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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-23148
Guardian Variable Products Trust
(Exact name of registrant as specified in charter)
7 Hanover Square New York, N.Y. 10004
(Address of principal executive offices) (Zip code)
Gordon Dinsmore
President
Guardian Variable Products Trust
7 Hanover Square
New York, N.Y. 10004
(Name and address of agent for service)
Registrant’s telephone number, including area code: 212-598-8000
Date of fiscal year end: December 31
Date of reporting period: December 31, 2017
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Item 1. | Reports to Stockholders. |
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Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Large Cap Fundamental Growth VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
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Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
FUND COMMENTARY OF CLEARBRIDGE INVESTMENTS LLC, SUB-ADVISER
Highlights
• | Guardian Large Cap Fundamental Growth VIP Fund (the “Fund”) returned 25.02%, underperforming its benchmark, the Russell 1000® Growth Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s underperformance relative to the Index was primarily due to stock selection in the health care, industrials and energy sectors and an overweight to the energy sector. |
• | The Index delivered a 30.21% return for the period. This performance was largely due to strength in the information technology, industrials and financials sectors. |
Market Overview
Stocks capped off a strong year with a flourish, as large growth stocks continued to dominate market performance. The Standard & Poor’s 500® Index2 gained 21.83% for the period, while the Index finished 30.21% higher for the period.
The information technology sector gained 41.50% for the period. The industrials and financials sectors also outperformed, as recently passed tax legislation that will lower corporate tax rates to 21% and allow companies to accelerate expensing of capital expenditures boosted cyclical stocks.
The U.S. economy again did its part to support equities. Economic activity was consistently strong, with gross domestic product (“GDP”) growth likely to exceed 3%, unemployment expected to be sustained in the low 4% range, and industrial production
expanding. U.S. consumer confidence measures have been positive, while housing showed steady gains throughout the period. Improvements in the emerging market economies that are a major source of demand for many of the multinational companies held by the Fund has also been encouraging.
Portfolio Review
The Fund’s relative performance was primarily driven by stock selection in the consumer discretionary and information technology sectors, and an underweight to consumer staples. On the negative side, stock selection in the health care, industrials and energy sectors, as well as an overweight to energy, the only sector in the benchmark with a negative return, negatively impacted relative returns.
Outlook
Slow but steady improvement in the energy sector is encouraging. Crude oil prices continue to rebound from their mid-year lows, although energy stock prices have lagged. We are keeping an eye on oil and gas prices and their potential impact on the consumer going into 2018. We believe that GDP growth is likely to continue its positive uptrend for the first half of the year, and consumer spending will be an important component. While more optimistic on the economy than we were a year ago, we remain cognizant of the risks faced by the Trump administration in pushing forward with its remaining fiscal agenda, as well as the extended valuations now present in parts of the large cap market. Against this backdrop, we will continue to take a diversified, opportunistic approach to seeking quality growth companies for the Fund.
1 | The Russell 1000® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1.000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
2 | The Standard & Poor’s 500® Index (the “S&P 500 Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The S&P 500 Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $11,945,821
Sector Allocation1 As of December 31, 2017 |
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Amazon.com, Inc. | 5.23% | |||
Microsoft Corp. | 3.80% | |||
Visa, Inc., Class A | 3.32% | |||
Alphabet, Inc., Class C | 3.25% | |||
The Home Depot, Inc. | 2.87% | |||
UnitedHealth Group, Inc. | 2.84% | |||
Celgene Corp. | 2.75% | |||
Facebook, Inc., Class A | 2.67% | |||
Adobe Systems, Inc. | 2.58% | |||
BlackRock, Inc. | 2.54% | |||
Total | 31.85% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Large Cap Fundamental Growth VIP Fund | 9/1/2016 | 25.02% | — | — | 19.90% | |||||||||||||||
Russell 1000® Growth Index | 30.21% | — | — | 23.05% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 | ||||||||||
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Large Cap Fundamental Growth VIP Fund and the Russell 1000® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning 7/1/17 | Ending Account Value | Expenses Paid During Period* | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,124.40 | $5.35 | 1.00% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,020.16 | $5.09 | 1.00% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 97.5% | ||||||||
Aerospace & Defense – 1.0% | ||||||||
Rockwell Collins, Inc. | 890 | $ | 120,702 | |||||
|
| |||||||
120,702 | ||||||||
Air Freight & Logistics – 1.8% | ||||||||
United Parcel Service, Inc., Class B | 1,860 | 221,619 | ||||||
|
| |||||||
221,619 | ||||||||
Beverages – 3.6% | ||||||||
Anheuser-Busch InBev S.A., ADR | 1,880 | 209,733 | ||||||
The Coca-Cola Co. | 4,880 | 223,894 | ||||||
|
| |||||||
433,627 | ||||||||
Biotechnology – 7.9% | ||||||||
Alexion Pharmaceuticals, Inc.(1) | 1,580 | 188,952 | ||||||
Biogen, Inc.(1) | 840 | 267,599 | ||||||
Celgene Corp.(1) | 3,150 | 328,734 | ||||||
Regeneron Pharmaceuticals, Inc.(1) | 420 | 157,903 | ||||||
|
| |||||||
943,188 | ||||||||
Capital Markets – 4.5% | ||||||||
BlackRock, Inc. | 590 | 303,089 | ||||||
The Charles Schwab Corp. | 4,520 | 232,192 | ||||||
|
| |||||||
535,281 | ||||||||
Chemicals – 4.2% | ||||||||
Ecolab, Inc. | 1,620 | 217,371 | ||||||
Monsanto Co. | 1,120 | 130,794 | ||||||
Praxair, Inc. | 960 | 148,493 | ||||||
|
| |||||||
496,658 | ||||||||
Communications Equipment – 1.6% | ||||||||
Palo Alto Networks, Inc.(1) | 1,290 | 186,973 | ||||||
|
| |||||||
186,973 | ||||||||
Consumer Finance – 1.7% | ||||||||
American Express Co. | 2,090 | 207,558 | ||||||
|
| |||||||
207,558 | ||||||||
Energy Equipment & Services – 2.1% | ||||||||
Schlumberger Ltd. | 3,650 | 245,974 | ||||||
|
| |||||||
245,974 | ||||||||
Food & Staples Retailing – 3.2% | ||||||||
Costco Wholesale Corp. | 1,050 | 195,426 | ||||||
CVS Health Corp. | 2,570 | 186,325 | ||||||
|
| |||||||
381,751 | ||||||||
Food Products – 1.0% | ||||||||
McCormick & Co., Inc. | 1,139 | 116,075 | ||||||
|
| |||||||
116,075 | ||||||||
Health Care Equipment & Supplies – 1.7% | ||||||||
DENTSPLY SIRONA, Inc. | 3,012 | 198,280 | ||||||
|
| |||||||
198,280 | ||||||||
Health Care Providers & Services – 2.8% | ||||||||
UnitedHealth Group, Inc. | 1,540 | 339,508 | ||||||
|
| |||||||
339,508 |
December 31, 2017 | Shares | Value | ||||||
Hotels, Restaurants & Leisure – 2.7% | ||||||||
Chipotle Mexican Grill, Inc.(1) | 370 | $ | 106,941 | |||||
Yum China Holdings, Inc. | 5,340 | 213,707 | ||||||
|
| |||||||
320,648 | ||||||||
Industrial Conglomerates – 2.1% | ||||||||
Honeywell International, Inc. | 1,610 | 246,910 | ||||||
|
| |||||||
246,910 | ||||||||
Internet & Direct Marketing Retail – 5.2% | ||||||||
Amazon.com, Inc.(1) | 534 | 624,497 | ||||||
|
| |||||||
624,497 | ||||||||
Internet Software & Services – 11.6% | ||||||||
Akamai Technologies, Inc.(1) | 4,450 | 289,428 | ||||||
Alphabet, Inc., Class A(1) | 263 | 277,044 | ||||||
Alphabet, Inc., Class C(1) | 371 | 388,214 | ||||||
eBay, Inc.(1) | 2,890 | 109,069 | ||||||
Facebook, Inc., Class A(1) | 1,810 | 319,393 | ||||||
|
| |||||||
1,383,148 | ||||||||
IT Services – 5.3% | ||||||||
PayPal Holdings, Inc.(1) | 3,170 | 233,375 | ||||||
Visa, Inc., Class A | 3,480 | 396,790 | ||||||
|
| |||||||
630,165 | ||||||||
Life Sciences Tools & Services – 1.9% | ||||||||
Thermo Fisher Scientific, Inc. | 1,180 | 224,058 | ||||||
|
| |||||||
224,058 | ||||||||
Media – 4.4% | ||||||||
Comcast Corp., Class A | 7,050 | 282,353 | ||||||
The Walt Disney Co. | 2,240 | 240,822 | ||||||
|
| |||||||
523,175 | ||||||||
Oil, Gas & Consumable Fuels – 1.6% | ||||||||
Pioneer Natural Resources Co. | 1,120 | 193,592 | ||||||
|
| |||||||
193,592 | ||||||||
Pharmaceuticals – 3.7% | ||||||||
Johnson & Johnson | 1,360 | 190,019 | ||||||
Zoetis, Inc. | 3,550 | 255,742 | ||||||
|
| |||||||
445,761 | ||||||||
Semiconductors & Semiconductor Equipment – 1.8% | ||||||||
Texas Instruments, Inc. | 2,110 | 220,368 | ||||||
|
| |||||||
220,368 | ||||||||
Software – 13.6% | ||||||||
Adobe Systems, Inc.(1) | 1,760 | 308,422 | ||||||
Microsoft Corp. | 5,300 | 453,362 | ||||||
Oracle Corp. | 4,070 | 192,430 | ||||||
Red Hat, Inc.(1) | 2,290 | 275,029 | ||||||
Splunk, Inc.(1) | 2,240 | 185,562 | ||||||
VMware, Inc., Class A(1) | 1,670 | 209,284 | ||||||
|
| |||||||
1,624,089 | ||||||||
Specialty Retail – 2.9% | ||||||||
The Home Depot, Inc. | 1,810 | 343,049 | ||||||
|
| |||||||
343,049 |
6 | The accompanying notes are an integral part of these financial statements. |
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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Technology Hardware, Storage & Peripherals – 1.9% | ||||||||
Apple, Inc. | 1,370 | $ | 231,845 | |||||
|
| |||||||
231,845 | ||||||||
Trading Companies & Distributors – 1.7% | ||||||||
WW Grainger, Inc. | 870 | 205,538 | ||||||
|
| |||||||
205,538 | ||||||||
Total Common Stocks (Cost $9,510,014) | 11,644,037 | |||||||
Principal Amount | Value | |||||||
Short-Term Investment – 2.9% | ||||||||
Repurchase Agreements – 2.9% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $353,008, due 1/2/2018(2) | $ | 353,000 | 353,000 | |||||
Total Repurchase Agreements (Cost $353,000) | 353,000 | |||||||
Total Investments – 100.4% (Cost $9,863,014) | 11,997,037 | |||||||
Liabilities in excess of other assets – (0.4)% | (51,216 | ) | ||||||
Total Net Assets – 100.0% | $ | 11,945,821 |
(1) | Non–income–producing security. |
(2) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 360,000 | $ | 361,976 |
Legend:
ADR — American Depositary Receipt
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 11,644,037 | $ | — | $ | — | $ | 11,644,037 | ||||||||
Repurchase Agreements | — | 353,000 | — | 353,000 | ||||||||||||
Total | $ | 11,644,037 | $ | 353,000 | $ | — | $ | 11,997,037 |
The accompanying notes are an integral part of these financial statements. | 7 |
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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
For the Period Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 169,469 | ||
Interest | 403 | |||
Withholding taxes on foreign dividends | (1,603 | ) | ||
|
| |||
Total Investment Income | 168,269 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 95,745 | |||
Trustees’ and officers’ fees | 55,218 | |||
Professional fees | 45,477 | |||
Distribution fees | 38,607 | |||
Custodian and accounting fees | 27,635 | |||
Shareholder reports | 12,222 | |||
Insurance expense | 9,040 | |||
Transfer agent fees | 8,136 | |||
Administrative fees | 2,150 | |||
Other expenses | 7,008 | |||
|
| |||
Total Expenses | 301,238 | |||
Less: Fees waived | (146,810 | ) | ||
|
| |||
Total Expenses, Net | 154,428 | |||
|
| |||
Net Investment Income/(Loss) | 13,841 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments | ||||
Net realized gain/(loss) from investments | 1,368,660 | |||
Net change in unrealized appreciation/ (depreciation) on investments | 2,012,222 | |||
|
| |||
Net Gain on Investments | 3,380,882 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 3,394,723 | ||
|
| |||
8 | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 13,841 | $ | 5,863 | ||||
Net realized gain/(loss) from investments | 1,368,660 | (2,227 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | 2,012,222 | 121,801 | ||||||
|
|
|
| |||||
Net Increase in Net Assets Resulting from Operations | 3,394,723 | 125,437 | ||||||
|
|
|
| |||||
Capital Share Transactions |
| |||||||
Proceeds from sales of shares | 5,559,941 | 9,652,826 | ||||||
Cost of shares redeemed | (6,787,106 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (1,227,165 | ) | 9,652,826 | |||||
|
|
|
| |||||
Net Increase in Net Assets | 2,167,558 | 9,778,263 | ||||||
|
|
|
| |||||
Net Assets |
| |||||||
Beginning of period | 9,778,263 | — | ||||||
|
|
|
| |||||
End of period | $ | 11,945,821 | $ | 9,778,263 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 19,704 | $ | 5,863 | ||||
|
|
|
| |||||
Other Information: |
| |||||||
Shares | ||||||||
Sold | 518,039 | 959,939 | ||||||
Redeemed | (540,548 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (22,509 | ) | 959,939 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
The accompanying notes are an integral part of these financial statements. | 9 |
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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 10.19 | $ | 0.01 | $ | 2.54 | $ | 2.55 | $ | 12.74 | 25.02% | |||||||||||||
Period Ended 12/31/161 | 10.00 | 0.01 | 0.18 | 0.19 | 10.19 | 1.90%5 |
10 | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 11,946 | 1.00 | % | 1.95 | % | 0.09 | % | (0.86) | % | 51% | ||||||||||||
9,778 | 1.00 | %5 | 3.08 | %5 | 0.26 | %5 | (1.82) | %5 | 4%5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 11 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Large Cap Fundamental Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks long-term growth of capital.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the
closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are
therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
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b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.62% up to $100 million, 0.57% up to $300 million, 0.52% up to $500 million, and 0.50% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.00% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $146,810.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or
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reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$206,689 | $ | 146,810 | $ | 59,879 |
Park Avenue has entered into a Sub-Advisory Agreement with ClearBridge Investments LLC (“ClearBridge”). ClearBridge is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $38,607 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to
an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $7,574,174 and $8,723,825, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional
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collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by
the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Large Cap Fundamental Growth VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Large Cap Fundamental Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The
Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile
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for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive
specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted
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pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
22 |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group – Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
23 |
Table of Contents
SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling
800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
24 |
Table of Contents
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8175
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Large Cap Disciplined Growth VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Guardian Large Cap Disciplined Growth VIP Fund |
| |||
1 | ||||
3 | ||||
4 | ||||
5 | ||||
Financial Information | ||||
Schedule of Investments | 6 | |||
Statement of Assets and Liabilities | 8 | |||
Statement of Operations | 8 | |||
Statements of Changes in Net Assets | 9 | |||
Financial Highlights | 10 | |||
Notes to Financial Statements | 12 | |||
Report of Independent Registered Public Accounting Firm | 17 | |||
Supplemental Information | ||||
Approval of Investment Advisory and Sub-advisory Agreements | 18 | |||
Trustees and Officers Information Table | 22 | |||
Portfolio Holdings and Proxy Voting Procedures | 25 |
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
Table of Contents
GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
FUND COMMENTARY OF WELLINGTON MANAGEMENT COMPANY LLP, SUB-ADVISER
Highlights
• | The Guardian Large Cap Disciplined Growth VIP Fund (the “Fund”) returned 28.63% for the 12-month period ended December 31, 2017, underperforming its benchmark, the Russell 1000® Growth Index1 (the “Index”). The Fund’s underperformance relative to the Index was primarily due to security selection, particularly in the health care sector. |
• | The Index returned 30.21% for the period. The utilities, information technology, and financials sectors posted the best returns within the benchmark. |
Market Overview
U.S. equities rose for the fourteenth consecutive month, as measured by the Standard & Poor’s 500® Index2, to finish the year up 21.83%. The stock market soared following Donald Trump’s presidential election victory on hopes of increased fiscal stimulus, reduced regulatory restrictions, and lower corporate taxes. The reflation trading theme dominated the narrative heading into 2017, leading to sizable equity inflows and the largest exodus from bonds since the “taper tantrum” in 2013. Despite many investors voicing concerns about stretched valuations, heightened U.S. tensions with Russia and North Korea, and overly optimistic policy expectations, the market hit a series of record highs during the year on the back of strong employment data and strong corporate earnings.
In a well-telegraphed move, the U.S. Federal Reserve (the “Fed”) hiked the federal funds rate three times during the period. In August, the Fed announced that its balance sheet normalization program would begin in October, reiterating that the process would be gradual and predictable. In November, Jerome Powell’s nomination as the chair of the Fed provided markets with reasonable assurance that current central bank policies would be maintained in the near term.
Tax reform was a key area of focus during the period, culminating with a $1.5 trillion tax reform bill signed into law by President Trump at the end of December. The legislation included the most sweeping changes to the tax code since 1986 and represented a major victory for Republicans.
Portfolio Review
Stock selection was the driver of relative underperformance during the period. Weak stock selection in health care and industrials was partially offset by strong stock selection in information technology and consumer staples. Sector allocation, a fall-out of our bottom-up stock selection process, contributed to relative performance. The Fund’s lack of exposure to real estate and an underweight in telecommunication services contributed to relative performance during the period, while the Fund’s overweight to consumer staples detracted from performance.
Outlook
With the significant changes to U.S. tax law, we believe corporate profits are set to rise in 2018. Given the additional temporary stimulus through the lowering of individual tax rates, we expect growth and inflation to increase. U.S. consumer confidence appears high, and manufacturing activity is improving across the globe. Job growth remains robust, and we believe that employment may be approaching levels in the U.S. where companies could have difficulty filling positions. Although we believe that the economy is running at a steady pace, if we do not see a continued pick-up in growth, we believe that the risk to the economy could be increased in the event of a downturn, as the ability of the government to respond is restricted by the budget deficit.
We continue to find attractively-valued stocks with the characteristics we seek. We remain consistent in adhering to our disciplined portfolio construction process that allows us to assess risk, weight individual positions accordingly, and focus largely on stock selection for generating return potential.
1 | The Russell 1000® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1.000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
2 | The Standard & Poor’s 500® Index (the “S&P 500 Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The S&P 500 Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the S&P 500 Index, and, unlike the Fund, the S&P 500 Index does not incur fees or expenses. |
1 |
Table of Contents
GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
2 |
Table of Contents
GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $ 8,520,792
Sector Allocation1 As of December 31, 2017 | ||
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Apple, Inc. | 6.33% | |||
Alphabet, Inc., Class A | 4.41% | |||
Facebook, Inc., Class A | 3.95% | |||
Amazon.com, Inc. | 3.75% | |||
MasterCard, Inc., Class A | 3.02% | |||
Microsoft Corp. | 2.94% | |||
UnitedHealth Group, Inc. | 2.50% | |||
Comcast Corp., Class A | 2.43% | |||
The Boeing Co. | 2.16% | |||
Alphabet, Inc., Class C | 2.04% | |||
Total | 33.53% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
3 |
Table of Contents
GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Large Cap Disciplined Growth VIP Fund | 9/1/2016 | 28.63% | — | — | 19.41% | |||||||||||||||
Russell 1000® Growth Index | 30.21% | — | — | 23.05% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Large Cap Disciplined Growth VIP Fund and the Russell 1000® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
4 |
Table of Contents
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning 7/1/17 | Ending Account Value | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,124.20 | $5.35 | 1.00% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,020.16 | $5.09 | 1.00% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
5 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 97.9% | ||||||||
Aerospace & Defense – 2.9% | ||||||||
General Dynamics Corp. | 290 | $ | 59,000 | |||||
The Boeing Co. | 625 | 184,319 | ||||||
|
| |||||||
243,319 | ||||||||
Banks – 1.4% | ||||||||
M&T Bank Corp. | 314 | 53,691 | ||||||
SVB Financial Group(1) | 263 | 61,481 | ||||||
|
| |||||||
115,172 | ||||||||
Beverages – 1.4% | ||||||||
Monster Beverage Corp.(1) | 1,923 | 121,707 | ||||||
|
| |||||||
121,707 | ||||||||
Biotechnology – 2.9% | ||||||||
Biogen, Inc.(1) | 216 | 68,811 | ||||||
Incyte Corp.(1) | 440 | 41,673 | ||||||
Regeneron Pharmaceuticals, Inc.(1) | 150 | 56,394 | ||||||
TESARO, Inc.(1) | 328 | 27,181 | ||||||
Vertex Pharmaceuticals, Inc.(1) | 376 | 56,347 | ||||||
|
| |||||||
250,406 | ||||||||
Building Products – 0.7% | ||||||||
Fortune Brands Home & Security, Inc. | 923 | 63,170 | ||||||
|
| |||||||
63,170 | ||||||||
Capital Markets – 1.8% | ||||||||
BlackRock, Inc. | 134 | 68,837 | ||||||
Intercontinental Exchange, Inc. | 1,164 | 82,132 | ||||||
|
| |||||||
150,969 | ||||||||
Chemicals – 1.9% | ||||||||
PPG Industries, Inc. | 946 | 110,512 | ||||||
The Sherwin-Williams Co. | 128 | 52,485 | ||||||
|
| |||||||
162,997 | ||||||||
Consumer Finance – 1.0% | ||||||||
Capital One Financial Corp. | 876 | 87,232 | ||||||
|
| |||||||
87,232 | ||||||||
Containers & Packaging – 0.9% | ||||||||
Crown Holdings, Inc.(1) | 1,286 | 72,337 | ||||||
|
| |||||||
72,337 | ||||||||
Diversified Telecommunication Services – 1.4% | ||||||||
Verizon Communications, Inc. | 2,283 | 120,839 | ||||||
|
| |||||||
120,839 | ||||||||
Electrical Equipment – 1.8% | ||||||||
AMETEK, Inc. | 1,150 | 83,340 | ||||||
Eaton Corp. PLC | 859 | 67,870 | ||||||
|
| |||||||
151,210 | ||||||||
Electronic Equipment, Instruments & Components – 1.4% | ||||||||
CDW Corp. | 867 | 60,248 | ||||||
IPG Photonics Corp.(1) | 286 | 61,241 | ||||||
|
| |||||||
121,489 | ||||||||
Food & Staples Retailing – 1.4% | ||||||||
Costco Wholesale Corp. | 644 | 119,861 | ||||||
|
| |||||||
119,861 |
December 31, 2017 | Shares | Value | ||||||
Food Products – 0.4% | ||||||||
Blue Buffalo Pet Products, Inc.(1) | 900 | $ | 29,511 | |||||
|
| |||||||
29,511 | ||||||||
Health Care Equipment & Supplies – 3.3% | ||||||||
Baxter International, Inc. | 1,198 | 77,439 | ||||||
Boston Scientific Corp.(1) | 2,711 | 67,205 | ||||||
Hologic, Inc.(1) | 1,392 | 59,508 | ||||||
Medtronic PLC | 960 | 77,520 | ||||||
|
| |||||||
281,672 | ||||||||
Health Care Providers & Services – 3.6% | ||||||||
Aetna, Inc. | 539 | 97,230 | ||||||
UnitedHealth Group, Inc. | 966 | 212,965 | ||||||
|
| |||||||
310,195 | ||||||||
Hotels, Restaurants & Leisure – 2.2% | ||||||||
Hilton Worldwide Holdings, Inc. | 1,157 | 92,398 | ||||||
Starbucks Corp. | 1,576 | 90,510 | ||||||
|
| |||||||
182,908 | ||||||||
Household Durables – 1.0% | ||||||||
Mohawk Industries, Inc.(1) | 315 | 86,908 | ||||||
|
| |||||||
86,908 | ||||||||
Household Products – 1.0% | ||||||||
Colgate-Palmolive Co. | 1,178 | 88,880 | ||||||
|
| |||||||
88,880 | ||||||||
Insurance – 1.0% | ||||||||
The Allstate Corp. | 851 | 89,108 | ||||||
|
| |||||||
89,108 | ||||||||
Internet & Direct Marketing Retail – 7.0% | ||||||||
Amazon.com, Inc.(1) | 273 | 319,265 | ||||||
Netflix, Inc.(1) | 412 | 79,088 | ||||||
The Priceline Group, Inc.(1) | 81 | 140,757 | ||||||
Wayfair, Inc., Class A(1) | 763 | 61,246 | ||||||
|
| |||||||
600,356 | ||||||||
Internet Software & Services – 12.5% | ||||||||
Alphabet, Inc., Class A(1) | 357 | 376,064 | ||||||
Alphabet, Inc., Class C(1) | 166 | 173,702 | ||||||
eBay, Inc.(1) | 1,829 | 69,027 | ||||||
Facebook, Inc., Class A(1) | 1,910 | 337,039 | ||||||
GoDaddy, Inc., Class A(1) | 2,201 | 110,666 | ||||||
|
| |||||||
1,066,498 | ||||||||
IT Services – 6.0% | ||||||||
FleetCor Technologies, Inc.(1) | 453 | 87,171 | ||||||
Global Payments, Inc. | 955 | 95,729 | ||||||
MasterCard, Inc., Class A | 1,699 | 257,161 | ||||||
PayPal Holdings, Inc.(1) | 984 | 72,442 | ||||||
|
| |||||||
512,503 | ||||||||
Life Sciences Tools & Services – 1.3% | ||||||||
Thermo Fisher Scientific, Inc. | 591 | 112,219 | ||||||
|
| |||||||
112,219 | ||||||||
Machinery – 4.1% | ||||||||
Gardner Denver Holdings, Inc.(1) | 1,514 | 51,370 | ||||||
6 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Machinery (continued) | ||||||||
Illinois Tool Works, Inc. | 481 | $ | 80,255 | |||||
Nordson Corp. | 525 | 76,860 | ||||||
Snap-on, Inc. | 500 | 87,150 | ||||||
The Middleby Corp.(1) | 404 | 54,520 | ||||||
|
| |||||||
350,155 | ||||||||
Media – 2.4% | ||||||||
Comcast Corp., Class A | 5,169 | 207,018 | ||||||
|
| |||||||
207,018 | ||||||||
Multiline Retail – 1.4% | ||||||||
Dollar Tree, Inc.(1) | 1,096 | 117,612 | ||||||
|
| |||||||
117,612 | ||||||||
Personal Products – 1.3% | ||||||||
The Estee Lauder Cos., Inc., Class A | 898 | 114,262 | ||||||
|
| |||||||
114,262 | ||||||||
Pharmaceuticals – 2.0% | ||||||||
Allergan PLC | 499 | 81,626 | ||||||
Bristol-Myers Squibb Co. | 1,474 | 90,327 | ||||||
|
| |||||||
171,953 | ||||||||
Professional Services – 1.2% | ||||||||
Equifax, Inc. | 378 | 44,574 | ||||||
IHS Markit Ltd.(1) | 1,227 | 55,399 | ||||||
|
| |||||||
99,973 | ||||||||
Road & Rail – 0.8% | ||||||||
JB Hunt Transport Services, Inc. | 568 | 65,309 | ||||||
|
| |||||||
65,309 | ||||||||
Semiconductors & Semiconductor Equipment – 3.3% | ||||||||
Lam Research Corp. | 464 | 85,409 | ||||||
Micron Technology, Inc.(1) | 1,436 | 59,048 | ||||||
NVIDIA Corp. | 408 | 78,948 | ||||||
QUALCOMM, Inc. | 905 | 57,938 | ||||||
|
| |||||||
281,343 | ||||||||
Software – 6.8% | ||||||||
Adobe Systems, Inc.(1) | 684 | 119,864 | ||||||
Microsoft Corp. | 2,930 | 250,632 | ||||||
salesforce.com, Inc.(1) | 1,239 | 126,663 | ||||||
Workday, Inc., Class A(1) | 769 | 78,238 | ||||||
|
| |||||||
575,397 | ||||||||
Specialty Retail – 1.4% | ||||||||
The TJX Cos., Inc. | 1,532 | 117,137 | ||||||
|
| |||||||
117,137 |
December 31, 2017 | Shares | Value | ||||||
Technology Hardware, Storage & Peripherals – 7.3% | ||||||||
Apple, Inc. | 3,186 | $ | 539,167 | |||||
NetApp, Inc. | 1,529 | 84,584 | ||||||
|
| |||||||
623,751 | ||||||||
Textiles, Apparel & Luxury Goods – 4.0% | ||||||||
NIKE, Inc., Class B | 2,648 | 165,633 | ||||||
Under Armour, Inc., Class C(1) | 4,682 | 62,364 | ||||||
VF Corp. | 1,484 | 109,816 | ||||||
|
| |||||||
337,813 | ||||||||
Tobacco – 1.7% | ||||||||
Altria Group, Inc. | 1,985 | 141,749 | ||||||
|
| |||||||
141,749 | ||||||||
Total Common Stocks (Cost $6,824,114) | 8,344,938 | |||||||
Exchange–Traded Funds – 1.5% | ||||||||
iShares Russell 1000 Growth ETF | 957 | 128,889 | ||||||
Total Exchange–Traded Funds (Cost $119,134) | 128,889 | |||||||
Total Investments – 99.4% (Cost $6,943,248) | 8,473,827 | |||||||
Assets in excess of other liabilities – 0.6% | 46,965 | |||||||
Total Net Assets – 100.0% | $ | 8,520,792 |
(1) | Non–income–producing security. |
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 8,344,938 | $ | — | $ | — | $ | 8,344,938 | ||||||||
Exchange–Traded Funds | 128,889 | — | — | 128,889 | ||||||||||||
Total | $ | 8,473,827 | $ | — | $ | — | $ | 8,473,827 |
The accompanying notes are an integral part of these financial statements. | 7 |
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FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 157,475 | ||
Interest | 182 | |||
|
| |||
Total Investment Income | 157,657 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 77,146 | |||
Trustees’ and officers’ fees | 46,423 | |||
Professional fees | 42,553 | |||
Distribution fees | 31,107 | |||
Custodian and accounting fees | 24,276 | |||
Shareholder reports | 13,817 | |||
Insurance expense | 8,249 | |||
Transfer agent fees | 7,744 | |||
Administrative fees | 1,844 | |||
Other expenses | 6,047 | |||
|
| |||
Total Expenses | 259,206 | |||
Less: Fees waived | (134,778 | ) | ||
|
| |||
Total Expenses, Net | 124,428 | |||
|
| |||
Net Investment Income/(Loss) | 33,229 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments | ||||
Net realized gain/(loss) from investments | 1,446,500 | |||
Net change in unrealized appreciation/ (depreciation) on investments | 1,553,217 | |||
|
| |||
Net Gain on Investments | 2,999,717 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 3,032,946 | ||
|
| |||
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 33,229 | $ | 7,892 | ||||
Net realized gain/(loss) from investments | 1,446,500 | (61,937 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | 1,553,217 | (22,638 | ) | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Operations | 3,032,946 | (76,683 | ) | |||||
|
|
|
| |||||
Capital Share Transactions | ||||||||
Proceeds from sales of shares | 3,969,855 | 8,241,924 | ||||||
Cost of shares redeemed | (6,647,250 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (2,677,395 | ) | 8,241,924 | |||||
|
|
|
| |||||
Net Increase in Net Assets | 355,551 | 8,165,241 | ||||||
|
|
|
| |||||
Net Assets | ||||||||
Beginning of period | 8,165,241 | — | ||||||
|
|
|
| |||||
End of period | $ | 8,520,792 | $ | 8,165,241 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 41,121 | $ | 7,892 | ||||
|
|
|
| |||||
Other Information: | ||||||||
Shares | ||||||||
Sold | 375,170 | 829,073 | ||||||
Redeemed | (531,565 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (156,395 | ) | 829,073 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain/(Loss) | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 9.85 | $ | 0.03 | $ | 2.79 | $ | 2.82 | $ | 12.67 | 28.63 | % | ||||||||||||
Period Ended 12/31/161 | 10.00 | 0.01 | (0.16 | ) | (0.15 | ) | 9.85 | (1.50 | )%5 |
10 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 8,521 | 1.00% | 2.08% | 0.27% | (0.81)% | 77% | ||||||||||||||||
8,165 | 1.00% | 5 | 3.16% | 5 | 0.39% | 5 | (1.77)% | 5 | 42% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 11 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Large Cap Disciplined Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks to maximize long-term growth.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which
may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in
12 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried
at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps
13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on
investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.62% up to $100 million, 0.57% up to $300 million, 0.52% up to $500 million, and 0.50% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.00% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the
14 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $134,778.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$191,948 | $ | 134,778 | $ | 57,170 |
Park Avenue has entered into a Sub-Advisory Agreement with Wellington Management Company LLP (“Wellington”). Wellington is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $31,107 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $9,297,581 and $11,848,534, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities
Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration
In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
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Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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Table of Contents
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Large Cap Disciplined Growth VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Large Cap Disciplined Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Table of Contents
SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The
Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile
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for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive
specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted
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pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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Name and Year of Birth | Term of Office, Position(s) Held and Length of | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses. | A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov. |
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8173
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Integrated Research VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
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3 | ||||
4 | ||||
5 | ||||
Financial Information | ||||
Schedule of Investments | 6 | |||
Statement of Assets and Liabilities | 9 | |||
Statement of Operations | 9 | |||
Statements of Changes in Net Assets | 10 | |||
Financial Highlights | 12 | |||
Notes to Financial Statements | 14 | |||
Report of Independent Registered Public Accounting Firm | 19 | |||
Supplemental Information | ||||
Approval of Investment Advisory and Sub-advisory Agreements | 20 | |||
Trustees and Officers Information Table | 24 | |||
Portfolio Holdings and Proxy Voting Procedures | 26 |
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN INTEGRATED RESEARCH VIP FUND
FUND COMMENTARY OF MASSACHUSETTS
FINANCIAL SERVICES COMPANY, SUB-ADVISER
Highlights
• | The Guardian Integrated Research VIP Fund (the “Fund”) returned 19.92% for the 12-month period ended December 31, 2017, underperforming its benchmark, the Standard & Poor’s 500® Index1 (the “Index”). The Fund’s underperformance relative to the Index was primarily due to security selection in the health care, financials, and information technology sectors. |
• | The Index returned 21.83% for the period. The performance of the Index was largely driven by the information technology, financial, health care, consumer discretionary and industrials sectors. |
Market Overview
For the first time in many years, the global economy experienced a period of synchronized economic growth during the period. The rebound in emerging markets (“EM”) economies was more pronounced (despite the slight deceleration in Chinese growth at the end of the period), helped by larger economies, such as Brazil and Russia, emerging from recessions. At the same time, developed markets (“DM”) economies continued to grow at or above potential. Market confidence increased in the U.S. during the period fueled, in part, by a more lenient U.S. regulatory backdrop and hopes for a significant cut in corporate tax rates, which came to fruition at the end of the period.
Globally, markets benefited from reflation trading as commodity prices strengthened, activity and growth prospects improved, and inflation moved higher, though within moderate bounds. As a result, there were more tightening signals and actions by DM central banks. The U.S. Federal Reserve increased the federal funds rate by 0.25% three times during the period, bringing the total number of quarter-percent hikes in the federal funds rate to five since December 2015. The European Central Bank announced an extension of its quantitative easing program at the end of the period, but reduced the pace of its monthly asset purchases by half. In addition, the Bank of England hiked its base rate for the first time in a
decade, late in the period. Markets were comforted, along with central banks, by the decline in fears of a populist surge in Europe after establishment candidates won the Dutch and French elections, though a right-wing populist party gained seats in the German parliament for the first time in the post-World War II era. Additionally, European growth reflected a generally calmer political economic backdrop.
In recent months, the U.S. dollar reversed the sharp rise seen early in the period, easing what had been a substantial headwind to earnings for multinationals. U.S consumer spending held up well during the second half of the period amid a modest increase in real wages and relatively low gasoline prices. However, demand for autos cooled from the record level logged early in the period, while the housing market improved, albeit constrained by below-average inventory levels. Global trade, which was sluggish early in the period, showed signs of improvement in the period’s second half, a positive indicator of global economic activity and prospects. Early in the period, there was a selloff in EM due to fears that President Trump would follow through on various campaign threats and promises that were judged to be detrimental to EM. While President Trump withdrew the U.S. from the Trans-Pacific Partnership and threatened the renegotiation of the North American Free Trade Agreement, significant additional policy action was lacking on economic issues involving EM. As a result, EM resumed their upward trajectory, powered by strong inflows throughout 2017.
Portfolio Review
Poor stock selection in the health care, financials, and information technology sectors was a primary detractor from performance relative to the Index. The Fund’s cash and/or cash equivalents position during the period was also a detractor from relative performance. Under normal market conditions, the Fund strives to be fully invested and generally holds cash to buy new holdings and to provide liquidity. In a period when equity markets rose, as measured by the Fund’s benchmark, holding cash hurt performance versus the benchmark, which has no cash position. Strong stock selection in the industrials
1 | The Standard & Poor’s 500® Index (the “S&P 500 Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The S&P 500 Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the S&P 500 Index, and, unlike the Fund, the S&P 500 Index does not incur fees or expenses. |
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GUARDIAN INTEGRATED RESEARCH VIP FUND
and consumer discretionary sectors was a primary contributor to performance relative to the benchmark. An underweight position and strong stock selection within the energy sector contributed to relative performance.
Outlook
We believe 2018 is likely to be a more challenging environment than 2017, as economic and earnings momentum decelerate, inflation pressures build and central banks’ normalization efforts put upward pressure on interest rates. Late-cycle leadership from a style, sector and factor perspective will likely persist. With an upward bias to interest rates, we believe bond proxies should remain under pressure. And last,
with expectations of peaking economic momentum and many unresolved geopolitical challenges, volatility is likely to awaken from its slumber.
Our blended research process is designed to benefit from the strength of our objective multifactor stock selection model, detailed qualitative fundamental stock analysis and risk-managed, benchmark-relative portfolio construction. Remaining true to our investment approach — which has a longer-term focus and seeks to identify above-average-quality companies trading at attractive valuations using our proprietary fundamental research and quantitative research insights — remains prudent in our view.
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN INTEGRATED RESEARCH VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $12,170,592 |
Sector Allocation1 As of December 31, 2017 | ||
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Facebook, Inc., Class A | 3.14% | |||
Johnson & Johnson | 2.93% | |||
Apple, Inc. | 2.91% | |||
JPMorgan Chase & Co. | 2.69% | |||
Cisco Systems, Inc. | 2.39% | |||
Citigroup, Inc. | 2.30% | |||
Intel Corp. | 2.14% | |||
Comcast Corp., Class A | 2.01% | |||
Bank of America Corp. | 1.97% | |||
The Procter & Gamble Co. | 1.95% | |||
Total | 24.43% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
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GUARDIAN INTEGRATED RESEARCH VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Integrated Research VIP Fund | 9/1/2016 | 19.92% | — | — | 16.64% | |||||||||||||||
Standard & Poor’s 500® Index | 21.83% | — | — | 19.32% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 | ||||||
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Integrated Research VIP Fund and the Standard & Poor’s 500® Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning 7/1/17 | Ending Account Value | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,106.30 | $5.10 | 0.96% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,020.37 | $4.89 | 0.96% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
5 |
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SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 99.3% | ||||||||
Aerospace & Defense – 4.6% | ||||||||
Northrop Grumman Corp. | 212 | $ | 65,065 | |||||
Textron, Inc. | 1,051 | 59,476 | ||||||
The Boeing Co. | 763 | 225,016 | ||||||
United Technologies Corp. | 1,636 | 208,705 | ||||||
|
| |||||||
558,262 | ||||||||
Automobiles – 0.5% | ||||||||
General Motors Co. | 1,621 | 66,445 | ||||||
|
| |||||||
66,445 | ||||||||
Banks – 7.9% | ||||||||
Bank of America Corp. | 8,119 | 239,673 | ||||||
Citigroup, Inc. | 3,767 | 280,302 | ||||||
JPMorgan Chase & Co. | 3,061 | 327,343 | ||||||
Wells Fargo & Co. | 1,971 | 119,581 | ||||||
|
| |||||||
966,899 | ||||||||
Beverages – 0.3% | ||||||||
PepsiCo, Inc. | 335 | 40,173 | ||||||
|
| |||||||
40,173 | ||||||||
Biotechnology – 2.5% | ||||||||
Biogen, Inc.(1) | 552 | 175,851 | ||||||
Celgene Corp.(1) | 1,220 | 127,319 | ||||||
|
| |||||||
303,170 | ||||||||
Building Products – 1.0% | ||||||||
Owens Corning | 1,316 | 120,993 | ||||||
|
| |||||||
120,993 | ||||||||
Chemicals – 2.2% | ||||||||
Air Products & Chemicals, Inc. | 322 | 52,834 | ||||||
CF Industries Holdings, Inc. | 2,941 | 125,110 | ||||||
Monsanto Co. | 757 | 88,402 | ||||||
|
| |||||||
266,346 | ||||||||
Communications Equipment – 2.4% | ||||||||
Cisco Systems, Inc. | 7,593 | 290,812 | ||||||
|
| |||||||
290,812 | ||||||||
Consumer Finance – 2.5% | ||||||||
Discover Financial Services | 2,596 | 199,684 | ||||||
Synchrony Financial | 2,576 | 99,460 | ||||||
|
| |||||||
299,144 | ||||||||
Containers & Packaging – 0.1% | ||||||||
Sealed Air Corp. | 307 | 15,135 | ||||||
|
| |||||||
15,135 | ||||||||
Diversified Financial Services – 0.6% | ||||||||
Berkshire Hathaway, Inc., Class B(1) | 387 | 76,711 | ||||||
|
| |||||||
76,711 | ||||||||
Electric Utilities – 3.2% | ||||||||
Exelon Corp. | 4,621 | 182,114 | ||||||
NextEra Energy, Inc. | 1,148 | 179,306 | ||||||
PPL Corp. | 835 | 25,843 | ||||||
|
| |||||||
387,263 |
December 31, 2017 | Shares | Value | ||||||
Electrical Equipment – 1.5% | ||||||||
Eaton Corp. PLC | 2,277 | $ | 179,906 | |||||
|
| |||||||
179,906 | ||||||||
Equity Real Estate Investment – 2.9% | ||||||||
Annaly Capital Management, Inc. REIT | 9,394 | 111,694 | ||||||
Mid-America Apartment Communities, Inc. REIT | 653 | 65,666 | ||||||
SBA Communications Corp. REIT(1) | 1,084 | 177,082 | ||||||
|
| |||||||
354,442 | ||||||||
Food & Staples Retailing – 2.2% | ||||||||
Costco Wholesale Corp. | 832 | 154,852 | ||||||
Wal-Mart Stores, Inc. | 1,199 | 118,401 | ||||||
|
| |||||||
273,253 | ||||||||
Food Products – 2.8% | ||||||||
Archer-Daniels-Midland Co. | 3,196 | 128,096 | ||||||
Tyson Foods, Inc., Class A | 2,586 | 209,647 | ||||||
|
| |||||||
337,743 | ||||||||
Health Care Equipment & Supplies – 2.2% | ||||||||
Abbott Laboratories | 1,061 | 60,551 | ||||||
Medtronic PLC | 2,284 | 184,433 | ||||||
Zimmer Biomet Holdings, Inc. | 225 | 27,151 | ||||||
|
| |||||||
272,135 | ||||||||
Health Care Providers & Services – 4.2% | ||||||||
Cigna Corp. | 387 | 78,596 | ||||||
Express Scripts Holding Co.(1) | 735 | 54,860 | ||||||
Humana, Inc. | 564 | 139,911 | ||||||
McKesson Corp. | 1,209 | 188,544 | ||||||
UnitedHealth Group, Inc. | 243 | 53,572 | ||||||
|
| |||||||
515,483 | ||||||||
Hotels, Restaurants & Leisure – 0.6% | ||||||||
Aramark | 1,151 | 49,194 | ||||||
Starbucks Corp. | 336 | 19,296 | ||||||
|
| |||||||
68,490 | ||||||||
Household Products – 1.9% | ||||||||
The Procter & Gamble Co. | 2,580 | 237,050 | ||||||
|
| |||||||
237,050 | ||||||||
Independent Power and Renewable Electricity Producers – 0.4% | ||||||||
AES Corp. | 4,073 | 44,111 | ||||||
|
| |||||||
44,111 | ||||||||
Insurance – 4.8% | ||||||||
Chubb Ltd. | 384 | 56,114 | ||||||
MetLife, Inc. | 3,453 | 174,584 | ||||||
Prudential Financial, Inc. | 1,575 | 181,094 | ||||||
The Allstate Corp. | 595 | 62,302 | ||||||
The Hartford Financial Services Group, Inc. | 2,011 | 113,179 | ||||||
|
| |||||||
587,273 |
6 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Internet & Direct Marketing Retail – 3.0% | ||||||||
Amazon.com, Inc.(1) | 157 | $ | 183,607 | |||||
The Priceline Group, Inc.(1) | 103 | 178,987 | ||||||
|
| |||||||
362,594 | ||||||||
Internet Software & Services – 5.9% | ||||||||
Alphabet, Inc., Class A(1) | 215 | 226,481 | ||||||
Alphabet, Inc., Class C(1) | 99 | 103,594 | ||||||
Facebook, Inc., Class A(1) | 2,168 | 382,565 | ||||||
|
| |||||||
712,640 | ||||||||
IT Services – 4.0% | ||||||||
DXC Technology Co. | 1,975 | 187,427 | ||||||
FleetCor Technologies, Inc.(1) | 827 | 159,140 | ||||||
Global Payments, Inc. | 909 | 91,118 | ||||||
International Business Machines Corp. | 279 | 42,804 | ||||||
|
| |||||||
480,489 | ||||||||
Machinery – 0.4% | ||||||||
Ingersoll-Rand PLC | 530 | 47,271 | ||||||
|
| |||||||
47,271 | ||||||||
Media – 2.0% | ||||||||
Comcast Corp., Class A | 6,101 | 244,345 | ||||||
|
| |||||||
244,345 | ||||||||
Oil, Gas & Consumable Fuels – 4.9% | ||||||||
EOG Resources, Inc. | 1,637 | 176,649 | ||||||
Exxon Mobil Corp. | 1,188 | 99,364 | ||||||
Phillips 66 | 2,082 | 210,594 | ||||||
Valero Energy Corp. | 1,135 | 104,318 | ||||||
|
| |||||||
590,925 | ||||||||
Pharmaceuticals – 5.6% | ||||||||
Bristol-Myers Squibb Co. | 969 | 59,380 | ||||||
Eli Lilly & Co. | 2,219 | 187,417 | ||||||
Johnson & Johnson | 2,547 | 355,867 | ||||||
Pfizer, Inc. | 2,283 | 82,690 | ||||||
|
| |||||||
685,354 | ||||||||
Road & Rail – 2.2% | ||||||||
Kansas City Southern | 357 | 37,564 | ||||||
Union Pacific Corp. | 1,745 | 234,004 | ||||||
|
| |||||||
271,568 | ||||||||
Semiconductors & Semiconductor Equipment – 3.1% | ||||||||
Broadcom Ltd. | 464 | 119,202 | ||||||
Intel Corp. | 5,646 | 260,619 | ||||||
|
| |||||||
379,821 | ||||||||
Software – 5.7% | ||||||||
Electronic Arts, Inc.(1) | 1,644 | 172,718 | ||||||
Microsoft Corp. | 2,639 | 225,740 | ||||||
Oracle Corp. | 2,900 | 137,112 | ||||||
Take-Two Interactive Software, Inc.(1) | 1,465 | 160,828 | ||||||
|
| |||||||
696,398 |
December 31, 2017 | Shares | Value | ||||||
Specialty Retail – 2.9% | ||||||||
Best Buy Co., Inc. | 2,607 | $ | 178,501 | |||||
Ross Stores, Inc. | 1,387 | 111,307 | ||||||
The Home Depot, Inc. | 318 | 60,271 | ||||||
|
| |||||||
350,079 | ||||||||
Technology Hardware, Storage & Peripherals – 3.7% | ||||||||
Apple, Inc. | 2,094 | 354,368 | ||||||
Hewlett Packard Enterprise Co. | 6,776 | 97,303 | ||||||
|
| |||||||
451,671 | ||||||||
Tobacco – 2.1% | ||||||||
Altria Group, Inc. | 927 | 66,197 | ||||||
Philip Morris International, Inc. | 1,847 | 195,136 | ||||||
|
| |||||||
261,333 | ||||||||
Trading Companies & Distributors – 1.6% | ||||||||
United Rentals, Inc.(1) | 663 | 113,976 | ||||||
Univar, Inc.(1) | 2,441 | 75,574 | ||||||
|
| |||||||
189,550 | ||||||||
Wireless Telecommunication Services – 0.9% | ||||||||
T-Mobile U.S., Inc.(1) | 1,630 | 103,521 | ||||||
|
| |||||||
103,521 | ||||||||
Total Common Stocks (Cost $10,514,184) | 12,088,798 | |||||||
Principal Amount | Value | |||||||
Short–Term Investment – 0.9% | ||||||||
Repurchase Agreements – 0.9% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $106,002, due 1/2/2018(2) | $ | 106,000 | 106,000 | |||||
Total Repurchase Agreements (Cost $106,000) | 106,000 | |||||||
Total Investments – 100.2% (Cost $10,620,184) | 12,194,798 | |||||||
Liabilities in excess of other assets – (0.2)% | (24,206 | ) | ||||||
Total Net Assets – 100.0% | $ | 12,170,592 |
(1) | Non–income–producing security. |
(2) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 110,000 | $ | 110,604 |
Legend:
REIT — Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 12,088,798 | $ | — | $ | — | $ | 12,088,798 | ||||||||
Repurchase Agreements | — | 106,000 | — | 106,000 | ||||||||||||
Total | $ | 12,088,798 | $ | 106,000 | $ | — | $ | 12,194,798 |
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 369,986 | ||
Interest | 205 | |||
|
| |||
Total Investment Income | 370,191 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 112,904 | |||
Trustees’ and officers’ fees | 79,904 | |||
Distribution fees | 51,320 | |||
Professional fees | 50,912 | |||
Custodian and accounting fees | 44,657 | |||
Insurance expense | 15,429 | |||
Shareholder reports | 15,143 | |||
Transfer agent fees | 8,795 | |||
Administrative fees | 3,262 | |||
Other expenses | 9,535 | |||
|
| |||
Total Expenses | 391,861 | |||
Less: Fees waived | (194,792 | ) | ||
|
| |||
Total Expenses, Net | 197,069 | |||
|
| |||
Net Investment Income/(Loss) | 173,122 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments | ||||
Net realized gain/(loss) from investments | 2,237,849 | |||
Net change in unrealized appreciation/ (depreciation) on investments | 1,305,018 | |||
|
| |||
Net Gain on Investments | 3,542,867 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 3,715,989 | ||
|
| |||
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations |
| |||||||
Net investment income/(loss) | $ | 173,122 | $ | 35,737 | ||||
Net realized gain/(loss) from investments | 2,237,849 | (777 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | 1,305,018 | 269,596 | ||||||
|
|
|
| |||||
Net Increase in Net Assets Resulting from Operations | 3,715,989 | 304,556 | ||||||
|
|
|
| |||||
Capital Share Transactions |
| |||||||
Proceeds from sales of shares | 5,574,156 | 14,610,681 | ||||||
Cost of shares redeemed | (12,034,790 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions | (6,460,634 | ) | 14,610,681 | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets | (2,744,645 | ) | 14,915,237 | |||||
|
|
|
| |||||
Net Assets |
| |||||||
Beginning of period | 14,915,237 | — | ||||||
|
|
|
| |||||
End of period | $ | 12,170,592 | $ | 14,915,237 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 208,859 | $ | 35,737 | ||||
|
|
|
| |||||
Other Information: |
| |||||||
Shares | ||||||||
Sold | 519,309 | 1,456,493 | ||||||
Redeemed | (984,873 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (465,564 | ) | 1,456,493 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
10 | The accompanying notes are an integral part of these financial statements. |
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11 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 10.24 | $ | 0.09 | $ | 1.95 | $ | 2.04 | $ | 12.28 | 19.92% | |||||||||||||
Period Ended 12/31/161 | 10.00 | 0.03 | 0.21 | 0.24 | 10.24 | 2.40% | 5 |
12 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 12,171 | 0.96% | 1.91% | 0.84% | (0.11)% | 80% | ||||||||||||||||
14,915 | 0.96% | 5 | 2.65% | 5 | 0.92% | 5 | (0.77)% | 5 | 15% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Integrated Research VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks capital appreciation.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official
closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related
14 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND
events after the report date and prior to issuance of the report are not reflected herein.
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore
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classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will
accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.55% up to $100 million, 0.50% up to $300 million, and 0.40% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.96% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $194,792.
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Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential Recoupment Amounts | 12/31/2020 | 12/31/2019 | ||||||
$274,062 | $ | 194,792 | $ | 79,270 |
Park Avenue has entered into a Sub-Advisory Agreement with Massachusetts Financial Services Company (“MFS”). MFS is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $51,320 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $15,995,107 and $22,180,256, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the
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interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Integrated Research VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Integrated Research VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds
or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian
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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information
from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The
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Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of | Principal Occupation(s) During Past Five Years | Number of in Fund Overseen | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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Name and Year of Birth | Term of Office, Position(s) Held and Length of | Principal Occupation(s) During Past Five Years | Number of in Fund Overseen | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group — Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958 ) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
25 |
Table of Contents
SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
26 |
Table of Contents
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8170
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Diversified Research VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
Table of Contents
GUARDIAN DIVERSIFIED RESEARCH VIP FUND
FUND COMMENTARY OF PUTNAM INVESTMENT MANAGEMENT, LLC, SUB-ADVISER
Highlights
• | Guardian Diversified Research VIP Fund (the “Fund”) returned 21.99%, outperforming its benchmark, the Standard & Poor’s 500® Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s outperformance relative to the Index was mainly due to favorable stock selection in the information technology, consumer discretionary, industrials and utilities sectors. |
• | The Index returned 21.83% for the period. The performance of the Index was largely driven by the information technology, financial, health care, consumer discretionary and industrials sectors. |
Market Overview
While concern about tax reform weighed on stocks for several weeks, U.S. equities continued their rally during the period. Stocks were lifted largely by strong corporate earnings and positive economic data, although performance was uneven due in part to some downbeat earnings reports. Stocks were lifted with the nomination of a new Federal Reserve chair and the introduction of the tax reform package on Capitol Hill. Economic data boosted stocks, with third-quarter GDP gains and a job market that remained solid. U.S. retail sales set a holiday record. Energy stocks briefly lagged as oil prices struggled when concerns were heightened about supply-demand dynamics; oil prices rallied, however, following an improved outlook for demand. Investor concern also weighed on markets as political tensions intensified again with North Korea, after it tested more technologically advanced missiles. By the end of the year, Congress finalized an agreement and passed a $1.4 trillion tax reform bill. The Dow Jones Industrial Average posted its ninth straight quarterly gain, the longest streak since 1997.
Portfolio Review
The Fund’s performance relative to the benchmark was mainly due to favorable stock selection in the
information technology, consumer discretionary, industrials and utilities sectors. An underweight to the real estate and telecommunication services sectors also helped performance. Stock selection within the energy, financials, and consumer staples sectors detracted from performance. The Fund’s transactional cash balance also detracted from relative performance.
Outlook
In a remarkable year for equity investors, the 21.83% annual gain for the Index was lower than many global index returns. As they had throughout 2017, investors in most markets worldwide shrugged off geopolitical and macroeconomic risks, embraced equities, and drove markets considerably higher in the closing months of 2017. All three major U.S. equity indexes posted their best year since 2013, with the Dow Jones Industrial Average and the Index recording dozens of record closes throughout 2017.
This type of outperformance raises many questions as we begin 2018. How long can these rallies last, are valuations too stretched, what risks remain, and where are the opportunities in the year ahead? We believe that healthy corporate earnings growth and few signs of recessionary trends in most economies worldwide should allow equities to maintain their strength. In the United States, tax reform is expected to provide a boost to business profitability and provide many more ancillary benefits. The Tax Cuts and Jobs Act should serve as a catalyst to further accelerate capital and operational spending by businesses, particularly for many industrial companies that in our view have been woefully underinvested in capital equipment. In addition, the extended period of outperformance of growth stocks over value stocks suggests we may see more plentiful valuation opportunities in 2018. Looking to the year ahead, investors should remain aware of potential risks that could disrupt stock market momentum, particularly as we are in the midst of the second-longest U.S. bull market in history.
1 |
1 | The Standard & Poor’s 500® Index (the “S&P 500 Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The S&P 500 Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the S&P 500 Index, and, unlike the Fund, the S&P 500 Index does not incur fees or expenses. |
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GUARDIAN DIVERSIFIED RESEARCH VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
2 |
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GUARDIAN DIVERSIFIED RESEARCH VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $12,129,266 |
Sector Allocation1 As of December 31, 2017 | ||
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Apple, Inc. | 3.37% | |||
Microsoft Corp. | 3.15% | |||
Alphabet, Inc., Class A | 2.93% | |||
Amazon.com, Inc. | 2.36% | |||
Bank of America Corp. | 2.36% | |||
Facebook, Inc., Class A | 1.89% | |||
UnitedHealth Group, Inc. | 1.81% | |||
Citigroup, Inc. | 1.81% | |||
The Home Depot, Inc. | 1.79% | |||
SPDR S&P500 ETF Trust | 1.36% | |||
Total | 22.83% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
3 |
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GUARDIAN DIVERSIFIED RESEARCH VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Diversified Research VIP Fund | 9/1/2016 | 21.99% | — | — | 19.27% | |||||||||||||||
Standard & Poor’s 500® Index | 21.83% | — | — | 19.32% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Diversified Research VIP Fund and the Standard & Poor’s 500® Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning Account Value 7/1/17 | Ending Account Value 12/31/17 | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,108.70 | $5.10 | 0.96% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,020.37 | $4.89 | 0.96% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
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SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 97.5% | ||||||||
Aerospace & Defense – 3.1% | ||||||||
L3 Technologies, Inc. | 304 | $ | 60,147 | |||||
Northrop Grumman Corp. | 278 | 85,321 | ||||||
Raytheon Co. | 546 | 102,566 | ||||||
The Boeing Co. | 454 | 133,889 | ||||||
|
| |||||||
381,923 | ||||||||
Banks – 6.0% | ||||||||
Bank of America Corp. | 9,699 | 286,314 | ||||||
Citigroup, Inc. | 2,951 | 219,584 | ||||||
JPMorgan Chase & Co. | 1,309 | 139,984 | ||||||
SunTrust Banks, Inc. | 1,318 | 85,130 | ||||||
|
| |||||||
731,012 | ||||||||
Beverages – 2.3% | ||||||||
Constellation Brands, Inc., Class A | 276 | 63,085 | ||||||
Molson Coors Brewing Co., Class B | 857 | 70,334 | ||||||
PepsiCo, Inc. | 1,221 | 146,423 | ||||||
|
| |||||||
279,842 | ||||||||
Biotechnology – 3.9% | ||||||||
AbbVie, Inc. | 615 | 59,477 | ||||||
Amgen, Inc. | 748 | 130,077 | ||||||
Biogen, Inc.(1) | 291 | 92,704 | ||||||
Calyxt, Inc.(1) | 258 | 5,684 | ||||||
Gilead Sciences, Inc. | 1,232 | 88,260 | ||||||
Vertex Pharmaceuticals, Inc.(1) | 664 | 99,507 | ||||||
|
| |||||||
475,709 | ||||||||
Building Products – 0.5% | ||||||||
Fortune Brands Home & Security, Inc. | 903 | 61,801 | ||||||
|
| |||||||
61,801 | ||||||||
Capital Markets – 4.9% | ||||||||
BlackRock, Inc. | 196 | 100,687 | ||||||
E*TRADE Financial Corp.(1) | 2,427 | 120,306 | ||||||
Intercontinental Exchange, Inc. | 843 | 59,482 | ||||||
Invesco Ltd. | 1,708 | 62,410 | ||||||
Investment Technology Group, Inc. | 2,322 | 44,699 | ||||||
KKR & Co. LP | 3,915 | 82,450 | ||||||
The Goldman Sachs Group, Inc. | 490 | 124,833 | ||||||
|
| |||||||
594,867 | ||||||||
Chemicals – 3.3% | ||||||||
Albemarle Corp. | 260 | 33,251 | ||||||
Axalta Coating Systems Ltd.(1) | 378 | 12,232 | ||||||
Braskem S.A., ADR | 285 | 7,484 | ||||||
CF Industries Holdings, Inc. | 1,221 | 51,941 | ||||||
DowDuPont, Inc. | 1,905 | 135,674 | ||||||
The Sherwin-Williams Co. | 235 | 96,360 | ||||||
Tronox Ltd., Class A | 322 | 6,604 | ||||||
WR Grace & Co. | 850 | 59,611 | ||||||
|
| |||||||
403,157 | ||||||||
Commercial Services & Supplies – 0.4% | ||||||||
Waste Connections, Inc. | 656 | 46,537 | ||||||
|
| |||||||
46,537 |
December 31, 2017 | Shares | Value | ||||||
Diversified Telecommunication Services – 1.2% | ||||||||
AT&T, Inc. | 2,706 | $ | 105,209 | |||||
Verizon Communications, Inc. | 716 | 37,898 | ||||||
|
| |||||||
143,107 | ||||||||
Electric Utilities – 1.9% | ||||||||
American Electric Power Co., Inc. | 819 | 60,254 | ||||||
Edison International | 223 | 14,103 | ||||||
Exelon Corp. | 1,268 | 49,972 | ||||||
NextEra Energy, Inc. | 371 | 57,946 | ||||||
PG&E Corp. | 239 | 10,714 | ||||||
The Southern Co. | 726 | 34,913 | ||||||
|
| |||||||
227,902 | ||||||||
Electrical Equipment – 0.5% | ||||||||
Rockwell Automation, Inc. | 304 | 59,690 | ||||||
|
| |||||||
59,690 | ||||||||
Electronic Equipment, Instruments & Components – 0.3% | ||||||||
Orbotech Ltd.(1) | 680 | 34,163 | ||||||
|
| |||||||
34,163 | ||||||||
Energy Equipment & Services – 0.1% | ||||||||
Select Energy Services, Inc., Class A(1) | 979 | 17,857 | ||||||
|
| |||||||
17,857 | ||||||||
Equity Real Estate Investment – 1.1% | ||||||||
American Tower Corp. REIT | 653 | 93,164 | ||||||
Gaming and Leisure Properties, Inc. REIT | 1,181 | 43,697 | ||||||
|
| |||||||
136,861 | ||||||||
Food & Staples Retailing – 2.3% | ||||||||
Costco Wholesale Corp. | 441 | 82,079 | ||||||
CVS Health Corp. | 754 | 54,665 | ||||||
The Kroger Co. | 2,861 | 78,534 | ||||||
Wal-Mart Stores, Inc. | 625 | 61,719 | ||||||
|
| |||||||
276,997 | ||||||||
Food Products – 2.8% | ||||||||
McCormick & Co., Inc. | 902 | 91,923 | ||||||
Mondelez International, Inc., Class A | 1,232 | 52,730 | ||||||
Pinnacle Foods, Inc. | 1,065 | 63,335 | ||||||
The Kraft Heinz Co. | 1,621 | 126,049 | ||||||
|
| |||||||
334,037 | ||||||||
Health Care Equipment & Supplies – 4.0% | ||||||||
Baxter International, Inc. | 738 | 47,704 | ||||||
Becton Dickinson and Co. | 572 | 122,443 | ||||||
Boston Scientific Corp.(1) | 3,108 | 77,047 | ||||||
Danaher Corp. | 1,236 | 114,726 | ||||||
DENTSPLY SIRONA, Inc. | 1,247 | 82,090 | ||||||
Intuitive Surgical, Inc.(1) | 128 | 46,712 | ||||||
|
| |||||||
490,722 | ||||||||
Health Care Providers & Services – 2.0% | ||||||||
Express Scripts Holding Co.(1) | 163 | 12,166 | ||||||
McKesson Corp. | 96 | 14,971 | ||||||
UnitedHealth Group, Inc. | 997 | 219,799 | ||||||
|
| |||||||
246,936 |
6 | The accompanying notes are an integral part of these financial statements. |
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SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Hotels, Restaurants & Leisure – 2.2% | ||||||||
Chipotle Mexican Grill, Inc.(1) | 161 | $ | 46,534 | |||||
Hilton Worldwide Holdings, Inc. | 883 | 70,516 | ||||||
Restaurant Brands International, Inc. | 610 | 37,503 | ||||||
Wynn Resorts Ltd. | 379 | 63,896 | ||||||
Yum China Holdings, Inc. | 1,203 | 48,144 | ||||||
|
| |||||||
266,593 | ||||||||
Household Products – 0.9% | ||||||||
Church & Dwight Co., Inc. | 1,041 | 52,227 | ||||||
Kimberly-Clark Corp. | 441 | 53,211 | ||||||
|
| |||||||
105,438 | ||||||||
Independent Power and Renewable Electricity Producers – 0.2% | ||||||||
NRG Energy, Inc. | 815 | 23,211 | ||||||
|
| |||||||
23,211 | ||||||||
Industrial Conglomerates – 1.6% | ||||||||
Honeywell International, Inc. | 737 | 113,026 | ||||||
Roper Technologies, Inc. | 296 | 76,664 | ||||||
|
| |||||||
189,690 | ||||||||
Insurance – 3.3% | ||||||||
American International Group, Inc. | 1,599 | 95,268 | ||||||
Assured Guaranty Ltd. | 2,103 | 71,229 | ||||||
Chubb Ltd. | 879 | 128,448 | ||||||
Prudential PLC (United Kingdom) | 4,210 | 108,240 | ||||||
|
| |||||||
403,185 | ||||||||
Internet & Direct Marketing Retail – 3.6% | ||||||||
Amazon.com, Inc.(1) | 245 | 286,520 | ||||||
Expedia, Inc. | 438 | 52,459 | ||||||
The Priceline Group, Inc.(1) | 55 | 95,576 | ||||||
|
| |||||||
434,555 | ||||||||
Internet Software & Services – 6.2% | ||||||||
Alibaba Group Holding Ltd., ADR(1) | 381 | 65,696 | ||||||
Alphabet, Inc., Class A(1) | 337 | 354,996 | ||||||
Facebook, Inc., Class A(1) | 1,298 | 229,045 | ||||||
GoDaddy, Inc., Class A(1) | 573 | 28,810 | ||||||
Instructure, Inc.(1) | 701 | 23,203 | ||||||
Tencent Holdings Ltd., ADR | 889 | 46,157 | ||||||
|
| |||||||
747,907 | ||||||||
IT Services – 3.3% | ||||||||
DXC Technology Co. | 865 | 82,088 | ||||||
Fidelity National Information Services, Inc. | 450 | 42,340 | ||||||
MasterCard, Inc., Class A | 475 | 71,896 | ||||||
PayPal Holdings, Inc.(1) | 572 | 42,111 | ||||||
Total System Services, Inc. | 278 | 21,987 | ||||||
Visa, Inc., Class A | 1,190 | 135,684 | ||||||
|
| |||||||
396,106 | ||||||||
Life Sciences Tools & Services – 0.3% | ||||||||
Agilent Technologies, Inc. | 566 | 37,905 | ||||||
|
| |||||||
37,905 |
December 31, 2017 | Shares | Value | ||||||
Machinery – 3.1% | ||||||||
Caterpillar, Inc. | 746 | $ | 117,555 | |||||
Dover Corp. | 725 | 73,218 | ||||||
Fortive Corp. | 1,013 | 73,290 | ||||||
KION Group AG (Germany) | 650 | 56,080 | ||||||
Komatsu Ltd. (Japan) | 1,500 | 54,335 | ||||||
|
| |||||||
374,478 | ||||||||
Media – 2.2% | ||||||||
Charter Communications, Inc., Class A(1) | 281 | 94,405 | ||||||
Comcast Corp., Class A | 2,171 | 86,948 | ||||||
DISH Network Corp., Class A(1) | 504 | 24,066 | ||||||
Live Nation Entertainment, Inc.(1) | 958 | 40,782 | ||||||
The Walt Disney Co. | 249 | 26,770 | ||||||
|
| |||||||
272,971 | ||||||||
Metals & Mining – 0.7% | ||||||||
Alcoa Corp.(1) | 989 | 53,277 | ||||||
Iluka Resources Ltd. (Australia) | 4,381 | 34,728 | ||||||
|
| |||||||
88,005 | ||||||||
Multi-Utilities – 0.6% | ||||||||
Ameren Corp. | 552 | 32,563 | ||||||
Dominion Energy, Inc. | 423 | 34,288 | ||||||
|
| |||||||
66,851 | ||||||||
Oil, Gas & Consumable Fuels – 5.8% | ||||||||
Anadarko Petroleum Corp. | 672 | 36,046 | ||||||
Cenovus Energy, Inc. (Canada) | 3,743 | 34,184 | ||||||
ConocoPhillips | 1,419 | 77,889 | ||||||
Encana Corp. (Canada) | 1,428 | 19,051 | ||||||
Eni S.p.A. (Italy) | 1,880 | 31,089 | ||||||
EOG Resources, Inc. | 399 | 43,056 | ||||||
EQT Corp. | 358 | 20,377 | ||||||
Exxon Mobil Corp. | 1,593 | 133,239 | ||||||
Kinder Morgan, Inc. | 2,539 | 45,880 | ||||||
Marathon Oil Corp. | 1,066 | 18,048 | ||||||
Noble Energy, Inc. | 926 | 26,984 | ||||||
Pioneer Natural Resources Co. | 367 | 63,436 | ||||||
Seven Generations Energy Ltd., Class A (Canada)(1) | 1,742 | 24,640 | ||||||
Suncor Energy, Inc. (Canada) | 1,436 | 52,722 | ||||||
The Williams Cos., Inc. | 292 | 8,903 | ||||||
TOTAL S.A. (France) | 1,231 | 67,921 | ||||||
|
| |||||||
703,465 | ||||||||
Pharmaceuticals – 3.1% | ||||||||
Bristol-Myers Squibb Co. | 548 | 33,582 | ||||||
Jazz Pharmaceuticals PLC(1) | 716 | 96,409 | ||||||
Johnson & Johnson | 997 | 139,301 | ||||||
Merck & Co., Inc. | 829 | 46,648 | ||||||
Mylan N.V.(1) | 141 | 5,966 | ||||||
Pfizer, Inc. | 1,411 | 51,106 | ||||||
|
| |||||||
373,012 |
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Road & Rail – 0.7% | ||||||||
Norfolk Southern Corp. | 592 | $ | 85,781 | |||||
|
| |||||||
85,781 | ||||||||
Semiconductors & Semiconductor Equipment – 4.8% | ||||||||
Applied Materials, Inc. | 1,614 | 82,508 | ||||||
Broadcom Ltd. | 562 | 144,378 | ||||||
NXP Semiconductors N.V.(1) | 1,139 | 133,365 | ||||||
Qorvo, Inc.(1) | 1,532 | 102,031 | ||||||
Texas Instruments, Inc. | 1,108 | 115,720 | ||||||
|
| |||||||
578,002 | ||||||||
Software – 6.4% | ||||||||
Activision Blizzard, Inc. | 910 | 57,621 | ||||||
Adobe Systems, Inc.(1) | 432 | 75,704 | ||||||
Everbridge, Inc.(1) | 1,004 | 29,839 | ||||||
Micro Focus International PLC, ADR(1) | 1,456 | 48,907 | ||||||
Microsoft Corp. | 4,464 | 381,851 | ||||||
Oracle Corp. | 1,107 | 52,339 | ||||||
RealPage, Inc.(1) | 2,077 | 92,011 | ||||||
salesforce.com, Inc.(1) | 349 | 35,678 | ||||||
|
| |||||||
773,950 | ||||||||
Specialty Retail – 3.0% | ||||||||
L Brands, Inc. | 533 | 32,097 | ||||||
O’Reilly Automotive, Inc.(1) | 195 | 46,905 | ||||||
The Home Depot, Inc. | 1,145 | 217,012 | ||||||
The TJX Cos., Inc. | 877 | 67,056 | ||||||
|
| |||||||
363,070 | ||||||||
Technology Hardware, Storage & Peripherals – 3.4% | ||||||||
Apple, Inc. | 2,418 | 409,198 | ||||||
|
| |||||||
409,198 | ||||||||
Textiles, Apparel & Luxury Goods – 0.6% | ||||||||
Hanesbrands, Inc. | 1,669 | 34,899 | ||||||
NIKE, Inc., Class B | 703 | 43,972 | ||||||
|
| |||||||
78,871 | ||||||||
Tobacco – 0.7% | ||||||||
Philip Morris International, Inc. | 844 | 89,169 | ||||||
|
| |||||||
89,169 |
December 31, 2017 | Shares | Value | ||||||
Water Utilities – 0.2% | ||||||||
American Water Works Co., Inc. | 241 | $ | 22,049 | |||||
|
| |||||||
22,049 | ||||||||
Total Common Stocks (Cost $10,106,058) | 11,826,582 | |||||||
Exchange–Traded Funds – 1.4% | ||||||||
SPDR S&P500 ETF Trust | 619 | 165,187 | ||||||
Total Exchange–Traded Funds (Cost $149,401) | 165,187 | |||||||
Principal Amount | Value | |||||||
Short–Term Investment – 1.4% | ||||||||
Repurchase Agreements – 1.4% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $171,004, due 1/2/2018(2) | $ | 171,000 | 171,000 | |||||
Total Repurchase Agreements (Cost $171,000) | 171,000 | |||||||
Total Investments – 100.3% (Cost $10,426,459) | 12,162,769 | |||||||
Liabilities in excess of other assets – (0.3)% | (33,503 | ) | ||||||
Total Net Assets – 100.0% | $ | 12,129,266 |
(1) | Non–income–producing security. |
(2) The table below presents collateral for repurchase agreements.
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 175,000 | $ | 175,961 |
Legend:
ADR — American Depositary Receipt
REIT — Real Estate Investment Trust
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 11,474,189 | $ | 352,393 | * | $ | — | $ | 11,826,582 | |||||||
Exchange–Traded Funds | 165,187 | — | — | 165,187 | ||||||||||||
Repurchase Agreements | — | 171,000 | — | 171,000 | ||||||||||||
Total | $ | 11,639,376 | $ | 523,393 | $ | — | $ | 12,162,769 |
* | Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1. |
8 | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 260,687 | ||
Interest | 370 | |||
Withholding taxes on foreign dividends | (2,414 | ) | ||
|
| |||
Total Investment Income | 258,643 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 95,099 | |||
Custodian and accounting fees | 107,040 | |||
Trustees’ and officers’ fees | 56,102 | |||
Professional fees | 45,916 | |||
Distribution fees | 39,625 | |||
Shareholder reports | 13,249 | |||
Transfer agent fees | 8,220 | |||
Administrative fees | 2,193 | |||
Other expenses | 16,938 | |||
|
| |||
Total Expenses | 384,382 | |||
Less: Fees waived | (232,223 | ) | ||
|
| |||
Total Expenses, Net | 152,159 | |||
|
| |||
Net Investment Income/(Loss) | 106,484 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions | ||||
Net realized gain/(loss) from investments | 1,457,543 | |||
Net realized gain/(loss) from foreign currency transactions | 116 | |||
Net change in unrealized appreciation/(depreciation) on investments | 1,464,961 | |||
Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies | 51 | |||
|
| |||
Net Gain on Investments and Foreign Currency Transactions | 2,922,671 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 3,029,155 | ||
|
| |||
The accompanying notes are an integral part of these financial statements. | 9 |
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FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 106,484 | $ | 25,436 | ||||
Net realized gain/(loss) from investments and foreign currency transactions | 1,457,659 | (3,809 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies | 1,465,012 | 271,356 | ||||||
|
|
|
| |||||
Net Increase in Net Assets Resulting from Operations | 3,029,155 | 292,983 | ||||||
|
|
|
| |||||
Capital Share Transactions |
| |||||||
Proceeds from sales of shares | 5,773,745 | 9,845,907 | ||||||
Cost of shares redeemed | (6,812,524 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (1,038,779 | ) | 9,845,907 | |||||
|
|
|
| |||||
Net Increase in Net Assets | 1,990,376 | 10,138,890 | ||||||
|
|
|
| |||||
Net Assets |
| |||||||
Beginning of period | 10,138,890 | — | ||||||
|
|
|
| |||||
End of period | $ | 12,129,266 | $ | 10,138,890 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 131,920 | $ | 25,436 | ||||
|
|
|
| |||||
Other Information: |
| |||||||
Shares | ||||||||
Sold | 526,654 | 977,623 | ||||||
Redeemed | (545,718 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (19,064 | ) | 977,623 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
10 | The accompanying notes are an integral part of these financial statements. |
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11 |
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FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Financial Highlights | ||||||||||||||||||||||||
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 10.37 | $ | 0.08 | $ | 2.20 | $ | 2.28 | $ | 12.65 | 21.99% | |||||||||||||
Period Ended 12/31/161 | 10.00 | 0.04 | 0.33 | 0.37 | 10.37 | 3.70% | 5 |
12 | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 12,129 | 0.96% | 2.43% | 0.67% | (0.80)% | 154% | ||||||||||||||||
10,139 | 0.96% | 5 | 3.07% | 5 | 1.12% | 5 | (0.99)% | 5 | 61% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Diversified Research VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks capital appreciation.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which
may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in
14 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried
at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps
15 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on
investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.60% of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.96% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $232,223.
16 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$293,323 | $ | 232,223 | $ | 61,100 |
Park Avenue has entered into a Sub-Advisory Agreement with Putnam Investment Management LLC (“Putnam”). Putnam is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $39,625 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $23,430,429 and $24,306,005, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase
17 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND
agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Diversified Research VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Diversified Research VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Table of Contents
SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The
Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile
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SUPPLEMENTAL INFORMATION (UNAUDITED)
for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive
specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted
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SUPPLEMENTAL INFORMATION (UNAUDITED)
pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Overseen | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Overseen | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962 ) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971 ) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958 ) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8168
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Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Large Cap Disciplined Value VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
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Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
BOSTON PARTNERS GLOBAL INVESTORS, INC., SUB-ADVISER
Highlights
• | Guardian Large Cap Disciplined Value VIP Fund (the “Fund”) returned 19.20%, outperforming its benchmark, the Russell 1000® Value Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s outperformance relative to the Index was primarily due to stock selection in the energy, technology and capital goods sectors, an overweight in the technology and finance sectors, and an underweight in the real estate investment trust (“REIT”) and communications sectors. |
• | The Index returned 13.66% for the period. The financials and technology sectors were two of the largest contributors to performance for the Index during the period. |
Market Overview
The U.S. stock market continued to have impressive gains, with the Standard & Poor’s 500® Index2 posting a 21.83% return for the period. Growth stocks continued to outpace value stocks, and large-capitalization stocks outperformed small-capitalization stocks for the period. For U.S. investors, the weaker dollar continued to enhance gains for international investments in both the developed and emerging markets, with emerging markets generating a 31% return in local currencies but a 37.8% return in dollar terms. Momentum remained the predominant factor driving returns globally. With a combination of growth, momentum and strong fundamentals, technology was the best performing U.S. sector for the period, gaining 38.8%, nearly double the next closest sector.
A steady-to-strong macro-economic backdrop supported markets around the world as all 45 countries that are followed by the Organization for Economic Cooperation and Development were in expansion mode, a condition last seen in 2007. Inflation in the U.S. and around the globe remained largely in check, allowing central banks to maintain accommodative monetary policies. The U.S. Federal Reserve’s increases in the federal funds rate were at a lower and slower pace than had been forecasted. A rebound in commodity prices, including oil, helped revive many
export-driven economies. This so-called “Goldilocks” economic environment led to a reduction in equity, bond, and currency volatility to multi-year lows.
Any concerns investors had during the year were largely focused on valuation levels that remained elevated from an absolute and historical perspective, but when compared on a relative basis to either interest rates or inflation, remained within normal bounds. While geo-political risk was widespread (for example, tensions with North Korea, Brexit (the vote by the United Kingdom to leave the European Union), Middle East unrest, populism, and partisan Washington politics), no catastrophic flare-ups occurred, allowing the global markets to advance.
Portfolio Review
On a full year basis, sector allocation contributed to performance relative to the benchmark due to the Fund’s overweight positions in the technology, health care, and financial sectors and our underweight to the REIT and communications sectors. Strong stock selection in the energy, technology and capital goods sectors also contributed to performance. The transportation and consumer services sectors detracted from relative performance.
Outlook
Although the market is trading at valuations near the upper end of historical ranges, we believe equities will continue to respond favorably to the expected strong rise in earnings during 2018 as a result of improved global economic activity, measured interest rate increases, corporate tax rate reductions, and increased free cash flow growth. We continue to find relative valuation discrepancies in the markets, and seek to avoid investments in over-valued companies such as highly regulated utilities, which are currently trading more expensively than the Fund’s holdings in the technology sector, which we believe have ample opportunities to benefit from global economic growth. While pursuing these investments, we will continue to invest on a stock-by-stock basis within our discipline of seeking stocks that we believe offer attractive valuation, sound fundamentals, and a catalyst for improvement.
1 | The Russell 1000® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1,000 largest U.S. companies based on total market capitalization) with lower price-to-book ratios and lower forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
2 | The Standard & Poor’s 500® Index (the “S&P 500 Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The S&P 500 Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $ 15,904,778 |
Sector Allocation1 As of December 31, 2017 |
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Bank of America Corp. | 4.93% | |||
JPMorgan Chase & Co. | 4.92% | |||
Berkshire Hathaway, Inc., Class B | 4.06% | |||
Citigroup, Inc. | 3.63% | |||
Johnson & Johnson | 2.97% | |||
Chevron Corp. | 2.91% | |||
Cisco Systems, Inc. | 2.87% | |||
Wells Fargo & Co. | 2.71% | |||
Pfizer, Inc. | 2.51% | |||
Royal Dutch Shell PLC, Class A, ADR | 2.10% | |||
Total | 33.61% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Large Cap Disciplined Value VIP Fund | 9/1/2016 | 19.20% | — | — | 20.68% | |||||||||||||||
Russell 1000® Value Index | 13.66% | — | — | 15.49% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Large Cap Disciplined Value VIP Fund and the Russell 1000® Value Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning Account Value 7/1/17 | Ending Account Value 12/31/17 | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,121.30 | $5.24 | 0.98% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,020.27 | $4.99 | 0.98% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
5 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 98.1% | ||||||||
Aerospace & Defense – 3.5% | ||||||||
General Dynamics Corp. | 470 | $ | 95,621 | |||||
L3 Technologies, Inc. | 537 | 106,245 | ||||||
Raytheon Co. | 335 | 62,930 | ||||||
Spirit AeroSystems Holdings, Inc., Class A | 790 | 68,928 | ||||||
United Technologies Corp. | 1,733 | 221,079 | ||||||
|
| |||||||
554,803 | ||||||||
Airlines – 1.5% | ||||||||
Delta Air Lines, Inc. | 2,705 | 151,480 | ||||||
Southwest Airlines Co. | 1,431 | 93,659 | ||||||
|
| |||||||
245,139 | ||||||||
Auto Components – 1.1% | ||||||||
BorgWarner, Inc. | 3,414 | 174,421 | ||||||
|
| |||||||
174,421 | ||||||||
Banks – 18.9% | ||||||||
Bank of America Corp. | 26,564 | 784,169 | ||||||
Citigroup, Inc. | 7,767 | 577,943 | ||||||
Fifth Third Bancorp | 1,310 | 39,746 | ||||||
JPMorgan Chase & Co. | 7,311 | 781,838 | ||||||
KeyCorp | 5,613 | 113,214 | ||||||
Lloyds Banking Group PLC, ADR | 25,491 | 95,591 | ||||||
Regions Financial Corp. | 10,318 | 178,295 | ||||||
Wells Fargo & Co. | 7,114 | 431,606 | ||||||
|
| |||||||
3,002,402 | ||||||||
Beverages – 0.6% | ||||||||
Coca-Cola European Partners PLC | 2,570 | 102,415 | ||||||
|
| |||||||
102,415 | ||||||||
Biotechnology – 1.8% | ||||||||
Gilead Sciences, Inc. | 2,673 | 191,494 | ||||||
Shire PLC, ADR | 647 | 100,362 | ||||||
|
| |||||||
291,856 | ||||||||
Building Products – 0.2% | ||||||||
Masco Corp. | 635 | 27,902 | ||||||
|
| |||||||
27,902 | ||||||||
Capital Markets – 1.5% | ||||||||
The Goldman Sachs Group, Inc. | 920 | 234,379 | ||||||
|
| |||||||
234,379 | ||||||||
Chemicals – 3.3% | ||||||||
Celanese Corp., Class A | 1,292 | 138,347 | ||||||
DowDuPont, Inc. | 2,789 | 198,633 | ||||||
FMC Corp. | 743 | 70,332 | ||||||
Methanex Corp. | 1,894 | 114,682 | ||||||
|
| |||||||
521,994 | ||||||||
Communications Equipment – 2.9% | ||||||||
Cisco Systems, Inc. | 11,927 | 456,804 | ||||||
|
| |||||||
456,804 |
December 31, 2017 | Shares | Value | ||||||
Construction Materials – 0.6% | ||||||||
Cemex S.A.B. de C.V., ADR(1) | 10,818 | $ | 81,135 | |||||
CRH PLC, ADR | 238 | 8,589 | ||||||
|
| |||||||
89,724 | ||||||||
Consumer Finance – 2.7% | ||||||||
Capital One Financial Corp. | 1,380 | 137,420 | ||||||
Discover Financial Services | 2,447 | 188,223 | ||||||
Synchrony Financial | 2,827 | 109,151 | ||||||
|
| |||||||
434,794 | ||||||||
Containers & Packaging – 0.9% | ||||||||
WestRock Co. | 2,268 | 143,360 | ||||||
|
| |||||||
143,360 | ||||||||
Diversified Financial Services – 4.1% | ||||||||
Berkshire Hathaway, Inc., Class B(1) | 3,261 | 646,396 | ||||||
|
| |||||||
646,396 | ||||||||
Diversified Telecommunication Services – 1.2% | ||||||||
Verizon Communications, Inc. | 3,585 | 189,754 | ||||||
|
| |||||||
189,754 | ||||||||
Electrical Equipment – 1.4% | ||||||||
ABB Ltd., ADR | 1,392 | 37,333 | ||||||
Eaton Corp. PLC | 2,344 | 185,200 | ||||||
|
| |||||||
222,533 | ||||||||
Electronic Equipment, Instruments & Components – 2.9% | ||||||||
Flex Ltd.(1) | 7,750 | 139,423 | ||||||
TE Connectivity Ltd. | 3,361 | 319,429 | ||||||
|
| |||||||
458,852 | ||||||||
Food & Staples Retailing – 1.3% | ||||||||
CVS Health Corp. | 2,823 | 204,668 | ||||||
|
| |||||||
204,668 | ||||||||
Health Care Providers & Services – 4.2% | ||||||||
Anthem, Inc. | 977 | 219,835 | ||||||
Cigna Corp. | 863 | 175,267 | ||||||
Laboratory Corp. of America Holdings(1) | 713 | 113,731 | ||||||
UnitedHealth Group, Inc. | 714 | 157,408 | ||||||
|
| |||||||
666,241 | ||||||||
Insurance – 4.5% | ||||||||
American International Group, Inc. | 2,672 | 159,198 | ||||||
Chubb Ltd. | 1,328 | 194,061 | ||||||
Everest Re Group Ltd. | 362 | 80,096 | ||||||
The Allstate Corp. | 1,751 | 183,347 | ||||||
XL Group Ltd. | 2,753 | 96,795 | ||||||
|
| |||||||
713,497 | ||||||||
Internet & Direct Marketing Retail – 0.5% | ||||||||
The Priceline Group, Inc.(1) | 43 | 74,723 | ||||||
|
| |||||||
74,723 |
6 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
December 31, 2017 | Shares | Value | ||||||
Internet Software & Services – 1.7% | ||||||||
Alphabet, Inc., Class A(1) | 141 | $ | 148,529 | |||||
eBay, Inc.(1) | 3,354 | 126,580 | ||||||
|
| |||||||
275,109 | ||||||||
IT Services – 1.3% | ||||||||
DXC Technology Co. | 2,199 | 208,685 | ||||||
|
| |||||||
208,685 | ||||||||
Machinery – 0.9% | ||||||||
Cummins, Inc. | 816 | 144,138 | ||||||
|
| |||||||
144,138 | ||||||||
Media – 4.2% | ||||||||
CBS Corp., Class B, NVDR | 1,247 | 73,573 | ||||||
Comcast Corp., Class A | 6,035 | 241,702 | ||||||
Liberty Global PLC LiLAC, Class C(1) | 1,909 | 37,970 | ||||||
Time Warner, Inc. | 1,835 | 167,847 | ||||||
Twenty-First Century Fox, Inc., Class A | 4,506 | 155,592 | ||||||
|
| |||||||
676,684 | ||||||||
Metals & Mining – 1.8% | ||||||||
Barrick Gold Corp. | 5,008 | 72,466 | ||||||
Nucor Corp. | 851 | 54,107 | ||||||
Steel Dynamics, Inc. | 3,664 | 158,028 | ||||||
|
| |||||||
284,601 | ||||||||
Oil, Gas & Consumable Fuels – 11.4% | ||||||||
Andeavor | 2,245 | 256,693 | ||||||
Chevron Corp. | 3,692 | 462,202 | ||||||
ConocoPhillips | 3,753 | 206,002 | ||||||
Diamondback Energy, Inc.(1) | 1,489 | 187,986 | ||||||
Energen Corp.(1) | 1,201 | 69,142 | ||||||
EQT Corp. | 445 | 25,330 | ||||||
Marathon Petroleum Corp. | 2,694 | 177,750 | ||||||
Phillips 66 | 875 | 88,506 | ||||||
Royal Dutch Shell PLC, Class A, ADR | 5,014 | 334,484 | ||||||
|
| |||||||
1,808,095 | ||||||||
Pharmaceuticals – 8.2% | ||||||||
Johnson & Johnson | 3,376 | 471,695 | ||||||
Merck & Co., Inc. | 5,281 | 297,162 | ||||||
Pfizer, Inc. | 11,006 | 398,637 | ||||||
Sanofi, ADR | 3,014 | 129,602 | ||||||
|
| |||||||
1,297,096 | ||||||||
Semiconductors & Semiconductor Equipment – 0.3% | ||||||||
KLA-Tencor Corp. | 426 | 44,760 | ||||||
|
| |||||||
44,760 | ||||||||
Software – 3.0% | ||||||||
Microsoft Corp. | 1,782 | 152,432 | ||||||
Oracle Corp. | 7,035 | 332,615 | ||||||
|
| |||||||
485,047 |
December 31, 2017 | Shares | Value | ||||||
Specialty Retail – 1.9% | ||||||||
The Home Depot, Inc. | 1,157 | $ | 219,286 | |||||
The TJX Cos., Inc. | 1,199 | 91,676 | ||||||
|
| |||||||
310,962 | ||||||||
Technology Hardware, Storage & Peripherals – 3.8% | ||||||||
Apple, Inc. | 1,905 | 322,383 | ||||||
HP, Inc. | 8,641 | 181,547 | ||||||
NetApp, Inc. | 1,862 | 103,006 | ||||||
|
| |||||||
606,936 | ||||||||
Total Common Stocks (Cost $13,088,926) | 15,598,770 | |||||||
Principal Amount | Value | |||||||
Short–Term Investment – 2.1% | ||||||||
Repurchase Agreements – 2.1% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $332,007, due 1/2/2018(2) | $ | 332,000 | 332,000 | |||||
Total Repurchase Agreements (Cost $332,000) | 332,000 | |||||||
Total Investments – 100.2% (Cost $13,420,926) | 15,930,770 | |||||||
Liabilities in excess of other assets – (0.2)% | (25,992 | ) | ||||||
Total Net Assets – 100.0% | $ | 15,904,778 |
(1) | Non–income–producing security. |
(2) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 340,000 | $ | 341,866 |
Legend:
ADR — American Depositary Receipt
NVDR — Non-Voting Depositary Receipt
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 15,598,770 | $ | — | $ | — | $ | 15,598,770 | ||||||||
Repurchase Agreements | — | 332,000 | — | 332,000 | ||||||||||||
Total | $ | 15,598,770 | �� | $ | 332,000 | $ | — | $ | 15,930,770 |
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 452,159 | ||
Interest | 805 | |||
Withholding taxes on foreign dividends | (2,877 | ) | ||
|
| |||
Total Investment Income | 450,087 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 156,242 | |||
Trustees’ and officers’ fees | 90,576 | |||
Distribution fees | 60,093 | |||
Professional fees | 54,218 | |||
Custodian and accounting fees | 41,523 | |||
Insurance expense | 16,324 | |||
Shareholder reports | 15,505 | |||
Transfer agent fees | 9,304 | |||
Administrative fees | 3,612 | |||
Other expenses | 10,629 | |||
|
| |||
Total Expenses | 458,026 | |||
Less: Fees waived | (222,461 | ) | ||
|
| |||
Total Expenses, Net | 235,565 | |||
|
| |||
Net Investment Income/(Loss) | 214,522 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions | ||||
Net realized gain/(loss) from investments | 2,523,567 | |||
Net realized gain/(loss) from foreign currency transactions | (11 | ) | ||
Net change in unrealized appreciation/(depreciation) on investments | 1,417,425 | |||
Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies | 9 | |||
| �� | |||
Net Gain on Investments and Foreign Currency Transactions | 3,940,990 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 4,155,512 | ||
|
| |||
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 214,522 | $ | 36,541 | ||||
Net realized gain/(loss) from investments and foreign currency transactions | 2,523,556 | (121,173 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | 1,417,434 | 1,092,410 | ||||||
|
|
|
| |||||
Net Increase in Net Assets Resulting from Operations | 4,155,512 | 1,007,778 | ||||||
|
|
|
| |||||
Capital Share Transactions | ||||||||
Proceeds from sales of shares | 7,437,169 | 16,073,189 | ||||||
Cost of shares redeemed | (12,768,870 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (5,331,701 | ) | 16,073,189 | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets | (1,176,189 | ) | 17,080,967 | |||||
|
|
|
| |||||
Net Assets | ||||||||
Beginning of period | 17,080,967 | — | ||||||
|
|
|
| |||||
End of period | $ | 15,904,778 | $ | 17,080,967 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 251,063 | $ | 36,541 | ||||
|
|
|
| |||||
Other Information: | ||||||||
Shares | ||||||||
Sold | 667,095 | 1,584,056 | ||||||
Redeemed | (1,013,270 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (346,175 | ) | 1,584,056 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
10 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
This Page Intentionally Left Blank
11 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 10.78 | $ | 0.10 | $ | 1.97 | $ | 2.07 | $ | 12.85 | 19.20% | |||||||||||||
Period Ended 12/31/161 | 10.00 | 0.03 | 0.75 | 0.78 | 10.78 | 7.80%5 |
12 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 15,905 | 0.98% | 1.91% | 0.89% | (0.04)% | 71% | ||||||||||||||||
17,081 | 0.98%5 | 2.70%5 | 0.88%5 | (0.84)%5 | 19%5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Large Cap Disciplined Value VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks to provide long-term growth of capital primarily through investment in equity securities. Current income is a secondary objective.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally
valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this
14 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs
used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded
15 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND
derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on
investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.65% up to $100 million, 0.60% up to $300 million, 0.55% up to $500 million, and 0.53% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.98% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the
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year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $222,461.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential Recoupment Amounts | 12/31/2020 | 12/31/2019 | ||||||
$307,537 | $ | 222,461 | $ | 85,076 |
Park Avenue has entered into a Sub-Advisory Agreement with Boston Partners Global Investors, Inc. (“Boston Partners”). Boston Partners is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Subadvisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $60,093 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $16,069,177 and $20,975,919, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The
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collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Large Cap Disciplined Value VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Large Cap Disciplined Value VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds
or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian
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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information
from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The
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Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of in Fund Overseen | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of in Fund Overseen | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group — Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/ GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http:/guardianvpt.onlineprospectus.net/ GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8174
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Growth & Income VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
Table of Contents
GUARDIAN GROWTH & INCOME VIP FUND
ALLIANCEBERNSTEIN L.P., SUB-ADVISER
Highlights
• | Guardian Growth & Income VIP Fund (the “Fund”) returned 20.09%, outperforming the Russell 1000® Value Index1 (the “Index”), which is the Fund’s benchmark, for the 12-month period ended December 31, 2017. Stock selection contributed to performance owing to strong holdings in the industrials, health care and consumer staples sectors. The Fund’s energy holdings reduced some of the gains. The Fund’s underweights in materials and financials detracted from relative performance, while an overweight to technology and an underweight to energy more than offset the losses. |
• | The Index returned 13.66% for the period. Growth stocks outperformed their value counterparts during the period; large-cap stocks outperformed small-cap stocks. |
Market Overview
Equities surged to multi-year highs in 2017, a year of steady and consistent gains. Markets were led by a rally in technology shares, strong economic growth and relatively benign inflation. In the U.S., the anticipation of regulatory and tax reform sent markets to record closes. Fears of monetary policy tightening and geopolitical tensions early in the period gave way to optimism about stronger economic growth and policy reforms. The Standard & Poor’s 500® Index2 advanced by 21.83%, and has seen 14 consecutive months of positive returns through the end of the period amid record low volatility.
After outperformance in 2016, value stocks lagged their growth counterparts in 2017. The Index rose 13.66% for the period while the Russell 1000® Growth Index3 posted a 30.21% return. Large-caps outperformed their small-cap-style counterparts in 2017.
By sectors, technology stocks outperformed in 2017, driven by stronger than expected growth. Financial
and material stocks also outperformed as investor anticipation of favorable regulatory and tax reform help drive investor optimism. Energy stocks lagged for much of the period despite stronger fourth quarter performance and higher crude oil pricing.
Portfolio Review
Stock selection contributed to the majority of the portfolio’s excess performance owing to strong holdings in the industrials, health care and consumer staples sectors. The Fund’s energy holdings offset some of the gains. At the sector level, the Fund’s overweight relative to the benchmark in the technology sector, and its underweight in the energy sector, contributed to performance. The Fund’s underweights in the materials and financials sectors detracted from relative performance.
In 2017, many of the Fund’s industrial and technology holdings outperformed, driven by stronger fundamentals, including earnings and sales growth. Stock selection within the energy sector remained difficult as the broader energy sector declined for the period despite its fourth-quarter rally, tracking the move in crude oil prices throughout the period.
Leading individual contributors for the Fund included a mix of financial, industrials and technology stocks, whereas energy stocks were among the biggest detractors for the period.
Outlook
In a reversal of 2016, value stocks lagged growth stocks by a wide margin in 2017. Despite the style headwind, the Fund outperformed the benchmark for the period, due to our research-driven stock selection.
As we look ahead, global economies continue to improve, and the prospects for sustained U.S. economic growth appear better balanced and less dependent on monetary policy.
We believe conditions should continue to improve, although in our view, a dramatic, sustained upward
1 | The Russell 1000® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1,000 largest U.S. companies based on total market capitalization) with lower price-to-book ratios and lower forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees and expenses. |
2 | The Standard & Poor’s 500® Index (the “S&P 500 Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The S&P 500 Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the S&P 500 Index, and, unlike the Fund, the S&P 500 Index does not incur fees or expenses. |
3 | The Russell 1000® Growth Index (the “Growth Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1.000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Growth Index. You may not invest in the Growth Index, and, unlike the Fund, the Growth Index does not incur fees or expenses. |
1 |
Table of Contents
GUARDIAN GROWTH & INCOME VIP FUND
shift in long-term U.S. economic performance is unlikely. The transition from a regime driven by monetary policy to one driven by fiscal policy will likely be uneven, and the net economic impact from recent tax and monetary policy changes is uncertain.
We seek attractively-valued companies that we believe are good businesses exhibiting signs of
improvement. We will continue to seek companies for the Fund that we believe have attractive fundamentals, consistent with our philosophy — high free-cash-flow yields, low earnings variability and low leverage. The Fund will seek to own well-managed companies that deploy capital wisely, allowing them to grow dividends and enhance the long-term value potential of their shares.
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Overweighting investments in certain sectors or industries increases the risk of loss due to general declines in the prices of stocks in those sectors or industries. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
2 |
Table of Contents
GUARDIAN GROWTH & INCOME VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $10,542,358 |
Sector Allocation1 As of December 31, 2017 |
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
JPMorgan Chase & Co. | 3.82% | |||
Wal-Mart Stores, Inc. | 3.55% | |||
Citigroup, Inc. | 3.01% | |||
Berkshire Hathaway, Inc., Class B | 2.89% | |||
Cisco Systems, Inc. | 2.72% | |||
Pfizer, Inc. | 2.70% | |||
Raytheon Co. | 2.63% | |||
Cigna Corp. | 2.49% | |||
Verizon Communications, Inc. | 2.35% | |||
Time Warner, Inc. | 2.28% | |||
Total | 28.44% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
3 |
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GUARDIAN GROWTH & INCOME VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Growth & Income VIP Fund | 9/1/2016 | 20.09% | — | — | 20.68% | |||||||||||||||
Russell 1000® Value Index | 13.66% | — | — | 15.49% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 | ||||||||||
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Growth & Income VIP Fund and the Russell 1000® Value Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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Table of Contents
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning Account Value 7/1/17 | Ending Account Value 12/31/17 | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,139.20 | $5.28 | 0.98% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,020.27 | $4.99 | 0.98% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
5 |
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SCHEDULE OF INVESTMENTS — GUARDIAN GROWTH & INCOME VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 95.7% | ||||||||
Aerospace & Defense – 2.6% | ||||||||
Raytheon Co. | 1,476 | $ | 277,267 | |||||
|
| |||||||
277,267 | ||||||||
Airlines – 1.9% | ||||||||
Delta Air Lines, Inc. | 2,981 | 166,936 | ||||||
Southwest Airlines Co. | 507 | 33,183 | ||||||
|
| |||||||
200,119 | ||||||||
Auto Components – 1.0% | ||||||||
BorgWarner, Inc. | 2,131 | 108,873 | ||||||
|
| |||||||
108,873 | ||||||||
Banks – 8.6% | ||||||||
Citigroup, Inc. | 4,265 | 317,359 | ||||||
JPMorgan Chase & Co. | 3,768 | 402,950 | ||||||
Wells Fargo & Co. | 3,083 | 187,045 | ||||||
|
| |||||||
907,354 | ||||||||
Biotechnology – 4.6% | ||||||||
Amgen, Inc. | 391 | 67,995 | ||||||
Biogen, Inc.(1) | 703 | 223,955 | ||||||
Gilead Sciences, Inc. | 2,749 | 196,938 | ||||||
|
| |||||||
488,888 | ||||||||
Capital Markets – 6.3% | ||||||||
Northern Trust Corp. | 1,710 | 170,812 | ||||||
State Street Corp. | 1,945 | 189,852 | ||||||
TD Ameritrade Holding Corp. | 1,618 | 82,728 | ||||||
The Goldman Sachs Group, Inc. | 850 | 216,546 | ||||||
|
| |||||||
659,938 | ||||||||
Communications Equipment – 2.7% | ||||||||
Cisco Systems, Inc. | 7,478 | 286,407 | ||||||
|
| |||||||
286,407 | ||||||||
Diversified Financial Services – 2.9% | ||||||||
Berkshire Hathaway, Inc., Class B(1) | 1,539 | 305,061 | ||||||
|
| |||||||
305,061 | ||||||||
Diversified Telecommunication Services – 2.4% | ||||||||
Verizon Communications, Inc. | 4,689 | 248,189 | ||||||
|
| |||||||
248,189 | ||||||||
Electric Utilities – 1.3% | ||||||||
Exelon Corp. | 3,568 | 140,615 | ||||||
|
| |||||||
140,615 | ||||||||
Electrical Equipment – 1.8% | ||||||||
AMETEK, Inc. | 1,015 | 73,557 | ||||||
Hubbell, Inc. | 383 | 51,835 | ||||||
Sensata Technologies Holding N.V.(1) | 1,188 | 60,719 | ||||||
|
| |||||||
186,111 | ||||||||
Electronic Equipment, Instruments & Components – 2.7% | ||||||||
Dolby Laboratories, Inc., Class A | 2,234 | 138,508 | ||||||
Flex Ltd.(1) | 2,726 | 49,041 | ||||||
TE Connectivity Ltd. | 984 | 93,519 | ||||||
|
| |||||||
281,068 |
December 31, 2017 | Shares | Value | ||||||
Energy Equipment & Services – 2.6% | ||||||||
Dril-Quip, Inc.(1) | 677 | $ | 32,293 | |||||
National Oilwell Varco, Inc. | 2,292 | 82,558 | ||||||
Oil States International, Inc.(1) | 1,748 | 49,468 | ||||||
TechnipFMC PLC | 3,594 | 112,528 | ||||||
|
| |||||||
276,847 | ||||||||
Equity Real Estate Investment – 1.3% | ||||||||
Liberty Property Trust REIT | 3,160 | 135,912 | ||||||
|
| |||||||
135,912 | ||||||||
Food & Staples Retailing – 3.6% | ||||||||
Wal-Mart Stores, Inc. | 3,792 | 374,460 | ||||||
|
| |||||||
374,460 | ||||||||
Health Care Equipment & Supplies – 1.3% | ||||||||
Hologic, Inc.(1) | 3,323 | 142,058 | ||||||
|
| |||||||
142,058 | ||||||||
Health Care Providers & Services – 5.3% | ||||||||
Aetna, Inc. | 1,104 | 199,150 | ||||||
Cigna Corp. | 1,292 | 262,392 | ||||||
Quest Diagnostics, Inc. | 993 | 97,801 | ||||||
|
| |||||||
559,343 | ||||||||
Household Durables – 1.8% | ||||||||
DR Horton, Inc. | 2,604 | 132,986 | ||||||
Garmin Ltd. | 1,012 | 60,285 | ||||||
|
| |||||||
193,271 | ||||||||
Insurance – 4.3% | ||||||||
Axis Capital Holdings Ltd. | 854 | 42,922 | ||||||
Chubb Ltd. | 631 | 92,208 | ||||||
FNF Group | 2,632 | 103,280 | ||||||
Reinsurance Group of America, Inc. | 125 | 19,491 | ||||||
The Allstate Corp. | 1,536 | 160,835 | ||||||
Validus Holdings Ltd. | 832 | 39,037 | ||||||
|
| |||||||
457,773 | ||||||||
Internet & Direct Marketing Retail – 0.3% | ||||||||
Liberty Interactive Corp. QVC Group, | 1,259 | 30,745 | ||||||
|
| |||||||
30,745 | ||||||||
Internet Software & Services – 0.3% | ||||||||
eBay, Inc.(1) | 823 | 31,060 | ||||||
|
| |||||||
31,060 | ||||||||
IT Services – 2.6% | ||||||||
International Business Machines Corp. | 1,245 | 191,008 | ||||||
MasterCard, Inc., Class A | 514 | 77,799 | ||||||
|
| |||||||
268,807 | ||||||||
Machinery – 2.3% | ||||||||
Caterpillar, Inc. | 536 | 84,463 | ||||||
Crane Co. | 610 | 54,424 | ||||||
Fortive Corp. | 670 | 48,475 | ||||||
PACCAR, Inc. | 754 | 53,594 | ||||||
|
| |||||||
240,956 |
6 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN GROWTH & INCOME VIP FUND
December 31, 2017 | Shares | Value | ||||||
Media – 5.4% | ||||||||
AMC Networks, Inc., Class A(1) | 1,157 | $ | 62,570 | |||||
Comcast Corp., Class A | 2,356 | 94,358 | ||||||
Discovery Communications, Inc., Class A(1) | 5,534 | 123,851 | ||||||
Scripps Networks Interactive, Inc., Class A | 576 | 49,179 | ||||||
Time Warner, Inc. | 2,623 | 239,926 | ||||||
|
| |||||||
569,884 | ||||||||
Metals & Mining – 2.8% | ||||||||
Newmont Mining Corp. | 5,070 | 190,226 | ||||||
Reliance Steel & Aluminum Co. | 1,277 | 109,554 | ||||||
|
| |||||||
299,780 | ||||||||
Oil, Gas & Consumable Fuels – 6.0% | ||||||||
ConocoPhillips | 3,635 | 199,525 | ||||||
Exxon Mobil Corp. | 2,446 | 204,583 | ||||||
Noble Energy, Inc. | 6,913 | 201,445 | ||||||
World Fuel Services Corp. | 784 | 22,062 | ||||||
|
| |||||||
627,615 | ||||||||
Pharmaceuticals – 5.1% | ||||||||
Eli Lilly & Co. | 1,657 | 139,950 | ||||||
Pfizer, Inc. | 7,855 | 284,508 | ||||||
Roche Holding AG, ADR | 3,460 | 109,267 | ||||||
|
| |||||||
533,725 | ||||||||
Real Estate Management & Development – 1.3% | ||||||||
CBRE Group, Inc., Class A(1) | 3,146 | 136,253 | ||||||
|
| |||||||
136,253 | ||||||||
Road & Rail – 1.8% | ||||||||
Norfolk Southern Corp. | 1,287 | 186,486 | ||||||
|
| |||||||
186,486 | ||||||||
Semiconductors & Semiconductor Equipment – 2.0% | ||||||||
Ambarella, Inc.(1) | 388 | 22,795 | ||||||
Intel Corp. | 3,558 | 164,237 | ||||||
Synaptics, Inc.(1) | 716 | 28,597 | ||||||
|
| |||||||
215,629 | ||||||||
Software – 2.2% | ||||||||
Microsoft Corp. | 1,156 | 98,884 | ||||||
VMware, Inc., Class A(1) | 1,089 | 136,474 | ||||||
|
| |||||||
235,358 |
December 31, 2017 | Shares | Value | ||||||
Specialty Retail – 2.0% | ||||||||
Lowe’s Cos., Inc. | 566 | $ | 52,604 | |||||
Ross Stores, Inc. | 1,977 | 158,654 | ||||||
|
| |||||||
211,258 | ||||||||
Technology Hardware, Storage & Peripherals – 1.3% | ||||||||
Apple, Inc. | 816 | 138,092 | ||||||
|
| |||||||
138,092 | ||||||||
Textiles, Apparel & Luxury Goods – 1.3% | ||||||||
VF Corp. | 1,846 | 136,604 | ||||||
|
| |||||||
136,604 | ||||||||
Total Common Stocks (Cost $8,493,002) | 10,091,806 | |||||||
Principal Amount | Value | |||||||
Short–Term Investment – 4.4% | ||||||||
Repurchase Agreements – 4.4% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $460,010, due 1/2/2018(2) | $ | 460,000 | 460,000 | |||||
Total Repurchase Agreements (Cost $460,000) | 460,000 | |||||||
Total Investments – 100.1% (Cost $8,953,002) | 10,551,806 | |||||||
Liabilities in excess of other assets – (0.1)% | (9,448 | ) | ||||||
Total Net Assets – 100.0% | $ | 10,542,358 |
(1) | Non–income–producing security. |
(2) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 470,000 | $ | 472,580 |
Legend:
ADR — American Depositary Receipt
REIT — Real Estate Investment Trust
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 10,091,806 | $ | — | $ | — | $ | 10,091,806 | ||||||||
Repurchase Agreements | — | 460,000 | — | 460,000 | ||||||||||||
Total | $ | 10,091,806 | $ | 460,000 | $ | — | $ | 10,551,806 |
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 249,938 | ||
Interest | 677 | |||
|
| |||
Total Investment Income | 250,615 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 90,777 | |||
Trustees’ and officers’ fees | 51,057 | |||
Professional fees | 43,982 | |||
Distribution fees | 34,914 | |||
Custodian and accounting fees | 26,775 | |||
Shareholder reports | 11,629 | |||
Insurance expense | 8,665 | |||
Transfer agent fees | 7,961 | |||
Administrative fees | 2,001 | |||
Other expenses | 6,565 | |||
|
| |||
Total Expenses | 284,326 | |||
Less: Fees waived | (147,462 | ) | ||
|
| |||
Total Expenses, Net | 136,864 | |||
|
| |||
Net Investment Income/(Loss) | 113,751 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments | ||||
Net realized gain/(loss) from investments | 1,377,223 | |||
Net change in unrealized appreciation/ (depreciation) on investments | 1,129,781 | |||
|
| |||
Net Gain on Investments | 2,507,004 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 2,620,755 | ||
|
| |||
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations |
| |||||||
Net investment income/(loss) | $ | 113,751 | $ | 26,135 | ||||
Net realized gain/(loss) from investments | 1,377,223 | 1 | ||||||
Net change in unrealized appreciation/(depreciation) on investments | 1,129,781 | 469,023 | ||||||
|
|
|
| |||||
Net Increase in Net Assets Resulting from Operations | 2,620,755 | 495,159 | ||||||
|
|
|
| |||||
Capital Share Transactions |
| |||||||
Proceeds from sales of shares | 5,027,525 | 8,961,690 | ||||||
Cost of shares redeemed | (6,562,771 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (1,535,246 | ) | 8,961,690 | |||||
|
|
|
| |||||
Net Increase in Net Assets | 1,085,509 | 9,456,849 | ||||||
|
|
|
| |||||
Net Assets |
| |||||||
Beginning of period | 9,456,849 | — | ||||||
|
|
|
| |||||
End of period | $ | 10,542,358 | $ | 9,456,849 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 139,886 | $ | 26,135 | ||||
|
|
|
| |||||
Other Information: |
| |||||||
Shares | ||||||||
Sold | 455,605 | 883,851 | ||||||
Redeemed | (518,800 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (63,195 | ) | 883,851 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
The accompanying notes are an integral part of these financial statements. | 9 |
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FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Financial Highlights | ||||||||||||||||||||||||
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 10.70 | $ | 0.09 | $ | 2.06 | $ | 2.15 | $ | 12.85 | 20.09% | |||||||||||||
Period Ended 12/31/161 | 10.00 | 0.04 | 0.66 | 0.70 | 10.70 | 7.00% | 5 |
10 | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 10,542 | 0.98% | 2.04% | 0.81% | (0.25)% | 85% | ||||||||||||||||
9,457 | 0.98% | 5 | 3.11% | 5 | 1.20% | 5 | (0.93)% | 5 | 11% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 11 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Growth & Income VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks long-term growth of capital.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that
security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are
therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.65% up to $100 million, 0.60% up to $300 million, 0.55% up to $500 million, and 0.53% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.98% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $147,462.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND
reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$207,216 | $ | 147,462 | $ | 59,754 |
Park Avenue has entered into a Sub-Advisory Agreement with AllianceBernstein L.P. (“AllianceBernstein”). AllianceBernstein is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $34,914 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to
an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $11,102,017 and $12,358,497, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND
collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Growth & Income VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Growth & Income VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds
or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information
from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Overseen | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Overseen | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group – Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958 ) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8169
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Mid Cap Traditional Growth VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Guardian Mid Cap Traditional Growth VIP Fund |
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1 | ||||
3 | ||||
4 | ||||
5 | ||||
Financial Information | ||||
Schedule of Investments | 6 | |||
Statement of Assets and Liabilities | 8 | |||
Statement of Operations | 8 | |||
Statements of Changes in Net Assets | 9 | |||
Financial Highlights | 10 | |||
Notes to Financial Statements | 12 | |||
Report of Independent Registered Public Accounting Firm | 17 | |||
Supplemental Information | ||||
Approval of Investment Advisory and Sub-advisory Agreements | 18 | |||
Trustees and Officers Information Table | 22 | |||
Portfolio Holdings and Proxy Voting Procedures | 24 |
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
FUND COMMENTARY OF JANUS CAPITAL MANAGEMENT LLC, SUB-ADVISER
Highlights
• | Guardian Mid Cap Traditional Growth VIP Fund (the “Fund”) returned 27.33%, outperforming its benchmark, the Russell Midcap® Growth Index1 (the “Index”) for the 12-month period ended December 31, 2017. Stock selection within the consumer discretionary sector was a large contributor to relative performance, as was the Fund’s underweight to the sector relative to the Index. An overweight in the technology sector was another large contributor to relative results. Stock selection in the health care, materials and energy sectors detracted from relative performance during the period. |
• | The Index returned 25.27% for the period. The utilities, technology and financial sectors were the top-performing sectors within the Index. Energy was the only sector that ended the period with losses. |
Market Overview
Mid-cap stocks registered strong gains in 2017. Equities enjoyed a strong start to the period, as investors considered the potential impact of some of the Trump administration’s proposed corporate tax cuts and pro-growth initiatives. Strong corporate earnings and signs of a strengthening global economy continued to bolster stocks throughout the period. U.S. equities continued to climb higher in the fourth quarter as corporate tax reform appeared likely, and was eventually signed into law. Volatility remained low throughout most of the period. Technology and financials were two of the highest returning sectors within the Index.
Portfolio Review
Stock selection within the consumer discretionary sector was a large contributor to relative performance, as was the Fund’s underweight to the sector relative to the benchmark. An overweight to the technology sector was another large contributor to relative performance. The Fund’s underweight to the consumer staples sector also contributed to relative
performance. Stock selection in the health care, materials and energy sectors detracted from relative performance during the period.
Outlook
We have a positive outlook for the broader economy, but expect more modest returns for mid-cap stocks from here. For the first time since the financial crisis of 2008, we see signs of a coordinated, global economic expansion. A stronger economy, coupled with U.S. corporate tax cuts, could provide a significant near-term boost to earnings in 2018, but we believe much of the optimism is already reflected in valuations, which are on the high end of historical averages.
Rising valuations have made it more challenging to find new, reasonably valued stocks that fit the investment criteria we typically seek for the Fund. Despite the challenge, we plan to adhere to our investment approach. We believe a focus on durable growth companies has the potential to add value through an entire market cycle. But we’ve had to dig a little deeper to find those companies where the profitability model is still emerging, or where the competitive advantages supporting stable earnings growth may be less appreciated by the market.
As we look ahead, we expect our structural positioning in the Fund to remain the same. We expect the Fund to maintain an overweight relative to the benchmark to the technology and health care sectors. Those sectors include companies exposed to a few important themes within our portfolio that we believe may provide some of the best long-term growth opportunities in the market: innovative health care treatments and devices, the electronification of the car and home, and the integration of software to automate functions in nearly every industry. We believe the latter theme is particularly promising in the mid-cap space, where we find a number of companies creating specially tailored software solutions that address the unique needs of a niche company or industry. We are also likely to maintain the Fund’s underweights to the consumer staples and consumer discretionary sectors.
1 | The Russell Midcap® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell Midcap® Index with higher price-to-book ratios and higher forecasted growth values. (The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
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Table of Contents
GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in mid-size companies involves risks such as having less publicly available information, higher volatility, and less liquidity than in the case of larger companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $12,681,425 |
Sector Allocation1 As of December 31, 2017 | ||
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Sensata Technologies Holding N.V. | 2.79% | |||
TD Ameritrade Holding Corp. | 2.53% | |||
TE Connectivity Ltd. | 2.44% | |||
Lamar Advertising Co., Class A REIT | 2.11% | |||
CoStar Group, Inc. | 1.97% | |||
WEX, Inc. | 1.95% | |||
athenahealth, Inc. | 1.93% | |||
ServiceMaster Global Holdings, Inc. | 1.91% | |||
Crown Castle International Corp. REIT | 1.88% | |||
Verisk Analytics, Inc. | 1.84% | |||
Total | 21.35% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
3 |
Table of Contents
GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Mid Cap Traditional Growth VIP Fund | 9/1/2016 | 27.33% | — | — | 19.76% | |||||||||||||||
Russell Midcap® Growth Index | 25.27% | — | — | 18.59% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 | ||||||||||
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Mid Cap Traditional Growth VIP Fund and the Russell Midcap® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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Table of Contents
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning 7/1/17 | Ending Account Value | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||||
Based on Actual Return | $ | 1,000.00 | $ | 1,113.80 | $ | 5.81 | 1.09% | |||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $ | 1,000.00 | $ | 1,019.71 | $ | 5.55 | 1.09% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
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Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 95.6% | ||||||||
Aerospace & Defense – 2.0% | ||||||||
Harris Corp. | 590 | $ | 83,574 | |||||
Teledyne Technologies, Inc.(1) | 954 | 172,817 | ||||||
|
| |||||||
256,391 | ||||||||
Airlines – 1.3% | ||||||||
Ryanair Holdings PLC, ADR(1) | 1,529 | 159,307 | ||||||
|
| |||||||
159,307 | ||||||||
Banks – 0.6% | ||||||||
SVB Financial Group(1) | 341 | 79,716 | ||||||
|
| |||||||
79,716 | ||||||||
Biotechnology – 3.1% | ||||||||
ACADIA Pharmaceuticals, Inc.(1) | 1,839 | 55,372 | ||||||
Alkermes PLC(1) | 1,075 | 58,835 | ||||||
Celgene Corp.(1) | 866 | 90,376 | ||||||
DBV Technologies S.A., ADR(1) | 668 | 16,433 | ||||||
Neurocrine Biosciences, Inc.(1) | 1,312 | 101,798 | ||||||
Puma Biotechnology, Inc.(1) | 505 | 49,919 | ||||||
TESARO, Inc.(1) | 300 | 24,861 | ||||||
|
| |||||||
397,594 | ||||||||
Building Products – 1.1% | ||||||||
AO Smith Corp. | 2,207 | 135,245 | ||||||
|
| |||||||
135,245 | ||||||||
Capital Markets – 5.3% | ||||||||
LPL Financial Holdings, Inc. | 3,633 | 207,590 | ||||||
MSCI, Inc. | 1,089 | 137,802 | ||||||
TD Ameritrade Holding Corp. | 6,271 | 320,636 | ||||||
|
| |||||||
666,028 | ||||||||
Commercial Services & Supplies – 1.6% | ||||||||
Edenred (France) | 2,707 | 78,423 | ||||||
Ritchie Bros Auctioneers, Inc. | 4,070 | 121,815 | ||||||
|
| |||||||
200,238 | ||||||||
Containers & Packaging – 1.8% | ||||||||
Sealed Air Corp. | 4,583 | 225,942 | ||||||
|
| |||||||
225,942 | ||||||||
Diversified Consumer Services – 1.9% | ||||||||
ServiceMaster Global Holdings, Inc.(1) | 4,733 | 242,661 | ||||||
|
| |||||||
242,661 | ||||||||
Electrical Equipment – 3.3% | ||||||||
AMETEK, Inc. | 927 | 67,180 | ||||||
Sensata Technologies Holding N.V.(1) | 6,917 | 353,528 | ||||||
|
| |||||||
420,708 | ||||||||
Electronic Equipment, Instruments & Components – 7.3% | ||||||||
Amphenol Corp., Class A | 816 | 71,645 | ||||||
Belden, Inc. | 1,467 | 113,208 | ||||||
Dolby Laboratories, Inc., Class A | 1,407 | 87,234 | ||||||
Flex Ltd.(1) | 10,097 | 181,645 | ||||||
National Instruments Corp. | 4,017 | 167,228 | ||||||
TE Connectivity Ltd. | 3,256 | 309,450 | ||||||
|
| |||||||
930,410 |
December 31, 2017 | Shares | Value | ||||||
Equity Real Estate Investment – 4.0% | ||||||||
Crown Castle International Corp. REIT | 2,146 | $ | 238,228 | |||||
Lamar Advertising Co., Class A REIT | 3,605 | 267,635 | ||||||
|
| |||||||
505,863 | ||||||||
Health Care Equipment & Supplies – 7.9% | ||||||||
Boston Scientific Corp.(1) | 8,264 | 204,865 | ||||||
DexCom, Inc.(1) | 1,068 | 61,292 | ||||||
ICU Medical, Inc.(1) | 420 | 90,720 | ||||||
STERIS PLC | 2,214 | 193,659 | ||||||
Teleflex, Inc. | 753 | 187,361 | ||||||
The Cooper Cos., Inc. | 491 | 106,979 | ||||||
Varian Medical Systems, Inc.(1) | 1,401 | 155,721 | ||||||
|
| |||||||
1,000,597 | ||||||||
Health Care Providers & Services – 0.5% | ||||||||
Henry Schein, Inc.(1) | 923 | 64,499 | ||||||
|
| |||||||
64,499 | ||||||||
Health Care Technology – 1.9% | ||||||||
athenahealth, Inc.(1) | 1,844 | 245,326 | ||||||
|
| |||||||
245,326 | ||||||||
Hotels, Restaurants & Leisure – 2.2% | ||||||||
Dunkin’ Brands Group, Inc. | 2,559 | 164,979 | ||||||
Norwegian Cruise Line Holdings Ltd.(1) | 2,049 | 109,109 | ||||||
|
| |||||||
274,088 | ||||||||
Industrial Conglomerates – 0.6% | ||||||||
Carlisle Cos., Inc. | 658 | 74,782 | ||||||
|
| |||||||
74,782 | ||||||||
Insurance – 2.5% | ||||||||
Aon PLC | 1,534 | 205,556 | ||||||
Intact Financial Corp. (Canada) | 1,326 | 110,753 | ||||||
|
| |||||||
316,309 | ||||||||
Internet & Direct Marketing Retail – 0.3% | ||||||||
Wayfair, Inc., Class A(1) | 504 | 40,456 | ||||||
|
| |||||||
40,456 | ||||||||
Internet Software & Services – 3.7% | ||||||||
Cimpress N.V.(1) | 1,809 | 216,863 | ||||||
CoStar Group, Inc.(1) | 841 | 249,735 | ||||||
|
| |||||||
466,598 | ||||||||
IT Services – 9.3% | ||||||||
Amdocs Ltd. | 3,402 | 222,763 | ||||||
Broadridge Financial Solutions, Inc. | 1,724 | 156,160 | ||||||
Euronet Worldwide, Inc.(1) | 498 | 41,967 | ||||||
Fidelity National Information Services, Inc. | 1,565 | 147,251 | ||||||
Gartner, Inc.(1) | 903 | 111,204 | ||||||
Global Payments, Inc. | 1,478 | 148,155 | ||||||
Jack Henry & Associates, Inc. | 867 | 101,404 | ||||||
WEX, Inc.(1) | 1,749 | 247,011 | ||||||
|
| |||||||
1,175,915 | ||||||||
Leisure Products – 0.6% | ||||||||
Polaris Industries, Inc. | 578 | 71,666 | ||||||
|
| |||||||
71,666 |
6 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Life Sciences Tools & Services – 4.5% | ||||||||
IQVIA Holdings, Inc.(1) | 1,721 | $ | 168,486 | |||||
PerkinElmer, Inc. | 3,055 | 223,381 | ||||||
Waters Corp.(1) | 946 | 182,758 | ||||||
|
| |||||||
574,625 | ||||||||
Machinery – 2.1% | ||||||||
Rexnord Corp.(1) | 5,007 | 130,282 | ||||||
The Middleby Corp.(1) | 600 | 80,970 | ||||||
Wabtec Corp. | 602 | 49,021 | ||||||
|
| |||||||
260,273 | ||||||||
Media – 0.7% | ||||||||
Omnicom Group, Inc. | 1,271 | 92,567 | ||||||
|
| |||||||
92,567 | ||||||||
Oil, Gas & Consumable Fuels – 0.4% | ||||||||
World Fuel Services Corp. | 1,890 | 53,185 | ||||||
|
| |||||||
53,185 | ||||||||
Professional Services – 2.6% | ||||||||
IHS Markit Ltd.(1) | 2,109 | 95,221 | ||||||
Verisk Analytics, Inc.(1) | 2,428 | 233,088 | ||||||
|
| |||||||
328,309 | ||||||||
Road & Rail – 1.9% | ||||||||
Canadian Pacific Railway Ltd. | 525 | 95,949 | ||||||
Old Dominion Freight Line, Inc. | 1,128 | 148,388 | ||||||
|
| |||||||
244,337 | ||||||||
Semiconductors & Semiconductor Equipment – 7.8% | ||||||||
KLA-Tencor Corp. | 1,985 | 208,564 | ||||||
Lam Research Corp. | 1,000 | 184,070 | ||||||
Microchip Technology, Inc. | 2,544 | 223,567 | ||||||
ON Semiconductor Corp.(1) | 9,191 | 192,459 | ||||||
Xilinx, Inc. | 2,610 | 175,966 | ||||||
|
| |||||||
984,626 | ||||||||
Software – 8.2% | ||||||||
Atlassian Corp. PLC, Class A(1) | 4,720 | 214,854 | ||||||
Constellation Software, Inc. (Canada) | 376 | 227,939 | ||||||
Intuit, Inc. | 794 | 125,277 | ||||||
Nice Ltd., ADR | 1,733 | 159,280 | ||||||
SS&C Technologies Holdings, Inc. | 5,074 | 205,396 | ||||||
The Ultimate Software Group, Inc.(1) | 473 | 103,223 | ||||||
|
| |||||||
1,035,969 |
December 31, 2017 | Shares | Value | ||||||
Specialty Retail – 1.2% | ||||||||
Tractor Supply Co. | 1,169 | $ | 87,383 | |||||
Williams-Sonoma, Inc. | 1,379 | 71,294 | ||||||
|
| |||||||
158,677 | ||||||||
Textiles, Apparel & Luxury Goods – 3.1% | ||||||||
Carter’s, Inc. | 871 | 102,334 | ||||||
Gildan Activewear, Inc. | 6,410 | 207,043 | ||||||
Lululemon Athletica, Inc.(1) | 1,067 | 83,855 | ||||||
|
| |||||||
393,232 | ||||||||
Trading Companies & Distributors – 0.3% | ||||||||
Ferguson PLC (United Kingdom) | 608 | 43,504 | ||||||
|
| |||||||
43,504 | ||||||||
Total Common Stocks (Cost $9,660,889) | 12,119,643 | |||||||
Principal Amount | Value | |||||||
Short–Term Investment – 4.7% | ||||||||
Repurchase Agreements – 4.7% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $599,013, due 1/2/2018(2) | $ | 599,000 | 599,000 | |||||
Total Repurchase Agreements (Cost $599,000) | 599,000 | |||||||
Total Investments – 100.3% (Cost $10,259,889) | 12,718,643 | |||||||
Liabilities in excess of other assets – (0.3)% | (37,218 | ) | ||||||
Total Net Assets – 100.0% | $ | 12,681,425 |
(1) | Non–income–producing security. |
(2) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 610,000 | $ | 613,348 |
Legend:
ADR — American Depositary Receipt
REIT — Real Estate Investment Trust
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 11,997,716 | $ | 121,927 | * | $ | — | $ | 12,119,643 | |||||||
Repurchase Agreements | — | 599,000 | — | 599,000 | ||||||||||||
Total | $ | 11,997,716 | $ | 720,927 | $ | — | $ | 12,718,643 |
* | Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1. |
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 163,597 | ||
Interest | 796 | |||
Withholding taxes on foreign dividends | (2,596 | ) | ||
|
| |||
Total Investment Income | 161,797 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 145,127 | |||
Trustees’ and officers’ fees | 72,406 | |||
Professional fees | 48,290 | |||
Distribution fees | 45,352 | |||
Custodian and accounting fees | 32,842 | |||
Insurance expense | 14,856 | |||
Shareholder reports | 11,660 | |||
Transfer agent fees | 8,449 | |||
Administrative fees | 3,006 | |||
Other expenses | 8,694 | |||
|
| |||
Total Expenses | 390,682 | |||
Less: Fees waived | (192,946 | ) | ||
|
| |||
Total Expenses, Net | 197,736 | |||
|
| |||
Net Investment Income/(Loss) | (35,939 | ) | ||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions | ||||
Net realized gain/(loss) from investments | 1,871,263 | |||
Net realized gain/(loss) from foreign currency transactions | (149 | ) | ||
Net change in unrealized appreciation/ (depreciation) on investments | 2,448,658 | |||
|
| |||
Net Gain on Investments and Foreign Currency Transactions | 4,319,772 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 4,283,833 | ||
|
| |||
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
1 | Commenced operations on September 1, 2016. |
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, | Net Investment Income/(Loss)2 | Net Realized and Unrealized Gain/(Loss) | Total Operations | Net Asset Value, End of Period | Total Return4 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 9.99 | $ | (0.02 | ) | $ | 2.75 | $ | 2.73 | $ | 12.72 | 27.33 | % | |||||||||||
Period Ended 12/31/161 | 10.00 | 0.00 | 3 | (0.01 | ) | (0.01 | ) | 9.99 | (0.10 | )%6 |
10 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets5 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income/(Loss) to Average Net Assets5 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 12,681 | 1.09% | 2.15% | (0.20)% | (1.26)% | 35% | ||||||||||||||||
13,272 | 1.09% | 6 | 2.93% | 6 | 0.14%6 | (1.70)% | 6 | 5% | 6 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Rounds to $0.00 per share. |
4 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
5 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income/(Loss) to Average Net Assets include the effect of fee waivers and expense limitations. |
6 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 11 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Mid Cap Traditional Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks long-term growth of capital.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official
closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
12 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are
therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% up to $100 million, 0.75% up to $300 million, and 0.73% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.09% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $192,946.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or
14 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$274,118 | $ | 192,946 | $ | 81,172 |
Park Avenue has entered into a Sub-Advisory Agreement with Janus Capital Management LLC (“Janus Capital”). Janus Capital is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $45,352 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded
entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $5,921,620 and $10,542,767, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will
15 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
16 |
Table of Contents
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Mid Cap Traditional Growth VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Mid Cap Traditional Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting
held on August 8-9, 2016, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the
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Subadvisers (or their respective affiliates) from their relationships with the Funds.
Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the
Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar,
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Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses,
contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance
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companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded
that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group — Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8177
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Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Mid Cap Relative Value VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
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Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN MID CAP RELATIVE VALUE VIP FUND
FUND COMMENTARY OF WELLS CAPITAL MANAGEMENT INCORPORATED, SUB-ADVISER
Highlights
• | Guardian Mid Cap Relative Value VIP Fund (the “Fund”) returned 11.19%, underperforming its benchmark, the Russell Midcap® Value Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s underperformance relative to the Index was primarily due to security selection in the consumer staples, information technology and energy sectors. The Fund’s security selection in the financials and industrials sectors contributed to relative performance. |
• | The Index returned 13.34% for the period. This advance was led by the information technology, materials and industrials sectors. |
Market Overview
In 2017, global equity markets were fueled by synchronized global growth, muted inflation data and primarily accommodative central banks. The U.S. equity markets moved higher as investors continued to digest the implications from the November 2016 elections and a solid economic backdrop. Coming off an exceptionally strong 2016, the Index posted a respectable 13.34% for the full year 2017, but lagged some of the larger growth indices. The first eight months of the period saw mid cap value stocks trade in a fairly narrow range, however a late year congressional effort to overhaul corporate taxes, in addition to some reported positive economic data, provided a tailwind for mid cap value stocks for the last four months.
The Index achieved another all-time high during the period and was primarily led by cyclical companies that investors seemingly believe would benefit from a strengthening global economy. The information technology, materials and industrials sectors led the Index, while the energy and telecom sectors trailed.
Portfolio Review
The Fund’s relative performance was negatively impacted primarily by stock selection in the consumer staples, information technology and energy sectors. Security selection in the financials and industrials sectors, as well as an underweight to real estate relative to the benchmark, contributed to relative performance.
The Fund’s largest relative detractors were in the consumer staples sector; certain holdings within the sector underperformed, as they faced food and beverage industry pricing headwinds and acquisition integration issues. The Fund was overweight in the information technology sector, which was the strongest performing sector in the Index, but the Fund’s focus on companies with sustainable free cash flow led to an under-exposure to many of the cyclical market leaders and punished many names that lacked cyclical growth characteristics. The energy sector was under pressure for most of the period as investors feared oil supply was outpacing demand. These fears abated later in the period; however, the Fund’s more oil-levered holdings underperformed for the full year.
The Fund benefited from stock selection within the financials sector; certain holdings within the insurance industry benefited from strong fundamentals and prudent capital allocation decisions. Industrial holdings within the aerospace and defense industry also contributed to performance as investors anticipated increased defense budgets with the new Republican administration and further tensions with North Korea. The Fund’s underweight to real estate contributed to relative performance as fears of rising interest rates negatively impacting future stock returns put pressure on the sector.
Outlook
As we look toward 2018 and beyond, we see numerous market forces at play that we believe could introduce increased volatility following an unusually smooth equity market in 2017. Another question mark facing investors over the next 6–12 months is the impact from potentially higher interest rates and the balance sheet normalization efforts of the Federal Open Market Committee (as well as other central banks around the globe). We will continue to seek companies that we believe have distinct long-term competitive advantages, flexible balance sheets, and strong, sustainable free-cash-flow generation. We believe our fundamental analysis, risk management, and active investment process are well suited to seeking out potential opportunities as the equity market evolves.
1 | The Russell Midcap® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell Midcap® Index with lower price-to-book ratios and lower forecasted growth values. (The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses. |
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GUARDIAN MID CAP RELATIVE VALUE VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in mid-size companies involves risks such as having less publicly available information, higher volatility, and less liquidity than in the case of larger companies. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN MID CAP RELATIVE VALUE VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $12,796,782 |
Sector Allocation1 As of December 31, 2017 | ||
Top Ten Holdings2 As of December 31, 2017 | ||||
Holding | % of Total Net Assets | |||
Molson Coors Brewing Co., Class B | 2.90% | |||
Republic Services, Inc. | 2.79% | |||
The Allstate Corp. | 2.74% | |||
Fidelity National Information Services, Inc. | 2.73% | |||
Sealed Air Corp. | 2.73% | |||
Jacobs Engineering Group, Inc. | 2.70% | |||
CBRE Group, Inc., Class A | 2.47% | |||
Kansas City Southern | 2.40% | |||
Loews Corp. | 2.40% | |||
Kohl’s Corp. | 2.36% | |||
Total | 26.22% |
1 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
2 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. |
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GUARDIAN MID CAP RELATIVE VALUE VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Mid Cap Relative Value VIP Fund | 9/1/2016 | 11.19% | — | — | 14.79% | |||||||||||||||
Russell Midcap® Value Index | 13.34% | — | — | 14.90% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Mid Cap Relative Value VIP Fund and the Russell Midcap® Value Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning Account Value 7/1/17 | Ending Account Value | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,071.30 | $5.69 | 1.09% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,019.71 | $5.55 | 1.09% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
5 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 97.0% | ||||||||
Aerospace & Defense – 3.4% | ||||||||
Arconic, Inc. | 7,091 | $ | 193,230 | |||||
Harris Corp. | 1,686 | 238,822 | ||||||
|
| |||||||
432,052 | ||||||||
Banks – 5.4% | ||||||||
Fifth Third Bancorp | 5,500 | 166,870 | ||||||
PacWest Bancorp | 4,335 | 218,484 | ||||||
Regions Financial Corp. | 11,967 | 206,790 | ||||||
Zions Bancorporation | 1,940 | 98,610 | ||||||
|
| |||||||
690,754 | ||||||||
Beverages – 2.9% | ||||||||
Molson Coors Brewing Co., Class B | 4,526 | 371,449 | ||||||
|
| |||||||
371,449 | ||||||||
Building Products – 0.8% | ||||||||
Owens Corning | 1,077 | 99,019 | ||||||
|
| |||||||
99,019 | ||||||||
Capital Markets – 2.6% | ||||||||
Northern Trust Corp. | 2,200 | 219,758 | ||||||
TD Ameritrade Holding Corp. | 2,332 | 119,235 | ||||||
|
| |||||||
338,993 | ||||||||
Chemicals – 3.8% | ||||||||
Axalta Coating Systems Ltd.(1) | 1,990 | 64,397 | ||||||
International Flavors & Fragrances, Inc. | 1,458 | 222,505 | ||||||
PPG Industries, Inc. | 1,727 | 201,748 | ||||||
|
| |||||||
488,650 | ||||||||
Commercial Services & Supplies – 4.3% | ||||||||
Republic Services, Inc. | 5,276 | 356,710 | ||||||
Stericycle, Inc.(1) | 2,888 | 196,355 | ||||||
|
| |||||||
553,065 | ||||||||
Communications Equipment – 0.7% | ||||||||
ARRIS International PLC(1) | 3,688 | 94,745 | ||||||
|
| |||||||
94,745 | ||||||||
Construction & Engineering – 2.7% | ||||||||
Jacobs Engineering Group, Inc. | 5,230 | 344,971 | ||||||
|
| |||||||
344,971 | ||||||||
Consumer Finance – 1.3% | ||||||||
Ally Financial, Inc. | 5,880 | 171,461 | ||||||
|
| |||||||
171,461 | ||||||||
Containers & Packaging – 6.5% | ||||||||
International Paper Co. | 4,453 | 258,007 | ||||||
Packaging Corp. of America | 1,882 | 226,875 | ||||||
Sealed Air Corp. | 7,086 | 349,340 | ||||||
|
| |||||||
834,222 | ||||||||
Electric Utilities – 3.0% | ||||||||
American Electric Power Co., Inc. | 3,946 | 290,307 | ||||||
PG&E Corp. | 2,203 | 98,761 | ||||||
|
| |||||||
389,068 |
December 31, 2017 | Shares | Value | ||||||
Electrical Equipment – 0.9% | ||||||||
Acuity Brands, Inc. | 630 | $ | 110,880 | |||||
|
| |||||||
110,880 | ||||||||
Energy Equipment & Services – 4.2% | ||||||||
C&J Energy Services, Inc.(1) | 4,434 | 148,406 | ||||||
National Oilwell Varco, Inc. | 4,839 | 174,301 | ||||||
Patterson-UTI Energy, Inc. | 9,226 | 212,290 | ||||||
|
| |||||||
534,997 | ||||||||
Equity Real Estate Investment – 4.7% | ||||||||
American Campus Communities, Inc. REIT | 4,491 | 184,266 | ||||||
Corporate Office Properties Trust REIT | 1,322 | 38,602 | ||||||
GGP, Inc. REIT | 2,915 | 68,182 | ||||||
Invitation Homes, Inc. REIT | 6,727 | 158,555 | ||||||
Mid-America Apartment Communities, Inc. REIT | 1,496 | 150,438 | ||||||
|
| |||||||
600,043 | ||||||||
Health Care Equipment & Supplies – 3.4% | ||||||||
STERIS PLC | 1,313 | 114,848 | ||||||
Varian Medical Systems, Inc.(1) | 1,007 | 111,928 | ||||||
Zimmer Biomet Holdings, Inc. | 1,684 | 203,208 | ||||||
|
| |||||||
429,984 | ||||||||
Health Care Providers & Services – 2.8% | ||||||||
AmerisourceBergen Corp. | 1,056 | 96,962 | ||||||
Humana, Inc. | 620 | 153,803 | ||||||
Universal Health Services, Inc., Class B | 913 | 103,489 | ||||||
|
| |||||||
354,254 | ||||||||
Hotels, Restaurants & Leisure – 0.9% | ||||||||
The Wendy’s Co. | 7,347 | 120,638 | ||||||
|
| |||||||
120,638 | ||||||||
Household Durables – 1.3% | ||||||||
Mohawk Industries, Inc.(1) | 620 | 171,058 | ||||||
|
| |||||||
171,058 | ||||||||
Insurance – 12.1% | ||||||||
Arch Capital Group Ltd.(1) | 2,106 | 191,161 | ||||||
Brown & Brown, Inc. | 5,529 | 284,522 | ||||||
FNF Group | 5,066 | 198,790 | ||||||
Loews Corp. | 6,129 | 306,634 | ||||||
The Allstate Corp. | 3,353 | 351,093 | ||||||
Willis Towers Watson PLC | 1,404 | 211,569 | ||||||
|
| |||||||
1,543,769 | ||||||||
IT Services – 7.1% | ||||||||
Amdocs Ltd. | 3,975 | 260,283 | ||||||
DST Systems, Inc. | 1,798 | 111,602 | ||||||
Fidelity National Information Services, Inc. | 3,718 | 349,826 | ||||||
Leidos Holdings, Inc. | 2,905 | 187,576 | ||||||
|
| |||||||
909,287 | ||||||||
Life Sciences Tools & Services – 0.2% | ||||||||
Charles River Laboratories International, Inc.(1) | 181 | 19,810 | ||||||
|
| |||||||
19,810 |
6 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
December 31, 2017 | Shares | Value | ||||||
Machinery – 1.0% | ||||||||
The Middleby Corp.(1) | 923 | $ | 124,559 | |||||
|
| |||||||
124,559 | ||||||||
Media – 1.3% | ||||||||
The Interpublic Group of Cos., Inc. | 7,992 | 161,119 | ||||||
|
| |||||||
161,119 | ||||||||
Multi–Utilities – 2.3% | ||||||||
Ameren Corp. | 5,108 | 301,321 | ||||||
|
| |||||||
301,321 | ||||||||
Multiline Retail – 2.4% | ||||||||
Kohl’s Corp. | 5,565 | 301,790 | ||||||
|
| |||||||
301,790 | ||||||||
Oil, Gas & Consumable Fuels – 3.7% | ||||||||
Anadarko Petroleum Corp. | 2,639 | 141,556 | ||||||
Cimarex Energy Co. | 1,323 | 161,419 | ||||||
Hess Corp. | 3,722 | 176,683 | ||||||
|
| |||||||
479,658 | ||||||||
Real Estate Management & Development – 2.5% | ||||||||
CBRE Group, Inc., Class A(1) | 7,305 | 316,380 | ||||||
|
| |||||||
316,380 | ||||||||
Road & Rail – 3.8% | ||||||||
Kansas City Southern | 2,919 | 307,137 | ||||||
Ryder System, Inc. | 2,099 | 176,673 | ||||||
|
| |||||||
483,810 | ||||||||
Software – 0.3% | ||||||||
Check Point Software Technologies Ltd.(1) | 367 | 38,029 | ||||||
|
| |||||||
38,029 | ||||||||
Technology Hardware, Storage & Peripherals – 2.0% | ||||||||
NCR Corp.(1) | 7,459 | 253,531 | ||||||
|
| |||||||
253,531 |
December 31, 2017 | Shares | Value | ||||||
Textiles, Apparel & Luxury Goods – 0.5% | ||||||||
Hanesbrands, Inc. | 3,354 | $ | 70,132 | |||||
|
| |||||||
70,132 | ||||||||
Water Utilities – 2.2% | ||||||||
American Water Works Co., Inc. | 3,125 | 285,906 | ||||||
|
| |||||||
285,906 | ||||||||
Total Common Stocks (Cost $10,835,762) | 12,419,404 | |||||||
Principal Amount | Value | |||||||
Short–Term Investment – 3.3% | ||||||||
Repurchase Agreements – 3.3% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $419,009, due 1/2/2018(2) | $ | 419,000 | 419,000 | |||||
Total Repurchase Agreements (Cost $419,000) | 419,000 | |||||||
Total Investments – 100.3% (Cost $11,254,762) | 12,838,404 | |||||||
Liabilities in excess of other assets – (0.3)% | (41,622 | ) | ||||||
Total Net Assets – 100.0% | $ | 12,796,782 |
(1) | Non–income–producing security. |
(2) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 430,000 | $ | 432,360 |
Legend:
REIT — Real Estate Investment Trust
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 12,419,404 | $ | — | $ | — | $ | 12,419,404 | ||||||||
Repurchase Agreements | — | 419,000 | — | 419,000 | ||||||||||||
Total | $ | 12,419,404 | $ | 419,000 | $ | — | $ | 12,838,404 |
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 375,842 | ||
Interest | 882 | |||
Withholding taxes on foreign dividends | (169 | ) | ||
|
| |||
Total Investment Income | 376,555 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 138,367 | |||
Trustees’ and officers’ fees | 76,358 | |||
Professional fees | 49,654 | |||
Distribution fees | 48,044 | |||
Custodian and accounting fees | 37,876 | |||
Insurance expense | 15,066 | |||
Shareholder reports | 14,505 | |||
Transfer agent fees | 8,624 | |||
Administrative fees | 3,125 | |||
Other expenses | 9,086 | |||
|
| |||
Total Expenses | 400,705 | |||
Less: Fees waived | (191,233 | ) | ||
|
| |||
Total Expenses, Net | 209,472 | |||
|
| |||
Net Investment Income/(Loss) | 167,083 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments | ||||
Net realized gain/(loss) from investments | 1,129,434 | |||
Net change in unrealized appreciation/ (depreciation) on investments | 740,586 | |||
|
| |||
Net Gain on Investments | 1,870,020 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 2,037,103 | ||
|
| |||
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations |
| |||||||
Net investment income/(loss) | $ | 167,083 | $ | 36,443 | ||||
Net realized gain/(loss) from investments | 1,129,434 | 86,924 | ||||||
Net change in unrealized appreciation/(depreciation) on investments | 740,586 | 843,056 | ||||||
|
|
|
| |||||
Net Increase in Net Assets Resulting from Operations | 2,037,103 | 966,423 | ||||||
|
|
|
| |||||
Capital Share Transactions | ||||||||
Proceeds from sales of shares | 5,163,563 | 13,954,743 | ||||||
Cost of shares redeemed | (9,325,050 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (4,161,487 | ) | 13,954,743 | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets | (2,124,384 | ) | 14,921,166 | |||||
|
|
|
| |||||
Net Assets | ||||||||
Beginning of period | 14,921,166 | — | ||||||
|
|
|
| |||||
End of period | $ | 12,796,782 | $ | 14,921,166 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 203,526 | $ | 36,443 | ||||
|
|
|
| |||||
Other Information: | ||||||||
Shares | ||||||||
Sold | 468,111 | 1,380,247 | ||||||
Redeemed | (783,293 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (315,182 | ) | 1,380,247 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, | Net Investment Income2 | Net Realized and Unrealized Gain | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 10.81 | $ | 0.10 | $ | 1.11 | $ | 1.21 | $ | 12.02 | 11.19% | |||||||||||||
Period Ended 12/31/161 | 10.00 | 0.03 | 0.78 | 0.81 | 10.81 | 8.10% | 5 |
10 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 12,797 | 1.09% | 2.09% | 0.87% | (0.13)% | 76% | ||||||||||||||||
14,921 | 1.09% | 5 | 2.80% | 5 | 0.93% | 5 | (0.76)% | 5 | 14% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 11 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Mid Cap Relative Value VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks long-term capital appreciation.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official
closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
12 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are
therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.72% up to $100 million, 0.67% up to $300 million, 0.62% up to $500 million, and 0.60% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.09% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $191,233.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or
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reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$271,247 | $ | 191,233 | $ | 80,014 |
Park Avenue has entered into a Sub-Advisory Agreement with Wells Capital Management Incorporated (“Wells Capital”). Wells Capital is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $48,044 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to
an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $13,790,616 and $17,034,465, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND
collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Mid Cap Relative Value VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Mid Cap Relative Value VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting
held on August 8-9, 2016, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds
or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian
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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information from certain Subadvisers, the Trustees primarily
considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not
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expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8176
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian International Growth VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Guardian International Growth VIP Fund | ||||
1 | ||||
3 | ||||
4 | ||||
6 | ||||
Financial Information | ||||
Schedule of Investments | 7 | |||
Statement of Assets and Liabilities | 9 | |||
Statement of Operations | 9 | |||
Statements of Changes in Net Assets | 10 | |||
Financial Highlights | 12 | |||
Notes to Financial Statements | 14 | |||
Report of Independent Registered Public Accounting Firm | 19 | |||
Supplemental Information | ||||
Approval of Investment Advisory and Sub-advisory Agreements | 20 | |||
Trustees and Officers Information Table | 24 | |||
Portfolio Holdings and Proxy Voting Procedures | 26 |
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
Table of Contents
GUARDIAN INTERNATIONAL GROWTH VIP FUND
J.P. MORGAN INVESTMENT MANAGEMENT, INC., SUB-ADVISER
Highlights
• | Guardian International Growth VIP Fund (the “Fund”) returned 31.08%, outperforming its benchmark, the MSCI® EAFE® Growth Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s outperformance relative to the Index was primarily due to security selection, especially in the industrials and information technology sectors. Stock selection in health-care and consumer discretionary were the largest detractors from the Fund’s performance. |
• | The Index returned 28.86% for the period. This performance was led by the information technology, financials and materials sectors. |
Market Overview
Despite the uncertainty surrounding European elections and Brexit (the vote by the United Kingdom to leave the European Union), equity markets reacted positively to indications that global growth was accelerating in the first half of the period, even as central bank policies remained accommodative. Gains were widespread across all the major regions.
Performance was largely led by earnings growth as investors turned their attention to the strong earnings seasons, particularly for more cyclically-oriented industries, with companies broadly beating estimates and expectations. Positive macroeconomic data continued to point to a synchronized global recovery. Eurozone earnings per-share growth turned higher after years of disappointment, and activity surprised positively.
Against this positive economic backdrop, central banks around the world indicated a gradual reduction in monetary policy stimulus in the second half of the period. The U.S. Federal Reserve (Fed) announced it would push ahead with the reduction of its balance sheet and left its interest rate projections unchanged, choosing to largely look through the recent weakness in inflation figures. In Europe, the European Central Bank President Mario Draghi hinted that investors should expect an announcement of a further reduction in quantitative easing purchases.
For U.S.-based investors, gains were further aided by currency movements, as continued interest rate hikes
by the Fed and concerns about the later stage of the business cycle in the U.S. caused the U.S. dollar to depreciate relative to most major foreign currencies during the period.
Portfolio Review
In a strong period for international equities, the Fund’s outperformance was driven primarily by stock selection. The Fund’s lack of exposure to more defensive areas of the market, like utilities and real estate, also helped Fund performance.
Throughout the period, we maintained a preference for more cyclical sectors, such as information technology and financials, where we found individual stocks with attractive valuations and strong earnings growth on a forward-looking basis.
Outlook
As we enter 2018, we continue to see evidence of an ongoing synchronized global recovery in earnings. Corporate and consumer sentiment remains high, and we still see positive momentum globally in analyst corporate earnings revisions. We expect this to reinforce the economic cycle as companies become more willing to invest in capital expenditures and labor, especially in the U.S. and Japan, where reform packages aim to encourage business investment. We believe that this environment is very positive for equity investing, particularly outside of the U.S., where valuations seem more reasonable and high operational leverage, particularly in Europe and Japan, may see companies benefit from better nominal growth. In the U.S., the economy has entered the later stages of the business cycle and is now close to full employment, but the risk of an imminent recession appears low and forecasts of continued earnings growth in 2018 look to be very much on course. However, this environment is not without its risks, as higher equity valuations signal that investors should guard against excessive risk-taking. A key question for the rest of the year will be the extent to which bond and equity markets can withstand a gradual reduction in monetary stimulus, which has helped to support risk assets in recent years, and if this will increase the historically low levels of market volatility. While this creates uncertainty, a healthy environment for the global economy and corporate profits should keep driving equity markets forward.
1 | MSCI® EAFE® Growth Index (the “Index”), which is a subset of the MSCI® EAFE® Index. The MSCI® EAFE® Index (Europe, Australasia, and Far East) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. Index results assume the reinvestment of dividends paid on the stocks constituting the Index without any deduction of withholding taxes. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses. |
1 |
Table of Contents
GUARDIAN INTERNATIONAL GROWTH VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. Derivative transactions can create leverage and may be highly volatile. It is possible that a derivative transaction will result in a loss greater than the principal amount invested and the Fund may not be able to close out a derivative transaction at a favorable time or price. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
2 |
Table of Contents
GUARDIAN INTERNATIONAL GROWTH VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $10,635,600 |
Geographic Region Allocation1 As of December 31, 2017 | ||||
Sector Allocation2 As of December 31, 2017 | ||||
3 |
Table of Contents
GUARDIAN INTERNATIONAL GROWTH VIP FUND
Top Ten Holdings1 As of December 31, 2017 | ||||||
Holding | Country | % of Total Net Assets | ||||
Unilever PLC | United Kingdom | 4.00% | ||||
Roche Holding AG | Switzerland | 3.28% | ||||
British American Tobacco PLC | United Kingdom | 3.12% | ||||
AIA Group Ltd. | Hong Kong | 2.97% | ||||
SAP SE | Germany | 2.70% | ||||
Novo Nordisk A/S, Class B | Denmark | 2.62% | ||||
Bayer AG (Reg S) | Germany | 2.49% | ||||
Prudential PLC | United Kingdom | 2.38% | ||||
Anheuser-Busch InBev S.A. | Belgium | 2.36% | ||||
ASML Holding N.V. | Netherlands | 2.17% | ||||
Total | 28.09% |
1 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities. |
2 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian International Growth VIP Fund | �� | 9/1/2016 | 31.08% | — | — | 18.98% | ||||||||||||||
MSCI® EAFE® Growth Index | 28.86% | — | — | 16.77% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian International Growth VIP Fund and the MSCI® EAFE® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
4 |
Table of Contents
GUARDIAN INTERNATIONAL GROWTH VIP FUND
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
5 |
Table of Contents
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning 7/1/17 | Ending Account Value 12/31/17 | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,101.30 | $6.46 | 1.22% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,019.06 | $6.21 | 1.22% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
6 |
Table of Contents
SCHEDULE OF INVESTMENTS – GUARDIAN INTERNATIONAL GROWTH VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 99.0% | ||||||||
Belgium – 2.4% | ||||||||
Anheuser-Busch InBev S.A. | 2,250 | $ | 250,971 | |||||
|
| |||||||
250,971 | ||||||||
Cayman Islands – 1.3% | ||||||||
Baidu, Inc., ADR(1) | 593 | 138,887 | ||||||
|
| |||||||
138,887 | ||||||||
Denmark – 2.6% | ||||||||
Novo Nordisk A/S, Class B | 5,184 | 278,615 | ||||||
|
| |||||||
278,615 | ||||||||
Finland – 1.4% | ||||||||
Wartsila OYJ Abp | 2,358 | 148,595 | ||||||
|
| |||||||
148,595 | ||||||||
France – 3.2% | ||||||||
Accor S.A. | 2,632 | 135,669 | ||||||
Safran S.A. | 1,986 | 204,219 | ||||||
|
| |||||||
339,888 | ||||||||
Germany – 14.7% | ||||||||
Bayer AG (Reg S) | 2,131 | 265,043 | ||||||
Continental AG | 780 | 210,581 | ||||||
Delivery Hero AG(1)(2) | 3,333 | 131,832 | ||||||
Deutsche Boerse AG | 1,546 | 179,203 | ||||||
Fresenius SE & Co. KGaA | 1,962 | 152,762 | ||||||
Linde AG(1) | 753 | 176,154 | ||||||
SAP SE | 2,565 | 287,613 | ||||||
Zalando SE(1)(2) | 3,013 | 158,759 | ||||||
|
| |||||||
1,561,947 | ||||||||
Hong Kong – 3.0% | ||||||||
AIA Group Ltd. | 37,000 | 315,548 | ||||||
|
| |||||||
315,548 | ||||||||
India – 1.3% | ||||||||
HDFC Bank Ltd., ADR | 1,345 | 136,746 | ||||||
|
| |||||||
136,746 | ||||||||
Ireland – 1.4% | ||||||||
Ryanair Holdings PLC, ADR(1) | 1,482 | 154,410 | ||||||
|
| |||||||
154,410 | ||||||||
Japan – 23.2% | ||||||||
Daikin Industries Ltd. | 1,400 | 165,749 | ||||||
FANUC Corp. | 900 | 216,233 | ||||||
KDDI Corp. | 4,200 | 104,569 | ||||||
Keyence Corp. | 400 | 223,346 | ||||||
Komatsu Ltd. | 5,000 | 181,117 | ||||||
Kubota Corp. | 8,200 | 160,570 | ||||||
Makita Corp. | 3,300 | 138,165 | ||||||
Nidec Corp. | 1,400 | 196,523 | ||||||
Nitori Holdings Co. Ltd. | 900 | 128,328 | ||||||
Nitto Denko Corp. | 1,500 | 133,327 | ||||||
ORIX Corp. | 7,200 | 121,740 | ||||||
Recruit Holdings Co. Ltd. | 6,400 | 158,950 | ||||||
Shimano, Inc. | 1,000 | 140,700 | ||||||
Shiseido Co. Ltd. | 2,900 | 139,784 | ||||||
December 31, 2017 | Shares | Value | ||||||
Japan (continued) | ||||||||
Sugi Holdings Co. Ltd. | 2,200 | $ | 112,197 | |||||
Tokyo Electron Ltd. | 800 | 143,302 | ||||||
|
| |||||||
2,464,600 | ||||||||
Luxembourg – 1.1% | ||||||||
Eurofins Scientific SE | 191 | 116,296 | ||||||
|
| |||||||
116,296 | ||||||||
Netherlands – 5.5% | ||||||||
Altice N.V., Class A(1) | 12,598 | 131,788 | ||||||
ASML Holding N.V. | 1,332 | 231,086 | ||||||
RELX N.V. | 9,599 | 220,670 | ||||||
|
| |||||||
583,544 | ||||||||
Republic of Korea – 1.3% | ||||||||
Samsung Electronics Co. Ltd., GDR | 113 | 135,374 | ||||||
|
| |||||||
135,374 | ||||||||
Singapore – 1.6% | ||||||||
DBS Group Holdings Ltd. | 9,200 | 170,345 | ||||||
|
| |||||||
170,345 | ||||||||
South Africa – 1.6% | ||||||||
Naspers Ltd., Class N | 620 | 172,750 | ||||||
|
| |||||||
172,750 | ||||||||
Spain – 2.9% | ||||||||
Grifols S.A., ADR | 6,664 | 152,739 | ||||||
Industria de Diseno Textil S.A. | 4,502 | 156,587 | ||||||
|
| |||||||
309,326 | ||||||||
Sweden – 1.9% | ||||||||
Atlas Copco AB, Class A | 4,680 | 201,566 | ||||||
|
| |||||||
201,566 | ||||||||
Switzerland – 7.4% | ||||||||
Cie Financiere Richemont S.A. (Reg S) | 2,030 | 183,802 | ||||||
LafargeHolcim Ltd. (Reg S)(1) | 2,160 | 121,698 | ||||||
Roche Holding AG | 1,380 | 349,062 | ||||||
UBS Group AG (Reg S)(1) | 7,413 | 136,208 | ||||||
|
| |||||||
790,770 | ||||||||
Taiwan – 1.2% | ||||||||
Taiwan Semiconductor Manufacturing Co. Ltd., ADR | 3,331 | 132,074 | ||||||
|
| |||||||
132,074 | ||||||||
United Kingdom – 20.0% | ||||||||
British American Tobacco PLC | 4,915 | 331,716 | ||||||
Burberry Group PLC | 6,436 | 155,596 | ||||||
Intertek Group PLC | 2,616 | 183,247 | ||||||
Meggitt PLC | 18,131 | 117,399 | ||||||
Persimmon PLC | 3,145 | 116,141 | ||||||
Prudential PLC | 9,828 | 252,679 | ||||||
Reckitt Benckiser Group PLC | 2,385 | 222,781 | ||||||
Unilever PLC | 7,673 | 425,081 | ||||||
Vodafone Group PLC | 54,828 | 173,205 | ||||||
WPP PLC | 8,059 | 146,050 | ||||||
|
| |||||||
2,123,895 | ||||||||
Total Common Stocks (Cost $8,443,628) | 10,526,147 |
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
SCHEDULE OF INVESTMENTS – GUARDIAN INTERNATIONAL GROWTH VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Short–Term Investment – 1.2% | ||||||||
Repurchase Agreements – 1.2% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $129,003, due 1/2/2018(3) | $ | 129,000 | $ | 129,000 | ||||
Total Repurchase Agreements (Cost $129,000) | 129,000 | |||||||
Total Investments – 100.2% (Cost $8,572,628) | 10,655,147 | |||||||
Liabilities in excess of other assets – (0.2)% | (19,547 | ) | ||||||
Total Net Assets – 100.0% | $ | 10,635,600 |
(1) | Non–income–producing security. |
(2) | Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2017, the aggregate market value of these securities amounted to $290,591, representing 2.7% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees. |
(3) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 135,000 | $ | 135,741 |
Legend:
ADR — American Depositary Receipt
GDR — Global Depositary Receipt
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | ||||||||||||||||
Belgium | $ | — | $ | 250,971 | * | $ | — | $ | 250,971 | |||||||
Cayman Islands | 138,887 | — | — | 138,887 | ||||||||||||
Denmark | — | 278,615 | * | — | 278,615 | |||||||||||
Finland | — | 148,595 | * | — | 148,595 | |||||||||||
France | — | 339,888 | * | — | 339,888 | |||||||||||
Germany | — | 1,561,947 | * | — | 1,561,947 | |||||||||||
Hong Kong | — | 315,548 | * | — | 315,548 | |||||||||||
India | 136,746 | — | — | 136,746 | ||||||||||||
Ireland | 154,410 | — | — | 154,410 | ||||||||||||
Japan | — | 2,464,600 | * | — | 2,464,600 | |||||||||||
Luxembourg | — | 116,296 | * | — | 116,296 | |||||||||||
Netherlands | — | 583,544 | * | — | 583,544 | |||||||||||
Republic of Korea | 135,374 | — | — | 135,374 | ||||||||||||
Singapore | — | 170,345 | * | — | 170,345 | |||||||||||
South Africa | — | 172,750 | * | — | 172,750 | |||||||||||
Spain | 152,739 | 156,587 | * | — | 309,326 | |||||||||||
Sweden | — | 201,566 | * | — | 201,566 | |||||||||||
Switzerland | — | 790,770 | * | — | 790,770 | |||||||||||
Taiwan | 132,074 | — | — | 132,074 | ||||||||||||
United Kingdom | — | 2,123,895 | * | — | 2,123,895 | |||||||||||
Repurchase Agreements | — | 129,000 | — | 129,000 | ||||||||||||
Total | $ | 850,230 | $ | 9,804,917 | $ | — | $ | 10,655,147 |
* | Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1. |
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 298,900 | ||
Interest | 229 | |||
Withholding taxes on foreign dividends | (23,490 | ) | ||
|
| |||
Total Investment Income | 275,639 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 109,650 | |||
Trustees’ and officers’ fees | 59,479 | |||
Custodian and accounting fees | 49,220 | |||
Professional fees | 43,305 | |||
Distribution fees | 34,266 | |||
Shareholder reports | 14,735 | |||
Insurance expense | 13,814 | |||
Transfer agent fees | 7,778 | |||
Administrative fees | 2,593 | |||
Other expenses | 6,966 | |||
|
| |||
Total Expenses | 341,806 | |||
|
| |||
Less: Fees waived | (174,590 | ) | ||
|
| |||
Total Expenses, Net | 167,216 | |||
|
| |||
Net Investment Income/(Loss) | 108,423 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions | ||||
Net realized gain/(loss) from investments | 1,053,302 | |||
Net realized gain/(loss) from foreign currency transactions | 1,245 | |||
Net change in unrealized appreciation/(depreciation) on investments | 2,471,421 | |||
Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies | 1,249 | |||
|
| |||
Net Gain on Investments and Foreign Currency Transactions | 3,527,217 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 3,635,640 | ||
|
| |||
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 108,423 | $ | (1,940 | ) | |||
Net realized gain/(loss) from investments and foreign currency transactions | 1,054,547 | 7,321 | ||||||
Net change in unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies | 2,472,670 | (389,460 | ) | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Operations | 3,635,640 | (384,079 | ) | |||||
|
|
|
| |||||
Capital Share Transactions | ||||||||
Proceeds from sales of shares | 1,681,780 | 11,364,408 | ||||||
Cost of shares redeemed | (5,662,149 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (3,980,369 | ) | 11,364,408 | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets | (344,729 | ) | 10,980,329 | |||||
|
|
|
| |||||
Net Assets | ||||||||
Beginning of period | 10,980,329 | — | ||||||
|
|
|
| |||||
End of period | $ | 10,635,600 | $ | 10,980,329 | ||||
|
|
|
| |||||
Accumulated Net Investment Income/(Loss) Included in Net Assets | $ | 106,483 | $ | (1,940 | ) | |||
|
|
|
| |||||
Other Information: | ||||||||
Shares | ||||||||
Sold | 163,193 | 1,141,661 | ||||||
Redeemed | (461,234 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (298,041 | ) | 1,141,661 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
10 | The accompanying notes are an integral part of these financial statements. |
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This Page Intentionally Left Blank
11 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income/(Loss)2 | Net Realized and Unrealized Gain/(Loss) | Total Operations | Net Asset Value, End of Period | Total Return4 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 9.62 | $ | 0.09 | $ | 2.90 | $ | 2.99 | $ | 12.61 | 31.08 | % | ||||||||||||
Period Ended 12/31/161 | 10.00 | (0.00 | )3 | (0.38 | ) | (0.38 | ) | 9.62 | (3.80 | )%6 |
12 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets5 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income/(Loss) to Average Net Assets5 | Gross Ratio of Net Investment Loss to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 10,636 | 1.22% | 2.49% | 0.79% | (0.48)% | 32% | ||||||||||||||||
10,980 | 1.22% | 6 | 3.20% | 6 | (0.06)% | 6 | (2.04)% | 6 | 8% | 6 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Rounds to $(0.00) per share. |
4 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
5 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income/(Loss) to Average Net Assets include the effect of fee waivers and expense limitations. |
6 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 13 |
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian International Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks total return consisting of long-term capital growth and current income.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official
closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND
events after the report date and prior to issuance of the report are not reflected herein.
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND
classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will
accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% of the first $100 million, and 0.75% in excess of $100 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.22% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $174,590.
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$258,873 | $ | 174,590 | $ | 84,283 |
Park Avenue has entered into a Sub-Advisory Agreement with J.P. Morgan Investment Management Inc. (“J.P. Morgan”). J.P. Morgan is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $34,266 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $4,205,105 and $7,846,959, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities
Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration
In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND
U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of
securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian International Growth VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian International Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The
Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile
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SUPPLEMENTAL INFORMATION (UNAUDITED)
for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive
specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted
22 |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its
affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Overseen | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Overseen | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group – Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8171
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian International Value VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Guardian International Value VIP Fund | ||||
1 | ||||
3 | ||||
4 | ||||
6 | ||||
Financial Information | ||||
Schedule of Investments | 7 | |||
Statement of Assets and Liabilities | 10 | |||
Statement of Operations | 10 | |||
Statements of Changes in Net Assets | 11 | |||
Financial Highlights | 12 | |||
Notes to Financial Statements | 14 | |||
Report of Independent Registered Public Accounting Firm | 19 | |||
Supplemental Information | ||||
Approval of Investment Advisory and Sub-advisory Agreements | 20 | |||
Trustees and Officers Information Table | 24 | |||
Portfolio Holdings and Proxy Voting Procedures | 26 |
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN INTERNATIONAL VALUE VIP FUND
FUND COMMENTARY OF LAZARD ASSET
MANAGEMENT LLC, SUB-ADVISER
Highlights
• | Guardian International Value VIP Fund (the “Fund”) returned 22.53%, underperforming its benchmark, the MSCI® EAFE® Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s outperformance relative to the Index benefited from stock selection in the consumer discretionary and real estate sectors, and an overweight in the industrials sector relative to the Index. Stock selection in the health care and materials sectors and a cash position in the Fund’s portfolio detracted from relative performance. |
• | The Index returned 25.03% for the period. |
Market Overview
The strength of the global economy during the period exceeded expectations, with positive growth occurring in all major regions. Outside the U.S., earnings growth drove stock returns higher in 2017. Sector leadership was dominated by cyclicals, and more specifically by information technology. More defensive, and higher quality sectors, such as consumer staples, health care, and telecommunications, lagged in this market.
As with sectors, regions with higher exposure to the global economy outperformed, driven by rising global growth prospects, a weaker U.S. dollar, and the improvement of industrial commodities prices. These factors particularly benefited emerging markets. Emerging markets technology companies were favored by investors seeking companies with higher revenue and earnings growth — as well as higher valuations. Among developed markets, Japan generated significant returns in the fourth quarter, nearly matching the Index for the period after lagging in the first three quarters. Continental European equities outperformed the Index in U.S. dollar terms in 2017, boosted by stronger currencies. United Kingdom equities generated solid absolute returns during the period, but modestly lagged the broader EAFE market amidst a challenging political backdrop and Brexit (the vote by the United Kingdom to leave the European Union) negotiations, which pushed valuation multiples lower.
Market sentiment has continued to rise above already high levels, and markets are near or past their historic highs — despite continued valuation, geopolitical, and credit risks. Our general impression is that the markets appear complacent and are extrapolating the current improved economic climate into the future. This further exacerbates the disconnect between high growth expectations and interest rates, which are near historic lows.
Overall, we believe optimistic expectations are already reflected in low-quality stock prices, and we expect investors in 2018 will become more selective by focusing on companies that have the potential to generate strong earnings at attractive valuations.
Portfolio Review
Most of the Fund’s underperformance relative to the Index occurred in January 2017, which was a continuation of the second half of the 2016 low-quality rally. During this period, investors bid up lower-quality equities as the global economy strengthened, central banks remained mostly accommodative, and the Trump administration’s campaign promises on taxes, reform, and infrastructure drove up investor expectations for improving global growth. While the difference in performance during this period between low quality and high-quality stocks (as defined by return on equity) was not unusual, the quickness in the dispersion of relative returns was significant in historical terms. Since the dominance of low-quality equities ended in the middle of the first quarter, investors have increasingly focused on fundamentals, making stock selection once again the driver of attribution.
Strong stock selection has been a differentiator, as the tailwinds that supported markets — stimulative central bank policy, increasing global economic growth, few signs of inflation, and hopes of a U.S.-led fiscal package — have been reflected in elevated valuations of lower-quality cyclicals. This environment was favorable for skilled stock selection, as the stock-specific factors that dominated the market from the second half of 2016 through the beginning of 2017 faded.
1 | The MSCI® EAFE® Index (Europe, Australasia, and Far East) (the “Index”) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. Index results assume the reinvestment of dividends paid on the stocks constituting the Index without any deduction of withholding taxes. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses. |
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GUARDIAN INTERNATIONAL VALUE VIP FUND
Stock selection in the health care and materials sectors detracted from performance during the period. The Fund’s cash position also continued to be a significant drag on relative performance during the period. As equity markets continued to rise during the period and valuations remained elevated in historical terms, we trimmed or sold some investments that reached our target valuations faster than we were able to replace them. The Fund’s cash exposure is a by-product of our process and is not a managed allocation. Our intention, under normal market conditions, is to remain substantially fully invested. In contrast, stock selection in the consumer discretionary, real estate and telecommunications sectors contributed to relative performance.
Outlook
As we enter 2018, it appears that global markets are at or near all-time highs, geopolitical concerns are mounting, and central banks are withdrawing unprecedented monetary stimulus that supported the economy since the global financial crisis a decade ago.
Elevated market levels reflect the consensus view, which currently believes that global growth can continue without causing serious inflationary pressures and thus higher interest rates. In our view, however, this may be unsustainable, and the withdrawal of stimulus leads us to believe that we are at or near an inflection point for interest rates. We also note that rising markets have also stretched valuations, especially in the U.S., and that several risks could cause market volatility to increase in 2018.
In the coming year, we will continue to seek high-quality companies that we believe have defensible business models, consistent cash flows, and attractive valuations. Many of these opportunities, in our view, can be found in the international equity markets. The pace of fundamental improvement has accelerated outside the U.S. over the past few quarters, a function of the increase in global economic growth, more opportunity for margin improvement, and cheaper currencies. We believe the Fund is well positioned for this market environment.
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies involves risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN INTERNATIONAL VALUE VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $11,133,223 |
Geographic Region Allocation1 As of December 31, 2017 |
Sector Allocation2 As of December 31, 2017 |
3 |
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GUARDIAN INTERNATIONAL VALUE VIP FUND
Top Ten Holdings1 As of December 31, 2017 | ||||||
Holding | Country | % of Total Net Assets | ||||
Prudential PLC | United Kingdom | 3.50% | ||||
Royal Dutch Shell PLC, Class A | United Kingdom | 3.13% | ||||
Novartis AG (Reg S) | Switzerland | 3.11% | ||||
British American Tobacco PLC | United Kingdom | 2.80% | ||||
Don Quijote Holdings Co. Ltd. | Japan | 2.72% | ||||
Daiwa House Industry Co. Ltd. | Japan | 2.59% | ||||
SAP SE | Germany | 2.59% | ||||
Vinci S.A. | France | 2.53% | ||||
BHP Billiton PLC | United Kingdom | 2.47% | ||||
Shire PLC | United Kingdom | 2.29% | ||||
Total | 27.73% |
1 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities. |
2 | The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities. |
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian International Value VIP Fund | 9/1/2016 | 22.53% | — | — | 13.21% | |||||||||||||||
MSCI® EAFE® Index | 25.03% | — | — | 18.24% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian International Value VIP Fund and the MSCI® EAFE® Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
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GUARDIAN INTERNATIONAL VALUE VIP FUND
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
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Table of Contents
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning Account Value 7/1/17 | Ending Account Value 12/31/17 | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,093.60 | $5.86 | 1.11% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,019.61 | $5.65 | 1.11% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
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SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
December 31, 2017 | Shares | Value | ||||||
Common Stocks – 98.1% | ||||||||
Australia – 0.7% | ||||||||
Caltex Australia Ltd. | 2,949 | $ | 78,215 | |||||
|
| |||||||
78,215 | ||||||||
Belgium – 2.5% | ||||||||
Anheuser-Busch InBev S.A. | 1,689 | 188,396 | ||||||
KBC Group N.V. | 1,035 | 88,181 | ||||||
|
| |||||||
276,577 | ||||||||
Brazil – 0.9% | ||||||||
Cielo S.A. | 14,100 | 99,563 | ||||||
|
| |||||||
99,563 | ||||||||
Canada – 4.5% | ||||||||
Canadian National Railway Co. | 1,347 | 111,071 | ||||||
National Bank of Canada | 3,449 | 172,093 | ||||||
Suncor Energy, Inc. | 5,810 | 213,311 | ||||||
|
| |||||||
496,475 | ||||||||
Denmark – 2.5% | ||||||||
AP Moller – Maersk A/S, Class B | 81 | 141,154 | ||||||
Carlsberg A/S, Class B | 1,195 | 143,133 | ||||||
|
| |||||||
284,287 | ||||||||
Finland – 1.5% | ||||||||
Sampo OYJ, Class A | 2,979 | 163,653 | ||||||
|
| |||||||
163,653 | ||||||||
France – 10.5% | ||||||||
Air Liquide S.A. | 1,593 | 200,353 | ||||||
Capgemini SE | 2,133 | 252,424 | ||||||
Cie Generale des Etablissements Michelin | 1,406 | 201,401 | ||||||
Safran S.A. | 1,220 | 125,452 | ||||||
Valeo S.A. | 1,511 | 112,603 | ||||||
Vinci S.A. | 2,763 | 281,901 | ||||||
|
| |||||||
1,174,134 | ||||||||
Germany – 4.2% | ||||||||
Deutsche Post AG (Reg S) | 3,850 | 182,894 | ||||||
SAP SE | 2,570 | 288,174 | ||||||
|
| |||||||
471,068 | ||||||||
Ireland – 3.3% | ||||||||
Medtronic PLC | 2,779 | 224,404 | ||||||
Ryanair Holdings PLC, ADR(1) | 1,394 | 145,241 | ||||||
|
| |||||||
369,645 | ||||||||
Italy – 0.7% | ||||||||
UniCredit S.p.A.(1) | 4,162 | 77,535 | ||||||
|
| |||||||
77,535 | ||||||||
Japan – 18.4% | ||||||||
Bridgestone Corp. | 2,400 | 111,614 | ||||||
Daiwa House Industry Co. Ltd. | 7,512 | 288,589 | ||||||
Don Quijote Holdings Co. Ltd. | 5,800 | 303,208 | ||||||
Hoshizaki Corp. | 700 | 61,802 | ||||||
Isuzu Motors Ltd. | 12,000 | 200,675 | ||||||
Kao Corp. | 1,730 | 117,013 | ||||||
KDDI Corp. | 5,000 | 124,487 | ||||||
December 31, 2017 | Shares | Value | ||||||
Japan (continued) | ||||||||
Makita Corp. | 4,600 | $ | 192,593 | |||||
Shin-Etsu Chemical Co. Ltd. | 1,300 | 131,852 | ||||||
Sony Corp. | 3,800 | 170,692 | ||||||
Sumitomo Mitsui Financial Group, Inc. | 4,400 | 190,036 | ||||||
United Arrows Ltd. | 2,100 | 85,283 | ||||||
Yamaha Corp. | 2,100 | 77,025 | ||||||
|
| |||||||
2,054,869 | ||||||||
Luxembourg – 0.6% | ||||||||
Tenaris S.A. | 4,604 | 72,675 | ||||||
|
| |||||||
72,675 | ||||||||
Netherlands – 3.7% | ||||||||
ABN AMRO Group N.V.(2) | 2,629 | 84,596 | ||||||
Koninklijke KPN N.V. | 25,879 | 90,285 | ||||||
Wolters Kluwer N.V. | 4,612 | 240,164 | ||||||
|
| |||||||
415,045 | ||||||||
Norway – 2.9% | ||||||||
Statoil ASA | 6,490 | 138,835 | ||||||
Telenor ASA | 8,368 | 179,248 | ||||||
|
| |||||||
318,083 | ||||||||
Singapore – 2.4% | ||||||||
DBS Group Holdings Ltd. | 10,200 | 188,861 | ||||||
NetLink NBN Trust(1) | 127,600 | 79,655 | ||||||
|
| |||||||
268,516 | ||||||||
Spain – 1.7% | ||||||||
Bankia S.A. | 5,110 | 24,390 | ||||||
Red Electrica Corp. S.A. | 7,219 | 161,873 | ||||||
|
| |||||||
186,263 | ||||||||
Sweden – 3.4% | ||||||||
Assa Abloy AB, Class B | 9,707 | 201,424 | ||||||
Nordea Bank AB | 14,796 | 179,069 | ||||||
|
| |||||||
380,493 | ||||||||
Switzerland – 4.4% | ||||||||
Julius Baer Group Ltd.(1) | 2,278 | 139,270 | ||||||
Novartis AG (Reg S) | 4,096 | 346,283 | ||||||
|
| |||||||
485,553 | ||||||||
Taiwan – 1.5% | ||||||||
Taiwan Semiconductor Manufacturing Co. Ltd., ADR | 4,120 | 163,358 | ||||||
|
| |||||||
163,358 | ||||||||
Turkey – 1.1% | ||||||||
Turkcell Iletisim Hizmetleri A.S. | 29,481 | 120,391 | ||||||
|
| |||||||
120,391 | ||||||||
United Kingdom – 26.7% | ||||||||
Aon PLC | 1,724 | 231,016 | ||||||
BHP Billiton PLC | 13,420 | 274,690 | ||||||
British American Tobacco PLC | 4,617 | 311,604 | ||||||
BT Group PLC | 22,423 | 82,100 | ||||||
Diageo PLC | 5,116 | 187,237 | ||||||
Ferguson PLC | 3,419 | 244,639 | ||||||
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
December 31, 2017 | Shares | Value | ||||||
United Kingdom (continued) | ||||||||
Howden Joinery Group PLC | 13,701 | $ | 86,293 | |||||
Informa PLC | 11,951 | 116,257 | ||||||
Prudential PLC | 15,173 | 390,100 | ||||||
RELX PLC | 9,716 | 227,624 | ||||||
Royal Dutch Shell PLC, Class A | 10,417 | 348,728 | ||||||
Shire PLC | 4,904 | 254,362 | ||||||
Unilever PLC | 3,855 | 213,565 | ||||||
|
| |||||||
2,968,215 | ||||||||
Total Common Stocks (Cost $9,039,400) | 10,924,613 | |||||||
December 31, 2017 | Principal Amount | Value | ||||||
Short–Term Investment – 2.1% | ||||||||
Repurchase Agreements – 2.1% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $226,005, due 1/2/2018(3) | $ | 226,000 | $ | 226,000 | ||||
Total Repurchase Agreements (Cost $226,000) | 226,000 | |||||||
Total Investments – 100.2% (Cost $9,265,400) | 11,150,613 | |||||||
Liabilities in excess of other assets – (0.2)% | (17,390 | ) | ||||||
Total Net Assets – 100.0% | $ | 11,133,223 |
(1) | Non–income–producing security. |
(2) | Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2017, the aggregate market value of these securities amounted to $84,596, representing 0.8% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees. |
(3) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 230,000 | $ | 231,263 |
Legend:
ADR — American Depositary Receipt
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | ||||||||||||||||
Australia | $ | — | $ | 78,215 | * | $ | — | $ | 78,215 | |||||||
Belgium | — | 276,577 | * | — | 276,577 | |||||||||||
Brazil | 99,563 | * | — | 99,563 | ||||||||||||
Canada | 496,475 | — | — | 496,475 | ||||||||||||
Denmark | — | 284,287 | * | — | 284,287 | |||||||||||
Finland | — | 163,653 | * | — | 163,653 | |||||||||||
France | — | 1,174,134 | * | — | 1,174,134 | |||||||||||
Germany | — | 471,068 | * | — | 471,068 | |||||||||||
Ireland | 369,645 | — | — | 369,645 | ||||||||||||
Italy | — | 77,535 | * | — | 77,535 | |||||||||||
Japan | — | 2,054,869 | * | — | 2,054,869 | |||||||||||
Luxembourg | — | 72,675 | * | — | 72,675 | |||||||||||
Netherlands | — | 415,045 | * | — | 415,045 | |||||||||||
Norway | — | 318,083 | * | — | 318,083 | |||||||||||
Singapore | — | 268,516 | * | — | 268,516 | |||||||||||
Spain | — | 186,263 | * | — | 186,263 | |||||||||||
Sweden | — | 380,493 | * | — | 380,493 | |||||||||||
Switzerland | — | 485,553 | * | — | 485,553 | |||||||||||
Taiwan | 163,358 | — | — | 163,358 | ||||||||||||
Turkey | — | 120,391 | * | — | 120,391 | |||||||||||
United Kingdom | 231,016 | 2,737,199 | * | — | 2,968,215 | |||||||||||
Repurchase Agreements | — | 226,000 | — | 226,000 | ||||||||||||
Total | $ | 1,260,494 | $ | 9,890,119 | $ | — | $ | 11,150,613 |
* | Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1. |
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND
For the Year Ended December 31, 2017 | ||||
Investment Income | ||||
Dividends | $ | 522,585 | ||
Interest | 708 | |||
Withholding taxes on foreign dividends | (52,029 | ) | ||
|
| |||
Total Investment Income | 471,264 | |||
|
| |||
Expenses | ||||
Investment advisory fees | 150,096 | |||
Trustees’ and officers’ fees | 76,973 | |||
Custodian and accounting fees | 68,124 | |||
Professional fees | 52,160 | |||
Distribution fees | 46,905 | |||
Shareholder reports | 15,560 | |||
Insurance expense | 15,254 | |||
Transfer agent fees | 8,521 | |||
Administrative fees | 3,138 | |||
Other expenses | 12,292 | |||
|
| |||
Total Expenses | 449,023 | |||
Less: Fees waived | (240,766 | ) | ||
|
| |||
Total Expenses, Net | 208,257 | |||
|
| |||
Net Investment Income/(Loss) | 263,007 | |||
|
| |||
Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions | ||||
Net realized gain/(loss) from investments | 1,330,134 | |||
Net realized gain/(loss) from foreign currency transactions | (3,905 | ) | ||
Net change in unrealized appreciation/(depreciation) on investments | 2,212,405 | |||
Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies | 747 | |||
|
| |||
Net Gain on Investments and Foreign Currency Transactions | 3,539,381 | |||
|
| |||
Net Increase in Net Assets Resulting From Operations | $ | 3,802,388 | ||
|
| |||
10 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 263,007 | $ | 15,908 | ||||
Net realized gain/(loss) from investments and foreign currency transactions | 1,326,229 | (64,364 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies | 2,213,152 | (327,597 | ) | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Operations | 3,802,388 | (376,053 | ) | |||||
|
|
|
| |||||
Capital Share Transactions | ||||||||
Proceeds from sales of shares | 5,500,620 | 14,475,794 | ||||||
Cost of shares redeemed | (12,269,526 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (6,768,906 | ) | 14,475,794 | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets | (2,966,518 | ) | 14,099,741 | |||||
|
|
|
| |||||
Net Assets | ||||||||
Beginning of period | 14,099,741 | — | ||||||
|
|
|
| |||||
End of period | $ | 11,133,223 | $ | 14,099,741 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 278,915 | $ | 15,908 | ||||
|
|
|
| |||||
Other Information: | ||||||||
Shares | ||||||||
Sold | 552,275 | 1,463,940 | ||||||
Redeemed | (1,072,930 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (520,655 | ) | 1,463,940 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
The accompanying notes are an integral part of these financial statements. | 11 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, Beginning of Period | Net Investment Income2 | Net Realized and Unrealized Gain/(Loss) | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 9.63 | $ | 0.15 | $ | 2.02 | $ | 2.17 | $ | 11.80 | 22.53 | % | ||||||||||||
Period Ended 12/31/161 | 10.00 | 0.01 | (0.38 | ) | (0.37 | ) | 9.63 | (3.70 | )%5 |
12 | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Income/ (Loss) to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 11,133 | 1.11% | 2.39% | 1.40% | 0.12% | 61% | ||||||||||||||||
14,100 | 1.11% | 5 | 3.11% | 5 | 0.42% | 5 | (1.58)% | 5 | 8% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 13 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian International Value VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks long-term capital appreciation.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which
may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in
14 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
15 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Net change in net realized and unrealized gain/(loss) from investments on the Statement of Operations.
Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) from foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.
d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.
e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% of the first $100 million, and 0.75% in excess of $100 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.11% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $240,766.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in
16 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$330,599 | $ | 240,766 | $ | 89,833 |
Park Avenue has entered into a Sub-Advisory Agreement with Lazard Asset Management LLC (“Lazard”). Lazard is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $46,905 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to
an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $10,723,573 and $16,551,424, respectively, for the year ended December 31, 2017. During the year ended December 31, 2017, there were no purchases or sales of U.S. government securities.
b. Foreign Securities
Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration
In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the
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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND
repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal
Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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Table of Contents
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian International Value VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian International Value VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received
materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds
or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian
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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information
from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may
accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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SUPPLEMENTAL INFORMATION (UNAUDITED)
Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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SUPPLEMENTAL INFORMATION (UNAUDITED)
The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8172
Table of Contents
Guardian Variable
Products Trust
2017
Annual Report
All Data as of December 31, 2017
Guardian Core Plus Fixed Income VIP Fund
Not FDIC insured. May lose value. No bank guarantee. | www.guardianlife.com |
Table of Contents
Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2017. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.
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GUARDIAN CORE PLUS FIXED INCOME VIP FUND
FUND COMMENTARY OF LORD, ABBETT & CO. LLC, SUB-ADVISER
Highlights
• | Guardian Core Plus Fixed Income VIP Fund (the “Fund”) returned 3.60%, outperforming its benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index1 (the “Index”), for the 12-month period ended December 31, 2017. The Fund’s outperformance relative to the Index was primarily due to security selection within investment grade corporate bonds, and a modest allocation to high yield corporate bonds. |
• | The Index returned 3.54% for the period. |
Market Overview
The U.S. Federal Reserve (“Fed”) raised the federal funds rate by 0.25% three times during the period, ultimately reaching a target range of 1.25%-1.50%. Inflation rose at a moderate pace during the period. The Consumer Price Index (CPI) gained 2.2% over the 12-month period ended November 30, 2017. Meanwhile, the employment picture continued to improve with the unemployment rate falling to 4.1% by year-end, compared to 4.7% a year earlier and a high of 10.0% in October 2009. The U.S. Treasury yield curve flattened during the period, with the yield on two-year Treasury notes increasing by 0.69%. Yields on longer-dated Treasury bonds were lower over the period, with the yield on 10-year Treasury bonds slightly lower and the yield on 30-year Treasury bonds falling 0.32%.
The overall global economic picture and accommodative Fed policy have created a positive environment for corporate credit. Although there was some volatility in spreads during the period, corporate credit spreads tightened across the ratings spectrum
during the period, which generated strong returns, particularly within lower-rated corporate debt. This was beneficial for both high yield and investment grade corporate bonds.
Portfolio Review
The Fund’s positioning within investment grade corporate bonds was the largest contributor to relative performance. Specifically, the Fund’s security selection in ‘BBB’ rated bonds contributed to performance.2 Additionally, a modest allocation to high yield corporate bonds contributed to performance, as improving credit fundamentals and a continuation of low defaults have created a positive environment for high yield bonds.
The Fund’s security selection within mortgage-backed securities detracted from performance during the period. Specifically, an allocation to the higher end of the coupon range was a detractor, as higher coupons underperformed.
Outlook
We remain generally optimistic that the U.S. economy should continue to grow at a moderate pace, aided by the implementation of tax cuts, expected increased infrastructure spending, and deregulation. However, given current valuations and the potential for eventual increased volatility, we believe it is prudent to maintain a higher credit-quality bias, in order to be opportunistic. We continue to closely monitor risks to the strategy, including a significant change in inflation expectations, the potential for policy shock stemming from interest rate increases, uncertainty related to the U.S. presidential administration’s agenda, geopolitical conflict, and the impact of current oil prices on OPEC nations.
1 | The Bloomberg Barclays U.S. Aggregate Bond Index (the “Index”) is an index of U.S dollar-denominated, investment-grade U.S. government and corporate securities, and mortgage pass-through securities, and asset-backed securities. The Index is an unmanaged index that is not available for direct investment. There are not expenses associated with the Index, while there are expenses associated with the Fund. |
2 | Standard & Poor’s letter rating methodology. An obligation rated “BBB” exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet is financial commitment on the obligation. |
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GUARDIAN CORE PLUS FIXED INCOME VIP FUND
Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).
As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. Bond funds are subject to interest rate risk, credit risk, and prepayment risk. When interest rates rise, bond prices generally fall, and when interest rates fall, bond prices generally rise. In a lower interest rate environment, the risk that bond prices may fall when interest rates rise is potentially greater. Derivative transactions can create leverage and may be highly volatile. It is possible that a derivative transaction will result in a loss greater than the principal amount invested and the Fund may not be able to close out a derivative transaction at a favorable time or price. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. The value of a debt security is affected by changes in interest rates and is subject to any credit risk of the issuer or guarantor of the security. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.
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GUARDIAN CORE PLUS FIXED INCOME VIP FUND
Fund Characteristics (unaudited)
Total Net Assets: $ 23,095,809 |
Bond Sector Allocation1 As of December 31, 2017 | ||||
Bond Quality Allocation2 As of December 31, 2017 | ||||
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GUARDIAN CORE PLUS FIXED INCOME VIP FUND
Top Ten Holdings1 As of December 31, 2017 | ||||||||||||
Holding | Coupon Rate | Maturity Date | % of Total Net Assets | |||||||||
U.S. Treasury Notes | 1.875% | 9/30/2022 | 13.52% | |||||||||
U.S. Treasury Notes | 1.625% | 12/31/2019 | 9.23% | |||||||||
Federal National Mortgage Association | 3.500% | 1/1/2048 | 5.34% | |||||||||
U.S. Treasury Bonds | 3.000% | 5/15/2047 | 3.46% | |||||||||
Japan Bank for International Cooperation | 2.125% | 11/16/2020 | 3.26% | |||||||||
Federal National Mortgage Association | 4.500% | 1/1/2048 | 2.30% | |||||||||
Federal National Mortgage Association | 4.000% | 9/1/2047 | 2.19% | |||||||||
U.S. Treasury Notes | 2.250% | 11/15/2027 | 2.02% | |||||||||
U.S. Treasury Inflation Indexed Notes | 0.125% | 4/15/2022 | 2.01% | |||||||||
Government National Mortgage Association | 3.000% | 1/1/2048 | 1.53% | |||||||||
Total | 44.86% |
1 | Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities. |
2 | The Bond Quality Allocation chart displays the percentage of fund assets allocated to each rating. Rating agencies’ independent ratings of individual securities are aggregated by Barclays, and market weights are reported using Standard & Poor’s letter rating conventions. Rating methodology uses the middle rating of Moody’s Investors Service, Inc., Standard & Poor’s Ratings Services, and Fitch Ratings. When a rating from only two of the rating agencies is available, the lower rating is used. Credit quality ratings assigned by a rating agency are subject to change periodically and are not absolute standards of credit quality. Rating agencies may fail to make timely changes in credit ratings, and an issuer’s current financial condition may be better or worse than a rating indicates. In formulating investment decisions for the Fund, Lord, Abbett & Co. LLC develops its own analysis of the credit quality and risks associated with individual debt instruments, rather than relying exclusively on rating agency ratings. |
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GUARDIAN CORE PLUS FIXED INCOME VIP FUND
Average Annual Total Returns As of December 31, 2017 | ||||||||||||||||||||
Inception Date | 1 Year | 5 Year | 10 Year | Since Inception | ||||||||||||||||
Guardian Core Plus Fixed Income VIP Fund | 9/1/2016 | 3.60% | — | — | 0.60% | |||||||||||||||
Bloomberg Barclays U.S. Aggregate Bond Index | 3.54% | — | — | 0.32% |
Results of a Hypothetical $10,000 Investment As of December 31, 2017 |
The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Core Plus Fixed Income VIP Fund and the Bloomberg Barclays U.S. Aggregate Bond Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.
Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.
5 |
Table of Contents
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2017 to December 31, 2017. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
Beginning 7/1/17 | Ending Account Value | Expenses Paid During Period* 7/1/17-12/31/17 | Expense Ratio During Period 7/1/17-12/31/17 | |||||||||||
Based on Actual Return | $1,000.00 | $1,013.10 | $4.11 | 0.81% | ||||||||||
Based on Hypothetical Return (5% Return Before Expenses) | $1,000.00 | $1,021.12 | $4.13 | 0.81% |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
6 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Agency Mortgage–Backed Securities – 16.2% | ||||||||
Federal Home Loan Mortgage Corp. | $ | 220,924 | $ | 231,049 | ||||
Federal National Mortgage Association | 1,200,000 | 1,232,063 | ||||||
4.00% due 7/1/2047 | 286,082 | 299,420 | ||||||
4.00% due 9/1/2047 | 482,312 | 504,850 | ||||||
4.50% due 9/1/2047 | 242,235 | 258,016 | ||||||
4.50% due 1/1/2048(1) | 500,000 | 531,953 | ||||||
Government National Mortgage Association | 350,000 | 353,172 | ||||||
2017-168 AS | 97,898 | 96,776 | ||||||
2017-41 AS | 85,158 | 83,521 | ||||||
2017-69 AS | 45,608 | 44,820 | ||||||
2017-71 AS | 29,758 | 29,148 | ||||||
2017-89 AB | 28,806 | 28,338 | ||||||
2017-90 AS | 40,472 | 39,843 | ||||||
Total Agency Mortgage–Backed Securities (Cost $3,742,201) | 3,732,969 | |||||||
Asset–Backed Securities – 19.0% | ||||||||
Ally Auto Receivables Trust | 15,009 | 15,009 | ||||||
American Credit Acceptance Receivables Trust | 11,000 | 11,493 | ||||||
AmeriCredit Automobile Receivables Trust | 44,000 | 44,174 | ||||||
2014-1 C | 29,953 | 29,969 | ||||||
2015-3 B | 31,000 | 31,014 | ||||||
2016-4 A2A | 8,435 | 8,423 | ||||||
2017-1 A2A | 15,814 | 15,789 | ||||||
2017-2 C | 44,000 | 44,231 | ||||||
2017-3 B | 18,000 | 17,846 | ||||||
2017-4 C | 56,000 | 55,821 | ||||||
2017-4 D | 83,000 | 82,678 | ||||||
Ares XXXIII CLO Ltd. 2.845% (LIBOR 3 Month + 1.35%) due 12/5/2025(2)(3) | 250,000 | 251,849 | ||||||
December 31, 2017 | Principal Amount | Value | ||||||
Asset–Backed Securities (continued) | ||||||||
Ascentium Equipment Receivables Trust | $ | 6,443 | $ | 6,433 | ||||
2016-2A A3 | 14,000 | 13,889 | ||||||
2016-2A B | 9,000 | 8,958 | ||||||
2017-1A A2 | 41,000 | 40,941 | ||||||
2017-1A A3 | 12,000 | 11,963 | ||||||
Atrium XIII 2.621% (LIBOR 3 Month + 1.18%) due 11/21/2030(2)(3) | 250,000 | 251,450 | ||||||
California Republic Auto Receivables Trust | 39,299 | 39,252 | ||||||
2015-2 B | 87,000 | 86,961 | ||||||
2015-3 A4 | 34,000 | 34,014 | ||||||
2015-4 A3 | 41,841 | 41,861 | ||||||
2015-4 A4 | 97,000 | 97,411 | ||||||
2016-2 B | 21,000 | 20,801 | ||||||
Capital Auto Receivables Asset Trust | 28,000 | 27,797 | ||||||
2017-1 C | 40,000 | 39,939 | ||||||
2017-1 D | 26,000 | 25,913 | ||||||
Capital One Multi-Asset Execution Trust | 31,000 | 31,242 | ||||||
2017-A6 A6 | 76,000 | 75,473 | ||||||
CarMax Auto Owner Trust | 40,000 | 39,847 | ||||||
2016-4 A2 | 8,074 | 8,057 | ||||||
Chrysler Capital Auto Receivables Trust | 5,511 | 5,510 | ||||||
2014-BA D | 17,000 | 17,115 | ||||||
2016-AA C | 6,000 | 6,057 | ||||||
Citibank Credit Card Issuance Trust 2.155% (LIBOR 1 Month + 0.62%) due 4/22/2026(3) | 60,000 | 60,687 | ||||||
The accompanying notes are an integral part of these financial statements. | 7 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Asset–Backed Securities (continued) | ||||||||
CNH Equipment Trust | $ | 65,000 | $ | 64,888 | ||||
2016-A A2B 1.997% (LIBOR 1 Month + 0.52%) due 7/15/2019(3) | 2,466 | 2,467 | ||||||
Conn Funding II LP | 100,000 | 99,968 | ||||||
CPS Auto Trust | 92,316 | 92,167 | ||||||
Dell Equipment Finance Trust | 28,090 | 28,075 | ||||||
DLL Securitization Trust | 100,000 | 99,699 | ||||||
Drive Auto Receivables Trust | ||||||||
2015-BA C | 45,959 | 46,109 | ||||||
2016-BA D | 41,000 | 42,151 | ||||||
2016-CA B | 14,000 | 14,019 | ||||||
2016-CA C | 37,000 | 37,279 | ||||||
2016-CA D | 14,000 | 14,378 | ||||||
2017-2 A2A | 41,737 | 41,722 | ||||||
2017-2 A3 | 62,000 | 61,952 | ||||||
2017-3 C | 62,000 | 62,031 | ||||||
2017-AA B | 32,000 | 32,089 | ||||||
2017-AA D | 26,000 | 26,655 | ||||||
First Investors Auto Owner Trust 2016-2A A1 | 9,673 | 9,655 | ||||||
2017-1A A1 | 27,550 | 27,484 | ||||||
2017-2A A1 | 93,873 | 93,754 | ||||||
2017-3A A2 | 24,000 | 23,899 | ||||||
2017-3A B | 10,000 | 9,952 | ||||||
Flagship Credit Auto Trust | 33,072 | 32,991 | ||||||
2017-3 A | 34,122 | 34,031 | ||||||
2017-3 B | 20,000 | 19,918 | ||||||
December 31, 2017 | Principal Amount | Value | ||||||
Asset–Backed Securities (continued) | ||||||||
Ford Credit Auto Owner Trust | $ | 12,192 | $ | 12,186 | ||||
2016-C A2A | 16,865 | 16,822 | ||||||
Ford Credit Floorplan Master Owner Trust A | 25,000 | 24,996 | ||||||
Foursight Capital Automobile Receivables Trust | 56,841 | 56,879 | ||||||
GM Financial Consumer Automobile 2017-1A B | 9,000 | 8,933 | ||||||
Honda Auto Receivables Owner Trust 2014-4 A3 | 272 | 272 | ||||||
2015-1 A3 | 6,866 | 6,863 | ||||||
2016-4 A2 | 15,355 | 15,326 | ||||||
Laurel Road Prime Student Loan Trust 2017-B A1FX | 66,281 | 66,192 | ||||||
LCM XXII Ltd. 2.843% (LIBOR 3 Month + 1.48%) due 10/20/2028(2)(3) | 250,000 | 252,539 | ||||||
Mercedes-Benz Auto Receivables Trust | 67,745 | 67,592 | ||||||
2016-1 A2A | 12,368 | 12,359 | ||||||
OSCAR U.S. Funding Trust V | 25,302 | 25,300 | ||||||
Pennsylvania Higher Education Assistance Agency 1.637% (LIBOR 3 Month + 0.27%) due 4/25/2038(3) | 51,672 | 49,939 | ||||||
Santander Drive Auto Receivables Trust | 27,050 | 27,079 | ||||||
2014-4 C | 20,495 | 20,539 | ||||||
2015-4 C | 29,000 | 29,200 | ||||||
2016-3 A2 | 26,761 | 26,751 | ||||||
2016-3 B | 12,000 | 11,974 | ||||||
2017-2 D | 54,000 | 54,540 | ||||||
2017-3 C | 12,000 | 12,007 | ||||||
8 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Asset–Backed Securities (continued) | ||||||||
SoFi Professional Loan Program LLC 2017-E A2B | $ | 100,000 | $ | 99,509 | ||||
SunTrust Auto Receivables Trust 2015-1A A3 | 12,777 | 12,772 | ||||||
Synchrony Credit Card Master Note Trust 2017-2 A | 100,000 | 99,970 | ||||||
TCF Auto Receivables Owner Trust 2014-1A A4 | 20,081 | 20,067 | ||||||
2016-1A A2 | 8,467 | 8,461 | ||||||
2016-1A B | 69,000 | 67,909 | ||||||
2016-PT1A B | 23,000 | 22,780 | ||||||
Volvo Financial Equipment LLC 2015-1A A4 | 50,000 | 49,956 | ||||||
Westlake Automobile Receivables Trust 2016-2A A2 | 8,436 | 8,433 | ||||||
2016-3A B | 10,000 | 9,969 | ||||||
World Financial Network Credit Card Master Trust | 229,000 | 228,953 | ||||||
2015-A A 1.957% (LIBOR 1 Month + 0.48%) due 2/15/2022(3) | 125,000 | 125,100 | ||||||
2017-B A | 80,000 | 79,686 | ||||||
2017-C A | 91,000 | 90,609 | ||||||
2017-C M | 40,000 | 39,865 | ||||||
Total Asset–Backed Securities (Cost $4,379,187) | 4,379,527 | |||||||
Corporate Bonds & Notes – 27.2% | ||||||||
Aerospace & Defense – 0.1% | ||||||||
Embraer S.A. | 15,000 | 16,013 | ||||||
|
| |||||||
16,013 | ||||||||
Auto Manufacturers – 0.9% | ||||||||
Ford Motor Co. | 65,000 | 84,969 | ||||||
General Motors Co. | 69,000 | 84,069 | ||||||
Tesla, Inc. | 49,000 | 46,795 | ||||||
|
| |||||||
215,833 |
December 31, 2017 | Principal Amount | Value | ||||||
Auto Parts & Equipment – 0.3% | ||||||||
American Axle & Manufacturing, Inc. | $ | 66,000 | $ | 69,465 | ||||
|
| |||||||
69,465 | ||||||||
Beverages – 0.3% | ||||||||
Anheuser-Busch InBev Finance, Inc. | 50,000 | 55,907 | ||||||
|
| |||||||
55,907 | ||||||||
Building Materials – 0.2% | ||||||||
Standard Industries, Inc. | 52,000 | 55,510 | ||||||
|
| |||||||
55,510 | ||||||||
Chemicals – 0.4% | ||||||||
Blue Cube Spinco, Inc. | 22,000 | 26,400 | ||||||
GCP Applied Technologies, Inc. | 10,000 | 11,100 | ||||||
Rain CII Carbon LLC / CII Carbon Corp. | 39,000 | 42,461 | ||||||
The Chemours Co. | 19,000 | 20,615 | ||||||
|
| |||||||
100,576 | ||||||||
Coal – 0.3% | ||||||||
Peabody Energy Corp. | 10,000 | 10,375 | ||||||
6.375% due 3/31/2025(2) | 53,000 | 55,120 | ||||||
|
| |||||||
65,495 | ||||||||
Commercial Banks – 6.5% | ||||||||
Bank of America Corp. 3.593% (LIBOR 3 Month + 1.37%) due 7/21/2028(3) | 45,000 | 45,741 | ||||||
3.824% (LIBOR 3 Month + 1.575%) due 1/20/2028(3) | 44,000 | 45,512 | ||||||
3.95% due 4/21/2025 | 25,000 | 25,853 | ||||||
4.00% due 1/22/2025 | 77,000 | 80,108 | ||||||
Bank of Montreal | 168,000 | 167,767 | ||||||
Citigroup, Inc. 3.887% (LIBOR 3 Month + 1.563%) due 1/10/2028(3) | 66,000 | 68,315 | ||||||
4.45% due 9/29/2027 | 36,000 | 38,113 | ||||||
HBOS PLC | 35,000 | 40,850 | ||||||
JPMorgan Chase & Co. 3.782% (LIBOR 3 Month + 1.337%) due 2/1/2028(3) | 110,000 | 113,988 | ||||||
Morgan Stanley | 31,000 | 31,727 | ||||||
4.00% due 7/23/2025 | 65,000 | 68,058 | ||||||
Popular, Inc. | 25,000 | 26,000 | ||||||
Santander U.K. PLC | 87,000 | 112,960 | ||||||
The Goldman Sachs Group, Inc. 2.908% (LIBOR 3 Month + 1.053%) due 6/5/2023(3) | 66,000 | 65,561 | ||||||
The accompanying notes are an integral part of these financial statements. | 9 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Commercial Banks (continued) | ||||||||
6.25% due 2/1/2041 | $ | 55,000 | $ | 74,118 | ||||
6.75% due 10/1/2037 | 5,000 | 6,693 | ||||||
The Toronto-Dominion Bank | 202,000 | 201,495 | ||||||
3.625% (5 Year USD Swap + 2.205%) due 9/15/2031(3) | 49,000 | 48,874 | ||||||
Wachovia Corp. | 106,000 | 135,419 | ||||||
Wells Fargo & Co. | 62,000 | 60,770 | ||||||
Westpac Banking Corp. 4.322% (5 Year USD ICE Swap + 2.236%) due 11/23/2031(3) | 31,000 | 31,940 | ||||||
|
| |||||||
1,489,862 | ||||||||
Commercial Services – 0.5% | ||||||||
Rent-A-Center, Inc. | 35,000 | 33,075 | ||||||
The Brink’s Co. | 56,000 | 54,880 | ||||||
United Rentals North America, Inc. | 34,000 | 34,170 | ||||||
|
| |||||||
122,125 | ||||||||
Computers – 0.3% | ||||||||
Dell International LLC / EMC Corp. | 17,000 | 17,213 | ||||||
5.45% due 6/15/2023(2) | 16,000 | 17,290 | ||||||
6.02% due 6/15/2026(2) | 25,000 | 27,565 | ||||||
8.35% due 7/15/2046(2) | 12,000 | 15,463 | ||||||
|
| |||||||
77,531 | ||||||||
Diversified Financial Services – 1.2% | ||||||||
Affiliated Managers Group, Inc. | 25,000 | 26,360 | ||||||
Discover Financial Services | 40,000 | 40,973 | ||||||
International Lease Finance Corp. | 55,000 | 57,244 | ||||||
Nationstar Mortgage LLC / Nationstar Capital Corp. | 11,000 | 11,234 | ||||||
Navient Corp. | 15,000 | 15,187 | ||||||
6.625% due 7/26/2021 | 28,000 | 29,540 | ||||||
Neuberger Berman Group LLC / Neuberger Berman Finance Corp. | 23,000 | 23,454 | ||||||
OM Asset Management PLC | 25,000 | 25,885 | ||||||
Quicken Loans, Inc. | 41,000 | 40,475 | ||||||
|
| |||||||
270,352 | ||||||||
Electric – 0.9% | ||||||||
Appalachian Power Co. | 23,000 | 32,744 | ||||||
Dominion Energy, Inc. | 30,000 | 41,432 | ||||||
December 31, 2017 | Principal Amount | Value | ||||||
Electric (continued) | ||||||||
Dynegy, Inc. | $ | 32,000 | $ | 34,320 | ||||
Exelon Generation Co. LLC | 45,000 | 49,341 | ||||||
Massachusetts Electric Co. | 20,000 | 21,237 | ||||||
South Carolina Electric & Gas Co. | 11,000 | 13,749 | ||||||
6.625% due 2/1/2032 | 15,000 | 18,999 | ||||||
|
| |||||||
211,822 | ||||||||
Entertainment – 0.7% | ||||||||
Cedar Fair LP / Canada’s Wonderland Co. / Magnum Management Corp. / Millennium Operations LLC | 44,000 | 46,200 | ||||||
Eldorado Resorts, Inc. | 31,000 | 32,395 | ||||||
Jacobs Entertainment, Inc. | 30,000 | 32,100 | ||||||
Mohegan Gaming & Entertainment | 59,000 | 60,475 | ||||||
|
| |||||||
171,170 | ||||||||
Food – 0.1% | ||||||||
Arcor SAIC | 13,000 | 13,796 | ||||||
|
| |||||||
13,796 | ||||||||
Healthcare-Services – 0.9% | ||||||||
Ascension Health | 18,000 | 19,033 | ||||||
HCA, Inc. | 26,000 | 25,935 | ||||||
7.50% due 11/6/2033 | 10,000 | 11,200 | ||||||
Kaiser Foundation Hospitals | 24,000 | 25,933 | ||||||
MPH Acquisition Holdings LLC | 20,000 | 21,300 | ||||||
NYU Hospitals Center | 6,000 | 6,465 | ||||||
The New York and Presbyterian Hospital | 35,000 | 36,763 | ||||||
WellCare Health Plans, Inc. | 56,000 | 59,080 | ||||||
|
| |||||||
205,709 | ||||||||
Home Builders – 0.6% | ||||||||
AV Homes, Inc. | 31,000 | 32,589 | ||||||
Century Communities, Inc. | 24,000 | 24,120 | ||||||
PulteGroup, Inc. | 36,000 | 45,180 | ||||||
TRI Pointe Group, Inc. | 19,000 | 19,488 | ||||||
William Lyon Homes, Inc. | 19,000 | 19,404 | ||||||
|
| |||||||
140,781 |
10 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Household Products & Wares – 0.4% | ||||||||
Kimberly-Clark de Mexico S.A.B. de C.V. | $ | 100,000 | $ | 101,565 | ||||
|
| |||||||
101,565 | ||||||||
Insurance – 0.7% | ||||||||
American International Group, Inc. | 26,000 | 28,755 | ||||||
Lincoln National Corp. | 11,000 | 14,179 | ||||||
Teachers Insurance & Annuity Association of America | 43,000 | 49,187 | ||||||
Unum Group | 15,000 | 18,355 | ||||||
Willis North America, Inc. | 50,000 | 53,623 | ||||||
|
| |||||||
164,099 | ||||||||
Internet – 0.7% | ||||||||
Amazon.com, Inc. | 55,000 | 55,083 | ||||||
4.80% due 12/5/2034 | 38,000 | 44,602 | ||||||
Expedia, Inc. | 24,000 | 23,191 | ||||||
Netflix, Inc. | 47,000 | 45,942 | ||||||
|
| |||||||
168,818 | ||||||||
Iron & Steel – 0.2% | ||||||||
Cleveland-Cliffs, Inc. | 25,000 | 23,781 | ||||||
Vale Overseas Ltd. | 11,000 | 13,489 | ||||||
|
| |||||||
37,270 | ||||||||
Leisure Time – 0.8% | ||||||||
Carnival PLC | 25,000 | 32,970 | ||||||
Royal Caribbean Cruises Ltd. | 40,000 | 51,612 | ||||||
Silversea Cruise Finance Ltd. | 42,000 | 45,255 | ||||||
Viking Cruises Ltd. | 46,000 | 46,805 | ||||||
|
| |||||||
176,642 | ||||||||
Machinery-Construction & Mining – 0.2% | ||||||||
BlueLine Rental Finance Corp. / BlueLine Rental LLC | 48,000 | 51,240 | ||||||
|
| |||||||
51,240 | ||||||||
Machinery-Diversified – 0.2% | ||||||||
SPX FLOW, Inc. | 47,000 | 49,468 | ||||||
|
| |||||||
49,468 |
December 31, 2017 | Principal Amount | Value | ||||||
Media – 1.5% | ||||||||
21st Century Fox America, Inc. | $ | 20,000 | $ | 31,728 | ||||
Block Communications, Inc. | 31,000 | 32,473 | ||||||
CCO Holdings LLC / CCO Holdings Capital Corp. | 20,000 | 20,775 | ||||||
Comcast Corp. | 64,000 | 64,475 | ||||||
3.969% due 11/1/2047 | 49,000 | 50,621 | ||||||
Cox Communications, Inc. | 35,000 | 49,247 | ||||||
DISH DBS Corp. | 34,000 | 35,743 | ||||||
Time Warner Cable LLC | 26,000 | 32,590 | ||||||
Time Warner Entertainment Co. LP | 18,000 | 24,766 | ||||||
|
| |||||||
342,418 | ||||||||
Metal Fabricate & Hardware – 0.0% | ||||||||
Grinding Media, Inc. / Moly-Cop AltaSteel Ltd. | 9,000 | 9,663 | ||||||
|
| |||||||
9,663 | ||||||||
Mining – 0.7% | ||||||||
Aleris International, Inc. | 11,000 | 11,605 | ||||||
Barrick North America Finance LLC | 13,000 | 17,951 | ||||||
Freeport-McMoRan, Inc. | 51,000 | 50,745 | ||||||
Glencore Finance Canada Ltd. | 25,000 | 27,624 | ||||||
Hudbay Minerals, Inc. | 3,000 | 3,180 | ||||||
7.625% due 1/15/2025(2) | 5,000 | 5,475 | ||||||
Teck Resources Ltd. | 34,000 | 35,489 | ||||||
|
| |||||||
152,069 | ||||||||
Miscellaneous Manufacturing – 0.2% | ||||||||
Bombardier, Inc. | 33,000 | 33,257 | ||||||
Koppers, Inc. | 20,000 | 21,200 | ||||||
|
| |||||||
54,457 | ||||||||
Oil & Gas – 2.4% | ||||||||
Carrizo Oil & Gas, Inc. | 10,000 | 10,375 | ||||||
Cenovus Energy, Inc. | 15,000 | 15,785 | ||||||
Continental Resources, Inc. | 48,000 | 47,460 | ||||||
Eni S.p.A. | 100,000 | 108,792 | ||||||
The accompanying notes are an integral part of these financial statements. | 11 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Oil & Gas (continued) | ||||||||
EP Energy LLC / Everest Acquisition Finance, Inc. | $ | 33,000 | $ | 34,072 | ||||
Halcon Resources Corp. | 32,000 | 33,280 | ||||||
Kerr-McGee Corp. | 20,000 | 26,573 | ||||||
Petrobras Global Finance B.V. | ||||||||
4.375% due 5/20/2023 | 18,000 | 17,801 | ||||||
7.25% due 3/17/2044 | 26,000 | 27,040 | ||||||
Petroleos Mexicanos | 19,000 | 18,966 | ||||||
Precision Drilling Corp. | 6,000 | 6,300 | ||||||
Sanchez Energy Corp. | 44,000 | 37,180 | ||||||
SM Energy Co. | 25,000 | 24,250 | ||||||
6.50% due 1/1/2023 | 71,000 | 72,420 | ||||||
Valero Energy Corp. | 15,000 | 25,667 | ||||||
WPX Energy, Inc. | 27,000 | 26,907 | ||||||
6.00% due 1/15/2022 | 5,000 | 5,225 | ||||||
YPF S.A. | 14,000 | 16,240 | ||||||
|
| |||||||
554,333 | ||||||||
Oil & Gas Services – 0.8% | ||||||||
Baker Hughes a GE Co. LLC / Baker Hughes Co-Obligor, Inc. | 46,000 | 45,923 | ||||||
Halliburton Co. | 17,000 | 24,310 | ||||||
National Oilwell Varco, Inc. | 18,000 | 15,876 | ||||||
Schlumberger Investment S.A. | 35,000 | 36,847 | ||||||
Transocean Proteus Ltd. | 24,300 | 25,484 | ||||||
Trinidad Drilling Ltd. | 14,000 | 13,300 | ||||||
Weatherford International Ltd. | 32,000 | 32,320 | ||||||
|
| |||||||
194,060 | ||||||||
Pharmaceuticals – 0.2% | ||||||||
Teva Pharmaceutical Finance Netherlands III B.V. | 24,000 | 21,923 | ||||||
Valeant Pharmaceuticals International, Inc. | 7,000 | 6,842 | ||||||
7.50% due 7/15/2021(2) | 5,000 | 5,088 | ||||||
|
| |||||||
33,853 |
December 31, 2017 | Principal Amount | Value | ||||||
Pipelines – 0.5% | ||||||||
Cheniere Corpus Christi Holdings LLC | $ | 31,000 | $ | 32,066 | ||||
Kinder Morgan, Inc. | 65,000 | 83,938 | ||||||
|
| |||||||
116,004 | ||||||||
Real Estate – 0.1% | ||||||||
CBRE Services, Inc. | 10,000 | 10,834 | ||||||
|
| |||||||
10,834 | ||||||||
Real Estate Investment Trusts – 1.7% | ||||||||
Boston Properties LP | 37,000 | 36,882 | ||||||
3.85% due 2/1/2023 | 110,000 | 114,595 | ||||||
EPR Properties | 22,000 | 22,582 | ||||||
5.25% due 7/15/2023 | 50,000 | 53,206 | ||||||
Equinix, Inc. | 35,000 | 37,581 | ||||||
Goodman U.S. Finance Four LLC | 20,000 | 20,669 | ||||||
Goodman U.S. Finance Three LLC | 17,000 | 16,869 | ||||||
Kilroy Realty LP | 10,000 | 10,885 | ||||||
MGM Growth Properties Operating Partnership LP / MGP Finance Co-Issuer, Inc. | 15,000 | 15,975 | ||||||
Physicians Realty LP | 10,000 | 10,175 | ||||||
VEREIT Operating Partnership LP | 60,000 | 60,288 | ||||||
|
| |||||||
399,707 | ||||||||
Retail – 0.4% | ||||||||
FirstCash, Inc. | 17,000 | 17,722 | ||||||
JC Penney Corp., Inc. | 36,000 | 33,975 | ||||||
The Men’s Wearhouse, Inc. | 35,000 | 35,133 | ||||||
|
| |||||||
86,830 | ||||||||
Software – 0.1% | ||||||||
First Data Corp. | 31,000 | 32,085 | ||||||
|
| |||||||
32,085 | ||||||||
Telecommunications – 0.9% | ||||||||
AT&T, Inc. | 33,000 | 33,727 | ||||||
5.15% due 2/14/2050 | 6,000 | 6,075 | ||||||
6.00% due 8/15/2040 | 60,000 | 67,901 | ||||||
Sprint Corp. | 30,000 | 30,525 | ||||||
Verizon Communications, Inc. | 75,000 | 78,122 | ||||||
|
| |||||||
216,350 |
12 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Transportation – 0.2% | ||||||||
XPO Logistics, Inc. | $ | 32,000 | $ | 33,840 | ||||
|
| |||||||
33,840 | ||||||||
Water – 0.1% | ||||||||
Aquarion Co. | 25,000 | 26,071 | ||||||
|
| |||||||
26,071 | ||||||||
Total Corporate Bonds & Notes (Cost $6,182,224) | 6,293,623 | |||||||
Municipals – 0.3% | ||||||||
District of Columbia Build America Bonds | 50,000 | 61,794 | ||||||
Total Municipals (Cost $61,885) | 61,794 | |||||||
Non–Agency Mortgage–Backed Securities – 3.8% | ||||||||
Caesars Palace Las Vegas Trust | ||||||||
2017-VICI A | 92,000 | 94,072 | ||||||
2017-VICI B | 57,000 | 58,413 | ||||||
CCUBS Commercial Mortgage Trust 2017-C1 B | 31,000 | 31,905 | ||||||
CFCRE Commercial Mortgage Trust 2017-C8 B | 12,000 | 12,225 | ||||||
Citigroup Commercial Mortgage Trust 2016-GC36 D | 135,000 | 102,004 | ||||||
Commercial Mortgage Trust 2015-PC1 B | 100,000 | 102,163 | ||||||
2015-PC1 D | 33,000 | 26,503 | ||||||
2016-SAVA A | 98,805 | 98,911 | ||||||
GS Mortgage Securities Corp. II 2017-GS8 B | 76,000 | 78,674 | ||||||
JPMBB Commercial Mortgage Securities Trust | 13,000 | 12,658 | ||||||
JPMCC Commercial Mortgage Securities Trust | 17,000 | 17,389 | ||||||
Morgan Stanley Capital Barclays Bank Trust | 100,000 | 98,538 | ||||||
2016-MART XCP | 5,633,000 | 13,446 | ||||||
Morgan Stanley Capital I, Inc. 2017-HR2 B | 33,000 | 34,027 | ||||||
December 31, 2017 | Principal Amount | Value | ||||||
Non–Agency Mortgage–Backed Securities (continued) | ||||||||
UBS Commercial Mortgage Trust | $ | 37,000 | $ | 38,119 | ||||
2017-C6 B | 21,000 | 21,639 | ||||||
Wells Fargo Commercial Mortgage Trust | 36,000 | 37,047 | ||||||
Total Non–Agency Mortgage–Backed Securities (Cost $877,554) | 877,733 | |||||||
Foreign Government – 5.9% | ||||||||
Argentine Republic Government International Bond | USD | 42,000 | 45,885 | |||||
8.28% due 12/31/2033 | USD | 50,473 | 59,508 | |||||
Japan Bank for International Cooperation | USD | 200,000 | 198,472 | |||||
2.125% due 11/16/2020 | USD | 760,000 | 753,540 | |||||
Mexico Government International Bond | USD | 66,000 | 69,069 | |||||
Province of Quebec Canada | USD | 195,000 | 193,386 | |||||
Provincia de Buenos Aires Argentina | USD | 15,000 | 16,114 | |||||
Romanian Government International Bond | USD | 8,000 | 10,319 | |||||
Uruguay Government International Bond | USD | 18,000 | 19,521 | |||||
7.875% due 1/15/2033 | USD | 3,000 | 4,298 | |||||
Total Foreign Government (Cost $1,371,714) | 1,370,112 | |||||||
U.S. Government Securities – 34.2% | ||||||||
U.S. Treasury Bonds | 251,000 | 251,314 | ||||||
2.75% due 11/15/2047 | 58,000 | 58,095 | ||||||
3.00% due 5/15/2047 | 760,000 | 799,039 | ||||||
3.75% due 11/15/2043 | 262,000 | 312,179 | ||||||
U.S. Treasury Inflation Indexed Notes (TIPS) | 467,583 | 464,290 | ||||||
0.625% due 1/15/2026 | 185,823 | 188,798 | ||||||
U.S. Treasury Notes | 2,144,000 | 2,132,777 | ||||||
1.75% due 11/30/2019 | 59,000 | 58,853 | ||||||
1.875% due 4/30/2022 | 40,000 | 39,522 | ||||||
1.875% due 9/30/2022 | 3,169,000 | 3,123,074 | ||||||
2.25% due 11/15/2027 | 473,000 | 466,330 | ||||||
Total U.S. Government Securities (Cost $7,909,683) | 7,894,271 |
The accompanying notes are an integral part of these financial statements. | 13 |
Table of Contents
SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017 | Principal Amount | Value | ||||||
Short–Term Investment – 2.1% | ||||||||
Repurchase Agreements – 2.1% | ||||||||
Fixed Income Clearing Corp., 0.20%, dated 12/29/2017, proceeds at maturity value of $499,011, due 1/2/2018(6) | $ | 499,000 | $ | 499,000 | ||||
Total Repurchase Agreements (Cost $499,000) | 499,000 | |||||||
Total Investments(7) – 108.7% (Cost $25,023,448) | 25,109,029 | |||||||
Liabilities in excess of other assets – (8.7)% | (2,013,220 | ) | ||||||
Total Net Assets – 100.0% | $ | 23,095,809 |
(1) | TBA – To be announced. |
(2) | Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2017, the aggregate market value of these securities amounted to |
$5,092,625, representing 22.0% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees. |
(3) | Variable rate securities, which may include step-up bonds or adjustable rate mortgages. The rate shown is the rate in effect at December 31, 2017. |
(4) | Variable coupon rate based on weighted average interest rate of underlying mortgages. |
(5) | Interest only security. |
(6) | The table below presents collateral for repurchase agreements. |
Security | Coupon | Maturity Date | Principal Amount | Value | ||||||||||||
U.S. Treasury Note | 2.25% | 1/31/2024 | $ | 510,000 | $ | 512,799 |
(7) | A portion of the securities in the Fund is segregated to cover to be announced securities (TBA). |
Legend:
LIBOR — London Interbank Offered Rate
TIPS — Treasury Inflation Protected Security
USD — United States Dollar
The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.
Valuation Inputs | ||||||||||||||||
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Agency Mortgage–Backed Securities | $ | — | $ | 3,732,969 | $ | — | $ | 3,732,969 | ||||||||
Asset–Backed Securities | — | 4,379,527 | — | 4,379,527 | ||||||||||||
Corporate Bonds & Notes | — | 6,293,623 | — | 6,293,623 | ||||||||||||
Municipals | — | 61,794 | — | 61,794 | ||||||||||||
Non–Agency Mortgage–Backed Securities | — | 877,733 | — | 877,733 | ||||||||||||
Foreign Government | — | 1,370,112 | — | 1,370,112 | ||||||||||||
U.S. Government Securities | — | 7,894,271 | — | 7,894,271 | ||||||||||||
Repurchase Agreements | — | 499,000 | — | 499,000 | ||||||||||||
Total | $ | — | $ | 25,109,029 | $ | — | $ | 25,109,029 |
14 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
The accompanying notes are an integral part of these financial statements. | 15 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
For the Year Ended 12/31/17 | For the Period Ended 12/31/161 | |||||||
| ||||||||
Operations | ||||||||
Net investment income/(loss) | $ | 502,977 | $ | 84,720 | ||||
Net realized gain/(loss) from investments | 93,000 | (278,524 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | 466,851 | (381,270 | ) | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Operations | 1,062,828 | (575,074 | ) | |||||
|
|
|
| |||||
Capital Share Transactions | ||||||||
Proceeds from sales of shares | 7,568,880 | 25,462,657 | ||||||
Cost of shares redeemed | (10,423,482 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets Resulting from Capital Share | (2,854,602 | ) | 25,462,657 | |||||
|
|
|
| |||||
Net Increase/(Decrease) in Net Assets | (1,791,774 | ) | 24,887,583 | |||||
|
|
|
| |||||
Net Assets | ||||||||
Beginning of period | 24,887,583 | — | ||||||
|
|
|
| |||||
End of period | $ | 23,095,809 | $ | 24,887,583 | ||||
|
|
|
| |||||
Accumulated Net Investment Income Included in Net Assets | $ | 587,697 | $ | 84,720 | ||||
|
|
|
| |||||
Other Information: | ||||||||
Shares | ||||||||
Sold | 771,669 | 2,557,674 | ||||||
Redeemed | (1,037,312 | ) | — | |||||
|
|
|
| |||||
Net Increase/(Decrease) | (265,643 | ) | 2,557,674 | |||||
|
|
|
| |||||
1 | Commenced operations on September 1, 2016. |
16 | The accompanying notes are an integral part of these financial statements. |
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This Page Intentionally Left Blank
17 |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.
Per Share Operating Performance | ||||||||||||||||||||||||
Net Asset Value, | Net Investment Income2 | Net Realized and Unrealized Gain/(Loss) | Total Operations | Net Asset Value, End of Period | Total Return3 | |||||||||||||||||||
Year Ended 12/31/17 | $ | 9.73 | $ | 0.17 | $ | 0.18 | $ | 0.35 | $ | 10.08 | 3.60 | % | ||||||||||||
Period Ended 12/31/161 | 10.00 | 0.04 | (0.31 | ) | (0.27 | ) | 9.73 | (2.70 | )%5 |
18 | The accompanying notes are an integral part of these financial statements. |
Table of Contents
FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
Ratios/Supplemental Data | ||||||||||||||||||||||
Net Assets, End of Period (000s) | Net Ratio of Expenses to Average Net Assets4 | Gross Ratio of Expenses to Average Net Assets | Net Ratio of Net Investment Income to Average Net Assets4 | Gross Ratio of Net Investment Income/(Loss) to Average Net Assets | Portfolio Turnover Rate | |||||||||||||||||
$ | 23,096 | 0.81% | 1.77% | 1.69% | 0.73% | 409% | ||||||||||||||||
24,888 | 0.81% | 5 | 2.54% | 5 | 1.18% | 5 | (0.55)% | 5 | 107% | 5 |
1 | Commenced operations on September 1, 2016. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations. |
5 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized. |
The accompanying notes are an integral part of these financial statements. | 19 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
December 31, 2017
1. Organization
Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Core Plus Fixed Income VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Trust has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly-owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
The Fund seeks income and capital appreciation to produce a high total return.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations The valuations of debt securities for which quoted bid prices are readily available are valued at the bid price by independent pricing services (each, a “Service”). Debt securities for which quoted bid prices are not readily available are valued by a Service at the evaluated bid price provided by the Service or the bid price provided by an independent broker-dealer or at a calculated price
based on the spread to an appropriate benchmark provided by such broker-dealer. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable or for which a Service or independent broker-dealer does not provide a valuation are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.
Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events, and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.
Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.
20 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.
• | Level 1 — unadjusted inputs using quoted prices in active markets for identical investments. |
• | Level 2 — other significant observable inputs, including, but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs. |
• | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input; both individually and in aggregate, that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2017, there were no transfers among any levels.
In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2017 is included in the Schedule of Investments.
Investments Investments whose values are based on quoted market prices in active markets, and are
therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2017, the Fund had no securities classified as Level 3.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2017, the Fund did not hold any derivatives.
21 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
c. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. There were no futures contracts held as of December 31, 2017.
d. Credit Derivatives The Fund may enter into credit derivatives, including credit default swaps on individual obligations or credit indices. The Fund may use these investments (i) as alternatives to direct long or short investment in a particular security or securities, (ii) to adjust the Fund’s asset allocation or risk exposure, or (iii) for hedging purposes. The use by the Fund of credit default swaps may have the effect of creating a short position in a security. Credit derivatives can create investment leverage and may create additional investment risks that may subject the Fund to greater volatility than investments in more traditional securities, as described in the Statement of Additional Information.
The Fund may enter into credit default swap agreements either as a buyer or seller. The Fund may buy protection under a credit default swap to attempt to mitigate the risk of default or credit quality deterioration in one or more individual holdings or in a segment of the fixed income securities market. The Fund may sell protection under a credit default swap in an attempt to gain exposure to an underlying issuer’s credit quality characteristics without investing directly in that issuer.
For swaps entered with an individual counterparty, the Fund bears the risk of loss of the uncollateralized amount expected to be received under a credit default swap agreement in the event of the default or bankruptcy of the counterparty. Credit default swap agreements are generally valued at a price at which
the counterparty to such agreement would terminate the agreement. The Fund may also enter into cleared swaps.
In entering into swap contracts, the Fund is required to deposit with the broker (or for the benefit of the broker), either in cash or securities, an amount equal to a percentage of the notional value of the contract. Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the swap contracts and may realize a loss.
The Fund enters into credit default swaps primarily for asset allocation and risk exposure management. There were no credit default swaps held as of December 31, 2017.
e. Options Transactions The Fund can write (sell) put and call options on securities and indexes to earn premiums, for hedging purposes, for risk management purposes or otherwise as part of its investment strategies. In writing options, the Fund is required to deposit with the broker or counterparty, either in cash or securities, an amount equal to a percentage of the face value of the options. When an option is written, the premium received is recorded as an asset with an equal liability that is subsequently marked to market to reflect the market value of the written option. These liabilities, if any, are reflected as written options, at value, in the Fund’s Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchased transactions, as a realized loss. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. Exercise of a written option could result in the Fund purchasing or selling a security at a price different from its current market value. There were no options transactions as of December 31, 2017.
22 |
Table of Contents
NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND
f. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.
g. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than series-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.
3. Transactions with Affiliates
a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.45% of the first $300 million, and 0.40% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.
Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.81% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2017, Park Avenue waived fees and/or paid Fund expenses in the amount of $284,497.
Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in
effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2017 are as follows:
Potential Recoupment Amounts Expiring | ||||||||
Total Potential | 12/31/2020 | 12/31/2019 | ||||||
$429,718 | $ | 284,497 | $ | 145,221 |
Park Avenue has entered into a Sub-Advisory Agreement with Lord, Abbett & Co. LLC (“Lord Abbett”). Lord Abbett is responsible for providing day-to-day investment advisory services to the Fund, subject to the supervision of Park Avenue and the oversight of the Board of Trustees. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund, except for the Chief Compliance Officer of the Trust. Trustees of the Trust who are not interested persons of the Trust, and the Chief Compliance Officer of the Trust, receive compensation and reimbursement of expenses from the Trust.
c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2017, the Fund paid distribution fees in the amount of $74,340 to PAS.
PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.
4. Federal Income Taxes
a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains,
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losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.
5. Investments
a. Investment Purchases and Sales The cost of investments and U.S. government agency obligations purchased and the proceeds from U.S. government agency obligations and other investments sold (excluding short-term investments and to be announced (TBA) securities) for the year ended December 31, 2017, were as follows:
Other Investments | U.S. Government and Agency Obligations | |||||||
Purchases | $ | 19,193,028 | $ | 91,030,928 | ||||
Sales | 15,968,911 | 90,967,720 |
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the
interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.
e. Securities Purchased on a When-Issued or Delayed-Delivery Basis The Fund may purchase securities on a when-issued or delayed-delivery basis, with payment and delivery scheduled for a future date. These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than at the trade date purchase price. Although the Fund will generally enter into these transactions with the intention of taking delivery of the securities, it may sell the securities before the settlement date. Assets will be segregated when a fund agrees to purchase on a when-issued or delayed-delivery basis. These transactions may create investment leverage.
f. Restricted and Illiquid Securities A restricted security cannot be resold to the general public without prior registration under the Securities Act of 1933, as amended (except pursuant to an applicable exemption). The values of these securities may be highly volatile. If the security is subsequently registered and resold, the issuer would typically bear the expense of all registrations at no cost to the Fund. Restricted and illiquid securities are valued according to the guidelines and procedures adopted by the Trust’s Board of Trustees and are noted, if any, in the Fund’s Schedule of Investments. As of December 31, 2017, the Fund did not hold any restricted or illiquid securities.
g. Below Investment Grade Securities The Fund may invest in below investment grade securities (i.e. lower-quality, “junk” debt), which are subject to various risks. Lower-quality debt is considered to be speculative because it is less certain that the issuer will be able to pay interest or repay the principal than in the case of investment grade debt. These securities can involve a substantially greater risk of default than higher-rated securities, and their values can decline
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significantly over short periods of time. Lower-quality debt securities tend to be more sensitive to adverse news about their issuers, the market and the economy in general, than higher-quality debt securities. The market for these securities can be less liquid, especially during periods of recession or general market decline.
h. Mortgage- and Asset-Backed Securities The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market’s perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as “Ginnie Mae”), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as “Fannie Mae” and “Freddie Mac”), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.
i. Treasury Inflation Protected Securities Treasury inflation protected securities (“TIPS”) are debt securities issued by the U.S. Treasury whose principal and/or interest payments are adjusted for inflation, unlike debt securities that make fixed principal and interest payments. The interest rate paid by the TIPS is fixed, while the principal value rises or falls based on changes in a published Consumer Price Index (“CPI”). Thus, if inflation occurs, the principal and interest payments on TIPS are adjusted accordingly to protect investors from inflationary loss. During a deflationary period, the principal and interest payments decrease, although the TIPS principal amounts will not drop below their face amounts at maturity. In exchange for the inflation protection, the TIPS generally pay lower interest rates than typical U.S. Treasury securities. Only if inflation occurs will TIPS offer a higher real yield than a conventional Treasury bond of the same maturity.
6. Temporary Borrowings
The Fund, with other funds managed by Park Avenue, is a party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 11, 2018. The Fund did not utilize the credit facility during the year ended December 31, 2017.
7. Indemnifications
Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of Guardian Variable Products Trust and Shareholders of
Guardian Core Plus Fixed Income VIP Fund.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Core Plus Fixed Income VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2017, the related statement of operations for the year ended December 31, 2017 and the statement of changes in net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2016, including the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2017, the results of its operations for the year ended December 31, 2017, and the changes in its net assets and the financial highlights for the year ended December 31, 2017 and for the period September 1, 2016 (commencement of operations) through December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, NY
February 22, 2018
We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.
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Approval of Investment Advisory and Sub-advisory Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.
At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.
The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting
held on August 8-9, 2016, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.
At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.
In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.
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Nature, Extent and Quality of Services
The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.
The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.
In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds
or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.
Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.
Investment Performance
The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.
Costs and Profitability
The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian
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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.
The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.
The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.
In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.
The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information from certain Subadvisers, the Trustees primarily
considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.
Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.
Economies of Scale
The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.
Ancillary Benefits
The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not
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expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may
accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.
Conclusion
Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.
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Trustees and Officers Information Table
The following table provides information about the Trustees of the Trust.
Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Bruce W. Ferris† (born 1955) | Trustee | Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015). | 11 | None. | ||||
Theda R. Haber† (born 1954) | Trustee | Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011). | 11 | None. | ||||
Marshall Lux† (born 1960) | Trustee | Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014). | 11 | None. | ||||
Lisa K. Polsky† (born 1956) | Trustee | Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016). | 11 | None. | ||||
John Walters† (born 1962) | Lead Independent Trustee | Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010). | 11 | None. |
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Name and Year of Birth | Term of Office, Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | Number of Funds in Fund Complex Overseen by Trustees*** | Other Directorships Held by Trustee | ||||
Interested Trustees | ||||||||
Gordon Dinsmore** (born 1952) | Trustee | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | 11 | None. | ||||
Marc Costantini** (born 1969) | Chairman and Trustee | Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014). | 11 | None. |
* | Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004. |
** | Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates. |
*** | As of the date of this report, the Trust currently consists of 11 separate Funds. |
† | Member of the Audit Committee of the Trust. |
The following table provides information about the Officers of the Trust.
Name and Year of Birth | Position(s) Held and Length of Service* | Principal Occupation(s) During Past Five Years | ||
Gordon Dinsmore (born 1952) | President and Principal Executive Officer (Since November 2017) | Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America. | ||
John H. Walter (born 1962) | Senior Vice President, Treasurer, and Principal Financial and Accounting Officer | Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America. | ||
Harris Oliner (born 1971) | Senior Vice President and Secretary | Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto. | ||
Richard T. Potter (born 1954) | Senior Vice President and Chief Legal Officer | Vice President and Equity Counsel, The Guardian Life Insurance Company of America. | ||
Philip Stack (born 1964) | Chief Compliance Officer (Since September 2017) | Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto. | ||
James R. Anderson (born 1963) | Anti-Money Laundering Officer (Since November 2017) | Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America. | ||
Kathleen M. Moynihan (born 1966) | Senior Counsel | Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto. | ||
Maria Nydia Morrison (born 1958) | Fund Controller | Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto. | ||
Sonya L. Crosswell (born 1977) | Assistant Secretary | Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto. |
* | Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004. |
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The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
The Guardian Life Insurance Company of America New York, NY 10004-4025
PUB8167
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Item 2. | Code of Ethics. |
The registrant, as of the end of the period covered by this report, has adopted a code of ethics, as defined in this Item 2, that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments or waivers granted with respect to the Code of Ethics during the fiscal year ended December 31, 2017.
Item 3. | Audit Committee Financial Expert. |
The registrant’s board of trustees has determined that Lisa Polsky is an audit committee financial expert serving on its audit committee. This individual is “independent,” as defined by this Item 3.
Item 4. | Principal Accountant Fees and Services. |
(a)-(d)
Fees for services rendered to the registrant by its principal accountant.
Fiscal Year Ended | Audit Fees* | Audit- Related Fees | Tax Fees | All Other Fees | ||||||||||||
December 31, 2017 | $ | 338,500 | $ | — | $ | — | $ | — | ||||||||
December 31, 2016** | $ | 237,500 | $ | — | $ | — | $ | — |
* | Fees are exclusive of out-of-pocket expenses. |
** | Trust commenced operations on September 1, 2016. |
(e)(1) The registrant’s Audit Committee is required to approve at least annually all audit and non-audit services that are required to be pre-approved under paragraph (c)(7) of Rule 2-01 of Regulation S-X. In addition, pursuant to the registrant’s Audit Committee Pre-Approval Procedures, the chair of the Audit Committee, or one or more designated members of the Audit Committee, is authorized to pre-approve a proposed non-audit service, or a proposed material change in the nature or cost of any previously approved non-audit service, between meetings of the Audit Committee. Any such action shall be presented for ratification by the Audit Committee not later than its next regularly scheduled meeting.
(e)(2) With respect to the services described in (b) - (d) of this item relating to the Audit-Related Fees, Tax Fees and All Other Fees disclosed above, 0% were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not applicable.
(g) Not applicable.
(h) Not applicable.
Item 5. | Audit Committee of Listed registrants. |
Not applicable to the registrant.
Item 6. | Investments. |
(a) The Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this Form.
(b) None.
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable to the registrant.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable to the registrant.
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable to the registrant.
Item 10. | Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c) (2)(iv) of Regulation S-K (as required by Item 22(b)(15) of Schedule 14A) or this Item.
Item 11. | Controls and Procedures. |
(a) The registrant’s principal executive and principal financial officers have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c)) are effective, as of a date within 90 days of the filing date of this Form N-CSR, to provide reasonable assurance that the information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, based on their evaluation of these disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)).
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. | Exhibits. |
(a)(1) Code of ethics that is the subject of disclosure required by Item 2 is attached hereto.
(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.
(a)(3) Not applicable.
(b) Certification pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Guardian Variable Products Trust | |||||
By (Signature and Title)* | /s/ Gordon Dinsmore | |||||
Gordon Dinsmore, President | ||||||
(Principal Executive Officer) |
Date: March 7, 2018
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* | /s/ Gordon Dinsmore | |||||
Gordon Dinsmore, President | ||||||
(Principal Executive Officer) |
Date: March 7, 2018
By (Signature and Title)* | /s/ John H Walter | |||||
John H Walter, Treasurer | ||||||
(Principal Financial and Accounting Officer) |
Date: March 7, 2018