, 1994
