Before you start the enrollment process, please note the points below:

Transcription

1 Congratulations! You are eligible to participate in the R.E.Y. Engineers 401(k) Profit Sharing Plan. This is an employee benefit sponsored by R.E.Y. to assist you in preparing for your financial future. Before you start the enrollment process, please note the points below: 1. The 401(k) plan has an automatic enrollment feature. Unless otherwise directed by you, automatic salary deferrals at a rate of 3% will be contributed out of your weekly paycheck starting the 1 st payroll date following your eligibility date. 2. Please complete and return the enclosed enrollment form to the Accounting Department at R.E.Y. prior to the above eligibility date OR YOU WILL BE AUTOMATICALLY ENROLLED IN THE 401(K) PLAN. The attached notice details the automatic enrollment provisions. 3. There is an enrollment form available in the packet where you may change the percentage of deferral from 3% to an amount you desire or opt out of the plan all together. The enrollment form also discusses the next steps in completing the enrollment process. Attached you will find several documents to help guide you through the enrollment process. 1. Summary Plan Description (SPD). The SPD provides important information to help you understand the retirement plan benefits provided under the Plan and your rights and obligations. You are encouraged to read this SPD and contact the Plan Administrator if you have any questions regarding your rights and obligations under the Plan. 2. Participant Fee Disclosure. This document provides information about your investment options, participant fees and expenses, and summary account management. 3. Online Enrollment Guide. Our current 401(k) service provider is Financial Decisions. The guide provided by Financial Decisions will take you through the steps to access and activate your account. Once the enrollment process is completed, you are enrolled in the plan as an active plan participant. 4. Please visit to login and view your account online. In addition to the resources available on the participant website, if you need assistance with investment related matters, please contact the Financial Advisor Chris Diniz of Financial Decisions at (209) or cdiniz@findec.com. Please contact your plan sponsor (Accounting or HR) with any questions regarding payroll dates and deadlines for beginning or changing your salary deferral amounts. You can always make changes to your initial salary deferrals by ing accounting@reyengineers.com. If you have any questions regarding completing the enrollment, please do not hesitate to servicingdept@findec.com or call for assistance (209) There is no time like the present to renew your commitment to your financial future. Let the journey continue 5345 N. El Dorado St., Ste. 18 Stockton, CA Phone: (209) Toll Free 1 (855)

2 Participant Guide to Completing the Online Enrollment and Account Activation Wizard Congratulations! You are now eligible to participate in your employer s retirement Plan. The plan is an employer-sponsored benefit provided to help you prepare for your financial future. This guide provides information to assist you in completing the Online Enrollment Wizard and activating your Plan account. How do I complete the Online Enrollment Wizard and activate my retirement Plan account? Visit to log into your account. o Your user ID will be your SSN ( i.e ) o Your temporary password will be your date of birth in MMDDYYYY format. (i.e ) o Click on the Logon button which will take you to the Smart Plan landing page. o Watch the Video s to learn more about your Plan. Complete the wizard s six steps. (Note: at any point during the videos, you may fast forward) 1. Plan Basics: Watch to learn how your Plan works. 2. Retirement Needs: Determine how much you will need in retirement. 3. Risk Profile: Complete to build a Risk Profile. 4. Investments: Select how your contributions will be allocated among the Plan investment options. 5. Contributions: Choose your salary deferral election type(s) and the salary deferral amount per pay check in %. 6. My Profile: Select your Primary, and if desired, Contingent beneficiaries for your account. a. Your spouse must be the 100% primary beneficiary unless a signed spousal waiver is obtained. b. The primary, and if elected, contingent beneficiary designations must each total 100% Review and finalize your enrollment and activate your account. o Review Your Investor Profile and click Save & Finish o After everything saves Proceed and verify your address. o You will receive (s) to the address you selected, confirming your enrollment activity. What happens when I am done with the Online Enrollment Wizard? Please wait 24 hours after completion of Smart Plan before accessing your account. Then you may access your account as often as you like to review account balance and investment information, make changes to your account, and view important participant notifications and disclosures. Visit and explore each tab on your participant website landing page. You may also change your User ID and Pin by selecting the Security tab. Who is Financial Decisions? Financial Decisions is your Client Servicing Department for activities relating to your retirement plan account. You may servicingdept@findec.com with specific questions about your account. Financial Decisions 5345 N. El Dorado St., Ste. 18 Stockton, CA Phone: (209) Toll Free 1 (855)

3 Participant Information (please print information clearly) R.E.Y. Engineers 401(k) Profit Sharing Plan PARTICIPANT CONTRIBUTION ELECTION FORM First Name: Last Name: Social Security Number: Address: City: State: Zip: Date of Birth: / / Date of (Re) Hire: / / Address Contribution Election Elective Salary Deferrals: You may elect to make elective deferrals on a Pre-Tax basis or Roth 401(k) basis, or both. Please refer to the Summary Plan Description, Article 4, Plan Contributions, for important information on Pre-Tax Salary Deferrals and Roth Deferrals to help you decide which option is best for you. I elect to make elective deferrals of: % or $ of compensation per pay period on a Pre-Tax basis. I elect to make elective deferrals of: % or $ of compensation per pay period on a Roth 401(k) basis. I elect not to make elective deferrals until further notice. I understand that if I do not participate now, or discontinue participation, I must wait until the next available change date. Automatic Enrollment and Deferral Features To assist you in your decision whether to make salary deferrals to the plan, we have established automatic enrollment and deferral feature. Upon attaining 3 months continuous employment and 250 work hours you will be automatically enrolled into the plan and eligible to make salary deferrals. Under the plan's automatic deferral feature if you do not specifically elect an alternative deferral amount, above, (including opting out, or zero), we will automatically withhold 3% from your paycheck each pay period and deposit that amount into the Plan in your name as a Pre-Tax Salary Deferral. This is called your automatic contribution rate. If you wish to defer a greater or lesser amount (including no deferral), you must specifically elect to defer a different amount. Please see the Safe Harbor Employer Contribution and Automatic Deferral Notice for additional details about these features. Online Account Activation and Personalization For your convenience, you may activate and personalize your account online. Visit to access your account. o Select the Log In button on the dashboard, then the Plan Participant button from the drop down menu o Your user ID will be your SSN ( i.e ) o Your temporary password will be your date of birth in MMDDYYYY format. (e.g ) o Click on the Logon button to access the landing page for your personal account. o Select the Enrollment Tab on the main menu and open the Enrollment Guide & Online Enrollment Guide for instructions. Investment Elections You choose how to invest plan contributions from among the available investment options, when you complete Step 3. of the online enrollment process. As part of the automatic deferral feature, your account is preset to invest your plan assets into the Growth with Income model portfolio. A decision not to change your investment election when you complete Step 3. of the online enrollment process is an affirmative decision to elect the Growth with Income model portfolio. Signature Participant's Signature Date Page 1 of 1

4 Retirement Account Rollover Submission Form Transferring funds from your previous employer s qualified retirement plan eases the strain on tracking multiple retirement accounts. Moving money into your employer s plan is a straight-forward process and you will only need to complete a few items. 1. Prior employer s distribution instructions and forms (Contact their representative for this information.) a. Select the option to do a trustee-to-trustee rollover. (Often simply called Rollover ) 2. Employee Identification Information 3. Rollover Information 4. Submit Rollover Check with Submission form to Financial Decisions ***Must be payable to Charles Schwab Memo: FBO R. E. Y. Engineers 401k, (Your Name) Rollover 2. Employee Identification Information (Please Print legibly) Your Name: Last 4 digits of your Social Security Number: Phone Number: Are you already a participant in your current employer s plan? No Yes Have you completed an Investment Election Form? No Yes *If No, please contact Financial Decisions before submitting rollover. 3. Rollover Information Current Employer: Date Rollover Instructions Submitted: Will your Rollover contain any Roth Deferral Funds? No Yes Projected Rollover Amount: $ Mailing Instructions for Rollover Submission Form and/or Check: The prior custodian must be able to put your name, current employer name, and the last 4 digits of your social security number on the check (i.e. payable field, memo field or check stub) to submit the check directly to Financial Decisions. Otherwise, have the check mailed to you and include a completed copy of the Rollover Submission Form with your check. If the prior custodian is able to put the Employee Identification Information on the check, still submit a completed copy of this form to Financial Decisions. Mailing address: Attn: Client Servicing Department Financial Decisions 5345 N. El Dorado St., Ste 18 Stockton, Ca Questions? Contact our dedicated Client Servicing Team at: Toll Free FIN-DEC Fax: servicingdept@findec.com

5 Safe Harbor Employer Contribution and Automatic Deferral Notice (2018 Plan Year) If you are an eligible Participant in the (the Plan ), you may make contributions (called Salary Deferrals ) directly from your paycheck into the Plan. The ability to make Salary Deferrals provides you with an easy method to save for retirement on a tax-deferred basis. If you make Salary Deferrals to the Plan, you generally will not be taxed on those deferrals or on any earnings on those contributions until you withdraw those amounts from the Plan. However, see the discussion under Taxation of Salary Deferrals below for special tax rules that apply if you make Roth Deferrals under the Plan. If you have any questions regarding your eligibility to make Salary Deferrals under the Plan or any other questions regarding the Plan that are not addressed in this Notice, please review your Summary Plan Description. For example, Article 5 of the Summary Plan Description contains a discussion of the eligibility conditions applicable to Salary Deferrals and the safe harbor contributions. In addition, from time to time we may make changes to the Plan and/or Summary Plan Description, which are described in a Summary of Material Modifications supplementing the Summary Plan Description. Any reference to the Summary Plan Description in this Notice includes any Summary of Material Modifications we may have issued with respect to the Plan. If you do not have a copy of the Summary Plan Description or any Summary of Material Modifications, if applicable, please contact the Plan Administrator named below. Safe Harbor Employer Contribution for 2018 For the Plan Year beginning in 2018, we are considering whether to make a special safe harbor employer contribution ( safe harbor contribution ) on your behalf to the Plan. A final decision will be made at least 30 days before the end of the Plan Year. If we decide to make this contribution for 2018, we will provide you with a supplemental notice by December 1, 2018 informing you of our decision to make the safe harbor contribution for the 2018 Plan Year. If we decide to make the safe harbor contribution, we will make a contribution to the Plan on your behalf equal to 3.0% of your compensation, provided you satisfy any eligibility conditions for such contribution as outlined in this Safe Harbor Employer Contribution Notice. This Notice provides important information about the safe harbor contribution as well as other information regarding: your right to make Salary Deferrals under the Plan; when you can change your Salary Deferral election; how your Plan account will be invested; the eligibility conditions for receiving the special safe harbor contribution; whether there are any other contributions available under the Plan; and other valuable information about your retirement benefits under the Plan. For a full discussion of your benefits under the Plan, please review your Summary Plan Description. Procedures for making Salary Deferrals under the Plan -- automatic deferral feature. To assist you in your decision whether to make Salary Deferrals to the Plan, we have established an automatic deferral feature. Under this automatic deferral feature if you do not specifically elect an alternative deferral amount (including zero), we will automatically withhold 3% from your paycheck each pay period and deposit that amount into the Plan in your name as a Salary Deferral. This is called your automatic contribution rate. If you wish to defer a greater or lesser amount (including no deferral), you must specifically elect to defer a different amount. If you have any questions about how to change your automatic contribution rate, you should contact the Plan Administrator. Application of automatic deferral feature. The automatic deferral feature under the Plan applies to all eligible Participants who have not completed a Salary Deferral election that is at least equal to the minimum automatic contribution rate designated above. Thus, if you have completed a Salary Deferral election that provides for a deferral amount that is less than the automatic Copyright 2017 Account #: REY

6 Safe Harbor Contribution and Automatic Deferral Notice contribution rate, the automatic deferral provisions will apply unless you enter into a new Salary Deferral election designating a different deferral percentage (including a zero percentage). Special withdrawal rule. If amounts are automatically withheld from your paycheck, you may withdraw those amounts within 30 days after the first amounts are withheld from your pay, regardless of any other withdrawal restrictions under the Plan. If you withdraw automatic deferrals under this special withdrawal rule, you will lose any matching contributions associated with those deferrals. Such withdrawal also will not be subject to the 10% penalty for early withdrawal. If you withdraw the automatic deferrals, no additional deferrals will be withheld from your paycheck unless you enter into a subsequent election to defer into the Plan. Taxation of Salary Deferrals. The amount that you defer into the Plan reduces your taxable income, meaning you do not pay income taxes on those amounts until you withdraw your deferrals from the Plan. Any gains or earnings made from the investment of these contributions within the Plan are also not subject to income tax until they are withdrawn from the Plan. Alternatively, you may elect to treat all or any portion of your deferrals as Roth deferrals. Roth deferrals do not reduce your taxable income when made so that you will pay taxes on the amount contributed as a Roth deferral. However, if you take a qualified distribution of your Roth deferrals, you will not be taxed on any amounts attributable to those Roth deferrals, including any earnings on those amounts, at the time of the qualified distribution. To be a qualified distribution, the distribution must occur at least 5 years after the year in which you first make a Roth deferral to the Plan and must be on account of death, disability or attainment of age 59½. Change in deferral amount. You may increase or decrease the amount of your current Salary Deferrals or stop making Salary Deferrals altogether, as of any designated election date. For this purpose, the designated election date for changing or modifying your Salary Deferral election is the first day of each payroll period. However, regardless of the Plan s normal deferral procedures, you will have a reasonable time after receipt of this notice and before the first amount is withheld from your paycheck under the automatic deferral feature to modify the automatic contribution rate. In addition, unless provided otherwise under the Plan, you may revoke an existing deferral election at any time. Any change you make to your Salary Deferrals will become effective as of the next designated election date, and will remain in effect until modified or canceled during a subsequent election period. Eligibility for safe harbor contribution. If you are eligible to make Salary Deferrals into the Plan, you also are eligible for the safe harbor contribution. Once you have satisfied the eligibility conditions, you will not be required to work a certain number of hours or be employed on the last day of the year to receive the safe harbor employer contribution. If you are eligible to make Salary Deferrals but do not elect to have deferrals taken from your paycheck, you still will be eligible to receive the safe harbor employer contribution. Compensation. In determining the amount of the safe harbor contribution, your compensation must be considered. The Plan defines the types of compensation and the period for which compensation is taken into account for this purpose. Under the Plan, no compensation may be taken into account to the extent such compensation exceeds the compensation limit described under the Internal Revenue Code. See the Summary Plan Description for an explanation of the types of compensation that will be included for purposes of calculating the safe harbor contribution, including the maximum amount of compensation that may be taken into account in determining the contributions under the Plan. Other contributions. The safe harbor contribution is in addition to any Salary Deferrals you make to the Plan. In addition to the safe harbor contribution, the Plan provides for the following additional contributions: Discretionary employer contribution. We have the discretion to make an additional employer contribution on behalf of eligible participants under the Plan. We will decide each year how much (if any) we will contribute to the Plan as an employer contribution. Discretionary matching contribution. We have the discretion to make a matching contribution for eligible participants who contribute to the Plan. We will decide each year how much (if any) we will contribute as an additional matching contribution. For more information about the type of contributions permitted under the Plan, how the amount of such contributions is determined, any limits that might apply to such amounts and the eligibility conditions for receiving such contributions, see the Summary Plan Description. Vesting of contributions. You are always 100% vested in the safe harbor contribution and any Salary Deferrals you make to the Plan. This means that you have an immediate ownership right to such contributions and you will not lose that right if you Copyright 2017 Page 2 Account #: REY

7 Safe Harbor Contribution and Automatic Deferral Notice should terminate from employment. However, see below for restrictions on your ability to withdraw these amounts from the Plan. As mentioned above, in addition to the safe harbor contribution, the Plan also provides for regular matching contributions and employer contributions. These matching contributions and employer contributions will become vested based on your years of service, as described in the following table: Years of service Vested percentage 0-1 0% 2 20% 3 40% 4 60% 5 80% 6 or more 100% You will not have any ownership rights to such matching contributions or employer contributions to the extent you have not vested in those amounts. If you should terminate employment with a nonvested benefit, you will forfeit the nonvested portion of those contributions. Withdrawal restrictions. Generally, you may withdraw amounts held on your behalf under the Plan upon death, disability or termination of employment. In addition, the following withdrawal options apply while you are still employed. Salary Deferrals. You may withdraw amounts attributable to Salary Deferrals from the Plan while you are still employed under the following circumstances: You have reached age 59 1/2. You have reached Normal Retirement Age under the Plan. You suffer a hardship (as defined in the Plan). See the Summary Plan Description for a list of permissible hardship events. You are in certain qualified active military duty. Please contact your Plan Administrator if you have any questions regarding the availability of a distribution under this provision. Note: No in-service distribution of Salary Deferrals will be permitted on account of an age earlier than 59½ except for a distribution on account of a hardship, to the extent allowed under the Plan or on account of qualified military service. Safe harbor contributions. Safe harbor contributions are generally eligible for distribution at the same time as Salary Deferrals. However, you may not take a withdrawal of your safe harbor contributions on account of a hardship or on account of qualified military service. Rollover contributions. You may withdraw any rollover contributions you make to the Plan at any time. Other contributions. As described above, the Plan also provides for employer contributions and matching contributions. You may withdraw amounts attributable to such contributions while you are still employed if: You have attained age 59 1/2. You suffer a hardship (as defined in the Plan). See your Summary Plan Description for a list of permissible hardship events. You have reached Normal Retirement Age under the Plan. See your Summary Plan Description for the definition of Normal Retirement Age. You have participated in the Plan for at least 60 months. The amounts being withdrawn have been held in the Plan for at least two years. Plan investments. The amounts contributed to the Plan on your behalf will be invested in accordance with the Plan s investment procedures. Any earnings on the investment of your contributions under the Plan will be allocated to your Plan account. Copyright 2017 Page 3 Account #: REY

8 Safe Harbor Contribution and Automatic Deferral Notice The Plan allows you to direct the investment of your Plan account within the available investment options under the Plan. If you do not elect to invest your Plan account, such amounts will automatically be invested in the Plan s default investment fund. Even if your Plan account is invested in the Plan s default investment fund, you have the continuing right to change your default investment and elect to have your Plan account invested in any other available investment options under the Plan. For more information regarding the Plan s default investment fund, see the Qualified Default Investment Notice which will be provided to you by the Plan Administrator. To learn more about the available investments under the Plan, you may contact the Plan Administrator. Additional information. Please refer to the Summary Plan Description for additional information regarding Plan contributions, withdrawal restrictions, and other Plan features. You also may contact the Plan Administrator for more information. The following is the name, address and phone number of the Plan Administrator. R.E.Y. Engineers, Inc. 905 Sutter Street Folsom, CA (916) Copyright 2017 Page 4 Account #: REY

9 Supplemental Safe Harbor Employer Contribution Notice Plan Year Beginning in 2017 ( Plan ) Last year, we provided you with a notice indicating that we were considering whether to make a safe harbor employer contribution into the Plan for the 2017 Plan Year. We have decided to make a safe harbor employer contribution to the Plan for the 2017 Plan Year equal to 3.0% of compensation. If you were eligible to make Salary Deferrals for the 2017 Plan Year, you will be entitled to share in the safe harbor contribution for the 2017 Plan Year, provided you satisfy any eligibility conditions for such contribution as outlined in the Safe Harbor Employer Contribution Notice we provided to you last year and in the Plan s Summary Plan Description (SPD). Additional information. If you have any questions regarding the safe harbor contribution, you may contact the Plan Administrator. You may also refer to your SPD for additional information regarding Plan contributions, withdrawal restrictions, and other Plan features, including any eligibility conditions that apply to the safe harbor contribution. The following is the name, address and phone number of the Plan Administrator: R.E.Y. Engineers, Inc. 905 Sutter Street Folsom, CA (916) Copyright 2017 Page 1 Account #: REY

10 QUALIFIED DEFAULT INVESTMENT NOTICE FOR PLAN YEAR BEGINNING IN 2018 R.E.Y. Engineers 401(k) Profit Sharing Plan As a Participant or Beneficiary in the R.E.Y. Engineers 401(k) Profit Sharing Plan (the Plan ), you may elect how to invest some or all of the assets in your Plan account. The purpose of this Notice is to describe how your Plan account will be invested if you do not provide instructions regarding the investment of the assets in your Plan account. Default Investment Fund. The Plan allows you to direct the investment of some or all of your Plan account within the available investment options under the Plan. If you do not elect to direct the investment of your Plan account, such amounts will automatically be invested in the Plan s default investment fund. This default investment is intended to meet the requirements of a Qualified Default Investment Alternative ( QDIA ) under Department of Labor regulations. Name of Default Investment Fund. The Plan s default investment fund is Growth with Income Model Portfolio. Characteristics of Default Investment Fund. The following describes the investment objectives and risk and return characteristics of the Plan s default investment fund: The Plan lets you invest your account in a number of different investment funds and, or, model portfolios made up of allocations from among the various investment funds available to you under the plan. Unless you choose a different investment fund or funds, or a model portfolio, your Plan account will be invested in the Growth with Income Model Portfolio. Investment objectives: The Growth with Income Model Portfolio is a fund of funds comprised of various investment options otherwise available under the plan for participant investments. The Model Portfolio allocates its assets to Underlying Funds that invest in equity and fixed income securities. Generally, the fund invests its assets in domestic and international equity Underlying Funds and fixed income Underlying Funds to achieve an allocation of between 50% to 70% (with a target allocation of approximately 60%) of its assets to domestic and international equity Underlying Funds and 30% to 50% (with a target allocation of approximately 40%) of its assets to fixed income Underlying Funds. The Growth with Income Model Portfolio seeks total return consisting of capital appreciation and current income with a moderate level of risk and a moderate level of potential return. The weighted average expense ratio of the Growth with Income Model Portfolio is 0.28%.

11 2018 Qualified Default Investment Notice Page 2 You can change how your Plan account is invested, from among the Plan s designated investment alternatives, by either: (1) completing and returning an enrollment form, including designating your new investment election(s); or (2) by accessing your individual participant account on the Plan s website and changing your investment elections from the QDIA to any of the various investment options otherwise made available under the plan for participant investments. During the initial 90 days following your account s investment in the QDIA there will be no restrictions, fees, or expenses charged to your account as a result of a transfer or withdrawal of assets from the QDIA. You may contact the Plan s participant support services team at ServicingDept@findec.com for assistance. Even if your Plan account is invested in the Plan s default investment fund, you have the continuing right to change your default investment and elect to have your Plan account invested in any other available investment options under the Plan. You may elect to transfer amounts from the default investment fund without incurring a financial penalty. To learn more about the available investments under the Plan, including additional information concerning the Plan s default investment fund and the procedures for changing how your Plan account is invested, please contact the Plan Administrator at: Financial Decisions, Inc N. El Dorado Street, Suite 15 Stockton, CA

12 R.E.Y. Engineers 401(k) Plan New PCRA Open Wizard Instructions Your Pension Plan allows you the ability to open up a Schwab PCRA (Personal Choice Retirement Account). This feature will give you access to more investments and the choice & flexibility to invest the way you like! Below you will find the information needed to set up your PCRA. Link: Enter the following information: Retirement Plan Id Plan Password 6129 Financial Decisions 5345 North El Dorado Street, Suite #18 Stockton, CA FINDEC TOLL FREE ( ) LOCAL FAX

13 SUMMARY PLAN DESCRIPTION FOR

14 Table of Contents Article 1... Introduction Article 2... General Plan Information and Key Definitions Article 3...Description of Plan Article 4... Plan Contributions Article 5... Eligibility Requirements Article 6... Limit on Contributions Article 7... Determination of Vested Benefit Article 8... Plan Distributions Article 9... Plan Administration and Investments Article Participant Loans Article Plan Amendments and Termination Article Plan Participant Rights and Claim Procedures Addendum... Additional SPD Provisions

15 SUMMARY PLAN DESCRIPTION ARTICLE 1 INTRODUCTION R.E.Y. Engineers, Inc. has adopted the (the Plan ) to help its employees save for retirement. If you are an employee of R.E.Y. Engineers, Inc., you may be entitled to participate in the Plan, provided you satisfy the conditions for participation as described in this Summary Plan Description. This Summary Plan Description ( SPD ) is designed to help you understand the retirement benefits provided under the Plan and your rights and obligations with respect to the Plan. This Summary Plan Description contains a summary of the major features of the Plan, including the conditions you must satisfy to participate under the Plan, the amount of benefits you are entitled to as a Plan participant, when you may receive distributions from the Plan, and other valuable information you should know to understand your Plan benefits. We encourage you to read this SPD and contact the Plan Administrator if you have any questions regarding your rights and obligations under the Plan. (See Article 2 below for the name and address of the Plan Administrator.) This SPD does not replace the formal Plan document, which contains all of the legal and technical requirements applicable to the Plan. However, this SPD does attempt to explain the Plan language in a nontechnical manner that will help you understand your retirement benefits. If the non-technical language under this SPD and the technical, legal language under the Plan document conflict, the Plan document always governs. If you have any questions regarding the provisions contained in this SPD or if you wish to receive a copy of the legal Plan document, please contact the Plan Administrator. The Plan document may be amended or modified due to changes in law, to comply with pronouncements by the Internal Revenue Service (IRS) or Department of Labor (DOL), or due to other circumstances. If the Plan is amended or modified in a way that changes the provisions under this SPD, you will be notified of such changes. This SPD does not create any contractual rights to employment nor does it guarantee the right to receive benefits under the Plan. Benefits are payable under the Plan only to individuals who have satisfied all of the conditions under the Plan document for receiving benefits. ARTICLE 2 GENERAL PLAN INFORMATION AND KEY DEFINITIONS This Article 2 contains information regarding the day-to-day administration of the Plan as well as the definition of key terms used throughout this Summary Plan Description. Plan Name: Plan Number: 001 1

16 Summary Plan Description Employer: Name: R.E.Y. Engineers, Inc. Address: 905 Sutter Street Folsom, CA Telephone number: (916) Employer Identification Number (EIN): Plan Administrator: The Plan Administrator is responsible for the day-to-day administration and operation of the Plan. For example, the Plan Administrator maintains the Plan records, provides you with forms necessary to request a distribution from the Plan, and directs the payment of your vested benefits when required under the Plan. The Plan Administrator may designate another person or persons to perform the duties of the Plan Administrator. The Plan Administrator or its delegate, as the case may be, has full discretionary authority to interpret the Plan, including the authority to resolve ambiguities in the Plan document and to interpret the Plan s terms, including who is eligible to participate under the Plan and the benefit rights of participants and beneficiaries. All interpretations, constructions and determinations of the Plan Administrator or its delegate shall be final and binding on all persons, unless found by a court of competent jurisdiction to be arbitrary and capricious. The Plan Administrator also will allow you to review the formal Plan document and other materials related to the Plan. The Employer listed above is acting as Plan Administrator. The Plan Administrator may designate other persons to carry on the day-to-day operations of the Plan. If you have any questions about the Plan or your benefits under the Plan, you should contact the Plan Administrator or other Plan representative. Trustee: All amounts contributed to the Plan are held by the Plan Trustee in a qualified Trust. The Trustee is responsible for the safekeeping of the trust funds and must fulfill all Trustee duties in a prudent manner and in the best interest of you and your beneficiaries. The trust established on behalf of the Plan will be the funding medium used for the accumulation of assets from which Plan benefits will be distributed. The following is the name and address of the Plan Trustee(s): Name: Robert Huun Address: 905 Sutter Street City, State, Zip Code: Folsom, CA Name: Brian Thionnet Address: 905 Sutter Street City, State, Zip Code: Folsom, CA Service of Legal Process: Service of legal process may be made upon the Employer. In addition, service of legal process may be made upon the Plan Trustee or Plan Administrator. Effective Date of Plan: This Plan is an amendment of a prior Plan that was originally effective The amendment of the Plan is effective as of Unless designated otherwise, the provisions of the Plan as set forth in this Summary Plan Description are effective as of

17 Summary Plan Description Plan Year: Many of the provisions of the Plan are applied on the basis of the Plan Year. For this purpose the Plan Year is the calendar year running from January 1 December 31. Plan Compensation: In applying the contribution formulas under the Plan (as described in Section 4 below), your contributions may be determined based on Plan Compensation earned during the Plan Year. However, in determining Plan Compensation, no amount will be taken into account to the extent such compensation exceeds the compensation dollar limit set forth under IRS rules. For 2017, the compensation dollar limit is $270,000. Thus, for plan years beginning in 2017, no contribution may be made under the Plan with respect to Plan Compensation above $270,000. For subsequent plan years, the contribution dollar limit may be adjusted for cost-of-living increases. For purposes of determining Plan Compensation, your total taxable wages or salary is taken into account, including any Salary Deferrals you make to this 401(k) plan and any pre-tax salary reduction contributions you may make under any other plans we may maintain, which may include any pre-tax contributions you make under a medical reimbursement plan or cafeteria plan. Plan Compensation also includes compensation for services that is paid after termination of employment, as long as such amounts are paid by the end of the year or within 2½ months following termination of employment, if later. Generally, all includible compensation you earn will be taken into account for purposes of determining Plan Compensation, including any compensation you earn while you are not a participant in the Plan. Normal Retirement Age: You will reach Normal Retirement Age under the Plan when you attain the later of age 65 or reach your 5th anniversary of Plan participation. ARTICLE 3 DESCRIPTION OF PLAN Type of Plan. This Plan is a special type of retirement plan commonly referred to as a 401(k) plan. Under the Plan, you may elect to have a portion of your salary deposited directly into a 401(k) account on your behalf. This pre-tax contribution is called a Salary Deferral. As a pre-tax contribution, you do not have to pay any income tax while your Salary Deferrals are held in the Plan, and any earnings on your Salary Deferrals are not taxed while they stay in the Plan. You also may choose to make contributions to the Plan on an after-tax basis, by designating your Salary Deferrals as Roth Deferrals. While you are taxed on a Roth Deferral in the year you contribute to the Plan, you will not be taxed on the contribution or earnings attributable to Roth Deferrals under the Plan when you elect to withdraw your Roth amounts from the Plan, as long as your withdrawal is a qualified distribution. See the discussion of Roth Deferrals under Article 4 below. In addition to your own Salary Deferrals, if you satisfy the eligibility conditions described in Article 5 below, you may be eligible to receive an additional Employer Contribution under the Plan. If you are eligible to receive an Employer Contribution, we will deposit such contribution directly into the Plan on your behalf. Like the pre-tax Salary Deferrals discussed above, any Employer Contribution we make to the Plan on your behalf and any earnings on such amounts will not be subject to income tax as long as those amounts stay in the Plan. You will not be taxed on your Employer Contributions generally until you withdraw such amounts from the Plan. Article 4 below describes the Employer Contributions authorized under the Plan. 3

18 Summary Plan Description This Plan is a defined contribution plan, which is intended to qualify under Section 401(a) of the Internal Revenue Code. As a defined contribution plan, it is not covered under Title IV of ERISA and, therefore, benefits are not insured by the Pension Benefit Guaranty Corporation. ARTICLE 4 PLAN CONTRIBUTIONS The Plan provides for the contributions listed below. Article 5 discusses the requirements you must satisfy to receive the contributions described in this Article 4. Article 7 describes the vesting rules applicable to your plan benefits. Special rules also may apply if you leave employment to enter qualified military service. See your Plan Administrator if you have questions regarding the rules that apply if you are on military leave. Salary Deferrals If you have satisfied the conditions for participating under the Plan (as described in Article 5 below) you are eligible to make Salary Deferrals to the Plan. To begin making Salary Deferrals, you must complete a Salary Deferral election requesting that a portion of your compensation be contributed to the Plan instead of being paid to you as wages. However, see the discussion below regarding the application of the automatic deferral provisions under the Plan that may apply if you do not specifically elect to defer (or not defer) under the Plan. Any Salary Deferrals you make to the Plan will be invested in accordance with the Plan s investment policies. Pre-Tax Salary Deferrals. If you make Salary Deferrals to the Plan, you will not have to pay income taxes on such amounts or on any earnings until you withdraw those amounts from the Plan. Consider the following examples: If you earn $30,000 a year, are in the 15% tax bracket, are eligible to participate in the Plan and you elect to save 3% (or $900) of your salary under the 401(k) Plan this year, you would save $135 in Federal income taxes (15% of $900 = $135). If you earn $30,000 a year, are in the 15% tax bracket, are eligible to participate in the Plan, and you elect to save 5% (or $1,500) of your salary under the 401(k) Plan this year, you would save $225 in Federal income taxes (15% of $1,500 = $225). If you earn $30,000 a year, are in the 15% tax bracket, are eligible to participate in the Plan and you elect to save 8% (or $2,400) of your salary under the 401(k) Plan this year, you would save $360 in Federal income taxes (15% of $2,400 = $360). As you can see, the more you are able to put away in the Plan and the higher your tax bracket, the greater your tax savings will be. In addition, if the amount of your Salary Deferrals grows due to investment earnings, you will not have to pay any Federal income taxes on those earnings until such time as you withdraw those amounts from the Plan. Roth Deferrals. You also may be able to avoid taxation on earnings under the Plan by designating your Salary Deferrals as Roth Deferrals. Roth Deferrals are a form of Salary Deferral but, instead of being contributed on a pre-tax basis, you must pay income tax currently on such deferrals. However, provided you satisfy the distribution requirements applicable to Roth Deferrals (as discussed in Article 8 below), you will not have to pay any income taxes at the time you withdraw your Roth Deferrals from the Plan, including amounts attributable to earnings. Thus, if you take a qualified distribution (as described in Article 8) your entire distribution may be withdrawn tax-free. You should discuss the relative advantages of pre-tax Salary Deferrals and Roth Deferrals with a financial advisor before deciding how much to designate as pre-tax Salary Deferrals and Roth Deferrals. In-Plan Roth Conversions. In addition to making new Roth Deferrals, you also may be able to convert your existing Plan accounts to a Roth account within the Plan. This includes not only Salary Deferrals, but other 4

19 Summary Plan Description contributions, such as Employer Contributions or Matching Contributions. Converting non-roth contributions to Roth contributions can be a complex decision that is dependent on your personal financial situation and may not be appropriate for all situations or in all circumstances. Therefore, you should consult with your individual tax advisor to help you determine if this strategy is appropriate for you. If you are eligible to make an in-plan Roth conversion, you can make an in-plan Roth conversion at any time, even if you are not otherwise eligible to receive a distribution from the Plan. Please contact the Plan Administrator if you would like more information as to how to implement an in-plan Roth conversion. Tax effect of Roth conversion. If you elect to convert any portion of your non-roth contributions to Roth contributions, you will have to include those amounts in gross income for the year of the conversion, unless you have already included such amounts in income. Since no actual distribution is being made from the Plan, no withholding will apply to the in-plan conversion. If you elect to convert to Roth contributions, you should be sure you have adequately withheld amounts based on the additional taxes owed as a result of the Roth conversion. You may want to increase your withholding or make an estimated tax payment to avoid any potential penalties for underpayment of taxes when filing your federal tax return. You should discuss the specific tax consequences with your tax advisor. In addition, if you are under age 59½ at the time of the Roth conversion, you may be subject to a 10% penalty tax if you take a subsequent distribution from the Roth conversion account prior to your attaining age 59½. Amounts eligible for conversion. In determining what amounts are eligible for in-plan Roth conversion, you may only convert amounts attributable to the following contribution sources: Pre-tax salary deferrals Employer Contributions Matching Contributions Safe harbor contributions QNECs and QMACs Rollover contributions Limits applicable to Roth conversions. In addition, certain limits apply for purposes of determining the amounts that can be converted to Roth contributions. For this purpose, the following limits apply: Roth conversions may only be made from contribution sources that are fully vested (i.e., 100% vested). Roth conversions may not be made if the amount being converted is less than $1,000. Roth conversions are not permitted with respect to any outstanding loan balances. Distribution options. Generally, the same distribution options will apply to the Roth conversion account as apply to the amounts being converted. For example, if you are entitled to take a distribution of your pre-tax contributions at age 59½, that same distribution option would continue to apply if you convert those amounts to Roth contributions, regardless of any distribution options available with respect to regular Roth contributions. Salary Deferral election. You may not begin making Salary Deferrals under the Plan until you enter into a Salary Deferral election designating how much you wish to defer under the Plan. However, as described below, Salary Deferrals may be automatically withheld from your paycheck if you do not specifically elect to defer (or not defer) under the Plan. Change of election. You can increase or decrease the amount of your Salary Deferrals as of a designated election date. For this purpose, the designated election date for changing or modifying your Salary Deferral election is the first day of each payroll period. Generally, you may revoke an existing Salary Deferral election 5

20 Summary Plan Description and stop making Salary Deferrals at any time. Any change you make to a Salary Deferral election will become effective as of the next designated election date, and will remain in effect until modified or canceled during a subsequent election period. Automatic deferral election. To simplify the administrative requirements for making Salary Deferrals under the Plan, the Plan is set up with an automatic deferral feature. Under this feature, you do not have to make a Salary Deferral election to begin deferring under the Plan. Thus, if you have otherwise satisfied the eligibility requirements for Salary Deferrals described under Article 5 but have not made a Salary Deferral election, we will automatically withhold 3% of your Plan Compensation from each paycheck and deposit such amounts into the Plan as a Salary Deferral. Any amounts that are automatically withheld from your paycheck will be invested in accordance with the Plan s investment policies and will be exempt from taxation just like any other pre-tax Salary Deferral. If you would like to modify your automatic deferral amount, you must make a Salary Deferral election indicating the amount you wish to defer. If you do not wish to defer under the Plan, you must make a Salary Deferral election indicating a zero deferral rate. Application of automatic deferral provisions. The automatic deferral provisions described above will apply to all eligible participants who have not made a Salary Deferral election that is at least equal to the automatic deferral amount designated above. Thus, if you have made a Salary Deferral election that provides for a lesser deferral amount than the automatic deferral amount described above or if you have not made a Salary Deferral election, your deferral amount automatically will be increased to the automatic deferral amount, unless you make a new Salary Deferral election (including an election indicating a 0% deferral rate). Permissive withdrawals under certain automatic enrollment plans. If you have Salary Deferrals automatically contributed to the Plan pursuant to an automatic deferral election, you may withdraw such contributions (and earnings attributable thereto) within 30 days after the first default Salary Deferral is made, regardless of any other withdrawal restrictions under the Plan. If you withdraw automatic deferrals under this special withdrawal rule, you will lose any Matching Contributions associated with those deferrals. If you withdraw the automatic deferrals, no additional deferrals will be withheld from your paycheck unless you enter into a subsequent election to defer into the Plan. Matching Contributions We are authorized under the Plan to make a Matching Contribution on behalf of eligible Plan participants. A Matching Contribution is an Employer Contribution that is made to participants who make Salary Deferrals to the Plan. If you satisfy all of the eligibility requirements described in Article 5 below for Matching Contributions and you make Salary Deferrals to the Plan, you will receive an allocation of any Matching Contributions we make to the Plan, in accordance with the matching formula described below. For this purpose, any Matching Contribution will also apply with respect to any Roth Deferrals you make to the Plan. If you do not satisfy all of the eligibility requirements for receiving a Matching Contribution, you will not share in an allocation of such Matching Contributions for the period for which you do not satisfy the eligibility requirements. Matching Contributions will be contributed to your Matching Contribution account under the Plan at such time as we deem appropriate. Matching Contributions may be contributed during the Plan Year or after the Plan Year ends. Any Matching Contributions we make will be made in accordance with the following Matching Contribution formula. Discretionary Matching Contribution formula. Under this formula, we have discretion whether to make a Matching Contribution to the Plan. We will decide each year how much, if any, we wish to make as a Matching Contribution. Since this Matching Contribution is discretionary, we may decide not to make a Matching Contribution. Any Matching Contribution we decide to make will be determined as a percentage of any Salary Deferrals you make during the Plan Year or as a uniform dollar amount. Special Matching Contribution QMAC. In applying the Matching Contribution formulas under the Plan, we may decide to make an additional discretionary contribution called a Qualified Matching Contribution 6

21 Summary Plan Description (QMAC). If you receive a QMAC contribution, you will automatically be 100% vested in that QMAC contribution. If we decide to make a QMAC to the Plan, we will make such contribution on behalf of eligible participants who are nonhighly compensated employees (as determined under the Plan). For purposes of determining QMACs under the Plan, the QMAC will be allocated uniformly to all eligible participants. To receive an allocation of QMACs, you must satisfy the minimum age and service conditions described in Article 5 below for Matching Contributions. However, you do not have to satisfy any other allocation conditions to receive an allocation of QMACs under the Plan. Thus, for example, you do not have to be employed at the end of the year or work a specific number of hours of service to receive a QMAC contribution under the Plan. See the Plan Administrator if you have questions regarding the amount of the QMAC under the Plan. Employer Contributions We are authorized under the Plan to make Employer Contributions on behalf of our employees. In order to receive an Employer Contribution, you must satisfy all of the eligibility requirements described in Article 5 below for Employer Contributions. If you do not satisfy all of the conditions for receiving an Employer Contribution, you will not share in an allocation of such Employer Contributions for the period for which you do not satisfy the eligibility requirements. Employer Contribution Formula. Employer Contributions will be contributed to your Employer Contribution account under the Plan at such time as we deem appropriate. Generally, Employer Contributions may be contributed during the Plan Year or after the Plan Year ends. Any Employer Contributions we make will be made in accordance with the following Employer Contribution formula. Discretionary Employer Contribution formula. We will decide each year how much, if any, we will contribute to the Plan. Since this Employer Contribution is discretionary, we may decide not to make an Employer Contribution for a given year. We may decide to give a different contribution to each eligible participant under the Plan. The Employer Contribution may be determined as a percentage of compensation or as a dollar amount. We will inform you of the amount of your Employer Contribution once we determine how much we will be contributing to the Plan. Special Employer Contribution QNEC. In addition to any other contributions authorized under the Plan, we may decide to make a special discretionary contribution called a Qualified Nonelective Employer Contribution (QNEC). If you receive a QNEC contribution, you will automatically be 100% vested in that QNEC contribution. If we decide to make a QNEC to the Plan, we will make such contribution on behalf of eligible participants who are nonhighly compensated employees (as determined under the Plan). Any QNEC contributed to the Plan will be allocated as a uniform percentage of Plan Compensation or as a uniform dollar amount. Alternatively, we may make the QNEC first to Employees with the lowest Plan Compensation. To receive an allocation of QNECs, you must satisfy the minimum age and service conditions described in Article 5 below for Salary Deferrals. However, you do not have to satisfy any other allocation conditions to receive an allocation of QNECs under the Plan. Thus, for example, you do not have to be employed at the end of the year or work a specific number of hours of service to receive a QNEC contribution under the Plan. Safe Harbor Employer Contributions This Plan is designed to qualify as a Safe Harbor 401(k) Plan. As a Safe Harbor 401(k) Plan, we will decide each year whether we will provide a special Safe Harbor Employer Contribution to the Plan for those participants who satisfy the eligibility requirements applicable to Safe Harbor Employer Contributions. See Article 5 below for a discussion of the eligibility rules under the Plan applicable to Safe Harbor Employer Contributions. Any Safe Harbor Employer Contribution we make to the Plan on your behalf will be contributed to a special Safe Harbor Employer Contribution account established under the Plan. Safe Harbor Employer Contributions may be contributed during the Plan Year or after the Plan Year ends. 7

22 Summary Plan Description Safe Harbor Employer Contribution formula. If you are eligible to receive a Safe Harbor Employer Contribution, we will decide before the end of the year whether we will make a Safe Harbor Employer Contribution to the Plan on your behalf. If we decide to make a Safe Harbor Employer Contribution, we will make a contribution equal to 3.0% of your Plan Compensation. We will provide you with a notice prior to the beginning of each Plan Year describing the Safe Harbor Employer Contribution and your rights with respect to such contributions. Top Heavy Benefits A plan that primarily benefits key employees is called a top heavy plan. For this purpose, key employees are defined as certain owners of an employer and officers with a specified level of compensation. A plan is generally a top heavy plan when more than 60% of all account balances under the plan are attributable to key employees. The Plan Administrator will determine each year whether the plan is a top heavy plan. If the Plan becomes top heavy in any Plan Year, non-key employees who are eligible to receive a top heavy contribution under the Plan generally will receive a minimum contribution equal to the lesser of 3% of Plan Compensation or the highest percentage provided to any key employee (as defined in the Plan). This minimum contribution may be different if the Employer maintains another qualified plan. For this purpose, any Employer Contributions and Matching Contributions may be taken into account in determining whether the top heavy rules are satisfied. In applying the top heavy rules, any eligible non-key employee who is employed at the end of the year is entitled to the top heavy minimum, regardless how many hours the employee works during the year. The Plan Administrator will advise you if the Plan ever becomes top heavy. Rollover Contributions If you have an account balance in another qualified retirement plan or an IRA, you may move those amounts into this Plan, without incurring any tax liability, by means of a rollover contribution. You may also rollover Roth contributions from another qualified plan to this Plan. Rollovers are not permitted from a Roth IRA. You are always 100% vested in any amounts you contribute to the Plan as a rollover from another qualified plan or IRA. This means that you will always be entitled to all amounts in your rollover account. Rollover contributions will be affected by any investment gains or losses under the Plan. You may accomplish a rollover in one of two ways. You may ask your prior plan administrator or trustee to directly rollover to this Plan all or a portion of any amount which you are entitled to receive as a distribution from your prior plan. Alternatively, if you receive a distribution from your prior plan, you may elect to deposit into this plan any amount eligible for rollover within 60 days of your receipt of the distribution. The 60-day rollover option is not available for rollovers of Roth contributions. Any rollover to the Plan will be credited to your Rollover Contribution Account. See Article 8 below for a description of the distribution provisions applicable to rollover contributions. Generally, the Plan will accept a rollover contribution from another qualified retirement plan or IRA. The Plan Administrator may adopt separate procedures limiting the type of rollover contributions it will accept. For example, the Plan Administrator may impose restrictions on the acceptance of after-tax contributions or Salary Deferrals (including Roth Deferrals) or may restrict rollovers from particular types of plans. In addition, the Plan Administrator may, in its discretion, accept rollover contributions from Employees who are not currently participants in the Plan. Any procedures affecting the ability to make Rollover Contributions to the Plan will not be applied in a discriminatory manner. If you have questions about whether you can rollover a prior plan distribution, please contact the Plan Administrator or other designated Plan representative. 8

23 Summary Plan Description ARTICLE 5 ELIGIBILITY REQUIREMENTS This Article sets forth the requirements you must satisfy to participate under the Plan. To qualify as a participant under the Plan, you must: be an Eligible Employee satisfy the Plan s minimum age and service conditions and satisfy any allocation conditions required under the Plan. Eligible Employee To participate under the Plan, you must be an Eligible Employee. For this purpose, you are considered an Eligible Employee if you are an employee of R.E.Y. Engineers, Inc., provided you are not otherwise excluded from the Plan. Excluded Employees. For purposes of determining whether you are an Eligible Employee, the Plan excludes from participation certain designated employees. If you fall under any of the excluded employee categories, you will not be eligible to participate under the Plan (until such time as you no longer fall into an excluded employee category). [See below for a discussion of your rights upon changing to or from an excluded employee classification.] The following categories of employees are not eligible to participate in the Plan: Employees covered under a collective bargaining agreement (i.e., union employees) Non-resident aliens who do not receive any compensation from U.S. sources Special rules applicable to Safe Harbor Contributions. In determining the Excluded Employees for purposes of Safe Harbor Contributions, the same Employees excluded for purposes of receiving Salary Deferrals are excluded for purposes of the Safe Harbor Contributions. Minimum Age and Service Requirements In order to participate in the Plan, you must satisfy certain age and service conditions under the Plan. Different minimum age and service requirements apply depending on the type of contributions made under the Plan. Salary Deferrals. In order to make Salary Deferrals under the Plan, you must be an Eligible Employee and you must satisfy the following minimum age and service requirements. Minimum age requirement. In order to make Salary Deferrals under the Plan, you must be at least age 21. Minimum service requirement. In order to make Salary Deferrals under the Plan, you must complete at least 250 hours of service during your first 3 months of employment. If you do not work at least 250 hours during your first 3 months of employment, you will satisfy the Plan s minimum service requirement once you have completed a Year of Service. In determining whether you complete the required hours of service, you must be employed continuously during the first 3 months of employment. o Definition of Year of Service. For this purpose, you will earn a Year of Service if you work at least 1000 hours for us during the 12-month period immediately following your date of hire. If you do not work at least 1000 hours during the 12-month period immediately following your date of hire, you will earn a Year of Service if you work at least 1000 hours during any Plan Year beginning after your date of hire. In determining whether you have a Year of Service, you need not be employed continuously throughout the 12-month measuring period. You will be eligible to participate in the Plan as of the first Entry Date based on when you satisfy the minimum age and service requirements. 9

24 Summary Plan Description Matching Contributions. In order to receive Matching Contributions under the Plan, you must be an Eligible Employee and you must satisfy the following minimum age and service requirements. Minimum age requirement. In order to receive Matching Contributions under the Plan, you must be at least age 21. Minimum service requirement. In order to receive Matching Contributions under the Plan, you must complete a Year of Service with us. o Definition of Year of Service. For this purpose, you will earn a Year of Service if you work at least 1000 hours for us during the 12-month period immediately following your date of hire. If you do not work at least 1000 hours during the 12-month period immediately following your date of hire, you will earn a Year of Service for purposes of Plan participation if you work at least 1000 hours during any Plan Year beginning after your date of hire. You will be eligible to participate in the Plan as of the first Entry Date based on when you satisfy the minimum age and service requirements. Employer Contributions. In order to receive Employer Contributions under the Plan, you must be an Eligible Employee and you must satisfy the following minimum age and service requirements. Minimum age requirement. In order to receive Employer Contributions under the Plan, you must be at least age 21. Minimum service requirement. In order to receive Employer Contributions under the Plan, you must complete a Year of Service with us. o Definition of Year of Service. For this purpose, you will earn a Year of Service if you work at least 1000 hours for us during the 12-month period immediately following your date of hire. If you do not work at least 1000 hours during the 12-month period immediately following your date of hire, you will earn a Year of Service for purposes of Plan participation if you work 1000 hours during any Plan Year beginning after your date of hire. You will be eligible to participate in the Plan as of the first Entry Date based on when you satisfy the minimum age and service requirements. Entry Date. Once you have satisfied the eligibility conditions described above, you will be eligible to participate under the Plan on your Entry Date. For this purpose, you will have a different Entry Date based on the type of contributions under the Plan. Salary Deferrals. Your Entry Date for making Salary Deferrals is the first day of the month coinciding with or next following the date you satisfy the eligibility conditions described above. For example, if you satisfy the Plan s eligibility conditions on April 12, you will be eligible to begin making Salary Deferrals under the Plan on the following May 1. If on the other hand, you satisfy the eligibility conditions on November 12, you will be eligible to begin making Salary Deferrals under the Plan on the following December 1. Matching Contributions. Your Entry Date applicable to Matching Contributions is the first January 1 or July 1 coinciding with or next following the date you satisfy the eligibility conditions described above. For example, if you satisfy the Plan s eligibility conditions on April 12, you will be eligible to receive Matching Contributions under the Plan as of the following July 1. If on the other hand, you satisfy the eligibility conditions on November 12, you will be eligible to receive Matching Contributions as of the following January 1. Employer Contributions. Your Entry Date applicable to Employer Contributions is the first January 1 or July 1 coinciding with or next following the date you satisfy the eligibility conditions described above. For example, if you satisfy the Plan s eligibility conditions on April 12, you will be eligible to receive Employer Contributions under the Plan as of the following July 1. If on the other hand, you satisfy the eligibility conditions on November 12, you will be eligible to receive Employer Contributions as of the following January 1. Eligibility for Safe Harbor Employer Contributions. To be eligible to receive a Safe Harbor Employer Contribution, the same minimum age and service conditions as apply to Salary Deferrals apply for purposes 10

25 Summary Plan Description of determining eligibility for Safe Harbor Employer Contributions. For more information regarding eligibility for Safe Harbor Contributions, see the annual Safe Harbor Contribution notice provided by the Plan Administrator. Crediting eligibility service. In determining whether you satisfy any minimum age or service conditions under the Plan, all service you perform during the year is counted. In addition, if you go on a maternity or paternity leave of absence (including a leave of absence under the Family Medical Leave Act) or a military leave of absence, you may receive credit for service during your period of absence for certain purposes under the Plan. You should contact the Plan Administrator to determine the effect of a maternity/paternity or military leave of absence on your eligibility to participate under the Plan. Break in Service rules. If you do not work a sufficient number of hours during a year, you may lose credit for certain eligibility service under the Plan s Break in Service rules. For this purpose, you have a Break in Service if you work less than 501 Hours of Service during a year. The Plan Administrator monitors the Break in Service rules and can provide you with additional information on the effect of these rules. While these eligibility Break in Service rules may delay you from participating in the Plan, they will never cause you to lose any benefits you have already become entitled to. Nonvested Break in Service rule. The Nonvested Break in Service rule applies only to totally nonvested (i.e., 0% vested) Participants. If you are totally nonvested in your benefits under the Plan and you have 5-consecutive Breaks in Service, all the service you earned before the 5-year period no longer counts for eligibility purposes. Thus, to be eligible to receive any contributions under the Plan after the 5-year period, you would have to re-satisfy any minimum age and service conditions described above. However, if you have any benefits under the Plan in which you are vested, this Break in Service rule will not apply. (See Article 7 for a discussion of the vesting rules under the Plan.) Eligibility upon rehire or change in employment status. If you terminate employment after satisfying the minimum age and service requirements under the Plan and you are subsequently rehired as an Eligible Employee, you will enter the Plan on the later of your rehire date or your Entry Date, unless you have lost credit for service under the Break in Service rules. If you terminate employment prior to satisfying the minimum age and service requirements, and you are subsequently rehired, you will have to re-satisfy the eligibility requirements in order to participate under the Plan. If you are not an Eligible Employee on your Entry Date, but you subsequently change status to an eligible class of Employee, you will be eligible to enter the Plan immediately (provided you have already satisfied the minimum age and service requirements). If you are an Eligible Employee and subsequently become ineligible to participate in the Plan, all contributions under the Plan will cease as of the date you become ineligible to participate. However, all service earned while you are employed, including service earned while you are ineligible, will be counted when calculating your vested percentage in your account balance. Allocation Conditions If you are an Eligible Employee and have satisfied the minimum age and service requirements described above, you are entitled to share in the contributions described in Article 4, provided you satisfy the allocation conditions described below. Salary Deferrals. You do not need to satisfy any additional allocation conditions to make Salary Deferrals under the Plan. If you satisfy the eligibility conditions described above, you will be eligible to make Salary Deferrals, regardless of how many hours you work during the year or whether you terminate employment during the year. However, you may not continue to make Salary Deferrals after you terminate employment. 11

26 Summary Plan Description Matching Contributions. You will be entitled to share in any Matching Contributions we make to the Plan only if you satisfy the following allocation conditions. Thus, even if you satisfy the eligibility conditions described above, you will not receive any Matching Contributions if you do not satisfy the following allocation conditions. You must be employed on the last day of the Plan Year to receive a Matching Contribution for such Plan Year AND You must work at least 1,000 hours during the Plan Year. If you are not employed on the last day of the Plan Year or if you do not work at least 1,000 hours during the Plan Year, you will not be entitled to a Matching Contribution, even if you have satisfied all other conditions for receiving the Matching Contribution. Exceptions to allocation conditions. The allocation conditions described above do not apply if: you die during the Plan Year you terminate employment as a result of a disability you terminate employment after attaining Normal Retirement Age Employer Contributions. You will be entitled to share in any Employer Contributions we make to the Plan only if you satisfy the following allocation conditions. Thus, even if you satisfy the eligibility conditions described above, you will not receive any Employer Contributions if you do not satisfy the following allocation conditions. You must be employed on the last day of the Plan Year to receive an Employer Contribution for such Plan Year AND You must work at least 1,000 hours during the Plan Year. If you are not employed on the last day of the Plan Year or if you do not work at least 1,000 hours during the Plan Year, you will not be entitled to an Employer Contribution, even if you have satisfied all other conditions for receiving the Employer Contribution. Exceptions to allocation conditions. The allocation conditions described above do not apply if you die during the Plan Year you terminate employment as a result of a disability you terminate employment after attaining Normal Retirement Age Safe Harbor Contributions. No additional allocation conditions apply to Safe Harbor Contributions under the Plan. Thus, you will be entitled to receive a Safe Harbor Contribution regardless of how many hours you work during the year or whether you terminate during the year, as long as you otherwise satisfy the eligibility requirements described under this Article 5 to receive a Safe Harbor Contribution under the Plan. ARTICLE 6 LIMIT ON CONTRIBUTIONS The IRS imposes limits on the amount of contributions you may receive under this Plan, as described below. IRS limits on Salary Deferrals. The IRS imposes limits on the amount you can contribute as Salary Deferrals during a calendar year. For 2017, the maximum deferral limit is $18,000. For years after 2017, the maximum deferral limit will be adjusted for cost-of-living each year. The Plan Administrator will provide you with information regarding the adjusted deferral limits beginning after In addition, if you are at least age 50 by December 31 of the calendar year, you also may make a special catch-up contribution in addition to the maximum deferral limit described above. For 2017, the catch-up contribution limit is $6,000. For years after 2017, the catch-up contribution limit will be adjusted for cost-of living each year. The Plan Administrator will provide you with information concerning the catch-up contribution limit for years after

27 Summary Plan Description Example. If you are at least age 50 by December 31, 2017, the maximum Salary Deferral you may make for the 2017 calendar year would be $24,000 [i.e., $18,000 maximum deferral limit plus $6,000 catch-up contribution limit]. The IRS deferral limit applies to all Salary Deferrals you make in a given calendar year to this Plan or any other cash or deferred arrangement (including a cash or deferred arrangement maintained by an unrelated employer). For this purpose, cash or deferred arrangements include 401(k) plans, 403(b) plans, simplified employee pension (SEP) plans or SIMPLE plans. (Note: If you participate in both this Plan and a 457 eligible deferred compensation plan, special limits may apply under the 457 plan. You should contact the Plan Administrator of the 457 plan to find out how participation in this Plan may affect your limits under the 457 plan.) If you make Salary Deferrals for a given year in excess of the deferral limit described above under this Plan or another plan maintained by the Employer (or any other employer maintaining this Plan), the Plan Administrator will automatically return the excess amount and associated earnings to you by April 15. If you make Salary Deferrals for a given year in excess of the deferral limit described above because you made Salary Deferrals under this Plan and a plan of an unrelated employer not maintaining this Plan, you must ask one of the plans to refund the excess amount to you. If you wish to take a refund from this Plan, you must notify the Plan Administrator, in writing, by March 1 of the next calendar year so the excess amount and related earnings may be refunded by April 15. The excess amount is taxable for the year in which you made the excess deferral. If you fail to request a refund, you will be subject to taxation in two separate years: once in the year of deferral and again in the year the excess amount is actually paid to you. IRS limit on total contributions under the Plan. The IRS imposes a maximum limit on the total amount of contributions you may receive under this Plan. This limit applies to all contributions we make on your behalf, all contributions you contribute to the Plan, and any forfeitures allocated to any of your accounts during the year. Under this limit, the total of all contributions under the Plan cannot exceed a specific dollar amount or 100% of your annual compensation, whichever is less. For 2017, the specific dollar limit is $54,000. (For years after 2017, this amount may be increased for inflation.) For purposes of applying the 100% of compensation limit, your annual compensation includes all taxable compensation, increased for any Salary Deferrals you may make under a 401(k) plan and any pre-tax contributions you may make to any other plan we may maintain, such as a cafeteria health plan. Example: Suppose in 2017 you earn compensation of $50,000 (after reduction for pre-tax 401(k) plan contributions of $5,000). Your compensation for purposes of the overall contribution limit is $55,000 ($50,000 + $5,000 of pre-tax deferrals). The maximum amount of contributions you may receive under the Plan for 2017 is $54,000 (the lesser of $54,000 or 100% of $55,000). ARTICLE 7 DETERMINATION OF VESTED BENEFIT Vested account balance. When you take a distribution of your benefits under the Plan, you are only entitled to withdraw your vested account balance. For this purpose, your vested account balance is the amount held under the Plan on your behalf for which you have earned an ownership interest. You earn an ownership interest in your Plan benefits if you have earned enough service with us to become vested based on the Plan s vesting schedule. If you terminate employment before you become fully vested in any of your Plan benefits, those non-vested amounts may be forfeited. (See below for a discussion of the forfeiture rules that apply if you terminate with a non-vested benefit under the Plan.) The following describes the vesting schedule applicable to contributions under the Plan. Salary Deferrals. You are always 100% vested in your Salary Deferrals. In other words, you have complete ownership rights to your Salary Deferrals under the Plan. Matching Contributions and Employer Contributions. You become vested in your Matching Contribution and Employer Contribution accounts under a 6-year graded vesting schedule. Under this 13

28 Summary Plan Description vesting schedule, you will have a complete ownership interest in your Matching Contributions and Employer Contributions once you have completed six (6) Years of Vesting Service. Prior to the completion of six Years of Vesting Service, you will be vested in your Matching Contribution and Employer Contribution accounts under the following schedule: Years of Vesting Service Vested percentage 0 1 0% 2 20% 3 40% 4 60% 5 80% 6 or more 100% Other contributions. In addition, certain special contributions that are made to the Plan on your behalf will always be 100% vested. If any of these special contributions are made to the Plan, you will always have an immediate ownership interest in such contributions. Examples of special contributions that may be made to the Plan include: Safe Harbor Contributions Qualified Nonelective Employer Contributions (QNECs) Qualified Matching Contributions (QMACs) Rollover Contributions Top heavy contributions. If you are eligible to receive top heavy contributions (as described in Article 4 above), the vesting schedule with respect to such contributions will be the same as applies for Employer Contributions. If no Employer Contributions are made to the Plan, such contributions will become vested under a 6-year graded schedule (i.e., 20% for each year of service over 2-years with 100% vesting after 6 years of service). Protection of vested benefit. Once you are vested in your benefits under the Plan, you have an ownership right to those amounts. While you may not be able to immediately withdraw your vested benefits from the Plan due to the distribution restrictions described under Article 8 below, you generally will never lose your right to those vested amounts. However, it is possible that your benefits under the Plan will decrease as a result of investment losses. If your benefits decrease because of investment losses, you will only be entitled to the vested amount in your account at the time of distribution. Exception to vesting schedule. The above vesting schedule no longer applies once you reach Normal Retirement Age under the Plan. Thus, if you are still employed with us at Normal Retirement Age, you will automatically become 100% vested in all contributions under the Plan. You also will be fully vested in your entire account balance (regardless of the Plan s vesting schedule) if the plan is terminated. In addition, if you die or become disabled while you are still employed with us, you will automatically become 100% vested. Years of Vesting Service. To calculate your vested benefit under the Plan, your Years of Vesting Service are used to determine where you are on the vesting schedule. You will be credited with a Year of Vesting Service for each year in which you work at least 1,000 hours. The Plan Administrator will track your service and will calculate your years of service in accordance with the Plan requirements. In calculating your Years of Vesting Service, all of your service with us is taken into account, including service you may have earned before the Plan was adopted. Break in Service rules. If you do not work a sufficient number of hours during a year, you may lose credit for certain vesting service under the Plan s Break in Service rules. For this purpose, you have a Break in Service if you work less than 501 Hours of Service during a year. The Plan Administrator monitors the Break in Service rules and can provide you with additional information on the effect of these rules. While these 14

29 Summary Plan Description vesting Break in Service rules may cause you to lose credit for certain vesting service, they will not cause you to lose any benefits for which you are already vested. Nonvested Break in Service rule. The Nonvested Break in Service rule applies only to totally nonvested (i.e., 0% vested) Participants. If you are totally nonvested in your benefits under the Plan and you have five consecutive Breaks in Service, all the service you earned before the 5-year period no longer counts for vesting purposes. Thus, if you return to employment after incurring five consecutive Breaks in Service, you will be treated as a new employee (with no prior service) for purposes of determining your vested percentage in your benefits under the Plan. However, if you have benefits under the Plan in which you are vested, you do not lose any rights to those amounts under these rules. Forfeiture of nonvested benefits. If you terminate employment before you become fully vested in your Plan benefits, you will be entitled to receive a distribution of your vested benefits under the Plan. Your non-vested benefits will be forfeited as described below. You are not entitled to receive a distribution of your non-vested benefits. If you terminate employment at a time when you are only partially-vested (or totally non-vested) in any of your Plan benefits, how the Plan treats your non-vested balance will depend on whether you take a distribution when you terminate employment. Forfeiture upon distribution. If you take a distribution of your entire vested benefit when you terminate employment, your non-vested benefit will be forfeited in accordance with the terms of the Plan. If you are totally non-vested in any contributions we made on your behalf, you will be deemed to receive a distribution for purposes of applying these forfeiture rules. Buy-back of forfeited benefits upon reemployment. If you take a distribution of your entire vested benefit when you terminate employment, and as a result, some (or all) of your Plan benefits are forfeited, you have the right to repay the distributed amount to the Plan if you are rehired prior to incurring five consecutive Breaks in Service (as defined under Forfeiture upon five consecutive Breaks in Service below). If you repay the total amount of your distribution back to the Plan, we will restore the amount of your non-vested benefit which was forfeited as a result of that distribution. Please contact the Plan Administrator if you wish to buy-back prior benefits under the Plan. The Plan Administrator will inform you of the amount you must repay to buy-back your prior forfeited benefit. Timing of buy-back. For us to restore your forfeited benefits, you must make repayment to the Plan no later than five years following your reemployment date. If you received a deemed distribution because you were totally non-vested, your non-vested benefit will automatically be restored within a reasonable time following your reemployment, provided you have not incurred five consecutive Breaks in Service prior to your reemployment. Forfeiture upon five consecutive Breaks in Service. Depending on the value of your vested benefits, you may be able to keep your benefits in the Plan when you terminate employment. If you do not take a distribution of your entire vested benefit when you terminate employment, your nonvested benefit will remain in your account until you have incurred five consecutive Breaks in Service, at which time your non-vested benefit will be forfeited in accordance with the terms of the Plan. For this purpose, you will have a Break in Service for each year in which you work less than 501 hours. Your vested benefits will not be forfeited under this forfeiture rule. If you have any questions regarding the application of these rules, you should contact the Plan Administrator. Treatment of forfeited benefits. If any of your benefits are forfeited, those forfeited amounts may first be used to pay any Plan expenses. If any forfeitures remain after paying Plan expenses, such forfeited amounts will be used to offset other Employer Contributions under the Plan for the Plan Year in which the forfeiture occurs. 15

30 Summary Plan Description ARTICLE 8 PLAN DISTRIBUTIONS The Plan contains detailed rules regarding when you can receive a distribution of your benefits from the Plan. As discussed in Article 7 above, if you qualify for a Plan distribution, you will only receive your vested benefits. This Article 8 describes when you may request a distribution and the tax effects of such a distribution. Distribution upon termination of employment. When you terminate employment, you may be entitled to a distribution from the Plan. The availability of a distribution will depend on the amount of your vested account balance. Vested account balance in excess of $5,000. If your total vested account balance exceeds $5,000 as of the distribution date, you may receive a distribution from the Plan as soon as administratively feasible following your termination of employment. If you do not consent to a distribution of your vested account balance, your balance will remain in the Plan. If you receive a distribution of your vested benefits when you are only partially-vested in your Plan benefits, your non-vested benefits will be forfeited. For this purpose, your vested account balance is determined without regard to any Rollover Contributions you may have under the plan. You may elect to take your distribution in any of the following forms. In addition, in certain rare cases, you may be entitled to a distribution in the form of a joint and survivor annuity. Prior to receiving a distribution from the Plan, you will receive a distribution package that will describe the distribution options that are available to you. If you have any questions regarding your distribution options under the Plan, please contact the Plan Administrator. Lump sum. You may elect to take a distribution of your entire vested account balance in a lump sum. In addition, if permitted by the Plan Administrator, you may take a partial distribution of a portion of your vested account upon termination of employment. If you take a lump sum distribution, you may elect to rollover all (or any portion) of your distribution to an IRA or to another qualified plan. See the Special Tax Notice, which you may obtain from the Plan Administrator, for more information regarding your ability to rollover your plan distribution. Vested account balance of $5,000 or less. If your total vested account balance under the Plan is $5,000 or less as of the distribution date, you will be eligible to receive a distribution of your entire vested account balance in a lump sum as soon as administratively feasible following your termination of employment. If you receive a distribution of your vested benefits when you are partially-vested in your Plan benefits, your non-vested benefits will be forfeited. For this purpose, your vested account balance is determined without regard to any Rollover Contributions you may have under the plan. You may elect to receive your distribution in cash or you may elect to rollover your distribution to an IRA or to another qualified plan. If your total vested account balance under the Plan is $5,000 or less as of the distribution date and you do not consent to a distribution of your vested account balance, your vested benefit automatically will be rolled over to an IRA selected by the Plan Administrator. If your total vested account balance exceeds $5,000, no distribution will be made from the Plan without your consent. If your benefit is automatically rolled over to an IRA selected by the Plan Administrator, such amounts will be invested in a manner designed to preserve principal and provide a reasonable rate of return. Common types of investment vehicles that may be used include money market accounts, certificates of deposit or stable value funds. Reasonable expenses may be charged against the IRA account for expenses associated with the establishment and maintenance of the IRA. Any such expenses will be no greater than similar fees charged for other IRAs maintained by the IRA provider. For further information regarding the automatic rollover requirements, including further information regarding the IRA provider and the applicable fees and expenses associated with the automatic rollover IRA, please contact the Plan Administrator or other designated Plan representative. 16

31 Summary Plan Description In-service distributions. You may withdraw vested amounts from the Plan while you are still employed with us, but only if you satisfy the Plan s requirements for in-service distributions. Different in-service distribution options apply depending on the type of contribution being withdrawn from the Plan. Salary Deferrals. You may withdraw amounts attributable to Salary Deferrals while you are still employed upon any of the following events: You are at least age 59 1/2 at the time of the distribution. You have incurred a hardship, as described below. You have reached the Plan s Normal Retirement Age at the time of the distribution. You are in certain qualified active military duty. Please contact your Plan Administrator if you have any questions regarding the availability of a distribution under this provision. No in-service distribution of Salary Deferrals may be made prior to age 59½ (other than a distribution on account of hardship). Thus, regardless of any in-service distribution provisions under the Plan, you may not request an in-service distribution of amounts attributable to your Salary Deferrals under the Plan prior to attaining age 59½ (other than a distribution on account of hardship). Matching Contributions. You may withdraw amounts attributable to Matching Contributions while you are still employed upon any of the following events: You are at least age 59 1/2 at the time of the distribution. You have incurred a hardship, as described below. You have reached the Plan s Normal Retirement Age at the time of the distribution. You have been a participant in the Plan for at least 60 months. The amounts being withdrawn have been held in the Plan for at least two years. Employer Contributions. You may withdraw amounts attributable to Employer Contributions while you are still employed upon any of the following events: You are at least age 59 1/2 at the time of the distribution. You have incurred a hardship, as described below. You have reached the Plan s Normal Retirement Age at the time of the distribution. You have been a participant in the Plan for at least 60 months. The amounts being withdrawn have been held in the Plan for at least two years. Safe Harbor Contributions. Generally, the same in-service distribution options as apply to Salary Deferrals also apply to Safe Harbor contributions under the Plan. However, Safe Harbor contributions may not be withdrawn on account of hardship or on account of qualified military service. Rollover Contributions. If you have rolled money into this Plan from another qualified plan or IRA, you may take an in-service distribution of your Rollover Contribution account at any time. Qualified Nonelective Contributions (QNECs). Generally, the same in-service distribution options as apply to Salary Deferrals also apply to QNECs under the Plan. However, QNECs may not be withdrawn on account of hardship. Qualified Matching Contributions (QMACs). Generally, the same in-service distribution options as apply to Salary Deferrals also apply to QMACs under the Plan. However, QMACs may not be withdrawn on account of hardship. Hardship distribution. To receive a distribution on account of hardship, you must demonstrate one of the following hardship events. (1) You need the distribution to pay unpaid medical expenses for yourself, your spouse or any dependent. (2) You need the distribution to pay for the purchase of your principal residence. You must use the hardship distribution for the purchase of your principal residence. You may not receive a hardship distribution solely to make mortgage payments. 17

32 Summary Plan Description (3) You need the distribution to pay tuition and related educational fees (including room and board) for the post-secondary education of yourself, your spouse, your children, or other dependent. You may take a hardship distribution to cover up to 12 months of tuition and related fees. (4) You need the distribution to prevent your eviction or to prevent foreclosure on your mortgage. The eviction or foreclosure must be related to your principal residence. (5) You need the distribution to pay funeral or burial expenses for your deceased parent, spouse, child or dependent. (6) You need the distribution to pay expenses to repair damage to your principal residence (provided the expenses would qualify for a casualty loss deduction on your tax return, without regard to 10% adjusted gross income limit). Before you may receive a hardship distribution, you must provide the Plan Administrator with sufficient documentation to demonstrate the existence of one of the above hardship events. The Plan Administrator will provide you with information regarding the documentation it deems necessary to sufficiently document the existence of a proper hardship event. In addition, if you have other distributions or loans available under this Plan (or any other plan we may maintain) you must take such distributions or loans before requesting a hardship distribution. Upon receiving a hardship distribution, you will be suspended from making any further Salary Deferrals for six months following the receipt of your hardship distribution. Some contribution types under the Plan are not eligible for distribution on account of hardship. For example, a hardship distribution is not available with respect to: Safe Harbor Employer Contributions Qualified Nonelective Employer Contributions (QNECs) Qualified Matching Contributions (QMACs) Thus, you will not be able to withdraw from the Plan any amounts which are attributable to such contributions solely on account of a hardship. You may not receive a hardship distribution of more than you need to satisfy your hardship. In calculating your maximum hardship distribution, you may include any amounts necessary to pay federal, state or local income taxes or penalties reasonably anticipated to result from the distribution. See the Plan Administrator for more information regarding the maximum amount you may take from the Plan as a hardship distribution and the total amount you have available for a hardship distribution. The Plan Administrator will provide you with the appropriate forms for requesting a hardship distribution. Required distributions. If you have not begun taking distributions before you attain your Required Beginning Date, the Plan generally must commence distributions to you as of such date. For this purpose, your Required Beginning Date is April 1 following the end of the calendar year in which you attain age 70½ or terminate employment, whichever is later. (For 5% owners, the Required Beginning Date is April 1 following the calendar year in which you attain age 70½, even if you are still employed.) Once you attain your Required Beginning Date, the Plan Administrator will commence distributions to you as required under the Plan. The Plan Administrator will inform you of the amount you are required to receive once you attain your Required Beginning Date. Distribution upon disability. If you should terminate employment because you are disabled, you will be eligible to receive a distribution of your vested account balance under the Plan s normal distribution rules. You will be considered to be disabled for purposes of applying the Plan s distribution rules if you are unable to engage in any substantial gainful activity by reason of a medically determinable physical or mental impairment that can be expected to result in death or which has lasted or can be expected to last for a continuous period of not less than 12 months. The Plan Administrator may establish reasonable procedures for determining whether you are disabled for purposes of applying the distribution provisions of the Plan. 18

33 Summary Plan Description Distributions upon death. If you should die before taking a distribution of your entire vested account balance, your remaining benefit will be distributed to your beneficiary or beneficiaries, as designated on the appropriate designated beneficiary election form. You may request a designated beneficiary election form from the Plan Administrator. If you are married, your spouse generally is treated as your beneficiary, unless you and your spouse properly designate an alternative beneficiary to receive your benefits under the Plan. The Plan Administrator will provide you with information concerning the availability of death benefits under the Plan and your rights (and your spouse s rights) to designate an alternative beneficiary for such death benefits. For purposes of determining your beneficiary to receive death distributions under the Plan, any designation of your spouse as beneficiary is automatically revoked upon a formal divorce decree unless you re-execute a new beneficiary designation form or enter into a valid Qualified Domestic Relations Order (QDRO). Default beneficiaries. If you do not designate a beneficiary to receive your benefits upon death, your benefits will be distributed first to your spouse. If you have no spouse at the time of death, your benefits will be distributed equally to your children. If you have no children at the time of your death, your benefits will be distributed to your estate. Taxation of distributions. Generally, you must include any Plan distribution in your taxable income in the year you receive the distribution. More detailed information on tax treatment of Plan distributions is contained in the Special Tax Notice which you may obtain from the Plan Administrator. Roth Deferrals. If you make Roth Deferrals under the Plan, you will not be taxed on the amount of the Roth Deferrals taken as a distribution (because you pay taxes on such amounts when you contribute them to the Plan). In addition, you will not pay taxes on any earnings associated with the Roth Deferrals, provided you take the Roth Deferrals and earnings in a qualified distribution. For this purpose, a qualified distribution occurs only if you have had your Roth Deferral account in place for at least 5 years and you take the distribution on account of death, disability, or attainment of age 59½. If you have made both pre-tax Salary Deferrals and Roth Deferrals under the Plan, you may designate the extent to which a distribution of Salary Deferrals is taken from your pre-tax Salary Deferral Account or your Roth Deferral Account. Any distribution of Salary Deferrals (including Roth Deferrals) must be authorized under the Plan distribution provisions. If you take a distribution that does not qualify as a qualified distribution, you will be taxed on the earnings associated with the Roth contributions. (You will never be taxed on the Roth contributions distributed since those amounts are taxed at the time you make the Roth contributions or Roth conversion.) Distributions before age 59½. If you receive a distribution before age 59½, you generally will be subject to a 10% penalty tax in addition to regular income taxation on the amount of the distribution that is subject to taxation. You may avoid the 10% penalty tax by rolling your distribution into another plan or IRA. Certain exceptions to the penalty tax may apply. For more information, please review the Special Tax Notice, which may be obtained from the Plan Administrator. If you convert pre-tax deferrals to Roth deferrals under an in-plan Roth conversion (as described in Article 4), the 10% penalty does not apply at the time of the Roth conversion. However, if you subsequently take a distribution of converted amounts before you turn age 59½, you may be subject to the 10% penalty unless you have held the converted amounts in the plan for at least five years. Rollovers and withholding. You may rollover most Plan distributions to an IRA or another qualified plan and avoid current taxation. You may accomplish a rollover either directly or indirectly. In a direct rollover, you instruct the Plan Administrator that you wish to have your distribution deposited directly into another plan or an IRA. In an indirect rollover, the Plan Administrator actually makes the distribution to you and you may rollover that distribution to an IRA or another qualified plan within 60 days after you receive the Plan distribution. If you are eligible to directly rollover a distribution but choose not to, the Plan Administrator must withhold 20% of the taxable distribution for federal income tax withholding purposes. The Plan Administrator will 19

34 Summary Plan Description provide you with the appropriate forms for choosing a direct rollover. For more information, see the Special Tax Notice, which may be obtained from the Plan Administrator. Certain benefit payments are not eligible for rollover and therefore will not be subject to 20% mandatory withholding. The types of benefit payments that are not eligible rollover distributions include: annuities paid over your lifetime, installments payments for a period of at least ten (10) years, minimum required distributions at age 70½ hardship withdrawals, and Certain corrective distributions. [Note: All of the above distribution options may not be available under this Plan.] Non-assignment of benefits and Qualified Domestic Relations Orders (QDROs) Your benefits cannot be sold, used as collateral for a loan, given away, or otherwise transferred, garnished, or attached by creditors, except as provided by law. However, if required by applicable state domestic relations law, certain court orders could require that part of your benefit be paid to someone else your spouse or children, for example. This type of court order is known as a Qualified Domestic Relations Order (QDRO). As soon as you become aware of any court proceedings that might affect your Plan benefits, please contact the Plan Administrator. You may request a copy of the procedures concerning QDROs, including those procedures governing the qualification of a domestic relations order, without charge, from the Plan Administrator. ARTICLE 9 PLAN ADMINISTRATION AND INVESTMENTS Investment of Plan assets. You have the right to direct the investment of Plan assets held under the Plan on your behalf. The Plan Administrator will provide you with information on the amounts available for direction, the investment choices available to you, the frequency with which you can change your investment choices and other investment information. Periodically, you will receive a benefit statement that provides information on your account balance and your investment returns. If you have any questions about the investment of your Plan accounts, please contact the Plan Administrator or other Plan representative. Although you have the opportunity to direct the investment of your benefits under the Plan, the Plan Administrator may decline to implement investment directives where it deems it is appropriate in fulfilling its role as a fiduciary under the Plan. The Plan Administrator may adopt rules and procedures to govern Participant investment elections and directions under the Plan. This Plan is designed to comply with the requirements of ERISA 404(c). As such, to the extent you are permitted to direct the investment of your account, you are solely responsible for the investment decisions you make with respect to your Plan benefits. No other fiduciary, including the Trustee, Employer or Plan Administrator, will be responsible for any losses resulting from your direction of investments under the Plan. If you have questions regarding investment decisions or strategies with respect to the investment of your Plan benefits, you should consult an investment advisor. Valuation Date. To determine your share of any gains or losses incurred as a result of the investment of Plan assets, the Plan is valued on a regular basis. For this purpose, the Plan is valued on a daily basis. Thus, you will receive an allocation of gains or losses under the Plan at the end of each business day during which the New York Stock Exchange is open. Plan fees. There may be fees or expenses related to the administration of the Plan or associated with the investment of Plan assets that will affect the amount of your Plan benefits. Any fees related to the administration of the Plan or associated with the investment of Plan assets may be paid by the Plan or by the Employer. If the Employer does not pay Plan-related expenses, such fees or expenses will generally be allocated to the accounts of Participants either proportionally based on the value of account balances or as an 20

35 Summary Plan Description equal dollar amount based on the number of participants in the Plan. If you direct the investment of your benefits under the Plan, you will be responsible for any investment-related fees incurred as a result of your investment decisions. Prior to making any investment, you should obtain and read all available information concerning that particular investment, including financial statements, prospectuses, and other available information. In addition to general administration and investment fees that are charged to the Plan, you may be assessed fees directly associated with the administration of your account. For example, if you terminate employment, your account may be charged directly for the pro rata share of the Plan s administration expenses, regardless of whether the Employer pays some of these expenses for current Employees. Other fees that may be charged directly against your account include: Fees related to the processing of distributions upon termination of employment. Fees related to the processing of in-service distributions (including hardship distributions). Fees related to the processing of required minimum distributions at age 70½ (or termination of employment, if later). Participant loan origination fees and annual maintenance fees. Charges related to processing of a Qualified Domestic Relation Order (QDRO) where a court requires that a portion of your benefits is payable to your ex-spouse or children as a result of a divorce decree. If you are permitted to direct the investment of your benefits under the Plan, each year you will receive a separate notice describing the fees that may be charged under the Plan. In addition, you will also receive a separate notice describing any actual fees charged against your account. Please contact the Plan Administrator if you have any questions regarding the fees that may be charged against your account under the Plan. ARTICLE 10 PARTICIPANT LOANS The Plan permits Participants to take a loan from the Plan. Thus, you may take a loan from your vested benefits under the Plan. The following procedures generally apply for purposes of administering Participant loans. The Plan Administrator may modify these procedures in a separate, written loan policy. For more information regarding the procedures for receiving a Participant loan, please contact the Plan Administrator. Availability of Participant loans. Participant loans are available to Participants and Beneficiaries who are parties in interest under the Plan. To receive a Participant loan, you must sign a promissory note and pledge your Account Balance as security for the loan. You will have to enter into a written loan agreement that specifies the amount and term of the loan, and the repayment schedule. Loan limitations. The total amount you may take as a loan from the Plan may not exceed one-half (½) of your vested Account Balance. In addition, the total amount you may have outstanding as a loan during any 12-month period may not exceed $50,000. If you have any questions regarding the amount that is available as a Participant loan under the Plan, please contact the Plan Administrator. Number of outstanding loans and minimum loan amounts. The Plan may limit the minimum amount available for a loan and the number of loans you may take under the Plan. In determining the availability of a Plan loan, you may take multiple loans from the Plan. The minimum amount you may take as a loan is $1,000. The Plan Administrator may refuse to make a loan if it is decided that you are not creditworthy to receive a Participant loan. Reasonable rate of interest and periodic repayment requirement. If you take a loan from the Plan, you will be charged a reasonable rate of interest. For this purpose, a reasonable rate of interest will be based on the prime interest rate plus 2.0 percentage points determined at the time you take a loan from the Plan. The Plan Administrator will disclose the applicable interest rate at the time you request the 21

36 Summary Plan Description loan. The Plan Administrator will provide you with an amortization schedule providing for level periodic payments. The loan repayment period generally may not extend beyond five years. However, if you take a loan for the purchase of your primary residence, the loan period may extend beyond five years (but in no case more than 30 years). Loan repayments must be made through payroll withholding, except to the extent the Plan Administrator determines payroll withholding is not practical given the level of your wages, the frequency with which you are paid, or other circumstances. Please contact the Plan Administrator if you have any questions regarding the rate of interest or repayment period applicable to a Participant loan. Adequate Security. All Participant loans must be adequately secured. If you take a loan from the Plan, your vested Account Balance will be used as security for the loan. The Plan Administrator may require you to provide additional collateral if the Plan Administrator determines such additional collateral is required to protect the interests of Plan participants. Loan repayment and default procedures. If you take a loan from the Plan, you must make periodic loan payments, at least quarterly, throughout the loan period. The loan period generally cannot exceed 5 years from the date of the loan. You may be able to enter into a longer loan period if the loan is for the purchase of your principal residence. You will receive an amortization schedule setting forth the required payments under the terms of the loan. If you fail to make a required loan payment by the end of the calendar quarter following the calendar quarter in which the loan payment is due, you will be taxed on the entire amount of the outstanding loan (plus accrued interest) through the date of the default. If you take a loan from the Plan, the loan will become due and payable in full upon your termination of employment. Upon your termination of employment, you may repay the entire outstanding balance of the loan (including any accrued interest) within a reasonable period following your termination of employment. If you do not repay the entire outstanding loan balance, your vested Account Balance will be reduced by the remaining outstanding balance of the loan and you will be taxed on the entire amount of the outstanding loan (plus accrued interest). ARTICLE 11 PLAN AMENDMENTS AND TERMINATION Plan amendments. We have the authority to amend this Plan at any time. Any amendment, including the restatement of an existing Plan, may not decrease your vested benefit under the Plan, except to the extent permitted under the Internal Revenue Code, and may not reduce or eliminate any protected benefits (except as provided under the Internal Revenue Code or any regulation issued thereunder) determined immediately prior to the adoption or effective date of the amendment (whichever is later). However, we may amend the Plan to increase, decrease or eliminate benefits on a prospective basis. Plan termination. Although we expect to maintain this Plan indefinitely, we have the ability to terminate the Plan at any time. For this purpose, termination includes a complete discontinuance of contributions under the Plan or a partial termination. If the Plan is terminated, all amounts credited to your account shall become 100% vested, regardless of the Plan s current vesting schedule. In the event of the termination of the Plan, you are entitled to a distribution of your entire vested benefit. Such distribution shall be made directly to you or, at your direction, may be transferred directly to another qualified retirement plan or IRA. If you do not consent to a distribution of your benefit upon termination of the Plan, the Plan Administrator will transfer your vested benefit directly to an IRA that we will establish for your benefit. Except as permitted by Internal Revenue Service regulations, the termination of the Plan shall not result in any reduction of protected benefits. A partial termination may occur if either a Plan amendment or severance from service excludes a group of employees who were previously covered by this Plan. Whether a partial termination has occurred will depend on the facts and circumstances of each case. If a partial termination occurs, only those Participants who cease participation due to the partial termination will become 100% vested. The Plan Administrator will advise you if a partial termination occurs and how such partial termination affects you as a Participant. 22

37 ARTICLE 12 PLAN PARTICIPANT RIGHTS AND CLAIM PROCEDURES Summary Plan Description Participant rights. As a participant in the Plan, you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that all Plan participants shall be entitled to: Examine, without charge, at the Plan Administrator s office, all Plan documents including copies of all documents filed by the Plan Administrator with the U.S. Department of Labor. Obtain copies of all Plan documents and other Plan information upon written request to the Plan Administrator. The Plan Administrator may assess a reasonable charge for the copies. Receive a summary of the Plan s annual financial report. The Plan Administrator is required by law to provide each participant with a copy of this summary annual report. Obtain a statement telling you whether you have a right to receive benefits under the Plan and, if so, what your current benefits are. You must request this statement in writing and you may only request this statement once a year. The Plan Administrator will provide the statement free of charge. File a claim for benefits. Prudent Actions by Plan Fiduciaries. In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are responsible for the operation of the Plan. These people, called fiduciaries, have a duty to operate the Plan prudently and in the best interests of you, other Plan participants and beneficiaries. You may not be fired or otherwise discriminated against in any way solely to prevent you from obtaining a Plan benefit or exercising your rights under ERISA. Enforcement of Rights. If you have a claim for benefits under the Plan that is denied or ignored, in whole or in part, you have a right to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules. For example, if you request a copy of Plan documents or the latest annual report from the Plan and do not receive the requested documents within 30 days, you may file suit in a federal court. In such a case, the court may require the Plan Administrator to provide the documents and pay you up to $110 a day until you receive the documents, unless the documents were not sent because of reasons beyond the control of the Plan Administrator. If you have a claim for benefits which is denied or ignored, in whole or in part, you may file suit in a state or Federal court. In addition, if you disagree with the Plan s decision or lack thereof concerning the qualified status of a divorce decree that affects the payment of benefits under the Plan, you may file suit in federal court. If the Plan s fiduciaries misuse the Plan s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous. Assistance with Questions. If you have any questions about the Plan or this SPD, you should contact the Plan Administrator. If you have any questions about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue, N.W., Washington, D.C You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration. Claim for Benefits. Benefits will normally be payable under the Plan without the need for a formal claim. However, if you feel you are entitled to benefits under the Plan that have not been paid, you may submit to the Plan Administrator a written claim for benefits. Your request for Plan benefits will be considered a claim for Plan benefits, and it will be subject to a full and fair review. The Plan Administrator will evaluate your claim (including all relevant documents and records you submit to support your claim) to determine if benefits 23

38 Summary Plan Description are payable to you under the terms of the Plan. The Plan Administrator may solicit additional information from you if necessary to evaluate the claim. If the Plan Administrator determines the claim is valid, then you will receive a statement describing the amount of benefit, the method or methods of payment, the timing of distributions and other information relevant to the payment of the benefit. If the Plan Administrator denies all or any portion of your claim, you will receive within a reasonable period of time (not to exceed 90 days after receipt of the claim form), a written or electronic notice setting forth the reasons for the denial (including references to the specific provisions of the Plan on which the decision is based), a description of any additional information needed to perfect your claim, and the steps you must take to submit the claim for review. If the Plan Administrator determines that special circumstances require an extension of time for processing your claim, it may extend the 90-day period described in the prior sentence to 180 days, provided the Plan Administrator provides you with written notice of the extension and prior to the expiration of the original 90-day period. The extension notice will indicate the special circumstances requiring an extension of time and the date by which the Plan Administrator expects to render its decision. If the Plan Administrator denies your claim, you will have 60 days from the date you receive notice of the denial of your claim to appeal the adverse decision of the Plan Administrator. You may submit to the Plan Administrator written comments, documents, records and other information relating to your claim for benefits. You will be provided, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claim. The Plan Administrator s review of the claim and of its denial of the claim shall take into account all comments, documents, records and other information relating to the claim, without regard to whether these materials were submitted or considered by the Plan Administrator in its initial decision on the claim. If the Plan Administrator denies your claim for benefits upon review, in whole or in part, you may file suit in a state or Federal court. If the Plan Administrator makes a final written determination denying your claim for benefits, you may commence legal or equitable action with respect to the denied claim upon completion of the claims procedures outlined under the Plan. Any legal or equitable action must be commenced no later than the earlier of 180 days following the date of the final determination or three years following the proof of loss. If you fail to commence legal or equitable action with respect to a denied claim within the above timeframe, you will be deemed to have accepted the Plan Administrator s final decision with respect to the claim for benefits. If your claim is based on disability benefits, different claim procedures and deadlines will apply. If your benefits are provided or administered by an insurance company, insurance service, or other similar organization which is subject to regulation under the insurance laws, the claims procedure relating to those benefits may provide for review. If so, that company, service, or organization will be the entity to which claims are addressed. Ask the Plan Administrator if you have any questions regarding the proper person or entity to address claims or the deadlines for making a claim for benefits. ADDENDUM ADDITIONAL SPD PROVISIONS Special effective date provisions. The following special effective date provisions apply: QDIA effective 4/1/

39 R.E.Y. Engineers 401(k) Profit Sharing Plan March 2018 FEE AND INVESTMENT NOTICE I N S I D E Your Investment Options Account Management Plan Fees and Expenses

40 R.E.Y. Engineers 401(k) Profit Sharing Plan FEE AND INVESTMENT NOTICE CONTACT US: Financial Decisions 5345 N. El Dorado St., STE 18 Stockton CA Federal law requires that certain plan and investment related information be provided to you because you have an account in the plan or are eligible to participate. This report is provided to assist in meeting these disclosure requirements and to help you manage your retirement plan account. The report provides you with information about the investment alternatives available to you in the plan, account management information, and an explanation of fees and expenses that may apply to your account. You can find more details about your plan in the Summary Plan Description. A copy of the Summary Plan Description may be requested from your Human Resources Department, by ing servicingdept@findec.com, or by calling (209) Additional information about the plan's investment options is available by accessing your account on the website at Your Investment Options Your plan gives you the right to direct some or all of your account balance and any future contributions among the designated investment alternatives the plan offers. The plan's choice of investment options allow you to create a diversified portfolio to help meet your individual needs. The plan may offer a series of five target-risk portfolios from Conservative to Aggressive investment risk strategies. Each portfolio is broadly diversified across stocks and bonds, according to the portfolio's investment risk strategy. Each portfolio's risk profile and related asset allocation strategy remains relatively constant over time. The plan may also offer a series of retirement target-date funds. Each target-date fund invests in a diversified portfolio across stocks and bonds. Each target-date fund's allocation between stocks and bonds will change over time according to a predetermined 'glide path', in relation to the respective target retirement date. The fund's asset allocation mix becomes more conservative over time, according to the parameters set forth in the respective fund's prospectus and related disclosure documents.. Investment information and performance snapshots for the plan's designated investment alternatives are available in your plan enrollment kit, on the plan website, or by requesting a copy from Financial Decisions. These snapshots include a glossary of financial terms as well as definitions of benchmark indicies and asset classes to assist you in understanding your investment alternatives. The plan website also provides access to additional tools to assist you in planning for your retirement, learning about the basics of investing, implementing or changing your investment options, and learning more about the investment options available to you in the plan. Benchmarking A benchmark is a tool used to compare performance and is made up of an index. An index measures the performance of a group of stocks, bonds, or a combination thereof, chosen to reflect a certain segment of the financial market. Many indices have been created to track many different segments of the market. An Index cannot be purchased directly. An Index simply measures market performance for use in evaluating and comparing the preformance of investments you own against an accecpted market benchmark. Well-known market indices include the Dow Jones Industrial Average, the S&P 500, the Nasdaq Composite, and the BBgBarc Aggregate Bond Indicies. To help you evaluate the performance of your plan's investment options, an index has been identified for each investment option to provide a comparative benchmark. A description of the benchmark index selected for each of the designated investment alternatives may be found in the Appendix to your plan's investment snapshots, located on the participant website. The following Comparative Chart lists the designated investment alternatives currently available to you in the plan. These investment options do not have a fixed or stated rate of return and entail market risk. The chart shows how each investment option has performed over time and allows you to compare them with an assigned benchmark index for the same time periods. The benchmark index is identified below each investment option. Keep in mind that you cannot invest directly in a benchmark index. Past performance does not guarantee how an investment will perform in the future. Investing in these options could lose money. Information about each investment option's principal risks is included in the investment's disclosure document, the Prospectus, which is available to view on the participant website. R.E.Y. Engineers 401(k) Profit Sharing Plan 2

41 The plan's mutual fund investment options are not insured by the FDIC; are not a deposit or other obligation of, or guaranteed by the plan custodian; and are subject to investment risks, including possible loss of the principal amount invested. R.E.Y. Engineers 401(k) Profit Sharing Plan 3

42 Comparative Chart Investment Name Inception Date Website Benchmark Average Annual Total return as of 12/31/ Yr 5 Yr 10 Yr Since Inception Allocation--15% to 30% Equity Benchmark 1 Yr 5 Yr 10 Yr Since Inception Vanguard LifeStrat Income Inv 09/29/1994 Morningstar Con Tgt Risk TR USD Vanguard LifeStrat Inc Consrv 09/29/1994 Morningstar Con Tgt Risk TR USD Vanguard LifeStrat ModGr Inv 09/29/1994 Morningstar Mod Tgt Risk TR USD Vanguard Life Startegy Growth 09/29/1994 Morningstar Agg Tgt Risk TR USD Eaton Vance Floating-Rate Adva 03/16/2008 S&P/LSTA Leveraged Loan TR Vanguard Interm-Term Inv Grade 02/11/2001 BBgBarc US Corp IG TR USD DFA Emerging Mkts Core Equity 04/04/2005 MSCI EM NR USD TCW Emerging Mkt Income I 05/28/1998 BBgBarc EM USD Aggregate TR USD 6.98% 4.36% 4.13% 6.32% 7.00% 3.39% Allocation--30% to 50% Equity 10.92% 6.48% 4.76% 7.02% 7.00% 3.39% Allocation--50% to 70% Equity 15.04% 8.58% 5.42% 7.79% 14.66% 7.95% Allocation--70% to 85% Equity 19.21% 10.64% 5.75% 8.27% 21.95% 11.61% Bank Loan 5.14% 4.54% 5.38% 6.30% 4.12% 4.03% 4.85% Corporate Bond 4.27% 2.86% 5.18% 5.54% 6.42% 3.48% 5.65% Diversified Emerging Mkts 36.55% 4.73% 3.04% 8.97% 37.28% 4.35% 1.68% Emerging Markets Bond 11.40% 3.57% 8.61% 9.41% 8.17% 3.87% 7.01% Energy Limited Partnership R.E.Y. Engineers 401(k) Profit Sharing Plan 4

43 Tortoise MLP & Pipeline Instl 05/30/2011 Morningstar MLP Composite TR USD Dodge&Cox International Stock 05/01/2001 MSCI ACWI Ex USA NR USD DFA Global Real Estate 06/03/2008 S&P Global REIT TR USD Fidelity Select Medical Equip 04/27/1998 MSCI World/HC Equip&Svcs PR USD Blackrock High Yield Bond K 11/18/1998 BofAML US HY Master II TR USD DFA US Large Company 09/22/1999 S&P 500 TR USD DFA US Large Cap Value Port 02/18/1993 Russell 1000 Value TR USD Vanguard Mid Cap Index 11/11/2001 Russell Mid Cap TR USD Vanguard Short-Term Inv Grade 02/11/2001 BBgBarc US Govt/Credit 1-5 Yr TR USD DFA US Small Cap I 03/18/1992 Russell 2000 TR USD -1.03% 5.33% 0.00% 7.90% -7.70% 0.46% 2.39% Foreign Large Blend 23.94% 8.50% 3.17% 8.07% 27.19% 6.80% 1.84% Global Real Estate 9.20% 7.92% 0.00% 5.68% 8.63% 8.08% 5.34% 5.67% Health 26.57% 21.41% 12.93% 14.08% 26.95% 17.43% 8.63% High Yield Bond 8.31% 6.05% 7.83% 7.62% 7.48% 5.80% 7.89% Large Blend 21.73% 15.72% 8.49% 6.10% 21.83% 15.79% 8.50% Large Value 18.97% 16.09% 8.73% 10.55% 13.66% 14.04% 7.10% Mid-Cap Blend 19.25% 15.01% 8.92% 10.25% 18.52% 14.96% 9.11% Short-Term Bond 2.13% 1.80% 2.96% 3.62% 1.27% 1.10% 2.46% Small Blend 11.52% 14.63% 9.97% 10.79% 14.65% 14.12% 8.71% Target-Date 2020 R.E.Y. Engineers 401(k) Profit Sharing Plan 5

44 T. Rowe Price Retire I 2020 I 09/28/2015 Morningstar Lifetime Moderate 2020 T. Rowe Price Retire I 2025 I 09/28/2015 Morningstar Lifetime Moderate 2025 T. Rowe Price Retire I 2030 I 09/28/2015 Morningstar Lifetime Moderate 2030 T.Rowe Price Retire I 2035 I 09/28/2015 Morningstar Lifetime Moderate 2035 T. Rowe Price Retire I 2040 I 09/28/2015 Morningstar Lifetime Moderate 2040 T. Rowe Price Retire I 2045 I 09/28/2015 Morningstar Lifetime Moderate 2045 T. Rowe Price Retire I 2050 I 09/28/2015 Morningstar Lifetime Moderate 2050 T. Rowe Price Retire I 2055 I 09/28/2015 Morningstar Lifetime Moderate 2055 PIMCO Foreign Bond USD Hedged 12/30/1899 Citi WGBI NonUSD USD 15.90% 0.00% 0.00% 12.49% 12.79% 7.34% 10.58% Target-Date % 0.00% 0.00% 13.70% 14.54% 8.44% 11.86% Target-Date % 0.00% 0.00% 14.76% 16.59% 9.56% 13.03% Target-Date % 0.00% 0.00% 15.65% 18.52% 10.41% 14.14% Target-Date % 0.00% 0.00% 16.33% 19.87% 10.84% 14.93% Target-Date % 0.00% 0.00% 16.52% 20.53% 10.91% 15.49% Target-Date % 0.00% 0.00% 16.52% 20.78% 10.83% 15.99% Target-Date % 0.00% 0.00% 16.48% 20.95% 10.71% 16.27% World Bond 3.52% 4.52% 6.51% 7.30% 10.33% -0.29% 2.44% Allocation--30% to 50% Equity R.E.Y. Engineers 401(k) Profit Sharing Plan 6

45 Income Portfolio Passive Mgm 12/31/2013 Morningstar Conservative Target Risk Income w/modgrowth Passive Mgm 12/31/2013 Morningstar Moderately Conservative Target Risk Growth w/income Passive Mgm 12/31/2013 Morningstar Moderate Target Risk Growth Portfolio Passive Mgm 12/31/2013 Morningstar Moderately Aggressive Target Risk Aggressive Growth Passive Mgm 12/31/ % 0.00% 0.00% 4.84% 6.95% 0% 0% 3.47% 11.34% 0.00% 0.00% 5.46% 10.80% 0% 0% 5.09% Allocation--50% to 70% Equity 13.75% 0.00% 0.00% 6.78% 14.60% 0% 0% 6.39% 17.07% 0.00% 0.00% 7.62% 18.84% 0% 0% 7.61% Allocation--70% to 85% Equity 19.18% 0.00% 0.00% 8.32% 21.89% 0% 0% 8.57% Morningstar Aggressive Target Risk Comparative Chart Disclosures Performance data quoted is past performance and is no guarantee of future results. Current performance may be lower or higher. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than original cost. When an investment option has been in existence for less than 5 years or 10 years, the 5 Yr and /or 10 Yr performance will show 0.00% and the Since Inception performance is for the life of the fund for both the investment option and the related benchmark index. When the investment option has been in existence for greater than 10 years the Since Inception columm is N /A and will show 0.00% for both the investment option and the related benchmark index. Target-Risk Portfolios Performance Calculations and Disclosures Target-Risk Portfolio historical performance is calculated using the pro-rata performance of the underlying investments that make up the portfolio. The target-risk portfolios have been designed to seek certain risk-return relationships using a proprietary methodology. Historical performance data shown represents time-weighted results of the portfolios presented and is exclusive of any plan level or participant level fees that may be charged against the participant investment accounts. The calculation does not consider the timing of cash flows into or out of the investment. Target-Risk Portfolio performance is calculated as follows: - The Inception-to-date performance uses a beginning date that represents the date the model was initially established by the investment manager. - A weighted return is calculated for each month based upon the actual model holdings and allocations stored for that period. - Models are assumed to be automatically rebalanced on a monthly basis, using the latest portfolio allocation. - The individual monthly returns are then compounded resulting in the corresponding annualized returns shown in this report. The Target-Risk portfolios performance is presented for use in evaluating how each portfolio performed, compared with an established benchmark index. The actual performance of a participant account invested in a target-risk portfolio will be different, due principally to the timing of investments into and out of the model portfolio from new contributions, investment transfers, rebalancing, and the effect of account level fees charged during the period. R.E.Y. Engineers 401(k) Profit Sharing Plan 7

46 Investment Fees and Expenses The table below shows operating expense information as well as any shareholder-type fees and trading restrictions for each designated investment alternative. * Operating expenses are actual expenses (as stated in the investment's prospectus) paid by the fund. They are expressed as a percentage of the value of your investment in the option (the gross expense ratio) and as a value for each $1,000 invested in the option. A fund manager may waive or partially absorb a portion of these expenses, resulting in a lower actual cost to the fund (the net expense ratio.) The performance shown for each investment option in the previous chart has been reduced for the operating expenses. To estimate the total dollar impact on your account, multiply the operating expense per $1,000 by how many $1,000 increments you hold in the option. The operating expense listed for the Target-Risk portfolios represent the weighted average operating expense ratio for each of the underlying investments that make up the portfolio. Shareholder-type fees are fees paid directly from your investment in this option, which may not be reflected in the operating expense information discussed above. Examples of these fees include sales loads, sales charges, deferred sales charges, redemption fees, exchange fees, account fees, transfer fees, withdrawal fees, surrender charges, or low balance fees. As indicated in the investment's prospectus, many of these fees are waived for retirement accounts and, hence, are not indicated on this table. Any of these type of fees that are active and applicable to this plan are identified in this disclosure. Certain trading restrictions may be imposed by an investment option. As an example, an investment option may seek to avoid frequent trading activity by prohibiting additional purchases (other than contributions or loan repayments) for a period of time after shares of the option have been sold. The list of designated investment alternatives may include funds that are closed to new investments including contributions and exchanges. The information on these options is provided for participants with balances for comparison with and transfer to open investment options. Fees and expenses are among the many factors to consider when you decide to invest. Investment fees and expenses may fluctuate each year and over time may substantially reduce the growth of your account. You can visit for an example of the long-term effects of the fees and expenses on the performance of your account. Fees and Expenses Investment Name Vanguard LifeStrat Income Inv Income Portfolio Passive Mgm Income w/modgrowth Passive Mgm Vanguard LifeStrat Inc Consrv Growth w/income Passive Mgm Growth Portfolio Passive Mgm Vanguard LifeStrat ModGr Inv Aggressive Growth Passive Mgm Vanguard Life Startegy Growth Eaton Vance Floating-Rate Adva Operating Expense as a Percent* Operating Expense per $1000* 0.12 % $ % $ % $ % $ % $ % $ % $ % $ % $ % $ 7.80 Restrictions Fees R.E.Y. Engineers 401(k) Profit Sharing Plan 8

47 Vanguard Interm-Term Inv Grade 0.10 % $ 1.00 DFA Emerging Mkts 0.53 % $ 5.30 Core Equity TCW Emerging Mkt Income I 0.87 % $ 8.70 Tortoise MLP & Pipeline 0.97 % $ 9.70 Instl Dodge&Cox 0.64 % $ 6.40 International Stock DFA Global Real Estate 0.24 % $ 2.40 Fidelity Select Medical Equip 0.76 % $ 7.60 Blackrock High Yield 0.53 % $ 5.30 Bond K DFA US Large Company 0.08 % $ 0.80 DFA US Large Cap 0.27 % $ 2.70 Value Port Vanguard Mid Cap Index 0.06 % $ 0.60 Vanguard Short-Term 0.10 % $ 1.00 Inv Grade DFA US Small Cap I 0.37 % $ 3.70 Mellon Stable Value Fund CL M T. Rowe Price Retire I 2020 I T. Rowe Price Retire I 2025 I T. Rowe Price Retire I 2030 I T.Rowe Price Retire I 2035 I T. Rowe Price Retire I 2040 I T. Rowe Price Retire I 2045 I T. Rowe Price Retire I 2050 I T. Rowe Price Retire I 2055 I PIMCO Foreign Bond USD Hedged 0.39 % $ % $ % $ % $ % $ % $ % $ % $ % $ % $ 5.00 Self Directed Brokerage Account Option Your plan may also provide you the option of opening a self-directed brokerage account. This feature makes it possible for you to invest some or all of your account in investments available through the selected brokerage service that are not one of the plan's designated investment alternatives. These investments may include individual stocks, bonds, exchange traded funds, and mutual funds according to your plan sponsor's plan-level elections. Even though a self-directed brokerage account allows for a broader array of investments than you may have available to choose from in your plan's core fund line-up, not all types of investments are available. For additional details on investments allowed and trading restrictions as well as additional fees and expenses associated with opening and trading in these accounts, please request and review the self-directed brokerage account information package available from the selected broker. R.E.Y. Engineers 401(k) Profit Sharing Plan 9

48 If you choose to invest a portion of your account in the self-directed brokerage option, you are responsible for monitoring and reviewing the investment choices you have made. Applicable additional trading fees and restrictions will apply, along with other individual fees. Actual amounts charged to your brokerage account will be listed on your transaction confirmations and periodic brokerage statements that you receive directly from the brokerage service. These fees and charges will not be separately disclosed on your plan account on the plan website or related plan account statements. You should obtain and review the brokerage account disclosure brochure and pricing guide prior to using this service. The plan's fiduciaries may allow or restrict certain security types or specific securities, but they do not monitor the investments available thru the self-directed brokerage account. Target-Risk Portfolio Chart The following chart lists the underlying investments held in target-risk portfolios and the current allocation percentage to each investment. Initial and ongoing contributions are allocated according to the current target allocation. At any point in time the actual allocation of a participant's account will differ from the model allocation due to actual performance of the underlying funds and the effect of new contributions into the portfolio. The target-risk portfolios are periodically rebalanced to the target allocations. Additional information about the target-risk portfolios performance, fee and expense details and a glossary of key terms and important additional information is available on the plan website. There are no additional trading charges associated with investing into or out of the target-risk portfolios. The portfolios are designed to provide a series of diversified, risk-based portfolios with a range of risk and return objectives, from conservative to aggressive growth. There is no guarantee a portfolio will accomplish its objective and the investments can lose money. Whether you invest your account into your own allocation from among the designated investment alternatives, or into a target-risk portfolio, you should review each fund's prospectus and related information to learn more about the investment strategy and principal risks prior to making or changing your investment allocation. R.E.Y. Engineers 401(k) Profit Sharing Plan 10

49 Portfolio Models Chart Investment ID Income Portfolio Passive Mgm Income w/modgrowth Passive Mgm Growth w/income Passive Mgm Growth Portfolio Passive Mgm Aggressive Growth Passive Mgm DFA Emerging Mkts Core Equity 2.00% 4.00% 7.00% 9.00% 11.00% DFA Global Real Estate 2.00% 2.00% 2.00% 2.00% DFA US Large Company 8.00% 10.00% 12.00% 14.00% DFA US Large Cap Value Port 5.00% 7.00% 10.00% 12.00% DFA US Small Cap I 2.00% 3.00% 5.00% 6.00% 8.00% Vanguard Short-Term Inv Grade 23.00% 10.00% 8.00% Blackrock High Yield Bond K 2.00% 4.00% 3.00% 5.00% 2.00% PIMCO Foreign Bond USD Hedged 6.00% 6.00% 6.00% 5.00% 2.00% Vanguard Interm-Term Inv Grade 35.00% 31.00% 16.00% 5.00% TCW Emerging Mkt Income I 3.00% 3.00% 3.00% 3.00% 2.00% Fidelity Select Medical Equip 4.00% 6.00% 7.00% Eaton Vance Floating-Rate Adva 3.00% 3.00% 3.00% 3.00% 2.00% Vanguard Mid Cap Index 3.00% 4.00% 5.00% 6.00% 8.00% VANGUARD WELLESLEY INCOME ADMI 16.00% 8.00% 4.00% 2.00% Vanguard Dev Mkts Index Adm 5.00% 9.00% 13.00% 20.00% 23.00% Tortoise MLP & Pipeline Instl 4.00% 6.00% 7.00% Total 100% 100% 100% 100% 100% Account Management To make changes in your account, obtain more information about your investment options, or find out more about how you can save for retirement, visit your account at or servicingdept@findec.com. You can change your investment elections for future contributions at any time. You can also request a transfer from one investment option to another as permitted by the plan and subject to any fund prospectus requirements. Investment Risk Management To help achieve long-term retirement security, you should give careful consideration to the benefits of a well-balanced and diversified investment portfolio. Spreading your assets among different types of investments may help you achieve a favorable rate of return over time, while minimizing your overall risk of losing money. This is because market or other economic conditions that cause one category of assets, or one particular security, to perform very well, may cause another asset category, or another particular security, to perform poorly. If you invest more than 20% of your retirement savings in any one company or industry, your savings may not be properly R.E.Y. Engineers 401(k) Profit Sharing Plan 11

50 diversified. Although diversification is not a guarantee against loss, it is an effective strategy to help you manage investment risk. Diversification strategies do not assure a profit and do not protect against losses in declining markets. In deciding how to invest your retirement savings, you should take into account all of your assets, including any retirement savings outside the plan. No single approach is right for everyone because, among other factors, individuals have different financial goals, different time horizons for meeting their goals, and different tolerances for risk. It is also important to periodically review your investment portfolio, your investment objectives, and the investment options under the plan to help ensure that your retirement savings will meet your retirement goals. Your plan enrollment kit contains valuable educational information to assist you in your initial and ongoing retirement planning process, learning about assessing your risk tolerance when making investment planning decisions and in selecting your investment allocation. Your plan website also contains many tools to assist you in the retirement planning process, provide educational information on investing, and provide detailed information about your investment choices under the plan, including access to investment prospectus and summary investment and portfolio factsheets. Plan Fees and Expenses To support making the plan available to you, your account may be charged (reduced by) administrative fees for recordkeeping, accounting, legal and other plan level consulting services. Some fees may be shared proportionately among all participants in the plan based on each participant's account balance and others may be shared equally by each account holder. Other fees are your responsibility and typically occur when you make certain transactions. Plan administration fees and expenses may fluctuate each year and over time may substantially reduce the growth of your account. The following Plan Fee Section chart shows the plan level administrative expenses currently charged to your account, including the cost of the service and the method of allocating the cost to your account. If the plan incurs any additional administrative costs during the year, your account will be charged the pro rata amount, generally in the next following quarterly billing. The following Individual Fee Section chart shows the fees and expenses that may be charged to your account if and when you initiate the indicated activity. In addition, annual maintenance charges to your individual account will be incurred when you have an outstanding loan balance at the end of the plan year, or if your account requires additional reconciliation. Your quarterly benefit statement details any fees, excluding self-directed brokerage fees, deducted from your account in the previous quarter. You may also review any charges to your account by looking at your transaction history in the activity section of your online account information. Self-directed brokerage account fees and expenses are reported separately on your individual brokerage account statement and are in addition to the fees and expenses disclosed on your quarterly plan statement. Annual fees may be divided and charged in each quarter. For example, a $40 yearly fee may be posted to your account as $10 per quarter. In addition to the above, if you open a self-directed brokerage account, applicable annual fees, trading fees, and restrictions may apply. You should obtain a brochure, brokerage firm disclosure document, and complete pricing guide for the self-directed brokerage account directly from the brokerage firm prior to opening and transacting in the account. The plan may also restrict trading of classes of securities and/or individual securities in self-directed brokerage accounts in order to maintain the plan's compliance with ERISA laws and DOL regulations. Plan Fee Section Fee Description Recordkeeping Fee Credit Participant On-Request Service Fees, as follows: Basis Pro Rata Amounts reimbursed to custodian from mutual fund companies for providing participant-level recordkeeping services. Any monies received are deposited to the plan and allocated to accounts of participants holding such fund(s). Pro Rata QDRO Processing $150; Required Minimum Distribution $125; Overnight Mailing $30; Replacement Check $25; 1099 Replacement $25; Notary $10; Annual Loan Administration $35; Re-Amortization of Loan $50 R.E.Y. Engineers 401(k) Profit Sharing Plan 12

51 Individual Fee Section Fee Description Termination Fee Amount $ General Loan Origination $ Residential Loan Origination $ Notes and FAQs Additional Information Benchmark Information: The following attributions are required by the benchmark index providers that may be identified in Part 1 of this document. Some or all of the benchmark index providers listed below may not be identified in Part 1 of this document. Morningstar: [2017] Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Past performance is no guarantee of future results. Not responsible for any losses arising from any use of this information. Past performance is no guarantee of future results. Russell Investment Group is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell is a trademark of Russell Investment Group. Copyright MSCI [2017]. All Rights Reserved. Without prior written permission of MSCI, this information and any other MSCI intellectual property may only be used for your internal use, may not be reproduced or redisseminated in any form and may not be used to create any financial instruments or products or any indices. This information is provided on an "as is" basis, and the user of this information assumes the entire risk of any use made of this information. Neither MSCI nor any third party involved in or related to the computing or compiling of the data makes any express or implied warranties, representations or guarantees concerning the MSCI index-related data, and in no event will MSCI or any third party have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) relating to any use of this information. Source BofA Merrill Lynch, used with permission. BofA Merrill Lynch is licensing the BofA Merrill Lynch indices 'as is,' makes no warranties regarding same, does not guarantee the suitability, quality, accuracy, timeliness, and/or completeness of the BofA Merrill Lynch indices or any data included in, related to, or derived therefrom, assumes no liability in connectino with their use, and does not sponsor, endorse, or recommend CS & Co, and any entity directly or indirectly controlled by,m or under common control with SC&Co., or any of its products or services.copyright 2017 Standard & Poors Financial Services LLC (S&P), a subsidiary of The McGraw-Hill Companies. All Rights Reserved. Copyright Citigroup Index LLC. All Rights Reserved. Licensee hereby acknowledges that the Bloomberg Barclay's Capital Indices are a proprietary product of Bloomberg Finance LP. Licensee further acknowledges that Bloomberg maintains exclusive ownership of and rights to the Indices. Licensee further acknowledges that the Indices were compiled, prepared, revised, selected and arranged through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money by Bloomberg and constitute valuable commercial property and /or trade secrets of Bloomberg. Licensee agrees that it will not remove any copyright notice or other notification or trade name or marks of Bloomberg that may appear in the Indices and that any reproduction and /or distribution of the Indices shall contain such notices and/or marks. The Dow Jones Averages, Dow Jones U.S. Index and sub-indexes, and the Dow Jones U.S. Select REIT/RESI Indexes are proprietary to, and are calculated, distributed and marketed by DJI Opco, a subsidiary of S&P Dow Jones Indices LLC, and have been licensed for use. Dow Jones is a registered trademark of Dow Jones Trademark Holdings LLC. All content of the Dow Jones Averages, Dow Jones U.S. Index and sub-indexes, and the Dow Jones U.S. Select REIT/RESI Indexes. S&P Dow Jones Indices LLC R.E.Y. Engineers 401(k) Profit Sharing Plan 13

52 R.E.Y. Engineers 401(k) Profit Sharing Plan 14

53 Please use the following contact information for questions regarding your account: Financial Decisions Account Service Changing Personal Account Information Setting Up/Changing Account Access Applying for a Plan Loan Applying for a Distribution Upon Termination of Employment Assistance Making Account Changes Online General Administrative Questions Financial Decisions, Inc. Investment Help Assistance Choosing Your Investment Options Questions Regarding Investment Options Retirement Planning Consultation Enrolling as a New Participant Rolling Over an Old 401(k)/IRA Any Other General Questions Financial Decisions Contact Information: Client Servicing Department Phone: Fax: servicingdept@findec.com Financial Decisions, Inc. Contact Info: Tolen Teigen, Chief Investment Officer Phone: Fax: info@financialdecisionsinc.com