UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
11-K
☒ |
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
|
|
|
For
the fiscal year ended December 31, 2022 |
OR
☐ |
TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
|
|
|
For
the transition period from __________ to __________ |
Commission
file number: 001-39080
A.
Full title of the plan and address of the plan, if different from that of the issuer named below:
I.D.
Systems, Inc. 401(k) Plan
B:
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
POWERFLEET,
INC.
123
Tice Boulevard
Woodcliff
Lake, New Jersey 07677
I.D.
Systems, Inc. 401(k) PLAN
TABLE
OF CONTENTS
All other
schedules required by 29 CFR 2520.103-10 of the
Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974
(“ERISA”) have been omitted because they are not applicable.
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Plan Participants and Plan Administrator of the
I.D.
Systems, Inc. 401(k) Plan
Opinion
on the Financial Statements
We
have audited the accompanying statements of net assets available for benefits of the I.D. Systems, Inc. 401(k) Plan (the “Plan”)
as of December 31, 2022 and 2021, and the related statements of changes in net assets available for benefits for the years then ended,
and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements
present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2022 and 2021, and the
changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in
the United States of America.
Basis
for Opinion
These
financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits,
we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion
on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.
Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.
Supplemental
Information
The
supplemental information contained in the accompanying Schedule of Assets (Held at End of Year) as of December 31, 2022, has been subjected
to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is
the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles
to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness
and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we
evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s
Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental
information is fairly stated, in all material respects, in relation to the financial statements as a whole.
We
have served as the Plan’s auditor since 2011.
New
York, New York
June
29, 2023
I.D.
SYSTEMS, INC. 401(k) PLAN
STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
| |
December 31, | |
| |
2022 | | |
2021 | |
| |
| | |
| |
ASSETS | |
| | | |
| | |
INVESTMENTS | |
| | | |
| | |
PowerFleet, Inc. unitized account | |
$ | 135,021 | | |
$ | 204,538 | |
Mutual Funds | |
| 11,550,850 | | |
| 14,377,370 | |
Self-directed brokerage accounts | |
| 409,242 | | |
| 737,802 | |
Total investments | |
| 12,095,113 | | |
| 15,319,710 | |
| |
| | | |
| | |
RECEIVABLES | |
| | | |
| | |
Participant contributions receivable | |
| 42,926 | | |
| - | |
Employer contributions receivable | |
| 14,985 | | |
| - | |
Notes receivable from participants | |
| 207,264 | | |
| 185,944 | |
Total receivables | |
| 265,175 | | |
| 185,944 | |
| |
| | | |
| | |
NET ASSETS AVAILABLE FOR BENEFITS | |
$ | 12,360,288 | | |
$ | 15,505,654 | |
See
notes to financial statements.
I.D.
SYSTEMS, INC. 401(k) PLAN
STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
| |
Years Ended December 31, | |
| |
2022 | | |
2021 | |
| |
| | |
| |
ADDITIONS | |
| | | |
| | |
Investment Income | |
| | | |
| | |
Interest and dividends | |
$ | 469,752 | | |
$ | 613,384 | |
Net loss on sale of assets | |
| (56,128 | ) | |
| (1,346 | ) |
Net (depreciation) appreciation in fair value of investments | |
| (3,474,311 | ) | |
| 1,404,886 | |
Total investment (loss) income | |
| (3,060,687 | ) | |
| 2,016,924 | |
| |
| | | |
| | |
Contributions | |
| | | |
| | |
Participants | |
| 1,176,990 | | |
| 1,030,381 | |
Employer | |
| 289,314 | | |
| - | |
Rollover | |
| 256,863 | | |
| 155,816 | |
Total contributions | |
| 1,723,167 | | |
| 1,186,197 | |
| |
| | | |
| | |
Total | |
| (1,337,520 | ) | |
| 3,203,121 | |
| |
| | | |
| | |
DEDUCTIONS | |
| | | |
| | |
Benefits paid to participants | |
| 1,754,028 | | |
| 474,022 | |
Administrative and other expenses | |
| 53,818 | | |
| 50,307 | |
Total deductions | |
| 1,807,846 | | |
| 524,329 | |
| |
| | | |
| | |
Net (decrease) increase | |
| (3,145,366 | ) | |
| 2,678,792 | |
| |
| | | |
| | |
NET ASSETS AVAILABLE FOR BENEFIT, BEGINNING OF YEAR | |
| 15,505,654 | | |
| 12,826,862 | |
NET ASSETS AVAILABLE FOR BENEFIT, END OF YEAR | |
$ | 12,360,288 | | |
$ | 15,505,654 | |
See
notes to financial statements.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
1 - DESCRIPTION OF THE PLAN
The
following description of the I.D. Systems, Inc. 401(k) Plan (the “Plan”) provides only general information. Participants
should refer to the Plan document for the Plan’s provisions.
General
The
Plan was originally established by I.D. Systems, Inc. (“I.D. Systems”) in 1998 for the purpose of providing retirement benefits
for eligible employees of I.D. System, Inc. The Plan was amended on July 24, 2017. Effective January 1, 2020, I.D. Systems adopted the
Automatic Data Processing (“ADP”) Defined Contribution Plan 401(k) Profit Sharing Plan. The Plan is a defined contribution
plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). The Trustee
of the Plan assets is Reliance Trust Company (the “Trustee”). The named fiduciary for the administration of the Plan is the
Director of Human Resources (the “Plan Administrator”).
On
October 3, 2019, I.D. Systems became a wholly owned subsidiary of PowerFleet, Inc. (“PowerFleet”), as a result of the acquisition
of Pointer Telocation Ltd. (the “Transactions”). Following the completion of the Transactions, employees of I.D. Systems
and PowerFleet were eligible to participate in the Plan. Unless otherwise indicated or the context otherwise requires, all references
to the “Company” mean PowerFleet and its subsidiaries.
Investments
Participants
may direct the investment of their contributions and employer matching contributions into various investment options offered by the Plan
and may change investments and transfer amounts between funds daily. The Plan offers a money market mutual fund, mutual funds, inflation
protection mutual fund, PowerFleet common stock, and a self-directed brokerage account feature that includes individual stocks,
exchange-traded funds, fixed income securities and mutual funds through TD Ameritrade. All investments are participant-directed.
Participants
may invest in the PowerFleet Stock Fund, which is comprised of a cash component and PowerFleet common stock.
Contributions
Participants
in the Plan may elect to defer and contribute from 1% to 90% of their annual eligible compensation, as defined by the Plan, not to exceed
dollar limitations that are set by law. Participants aged 50 or older may elect to defer and contribute additional amounts to the Plan
up to a maximum that is set by law. Participants may also contribute (rollover) amounts representing distributions from other qualified
defined benefit or qualified defined contribution plans.
The
Plan includes an auto-enrollment provision whereby all newly eligible participants are automatically enrolled in the Plan unless they
affirmatively elect not to participate in the Plan. Automatically enrolled participants have their deferral rate set at 6% of eligible
compensation.
Each
year, the Company may contribute to the Plan a discretionary matching contribution. Matching contributions are subject to vesting requirements.
For the plan years ended December 31, 2022 and 2021, the Company’s matching contributions were $289,314 and $-0-, respectively.
Participant
Accounts
Each
participant account is credited with the participant’s share of any employer contributions, any contributions made by the participant,
and the participant’s share of any investment earnings (losses) and increases (decreases) in the value of investments. All reasonable
costs and expenses incurred by the Administrator and the Trustee in administering the Plan are charged against the accounts of all participants
unless the Company elects to pay such expenses. The benefit to which a participant is entitled is the benefit that can be provided from
the participant’s vested account.
Vesting
Participants
are immediately vested in their contributions plus actual earnings (losses) thereon. Participants vest in the Plan’s discretionary
match portion of their accounts as follows:
Years of Vesting Service | |
Percentage Vested | |
Less than 1 year | |
| 0 | % |
1 but less than 2 years | |
| 20 | % |
2 but less than 3 years | |
| 40 | % |
3 but less than 4 years | |
| 60 | % |
4 but less than 5 years | |
| 80 | % |
5 or more years | |
| 100 | % |
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
1 - DESCRIPTION OF THE PLAN (Continued)
Notes
Receivable from Participants
The
Plan permits participants to borrow from their vested account balance. A participant is permitted to borrow up to 50% of his or her vested
account balance, not to exceed $50,000. The minimum loan a participant may take is $1,000. All loans must be repaid in level payments
on at least a quarterly basis over a five-year period unless the loan is for the purchase of a principal residence in which case the
loan may be repaid within a reasonable period of time determined at the time the loan is made. The loans are secured by the balance of
the participant’s vested account and bear interest at a rate commensurate with market rates.
Payment
of Benefits
A
participant’s vested account balance is payable upon retirement, disability, death or other termination of employment. Distributions
are payable in a lump sum or in installments over a period not exceeding the participant’s life expectancy. However, if the value
of a participant’s vested account is $5,000 or less, it is only payable in a lump sum.
A
participant may withdraw all or a portion of his or her vested account during employment if he or she has reached age 59-1/2. A participant
may withdraw his or her own contributions (but not earnings on those contributions) during employment for certain hardship reasons.
Upon
the death of an active participating employee, such employee’s beneficiary is entitled to the total amount of the employee’s
account without penalty plus an allocation of any Company contribution relating to the year in which the death occurred.
Separated
participants with vested account balances exceeding $5,000 may delay the timing of the receipt of benefits subject to minimum distribution
rules required by law. Participants with a balance of $5,000 or less may be paid out without the participant’s consent in a single-sum
payment or by direct rollover to an individual retirement account (“IRA”) or other eligible retirement plan as soon as reasonably
practicable following the date of employment termination.
Forfeited
Accounts
If
a participant terminates employment with the Company at a time when the participant does not have a fully vested account, the nonvested
employer contributions and actual earnings thereon are forfeited. Forfeitures may be used to reduce future discretionary employer matching
contributions or cover future administrative expenses. No forfeitures were used during the years
ended December 31, 2022 and 2021 to pay for the Plan’s expenses. Forfeitures available at December 31, 2022 and
2021 totaled $9,226 and $-0-, respectively.
Plan
Termination
Although
it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and/or
to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, participants would become fully vested with
all rights to any amounts in their respective accounts.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of Accounting
The
financial statements of the Plan are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted
in the United States of America.
Use
of Estimates
The
preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
Investment
Valuation and Income Recognition
Investments
are participant directed and reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer
a liability in an orderly transaction between market participants at the measurement date.
Purchases
and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis and dividends are recorded
on the ex-dividend date. Net appreciation (depreciation) includes the Plan’s gains and losses on investments bought and sold as
well as held during the year.
Notes
Receivable from Participants
Notes
receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes receivable
are recorded as deemed distributions based upon the terms of the Plan document.
Benefit
Payments
Benefits
are recorded when paid.
Administrative
Expenses
Administrative
expenses, including custodial and administrative fees, are paid by the Plan. Administrative expenses for loans and distributions are
paid by the participant. Certain other expenses such as audit and accounting fees are paid by the Company.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Reclassification of Prior Year Presentation
Certain prior year amounts have been
reclassified for consistency with the current year presentation. This reclassification had no effect on the reported net assets or
changes in net assets. Investments in self-directed brokerage accounts were reclassified from Level 1 to Level 2 within the fair
value hierarchy.
Subsequent
Events
The
Plan has evaluated subsequent events through June 29, 2023, the date the financial statements were available to be issued.
NOTE
3 - FAIR VALUE MEASUREMENTS
Financial
Accounting Standards Board Accounting Standards Codification (“Codification”), Fair Value Measurements and Disclosures,
provides the framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation
techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical
assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels
of the fair value hierarchy under the Codification are as follows:
Level
1 |
Inputs
to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has
the ability to access. |
|
|
Level
2 |
Inputs
to the valuation methodology include: |
|
● |
Quoted
prices for similar assets or liabilities in active markets; |
|
|
|
|
● |
Quoted
prices for identical or similar assets or liabilities in inactive markets; |
|
|
|
|
● |
Inputs
other than quoted prices that are observable for asset or liability; and |
|
|
|
|
● |
Inputs
that are derived principally from or corroborated by observable market data by correlation or other means. |
If
the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the
asset or liability.
Level
3 |
Inputs
to the valuation methodology are unobservable and significant to the fair value measurement. |
The
asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that
is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the
use of unobservable inputs.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
3 - FAIR VALUE MEASUREMENTS (Continued)
The
following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies
used at December 31, 2022 and 2021.
PowerFleet,
Inc. unitized account: Valued at closing price reported on active market on which the securities are traded, plus money market funds
held.
Self-directed
brokerage accounts: Accounts consist of mutual funds and common stocks that are valued on the basis of readily determinable
market prices.
Mutual
funds: Valued at the daily closing price as reported by the fund. Mutual funds held by the Plan are open-ended mutual funds that
are registered with the Securities and Exchange Commission (“SEC”). These funds are required to publish their daily net asset
value (“NAV”) and to transact at that price. The mutual funds held by the Plan are deemed to be actively traded.
The
preceding methods described may produce a fair value calculation that may not be indicative of the net realizable value or reflective
of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market
participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result
in a different fair value measurement at the reporting date.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
3 - FAIR VALUE MEASUREMENTS (Continued)
The
following table presents the fair value hierarchy for the Plan’s investments at fair value as of December 31, 2022 and 2021:
| |
Investments at Fair Value as of December 31, 2022 | |
| |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
| |
| | |
| | |
| | |
| |
PowerFleet, Inc. unitized account | |
$ | 135,021 | | |
$ | - | | |
$ | - | | |
$ | 135,021 | |
Mutual Funds | |
| 11,550,850 | | |
| - | | |
| - | | |
| 11,550,850 | |
Self-directed brokerage accounts | |
| - | | |
| 409,242 | | |
| - | | |
| 409,242 | |
Total assets in the fair value hierarchy | |
$ | 11,685,871 | | |
$ | 409,242 | | |
$ | - | | |
$ | 12,095,113 | |
Total investments at fair value | |
| | | |
| | | |
| | | |
$ | 12,095,113 | |
| |
Investments at Fair Value as of December 31, 2021 | |
| |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
| |
| | |
| | |
| | |
| |
PowerFleet, Inc. unitized account | |
$ | 204,538 | | |
$ | - | | |
$ | - | | |
$ | 204,538 | |
Mutual Funds | |
| 14,377,370 | | |
| - | | |
| - | | |
| 14,377,370 | |
Self-directed brokerage accounts | |
| - | | |
| 737,802 | | |
| - | | |
| 737,802 | |
Total assets in the fair value hierarchy | |
$ | 14,581,908 | | |
$ | 737,802 | | |
$ | - | | |
$ | 15,319,710 | |
Total investments at fair value | |
| | | |
| | | |
| | | |
$ | 15,319,710 | |
The
availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair
value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments
from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period.
For
the years ended December 31, 2022 and 2021, other than the reclassification of investment amounts in self-directed brokerage accounts
from Level 1 to Level 2, there were no significant transfers between Levels 1 and 2 and no transfers in or out of Level 3.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
4 - RELATED PARTY AND PARTY-IN INTEREST TRANSACTIONS
The
Plan engages in certain transactions involving the Company, ADP, and affiliates of TD Ameritrade, which are parties-in-interest under
the provisions of ERISA. These transactions involve the purchase and sale of the Company’s common stock fund, the payment of trustee
fees to ADP, and investments in mutual funds and a self-directed brokerage feature managed by affiliates of TD Ameritrade.
The Plan allows for transactions with certain
parties who may perform services or have fiduciary responsibilities to the Plan, including the Company. The Plan invested in common stock
of the Company and issued loans to participants when administered by ADP for the years ended December 31, 2022 and 2021.
Fees paid to ADP for the years ended December 31, 2022 and 2021 were $2,555 and $1,340, respectively.
As
of December 31, 2022 and 2021, the Plan held 41,564 and 35,781 shares, respectively, of the PowerFleet Stock Fund with a fair value of
$135,021 and $204,538, respectively. For the years ended December 31, 2022 and 2021, the Plan purchased $52,654 and $78,955, respectively,
and sold $33,304 and $11,661, respectively, of the PowerFleet Stock Fund, did not record any dividend income, and had a
total unrealized and realized losses of $(88,867) and $(117,422), respectively.
As
of December 31, 2022 and 2021, through the self-directed brokerage feature, the Plan held investments issued by affiliates of TD Ameritrade
totaling $409,242 and $737,802, respectively.
As
of December 31, 2022 and 2021, the Plan held $207,264 and $185,944, respectively, in loans to participants at interest rates that ranged
from 5.25% to 9.00% per annum.
NOTE
5 - TAX STATUS
The
Plan is based on a “volume submitter” plan document. The sponsor of the volume submitter document has received a favorable
determination letter from the Internal Revenue Service (“IRS”) dated October 6, 2020, stating that the form of the
Plan is qualified under Section 401 of the Internal Revenue Code (the “Code”), and therefore, the related trust is tax exempt.
In accordance with Revenue Procedure 2005-16, the Company has chosen to rely on the IRS determination letter issued to the sponsor of
the volume submitter document as evidence that the form of the Plan is tax-qualified. The Plan is also required to be operated in conformity
with the Code to maintain its tax-qualified status. The Plan administrator believes that the Plan, which has been amended since the date
of the determination letter, continues to be tax-qualified in both form and operation.
Accounting
principles generally accepted in the United States of America require Plan management to evaluate tax positions taken by the Plan and
recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon
examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December
31, 2022, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or
disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no
audits for any tax periods in progress.
NOTE
6 - RISKS AND UNCERTAINTIES
The
Plan invests in various investment securities. Investment securities are exposed to various risks, such as interest rate, market and
credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes
in the values of the investment securities will occur in the near term and that such changes could materially affect participants’
account balances and the amounts reported in the statements of net assets available for benefits.
I.D.
SYSTEMS, INC. 401(k) PLAN
NOTES
TO FINANCIAL STATEMENTS
December
31, 2022 and 2021
NOTE
7 - RECONCILIATION OF CERTAIN FINANCIAL STATEMENT AMOUNTS TO AMOUNTS IN FORM 5500
The
Plan prepares its Form 5500 on a cash basis. The following is a reconciliation of net assets available for benefits from Form 5500 to
the financial statements as of December 31:
| |
2022 | | |
2021 | |
| |
| | |
| |
Net assets available for benefits per Form 5500 | |
$ | 12,302,377 | | |
$ | 15,505,654 | |
Add: Participant contribution receivable | |
| 42,926 | | |
| - | |
Add: Employer contribution receivable | |
| 14,985 | | |
| - | |
Deemed distributed participant loans principal and interest | |
| - | | |
| - | |
Net assets available for benefits per the financial statements | |
$ | 12,360,288 | | |
$ | 15,505,654 | |
The
following is a reconciliation of net increase in net assets available for benefit from Form 5500 to the financial statements as of December
31:
| |
2022 | |
| |
| |
Net decrease in net assets available for benefit per Form 5500 | |
$ | (3,203,277 | ) |
Add: Participant contribution receivable | |
| 42,926 | |
Add: Employer contribution receivable | |
| 14,985 | |
Deemed distributions of participant loans | |
| - | |
Add: Deemed distributed participant loans principal and interest | |
| - | |
Less: Prior year participant contribution receivable | |
| - | |
Net decrease in net assets available for benefit per financial statements | |
$ | (3,145,366 | ) |
The
following is a reconciliation of contributions from Form 5500 to the financial statements as of December 31:
| |
2022 | |
| |
| |
Contributions per Form 5500 | |
$ | 1,665,256 | |
Add: Current year participant contribution receivable | |
| 42,926 | |
Add: Current year employer contribution receivable | |
| 14,985 | |
Less: Prior year participant contribution
receivable | |
| - | |
Contributions including rollover per the financial statements | |
$ | 1,723,167 | |
I.D.
SYSTEMS, INC. 401(k) PLAN
SCHEDULE
H, LINE 4(i) - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
EIN
22-3270799 PLAN #001
December
31, 2022
(a) |
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(b)
Identity of Issue Borrower, Lessor or Similar Party |
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(c)
Description of Investment, Including Maturity Date, Rate of Interest, Collateral, Par or Maturity Value |
|
(d)
Cost** |
|
(e)
Current Value |
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Dimensional Fund Advisors |
|
DFA Inflation Protected Securities Portfolio - Institutional Class |
|
|
|
$ |
88,929 |
|
|
|
Fidelity Investments |
|
Fidelity Multi-Asset Index Fund |
|
|
|
|
100,185 |
|
* |
|
PowerFleet, Inc. unitized account |
|
PowerFleet Stock Fund |
|
|
|
|
135,021 |
|
* |
|
TD Ameritrade, Inc. |
|
Self-Directed Brokerage Account |
|
|
|
|
409,242 |
|
|
|
Ivy Funds |
|
Delaware Ivy International Core Equity Fund - Class R6 |
|
|
|
|
333,672 |
|
|
|
TIAA Investments |
|
TIAA-CREF Emerging Markets Equity Index Fund - Institutional Class |
|
|
|
|
15,068 |
|
|
|
TIAA Investments |
|
TIAA-CREF Large Cap Growth Index Fund - Institutional Class |
|
|
|
|
2,355,174 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2020 Fund - Institutional Class |
|
|
|
|
31,769 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2025 Fund - Institutional Class |
|
|
|
|
605,326 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2030 Fund - Institutional Class |
|
|
|
|
180,642 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2035 Fund - Institutional Class |
|
|
|
|
165,307 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2040 Fund - Institutional
Class |
|
|
|
|
646,114 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2045 Fund - Institutional Class |
|
|
|
|
148,770 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2050 Fund - Institutional Class |
|
|
|
|
30,130 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2055 Fund - Institutional Class |
|
|
|
|
25,373 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index 2060 Fund - Institutional Class |
|
|
|
|
60,653 |
|
|
|
TIAA Investments |
|
TIAA-CREF Lifecycle Index Retirement Income Fund - Institutional Class |
|
|
|
|
49,395 |
|
|
|
Vanguard |
|
Vanguard 500 Index Fund - Admiral Class |
|
|
|
|
1,478,362 |
|
|
|
Vanguard |
|
Vanguard Balanced Index Fund - Admiral Class |
|
|
|
|
1,015,148 |
|
|
|
Vanguard |
|
Vanguard High Yield Corporate Fund - Admiral Class |
|
|
|
|
70,950 |
|
|
|
Vanguard |
|
Vanguard Intermediate Term Bond Fund - Admiral Class |
|
|
|
|
511,814 |
|
|
|
Vanguard |
|
Vanguard International Growth Fund - Admiral Class |
|
|
|
|
523,081 |
|
|
|
Vanguard |
|
Vanguard Long Term Investment Grade Fund - Admiral
Class |
|
|
|
|
56,000 |
|
|
|
Vanguard |
|
Vanguard Mid-Cap Growth Index Fund - Admiral Class |
|
|
|
|
730,648 |
|
|
|
Vanguard |
|
Vanguard Mid-Cap Index Fund - Admiral Class |
|
|
|
|
55,125 |
|
|
|
Vanguard |
|
Vanguard Mid-Cap Value Index Fund - Admiral Class |
|
|
|
|
518,088 |
|
|
|
Vanguard |
|
Vanguard Short Term Corporate Bond Index Fund - Admiral Class |
|
|
|
|
347,138 |
|
|
|
Vanguard |
|
Vanguard Small Cap Growth Index Fund - Admiral Class |
|
|
|
|
180,795 |
|
|
|
Vanguard |
|
Vanguard Small Cap Index Fund - Admiral Class |
|
|
|
|
417,545 |
|
|
|
Vanguard |
|
Vanguard Small Cap Value Index Fund - Admiral Class |
|
|
|
|
253,984 |
|
|
|
Vanguard |
|
Vanguard Treasury Money Market Fund - Investor Class |
|
|
|
|
387,318 |
|
|
|
Vanguard |
|
Vanguard Value Index Fund - Admiral Class |
|
|
|
|
167,537 |
|
|
|
Vanguard |
|
Vanguard LifeStrategy Income Fund - Investor
Class |
|
|
|
|
810 |
|
* |
|
Notes Receivable from Participants |
|
Interest Rates 5.25%
to 9.00% per annum |
|
|
|
|
207,264 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
12,302,377 |
|
*
Indicates party-in-interest to the Plan.
**
Cost omitted for participant directed investment
SIGNATURE
The Plan. Pursuant
to the requirements of the Securities Exchange Act of 1934, the person who administers the I.D. Systems, Inc. 401(k) Plan has
duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
|
I.D.
Systems Inc. 401(k) Plan |
|
|
|
/s/
David Wilson |
|
David
Wilson |
|
Chief
Financial Officer |
|
|
|
June
29, 2023 |
|
Date |
EXHIBIT
INDEX
Exhibit
23.1
CONSENT
OF INDEPENDENT REGISTERED ACCOUNTING FIRM
We
consent to the incorporation by reference in the Registration Statement No. 333-234081 on Form S-8 of our report dated June 29,
2023, appearing in this Annual Report on Form 11-K of the I.D. Systems Inc. 401(k) Plan for the year ended December 31, 2022.
/s/
UHY LLP |
|
|
|
New
York, New York |
|
|
|
June
29, 2023 |
|
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