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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2006
OR
     
o   TRANSITION REPORT PUSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number 333-118771
A.   Full title of the plan and the address of the plan, if different from that of the issuer named below:
Access National Corporation 401(k) Profit Sharing Plan
(As Restated February 4, 2004)
B.   Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Access National Corporation
1800 Robert Fulton Drive, Suite 300
Reston, Virginia 20191
 
 

 


 

ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN
RESTON VA, 20191
REQUIRED INFORMATION
      The Access National Corporation 401(k) Profit Sharing Plan (as restated February 4, 2004) (“the Plan”) is subject to the Employee Retirement Income Security Act of 1974 (“ERISA”). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the following financial statements and schedules of the Plan as of December 31, 2006 and 2005, and for the year ending December 31, 2006, which have been prepared in accordance with the financial reporting requirements of ERISA, are provided:
         
    Page  
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    3  
 
       
FINANCIAL STATEMENTS
       
 
       
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
    4  
 
       
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
    5  
 
       
NOTES TO FINANCIAL STATEMENTS
    6  
 
       
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
    10  
 
       
SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
    11  
 
       
SIGNATURE
    12  
 
       
EXHIBITS
       
 
       
(23) CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    13  

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Report of Independent Registered Public Accounting Firm
Access National Corporation
401(k) Profit Sharing Plan
Reston, Virginia
We have audited the accompanying statements of net assets available for benefits of the Access National Corporation 401(k) Profit Sharing Plan (the Plan) as of December 31, 2006 and 2005 and the related statement of changes in net assets available for benefits for the year ended December 31, 2006. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the Standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, 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. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2006 and 2005 and the changes in net assets available for benefits for the year ended December 31, 2006 in conformity with accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes at the end of the year and delinquent participant contributions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audit of the basic 2006 financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic 2006 financial statements taken as a whole.
As discussed in Note 2, the Plan adopted Financial Accounting Standards Board Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans, as of December 31, 2006 and 2005.
     
/s/ BDO Seidman, LLP
 
    
BDO Seidman, LLP
   
Richmond, Virginia
   
June 28, 2007
   

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ACCESS NATIONAL CORPORATION 401(k) PLAN
Statements of Net Assets Available for Benefits
December 31, 2006 and 2005
                 
    2006     2005  
Assets
               
 
               
Investments, at fair value:
               
Mutual funds
  $ 3,794,949     $ 2,772,909  
Self-directed brokerage accounts
    687,049       460,451  
Metropolitan Life Ins Co — GIC
    327,325       220,201  
Participant loans
    33,675       11,507  
 
           
Total Investments
    4,842,998       3,465,068  
 
           
 
               
Receivables:
               
Employer contribution
    10,587       9,706  
Employee deferrals
    23,002       24,063  
 
           
Total receivables
    33,589       33,769  
 
           
 
               
Cash
    549       472  
 
           
Net assets available for benefits at fair value
    4,877,136       3,499,309  
 
           
 
               
Adjustment from fair value to contract value for fully benefit responsive investment contract
    4,434       2,183  
 
               
 
           
Net assets available for benefits
  $ 4,881,570     $ 3,501,492  
 
           
See accompanying notes to financial statements.

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ACCESS NATIONAL CORPORATION 401(k) PLAN
Statement of Changes in Net Assets
Available for Benefits
For the Year Ended December 31, 2006
         
    2006  
Additions to net assets attributed to:
       
 
       
Investment Income:
       
Mutual funds
  $ 483,421  
Self-directed brokerage accounts
    (131,968 )
Interest and dividends
    1,105  
 
     
 
    352,558  
 
       
Contributions:
       
Employer
    408,097  
Participant
    834,874  
Rollover and other contributions
    34,215  
 
     
 
    1,277,186  
 
     
Total additions
    1,629,744  
 
       
Deductions from net assets attributed to:
       
Benefits paid to participants
    208,786  
Administrative expenses
    40,880  
 
     
Total deductions
    249,666  
 
     
Net increase
    1,380,078  
 
       
Net assets available for benefits:
       
Beginning of period
    3,501,492  
 
       
 
     
End of period
  $ 4,881,570  
 
     
See accompanying notes to financial statements.

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ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2006
NOTE 1 — DESCRIPTION OF PLAN
The following description of the Access National Corporation 401(k) Profit Sharing Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.
General: The Plan is a Profit Sharing Plan pursuant to the provisions of Section 401(k) of the Internal Revenue Code (Code) and covers eligible employees of Access National Bank and its subsidiaries. The Plan was originally established in 2000 and last amended as of 2004. The Plan provides for retirement, death, and disability benefits. The Plan is subject to the applicable provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
Contributions: Eligible employees may elect to make contributions up to a maximum dollar amount prescribed by law. Any participant who has attained age 50 by the end of the Plan year may make catch-up contributions in accordance with Code Section 414(v). Participants direct the investment of their contributions into various investment options offered by the Plan. Access National Corporation (the Company) may contribute, at its discretion, a percentage of the participant’s salary deferral contribution, to be determined each year (the employer match). An employer matching contribution of 50% of the compensation deferred was made in 2006 for all participants.
Participant Accounts: Each participant’s account is credited with the participant’s contribution, the employer’s contributions and an allocation of Plan earnings. Allocations are based on participant account balances, as defined. 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 voluntary and rollover contributions plus actual earnings thereon. Vesting in the remainder of the accounts is based on years of service. Participants become 100% vested in the employer match and earnings thereon after completion of three years of credited service.
         
Number of Years of    
Vesting Service   Vested Interest
Less than 3 years
    0 %
3 years
    100 %
Payment of Benefits: Upon termination of service, death, disability or retirement, a participant may elect to receive an amount equal to the value of the participant’s vested interest in his or her account. Benefit payments are distributed in one of the following forms: a joint and survivor annuity, a lump sum payment or installment payments.

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ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2006
NOTE 1 — DESCRIPTION OF PLAN (Continued)
Investment Options: All assets in the Plan are directed by individual participants. Participants are given the option to direct account balances and all contributions into mutual funds, money market funds and personal brokerage accounts. The Company’s common stock is not a direct investment option and can only be acquired through the personal brokerage account.
Loans: Loans secured by participants’ Plan accounts shall be permitted under the Plan. Loans are limited to the lesser of $50,000 or 50% of the participant’s vested interest in the Plan and not to exceed a term of more than five years, unless the loan is for the purchase of a principal residence. Loan principal and interest payments are made in accordance with the note’s amortization schedule, and made via payroll deductions.
Forfeitures: Forfeitures represent the non-vested portion of the participant’s account plus earnings thereon that are not fully distributable to participants who terminate employment before they are 100% vested. Forfeitures are used to reduce the future contributions to the Plan. As of December 31, 2006 forfeitures of $52,601 were available. No forfeitures were used to reduce the employer matching contribution for the plan year ended December 31, 2006.
NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method: The Plan’s financial statements are prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles.
Investments: The investments held by the Plan are shown at fair value with an adjustment to contract value for fully benefit responsive guaranteed investment contracts. The Plan’s investments in mutual funds are valued based on quoted market prices as of the end of the plan year. The self-directed brokerage accounts consist of common stock and mutual funds, stated at fair value, based on quoted market prices. Loans to participants are valued at their outstanding balances, which approximates fair value. Purchases and sales are recorded on a trade date basis.
As of December 31, 2006, the Plan adopted Financial Accounting Standards Board (FASB) Staff Position FSP AAG INV-1 and Statement of Position No. 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the FSP). The FSP requires the Statement of Net Assets Available for Benefits present the fair value of the Plan’s investments as well as the adjustment from fair value to contract value for the fully benefit-responsive investment contracts. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis for the fully benefit-responsive investment contracts. The FSP was applied retroactively to the prior period presented on the Statement of Net Assets Available for Benefits as of December 31, 2005.
Contract value for the fully benefit-responsive guaranteed investment contract represents contributions plus earnings, less withdrawals by participants. The average crediting interest rate for 2006 was 4.4% and the average yield was 4.55%. The crediting interest rate may be reset quarterly and is determined by the issuer based on several agreed upon criteria, but cannot be less than 0%.

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NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Payment of Benefits: Benefits are recorded when paid.
Risk and Uncertainties: The Plan provides for various investment options including any combination of certain mutual funds, common stock of the Company, or common/collective trust funds. The underlying 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 and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statement of net assets available for benefits and participants’ individual account balances.
Reclassifications: Certain reclassifications have been made to the prior year to conform to current year presentation.
Use of Estimates: The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures, and actual results may differ from these estimates.
NOTE 3 — RIGHTS UPON 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 to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants would become 100% vested in their accounts.
NOTE 4 — INVESTMENTS
The following presents investments that represent 5 percent or more of the Plan’s net assets at December 31, 2006 and 2005:
                 
    2006   2005
American Funds Wash Mutual Invest R5
  $ 303,900     $ 213,372  
American Funds Cap World Growth & Income R5
    833,664       549,949  
Dodge Cox Income Fund
    256,737       188,844  
Metropolitan Life Ins Co — GIC
    331,759       222,384  
Vanguard 500 Index Fund
    875,749       652,661  
Vanguard small Cap Growth Index
    291,428       237,355  
Vanguard Mid-Cap Index Fund Investor Shares
    356,884       261,863  
Self-directed brokerage accounts
    687,049       460,451  
 
               
     
 
  $ 3,937,170     $ 2,786,879  
     

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NOTE 4 — INVESTMENTS (Continued)
During 2006 the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value by $351,453 as follows:
         
    December 31,  
    2006  
Mutual Funds
  $ 483,421  
Self-directed brokerage accounts
    (131,968 )
 
       
 
     
Total
  $ 351,453  
 
     
NOTE 5 — PARTIES-IN-INTEREST
Parties-in-interest are defined under Department of Labor Regulations as any fiduciary of the Plan, and party rendering services to the Plan, the employer, and certain others. Certain professional fees for the administration of the Plan were paid by the Company. Fees paid by the Plan to Columbia Benefits Consultants Inc., the Plan record keeper, and Mid-Atlantic Trust Company, the Custodian, totaled $40,880 for 2006.
NOTE 6 — TAX STATUS
The Internal Revenue Service has determined and informed the Company, by a letter dated February 12, 2003, that the Plan and related trust are designed in accordance with applicable sections of the Code.
The Plan has been amended since receiving the determination letter. However, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code.

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SUPPLEMENTAL SCHEDULE
ACCESS NATIONAL CORPORATION 401(k) PLAN
EIN 82-0545425, Plan 002
Schedule of Assets Held for Investment Purposes
As of December 31, 2006
             
        Current  
Description of Asset/Identity of Issue   Value  
 
  Mutual Funds        
 
  American Funds Cap World Growth & Income R5   $ 833,664  
 
  Dodge & Cox Balanced Fund     87,538  
 
  Dodge & Cox Income Fund     256,737  
 
  Fidelity Comwlth Tr Sml Cp Stk     71,969  
 
  Fidelity Mid-Cap Stock Fund     123,862  
 
  American Funds Growth Fund of America R5     139,251  
 
  American Funds Income Fund of America R5     12,368  
 
  T Rowe Price Equity Income     51,524  
 
  T Rowe Price Blue Chip Growth     96,746  
 
  T Rowe Price Mid Cap Value     88,714  
 
  Royce Special Equity Fund     18,947  
 
  Vanguard Short Term Federal Fund     1,731  
 
  Vanguard 500 Index Fund     875,749  
 
  Vanguard Small Cap Growth Index     291,428  
 
  Vanguard Mid-Cap Index Fund Investor Shares     356,884  
 
  American Funds Wash Mutual Invest R5     303,900  
 
  Pioneer High Yield Fund A     20,090  
 
  Vanguard Short Term Bond Index Fund Investor Shares     163,847  
 
           
 
         
 
 
Total Mutual Funds
    3,794,949  
             
                              
       
*
  Metropolitan Life Ins Co - GIC     331,759  
**
  Self-directed brokerage accounts     687,049  
***
  Participant Loans with interest from 6% to 9.25%     33,675  
 
           
 
         
 
  Total Assets held for investment purposes   $ 4,847,432  
 
         
 
*   Indicates Guaranteed investment contract.
 
**   Self-directed brokerage accounts include stock of the Plan sponsor, Access National Corporation, a party-in-interest to the Plan.
 
***   Indicates a party-in-interest to the Plan.

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Access National Corporation 401(k) Plan
EIN 82-0545425, Plan 002
Schedule of Delinquent Participant Contributions
December 31, 2006
                                         
                                    Total That Constitute
    Participant Contributions                           Non-Exempt
    Transferred Late to   Not           Pending   Prohibited
    Plan During Year   Corrected   Corrected   Correction   Transactions
 
2006
  $ 283.27       0     $ 283.27       0     $ 283.27  
 

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the Access National Corporation 401(k) Profit Sharing Plan have duly caused this annual report to be signed by the undersigned hereunto duly authorized.
         




Date: June 29, 2007
ACCESS NATIONAL CORPORATION
401(k) PROFIT SHARING PLAN


 
 
  By:   /s/ Michael W. Clarke    
    Michael W. Clarke   
    President and Chief Executive Officer
Access National Corporation,
Trustee 
 

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