SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K/A
ANNUAL REPORT
(Mark One)
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________.
Commission file number 0-981
-----
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
PUBLIX SUPER MARKETS, INC.
1936 GEORGE JENKINS BOULEVARD
LAKELAND, FLORIDA 33815
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Index to Financial Statements and Schedules
Independent Auditors' Report
Financial Statements:
Statement of Net Assets Available for Plan Benefits, with Fund Information -
December 31, 2001
Statement of Net Assets Available for Plan Benefits, with Fund Information -
December 31, 2000
Statement of Changes in Net Assets Available for Plan Benefits,
with Fund Information - Year ended December 31, 2001
Statement of Changes in Net Assets Available for Plan Benefits,
with Fund Information - Year ended December 31, 2000
Notes to Financial Statements
Schedules:
1 Schedule of Assets Held for Investment Purposes -
December 31, 2001
2 Schedule of Reportable Transactions - Year ended
December 31, 2001
INDEPENDENT AUDITORS' REPORT
----------------------------
The Administrative Committee
Publix Super Markets, Inc.
401(k) SMART Plan:
We have audited the accompanying statements of net assets available for plan
benefits, with fund information, of Publix Super Markets, Inc. 401(k) SMART Plan
(the "Plan") as of December 31, 2001 and 2000, and the related statements of
changes in net assets available for plan benefits, with fund information, 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 auditing standards generally accepted
in the United States of America. 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, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 2001 and 2000, and the changes in net assets available for plan
benefits for the years then ended in conformity with accounting principles
generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes as of December 31, 2001 and reportable transactions for
the year ended December 31, 2001, 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. The supplemental schedules are the responsibility of the
Plan's management. The fund information in the statements of net assets
available for plan benefits and the statements of changes in net assets
available for plan benefits is presented for purposes of additional analysis
rather than to present the net assets available for plan benefits and changes in
net assets available for plan benefits of each fund. The supplemental schedules
and fund information have been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
KPMG LLP
Tampa, Florida
June 7, 2002
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statement of Net Assets Available for Plan Benefits, with Fund Information
December 31, 2001
Asset Allocation Funds Aggressive/
------------------------------------------- Large Cap
International Small Cap Long-Term/ Medium-Term/ Short-Term/ Growth Large Cap
Assets Fund Blend Fund Aggressive Moderate Conservative Fund Value Fund
------ ---- ---------- ---------- -------- ------------ ---- ----------
Investments, at fair value $2,423,888 565,681 1,812,345 4,642,213 921,131 36,832,957 1,040,656
Employer Contribution
Receivable --- --- --- --- --- --- ---
---------- ------- --------- --------- ------- ---------- ---------
Total Assets $2,423,888 565,681 1,812,345 4,642,213 921,131 36,832,957 1,040,656
========== ======= ========= ========= ======= ========== =========
Net Assets Available
for Plan Benefits:
Active Participants $2,335,072 551,564 1,705,489 4,435,043 892,467 34,380,197 1,019,530
Non-active Participants 88,816 14,117 106,856 207,170 28,664 2,452,760 21,126
---------- ------- --------- --------- ------- ---------- ---------
$2,423,888 565,681 1,812,345 4,642,213 921,131 36,832,957 1,040,656
========== ======= ========= ========= ======= ========== =========
See accompanying notes to financial statements. (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statement of Net Assets Available for Plan Benefits, with Fund Information (Continued)
December 31, 2001
Equity Index/
S&P 500 Intermediate Fixed Publix
Index Term Bond Income Stock Participants'
Assets Fund Fund Fund Fund Loans Total
------ ---- ---- ---- ---- ----- -----
Investments, at fair value $15,540,042 2,630,952 13,856,287 258,771,543 23,625,283 362,662,978
Employer Contribution
Receivable --- --- --- 15,075,699 --- 15,075,699
----------- --------- ---------- ----------- ---------- -----------
Total Assets $15,540,042 2,630,952 13,856,287 273,847,242 23,625,283 377,738,677
=========== ========= ========== =========== ========== ===========
Net Assets Available
for Plan Benefits:
Active Participants $14,725,997 2,545,775 13,158,274 254,148,649 23,625,283 353,523,340
Non-active Participants 814,045 85,177 698,013 19,698,593 --- 24,215,337
----------- --------- ---------- ----------- ---------- -----------
$15,540,042 2,630,952 13,856,287 273,847,242 23,625,283 377,738,677
=========== ========= ========== =========== ========== ===========
See accompanying notes to financial statements.
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statement of Net Assets Available for Plan Benefits, with Fund Information
December 31, 2000
Asset Allocation Funds Aggressive Equity
International ---------------------------------------- Growth Index
Assets Fund Long-Term Medium-Term Short-Term Fund Fund
------ ---- --------- ----------- ---------- ---- ----
Investments, at fair value $2,534,318 1,362,380 4,176,867 554,627 46,032,092 15,909,627
Employer Contribution
Receivable --- --- --- --- --- ---
---------- --------- --------- ------- ---------- ----------
Total Assets $2,534,318 1,362,380 4,176,867 554,627 46,032,092 15,909,627
========== ========= ========= ======= ========== ==========
Net Assets Available
for Plan Benefits:
Active Participants $2,322,088 1,244,604 3,802,185 516,900 41,188,604 14,533,598
Non-active Participants 212,230 117,776 374,682 37,727 4,843,488 1,376,029
---------- --------- --------- ------- ---------- ----------
$2,534,318 1,362,380 4,176,867 554,627 46,032,092 15,909,627
========== ========= ========= ======= ========== ==========
Fixed Publix
Income Stock Participants'
Assets Fund Fund Loans Total
------ ---- ---- ----- -----
Investments, at fair value $10,225,007 244,861,436 23,230,724 348,887,078
Employer Contribution
Receivable --- 13,818,591 --- 13,818,591
----------- ----------- ---------- -----------
Total Assets $10,225,007 258,680,027 23,230,724 362,705,669
=========== =========== ========== ===========
Net Assets Available
for Plan Benefits:
Active Participants $ 9,371,135 231,556,715 23,230,724 327,766,553
Non-active Participants 853,872 27,123,312 --- 34,939,116
----------- ----------- ---------- -----------
$10,225,007 258,680,027 23,230,724 362,705,669
=========== =========== ========== ===========
See accompanying notes to financial statements.
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information
Year ended December 31, 2001
Asset Allocation Funds Aggressive/
-------------------------------------- Large Cap
International Small Cap Long-Term/ Medium-Term/ Short-Term/ Growth Large Cap
Fund Blend Fund Aggressive Moderate Conservative Fund Value Fund
---- ---------- ---------- -------- ------------ ---- ----------
Additions to Net Assets
Attributed to:
Contributions:
Employee $ 946,851 81,283 903,720 1,277,022 421,060 9,353,165 168,032
Employer - Stock --- --- --- --- --- --- ---
---------- ------- --------- --------- ------- ----------- ---------
Total Contributions 946,851 81,283 903,720 1,277,022 421,060 9,353,165 168,032
---------- ------- --------- --------- ------- ----------- ---------
Investment Income (Loss):
Net Appreciation (Depreciation)
in Fair Value of Investments (189,009) 35,641 (123,380) (131,308) 15,055 (6,258,851) 49,335
Dividends --- --- --- --- --- --- 1,079
Interest 78 --- 75 106 36 760 ---
---------- ------- --------- --------- ------- ----------- ---------
Total Investment
Income (Loss) (188,931) 35,641 (123,305) (131,202) 15,091 (6,258,091) 50,414
---------- ------- --------- --------- ------- ----------- ---------
Participants' Loans (22,589) 5,244 (57,503) (79,543) (14,114) (459,506) (39,849)
---------- ------- --------- --------- ------- ----------- ---------
Total Increase in Plan
Assets 735,331 122,168 722,912 1,066,277 422,037 2,635,568 178,597
---------- ------- --------- --------- ------- ----------- ---------
Deductions from Net Assets
Attributed to:
Distributions to Participants (148,380) (8,778) (89,191) (299,974) (57,901) (2,126,819) (14,085)
Interfund Transfers (697,381) 452,291 (183,756) (300,957) 2,368 (9,707,884) 876,144
---------- ------- --------- --------- ------- ----------- ---------
Total Increase (Decrease)
in Plan Assets (845,761) 443,513 (272,947) (600,931) (55,533) (11,834,703) 862,059
---------- ------- --------- --------- ------- ----------- ---------
Net Increase (Decrease)
in Plan Assets (110,430) 565,681 449,965 465,346 366,504 (9,199,135) 1,040,656
Net Assets Available for
Plan Benefits:
Beginning of year 2,534,318 --- 1,362,380 4,176,867 554,627 46,032,092 ---
---------- ------- --------- --------- ------- ----------- ---------
End of year $2,423,888 565,681 1,812,345 4,642,213 921,131 36,832,957 1,040,656
========== ======= ========= ========= ======= =========== =========
See accompanying notes to financial statements. (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information (Continued)
Year ended December 31, 2001
Equity Index/
S&P 500 Intermediate Fixed Publix
Index Term Bond Income Stock Participants'
Fund Fund Fund Fund Loans Total
---- ---- ---- ---- ----- -----
Additions to Net Assets
Attributed to:
Contributions:
Employee $ 4,114,026 346,992 3,117,643 45,549,119 --- 66,278,913
Employer - Stock --- --- --- 15,075,699 --- 15,075,699
----------- --------- ---------- ----------- ---------- -----------
Total Contributions 4,114,026 346,992 3,117,643 60,624,818 --- 81,354,612
----------- --------- ---------- ----------- ---------- -----------
Investment Income (Loss):
Net Appreciation (Depreciation)
in Fair Value of Investments (1,937,057) (135,513) 871,794 (43,438,880) --- (51,242,173)
Dividends 116,595 103,002 --- 1,779,673 --- 2,000,349
Interest 340 --- 247 310,750 --- 312,392
----------- --------- ---------- ----------- ---------- -----------
Total Investment
Income (Loss) (1,820,122) (32,511) 872,041 (41,348,457) --- (48,929,432)
----------- --------- ---------- ----------- ---------- -----------
Participants' Loans (271,748) (213,815) (1,226,218) 1,569,853 394,559 (415,229)
----------- --------- ---------- ----------- ---------- -----------
Total Increase in Plan
Assets 2,022,156 100,666 2,763,466 20,846,214 394,559 32,009,951
----------- --------- ---------- ----------- ---------- -----------
Deductions from Net Assets
Attributed to:
Distributions to Participants (783,220) (27,933) (1,366,906) (12,053,756) --- (16,976,943)
Interfund Transfers (1,608,521) 2,558,219 2,234,720 6,374,757 --- ---
----------- --------- ---------- ----------- ---------- -----------
Total Increase (Decrease)
in Plan Assets (2,391,741) 2,530,286 867,814 (5,678,999) --- (16,976,943)
----------- --------- ---------- ----------- ---------- -----------
Net Increase (Decrease)
in Plan Assets (369,585) 2,630,952 3,631,280 15,167,215 394,559 15,033,008
Net Assets Available for
Plan Benefits:
Beginning of year 15,909,627 --- 10,225,007 258,680,027 23,230,724 362,705,669
----------- --------- ---------- ----------- ---------- -----------
End of year $15,540,042 2,630,952 13,856,287 273,847,242 23,625,283 377,738,677
=========== ========= ========== =========== ========== ===========
See accompanying notes to financial statements.
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information
Year ended December 31, 2000
Asset Allocation Funds
------------------------------------- Aggressive Equity
International Growth Index
Fund Long-Term Medium-Term Short-Term Fund Fund
---- --------- ----------- ---------- ---- ----
Additions to Net Assets
Attributed to:
Contributions:
Employee $ 962,474 618,027 1,099,706 230,889 10,084,015 4,018,473
Employer - Stock --- --- --- --- --- ---
---------- --------- --------- ------- ---------- ----------
Total Contributions 962,474 618,027 1,099,706 230,889 10,084,015 4,018,473
---------- --------- --------- ------- ---------- ----------
Investment Income (Loss):
Net Appreciation (Depreciation)
in Fair Value of Investments (116,856) (33,480) 16,145 13,425 (8,427,167) (1,421,184)
Dividends 103,166 --- --- --- 5,490,935 ---
Interest 224 14,354 48,285 5,151 2,981 78,873
---------- --------- --------- ------- ---------- ----------
Total Investment
Income (Loss) (13,466) (19,126) 64,430 18,576 (2,933,251) (1,342,311)
---------- --------- --------- ------- ---------- ----------
Participants' Loans (33,559) (19,620) (85,474) (5,911) (1,218,995) (340,067)
---------- --------- --------- ------- ---------- ----------
Total Increase in Plan
Assets 915,449 579,281 1,078,662 243,554 5,931,769 2,336,095
---------- --------- --------- ------- ---------- ----------
Deductions from Net Assets
Attributed to:
Distributions to Participants (193,862) (54,918) (279,097) (18,631) (2,829,094) (1,018,257)
Interfund Transfers 450,458 431,357 116,816 181,669 6,350,450 686,796
---------- --------- --------- ------- ---------- ----------
Total Increase (Decrease)
in Plan Assets 256,596 376,439 (162,281) 163,038 3,521,356 (331,461)
---------- --------- --------- ------- ---------- ----------
Net Increase in Plan Assets 1,172,045 955,720 916,381 406,592 9,453,125 2,004,634
Net Assets Available for
Plan Benefits:
Beginning of year 1,362,273 406,660 3,260,486 148,035 36,578,967 13,904,993
---------- --------- --------- ------- ---------- ----------
End of year $2,534,318 1,362,380 4,176,867 554,627 46,032,092 15,909,627
========== ========= ========= ======= ========== ==========
Fixed Publix
Income Stock Participants'
Fund Fund Loans Total
---- ---- ----- -----
Additions to Net Assets
Attributed to:
Contributions:
Employee $ 2,562,422 40,507,976 --- 60,083,982
Employer - Stock --- 13,818,591 --- 13,818,591
----------- ----------- ---------- -----------
Total Contributions 2,562,422 54,326,567 --- 73,902,573
----------- ----------- ---------- -----------
Investment Income (Loss):
Net Appreciation (Depreciation)
in Fair Value of Investments --- 14,757,589 --- 4,788,472
Dividends --- 1,271,717 --- 6,865,818
Interest 572,056 388,525 --- 1,110,449
----------- ----------- ---------- -----------
Total Investment
Income (Loss) 572,056 16,417,831 --- 12,764,739
----------- ----------- ---------- -----------
Participants' Loans (345,806) (4,374,829) 5,328,501 (1,095,760)
----------- ----------- ---------- -----------
Total Increase in Plan
Assets 2,788,672 66,369,569 5,328,501 85,571,552
----------- ----------- ---------- -----------
Deductions from Net Assets
Attributed to:
Distributions to Participants (835,634) (14,470,055) --- (19,699,548)
Interfund Transfers 1,006,199 (9,223,745) --- ---
----------- ----------- ---------- -----------
Total Increase (Decrease)
in Plan Assets 170,565 (23,693,800) --- (19,699,548)
----------- ----------- ---------- -----------
Net Increase in Plan Assets 2,959,237 42,675,769 5,328,501 65,872,004
Net Assets Available for
Plan Benefits:
Beginning of year 7,265,770 216,004,258 17,902,223 296,833,665
----------- ----------- ---------- -----------
End of year $10,225,007 258,680,027 23,230,724 362,705,669
=========== =========== ========== ===========
See accompanying notes to financial statements.
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(1) Description of Plan and Summary of Accounting Policies
------------------------------------------------------
The following description of the Publix Super Markets, Inc. 401(k) SMART
Plan (the "Plan") provides only general information. Participants should
refer to the Plan document or the Summary Plan Description for a complete
description of the Plan provisions.
The Plan, which became effective January 1, 1995, is a voluntary defined
contribution plan subject to the provisions of the Employee Retirement
Income Security Act of 1974, as amended ("ERISA"). The Plan was amended
and restated as of July 1, 2001 to include, among other changes, revised
eligibility requirements to participate in the Plan, modifications to the
loan provisions, a provision for participants to transfer matching
contributions and earnings thereon from the Publix Stock Fund to one of
the other investment fund options, the addition of a bond fund as a
designated investment and GUST remediations as required under various
governmental acts. Employees of Publix Super Markets, Inc. and its wholly
owned subsidiaries, Publix Alabama, LLC, PublixDirect, LLC and Publix
Asset Management Company (the "Company" or "Publix") are eligible to
participate in the Plan six months after their hire date, if they are at
least 18 years of age. The Plan year is a calendar year.
(a) Contributions
-------------
During Plan years 2001 and 2000, eligible employees could contribute
up to 8% of their annual eligible compensation, subject to the
maximum contribution limits established by Federal law. Participants
may invest their contributions and the earnings thereon among eleven
investment fund options offered under the Plan. The Company may make
a discretionary annual matching contribution to eligible participants
of the Plan as determined by the Company's Board of Directors. During
2001 and 2000, the Company's Board of Directors approved a match of
50% of eligible contributions up to 3% of eligible wages, not to
exceed a maximum match of $750 per employee. The match, which is
determined as of the last day of the Plan year and paid in the
subsequent Plan year, was in the form of common stock of Publix Super
Markets, Inc. Participants may request a transfer of the match and
earnings thereon from the Publix Stock Fund to one of the other
investment fund options, which is processed by the Plan Administrator
on the next valuation effective date for the common stock of Publix
Super Markets, Inc.
(b) Participant Accounts
--------------------
Two separate accounts are maintained for each participant, a Savings
Contribution Account and a Matching Contribution Account (the
"Accounts"). Plan earnings are allocated and credited to the Accounts
as of each valuation date. Each participant's share of earnings is
determined by the Plan Administrator on a weighted average basis, so
that each participant receives a pro-rata share. Forfeitures of
non-vested Company contributions by separated or former participants
are used to reduce future Company matching contributions.
Forfeitures, and earnings thereon, totaled $264,412 and $348,131 for
the years ended December 31, 2001 and 2000, respectively.
(Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(c) Vesting
-------
Participants are immediately vested in their contributions and
earnings thereon. For the Plan years 2001 and 2000, Company matching
contributions and earnings thereon were 100% vested upon completing
five years of credited service, reaching age 60, total disability or
death. Matching contributions cannot be withdrawn or distributed
until vested.
(d) Loans to Participants
---------------------
All actively employed Plan participants with available account
balances may apply for a loan from their Accounts. The minimum amount
a participant may borrow is $1,000. The maximum amount that a
participant may borrow is the lesser of: 1) 50% of the balances in
the participant's Savings Contribution Account and vested Matching
Contribution Account; or 2) $50,000 less the participant's highest
outstanding loan balance during the previous twelve month period.
However, any money held by the participant in the Publix stock
component of the Publix Stock Fund cannot be borrowed. Participants
may initiate one loan each year and may only have one outstanding
loan at a time. All legal and administrative costs incurred as a
result of a loan are paid by the participant. The interest rate is
determined by the Primary Trustee as of the first day of each
calendar quarter based on the United States prime interest rate as
published in the Wall Street Journal. The interest rate on a loan is
fixed for the term of the loan.
A participant can choose repayment terms of up to five years.
Repayment of principal and interest are made through after-tax
payroll deductions each pay period. Repayment of principal and
interest are credited pro-rata to the participant's Savings
Contribution Account and Matching Contribution Account and reinvested
according to the participant's current investment elections. Upon
separation of employment all unpaid principal and accrued interest on
any loan outstanding is immediately due and payable. Participants may
repay a loan in total at any time after the loan has been in effect
for at least 90 days and must wait 30 days between paying off one
loan and initiating a new loan.
(e) Termination of Plan
-------------------
The Company expects to continue the Plan indefinitely, but is not
contractually obligated to do so. The Company reserves the right to
amend or discontinue the Plan at any time. If the Plan is ever
terminated, participants will be fully vested in all amounts credited
to their accounts.
(f) Distribution of Benefits
------------------------
Upon reaching age 59 1/2, a participant who is actively employed by
the Company may elect to withdraw all or a portion of his/her Savings
Contribution Account and the vested portion of his/her Matching
Contribution Account. The minimum withdrawal amount is $1,000 or the
vested balance in the Accounts if less than $1,000.
A participant who reaches age 70 1/2 may begin receiving a
distribution of benefits on or before April 1st of the calendar year
following the year in which the participant reaches age 70 1/2 or
retires, whichever is later.
-2- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
Upon separation of employment with the Company, participants may
elect to receive full distribution of their Savings Contribution
Account and their vested Matching Contribution Account balances as of
the valuation date immediately preceding the date of distribution,
subject to certain restrictions on the sale of Publix stock. If the
value of the participant's vested Accounts is $5,000 or less, the
participant will receive an automatic distribution from the Plan no
later than 60 days after the end of the Plan year in which the
participant separates from employment. If the value of the
participant's Savings Contribution Account and vested Matching
Contribution Account exceeds $5,000, the participant may elect to
defer distribution.
Payment of deferred distributions must be made to a participant or
his/her beneficiary no later than 60 days after the end of the Plan
year in which the participant reaches age 62. If the beneficiary is
the participant's surviving spouse, such beneficiary may defer
distribution until the participant would have reached age 70 1/2.
(g) Basis of Accounting
-------------------
The financial statements of the Plan are prepared under the accrual
basis of accounting.
(h) Investments
-----------
The market value of Publix Super Markets, Inc. common stock is based
upon quarterly appraisals prepared by an independent appraiser. The
fair value of other investments is determined based upon quoted
market prices.
(i) Use of Estimates
----------------
The preparation of financial statements in conformity with generally
accepted accounting principles and ERISA requires the Plan to make
estimates and assumptions that affect the reported amounts of net
assets available for plan benefits and disclosure of contingent
assets and liabilities as of the date of the financial statements and
the reported amounts of changes in net assets available for plan
benefits during the reporting period. Actual results could differ
from those estimates.
(2) Administration of the Plan
--------------------------
The Primary Trustee for the Plan, State Street Bank and Trust Company, is
responsible for maintaining custody of the investment funds and other
assets in which the employee contributions are invested, excluding Publix
stock. Tina P. Johnson is the Trustee responsible for maintaining custody
of the Publix stock component of the Publix Stock Fund. CitiStreet LLC
serves as the third-party Plan Administrator. The Plan administration
costs, excluding loan fees, are paid by Publix.
Effective July 3, 2001, State Street Bank and Trust Company replaced Chase
Manhattan Bank, N.A. as the Primary Trustee and CitiStreet LLC replaced
Metropolitan Life Insurance Company as the third-party Plan Administrator.
-3- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(3) Investments
-----------
The Plan consists of the following investment options:
(a) International Fund
------------------
This fund seeks long-term capital growth by investing in stocks and
debt obligations of companies and governments located outside the
United States. International investments contain additional risks not
associated with U.S. domestic issues. The fund can be expected to
experience wider variation in its value than the other funds
described herein.
The "Templeton Foreign Fund - Class A," a mutual fund, was the
investment vehicle for the International Fund through July 2, 2001.
This fund was generally diversified across approximately 40 countries
and more than 30 different industries. This fund was designed for
long-term investors who sought growth of capital and could tolerate
the greater risks associated with investments in foreign securities.
Effective July 3, 2001, the "SSgA International Growth Opportunities
Fund," a commingled fund, was selected as the investment vehicle for
the International Fund. This fund seeks capital growth in
international stocks by identifying growth opportunities among the
most competitive and dominant non-U.S. companies. This fund is
designed for long-term investors seeking growth of capital and
willing to accept the greater risks associated with investments in
foreign securities.
(b) Small Cap Blend Fund
--------------------
This fund seeks long-term capital growth by investing in securities
of small to medium-sized companies. The fund was added to the Plan as
of July 3, 2001.
The "Managers Special Equity Fund," a mutual fund, was selected as
the investment vehicle for the Small Cap Blend Fund. This fund
invests in the stocks of small to medium-sized companies with the
potential for capital appreciation as a result of earnings growth
and/or improvements in equity valuation. This fund is designed for
long-term investors seeking to invest in smaller companies and
willing to accept the risks associated with such investments.
-4- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(c) Asset Allocation Funds
----------------------
These funds are growth and income funds which use an asset allocation
approach. These funds may consist of common and preferred stocks,
governmental and corporate bonds, and other securities or investment
opportunities designed to provide for both current income and capital
appreciation. These funds can be expected to experience wider
variation in value than the Fixed Income Fund.
Three MetLife/UAM TimeStyle Portfolios were the investment vehicles
for the Asset Allocation Funds through July 2, 2001. These portfolios
offered diversification by automatically blending risk across
different types of investments. The assets in these portfolios were
rebalanced periodically to ensure that the asset allocation was
consistent over time.
MetLife/UAM Long-Term TimeStyle Portfolio
-----------------------------------------
This portfolio sought to provide long-term growth of capital by
utilizing an aggressive balanced approach. This portfolio was
expected to be approximately 80% invested in equities, including
exposure to international markets, and 20% invested in U.S.
investment-grade bonds. This was a growth portfolio for use by
aggressive investors.
MetLife/UAM Medium-Term TimeStyle Portfolio
-------------------------------------------
This portfolio sought to provide growth of capital and a moderate
level of income by utilizing a moderate balanced approach. This
portfolio was expected to be approximately 60% invested in equities,
including exposure to international markets, and 40% invested in U.S.
investment-grade bonds or short-term securities. This was a growth
and income portfolio for use by moderate investors seeking growth of
capital and some current income.
MetLife/UAM Extended Short-Term TimeStyle Portfolio
---------------------------------------------------
This portfolio sought to provide capital preservation with moderate
growth and current income utilizing a conservative balanced approach.
This portfolio was expected to be approximately 40% invested in
equities, including exposure to international markets, 45% invested
in U.S. investment-grade bonds and 15% in short-term securities. This
was an income-oriented portfolio for use by conservative investors
seeking some growth of capital.
Effective July 3, 2001, three SSgA Balanced Funds, commingled funds,
were selected as the investment vehicles for the Asset Allocation
Funds. These funds are portfolios containing stocks, bonds and fixed
income investments. These funds offer diversification by
automatically blending risk across different types of investments.
SSgA Aggressive Strategic Balanced Fund
---------------------------------------
This fund seeks to provide capital growth. This fund seeks to match a
composite benchmark that is made up of 85% stocks and 15% bonds. The
fund provides diversification of returns and market risk by
incorporating a broad set of asset classes which may stabilize the
fund during market fluctuations. This fund is designed for aggressive
investors with a long-term investment time frame due to the fund's
significant emphasis on stock holdings.
-5- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
SSgA Moderate Strategic Balanced Fund
-------------------------------------
This fund seeks to provide capital growth with some income. This fund
seeks to match a composite benchmark that is made up of 55% stocks
and 45% bonds. The fund provides diversification of returns and
market risk by incorporating a broad set of asset classes which may
stabilize the fund during market fluctuations. This fund is designed
for somewhat aggressive investors with a medium-term investment time
frame due to the fund's emphasis on stock holdings.
SSgA Conservative Strategic Balanced Fund
-----------------------------------------
This fund seeks to provide income and a modest level of capital
growth. The fund seeks to match a composite benchmark that is made up
of 25% stocks and 75% bonds. The fund provides diversification of
returns and market risk by incorporating a broad set of asset classes
which may stabilize the fund during market fluctuations. This fund is
designed for conservative investors with a short to medium-term
investment time frame due to the fund's emphasis on bond holdings.
(d) Aggressive/Large Cap Growth Fund
--------------------------------
This fund consists of a portfolio invested primarily in common stocks
and other securities or investment opportunities providing long-term
capital growth. This fund seeks long-term capital growth by investing
primarily in securities of companies with large market
capitalizations.
The "Fidelity Contrafund," a mutual fund, was the investment vehicle
for the Aggressive/Large Cap Growth Fund through July 2, 2001. This
fund invested in the securities of U.S. and international companies
that were believed to be undervalued.
Effective July 3, 2001, the "Smith Barney Large Cap Growth (A) Fund,"
a mutual fund, was selected as the investment vehicle for the
Aggressive/Large Cap Growth Fund. This fund invests in the stocks of
nationally known companies which lead their industries in product,
distribution or service strength. This fund is designed for
aggressive investors seeking long-term returns with possible large
fluctuations in the short term.
(e) Large Cap Value Fund
--------------------
This fund seeks to invest in growing companies that are selling at
value prices and holds on to them for the long term. The fund was
added to the Plan as of July 3, 2001.
The "Davis New York Venture (A) Fund," a mutual fund, was selected as
the Large Cap Value Fund. The fund invests primarily in stocks in the
financial services, pharmaceutical and health care industries. The
fund seeks to identify stocks that have specific, long-term trends
that should provide consistent growth over time. This fund is
designed for aggressive investors seeking to invest entirely in the
stocks of large, established companies.
-6- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(f) Equity Index/S&P 500 Index Fund
-------------------------------
This fund consists of a portfolio invested primarily in common stocks
which, in the aggregate, are intended to replicate the total return
of the Standard & Poor's 500 Composite Stock Price Index ("S&P 500
Index"), and/or a portfolio of comparable investments. The fund is
intended to provide for long-term growth of capital, and secondarily
for long-term growth of income (or to provide a similar investment
return).
The "MetLife Stock Market Index Guarantee Account" was the investment
vehicle for the Equity Index/S&P 500 Index Fund through July 2, 2001.
It consisted of most of the stocks of the S&P 500 Index.
Effective July 3, 2001, the "SSgA S&P 500 Index Fund," a mutual fund,
was selected as the Equity Index/S&P 500 Index Fund. This fund buys
and holds stocks in the same market-weighted proportions as the S&P
500 Index, and trades stocks only when there is a change in the S&P
500 Index. The fund is designed for moderate to aggressive investors
seeking to invest in the stocks of the S&P 500 Index.
(g) Intermediate Term Bond Fund
---------------------------
This fund seeks to control market risk while maximizing income by
investing in investment-grade fixed income securities with an
intermediate maturity. This fund was added to the Plan as of July 3,
2001.
The "PIMCO Total Return Fund," a mutual fund, was selected as the
Intermediate Term Bond Fund. This fund invests in U.S. government
bonds, corporate bonds, mortgage-backed securities and bonds of
non-U.S. issuers. This fund is designed for investors seeking current
income while minimizing the fluctuation of their investment.
(h) Fixed Income Fund
-----------------
This fund consists of a portfolio invested in commercial paper,
U.S. government or Federal agency obligations, short-term corporate
obligations, bank certificates of deposit, savings accounts and/or
comparable investments designed to provide maximum protection of
capital with a conservative rate of return.
The "MetLife Guaranteed Fixed Income Account" was the investment
vehicle for the Fixed Income Fund through July 2, 2001. It consisted
of one or more MetLife guaranteed interest contracts ("GICs"), which
were intended to provide the advantage of intermediate-term rates
with protection from potential fluctuations in interest rates during
the guarantee period. The GIC rate was 6.35% as of July 2, 2001 and
6.50% as of December 31, 2000.
Effective July 3, 2001, the "SSgA Stable Value Fund," a commingled
fund, was selected as the Fixed Income Fund. This fund seeks to
maintain the value of the initial investment while providing current
income. This fund invests in stable value investments such as GICs,
money market instruments and short-term funds such as Treasury bills
with an average weighted maturity of one and a half to three years.
The fund is designed for investors seeking minimal market risk and
modest growth, while maintaining principal and liquidity.
-7- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(i) Publix Stock Fund
-----------------
This fund includes two components: Publix stock and cash awaiting
investment in Publix stock. Cash awaiting investment in Publix stock
is invested in a short-term fixed income funding vehicle (MetLife GIC
through July 2, 2001; subsequent to July 2, 2001, SSgA Yield Enhanced
Short Term Investment Fund, a commingled fund). The cash component of
this fund includes employee contributions and loan repayments,
transfers from other investments to purchase Publix stock, dividends
earned on Publix stock and income earned on all of these deposits.
The cash component of this fund is used to purchase Publix stock on
specified purchase dates. The fund provides an opportunity for
long-term capital growth. Because this fund is not diversified, it
may experience wider variation in value than the other funds
described herein.
As of December 31, 2001, investments in the Smith Barney Large Cap Growth
(A) Fund and Publix Stock Fund each represented 5.0% or more of the Plan's
net assets available for plan benefits. As of December 31, 2000,
investments in the Fidelity Contrafund, Publix Stock Fund and MetLife
Stock Market Index Guarantee Account each represented 5.0% or more of the
Plan's net assets available for plan benefits.
-8- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2001 and 2000
(4) Reconciliation of Financial Statements to Form 5500
---------------------------------------------------
The following is a reconciliation of net assets available for plan
benefits per the financial statements to the Form 5500:
December 31,
------------
2001 2000
---- ----
Net assets available for plan benefits
per the financial statements $377,738,677 362,705,669
Amounts allocated to withdrawing
participants (6,068,586) (2,292,367)
Excess contributions (460,953) (473,846)
------------ -----------
Net assets available for plan benefits
per the Form 5500 $371,209,138 359,939,456
============ ===========
The following is a reconciliation of employee contributions and
distributions to participants per the financial statements to the Form
5500:
Year ended December 31,
-----------------------
2001 2000
---- ----
Employee Contributions
----------------------
Per the financial statements $ 66,278,913 60,083,982
Less: Excess contributions for years
ended December 31, 2001 and 2000 (460,953) (473,846)
Add: Excess contributions for years
ended December 31, 2000 and 1999 473,846 298,958
------------ -----------
Per the Form 5500 $ 66,291,806 59,909,094
============ ===========
Distributions to Participants
-----------------------------
Per the financial statements $ 16,976,943 19,699,548
Add: Amounts allocated to withdrawing
participants at December 31, 2001 and 2000 6,068,586 2,292,367
Less: Amounts allocated to withdrawing
participants at December 31, 2000 and 1999 (2,292,367) (1,373,082)
------------ -----------
Per the Form 5500 $ 20,753,162 20,618,833
============ ===========
(5) Tax Status
----------
The Plan has received a favorable tax determination letter from the
Internal Revenue Service under Section 401(a) of the Internal Revenue Code
(the "Code"), as amended. As such, the Plan is exempt from Federal income
taxes under Section 501(a) of the Code. The Plan Administrator believes
that the Plan has been and is currently being operated in compliance with
the applicable requirements of the Code and the Plan document.
-9- (Continued)
Schedule 1
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Schedule of Assets Held for Investment Purposes
December 31, 2001
Number of Fair
Name of Issuer and Title of Issue Shares Cost Value
--------------------------------- ------ ---- -----
Marketable:
International Fund
------------------
SSgA International Growth
Opportunities Fund * --- $ 2,505,027 2,423,888
Small Cap Blend Fund
--------------------
Managers Special Equity Fund --- 530,062 565,681
Asset Allocation Funds
----------------------
SSgA Balanced Funds:
SSgA Aggressive Strategic
Balanced Fund * --- 1,854,099 1,812,345
SSgA Moderate Strategic
Balanced Fund * --- 4,684,348 4,642,213
SSgA Conservative Strategic
Balanced Fund * --- 909,005 921,131
Aggressive/Large Cap Growth Fund
--------------------------------
Smith Barney Large Cap
Growth (A) Fund * --- 38,297,976 36,832,957
Large Cap Value Fund
--------------------
Davis New York Venture (A) Fund --- 994,550 1,040,656
Equity Index/S&P 500 Index Fund
-------------------------------
SSgA S&P 500 Index Fund * --- 16,405,484 15,540,042
Intermediate Term Bond Fund
---------------------------
PIMCO Total Return Fund --- 2,743,297 2,630,952
Fixed Income Fund
-----------------
SSgA Stable Value Fund * --- 13,548,405 13,856,287
Publix Stock Fund
-----------------
Marketable:
SSgA Yield Enhanced Short Term
Investment Fund * --- 11,775,986 11,798,739
Non-Marketable:
Common Stock of Publix Super
Markets, Inc. * 6,023,727 217,624,802 246,972,804
Participants' Loans 23,625,283 23,625,283
------------ -----------
$335,498,324 362,662,978
============ ===========
* Parties-in-interest
Schedule 2
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Schedule of Reportable Transactions
Year ended December 31, 2001
Purchase Selling Cost of Net
Asset Price Price Asset Gain
----- ----- ----- ----- ----
Aggressive/Large Cap Growth Fund
--------------------------------
Smith Barney Large Cap
Growth (A) Fund * $ 43,453,301 4,767,942 5,155,326 (387,384)
Equity Index/S&P 500 Index Fund
-------------------------------
SSgA S&P 500 Index Fund * 19,104,548 2,574,141 2,699,064 (124,923)
Fixed Income Fund
-----------------
SSgA Stable Value Fund * 21,284,451 7,770,832 7,736,046 34,786
Publix Stock Fund
-----------------
MetLife Guaranteed
Interest Contract * 70,334,433 70,536,293 70,334,892 201,401
SSgA Yield Enhanced
Short Term
Investment Fund * 33,371,406 21,704,779 21,595,430 109,349
Common Stock of Publix
Super Markets, Inc. * 79,621,125 35,086,100 29,854,441 5,231,659
========== ========== ========== =========
* Parties-in-interest
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Publix Super Markets, Inc. 401(k)
SMART Plan) have duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Date: June 28, 2002 By: /s/Tina P. Johnson
--------------------------
Tina P. Johnson
Senior Vice President
and Trustee of the 401(k)
SMART Plan - Publix Stock
Fund