NOTES TO FINANCIAL STATEMENTS
(Tabular dollars in thousands)
NOTE
1PLAN DESCRIPTION
Viacom Inc. (Viacom or the Company) established the Viacom 401(k) Plan (the
Plan), effective on January 1, 2006.
The following is a brief description of the Plan and is provided for general
information only. Participants should refer to the Plan document and the Summary Plan Description made available to them for more complete information regarding the Plan. In the event of a conflict between the following description and the Plan
document, the Plan document will control.
The Plan, sponsored by the Company, is a defined contribution plan offered to substantially all
of the Companys employees. The Plan is subject to the provisions of the Internal Revenue Code of 1986, as amended (the Code), and the Employee Retirement Income Security Act of 1974, as amended (ERISA). Administration
of the Plan is overseen by the Viacom Retirement Committee (Plan Administrator), the members of which are appointed under the Plan document. As of December 31, 2017, members could also be added to or removed from the Retirement
Committee by the Companys Executive Vice President, Chief Administrative Officer. As of February 28, 2018, the Plan was amended to grant such authority to the Companys Executive Vice President, Chief People Officer.
Great-West Trust Company, LLC (Great-West) serves as trustee pursuant to a Master Trust Agreement dated November 1, 2016
(the Agreement). Under the Agreement, Great-West has the power to appoint suitable custodians in its sole discretion. JPMorgan Chase Bank, N.A., was the trustee and custodian of the Plan prior to Great-West and remained custodian of the
Plans assets through the close of business on February 20, 2017. Great-West appointed Mellon Bank, N.A., as custodian, and the Plans assets were transferred to Mellon Bank, N.A., as of February 21, 2017. Great-West Financial
Retirement Plan Services, LLC (doing business as Empower Retirement (Empower)) is the recordkeeper for the Plan.
Related Party
Transactions
Certain Plan investments are in shares of Class A and Class B common stock of the Company, which is considered
a
party-in-interest
as such term is defined in ERISA. The fair value of these investments was $29.7 million and $35.7 million at December 31,
2018 and 2017, respectively. For the year ended December 31, 2018, these investments depreciated $5.8 million, which is equal to the net of realized and unrealized gains and losses. During the year ended December 31, 2018, the Plan
sold shares of Viacom Class A and Class B common stock for total proceeds of $5.2 million and purchased shares of Viacom Class B common stock at a cost of $5.0 million, which includes earned dividends of $0.9 million
reinvested into the Plan.
Eligibility
Eligible full-time employees may become participants in the Plan following the attainment of age 21. Eligible part-time employees generally
participate in the Plan on the first of the month after attainment of age 21 and completion of one thousand hours of service within the consecutive twelve-month period beginning with their date of hire or within any plan year (January 1 through
December 31) thereafter.
Participant Accounts
Each participants account is credited with the participants contributions, applicable employer contributions, earnings or losses on
the participants account and allocations of Plan administrative expenses. Allocations are based on participant earnings or losses, account balances, or specific participant transactions, as defined. The benefit to which a participant is
entitled is the vested portion of the participants account.
Plan participants have the option of investing their contributions and
existing account balances among
twenty-one
investment options. All investments are participant directed. These investment options include separately managed investment portfolios, common/collective trust
funds, registered investment companies (mutual funds) and Viacom Class B common stock. Some plan participants are invested in Viacom Class A common stock, but that fund is closed to new investment. The securities held by these investment
options are described in greater detail in Note 3.
Contributions
Participants are permitted to contribute up to 50% of annual eligible compensation, on a
before-tax
basis, subject to applicable Code limitations discussed below. Participants may also contribute eligible rollover amounts into the Plan. All eligible employees are
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