SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended JUNE 30, 2001 or [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission file number 0-5151 A) Full title of the plan: SALARIED EMPLOYEES' SAVINGS PLAN 401(k) B) Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: FLEXSTEEL INDUSTRIES, INC., P.O. BOX 877, DUBUQUE, IA 52004-0877 THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Salaried Employees' Savings Plan 401(k) --------------------------------------- (Name of Plan) Date: September 21, 2001 /S/ R. J. KLOSTERMAN --------------------------------------- R.J. Klosterman VICE PRESIDENT OF FINANCE AND PRINCIPAL FINANCIAL OFFICERINDEPENDENT AUDITORS' REPORT Flexsteel Industries, Inc. Salaried Employees' Savings Plan 401(k) Dubuque, Iowa We have audited the accompanying statements of net assets available for benefits of the Flexsteel Industries, Inc. Salaried Employees' Savings Plan 401(k) (the Plan) as of June 30, 2001 and 2000 and the related statements of changes in net assets available for benefits for each of the three years in the period ended June 30, 2001. 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 auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of June 30, 2001 and 2000 and the changes in net assets available for benefits for each of the three years in the period ended June 30, 2001 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 schedule of assets held for investment purposes as of June 30, 2001 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is 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 schedule is the responsibility of the Plan's management. Such supplemental schedule has been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. DELOITTE & TOUCHE LLP September 14, 2001 2
Flexsteel Industries, Inc. Salaried Employees' Savings Plan 401(k) Statements of Net Assets Available for Benefits June 30, 2001 and 2000 2001 2000 ------------- ------------- Assets Cash $ 26,565 $ 26,090 Investments: Flexsteel Industries, Inc. common stock 1,630,885 1,634,138 Mutual funds 17,549,504 18,020,757 Employer contributions receivable 14,276 14,250 Employee contributions receivable 100,872 100,119 ------------ ------------ Net Assets Available for Benefits $ 19,322,102 $ 19,795,354 ============ ============ Flexsteel Industries, Inc. Salaried Employees' Savings Plan 401(k) Statements of Changes in Net Assets Available For Benefits Years Ended June 30, 2001, 2000, and 1999 2001 2000 1999 ------------ ------------ ---------- Additions: Employee contributions $ 1,501,871 $ 1,344,575 $ 1,220,398 Employer contributions 223,361 207,693 188,931 Investment (loss) income (524,182) 608,545 333,692 Net (depreciation) appreciation in fair value of assets (1,209,391) (624,362) 1,322,122 ----------- ----------- ----------- Total additions (8,341) 1,536,451 3,065,143 Distributions (464,911) (491,160) (574,532) ----------- ----------- ----------- Net (decrease) increase (473,252) 1,045,291 2,490,611 Net assets available for benefits at beginning of year 19,795,354 18,750,063 16,259,452 ----------- ----------- ----------- Net assets available for benefits at end of year $19,322,102 $19,795,354 $18,750,063 =========== =========== =========== See Notes to the Financial Statements. 3
FLEXSTEEL INDUSTRIES, INC. SALARIED EMPLOYEES' SAVINGS PLAN 401(K) NOTES TO THE FINANCIAL STATEMENTS 1) PLAN DESCRIPTION The Flexsteel Industries, Inc. Salaried Employees' Savings Plan 401(k) (the "Plan") was established in 1985 by Flexsteel Industries, Inc. (the "Company"). The Plan is available to certain salaried, sales and office employees that have one year of eligible service and have reached the age of twenty-one. Participation is voluntary. The Plan allows eligible employees to elect to have from 1% to 14% (sales personnel are subject to a 4% maximum) of their basic pre-tax pay contributed to the Plan. Employee contributions are subject to a maximum of $10,500 in calendar year 2001 by law. The Company contributes an amount equal to 25% of the first 4% of pay the employee contributes. Participant and Company basic contributions are 100% vested. The Company, at its option, may also contribute additional amounts to be allocated amongst all participants based on the participants' pay; such additional company contributions vest over 7 years (20% after 3 years, 40% after 4 years, 60% after 5 years, 80% after 6 years, and 100% after 7 years). Plan participants direct their contributions to any of the twelve investment accounts available: 1) The FLEXSTEEL INDUSTRIES, INC. COMMON STOCK FUND, which consists of the Company's common stock. 2) A GUARANTEED INTEREST ACCOUNT, which is an insurance company account that provides a guaranteed interest rate for a five-year period. 3) A MONEY MARKET ACCOUNT, which is an insurance company account primarily invested in commercial paper with maturities of one year or less. 4) A PRIVATE MARKET BOND AND MORTGAGE ACCOUNT, which is an insurance company account that provides for competitive yield debt securities. 5) A BOND EMPHASIS BALANCED ACCOUNT, which invests primarily in other separate accounts made up of stocks, bonds, convertibles, and cash. It usually maintains at least 50% of assets in fixed-income securities. 6) A LARGE CAP STOCK INDEX FUND, which is a pooled investment account invested in the common stock of those firms included in the Standard & Poor's 500 Stock Index. 7) A LARGE COMPANY GROWTH ACCOUNT, which primarily invests in larger companies that management believes have an above-average potential for growth of capital, earnings and dividends. 8) A LARGE COMPANY BLEND ACCOUNT, which consists of common stock and other equity securities, and also may include short-term money market instruments, cash or cash equivalents. 9) A MID CAP STOCK INDEX FUND, which is a pooled investment account invested in the common stock of those firms included in the Standard & Poor's 400 Mid Cap Stock Index. 10) A SMALL COMPANY BLEND STOCK FUND, which invests in stocks of smaller seasoned companies. 11) A SMALL COMPANY GROWTH STOCK FUND, which invests in stocks of smaller developing companies. 12) An INTERNATIONAL STOCK ACCOUNT, which invests in stocks of companies in Western Europe and Asia. Assets of the Plan are held by a "Custodian," the Principal Mutual Life Insurance Company, except for the Flexsteel Industries, Inc. Common Stock Fund that is held by the American Trust & Savings Bank of Dubuque, Iowa (the "Trustee"). The Plan is administered by a committee appointed by the Board of Directors of the Company. All administrative expenses are paid by the Company. Distributions are paid upon retirement, termination of employment, death, disability, or in hardship cases. Non-vested contributions revert to the Company upon termination of employment. Upon termination of the Plan, participant accounts become fully vested and non-forfeitable. 4
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) 2) SIGNIFICANT ACCOUNTING POLICIES The Plan uses the accrual basis of accounting. Investments in common stock are recorded at the market value based on market quotations. Other investments are stated at market value as determined by the Trustee and Custodian based on the market value of the funds and the participation in each fund. The cost of investments sold is determined by the average cost method. 3) INCOME TAXES The Plan has received a determination from the Internal Revenue Service that the Plan is exempt from Federal income taxes. Participants are not taxed currently on their contributions or on Company contributions to the Plan. Distributions to participants generally are subject to Federal and State income tax at the time of distribution; certain distributions may receive more favorable tax treatment. 4) INVESTMENTS Investments that represent 5% or more of the Plan's net assets are as follows: June 30, 2001 June 30, 2000 ------------- ------------- Flexsteel Industries, Inc. Common Stock Fund (136,134 and 133,399 shares, respectively) $ 1,630,885 $ 1,634,138 Guaranteed Interest Account 4,324,412 4,150,100 Private Market Bond and Mortgage Account 1,384,135 1,003,210 Large Cap Stock Index Fund 1,742,834 2,073,823 U.S. Common Stock Fund 5,806,018 Large Company Blend Account 4,612,396 Small Company Blend Stock Fund 1,491,528 1,211,439 Small Company Growth Stock Fund 973,136 International Stock Account 1,074,698 1,413,129 5
SUPPLEMENTAL SCHEDULE FLEXSTEEL INDUSTRIES, INC. SALARIED EMPLOYEES' SAVINGS PLAN 401(k) SCHEDULE H, PART IV, LINE 4I - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES JUNE 30, 2001 Flexsteel Industries Common Stock Fund $ 1,630,885 Guaranteed Interest Account 4,324,412 Money Market Account 543,263 Private Market Bond and Mortgage Account 1,384,135 Bond Emphasis Balanced Account 196,925 Large Cap Stock Index Fund 1,742,834 Large Company Growth Account 862,150 Large Company Blend Account 4,612,396 Mid Cap Stock Index Fund 589,012 Small Company Blend Stock Fund 1,491,528 Small Company Growth Stock Fund 728,151 International Stock Account 1,074,698 ------------- $ 19,180,389 =============
CONSENT OF INDEPENDENT AUDITORS Flexsteel Industries, Inc.: We consent to the incorporation by reference in Registration Statement No. 33-1836 on Form S-8 as amended by Post-Effective Amendment No. 1 for the Flexsteel Salaried Employees' Savings Plan 401(k) of our report dated September 14, 2001 appearing in the Annual Report on Form 11-K of the Flexsteel Salaried Employees' Savings Plan 401(k) for the year ended June 30, 2001. DELOITTE & TOUCHE LLP Minneapolis, Minnesota September 20, 2001