SCHEDULE 14A (Rule14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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Lincoln Variable Insurance Products Trust
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
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LINCOLN VARIABLE INSURANCE PRODUCTS TRUST
1300 South Clinton Street
Fort Wayne, Indiana 46802
June 28, 2019January 26, 2021
Re: LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund
Dear Contract Owners and Shareholders:
Enclosed is a notice and Proxy Statement relating to a Special Meeting of Shareholders of LVIP Blended Large Cap Growth Managed Volatility Fund (the “Fund”).
The Fund is a series of Lincoln Variable Insurance Products Trust (the “Trust”). The Special Meeting of Shareholders (the “Meeting”) of the Fund is scheduled to be held over the internet in a virtual meeting format on March 26, 2021 at 11:00 a.m., Eastern time. At the Meeting, the shareholders of the Fund who are entitled to vote at the Meeting will be asked to approve the proposal described below.
You currently have an investment interest in the LVIP Goldman Sachs Income Builder Fund (the “Fund”).Fund. In the attached Proxy Statement, you are being asked to vote on the liquidationchange of sub-classification of the Fund. The Fund is part of Lincoln Variable Insurance Productsthe Trust, (the “Trust”), and has been available as an investment option under variable annuity contracts and variable life insurance policies (the “Contracts”) issued by The Lincoln National Life Insurance Company (“Lincoln Life”) and Lincoln Life & Annuity Company of New York (“Lincoln New York”).
On March 5, 2019,December 8, 2020, the Board of Trustees of the Trust (the “Board”), upon the recommendation of Lincoln Investment Advisors Corporation (the “Adviser”), the investment adviser of the Fund, considered and approved the liquidationchange in sub-classification of the Fund from “diversified” to “non-diversified” and the elimination of a related fundamental investment restriction (the “Proposal”) and agreed to submit the Plan of Liquidation to shareholders for approval.
You are being asked to approve the Plan of Liquidation of the Fund. If the proposal is approved and you have not elected to move your contract/account value to a new investment option prior to the date of the Fund’s liquidation, your contract/account value will be reinvested in either the Goldman Sachs VIT Government Money Market Fund or the LVIP Government Money Market Fund.
The Board recommends that you vote“For” the Plan of LiquidationProposal as described in the enclosed Proxy Statement. Your vote is important—important – even if you elect to move to a new investment option before the liquidation.Proposal.
Please read the Proxy Statement and consider it carefully before casting your voting instruction. We appreciate your participation and prompt response in this matter and thank you for your continued support.
You are cordially invited to attend the Meeting. Since it is important that your vote be represented whether or not you are able to attend, you are urged to consider these matters and to exercise your voting instructions by completing, dating, and signing the enclosed voting instruction card and returning it in the accompanying return envelope at your earliest convenience or by relaying your voting instructions via telephone or the Internet by following the enclosed instructions. For further information on how to provide voting instructions, please see the Contract Owners Voting Instructions included herein. Of course, we hope that you will be able to attend the Meeting, and if you wish, you may provide voting instructions in person, even though you may have already returned a voting instruction card or submitted your voting instructions via telephone or the Internet. Please respond promptly in order to save additional costs of proxy solicitation and in order to make sure you are represented.
If you have any questions about the Meeting, please feel free to call (800) 4LINCOLN (454-6265).
Sincerely, | ||
/s/ Jayson R. Bronchetti | ||
Jayson R. Bronchetti | ||
President | ||
Lincoln Variable Insurance Products Trust |
LINCOLN VARIABLE INSURANCE PRODUCTS TRUST
Notice of Special Meeting of Shareholders
LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund
Scheduled for September 18, 2019March 26, 2021
Dear Contract Owners and Shareholders:
NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders (“Meeting”) of the LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund (the “Fund”), a series of Lincoln Variable Insurance Products Trust (the “Trust”), is scheduled for September 18, 2019March 26, 2021 at 11:00 a.m. Eastern Time, atto be held over the offices of the Trust located at 1300 South Clinton Street, Fort Wayne, Indiana 46802internet in a virtual meeting format, for the following purposes:
(1) | To approve changing the Fund’s sub-classification from “diversified” to “non-diversified” and approve the elimination of a |
(2) | To transact such other business that may properly come before the Meeting, or any adjournment(s) or postponement(s) thereof, in the discretion of the proxies or their substitutes. |
Only shareholders of record at the close of business on June 14, 2019December 22, 2020 are entitled to notice of, and to vote at, the Meeting and any adjournment(s) or postponement(s) thereof. Owners of variable life insurance policies and variable annuity contracts having a beneficial interest in the Fund on the record date are entitled to vote as though they were direct shareholders of the Fund.
The shares of the Fund are sold, directly or indirectly, primarily to separate accounts of The Lincoln National Life Insurance Company (“Lincoln Life”) and Lincoln Life & Annuity Company of New York (“Lincoln New York”), that support certain variable annuity contracts and variable life insurance policies (the “Accounts”) issued by such companies. For convenience, contract owners, policy holders, and plan participants are referred to collectively herein as “Contract Owners.” Contract Owners have the right to instruct Lincoln Life and Lincoln New York, as the record owners of shares of the Fund that are owned in the Accounts, how to vote the shares of the Fund that are attributable to those Accounts at the Meeting.
To assist you, a proxy card is enclosed. In addition, a Proxy Statement describing the matters to be voted on at the Meeting or any adjournment(s) thereof is attached to this Notice. The proxy is being solicited on behalf of the Board.
We realize that you may not be able to attend the Meeting to vote your proxy in person. However, we do need your vote. Whether or not you plan to attend the Meeting, please promptly complete, sign, and return the proxy card included with this Proxy Statement in the enclosed postage-paid envelope or provide your proxy by mail, telephone, or through the Internet as explained in the enclosed Proxy Statement.Proxies must be received by 4:5:00 p.m. Eastern Time on September 16, 2019.March 23, 2021. If you decide to attend the Meeting, you may revoke your prior proxy and vote in person. The number of shares of the Fund attributable to you will be voted in accordance with your proxy card.
It is important for you to vote on the proposal described in this Proxy Statement. We recommend that you read this Proxy Statement in its entirety as the explanations will help you to decide how to vote on the proposal.
The date of the first mailing of the proxy card and this Proxy Statement to shareholders and to the corresponding Contract Owners will be on or about July 8, 2019.February 1, 2021. If you have any questions about the Meeting, please feel free to call us toll free at (800) 4LINCOLN (454-6265).
By Order of the Board of Trustees of the Trust
/s/ Samuel K. Goldstein | ||
Samuel K. Goldstein, Esq. | ||
Assistant Secretary | ||
Important notice regarding the availability of proxy materials for the shareholder Meeting to be held on September 18, 2019:March 26, 2021: this Notice of Special Meeting of Shareholders, Proxy Statement and the form of voting instruction and proxy card are available on the Internet at https://www.proxy-direct.com/lin-30621.lin-31854.
PROXY STATEMENT
June 28, 2019January 26, 2021
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ADDITIONAL INFORMATION ABOUT THE | ||||
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PROXY STATEMENT
SPECIAL MEETING OF SHAREHOLDERS OF THE
LVIP BLACKROCK MULTI-ASSET INCOMEBLENDED LARGE CAP GROWTH MANAGED VOLATILITY FUND
TO BE HELD ON SEPTEMBER 18, 2019MARCH 26, 2021
Relating to the liquidationReclassification of the LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund
This proxy statement (“Proxy Statement”) relates to a Special Meeting of shareholders (the “Meeting”) of the LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund (the “Liquidating Fund”“Fund”), a series of the Lincoln Variable Insurance Products Trust (the “Trust”), to be held on September 18, 2019.March 26, 2021. As more fully described in this Proxy Statement, the purpose of the Meeting is for shareholders to consider and to vote on the proposed Planchange of Liquidationsub-classification of the Fund from “diversified” to “non-diversified” and the elimination of a fundamental investment restriction that requires the Fund to be diversified (the “Proposal”) that would provide for the liquidation of the Liquidating Fund (the “Liquidation”). If the Proposal is approved and you have not elected to move your contract/account value to a new investment option prior to the Liquidation, your contract/account value will be reinvested in either the Goldman Sachs VIT Government Money Market Fund or the LVIP Government Money Market Fund per the liquidation chart below under theSummary of the Plan of Liquidation section.
YOU SHOULD READ THIS ENTIRE PROXY STATEMENT CAREFULLY AND REVIEW THE PLAN OF LIQUIDATION WHICH IS ATTACHED AS APPENDIX A, AS WELL AS THE GOLDMAN SACHS VIT GOVERNMENT MONEY MARKET FUND’S SUMMARY PROSPECTUS DATED APRIL 30, 2019 AND THE LVIP GOVERNMENT MONEY MARKET FUND’S SUMMARY PROSPECTUS DATED MAY 1, 2019, WHICH ARE BEING PROVIDED TO YOU ALONG WITH THIS PROXY STATEMENT. YOU SHOULD ALSO CONSULT THE GOLDMAN SACHS VIT GOVERNMENT MONEY MARKET FUND’S STATUTORY PROSPECTUS DATED APRIL 30, 2019 OR THE LVIP GOVERNMENT MONEY MARKET FUND’S STATUTORY PROSPECTUS DATED MAY 1, 2019 FOR MORE INFORMATION ABOUT THOSE FUNDS, WHICH CAN BE FOUND AT WWW.GSAMFUNDS.COM/VITFUNDS AND WWW.LINCOLNFINANCIAL.COM/LVIP, RESPECTIVELY.
In connection with this Proxy Statement, please note the following:
The LiquidationProposal will not affect the value of a Contract Owner’s investments.
The LiquidationProposal will not be a taxable transaction for Contract Owners.
The Adviser will bear all expenses associated with this Proxy Statement and the liquidation.Proposal.
Every vote counts.
The Liquidating Fund is available as an investment option under variable annuity contracts and variable life insurance policies (the “Contracts”) issued or administered by The Lincoln National Life Insurance Company (“Lincoln Life”), an Indiana insurance company located at 1300 S.South Clinton St.,Street, Fort Wayne, Indiana 46802, and Lincoln Life & Annuity Company of New York, a New York insurance company located at 100 Madison Street, Suite 1860, Syracuse, NY 13202 (“Lincoln New York” and, together, “Lincoln”). Contract owners who selected the Liquidating Fund for investment through a Lincoln Contract (the “Contract Owners”) have a beneficial interest in the Liquidating Fund, but do not directly hold shares of the Liquidating Fund. Lincoln, which uses the Liquidating Fund as a funding vehicle, is the shareholder of record of the Liquidating Fund and, as the legal owner of the Liquidating Fund’s shares, has sole voting and investment power with respect to the shares, but
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passes through any voting rights to Contract Owners. Accordingly, for ease of reference throughout this Proxy Statement, Contract Owners also may be referred to as “shareholders.”
Upon the recommendation of Lincoln Investment Advisors Corporation, the Adviser,Fund’s investment adviser (the “Adviser”), the Trust’s Board, including a majority of the Independent Trustees, considered and approved a Plan of Liquidation for the Liquidating FundProposal and authorized sending a proxy statement to shareholders and Contract Owners of the Liquidating Fund to solicit approval of the Plan of Liquidation.Proposal.
The Board recommends that Contract Owners of the Liquidating Fund approve the Proposal.
Reasons for the Liquidation
The Adviser’s recommendation to liquidate the Liquidating Fund stems primarily from the low asset levels of the Liquidating Fund, which has resulted in it failing to attain economies of scale that would benefit shareholders. The Liquidating Fund’s assets were approximately $25,655,286 as of May 31, 2019. The Adviser considered several alternatives, including continuing the status quo, increasing distribution efforts, restructuring the Liquidating Fund and merging the Liquidating Fund into another fund. However, the Adviser does not expect the Liquidating Fund to achieve significant asset growth in the foreseeable future so as to be viable in the long term. Accordingly, the Adviser recommends liquidating the Liquidating Fund.
Approval of the Liquidation
The Adviser advised the Board that it would seek to liquidate the Liquidating Fund, subject to shareholder approval of a Plan of Liquidation. A Plan of Liquidation then was presented to the Board and approved at a meeting on March 5, 2019. At that
meeting, the Trustees, including a majority of the Independent Trustees, reviewed the Adviser’s recommendation for the Liquidation of the Liquidating Fund, including the information stated above in Reasons for the Liquidation, the principal terms and conditions of the Plan of Liquidation, and certain other materials provided by the Adviser regarding the Liquidation. The Independent Trustees had the assistance of their independent counsel during their review. In approving the liquidation, the Board considered several factors in connection with the proposed Liquidation, including but not limited to the following: (a) the current and expected size of the Liquidating Fund; (b) the Adviser’s recommendation to liquidate the Liquidating Fund, including the alternatives to liquidation considered; (c) the terms and conditions of the proposed Plan of Liquidation and (d) that the Adviser will pay the costs incurred as a result of the proposed Liquidation, which are estimated at approximately $15,000.
The Trust’s Board determined that the Plan of Liquidation would be in the best interests of the Liquidating Fund’s shareholders. The Trust is a Delaware statutory trust and its Declaration of Trust provides that a fund may be terminated by the affirmative vote of a majority of the Board. However, the Staff of the Securities and Exchange Commission (the “SEC”) has taken the view that when a variable product fund is affiliated with the insurance company that sponsors the variable product, the Investment Company Act of 1940 prohibits the liquidation of the fund and the subsequent reinvestment of those assets in a money market fund unless the insurance company has received an SEC substitution order or shareholder approval. Thus, the Board approved the Plan of Liquidation for the Liquidating Fund, subject to shareholder approval.
SUMMARY OF THE PLAN OF LIQUIDATIONPROPOSAL
The Plan of LiquidationProposal provides for the liquidationreclassification of the Liquidating Fund from diversified to non-diversified on or about October 18, 2019April 1, 2021 (the “Liquidation“Reclassification Date”). On or beforeWe recommend that you read the Liquidation Date, all portfolio securities of the Liquidating Fund will be converted to cash or cash equivalents, and the Liquidating Fund will satisfy Federal income and excise tax distribution requirements and pay, or make reasonable provision to pay, all known or reasonably ascertainable liabilities, claims and obligations, knownenclosed Proxy Statement. In addition to the Liquidating Fund and all claims and obligations which are known to the Liquidating Fund but for which the identity of the claimant is unknown.
On the Liquidation Date, the Liquidating Fund’s remaining assets will be reallocated to insurance company separate accounts for the benefit of the Liquidating Fund’s beneficial owners. Lincoln has informed the Trust that, unless otherwise instructed, the distributed assets will be immediately reinvesteddetailed information in the default money market investment option available within each Contract. TheProxy Statement, the following table shows
questions and answers provide an overview of key information about the default money market fund investment option (“Default Investment Option”) for each affected Contract:Reorganization.
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Shareholder approval of the Plan of Liquidation would obviate the need for an SEC substitution order to substitute a Contract Owner’s interest in the Liquidating Fund with an interest in the applicable Default Investment Option for any Contract Owners who did not move their money out of the Liquidating Fund prior to the Liquidation Date (as defined above).
The Plan of Liquidation is structured so as not to result in any dilution of the interests of any shareholders. Significant provisions of the Plan are summarized below; however, this summary is qualified in its entirety by reference to the Plan of Liquidation. Please refer to Appendix A to review the terms and conditions of the Plan of Liquidation.
The Plan of Liquidation may be amended by the Board as may be necessary or appropriate to effect the liquidation of the Liquidating Fund. In addition, the Board may discontinue the Plan of Liquidation at any time if it determines that measure would be advisable and in the best interests of the Liquidating Fund and its shareholders. The Plan of Liquidation shall be deemed discontinued in the event the Liquidating Fund’s shareholders do not approve the Plan.
Effect of the Plan of Liquidation
The Plan of Liquidation is not expected to affect the value of your interest in your Contract. Following the mailing of the Proxy Statement to Contract Owners and prior to the proposed Liquidation Date, Contract Owners may transfer their assets to one of the other investment options available under their Contracts, and will continue to be able to redeem or exchange their shares. If the Plan of Liquidation is approved and a Contract Owner does not select a new investment option prior to the Liquidation Date, the Contract Owner will beneficially own, immediately after the Liquidation, a number of shares of the applicable Default Investment Option having the same value as the value of the shares of the Liquidating Fund beneficially owned by that Contract Owner immediately prior to the Liquidation. After the Liquidation, such Contract Owners will indirectly bear the fees and expenses of the applicable Default Investment Option, but the Liquidation will not result in any change to a Contract Owner’s Contract fees or charges.
Purchase and redemption requests for the Liquidating Fund received after the Liquidation will be treated as requests for the purchase or redemption of the shares of the applicable Default Investment Option. Following the Liquidation, the Liquidating Fund will hold no assets and be dissolved.
Expenses of the Liquidation
The Adviser will bear the expenses of the Liquidation, including preparation of this Proxy Statement, printing and distributing the proxy materials, the costs of soliciting and tallying voting instructions, the cost of preparing and filing a final tax
return and other regulatory filings, legal fees, accounting fees, custody and transfer agency fees, brokerage fees and expenses of holding shareholders’ meetings. The Adviser estimates the expenses of the Liquidation will total approximately $15,000.
Tax Considerations: The Liquidation will be a Non-taxable Event for Contract Owners
The Liquidation will not cause affected Contract Owners to recognize any gain or loss for Federal income tax purposes.
INFORMATION ABOUT THE GOLDMAN SACHS VIT GOVERNMENT MONEY MARKET FUND
The Goldman Sachs VIT Government Money Market Fund summary prospectus dated April 30, 2019 is being provided to you along with this Proxy Statement.
Goldman Sachs VIT Government Money Market Fund as the Default Investment Option
Proceeds of the Liquidation will be reinvested in the Goldman Sachs VIT Government Money Market Fund for owners of the following products if the Contract Owner has not elected to transfer from the Liquidating Fund to a new investment option prior to the Liquidation Date:
Lincoln Investor Advantage (RIA);
Lincoln Investor Advantage (B Share, C Share, Fee Based); and
Lincoln Investor Advantage 2018 (B Share and C Share).
The Goldman Sachs VIT Government Money Market Fund will be used because it is the only money market investment option available within the Lincoln Investor Advantage (RIA) product.
INFORMATION ABOUT THE LVIP GOVERNMENT MONEY MARKET FUND
The LVIP Government Money Market Fund summary prospectus dated May 1, 2019 is being provided to you along with this Proxy Statement.
LVIP Government Money Market Fund as the Default Investment Option
Proceeds of the Liquidation will be reinvested in the LVIP Government Money Market Fund for owners of the following products who have not elected to transfer from the Liquidating Fund to a new investment option prior to the Liquidation Date:
COLI;
Investment Solutions RIA;
Lincoln Investor Advantage RIA Class;
Lincoln Investor Advantage Advisory;
ChoicePlus – Access & Bonus (LL, LNY);
ChoicePlus Assurance B Share, C Share, L Share, Bonus;
ChoicePlus Design;
ChoicePlus II (pre 6-6-05);
ChoicePlus Assurance A-Share (Post 6-6-05) & (A Share-Fee Based 2010);
ChoicePlus (Assurance Series (LPL), Signature, Rollover);
ChoicePlus Assurance Prime; and
ChoicePlus (Advisory).
The LVIP Government Money Market Fund will be used because it is the only money market investment option available within these products. Lincoln may be subject to potential conflicts of interest relating to investments in the LVIP Government Money Market Fund (see “Potential Benefits to the Adviser and its Affiliates” section below for further information).
Potential Benefits to the Adviser and its Affiliates
The Adviser or its affiliates may realize benefits as a result of the investment in the LVIP Government Money Market Fund and therefore may be faced with potential conflicts of interest relating to Lincoln’s selection of the default investment option. In that regard, it should be noted that, with respect to the Service Class shares only, an affiliate of Lincoln will be paid by the distributor of the LVIP Government Money Market Fund a fee at an annual rate of up to 0.25% of the average daily net assets of Contracts invested in the Fund for providing various services to shareholders pursuant to the Liquidating Fund’s Distribution and Service Plan. Currently, the Service Class shares of the Liquidating Fund pay up to 0.25% of its average daily net assets to broker-dealers that provide various services to shareholders. Additionally, the Adviser serves as the investment adviser to the LVIP Government Money Market Fund and will be paid a management fee at an annual rate of up to 0.38% of the average daily net assets of Contracts invested in the Liquidating Fund.
COMPARISON OF INVESTMENT OBJECTIVES, INVESTMENT STRATEGIES, AND PRINCIPAL RISKS
The Liquidating Fund’s investment objective, policies, strategies and risks are substantially different from those of the Default Investment Options, Goldman Sachs VIT Government Money Market Fund and LVIP Government Money Market Fund, which are money market funds and may be inconsistent with Contract Owners’ investment goals under the Contract.
The Liquidating Fund’s investment objective is substantially different from the Default Investment Options. The investment objective of the Liquidating Fund is to seek a balance of current income and capital appreciation. The Goldman Sachs VIT Government Money Market Fund’s investment objective is to seek to maximize current income to the extent consistent with the preservation of capital and the maintenance of liquidity by investing exclusively in high quality money market instruments. The LVIP Government Money Market Fund’s investment objective is to seek current income while (i) maintaining a stable value of your shares (providing stability of net asset value) and (ii) preserving the value of your initial investment (preservation of capital).
The Liquidating Fund has substantially different investment strategies from the Default Investment Options. The Liquidating Fund seeks to provide income through investments in fixed income securities (bonds) and high dividend paying equities, preferred equities and other similar securities (stocks). The Liquidating Fund seeks to achieve capital appreciation primarily through equity securities while the Default Investment Options are money market funds that invest at least 99.5% of their total assets in cash, government securities and/or repurchase agreements that are fully collateralized with cash or government securities. The Liquidating Fund may invest in equity securities, fixed income securities (including non-investment grade securities), foreign securities, derivatives, securities of emerging market issuers, master limited partnerships (“MLPs), mutual funds, exchange-traded funds (“ETFs”) and real estate investment trusts (“REITs”) whereas the Default Investment Options may only invest in cash, government securities, and/or repurchase agreements guaranteed by the U.S. government tor its agencies. Either the Goldman Sachs VIT Government Money Market Fund or the LVIP Government Money Market Fund was selected because it was the only money market investment option offered within your respective Contract (see “Summary of the Plan of Liquidation” section above for more information about your Contract’s investment options).
The following table compares the investment objectives and the principal investment policies and strategies of the Fund with those of the Default Investment Options. The Funds’ Boards may change the investment objective of a respective Fund without a vote of that Fund’s shareholders. For more detailed information about each Fund’s investment strategies and risks, see their respective Statement of Additional Information.
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Q. | Why has the Board approved the Proposal? |
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Q. | What will happen if the Proposal is approved? |
A. | Shareholders of the Fund are being asked to approve changing the Fund’s sub-classification from a diversified fund to a non-diversified fund, as defined under the 1940 Act. The changes will give the Fund the ability to invest a greater percentage of its assets in the obligations or securities of a smaller number of issuers or any one issuer than a diversified fund. Shareholders should note that if the changes in the Fund’s sub-classifications to “non-diversified” are approved, the Fund’s risk profile may increase (for additional information, see “Proposal” below). |
Q. | Will the Reclassification impact my interest in the Fund if the Proposal is approved? |
A. | The Proposal is not expected to affect the value of your interest in the Fund. |
Q. | Will I have to pay federal income taxes as a result of the Reclassification? |
A. | The Reclassification will not result in a taxable event for Contract Owners. |
Q. | Who will pay the costs of the Proposal? |
A. | The Fund will bear the expenses of the Proposal, including preparation of this Proxy Statement, printing and distributing the proxy materials, the costs of soliciting and tallying voting instructions, regulatory filings, legal fees, and expenses of holding shareholders’ meetings. The Adviser estimates the expenses of the Proposal will total approximately $75,000. |
Q. | What will happen if shareholders of the Fund do not approve the Proposal? |
A. | If the Proposal is not approved, the Fund will continue to operate as a diversified fund, as defined under the 1940 Act, and the Fund’s related fundamental investment restriction on diversification will remain in effect. |
Q. | When will the Reclassification occur? |
A. | The Reclassification is expected to be completed on or about April 1, 2021. |
Q. | How does the Board recommend that I vote? |
A. | The Board unanimously recommends that you vote in favor of the Proposal. |
Q. | How can I attend the Special Meeting? |
A. | The Special Meeting will be a completely virtual meeting of shareholders, which will be conducted exclusively by webcast. You are entitled to participate in the Special Meeting only if you were a shareholder of the Fund as of the close of business on the Record Date. No physical meeting will be held. |
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You will be able to attend the Special Meeting online and submit your questions during the meeting by visiting www.meetingcenter.io/226534742. You also will be able to vote your shares online by attending the Special Meeting by webcast.
To participate in the Special Meeting, you will need to log on using the control number from your proxy card or meeting notice. The control number can be found in the shaded box. The password for the meeting is LVIP2021.
If you hold your shares through an intermediary, such as a bank or broker, you must register in advance using the instructions below.
The online meeting will begin promptly at 11:00 a.m., Eastern time. We encourage you to access the meeting prior to the start time leaving ample time for the check in. Please follow the access instructions as outlined in this proxy statement.
Q. | How do I register to attend the Special Meeting virtually on the Internet? |
A. | If you are a registered shareholder, you do not need to register to attend the Special Meeting virtually on the Internet. If you hold your shares through an intermediary, such as a bank or broker, you must register in advance to attend the Special Meeting virtually on the Internet. |
To register to attend the Special Meeting online by webcast you must submit proof of your proxy power (legal proxy) reflecting your Fund holdings along with your name and email address to Computershare. You must contact the bank or broker who holds your shares to obtain your legal proxy. Requests for registration must be labeled as “Legal Proxy” and be received no later than 5:00 p.m., Eastern Time, 3 business days prior to the meeting date.
You will receive a confirmation of your registration by email after we receive your legal proxy.
Requests for registration should be directed to us by emailing an image of your legal proxy, to shareholdermeetings@computershare.com.
Reasons for the Proposal
The Fund is currently sub-classified as “diversified” for purposes of Section 5(b)(1) of the 1940 Act. As a diversified fund, the Fund is limited as to the amount it may invest in any single issuer. Specifically, for 75% of its total assets, the Fund currently may not invest in a security if, as a result of such investment, more than 5% of its total assets (calculated at the time of purchase) would be invested in
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securities of any one issuer. In addition, for 75% of its total assets, the Fund may not hold more than 10% of the outstanding voting securities of any one issuer. The restrictions in Section 5(b)(1) do not apply to investments in U.S. government securities, securities of other investment companies (for example, other funds), cash and cash items.
In addition, the Fund currently has a fundamental investment restriction on diversification, which may only be changed with shareholder approval. This fundamental investment restriction is proposed to change as follows:
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Comparison of Principal Risk Factors
An investment in a Fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. You may lose money by investing in a Fund. The following table compares the principal risks of investing in each Fund. For an explanation of each principal risk, see “Description of Principal Risks” below.
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Description of Principal RisksAs shown in the table above, if shareholders approve changing the Fund’s sub-classification from diversified to non-diversified, this fundamental investment restriction will be eliminated.
The LVIP Goldman Sachs Income Builder Fund’s performance mayIf the Proposal is approved by shareholders, the Fund will no longer be affected by one or moresubject to the diversification limitation set forth in Section 5(b)(1) of the following risks:
Market Risk. The value of portfolio investments may decline. As a result, your1940 Act or the Fund’s current fundamental investment in a fund may decline in value and you could lose money.
Value Stocks Risk. Value stocks tendrestrictions on diversification. Although the Fund would no longer be subject to be inexpensive relative to their earnings or assets compared to other types of stocks, such as growth stocks. Value stocks canthe 1940 Act diversification restrictions, the Fund will continue to be inexpensive for long periods of time, may not ever realize their potential value, and may even go down in price.
Medium-Cap Companies Risk. Securities issued by medium-sized companies may be subject to more abrupt market movements and may involve greater risks than investments in larger companies. These less developed, lesser-known companies may experience greater risks than those normally associated with larger companies. This is due to, among other things, the greater business risksfederal tax diversification restrictions of smaller size and limited product lines, markets, distribution channels, and financial and managerial resources.
Interest Rate Risk. When interest rates rise, fixed income securities (i.e., debt obligations) generally will decline in value. These declines in value are greater for fixed income securities with longer maturities or durations.
Credit Risk. Credit risk is the risk that the issuer of a debt obligation will be unable or unwilling to make interest or principal payments on time. Credit risk is often gauged by “credit ratings” assigned by nationally recognized statistical rating organizations (“NRSROs”). A decrease in an issuer’s credit rating may cause a decline in the value of the issuer’s debt obligations. However, credit ratings may not reflect the issuer’s current financial condition or events since the security was last rated by a rating agency. Credit ratings also may be influenced by rating agency conflicts of interest or based on historical data that are no longer applicable or accurate.
Prepayment/Call Risk. Debt securities are subject to prepayment risk when the issuer can “call” the security, or repay principal, in whole or in part, prior to the security’s maturity. When the Fund reinvests the prepayments of principal it receives, it may receive a rate of interest that is lower than the rate on the called security.
Floating and Variable Rate Securities Risk. Variable rate securities (which include floating rate securities) generally are less sensitive to interest rate changes than fixed rate debt securities. However, the market value of variable rate debt securities may decline when prevailing interest rates rise if their interest rates do not rise as much, or as quickly, as interest rates in general. Conversely, variable rate securities will not generally increase in market value if interest rates decline. In addition, floating rate securities may be rated below investment grade (such securities are commonly referred to as “junk bonds”). The floating rate corporate loans and corporate debt securities in which the Fund invests are often issued in connection with highly leveraged transactions. Leveraged buyout loans are subject to greater credit risks than other investments including a greater possibility that the borrower may default or enter bankruptcy.
Below Investment Grade Bond Risk. Below investment grade bonds, otherwise known as “high yield” bonds (“junk” bonds), generally have a greater risk of principal loss than investment grade bonds. Below investment grade bonds are often considered speculative and involve significantly higher credit risk and liquidity risk. The value of these bonds may fluctuate more than the value of higher-rated debt obligations, and may decline significantly in periods of general economic difficulty or periods of rising interest rates and may be subject to negative perceptions of the junk bond markets generally and less secondary market liquidity.
Real Estate and Real Estate Investment Trusts (REITs) Risk. Investing in real estate securities (including REITs) is subject to the risks associated with the direct ownership and development of real estate. These risks include declines in real estate values, fluctuations in rental income (due in part to vacancies and rates), increases in operating costs and property taxes, increases in financing costs or inability to procure financing, potential environmental liabilities and changes in zoning laws and other regulations. REITs whose underlying properties are concentrated in a particular industry or geographic region are subject to risks affecting such industries and regions. The securities of REITs involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements because of interest rate changes, economic conditions and other factors. Securities of such issuers may lack sufficient market liquidity to enable the Fund to effect sales at an advantageous time or without a substantial drop in price.
Foreign Investments Risk. Foreign investments have additional risks that are not present when investing in U.S. investments. Foreign currency fluctuations or economic or financial instability could cause the value of foreign investments to fluctuate. Additionally, foreign investments include the risk of loss from foreign government or
political actions including; for example, the imposition of exchange controls, the imposition of tariffs, economic and trade sanctions or embargoes, confiscations, and other government restrictions, or from problems in registration, settlement or custody. Investing in foreign investments may involve risks resulting from the reduced availability of public information concerning issuers. Foreign investments may be less liquid and their prices more volatile than comparable investments in U.S. issuers.
Foreign Currency Risk. Foreign currency risk is the risk that the U.S. dollar value of foreign investments may be negatively affected by changes in foreign (non-U.S.) currency rates. Currency exchange rates may fluctuate significantly over short periods of time. In addition, currency management strategies may substantially change the Fund’s exposure to currency exchange rates and could negatively affect the value of the Fund’s foreign investments, if currencies do not perform as expected. Currency management strategies also may reduce the Fund’s ability to benefit from favorable changes in currency exchange rates.
Currency Management Strategy Risk. Currency management strategies, including cross-hedging, may substantially change exposure to currency exchange rates and could result in losses if currencies do not perform as expected. In addition, currency management strategies, to the extent that they reduce exposure to currency risks, also may reduce the ability to benefit from favorable changes in currency exchange rates. Furthermore, there may not be perfect correlation between the amount of exposure to a particular currency and the amount of securities in the portfolio denominated in that currency. Currency rates may also fluctuate significantly, reducing returns.
Emerging Markets Risk. Companies located in emerging markets tend to be less liquid, have more volatile prices, and have significant potential for loss in comparison to investments in developed markets.
Master Limited Partnership Risk. Investments in securities of an MLP involve risks that differ from investments in common stock, including risks related to limited control and limited rights to vote on matters affecting the MLP, risks related to potential conflicts of interest between the MLP and the MLP’s general partner, cash flow risks, dilution risks and risks related to the general partner’s right to require unit-holders to sell their common units at an undesirable time or price due to regulatory changes or other reasons. MLPs are generally considered interest-rate sensitive investments. During periods of interest rate volatility, these investments may not provide attractive returns.
Derivatives Risk. Derivatives, such as futures, forwards, options and swaps, involve risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives prices can be volatile and may move in unexpected ways, especially in unusual market conditions. Some derivatives are particularly sensitive to changes in interest rates. In addition, there may be imperfect correlation between the price of the derivatives
contract and the price of the underlying securities. Other risks include the potential inability to terminate or sell derivative positions. Further, losses could result if the counterparty to a transaction does not perform as promised. Derivative instruments may be “leveraged,” which may magnify or otherwise increase investment losses.
Liquidity Risk. Liquidity risk is the risk that securities holdings which are considered to be illiquid may be difficult to value. Illiquid holdings also may be difficult to sell, both at the time or price desired. Liquidity risk also may result from increased shareholder redemptions in the Fund. Furthermore, a potential rise in interest rates may result in a period of Fund volatility and increased redemptions, heightening liquidity risk. In addition, liquidity risk may result from the lack of an active market for fixed income securities, as well the reduced capacity of dealers to make a market for such securities.
The Goldman Sachs VIT Government Money Market Fund’s performance may be affected by one or more of the following risks:
Credit/Default Risk.An issuer or guarantor of a security held by the Fund, or a bank or other financial institution that has entered into a repurchase agreement with the Fund, may default on its obligation to pay interest and repay principal or default on any other obligation. Additionally, the credit quality of securities may deteriorate rapidly, which may impair the Fund’s liquidity and cause significant deterioration in NAV.
Interest Rate Risk.When interest rates increase, the Fund’s yield will tend to be lower than prevailing market rates, and the market value of its securities or instruments may also be adversely affected. The risks associated with changing interest rates may have unpredictable effects on the markets and the Fund’s investments. A low interest rate environment poses additional risks to the Fund, because low yields on the Fund’s portfolio holdings may have an adverse impact on the Fund’s ability to provide a positive yield to its shareholders, pay expenses out of Fund assets, or, at times, maintain a stable $1.00 share price. Fluctuations in interest rates may also affect the liquidity of the fixed income securities and instruments held by the Fund.
Large Shareholder Transactions Risk.The Fund may experience adverse effects when certain large shareholders purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions, which may occur rapidly or unexpectedly, may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash or otherwise maintains a larger cash position than it ordinarily would. These transactions may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio.
Liquidity Risk.The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. The liquidity of portfolio securities can deteriorate rapidly due to credit events affecting issuers or guarantors, such as a credit rating downgrade, or due to general market conditions or a lack of willing buyers. An inability to sell one or more portfolio positions, or selling such positions at an unfavorable time and/or under unfavorable conditions, can adversely affect the Fund’s ability to maintain a stable $1.00 share price. Liquidity risk may also refer to the risk that the Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. Liquidity risk may be the result of, among other things, the reduced number and capacity of traditional market participants to make a market in fixed income securities or the lack of an active market. The potential for liquidity risk may be magnified by a rising interest rate environment or other circumstances where investor redemptions from money market and other fixed income mutual funds may be higher than normal, potentially causing increased supply in the market due to selling activity. Redemptions by large shareholders may have a negative impact on the Fund’s liquidity.
Market Risk.The market value of the securities in which the Fund invests may go up or down in response to the prospects of individual companies, particular sectors or governments and/or general economic conditions throughout the world due to increasingly interconnected global economies and financial markets.
Stable NAV Risk.The Fund may not be able to maintain a stable $1.00 share price at all times. If any money market fund that intends to maintain a stable NAV fails to do so (or if there is a perceived threat of such a failure), other such money market funds, including the Fund, could be subject to increased redemption activity, which could adversely affect the Fund’s NAV. Shareholders of the Fund should not rely on or expect the Investment Adviser or an affiliate to purchase distressed assets from the Fund, make capital infusions into the Fund, enter into capital support agreements with the Fund or take other actions to help the Fund maintain a stable $1.00 share price.
Tax Diversification Risk.The Fund intends to meet the diversification requirements that are applicable to insurance company separate accounts under Subchapter LM of the Internal Revenue Code of 1986, as amended (the “Code”“IRC”). For purposes of the “Diversification Requirements”). To satisfyIRC, the Diversification Requirements applicableFund operates as a “regulated investment company.” As such, the Fund must meet certain diversification requirements, including the requirement that, in general, at least 50% of the market value of its total assets at the close of each quarter of its taxable year must be invested in cash, cash equivalents, U.S. government securities, securities of other regulated investment companies, and securities of issuers (including foreign governments) with respect to variable annuity contracts,which the Fund has invested no more than 5% of its total assets in securities of any one issuer and owns no more than 10% of the outstanding voting securities of any issuer. The Fund also must invest no more than 25% of the value of its total assets in securities (other than U.S. government securities and securities of other regulated investment companies) of any one issuer or of two or more issuers that the assetsFund controls and is engaged in the same, similar or related trades or
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businesses or, collectively, in the securities of certain publicly traded partnerships. These limits apply only as of the close of each quarter of each Fund’s taxable year. These federal tax diversification requirements may change in the future without shareholder approval.
The asset classes in which the Fund invested in securities issued by the U.S. government must remain below specified thresholds. For these purposes, each U.S. government agency or instrumentality is treated as a separate issuer. Operating as a “government money market fund,” as such term is defined in or interpreted under Rule 2a-7 under the Investment Company Act, may makeinvests have experienced fundamental changes that have made it difficult for the Fund to meetpursue their existing investment strategies while maintaining their 1940 Act diversification status. Over the Diversification Requirements. This difficulty may be exacerbatedcourse of the last ten years, the Fund’s asset classes have become increasingly dominated by a relatively small number of large companies and the potential increasesignificant outperformance of some of these companies, which has resulted in demand fora higher level of concentration of these companies in the typesFund’s asset class. In other words, these companies now represent a large percentage of securitiesthe investment universes in which the Fund invests as a result ofinvests.
Due to these changes to the rules that govern Securities and Exchange
Commission (“SEC”) registered money market funds. A failureFund’s investment universe, the Fund is not able to satisfytake positions in these companies as large as the Diversification Requirements could have significant adverse tax consequencesrespective portfolio management teams believe to be beneficial for variable annuity contract owners whose contract values are determined by investmentthe Fund’s portfolio because the Fund is limited in doing so to maintain its diversified status. (For a diversified fund, all investments greater than 5% in any one issuer may not exceed, in the Fund. See “Taxation”aggregate, 25% of the fund’s assets.) Thus, changing the Fund’s sub-classification to non-diversified would provide the Fund with the flexibility to pursue its investment strategy given that the Adviser believes the high level of concentration in the SAIFund’s asset class will remain for the foreseeable future.
Shareholders should note that if the changes in the Fund’s sub-classifications to “non-diversified” are approved, the Fund’s risk profile may increase. This is because the investment return on a non-diversified fund typically is dependent upon the performance of securities of a smaller number of issuers than a diversified fund. Consequently, a non-diversified fund is more information.
U.S. Government Securities Risk.The U.S. governmentsusceptible to adverse developments affecting the larger holdings in its portfolio than a diversified fund and may not provide financial supportbe more susceptible to U.S. government agencies, instrumentalities or sponsored enterprisesgreater losses because of such developments. Accordingly, if itthe Proposal is not obligated to do so by law. Certain U.S. Government Securities, including securities issued by the Federal National Mortgage Association (“Fannie Mae”), Federal Home Loan Mortgage Corporation (“Freddie Mac”) and Federal Home Loan Banks are neither issued nor guaranteed by the U.S. Treasury and, therefore, are not backed by the full faith and creditapproved on behalf of the United States. The maximum potential liabilityFund, the Fund would potentially be subject to greater risk than it currently is.
Approval of the issuersProposal
The Board considered the recommendations of some U.S. Government securities held bythe Adviser to change the Fund’s sub-classification to non-diversified and to eliminate the Fund’s related fundamental investment restriction. The Board considered all relevant factors, including the potential impact on the Fund may greatly exceed their current resources, including any legal right to support fromand its risk profile and the U.S. Treasury. It is possible that issuersestimated costs associated with seeking shareholder approval of U.S. Government Securities will not have the funds to meet their payment obligationsproposed change for the Fund. Following its consideration of these matters, the Board unanimously approved the proposed change in the future.
The LVIP Government Money Market Fund’s performance may be affected by one or more ofsub-classification to “non-diversified” and the following risks:
Credit Risk (Money Market). Credit risk refers to the possibility that the issuer of a security will not be able to make payments of principal and interest when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthy ness may also affect the valueelimination of the Fund’s related fundamental investment inrestriction. It is anticipated that issuer.this Proposal, if approved, will be effective on or about April 1, 2021.
Interest Rate Risk. When interest rates rise, fixed income securities (i.e., debt obligations) generally will decline in value. These declines in value are greater for fixed income securities with longer maturities or durations.
Repurchase Agreements and Purchase and Sale Contracts Risk. 7
If the other party to a repurchase agreement or purchase and sale contract defaults on its obligation under the agreement, the Fund may suffer delays and incur costs or lose money in exercising its rights under the agreement. If the seller fails to repurchase the security in either situation and the market value of the security declines, the Fund may lose money.
U.S. Government Agency Risk. Treasury obligations may differ in their interest rates, maturities, times of issuance and other characteristics. Obligations of U.S. Government agencies and authorities are supported by varying degrees of credit but may not be backed by the full faith and credit of the U.S. Government. No assurance can be given that the U.S. Government will provide financial support to its agencies and authorities if itProposal is not obligatedapproved by law to do so.
When-Issued Securities, Delayed Delivery Securities and Forward Commitments Risk. A fund may purchase or sell securities that it is entitled to receive on a when issued basis. When-issued and delayed delivery securities and forward commitments
involve the risk that the security will lose value prior to its delivery. There also is the risk that the security will not be issued or that the other party to the transaction will not meet its obligation.
Liquidity Risk. Liquidity risk is the risk that securities holdings which are considered to be illiquid may be difficult to value. Illiquid holdings also may be difficult to sell, both at the time or price desired. Liquidity risk also may result from increased shareholder redemptions in the Fund. Furthermore, a potential rise in interest rates may result in a period of Fund volatility and increased redemptions, heightening liquidity risk. In addition, liquidity risk may result from the lack of an active market for fixed income securities, as well the reduced capacity of dealers to make a market for such securities.
PERFORMANCE AND FEE COMPARISON
Comparison of Performance Information
The following tables provide some indication of the risks of choosing to invest in the Funds. The information shows the average annual total returns of each Fund’s share classes. Performance in the average annual returns table does not reflect the impact of variable annuity or variable life contract expenses. Each Fund’s past performance will not necessarily an indication of howshareholders, the Fund will perform incontinue to operate as a diversified fund, as defined under the future.
Average Annual Total Returns For period ended 12/31/18 | ||||||||
1 Year | Since Inception (5/1/14) | |||||||
LVIP Goldman Sachs Income Builder Fund—Standard Class | -4.42 | % | 1.84 | % | ||||
LVIP Goldman Sachs Income Builder Fund—Service Class | -4.65 | % | 1.59 | % | ||||
Russell 1000® Value Index (reflects no deductions for fees, expenses or taxes) | -8.27 | % | 5.49 | % | ||||
Goldman Sachs Income Builder Composite (reflects no deductions for fees, expenses or taxes)* | -4.10 | % | 3.89 | % |
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During the periods shown in the above table, the Fund’s highest return for a quarter occurredrelated fundamental investment restriction on diversification will remain in the second quarter of 2016 at 3.36%.effect.
The Fund’s lowest return for a quarter occurred in the third quarter of 2015 at (5.65%).
Average Annual Total Returns For period ended 12/31/18 | ||||||||||||
1 Year | 5 Years | 10 Years | ||||||||||
Goldman Sachs VIT Government Money Market Fund—Institutional Shares | 1.74 | % | 0.56 | % | 0.54 | %* | ||||||
Goldman Sachs VIT Government Money Market Fund—Service Shares | 1.48 | % | 0.41 | % | 0.22 | % |
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During the periods shown in the above table, the Fund’s highest return for a quarter occurred in the fourth quarter of 2018 at 0.53%.
The Fund’s lowest return for a quarter occurred in the third quarter of 2014 at 0.00%.
Average Annual Total Returns For period ended 12/31/18 | ||||||||||||
1 Year | 5 Years | 10 Years | ||||||||||
LVIP Government Money Market Fund—Standard Class | 1.39 | % | 0.37 | % | 0.23 | % | ||||||
LVIP Government Money Market Fund—Service Class | 1.14 | % | 0.28 | % | 0.16 | % |
During the periods shown in the above table, the Fund’s highest return for a quarter occurred in the fourth quarter of 2018 at 0.45%.
The Fund’s lowest return for a quarter occurred in the third quarter of 2015 at 0.00%
The Fund’s 7-day, net yield for the period ended December 31, 2018 was 2.45%.
Comparison of Fees and ExpensesTHE BOARD OF THE FUND UNANIMOUSLY RECOMMENDS A VOTE FOR THE PROPOSAL
The following tables show the current fees and expenses of each Fund. The tables below do not reflect any Contract related fees and expenses, which would increase overall fees and expenses. See the Contract prospectus for a description of those fees and expenses.
LVIP Goldman Sachs Income Builder Fund (Liquidating Fund)
LVIP Goldman Sachs Income Builder Fund – Standard Class | LVIP Goldman Sachs Income Builder Fund – Service Class | |||||||
Shareholder fees (paid directly from your investment) | None | None | ||||||
Annual Operating Expenses (expenses that are deducted from fund assets) |
| |||||||
Management Fees | 0.65 | % | 0.65 | % | ||||
Distribution and/or Service (12b-1) Fees | None | 0.25 | % | |||||
Other Expenses | 0.37 | % | 0.37 | % | ||||
Acquired Fund Fees and Expenses (AFFE) | 0.02 | % | 0.02 | % | ||||
Total Annual Fund Operating Expenses (including AFFE)1 | 1.04 | % | 1.29 | % | ||||
Less Expense Reimbursement2 | (0.27 | )% | (0.27 | )% | ||||
Total Annual Fund Operating Expenses (After Expense Reimbursement) | 0.77 | % | 1.02 | % |
|
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Goldman Sachs VIT Government Money Market Fund (Default Investment Option)
Goldman Sachs VIT Government Money Market Fund – Institutional Class | Goldman Sachs VIT Government Money Market Fund – Service Class | |||||||
Shareholder fees (paid directly from your investment) | None | None | ||||||
Annual Operating Expenses (expenses that are deducted from fund assets) |
| |||||||
Management Fees | 0.16 | % | 0.16 | % | ||||
Distribution and/or Service (12b-1) Fees | None | 0.25 | % | |||||
Other Expenses | 0.06 | % | 0.06 | % | ||||
Total Annual Fund Operating Expenses | 0.22 | % | 0.47 | % | ||||
Expense Limitation1 | (0.04 | )% | (0.04 | )% | ||||
Total Annual Fund Operating Expenses After Expense Limitation | 0.18 | % | 0.43 | % |
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LVIP Government Money Market Fund (Default Investment Option)
LVIP Government Money Market Fund – Standard Class | LVIP Government Money Market Fund – Service Class | |||||||
Shareholder fees (paid directly from your investment) | None | None | ||||||
Annual Operating Expenses (expenses that are deducted from fund assets) |
| |||||||
Management Fees | 0.38 | % | 0.38 | % | ||||
Distribution and/or Service (12b-1) Fees | None | 0.25 | % | |||||
Other Expenses1 | 0.11 | % | 0.11 | % | ||||
Total Annual Fund Operating Expenses | 0.49 | % | 0.74 | % |
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Expense Example
The following example is intended to help you compare the costs of investing in the Funds with the cost of investing in other investment options. The example assumes that you invest $10,000 in a Fund for the time periods indicated; your investment has a 5% return each year; the Fund’s operating expenses remain the same; and any fee waiver or expense limitation agreements are not renewed after their expiration dates described in the footnotes to the expense table above.
This example does not reflect any Contract related fees and expenses, including redemption fees (if any) at the Contract level. If such fees and expenses were reflected, the total expenses would be higher. See your Contract prospectus for more information about Contract charges. The results apply whether or not you redeem your investment at the end of the given period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:
Fund/Class | 1 year | 3 years | 5 years | 10 years | ||||||||||||
LVIP Goldman Sachs Income Builder Fund—Standard Class | $79 | $304 | $548 | $1,247 | ||||||||||||
LVIP Goldman Sachs Income Builder Fund—Service Class | $104 | $382 | $682 | $1,533 | ||||||||||||
Goldman Sachs VIT Government Money Market Fund—Institutional Shares | $18 | $67 | $120 | $276 | ||||||||||||
Goldman Sachs VIT Government Money Market Fund—Service Shares | $44 | $147 | $259 | $588 | ||||||||||||
LVIP Government Money Market Fund—Standard Class | $50 | $157 | $274 | $616 | ||||||||||||
LVIP Government Money Market Fund—Service Class | $76 | $237 | $411 | $918 |
ADDITIONAL INFORMATION ABOUT THE LIQUIDATIONPROPOSAL
Purchases and Transfers into the Liquidating Fund
If the Plan of Liquidation is approved, purchases and transfers into the Liquidating Fund may not be accepted after the close of business on October 17, 2019.
Future Allocation of Premiums will be treated as orders for the applicable Default Investment Option
Once the Liquidation is approved and completed, any order associated with new premiums or transfer (purchases and redemptions) for the Liquidating Fund will be deemed as a request for the purchase or redemption of shares of the applicable Default Investment Option.
Transfers out of the Liquidating Fund
ShareholdersThe Proposal will have no effect on transfers into or out of the Fund. Subject to the terms of their Contract, shareholders may transfer out of the Liquidating Fund into any other investment option available under their Contract at any time upprior to or after the close of business on October 17, 2019. Any shareseffective date of the Liquidating Fund held at the close of business on October 18, 2019 will be liquidated and automatically reinvested in shares of the applicable Default Investment Option. Transfers out of the Liquidating Fund within 30 days prior to the Liquidation and transfers out of the applicable Default Investment Option within 30 days after the Liquidation will not count as transfers for purposes of transfer limitations under the Contracts. Supplements to the prospectuses will be issued for the affected Contracts advising Contract Owners of their rights to transfer under their respective Contracts.Proposal.
Failure to Approve the Plan of LiquidationProposal
If shareholders/Contract Owners of the Liquidating Fund do not approve the Plan of Liquidation,Proposal, the Plan of LiquidationProposal will not be implemented. The Board then would meet to consider what, if any, steps to take with respect to the Liquidating Fund, such as holding another vote or seeking a substitution order fromcontinuing to run the SEC to substitute a Contract Owner’s interest in the Liquidating Fund with an interest in another fund.as diversified.
GENERALSHAREHOLDER AND VOTING INFORMATION ABOUT THIS PROXY
Share Ownership
At the close of business on June 14, 2019December 22, 2020 (the “Record Date”), there were 155,052.0926,018,158.963 outstanding Standard Class shares of the Liquidating Fund and 2,382,348.41428,149,370.080 outstanding Service Class shares of the Liquidating Fund. Both Standard Class and Service Class shares of the Liquidating Fund are offered as investments within Lincoln Contracts. Lincoln Life and Lincoln New York are the record owners of the shares of the Liquidating Fund underlying the Contracts, but are soliciting voting instructions from Contract Owners having contract value invested in the Liquidating Fund (a beneficial interest) through their respective separate accounts.
Because the Liquidating Fund is available as an investment for variable annuity contracts and variable life insurance policies offered by certain life insurance companies, the insurance companies could be deemed to control the voting securities of the Liquidating Fund (i.e., by owning more than 25%). As of the Record Date, Lincoln Life and Lincoln New York owned 2,381,376.8732,111,696.12 and 156,023.632,055,832.92 shares of the Liquidating Fund, respectively, which represents 93.85%93.98% and 6.15%6.02% of the Liquidating Fund’s outstanding shares, respectively. To the knowledge of the Trust, as of the Record Date, no current Trustee or executive officer of the Trust owned any separate account units attributable to 1% or more of the assets of any class of the Liquidating Fund.
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As of June 14, 2019,January 25, 2021, there were no shareholders that held 5% or more of the outstanding shares of any share class of the Liquidating Fund, except for the insurance company shareholders.
Solicitation of Proxies
In addition to the solicitation of voting instruction forms and proxy cards by mail, officers and employees of the Trust, without additional compensation, may solicit voting and proxy instructions in person, by telephone, and electronically, including through the Internet. The Trust also may engage a third-party vendor to solicit proxies from Contract Owners or shareholders. The agreement between Georgeson Inc. a Delaware corporation (operating through its Computershare Fund Services division) (“CFS”) and Lincoln Life states that CFS will provide proxy solicitation and tabulation services for a fee, including out-of-pocket expenses, of approximately $7,000.$75,000. All expenses incurred in connection with the preparation of this Proxy Statement and the solicitation of instructions will be paid by the Adviser.Fund.
Voting Information
This Proxy Statement is being furnished in connection with the solicitation of proxies by the Board. At the Meeting, Lincoln Life and Lincoln New York will vote the Liquidating Fund’s shares held in the Accounts, in accordance with the instructions received from Contract Owners whose purchase payments were invested, as of the Record Date, in the Liquidating Fund by the Accounts. For all Accounts that support variable annuity contracts, the number of votes which a Contract Owner may cast when instructing an insurance company how to vote is determined by applying the Contract Owner’s percentage interest in the Liquidating Fund to the total number of votes attributable to the Liquidating Fund. Holders of shares of the Liquidating Fund as of the Record Date are entitled to one vote for each share held, and a proportionate fraction of a vote for each fraction of a share held.
Lincoln Life and Lincoln New York will vote (i) shares owned by Lincoln Life and Lincoln New York; and (ii) the Liquidating Fund’s shares held by the Accounts for which no timely instructions are received, in proportion to the voting instructions which are received with respect to the Liquidating Fund, even if only a relatively small number of Contract Owners provide voting instructions. Therefore, the vote of a small number of shareholders can affect the overall outcome since those fewer votes have a proportional impact. Lincoln Life and Lincoln New York will vote shares of the Liquidating Fund held by each of their separate accounts in accordance with the proxy voting instructions received from its Contract Owners.If voting instructions are properly executed and received in a timely manner but they contain no voting directions, the votes represented by those instructions will be cast FOR the Proposal and Lincoln Life and Lincoln New York may vote in accordance with their judgment with respect to other matters not now known to the Board that may be presented at the Meeting.
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Contract Owners may vote by mail, telephone, Internet or in person.Internet. Voting instructions must be received by 4:5:00 p.m. Eastern Timetime on September 16, 2019.March 23, 2021. If you vote by mail, the voting instruction proxy card must be received at the address shown on the enclosed postage paid envelope. Contract Owners may also vote by attending the Meeting.
Revocation of Voting Instructions and Proxies
Any Contract Owner who provides voting instructions has the power to revoke the instructions by (1) delivering to the Secretary of the Trust (at the address of the Trust provided on the cover page of this proxy statement) written notice of revocation, or (2) submitting superseding voting instructions, in each case at any time prior to the date of the Meeting. Contract Owners may also revoke prior voting instructions by voting in person at the Meeting.
Quorum
A quorum of shareholders is necessary to hold a valid meeting and to consider the Proposal in this Proxy Statement. Holders of 331⁄3% of the outstanding shares of the Liquidating Fund on the Record Date, present in person or by proxy at the Meeting, shall constitute a quorum. In the absence of a quorum, a simple majority of outstanding shares entitled to vote, present in person or by proxy, may adjourn the meeting from time to time until a quorum is present. Shares held by shareholders present in person or represented by proxy at the meeting (including Lincoln Life and Lincoln New York) will be counted both for the purpose of determining the presence of a quorum and for calculating the votes cast on any proposal before the meeting. Since Lincoln Life and Lincoln New York are the owners of record of all of the outstanding shares of the Liquidating Fund, a quorum is expected to be present at the Meeting.
Effects of Abstentions and Broker Non-Votes
Abstentions will be counted as present for purposes of establishing a quorum, but will not count as votes cast. Accordingly, abstentions will have the same effect as an instruction to vote “AGAINST” the Proposal. Each of Lincoln Life and Lincoln New York will vote shares of the Liquidating Fund held in each of its separate accounts for which it has not received timely instructions (or for which a voting instruction proxy card is not properly executed) in the same proportion as it votes shares held by that separate account for which it has received instructions. If no instructions are received for a separate account, Lincoln Life and/or Lincoln New York will vote any shares held by such separate account in the same proportion as votes cast by all of its other separate accounts in the aggregate. Shareholders and Contract Owners permitted to give instructions, and the number of shares for which such instruction may be given for purposes of voting at the meeting and any adjournments thereof, will be determined as of the Record Date. As a result of this proportional voting, a small number of Contract Owners may determine the outcome of a vote.
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A broker non-vote occurs in connection with a shareholder meeting when the shareholders are asked to consider both “routine” and “non-routine”“non-routine” proposals. In such a case, if a broker-dealer votes on the “routine” proposal, but does not vote on the “non-routine”“non-routine” proposal because (a) the shares entitled to cast the vote are held by the broker-dealer in “street name” for the beneficial owner, (b) the broker-dealer lacks discretionary authority to vote the shares; and (c) the broker-dealer has not received voting instructions from the beneficial owner, a broker non-vote is said to occur with respect to the “non-routine”“non-routine” proposal. Because broker-dealers generally will not have discretionary authority to vote the shares held by the beneficial owners on the Proposal and the Proposal is the only item being submitted to shareholders for approval at the Meeting, the Trust does not expect there to be any broker non-votes on the Proposal.
Adjournment
In the event that sufficient votes to approve a proposal are not received, the persons named as proxies may propose one or more adjournments of the Meeting to permit further solicitation of proxies. Any such adjournment will require an affirmative vote by the holders of a simple majority of the shares present in person or by proxy and entitled to vote at the Meeting. In determining whether to adjourn the Meeting with respect to a proposal, the following factors may be considered: the percentage of votes actually cast, the percentage of negative votes actually cast, the nature of any further solicitation and the information to be provided to shareholders with respect to the reasons for the solicitation. Generally, votes cast in favor of a proposal will be voted in favor of adjournment while votes cast against a proposal will be voted against adjournment. The persons named as proxies will vote upon such adjournment after consideration of the best interests of all shareholders. As stated above, abstentions will have no effect on any proposal to adjourn the Meeting. A shareholder vote may be taken with respect to the Liquidating Fund prior to any adjournment as to which sufficient votes have been received for approval.
Other Matters to Come Before the Meeting
To the knowledge of the Board, there is no other business to be brought before the Meeting. However, if other matters do properly come before the Meeting, Lincoln Life and Lincoln New York intend to vote the Liquidating Fund’s shares in accordance with the judgment of the Board on such matters. The persons named as proxies on the enclosed proxy card will vote their proxies in their discretion on any other items (other than the Proposal) that properly come before the Meeting.
Contract Owner and Shareholder Proposals
Under authority granted to the Trustees by the Trust By-laws, and pursuant to applicable law, special meetings are called as required. Contract Owners or shareholders desiring to hold their own proxy solicitations in order to submit proposals in years in which the annual meeting is not held may require that a special meeting be
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called if they can obtain the written request of Contract Owners indirectly or shareholders directly, representing certain stipulated percentages of the outstanding voting securities of the Liquidating Fund. The submission of a proposal does not guarantee its inclusion in the proxy statement and is subject to limitations under the Federal securities laws. The Trust is not required to hold regular meetings of shareholders, and in order to minimize its costs, does not intend to hold meetings of shareholders unless so required by applicable law, regulation, regulatory policy, or unless otherwise deemed advisable by the Board or the Trust’s management. Therefore, it is not practicable to specify a date by which proposals must be received in order to be incorporated in an upcoming proxy statement for a meeting of shareholders. A Contract Owner or shareholder wishing to submit proposals for inclusion in a proxy statement for a subsequent shareholder meeting should send his or her written proposals to the Secretary of the Trust located at 1300 South Clinton Street, Fort Wayne, Indiana 46802. Proposals must be received a reasonable time before the Liquidating Fund begins to print and mail the proxy materials for the meeting. More detailed information on these procedures for Contract Owners or shareholders may be obtained from Lincoln Life, Lincoln New York or the Secretary of the Trust.
Communications to the Board
Shareholders/Contract Owners who wish to communicate to the full Board or to any individual Trustee may address correspondence to LVIP Board of Trustees, c/o The Lincoln National Life Insurance Company at P.O. Box 2340, Fort Wayne, Indiana 46802. Without opening any such correspondence, the Trust’s management promptly will forward all such correspondence to the intended recipient(s).
Investment Adviser
The Adviser is located at 150 North Radnor-Chester Road, Radnor, Pennsylvania 19087. The Adviser is a registered investment adviser and wholly-owned subsidiary of Lincoln Life. Lincoln Life is an insurance company organized under Indiana law and is a wholly-owned subsidiary of Lincoln National Corporation (“LNC”). LNC is a publicly-held insurance holding company organized under Indiana law. Through its subsidiaries, LNC provides nationwide insurance and financial services. As of MayDecember 31, 2019,2020, the Adviser had more than $91.5approximately $111.8 billion in assets under management.
Investment Subadvisers
Goldman Sachs Asset Management, L.P. (“GSAM”) has been registered as an investment adviser with the SEC since 1990 and is an indirect, wholly-owned subsidiary of The Goldman Sachs Group, Inc. and an affiliate of Goldman, Sachs & Co. LLC. The principal address of GSAM is 200 West Street, New York, New York 10282.
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Effective on or about April 1, 2021, AllianceBernstein L.P. (“AllianceBernstein”) serves as a subadviser to the Fund. AllianceBernstein is registered as an investment adviser with the SEC. AllianceBernstein is a Delaware limited partnership, the majority limited partnership units in which are held, directly and indirectly, by its parent company AXA Equitable Holdings, Inc. (“EQH”), a publicly traded holding company for a diverse group of financial services companies. The principal address of AllianceBernstein is 1345 Avenue of the Americas, New York, New York 10105. AllianceBernstein and its affiliates had assets under management of approximately $686 billion as of December 31, 2020.*
Schroder Investment Management North America Inc. (“SIMNA”), located at 7 Bryant Park, New York, NY 10018, is a wholly-owned subsidiary of Schroders plc, a publicly-owned holding company organized under the laws of England. SIMNA is registered as an investment adviser with the SEC.
* Prior to April 1, 2021, Wellington Management Company LLP (“Wellington Management”) serves as a subadviser to the Fund. Wellington Management is a Delaware limited liability partnership with principal offices at 280 Congress Street, Boston, Massachusetts 02210. Wellington Management is a professional investment counseling firm which provides investment services to investment companies, employee benefit plans, endowments, foundations and other institutions. Wellington Management and its predecessor organizations have provided investment advisory services for over 80 years. Wellington Management is owned by the partners of Wellington Management Group LLP, a Massachusetts limited liability partnership. Wellington Management is registered as an investment adviser with the SEC.
Principal Underwriter and Distributor
Lincoln Financial Distributors, Inc. (“LFD”), is located at 130 North Radnor-Chester Road, Radnor, Pennsylvania 19087 and is an affiliate of the Adviser.
Administrator
Lincoln Life is located at 1300 South Clinton St.,Street, Fort Wayne, Indiana 46802 and is an affiliate of the Adviser. Lincoln Life provides various administrative services necessary for the operation of the Trust.
Householding
Only one copy of this Proxy Statement is mailed to households, even if more than one person in a household is a shareholder of record, unless the Liquidating Fund has received instructions to the contrary. If you need additional copies of this Proxy Statement, or if you do not want the mailing of a Proxy Statement to be combined with those for other members of your household in the future, or if you are receiving multiple copies and
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would rather receive just one copy for the household, please contact the Trust by calling 1-800-454-6265 or if using regular mail, by writing to the Trust at P.O. Box 2340, Fort Wayne, Indiana 46801 or if using express mail, by writing to the Trust at 1300 S.South Clinton St.,Street, Fort Wayne, Indiana 46802. The Trust will promptly deliver, upon request, a separate copy of this Proxy Statement to any shareholder residing at an address to which only one copy was mailed.
Annual and Semi-Annual Reports
Shareholders can obtain a copy of the most recent Annual Report and any Semi-Annual Report of the Liquidating Fund without charge, by calling the Trust at 1-800-454-6265 or if using regular mail, by writing to the Trust at P.O. Box 2340, Fort Wayne, Indiana 46801 or if using express mail, by writing to the Trust at 1300 S.South Clinton St.,Street, Fort Wayne, Indiana 46802. You can also access the Annual Reports and Semi-Annual Reports at www.lfg.com/lvip.
PLEASE:
PROMPTLY EXECUTE AND RETURN THE ENCLOSED VOTING INSTRUCTION PROXY CARD. A SELF-ADDRESSED, POSTAGE-PAID ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE. |
OR
VOTE TELEPHONICALLY BY CALLING |
OR
VOTE ON THE INTERNET BY LOGGING ONTOWWW.PROXY-DIRECT.COM AND FOLLOWING THE ONLINE INSTRUCTIONS. |
VOTING INSTRUCTIONS MUST BE RECEIVED BY 4:5:00 P.M. EASTERN TIME ON SEPTEMBER 16, 2018.MARCH 23, 2021. VOTES CAST BY MAIL NEED TO BE RECEIVED AT THE ADDRESS SHOWN ON THE ENCLOSED POSTAGE PAID ENVELOPE.
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VOTE |
LVIP GOLDMAN SACHS INCOME BUILDER FUND14
PLAN OF LIQUIDATION
The following Plan of Liquidation (“Plan”) of the LVIP Goldman Sachs Income Builder Fund (the “Fund”), a series of the Lincoln Variable Insurance Products Trust (the “Trust”), organized and existing under the laws of the State of Delaware and an open-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”), is intended to accomplish the complete liquidation (“Liquidation”) of the Fund. The Liquidation is intended to comply with the laws of the State of Delaware, the 1940 Act, the Internal Revenue Code of 1986 (“Code”), and the Trust’s Declaration of Trust and By-Laws.
WHEREAS, the Trust’s Board of Trustees (“Board”) has determined that the continuation of the Fund would not be in the best interests of the Fund or its shareholders after considering several factors, including but not limited to:
The current and expected size of the Fund;
The recommendation of Lincoln Investment Advisors Corporation, the Fund’s investment adviser (the “Adviser”), to liquidate the Fund;
The terms and conditions of the proposed Plan; and
That the Adviser, and not the Fund, will pay the costs specifically incurred as a result of the proposed Liquidation;
WHEREAS, the Board has determined that it is advisable and in the best interests of the Fund and its shareholders to (1) liquidate the Fund, in order to preserve as much of the Fund’s assets as possible for distribution to the Fund’s then-current shareholders, and (2) adopt this Plan as the method of liquidating the Fund; and
WHEREAS, on March 5, 2019, the Board unanimously approved this Plan as being in the best interests of the Fund and its shareholders and adopted this Plan as the method of liquidating the Fund.
NOW, THEREFORE, the liquidation of the Fund shall be carried out in the manner hereinafter set forth:
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IN WITNESS WHEREOF, the Board has caused this Plan to be approved on behalf of the Fund.
Lincoln Variable Insurance Products Trust
On behalf of the LVIP Goldman Sachs Income Builder Fund
EVERY CONTRACT OWNER’SSHAREHOLDER’S VOTE IS IMPORTANT!
EASY VOTING OPTIONS: | ||||
VOTE ON THE INTERNET | ||||
Log on to: | ||||
www.proxy-direct.com or scan the QR code | ||||
Follow the on-screen instructions | ||||
VOTE BY TELEPHONE | ||||
Call | ||||
Follow the recorded instructions | ||||
available 24 hours | ||||
VOTE BY MAIL | ||||
Vote, sign and date your | ||||
Proxy Card and return it in the | ||||
postage-paid envelope | ||||
VIRTUAL MEETING | ||||
at the following Website: | ||||
www.meetingcenter.io/226534742 | ||||
on March 26, 2021 at 11:00 a.m. Eastern Time | ||||
To participate in the Virtual Meeting, enter the | ||||
14-digit control number from the shaded box | ||||
on this card. | ||||
The Password for this meeting is | ||||
LVIP2021 |
Please detach at perforation before mailing.
PROXY LVIP BLENDED LARGE CAP GROWTH MANAGED VOLATILITY FUND
(a series of Lincoln Variable Insurance Products Trust)
1300 S. CLINTON STREET, FORT WAYNE, IN 46802
SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 26, 2021
THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE LINCOLN VARIABLE INSURANCE PRODUCTS TRUST.
The undersigned, revoking previous proxies with respect to the shares in the name of the undersigned, hereby appoint(s) Jayson R. Bronchetti, Samuel K. Goldstein, and Teri L. Williams, or any of them as Proxies of the undersigned with full power of substitution, to vote and act with respect to all share classes of the LVIP Blended Large Cap Growth Managed Volatility Fund, a series of the Lincoln Variable Insurance Products Trust, with respect to which the undersigned is entitled to vote at the Special Meeting of Shareholders to be held over the internet in a virtual meeting format at the following website: www.meetingcenter.io/ 226534742 on March 26, 2021, at 11:00 a.m. Eastern Time and at any adjournments or postponements thereof. To participate in the Virtual Meeting enter the 14-digit control number from the shaded box on this card. The Password for this meeting is LVIP2021.
I acknowledge receipt of the Notice of the Special Meeting of the Shareholders and accompanying Proxy Statement dated January 26, 2021.
VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: 1-800-337-3503 | ||||
LIN_31854_010821
PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
xxxxxxxxxxxxxx | code |
EVERY SHAREHOLDER’S VOTE IS IMPORTANT!
Important Notice Regarding the Availability of Proxy Materials for the
LVIP Blended Large Cap Growth Managed Volatility Fund
Special Meeting of Shareholders to be held virtually on March 26, 2021.
The Proxy Statement for this meeting is available at: https://www.proxy-direct.com/lin-31854
Please detach at perforation before mailing.
This proxy will be voted as instructed. If no specification is made for the Proposal, the proxy will be voted “FOR” the Proposal. The Proxies are authorized in their discretion to vote upon such other matters as may come before the Special Meeting or any adjournments or postponements thereof.
TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: ☒
A | Proposal The Board of Trustees unanimously recommends a vote “FOR” Proposal 1. | |||||||||||||
FOR | AGAINST | ABSTAIN | ||||||||||||
1. | To approve changing the Fund’s sub-classification from “diversified” to “non-diversified” and approve the elimination of a related fundamental investment restriction. | ☐ | ☐ | ☐ | ||||||||||
2. | To transact such other business that may properly come before the Meeting, or any adjournment(s) or postponement(s) thereof, in the discretion of the proxies or their substitutes. |
B | Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below |
Note: | Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. |
Date (mm/dd/yyyy) — Please print date below | Signature 1 — Please keep signature within the box | Signature 2 — Please keep signature within the box | ||||||
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Scanner bar code |
xxxxxxxxxxxxxx | LIN1 31854 | M xxxxxxxx |
EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!
EASY VOTING OPTIONS: | ||||
VOTE ON THE INTERNET | ||||
Log on to: | ||||
www.proxy-direct.com or scan the QR code | ||||
Follow the on-screen instructions | ||||
available 24 hours | ||||
VOTE BY TELEPHONE | ||||
Call 1-866-298-8476 | ||||
Follow the recorded instructions | ||||
available 24 hours | ||||
VOTE BY MAIL | ||||
Vote, sign and date your | ||||
Voting Instruction Card and return it | ||||
in the postage-paid envelope | ||||
VIRTUAL MEETING | ||||
at the following Website: | ||||
www.meetingcenter.io/226534742, | ||||
on March 26, 2021 at 11:00 a.m. Eastern Time | ||||
To participate in the Virtual Meeting, enter the | ||||
14-digit control number from the shaded box | ||||
on this card. | ||||
The Password for this meeting is | ||||
LVIP2021 |
Read your proxy statement and have it at hand when voting.
If you vote on the Internet or by Telephone, you need not return this Voting Instruction card.
Please detach at perforation before mailing.
VOTING INSTRUCTION CARD
LVIP BLENDED LARGE CAP GROWTH MANAGED VOLATILITY FUND (a series of
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This Voting Instruction Card is being solicited on behalf of the Board of Trustees of the Lincoln Variable Insurance Products Trust.Trust)
1300 S. CLINTON STREET, FORT WAYNE, IN 46802
SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 26, 2021
THIS VOTING INSTRUCTION CARD IS BEING SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE LINCOLN VARIABLE INSURANCE PRODUCTS TRUST
INSURANCE COMPANY DROP-IN.
Revoking any prior instructions, the undersigned instructs the above referenced insurance company (the “Company”) to vote and act with respect to all shares of the LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund that are attributable to his or her contract or interest therein and held in the Company separate account, at the Special Meeting of Shareholders to be held over the internet in a virtual meeting format at the following website: www.meetingcenter.io/226534742on September 18, 2019,March 26, 2021, at 11:00 a.m. Eastern Time and at any adjournments or postponements thereof. To participate in the Virtual Meeting enter the 14-digit control number from the shaded box on this card. The Password for this meeting is LVIP2021.
If you sign on the reverse side but do not mark instructions, the Company will vote all shares of the Fund attributable to your account value FOR the proposal. If you do not return this Voting Instruction Card, the Company will vote all shares attributable to your account value in proportion to the timely voting instructions actually received from contract owners in the separate account.
VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE:1-866-298-8476 | ||||
LIN_31854_010821_VI
PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE VOTING INSTRUCTION CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
LIN_30621_061019_VI
xxxxxxxxxxxxxx | code |
EVERY CONTRACT OWNER’S VOTE IS IMPORTANT!
Important Notice Regarding the Availability of Proxy Materials for the
LVIP Goldman Sachs Income BuilderBlended Large Cap Growth Managed Volatility Fund
Special Meeting of Shareholders to Be Heldbe held virtually on September 18, 2019.March 26, 2021.
The Proxy Statement for this meeting is available at:https://www.proxy-direct.com/lin-30621lin-31854
Please detach at perforation before mailing.
This Voting Instruction Card will be voted as instructed.If no specification is made for the proposal,Proposal, theVoting Instruction Card will be voted “FOR” the proposal.Proposal. The Proxies are authorized in their discretion to vote upon such other matters as may come before the Special Meeting or any adjournments or postponements thereof.
TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: ☒
A | Proposal The Board of Trustees unanimously recommends a vote “FOR” Proposal 1. |
| FOR |
AGAINST | ABSTAIN | |||||||||||||||
1. | To approve changing the Fund’s sub-classification from “diversified” to “non-diversified” and approve the elimination of a related fundamental investment restriction. | ☐ | ||||||||||||||||
☐ | ☐ | |||||||||||||||||
3. | To transact such other business that may properly come before the Meeting, or any adjournment(s) or postponement(s) thereof, in the discretion of the proxies or their substitutes. |
B | Authorized Signatures — This section must be completed for your vote to be counted.— Sign and | |||||||||||||
Date Below |
Note: | Please sign exactly as your name(s) appear(s) on this voting instruction card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. |
Date (mm/dd/yyyy) — Please print date below | Signature 1 — Please keep signature within the box | Signature 2 — Please keep signature within the box | ||||||
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EVERY SHAREHOLDER’S VOTE IS IMPORTANT!
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Read your proxy statement and have it at hand when voting.
If you vote on the Internet or by telephone, you need not return this proxy card.
Please detach at perforation before mailing.
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THIS PROXY IS BEING SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE LINCOLN VARIABLE INSURANCE PRODUCTS TRUST.
The undersigned, revoking previous proxies with respect to the shares in the name of the undersigned, hereby appoint(s) Jayson R. Bronchetti, Christina E. Pron, and Teri L. Williams, or any of them as Proxies of the undersigned with full power of substitution, to vote and act with respect to all share classes of the LVIP Goldman Sachs Income Builder Fund, a series of the Lincoln Variable Insurance Products Trust, with respect to which the undersigned is entitled to vote at the Special Meeting of Shareholders to be held on September 18, 2019, and at any adjournments or postponements thereof.
I acknowledge receipt of the Notice of the Special Meeting of the Shareholders and accompanying Proxy Statement dated June 24, 2019.
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PLEASE VOTE, SIGN AND DATE ON THE REVERSE SIDE AND RETURN THE PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
LIN_30621_061019
EVERY SHAREHOLDER’S VOTE IS IMPORTANT!
Important Notice Regarding the Availability of Proxy Materials for the
LVIP Goldman Sachs Income Builder Fund
Special Meeting of Shareholders to Be Held on September 18, 2019.
The Proxy Statement for this meeting is available at:https://www.proxy-direct.com/lin-30621
Please detach at perforation before mailing.
This proxy will be voted as instructed.If no specification is made for the proposal, the proxy will be voted “FOR” the proposal. The Proxies are authorized in their discretion to vote upon such other matters as may come before the Special Meeting or any adjournments or postponements thereof.
TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: ☒
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xxxxxxxxxxxxxx | M xxxxxxxx |