N-CSR 1 d447597dncsr.htm GOLDMAN SACHS VARIABLE INSURANCE TRUST Goldman Sachs Variable Insurance Trust

 

 

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 811-08361

 

 

Goldman Sachs Variable Insurance Trust

(Exact name of registrant as specified in charter)

 

 

71 South Wacker Drive, Chicago, Illinois 60606-6303

(Address of principal executive offices) (Zip code)

Caroline Kraus

Goldman, Sachs & Co.

200 West Street

New York, NY 10282

Copies to:

Geoffrey R.T. Kenyon, Esq.

Dechert LLP

200 Clarendon Street

27th Floor Boston, MA 02116-5021

(Name and address of agents for service)

 

 

Registrant’s telephone number, including area code: (312) 655-4400

Date of fiscal year end: December 31

Date of reporting period: December 31, 2012

 

 

 

ITEM 1. REPORTS TO STOCKHOLDERS.

 

     The Annual Reports to Stockholders are filed herewith.

 

 

 


Goldman

Sachs Variable Insurance Trust

Goldman Sachs Core Fixed Income Fund

Goldman Sachs Equity Index Fund

Goldman Sachs Government Income Fund

Goldman Sachs Growth Opportunities Fund

 

Annual Report

December 31, 2012

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Principal Investment Strategies and Risks

 

This is not a complete list of the risks that may affect the Funds. For additional information concerning the risks applicable to the Funds, please see the Funds’ Prospectuses.

Shares of the Goldman Sachs Variable Insurance Trust Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Funds are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider a Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about a Fund.

The Goldman Sachs Core Fixed Income Fund invests primarily in fixed income securities, including U.S. government securities, corporate debt securities, privately issued mortgage-backed securities and asset-backed securities. The Fund’s investments in fixed income securities are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. Any guarantee on U.S. government securities applies only to the underlying securities of the Fund if held to maturity and not to the value of the Fund’s shares. The Fund’s investments in mortgage-backed securities are also subject to prepayment risk (i.e., the risk that in a declining interest rate environment, issuers may pay principal more quickly than expected, causing the Fund to reinvest proceeds at lower prevailing interest rates). The Fund may invest in foreign and emerging markets securities, which may be more volatile and less liquid than investments in U.S. securities and will be subject to the risks of currency fluctuations and adverse economic and political developments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty; and liquidity risk (i.e., the risk that an investment may not be able to be sold without a substantial drop in price, if at all).

The Goldman Sachs Equity Index Fund attempts to replicate the aggregate price and yield performance of a benchmark index (i.e., the Standard & Poor’s 500 Index) that measures the investment returns of large capitalization stocks. The Fund’s equity investments are subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. The Fund is not actively managed, and therefore the Fund will not typically dispose of a security until the security is removed from the index. The Fund’s performance may vary substantially from the performance of the benchmark it tracks as a result of share purchases and redemptions, transaction costs, expenses and other factors.

The Goldman Sachs Government Income Fund invests primarily in U.S. government securities. The Fund’s investments in fixed income securities are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. The Fund’s net asset value and yield are not guaranteed by the U.S. government or by its agencies, instrumentalities or sponsored enterprises. Any guarantee on U.S. government securities applies only to the underlying securities of the Fund if held to maturity and not to the value of the Fund’s shares. The Fund’s investments in mortgage-backed securities are also subject to prepayment risk (i.e., the risk that in a declining interest rate environment, issuers may pay principal more quickly than expected, causing the Fund to reinvest proceeds at lower prevailing interest rates).

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; the risk of default by a counterparty; and liquidity risk.

The Goldman Sachs Growth Opportunities Fund invests primarily in U.S. equity investments with a primary focus on mid-capitalization companies. The Fund’s equity investments are subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. The securities of mid-capitalization companies involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements. Different investment styles (e.g., “growth”) tend to shift in and out of favor, and at times the Fund may underperform other funds that invest in similar asset classes.

 

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MARKET REVIEW

 

Goldman Sachs Variable Insurance Trust Funds

 

Market Review

The U.S. equity and fixed income markets generated positive returns during the 12 months ended December 31, 2012 (the “Reporting Period”).

Equity Markets

Representing the U.S. equity market, the S&P® 500 Index rose 15.96% during the Reporting Period to mark the fourth straight year of gains. The year 2012 started with the strongest first quarter since 1998 for the S&P® 500 Index. Also during the first quarter of 2012, the Dow Jones Industrial Average closed above 13,000 for the first time since May 2008, and the NASDAQ reached a new 11-year high. U.S. equities rose largely on evidence that the labor and manufacturing markets were improving. In addition, the Federal Reserve Board (the “Fed”) reaffirmed its commitment to low interest rates until at least late-2014.

U.S. equity markets slid, however, during the second quarter of 2012, when first quarter Gross Domestic Product (“GDP”) was revised down from 2.2% to 1.9%, and employment reports suggested deterioration in the labor market. Spain’s banking system bailout and increasing concerns over Europe’s financial crisis weighed on global equity markets, including the U.S. equity market, as well. At the same time, disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown.

During the summer of 2012, U.S. equity markets rallied back on more strong statements from central banks. In September, the Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015. In Europe, European Central Bank (“ECB”) president Mario Draghi voiced strong support for the euro and the European Monetary Union, which was well received by financial markets in the U.S. Continued improvements in home prices and the Fed’s commitment to buy mortgage-backed securities increased hopes of a recovery in the housing market, which helped offset the downward pressures of lackluster economic growth and a stalled labor market.

There were increasing signs of economic recovery seen early in the fourth quarter of 2012. The U.S. reported better than expected third quarter GDP growth of 2%, the 13th consecutive quarter of economic expansion, and the unemployment rate dropped to 7.8%, the lowest rate seen since January 2009. U.S. manufacturing activity increased, and the housing market showed further signs of improvement, as construction of new homes hit a four-year high. Despite this positive data, the U.S. equity market pulled back in October on some cautious corporate earnings guidance. Also pressuring the U.S. equity market were the worst storm in decades battering the East Coast and polls showing the U.S. presidential race tightening to a dead heat.

The U.S. equity market crept higher in November 2012, as election day preserved the status quo in the White House and Congress, even as the “fiscal cliff” drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December 2012, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower helped to offset increasing worries about the then-looming fiscal cliff of tax increases and spending cuts.

For the Reporting Period as a whole, all ten sectors within the S&P® 500 Index posted gains. The consistent and persistent commitment to accommodative monetary policy from the U.S. Fed and other central banks drove market-leading returns in the financials sector. The heavily weighted financials sector was also the largest positive contributor (weight times performance) to S&P® 500 Index returns. On optimism about the economy and improved consumer confidence, the consumer discretionary sector also performed well. Conversely, the energy sector posted positive returns but was comparatively weak during the Reporting Period, as oil prices remained relatively stable, balancing continued unrest in several oil-producing regions with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

All segments of the U.S. equity market advanced during the Reporting Period, with mid-cap stocks, as measured by the Russell Midcap® Index, gaining most, followed by large-cap stocks and then small-cap stocks, as measured by the Russell 1000® Index and the Russell 2000® Index, respectively, which performed similarly to each other. From a style perspective, value-oriented stocks solidly outpaced growth-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

 

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MARKET REVIEW

 

Fixed Income Markets

The U.S. fixed income market, as represented by the Barclays U.S. Aggregate Bond Index (“Barclays Index”), returned 4.21% during the Reporting Period. Non-government sectors led the gains.

Spread, or non-U.S. Treasury, sectors started the Reporting Period on a rally that persisted through March 2012, helped by a global trend of improving economic data. In the U.S., manufacturing activity accelerated, and the unemployment rate fell faster than anticipated to a three-year low of 8.3%. Despite this favorable economic backdrop, persistent concerns about the Eurozone’s financial crisis continued to support demand for lower-risk government bonds. Highly accommodative monetary policy by global central banks also helped curb increases in U.S., Japanese and German government bond yields.

The positive trend for spread sectors reversed during the second quarter of 2012. Global economic data weakened, and concerns mounted about heavy losses in Spain’s banking sector and the possibility of Greece exiting the Eurozone. May was the toughest month in the Reporting Period overall for riskier asset classes. Equity indices fell sharply and emerging market sovereign bonds underperformed U.S. Treasuries by more than 5%. In June, investors’ risk appetite began to recover as a second round of Greek elections reaffirmed that country’s commitment to austerity and European Union leaders reached broad consensus on a recapitalization of Spanish banks. U.S. economic data began to improve, particularly in the housing sector with the Standard & Poor’s/Case-Shiller Home Price Indices showing a clear upward trend. Labor market data beat expectations again, and by the end of the Reporting Period, the U.S. unemployment rate had dropped to 7.8%. These factors sparked renewed rallies across spread sectors that persisted for most of the remainder of the Reporting Period, fueled primarily by investors’ search for yield in an extremely low interest rate environment.

Early in the third calendar quarter, U.S. and German interest rates traded near record lows — 1.39% for the U.S. 10-year Treasury bond and 1.17% for the German 10-year bund—on mounting expectations for further monetary stimulus. Central banks delivered on these expectations. In July 2012, the ECB cut its benchmark interest rate to 0.75% and its deposit rate to zero. In September, the ECB pledged to purchase potentially unlimited amounts of distressed government bonds in secondary markets as needed. As mentioned above, the Fed announced open-ended purchases of agency mortgage-backed securities in a third round of quantitative easing, dubbed QE3, and extended the likely period of low rates from mid-2014 to mid-2015.

Volatility increased in the lead-up to the November 2012 U.S. elections, though the reelection of President Obama had little impact on the fixed income markets. After a brief pause, spread sector rallies resumed, despite mounting uncertainty about the then-looming fiscal cliff. In the final days of the Reporting Period, the fixed income markets focused on the eleventh-hour negotiations in Washington, D.C., as lawmakers strived to reach agreement on fiscal policies ahead of the year-end deadline for automatic spending cuts and the expiration of Bush-era tax cuts.

During the Reporting Period as a whole, higher-yielding fixed income sectors outperformed U.S. Treasury securities. Non-agency mortgage-backed securities performed best, with an excess return of 29.2% over similar-duration U.S. Treasuries. Agency mortgage-backed securities were the weakest performers, generating an excess return of 0.9% over U.S. Treasuries during the Reporting Period.

Looking Ahead

Equity Markets

After a strong 2012, we continue to see opportunities as we enter 2013 and remain constructive in our view ahead for U.S. equities. We recognize fiscal policy may lead to a drag on economic growth, and recent steps taken by the Fed to provide additional monetary accommodation may not fully offset the impact. The political climate in the U.S., and the lack of clarity around the outcome of fiscal negotiations, has contributed to an elevated feeling of uncertainty for both businesses and individuals. However, corporate balance sheets remain strong, which we believe provides companies with the ability to generate shareholder value, even in a slower economic growth environment. The S&P 500 Index, as a broad measure of the U.S. equity market, was trading below its historical average price-to-earnings ratio at the end of the Reporting Period, while its dividend yield was greater than the yield

 

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MARKET REVIEW

 

on the 10-year U.S. Treasury bond. Continued strength in the U.S. housing recovery should provide, in our view, support to the economy and boost confidence among consumers.

Through these conditions, our investment decisions remain driven by our long-standing process and philosophy. We dive deep into the fundamentals of our holdings, meet with companies’ managements and have continuous discussions and debates amongst ourselves to ensure that the portfolios are reflective of our highest conviction ideas. We construct the portfolios around businesses that we believe should create long-term value for shareholders and are leveraged to secular growth trends rather than to political outcomes or macroeconomic expectations.

In our view, companies with strong business franchises become more attractive in uncertain environments. Holding competitive advantages, a strong management team and the ability to allocate capital allows the business to adapt and continuously execute on its long-term plans regardless of current sentiment. Companies are not static entities. We believe strong management teams know they must adapt to regulatory changes, expand into new markets and improve their product offerings in order to remain competitive and grow. These are the types of investments we believe will reward our shareholders over the long term. As always, deep research resources, a forward-looking investment process and truly actively managed portfolios are keys, in our view, to both preserving capital and outperforming the market over the long term.

Fixed Income Markets

Just after the close of the Reporting Period, U.S. lawmakers struck a deal to avert triggering several automatic tax increases. However, the new Congress will need to revisit fiscal issues, including spending cuts and the raising of the U.S. debt ceiling.

In our opinion, the fiscal cliff agreement is far from ideal, but we believe the underlying momentum in the U.S. economy is healthy. Indeed, our view of 2013 economic growth is more optimistic than the consensus view. We believe pent-up investment demand will be released in the wake of the fiscal cliff resolution. We also expect a continued recovery in the housing market and an environment favorable to riskier asset classes. As a result, we expect the long-term end of the U.S. Treasury yield curve to remain under pressure.

Our fixed income positioning overall reflects the “risk-on” environment, with an underweight in U.S. interest rate risk relative to fixed income portfolio benchmarks and overweighted positions in corporate credit and mortgage-backed securities. At the end of the Reporting Period, we planned to maintain our core position — an overweight to lower coupon mortgage-backed securities that are the target of Fed purchases, an underweight to coupons that are most vulnerable to refinancing at current historically low rates, and an overweight to higher coupons that have already priced in this risk.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

INVESTMENT OBJECTIVE

The Fund seeks a total return consisting of capital appreciation and income that exceeds the total return of the Barclays U.S. Aggregate Bond Index.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Fixed Income Investment Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Core Fixed Income Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Service Shares generated an average annual total return of 6.70%. This return compares to the 4.21% average annual total return of the Fund’s benchmark, the Barclays U.S. Aggregate Bond Index (the “Barclays Index”), during the same time period.

What key factors were responsible for the Fund’s performance during the Reporting Period?

Our top-down cross-sector strategy contributed the most to the Fund’s relative outperformance during the Reporting Period. Our cross-sector strategy is one in which we invest Fund assets across a variety of fixed income sectors, including some that may not be included in the Barclays Index. The Fund’s duration and U.S. yield curve positioning relative to the Barclays Index also enhanced results. Duration is a measure of the Fund’s sensitivity to changes in interest rates. Yield curve indicates a spectrum of maturities. In addition, bottom-up individual issue selection was a strong driver of relative returns.

Which fixed income market sectors most affected Fund performance?

The Fund’s overweighted position in the strongly performing non-agency mortgage-backed securities sector contributed positively to relative results. An overweight to corporate credit, which also outperformed U.S. Treasuries during the Reporting Period, was advantageous as well.

Individual issue selection within the investment grade corporate bond and collateralized sectors enhanced relative performance. Among corporate bonds, investments in the financials and industrials sub-sectors boosted returns. Within the collateralized sector, the Fund benefited from its holdings in non-agency adjustable-rate mortgages (“ARMs”) and pass-through mortgage securities. (Pass-through mortgage securities consist of a pool of residential mortgage loans, where homeowners’ monthly payments of principal, interest and prepayments pass from the original bank through a government agency or investment bank to investors.) Our issue selection among asset-backed securities (“ABS”) and covered bonds also added value. Detracting slightly was issue selection among commercial mortgage-backed securities (“CMBS”).

Did the Fund’s duration and yield curve positioning strategy help or hurt its results during the Reporting Period?

Tactical management of the Fund’s duration and yield curve positioning added to its relative returns for the Reporting Period overall. At the beginning of the Reporting Period, the Fund held a short duration position relative to that of the Barclays Index because we believed that interest rates would begin to increase when the Fed’s Operation Twist concluded in June 2012. (Ultimately, the Fed extended Operation Twist to the end of December 2012.) In the second quarter, as riskier asset classes declined on further evidence of slowing global economic growth and renewed tensions in Europe, we maintained the Fund’s short duration positioning relative to the Barclays Index. We subsequently shifted the Fund to a longer duration position relative to the Barclays Index in response to the Fed’s commitment to keep short-term interest rates low and based on our outlook for subdued economic growth and deteriorating financial conditions in Europe. This positioning contributed positively as U.S. economic data weakened and concerns about Spanish and Italian debt increased. In addition, during the third quarter, the Fund benefited from its longer duration position in U.S. and German government bonds, concentrated in the intermediate segment of the yield curve, as yields declined. In the fourth quarter, as interest rates moved higher, this longer duration positioning detracted. By the end of the Reporting Period, we had shifted the Fund to a shorter duration position relative to the Barclays Index once again.

How did the Fund use derivatives and similar instruments during the Reporting Period?

As market conditions warranted during the Reporting Period, currency transactions were carried out using primarily over-the-counter (“OTC”) forward foreign exchange contracts. Currency transactions were used as we sought both to enhance

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

returns and to hedge the Fund’s portfolio against currency exchange rate fluctuations. Also, Treasury futures were used as warranted to facilitate specific duration, yield curve and country strategies. Overall, we employ derivatives and similar instruments for the efficient management of the Fund’s portfolio. Derivatives and similar instruments allow us to manage interest rate, credit and currency risks more effectively by allowing us both to hedge and to apply active investment views with greater versatility and to afford greater risk management precision than we would otherwise be able to implement.

Were there any notable changes in the Fund’s weightings during the Reporting Period?

As mentioned earlier, we actively adjusted the Fund’s duration as market conditions shifted. From a sector perspective, we maintained the Fund’s overweight in non-agency mortgage-backed securities. In July and August 2012, the Fund held a substantial overweight in agency mortgage-backed securities because we believed the Fed would re-enter the market and begin purchasing the securities. As the market similarly anticipated Fed action, spreads, or yield differentials to U.S. Treasuries, tightened, and we began unwinding the Fund’s position before the Fed actually announced its open-ended mortgage purchases. After the announcement, agency mortgage-backed security spreads tightened further.

During the first half of the Reporting Period, we shifted the Fund from an underweight in pass-through mortgage securities to a significant overweight. In the second half, we reduced the Fund’s allocation to pass-through mortgage securities to a more modest overweighted position. We increased the Fund’s already overweight position in corporate credit toward the end of the Reporting Period.

How was the Fund positioned relative to the Barclays Index at the end of the Reporting Period?

At the end of the Reporting Period, the Fund was underweight U.S. government securities and overweight investment grade corporate bonds relative to the Barclays Index. It was overweight quasi-government bonds, ABS, CMBS, residential mortgage-backed securities and pass-through mortgage securities. In addition, the Fund had exposure to covered bonds and emerging markets debt.

 

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FUND BASICS

 

Core Fixed Income Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Year      Since Inception      Inception Date
Service      6.70      5.10      5.21    1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Service        0.67      0.83

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

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FUND BASICS

 

FUND COMPOSITION3

 

 

 

 

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3  The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets. Figures in the above graph may not sum to 100% due to the exclusion of other assets and liabilities. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

4  “Federal Agencies” are mortgage-backed securities guaranteed by the Government National Mortgage Association (“GNMA”), Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corp. (“FHLMC”). GNMA instruments are backed by the full faith and credit of the United States Government.

 

5  “Agency Debentures” include agency securities offered by companies such as FNMA and FHLMC, which operate under a government charter. While they are required to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate like any other publicly traded company.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made in the Fund on January 9, 2006 (commencement of operations). For comparative purposes, the performance of the Fund’s benchmark, the Barclays U.S. Aggregate Bond Index, is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses, but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. In addition to the investment adviser’s decisions regarding issuer/industry/country investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Core Fixed Income Fund’s Lifetime Performance

Performance of a $10,000 investment, with distributions reinvested, from January 9, 2006 through December 31, 2012.

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Average Annual Total Return through December 31, 2012    One Year    Five Years    Since Inception

Core Fixed Income Fund (Commenced January 9, 2006)

   6.70%    5.10%    5.21%

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

INVESTMENT OBJECTIVE

The Fund seeks to achieve investment results that correspond to the aggregate price and yield performance of a benchmark index that measures the investment returns of large capitalization stocks.

 

 

Portfolio Management Discussion and Analysis

Below, SSgA Funds Management, Inc. (“SSgA”), the Fund’s Subadvisor, discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Equity Index Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Service Shares generated an average annual total return of 15.50%. This return compares to the 15.96% average annual total return of the Fund’s benchmark, the Standard & Poor’s® 500 Index (with dividends reinvested) (the “S&P 500 Index”), during the same time period.

During the Reporting Period, which sectors and which industries in the S&P 500 Index were the strongest contributors to the Fund’s performance?

All 10 sectors in the S&P 500 Index recorded gains during the Reporting Period. In terms of total return, the sectors that made the strongest positive contributions to the S&P 500 Index and to the Fund were financials, consumer discretionary and health care. The largest sector by weighting in the S&P 500 Index at the end of the Reporting Period was information technology at a weighting of 19.03%. The industries with the strongest performance in terms of total return were diversified financials; media; retailing; banks; and customer durables and apparel.

On the basis of impact (which takes both total returns and weightings into account), the sectors that made the strongest positive contributions to the S&P 500 Index and to the Fund were financials, information technology and consumer discretionary. The industries with the strongest performance on the basis of impact were diversified financials; software and services; pharmaceuticals, biotechnology and life sciences; capital goods; and media.

Which sectors and industries in the S&P 500 Index were the weakest contributors to the Fund’s performance?

During the Reporting Period, the utilities, energy and consumer staples sectors were the weakest performing sectors in terms of total return. The weakest performing industries in terms of total return were semiconductors and semiconductor equipment; utilities; consumer services; energy; and transportation.

On the basis of impact, utilities, energy and materials were the weakest performing sectors. The weakest performing industries on the basis of impact were semiconductors and semiconductor equipment; utilities; consumer services; commercial and professional services; and transportation.

Which individual stocks were the top performers, and which were the greatest detractors?

On the basis of impact, the stocks that made the strongest positive contribution were Apple, Bank of America, JPMorgan Chase, Citigroup and Comcast. The weakest performers were Hewlett-Packard, Intel, Occidental Petroleum, McDonald’s and Exelon.

How did the Fund use derivatives and similar instruments during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy to add value to the Fund’s results. However, we used equity index futures to equitize the Fund’s cash holdings. In other words, we put the Fund’s cash holdings to work by using them as collateral for the purchase of equity index futures. We also used these equity index futures to provide liquidity for daily cash flow requirements.

What changes were made to the makeup of the S&P 500 Index during the Reporting Period?

Eighteen stocks were removed from the S&P 500 Index during the Reporting Period. They were Compuware, Constellation Energy Group, Medco Health Solutions, Supervalu, Motorola Mobility Holdings, El Paso, Novellus Systems, Sara Lee, Progress Energy, Goodrich, Sears Holdings, Lexmark International, DeVry, Alpha Natural Resources, Sunoco, Cooper Industries, R.R. Donnelly and Sons, and Titanium Metals.

 

There were also 18 additions to the S&P 500 Index during the Reporting Period. They were WPX Energy, Crown Castle International, Fossil, Phillips 66, Kinder Morgan, Alexion Pharmaceuticals, Lam Research, Monster Beverage, Seagate Technology, Ensco, LyondellBasell Industries, ADT, Pentair, Kraft Foods Group, PetSmart, Dollar General, Garmin and Delphi Automotive.

 

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FUND BASICS

 

Equity Index Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Year      Since Inception      Inception Date
Service      15.50      1.37      3.42    1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Service        0.48      0.70

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding      % of Net Assets      Line of Business
Apple, Inc.        3.9%       Technology Hardware & Equipment
Exxon Mobil Corp.        3.1       Energy
General Electric Co.        1.7       Capital Goods
Chevron Corp.        1.7       Energy
International Business Machines Corp.        1.6       Software & Services
Microsoft Corp.        1.6       Software & Services
Johnson & Johnson        1.5       Pharmaceuticals, Biotechnology & Life Sciences
AT&T, Inc.        1.5       Telecommunication Services
Google, Inc. Class A        1.5       Software & Services
The Procter & Gamble Co.        1.4       Household & Personal Products

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

12


FUND BASICS

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

LOGO

 

 

 

4  The Fund’s composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

13


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made in the Fund on January 9, 2006 (commencement of operations). For comparative purposes, the performance of the Fund’s benchmark, the S&P 500 Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses, but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Equity Index Fund’s Lifetime Performance

Performance of a $10,000 investment, with distributions reinvested, from January 9, 2006 through December 31, 2012.

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Since Inception

Equity Index Fund (Commenced January 9, 2006)

   15.50%    1.37%    3.42%

 

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

INVESTMENT OBJECTIVE

The Fund seeks a high level of current income, consistent with safety of principal.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Fixed Income Investment Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Government Income Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Service Shares generated an average annual total return of 2.78%. This return compares to the 2.26% average annual total return of the Fund’s benchmark, the Barclays Government/Mortgage Index (the “Barclays Index”) during the same time period.

What key factors were responsible for the Fund’s performance during the Reporting Period?

Bottom-up individual issue selection within the collateralized sector added the most to the Fund’s relative returns during the Reporting Period. Our top-down cross-sector strategy also enhanced relative performance. Our cross-sector strategy is one in which we invest Fund assets across a variety of fixed income sectors, including some that may not be included in the Barclays Index. In addition, the Fund’s duration and U.S. yield curve positioning relative to the Barclays Index contributed positively. Duration is a measure of the Fund’s sensitivity to changes in interest rates. Yield curve indicates a spectrum of maturities.

Which fixed income market sectors most affected Fund performance?

As riskier asset classes rallied during the Reporting Period, the Fund benefited from its exposure to agency mortgage-backed securities, non-agency mortgage-backed securities (which are not represented in the Barclays Index) and asset-backed securities (“ABS”). More specifically, from the beginning of the Reporting Period until September 2012, when the Fed announced its third round of quantitative easing, the Fund’s overweight in agency mortgage-backed securities and its “down in coupon” focus (or, its emphasis on those securities with lower interest rates) added to relative results. In the fourth calendar quarter, the Fund’s investments in premium and super-premium agency mortgage-backed securities were particularly advantageous.

The Fund also benefited from individual issue selection within the collateralized sector. More specifically, the Fund’s holdings of pass-through mortgage securities boosted relative performance. (Pass-through mortgages consist of a pool of residential mortgage loans, where homeowners’ monthly payments of principal, interest and prepayments pass from the original bank through a government agency or investment bank to investors.) Our investments among commercial mortgage-backed securities (“CMBS”) also added to Fund performance. In addition, the Fund benefited from issue selection among both U.S. Treasury securities of between two-year and six-year maturities and longer maturity Treasury Inflation Protected Securities (“TIPS”).

Detracting was our individual issue selection within the government/agency sector, specifically the Fund’s exposure to select agency bonds.

Did the Fund’s duration and yield curve positioning strategy help or hurt its results during the Reporting Period?

Tactical management of the Fund’s duration and yield curve positioning added to its relative returns. The Fund benefited from its short duration position relative to that of the Barclays Index during the first quarter of 2012, as 10-year U.S. Treasury yields increased in response to improved U.S. economic data and subdued volatility surrounding the European sovereign debt crisis. During the second calendar quarter, 10-year U.S. Treasury yields fell sharply amidst renewed worries about Europe’s financial problems. We shifted the Fund to a longer duration position relative to the Barclays Index, which enhanced relative results. In the third calendar quarter, we shortened the Fund’s duration stance again, and its duration and yield curve positioning had a minimally positive impact on relative performance. During the fourth calendar quarter, the Fund’s short duration position relative to the Barclays Index detracted from relative returns. More specifically, the Fund’s underweight in U.S. Treasuries with 10-year and 30-year maturities was a drag on performance as interest rates fell during November.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

How did the Fund use derivatives and similar instruments during the Reporting Period?

As market conditions warranted during the Reporting Period, the Fund engaged in U.S. Treasury futures to hedge interest rate exposure and facilitate specific duration and yield curve strategies.

Were there any notable changes in the Fund’s weightings during the Reporting Period?

As mentioned earlier, in implementing our active duration strategy, we shifted the Fund’s duration from a shorter position than that of the Barclays Index to a comparatively longer duration position in late April in response to the Fed’s easing bias, our outlook for a continuation of subdued economic growth and deterioration in overall financial conditions. We then shifted the Fund to a shorter duration bias during the third calendar quarter as turmoil in Europe appeared to support an increase in interest rates.

From a sector perspective, we tactically shifted the Fund’s position in agency mortgage-backed securities, such that at the end of the second calendar quarter, the Fund was overweight agency mortgage-backed securities. We maintained a substantial overweight overall to agency mortgage-backed securities through September 2012 when the Fed announced a third round of quantitative easing. Because of improving housing fundamentals, the Fund had exposure to non agency mortgage-backed securities throughout the Reporting Period.

How was the Fund positioned relative to the Barclays Index at the end of the Reporting Period?

At the end of the Reporting Period, the Fund was significantly underweight U.S. government securities relative to the Barclays Index. It was overweight quasi-government bonds, ABS, residential mortgage-backed securities, agency collateralized mortgage obligations and pass-through mortgage securities.

 

16


FUND BASICS

 

Government Income Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Year      Since Inception      Inception Date
Service      2.78      4.77      5.02    1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Service        0.81      1.13

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

17


FUND BASICS

 

FUND COMPOSITION3

 

 

 

 

LOGO

 

 

3  The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets. Figures in the graph may not sum to 100% due to the exclusion of other assets and liabilities. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

4  “Federal Agencies” are mortgage-backed securities guaranteed by the Government National Mortgage Association (“GNMA”), Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corp. (“FHLMC”). GNMA instruments are backed by the full faith and credit of the United States Government.

 

5  “Agency Debentures” include agency securities offered by companies such as FNMA and FHLMC, which operate under a government charter. While they are required to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate like any other publicly traded company.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made in the Fund on January 9, 2006 (commencement of operations). For comparative purposes, the performance of the Fund’s benchmark, the Barclays Government/Mortgage Index, is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses, but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Government Income Fund’s Lifetime Performance

Performance of a $10,000 investment, with distributions reinvested, from January 9, 2006 through December 31, 2012.

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Since Inception

Government Income Fund (Commenced January 9, 2006)

   2.78%    4.77%    5.02%

 

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Growth Equity Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Growth Opportunities Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Service Shares generated an average annual total return of 19.37%. This return compares to the 15.76% average annual total return of the Fund’s benchmark, the Russell Midcap® Growth Index (with dividends reinvested) (the “Russell Index”), during the same time period.

What key factors were responsible for the Fund’s performance during the Reporting Period?

The Fund outperformed the Russell Index largely because of effective stock selection.

Which equity market sectors contributed to Fund performance?

Our bottom-up approach focuses on security selection, and as a result, we do not make active sector-level investment decisions. That said, on a sector level, security selection in the information technology, telecommunication services and consumer discretionary sectors added to the Fund’s relative performance. Stock selection in the industrials, health care and materials sectors detracted from relative returns.

Which individual stocks added to the Fund’s relative performance during the Reporting Period?

Equinix, a leading data center solutions company, was the top contributor to the Fund’s relative returns during the Reporting Period. The company’s core business remained strong and its pricing up in the three main markets in which it operates — the U.S., Europe and Asia. Equinix also acquired data centers in Frankfurt, Hong Kong, Shanghai and Singapore to further drive growth. During the third quarter of 2012, the company announced its plans to convert to a real estate investment trust (“REIT”), which in our opinion should provide tax and valuation benefits. Meanwhile, during the Reporting Period, the market began to recognize that Equinix was trading at a discount to other data center operators that are publicly traded REITs and also to appreciate the growth and stability of Equinix’s revenue stream. At the end of the Reporting Period, we maintained conviction in the company’s ability to drive revenue growth, as it benefits from several secular growth drivers, including cloud computing, growth in Internet traffic and enterprise outsourcing, and rising demand for optimized network performance.

Another notable contributor during the Reporting Period was wireless communications infrastructure operator SBA Communications. Its shares performed well as it benefited from secular growth trends that are driving the wireless communication industry. We expect the company’s leasing revenues to continue to grow as wireless providers build out their 4G (fourth generation) networks to support increasing demand for mobile data usage. Furthermore, the company’s management is evaluating the possibility of converting SBA Communications into a REIT, which we believe could unlock further shareholder value. In our view, the secular growth trends driving the wireless communication industry remain intact as the industry continues to evolve from voice to data usage and as carriers must make additional investments in their networks to support increasing demand. We believe SBA Communications is well positioned to benefit from increased data usage, network upgrades and improved coverage as well as from regulations that govern the construction of new towers, which create high barriers to entry.

The Fund’s investment in PVH also contributed positively to relative performance. Shares of the apparel maker performed especially well during the second half of the Reporting Period on news of better than expected second quarter earnings. Earlier in 2012, PVH had faced economic headwinds in Europe as well as high cotton prices. However, cotton prices declined later in the Reporting Period. During the second calendar quarter, PVH’s Tommy Hilfiger brand was particularly strong in Europe. In November, the company share price rose to an all-time high following the announcement of its planned acquisition of Warnaco Group. Should the acquisition be completed, PVH would have full control of the Calvin Klein brand, which is widely expected to expand the company’s presence in Europe, Asia and Latin America. (The deal is expected to close in early 2013.) In our opinion, the acquisition could boost the company’s earnings and enhance its growth profile. We believe that PVH’s higher-margin brands,

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

such as Tommy Hilfiger and Calvin Klein, are likely to grow faster than the company’s heritage business and as a result, the company’s operating profit could accelerate meaningfully.

Which individual stocks detracted from the Fund’s performance during the Reporting Period?

A position in Deckers Outdoor detracted from the Fund’s relative returns during the Reporting Period. The company’s earnings and earnings guidance were disappointing during 2012, as the footwear and apparel designer continued to deal with the impact of an unseasonably warm 2011 winter, which had pressured its inventory position and profitability. In our view, the inventory pressure should subside over the course of 2013. We continue to believe in the strength of the company’s Ugg brand and expect Deckers Outdoor to show improved sales and profit margin expansion in 2013.

An investment in Rovi also hampered relative performance during the Reporting Period. Rovi holds patents on interactive program guides for video delivery services and devices. The Fund held the stock because we saw the growth potential of Rovi’s electronic programming guide business. However, after some management execution errors and delays in the market development of this key business, we lost confidence in the company’s ability to capitalize on the opportunity. We eliminated the Fund’s position and reallocated the capital to higher conviction names.

Another key detractor from the Fund’s results during the Reporting Period was NetApp, a developer of data storage hardware and software for enterprise clients. The company cut its revenue guidance in the second calendar quarter, citing macroeconomic weakness and softening industry trends. In addition, investors appeared concerned about a possible drop in 2012 year-end business technology spending. NetApp’s share price suffered the most during the second quarter and in October, but it began to recover toward the end of Reporting Period. We continue to believe NetApp has a strong competitive position in an industry benefiting from several secular growth trends, such as virtualization, which should increase demand for the company storage products. For example, NetApp specializes in network-attached storage that we believe should continue to take market share from direct-attached products. In our opinion, the company’s storage devices are easier to buy, install and manage than competing products, which should also drive market share gains.

Did the Fund make any significant purchases or sales during the Reporting Period?

The Fund bought shares of Family Dollar Stores during the Reporting Period. The company operates a chain of more than 7,000 general merchandise retail discount stores in 44 states, providing consumers with a diverse array of merchandise in neighborhood stores. We have confidence in the business strategy presented by the company’s new chief executive officer, which we expect to be implemented during the next few calendar quarters.

During the Reporting Period, we purchased shares of Activision Blizzard, a worldwide publisher of online, personal computer, console, handheld and mobile interactive entertainment products. Activision Blizzard owns three of the largest franchises in the electronic gaming industry — Call of Duty and Skylanders on gaming consoles and World of Warcraft on personal computers. World of Warcraft is offered through a monthly subscription model that provides a large and reliable cash flow stream, which can be used to invest in newer intellectual properties, such as Skylanders or Call of Duty. In our view, these newer intellectual properties, as well as upcoming new releases, have profit margin structures larger than the corporate average, and we believe they should drive the company’s operating margins higher over the next few years.

We initiated a position in Chipotle Mexican Grill, which develops and operates fast casual, fresh Mexican food restaurants throughout the U.S. and in select international locations. We believe that Chipotle Mexican Grill, with its unique business model and strong brand recognition, is a best-in-class franchise with attractive expansion opportunities both domestically and internationally. We are also confident in the management team’s ability to execute and in the company’s ability to maintain strong year-over-year sales growth, driven by sustained menu pricing power and continued high operating margins.

During the Reporting Period, the Fund sold its position in electronic transaction processing provider Global Payments as the ramifications of a security breach continued to unfold. While the fundamentals of the business did not materially change, we believe Global Payments’ sterling reputation has been tarnished. In the aftermath of the security breach, we saw potential for slowing growth in the company’s important sales channels within North America, which account for 70% of its total revenue.

 

We liquidated the Fund’s position in Western Union, which provides global money transfer services. Though Western Union’s transaction-based business model and free cash flow generation remained attractive, we were concerned about the company’s inability to increase revenue growth. In addition, Western Union issued 2012 earnings per share guidance that fell below expectations. Consequently, we eliminated the Fund’s position and reallocated the capital to higher conviction names.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

We eliminated the Fund’s position in St. Jude Medical during the Reporting Period. Reports of safety and quality issues continued to be an overhang for the global medical device company, allowing competitors to grow their market share. St. Jude Medical was also experiencing pricing headwinds, with negative price pressure amid flat to marginal volume growth.

Were there any notable changes in the Fund’s weightings during the Reporting Period?

There were no notable changes in the Fund’s weightings during the Reporting Period.

How did the Fund use derivatives and similar instruments during the Reporting Period?

In keeping with its investment process, the Fund did not use derivatives during the Reporting Period.

How was the Fund positioned relative to the Russell Index at the end of the Reporting Period?

As mentioned, the Fund’s sector positioning relative to the Russell Index is the result of our stock selection, as we take a pure bottom-up, research-intensive approach to investing. From that perspective, then, at the end of the Reporting Period, the Fund’s portfolio was broadly diversified with overweighted positions compared to the Russell Index in the information technology, telecommunication services and financials. The Fund had smaller weightings than the Russell Index in the industrials sector, consumer discretionary, energy, consumer staples, utilities and materials sectors. It was relatively neutral compared to the Russell Index in the health care sector at the end of the Reporting Period.

 

22


FUND BASICS

 

Growth Opportunities Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Year      Since Inception      Inception Date
Service      19.37      5.14      6.68    1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Service        1.15      1.41

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding      % of Net Assets      Line of Business
SBA Communications Corp. Class A        3.6%       Telecommunication Services
PVH Corp.        2.7       Consumer Durables & Apparel
CBRE Group, Inc. Class A        2.3       Real Estate
Equinix, Inc.        2.2       Software & Services
Rackspace Hosting, Inc.        2.1       Software & Services
PetSmart, Inc.        2.1       Retailing
Amphenol Corp. Class A        2.0       Technology Hardware & Equipment
Agilent Technologies, Inc.        2.0       Pharmaceuticals, Biotechnology & Life Sciences
Xilinx, Inc.        1.9       Semiconductors & Semiconductor Equipment
Crown Castle International Corp.        1.9       Telecommunication Services

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

23


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

 

LOGO

 

 

 

4  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made in the Fund on January 9, 2006 (commencement of operations). For comparative purposes, the performance of the Fund’s benchmark, the Russell Midcap Growth Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses, but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Growth Opportunities Fund’s Lifetime Performance

Performance of a $10,000 investment, with distributions reinvested, from January 9, 2006 through December 31, 2012.

 

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Since Inception

Growth Opportunities Fund (Commenced January 9, 2006)

   19.37%    5.14%    6.68%

 

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments

December 31, 2012

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Corporate Obligations – 28.2%   

 

Automobiles & Components – 0.4%

  

 

Ford Motor Credit Co. LLC

  

$ 525,000      3.984%     06/15/16      $ 553,875   

 

 

 

 

Banks – 6.9%

  

 

Abbey National Treasury Services PLC

  

  175,000      2.875     04/25/14        177,543   

 

ANZ Capital Trust II(a)(b)

  

  425,000      5.360     12/15/53        433,500   

 

Bank of America Corp.

  

  225,000      6.000     09/01/17        263,625   
  200,000      5.750     12/01/17        232,744   
  100,000      5.625     07/01/20        117,903   
  350,000      5.700     01/24/22        420,900   

 

Barclays Bank PLC(b)

  

  125,000      6.050     12/04/17        138,299   

 

Capital One Bank NA

  

  300,000      8.800     07/15/19        404,797   

 

Capital One Financial Corp.

  

  225,000      1.000     11/06/15        223,728   

 

CBA Capital Trust II(a)(b)(c)

  

  325,000      6.024     12/31/49        331,849   

 

Citigroup, Inc.

  

  600,000      5.000     09/15/14        632,064   
  175,000      4.500     01/14/22        195,391   

 

ING Bank N.V.(b)

  

  450,000      2.000     09/25/15        453,330   

 

JPMorgan Chase & Co.

  

  100,000      3.250     09/23/22        102,971   

 

Merrill Lynch & Co., Inc.

  

  325,000      6.400     08/28/17        382,485   

 

Mizuho Corporate Bank Ltd.(b)

  

  200,000      2.550     03/17/17        209,142   
  225,000      2.950     10/17/22        222,238   

 

Morgan Stanley & Co.

  

  325,000      6.250     08/28/17        374,148   
  450,000      5.950     12/28/17        512,984   
  125,000      5.500     07/24/20        139,750   
  125,000      5.500     07/28/21        141,922   
  125,000      4.875     11/01/22        129,215   

 

Regions Financial Corp.

  

  325,000      5.750     06/15/15        351,406   

 

Resona Bank Ltd.(a)(b)(c)

  

  650,000      5.850     12/31/49        699,730   

 

Royal Bank of Scotland Group PLC

  

  250,000      2.550     09/18/15        255,592   

 

Santander Holdings USA, Inc.

  

  75,000      3.000(a)     09/24/15        76,432   
  165,000      4.625     04/19/16        174,334   

 

Standard Chartered PLC(b)

  

  150,000      5.500     11/18/14        161,535   

 

The Bear Stearns Companies LLC

  

  400,000      7.250     02/01/18        500,650   

 

Union Bank NA

  

  425,000      2.125     06/16/17        436,106   

 

 

 
Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Corporate Obligations – (continued)   

 

Banks – (continued)

  

 

Wachovia Bank NA

  

$ 300,000      6.600%     01/15/38      $ 410,472   
     

 

 

 
        9,306,785   

 

 

 

 

Chemicals – 1.0%

  

 

CF Industries, Inc.

  

  150,000      6.875     05/01/18        182,625   

 

Eastman Chemical Co.

  

  150,000      2.400     06/01/17        155,379   
  150,000      4.800(a)     09/01/42        162,208   

 

Ecolab, Inc.

  

  450,000      4.350     12/08/21        503,403   

 

NewMarket Corp.(b)

  

  225,000      4.100     12/15/22        229,560   

 

The Dow Chemical Co.

  

  137,000      7.600     05/15/14        149,384   
     

 

 

 
        1,382,559   

 

 

 

 

Diversified Manufacturing – 0.4%

  

 

General Electric Co.

  

  300,000      2.700     10/09/22        305,246   

 

Xylem, Inc.

  

  250,000      3.550     09/20/16        266,257   
     

 

 

 
        571,503   

 

 

 

 

Electric – 0.6%

  

 

PPL WEM Holdings PLC(a)(b)

  

  220,000      5.375     05/01/21        247,871   

 

Progress Energy, Inc.

  

  350,000      7.000     10/30/31        448,469   

 

Puget Sound Energy, Inc. Series A(a)(c)

  

  75,000      6.974     06/01/67        79,594   
     

 

 

 
        775,934   

 

 

 

 

Energy – 4.1%

  

 

Anadarko Petroleum Corp.

  

  125,000      6.375     09/15/17        149,145   

 

BG Energy Capital PLC(a)(c)

  

  325,000      6.500     11/30/72        349,102   

 

BP Capital Markets PLC

  

  225,000      3.200     03/11/16        239,888   
  500,000      4.500     10/01/20        576,627   
  145,000      3.561     11/01/21        156,920   

 

Dolphin Energy Ltd.(b)

  

  181,512      5.888     06/15/19        204,993   
  200,000      5.500     12/15/21        233,300   

 

Gazprom OAO Via Gaz Capital SA(d)

  

  350,000      9.250     04/23/19        460,687   

 

Nexen, Inc.

  

  150,000      5.875     03/10/35        185,673   
  305,000      6.400     05/15/37        396,480   

 

Pemex Project Funding Master Trust

  

  150,000      6.625     06/15/35        190,125   

 

 

 

 

26   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Corporate Obligations – (continued)   

 

Energy – (continued)

  

 

Petrobras International Finance Co.

  

$ 40,000      5.750%     01/20/20      $ 45,416   
  190,000      5.375     01/27/21        213,484   

 

PTTEP Canada International Finance Ltd.(b)

  

  240,000      5.692     04/05/21        277,497   

 

Ras Laffan Liquefied Natural Gas Co. Ltd. III(b)

  

  250,000      5.500     09/30/14        268,887   

 

Rosneft Oil Co. via Rosneft International Finance Ltd.(b)

  

  200,000      4.199     03/06/22        204,586   

 

TNK-BP Finance SA

  

  140,000      7.875     03/13/18        170,100   

 

Transocean, Inc.

  

  100,000      4.950     11/15/15        109,451   
  625,000      6.500     11/15/20        755,781   
  125,000      6.375     12/15/21        151,868   

 

Weatherford International Ltd.

  

  175,000      9.625     03/01/19        228,250   
     

 

 

 
        5,568,260   

 

 

 

 

Food & Beverage – 1.4%

  

 

Heineken NV(b)

  

  225,000      3.400     04/01/22        234,690   

 

Kraft Foods Group, Inc.(b)

  

  275,000      6.125     08/23/18        336,628   

 

Mondelez International, Inc.

  

  150,000      5.375     02/10/20        181,663   
  200,000      6.500     02/09/40        268,667   

 

Pernod-Ricard SA(b)

  

  575,000      4.450     01/15/22        635,751   

 

SABMiller Holdings, Inc.(b)

  

  275,000      2.450     01/15/17        286,659   
     

 

 

 
        1,944,058   

 

 

 

 

Food & Staples Retailing – 0.6%

  

 

CVS Caremark Corp.(a)

  

  500,000      2.750     12/01/22        500,124   

 

Walgreen Co.

  

  175,000      1.800     09/15/17        176,209   
  150,000      3.100     09/15/22        151,289   
     

 

 

 
        827,622   

 

 

 

 

Healthcare – 1.0%

  

 

Cigna Corp.

  

  150,000      2.750     11/15/16        157,625   

 

Coventry Health Care, Inc.

  

  153,000      6.300     08/15/14        165,505   

 

DENTSPLY International, Inc.

  

  125,000      2.750     08/15/16        128,406   

 

Express Scripts, Inc.

  

  500,000      3.125     05/15/16        528,028   

 

PerkinElmer, Inc.(a)

  

  275,000      5.000     11/15/21        305,539   
     

 

 

 
        1,285,103   

 

 

 
  Corporate Obligations – (continued)   

 

Life Insurance – 1.8%

  

 

American International Group, Inc.

  

$ 125,000      2.375%     08/24/15      $ 126,938   

 

Hartford Financial Services Group, Inc.

  

  200,000      6.000     01/15/19        234,154   

 

MetLife Capital Trust X(a)(b)

  

  300,000      9.250     04/08/68        414,000   

 

Metropolitan Life Global Funding I(b)

  

  200,000      3.875     04/11/22        217,512   

 

Nippon Life Insurance Co.(a)(b)(c)

  

  475,000      5.000     10/18/42        501,714   

 

Principal Financial Group, Inc.

  

  225,000      3.125     05/15/23        222,595   

 

Prudential Financial, Inc.(a)(c)

  

  475,000      5.625     06/15/43        490,437   

 

The Northwestern Mutual Life Insurance Co.(b)

  

  200,000      6.063     03/30/40        255,339   
     

 

 

 
        2,462,689   

 

 

 

 

Media Cable – 0.4%

  

 

COX Communications, Inc.(b)

  

  225,000      3.250     12/15/22        232,033   

 

DIRECTV Holdings LLC / DIRECTV Financing Co., Inc.

  

  325,000      3.800     03/15/22        335,268   
     

 

 

 
        567,301   

 

 

 

 

Media Non Cable – 1.0%

  

 

NBCUniversal Media LLC

  

  175,000      2.875     04/01/16        184,506   
  325,000      2.875     01/15/23        326,383   

 

News America, Inc.

  

  375,000      6.150     02/15/41        474,802   

 

WPP Finance UK

  

  275,000      8.000     09/15/14        304,472   
     

 

 

 
        1,290,163   

 

 

 

 

Metals and Mining – 0.5%

  

 

Freeport-McMoRan Copper & Gold, Inc.(a)

  

  225,000      3.550     03/01/22        222,441   

 

Xstrata Finance Canada Ltd.(b)

  

  500,000      2.450     10/25/17        504,847   
     

 

 

 
        727,288   

 

 

 

 

Noncaptive-Financial – 0.9%

  

 

Blackstone Holdings Finance Co. LLC(b)

  

  100,000      4.750     02/15/23        106,306   
  100,000      6.250     08/15/42        112,904   

 

Discover Financial Services(b)

  

  250,000      3.850     11/21/22        257,968   

 

General Electric Capital Corp.

  

  300,000      5.875     01/14/38        362,780   

 

International Lease Finance Corp.

  

  375,000      5.750     05/15/16        394,688   
     

 

 

 
        1,234,646   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   27


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Corporate Obligations – (continued)   

 

Pharmaceuticals – 0.7%

  

 

AbbVie, Inc.(b)

  

$ 650,000      1.750%     11/06/17      $ 657,671   

 

Mylan, Inc.(a)(b)

  

  100,000      7.875     07/15/20        118,250   

 

Watson Pharmaceuticals, Inc.(a)

  

  175,000      3.250     10/01/22        178,715   
     

 

 

 
        954,636   

 

 

 

 

Pipelines – 1.7%

  

 

Energy Transfer Partners LP

  

  375,000      5.950     02/01/15        410,482   
  75,000      5.200     02/01/22 (a)      85,278   
  125,000      6.500     02/01/42 (a)      152,600   

 

Enterprise Products Operating LLC Series A(a)(c)

  

  400,000      8.375     08/01/66        456,500   

 

Enterprise Products Operating LLC Series B(a)(c)

  

  125,000      7.034     01/15/68        143,281   

 

Tennessee Gas Pipeline Co. LLC

  

  200,000      8.375     06/15/32        287,344   

 

The Williams Companies, Inc.(a)

  

  200,000      3.700     01/15/23        202,007   

 

TransCanada Pipelines Ltd.(a)(c)

  

  325,000      6.350     05/15/67        347,750   

 

Western Gas Partners LP(a)

  

  175,000      4.000     07/01/22        184,044   
     

 

 

 
        2,269,286   

 

 

 

 

Property/Casualty Insurance – 0.2%

  

 

Transatlantic Holdings, Inc.

  

  175,000      8.000     11/30/39        230,738   

 

 

 

 

Real Estate Investment Trusts – 2.6%

  

 

Camden Property Trust

  

  325,000      5.700     05/15/17        374,064   

 

DDR Corp.(a)

  

  250,000      4.625     07/15/22        271,509   

 

Developers Diversified Realty Corp.

  

  375,000      7.500     04/01/17        449,740   

 

ERP Operating LP(a)

  

  275,000      4.625     12/15/21        306,856   

 

HCP, Inc.

  

  275,000      6.000     01/30/17        314,218   
  125,000      2.625     02/01/20 (a)      123,876   

 

Healthcare Realty Trust, Inc.

  

  350,000      5.750     01/15/21        393,175   

 

Kilroy Realty LP

  

  275,000      5.000     11/03/15        300,651   

 

ProLogis LP(a)(d)

  

  175,000      1.875     11/15/37        175,193   

 

Simon Property Group LP

  

  350,000      10.350     04/01/19        496,886   

 

WEA Finance LLC(b)

  

  125,000      7.500     06/02/14        136,004   

 

 

 
  Corporate Obligations – (continued)   

 

Real Estate Investment Trusts – (continued)

  

$ 175,000      3.375%     10/03/22 (a)    $ 179,849   
     

 

 

 
        3,522,021   

 

 

 

 

Retailers – 0.2%

  

 

LVMH Moet Hennessy Louis Vuitton SA(b)

  

  250,000      1.625     06/29/17        254,124   

 

 

 

 

Technology – 0.5%

  

 

Hewlett-Packard Co.

  

  250,000      3.000     09/15/16        249,849   
  150,000      2.600     09/15/17        145,988   
  50,000      4.300     06/01/21        48,972   

 

NetApp, Inc.

  

  250,000      2.000     12/15/17        249,219   
     

 

 

 
        694,028   

 

 

 

 

Tobacco – 0.1%

  

 

Altria Group, Inc.

  

  60,000      9.700     11/10/18        83,935   
  100,000      2.850     08/09/22        98,779   
     

 

 

 
        182,714   

 

 

 

 

Transportation – 0.4%

  

 

Penske Truck Leasing Co. LP / PTL Finance Corp.(b)

  

  250,000      3.125     05/11/15        255,027   
  225,000      2.500     03/15/16        224,570   
     

 

 

 
        479,597   

 

 

 

 

Wirelines Telecommunications – 0.8%

  

 

American Tower Corp.

  

  150,000      4.700     03/15/22        165,914   

 

AT&T, Inc.

  

  425,000      2.950     05/15/16        449,989   
  475,000      2.625     12/01/22 (a)      475,330   

 

Telefonica Emisiones SAU

  

  50,000      5.462     02/16/21        52,875   
     

 

 

 
        1,144,108   

 

 

 
  TOTAL CORPORATE OBLIGATIONS   
  (Cost $35,572,497)      $ 38,229,038   

 

 

 
     
  Mortgage-Backed Obligations – 54.1%   

 

Adjustable Rate Non-Agency(c) – 1.6%

  

 
 

Bear Stearns Adjustable Rate Mortgage Trust Series 2004-1,
Class 21A1

  
  

$ 19,519      2.673%     04/25/34      $ 19,273   

 

Countrywide Alternative Loan Trust Series 2005-38, Class A1

  

  234,285      1.665     09/25/35        177,699   

 
 

Countrywide Home Loan Mortgage Pass-Through Trust
Series 2003-52, Class A1

  
  

  88,723      2.908     02/19/34        83,212   

 
 

Countrywide Home Loan Mortgage Pass-Through Trust
Series 2004-HYB6, Class A2

  
  

  16,518      2.934     11/21/34        15,273   

 

 

 

 

28   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Mortgage-Backed Obligations – (continued)   

 

Adjustable Rate Non-Agency – (continued)

  

 

Indymac Index Mortgage Loan Trust Series 2005-AR15, Class A1

  

$ 408,738      4.787%     09/25/35      $ 364,437   

 
 

Indymac Index Mortgage Loan Trust Series 2006-AR4,
Class A1A

  
  

  866,985      0.420     05/25/46        666,479   

 

Lehman XS Trust Series 2005-7N, Class 1A1A

  

  330,429      0.480     12/25/35        273,400   

 
 

Master Adjustable Rate Mortgages Trust Series 2006-OA2,
Class 4A1A

  
  

  493,123      1.015     12/25/46        191,729   

 
 

Structured Adjustable Rate Mortgage Loan Trust Series 2004-12,
Class 3A2

  
  

  19,640      2.773     09/25/34        19,718   

 
 

Structured Adjustable Rate Mortgage Loan Trust Series 2004-5,
Class 3A1

  
  

  43,352      2.804     05/25/34        44,707   

 
 

Washington Mutual Mortgage Pass-Through Certificates
Series 2004-AR3, Class A2

  
  

  21,642      2.571     06/25/34        21,794   

 
 

Washington Mutual Mortgage Pass-Through Certificates
Series 2007-OA2, Class 1A

  
  

  522,451      0.865     03/25/47        376,075   
     

 

 

 
        2,253,796   

 

 

 

 

Collateralized Mortgage Obligations – 11.0%

  

 

Agency Multi-Family – 3.6%

  

 

FNMA

  

  386,523      2.800%     03/01/18        413,102   
  1,076,717      3.740     05/01/18        1,203,810   
  320,000      3.840     05/01/18        359,194   
  800,000      4.506     06/01/19        926,426   
  100,000      1.520     12/25/19        102,269   
  194,600      3.416     10/01/20        214,793   
  194,765      3.632     12/01/20        215,357   
  976,475      3.763     12/01/20        1,108,658   
  100,000      2.349     05/25/22        101,161   

 

GNMA

  

  171,225      3.950     07/15/25        187,857   
     

 

 

 
        4,832,627   

 

 

 

 

Covered Bond – 4.7%(c)

  

 

Abbey National Treasury Services PLC

  

GBP 200,000      2.123     02/16/15        331,557   

 

Bank of Scotland PLC(b)

  

$ 400,000      5.250     02/21/17        457,294   

 

Northern Rock Asset Management PLC(b)

  

  900,000      5.625     06/22/17        1,045,745   

 

Sparebank 1 Boligkreditt AS(b)

  

  2,500,000      2.625     05/27/16        2,637,937   
  700,000      2.300     06/30/18        730,520   
  700,000      1.750     11/15/19        691,071   

 

Stadshypotek AB(b)

  

  500,000      1.875     10/02/19        499,800   
     

 

 

 
        6,393,924   

 

 

 
  Mortgage-Backed Obligations – (continued)   

 

Regular Floater(c) – 2.5%

  

 

Aire Valley Mortgages PLC Series 2004-1X, Class 3A2

  

EUR 453,207      0.604%     09/20/66      $ 564,112   

 

Aire Valley Mortgages PLC Series 2006-1A, Class 1A(b)

  

$ 95,026      0.529     09/20/66        88,350   

 

Granite Master Issuer PLC Series 2005-2, Class A7

  

GBP 33,043      0.814     12/20/54        52,769   

 

Granite Master Issuer PLC Series 2006-1X, Class A7

  

GBP 363,475      0.614     12/20/54        580,500   

 

Granite Master Issuer PLC Series 2006-3, Class A4

  

$ 1,453,900      0.291     12/20/54        1,431,497   

 

Granite Master Issuer PLC Series 2006-3, Class A5

  

EUR 33,043      0.330     12/20/54        42,988   

 

Granite Master Issuer PLC Series 2007-1, Class 2A1

  

$ 330,432      0.351     12/20/54        325,340   

 

Granite Master Issuer PLC Series 2007-1, Class 3A2

  

EUR 99,130      0.310     12/20/54        128,965   

 

Granite Mortgages PLC Series 2003-3, Class 3A

  

GBP 59,937      0.909     01/20/44        96,539   
     

 

 

 
        3,311,060   

 

 

 

 

Sequential Fixed Rate – 0.2%

  

 
 

National Credit Union Administration Guaranteed Notes
Series A4

  
  

  300,000      3.000     06/12/19        327,471   

 

 

 
 
 
TOTAL COLLATERALIZED MORTGAGE
OBLIGATIONS
  
  
  $ 14,865,082   

 

 

 

 

Commercial Mortgage-Backed Securities – 2.8%

  

 

Sequential Fixed Rate – 2.8%

  

 
 

Commercial Mortgage Pass-Through Certificates
Series 2012-LC4, Class AM

  
  

$ 150,000      4.063%     12/12/44      $ 165,631   

 
 

Commercial Mortgage Pass-Through Certificates
Series 2012-LC4, Class B(c)

  
  

  125,000      4.934     12/12/44        139,901   

 
 

Commercial Mortgage Pass-Through Certificates
Series 2012-LC4, Class C(c)

  
  

  100,000      5.649     12/12/44        112,444   

 

GS Mortgage Securities Corp. II Series 2007-GG10, Class A4(c)

  

  300,000      5.789     08/10/45        345,681   

 
 

J.P. Morgan Chase Commercial Mortgage Securities Corp.
Series 2012-C8, Class A3

  
  

  400,000      2.829     10/15/45        410,016   

 
 

JP Morgan Chase Commercial Mortgage Securities Corp.
Series 2012-LC9, Class A5

  
  

  500,000      2.840     12/15/47        512,513   

 

LB-UBS Commercial Mortgage Trust Series 2007-C6, Class A4(c)

  

  1,100,000      5.858     07/15/40        1,312,025   

 
 

Morgan Stanley Bank of America Merrill Lynch Trust
Series 2012-C6, Class A4

  
  

  800,000      2.858     11/15/45        826,932   
     

 

 

 
        3,825,143   

 

 

 
 
 
TOTAL COMMERCIAL
MORTGAGE-BACKED SECURITIES
  
  
  $ 3,825,143   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   29


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Mortgage-Backed Obligations – (continued)   

 

Federal Agencies – 38.7%

  

 

Adjustable Rate FHLMC(c) – 1.2%

  

$ 1,522,868      2.412%     09/01/35      $ 1,633,789   

 

 

 

 

Adjustable Rate FNMA(c) – 1.6%

  

  465,834      2.342     05/01/33        491,207   
  728,791      2.333     05/01/35        774,646   
  769,653      2.611     09/01/35        827,067   
     

 

 

 
        2,092,920   

 

 

 

 

FHLMC – 10.4%

  

  15,895      7.500     06/01/15        16,824   
  25,317      7.000     07/01/16        26,319   
  287,765      5.500     02/01/18        311,661   
  26,413      5.500     04/01/18        28,607   
  10,491      4.500     09/01/18        11,165   
  46,699      5.500     09/01/18        50,577   
  2,554      9.500     08/01/19        2,785   
  103      9.500     08/01/20        105   
  107,605      6.500     10/01/20        119,976   
  20,977      4.500     07/01/24        22,634   
  126,862      4.500     11/01/24        137,199   
  26,524      4.500     12/01/24        28,685   
  32,920      6.000     03/01/29        36,337   
  183      6.000     04/01/29        202   
  29,007      7.500     12/01/29        33,372   
  260,719      7.000     05/01/32        297,853   
  730      6.000     08/01/32        806   
  152,677      7.000     12/01/32        174,423   
  17,138      5.000     10/01/33        18,518   
  20,217      5.000     07/01/35        21,813   
  281,112      5.000     08/01/35        302,895   
  17,171      5.000     09/01/35        18,502   
  66,451      5.000     12/01/35        71,718   
  1,388,367      5.000     02/01/37        1,495,947   
  27,708      6.000     09/01/37        30,499   
  90,434      5.000     02/01/38        97,442   
  38,826      6.000     02/01/38        42,796   
  16,615      5.000     03/01/38        17,864   
  120,371      6.000     07/01/38        132,925   
  32,766      6.000     10/01/38        36,225   
  4,530      5.000     12/01/38        4,868   
  933,807      5.000     02/01/39        1,004,818   
  20,405      5.000     06/01/41        22,191   
  5,999,902      3.000     11/01/42        6,278,221   
  2,000,001      3.000     12/01/42        2,092,832   
  1,000,000      5.500     TBA-30yr (e)      1,080,547   
     

 

 

 
        14,070,151   

 

 

 

 

FNMA – 24.9%

  

  29,948      7.500     08/01/15        31,206   
  22,457      6.000     04/01/16        24,068   
  38,938      6.500     05/01/16        42,254   
  54,651      6.500     09/01/16        59,304   
  70,325      6.500     11/01/16        76,313   
  16,746      7.500     04/01/17        17,844   

 

 

 
  Mortgage-Backed Obligations – (continued)   

 

FNMA – (continued)

  

$ 287,380      5.500%     02/01/18      $ 308,294   
  277,015      5.000     05/01/18        299,804   
  25,053      6.500     08/01/18        27,894   
  136,959      7.000     08/01/18        153,233   
  398,555      4.375     06/01/21        463,724   
  3,639      5.000     06/01/23        3,941   
  106,933      5.000     08/01/23        117,149   
  336,497      5.500     09/01/23        362,375   
  75,893      5.500     10/01/23        81,796   
  20,139      4.500     07/01/24        21,974   
  278,438      4.500     11/01/24        304,067   
  113,881      4.500     12/01/24        124,397   
  81      7.000     07/01/25        96   
  4,231      7.000     11/01/25        4,990   
  31,047      9.000     11/01/25        36,542   
  114,820      7.000     08/01/26        131,767   
  784      7.000     08/01/27        912   
  9,472      7.000     09/01/27        11,011   
  33,420      6.000     12/01/27        36,504   
  329      7.000     01/01/28        383   
  202,979      6.000     02/01/29        224,033   
  186,710      6.000     06/01/29        206,375   
  872,608      5.000     09/01/29        943,175   
  49,089      8.000     10/01/29        60,124   
  14,224      7.000     12/01/29        16,537   
  83,777      5.000     01/01/30        90,552   
  1,482      8.500     04/01/30        1,778   
  7,341      8.000     05/01/30        8,366   
  379      8.500     06/01/30        441   
  16,663      7.000     05/01/32        19,373   
  131,538      7.000     06/01/32        152,628   
  184,609      7.000     08/01/32        214,208   
  39,196      8.000     08/01/32        48,675   
  37,853      5.000     04/01/33        41,080   
  9,897      5.000     08/01/33        10,742   
  766,452      5.000     09/01/33        831,797   
  2,195      5.500     09/01/33        2,404   
  1,893,319      5.000     12/01/33        2,054,736   
  3,084      5.500     02/01/34        3,377   
  499      5.500     04/01/34        546   
  45,350      5.000     12/01/34        49,182   
  24,456      5.500     12/01/34        26,730   
  68,555      5.000     04/01/35        74,414   
  157,984      6.000     04/01/35        174,611   
  7,363      5.000     09/01/35        7,968   
  4,054      5.500     09/01/35        4,424   
  957,488      5.000     12/01/35        1,036,266   
  336      5.500     02/01/37        365   
  490      5.500     04/01/37        532   
  651      5.500     05/01/37        707   
  64,795      6.000     12/01/37        71,449   
  758      5.500     03/01/38        824   
  1,603,491      5.000     04/01/38        1,732,460   
  34,869      6.000     05/01/38        38,565   

 

 

 

 

30   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Mortgage-Backed Obligations – (continued)   

 

FNMA – (continued)

  

$ 724      5.500%     06/01/38      $ 787   
  28,994      6.000     06/01/38        32,067   
  975      5.500     07/01/38        1,060   
  73,465      6.000     07/01/38        81,250   
  700      5.500     08/01/38        761   
  29,173      6.000     08/01/38        32,265   
  547      5.500     09/01/38        595   
  700,031      6.000     09/01/38        763,343   
  13,565      5.500     10/01/38        14,766   
  31,238      6.000     10/01/38        34,631   
  38,075      6.000     11/01/38        42,211   
  361      5.500     12/01/38        393   
  210,829      6.000     12/01/38        229,896   
  276,574      5.000     01/01/39        300,472   
  54,780      4.500     08/01/39        60,195   
  120,236      4.500     07/01/40        129,938   
  601,687      4.000     09/01/40        644,493   
  1,132,373      4.000     11/01/40        1,212,932   
  711,112      4.500     03/01/41        769,892   
  1,336,027      4.500     05/01/41        1,446,463   
  86,344      4.500     06/01/41        93,481   
  845,399      4.500     09/01/41        915,280   
  2,000,000      3.500     TBA-30yr (e)      2,132,188   
  3,000,000      4.000     TBA-30yr (e)      3,215,391   
  2,000,000      2.500     TBA-15yr (e)      2,091,406   
  7,000,000      4.500     TBA-30yr (e)      7,562,187   
  1,000,000      3.000     TBA-30yr (e)      1,048,047   
     

 

 

 
        33,747,676   

 

 

 

 

GNMA – 0.6%

  

  6,162      7.000     10/15/25        7,273   
  14,674      7.000     11/15/25        17,320   
  2,575      7.000     02/15/26        3,055   
  8,409      7.000     04/15/26        9,975   
  4,029      7.000     03/15/27        4,801   
  87,547      7.000     11/15/27        104,322   
  4,917      7.000     01/15/28        5,782   
  34,602      7.000     02/15/28        40,687   
  14,205      7.000     03/15/28        16,703   
  3,893      7.000     04/15/28        4,578   
  538      7.000     05/15/28        633   
  8,631      7.000     06/15/28        10,149   
  18,844      7.000     07/15/28        22,158   
  14,265      7.000     08/15/28        16,774   
  26,756      7.000     09/15/28        31,462   
  4,144      7.000     11/15/28        4,873   
  4,654      7.500     11/15/30        4,730   
  605      7.000     12/15/31        712   
  453,331      6.000     08/20/34        510,654   
     

 

 

 
        816,641   

 

 

 
  TOTAL FEDERAL AGENCIES      $ 52,361,177   

 

 

 
  TOTAL MORTGAGE-BACKED OBLIGATIONS   
  (Cost $72,338,676)      $ 73,305,198   

 

 

 
  Agency Debentures – 6.5%   

 

FHLMC

  

EUR 300,000      4.375%     01/15/14      $ 409,279   
$ 500,000      1.250     08/01/19        500,496   
  1,400,000      2.375     01/13/22        1,462,767   

 

FNMA

  

  1,600,000      0.625     10/30/14        1,610,201   
  1,100,000      0.875     08/28/17        1,105,490   
  1,900,000      0.875     10/26/17        1,906,255   
  400,000      6.250     05/15/29        574,637   

 

Tennessee Valley Authority

  

  900,000      5.375     04/01/56        1,218,528   

 

 

 
  TOTAL AGENCY DEBENTURES   
  (Cost $8,384,723)      $ 8,787,653   

 

 

 
     
  Asset-Backed Securities – 1.6%   

 

Home Equity – 0.2%

  

 

GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 1A1

  

$ 117,508      7.000%     09/25/37      $ 101,289   

 

GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 2A1

  

  164,381      7.000     09/25/37        147,299   
     

 

 

 
        248,588   

 

 

 

 

Student Loans(c) – 1.4%

  

 

Access Group, Inc. Series 2005-2, Class A3

  

  589,649      0.491     11/22/24        578,931   

 

College Loan Corp. Trust Series 2004-1, Class A4

  

  300,000      0.505     04/25/24        291,100   

 

College Loan Corp. Trust Series 2006-1, Class A3

  

  1,000,000      0.405     10/25/25        974,128   

 

GCO Education Loan Funding Trust Series 2006-1, Class A11L

  

  100,000      0.542     05/25/36        86,442   
     

 

 

 
        1,930,601   

 

 

 
  TOTAL ASSET-BACKED SECURITIES   
  (Cost $2,206,401)      $ 2,179,189   

 

 

 
     
  Foreign Debt Obligations – 8.7%   

 

Sovereign – 8.7%

  

 

Chile Government International Bond

  

$ 150,000      3.625%     10/30/42      $ 147,000   

 

Colombia Government International Bond

  

  209,000      4.375     07/12/21        240,872   

 

Indonesia Government International Bond

  

  230,000      8.500     10/12/35        369,725   

 

Mexican Government

  

MXN 29,166,090      0.000(f)     06/27/13        2,208,954   

 

Slovenia Government International Bond(b)

  

$ 210,000      5.500     10/26/22        221,288   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   31


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Foreign Debt Obligations – (continued)   

 

Sovereign – (continued)

  

 

United Kingdom Gilt

  

GBP 4,200,000      4.500%     03/07/13        6,873,178   
  1,000,000      2.750     01/22/15        1,704,275   
     

 

 

 
        11,765,292   

 

 

 
  TOTAL FOREIGN DEBT OBLIGATIONS   
  (Cost $11,415,504)      $ 11,765,292   

 

 

 
     
  Municipal Debt Obligations – 1.1%   

 

California – 0.3%

  

 

California State Various Purpose GO Bonds Series 2010

  

$ 140,000      7.950%     03/01/36      $ 173,977   
  105,000      7.625     03/01/40        151,693   
     

 

 

 
        325,670   

 

 

 

 

Illinois – 0.2%

  

 

Illinois State GO Bonds for Build America Bonds Series 2010-5

  

  250,000      7.350     07/01/35        302,428   

 

 

 

 

New York – 0.4%

  

 

Rensselaer Polytechnic Institute Taxable Bonds Series 2010

  

  475,000      5.600     09/01/20        548,402   

 

 

 

 

Ohio – 0.2%

  

 
 

American Municipal Power, Inc. RB Build America Bond
Series 2010 E RMKT

  
  

  250,000      6.270     02/15/50        298,902   

 

 

 
  TOTAL MUNICIPAL DEBT OBLIGATIONS   
  (Cost $1,225,008)      $ 1,475,402   

 

 

 

 

Shares   Interest
Rate
  Value  
Preferred Stock – 0.0%   

Banks – 0.0%

  

CoBank ACB(b)(c)

  

613   6.250%   $ 63,384   

 

 
TOTAL PREFERRED STOCK   
(Cost $61,300)  

 

 

 

Principal
Amount
    Interest
Rate
 

Maturity

Date

    Value  
  Government Guarantee Obligations(g) – 3.4%   

 

Achmea Hypotheekbank NV(b)

  

$ 105,000      3.200%     11/03/14      $ 110,071   

 

BRFkredit AS(b)

  

  1,700,000      2.050     04/15/13        1,708,121   

 

Israel Government AID Bond

  

  400,000      5.500     09/18/23        524,144   
  100,000      5.500     12/04/23        130,761   
  100,000      5.500     04/26/24        132,159   

 

 

 
  Government Guarantee Obligations(g) – (continued)   

 

Kommunalbanken AS(b)

  

$ 300,000      1.000%     09/26/17      $ 299,620   

 

Landwirtschaftliche Rentenbank

  

  1,400,000      4.125     07/15/13        1,428,476   

 

Swedbank AB(b)

  

  200,000      2.900     01/14/13        200,152   

 

 

 
  TOTAL GOVERNMENT GUARANTEE OBLIGATIONS   
  (Cost $4,504,560)      $ 4,533,504   

 

 

 
     
  U.S. Treasury Obligations – 2.7%   

 

United States Treasury Bonds

  

$ 2,000,000      0.000%(g)     02/15/26      $ 1,476,340   
  400,000      4.375     05/15/41        520,856   
  800,000      2.750     11/15/42        770,751   

 

United States Treasury Inflation-Protected Securities

  

  121,143      1.625     01/15/15        128,752   
  402,356      0.125(h)     07/15/22        436,995   
  307,110      0.750     02/15/42        336,718   

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS   
  (Cost $3,685,627)      $ 3,670,412   

 

 

 
  TOTAL INVESTMENTS – 106.3%     
  (Cost $139,394,296)      $ 144,009,072   

 

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (6.3)%

  
  

    (8,573,103

 

 

 
  NET ASSETS – 100.0%      $ 135,435,969   

 

 

 

 

32   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

(a)   Securities with “Call” features with resetting interest rates. Maturity dates disclosed are the final maturity dates.
(b)   Exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities have been determined to be liquid by the investment adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $18,811,667, which represents approximately 13.9% of net assets as of December 31, 2012.
(c)   Variable rate security. Interest rate disclosed is that which is in effect at December 31, 2012.
(d)   Security with “Put” features and resetting interest rates. Maturity dates disclosed are the puttable dates. Interest rate disclosed is that which is in effect at December 31, 2012.
(e)   TBA (To Be Announced) Securities are purchased/sold on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement when the specific mortgage pools are assigned. Total market value of TBA securities (excluding forward sales contracts, if any) amounts to $17,129,766 which represents approximately 12.6% of net assets as of December 31, 2012.
(f)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(g)   Guaranteed by a foreign government.
(h)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.

 

Investment Abbreviations:
FHLMC   —Federal Home Loan Mortgage Corp.
FNMA   —Federal National Mortgage Association
GNMA   —Government National Mortgage Association
GO   —General Obligation
RB   —Revenue Bond
RMKT   —Remarketed
UK   —United Kingdom
Currency Abbreviations:
AUD   —Australian Dollar
CAD   —Canadian Dollar
CHF   —Swiss Franc
EUR   —Euro
GBP   —British Pound
JPY   —Japanese Yen
MXN   —Mexican Peso
NOK   —Norwegian Krone
NZD   —New Zealand Dollar
SEK   —Swedish Krona
USD   —United States Dollar

 

The accompanying notes are an integral part of these financial statements.   33


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

December 31, 2012

ADDITIONAL INVESTMENT INFORMATION

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At December 31, 2012, the Fund had the following forward foreign currency exchange contracts:

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN

 

Counterparty      Contracts to
Buy/Sell
     Settlement
Date
     Current
Value
       Unrealized
Gain
 
Barclays Bank PLC      EUR/USD      03/20/13      $ 85,855         $ 164   
     GBP/USD      03/20/13        115,146           1,451   
Citibank NA      AUD/USD      03/20/13        168,324           303   
     EUR/USD      03/20/13        175,673           3,182   
     SEK/EUR      03/20/13        87,960           2,105   
     USD/AUD      03/20/13        167,291           2,386   
     USD/JPY      03/21/13        995,781           36,513   
     USD/NZD      03/20/13        166,941           2,783   
Deutsche Bank AG (London)      EUR/USD      03/20/13        1,973,433           17,014   
     GBP/USD      03/20/13        84,451           439   
     NOK/EUR      03/20/13        85,489           955   
     USD/EUR      03/20/13        252,282           1,400   
     USD/JPY      03/21/13        666,162           18,838   
HSBC Bank PLC      NOK/EUR      03/20/13        225,049           1,825   
     SEK/EUR      03/20/13        435,258           5,983   
     USD/GBP      03/20/13        168,902           550   
JPMorgan Chase Bank NA      EUR/USD      03/20/13        84,534           86   
     USD/EUR      03/20/13        84,534           622   
Morgan Stanley Co., Inc.      EUR/USD      03/20/13        85,855           586   
Royal Bank of Canada      USD/CAD      03/20/13        168,276           724   
State Street Bank      USD/JPY      03/21/13        247,717           11,283   
UBS AG (London)      EUR/USD      03/20/13        173,031           1,506   
     USD/CAD      03/20/13        358,396           948   
     USD/GBP      03/20/13        168,903           243   
     USD/NZD      03/20/13        166,941           398   
Westpac Banking Corp.      NZD/AUD      03/20/13        338,837           124   
       USD/AUD      03/20/13        357,301           2,599   
TOTAL         $ 115,010   

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

Counterparty      Contracts to
Buy/Sell
     Settlement
Date
     Current
Value
       Unrealized
Loss
 
Barclays Bank PLC      JPY/USD      03/21/13      $ 84,515         $ (486
     USD/CHF      03/20/13        2,220,131           (41,194
Citibank NA      JPY/USD      03/21/13        246,394           (7,606
     USD/EUR      02/08/13        1,149,624           (1,444
Deutsche Bank AG (London)      EUR/USD      03/20/13        85,855           (114
     JPY/USD      03/21/13        417,079           (7,921

 

34   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS (continued)

 

Counterparty      Contracts to
Buy/Sell
     Settlement
Date
     Current
Value
       Unrealized
Loss
 
HSBC Bank PLC      EUR/SEK      03/20/13      $ 239,157         $ (2,280
     USD/NOK      03/20/13        77,711           (1,711
JPMorgan Chase Bank NA      EUR/SEK      03/20/13        348,704           (3,095
     USD/GBP      01/09/13        9,939,305           (203,780
     USD/MXN      06/27/13        2,170,730           (5,966
Morgan Stanley Co., Inc.      EUR/NOK      03/20/13        1,157,839           (1,073
     EUR/USD      03/20/13        84,534           (135
Royal Bank of Canada      CAD/USD      03/20/13        75,528           (472
Royal Bank of Scotland      EUR/SEK      03/20/13        84,534           (177
     NZD/USD      03/20/13        173,092           (570
UBS AG (London)      EUR/SEK      03/20/13        174,352           (1,062
     JPY/USD      03/21/13        82,818           (2,182

Westpac Banking Corp.

     AUD/USD      03/20/13        244,936           (1,670
TOTAL         $ (282,938

FORWARD SALES CONTRACTS — At December 31, 2012, the Fund had the following forward sales contracts:

 

Description      Interest
Rate
       Maturity
Date(e)
       Settlement
Date
       Principal
Amount
       Value  

FNMA (Proceeds Receivable: $3,248,282)

       5.000        TBA-30yr           01/14/13         $ (3,000,000      $ (3,249,609

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
U.S. Long Bond        (79      March 2013      $ (11,652,500      $ 132,828   
U.S. Ultra Long Treasury Bonds        40         March 2013        6,503,750           (90,165
5 Year U.S. Treasury Notes        152         March 2013        18,910,938           22,011   

10 Year U.S. Treasury Notes

       (39      March 2013        (5,178,469        (3,220
TOTAL                                   $ 61,454   

 

The accompanying notes are an integral part of these financial statements.   35


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 99.5%   

 

Automobiles & Components  –  0.8%

  

  1,500       BorgWarner, Inc.*    $ 107,430   
  3,800       Delphi Automotive PLC*      145,350   
  50,049       Ford Motor Co.      648,134   
  3,040       Harley-Davidson, Inc.      148,474   
  9,085       Johnson Controls, Inc.      278,909   
  3,164       The Goodyear Tire & Rubber Co.*      43,695   
     

 

 

 
        1,371,992   

 

 

 

 

Banks – 2.8%

  

  9,058       BB&T Corp.      263,678   
  2,550       Comerica, Inc.      77,367   
  12,146       Fifth Third Bancorp      184,498   
  3,534       First Horizon National Corp.      35,022   
  6,600       Hudson City Bancorp, Inc.      53,658   
  11,645       Huntington Bancshares, Inc.      74,411   
  12,400       KeyCorp      104,408   
  1,593       M&T Bank Corp.      156,863   
  4,789       People’s United Financial, Inc.      57,899   
  6,951       PNC Financial Services Group, Inc.      405,313   
  17,798       Regions Financial Corp.      126,722   
  6,954       SunTrust Banks, Inc.      197,146   
  24,603       U.S. Bancorp      785,820   
  64,341       Wells Fargo & Co.      2,199,175   
  2,430       Zions Bancorporation      52,002   
     

 

 

 
        4,773,982   

 

 

 

 

Capital Goods – 7.8%

  

  8,321       3M Co.      772,605   
  8,516       Caterpillar, Inc.      762,863   
  2,346       Cummins, Inc.      254,189   
  7,714       Danaher Corp.      431,213   
  5,133       Deere & Co.      443,594   
  2,401       Dover Corp.      157,770   
  6,056       Eaton Corp. PLC      328,235   
  9,465       Emerson Electric Co.      501,266   
  3,553       Fastenal Co.      165,890   
  635       Flowserve Corp.      93,218   
  2,247       Fluor Corp.      131,989   
  4,301       General Dynamics Corp.      297,930   
  137,369       General Electric Co.      2,883,375   
  10,248       Honeywell International, Inc.      650,441   
  5,600       Illinois Tool Works, Inc.      340,536   
  3,788       Ingersoll-Rand PLC      181,672   
  1,637       Jacobs Engineering Group, Inc.*      69,687   
  1,400       Joy Global, Inc.      89,292   
  1,300       L-3 Communications Holdings, Inc.      99,606   
  3,494       Lockheed Martin Corp.      322,461   
  4,800       Masco Corp.      79,968   
  3,273       Northrop Grumman Corp.      221,189   
  4,615       PACCAR, Inc.      208,644   
  1,552       Pall Corp.      93,524   
  1,968       Parker Hannifin Corp.      167,398   
  2,798       Pentair Ltd.      137,522   
  1,917       Precision Castparts Corp.      363,118   
  2,712       Quanta Services, Inc.*      74,010   

 

 

 
  Common Stocks – (continued)   

 

Capital Goods – (continued)

  

  4,382       Raytheon Co.    $ 252,228   
  1,816       Rockwell Automation, Inc.      152,526   
  1,853       Rockwell Collins, Inc.      107,789   
  1,224       Roper Industries, Inc.      136,452   
  803       Snap-On, Inc.      63,429   
  2,217       Stanley Black & Decker, Inc.      163,991   
  3,639       Textron, Inc.      90,211   
  8,907       The Boeing Co.      671,232   
  11,011       United Technologies Corp.      903,012   
  792       W.W. Grainger, Inc.      160,277   
  2,518       Xylem, Inc.      68,238   
     

 

 

 
        13,092,590   

 

 

 

 

Commercial & Professional Services – 0.7%

  

  1,434       Avery Dennison Corp.      50,075   
  1,400       Cintas Corp.      57,260   
  578       Dun & Bradstreet Corp.      45,460   
  1,550       Equifax, Inc.      83,886   
  2,198       Iron Mountain, Inc.      68,248   
  2,600       Pitney Bowes, Inc.      27,664   
  3,925       Republic Services, Inc.      115,120   
  1,957       Robert Half International, Inc.      62,272   
  1,127       Stericycle, Inc.*      105,115   
  2,922       The ADT Corp.      135,844   
  5,989       Tyco International Ltd.      175,178   
  5,765       Waste Management, Inc.      194,511   
     

 

 

 
        1,120,633   

 

 

 

 

Consumer Durables & Apparel – 1.1%

  

  3,769       Coach, Inc.      209,217   
  3,600       D.R. Horton, Inc.      71,208   
  700       Fossil, Inc.*      65,170   
  1,400       Garmin Ltd.      57,148   
  823       Harman International Industries, Inc.      36,739   
  1,521       Hasbro, Inc.      54,604   
  1,800       Leggett & Platt, Inc.      48,996   
  2,200       Lennar Corp. Class A      85,074   
  4,481       Mattel, Inc.      164,094   
  3,733       Newell Rubbermaid, Inc.      83,134   
  9,564       NIKE, Inc. Class B      493,502   
  4,513       PulteGroup, Inc.*      81,956   
  801       Ralph Lauren Corp.      120,086   
  1,142       VF Corp.      172,408   
  989       Whirlpool Corp.      100,631   
     

 

 

 
        1,843,967   

 

 

 

 

Consumer Services – 1.9%

  

  1,200       Apollo Group, Inc. Class A*      25,104   
  5,828       Carnival Corp.      214,295   
  428       Chipotle Mexican Grill, Inc.*      127,313   
  1,766       Darden Restaurants, Inc.      79,594   
  3,300       H&R Block, Inc.      61,281   
  3,412       International Game Technology      48,348   
  3,321       Marriott International, Inc. Class A      123,774   
  13,160       McDonald’s Corp.      1,160,843   

 

 

 

 

36   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Consumer Services – (continued)

  

  9,695       Starbucks Corp.    $ 519,846   
  2,600       Starwood Hotels & Resorts
Worldwide, Inc.
     149,136   
  1,828       Wyndham Worldwide Corp.      97,268   
  1,032       Wynn Resorts Ltd.      116,090   
  5,972       Yum! Brands, Inc.      396,541   
     

 

 

 
        3,119,433   

 

 

 

 

Diversified Financials – 6.4%

  
  12,854       American Express Co.      738,848   
  2,716       Ameriprise Financial, Inc.      170,103   
  141,059       Bank of America Corp.      1,636,284   
  1,586       BlackRock, Inc.      327,842   
  7,658       Capital One Financial Corp.      443,628   
  38,287       Citigroup, Inc.      1,514,634   
  4,047       CME Group, Inc.      205,223   
  6,542       Discover Financial Services      252,194   
  3,050       E*TRADE Financial Corp.*      27,298   
  1,802       Franklin Resources, Inc.      226,511   
  932       IntercontinentalExchange, Inc.*      115,391   
  5,783       Invesco Ltd.      150,879   
  49,738       JPMorgan Chase & Co.      2,186,980   
  1,632       Legg Mason, Inc.      41,975   
  2,500       Leucadia National Corp.      59,475   
  2,530       Moody’s Corp.      127,310   
  18,247       Morgan Stanley      348,883   
  2,898       Northern Trust Corp.      145,364   
  3,171       NYSE Euronext      100,013   
  6,148       SLM Corp.      105,315   
  6,050       State Street Corp.      284,411   
  3,372       T. Rowe Price Group, Inc.      219,618   
  15,289       The Bank of New York Mellon Corp.      392,927   
  14,156       The Charles Schwab Corp.      203,280   
  5,761       The Goldman Sachs Group, Inc.(a)      734,873   
  1,683       The NASDAQ OMX Group, Inc.      42,092   
     

 

 

 
        10,801,351   

 

 

 

 

Energy – 10.9%

  
  6,501       Anadarko Petroleum Corp.      483,089   
  5,124       Apache Corp.      402,234   
  5,691       Baker Hughes, Inc.      232,420   
  2,749       Cabot Oil & Gas Corp.      136,735   
  3,285       Cameron International Corp.*      185,471   
  7,017       Chesapeake Energy Corp.      116,623   
  25,638       Chevron Corp.      2,772,493   
  15,841       ConocoPhillips      918,620   
  2,900       CONSOL Energy, Inc.      93,090   
  5,267       Denbury Resources, Inc.*      85,325   
  4,923       Devon Energy Corp.      256,193   
  969       Diamond Offshore Drilling, Inc.      65,853   
  3,100       Ensco PLC Class A      183,768   
  3,511       EOG Resources, Inc.      424,094   
  2,017       EQT Corp.      118,963   
  59,739       Exxon Mobil Corp.      5,170,410   
  3,106       FMC Technologies, Inc.*      133,030   

 

 

 
  Common Stocks – (continued)   

 

Energy – (continued)

  
  12,184       Halliburton Co.    $ 422,663   
  1,356       Helmerich & Payne, Inc.      75,950   
  3,877       Hess Corp.      205,326   
  8,265       Kinder Morgan, Inc.      292,002   
  9,139       Marathon Oil Corp.      280,202   
  4,384       Marathon Petroleum Corp.      276,192   
  2,439       Murphy Oil Corp.      145,242   
  4,032       Nabors Industries Ltd.*      58,262   
  5,571       National Oilwell Varco, Inc.      380,778   
  1,900       Newfield Exploration Co.*      50,882   
  3,300       Noble Corp.      114,906   
  2,351       Noble Energy, Inc.      239,191   
  10,560       Occidental Petroleum Corp.      809,002   
  3,406       Peabody Energy Corp.      90,634   
  8,277       Phillips 66      439,509   
  1,600       Pioneer Natural Resources Co.      170,544   
  2,242       QEP Resources, Inc.      67,865   
  2,085       Range Resources Corp.      131,001   
  1,600       Rowan Companies PLC Class A*      50,032   
  17,319       Schlumberger Ltd.      1,200,034   
  4,581       Southwestern Energy Co.*      153,051   
  8,675       Spectra Energy Corp.      237,521   
  1,900       Tesoro Corp.      83,695   
  8,801       The Williams Companies, Inc.      288,145   
  7,292       Valero Energy Corp.      248,803   
  2,881       WPX Energy, Inc.*      42,869   
     

 

 

 
        18,332,712   

 

 

 

 

Food & Staples Retailing – 2.4%

  
  5,629       Costco Wholesale Corp.      555,976   
  16,287       CVS Caremark Corp.      787,476   
  3,176       Safeway, Inc.      57,454   
  7,654       Sysco Corp.      242,326   
  6,624       The Kroger Co.      172,357   
  11,276       Walgreen Co.      417,325   
  21,975       Wal-Mart Stores, Inc.      1,499,354   
  2,245       Whole Foods Market, Inc.      205,036   
     

 

 

 
        3,937,304   

 

 

 

 

Food, Beverage & Tobacco – 5.9%

  
  26,719       Altria Group, Inc.      839,511   
  8,524       Archer-Daniels-Midland Co.      233,472   
  2,100       Beam, Inc.      128,289   
  2,020       Brown-Forman Corp. Class B      127,765   
  2,300       Campbell Soup Co.      80,247   
  3,643       Coca-Cola Enterprises, Inc.      115,593   
  5,355       ConAgra Foods, Inc.      157,973   
  1,800       Constellation Brands, Inc. Class A*      63,702   
  2,600       Dean Foods Co.*      42,926   
  2,800       Dr. Pepper Snapple Group, Inc.      123,704   
  8,417       General Mills, Inc.      340,131   
  4,206       H.J. Heinz Co.      242,602   
  1,800       Hormel Foods Corp.      56,178   
  3,234       Kellogg Co.      180,619   
  7,819       Kraft Foods Group, Inc.      355,530   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   37


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Food, Beverage & Tobacco – (continued)

  
  1,739       Lorillard, Inc.    $ 202,889   
  1,709       McCormick & Co., Inc.      108,573   
  2,701       Mead Johnson Nutrition Co.      177,969   
  2,123       Molson Coors Brewing Co. Class B      90,843   
  23,354       Mondelez International, Inc. Class A      594,826   
  2,000       Monster Beverage Corp.*      105,760   
  20,330       PepsiCo, Inc.      1,391,182   
  21,849       Philip Morris International, Inc.      1,827,450   
  4,379       Reynolds American, Inc.      181,422   
  50,697       The Coca-Cola Co.      1,837,766   
  1,997       The Hershey Co.      144,223   
  1,437       The J.M. Smucker Co.      123,927   
  3,695       Tyson Foods, Inc. Class A      71,683   
     

 

 

 
        9,946,755   

 

 

 

 

Health Care Equipment & Services – 4.6%

  
  20,685       Abbott Laboratories      1,354,867   
  4,424       Aetna, Inc.      204,831   
  3,022       AmerisourceBergen Corp.      130,490   
  7,193       Baxter International, Inc.      479,485   
  2,623       Becton, Dickinson and Co.      205,092   
  18,305       Boston Scientific Corp.*      104,888   
  994       C. R. Bard, Inc.      97,154   
  4,445       Cardinal Health, Inc.      183,045   
  2,842       CareFusion Corp.*      81,224   
  1,870       Cerner Corp.*      145,187   
  3,762       Cigna Corp.      201,117   
  1,711       Coventry Health Care, Inc.      76,704   
  6,134       Covidien PLC      354,177   
  1,100       DaVita HealthCare Partners, Inc.*      121,583   
  1,805       DENTSPLY International, Inc.      71,496   
  1,494       Edwards Lifesciences Corp.*      134,714   
  10,667       Express Scripts Holding Co.*      576,018   
  2,093       Humana, Inc.      143,643   
  527       Intuitive Surgical, Inc.*      258,425   
  1,235       Laboratory Corp. of America Holdings*      106,976   
  3,084       McKesson Corp.      299,025   
  13,221       Medtronic, Inc.      542,325   
  1,081       Patterson Companies, Inc.      37,003   
  2,034       Quest Diagnostics, Inc.      118,521   
  4,074       St. Jude Medical, Inc.      147,234   
  3,795       Stryker Corp.      208,042   
  1,437       Tenet Healthcare Corp.*      46,659   
  13,472       UnitedHealth Group, Inc.      730,721   
  1,486       Varian Medical Systems, Inc.*      104,377   
  3,968       WellPoint, Inc.      241,731   
  2,317       Zimmer Holdings, Inc.      154,451   
     

 

 

 
        7,661,205   

 

 

 

 

Household & Personal Products – 2.3%

  
  5,486       Avon Products, Inc.      78,779   
  5,867       Colgate-Palmolive Co.      613,336   
  5,189       Kimberly-Clark Corp.      438,107   
  1,700       The Clorox Co.      124,474   

 

 

 
  Common Stocks – (continued)   

 

Household & Personal Products – (continued)

  
  3,170       The Estee Lauder Companies, Inc. Class A    $ 189,756   
  35,761       The Procter & Gamble Co.      2,427,815   
     

 

 

 
        3,872,267   

 

 

 

 

Insurance – 4.0%

  
  4,473       ACE Ltd.      356,945   
  6,172       Aflac, Inc.      327,857   
  19,412       American International Group, Inc.*      685,244   
  4,239       Aon PLC      235,688   
  1,000       Assurant, Inc.      34,700   
  23,905       Berkshire Hathaway, Inc. Class B*      2,144,279   
  1,900       Cincinnati Financial Corp.      74,404   
  6,800       Genworth Financial, Inc. Class A*      51,068   
  5,711       Hartford Financial Services Group, Inc.      128,155   
  3,769       Lincoln National Corp.      97,617   
  4,046       Loews Corp.      164,875   
  7,079       Marsh & McLennan Companies, Inc.      244,013   
  14,235       MetLife, Inc.      468,901   
  3,627       Principal Financial Group, Inc.      103,442   
  6,113       Prudential Financial, Inc.      326,006   
  6,380       The Allstate Corp.      256,285   
  3,423       The Chubb Corp.      257,820   
  7,422       The Progressive Corp.      156,604   
  5,020       The Travelers Companies, Inc.      360,536   
  1,311       Torchmark Corp.      67,739   
  3,718       Unum Group      77,409   
  3,984       XL Group PLC      99,839   
     

 

 

 
        6,719,426   

 

 

 

 

Materials – 3.6%

  
  2,798       Air Products & Chemicals, Inc.      235,088   
  900       Airgas, Inc.      82,161   
  13,800       Alcoa, Inc.      119,784   
  1,487       Allegheny Technologies, Inc.      45,145   
  2,095       Ball Corp.      93,751   
  1,300       Bemis Co., Inc.      43,498   
  832       CF Industries Holdings, Inc.      169,029   
  1,971       Cliffs Natural Resources, Inc.      76,002   
  12,111       E.I. du Pont de Nemours & Co.      544,632   
  1,953       Eastman Chemical Co.      132,902   
  3,484       Ecolab, Inc.      250,499   
  1,769       FMC Corp.      103,522   
  12,336       Freeport-McMoRan Copper &
Gold, Inc.
     421,891   
  1,083       International Flavors & Fragrances, Inc.      72,063   
  5,808       International Paper Co.      231,391   
  4,931       LyondellBasell Industries NV Class A      281,511   
  2,198       MeadWestvaco Corp.      70,050   
  7,015       Monsanto Co.      663,970   
  6,503       Newmont Mining Corp.      301,999   
  4,200       Nucor Corp.      181,356   
  2,162       Owens-Illinois, Inc.*      45,986   
  2,024       PPG Industries, Inc.      273,948   

 

 

 

 

38   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Materials – (continued)

  
  3,933       Praxair, Inc.    $ 430,467   
  2,616       Sealed Air Corp.      45,806   
  1,600       Sigma-Aldrich Corp.      117,728   
  15,708       The Dow Chemical Co.      507,682   
  3,571       The Mosaic Co.      202,226   
  1,129       The Sherwin-Williams Co.      173,663   
  1,968       United States Steel Corp.      46,976   
  1,657       Vulcan Materials Co.      86,247   
     

 

 

 
        6,050,973   

 

 

 

 

Media – 3.6%

  
  2,740       Cablevision Systems Corp. Class A      40,936   
  7,836       CBS Corp. Class B      298,160   
  34,992       Comcast Corp. Class A      1,308,001   
  7,890       DIRECTV*      395,762   
  3,063       Discovery Communications, Inc. Class A*      194,439   
  2,891       Gannett Co., Inc.      52,067   
  26,541       News Corp. Class A      677,857   
  3,447       Omnicom Group, Inc.      172,212   
  1,118       Scripps Networks Interactive, Inc. Class A      64,755   
  6,071       The Interpublic Group of
Companies, Inc.
     66,903   
  3,654       The McGraw-Hill Companies, Inc.      199,764   
  23,215       The Walt Disney Co.      1,155,875   
  63       The Washington Post Co. Class B      23,008   
  3,983       Time Warner Cable, Inc.      387,108   
  12,486       Time Warner, Inc.      597,205   
  6,011       Viacom, Inc. Class B      317,020   
     

 

 

 
        5,951,072   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 7.4%

  

  4,496       Agilent Technologies, Inc.      184,066   
  2,518       Alexion Pharmaceuticals, Inc.*      236,214   
  4,026       Allergan, Inc.      369,305   
  10,052       Amgen, Inc.      867,689   
  3,044       Biogen Idec, Inc.*      446,463   
  21,581       Bristol-Myers Squibb Co.      703,325   
  5,537       Celgene Corp.*      435,873   
  13,443       Eli Lilly & Co.      663,009   
  3,077       Forest Laboratories, Inc.*      108,680   
  9,861       Gilead Sciences, Inc.*      724,290   
  2,290       Hospira, Inc.*      71,540   
  36,297       Johnson & Johnson      2,544,420   
  2,293       Life Technologies Corp.*      112,540   
  39,891       Merck & Co., Inc.      1,633,137   
  5,352       Mylan, Inc.*      147,073   
  1,500       PerkinElmer, Inc.      47,610   
  1,119       Perrigo Co.      116,409   
  96,387       Pfizer, Inc.      2,417,386   
  4,744       Thermo Fisher Scientific, Inc.      302,572   
  1,126       Waters Corp.*      98,097   
  1,700       Watson Pharmaceuticals, Inc.*      146,200   
     

 

 

 
        12,375,898   

 

 

 
  Common Stocks – (continued)   

 

Real Estate – 2.2%

  
  5,135       American Tower Corp. (REIT)    $ 396,781   
  1,780       Apartment Investment & Management Co. Class A (REIT)      48,167   
  1,491       AvalonBay Communities, Inc. (REIT)      202,165   
  1,963       Boston Properties, Inc. (REIT)      207,705   
  3,915       CBRE Group, Inc. Class A*      77,909   
  4,138       Equity Residential (REIT)      234,500   
  5,900       HCP, Inc. (REIT)      266,562   
  3,400       Health Care REIT, Inc. (REIT)      208,386   
  9,593       Host Hotels & Resorts, Inc. (REIT)      150,322   
  5,300       Kimco Realty Corp. (REIT)      102,396   
  2,130       Plum Creek Timber Co., Inc. (REIT)      94,508   
  6,087       Prologis, Inc. (REIT)      222,115   
  1,856       Public Storage (REIT)      269,046   
  3,992       Simon Property Group, Inc. (REIT)      631,095   
  3,873       Ventas, Inc. (REIT)      250,661   
  2,252       Vornado Realty Trust (REIT)      180,340   
  7,155       Weyerhaeuser Co. (REIT)      199,052   
     

 

 

 
        3,741,710   

 

 

 

 

Retailing – 4.1%

  
  1,135       Abercrombie & Fitch Co. Class A      54,446   
  4,720       Amazon.com, Inc.*      1,185,381   
  499       AutoNation, Inc.*      19,810   
  466       AutoZone, Inc.*      165,164   
  2,994       Bed Bath & Beyond, Inc.*      167,395   
  3,266       Best Buy Co., Inc.      38,702   
  900       Big Lots, Inc.*      25,614   
  3,000       CarMax, Inc.*      112,620   
  3,500       Dollar General Corp.*      154,315   
  3,064       Dollar Tree, Inc.*      124,276   
  1,183       Expedia, Inc.      72,695   
  1,302       Family Dollar Stores, Inc.      82,560   
  1,537       GameStop Corp. Class A      38,563   
  2,011       Genuine Parts Co.      127,859   
  2,000       J.C. Penney Co., Inc.      39,420   
  2,877       Kohl’s Corp.      123,654   
  3,137       Limited Brands, Inc.      147,627   
  14,702       Lowe’s Companies, Inc.      522,215   
  5,334       Macy’s, Inc.      208,133   
  708       Netflix, Inc.*      65,688   
  2,003       Nordstrom, Inc.      107,161   
  1,485       O’Reilly Automotive, Inc.*      132,789   
  1,394       PetSmart, Inc.      95,266   
  658       Priceline.com, Inc.*      408,750   
  2,915       Ross Stores, Inc.      157,847   
  8,854       Staples, Inc.      100,936   
  8,614       Target Corp.      509,690   
  3,950       The Gap, Inc.      122,608   
  19,674       The Home Depot, Inc.      1,216,837   
  1,556       Tiffany & Co.      89,221   
  9,585       TJX Companies, Inc.      406,883   
  1,400       TripAdvisor, Inc.*      58,744   
  1,400       Urban Outfitters, Inc.*      55,104   
     

 

 

 
        6,937,973   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   39


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Semiconductors & Semiconductor Equipment – 2.0%

  
  8,100       Advanced Micro Devices, Inc.*    $ 19,440   
  4,234       Altera Corp.      145,819   
  4,000       Analog Devices, Inc.      168,240   
  15,516       Applied Materials, Inc.      177,503   
  6,719       Broadcom Corp. Class A*      223,138   
  780       First Solar, Inc.*      24,087   
  65,310       Intel Corp.      1,347,345   
  2,166       KLA-Tencor Corp.      103,448   
  2,172       Lam Research Corp.*      78,474   
  2,967       Linear Technology Corp.      101,768   
  7,900       LSI Corp.*      55,932   
  2,471       Microchip Technology, Inc.      80,530   
  13,543       Micron Technology, Inc.*      85,998   
  7,902       NVIDIA Corp.      97,116   
  2,300       Teradyne, Inc.*      38,847   
  14,652       Texas Instruments, Inc.      453,333   
  3,500       Xilinx, Inc.      125,650   
     

 

 

 
        3,326,668   

 

 

 

 

Software & Services – 9.5%

  
  8,352       Accenture PLC Class A      555,408   
  6,365       Adobe Systems, Inc.*      239,833   
  2,273       Akamai Technologies, Inc.*      92,988   
  3,000       Autodesk, Inc.*      106,050   
  6,337       Automatic Data Processing, Inc.      361,272   
  1,914       BMC Software, Inc.*      75,909   
  4,604       CA, Inc.      101,196   
  2,492       Citrix Systems, Inc.*      163,849   
  3,956       Cognizant Technology Solutions Corp. Class A*      292,942   
  1,996       Computer Sciences Corp.      79,940   
  15,155       eBay, Inc.*      773,208   
  4,436       Electronic Arts, Inc.*      64,455   
  3,200       Fidelity National Information
Services, Inc.
     111,392   
  1,776       Fiserv, Inc.*      140,357   
  3,461       Google, Inc. Class A*      2,455,130   
  13,936       International Business Machines Corp.      2,669,441   
  3,673       Intuit, Inc.      218,543   
  1,398       Mastercard, Inc. Class A      686,809   
  99,182       Microsoft Corp.      2,651,135   
  49,247       Oracle Corp.      1,640,910   
  4,180       Paychex, Inc.      130,165   
  2,500       Red Hat, Inc.*      132,400   
  3,833       SAIC, Inc.      43,390   
  1,658       Salesforce.com, Inc.*      278,710   
  9,281       Symantec Corp.*      174,576   
  2,165       Teradata Corp.*      133,992   
  8,019       The Western Union Co.      109,139   
  2,157       Total System Services, Inc.      46,203   
  2,106       VeriSign, Inc.*      81,755   
  6,790       Visa, Inc. Class A      1,029,228   
  13,712       Yahoo!, Inc.*      272,869   
     

 

 

 
        15,913,194   

 

 

 
  Common Stocks – (continued)   

 

Technology Hardware & Equipment – 7.5%

  
  2,126       Amphenol Corp. Class A    $ 137,552   
  12,351       Apple, Inc.      6,583,454   
  69,274       Cisco Systems, Inc.      1,361,234   
  19,473       Corning, Inc.      245,749   
  18,967       Dell, Inc.      192,136   
  27,564       EMC Corp.*      697,369   
  1,034       F5 Networks, Inc.*      100,453   
  2,100       FLIR Systems, Inc.      46,851   
  1,521       Harris Corp.      74,468   
  25,735       Hewlett-Packard Co.      366,724   
  2,583       Jabil Circuit, Inc.      49,826   
  2,854       JDS Uniphase Corp.*      38,643   
  7,000       Juniper Networks, Inc.*      137,690   
  1,725       Molex, Inc.      47,144   
  3,654       Motorola Solutions, Inc.      203,455   
  4,822       NetApp, Inc.*      161,778   
  22,270       QUALCOMM, Inc.      1,381,185   
  3,123       SanDisk Corp.*      136,038   
  4,331       Seagate Technology PLC      132,009   
  5,649       TE Connectivity Ltd.      209,691   
  2,912       Western Digital Corp.      123,731   
  17,179       Xerox Corp.      117,161   
     

 

 

 
        12,544,341   

 

 

 

 

Telecommunication Services – 3.0%

  
  74,362       AT&T, Inc.      2,506,743   
  8,104       CenturyLink, Inc.      317,028   
  3,825       Crown Castle International Corp.*      276,012   
  13,831       Frontier Communications Corp.      59,197   
  4,000       MetroPCS Communications, Inc.*      39,760   
  39,407       Sprint Nextel Corp.*      223,438   
  37,290       Verizon Communications, Inc.      1,613,538   
  7,681       Windstream Corp.      63,599   
     

 

 

 
        5,099,315   

 

 

 

 

Transportation – 1.6%

  
  2,104       C.H. Robinson Worldwide, Inc.      133,015   
  13,475       CSX Corp.      265,862   
  2,814       Expeditors International of Washington, Inc.      111,294   
  3,849       FedEx Corp.      353,030   
  4,181       Norfolk Southern Corp.      258,553   
  600       Ryder System, Inc.      29,958   
  9,599       Southwest Airlines Co.      98,294   
  6,159       Union Pacific Corp.      774,309   
  9,368       United Parcel Service, Inc. Class B      690,702   
     

 

 

 
        2,715,017   

 

 

 

 

Utilities – 3.4%

  
  1,500       AGL Resources, Inc.      59,955   
  3,035       Ameren Corp.      93,235   
  6,284       American Electric Power Co., Inc.      268,201   
  5,521       CenterPoint Energy, Inc.      106,279   
  3,400       CMS Energy Corp.      82,892   
  3,830       Consolidated Edison, Inc.      212,718   

 

 

 

 

40   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Shares

     Description    Value  
  Common Stocks – (continued)   

 

Utilities – (continued)

  
  7,527       Dominion Resources, Inc.    $ 389,899   
  2,228       DTE Energy Co.      133,791   
  9,242       Duke Energy Corp.      589,640   
  4,270       Edison International      192,961   
  2,360       Entergy Corp.      150,450   
  11,089       Exelon Corp.      329,787   
  5,565       FirstEnergy Corp.      232,394   
  1,031       Integrys Energy Group, Inc.      53,839   
  5,518       NextEra Energy, Inc.      381,790   
  3,700       NiSource, Inc.      92,093   
  4,110       Northeast Utilities      160,619   
  4,130       NRG Energy, Inc.      94,949   
  2,670       Oneok, Inc.      114,143   
  3,170       Pepco Holdings, Inc.      62,164   
  5,678       PG&E Corp.      228,142   
  1,395       Pinnacle West Capital Corp.      71,117   
  7,659       PPL Corp.      219,277   
  6,755       Public Service Enterprise Group, Inc.      206,703   
  1,546       SCANA Corp.      70,559   
  2,986       Sempra Energy      211,827   
  2,535       TECO Energy, Inc.      42,487   
  8,064       The AES Corp.      86,285   
  11,417       The Southern Co.      488,762   
  2,978       Wisconsin Energy Corp.      109,739   
  6,409       Xcel Energy, Inc.      171,184   
     

 

 

 
        5,707,881   

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $127,639,689)    $ 166,957,659   

 

 

 
Principal
Amount
     Interest
Rate
   Maturity
Date
     Value  

 

U.S. Treasury Obligations(b)(c) – 0.1%

  

  United States Treasury Bills   
  $  40,000       0.000%      03/07/13       $ 39,997   
  100,000       0.000          02/07/13         99,997   

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS      
  (Cost $139,984)       $ 139,994   

 

 

 
  TOTAL INVESTMENTS – 99.6%      
  (Cost $127,779,673)       $ 167,097,653   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 0.4%

  
  

     713,208   

 

 

 
  NET ASSETS – 100.0%       $ 167,810,861   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   Represents an affiliated issuer.
(b)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(c)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

 

The accompanying notes are an integral part of these financial statements.   41


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments (continued)

December 31, 2012

 

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
S&P 500 E-mini Index        14         March 2013      $ 994,070         $ (507

 

42   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

Schedule of Investments

December 31, 2012

 

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Mortgage-Backed Obligations – 61.2%   

 

Collateralized Mortgage Obligations – 4.9%

  

 

Agency Multi-Family – 3.4%

  

 

FNMA

  

$ 193,261      2.800%     03/01/18      $ 206,551   
  489,417      3.740     05/01/18        547,186   
  110,000      3.840     05/01/18        123,473   
  400,000      4.506     06/01/19        463,213   
  97,300      3.416     10/01/20        107,396   
  97,382      3.632     12/01/20        107,679   
  390,590      3.763     12/01/20        443,463   
  199,277      4.375     06/01/21        231,862   

 

GNMA

  

  85,613      3.950     07/15/25        93,929   
     

 

 

 
        2,324,752   

 

 

 

 

Regular Floater(a) – 0.6%

  

 
 

National Credit Union Administration Guaranteed Notes
Series A1

  
  

  400,000      0.232     06/12/13        400,004   

 

 

 

 

Sequential Fixed Rate – 0.9%

  

 
 

National Credit Union Administration Guaranteed Notes
Series 2010-C1, Class APT

  
  

  278,383      2.650     10/29/20        293,862   

 
 

National Credit Union Administration Guaranteed Notes
Series A4

  
  

  300,000      3.000     06/12/19        327,471   
     

 

 

 
        621,333   

 

 

 
 
 
TOTAL COLLATERALIZED
MORTGAGE OBLIGATIONS
  
  
  $ 3,346,089   

 

 

 

 

Commercial Mortgage-Backed Securities – 0.9%

  

 

Sequential Fixed Rate – 0.9%

  

 
 

Banc of America Commercial Mortgage Trust Series 2006-3,
Class A4

  
  

$ 200,000      5.889%     07/10/44      $ 228,365   

 
 

JP Morgan Chase Commercial Mortgage Securities Corp.
Series 2012-LC9, Class A5

  
  

  100,000      2.840     12/15/47        102,502   

 
 

UBS-Barclays Commercial Mortgage Trust Series 2012-C4,
Class A5

  
  

  300,000      2.850     12/10/45        308,490   

 

 

 
 
 
TOTAL COMMERCIAL
MORTGAGE-BACKED SECURITIES
  
  
  $ 639,357   

 

 

 

 

Federal Agencies – 55.4%

  

 

Adjustable Rate FHLMC(a) – 0.6%

  

$ 380,717      2.412%     09/01/35      $ 408,447   

 

 

 

 

Adjustable Rate FNMA(a) – 1.2%

  

  155,278      2.342     05/01/33        163,736   
  364,396      2.333     05/01/35        387,323   
  236,033      2.707     12/01/35        252,853   
     

 

 

 
        803,912   

 

 

 
  Mortgage-Backed Obligations – (continued)   

 

FHLMC – 9.2%

  

$ 2,018        10.000     03/01/21      $ 2,370   
  2,032,504        5.000        03/01/38        2,186,016   
  2,000,001        3.000        12/01/42        2,092,889   
  2,000,000        2.500        TBA-15yr (b)      2,087,344   
     

 

 

 
        6,368,619   

 

 

 

 

FNMA – 42.8%

  

  35,394        5.000        03/01/18        38,305   
  17,433        5.000        06/01/18        18,867   
  396,360        5.500        03/01/19        425,205   
  7,066        8.000        09/01/21        8,122   
  8,252        5.000        04/01/23        8,937   
  23,280        5.000        06/01/23        25,212   
  413,015        5.500        05/01/25        445,293   
  69        6.000        03/01/32        77   
  2,531        6.000        05/01/33        2,797   
  9,897        5.000        08/01/33        10,742   
  497        6.000        12/01/33        552   
  718        6.000        12/01/34        796   
  64,434        5.000        04/01/35        69,831   
  757        6.000        04/01/35        832   
  2,872,463        5.000        12/01/35        3,108,797   
  2,509        6.000        02/01/36        2,761   
  9,494        6.500        03/01/36        10,640   
  95,568        6.000        11/01/36        104,220   
  1,908,495        5.000        12/01/36        2,065,518   
  856,102        5.000        04/01/38        924,958   
  942,632        6.000        07/01/38        1,027,858   
  1,484,211        6.000        09/01/38        1,618,445   
  42,128        5.000        01/01/39        45,517   
  98,557        6.000        01/01/39        107,471   
  87,827        4.500        04/01/40        94,914   
  39,064        4.000        11/01/40        41,844   
  3,000,000        3.000        TBA-30yr (b)      3,144,141   
  2,000,000        3.500        TBA-30yr (b)      2,132,188   
  5,000,000        4.000        TBA-30yr (b)      5,358,984   
  8,000,000        4.500        TBA-30yr (b)      8,642,500   
     

 

 

 
        29,486,324   

 

 

 

 

GNMA – 1.6%

  

  1,000,000        5.000        TBA-30yr (b)      1,090,078   

 

 

 
  TOTAL FEDERAL AGENCIES      $ 38,157,380   

 

 

 
  TOTAL MORTGAGE-BACKED OBLIGATIONS   
  (Cost $41,786,935)      $ 42,142,826   

 

 

 
     
  Agency Debentures – 22.9%   

 

FFCB

  

$ 500,000        5.400     06/08/17      $ 601,810   

 

FHLB

  

  800,000        0.210        01/04/13        800,004   
  3,400,000        0.375        01/29/14        3,406,296   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   43


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Principal
Amount
    Interest
Rate
  Maturity
Date
    Value  
  Agency Debentures – (continued)   

 

FHLB – (continued)

  

$ 5,000,000      2.125%     06/10/16      $ 5,261,817   
  200,000      5.625     06/11/21        259,386   

 

FHLMC

  

  700,000      0.500     01/24/14        700,124   
  500,000      0.375     02/27/14        500,787   
  1,500,000      4.500     04/02/14        1,579,459   
  300,000      1.250     08/01/19        300,297   
  700,000      2.375     01/13/22        731,384   

 

FNMA

  

  300,000      0.875     08/28/17        301,497   
  800,000      0.875     10/26/17        802,634   
  100,000      6.250     05/15/29        143,659   

 

Tennessee Valley Authority

  

  300,000      5.375     04/01/56        406,176   

 

 

 
  TOTAL AGENCY DEBENTURES   
  (Cost $15,457,623)      $ 15,795,330   

 

 

 
     
  Asset-Backed Securities – 1.3%   

 

Home Equity – 0.1%

  

 

GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 1A1

  

$ 33,574      7.000%     09/25/37      $ 28,940   

 

GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 2A1

  

  46,966      7.000     09/25/37        42,085   
     

 

 

 
        71,025   

 

 

 

 

Student Loans(a) – 1.2%

  

 

Brazos Higher Education Authority Series 2005-3, Class A14

  

  81,002      0.420     09/25/23        80,901   

 

College Loan Corp. Trust Series 2004-1, Class A4

  

  150,000      0.505     04/25/24        145,550   

 

SLM Student Loan Trust Series 2008-5, Class A4

  

  300,000      2.015     07/25/23        315,414   

 

SLM Student Loan Trust Series 2012-2, Class A

  

  240,491      0.910     01/25/29        242,871   
     

 

 

 
        784,736   

 

 

 
  TOTAL ASSET-BACKED SECURITIES   
  (Cost $856,955)      $ 855,761   

 

 

 
     
  Government Guarantee Obligations – 3.1%   

 

Israel Government AID Bond(c)

  

$ 100,000      5.500%     12/04/23      $ 130,761   

 

Private Export Funding Corp.(d)

  

  2,000,000      3.550     04/15/13        2,019,616   

 

 

 
  TOTAL GOVERNMENT GUARANTEE OBLIGATIONS   
  (Cost $2,139,246)      $ 2,150,377   

 

 

 
     
  U.S. Treasury Obligations – 19.0%   

 

United States Treasury Bonds

  

$ 1,600,000      0.000%(e)     02/15/26      $ 1,181,072   
  800,000      4.375     05/15/41        1,041,712   
  100,000      3.750     08/15/41        117,475   
  400,000      2.750     11/15/42        385,375   

 

United States Treasury Inflation-Protected Securities

  

  201,178      0.125     07/15/22        218,497   
  204,740      0.750     02/15/42        224,479   

 

United States Treasury Notes

  

  1,500,000      0.250(f)     11/30/13        1,500,885   
  700,000      0.250     04/30/14        700,322   
  300,000      0.625     07/15/14        301,833   
  1,000,000      0.125     07/31/14        998,270   
  2,400,000      0.250     09/30/14        2,400,528   
  1,000,000      0.375     03/15/15        1,001,940   
  1,000,000      1.750     07/31/15        1,036,520   
  400,000      0.750     10/31/17        401,324   
  900,000      0.750     12/31/17        901,476   
  700,000      1.125     12/31/19        698,089   

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS   
  (Cost $13,000,896)      $ 13,109,797   

 

 

 
  TOTAL INVESTMENTS – 107.5%   
  (Cost $73,241,655)      $ 74,054,091   

 

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (7.5)%

 
  

    (5,160,597

 

 

 

 

NET ASSETS – 100.0%

  

  $ 68,893,494   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Variable rate security. Interest rate disclosed is that which is in effect at December 31, 2012.
(b)   TBA (To Be Announced) Securities are purchased/sold on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement when the specific mortgage pools are assigned. Total market value of TBA securities (excluding forward sales contracts, if any) amounts to $22,455,235 which represents approximately 32.6% of net assets as of December 31, 2012.
(c)   Guaranteed by a foreign government.
(d)   Guaranteed by the Export/Import Bank of the United States.
(e)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(f)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.

 

44   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

 

Investment Abbreviations:
FFCB   —Federal Farm Credit Bank
FHLB   —Federal Home Loan Bank
FHLMC   —Federal Home Loan Mortgage Corp.
FNMA   —Federal National Mortgage Association
GNMA   —Government National Mortgage Association

ADDITIONAL INVESTMENT INFORMATION

FORWARD SALES CONTRACTS — At December 31, 2012, the Fund had the following forward sales contracts:

 

Description      Interest
Rate
       Maturity
Date(b)
     Settlement
Date
     Principal
Amount
       Value  
FHLMC        3.000      TBA-30yr      01/14/13      $ (1,000,000      $ (1,045,312
FNMA        3.000         TBA-30yr      02/12/13        (2,000,000        (2,091,563

FNMA

       5.000         TBA-30yr      01/14/13        (4,000,000        (4,332,812
TOTAL (Proceeds Receivable: $7,455,547)         $ (7,469,687

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
U.S. Long Bond        (36      March 2013      $ (5,310,000      $ 59,743   
U.S. Ultra Long Treasury Bonds        14         March 2013        2,276,313           (21,941
2 Year U.S. Treasury Notes        13         March 2013        2,866,094           1,197   
5 Year U.S. Treasury Notes        78         March 2013        9,704,297           13,352   

10 Year U.S. Treasury Notes

       20         March 2013        2,655,625           (13,788
TOTAL         $ 38,563   

 

The accompanying notes are an integral part of these financial statements.   45


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 98.8%   

 

Banks – 1.6%

  

  86,295       First Republic Bank    $ 2,828,750   

 

 

 

 

Capital Goods – 5.9%

  

  34,823       Graco, Inc.      1,793,036   
  72,657       Kennametal, Inc.      2,906,280   
  64,213       Quanta Services, Inc.*      1,752,373   
  20,899       Rockwell Automation, Inc.      1,755,307   
  17,746       Roper Industries, Inc.      1,978,324   
     

 

 

 
        10,185,320   

 

 

 

 

Commercial & Professional Services – 1.4%

  

  119,007       Ritchie Bros Auctioneers, Inc.      2,486,056   

 

 

 

 

Consumer Durables & Apparel – 4.7%

  

  46,607       Deckers Outdoor Corp.*      1,876,864   
  20,044       Lululemon Athletica, Inc.*      1,527,954   
  42,199       PVH Corp.      4,684,511   
     

 

 

 
        8,089,329   

 

 

 

 

Consumer Services – 5.7%

  

  9,118       Chipotle Mexican Grill, Inc.*      2,712,240   
  61,651       Coinstar, Inc.*      3,206,469   
  43,580       Dunkin’ Brands Group, Inc.      1,445,984   
  64,941       Marriott International, Inc. Class A      2,420,351   
     

 

 

 
        9,785,044   

 

 

 

 

Diversified Financials – 8.6%

  

  20,036       IntercontinentalExchange, Inc.*      2,480,657   
  74,085       Lazard Ltd. Class A      2,210,697   
  101,624       MSCI, Inc. Class A*      3,149,328   
  57,413       Northern Trust Corp.      2,879,836   
  108,202       SLM Corp.      1,853,500   
  34,180       T. Rowe Price Group, Inc.      2,226,143   
     

 

 

 
        14,800,161   

 

 

 

 

Energy – 4.6%

  

  36,583       Cameron International Corp.*      2,065,476   
  11,039       Core Laboratories NV      1,206,673   
  24,920       Dril-Quip, Inc.*      1,820,406   
  13,154       Pioneer Natural Resources Co.      1,402,085   
  30,925       Whiting Petroleum Corp.*      1,341,217   
     

 

 

 
        7,835,857   

 

 

 

 

Food, Beverage & Tobacco – 3.4%

  

  36,321       Beam, Inc.      2,218,850   
  41,785       The Hain Celestial Group, Inc.*      2,265,583   
  25,204       TreeHouse Foods, Inc.*      1,313,884   
     

 

 

 
        5,798,317   

 

 

 

 

Health Care Equipment & Services – 5.0%

  
  29,427       C. R. Bard, Inc.      2,876,195   
  67,297       CareFusion Corp.*      1,923,348   
  26,637       Henry Schein, Inc.*      2,143,213   
  29,655       HMS Holdings Corp.*      768,658   
  10,603       MEDNAX, Inc.*      843,151   
     

 

 

 
        8,554,565   

 

 

 
  Common Stocks – (continued)   

 

Household & Personal Products – 2.2%

  
  41,948       Church & Dwight Co., Inc.    $ 2,247,154   
  25,489       The Estee Lauder Companies, Inc. Class A      1,525,772   
     

 

 

 
        3,772,926   

 

 

 

 

Materials – 4.7%

  
  34,076       Airgas, Inc.      3,110,798   
  36,266       Ecolab, Inc.      2,607,525   
  35,483       International Flavors & Fragrances, Inc.      2,361,039   
     

 

 

 
        8,079,362   

 

 

 

 

Media – 2.9%

  
  26,532       Discovery Communications, Inc. Class A*      1,684,252   
  137,829       Pandora Media, Inc.*      1,265,270   
  35,102       Scripps Networks Interactive, Inc. Class A      2,033,108   
     

 

 

 
        4,982,630   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 7.8%

  
  83,753       Agilent Technologies, Inc.      3,428,848   
  10,993       Alexion Pharmaceuticals, Inc.*      1,031,253   
  41,894       Ariad Pharmaceuticals, Inc.*      803,527   
  21,299       BioMarin Pharmaceutical, Inc.*      1,048,976   
  41,126       Cepheid, Inc.*      1,390,470   
  6,596       Mettler-Toledo International, Inc.*      1,275,007   
  20,993       Shire PLC ADR      1,935,135   
  57,731       Vertex Pharmaceuticals, Inc.*      2,421,238   
     

 

 

 
        13,334,454   

 

 

 

 

Real Estate – 2.3%

  
  198,253       CBRE Group, Inc. Class A*      3,945,235   

 

 

 

 

Retailing – 8.1%

  
  26,709       Bed Bath & Beyond, Inc.*      1,493,300   
  35,503       Dick’s Sporting Goods, Inc.      1,615,032   
  22,873       Dollar General Corp.*      1,008,471   
  47,118       Family Dollar Stores, Inc.      2,987,752   
  52,243       PetSmart, Inc.      3,570,287   
  22,723       Tiffany & Co.      1,302,937   
  49,290       Urban Outfitters, Inc.*      1,940,054   
     

 

 

 
        13,917,833   

 

 

 

 

Semiconductors & Semiconductor Equipment – 4.5%

  
  81,933       Altera Corp.      2,821,773   
  46,338       Linear Technology Corp.      1,589,393   
  91,701       Xilinx, Inc.      3,292,066   
     

 

 

 
        7,703,232   

 

 

 

 

Software & Services – 13.1%

  
  266,823       Activision Blizzard, Inc.      2,833,660   
  24,408       Citrix Systems, Inc.*      1,604,826   
  22,079       Cognizant Technology Solutions Corp. Class A*      1,634,950   
  18,413       Equinix, Inc.*      3,796,760   

 

 

 

 

46   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Software & Services – (continued)

  

  45,472       FleetCor Technologies, Inc.*    $ 2,439,573   
  82,571       Genpact Ltd.      1,279,850   
  52,972       MICROS Systems, Inc.*      2,248,132   
  49,269       Rackspace Hosting, Inc.*      3,659,209   
  13,479       Salesforce.com, Inc.*      2,265,820   
  25,960       VeriFone Systems, Inc.*      770,493   
     

 

 

 
        22,533,273   

 

 

 

 

Technology Hardware & Equipment – 4.8%

  

  53,585       Amphenol Corp. Class A      3,466,949   
  48,508       Juniper Networks, Inc.*      954,152   
  80,158       NetApp, Inc.*      2,689,301   
  105,379       RealD, Inc.*      1,181,299   
     

 

 

 
        8,291,701   

 

 

 

 

Telecommunication Services – 6.9%

  

  44,589       Crown Castle International Corp.*      3,217,542   
  87,090       SBA Communications Corp. Class A*      6,185,132   
  94,239       tw telecom, inc.*      2,400,267   
     

 

 

 
        11,802,941   

 

 

 

 

Transportation – 0.6%

  

  17,727       C.H. Robinson Worldwide, Inc.      1,120,701   

 

 

 
  TOTAL INVESTMENTS – 98.8%   
  (Cost $144,068,090)    $ 169,847,687   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.2%

     2,022,082   

 

 

 
  NET ASSETS – 100.0%    $ 171,869,769   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.

 

Investment Abbreviation:
ADR   —American Depositary Receipt

 

The accompanying notes are an integral part of these financial statements.   47


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statements of Assets and Liabilities

December 31, 2012

 

     Core Fixed
Income Fund
     Equity
Index Fund
     Government
Income Fund
     Growth
Opportunities
Fund
 
           
Assets:                            

Investments of unaffiliated issuers, at value (cost $139,394,296, $127,020,797, $73,241,655 and $144,068,090)

   $ 144,009,072       $ 166,362,780       $ 74,054,091       $ 169,847,687   

Investments of affiliated issuer, at value (cost $758,876 for Equity Index Fund)

             734,873                   

Cash

     7,452,691         632,322         17,046,263         2,528,696   

Foreign currencies, at value (cost $14,454 for Core Fixed Income Fund)

     14,429                           

Receivables:

           

Investments sold on an extended-settlement basis

     23,905,758                 17,047,157           

Investments sold

             21,348                   

Interest and dividends

     900,889         184,975         156,319         21,273   

Unrealized gain on forward foreign currency exchange contracts

     115,010                           

Reimbursement from investment adviser

     58,295         74,880         33,725         54,160   

Futures variation margin

     18,974         32,170         5,358           

Fund shares sold

     6,049         7,535         145,864         16,530   

Foreign tax reclaims

     1,987         126                   
Total assets      176,483,154         168,051,009         108,488,777         172,468,346   
           
           
Liabilities:                            

Payables:

           

Investments purchased on an extended-settlement basis

     37,303,047                 32,005,156           

Investments purchased

                             267,026   

Forward sale contracts, at value (proceeds receivable $3,248,282, $0, $7,455,547 and $0)

     3,249,609                 7,469,687           

Unrealized loss on forward foreign currency exchange contracts

     282,938                           

Fund shares redeemed

     81,617         127,539         31,775         110,331   

Amounts owed to affiliates

     77,508         68,381         47,251         165,620   

Accrued expenses

     52,466         44,228         41,414         55,600   
Total liabilities      41,047,185         240,148         39,595,283         598,577   
           
           
Net Assets:                            

Paid-in capital

     136,339,549         143,352,609         68,511,516         145,597,138   

Undistributed net investment income

     337,022         375,823         78,526         603   

Accumulated net realized gain (loss)

     (5,749,320      (15,235,044      (533,407      492,431   

Net unrealized gain

     4,508,718         39,317,473         836,859         25,779,597   
NET ASSETS    $ 135,435,969       $ 167,810,861       $ 68,893,494       $ 171,869,769   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

     12,452,445         15,917,783         6,514,359         24,815,659   

Net asset value, offering and redemption price per share:

     $10.88         $10.54         $10.58         $6.93   

 

48   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statements of Operations

For the Fiscal Year Ended December 31, 2012

 

     Core Fixed
Income Fund
     Equity
Index Fund
     Government
Income Fund
     Growth
Opportunities
Fund
 
           
Investment income:                            

Interest

   $ 3,187,508       $ 105       $ 779,642       $  

Dividends — unaffiliated issuers (net of foreign taxes withheld of $0, $2,268, $0 and $9,864)

            3,986,900                1,537,336   

Dividends — affiliated issuer

            11,713                 
Total investment income      3,187,508         3,998,718         779,642         1,537,336   
           
           
Expenses:                            

Management fees

     571,376         520,613         367,618         1,716,767   

Distribution and Service fees

     357,109         433,845         170,193         429,192   

Professional fees

     92,178         81,636         86,111         79,628   

Custody and accounting fees

     72,156         53,185         39,061         47,922   

Printing and mailing costs

     42,334         56,945         22,883         54,060   

Transfer Agent fees

     28,566         34,705         13,614         34,332   

Trustee fees

     14,974         15,059         14,796         15,068   

Other

     6,496         45,727         5,906         7,522   
Total expenses      1,185,189         1,241,715         720,182         2,384,491   

Less — expense reductions

     (234,825      (402,542      (183,466      (404,975
Net expenses      950,364         839,173         536,716         1,979,516   
NET INVESTMENT INCOME (LOSS)      2,237,144         3,159,545         242,926         (442,180
           
           
Realized and unrealized gain (loss):                            

Net realized gain (loss) from:

           

Investments — unaffiliated issuers (including commissions recaptured of $8,460 for the Growth Opportunities Fund)

     3,684,069         6,551,675         1,094,812         12,350,130   

Investments — affiliated issuer

            47,814                 

Futures contracts

     631,950         224,093         364,897          

Forward foreign currency exchange contracts

     12,480                        

Foreign currency transactions

     (382                     

Net change in unrealized gain (loss) on:

           

Investments — unaffiliated issuers

     2,942,664         15,022,403         140,506         18,219,850   

Investments — affiliated issuer

            201,926                 

Futures contracts

     (52,366      (3,576      (17,544       

Forward foreign currency exchange contracts

     (155,069                     

Foreign currency translation

     3,605                        
Net realized and unrealized gain      7,066,951         22,044,335         1,582,671         30,569,980   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 9,304,095       $ 25,203,880       $ 1,825,597       $ 30,127,800   

 

The accompanying notes are an integral part of these financial statements.   49


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statements of Changes in Net Assets

     Core Fixed Income Fund  
    

For the

Fiscal Year Ended
December 31, 2012

    

For the

Fiscal Year Ended
December 31, 2011

 
     
From operations:              

Net investment income (loss)

   $ 2,237,144       $ 3,537,938   

Net realized gain

     4,328,117         6,930,049   

Net change in unrealized gain (loss)

     2,738,834         159,539   
Net increase (decrease) in net assets resulting from operations      9,304,095         10,627,526   
     
     
Distributions to shareholders:              

From net investment income

     (3,241,836      (3,977,951

From net realized gains

             
Total distributions to shareholders      (3,241,836      (3,977,951
     
     
From share transactions:              

Proceeds from sales of shares

     8,361,507         9,969,434   

Reinvestment of distributions

     3,241,836         3,977,951   

Cost of shares redeemed

     (30,344,108      (43,202,836
Net increase (decrease) in net assets resulting from share transactions      (18,740,765      (29,255,451
TOTAL INCREASE (DECREASE)      (12,678,506      (22,605,876
     
     
Net assets:              

Beginning of year

     148,114,475         170,720,351   

End of year

   $ 135,435,969       $ 148,114,475   
Undistributed net investment income    $ 337,022       $ 363,935   
     
     
Summary of share transactions:              

Shares sold

     786,585         972,726   

Shares issued on reinvestment of distributions

     304,260         391,617   

Shares redeemed

     (2,842,488      (4,224,590
NET INCREASE (DECREASE)      (1,751,643      (2,860,247

 

50   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

    Equity Index Fund         Government Income Fund         Growth Opportunities Fund  
   

For the

Fiscal Year Ended
December 31, 2012

       

For the

Fiscal Year Ended

December 31, 2011

       

For the

Fiscal Year Ended

December 31, 2012

       

For the

Fiscal Year Ended
December 31, 2011

       

For the

Fiscal Year Ended
December 31, 2012

       

For the

Fiscal Year Ended
December 31, 2011

 
                                                                     
                                           
  $ 3,159,545        $ 2,920,878        $ 242,926        $ 564,744        $ (442,180     $ (704,148
    6,823,582          4,710,923          1,459,709          3,524,061          12,350,130          12,953,975   
      15,220,753            (4,327,577         122,962            179,428            18,219,850            (18,317,287
      25,203,880            3,304,224            1,825,597            4,268,233            30,127,800            (6,067,460
                     
                     
                                           
    (3,068,378       (2,889,650       (516,585       (645,189                
                          (2,117,284         (2,563,808         (14,534,448         (2,777,378
      (3,068,378         (2,889,650         (2,633,869         (3,208,997         (14,534,448         (2,777,378
                     
                     
                                           
    2,183,506          3,698,155          15,052,010          14,330,295          5,879,360          42,131,646   
    3,068,378          2,889,650          2,633,869          3,208,997          14,534,448          2,777,378   
      (29,287,642         (31,165,262         (15,310,789         (23,583,089         (23,461,412         (22,643,830
      (24,035,758         (24,577,457         2,375,090            (6,043,797         (3,047,604         22,265,194   
      (1,900,256         (24,162,883         1,566,818            (4,984,561         12,545,748            13,420,356   
                     
                     
                                           
      169,711,117            193,874,000            67,326,676            72,311,237            159,324,021            145,903,665   
    $ 167,810,861          $ 169,711,117          $ 68,893,494          $ 67,326,676          $ 171,869,769          $ 159,324,021   
    $ 375,823          $ 288,397          $ 78,526          $ 65,636          $ 603          $ 37,967   
                     
                     
                                           
    212,773          389,956          1,391,077          1,330,747          837,085          6,377,019   
    290,291          315,120          248,434          300,542          2,112,565          441,554   
      (2,849,794         (3,306,547         (1,416,700         (2,190,027         (3,270,859         (3,395,728
      (2,346,730         (2,601,471         222,811            (558,738         (321,209         3,422,845   

 

The accompanying notes are an integral part of these financial statements.   51


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

 

          Income (loss) from
investment operations
                                                 
Year   Net asset
value,
beginning
of year
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    Distributions to
shareholders
from net
investment
income
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012

  $ 10.43      $ 0.17      $ 0.52      $ 0.69      $ (0.24   $ 10.88        6.70   $ 135,436        0.67     0.83     1.57     727

2011

    10.00        0.23        0.46        0.69        (0.26     10.43        6.96        148,114        0.67        0.83        2.22        644   

2010

    9.62        0.28        0.41        0.69        (0.31     10.00        7.18        170,720        0.67        0.81        2.80        399   

2009

    8.81        0.39        0.87        1.26        (0.45     9.62        14.68        183,178        0.67        0.79        4.29        187   

2008

    10.13        0.47        (1.31     (0.84     (0.48     8.81        (8.56     182,978        0.67        0.77        4.92        140   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

The accompanying notes are an integral part of these financial statements.    52   


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year   Net asset
value,
beginning
of year
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012

  $ 9.29      $ 0.19      $ 1.26      $ 1.45      $ (0.20   $      $ (0.20   $ 10.54        15.50   $ 167,811        0.48     0.72     1.82     3

2011

    9.29        0.15        0.01        0.16        (0.16            (0.16     9.29        1.75        169,711        0.48        0.70        1.59        3   

2010

    8.22        0.13        1.08        1.21        (0.14            (0.14     9.29        14.92        193,874        0.51        0.71        1.52        4   

2009

    6.61        0.14        1.62        1.76        (0.15            (0.15     8.22        26.28        198,588        0.59        0.68        1.97        5   

2008

    11.42        0.17        (4.46     (4.29     (0.18     (0.34     (0.52     6.61        (37.18     187,383        0.60        0.69        1.81        4   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

The accompanying notes are an integral part of these financial statements.    53   


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year   Net asset
value,
beginning
of year
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012

  $ 10.70      $ 0.04      $ 0.25      $ 0.29      $ (0.08   $ (0.33   $ (0.41   $ 10.58        2.78   $ 68,893        0.79     1.06     0.36     1045

2011

    10.56        0.09        0.57        0.66        (0.10     (0.42     (0.52     10.70        6.35        67,327        0.81        1.13        0.81        960   

2010

    10.29        0.17        0.37        0.54        (0.19     (0.08     (0.27     10.56        5.19        72,311        0.81        1.08        1.56        614   

2009

    10.14        0.31        0.33        0.64        (0.36     (0.13     (0.49     10.29        6.44        74,760        0.81        1.05        3.01        287   

2008

    10.27        0.42        (0.11     0.31        (0.44            (0.44     10.14        3.14        87,050        0.81        1.04        4.12        244   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

The accompanying notes are an integral part of these financial statements.    54   


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

          Income (loss) from
investment operations
                                                 
Year   Net asset
value,
beginning
of year
    Net
investment
loss(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    Distributions to
shareholders
from net
realized gains
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
   

Ratio of
net investment
loss
to average

net assets

    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012

  $ 6.34      $ (0.02 )(d)    $ 1.25      $ 1.23      $ (0.64   $ 6.93        19.37   $ 171,870        1.15     1.39     (0.26 )%(d)      46

2011

    6.72        (0.03     (0.24     (0.27     (0.11     6.34        (3.97     159,324        1.17        1.41        (0.46     53   

2010

    5.63        (0.03     1.12        1.09               6.72        19.36        145,904        1.18        1.43        (0.56     57   

2009

    3.55        (0.02     2.10        2.08               5.63        58.59        127,710        1.18        1.43        (0.50     71   

2008

    6.20        (0.02     (2.52     (2.54     (0.11     3.55        (40.72     95,237        1.18        1.37        (0.32     78   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Reflects income recognized from non-recurring special dividends which amounted to $0.01 per share and 0.18% of average net assets.

 

The accompanying notes are an integral part of these financial statements.    55   


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Core Fixed Income Fund, Goldman Sachs Equity Index Fund, Goldman Sachs Government Income Fund and Goldman Sachs Growth Opportunities Fund (collectively, the “Funds” or individually a “Fund”). The Funds are diversified portfolios under the Act, each offering one class of shares — Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Funds pursuant to management agreements (the “Agreements”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Funds’ valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments. Distributions received from the Funds’ investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain or a return of capital. A return of capital is recorded by the Funds as a reduction to the cost basis of the REIT.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract. Upfront payments on swaps are recognized over the contract’s term/event as realized gains or losses, with the exception of forward starting interest rate swaps whose realized gains or losses are recognized from the effective start date. For securities with paydown provisions, principal payments received are treated as a proportionate reduction to the cost basis of the securities and excess or shortfall amounts are recorded as gains or losses. For treasury inflation protected securities (“TIPS”), adjustments to principal due to inflation/deflation are reflected as increases/decreases to interest income with a corresponding adjustment to cost.

C.  Expenses — Expenses directly incurred by a Fund are charged to that Fund, and certain expenses incurred by the Trust, which may not specifically relate to a Fund, are allocated across the Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses and are accrued daily.

 

56


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

D.  Federal Taxes and Distributions to Shareholders — It is each Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Funds are not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid according to the following schedule:

 

Fund       

Income Distributions

Declared/Paid

  Capital Gains Distributions
Declared/Paid
Core Fixed Income and Government Income       Quarterly   Annually
Equity Index and Growth Opportunities       Annually   Annually

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of each Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Funds’ net assets on the Statements of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

E.  Foreign Currency Translation — The accounting records and reporting currency of the Funds are maintained in U.S. dollars. Assets and liabilities denominated in foreign currencies are translated into U.S. dollars using the current exchange rates at the close of each business day. The effect of changes in foreign currency exchange rates on investments is included within net realized and unrealized gain (loss) on investments. Changes in the value of other assets and liabilities as a result of fluctuations in foreign exchange rates are included in the Statements of Operations within net change in unrealized gain (loss) on foreign currency transactions. Transactions denominated in foreign currencies are translated into U.S. dollars on the date the transaction occurred, the effects of which are included within net realized gain (loss) on foreign currency transactions.

F.  Commission Recapture — GSAM, on behalf of certain Funds, may direct portfolio trades, subject to seeking best execution, to various brokers who have agreed to rebate a portion of the commissions generated. Such rebates are made directly to a Fund as cash payments and are included in net realized gain (loss) from investments on the Statements of Operations.

 

57


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Funds, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Funds’ portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not

 

58


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

i.  Mortgage-Backed and Asset-Backed Securities — Mortgage-backed securities represent direct or indirect participations in, or are collateralized by and payable from, mortgage loans secured by residential and/or commercial real estate property. Asset-backed securities include securities whose principal and interest payments are collateralized by pools of other assets. The value of certain mortgage-backed and asset-backed securities (including adjustable rate mortgage loans) may be particularly sensitive to changes in prevailing interest rates. The value of these securities may also fluctuate in response to the market’s perception of the creditworthiness of the issuers.

Asset-backed securities may present credit risks that are not presented by mortgage-backed securities because they generally do not have the benefit of a security interest in collateral that is comparable to mortgage assets. Some asset-backed securities may only have a subordinated claim on collateral.

Stripped mortgage-backed securities are usually structured with two different classes: one that receives substantially all interest payments (interest-only, or “IO” and/or high coupon rate with relatively low principal amount, or “IOette”), and the other that receives substantially all principal payments (principal-only, or “PO”) from a pool of mortgage loans. Little to no principal will be received at the maturity of an IO; as a result, periodic adjustments are recorded to reduce the cost of the security until maturity. These adjustments are included in interest income.

ii.  Mortgage Dollar Rolls — Mortgage dollar rolls are transactions whereby the Funds sell mortgage-backed-securities and simultaneously contract with the same counterparty to repurchase similar securities on a specified future date. During the settlement period, the Funds will not be entitled to accrue interest and receive principal payments on the securities sold.

iii.  Treasury Inflation Protected Securities — TIPS are treasury securities in which the principal amount is adjusted daily to keep pace with inflation, as measured by the U.S. Consumer Pricing Index for Urban Consumers. The repayment of the original bond principal upon maturity is guaranteed by the full faith and credit of the U.S. Government.

iv.  When-Issued Securities and Forward Commitments — When-issued securities, including TBA (“To Be Announced”) securities, are securities that are authorized but not yet issued in the market and purchased in order to secure what is considered to be an advantageous price or yield to a Fund. A forward commitment involves entering into a contract to

 

59


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

purchase or sell securities, typically on an extended settlement basis, for a fixed price at a future date. The purchase of securities on a when-issued or forward commitment basis involves a risk of loss if the value of the security to be purchased declines before the settlement date. Conversely, the sale of securities on a forward commitment basis involves the risk that the value of the securities sold may increase before the settlement date. Although a Fund will generally purchase securities on a when-issued or forward commitment basis with the intention of acquiring the securities for its portfolio, the Fund may dispose of when-issued securities or forward commitments prior to settlement which may result in a realized gain or loss.

Derivative contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors.

Exchange-traded derivatives, including futures contracts, typically fall within Level 1 of the fair value hierarchy. Over-the-counter (“OTC”) derivatives are valued using market transactions and other market evidence, including market-based inputs to models, calibration to market-clearing transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC derivatives that trade in liquid markets, model inputs can generally be verified and model selection does not involve significant management judgment. OTC derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.

i.  Forward Foreign Currency Exchange Contracts — In a forward foreign currency contract, a Fund agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. All forward foreign currency exchange contracts are marked-to-market daily at the applicable forward rate.

ii.  Futures Contracts — Futures contracts are contracts to buy or sell a standardized quantity of a specified commodity or security and are valued based on exchanged settlement prices or independent market quotes. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price for long positions and at the last ask price for short positions, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, a Fund deposits cash or securities in an account on behalf of the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by the Fund equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses.

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Funds’ investments may be determined under valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.   Fair Value Hierarchy — The following is a summary of the Funds’ investments and derivatives classified in the fair value hierarchy as of December 31, 2012:

 

CORE FIXED INCOME               
Investment Type      Level 1        Level 2        Level 3  
Assets               
Fixed Income               

Common Stock and/or Other Equity Investments

     $         $ 63,384         $   

Corporate Obligations

                 38,229,038             

Mortgage-Backed Obligations

                 73,305,198             

U.S. Treasury Obligations and/or Other U.S. Government Agencies

       3,670,412           8,787,653             

Asset-Backed Securities

                 2,179,189             

Foreign Debt Obligations

       8,577,453           3,187,839             

Municipal Debt Obligations

                 1,475,402             

Government Guarantee Obligations

                 4,533,504             
Total      $ 12,247,865         $ 131,761,207         $   
Liabilities               
Fixed Income               

Mortgage-Backed Obligations — Forward Sales Contracts

     $         $ (3,249,609      $   
Derivative Type                              
Assets(a)               
Futures Contracts      $ 154,839         $         $   
Forward Foreign Currency Exchange Contracts                  115,010             
Liabilities(a)               
Futures Contracts      $ (93,385      $         $   
Forward Foreign Currency Exchange Contracts                  (282,938          

 

61


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

EQUITY INDEX               
Investment Type      Level 1        Level 2        Level 3  
Assets(a)               
Common Stock and/or Other Equity Investments      $ 166,957,659         $         $   
U.S. Treasury Obligations and/or Other U.S. Government Agencies        139,994                       
Total      $ 167,097,653         $         $   
Derivative Type                              
Liabilities(a)               
Futures Contracts      $ (507      $         $   
GOVERNMENT INCOME               
Investment Type      Level 1        Level 2        Level 3  
Assets               
Fixed Income               

Mortgage-Backed Obligations

     $         $   42,142,826         $   

U.S. Treasury Obligations and/or Other U.S. Government Agencies

         13,109,797           15,795,330             

Asset-Backed Securities

                 855,761             

Government Guarantee Obligations

                 2,150,377             
Total      $ 13,109,797         $ 60,944,294         $   
Liabilities               
Fixed Income               

Mortgage-Backed Obligations — Forward Sales Contracts

     $         $ (7,469,687      $   

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

GOVERNMENT INCOME (continued)               
Derivative Type      Level 1        Level 2        Level 3  
Assets(a)               
Futures Contracts      $ 74,292         $         $   
Liabilities(a)               
Futures Contracts      $ (35,729      $              
GROWTH OPPORTUNITIES               
Investment Type      Level 1        Level 2        Level 3  
Assets(a)               
Common Stock and/or Other Equity Investments      $ 169,847,687         $         $   

 

(a) Amount shown represents unrealized gain (loss) at fiscal year end.

For further information regarding security characteristics, see the Schedules of Investments.

4.    INVESTMENTS IN DERIVATIVES

The following tables set forth, by certain risk types, the gross value of derivative contracts as of December 31, 2012. These instruments were used to meet the Funds’ investment objectives and to obtain and/or manage exposure related to the risks below. The values in the tables below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Funds’ net exposure.

 

Core Fixed Income  
Risk    Statements of Assets and Liabilities   Assets     Statements of Assets and Liabilities   Liabilities  
Interest Rate   

Unrealized gain on futures

variation margin

  $ 154,839 (a)   

Unrealized loss on futures

variation margin

  $ (93,385 )(a) 
Currency   

Receivables for unrealized gain on

forward foreign currency exchange

contracts

    115,010     

Payable for unrealized loss on

forward foreign currency exchange

contracts

    (282,938
Total        $ 269,849          $ (376,323

 

63


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

 

Fund    Risk   Statements of Assets and Liabilities   Assets(a)     Statements of Assets and Liabilities   Liabilities(a)  
Equity Index    Equity     $     

Unrealized loss on futures

variation margin

  $ (507
Government Income    Interest Rate  

Unrealized gain on futures

variation margin

    74,292     

Unrealized loss on futures

variation margin

    (35,729

 

(a) Represents unrealized gain (loss) on futures contracts described in the Additional Investment Information sections of the Schedules of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

The following table sets forth, by certain risk types, the Funds’ gains (losses) related to these derivatives and their indicative volumes for the fiscal year ended December 31, 2012. These gains (losses) should be considered in the context that these derivative contracts may have been executed to economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statements of Operations:

 

Core Fixed Income  
Risk    Statements of Operations   Net
Realized
Gain (Loss)
    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Interest Rate    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ 631,950      $ (52,366     234   
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     12,480        (155,069     172   
Total        $ 644,430      $ (207,435     406   

The following table represents gains (losses) which are included in “Net realized gain (loss) from future transactions” and “Net change in unrealized gain (loss) on futures” on the Statements of Operations:

 

Fund

  

Risk

         Net
Realized
Gain (Loss)
     Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 

Equity Index

  

Equity

        $ 224,093       $ (3,576     21   

Government Income

  

Interest Rate

          364,897         (17,544     137   

 

(a) Average number of contracts is based on the average of month end balances for the fiscal year ended December 31, 2012.

 

64


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

 

A.  Management Agreements — Under the Agreements, GSAM manages the Funds, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreements, the assumption of the expenses related thereto and administration of the Funds’ business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of each Fund’s average daily net assets.

For the fiscal year ended December 31, 2012, contractual and effective net management fees with GSAM were at the following rates:

 

    Contractual Management Fee Rate        
Fund   First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management
Fee Rate
 
Core Fixed Income     0.40     0.36     0.34     0.33     0.32     0.40     0.40
Government Income     0.54        0.49        0.47        0.46        0.45        0.54        0.54   
Growth Opportunities     1.00        1.00        0.90        0.86        0.84        1.00        0.97

 

* GSAM agreed to waive a portion of its management fee in order to achieve the effective net management fee rate shown above through at least April 27, 2013. Prior to such date GSAM may not terminate the arrangement without the approval of the trustees.

The Agreement for the Equity Index Fund provides for a contractual management fee at an annual rate equal to 0.30% of the Fund’s average daily net assets. For the fiscal year ended December 31, 2012, GSAM agreed to waive a portion of its management fee in order to achieve the following effective annual rates which will remain in effect through at least April 27, 2013 and prior to such date GSAM may not terminate the arrangement without the approval of the trustees:

 

Management Rate  
Fund     $0-$400 million     Over $400 million     Effective Rate  
  Equity Index        0.21     0.20     0.21

As authorized by the Agreement, GSAM has entered into a Sub-advisory Agreement with SSgA which serves as the sub-adviser to the Equity Index Fund and provides the day-to-day advice regarding the Fund’s portfolio transactions. As compensation for its services, SSgA is entitled to a fee, accrued daily and paid monthly by GSAM, at the following annual rates of the Fund’s average daily net assets: 0.03% on the first $50 million, 0.02% on the next $200 million, 0.01% on the next $750 million and 0.008% over $1 billion. The effective Sub-advisory fee was 0.02% for the fiscal year ended December 31, 2012.

 

65


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.   Distribution and Service Plan — The Trust, on behalf of each Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares. For the fiscal year ended December 31, 2012, for the Growth Opportunities Fund, Goldman Sachs agreed to waive distribution and services fees so as not to exceed an annual rate of 0.16% of average daily net assets of the Fund. This distribution and service fee waiver will remain in place through at least April 27, 2013, and prior to such date Goldman Sachs may not terminate the arrangement without the approval of the trustees.

C.   Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Funds for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of the Funds.

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Funds (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of each Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Funds are not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for each Fund is 0.004%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangements without the approval of the trustees. In addition, the Funds have entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Funds’ expenses and are received irrespective of the application of the “Other Expense” limitations described above.

For the fiscal year ended December 31, 2012, these expense reductions, including any fee waivers and Other Expense reimbursements, were as follows (in thousands):

 

Fund   Management Fee
Waiver
    Distribution and
Service Fee
Waiver
    Custody Fee
Credits
    Other Expense
Reimbursement
    Total Expense
Reductions
 
Core Fixed Income   $      $      $ 12      $ 223      $ 235   
Equity Index     156               1        246        403   
Government Income                   17        166        183   
Growth Opportunities     52        154        2        197        405   

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

As of December 31, 2012, the amounts owed to affiliates of the Funds were as follows (in thousands):

 

Fund   Management
Fees
    Distribution and
Service Fees
    Transfer
Agent Fees
    Total  
Core Fixed Income   $ 47      $ 29      $ 2      $ 78   
Equity Index     30        35        3        68   
Government Income     31        15        1        47   
Growth Opportunities     140        23        3        166   

E.  Line of Credit Facility — As of December 31, 2012, the Funds participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Funds and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Funds based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Funds did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

F.  Other Transactions with Affiliates — The following table provides information about the investment in shares of issuers of which a Fund is an affiliate for the fiscal year ended December 31, 2012 (in thousands):

 

Fund    Name of Affiliated Issuer    Number of
Shares Held
Beginning
of Year
   Shares
Bought
     Shares
Sold
   

Number of

Shares Held
End of Year

     Value at End
of Year
     Dividend
Income
 

Equity Index

   The Goldman Sachs Group, Inc.    7              (1     6       $ 735       $ 12   

 

 

67


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

6.     PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were as follows:

 

Fund   Purchases of U.S.
Government and
Agency Obligations
    Purchases
(Excluding U.S.
Government and
Agency Obligations)
    Sales and
Maturities of U.S.
Government and
Agency Obligations
    Sales and
Maturities
(Excluding U.S.
Government and
Agency Obligations)
 
Core Fixed Income   $ 1,021,224,101      $ 49,681,121      $ 1,040,011,036      $ 47,314,400   
Equity Index            4,606,909               28,087,879   
Government Income     712,129,463        2,000,735        696,167,744        6,347,638   
Growth Opportunities            77,408,615               94,586,724   

7.    TAX INFORMATION

The tax character of distributions paid during the fiscal year ended December 31, 2012, was as follows:

 

        Core Fixed
Income
       Equity
Index
       Government
Income
       Growth
Opportunities
 
Distributions paid from:                    
Ordinary income      $ 3,241,836         $ 3,068,378         $ 2,175,050         $ 492,616   
Net long-term capital gains                            458,819           14,041,832   
Total taxable distributions      $ 3,241,836         $ 3,068,378         $ 2,633,869         $ 14,534,448   

The tax character of distributions paid during the fiscal year ended December 31, 2011 was as follows:

 

        Core Fixed
Income
       Equity
Index
       Government
Income
       Growth
Opportunities
 
Distributions paid from:                    
Ordinary income      $ 3,977,951         $ 2,889,650         $ 2,816,793         $   
Net long-term capital gains                            392,204           2,777,378   
Total taxable distributions      $ 3,977,951         $ 2,889,650         $ 3,208,997         $ 2,777,378   

 

68


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

7.    TAX INFORMATION (continued)

 

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

      Core Fixed
Income
      

Equity

Index

       Government
Income
       Growth
Opportunities
 
Undistributed ordinary income — net    $ 431,486         $ 340,253         $ 93,860         $ 302,671   
Undistributed long-term capital gain                          3,349           625,309   
Total undistributed earnings    $ 431,486         $ 340,253         $ 97,209         $ 927,980   
Capital loss carryforwards:(1)                  

Expiring 2017

   $ (1,103,983      $ (641,986      $         $   

Expiring 2018

     (4,488,774                              
Total capital loss carryforwards    $ (5,592,757      $ (641,986      $         $   
Timing differences (Qualified late year loss and
straddle loss deferrals and deferred dividend)
     (349,074        713           (511,071        (34,054
Unrealized gains — net      4,606,765           24,759,272           795,840           25,378,705   
Total accumulated earnings (losses) — net    $ (903,580      $ 24,458,252         $ 381,978         $ 26,272,631   

 

(1) Expiration occurs on December 31 of the year indicated. The Core Fixed Income and Equity Index Funds utilized $3,040,722 and $6,453,043, respectively, of capital losses in the current fiscal year.

As of December 31, 2012, the Funds’ aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

      Core Fixed
Income
       Equity
Index
       Government
Income
       Growth
Opportunities
 
Tax cost    $ 139,402,723         $ 142,338,381         $ 73,244,111         $ 144,468,982   
Gross unrealized gain      5,580,296           53,960,816           953,704           32,249,685   
Gross unrealized loss      (973,947        (29,201,544        (143,724        (6,870,980
Net unrealized security gain    $ 4,606,349         $ 24,759,272         $ 809,980         $ 25,378,705   
Net unrealized gain (loss) on other investments      416                     (14,140          
Net unrealized gain    $ 4,606,765         $ 24,759,272         $ 795,840         $ 25,378,705   

 

69


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

December 31, 2012

 

7.    TAX INFORMATION (continued)

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market gains (losses) on regulated futures and forward foreign currency exchange contracts and differences related to the tax treatment of underlying fund investments, real estate investment trust investments, and securities on loan. In order to present certain components of the Funds’ capital accounts on a tax-basis, certain reclassifications have been recorded to the Funds’ accounts. These reclassifications have no impact on the net asset value of the Funds’ and result primarily from net operating losses, recognition of income and gains and losses of inflation protected securities and certain bonds and the difference in tax treatment of foreign currency transactions and paydown gains and losses.

 

Fund   Paid-in Capital     Accumulated Net Realized
Gain (Loss)
    Undistributed Net
Investment Income (Loss)
 
Core Fixed Income   $      $ (977,779   $ 977,779   
Equity Index     825        2,916        (3,741
Government Income            (286,549     286,549   
Growth Opportunities     37,364        (442,180     404,816   

GSAM has reviewed the Funds’ tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Funds’ financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

8.    OTHER RISKS

The Funds’ risks include, but are not limited to, the following:

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Funds’ shares. Redemptions by these entities of their holdings in the Funds may impact the Funds’ liquidity and NAV. These redemptions may also force the Funds to sell securities.

Liquidity Risk — The Funds may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, a Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

 

70


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

8.    OTHER RISKS (continued)

 

Market and Credit Risks — In the normal course of business, the Funds trade financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Funds may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Funds have unsettled or open transactions defaults.

9.    INDEMNIFICATIONS

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Funds. Additionally, in the course of business, the Funds enter into contracts that contain a variety of indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, GSAM believes the risk of loss under these arrangements to be remote.

10. OTHER MATTERS

 

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Funds’ financial statements to evaluate the effect or potential effect of netting arrangements on the Funds’ financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

11. SUBSEQUENT EVENTS

Subsequent events after the balance sheet date have been evaluated through the date the financial statements were issued. Other than the item discussed below, GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

At a meeting held on February 12, 2013, the Trustees approved a proposal to rename the Goldman Sachs Government Income Fund the “Goldman Sachs High Quality Floating Rate Fund”. In addition, the Fund’s new investment objective will be to seek to provide a high level of current income, consistent with low volatility of principal. The Fund will invest at least 80% of its net assets in high quality floating rate or variable rate obligations. This revised policy reflects a change in the Fund’s principal investments from fixed rate U.S. government securities to floating rate U.S. government and non-U.S. government obligations. These changes will be effective at the close of business on April 30, 2013.

 

71


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Core Fixed Income Fund, Goldman Sachs Equity Index Fund, Goldman Sachs Government Income Fund and Goldman Sachs Growth Opportunities Fund (collectively the “Funds”), portfolios of Goldman Sachs Variable Insurance Trust, at December 31, 2012, the results of each of their operations, the changes in each of their net assets and the financial highlights for each of the periods indicated in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, brokers, and the application of alternative auditing procedures where securities purchased confirmations had not been received, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

72


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of the Service Shares of the Funds, you incur ongoing costs, including management fees, distribution and service (12b-1) fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds 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, 2012 through December 31, 2012.

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds’ 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

     Core Fixed Income Fund     Equity Index Fund     Government Income Fund     Growth Opportunities Fund  
    

Beginning
Account
Value

07/01/12

   

Ending

Account
Value

12/31/12

   

Expenses

Paid for the
6 Months
Ended

12/31/12*

   

Beginning
Account
Value

07/01/12

   

Ending

Account
Value

12/31/12

   

Expenses

Paid for the
6 Months
Ended

12/31/12*

   

Beginning
Account
Value

07/01/12

   

Ending

Account
Value

12/31/12

   

Expenses

Paid for the
6 Months
Ended

12/31/12*

   

Beginning
Account
Value

07/01/12

   

Ending

Account
Value

12/31/12

   

Expenses

Paid for the
6 Months
Ended

12/31/12*

 
Actual   $ 1,000      $ 1,033.90      $ 3.37      $ 1,000      $ 1,057.60      $ 2.48      $ 1,000      $ 1,009.10      $ 3.94      $ 1,000      $ 1,071.00      $ 5.99   
Hypothetical 5% return     1,000        1,021.82     3.35        1,000        1,022.72     2.44        1,000        1,021.22     3.96        1,000        1019.36     5.84   

 

  * Expenses are calculated using each Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were as follows:  

 

Fund    Service  
Core Fixed Income      0.66%   
Equity Index      0.48%   
Government Income      0.78%   
Growth Opportunities      1.15%   

 

  + Hypothetical expenses are based on each Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.  

 

 

73


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

  Term of
Office and
Length of
Time Served2
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
    Other
Directorships
Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

74


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         

 

* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Funds’ Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

75


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age

 

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years

James A. McNamara 200 West Street

New York, NY 10282 Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).

George F. Travers 30 Hudson Street

Jersey City, NJ 07302 Age: 44

  Senior Vice President and Principal Financial Officer   Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.

Caroline Kraus

200 West Street

New York, NY 10282 Age: 35

  Secretary   Since 2012  

Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh 200 West Street

New York, NY 10282 Age: 41

  Treasurer and Senior Vice President   Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     

 

1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Funds’ Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

For the year ended December 31, 2012, 100% of the dividends paid from net investment company taxable income by the Equity Index and Growth Opportunities Fund qualify for the dividends received deduction available to corporations.

Pursuant to Section 852 of the Internal Revenue Code, the Government Income and Growth Opportunities Funds designate $458,819 and $14,041,832, respectively, or, if different, the maximum amount allowable, as capital gain dividends paid during the year ended December 31, 2012.

 

76


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York, New York 10282

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Funds included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Funds in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Funds, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Funds. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities and information regarding how the Funds voted proxies relating to portfolio securities for the 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at http://www.sec.gov within 60 days after the Funds’ first and third fiscal quarters. The Funds’ Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust Funds.

© 2013 Goldman Sachs. All rights reserved.

VITSVCAR13/92505.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Global Markets

Navigator Fund

Annual Report

December 31, 2012

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of the risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Global Markets Navigator Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Global Markets Navigator Fund seeks to achieve investment results that approximate the performance of the GS Global Markets Navigator Index (the “Index”). The Index is comprised of, and allocates exposure to, a set of underlying indices representing various global asset classes including, but not limited to, global equity, fixed income and commodity assets. The Index is constructed using a proprietary methodology developed by the index provider, and is rebalanced at least monthly. The Fund’s performance may not match, and may vary substantially from, that of the Index. There can be no assurance that the methodology used by the index provider in constructing the Index will correctly forecast certain risks or make effective tactical decisions, and the Fund’s attempt to track this Index may cause it to underperform general securities markets and/or other asset classes. Derivative investments (including swaps) may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risk of default by a counterparty; and liquidity risk. The Fund’s use of derivatives may result in leverage, which can make the Fund more volatile. The Fund’s over-the-counter transactions are subject to less government regulation and supervision. The Fund’s equity investments are subject to market risk, which means that the value of its investments may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. The Fund’s fixed income investments are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. The Fund is also subject to the risk that the issuers of sovereign debt or the government authorities that control the payment of debt may be unable or unwilling to repay principal or interest when due. High yield, lower rated securities involve greater price volatility and present greater risks than higher rated fixed income securities. The value of the Fund’s treasury inflation protected securities (TIPS) generally fluctuates in response to inflationary concerns, and as inflationary concerns decrease, TIPS become less valuable. Any guarantee on U.S. government securities applies only to the underlying securities of the Fund if held to maturity and not to the value of the Fund’s shares. The Fund is subject to the risk that exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The Fund may also invest in foreign securities, including emerging markets securities, which may be more volatile and less liquid than investments in U.S. securities and are subject to the risks of currency fluctuations and adverse economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund’s investments in other investment companies (including ETFs) subject it to additional expenses. Because the Fund may concentrate its investments in an industry (only in the event that an industry represents 20% or more of

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

the Fund’s index), the Fund may be subject to greater risk of loss as a result of adverse economic, business or other developments affecting that industry. The Fund is “non-diversified” and may invest more of its assets in fewer issuers than “diversified” funds. Accordingly, the Fund may be more susceptible to adverse developments affecting any single issuer held in its portfolio and to greater losses resulting from these developments.

The “GS Global Markets Navigator Index” is a trademark or service mark of Goldman, Sachs & Co. and has been licensed for use by the Investment Adviser in connection with the Fund. As the licensor of this trademark or service mark, Goldman, Sachs & Co. does not make any representation regarding the advisability of investing in the Fund.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

INVESTMENT OBJECTIVE

The Fund seeks to achieve investment results that approximate the performance of the GS Global Markets Navigator Index.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Quantitative Investment Strategies Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Global Markets Navigator Fund’s (the “Fund”) performance and positioning for the period since its inception on April 16, 2012 through December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Service Shares generated a cumulative total return of 3.74%. This return compares to the 4.86% cumulative total return of the Fund’s benchmark, the GS Global Markets Navigator Index (the “Index”), during the same time period. A blended index comprised 60% of the Standard & Poor’s® 500 Index(a) (with dividends reinvested) and 40% of the Barclays U.S. Aggregate Bond Index(b) (with dividends reinvested) generated a cumulative total return of 4.89% during the same time period.

The S&P 500 Index and the Barclays U.S. Aggregate Bond Index generated cumulative total returns of 5.87% and 2.97%, respectively, during the same time period.

Importantly, since inception, the Fund’s overall annualized volatility was 4.30%, significantly less than the S&P® 500 Index’s annualized volatility of 13.10% during the same time period.

What economic and market factors most influenced the Fund during the Reporting Period?

During April 2012, optimism about Europe’s financial problems gave way to uncertainty and fear of a European Monetary Union (“EMU”) break-up. The changing political landscape unnerved markets. The French did not re-elect their president, who had worked closely with Germany’s chancellor since the start of the crisis, and elected a Socialist. The Dutch coalition government broke up. In addition, deepening concerns over the health of Spanish banks and Greece’s potential exit from the EMU weighed heavily on European markets, the euro and the financials sector, particularly large European banks. Despite further easing from the Bank of Japan, the yen continued to rise and pressured Japanese equities.

Meanwhile, economic data from the U.S. began to lose some momentum and called into question the U.S. recovery. The U.S. labor market, which had been reporting improvements, appeared to slow, as jobless claims increased for several weeks in a row, and deteriorated further in May. In addition, the initial first quarter U.S. Gross Domestic Product (“GDP”) estimate of 2.2% was lower than expected and was subsequently revised down to 1.9%. However, housing market data showed some signs of stabilization, and consumer confidence offered mixed signals.

In May, global equity markets declined. Investors sought relative safety in less risky assets, leading to a strong rally in bonds for the month. Disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown. The gloomy mood prevailed into June as Spain’s banking system required a bailout and Moody’s Investors Service downgraded 15 international banks. However, markets rallied on the last day of June on the announcement of some coordinated action by European leaders following summit talks.

Global equity and bond markets were up slightly in July as worries over the EMU’s stability, Greece’s restructuring efforts and disappointing quarterly corporate earnings tempered investors’ optimism about the potential for further stimulus from the U.S. Federal Reserve (the “Fed”) and the European Central Bank (“ECB”). The markets rose further during August, as the Fed and ECB

 

3

(a)  The S&P 500 Index is the Standard & Poor’s 500 Composite Stock Prices Index of 500 stocks, an unmanaged index of common stock prices. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

(b)  The Barclays Aggregate Bond Index represents an unmanaged diversified portfolio of fixed income securities, including U.S. Treasuries, investment-grade corporate bonds, and mortgage-backed and asset-backed securities. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

reaffirmed their commitments to pursue further quantitative easing if deemed necessary. Investor optimism, however, was offset somewhat by ongoing concerns over the European sovereign debt crisis and weak Eurozone macroeconomic data.

During September, global equity markets were broadly up, with investors moving into equities following bold moves by the central banks in the U.S., Europe and Japan. The Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015. The ECB pledged unlimited monetary support, bolstering the bond markets of troubled countries like Spain and Italy, while the Bank of Japan announced it would increase the size of its planned asset purchases by $160 billion. Global bonds rose modestly toward the end September on renewed signs of global economic weakness.

Global equity markets paused in October ahead of a tight U.S. presidential election race and a pending leadership change in China. Global bonds were modestly up as investors focused on the post-election “fiscal cliff” of tax increases and spending cuts in the U.S. and the potential downgrade of Spanish government debt to junk status.

In November, global bonds were down. However, a number of positive developments around the world boosted investor sentiment and sparked a global equity rally into the end of 2012. The U.S. equity market crept higher as election day preserved the status quo in the White House and Congress, even as the fiscal cliff drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower, helped to offset increasing worries about the then-looming fiscal cliff. Meanwhile, approval for Spain’s plan to restructure its banks and an agreement among finance ministers to reschedule some of Greece’s debt and release aid to the country lifted European equity markets late in 2012. The Japanese equity market rose sharply into year-end on hopes that the newly elected prime minister would focus on weakening the yen and establishing an inflation target. Indeed, the yen weakened notably against the U.S. dollar late in 2012, which drove strong returns in the local Japanese equity market, because it was perceived as good for Japan’s export-oriented economy. A rising yen tends to reduce equity returns expressed in U.S. dollars. Lastly, improving economic data from China and the U.S. late in 2012 improved sentiment on the global economy and lifted the broad global equity markets.

What key factors were responsible for the Fund’s performance during the Reporting Period?

The Fund seeks to achieve its objective by investing in financial instruments that provide exposure to the various underlying global equity and fixed income indices that comprise the GS Global Markets Navigator Index. Using a momentum-based methodology, the Fund strives to manage risk and hedge this with “potential” in changing market environments.

Momentum investing seeks growth of capital by gaining exposure to asset classes that have exhibited trends in price performance over selected time periods. In managing the Fund, we use a methodology that evaluates historical three-, six- and nine-month returns, volatilities and correlations across a range of nine global asset classes. Represented by indices, these asset classes include, within the equities category, the U.S. large cap, Europe, Asia, emerging markets, the U.K. and small-cap stocks. Within the fixed income category, the Fund may allocate assets to the U.S., European and Japanese fixed income securities. The analysis of these asset classes drives the aggregate allocations of the Fund over time. We believe market price momentum — either positive or negative — has significant predictive power.

During the Reporting Period, the Fund’s allocation to Japanese equities detracted from its relative returns, most significantly during April and May 2012. Its exposure to U.S. small-cap equities also hampered relative performance, particularly during May.

On the positive side, the Fund benefited from its allocations to European equities during the third and fourth quarters of 2012, its exposure to U.S. large-cap equities during the third quarter and its exposure to emerging markets equities in the fourth quarter. The Fund’s allocations to U.S. Treasury securities and German Bunds also contributed positively, especially near the beginning of the Reporting Period.

How did volatility affect the Fund during the Reporting Period?

As part of our investment approach, we seek to mitigate the Fund’s volatility. As mentioned earlier, during the Reporting Period, the Fund’s actual volatility (annualized, using daily returns) was 4.30% versus the S&P 500® Index’s annualized volatility of 13.10%.

How was the Fund positioned during the Reporting Period?

The Fund’s allocation to fixed income increased slightly during the month of May 2012 driven by the strong momentum of the asset class. In May, we shifted the Fund away from the declining equity markets, specifically in Europe. The Fund maintained

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

exposure to U.S. and Japanese equities largely based on the attractive returns these asset classes had seen overall during the first several months of 2012. In June, the Fund’s allocation to Japanese stocks was reduced to zero. In July, we increased the Fund’s allocation to U.S. fixed income because of the strong momentum of that asset class. At the same time, the Fund maintained its exposure to the U.S. equity market. In addition, we chose not to add exposure to European equities because of their weak momentum.

During August, we increased the Fund’s allocation to German Bunds as a result of strong momentum and low volatility. In addition, because of persistently benign volatility and modestly strong momentum in U.S. stocks, we maintained the Fund’s exposure to the U.S. equity market. In September, we increased the Fund’s allocation to European and U.S. small-cap equities in response to strong momentum and low volatility in the global equity markets. At the same time, we further increased the Fund’s allocation to German Bunds and reduced its exposure to U.S. Treasury securities. Near the end of the month, we decreased the Fund’s allocation to equities, including European stocks and U.S. large-cap and small-cap stocks. We also increased the Fund’s allocation to U.S. Treasury securities.

In October, we increased the Fund’s allocations to European equities and U.S. Treasury securities. In addition, we further reduced the Fund’s exposure to U.S. small-cap and large-cap equities. We also reduced the Fund’s allocation to U.K. equities. During November, because of strong momentum and relatively low volatility across the global equity markets, we increased the Fund’s allocations to equities, adding to its exposure to U.S. large-cap stocks and European, U.K., Japanese and emerging markets equities. At the same time, we reduced the Fund’s exposure to U.S. Treasury securities, maintained its allocation to German Bunds and modestly increased its exposure to Japanese government bonds.

In December, we increased the Fund’s allocation to U.S. Treasury securities in response to growing equity market volatility. We also decreased the Fund’s allocations to German Bunds and Japanese government bonds and increased its exposure to emerging markets and Japanese equities. In addition, we reduced the Fund’s allocation to U.S. large-cap equities to zero as a result of their relatively poor momentum.

How did the Fund use derivatives and similar instruments during the Reporting Period?

During the Reporting Period, the Fund used exchange-traded index futures contracts to gain exposure to U.S. large-cap and small-cap equities and to non-U.S. developed market equities, including those in Europe and Japan, as well as to gain exposure to U.S. and non-U.S. fixed income.

What is the Fund’s tactical asset allocation view and strategy for the months ahead?

At the end of the Reporting Period, the Fund had allocations to European, Japanese and emerging markets equities. It also had allocations to German Bunds and U.S. Treasury securities.

Going forward, we intend to position the Fund to provide exposure to price momentum from among nine underlying asset classes, while dynamically managing the volatility, or risk, of the overall portfolio. When volatility increases, our goal is to preserve capital by moving the Fund into less volatile assets such as fixed income. When we believe the financial markets have become more stable, we expect to allocate a greater portion of the Fund’s assets to equities. There is no guarantee that the Fund’s dynamic management strategy will cause it to achieve its investment objective.

 

5


FUND BASICS

 

Global Markets Navigator Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Years      Ten Years      Since Inception      Inception Date
Service      N/A         N/A         N/A         3.74   

4/16/12

 

1  Standardized Total Returns are average annual total returns or cumulative total returns (only if the performance period is one year or less) as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Service        1.09      1.41

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations), are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 9, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

6


FUND BASICS

 

FUND COMPOSITION3

As of December 31, 2012

 

 

 

LOGO

 

 

 

3  The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets. Figures in the above graph may not sum to 100% due to the exclusion of other assets and liabilities. Underlying sector allocations of exchange traded funds (“ETFs”) held by the Fund are not reflected in the graph above. Consequently, the Fund’s overall sector allocations may differ from the percentages contained in the graph above. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.
4  “Agency Debentures” include agency securities offered by companies such as Federal Home Loan Bank and Federal Home Loan Mortgage Corporation, which operate under a government charter. While they are required to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate like any other publicly traded company.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on April 16, 2012 in Service Shares at NAV. For comparative purposes, the performance of the Fund’s benchmarks, GS Global Markets Navigator Index, S&P 500 Index (with dividends reinvested) and the Barclays U.S. Aggregate Bond Index is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Global Markets Navigator Fund’s Lifetime Performance

Performance of a $10,000 investment, with distributions reinvested, from April 16, 2012 through December 31, 2012.

LOGO

 

Cumulative Total Return through December 31, 2012    Since Inception

Service (Commenced April 16, 2012)

   3.74%

 

 

8


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Schedule of Investments

December 31, 2012

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Agency Debentures(a) – 21.3%   

 

FHLB

  

  $2,509,000        0.000     03/22/13      $ 2,508,724   

 

FHLMC

  

  1,341,000        0.000        02/28/13        1,340,915   
  1,695,000        0.000        03/25/13        1,694,807   

 

 

 
  TOTAL AGENCY DEBENTURES     
  (Cost $5,543,440)        $ 5,544,446   

 

 

 
     
Shares     Description     Values  

 

Exchange Traded Fund – 17.0%

  

  98,944       
 
Vanguard FTSE
Emerging Markets
  
  
    $4,405,976   
  (Cost $4,178,602)       

 

 

 
     
Shares     Rate     Value  
  Investment Company(b) – 9.9%   

 
 

Goldman Sachs Financial Square Government Fund —
FST Shares

 
  

  2,562,496        0.042%      $ 2,562,496   
  (Cost $2,562,496)     

 

 

 
Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  U.S. Treasury Obligation – 37.5%   

 

United States Treasury Notes

  

  $8,600,000        3.125     05/15/21      $ 9,752,057   
  (Cost $9,779,296)       

 

 

 
  TOTAL INVESTMENTS – 85.7%     
  (Cost $22,063,834)        $ 22,264,975   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 14.3%

 
  

    3,724,601   

 

 

 

 

NET ASSETS – 100.0%

  

  $ 25,989,576   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(b)   Represents an affiliated issuer.

 

Investment Abbreviations:
FHLB   — Federal Home Loan Bank
FHLMC   — Federal Home Loan Mortgage Corp.

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
EURO STOXX 50 Index        191         March 2013      $ 6,592,688         $ (44,978
Euro-Bund        10         March 2013        1,922,375           10,887   
FTSE 100 Index        2         March 2013        189,996           (1,510

TSE TOPIX Index

       22         March 2013        2,187,684           185,236   
TOTAL                                   $ 149,635   

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments of unaffiliated issuers, at value (cost $19,501,338)

   $ 19,702,479   

Investments of affiliated issuer, at value which equals cost

     2,562,496   

Cash

     3,108,876   

Receivables:

  

Futures variation margin(a)

     570,253   

Fund shares sold

     173,020   

Dividends and interest

     34,987   

Reimbursement from investment adviser

     13,461   

Deferred offering costs

     65,817   
Total assets      26,231,389   
  
  
Liabilities:       

Payables:

  

Investments purchased

     143,401   

Fund shares redeemed

     40,956   

Amounts owed to affiliates

     21,116   

Accrued expenses

     36,340   
Total liabilities      241,813   
  
  
Net Assets:       

Paid-in capital

     25,225,874   

Undistributed net investment income

     57,155   

Net realized gain

     361,275   

Net unrealized gain

     345,272   
NET ASSETS    $ 25,989,576   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized)

     2,509,662   

Net asset value, offering and redemption price per share

     $10.36   

(a) Includes cash on deposit with counterparty relating to initial margin requirements on future transactions of $573,106.

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Statement of Operations

For the Period Ended December 31, 2012(a)

 

 

  
Investment income:       

Dividends — unaffiliated issuers

   $ 58,426   

Interest

     40,824   

Dividends — affiliated issuer

     365  
Total investment income      99,615   
  
  
Expenses:       

Amortization of offering costs

     109,693   

Professional fees

     89,084   

Management fees

     59,840   

Printing and mailing costs

     22,473   

Distribution and Service fees

     18,937   

Organization costs

     12,000   

Trustee fees

     11,011   

Custody and accounting fees

     10,820   

Transfer Agent fees

     1,515   

Other

     1,369   
Total expenses      336,742   

Less — expense reductions

     (257,511
Net expenses      79,231   
NET INVESTMENT INCOME      20,384   
  
  
Realized and unrealized gain (loss):       

Net realized gain from:

  

Investments — unaffiliated issuers

     55,860   

Futures contracts

     371,899  

Foreign currency transactions

     3,234   

Net unrealized gain (loss) on:

  

Investments — unaffiliated issuers

     201,141   

Futures contracts

     149,635   

Foreign currency translation

     (5,504
Net realized and unrealized gain      776,265   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 796,649   

(a) Commenced operations on April 16, 2012.

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Statement of Changes in Net Assets

 

 

    

For the

Period Ended

December 31, 2012(a)

 
  
From operations:       

Net investment income

   $ 20,384   

Net realized gain

     430,993   

Net unrealized gain

     345,272   
Net increase in net assets resulting from operations      796,649   
  
  
Distributions to shareholders:       

From net realized gains

     (33,093
  
  
From share transactions:       

Proceeds from sales of shares

     29,921,805   

Reinvestment of distributions

     33,093  

Cost of shares redeemed

     (4,728,878
Net increase in net assets resulting from share transactions      25,226,020   
TOTAL INCREASE      25,989,576  
  
  
Net assets:       

Beginning of period

       

End of period

   $ 25,989,576  
Undistributed net investment income    $ 57,155   
  
  
Summary of share transactions:       

Shares sold

     2,978,079   

Shares issued on reinvestment of distributions

     3,229   

Shares redeemed

     (471,646
NET INCREASE      2,509,662   

(a) Commenced operations on April 16, 2012.

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout the Period

 

          Income from
investment operations
                                     
Year   Net asset
value,
beginning
of period
    Net
investment
income(a)
    Net
realized
and
unrealized
gain
    Total from
investment
operations
    Distributions
from net
realized
gains
   

Net

asset
value,
end of
period

    Total
return(b)
    Net assets,
end of
period
(in 000s)
    Ratio of
net expenses
to average
net assets(c)
    Ratio of
total
expenses
to average
net
assets(c)
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(d)
 

FOR THE PERIOD ENDED DECEMBER 31,

 

2012 (Commenced April 16, 2012)

  $ 10.00      $ 0.02      $ 0.35      $ 0.37      $ (0.01   $ 10.36        3.74   $ 25,990        1.04 %(e)      4.21 %(e)      0.27 %(e)      300

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) Expense ratios exclude expenses of the Underlying Funds in which the Fund invests.
(d) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(e) Annualized.

 

The accompanying notes are an integral part of these financial statements.    13   


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Global Markets Navigator Fund (the “Fund”). The Fund is a non-diversified portfolio under the Act offering one class of shares — Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. The Fund commenced operations on April 16, 2012.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract. Upfront payments on swaps are recognized over the contract’s term/event as realized gains or losses, with the exception of forward starting interest rate swaps whose realized gains or losses are recognized from the effective start date. For securities with paydown provisions, principal payments received are treated as a proportionate reduction to the cost basis of the securities and excess amounts are recorded as gains. For treasury inflation protected securities (“TIPS”), adjustments to principal due to inflation/deflation are reflected as increases/decreases to interest income with a corresponding adjustment to cost.

C.  Expenses — Expenses incurred by the Funds, which may not specifically relate to the Funds, may be shared with other registered investment companies having management agreements with GSAM or its affiliates, as appropriate. These expenses are allocated to the Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses and are accrued daily.

D.  Offering and Organization Costs — Offering costs paid in connection with the offering of shares of the Fund are amortized on a straight-line basis over 12 months from the date of commencement of operations. Organization costs paid in connection with the organization of the Fund were expensed on the first day of operations.

E.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years for an unlimited period. Capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

F.  Foreign Currency Translation — The accounting records and reporting currency of the Fund are maintained in United States (“U.S.”) dollars. Assets and liabilities denominated in foreign currencies are translated into U.S. dollars using the current exchange rates at the close of each business day. The effect of changes in foreign currency exchange rates on investments is included within net realized and unrealized gain (loss) on investments. Changes in the value of other assets and liabilities as a result of fluctuations in foreign exchange rates are included in the Statement of Operations within net change in unrealized gain (loss) on foreign currency transactions. Transactions denominated in foreign currencies are translated into U.S. dollars on the date the transaction occurred, the effects of which are included within net realized gain (loss) on foreign currency transactions.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

Derivative contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors.

Exchange-traded derivatives, including futures contracts, typically fall within Level 1 of the fair value hierarchy. Over-the-counter (“OTC”) derivatives are valued using market transactions and other market evidence, including market-based inputs to models, calibration to market-clearing transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC derivatives that trade in liquid markets, model inputs can generally be verified and model selection does not involve significant management judgment. OTC derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.

i.  Futures Contracts — Futures contracts are contracts to buy or sell a standardized quantity of a specified commodity or security and are valued based on exchanged settlement prices or independent market quotes. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price for long positions and at the last ask price for short positions, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund deposits cash or securities in an account on behalf of the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by the Fund equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Fixed Income               

Agency Debentures

     $         $ 5,544,446         $   

U.S. Treasury Obligations and/or Other U.S. Government Agencies

       9,752,057                       

Exchange Traded Fund

       4,405,976                       

Investment Company

       2,562,496                       
Total      $ 16,720,529         $ 5,544,446         $   
Derivative Type                              
Assets(a)               
Futures Contracts      $ 196,123         $         $   
Liabilities(a)               
Futures Contracts      $ (46,488      $         $   

 

(a) Amount shown represents unrealized gain (loss) at period end.

For further information regarding security characteristics, see the Schedule of Investments.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

4.    INVESTMENTS IN DERIVATIVES

 

The following table sets forth, by certain risk types, the gross value of derivative contracts as of December 31, 2012. These instruments were used to meet the Fund’s investment objectives and to obtain and/or manage exposure related to the risks below. The values in the table below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk   Statement of Assets and Liabilities   Assets(a)     Statement of Assets and Liabilities   Liabilities(a)  
Equity   Unrealized gain on futures variation margin   $ 185,236      Unrealized loss on futures variation margin   $ (46,488
Interest Rate   Unrealized gain on futures variation margin     10,887            
Total       $ 196,123          $ (46,488

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the period ended December 31, 2012. These gains (losses) should be considered in the context that these derivative contracts may have been executed to economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations          Net
Realized
Gain (Loss)
     Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 

Equity

   Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts         $ 322,920       $ 138,748        64   

Interest Rate

   Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts           48,979         10,887        10   

 

(a) Average number of contracts is based on the average of month end balances for the period ended December 31, 2012.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

 

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

For the period ended December 31, 2012, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Fee Rate  
First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
 
  0.79%        0.71     0.68     0.66     0.65     0.79

B. Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

C. Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of the Fund.

D. Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.004%. These Other Expense reimbursements will remain in place through at least April 9, 2013, and prior to such date GSAM may not terminate the arrangements without the approval of the trustees. For the period ended December 31, 2012, GSAM reimbursed approximately $256,100 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the period ended December 31, 2012, custody fee credits were approximately $1,400.

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $15,700, $5,000, and $400 for management, distribution and service, and transfer agent fees, respectively.

E. Other Transactions with Affiliates — The following table provides information about the investment in shares of a fund of which the Fund is an affiliate for the period ended December 31, 2012:

 

Name of
Affiliated Fund
  Number of
Shares Held
Beginning of Period
    Shares
Bought
    Shares
Sold
    Number of
Shares Held
End of Period
    Value at End
of Period
    Dividend
Income
 
Goldman Sachs
Financial Square
Government Fund
           2,855,136        (292,640     2,562,496      $ 2,562,496      $ 365   

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

6.    PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the period ended December 31, 2012, were as follows:

 

Purchases of U.S. Government
and Agency Obligations
    Purchases (Excluding U.S.
Government and Agency
Obligations)
    Sales and Maturities of U.S.
Government and Agency
Obligations
    Sales and Maturities (Excluding
U.S. Government and Agency
Obligations)
 
  $22,927,056      $ 9,464,253      $ 13,096,510      $ 5,355,117   

7.    TAX INFORMATION

The tax character of distributions paid during the period ended December 31, 2012 was as follows:

 

Distributions paid from:     
Ordinary income      $ 4,661   
Net long-term capital gains        28,432   
Total taxable distributions      $ 33,093   

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 422,565   
Undistributed long-term capital gains      8,437   
Total undistributed earnings    $ 431,002   
Unrealized gains — net      332,700   
Total accumulated gains — net    $ 763,702   

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 22,077,921   
Gross unrealized gain      228,380   
Gross unrealized loss      (41,326
Net unrealized security gain    $ 187,054   
Net unrealized gain on other investments      145,646   
Net unrealized gain      332,700   

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

 

 

7.    TAX INFORMATION (continued)

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and net mark to market gains (losses) on regulated futures contracts.

In order to present certain components of the Fund’s capital accounts on a tax-basis, the Fund has reclassified $146 and $36,625 from paid-in capital and accumulated net realized gain, respectively, to undistributed net investment income. These reclassifications have no impact on the net asset value of the Fund and result primarily from the differences in the tax treatment of foreign currency transactions and certain non-deductible expenses.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

8.    OTHER RISKS

The Fund’s risks include, but are not limited to, the following:

Foreign Custody Risk — A Fund that invests in foreign securities may hold such securities and foreign currency with foreign banks, agents, and securities depositories appointed by the Fund’s custodian (each a “Foreign Custodian”). In some countries, Foreign Custodians may be subject to little or no regulatory oversight or independent evaluation of their operations. Further, the laws of certain countries may place limitations on a Fund’s ability to recover its assets if a Foreign Custodian enters into bankruptcy. Investments in emerging markets may be subject to greater custody risks than investments in more developed markets. Custody services in emerging market countries are often undeveloped and may be less regulated than in more developed countries, and thus may not afford the same level of investor protection as would apply in developed countries.

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

Investments in Other Investment Companies — As a shareholder of another investment company, including an exchange traded fund (“ETF”), a Fund will directly bear its proportionate share of any management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund. ETFs are subject to risks that do not apply to conventional mutual funds, including but not limited to the following: (i) the market price of the ETF’s shares may trade at a premium or a discount to their NAV; and (ii) and active trading market for an ETF’s shares may not develop or be maintained.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

8.    OTHER RISKS (continued)

 

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, be subject to government ownership controls, have delayed settlements and their prices may be more volatile than those of comparable securities in the U.S.

Non-Diversification Risk — The Fund is non-diversified and is permitted to invest more of its assets in fewer issuers than “diversified” mutual funds. Thus, the Fund may be more susceptible to adverse developments affecting any single issuer held in its portfolio, and may be more susceptible to greater losses because of these developments.

Industry Concentration Risk — The Fund will not invest more than 25% of the value of its total assets in the securities of one or more issuers conducting their principal business activities in the same industry, except that, to the extent that an industry represents 20% or more of the Fund’s index at the time of investment, the Fund may invest up to 35% of its assets in that industry. Concentrating Fund investments in issuers conducting business in the same industry will subject the Fund to a greater risk of loss as a result of adverse economic, business or other developments affecting that industry than if its investments were not so concentrated.

9.    INDEMNIFICATIONS

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

 

 

10.    OTHER MATTERS

 

Other Matters — As of January 1, 2013, GSAM is subject to registration as a commodity pool operator (CPO) under the Commodity Exchange Act with respect to the Fund. However, as a result of proposed rulemaking by the Commodity Futures Trading Commission (“CFTC”) that has not yet been adopted, GSAM is not yet subject to CFTC recordkeeping, reporting and disclosure requirements and the impact of these requirements, including their impact on the Fund’s financial statements, remains uncertain.

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

11.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

23


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Global Markets Navigator Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Global Markets Navigator Fund (the “Fund”) at December 31, 2012, the results of its operations, the changes in its net assets and the financial highlights for the period April 16, 2012 (commencement of operations) through December 31, 2012, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, transfer agent, broker and the application of alternative auditing procedures where securities purchased confirmations had not been received, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Fund Expenses — Period Ended December 31, 2012 (Unaudited)   

As a shareholder of the Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees and other Fund expenses. This example 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, 2012 through December 31, 2012.

Actual Expenses — The first line in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual net 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

    

Beginning

Account Value
7/01/12

    Ending
Account Value
12/31/12
    Expenses Paid
for the
6 Months
Ended
12/31/12
*
 
Actual   $ 1,000      $ 1,049.60      $ 5.36   
Hypothetical 5% return     1,000        1,019.91     5.28   

 

* Expenses are calculated using the Fund’s annualized net expense ratio, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratio for the period was 1.04%.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratio and an assumed rate of return of 5% per year before expenses.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         

 

* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL MARKETS NAVIGATOR FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age  

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years
James A. McNamara

200 West Street
New York, NY 10282
Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex November 2007-Present and December 2002-May 2004).
George F. Travers

30 Hudson Street
Jersey City, NJ 07302
Age: 44

  Senior Vice President
and
Principal Financial
Officer
  Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.
Caroline Kraus

200 West Street
New York, NY 10282
Age: 35

  Secretary   Since 2012   Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).
Scott M. McHugh

200 West Street
New York, NY 10282
Age: 41

  Treasurer and Senior
Vice President
  Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     

 

1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

Pursuant to Section 852 of the Internal Revenue Code, the Global Markets Navigator Fund designates $28,432, or, if different, the maximum amount allowable, as capital gain dividends paid during the year ended December 31, 2012.

 

28


TRUSTEES   OFFICERS

Ashok N. Bakhru, Chairman

Donald C. Burke

John P. Coblentz, Jr.

Diana M. Daniels

Joseph P. LoRusso

James A. McNamara

Jessica Palmer

Alan A. Shuch

Richard P. Strubel

 

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

 

 

James A. McNamara, President

George F. Travers, Principal Financial Officer

Caroline L. Kraus, Secretary

Scott M. McHugh, Treasurer

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities for the 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Global Markets Navigator Fund.

© 2013 Goldman Sachs. All rights reserved.

VITNAVAR13/92376.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

 

Goldman Sachs

Large Cap Value Fund

Annual Report

December 31, 2012

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Large Cap Value Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Large Cap Value Fund invests primarily in large-capitalization U.S. equity investments. The Fund’s equity investments will be subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. Different investment styles (e.g., “value”) tend to shift in and out of favor, and at times the Fund may underperform other funds that invest in similar asset classes.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term capital appreciation.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Value Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Large Cap Value Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated average annual total returns of 19.07% and 18.77%, respectively. These returns compare to the 17.46% average annual total return of the Fund’s benchmark, the Russell 1000® Value Index* (with dividends reinvested) (the “Russell Index”), during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P® 500 Index gained 15.96% during the Reporting Period to mark the fourth straight year of gains. The year 2012 started with the strongest first quarter since 1998 for the S&P® 500 Index. Also during the first quarter of 2012, the Dow Jones Industrial Average closed above 13,000 for the first time since May 2008, and the NASDAQ reached a new 11-year high. U.S. equities rose largely on evidence that the labor and manufacturing markets were improving. In addition, the Federal Reserve (the “Fed”) reaffirmed its commitment to low interest rates until at least late-2014.

U.S. equity markets slid, however, during the second quarter of 2012, when first quarter Gross Domestic Product (“GDP”) was revised down from 2.2% to 1.9% and employment reports suggested deterioration in the labor market. Spain’s banking system bailout and increasing concerns over Europe’s financial crisis weighed on global equity markets, including the U.S. equity market, as well. At the same time, disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown.

During the summer of 2012, U.S. equity markets rallied back on more strong statements from central banks. In September, the Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015. In Europe, the European Central Bank (“ECB”) president Mario Draghi voiced strong support for the euro and the European Monetary Union, which was well received by financial markets in the U.S. Continued improvements in home prices and the Fed’s commitment to buy mortgage-backed securities increased hopes of a recovery in the housing market, which helped offset the downward pressures of lackluster economic growth and a stalled labor market.

There were increasing signs of economic recovery seen early in the fourth quarter of 2012. The U.S. reported better than expected third quarter GDP growth of 2%, the 13th consecutive quarter of economic expansion, and the unemployment rate dropped to 7.8%, the lowest rate seen since January 2009. U.S. manufacturing activity increased, and the housing market showed further signs of improvement, as construction of new homes hit a four-year high. Despite this positive data, the U.S. equity market pulled back in October on some cautious corporate earnings guidance. Also pressuring the U.S. equity market were the worst storm in decades battering the East Coast and polls showing the U.S. presidential race tightening to a dead heat.

The U.S. equity market crept higher in November 2012, as election day preserved the status quo in the White House and Congress, even as the “fiscal cliff” drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December 2012, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower, helped to offset increasing worries about the then-looming fiscal cliff of tax increases and spending cuts.

For the Reporting Period as a whole, all ten sectors within the S&P® 500 Index posted gains. The consistent and persistent commitment to accommodative monetary policy from the U.S. Fed and other central banks drove market-leading returns in the financials sector. The heavily weighted financials sector was also the largest positive contributor (weight times performance) to

 

*  The Russell 1000 Value Index is an unmanaged market capitalization weighted index of the 1,000 largest U.S. companies with lower price-to-book ratios and higher forecasted growth values. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

S&P® 500 Index returns. On optimism about the economy and improved consumer confidence, the consumer discretionary sector also performed well. Conversely, the energy sector posted positive returns but was comparatively weak during the Reporting Period, as oil prices remained relatively stable, balancing continued unrest in several oil-producing regions with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

All segments of the U.S. equity market advanced during the Reporting Period, with mid-cap stocks, as measured by the Russell Midcap® Index, gaining most, followed by large-cap stocks and then small-cap stocks, as measured by the Russell 1000® Index and the Russell 2000® Index, respectively, which performed similarly to each other. From a style perspective, value-oriented stocks solidly outpaced growth-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

What key factors were responsible for the Fund’s performance during the Reporting Period?

Stock selection overall had the greatest effect on the Fund’s performance relative to the Russell Index during the Reporting Period.

Which equity market sectors most significantly affected Fund performance?

Effective stock selection in the telecommunication services, materials and financials sectors helped the Fund’s performance most relative to the Russell Index. Only partially offsetting these positive contributors was stock selection in the energy and consumer staples sectors, which detracted from the Fund’s relative results as company-specific issues weighed on certain holdings.

What were some of the Fund’s best-performing individual stocks?

The Fund benefited most relative to the Russell Index from positions in U.S. mobile operator Sprint Nextel, super-regional bank SunTrust Banks and diversified financial institution JPMorgan Chase.

Telecommunications company Sprint Nextel was the top contributor to the Fund’s relative results during the Reporting Period. Its shares gained sharply after the company reported a significant increase in its average revenue per subscriber during the second calendar quarter and raised 2012 profit targets. We sold out of the Fund’s position in October 2012 after the company agreed to sell 70% of its shares to SoftBank, a Japanese telecommunications company. We believe our investment thesis played out and therefore directed proceeds from the sale to ideas with what we considered to have more favorable risk/reward potential.

SunTrust Banks is a diversified financial services holding company, whose businesses provide a range of financial services to consumer and corporate clients, including deposit, credit and trust and investment services. SunTrust Banks failed the Fed’s stress test during the first quarter of 2012 but offset the news with positive forward guidance. Housing market improvements continually drove its shares higher throughout 2012 as increased mortgage production led to higher fee revenues. Reducing risk, along with holding higher quality assets, fueled a reduction in non-performing loans, which, in turn, led to lower loss provisions, improving the bank’s bottom line. A large one-time transaction of a long-term Coca-Cola holding during the third quarter of 2012 was said to help improve capital adequacy ratios. SunTrust Banks also completed a $300 million cost-cutting program to help offset tighter lending spreads.

Early in the Reporting Period, JPMorgan Chase’s stock declined in the wake of a surprising trading loss out of a London derivatives desk, which was originally estimated at $2 billion but then ballooned to nearly $6 billion as time went on. The company then suspended its stock repurchasing, sending shares down further. The stock then rallied sharply in the third calendar quarter, as investor concern surrounding the company’s multi-billion dollar trading loss subsided amidst continued improvement in its overall businesses. Share prices continued to advance during the fourth quarter of 2012, as negative sentiment continued to subside, and the company reported better than expected third calendar quarter results. In addition, management discussed returning value to shareholders and assured investors the company is on track to meet Basel III capital requirements. At the end of the Reporting Period, we continued to have conviction in the management team of JPMorgan Chase and to believe the company will benefit from its strong balance sheet, resilient business model and robust capital generating franchises.

Which stocks detracted significantly from the Fund’s performance during the Reporting Period?

Detracting most from the Fund’s results relative to its benchmark index were positions in oil and gas exploration and production companies Devon Energy and Newfield Exploration and in global diversified financial services holding company Citigroup.

The Fund’s investments in the energy sector detracted from its relative performance during the Reporting Period, largely driven by Devon Energy, a North America-focused independent energy company engaged in the exploration, development and production of oil, natural gas and natural gas liquids. During the Reporting Period, shares of Devon Energy fell along with the broader energy sector due in part to a decline in oil and gas prices. The company has shifted production and resources toward oil and natural gas liquids over time, and as a result, shares fell further after the company reported third calendar quarter production levels that missed expectations due to operating issues. We recognize our investment thesis may well take longer to play out than originally expected.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

However, we believe the value of Devon Energy’s large, North American asset base is not fully recognized at its current market price. The company maintains a strong balance sheet, in our view, which, along with its joint venture partnerships, should help speed up the development of its oil properties. In addition, at the end of the Reporting Period, we believed the company’s cash flow should increase in 2013 as the company projects to spend significantly less on acquiring new acreage. While Devon Energy still has a large exposure to natural gas, it increased the amount of production that is hedged, taking advantage of strong pricing in the second half of 2012.

Citigroup’s businesses provide consumers, corporations, governments and institutions with a broad range of financial products and services. In March 2012, its shares began to decline after the third largest U.S. bank failed to meet the Fed’s minimum requirements in a stress test when examiners considered the effects of the bank’s plan for managing capital. We believed Citigroup was overly exposed to Europe and thus trimmed the Fund’s position in June 2012. The resulting underweighted position hurt the Fund’s relative results, as Citigroup’s shares rose for the remainder of the year along with the financials sector broadly.

Newfield Exploration’s domestic areas of operation include the mid-U.S. continent, the Rocky Mountains and onshore Texas. Its shares fell as the price of natural gas declined during the Reporting Period. We agreed with its management’s decision to shift resources toward oil production and away from natural gas, but we sold the Fund’s position in Newfield Exploration in favor of higher conviction names in the energy sector.

How did the Fund use derivatives and similar instruments during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy.

Did the Fund make any significant purchases or sales during the Reporting Period?

We re-initiated a Fund position in Bank of America after having sold the Fund’s position ahead of its fourth quarter 2011 earnings reports due to concerns the company would need to raise capital. However, in our view, the company has been making progress on legacy issues, particularly relating to its mortgage business, and recent settlements have reduced litigation risks. Bank of America has also increased its capital adequacy ratios over the past few years, and as the need to build additional reserves decreases, more capital can be deployed back into its businesses. On the expense side, Bank of America has lowered its funding costs and closed less profitable banking centers. As its management continues to take steps to reduce expenses, we believe additional cost savings should benefit the company’s earnings over the coming years. We believe the company’s earnings improvements in 2012 may well continue over the coming year and further believe the company should benefit from its high exposure to the improving housing market.

We established a Fund position in automobile manufacturer General Motors because we believe the company has a strong balance sheet, including a sizable amount of cash. In addition, we believe one of the largest catalysts for the company’s stock going into 2013 could be the 2013 truck cycle. Finally, we like its management team’s increased focus on core competencies.

Strict to our sell discipline, we also made some adjustments to the Fund’s positioning by selling out of holdings where our investment thesis had fundamentally changed and/or valuation levels were no longer attractive. As such, we exited the Fund’s position in Walt Disney after strong performance throughout the Reporting Period. The company reported fiscal third quarter earnings that beat consensus expectations, and margin expansion occurred in the company’s parks segment. Overall, Walt Disney’s stock price reached our stretch valuation, or the valuation we considered to be at the upper end of the range we considered reasonable, and so we decided to move the proceeds into a name that we believed had a more attractive risk/reward profile.

We sold the Fund’s position in General Mills during the Reporting Period. General Mills reported earnings that were lower than expected and guided lower for fiscal year 2012, primarily due to weak pricing and greater than expected spending on advertising. Although we believed General Mills remained a leading consumer foods company with a strong management team, we exited the Fund’s position as a reflection of the company’s execution difficulties and lower sales volumes across the industry.

Were there any notable changes in the Fund’s weightings during the Reporting Period?

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making industry or sector bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, during the Reporting Period, the Fund’s exposure to consumer discretionary, consumer staples and utilities increased compared to the Russell Index. The Fund’s allocations compared to the benchmark index in energy, financials, information technology and materials decreased. The Fund’s position in cash also increased during the Reporting Period.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

On December 31, 2012, the Fund had overweighted positions relative to the Russell Index in the consumer discretionary, information technology and health care sectors. On the same date, the Fund had underweighted positions compared to the Russell Index in financials, materials, telecommunication services and energy and was rather neutrally weighted to the Russell Index in consumer staples, industrials and utilities.

What is the Fund’s tactical view and strategy for the months ahead?

After a strong 2012, we continue to see opportunities as we enter 2013 and remain constructive in our view ahead for U.S. equities. We recognize that fiscal policy may lead to a drag on economic growth and the recent steps taken by the Fed to provide additional monetary accommodation may not fully offset the impact. The political climate in the U.S., and the lack of clarity around the outcome of fiscal negotiations, has contributed to an elevated feeling of uncertainty for both businesses and individuals. However, corporate balance sheets remain strong, which we believe provides companies with the ability to generate shareholder value, even in a slower economic growth environment. U.S. equities remain inexpensive relative to both fixed income and history, and continued strength in the U.S. housing recovery should provide, in our view, support to the economy and boost confidence among consumers. Additional potential catalysts could be investors re-allocating to equities, multiple expansion, correlations trending down and increased merger and acquisition activity.

We maintain high conviction in the companies the Fund owns and believe they have the potential to outperform relative to the broader market regardless of economic growth conditions. We continue to focus on undervalued companies in control of their own destiny, such as innovators in their industry, or companies with financial flexibility that have been investing in their own businesses and may be poised to gain market share. As we look ahead into 2013, we maintain our discipline in seeking to identify companies with strong or improving balance sheets, led by quality management teams and trading at discounted valuations. As always, deep research resources, a forward-looking investment process and truly actively managed portfolios are keys, in our view, to both preserving capital and outperforming the market over the long term. (When large numbers of stocks see their earnings multiples, or price/earnings ratios (share price divided by earnings per share), increase, the equity market is said to be undergoing multiple expansion. Changes in the earnings multiple of an individual stock are often evaluated in the context of earnings multiples of the general market. Correlation is simply a statistical measure of how two securities move in relation to each other.)

 

5


FUND BASICS

 

Large Cap Value Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      19.07      –0.94      6.18      2.98    1/12/98
Service      18.77         –1.13         N/A         –1.78       7/24/07

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Institutional Shares and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.78      0.79
Service        1.03         1.04   

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding      % of Net Assets      Line of Business
Exxon Mobil Corp.         4.4%       Energy
General Electric Co.         4.2       Capital Goods
JPMorgan Chase & Co.         3.8       Diversified Financials
Pfizer, Inc.         3.4       Pharmaceuticals, Biotechnology & Life Sciences
Devon Energy Corp.         2.6       Energy
Bank of America Corp.         2.5       Diversified Financials
Halliburton Co.         2.5       Energy
Prudential Financial, Inc.         2.3       Insurance
The Boeing Co.         2.0       Capital Goods
General Motors Co.         1.8       Automobiles & Components

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

6


FUND BASICS

 

 

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

 

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4  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. Underlying sector allocations of exchange traded funds (“ETFs”) held by the Fund are not reflected in the graph above. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on January 1, 2003 in the Institutional Shares at NAV. For comparative purposes, the performance of the Fund’s benchmark, the Russell 1000 Value Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. Performance of Service Shares will vary from Institutional Shares due to differences in class specific fees. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Large Cap Value Fund’s 10 Year Performance

Performance of a $10,000 investment, with distributions reinvested, from January 1, 2003 through December 31, 2012.

 

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Average Annual Total Return through December 31, 2012    One Year    Five Years    Ten Years    Since Inception

Institutional (Commenced January 12, 1998)

   19.07%    -0.94%    6.18%    2.98%

Service (Commenced July 24, 2007)

   18.77%    -1.13%    N/A    -1.78%

 

 

8


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 98.9%   

 

Automobiles & Components – 1.8%

  

  679,631       General Motors Co.*    $ 19,593,762   

 

 

 

 

Banks – 2.6%

  

  491,533       SunTrust Banks, Inc.      13,934,961   
  440,250       U.S. Bancorp      14,061,585   
     

 

 

 
        27,996,546   

 

 

 

 

Capital Goods – 8.8%

  

  166,404       General Dynamics Corp.      11,526,805   
  2,169,015       General Electric Co.      45,527,625   
  533,828       Masco Corp.      8,893,575   
  358,474       Textron, Inc.      8,886,570   
  282,322       The Boeing Co.      21,275,786   
     

 

 

 
        96,110,361   

 

 

 

 

Commercial & Professional Services – 0.8%

  

  246,459       Waste Management, Inc.      8,315,527   

 

 

 

 

Consumer Services – 2.1%

  

  39,278       Chipotle Mexican Grill, Inc.*      11,683,634   
  1,002,621       MGM Resorts International*      11,670,508   
     

 

 

 
        23,354,142   

 

 

 

 

Diversified Financials – 10.5%

  

  109,724       Ameriprise Financial, Inc.      6,872,014   
  2,350,812       Bank of America Corp.      27,269,419   
  217,941       Citigroup, Inc.      8,621,746   
  40,377       IntercontinentalExchange, Inc.*      4,999,076   
  950,400       JPMorgan Chase & Co.      41,789,088   
  533,163       Morgan Stanley      10,194,077   
  853,657       SLM Corp.      14,623,145   
     

 

 

 
        114,368,565   

 

 

 

 

Energy – 14.5%

  

  141,255       Chevron Corp.      15,275,316   
  537,472       Devon Energy Corp.      27,970,043   
  553,522       Exxon Mobil Corp.      47,907,329   
  768,843       Halliburton Co.      26,671,164   
  213,273       Occidental Petroleum Corp.      16,338,844   
  320,715       Southwestern Energy Co.*      10,715,088   
  285,234       Transocean Ltd.      12,735,698   
     

 

 

 
        157,613,482   

 

 

 

 

Food & Staples Retailing – 1.5%

  

  436,486       Walgreen Co.      16,154,347   

 

 

 

 

Food, Beverage & Tobacco – 5.3%

  

  115,655       Anheuser-Busch InBev NV ADR      10,109,404   
  79,979       Diageo PLC ADR      9,323,952   
  391,556       Mondelez International, Inc. Class A      9,972,931   
  205,330       Philip Morris International, Inc.      17,173,801   
  124,005       The J.M. Smucker Co.      10,694,191   
     

 

 

 
        57,274,279   

 

 

 

 

Health Care Equipment & Services – 3.5%

  

  225,195       Aetna, Inc.      10,426,528   
  83,286       C. R. Bard, Inc.      8,140,374   

 

 

 
  Common Stocks – (continued)   

 

Health Care Equipment & Services – (continued)

  

  285,822       UnitedHealth Group, Inc.    $ 15,502,985   
  58,362       Varian Medical Systems, Inc.*      4,099,347   
     

 

 

 
        38,169,234   

 

 

 

 

Household & Personal Products – 0.7%

  

  107,167       The Procter & Gamble Co.      7,275,568   

 

 

 

 

Insurance – 8.0%

  

  497,337       American International Group, Inc.*      17,555,996   
  153,739       Everest Re Group Ltd.      16,903,603   
  409,807       Hartford Financial Services Group, Inc.      9,196,069   
  471,289       Prudential Financial, Inc.      25,133,842   
  255,090       The Travelers Companies, Inc.      18,320,564   
     

 

 

 
        87,110,074   

 

 

 

 

Materials – 1.6%

  

  141,747       Eastman Chemical Co.      9,645,883   
  128,078       LyondellBasell Industries NV Class A      7,311,973   
     

 

 

 
        16,957,856   

 

 

 

 

Media – 3.6%

  

  293,524       CBS Corp. Class B      11,168,588   
  257,693       DIRECTV*      12,925,881   
  146,059       DISH Network Corp. Class A      5,316,548   
  189,167       Viacom, Inc. Class B      9,976,667   
     

 

 

 
        39,387,684   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 9.3%

  

  67,543       Celgene Corp.*      5,316,985   
  257,937       Eli Lilly & Co.      12,721,453   
  165,397       Johnson & Johnson      11,594,330   
  426,616       Merck & Co., Inc.      17,465,659   
  157,134       Mylan, Inc.*      4,318,042   
  1,492,611       Pfizer, Inc.      37,434,684   
  294,263       Vertex Pharmaceuticals, Inc.*      12,341,390   
     

 

 

 
        101,192,543   

 

 

 

 

Real Estate Investment Trust – 3.0%

  

  116,078       American Tower Corp.      8,969,347   
  91,709       AvalonBay Communities, Inc.      12,434,823   
  70,539       Simon Property Group, Inc.      11,151,511   
     

 

 

 
        32,555,681   

 

 

 

 

Retailing – 4.2%

  

  292,032       Bed Bath & Beyond, Inc.*      16,327,509   
  513,332       Lowe’s Companies, Inc.      18,233,553   
  286,547       Urban Outfitters, Inc.*      11,278,490   
     

 

 

 
        45,839,552   

 

 

 

 

Semiconductors & Semiconductor Equipment – 2.9%

  

  449,278       Altera Corp.      15,473,134   
  449,075       Lam Research Corp.*      16,225,080   
     

 

 

 
        31,698,214   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Software & Services – 2.0%

  

  269,682       Adobe Systems, Inc.*    $ 10,161,618   
  16,193       Google, Inc. Class A*      11,486,828   
     

 

 

 
        21,648,446   

 

 

 

 

Technology Hardware & Equipment – 3.8%

  

  647,115       Cisco Systems, Inc.      12,715,810   
  570,976       EMC Corp.*      14,445,693   
  706,081       Juniper Networks, Inc.*      13,888,613   
     

 

 

 
        41,050,116   

 

 

 

 

Telecommunication Services – 1.5%

  

  488,971       AT&T, Inc.      16,483,212   

 

 

 

 

Utilities – 6.9%

  

  318,749       American Electric Power Co., Inc.      13,604,207   
  237,095       Duke Energy Corp.      15,126,661   
  176,571       Exelon Corp.      5,251,222   
  333,592       Northeast Utilities      13,036,775   
  496,974       PPL Corp.      14,228,366   
  497,917       Xcel Energy, Inc.      13,299,363   
     

 

 

 
        74,546,594   

 

 

 
  TOTAL INVESTMENTS – 98.9%   
  (Cost $983,909,849)    $ 1,074,695,785   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.1%

     11,558,685   

 

 

 
  NET ASSETS – 100.0%    $ 1,086,254,470   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.

 

Investment Abbreviation:
ADR   —American Depositary Receipt

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments, at value (cost $983,909,849)

   $ 1,074,695,785   

Cash

     9,757,845   

Receivables:

  

Investments sold

     1,451,246   

Dividends

     1,378,172   

Fund shares sold

     1,223,801   
Total assets      1,088,506,849   
  
  
Liabilities:       

Payables:

  

Fund shares redeemed

     1,348,095   

Amounts owed to affiliates

     835,309   

Accrued expenses

     68,975   
Total liabilities      2,252,379   
  
  
Net Assets:       

Paid-in capital

     996,161,442   

Undistributed net investment income

     2,095,865   

Accumulated net realized loss

     (2,788,773

Net unrealized gain

     90,785,936   
NET ASSETS    $ 1,086,254,470   

Net Assets:

  

Institutional

   $ 351,677,302   

Service

     734,577,168   

Total Net Assets

   $ 1,086,254,470   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

  

Institutional

     32,697,386   

Service

     68,356,786   

Net asset value, offering and redemption price per share:

  

Institutional

     $10.76   

Service

     10.75   

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement of Operations

For the Fiscal Year Ended December 31, 2012

 

  
Investment income:       

Dividends (net of foreign taxes withheld of $17,345)

   $ 26,048,702   
  
  
Expenses:       

Management fees

     8,877,242   

Distribution and Service fees — Service Class

     2,031,482   

Transfer Agent fees(a)

     240,486   

Custody and accounting fees

     93,258   

Printing and mailing costs

     91,110   

Professional fees

     71,257   

Trustee fees

     17,879   

Other

     31,102   
Total expenses      11,453,816   

Less — expense reductions

     (216,705
Net expenses      11,237,111   
NET INVESTMENT INCOME      14,811,591   
  
  
Realized and unrealized gain:       

Net realized gain from investments (including commissions recaptured of $451,047)

     115,785,338   

Net change in unrealized gain on Investments

     76,484,258   
Net realized and unrealized gain      192,269,596   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 207,081,187   

(a) Institutional and Service Shares had Transfer Agent fees of $77,982 and $162,504, respectively.

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statements of Changes in Net Assets

 

    

For the

Fiscal Year Ended
December 31, 2012

    

For the

Fiscal Year Ended
December 31, 2011

 
     
From operations:              

Net investment income

   $ 14,811,591       $ 15,962,647   

Net realized gain

     115,785,338         16,316,398   

Net change in unrealized gain (loss)

     76,484,258         (116,886,486
Net increase (decrease) in net assets resulting from operations      207,081,187         (84,607,441
     
     
Distributions to shareholders:              

From net investment income

     

Institutional Shares

     (4,850,997      (5,580,091

Service Shares

     (8,140,528      (9,437,060

From net realized gains

     

Institutional Shares

     (8,570,410        

Service Shares

     (17,965,988        
Total distributions to shareholders      (39,527,923      (15,017,151
     
     
From share transactions:              

Proceeds from sales of shares

     111,767,606         406,837,184   

Reinvestment of distributions

     39,527,923         15,017,151   

Cost of shares redeemed

     (511,813,315      (222,396,415
Net increase (decrease) in net assets resulting from share transactions      (360,517,786      199,457,920   
TOTAL INCREASE (DECREASE)      (192,964,522      99,833,328   
     
     
Net assets:              

Beginning of year

     1,279,218,992         1,179,385,664   

End of year

   $ 1,086,254,470       $ 1,279,218,992   
Undistributed net investment income    $ 2,095,865       $ 2,713,616   

 

The accompanying notes are an integral part of these financial statements.   13


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of year
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012 - Institutional

  $ 9.39      $ 0.15      $ 1.64      $ 1.79      $ (0.15   $ (0.27   $ (0.42   $ 10.76        19.07   $ 351,677        0.77     0.78     1.40     120

2012 - Service

    9.38        0.12        1.64        1.76        (0.12     (0.27     (0.39     10.75        18.77        734,577        1.02        1.03        1.15        120   

2011 - Institutional

    10.24        0.14 (d)      (0.86     (0.72     (0.13            (0.13     9.39        (7.05     421,560        0.78        0.79        1.39 (d)      91   

2011 - Service

    10.23        0.12 (d)      (0.87     (0.75     (0.10            (0.10     9.38        (7.27     857,659        1.03        1.04        1.23 (d)      91   

2010 - Institutional

    9.28        0.10        0.94        1.04        (0.08            (0.08     10.24        11.20        507,146        0.80        0.80        1.02        95   

2010 - Service

    9.28        0.07        0.94        1.01        (0.06            (0.06     10.23        10.89        672,239        1.05        1.05        0.78        95   

2009 - Institutional

    7.97        0.18 (e)      1.28        1.46        (0.15            (0.15     9.28        18.32        487,962        0.81        0.81        2.18 (e)      84   

2009 - Service

    7.98        0.16 (e)      1.28        1.44        (0.14            (0.14     9.28        17.87        391,053        1.06        1.06        1.92 (e)      84   

2008 - Institutional

    12.53        0.25        (4.59     (4.34     (0.22     (f)      (0.22     7.97        (34.45     389,838        0.81        0.81        2.36        69   

2008 - Service

    12.52        0.19        (4.51     (4.32     (0.22     (f)      (0.22     7.98        (34.32     67,200        1.06        1.06        2.15        69   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Reflects income recognized from non-recurring special dividends which amounted to $0.02 per share and 0.19% of average net assets.
(e) Reflects income recognized from non-recurring special dividends which amounted to $0.02 per share and 0.24% of average net assets.
(f) Amount is less than $0.005 per share.

 

The accompanying notes are an integral part of these financial statements.    14   


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Large Cap Value Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional Shares and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments. Distributions received from the Fund’s investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain or a return of capital. A return of capital is recorded by the Fund as a reduction to the cost basis of the REIT.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agent fees. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the respective Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carryforward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

E.  Commission Recapture — GSAM, on behalf of the Fund, may direct portfolio trades, subject to seeking best execution, to various brokers who have agreed to rebate a portion of the commissions generated. Such rebates are made directly to the Fund as cash payments and are included in net realized gain (loss) from investments on the Statement of Operations.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               

Common Stock and/or Other Equity Investments

     $ 1,074,695,785         $         $   

For further information regarding security characteristics, see the Schedule of Investments.

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

For the fiscal year ended December 31, 2012, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Fee Rate        
First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Fee Rate
 
  0.75%        0.68     0.65     0.64     0.63     0.74     0.72 %* 

 

* GSAM agreed to waive a portion of its management fee in order to achieve the effective net management rate shown above through at least April 27, 2013. Prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM waived approximately $200,000 of its management fee.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of Institutional and Service Shares.

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.114%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM did not make any reimbursements to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the fiscal year ended December 31, 2012, custody fee credits were approximately $16,700.

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $662,800, $154,200, and $18,300 for management, distribution and service, and transfer agent fees, respectively.

E.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

F.  Other Transactions with Affiliates — For the fiscal year ended December 31, 2012, Goldman Sachs earned approximately $4,000 in brokerage commissions from portfolio transactions on behalf of the Fund.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

5.    PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were $1,430,019,733 and $1,795,808,221, respectively.

6.    TAX INFORMATION

The tax character of distributions paid during the fiscal years ended December 31, 2011 and December 31, 2012 was as follows:

 

        2011        2012  
Distributions paid from:          
Ordinary income      $ 15,017,151         $ 26,723,306   
Net long-term capital gains                  12,804,617   
Total taxable distributions      $ 15,017,151         $ 39,527,923   

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 7,378,317   
Undistributed long-term capital gains      3,153,046   
Total undistributed earnings    $ 10,531,363   
Unrealized gains — net      79,561,665   
Total accumulated gains — net    $ 90,093,028   

 

The Fund utilized $43,690,156 of capital losses in the current fiscal year.

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 995,134,120   
Gross unrealized gain      106,230,503   
Gross unrealized loss      (26,668,838
Net unrealized security gain    $ 79,561,665   

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

 

 

6.    TAX INFORMATION (continued)

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales.

In order to present certain components of the Fund’s capital accounts on a tax-basis, the Fund has reclassified $2,437,817 from undistributed net investment income to accumulated net realized gain (loss). These reclassifications have no impact on the net asset value of the Fund and result primarily from differences in the tax treatment of underlying fund investments.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

7.    OTHER RISKS

The Fund’s risks include, but are not limited to, the following:

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that the Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

8.    INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

9.    OTHER MATTERS

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

10.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

 

 

11.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Fiscal Year Ended
December 31, 2012
    For the Fiscal Year Ended
December 31, 2011
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      2,229,900      $ 23,125,316        5,453,432      $ 52,432,441   
Reinvestment of distributions      1,248,503        13,421,407        604,560        5,580,091   
Shares redeemed      (15,685,268     (161,397,158     (10,688,404     (108,271,184
       (12,206,865     (124,850,435     (4,630,412     (50,258,652
Service Shares         
Shares sold      8,685,922        88,642,290        36,038,573        354,404,743   
Reinvestment of distributions      2,430,775        26,106,516        1,023,542        9,437,060   
Shares redeemed      (34,228,911     (350,416,157     (11,307,596     (114,125,231
       (23,112,214     (235,667,351     25,754,519        249,716,572   
NET INCREASE (DECREASE)      (35,319,079   $ (360,517,786     21,124,107      $ 199,457,920   

 

23


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Large Cap Value Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Large Cap Value Fund (the “Fund”) at December 31, 2012, the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, brokers, and the application of alternative auditing procedures where securities purchased confirmations had not been received, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of 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, 2012 through December 31, 2012.

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction cost.

 

Share Class   Beginning
Account Value
7/01/12
    Ending
Account Value
12/31/12
   

Expenses Paid for
the

6 Months

Ended

12/31/12*

 
Institutional        
Actual   $ 1,000      $ 1,095.60      $ 4.00   
Hypothetical 5% return     1,000        1,021.32     3.86   
Service        
Actual     1,000        1,094.80        5.32   
Hypothetical 5% return     1,000        1,020.06     5.13   

 

* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.76% and 1.01% for the Institutional and Service Shares, respectively.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         
* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age  

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years

James A. McNamara

200 West Street

New York, NY 10282

Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).

George F. Travers

30 Hudson Street

Jersey City, NJ 07302

Age: 44

  Senior Vice President and Principal Financial Officer   Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.

Caroline Kraus

200 West Street

New York, NY 10282

Age: 35

  Secretary   Since 2012  

Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh

200 West Street

New York, NY 10282

Age: 41

  Treasurer and Senior Vice President   Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     
1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

For the year ended December 31, 2012, 71.03% of the dividends paid from net investment company taxable income by the Large Cap Value Fund qualify for the dividends received deduction available to corporations.

Pursuant to Section 852 of the Internal Revenue Code, the Large Cap Value Fund designates $12,804,617, or, if different, the maximum amount allowable, as capital gain dividends paid during the fiscal year ended December 31, 2012.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities for the 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Large Cap Value Fund.

 

© 2013 Goldman Sachs. All rights reserved.

VITLCVAR13/92372.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Mid Cap Value Fund

Annual Report

December 31, 2012

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Mid Cap Value Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Mid Cap Value Fund invests primarily in mid-capitalization U.S. equity investments. The Fund’s equity investments are subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. The securities of mid-capitalization companies involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements. Different investment styles (e.g., “value”) tend to shift in and out of favor, and at times the Fund may underperform other funds that invest in similar asset classes.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term capital appreciation.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Value Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Mid Cap Value Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated average annual total returns of 18.41% and 18.13%, respectively. These returns compare to the 18.45% average annual total return of the Fund’s benchmark, the Russell Midcap® Value Index* (with dividends reinvested) (the “Russell Index”), during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P® 500 Index gained 15.96% during the Reporting Period to mark the fourth straight year of gains. The year 2012 started with the strongest first quarter since 1998 for the S&P® 500 Index. Also during the first quarter of 2012, the Dow Jones Industrial Average closed above 13,000 for the first time since May 2008, and the NASDAQ reached a new 11-year high. U.S. equities rose largely on evidence that the labor and manufacturing markets were improving. In addition, the Federal Reserve (the “Fed”) reaffirmed its commitment to low interest rates until at least late-2014.

U.S. equity markets slid, however, during the second quarter of 2012, when first quarter Gross Domestic Product (“GDP”) was revised down from 2.2% to 1.9% and employment reports suggested deterioration in the labor market. Spain’s banking system bailout and increasing concerns over Europe’s financial crisis weighed on global equity markets, including the U.S. equity market, as well. At the same time, disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown.

During the summer of 2012, U.S. equity markets rallied back on more strong statements from central banks. In September, the Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015. In Europe, the European Central Bank (“ECB”) president Mario Draghi voiced strong support for the euro and the European Monetary Union, which was well received by financial markets in the U.S. Continued improvements in home prices and the Fed’s commitment to buy mortgage-backed securities increased hopes of a recovery in the housing market, which helped offset the downward pressures of lackluster economic growth and a stalled labor market.

There were increasing signs of economic recovery seen early in the fourth quarter of 2012. The U.S. reported better than expected third quarter GDP growth of 2%, the 13th consecutive quarter of economic expansion, and the unemployment rate dropped to 7.8%, the lowest rate seen since January 2009. U.S. manufacturing activity increased, and the housing market showed further signs of improvement, as construction of new homes hit a four-year high. Despite this positive data, the U.S. equity market pulled back in October on some cautious corporate earnings guidance. Also pressuring the U.S. equity market were the worst storm in decades battering the East Coast and polls showing the U.S. presidential race tightening to a dead heat.

The U.S. equity market crept higher in November 2012, as election day preserved the status quo in the White House and Congress, even as the “fiscal cliff” drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December 2012, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower helped to offset increasing worries about the then-looming fiscal cliff of tax increases and spending cuts.

For the Reporting Period as a whole, all ten sectors within the S&P® 500 Index posted gains. The consistent and persistent commitment to accommodative monetary policy from the U.S. Fed and other central banks drove market-leading returns in the

 

*  The Russell Midcap Value Index is an unmanaged index of common stock prices that measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

financials sector. The heavily weighted financials sector was also the largest positive contributor (weight times performance) to S&P® 500 Index returns. On optimism about the economy and improved consumer confidence, the consumer discretionary sector also performed well. Conversely, the energy sector posted positive returns but was comparatively weak during the Reporting Period, as oil prices remained relatively stable, balancing continued unrest in several oil-producing regions with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

All segments of the U.S. equity market advanced during the Reporting Period, with mid-cap stocks, as measured by the Russell Midcap® Index, gaining most, followed by large-cap stocks and then small-cap stocks, as measured by the Russell 1000® Index and the Russell 2000® Index, respectively, which performed similarly to each other. From a style perspective, value-oriented stocks solidly outpaced growth-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

What key factors were responsible for the Fund’s performance during the Reporting Period?

Stock selection overall had the greatest effect on the Fund’s performance relative to the Russell Index during the Reporting Period.

Which equity market sectors most significantly affected Fund performance?

Detracting from the Fund’s relative results most was stock selection in the industrials, information technology and health care sectors, where company-specific issues weighed on certain holdings. Such detractors were only partially offset by effective stock selection in the financials, telecommunication service and materials sectors, which helped the Fund’s performance relative to the Russell Index.

Which stocks detracted significantly from the Fund’s performance during the Reporting Period?

Detracting from the Fund’s results relative to its benchmark index were positions in oilfield services firm Key Energy Services, communications equipment provider Polycom and mattress and pillow manufacturer Tempur-Pedic International.

In April 2012, Key Energy Services reported first calendar quarter earnings that missed profit expectations due to slow growth in U.S. natural gas drilling and increased costs associated with moving from a focus on natural gas to oil. Key Energy Services’ shares fell after the company’s earnings announcement, yet we felt the challenges the company faced could be temporary due to the transitional costs of shifting its business focus. However, in mid-June 2012, Key Energy Services again disappointed by lowering its second quarter and full-year forecasts, citing softer than expected revenue and decelerating growth in the liquid shale markets. Given our reduced conviction in the company, we subsequently sold the Fund’s position in Key Energy Services.

During the first three quarters of 2012, Polycom underperformed after pre-announcing that both revenue and earnings would miss expectations. The negative guidance was primarily driven by shortfalls in its Asia-Pacific and North America markets, as the company attempts to transition to a more software-oriented company. However, despite these near-term execution headwinds, we remained, at the end of the Reporting Period, positive on the company’s secular growth over the long term. We believe expectations for the company have been reset and that Polycom should be able to report strong earnings in the future, driven by product ramp execution and leverage to its new unified communications platform, Microsoft Lync.

Shares of Tempur-Pedic International fell as the company lowered its full year guidance for revenue growth. Also, its management indicated the company was facing increased competition, particularly from specialty mattress shops. While we continued, at the end of the Reporting Period, to believe there is significant opportunity for gross profit margin expansion, we exited the Fund’s position, as we believed our investment thesis may take longer to play out than originally anticipated.

What were some of the Fund’s best-performing individual stocks?

The Fund benefited most relative to the Russell Index from positions in specialty media company Scripps Networks Interactive, wine and spirits producer Constellation Brands and U.S. mobile operator Sprint Nextel.

During the Reporting Period, Scripps Networks Interactive, a cable television network that operates channels such as HGTV, the Food Network and the Travel Channel, was the top overall contributor to Fund returns. Its shares gained through 2012, as higher than expected affiliate fee and advertising growth drove earnings and revenues that exceeded analysts’ predictions. True to our sell discipline, we exited the position toward the end of the fourth calendar quarter.

Constellation Brands lowered guidance in early April 2012 due to higher than expected spending on advertising and new brand launches, causing the stock to sell off and creating what we felt was an attractive entry point for the Fund. Despite the market’s reaction, we were encouraged by the company reinvesting in its core business, and we thought the market was under-appreciating the volume acceleration that should occur as a result of the advertising. In late June, as Anheuser-Busch InBev purchased the remaining shares of Grupo Modelo, Constellation Brands made its own side deal with Anheuser-Busch InBev to purchase the rest

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

of its joint venture with Grupo Modelo. With the deal, Constellation Brands greatly decreased its funding costs and acquired a strong business for what we believe was an attractive price. At the end of the Reporting Period, we believed the wine and spirits market was fundamentally strong, which should allow Constellation Brands, in our view, to increase prices and maintain margins going forward.

Within the telecommunication services sectors, Sprint Nextel was the top contributor to the Fund’s relative results during the Reporting Period. Its shares gained sharply after the company reported a significant increase in its average revenue per subscriber during the second calendar quarter and raised 2012 profit targets. We sold out of the Fund’s position in October 2012 after the company agreed to sell 70% of its shares to SoftBank, a Japanese telecommunications company. We believe our investment thesis played out and therefore directed proceeds from the sale to ideas with what we considered to have more favorable risk/reward potential.

How did the Fund use derivatives and similar instruments during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy.

Did the Fund make any significant purchases or sales during the Reporting Period?

During the Reporting Period, we initiated a Fund position in Lam Research, a supplier of integrated circuit processing equipment to the semiconductor industry. We believe the semiconductor cycle is currently bottoming out, driving potential for Lam Research to gain market share. We expect revenue and operating expenditure synergies from its recent deal with Novellus Systems coupled with its restructuring plan that we believe may increase its margins. Smart phone and tablet demand will, we believe, continue to drive the recovery in Lam Research’s end markets, with emerging market countries expected to fuel growth in the future. Lam Research continues to benefit from competition in the consumer electronics space, as companies attempt to push new products to remain competitive. We believe its increased scale and diversified product portfolio has better positioned Lam Research to gain market share and benefit from a recovery in semiconductor equipment spending. We also like that the company has continued to return excess capital to shareholders through its large share repurchase program.

We established a Fund position in Stanley Black & Decker, a diversified provider of power and hand tools as well as electronic monitoring and security systems. With an industry-leading position, we think the company’s advanced technology and differentiated products should continue to drive growth and market share gains. Moreover, the company recently announced its plans to divest its hardware and home improvement business to focus on higher growth and margins businesses, and we felt this was a positive development that gives us confidence in the company’s management team and its focus on shareholders. Finally, the company’s most recent $1.2 billion share repurchase authorization and debt reduction plan demonstrates to us the strength of its balance sheet, and we believe its valuation was compelling, especially relative to companies with exposure to construction end-markets, a segment we feel may well continue to see improvement.

In addition to the sale of Scripps Networks Interactive, already mentioned, we exited the Fund’s position in EQT, an integrated energy company with an emphasis on Appalachian area natural gas supply, transmission and distribution. EQT had been under pressure due to weak natural gas prices driven, in turn, by unusually warm winter conditions and excess supply from more efficient drilling techniques. Consequently, we decided to move the proceeds into higher conviction names within the energy sector.

Were there any notable changes in the Fund’s weightings during the Reporting Period?

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making industry or sector bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, during the Reporting Period, the Fund’s exposure to consumer staples and materials increased compared to the Russell Index. The Fund’s allocation compared to the benchmark index in industrials and telecommunication services decreased. The Fund’s position in cash also decreased during the Reporting Period.

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of December 2012, the Fund had an overweighted position relative to the Russell Index in the consumer discretionary sector. On the same date, the Fund had underweighted positions compared to the Russell Index in financials and industrials and was rather neutrally weighted to the Russell Index in consumer staples, energy, health care, information technology, materials and utilities. The Fund had no exposure to telecommunication services at the end of the Reporting Period.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

What is the Fund’s tactical view and strategy for the months ahead?

After a strong 2012, we continue to see opportunities as we enter 2013 and remain constructive in our view ahead for U.S. equities. We recognize that fiscal policy may lead to a drag on economic growth and the recent steps taken by the Fed to provide additional monetary accommodation may not fully offset the impact. The political climate in the U.S., and the lack of clarity around the outcome of fiscal negotiations, has contributed to an elevated feeling of uncertainty for both businesses and individuals. However, corporate balance sheets remain strong, which we believe provides companies with the ability to generate shareholder value, even in a slower economic growth environment. U.S. equities remain inexpensive relative to both fixed income and history, and continued strength in the U.S. housing recovery should provide, in our view, support to the economy and boost confidence among consumers. Additional potential catalysts could be investors re-allocating to equities, multiple expansion, correlations trending down and increased merger and acquisition activity. “(When large numbers of stocks see their earnings multiples, or price/earnings ratios (share price divided by earnings per share), increase, the equity market is said to be undergoing multiple expansion. Changes in the earnings multiple of an individual stock are often evaluated in the context of earnings multiples of the general market. Correlation is simply a statistical measure of how two securities move in relation to each other.)”

We maintain high conviction in the companies the Fund owns and believe they have the potential to outperform relative to the broader market regardless of economic growth conditions. We continue to focus on undervalued companies in control of their own destiny, such as innovators in their industry, or companies with financial flexibility that have been investing in their own businesses and may be poised to gain market share. As we look ahead into 2013, we maintain our discipline in seeking to identify companies with strong or improving balance sheets, led by quality management teams and trading at discounted valuations. As always, deep research resources, a forward-looking investment process and truly actively managed portfolios are keys, in our view, to both preserving capital and outperforming the market over the long term.

 

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FUND BASICS

 

Mid Cap Value Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      18.41      3.05      9.76      7.88    5/01/98
Service      18.13         2.79         N/A         4.24       1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Institutional Shares and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.83      0.86
Service        1.08         1.11   

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights of this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding      % of Net Assets      Line of Business
M&T Bank Corp.        2.0%       Banks
Aetna, Inc.        1.9       Health Care Equipment & Services
Lam Research Corp.        1.8       Semiconductors & Semiconductor Equipment
Principal Financial Group, Inc.        1.7       Insurance
Cameron International Corp.        1.6       Energy
SLM Corp.        1.6       Diversified Financials
Invesco Ltd.        1.6       Diversified Financials
Dover Corp.        1.5       Capital Goods
Ventas, Inc.        1.5       Real Estate Investment Trust
Stanley Black & Decker, Inc.        1.4       Capital Goods

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

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FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

 

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4  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment section of the Schedule of Investments.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on January 1, 2003 in the Institutional Shares at NAV. For comparative purposes, the performance of the Fund’s benchmark, the Russell Midcap Value Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. Performance of Service Shares will vary from Institutional Shares due to differences in class specific fees. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Mid Cap Value Fund’s 10 Year Performance

Performance of a $10,000 investment, with distributions reinvested, from January 1, 2003 through December 31, 2012.

 

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Ten Years    Since Inception

Institutional (Commenced May 1, 1998)

   18.41%    3.05%    9.76%    7.88%

Service (Commenced January 9, 2006)

   18.13%    2.79%    N/A    4.24%

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 97.8%   

 

Automobiles & Components – 1.2%

  

  117,714       Delphi Automotive PLC*    $ 4,502,561   
  101,309       TRW Automotive Holdings Corp.*      5,431,175   
     

 

 

 
        9,933,736   

 

 

 

 

Banks – 4.1%

  

  228,229       CIT Group, Inc.*      8,818,769   
  168,753       First Republic Bank      5,531,723   
  166,641       M&T Bank Corp.      16,409,139   
  92,996       SunTrust Banks, Inc.      2,636,437   
     

 

 

 
        33,396,068   

 

 

 

 

Capital Goods  – 9.1%

  

  108,867       B/E Aerospace, Inc.*      5,378,030   
  5,789       Carlisle Companies, Inc.      340,162   
  192,392       Dover Corp.      12,642,078   
  2,147       Flowserve Corp.      315,179   
  284,417       Fortune Brands Home & Security, Inc.*      8,310,665   
  46,524       Gardner Denver, Inc.      3,186,894   
  158,368       Lennox International, Inc.      8,317,487   
  75,131       Lincoln Electric Holdings, Inc.      3,657,377   
  120,607       Pentair Ltd.      5,927,834   
  81,007       Rockwell Automation, Inc.      6,803,778   
  72,229       Rockwell Collins, Inc.      4,201,561   
  278,544       Spirit Aerosystems Holdings, Inc. Class A*      4,726,892   
  151,879       Stanley Black & Decker, Inc.      11,234,490   
     

 

 

 
        75,042,427   

 

 

 

 

Commercial & Professional Services – 0.5%

  

  130,627       Waste Connections, Inc.      4,413,886   

 

 

 

 

Consumer Durables & Apparel – 2.1%

  

  227,177       D.R. Horton, Inc.      4,493,561   
  80,866       PVH Corp.      8,976,935   
  123,162       Toll Brothers, Inc.*      3,981,827   
     

 

 

 
        17,452,323   

 

 

 

 

Consumer Services – 2.7%

  

  26,709       Chipotle Mexican Grill, Inc.*      7,944,859   
  742,403       MGM Resorts International*      8,641,571   
  92,576       Starwood Hotels & Resorts Worldwide, Inc.      5,310,159   
     

 

 

 
        21,896,589   

 

 

 

 

Diversified Financials – 6.1%

  

  156,664       Ameriprise Financial, Inc.      9,811,866   
  500,001       Invesco Ltd.      13,045,026   
  122,623       Lazard Ltd. Class A      3,659,071   
  764,156       SLM Corp.      13,089,992   
  417,480       The NASDAQ OMX Group, Inc.      10,441,175   
     

 

 

 
        50,047,130   

 

 

 

 

Energy – 8.9%

  

  240,570       Cameron International Corp.*      13,582,582   
  78,187       Concho Resources, Inc.*      6,298,745   

 

 

 
  Common Stocks – (continued)  

 

Energy – (continued)

 

  168,576       HollyFrontier Corp.    $ 7,847,213   
  168,559       Marathon Petroleum Corp.      10,619,217   
  158,757       Peabody Energy Corp.      4,224,524   
  83,709       Pioneer Natural Resources Co.      8,922,542   
  130,995       Range Resources Corp.      8,230,416   
  254,642       Southwestern Energy Co.*      8,507,589   
  113,265       Tesoro Corp.      4,989,323   
     

 

 

 
        73,222,151   

 

 

 

 

Food, Beverage & Tobacco – 4.6%

  

  243,733       Coca-Cola Enterprises, Inc.      7,733,648   
  173,356       Constellation Brands, Inc. Class A*      6,135,069   
  30,338       Ingredion, Inc.      1,954,677   
  42,307       Lorillard, Inc.      4,935,958   
  116,991       Monster Beverage Corp.*      6,186,484   
  125,858       The J.M. Smucker Co.      10,853,994   
     

 

 

 
        37,799,830   

 

 

 

 

Health Care Equipment & Services – 4.9%

  

  329,152       Aetna, Inc.      15,239,738   
  145,479       AmerisourceBergen Corp.      6,281,783   
  1,626,948       Boston Scientific Corp.*      9,322,412   
  471,913       Hologic, Inc.*      9,452,417   
     

 

 

 
        40,296,350   

 

 

 

 

Household & Personal Products – 0.8%

  

  121,801       Church & Dwight Co., Inc.      6,524,880   

 

 

 

 

Insurance – 7.9%

  

  99,157       Everest Re Group Ltd.      10,902,312   
  285,847       Hartford Financial Services Group, Inc.      6,414,407   
  87,473       PartnerRe Ltd.      7,040,702   
  489,715       Principal Financial Group, Inc.      13,966,672   
  259,884       W.R. Berkley Corp.      9,808,022   
  193,797       Willis Group Holdings PLC      6,498,013   
  408,720       XL Group PLC      10,242,523   
     

 

 

 
        64,872,651   

 

 

 

 

Materials – 6.2%

  

  98,631       Albemarle Corp.      6,126,958   
  174,175       Carpenter Technology Corp.      8,992,655   
  175,659       Celanese Corp. Series A      7,822,095   
  47,608       Crown Holdings, Inc.*      1,752,451   
  23,388       Cytec Industries, Inc.      1,609,796   
  56,105       Martin Marietta Materials, Inc.      5,289,579   
  45,145       Packaging Corp. of America      1,736,728   
  133,826       Reliance Steel & Aluminum Co.      8,310,595   
  562,217       Sealed Air Corp.      9,844,420   
     

 

 

 
        51,485,277   

 

 

 

 

Media – 0.2%

  

  24,334       Charter Communications, Inc. Class A*      1,855,224   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)  

 

Pharmaceuticals, Biotechnology & Life Sciences – 2.7%

  

  132,200       Life Technologies Corp.*    $ 6,488,376   
  403,499       Mylan, Inc.*      11,088,152   
  108,254       Vertex Pharmaceuticals, Inc.*      4,540,173   
     

 

 

 
        22,116,701   

 

 

 

 

Real Estate Investment Trust – 10.4%

  

  132,774       Alexandria Real Estate Equities, Inc.      9,203,894   
  75,969       AvalonBay Communities, Inc.      10,300,637   
  82,570       Camden Property Trust      5,632,100   
  146,047       Douglas Emmett, Inc.      3,402,895   
  614,075       Host Hotels & Resorts, Inc.      9,622,555   
  410,838       Kimco Realty Corp.      7,937,390   
  258,770       Liberty Property Trust      9,256,203   
  826,820       MFA Financial, Inc.      6,705,510   
  203,343       Piedmont Office Realty Trust, Inc.      3,670,341   
  210,863       Tanger Factory Outlet Centers, Inc.      7,211,515   
  192,142       Ventas, Inc.      12,435,430   
     

 

 

 
        85,378,470   

 

 

 

 

Retailing – 4.5%

  

  16,249       AutoZone, Inc.*      5,759,133   
  529,300       Liberty Interactive Corp. Class A*      10,416,624   
  81,422       Limited Brands, Inc.      3,831,719   
  211,945       Macy’s, Inc.      8,270,094   
  62,615       PetSmart, Inc.      4,279,109   
  108,274       Urban Outfitters, Inc.*      4,261,665   
     

 

 

 
        36,818,344   

 

 

 

 

Semiconductors & Semiconductor Equipment – 4.1%

  

  301,281       Altera Corp.      10,376,118   
  402,480       Lam Research Corp.*      14,541,602   
  496,713       LSI Corp.*      3,516,728   
  802,411       ON Semiconductor Corp.*      5,656,998   
     

 

 

 
        34,091,446   

 

 

 

 

Software & Services – 3.5%

  

  177,565       Adobe Systems, Inc.*      6,690,649   
  84,264      

Check Point Software

Technologies Ltd.*

     4,014,337   
  219,557       Fidelity National Information Services, Inc.      7,642,779   
  400,834       Parametric Technology Corp.*      9,022,774   
  60,615       Paychex, Inc.      1,887,551   
     

 

 

 
        29,258,090   

 

 

 

 

Technology Hardware & Equipment – 3.1%

  

  69,481       Amphenol Corp. Class A      4,495,421   
  548,735       Juniper Networks, Inc.*      10,793,617   
  168,721       NetApp, Inc.*      5,660,590   
  419,657       Polycom, Inc.*      4,389,612   
     

 

 

 
        25,339,240   

 

 

 

 

Utilities – 10.2%

  

  378,850       Calpine Corp.*      6,868,550   
  251,089       CMS Energy Corp.      6,121,550   

 

 

 
  Common Stocks – (continued)  

 

Utilities – (continued)

  

  187,794       Edison International    $ 8,486,411   
  101,993       Great Plains Energy, Inc.      2,071,478   
  234,891       Northeast Utilities      9,179,540   
  314,993       NV Energy, Inc.      5,713,973   
  117,817       Pinnacle West Capital Corp.      6,006,310   
  343,963       PPL Corp.      9,847,661   
  180,803       Questar Corp.      3,572,667   
  162,384       SCANA Corp.      7,411,206   
  125,620       Sempra Energy      8,911,483   
  370,501       Xcel Energy, Inc.      9,896,082   
     

 

 

 
        84,086,911   

 

 

 
  TOTAL INVESTMENTS – 97.8%   
  (Cost $708,142,697)    $ 805,327,724   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 2.2%

     18,208,309   

 

 

 
  NET ASSETS – 100.0%    $ 823,536,033   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments, at value (cost $708,142,697)

   $ 805,327,724   

Cash

     19,114,768   

Receivables:

  

Investments sold

     4,908,380   

Dividends

     1,272,267   

Fund shares sold

     192,215   
Total assets      830,815,354   
  
Liabilities:       

Payables:

  

Investments purchased

     5,177,353   

Fund shares redeemed

     1,396,122   

Amounts owed to affiliates

     592,904   

Accrued expenses

     112,942   
Total liabilities      7,279,321   
  
Net Assets:       

Paid-in capital

     818,185,368   

Undistributed net investment income

     4,030,260   

Accumulated net realized loss

     (95,864,622

Net unrealized gain

     97,185,027   
NET ASSETS    $ 823,536,033   

Net Assets:

  

Institutional

   $ 601,619,528   

Service

     221,916,505   

Total Net Assets

   $ 823,536,033   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

  

Institutional

     39,232,773   

Service

     14,456,616   

Net asset value, offering and redemption price per share:

  

Institutional

     $15.33   

Service

     15.35   

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement of Operations

For the Fiscal Year Ended December 31, 2012

 

  
Investment income:       

Dividends (net of foreign taxes withheld of $366)

   $ 16,811,031   
  
Expenses:       

Management fees

     6,431,403   

Distribution and Service fees — Service Class

     476,856   

Printing and mailing costs

     190,953   

Transfer Agent fees(a)

     160,771   

Custody and accounting fees

     78,403   

Professional fees

     71,756   

Trustee fees

     16,769   

Other

     22,364   
Total expenses      7,449,275   

Less — expense reductions

     (251,786
Net expenses      7,197,489   
NET INVESTMENT INCOME      9,613,542   
  
Realized and unrealized gain:       

Net realized gain from investments (including commissions recaptured of $130,896)

     52,179,788   

Net change in unrealized gain on investments

     73,515,221   
Net realized and unrealized gain      125,695,009   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 135,308,551   

(a) Institutional and Service Shares had Transfer Agent fees of $122,626 and $38,145, respectively.

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statements of Changes in Net Assets

 

     For the
Fiscal Year Ended
December 31, 2012
     For the
Fiscal Year Ended
December 31, 2011
 
     
From operations:              

Net investment income

   $ 9,613,542       $ 6,667,015   

Net realized gain

     52,179,788         80,337,958   

Net change in unrealized gain (loss)

     73,515,221         (139,903,556
Net increase (decrease) in net assets resulting from operations      135,308,551         (52,898,583
     
Distributions to shareholders:              

From net investment income

     

Institutional Shares

     (6,878,541      (5,031,254

Service Shares

     (2,044,953      (935,469
Total distributions to shareholders      (8,923,494      (5,966,723
     
From share transactions:              

Proceeds from sales of shares

     77,172,149         87,019,443   

Reinvestment of distributions

     8,923,494         5,966,723   

Cost of shares redeemed

     (153,380,419      (185,869,286
Net decrease in net assets resulting from share transactions      (67,284,776      (92,883,120
TOTAL INCREASE (DECREASE)      59,100,281         (151,748,426
     
Net assets:              

Beginning of year

     764,435,752         916,184,178   

End of year

   $ 823,536,033       $ 764,435,752   
Undistributed net investment income    $ 4,030,260       $ 3,371,934   

 

The accompanying notes are an integral part of these financial statements.   13


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of year
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012 - Institutional

  $ 13.09      $ 0.18 (d)    $ 2.24      $ 2.42      $ (0.18   $      $ (0.18   $ 15.33        18.41   $ 601,620        0.84     0.87     1.24 %(d)      79

2012 - Service

    13.11        0.15 (d)      2.23        2.38        (0.14            (0.14     15.35        18.13        221,917        1.09        1.12        1.05 (d)      79   

2011 - Institutional

    14.10        0.11        (1.01     (0.90     (0.11            (0.11     13.09        (6.38     604,797        0.85        0.86        0.81        75   

2011 - Service

    14.12        0.08        (1.01     (0.93     (0.08            (0.08     13.11        (6.59     159,638        1.10        1.11        0.61        75   

2010 - Institutional

    11.35        0.08        2.76        2.84        (0.09            (0.09     14.10        25.00        769,552        0.87        0.87        0.65        88   

2010 - Service

    11.37        0.05        2.76        2.81        (0.06            (0.06     14.12        24.69        146,632        1.12        1.12        0.44        88   

2009 - Institutional

    8.66        0.14 (e)      2.73        2.87        (0.18            (0.18     11.35        33.15        834,376        0.86        0.86        1.46 (e)      111   

2009 - Service

    8.68        0.12 (e)      2.73        2.85        (0.16            (0.16     11.37        32.78        122,402        1.11        1.11        1.21 (e)      111   

2008 - Institutional

    14.02        0.14 (f)      (5.34     (5.20     (0.14     (0.02     (0.16     8.66        (36.97     748,682        0.84        0.84        1.16 (f)      93   

2008 - Service

    14.03        0.11 (f)      (5.34     (5.23     (0.10     (0.02     (0.12     8.68        (37.13     111,437        1.09        1.09        0.91 (f)      93   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Reflects income recognized from non-recurring special dividends which amounted to $0.04 per share and 0.31% of average net assets.
(e) Reflects income recognized from non-recurring special dividends which amounted to $0.03 per share and 0.37% of average net assets.
(f) Reflects income recognized from non-recurring special dividends which amounted to $0.01 per share and 0.11% of average net assets.

 

The accompanying notes are an integral part of these financial statements.    14   


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Mid Cap Value Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional Shares and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments. Distributions received from the Fund’s investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain or a return of capital. A return of capital is recorded by the Fund as a reduction to the cost basis of the REIT.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agent fees. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the respective Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

E.  Commission Recapture — GSAM, on behalf of the Fund, may direct portfolio trades, subject to seeking best execution, to various brokers who have agreed to rebate a portion of the commissions generated. Such rebates are made directly to the Fund as cash payments and are included in net realized gain (loss) from investments on the Statement of Operations.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

 

16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments      $ 805,327,724         $         $   

For further information regarding security characteristics, see the Schedule of Investments.

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

For the fiscal year ended December 31, 2012, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Fee Rate        

First

$2 billion

   

Next

$3 billion

   

Next

$3 billion

   

Over

$8 billion

   

Effective

Rate

   

Effective Net

Management Fee Rate

 
  0.80%        0.72     0.68     0.67     0.80     0.77 %* 

 

* GSAM agreed to waive a portion of its management fee in order to achieve the effective net management rate shown above through at least April 27, 2013. Prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM waived approximately $241,200 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of Institutional and Service Shares.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.054%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangements without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM did not make any reimbursement to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the fiscal year ended December 31, 2012, custody fee credits were approximately $10,600.

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $532,900, $46,200, and $13,800 for management, distribution and service, and transfer agent fees, respectively.

E.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

F.  Other Transactions with Affiliates — For the fiscal year ended December 31, 2012, Goldman Sachs earned approximately $38,300 in brokerage commissions from portfolio transactions on behalf of the Fund.

5.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were $623,010,994 and $679,086,269, respectively.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

6.    TAX INFORMATION

 

The tax character of distributions paid during the fiscal years ended December 31, 2011 and December 31, 2012 was as follows:

 

        2011        2012  
Distributions paid from ordinary income      $ 5,966,723         $ 8,923,494   

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 3,789,381   
Capital loss carryforwards:(1)   

Expiring 2017

   $ (91,647,805
Timing differences (Deferred dividend income)      223,558   
Unrealized gains — net      92,985,531   
Total accumulated gains — net    $ 5,350,665   

 

(1) Expiration occurs on December 31 of the year indicated. The Fund utilized $38,308,158 of capital losses in the current fiscal year.

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 712,342,193   
Gross unrealized gain      109,999,826   
Gross unrealized loss      (17,014,295
Net unrealized security gain    $ 92,985,531   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and differences in the tax treatment of partnership and real estate investment trust investments.

In order to present certain components of the Fund’s capital accounts on a tax-basis, the Fund has reclassified $31,722 from undistributed net investment income to accumulated net realized gain (loss). These reclassifications have no impact on the net asset value of the Fund and result primarily from differences in the tax treatment of real estate investment trust investments.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

7.    OTHER RISKS

 

The Fund’s risks include, but are not limited to, the following:

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

8.    INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

9.    OTHER MATTERS

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

10.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

11.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Fiscal Year Ended
December 31, 2012
    For the Fiscal Year Ended
December 31, 2011
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      1,369,746      $ 19,890,419        2,829,878      $ 39,771,062   
Reinvestment of distributions      451,941        6,878,541        390,625        5,031,254   
Shares redeemed      (8,781,130     (127,112,408     (11,606,383     (162,091,250
       (6,959,443     (100,343,448     (8,385,880     (117,288,934
Service Shares         
Shares sold      3,947,427        57,281,730        3,411,041        47,248,381   
Reinvestment of distributions      134,183        2,044,953        72,573        935,469   
Shares redeemed      (1,801,047     (26,268,011     (1,691,746     (23,778,036
       2,280,563        33,058,672        1,791,868        24,405,814   
NET DECREASE      (4,678,880   $ (67,284,776     (6,594,012   $ (92,883,120

 

23


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Mid Cap Value Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Mid Cap Value Fund (the “Fund”) at December 31, 2012 and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, brokers, and the application of alternative auditing procedures where securities purchased confirmations had not been received, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Funds 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, 2012 through December 31, 2012.

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

Share Class   Beginning
Account Value
7/01/12
    Ending
Account Value
12/31/12
    Expenses Paid
for the
6 Months
Ended
12/31/12
*
 
Institutional        
Actual   $ 1,000      $ 1,099.00      $ 4.43   
Hypothetical 5% return     1,000        1,020.91     4.27   
Service        
Actual     1,000        1,098.10        5.75   
Hypothetical 5% return     1,000        1,019.66     5.53   

 

* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.84% and 1.09% for Institutional and Service Shares, respectively.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         

 

* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age  

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years

James A. McNamara

200 West Street

New York, NY 10282

Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).

George F. Travers

30 Hudson Street

Jersey City, NJ 07302

Age: 44

  Senior Vice President and Principal Financial Officer   Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.

Caroline Kraus

200 West Street

New York, NY 10282

Age: 35

  Secretary   Since 2012   Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh

200 West Street

New York, NY 10282

Age: 41

  Treasurer and Senior Vice President   Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     

 

1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

For the year ended December 31, 2012, 100% of the dividends paid from net investment company taxable income by the Mid Cap Value Fund qualify for the dividends received deduction available to corporations.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities for the 12-month period ended December 31 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital international Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Mid Cap Value Fund.

© 2013 Goldman Sachs. All rights reserved.

VITMIDCAR13/92373.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

 

Goldman Sachs

Money Market Fund

Annual Report

December 31, 2012

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Money Market Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Money Market Fund seeks to maximize current income to the extent consistent with the preservation of capital and the maintenance of liquidity by investing exclusively in high quality money market instruments. The Fund pursues its investment objective by investing in U.S. Government Securities (as defined in the Fund’s prospectus), obligations of U.S. banks, commercial paper and other short-term obligations of U.S. companies, states, municipalities and other entities and repurchase agreements. The Fund may also invest in U.S. dollar-denominated obligations of foreign banks, foreign companies and foreign governments.

An investment in the Fund is neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of an investment at $1.00 per share, it is possible to lose money by investing in the Fund.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

INVESTMENT OBJECTIVE

The Fund seeks to maximize current income to the extent consistent with the preservation of capital and the maintenance of liquidity by investing exclusively in high quality money market instruments.

 

 

Portfolio Management Discussion and Analysis

 

Below, the Goldman Sachs Global Liquidity Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Money Market Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

The Fund’s standardized 7-day current yield was 0.00% and its standardized 7-day effective yield was also 0.00% as of December 31, 2012. The Fund’s one-month simple average yield was 0.01% as of December 31, 2012. The Fund’s 7-day distribution yield as of December 31, 2012 was 0.01%.

The yields represent past performance. Past performance does not guarantee future results. Current performance may be lower or higher than the performance quoted above.

Yields will fluctuate as market conditions change.

What economic and market factors most influenced the money markets as a whole during the Reporting Period?

The Reporting Period was one wherein mixed U.S. and international economic data, political uncertainty, Federal Reserve Board (“Fed”) policy and supply/demand conditions within the repurchase agreement and U.S. Treasury securities markets combined to push money market yields lower.

During the first quarter of 2012, global economic data showed signs of stabilization well supported by quantitative easing programs in Japan and the U.K. and by the European Central Bank’s (“ECB”) second round of three-year loans for banks, known as its long-term refinancing operation (“LTRO”). Early in the quarter, increased risk appetite helped pull credit spreads, or the difference in yields between U.S. Treasury securities and non-Treasury securities that are identical in all respects except for quality rating, tighter and drive down interbank lending rates. At the same time, general collateral rates and yields on high quality assets were pressured higher by a combination of outflows from money market funds and cash rotating into risk assets and of continued increases in net supply of U.S. Treasury securities. In March, Greece secured a near-full participation rate among private creditors for the largest sovereign debt restructure on record. Credit default swaps were triggered without a substantial market impact. In response, the peripheral European bond markets experienced some relief as investors bought risk assets. Money market rates experienced strong upward pressure around mid-February 2012 as a result of large U.S. Treasury settlements. This supply lifted repurchase agreement, or repo, rates. Yields in perceived “safe haven” markets in the U.S., U.K. and Germany rose during the first calendar quarter. Economic data in the U.S. remained robust, especially in the labor, manufacturing and consumer spending segments of the economy. On the other hand, Eurozone economic reports generally reinforced the widespread view that the region was close to, or already in, recession.

 

The second calendar quarter saw rates for so-called “safe haven” assets hitting historic lows on the back of political uncertainty and deterioration of global economic data. The Dutch government collapsed in April, and markets focused on the broader implications of new leadership in both France and Greece. The elections reinforced the theme of a stronger political backlash against the principles of austerity dominating the European, and specifically the German, response to the sovereign debt crisis to date. Eurozone economic reports generally reinforced widespread weakness in the region. To add to investor unease, manufacturing PMI (Purchasing Managers Index) readings out of China during the second quarter raised concerns about the pace of that nation’s economic growth. Here in the U.S., economic data in the labor, retail and manufacturing segments disappointed. Together, the economic data boosted market expectations for additional stimulus by the Fed.

Against this backdrop, the Fed announced in June the extension of its Operation Twist program, wherein it sold short-term U.S. Treasury holdings and bought long-term U.S. Treasuries. In Greece, New Democracy, a pro-bailout and pro-euro party, won the parliamentary elections and was able to form a government. It was widely expected the new government would negotiate terms of the bailout with the troika of the International Monetary Fund, European Union and ECB such that harsh austerity targets may be

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

loosened. Spain was widely expected to receive up to $126 billion in rescue loans to recapitalize its struggling banking sector, with the money initially coming from the European Stability Mechanism (“ESM”), planned as an institution to manage a permanent rescue funding program in the Eurozone. While the rescue loan money would first count as government debt, it would not take seniority over existing bonds. Indeed, at the late June European Union summit, Eurozone leaders agreed to let the permanent rescue fund directly inject funds into Spanish banks and buy bonds in the open market to reduce the borrowing costs for struggling European Union states. Throughout the month of June, we held the belief that the ECB would likely cut interest rates further. On July 5th, the ECB did cut its benchmark interest rate by 25 basis points (a basis point is 1/100th of a percentage point) to 0.75% and its deposit rate to zero from 0.25%.

As U.S. Treasury yields declined during the first half of the Reporting Period overall, so, too, did money market yields. The Fed continued to reinforce similar rhetoric as had been in place for more than two years — it intended to operate in an ultra-low interest rate environment for an “extended period.” Still, Fed communications following its April 2012 meeting were generally less accommodative than expected. The Fed’s statement was, on the whole, barely changed from that following the March 2012 meeting, with the committee retaining its guidance that the targeted federal funds rate would likely remain exceptionally low “at least through late 2014.” The Fed also decided to continue the ongoing maturity extension program (“MEP”) of selling short-term U.S. Treasury securities and buying longer-term U.S. Treasuries, and mentioned again that it was prepared to adjust policy “as appropriate to promote a stronger economic recovery in a context of price stability.” Following further weakening in economic data, the Fed announced the extension of Operation Twist to year-end 2012, which was anticipated to result in net purchases of $300 billion in 10-year U.S. Treasuries. The program was expected to remain in U.S. Treasuries and to exhaust the potential for further Twist operations, as it would likely entail the selling of all of the Fed’s holdings of short-term U.S. Treasuries. Importantly, the Fed’s statement left the door open to further easing should the economy deteriorate further.

In July 2012, core government yields reached historic lows but then reversed the rally to end the third calendar quarter mostly flat, as ECB president Mario Draghi reiterated the central bank’s readiness to enact new measures to sustain the euro. Accommodative monetary policy was a major theme during the third quarter of 2012, with the Fed, ECB, Bank of Japan (“BoJ”) and Reserve Bank of Australia (“RBA”) each carrying out a form of additional monetary easing.

At its September 2012 meeting, the ECB delivered on heightened market expectations with the launch of a new bond purchase facility, known as Outright Monetary Transactions (“OMT”), to help lower government borrowing costs in troubled Eurozone economies. Unlike its former securities markets program, the OMT is unlimited in size, and the ECB would not be senior to other bondholders. In the U.S., the Fed exceeded most expectations in September by extending the likely period of near-zero interest rates to at least mid-2015 and by breaking new ground with an open-ended commitment to asset purchases. The planned $40 billion a month of agency mortgage-backed securities purchases would continue until the outlook for the labor market improved substantially, depending on incoming data. Policy easing continued in the Asia-Pacific region as well. The People’s Bank of China injected more liquidity into its banking system via seven-day and 28-day repurchase operations, and the RBA delivered a surprise 25 basis point rate cut. Economic data from the U.S. and Europe continued to indicate a fragile global recovery, with Japan and China also posting a slowdown in exports and domestic demand.

President Obama’s re-election in November 2012 lowered the risk of market speculation about a shift in Fed policy to a less accommodative stance. It also reinforced expectations for a low volatility environment and for stable U.S. economic growth around 2%.

In December, the Fed met market expectations by committing to an open-ended purchase program of $85 billion per month, inclusive of the $40 billion per month in continuing mortgage-backed securities purchases. The Fed also offered two unexpected items. First, it replaced calendar-based fed funds guidance with guidance based on unemployment and inflation data thresholds. Second, the Fed shifted the distribution of its U.S. Treasury purchases amongst maturity buckets, shortening the average maturity length while keeping duration roughly constant. After much brinksmanship and a technical breach of the year-end deadline, the U.S. Congress was able to come to an agreement to avoid the majority of the fiscal contraction that would have taken place as part of the fiscal cliff. The sequester on spending cuts was postponed until March 2013.

With the Fed keeping the targeted federal funds rate unchanged at its 0% to 0.25% range throughout the Reporting Period and with no near-term indication of this changing, money market yields remained anchored near zero, and the taxable money market yield curve was extremely flat, meaning the difference between yields at the short-term end of the money market yield curve and the longer-term end was quite narrow.

Finally, it is important to note that there were a number of significant developments on the money market reform front after Securities and Exchange Commission (“SEC”) Chair Mary Schapiro was unable to persuade a majority of the Commission to vote

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

in favor of making the proposal available for public comment at the end of August. SEC commissioner Daniel Gallagher, who voted against issuing Ms. Schapiro’s reform plan for public comment, expressed his potential support for further reforms. In turn, in November, the Financial Stability Oversight Council (“FSOC”) proposed three alternative reform scenarios for the industry — floating net asset value (“NAV”) per share; stable NAV per share, provided that a fund maintains a “buffer” of up to 1% of fund assets, plus a 3% “minimum balance at risk” of a shareholder’s account be made available for redemption on a delayed basis; and stable NAV per share, provided that a fund maintains a “buffer” of 3% of fund assets, plus agrees to take potential steps to reduce portfolio risks (including further diversification and liquidity requirements). The immediate next steps were a 60-day comment period on the FSOC recommendations, followed by a potential final recommendation to the SEC in late January 2013. According to the U.S. Department of the Treasury, the FSOC announced on January 15, 2013 that it had extended the comment period for proposed recommendations for money market mutual fund reform until February 15, 2013 to allow the public more time to review, consider and comment on the proposed recommendations. This also allowed the public to consider the information in the SEC staff report issued on November 30, 2012.

What key factors were responsible for the Fund’s performance during the Reporting Period?

The Fund’s yields remained low during the Reporting Period due primarily to the market factors discussed above. With the targeted federal funds rate near zero throughout the Reporting Period, money market yields were anchored near the same level with little difference between maturities. During the first half of the Reporting Period, we used a barbelled strategy in managing the Fund’s duration, wherein we invested primarily in securities with one-month to three-month maturities and in overnight repurchase agreements. In addition, we sought to take advantage of opportunities at the longer end of the yield curve, or spectrum of maturities, by purchasing longer-dated agency securities. Repurchase agreement yields were in the single-digit to low-teen range; LIBOR levels moved lower; and yields on U.S. Treasury securities compressed. (LIBOR, or London interbank offered rates, are floating interest rates that are widely used as reference rates in bank, corporate and government lending agreements.)

During the second half of the Reporting Period, the Fund remained highly liquid, as the stress in the Eurozone continued to create uncertainty in the market. Indeed, we kept a healthy portion of the Fund’s assets in overnight positions. With the Fed reinforcing maintenance of its targeted federal funds rate at its near-zero level on an open-ended basis, dependent on unemployment and inflation data, we selectively bought agency paper in the six-month and one-year part of the curve.

We felt comfortable that the Fund was appropriately positioned given the interest rate environment during the Reporting Period. While conditions over the year did not provide bountiful opportunities to pick up yield, as interest rates remained near zero or at times securities were offered at negative rates, it should be noted that regardless of interest rate conditions, we manage the Fund consistently. Our investment approach has always been tri-fold — to seek preservation of capital, daily liquidity and maximization of yield potential. We manage interest and credit risk daily. Whether interest rates are historically low, high or in-between, we intend to continue to use our actively managed approach to provide the best possible return within the framework of the Fund’s guidelines and objectives.

How did you manage the Fund’s weighted average maturity during the Reporting Period?

On December 31, 2011, the Fund’s weighted average maturity was 45 days. During the first quarter of 2012, we maintained the Fund’s weighted average maturity in a 35 to 50 day range. Through the remaining months of the Reporting Period, we maintained the Fund’s weighted average maturity in a 45 to 55 day range. Throughout, we made adjustments in line with our outlook on interest rates, Fed policy and the shape of the yield curve over the near term. The Fund’s weighted average maturity on December 31, 2012 was 50 days. The weighted average maturity of a money market fund is a measure of its price sensitivity to changes in interest rates. Also known as effective maturity, weighted average maturity measures the weighted average of the maturity date of bonds held by the Fund taking into consideration any available maturity shortening features.

How did you manage the Fund’s weighted average life during the Reporting Period?

The weighted average life of the Fund was 81 days as of December 31, 2012. The weighted average life of a money market fund is a measure of a money market fund’s price sensitivity to changes in liquidity and/or credit risk.

Under amendments to SEC Rule 2a-7 that became effective in May 2010, the maximum allowable weighted average life of a money market fund is 120 days. While one of the goals of the SEC’s money market fund rule is to reinforce conservative investment practices across the money market fund industry, our security selection process has long emphasized conservative investment choices.

 

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

How was the Fund invested during the Reporting Period?

The Fund had investments in commercial paper, asset-backed commercial paper, U.S. Treasury securities, government agency securities, repurchase agreements, government guaranteed paper, tax-exempt municipal debt obligations and certificates of deposit during the Reporting Period. We focused on securities across the maturity spectrum, including overnight repurchase agreements, securities with one-month to three-month maturities, and tax-exempt variable rate demand notes. We particularly made purchases in longer-dated agencies during the second half of the Reporting Period when prices declined and we had the opportunity to lock in the higher yields then available.

With yields bound near zero, there was not a lot of dispersion in performance among securities available for purchase. Throughout, though, we stayed true to our investment discipline, favoring liquidity and high quality credits over added yield. The primary focal points for our team are consistently managing interest rate risk and credit risk. We were able to navigate interest rate risk by adjusting the Fund’s weighted average maturity longer or shorter as market conditions shifted and to mitigate potential credit risk by buying high quality, creditworthy names, strategies which added to the Fund’s performance during the Reporting Period.

Did you make any changes in the Fund’s portfolio during the Reporting Period?

We did not make any significant changes in the Fund’s portfolio during the Reporting Period. As indicated earlier, we made adjustments to the Fund’s weighted average maturity based on then-current market conditions, our near-term view, and anticipated and actual Fed monetary policy statements.

What is the Fund’s tactical view and strategy for the months ahead?

In our view, the themes for a decrease, or what is known as richening, in funding rates remained in place at the end of the Reporting Period, as the Fed’s third round of quantitative easing, dubbed QE3, leads to a build-up of reserves, and the end of Operation Twist, which expired at the end of December 2012, resulted in less collateral in the market. We believe the potential for a further influx of cash into the short-term end of the money market yield curve as a result of the expiration of the Temporary Account Guarantee (“TAG”) program on December 31, 2012 as well as a potential flight to quality move as a result of the upcoming U.S. debt ceiling negotiations have the potential to put further downward pressure on money market yields. (During the worst of the recent financial crisis, the Federal Deposit Insurance Corporation (“FDIC”) instituted the TAG program to temporarily provide unlimited insurance for, among other accounts, certain large, noninterest-bearing transaction accounts. The Dodd-Frank Act authorized continuation of the program at no cost for participants until December 31, 2012. Congress failed to pass industry-supported legislation to extend the program.)

Indeed, in our opinion, short-term interest rates are likely to remain low at least into 2014 with the Fed holding the targeted federal funds rate near zero. Although money market investment flows appear to have stabilized, we expect to keep the Fund conservatively positioned as we continue to focus on preservation of capital and daily liquidity. We do not believe there is value in sacrificing liquidity in exchange for opportunities that only modestly increase yield potential. We will continue to use our actively managed approach to seek the best possible return within the framework of the Fund’s investment guidelines and objectives. In addition, we will continue to manage interest, liquidity and credit risk daily. In our view, Fed policy risks remained, at the end of the Reporting Period, skewed to the side of easier monetary policy and further accommodation.

We will, of course, continue to closely monitor economic data, Fed policy, and any shifts in the money market yield curve, as we strive to strategically navigate the interest rate environment.

 

5


FUND BASICS

 

SECTOR ALLOCATION†

Security Type

(Percentage of Net Assets)

 

 

LOGO

 

 

 

The Fund is actively managed and, as such, its portfolio composition may differ over time. The percentage shown for each investment category reflects the value (based on amortized cost) of investments in that category as a percentage of net assets. Figures in the above chart may not sum to 100% due to the exclusion of other assets and liabilities.

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Schedule of Investments

December 31, 2012

 

Principal
Amount
    Interest
Rate
    Maturity
Date
   

Amortized

Cost

 
  Commercial Paper and Corporate Obligations – 26.3%   
  ABN Amro Funding (USA) LLC   
$ 5,000,000        0.441     02/04/13      $ 4,997,922   
  2,000,000        0.401        03/01/13        1,998,689   
  Aspen Funding Corp.   
  5,044,000        0.310        02/13/13        5,042,132   
  Atlantic Asset Securitization LLC   
  8,000,000        0.270        01/18/13        7,998,980   
  Atlantis One Funding Corp.   
  9,000,000        0.491        02/22/13        8,993,630   
  Bank of China Ltd.   
  5,000,000        0.651        03/18/13        4,993,139   
  Chariot Funding LLC   
  5,000,000        0.321        06/11/13        4,992,844   
  Erste Abwicklungsanstalt   
  10,000,000        0.431        01/25/13        9,997,133   
  Gemini Securitization Corp. LLC   
  2,000,000        0.320        01/08/13        1,999,876   
  5,192,000        0.290        02/04/13        5,190,578   
  Hannover Funding Co. LLC   
  8,000,000        0.350        01/22/13        7,998,367   
  Kells Funding LLC   
  9,000,000        0.511        01/08/13        8,999,108   
  LMA Americas LLC   
  2,000,000        0.380        01/07/13        1,999,873   
  2,000,000        0.360        02/13/13        1,999,140   
  Regency Markets No. 1 LLC   
  6,919,000        0.235        01/22/13        6,918,052   
  Royal Park Investments Funding Corp.   
  5,000,000        1.005        04/17/13        4,985,278   
  Versailles Commercial Paper LLC   
  5,000,000        0.340        01/10/13        4,999,575   

 

 

 
 
 
TOTAL COMMERCIAL PAPER AND
CORPORATE OBLIGATIONS
  
  
  $ 94,104,316   

 

 

 
     
  Eurodollar Certificate of Deposit – 1.4%   

 

Sumitomo Mitsui Trust Bank Ltd.

  

$ 5,000,000        0.400     01/25/13      $ 5,000,016   

 

 

 
     
  U.S. Government Agency Obligations – 9.3%   

 

Federal Home Loan Bank

  

$ 300,000        0.210     05/17/13      $ 299,952   
  350,000        0.200        05/22/13        349,929   
  200,000        0.230        05/23/13        199,982   
  20,000        0.230        05/24/13        19,998   
  1,000,000        0.240        05/24/13        999,948   
  500,000        0.230        05/29/13        499,953   
  500,000        0.240        06/06/13        499,972   
  100,000        0.230        06/07/13        99,990   
  50,000        0.280        06/10/13        50,000   
  200,000        0.350        06/10/13        200,084   
  300,000        0.230        06/12/13        299,969   

 

 

 
  U.S. Government Agency Obligations – (continued)   

 

Federal Home Loan Bank – (continued)

  

$ 90,000        1.625     06/14/13      $ 90,549   
  350,000        0.230        06/18/13        349,962   
  400,000        0.420        06/21/13        400,311   
  100,000        1.875        06/21/13        100,757   
  300,000        0.125        06/28/13        299,798   
  600,000        0.240        06/28/13        599,953   
  370,000        0.250        07/05/13        369,975   
  1,000,000        0.153 (a)      07/08/13        999,739   
  260,000        0.350        07/09/13        260,116   
  1,000,000        0.149 (a)      07/15/13        999,729   
  4,000,000        0.280        09/16/13        4,001,902   
  100,000        0.125        09/25/13        99,928   
  1,000,000        0.210        10/01/13        999,903   
  400,000        0.210        10/10/13        399,984   
  1,700,000        0.200        10/18/13        1,699,827   
  140,000        0.300        10/18/13        140,091   
  50,000        0.375        10/18/13        50,062   
  1,000,000        3.625        10/18/13        1,026,967   
  2,000,000        0.210        10/24/13        1,999,955   
  7,000,000        0.375        11/27/13        7,009,264   

 

Federal Home Loan Mortgage Corporation

  

  1,000,000        0.164 (a)      05/03/13        999,865   
  30,000        4.000        06/12/13        30,496   
  1,000,000        4.500        07/15/13        1,022,648   
  150,000        0.375        10/15/13        150,185   
  130,000        0.875        10/28/13        130,702   
  500,000        0.375        10/30/13        500,671   

 

Federal National Mortgage Association

  

  1,500,000        0.221 (a)      05/17/13        1,499,828   
  240,000        0.500        08/09/13        240,325   
  100,000        1.125        10/08/13        100,691   
  3,075,000        4.625        10/15/13        3,180,835   

 

 

 
 
 
TOTAL U.S. GOVERNMENT AGENCY
OBLIGATIONS
  
  
  $ 33,274,795   

 

 

 
     
  U.S. Treasury Obligations – 3.1%   

 

United States Treasury Notes

  

$ 500,000        3.875     02/15/13      $ 502,245   
  1,000,000        0.625        02/28/13        1,000,664   
  1,600,000        0.750        03/31/13        1,602,128   
  1,000,000        2.500        03/31/13        1,005,480   
  300,000        1.000        07/15/13        301,195   
  800,000        0.125        09/30/13        799,514   
  700,000        3.125        09/30/13        715,203   
  5,200,000        0.500        10/15/13        5,211,907   

 

 

 
 
 
TOTAL U.S. TREASURY
OBLIGATIONS
  
  
  $ 11,138,336   

 

 

 
     

 

The accompanying notes are an integral part of these financial statements.   7


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Principal
Amount
    Interest
Rate
    Maturity
Date
   

Amortized

Cost

 
  Variable Rate Municipal Debt Obligations(a) – 10.4%   

 
 

Alaska Housing Finance Corp. VRDN RB Taxable General
Series 2012 B

  
  

$ 500,000        0.160     01/07/13      $ 500,000   

 
 

BlackRock Municipal Income Trust VRDN RB Putters
Series 2012-T0008 (JP Morgan Chase Bank N.A., LIQ)

  
  

  1,000,000        0.200 (b)      01/02/13        1,000,000   

 
 
 

BlackRock MuniHoldings Investment Quality Fund VRDN Tax-
Exempt Preferred Series 2011 W-7-2746 (Bank of America
N.A., LIQ)

 
  
  

  300,000        0.330 (b)      01/07/13        300,000   

 
 

BlackRock MuniVest Fund, Inc. VRDN RB Putters
Series 2012-T0005 (JP Morgan Chase Bank N.A., LIQ)

  
  

  950,000        0.200 (b)      01/02/13        950,000   

 
 

BlackRock MuniYield Fund, Inc. VRDN Tax-Exempt Preferred
Series 2011 W-7-2514 (Bank of America N.A., LIQ)

  
  

  300,000        0.530 (b)      01/07/13        300,000   

 
 

City of Durham, North Carolina GO VRDN for Taxable Housing
Series 2000 (Bank of America N.A., SPA)

  
  

  1,190,000        0.330        01/07/13        1,190,000   

 
 
 

City of Los Angeles, California Department of Airports VRDN
RB for Los Angeles International Airport Putters
Series 2012-4174 (JP Morgan Chase Bank N.A., LIQ)

  
  
  

  1,490,000        0.190 (b)      01/07/13        1,490,000   

 
 

Cook County, Illinois GO VRDN Series 2002 B (Bank of
New York Mellon, SPA)

  
  

  1,100,000        0.150        01/07/13        1,100,000   

 
 

Dekalb County, Georgia Development Authority VRDN RB for
Emory University Series 1995 B (GO of University)

  
  

  3,400,000        0.190        01/07/13        3,400,000   

 
 
 

Los Angeles Community College District GO VRDN for Building
America Boards P-Floats Series 2010-TN-027 (Bank of
America N.A., LIQ)

  
  
  

  11,000,000        0.460 (b)      01/07/13        11,000,000   

 
 
 

Montgomery County, Virginia Industrial Development Authority
VRDN RB for Virginia Tech Foundation Series 2009 B (Bank
of New York Mellon, SPA)

  
  
  

  1,120,000        0.210        01/07/13        1,120,000   

 
 
 

New Jersey State Turnpike Authority VRDN RB P-Floats-
MT-823 Series 2012 (GTY AGMT – Bank of America N.A.)
(Bank of America N.A., LIQ)

 
  
  

  480,000        0.280 (b)      01/07/13        480,000   

 
 

New York City GO VRDN Series 2007 Subseries D-4 (Calyon
Bank, SPA)

  
  

  250,000        0.190        01/07/13        250,000   

 
 

New York City Transitional Finance Authority VRDN RB for
Future Tax Secured Series 1998 A-1 (TD Bank N.A., SPA)

  
  

  700,000        0.120        01/07/13        700,000   

 
 

Nuveen Municipal Market Opportunity Fund, Inc. VRDN Tax-
Exempt Preferred Series 2010-1 (Deutsche Bank A.G., LIQ)

  
  

  500,000        0.270 (b)      01/07/13        500,000   

 
 
 

Port Authority of New York & New Jersey VRDN RB P-Floats-
MT-807 Series 2012 (AGM GO of Authority) (Bank of
America N.A., LIQ)

 
  
  

  3,790,000        0.220 (b)      01/07/13        3,790,000   

 

 

 
  Variable Rate Municipal Debt Obligations(a) – (continued)   

 
 
 

Port of Corpus Christi Authority of Nueces County VRDN RB for
Flint Hills Resources Series 2002 A (GTY AGMT-Flint Hills
Resources)

  
  
  

$ 2,000,000        0.200     01/07/13      $ 2,000,000   

 
 
 

State of Texas GO VRDN Refunding for Taxable Veterans’ Land
Series 2002 (Landesbank Hessen-Thueringen Girozentrale,
SPA)

  
  
  

  600,000        0.210        01/07/13        600,000   

 
 

State of Texas GO VRDN Refunding for Taxable Veterans’ Land
Series 2010 B (Sumitomo Mitsui Banking Corp., SPA)

  
  

  455,000        0.220        01/07/13        455,000   

 
 

Texas State GO VRDN Refunding Series 2010 D RMKT (Bank of
Tokyo Mitsubishi UFJ, SPA)

  
  

  1,000,000        0.200        01/07/13        1,000,000   

 
 

Texas State VRDN RN Series 2012-4262 (JP Morgan Chase Bank
N.A., LIQ)

  
  

  4,000,000        0.140 (b)      01/02/13        4,000,000   

 

University of Alabama VRDN RB Series 1993 B

  

  800,000        0.270        01/07/13        800,000   

 
 

University of Utah VRDN RB for Auxiliary & Campus Facilities
Series 1997 A (JPMorgan Chase & Co., SPA)

  
  

  345,000        0.220        01/07/13        345,000   

 

 

 
 
 
TOTAL VARIABLE RATE MUNICIPAL
DEBT OBLIGATIONS
  
  
  $ 37,270,000   

 

 

 
     
  Variable Rate Obligations(a) – 13.7%   

 

Australia & New Zealand Banking Group Ltd.

  

$ 5,000,000        0.400 %(b)      01/16/14      $ 5,000,000   

 

Bank of Nova Scotia

  

  5,000,000        0.362        01/24/14        5,000,000   

 

Commonwealth Bank of Australia

  

  3,000,000        0.362 (b)      11/18/13        3,000,000   

 

Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A.

  

  9,000,000        0.460        08/12/13        9,000,000   

 

Credit Suisse Securities (USA) LLC

  

  5,000,000        0.270 (c)      04/01/13        5,000,000   

 

Deutsche Bank AG

  

  2,000,000        0.708 (c)      03/15/13        2,000,000   

 

JPMorgan Chase Bank N.A.

  

  1,000,000        0.395        06/18/13        1,000,000   
  3,000,000        0.331        06/21/13        3,000,000   

 

Overseas Private Investment Corp. (USA)

  

  1,500,000        0.170 (c)      01/07/13        1,500,000   
  2,000,000        0.170 (c)      01/07/13        2,000,000   

 

Providence Health & Services (U.S. Bank N.A.)

  

  880,000        0.220 (c)      01/07/13        880,000   

 

Svenska Handelsbanken AB

  

  5,000,000        0.434        01/03/14        5,000,000   

 

 

 

 

8   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

 

 

Principal
Amount
    Interest
Rate
    Maturity
Date
   

Amortized

Cost

 
  Variable Rate Obligations(a) – (continued)   

 

Wells Fargo Bank N.A.

  

$ 2,500,000        0.359     01/21/14      $ 2,500,000   

 

Westpac Banking Corp.

  

  4,000,000        0.390 (b)      01/31/14        4,000,000   

 

 

 
 
 
TOTAL VARIABLE RATE
OBLIGATIONS
  
  
  $ 48,880,000   

 

 

 
     
  Yankee Certificates of Deposit – 9.0%   

 

BNP Paribas Securities Corp.

  

$ 5,000,000        0.310     03/15/13      $ 5,000,000   

 

Norinchukin Bank

  

  5,000,000        0.490        03/01/13        5,001,102   

 

Societe Generale

  

  7,000,000        0.310        01/31/13        7,000,000   

 

Standard Chartered Bank

  

  7,000,000        0.490        01/07/13        7,000,000   

 

Toronto-Dominion Bank

  

  8,000,000        0.200        01/08/13        7,999,969   

 

 

 
 
 
TOTAL YANKEE CERTIFICATES OF
DEPOSIT
  
  
  $ 32,001,071   

 

 

 
 
 
TOTAL INVESTMENTS BEFORE
REPURCHASE AGREEMENTS
  
  
  $ 261,668,534   

 

 

 
     
  Repurchase Agreements(d) – 27.4%   

 

ABN Amro Securities (USA) LLC

  

$ 1,000,000        0.300 %(a)      01/02/13      $ 1,000,000   

 

Maturity Value: $1,000,058

  

 

Settlement Date: 12/26/12

  

 
 
 

Collateralized by various equity securities. The aggregate market
value of the collateral, including accrued interest, was
$1,080,049.

  
  
  

 

 

 

 

BNP Paribas Securities Corp.

  

  2,000,000        0.470        01/02/13        2,000,000   

 

Maturity Value: $2,000,052

  

 
 
 
 
 

Collateralized by various asset-backed obligations, 4.806% to
8.306%, due 05/17/13 to 07/28/14 and various corporate
security issuers, 5.000% to 10.000%, due 11/09/15 to 08/01/66.
The aggregate market value of the collateral, including accrued
interest was, $2,320,589.

  
  
  
  
  

 

 

 

 

Credit Agricole Corporate and Investment Bank

  

  5,000,000        0.240 (a)(c)      01/07/13        5,000,000   

 

Maturity Value: $5,003,067

  

 

Settlement Date: 10/15/12

  

 
 
 

Collateralized by Federal Home Loan Mortgage Corp., 3.500%,
due 03/01/42. The market value of the collateral, including
accrued interest, was $5,150,000.

  
  
  

 

 

 
  Repurchase Agreements(d) – (continued)   

 

Deutsche Bank Securities, Inc.

  

$ 5,000,000        0.190     01/02/13      $ 5,000,000   

 

Maturity Value: $5,000,053

  

 
 
 

Collateralized by various corporate security issuers, 2.125% to
5.000%, due 03/29/13 to 12/15/37. The aggregate market value
of the collateral, including accrued interest, was $5,500,803.

  
  
  

  3,000,000        0.420        01/02/13        3,000,000   

 

Maturity Value: $3,000,070

  

 
 
 

Collateralized by various corporate security issuers, 2.500% to
7.250%, due 03/29/13 to 10/15/38. The aggregate market value
of the collateral, including accrued interest, was $3,300,622.

  
  
  

  8,000,000        0.240        03/18/13        8,000,000   

 

Maturity Value: $8,006,347

  

 

Settlement Date: 11/19/12

  

 
 
 
 
 
 

Collateralized by Federal Home Loan Mortgage Corp., 4.500% to
6.126%, due 09/01/37 to 10/01/40, Federal National Mortgage
Association, 2.575% to 23.933%, due 02/01/13 to 11/25/42 and
Government National Mortgage Association, 1.570% to
2.500%, due 03/20/42 to 01/20/61. The aggregate market value
of the collateral, including accrued interest, was $8,254,186.

  
  
  
  
  
  

  400,000        0.250        04/03/13        400,000   

 

Maturity Value: $400,336

  

 

Settlement Date: 12/03/12

  

 
 
 
 

Collateralized by Federal National Mortgage Association, 3.790%
to 23.933%, due 10/25/40 to 11/25/42. The aggregate market
value of the collateral, including accrued interest, was
$482,156.

  
  
  
  

 

 

 

 

ING Financial Markets LLC

  

  5,000,000        0.190        01/02/13        5,000,000   

 

Maturity Value: $5,000,053

  

 
 
 

Collateralized by Federal Home Loan Mortgage Corp., 2.500%,
due 12/15/39. The market value of the collateral, including
accrued interest, was $5,200,655.

  
  
  

 

 

 

 

Joint Repurchase Agreement Account III

  

  61,800,000        0.206        01/02/13        61,800,000   

 

Maturity Value: $61,800,707

  

 

 

 

 

Merrill Lynch, Pierce, Fenner & Smith, Inc.

  

  2,000,000        0.340        01/02/13        2,000,000   

 

Maturity Value: $2,000,132

  

 

Settlement Date: 12/26/12

  

 
 
 

Collateralized by various corporate security issuers, 0.375% to
6.000%, due 02/01/13 to 08/01/39. The aggregate market value
of the collateral, including accrued interest, was $2,188,021.

  
  
  

 

 

 

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Principal
Amount
    Interest
Rate
    Maturity
Date
   

Amortized

Cost

 
  Repurchase Agreements(d) – (continued)   

 

RBS Securities, Inc.

  

$ 5,000,000        0.370     01/02/13      $ 5,000,000   

 

Maturity Value: $5,000,103

  

 
 
 

Collateralized by Government National Mortgage Association,
5.150%, due 06/20/60. The market value of the collateral,
including accrued interest, was $5,104,835.

  
  
  

 

 

 
  TOTAL REPURCHASE AGREEMENTS      $ 98,200,000   

 

 

 
  TOTAL INVESTMENTS – 100.6%      $ 359,868,534   

 

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (0.6)%

 
  

    (2,323,091

 

 

 
  NET ASSETS – 100.0%      $ 357,545,443   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Variable or floating rate security. Interest rate disclosed is that which is in effect at December 31, 2012.
(b)   Security not registered under the Securities Act of 1933, as amended. Such securities have been determined to be liquid by the Investment Adviser. At December 31, 2012, these securities amounted to $35,810,000 or approximately 10.0% of net assets.
(c)   The instrument is subject to a demand feature.
(d)  

Unless noted, all repurchase agreements were entered into on December 31, 2012. Additional information on Joint Repurchase Agreement Account III appears on page 11.

 

Interest rates represent either the stated coupon rate, annualized yield on date of purchase for discounted securities, or, for floating rate securities, the current reset rate, which is based upon current interest rate indices.

 

Maturity dates represent either the final legal maturity date on the security, the demand date for puttable securities, or the prerefunded date for those types of securities.

 

Investment Abbreviations:
AGM   — Insured by Assured Guaranty Municipal Corp.
GO   — General Obligation
GTY AGMT   — Guaranty Agreement
LIQ   — Liquidity Agreement
RB   — Revenue Bond
RN   — Revenue Notes
RMKT   — Remarketed
SPA   — Stand-by Purchase Agreement
VRDN   — Variable Rate Demand Notes

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

 

 

ADDITIONAL INVESTMENT INFORMATION

JOINT REPURCHASE AGREEMENT ACCOUNT III — At December 31, 2012, the Fund had undivided interests in the Joint Repurchase Agreement Account III, with a maturity date of January 2, 2013, as follows:

 

Principal Amount      Maturity Value      Collateral Value
  $61,800,000         $ 61,800,707        $ 63,564,461  

REPURCHASE AGREEMENTS — At December 31, 2012, the Principal Amounts of the Fund’s interest in the Joint Repurchase Agreement Account III were as follows:

 

Counterparty      Interest
Rate
      

Principal

Amount

 
BNP Paribas Securities Corp.        0.210      $ 7,436,823   
Bank of Nova Scotia (The)        0.210           4,908,303   
Crédit Agricole Corporate and Investment Bank        0.200           34,953,069   
Merrill Lynch, Pierce, Fenner & Smith Inc.        0.200           10,039,711   

Wells Fargo Securities LLC

       0.220           4,462,094   
TOTAL                 $ 61,800,000   

At December 31, 2012, the Joint Repurchase Agreement Account III was fully collateralized by:

 

Issuer     

Interest

Rates

      

Maturity

Dates

 
Federal Home Loan Mortgage Corp.        2.500 to 5.000        10/01/26 to 12/01/42   
Federal National Mortgage Association        3.000 to 5.500           02/01/26 to 12/01/42   
Government National Mortgage Association        3.000           09/15/42   
U.S. Treasury Bond        6.125           11/15/27   

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments based on amortized cost

   $ 261,668,534   

Repurchase agreements based on amortized cost

     98,200,000   

Cash

     51,278   

Receivables:

  

Interest

     189,430   

Fund shares sold

     141,714   
Total assets      360,250,956   
  
  
Liabilities:       

Payables:

  

Fund shares redeemed

     2,513,870   

Amounts owed to affiliates

     96,323   

Accrued expenses

     95,320   
Total liabilities      2,705,513   
  
  
Net Assets:       

Paid-in capital

     357,545,443   
NET ASSETS    $ 357,545,443   

Shares of beneficial interest outstanding, $0.001 par value (unlimited shares authorized)

     357,545,424   

Net asset value, offering and redemption price per share

     $1.00   

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Statement of Operations

For the Fiscal Year Ended December 31, 2012

 

  
Investment Income:       

Interest

   $ 818,843   
  
  
Expenses:       

Distribution and Service fees

     572,929   

Management fees

     469,802   

Professional fees

     51,326   

Transfer Agent fees

     45,830   

Printing and mailing costs

     44,802   

Trustee fees

     14,692   

Custody and accounting fees

     13,618   
Total expenses      1,212,999   

Less — expense reductions

     (403,403
Net expenses      809,596   
NET INVESTMENT INCOME      9,247   
NET REALIZED GAIN FROM INVESTMENT TRANSACTIONS      4,734   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 13,981   

 

The accompanying notes are an integral part of these financial statements.   13


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Statements of Changes in Net Assets

 

     For the
Fiscal Year Ended
December 31, 2012
     For the
Fiscal Year Ended
December 31, 2011
 
     
From Operations:              

Net investment income

   $ 9,247       $ 7,497   

Net realized gain

     4,734         1,380   
Net increase in net assets resulting from operations      13,981         8,877   
     
     
Distributions to shareholders:              

From net investment income

     (9,247      (7,497

From net realized gains

     (4,734      (1,380

From capital

             (387
Total distributions to shareholders      (13,981      (9,264
     
     
From share transactions (at net asset value of $1.00 per share):              

Proceeds from sales of shares

     315,283,256         77,973,255   

Reinvestment of distributions

     13,981         9,264   

Cost of shares redeemed

     (101,924,898      (57,174,442
Net increase in net assets resulting from share transactions      213,372,339         20,808,077   
TOTAL INCREASE      213,372,339         20,807,690   
     
     
Net assets:              

Beginning of year

     144,173,104         123,365,414   

End of year

   $ 357,545,443       $ 144,173,104   

 

14   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

 

     Net asset
value,
beginning
of year
     Net
investment
income(a)
    Distributions
from net
investment
income(b)
    Net asset
value,
end of
year
     Total
return(c)
    Net assets,
end of
year
(in 000's)
     Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012

   $ 1.00       $ (d)    $ (d)    $ 1.00         0.01   $ 357,545         0.35     0.53     %(e) 

2011

     1.00         (d)      (d)      1.00         0.01        144,173         0.30        0.66        0.01   

2010

     1.00         (d)      (d)      1.00         0.01        123,365         0.33        0.68        (e) 

2009

     1.00         0.002 (f)      (0.002 )(f)      1.00         0.15        143,347         0.53        0.77        0.15   

2008

     1.00         0.02        (0.02     1.00         2.25        194,871         0.63        0.71        2.27   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Distributions may not coincide with the current year net investment income or net realized gains as distributions may be paid from current or prior year earnings.
(c) Assumes reinvestment of all distributions.
(d) Amount is less than $0.0005 per share.
(e) Amount is less than 0.005% of average net assets.
(f) Net investment income and distributions from net investment income contain $0.0002 of net realized capital gains and distributions from net realized gains.

 

The accompanying notes are an integral part of these financial statements.    15   


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements

December 31, 2012

 

1.     ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Money Market Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering one class of shares — Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

 

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The investment valuation policy of the Fund is to use the amortized-cost method permitted by Rule 2a-7 under the Act, which approximates market value, for valuing portfolio securities. Under this method, all investments purchased at a discount or premium are valued by accreting or amortizing the difference between the original purchase price and maturity value of the issue, as an adjustment to interest income. Under procedures and tolerances approved by the trustees, GSAM evaluates the difference between the Fund’s net asset value per share (“NAV”) based upon the amortized cost of the Fund’s securities and the NAV based upon available market quotations (or permitted substitutes) at least once a week.

B.  Investment Income and Investments — Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost.

C.  Expenses — Expenses incurred directly by the Fund are charged to the Fund, and certain expenses incurred by the Trust, which may not specifically relate to the Fund, are allocated across its funds (including the Fund) on a straight-line and/or pro-rata basis depending upon the nature of the expenses and are accrued daily.

 

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable and tax-exempt income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are declared and recorded daily and paid monthly by the Fund and may include short-term capital gains. Long-term capital gain distributions, if any, are declared and paid annually.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

The tax character of distributions paid during the fiscal years ended December 31, 2012 and December 31, 2011, were as follows:

 

        2012        2011  
Distributions paid from:          
Ordinary income      $ 13,956         $ 8,877   
Net long-term capital gains        25             

Total taxable distributions

     $ 13,981         $ 8,877   
Tax return of capital      $         $ 387   

The amortized cost for the Fund stated in the accompanying Statement of Assets and Liabilities also represents aggregate cost for U.S. federal income tax purposes.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

E.  Repurchase Agreements — Repurchase agreements involve the purchase of securities subject to the seller’s agreement to repurchase the securities at a mutually agreed upon date and price. During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Fund, including accrued interest, is required to exceed the value of the repurchase agreement, including accrued interest. The underlying securities for all repurchase agreements are held at the Fund’s custodian or designated sub-custodians under tri-party repurchase agreements.

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and terms and conditions contained therein, the Fund, together with other registered investment companies having management agreements with GSAM, or its affiliates, may transfer uninvested cash into joint accounts, the daily aggregate balance of which is invested in one or more repurchase agreements. Under these joint accounts, the Fund maintains pro-rata credit exposure to the underlying repurchase agreements’ counterparties. With the exception of certain transaction fees, the Fund is not subject to any expenses in relation to these investments.

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

As of December 31, 2012, all investments are classified as Level 2. Please refer to the Schedule of Investments for further detail.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

 

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor, is entitled to a fee, accrued daily and paid monthly for distribution services, which may then be paid by Goldman Sachs to authorized dealers. This fee is equal to an annual percentage rate of the Fund’s average daily net assets.

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fee charged for such transfer agency services is accrued daily and paid monthly and is equal to an annual percentage rate of the Fund’s average daily net assets.

D.  Other Expense Agreements — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meetings and other extraordinary expenses) to the extent that such expenses exceed, on an annual basis, 0.004% of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM reimbursed approximately $115,000 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

E.  Contractual and Net Fund Expenses — During the fiscal year ended December 31, 2012, Goldman Sachs, as distributor, voluntarily agreed to waive a portion of distribution and service plan fees attributable to the Fund. This waiver may be modified or terminated at any time at the option of Goldman Sachs. The following table outlines such fees (net of waivers) and Other Expenses (net of reimbursements and custodian and transfer agent fee credit reductions) in order to determine the Fund’s net annualized expenses for the fiscal year. The Fund is not obligated to reimburse Goldman Sachs for prior fiscal year fee waivers, if any.

 

 

Fee/Expense Type          

Contractual rate,

if any

    

Ratio of net expenses to
average net assets

for the fiscal year ended
December 31, 2012

 
Management Fee           0.21 %(a)       0.21
Distribution and Service Fees           0.25         0.12   
Transfer Agency Fee          0.02         0.02   
Other Expenses                    (b) 
Net Expenses                     0.35

 

(a) Unrounded contractual rate is 0.205%.
(b) Amount is less than 0.005% of average net assets.

For the fiscal year ended December 31, 2012, Goldman Sachs waived approximately $288,000 in distribution and service fees.

For the fiscal year ended December 31 2012, the amounts owed to affiliates of the Fund were approximately $62,000, $28,000, and $6,000 for management fees, distribution and service fees, and transfer agent fees, respectively.

F.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

 

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

5.    OTHER RISKS

 

The Fund’s risks include, but are not limited to, the following:

Fund Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

Interest Rate Risk — When interest rates increase, the Fund’s yield will tend to be lower than prevailing market rates, and the market value of its securities or instruments may also be adversely affected. A low interest rate environment poses additional risks to the Fund, because low yields on the Fund’s portfolio holdings may have an adverse impact on the Fund’s ability to provide a positive yield to its shareholders, pay expenses out of Fund assets, or, at times, maintain a stable $1.00 share price.

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transaction defaults.

 

6.    INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

7.    OTHER MATTERS

 

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

 

8.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

22


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Money Market Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Money Market Fund (the “Fund”) at December 31, 2012, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, brokers, and the application of alternative auditing procedures where securities purchased confirmations have not been received, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of the Service Shares of the Fund, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Fund expenses. This Example 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, 2012 through December 31, 2012.

Actual Expenses — The first line in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual net 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please 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, redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

     Beginning
Account Value
07/01/12
    Ending
Account Value
12/31/12
    Expenses Paid
for the
6  Months
Ended
12/31/12
*
 
Actual   $ 1,000.00      $ 1,000.03      $ 1.75   
Hypothetical 5% return     1,000.00        1,023.38     1.77   

 

* Expenses are calculated using the Fund’s annualized net expense ratio, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratio for the period was 0.35%.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratio and an assumed rate of return of 5% per year before expenses.

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,

Address and Age1

  Position(s) Held
with the Trust
  Term of
Office and
Length of
Time Served2
 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios in

Fund Complex
Overseen by

Trustee3

   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees of Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111     

The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees). Gildan Activewear Inc. (a clothing marketing and manufacturing

company).

         

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,

Address and Age1

  Position(s) Held
with the Trust
 

Term of
Office and

Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         

 

* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline L. Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age   Position(s) Held
With the Trust
  Term of
Office and
Length of
Time Served1
  Principal Occupation(s) During Past 5 Years
James A. McNamara

200 West Street

New York, NY 10282

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

George F. Travers

30 Hudson Street
Jersey City, NJ 07302
Age: 44

  Senior Vice President
and
Principal Financial
Officer
  Since 2009  

Managing Director, Goldman Sachs (2007-present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005).

 

Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.

Caroline L. Kraus

200 West Street

New York, NY 10282

Age: 35

  Secretary   Since 2012  

Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011); Associate; Weil, Gotshal & Manges-LLP (2002-2006).

 

Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present); Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh

200 West Street

New York, NY 10282

Age: 41

  Treasurer and Senior
Vice President
  Since 2009  

Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005), Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007).

 

Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).

     

 

1  Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

Pursuant to Section 852 of the Internal Revenue Code, the Money Market Fund designates $25, or, if different, the maximum amount allowable, as capital gain dividends paid during the fiscal year ended December 31, 2012.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our Website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Form N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of current or future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your authorized dealer or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Money Market Fund.

© 2013 Goldman Sachs. All rights reserved.

VITMMAR13/92371.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic Growth Fund

Annual Report

December 31, 2012

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic Growth Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Strategic Growth Fund invests primarily in U.S. equity investments. The Fund’s equity investments are subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. Different investment styles (e.g., “growth”) tend to shift in and out of favor, and at times the Fund may underperform other funds that invest in similar asset classes.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Growth Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic Growth Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated average annual total returns of 19.83% and 19.57%, respectively. These returns compare to the 15.21% average annual total return of the Fund’s benchmark, the Russell 1000® Growth Index* (with dividends reinvested) (the “Russell Index”), during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P® 500 Index gained 15.96% during the Reporting Period to mark the fourth straight year of gains. The year 2012 started with the strongest first quarter since 1998 for the S&P® 500 Index. Also during the first quarter of 2012, the Dow Jones Industrial Average closed above 13,000 for the first time since May 2008, and the NASDAQ reached a new 11-year high. U.S. equities rose largely on evidence that the labor and manufacturing markets were improving. In addition, the Federal Reserve (the “Fed”) reaffirmed its commitment to low interest rates until at least late-2014.

U.S. equity markets slid, however, during the second quarter of 2012, when first quarter Gross Domestic Product (“GDP”) was revised down from 2.2% to 1.9% and employment reports suggested deterioration in the labor market. Spain’s banking system bailout and increasing concerns over Europe’s financial crisis weighed on global equity markets, including the U.S. equity market, as well. At the same time, disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown.

During the summer of 2012, U.S. equity markets rallied back on more strong statements from central banks. In September, the Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015. In Europe, the European Central Bank (“ECB”) president Mario Draghi voiced strong support for the euro and the European Monetary Union, which was well received by financial markets in the U.S. Continued improvements in home prices and the Fed’s commitment to buy mortgage-backed securities increased hopes of a recovery in the housing market, which helped offset the downward pressures of lackluster economic growth and a stalled labor market.

There were increasing signs of economic recovery seen early in the fourth quarter of 2012. The U.S. reported better than expected third quarter GDP growth of 2%, the 13th consecutive quarter of economic expansion, and the unemployment rate dropped to 7.8%, the lowest rate seen since January 2009. U.S. manufacturing activity increased, and the housing market showed further signs of improvement, as construction of new homes hit a four-year high. Despite this positive data, the U.S. equity market pulled back in October on some cautious corporate earnings guidance. Also pressuring the U.S. equity market were the worst storm in decades battering the East Coast and polls showing the U.S. presidential race tightening to a dead heat.

The U.S. equity market crept higher in November 2012, as election day preserved the status quo in the White House and Congress, even as the “fiscal cliff” drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December 2012, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower, helped to offset increasing worries about the then-looming fiscal cliff of tax increases and spending cuts.

For the Reporting Period as a whole, all ten sectors within the S&P® 500 Index posted gains. The consistent and persistent commitment to accommodative monetary policy from the U.S. Fed and other central banks drove market-leading returns in the financials sector. The heavily weighted financials sector was also the largest positive contributor (weight times performance) to

 

* The Russell 1000 Growth Index is an unmanaged index that measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

S&P® 500 Index returns. On optimism about the economy and improved consumer confidence, the consumer discretionary sector also performed well. Conversely, the energy sector posted positive returns but was comparatively weak during the Reporting Period, as oil prices remained relatively stable, balancing continued unrest in several oil-producing regions with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

All segments of the U.S. equity market advanced during the Reporting Period, with mid-cap stocks, as measured by the Russell Midcap® Index, gaining most, followed by large-cap stocks and then small-cap stocks, as measured by the Russell 1000® Index and the Russell 2000® Index, respectively, which performed similarly to each other. From a style perspective, value-oriented stocks solidly outpaced growth-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

What key factors were responsible for the Fund’s performance during the Reporting Period?

Stock selection overall contributed most to the Fund’s performance relative to the Russell Index during the Reporting Period.

Which equity market sectors most significantly affected Fund performance?

Contributing most positively to the Fund’s relative results during the Reporting Period was effective stock selection in the information technology, consumer discretionary and telecommunication services sectors. Only partially offsetting such contributors was stock selection in materials and industrials, which detracted from the Fund’s performance relative to the Russell Index during the Reporting Period.

What were some of the Fund’s best-performing individual stocks?

The Fund benefited relative to the Russell Index from positions in leading data center solutions company Equinix, wireless tower company Crown Castle and apparel and footwear company PVH.

Equinix’s shares performed well during the first half of the Reporting Period as its core business remained strong and its pricing was up in the three main areas in which the company operates — the U.S., Europe and Asia. Its shares continued to perform well following reports of solid second quarter results, fueled in large part by explosive demand for data center space from cloud computing companies. Throughout, the company evaluated the potential to convert to a real estate investment trust (“REIT”), which may provide tax and valuation benefits. In the meantime, it appears the market has begun to recognize that Equinix is trading at a discount to other data center operators that are publicly traded REITs and to appreciate the growth and stability of Equinix’s revenue stream. At the end of the Reporting Period, we maintained conviction in the company’s ability to drive revenue growth, as it benefits from several secular growth drivers, including cloud computing, growth in Internet traffic and enterprise outsourcing, and rising demand for optimized network performance.

A position in Crown Castle also contributed to the Fund’s relative performance. Its shares rose after the company announced strong first calendar quarter results, driven by better than expected revenues and a significant increase in new leases signed during the quarter compared to last year. The company also raised 2012 guidance due in large part to the acquisition of outdoor distributed antennae systems (“DAS”) company NextG Networks. Crown Castle’s shares continued to rise after the company closed its transaction to acquire exclusive rights to T-Mobile’s approximately 7,100 towers in its second largest acquisition in 2012 after that of NextG Networks. At the end of the Reporting Period, we maintained conviction in the tower companies broadly over the long term, as demand for mobile content shows no signs of slowing, and wireless carriers are increasingly adding capacity in order to support increased usage, network upgrades and improved coverage.

During the Reporting Period, PVH contributed to Fund returns as its shares rose to an all-time high in November 2012 following its announced acquisition of Warnaco Group. The acquisition brings full control of the Calvin Klein brand to PVH and expands PVH’s presence in Europe, Asia and Latin America. The deal is expected to close in early 2013. We view the acquisition positively and expect the deal to prove additive to earnings and enhance the company’s growth profile. We believe that should the higher margin brands like Tommy Hilfiger and Calvin Klein grow faster than PVH’s Heritage business, as anticipated, the company’s operating profit growth may well accelerate meaningfully.

Which stocks detracted significantly from the Fund’s performance during the Reporting Period?

Detracting most from the Fund’s results relative to its benchmark index were positions in social networking company Facebook, oil and gas exploration and production company Devon Energy and global medical device company St. Jude Medical.

Facebook initially detracted from the Fund’s relative performance during the Reporting Period, as its shares fell after the company’s rocky initial public offering (“IPO”). As the Reporting Period progressed, the company delivered in-line second quarter earnings on a strong increase in ad revenue, but payments revenue growth was challenged and a large amount of insider selling, due

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

to the expiration of the IPO lock-up, caused material weakness in the stock. In our view, Facebook has achieved tremendous scale in the U.S. and has a large market opportunity as its networking effect creates stickiness in its user base. Creating stickiness means gaining the attention of a customer base, attracting them to one’s business and then keeping them engaged over the longer term. At the end of the Reporting Period, we continued to believe Facebook was well positioned to benefit from targeted advertising on its platform as a result of the data it has on its users as well as the potential to monetize new ad formats and the social networking ad medium over time.

Devon Energy was a top detractor from the Fund’s relative performance as a result of the company’s mis-execution during the Reporting Period, which poorly positioned the company relative to its peers. In our view, Devon Energy failed to execute on an unconventional Permian Basin strategy and has amassed a scattered portfolio that may well pose challenges generating economies of scale. Furthermore, we believe that Canadian crude oil and natural gas liquid price differentials, to which Devon Energy is particularly exposed, are likely to stay wider for longer than estimated by consensus due to North American transportation infrastructure issues. We believe Devon Energy will grow production below consensus views and its peers over the near term. Therefore, we exited the Fund’s position in favor of higher conviction opportunities in the energy sector.

Weighing on St. Jude Medical were reports of safety and quality issues, which many feel may lead to market share loss. In addition, St. Jude Medical was experiencing pricing pressure combined with weak volume growth. We decided to sell out of the Fund’s position in favor of what we considered to be more attractive opportunities elsewhere.

How did the Fund use derivatives and similar instruments during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy.

Did the Fund make any significant purchases or sales during the Reporting Period?

Among the Fund positions initiated during the Reporting Period, we established a Fund position in global parcel company FedEx. FedEx provides transportation, e-commerce and business services in the U.S. and internationally. In our view, FedEx is well positioned to increase its domestic market share as the U.S. parcel carriers industry moves toward a duopoly. We also believe it has attractive international exposure to high growth markets in Asia and Latin America. We believe the company should benefit from secular growth in e-commerce and international trade expansion. Further, in our view, FedEx has a solid management team that can execute on these growth opportunities by increasing market share in an industry with high barriers to entry. We feel FedEx has greater margin expansion upside potential than its primary competitor, and its shares, in our view, were attractively valued at the time of purchase.

During the Reporting Period, we established a Fund position in aerospace and defense company Boeing. We believe the most important growth drivers for Boeing will come from increasing the production rate and deliveries of its 787 program and the successful development of its new 737 MAX. We believe cash flows should improve substantially as the new planes are delivered. We feel confident about the outlook for the 787, and believe the headlines are moving away from the production issues that delayed its initial launch. Boeing also maintains a multi-year head start on competitor Airbus’ next generation plane, an important lead in a duopolistic industry.

We sold the Fund’s position in home improvement retailer Lowe’s during the Reporting Period. Lowe’s recently announced its plan to acquire Canadian home improvement retailer Rona in the midst of a turnaround strategy of its stores and various other aspects of its business. We believe this move challenges the credibility of the management team and makes it increasingly difficult to believe in the turnaround in its U.S. business. While we continue to believe Lowe’s should benefit as the fundamentals of the home improvement industry improve and the housing market recovers, we believe the risk of integrating a sizable acquisition in the midst of these strategic initiatives raises the risk profile for Lowe’s and so we decided to sell out of the position.

We exited the Fund’s position in electronic and electrical equipment manufacturer Emerson Electric. While we remain attracted to Emerson Electric’s high quality franchise, we believe there is less upside in the stock relative to other opportunities within the industrials sector. Emerson Electric has produced an extremely attractive growth trajectory over the past ten years through market share gains from weaker competitors. In our view, however, the company is facing tougher competition going forward and slower growth from some of its key end markets and emerging market geographies. As a result, we believe the company’s risk/reward profile has become less attractive, and so we decided to eliminate the position.

Were there any notable changes in the Fund’s weightings during the Reporting Period?

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making industry or sector bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Consequently, changes in its sector weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, there were no meaningful changes in the Fund’s sector weightings compared to the Russell Index during the Reporting Period.

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of December 2012, the Fund had overweighted positions relative to the Russell Index in the financials, consumer discretionary and telecommunication services sectors. On the same date, the Fund had underweighted positions compared to the Russell Index in industrials, consumer staples and materials and was rather neutrally weighted to the Russell Index in energy, information technology and health care. The Fund had no exposure to the utilities sector at the end of the Reporting Period.

What is the Fund’s tactical view and strategy for the months ahead?

After a strong 2012, we continue to see opportunities as we enter 2013 and remain constructive in our view ahead for U.S. equities. We recognize that fiscal policy may lead to a drag on economic growth and the recent steps taken by the Fed to provide additional monetary accommodation may not fully offset the impact. The political climate in the U.S., and the lack of clarity around the outcome of fiscal negotiations, has contributed to an elevated feeling of uncertainty for both businesses and individuals. However, corporate balance sheets remain strong, which we believe provides companies with the ability to generate shareholder value, even in a slower economic growth environment. The S&P 500 Index, as a broad measure of the U.S. equity market, was trading below its historical average price-to-earnings ratio at the end of the Reporting Period, while its dividend yield was greater than the yield on the 10-year U.S. Treasury. Continued strength in the U.S. housing recovery should provide, in our view, support to the economy and boost confidence among consumers.

Through these conditions, our investment decisions remain driven by our long-standing process and philosophy. We dive deep into the fundamentals of our holdings, meet with companies’ managements and have continuous discussions and debates amongst ourselves to ensure that the portfolio is reflective of our highest conviction ideas. We construct the portfolio around businesses that we believe should create long-term value for shareholders and are leveraged to secular growth trends rather than to political outcomes or macroeconomic expectations.

In our view, companies with strong business franchises become more attractive in uncertain environments. Holding competitive advantages, a strong management team and the ability to allocate capital allows the business to adapt and continuously execute on its long-term plans regardless of current sentiment. Companies are not static entities. We believe strong management teams know they must adapt to regulatory changes, expand into new markets and improve their product offerings in order to remain competitive and grow. These are the types of investments we believe should reward our shareholders over long term. As always, deep research resources, a forward-looking investment process and truly actively managed portfolios are keys, in our view, to both preserving capital and potentially outperforming the market over the long term.

 

5


FUND BASICS

 

Strategic Growth Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      19.83      2.15      6.33      3.20    4/30/98
Service      19.57         1.91         N/A         3.48       1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Institutional Shares and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.81      0.85
Service        1.06         1.10   

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding      % of Net Assets      Line of Business
Apple, Inc.        8.4%       Technology Hardware & Equipment
Google, Inc. Class A        4.7       Software & Services
QUALCOMM, Inc.        4.4       Technology Hardware & Equipment
American Tower Corp. (REIT)        3.8       Real Estate
Crown Castle International Corp.        3.3       Telecommunication Services
Schlumberger Ltd.        3.3       Energy
Costco Wholesale Corp.        2.8       Food & Staples Retailing
NIKE, Inc. Class B        2.6       Consumer Durables & Apparel
Abbott Laboratories        2.6       Health Care Equipment & Services
Amazon.com, Inc.        2.5       Retailing

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

 

LOGO

 

 

4  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on January 1, 2003 in the Institutional Shares at NAV. For comparative purposes, the performance of the Fund’s benchmark, the Russell 1000® Growth Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. Performance of Service Shares will vary from Institutional Shares due to differences in class specific fees. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Strategic Growth Fund’s 10 Year Performance

 

Performance of a $10,000 investment, with distributions reinvested, from January 1, 2003 through December 31, 2012.

 

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Ten Years    Since Inception

Institutional (Commenced April 30, 1998)

   19.83%    2.15%    6.33%    3.20%

Service (Commenced January 9, 2006)

   19.57%    1.91%    N/A    3.48%

 

 

8


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 98.8%   

 

Capital Goods – 5.1%

  

  112,632       Danaher Corp.    $ 6,296,129   
  123,573       Honeywell International, Inc.      7,843,178   
  35,022       Rockwell Automation, Inc.      2,941,498   
  53,301       The Boeing Co.      4,016,763   
     

 

 

 
        21,097,568   

 

 

 

 

Consumer Durables & Apparel – 4.9%

  

  33,953       Lululemon Athletica, Inc.*      2,588,237   
  207,068       NIKE, Inc. Class B      10,684,709   
  61,495       PVH Corp.      6,826,560   
     

 

 

 
        20,099,506   

 

 

 

 

Consumer Services – 4.8%

  

  23,166       Chipotle Mexican Grill, Inc.*      6,890,958   
  62,182       Las Vegas Sands Corp.      2,870,321   
  121,215       Marriott International, Inc. Class A      4,517,683   
  25,083       McDonald’s Corp.      2,212,572   
  48,407       Yum! Brands, Inc.      3,214,225   
     

 

 

 
        19,705,759   

 

 

 

 

Diversified Financials – 5.5%

  

  129,501       American Express Co.      7,443,717   
  93,849       CME Group, Inc.      4,759,083   
  22,801       IntercontinentalExchange, Inc.*      2,822,992   
  93,641       Northern Trust Corp.      4,697,033   
  43,511       T. Rowe Price Group, Inc.      2,833,871   
     

 

 

 
        22,556,696   

 

 

 

 

Energy – 4.6%

  

  94,676       Halliburton Co.      3,284,311   
  27,263       National Oilwell Varco, Inc.      1,863,426   
  196,980       Schlumberger Ltd.      13,648,744   
     

 

 

 
        18,796,481   

 

 

 

 

Food & Staples Retailing – 2.8%

  

  114,536       Costco Wholesale Corp.      11,312,721   

 

 

 

 

Food, Beverage & Tobacco – 4.3%

  

  50,300       Diageo PLC ADR      5,863,974   
  101,856       PepsiCo, Inc.      6,970,006   
  56,228       Philip Morris International, Inc.      4,702,910   
     

 

 

 
        17,536,890   

 

 

 

 

Health Care Equipment & Services – 3.9%

  

  162,382       Abbott Laboratories      10,636,021   
  19,956       C. R. Bard, Inc.      1,950,500   
  7,414       Intuitive Surgical, Inc.*      3,635,603   
     

 

 

 
        16,222,124   

 

 

 

 

Household & Personal Products – 2.5%

  

  173,257       Avon Products, Inc.      2,487,971   
  33,759       The Estee Lauder Companies, Inc. Class A      2,020,814   
  85,350       The Procter & Gamble Co.      5,794,411   
     

 

 

 
        10,303,196   

 

 

 
  Common Stocks – (continued)   

 

Materials – 2.9%

  

     40,627       Ecolab, Inc.    $ 2,921,081   
  81,911       Praxair, Inc.      8,965,159   
     

 

 

 
        11,886,240   

 

 

 

 

Media – 2.1%

  

  42,368       Discovery Communications, Inc. Class A*      2,689,521   
  115,426       Viacom, Inc. Class B      6,087,567   
     

 

 

 
        8,777,088   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 8.0%

  

  89,207       Agilent Technologies, Inc.      3,652,135   
  30,883       Allergan, Inc.      2,832,898   
  44,151       Celgene Corp.*      3,475,567   
  98,387       Gilead Sciences, Inc.*      7,226,525   
  28,770       Johnson & Johnson      2,016,777   
  94,462       Sanofi ADR      4,475,609   
  45,512       Shire PLC ADR      4,195,296   
  43,168       Teva Pharmaceutical Industries Ltd. ADR      1,611,893   
  75,059       Vertex Pharmaceuticals, Inc.*      3,147,974   
     

 

 

 
        32,634,674   

 

 

 

 

Real Estate – 5.6%

  

  202,167       American Tower Corp. (REIT)      15,621,444   
  363,071       CBRE Group, Inc. Class A*      7,225,113   
     

 

 

 
        22,846,557   

 

 

 

 

Retailing – 6.1%

  

  40,831       Amazon.com, Inc.*      10,254,297   
  108,743       Dollar General Corp.*      4,794,479   
  29,102       Family Dollar Stores, Inc.      1,845,358   
  6,875       Priceline.com, Inc.*      4,270,750   
  96,483       Urban Outfitters, Inc.*      3,797,571   
     

 

 

 
        24,962,455   

 

 

 

 

Semiconductors & Semiconductor Equipment – 2.2%

  

  252,803       Xilinx, Inc.      9,075,628   

 

 

 

 

Software & Services – 13.7%

  

  465,703       Activision Blizzard, Inc.      4,945,766   
  36,026       Equinix, Inc.*      7,428,561   
  78,557       Facebook, Inc. Class A*      2,091,973   
  26,925       Google, Inc. Class A*      19,099,787   
  15,667       Mastercard, Inc. Class A      7,696,884   
  258,126       Oracle Corp.      8,600,758   
  38,223       Salesforce.com, Inc.*      6,425,286   
     

 

 

 
        56,289,015   

 

 

 

 

Technology Hardware & Equipment – 15.5%

  

  76,222       Amphenol Corp. Class A      4,931,563   
  64,706       Apple, Inc.      34,490,239   
  175,968       NetApp, Inc.*      5,903,726   
  293,879       QUALCOMM, Inc.      18,226,376   
     

 

 

 
        63,551,904   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Telecommunication Services – 3.3%

  

  190,306       Crown Castle International Corp.*    $ 13,732,481   

 

 

 

 

Transportation – 1.0%

  

  44,109       FedEx Corp.      4,045,677   

 

 

 
  TOTAL INVESTMENTS – 98.8%   
  (Cost $312,303,982)    $ 405,432,660   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.2%

     4,751,263   

 

 

 
  NET ASSETS – 100.0%    $ 410,183,923   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.

 

Investment Abbreviations:
ADR   —American Depositary Receipt
REIT   —Real Estate Investment Trust

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments, at value (cost $312,303,982)

   $ 405,432,660   

Cash

     1,790,997   

Receivables:

  

Investments sold

     3,002,459   

Fund shares sold

     420,822   

Dividends

     167,578   
Total assets      410,814,516   
  
  
Liabilities:       

Payables:

  

Amounts owed to affiliates

     315,159   

Fund shares redeemed

     243,120   

Accrued expenses

     72,314   
Total liabilities      630,593   
  
  
Net Assets:       

Paid-in capital

     372,620,659   

Undistributed net investment income

     553,553   

Accumulated net realized loss

     (56,118,967

Net unrealized gain

     93,128,678   
NET ASSETS    $ 410,183,923   

Net Assets:

  

Institutional

   $ 106,119,159   

Service

     304,064,764   

Total Net Assets

   $ 410,183,923   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

  

Institutional

     7,653,968   

Service

     21,961,155   

Net asset value, offering and redemption price per share:

  

Institutional

     $13.86   

Service

     13.85   

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement of Operations

For the Fiscal Year Ended December 31, 2012

 

  
Investment income:       

Dividends

   $ 6,270,510   
  
  
Expenses:       

Management fees

     2,933,593   

Distribution and Service fees — Service Class

     707,497   

Printing and mailing costs

     117,147   

Professional fees

     79,086   

Transfer Agent fees(a)

     78,222   

Custody and accounting fees

     53,316   

Trustee fees

     15,740   

Other

     10,669   
Total expenses      3,995,270   

Less — expense reductions

     (159,963
Net expenses      3,835,307   
NET INVESTMENT INCOME      2,435,203   
  
  
Realized and unrealized gain:       

Net realized gain from investments (including commissions recaptured of $27,848)

     14,203,671   

Net change in unrealized gain on investments

     51,657,365   
Net realized and unrealized gain      65,861,036   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 68,296,239   

(a) Institutional and Service Shares had Transfer Agent fees of $21,627 and $56,595, respectively.

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statements of Changes in Net Assets

 

     For the
Fiscal Year Ended
December 31, 2012
     For the
Fiscal Year Ended
December 31, 2011
 
     
From operations:              

Net investment income

   $ 2,435,203       $ 1,084,311   

Net realized gain

     14,203,671         1,716,156   

Net change in unrealized gain (loss)

     51,657,365         (12,855,759
Net increase (decrease) in net assets resulting from operations      68,296,239         (10,055,292
     
     
Distributions to shareholders:              

From net investment income

     

Institutional Shares

     (723,126      (485,834

Service Shares

     (1,362,167      (559,643
Total distributions to shareholders      (2,085,293      (1,045,477
     
     
From share transactions:              

Proceeds from sales of shares

     45,783,221         51,059,219   

Reinvestment of distributions

     2,085,293         1,045,477   

Cost of shares redeemed

     (52,122,094      (51,157,583
Net increase (decrease) in net assets resulting from share transactions      (4,253,580      947,113   
TOTAL INCREASE (DECREASE)      61,957,366         (10,153,656
     
     
Net assets:              

Beginning of year

     348,226,557         358,380,213   

End of year

   $ 410,183,923       $ 348,226,557   
Undistributed net investment income    $ 553,553       $ 203,643   

 

The accompanying notes are an integral part of these financial statements.   13


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

          Income (loss) from
investment operations
                                                 
Year - Share Class   Net asset
value,
beginning
of year
    Net
investment
income
(loss)(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    Distributions
from net
investment
income
    Net asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
   

Ratio of
net investment
income (loss)
to average

net assets

    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012 - Institutional

  $ 11.64      $ 0.10 (d)    $ 2.21      $ 2.31      $ (0.09   $ 13.86        19.83   $ 106,119        0.80     0.84     0.79 %(d)      42

2012 - Service

    11.63        0.07 (d)      2.21        2.28        (0.06     13.85        19.57        304,065        1.05        1.09        0.56 (d)      42   

2011 - Institutional

    12.01        0.06        (0.37     (0.31     (0.06     11.64        (2.62     102,018        0.83        0.85        0.47        35   

2011 - Service

    12.00        0.03        (0.37     (0.34     (0.03     11.63        (2.86     246,208        1.08        1.10        0.23        35   

2010 - Institutional

    10.89        0.05        1.12        1.17        (0.05     12.01        10.74        120,027        0.86        0.86        0.49        38   

2010 - Service

    10.88        0.03        1.11        1.14        (0.02     12.00        10.50        238,353        1.11        1.11        0.24        38   

2009 - Institutional

    7.40        0.03        3.50        3.53        (0.04 )(e)      10.89        47.75        125,258        0.85        0.85        0.35        64   

2009 - Service

    7.39        0.01        3.50        3.51        (0.02 )(e)      10.88        47.50        219,909        1.10        1.10        0.10        64   

2008 - Institutional

    12.73        0.02        (5.34     (5.32     (0.01     7.40        (41.67     95,218        0.81        0.81        0.20        44   

2008 - Service

    12.73        (0.01     (5.33     (5.34           7.39        (41.86     167,930        1.06        1.06        (0.05     44   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Reflects income recognized from non-recurring special dividends which amounted to $0.04 per share and 0.27% of average net assets.
(e) Includes a return of capital amounting to less than $0.005 per share.

 

The accompanying notes are an integral part of these financial statements.    14   


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Strategic Growth Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional Shares and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agent fees. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the respective Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

E.  Commission Recapture — GSAM, on behalf of the Fund, may direct portfolio trades, subject to seeking best execution, to various brokers who have agreed to rebate a portion of the commissions generated. Such rebates are made directly to the Fund as cash payments and are included in net realized gain (loss) from investments on the Statement of Operations.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C. Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments      $ 405,432,660         $         $   

For further information regarding security characteristics, see the Schedule of Investments.

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

For the fiscal year ended December 31, 2012, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Fee Rate        
First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Fee Rate
 
  0.75%        0.68     0.65     0.64     0.63     0.75     0.71 %* 

 

* GSAM agreed to waive a portion of its management fee in order to achieve the effective net management rate shown above through at least April 27, 2013. Prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM waived approximately $156,500 of its management fee.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of Institutional and Service Shares.

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.114%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM did not make any reimbursements to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the fiscal year ended December 31, 2012, custody fee credits were approximately $3,500.

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $244,600, $63,700, and $6,900 for management, distribution and service, and transfer agent fees, respectively.

E.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

5.    PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were $164,545,409 and $168,590,198, respectively.

6.    TAX INFORMATION

The tax character of distributions paid during the fiscal years ended December 31, 2011 and December 31, 2012 was as follows:

 

        2011        2012  
Distributions paid from ordinary income      $ 1,045,477         $ 2,085,293   

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 553,553   
Capital loss carryforwards:(1)   

Expiring 2016

     (10,256,176

Expiring 2017

     (43,614,413
Total capital loss carryforwards    $ (53,870,589
Timing differences (Post October Loss Deferrals)      (1,048,023
Unrealized gains — net      91,928,323   
Total accumulated gains — net    $ 37,563,264   

 

(1) Expiration occurs on December 31 of the year indicated. The Fund had capital loss carryforwards of $13,219,787 that were utilized in the current fiscal year.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

 

 

6.    TAX INFORMATION (continued)

 

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 313,504,337   
Gross unrealized gain      101,347,743   
Gross unrealized loss      (9,419,420
Net unrealized security gain    $ 91,928,323   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

7.    OTHER RISKS

The Fund’s risks include, but are not limited to, the following:

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

7.    OTHER RISKS (continued)

 

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

8.    INDEMNIFICATIONS

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

9.    OTHER MATTERS

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

10.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

 

 

11.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Fiscal Year Ended
December 31, 2012
    For the Fiscal Year Ended
December 31, 2011
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      423,916      $ 5,609,432        538,621      $ 6,419,175   
Reinvestment of distributions      52,249        723,126        41,918        485,834   
Shares redeemed      (1,585,202     (21,069,391     (1,809,316     (21,631,128
       (1,109,037     (14,736,833     (1,228,777     (14,726,119
Service Shares         
Shares sold      3,030,601        40,173,789        3,737,423        44,640,044   
Reinvestment of distributions      98,565        1,362,167        48,328        559,643   
Shares redeemed      (2,341,598     (31,052,703     (2,477,738     (29,526,455
       787,568        10,483,253        1,308,013        15,673,232   
NET INCREASE (DECREASE)      (321,469   $ (4,253,580     79,236      $ 947,113   

 

23


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Strategic Growth Fund (the “Fund”) at December 31, 2012 and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, brokers, and the application of alternative auditing procedures where securities purchased confirmations had not been received, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of 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, 2012 through December 31, 2012.

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges, redemption fees or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

Share Class   Beginning
Account Value
7/01/12
    Ending
Account Value
12/31/12
    Expenses Paid
for the
6  Months
Ended
12/31/12
*
 
Institutional        
Actual   $ 1,000      $ 1,075.90      $ 4.23   
Hypothetical 5% return     1,000        1,021.06     4.12   
Service        
Actual     1,000        1,075.20        5.53   
Hypothetical 5% return     1,000        1,019.81     5.38   

 

* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.81% and 1.06% for the Institutional and Service Shares, respectively.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         
* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age  

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years

James A. McNamara
200 West Street

New York, NY 10282
Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).

George F. Travers 30 Hudson Street

Jersey City, NJ 07302
Age: 44

  Senior Vice President and Principal Financial Officer   Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.

Caroline Kraus

200 West Street

New York, NY 10282
Age: 35

  Secretary   Since 2012  

Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh
200 West Street

New York, NY 10282
Age: 41

  Treasurer and Senior Vice President   Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     
1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

For the year ended December 31, 2012, 100% of the dividends paid from net investment company taxable income by the Strategic Growth Fund qualify for the dividends received deduction available to corporations.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities for the 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Strategic Growth Fund.

©2013 Goldman Sachs. All rights reserved.

VITGRWAR13/92377.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic International Equity Fund

Annual Report

December 31, 2012

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic International Equity Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Strategic International Equity Fund invests primarily in a diversified portfolio of equity investments in companies that are organized outside the United States or whose securities are principally traded outside the United States. The Fund’s equity investments are subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. Foreign and emerging market securities may be more volatile and less liquid than investments in U.S. securities and will be subject to the risks of currency fluctuations and adverse economic or political developments.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs International Equity Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic International Equity Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated average annual total returns of 21.17% and 20.82%, respectively. These returns compare to the 17.27% average annual total return of the Fund’s benchmark, the MSCI Europe, Australasia, Far East (EAFE) Index* (net, unhedged) (the “MSCI EAFE Index”), during the same time period.

What economic and market factors most influenced the international equity markets as a whole during the Reporting Period?

International equities, as measured by the MSCI EAFE Index, gained 17.27% in U.S. dollar terms during the Reporting Period, with broad participation from country markets and sectors. Europe’s ongoing sovereign debt issues, the state of the global economy and strong central bank actions heavily influenced international equity markets during the Reporting Period.

Strong performance during the first quarter of 2012 reflected optimism on the U.S. economic recovery and on Europe’s prospects for resolving the sovereign debt crisis. In addition, several major central banks continued policies or took new actions to ease monetary policy. The U.S. Federal Reserve (the “Fed”) committed to low interest rates until at least late-2014; the European Central Bank (“ECB”) provided liquidity through its longer-term refinancing operation (“LTRO”), which offset widespread downgrades of sovereign debt by Standard & Poor’s; and the Bank of Japan surprised markets with monetary policy easing in the form of increased asset purchases.

In the second quarter of 2012, however, equity markets erased earlier gains in reaction to worrisome headlines in Europe and weaker than expected economic data out of the U.S., China and several faster growing regions. Spain’s banking system required a bailout; a Greek exit from the European Monetary Union (“EMU”) looked possible again; and Spanish and Italian bond yields hovered near unsustainable levels. In Japan, despite further easing from the Bank of Japan, the yen rose and pressured Japanese equities.

After steep declines in May 2012, international equities began a seven-month rally into the end of 2012, spurred by strong central bank actions. European equity markets cheered ECB president Mario Draghi’s commitment to the euro and the ECB’s pledge to buy unlimited amounts of short-term government bonds. Still, manufacturing and services data released during the third calendar quarter suggested Europe still faced economic challenges. Despite the Bank of Japan’s extension and increase of its asset purchase program, Japanese equities significantly underperformed the MSCI EAFE Index during the third quarter of 2012 following disappointing Gross Domestic Product (“GDP”) growth for the previous quarter and an increase in the trade deficit. An escalating territory dispute with China and domestic political uncertainty further unsettled the Japanese equity market. Adding to the global monetary easing, the U.S. Fed announced in September another round of quantitative easing, dubbed QE3, with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015.

After a strong third quarter, equity markets paused in October 2012 ahead of a tight U.S. presidential election race and a pending leadership change in China. Both events took place in November and offered few surprises or changes but relieved the uncertainty that dominated investor sentiment. A number of positive developments around the world also boosted investor sentiment and sparked a rally into the end of 2012. Approval for Spain’s plan to restructure its banks and an agreement among finance ministers to reschedule some of Greece’s debt and release aid to the country lifted European equity markets late in the year. The Japanese equity market rose sharply into the end of the year on hopes the newly elected prime minister there would focus on weakening the yen and establishing an inflation target. Indeed, the yen weakened notably against the U.S. dollar late in the year, which drove strong returns

 

*  The unmanaged MSCI EAFE Index (unhedged) is a market-capitalization-weighted composite of securities in 21 developed markets. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

in the local Japanese equity market, as it was perceived as good for Japan’s export-oriented economy. Lastly, improving economic data from China and the U.S. late in the year improved sentiment on the global economy and lifted equity markets broadly.

For the Reporting Period as a whole, all regions and country equity markets within the MSCI EAFE Index gained ground, with the exception of Israel, which posted negative returns. The Asia ex-Japan region performed best, as growth prospects there improved through the year. From a sector perspective, financials performed best within the MSCI EAFE Index, with its exceptionally strong performance largely driven by significant monetary easing throughout the year. The energy sector significantly underperformed the MSCI EAFE Index during the Reporting Period, as oil prices remained relatively constant, balancing continued unrest in several oil-producing countries with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

What key factors were responsible for the Fund’s performance during the Reporting Period?

The Fund’s outperformance of the MSCI EAFE Index during the Reporting Period can be primarily attributed to individual stock selection.

What were some of the Fund’s best-performing individual stocks?

The greatest contributors to Fund performance relative to the MSCI EAFE Index during the Reporting Period were French bank Societe Generale, German pharmaceutical company Bayer and Japanese real estate company Mitsubishi Estate.

Societe Generale performed particularly well during the Reporting Period as it proved to be more resilient than investors originally expected. The bank continued to improve its capital position and reduce its balance sheet.

The Fund’s investment in Bayer was a top contributor to portfolio returns and drove performance in the health care sector. After announcing strong results in July 2012, Bayer increased its guidance numbers, which contributed to an increase in its stock price. We also saw positive news in its pipeline, as it was reported that Stivarga, Bayer’s new cancer drug, had been approved by the FDA, and Eylea, Bayer’s new injection drug, had received positive recommendations.

Mitsubishi Estate performed well, as office fundamentals in Japan improved. There was a market expectation that vacancy rates might have peaked. Indeed, Tokyo’s office vacancy rate in October 2012 was 8.74% as compared to 8.90% in September 2012, making it four consecutive months of declines from the 9.43% office vacancy rate in June 2012. Anticipation of rent increases in the near future further boosted optimism regarding this real estate company.

Which stocks detracted significantly from the Fund’s performance during the Reporting Period?

The biggest detractors from Fund performance relative to the MSCI EAFE Index during the Reporting Period were Japanese electronic equipment manufacturer Mitsubishi Electric, U.K. oil and gas exploration and production company BG Group and Japanese personal care products manufacturer Unicharm.

Shares of Mitsubishi Electric were weak during the Reporting Period on the back of an announcement that the company overcharged on defense and aerospace projects ordered by Japan’s Defense Ministry, which the company confirmed to be true. We eliminated the Fund’s position in Mitsubishi Electric by the end of the Reporting Period.

Shares of BG Group fell substantially during the Reporting Period and most especially in October 2012 following a profit warning and the announcement that the company’s production growth rate would be flat in 2013. Our investment thesis for BG Group was that we believed it has the best organic growth potential amongst the global oil majors, mainly driven by developments in Brazil and Australia. The company attributed the slide in its production outlook to a series of delays on projects in the North Sea, Egypt, the U.S. and Brazil. While we were disappointed by this news, it is important to recognize that production expectations for 2014 and beyond remained intact. We think the market overreacted to the company’s news, and so we held the position at the end of the Reporting Period and continued to monitor the situation.

Unicharm’s stock lagged the MSCI EAFE Index due to concerns about its decline in sales after political tensions between China and Japan rose. Unicharm has meaningful sales exposure in China. The stock also lagged due to the company’s perceived defensive nature during the fourth calendar quarter when the international equity markets rallied, favoring more economically-sensitive stocks.

Which equity market sectors most significantly affected Fund performance?

Effective security selection within the telecommunication services, consumer discretionary and financials sectors contributed positively to the Fund’s performance relative to the MSCI EAFE Index during the Reporting Period. The Fund’s underweighted positions in the comparatively weak telecommunication services and consumer discretionary sectors relative to the MSCI EAFE Index also added value.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Security selection in the utilities and consumer staples sectors detracted most from the Fund’s relative results during the Reporting Period. The Fund’s overweighted allocation to the lagging energy sector also weighed negatively on performance as did its underweighted allocation to the stronger financials sector.

Which countries or regions most affected the Fund’s performance during the Reporting Period?

Typically, the Fund’s individual stock holdings will significantly influence the Fund’s performance within a particular country or region relative to the MSCI EAFE Index. This effect may be even more pronounced in countries that represent only a modest proportion of the MSCI EAFE Index.

That said, the Fund’s stock selection in Japan, the U.K. and Italy contributed most positively to the Fund’s returns relative to the MSCI EAFE Index. The countries that detracted most from the Fund’s performance during the Reporting Period were Germany, Hong Kong and the Czech Republic, where positioning overall hurt.

How did the Fund use derivatives and similar instruments during the Reporting Period?

During the Reporting Period, we did not use derivatives to hedge positions or as part of an active management strategy, but we used index futures, on an opportunistic basis, to ensure the portfolio remained almost fully exposed to equities following cash inflows or stock sales.

Did the Fund make any significant purchases or sales during the Reporting Period?

During the Reporting Period, we established Fund positions in Toyota Motor, Shire and Vinci, as we believe each is a quality company with an attractive valuation.

We established a Fund position in Japanese automobile manufacturer Toyota Motor. We expected the company’s earnings to recover sharply with its rising utilization rate following a period when it had experienced production damage due to supply chain disruption from the earthquake in Japan and the flood in Thailand.

There were three key reasons why we initiated a Fund position in Shire, one of the world’s leading specialty biopharmaceutical companies. First was growth prospects of the company’s ADHD (attention deficit hyperactivity disorder) franchise. Approximately 40% of the company’s sales come from products that treat the ADHD specialist condition. The ADHD market is growing at approximately 11% annually, and we believe Shire should be well positioned to gain market share, especially in Europe where there is currently little competition in this market. The second reason was Shire’s sustainable enzyme replacement therapy business. Enzyme replacement therapy is a medical treatment replacing an enzyme in patients in whom that particular enzyme is deficient or absent. Shire has four drugs in this space, which amount to approximately 30% of the company’s sales. The attractive aspect of this business area is that it is an orphan drug market characterized by long intellectual property (“IP”) periods and strong pricing, and thus we expect this to help drive Shire’s profitability. (An orphan drug is a pharmaceutical agent that has been developed specifically to treat a rare medical condition, the condition itself being referred to as an orphan disease. The assignment of orphan status to a disease and to any drugs developed to treat it is a matter of public policy in many countries. In the case of health care companies, a long IP period means that long patents on one or more products exist.) Third, we believed that Shire was attractively valued at the time of our purchase, and the market was not fully appreciating the growth prospects of the company.

Vinci is a concessions and construction company based in France. Despite the historically stable nature of Vinci’s construction and infrastructure business, the stock had been sold off heavily on the back of French political uncertainty and broader European concerns. We believed the election of French Prime Minister Francois Hollande would benefit the company, as he indicated he may increase investment in infrastructure. We also considered Vinci’s valuation attractive at the time of purchase.

We exited the Fund’s positions in BASF, Zurich Insurance Group and UBS during the Reporting Period.

We sold the Fund’s position in German-based chemical company BASF in order to take profits, as the stock had performed well since it bottomed in October 2011. We reallocated the sales proceeds into one of the world’s leading suppliers of standard and specialty fertilizers, K&S, a name we believe to have greater potential upside.

We eliminated the Fund’s position in Zurich Insurance Group, as we had greater conviction in an Asian-based insurer, AIA Group, which we believe is in a more attractive market with greater growth potential.

After news of a restructuring, shares of Swiss diversified banking institution UBS performed well, and we eliminated the Fund’s position to take profits.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Were there any notable changes in the Fund’s weightings during the Reporting Period?

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making regional, country, sector or industry bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector or country weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, there were no notable changes in the Fund’s sector or country weightings during the Reporting Period.

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of December 2012, the Fund had greater weightings than the MSCI EAFE Index in the consumer discretionary, health care, industrials and energy sectors. The Fund had underweighted allocations to the materials, financials, telecommunication services and utilities sectors and was rather neutrally weighted to the MSCI EAFE Index in the information technology and consumer staples sectors at the end of the Reporting Period.

From a country perspective, the Fund had greater positions in the U.K., France, China, Finland, Russia and South Korea relative to the MSCI EAFE Index at the end of December 2012. The Fund had less exposure to Australia, Germany and Hong Kong than the MSCI EAFE Index at the end of the Reporting Period. On the same date, the Fund had rather neutral exposures to the remaining components of the MSCI EAFE Index.

As always, we remained focused on individual stock selection, with sector and country positioning being a secondary, but closely monitored, effect.

What is the Fund’s tactical view and strategy for the months ahead?

We live in a world in transition. While most advanced economies continue to face significant fiscal challenges, low growth prospects and high unemployment, many growth and emerging markets are enjoying vibrant and expanding economies. Yet even China, the largest growth market, is itself evolving, from infrastructure-driven growth to a higher quality, more balanced economy. We expect this global economic transition will create many investment opportunities as it unfolds. In the near term, we estimate we will see below-trend global GDP growth of 3.6% for 2013.1

That said, we believe there are companies in all regions of the world that can grow faster than the global GDP average and stocks that will return more than the broader market averages. Our stock selection philosophy and process reflect two main themes. First, we seek to invest in the highest portion of the value chain. We favor business models that can win in a variety of market conditions, have high barriers to entry and/or less risk. An important part of our stock selection process also considers these top companies in light of potential alternatives in other industries, sectors and regions.

Second, we are looking to gain exposure to secular growth, any way we can get it. We like companies with secular growth because we believe they can better control their own destinies, regardless of where we are in the business or economic cycle. Many qualities of a good business offer secular growth opportunities — a specialized niche, a strong brand, new technology or potential for market penetration, market share gains or new end-markets. These advantages often translate to premium valuations or near-term earnings. However, we are willing to pay for this growth potential when we judge it to be sustainable and when it is coupled with high returns on capital, particularly in light of modest global GDP growth and corporate earnings outlooks. In this transitioning world, we believe companies with secular growth will be better able to retain margins, which, in our view, are peaking for many other firms. We believe companies that can better protect profits will be rewarded.

Not surprisingly, companies with secular growth are often benefiting from broader secular growth trends that cut across almost all industries and regions of the world. Two of the biggest themes currently expressed in the Fund are the expansion of the growth markets’ middle class and the growing demand for mobile data. Indeed, the growth markets consumer may be one of the biggest themes of the decade. An additional three billion people are expected to enter the middle and high income classes by 2050, as large and relatively young populations expand workforces and have more discretionary income.2 We also believe many companies across the information technology, telecommunications and media sectors will continue to benefit from the long-term growth of mobile data.

Going forward, we believe equities are likely to look attractive versus other asset classes, as we expect interest rates to remain low in light of modest expectations for global economic growth. In addition, we think companies may take advantage of low financing rates and put high levels of cash to work via mergers and acquisitions, further supporting valuations. Overall, we believe that we have positioned the Fund with many higher quality stocks. We believe their better growth profiles and business models can drive

 

5


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

returns in a market without a strong macro kick. As always, we continue to focus on building the Fund’s quality portfolio through intense bottom-up research and believe such a disciplined strategy will help us position the Fund effectively in these still uncertain times.

 

1  Source: Office of the Chairman, GSAM, The Outlook for 2013 and 2014, November 2012.
2  Source: Goldman Sachs Global ECS (Economics, Commodities and Strategy) Research, February 2011. Change in the number of people with incomes above $6,000 in 2007 PPP. Middle income class: $6,000 — $30,000. High income: over $30,000.

 

6


FUND BASICS

 

Strategic International Equity Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year     Five Years     Ten Years     Since Inception     Inception Date
Institutional      21.17     -4.59     6.17     3.14   1/12/98
Service      20.82        -4.81        N/A        -0.36      1/09/06

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Institutional Shares and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)        
Institutional        1.00      1.07   
Service        1.25         1.32        

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations), are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

Portfolio Composition

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding  

% of

Net Assets

     Line of Business    Country
Novartis AG (Registered)     4.5%       Pharmaceuticals, Biotechnology & Life Sciences    Switzerland
HSBC Holdings PLC     4.3       Banks    United Kingdom
Rio Tinto PLC     3.5       Materials    United Kingdom
BP PLC     2.7       Energy    United Kingdom
Telefonaktiebolaget LM Ericsson Class B     2.6       Technology Hardware & Equipment    Sweden
Westpac Banking Corp.     2.2       Banks    Australia
Bayer AG (Registered)     2.2       Pharmaceuticals, Biotechnology & Life Sciences    Germany
Vodafone Group PLC     2.2      

Telecommunication Services

   United Kingdom
Sumitomo Mitsui Financial Group Inc.     2.2       Banks    Japan
Vinci SA     2.1       Capital Goods    France

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

7


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

LOGO

 

 

4  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. Underlying sector allocations of exchange traded funds (“ETFs”) held by the Fund are not reflected in the graph above. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

8


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on January 1, 2003 in the Institutional Shares at NAV. For comparative purposes, the performance of the Fund’s benchmark, the MSCI EAFE Index (unhedged, net, with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. Performance of Service Shares will vary from Institutional Shares due to differences in class specific fees. In addition to the investment adviser’s decisions regarding issuer/industry/country investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Strategic International Equity Fund’s 10 Year Performance

Performance of a $10,000 investment, with distributions reinvested, from January 1, 2003 through December 31, 2012.

 

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Ten Years    Since Inception

Institutional (Commenced January 12, 1998)

   21.17%    -4.59%    6.17%    3.14%

Service (Commenced January 9, 2006)

   20.82%    -4.81%    N/A    -0.36%

 

 

9


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 97.3%   

 

Australia – 3.6%

  
  709,373       Aurizon Holdings Ltd. (Transportation)    $ 2,789,529   
  158,200       Westpac Banking Corp. (Banks)      4,334,648   
     

 

 

 
        7,124,177   

 

 

 

 

Belgium – 1.7%

  
  37,740       Anheuser-Busch InBev NV (Food, Beverage & Tobacco)      3,286,571   

 

 

 

 

China – 0.8%

  
  2,734,000       China Citic Bank Corp. Ltd. Class H (Banks)      1,656,860   

 

 

 

 

Finland – 2.8%

  
  121,983       Fortum Oyj (Utilities)      2,283,634   
  78,225       Nokian Renkaat Oyj (Automobiles & Components)      3,133,466   
     

 

 

 
        5,417,100   

 

 

 

 

France – 13.2%

  
  15,636       Air Liquide SA (Materials)      1,975,416   
  13,380       Air Liquide SA-Prime De Fidelite (Materials)*      1,690,398   
  88,211       AXA SA (Insurance)      1,583,897   
  58,590       BNP Paribas SA (Banks)      3,335,529   
  68,228       Compagnie Generale de Geophysique-Veritas (Energy)*      2,073,198   
  82,292       JCDecaux SA (Media)      1,964,224   
  14,439       LVMH Moet Hennessy Louis Vuitton SA (Consumer Durables & Apparel)      2,664,820   
  61,928       Safran SA (Capital Goods)      2,681,912   
  73,281       Total SA (Energy)      3,813,022   
  84,535       Vinci SA (Capital Goods)      4,070,116   
     

 

 

 
        25,852,532   

 

 

 

 

Germany – 5.2%

  
  44,800       Bayer AG (Registered) (Pharmaceuticals, Biotechnology & Life Sciences)      4,272,207   
  29,188       Bayerische Motoren Werke AG (Automobiles & Components)      2,840,312   
  38,460       Beiersdorf AG (Household & Personal Products)      3,149,130   
     

 

 

 
        10,261,649   

 

 

 

 

Hong Kong – 2.9%

  
  741,795       AIA Group Ltd. (Insurance)      2,942,208   
  706,000       Belle International Holdings Ltd. (Retailing)      1,561,372   
  386,000       China Mengniu Dairy Co. Ltd. (Food, Beverage & Tobacco)      1,103,329   
     

 

 

 
        5,606,909   

 

 

 

 

India – 0.9%

  
  47,981       Hero Motocorp Ltd. (Automobiles & Components)      1,679,146   

 

 

 
  Common Stocks – (continued)   

 

Ireland – 2.9%

  
  40,754       Kerry Group PLC Class A (Food, Beverage & Tobacco)    $ 2,152,663   
  117,952       Shire PLC (Pharmaceuticals, Biotechnology & Life Sciences)      3,628,336   
     

 

 

 
        5,780,999   

 

 

 

 

Japan – 19.8%

  
  55,600       Astellas Pharma, Inc. (Pharmaceuticals, Biotechnology & Life Sciences)      2,499,865   
  12,300       FANUC Corp. (Capital Goods)      2,288,410   
  101,400       Hitachi High-Technologies Corp. (Technology Hardware & Equipment)      2,098,337   
  368,000       Isuzu Motors Ltd. (Automobiles & Components)      2,196,012   
  50,600       Jafco Co. Ltd. (Diversified Financials)      1,497,820   
  93,500       Komatsu Ltd. (Capital Goods)      2,399,247   
  258,000       Kubota Corp. (Capital Goods)      2,966,328   
  132,200       LIXIL Group Corp. (Capital Goods)      2,948,791   
  162,000       Mitsubishi Estate Co. Ltd. (Real Estate)      3,878,394   
  106,500       Seven & I Holdings Co. Ltd. (Food & Staples Retailing)      3,002,317   
  116,100       Sumitomo Mitsui Financial Group, Inc. (Banks)      4,219,285   
  336,000       Tokyo Gas Co. Ltd. (Utilities)      1,535,203   
  86,200       Toyota Motor Corp. (Automobiles & Components)      4,025,208   
  62,400       Unicharm Corp. (Household & Personal Products)      3,242,590   
     

 

 

 
        38,797,807   

 

 

 

 

Netherlands – 2.5%

  
  293       Royal Dutch Shell PLC Class A (Energy)      10,170   
  28,397       Royal Dutch Shell PLC Class B (Energy)      1,013,101   
  102,914       Unilever NV CVA (Food, Beverage & Tobacco)      3,937,859   
     

 

 

 
        4,961,130   

 

 

 

 

Russia – 1.8%

  
  30,566       OAO Lukoil ADR (Energy)      2,052,229   
  122,482       Sberbank of Russia ADR (Banks)(a)      1,535,568   
     

 

 

 
        3,587,797   

 

 

 

 

South Africa – 0.8%

  
  419,575       Nampak Ltd. (Materials)      1,581,454   

 

 

 

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

South Korea – 1.7%

  
  29,170       Kia Motors Corp. (Automobiles & Components)    $ 1,551,074   
  1,248       Samsung Electronics Co. Ltd. (Semiconductors & Semiconductor Equipment)      1,793,126   
     

 

 

 
        3,344,200   

 

 

 

 

Sweden – 3.8%

  

  104,860       Scania AB Class B (Capital Goods)      2,180,185   
  514,245       Telefonaktiebolaget LM Ericsson Class B (Technology Hardware & Equipment)      5,194,517   
     

 

 

 
        7,374,702   

 

 

 

 

Switzerland – 8.6%

  
  100,684       Credit Suisse Group AG (Registered) (Diversified Financials)*      2,457,331   
  138,282       Novartis AG (Registered) (Pharmaceuticals, Biotechnology & Life Sciences)      8,735,728   
  13,237       Roche Holding AG (Pharmaceuticals, Biotechnology & Life Sciences)      2,676,272   
  9,878       Sulzer AG (Registered) (Capital Goods)      1,563,383   
  31,464       Wolseley PLC (Capital Goods)      1,504,569   
     

 

 

 
        16,937,283   

 

 

 

 

United Kingdom – 24.3%

  
  283,231       Abcam PLC (Pharmaceuticals, Biotechnology & Life Sciences)      1,772,514   
  179,398       BG Group PLC (Energy)      2,992,325   
  764,986       BP PLC (Energy)(a)      5,318,882   
  138,642       Burberry Group PLC (Consumer Durables & Apparel)      2,786,909   
  510,000       Direct Line Insurance Group PLC (Insurance)*      1,792,808   
  788,888       HSBC Holdings PLC (Banks)      8,359,667   
  53,459       Imperial Tobacco Group PLC (Food, Beverage & Tobacco)      2,072,690   
  164,750       Inmarsat PLC (Telecommunication Services)      1,588,027   
  421,376       Melrose Industries PLC (Capital Goods)      1,547,811   
  170,180       Reed Elsevier PLC (Media)      1,796,701   
  118,734       Rio Tinto PLC (Materials)      6,925,239   
  516,554       Royal Bank of Scotland Group PLC (Banks)*      2,760,947   
  53,716       Schroders PLC (Diversified Financials)      1,492,475   

 

 

 
  Common Stocks – (continued)   

 

United Kingdom – (continued)

  
  55,895       Spirax-Sarco Engineering PLC (Capital Goods)    $ 2,092,906   
  1,691,247       Vodafone Group PLC (Telecommunication Services)      4,257,318   
     

 

 

 
        47,557,219   

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $174,810,414)    $ 190,807,535   

 

 

 
     
  Preferred Stock – 0.5%   

 

Germany – 0.5%

  
  11,130       Sartorius AG Preference Shares (Health Care Equipment & Services)    $ 988,355   
  (Cost $970,343)   

 

 

 
     
  Exchange Traded Fund – 1.0%   

 

Japan – 1.0%

  
  206,417       iShares MSCI Japan Index Fund    $ 2,012,566   
  (Cost $1,938,214)   

 

 

 
  TOTAL INVESTMENTS – 98.8%   
  (Cost $177,718,971)    $ 193,808,456   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.2%

     2,313,268   

 

 

 
  NET ASSETS – 100.0%    $ 196,121,724   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.

 

Investment Abbreviations:
ADR     American Depositary Receipt
CVA     Dutch Certification

 

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Schedule of Investments (continued)

December 31, 2012

 

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
EURO STOXX 50 Index        47         March 2013      $ 1,622,285         $ (19,319

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments, at value (cost $177,718,971)

   $ 193,808,456   

Cash

     2,282,485   

Foreign currencies, at value (cost $83,303)

     83,436   

Receivables:

  

Foreign tax reclaims

     168,867   

Dividends

     163,375   

Fund shares sold

     17,898   
Total assets      196,524,517   
  
Liabilities:       

Payables:

       

Amounts owed to affiliates

     172,719   

Fund shares redeemed

     147,367   

Futures variation margin

     14   

Accrued expenses

     82,693   
Total liabilities      402,793   
  
Net Assets:       

Paid-in capital

     306,145,473   

Undistributed net investment income

     254,039   

Accumulated net realized loss

     (126,352,986

Net unrealized gain

     16,075,198   
NET ASSETS    $ 196,121,724   

Net Assets:

  

Institutional

   $ 56,872,203   

Service

     139,249,521   

Total Net Assets

   $ 196,121,724   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

  

Institutional

     6,647,219   

Service

     16,248,657   

Net asset value, offering and redemption price per share:

  

Institutional

     $8.56   

Service

     8.57   

 

The accompanying notes are an integral part of these financial statements.   13


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement of Operations

For the Fiscal Year Ended December 31, 2012

 

  
Investment income:       

Dividends (net of foreign taxes withheld of $369,479)

   $ 5,763,506   

Interest

     1,386   
Total investment income      5,764,892   
  
  
Expenses:       

Management fees

     1,619,663   

Distribution and Service fees — Service Class

     334,442   

Custody and accounting fees

     125,779   

Professional fees

     81,903   

Printing and mailing costs

     80,055   

Transfer Agent fees(a)

     38,106   

Trustee fees

     15,223   

Other

     10,892   
Total expenses      2,306,063   

Less — expense reductions

     (120,149
Net expenses      2,185,914   
NET INVESTMENT INCOME      3,578,978   
  
  
Realized and unrealized gain:       

Net realized gain from:

  

Investments

     5,803,580   

Futures contracts

     829,662   

Foreign currency transactions

     34,221   

Net change in unrealized gain on:

  

Investments

     26,189,648   

Futures contracts

     48,846   

Foreign currency translation

     24,480   
Net realized and unrealized gain      32,930,437   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 36,509,415   

(a) Institutional and Service Shares had Transfer Agent fees of $11,353 and $26,753, respectively.

 

14   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statements of Changes in Net Assets

    

For the

Fiscal Year Ended
December 31, 2012

    

For the

Fiscal Year Ended
December 31, 2011

 
     
From operations:              

Net investment income

   $ 3,578,978       $ 6,208,000   

Net realized gain

     6,667,463         3,254,333   

Net change in unrealized gain (loss)

     26,262,974         (41,731,642
Net increase (decrease) in net assets resulting from operations      36,509,415         (32,269,309
     
     
Distributions to shareholders:              

From net investment income

     

Institutional Shares

     (1,162,337      (2,178,755

Service Shares

     (2,511,176      (4,515,597
Total distributions to shareholders      (3,673,513      (6,694,352
     
     
From share transactions:              

Proceeds from sales of shares

     6,049,759         8,234,940   

Reinvestment of distributions

     3,673,513         6,694,352   

Cost of shares redeemed

     (28,382,757      (30,792,473
Net decrease in net assets resulting from share transactions      (18,659,485      (15,863,181
TOTAL INCREASE (DECREASE)      14,176,417         (54,826,842
     
     
Net assets:              

Beginning of year

     181,945,307         236,772,149   

End of year

   $ 196,121,724       $ 181,945,307   
Undistributed net investment income    $ 254,039       $ 90,361   

 

The accompanying notes are an integral part of these financial statements.   15


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of year
    Net
investment
income(a)
   

Net

realized and

unrealized
gain (loss)

    Total from
investment
operations
    From net
investment
income
   

From

net realized
gains

    Total
distributions
    Net asset
value,
end of
year
    Total
return(b)
   

Net assets,
end of
year

(in 000s)

    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
   

Ratio of
net investment
income

to average

net assets

    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012 - Institutional

  $ 7.20      $ 0.16      $ 1.38      $ 1.54      $ (0.18   $      $ (0.18   $ 8.56        21.17   $ 56,872        0.97     1.03     2.06     110

2012 - Service

    7.22        0.14        1.37        1.51        (0.16            (0.16     8.57        20.82        139,250        1.22        1.28        1.80        110   

2011 - Institutional

    8.82        0.26 (d)      (1.59     (1.33     (0.29            (0.29     7.20        (15.05     55,954        0.99        1.04        3.03 (d)      143   

2011 - Service

    8.83        0.24 (d)      (1.58     (1.34     (0.27            (0.27     7.22        (15.16     125,991        1.24        1.29        2.80 (d)      143   

2010 - Institutional

    8.11        0.11        0.73        0.84        (0.13            (0.13     8.82        10.36        77,558        1.02        1.05        1.38        112   

2010 - Service

    8.12        0.09        0.73        0.82        (0.11            (0.11     8.83        10.09        159,214        1.27        1.30        1.13        112   

2009 - Institutional

    6.41        0.13        1.71        1.84        (0.14            (0.14     8.11        28.69        82,015        1.07        1.07        1.80        118   

2009 - Service

    6.42        0.11        1.71        1.82        (0.12            (0.12     8.12        28.37        157,359        1.32        1.32        1.51        118   

2008 - Institutional

    13.76        0.32 (e)      (6.69     (6.37     (0.33     (0.65     (0.98     6.41        (45.87     74,149        1.12        1.12        2.95 (e)      165   

2008 - Service

    13.76        0.28 (e)      (6.67     (6.39     (0.30     (0.65     (0.95     6.42        (46.00     113,836        1.37        1.37        2.64 (e)      165   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Reflects income recognized from a corporate action which amounted to $0.11 per share and 1.33% of average net assets.
(e) Reflects income recognized from non-recurring special dividends which amounted to $0.12 per share and 1.12% of average net assets.

 

The accompanying notes are an integral part of these financial statements.    16   


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Strategic International Equity Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional Shares and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management International (“GSAMI”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract. Upfront payments on swaps are recognized over the contract’s term/event as realized gains or losses, with the exception of forward starting interest rate swaps whose realized gains or losses are recognized from the effective start date. For securities with paydown provisions, principal payments received are treated as a proportionate reduction to the cost basis of the securities and excess amounts are recorded as gains. For treasury inflation protected securities (“TIPS”), adjustments to principal due to inflation/deflation are reflected as increases/decreases to interest income with a corresponding adjustment to cost.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agent fees. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the respective Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carryforward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

E.  Foreign Currency Translation — The accounting records and reporting currency of the Fund are maintained in United States (“U.S.”) dollars. Assets and liabilities denominated in foreign currencies are translated into U.S. dollars using the current exchange rates at the close of each business day. The effect of changes in foreign currency exchange rates on investments is included within net realized and unrealized gain (loss) on investments. Changes in the value of other assets and liabilities as a result of fluctuations in foreign exchange rates are included in the Statement of Operations within net change in unrealized gain (loss) on foreign currency transactions. Transactions denominated in foreign currencies are translated into U.S. dollars on the date the transaction occurred, the effects of which are included within net realized gain (loss) on foreign currency transactions.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAMI’s assumptions in determining fair value measurement).

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAMI day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAMI regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

Derivative contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors.

Exchange-traded derivatives, including futures contracts, typically fall within Level 1 of the fair value hierarchy. Over-the-counter (“OTC”) derivatives are valued using market transactions and other market evidence, including market-based inputs to models, calibration to market-clearing transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC derivatives that trade in liquid markets, model inputs can generally be verified and model selection does not involve significant management judgment. OTC derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.

i.  Futures Contracts — Futures contracts are contracts to buy or sell a standardized quantity of a specified commodity or security and are valued based on exchanged settlement prices or independent market quotes. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price for long positions and at the last ask price for short positions, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund deposits cash or securities in an account on behalf of the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by the Fund equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAMI believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under valuation procedures approved by the trustees. GSAMI, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments               

North and South America

     $         $         $   

Other

       2,012,566           191,795,890 (a)           
Derivative Type                                 
Liabilities(b)               
Futures Contracts      $ (19,319      $        $   

 

(a) To adjust for the time difference between local market close and the calculation of net asset value, the Fund utilizes fair value model prices for international equities provided by an independent fair value service resulting in a Level 2 classification.
(b) Amount shown represents unrealized loss at fiscal year end.

For further information regarding security characteristics, see the Schedule of Investments.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

4.    INVESTMENTS IN DERIVATIVES

 

The following tables set forth, by certain risk types, the gross value of derivative contracts as of December 31, 2012. These instruments were used to meet the Fund’s investment objectives and to obtain and/or manage exposure related to the risks below. The value in the table below excludes the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk   Statement of Assets and Liabilities   Liabilities(a)  
Equity   Unrealized loss on futures variation margin     (19,319

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the fiscal year ended December 31, 2012. These gains (losses) should be considered in the context that these derivative contracts may have been executed to economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations   Net
Realized
Gain (Loss)
    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ 829,662      $ 48,846        41   

 

(a) Average number of contracts is based on the average of month end balances for the fiscal year ended December 31, 2012.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAMI manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAMI is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

For the fiscal year ended December 31, 2012, contractual and effective net management fees with GSAMI were at the following rates:

 

Contractual Management Fee Rate        
First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Fee Rate
 
  0.85%        0.77     0.73     0.72     0.71     0.85     0.81 %* 

 

* GSAMI agreed to waive a portion of its management fee in order to achieve the effective net management rate shown above through at least April 27, 2013. Prior to such date GSAMI may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAMI waived approximately $76,200 of its management fee.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of Institutional and Service Shares.

D.  Other Expense Agreements and Affiliated Transactions — GSAMI has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAMI for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.144%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAMI may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAMI reimbursed approximately $39,400 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the fiscal year ended December 31, 2012, custody fee credits were approximately $4,500.

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $140,200, $29,200, and $3,300 for management, distribution and service, and transfer agent fees, respectively.

E.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAMI or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

F.  Other Transactions with Affiliates — For the fiscal year ended December 31, 2012, Goldman Sachs earned approximately $4,000 in brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the Futures Commission Merchant, on behalf of the Fund.

6.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were $204,314,466 and $220,651,355, respectively.

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

7.    TAX INFORMATION

 

The tax character of distributions paid during the fiscal years ended December 31, 2011 and December 31, 2012 was as follows:

 

        2011        2012  
Distributions paid from ordinary income      $ 6,694,352         $ 3,673,513   

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 489,609   
Capital loss carryforwards:(1)   

Expiring 2016

     (57,900,490

Expiring 2017

     (63,558,058

Perpetual Long-term

     (1,610,541

Perpetual Short-term

     (2,192,681
Total capital loss carryforwards    $ (125,261,770
Unrealized gains — net      14,748,412   
Total accumulated losses — net    $ (110,023,749

 

(1) Expiration occurs on December 31 of the year indicated.

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 179,045,757   
Gross unrealized gain      20,096,621   
Gross unrealized loss      (5,333,922
Net unrealized security gain    $ 14,762,699   
Net unrealized loss on other investments      (14,287
Net unrealized gain    $ 14,748,412   

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

7.    TAX INFORMATION (continued)

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and differences in the tax treatment of passive foreign investment company investments.

In order to present certain components of the Fund’s capital accounts on a tax-basis, the Fund has reclassified $258,213 to undistributed net investment income from accumulated net realized gain (loss). These reclassifications have no impact on the net asset value of the Fund and result primarily from differences in the tax treatment of foreign currency transactions and passive foreign investment company investments.

GSAMI has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

8.    OTHER RISKS

The Fund’s risks include, but are not limited to, the following:

Foreign Custody Risk — A Fund that invests in foreign securities may hold such securities and foreign currency with foreign banks, agents, and securities depositories appointed by the Fund’s custodian (each a “Foreign Custodian”). In some countries, Foreign Custodians may be subject to little or no regulatory oversight or independent evaluation of their operations. Further, the laws of certain countries may place limitations on a Fund’s ability to recover its assets if a Foreign Custodian enters into bankruptcy. Investments in emerging markets may be subject to greater custody risks than investments in more developed markets. Custody services in emerging market countries are often undeveloped and may be less regulated than in more developed countries, and thus may not afford the same level of investor protection as would apply in developed countries.

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

8.    OTHER RISKS (continued)

 

Liquidity Risk —The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, be subject to government ownership controls, have delayed settlements and their prices may be more volatile than those of comparable securities in the U.S.

9.    INDEMNIFICATIONS

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAMI believes the risk of loss under these arrangements to be remote.

10.    OTHER MATTERS

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

11.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAMI has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

12.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Fiscal Year Ended
December 31, 2012
    For the Fiscal Year Ended
December 31, 2011
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      73,062      $ 567,927        125,795      $ 1,027,362   
Reinvestment of distributions      137,392        1,162,337        305,576        2,178,755   
Shares redeemed      (1,330,769     (10,618,859     (1,456,936     (12,601,962
       (1,120,315     (8,888,595     (1,025,565     (9,395,845
Service Shares         
Shares sold      701,586        5,481,832        906,394        7,207,578   
Reinvestment of distributions      296,479        2,511,176        632,436        4,515,597   
Shares redeemed      (2,209,838     (17,763,898     (2,107,462     (18,190,511
       (1,211,773     (9,770,890     (568,632     (6,467,336
NET DECREASE      (2,332,088   $ (18,659,485     (1,594,197   $ (15,863,181

 

27


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic International Equity Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Strategic International Equity Fund (the “Fund”) at December 31, 2012, the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of 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, 2012 through December 31, 2012.

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

Share Class   Beginning
Account Value
7/01/12
    Ending
Account Value
12/31/12
    Expenses Paid
for the
6 Months
Ended
12/31/12
*
 
Institutional        
Actual   $ 1,000      $ 1,126.30      $ 5.18   
Hypothetical 5% return     1,000        1,020.26     4.93   
Service        
Actual     1,000        1,126.20        6.52   
Hypothetical 5% return     1,000        1,019.00     6.19   

 

* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.97% and 1.22% for Institutional and Service Shares, respectively.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.

 

29


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

Name,
Address and Age1
  Position(s) Held
with the Trust
  Term of
Office and
Length of
Time Served2
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
    Other
Directorships
Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

30


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1

  Position(s) Held
with the Trust
  Term of
Office and
Length of
Time Served2
  Principal Occupation(s)
During Past 5 Years
  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
    Other
Directorships
Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         
* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

31


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age   Position(s) Held
With the Trust
  Term of
Office and
Length of
Time Served1
  Principal Occupation(s) During Past 5 Years
James A. McNamara
200  West Street
New York, NY 10282
Age: 50
  President and Trustee   Since
2007
  Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).
George F. Travers
30 Hudson Street

Jersey City, NJ 07302
Age: 44

  Senior Vice President
and Principal
Financial Officer
  Since
2009
  Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.
Caroline Kraus

200 West Street

New York, NY 10282
Age: 35

  Secretary   Since
2012
  Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).
Scott M. McHugh
200 West Street

New York, NY 10282
Age: 41

  Treasurer and Senior
Vice President
  Since
2009
  Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     
1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

        For the 2012 tax year, the Strategic International Equity Fund has elected to pass through a credit for taxes paid to foreign jurisdictions. The total amount of income received by the Strategic International Equity Fund from sources within foreign countries and possessions of the United States was $0.1667 per share, all of which is attributable to qualified passive income. The percentage of net investment income dividends paid by the Fund during the year ended December 31, 2012 from foreign sources was 96.64%. The total amount of foreign taxes paid by the Fund was $0.0161 per share.

 

32


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York, New York 10282

GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL

Investment Adviser

Christchurch Court, 10-15 Newgate Street London, EC1A 7HD, England, United Kingdom

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended December 31 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Economic and market forecasts presented herein reflect our judgment as of the date of this presentation and are subject to change without notice. These forecasts do not take into account the specific investment objectives, restrictions, tax and financial situation or other needs of any specific client. Actual data will vary and may not be reflected here. These forecasts are subject to high levels of uncertainty that may affect actual performance. Accordingly, these forecasts should be viewed as merely representative of a broad range of possible outcomes. These forecasts are estimated, based on assumptions, and are subject to significant revision and may change materially as economic and market conditions change. Goldman Sachs has no obligation to provide updates or changes to these forecasts. Case studies and examples are for illustrative purposes only.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Strategic International Equity Fund.

© 2013 Goldman Sachs. All rights reserved.

VITINTLAR13/92381.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Structured Small Cap Equity Fund

Annual Report

December 31, 2012

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Structured Small Cap Equity Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

The Goldman Sachs Structured Small Cap Equity Fund invests primarily in a broadly diversified portfolio of equity investments in small-capitalization U.S. issuers, including foreign issuers traded in the United States. The Fund’s equity investments will be subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. The securities of small- and mid-capitalization companies involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements. The Investment Adviser’s use of quantitative models to execute investment strategy may fail to produce the intended result. Different investment styles (e.g., “quantitative”) tend to shift in and out of favor, and at times the Fund may underperform other funds that invest in similar asset classes. The Fund may have a high rate of portfolio turnover, which involves correspondingly greater expenses which must be borne by the Fund, and is also likely to result in short-term capital gains taxable to shareholders.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Quantitative Investment Strategies Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Structured Small Cap Equity Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated average annual total returns of 12.79% and 12.47%, respectively. These returns compare to the 16.30% average annual total return of the Fund’s benchmark, the Russell 2000® Index* (with dividends reinvested) (the “Russell Index”) during the same time period.

What economic and market factors most influenced the equity markets as a whole during the annual period?

Representing the U.S. equity market, the S&P® 500 Index gained 15.96% during the Reporting Period to mark the fourth straight year of gains. The year 2012 started with the strongest first quarter since 1998 for the S&P® 500 Index. Also during the first quarter of 2012, the Dow Jones Industrial Average closed above 13,000 for the first time since May 2008, and the NASDAQ reached a new 11-year high. U.S. equities rose largely on evidence that the labor and manufacturing markets were improving. In addition, the Federal Reserve (the “Fed”) reaffirmed its commitment to low interest rates until at least late-2014.

U.S. equity markets slid, however, during the second quarter of 2012, when first quarter Gross Domestic Product (“GDP”) was revised down from 2.2% to 1.9% and employment reports suggested deterioration in the labor market. Spain’s banking system bailout and increasing concerns over Europe’s financial crisis weighed on global equity markets, including the U.S. equity market, as well. At the same time, disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown.

During the summer of 2012, U.S. equity markets rallied back on more strong statements from central banks. In September, the Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid-2015. In Europe, the European Central Bank (“ECB”) president Mario Draghi voiced strong support for the euro and the European Monetary Union, which was well received by financial markets in the U.S. Continued improvements in home prices and the Fed’s commitment to buy mortgage-backed securities increased hopes of a recovery in the housing market, which helped offset the downward pressures of lackluster economic growth and a stalled labor market.

There were increasing signs of economic recovery seen early in the fourth quarter of 2012. The U.S. reported better than expected third quarter GDP growth of 2%, the 13th consecutive quarter of economic expansion, and the unemployment rate dropped to 7.8%, the lowest rate seen since January 2009. U.S. manufacturing activity increased, and the housing market showed further signs of improvement, as construction of new homes hit a four-year high. Despite this positive data, the U.S. equity market pulled back in October on some cautious corporate earnings guidance. Also pressuring the U.S. equity market were the worst storm in decades battering the East Coast and polls showing the U.S. presidential race tightening to a dead heat.

The U.S. equity market crept higher in November 2012, as election day preserved the status quo in the White House and Congress, even as the “fiscal cliff” drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December 2012, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower, helped to offset increasing worries about the then-looming fiscal cliff of tax increases and spending cuts.

During the Reporting Period as a whole, the Russell 2000® Index, representing the U.S. small-cap equity market, rose 16.30%. Nine of the ten sectors in the Russell 2000® Index were up, with the materials and consumer discretionary sectors gaining the most. The top-weighted financials sector was the largest positive contributor (weight times performance) to Russell 2000® Index returns.

 

*  The Russell 2000 Index is an unmanaged index of common stock prices that measures the performance of the 2000 smallest companies in the Russell 3000 Index. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

The one sector in the Russell 2000® Index that generated a negative return during the Reporting Period was energy. The energy sector was comparatively weak, as oil prices remained relatively stable, balancing continued unrest in several oil-producing regions with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

All segments of the U.S. equity market advanced during the Reporting Period, with mid-cap stocks, as measured by the Russell Midcap® Index, gaining most, followed by large-cap stocks and then small-cap stocks, as measured by the Russell 1000® Index and the Russell 2000® Index, respectively, which performed similarly to each other. Large-cap stocks were least successful relative to small-cap stocks in the materials sector. From a style perspective, value-oriented stocks solidly outpaced growth-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

What key factors were responsible for the Fund’s performance during the Reporting Period?

Although our quantitative model and five of its six investment themes enhanced relative returns, the Fund underperformed the S&P 500 Index during the Reporting Period, largely because of its industry exposures and control factors. Our stock selection added to relative performance during the Reporting Period.

What impact did the Fund’s investment themes have on performance during the Reporting Period?

As expected, and in keeping with our investment approach, our quantitative model and its six investment themes — Valuation, Profitability, Quality, Management, Momentum and Sentiment — had the greatest impact on relative performance. We use these themes to take a long-term view of market patterns and look for inefficiencies, selecting stocks for the Fund and overweighting or underweighting the ones chosen by the model. Over time and by design, the performance of any one of the model’s investment themes tends to have a low correlation with the model’s other themes, demonstrating the diversification benefit of the Fund’s theme-driven quantitative model. The variance in performance supports our research indicating that the diversification provided by the Fund’s different investment themes is a significant investment advantage over the long term, even though the Fund may experience underperformance in the short term. Of course, diversification does not protect an investor from market risk nor does it ensure a profit.

During the Reporting Period, five of our six investment themes — Momentum, Valuation, Sentiment, Quality and Profitability — contributed positively to the Fund’s relative performance. The Momentum theme seeks to predict drifts in stock prices caused by delayed investor reaction to company-specific information and information about related companies. Valuation attempts to capture potential mispricings of securities, typically by comparing a measure of the company’s intrinsic value to its market value. The Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries. Quality evaluates whether the company’s earnings are coming from more persistent, cash-based sources, as opposed to accruals. The Profitability theme assesses whether a company is earning more than its cost of capital.

The Fund’s Management theme detracted. The Management theme assesses the characteristics, policies and strategic decisions of company management.

How did the Fund’s sector and industry allocations affect relative performance?

In constructing the Fund’s portfolio, we focus on picking stocks rather than making industry or sector bets. Consequently, the Fund is similar to its benchmark, the Russell Index, in terms of its sector allocation and style. We manage the Fund’s industry and sector exposure by including industry factors in our risk model and by explicitly penalizing industry and sector deviations from the benchmark index in optimization. Sector weights or changes in weights generally do not have a meaningful impact on relative performance.

That said, despite the positive results from our investment themes, the contribution of the Fund’s industry exposures dragged down relative performance during the Reporting Period. Though its industry weightings were no larger or smaller than normal, the Fund was hurt most by its relative positioning in building and construction products, computers and peripherals, semiconductors and semiconductor equipment, biotechnology, and transportation.

Did stock selection help or hurt Fund performance during the Reporting Period?

We seek to outpace the Russell Index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. We also build positions based on our thematic views. For example, the Fund aims to hold a basket of stocks with more favorable Momentum characteristics than the benchmark index. During the Reporting Period, stock selection overall contributed positively to the Fund’s relative performance.

Effective stock selection in the energy, industrials and materials sectors made the biggest positive contribution to the Fund’s results relative to its benchmark index. Partially offsetting these contributors was stock selection in the information technology, consumer discretionary and health care sectors, which detracted most from the Fund’s results relative to the Russell Index.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Which individual stock positions contributed the most to the Fund’s relative returns during the Reporting Period?

The Fund benefited most from overweight positions in oil refiner Western Refining, regional department store Stage Stores and diversified machinery manufacturer NACCO Industries. We chose to overweight Western Refining because of our positive views on Quality and Profitability. The Fund was overweight Stage Stores and NACCO Industries due to our positive views on Profitability and Valuation.

Which individual positions detracted from the Fund’s results during the Reporting Period?

Detracting most from the Fund’s results relative to its benchmark index were overweight positions in mattress and pillow manufacturer Tempur-Pedic International, nutritional supplement company Herbalife and sporting goods retailer Zumiez. The Fund was overweight Tempur-Pedic International due to our positive views on Momentum and Profitability. Our positive views on Profitability led us to overweight Herbalife. We chose to overweight Zumiez because of our positive views on Management.

How did the Fund use derivatives during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy to add value to the Fund’s results. However, we used equity index futures contracts, on an opportunistic basis, to equitize the Fund’s excess cash holdings. In other words, we put the Fund’s excess cash holdings to work by using them as collateral for the purchase of stock futures.

Did you make any enhancements to your quantitative models during the Reporting Period?

We continuously look for ways to improve our investment process. During the first quarter of 2012, we implemented an enhancement to our U.S. stock selection process with the introduction of a short-term model. Our alpha model forecasts returns using three- to 12-month horizons through which we create our long-term investment decisions. In addition to that, the short-term model now determines entry and exit points for trade execution. We believe this enhancement will further add value to our process.

During the second quarter of 2012, we implemented an enhancement to our stock selection process globally, incorporating several measures to the signals within our Valuation theme. These include cash flow signals, book value signals, dividend and buyback signals, forecasted and realized earnings signals and structural valuation signals. The signal weights are customized based on the stock’s industry, sector and geographic location. We believe these additional signals will help capture the intrinsic value of a company more effectively and further add value to our process.

During the fourth quarter of 2012, we implemented an enhancement to our stock selection process across several geographic regions, incorporating several measures to the signals within our Quality theme. These include measures of capital investment, funding source, earnings quality, competitive positioning and financial solvency. We believe these signals effectively capture both the investment quality attributable to management decisions as well as the quality attributable to firm economics. Additionally, we extended our Momentum theme in continental Europe, the U.K. and Japan using enhanced cross-company linkages. In continental Europe and the U.K., we link economically-related companies, which may or may not belong to the same industry. In Japan, we leverage the unique corporate infrastructure of the region, called Keiretsu, where cross share holding is common, to create a cross-company linkage signal. We believe these signals help identify momentum trends earlier in their history.

What was the Fund’s sector positioning relative to its benchmark index at the end of the Reporting Period?

As of December 31, 2012, the Fund was overweight the health care, consumer discretionary and consumer staples sectors relative to the Russell Index. The Fund was underweight energy and information technology and was rather neutrally weighted in telecommunication services, utilities, industrials, materials and financials compared to the benchmark index on the same date.

What is your strategy going forward for the Fund?

Looking ahead, we continue to believe that less expensive stocks should outpace more expensive stocks, and stocks with good momentum are likely to outperform those with poor momentum. We intend to maintain our focus on seeking companies about which fundamental research analysts are becoming more positive as well as profitable companies with sustainable earnings and a track record of using their capital to enhance shareholder value. As such, we anticipate remaining fully invested with long-term performance likely to be the result of stock selection rather than sector or capitalization allocations.

We stand behind our investment philosophy that sound economic investment principles, coupled with a disciplined quantitative approach, can provide strong, uncorrelated returns over the long term. Our research agenda is robust, and we continue to enhance our existing models, add new proprietary forecasting signals and improve our trading execution as we seek to provide the most value to our shareholders.

 

4


FUND BASICS

 

Structured Small Cap Equity Fund

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      12.79      4.48      7.71      4.86    2/13/98
Service      12.47         4.19         N/A         2.75       8/31/07

 

1  The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Institutional Shares and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.81      0.99
Service        1.06         1.24   

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP 10 HOLDINGS AS OF 12/31/123

 

Holding      % of Total Net Assets      Line of Business
Aspen Technology, Inc.        1.5    Software & Services
Pharmacyclics, Inc.        1.4       Pharmaceuticals, Biotechnology & Life Sciences
Southwest Gas Corp.        1.4       Utilities
Lumber Liquidators Holdings, Inc.        1.4       Retailing
Greenhill & Co., Inc.        1.3       Diversified Financials
Papa John’s International, Inc.        1.3       Consumer Services
Rayonier, Inc. (REIT)        1.2       Real Estate
Stage Stores, Inc.        1.2       Retailing
Lancaster Colony Corp.        1.2       Food, Beverage & Tobacco
International Bancshares Corp.        1.1       Banks

 

3  The top 10 holdings may not be representative of the Fund’s future investments.

 

5


FUND BASICS

 

Structured Small Cap Equity Fund (continued)

as of December 31, 2012

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS4

As of December 31, 2012

 

 

 

LOGO

 

 

 

4  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value (excluding investments in the securities lending reinvestment vehicle, if any). Investments in the securities lending reinvestment vehicle represented 6.5% of the Fund’s net assets at December 31, 2012. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Performance Summary

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on January 1, 2003 in Institutional Shares at NAV. For comparative purposes, the performance of the Fund’s benchmark, the Russell 2000 Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. Performance of Service Shares will vary from Institutional Shares due to differences in class specific fees. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

Structured Small Cap Equity Fund’s 10 Year Performance

Performance of a $10,000 investment, with distributions reinvested, from January 1, 2003 through December 31, 2012.

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Ten Years    Since Inception

Institutional (Commenced February 13, 1998)

   12.79%    4.48%    7.71%    4.86%

Service (Commenced August 31, 2007)

   12.47%    4.19%    N/A    2.75%

 

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Schedule of Investments

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 96.8%   

 

Automobiles & Components – 0.8%

  
  3,368       Cooper Tire & Rubber Co.    $ 85,412   
  1,536       Lear Corp.      71,946   
  5,736       Modine Manufacturing Co.*      46,634   
  17,769       Stoneridge, Inc.*      90,977   
  17,077       Superior Industries International, Inc.      348,371   
  1,333       Tenneco, Inc.*      46,802   
  5,012       The Goodyear Tire & Rubber Co.*      69,216   
  2,440       Visteon Corp.*      131,321   
     

 

 

 
        890,679   

 

 

 

 

Banks – 6.3%

  

  3,894       1st Source Corp.      86,018   
  28,381       Astoria Financial Corp.      265,646   
  4,682       BancorpSouth, Inc.      68,076   
  1,527       Bank of Hawaii Corp.      67,264   
  2,797       BankUnited, Inc.      68,359   
  78,464       CVB Financial Corp.(a)      816,026   
  3,954       East West Bancorp, Inc.      84,971   
  24,110       First Bancorp      309,090   
  6,132       First Bancorp, Inc.      100,994   
  11,406       First Financial Bancorp      166,756   
  12,553       First Interstate Bancsystem, Inc.      193,693   
  22,559       First Niagara Financial Group, Inc.      178,893   
  21,209       FirstMerit Corp.      300,956   
  14,822       FNB Corp.      157,410   
  13,520       Fulton Financial Corp.      129,927   
  14,075       Great Southern Bancorp, Inc.      358,209   
  1,046       Iberiabank Corp.      51,380   
  64,629       International Bancshares Corp.      1,166,553   
  10,337       Investors Bancorp, Inc.      183,792   
  3,893       Northfield Bancorp, Inc.      59,368   
  5,475       Ocwen Financial Corp.*      189,380   
  3,260       Oritani Financial Corp.      49,943   
  3,950       PacWest Bancorp      97,881   
  24,749       PrivateBancorp, Inc.      379,155   
  11,699       Renasant Corp.      223,919   
  1,689       Republic Bancorp, Inc. Class A      35,689   
  2,511       State Bank Financial Corp.      39,875   
  766       SVB Financial Group*      42,873   
  3,407       Texas Capital Bancshares, Inc.*      152,702   
  3,779       Umpqua Holdings Corp.      44,554   
  5,251       United Bankshares, Inc.      127,704   
  39,010       Wilshire Bancorp, Inc.*      228,989   
  5,082       Wintrust Financial Corp.      186,509   
     

 

 

 
        6,612,554   

 

 

 

 

Capital Goods – 8.7%

  

  1,857       Alamo Group, Inc.      60,612   
  3,990       Albany International Corp. Class A      90,493   
  3,352       American Science & Engineering, Inc.      218,584   
  6,857       American Woodmark Corp.*      190,762   
  8,625       Astec Industries, Inc.      287,471   
  7,674       Beacon Roofing Supply, Inc.*      255,391   
  10,882       Brady Corp. Class A      363,459   
  487       Cascade Corp.      31,314   

 

 

 
Shares      Description    Value  
  Common Stocks – (continued)   

 

Capital Goods – (continued)

  

  5,717       Cubic Corp.    $ 274,244   
  9,498       Ducommun, Inc.*      153,583   
  8,338       Encore Wire Corp.      252,725   
  3,825       FreightCar America, Inc.      85,756   
  20,384       H&E Equipment Services, Inc.      307,187   
  6,534       Hexcel Corp.*      176,157   
  13,057       Hyster-Yale Materials Handling, Inc.      637,182   
  14,762       Kadant, Inc.*      391,341   
  43,981       LSI Industries, Inc.      308,307   
  8,267       Lydall, Inc.*      118,549   
  17,917       Miller Industries, Inc.      273,234   
  16,555       Mueller Industries, Inc.      828,247   
  7,951       Navistar International Corp.*(b)      173,093   
  5,149       Orbital Sciences Corp.*      70,902   
  1,859       Oshkosh Corp.*      55,119   
  3,707       Sauer-Danfoss, Inc.      197,843   
  85       Seaboard Corp.      215,040   
  4,492       Taser International, Inc.*      40,158   
  28,599       Tecumseh Products Co. Class A*      132,127   
  4,028       Tennant Co.      177,031   
  11,388       The Manitowoc Co., Inc.      178,564   
  13,174       The Toro Co.      566,218   
  11,919       Trex Co., Inc.*      443,744   
  15,484       Universal Forest Products, Inc.      589,011   
  11,061       Vicor Corp.*      59,951   
  13,546       Watsco, Inc.      1,014,595   
     

 

 

 
        9,217,994   

 

 

 

 

Commercial & Professional Services – 4.0%

  

  6,196       ABM Industries, Inc.      123,610   
  19,317       CDI Corp.      330,900   
  3,172       Consolidated Graphics, Inc.*      110,766   
  8,969       Healthcare Services Group, Inc.      208,350   
  8,302       Heidrick & Struggles International, Inc.      126,689   
  23,393       HNI Corp.      703,194   
  9,501       Insperity, Inc.      309,353   
  48,423       Kelly Services, Inc. Class A      762,178   
  30,916       Kforce, Inc.      443,026   
  25,263       Kimball International, Inc. Class B      293,304   
  1,660       Manpower, Inc.      70,450   
  4,055       Mine Safety Appliances Co.      173,189   
  11,926       Steelcase, Inc. Class A      151,937   
  12,564       United Stationers, Inc.      389,358   
     

 

 

 
        4,196,304   

 

 

 

 

Consumer Durables & Apparel – 3.5%

  

  2,047       Arctic Cat, Inc.*      68,349   
  4,349       Beazer Homes USA, Inc.*(b)      73,455   
  18,013       Blyth, Inc.(b)      280,102   
  5,598       Crocs, Inc.*      80,555   
  2,729       CSS Industries, Inc.      59,738   
  4,181       Ethan Allen Interiors, Inc.      107,493   
  86,666       Hovnanian Enterprises, Inc. Class A*(b)      606,662   
  4,431       iRobot Corp.*      83,037   
  6,360       Meritage Homes Corp.*      237,546   

 

 

 

 

8   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Consumer Durables & Apparel – (continued)

  

  10,087       Movado Group, Inc.    $ 309,469   
  8,408       NACCO Industries, Inc. Class A      510,282   
  11,287       Oxford Industries, Inc.      523,265   
  19,424       Perry Ellis International, Inc.      386,538   
  4,612       PulteGroup, Inc.*      83,754   
  22,307       Smith & Wesson Holding Corp.*(b)      188,271   
  977       The Warnaco Group, Inc.*      69,924   
     

 

 

 
        3,668,440   

 

 

 

 

Consumer Services – 3.4%

  

  9,497       Ascent Capital Group, Inc. Class A*      588,244   
  2,512       Biglari Holdings, Inc.*      979,730   
  10,702       Domino’s Pizza, Inc.      466,072   
  24,302       Papa John’s International, Inc.*      1,335,152   
  3,688       Weight Watchers International, Inc.(b)      193,104   
     

 

 

 
        3,562,302   

 

 

 

 

Diversified Financials – 5.3%

  

  12,402       Apollo Investment Corp.      103,681   
  27,432       BlackRock Kelso Capital Corp.      275,966   
  21,795       Cash America International, Inc.      864,608   
  1,257       CBOE Holdings, Inc.      37,031   
  3,446       Cohen & Steers, Inc.      105,000   
  2,997       DFC Global Corp.*      55,474   
  677       Diamond Hill Investment Group, Inc.      45,941   
  3,168       Duff & Phelps Corp. Class A      49,484   
  1,742       Epoch Holding Corp.      48,602   
  2,184       Financial Engines, Inc.*      60,606   
  7,909       GAMCO Investors, Inc. Class A      419,731   
  17,521       Gladstone Capital Corp.      142,971   
  27,175       Greenhill & Co., Inc.      1,412,828   
  2,430       Horizon Technology Finance Corp.      36,183   
  3,490       Jefferies Group, Inc.      64,809   
  17,698       KBW, Inc.      270,779   
  37,002       NGP Capital Resources Co.      267,154   
  9,095       PHH Corp.*      206,911   
  5,555       Prospect Capital Corp.      60,383   
  5,589       Safeguard Scientifics, Inc.*      82,438   
  2,599       SEI Investments Co.      60,661   
  34,107       TICC Capital Corp.      345,163   
  7,605       World Acceptance Corp.*(b)      567,029   
     

 

 

 
        5,583,433   

 

 

 

 

Energy – 3.6%

  

  51,862       Alon USA Energy, Inc.      938,184   
  3,425       Contango Oil & Gas Co.      145,083   
  3,969       Crosstex Energy, Inc.      56,915   
  14,693       Delek US Holdings, Inc.      372,027   
  30,891       Parker Drilling Co.*      142,099   
  11,691       SemGroup Corp. Class A*      456,884   
  34,655       W&T Offshore, Inc.      555,520   
  40,607       Western Refining, Inc.      1,144,711   
     

 

 

 
        3,811,423   

 

 

 
Shares      Description    Value  
  Common Stocks – (continued)   

 

Food & Staples Retailing – 0.6%

  

  11,447       Susser Holdings Corp.*    $ 394,807   
  17,872       The Pantry, Inc.*      216,787   
     

 

 

 
        611,594   

 

 

 

 

Food, Beverage & Tobacco – 2.8%

  

  42,484       Alliance One International, Inc.*      154,642   
  4,240       Dole Food Co., Inc.*      48,633   
  3,635       Fresh Del Monte Produce, Inc.      95,782   
  5,928       J&J Snack Foods Corp.      379,036   
  18,348       Lancaster Colony Corp.      1,269,498   
  32,278       National Beverage Corp.      470,936   
  25,022       Pilgrim’s Pride Corp.*      181,410   
  6,387       Post Holdings, Inc.*      218,755   
  1,988       Sanderson Farms, Inc.      94,529   
     

 

 

 
        2,913,221   

 

 

 

 

Health Care Equipment & Services – 4.5%

  

  4,547       ABIOMED, Inc.*(b)      61,203   
  13,491       Accuray, Inc.*      86,747   
  16,014       Align Technology, Inc.*      444,388   
  37,734       Amedisys, Inc.*      425,262   
  10,455       AMN Healthcare Services, Inc.*      120,755   
  16,234       Assisted Living Concepts, Inc. Class A      158,282   
  7,321       Bio-Reference Labs, Inc.*(b)      210,039   
  5,805       BioScrip, Inc.*      62,520   
  1,140       Coventry Health Care, Inc.      51,106   
  3,216       Cyberonics, Inc.*      168,936   
  3,835       Cynosure, Inc. Class A*      92,462   
  1,256       Haemonetics Corp.*      51,295   
  15,153       Hill-Rom Holdings, Inc.      431,861   
  2,492       IDEXX Laboratories, Inc.*      231,258   
  15,721       Invacare Corp.      256,252   
  31,683       Kindred Healthcare, Inc.*      342,810   
  1,587       Masimo Corp.      33,343   
  2,448       Molina Healthcare, Inc.*      66,243   
  36,745       PharMerica Corp.*      523,249   
  5,855       Select Medical Holdings Corp.      55,213   
  1,985       Sirona Dental Systems, Inc.*      127,953   
  28,604       Skilled Healthcare Group, Inc. Class A*      182,207   
  6,421       Sunrise Senior Living, Inc.*      92,334   
  29,158       Universal American Corp.      250,467   
  12,622       Vascular Solutions, Inc.*      199,428   
  835       WellCare Health Plans, Inc.*      40,656   
     

 

 

 
        4,766,269   

 

 

 

 

Household & Personal Products – 1.7%

  

  58,085       Central Garden and Pet Co. Class A*      606,988   
  24,895       Herbalife Ltd.(b)      820,041   
  3,504       Medifast, Inc.*      92,471   
  7,863       USANA Health Sciences, Inc.*(b)      258,929   
     

 

 

 
        1,778,429   

 

 

 

 

Insurance – 1.9%

  

  17,219       Amtrust Financial Services, Inc.      494,013   
  48,299       First American Financial Corp.      1,163,523   
  4,129       Global Indemnity PLC*      91,375   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Insurance – (continued)

  

  17,309       Maiden Holdings Ltd.    $ 159,069   
  4,763       Stewart Information Services Corp.      123,838   
     

 

 

 
        2,031,818   

 

 

 

 

Materials – 4.6%

  

  16,958       A. Schulman, Inc.      490,595   
  8,786       Buckeye Technologies, Inc.      252,246   
  1,217       Eagle Materials, Inc.      71,194   
  7,263       Georgia Gulf Corp.(b)      299,817   
  34,028       Golden Star Resources Ltd.*(b)      62,612   
  22,940       Headwaters, Inc.*      196,366   
  3,319       Huntsman Corp.      52,772   
  1,526       Koppers Holdings, Inc.      58,217   
  25,297       Kraton Performance Polymers, Inc.*      607,887   
  2,177       Kronos Worldwide, Inc.      42,451   
  49,661       Louisiana-Pacific Corp.*      959,451   
  14,155       Materion Corp.      364,916   
  1,719       OM Group, Inc.*      38,162   
  7,043       Resolute Forest Products*      93,249   
  2,355       Schnitzer Steel Industries, Inc. Class A      71,427   
  48,974       Senomyx, Inc.*      82,276   
  20,667       Spartech Corp.*      187,450   
  15,940       Stepan Co.      885,308   
     

 

 

 
        4,816,396   

 

 

 

 

Media – 0.9%

  

  7,802       AMC Networks, Inc. Class A*      386,199   
  2,201       Arbitron, Inc.      102,743   
  2,974       Cablevision Systems Corp. Class A      44,431   
  8,061      

Entercom Communications Corp.

Class A*

     56,266   
  7,679       Harte-Hanks, Inc.      45,306   
  59,889       Journal Communications, Inc. Class A*      323,999   
     

 

 

 
        958,944   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 9.6%

  

  34,356       Acorda Therapeutics, Inc.*      854,090   
  6,191       Aegerion Pharmaceuticals, Inc.*(b)      157,190   
  19,323       Affymax, Inc.*      367,137   
  76,681       Affymetrix, Inc.*      243,079   
  5,492       Arena Pharmaceuticals, Inc.*(b)      49,538   
  4,749       Auxilium Pharmaceuticals, Inc.*      87,999   
  18,148       AVEO Pharmaceuticals, Inc.*(b)      146,091   
  18,135       Bruker Corp.*      276,921   
  14,995       Cambrex Corp.*      170,643   
  6,874       Celsion Corp.*      56,298   
  1,476       Cepheid, Inc.*      49,904   
  28,358       Curis, Inc.*      97,268   
  24,872       Emergent Biosolutions, Inc.*      398,947   
  20,533       Genomic Health, Inc.*      559,730   
  2,223       Infinity Pharmaceuticals, Inc.*      77,805   
  3,373       Jazz Pharmaceuticals PLC*      179,444   

 

 

 
Shares      Description    Value  
  Common Stocks – (continued)   

 

Pharmaceuticals, Biotechnology & Life Sciences – (continued)

  

  2,526       Ligand Pharmaceuticals, Inc. Class B*    $ 52,389   
  6,289       Luminex Corp.*      105,404   
  2,987       Mettler-Toledo International, Inc.*      577,387   
  37,989       Momenta Pharmaceuticals, Inc.*      447,510   
  2,107       Myriad Genetics, Inc.*      57,416   
  4,066       PAREXEL International Corp.*      120,313   
  142,607       PDL BioPharma, Inc.(b)      1,005,379   
  25,475       Pharmacyclics, Inc.*      1,475,003   
  55,984       Progenics Pharmaceuticals, Inc.*      166,832   
  28,951       Questcor Pharmaceuticals, Inc.(b)      773,571   
  30,693       Santarus, Inc.*      337,009   
  48,417       Sciclone Pharmaceuticals, Inc.*      208,677   
  18,574       Spectrum Pharmaceuticals, Inc.(b)      207,843   
  4,025       Synageva BioPharma Corp.*      186,317   
  4,544       United Therapeutics Corp.*      242,740   
  36,541       Warner Chilcott PLC Class A      439,954   
     

 

 

 
        10,175,828   

 

 

 

 

Real Estate – 7.5%

  

  22,228       AG Mortgage Investment Trust, Inc. (REIT)      521,913   
  10,812       Agree Realty Corp. (REIT)      289,654   
  1       Altisource Asset Management Corp.*      57   
  11,847       Altisource Portfolio Solutions SA*      1,026,602   
  3,809       Altisource Residential Corp. Class B*      60,335   
  7,604       CubeSmart (REIT)      110,790   
  3,849       DiamondRock Hospitality Co. (REIT)      34,641   
  10,858       Extra Space Storage, Inc. (REIT)      395,123   
  38,869       Franklin Street Properties Corp. (REIT)      478,477   
  16,513       Getty Realty Corp. (REIT)      298,225   
  4,025       Invesco Mortgage Capital, Inc. (REIT)      79,333   
  1,224       Jones Lang LaSalle, Inc.      102,743   
  15,723       LTC Properties, Inc. (REIT)      553,292   
  9,808       National Health Investors, Inc. (REIT)      554,446   
  22,862       Potlatch Corp. (REIT)      895,962   
  25,439       Rayonier, Inc. (REIT)      1,318,503   
  18,722       Starwood Property Trust, Inc. (REIT)      429,857   
  2,051       The St. Joe Co.*      47,337   
  3,365       Urstadt Biddle Properties, Inc. Class A (REIT)      66,223   
  25,137       Zillow, Inc. Class A*(b)      697,552   
     

 

 

 
        7,961,065   

 

 

 

 

Retailing – 7.1%

  

  2,508       Asbury Automotive Group, Inc.*      80,331   
  7,333       Core-Mark Holding Co., Inc.      347,218   
  3,287       Destination Maternity Corp.      70,868   

 

 

 

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Retailing – (continued)

  

  16,803       Francesca’s Holdings Corp.*(b)    $ 436,206   
  16,132       Fred’s, Inc. Class A      214,717   
  12,275       Group 1 Automotive, Inc.      760,927   
  1,027       Hibbett Sports, Inc.*      54,123   
  20,320       Hot Topic, Inc.      196,088   
  27,573       Lumber Liquidators Holdings, Inc.*(b)      1,456,682   
  3,594       OfficeMax, Inc.      35,077   
  31,302       Select Comfort Corp.*      819,173   
  18,363       Shoe Carnival, Inc.      376,258   
  52,746       Stage Stores, Inc.      1,307,046   
  9,173       The Buckle, Inc.      409,483   
  11,369       The Finish Line, Inc. Class A      215,215   
  2,573       Vitamin Shoppe, Inc.*      147,587   
  16,653       Zale Corp.*      68,444   
  26,159       Zumiez, Inc.*(b)      507,746   
     

 

 

 
        7,503,189   

 

 

 

 

Semiconductors & Semiconductor Equipment – 0.9%

  

  11,539       Cypress Semiconductor Corp.*      125,083   
  7,015       DSP Group, Inc.*      40,406   
  28,994       Micrel, Inc.      275,443   
  19,607       Photronics, Inc.*      116,858   
  53,382       PLX Technology, Inc.*      193,777   
  9,655       RF Micro Devices, Inc.*      43,254   
  5,570       Skyworks Solutions, Inc.*      113,071   
     

 

 

 
        907,892   

 

 

 

 

Software & Services – 9.2%

  

  40,564       Accelrys, Inc.*      367,104   
  1,413       ACI Worldwide, Inc.*      61,734   
  2,690       AOL, Inc.*      79,651   
  56,022       Aspen Technology, Inc.*      1,548,448   
  34,163       Blackbaud, Inc.      779,941   
  91,755       Ciber, Inc.*      306,462   
  11,209       CSG Systems International, Inc.*      203,780   
  10,625       Global Cash Access Holdings, Inc.*      83,300   
  2,164       Imperva, Inc.*      68,231   
  22,102       Lender Processing Services, Inc.      544,151   
  121,557       Lionbridge Technologies, Inc.*      488,659   
  14,371       LivePerson, Inc.*      188,835   
  18,583       LogMeIn, Inc.*      416,445   
  18,579       Manhattan Associates, Inc.*      1,121,057   
  1,877       Mantech International Corp. Class A      48,689   
  55,638       Marchex, Inc. Class B      228,672   
  10,091       MicroStrategy, Inc. Class A*      942,298   
  6,725       Monotype Imaging Holdings, Inc.      107,466   
  23,950       Pegasystems, Inc.      543,186   
  16,973       PROS Holdings, Inc.*      310,436   
  7,722       QAD, Inc. Class A      111,197   
  24,977       RealNetworks, Inc.*      188,826   
  5,402       RealPage, Inc.*      116,521   
  8,410       Responsys, Inc.*      50,124   
  15,437       Saba Software, Inc.*      134,919   
  8,794       TeleTech Holdings, Inc.*      156,533   

 

 

 
Shares      Description    Value  
  Common Stocks – (continued)   

 

Software and Services – (continued)

  

  2,173       Travelzoo, Inc.*    $ 41,265   
  5,185       Ultimate Software Group, Inc.*      489,516   
     

 

 

 
        9,727,446   

 

 

 

 

Technology Hardware & Equipment – 4.2%

  

  16,911       Agilysys, Inc.*      141,545   
  4,610       Avnet, Inc.*      141,112   
  48,416       Ciena Corp.*      760,131   
  32,273       Emulex Corp.*      235,593   
  41,270       Extreme Networks*      150,223   
  40,663       Finisar Corp.*      662,807   
  38,302       Imation Corp.*      178,870   
  19,606       Insight Enterprises, Inc.*      340,556   
  16,409       Jabil Circuit, Inc.      316,530   
  16,318       Methode Electronics, Inc.      163,669   
  9,132       National Instruments Corp.      235,697   
  1,408       Plantronics, Inc.      51,913   
  21,861       Polycom, Inc.*      228,666   
  165,434       Quantum Corp.*      205,138   
  21,771       Radisys Corp.*      64,878   
  2,411       Riverbed Technology, Inc.*      47,543   
  45,837       ShoreTel, Inc.*      194,349   
  30,589       Symmetricom, Inc.*      176,498   
  21,728       Tellabs, Inc.      49,540   
  7,770       Xyratex Ltd.      65,346   
     

 

 

 
        4,410,604   

 

 

 

 

Telecommunication Services – 0.9%

  

  25,148       Cbeyond, Inc.*      227,338   
  10,998       magicJack VocalTec Ltd.*(b)      200,274   
  45,005       USA Mobility, Inc.      525,658   
     

 

 

 
        953,270   

 

 

 

 

Transportation – 2.0%

  

  15,982       Celadon Group, Inc.      288,795   
  3,542       Genesee & Wyoming, Inc. Class A*      269,475   
  93,345       Pacer International, Inc.*      364,046   
  7,676       Saia, Inc.*      177,469   
  17,803       SkyWest, Inc.      221,825   
  53,204       U.S. Airways Group, Inc.*      718,254   
  7,243       Universal Truckload Services, Inc.      132,185   
     

 

 

 
        2,172,049   

 

 

 

 

Utilities – 2.8%

  

  3,079       Aqua America, Inc.      78,268   
  887       CH Energy Group, Inc.      57,850   
  12,011       Dynegy, Inc.*      229,771   
  3,495       El Paso Electric Co.      111,526   
  14,319       Genie Energy Ltd. Class B      101,665   
  4,972       Northwest Natural Gas Co.      219,762   
  3,598       NorthWestern Corp.      124,959   
  4,644       Piedmont Natural Gas Co., Inc.(b)      145,404   
  2,379       Pinnacle West Capital Corp.      121,281   
  3,149       Questar Corp.      62,224   
  34,427       Southwest Gas Corp.      1,460,049   
  940       The Laclede Group, Inc.      36,293   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Schedule of Investments (continued)

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Utilities – (continued)

  

  5,280       UGI Corp.    $ 172,709   
  2,044       WGL Holdings, Inc.      80,104   
     

 

 

 
        3,001,865   

 

 

 
 
 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING
REINVESTMENT VEHICLE
  
  
  (Cost $89,931,003)    $ 102,233,008   

 

 

 

 

Shares    Rate      Value  
Securities Lending Reinvestment Vehicle(c)(d) – 6.5%   

Goldman Sachs Financial Square Money Market Fund —
FST Shares

   

6,912,300      0.132    $ 6,912,300   
(Cost $6,912,300)   

 

 
TOTAL INVESTMENTS – 103.3%   
(Cost $96,843,303)       $ 109,145,308   

 

 

LIABILITIES IN EXCESS OF OTHER ASSETS – (3.3)%

   

     (3,510,288

 

 
NET ASSETS – 100.0%       $ 105,635,020   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.
(b)   All or a portion of security is on loan.
(c)   Variable rate security. Interest rate disclosed is that which is in effect at December 31, 2012.
(d)   Represents an affiliated issuer.

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
Russell 2000 Mini Index        30         March 2013      $ 2,539,800         $ 40,649   

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Statement of Assets and Liabilities

December 31, 2012

 

  
Assets:       

Investments in unaffiliated issuers, at value (cost $89,931,003)(a)

   $ 102,233,008   

Investments in affiliated securities lending reinvestment vehicle, at value which equals cost

     6,912,300   

Cash

     3,069,508   

Receivables:

  

Investments sold

     2,525,816   

Dividends

     79,253   

Fund shares sold

     77,421   

Futures variation margin

     65,700   

Securities lending income

     21,526   

Reimbursement from investment adviser

     1,785   
Total assets      114,986,317   
  
  
Liabilities:       

Payables:

  

Payable upon return of securities loaned

     6,912,300   

Investments purchased

     2,264,727   

Amounts owed to affiliates

     68,277   

Fund shares redeemed

     42,214   

Accrued expenses

     63,779   
Total liabilities      9,351,297   
  
  
Net Assets:       

Paid-in capital

     101,764,371   

Undistributed net investment income

     905,623   

Accumulated net realized loss

     (9,377,628

Net unrealized gain

     12,342,654   
NET ASSETS    $ 105,635,020   

Net Assets:

  

Institutional

   $ 82,961,157   

Service

     22,673,863   

Total Net Assets

   $ 105,635,020   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

  

Institutional

     6,529,307   

Service

     1,791,900   

Net asset value, offering and redemption price per share:

  

Institutional

     $12.71   

Service

     12.65   

(a) Includes loaned securities having a market value of $6,917,326.

 

13


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Statement of Operations

For the Fiscal Year Ended December 31, 2012

 

  
Investment income:       

Dividends

   $ 2,504,527   

Securities lending income — affiliated issuer

     140,738   
Total investment income      2,645,265   
  
  
Expenses:       

Management fees

     838,056   

Professional fees

     73,423   

Printing and mailing costs

     65,374   

Custody and accounting fees

     63,632   

Distribution and Service fees — Service Class

     57,887   

Transfer Agent fees(a)

     22,346   

Trustee fees

     15,001   

Other

     6,524   
Total expenses      1,142,243   

Less — expense reductions

     (177,447
Net expenses      964,796   
NET INVESTMENT INCOME      1,680,469   
  
  
Realized and unrealized gain (loss):       

Net realized gain from:

  

Investments (includes payment by affiliate relating to certain investment transactions of $334,715)

     18,613,993   

Futures contracts

     349,052   

Net change in unrealized gain (loss) on:

  

Investments

     (7,229,599

Futures contracts

     12,547   
Net realized and unrealized gain      11,745,993   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 13,426,462   

(a) Institutional and Service Shares had Transfer Agent fees of $17,716 and $4,630, respectively.

 

14   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Statements of Changes in Net Assets

 

     For the
Fiscal Year Ended
December 31, 2012
     For the
Fiscal Year Ended
December 31, 2011
 
     
From operations:              

Net investment income

   $ 1,680,469       $ 611,317   

Net realized gain (includes payment by affiliate relating to certain investment transactions)

     18,963,045         13,546,696   

Net change in unrealized loss

     (7,217,052      (13,399,715
Net increase in net assets resulting from operations      13,426,462         758,298   
     
     
Distributions to shareholders:              

From net investment income

     

Institutional Shares

     (973,309      (744,918

Service Shares

     (210,796      (133,842
Total distributions to shareholders      (1,184,105      (878,760
     
     

From share transactions:

             

Proceeds from sales of shares

     8,018,264         14,135,180   

Reinvestment of distributions

     1,184,105         878,760   

Cost of shares redeemed

     (26,738,222      (38,039,237
Net decrease in net assets resulting from share transactions      (17,535,853      (23,025,297
TOTAL DECREASE      (5,293,496      (23,145,759
     
     
Net assets:              

Beginning of year

     110,928,516         134,074,275   

End of year

   $ 105,635,020       $ 110,928,516   
Undistributed net investment income    $ 905,623       $ 443,217   

 

The accompanying notes are an integral part of these financial statements.   15


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Year

 

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of year
    Net
investment
income
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
year
    Total
return(a)
   

Net assets,
end of
year

(in 000s)

    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income to
average net
assets
    Portfolio
turnover
rate(b)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012 - Institutional

  $ 11.40      $ 0.19 (c)(d)    $ 1.27 (e)    $ 1.46      $ (0.15   $      $ (0.15   $ 12.71        12.79 %(e)    $ 82,961        0.81     0.97     1.55 %(d)      95

2012 - Service

    11.35        0.17 (c)(d)      1.25 (e)      1.42        (0.12            (0.12     12.65        12.47 (e)      22,674        1.06        1.22        1.34 (d)      95   

2011 - Institutional

    11.42        0.06 (c)(f)      0.02 (g)      0.08        (0.10            (0.10     11.40        0.67        87,956        0.83        0.99        0.55 (f)      33   

2011– Service

    11.37        0.03 (c)(f)      0.02 (g)      0.05        (0.07            (0.07     11.35        0.41        22,973        1.08        1.24        0.30 (f)      33   

2010 - Institutional

    8.82        0.08 (c)(h)      2.58        2.66        (0.06            (0.06     11.42        30.12        106,646        0.85        0.97        0.82 (h)      63   

2010 - Service

    8.78        0.06 (c)(h)      2.56        2.62        (0.03            (0.03     11.37        29.86        27,428        1.10        1.22        0.58 (h)      63   

2009 - Institutional

    6.98        0.08 (c)(i)      1.85        1.93        (0.09            (0.09     8.82        27.67        95,334        0.86        1.02        1.03 (i)      212   

2009 - Service

    6.96        0.07 (c)(i)      1.83        1.90        (0.08            (0.08     8.78        27.26        23,291        1.11        1.27        0.83 (i)      212   

2008 - Institutional

    10.71        0.09 (j)      (3.74     (3.65     (0.06     (0.02     (0.08     6.98        (33.95     86,253        0.86        1.06        0.85 (j)      189   

2008 - Service

    10.71        0.06 (j)      (3.73     (3.67     (0.06     (0.02     (0.08     6.96        (34.16     6,464        1.11        1.31        1.92 (j)      189   

 

(a) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(b) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(c) Calculated based on the average shares outstanding methodology.
(d) Reflects income recognized from non-recurring special dividends which amounted to $0.08 per share and 0.62% of average net assets.
(e) Reflects payment from affiliate relating to certain investment transactions which amounted to $0.04 per share. Excluding such payment, the total return would have been 12.44% and 12.12%, respectively.
(f) Reflects income recognized from non-recurring special dividends which amounted to $0.02 per share and 0.21% of average net assets.
(g) Reflects an increase of $0.02 due to payments received for class action settlements received this year.
(h) Reflects income recognized from non-recurring special dividends which amounted to $0.04 per share and 0.43% of average net assets.
(i) Reflects income recognized from non-recurring special dividends which amounted to $0.03 per share and 0.43% of average net assets.
(j) Reflects income recognized from non-recurring special dividends which amounted to $0.01 per share and 0.14% of average net assets.

 

The accompanying notes are an integral part of these financial statements.    16   


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Notes to Financial Statements

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Structured Small Cap Equity Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional Shares and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments. Distributions received from the Fund’s investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain or a return of capital. A return of capital is recorded by the Fund as a reduction to the cost basis of the REIT.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agent fees. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the respective Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

Derivative contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors.

Exchange-traded derivatives, including futures contracts, typically fall within Level 1 of the fair value hierarchy. Over-the-counter (“OTC”) derivatives are valued using market transactions and other market evidence, including market-based inputs to models, calibration to market-clearing transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC derivatives that trade in liquid markets, model inputs

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

can generally be verified and model selection does not involve significant management judgment. OTC derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.

i.  Futures Contracts — Futures contracts are contracts to buy or sell a standardized quantity of a specified commodity or security and are valued based on exchanged settlement prices or independent market quotes. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price for long positions and at the last ask price for short positions, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund deposits cash or securities in an account on behalf of the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by the Fund equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses.

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments      $ 102,233,008         $         $   
Securities Lending Reinvestment Vehicle        6,912,300                       
Total      $ 109,145,308         $         $   
Derivatives Type                              
Assets               
Futures Contracts(a)      $ 40,649         $         $   

 

(a) Amount shown represents unrealized gain (loss) at fiscal year end.

For further information regarding security characteristics, see the Schedule of Investments.

4.    INVESTMENTS IN DERIVATIVES

The following table sets forth, by certain risk types, the gross value of derivative contracts as of December 31, 2012. These instruments were used to meet the Fund’s investment objectives and to obtain and/or manage exposure related to the risks below. The value in the table below excludes the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore is not representative of the Fund’s net exposure.

 

Risk  

Statement of

Assets and Liabilities

  Assets(a)  
Equity   Unrealized gain on futures variation margin   $ 40,649   

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the fiscal year ended December 31, 2012. These gains (losses) should be considered in the context that these derivative contracts may have been executed to economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations  

Net

Realized
Gain (Loss)

    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ 349,052      $ 12,547        31   

 

(a) Average number of contracts is based on the average of month end balances for the fiscal year ended December 31, 2012.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

For the fiscal year ended December 31, 2012, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Fee Rate         
First
$2 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
   

Effective Net

Management Fee Rate

 
  0.75%        0.68     0.65     0.64     0.75     0.70 %* 

 

* GSAM agreed to waive a portion of its management fee in order to achieve the effective net management rate shown above through at least April 27, 2013. Prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM waived approximately $55,900 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of Institutional and Service Shares.

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.094%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended, December 31, 2012, GSAM reimbursed approximately $118,900 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the fiscal year ended December 31, 2012, custody fee credits were approximately $2,600.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $61,800, $4,700, and $1,800 for management, distribution and service, and transfer agent fees, respectively.

E.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

F.  Other Transactions with Affiliates — For the fiscal year ended December 31, 2012, Goldman Sachs earned approximately $600 in brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the Futures Commission Merchant, on behalf of the Fund.

On October 1, 2012, GSAM reimbursed the Fund in the amount of $334,715 to rectify a data issue in its portfolio management decision making process.

6.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were $103,671,774 and $120,499,946, respectively.

7.    SECURITIES LENDING

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the Fund receives cash collateral at least equal to the market value of the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund may experience a delay in the recovery of its securities or incur a loss should the borrower of the securities breach its agreement with the Fund or become insolvent at a time when the collateral is insufficient to cover the cost of repurchasing securities on loan.

The Fund invests the cash collateral received in connection with securities lending Goldman Sachs transactions in the Goldman Sachs Financial Square Money Market Fund (“Money Market Fund”), a series of the Goldman Sachs Trust, a Delaware statutory trust. The Money Market Fund, deemed an affiliate of the Trust, is registered under the Act as an open end investment company, is subject to Rule 2a-7 under the Act and is managed by GSAM, for which GSAM may receive an investment advisory fee of up to 0.205% on an annualized basis of the average daily net assets of the Money Market Fund.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the fiscal year ended December 31, 2012 is reported under Investment Income on the Statement of Operations. A portion of this amount, $48,541, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the fiscal year ended December 31, 2012, GSAL earned $15,706 in fees as securities lending agent.

The following table provides information about the Fund’s investment in the Money Market Fund for the fiscal year ended December 31, 2012 (in thousands):

 

Number of

Shares Held

Beginning of Year

    Shares Bought     Shares Sold    

Number of

Shares Held
End of Year

   

Value at End

of Year

 
  2,056        45,266        (40,410     6,912      $ 6,912   

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Notes to Financial Statements (continued)

December 31, 2012

 

8.    TAX INFORMATION

 

The tax character of distributions paid during the fiscal years ended December 31, 2011 and December 31, 2012 was as follows:

 

        2011        2012  
Distributions paid from ordinary income      $ 878,760         $ 1,184,105   

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 777,841   
Capital loss carryforwards:(1)   

Expiring 2017

     (7,962,084
Timing differences (Post October Loss Deferrals and other timing differences relating to REITs and other investments)      (1,006,470
Unrealized gains — net      12,061,362   
Total accumulated gains — net    $ 3,870,649   

 

(1) Expiration occurs on December 31 of the year indicated. The Fund utilized $19,912,906 of capital losses in the current fiscal year.

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 97,083,946   
Gross unrealized gain      19,383,687   
Gross unrealized loss      (7,322,325
Net unrealized security gain    $ 12,061,362   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market gains (losses) on regulated futures contracts, and differences in the tax treatment of underlying fund investments.

In order to present certain components of the Fund’s capital accounts on a tax-basis, the Fund has reclassified $33,958 from undistributed net investment income to accumulated net realized gain(loss). These reclassifications have no impact on the net asset value of the Fund and result primarily from differences in the tax treatment of partnership investments, underlying fund investments, passive foreign investment company investments and real estate investment trust investments.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

9.    OTHER RISKS

The Fund’s risks include, but are not limited to, the following:

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

9.    OTHER RISKS (continued)

 

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

10.    INDEMNIFICATIONS

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

11.    OTHER MATTERS

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

12.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

13.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     For the Fiscal Year Ended
December 31, 2012
    For the Fiscal Year Ended
December 31, 2011
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      620,226      $ 7,785,373        1,149,991      $ 13,642,505   
Reinvestment of distributions      77,554        973,309        65,458        744,918   
Shares redeemed      (1,884,899     (23,416,189     (2,834,786     (32,782,326
       (1,187,119     (14,657,507     (1,619,337     (18,394,903
Service Shares         
Shares sold      18,946        232,891        45,603        492,675   
Reinvestment of distributions      16,864        210,796        11,803        133,842   
Shares redeemed      (267,680     (3,322,033     (445,139     (5,256,911
       (231,870     (2,878,346     (387,733     (4,630,394
NET DECREASE      (1,418,989   $ (17,535,853     (2,007,070   $ (23,025,297

 

23


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Structured Small Cap Equity Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Structured Small Cap Equity Fund (the “Fund”) at December 31, 2012 and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, transfer agent, brokers and the application of alternative auditing procedures where securities purchased confirmations had not been received, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 14, 2013

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Fund Expenses — Six Month Period Ended December 31, 2012 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of 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, 2012 through December 31, 2012.

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

Share Class   Beginning
Account Value
7/01/12
    Ending
Account Value
12/31/12
    Expenses Paid
for the
6  Months
Ended
12/31/12
*
 
Institutional        
Actual   $ 1,000      $ 1,046.60      $ 4.17   
Hypothetical 5% return     1,000        1,021.06     4.12   
Service        
Actual     1,000        1,045.00        5.45   
Hypothetical 5% return     1,000        1,019.81     5.38   

 

* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.81% and 1.06% for Institutional and Service Shares, respectively.

 

+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1

 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

 

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1

 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

 

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

 

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

    111      None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

 

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None
         

 

* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1  Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.
2  Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.
3  The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).
4  This column includes only directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age

 

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years
James A. McNamara
200  West Street

New York, NY 10282
Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).
George F. Travers
30 Hudson Street

Jersey City, NJ 07302
Age: 44

  Senior Vice President
and Principal
Financial Officer
  Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.
Caroline Kraus

200 West Street

New York, NY 10282
Age: 35

  Secretary   Since 2012  

Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh
200 West Street

New York, NY 10282
Age: 41

  Treasurer and Senior
Vice President
  Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     

 

1 Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.
* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

        For the year ended December 31, 2012, 100% of the dividends paid from net investment company taxable income by the Structured Small Cap Equity Fund qualify for the dividends received deduction available to corporations.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.  

Caroline L. Kraus, Secretary

Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities for the 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Structured Small Cap Equity Fund.

© 2013 Goldman Sachs. All rights reserved.

VITSTRSCAR13/92375.MF.MED.TMPL/2/2013


Goldman

Sachs Variable Insurance Trust

 

Goldman Sachs

Structured U.S. Equity Fund

 

 

Annual Report

December 31, 2012

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S EQUITY FUND

 

Principal Investment Strategies and Risks

 

This is not a complete list of risks that may affect the Fund. For additional information concerning the risks applicable to the Fund, please see the Fund’s Prospectus.

 

Shares of the Goldman Sachs Variable Insurance Trust — Goldman Sachs Structured U.S. Equity Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you realize with respect to your investments. Ask your representative for more complete information. Please consider the Fund’s objective, risks and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.

 

The Goldman Sachs Structured U.S. Equity Fund invests primarily in a diversified portfolio of equity investments in U.S. issuers, including foreign issuers traded in the United States. The Fund’s equity investments will be subject to market risk, which means that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular sectors and/or general economic conditions. The Investment Adviser’s use of quantitative models to execute investment strategy may fail to produce the intended result. Different investment styles (e.g., “quantitative”) tend to shift in and out of favor, and at times the Fund may underperform other funds that invest in similar asset classes. The Fund may have a high rate of portfolio turnover, which involves correspondingly greater expenses which must be borne by the Fund, and is also likely to result in short-term capital gains taxable to shareholders.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital and dividend income.

 

 

Portfolio Management Discussion and Analysis

 

Below, the Goldman Sachs Quantitative Investment Strategies Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Structured U.S. Equity Fund’s (the “Fund”) performance and positioning for the 12-month period ended December 31, 2012 (the “Reporting Period”).

 

How did the Fund perform during the Reporting Period?

 

During the Reporting Period, the Fund’s Institutional and Service Shares generated average annual total returns of 14.42% and 14.10%, respectively. These returns compare to the 15.96% average annual total return of the Fund’s benchmark, the Standard & Poor’s® 500 Index* (with dividends reinvested) (the “S&P 500 Index”) during the same time period.

 

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

 

Representing the U.S. equity market, the S&P® 500 Index gained 15.96% during the Reporting Period to mark the fourth straight year of gains. The year 2012 started with the strongest first quarter since 1998 for the S&P® 500 Index. Also during the first quarter of 2012, the Dow Jones Industrial Average closed above 13,000 for the first time since May 2008, and the NASDAQ reached a new 11-year high. U.S. equities rose largely on evidence that the labor and manufacturing markets were improving. In addition, the Fed reaffirmed its commitment to low interest rates until at least late-2014.

 

U.S. equity markets slid, however, during the second quarter of 2012, when first quarter Gross Domestic Product (“GDP”) was revised down from 2.2% to 1.9% and employment reports suggested deterioration in the labor market. Spain’s banking system bailout and increasing concerns over Europe’s financial crisis weighed on global equity markets, including the U.S. equity market, as well. At the same time, disappointing economic reports from faster growing regions of the world renewed fears of a global economic slowdown.

 

During the summer of 2012, U.S. equity markets rallied back on more strong statements from central banks. In September, the Fed announced another round of quantitative easing, dubbed QE3, this time with no expiration date but with the explicit goal of reducing unemployment. The Fed also extended its policy of near-zero interest rates until at least mid 2015. In Europe, the European Central Bank (“ECB”) president Mario Draghi voiced strong support for the euro and the European Monetary Union, which was well received by financial markets in the U.S. Continued improvements in home prices and the Fed’s commitment to buy mortgage-backed securities increased hopes of a recovery in the housing market, which helped offset the downward pressures of lackluster economic growth and a stalled labor market.

 

There were increasing signs of economic recovery seen early in the fourth quarter of 2012. The U.S. reported better than expected third quarter GDP growth of 2%, the 13th consecutive quarter of economic expansion, and the unemployment rate dropped to 7.8%, the lowest rate seen since January 2009. U.S. manufacturing activity increased, and the housing market showed further signs of improvement, as construction of new homes hit a four-year high. Despite this positive data, the U.S. equity market pulled back in October on some cautious corporate earnings guidance. Also pressuring the U.S. equity market were the worst storm in decades battering the East Coast and polls showing the U.S. presidential race tightening to a dead heat.

 

The U.S. equity market crept higher in November 2012, as election day preserved the status quo in the White House and Congress, even as the “fiscal cliff” drew nearer. Housing starts and measures of employment improved, and manufacturing and non-manufacturing surveys showed expansion in the economy. In December 2012, further clarification from the Fed, tying its low interest rate policy to the condition that unemployment drop to 6.5% or lower, helped to offset increasing worries about the then-looming fiscal cliff of tax increases and spending cuts.

 

For the Reporting Period as a whole, all ten sectors within the S&P® 500 Index posted gains. The consistent and persistent commitment to accommodative monetary policy from the U.S. Fed and other central banks drove market-leading returns in the

 

*  The S&P 500 Index is the Standard & Poor’s 500 Composite Stock Prices Index of 500 stocks, an unmanaged index of common stock prices. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an unmanaged index.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

financials sector. The heavily weighted financials sector was also the largest positive contributor (weight times performance) to S&P® 500 Index returns. On optimism about the economy and improved consumer confidence, the consumer discretionary sector also performed well. Conversely, the energy sector posted positive returns but was comparatively weak during the Reporting Period, as oil prices remained relatively stable, balancing continued unrest in several oil-producing regions with potential supply increases from U.S. shale production and a modest outlook for global economic growth.

 

All segments of the U.S. equity market advanced during the Reporting Period, with mid-cap stocks, as measured by the Russell Midcap® Index, gaining most, followed by large-cap stocks and then small-cap stocks, as measured by the Russell 1000® Index and the Russell 2000® Index, respectively, which performed similarly to each other. Large-cap stocks were least successful relative to small-cap stocks in the materials sector. From a style perspective, value-oriented stocks solidly outpaced growth-oriented stocks across the capitalization spectrum. In the large-cap segment of the U.S. equity market, growth-oriented stocks underperformed value-oriented stocks primarily in the financials sector. (All as measured by the Russell Investments indices.)

 

What key factors were responsible for the Fund’s performance during the Reporting Period?

 

Although our quantitative model and four of its six investment themes enhanced relative returns, the Fund underperformed the S&P 500 Index during the Reporting Period, largely because of its industry exposures and control factors. Our stock selection added to relative performance during the Reporting Period.

 

What impact did the Fund’s investment themes have on performance during the Reporting Period?

 

As expected, and in keeping with our investment approach, our quantitative model and its six investment themes (Valuation, Profitability, Quality, Management, Momentum and Sentiment) had the greatest impact on relative performance. We use these themes to take a long-term view of market patterns and look for inefficiencies, selecting stocks for the Fund and overweighting or underweighting the ones chosen by the model. Over time and by design, the performance of any one of the model’s investment themes tends to have a low correlation with the model’s other themes, demonstrating the diversification benefit of the Fund’s theme-driven quantitative model. The variance in performance supports our research indicating that the diversification provided by the Fund’s different investment themes is a significant investment advantage over the long term, even though the Fund may experience underperformance in the short term. Of course, diversification does not protect an investor from market risk nor does it ensure a profit.

 

During the Reporting Period, four of our six investment themes contributed positively to the Fund’s relative performance. The Momentum theme contributed most positively to the Fund’s relative performance during the Reporting Period, followed by Profitability, Valuation and Sentiment. The Momentum theme seeks to predict drifts in stock prices caused by delayed investor reaction to company-specific information and information about related companies. The Profitability theme assesses whether a company is earning more than its cost of capital. The Valuation theme attempts to capture potential mispricings of securities, typically by comparing a measure of the company’s intrinsic value to its market value. The Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries.

 

The Fund’s Management and Quality themes detracted. The Management theme assesses the characteristics, policies and strategic decisions of company managements. The Quality theme evaluates whether the company’s earnings are coming from more persistent, cash-based sources, as opposed to accruals.

 

How did the Fund’s sector and industry allocations affect relative performance?

 

In constructing the Fund’s portfolio, we focus on picking stocks rather than making industry or sector bets. Consequently, the Fund is similar to its benchmark, the S&P 500 Index, in terms of its industry and sector allocation and style. We manage the Fund’s industry and sector exposure by including industry factors in our risk model and by explicitly penalizing industry and sector deviations from the benchmark index in optimization. Sector weights or changes in sector weights generally do not have a meaningful impact on relative performance.

 

That said, despite the positive results from our investment themes, the contribution of the Fund’s industry exposures dragged down relative performance during the Reporting Period. Though its industry weightings were no larger or smaller than normal, the Fund was hurt most by its relative positioning in computers and peripherals, diversified financial services, food products, machinery, and communications equipment.

 

Did stock selection help or hurt Fund performance during the Reporting Period?

 

We seek to outpace the S&P 500 Index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. We also build positions based on our thematic views. For example, the Fund aims to hold a basket of stocks with

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

more favorable Momentum characteristics than the benchmark index. During the Reporting Period, stock selection overall contributed positively to the Fund’s relative performance.

 

Effective stock selection in the energy, materials and telecommunication services sectors made the biggest positive contribution to the Fund’s results relative to its benchmark index. Partially offsetting these contributors was stock selection in the consumer staples, financials and consumer discretionary sectors, which detracted most from the Fund’s results relative to the S&P 500 Index.

 

Which individual stock positions contributed the most to the Fund’s relative returns during the Reporting Period?

 

The Fund benefited most from overweight positions in biopharmaceutical company Gilead Sciences, integrated oil company Marathon Petroleum and diversified chemicals company LyondellBasell Industries. We chose to overweight Gilead Sciences due to our positive views on Profitability and Valuation. The overweight in Marathon Petroleum was the result of our positive views on Momentum and Profitability. The Fund was overweight LyondellBasell Industries given our positive views on Profitability and Quality.

 

Which individual positions detracted from the Fund’s results during the Reporting Period?

 

Detracting most from the Fund’s results relative to its benchmark index were overweight positions in nutritional supplement company Herbalife and mattress and pillow manufacturer Tempur-Pedic International and an underweight position in diversified banking institution Bank of America. The Fund had an overweight position in Herbalife due to our positive views on Profitability and Quality. The Fund was overweight Tempur-Pedic International because of our positive views on Momentum and Profitability. The Fund’s underweight in Bank of America was the result of our negative views on Sentiment and Profitability.

 

How did the Fund use derivatives during the Reporting Period?

 

During the Reporting Period, we did not use derivatives as part of an active management strategy to add value to the Fund’s results. However, we used equity index futures contracts, on an opportunistic basis, to equitize the Fund’s excess cash holdings. In other words, we put the Fund’s excess cash holdings to work by using them as collateral for the purchase of stock futures.

 

Did you make any enhancements to your quantitative models during the Reporting Period?

 

We continuously look for ways to improve our investment process. During the first quarter of 2012, we implemented an enhancement to our U.S. stock selection process with the introduction of a short-term model. Our alpha model forecasts returns using three- to 12-month horizons through which we create our long-term investment decisions. In addition to that, the short-term model now determines entry and exit points for trade execution. We believe this enhancement will further add value to our process.

 

During the second quarter of 2012, we implemented an enhancement to our stock selection process globally, incorporating several measures to the signals within our Valuation theme. These include cash flow signals, book value signals, dividend and buyback signals, forecasted and realized earnings signals and structural valuation signals. The signal weights are customized based on the stock’s industry, sector and geographic location. We believe these additional signals will help capture the intrinsic value of a company more effectively and further add value to our process.

 

During the fourth quarter of 2012, we implemented an enhancement to our stock selection process across several geographic regions, incorporating several measures to the signals within our Quality theme. These include measures of capital investment, funding source, earnings quality, competitive positioning and financial solvency. We believe these signals effectively capture both the investment quality attributable to management decisions as well as the quality attributable to firm economics. Additionally, we extended our Momentum theme in continental Europe, the U.K. and Japan using enhanced cross-company linkages. In continental Europe and the U.K., we link economically-related companies, which may or may not belong to the same industry. In Japan, we leverage the unique corporate infrastructure of the region, called Keiretsu, where cross share holding is common, to create a cross-company linkage signal. We believe these signals help identify momentum trends earlier in their history.

 

What was the Fund’s sector positioning relative to its benchmark index at the end of the Reporting Period?

 

As of December 31, 2012, the Fund was overweight the health care and energy sectors relative to the S&P 500 Index. The Fund was underweight consumer staples, industrials and telecommunication services and was rather neutrally weighted in consumer discretionary, information technology, financials, materials and utilities compared to the benchmark index on the same date.

 

What is your strategy going forward for the Fund?

 

Looking ahead, we continue to believe that less expensive stocks should outpace more expensive stocks, and stocks with good momentum are likely to outperform those with poor momentum. We intend to maintain our focus on seeking companies about

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

which fundamental research analysts are becoming more positive as well as profitable companies with sustainable earnings and a track record of using their capital to enhance shareholder value. As such, we anticipate remaining fully invested with long-term performance likely to be the result of stock selection rather than sector or capitalization allocations.

 

We stand behind our investment philosophy that sound economic investment principles, coupled with a disciplined quantitative approach, can provide strong, uncorrelated returns over the long term. Our research agenda is robust, and we continue to enhance our existing models, add new proprietary forecasting signals and improve our trading execution as we seek to provide the most value to our shareholders.

 

5


FUND BASICS

 

Structured U.S. Equity Fund

 

as of December 31, 2012

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 12/31/12    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      14.42      0.51      6.08      3.21    02/13/98
Service      14.10         0.30         N/A         1.26       01/09/06
1 

The Standardized Total Returns are average annual total returns as of the most recent calendar quarter-end. They assume reinvestment of all distributions at net asset value (“NAV”). Because Institutional Shares and Service Shares do not involve a sales charge, such a charge is not applied to their Standardized Total Returns.

Total return figures in the above chart represent past performance and do not indicate future results, which will vary. The investment return and principal value of an investment will fluctuate and, therefore, an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the total return figures in the above chart. Please visit www.goldmansachsfunds.com/vit to obtain the most recent month-end returns. Performance reflects fee waivers and/or expense limitations in effect. In their absence, performance would be reduced.

 

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.64      0.70
Service        0.85         0.95   
2 

The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. The Fund’s waivers and/or expense limitations will remain in place through at least April 27, 2013, and prior to such date the investment adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

TOP TEN HOLDINGS AS OF 12/31/123

 

Holding      % of Net Assets      Line of Business
Apple, Inc.        4.0%       Technology Hardware & Equipment
Exxon Mobil Corp.        3.9      Energy
JPMorgan Chase & Co.        2.6      Diversified Financials
Pfizer, Inc.        2.4      Pharmaceuticals, Biotechnology & Life Sciences
Microsoft Corp.        2.2      Software & Services
Johnson & Johnson        2.0      Pharmaceuticals, Biotechnology & Life Sciences
Berkshire Hathaway, Inc. Class B        1.9      Insurance
Merck & Co., Inc.        1.8      Pharmaceuticals, Biotechnology & Life Sciences
Occidental Petroleum Corp.        1.7      Energy
News Corp. Class A        1.7      Media
3 

The top 10 holdings may not be representative of the Fund’s future investments.

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

 

As of December 31, 2012

 

 

 

LOGO

 

 

4 

The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of market value (excluding investments in the securities lending reinvestment vehicle, if any). Investments in the securities lending reinvestment vehicle represented 1.1% of the Fund’s net assets at December 31, 2012. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Performance Summary

 

December 31, 2012

 

The following graph shows the value, as of December 31, 2012, of a $10,000 investment made on January 1, 2003 in the Institutional Shares at NAV. For comparative purposes, the performance of the Fund’s benchmark, the S&P 500 Index (with dividends reinvested), is shown. This performance data represents past performance and should not be considered indicative of future performance, which will fluctuate with changes in market conditions. These performance fluctuations will cause an investor’s shares, when redeemed, to be worth more or less than their original cost. Performance reflects Fund level expenses but does not reflect fees and expenses associated with any variable annuity contract or variable life insurance policy that uses the Fund as an investment option for any contract or policy. Had performance reflected all of those fees and expenses, performance would have been reduced. Performance also would have been reduced had expense limitations not been in effect. Performance of Service Shares will vary from Institutional Shares due to differences in class specific fees. In addition to the investment adviser’s decisions regarding issuer/industry investment selection and allocation, other factors may affect Fund performance. These factors include, but are not limited to, Fund operating fees and expenses, portfolio turnover, and subscription and redemption cash flows affecting the Fund.

 

Structured U.S. Equity Fund’s 10 Year Performance

 

Performance of a $10,000 investment, with distributions reinvested, from January 1, 2003 through December 31, 2012.

 

LOGO

 

Average Annual Total Return through December 31, 2012    One Year    Five Years    Ten Years    Since Inception     

Institutional (Commenced February 13, 1998)

   14.42%    0.51%    6.08%    3.21%   

Service (Commenced January 9, 2006)

   14.10%    0.30%    N/A    1.26%   

 

 

 

8


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Schedule of Investments

 

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – 97.8%   

 

Automobiles & Components – 0.2%

  

  24,841       General Motors Co*    $ 716,166   

 

 

 

 

Banks – 2.3%

  
  8,176       M&T Bank Corp.      805,091   
  94,122       PNC Financial Services Group, Inc.      5,488,254   
  58,596       Wells Fargo & Co.      2,002,811   
     

 

 

 
        8,296,156   

 

 

 

 

Capital Goods – 5.2%

  

  18,196       Emerson Electric Co.      963,660   
  4,223       Fluor Corp.      248,059   
  285,762       General Electric Co.      5,998,144   
  6,948       Harsco Corp.      163,278   
  44,387       Honeywell International, Inc.      2,817,243   
  5,532       Huntington Ingalls Industries, Inc.      239,757   
  10,384       MSC Industrial Direct Co., Inc. Class A      782,746   
  30,129       Navistar International Corp.*(a)      655,908   
  4,919       Oshkosh Corp.*      145,848   
  34,799       Raytheon Co.      2,003,031   
  2,469       Regal-Beloit Corp.      173,990   
  27,479       The Boeing Co.      2,070,818   
  48,374       The Toro Co.      2,079,115   
  9,074       WABCO Holdings, Inc.*      591,534   
     

 

 

 
        18,933,131   

 

 

 

 

Commercial & Professional Services – 0.9%

  
  4,405       Avery Dennison Corp.      153,823   
  37,599       The ADT Corp.      1,747,978   
  49,042       Tyco International Ltd.      1,434,478   
     

 

 

 
        3,336,279   

 

 

 

 

Consumer Durables & Apparel – 0.1%

  

  575       NVR, Inc.*      529,000   

 

 

 

 

Consumer Services – 4.4%

  

  130,821       Carnival Corp.      4,810,288   
  75,363       Marriott International, Inc. Class A      2,808,779   
  3,162       McDonald’s Corp.      278,920   
  23,072       Starbucks Corp.      1,237,121   
  44,962       Wyndham Worldwide Corp.      2,392,428   
  33,060       Wynn Resorts Ltd.      3,718,919   
  13,097       Yum! Brands, Inc.      869,641   
     

 

 

 
        16,116,096   

 

 

 

 

Diversified Financials – 6.4%

  

  3,683       Ameriprise Financial, Inc.      230,666   
  25,925       BlackRock, Inc.      5,358,957   
  213,613       JPMorgan Chase & Co.      9,392,564   
  13,464       Leucadia National Corp.      320,309   
  26,554       Moody’s Corp.      1,336,197   
  102,668       Morgan Stanley      1,963,012   
  74,841       SEI Investments Co.      1,746,789   
  59,546       State Street Corp.      2,799,257   
     

 

 

 
        23,147,751   

 

 

 
  Common Stocks – (continued)   

 

Energy – 13.3%

  

  45,761       Chevron Corp.    $ 4,948,595   
  99,448       ConocoPhillips      5,766,989   
  163,043       Exxon Mobil Corp.      14,111,372   
  66,107       Hess Corp.      3,501,027   
  82,278       Marathon Petroleum Corp.      5,183,514   
  32,373       McDermott International, Inc.*      356,750   
  72,076       Murphy Oil Corp.      4,292,126   
  81,299       Occidental Petroleum Corp.      6,228,316   
  14,513       Phillips 66      770,640   
  44,636       Tesoro Corp.      1,966,216   
  17,197       Ultra Petroleum Corp.*(a)      311,782   
  26,811       Valero Energy Corp.      914,791   
     

 

 

 
        48,352,118   

 

 

 

 

Food & Staples Retailing – 1.6%

  

  109,091       CVS Caremark Corp.      5,274,550   
  13,078       Walgreen Co.      484,017   
     

 

 

 
        5,758,567   

 

 

 

 

Food, Beverage & Tobacco – 3.7%

  

  185,360       Archer-Daniels-Midland Co.      5,077,011   
  6,847       Dean Foods Co.*      113,044   
  2,205       Ingredion, Inc.      142,068   
  16,123       Lorillard, Inc.      1,881,071   
  52,727       Philip Morris International, Inc.      4,410,086   
  32,245       Reynolds American, Inc.      1,335,910   
  27,933       Tyson Foods, Inc. Class A      541,900   
     

 

 

 
        13,501,090   

 

 

 

 

Health Care Equipment & Services – 0.8%

  

  11,155       Abbott Laboratories      730,652   
  50,156       Cardinal Health, Inc.      2,065,424   
     

 

 

 
        2,796,076   

 

 

 

 

Household & Personal Products – 2.2%

  

  6,076       Colgate-Palmolive Co.      635,185   
  96,784       Herbalife Ltd.(a)      3,188,065   
  9,834       Kimberly-Clark Corp.      830,285   
  12,050       Nu Skin Enterprises, Inc. Class A      446,452   
  42,719       The Procter & Gamble Co.      2,900,193   
     

 

 

 
        8,000,180   

 

 

 

 

Insurance – 3.9%

  

  18,170       Assurant, Inc.      630,499   
  77,764       Berkshire Hathaway, Inc. Class B*      6,975,431   
  29,745       MetLife, Inc.      979,800   
  101,230       Prudential Financial, Inc.      5,398,596   
     

 

 

 
        13,984,326   

 

 

 

 

Materials – 3.7%

  

  10,319       Allegheny Technologies, Inc.      313,285   
  23,049       CF Industries Holdings, Inc.      4,682,635   
  11,067       Cliffs Natural Resources, Inc.(a)      426,744   
  9,355       Commercial Metals Co.      139,015   
  27,277       Freeport-McMoRan Copper & Gold, Inc.      932,873   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   9


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Schedule of Investments (continued)

 

December 31, 2012

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Materials – (continued)

  

  94,343       LyondellBasell Industries NV Class A    $ 5,386,042   
  6,809       Newmont Mining Corp.      316,210   
  26,279       Nucor Corp.      1,134,727   
     

 

 

 
        13,331,531   

 

 

 

 

Media – 5.1%

  

  128,573       Cablevision Systems Corp. Class A      1,920,881   
  80,388       CBS Corp. Class B      3,058,763   
  8,740       Comcast Corp. Class A      314,203   
  37,810       DIRECTV*      1,896,550   
  98,464       DISH Network Corp. Class A      3,584,089   
  240,251       News Corp. Class A      6,136,010   
  28,093       Viacom, Inc. Class B      1,481,625   
     

 

 

 
        18,392,121   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 14.3%

  

  9,110       Alexion Pharmaceuticals, Inc.*      854,609   
  38,496       Amgen, Inc.      3,322,975   
  23,398       Biogen Idec, Inc.*      3,431,785   
  185,618       Bristol-Myers Squibb Co.      6,049,291   
  69,156       Celgene Corp.*      5,443,960   
  51,054       Eli Lilly & Co.      2,517,983   
  24,320       Gilead Sciences, Inc.*      1,786,304   
  40,608       Hospira, Inc.*      1,268,594   
  104,869       Johnson & Johnson      7,351,317   
  158,572       Merck & Co., Inc.      6,491,938   
  6,763       Mylan, Inc.*      185,847   
  32,315       Myriad Genetics, Inc.*      880,584   
  341,076       Pfizer, Inc.      8,554,186   
  19,925       United Therapeutics Corp.*      1,064,393   
  28,367       Vertex Pharmaceuticals, Inc.*      1,189,712   
  89,804       Warner Chilcott PLC Class A      1,081,240   
  3,035       Watson Pharmaceuticals, Inc.*      261,010   
     

 

 

 
        51,735,728   

 

 

 

 

Real Estate Investment Trust – 2.7%

  

  65,069       American Tower Corp.      5,027,881   
  89,677       Rayonier, Inc.      4,647,959   
     

 

 

 
        9,675,840   

 

 

 

 

Retailing – 2.2%

  

  16,541       AutoNation, Inc.*      656,678   
  72,177       Liberty Interactive Corp. Class A*      1,420,443   
  8,834       Priceline.com, Inc.*      5,487,681   
  13,096       Urban Outfitters, Inc.*      515,458   
     

 

 

 
        8,080,260   

 

 

 

 

Semiconductors & Semiconductor Equipment – 1.0%

  

  46,835       Broadcom Corp. Class A*      1,555,391   
  35,549       Cypress Semiconductor Corp.*      385,351   
  57,132       Intel Corp.      1,178,633   
  11,208       Lam Research Corp.*      404,945   
     

 

 

 
        3,524,320   

 

 

 
  Common Stocks – (continued)   

 

Software & Services – 10.8%

  

  47,949       Accenture PLC Class A    $ 3,188,609   
  168,445       Activision Blizzard, Inc.      1,788,886   
  38,797       AOL, Inc.*      1,148,779   
  8,320       CA, Inc.      182,874   
  28,584       Computer Sciences Corp.      1,144,789   
  33,113       eBay, Inc.*      1,689,425   
  7,098       Google, Inc. Class A*      5,035,108   
  22,254       International Business Machines Corp.      4,262,754   
  33,827       Lender Processing Services, Inc.      832,821   
  12,303       Mastercard, Inc. Class A      6,044,218   
  299,791       Microsoft Corp.      8,013,413   
  101,971       Oracle Corp.      3,397,674   
  28,543       TIBCO Software, Inc.*      628,231   
  26,320       VeriSign, Inc.*      1,021,742   
  39,149       Yahoo!, Inc.*      779,065   
     

 

 

 
        39,158,388   

 

 

 

 

Technology Hardware & Equipment – 7.3%

  

  27,048       Apple, Inc.      14,417,396   
  12,955       Avnet, Inc.*      396,553   
  272,412       Corning, Inc.      3,437,839   
  6,742       EchoStar Corp. Class A*      230,711   
  13,175       Molex, Inc.      360,073   
  73,417       QUALCOMM, Inc.      4,553,322   
  16,591       Seagate Technology PLC      505,694   
  59,433       Western Digital Corp.      2,525,308   
     

 

 

 
        26,426,896   

 

 

 

 

Telecommunication Services – 1.8%

  

  157,208       AT&T, Inc.(b)      5,299,482   
  31,989       Verizon Communications, Inc.      1,384,164   
     

 

 

 
        6,683,646   

 

 

 

 

Transportation – 1.0%

  

  37,583       CSX Corp.      741,513   
  57,623       Hertz Global Holdings, Inc.*      937,526   
  6,172       Norfolk Southern Corp.      381,676   
  12,366       Union Pacific Corp.      1,554,654   
     

 

 

 
        3,615,369   

 

 

 

 

Utilities – 2.9%

  

  17,328       Ameren Corp.      532,316   
  32,210       Consolidated Edison, Inc.      1,788,943   
  21,005       Entergy Corp.      1,339,069   
  43,644       Integrys Energy Group, Inc.      2,279,090   
  26,062       Pinnacle West Capital Corp.      1,328,641   
  76,604       The Southern Co.      3,279,417   
     

 

 

 
        10,547,476   

 

 

 
 
 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING
REINVESTMENT VEHICLE
  
  
  (Cost $316,162,452)    $ 354,638,511   

 

 

 

 

10   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

Shares      Rate    Value  
  Securities Lending Reinvestment Vehicle(c)(d) – 1.1%   

 
 

Goldman Sachs Financial Square Money Market Fund —
FST Shares

 
  

  3,848,500       0.132%    $ 3,848,500   
  (Cost $3,848,500)   

 

 

 
  TOTAL INVESTMENTS – 98.9%   
  (Cost $320,010,952)    $ 358,487,011   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.1%

     4,163,925   

 

 

 
  NET ASSETS – 100.0%    $ 362,650,936   

 

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

*   Non-income producing security.
(a)   All or a portion of security is on loan.
(b)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.
(c)   Variable rate security. Interest rate disclosed is that which is in effect at December 31, 2012.
(d)   Represents an affiliated issuer.

 

 

ADDITIONAL INVESTMENT INFORMATION

 

FUTURES CONTRACTS — At December 31, 2012, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
S&P 500 E-mini Index        91         March 2013      $ 6,461,455         $ (34,739

 

The accompanying notes are an integral part of these financial statements.   11


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Statement of Assets and Liabilities

 

December 31, 2012

 

  

Assets:

      

Investments in unaffiliated issuers, at value (cost $316,162,452)(a)

   $ 354,638,511   

Investments in affiliated securities lending reinvestment vehicle, at value which equals cost

     3,848,500   

Cash

     7,852,671   

Receivables:

  

Fund shares sold

     856,758   

Dividends

     297,204   

Futures variation margin

     164,255   

Reimbursement from investment adviser

     20,351   

Investments sold

     3,910   

Securities lending income

     1,960   
Total assets      367,684,120   
  
  
Liabilities:       

Payables:

  

Payable upon return of securities loaned

     3,848,500   

Fund shares redeemed

     289,508   

Amounts owed to affiliates

     214,241   

Accrued expenses and other liabilities

     680,935   
Total liabilities      5,033,184   
  
  
Net Assets:       

Paid-in capital

     478,614,869   

Undistributed net investment income

     543,243   

Accumulated net realized loss

     (154,948,496

Net unrealized gain

     38,441,320   
NET ASSETS    $ 362,650,936   

Net Assets:

  

Institutional

   $ 262,758,841   

Service

     99,892,095   

Total Net Assets

   $ 362,650,936   

Shares of beneficial interest outstanding $0.001 par value (unlimited shares authorized):

  

Institutional

     21,650,830   

Service

     8,215,158   

Net asset value, offering and redemption price per share:

  

Institutional

     $ 12.14   

Service

     12.16   

 

(a) Includes loaned securities having a market value of $4,122,749.

 

12   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Statement of Operations

 

For the Fiscal Year Ended December 31, 2012

 

  
Investment income:       

Dividends (net of foreign taxes withheld of $50,969)

   $ 8,854,773   

Securities lending income — affiliated issuer

     33,816   
Total investment income      8,888,589   
  
  
Expenses:       

Management fees

     2,343,277   

Distribution and Service fees — Service Class

     256,777   

Printing and mailing costs

     134,928   

Transfer Agent fees(a)

     75,583   

Professional fees

     73,203   

Custody and accounting fees

     59,965   

Trustee fees

     15,671   

Other

     11,529   
Total expenses      2,970,933   

Less — expense reductions

     (330,253
Net expenses      2,640,680   
NET INVESTMENT INCOME      6,247,909   
  
  
Realized and unrealized gain (loss):       

Net realized gain from:

  

Investments (includes payment by affiliate relating to certain investment transactions of $253,295)

     55,797,968   

Futures contracts

     1,271,578   

Net change in unrealized loss on:

  

Investments

     (12,053,661

Futures contracts

     (209,538
Net realized and unrealized gain      44,806,347   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 51,054,256   

 

(a) Institutional and Service Shares had Transfer Agent fees of $55,043 and $20,540, respectively.

 

The accompanying notes are an integral part of these financial statements.   13


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Statements of Changes in Net Assets

 

    

For the

Fiscal Year Ended
December 31, 2012

    

For the

Fiscal Year Ended
December 31, 2011

 
     
From operations:  

Net investment income

   $ 6,247,909       $ 6,659,716   

Net realized gain (includes payment by affiliate relating to certain investment transactions)

     57,069,546         31,578,074   

Net change in unrealized loss

     (12,263,199      (21,078,210
Net increase in net assets resulting from operations      51,054,256         17,159,580   
     
     
Distributions to shareholders:  

From net investment income

     

Institutional Shares

     (4,750,506      (4,875,179

Service Shares

     (1,549,712      (1,550,818
Total distributions to shareholders      (6,300,218      (6,425,997
     
     
From share transactions:  

Proceeds from sales of shares

     6,578,493         5,654,201   

Reinvestment of distributions

     6,300,218         6,425,997   

Cost of shares redeemed

     (68,247,499      (80,667,735
Net decrease in net assets resulting from share transactions      (55,368,788      (68,587,537
TOTAL DECREASE      (10,614,750      (57,853,954
     
     
Net assets:  

Beginning of year

     373,265,686         431,119,640   

End of year

   $ 362,650,936       $ 373,265,686   
Undistributed net investment income    $ 543,243       $ 643,207   

 

14   The accompanying notes are an integral part of these financial statements.


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Financial Highlights

 

Selected Data for a Share Outstanding Throughout Each Year

 

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of year
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net
asset
value,
end of
year
    Total
return(b)
    Net assets,
end of
year
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2012 - Institutional

  $ 10.80      $ 0.20      $ 1.36 (d)    $ 1.56      $ (0.22   $      $ (0.22   $ 12.14        14.42 %(d)    $ 262,759        0.64     0.72     1.71     134

2012 - Service

    10.82        0.18        1.35 (d)      1.53        (0.19            (0.19     12.16        14.10 (d)      99,892        0.85        0.97        1.51        134   

2011 - Institutional

    10.57        0.18 (e)      0.25        0.43        (0.20            (0.20     10.80        4.05        273,555        0.64        0.70        1.69 (e)      51   

2011 - Service

    10.58        0.16 (e)      0.25        0.41        (0.17            (0.17     10.82        3.90        99,711        0.85        0.95        1.48 (e)      51   

2010 - Institutional

    9.50        0.14        1.08        1.22        (0.15            (0.15     10.57        12.84        319,948        0.64        0.70        1.45        38   

2010 - Service

    9.51        0.12        1.08        1.20        (0.13            (0.13     10.58        12.60        111,171        0.85        0.95        1.25        38   

2009 - Institutional

    7.99        0.15        1.54        1.69        (0.18            (0.18     9.50        21.15        340,536        0.68        0.72        1.75        136   

2009 - Service

    8.00        0.13        1.54        1.67        (0.16            (0.16     9.51        20.89        112,530        0.89        0.97        1.53        136   

2008 - Institutional

    13.16        0.17        (5.06     (4.89     (0.18     (0.10     (0.28     7.99        (36.92     344,144        0.71        0.72        1.53        110   

2008 - Service

    13.16        0.14        (5.04     (4.90     (0.16     (0.10     (0.26     8.00        (37.05     106,586        0.92        0.97        1.34        110   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the year, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the year.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Reflects payment from affiliate relating to certain investment transactions which amounted to $0.01 per share. Excluding such payment, the total return would have been 14.32% and 14.01%, respectively.
(e) Reflects income recognized from non-recurring special dividends which amounted to $0.02 per share and 0.17% of average net assets.

 

The accompanying notes are an integral part of these financial statements.    15   


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Notes to Financial Statements

 

December 31, 2012

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Structured U.S. Equity Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional Shares and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

 

2.    SIGNIFICANT ACCOUNTING POLICIES

 

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions.

 

A.  Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

 

B.  Investment Income and Investments — Investment income includes interest income and dividend income, net of any foreign withholding taxes, less any amounts reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments. Distributions received from the Fund’s investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain or a return of capital. A return of capital is recorded by the Fund as a reduction to the cost basis of the REIT.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract. Upfront payments on swaps are recognized over the contract’s term/event as realized gains or losses, with the exception of forward starting interest rate swaps whose realized gains or losses are recognized from the effective start date. For securities with paydown provisions, principal payments received are treated as a proportionate reduction to the cost basis of the securities and excess amounts are recorded as gains. For treasury inflation protected securities (“TIPS”), adjustments to principal due to inflation/deflation are reflected as increases/decreases to interest income with a corresponding adjustment to cost.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

 

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agent fees. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the respective Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

 

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually.

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long term capital losses rather than being considered all short-term as under previous law.

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Notes to Financial Statements (continued)

 

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

 

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

 

The Trustees have adopted Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s portfolio investment. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

 

A.  Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

 

Equity Securities — Equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, equity securities and exchange traded investment companies are valued at the last bid price for long positions and at the last ask price for short positions. Investments in investment companies (other than those that are exchange traded) are valued at the NAV on the valuation date. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. Investments applying these valuation adjustments are classified as Level 2 of the fair value hierarchy.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

 

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities, which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

 

Derivative contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors.

Exchange-traded derivatives, including futures contracts, typically fall within Level 1 of the fair value hierarchy. Over-the-counter (“OTC”) derivatives are valued using market transactions and other market evidence, including market-based inputs to models, calibration to market-clearing transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC derivatives that trade in liquid markets, model inputs can generally be verified and model selection does not involve significant management judgment. OTC derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.

 

i. Futures Contracts — Futures contracts are contracts to buy or sell a standardized quantity of a specified commodity or security and are valued based on exchanged settlement prices or independent market quotes. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price for long positions and at the last ask price for short positions, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund deposits cash or securities in an account on behalf of the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by the Fund equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Notes to Financial Statements (continued)

 

December 31, 2012

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

 

B.  Level 3 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 3 are as follows:

 

To the extent that the aforementioned significant inputs are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under valuation procedures approved by the trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

 

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of December 31, 2012:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments      $ 354,638,511         $         $   
Securities Lending Reinvestment Vehicle        3,848,500                       
Total      $ 358,487,011         $         $   
Derivatives Type                              
Liabilities(a)               
Futures Contracts      $ (34,739      $         $   

 

(a) Amount shown represents unrealized gain (loss) at fiscal year end.

 

For further information regarding security characteristics, see the Schedule of Investments.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

4.    INVESTMENTS IN DERIVATIVES

 

 

The following table sets forth, by certain risk types, the gross value of derivative contracts as of December 31, 2012. These instruments were used to meet the Fund’s investment objectives and to obtain and/or manage exposure related to the risks below. The values in the tables below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk   Statement of Assets and Liabilities   Liabilities(a)  
Equity   Unrealized loss on futures variation margin   $ (34,739

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

 

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the fiscal year ended December 31, 2012. These gains (losses) should be considered in the context that these derivative contracts may have been executed to economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations  

Net

Realized
Gain (Loss)

   

Net Change in

Unrealized
Gain (Loss)

    Average
Number of
Contracts(a)
 
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ 1,271,578      $ (209,538     101   

 

(a) Average number of contracts is based on the average of month end balances for the at fiscal year ended December 31, 2012.

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

 

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Notes to Financial Statements (continued)

 

December 31, 2012

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

For the fiscal year ended December 31, 2012, contractual management fees with GSAM were at the following rates:

 

Contractual Management Fee Rate  

First

$1 billion

    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
 
  0.62%        0.59     0.56     0.55     0.54     0.62

 

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly for distribution services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares. Goldman Sachs has agreed to waive distribution and service fees so as not to exceed an annual rate of 0.21% of the Fund’s average daily net assets attributable to Service Shares. The distribution and service fee waiver will remain in place through at least April 27, 2013, and prior to such date Goldman Sachs may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, Goldman Sachs waived approximately $41,000 in distribution and service fees for the Fund’s Services Shares.

 

C.  Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to a Transfer Agency Agreement. The fees charged for such transfer agency services are accrued daily and paid monthly at an annual rate of 0.02% of the average daily net assets of Institutional and Service Shares.

 

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expense” of the Fund (excluding management fees, distribution and service fees, acquired fund fees and expenses, transfer agent fees and expenses, taxes, interest, brokerage fees, litigation, indemnification, shareholder meeting and other extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.004%. These Other Expense reimbursements will remain in place through at least April 27, 2013, and prior to such date GSAM may not terminate the arrangement without the approval of the trustees. For the fiscal year ended December 31, 2012, GSAM reimbursed approximately $280,300 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the fiscal year ended December 31, 2012, custody fee credits were approximately $9,000.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

As of December 31, 2012, the amounts owed to affiliates of the Fund were approximately $190,300, $17,800, and $6,100 for management, distribution and service, and transfer agent fees, respectively.

 

E.  Line of Credit Facility — As of December 31, 2012, the Fund participated in a $630,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). Pursuant to the terms of the facility, the Fund and Other Borrowers could increase the credit amount by an additional $340,000,000, for a total of up to $970,000,000. This facility is to be used solely for temporary or emergency purposes, which may include the funding of redemptions. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the fiscal year ended December 31, 2012, the Fund did not have any borrowings under the facility. Prior to May 8, 2012, the amount available through the facility was $580,000,000.

 

F.  Other Transactions with Affiliates — For the fiscal year ended December 31, 2012, Goldman Sachs earned approximately $1,700, in brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the Futures Commission Merchant, on behalf of the Fund.

On October 1, 2012, GSAM reimbursed the Fund in the amount of $253,295 to rectify a data issue in its portfolio management decision making process.

 

6.    PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the fiscal year ended December 31, 2012, were $493,579,954 and $547,162,085, respectively.

 

7.    SECURITIES LENDING

 

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund, may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the Fund receives cash collateral at least equal to the market value of the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Notes to Financial Statements (continued)

 

December 31, 2012

 

7.    SECURITIES LENDING (continued)

 

on the next business day. As with other extensions of credit, the Fund may experience delay in the recovery of its securities or incur a loss should the borrower of the securities breach its agreement with the Fund or become insolvent at a time when the collateral is insufficient to cover the cost of repurchasing securities on loan.

The Fund invests the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Money Market Fund (“Money Market Fund”), a series of the Goldman Sachs Trust, a Delaware statutory trust. The Money Market Fund, deemed an affiliate of the Trust, is registered under the Act as an open end investment company, is subject to Rule 2a-7 under the Act and is managed by GSAM, for which GSAM may receive an investment advisory fee of up to 0.205% on an annualized basis of the average daily net assets of the Money Market Fund.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the fiscal year ended December 31, 2012, is reported under Investment Income on the Statement of Operations. A portion of this amount, $18,786, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the fiscal year ended December 31, 2012, GSAL earned $3,772 in fees as securities lending agent.

The following table provides information about the Fund’s investment in the Money Market Fund for the fiscal year ended December 31, 2012 (in thousands):

 

Number of

Shares Held

Beginning of Year

    Shares Bought     Shares Sold    

Number of

Shares Held
End of Year

   

Value at End

of Year

 
  1,106        35,110        (32,367     3,849      $ 3,849   

 

8.    TAX INFORMATION

 

The tax character of distributions paid during the fiscal years ended December 31, 2011 and December 31, 2012 was as follows:

 

        2011        2012  
Distributions paid from ordinary income      $ 6,425,997         $ 6,300,218   

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

8.    TAX INFORMATION (continued)

 

 

As of December 31, 2012, the components of accumulated earnings (losses) on a tax-basis were as follows:

 

Undistributed ordinary income — net    $ 543,243   
Capital loss carryforwards:(1)   

Expiring 2016

     (14,576,277

Expiring 2017

     (139,998,215
Total capital loss carryforwards    $ (154,574,492
Unrealized gains — net      38,067,316   
Total accumulated losses — net    $ (115,963,933

 

(1) Expiration occurs on December 31 of the year indicated. The Fund utilized $53,753,636 of capital losses in the current fiscal year.

 

As of December 31, 2012, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 320,419,695   
Gross unrealized gain      43,490,498   
Gross unrealized loss      (5,423,182
Net unrealized security gain    $ 38,067,316   

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and net mark to market gains (losses) on regulated futures contracts.

In order to present certain components of the Fund’s capital accounts on a tax-basis, the Fund has reclassified $47,655 from undistributed net investment income to accumulated net realized gain (loss). These reclassifications have no impact on the net asset value of the Fund and result from differences in the tax treatment of underlying fund investments.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s financial statements. Such open tax years remain subject to examination and adjustment by tax authorities.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Notes to Financial Statements (continued)

 

December 31, 2012

 

9.    OTHER RISKS

 

 

The Fund’s risks include, but are not limited to, the following:

 

Shareholder Concentration Risk — Certain participating insurance companies, accounts, or Goldman Sachs affiliates may from time to time own (beneficially or of record) or control a significant percentage of the Fund’s shares. Redemptions by these entities of their holdings in the Fund may impact the Fund’s liquidity and NAV. These redemptions may also force the Fund to sell securities.

 

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions.

 

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). Additionally, the Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

 

10.    INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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, GSAM believes the risk of loss under these arrangements to be remote.

 

11.    OTHER MATTERS

 

New Accounting Pronouncement — In December 2011, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU”) to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting (“netting”) on the Statement of Assets and Liabilities. This information will enable users of the Fund’s financial statements to

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

 

11.    OTHER MATTERS (continued)

 

evaluate the effect or potential effect of netting arrangements on the Fund’s financial position. The ASU is effective for financial statements with fiscal years beginning on or after January 1, 2013, and interim periods within those fiscal years. At this time, GSAM is evaluating the implications of these changes on the financial statements.

 

12.    SUBSEQUENT EVENTS

 

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

13.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Fiscal Year Ended
December 31, 2012
    For the Fiscal Year Ended
December 31, 2011
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      323,842      $ 3,824,620        353,442      $ 3,800,085   
Reinvestment of distributions      389,067        4,750,506        456,905        4,875,179   
Shares redeemed      (4,386,993     (52,057,770     (5,760,949     (63,115,601
       (3,674,084     (43,482,644     (4,950,602     (54,440,337
Service Shares         
Shares sold      233,357        2,753,873        171,780        1,854,116   
Reinvestment of distributions      126,714        1,549,712        145,207        1,550,818   
Shares redeemed      (1,362,510     (16,189,729     (1,606,493     (17,552,134
       (1,002,439     (11,886,144     (1,289,506     (14,147,200
NET DECREASE      (4,676,523   $ (55,368,788     (6,240,108   $ (68,587,537

 

27


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Goldman Sachs Variable Insurance Trust — Goldman Sachs Structured U.S. Equity Fund:

 

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Goldman Sachs Structured U.S. Equity Fund (the “Fund”) at December 31, 2012, the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, transfer agent and brokers, provides a reasonable basis for our opinion.

 

PricewaterhouseCoopers LLP

 

Boston, Massachusetts

February 14, 2013

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Fund Expenses — Six Month Period Ended  December 31, 2012 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of 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, 2012 through December 31, 2012.

 

Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line under the heading entitled “Expenses Paid” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual net 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund you do not incur any transaction costs, such as sales charges, redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.

 

Share Class   Beginning
Account Value
7/01/12
    Ending
Account Value
12/31/12
    Expenses Paid
for the
6 Months
Ended
12/31/12
*
 
Institutional        
Actual   $ 1,000      $ 1,058.30      $ 3.31   
Hypothetical 5% return     1,000        1,021.92     3.25   
Service        
Actual     1,000        1,057.40        4.40   
Hypothetical 5% return     1,000        1,020.86     4.32   

 

* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended December 31, 2012. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.64% and 0.85% for Institutional and Service Shares, respectively.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.

 

29


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Trustees and Officers (Unaudited)

Independent Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

  Number of
Portfolios in
Fund Complex
Overseen by
Trustee3
   

Other

Directorships

Held by Trustee4

Ashok N. Bakhru

Age: 70

  Chairman of the Board of Trustees   Since 1996 (Trustee since 1991)  

Mr. Bakhru is retired. He is President, ABN Associates (1994-1996 and 1998-Present); Director, Apollo Investment Corporation (a business development company) (2008-Present); Member of Cornell University Council (1992-2004 and 2006-Present); and was formerly Trustee, Scholarship America (1998-2005); Trustee, Institute for Higher Education Policy (2003-2008); Director, Private Equity Investors — III and IV (1998-2007), and Equity-Linked Investors II (April 2002-2007).

Chairman of the Board of Trustees — Goldman Sachs Mutual Fund Complex.

    111      Apollo Investment Corporation (a business development company)

Donald C. Burke

Age: 52

  Trustee   Since 2010  

Mr. Burke is retired. He is Director, Avista Corp. (2011-Present); and was formerly a Director, BlackRock Luxembourg and Cayman Funds (2006-2010); President and Chief Executive Officer, BlackRock U.S. Funds (2007-2009); Managing Director, BlackRock, Inc. (2006-2009); Managing Director, Merrill Lynch Investment Managers, L.P. (“MLIM”) (2006); First Vice President, MLIM (1997-2005); Chief Financial Officer and Treasurer, MLIM U.S. Funds (1999-2006).

Trustee — Goldman Sachs Mutual Fund Complex.

    110      Avista Corp. (an energy company)

John P. Coblentz, Jr.

Age: 71

  Trustee   Since 2003  

Mr. Coblentz is retired. Formerly, he was Partner, Deloitte & Touche LLP (1975-2003); Director, Emerging Markets Group, Ltd. (2004-2006); and Director, Elderhostel, Inc. (2006-2012).

Trustee — Goldman Sachs Mutual Fund Complex.

    111      None

Diana M. Daniels

Age: 63

  Trustee   Since 2007  

Ms. Daniels is retired. Formerly, she was Vice President, General Counsel and Secretary, The Washington Post Company (1991-2006). Ms. Daniels is a Vice Chairman of the Board of Trustees, Cornell University (2009-Present); Member, Advisory Board, Psychology Without Borders (international humanitarian aid organization) (2007-Present), and former Member of the Legal Advisory Board, New York Stock Exchange (2003-2006) and of the Corporate Advisory Board, Standish Mellon Management Advisors (2006-2007).

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Joseph P. LoRusso

Age: 55

  Trustee   Since 2010  

Mr. LoRusso is retired. Formerly, he was President, Fidelity Investments Institutional Services Co. (“FIIS”) (2002-2008); Director, FIIS (2002-2008); Director, Fidelity Investments Institutional Operations Company (2003-2007); Executive Officer, Fidelity Distributors Corporation (2007-2008).

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Jessica Palmer

Age: 63

  Trustee   Since 2007  

Ms. Palmer is retired. She is Director, Emerson Center for the Arts and Culture (2011-Present); and was formerly a Consultant, Citigroup Human Resources Department (2007-2008); Managing Director, Citigroup Corporate and Investment Banking (previously, Salomon Smith Barney/Salomon Brothers) (1984-2006). Ms. Palmer was a Member of the Board of Trustees of Indian Mountain School (private elementary and secondary school) (2004-2009).

Trustee — Goldman Sachs Mutual Fund Complex.

    110      None

Richard P. Strubel

Age: 73

  Trustee   Since 1987  

Mr. Strubel is retired. Formerly, he was Director, Cardean Learning Group (provider of educational services via the internet) (2003-2008); Trustee, Emeritus, The University of Chicago (1987-Present).

Trustee — Goldman Sachs Mutual Fund Complex.

    111      The Northern Trust Mutual Fund Complex (64 Portfolios) (Chairman of the Board of Trustees); Gildan Activewear Inc. (a clothing marketing and manufacturing company).
         

 

30


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

Trustees and Officers (Unaudited) (continued)

Interested Trustees

 

Name,
Address and Age1
 

Position(s) Held

with the Trust

 

Term of

Office and
Length of
Time Served2

 

Principal Occupation(s)

During Past 5 Years

 

Number of

Portfolios in
Fund Complex
Overseen by
Trustee3

 

Other

Directorships

Held by Trustee4

James A. McNamara*

Age: 50

  President and Trustee   Since 2007  

Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993- April 1998).

President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007).

Trustee — Goldman Sachs Mutual Fund Complex (since November 2007 and December 2002-May 2004).

  111   None

Alan A. Shuch*

Age: 63

  Trustee   Since 1990  

Advisory Director — GSAM (May 1999-Present); Consultant to GSAM (December 1994-May 1999); and Limited Partner, Goldman Sachs (December 1994-May 1999).

Trustee — Goldman Sachs Mutual Fund Complex.

  110   None
         
* These persons are considered to be “Interested Trustees” because they hold positions with Goldman Sachs and own securities issued by The Goldman Sachs Group, Inc. Each Interested Trustee holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor.
1 

Each Trustee may be contacted by writing to the Trustee, c/o Goldman Sachs, 200 West Street, New York, New York, 10282, Attn: Caroline Kraus. Information is provided as of December 31, 2012.

2 

Each Trustee holds office for an indefinite term until the earliest of: (a) the election of his or her successor; (b) the date the Trustee resigns or is removed by the Board of Trustees or shareholders, in accordance with the Trust’s Declaration of Trust; (c) the conclusion of the first Board meeting held subsequent to the day the Trustee attains the age of 74 years (in accordance with the current resolutions of the Board of Trustees, which may be changed by the Trustees without shareholder vote); or (d) the termination of the Trust.

3 

The Goldman Sachs Mutual Fund Complex consists of the Trust, Goldman Sachs Trust II, Goldman Sachs Municipal Opportunity Fund, Goldman Sachs Credit Strategies Fund, and Goldman Sachs Trust. As of December 31, 2012, the Trust consisted of 12 portfolios. Goldman Sachs Trust II consisted of 1 portfolio (which did not offer shares to the public); Goldman Sachs Municipal Opportunity Fund did not offer shares to the public; and Goldman Sachs Trust consisted of 96 portfolios (80 of which offered shares to the public).

4 

This column includes only directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies registered under the Act.

Additional information about the Trustees is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States of America): 1-800-292-4726.

 

31


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 

 

Trustees and Officers (Unaudited) (continued)

Officers of the Trust*

 

Name, Address and Age  

Position(s) Held

With the Trust

 

Term of

Office and
Length of
Time Served1

  Principal Occupation(s) During Past 5 Years

James A. McNamara

200 West Street

New York, NY 10282

Age: 50

  President and Trustee   Since 2007   Managing Director, Goldman Sachs (December 1998-Present); Director of Institutional Fund Sales, GSAM (April 1998-December 2000); and Senior Vice President and Manager, Dreyfus Institutional Service Corporation (January 1993-April 1998). President — Goldman Sachs Mutual Fund Complex (November 2007-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (May 2007-November 2007); and Vice President — Goldman Sachs Mutual Fund Complex (2001-2007). Trustee — Goldman Sachs Mutual Fund Complex (November 2007-Present and December 2002-May 2004).

George F. Travers

30 Hudson Street

Jersey City, NJ 07302

Age: 44

  Senior Vice President and Principal Financial Officer   Since 2009   Managing Director, Goldman Sachs (2007-Present); Managing Director, UBS Ag (2005-2007); and Partner, Deloitte & Touche LLP (1990-2005, partner from 2000-2005). Senior Vice President and Principal Financial Officer — Goldman Sachs Mutual Fund Complex.

Caroline Kraus

200 West Street

New York, NY 10282

Age: 35

  Secretary   Since 2012  

Vice President, Goldman Sachs (August 2006-Present); Associate General Counsel, Goldman Sachs (2012-Present); Assistant General Counsel, Goldman Sachs (August 2006-December 2011) and Associate, Weil, Gotshal & Manges-LLP (2002-2006). Secretary — Goldman Sachs Mutual Fund Complex (August 2012-Present) and Assistant Secretary — Goldman Sachs Mutual Fund Complex (June 2012-August 2012).

Scott M. McHugh

200 West Street

New York, NY 10282

Age: 41

  Treasurer and Senior Vice President   Since 2009   Vice President, Goldman Sachs (February 2007-Present); Assistant Treasurer of certain mutual funds administered by DWS Scudder (2005-2007); and Director (2005-2007), Vice President (2000-2005) and Assistant Vice President (1998-2000), Deutsche Asset Management or its predecessor (1998-2007). Treasurer — Goldman Sachs Mutual Fund Complex (October 2009-Present); Senior Vice President — Goldman Sachs Mutual Fund Complex (November 2009-Present); and Assistant Treasurer — Goldman Sachs Mutual Fund Complex (May 2007-October 2009).
     
1

Officers hold office at the pleasure of the Board of Trustees or until their successors are duly elected and qualified. Each officer holds comparable positions with certain other companies of which Goldman Sachs, GSAM or an affiliate thereof is the investment adviser, administrator and/or distributor. Information is provided as of December 31, 2012.

* Represents a partial list of officers of the Trust. Additional information about all the officers is available in the Fund’s Statement of Additional Information, which can be obtained from Goldman Sachs free of charge by calling this toll-free number (in the United States): 1-800-292-4726.

 

 

 

Goldman Sachs Variable Insurance Trust — Tax Information (Unaudited)

 

For the year ended December 31, 2012, 100% of the dividends paid from net investment company taxable income by the Structured U.S. Equity Fund qualify for the dividends received deduction available to corporations.

 

 

32


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Donald C. Burke   George F. Travers, Principal Financial Officer
John P. Coblentz, Jr.   Caroline L. Kraus, Secretary
Diana M. Daniels   Scott M. McHugh, Treasurer
Joseph P. LoRusso  
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Richard P. Strubel  

 

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

 

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York, New York 10282

 

Visit our website at www.goldmansachsfunds.com/vit to obtain the most recent month-end returns.

 

The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities for the 12-month period ended December 31 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.

Holdings and allocations shown are as of December 31, 2012 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (“MSCI”) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.

Shares of the Goldman Sachs VIT Funds are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.

This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus or summary prospectus, if applicable. Investors should consider a Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the Prospectus carefully before investing or sending money. The summary prospectus, if available, and the Prospectus contain this and other information about a Fund and may be obtained from your Authorized Institution or from Goldman, Sachs & Co. by calling 1-800-621-2550.

Toll Free (in U.S.): 800-292-4726

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Structured U.S. Equity Fund.

© 2013 Goldman Sachs. All rights reserved.

VITUSAR13/92374.MF.MED.TMPL/2/2013


ITEM 2. CODE OF ETHICS.

 

  (a) As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party (the “Code of Ethics”).

 

  (b) During the period covered by this report, no amendments were made to the provisions of the Code of Ethics.

 

  (c) During the period covered by this report, the registrant did not grant any waivers, including an implicit waiver, from any provision of the Code of Ethics.

 

  (d) A copy of the Code of Ethics is available as provided in Item 12(a)(1) of this report.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

     The registrant’s board of trustees has determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its audit committee. John P. Coblentz, Jr. is the “audit committee financial expert” and is “independent” (as each term is defined in Item 3 of Form N-CSR).

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Item 4 — Principal Accountant Fees and Services for the Goldman Sachs Variable Insurance Trust (“GSVIT”):

Table 1 – Items 4(a) - 4(d)

 

     2012      2011     

Description of Services Rendered

Audit Fees:

        

• PricewaterhouseCoopers (“PwC”)

   $ 367,702       $ 597,101       Financial statement audits.

Audit-Related Fees

        

PwC

   $ —         $ —         Other attest services.

Tax Fees

        

PwC

   $ 82,875       $ 80,518       Tax compliance services provided in connection with the preparation and review of the Registrant’s tax returns.

Items 4(b)(c) & (d) Table 2. Non-Audit Services to the GSVIT’s * that were pre-approved by the GSVIT’s Audit Committee pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X

 

     2012      2011     

Description of Services Rendered

Audit-Related Fees

        

PwC

   $ 1,848,422       $ 852,000       Internal control review performed in accordance with Statement on Standards for Attestation Engagements No. 16. These fees are borne by the Funds’ adviser.

 

* These include the advisor (excluding sub-advisors) and any entity controlling, controlled by or under common control with the advisor that provides ongoing services to the registrant (hereinafter referred to as “service affiliates”).

Item 4(e)(1) — Audit Committee Pre Approval Policies and Procedures

Pre-Approval of Audit and Non-Audit Services Provided to the Funds of the Goldman Sachs Variable Insurance Trust. The Audit and Non-Audit Services Pre-Approval Policy (the “Policy”) adopted by the Audit Committee of GSVIT sets forth the procedures and the conditions pursuant to which services performed by an independent auditor for GSVIT may be pre-approved. Services may be pre-approved specifically by the Audit Committee as a whole or, in certain circumstances, by the Audit Committee Chairman or the person designated as the Audit Committee Financial Expert. In addition, subject to specified cost limitations, certain services may be pre-approved under the provisions of the Policy. The Policy provides that the Audit Committee will consider whether the services provided by an independent auditor are consistent with the Securities and Exchange Commission’s rules on auditor independence. The Policy provides for periodic review and pre-approval by the Audit Committee of the services that may be provided by the independent auditor.

De Minimis Waiver. The pre-approval requirements of the Policy may be waived with respect to the provision of non-audit services that are permissible for an independent auditor to perform, provided (1) the aggregate amount of all such services provided constitutes no more than five percent of the total amount of revenues subject to pre-approval that was paid to the independent auditors during the fiscal year in which the services are provided; (2) such services were not recognized by GSVIT at the time of the engagement to be non-audit services; and (3) such services are promptly brought to the attention of the Audit Committee and approved prior to the completion of the audit by the Audit Committee or by one or more members of the Audit Committee to whom authority to grant such approvals has been delegated by the Audit Committee, pursuant to the pre-approval provisions of the Policy.

Pre-Approval of Non-Audit Services Provided to GSVIT’s Investment Advisers. The Policy provides that, in addition to requiring pre-approval of audit and non-audit services provided to GSVIT, the Audit Committee will pre-approve those non-audit services provided to GSVIT’s investment advisers (and entities controlling, controlled by or under common control with the investment advisers that provide ongoing services to GSVIT) where the engagement relates directly to the operations or financial reporting of GSVIT.

Item 4(e)(2) — 0% of the audit-related fees, tax fees and other fees listed in Table 1 were approved by GSVIT’s Audit Committee pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) of Regulation S-X. In addition, 0% of the non-audit services to the GSVIT’s service affiliates listed in Table 2 were approved by GSVIT’s Audit Committee pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) of Regulation S-X.

Item 4(f) — Not applicable.

Items 4(g) Aggregate Non-Audit Fees Disclosure

The aggregate non-audit fees billed to GSVIT for the twelve months ended December 31, 2012 and December 31, 2011 by PwC were approximately $82,875 and $80,518, respectively.

The aggregate non-audit fees billed to GSVIT’s adviser and service affiliates for non-audit services for the twelve months ended December 31, 2011 and December 31, 2010 by PwC were approximately $11.6 million and $10.3 million, respectively. The figures for these entities are not yet available for the twelve months ended December 31, 2012.


Items 4(h) — GSVIT’s Audit Committee has considered whether the provision of non-audit services to GSVIT’s investment advisor and service affiliates that did not require pre-approval pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the auditor’s independence.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6. SCHEDULE OF INVESTMENTS

Schedule of Investments is included as part of the Reports to Shareholders filed under Item 1.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS

Not applicable.

 

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.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

  (a) The registrant’s principal executive and principal financial officers or persons performing similar functions 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”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934, as amended.

 

  (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) that occurred during the registrant’s second fiscal quarter of 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)       Goldman Sachs Variable Insurance Trust’s Code of Ethics for Principal Executive and Senior Financial Officers filed herewith
(a)(2)    Exhibit 99.CERT    Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith
   Exhibit 99.906CERT    Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith


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.

Goldman Sachs Variable Insurance Trust

 

/s/ James A. McNamara

By: James A. McNamara

Chief Executive Officer of

Goldman Sachs Variable Insurance Trust

Date: February 21, 2013

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

/s/ James A. McNamara

By: James A. McNamara

Chief Executive Officer of

Goldman Sachs Variable Insurance Trust

Date: February 21, 2013

/s/ George F. Travers

By: George F. Travers

Chief Financial Officer of

Goldman Sachs Variable Insurance Trust

Date: February 25, 2013