a50662140.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 11-K
 
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
(Mark One)
 
x
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
   
For the fiscal year ended December 31, 2012
 
   
or
 
   
o
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
   
For the transition period from _______ to _______
 
   
Commission file number 1-3619
 
   
A.
Full title of the Plan and the address of the plan, if different from that of the issuer named below:
 
   
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
 
   
B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
 
PFIZER INC.
235 EAST 42ND STREET
NEW YORK, NEW YORK 10017
 
 
 

 
 
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
DECEMBER 31, 2012 AND 2011
 
INDEX
 
   
Page
     
Report of Independent Registered Public Accounting Firm
1
     
FINANCIAL STATEMENTS
 
Statements of Net Assets Available for Plan Benefits as of December 31, 2012 and 2011
2
Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 2012 and 2011
3
Notes to Financial Statements
4–16
   
   
SUPPLEMENTAL SCHEDULES
 
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2012
17
Schedule H, Line 4j - Schedule of Reportable Transactions for the Year Ended December 31, 2012
18
Signature
19
   
   
EXHIBIT
   
23.1
--    Consent of Independent Registered Public Accounting Firm
20
 
 
 

 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 
To the Savings Plan Committee
Pfizer Savings Plan for Employees Resident in Puerto Rico:
 
We have audited the accompanying statements of net assets available for plan benefits of the Pfizer Savings Plan for Employees Resident in Puerto Rico (Plan) as of December 31, 2012 and 2011, and the related statements of changes in net assets available for plan benefits for each of the years then ended. 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 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, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 2012 and 2011, and the changes in net assets available for plan benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
 
Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2012 and Schedule H, Line 4j - Schedule of Reportable Transactions for the Year Ended December 31, 2012 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. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.
 
  /s/ KPMG LLP
   
Memphis, Tennessee
 
June 26, 2013
 
 
 
1

 
 
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
As of December 31, 2012 and 2011
 
   
December 31,
(in thousands of dollars)
 
2012
   
2011
 
   
           
Assets:
           
Investments, at fair value:
           
Pfizer Inc. common stock
  $ 54,778     $ 43,820  
Pfizer Inc. preferred stock
    2,626       2,497  
Common/collective trust funds
    93,812       82,796  
Mutual funds
    51,809       44,791  
Fixed income funds
    12,385       19,623  
        Total investments, at fair value
    215,410       193,527  
                 
Receivables:
               
Participant contributions
    2       -  
Company contributions
    84       35  
Notes receivable from participants
    9,802       10,706  
Securities sold
    27       600  
 Interest
    -       81  
        Total receivables
    9,915       11,422  
Total assets
    225,325       204,949  
   
               
Liabilities:
               
Pending trade purchases
    208       267  
Investment management fees payable
    13       20  
Other
    21       -  
Total liabilities
    242       287  
   
               
Net assets available for plan benefits before adjustment
    225,083       204,662  
   
               
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
    (3,083 )     (3,216 )
                 
Net assets available for plan benefits
  $ 222,000     $ 201,446  
 
See accompanying Notes to Financial Statements.
 
 
2

 
 
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
For the Years Ended December 31, 2012 and 2011
 
   
Year Ended December 31,
(in thousands of dollars)
 
2012
   
2011
 
  
           
Additions/(reductions):
           
Additions/(reductions) to net assets attributed to:
           
Investment income:
           
Net appreciation in investments
  $ 17,454     $ 7,271  
Pfizer Inc. common stock dividends
    1,864       1,649  
Pfizer Inc. preferred stock dividends
    108       125  
Interest and dividend income from other investments
    3,100       3,232  
          Total investment income
    22,526       12,277  
    Interest income from notes receivable from participants
    443       543  
Less: Investment management, redemption and loan fees
    (19 )     (51 )
         Net investment and interest income 
    22,950       12,769  
  
               
Contributions:
               
Participant
    13,974       13,946  
Company
    6,660       5,374  
          Total contributions
    20,634       19,320  
 Total additions, net
    43,584       32,089  
  
               
Deductions:
               
Deductions from net assets attributed to:
               
Benefits paid to participants
    (23,030 )     (27,972 )
  
               
Net increase
    20,554       4,117  
                 
Net assets available for plan benefits:
               
Beginning of year
    201,446       197,329  
End of year
  $ 222,000     $ 201,446  
 
See accompanying Notes to Financial Statements.
 
 
3

 
 
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
Notes to Financial Statements
December 31, 2012 and 2011

 
1.     Description of the Plan
 
The Pfizer Savings Plan for Employees Resident in Puerto Rico (the Plan), originally adopted in 1990 as the Pfizer Savings and Investment Plan for Employees Resident in Puerto Rico, is a defined contribution retirement savings plan. Participation in the Plan is open to any employee of Pfizer Pharmaceuticals LLC (the Plan Sponsor) or an affiliate which has, with the consent of the Plan Sponsor or Pfizer Inc. (the Parent), adopted the Plan (Participating Employers) and who is included within a group or class designated by the Plan Sponsor as set forth in the Plan document. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA), and the New Puerto Rico Internal Revenue Code, Act No. 1 of January 31, 2011 (the Puerto Rico Code).
 
Under the Puerto Rico Code, any qualified plan involving pre-tax contributions of cash or deferred compensation arrangements must comply with one of two nondiscrimination tests. For the years ended December 31, 2012 and 2011, the Plan complied with both tests.
 
The following is a general description of certain provisions of the Plan. Participants should refer to the Plan document for more complete information.
 
Plan Administration
 
The Savings Plan Committee of the Parent monitors and reports on the selection and termination of the trustee, custodian, and investment managers and on the investment activity and performance of the Plan.
 
Administrative Costs
 
In general, except for investment management fees, redemption fees and loan fees associated with certain investment fund options, costs and expenses of administering the Plan are paid and absorbed by the Plan or the Plan Sponsor and Participating Employers (collectively, the Company).
 
Contributions
 
Participants may elect to make contributions on a before-tax basis or after-tax basis from 1% to 10% in whole percentages of their compensation, as defined in the Plan document. Before-tax contributions are subject to certain restrictions under the Puerto Rico Code. Any contributions, for which the participant does not provide investment direction, are invested in the Plan’s default investment fund option, which is the Target Retirement Trust Fund based on year of birth. For all participants, contributions of up to 3% of compensation are matched 100% by the Company and the next 3% are matched 50% by the Company. Participant contributions in excess of 6% are not matched.
 
The Company matching formula for participants in the former Pharmacia Puerto Rico Savings Plan was 100% of the first 5% and remained in effect under the Plan through December 31, 2011.
 
The Company matching formula for participants in the former Wyeth Savings Plan – Puerto Rico was 50% of the first 6% of base pay and remained in effect under the Plan through December 31, 2011.
 
Plan amendments to the Wyeth Savings Plan – Puerto Rico provided that all active participants and participants on approved leave of absence as of October 16, 2009 became 100% vested in any unvested company matching contributions that had been earned in the Wyeth Savings Plan – Puerto Rico through that date and 100% vesting on all future Company matching contributions. Unvested matching contributions earned by a participant in the Wyeth Savings Plan – Puerto Rico who was not actively employed on October 16, 2009 remain subject to the five year vesting schedule set forth below until the time he or she becomes eligible to participate in the Plan (i.e., upon rehire by the Company).
 
 
4

 
 
Effective January 1, 2011, the Plan was amended to include a retirement savings contribution (RSC) for employees hired, rehired or transferred from certain positions on or after January 1, 2011 who are not eligible for the Pfizer Consolidated Pension Plan for Employees Resident in Puerto Rico. On May 8, 2012, the Company announced to employees that as of January 1, 2018, the Company will transition its U.S. and Puerto Rico employees from its defined benefit plans to an enhanced defined contribution savings plan. The RSC provides an additional annual employer-provided contribution based on age and service and is generally subject to three-year cliff vesting. In February 2012, the Company funded the RSC for plan year 2011 in the amount of approximately $35,000. In February 2013, the Company funded the RSC for plan year 2012 in the amount of approximately $84,000.
 
Section 1081.01(d) of the Puerto Rico Code contains provisions to gradually increase the maximum limits that may be deferred by participants as before-tax cash contributions to a qualified plan as follows:
 
Years
 
Amount
Beginning on January 1, 2011
  $ 10,000  
Beginning on January 1, 2012
    13,000  
Beginning on January 1, 2013
    15,000  
 
Participant Accounts and Vesting
 
Each participant's account is credited with the participant's contributions, allocations of the Company's contributions and Plan earnings/(losses). Allocations are based on participant earnings/(losses) or account balances, as defined in the Plan. Participants are immediately vested in the full value of their account (i.e., participant's and Company's matching contributions) other than the RSC. Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions. At December 31, 2012 and 2011, forfeited nonvested accounts available to reduce future employer contributions totaled approximately $62,000 and $45,000, respectively.
 
Rollovers into Plan
 
Participants may elect to roll over one or more account balances from qualified plans.
 
Investment Options
 
Non-Participant Directed Funds –
 
Pfizer Stock
This fund invests Company matching contributions in the common stock of Pfizer Inc.
Match Fund    
   
All Plan participants can diversify 100% of their Company matching contributions into any of the other available investment funds at any time after the contributions have been made to their account.
     
   
The fund may target a cash position up to 0.25% of the fund balance for purposes of liquidity.
     
Pfizer Preferred
Stock Fund
This fund holds investments in the preferred stock of Pfizer Inc. which were allocated to participants in the Pharmacia Savings Plan for Employees Resident in Puerto Rico before the merger of that plan into the Pfizer Savings Plan for Employees Resident in Puerto Rico. Dividends paid to the participants’ Pfizer Preferred Stock Fund accounts are substituted for an allocation of Pfizer Inc. common stock.
 
 
5

 
 
Participant Directed Funds – Each participant in the Plan elects to have his or her contributions invested in any one or combination of investment funds in the Plan.
 
The Plan's trust agreement provides that any portion of any of the investment funds may, pending its permanent investment or distribution, be invested in short-term investments.
 
Eligibility
 
All employees of the Company who are employed within the Commonwealth of Puerto Rico, except certain employees who are covered by a collective bargaining agreement and have not negotiated to participate in the Plan or are employed by a unit not designated for participation in the Plan, are eligible to enroll in the Plan on their date of hire.
 
On December 31, 2009, the Pharmacia Savings Plan for Employees Resident in Puerto Rico (Pharmacia Puerto Rico Savings Plan) was merged into the Plan. Participants eligible to participate in or who held balances in the Pharmacia Puerto Rico Savings Plan became eligible to participate in the Plan. Participant balances of the Pharmacia Puerto Rico Savings Plan were transferred into investment options offered by the Plan as of the merger date.
 
On October 1, 2010, the Wyeth Savings Plan – Puerto Rico was merged into the Plan. Participants eligible to participate in or who held balances in the Wyeth Savings Plan – Puerto Rico became eligible to participate in the Plan. Participant balances of the Wyeth Savings Plan – Puerto Rico were transferred into investment options offered by the Plan as of the merger date.
 
Effective January 1, 2012, the former participants in the Pharmacia Savings Plan for Employees Resident in Puerto Rico and the Wyeth Savings Plan – Puerto Rico began receiving matching contributions in accordance with the Pfizer match contribution formula instead of the legacy-Pharmacia or legacy-Wyeth matching contribution formula.
 
Effective January 1, 2012 participants in the Searle Puerto Rico Savings Plan 1165(e), other than those located in Caguas, Puerto Rico, began participating in the Pfizer Savings Plan for Employees Resident in Puerto Rico. Participants located in Caguas remained in the Searle Puerto Rico Savings Plan 1165(e).
 
Notes Receivable from Participants
 
Plan participants are permitted to borrow against their account balances. The minimum amount a participant may borrow is $1,000 and the maximum amount is the lesser of 50% of the account balance reduced by any current outstanding loan balance, or $50,000, reduced by the highest outstanding loan balance in the preceding 12 months.
 
Under the terms of the Plan, loans must be repaid within five years, unless the funds are used to purchase a primary residence. Primary residence loans must be repaid within 15 years. The interest rate on all loans is based on the prime rate plus 1%. Interest rates on outstanding loans ranged from 4.25% to 9.50% at December 31, 2012 and 2011, respectively.
 
Interest paid by the participant is credited to the participant’s account. Interest income from notes receivable from participants is recorded by the trustee as earned in the non-participant and participant directed funds in the same proportion as the original loan issuance. Repayments may not necessarily be made to the same fund from which the amounts were borrowed. Repayments are credited to the applicable funds based on the participant’s investment elections at the time of repayment.
 
 
6

 
 
In the event of termination, participants will have 90 days to repay the loan before the loan is considered taxable to the participant. An additional 10% penalty tax may also apply.
 
Benefit Payments
 
Upon separation from service, retirement or disability, a participant is entitled to receive the full value of the account balance in the form of a lump sum distribution. A participant generally may elect to receive his or her account balance at any time up to the later of 13 months after termination or age 65, subject to the provisions of the Plan. In the event of a participant's death, a spouse beneficiary generally may elect an immediate lump sum payment or defer payments until the later of 13 months from the date of death or when the participant would have reached age 65. A non-spouse beneficiary generally may elect an immediate lump sum payment or defer payment until 13 months from the date of the participant's death.
 
In-Service Withdrawals
 
Participants in the Plan may make in-service or hardship withdrawals from their account balances subject to the provisions of the Plan.
 
Plan Termination
 
The Plan Sponsor and the Parent expect to continue the Plan indefinitely, but reserve the right to amend, suspend or discontinue it in whole or in part at any time by action of the Plan Sponsor's Managers or the Board of Directors of the Parent or the authorized designee(s) of either of them. In the event of termination of the Plan, each participant shall be entitled to the full value of his or her account balance as though he or she had retired as of the date of such termination. No part of the invested assets established pursuant to the Plan will at any time revert to the Company, except as otherwise permitted under ERISA.
 
2.     Summary of Significant Accounting Policies
 
Basis of Accounting
 
The financial statements of the Plan are prepared on the accrual basis of accounting. Benefit payments are recorded when paid.  For treatment on Form 5500 of benefits processed and approved for payment prior to December 31st but not yet paid as of that date, refer to Note 9.
 
Investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required, the accompanying statements of net assets available for plan benefits present the fair value of the investment contracts, as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The statements of changes in net assets available for plan benefits are prepared on a contract value basis.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Plan management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, the reported amounts of increases and decreases to net assets during the reporting period, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
 
 
7

 
 
Investment Valuation
 
Pfizer Inc. common stock is valued at the closing market price on the last business day of the year. Common/collective trust funds (CCT), except for the investment in the T. Rowe Price Stable Value Common Trust Fund, are stated at redemption value as determined by the trustees of such funds based upon the underlying securities stated at fair value. The T. Rowe Price Stable Value Common Trust Fund represents a common/collective trust fund with an underlying investment in guaranteed investment contracts (GICs), synthetic investment contracts (SICs), separate account contracts (SACs) and other similar instruments (collectively, investment contracts). The fixed income fund represents direct investments in GICs. The investment contracts within the T. Rowe Price Stable Value Common Trust Fund, as well as the GICs held directly, are reported at fair value by the issuer insurance companies and banks with an appropriate adjustment to report such contracts at contract value because these investments are fully benefit-responsive. Mutual funds are recorded at fair value based on the closing market prices obtained from national exchanges of the underlying investments of the respective fund as of the last business day of the year. See Note 5 for additional information.
 
Pfizer Inc. preferred stock provides dividends at the annual rate of 6.25% and is convertible at the holder’s option into 2.57487 shares of Pfizer Inc. common stock. The preferred stock may also be redeemed by Pfizer Inc. at a per-share equivalent stated value of $40.30. Pfizer Inc. preferred stock is valued using the higher of the per-share equivalent stated value of $40.30 or the quoted market price of Pfizer Inc. common stock multiplied by 2.57487 on the last business day of the Plan year (preferred stock share balances maintained by the Plan’s trustee and recordkeeper are on a basis equal to a multiple of 1,000 of the share balance and one-thousandth of the $40,300 stated value). Pfizer Inc. preferred stock was valued at $64.58 and $55.72 at December 31, 2012 and 2011, respectively, based on the closing Pfizer Inc. common stock price of $25.08 and $21.64 on December 31, 2012 and 2011, respectively.
 
See Note 7 for additional information regarding the fair value of the Plan’s investments.
 
Notes Receivable from Participants
 
Notes receivable from participants, which are subject to various interest rates, are recorded at amortized cost.
 
Risks and Uncertainties
 
Investment securities, including Pfizer Inc. common and preferred stock, 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 their fair values could 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 plan benefits.
 
Investment Transactions
 
Purchases and sales of securities are reflected on a trade-date basis. Dividend income is recorded on the ex-dividend date. Interest income is recorded as earned.
 
Net Appreciation in Investments
 
The Plan presents, in the statements of changes in net assets available for plan benefits, the net appreciation in the value of its investments which consists of the realized gains and losses and the unrealized gains and losses on those investments, and the change in contract value of the fund holding investments in GICs and for GICs held directly. Realized gains and losses on sales of investments represent the difference between the net proceeds and the cost of the investments (average cost if less than the entire investment is sold). Unrealized gains and losses on investments represent the change in the difference between the cost of the investments and their fair value at the end of the year. 
 
 
8

 
 
Adoption of New Accounting Standard
 
In May 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-04, which is an amendment to the guidelines on the measurement and disclosure of fair value that is consistent between U.S. GAAP and International Financial Reporting Standards. The adoption of this new standard did not have a significant impact on the Plan’s financial statements.
 
3.    Tax Status
 
The Puerto Rico Department of Treasury has determined and informed the Plan Sponsor by letter dated May 28, 2008 that the Plan and related trust are designed in accordance with the applicable sections of the Puerto Rico Code. The Plan has been amended since receiving the determination letter. However, the plan administrator and the Plan Sponsor's counsel believe that the Plan is designed and is currently being operated in compliance with all of the applicable requirements of the Puerto Rico Code. Accordingly, no provision has been made for Puerto Rico income taxes in the accompanying financial statements.
 
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 Puerto Rico Department of the Treasury. The Plan Sponsor’s tax division and the Plan Sponsor’s counsel have confirmed that there are no uncertain positions 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. The plan administrator believes it is generally no longer subject to income tax examinations for years prior to 2009.
 
Contributions made to the Plan by the Company, including pre-tax contributions made on the participants' behalf and any appreciation on all funds in the participants' accounts, are not taxable to the participants under current Puerto Rico income tax law while these amounts remain in the Plan and the Plan maintains its qualified status.
 
4.     Investments
 
The fair value of individual investments that represented 5% or more of the Plan's net assets available for plan benefits were as follows: 
 
       
     
December 31,
 
(thousands of dollars)
 
2012
   
2011
 
               
 
Pfizer Inc. common stock*
  $ 54,778     $ 43,820  
 
T. Rowe Price Stable Value Common Trust Fund, at contract value
    57,106       51,313  
 
Northern Trust S&P 500 Equity Index Fund
    16,105       14,463  
 
*
Includes 1,026,993 non-participant directed shares and 1,157,124 participant directed shares at December 31, 2012 and 886,450 non-participant directed shares and 1,138,486 participant directed shares at December 31, 2011.
 
 
9

 
 
The Plan's investments (including gains and losses on investments sold, as well as held during the year) appreciated/(depreciated) in value as follows:
 
       
     
Year Ended December 31,
 
(thousands of dollars)
 
2012
   
2011
 
 
   
           
 
Net appreciation/(depreciation) in investments:
           
 
Pfizer Inc. common stock
  $ 7,311     $ 8,536  
 
Pfizer Inc. preferred stock
    373       522  
 
Mutual funds
    6,372       (2,792 )
 
Common/collective trust funds
    3,398       1,005  
      $ 17,454     $ 7,271  
 
5.      Investment Contracts
 
The T. Rowe Price Stable Value Fund consists primarily of fully benefit-responsive GICs held directly in the T. Rowe Price Fixed Income Fund and GICs, SICs and SACs within the T. Rowe Price Stable Value Common Trust Fund, which is a collective trust fund that invests primarily in fully benefit-responsive contracts. The contract value of the investment contracts represents contributions made under the contract and related earnings offset by participant withdrawals. There are no reserves against contract value for credit risk of the contract issuers or otherwise.
 
At December 31, 2012 and 2011, the Plan held GICs directly with insurance companies with a contract value of approximately $12 million and $18 million, respectively. The average portfolio yields for the years ended December 31, 2012 and 2011 were approximately 5.22% and 5.00%, respectively. The crediting interest rates for the years ended December 31, 2012 and 2011 were approximately 5.65% and 5.60%, respectively.
 
At December 31, 2012 and 2011, the contract value of the Plan’s investments in the T. Rowe Price Stable Value Common Trust Fund was approximately $57 million and $51 million, respectively. The average portfolio yields for the years ended December 31, 2012 and 2011 for the T. Rowe Price Stable Value Common Trust Fund were approximately 2.36% and 2.69%, respectively. The crediting interest rates for the years ended December 31, 2012 and 2011 were approximately 2.45% and 2.97%, respectively.
 
Traditional investment contracts, such as GICs, provide for a fixed return on principal invested for a specified period of time. The issuer of a traditional contract is a financially responsible counterparty, typically an insurance company, bank, or other financial services institution. The issuer accepts a deposit from a benefit plan or collective trust fund and purchases investments, which are held by the issuer. The issuer is contractually obligated to repay principal and interest at the stated coupon rate to the plan or collective trust fund, and guarantees liquidity at contract value prior to maturity for routine permitted participant-initiated withdrawals from a stable value fund that holds these investment contracts. "Permitted participant-initiated withdrawals" mean withdrawals from the stable value fund which directly result from participant transactions which are allowed by a benefit plan, such as participant withdrawals for benefits, loans, or transfers to other funds or trusts within the benefit plan. In contrast to traditional investment contracts, the investments underlying a synthetic structure are owned by the Plan. SICs consist of a portfolio of underlying assets owned by a benefit plan and a wrap contract issued by a financially responsible third party, typically an insurance company, bank or other financial services institution. The issuer of the wrap contract provides for unscheduled withdrawals from the contract at contract value, regardless of the value of the underlying assets, in order to fund routine permitted participant-initiated withdrawals from a stable value fund.  SICs provide for a variable crediting rate, which typically resets at least quarterly, and the issuer of the wrap contract provides assurance that future adjustments to the crediting rate cannot result in a crediting rate less than zero.
 
 
10

 
 
SACs share certain attributes of both traditional and synthetic investment contracts. A SAC is a contract with a financially responsible counterparty, typically an insurance company. The issuer guarantees liquidity at contract value for permitted participant-initiated withdrawals from the collective trust fund and provides for a variable crediting rate, not less than zero, based on performance of an underlying portfolio of investments. The issuer accepts a deposit of cash and/or securities from the collective trust fund to create the underlying fixed income portfolio. The underlying portfolio holdings are owned by the issuer but are required to be segregated in a separate account and are designed to be protected from the claims of the issuer’s general creditors in the event of issuer insolvency. As with a SIC, to the extent the portfolio underlying a SAC is insufficient to cover payment obligations under the contract, the issuer is contractually obligated to make such payments in full. The SAC provides that gains and losses on the underlying portfolio accrue to the benefit of the trust.  SACs have no stated maturity but may be discontinued by either party subject to any notice period under the terms of the SAC.
 
The crediting rate is based, in part, on the relationship between the contract value and the market value of the underlying assets, as well as previously realized gains and losses on underlying assets. The crediting rate will generally reflect, over time, movements in prevailing interest rates. However, at times the crediting rate may be more or less than prevailing rates or the actual income earned on the underlying assets. In most cases, realized and unrealized gains and losses on the underlying investments are not reflected immediately in the net assets of a stable value fund, but rather are amortized either over the time to maturity or the duration of the underlying investments, through adjustments to the future interest crediting rate.
 
The existence of certain conditions can limit a benefit plan's or collective trust fund’s ability to transact at contract value with the issuers of its investment contracts. Specifically, any event outside the normal operation of a benefit plan or collective trust which causes a withdrawal from an investment contract may result in a contract value adjustment with respect to such withdrawal. Examples of such events include, but are not limited to, partial or complete legal termination of the plan or collective trust fund, tax disqualification, certain plan or trust amendments if issuers' consent is not obtained, improper communications to participants, group terminations, group layoffs, early retirement programs, mergers, sales, spin-offs, and bankruptcy.
 
In addition to the limitations noted above, issuers of investment contracts have certain rights to terminate a contract and settle at an amount which differs from contract value. For example, certain breaches by a benefit plan or the investment manager of their obligations, representations, or warranties under the terms of an investment contract can result in its termination at market value, which may differ from contract value. Investment contracts may also provide for termination with no payment obligation from the issuer if the performance of the contract constitutes a prohibited transaction under ERISA or other applicable law.  SICs and SACs may also provide issuers with the right to reduce contract value in the event an underlying security suffers a credit event or terminate the contract in the event certain investment guidelines are materially breached and not cured.
 
 
11

 
 
6.     Non-Participant Directed Investments
 
Information about the net assets and significant components of the changes in net assets relating to the non-participant directed investments in the Pfizer Stock Match Fund and the Pfizer Preferred Stock Fund is as follows:
 
   
As of December 31,
(thousands of dollars)
 
2012
   
2011
 
  
           
Net assets:
           
Investments, at fair value:
           
Pfizer Inc. common stock
  $ 25,757     $ 19,183  
Pfizer Inc. preferred stock
    2,626       2,497  
Common/collective trust funds
    265       247  
Total investments
    28,648       21,927  
Receivables:
               
Securities sold and other
    29       --  
Liabilities:
               
Payable for securities purchased and other
    (213 )     (80 )
                 
Net assets available for plan benefits
  $ 28,464     $ 21,847  
 


   
Year Ended December 31,
(thousands of dollars)
 
2012
   
2011
 
  
           
Changes in net assets:
           
Investment income:
           
Net appreciation in investments
  $ 3,736     $ 4,163  
Pfizer Inc. common stock dividends
    843       698  
Pfizer Inc. preferred stock dividends
    108       125  
Interest and dividend income from other investments
    22       22  
        Total investment income
    4,709       5,008  
                 
    Contributions and other:
               
    Company contributions
    6,576       2,723  
    Benefits paid to participants
    (3,205 )     (2,636 )
    Loan transaction transfers, net
    -       105  
    Transfers to participant directed investments
    (1,463 )     (1,477 )
          Total contributions and other
    1,908       (1,285 )
Net increase
    6,617       3,723  
                 
Net assets available for plan benefits:
               
Beginning of year
    21,847       18,124  
End of year
  $ 28,464     $ 21,847  
 
 
12

 
 
7.     Fair Value Measurements
 
The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is defined as 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. There are three levels of inputs to fair value measurements - Level 1 meaning the use of quoted prices for identical instruments in active markets; Level 2 meaning the use of quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active or are directly or indirectly observable; and Level 3 meaning the use of unobservable inputs.
 
See Note 2. Summary of Significant Accounting Policies: Investment Valuation for information regarding the methods used to determine the fair value of the Plan’s investments. These methods may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while 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.
 
The following tables set forth by level, within the fair value hierarchy, the Plan’s investments at fair value as of December 31, 2012 and 2011.
 
(thousands of dollars)
 
Investments at Fair Value as of December 31, 2012
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common/collective trusts:
                       
  Fixed income
  $ -     $ 60,312     $ -     $ 60,312  
  Index
    -       33,500       -       33,500  
      -       93,812       -       93,812  
Mutual funds:
                               
  Balanced
    5,437       -       -       5,437  
  Growth
    17,443       -       -       17,443  
  International
    11,308       -       -       11,308  
  Value
    2,718       -       -       2,718  
  Retirement target date
    14,903       -       -       14,903  
      51,809       -       -       51,809  
Pfizer Inc. common stock
    54,778       -       -       54,778  
Pfizer Inc. preferred stock
    -       2,626       -       2,626  
Guaranteed investment contracts
    -       12,385       -       12,385  
                                 
Total investments at fair value
  $ 106,587     $ 108,823     $ -     $ 215,410  
 
 
13

 
 
(thousands of dollars)
 
Investments at Fair Value as of December 31, 2011
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common/collective trusts:
                       
  Fixed income
  $ -     $ 53,803     $ -     $ 53,803  
  Index
    -       28,993       -       28,993  
      -       82,796       -       82,796  
Mutual funds:
                               
  Balanced
    5,010       -       -       5,010  
  Growth
    15,534       -       -       15,534  
  International
    10,155       -       -       10,155  
  Value
    2,386       -       -       2,386  
  Retirement target date
    11,706       -       -       11,706  
      44,791       -       -       44,791  
Pfizer Inc. common stock
    43,820       -       -       43,820  
Pfizer Inc. preferred stock
    -       2,497       -       2,497  
Guaranteed investment contracts
    -       19,623       -       19,623  
Total investments at fair value
  $ 88,611     $ 104,916     $ -     $ 193,527  
 
8.     Related-Party Transactions
 
The trustee of the Plan, Banco Popular de Puerto Rico, and the custodian of the Plan, Northern Trust Company, manage investments in their sponsored funds and, therefore, each is deemed a party-in-interest and a related party. The Plan also invests in shares of the Parent; therefore, these transactions qualify as party-in-interest transactions.
 
9.     Reconciliation of Financial Statements to Form 5500
 
Amounts allocated to withdrawing participants are recorded as benefits paid on Form 5500 for benefit claims that have been processed and approved for payment prior to December 31st but not yet paid as of that date. Deemed distributions, representing withdrawing participants with outstanding loan balances for which no post-default payment activity has occurred, are not reported on Form 5500 in net assets available for plan benefits. Also, investments in the T. Rowe Price Stable Value Fund are reported on Form 5500 at fair value, whereas the net assets available for plan benefits in the financial statements report such investments at contract value.
 
 
14

 
 
The following is a reconciliation of net assets available for plan benefits per the financial statements to the Plan's Form 5500 filed for 2011 and expected to be filed for 2012.
 
   
December 31,
(thousands of dollars)
 
2012
   
2011
 
             
Net assets available for plan benefits per the financial statements
  $ 222,000     $ 201,446  
Adjustment of T. Rowe Price Stable Value Common Trust Fund and T. Rowe Price Fixed Income Fund investments from contract value to fair value
    3,083       3,216  
Amounts allocated to withdrawing participants
    (191 )     (9 )
Deemed distributions
    (239 )     (248 )
Net assets available for plan benefits per Form 5500
  $ 224,653     $ 204,405  
 
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500:
 
   
Year Ended December 31,
(thousands of dollars)
 
2012
   
2011
 
             
Benefits paid to participants per the financial statements
  $ 23,030     $ 27,972  
Amounts allocated to withdrawing participants and deemed distributions at end of year
    430       257  
Amounts allocated to withdrawing participants and deemed distributions at beginning of year
    (257 )     (216 )
Benefits paid to participants per Form 5500
  $ 23,203     $ 28,013  
 
The following is a reconciliation of net appreciation in investments per the financial statements to the Form 5500:
 
   
Year Ended December 31,
(thousands of dollars)
 
2012
   
2011
 
             
Net appreciation in investments per the financial statements
  $ 17,454     $ 7,271  
Adjustment of T. Rowe Price Stable Value Common Trust Fund and T. Rowe Price Fixed Income Fund investments from contract value to fair value at end of year
    3,083       3,216  
Adjustment of T. Rowe Price Stable Value Common Trust Fund and T. Rowe Price Fixed Income Fund investments from contract value to fair value at beginning of year
    (3,216 )     (3,756 )
Net appreciation in investments per Form 5500
  $ 17,321     $ 6,731  
 
 
15

 
 
10.     Subsequent Events

In February 2013, the Plan Sponsor completed an initial public offering of approximately 19.8% of Zoetis Inc. common stock. On June 24, 2013, the split-off of the remaining interest in Zoetis common stock was completed via an exchange offer, in which Plan participants holding Pfizer common stock units within the Plan were offered the opportunity to exchange all or a portion of their Pfizer common stock units held in the Plan for units of Zoetis common stock under a new Zoetis Stock Fund within the Plan. It is expected that the Zoetis Stock Fund will only exist under the Plan for one year, during which time participants will be able to transfer their account balances to any of the investment options available under the Plan. After the final transfer date, the Zoetis Stock Fund will be eliminated and participants’ balances in the Zoetis Stock Fund will be sold and the proceeds will be transferred within participants’ accounts to the Savings Plan Qualified Default Investment Alternative fund, which is generally the Vanguard Target Trust Plus Fund for the participant’s expected retirement age.

In July 2013, the Plan balances of Zoetis colleagues are expected to be transferred into the Zoetis Savings Plan at which time the Zoetis colleagues will cease to be participants in the Plan.
 
 
16

 
 
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
As of December 31, 2012
(thousands of dollars)
                                 
(a)
 
(b)
(c)
 
(c)
 
(c)
 
(c)
   
(d)
   
(e)
 
         
Rate
     
Number of
             
   
Identity of Issuer, Borrower, Lessor,
Description of
 
of
 
Maturity
 
Shares or
         
Current
 
   
or Similar Party
Investment
 
Interest
 
Date
 
Units
   
Cost
   
Value
 
                                 
*  
Pfizer Inc. Common Stock
Common stock
            2,184,117     $ 43,119     $ 54,778  
                                       
*  
Pfizer Inc. Preferred Stock
Preferred stock
            40,659       1,637       2,626  
                                       
*  
NTGI – QM Collective Daily S&P 500 Equity
                                 
   
   Index Fund – Lending*
Collective trust fund
        3,672       12,549       16,105  
*  
NTGI – QM Collective Daily Russell 2000 Index
                                 
   
   Fund – Lending*
Collective trust fund
        2,366       2,198       2,602  
   
BlackRock US TIPS Fund K
Collective trust fund
        442,482       5,662       6,142  
   
BlackRock US Debt Index Fund K
Collective trust fund
        280,793       7,971       8,651  
   
T. Rowe Price Stable Value Common Trust Fund
Collective trust fund
        57,165,547       57,106       59,560  
   
NTGI – Collective Government Short-Term
                                 
   
   Investment Fund*
Collective trust fund
        751,881       752       752  
   
          Total common/collective trust funds
                      86,238       93,812  
                                       
   
Dodge & Cox International Stock Fund
Mutual fund
            220,593       6,975       7,641  
   
Eaton Vance Large Cap Value Fund
Mutual fund
            139,050       2,470       2,718  
   
Fidelity Mid Cap Stock Fund
Mutual fund
            228,717       6,736       6,713  
   
Fidelity Growth Company Fund
Mutual fund
            96,279       9,215       8,981  
   
Fidelity Low Price Stock Fund
Mutual fund
            137,738       5,406       5,437  
   
Oppenheimer Developing Markets Fund Y
Mutual fund
            105,138       3,378       3,667  
   
T. Rowe Price Small Cap Fund
Mutual fund
            51,391       1,756       1,749  
   
Vanguard Target Retirement Income Fund
Mutual fund
            213,528       2,546       2,603  
   
Vanguard Target Retirement 2015 Fund
Mutual fund
            27,991       370       375  
   
Vanguard Target Retirement 2020 Fund
Mutual fund
            142,489       3,149       3,396  
   
Vanguard Target Retirement 2025 Fund
Mutual fund
            8,474       112       115  
   
Vanguard Target Retirement 2030 Fund
Mutual fund
            223,267       4,731       5,220  
   
Vanguard Target Retirement 2035 Fund
Mutual fund
            21,217       293       299  
   
Vanguard Target Retirement 2040 Fund
Mutual fund
            122,848       2,542       2,848  
   
Vanguard Target Retirement 2045 Fund
Mutual fund
            2,682       38       39  
   
Vanguard Target Retirement 2050 Fund
Mutual fund
            194       4       4  
   
Vanguard Target Retirement 2055 Fund
Mutual fund
            177       4       4  
   
          Total mutual funds
                      49,725       51,809  
                                       
   
T.Rowe Price Fixed Income Fund - Guaranteed
         Investment Contracts:
                                 
   
     Metropolitan Life Insurance., Contract #29934
Guaranteed investment contract
    5.90 %
6/15/2014
    2,613,394       2,613       2,815  
   
     Principal Life Insurance, Contract #7-05285-4
Guaranteed investment contract
    5.07 %
12/15/2013
    2,587,190       2,587       2,698  
   
     Prudential Life Insurance, Contract #GA 62087-213
Guaranteed investment contract
    5.87 %
6/15/2014
    3,342,503       3,343       3,421  
   
     Prudential Life Insurance, Contract #GA 62087-214
Guaranteed investment contract
    5.68 %
6/16/2014
    3,213,603       3,213       3,451  
   
          Total fixed income fund
                        11,756       12,385  
                                         
*  
Notes receivable from participants (2,115 loans)
Interest Rate: 4.25% - 9.50%
                        9,802  
     
Maturity Date: 2013 - 2025
                           
   
   
                                   
   
Total
                              $ 225,212  
   
   * Party-in-interest as defined by ERISA
                                   
                                         
   
See accompanying report of independent registered public accounting firm.
                 
 
 
17

 
 
PFIZER SAVINGS PLAN
FOR EMPLOYEES RESIDENT IN PUERTO RICO
SCHEDULE H, LINE 4j - SCHEDULE OF REPORTABLE TRANSACTIONS
Year ended December 31, 2012
(thousands of dollars)
 
                         
(h)
     
                         
Current
     
                         
value of
     
(a)
 
(b)
 
(c)
 
(d)
 
(g)
 
asset on
 
(i)
Identity of
 
Description
 
Purchase
 
Selling
 
Cost
 
transaction
 
Net gain/
party involved
 
of asset
 
price
 
price
 
of asset
 
date
 
(loss)
                                   
Fidelity Growth Company Fund
 
Mutual Fund shares – 84 purchases
  $ 1,293     $ -     $ 1,293     $ 1,293     $ -  
                                             
Fidelity Growth Company Fund
 
Mutual Fund shares– 144 sales
    -       10,710       8,735       10,710       1,975  
                                             
T. Rowe Price Stable Value Fund
 
Common / Collective Trust (CCT) shares – 107 purchases
    19,098       -       19,098       19,098       -  
                                             
T. Rowe Price Stable Value Fund
 
CCT shares– 159 sales
    -       13,630       13,630       13,630       -  
                                             
NTGI Collective Government Short-Term Investment Fund*
 
CCT shares – 399 purchases
    22,792       -       22,792       22,792       -  
                                             
NTGI Collective Government Short-Term Investment Fund*
 
CCT shares– 337 sales
    -       22,578       22,578       22,578       -  
                                             
Pfizer Inc.*
 
Common stock – 90 purchases
    10,022       -       10,022       10,022       -  
                                             
Pfizer Inc.*
 
Common stock – 134 sales
    -       6,570       5,478       6,570       1,092  
                                             
Pfizer Puerto Rico Participant Loan Asset*
 
229 purchases
    5,538       -       5,538       5,538       -  
                                             
Pfizer Puerto Rico Participant Loan Asset*
 
270 sales
    -       6,442       6,442       6,442       -  
                                             
*  Party-in-interest as defined by ERISA
               
See accompanying report of independent registered public accounting firm.
               
 
 
18

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Savings Plan Committee have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
PFIZER SAVINGS PLAN FOR EMPLOYEES RESIDENT IN PUERTO RICO
 
   
 
By:  /s/ Brian McMahon
 
   
 
   
 
Brian McMahon
 
Member, Savings Plan Committee
 
Date: June 26, 2013
 
19