2013-11-14T15:02:07-06:00 2012-12-31 251408703 SCHNEIDER DOWNS & CO INC ONE PPG PLACE SUITE 1700 PITTSBURGH PA 15222 990 2012-01-01 266204005 DSW INC BENEFIT PLAN DSWI 6148721470 810 DSW DRIVE COLUMBUS OH 43219 KURT GATTERDAM 6142387100 2013-11-13 1 SUSAN M KIRSCH P00341397 4122613644 2012 2016-02-24 21:20:13Z DOUGLAS J PROBST 810 DSW DRIVE COLUMBUS OH 43219 14781690 0 X N/A X 2008 OH THE ORGANIZATION IS A VOLUNTARY EMPLOYEES' BENEFIT ASSOCIATION (VEBA) 0 0 0 0 0 0 0 0 16099092 14781440 95 250 300368 0 16399555 14781690 0 0 12096416 14047907 1000 1000 0 0 0 2672690 3356810 14770106 17405717 1629449 -2624027 3084438 550097 1062 90748 3083376 459349 THE ORGANIZATION IS A VOLUNTARY EMPLOYEES' BENEFIT ASSOCIATION (VEBA). 0 0 PROVISION OF BENEFITS TO DSW, INC. EMPLOYEES AND THEIR DEPENDENTS. 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 X 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 X KURT GATTERDAM 6148721300 810 DSW DRIVE COLUMBUS OH 43219 PNC BANK 2.00 X 1000 0 0 DOUGLAS PROBST 1.00 40.00 X 0 0 0 1000 0 0 0 0 0 0 ANTHEM 86 COLUMBUS ROAD ATHENS OH 45701 PLAN ADMINISTRATION FEES 1249540 ASSET HEALTH 2250 BUTTERFIELD DR SUITE 100 TROY MI 48084 CORPORATE WELLNESS 337831 BUCK CONSULTANTS 720 E PETE ROSE WAY SUITE 300 CINCINNATI OH 45202 BENEFITS CONSULTING 208609 3 EMPLOYER PREMIUMS 900099 8236112 8236112 EMPLOYEE PREMIUMS 900099 6323785 6323785 CAREMARK REBATE 900099 183395 183395 MISCELLANEOUS INCOME 900099 38148 38148 14781440 250 250 14781690 14781440 0 250 X 14047907 1000 23390 1913102 1370625 BANK FEES 40843 MISCELLANEOUS 8850 17405717 503591 34272 2168566 57825 412281 0 458000 3084438 550097 1062 90748 1062 90748 X 0 0 0 0 3083376 459349 3083376 459349 3084438 550097 -2624027 0 X X 0 1 X 0 0 0 X 14781690 0 14781690 0 14781690 17405717 0 17405717 0 17405717 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: U.S. GAAP REQUIRES PLAN MANAGEMENT TO EVALUATE TAX POSITIONS TAKEN BY THE PLAN AND RECOGNIZE A TAX LIABILITY (OR ASSET) IF THE COMPANY HAS TAKEN AN UNCERTAIN POSITION THAT MORE LIKELY THAN NOT WOULD NOT BE SUSTAINED UPON EXAMINATION BY THE IRS. THE PLAN IS SUBJECT TO ROUTINE AUDITS BY TAXING JURISDICTIONS; A DOL AUDIT IS CURRENTLY IN PROGRESS FOR PLAN YEARS 2010 THROUGH 2012. THE PLAN ADMINSTRATOR EXPECTS THE AUDIT TO BE COMPLETED BY DECEMBER 2013 AND BELIEVES IT IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS FOR YEARS PRIOR TO 2009. FORM 990, PART VI, SECTION A, LINE 8A THE ORGANIZATION IS A VOLUNTARY EMPLOYEES' BENEFIT ASSOCIATION (VEBA). AS A TRUST, THE VEBA DOES NOT HAVE A DEFINED GOVERNING BODY COMPOSED OF A BOARD OF DIRECTORS, BUT INSTEAD IS GOVERNED BY A TRUST AGREEMENT. A COMMERCIAL BANKING INSTITUTION IS APPOINTED AS TRUSTEE BY THE SPONSORING ORGANIZATION IN THE TRUST AGREEMENT. THE SPONSORING INSTITUTION SHALL AT ALL TIMES ENSURE THAT NAMED FIDUCIARIES ARE APPOINTED FOR THE PLAN, WHO SHALL BE RESPONSIBLE FOR THE CONTROL OF THE VEBA ESTABLISHED IN CONNECTION WITH THE TRUST FUND. SUCH NAMED FIDUCIARIES SHALL BE RESPONSIBLE FOR THE OPERATION AND ADMINISTRATION OF THE PLAN. TO ACCOMPLISH ADMINISTRATION AND PAYMENT OF BENEFITS UNDER THE PLAN, THE PRIMARY SPONSOR OF THE PLAN ENGAGED A BENEFITS ADMINISTRATOR TO SERVE AS THE AGENT FOR THE ADMINISTRATION AND PAYMENT OF BENEFITS UNDER THE PLAN. THE BENEFITS ADMINISTRATOR MAY BE CHANGED FROM TIME TO TIME AND THE PLAN SPONSOR SHALL PROVIDE THE TRUSTEE WITH WRITTEN NOTIFICATION OF ANY CHANGE. THE TRUSTEE SHALL MAKE DISTRIBUTION FROM THE TRUST FUND IN THE MANNER PROVIDED FOR UNDER THE TERMS OF THE TRUST AGREEMENT AND IN SUCH AMOUNTS AS ARE DIRECTED IN WRITING BY THE PLAN SPONSOR OR BENEFITS ADMINISTRATOR. BOARD MEETINGS ARE NOT HELD AND ACCORDINGLY THERE ARE NO BOARD MINUTES DOCUMENTED. FORM 990, PART VI, SECTION A, LINE 8B SEE EXPLANATION FOR LINE 8A ABOVE. THERE ARE NO COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE TRUST AND ITS NAMED FIDUCIARIES. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 WILL BE REVIEWED BY THE ORGANIZATION'S PRINCIPAL OFFICER AND FIDUCIARY. A COPY OF THE FORM 990 IS PROVIDED TO THE INSTITUTIONAL TRUSTEE BEFORE FILING WITH THE SERVICE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS WILL BE PROVIDED UPON REQUEST. CONTACT ADDRESSES FOR OFFICERS, DIRECTORS, ETC FORM 990, PART VII PNC BANK - 155 EAST BROAD STREET, COLUMBUS, OH 43215. OTHER FEES FORM 990, PART IX, LINE 11G PLAN ADMINISTRATIVE FEES: TOTAL EXPENSES 1,333,614. CORPORATE WELLNESS PROGRAM: TOTAL EXPENSES 337,831. BENEFITS CONSULTING: TOTAL EXPENSES 208,609. EMPLOYEE ASSISTANCE PROG: TOTAL EXPENSES 33,048. COMMITTEE OVERSIGHT FORM 990, PART XII, FINANCIAL STATEMENTS AND REPORTING THE VEBA DOES NOT HAVE A COMMITTEE THAT ASSUMES RESPONSIBILITY OR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. HOWEVER, THE DIRECTOR OF COMPENSATION AND BENEFITS OF THE PLAN'S SPONSORING ORGANIZATION DOES ASSUME RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF FINANCIAL STATEMENTS. DSW INC 810 DSW DRIVE COLUMBUS OH 43219 310746639 BENEFIT PLAN SPONSOR OH C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0