N-CSR 1 probabilitesncsr.htm N-CSR GemCom, LLC

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 811-21853

 

Northern Lights Variable Fund Trust

(Exact name of registrant as specified in charter)

 

17605 Wright Street, Omaha, Nebraska 68130

(Address of principal executive offices) (Zip code)

 

James Ash, Gemini Fund Services, LLC.

80 Arkay Dr. Suite 110, Hauppauge, NY 11788

(Name and address of agent for service)

 

Registrant's telephone number, including area code: 631-470-2619

 

Date of fiscal year end: 12/31

 

Date of reporting period: 12/31/14

 

Item 1. Reports to Stockholders.

 

 
 
 
 
 
 
Probabilities VIT Fund
 
 
 
 
 
Annual Report
December 31, 2014
 
 
 
 
 
 
1-855-227-7204
 
 
 
 
 
 
 
 
 
 
 
 
This report and the financial statements contained herein are submitted for the general information of shareholders and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing herein contained is to be considered an offer of sale or solicitation of an offer to buy shares of Probabilities VIT Fund. Such offering is made only by prospectus, which includes details as to offering price and other material information.
 
Distributed by Northern Lights Distributors, LLC.
Member FINRA
 
 
 
 

(PROBABILITIES FUND LOGO)

 

Dear Fellow Shareholders:

 

We are pleased to present you with the Probabilities VIT Fund Annual Report. For the twelve months ended December 31, 2014, Probabilities VIT Fund’s total return was 4.89%, compared with 13.69% for the S&P 500 Total Return Index*

 

During the period under review, the Probabilities VIT Fund’s portfolio benefited from its leveraged and long exposure to U.S. stocks, particularly in the fourth quarter. However, it underperformed the benchmark mainly due to leveraged index exposure in January and its risk-off (cash) position in May and June, historically a bearish period and therefore a risk-averse time for the strategy.

 

In the first quarter, the Portfolio’s leveraged positions during end-of-month market declines in January and February caused it to underperform the benchmark S&P 500.

 

In the second quarter, the Portfolio trailed the benchmark due to the transition to the strategic bearish bias period, which it entered early this year, triggered by a technical signal overlay on the manager’s “best six months” strategic rule. In May and June U.S. equity markets rallied while the fund was positioned defensively.

 

In the third quarter, the Portfolio’s outperformance relative to the benchmark was due mostly to its defensive bias as the broad market declined in July and September.

 

In the fourth quarter, the Portfolio maintained a bullish position and was leveraged at times, enabling it to participate in the quarter’s stock market rally and outperform the benchmark. Equity markets rallied due to positive earnings surprises and improving economic data (5.0% GDP growth in the third quarter and another decline in the unemployment rate).

 

Looking ahead, we expect the market to be volatile in 2015 due to valuation and geopolitical concerns. On a fundamental basis, we believe stocks are fairly to richly valued at 17.45x forward earnings for the S&P 500. While earnings disappointments or evidence of economic slowdown could pressure stocks, we believe that recent declines in mortgage interest rates and gasoline prices are putting more cash in consumers’ wallets and therefore priming the pump for further economic growth over the course of the year. Historically, pre-election years tend to be the best performing years of the presidential cycle. In this environment, we expect opportunities to add value by increasing equity exposure during “high-probability” days (as defined by our rules and signals) and reducing exposure at times we believe downside risk is excessive.

 

         
1665 Union Street Suite ASan Diego California 92101(800) 519-0438 www.probabilitiesfund.com
1
 

(PROBABILITIES FUND LOGO)

 

Despite recent speculation that a rise from historical lows in Treasury rates is imminent, we believe (1) the Fed will continue to be accommodative until economic growth is well entrenched and (2) quantitative easing in Asia and Europe supports higher Treasury prices.

 

Thank you for being a Probabilities VIT Fund shareholder.

 

Sincerely,

 

Joseph B. Childrey
Founder & CIO
Probabilities Fund Management, LLC

 

*Past performance is no guarantee of future results. Investment return and principal value will vary. Investors’ shares when redeemed may be worth more or less than original cost. Returns do not reflect the deduction of taxes a shareholder would pay on distributions or redemption of Portfolio shares. The Probabilities VIT Fund made no distributions during the period under review. The Fund’s prospectus contains more complete information, including fees, expenses and risks involved in investing in newly public companies and should be read carefully before investing. The S&P 500 is a widely recognized index of common prices. An investment cannot be made directly in an index.

 

6142-NLD-2/18/2015

 

         
1665 Union Street Suite ASan Diego California 92101(800) 519-0438 www.probabilitiesfund.com
2
 
Probabilities VIT Fund
PORTFOLIO REVIEW (Unaudited)
Since Inception through December 31, 2014

 

(LINE GRAPH)

 

Non-Annualized Total Returns as of December 31, 2014

 

    Since
  One Year Inception*
Probabilities VIT Fund – Class 1 4.89% 5.57%
Probabilities VIT Fund – Class 2 4.79% 5.46%
S&P 500 Total Return Index** 13.69% 19.02%

 

 

*The Fund commenced operations on April 29, 2013.

 

**The S&P 500 Total Return Index is an unmanaged market capitalization-weighted index which is comprised of 500 of the largest U.S. domiciled companies and includes the reinvestment of all dividends. Investors cannot invest directly in an index or benchmark.

 

*The Performance data quoted is historical. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance data quoted. The principal value and investment return of an investment will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemptions of Fund shares as well as other charges and expenses of the insurance contract, or separate account. The Fund’s total operating expenses are 2.41% and 2.56% for Class 1 and Class 2, respectively, per the Fund’s May 1, 2014 prospectus. For performance information current to the most recent month-end, please call 1-855-227-7204.

 

 

 

Portfolio Composition as of December 31, 2014

 

Holdings by Type of Investment  Percent of Net Assets
Exchange Traded Funds   74.46%
Other Assets in Excess of Liabilities   25.54%
Net Assets   100.00%

 

Please refer to the Portfolio of Investments for a more detailed analysis of the Fund’s holdings.

3
 

Probabilities VIT Fund
PORTFOLIO OF INVESTMENTS
December 31, 2014

 

Shares     Value
           
     EXCHANGE TRADED FUNDS - 74.46 %     
     EQUITY FUNDS - 74.46 %     
 67,930   Direxion Daily Mid Cap Bull 3X Shares *  $6,657,820 
 76,580   Direxion Daily S&P 500 Bull 3X *   6,726,022 
 47,720   ProShares UltraPro Dow30   6,750,471 
 50,725   ProShares UltraPro S&P 500   6,726,642 
 11,080   SPDR S&P 500 ETF Trust   2,276,940 
 12,085   Vanguard S&P 500 ETF   2,277,418 
 21,475   Vanguard Total Stock Market ETF   2,276,350 
     TOTAL EXCHANGE TRADED FUNDS   33,691,663 
     (Cost - $33,856,528)     
           
     TOTAL INVESTMENTS - 74.46 % (Cost - $33,856,528) (a)  $33,691,663 
     OTHER ASSETS IN EXCESS OF LIABILITIES - 25.54 %   11,556,793 
     NET ASSETS - 100.00 %  $45,248,456 

 

*Non-income producing security.

 

(a)Represents cost for financial reporting purposes. Aggregate cost for federal tax purposes is $33,856,528 and differs from market value by net unrealized appreciation (depreciation) of securities as follows:

 

  Unrealized appreciation  $209,708 
  Unrealized depreciation   (374,573)
  Net unrealized depreciation  $(164,865)

 

See accompanying notes to financial statements which are an integral part of these financial statements.

4
 

Probabilities VIT Fund

STATEMENT OF ASSETS AND LIABILITIES

December 31, 2014

 

ASSETS     
Investments in Securities at Value (identified cost $33,856,528)  $33,691,663 
Cash   34,923,045 
Receivable for dividend   6,185 
Prepaid expenses and other assets   1,139 
TOTAL ASSETS   68,622,032 
      
LIABILITIES     
Payable for securities purchased   23,212,874 
Redemptions payable   59,865 
Distribution (12b-1) fees payable   15,754 
Investment advisory fees payable   54,615 
Fees payable to other affiliates   9,705 
Accrued expenses and other liabilities   20,763 
TOTAL LIABILITIES   23,373,576 
NET ASSETS  $45,248,456 
      
Net Assets Consist Of:     
Paid in capital  $41,083,022 
Accumulated net realized gain from investment transactions   4,330,299 
Net unrealized depreciation of investments   (164,865)
NET ASSETS  $45,248,456 
      
Class 1 Shares:     
Net Assets  $33,421,346 
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized)   3,050,879 
Net asset value, offering and redemption price per share (Net assets/Shares of Beneficial Interest)  $10.95 
      
Class 2 Shares:     
Net Assets  $11,827,110 
Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized)   1,082,184 
Net asset value, offering and redemption price per share (Net assets/Shares of Beneficial Interest)  $10.93 

 

See accompanying notes to financial statements which are an integral part of these financial statements.

5
 

Probabilities VIT Fund
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2014

 

INVESTMENT INCOME     
Dividends  $70,767 
TOTAL INVESTMENT INCOME   70,767 
      
EXPENSES     
Investment advisory fees   630,953 
Distribution (12b-1) fees- Class 1   118,843 
Distribution (12b-1) fees- Class 2   63,910 
Administrative services fees   41,340 
Transfer agent fees   41,300 
Accounting services fees   31,771 
Legal fees   19,281 
Audit fees   15,541 
Compliance officer fees   13,113 
Custodian fees   6,949 
Printing and postage expenses   9,781 
Trustees’ fees and expenses   7,963 
Miscellaneous expenses   8,352 
Insurance expense   1,745 
TOTAL EXPENSES   1,010,842 
      
NET INVESTMENT LOSS   (940,075)
      
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS     
Net realized gain from investments   5,271,076 
Net change in unrealized depreciation of investments   (2,384,661)
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS   2,886,415 
      
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  $1,946,340 

 

See accompanying notes to financial statements which are an integral part of these financial statements.

6
 

Probabilities VIT Fund
STATEMENT OF CHANGES IN NET ASSETS

 

   For the   For the 
   Year Ended   Period Ended 
   December 31, 2014   December 31, 2013* 
         
FROM OPERATIONS          
Net investment income loss  $(940,075)  $(526,909)
Net realized gain from investments   5,271,076    315,600 
Net change in unrealized appreciation (depreciation) of investments   (2,384,661)   2,219,796 
Net increase in net assets resulting from operations   1,946,340    2,008,487 
           
FROM SHARES OF BENEFICIAL INTEREST          
Class I:          
Proceeds from shares sold   4,103,079    41,072,974 
Payments for shares redeemed   (9,725,459)   (4,965,469)
Net increase (decrease) in net assets from shares of beneficial interest   (5,622,380)   36,107,505 
Class 2:          
Proceeds from shares sold   5,915,148    15,305,978 
Payments for shares redeemed   (7,809,006)   (2,603,616)
Net increase (decrease) in net assets from shares of beneficial interest   (1,893,858)   12,702,362 
           
Net increase (decrease) in net assets from shares of beneficial interest   (7,516,238)   48,809,867 
           
TOTAL INCREASE (DECREASE) IN NET ASSETS   (5,569,898)   50,818,354 
           
NET ASSETS          
Beginning of Period   50,818,354     
End of Period +  $45,248,456   $50,818,354 
+ Includes accumulated net investment income of:  $   $ 
           
SHARE ACTIVITY          
Class 1          
Shares Sold   392,459    4,089,222 
Shares Redeemed   (941,820)   (488,982)
Net increase (decrease) in shares of beneficial interest outstanding   (549,361)   3,600,240 
           
Class 2          
Shares Sold   575,580    1,529,484 
Shares Redeemed   (761,267)   (261,613)
Net increase (decrease) in shares of beneficial interest outstanding   (185,687)   1,267,871 

 

 

*The Fund commenced operations on April 29, 2013.

 

See accompanying notes to financial statements which are an integral part of these financial statements.

7
 

Probabilities VIT Fund - Class 1
FINANCIAL HIGHLIGHTS

 

Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period

 

   For the   For the 
   Year Ended   Period Ended 
   December 31, 2014   December 31, 2013 (1) 
         
Net asset value, beginning of period  $10.44   $10.00 
           
Activity from investment operations:          
Net investment loss (2)   (0.20)   (0.14)
Net realized and unrealized gain on investments   0.71    0.58 
Total from investment operations   0.51    0.44 
           
Net asset value, end of period  $10.95   $10.44 
Total return (3,4)   4.89%   4.40%
Net assets, end of period (000s)  $33,421   $37,592 
           
Ratio of expenses to average net assets (5,6)   2.12%   2.21%
Ratio of net investment loss to average net assets (5,6,7)   (1.97)%   (2.01)%
           
Portfolio Turnover Rate (4)   2052%   700%

 

 

(1)Class 1 commenced operations on April 29, 2013.

 

(2)Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(3)Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any.

 

(4)Not annualized for periods less than one year.

 

(5)Annualized for periods of less than one year.

 

(6)Does not include the expenses of other exchange traded funds in which the Fund invests.

 

(7)Recognition of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying exchange traded funds in which the Fund invests.

 

See accompanying notes to financial statements which are an integral part of these financial statements.

8
 

Probabilities VIT Fund - Class 2

FINANCIAL HIGHLIGHTS

 

Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period

 

   For the   For the 
   Year Ended   Period Ended 
   December 31, 2014   December 31, 2013 (1) 
         
Net asset value, beginning of period  $10.43   $10.00 
           
Activity from investment operations:          
Net investment loss (2)   (0.22)   (0.14)
Net realized and unrealized gain on investments   0.72    0.57 
Total from investment operations   0.50    0.43 
           
Net asset value, end of period  $10.93   $10.43 
Total return (3,4)   4.79%   4.30%
Net assets, end of period (000s)  $11,827   $13,227 
           
Ratio of expenses to average net assets (5,6)   2.27%   2.36%
Ratio of net investment loss to average net assets (5,6,7)   (2.12)%   (2.16)%
           
Portfolio Turnover Rate (4)   2052%   700%

 

 

(1)Class 2 commenced operations on April 29, 2013.

 

(2)Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(3)Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any.

 

(4)Not annualized for periods less than one year.

 

(5)Annualized for periods of less than one year.

 

(6)Does not include the expenses of other exchange traded funds in which the Fund invests.

 

(7)Recognition of net investment income by the Fund is affected by the timing of declaration of dividends by the underlying exchange traded funds in which the Fund invests.

 

See accompanying notes to financial statements which are an integral part of these financial statements.

9
 
Probabilities VIT Fund
NOTES TO FINANCIAL STATEMENTS
December 31, 2014

 

1.ORGANIZATION

 

The Probabilities VIT Fund (the “Fund”) is a diversified series of shares of beneficial interest of Northern Lights Variable Trust (the “Trust”), a trust organized on November 2, 2005, under the laws of the State of Delaware, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Fund’s investment objective is to seek capital appreciation. The Fund commenced operations on April 29, 2013.

 

The Fund currently offers two classes of shares: Class 1 shares and Class 2 shares. Classes 1 and 2 shares are offered at net asset value. Each class of shares of the Fund has identical rights and privileges with respect to arrangements pertaining to shareholder servicing or distribution, class-related expenses, voting rights on matters affecting a single class of shares, and the exchange privilege of each class of shares. The Fund’s share classes differ in the fees and expenses charged to shareholders. The Fund’s income, expenses (other than class specific distribution fees) and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each class.

 

2.SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies followed by the Fund in preparation of the financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates.

 

Security Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the primary exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price (“NOCP”). In the absence of a sale such securities shall be valued at the mean between the current bid prices and ask prices on the day of valuation. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost. Investments in open-end investment companies are valued at net asset value.

 

In unusual circumstances, instead of valuing securities in the usual manner, securities may be valued at their fair market value as determined in good faith by the Trust’s Fair Value Committee and in accordance with the Trust’s Portfolio Securities Valuation Procedures (the “Procedures”). The Board of Trustees (the “Board”) will review the fair value method in use for securities requiring a fair market value determination at least quarterly. The Procedures consider, among others, the following factors to determine a security’s fair value: the nature and pricing history (if any) of the security; whether any dealer quotations for the security are available; and possible valuation methodologies that could be used to determine the fair value of the security.

 

Valuation of Fund of Funds The Fund may invest in funds of open-end or closed-end investment companies (the “Underlying Funds”). The Underlying Funds value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value using the methods established by the board of directors of the Underlying Funds.

 

The Fund may hold securities, such as private placements, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These securities will be valued at their fair market value as determined using the “fair value”

10
 
Probabilities VIT Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2014

 

procedures approved by the Board. The Board has delegated execution of these procedures to a fair value team composed of one or more representatives from each of the (i) Trust, (ii) administrator, and (iii) co-advisors. The team may also enlist third party consultants such as an audit firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist in determining a security-specific fair value. The Board reviews and ratifies the execution of this process and the resultant fair value prices at least quarterly to assure the process produces reliable results.

 

Fair Valuation Process. This team is composed of one or more representatives from each of the (i) Trust, (ii) administrator, and (iii) co-advisors. The applicable investments are valued collectively via inputs from each of these groups. For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source), (ii) securities for which, in the judgment of a co-advisor, the prices or values available do not represent the fair value of the instrument. Factors which may cause a co-advisor to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; (iv) securities with respect to which an event that will affect the value thereof has occurred (a “significant event”) since the closing prices were established on the principal exchange on which they are traded, but prior to the Fund’s calculation of its net asset value. Specifically, interests in commodity pools or managed futures pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as adjusted for pool expenses. Restricted or illiquid securities, such as private placements or non-traded securities are valued via inputs from the co-advisors based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances). If a co-advisor is unable to obtain a current bid from such independent dealers or other independent parties, the fair value team shall determine the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase; (iii) the size and nature of the Fund’s holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.

 

The Fund utilizes various methods to measure the fair value of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:

 

Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.

 

Level 2 – Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors,

11
 
Probabilities VIT Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2014

 

including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following tables summarize the inputs used as of December 31, 2014 for the Fund’s assets and liabilities measured at fair value:

 

                 
Assets  Level 1   Level 2   Level 3   Total 
Investments:                    
Exchange Traded Funds  $33,691,663   $   $   $33,691,663 
Total    $33,691,663   $   $   $33,691,663 

 

There were no transfers between levels during the current period presented.

 

It is the Fund’s policy to record transfers into and out of any Level at the end of the reporting period.

 

The Fund did not hold any Level 2 or Level 3 securities during the period.

 

Stock Market Risk – Equity prices can fall rapidly in response to developments affecting a specific company or industry, or to changing economic, political or market conditions.

 

Security Transactions and Related Income – Security transactions are accounted for on trade date. Interest income is recognized on an accrual basis. Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds.

 

Exchange Traded Funds The Fund may invest in exchange traded funds (“ETFs”). ETFs are a type of index fund bought and sold on a securities exchange. An ETF trades like common stock and represents a fixed portfolio of securities designed to track the performance and dividend yield of a particular domestic or foreign market index. The Fund may purchase an ETF to temporarily gain exposure to a portion of the U.S. or a foreign market while awaiting purchase of underlying securities. The risks of owning an ETF generally reflect the risks of owning the underlying securities they are designed to track, although the lack of liquidity on an ETF could result in it being more volatile. Additionally, ETFs have fees and expenses that reduce their value.

 

Dividends and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid at least annually. Distributable net realized capital gains, if any, are declared and distributed annually. Dividends and distributions to shareholders are recorded on the ex-dividend date.

 

Dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either

12
 
Probabilities VIT Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2014

 

temporary (e.g., deferred losses, capital loss carryforwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification. Any such reclassifications will have no effect on net assets, results of operations, or net asset values per share of the Fund.

 

Federal Income Tax – The Fund intends to continue to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to shareholders. Therefore, no provision for Federal income tax is required.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions related to the open tax year (2013) or expected to be taken in the Fund’s 2014 tax return. The Fund identified its major tax jurisdictions as U.S. Federal and Nebraska where the Fund makes significant investments; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

Expenses – Expenses of the Trust that are directly identifiable to the fund are charged to the fund. Expenses, which are not readily identifiable to a specific fund, are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative sizes of the funds in the Trust.

 

Indemnification – The Trust indemnifies its officers and trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the risk of loss due to these warranties and indemnities appears to be remote.

 

3.INVESTMENT TRANSACTIONS

 

For the year ended December 31, 2014, cost of purchases and proceeds from sales of portfolio securities, other than short-term investments and U.S. Government securities, amounted to $482,347,851 and $489,786,786, respectively.

 

4.INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH AFFILIATES

 

Probabilities Fund Management, LLC and Princeton Fund Advisors, LLC serve as the Fund’s investment advisors (the “Co-Advisors”). The Trust, on behalf of the Fund, has employed Gemini Fund Services, LLC (“GFS”) to provide administration, fund accounting and transfer agent services. A Trustee and certain officers of the Trust are also officers of GFS and are not paid any fees directly by the Fund for servicing in such capacities.

 

Pursuant to an investment advisory agreement with the Trust on behalf of the Fund, the Co-Advisors, under the oversight of the Board, direct the daily operations of the Fund and supervise the performance of administrative and professional services provided by others. As compensation for its services and the related expenses borne by the Co-Advisors, the Fund pays the Co-Advisors an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 1.35% of the Fund’s average daily net assets. For the year ended December 31, 2014, the Co-Advisors earned advisory fees of $630,953.

 

The Co-Advisors have contractually agreed to reduce their fees and/or absorb expenses of the Fund, until at least

13
 
Probabilities VIT Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2014

 

April 30, 2015, to ensure that Total Annual Fund Operating Expenses after fee waiver and/or reimbursement (exclusive of any front-end or contingent deferred loads; brokerage fees and commissions; acquired fund fees and expenses; fees and expenses associated with investments in other collective investment vehicles or derivative instruments (including for example options and swap fees and expenses); borrowing costs (such as interest and dividend expense on securities sold short); taxes; and extraordinary expenses, such as litigation expenses (which may include indemnification of Fund officers and Trustees, contractual indemnification of Fund services providers (other than the Co-Advisors)) will not exceed 2.24% and 2.39% for Class 1 and Class 2 shares, respectively; subject to possible recoupment from the Fund in future years on a rolling three year basis (within the three fiscal years after the fees have been waived or reimbursed) if such recoupment can be achieved within the foregoing expense limits. During the year ended December 31, 2014, the Advisor did not waive any fees or reimburse any expenses.

 

Distributor – The Trust, with respect to the Fund, has adopted the Trust’s Master Distribution and Shareholder Servicing Plans (“12b-1 Plans” or “Plan”) for each of Class 1 and Class 2 shares, pursuant to which the Fund may pay the Fund’s distributor an annual fee for distribution and shareholder servicing expense of 0.35% and 0.50% of the Fund’s average daily net assets attributable to Class 1 and Class 2 shares, respectively, which is paid to Northern Lights Distributors, LLC (the “Distributor”) to provide compensation for ongoing shareholder servicing and distribution-related activities or services and/or maintenance of the Fund’s shareholder accounts not otherwise required to be provided by the Advisor. For the year ended December 31, 2014, pursuant to the Plans, the Fund incurred $118,843 and $63,910 for Class 1 and Class 2 shares, respectively.

 

The Distributor acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s Class 1 and Class 2 shares. The Distributor is an affiliate of GFS.

 

Pursuant to a servicing agreement with GFS, the Fund pays GFS customary fees for providing administration, fund accounting and transfer agency services to the Fund. GFS provides a Principal Executive Officer and a Principal Financial Officer to the Trust.

 

In addition, certain affiliates of GFS provide ancillary services to the Fund as follows:

 

Northern Lights Compliance Services, LLC (“NLCS”) NLCS, an affiliate of GFS, provides a Chief Compliance Officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust. Under the terms of such agreement, NLCS receives customary fees from the Fund.

 

Gemcom, LLC (“Gemcom”) – Gemcom, an affiliate of GFS, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Gemcom receives customary fees from the Fund.

 

5.CONTROL OWNERSHIP

 

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a Fund creates presumption of control of the fund, under Section 2(a)(9) of the 1940 Act. As of December 31, 2014, Jefferson National Life Insurance Co., held approximately 100% of the voting securities of Class 1. As of December 31, 2014, First Security Benefit Life Annuity Company, held approximately 100% of the voting securities of Class 2.

14
 
Probabilities VIT Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2014

 

6.DISTRIBTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL

 

As of December 31, 2014, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed   Post October Loss   Unrealized   Total 
Ordinary   and   Appreciation/   Accumulated 
Income   Late Year Loss   (Depreciation)   Earnings/(Deficits) 
$4,330,299   $   $(164,865)  $4,165,434 
                  

Permanent book and tax differences, primarily attributable to the reclass of net operating losses, resulted in reclassification for the period ended December 31, 2014 as follows:

 

Undistributed   Accumulated 
Net Investment   Net Realized 
Income (Loss)   Gains (Loss) 
$940,075   $(940,075)
        
7.SUBSEQUENT EVENTS

 

Subsequent events have been evaluated after the date of the Statement of Assets and Liabilities through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.

15
 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Northern Lights Variable Trust
and the Shareholders of Probabilities VIT Fund

 

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Probabilities VIT Fund (the Fund), a series of the Northern Lights Variable Trust, as of December 31, 2014, and the related statement of operations, statement of changes in net assets and the financial highlights for the year then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit. The accompanying statement of changes in net assets and financial highlights of Probabilities VIT Fund for the period from April 29, 2013 (commencement of operations) through December 31, 2013 were audited by other auditors whose report dated February 14, 2014 expressed an unqualified opinion on the financial statements.

 

We conducted our audit 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 and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2014, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

 

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Probabilities VIT Fund as of December 31, 2014, and the results of its operations, the changes in its net assets and its financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

 

/s/ McGladrey LLP

 

Denver, Colorado
February 17, 2015

16
 

Probabilities VIT Fund
SUPPLEMENTAL INFORMATION (Unaudited)
December 31, 2014

 

The following is a list of the Trustees and executive officers of the Trust and each person’s principal occupation over the last five years. Unless otherwise noted, the address of each Trustee and Officer is 17605 Wright Street, Suite 2, Omaha, Nebraska 68130.

 

Independent Trustees

 

Name, Address
and Year of
Birth
  Position/Term
of Office*
  Principal Occupation
During the Past Five
Years
  Number of
Portfolios
in Fund
Complex**
Overseen
by Trustee
  Other Directorships held by
Trustee During the Past
Five Years
Mark Garbin
Born in 1951
  Trustee Since 2013  Managing Principal, Coherent Capital Management LLC (since 2007).  100  Two Roads Shared Trust (since 2012) (Chairman of the Valuation Committee); Forethought Variable Insurance Trust (since 2013) (Lead Independent and Chairman of the Valuation Committee); Independent Director OHA Mortgage Strategies Fund (offshore), Ltd. (since 2014); and Northern Lights Fund Trust (since 2013)
             
Mark D. Gersten
Born in 1950
  Trustee Since 2013  Independent Consultant (since 2012); Senior Vice President – Global Fund Administration Mutual Funds & Alternative Funds, AllianceBernstein LP (1985 - 2011).  100  Schroder Global Series Trust and Two Roads Shared Trust (since 2012); and Northern Lights Fund Trust (since 2013)
Anthony J. Hertl
Born in 1950
  Trustee Since 2005; Chairman of the Board since 2013  Consultant to small and emerging businesses (since 2000).  100  AdvisorOne Funds (2004 - 2013); Alternative Strategies Fund (since 2010); Satuit Capital Management Trust. (2007 – May, 2010); The Z- Seven Fund, Inc. (2007 – May, 2010), Greenwich Advisers Trust (2007 – February 2011), Global Real Estate Fund (2008 - 2011), The World Funds Trust (2010 - 2013) and Northern Lights Fund Trust (since 2005)
Gary W. Lanzen
Born in 1954
  Trustee Since 2005  Retired since 2012. Formerly, Founder, Partner and President, Orizon Investment Counsel, Inc. (2000 - 2006); Chief Investment Officer (2000 - 2010).  100  AdvisorOne Funds (16 portfolios) (since 2003); Alternative Strategies Fund (since 2010); and Northern Lights Fund Trust (since 2005)
John V. Palancia
Born in 1954
  Trustee Since 2011  Retired (since 2011). Formerly, Director of Futures Operations, Merrill Lynch, Pierce, Fenner & Smith Inc. (1975 - 2011).  131  Northern Lights Fund Trust (since 2011); NLFT III (since February 2012); Alternative Strategies Fund (since 2012)
Mark H. Taylor
Born in 1964
  Trustee Since 2007  Andrew D. Braden Professor of Accounting and Auditing, Weatherhead School of Management, Case Western Reserve University (since 2009); President, Auditing Section of the American Accounting Association (2012 - 2015); Former member of the AICPA Auditing Standards Board, AICPA (2008 - 2011); Fellow, Office of the Chief Accountant, United States Securities Exchange Commission (2005 - 2006).  131  Alternative Strategies Fund (since 2010); Lifetime Achievement Mutual Fund, Inc. (LFTAX) (Director and Audit Committee Chairman) (2007 - 2012); NLFT III (since February 2012); Northern Lights Fund Trust (since 2007)

 

12/31/14-NLVT-V2

17
 
Probabilities VIT Fund
SUPPLEMENTAL INFORMATION (Unaudited)(Continued)
December 31, 2014

 

Interested Trustees and Officers

 

Name, Address
and Year of Birth
  Position/Term of
Office*
  Principal Occupation
During the Past Five Years
  Number of
Portfolios in
Fund
Complex**
Overseen by
Trustee
  Other Directorships held by
Trustee During the Past Five
Years
Andrew
Rogers***
80 Arkay Drive
Hauppauge, NY
11788
Born in 1969
  Trustee Since 2013; President Since 2006  Chief Executive Officer, Gemini Alternative Funds, LLC (since 2013); Chief Executive Officer, Gemini Hedge Fund Services, LLC (since 2013); Chief Executive Officer, Gemini Fund Services, LLC (since 2012); President and Manager, Gemini Fund Services, LLC (2006 - 2012); Formerly President and Manager, GemCom LLC (2004 - 2011).  100  Northern Lights Variable Trust (since 2013)
             
Kevin E. Wolf
80 Arkay Drive
Hauppauge, NY
11788
Born in 1969
  Treasurer Since 2006  President, Gemini Fund Services, LLC (since 2012); Director of Fund Administration, Gemini Fund Services, LLC (2006 - 2012); and Vice-President, GemCom, LLC (2004 - 2013).  N/A  N/A
James P. Ash
80 Arkay Drive
Hauppauge, NY
11788
Born in 1976
  Secretary Since 2011  Senior Vice President, Gemini Fund Services, LLC (since 2012); Vice President, Gemini Fund Services, LLC (2011 - 2012); Director of Legal Administration, Gemini Fund Services, LLC (2009 - 2011); Assistant Vice President of Legal Administration, Gemini Fund Services, LLC (2008 - 2011).  N/A  N/A
             
Emile R.
Molineaux
Born in 1962
  Chief Compliance Officer Since 2011  Senior Compliance Officer of Northern Lights Compliance Services, LLC (since 2011); General Counsel, CCO and Senior Vice President, Gemini Fund Services, LLC (2004 - June 2012); Secretary and CCO, Northern Lights Compliance Services, LLC; (2003 - 2011); In-house Counsel, The Dreyfus Funds (1999 - 2003).  N/A  N/A
             

 

*The term of office for each Trustee and officer listed above will continue indefinitely until the individual resigns or is removed.

 

**The term “Fund Complex” includes the Northern Lights Fund Trust (“NLFT”), Northern Lights Fund Trust II (“NLFT II”), Northern Lights Fund Trust III (“NLFT III”) and the Northern Lights Variable Trust (“NLVT”).

 

***Andrew Rogers is an “Interested Trustee” of the Trust as that term is defined under the 1940 Act, because of his affiliation with Gemini Fund Services, LLC, (the Trust’s Administrator, Fund Accountant and Transfer Agent).

 

The Fund’s Statement of Additional Information includes additional information about the Trustees and is available free of charge, upon request, by calling toll-free at 1-855-227-7204.

 

12/31/14-NLVT-V2

18
 
Probabilities VIT Fund
EXPENSE EXAMPLES (Unaudited)
December 31, 2014

 

As a shareholder of the Fund you incur ongoing costs, including management fees; distribution and/or 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 beginning July 1, 2014 through December 31, 2014.

 

Actual Expenses

 

The “Actual Expenses” line in the table below provides information about actual account values and actual expenses. You may use the information below; 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 table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

 

The “Hypothetical” line in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balances or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of 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 contingent deferred sales charges (loads), or redemption fees. Therefore, 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  Ending  Annualized  Expense Paid
   Account Value  Account Value  Expense  During Period*
   7/1/14  12/31/14  Ratio  7/1/14-12/31/14
Actual            
Class 1  $1,000.00  $1,056.90  2.05%  $10.63
Class 2  $1,000.00  $1,057.10  2.12%  $10.99
Hypothetical            
(5% return before expenses)            
Class 1  $1,000.00  $1,014.87  2.05%  $10.41
Class 2  $1,000.00  $1,014.52  2.12%  $10.76

 

*Expenses are equal to the average account value over the period beginning July 1, 2014, multiplied by the Fund’s annualized expense ratio, multiplied by the number of days in the period ended December 31, 2014 (184) divided by the number of days in the fiscal year (365).
19
 

PRIVACY NOTICE

 

Northern Lights Variable Trust

Rev. August 2011

 

FACTS WHAT DOES NORTHERN LIGHTS VARIABLE TRUST DO WITH YOUR PERSONAL INFORMATION?

 

Why? Financial companies choose how they share your personal information.  Federal law gives consumers the right to limit some, but not all sharing.  Federal law also requires us to tell you how we collect, share, and protect your personal information.  Please read this notice carefully to understand what we do.

 

What?

The types of personal information we collect and share depends on the product or service that you have with us. This information can include:

 

●         Social Security number and wire transfer instructions

 

         account transactions and transaction history

 

         investment experience and purchase history

 

When you are no longer our customer, we continue to share your information as described in this notice.

 

How? All financial companies need to share customers’ personal information to run their everyday business.  In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Northern Lights Variable Trust chooses to share; and whether you can limit this sharing.

 

Reasons we can share your personal information: Does Northern Lights Variable
Trust share information?
Can you limit this sharing?
For our everyday business purposes - such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus. YES NO
For our marketing purposes - to offer our products and services to you. NO We don’t share
For joint marketing with other financial companies. NO We don’t share
For our affiliates’ everyday business purposes - information about your transactions and records. NO We don’t share
For our affiliates’ everyday business purposes - information about your credit worthiness. NO We don’t share
For nonaffiliates to market to you NO We don’t share

 

QUESTIONS?   Call 1-402-493-4603
 
 

PRIVACY NOTICE

 

Northern Lights Variable Trust

 

Page 2  

 

What we do:

 

How does Northern Lights Variable Trust protect my personal information?

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.

 

Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information.

 

How does Northern Lights Variable Trust collect my personal information?

We collect your personal information, for example, when you

●     open an account or deposit money

 

●     direct us to buy securities or direct us to sell your securities

 

●     seek advice about your investments

 

We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.

 

Why can’t I limit all sharing?

Federal law gives you the right to limit only:

●     sharing for affiliates’ everyday business purposes – information about your creditworthiness.

 

●     affiliates from using your information to market to you.

 

●     sharing for nonaffiliates to market to you.

 

State laws and individual companies may give you additional rights to limit sharing.

 

Definitions
Affiliates

Companies related by common ownership or control. They can be financial and nonfinancial companies.

 

●     Northern Lights Variable Trust does not share with its affiliates.

Nonaffiliates

Companies not related by common ownership or control. They can be financial and nonfinancial companies.

 

●     Northern Lights Variable Trust does not share with nonaffiliates so they can market to you.

Joint marketing

A formal agreement between nonaffiliated financial companies that together market financial products or services to you.

 

●     Northern Lights Variable Trust doesn’t jointly market.

 
 

PROXY VOTING POLICY

 

Information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve month period ended December 31 as well as a description of the policies and procedures that the Fund uses to determine how to vote proxies is available without charge, upon request, by calling 1-855-227-7204 or by referring to the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

 

PORTFOLIO HOLDINGS

 

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. Form N-Q is available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (1-800-SEC-0330). The information on Form N-Q is available without charge, upon request, by calling 1-855-227-7204.

 

 
 
 
 
 
 
 
 
CO-INVESTMENT ADVISORS
Probabilities Fund Management, LLC
1665 Union Street, Suite A
San Diego, CA 92101
 
Princeton Fund Advisors, LLC
1125 17th Street, Suite 1400
Denver, CO 80202
 
ADMINISTRATOR
Gemini Fund Services, LLC
80 Arkay Drive, Suite 110
Hauppauge, New York 11788
 

 

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.

 

(b) For purposes of this item, “code of ethics” means written standards that are reasonably designed to deter wrongdoing and to promote:

 

(1)Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
(2)Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant;

(3) Compliance with applicable governmental laws, rules, and regulations;

(4)The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and

(5) Accountability for adherence to the code.

 

(c) Amendments: During the period covered by the report, there have not been any amendments to the provisions of the code of ethics.

 

(d) Waivers: During the period covered by the report, the registrant has not granted any express or implicit waivers from the provisions of the code of ethics.

 

(e) The Code of Ethics is not posted on Registrant’ website.

 

(f) A copy of the Code of Ethics is attached as an exhibit.

 

Item 3. Audit Committee Financial Expert.

 

(a) The board of directors of the fund has determined that Mark Taylor and Anthony Hertl are independent audit committee financial experts.

 

Item 4. Principal Accountant Fees and Services.

 

(a)Audit Fees

2014 - $14,000

2013 - $13,000

 

(b)Audit-Related Fees

2014 - None

2013 - None

 

(c)Tax Fees

2014 - $2,500

2013 - $2,500

 

Preparation of Federal & State income tax returns, assistance with calculation of required income, capital gain and excise distributions and preparation of Federal excise tax returns.

 

(d)All Other Fees

2014 - None

2013 - None

(e) (1) Audit Committee’s Pre-Approval Policies

 

The registrant’s Audit Committee is required to pre-approve all audit services and, when appropriate, any non-audit services (including audit-related, tax and all other services) to the registrant. The registrant’s Audit Committee also is required to pre-approve, when appropriate, any non-audit services (including audit-related, tax and all other services) to its adviser, or any entity controlling, controlled by or under common control with the adviser that provides ongoing services to the registrant, to the extent that the services may be determined to have an impact on the operations or financial reporting of the registrant. Services are reviewed on an engagement by engagement basis by the Audit Committee.

 

 

(2)Percentages of Services Approved by the Audit Committee

2014 2013

Audit-Related Fees: 0.00% 0.00%

Tax Fees: 0.00% 0.00%

All Other Fees: 0.00% 0.00%

 

(f)During the audit of registrant's financial statements for the most recent fiscal year, less than 50 percent of the hours expended on the principal accountant's engagement were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.

 

(g)The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant:

 

2014 - $2,500

2013 - $2,500

(h) The registrant's audit committee has considered whether the provision of non-audit services to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant, that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, is compatible with maintaining the principal accountant's independence.

 

Item 5. Audit Committee of Listed Companies. Not applicable to open-end investment companies.

 

Item 6. Schedule of Investments. Schedule of investments in securities of unaffiliated issuers is included under Item 1.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds. Not applicable to open-end investment companies.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable to open-end investment companies.

 

Item 9. Purchases of Equity Securities by Closed-End Funds. Not applicable to open-end investment companies.

 

Item 10. Submission of Matters to a Vote of Security Holders. None

 

Item 11. Controls and Procedures.

 

(a) Based on an evaluation of the Registrant’s disclosure controls and procedures as of a date within 90 days of filing date of this Form N-CSR, the principal executive officer and principal financial officer of the Registrant have concluded that the disclosure controls and procedures of the Registrant are reasonably designed to ensure that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported by the filing date, including that information required to be disclosed is accumulated and communicated to the Registrant’s management, including the Registrant’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

(b) There were no significant changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s last fiscal half-year that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

 

Item 12. Exhibits.

 

(a)(1) Not applicable.

 

(a)(2) Certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 (and Item 11(a)(2) of Form N-CSR) are filed herewith.

 

(a)(3) Not applicable for open-end investment companies.

 

(b)Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 (and Item 11(b) of Form N-CSR) are 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.

 

(Registrant) Northern Lights Variable Fund Trust

 

By (Signature and Title)

/s/ Andrew B. Rogers

Andrew B. Rogers, President

 

Date 3/4/15

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)

/s/ Andrew B. Rogers

Andrew B. Rogers, President

 

Date 3/4/15

 

 

By (Signature and Title)

/s/ Kevin E. Wolf

Kevin E. Wolf, Treasurer

 

Date 3/4/15