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, 2016

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For transition period from __________ to ___________

Commission file number 1-13648

A.    Full title of the plan and the address of the plan, if different from that of the issuer named below:

Balchem Corporation 401(k) Plan

B.    Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office:

Balchem Corporation

52 Sunrise Park Road

New Hampton, NY 10958

REQUIRED INFORMATION

The following financial statements shall be furnished for the plan:

4.          In lieu of requirements of Items 1-3, the Balchem Corporation 401(k) Plan (“the Plan”) is subject to the requirements of the Employee Retirement Insurance Security Act of 1974, as amended (“ERISA”).  Attached hereto are the financial statements of the Balchem Corporation 401(k) Plan for the fiscal year ended December 31, 2016, prepared in accordance with financial reporting requirements of ERISA.

EXHIBITS:

1. Financial Statements of the Balchem Corporation 401(k) Plan for the fiscal year ended December 31, 2016, prepared in accordance with the financial reporting requirements of ERISA.

23. Consent of RSM US LLP, Independent Registered Public Accounting Firm.

EXHIBIT INDEX

Exhibit No.	Exhibit Description
23	Consent of RSM US LLP

SIGNATURES

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.

Date: June 29, 2017	BALCHEM CORPORATION
	401(k) Plan
	By:	Balchem Corporation,
		Plan Administrator

By:	/s/	Theodore L. Harris
		Theodore L. Harris, President,
		Chief Executive Officer
By:	/s/	William A. Backus
		William A. Backus,
		Chief Financial Officer

BALCHEM CORPORATION

401(k) PLAN

Financial Statements

and Supplemental Schedules

December 31, 2016 and 2015

(With Report of Independent Registered Public Accounting Firm)

BALCHEM CORPORATION

401(k) PLAN

Table of Contents

	Page
Report of Independent Registered Public Accounting Firm	1
Statements of Net Assets Available for Benefits	2
Statement of Changes in Net Assets Available for Benefits	3
Notes to Financial Statements	4 - 12
Supplemental Information
Schedule H, Part IV, Line 4(i) – Schedule of Assets (Held at End of Year)	13
Schedule H, Part IV, Line 4(j) – Schedule of Reportable Transactions	14

Report of Independent Registered Public Accounting Firm

To the Plan Administrator

Balchem Corporation 401(k) Plan

We have audited the accompanying statements of net assets available for benefits of the Balchem Corporation 401(k) Plan (the Plan) as of December 31, 2016 and 2015, and the related statement of changes in net assets available for benefits for the year ended December 31, 2016. 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 benefits of the Plan as of December 31, 2016 and 2015, and the changes in net assets available for benefits for the year ended December 31, 2016, in conformity with accounting principles generally accepted in the United States of America.

The supplemental information in the accompanying schedules of Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2016, and Schedule H, Line 4j – Schedule of Reportable Transactions for the year ended December 31, 2016, have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but includes supplemental 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 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 in the accompanying schedules, 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 in the accompanying schedules is fairly stated in all material respects in relation to the financial statements as a whole.

/s/ RSM US LLP

New York, New York

June 29, 2017

BALCHEM CORPORATION

401(k) PLAN

Statements of Net Assets Available for Benefits

December 31, 2016 and 2015

	2016		2015
Assets:
Investments at fair value (Note 3)	$	58,835,348	$	50,340,572
Investments at contract value		15,396,045		12,226,082
Receivables:
Employer contribution		31,656		536,849
Employee contribution		54,301		43,971
Promissory notes receivable from participants		784,371		971,035
Net assets available for benefits	$	75,101,721	$	64,118,509

See Notes to Financial Statements

2

BALCHEM CORPORATION

401(k) PLAN

Statement of Changes in Net Assets Available for Benefits

Year ended December 31, 2016

Additions to net assets attributed to:
Investment income:
Net appreciation in fair value of investments (Note 4)	$	8,271,530
Interest and dividend income		978,543
Total		9,250,073
Interest income - promissory notes receivable from participants		44,232
Contributions:
Participant and rollovers		3,404,912
Employer		1,949,310
Total		5,354,222
Total additions		14,648,527
Deductions from net assets attributed to:
Benefits paid to participants		(3,533,997	)
Fees, net		(131,318	)
Total deductions		(3,665,315	)
Net increase in net assets available for benefits		10,983,212
Transfer in net assets available for benefits		0
Net assets available for benefits at beginning of year		64,118,509
Net assets available for benefits at end of year	$	75,101,721

See Notes to Financial Statements.

3

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

Note 1 – Description of the Plan

The following description of the Balchem Corporation 401(k) (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 principally a participant directed, defined contribution plan, and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

The 401(k) portion and Safe Harbor Matching of the Plan covers all active employees of Balchem Corporation (the “Company”) who have completed two months of service, as defined, and are 18 years of age or older, except those who are currently covered by a collective bargaining agreement. Employees may enroll in the Plan on the first day of the month after they become eligible to participate.

The Company non-elective contribution portion of the Plan covers all active employees who have completed 1,000 hours of service, as defined, are 18 years of age or older, and are active employees of the Company at December 31.

Plan Mergers and Transfers

For the plan year ended December 31, 2015, the Company transferred assets and merged the Plan of Performance Chemicals & Ingredients Company (d/b/a Sensory Effects) into the plan.   Transfers from participants were $13,323,680 which included $101,539 of promissory notes receivable from participants.

Administrative Expenses

The Company pays administrative and record keeping fees for the Plan. Plan participants are required to pay fees for participant loans and certain brokerage fees for transactions pertaining to investments in Balchem Corporation common stock.

Contributions

Participants are allowed to contribute annually, in pre-tax dollars, a percentage of compensation as defined by the Plan, up to the maximum of the lesser of 75% of their eligible compensation or the annual limit allowed by the Internal Revenue Code (“IRC”) – ($18,000 in 2016 and 2015). Participants 50 years and older may opt to contribute additional catch-up contributions up to $6,000 for the years ended December 31, 2016 and December 31, 2015. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. For the year ended December 31, 2016, $319,379 of rollover contributions was included in participant contributions. Participants direct the investment of their contributions into various

4

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

investment options offered by the Plan.  To maintain “safe harbor” status, the employer will make a safe harbor matching contribution equal to 100% of the elective deferrals that do not exceed 6% of compensation, and the safe harbor matching contribution is 100% vested.  Employer matching contributions are made in cash which is then used to purchase Balchem Corporation common stock.  Matching contributions are subject to the vesting schedule described below. Included in employer’s contribution receivable as of December 31, 2016 and 2015 were discretionary Company profit sharing contributions totaling $0 and $502,726, respectively, and a Company Safe Harbor contribution of $31,656 and $34,123, respectively.

Participant Accounts

Each participant’s account is credited with the participant’s contribution and allocations of the Company’s matching contributions and plan earnings or losses. 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 100% vested in their contributions (including rollovers) and safe harbor contributions, plus actual earnings or losses thereon. Vesting in the Company non-elective contribution portion of their accounts plus actual earnings or losses thereon is based on years of continuous service, as defined. A participant becomes 100% vested after three years of service, except for employees hired as part of certain acquisitions, whose prior credited service is used in determining the vested portion of such matching contributions.  The vested percentage for certain employer contributions is based on vesting years of service.  Participants employed as of January 1, 2015 are 100% vested in match contributions received prior to January 1, 2015 and participants hired prior to that date will remain subject to 100% vesting in all non-elective contributions, prior and ongoing.

Investment Options

Upon enrollment in the Plan, participants may direct employee contributions to the various investment options administered by Prudential Retirement Insurance and Annuity Company (“PRIAC”) and a maximum of 10% of a participant’s contribution to Balchem Corporation Common Stock Fund. Employer matching contributions are made in cash which is then used to purchase Balchem Corporation common stock. Discretionary contributions are made from the Company’s cash reserves.

Promissory Notes Receivable from Participants

Promissory notes receivable from participants represent loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balances. Loan terms extend up to five years or between five and ten years for the

5

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

purchase of a primary residence. The loans are secured by the balance in the participants’ accounts and bear interest at a fixed rate based on the prime rate plus 2% at the time of loan origination and range from 4.25% to 10.25% at December 31, 2016. Principal and interest are paid ratably through payroll deductions. No allowance for credit losses has been recorded at December 31, 2016 or 2015. In the event of default, such loans are reportable to Plan participants as taxable income but remain outstanding and continue to accrue interest until repaid by the Plan participant or the participant becomes eligible to receive a distribution under the terms of the Plan.

Payment of Benefits

On termination of service, a participant may receive a lump sum amount equal to the vested value of his or her account, or upon death, disability or retirement, the participant may elect to receive annual installments over a period not to exceed the participant’s lifetime, or the joint lifetime of the participant and the participant’s spouse, or an annuity contract.

Income (Loss) Allocations

Investment income (loss) for an accounting period shall be allocated to participants’ accounts in proportion to the total of their respective account balances at the beginning of such accounting period plus any contributions or loan repayments credited to the account, less any loans issued or other deductions during the period.

Forfeited Accounts

Forfeited balances of terminated participants’ non-vested accounts must first be used to pay Plan expenses and then allocated subsequent to the Plan year end to all active participant accounts employed at the Plan year end who completed at least 1,000 hours of service during the Plan year. Forfeited non-vested accounts at December 31, 2016 and 2015 totaled $68,167 and $47,410, respectively.

Plan Amendment

Effective January 1, 2015, the plan was amended to adopt a Section 401(k) safe harbor design, which means that the plan automatically complies with the nondiscrimination requirements of the Internal Revenue Code Section 401.  The Company will provide for a fully vested 100% matching contribution on up to 6% of elective deferrals that do not exceed compensation.

Note 2 – Summary of Accounting Policies

Basis of Accounting

The financial statements of the Plan are presented on the accrual basis of accounting.

6

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

Risks and Uncertainties

The assets of the Plan at December 31, 2016 and 2015 are primarily financial instruments which are monetary in nature. The Plan invests in funds managed by third-parties, Balchem Corporation common stock and an investment contract. These investments are subject to risk conditions of the individual investments’ objectives, the stock market, interest rates, economic conditions, world affairs and, in the case of the Balchem Corporation common stock, the results of operations and other risks specific to Balchem Corporation. Due to the level of risk associated with certain investment changes in the value of investment securities, it is at least reasonably possible that changes in the values of investments will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the Statement of Net Assets Available for Plan Benefits and the Statement of Changes in Net Assets Available for Plan Benefits.

Investment Contracts

The Guaranteed Income Fund is recorded at contract value. The Guaranteed Income Fund invests in fully benefit-responsive Synthetic Guaranteed Investment Contracts (GIC).  Synthetic GIC’s are comprised of (a) individual assets or investments placed in a trust and (b) wrapper contracts that guarantee that participant transactions will be executed at contract value.  The investment portfolio of a Synthetic GIC, when coupled with a wrapper contract, attempts to replicate the investment characteristics of a traditional GIC, which provides a specified rate of return for a specified period of time.  Contract value represents contributions and reinvested income, less any withdrawals plus accrued interest, because these investments have fully benefit-responsive features. For example, participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. There are no reserves against contract values for credit risk of contract issues or otherwise. There are no events that limit the ability of the Plan to transact at contract value with PRIAC (see definition earlier). The Guaranteed Income Fund does not have a maturity date and there are no instances that allow Prudential to terminate the agreement (contract).

Investment Valuation and Income Recognition

The Plan’s investments are stated 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. The Guaranteed Income Fund is stated at contract value. Common stocks and Registered Investment Companies are valued based upon quoted market prices.

Purchases and sales of securities are recorded on a trade date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.

Payment of Benefits

Benefits are recorded when paid.

7

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan Administrator to make estimates and assumptions that could affect the reported amounts of net assets at the date of the financial statements and the reported amounts of changes in net assets available for benefits and disclosure of contingent assets and liabilities during the reporting period. Actual results could differ from those estimates.

Recent Accounting Pronouncements

In May 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update ASU 2015-07, "Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share (or its Equivalent)" which removes the requirement to present investments for which the practical expedient is used to measure fair value at net asset value (NAV) within the fair value hierarchy table. Instead, an entity would be required to include those investments as a reconciling item so that the total fair value amount of investments in the disclosure is consistent with the fair value investment balance on the statement of net assets available for plan benefits.

In July 2015, the FASB issued ASU No. 2015-12, Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit Plans (Topic 965): (Part I) Fully Benefit-Responsive Investment Contracts, (Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical Expedient, which simplifies the required disclosures related to employee benefit plans.  Part I eliminates the requirement to measure and disclose the fair value of fully benefit-responsive investment contracts at fair value. Contract value will be the only required measure for fully benefit-responsive investment contracts. Part II eliminates the requirements to disclose individual investments which comprise 5% or more of net assets available for plan benefits, as well as the net appreciation or depreciation of fair values by type. Part II also requires plans to continue to disaggregate investments that are measured using fair value by general type; however, plans are no longer required to also disaggregate investments by nature, characteristics and risks.  Furthermore, the disclosure of information about fair value measurements shall be provided by general type of plan asset.  Part III allows plans to measure investments using values from the end of the calendar month closest to the plan’s fiscal year end, when the fiscal period does not coincide with month-end.

The Plan retrospectively adopted ASU 2015-07 and ASU 2015-12, parts I and II, as of January 1, 2016, and applied the ASUs as required.  The adoption of these ASUs did not have a significant impact on the net assets available for plan benefits or the statement of changes in net assets available for plan benefits.  Prior year amounts were revised to reflect the retrospective application. 

The impact of adopting these ASU’s is reflected in Note 3 as the Guaranteed Income Fund has been removed from the fair value hierarchy as contract value is the relevant measurement for that portion of net assets available for benefits because contract value is the amount participants would receive if they were to initiate transactions under the terms of the contract.

8

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

Subsequent Events

The Company acquired Albion International, Inc. on February 1, 2016 and as part of this acquisition, the Albion International, Inc. 401(k) Plan was merged into the Balchem Corporation 401(k) Plan on January 1, 2017.

Note 3 – Fair Value Measurements

Fair Value Measurements

The Plan accounts for its investments in accordance with ASC 820, “Fair Value Measurements and Disclosures.” The framework for measuring fair value 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) and the lowest priority to unobservable inputs (Level 3).  The three levels of the fair value hierarchy under ASC 820 are described below:

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 the asset or liability; 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.

Market data or assumptions about risk and the risks inherent in the inputs are used in the valuation technique. These inputs can be readily observable, market corroborated or generally observable. Primarily the market approach for recurring fair value measurements is applied and also endeavors to utilize the best available information. Accordingly, the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs are utilized. Fair value balances have been classified based on the observance of those inputs into the fair value hierarchy levels as set forth in the fair value accounting guidance.

The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy. There have been no changes in the methodologies used at December 31, 2016 and 2015.

9

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

Balchem Corporation Common Stock: Valued at the closing price as quoted on the Nasdaq Global Market on the last business day of the Plan year and is classified as a Level 1 investment.

Registered Investment Companies: Valued at the quoted closing market price on the last business day of the Plan year and are classified as Level 1 investments.

The methods described above 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 sets forth by level, within the fair value hierarchy, the Plan’s assets at fair value as of December 31, 2016 and 2015:

	Assets at Fair Value as of December 31, 2016
	Quoted Prices In Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputes (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stock of Balchem Corporation	$	21,404,673	$	-	$	-	$	21,404,673
Registered Investment Companies		37,430,675		-		-		37,430,675
Total Investments	$	58,835,348	$	-	$	-	$	58,835,348

	Assets at Fair Value as of December 31, 2015
	Quoted Prices In Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputes (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stock of Balchem Corporation	$	15,677,086	$	-	$	-	$	15,677,086
Registered Investment Companies		34,663,486		-		-		34,663,486
Total Investments	$	50,340,572	$	-	$	-	$	50,340,572

The Company evaluates the significance of various inputs to assess the appropriate classification of the Plan’s investments within the fair value hierarchy. Changes in economic conditions or valuation techniques may require the transfer of investments from one fair value level to another. Transfers between levels are evaluated for their significance based upon the nature of the investments and size

10

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

of the transfer relative to the net assets available for benefits. The Plan's policy is to recognize transfers in and/or out of fair value hierarchy levels as of the beginning of the reporting period in which the event or change in circumstances causing the transfer occurred.

For the years ended December 31, 2016 and 2015, there were no transfers between fair value hierarchy levels for investments measured at fair value.

Note 4 – Investments

During the year ended December 31, 2016, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows:

Registered Investment Companies	$	2,127,977
Balchem Corporation Common Stock		6,143,553
	$	8,271,530

Note 5 – Nonparticipant-Directed Investments

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments are as follows:

Balchem Corporation Capital Stock:	Year Ended December 31, 2016			Year Ended December 31, 2015
Change in net assets:
Contributions	$	1,991,862		$	1,915,035
Dividends and interest		87,546			73,351
Net appreciation (depreciation)		5,601,100			(1,218,534	)
Benefits paid to participants		(560,329	)		(782,056	)
Transfers to participant-directed investments		(1,792,101	)		(408,628	)
Net increase (decrease)		5,328,078			(420,832	)
Net assets at beginning of year		14,275,314			14,696,146
Net assets at end of year	$	19,603,392		$	14,275,314

Note 6 – Parties-In-Interest

As of December 31, 2016 and 2015, the Plan held 255,060 and 257,847 shares of Balchem Corporation common stock, respectively, with a market value of $21,404,673 and $15,677,086 at December 31, 2016 and 2015, respectively. Certain Plan investments are shares of various funds managed by PRIAC. PRIAC is the trustee of the Plan and, therefore, these transactions are considered party-in-interest transactions. Promissory Notes Receivable from Participants are also considered to be party-in-interest transactions.

11

BALCHEM CORPORATION

401(k) PLAN

Notes to Financial Statements

December 31, 2016 and 2015

Note 7 – 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 will become 100% vested in their accounts.

Note 8 – Income Tax Status

The Plan has received a favorable determination letter dated March 31, 2008 from the Internal Revenue Service ruling that it is a qualified plan pursuant to the appropriate section of the IRC and, accordingly, the earnings of the underlying trust of the Plan are not subject to tax under present income tax law. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualifications. Although the Plan has been amended since receiving the determination letter, the Plan Administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC.

The Plan accounts for uncertainty in income taxes utilizing ASC 740-10. Management evaluated the Plan’s tax positions and concluded that the Plan had maintained its tax exempt status and had taken no uncertain tax positions that require adjustment to the financial statements. Therefore, no provision or liability for income taxes has been included in the financial statements.

Note 9 – Reconciliation to Form 5500

	2016			2015
Net assets available for benefits per the financial statements:	$	75,101,721		$	64,118,509
Differences in:
Investments		784,371			971,035
Promissory notes receivable from participants		(784,371	)		(971,035	)
Net assets available for benefits per Form 5500	$	75,101,721		$	64,118,509

Form 5500 includes the participant loans in the investment classification, while they are classified separately as promissory notes receivable from participants on the financial statements.

12

BALCHEM CORPORATION

401(k) PLAN

Supplemental Information

December 31, 2016

Schedule H, Part IV, Line 4(i) – Schedule of Assets

Held at End of Year

Identity of issue, borrower, lessor or similar party	Description of investments including maturity date, rate of interest, collateral, par or maturity value	Fair Value		Contract Value		Other Fair Value		Total Value (2)
Prudential Retirement Insurance and Annuity Company Guaranteed Income Fund (1)	Units of participation in Guaranteed Income Fund –361,175 units	$	—		15,396,045		—		15,396,045
Balchem Corporation Common Stock (1)	Units of participation in Balchem Corporation Common Stock –255,060 units		21,404,673		—		—		21,404,673
Goldman Sachs Small Cap Value Instl	Shares of a Mutual Fund - Goldman Sachs Small Cap Value Instl –17,745 shares		1,065,587		—		—		1,065,587
Columbia Dividend Income Y Fund	Shares of a Mutual Fund - Columbia Dividend Income Y Fund –158,927 units		3,084,772		—		—		3,084,772
American Century Growth Institution	Shares of a Mutual Fund - American Century Growth Institution –79,896 units		2,254,661		—		—		2,254,661
American Funds EuroPacific Fund	Shares of a Mutual Fund - American Funds EuroPacific Fund –78,978 units		3,557,173		—		—		3,557,173
Vanguard Total Bond Index	Shares of a Mutual Fund -Vanguard Total Bond Index –193,468 units		2,060,432		—		—		2,060,432
Vanguard Total Stock Admiral	Shares of a Mutual Fund -Vanguard Total Stock Admiral –66,175 units		1,629,883		—		—		1,629,883
Vanguard Total St Mark	Shares of a Mutual Fund -Vanguard Total St Mark –127,090 units		7,127,192		—		—		7,127,192
Vanguard Selected Val Inv	Shares of a Mutual Fund -Vanguard Selected Val Inv –45,480 units		1,308,927		—		—		1,308,927
Dreyfus Sel Mgr SC GR I	Shares of a Mutual Fund -Dreyfus Sel Mgr SC GR I –72,859 units		1,681,580		—		—		1,681,580
Pioneer Bond K	Shares of a Mutual Fund -Pioneer Bond K –221,457 units		2,130,414		—		—		2,130,414
Artisan Mid Cap Instl	Shares of a Mutual Fund -Artisan Mid Cap Instl –64,526 units		2,522,955		—		—		2,522,955
Templeton Global Bond R6	Shares of a Mutual Fund -Templeton Global Bond R6 –116,406 units		1,392,210		—		—		1,392,210
AM Fnd American Bal R6	Shares of a Mutual Fund -AM Fnd American Bal R6 –306,928 units		7,614,889		—		—		7,614,889
Promissory Notes Receivable from Participants(1)	Interest rates range from 4.25% to 10.25%		—		—		784,371		784,371
	Total	$	58,835,348		15,396,045		784,371		75,015,764

⁽¹⁾ Parties-in-interest

⁽²⁾ All investments held are participant directed except for 233,596 shares/units of Balchem Corporation Common Stock with a cost of $5,809,344 and fair market value of $19,603,392 as of December 31, 2016.

13

BALCHEM CORPORATION

401(k) PLAN

Supplemental Information

December 31, 2016

Schedule H, Part IV, Line 4(j) – Schedule of Reportable Transactions

Identity of Party Involved	Description of Asset (including interest rate and maturity in case  of a loan)	Purchase  Price	Selling  Price	Cost of Asset	Current Value of Asset on Transaction Date	Net Gain (or loss)
Individual Transactions in excess of 5% of plan assets:
None of the individual trade dates exceeded the threshold amounts
Series of Non-Securities Transactions in excess of 5% of plan assets:
Prudential Retirement Insurance and Annuity Company (1)	Guaranteed Income Fund	3,737,861	—	3,737,861	3,737,861	—
Series of Securities Transactions in excess of 5% of plan assets:
None of the individual trade dates exceeded the threshold amounts

⁽¹⁾ Parties-in-interest

14