UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
| (Mark One) |
| x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2009
or
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 1-13270
| A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
FLOTEK INDUSTRIES, INC. 401(k) PLAN
| B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
Flotek Industries, Inc.
2930 W. Sam Houston Pkwy N., Suite 300
Houston, Texas 77043
FLOTEK INDUSTRIES, INC. 401(k) PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 2009 AND 2008
Table of Contents
| Page | ||
| 3 | ||
| Financial Statements and Supplemental Schedule: |
||
| Statements of Net Assets Available for Benefits as of December 31, 2009 and 2008 |
4 | |
| Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2009 |
5 | |
| 6 | ||
| Supplemental Schedule* |
||
| Form 5500, Schedule H, Part IV, Line 4i – Schedule of Assets (Held at End of Year) |
12 | |
| 13 | ||
| Index to Exhibits: |
||
| * | All other schedules required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 are omitted because they are not applicable or required. |
2
Report of Independent Registered Public Accounting Firm
To the Participants and Plan Administrator of
Flotek Industries, Inc. 401(k) Plan:
Houston, Texas
We have audited the accompanying statements of net assets available for benefits of the Flotek Industries, Inc. 401(k) Plan (the “Plan”) as of December 31, 2009 and 2008, and the related statement of changes in net assets available for benefits for the year ended December 31, 2009. 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits 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, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and the changes in the net assets available for benefits for the year ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is 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. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ UHY LLP
Houston, Texas
June 29, 2010
3
Flotek Industries, Inc. 401(k) Plan
Statements of Net Assets Available for Benefits
December 31, 2009 and 2008
| December 31, | ||||||||
| 2009 | 2008 | |||||||
| Investments, at fair value |
||||||||
| Common/collective trust funds |
$ | 406,411 | $ | 292,947 | ||||
| Common stock |
297,898 | 253,422 | ||||||
| Mutual funds |
3,127,402 | 2,159,385 | ||||||
| Participant loans |
152,355 | 120,249 | ||||||
| Total investments, at fair value |
3,984,066 | 2,826,003 | ||||||
| Receivables—participant contributions |
26,450 | — | ||||||
| Net assets reflecting investments at fair value |
4,010,516 | 2,826,003 | ||||||
| Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
(6,745 | ) | (1,000 | ) | ||||
| Net assets available for benefits |
$ | 4,003,771 | $ | 2,825,003 | ||||
The accompanying notes are an integral part of these financial statements.
4
Flotek Industries, Inc. 401(k) Plan
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2009
| Additions to net assets: |
|||
| Investment income: |
|||
| Net appreciation in fair value of investments |
$ | 696,283 | |
| Interest and dividends |
6,111 | ||
| Total investment income |
702,394 | ||
| Contributions: |
|||
| Employer contributions |
316,064 | ||
| Participant contributions |
1,132,943 | ||
| Participant rollovers |
1,547 | ||
| Total contributions |
1,450,554 | ||
| Total additions to net assets |
2,152,948 | ||
| Deductions from net assets: |
|||
| Benefits paid to participants |
962,410 | ||
| Corrective distributions |
1,272 | ||
| Deemed distributions of participant loans |
782 | ||
| Administrative fees |
9,716 | ||
| Total deductions from net assets |
974,180 | ||
| Net increase in net assets |
1,178,768 | ||
| Net assets available for benefits, beginning of year |
2,825,003 | ||
| Net assets available for benefits, end of year |
$ | 4,003,771 | |
The accompanying notes are an integral part of these financial statements.
5
Flotek Industries, Inc. 401(k) Plan
Notes to Financial Statements
Note 1 – Description of the Plan
The following brief description of the Flotek Industries Inc. 401(k) Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the plan document for a more complete description of the Plan’s provisions.
General
Effective June 1, 2002, Flotek Industries, Inc. (the “Company”) established the Plan, a defined contribution plan, in which participation is voluntary on the part of the employees. All employees are eligible to participate in the plan upon date of employment and attainment of 18 years of age. As of January 1, 2008, the Company matched 100% of each employee’s 401(k) contribution up to 4% of qualified compensation. In April 2009, the Company discontinued matching employee’s 401(k) contributions and as a result, the Plan discontinued the safe harbor election. Absent an affirmative election by a participant, the Company will automatically contribute 4% of the Participant’s compensation to the Plan.
Effective January 1, 2008, the trustee of the Plan is JP Morgan Chase Bank (“JP Morgan”) and the record keeper of the Plan is ADP Retirement Services, Inc. (“ADP”).
Contributions
A participant may elect to defer a percentage of their compensation during the plan year, which is defined in the plan document and is subject to the limits imposed by the Internal Revenue Code (“IRC”). Contributions can be made on a pre-tax (before federal and state taxes are withheld) basis through payroll deductions. The Company permits compensation deferrals of 1% to 20% in increments of 1% each plan year.
In April 2009, the Company discontinued matching employee’s 401(k) contributions. Previously, from January 1, 2008 through April 10, 2009, the Company matched contributions to the Plan in an amount equal to 4% of each participant’s compensation reduction contribution. The Company’s matching contributions were made in the same ratio as the participant’s elective deferrals.
Participant contributions are limited to $16,500 for 2009. This limitation is adjusted periodically to reflect cost-of-living increases as provided by the IRC. Participants who have attained age 50 before the end of the year are eligible to make catch-up contributions of $5,500 for 2009.
Vesting
Participants are 100% vested in their salary reduction contributions, any rollover contributions, and earnings on these amounts. Effective January 1, 2008, as amended by the plan document, matching contributions to the Plan, plus any earnings these amounts generated, immediately vested 100%. Matching contributions to the Plan made prior to January 1, 2008, plus any earnings these amounts generate, are 100% vested after six years of service (20% per year after two years of service). Participants hired prior to January 1, 2001 are 100% vested in the matching contributions and the related earnings.
Investment Elections
The Plan is participant directed and allows the participants to change contributions withheld through payroll deduction and change investment fund options for future contributions at any time, directly by telephone with ADP, the investment custodian, or via the internet. Participants may discontinue participation in the Plan at any time. Reenrollment may occur at any time.
Participant Loans
A participant can borrow up to 50 percent of his or her vested account balance while in the Plan. The amount borrowed may be from a minimum of $500 to a maximum of $50,000, but never more than 50 percent of the participant’s vested account balance. Only one loan can be outstanding at any one time. A loan must be repaid by payroll deductions over a period not to exceed five years unless the loan is used for the purchase of a primary residence. Loans used for the purchase of a primary residence must be repaid within 30 years (360 months). Early payoff of participant loans is permitted. The loan interest rate applied to participant loans is the prime rate
6
published in the Wall Street Journal on the 14th day of each month plus 1%. The rate becomes effective for any loans processed as of the 16th day of the month. Loans are limited to participants who are active employees.
Form of Benefits
A participant can withdraw the total vested amount in the participant’s account as a result of either (i) termination of employment, (ii) reaching age 59 1 /2, (iii) disability or (iv) death. The full value of the participant’s account will be paid and will be subject to income tax when the participant retires or qualifies as permanently and totally disabled. If death occurs before retirement, the full value of the account will be paid to the designated beneficiary. If the value of the participant’s account is less than $5,000, the beneficiary will receive a lump sum payment of the entire amount. If the value of the participant’s account is greater than $5,000, the beneficiary will receive a payout(s) in a form other than a life annuity. If a participant’s employment terminates for reasons other than death, disability, or retirement, the participant will be entitled to receive only the “vested portion” of their account balance.
Participants may elect to have their vested benefit distributed as soon as administratively feasible following the termination of employment. However, if the value of participant’s vested benefit is $1,000 or less, a lump-sum distribution will be made within a reasonable time after the participant terminates employment regardless of whether the participant elects to receive it.
Forfeitures
Forfeitures will be used first to restore previously forfeited account balances of returning participants who are so entitled. Remaining forfeitures will be used to reduce any employer contributions. Forfeitures in the Plan for the year ended December 31, 2009 were immaterial.
Rollover Contributions
Generally, if a participant received a qualified total distribution from another qualified plan as defined in the Internal Revenue Code of 1986 as amended, the participant can rollover those funds into the Plan.
Participant Accounts
Each participant’s account is credited with the participant’s contribution, any Company contributions and the proportionate allocation of the earnings of the Plan, as defined in the plan document.
Plan Trustee
JP Morgan (the “Trustee”) was appointed trustee and investment custodian of the Plan effective January 1, 2008. Concurrently, JP Morgan named ADP as the plan record keeper. Under contractual agreement, JP Morgan holds all property received, manages the Plan and invests and reinvests Plan assets.
Note 2 – Summary of Significant Accounting Policies
Accounting Standards Codification: In June 2009, the Financial Accounting Standards Board (“FASB”) issued FASB Accounting Standards Codification (“ASC”) 105, Generally Accepted Accounting Principles, which establishes the ASC as the sole source of authoritative guidance for generally accepted accounting principles in the United States of America. Pursuant to the provisions of ASC 105, the Plan has updated its references to generally accepted accounting principles in the United States of America in its financial statements. The adoption of ASC 105 did not impact the Plan’s financial position or results of operations.
Basis of Presentation
The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. Interest income is recognized when earned.
Administrative Expenses
Administrative expenses consist of all expenses incidental to the administration, termination or protection of the Plan, including, but not limited to, legal, accounting, investment manager and trustee fees. Substantially all administrative expenses, except for expenses associated with loans to participants, were paid by the Company.
Risks and Uncertainties
The Plan provides for various investment options offered by the Trustee. Investment securities are exposed to various risks, such as market and credit risk. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and such changes could materially affect the amounts reported in the statements of net assets available for benefits.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the reported amounts of changes in net assets available for benefits during the reporting period. Actual results could differ from those estimates.
7
Payment of Benefits
Benefits are recorded when paid.
Valuation of Investments
Investments are stated at market value based upon quoted market prices, if available or fair value as of the Plan’s year end as determined by the trustee of the Plan’s assets. In accordance with accounting principles generally accepted in the United States of America, investments are valued at fair value, net unrealized appreciation or depreciation is included in the carrying value of related investments in the Statements of Net Assets Available for Benefits and the changes in the net unrealized appreciation or depreciation are reflected in the Statement of Changes in Net Assets Available for Benefits. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
The Plan’s investment in common stocks and mutual funds are stated at fair value and are based upon quoted market prices. Investments in the Company’s common stock are valued at fair value and based on quoted market prices. Participant loans are reported at amortized cost, as the fair value of the loans is not practicable to estimate due to restrictions placed on the transferability of the loans. Shares of common/collective trust funds are valued at net asset value and for investment contracts, valuation is measured at fair value, with reconciliation to contract value for fully benefit responsive investment contracts, as determined by the trustee of the Plan’s assets.
In accordance with the FASB guidance, investment contracts held in a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.
The Plan invests in fully benefit-responsive investment contracts held in the State Street Bank and Trust Company Stable Fixed Income Fund for Employee Benefit Trusts, a common/collective trust fund. The Plan’s Statements of Net Assets Available for Plan Benefits presents the fair value of these investment contracts as well as the related adjustment from fair value to contract value, which represents contributions made under the contract, plus earnings, less withdrawals and administrative expenses. The Statement of Changes in Net Assets Available for Plan Benefits is prepared on a contract value basis.
New Accounting Pronouncement Issued But Not Yet Adopted
In January 2010, the Financial Accounting Standards Board (FASB) issued an update on the guidance for fair value measurements and disclosures. The update requires new disclosures and clarification of existing disclosures related to fair value measurements. Certain disclosures are effective for reporting periods beginning after December 15, 2009 and the remaining disclosures are effective for fiscal years beginning after December 15, 2010. The impact that the provisions of this updated accounting standard will have on the Plan is currently being evaluated.
8
Note 3 – Investments
The following table presents the fair value of investments held by the Plan. Individual investments that represent five percent or more in any of the Plan’s net assets available for benefits in either plan year are shown separately:
| December 31, | ||||||
| 2009 | 2008 | |||||
| Investments at fair value: |
||||||
| Collective trust funds and mutual funds: |
||||||
| BlackRock Global Allocation Fund |
798,528 | 640,512 | ||||
| Invesco Developing Markets Fund |
234,459 | 114,788 | ||||
| BlackRock Large Cap Value Fund |
247,918 | 257,701 | ||||
| Invesco Energy Fund |
221,521 | 133,752 | ||||
| SSgA Stable Value Fund |
295,813 | 209,446 | ||||
| Janus Advisor Forty Fund |
— | 204,041 | ||||
| Janus Forty Fund |
335,392 | _ | ||||
| Oppenheimer Strategic Income Fund |
195,533 | 152,800 | ||||
| Oppenheimer Main Street Small Cap Fund |
235,584 | 143,697 | ||||
| AllianceBerstein International Growth Fund |
247,202 | 163,387 | ||||
| Investments at fair value as determined by quoted market price: |
||||||
| Flotek Industries, Inc. Common Stock |
297,898 | 253,422 | ||||
| Total investments exceeding 5% |
3,109,848 | 2,273,546 | ||||
| Other |
874,218 | 552,457 | ||||
| Total investments at fair value |
$ | 3,984,066 | $ | 2,826,003 | ||
During the year ended December 31, 2009, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows:
| Year Ended December 31, 2009 |
||||
| Common /collective trust funds |
$ | 16,885 | ||
| Common stock |
(172,357 | ) | ||
| Mutual funds |
851,755 | |||
| Total Net Appreciation |
$ | 696,283 | ||
Note 4 – Fair Value of Investments
ASC Topic 820, which the Plan prospectively adopted on January 1, 2008, defines fair value as the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 requires disclosure of the extent to which fair value is used to measure financial and non-financial assets and liabilities, the inputs utilized in calculating valuation measurements, and the effect of the measurement of significant unobservable inputs on earnings, or changes in net assets, as of the measurement date. ASC Topic 820 establishes a three-level valuation hierarchy based upon the transparency of inputs utilized in the measurement and valuation of financial assets or liabilities as of the measurement date:
| • | Level 1 — unadjusted, quoted prices for identical assets or liabilities in active markets; |
| • | Level 2 — quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted market prices that are observable or that can be corroborated by observable market data by correlation; and |
| • | Level 3 — unobservable inputs based upon the reporting entity’s internally developed assumptions that market participants would use in pricing the asset or liability. |
The Plan evaluated its financial assets and liabilities for those that met the criteria of the disclosure requirements and fair value framework of ASC Topic 820, as discussed below.
9
Mutual Funds and Common Stock
The Plan maintains investments in mutual funds and the Company’s stock. The Plan determined that the valuation measurement inputs of these equity securities represents unadjusted quoted prices in active markets. The Plan investment in mutual funds and the Company’s stock represents unadjusted quoted prices in active markets. Accordingly, the Plan has classified such investments within Level 1 of the ASC Topic 820 hierarchy framework.
Common/Collective Trust Funds
The Plan maintains investments in common/collective trust funds. The Company determined that the valuation measurement inputs of the fund investments represent prices based upon quoted market prices utilizing public information, independent external valuations from third-party pricing services or third-party advisors. Accordingly, the Plan has concluded the valuation measurement inputs of these debt securities to represent, at their lowest level, quoted market prices for identical or similar assets in markets where there are few transactions for the assets and has categorized such investments within Level 2 of the ASC Topic 820 hierarchy framework.
Participant Loans
Participant loans are cash loans made to Plan members who hold accounts with the Plan. The amounts are repaid to the Plan at a market interest rate as determined in accordance with the plan document. Any loans not repaid are treated as a cash distribution at the full loan amount to the participant in compliance with IRC. The fair value of these loans are reported at amortized cost and can not be readily determined in an active market or other observable market as it is not practical to estimate the loan’s fair value due to restrictions on the transferability of the loans. The Plan has classified participant loans within Level 3 of the ASC Topic 820 hierarchy framework.
The fair value of the investments are categorized as follows at December 31, 2009:
| Level 1 | Level 2 | Level 3 | Total | |||||||||
| Flotek Industries common stock |
$ | 297,898 | $ | — | $ | — | $ | 297,898 | ||||
| Mutual funds: |
||||||||||||
| Growth funds |
1,248,861 | — | — | 1,248,861 | ||||||||
| Blend funds |
884,479 | — | — | 884,479 | ||||||||
| Income funds |
195,533 | — | — | 195,533 | ||||||||
| Balanced funds |
798,529 | — | — | 798,529 | ||||||||
| Total mutual funds |
3,127,402 | — | — | 3,127,402 | ||||||||
| Common collective trust |
— | 406,411 | — | 406,411 | ||||||||
| Loans to participants |
— | — | 152,355 | 152,355 | ||||||||
| Total investments |
$ | 3,452,300 | $ | 406,411 | $ | 152,355 | $ | 3,984,066 | ||||
The fair value of the investments are categorized as follows at December 31, 2008:
| Level 1 | Level 2 | Level 3 | Total | |||||||||
| Flotek Industries common stock |
$ | 253,422 | $ | — | $ | — | $ | 253,422 | ||||
| Mutual funds: |
||||||||||||
| Growth funds |
714,569 | — | — | 714,569 | ||||||||
| Blend funds |
651,504 | — | — | 651,504 | ||||||||
| Income funds |
152,800 | — | — | 152,800 | ||||||||
| Balanced funds |
640,512 | — | — | 640,512 | ||||||||
| Total mutual funds |
2,159,385 | — | — | 2,159,385 | ||||||||
| Common collective trust |
— | 292,947 | — | 292,947 | ||||||||
| Loans to participants |
— | — | 120,249 | 120,249 | ||||||||
| Total investments |
$ | 2,159,385 | $ | 292,947 | $ | 120,249 | $ | 2,826,003 | ||||
The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2009.
| Participant Loans |
||||
| Balance, beginning of year |
$ | 120,249 | ||
| Loan issuances |
130,028 | |||
| Interest earned |
6,111 | |||
| Deemed distributions |
(782 | ) | ||
| Loan repayments |
(103,251 | ) | ||
| Balance, end of year |
$ | 152,355 | ||
Note 5 – Plan Termination
Despite the Company exercising its right under the Plan to discontinue its contributions as allowed at any time in April 2009, the Company has not expressed any intent to exercise its right to terminate the Plan subject to the provisions of Employee Retirement Income Security Act of 1974 (“ERISA”). In the event of Plan termination, participants will become 100% vested
10
in their accounts and all assets remaining in the Plan would be paid to the participants and their beneficiaries in accordance with the Plan provisions.
Note 6 – Income Tax Status
Effective January 1, 2008, the Company amended and restated the Plan by adopting the ADP Non-Standardized Profit Sharing Plan with a qualified cash of deferred arrangement (“CODA”). ADP received an opinion letter dated May 3, 2002 from the IRS that the form of the plan is acceptable under Section 401 of the Internal Revenue Code for use by employers for benefit of their employees. Although the Plan has been amended since receiving this letter, the Plan Administrator believes that the Plan is currently designed and being operated in compliance with applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan’s financial statements.
Note 7 – Party-in-Interest Transactions
The Plan invests in various mutual funds and other funds offered by the Trustee. These investments are considered party-in-interest transactions because JP Morgan serves as Trustee of the Plan. The Plan management has approved these investment options.
The Plan also invests in the Company’s common stock. Transactions in Company stock are considered party-in-interest transactions because the Company is the Plan sponsor.
Note 8 – Subsequent Events
In the first half of 2010, JP Morgan notified the Company of their intent to cease providing 401(k) trustee services. Accordingly, the Company has retained Scudder Kemper Investments, Inc to act as the Plan trustee effective July 1, 2010.
For the year ended December 31, 2009, subsequent events were evaluated through June 29, 2010, the date the financial statements were available to be issued.
11
Plan number: 001
FLOTEK INDUSTRIES, INC. 401(k) PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2009
| (a) |
(b) Identity of Issue, Borrower, Lessor, or Similar Party |
(c) Description of Investment Including Maturity Date, Rate of Interest, Collateral, Par or Maturity Value |
(d) Cost |
(e) Current Value | |||||
| Mutual Funds | |||||||||
| * | JP Morgan Chase Bank | Oppenheimer Strategic Income Fund |
N/A | $ | 195,533 | ||||
| * | JP Morgan Chase Bank | BlackRock Global Allocation Fund |
N/A | 798,528 | |||||
| * | JP Morgan Chase Bank | BlackRock Large Cap Value Fund |
N/A | 247,918 | |||||
| * | JP Morgan Chase Bank | Davis New York Venture Fund |
N/A | 60,818 | |||||
| * | JP Morgan Chase Bank | Janus Forty Fund |
N/A | 335,392 | |||||
| * | JP Morgan Chase Bank | Virtus Mid-Cap Value Fund |
N/A | 71,076 | |||||
| * | JP Morgan Chase Bank | Fidelity Advisor Leveraged Company Stock Fund |
N/A | 197,345 | |||||
| * | JP Morgan Chase Bank | American Century Heritage Fund |
N/A | 112,813 | |||||
| * | JP Morgan Chase Bank | AllianceBerstein International Growth Fund |
N/A | 247,202 | |||||
| * | JP Morgan Chase Bank | Invesco Developing Markets Fund |
N/A | 234,459 | |||||
| * | JP Morgan Chase Bank | Allianz NFJ Small-Cap Value Fund |
N/A | 28,175 | |||||
| * | JP Morgan Chase Bank | Oppenheimer Main Street Small Cap Fund |
N/A | 235,584 | |||||
| * | JP Morgan Chase Bank | Fidelity Advisor Small Cap Fund |
N/A | 84,262 | |||||
| * | JP Morgan Chase Bank | Invesco Real Estate Fund |
N/A | 56,776 | |||||
| * | JP Morgan Chase Bank | Invesco Energy Fund |
N/A | 221,521 | |||||
| Total mutual funds | 3,127,402 | ||||||||
| Common/Collective Trusts | |||||||||
| * | JP Morgan Chase Bank | SSgA Stable Value Fund |
N/A | 295,813 | |||||
| * | JP Morgan Chase Bank | SSgA Passive Treasury Inflation Protected Strategy Fund |
N/A | 103,853 | |||||
| Total common/collective trusts |
399,666 | ||||||||
| Common Stock | |||||||||
| * | JP Morgan Chase Bank | Flotek Industries, Inc. Common Stock |
297,898 | ||||||
| Total common stock |
297,898 | ||||||||
| Loans | |||||||||
| * | Participant loans | Participant loans with interest rates from 4.25% to 7.00% and various maturity dates through December, 2013 |
N/A | 152,355 | |||||
| Total loans |
152,355 | ||||||||
| Total investments | $ | 3,977,321 | |||||||
| * | – Represents identification of known party-in-interest in the Plan. |
| N/A | – This information is not required by ERISA or the Department of Labor to be reported for participant-directed investments. |
See report of independent registered public accounting firm.
12
Pursuant to the requirements of the Securities Exchange Act of 1934, the Flotek Industries, Inc. Plan Administrator (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.
| Flotek Industries, Inc. 401(k) Plan | ||||
| (Name of Plan) | ||||
| Date: June 29, 2010 | By: | /s/ Jesse E. Neyman | ||
| Jesse E. Neyman | ||||
| Plan Administrator | ||||
13