AZN AstraZeneca PLC

Table of Contents

UNITED STATES

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

For the fiscal year ended December 31, 2020

 

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to _____________

 

Commission file number 001-11960

 

A.

Full title of the plan and the address of the plan, if different from that of the issuer named below:

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

 

AstraZeneca Pharmaceuticals LP

1800 Concord Pike

P.O. Box 15437

Wilmington, DE 19850-5437

 

 

B.

Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

AstraZeneca PLC

1 Francis Crick Avenue

Cambridge Biomedical Campus

Cambridge CB2 0AA

United Kingdom

 

 

 

REQUIRED INFORMATION

 

 

1.	Financial Statements:

 

The following financial information, including Report of Independent Registered Public Accounting Firm thereon of AstraZeneca Savings and Security Plan are submitted herewith:

 

Statements of Net Assets Available for Plan Benefits as of December 31, 2020 and 2019;

 

Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 2020 and 2019; and

 

Notes to Financial Statements.

 

Supplemental Schedule: Schedule H, line 4i - Schedule of Assets (Held at End of Year).

 

The schedule for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are included in the aforementioned financial statements of the AstraZeneca Savings and Security Plan.

 

2.

Exhibit:

 

The following exhibit is submitted herewith:

 

Exhibit 23.1- Consent of Independent Registered Public Accounting Firm

 

 

 

 

1

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

December 31, 2020 and 2019

 

Table of Contents

 

	Page(s)
Report of Independent Registered Public Accounting Firm	3
Financial Statements:
Statements of Net Assets Available for Benefits	4
Statement of Changes in Net Assets Available for Benefits	5
Notes to Financial Statements	6 - 14
Supplemental Schedule:
Schedule H, line 4i – Schedule of Assets (Held at End of Year)	15
Signatures	16
Index to Exhibits	17

 

 

Other supplemental schedules required by Section 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 (“ERISA”), as amended, have been omitted because they are not required or are not applicable.

 

 

 

 

 

 

 

 

 

2

 

Report of Independent Registered Public Accounting Firm

 

To the Administrator and Plan Participants of AstraZeneca Savings and Security Plan

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of net assets available for benefits of AstraZeneca Savings and Security Plan (the “Plan”) as of December 31, 2020 and 2019 and the related statement of changes in net assets available for benefits for the year ended December 31, 2020, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2020 and 2019, and the changes in net assets available for benefits for the year ended December 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Supplemental Information

 

The supplemental schedule of assets (held at end of year) as of December 31, 2020 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental schedule is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.

 

/s/ PricewaterhouseCoopers LLP

 

Melville, New York
June 25, 2021

 

We have served as the Plan’s auditor since 2018.

 

 

PricewaterhouseCoopers LLP, 401 Broad Hollow Road, Melville, NY, 11747
T: (631) 753 2700, www.pwc.com/us

 

 

 

3

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Statements of Net Assets Available for Benefits

December 31, 2020 and 2019

__________

       

 

		2020				2019
ASSETS
Investments:
Total investments at fair value		$	6,007,331,386			$	5,313,654,936
Investments in fully benefit-responsive investment contracts, at contract value			349,493,287				299,418,193
Total investments			6,356,824,673				5,613,073,129
Receivables:
Employer contributions			7,014,623				8,225,115
Employee contributions			6,267,686				4,175,180
Notes receivable from participants			39,384,411				38,330,513
Total receivables			52,666,720				50,730,808
Net assets available for benefits		$	6,409,491,393			$	5,663,803,937

 

 

The accompanying notes are an integral part of these financial statements.

 

 

 

 

4

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Statement of Changes in Net Assets Available for Benefits

For the year ended December 31, 2020

__________

           

 

		2020
Additions:
Investment income:
Net appreciation in
fair value of investments		$	730,975,021
Interest and dividends			58,995,355
Total investment income			789,970,376
Interest income on notes receivable from participants			1,618,859
Contributions:
Employer			176,607,086
Employee			188,568,759
Rollovers			41,173,132
Total contributions			406,348,977
Total additions			1,197,938,212
Deductions:
Benefits paid to participants			464,804,764
Administrative expenses			989,259
Total deductions			465,794,023
Net increase			732,144,189
Plan assets transferred, net (Note 9):			13,543,267
Net assets available for benefits:
Beginning of the year			5,663,803,937
End of the year		$	6,409,491,393

 

The accompanying notes are an integral part of these financial statements.

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

1.	Description of Plan:

 

General:

 

The following description of the AstraZeneca Savings and Security Plan (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions. The Plan, formerly known as the Zeneca Deferred Compensation Plan, was established on April 1, 1958, and was designed to provide a systematic means of saving and investing for the future.

 

Effective July 1, 2000, the Zeneca Deferred Compensation Plan was amended and restated as the Plan sponsorship transferred from Zeneca Inc. to AstraZeneca Pharmaceuticals LP (the “Company”). Regular full-time and part-time employees of the Company are immediately eligible to participate in the Plan. The Company is an indirect wholly owned subsidiary of AstraZeneca PLC. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

 

The Plan is intended as a plan described in Section 404(c) of ERISA and Section 2550.404c-1 of Title 29 of the Code of Federal Regulations. Because the Plan allowed participants to invest both before-tax and after-tax contributions in AstraZeneca PLC American Depositary Receipts (“ADRs”), the Plan and the stock offered thereunder are registered under the Securities Act of 1933 (the “Act”). Participants have not been able to make new investments in, or transfer funds to the ADRs on or after December 15, 2015.

 

The AstraZeneca Investment Committee is the Plan’s named fiduciary for investment and certain administrative duties, and the AstraZeneca Administration Committee is the Plan’s named fiduciary for claims administration and certain other duties. Both committees are appointed by and subject to review by the AstraZeneca North America HR Sub-Committee.

 

Administrative Expenses:

 

Some costs and expenses incident to the administration of the Plan and the management of the trust, including the compensation of the trustee, are paid by the Company. Brokerage charges and fees incurred in connection with the purchase and sale of securities are included as an element of the cost of securities purchased or as a reduction in the proceeds of securities sold. Investment advisory fees are paid by the Company. Administrative expenses included in the statement of changes in net assets available for benefits relate to participant distribution mailings and short-term trading fees applicable to certain investment options. These amounts are paid by the Plan, as a reduction from the participants’ account.

 

Contributions:

 

Participants can make before-tax or after-tax contributions of up to 50% of annual eligible compensation. The maximum amount of the Company match is one dollar for each dollar of the first 6% of eligible compensation that a participant contributes to the Plan. Participants age 50 and over are eligible to contribute additional before-tax contributions (“catch-up contributions”) above the annual Internal Revenue Service ("IRS") limitations up to $6,500 in 2020. The contribution limit for participants is $19,500 and the limitation on benefits and contributions under Section 415(c)(1)(A) of the Internal Revenue Code is $57,000 in 2020.

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

1.	Description of Plan, continued:

 

Certain employees of the Company are eligible to receive “AZ Retirement Company Contributions.” A participant’s employer contribution is equal to a specified percentage of a participant’s eligible compensation for the Plan year, based on a participant’s points. Participant’s points are calculated as the aggregate age and service credits allocated to a participant for a plan year determined as of December 31 of the prior plan year. A participant shall receive one point for each year of attained age and one point for each completed year of points service. A participant shall also receive one point for full months of attained age and completed service that aggregate 12. During 2020, the specific employer contribution percentage was determined by the basis of the participant’s points for the Plan year as set forth in the following chart:

 

Basic contributions		Participant’s points
5%		Less than 40 points
6%		40 to 59 points
7%		60 to 79 points
8%		80 or more points

 

The amount of contributions is subject to the limitations imposed by the Internal Revenue Code (“IRC”). Both employee and Company contributions are allocated to each participant account. Participants direct the investment of their employee and Company contributions into the various investment options offered by the Plan.

 

Qualified Non-Elective Contribution (QNEC) Receivable:

 

The Plan recorded a QNEC receivable of $2,367,379 as of the year ended December 31, 2019. The QNEC is immediately 100% vested to the employees. The contributions are made in accordance with IRS regulations and do not affect the tax status of the Plan and are reflected as employer contributions on the statement of changes in net assets available for benefits.

 

Participant Accounts:

 

Each participant’s account is adjusted periodically to reflect his or her allocated portion of participant and Company contributions and investment earnings or losses. Investment income or losses allocated to each participant’s account are based on the portion of income and expenses and gains and losses of each investment in which the assets represented by the participant’s account are invested.

 

Vesting:

 

Participants are immediately vested in their contributions and all Company matching contributions, plus actual earnings thereon. A participant who is credited with at least one hour of service on or after January 1, 2007 becomes fully vested in his or her AZ Retirement Company Contributions after the completion of three years of service. If a participant is involuntarily terminated as a result of a Company restructuring, layoff or job elimination, their account will become fully (100%) vested if they would have otherwise become fully vested under the terms of the Plan no later than the six month anniversary of the date of their involuntary termination.

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

1.	Description of Plan, continued:

 

Participant Loans:

 

The Plan allows plan loans pursuant to Section 408(b)(1) of ERISA and the regulations thereunder. The maximum loan amount is the lesser of 50% of a participant’s account balance or $50,000, excluding any amounts in the AZ Retirement Company Contributions and reduced by the participant’s highest outstanding plan loan balance over the previous 12 months. The minimum loan amount is $1,000 and the maximum is two loans outstanding at any time for any eligible borrower. Loans must generally be repaid over a period of up to five years, except for loans to purchase a principal residence which may be repaid over a period of up to 10 years. Interest rates are based on the “prime rate” published in the Wall Street Journal on the first calendar day of the month in which the loan is taken and remains fixed over the life of the loan. The principal amount and interest on a loan shall be repaid by level payroll deductions during each payroll period in which the loan is outstanding. As of December 31, 2020, the interest rates on the participant loans range from 3.25% to 6.5%. The AZ Retirement Company Contributions are not available for loans.

 

Payment of Benefits:

 

In the case of death, disability, termination, or retirement, a participant or, if applicable, the participant’s beneficiary, may receive a distribution of the vested portion of his or her accounts in a lump-sum amount or in installments (excluding termination). In addition, a participant may elect to withdraw all or part of his or her account in special circumstances, as defined by the Plan.

 

Forfeited Accounts:

 

If participants terminate employment prior to becoming fully vested in their AZ Retirement Company Contributions, then those contributions will be forfeited and used to reduce future employer company contributions to the Plan for the remaining participants. At December 31, 2020 and 2019, forfeited nonvested accounts totaled $21,587 and $18,925 respectively. Forfeitures used to reduce employer company contributions were $126,128 for the year ended December 31, 2020.

 

2.	Significant Accounting Policies:

 

The significant accounting policies employed in the preparation of the accompanying financial statements are as follows:

 

Basis of Accounting:

The financial statements of the Plan are prepared in compliance with the Department of Labor’s (“DOL”) Rules and Regulations for Reporting and Disclosure under ERISA and under the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

 

 

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

2.	Significant Accounting Policies, continued:

 

Investment Valuation and Income Recognition:

 

Investments are reported at fair value (except for the fully benefit-responsive investment contracts, which are reported at contract value). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Plan’s Investment Committee determines the Plan’s valuation policies utilizing information provided by the investment advisers, custodians and insurance companies. See note 4 for discussion of fair value measurements.

 

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are record on the ex-dividend date. Net appreciation includes the Plan’s gains and losses on investments bought and sold as well as held during the year.

 

Notes Receivable from Participants:

 

Notes receivable from participants (loans) are measured at their unpaid principal balance plus any accrued but unpaid interest. Defaulted participant loans are reclassified as benefits paid based upon the terms of the Plan document.

 

Payment of Benefits:

 

Benefit payments are recorded when paid.

 

Use of Estimates:

 

The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

 

3.	Fully Benefit-Responsive Investment Contracts:

 

The Plan invests in a portfolio of fully benefit-responsive guaranteed investment contracts (“GICs”) issued by insurance companies that is required to be reported at contract value. PFM Asset Management LLC serves as the investment manager for the portfolio, with oversight from the AstraZeneca Investment Committee. The portfolio is credited with interest on the GICs and debited for participant withdrawals.

 

Participants may direct the withdrawal or transfer of all or a portion of their investment. Participants cannot transfer their balance to a competing investment option without the amount of such transfer first being directed to one of the Plan’s other investment options and held thereunder for at least 90 days.

 

The Plan holds two types of investment contracts: traditional GICs and synthetic wraps. A traditional GIC is an investment contract issued by an insurance company or bank that provides for the payment of a specified rate of interest to the Plan and for the repayment of principal when the contract matures. A synthetic wrap unbundles the investment and insurance components of a traditional GIC. The plan invests in and retains ownership of a pool of fixed income securities (e.g., government securities, pooled separate accounts, private and public mortgage-backed securities, other asset-backed securities and investment grade corporate obligations, etc.).

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

3.	Fully Benefit-Responsive Investment Contracts, continued:

 

These securities are “wrapped” by a synthetic investment contract issued by a bank or insurance company that insures that participant-initiated withdrawals from the synthetic investment contract will be paid at contract value. The gain or loss on the underlying investments is recognized over time by adjusting the interest rate credited to the Plan under the synthetic wrap.

 

The following table lists the investment contract values as of December 31, 2020 and 2019:

 

		Contract Value
Type of Contract		2020				2019
Traditional		$	202,563,596			$	160,477,748
Synthetic			146,929,691				138,940,445
Total		$	349,493,287			$	299,418,193

 

Fully benefit-responsive investment contracts guarantee that (1) the crediting rate provided under the contract will not fall below zero and (2) participant-initiated withdrawals from the fund (i.e., withdrawals as a result of death, disability, retirement, termination of employment, hardship withdrawal, loan, and transfers to a non-competing fund) will be covered at contract value.

 

4.	Fair Value Measurements:

 

The Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurement, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows:

 

Level 1: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.

 

Level 2: Inputs to the valuation methodology include:

 

	·	Quoted prices for similar assets or liabilities in active markets
	·	Quoted prices for identical or similar assets or liabilities in inactive markets
	·	Inputs other than quoted prices that are observable for the asset or liability

·

Inputs that are derived principally from or corroborated by observable market data by correlation or other means

 

If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability.

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

4.	Fair Value Measurements, continued:

 

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 

The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of relevant observable inputs and minimize the use of unobservable inputs.

 

The following is a description of the valuation methodologies used for assets measured at fair value:

 

Common stock: Funds are invested in the common stock of AstraZeneca PLC (“AZ Common Stock”). The fair value is a quoted price in an active market.

 

Mutual funds: Valued at fair value of shares held by the Plan at year end. The fair value is a quoted price in an active market. The net asset value (“NAV”) is based upon the assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding.

 

Commingled funds: Valued at the NAV of shares held by the Plan at year end. The NAVs, provided by external investment managers as a practical expedient, are based on quoted prices for the fund’s underlying securities (some of which are marketable), estimates, appraisals, assumptions, and methods that are reviewed by management. This investment category has no unfunded commitments and there are no redemption restrictions.

 

Collective trusts: Valued at the NAV of shares held by the Plan at year end. The NAVs, provided by external investment managers as a practical expedient, are based on quoted prices for the funds’ underlying securities (some of which are marketable), estimates, appraisals, assumptions, and methods that are reviewed by management. This investment category has no unfunded commitments and there are no redemption restrictions.

 

Money market funds: Valued at fair value of shares held by the Plan at year end. The fair value is a quoted price in an active market.

 

The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

 

4.	Fair Value Measurements, continued:

 

The following table lists the fair values of investments as of December 31, 2020 and 2019:

 

		Fair Value Measurements as of December 31, 2020:
		Fair Value				Level 1				Level 2				Level 3
Common stock		$	140,210,302			$	140,210,302				–				–
Mutual funds			988,698,057				988,698,057				–				–
Money market funds			186,858,854				186,858,854				–				–
Total assets in the fair value hierarchy			1,315,767,213				1,315,767,213				–				–
Investments measured at net asset value (a)			4,691,564,173				–				–				–
Total investments at fair value		$	6,007,331,386			$	1,315,767,213			$	–			$	–

 

 

		Fair Value Measurements as of December 31, 2019:
		Fair Value				Level 1				Level 2				Level 3
Common stock		$	153,415,281			$	153,415,281				–				–
Mutual funds			1,003,383,848				1,003,383,848				–				–
Money market funds			152,986,740				152,986,740				–				–
Total assets in the fair value hierarchy			1,309,785,869				1,309,785,869				–				–
Investments measured at net asset value (a)			4,003,869,067				–				–				–
Total investments at fair value		$	5,313,654,936			$	1,309,785,869			$	–			$	–

 

(a) In accordance with Subtopic 820-10, collective trusts and commingled funds that were measured at net asset value per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the statement of net assets available for benefits.

 

The availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another.

 

For the year ended December 31, 2020, there were no transfers in or out of level 3 as there were no level 3 investments noted.

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

5.	Internal Revenue Service Status:

 

The IRS has determined and informed the Company by a letter dated February 8, 2018, that the Plan and related trust are designed in accordance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan administrator and the Plan’s tax counsel believe that the Plan is designed, and is currently being operated, in compliance with the applicable requirements of the IRC and, therefore, believe that the Plan is qualified, and the related trust is tax-exempt.

 

Accounting principles generally accepted in the United States of America require plan management to evaluate tax positions taken by the plan and recognize a tax liability (or asset) if the plan has taken an uncertain tax position that more likely than not would not be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2020, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan administrator believes it is no longer subject to income tax examinations for years prior to 2017.

 

6.	Plan Termination:

 

Although it has not expressed any intent to do so, the AstraZeneca North America HR Sub-Committee has the right under the Plan to amend or terminate the Plan at any time, subject to the provisions of ERISA and other applicable laws. In the event of Plan termination, participants would be 100 percent vested in their employer contributions.

 

7.	Party-in-Interest Transactions:

 

Certain Plan investments are shares of mutual funds managed by affiliates of Fidelity Investment Management Company. Fidelity Investment Management Company is the trustee as defined in the Plan, and therefore, these transactions qualify as party-in-interest transactions.

 

The Plan also invests in shares of AZ Common Stock, which qualifies as a party-in-interest transaction. As of December 31, 2020 and December 31, 2019, the fair value of investments in AZ Common Stock was $140,210,302 and $153,415,281, respectively. During the year ended December 31, 2020, the Plan had sales of $17,868,079 of AZ Common Stock. The total dividend income received during 2020 was $4,181,153. The total realized and unrealized gain/(loss) during 2020 was $608,042.

 

8.	Risks and Uncertainties:

 

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. 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 that such changes could materially affect the amounts reported in the statement of net assets available for benefits.

 

9.	Asset Transfers:

 

As a result of business acquisitions by the Company, the following transfer into the Plan was completed in 2020: the net assets of Acerta Pharma 401(k) Plan & Trust in the amount of $13,565,375 were transferred into the Plan on December 31, 2020. In addition, $22,108 of Plan assets were transferred to the AstraZeneca Savings and Security Plan for Puerto Rico Employees. These transfers are reflected in the statement of changes in net assets available for benefits.

 

 

 

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Notes to Financial Statements

December 31, 2020 and 2019

__________

 

 

 

10.	Plan Amendments:

 

Per Plan Amendment No. 9, effective December 23, 2019, Roth contributions and separate deferral elections with respect to incentive bonuses were added to the Plan. Furthermore, the amendment reflected changes to the hardship withdrawal provisions and the eligibility of MedImmune LLC employees for AZ Retirement Company Contributions.

 

Per Plan Amendment No. 10, the Pearl 401(k) Plan will be merged with and into the Plan effective December 31, 2019.

 

Per Plan Amendment No. 11, effective June 1, 2020, employees are eligible to receive the AZ Retirement Company Contributions if they are classified (or subsequently reclassified) by the Employer as: (1) a non-exempt employee; or (2) an exempt employee subject to AstraZeneca Legacy Terms and Conditions of employment.

 

Per Plan Amendment No. 12, effective May 4, 2020, in accordance with the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), with respect to the COVID-19 National Emergency, the period from March 1, 2020, until sixty days after the announced end of the National Emergency shall be disregarded in determining the date within which individuals may file a benefit claim and claimants may file an appeal of an adverse benefit determination under the Plan’s claim procedure.

 

Furthermore, on March 27, 2020 the CARES Act was signed into law. The CARES Act allows retirement plan participants to have greater access to their savings if they are impacted by the coronavirus, as defined in the CARES Act. The following is a summary of the main provisions all of which have been afforded to the Plan’s participants:

 

·

Qualified individuals are permitted through December 31, 2020 to take a distribution in an amount up to $100,000 without imposition of the 10% early distribution penalty, and this distribution is not subject to the 20% tax withholding rate. Additionally, individuals taking this distribution have the option to have the distribution taxed over three years, with the ability to recontribute up to the full amount of the distribution within three years and not be subject to tax as a result.

 

·

Participant loan limit was temporarily increased to the lesser of (a) $100,000 or (b) the greater of (i) 100% of the participants vested account balance or (ii) $10,000. This increase was permitted for loans granted from March 27, 2020 through September 22, 2020.

 

·

Repayments of loans due between March 27, 2020 and December 31, 2020 may be delayed for one year upon participant request.

 

11.	Subsequent Events:

 

The Plan has evaluated subsequent events through June 25, 2021, the date the financial statements were available to be issued, and noted no subsequent events requiring disclosure.

 

 

 

 

SUPPLEMENTAL SCHEDULE

 

ASTRAZENECA SAVINGS AND SECURITY PLAN

Schedule H, line 4i – Schedule of Assets (Held at End of Year)

December 31, 2020

__________

 

Plan No. 002      EIN 23-2967016

 

Identity of issuer, borrower, lessor or similar party		Current value
Common stock:
AstraZeneca PLC ADRs*		$	140,210,302
Investment contracts with insurance companies:
Jackson National Life Insurance Company			16,818,832
Massachusetts Mutual Life Insurance Company			35,083,050
Metropolitan Life Insurance Company Inc.			28,072,107
Minnesota Life			29,259,437
New York Life Insurance Company			25,920,744
Ohio National Life Insurance Company			5,037,922
Principal Life Insurance Company			8,375,759
Protective Life Insurance Company			18,061,930
Prudential Insurance Company of America			17,892,364
United of Omaha Life Insurance Company			18,041,451
			202,563,596
Synthetic investment contracts with insurance companies:
Metropolitan Life Insurance Company Inc. Separate Acct 826**			26,282,571
New York Life Insurance Company Separate Acct 45-003**			55,202,809
Prudential Core Conservative Intermediate Bond Fund**			71,775,748
			153,261,128
GIC Wrappers:
Metropolitan Life Insurance Company Inc.			(730,950	)
New York Life Insurance Company			(2,180,065	)
Prudential Insurance Company of America			(3,420,422	)
			(6,331,437	)
Investments in mutual funds:
DFA US Small Cap Fund			267,426,811
Fidelity Diversified International Fund K*			93,021,252
Invesco Oppenheimer Developing Market R6			40,989,157
Vanguard Primecap Core Fund			587,260,837
			988,698,057
Investment in collective trusts:
BlackRock Total Return Bond Fund T			65,864,066
Champlain Mid Cap Collective Fund			195,627,741
Vanguard Institutional Extended Market Index Trust			364,006,998
Vanguard Total International Stock Market Index Trust			167,395,283
			792,894,088
Investments in commingled funds:
Vanguard Institutional 500 Index			1,049,614,847
Vanguard Total Bond Market Index Fund			226,133,093
Vanguard Target 2015			46,772,621
Vanguard Target 2020			170,966,301
Vanguard Target 2025			375,244,705
Vanguard Target 2030			480,059,699
Vanguard Target 2035			542,284,140
Vanguard Target 2040			436,205,248
Vanguard Target 2045			289,143,029
Vanguard Target 2050			151,911,542
Vanguard Target 2055			54,906,836
Vanguard Target 2060			25,359,493
Vanguard Target 2065			8,762,743
Vanguard Target Income			41,305,788
			3,898,670,085
Investments in money market funds:
FIAM Cash Commingled Pool*			169,503,704
FMTC Institutional Money Market Fund*			16,094,767
Other Interest-Bearing Cash			1,260,383
			186,858,854
Notes receivable from participants (rates of interest ranging from 3.25% to 6.5%)
(Range of maturity dates in years 2021 to 2030)			39,384,411
Total		$	6,396,209,084

 

* Party-in-interest

** Represents underlying investments of the Plan's Synthetic GICs, which amounts are presented at contract value and are managed by a party-in-interest.

Note: Cost information is not required for participant-directed investments and therefore, is not included.

 

 

 

 

 

SIGNATURE

 

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

	ASTRAZENECA SAVINGS AND SECURITY PLAN
Date:       29 June 2021	By: /s/   David E. White
	David E. White
	Assistant Treasurer-North America, and
	AstraZeneca Investment Committee Secretary

 

 

 

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INDEX TO EXHIBIT

 

23.1	Consent of Independent Registered Public Accounting Firm

 

 

 

 

 

 

 

 

 

 

 

 

 

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